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Transcript of n for olutio ns - Data Respons · kista in Stockholm. To have a firm local foundation is essential...
annual report
07
passion for embedded solutions
2 DATA RESPONS ASA | ANNUAL REPORT 2007
VOicE cOmmUNicATiON fOR AiR TRAffic cONTROL
embedded solutions can be described as the computer brain of a machine, a system or an industrial end product. They are solutions that can be used in a broad range of industrial applications, such as fighter-jet radar systems, ticketing systems for public transport, network solutions for videoconferencing equipment or fiscal measuring systems for oil and gas.
data respons’ vision is to be the leader in embedded solutions in Europe by 2010.
EmBE
DD
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OLU
TiO
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TickETiNg SySTEmSfOR PUBLic TRANSPORT
3DATA RESPONS ASA | ANNUAL REPORT 2007
Financial calendar 200815.04.2008 Presentation of Q1 200829.04.2008 Annual general meeting08.05.2008 capital markets Day10.07.2008 Presentation of Q2 200814.10.2008 Presentation of Q3 200827.01.2009 Presentation of Q4 2008
cOnTenTS
daTa reSPOnS04 cEO’s statement06 This is Data Respons08 Solutions12 Services14 Products
clOSe TO The cuSTOmer20 Denmark 21 Sweden22 Norway23 germany
SOlid induSTry exPerience26 Offshore/maritime27 Telecommunications28 Defence29 cross-industry
OrGaniSaTiOn33 Our values34 A career in sales36 A career in development38 Data Respons Embedded Pool40 group management
inVeSTOr42 investor information43 key growth drivers44 key figures
annual rePOrT47 The board of directors48 Directors’ report
Financial STaTemenTS and nOTeS54 financial statements60 Accounting principles63 Notes83 Auditor’s report
mEASURiNg SySTEmSfOR OiL AND gAS
cONTROL SySTEmSfOR mEDicAL EQUiPmENT
4 DATA RESPONS ASA | ANNUAL REPORT 2007
Our focus on continuous improvement will carry on in 2008, to make us an even better partner to our customers.
Kenneth Ragnvaldsen, CEO, Data Respons ASA
5DATA RESPONS ASA | ANNUAL REPORT 2007
local presenceThroughout 2007, we continued to improve our local presence. in total we now have offices in 14 important customer regions in the Nordic countries and germany. We established a presence in regions like Jut-land in Denmark, and Linköping and gothenburg in Sweden. We also showed strong growth in existing regions like kongsberg in Norway and kista in Stockholm. To have a firm local foundation is essential for pro-viding customer-relevant competencies as well as the necessary level of service and support.
a knowledge-based cultureTo be an embedded solution expert, we must attract the best minds and cover a broad range of disciplines within our field. Therefore we have a continuous process of improvement in technology competencies, methods and development processes. The last two years, we have been the primary supplier of embedded solutions that went on to receive the Engineering feat of the year Award in Norway. We are proud of this, and it demonstrates Data Respons as a competency-driven company with an adaptable culture.
becoming a complete solutions providerDue to the shorter development times and technological complexity of the products, a growing number of customers choose to purchase an em-bedded solution from a partner instead of doing everything themselves. This requires expertise in a wide range of fields in combination with a complete portfolio of embedded computer products.
During the last few years, Data Respons’ main focus has been to improve the different stages of Embedded Solution value chain. Our partnership network has been extended and logistics, test and integration functions have been improved. in addition we have established a new office in Taiwan to improve the quality of the solutions flow right from the start. Our aim is to offer our customers an even shorter path from specification to finished, industrialised product.
We are now starting to see the results of these efforts. Over 50% of our sales were customised recurring solutions in 2007. This represents a growth of around 40%.
i am proud of the effort from our motivated and committed employees throughout the year. Our focus on continuous improvement will carry on in 2008, to make us an even better partner to our customers.
Value addedUnderstanding the customer’s challenges creates value. Therefore Data Respons’ most important task is to continuously improve our organisation according to the needs and desires of our customers. Only by developing competitive solutions for our customers can we continue our strong growth and create good value for our shareholders. Our focus in 2007 has been on three key areas:
kenneth Ragnvaldsen, cEO, Data Respons ASA
6 DATA RESPONS ASA | ANNUAL REPORT 2007
This is Data ResponsData Respons’ ambition is to improve our customers’ competitive position by delivering embedded solutions which are optimal from both a technical and a commercial perspective. Our three business areas give customers a choice of paths to co-operation adapted to their own needs.
asker bergen copenhagen helsinki gothenburg karlsruhe kongsberg linköping lund
solutionsDevelops tailored solutions by combining customised HW/SW with advanced computer �products from international partnersis involved in one or more phases of the solution’s life cycle �is a strategic partner for the customer �
servicesOffers a broad range of expertise and services in embedded solutions �Provides resources when the customers need them �Participates in many development projects for customers in differ- �ent industries
productsOffers a comprehensive selection of embedded com- �puter productsHas leading global partners �is Number One in the Nordic region �
örebro oslo sandvika skanderborg skullerud sønderborg stockholm taipei
ASIA
7DATA RESPONS ASA | ANNUAL REPORT 2007
ESTABLISHED: 1986.
VISION: Leader in embedded solu-tions in Europe by 2010.
MISSION: To strengthen our customers’ competitive power by providing the best solutions.
LINE OF BUSINESS: Supplies em-bedded solutions to leading OEm
companies, system integrators and vertical product suppliers.
BUSINESS FOrM: Public Limited company. Listed on Oslo Stock Ex-change (Ticker: DAT) and is included in the information technology index.
OFFICES: Denmark (3), finland (1), germany (1), Norway (6), Sweden (5) and Taiwan (1).
Key FiGureS (nOK million)
mnOK 2007 2006Operating revenue 635.0 393.0EBiTDA 53.0 22.3Order reserve 389.0 269.0
Employees 376 226
29%
44%24%
3%
SWEDEN
DENmARk
NORWAy
gERmANy
reVenue Per cOunTry
reVenue Per year (nOK million)
20062005 200720040
100200300400500600700800
2003
local presenceThe development of embedded solutions is driven by the customers’ needs and technological opportunities. for Data Respons, a local presence is necessary for establishing good co-operation and developing long-term customer relation-ships. Data Respons is therefore present in various local regions in Norway, Swe-den, finland, Denmark, germany and Taiwan.
global presenceData Respons has co-operated with world-leading partners from the USA, Eu-rope and Asia for a number of years. This co-operation offers a number of ad-vantages from which our customers derive significant benefits. Data Respons continuously receives information on new developments in the embedded market. Our network provides a global presence and flexibility which contrib-ute to an efficient solution-oriented, co-operative environment.
2007 highlightsstrong financials
Operating revenue of NOk � 635.0 million EBiTDA of NOk 53.0 million �Proforma operating revenue of NOk 696.9 million �Proforma EBiTDA of NOk 56.9 million �
763million
strategic aquisitionsDigitas AS located in Asker, Norway �Sylog Sverige AB located in Stockholm, Sweden �Syrén Software AB located in gothenburg and Stock- �holm, Sweden
new regionsEstablishment in Taipei, Taiwan �Establishment in Linköping, Sweden �Establishment in Skanderborg and Sønderborg, �Denmark
strong salesOrder intake of NOk 763 � millionOrder reserve of NOk 389 million �Embedded solutions sales of NOk 334.3 million �(accounted for 52% of total sales in 2007)Record high contract of NOk 63 million �
fiNANciAL SNAPSHOT
eBiTda Per year (nOK million)
20062005 20072004-10
0
10
20
30
40
50
60
2003
reVenue By induSTry
DEfENcE
TELEcOm
cROSS-iNDUSTRy
OffSHORE
17%32%
27% 24%
reVenue By BuSineSS area
SERVicES
PRODUcTS
SOLUTiONS34%
52%
14%
data respons in 30 seconds
.tw
635million
€
8 DATA RESPONS ASA | ANNUAL REPORT 2007
The challenge for many companies is simultaneously to meet the demands for faster product development, the implementation of new technology and maintenance of a competitive cost structure.
By allowing specialists to make future technology choices, customers will benefit from Data Respons’ experience and expertise during an important phase of the product’s life cycle. in addition, they will have greater assurance that the techno-logy is future-oriented, provides increased functionality and improves profitability in the long run.
Every year Data Respons participates in many development processes for advanced products and solutions. Upon completion of the development and quality assurance, we arrange an efficient production run until the next generation.
Time and time again Data Respons sees that the transition to a new technology plat-form not only provides better functionality, it also provides significant cost savings. This creates new opportunities for our customers. Some of them have established themselves in new markets, others have been faster to market with a new product, and some of them have strengthened their niche dominance.
Unique mixEmbedded solutions must be adapted to each individual customer. This requires a unique mix of expertise in a broad range of disciplines, combined with a com-plete product portfolio of embedded computer products.
SOLUTIONSData Respons’ leading position in the embedded market is based on the abilty to deliver customised embedded solutions that combine embedded computer products and expertise.
Share OF reVenue 2007
52%
reVenue, SOluTiOnS 2003-2007 (nOK million)
20062005 200720040
50
100
150
200
250
300
350
2003
9DATA RESPONS ASA | ANNUAL REPORT 2007ANNUAL REPORT 2007 | SOLUTiONS
10 DATA RESPONS ASA | ANNUAL REPORT 2007
How to build embedded solutions
Standard computer technology sel-dom performs satisfactorily because a solution has to meet specific re-quirements or communicate with existing systems or is located in an environment in which it is subject to shocks, pressure or temperature fluctuations.
A TyPicAL EmBEDDED SOLUTiON data respons has delivered Flow com-puters to Fmc Kongsberg metering’s fiscal measuring systems for the oil and gas sector.
“Our co-operation with Data Respons guarantees us access to a high level of expertise in embedded solutions and the solution from Data Respons gives the lowest ownership costs over time.”
Thor A. Ulveraker, contract manager, fmc kongs-berg metering AS
11DATA RESPONS ASA | ANNUAL REPORT 2007
1. SPEcificATiONyour requirements may be determined based on the environmental conditions to which your products will be exposed.
Specification requirements:
Temperature �
Vibration �
moisture �
Security �
form factor �
Performance �
Emc �
certification �
2. DEVELOPmENTEmbedded solutions must be adapted to each individual customer. This requires expertise in a broad range of disciplines, combined with a complete product portfolio of embedded computer products.
Development flow:
3. DELiVERyData Respons handles small and large production runs that cover assembly, testing, labelling and logistics. We offer comprehensive testing facilities and co-operate with test laboratories.
4. NEXT gENERATiONThe correct choice of technology not only safeguards the develop-ment of a future-oriented solution, it also provides opportunities for significant cost savings.
Typical issues:
choice of technology platform �
Development � of customised HW & SW
choice of supplier �
certification of prototype �
factory Acceptance Test (fAT) �
Efficient and scalable �
productionLocal testing facilities �
certification �
customer-specific � assemblycustomised logistics �
Life cycle management �
End Of Life �
Upgrading �
mOiSTURE
cUSTOmiSiNg
ASSEmBLy
UPgRADiNg
12 DATA RESPONS ASA | ANNUAL REPORT 2007
EXPERTiSE
preliminary studyRisk and cost analysis �
Requirement specifications �
Engineering �
choice of technology �
system designArchitecture �
Analysis and design �
Requirement and test speci- �
fications
hw developmentmechanical development �
Rf �
Analogue/digital �
High Speed �
Power �
Emc/environmental tests �
Schematic drawings �
PcB outlay �
Lab tests �
firmwareVHDL logic �
VHDL Soc �
sw developmentAnalysis and design �
Drivers �
Building environment �
framework �
Application design �
Sourcing 3rd party software �
RT(OS): Linux, Win32, �
pSOS, WincE, VxWork, integrityLanguages: c, c++, c#, Java �
13DATA RESPONS ASA | ANNUAL REPORT 2007
many of our customers acknowledge that it is very resource-demanding and almost impossible for them to keep abreast of the technological developments in all the dis-ciplines internally. Therefore they use Data Respons as a sparring partner with regard to their choice of technology, to cover selected areas of expertise, and to provide fresh inspiration in their development department. This prevents them from beco-ming trapped in unfavourable and overly conventional ways of thinking.
Our customers have access at short notice to highly experienced developers with precisely the expertise they require. We offer resources where the need is greatest through our flexible cooperation model.
strategic partner. As a strategic partner we enter into very close co-operation with the customer. Both parties make a concentrated effort to achieve common stra-tegic goals. This means that we also invest in joint development, by, for example, investing in new platforms, technologies, resources, expertise and facilities.
insourcing. Data Respons strengthens the customer’s development team by ma-king its expertise and experience available to the customer in the customer’s own environment.
outsourcing. Data Respons develops the customer’s product in our own premises, and we place our development model, expertise, and last, but not least, our efficient project management tools at the disposal of the customer. This ensures efficient pro-duct development, special expertise and minimises the risk of errors.
consultants provide flexibility and innovationconsultants make it easier to manage resources in projects with varying man-ning requirements. At the same time, customers get access to knowledge and experience that contribute to ensuring innovative quality products, delivered at the right time.
SERVICES
Share OF reVenue 2007
34%
reVenue, SerViceS 2003-2007 (nOK million)
20062005 200720040
50
100
150
200
250
2003
Data Respons offers experienced specialists with a broad range of expertise from different disciplines in embedded solutions.
14 DATA RESPONS ASA | ANNUAL REPORT 2007
Data Respons’ customers have access to a comprehensive selection of embedded computer products from world-leading partners.
Data Respons provides advice on technological choices adapted to the customers’ requirements. We evaluate existing solutions, suggest alternatives, find possible cost-reductions and generally help the customer make the right decision.
Over time Data Respons has built up a large, solid network of leading suppliers of embedded products, platforms and systems from the USA, Europe and Asia. These are tried-and-tested products of high quality that we deliver to customers, either separa-tely or as elements in customer-specific solutions. Our long-term co-operation con-tributes to an efficient and solution-oriented environment, which gives the customers priority and flexibility with respect to their requirements and deadlines.
A technological jungleData Respons is continually updated on developments in the embedded market – a technological jungle which only very few of our customers have the resources or desire to follow. Our product portfolio covers all relevant industrial standards and can be used for any application.
broad range of productsData Respons offers embedded computer products that cover all the main industry standards for HW, SW, connectivity, leading processor architecture and operating systems.
AdvancedTcA �certified products �compactPci �computer-On-modules �
Enclosures �industrial Pc �LcD monitors �mass storage �
motherboard & SBc �Panel Pc �Pc/104 �VmE �
Share OF reVenue 2007
14%
reVenue PrOducTS 2003-2007 (nOK million)
20062005 200720040
20
40
60
80
100
2003
PRODUCTS
15DATA RESPONS ASA | ANNUAL REPORT 2007
16 DATA RESPONS ASA | ANNUAL REPORT 2007
WE cAN HELP yOU gET iT RigHT – THE fiRST TimE
17DATA RESPONS ASA | ANNUAL REPORT 2007
REQUiREmENT SPEcificATiONS
SySTEm DESigN
PRODUcTS
PROJEcT mANAgEmENT
HARDWARE DEVELOPmENT
SOfTWARE DEVELOPmENT
mEcHANicAL DEVELOPmENT
TESTiNg AND cERTificATiON
iNTEgRATiON
LOgiSTicS
make a Techno Strike!
data respons places its expertise at your disposal so that you can get it right the first time.
datarespons.com/technostrike
CAMPAIGNMake sure that you get your products and solutions to the market fast! By reducing your time to market to a minimum, you can change the competition situation to your advantage.
18 DATA RESPONS ASA | ANNUAL REPORT 2007
19DATA RESPONS ASA | ANNUAL REPORT 2007
close to the customer
The development of embedded solutions is driven by the customers’ needs and technological opportuni-ties. Data Respons is therefore present in various lo-cal regions in Denmark, germany, Norway, Sweden and Taiwan.
many customers want a close relationship with a sin-gle supplier that can provide end-to-end solutions.
The reasons for this may include:
customers needing to focus increasingly on their �own core expertise
customers experiencing an increasing demand for �advanced functionality
customers facing tougher demands to reduce the �“time to market”
customers needing more cost-effective R&D �
reVenue Per cOunTry
nOK million 2007 2006 change
Norway 287.9 228.1 26%Sweden 183.7 80.6 128%Denmark 153.5 81.2 89%germany 16.9 11.3 49%
29%
44%24%
3%
SWEDEN
DENmARk
NORWAy
gERmANy
Share OF reVenue
for Data Respons, a local presence is vital for establishing good co-operation and developing long-term customer relationships.
20 DATA RESPONS ASA | ANNUAL REPORT 2007
generating a competitive edge
covering services, products and solutions, Data Respons is now the leading embedded solutions company in Denmark, generating a competitive edge for our customers.
Data Respons Denmark offers full-scale embedded solutions, covering all phases from analysis and design through development, testing and certification to integra-tion and development of the next generation.
We have customers within the transportation, telecommunications, maritime, de-fence, energy and medical sectors. As they work within a geographical area with high wages, our customers must compete on factors such as innovation and time to market. By collaborating with Data Respons they quickly gain access to technically up-to-date experts who bring fresh ideas to their solutions and thus raise their level of expertise. Thanks to our experience from many development projects, we also mini-mise risk and development time.
By working with the leading embedded solutions company in Denmark, our custo-mers benefit from the stability as well as the comprehensive contribution we provide to their product development. customers use us as a consultancy and development partner as well as an extra development centre, pushing more product lines through their pipeline than would otherwise be possible.
DATA RESPONS DENMARKestablished: 1999
managing director: Tommy Andersen
offices: copenhagen, Skanderborg and Sønderborg
number of employees: 77 (at the close of 2007)
Share OF SaleS 2007
reVenue 2003-2007 (nOK million)
20062005 200720040
50
100
150
200
2003
Key FiGureS (nOK million)
mnOK 2007 2006Operating revenue 153.5 81.2EBiTDA 14.4 2.3Order reserve 53.0 42.0
Employees 77 55
24%
DENMARK
asker bergen copenhagen helsinki gothenburg karlsruhe kongsberg linköping
lund örebro oslo sandvika skanderborg skullerud sønderborg stockholm taipei
21DATA RESPONS ASA | ANNUAL REPORT 2007
SWEDEN
asker bergen copenhagen helsinki gothenburg karlsruhe kongsberg linköping
lund örebro oslo sandvika skanderborg skullerud sønderborg stockholm taipei
See opportunities where others see problems
The development of embedded systems is constantly accelerating. This creates both opportunities and threats for a number of Swedish enterprises.
What technology platform should we choose? Who are the best suppliers? How do we know that the solution will withstand the temperature, vibration and humidity that it will be exposed to? How do we ensure efficient assembly, testing and deli-very? These are problems that many customers face, problems that Data Respons has found solutions to for over 20 years.
The embedded market is fragmented with many small and specialised enterprises, with many operating systems and different platforms and architectures to choose from. in addition, the expertise that is required to develop embedded solutions is very specialised. New integrated solutions require very advanced technological knowledge and experience with the newest developments.
in light of this, many of our customers acknowledge that it is very demanding and almost impossible for them to keep technologically up to date in all the technical disciplines. Our ambition is to improve our customers’ competitive position by deli-vering the best embedded solutions from a technical and commercial perspective.
DATA RESPONS SWEDENestablished: 2000
managing director: Anders Due-Boje
offices: gothenburg, Linköping, Lund, Örebro, Stock-holm and Helsinki (fiN)
number of employees: 153 (at the close of 2007)
Share OF SaleS 2007
reVenue 2003-2007 (nOK million)
20062005 200720040
50
100
150
200
2003
Key FiGureS (nOK million)
mnOK 2007 2006Operating revenue 183.7 80.6EBiTDA 14.9 0.9Order reserve 105.0 63.0
Employees 153 41
29%
22 DATA RESPONS ASA | ANNUAL REPORT 2007
NORWAY
asker bergen copenhagen helsinki gothenburg karlsruhe kongsberg linköping
lund örebro oslo sandvika skanderborg skullerud sønderborg stockholm taipei
confidence through several generations
more than 80 per cent of our development engineers and a large portion of our sales and delivery organisation are working with the second or third generation of our customers’ solutions.
Thanks to the confidence our customers have shown in us, Data Respons can deli-ver system-critical solutions that have been integrated into our customers’ products through several generations. This same confidence enables us to work with projects that require a high level of expertise in co-operation with our customers’ research and development departments.
Data Respons wants to deliver the best solutions and provide its customers with access to the best resources for the development of embedded solutions. We offer a shorter path from specification to a finished, industrialised product, and we are proud to have established a partnership network and the logistics, integration and test facilities that give our customers a complete and competitive delivery chain for embedded solutions.
We are continuously improving our work processes. iSO9001:2000 is a natural part of our working day, and it sets the standard for how our employees work. in 2008 Data Respons will achieve the environmental standard iSO14001:2004.
DATA RESPONS NORWAYestablished: 1986
managing director: Jørn E. Toppe
offices: Asker, Bergen, Høvik (HQ), kongsberg, Sandvika and Skullerud (integration center)
number of employees: 137 (at the close of 2007)
Share OF SaleS 2007
reVenue 2003-2007 (nOK million)
20062005 200720040
50
100
150
200
250
300
2003
Key FiGureS (nOK million)
mnOK 2007 2006Operating revenue 287.9 228.1EBiTDA 39.7 28.4Order reserve 219.0 153.0
Employees 137 123
44%
23DATA RESPONS ASA | ANNUAL REPORT 2007
GERMANY
asker bergen copenhagen helsinki gothenburg karlsruhe kongsberg linköping
lund örebro oslo sandvika skanderborg skullerud sønderborg stockholm taipei
certified solutions are gaining ground
germany is a key area of priority for Data Respons. it is therefore especially gratifying that our focus on robust and certified solu-tions is gaining ground in the most com-petitive embedded market in Europe.
Data Respons offers OEm solutions to customers that are subject to strict govern-ment requirements. This includes the maritime sector, defence segment, medi-cine, transport and equipment for oil/gas and the process industry.
High demands are placed on the operational reliability of equipment that is to be installed on vessels or oil platforms. Due to harsh maritime environments with temperature fluctuations, vibration, shocks, salt spray, etc., the equipment must possess very special qualities.
The typical customers for certified solutions are manufacturers of navigation sys-tems, mapping systems, systems for steering and propulsion, monitoring, engine-room control and fire control. This may involve deliveries to tankers, cruise ships or military vessels, such as aircraft carriers or frigates.
DATA RESPONS GERMANYestablished: 2005
managing director: mads Poulsen
offices: karlsruhe
number of employees: 9 (at the close of 2007)
Share OF SaleS 2007
reVenue 2003-2007 (nOK million)
20062005 200720040
5
10
15
20
2003
Key FiGureS (nOK million)
mnOK 2007 2006Operating revenue 16.9 11.3EBiTDA -3.4 -2.7Order reserve 11.0 11.0
Employees 9 7
3%
24 DATA RESPONS ASA | ANNUAL REPORT 2007
25DATA RESPONS ASA | ANNUAL REPORT 2007
Data Respons has developed solid industry exper-tise over time in a range of market segments such as defence, offshore, automation, medical, trans-port, energy and telecommunications.
This expertise is vital for the development of em-bedded solutions that satisfy the needs of our customers.
Solid industry experienceDifferent industries are distinguished by their own requirements, based on the conditions and adaptations that are necessary for an embedded solution to work satisfactorily.
ISO CERTIFIEDThe trend and develop-ment towards produc-tion runs for embedded solutions is creating new quality-assurance needs. The ISO-certifi-cation acts as a safeguard and guarantees that the customer receives a high quality product or service.
Data Respons is ISO certified (ISO 9001:2000) in Norway, Denmark and Sweden.
17%32%
27% 24%
reVenue By induSTry
DEfENcE
OffSHORE
TELEcOm
cROSS-iNDUSTRy
TyPical SOluTiOn cuSTOmerS
Have a leading position as specialists �in various industriesHave technologically complex pro- �ductsHave a volume delivery of 50-5,000 �units per yearHave a partnership focus �
26 DATA RESPONS ASA | ANNUAL REPORT 2007
OffSHORE/mARiTimE SEcTOR REQUiRES gOOD iNSigHT. Developing offshore and maritime applications requires good insight into government requirements (certification) and knowledge of external stress factors such as pressure, tem-perature fluctuations and vibrations. Data Respons supplies extensive solutions to major players and has gained cutting-edge expertise in these markets.
cONTROL SySTEmS fOR NAVigATiNg SHiPS
typical applicationsCertified maritime solutions �
control systems for steering and �navigating ships
Advanced process control in the �oil-and-gas industry
metering systems for oil and gas �
collection of seismic data �
control systems for cranes, hand- �ling equipment and engines
trendsDevelopment and modernisation �of more expensive and tech-nologically advanced oil-field installations
growth in the market for me- �tering oil, gas and water (flow computers)
major investments in the deve- �lopment of equipment suitable for subsea installations, particu-larly in the market for control systems, communications and multiphase metering
OFFSHORE/MARITIME
27DATA RESPONS ASA | ANNUAL REPORT 2007
EXTENSiVE EXPERiENcE iN THE TELEcOmmUNicATiONS iNDUSTRy. continual work on projects for the telecommunications industry has given Data Respons extensive experience from relevant application areas in this market.
iNTERNET AccESS ON-BOARD TRAiNS
typical applicationsinfrastructure and system soluti- �ons for mobile networks
3g, gPRS, VoiP applications, �media gateways, satellite com-munications, switches, wireless information systems and m2m solutions
Testing and simulation systems �
trendsconvergence towards iP-based �hardware, with more of the de-velopment focusing on software, which will lower entry barriers for new players
Transmission of live images and �large quantities of data will place heavy demands on infrastructure
iP-based wireless local access �WLAN (802.11x) in-house and as a general data and voice service (iP zones)
global consolidation leading to �standardised platforms such as AdvancedTcA
TELECOM
28 DATA RESPONS ASA | ANNUAL REPORT 2007
LEADiNg SUPPLiER TO THE DEfENcE mARkET. Data Respons has a role as a supplier of cutting-edge technology in the defence market. Our customers are major system suppliers who supply turn-key systems to various sections of the defence industry throughout the world.
RADAR SySTEmS ON-BOARD figHTER JETS
typical applicationscontrol and communication �systemsPassive sensors and warning �systemsAutonomous command and con- �trol systems for air, land and sea applicationsSystem solutions for sonar and �radarfire control systems �
trendsincreased new investments in �high-tech equipment, sensors and weaponsPrinciple of a network-based �defence (NBD) which is interope-rable with the other members of the NATO allianceNew technology platforms that �contribute to increasing self-pro-tection, intelligence, surveillance and reconnaissance (iSR)Traditional weapons systems and �individual equipment will be upgraded to advanced fire control and sensor systemscontinuous focus on homeland �security includes port and harbour surveillanceRoHS will continue to drive the �need for cOTS replacement equipment in 2008.
DEFENCE
29DATA RESPONS ASA | ANNUAL REPORT 2007
EXTENSiVE cROSS-iNDUSTRiAL EXPERiENcE. Data Respons’ extensive applica-tion experience from many years of building systems makes us a valuable partner in industry projects for OEm companies, system integrators and vertical product suppliers in various industry sectors.
CROSS-INDUSTRY
Developing systems within the medical and life sciences fields means that Data Respons has considerable experience in Emc/ESD-correct designs, as well as certification and documenta-tion in compliance with fDA regulations.
mEDicAL/LifE SciENcE typical applicationsSensors and measurement �control and surveillance of �appliancesDiagnostic screening of blood �and other bodily fluidsWireless applications �Electro-acoustic systems �
Data Respons is engaged in developing pro-ducts and system solutions for the energy and power sectors.
ENERgy/ENViRONmENT typical applicationsmeasurement, control and sur- �veillance of machines, heating, structures, etc.Sensors and wireless networks �for control and monitoringAmR (Automatic meter Rea- �ding) and home control
The transportation sector encompasses the au-tomotive industry, railways and seagoing ves-sels that are built for transporting people and/or cargo.
TRANSPORTATiON typical applicationsSolutions for the control and �surveillance of machinery, cars, trains, ships, etc.Systems for continuous inter- �net access on moving trainsElectronic Fare Collection, fleet �management and POS systems
30 DATA RESPONS ASA | ANNUAL REPORT 2007
Take a PiT STOP at Data Respons and speed up your race to the market
data respons places its expertise at your disposal. We help you win the race to the market by offering:
Broad project experience �
Up-to-date expertise �
knowledge of new technology �
Overview of the market �
freedom in choice of technology �
31DATA RESPONS ASA | ANNUAL REPORT 2007
Take a PiT STOP at Data Respons and speed up your race to the market
32 DATA RESPONS ASA | ANNUAL REPORT 2007
passion for embedded solutions
33DATA RESPONS ASA | ANNUAL REPORT 2007
OrganisationAt Data Respons, we strive to be customer-oriented in everything we do. Em-ployees who are successful with us are given challenging projects and access to a unique and professional working environment. The company has a strong corporate culture built on shared attitudes and values.
taking overall responsibilityExtending and committing ourselves to make each other better.
achievingWillingness to succeed, acquire new knowledge and dare to find new ways of achieving our goals.
being generousBeing open, inclusive and willing to share knowledge
having funWe laugh with, instead of at each other.
The willingness to succeed, a thirst for knowledge and a passion for tech-nology characterises employees throughout Data Respons’ organisation. We emphasise social and sporting activities because they strengthen the team spirit among employees.
humanitarian workfor several years Data Respons has purchased christmas cards and given an annual donation to the humanitarian organisation On Own feet. This is an alternative to giving gifts to customers, partners and employees. The essence of On Own feet’s work is children helping other children to help themselves. Through the sale of handmade christmas cards, the children raise money for various projects.
21%
37%40%
2%
emPlOyeeS Per cOunTry
emPlOyeeS Per diViSiOn
7% 65%
10%
18%
TOTal numBer OF emPlOyeeS
DENmARk
SWEDEN
NORWAy
gERmANy
ADmiNiSTRATiON
OPERATiONS
DEVELOPmENT
SALES
20062005 200720040
50100150200250300350400
valu
es
34 DATA RESPONS ASA | ANNUAL REPORT 2007
A career in salesyou will work at the nexus between technology and business, and front development teams in the market. you will make sure that contracts are landed, and follow up on the deliveries. you must work in a proactive and a focused way to achieve your own and the company’s sales targets. you work at a pace that ensures that you maintain and expand your portfolio.
The salespeople at Data Respons often have a commercial business background supplemented with professional experience involving extensive customer contacts. They have a strong interest in our industry and the ability to assimilate complex technical knowledge quickly.
INTErESTED? Submit your application and cV to [email protected]
CAREERThe sales team at Data Respons, part of our challenging and growing sales environment, works with some of the most exciting companies in Europe.
Working at the nexus between business and technology
35DATA RESPONS ASA | ANNUAL REPORT 2007
account managerName: gregor ilicAge: 36Has worked at Data respons since: 2007
“At Data Respons i’m working with a team that consists of technicians, project manag-ers, salespeople and development engineers. We might work for months on a single sale, and the solutions are always customised. All the needs, desires and requirements need to be clarified with the customer, and they must be realistic.”
strategic account managerName: knut StrandenæsAge: 48Has worked at Data respons since: 2006
“my main job is to develop business relation-ships with new and existing customers. i also work a lot on commercialising technical plat-forms. i really enjoy working with a mix of business and technology. A technical solution has to do more than just work: it also has to have a realistic business concept.”
KeY account managerName: Daniel AspeskärAge: 33Has worked at Data respons since: 2003
“The co-operation between salespeople and engineers at Data Respons is excellent. most of the salespeople have a basic technical back-ground, and many of the engineers have a gen-eral understanding of sales and marketing as well. The salespeople enjoy an elevated status within the company, and have a direct influ-ence on its development.”
A strategic account manager at Data Respons works in a focused and goal-based way with deci-sion-makers at the highest levels of the business world.
you possess an excellent knowl-edge and overview of the mar-ket. you are an aggressive team player with the ability to decide on the most important battles by yourself, while still playing well with your colleagues. ideally you have an advanced business edu-cation combined with technical understanding and interest.
A key account manager at Data Respons works in a goal-oriented, structured and direct manner to achieve the com-pany’s sales targets. it is im-portant that you have personal and corporate aims in terms of value creation, professional advancement and personal growth. ideally a key account manager will have a business background combined with ca-reer experience involving pro-fessional customer contacts, and an interest in and familiar-ity with our industry.
An account manager at Data Respons has previous sales ex-perience and is adept at han-dling a variety of job tasks.
An account manager works with specific customers, pro-vides sales support for strate-gic and key account managers, and makes sure that customer deliveries are followed up. An account manager also provides project management for cus-tomer activities.
36 DATA RESPONS ASA | ANNUAL REPORT 2007
CAREEREngineers at Data Respons develop systems for signal processing, data gathering, communication (wireless and M2M), monitoring, control, testing, instrumentation and real-time programming.
A career in developmentyou will be part of a dynamic project team that is designing and developing advanced embedded com-puter systems (HW/SW) for the leading industrial and technology companies in Europe. you’ll get to work with cutting-edge technology and some of the most modern methods and tools currently availa-ble on the market. We are looking for people who have a master’s level education in iT, electronics or cybernetics plus experience and/or expertise in one or more of the following areas:
INTErESTED? Submit your application and cV to [email protected]
Working with cutting-edge technology and the best minds in the industry
Project management �OOAD/UmL, c, c++, mfc, �c#, Java
Analogue HW design �Linux, WinNT/cE/XP, Wind �River, green Hills
VHDL/fPgA logic �TcP/iP, cAN, Hart, .NET, mod- �bus, cSD, gPRS, Bluetooth
37DATA RESPONS ASA | ANNUAL REPORT 2007
development engineerName: guri kristine BirkelandAge: 26Has worked at Data respons since: 2006Education: mSc from the Norwegian University of Science and Technology (NTNU)
“The employees at Data Respons are charac-terised by a strong desire to share knowledge with one another. This is a corporate culture that is based on making one another strong from a professional and technical standpoint. That means that we build up expertise and that more people become skilled in many areas.”
principal engineerName: Peter grønning SørensenAge: 46Has worked at Data respons since: 2006Education: mSc EE from the Technical University of Denmark (DTU)
“Because i work in direct contact with custom-ers, i get to work on varied and challenging de-velopment tasks. As principal engineer in logic design, my responsibilities include DSP, PLD and fPgA development for our customers.”
senior development engineerName: David LundholmAge: 35Has worked at Data respons since: 2005Education: master of Science in Engineering from the institute of Technology at Linköping University
“Data Respons is characterized by an excellent professional and social work environment. Em-phasis is put on ensuring that the employees have opportunities to exercise and to get together to enjoy, for instance, the monthly pub crawl. The projects are varied and technically challenging and the working conditions and pension scheme are good.”
A principal engineer at Data Respons is an experienced and professional heavyweight. Prin-cipal engineers are independent developers, fully responsible for their personal work situation.
Typical areas of responsibility:
Expert authority �Technology manager �Proposal work and proposal �reviewQA �
A senior development engineer at Data Respons is an experi-enced engineer who seeks out responsibility and makes inde-pendent choices in the disposi-tion of his or her job duties. He or she must serve as a technical support for other developers.
Typical areas of responsibility:
Project management �customer contacts �Proposal work �QA �
A development engineer at Data Respons is usually a recent college graduate. Our develop-ment engineers work closely with experienced developers for a period of time, so that they can advance to the senior level as quickly as possible.
Typical work areas:
Solution development and �designProject work �
38 DATA RESPONS ASA | ANNUAL REPORT 2007
Embedded Pool is a network of external professional freelancers which gives our customers access to a broad range of expertise from various technical disciplines within the field of embedded solutions.
Data Respons Embedded Pool
Embedded Pool is a network of freelance developers who are tightly integrated into Data Respons’ project organisation and quality system. The result is a flexible resource pool of expertise which is available to our customers. Access to the resources from Embedded Pool increases project capacity, meaning that Data Respons does not need to refuse or delay assignments.
many of the independent developers in the embedded market are niche-oriented and have specialist expertise in market areas where Data Respons has only limited activity. collaboration with such free-lancers broadens Data Respons’ portfolio of expertise and increases our capacity and flexibility. At the same time, the new expertise in the market is promoted via Data Respons’ sales and marketing apparatus, giving freelancers access to an increased number of projects, either as consultants to our customers’ project organisations or as participants in Data Respons’ projects.
it is absolutely vital that our customers feel they can rely on the qual-ity of the expertise and capability of the freelancers they hire, and all participants in the Embedded Pool undergo a thorough quality-assur-ance and expertise-charting process. The freelancers in the Embedded Pool work closely with our customers and are tightly integrated with the project organisation, yet retain their independence. However, it is important to integrate them into Data Respons’ organisation and to create a sense of technical and social belonging. This is crucial in establishing loyalty so that such freelancers, in the same way as our employees, act as ambassadors for Data Respons in the market.
WhAT ARE WE lOOKING FOR?Data Respons is looking for people with extensive experience and professional prowess in technical disciplines such as:
Embedded design and development �VHDL/fPgA logic �Analogue HW design �Real-time systems �OOAD/UmL, c, c++, mfc, c#, Java �Linux, WinNT/cE/XP, Wind River, green Hills �TcP/iP, cAN, Hart, modbus, .NET, cSD, gPRS, Bluetooth �Project management and development methodology �
WhAT CAN WE OFFER?Exciting and demanding projects for national and internatio- �nal customers in various industriesA unique professional network in embedded solutions �A good social environment �
jOIN ThE Club – bRING YOuR IqBe a part of Data Respons’ Embedded Pool. Submit your cV to [email protected] or register on www.datarespons.com/pool
CAREEREmbedded Pool is a network of freelance developers who are tightly integrated into Data Respons’ project organi-sation and quality system.
39DATA RESPONS ASA | ANNUAL REPORT 2007
EmBEDDED POOLcONNEcT TO DATA RESPONS
40 DATA RESPONS ASA | ANNUAL REPORT 2007
1. kenneth Ragnvaldsen, cEO
2. Rune Wahl, cfO
3. Hans christian Lønstad, cTO
4. Åge gjellesvik, Vice president sales
5. georg A. Huus, marketing director
3
2
5 1
4
41DATA RESPONS ASA | ANNUAL REPORT 2007
Kenneth ragnvaldsen CEO
Number of shares: 245,000 Number of options: 300,000
kenneth Ragnvaldsen (born 1967) trained as a business economist and has an mBA from the Norwegian School of management (Bi). He worked in finance, sales and marketing for three years before starting at Data Respons in 1995. He was previously the sales and marketing director of Data Respons ASA. Ragnvaldsen was appointed as cEO in 2003.
hans christian lØnstad CTO
Number of shares: 61,596 Number of options: 80,000
Hans christian Lønstad (born 1960) has a master of Science degree and a doctorate in cybernetics from the Norwegian University of Science and Technology (NTNU). He has worked at Data Respons since 1995, and previously spent four years as a researcher at SiNTEf. He also worked for gE Vingmed for five years. Lønstad was appointed as cTO in 2003.
rune Wahl CFO
Number of shares: 60,000 Number of options: 200,000
Rune Wahl (born 1966) trained as a business economist at the Norwegian School of management (Bi) and has an mBA from iNSEAD. He has previously been the director of finance at Tandberg Storage and Avenir ASA, and has also held various management positions in Ementor, frionor and DNV. Wahl was appointed as cfO in 2005.
Åge gJellesviK VICE PRESIDENT SAlES
Number of shares: 33,043 Number of options: 80,000
Åge gjellesvik (born 1961) trained as an engineer and has many years’ experience working as a system designer. in the spring of 1998 he established the first branch office in Bergen. After holding several management positions at Data Respons Norge AS, he was appointed as vice president sales for Data Respons ASA in 2003.
georg a. huus MARKETING DIRECTOR
Number of shares: 3,000 Number of options: 80,000
georg A. Huus (born 1969) trained as an economist at the Norwegian School of Economics and BusinessAdministration (NHH). for eight years he worked as a consultant at geelmuyden.kiese. Huus was appointed as marketing director in 2006.
group management
42 DATA RESPONS ASA | ANNUAL REPORT 2007
Data Respons believes that it is important to have an open and active dialogue with the stock market , and all shareholders are treat-ed equally. The company has been award-ed the Oslo Stock Exchange’s information Symbol for good information practices.
investor informationData 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, finland, germany, Norway, Sweden and Taiwan.
TradinG and TranSacTiOnS 2007 2006Number of transactions 7 276 7 228Average number of transactions per day 29 29Number of shares traded (millions) 39.2 47.4
SharehOlder STrucTure 2007 2006Number of shareholders 1 298 1 087foreign shareholders 6.4% 8.1%Number of shares owned by Data Respons ASA 63 000 63 000Number of shares outstanding (millions) 37.3 36.9
INVESTOR
Financial calendar 2008
15.04.2008 Presentation of Q1 200829.04.2008 Annual general meeting08.05.2008 capital markets Day10.07.2008 Presentation of Q2 200814.10.2008 Presentation of Q3 200827.01.2009 Presentation of Q4 2008
Share inFOrmaTiOn
daT 2007 2006Highest price (NOk) 17.40 14.75Lowest price (NOk) 12.20 10.60Price at year end (NOk) 17.20 12.65market value (NOk millions) 641 467RiSk amount per share 0 0Dividend per share 0 0
analyST cOVeraGe
aBG Sundal collier Hallgeir [email protected]
Kaupthing aSa Erik Hjulström [email protected]
Orion Securities ASA Stig R. myrseth [email protected]
carnegie aSa Atle Hauge [email protected]
Share Price PerFOrmance
2003 2004 2005 2006 2007 2008
4
0
12
8
16
20
50
0
150
100
200
250DAT OSE information Technology
43DATA RESPONS ASA | ANNUAL REPORT 2007
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 part-nership structure provides access to leading technology and competitive terms.
New establishment areas are under continuous evaluation. A local presence is necessary in order to maintain close contact with customers and expand our customer base.
daTa reSPOnS OFFiceS
groWth through acQuisitionsData Respons constantly focuses on acquisition opportunities that can contribute to strength-ening the company’s position in the form of expertise, market access and an improved cus-tomer structure.
This provides a foundation for the development of new solutions customers, whether they are existing product or service customers.
POSiTiOninG maTrix
SERVicES SOLUTiONS
PRODUcTS PRODUcTS
PRODUcT RANgE
LOW
Hig
HEX
PERT
iSE
LOW HigH
groWth in outsourcingOur customers continuously face demands for new functionality and increasing 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 data solutions, rather than develop everything themselves.
reVenue By BuSineSS area
0100200300400500600700
Solutions
Products
Services
2002 20072004
SOLUTiONS PRODUcTSSERVicES
GROWTH DRIVERS
groWth in the end-user marKetsThe demand for embedded solutions is driven by an even greater demand for new functionality , increasing complexity and technology content in the products for OEm com-panies, 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.
reVenue By induSTry
17%32%
27% 24%
DEfENcE
OffSHORE
TELEcOm
cROSS-iNDUSTRy
44 DATA RESPONS ASA | ANNUAL REPORT 2007
NOK 1 000 2007 2006 2005 2004 2003
income statementOperating revenue 635 047 393 043 267 156 240 406 179 328
Operating expenses 582 010 370 786 253 937 226 293 182 149
EBiTDA 53 037 22 257 13 219 14 113 (2 821)
Depreciation and amortisation 5 556 2 794 1 827 1 941 2 605
Operating profit/loss 47 481 19 463 11 392 12 172 (5 426)
Profit/loss before tax and minority interests 46 586 20 359 11 409 11 821 (5 026)
Net profit/loss after tax 32 939 38 407 8 104 8 094 (7 173)
balanceTotal assets 503 326 366 449 237 534 176 734 118 841
Equity 270 705 235 722 152 104 104 289 75 513
cash and cash equivalents 49 347 29 411 48 266 45 158 22 444
key figuresRevenue growth 61.6% 47.1% 11.1% 34.1% 16.5%
gross margin 52.6% 46.3% 46.9% 48.2% 51.1%
EBiTDA margin 8.4% 5.7% 4.9% 5.9% -1.6%
EBiT margin 7.5% 5.0% 4.3% 5.1% -3.0%
Net profit margin 5.2% 9.8% 3.0% 3.4% -4.0%
cash flow from operations 42 843 (2 448) (12 188) (3 009) (3 039)
Return on equity 13.0% 19.8% 6.3% 9.0% -15.2%
Return on total assets 10.9% 6.4% 5.5% 8.2% -6.0%
Liquidity ratio 132.7% 215.6% 230% 200.0% 170.0%
Equity ratio 53.8% 64.3% 64.0% 59.0% 63.5%
Working capital 9 314 72 882 44 427 19 809 7 166
key figures for sharesEarnings per share (EPS), basic (NOk) 0.89 1.07 0.26 0.27 (0.29)
cash flow per share from operations (NOk) 1.16 (0.07) (0.39) (0.11) (0.11)
Dividend per share (NOk) - - - - -
Book equity per share (NOk) 7.3 6.4 4.5 3.5 2.8
Number of shares as of 31 December 37 273 746 36 880 246 33 469 264 29 665 464 26 778 164
Average number of shares 37 086 767 35 728 782 31 197 032 29 415 000 26 778 164
Average number share transactions per day 29 29 20 4 2
Share price as of 31 December (NOk) 17.20 12.65 13.90 9.50 9.40
market capitalisation (NOk million) 641.1 466.5 465.2 281.8 251.1
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 8
definitions
kEy figURES
45DATA RESPONS ASA | ANNUAL REPORT 2007
OPeraTinG reVenue (nOK million)
20062005 200720040
100200300400500600700800
2003
Key FiGureS (nOK million)
mnOK 2007 2006Operating revenue 635.0 393.0EBiTDA 53.0 22.3Order reserve 389.0 269.0
Employees 376 226
reVenue Per cOunTry
29%
44%24%
3%
SWEDEN
DENmARk
NORWAy
gERmANy
gROUP
gERmANyOPeraTinG reVenue (nOK million)
20062005 200720040
5
10
15
20
2003
Key FiGureS (nOK million)
mnOK 2007 2006Operating revenue 16.9 11.3EBiTDA -3.4 -2.7Order reserve 11.0 11.0
Employees 9 7
Share OF SaleS 2007
3%
NORWAyOPeraTinG reVenue (nOK million)
20062005 200720040
50
100
150
200
250
300
2003
Key FiGureS (nOK million)
mnOK 2007 2006Operating revenue 287.9 228.1EBiTDA 39.7 28.4Order reserve 219.0 153.0
Employees 137 123
Share OF SaleS 2007
44%
SWEDENOPeraTinG reVenue (nOK million)
20062005 200720040
50
100
150
200
2003
Key FiGureS (nOK million)
mnOK 2007 2006Operating revenue 183.7 80.6EBiTDA 14.9 0.9Order reserve 105.0 63.0
Employees 153 41
Share OF SaleS 2007
29%
DENmARkOPeraTinG reVenueS (NOK million)
20062005 200720040
50
100
150
200
2003
Key FiGureS (nOK million)
mnOK 2007 2006Operating revenue 635.0 393,0EBiTDA 53,0 22,2Order reserve 389.0 269.0
Employees 378 226
Share OF SaleS 2007
24%
Key FiGureS (nOK million)
mnOK 2007 2006Operating revenue 153.5 81.2EBiTDA 14.4 2.3Order reserve 53.0 42.0
Employees 77 55
Share OF SaleS 2007
24%
OPeraTinG reVenue (nOK million)
20062005 200720040
50
100
150
200
2003
46 DATA RESPONS ASA | ANNUAL REPORT 2007
Annual report
47DATA RESPONS ASA | ANNUAL REPORT 2007
Board of directors
iNgViLD myHREmember of the board Shares: 10,000 Share options: 0
myhre (born 1957) was elected to the board in April 2006. She is the group chief executive of iD gruppen/Network Norway and has previ-ously been the president and cEO of Telenor mobil AS and director of the Norwegian Red cross. She is a member of the board of Tele-computing, the Norwegian National insurance Scheme fund, Simrad Optronics, consorte, Simula Research Lab and Narvik Science Park.
TORmOD STENE-JOHANSENmember of the board Shares: 60,000 Share options: 0
Stene-Johansen (born 1964) has been a mem-ber of the board since march 2000. He has extensive experience from the retail trade and the establishment of companies in new mar-kets. in recent years Stene-Johansen worked as an independent business developer and in-vestor focusing on the Baltic states.
mikkEL HELWEgemploYee representative Shares: 1,601 Share options: 0
Helweg (born 1966) was elected to the board as an employee representative in April 2004. He has worked at Data Respons since 1999 and is currently the strategic account manager at our kongsberg office. Helweg previously worked as a salesman, sales manager and mar-keting manager in cS Systems and as a product manager in Henaco (now Ef components). He has over 20 years’ experience in the electron-ics, networking and computer industries.
ANNE-HELENE TRyTiemploYee representative Shares: 6,653 Share options: 0
Tryti (born 1967) was elected as an employee representative in September 2007. She received an education in administrative data processing and human resources in addition to organi-sational subjects at the Norwegian School of Economics and Business Administration (NHH). Anne Helene Tryti has worked as iT manager at Vestlund Habiliteringssenter, DkV-Vestlandet, Norsk Phillips AS and Norsk Personal. She has worked in Data Respons Norge AS since 1999.
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 found-ers of four Season Venture in Sweden and Norway, and is currently the chairman of the board of four Season Ventures capital AB and four Seasons Venture ii AS, Broström AB and the finja Betong-group. gustavsson is also a director of Siem capital AB, SJ AB and mikro-ponent AB.
ANNE-cEciLiE fAgERLiEmember of the board Shares: 0 Share options: 0
fagerlie (born 1958) was elected to the board in April 2006. fagerlie is the general manager of Avanade Nordic. She has an advanced en-gineering degree in computer science from the Norwegian institute of Technology (NTH) and studies in economics and management from the Norwegian School of management (Bi). fagerlie is a member of the board of Nordic Semiconductor ASA and yA Bank og forsikring.
SVEiN RAmSAy gOLichairman of the board Shares: 150,000 Share options: 0
Svein Ramsay goli (born 1940) was elected as chairman of the board in April 2006 and has been a member of the board since 2002.
goli is the chairman of the board of Norman ASA and has a master of Business Administration from copenhagen Business School (cBS). He was previously a sales director at iBm and subsequently vice president of Oracle with responsibility for the Nordic region. goli currently works primarily through his own companies, with a primary emphasis on icT and business consultancy.
48 DATA RESPONS ASA | ANNUAL REPORT 2007
2007 highlightsstrong financials
Operating revenue of NOk 635.0 million (+62% from 2006) �EBiTDA of NOk 53.0 million (+138% from 2006) �Proforma operating revenue of NOk 696.9 million (+26% from 2006) �Proforma EBiTDA of NOk 56.9 million (+82% from 2006) �Net operating cash flow of NOk 42.8 million �
strong salesOrder intake of NOk 763 million (+52% from 2006) �Order reserve of NOk 389 million (+45% from 2006) �Embedded solutions sales of NOk 334.3 million (+39% from 2006) and �accounted for 52% of total sales in 2007.Record contract of NOk 63 millions �
new regionsEstablishment in Taipei, Taiwan �Establishment in Linköping, Sweden �Establishment in Skanderborg and Sønderborg, Denmark �
strategic aquisitionsSylOG SVeriGe aB is a well-recognised company in the Stockholm area within embedded system development, system integration, testing and verification. The acquisition includes Profinder AB, a subsidiary of Sylog Sverige AB.
diGiTaS aS is located in Asker. The company has 10 employees and is among the leading experts within fPgA and ASic development in Norway.
SyrÉn SOFTWare aB has 25 employees, with offices in gothenburg and Stock-holm. The company has some of Sweden’s leading experts within technical soft-ware development.
BEST yEAR EVER. Data Respons has completed its best year ever, with strong growth in profits, revenue, order intake and cash flow.
DIRECTORS’REPORT
OPeraTinG reVenue (nOK million)
20062005 200720040
100200300400500600700800
2003
Key FiGureS (nOK million)
nOK million 2007 2006
Operating revenue 635.0 393.0EBiTDA 53.0 22.3EBiT 47.5 19.5Profit/loss before tax 46.6 20.4
eBiTda (nOK million)
20062005 20072004-10
0
10
20
30
40
50
60
2003
49DATA RESPONS ASA | ANNUAL REPORT 2007
Statement on the annual financial statementsThe company fulfils the requirements necessary to operate as a going concern, and the 2007 financial statements have been prepared on the basis of this assumption. As a listed company Data Respons ASA prepared the consolidated financial statements for the Data Respons group for the financial year 2007 in accordance with ifRSs (interna-tional financial Reporting Standards).
income statementThe report includes comparisons with figures for the same period in 2006 (in brackets).
Data Respons’ operating revenue for 2007 was NOk 635.0 million (393.0), a growth of 62%. The group’s EBiTDA was NOk 53.0 million (22.3), a growth of 138%. The profit before tax was NOk 46.6 mil-lion (20.4), a growth of 129%. The order intake was NOk 763 million (502).
in 2007 NOk 1.2 million in research and development was expensed, and no R&D expense was capitalised. in Norway, Data Respons changed the pension scheme from defined benefit to defined contribution. This resulted in a one-time expense reduction of NOk 3.7 million.
Data Respons has prepared proforma statements per country where his-torical figures from acquisitions are included, as shown in Note 21. The group had proforma (organic) revenue growth in 2007 of 26%, and a proforma EBiTDA growth of 82%.
The company’s board of directors are well pleased with 2007. The board is particularly pleased with the development internationally and that the strong trend in Norway continues. Both existing and newly acquired companies are doing well and are contributing positively to Data Re-spons’ progress. Data Respons is building a strong position in the grow-ing embedded solutions market in Europe, and has a vision of becoming leading in Europe within this market by 2010.
balance sheet, liquidity and cash flowThe group had total assets of NOk 503.3 million as of 31 December 2007. The group’s equity was NOk 270.7 million, which gives an equity ratio of 54%.
current assets amount to NOk 238.1 million and current liabilities were NOk 179.5 million. Of the non-current assets of NOk 265.2 mil-lion, deferred tax assets were NOk 33.4 million, while intangible assets (goodwill) amount to NOk 222.5 million. A provision of NOk 107.0 million has been made to cover estimated future payments related to earn-out agreements with acquired companies. Of this, NOk 59.4 mil-lion is classified as a current liability. The amount is based on best esti-mates, but is subject to changes in earnings as well as currency exchange rate. See Note 2, 4 and 12 for further specification.
for 2007 cash flow from operations was NOk 42.8 million. The group has no interest-bearing debts and the liquidity situation is good. Net cash balance as per 31 December 2007 amounts to NOk 49.3 million.
operationsData Respons supplies embedded solutions to leading OEm compa-nies, system integrators and vertical product suppliers in a number of market segments such as defence, offshore, automation, medical equipment, surveillance, transport, telecommunications and industry in general.
Data Respons ASA is listed on the Oslo Stock Exchange (Ticker: DAT) and is included in the information technology index. The group has operations in Norway, Sweden, Denmark, germany and finland. Data Respons is exposed to interest-rate risk, exchange-rate risk, credit risk and other financial risks. Overall these risks are regarded as low, see Note 18 for further information.
50 DATA RESPONS ASA | ANNUAL REPORT 2007
marketsnorwayThe operating revenue for 2007 was NOk 287.9 million (228.1), a growth of 26%. The EBiTDA for the period was NOk 39.7 million (28.4), a growth of 40%.
Proforma figures show that the consolidated Norwegian operations in 2007 had a revenue growth of 26% and improved EBiTDA of 37% compared to the same period last year.
The Board is pleased with the development in 2007. The market condi-tions are favourable in Norway and Data Respons is well positioned.
swedenThe operating revenue for 2007 was NOk 183.7 million (80.6), a growth of 128%. The EBiTDA for the period was NOk 14.9 million (0.9).
Proforma figures show that the consolidated Swedish operations had an organic revenue growth of 24% in 2007 and improved EBiTDA of 416% compared to 2006.
Data Respons Sweden had a strong year in 2007. Both existing and acquired units have developed positively. The group’s profitability has improved throughout the year in line with the set objectives. in January 2008 Data Respons acquired Lundinova AB. The company is a well-recognised development company which has, among others, SonyEricsson, Ericsson and Electrolux in its customer base. Lundinova has 35 employees, with offices in Lund in Sweden. The acquisition strengthens Data Respons’ platform of expertise and geographical ex-pansion in Sweden. The figures will be consolidated in the consoli-dated financial statements from the 1st quarter of 2008.
denmarkThe operating revenue for 2007 was NOk 153.5 million (81.2), a growth of 89%. The EBiTDA for the period was NOk 14.4 million (2.3). Proforma figures show that the consolidated Danish operations had an organic revenue growth in 2007 of 26% and improved organic EBiTDA growth of 96%.
The Board is pleased with the development in Denmark for 2007. The unit stands out as a complete solution supplier in the Danish market. The company’s profitability has improved throughout the year in line with the set objectives.
germanyThe operating revenue for 2007 was NOk 16.9 million (11.3), a growth of 49%. The EBiTDA for the period was NOk -3.4 million (-2.7).
The order intake, revenue and results will vary from quarter to quarter in germany. Data Respons has invested in increased sales resources, competence building and marketing to ensure further growth. The group will also consider acquisitions as part of the growth strategy.
Business areasData Respons allocates its sales to three business areas: Solutions, Prod-ucts and Services.
solutionsThe operating revenue for 2007 was NOk 334.3 million (241.0), an increase of 39%.
The influx of new solution customers is increasing. in addition the aver-age contract size has increased, which also contributes to the growth. Delivery of solutions provides Data Respons with long-term customer relationships and provides good opportunities for increased sales. The positive development can be attributed to Data Respons’ position as a complete solutions provider, the group’s international expansion and favourable market conditions.
productsThe operating revenue for 2007 was NOk 86.6 million (83.0), an in-crease of 4%.
Product sales decreased in the fourth quarter, while the year as a whole showed growth. This can be attributed to a larger proportion of product deliveries being integrated as components in solutions. Data Respons is positioned as the leading channel for embedded [computer] solutions products in the Nordic region.
servicesThe operating revenue for 2007 was NOk 214.1 million (68.9), an in-crease of 211%.
The market conditions for services are good, and the group has had satisfactory access to solution projects and development contracts in the period. The acquisitions of Embedit, Sylog and Syrén have strengthened sales of services internationally. Building a larger competence platform internationally is strategically important in order to develop new solu-tions customers and to stand out as a complete solutions provider in the market.
Organisational structureAt the close of 2007, Data Respons ASA had 376 employees working at 12 offices in Norway (137), Sweden (153), Denmark (77) and germany (9). The average number of employees during the financial year was 11 in the parent company. The average number of employees in the group was 309. There were 59 female employees in the group at the end of the year, seven of whom were middle managers.
There are currently no female members of group management. Equal pay for work of equal value, regardless of gender, is emphasised at Data Respons. The pay and terms of employment for comparable positions are the same for women and men.
DIRECTORS’REPORT
reVenue Per marKeT SeGmenT
nOK million 2007 2006 changeNorway 287.9 228.1 26%Sweden 183.7 80.6 128%Denmark 153.5 81.2 89%germany 16.9 11.3 49%Eliminations -6.9 -8.2
group 635.0 393.0 62%
Order reSerVe (nOK million)
20062005 200720040
50100150200250300350400
2003
51DATA RESPONS ASA | ANNUAL REPORT 2007
Work of the boardin 2007 there were 7 directors on the board, 5 of whom were elected by the general meeting and 2 of whom were elected by the employ-ees.
The board generally meets nine times a year, and otherwise as re-quired. in 2007 the board held a total of 10 meetings. The work of the board is governed by detailed rules of procedure. The board also has an annual programme of work including specific topics and fixed items such as the approval of the annual financial 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 acquisitions, estab-lishing overseas operations and major investments. in 2007 there were 4 men and 3 women on the board.
corporate governanceaims 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 require-
Data Respons places great importance on providing reliable, correct, up-to-date information on its activi-ties and financial development to shareholders and other parties with interests in the capital market.
ments set out in the Norwegian companies and Accounting Acts at all times. The company shall also aim for transparency in rela-tion to financial matters, to help capital markets, shareholders, customers and suppliers assess the company’s situation and fu-ture potential.
Data Respons believes that it is important to have an open and active dialogue with the stock market, where all shareholders are treated equally. The company has been awarded the Oslo Stock Exchange’s information Symbol 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 deputies to the corporate assembly. complete documents and background information relating to general meeting motions are to be sent out no less than 14 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 committees. 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. The other nominating committee is for the election of employee representatives to the board.
A nominating committee for shareholder-elected members was
52 DATA RESPONS ASA | ANNUAL REPORT 2007
appointed at the general meeting in 2003. The committee consists of Nils Henrik Petterson, Håkon Sæter and John Harald Henriksen, and the committee’s mandate is to nominate candidates for shareholder-elected board members and propose directors’ fees.
board of directorsThe board of directors of Data Respons is responsible for the group’s strategic development, and it shall keep itself informed at all times of the company’s financial position, as well as adopt plans and budgets for the business. 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 require-ment that the board be independent from the company management, and independent from major business associates of the company. The chairman of the board of directors is elected by the general meeting. Board members are elected for a term of two years. Page 47 of the financial statements provides a detailed description of the individual members’ backgrounds, qualifications and shareholdings.
company capitalThe company’s equity is appropriate for the aims, strategy and risk profile communicated to the market. if the capital exceeds the need for realisation of the company’s strategic goals, the company will pay a dividend. The company is currently in a growth phase where it is desirable to reinvest earnings from operations to ensure further growth, since this is regarded as the most appropriate for the crea-tion of value for the shareholders.
The company aims to finance its working capital needs from the an-ticipated revenue growth through its own resources. Beyond this the board will continuously evaluate the company’s equity needs in con-nection with possible acquisitions or other investments.
An increase in the company’s equity will only be proposed if the board of directors believes that it will be in the long-term interests of the shareholders. for significant capital increases, it will be pro-posed, as a rule, that the shareholders shall have pre-emptive rights in connection with the subscription and allotment, even though the general meeting has granted the board certain authorisations to devi-ate from this in accordance with the adopted framework. The board has a general authorisation to increase the share capital by up to 8,600,000 shares, and 393,500 shares have been issued in 2007 un-der this. This authorisation can also be used to issue up to 1,500,000 shares in connection with the share option plan for key personnel. The board can decide whether the shareholders’ pre-emptive rights shall be waived.
directors’ remunerationDetailed information regarding the remuneration of directors and key employees is disclosed in Note 14 to the financial statements. The nominating committee proposes the remuneration of the direc-tors 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 man-agement is described in Note 14 to the financial statements. Data Respons operated bonus schemes for the other employees in 2007. The schemes vary from country to country, but the common denomi-nator is that they are dependent on positive earnings and revenue growth. They are limited in general to a maximum of 1–2 months’ salary. On 27 April 2006 Data Respons established a share option scheme for key employees. This scheme is described in Note 14.
auditingThe auditor attends the meeting of the board at which the annual financial statements are scrutinised. The auditor also has procedures for reviewing the company’s internal controls with the board of di-rectors. Specified remuneration for the auditor is described in Note 14.
Health, safety and environ-ment (HSE)Data Respons ASA’s operations are not regulated by environmental licences or injunctions. The company does not pollute the external environment. Average sick leave over the course of the year was 2.5%, and none of the group’s subsidiaries recorded occupational accidents that resulted in personal injury or property damage.
The working environment is regarded as good, and improvement measures are implemented continuously. Employees and manage-ment have co-operated constructively, which has had a positive im-pact on our operations.
Allocation of the profit for the yearData Respons ASA (the parent company) reported a profit before tax of NOk 21.1 million (13.2 million) in 2007. The net profit for the year was NOk 18.9 million (34.4 million).
The board of directors proposes that the profit for the year of NOk 18.9 million be transferred to other reserves and that no dividends be distributed for 2007. As of 31 December 2007 the parent com-pany had equity of NOk 292.7 million, NOk 14.5 million of which comprised distributable reserves.
DIRECTORS’REPORT
emPlOyeeS Per cOunTry 2007 emPlOyeeS Per diViSiOn 2007
21%
37%40%
2%
SWEDEN
DENmARk
NORWAy
gERmANy
7% 65%
10%
18%
ADmiNiSTRATiON
OPERATiONS
DEVELOPmENT
SALES
53DATA RESPONS ASA | ANNUAL REPORT 2007
The board of directors of Data Respons ASAHøvik, 5 march 2008
Svein R. golichairman of the board
mikkel Helwegemployee representative
Lars-Olof gustavssonmember of the board
kenneth RagnvaldsenCEO
Tormod Stene-Johansenmember of the board
Anne Helene Tryti employee representative
Anne-cecilie fagerlie member of the board
ingvild myhre member of the board
future prospectsThe demand in the industrial market is still good. At the start of 2008 the company expects positive growth for the industrial and technol-ogy companies in our core markets.
The market for embedded solutions is growing. The demand is driven by the need for new and cost-effective computer solutions for OEm companies, system integrators and vertically integrated suppliers.
The outsourcing trend is increasing, which means that more compa-nies choose to purchase complete solutions rather than developing everything in-house. This trend is reinforced by shorter time to mar-ket in combination with increased technological content.
Data Respons is well positioned to take advantage of this develop-ment. Organic growth is still Data Respons’ main focus. in addition, acquisitions are considered in the Nordic region and in germany.
The group’s growth and profits may fluctuate between quarters. Based on the current market situation, the solid order intake and an improved international position, the Board expects further growth and profitability in the future.
54 DATA RESPONS ASA | ANNUAL REPORT 2007
consolidated financial statements and notes
55DATA RESPONS ASA | ANNUAL REPORT 2007
GROuP DATA RESPONS ASA
consolidated income statement
NOK 1000 Note 2007 2006 2005 2007 2006 2005
Sales revenue 1 635 047 393 043 267 156 399 1 347 904
Operating revenue 635 047 393 043 267 156 399 1 347 904
cost of goods sold 300 884 210 952 141 819 322 54 206
Payroll expenses 9,14 229 672 123 938 86 301 18 021 15 436 8 375
Depreciation and amortisation 2 5 556 2 794 1 827 710 388 245
Other operating expenses 2,17 51 455 35 896 25 817 -5 324 -7 080 -4 636
Operating profit/loss 47 481 19 463 11 392 -13 330 -7 451 -3 286
group contribution and dividends from subsidiaries - - - 34 912 18 826 10 734
Other financial income 15,18 2 783 2 384 2 395 290 1 947 507
Other financial expenses 15,18 -3 678 -1 488 -2 378 -770 -162 -57
Profit/loss before tax 46 586 20 359 11 409 21 102 13 160 7 898
income tax expense 10 -13 647 18 048 - 3 305 -2 199 21 287 -3 287
Profit/loss for the year 32 939 38 407 8 104 18 903 34 447 4 611
attributable to
Equity holders of the parent 32 939 38 215 8 261
minority interest - 192 -157
allocationsfrom/to other equity 18 903 34 447 4 611
Earnings per share, basic (NOK) 8 0.89 1.07 0.26
Earnings per share, diluted (NOK) 8 0.86 1.03 0.26
56 DATA RESPONS ASA | ANNUAL REPORT 2007
GROuP DATA RESPONS ASA
NOK 1000 Note 2007 2006 2005 2007 2006 2005
non-current assetsintangible assets 2,4 222 492 127 702 49 291 - - -
machinery and equipment 2 9 272 7 851 4 193 2 219 1 368 514
Shares in subsidiaries 3 - - - 380 125 262 088 127 344
investments in other shares and joint ventures 34 34 - - - -
Pension funds 9 - - - - - 531
Deferred tax assets 10 33 388 40 077 22 114 41 202 43 401 22 114
Total non-current assets 265 186 175 664 75 598 423 545 306 857 150 504
current assetsInventories 5,12 60 100 43 686 24 234 - - -
receivables
Trade receivables 6,7,12 114 708 101 969 79 285 406 1 903 565
Other receivables 6,7 13 986 15 719 10 151 6 720 15 191 29 024
Total receivables 128 693 117 688 89 436 7 126 17 094 29 589
Cash and cash equivalents 16 49 347 29 411 48 266 - 10 069 23 843
Total current assets 238 140 190 785 161 936 7 126 27 163 53 432
Total assets 503 326 366 449 237 534 430 671 334 020 203 936
consolidated balance sheetassets as of 31 december
57DATA RESPONS ASA | ANNUAL REPORT 2007
GROuP DATA RESPONS ASA
consolidated balance sheeteQuitY and liabilities as of 31 december
NOK 1000 Note 2007 2006 2005 2007 2006 2005
equityshare capital
issued capital 8 18 637 18 440 16 735 18 637 18 440 16 735
Treasury shares 8 -32 -32 -32 -32 -32 -32
Share premium 218 350 213 007 171 239 218 350 213 007 171 239
Total share capital 236 955 231 415 187 942 236 955 231 415 187 942
retained earnings
Other equity 33 750 4 307 -35 515 55 702 35 643 426
Total retained earnings 33 750 4 307 -35 515 55 702 35 643 426
Minority interests - - -323 - - -
Total equity 270 705 235 722 152 104 292 658 267 058 188 368
liabilitiesnon-current liabilities
Deferred tax liabilities 10 2 435 - - - - -
Pension liabilities 9 2 891 6 568 4 096 262 208 -
Other non-current liabilities 12 47 816 35 667 12 091 47 606 35 805 12 000
Total non-current liabilities 53 143 42 235 16 187 47 868 36 013 12 000
current liabilities
interest-bearing loans and borrowings 12,16 - - 2 706 19 888 - -
Trade payables 31 413 37 586 35 111 1 151 533 1 269
income tax payable 10 5 858 2 199 142 - - -
Public duties payable 27 718 17 694 13 421 892 2 011 237
Other current liabilities 11 114 489 31 013 17 863 68 215 28 405 2 062
Total current liabilities 179 479 88 492 69 243 90 146 30 949 3 568
Total liabilities 232 622 130 727 85 430 138 014 66 962 15 568
Total equity and liabilities 503 326 366 449 237 534 430 671 334 020 203 936
kenneth RagnvaldsenCEO
Svein R. goliChairman of the board
mikkel HelwegEmployee representative
Lars-Olof gustavssonBoard member
Tormod Stene-JohansenBoard member
Anne Helene Tryti Employee representative
Anne-cecilie fagerlie Board member
ingvild myhre Board member
Høvik, 5th of march 2008
58 DATA RESPONS ASA | ANNUAL REPORT 2007
DATA RESPONS ASA
consolidated equity statement
GROuP
*) Transaction expenses of NOK 1,607,000 have been deducted **) Transaction expenses of NOK 1,846,000 have been deducted
NOK 1000 Total Equity
NoteIssuedcapital
Share premium
Treasuryshares
Other equity
Total
Equity as of 1 January 2005 14 833 130 321 -32 -4 184 140 938 140 938
Profit/loss for the year - - - 4 611 4 611 4 611
issue of share capital* 1 902 40 918 - - 42 820 42 820
Equity as of 31 December 2005 16 735 171 239 -32 426 188 368 188 368
Employee share option scheme 14 - - - 771 771 771
Profit/loss for the year - - - 34 447 34 447 34 447
issue of share capital** 8 1 705 41 768 - - 43 473 43 473
Equity as of 31 December 2006 18 440 213 007 -32 35 643 267 058 267 058
Employee share option scheme 14 - - - 1 156 1 156 1 156
Profit/loss for the year - - - 18 903 18 903 18 903
issue of share capital 8 197 5 343 - - 5 540 5 540
Equity as of 31 December 2007 18 637 218 350 -32 55 702 292 657 292 657
NOK 1000 Majority Interests MinorityInterests Total Equity
NoteIssuedcapital
Sharepremium
Treasuryshares
Translationdifferences
Other equity
Total
Equity as of 1 January 2005 14 833 130 321 -32 -308 -42 623 102 191 2 098 104 289
Net reduction in minority interests - - - - - - -2 264 -2 264
currency translation differences - - - -845 - -845 - -845
Employee share option scheme - - - - - - - -
Profit/loss for the year - - - - 8 261 8 261 -157 8 104
issue of share capital* 1 902 40 918 - - - 42 820 - 42 820
Equity as of 31 December 2005 16 735 171 239 -32 -1 153 - 34 362 152 427 -323 152 104
Net reduction in minority interests - - - - - - 131 131
currency translation differences - - - 836 - 836 - 836
Employee share option scheme 14 - - - - 771 771 - 771
Profit/loss for the year - - - - 38 215 38 215 192 38 407
issue of share capital** 8 1 705 41 768 - - - 43 473 - 43 473
Equity as of 31 December 2006 18 440 213 007 -32 -317 4 624 235 722 - 235 722
Net reduction in minority interests - - - - - - - -
currency translation differences - - - -4 652 - -4 652 - -4 652
Employee share option scheme 14 - - - - 1 156 1 156 - 1 156
Profit/loss for the year - - - - 32 939 32 939 - 32 939
issue of share capital 8 197 5 343 - - - 5 540 - 5 540
Equity as of 31 December 2007 18 637 218 350 -32 -4 969 38 719 270 705 - 270 705
59DATA RESPONS ASA | ANNUAL REPORT 2007
GROuP DATA RESPONS ASA
NOK 1000 Note 2007 2006 2005 2007 2006 2005
cash flow from operating activitiesOperating profit/loss 47 481 19 463 11 392 -13 330 -7 451 -3 286
income tax paid -5 260 -715 -1 936 - - -
Depreciation and amortisation 5 556 2 794 1 827 710 388 245
Employee share option scheme 1 156 771 - 1 156 771 -
change in inventories 4 -16 414 -17 866 -9 763 - - -
change in trade receivables 4 13 958 -8 246 -12 220 1 497 16 247 -24 352
change in trade payables 4 -18 584 -5 915 12 628 618 -736 190
change in provisions for pensions 9 -3 677 2 472 68 54 739 74
change in other accruals 4 18 627 4 794 -14 241 -12 442 24 530 -4 456
Net cash flow from operating activities* 42 843 -2 448 -12 245 -21 736 34 488 -31 585
cash flow from investing activitiesAcquisition of subsidiaries, net of cash acquired -16 639 -46 825 - 14 963 - - -
Dividends from subsidiaries - - - 15 143 - -
Purchase of machinery and equipment 2 -5 915 -4 646 - 3 160 -1 671 -1 241 -245
Proceeds from sale of machinery and equipment - 82 - - - -
interest received 15 2 037 1 636 869 279 1 947 445
interest paid 15 -1 649 -116 -263 -508 -162 -
Purchase of intangible assets 2 - -574 -1 600 - - -
Purchase of financial assets 3 - -34 - -41 232 -103 461 -21 784
Proceeds from sale of financial assets - - 162 - - -
Net cash flow from investing activities -22 116 -50 447 -18 956 -27 989 -102 917 -21 584
cash flow from financing activitieschange in non-current liabilities - - 91 - - -
Net change in overdraft facilities - -2 706 105 19 888 - -
group contributions - - - 19 768 18 826 10 734
Proceeds from issuance of shares 8 - 35 829 34 113 - 35 829 34 113
Net cash flow from financing activities - 33 123 34 309 39 656 54 655 44 847
Net change in cash and cash equivalents 20 677 -19 802 3 108 -10 069 -13 774 - 8 322
cash and cash equivalents at the start of the period 29 411 48 266 45 158 10 069 23 843 32 165
Exchange gains/losses on cash and cash equivalents -741 947 - - - -
Cash and cash equivalents at the end of the period 49 347 29 411 48 266 0 10 069 23 843
* The company acquired subsidiaries during the year. 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 4 for additional information on the effects of business combinations.
Consolidated cash flow statement
60 DATA RESPONS ASA | ANNUAL REPORT 2007
accountingPRINCIPLES
The Data Respons Group’s consolidated financial statements and the company financial statements for Data Respons ASA for the financial year of 2007 have been prepared in accordance with International Fi-nancial Reporting Standards (IFRSs) and the interpretations set out by the International Accounting Standards Board.
General 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 1.
accOunTinG PrinciPleSThe Data Respons group’s consolidated financial statements and the company financial statements of Data Respons ASA for the financial year of 2007 have been prepared in accordance with international fi-nancial Reporting Standards (ifRSs) and the interpretations set out by the international Accounting Standards Board, with effect from 1 Janu-ary 2005, and with comparative figures for 2004. iAS 32 and 39 have been implemented with effect from 1 January 2005 without a corre-sponding restatement of the comparative figures. Reference is made to the 2005 annual financial statements for additional information on the implementation of ifRSs and the effects of the transition to ifRSs.
The financial statements are based on the historical cost principle with the exception of financial derivatives. The consolidated financial state-ments have been prepared using consistent accounting principles for similar transactions and events under otherwise similar circumstances.The group has in the current financial year implemented ifRSs 7 fi-nancial instruments: Disclosures.
standards, amendments and interpretations published but not yet implemented
The standards and interpretations listed below have been published, but are not yet effective at the date of approval of the financial statements.
ifRic 11 group and Treasury Share Transactions �ifRic 12 Service concession Arrangements �i � fRic 13 customer Loyalty ProgrammesifRic 14 iAS 19 The Limit on a Defined Benefit Asset, minimum funding �
The above mentioned standards 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, if not otherwise decided:
Revised ifRS 3 Business combinations �ifRS 8 Operating Segments �Revised iAS 1 Presentation of financial Statements �ifRS 2 Share-based payments �Revised iAS 27 consolidated and Separate financial Statements �Revised iAS 23 Borrowing costs �
The group has not yet concluded on the effects of these new/revised standards, or if the group will implement these standards at an earlier date.
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 differ-ent 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 equity. When a foreign subsidiary is partially or completely disposed of or sold, translation differences connected to the subsidiary are recognised in the income statement.
cOnSOlidaTiOnThe consolidated financial statements include Data Respons ASA and companies 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 in-cluded 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%) �centrex AS (100%) �Digitas AS (100%) �certified computer Technology AS (ccT) (100%) �memstore AS (100%) �Data Respons AB (Sweden) (100%) �Data Respons components AB (Sweden) (100%) �Syrén Software AB (Sweden) (100%) �Sylog Sverige AB (Sweden) (100%) �Professional finder AB (Sweden) (100%) �Data Respons Oy (finland) (100%) �Data Respons A/S (Denmark) (100%) �Embedit A/S (Denmark) (100%) �memstore Aps (Denmark) (100%) �Data Respons 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 sepa-rate lines. intercompany transactions and balances have been eliminated. The consolidated financial statements have been prepared using uniform principles, 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 and intangible assets, excluding goodwill. Any excess value or shortfall in value beyond that
61DATA RESPONS ASA | ANNUAL REPORT 2007
which can be attributed to identifiable assets and liabilities is recognised in the balance sheet as goodwill. goodwill is treated as a residual value, and it is recognised in the balance sheet in the amount observed in the acquisition transaction. Excess values in the consolidated financial state-ments are depreciated on a straight-line basis over the anticipated eco-nomic life of the acquired assets. goodwill and excess values attributed to intangible assets with an indeterminable useful life are not depreci-ated, but are tested for impairment in accordance with ifRSs.
claSSiFicaTiOn and ValuaTiOn OF Balance SheeT iTemScurrent 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 operating 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 meas-urement. for Data Respons ASA the only relevant categories are loans and receivables. financial assets with fixed or determinable cash flows that are not listed in an active market are classified as receivables.
receivablesAccounts receivable and other receivables are recognised in the bal-ance sheet at nominal value, less provisions for estimated losses. Provi-sions 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 de-preciated 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 im-provements 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 as-sets are recognised in the balance sheet if it is probable that the ex-pected 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 economic life are recognised at historical cost, less accumulated depreciation and impair-ment. 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 indeterminable economic life are not depreci-ated, 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 annually 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 busi-ness combinations, the excess value analysis is reassessed before any negative goodwill is recognised in income.
research and developmentExpenses related to research activities are recognised in the income statement when they are incurred. Expenses relating to development activities are recognised in the balance sheet if these relate to an iden-tifiable 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 material ex-penses, direct payroll expenses and a percentage of directly attributable overhead expenses. capitalised development expenses are recognised in the balance sheet at historical cost, less any accumulated deprecia-tion and write-downs. capitalised development expenses are depreci-ated 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. They are written down to fair value in the event of an impairment that is not expected to be temporary.
provisionsProvisions are made in the financial statements where the group has a liability (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 reli-ably. if the impact is significant, the provisions are calculated by dis-counting 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.
62 DATA RESPONS ASA | ANNUAL REPORT 2007
Provisions for loss-making contracts are included when the group’s es-timated 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 gen-erate future financial benefits that will pass to the company, and the value of such benefits can be estimated reliably. Sales revenue is rec-ognised 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 de-velopment services and the subsequent delivery of products. The rec-ognition 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, reve-nue is recognised in accordance with the principles applicable to services and products described above. if the customer only pays for the finished product, the company, 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 bal-ance 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 translated into Norwegian kroner (NOk) using the exchange rate in ef-fect 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 trans-lation differences in equity. Translation differences previously recognised in equity are subsequently recognised in the income statement in the event of a complete or partial disposal of the subsidiary.
government grantsgovernment grants are recognised in the financial statements where it is reasonably certain that the company will fulfil the terms of the grants, and that the grants will be received. Operating subsidies are accounted for systematically 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 earn-ing basis in accordance with assumptions regarding the discount rate;
future adjustment of wages, pensions and social security benefits; fu-ture return on pension funds; as well as actuarial assumptions regard-ing 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). Employer’s social security contributions are charged as an expense based on the pension premium paid for insured (group) pension schemes, and are accrued in accord-ance with the change in the pension liabilities for uninsured pensions. Defined contribution pension schemes are expensed as they are due.
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 vest-ed options are accrued correspondingly over the life-span of the option.
income taxincome tax expense in the income statement comprises of both income tax payable for the period and changes in deferred tax. Deferred tax is calculated at the rate of 28% on the basis of temporary differences be-tween the financial accounting and tax-related values, and tax loss carry-forward 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 effect of the net amount is calculated. The tax loss carry-forward 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; see Note 10.
cash and cash flow statementThe cash flow statement has been prepared in accordance with the indi-rect method. cash and cash equivalents include cash, bank deposits and other short-term liquid investments that can be converted immediately and without 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 geographic areas with independent subsidiar-ies. The geographic areas form the basis for the primary segment reporting. for management purposes financial monitoring is performed by country (and subsidiary). financial information relating to geographic areas and the distribution of revenue by business area is presented in Note 1. 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 (see Note 12) unless the probability of the liability materialising is low. 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 po-sition at the balance sheet date, but that will affect the company’s financial position in the future are disclosed in Note 20 if these are material.
use of estimatesThe management has used estimates and assumptions that have affected assets, liabilities, income, expenses and information on potential liabili-ties. 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 account-ing 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.
63DATA RESPONS ASA | ANNUAL REPORT 2007
Notes
64 DATA RESPONS ASA | ANNUAL REPORT 2007
primary segment 2006
primary segment 2007
Data Respons’ risk and return profile is largely based on the localisation of its customers, who are in different markets. The group’s operations are there-fore based on the geographic identification of the companies, which also corresponds with management reporting. The company has defined product/ business areas as secondary segment.
Transactions and transfers between the group’s segments are carried out on ordinary commercial terms, corresponding to the terms used for external parties.
NOK 1000 Norway Sweden Denmark Germany Unallocated/eliminations* Group
External operating revenue 281 276 183 563 153 276 16 932 - 635 047
internal operating revenue 6 587 88 242 1 -6 918 -
Segment revenue 287 863 183 650 153 518 16 933 -6 918 635 047
Operating expenses 248 126 168 734 139 125 20 324 5 702 582 010
Depreciation 1 821 699 1 418 102 1 517 5 556
Segment profit/loss 37 916 14 218 12 976 -3 493 -14 136 47 481
Net financial items -895
Profit/loss before tax 46 586
income tax expense -13 647
Profit/loss for the year 32 939
capital expenditures this period 2 217 640 1 288 99 1 671 5 915
Total assets 152 204 74 157 43 502 2 976 230 487 503 326
Total liabilities 84 962 47 314 25 281 2 952 72 113 232 622
NOK 1000 Norway Sweden Denmark Germany Unallocated/eliminations* Group
External operating revenue 221 937 79 102 80 700 11 304 - 393 043
internal operating revenue 6 185 1 509 479 40 -8 213 -
Segment revenue 228 122 80 611 81 179 11 344 -8 213 393 043
Operating expenses 199 772 79 686 78 891 14 054 -1 617 370 786
Depreciation 1 457 343 433 71 490 2 794
Segment profit/loss 26 893 582 1 855 -2 781 -7 086 19 463
Net financial items 896
Profit/loss before tax 20 359
income tax expense 18 048
Profit/loss for the year 38 407
capital expenditures this period 1 212 1 442 474 195 1 314 4 637
Total assets 114 635 34 666 50 336 1 646 165 166 366 449
Total liabilities 30 870 25 988 33 530 6 131 34 208 130 727
* 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.
nOTe 1 segments
65DATA RESPONS ASA | ANNUAL REPORT 2007
primary segment 2005
secondary segment
NOK 1000 norway sweden denmark germanyunallocated/eliminations*
group
External operating revenue 164 127 52 315 47 470 3 244 - 267 156
internal operating revenue 1 216 354 755 - -2 325 -
Segment revenue 165 343 52 669 48 225 3 244 -2 325 267 156
Operating expenses 146 160 52 644 47 576 5 062 2 495 253 937
Depreciation 1 278 174 300 75 - 1 827
Segment profit/loss 17 905 -149 349 -1 893 -4 820 11 392
Net financial items 17
Profit/loss before tax 11 409
income tax expense -3 305
Profit/loss for the year 8 104
capital expenditures this period 1 353 224 61 175 613 2 426
Total assets 106 079 24 777 23 694 3 066 79 918 237 534
Total liabilities 73 828 20 827 9 825 4 562 -23 622 85 430
NOK 1000 Solutions Products Services
2007 2006 2005 2007 2006 2005 2007 2006 2005
Segment revenue 334 262 241 100 176 100 86 648 83 000 65 700 214 138 68 900 25 400
capital expenditures this period 2 911 2 013 1 205 621 702 474 2 383 684 135
Total assets 126 979 117 049 112 376 26 400 30 801 31 480 119 460 53 432 13 760
* 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.
66 DATA RESPONS ASA | ANNUAL REPORT 2007
GROuPDATA RESPONS ASA
NOK 1000 Machinery and equipment GoodwillOther
intangible assets
Total intangible
assets
Machin-ery and
equipment
cost or valuation as of 1 January 2006 2 492 47 691 1 600 49 291 19 091
Additions 1 241 76 892 1 592 78 484 4 646
Disposals - - -799 -799 -82
Translation differences - 483 - 483 107
Additions from acquired companies - - 1 318 1 318 4 295
Cost or valuation as of 31 December 2006 3 734 125 066 3 711 128 777 28 057
Accum. depr. and impairm. as of 1 January 2006 1 978 - - - 14 897
Depreciation for the year 387 - 128 128 2 664
impairment for the year - - - - -
Additions from acquired companies - - 947 947 2 645
Accum. depr. and impairm. as of 31 January 2006 2 366 - 1 075 1 075 20 206
Net book value as of 31 December 2006 1 368 125 066 2 636 127 702 7 851
cost or valuation as of 1 January 2007 3 734 125 066 3 711 128 777 28 057
Additions 1 671 102 388 1 768 104 156 5 915
Disposals -109 - -1 088 -1 088 -2 317
Translation differences - -7 313 -97 -7 410 -446
Additions from acquired companies - - - - 1 129
Cost or valuation as of 31 December 2007 5 296 220 141 4 294 224 435 32 338
Accum. depr. and impairm. as of 1 January 2007 2 366 - 1 075 1 075 20 206
Depreciation for the year 710 - 912 912 4 648
impairment for the year - - - - -
Disposals - - - - -2 026
Translation differences - - -44 -44 -281
Additions from acquired companies - - - - 519
Accum. depr. and impairm. as of 31 December 2007 3 077 - 1 943 1 943 23 066
Net book value as of 31 December 2007 2 219 220 141 2 351 222 492 9 272
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.
Expensed lease rentals in the Group (NOK 1000) 2007 2006 2005
Rental of premises in Norway 7 078 5 371 4 422
Rental of premises outside Norway 4 077 1 968 1 454
Operational leasing of vehicles 1 052 - -
The group does not have any purchase options on the properties. in Norway the lease for the head office at Høvik expires on 1 march 2011, 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 31 June 2011. Data Respons in Denmark has in the beginning of 2008 relocated to new premises, combining all the operations in copenhagen. Other than this, the leases will continue on unchanged terms. Leasing contracts on vehicles have a duration of 36 months.
nOTe 2 intangible assets, machinerY and eQuipment
67DATA RESPONS ASA | ANNUAL REPORT 2007
intangible assetsOther intangible assets consist of capitalised development expenses, as well as intangible assets recognised at fair value upon the acquisition of companies. in 2007, no development project expenses were capitalised, while NOk 1,186,000 was charged as expenses.
changes in goodwill arose in 2007 due to the following acquisitions:
Company Date Goodwill (NOK 1000) Shareholding
Syrén Software AB (Sweden) 08.01.2007 10 031 100%
Digitas AS 04.07.2007 14 421 100%
Sylog Sverige AB (Sweden) 06.07.2007 41 443 100%
As a result of changes in estimates for earn-out payments in connection with the purchase of centrex AS in 2005, goodwill relating to this acquisi-tion has been adjusted upwards by NOk 5,280,000. correspondingly the goodwill related to earn-out payments in connection with the purchase of Embedit A/S has been adjusted upwards by NOk 31,213,000.
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, the combined goodwill will be assessed for the merged unit.
Goodwill is allocated to the primary segments as follows: (NOK 1000) 2007 2006 2005
Norway 62 501 42 720 41 420
Sweden 73 695 26 024 -
Denmark 83 945 56 322 6 271
germany - - -
Total 220 141 125 066 47 691
The recoverable amount for the cash flow-generating units is calculated based on the value the asset will generate for the business operations. Liquidity forecasts based on the budget approved by the management for a five-year period are used. cash flows beyond this period are extrapolated using estimated growth rates for the individual units.
The impairment test for 2007 showed no need for impairment of goodwill.
The most important assumptions for calculation of the recoverable amount are as follows: revenue growth:management expects that the market for the company’s products and services will increase in the coming years, and that the company will be able to gain market shares in the segments where it operates. A growth rate that is lower than that achieved in recent years has been assumed.
ebit margin:it is assumed that units with a higher EBiT margin than the group average will maintain this, while units with margins below the average will increase their margins as a result of greater efficiency and increased revenue. discount rate:A discount rate of 12% has been used for all units.
extrapolated growth rate:The growth rate beyond five years has been set at 0% for all units.
The company believes that the estimates for future cash flows are prudent, and even if goodwill in Denmark and Sweden is dependent on maintai-ning the margins, the company believes it is not very probable that the assumptions will change to such an extent that these could affect the outcome of the impairment test.
68 DATA RESPONS ASA | ANNUAL REPORT 2007
DATA RESPONS ASA
GROuP
Company Date of acquisition registered office Ownership and voting share
Data Respons Norge AS 27.11.2001 Bærum 100.0%
certified computer Technology AS 17.02.2000 Bærum 100.0%
Data Respons AB (SE) 27.11.2001 Upplands Väsby (SE) 100.0%
Data Respons A/S (Dk) 27.11.2001 Herlev (Dk) 100.0%
Data Respons Oy (fi) 01.11.2003 Espoo (fi) 100.0%
Data Respons gmbH (DE) 17.02.2005 karlsruhe (DE) 100.0%
centrex AS 01.12.2005 Bærum 100.0%
Data Respons components AB (SE) 01.04.2006 Upplands Väsby (SE) 100.0%
memstore Aps (Dk) 01.04.2006 Herlev (Dk) 100.0%
Embedit A/S (Dk) 08.10.2006 Herlev (Dk) 100.0%
Syrén Software AB 08.01.2007 gothenburg (SE) 100.0%
Digitas AS 04.07.2007 Asker 100.0%
Sylog Sverige AB 06.07.2008 kista (SE) 100.0%
Professional finder AB 06.07.2007 kista (SE) 100.0%
The investments are carried using the historical cost method in the parent company’s financial statements. Wireless Rio AS and certified computer Technology AS merged with Data Respons Norge AS with effect from 1 January 2006, with Data Respons Norge AS as the acquiring company. The company ecinnovation AS changed its name to certified computer Technology AS in December 2006.
Company Currency Issued capital Shareholding Book value (NOK 1000)
Data Respons Norge AS NOk 1 387 100.0% 125 210
certified computer Technology AS NOk 1 100 100.0% -
Data Respons AB (SE) SEk 507 100.0% 13 144
Data Respons Oy (fi) EUR 150 100.0% 3 494
Data Respons A/S (Dk) Dkk 1 230 100.0% 11 990
Data Respons gmbH (DE) EUR 50 100.0% 8 813
centrex AS NOk 125 100.0% 29 728
Data Respons components AB (SE) SEk 400 100.0% 25 024
memstore AS NOk 100 100.0% -
Embedit A/S (Dk) Dkk 500 100.0% 86 516
Syrén Software AB SEk 105 100.0% 14 808
Digitas AS NOk 313 100.0% 16 605
Sylog Sverige AB SEk 100 100.0% 44 793
Total 380 125
nOTe 3 subsidiaries and other investments
69DATA RESPONS ASA | ANNUAL REPORT 2007
business acQuisitions in 2007100% of the shares in Syrén Software AB (Sweden) was acquired on 8 January 2007. Syrén Software AB has contributed with a profit after tax of �NOk 2,207,000 from the date of acquisition.
100% of the shares in Digitas AS was acquired on 4 July 2007. Digitas AS has contributed with a profit after tax of NOk 2,099,000 from the �date of acquisition.
100% of the shares in Sylog Sverige AB (Sweden) was acquired on 6 July 2007. Sylog Sverige AB owns 100% of the subsidiary Professional �finder AB. Sylog Sverige AB and Professional finder AB has contributed with a combined profit after tax of NOk 3,817,000 from the date of acquisition.
All acquired companies in 2007 are consultancy firms within the embedded solutions market. goodwill consists of the value of the competencies of the employees, their relationship with their customers, and synergies with existing operations.
The following table shows the fair value of identifiable assets and liabilities and the corresponding book values at the time of acquisition.
Syrén Software AB Digitas AS Sylog Sverige AB
Book valueSEk 1 000
fair valueSEk 1 000
Book valueNOk 1 000
fair valueNOk 1 000
Book value SEk 1 000
fair valueSEk 1 000
cash and cash equivalents 5 704 5 704 2 998 2 998 10 525 10 525
Trade and other receivables 5 293 5 293 3 347 3 347 25 703 25 703
inventories - - - - - -
machinery and equipment 99 99 95 95 511 511
capitalised development projects - - - - - -
contracts - 500 - 500 - 1 000
Trade payables -348 -348 -132 -132 -11 923 -11 923
Non interest-bearing liabilities -5 209 -5 209 -4 625 -4 625 -21 079 -21 079
minority interests - - - - - -
Net identifiable assets 5 539 6 039 1 683 2 183 3 737 4 737
Share (%) acquired 100% 100% 100%
Net assets acquired 6 039 2 183 4 737
cash payment 6 423 6 594 20 000
contingent liability* 10 300 9 900 32 200
Directly attributable acquisition expenses 187 110 207
Purchase price 16 910 16 604 52 407
Goodwill at time of acquisition 10 871 14 421 47 670
Exchange rate at time of acquisition 0.92 1.00 0.87
Goodwill NOK 1000 10 031 14 421 41 443
* For some acquisitions, earn-out agreements have been entered into whereby the purchase price is linked to the profit performance of the acquired company for a specific period of time after the acquisition. In these cases the assumed liability is estimated and added to the purchase price.
The acquisition analysis of Digitas AS and Sylog Sverige AB is not final as of 31 December 2007.
See Note 21 for proforma figures.
nOTe 4 business combinations
70 DATA RESPONS ASA | ANNUAL REPORT 2007
nOTe 5
DATA RESPONS ASAGROuP
NOK 1000 2007 2006 2005 2007 2006 2005
Historical cost 62 161 44 164 26 477 - - -
Written down to fair value 62 161 44 016 24 511 - - -
general provisions for obsolescence -2 061 -330 -227 - - -
Book value 60 100 43 686 24 234 - - -
Value of inventory pledged as collateral 17 000 11 500 22 399 - - -
inventories
goods purchased for resale
nOTe 6 trade and other receivables
GROuP DATA RESPONS ASA
NOK 1000 2007 2006 2005 2007 2006 2005
Trade receivables 115 128 102 745 80 013 406 1 903 -
Provisions for impairment of receivables -420 -776 -728 - - -
Trade receivables, net 114 708 101 969 79 285 406 1 903 -
Accrued revenue 1 469 6 323 2 380 - - -
Prepayments 4 710 2 613 2 281 307 43 69
Other current receivables 7 806 6 783 5 490 6 413 15 300 29 916
Total other receivables 13 986 15 719 10 151 6 720 15 343 29 985
Total receivables 128 693 117 688 89 436 7 126 17 246 29 985
Provisions as of 1 January 776 736 108 - - -
Realised losses -278 - -66 - - -9
Provisions for the period -347 40 308 - - -
Additions from acquired companies 269 - 386 - - -
Provisions as of 31 December 420 776 736 - - -
Losses on trade receivable are classified as other operating expenses in the income statement.Accrued revenue was classified under trade receivables in the balance sheet in 2005.maximum credit risk is represented by the line Total receivables.
Trade receivables
Ageing 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 Dec. 2007 115 128 78 515 33 502 1 597 1 513
Trade receivables as of 31 Dec. 2006 102 745 65 292 33 051 1 353 3 049
71DATA RESPONS ASA | ANNUAL REPORT 2007
DATA RESPONS ASA
NOK 1000 Current receivables Current liabilities
2007 2006 2005 2007 2006 2005
Data Respons Norge AS* 513 11 441 23 041 3 508 25 182 735
centrex AS 781 56 - 36 76 -
Digitas AS 12 - - - - -
certified computer Technology AS** -47 -20 - - - -
Data Respons AB 130 2 557 2 922 62 87 199
Data Respons components AB - 18 - - - -
Data Respons Oy 110 169 700 - 43 -
Data Respons A/S 5 337 20 - - 77 -
Embedit A/S - - - 80 - -
Data Respons gmbH 40 2 673 1 656 - - -
Total 6 875 16 914 28 319 3 686 25 465 934
* Certified Computer Technology AS and Wireless Rio AS merged with Data Respons Norge AS with effect from 1 January 2006. The comparative figures have been adjusted accordingly. ** The company ecInnovation AS changed its name to Certified Computer Technology AS in December 2006.
nOTe 7 intercompanY balances
72 DATA RESPONS ASA | ANNUAL REPORT 2007
nOTe 8 share capital, shareholders, earnings per shareThe registered share capital of Data Respons ASA consisted of 37,273,746 shares with a par value of NOk 0.50 as of 31 December 2007. Each share car-ries one vote. A total of 39.2 million shares were traded on the Oslo Stock Exchange in 2007, an decrease from 47.4 million shares in 2006. At the end of the year Data Respons ASA had 1,251 Norwegian shareholders and 47 foreign shareholders. The foreign shareholders owned 6.4% of the shares. The company owned 63,000 treasury shares at the end of 2007. None of the company’s treasury shares were bought or sold in 2007.
liST OF 20 larGeST SharehOlderS aS OF 31 decemBer 2007
Shareholder Ordinary shares Proportion of ownership
mP PENSJON 2 599 000 7.0%
fERD AS 2 500 000 6.7%
SAgA EQUiTy fUND 1 864 000 5.0%
VERDiPAPiRfONDET DELPHi NORgE 1 556 500 4.2%
VARNER iNVEST AS 1 500 000 4.0%
HAAkON SÆTER 1 252 211 3.4%
RO iNVEST AS 1 158 000 3.1%
VENTOR AS 1 000 000 2.7%
SiLVERcOiN iNDUSTRiES AS 984 200 2.6%
ABN AmRO NORgE + VPf 827 100 2.2%
LOLigO AS 800 000 2.1%
ABN AmRO NORgE VPf 773 511 2.1%
BERNT AS 650 000 1.7%
PETER SÆTER 641 050 1.7%
ABN AmRO AkTiV VPf 638 900 1.7%
fOUgNER iNVEST AS 619 000 1.7%
BELgAViA HOLDiNg 600 125 1.6%
JPmORgAN cHASE BANk 566 500 1.5%
LEif HÜBERT 500 000 1.3%
SØgNE SHiPPiNg AS 500 000 1.3%
Total 21 530 097 57.8%
Others 15 743 649 42.2%
Total number of shares 37 273 746 100%
Share iSSueS in 2007
Date Type Subscription price Number of shares After new issue
25.04.2007 Private placement - Earn-out payment centrex AS 14.08 393 500 37 273 746
POWer OF aTTOrney TO iSSue ShareS
Passed Type Year issued
Maximum share limit
No. of shares issued in 2006
No. of shares issued in 2007
remaining number of shares Duration
27.04.2006 increase of capital 2006 8 600 000 2 750 000 393 500 5 456 500 Until 27.04.2008
The Board has been granted power of attorney to increase the company’s share capital by a maximum of NOk 4,300,000 through the issuance of a maximum of 8,600,000 new shares, each with a par value of NOk 0.50. This power of attorney covers capital increases paid in cash or by contributions in assets other than money and authorisation to incur special liabilities on behalf of the company and make decisions regarding mergers.
The subscription price and other subscription terms shall be determined by the Board of Directors. Premiums shall be allocated to the share premium reserve. The company’s shareholders have waived their pre-emptive subscription rights in accordance with Section 10-5, cf. section 10-4, of the Norwegian Public Limited companies Act. The purpose of the power of attorney is to give the Board financial flexibility in connection with acquisitions or to strengthen the company’s equity.
73DATA RESPONS ASA | ANNUAL REPORT 2007
earninGS Per Share
The earnings per share key ratio is calculated by dividing the profit/loss for the year attributable to the company’s shareholders by a time-weighted average of outstanding ordinary shares throughout the year, less the company’s treasury shares.
The diluted earnings per share ratio is based on the same calculation as above, however, it also takes into account potential shares that have been outstanding during the period and will have a diluting effect, i.e. reduce the earnings per share for the ordinary shares. The company has only one category of potential shares that can result in dilution: share options.
2007 2006 2005
Profit/loss for the year attributable to the company’s shareholders (NOK 1000) 33 033 38 215 8 261
Weighted average number of outstanding shares (1000) 37 087 35 729 31 278
Effect of dilution
-Employee share option scheme 1 470 1 320 -
Weighted average number of outstanding shares, diluted (1000) 38 557 37 049 31 278
Earnings per share, basic 0.89 1.07 0.26
Earnings per share, diluted 0.86 1.03 0.26
calculaTiOn OF Time-WeiGhTed ShareS
Date Number of shares* Number of days Weighted number of shares
01.01.2007 36 817 246 115/365 11 599 954
05.05.2007 37 210 746 250/365 25 486 812
37 086 767
*Number of shares has been adjusted by the 63,000 treasury shares held by the company.
No distribution of dividends has been proposed for the 2007 financial year.
74 DATA RESPONS ASA | ANNUAL REPORT 2007
GROuP DATA RESPONS ASA
nOTe 9 pensionsThe parent company is required to operate a company pension scheme pursuant to the mandatory Occupational Pension Act, and operates a pension scheme that meets this requirement. This scheme covered a total of 11 people in 2007. As of 1 December 2007, the parent company and Data Respons Norge AS changed from a defined benefit pension scheme to a defined contribution pension scheme, but kept the disability part as a defined benefit scheme. The transition effect was an income of NOk 3.7 million for the group. The group as a whole has a defined benefit pension scheme that covers 120 people in total. This relates only to the disability part. The liabilities are covered through an insurance company. The calculations are performed by an actuary and are based on the ifRSs standard. The annual pension expenses are included under payroll expenses, and they consist of changes in the liabilities and pension funds, as well as contributions to the collective pension scheme. in addition to the afore-mentioned schemes in Norway, the group’s subsidiaries have defined contribution pension schemes, and the expenses associated with these schemes are included under payroll expenses in the income statement. The expenses broken down into defined contribution and defined benefit schemes are specified in Note 14.
NOK 1000 2007 2006 2005 2007 2006 2005
the pension expense is calculated as follows:
Net present value of current year’s accrued pension benefits 3 546 3 394 2 002 899 937 405
interest cost on accrued pension liabilities 760 669 581 213 179 95
Expected return on pension funds -466 -448 -529 -107 -80 -148
Amortisation of actuarial gains/losses - 126 - - 126 -
One-time effect of transition to defined contribution scheme -3 657 - - -313 - -
Pension expenses for the year 183 3 742 2 054 692 1 036 352
pension liabilities and pension funds:Estimated uninsured pension liabilities 5 305 20 525 12 762 863 5 399 1 863
Estimated value of pension funds 2 414 10 494 9 436 601 1 921 1 672
Net estimated pension liabilities 2 891 10 032 3 326 262 3 478 191
Unrecognised actuarial gains/losses - -3 464 770 - -3 270 -722
Net pension liabilities in the balance sheet 2 891 6 568 4 096 262 208 -531
changes in the liabilities:Net pension liabilities as of 1 January 6 568 4 096 4 028 208 -531 -605
Recognised pension expenses 183 3 742 2 054 692 1 036 352
Premium payments -3 860 -1 270 -1 986 -638 -297 -278
Net pension liabilities in the balance sheet 2 891 6 568 4 096 262 208 -531
The following assumptions have been used for the calculation of the pension expenses and net pension liabilities:
2007 2006 2005
Discount rate 4.75% 4.5% 4.5%
Return on pension funds 5.75% 5.5% 5.5%
future salary increases 4.50% 4.0% 3.0%
Annual basic amount adjustment 4.25% 4.0% 3.0%
future pension increases 2.00% 2.0% 3.0%
Percentage distribution of pension funds by investment category:
2007 2006 2005
Equities 29.6% 29.7% 23.3%
Bonds 16.7% 20.6% 17.9%
money market 7.9% 4.5% 16.8%
Long-term bonds 27.7% 30.0% 27.3%
Real estate 15.2% 12.6% 12.2%
Other 2.9% 2.6% 2.5%
The actuarial assumptions are based on normal assumptions used by the insurance industry with regard to demographic factors. See table k2005.
75DATA RESPONS ASA | ANNUAL REPORT 2007
GROuP DATA RESPONS ASA
GROuP DATA RESPONS ASA
GROuP DATA RESPONS ASA
Summary of temporary differences (NOK 1000) 2007 2006 2005 2007 2006 2005
Receivables -360 -599 -619 - - -
Other current assets -1 917 -199 -1 499 - - -
Non-current assets -4 618 -5 531 -6 109 -1 343 -1 801 -2 578
Pensions -2 891 -6 568 -4 096 -262 -208 531
Work in progress - 346 - - - -
Provisions for contingent liabilities -349 -200 -1 120 - - -720
financial assets - - - - - -
group contributions* - - - -36 310 -19 780 - 18 783
Total -10 135 -12 751 -13 443 -37 916 -21 789 -21 550
Tax loss carryforward -101 061 -136 155 -157 888 -109 233 -133 214 -144 812
Total positive/negative temporary differences -111 195 -148 906 -171 331 -147 149 -155 003 -166 362
Net deferred tax assets (28%) 33 535 41 693 47 973 41 202 43 401 46 581
Of which, deferred tax assets not recognised 147 1 616 29 778 - - 24 467
Addition of deferred tax assets from acquisitions - - 3 920 - - -
Deferred tax assets in the balance sheet 33 388 40 077 22 114 41 202 43 401 22 114
Net deferred tax liability (28%) 2 435 - - - - -
Deferred tax liability in the balance sheet 2 435 - - - - -
* in accordance with ifRSs, group contributions are entered as income in the parent company the year after the allocation for tax purposes in the subsidiaries.
The deferred tax assets in the balance sheet primarily relate to the tax loss carryforward in the Norwegian companies. These companies are showing a steady growth in profits, and based on updated forecasts prepared for the coming years, it is expected that it will be possible to utilise the tax loss carryforward. Unrecognised deferred tax assets relate to the tax loss carryforward in Sweden. The tax loss can be carried forward indefinitely.
Income tax expense for the year consists of 2007 2006 2005 2007 2006 2005
income tax payable in Norway - - - - - -
income tax payable outside Norway 5 771 586 142 - - -
Total income tax payable 5 771 586 142 - - -
change in deferred tax in Norway 7 377 -18 591 2 988 2 199 -21 287 1 779
change in deferred tax outside Norway 499 -43 -633 - - -
change in deferred tax from acquisitions 1 362 671 - - - -
Total change in deferred tax 9 239 -17 963 2 355 2 199 -21 287 1 779
Unrecognised change in deferred tax assets - - 809 - - 1 508
Total income tax expense/revenue 13 647 -18 048 3 305 2 199 -21 287 3 287
Calculation of tax base for the year (NOK 1000) 2007 2006 2005 2007 2006 2005
Profit/loss before tax 46 586 20 359 11 409 21 102 13 161 7 898
28% tax 13 044 5 701 3 195 5 908 3 685 2 211
tax effect of:Permanent differences 1 132 -726 -669 -3 709 -505 -432
change in not-recognised deferred tax assets -142 -23 023 809 - -24 467 1 508
Difference in tax rates -387 - - - - -
Income tax expense/revenue for the year 13 647 -18 048 3 305 2 199 -21 287 3 287
Effective tax rate 29% -89% 29% 10% -162% 42%
nOTe 10 income tax
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DATA RESPONS ASAGROuP
NOK 1000 2007 2006 2005 2007 2006 2005
Prepayments from customers 3 244 5 933 1 066 1 - 148
Accrued wages/bonuses/holiday pay 28 230 16 152 11 850 3 769 2 094 478
Accrued expenses 23 581 8 928 4 947 5 011 26 311 1 436
Other current liabilities* 59 434 - - 59 434 - -
Total other current liabilities 114 489 31 013 17 863 68 215 28 405 2 062
*Other current liabilities consists of additional payments according to earn-out agreements that are due within a year. See Note 12 for specification
nOTe 11 other current liabilities
GROuP DATA RESPONS ASA
NOK 1000 Warranty provisions
Other provisions Total Warranty
provisionsOther
provisions Total
Provisions as of 1 January 2007 380 35 287 35 667 - 35 805 35 805
Recognised in the income statement during the year:
– Provisions for the year - - - - - -
– Reversal of unutilised provisions -380 - -380 - - -
Recognised in the balance sheet during the year - 36 453 36 453 - 36 453 36 453
Utilised during the year - -8 040 -8 040 - -8 040 -8 040
Additions from acquired companies 210 47 398 47 608 - 47 398 47 398
Translation differences - -4 058 -4 058 - -4 576 -4 576
Provisions as of 31 December 2007 210 107 040 107 250 - 107 040 107 040
classified as current liabilities in the balance sheet - 59 434 59 434 - 59 434 59 434
classified as non-current liabilities in the balance sheet 210 47 606 47 816 - 47 606 47 606
OTher PrOViSiOnSin connection with acquisition of companies, an earn-out agreement is often entered into, where the previous owners receive additional payments based on the performance of the acquired company in a specified time period after the acquisition.
The additional payments will be made in cash or in shares in Data Respons ASA based on market rate. The following table specifies estimated earn-out payments for the individual companies as of 31 December 2007. Payments due in 2008 are classified as current liability and the outcome will depend on exchange rate development up until payment date.
Payments due after 2008 are classified as non-current liability, and the outcome will depend on both performance development in the acquired companies and the exchange rate development.
nOTe 12 other provisions for liabilities
77DATA RESPONS ASA | ANNUAL REPORT 2007
DATA RESPONS ASAGROuP
eSTimaTed earn-OuT PaymenTS
Company (NOK 1000) 2008 2009+ Total
centrex AS 10 500 - 10 500
Embedit A/S (Dk) 44 622 6 084 50 706
Syren Software AB (SE) 4 312 4 397 8 709
Digitas AS - 9 900 9 900
Sylog Sverige AB (SE) - 27 225 27 225
Provisions as of 31 December 2007 59 434 47 606 107 040
NOK 1000 2007 2006 2005 2007 2006 2005
mortgages and guaranteesDebt secured by mortgage - - 2 706 - - -
guarantees 1 262 882 4 133 - - 1 048
book value of secured assets used as collateral
Trade receivables 38 607 55 192 63 231 - - -
inventories 42 132 28 996 22 399 - - -
Total 80 739 84 188 85 630 - - -
A guarantee of NOk 1,262,000 has been provided in connection with lease agreements.
guarantees and overdraft facilities are secured by a lien on inventory and trade receivables. A total lien of NOk 17 million has been placed on inventories, and a total lien of NOk 45 million has been placed on trade receivables. Sweden has a floating charge of SEk 1.73 million against machinery and equipment.
nOTe 13 related partiesThere have not been any transactions between the company and related parties except transactions between group companies.
for the parent company the transactions with group companies mainly consists of group management fee.
Reference is made to Note 14 for information on the remuneration of group management and Board of Directors, as well as Note 7 for balances between Data Respons ASA and other group companies.
78 DATA RESPONS ASA | ANNUAL REPORT 2007
DATA RESPONS ASAGROuP
Payroll expenses (NOK 1000) 2007 2006 2005 2007 2006 2005
Wages and salaries 175 300 94 534 65 979 13 315 11 344 6 374
Social security tax 29 105 14 996 10 129 1 683 1 582 1 365
Pension expenses, defined benefit scheme 183 3 742 2 054 692 1 036 352
Pension expenses, defined contribution scheme 8 312 3 054 1 840 49 - -
Other benefits 16 772 7 612 6 298 2 283 1 474 284
Total 229 672 123 938 86 301 18 021 15 436 8 375
The average number of employees during the financial year was 11 in the parent company. The average number of employees in the group was 309, and there were 376 employees at the end of the
year. There were 59 female employees in the group, seven of whom were middle managers.
board’s guidelines and principles for the stipulation of salaries and other remuneration to key employees in accordance with the provisions of the Public Limited companies Act, the Board of Directors has prepared the following declaration of guidelines and main principles for the stipulation of salaries and other remuneration for key employees. The object of designing a compensation package for the cEO and other key employees is to provide a competitive package that contains incentives to strive for profitable growth and increase the creation of value for the shareholders within the scope of the company’s adopted values and strategies.
The individual manager shall be paid a fixed basic salary in line with market salaries for corresponding positions in comparable companies in Norway. A variable salary shall be paid in addition to the fixed salary. The variable salary is dependent on achieving profitability improvement and growth targets for the group. for the cEO the variable salary will be a maximum of six monthly salaries, while it will be a maximum of 2-4 monthly salaries for other key employees.
The company has a share option scheme for group management and managers in the group’s subsidiaries. The share option scheme has been estab-lished to give the company’s management incentives to strive to create value for the shareholders. This scheme is described in greater detail below. The group management is covered by the company’s pension scheme on the same terms as other employees. This pension scheme is described in Note 9.
The cEO is entitled to 12 months’ salary after termination or amendment of his position/employment. Other members of group management have a customary mutual notice period of six months and no special arrangements.
shares, options and remuneration to the ceo, key employees, board of directors and nomination committee
Salaries and fees Bonus Pen-
sions
Value of options granted
Other benefits in kind
Total remu-
neration
Number of shares
Number of options
kenneth Ragnvaldsen, cEO 1 612 535 816 714 32 834 357 750 8 576 2 828 409 245 000 300 000
Rune Wahl, cfO 1 257 724 328 211 46 904 238 500 8 576 1 879 915 60 000 200 000
Åge gjellesvik, Vice president sales 1 082 376 365 905 52 396 95 400 8 576 1 604 653 33 043 80 000
Hans christian Lønstad, cTO 1 128 484 343 475 50 982 95 400 8 576 1 626 917 61 596 80 000
georg Huus, marketing director 847 288 85 567 30 605 95 400 8 576 1 067 436 3 000 80 000
Svein R. goli, chairman of the Board 119 000 119 000 150 000 -
Anne cecilie fagerlie, Board member 60 000 60 000 - -
Lars-Olof gustavsson, Board member 72 000 72 000 20 000 -
ingvild myhre, Board member 48 000 48 000 10 000 -
Tormod Stene-Johansen, Board member 60 000 60 000 60 000 -
mikkel D. Helweg, Employee representative 17 000 17 000 1 601 -
Øyvind Lien, former Employee representative 17 000 17 000 11 511 -
Nils-Henrik Petterson, Nomination committee member 30 000 30 000 - -
Haakon Sæter, Nomination committee member 20 000 20 000 2 236 411 -
Rune Sørum, Nomination committee member 20 000 20 000 - - On 26 April 2007, the general meeting resolved that the scope for the Board of Directors’ fee for the 2007 working period should be NOk 732,000, based on the current composition of the Board of Directors. No loans or guarantees have been provided to the Board of Directors, key employees, other employees or their related parties. There are no shareholder agreements.
nOTe 14 paYroll expenses, emploYees, remuneration and loans
79DATA RESPONS ASA | ANNUAL REPORT 2007
GROuP DATA RESPONS ASA
employee share option schemeOn 1 march 2006 the Board of Directors of Data Respons ASA approved a share option programme for the management and key employees with a total scope of 1,500,000 options. Half of the options have a term of two years, and the other half have a term of three years. The vesting of options is dependent on the employees remaining with the company until the options can be exercised. The grant date was 27 April 2006, and the exercise price was set at the quoted price plus 20%. Options have been granted under the same condition to new employees in 2007.
movements in the number of outstanding share options and the associated weighted average exercise prices are as follows:
2007 2006 2005
Average exercise price
OptionsAverage
exercise priceOptions
Average exercise price
Options
NOk 1 000 NOk 1 000 NOk 1 000
As of 1 January 16.80 1 320 - - - -
granted 16.80 150 16.80 1 420 - -
forfeited - - 16.80 -100 - -
Exercised - - - - - -
Expired - - - - - -
As of 31 December 16.80 1 470 16.80 1 320 - -
The fair value of the options granted to employees has been calculated by using the Black & Scholes’ valuation model for options. The most important input data included the share price of NOk 14.00 when granted, exercise price of NOk 16.80, estimated volatility of 39.50% based on the share prices during the period from may 2003 to April 2006, risk-free interest rate of 3.67%, and a term of two and three years, respectively. The cost will be accrued over the vesting period with deductions for the estimated number of forfeited options. in 2007 a total of NOk 1,195,000 were expensed for the option scheme.
remuneration to the auditorNOK 1000 2007 2006 2005 2007 2006 2005
Auditing services 1 070 938 742 268 255 310
Other certification services 13 41 22 2 26 21
Tax advice 159 170 106 18 55 39
Other non-auditing services 85 234 59 57 234 40
Other non-auditing services mainly relates to ifRSs and due diligence.
80 DATA RESPONS ASA | ANNUAL REPORT 2007
GROuP DATA RESPONS ASA
NOK 1000 2007 2006 2005 2007 2006 2005
financial income
interest received from group companies - - - 179 1 282 38
interest income 2 037 1 636 869 99 595 445
Other financial income 746 748 1 526 11 70 24
Total other financial income 2 783 2 384 2 395 290 1 947 507
financial expenses
interest expenses 1 503 116 263 508 46 -
Other financial expenses 2 174 1 372 2 115 261 116 57
Total financial expenses 3 678 1 488 2 378 770 162 57
nOTe 15 financial items
GROuP DATA RESPONS ASA
NOK 1000 2007 2006 2005 2007 2006 2005
cash and bank deposits 49 347 29 411 48 266 -19 888 10 069 23 843
– of which restricted -4 411 -3 172 - 5 274 -631 -573 -351
Unrestricted cash and cash equivalents 44 936 26 239 42 992 -20 519 9 496 23 492
Unutilised short-term credit facilities 18 000 5 049 6 967 18 000 5 049 6 967
Unutilised long-term credit facilities 80 000 - - 80 000 - -
Cash reserve 142 936 31 288 49 959 77 481 14 545 30 459
The Data Respons group has established a corporate account system in which Data Respons ASA is the corporate account holder, while the other group companies are subaccount holders. The bank can set off any withdrawals or deposits against each other, so that the net position represents the balance between the bank and Data Respons ASA.
nOTe 16 cash and cash eQuivalents
GROuP DATA RESPONS ASA
NOK 1000 2007 2006 2005 2007 2006 2005
Expenses related to premises and equipment 13 173 11 446 6 685 578 1 737 925
External services 7 214 5 826 3 146 2 094 1 700 1 447
marketing expenses 8 171 5 293 3 544 523 998 609
Other operating expenses 22 897 13 331 12 442 3 765 2 540 836
Other intercompany operating expenses* - - - -12 284 -14 055 -8 453
Total 51 455 35 896 25 817 -5 324 -7 080 -4 636
nOTe 17 other operating expenses
*Other intercompany operating expenses consists of group management fee from the parent company to the subsidiaries
81DATA RESPONS ASA | ANNUAL REPORT 2007
The group’s activities expose it to a variety of financial risks, including price risk, interest rate risk, currency risk, credit risk and liquidity risk. Overall these risks are regarded as low.
Risk management is performed by the group’s central finance department under the guidelines set out by the Board of Directors. The main prin-ciple is to minimise exposure to financial risk, and the group holds no financial assets or liabilities for speculative purposes. As of 31 December 2007, all financial assets and liabilities are classified as loans or receivables under iAS 39.
credit riskThe group’s exposure to non-payment of contractual obligations is reflected by outstanding trade receivables and accrued revenue specified in note 6. identified default risks on individual customers are reflected in bad debt allowances.
The group’s customers largely consist of large and medium-sized companies with good solvency, and the customer base is diversified into different vertical market segment. credit checks are performed on new customers. Historically bad debt losses have been insignificant.
liquidity riskThe primary objective of the group’s capital management is to maintain a healthy capital ratio to support the group’s continued expansion. The group will primarily finance the expansion through cash generated by the operational activities and equity. To cover temporary funding needs for acquisitions, the group has secured a long term credit facility of NOk 80 million. The group has 30-60 days in credit terms from the main suppliers.
Surplus cash holdings will be kept in interest-bearing bank accounts with reputable banks. See Note 16 for specifications regarding cash and credit facilities.
currency riskThe group has operations in 5 different countries with 4 different currencies and is as such exposed to currency fluctuations when translating into the group currency NOk. The exposure from the individual subsidiary varies according to the nature of their business.
consultancy operations abroad generate a currency exposure for the group on the net profit only, as both revenue and expenses are in the same local currency. Hedging has been deemed unnecessary.
for product sales the exposure is higher, as parts are purchased from different suppliers across the globe and predominately invoiced in USD or EUR. With most of our major customers, the group has entered into an agreement whereby material fluctuations in price of components due to currency, lead to a corresponding adjustment of the selling price. The group then achieves a natural hedge on a significant part of its components/solutions sales, and further hedging is deemed unnecessary.
interest rate riskThe group primarily finance its operations and acquisitions through equity and cash generated from operational activities, and has no investments in long-term interest-bearing financial assets. consequently the exposure to interest rate fluctuation is low and hedging is deemed unnecessary.
The following table demonstrates the sensitivity to a reasonably possible change in interest rates, with all other variables held constant.
NOK 1000 Increase/ decrease in basic points Effect on profit before tax
2007+100 301
-100 -301
2006+100 430
-100 -430
nOTe 18 financial risK management
82 DATA RESPONS ASA | ANNUAL REPORT 2007
OPERATING REVENuE EbITDA
nOTe 19 government grants
in January 2008 Data Respons ASA acquired 100% of the Swedish company Lundinova AB. NOk 12.7 million was paid for the shares, and additional consideration dependent on the company’s profit performance for the years 2008 and 2009 was agreed. As of 31 January 2008 provisions of NOk 9.3 million have been recognised in respect of the additional consideration.
nOTe 20 events after the balance sheet date
Data Respons has been awarded the following grants by the Research council of Norway in 2007:
Company Project Grant (NOK 1000)
Digitas AS fPgA verification platform and reuse 81
The project is approved as a R&D project covered by the SkattefUNN scheme in accordance with Section 16-40 of the Taxation Act. A total of NOk 241,000 has been allocated to the project, and this has been included in the balance sheet under other receivables. NOk 81,000 has been recognised in the income statement as a reduction in payroll expenses and other operating expenses. Of receivables of NOk 241,000, 161,000 was accrued before the acquisition of Digitas AS was completed in July 2007.
NOK 1000 2007 2006 2005
Operating revenue 696 936 551 908 426 554
cost of goods sold 322 969 265 983 203 876
Payroll expenses 259 876 199 737 145 630
Other operating expenses 57 162 54 903 48 854
EBITDA 56 929 31 285 28 194
Depreciation 5 760 3 474 3 732
Operating profit (EBIT) 51 170 27 811 24 463
Net financial items -510 1 361 682
Profit before tax 50 660 29 172 25 145
NOK 1000 2007 2006 2005 2007 2006 2005
Norway 293 396 233 480 192 738 40 655 29 779 21 315
Sweden 240 006 193 283 139 751 17 890 3 464 6 153
Denmark 153 518 122 014 93 147 14 393 7 350 4 806
germany 16 933 11 344 3 244 -3 390 -2 711 -1 819
Eliminations/corporate -6 918 -8 213 -2 326 -12 619 -6 597 -2 261
Group 696 936 551 908 426 554 56 929 31 285 28 194
nOTe 21 proforma (unaudited)The following tables show the income statement and operating revenue and EBiTDA distributed by primary segment, as if all the acquisitions had been consolidated as of 1 January 2005.
83DATA RESPONS ASA | ANNUAL REPORT 2007
Auditor’s report
84 DATA RESPONS ASA | ANNUAL REPORT 2007
we know
85DATA RESPONS ASA | ANNUAL REPORT 2007
we knowembedded solutions
www.datarespons.com
86 DATA RESPONS ASA | ANNUAL REPORT 2007
nOrWay
asKerDigitas ASErteløkka 3NO-1383 AskerTel.: +47 63 79 11 [email protected]
bergenData respons Norge ASkokstadveien 26NO-5863 BergenTel: +47 55 11 47 80fax: +47 55 11 47 99 [email protected]
KongsbergData respons Norge ASkongsberg NæringsparkNO-3601 kongsbergTel: +47 32 29 94 00fax: +47 32 29 94 40 [email protected]
osloData respons Norge ASSandviksveien 26NO-1323 HØVikTel.: +47 67 11 20 00 fax: + 47 67 11 20 [email protected]
sandviKaData respons Norge ASHamangskogen 60 NO-1338 SandvikaTel.: +47 67 11 20 00 fax: + 47 67 11 20 [email protected]
sKullerudData respons Norge ASOlaf Helsets vei 5NO-0694 OsloTel: +47 22 74 87 00fax: +47 22 74 87 [email protected]
SWeden
gothenburgSyrén Software ABTheres Svenssons gata 10SE-417 55 gÖTEBORgTel.: +46 31 707 1480fax: +46 31 707 1489 [email protected]
linKÖpingData respons ABTeknikringen 1fSE-583 30 LinköpingTel.: +46 13 495 9000 fax: +46 13 495 9001 [email protected]
lundLundinova ABDalbyvägen 1SE-224 60 LundTel.: +46 46 590 0500fax: +46 46 151 [email protected]
stocKholmData respons ABkanalvägen 12infracitySE-194 61 Upplands VäsbyTel.: +46 8 501 688 00fax: +46 8 501 688 01 [email protected]
Sylog Sverige ABfinlandsgatan 62SE-164 74 kiSTATel.: +46 8 750 4900fax: +46 8 750 4962 [email protected]
Syrén Software ABc/o Sylog finlandsgatan 62SE-164 74 kiSTATel.: +46 8 642 [email protected]
denmarK
copenhagenData respons A/SEllekær 6Dk-2730 HerlevTel.: +45 88 32 75 00 fax: +45 88 32 75 01 [email protected]
sKanderborgData respons A/Skrøyer kielbergs Vej 3Dk-8660 SkanderborgTel.: +45 88 32 75 00 fax: +45 88 32 75 01 [email protected]
sØnderborgData respons A/SStenager 2Dk-6400 SønderborgTel.: +45 88 32 75 00 fax: +45 88 32 75 01 [email protected]
Germany
KarlsruheData respons GmbHEmmy-Noether-Str. 11DE-76131 karlsruheTel: +49 721 6105 3210fax: +49 721 6105 [email protected]
Finland
helsinKiData respons OYinnopoli, Tekniikantie 12fi-02150 EspooTel: +358 9 2517 3009fax: +358 9 2517 [email protected]
TaiWan
taipeiData respons18f-6 No. 738chung-cheng Roadchung-Ho city, TaipeiTaiwan 235, R.O.c.Tel: +886 2 8226 2150fax: +886 2 8226 [email protected]
DESigN & TEXTData Respons ASA
PRiNTWera AS
PHOTOSgetty images, iStockPhoto, Bård gudim, Bo mathisen, Jupiterimages, Stein Hen-ningsen, Lucky Look
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