NOK 1 000
|
Note
|
2012
|
2011
|
|||
Cash flows from operating activities
|
||||||
Profit before tax and non-controlling interests
|
3 612 680
|
- 28 065
|
||||
Taxes paid
|
- 63 439
|
- 94 043
|
||||
Depreciation and amortisation
|
452 849
|
404 265
|
||||
Change in value investment properties
|
- 343 335
|
- 83 047
|
||||
Income from investments under the equity method
|
- 87 010
|
- 32 237
|
||||
Net loss/gain on financial investments
|
-2 974 863
|
436 400
|
||||
Net loss/gain on disposals of fixed assets
|
19 446
|
- 4 941
|
||||
Change in inventories
|
- 144 151
|
- 190 069
|
||||
Change in short-term receivables and other current assets
|
- 188 514
|
- 229 964
|
||||
Change in trade payables and other current liabilities
|
- 57 044
|
41 816
|
||||
Change in other long-term debt
|
72 423
|
- 146 570
|
||||
Net cash flows from operating activities
|
299 041
|
73 544
|
||||
Cash flows from investing activities
|
||||||
Proceeds from sale of tangible and intangible assets
|
41 897
|
43 955
|
||||
Purchases of tangible and intangible assets
|
- 514 974
|
- 215 186
|
||||
Net investments in financial investments
|
1 279 319
|
127 815
|
||||
Net investments in investment properties
|
- 123 591
|
- 429 900
|
||||
Busniess combinations, net cash outflow
|
- 48 107
|
- 892 707
|
|
|||
Net other investments
|
106 935
|
- 187 073
|
|
|||
Net cash flows from investing activities
|
741 479
|
-1 553 095
|
||||
Cash flows from financing activities
|
||||||
Change in interest-bearing debt
|
- 942 695
|
1 209 769
|
||||
Dividend paid
|
- 51 717
|
- 12 924
|
||||
Net proceeds from / payments to minorities
|
4 708
|
11 861
|
||||
Net cash flows from financing activities
|
- 989 704
|
1 208 706
|
||||
Change in bank deposits
|
50 816
|
- 270 845
|
||||
Bank deposits at 1 January
|
1 633 181
|
1 904 026
|
||||
Bank deposits at 31 December
|
1 683 997
|
1 633 181
|
NOTE 1
|
GENERAL INFORMATION AND ACCOUNTING PRINCIPLES
|
|||||
General information
|
||||||
Ferd AS is a privately owned Norwegian investment company located in Strandveien 50,Lysaker. The Company is involved in long-term and active ownerships of companies with international potential,and financial activities through investments in a wide range of financial assets.
|
||||||
Ferd is owned by Johan H. Andresen and his family. Andresen is the Chair of the Board.
|
||||||
The Company's financial statements for 2012 were approved by the Board of Directors on 8 April 2013.
|
||||||
Basis for the preparation of the consolidated financial statements
|
||||||
Ferd AS' consolidated financial statements are prepared in accordance with the International Financial Reporting Standards (IFRS) as approved by the EU. This is the first year consolidated financial statements have been prepared for Ferd AS.
|
||||||
Summary of the most significant accounting principles
|
||||||
The most significant accounting principles applied in the preparation of the financial statements are described below. The accounting principles are consistent for similar transactions in the reporting periods presented,if not otherwise stated.
|
||||||
Consolidation and consolidated financial statements
|
||||||
The consolidated financial statements show the overall financial results and the overall financial position for the parent company Ferd AS and entities where Ferd has a direct or indirect controlling influence. A controlling interest normally exists when Ferd AS either directly or by other controlling entities has a stake exceeding 50 % of the voting capital.
|
||||||
Non-controlling interests in subsidiaries are disclosed as part of equity,but separated from the equity that can be attributed to the shareholders of Ferd AS. The non-controlling interests are either measured at fair value or at the proportionate share of identified assets and liabilities.The principle for measuring non-controlling interests is determined separately for each business combination.
|
||||||
Subsidiaries are consolidated from the date when the Group achieves control,and are excluded when such control ceases. Should there be a change in ownership in a subsidiary without loss of control,the change is accounted for as an equity transaction. The difference between the compensation and the carrying value of the non-controlling interests are directly recognised in equity and allocated to the shareholders of Ferd AS. At a loss of control,the subsidiary's assets,liabilities,non-controlling interests and any accumulated currency differences are derecognised. Any remaining interests at the date of loss of control are measured at fair value,and gain or loss is recognised in the income statement.
|
||||||
Inter-company transactions,balances and unrealised internal gains are eliminated. When required,adjustments are made to the financial statements of subsidiaries to bring their accounting principles in line with those used by the Group.
|
||||||
Business combinations
|
||||||
Business combinations are accounted for by the acquisition method. This implies the identification of the acquiring company,the determination of the date for the take-over,the recognition and measurement of identifiable acquired assets,liabilities and any non-controlling interests in the acquired company,and the recognition and measurement of goodwill or gain from an acquisition made on favourable terms.
|
||||||
Assets,liabilities taken over and contingent liabilities taken over or incurred are measured at fair value at the acquisition date. Goodwill is recognised as the total of the fair value of the consideration,including the value of the non-controlling interests and the fair value of former owner’s share,less net identifiable assets in the business combination. Direct costs connected with the acquisition are recognised in the income statement.
|
||||||
Any contingent consideration from the Group is recognised at fair value at the acquisition date. Changes in the value of the contingent consideration considered to be a financial liability pursuant to IAS 39,are recognised in the income statement when incurred. At step-by-step business combinations,the Group’s former stake is measured at fair value at the date of the take-over. Any adjustments in value are recognised in the income statement.
|
||||||
Investments in associates and joint ventures
|
||||||
Associates are entities over which the Group has significant,but not controlling,influence. Significant influence implies that the Group is involved in strategic decisions concerning the company’s finances and operations without controlling these decisions. Significant influence normally exists for investments where the Group holds between 20 % and 50 % of the voting capital. Associates are accounted for in accordance with the equity method in the consolidated financial statements.
|
||||||
A joint venture is a contractual arrangement requiring unanimous agreement between the owners about strategic,financial and operational decisions. Joint ventures are incorporated in the consolidated financial statements using the equity method.
|
||||||
Investments in associates and joint ventures are classified as non-current assets in the balance sheet.
|
||||||
The exemption clause in IAS 28 about using the equity method for investments in associated companies owned by investment entities,and the corresponding exemption in IAS 31 for joint ventures,is the basis for presenting the investments in the business area Ferd Capital. These associates are recognised at fair value with value changes through profit and loss,and are classified as current assets in the balance sheet.
|
||||||
Associates and joint ventures are accounted for using the equity method,which implies that Ferd's share of associates' profit or loss is disclosed on a seperate line in the income statement. The carrying amount of the investment includes the share of total comprehensive income in the associated company. The accounting principles are adjusted to bring them in line with those of the Group. The carrying amount of investments in associates is classified as “Investments in associated companies and joint ventures”,and includes goodwill identified at the date of acquisition,reduced by any subsequent impairments.
|
||||||
Revenue recognition
|
||||||
Revenue is recognised when earned. The Group’s consolidated revenue mainly includes selling goods,rendering IT services and delivering packing systems.
|
||||||
Revenue from the sale of goods is recognised when the Group has transferred to the buyer the significant risks and reward of the ownership,income from the sale can be expected and the amount can be reliably measured. Revenue from the sale of services is recognised according to the service’s level of completion,provided the progress of the service and its income and costs can be reliably measured. Should the contract contain several elements,revenue from each element is recognised separately,provided that the transfer of risk and control can be separately assessed. Contracts concerning the sale of filling machines and packing materials are commercially connected,and revenue is therefore recognised in total for the contract.
|
||||||
Revenue is measured at fair value and presented net of rebates,value added tax and similar taxes.
|
||||||
At the sale of intangible and tangible assets,gain or loss is calculated by comparing the proceeds with the residual value of the sold asset. Calculated gain/loss is included in operating income or expenses,respectively.
|
||||||
Foreign currency translation
|
||||||
Transactions in foreign currency in the individual Group entities are recognised and measured in the functional currency of the entity at the transaction date. Monetary items in foreign currency are translated into the functional currency at the exchange rate prevailing at the balance sheet date. Currency differences are recognised in the income statement with the exception of currency differences on loans in foreign currencies hedging a net investment and inter-company balances considered to be part of the net investment. These differences are recognised in total comprehensive income until the investment is disposed of.
|
||||||
The consolidated financial statements are presented in Norwegian kroner (NOK),which is the functional currency of the parent company. When a subsidiary in foreign currency is consolidated,income and expense items are translated into Norwegian kroner at an average weighted exchange rate throughout the year. For balance sheet items,including excess values and goodwill,the exchange rate prevailing at the balance sheet date is used. Exchange differences arising when consolidating foreign subsidiaries are recognised in total comprehensive income until the subsidiary is disposed of.
|
||||||
Classification of financial instruments
|
||||||
Financial instruments constitute a substantial part of Ferd’s consolidated accounts and are of considerable significance for the overall financial standing and result of the Group. Financial assets and liabilities are recognised when the Group becomes a party to the contractual obligations and rights of the instrument. Pursuant to IAS 39,all Ferd’s financial instruments are initially classified in the following categories:
|
||||||
1. Financial instruments at fair value and with changes in value recognised through profit and loss
|
||||||
2. Loans and receivables
|
||||||
3. Financial liabilities
|
||||||
Financial instruments are classified as held for trading and as part of category 1 if acquired primarily for benefiting from short-term price deviations. Derivatives are classified as held for trading unless they are part of a hedging instrument,another asset or liability. Assets held for trading are classified as current assets.
|
||||||
Pursuant to the “fair value option” in IAS 39,financial instruments can also be classified at fair value with changes in value recognised in the income statement. The instrument must initially be recognised at fair value with value changes through profit and loss and also meet certain criteria. The key assumption for applying the “fair value option” is that a group of financial assets and liabilities are managed on a fair value basis,and that management evaluates the earnings following the same principle.
|
||||||
Loans and receivables are non-derivative financial assets with fixed or determinable payments not quoted in an active market. They are classified as current assets,unless they are expected to be realised more than 12 months after the balance sheet date. Loans and receivables are presented as trade receivables,other receivables and bank deposits in the balance sheet.
|
||||||
Financial liabilities that are not included in the category held for trading and not measured at “fair value through profit and loss” are classified as other liabilities.
|
||||||
Recognition,measurement and presentation of financial instruments in the income statement and statement of financial position
|
||||||
Purchases and sales of financial instrument transactions are recognised on the date of the agreement,which is when the Group has made a commitment to buy or dispose of the financial instrument. Financial instruments are derecognised when the contractual rights to the cash flows from the asset expire or have been transferred to another party. Correspondingly,financial instruments are derecognised when the Group on the whole has transferred the risk and reqard of the ownership.
|
||||||
Financial instruments at “fair value through profit and loss” are initially measured at quoted prices at the balance sheet date or estimated on the basis of measurable market information available at the balance sheet date. Transaction costs are recognised in profit or loss. In subsequent periods,the financial instruments are presented at fair value based on market values or generally accepted calculation methods.
|
||||||
Loans and financial liabilities are initially measured at fair value with the addition of direct transactions costs. In subsequent periods,the assets and liabilities are measured at amortised cost by using the effective interest method. Loss on impairment of loans and receivables is recognised in the income statement.
|
||||||
Gain and loss from the realisation of financial instruments,changes in fair values and interest income are recognised in the income statement in the period they arise. Dividend income is recognised when the Group has established the right to receive payment. Net finance income related to financial instruments is classified as operating income and presented as “Income from financial investments” in the income statement.
|
||||||
Financial derivatives and hedge accounting
|
||||||
The Group applies financial derivatives to reduce any potential loss from exposures to unfavourable changes in exchange rates or interest rates. Financial derivatives related to a highly probable planned transaction (cash flow hedges) are recognised in accordance with the principles for hedge accounting when the hedge has been documented and meets the relevant requirements for effectiveness. Ferd is not applying hedge acounting of derivatives aquired to reduce risk in an asset or liabilities recognised in the balance sheet. Derivatives not qualified for hedge accounting are classified as financial instruments at fair value,and changes in value are recognised in the income statement.
|
||||||
Cash flow hedging is presented by recognising a change in fair value of the financial derivative applied as cash flow hedging in total comprehensive income until the underlying transaction is accounted for. The ineffective portion of the hedge is recognised immediately in profit or loss.
|
||||||
When the hedge instrument expires or is disposed of,the planned transaction is carried out,or when the hedge no longer meets the criteria for hedge accounting,the accumulated effect of the hedging is recognised in the income statement.
|
||||||
Income taxes
|
||||||
The income tax expense includes tax payable and changes in deferred tax. Income tax on balances recognised in other income and expenses in total comprehensive income is also set-off against other income and expenses in total comprehensive income,and tax on balances related to equity transactions are set off against equity.
|
||||||
The tax payable for the period is calculated according to the tax rates and regulations ruling at the end of the reporting period.
|
||||||
Deferred tax is calculated on temporary differences between carrying values and tax values of assets and liabilities. Deferred tax liabilities associated with the initial recognition of goodwill in business combinations are not carried in the balance sheet. No deferred tax is recognised on those investment properties at fair value that are expected to be sold as limited companies and thereby not setting off any tax liability.
|
||||||
Deferred tax assets are only recognised in the balance sheet to the extent that it is probable that there will be sufficient taxable profits to utilise the benefits of the tax reducing temporary differences. Deferred tax liabilities and assets are calculated according to the tax rates and regulations ruling at the end of the reporting period and at nominal amounts. Deferred tax liabilities and assets are recognised net when the Group has a legal right to net assets and liabilities.
|
||||||
Goodwill
|
||||||
Goodwill is the difference between the cost of an acquisition and the fair value of the Group’s share of net assets in the acquired business at the acquisition date. Goodwill arising on the acquisition of subsidiaries is classified as intangible assets.
|
||||||
Goodwill is tested for impairment annually,or more often if there are indications of impairment,and carried at cost less accumulated depreciation. Impairment losses are not reversed in subsequent periods. Goodwill arising on the acquisition of a share in an associate is included in the carrying amount of the investment and tested for impairment as part of the carrying amount of the investment. Gain or loss arising from the realisation of a business includes goodwill allocated to the business sold. For the purpose of impairment testing,goodwill is allocated to the relevant cash-generating units or groups of cash-generating units that are expected to benefit from the synergies of the combinations.
|
||||||
Intangible assets
|
||||||
Intangible assets acquired separately are initially carried at cost. Intangible assets acquired in a business combination are recognised at their fair value at the time of the combination. In subsequent periods,intangible costs are recognised at cost less accumulated depreciation and impairment.
|
||||||
Intangible assets with a definite economic life are depreciated over their expected useful life. Normally,straight-line depreciation methods are applied,as this generally reflects the use of the assets in the most appropriate manner. This applies for intangible assets like software,customer relations,patents and rights and capitalised development costs. Intangible assets with an indefinite life are not depreciated,but tested for impairment annually. Some of the Group’s capitalised brands have indefinite economic lives.
|
||||||
Research,development and other in-house generated intangible assets
|
||||||
Expenses relating to research activities are recognised in the income statement as they arise.
|
||||||
In-house generated intangible assets arising from development are recognised in the balance sheet only if the following conditions are met:
|
||||||
• The asset can be identified.
|
||||||
• It is probable that the asset will generate future cash flows.
|
||||||
• The development costs can be reliably measured.
|
||||||
In-house generated intangible assets are amortised over their estimated useful lives from the date when the assets are available for use. If the conditions for capitalisation are not met,the expenses are recognised in the income statement as incurred.
|
||||||
Property,plant and equipment
|
||||||
Property,plant and equipment are measured at cost less accumulated depreciation and impairment. The cost includes expenses directly attributable to the acquisition of the asset. Expenses incurred after the acquisition are recognised as assets when future economic benefits are expected to arise from the asset and can be reliably measured. Current maintenance is expensed.
|
||||||
Property,plant and equipment are depreciated systematically over their expected useful lives,normally on a straight-line basis. If indications of impairment exist,the asset is tested for impairment.
|
||||||
Impairment
|
||||||
Property,plant and equipment and intangible assets that are depreciated are considered for impairment when there are indications to the effect that future earnings cannot support the carrying amount. Intangible assets with undefined useful lives and goodwill are depreciated,but evaluated annually for impairment.
|
||||||
The difference between the carrying value and recoverable amount is charged to the income statement as a write-down. The recoverable amount is the higher of an asset's fair value less costs to sell and its value in use. Fair value less costs to less is the amount that can be recovered at a sale of an asset in a transaction performed at arm’s length between well informed and voluntary parties,less costs to sell. The value in use is the present value of future cash flows expected to be generated by an asset or a cash-generating unit. Impairment losses are subsequently reversed when the impairment indicator no longer exists.
|
||||||
Leasing
|
||||||
Leases are classified either as operating or finance leases based on the actual content of the agreements. Leases under which the lessee assumes a substantial part of risk and return are classified as finance leases. Other leases are classified as operating leases.
|
||||||
The object and liability of finance leases with the Group as the lessee is initially recognised at the lower of the object’s fair value and the present value of the minimum lease. Lease payments are apportioned between the liability and finance cost in order to achieve a constant rate of interest on the remaining balance of the liability. Capitalised leased assets are depreciated over the shorter of the estimated useful life of the asset and the lease term,provided that the Group will not assume ownership by the end of the lease term.
|
||||||
Finance leases with the Group as the lessor are initially recognised at the beginning of the period as a receivable equal to the Group’s net investment in the lease agreement. The lease payments are apportioned between the repayment of the main balance and finance income. The finance income is calculated and recognised as a constant periodical return on the net investment over the lease period. Direct costs incurred in connection with the lease agreement are included in the value of the asset.
|
||||||
Leasing costs in operating leases are charged to the income statement when incurred and are classified as other operating expenses.
|
||||||
Investment property
|
||||||
Investment properties are acquired to achieve long-term return on hiring or an increase in value,or both. Properties are measured at cost at the acquisition date,including transaction costs. In subsequent periods,investment properties are measured at fair value,based on market prices. The fair value of investment properties reflects,i.a.,rental income from existing lease contracts and the expectation of the future rental income based on the market situation on the balance sheet date.
|
||||||
Revenue from investment properties includes the period’s net change in value of the properties together with rental income of the period less property related costs in the same period.
|
||||||
Inventories
|
||||||
Inventories are stated at the lower of cost and net realisable value. The costs of inventories are determined on a first-in-first-out basis. The cost of finished goods and goods in progress consists of costs related to product design,consumption of materials,direct wages and other direct costs. The net realisable value is the estimated selling price less estimated variable expenses for completion and sale.
|
||||||
Accounts receivable and other receivables
|
||||||
Current receivables are initially recognised at fair value. In subsequent periods,provisions for actual and possible losses are considered. The Group reviews the receivables on a regular basis and prepares estimates for losses as a basis for the provisions in the balance sheet.
|
||||||
Cash and cash equivalents
|
||||||
Cash and cash equivalents include cash,bank deposits and other short-term and easily realisable investments that will fall due within 3 months. Restricted funds are also included. Drawings on bank overdraft are presented as current liabilities in the balance sheet. In the statement of cash flows,the overdraft facility is included in cash and cash equivalents.
|
||||||
Pension costs and pension funds/obligations
|
||||||
Defined benefit plans
|
||||||
A defined benefit plan is a pension scheme defining the pension payment an employee will receive at the time of retirement. The pension is normally determined as a part of the employee's salary. The Group's net obligation from defined benefit pension plans is calculated separately for each scheme. The obligation represents an estimate of future retirement benefits that the employees have earned at the balance sheet date as a concequence of their service in the present and former periods. The benefits are discounted to present value reduced by the fair value of the pension funds.
|
||||||
The net pension cost of the period is included in payroll costs and comprises the total of the benefits earned during the year,the interest cost on the liability,the expected return of the pension funds and the accrued social security tax. Positive and negative estimate deviations are recognised as other income and expenses in the statement of comprehensive income.
|
||||||
Changes in defined benefit obligations due to changes in pension schemes are recognised over the estimated average remaining service period when the changes are not immediately recognised. Gain or loss on a curtailment or settlement of a plan is recognised in the income statement when the curtailment or settlement occurs. A curtailment occurs when the Group decides to reduce significantly the number of employees covered by a plan or amends the terms of a defined benefit plan to the effect that a significant part of the current employees’ future earnings no longer qualify for benefits or will qualify for reduced benefits only.
|
||||||
Defined contribution plans
|
||||||
Contributions to defined contribution pension plans are recognised as expenses in the income statement when the employees have rendered services entitling them to the contributions.
|
||||||
Provisions
|
||||||
A provision is recognised when the Group has an obligation as a result of a previous event,it is probable that a financial settlement will take place and the amount can be reliably measured. The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period,discounted at present value.
|
||||||
Current liabilities
|
||||||
Accounts payable and other current liabilities are initially recognised at fair value and subsequently measured at amortised cost. Accounts payable and liabilities are classified as current when they fall due within 12 months after the balance sheet date or are integrated in the Company’s ordinary operating activities.
|
||||||
Dividend
|
||||||
Dividend proposed by the Board is classified as equity and recognised as a liability when approved by the shareholders in a General Meeting.
|
||||||
Business areas
|
||||||
Ferd reports business areas in line with how Ferd's management makes,monitors and evaluates its decisions. The segments are identified based on whose results are regularly reviewed by management and used for allocation of capital and other resorces,and assess performance.
|
||||||
Cash flow statement
|
||||||
The cash flow statement has been prepared using the indirect method,implying that the basis used is the Group’s profit before tax to present cash flows generated by operating activities,investing activities and financing activities respectively.
|
||||||
Related parties
|
||||||
Parties are considered to be related when one of the parties has the control,joint control or significant influence over another party. Parties are also related if they are subject to a third party’s control,or one party can be subject to significant influence and the other joint control. A person or member of a person’s family is related when he or she has control,joint control or significant influence over the business. Companies controlled by or being under joint control by key executives are also considered to be related parties. All related party transactions are completed in accordance with written agreements and established principles.
|
||||||
New accounting standards according to IFRS
|
||||||
The financial statements have been prepared in accordance with standards approved by the International Accounting Standards Board (IASB) and International Financial Reporting Standards - Interpretations Committee (IFRIC) effective for accounting years starting on 1 January 2012 or earlier.
|
||||||
New and amended standards implemented by Ferd effective from the accounting year 2012:
|
||||||
Amendments to IAS 1 Presentation of Financial Statements
|
||||||
The amendments only concern presentation and include a requirement to group income and expenses in total comprehensive income on the basis of whether there is a potential for reclassifying them to the income statement or not. The amendment has had an impact on the presentation of comprehensive income and the statement of changes in equity.
|
||||||
Amendment to IFRS 7 Financial Instruments - disclosures
|
||||||
The amendment concerns disclosure requirements in connection with transfers of financial assets where the Group still has an involvement. The amendment has no significant or very limited impact for Ferd.
|
||||||
Amendment to IAS 12 Income Taxes
|
||||||
Under the amendments the measurement of deferred tax liability is required to reflect the tax consequences of recovering the carrying amount of an investment property entirely through sale. The change has implied that Ferd no longer recognises deferred tax on investment properties,as it is assumed that all sales of investment properties are made as sales of shares and thereby not setting-off any tax liability.
|
||||||
New and amended standards not yet implemented by Ferd:
|
||||||
Amendments to IAS 19 Employee Benefits
|
||||||
In the changed IAS 19,the ”corridor method” is not allowed for the recognition of estimate deviations. Estimate deviations shalI in their entirety be recognised in the statement of comprehensive income in the period they arise. Ferd does not apply the corridor method,hence this change has no impact for Ferd. The amended IAS 19 also has a new approach to presenting pensions. The pension earnings shall be presented in the income statement as salary expenses,whereas net interest can be included in finance items. In addition,net interest in benefit schemes shall be calculated by applying the discount interest rate on the net obligation,i.e.,the pension obligation less earned funds. This implies that return no longer shall be calculated on the funds. The changes are effective for accounting years starting on 1 January 2013. Ferd expects to implement the amended standard from this date.
|
||||||
Amendment to IFRS 7 Financial Instruments - disclosures
|
||||||
The amendment implies that enterprises must provide a number of quantitative information related to setting-off financial assets against financial liabilities. The amendment is effective for accounting years starting on 1 January 2013. Ferd expects to implement the changed standard from this date,but the changes are expected to have no or very limited impact for Ferd AS.
|
||||||
Amendments to IAS 32 Financial Instruments – presentation
|
||||||
IAS 32 has been amended to clarify the set-off requirements in the standard. The changes become effective for annual periods beginning on 1 January 2014. The Group expects to implement the amended standard from this date,but the changes are expected to have no or very limited impact for Ferd.
|
||||||
IFRS 9 Financial instruments
|
||||||
IFRS 9 will replace the current IAS 39. The project is divided in several phases. The first phase concerns classification and measurement and has been finalised by IASB. The classification and measurement requirements for financial liabilities in IAS 39 are continued,with the exception of financial liabilities recognised at fair value with changes in value through profit and loss (the fair value option),where changes in value connected with a company’s own credit risk is separated and recognised in other income and expenses in total comprehensive income. Phase 2 concerns impairment of financial instruments and phase 3 hedge accounting,but neither has so far been completed by IASB. IFRS 9 is effective for accounting years starting on 1 January 2015,but the standard has not yet been approved by the EU. Ferd expects to implement IFRS 9 starting on 1 January 2015. Those parts of IFRS 9 that have been completed so far,have relatively limited consequences for Ferd.
|
||||||
IFRS 10 Consolidated Financial statements
|
||||||
IFRS 10 replaces the portion of IAS 27 Consolidated and Separate Financial Statements that addresses the accounting for consolidated financial statements and SIC-12 Consolidation — Special Purpose Entities. IFRS 10 establishes a single control model that applies to all entities. The content of the term “control” is somewhat changed compared to IAS 27. IFRS 10 becomes effective for annual periods beginning on or after 1 January 2014 (earlier adoption is allowed),and the standard has been approved by the EU. In addition,IASB has issued a proposal for amending IFRS 10 concerning an exemption to consolidate investment entities. The amendmends are also expected to be effective from 1 Januar 2014. Ferd expects to implement IFRS 10 starting on 1 January 2014,but the changes are expected to have very limited consequences for Ferd.
|
||||||
IFRS 11 Joint Arrangement
|
||||||
IFRS 11 replaces IAS 31 Interests in Joint Ventures and SIC-13 Jointly-controlled Entities — Non-monetary Contributions by Venturers. IFRS 11 concerns joint arrangements and have guidelines for accounting for two different types of joint arrangements – joint operations and joint ventures. According to IFRS 11,joint ventures shall be accounted for using the equity method pursuant to IAS 28. IFRS 11 becomes effective for annual periods beginning on or after 1 January 2014,and the EU has approved the standard. Ferd intends to implement IFRS 10 starting on 1 January 2014. Ferd must analyse all joint arrangements to clarify whether there are any arrangements qualifying to be joint activities,but Ferd expects that the consequences from applying IFRS 11 will be limited.
|
||||||
IFRS 12 Disclosure of Interests in Other Entities
|
||||||
IFRS 12 applies to enterprises with interests in companies that are consolidated,and companies not consolidated,but in which the enterprise nevertheless is engaged. IFRS 12 combines the disclosure requirements for subsidiaries,joint arrangements,associates and non-consolidated entities into one standard. IFRS 12 becomes effective for annual periods beginning on or after 1 January 2014 (earlier adoption is allowed),and the standard has been approved by the EU. Ferd expects to implement IFRS 12 starting on 1 January 2014,and the implementation will have an impact on Ferd's notes to the financial statements as a consequence of increased information requirements.
|
||||||
IFRS 13 Fair Value Measurement
|
||||||
The standard specifies principles and guidance for measuring fair value on assets and liabilities. The objective of the standard has been to establish a single source of guidance under IFRS for all fair value measurements,with a view to ensuring a common definition of fair value across all other standards and provide a uniform guidance to measuring fair value. IFRS 13 becomes effective for annual periods beginning on or after 1 January 2014 (earlier adoption is allowed),and the EU has approved the standard. Ferd expects to implement IFRS 13 starting on 1 January 2014,but it is not expected that the clarifications in IFRS 13 will have any significant consequences for Ferd.
|
||||||
Amendments to IAS 27 Separate Financial Statements (revised)
|
||||||
As a consequence of the new IFRS 10 and IFRS 12,amendments were made to IAS 27 coordinating this standard with the new accounting standards. IFRS 10 replaced those parts of IAS 27 that concerned consolidated financial statements. IAS 27 is now limited to accounting for the financial statements of the parent company,and will therefore not apply for the group accounts when implemented. The changes become effective for annual periods beginning on or after 1 January 2014,and the standard has been approved by the EU. Ferd expects to implement the amended standard starting on 1 January 2014.
|
||||||
Amendments to IAS 28 Investments in Associates and Joint Ventures (revised)
|
||||||
IAS 28 has been extended to include investments in joint ventures. The standard describes the accounting for such investments and how to apply the equity method. The changes become effective for annual periods beginning on or after 1 January 2014,and the standard has been approved by the EU. The Group expects to implement IFRS 10 starting on 1 January 2014,but the consequences are expected to be insignificant,as Ferd presently applies the equity method on joint ventures.
|
NOTE 2
|
ACCOUNTING ESTIMATES AND JUDGMENTAL CONSIDERATIONS
|
|||||
Management has used estimates and assumptions in the preparation of the consolidated financial statements. This applies for assets, liabilities, income, expenses and disclosures. The underlying estimates and assumptions for valuations are based on historical experience and other factors considered to be relevant for the estimate on the balance sheet date. Estimates can differ from actual results. Changes in accounting estimates are recognised in the period they arise. The main balances where estimates have a significant impact on disclosed values are mentioned below. The methods for estimating fair value on financial assets are also described below.
|
||||||
Determination of the fair value of financial assets
|
||||||
The balance sheet of the Ferd Group includes a large part of financial assets at fair value. The fair value assessment of financial assets will at varying degrees be influenced by estimates and assumptions related to factors like future cash flows, the required rate of return and interest rate level. The most significant uncertainty concerns the determination of fair value of the unlisted financial assets.
|
||||||
Listed shares
|
||||||
Fair value on financial assets with standard terms traded in active and liquid markets are determined at noted market prices on the balance sheet date (the official closing price of the market).
|
||||||
Unlisted shares and investments in other equity instruments
|
||||||
The class “Unlisted shares and bonds” comprises private shares and investments in private equity funds. Fair value is determined by applying well-known valuation models. The input to the valuation models is related to future estimates and assessments of a number of factors existing on the balance sheet date.
|
||||||
Ferd is of the opinion that estimates of fair value reflect estimates and assumptions that the parties in an independent transaction are expected to consider relevant, including the factors impacting expected cash flows and the degree of risk associated with them.
|
||||||
Hedge funds
|
||||||
The hedge funds are managed by external parties providing Ferd with monthly, quarterly or half-yearly estimates of the fair value. The estimates are verified by independent administrators. In addition, the total return from the funds is assessed for reasonableness against benchmark indices.
|
||||||
Investments in debt instruments
|
||||||
The fair value of interest-bearing investments is determined on the basis of quoted prices. If such prices are not available, the investment is valued in accordance with price models based on the current yield curve and external credit ratings.
|
||||||
Derivatives
|
||||||
The fair value of derivatives is based on quoted market prices. If such prices are not available, the investment is valued in accordance with price models based on the current yield curve and external credit ratings.
|
||||||
Determination of the fair value of investment properties
|
||||||
The Ferd Group has several investment properties recognised at fair value. The fair value is based on the discounted value of future cash flows, and the estimate will be impacted by estimated future cash flows and the required rate of return. The main principles for determining the cash flows and required rates of return are described below.
|
||||||
Future cash flows are based on the following factors:
|
||||||
• Existing contracts
|
||||||
• Expected future rentals
|
||||||
• Expected vacancies
|
||||||
The required rate of return is based on a risk-free interest with the addition of a risk premium for the property.
|
||||||
The risk premium is based on:
|
||||||
• Location
|
||||||
• Standard
|
||||||
• Expected market development
|
||||||
• Rent level compared to the rest of the market
|
||||||
• The tenant’s financial strength
|
||||||
• Property specific knowledge
|
||||||
In the event that transactions concerning comparable properties close to the balance sheet date have taken place, these values are applied as a cross-reference for the valuation.
|
||||||
Impairment considerations of goodwill
|
||||||
Goodwill is tested annually for impairment by discounting expected future cash flows of the cash-generating unit to which goodwill is allocated. If the discounted value of future cash flows is lower than the carrying value, goodwill is written down to the recoverable amount. The impairment tests are based on assumptions of future expected cash flows and estimates of the discount interest rate.
|
||||||
Note 8 has details on the impairment considerations for goodwill .
|
||||||
Depreciation and impairment of tangible and intangible assets
|
||||||
Tangible and intangible assets with definite lives are recognised at cost. The acquisition cost less the residual value is depreciated over the expected useful economic life. The carrying values will depend on the the Group’s estimates on useful lives and residual values. These assumptions are estimated on the basis of experience, history and judgemental considerations. The estimates are adjusted if the expectations change.
|
||||||
Testing for impairment is undertaken when indicators of a permanent decline in value of tangible or intangible assets are identified. These tests are based on estimates and assumptions on future cash flows and discount interest rate.
|
||||||
Pension funds and obligations
|
||||||
The calculation of pension obligations implies the use of judgements and estimates on a number of financial and demographical assumptions. Note 17 has details on the assumptions used. Changes in assumptions can result in significant changes in pension obligations and funds in the balance sheet.
|
||||||
Deferred tax assets
|
||||||
Deferred tax assets of tax losses to carry forward and other tax-reducing differences are recognised in the balance sheet to the extent that it is probable that the deferred tax assets can be utilised against future taxable income. Management is required to use significant judgement to determine the size of the deferred tax assets recognised in the balance sheet, the basis being the expectation of the future taxable income, the expected time for utilising the deferred tax asset and future tax planning strategies.
|
||||||
Provision for losses on receivables
|
||||||
The provision for losses on receivables is estimated on the risk for not recovering the outstanding amounts due. The assessment is based on historical experience, the aging of the receivable and the counterparty’s financial situation.
|
NOTE 3
|
BUSINESS AREAS
|
||||||
Ferd's segment reporting complies with IFRS 8. Ferd is an investment company, and the Company's management makes decisions and monitors and evaluates these decisions based on the fair value of the Company's investments and their changes in value. The operating segments are identified on the basis of capital and resource allocation. Ferd is divided into the following five business areas:
|
|||||||
Ferd Capital is an active and long-term investor in privately owned and listed companies. Ferd has a general approach to investments in the area going from late-venture to "buy-out". Those companies where Ferd Capital has control have been consolidated into the consolidated financial statements, and the business area reporting therefore comprises the consolidated results from these companies, as well as the value changes and management costs of the non-consolidated companies. The value of the investments and the value changes are shown in the accounts of Ferd AS, where Ferd Capital reports MNOK 1 640 in operating result. The value of Ferd Capital's portfolio constitutes MNOK 6 342 at 31 December 2011 and MNOK 8 913 at 31 December 2012 measured at fair value.
|
|||||||
Ferd Capital prioritises investments in companies where we have the relevant expertise. The team comprises highly qualified staff with operational experience from active owner funds, manufacturing, business development, finance and strategic consultancy. Ferd Capital manages the Group's long-term active equity investments, the largest investments being:
|
|||||||
- Elopak (97 percent stake) is one of the world's leading manufacturers of packing systems for fluid food articles. With an organisation and cooperating partners in more than 40 countries, the company's products are sold and marketed in more than 100 countries on all continents.
|
|||||||
- TeleComputing (97 percent stake) is a leading supplier of IT services to small and medium-sized enterprises in Norway and Sweden. The company supplies a broad range of netbased applications and customised operating and outsourcing services in addition to system development, customer assistance and other consultancy services.
|
|||||||
- Swix Sport (100 percent stake) is developing, manufacturing and marketing ski wax, ski poles, accessories and textiles for sporting and active leasure time use under the brands Swix, Ulvang and Bavac, Toko, Original and Lundhags. The company has extensive operations in Norway as well as abroad through subsidiaries in, i.a., Sweden, USA, Japan and Germany.
|
|||||||
- Mestergruppen (94,5 percent stake) is a prominent participant in the Norwegian building materials market concentrating on the professional part of the market. The company's operations include developing land and projects, housing and cottages and the sale of building materials.
|
|||||||
- Aibel (49 percent stake) is a leading supplier to the international upstream and gas industry with the emphasis on the Norwegian shelf. The company is engaged in operating, maintaining and modifying offshore and land based plants, and is also supplying complete production and processing installations.
|
|||||||
- Interwell (34 percent stakel) is a preeminent Norwegian supplier of high-tech well tools to the international oil and gas industry. The company's most important market is the Norwegian shelf, but it has in recent years also gained access to several significant markets internatinally both in Europe and the Middle-East.
|
|||||||
Ferd Invest is an active investor managing a considerable portfolio of Nordic listed shares. The business area primarily invests in individual shares, which are assumed to have a large potential, and is measured against a total Nordic index.
|
|||||||
Ferd Special Investments (SI) has a wide mandate to make investments, but so far only hedge fund in the second-hand market have been purchased. SI makes investments where Ferd achieves particular opportunities other investors are not able to utilise, either due to the requirement for capital, long-term conditions or other.
|
|||||||
Ferd Hedgefond invests in various types of hedge funds managed by hedge fund environments abroad. The business area shall provide a satisfactory risk-adjusted return and ensure a risk diversification for Ferd.
|
|||||||
Ferd Eiendom is an active property investor responsible for the Group's investments in property. Operations include developing, leasing and managing office, warehouse and logistic properties and developing housing property for sale, mainly in the Oslo area. The projects are partly carried out internally, partly together with selected external cooperating partners. Ferd Eiendom also invests in foreign property funds.
|
|||||||
Other mainly comprises investments in externally managed private equity funds that do no require much daily follow-up and are monitored by management rather than allocated to a separate business area. Hence, these securities are part of Other. Other also comprises some financial instruments management may acquire to adjust the total risk exposure. Additionally, operating expenses related to Ferd's management and internal bank are included .
|
|||||||
NOK 1 000
|
Ferd AS
Group
|
Ferd
Capital
|
Ferd
Invest
|
Ferd Special
Investments
|
Ferd
Hedgefond
|
Ferd
Eiendom
|
Other
|
Result 2012
|
|||||||
Sales income
|
10 465 326
|
10 464 382
|
|
|
|
944
|
|
Income from financial investments
|
3 234 991
|
1 081 221
|
654 655
|
182 447
|
137 678
|
- 52 774
|
1 231 764
|
Other income
|
483 836
|
39 445
|
|
|
|
444 082
|
310
|
Operating income
|
14 184 153
|
11 585 048
|
654 655
|
182 447
|
137 678
|
392 252
|
1 232 074
|
Operating expenses excl. depreciation and impairment
|
9 872 908
|
9 719 959
|
23 928
|
12 852
|
8 255
|
39 845
|
68 069
|
EBITDA
|
4 311 246
|
1 865 089
|
630 727
|
169 595
|
129 422
|
352 407
|
1 164 005
|
Depreciation and impairment
|
452 849
|
451 398
|
77
|
58
|
37
|
368
|
911
|
Operating profit
|
3 858 396
|
1 413 691
|
630 650
|
169 537
|
129 385
|
352 039
|
1 163 094
|
Share of profit from associated companies and joint ventures
|
87 010
|
56 965
|
|
|
|
30 045
|
|
Profit before finance items and income tax expense
|
3 945 406
|
1 470 656
|
630 650
|
169 537
|
129 385
|
382 083
|
1 163 094
|
Statement of financial position 31 December 2012
|
|||||||
Intangible assets
|
1 731 348
|
1 731 348
|
|
|
|
|
|
Tangible assets and investment properties
|
3 377 888
|
1 381 850
|
117
|
|
442
|
1 991 498
|
3 981
|
Investments accounted for by the equity method
|
599 321
|
258 732
|
|
|
|
340 590
|
|
Investments classified as current asset
|
15 388 186
|
4 140 076
|
3 473 772
|
1 480 585
|
1 607 396
|
319
|
4 686 039
|
Other assets*
|
5 439 300
|
3 982 241
|
52 839
|
291 122
|
79 027
|
296 752
|
737 320
|
Total assets
|
26 536 044
|
11 494 246
|
3 526 728
|
1 771 707
|
1 686 865
|
2 629 158
|
5 427 340
|
*) The business area's net bank overdraft are included here and deducted from the other assets.
|
|||||||
NOK 1 000
|
Ferd AS
Group
|
Ferd
Capital
|
Ferd
Invest
|
Ferd Special
Investments
|
Ferd
Hedgefond
|
Ferd
Eiendom
|
Other
|
Income statement 2011
|
|||||||
Sales income
|
9 320 120
|
9 320 120
|
|
|
|
|
|
Income from financial investments
|
- 314 447
|
301 789
|
- 654 377
|
130 931
|
- 59 005
|
|
- 33 785
|
Other income
|
141 956
|
15 855
|
|
|
20
|
125 261
|
820
|
Operating income
|
9 147 629
|
9 637 763
|
- 654 377
|
130 931
|
- 58 985
|
125 261
|
- 32 964
|
Operating expenses
|
8 612 814
|
8 492 366
|
7 895
|
15 823
|
10 425
|
45 535
|
40 772
|
EBITDA
|
534 815
|
1 145 398
|
- 662 272
|
115 108
|
- 69 410
|
79 727
|
- 73 736
|
Depreciation and impairment
|
374 168
|
373 122
|
77
|
61
|
54
|
292
|
561
|
Operating profit
|
160 647
|
772 276
|
- 662 349
|
115 047
|
- 69 464
|
79 434
|
- 74 296
|
Income on investments accounted for by the equity method
|
32 237
|
12 082
|
|
|
|
20 155
|
|
Profit before finance items and income tax expense
|
192 884
|
784 358
|
- 662 349
|
115 047
|
- 69 464
|
99 589
|
- 74 296
|
Statement of financial position 31 December 2011
|
|||||||
Intangible assets
|
1 751 449
|
1 751 449
|
|
|
|
|
|
Tangible assets and investment properties
|
2 956 514
|
1 433 015
|
194
|
|
537
|
1 519 070
|
3 698
|
Investments accounted for by the equity method
|
657 004
|
329 130
|
|
|
|
311 406
|
16 468
|
Investments classified as current asset
|
13 476 441
|
3 028 666
|
2 938 422
|
1 395 973
|
1 492 666
|
476
|
4 620 239
|
Other assets*
|
5 226 231
|
4 437 450
|
|
99 332
|
69 814
|
132 781
|
486 853
|
Total assets
|
24 067 639
|
10 979 711
|
2 938 616
|
1 495 305
|
1 563 016
|
1 963 733
|
5 127 258
|
*) The business area's net bank overdraft are included here and deducted from the other assets.
|
NOTE 4
|
GEOGRAPHICAL ALLOCATION OF REVENUES
|
||
NOK 1 000
|
2012
|
2011
|
|
Norway
|
4 084 030
|
2 931 817
|
|
Sweden
|
1 042 339
|
745 450
|
|
Germany
|
942 905
|
921 506
|
|
Netherlands
|
477 232
|
415 217
|
|
USA
|
385 779
|
132 359
|
|
Russia
|
376 298
|
381 975
|
|
Canada
|
365 511
|
643 480
|
|
Austria
|
349 948
|
401 044
|
|
Denmark
|
282 573
|
404 971
|
|
Spain
|
233 214
|
210 139
|
|
Great Britain
|
213 881
|
290 790
|
|
France
|
186 094
|
419 192
|
|
Rest of the world
|
1 525 522
|
1 422 182
|
|
Total revenue
|
10 465 326
|
9 320 120
|
|
Sales revenues are allocated on the basis of where the customers live.
|
NOTE 5
|
INCOME FROM FINANCIAL INVESTMENTS
|
||
Income from financial investments by the varous investments categories:
|
|||
NOK 1 000
|
2012
|
2011
|
|
Listed shares
|
576 907
|
- 680 555
|
|
Unlisted shares and investments in other equity instruments
|
2 349 321
|
299 469
|
|
Hedge funds
|
50 099
|
53 105
|
|
Investments in debt instruments
|
258 664
|
13 534
|
|
Total income from financial investments
|
3 234 991
|
- 314 447
|
NOTE 6
|
SALARIES AND REMUNERATIONS
|
|||||||
NOK 1 000
|
2012
|
2011
|
||||||
Salaries
|
1 797 351
|
1 456 274
|
||||||
Social security tax
|
230 146
|
207 117
|
||||||
Pension costs (note 17)
|
81 520
|
52 502
|
||||||
Other benefits
|
56 217
|
88 491
|
||||||
Total
|
2 165 234
|
1 804 384
|
||||||
Average number of man-labour years
|
3 570
|
3 486
|
||||||
Salary and remuneration to group management
|
||||||||
2012
|
2011
|
|||||||
NOK 1 000
|
Salary
|
Bonus
|
Benefits
in kind
|
Pension
|
Salary
|
Bonus
|
Benefits in
kind
|
Pension
|
Group CEO, Johan H. Andresen
(from 1 Jan. 2012 until 30 Sept. 2012)
|
991
|
140
|
|
1 312
|
|
149
|
|
|
Group CEO, John Giverholt
(from 1 Oct. 2012 until 31 Dec. 2012)
|
825
|
51
|
228
|
|||||
Other members of group management
(from 1 Jan. 2012 until 30 Sept. 2012)
|
5 917
|
907
|
546
|
2 132
|
7 122
|
6 656
|
490
|
2 268
|
Other members of group management
(from 1 Oct. 2012 until 31 Dec. 2012)
|
1 125
|
82
|
682
|
|||||
Sum
|
8 858
|
907
|
819
|
3 042
|
8 434
|
6 656
|
639
|
2 268
|
Ferd's group management has changed considerably during 2012. Dag Opedal resigned from group management in the spring of 2012. Effective from 1 October, Ferd was reorganised, and Johan H. Andresen and Arthur Sletteberg resigned from group management. Tom Erik Myrland became Chief Investment Director and Erik Rosness Chief Financial Officer. Former CFO,John Giverholt, became the new Group Chief Executive Officer. The above remunerations represent payment up until 1 October for the former group management and after 1 October for the new.
|
||||||||
The Group CEO's bonus scheme is limited to one year's salary. Bonus is based on the results achieved in the Group.
|
||||||||
The Group CEO participates in Ferd's collective pension schemes and is thereby entitled to a defined benefit pension. He also has an additional arrangement for a pension basis higher than 12 G and and an early retirement pension scheme giving him the opportunity to retire when he is 65.
|
||||||||
The Group CEO is entitled to 9 months pay after termination of employment if he has to resign from his position.
|
||||||||
Ferd AS has a receivable on the CEO of NOK 600 000, which is subject to interest on market based terms. Ferd has adequate security for the loan. The loan has no defined instalment plan.
|
||||||||
Fees to the Board
|
||||||||
No specific fees have been paid for board positions in Ferd AS.
|
NOTE 7
|
INTANGIBLE ASSETS
|
|||||
NOK 1 000
|
2012
|
2011
|
||||
Goodwill (note 8)
|
1 013 715
|
1 044 102
|
||||
Other intangible assets
|
717 633
|
707 347
|
||||
Carrying amount at 31 December
|
1 731 348
|
1 751 449
|
|
|||
2012
|
||||||
NOK 1 000
|
Software
|
Brands
|
Patents
and rights
|
Capitalised
development
costs
|
Customer
relations
|
Total
|
Cost at 1 January
|
295 468
|
136 376
|
225 659
|
74 578
|
409 609
|
1 141 691
|
Additions
|
19 272
|
37 462
|
123
|
40 152
|
20 940
|
117 949
|
Disposals
|
- 1 836
|
|
|
|
|
- 1 836
|
Exchange difference
|
- 4 116
|
- 12 085
|
- 4 478
|
- 20 679
|
||
Cost at 31 December
|
308 788
|
173 838
|
213 697
|
110 252
|
430 550
|
1 237 125
|
Acc. amortisation and impairment at 1 January
|
231 853
|
2 680
|
169 730
|
8 832
|
21 250
|
434 345
|
Additions of amortisations at acquisitions
|
|
|||||
Current year amortisation charge
|
38 886
|
4 020
|
28 270
|
- 6 598
|
46 639
|
111 217
|
Disposals
|
- 1 836
|
|
|
|
- 1 836
|
|
Exchange differences
|
- 14 850
|
- 9 384
|
- 24 234
|
|||
Accumulated amortisation at 31 December
|
251 077
|
6 700
|
188 616
|
2 234
|
67 889
|
516 516
|
Accumulated impairment at 31 December
|
2 976
|
2 976
|
||||
|
||||||
Carrying amount at 31 December
|
54 735
|
167 138
|
25 081
|
108 018
|
362 661
|
717 633
|
Economic life
|
3-5 years
|
> 20 years to indefinite
|
3-10 years
|
10 years
|
10-15 years
|
|
Amortisation method
|
Straight-line
|
Straight-line
|
Straight-line
|
Straight-line
|
Straight-line
|
|
2011
|
||||||
NOK 1 000
|
Software
|
Brands
|
Patents
and rights
|
Capitalised
development
costs
|
Customer
relations
|
Total
|
Cost at 1 January
|
265 214
|
55 976
|
226 276
|
43 490
|
|
590 957
|
Additions
|
30 237
|
80 400
|
|
31 396
|
409 609
|
551 642
|
Disposals
|
- 62
|
|
|
|
|
- 62
|
Exchange difference
|
79
|
|
- 617
|
- 308
|
|
- 846
|
Cost at 31 December
|
295 468
|
136 376
|
225 659
|
74 578
|
409 609
|
1 141 691
|
Acc. amortisation and impairment at 1 January
|
227 608
|
|
164 043
|
8 832
|
400 483
|
|
Additions of amortisations at acquisitions
|
|
|
|
|
|
|
Current year amortisation charge
|
7 052
|
2 680
|
6 048
|
21 250
|
37 030
|
|
Disposals
|
- 2 976
|
|
|
|
|
- 2 976
|
Exchange differences
|
169
|
|
- 361
|
|
|
- 192
|
Accumulated amortisation at 31 December
|
228 877
|
2 680
|
169 730
|
8 832
|
21 250
|
434 344
|
Accumulated impairment at 31 December
|
2 976
|
|
||||
|
||||||
Carrying amount at 31 December
|
63 615
|
133 696
|
55 930
|
65 746
|
388 360
|
707 347
|
Economic life
|
3-5 years
|
> 20 years to indefinite
|
3-10 years
|
10 years
|
10-15 years
|
|
Amortisation method
|
Straight-line
|
Straight-line
|
Straight-line
|
Straight-line
|
Straight-line
|
|
Research and development
|
||||||
Costs expensed to research and development in fiscal year 2012 totalled MNOK 118. The corresponding cost for 2011 was MNOK 114.
|
NOTE 8
|
GOODWILL AND INFORMATION ON BUSINESS COMBINATIONS
|
||||||||||||
Pursuant to IFRS 3 Business combinations, the net assets of acquired companies have been assessed at fair value at the acquisition date. The remaining part of the consideration after allocating the consideration to identifiable assets and liabilities, is recognised as goodwill. The table below shows the values and movements in the the various goodwill items in the Group.
|
|||||||||||||
2012
|
|||||||||||||
NOK 1 000
|
Norrwin AB
(Lundhags)
|
Alf Valde
|
Elopak Europa
|
Seco Invest
(TeleComputing)
|
Total
|
||||||||
Cost at 1 January
|
470 719
|
621 776
|
1 092 495
|
||||||||||
Additions
|
1 385
|
16 053
|
|
17 438
|
|||||||||
Disposals
|
|
- 27 807
|
- 27 807
|
||||||||||
Exchange differences
|
- 22 148
|
- 22 148
|
|||||||||||
Cost at 31 December
|
1 385
|
16 053
|
448 571
|
593 969
|
1 059 978
|
||||||||
Accumulated impairment at 1 January
|
48 393
|
|
48 393
|
||||||||||
Impairment
|
563
|
|
|
563
|
|||||||||
Disposal of subsidiary
|
|
|
|||||||||||
Exchange differences
|
- 2 693
|
|
- 2 693
|
||||||||||
Accumulated impairment at 31 December
|
563
|
45 700
|
|
46 263
|
|||||||||
Carrying amount at 31 December
|
1 385
|
15 490
|
402 871
|
593 969
|
1 013 715
|
||||||||
Changes in 2012:
|
|||||||||||||
In 2012, Ferd (through Swix) has acquired Norrwin AB and Original Teamwear AS with accounting effect from 1 January 2012. The acquisitions have increased intangible assets (brands and patents) by a total of MNOK 37,6 (note 7), in addition to goodwill amounting to appr. one million. The cost of the shares in Norrwin AB constituted MNOK 66,8, whereas the shares in Original Teamwear AS were purchased in two steps. Original was an associate with a carrying value of MNOK 8,8 at the beginning of 2012, and in addition MNOK 28,4 were paid in 2012. The companies have contributed to Ferd's consolidated financial statements with MNOK 142 in turnover and MNOK 19 in profit before tax in 2012.
|
|||||||||||||
During 2012, Ferd (through Mestergruppen) acquired Alf Valde AS with accounting effect from 1 July 2012. The acquisition has increased Ferd's goodwill by MNOK 16. The cost for the shares constituted MNOK 23. Alf Valde has contributed to Ferd's consolidated financial statements with MNOK 33 in turnover og MNOK 2 in profit before tax in 2012.
|
|||||||||||||
There are minor changes in the purchase price allocations of Mestergruppen and Telecomputing (acquisitions in 2011). The changes have resulted in a reduction in goodwill of MNOK 28, whereas customer relations have increased by MNOK 20 (note 7).
|
|||||||||||||
2011
|
|||||||||||||
NOK 1 000
|
Elopak Europa
|
Seco Invest
(TeleComputing)
|
Total
|
||||||||||
Cost at 1 January
|
472 282
|
472 282
|
|||||||||||
Additions
|
|
621 776
|
621 776
|
||||||||||
Disposals
|
|
|
|||||||||||
Exchange differences
|
- 1 563
|
- 1 563
|
|||||||||||
Cost at 31 December
|
470 719
|
621 776
|
1 092 495
|
||||||||||
Accumulated impairment at 1 January
|
48 590
|
|
48 590
|
||||||||||
Impairment
|
|
|
|
||||||||||
Disposal of subsidiary
|
|
|
|||||||||||
Exchange differences
|
- 197
|
|
- 197
|
||||||||||
Accumulated impairment at 31 December
|
48 393
|
|
48 393
|
||||||||||
Carrying amount at 31 December
|
422 326
|
621 776
|
1 044 102
|
||||||||||
Changes in 2011:
|
|||||||||||||
In 2011, Ferd acquired Mestergruppen and the Telecomputing Group (Seco Invest), effective from 1 May 2011.
|
|||||||||||||
The acquisition of Telecomputing has increased the Group's goodwill by MNOK 622. Before the acquisition, Ferd had a stake of 46 % and recognised the investment in Telecomputing at fair value. The acquisition of Telecomputing has also increased intangible assets of MNOK 134,8 in customer relations and MNOK 80,4 in brands as well as minor additions of patents and rights (note 7). The cost of Ferd's shares in Telecomputing was MNOK 461. The acquisition of Telecomputing has contributed positively to the Group's result before tax with MNOK 85,2 in 2011.
|
|||||||||||||
The acquisition of Mestergruppen has increased the Group's carrying amount of customer relations by MNOK 230,1 (note 7). The cost of Ferd's shares in Mestergruppen was MNOK 396. Mestergruppen has contributed to the Group's result before tax with MNOK 83,6 in 2011.
|
|||||||||||||
Impairment testing for goodwill:
|
|||||||||||||
Goodwill is allocated to the Group's cash generating units, and is tested for impairment annually or more frequently if there are indications of impairment. Testing for impairment implies determining the recoverable amount of the cash generating unit. The recoverable amount is determined by discounting future expected cash flows, based on the cash generating unit's business plans. The discount rate applied to the future cash flows is based on the Group's weighted average cost of capital (WACC), adjusted to the market's appreciation of the risk factors for each cash generating unit. Growth rates are used to project cash flows beyond the periods covered by the business plans.
|
|||||||||||||
Cash generating units
|
|||||||||||||
The goodwill items specified above are mainly related related to Elopak and Telecomputing, in addition to two minor goodwill items related to new acquisitions in 2012 in the sub-groups Swix and Mestergruppen.
|
|||||||||||||
Goodwill related to Elopak is allocated to the cash generating unit Europe, which consists of Elopak's European markets, including the internal production and supply organisation. This goodwill has a carrying value of MNOK 302 at 31 December 2012. The rationale for determining Europe as one cash-generating unit is the inherent dynamics of this market. The trend is that customers are merging, and have easy access to the supply in Europe. Elopak adapts to its customers by distributing the production of cartons for the various markets according to the optimal production efficiency in Europe. The historical geographical criteria for production and demands from customers are no longer as important. As a consequence of this development, the split of margins along Elopak's value chain will be subject to change from one year to another. Hence, one European business unit will be the best indicator for assessing any impairment of goodwill.
|
|||||||||||||
Goodwill related to Telecomputing concerns Telecomputing's operations in Norway and Sweden. The goodwill has a carrying amount of MNOK 594 as at 31 December 2012. For impairment purposes, Telecomputing is considered to be one cash generating unit due to similar activities.
|
|||||||||||||
Goodwill in Mestergruppen concerns the acquisition of Alf Valde in 2012. The goodwill amounts to MNOK 16 and is considered as a separate cash generating unit at impairment testing. This goodwill has not been tested for impairment in 2012.
|
|||||||||||||
Impairment testing and assumptions:
|
|||||||||||||
The recoverable amount for the cash generating unit is calculated on the basis of the present value of expected cash flows. The cash flows are based on assumptions about future sales volumes, selling prices and direct costs. These assumptions are based on historical experience from the market, adopted budgets and the Group's expectations of market changes. Having carried out impairment testing, the Group does not expect significant changes in current trade. This implies that expected future cash flows mainly are a continuation of observed trends.
|
|||||||||||||
Determined cash flows are discounted at a discount interest rate. The rate applied and other assumptions are shown below.
|
|||||||||||||
Calculated recoverable amounts in the impairment tests are positive, and based on the tests, the conclusion is that no impairment is required in2012. The inherent uncertainty connected with the assumptions on which the impairment testing is based is illustrated by sensitivity analyses. The conclusions are tested for changes in discount and growth rates. The sensitivity analyses show robust conclusions for impairment testing.
|
|||||||||||||
Detailed description of the assumptions used:
|
|||||||||||||
Discount rate after tax (WACC)
|
Discount rate before tax
|
Growth rate 2-5 years
|
Long-term growth rate
|
||||||||||
2012
|
2011
|
2012
|
2011
|
2012
|
2011
|
2012
|
2011
|
||||||
Europe
|
4,5 %
|
5,4 %
|
6,3 %
|
7,5 %
|
2,0 %
|
2,0 %
|
0,0 %
|
0,0 %
|
|||||
Seco Invest
|
5,8 %
|
6,4 %
|
6,5 %
|
7,2 %
|
2,0 %
|
2,0 %
|
2,5 %
|
2,0 %
|
|||||
The discount rate reflects the market's assessment of the risk specific to the cash generating unit. The rate is based on the weighted average cost of capital for the industry. This rate has been further adjusted to reflect the specific risk factors related to the cash generating unit, which has not been reflected in the cash flows.
|
|||||||||||||
The average growth rate in the period 2 to 5 years is based on Ferd's expectations for the development in the market in which the business operates. Ferd uses a stable growth rate to extrapolate the cash flows beyond 5 years.
|
|||||||||||||
EBITDA represents operating profit before depreciation and is based on the expected future market development. Committed operating efficiency improvement measures are taken into account. Changes in the outcomes for these initiatives may influence future estimated EBITDA.
|
|||||||||||||
Investment costs necessary to meet expected future growth are taken into account. Based on management's assessment, the estimated investment costs do not include investments that improve the current assets' performance. The related cash flows are treated correspondingly.
|
NOTE 9
|
TANGIBLE ASSETS
|
|||
2012
|
||||
NOK 1 000
|
Buildings and
property
|
Machines and
installations
|
Fixtures and
equipment
|
Total
|
Cost at 1 January
|
416 174
|
3 699 376
|
230 081
|
4 345 631
|
Additions
|
34 771
|
361 125
|
15 204
|
411 100
|
Disposals
|
- 24 756
|
- 211 006
|
- 8 528
|
- 244 290
|
Exchange differences
|
- 15 702
|
- 151 859
|
- 6 247
|
- 173 808
|
Cost at 31 December
|
410 487
|
3 697 636
|
230 510
|
4 338 633
|
Accumulated depreciation and impairment at 1 January
|
262 631
|
2 462 125
|
179 288
|
2 904 044
|
Accumulated depreciation on acquisition
|
|
|||
Depreciation of the year
|
13 937
|
303 885
|
20 849
|
338 671
|
Impairment of the year
|
2 394
|
4
|
2 398
|
|
Derecognised depreciation
|
- 17 427
|
- 158 558
|
- 6 605
|
- 182 590
|
Exchange differences
|
- 10 993
|
- 103 868
|
- 5 064
|
- 119 925
|
Accumulated depreciation at 31 December
|
248 148
|
2 505 978
|
188 472
|
2 942 598
|
Accumulated impairment at 31 December
|
2 100
|
26 462
|
238
|
28 800
|
Carrying amount at 31 December
|
162 339
|
1 191 658
|
42 038
|
1 396 035
|
Estimated economic life of depreciable assets
|
5-50 years
|
5-15 years
|
3-13 years
|
|
Amortisation method
|
Straight-line
|
Straight-line
|
Straight-line
|
|
2011
|
||||
NOK 1 000
|
Buildings and
property
|
Machines and
installations
|
Fixtures and
equipment
|
Total
|
Cost at 1 January
|
364 009
|
3 025 470
|
206 413
|
3 595 892
|
Additions
|
64 673
|
868 063
|
53 642
|
986 378
|
Disposals
|
- 12 381
|
- 167 840
|
- 29 401
|
- 209 622
|
Exchange differences
|
- 127
|
- 26 317
|
- 573
|
- 27 017
|
Cost at 31 December
|
416 174
|
3 699 376
|
230 081
|
4 345 631
|
Accumulated depreciation and impairment at 1 January
|
239 655
|
2 047 317
|
148 514
|
2 435 486
|
Accumulated depreciation on acquisition
|
10 379
|
258 067
|
27 350
|
295 796
|
Depreciation of the year
|
13 763
|
303 449
|
21 329
|
338 541
|
Impairment of the year
|
2 112
|
- 539
|
|
1 573
|
Derecognised depreciation
|
- 3 439
|
- 131 305
|
- 17 500
|
- 152 244
|
Exchange differences
|
161
|
- 14 864
|
- 405
|
- 15 108
|
Accumulated depreciation at 31 December
|
262 631
|
2 462 125
|
179 288
|
2 904 044
|
Accumulated impairment at 31 December
|
2 265
|
25 449
|
246
|
27 960
|
Carrying amount at 31 December
|
153 543
|
1 237 251
|
50 793
|
1 441 587
|
Estimated economic life of depreciable assets
|
5-50 years
|
5-15 years
|
3-13 years
|
|
Amortisation method
|
Straight-line
|
Straight-line
|
Straight-line
|
NOTE 10
|
OTHER OPERATING EXPENSES
|
||
NOK 1 000
|
2012
|
2011
|
|
Sales and administration costs
|
164 519
|
109 950
|
|
Lease of buildings etc.
|
213 686
|
109 781
|
|
Travel expenses
|
139 040
|
159 849
|
|
Losses and change in write-downs of trade receivables
|
16 362
|
8 215
|
|
Fees to auditors, lawyers, consultants
|
130 080
|
120 976
|
|
Other expenses
|
425 750
|
442 447
|
|
Total
|
1 089 437
|
951 218
|
NOTE 11
|
AUDIT FEES
|
|||||
Ernst & Young is Ferd's Group auditor. Some minor Group companies are audited by other audit firms.
|
||||||
NOK 1 000
|
Audit fee
|
Other
assurance
services
|
Tax services
|
Other
non-audit
services
|
Total
|
|
2012
|
||||||
Ernst & Young
|
8 891
|
451
|
790
|
2 271
|
12 403
|
|
Others
|
471
|
17
|
74
|
11
|
573
|
|
Total
|
9 362
|
468
|
864
|
2 282
|
12 976
|
|
2011
|
||||||
Ernst & Young
|
8 245
|
66
|
270
|
5 359
|
13 939
|
|
Others
|
408
|
|
456
|
76
|
940
|
|
Total
|
8 653
|
66
|
726
|
5 435
|
14 879
|
|
Fees are exclusive of VAT.
|
||||||
Other non-audit services mainly comprise due diligence services and assistance in the facilitation and quality assurance of data in connection with Ferd's implementation of a new consolidation tool. All amounts are exclusive of VAT.
|
NOTE 12
|
INVESTMENTS IN ASSOCIATED COMPANIES AND JOINT VENTURES
|
|||||||
Associates and joint ventures are accounted for using the equity method.
|
||||||||
A list of all associates and joint ventures and shareholdings is presented in note 20.
|
||||||||
2012
|
||||||||
NOK 1 000
|
Al-Obeikan Elopak factory for Packaging Co
|
Elopak South Africa Ltd
|
Lala Elopak S.A. de C.V.
|
Tiedemanns-
byen DA
|
Harbert European Real Estate Fund II
|
Harbert European Real Estate Fund III
|
Others
|
Total
|
Ownership and voting share
|
49 %
|
50 %
|
49 %
|
50 %
|
26 %
|
22 %
|
||
Cost at 1 January
|
54 100
|
25 692
|
153 093
|
106 768
|
133 253
|
44 000
|
111 910
|
628 815
|
Share of result at 1 January
|
62 782
|
55 316
|
83 685
|
2 332
|
37 020
|
4 721
|
- 3 106
|
242 750
|
Accumulated impairment of goodwill at 1 January
|
- 12 600
|
- 2 200
|
|
|
|
|
- 1 085
|
- 15 885
|
Transfer from the company
|
- 15 308
|
- 26 029
|
- 61 827
|
|
- 13 342
|
|
- 5 865
|
- 122 371
|
Net exchange differences/eliminations
|
- 21 143
|
- 11 918
|
- 28 348
|
|
- 3 053
|
- 293
|
- 11 551
|
- 76 306
|
Carrying amount at 1 January
|
67 831
|
40 861
|
146 603
|
109 100
|
153 877
|
48 428
|
90 303
|
657 004
|
Additions
|
35 664
|
14 464
|
50 128
|
|||||
Disposals
|
- 41 373
|
- 21 251
|
- 28 523
|
- 25 300
|
- 116 447
|
|||
Sale during the year
|
|
|
||||||
Share of the result of the year*
|
13 960
|
5 599
|
17 215
|
6 641
|
17 074
|
6 331
|
- 2 615
|
64 204
|
Transfers from the company
|
- 14 571
|
- 23 136
|
|
- 37 707
|
||||
Net exchange differences/eliminations
|
- 8 873
|
- 5 087
|
- 1 058
|
- 2 843
|
- 17 861
|
|||
Carrying amount at 31 December
|
58 347
|
|
139 624
|
115 741
|
149 700
|
61 900
|
74 009
|
599 321
|
*) Gain on the sale of Elopak South Africa Ltd constitutes 22 806.
|
||||||||
2011
|
||||||||
NOK 1 000
|
Al-Obeikan Elopak factory for Packaging Co
|
Elopak South Africa Ltd
|
Lala Elopak S.A. de C.V.
|
Tiedemanns-
byen DA
|
Harbert European Real Estate Fund II
|
Harbert European Real Estate Fund III
|
Others
|
Total
|
Ownership and voting share
|
49 %
|
50 %
|
49 %
|
50 %
|
26 %
|
22 %
|
||
Cost at 1 January
|
54 100
|
25 692
|
153 093
|
106 768
|
122 284
|
122 277
|
584 214
|
|
Share of result at 1 January
|
88 667
|
45 921
|
57 653
|
|
23 918
|
- 11 011
|
205 148
|
|
Accumulated impairment of goodwill at 1 January
|
- 12 600
|
- 2 200
|
|
|
|
- 1 085
|
- 15 885
|
|
Transfer from the company
|
- 15 308
|
- 9 697
|
- 13 342
|
- 5 865
|
- 44 212
|
|||
Net exchange differences/eliminations
|
- 21 616
|
- 2 501
|
- 8 684
|
|
|
- 11 178
|
- 43 979
|
|
Carrying amount at 1 January
|
93 243
|
57 215
|
202 062
|
106 768
|
132 860
|
|
93 138
|
685 286
|
Additions
|
|
|
|
|
10 969
|
44 000
|
67 807
|
122 775
|
Disposals
|
- 45 271
|
- 45 271
|
||||||
Sale during the year
|
|
|
|
|
|
- 27 803
|
- 27 803
|
|
Share of the result of the year
|
- 25 885
|
9 395
|
26 032
|
2 332
|
13 102
|
4 721
|
2 540
|
32 237
|
Impairment of goodwill
|
|
|
|
|
|
|
|
|
Transfers from the company
|
- 16 332
|
- 61 827
|
|
|
- 78 159
|
|||
Recognised directly in equity
|
|
|
||||||
Net exchange differences/eliminations
|
473
|
- 9 417
|
- 19 664
|
|
- 3 053
|
- 293
|
- 108
|
- 32 062
|
Carrying amount at 31 December
|
67 831
|
40 861
|
146 603
|
109 100
|
153 877
|
48 428
|
90 303
|
657 004
|
The table below shows a summary of financial information related to Ferd's largest investments in associates and joint ventures on a 100 percent basis. The stated figures represent fiscal year 2012. The figures are unaudited.
|
||||||||
NOK 1 000
|
Al-Obeikan Elopak factory for Packaging Co
|
Elopak South Africa Ltd
|
Lala Elopak S.A. de C.V.
|
Tiedemanns-
byen DA
|
Harbert European Real Estate Fund II
|
Harbert European Real Estate Fund III
|
||
Operating revenue
|
215 520
|
40 765
|
230 347
|
475 665
|
30 084
|
127 037
|
||
Operating profit
|
19 262
|
7 828
|
28 130
|
40 910
|
21 684
|
74 494
|
||
Profit after tax and minority
|
13 960
|
5 599
|
17 215
|
20 589
|
26 957
|
78 810
|
||
Total assets
|
158 368
|
160 727
|
779 634
|
582 150
|
663 970
|
|||
Total liabilities
|
109 943
|
47 368
|
549 007
|
563
|
28 573
|
|||
Ownership share, transactions and balances with enterprises accounted for by the equity method:
|
||||||||
Stake/voting share
|
Sales from equity investees to Ferd
|
Ferd's net receivables / payables towards equity investees
|
Ferd's guarantees to equity investees
|
|||||
NOK 1 000
|
2012
|
2012
|
2011
|
2012
|
2011
|
2012
|
2011
|
|
Al-Obeikan Elopak factory for Packaging Co
|
49,0 %
|
|
|
26 992
|
77 734
|
105 642
|
62 857
|
|
Boreal GmbH
|
20,0 %
|
|
|
|
|
|
|
|
Elocap Ltd.
|
50,0 %
|
94 249
|
126
|
- 8 419
|
- 11 815
|
|||
Elopak South Africa Ltd
|
50,0 %
|
|
22 156
|
|
|
|||
Frogn Næringspark AS
|
50,0 %
|
|||||||
Harbert European Real Estate Fund II
|
25,9 %
|
|
|
|
|
|||
Harbert European Real Estate Fund III
|
22,2 %
|
|
|
|
|
|||
Hunstad Sør Tomteselskap AS
|
31,6 %
|
|
|
|
|
|
|
|
Impresora Del Yaque
|
51,0 %
|
10 424
|
23 488
|
1 243
|
||||
Kråkeland Hytteservice AS
|
33,5 %
|
|
|
|
|
|
|
|
Lala Elopak S.A. de C.V.
|
49,0 %
|
20 182
|
825
|
2 659
|
2 224
|
|
|
|
Lofoten Tomteselskap AS
|
35,0 %
|
|
|
|
|
|
||
Madla Byutvikling AS
|
33,3 %
|
|
|
|
|
|
|
|
Nordic Material Purchase AB
|
50,0 %
|
|
|
|
|
|
|
|
Original AS
|
20,0 %
|
|
|
|
|
|||
Solheim Byutviklingselskap AS
|
33,1 %
|
|
|
|
|
|
|
|
Tastarustå Byutvikling AS
|
33,3 %
|
|
|
|
|
|
|
|
Tiedemannsbyen DA
|
50,0 %
|
|
|
|
|
|||
Total
|
114 431
|
11 375
|
44 720
|
91 542
|
105 642
|
62 857
|
NOTE 13
|
SPECIFICATION OF FINANCE INCOME AND EXPENSE
|
||
Finance income
|
|||
NOK 1 000
|
2012
|
2011
|
|
Interest income from bank deposits
|
78 598
|
28 982
|
|
Interest income from related parties
|
63 794
|
12 608
|
|
Other interest income
|
23 893
|
3 227
|
|
Foreign exchange gain and other finance income
|
66 311
|
10 258
|
|
Total
|
232 597
|
55 075
|
|
Finance expense
|
|||
NOK 1 000
|
2012
|
2011
|
|
Interest expense to finance institutions
|
210 701
|
172 992
|
|
Interest expense to related parties
|
17 658
|
12 921
|
|
Other interest expense
|
72 871
|
60 224
|
|
Foreign exchange loss and other finance expenses
|
264 092
|
29 887
|
|
Total
|
565 323
|
276 024
|
|
None of the financial items originate from financial instruments measured at fair value.
|
NOTE 14
|
INCOME TAXES
|
|
Specification of income tax expense
|
||
NOK 1 000
|
2012
|
2011
|
Tax payable of net profit
|
||
Income tax payable for the year
|
138 917
|
63 635
|
Adjustments of prior periods
|
8 826
|
- 5 387
|
Total tax payable
|
147 743
|
58 248
|
Deferred tax expense
|
||
Change in deferred tax recognised in the income statement
|
34 990
|
- 24 645
|
Effects of changes in tax rates and prior years' taxes
|
3 881
|
678
|
Total deferred tax
|
38 872
|
- 23 967
|
Income tax expense
|
186 615
|
34 280
|
Reconciliation of nominal to effective tax rate
|
||
NOK 1 000
|
2012
|
2011
|
Profit before tax
|
3 612 680
|
- 28 065
|
Estimated income tax expense at nominal tax rate (28 %)
|
1 011 550
|
- 7 858
|
Losses and other deductions without any net tax effect
|
7 039
|
- 11 518
|
Non-taxable income related to securities
|
- 810 164
|
87 992
|
Other non-taxable income, incl. value changes in investment property
|
- 26 049
|
- 43 594
|
Effect of changes in tax legislation and tax rates
|
- 268
|
- 1 704
|
Adjustment of prior periods
|
12 707
|
- 4 598
|
Tax effect of other permanent differences
|
- 8 201
|
15 561
|
Income tax expense
|
186 615
|
34 280
|
Effective tax rate
|
5,2 %
|
-122,1 %
|
|
||
Tax recognised in other comprehensive income
|
||
NOK 1 000
|
2012
|
2011
|
Actuarial losses on pension obligations
|
959
|
14 333
|
Cash flow hedges
|
2 378
|
10 458
|
Total tax recognised in other comprehensive income
|
3 337
|
24 791
|
Deferred tax assets and liabilities
|
||
NOK 1 000
|
2012
|
2011
|
Inventories
|
21 414
|
24 899
|
Receivables
|
6 678
|
6 510
|
Stocks and bonds
|
10 636
|
- 23 622
|
Other differences
|
32 266
|
- 78 658
|
Fixed assets
|
- 153 123
|
- 37 867
|
Intangible assets
|
- 128 457
|
- 107 403
|
Net pensions
|
65 931
|
70 207
|
Tax losses to carry forward
|
190 785
|
223 341
|
Total
|
46 130
|
77 409
|
Unrecognised deferred tax assets
|
- 233 373
|
- 252 294
|
Net carrying value at 31 December of deferred tax assets (+)/liabilities (-)
|
- 187 243
|
- 174 885
|
Deferred tax assets are reviewed on each balance sheet date, and is reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow for a part or all of the deferred tax asset to be utilised.
|
||
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period when the liability shall be settled or the asset be realised, based on tax rates and legislation prevailing at the balance sheet date.
|
||
Tax losses to carry forward, gross
|
||
NOK 1 000
|
2012
|
|
2013
|
10 071
|
|
2014
|
12 445
|
|
2015
|
13 794
|
|
After 2015
|
232 136
|
|
Without expiration
|
623 832
|
|
Total tax losses to carry forward
|
892 278
|
|
Change in net deferred tax in balance sheet
|
||
NOK 1 000
|
2012
|
2011
|
Carrying value at 1 January
|
- 174 885
|
- 109 394
|
Currency differences
|
- 1 529
|
1 546
|
Acquisition of subsidiary
|
- 30 464
|
- 98 882
|
Recognised in income statement during the period
|
- 38 872
|
23 967
|
Tax recognised in other comprehensive income
|
3 337
|
24 791
|
Other changes *
|
55 170
|
- 16 913
|
Carrying value at 31 December
|
- 187 243
|
- 174 885
|
*) Other changes mainly relate to implementation effects, the tax effect of internal gains and corrections of previous years' errors.
|
NOTE 15
|
INVESTMENTS IN SHARES WITH OWNERSHIP IN EXCESS OF 10 %
|
|
Subsidiaries
|
Business office
|
Ownership
|
Det Oversøiske Compagnie AS
|
Bærum
|
100,0 %
|
Elopak AS med datterselskaper
|
Røyken
|
97,2 %
|
Ferd Aibel Holding AS
|
Bærum
|
100,0 %
|
Ferd Eiendom AS med datterselskaper
|
Bærum
|
100,0 %
|
Norse Crown Company Ltd. AS
|
Bærum
|
100,0 %
|
Swix Sport AS med datterselskaper
|
Oslo
|
100,0 %
|
Ferd Malta Holdings Ltd
|
Malta
|
100,0 %
|
FC Well Invest AS
|
Bærum
|
100,0 %
|
FC-Invest AS
|
Bærum
|
100,0 %
|
Seco Invest AS med datterselskaper (Telecomputing)
|
Asker
|
96,1 %
|
Ferd Capital Partners AS
|
Bærum
|
100,0 %
|
Ferd Sosiale Entreprenører AS
|
Bærum
|
100,0 %
|
Ferd MG Holding AS
|
Bærum
|
96,6 %
|
Mestergruppen AS med datterselskaper
|
Oslo
|
91,3 %
|
Kapole II AS
|
Bærum
|
18,2 %
|
Joint ventures
|
||
Impresora del Yaque
|
Dominican Republic
|
51,0 %
|
Elocap Ltd
|
Israel
|
50,0 %
|
Frogn Næringspark AS
|
Trondheim
|
50,0 %
|
Associated companies
|
||
Al-Obeikan Elopak factory for Packaging Co
|
Saudi Arabia
|
49,0 %
|
Elopak South Africa Ltd
|
South Africa
|
50,0 %
|
Lala Elopak S.A. de C.V.
|
Mexico
|
49,0 %
|
Harbert European Real Estate Fund II
|
London
|
25,9 %
|
Harbert European Real Estate Fund III
|
London
|
9,8 %
|
Tiedemannsbyen DA
|
Oslo
|
50,0 %
|
Lofoten Tomteselskap AS
|
Bodø
|
35,0 %
|
Hunstad Sør Tomteselskap AS
|
Bodø
|
31,6 %
|
Tastarustå Byutvikling AS
|
Stavanger
|
33,3 %
|
Madla Byutvikling AS
|
Stavanger
|
33,3 %
|
Boreal GmbH
|
Germany
|
20,0 %
|
Solheim Byutviklingselskap AS
|
Stavanger
|
33,3 %
|
Kråkeland Hytteservice AS
|
Sirdal
|
33,5 %
|
Sirdal Boligutleie
|
Klepp
|
7,0 %
|
Financial non-current assets with more than 10 % ownership
|
||
Herkules Capital I AS
|
40,0 %
|
|
NMI AS
|
12,5 %
|
|
Financial current assets with more than 10 % ownership
|
||
ARKeX Ltd
|
17,3 %
|
|
Bidco Holding AS (Aibel)
|
49,0 %
|
|
CF Engine AS
|
37,9 %
|
|
Energy Ventures AS
|
31,8 %
|
|
Energy Ventures IS
|
19,1 %
|
|
Energy Ventures II AS
|
26,0 %
|
|
Energy Ventures II KS
|
22,1 %
|
|
Energy Ventures III AS
|
25,0 %
|
|
Energy Ventures III GP LP
|
25,0 %
|
|
Energy Ventures III LP
|
18,7 %
|
|
Eniram Ltd
|
27,6 %
|
|
Help Forsikring AS
|
17,0 %
|
|
Herkules Private Equity Fund I (GP-I) Ltd
|
40,0 %
|
|
Herkules Private Equity Fund I (GP-II) Ltd
|
40,0 %
|
|
Herkules Private Equity Fund I (LP-I) Limited
|
76,1 %
|
|
Herkules Private Equity Fund II (GP-I) Ltd
|
40,0 %
|
|
Herkules Private Equity Fund II (GP-II) Ltd
|
40,0 %
|
|
Herkules Private Equity Fund II (LP-I) Limited
|
74,5 %
|
|
Herkules Private Equity Fund III (GP-I) Ltd
|
4,2 %
|
|
Herkules Private Equity Fund III (GP-II) Ltd
|
4,2 %
|
|
Herkules Private Equity Fund III (LP-I) Limited
|
25,1 %
|
|
Intera Fund I
|
12,0 %
|
|
Interwell AS
|
34,0 %
|
|
Marical Inc
|
22,4 %
|
|
Napatech AS
|
39,8 %
|
|
NRP Fleetfinance IV D.I.S
|
20,0 %
|
|
SPV Herkules II LP
|
81,5 %
|
|
Streaming Media AS
|
16,6 %
|
|
The Cloud Ltd
|
14,8 %
|
|
Vensafe ASA
|
18,5 %
|
NOTE 16
|
INVESTMENT PROPERTY
|
||
Investment property
|
|||
NOK 1 000
|
2012
|
2011
|
|
Balance at 1 January
|
1 514 927
|
684 778
|
|
Acquisitions
|
65 136
|
499 285
|
|
Additions through improvements
|
65 418
|
291 814
|
|
Disposals
|
- 6 963
|
- 13 900
|
|
Net change in investment property valuation
|
343 335
|
52 950
|
|
Carrying amount at 31 December
|
1 981 853
|
1 514 927
|
|
Income from investment property
|
|||
NOK 1 000
|
2012
|
2011
|
|
Rental income from properties
|
98 850
|
59 743
|
|
Costs directly attributable to the investment properties
|
- 6 472
|
- 7 304
|
|
Net change in property revaluation
|
343 335
|
52 950
|
|
Total
|
435 713
|
105 389
|
|
The fair value of investment property
|
|||
The investment properties are measured at fair value. Fair value is the amount for which an asset could be traded between knowledgeable, voluntary parties in an arm's length transaction. Market prices are considered when determining the market rent and required rate of return.
|
|||
All of the Group's investment properties are measured yearly based on cash flow models. Future cash flows are calculated on the basis of signed contracts, as well as future cash flows based on expected market prices. No external valuations have been obtained. Note 2 gives a detailed description of the parameters used to calculate the fair value.
|
NOTE 17
|
PENSION COSTS AND LIABILITIES
|
||
THE GROUP'S PENSION PLANS
|
|||
The Group's companies have established pension plans in accordance with local laws. Employees in the Group's companies in Norway are participating in defined benefit or defined contribution pension plans that comply with the rules for mandatory occupational pension.
|
|||
Defined benefit plans
|
|||
Defined benefit plans provide employees with the right to defined future pension benefits. The Group's net obligation in respect of defined benefit pension plans is calculated separately for each pension plan. The amount is an estimate of future benefits that employees have earned based on years of service and salary at retirement. Benefits are discounted to present value, and the recognised obligation is reduced by the fair value of plan assets for funded pension schemes. Changes in assumptions, staff numbers and variances between estimated and actual salary increases and return on assets result in actuarial gains and losses. Actuarial gains and losses and gains and losses resulting from a curtailment or termination of pension plans, are recognised immediately in the income statement.
|
|||
The defined benefit pension plans consist of group schemes as well as some additional arrangements, including employees with a retirement basis over 12 G, and AFP.
|
|||
Defined contribution plans
|
|||
For defined contribution plans, the Group's obligations are limited to making specific contributions. Payments to defined contribution pension plans are recognised as expenses in the income statement when the employees have rendered services entitling them to the contribution.
|
|||
Other service related long-term benefits
|
|||
In addition to the pension schemes described above, Ferd has obligations related to future health contributions for some groups of employees in USA.
|
|||
ECONOMIC ASSUMPTIONS
|
|||
Ferd has defined benefit plans in several countries with varying economic conditions affecting the assumptions that are the basis for calculating pension obligations. The parameters are adapted to conditions in each country. The discount rate is determined as a weighted average of the yields at the reporting date on AA-rated corporate bonds, or government bonds in cases where there is no market for AA-rated corporate bonds. The government bond interest rate is applied for Norwegian schemes. To the extent that the bond does not have the same maturity as the obligation, the discount rate is adjusted. The weighted average discount rate at 31 December 2012 was 2,3 percent. Actuarial assumptions for demographic factors and retirement are based on generally accepted principles in the insurance business. Future mortality rates are based on statistics and mortality tables. The weighted average long-term expected return on plan assets is 3,8 percent. The expected long-term return is based on the total portfolio, not on the returns of individual pension asset categories. The return is based exclusively on historical returns, without adjustments.
|
|||
Economic assumptions in Norwegian companies at 31 December
|
|||
2012
|
2011
|
||
Discount rate
|
2,20 %
|
2,60 %
|
|
Expected return on pension assets
|
3,60 %
|
4,10 %
|
|
Expected wage growth
|
0-3,25%
|
3,50 %
|
|
Future expected pension regulation
|
1,75 %
|
1,30 %
|
|
Expected regulation of base amount (G)
|
3,00 %
|
3,25 %
|
|
Interval for the economic assumptions at 31 December
|
|||
2012
|
2011
|
||
Discount rate
|
2.00-4.15
|
2.50-4.70
|
|
Expected return on pension assets
|
2.75-7.00
|
2.75-7.00
|
|
Expected wage growth
|
0.00-1.00
|
0.00-4.00
|
|
Future expected pension regulation
|
0.00-0.55
|
0.00-1.75
|
|
PENSION OBLIGATIONS
|
|||
Reconciliation of net liability against balance sheet
|
|||
NOK 1 000
|
2012
|
2011
|
|
Pension liabilities for defined benefit pension plans
|
- 211 528
|
- 254 890
|
|
Pension assets for defined benefit pension plans
|
9 505
|
15 457
|
|
Total defined benefit obligation recognised in the consolidated statement of financial position
|
- 202 023
|
- 239 433
|
|
DEFINED BENEFIT PLANS
|
|||
Specification of the recognised liablity
|
|||
NOK 1 000
|
2012
|
2011
|
|
Present value of unfunded pension liabilities
|
- 69 469
|
- 91 456
|
|
Present value of wholly or partly funded obligations
|
- 469 621
|
- 590 197
|
|
Total present value of defined benefit obligations
|
- 539 091
|
- 681 653
|
|
Fair value of pension assets
|
337 068
|
442 220
|
|
Total defined benefit obligation recognised in the consolidated statement of financial position
|
- 202 023
|
- 239 433
|
|
Movements in liabilities for defined benefit pension plans
|
|||
NOK 1 000
|
2012
|
2011
|
|
Liability for defined benefit pension plans at 1 January
|
681 653
|
713 725
|
|
Fair value of current service cost
|
24 635
|
29 670
|
|
Interest expenses on the pension liability
|
20 487
|
38 503
|
|
Actuarial (gains) / losses on the pension liabilities
|
12 768
|
60 220
|
|
Settlement of pension plans
|
- 17 936
|
- 209 839
|
|
Curtailment of pension schemes
|
115
|
- 16 809
|
|
Plan changes
|
- 32 370
|
|
|
Change in liability due to acquisition/sale of subsidiaries
|
81 818
|
||
Benefits paid
|
- 128 361
|
- 24 528
|
|
Social security tax
|
113
|
|
|
Exchange differences on foreign plans
|
- 22 015
|
8 893
|
|
Liability for defined benefit pension plans at 31 December
|
539 091
|
681 653
|
|
Movement in fair value of pension assets for defined benefit pension plans
|
|||
NOK 1 000
|
2012
|
2011
|
|
Fair value of pension assets at 1 January
|
442 221
|
515 175
|
|
Expected return from pension assets
|
14 725
|
28 569
|
|
Actuarial gains / (losses) on the pension assets
|
- 14 791
|
- 21 405
|
|
Contributions from employer
|
22 212
|
44 506
|
|
Administration expenses
|
- 645
|
- 1 814
|
|
Contributions from employees
|
2 838
|
1 982
|
|
Increase in pension funds due to the acquisition of subsidiaries
|
79 421
|
||
Settlements
|
- 178 949
|
||
Benefits paid
|
- 114 239
|
- 47 153
|
|
Exchange difference on foreign plans
|
- 15 253
|
21 890
|
|
Fair value of pension assets at 31 December
|
337 068
|
442 221
|
|
Pension assets include the following
|
|||
NOK 1 000
|
2012
|
2011
|
|
Equity instruments
|
54 630
|
114 206
|
|
Liability instruments
|
92 103
|
103 116
|
|
Managed by insurance
|
138 418
|
63 433
|
|
Property Investments
|
271
|
593
|
|
Bank deposits
|
343
|
445
|
|
Other assets
|
51 303
|
160 428
|
|
Total pension assets
|
337 068
|
442 221
|
|
Actuarial (gains) / losses recognised in comprehensive income
|
|||
NOK 1 000
|
2012
|
2011
|
|
Current year actuarial (gains) / losses on liabilities (defined benefit schemes)
|
12 768
|
60 220
|
|
Current year actuarial (gains) / losses on pension assets (defined benefit schemes)
|
14 791
|
21 405
|
|
Total actuarial (gains) / losses recognised in comprehensive income (defined benefit schemes)
|
27 559
|
81 625
|
|
PENSION COSTS
|
|||
NOK 1 000
|
2012
|
2011
|
|
Defined benefit plans
|
- 2 582
|
5 950
|
|
Defined contribution plans
|
85 028
|
44 666
|
|
Early retirement and other schemes
|
- 927
|
1 887
|
|
Total pension costs recognised in current year payroll costs
|
81 520
|
52 502
|
|
DEFINED BENEFIT PLAN PENSION COSTS
|
|||
Pension costs recognised in income statement
|
|||
NOK 1 000
|
2012
|
2011
|
|
Present value of this year's pension earned
|
24 635
|
29 670
|
|
Contribution from employees
|
- 2 838
|
|
|
Curtailment of pension schemes and plan changes
|
- 32 255
|
- 36 654
|
|
Interest expenses on the pension liability
|
20 487
|
38 503
|
|
Expected return on pension assets
|
- 14 725
|
- 28 570
|
|
Social security tax
|
113
|
|
|
Administration costs
|
1 999
|
3 000
|
|
Total pension costs recognised in the Group's income statement
|
- 2 582
|
5 950
|
NOTE 18
|
INVENTORIES
|
|||
2012
|
||||
NOK 1 000
|
Raw materials
|
Work in progress
|
Finished goods
|
Total
|
Cost at 31 December
|
334 416
|
434 828
|
980 334
|
1 749 578
|
Provision for obsolescence at 1 January
|
10 777
|
|
123 273
|
134 050
|
Write-down
|
2 240
|
1 280
|
2 754
|
6 274
|
Provision for obsolescence at 31 December
|
13 017
|
1 280
|
126 027
|
140 324
|
Carrying value at 31 December
|
321 399
|
433 548
|
854 307
|
1 609 254
|
2011
|
||||
NOK 1 000
|
Raw materials
|
Work in progress
|
Finished goods
|
Total |
Cost at 31 December
|
389 618
|
213 297
|
1 022 061
|
1 624 976 |
Provision for obsolescence at 1 January
|
47 698
|
611
|
89 017
|
137 326 |
Write-down
|
2 366
|
|
34 561
|
36 927 |
Reversed write-down
|
- 1 113
|
- 611
|
- 5 129
|
-6 853 |
Provision for obsolescence at 31 December
|
48 951
|
|
118 449
|
167 400 |
Carrying value at 31 December
|
340 667
|
213 297
|
903 612
|
1 457 576
|
NOTE 19
|
CURRENT ASSETS
|
|
NOK 1 000
|
2012
|
2011
|
Prepayments
|
85 835
|
80 968
|
VAT and tax receivables
|
111 049
|
134 026
|
Current interest-bearing receivables
|
52 121
|
41 906
|
Other current receivables
|
391 260
|
164 879
|
Carrying amount at 31 December
|
640 265
|
421 779
|
NOK 1 000
|
2012
|
2011
|
Accounts receivable, gross
|
1 020 040
|
1 156 734
|
Allowances
|
- 33 295
|
- 47 664
|
Carrying amount at 31 December
|
986 745
|
1 109 070
|
Total current receivables
|
1 627 010
|
1 530 849
|
Overdue accounts recievables by age
|
||
NOK 1 000
|
2012
|
2011
|
Up to 30 days
|
111 522
|
125 503
|
30-60 days
|
30 274
|
64 062
|
60-90 days
|
21 026
|
38 881
|
Over 90 days
|
30 147
|
56 321
|
Total
|
192 970
|
284 767
|
NOTE 20
|
FINANCIAL INSTRUMENTS
|
|||||
The following is a summary of the carrying value and fair value of the Group's financial instruments and how these have been treated in the accounts. The table is the basis for further information on the Group's financial risk and refers to subsequent notes.
|
||||||
Financial instruments measured at amortised cost
|
||||||
NOK 1 000
|
Financial instruments measured at fair value through profit and loss
|
Lending and receivables
|
Financial obligation
|
Total
|
Fair value
|
|
Non-current assets
|
||||||
Other financial non-current assets
|
51 599
|
233 660
|
285 259
|
285 259
|
||
Total 2012
|
51 599
|
233 660
|
285 259
|
285 259
|
||
Total 2011
|
158 917
|
256 300
|
415 217
|
415 217
|
||
Current assets
|
||||||
Short-term receivables
|
|
1 627 010
|
|
1 627 010
|
1 627 010
|
|
Listed shares
|
|
3 476 584
|
|
3 476 584
|
3 476 584
|
|
Unlisted shares and investments in other equity instruments
|
8 699 217
|
|
8 699 217
|
8 699 217
|
||
Hedge funds
|
3 078 721
|
|
3 078 721
|
3 078 721
|
||
Investments in debt instruments
|
133 664
|
|
133 664
|
133 664
|
||
Bank deposits
|
1 683 997
|
|
1 683 997
|
1 683 997
|
||
Total 2012
|
15 388 186
|
3 311 007
|
|
18 699 193
|
18 699 193
|
|
Total 2011
|
13 476 441
|
3 164 030
|
|
16 640 471
|
16 640 471
|
|
Long-term debt
|
||||||
Long-term interest-bearing debt
|
|
5 283 103
|
5 283 103
|
5 283 103
|
||
Other long-term debt
|
|
|
350 309
|
350 309
|
350 309
|
|
Total 2012
|
|
|
5 633 412
|
5 633 412
|
5 633 412
|
|
Total 2011
|
|
|
5 909 002
|
5 909 002
|
5 909 002
|
|
Short-term debt
|
||||||
Short-term interest-bearing debt
|
|
362 440
|
362 440
|
362 440
|
||
Other short-term debt
|
|
|
1 855 693
|
1 855 693
|
1 855 693
|
|
Total 2012
|
|
|
2 218 133
|
2 218 133
|
2 218 133
|
|
Total 2011
|
|
|
2 923 114
|
2 923 114
|
2 923 114
|
|
Fair value hierachy - Financial assets and liabilities
|
||||||
Ferd classifies instruments measured at fair value in the balance sheet by a fair value hierachy. The hierarchy has the following levels:
|
||||||
Level 1: Valuation based on quoted prices in active markets for identical assets without adjustments. An active market is characterised by the fact that the security is traded with adequate frequency and volume in the market. The price information shall be continuously updated and represent expected sales proceeds. Only listed shares owned by Ferd Invest are considered to be level 1 investments.
|
||||||
Level 2: Investments where there are quoted prices, but the markets do not meet the requirements for being characterised as active. In addition, investments where the valuation can be fully derived from the value of other quoted prices, including the value of underlying securities, interest rate level, exchange rate etc. Financial derivatives like interest rate swaps and currency futures are also considered to be level 2 investments. Some funds in Ferd's hedge fund portfolio are considered to meet the requirements of level 2. These funds comprise composite portfolios of shares, unit trust funds, interest securities, raw materials and other negotiable derivatives. For such funds the value (NAV) is reported on a continuous basis, and the reported NAV is applied on transactions in the fund.
|
||||||
Level 3: All Ferd's other securities are valued on level 3. The valuation is based on valuation models where parts of the utilised information cannot be observed in the market. Securities valued on the basis of quoted prices or reported value (NAV), but where significant adjustments are required, are assessed on level 3. Shares with little or no trading, where an internal valuation is required to determine the fair value, are assessed on level 3. For Ferd this concerns all venture investments, private equity investments and funds where reported NAV need to be adjusted. A reconciliation of the movements of assets on level 3 is shown in a separate table.
|
||||||
The table shows at what level in the valuation hierarchy the different measurement methods for the Group's financial instruments at fair value is considered to be:
|
||||||
NOK 1 000
|
Level 1
|
Level 2
|
Level 3
|
Total 2012
|
||
Assets
|
||||||
Other financial non-current assets
|
51 599
|
51 599
|
||||
Listed shares
|
3 476 584
|
3 476 584
|
||||
Unlisted shares and investments in other equity instruments
|
6 448
|
8 692 769
|
8 699 217
|
|||
Hedge funds
|
1 600 948
|
1 477 773
|
3 078 721
|
|||
Investments in debt instruments
|
133 664
|
133 664
|
||||
Total 2012
|
3 476 584
|
1 741 060
|
10 222 141
|
15 439 785
|
||
NOK 1 000
|
Level 1
|
Level 2
|
Level 3
|
Total 2011
|
||
Assets
|
||||||
Other financial non-current assets
|
158 917
|
158 917
|
||||
Listed shares
|
2 895 122
|
|
|
2 895 122
|
||
Unlisted shares and investments in other equity instruments
|
9 042
|
|
6 658 405
|
6 667 447
|
||
Hedge funds
|
|
1 310 539
|
1 477 781
|
2 788 320
|
||
Investments in debt instruments
|
|
1 125 553
|
|
1 125 553
|
||
Total 2011
|
2 904 164
|
2 436 092
|
8 295 103
|
13 635 358
|
||
Specification of assets in level 3
|
||||||
NOK 1 000
|
Opening bal. 1 Jan. 2012
|
Purchases
|
Sales
|
Transfers from level 3
|
Recognised in P/L 2012
|
Closing bal. 31 Dec. 2012
|
Other financial non-current assets
|
158 917
|
- 63 578
|
- 43 740
|
51 599
|
||
Unlisted shares and investments in other equity instruments
|
6 658 405
|
186 454
|
- 347 180
|
- 120 380
|
2 315 470
|
8 692 769
|
Hedge funds
|
1 477 781
|
690 982
|
- 490 577
|
- 359 707
|
159 295
|
1 477 773
|
Total
|
8 295 103
|
877 436
|
- 901 335
|
- 480 087
|
2 431 025
|
10 222 142
|
NOK 1 000
|
Opening bal. 1 Jan. 2011
|
Purchases
|
Sales
|
Transfers from level 3
|
Recognised in P/L 2011
|
Closing bal. 31 Dec. 2011
|
Other financial non-current assets
|
91 921
|
66 996
|
158 917
|
|||
Listed shares
|
6 976
|
|
|
- 6 976
|
|
|
Unlisted shares and investments in other equity instruments
|
7 449 579
|
215 636
|
- 856 169
|
- 331 072
|
180 431
|
6 658 405
|
Hedge funds
|
584 142
|
1 521 043
|
- 689 884
|
|
62 479
|
1 477 781
|
Total
|
8 132 619
|
1 803 675
|
-1 546 052
|
- 338 048
|
242 910
|
8 295 103
|
Transfers from level 3 are mainly due to the step-by-step acquisition of Telecomputing in 2011.
|
||||||
Valuation of assets classified in level 3
|
||||||
Financial assets in level 3 include investments managed in-house, venture investments, private equity funds and hedge funds. The values at the balance sheet date are shown below.
|
||||||
NOK 1 000
|
2012
|
2011
|
||||
Industrial investments and venture investments
|
4 191 993
|
2 915 310
|
||||
External private equity funds
|
4 552 375
|
3 902 012
|
||||
Hedge funds
|
1 477 773
|
1 477 781
|
||||
Total
|
10 222 142
|
8 295 103
|
||||
Investments in unlisted shares managed in-house are valued on the basis of an earnings multiple, adjusted by a liquidity discount reduction and the addition of a control premium. The corrections are made directly on the multiple. Finally, the equity value is calculated by deducting net interest-bearing debt.
|
||||||
A significant part of venture investments constitutes companies with no positive cash flows. This implies a greater degree of uncertainty in the valuations of the companies. Valuations are based on international guidelines (EVCA guidelines), i.e., the lower of cost and fair value unless a transaction at a higher value has taken place.
|
||||||
The valuation of investments in externally managed private equity and hedge funds is based on value reports received from the funds. The hedge funds in the SI portfolio are adjusted for estimated discount on the funds based on estimates made by brokers.
|
NOTE 21
|
RISK MANAGEMENT - INVESTMENT ACTIVITIES
|
||
There have been no significant changes concerning the Group's risk management in the area during the period.
|
|||
Risk management concerning operations, primarily Elopak, is accounted for in note 26.
|
|||
CAPITAL ALLOCATION AND IMPAIRMENT RISK
|
|||
The capital allocation in Ferd is decided by the Board each year. The allocation of capital is one of the Board's most important responsibilities, as the return and risk to a high degree is determined by the classes of assets Ferd is investing in, and the allocation between these classes. A structured capital allocation secures a conscious relationship to the diversification and use of Ferd's capital base and ability to manage risk. Ferd's management is, on a regular basis, assessing Ferd's available risk capacity and whether the distribution of the funds at all times is in line with the assumptions and requirements that are the basis for the allocation.
|
|||
Ferd's overall strategic allocation aims at maintaining a balance between industrial and financial investments.
|
|||
The allocation shall be in line with the owner's willingness and ability to take risk. One measure of this risk willingness is the size of the decline in value in kroner or percent the owner accepts if any of the markets Ferd is exposed to should experience very heavy and quick downfalls. This has an impact on how much equity that can be invested in assets with a high risk of decline in value and is measured and followed up by stress tests.
|
|||
The loss risk is assessed as a potential total impairment expressed in kroner and as a percentage of equity. Ferd's long-term strategy contributes to the fact that the owner can accept large fluctuations in net asset value.
|
|||
CATEGORIES OF FINANCIAL RISK
|
|||
Liquidity risk
|
|||
Ferd has a strong focus on liquidity and is of the opinion that the return from financial investments shall contribute to cover current interest costs. Hence, it is important that Ferd's balance sheet is liquid, and that the possibility to realise assets corresponds well with when Ferd's debt is due. The Group has determined that under normal market conditions, at least 4 billion kroner of the financial investments shall comprise assets that can be realised within a quarter of a year. This is primarily managed by investments in listed shares and hedge funds.
|
|||
Currency risk
|
|||
Ferd has defined intervals for exposure in Norwegian kroner, euro, USD and Swedish kroner. As long as the exposure is within these intervals, Ferd is not making any currency adjustments. If Ferd's exposure exceeds these intervals, steps are taken to adjust the exposure to the established currency curve.
|
|||
SENSITIVITY ANALYSIS, IMPAIRMENT RISK IN INVESTMENT ACTIVITIES
|
|||
The stress test is based on a classification of the Group's equity in different asset classes, exposed for impairment as follows:
|
|||
- The Norwegian stock markets decline by 30 percent
|
|||
- International stock markets decline by 20 percent
|
|||
- The market value of property declines by 10 percent
|
|||
- The interest rate curve shifts by 1 percentage point
|
|||
- The Norwegian krone appreciates by 10 percent
|
|||
In order to refine the calculations, it is considered whether Ferd's investments will decline more or less than the market. As an example, it is assumed that private investments in a stress test scenario have an impairment loss of 1.5 - 2 times the market (30-60 percent in Norway and 20-40 percent abroad).
|
|||
The impairment risk is presented as an impairment expressed in NOK and as a percentage of equity. The table below shows the estimated impairment risk in 201 and 2012.
|
|||
NOK 1 000
|
2012
|
2011
|
|
Price risk: Norwegian shares decline by 30 percent
|
-4 400 000
|
-4 100 000
|
|
Price risk: International shares decline by 20 percent
|
-1 100 000
|
- 700 000
|
|
Price risk: The market value of property declines by 10 percent
|
- 200 000
|
- 200 000
|
|
Interest rate risk: The interest rate curve increases by 1 percentage point
|
|
||
Currency risk: The Norwegian krone appreciates 10 percent
|
- 600 000
|
- 500 000
|
|
Total impairment in value-adjusted equity
|
-6 300 000
|
-5 500 000
|
|
Impairment as a % of net asset value
|
32 %
|
34 %
|
|
In the sensitivity analyses, Ferd's exposure in Aibel in 2012 is reduced to 49 % compared to 2011, when it amounted to appr. 80 %, as a consequence of the transaction with Ratos made in December 2012. Ferd's exposure in Pronova will not be reduced until 2013, as the sale of shares transaction takes place in the new year.
|
NOTE 22
|
SHARE CAPITAL AND SHAREHOLDER INFORMATION
|
||
The share capital of the Company consists of 183.267.630 shares at a nominal value of NOK 1.-.
|
|||
Owner structure
|
|||
Shareholders as at 31 December 2012:
|
|||
Number of shares
|
Stake
|
||
Ferd Holding AS
|
176 629 907
|
96,38 %
|
|
Dref Lojal AS
|
2 649 588
|
1,45 %
|
|
Dref Lojal II AS
|
1 381 898
|
0,75 %
|
|
Dref Lojal III AS
|
2 244 577
|
1,22 %
|
|
Dref Lojal IV AS
|
361 660
|
0,20 %
|
|
Total number of shares
|
183 267 630
|
100,00 %
|
|
Ferd AS is a subsidiary of Ferd Holding AS, being a subsidiary of Ferd JHA AS. Ferd shares offices with its parent companies in Lysaker, Bærum. The consolidated financial statements of the parent company are available upon request.
|
|||
Shares indirectly owned by the CEO and board members of Ferd AS:
|
Position
|
Stake
|
|
Johan H. Andresen
|
Chair of the Board
|
15,14 %
|
|
John Giverholt
|
CEO/board member
|
0,29 %
|
|
Erik Rosness
|
Board member
|
0,06 %
|
|
Gry Skorpen
|
Board member
|
0,05 %
|
|
The children of Johan H. Andresen own appr. 85 % of Ferd AS indirectly by ownership of shares in Ferd Holding AS.
|
NOTE 23
|
NON-CURRENT LIABILITIES
|
||
Long-term interest-bearing debt
|
|||
NOK 1 000
|
Amount in
currency 2012
|
Amount in
NOK 2012
|
Amount in
NOK 2011
|
NOK
|
2 273 899
|
2 273 899
|
2 562 972
|
USD
|
202 500
|
1 126 990
|
1 282 184
|
EUR
|
145 855
|
1 070 757
|
1 163 261
|
DKK
|
380 000
|
374 905
|
438 219
|
GBP
|
10 000
|
90 248
|
102 057
|
SEK
|
374 743
|
321 304
|
195 247
|
CHF
|
4 100
|
25 000
|
35 747
|
Carrying value at 31 December 2012
|
5 283 103
|
5 779 687
|
|
Other long-term debt
|
350 309
|
129 315
|
|
Total non-current liabilities
|
5 633 412
|
5 909 002
|
|
Instalments determined in contracts
|
|||
NOK 1 000
|
2012
|
||
2014
|
273 265
|
||
2015
|
2 743 152
|
||
2016
|
179 863
|
||
2017
|
2 437 132
|
||
Total
|
5 633 412
|
||
The first year's instalment of long-term debt is presented as part of the short-term interest-bearing debt.
|
NOTE 24
|
OTHER CURRENT LIABILITIES
|
||
NOK 1 000
|
2012
|
2011
|
|
Trade payables
|
755 698
|
826 359
|
|
Public duties etc.
|
229 784
|
181 174
|
|
Other short-term debt
|
1 043 002
|
1 134 390
|
|
Total
|
2 028 484
|
2 141 923
|
NOTE 25
|
SECURED BORROWINGS, GUARANTEES AND CONTINGENT LIABILITIES
|
||
Secured borrowings
|
|||
NOK 1 000
|
2012
|
2011
|
|
Loan facilities
|
1 418 637
|
3 218 120
|
|
Factoring
|
19 872
|
63 638
|
|
Total
|
1 438 509
|
32 817 586
|
|
Loan facilities comprise various credit facilities in the Group, normally secured by receivables, inventories, tangible assets and investment property. Interest terms are floating interest rates.
|
|||
Carrying amounts of pledged assets
|
|||
NOK 1 000
|
2012
|
2011
|
|
Investment property
|
1 611 814
|
953 349
|
|
Other tangible assets
|
142 886
|
||
Inventories
|
213 678
|
||
Receivables
|
377 867
|
696 375
|
|
Total
|
2 346 245
|
1 649 724
|
|
Maximum exposure to the above assets
|
2 346 245
|
1 649 724
|
|
Issued guarantees
|
|
92 005
|
|
Guarantees and off-balance sheet liabilities
|
|||
NOK 1 000
|
2012
|
2011
|
|
Commited capital to fund investments
|
993 986
|
1 402 557
|
|
Commitment to provide loans
|
3 283
|
18 000
|
|
Guarantees without security
|
665 210
|
2 005
|
|
Clauses on minimum purchases in agreements with supplier
|
152 408
|
||
Other obligations*
|
82 044
|
575 050
|
|
Sum
|
1 896 931
|
1 997 611
|
|
*) Other obligations mainly concern repurchase commitments on sales of machines and investment obligations relating to developing investment property and the building of a manufacturing plant.
|
|||
Ferd AS has been sued by Amorin in connection with Ferd's former engagement in TiMar (Portugal). In 2013, Ferd agreed to a settlement involving an insignificant amount.
|
NOTE 26
|
RISK MANAGEMENT - OPERATIONS
|
||||
Risk relating to the investment activities of Ferd is described in note 21.
|
|||||
Currency risk
|
|||||
Contracted currency flows from operations are normally secured in their entirety, while projected cash flows are hedged to a certain extent. Interest payments related to the Group's foreign currency loans are mostly secured by corresponding cash flows from the Group's activities. Instruments such as currency forward contracts, currency swaps and options can be used to manage Ferd Group's currency exposure.
|
|||||
Outstanding foreign exchange forward contracts
|
|||||
Currency
|
NOK
|
||||
NOK
|
Currency
|
Purchase
|
Sale
|
Purchase
|
Sale
|
CAD
|
5 818
|
- 19 829
|
32 601
|
- 111 118
|
|
CHF
|
3 579
|
- 604
|
21 822
|
- 3 681
|
|
EUR
|
43 155
|
- 111 091
|
317 620
|
- 817 632
|
|
JPY
|
3 053 200
|
- 944 710
|
197 535
|
- 61 120
|
|
NOK
|
336 339
|
- 84 533
|
336 339
|
- 84 533
|
|
RUB
|
- 224 950
|
- 41 191
|
|||
SEK
|
134 497
|
- 70 172
|
115 238
|
- 60 124
|
|
CZK
|
10 080
|
2 956
|
|||
GBP
|
- 3 661
|
- 33 039
|
|||
DKK
|
- 16 971
|
- 16 744
|
|||
ILS
|
5 454
|
8 153
|
|||
USD
|
42 695
|
- 9 683
|
238 059
|
- 53 991
|
|
Total
|
1 270 323
|
-1 283 173
|
|||
Interest rate risk
|
|||||
Ferd's interest rate risk relates to short-term borrowings and is managed by the Group's internal bank in accordance with separate guidelines. The Group has short-term fixed interest rates on long-term funding. This applies for loans in Norwegian kroner, as well as in foreign currency. The Group uses interest rate swaps to reduce interest rate exposure by switching from floating rates to fixed rates for a portion of the loans.
|
|||||
Interest rate swaps
|
|||||
NOK
|
Currency
|
Amount
|
Receives
|
Pays
|
Time remaining
to maturity
|
DKK
|
100 000
|
6M CIBOR
|
Fixed 2,97% - 4,15%
|
2,7 - 4,5 years
|
|
EUR
|
65 000
|
3M-6M EURIBOR
|
Fixed 1,25 - 2,88%
|
1,5 - 5,0 years
|
|
GBP
|
10 000
|
6M LIBOR
|
Fixed 2,46% - 3,12%
|
0,5 - 4,2 years
|
|
NOK
|
200 000
|
1M-6M NIBOR
|
Fixed 4,91% - 5,72%
|
1,6 - 3,0 years
|
|
RUB
|
160 000
|
3M MOSPRIME
|
1,0 year
|
||
SEK
|
50 000
|
3M STIBOR
|
4,0 years
|
||
The table includes derivatives for hedging.
|
|||||
Credit risk
|
|||||
Credit risk is the risk that a counterparty will default on his/her contractual obligations resulting in financial loss to the Group. Ferd has adopted a policy that the Group only shall be exposed to credit-worthy counterparties, and independent credit analyses are obtained for all counterparties when such analyses are available. If not, the Group uses other publicly available financial information and its own trade to assess creditworthiness.
|
NOTE 27
|
HEDGE ACCOUNTING - OPERATIONS
|
|||||||||
The hedging reserve comprises the effective portion of the cumulative net change in fair value of cash flow hedges related to hedged transactions that have not yet taken place. Movements in the hedging reserve are described in the table below.
|
||||||||||
2012
|
2011
|
|||||||||
NOK 1 000
|
Interest rate swaps
|
Currency futures
|
Commodity derivatives
|
Total
|
Interest rate swaps
|
Currency futures
|
Commodity derivatives
|
Total
|
||
Opening balance
|
- 23 938
|
11 050
|
- 19 011
|
- 31 899
|
- 16 705
|
13 037
|
19 721
|
16 053
|
||
Gain/loss on cash flow hedges
|
11 394
|
59 593
|
- 56 202
|
13 315
|
- 19 512
|
14 064
|
- 22 205
|
- 27 653
|
||
Income/expense recognised in the income statement
|
- 16 379
|
- 83 635
|
80 390
|
- 19 624
|
10 527
|
- 15 661
|
- 25 623
|
- 30 757
|
||
Deferred tax (note 14)
|
935
|
4 510
|
- 4 537
|
2 378
|
1 752
|
- 390
|
9 096
|
10 458
|
||
Effect of cash flow hedging in comprehensive income
|
- 4 051
|
- 19 532
|
19 651
|
- 3 931
|
- 7 233
|
- 1 987
|
- 38 732
|
- 47 952
|
||
Closing balance
|
- 27 989
|
- 8 482
|
640
|
- 35 830
|
- 23 938
|
11 050
|
- 19 011
|
- 31 899
|
||
Negative amounts represent a liability and a reduction in equity.
|
||||||||||
Gain/loss transferred from other income and expenses in the income statement is included in the following items in the income statement:
|
||||||||||
NOK 1 000
|
2012
|
2011
|
||||||||
Sales revenue
|
- 727
|
2 485
|
||||||||
Raw material costs and changes in inventories
|
8 486
|
28 801
|
||||||||
Other operating expenses
|
375
|
10 498
|
||||||||
Net financial result
|
11 490
|
- 11 027
|
||||||||
Total
|
19 624
|
30 757
|
||||||||
Negative amounts represent income.
|
NOTE 28
|
LIQUIDITY RISK
|
||||
Liquidity risk - operations
|
|||||
Liquidity risk concerning operations relates primarily to the risk that Elopak, Telecomputing, Mestergruppen and Swix will not be able to service their financial obligations as they fall due. This risk is managed by maintaining adequate cash reserves and overdraft opportunities in banking and credit facilities, as well as continuously monitoring future and actual cash flows.
|
|||||
The following tables provide an overview of the Group's contractual maturities of financial liabilities. The tables are compiled based on the earliest date the Group may be required to pay.
|
|||||
31.12.12
|
|||||
NOK 1 000
|
Less than 1 year
|
1-3 years
|
3-5 years
|
Total
|
|
Finance institutions
|
362 440
|
2 840 370
|
2 442 733
|
5 645 543
|
|
Accounts payable
|
755 698
|
755 698
|
|||
Related parties
|
11 498
|
32 731
|
44 229
|
||
Other non-current liabilities
|
164 550
|
141 530
|
306 080
|
||
Other current liabilities
|
1 106 157
|
1 106 157
|
|||
Total*
|
2 224 295
|
3 016 418
|
2 616 994
|
7 857 707
|
|
31.12.11
|
|||||
NOK 1 000
|
Less than 1 year
|
1-3 years
|
3-5 years
|
Total
|
|
Finance institutions
|
890 131
|
2 161 922
|
3 617 765
|
6 669 818
|
|
Accounts payable
|
826 359
|
|
826 359
|
||
Other non-current liabilities
|
129 315
|
|
129 315
|
||
Other current liabilities
|
1 315 564
|
|
|
1 315 564
|
|
Total*
|
3 032 054
|
2 291 237
|
3 617 765
|
8 941 056
|
|
The table below shows the anticipated receipts and payments on derivatives:
|
|||||
31.12.12
|
|||||
NOK 1 000
|
Less than
1 year
|
1-3 years
|
Over 3 years
|
Total
|
|
Net settlement
|
|
||||
Interest rate swaps
|
51 446
|
51 446
|
|||
Currency futures
|
10 252
|
10 252
|
|||
Commodity derivatives
|
- 600
|
- 600
|
|||
Total
|
61 098
|
|
|
61 098
|
|
31.12.11
|
|||||
Beløp i NOK 1 000
|
Less than
1 year
|
1-3 years
|
Over 3 years
|
Total
|
|
Net settlement
|
|
||||
Interest rate swaps
|
- 16 524
|
- 28 831
|
- 5 458
|
- 50 813
|
|
Currency futures
|
22 841
|
|
|
22 841
|
|
Commodity derivatives
|
22 256
|
|
|
22 256
|
|
Total
|
28 573
|
- 28 831
|
- 5 458
|
- 5 716
|
|
Credit facilities
|
|||||
The table below shows a summary of used and unused credit facilities at 31 December:
|
|||||
2012
|
2011
|
||||
Used
|
Unused
|
Used
|
Unused
|
||
Overdraft:
|
|||||
Secured
|
47 078
|
314 940
|
318
|
109 682
|
|
Unsecured
|
54 982
|
440 696
|
|
100 000
|
|
Credit facilities:
|
|||||
Secured
|
1 604 440
|
1 567 090
|
575 922
|
383 132
|
|
Unsecured
|
3 300 000
|
1 700 000
|
|||
Factoring:
|
|||||
Secured
|
4 311
|
15 561
|
63 638
|
37 263
|
|
Unsecured
|
391 113
|
416 599
|
366 727
|
376 484
|
|
Total secured
|
1 655 829
|
1 897 591
|
639 878
|
530 077
|
|
Total unsecured
|
446 095
|
857 295
|
3 666 727
|
2 176 484
|
NOTE 29
|
OPERATING AND FINANCE LEASES
|
||
The Group as lessor, operating leases
|
|||
The Group leases fixtures and equipment under operating leases. Essentially, equipment is rented out to Elopak's customers who use them in their own production.
|
|||
Specification of income from operating leases
|
2012
|
2011
|
|
Total variable leases recognised as income
|
90 229
|
|
|
Minimum leases (including fixed leases) recognised as income
|
66 600
|
||
Total variable leases recognised as income
|
90 229
|
66 600
|
|
At the balance sheet date, the Group has contracted the following future minimum leases:
|
2012
|
2011
|
|
Totally due next year
|
70 128
|
61 839
|
|
Totally due in 2-5 years
|
175 879
|
121 333
|
|
Totally due after 5 years
|
28 075
|
26 276
|
|
Total
|
274 082
|
209 448
|
|
The amounts have not been discounted.
|
|||
The Group as lessor, finance leases
|
|||
Specification of income from finance leases
|
2012
|
2011
|
|
Total variable leases recognised as income
|
|||
Finance income from agreements on finance leasing
|
1 476
|
384
|
|
Total income fra finance leases
|
1 476
|
384
|
|
Gross investment compared to the present value of outstanding minimum leases:
|
2012
|
2011
|
|
Gross receivables from leasing agreements
|
17 714
|
8 331
|
|
Finance income not yet earned
|
- 2 969
|
- 1 145
|
|
Net investment from finance leases (present value)
|
14 745
|
7 186
|
|
The Group as lessee, operating leases
|
|||
Specification of expenses from operating leases
|
2012
|
2011
|
|
Total variable leases recognised as expenses
|
184 846
|
98 676
|
|
Minimum leases (including fixed leases) recognised as expense
|
47 979
|
58 657
|
|
Subleases recognised as cost reductions
|
- 899
|
||
Total leasing costs
|
231 926
|
157 333
|
|
Due for payment
|
2012
|
2011
|
|
Total costs next year
|
238 682
|
162 697
|
|
Total costs 2-5 years
|
736 636
|
508 175
|
|
Total costs after 5 years
|
478 246
|
340 168
|
|
Total
|
1 453 564
|
1 011 039
|
|
The amounts have not been discounted.
|
|||
Distribution of the same leasing obligation on leasing objects
|
2012
|
2011
|
|
Buildings and land
|
751 031
|
916 448
|
|
Machines and plants
|
16 839
|
|
|
Fixtures, vehicles and equipment
|
685 694
|
94 591
|
|
Total leasing obligations related to operating lease commitments
|
1 453 564
|
1 011 039
|
|
The Group as lessee, finance leasing
|
|||
Specification of leasing costs
|
2012
|
2011
|
|
Total variable leases recognised as expenses
|
7 263
|
|
|
Total leasing costs
|
7 263
|
|
|
Future minimum leases and corresponding present values, by due dates:
|
Minimum lease
|
Calculated interest
|
Present value
|
Total due in one year
|
9 399
|
7 504
|
1 895
|
Total due in year 2-5
|
7 876
|
7 580
|
296
|
total due after 5 years
|
|
||
Total leasing obligations related to finance leasing
|
15 084
|
2 191
|
|
Net carrying value of leased assets, by asset class
|
2012
|
2011
|
|
Buildings and property
|
|||
Machines and plants
|
3 362
|
||
Fixtures, vehicles and equipment
|
19 470
|
1 497
|
|
Total carrying value of leased assets
|
22 832
|
1 497
|
|
The fixed assets are also included in note 9.
|
NOTE 30
|
RELATED PARTIES
|
||||||
Associated companies and joint ventures
|
|||||||
Transactions with associated companies and joint ventures are accounted for in note 12.
|
|||||||
The Board and executives
|
|||||||
The board members' rights and obligations are stated in the Articles of Association and Norwegian law. The Group has no significant contracts in which a board member has a substantial interest. Ownership in Ferd AS by board members is stated in note 22, and information on fees to board members and executives in note 6.
|
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