Annual Report • Apr 30, 2021
Annual Report
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We transform how people work.
Cyviz AS ("Cyviz" or the "Company") was established in 1998 and is headquartered in Stavanger, Norway. The Company has 100% ownership of the following subsidiaries: Cyviz LLC (USA), Cyviz Limited (United Kingdom), Cyviz Pty Ltd (Australia) and Cyviz Pte Ltd (Singapore). Cyviz is represented in United Arab Emirates and Saudi Arabia through branch offices.
Cyviz is a global technology provider for comprehensive conference rooms, control rooms and experience centers. Since 1998, Cyviz has empowered the digital workforce to connect, visualize, and collaborate on their critical data. The IT-driven turnkey solutions are easy to deploy, manage and support. Cyviz serves global enterprises and governments with the highest requirements for usability, security and quality, that engage people, encourage collaboration, and accelerate decision-making.
With the right technology, we believe that leaders from any industry can leverage the power of digital collaboration to keep distributed workforces motivated, satisfied, and productive.
The Company has demonstration centers (Cyviz Experience Centers) in Norway, United Kingdom, United States, United Arab Emirates, Singapore, Saudi Arabia and Indonesia.
Cyviz is listed on Euronext Growth at the Oslo Stock Exchange.
(Numbers for the corresponding period in 2019 in parentheses)
In 2020, the parent company merged with its subsidiary Cyviz Middle East AS in accordance with simplified regulations regarding mergers of wholly owned subsidiaries. The merger is recognized using continuity values, effective from 1 January 2020. Comparative figures have not been restated.
Cyviz reported consolidated operating income of NOK 217.4 million in 2020 (NOK 229.4 million). The Parent Company, Cyviz AS, reported operating income of NOK 143.3 million in 2020 (NOK 127.5 million). Order intake for 2020 was NOK 179.5 million, representing a decline with 43% from 2019. The decline in revenues and order intake is for a large part attributable to COVID-19. This is partly due to slower sales cycles caused by increased market uncertainty, in addition to delays in deliveries due to locked down customer facilities and travel restrictions.
Cyviz reported a consolidated operating loss of NOK 19.5 million in 2020 (loss of NOK 46.6 million), whilst the reported operating loss for Cyviz AS was NOK 25.7 million in 2020 (loss of NOK 29.5 million).
The consolidated operating loss in 2020 represents an improvement of NOK 27.1 million from 2019. The improvement was made possible through cost reduction initiatives implemented to reduce the negative effects of COVID-19 and a NOK 3.9 million government grant in USA. The operating loss in Cyviz AS includes NOK 2.5 million in impairments of short-term receivables to subsidiaries.
Cyviz reported consolidated net financial expenses of NOK 13.8 million in 2020 (NOK 3.6 million). For Cyviz AS, reported net financial expenses was NOK 14.7 million in 2020 (NOK 18.3 million).
Cyviz' tax expenses were NOK 0.2 million in 2020 (NOK 15.0 million). For Cyviz AS the tax expenses amounted to NOK 0.2 million (NOK 6.6 million). The Group has NOK 143.0 million (NOK 97.8 million in 2019) of tax losses carried forward.
Cyviz reported consolidated net loss of NOK 33.6 million in 2020 (NOK 65.2 million). For Cyviz AS reported net loss was NOK 40.6 million in 2019 (NOK 54.4 million).
Cyviz reported a consolidated net cash flow from operating activities of NOK 1.2 million in 2020 (NOK -3.5 million). The main reason why the cash flow is significantly higher than the operating loss of 19.5 million is a reduction in working capital by NOK 17.1 million. Net cash flow from operating activities for the parent company was NOK 2.7 million in 2020 (NOK - 4.0 million).
Consolidated net cash flow from investing activities amounted to NOK -20.1 million in 2020 (NOK -20.8 million). For Cyviz AS, the amount was NOK -18.5 million in 2020 (NOK -25.1 million). Investments in 2019 were mainly related to development of new technology and a new ERP-system for the Group.
For the Group and the parent company, Cyviz AS, net cash flows from financing activities was NOK 58.7 million in 2020. Cyviz was listed on Euronext Growth at the Oslo Stock Exchange 18 December 2020 after a directed share issue raising gross NOK 66.1 million in new equity (including the exercise of all outstanding warrants). At the same time shareholder loans of NOK 83 million including accrued interests were converted to new shares in the Company. In addition, Cyviz raised a new long-term loan from Innovation Norway of NOK 5 million. All short-term interest bearing debt has been settled in 2020. In 2019, net cash flow from financing activities amounted to NOK 29.3 million for both the Group and the parent company Cyviz AS.
Total assets for the Group were NOK 173.3 million at the end of 2020 (NOK 144.1 million). Total assets for the parent company, Cyviz AS, were NOK 156.7 million at the end of 2020 (NOK 159.1 million).
The Group's total equity at the end of 2020 was NOK 106.3 million (NOK 3.7 million). Cyviz AS' equity was NOK 113.9 million at the end of 2020 (NOK 37.6 million).
The Group's cash and cash equivalents were NOK 47.4 million at the end of 2020 (NOK 7.6 million). The corresponding figure for the parent company was NOK 44.5 million at the end of 2020 (NOK 1.6 million).
By the end of 2020, the Group and the parent company, Cyviz AS, had NOK 47.4 million in net short term, interest-bearing assets compared to NOK 68.8 million in net short term debt at the end of 2019.
In the opinion of the Board of Directors, the income statement and balance sheet give a satisfactory representation of the result in 2020 and for the financial position at year end 2020.
The Company's Board of Directors have concluded that it is appropriate for the financial statements to continue to be prepared under the going concern basis of accounting. Pursuant to section 3-3 (a) of the Norwegian Accounting Act, it is confirmed that the conditions for assuming that the Company and the Group are a going concern are present, and that the financial statements have been prepared based on this assumption.
2020 was a year heavily affected by COVID-19 with low order intake and revenues substantially lower than expected at the beginning of the year. However, the Company experienced an increase in activity towards the end of the year, which has continued in 2021 with an order intake in the first quarter which was substantially higher than quarterly average order intake in 2020. In addition, Cyviz in 2021 announced a partnership with Microsoft Corporation to deliver visual collaboration solutions to Microsoft Technology Centers worldwide in 2021. This represents a very important partnership and orders for NOK 58 million has already been received.
It is expected that COVID-19 will have a negative effect on Cyviz also in 2021 with delays in customer deliveries and installations due to travel restrictions and quarantines. However, with the ongoing roll-out of vaccines, the negative effect is expected to gradually decrease throughout the year.
Cyviz can help customers improve processes and adopt new ways of collaborating, and even gain competitive edge in trying times. Digitalization efforts are becoming more urgent, and they will continue to transform how people work, which gives us great confidence in our long-term strategy for profitable growth.
Our customers expect substantial investments to protect their businesses from similar scenarios as COVID-19. The requirements to have crisis management processes and rooms in place, spaces to take critical decisions and interact with other locations, have never been
more critical as travel is suspended and borders closed. Moreover, control rooms and operations centers are in the spotlight at a time when dependence on critical infrastructure and networks for communication and interaction is crucial.
The past year has seen a wave of consolidation in the AV industry, both in Europe and North America. As the number of players decrease there is room for Cyviz to further strengthen its position as a preferred supplier for the larger organizations. With a standardized platform that can cater for multiple use cases, Cyviz already has a strong reputation with large enterprises and government & defense customers.
Cyviz had a solid financial position as per year-end 2020. In April 2021, the Company raised NOK 49.5 million in a directed share issue towards Karbon Invest AS further strengthening the Company's financial position.
The Board of Directors emphasizes that there is considerable uncertainty associated with analysis of future development, in particular due to the COVID-19 pandemic.
The Group has in 2020 continued its investments in research and development (R&D). This activity primarily takes place at the headquarter in Sandnes, and in the subsidiary Cyviz Ltd. in Edinburgh (Scotland). A total of 10 employees work full time with R&D. In addition, external expertise is used when needed. In 2020, a total of NOK 14.0 million was invested in R&D, of which NOK 2.3 million was financed by subsidy from SkatteFunn.
The Company's ability to develop, renew and improve its products has been crucial to the growth in the Company in recent years and further focus on R&D is an important part of the Company's strategy.
The average number of full-time equivalent employees in 2020 was 109 for the Group including 74 in the parent company. The total number of employees in the Group at the end of 2020 was 108. The Company had sick leave of 184 days in 2020, which corresponds to 0.5% of total working hours. In 2020, no injuries have occurred to personnel which have caused absence from work. The Board of Directors considers the working environment in the Company to be satisfactory.,
At the end of 2020, the Group had 18 female and 90 male employees. The corresponding figures for the parent company were 12 and 57 employees, respectively. The Board of Directors consists of one female and three male members. The Company's wage and employment policies equate. Group employees are treated in a non-discriminatory manner.
The Company's business does not have significant negative impact on the environment. Nevertheless, the Group is committed to reducing its environmental footprint to the extent possible.
The value proposition of Cyviz' business is intended to positively affect several of UN's SDGs, whereof reducing travel due to better digital collaboration, remote operations and increased longevity of our technology are key.
The Company is exposed to different types of financial risk, including currency risk, liquidity risk, interest rate risk and credit risk.
Cyviz is trading extensively with international customers and most of the sales are in foreign currencies. In addition, a significant proportion of the Company's assets and liabilities are nominated in foreign currencies. An increased value of NOK towards the relevant foreign currencies will therefore have a negative impact on the company's cash flow, results and equity. The Company is following a currency strategy to reduce this currency risk and uses forward contracts to hedge a significant part of expected net cash flow in USD next 12 months.
Liquidity risk includes the risk that the Company should not have sufficient capital to cover current obligations. The Group manages liquidity risk based on next 12 months' budget and quarterly updates to forecasts. The Company's interest-bearing debt consists of a long term loan from Innovation Norway of NOK 10 million. In addition the Company has an overdraft facility from DNB Bank ASA of NOK 50 million (which was drawn at year-end 2020).
There are various conditions attached to the overdraft facility with DNB Bank ASA, including that the value of the assets pledged as collateral for the credit facility must be above certain levels, as well as levels of operating profit and equity ratio.
The Company is exposed to changes in interest rates since most of the interest-bearing debt carries floating interest rates.
The Company's customers are mainly larger, well-known companies and Cyviz has in addition used various forms of credit hedging to reduce the risk of loss. Cyviz has not experienced increased losses or material change in credit risk due to COVID-19.
Sandnes, 29 April 2021 The Board of Directors of Cyviz AS
Rune Syversen Ingeborg Molden Hegstad Chairman of the Board Board Member
Patrick H. Kartevoll Thomas S. Wrede-Holm Espen K. Gylvik Board Member Board Member CEO
| NOK 1 000 | Note | 2020 | 2019 |
|---|---|---|---|
| Operating income | |||
| Revenue | 1, 13 | 217 362 | 229 435 |
| Total operating income | 217 362 | 229 435 | |
| Operating expenses | |||
| Cost of materials | 1 | 115 675 | 123 104 |
| Salary and personnel expenses | 4,14 | 71 403 | 87 914 |
| Depreciation | 2,3 | 16 960 | 18 150 |
| Impairment | 0 | 966 | |
| Other operating expenses | 3,14 | 32 849 | 45 948 |
| Total operating expenses | 236 886 | 276 083 | |
| Operating profit (loss) | -19 525 | -46 647 | |
| Financial income and expenses | |||
| Interest income | 74 | 121 | |
| Net currency gains (losses) | -5 434 | 1 379 | |
| Interest expenses | -8 465 | -5 083 | |
| Net financial income and expenses | -13 825 | -3 584 | |
| Profit (loss) before tax | -33 350 | -50 231 | |
| Income tax | 15 | 235 | 14 999 |
| Net profit (loss) | -33 585 | -65 230 |
| NOK 1 000 | Note | 2020 | 2019 |
|---|---|---|---|
| ASSETS | |||
| Non-current assets | |||
| Intangible assets | |||
| Research and development | 25 945 | 24 043 | |
| Licenses, patents, other | 8 481 | 4 510 | |
| Total intangible assets | 2,4 | 34 426 | 28 553 |
| Tangible fixed assets | |||
| Property, plant & equipment | 3,11 | 10 524 | 15 602 |
| Total tangible fixed assets | 10 524 | 15 602 | |
| Total non-current assets | 44 949 | 44 155 | |
| Current assets | |||
| Inventories | 6,11 | 15 855 | 18 420 |
| Receivables | |||
| Accounts receivable | 11 | 55 584 | 65 321 |
| Other receivables | 12 | 9 480 | 8 544 |
| Total receivables | 5 | 65 064 | 73 865 |
| Cash and cash equivalents | 7 | 47 444 | 7 628 |
| Total current assets | 128 363 | 99 913 | |
| Total assets | 173 312 | 144 068 |
| NOK 1 000 | Note | 2020 | 2019 |
|---|---|---|---|
| EQUITY AND LIABILITIES | |||
| Equity | |||
| Paid-in capital | |||
| Share capital | 8 | 12 909 | 5 825 |
| Share premium | 93 346 | 63 953 | |
| Other paid-in equity | 0 | 1 483 | |
| Total paid-in capital | 106 255 | 71 262 | |
| Retained earnings | |||
| Other equity | 0 | -67 534 | |
| Total retained earnings | 0 | -67 534 | |
| Total equity | 9 | 106 255 | 3 728 |
| Liabilities | |||
| Non-current liabilities | |||
| Provisions | 10 | 2 987 | 2 238 |
| Long-term interest bearing loans | 11 | 10 000 | 5 000 |
| Total non-current liabilities | 12 987 | 7 238 | |
| Current liabilities | |||
| Overdraft facility | 11 | 0 | 45 664 |
| Short-term interest bearing loans | 11 | 0 | 30 683 |
| Contract liabilities | 4 891 | 3 387 | |
| Accounts payable | 24 288 | 35 629 | |
| Public duties payable | 8 583 | 5 247 | |
| Other current liabilities | 16 308 | 12 490 | |
| Total current liabilities | 54 070 | 133 102 | |
| Total liabilities | 67 057 | 140 340 | |
| Total equity and liabilities | 173 312 | 144 068 | |
| Sandnes, 29 April 2021 | |||
| Rune Syversen | Ingeborg Molden Hegstad | Thomas S. Wrede-Holm | |
| Chairman of the Board | Board member | Board member | |
| Patrick Hegge Kartevoll | Espen Gylvik | ||
| Board member | CEO |
| NOK 1 000 | Note | 2020 | 2019 |
|---|---|---|---|
| Cash flows from operating activities | |||
| Profit (loss) before tax | -33 350 | -50 231 | |
| Option expense | 14 | 235 | 0 |
| Income tax paid | 15 | -235 | -209 |
| Depreciation, amortization and impairment | 2,3 | 16 960 | 19 116 |
| Change in accounts receivable | 9 737 | 25 611 | |
| Change in inventories | 2 565 | -5 555 | |
| Change in accounts payable | -11 341 | 4 300 | |
| Change in other accruals and prepayments | 14 311 | 3 454 | |
| Net cash flow from operating activities | -1 118 | -3 514 | |
| Cash flows from investment activities | |||
| Purchase of fixed assets | 2,3 | -17 854 | -21 135 |
| Proceeds from sale of fixed assets | 0 | 357 | |
| Net cash flow from investment activities | -17 854 | -20 778 | |
| Cash flows from financing activities | |||
| Proceeds from capital increase | 9 | 99 407 | 0 |
| Proceeds from new interest bearing loans | 11 | 5 000 | 32 500 |
| Net change in overdraft facility | 11 | -45 664 | -3 231 |
| Net cash flow from financing activities | 58 743 | 29 269 | |
| Currency effects | 45 | 48 | |
| Net changes to cash and cash equivalents | 39 815 | 5 026 | |
| Cash and cash equivalents per 1.1. | 7 628 | 2 602 | |
| Cash and cash equivalents per 31.12. | 7,11 | 47 444 | 7 628 |
Note 1 – General accounting policies
The consolidated financial statements have been prepared in accordance with the Norwegian Accounting Act and generally accepted accounting principles in Norway (NGAAP). The financial statements have been prepared on the going concern basis.
All amounts are presented in thousands of NOK (TNOK), unless otherwise clearly stated.
In addition to the parent entity, Cyviz AS, the Group also includes the subsidiaries Cyviz LLC, Cyviz Ltd, Cyviz Pte Ltd and Cyviz Pty Ltd, incorporated in USA, UK, Singapore and Australia, respectively. In addition Cyviz Middle East AS was a separate subsidiary of the Group until it merged with Cyviz AS in 2020. The consolidated financial statements show these units as one single economic entity.
The consolidated financial statements have been prepared in accordance with uniform policies by converting the subsidiaries to the same principles as the parent company.
Assets intended for long-term ownership or use are classified as non-current assets. Assets associated with the normal operating cycle are classified as current assets. Receivables are classified as current assets if they fall due within one year. Analogue criteria are applied to liablilites. Non-current liabilities also includes next year's installments.
The functional currency of the parent entity is NOK. For consolidation purposes, the results and financial positions of all the Group's entities that have a functional currency other than NOK are translated using the exchange rates prevailing at the end of each reporting period. Income and expenses are translated using monthly average exchange rates, this being a reasonable approximation for estimating actual rate. Exchange differences arising from this translation are recognized directly in equity.
The cash flow statement is prepared using the indirect method. Interest recieved and paid is presented as cash flows from operating activities. Cash and cash equivalents consist entirely of bank deposits.
Compared to previously reported figures, revenues and cost of materials have been adjusted upwards by repectively TNOK 330 and TNOK 808, resulting in a net increase in net loss of TNOK 478.
Expenditures on research and development are recognized as assets to the extent that they are part of projects generating identifiable intangible assets, of which future economic benefits can be attributed. Expenses related to projects not meeting theese criterias are charged to the income statement as they accrue. When there are indications of impairment, an estimate of value in use is calculated. An impairment loss is recognized in the income statement to the extent that carrying amount exceeds the value in use.
The Group has capitalized TNOK 11 692 in connection with the development of its visualization technology in 2020. The work is mainly performed by Cyviz own employees in Sandnes, Norway and in the subsidiary Cyviz Ltd in Edinburgh, Scotland. Cyviz AS has all the commercial rights to the developed products. Annual depreciation is calculated and recognized in the income statement from the time when the products are fully developed and ready for commercial use.
Investments in ERP systems, which have previously been presented as Research and development assets, are now included in Licenses, patents etc. Comparative figures for 2019 has been restated, with the effect amounting to TNOK 4 489.
| (amounts in NOK 1000) | 2020 | 2019 |
|---|---|---|
| Visualization technology | 13 974 | 19 751 |
| Government grants | -2 281 | -3 595 |
| Total research and development expenses | 11 692 | 16 156 |
| Capitalized as intangible assets | 11 692 | 16 156 |
| Charged to income statement | 0 | 0 |
| Licenses, | |||||
|---|---|---|---|---|---|
| (amounts in NOK 1000) | Research and development | patents etc. | Total | ||
| Cost 01.01. | 114 395 | 8 552 | 122 947 | ||
| Additions | 11 692 | 3 992 | 15 684 | ||
| Cost 31.12. | 126 088 | 12 544 | 138 632 | ||
| Accumulated depreciation 01.01. | 90 352 | 4 042 | 94 394 | ||
| Depreciations for the year | 9 791 | 21 | 9 812 | ||
| Accumulated depreciation 31.12. | 100 143 | 4 063 | 104 206 | ||
| Book value 31.12. | 25 945 | 8 481 | 34 426 | ||
| Economic useful life | 5 years | 5 years | |||
| Depreciation schedule | Linear | Linear |
Property, plant & equipment are recognized in the statement of financial position at cost less accumulated depreciation and impairment losses. The cost price of such assets is the purchase price including expenses directly attributable to the purchase of the asset. Expenditures incurred after the asset has been put into use, such as ongoing daily maintenance, are recognized as expenses in the period in which they were incurred, except for expenditures expected to generate future economic benefits that are recognized as a part of the asset. Leases for premises are treated as operating leases, with lease payments recognized as expense as they occur.
| (amounts in NOK 1000) | |
|---|---|
| Cost 01.01. | 67 247 |
| Additions | 2 170 |
| Cost 31.12. | 69 417 |
| Accumulated depreciation 01.01. | 52 005 |
| Depreciations for the year | 7 148 |
| Accumulated depreciation 31.12. | 59 152 |
| Currency translation effects | 259 |
| Book value 31.12. | 10 524 |
| Economic useful life | 3-10 years |
Depreciation schedule Linear
| Annual | Remaining | |
|---|---|---|
| (amounts in NOK 1000) | payments | term |
| Offices in Norway | 4 700 | 1-4 years |
| Offices in UK | 1 400 | 1-3 years |
| Offices in USA | 2 900 | 1-3 years |
| Offices in Middle East and Asia | 3 600 | 1-3 years |
| Total lease expense | 12 600 |
The group receives government grants in relation to its research and development activities. When such grants are received to carry out certain activities or compensate specific expenses, the grant is recognized in the income statement over the same period as the associated costs. Grants that compensate the group for the cost of an asset are deducted from the asset's acquisition cost when it is recognized in the statement of financial position.
SkatteFUNN is granted by the Research Council of Norway and is received as a deduction in tax payable or a cash payment, to the extent there is no tax payable to deduct it from.
Cyviz AS has been granted SkatteFUNN for two projects related to its ongoing development activities. As these projects meet the criterias for recognition as assets, the grant is deducted from the acquisition cost. Refer to note 2 for further information about these development projects.
Cyviz LLC has received loans under the Paycheck Protection Program, introduced in response to Covid-19. As the conditions for forgiveness of the loan are considered to be met, an amount corresponding to NOK 3.9 million has been recognized as a reduction of personnel costs.
Note 5 – Receivables
Accounts receivable and other receivables are recognized in the statement of financial position at face value, after deduction of expected loss. Provision for loss on receivables is estimated on the basis of an individual assessment of each receivable.
Provisions for expected credit losses on accounts receivable were incorrectly presented as other receivables in the annual financial statements for 2019. The comparative figures have been restated accordingly.
| Specification of receivables | ||
|---|---|---|
| (amounts in NOK 1000) | 2020 | 2019 |
| Accounts receivable at face value | 60 528 | 69 396 |
| Provision for expected credit losses | -4 944 | -4 075 |
| Accounts receivable | 55 584 | 65 321 |
| SkatteFUNN (government grant) | 2 281 | 3 595 |
| Prepayments | 5 615 | 3 897 |
| Other | 1 584 | 1 051 |
| Other receivables | 9 480 | 8 544 |
Cyviz AS Group accounts 2020
The inventory of purchased goods is recognized to the lower of purchase cost or market value.
| Specification of inventories | ||
|---|---|---|
| (amounts in NOK 1000) | 2020 | 2019 |
| Acquistion cost | 17 232 | 19 938 |
| Provision for obsolescence | -1 377 | -1 519 |
| Inventories | 15 855 | 18 420 |
Cash and cash equivalents includes all cash, bank deposits and other liquid investments that can be immediately converted into cash with negligible exchange rate risk. To the extent that overdraft facilities are used, the amount drawn is presented as current borrowing in the statement of financial position.
| (amounts in NOK 1000) | 2020 | 2019 |
|---|---|---|
| Payroll tax account | 1 461 | 1 608 |
| Par value | ||||
|---|---|---|---|---|
| Shares | (NOK) | Share capital | ||
| Ordinary shares | 11 735 597 | 1,1 | 12 909 |
All shares have equal voting and dividend rights. Refer to note 17 for information regarding share issues after the reporting period.
In addition to the currently outstanding shares, Cyviz AS also has 255 300 options outstanding (refer to note 14 for more information).
Cyviz AS Group accounts 2020
| Shares | Ownership | |
|---|---|---|
| Investinor AS | 4 911 267 | 41,8 % |
| Planar Systems, Inc | 769 367 | 6,6 % |
| Spinoza AS | 464 173 | 4,0 % |
| Songa Capital AS | 415 000 | 3,5 % |
| Silvercoin Industries AS | 407 650 | 3,5 % |
| Norport AS | 404 405 | 3,4 % |
| Lani Invest AS | 235 000 | 2,0 % |
| Lin AS | 217 278 | 1,9 % |
| Thabo Energy AS | 215 000 | 1,8 % |
| K.A. Fem AS | 200 000 | 1,7 % |
| Hviz AS | 181 066 | 1,5 % |
| Torstein Tvenge | 164 926 | 1,4 % |
| Joar Vaage | 145 614 | 1,2 % |
| Håkan Morten Sæter | 127 500 | 1,1 % |
| DnB NOR Markets, aksjehan/analyse | 125 000 | 1,1 % |
| Six-Seven AS | 123 643 | 1,1 % |
| Skagenkaien Venture AS | 102 426 | 0,9 % |
| Citibank, N.A. | 100 275 | 0,9 % |
| Solan Capital AS | 100 000 | 0,9 % |
| Camaca AS | 97 500 | 0,8 % |
| Total (20 largest shareholders) | 9 507 090 | 81,0 % |
| Other shareholders | 2 228 507 | 19,0 % |
| Total | 11 735 597 | 100,0 % |
| Shares | Options | Role | |
|---|---|---|---|
| Espen Gylvik | 89 485 | 51 800 | CEO |
Investinor AS is represented in the Board of Directors by board members Patrick Hegge Kartevoll and Thomas S. Wrede-Holm.
A convertible loan of NOK 40 million was raised in June 2020, with an interest of 25 % per annum. On the basis that it was the intention of all parties to convert the loan, including interest, to shares at a later stage, it was considered to have all the characteristics of preference equity. Consequently the loan was recognized as other paid-in equity, with no interest expenses carried over the income statement. The loan was converted into shares in December 2020.
Cyviz AS Group accounts 2020
| Share Other paid-in |
|||||
|---|---|---|---|---|---|
| (amounts in NOK 1000) | Share capital | premium | equity | Other equity | Sum |
| Equity as per 31.12.2019 | 5 825 | 63 953 | 1 483 | -67 534 | 3 728 |
| Net profit (loss) | 0 | -100 968 | -1 718 | 69 102 | -33 585 |
| Paid-in preference capital | 0 | 0 | 40 000 | 0 | 40 000 |
| Capital increase | 7 084 | 130 361 | -40 000 | 0 | 97 445 |
| Share-based compensation | 0 | 0 | 235 | 0 | 235 |
| Currency translation differences | 0 | 0 | 0 | -1 568 | -1 568 |
| Equity as per 31.12.2020 | 12 909 | 93 346 | 0 | 0 | 106 255 |
Provisions and other current liabilities are mainly related to goods or services received, wages to employees or other expenses related to performed activities. Amounts that falls due within the next twelve months are classified as current liabilities and measured at nominal value. Provisions that falls due later than twelve months are classified as non-current and are discounted when the effect of this is considered material.
Non-current provision relates to end-of-service gratuity earned by employees working in U.A.E and Kingdom of Saudi Arabia. The employee will generate a sum for payment for each year one is employed by the company in accordance with applicable laws in U.A.E and KSA. The obligation is settled through cash payment on termination of the employment. The schemes are regarded as unfunded defined benefit schemes measured at settlement value. Service cost, payments and remeasurements are recognised net as personnel expense.
Non-current interest bearing loans are initially measured at face value, less admission costs, and subsequently measured at amortized cost. Differences between face value and carrying amount are amortized linearly over the period of maturity. As long as the Group are complying with the loan terms and the agreed maturity reaches beyond twelve months, interest bearing loans are classified as non-current liabilities. Next year's payments are included in non-current liability, and not presented separately. In the event of a breach of the loan terms, that enable the lender to demand immediate repayment, the liability is reclassified to current liabilities.
Cyviz has established an overdraft facility with a limit of NOK 50 million. The main lending term is that the drawn amount shall not exceed sum of 60% of accounts receivables, 50% of inventory, and a base of NOK 2.5 million. In addition, operating result (EBIT) shall be positive year to date, measured quarterly and the equity ratio shall be minimum 30% measured yearly.
For the loan from Innovation Norway, an interest and installment exemption applies until November 2021 and November 2022, respectively. The loan is to be repaid over 7 years, with the first installment in November 2022. The loan carries an annual interest rate, currently at 3,7 %.
In June 2019 Cyviz AS received a short term loan, mainly from the company's shareholders, of NOK 27,5 million. The loan carried an annual interest rate of 25% and was converted to shares in December 2020.
| Specification of interest bearing loans | ||||
|---|---|---|---|---|
| (amounts in NOK 1000) | 2020 | 2019 | ||
| Innovation Norway | 10 000 | 5 000 | ||
| Bridge loan | 0 | 30 683 | ||
| Total interest bearing loans | 10 000 | 35 683 | ||
| Long-term | 10 000 | 5 000 | ||
| Short-term | 0 | 30 683 | ||
| Specification of movements in interest bearing loans | ||||
| (amounts in NOK 1000) | 2020 | 2019 | ||
| Balance 01.01. | 35 683 | 0 | ||
| Cash flows from new loans | 5 000 | 32 500 | ||
| Cash flows from repayments (ex. interest) | 0 | 0 | ||
| Cash flows from interest payments | -231 | -214 | ||
| Accrued interest | 7 587 | 3 397 | ||
| Converted to equity | -38 038 | 0 | ||
| Balance 31.12. | 10 000 | 35 683 | ||
| Contractual payments on loans | ||||
| (amounts in NOK 1000) | Book amount | Next year | Year 2-5 | Year 5+ |
| Nominal amount inc. interest | 10 000 | 400 | 8 110 | 3 100 |
| Carrying amount of assets pledged as security | ||||
| (amounts in NOK 1000) | 2020 | 2019 | ||
| Property, plant & equipment | 6 693 | 9 821 | ||
| Accounts receivable | 34 953 | 65 097 | ||
| Inventories | 14 172 | 17 355 | ||
| Total | 55 818 | 92 273 |
The group uses currency forward contracts to hedge currency risk relating to sales in USD. However, the group does not apply hedge accounting. Open agreements at the reporting date are recognized at fair value, based on MTM-report from DNB. Unrealized gains or losses are presented as other receivables or other current liabilities, respectively. Both the contractual payments and the movement in unrealized gains or losses are recognized in the income statement as net currency gains (losses).
| Carrying | |||
|---|---|---|---|
| (amounts in NOK 1000) | Trade date | Maturity date | amount |
| Sell USD 500 000 @ NOK 8.80 | 18.08.2020 | 15.03.2021 | 141 |
| Sell USD 500 000 @ NOK 8.79 | 18.08.2020 | 15.06.2021 | 135 |
| Sell USD 750 000 @ NOK 9.49 | 02.11.2020 | 15.09.2021 | 723 |
| Unrealized gain | 998 | ||
| Unrealized gain last year | 213 |
Cyviz revenues consist of goods, installation services, software licenses and service agreements. Revenues for goods are recognized at the time of delivery. Delivery is defined as the time when risk and control of the goods are transferred to the customer. Revenue for installation services are recognized when performed. Revenue for software licenses and service agreements are accrued over the service agreement period.
| (amounts in NOK 1000) | 2020 | 2019 |
|---|---|---|
| Energy | 38 402 | 82 597 |
| Corporate | 84 587 | 61948 |
| Government & Defense | 61 343 | 55 064 |
| Other | 33 030 | 29 826 |
| Total | 217 362 | 229 435 |
| Revenues by geography | ||
| (amounts in NOK 1000) | 2020 | 2019 |
| Europe, Middle East and Africa (EMEA) | 110 324 | 132 450 |
| Americas | 91 632 | 84 512 |
| Other | 15 405 | 12 473 |
| Total | 217 362 | 229 435 |
Personnel costs are expensed as the employees earn the right to the payment of wages for hours worked. Payments to defined contribution pension are expensed over the period in which the employees earn the right to the deposit. Personnel costs related to research and development projects are capitalized to the extent that the conditions for this are met. Expenses relating to share option schemes for employees are accounted for in accordance with NRS 15A and based on measurement of the options at the grant date using the Black-Scholes model.
The group mainly uses defined contribution pension plans for its employees, in accordance with local requirements in the country of employment.
Reference is made to note 2 for further information regarding research and development projects.
| Specification of personnel costs | ||
|---|---|---|
| (amounts in NOK 1000) | 2020 | 2019 |
| Wages | 71 463 | 85 468 |
| Government grants | -3 942 | 0 |
| Social security tax | 6 810 | 7 392 |
| Capitalized development costs | -8 390 | -12 291 |
| Other personnel costs | 5 461 | 7 346 |
| Total | 71 403 | 87 914 |
| Number of employees | ||
| (average FTE for the period) | 2020 | 2019 |
| Norway | 37 | 39 |
| Other | 71 | 70 |
| Total | 108 | 109 |
| Key management compensation | ||
| Board of | ||
| (amounts in NOK 1000) | CEO | Directors |
| Salary | 1 786 | 405 |
| Bonus | 0 | 0 |
| Other benefits | 165 | 0 |
Total 1 950 405
There are no loans or financial guarantees granted to the Board of Directors or executive management
A share option program was established in October 2019 for the Company's management and employees with a maximum aggregate size corresponding to a number of 255 300 new shares in the Company. The share options vests with 3/5 on 1 May 2021, 1/5 on 1 May 2022 and 1/5 on 1 May 2023, contingent on employment at the vesting date. The options may be exercised in whole or in part within 45 days from the vesting date. The strike price for new shares under the program is NOK 26.70 per share.
| (amounts in NOK 1000) | Number of options |
|---|---|
| Outstanding options 31. december 2019 | 255 300 |
| New options granted | 0 |
| Exercised options | 0 |
| Forfeited options | 0 |
| Outstanding options 31. december 2020 | 255 300 |
Option costs recognized as personnel expense amounts to TNOK 235 in 2020 (2019 : 0)
| May 2021 | May 2022 | May 2023 | ||
|---|---|---|---|---|
| Price of underlying share | 20,00 | 20,00 | 20,00 | |
| Strike price | 26,70 | 26,70 | 26,70 | |
| Average risk free interest rate | 1,55 % | 1,55 % | 1,55 % | |
| Expected term (years) | 1,6 | 2,6 | 3,6 | |
| Volatility | 30 % | 30 % | 30 % | |
| Fair value of the option at grant date (NOK) | 0,93 | 1,79 | 2,61 | |
| Specification of auditors remuneration | ||||
| (amounts in NOK 1000) | 2020 | 2019 | ||
| Statutory audit fee | 699 | 644 | ||
| Tax advisory services | 45 | 72 | ||
| Other non-auditing services | 74 | 159 | ||
| Total | 817 | 876 |
Reported amounts are exclusive of VAT. In addition to the amounts above, total fees of TNOK 250 relating to capital increase and listing process has been recognized directly in equity.
The income tax expense in the income statement includes the tax payable for the period and changes in deferred tax. Tax payable and deferred tax is calculated using tax rates and tax legislation that have been enacted at the end of the reporting period. Deferred tax is calculated on all temporary differences between tax base and amount recognized in the statement of financial position. In addition deferred tax is also calculated on tax loss carryforward at the end of the reporting period. Deferred tax assets are only recognized to the extent that it is probable that future taxable income will be generated against which it can be utilized. Deferred tax assets and deferred tax liabilities are offset if there is a legally enforceable right to offset them.
Based on an overall assessment of the group's historical earnings and the outlook for future taxable profits, the deferred tax assets were derecognized in 2019. There are no significant factors in 2020 indicating any need to change this assessment at the present time.
| (amounts in NOK 1000) | 2020 | 2019 |
|---|---|---|
| Tax payable in Norway | 0 | 94 |
| Tax payable in other countries | 235 | 169 |
| Change in deferred tax | 0 | 15 179 |
| Tax relating to prior periods | 0 | -443 |
| Income tax expense | 235 | 14 999 |
| (amounts in NOK 1000) | 2020 | 2019 |
|---|---|---|
| Result before tax | -33 350 | -50 231 |
| Tax at nominal rate (22 %) | -7 337 | -11 051 |
| Government grants | -1 461 | -791 |
| Other permanent differences | 196 | -3 760 |
| Change in deferred tax not recognized | 8 836 | 30 601 |
| Income tax expense | 235 | 14 999 |
Cyviz AS Group accounts 2020
| Specification of deferred tax | |||
|---|---|---|---|
| (amounts in NOK 1000) | 2020 | 2019 | Change |
| Inventory | -303 | -334 | 31 |
| Accounts receivable | -1 080 | -896 | -184 |
| Provisions | -657 | -492 | -165 |
| Fixed assets | 857 | -266 | 1 123 |
| Other differences | -2 058 | -2 499 | 441 |
| Net deferred tax on temporary differences | -3 241 | -4 488 | 1 247 |
| Tax loss carryforward | -31 910 | -21 827 | -10 084 |
| Total deferred tax | -35 151 | -26 315 | -8 836 |
| Deferred tax not recognized | -35 151 | -26 315 | -8 836 |
| Deferred tax recognized | 0 | 0 | 0 |
Of the deferred tax assets related to tax loss carryforwards, around 80 % is in Norway, where it may be carried forward for an indefinite time.
Certain shareholders, members of management and members of the board have participated in the convertible and bridge loan disclosed in Note 9 and Note 11, respectively. Both loans were converted to shares in December 2020.
Otherwise, there were no related party transactions in 2020.
An extraordinary general meeting of Cyviz AS on 24 March 2021, approved a share issue directed towards Karbon Invest AS for 1,15 million shares at a subscription price of NOK 43 per share, raising gross NOK 49,5 million. Subsequent to the share issue, the company has a total of 12 885 597 shares outstanding. From the same time, Rune Syversen has replaced Ole Jørgen Fredriksen as chairman of the board of directors.
| NOK 1 000 | Note | 2020 | 2019 |
|---|---|---|---|
| Operating income | |||
| Revenue | 14 | 132 237 | 103 620 |
| Other operating income | 11 013 | 23 844 | |
| Total operating income | 143 250 | 127 464 | |
| Operating expenses | |||
| Cost of materials | 72 020 | 69 508 | |
| Salary and personnel expenses | 15 | 47 768 | 38 190 |
| Depreciation | 2,3 | 15 383 | 12 653 |
| Impairment | 0 | 384 | |
| Other operating expenses | 15 | 33 783 | 36 236 |
| Total operating expenses | 168 954 | 156 970 | |
| Operating profit (loss) | -25 704 | -29 506 | |
| Financial income and expenses | |||
| Interest income from group companies | 448 | 2 841 | |
| Other interest income | 24 | 77 | |
| Net currency gains (losses) | -6 549 | 801 | |
| Write down of financial assets | 0 | -17 150 | |
| Interest expenses | -8 414 | -4 906 | |
| Other financial expenses | -202 | 0 | |
| Net financial income and expenses | -14 694 | -18 335 | |
| Profit (loss) before tax | -40 398 | -47 842 | |
| Income tax | 16 | 195 | 6 554 |
| Net profit (loss) | -40 594 | -54 396 | |
| Allocation of net profit (loss) | |||
| Transferred from share premium | -93 334 | 0 | |
| Transferred from other paid-in equity | -1 718 | 0 | |
| Transferred to/(from) retained equity | 54 459 | -54 396 |
Total allocated -40 594 -54 396
| NOK 1 000 | Note | 2020 | 2019 |
|---|---|---|---|
| ASSETS | |||
| Non-current assets | |||
| Intangible assets | |||
| Research and development | 27 736 | 25 463 | |
| Licenses, patents, other | 8 481 | 4 510 | |
| Total intangible assets | 2,4 | 36 217 | 29 973 |
| Tangible fixed assets | |||
| Property, plant & equipment | 3,12 | 6 693 | 4 835 |
| Total tangible fixed assets | 6 693 | 4 835 | |
| Financial fixed assets | |||
| Investments in subsidiaries | 5 | 296 | 24 108 |
| Long term receivables from group entities | 6 | 13 | 1 |
| Total financial fixed assets | 309 | 24 109 | |
| Total non-current assets | 43 219 | 58 918 | |
| Current assets | |||
| Inventories | 7,12 | 11 517 | 12 558 |
| Receivables | |||
| Accounts receivable | 12 | 40 622 | 12 378 |
| Short term receivables from group entities | 12 | 9 829 | 68 482 |
| Other receivables | 13 | 6 938 | 5 119 |
| Total receivables | 6 | 57 389 | 85 979 |
| Cash and cash equivalents | 8 | 44 546 | 1 609 |
| Total current assets | 113 453 | 100 146 | |
| Total assets | 156 672 | 159 064 |
| NOK 1 000 | Note | 2020 | 2019 |
|---|---|---|---|
| EQUITY AND LIABILITIES | |||
| Equity | |||
| Paid-in capital | |||
| Share capital | 9 | 12 909 | 5 825 |
| Share premium | 100 980 | 63 953 | |
| Other paid-in equity | 0 | 1 483 | |
| Total paid-in capital | 113 889 | 71 262 | |
| Retained earnings | |||
| Other equity | 0 | -33 684 | |
| Total retained earnings | 0 | -33 684 | |
| Total equity | 10 | 113 889 | 37 577 |
| Liabilities | |||
| Non-current liabilities | |||
| Provisions | 11 | 2 987 | 0 |
| Long-term interest bearing loans | 12 | 10 000 | 5 000 |
| Total non-current liabilities | 12 987 | 5 000 | |
| Current liabilities | |||
| Overdraft facility | 12 | 0 | 45 664 |
| Short-term interest bearing loans | 12 | 0 | 30 683 |
| Contract liabilities | 2 795 | 764 | |
| Accounts payable | 11 071 | 23 082 | |
| Public duties payable | 4 821 | 2 962 | |
| Other current liabilities | 11 108 | 13 330 | |
| Total current liabilities | 29 795 | 116 486 | |
| Total liabilities | 42 783 | 121 486 | |
| Total equity and liabilities | 156 672 | 159 064 | |
| Sandnes, 29 April 2021 | |||
| Rune Syversen | Ingeborg Molden Hegstad | Thomas S. Wrede-Holm | |
| Chairman of the Board | Board member | Board member | |
| Patrick Hegge Kartevoll | Espen Gylvik | ||
| Board member | CEO |
| NOK 1 000 | Note | 2020 | 2019 |
|---|---|---|---|
| Cash flows from operating activities | |||
| Profit (loss) before tax | -40 398 | -47 842 | |
| Option expense | 15 | 235 | 0 |
| Income tax paid | 16 | -195 | -31 |
| Depreciation, amortization and impairment | 2,3 | 15 383 | 13 036 |
| Write down of financial assets | 0 | 17 150 | |
| Change in accounts receivable | 6 870 | -21 150 | |
| Change in inventories | 1 041 | 4 797 | |
| Change in accounts payable | -12 011 | 5 446 | |
| Write down of intercompany receivables | 6 | 2 500 | 17 750 |
| Change in other accruals and prepayments | 29 271 | 6 863 | |
| Net cash flow from operating activities | 2 695 | -3 981 | |
| Cash flows from investment activities | |||
| Purchase of fixed assets | 2,3 | -18 499 | -25 471 |
| Proceeds from sale of fixed assets | 0 | 357 | |
| Net cash flow from investment activities | -18 499 | -25 114 | |
| Cash flows from financing activities | |||
| Proceeds from capital increase | 10 | 99 407 | 0 |
| Proceeds from new interest bearing loans | 12 | 5 000 | 32 500 |
| Net change in overdraft facility | 12 | -45 664 | -3 231 |
| Net cash flow from financing activities | 58 743 | 29 269 | |
| Net changes to cash and cash equivalents | 42 938 | 174 | |
| Cash and cash equivalents per 1.1. | 1 609 | 1 434 | |
| Cash and cash equivalents per 31.12. | 8 | 44 546 | 1 609 |
The separate financial statements have been prepared in accordance with the Norwegian Accounting Act and generally accepted accounting principles in Norway (NGAAP). The financial statements have been prepared on the going concern basis.
The functional currency of the company is NOK, and all amounts are presented in thousands of NOK (TNOK), unless otherwise clearly stated.
In 2020, the company has merged with its subsidiary Cyviz Middle East AS in accordance with simplified regulations regarding mergers of wholly owned subsidiaries. The merger is recognised using continuity values, effective from 1 January 2020. Comparative figures have not been restated.
Assets intended for long-term ownership or use are classified as non-current assets. Assets associated with the normal operating cycle are classified as current assets. Receivables are classified as current assets if they fall due within one year. Analogue criteria are applied to liablilites. Non-current liabilities also includes next year's installments.
The cash flow statement is prepared using the indirect method. Interest recieved and paid is presented as cash flows from operating activities. Cash and cash equivalents consist entirely of bank deposits.
Note 2 – Intangible assets
Expenditures on research and development are recognized as assets to the extent that they are part of projects generating identifiable intangible assets, of which future economic benefits can be attributed. Expenses related to projects not meeting theese criterias are charged to the income statement as they accrue. When there are indications of impairment, an estimate of value in use is calculated. An impairment loss is recognized in the income statement to the extent that carrying amount exceeds the value in use.
The company has capitalized TNOK 12 954 in connection with the development of its visualization technology in 2020. The work is mainly performed by Cyviz own employees in Sandnes, Norway and in the subsidiary Cyviz Ltd in Edinburgh, Scotland. Cyviz AS has all the commercial rights to the developed products. Annual depreciation is calculated and recognized in the income statement from the time when the products are fully developed and ready for commercial use.
Investments in ERP systems, which have previously been presented as Research and development assets, are now included in Licenses, patents etc. Comparative figures for 2019 has been restated, with the effect amounting to TNOK 4 489.
| (amounts in NOK 1000) | 2020 | 2019 |
|---|---|---|
| Visualization technology | 15 264 | 19 751 |
| Government grants | -2 310 | -3 595 |
| Total research and development expenses | 12 954 | 16 156 |
| Capitalized as intangible assets | 12 954 | 16 156 |
| Charged to income statement | 0 | 0 |
| Licenses, | |||
|---|---|---|---|
| (amounts in NOK 1000) | Research and development | patents etc. | Total |
| Cost 01.01. | 134 209 | 8 552 | 142 761 |
| Additions | 12 954 | 3 992 | 16 945 |
| Cost 31.12. | 147 163 | 12 544 | 159 706 |
| Accumulated depreciation 01.01. | 108 746 | 4 042 | 112 788 |
| Depreciations for the year | 10 680 | 21 | 10 701 |
| Accumulated depreciation 31.12. | 119 426 | 4 063 | 123 489 |
| Book value 31.12. | 27 736 | 8 481 | 36 217 |
| Economic useful life | 5 years | 5 years | |
| Depreciation schedule | Linear | Linear |
Property, plant & equipment are recognized in the statement of financial position at cost less accumulated depreciation and impairment losses. The cost price of such assets is the purchase price including expenses directly attributable to the purchase of the asset. Expenditures incurred after the asset has been put into use, such as ongoing daily maintenance, are recognized as expenses in the period in which they were incurred, except for expenditures expected to generate future economic benefits that are recognized as a part of the asset. Leases for premises are treated as operating leases, with lease payments recognized as expense as they occur.
| (amounts in NOK 1000) | ||
|---|---|---|
| Cost 01.01. | 21 599 | |
| Additions through merger | 17 655 | |
| Ordinary additions | 1 554 | |
| Cost 31.12. | 40 807 | |
| Accumulated depreciation 01.01. | 16 764 | |
| Additions through merger | 12 668 | |
| Depreciations for the year | 4 682 | |
| Accumulated depreciation 31.12. | 34 114 | |
| Book value 31.12. | 6 693 | |
| Economic useful life | 3-10 years | |
| Depreciation schedule | Linear | |
| Specification of leases for premises | ||
| Annual | Remaining | |
| (amounts in NOK 1000) | payments | term |
| Offices in Norway | 4 700 | 2-3 years |
| Offices in Middle East and Asia | 3 000 | 2-3 years |
| Total lease expense | 7 700 |
The company receives government grants in relation to its research and development activities. When such grants are received to carry out certain activities or compensate specific expenses, the grant is recognized in the income statement over the same period as the associated costs. Grants that compensate the group for the cost of an asset are deducted from the asset's acquisition cost when it is recognized in the statement of financial position.
SkatteFUNN is granted by the Research Council of Norway and is received as a deduction in tax payable or a cash payment, to the extent there is no tax payable to deduct it from. Cyviz AS has been granted SkatteFUNN for two projects related to its ongoing development activities. As these projects meet the criterias for recognition as assets, the grant is deducted from the acquisition cost. Refer to note 2 for further information about these development projects.
Note 5 – Investments in subsidiaries
Investments in subsidiaries are recognized using the cost method. The investments are valued at the acquisition cost unless a write-down of the investment has been necessary. Impairment losses are reversed when the basis for impairment is no longer present.
| Carrying | |||
|---|---|---|---|
| (amounts in NOK 1000) | Place of incorporation | Ownership | amount |
| Cyviz LLC | Arlington, Virginia, USA | 100 % | 296 |
| Cyviz LIMITED | Edinburgh, UK | 100 % | 0 |
| Cyviz Pte Ltd. | Singapore | 100 % | 0 |
| Cyviz Pty Ltd. | Perth, Australia | 100 % | 0 |
| Total | 296 |
Voting share coincides with ownership share for all investments.
In 2020, the company merged with the wholly owned subsidiary Cyviz Middle East AS
Accounts receivable and other receivables are recognized in the statement of financial position at face value, after deduction of expected loss. Provision for loss on receivables is estimated on the basis of an individual assessment of each receivable.
Short term receivables from subsidiaries Cyviz LLC and Cyviz Ltd were written down by TNOK 17 750 in 2019, in line with expectations at the time regarding future earnings and ability to pay. In 2020 the receivables from Cyviz Ltd were written down by an additional TNOK 2 500.
| (amounts in NOK 1000) | 2020 | 2019 |
|---|---|---|
| Receivables at face value | 14 084 | 14 071 |
| Provision for expected credit losses | -14 070 | -14 070 |
| Long term receivables from group entities | 13 | 1 |
Cyviz AS Company accounts 2020
| Other receivables | 6 938 | 5 119 |
|---|---|---|
| Other | 1 101 | 255 |
| Prepayments | 3 526 | 1 268 |
| SkatteFUNN (government grant) | 2 310 | 3 595 |
| Short term receivables from group entities | 9 829 | 68 482 |
| Provision for expected credit losses | -20 250 | -17 750 |
| Receivables at face value | 30 079 | 86 232 |
| Accounts receivable | 40 622 | 12 378 |
| Provision for expected credit losses | -4 944 | -2 194 |
| Accounts receivable at face value | 45 566 | 14 572 |
The inventory of purchased goods is recognized at the lower of purchase cost or market value.
| (amounts in NOK 1000) | 2020 | 2019 |
|---|---|---|
| Acquistion cost | 12 894 | 14 077 |
| Provision for obsolescence | -1 377 | -1 519 |
| Inventories | 11 517 | 12 558 |
Cash and cash equivalents includes all cash, bank deposits and other liquid investments that can be immediately converted into cash with negligible exchange rate risk. To the extent that overdraft facilities are used, the amount drawn is presented as current borrowing in the statement of financial position.
| Restricted cash | ||
|---|---|---|
| (amounts in NOK 1000) | 2020 | 2019 |
| Payroll tax account | 1 461 | 1 608 |
| Par value | |||
|---|---|---|---|
| Shares | (NOK) | Share capital | |
| Ordinary shares | 11 735 597 | 1,1 | 12 909 |
All shares have equal voting and dividend rights. Refer to note 18 for information regarding share issues after the reporting period.
In addition to the currently outstanding shares, the company also has 255 300 options outstanding (refer to note 15 for more information).
| Shares | Ownership | |
|---|---|---|
| Investinor AS | 4 911 267 | 41,8 % |
| Planar Systems, Inc | 769 367 | 6,6 % |
| Spinoza AS | 464 173 | 4,0 % |
| Songa Capital AS | 415 000 | 3,5 % |
| Silvercoin Industries AS | 407 650 | 3,5 % |
| Norport AS | 404 405 | 3,4 % |
| Lani Invest AS | 235 000 | 2,0 % |
| Lin AS | 217 278 | 1,9 % |
| Thabo Energy AS | 215 000 | 1,8 % |
| K.A. Fem AS | 200 000 | 1,7 % |
| Hviz AS | 181 066 | 1,5 % |
| Torstein Tvenge | 164 926 | 1,4 % |
| Joar Vaage | 145 614 | 1,2 % |
| Håkan Morten Sæter | 127 500 | 1,1 % |
| DnB NOR Markets, aksjehan/analyse | 125 000 | 1,1 % |
| Six-Seven AS | 123 643 | 1,1 % |
| Skagenkaien Venture AS | 102 426 | 0,9 % |
| Citibank, N.A. | 100 275 | 0,9 % |
| Solan Capital AS | 100 000 | 0,9 % |
| Camaca AS | 97 500 | 0,8 % |
| Total (20 largest shareholders) | 9 507 090 | 81,0 % |
| Other shareholders | 2 228 507 | 19,0 % |
| Total | 11 735 597 | 100,0 % |
| Shares | Options | Role | |
|---|---|---|---|
| Espen Gylvik | 89 485 | 51 800 | CEO |
Investinor AS is represented in the Board of Directors by board members Patrick Hegge Kartevoll and Thomas S. Wrede-Holm.
A convertible loan of NOK 40 million was raised in June 2020, with an interest of 25 % per annum. On the basis that it was the intention of all parties to convert the loan, including interest, to shares at a later stage, it was considered to have all the characteristics of preference equity. Consequently the loan was recognized as other paid-in equity, with no interest expenses carried over the income statement. The loan was converted into shares in December 2020.
| Share Other paid-in |
|||||
|---|---|---|---|---|---|
| (amounts in NOK 1000) | Share capital | premium | equity | Other equity | Sum |
| Equity as per 31.12.2019 | 5 825 | 63 953 | 1 483 | -33 684 | 37 577 |
| Effects of merger | 0 | 0 | 0 | -20 775 | -20 775 |
| Paid-in preference capital | 0 | 0 | 40 000 | 0 | 40 000 |
| Capital increase | 7 084 | 130 361 | -40 000 | 0 | 97 445 |
| Share-based compensation | 0 | 0 | 235 | 0 | 236 |
| Net profit (loss) | 0 | -93 334 | -1 718 | 54 459 | -40 594 |
| Equity as per 31.12.2020 | 12 909 | 100 980 | 0 | 0 | 113 889 |
Note 11 – Provisions and other current liabilities
Provisions and other current liabilities are mainly related to goods or services received, wages to employees or other expenses related to performed activities. Amounts that falls due within the next twelve months are classified as current liabilities and measured at nominal value. Provisions that falls due later than twelve months are classified as non-current and are discounted when the effect of this is considered material.
Non-current provision relates to end-of-service gratuity earned by employees working in U.A.E and Kingdom of Saudi Arabia. The employee will generate a sum for payment for each year one is employed by the company in accordance with applicable laws in U.A.E and KSA. The obligation is settled through cash payment on termination of the employment. The schemes are regarded as unfunded defined benefit schemes measured at settlement value. Service cost, payments and remeasurements are recognized net as personnel expense.
Non-current interest bearing loans are initially measured at face value, less admission costs, and subsequently measured at amortized cost. Differences between face value and carrying amount are amortized linearly over the period of maturity. As long as the company are complying with the loan terms and the agreed maturity reaches beyond twelve months, interest bearing loans are classified as non-current liabilities. Next year's payments are included in non-current liability, and not presented separately. In the event of a breach of the loan terms, that enable the lender to demand immediate repayment, the liability is reclassified to current liabilities.
Cyviz has established an overdraft facility with a limit of NOK 50 million. The main lending term is that the drawn amount shall not exceed sum of 60% of accounts receivables, 50% of inventory, and a base of NOK 2.5 million. In addition, operating result (EBIT) shall be positive year to date, measured quarterly and the equity ratio shall be minimum 30% measured yearly.
For the loan from Innovation Norway, an interest and installment exemption applies until November 2021 and November 2022, respectively. The loan is to be repaid over 7 years, with the first installment in November 2022. The loan carries an annual interest rate, currently at 3,7 %.
In June 2019 Cyviz AS received a short term loan, mainly from the company's shareholders, of NOK 27,5 million. The loan carried an annual interest rate of 25% and was converted to shares in December 2020.
| Specification of interest bearing loans | ||
|---|---|---|
| (amounts in NOK 1000) | 2020 | 2019 |
| Innovation Norway | 10 000 | 5 000 |
| Bridge loan | 0 | 30 683 |
| Total interest bearing loans | 10 000 | 35 683 |
| Long-term | 10 000 | 5 000 |
| Short-term | 0 | 30 683 |
| Specification of movements in interest bearing loans | ||
| (amounts in NOK 1000) | 2020 | 2019 |
| Balance 01.01. | 35 683 | 0 |
| Cash flows from new loans | 5 000 | 32 500 |
| Cash flows from repayments (ex. interest) | 0 | 0 |
| Cash flows from interest payments | -231 | -214 |
| Accrued interest | 7 587 | 3 397 |
| Converted to equity | -38 038 | 0 |
| Contractual payments on loans | |
|---|---|
| (amounts in NOK 1000) | Book amount | Next year | Year 2-5 | Year 5+ |
|---|---|---|---|---|
| Nominal amount inc. interest | 10 000 | 400 | 8 110 | 3 100 |
Cyviz AS Company accounts 2020
| (amounts in NOK 1000) | 2020 | 2019 |
|---|---|---|
| Property, plant & equipment | 6 693 | 4 835 |
| Accounts receivable | 40 622 | 12 378 |
| Group receivables | 9 829 | 68 482 |
| Inventories | 11 517 | 12 558 |
| Total | 68 661 | 98 254 |
The company uses currency forward contracts to hedge the currency risk relating to sales in USD. However, the company does not apply hedge accounting. Open agreements at the reporting date are recognized at fair value, based on MTM-report from DNB. Unrealized gains or losses are presented as other receivables or other current liabilities, respectively. Both the contractual payments and the movement in unrealized gains or losses are recognized in the income statement as net currency gains (losses).
| Carrying | |||
|---|---|---|---|
| (amounts in NOK 1000) | Trade date | Maturity date | amount |
| Sell USD 500 000 @ NOK 8.80 | 18.08.2020 | 15.03.2021 | 141 |
| Sell USD 500 000 @ NOK 8.79 | 18.08.2020 | 15.06.2021 | 135 |
| Sell USD 750 000 @ NOK 9.49 | 02.11.2020 | 15.09.2021 | 723 |
| Unrealized gain | 998 | ||
| Unrealized gain last year | 213 |
Cyviz revenues consist of goods, installation services, software lisences and service agreements. Revenues for goods are recognized at the time of delivery. Delivery is defined as the time when risk and control of the goods are transferred to the customer. Revenue for installation services are recognized when performed. Revenue for software lisences and service agreements are accrued over the service agreement period.
| Revenues by business area | ||
|---|---|---|
| (amounts in NOK 1000) | 2020 | 2019 |
| Energy | 29 899 | 37 303 |
| Corporate | 18 890 | 27 977 |
| Government & Defense | 48 882 | 24 869 |
| Other | 34 567 | 13 471 |
| Total | 132 237 | 103 620 |
Cyviz AS Company accounts 2020
| Total | 132 237 | 103 620 |
|---|---|---|
| Other | 13 751 | 23 341 |
| Americas | 13 545 | 38 401 |
| Europe, Middle East and Africa (EMEA) | 104 941 | 41 877 |
| (amounts in NOK 1000) | 2020 | 2019 |
| Revenues by geography |
Personnel costs are expensed as the employees earn the right to the payment of wages for hours worked. Payments to defined contribution pension are expensed over the period in which the employees earn the right to the deposit. Personnel costs related to research and development projects are capitalized to the extent that the conditions for this are met. Expenses relating to share option schemes for employees are accounted for in accordance with NRS 15A and based on measurement of the options at the grant date using the Black-Scholes model.
The company has established a defined contribution scheme in accordance with the requirements of the Norwegian Act on Mandatory Occupational Pensions ("OTP") for its employees in Norway. Employees in other countries are covered by similar schemes in accordance with local requirements.
Reference is made to note 2 for further information regarding research and development projects.
| (amounts in NOK 1000) | 2020 | 2019 |
|---|---|---|
| Wages | 47 492 | 37 570 |
| Pension contributions | 2 023 | 994 |
| Social security tax | 5 012 | 5 169 |
| Capitalized development costs | -8 390 | -6 977 |
| Other personnel costs | 1 631 | 1 434 |
| Total | 47 768 | 38 190 |
| (average FTE for the period) | 2020 | 2019 |
|---|---|---|
| Norway | 37 | 39 |
| Other | 34 | 0 |
| Total | 71 | 39 |
Cyviz AS Company accounts 2020
| Board of | ||
|---|---|---|
| (amounts in NOK 1000) | CEO | Directors |
| Salary | 1 786 | 405 |
| Bonus | 0 | 0 |
| Other benefits | 165 | 0 |
| Total | 1 950 | 405 |
There are no loans or financial guarantees granted to the Board of Directors or executive management.
A share option program was established in October 2019 for the Company's management and employees with a maximum aggregate size corresponding to a number of 255 300 new shares in the Company. The share options vests with 3/5 on 1 May 2021, 1/5 on 1 May 2022 and 1/5 on 1 May 2023, contingent on employment at the vesting date. The options may be exercised in whole or in part within 45 days from the vesting date. The strike price for new shares under the program is NOK 26.70 per share.
| (amounts in NOK 1000) | Number of options |
|---|---|
| Outstanding options 31. december 2019 | 255 300 |
| New options granted | 0 |
| Exercised options | 0 |
| Forfeited options | 0 |
| Outstanding options 31. december 2020 | 255 300 |
Option costs recognized as personnel expense amounts to TNOK 235 in 2020 (2019 : 0)
| May 2021 | May 2022 | May 2023 | ||
|---|---|---|---|---|
| Price of underlying share | 20,00 | 20,00 | 20,00 | |
| Strike price | 26,70 | 26,70 | 26,70 | |
| Average risk free interest rate | 1,55 % | 1,55 % | 1,55 % | |
| Expected term (years) | 1,6 | 2,6 | 3,6 | |
| Volatility | 30 % | 30 % | 30 % | |
| Fair value of the option at grant date (NOK) | 0,93 | 1,79 | 2,61 | |
| Specification of auditors remuneration | ||||
| (amounts in NOK 1000) | 2020 | 2019 | ||
| Statutory audit fee | 532 | 410 | ||
| Other certification services | 0 | 0 | ||
| Tax advisory services | 12 | 40 | ||
| Other non-auditing services | 65 | 143 | ||
| Total | 608 | 593 | ||
Reported amounts are exclusive of VAT. In addition to the amounts above, total fees of TNOK 250 relating to capital increase and listing process has been recognized directly in equity.
The income tax expense in the income statement includes the tax payable for the period and changes in deferred tax. Tax payable and deferred tax is calculated using tax rates and tax legislation that have been enacted at the end of the reporting period. Deferred tax is calculated on all temporary differences between tax base and amount recognized in the statement of financial position. In addition deferred tax is also calculated on tax loss carryforward at the end of the reporting period. Deferred tax assets are only recognized to the extent that it is probable that future taxable income will be generated against which it can be utilized. Deferred tax assets and deferred tax liabilities are offset if there is a legally enforceable right to offset them.
Based on an overall assessment of the company's historical earnings and the outlook for future taxable profits, the deferred tax assets were derecognized in 2019. There are no significant factors in 2020 indicating any need to change this assessment at the present time.
| Income tax expense | 195 | 6 554 |
|---|---|---|
| Tax relating to prior periods | 0 | 0 |
| Change in deferred tax | 0 | 6 523 |
| Tax payable in other countries | 195 | 31 |
| Tax payable in Norway | 0 | 0 |
| (amounts in NOK 1000) | 2020 | 2019 |
| (amounts in NOK 1000) | 2020 | 2019 |
|---|---|---|
| Result before tax | -40 398 | -47 842 |
| Tax at nominal rate (22 %) | -8 888 | -10 525 |
| Write down of financial assets | 0 | 3 773 |
| Government grants | -508 | -791 |
| Other permanent differences | 300 | 34 |
| Change in deferred tax not recognized | 9 291 | 14 063 |
| Income tax expense | 195 | 6 554 |
Cyviz AS Company accounts 2020
| Specification of deferred tax | |||
|---|---|---|---|
| (amounts in NOK 1000) | 2020 | 2019 | Change |
| Inventory | -303 | -334 | 31 |
| Receivables (loss provisions) | -5 535 | -4 388 | -1 148 |
| Provisions | -657 | 0 | -657 |
| Fixed assets | 1 060 | 550 | 510 |
| Unrealised currency gain on receivables | 473 | 530 | -57 |
| Net deferred tax on temporary differences | -4 963 | -3 642 | -1 320 |
| Tax loss carryforward | -25 861 | -10 421 | -15 441 |
| Total deferred tax | -30 824 | -14 063 | -16 761 |
| Deferred tax not recognized | -30 824 | -14 063 | -16 761 |
| Deferred tax recognized | 0 | 0 | 0 |
| Total deferred tax (not recognized) | -7 470 |
|---|---|
| Tax loss carryforward | -6 059 |
| Net deferred tax on temporary differences | -1 411 |
| Fixed assets | -505 |
| Provisions | -492 |
| Accounts receivable | -414 |
| (amounts in NOK 1000) |
Certain shareholders, members of management and members of the board have participated in the convertible and bridge loan disclosed in Note 9 and Note 11, respectively. Both loans were converted to shares in December 2020.
Otherwise, there were no transactions with related parties other than group entities in 2020.
| Aggregated specification of transactions with group entities | ||
|---|---|---|
| (amounts in NOK 1000) | 2020 | 2019 |
| Cyviz LLC | 23 357 | 18 997 |
| Cyviz Ltd | 1 540 | 5 444 |
| Total sale of goods and services | 24 896 | 24 442 |
| Cyviz LLC | 0 | 0 |
| Cyviz Ltd | 11 658 | 13 713 |
| Total purchase of goods and services | 11 658 | 13 713 |
Amounts above relating to sales includes management fees, presented as other operating income
An extraordinary general meeting of Cyviz AS on 24 March 2021, approved a share issue directed towards Karbon Invest AS for 1,15 million shares at a subscription price of NOK 43 per share, raising gross NOK 49,5 million. Subsequent to the share issue, the company has a total of 12 885 597 shares outstanding. From the same time, Rune Syversen has replaced Ole Jørgen Fredriksen as chairman of the board of directors.
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