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Loomis — Annual Report 2011
Apr 17, 2012
2940_10-k_2012-04-17_dda8f080-8c7f-4715-b92f-034d8a4fea94.pdf
Annual Report
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Annual Report 2011
Loomis is the specialist at managing its customers' flow of cash, allowing the customers to focus on their own operations.
Contents
| The year in review | 1 |
|---|---|
| Group overview | 2 |
| President's statement | 4 |
| Vision, goals and strategy | 6 |
| Operations | 10 |
| Market | 14 |
| Europe | 18 |
| USA | 20 |
| Values and Code of Conduct | 24 |
| Risk Management | 25 |
Corporate Governance Report
| Corporate Governance | 26 |
|---|---|
| The Board of Directors' Report on Internal Control and Risk Management |
30 |
| Board of Directors and Auditor | 34 |
| Group Management | 35 |
The Share 36
Financial statements
| Administration report | 38 |
|---|---|
| Consolidated statement of income | 43 |
| Consolidated balance sheet | 44 |
| Consolidated statement of changes in equity |
45 |
| Consolidated statement of cash flows | 46 |
| Notes – Group | 47 |
| Parent Company statement of income | 82 |
| Parent Company balance sheet | 83 |
| Parent Company statement cash flows | 84 |
| Parent Company statement of changes in equity |
85 |
| Notes – Parent Company | 86 |
| Audit Report | 94 |
| Five year overview | 95 |
| Quarterly Data | 97 |
| Notice of Annual General Meeting | 99 |
|---|---|
| Addresses | 100 |
This is a translation of the original Swedish Annual Report. In the event of differences between the English translation and the Swedish original, the Swedish Annual Report shall prevail.
Information regarding the size and position of the market, as well as other general market data, is based on Loomis' experience and assessment, supported by both internal and external studies, unless stated otherwise.
Group overview
» Loomis is the only international company specialized in cash handling services. «
Client case: BBVA
» Our relationship with Loomis dates back 25 years. Since then, we have developed the services and the market together. «
Market
» The customers' increased requirements in terms of efficiency are creating new business opportunities. «
14
''2011 was a strong and strategically important year for Loomis, with improved operating margin as well as both real and organic growth. We increased our market share and improved our pricing on several important markets. In addition, we made strategically important acquisitions which have served to strengthen our position on the market even further."
The year in figures
- n Revenue amounted to MSEK 10,973 (11,033).
- n Real growth amounted to 7 percent (–1) and organic growth was 1 percent (–1).
- n Operating income (EBITA)1) amounted to MSEK 912 (882), of which exchange rate effects comprised MSEK –59, and the operating margin was 8.3 percent (8.0).
- n Income before taxes amounted to MSEK 743 (759) and net income after taxes was MSEK 513 (496).
- n Earnings per share before dilution were SEK 7.03 (6.80), and Earnings per share after dilution were SEK 6.79 (6.57).
- n Cash flow from operating activities amounted to MSEK 700 (938), which is equivalent to 77 percent (106) of operating income (EBITA).
- n The proposed dividend is SEK 3.75 (3.50) per share.
- 1) Earnings before Interest, Taxes, Amortization of acquisition-related intangible fixed assets, Acquisition-related costs and Items affecting comparability.
Events during the year
Market leader in the USA
Loomis strengthened its position in the USA through the acquisition of Pendum's cash handling operations, involving the replenishment and management of 43,000 ATMs across the country, as well as through the acquisition of Oregon Armored Service in the state of Oregon. Pendum is Loomis' largest acquisition since the Company's listing on the stock market. Loomis is the market leader on the US market and is well positioned for growth within comprehensive solutions, such as Loomis SafePoint®.
New market in Turkey
Loomis acquired the majority of the shares in Erk Armored in Turkey and thereby established a footprint on a new market that has good potential for growth.
Acquisition in Spain
Through the acquisition of the Spanish company, Efectivox, with 500 employees and approximately 70 cash in transit vehicles, Loomis can now offer cash handling services throughout the whole of the Spanish mainland.
Environmentally-friendly vehicles in Denmark
As part of a pilot project in Copenhagen, Loomis became one of the first cash handling companies in the world to make use of electrically powered vehicles for cash in transit. Loomis' ambition is for all cash in transit in the Copenhagen region to be carried out with electrically powered vehicles.
Record contract in the UK
Loomis signed the largest contract since its listing on the stock market with HSBC in the UK. The contract comprises management of all of the bank's remote ATMs across the UK.
Prestigious assignment for McDonald´s
In Sweden, Loomis entered into an agreement with McDonald's for cash handling services to McDonald's restaurants all over the country.
KEY RATIOS
| 2011 | 2010 | 2009 | |
|---|---|---|---|
| The Group, in brief | |||
| Revenue, MSEK | 10,973 | 11,033 | 11,989 |
| Revenue, Europe, MSEK | 6,934 | 7,024 | 7,618 |
| Revenue, USA, MSEK | 4,039 | 4,009 | 4,372 |
| Operating income (EBITA), MSEK | 912 | 882 | 837 |
| Operating margin, % | 8.3 | 8.0 | 7.0 |
| Operating income (EBIT), MSEK | 805 | 866 | 821 |
| Dividend per share, SEK | 3.751) | 3.50 | 2.65 |
| Earnings per share before dilution, SEK | 7.03 | 6.80 | 6.85 |
| Cash flow from operating activities as % of operating income (EBITA) |
77 | 106 | 94 |
| Average number of full-time equivalent employees |
19,511 | 18,466 | 18,428 |
1) Dividend proposed to the Annual General Meeting 2012.
REVENUE AND OPERATING MARGIN (EBITA) FOR THE GROUP, 2009–2011
This is Loomis
Loomis is the only international company specialized in cash handling services. With a comprehensive range of services within cash handling, Loomis offers its knowledge and experience in 15 markets.
Loomis' service lines include Cash in Transit and Cash Management Services. Cash in Transit involves supplying cash to retailers, banks and ATMs. Cash Management Services involve counting, analyzing, planning, reporting, as well as verification and quality control of bills and coins. The comprehensive solutions, economies of scale and the specialist competence offered by Loomis enable customers to reduce their costs for cash handling and also to increase the security.
Loomis works with a whole range of customers. The range of Loomis´ customers varies, ranging from central banks, major commercial banks and operators of ATMs, large retail and restaurant chains to smaller stores.
In total, the market share in the European countries in which the Company operates is almost 30 percent, and over 25 percent in the USA. Loomis' goal is to be one of the two largest providers in the respective geographical markets in which the Group operates, which, in the majority of the cases, has been achieved.
Loomis' service lines
Cash in Transit (CIT)
Loomis utilizes a fleet of approximately 6,700 cash in transit vehicles, which, every day, transport cash worth SEK 75 billion to and from retailers, banks and ATMs. Loomis constantly reviews its logistics system in order to optimize vehicle routes and maximize the number of stops per route. CIT accounts for 71 percent of Loomis' revenue.
Cash Management Services (CMS)
Every day, Loomis handles bills and coins at the Group's approximately 220 cash centers, where cash can also be stored on behalf of the customer. Efficient working methods and modern equipment give rise to economies of scale for counting, packaging and verification. Loomis also offers services involving the analyzing, planning and reporting of the customers' flow of cash. CMS accounts for 29 percent of Loomis' revenue.
SHARE OF REVENUE BY SERVICE LINE 2011 EUROPE
SHARE OF REVENUE BY SERVICE LINE 2011 USA
Cash in Transit Cash Management Services
Loomis´ history
Today, Loomis operates in 15 countries and is the only international specialist in cash handling services. However, Loomis' history began at the time of the American gold rush.
Loomis has a proud heritage and a long history of handling cash. Loomis was spun off from the Securitas Group in 2008, but the Company's 160 year long history began at the time of the American gold rush. The development since then into the international Group of today has seen many events and acquisitions. Below is a summary of the most important milestones in Loomis' history.
1852 Henry Wells and William Fargo establish Wells Fargo & Co during the Californian gold rush. A few years later, they take over parts of the legendary Pony Express, the first fast mail service in North America.
1905 During the Alaskan gold rush, Lee Loomis forms the company Cleary Creek Commercial Company. By means of dogsleds, he provides Alaskan miners with supplies.
1934 Erik Philip-Sörensen establishes Helsingsborgs Nattvakt in Helsingborg. The company expands internationally and becomes Securitas.
1997 Loomis Armored acquires Wells Fargo Armored and forms Loomis, Fargo & Co.
- 2001 Loomis, Fargo & Co. joins forces with the Securitas Group.
- 2006 Securitas Cash Handling Services becomes Loomis.
- 2008 Loomis is listed on the NASDAQ OMX Stockholm.
- 2010 Loomis adopts a new strategy aimed to, among other things, increased market presence, with the goal of, over time, expanding to two new countries per year.
2011 Loomis expands to Turkey, acquires the cash handling services of Pendum in the USA and announces the acquisition of the Spanish company Efectivox.
President's statement
In 2011 Loomis' real growth was around 7 percent (–1) and, for the first time since the stock exchange listing in December 2008, our organic growth was positive at 1 percent (–1). Meanwhile, the operating margin – which rose to 8.3 percent – is moving towards our next target: 10 percent by 2014, at the latest.
Behind the gratifying growth increase are the large or strategically important acquisitions we made at the end of 2010 and in 2011. Our organic growth is attributable to new market shares in several important countries as well as an improved pricing of our services.
With the increase in operating income, EBITA, to MSEK 912 (882), we have grown while improving profitability and maintaining strong key ratios. We have increased volumes while improving the operating margin, which is entirely in line with our strategy.
Multiple acquisitions
At the end of 2010, we announced our renewed strategy. After several years of focusing on operational efficiency, one aspect of our new strategy involves placing a higher priority on growth – both organic and through acquisitions. The acquisitions we make should either strengthen our position in our existing markets or enable us to establish a presence in
new countries, with an emphasis initially on Eastern Europe and then on Latin America. In 2011 and the beginning of 2012 we made four acquisitions in line with this strategy.
In the first quarter of 2011, we made our largest acquisition since our stock market listing, the acquisition of Pendum's cash handling operations in the USA. This business has revenue of approximately MSEK 600 and manages 43,000 ATMs. In July, we acquired a majority holding in the Turkish cash handling company, Erk Armored, which has revenue of approximately MSEK 60. At the end of 2011 and beginning of 2012, we acquired the US company Oregon Armored Service with revenue of approximately MSEK 40, and Efectivox, a medium-sized Spanish company with revenue of around MSEK 130.
Add-on acquisitions
The Pendum acquisition enabled us to further strengthen our market position in the USA by increasing volumes while allowing us to fill some geographical gaps. By the latter part of 2011, Pendum was already having a positive effect on our earnings and contributing to our improved operating margin in the US, from 7 to just over 8 percent in the fourth quarter. We are expecting Pendum to have an even greater positive impact on our earnings in the first part of 2012.
The Efectivox acquisition is strategically important for us. It enables us to fill some gaps in the Spanish mainland and to improve our offering to Spanish customers with nationwide operations. Having nationwide coverage enables us to increase the proportion of comprehensive solutions also in Spain. Among other positive effects is the increased potential in Spain for Loomis SafePoint®. The Efectivox acquisition also means that we have contributed to a consolidation of the market.
New markets
Our acquisition of a majority holding in Erk Armored in Turkey has enabled us to establish a presence in a new country. The company provides us with a platform from which to expand, both organically and through acquisitions, in the fragmented Turkish market. There is great growth potential in the combination of a cash-intensive market with low levels of outsourcing and a growing economy.
The acquisitions conducted reflect important aspects of our strategy. We are entering new markets in Eastern Europe and strengthening our already strong position in two of our main markets, while shifting our services from Cash in Transit (CIT) towards Cash Management Services (CMS). In the long term, it is important for us to establish operations in emerging markets that are new to Loomis, while developing our
»The clear growth strategy we implemented in 2011 does not mark the end of our effor ts to increase efficiency and thereby improve our operating margin. «
business in existing markets through acquisitions and other measures.
Continued efficiency improvements
The clear growth strategy we implemented in 2011 does not mark the end of our efforts to increase efficiency and thereby improve our operating margin. This is an essential and ongoing process. Our work is based on three key areas: Price–Branch–Risk.
Price: The price the customer pays should reflect a good balance between cost increases and price increases. We should charge an appropriate price for our high quality and the added value we deliver to our customers.
Branch: This is perhaps the most important of the three key areas and involves our ongoing efforts to improve efficiency at our branches. In 2011 more of the branches that were not reaching our internal profitability targets developed in a positive direction, despite the fact that we made acquisitions at the end of 2010 and in 2011 in two entirely new countries for Loomis: the Czech Republic and Turkey. There is still, however, strong potential for improvement in several countries, most notably in the US and France.
Risk: In all of our operations, we strive to prevent our employees and others from being exposed to the risk of personal injury and to avoid losses in the value we are responsible for. By identifying risks and managing them appropriately, we are able to keep our risk costs at an acceptable level. We invest on an ongoing basis in equipment and routines that improve safety – both for our customers and for our employees. Cost of risk in relation to revenue decreased in 2011 from 3.1 to 2.7 percent.
Stable but static market
The markets in 2011 were relatively stable in the countries in which we operate. One exception is Spain which is still experiencing a banking crisis and ongoing structural changes within its savings banks. Market growth has been limited in most countries. In the US we saw glimpses of an economic recovery and improving markets at the end of the year.
One positive factor was an increase in most countries in the amount of cash in circulation, even in places where the number of transactions was down. This can be explained by the fact that consumers tend to prefer to pay in cash when their personal finances are weak and they want to feel in control of their expenditure. The single most negative factor for us is low interest rates. Customers are less incentivized to quickly deposit their money in interest-bearing accounts when interest rates are low, which in turn reduces the number of stops we make.
New market shares
Thanks to the excellent quality and service we offer, we were able to secure several large and strategically important contracts in 2011. One of these was a contract with one of the world's largest banks, British HSBC, to assume the management of all of the bank's remote ATMs across the UK. This contract is the Group's largest since our stock exchange listing in December 2008 and makes HSBC our biggest customer in the UK.
Another important contract, signed in Sweden, is with the newly founded Bankernas Automatbolag to supply around half of the company's ATMs with cash. In the US, we have enjoyed success with Loomis SafePoint®, our deposit service which integrates Cash in Transit services with secure safes for daily takings in the retail sector. Our contract portfolio's positive development in 2011 is a major contributing factor to our growth and strong cash flow.
Organization tailored for the future
At the beginning of 2012, we introduced a new organizational structure which divides our markets into regions. In this new structure, Europe, which will continue to be one segment, is divided into the Northern and Southern Europe regions. The US will constitute both a segment and a region. We have also created a region for New Markets consisting of companies in new Loomis markets, primarily in Eastern Europe.
Challenges in 2012
As we move forward in 2012 we face a number of challenges:
- In order to maintain our 2011 growth rate, we need to continue to be innovative and offer the best quality in the market, and this should be reflected in our price levels.
- Although we have made good progress so far, our efforts to improve efficiency and develop our almost 400 branches must not slow down.
- The companies and businesses we own or will acquire must be quickly integrated into our organization, both commercially and culturally, and be given a Loomis identity.
Our business is stable with even revenue streams, stable cash flows and steady earnings development, despite the weak economic climate for many years and the financial crises in several of our markets. We experienced a strong real growth of around 7 percent in 2011. With our new organizational structure and more than 20,000 talented employees, I am looking forward to a strong 2012.
I would also like to take this opportunity to thank all of our employees for their hard work in 2011 and for helping to make Loomis a strong brand throughout Europe and in the US.
Stockholm, March, 2012
Lars Blecko President and CEO
The specialist in Cash Handling Services
Loomis operates a strategy based on three cornerstones in order to achieve its overall goal of sustainable, profitable growth. The strategy's cornerstones are operational excellence, increased market presence and high-quality comprehensive solutions.
Vision
Loomis' vision is to be the undisputed specialist at managing cash in society.
Business concept
Loomis´ business concept is to create the most efficient flow of cash in society.
Operational goals and strategies
1. Operational Excellence
Loomis actively works to achieve efficiency improvements and cost savings with the goal of increased profitability. The work is conducted on a continuous basis throughout the Group, both at local and Group level. Within the frame of achieving operational excellence, Loomis focuses on the following three key areas: the right pricing (Price), profitable branches (Branch) and risk management (Risk).
Price
With its long tradition of expertise and high quality cash handling services, Loomis has built a leading brand in the industry. The price strategy means that Loomis should be
compensated for the high quality and expertise provided to the customer, and to cover the costs for the risks to which the operations are subjected, particularly during cash in transit.
Branch
Loomis has a decentralized organization and management model that enables a close geographical proximity to customers and a focus on customer benefits and tailored solutions. The decentralized organization is combined with clear accountability for results, profitability monitoring and exchange of experience among the approximately 400 branches in order to continuously maintain and improve efficiency.
Risk
Cash handling is connected with extensive risks for employees as well as for properties. Risk management is one of Loomis' most important priorities and security is one of the key customer values that the Group offers. The Group has a well-functioning structure and systematic processes for the identification and management of risks. Within Loomis, more than 150 individuals work with risk management at Group and country level. Major emphasis is placed on employee training and high integrity, as well as a culture characterized by security, ethics and morals. Loomis' values and Code of Conduct provide guidelines for all employees in their daily work.
2. Increased market presence
Loomis' goal is to be one of the two largest providers of cash handling services on every market in which the company operates. Such a position gives rise to economies of scale, which in turn result in increased profitability. A leading position can also strengthen the brand and increase confidence in the company, which in turn results in greater possibilities to influence market development and contribute towards an increased availability of qualified services with higher margins. In addition to organic growth, the strategy for an increased market presence means that Loomis should acquire companies in both existing and new markets.
There are several factors which influence the acquisitions made by Loomis. On markets in which Loomis is already an established provider, add-on acquisitions of local companies provide synergy effects in the form of increased volumes and improved efficiency. Even on markets where Loomis has a lower market share, volumes and economies of scale can be obtained through acquisitions. In regards to cash in transit, benefits from higher volumes are obtained through optimizing routes and maximizing the number of stops per route. Similar benefits apply to cash management services, as larger volumes of cash can be handled at the cash centers.
Loomis' strategy for increased market presence also entails expansion to new markets. Over time, the goal is to establish operations in two new countries each year. There are a number of aspects that Loomis evaluates regarding the markets the company chooses to enter, including economic
growth, the degree of outsourcing of cash handling, the consolidation at the market and the assessed risk. A number of markets are interesting from these aspects. However, in the near future, Loomis intends to focus its expansion to Europe, in particular Eastern Europe, and Latin America, where a very high degree of cash usage is prevalent on the markets.
The expansion into new markets is a long-term investment. Loomis' acquisitions on new markets are most often undertaken on undeveloped markets, meaning that the acquired operations, to a large extent, consist solely of cash in transit services. However, the normal development is an increased share of cash management services as banks and retailers are improving efficiency in their operations and outsource more of their cash handling, both in regards to cash in transit and cash management.
3. Comprehensive solutions
With comprehensive solutions, Loomis intends to offer customers both traditional Cash in Transit services and Cash Management Services, such as counting, analysis, reporting and verification and quality control of bills and coins. The integrated offer can improve the efficiency of the flow of cash and increase the value to the customer by lowering the total cost of cash handling while also increasing security for the customers' personnel.
One example is that Loomis can offer closed systems from a store's cash register to Loomis' cash center and correctly estimating future cash requirements. Another example is that Loomis can offer banks the whole chain of services that are required in order for ATMs to function well; such as quality sorting of bills, estimating the requirements and replenishment of ATMs, reconciliation and reporting of amounts, and technical support and service.
Loomis is one of few providers that can offer qualified services of this type today. Comprehensive solutions mean that Loomis ties the customers closer, that cash in transit volumes can be maintained, while also providing the possibility to add services with higher profitability.
On the whole, operational excellence, increased market presence and comprehensive solutions contribute to Loomis' overall goals as regards sustainable, profitable growth.
Financial goals and dividend policy
Loomis' overall goal is to create value for its shareholders and other stakeholders through sustainable, profitable growth. The overall goal is reflected in the following financial goals and dividend policy.
| Operating margin | • An operating margin (EBITA) of 10 percent by 2014, at the latest. |
|---|---|
| Cash flow | • Cash flow from operating activities should amount to an equivalent of at least 85 percent of operating income (EBITA). |
| Net debt/EBITDA | • Net Debt/EBITDA not exceeding 2.5. |
| Dividend | • The annual dividend shall correspond to 40-60 percent of the Group's net income. |
Loomis' financial goals and dividend policy.
Loomis' intention is to grant shareholders a good yield and dividend growth, in which the dividend level reflects the Group's strategy, financial position and other financial goals and risks.
Acquisitions increase the operating margin in the long term
Acquisitions on both new and existing markets are a central aspect of Loomis' strategy for sustainable, profitable growth and for providing a higher return to shareholders. Loomis goal is to always be number one or two on the markets in which the Company operates. This provides opportunities to
Operating margin
The picture above constitutes an example.
Time
benefit from economies of scale, to assume a clear positioning as the specialist and to incorporate new and more advanced services and to offer comprehensive solutions, with a higher level of profitability.
The Company is seeking acquisition candidates on the geographical markets on which Loomis recognizes long-term market potential. Important factors in identifying such markets include the volume of cash in circulation, the market's degree of maturity as regards outsourcing of cash in transit and cash management services, the regulations applicable on the market, as well as an overall assessment of the market's long-term growth potential. Another key element is that it must be possible for Loomis to advance to a leading position on the market within a reasonable period of time, using the acquired company as a foundation for this growth, or through further acquisitions. Loomis goal is to expand over time to two new geographical markets per year.
The companies acquired by Loomis, both on new and existing markets, typically have cash in transit as their primary operations. This allows Loomis to utilize its specialist expertise and, subsequently, improve profitability through incorporating more advanced cash management services.
Loomis aims to achieve a balanced growth through acquisitions. In the short-term, new acquisitions will always have a negative impact on the Company's margins – which can be noticed to a higher degree on new markets than on existing markets. Improved margins and higher returns are achieved in the acquired entities as volumes increase and the services offered by the entities are developed. In general, it takes an average of 12 to 24 months to integrate new operations into the Group.
Trust, security and tailored solutions are important for BBVA
CASE
BBVA is a global bank with close to 50 million customers and operations in more than 30 countries. In its home market in Spain, where BBVA started its operations 150 years ago, the bank is the market leader. Loomis has worked with BBVA in Spain for 25 years. According to Carlos Larrañaga, Head of Central Cash Management at BBVA, the cooperation is based on trust, security and tailored solutions.
The Spanish banking market is characterized by a high degree of outsourcing and, as a result, BBVA has requested more advanced and integrated solutions for both Cash in Transit and Cash Management.
– Our relationship with Loomis dates back 25 years. Since then, we have developed the services and the market together. We have created services and trends, while never losing our focus on our core business area – cash handling, states Carlos Larrañaga.
In addition to traditional services such as cash in transit to and from cash centers, bank offices and ATMs, Loomis also offers solutions for specific, individual situations. One such example is when BBVA closed 500 local offices in August 2011, as a result of the comprehensive
structural changes within the Spanish banking sector. In a short period of time, Loomis tailored a solution for the ATMs of the closed local offices, so that the ATMs were able to function in the same manner as before. Loomis estimated the need of cash based on the changed circumstances, supplied the ATMs with cash and was responsible for the ongoing service and maintenance of every ATM.
– The most important aspect of our relationship is without a doubt the trust. Trust is gained through a combination of many factors. First and foremost, it is about the history we have in common. After being by our side for 25 years, Loomis has time and time again proven the high quality of its service and expertise, states Carlos Larrañaga.
Loomis' offer to BBVA
- • Comprehensive solutions within cash handling; collection from and delivery to BBVA's offices and customers, as well as the counting and quality assurance of cash.
- • Forecasting the amount of cash in ATMs, as well as replenishing and emptying during the summer period.
- • Storage of cash at the cash centers; BBVA then orders cash according to its requirements.
- • Development of BBVA's new ATMs and cash management services through the new bank sector concept "EasyBank".
Loomis' central role in the flow of cash
Loomis most important task is to ensure that the right amount of cash is at the right place at the right time. Extensive experience within cash handling services and a comprehensive service offering makes Loomis the specialist at managing cash.
Loomis' improves the efficiency of the physical flow of cash in society. With knowledgeable employees, efficient logistics and planning, technically advanced equipment, special consideration given to security and extensive experience
in transporting and handling cash, Loomis ensures that the right amount of cash is at the right place at the right time. Loomis is present in the whole chain, from the central banks to ATMs, banks and retailers.
Banks Loomis decreases the bank's costs for cash handling through efficient logistics and economies of scale within the Company's cash centers. At the same time, the safety of the bank's own personnel is increased. Loomis has also been entrusted by banks to manage the cash which the banks hold on behalf of their customers, including the collection of daily takings, emptying of service boxes and counting.
The central banks supply the banking system with cash. Loomis streamlines the flow and concentrates the counting to a number of cash centers.
Loomis delivers change to retailers and picks up daily takings which are often processed at the cash centers. Efficient working methods and modern equipment means lower costs and increased security. Loomis also offers comprehensive solutions specifically adapted for the retail industry.
The general public withdraws cash from ATMs for the purchase of goods and services.
Loomis can assume the comprehensive responsibility for ATMs, including replenishment, reconciliation of amounts, service and reporting. Loomis has also developed its own cash forecasting system for ATMs, so that the customers are not required to carry out time-consuming manual calculations.
Loomis has a central role in the flow of cash in society, from ATMs via the general public to the retail industry, banks and central banks.
More efficient banks with Loomis
The majority of Loomis' revenue comes from the banking sector. Customers include everything from central banks to large commercial banks and smaller local banks. Offering a wide range of specialist services enables Loomis to better contribute to the efficiency of the banks' management of cash and, thereby, lower their costs.
The banks' cash management has traditionally been a very time-consuming work which has also entailed a direct security risk. An ever increasing number of banks have, therefore, chosen to outsource the responsibility for cash management to external suppliers, a field in which Loomis is the only international specialist. Loomis' cash centers have modern equipment that counts, packages and verifies the authenticity and quality of coins and bills. The cash centers can, when needed, store cash, meaning that a local bank office can order cash directly from Loomis, reducing the risk inherent to the storage of large amounts of cash at their own premises.
Loomis cash in transit personnel transports cash to and
from bank offices and ATMs, as well as emptying the banks' cash deposit machines and depositories. The transportations are optimized and maintain a high level of security through detailed routines and with the help of qualified equipment. As an additional step in the efficiency work, a bank can transfer the entire management of its ATMs to Loomis. This includes replenishment, reconciliation of amounts, service, reporting to the responsible bank office and, in certain markets, even forecasting the amount of cash needed in the various ATMs. The bank's efficiency is improved, as the personnel are not required to carry out time-consuming cash management or carry out manual calculations of the cash requirements.
HSBC – Loomis' largest contract so far
CASE
Reputation, first class services and personal contacts were the determining factors when HSBC, one of the world's largest banks, signed the contract with Loomis. For Loomis, the agreement is the largest since the Company's listing on the stock exchange, and relates to management of 1,300 ATMs across the UK.
HSBC is one of the world's largest banks, with 7,500 offices in 87 countries. In the UK, where Loomis' contract refers to, the Bank's history dates all the way back to 1836.
The contract refers to the management of all of HSBC's 1,300 remote ATMs and includes Cash in Transit, replenishment and maintenance of ATMs, as well as cash management and forecasting cash requirements. The large challenge for Loomis was to assume the full responsibility for the ATMs over a period of seven weeks during the summer. A focused team and faultless cooperation between cash in transit personnel, technicians, administrators and cash centers helped the transition be successful.
– We are very impressed by the focus and commitment displayed by Loomis' personnel in facilitating a smooth transition from our previous provider to Loomis, states John Guy, Head of HSBC UK Self Service Operations.
John Guy adds that the Bank has beaten all previous records in operational security for its ATMs since Loomis took on the management. The collaboration increases Loomis' market share significantly and offers exciting opportunities to advance the Company's position on the UK market.
Loomis' service lines
Loomis' two service lines consist of Cash in Transit and Cash Management Services. One of the key strategies for sustainable, profitable growth is to increase the share of comprehensive solutions that integrate these two service lines.
Comprehensive cash handling solutions
Cash in Transit comprises the largest source of revenue for Loomis (71 percent) while Cash Management Services, which currently comprise a smaller proportion (29 percent), is characterized by faster growth and higher profitability. In markets where the degree of outsourcing still remains low, in that banks and retailers still undertake the majority of cash management themselves, Cash in Transit is usually responsible for a larger proportion of Loomis' revenue. In markets with a higher degree of outsourcing, such as many countries in Western Europe, Loomis has reached a good balance between revenue from Cash in Transit and Cash Management Services.
In many ways, Cash in Transit creates the foundation for all cash handling services. When Loomis acts as service provider to a customer for Cash in Transit, this often comprises the foundation for Loomis to take over the responsibility for the customer's cash management. One of Loomis' key strategies for sustainable, profitable growth is to increase the share of comprehensive solutions integrating Cash in Transit and Cash Management Services. The integrated offer increases value for the customer, as the benefits gained from Loomis' volumes and specialist expertise results in lower overall costs.
Comprehensive solutions for ATMs include replenishment, reconciliation of amounts, service and reporting. Loomis has developed an advanced forecasting system that calculates the cash requirements based on a number of factors such as interest levels, historical data and upcoming events in the machine's surrounding environment. The customer's own personnel have traditionally made these forecasts using timeconsuming manual calculation processes.
Cash in Transit
Loomis utilizes a fleet of approximately 6,700 cash in transit vehicles which, every day, transport cash to and from retailers, banks and ATMs. Loomis collects daily takings, provides the customer with change and foreign currencies, replenishes ATMs and performs any necessary service and maintenance on these machines.
Ongoing efficiency improvements and the development of routines and technically advanced equipment ensure that control and security maintain the highest standards. Furthermore, Loomis optimizes the routes so that these are kept to a minimum while ensuring that the number of stops per route is maximized. This both increases internal efficiency and minimizes the effect on the environment. Loomis trains its drivers in environmentally-friendly driving and strives to utilize energy efficient vehicles, although without ever comprising on security.
Cash Management Services
Daily takings and cash picked up by Loomis' Cash in Transit operations from retailers, as well as cash from ATMs and bank branches, are further processed, for the large part, at one of the Group's approximately 220 cash centers. At these centers, Loomis not only counts the cash but also carries out verification and quality controls and undertakes the packaging of bills and coins. Loomis also offers customers the possibility to store a limited amount of cash at the centers, after which these customers can order cash directly from the cash center.
In addition to counting services, Loomis even offers the analysis, planning and reporting the flow of cash. With Loomis' systems, the customer can receive continuous reporting regarding the exact amount of cash during a day, and thereafter be credited the corresponding amount by its bank.
other than small change in its own cash registers. In addition to the increased security provided and reduced costs for calculating and sorting cash, the service also provides quick access to liquidity. Through collaborative agreements with Loomis, the customer's bank can credit the customer's account with the amount verified in Loomis SafePoint® on the very same day. The comprehensive solution has been further developed and adjusted according to specific needs within various customer categories,
Loomis SafePoint®
Loomis SafePoint® enables significant cost savings to be made through increased efficiency and reduced risk in conjunction with cash management. The majority of customers are found within the retail sector. The service includes the storage of cash, daily cashier reports and the efficient management and transportation of daily takings. Since all cash is deposited directly into the sealed Loomis SafePoint® system for registration and secure storage, the customer does not need to store anything
Loomis SafePoint® provides:
-
- Reduced risk of robbery and loss
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- Lower personnel costs for the management of cash
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- Quick access to liquidity
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- Daily, detailed cashier reports
LOOMIS REDUCES THE TOTAL COST OF CASH
handling, but the customer also has costs attributable to analysis, planning and logistics.
a given market. As the market develops and becomes more efficient, the degree of outsourcing of counting services and comprehensive solutions increases, as well as the outsourcing of highly specialized services such as the forecasting of cash requirements.
The picture above illustrates an example of this.
cost savings for the customer.
Time savings and better cash flows crucial for Blomsterlandet
Since the implementation of Loomis' comprehensive solutions, Blomsterlandet has been able to devote itself to its core business, plants and flowers, while Loomis takes responsibility for the management and transportation of Blomsterlandet's cash.
Blomsterlandet is a Swedish retail chain with 44 stores spread from Malmö in the South to Luleå in the North. The chain offers plants, flowers and accessories for the home and garden, as well as bouquets, flower arrangements and accessories for everyday life and special occasions.
Together with Blomsterlandet, Loomis has provided a tailor-made cash handling concept, involving a closed cash system. The system not only saves time and money, but also increases security for the personnel.
Blomsterlandet has experienced significant benefits with the closed system. Loomis markets similar closed systems on a number of markets under the name Loomis SafePoint®. Among other things, the personnel do not need to participate in the collection and delivery of cash, which frees both valuable time and decreases administrative expenses, while at the same time increasing security for the personnel. The service also entails that Loomis can send a daily information file to Blomsterlandet's bank, which subsequently credits Blomsterlandet with the guaranteed amount. In this way, both cash flow and liquidity is affected positively. CASE
The pursuit of efficiency drives the market development
Cash is the world's most common method of payment and the amount of cash in society continues to steadily increase. Loomis' central role in the flow of cash in society and of the customers' increased requirements in terms of efficiency are creating new business opportunities. The market development is favorable for Loomis.
The market conditions are favorable for Loomis. The volume of cash in circulation is growing, which means good growth opportunities, increased consolidation and acquisition opportunities while a continuing trend for outsourcing contributes to an increased demand for specialist knowledge and comprehensive solutions.
Precious metals were first used as a means of payment 5,000 years ago in Babylon and Egypt. This laid the foundation for today's monetary system. Today, the most widely used currency, the dollar bill, is printed at a value of nearly half a billion dollars – every day. In the past decade, the amount of cash in the USA has increased by 4 percent per year and in Europe by 7 percent. Regardless of the economic development in the world, cash will continue be the backbone of the payment flows within society.
The amount of cash in society continues to increase. So does the number of ATMs. The global number of ATMs is expected to increase by around 50 percent up until 2015.
Loomis markets
Loomis offers cash handling services in 14 countries in Europe and in the USA. The customers are primarily found in the banking sector (approximately 60 percent) and the retail industry (approximately 40 percent). The total market for cash in transit and cash management services in the countries in which Loomis conducts operations is estimated at approximately SEK 45 billion, of which Loomis share is approximately 25 percent. The full potential for cash handling services on these markets is, however, estimated to be significantly larger – around SEK 60 billion. Loomis, which is the only international specialist in cash handling, has great opportunities to contribute to the development of the market.
Market trends
The development on the market for cash handling services is driven by several factors, both of a general nature and specific to the industry. External factors such as the economic climate and the current interest rate levels play a significant role in the amount of cash in circulation in society.
In general, it can be said that the higher the interest rate, the higher the priority for Loomis' customers, both retailers and banks, to quickly deposit their money into an interestbearing account with their bank, or in the case of banks, their central bank. A high interest rate level consequently means more frequent cash in transit and more active cash management in order to increase liquidity and receive interest income. In this manner, a high interest level is beneficial to Loomis' operations.
The general economic climate also affects Loomis' business, both in terms of revenue within the retail industry and the general population's inclination to use cash as a means of payment. In times when the economic climate is weaker, consumers tend to prefer to make purchases using cash rather than other means of payment, while the overall level of sales within the retail industry itself is often lower. Vice versa, in times when the economic climate is stronger, consumers use a smaller amount of cash, while the overall level of sales within the retail industry is higher.
Outsourcing
The primary driving force for growth within cash handling is that banks and retailers are becoming more cost-aware and are, therefore, choosing to outsource their cash handling. In the majority of Loomis' markets, cash in transit is already outsourced, but outsourcing of cash management is at different stages in various markets, which provides great potential for growth.
The demand for integrated solutions for the whole cash handling chain among the customers continues to rise. Connecting cash in transit and cash management with Loomis' efficient working methods and technically advanced equipment allows the customers to make considerable savings. Comprehensive solutions for cash handling increase the safety of store personnel, save working time and optimize cash reporting. Loomis develops more efficient and qualified comprehensive solutions in line with the new requirements of the market.
The main reasons for customers to outsource cash handling to Loomis are:
- Increased security. The security risks for the customers' own employees and the risk of losses are reduced when outsourcing. Furthermore, insurance premiums also decrease. In certain markets, the safety aspect is the strongest argument for the decision to outsource.
- Cost effectiveness. Loomis expertise and equipment within cash in transit and cash management provides significant savings for the customer.
- Availability. Loomis' advanced control and forecasting tools optimize the availability of cash in ATMs. Comprehensive solutions for customers within the retail industry mean that their money can be credited to their account on the very same day.
Consolidation
One of the market trends for cash handling is that a few major, nationwide providers, which are able to take advantage of economies of scale, are winning market shares on most
markets. By virtue of its specialist expertise and strong position, Loomis is well prepared, when the opportunity arises, to execute acquisitions which further strengthen the Company's strategic position and facilitate better offerings and increased profitability.
Growth
In general, the amount of cash in society grows at the same rate as the GDP, both in the USA and in the Euro zone. Since the demand for cash handling services corresponds with the amount of cash in circulation, the market for cash handling services will grow at the same rate as the overall economic development.
In addition to the underlying growth of the amount of cash in society, new acquisitions further contribute to Loomis' growth. Loomis goal is to be number one or two on each market in which the Company operates, which has been achieved in the majority of cases.
MARKET POSITIONS 2011
| Country | Market positions |
|---|---|
| Austria | 1 |
| France | 1 |
| Sweden | 1 |
| USA | 1 |
| Czech Republic | 2 |
| Denmark | 2 |
| Finland | 2 |
| Norway | 2 |
| Slovenia | 2 |
| Spain | 2 |
| Switzerland | 2 |
| UK | 2 |
| Portugal | 3 |
| Slovakia | 3 |
| Turkey | 5 |
Please note that the information regarding Loomis' market position in relation to its competitors is the result of Loomis' overall assessment based on both internal and external sources. The sources upon which Loomis has based its assessment include, among others, industry statistics, information from an independent industry association, ESTA (European Security Transport Association) and information from subcontractors.
Rapid integration and expansion of Loomis in the Czech Republic
The acquisition of Fenix in the Czech Republic is in line with the strategy of expansion in Eastern Europe. Within a short period of time, Loomis has become the second largest provider on the market and, in addition, has won awards for its positive influence on the Czech business community.
Through the acquisition of the Czech cash handling company, Fenix, in October 2010, Loomis established operations in Eastern Europe. The establishment has exceeded all expectations and allowed Loomis to strengthen its position considerably. One year after the acquisition, Loomis increased its market share from 30 percent to almost 40 percent. The distribution between Cash in Transit and Cash Management Services is approximately 75/25, but the proportion of Cash Management Services is increasing rapidly.
In 2011, Loomis won a number of large Czech contracts within comprehensive solutions for cash handling. One of the assignments regards the international bus company Veolia and Loomis' closed system, Loomis SafePoint®. During the first stage, Loomis will conduct two pilot studies together with
Veolia, during which 30 units will be tested. If the pilot studies are successful, Loomis SafePoint® can be implemented nationally.
– One of the explanations for our success in winning large contracts in Czech Republic is the fact that Loomis can offer more advanced services than the competitors. Loomis is currently the only provider of comprehensive solutions integrating cash management and cash in transit in a single closed system. Another strong competitive advantage is our ability to process cash and quickly put it into circulation, says Dragan Djenadija, Country President, Loomis Czech Republic.
When Loomis acquired Fenix, much of the responsibility for the business was delegated to the branches. This has created a greater participation and engagement internally, which has had a positive influence on customer relations. Moreover, the knowledge exchange between the countries represents an important success factor for the Czech Republic.
– Meeting and communicating with the other countries contributes tremendously. When we see something that works well, we contact the local managers to learn more. For example, we have just begun the installation of the English Track and Trace system and have received very good support from the UK, states Dragan Djenadija.
Loomis was honored to be voted from a pool of 4,500 Czech business leaders as one of the companies that has made a positive impression and contributed largely to the expansion of the Czech business community. Dragan Djenadija believes this to be a clear sign that the Loomis brand has quickly gained trust on the market.
Facts about Loomis Czech Republic
- Employees: approximately 450
- Market share: almost 40 percent
Europe
More cash in circulation
The outcome of Loomis' European operations in 2011 was a stronger organization, satisfied customers, growth and improved profitability. The demand for more technically advanced services and comprehensive solutions is increasing.
Loomis' European operations include Austria, the Czech Republic, Denmark, Finland, France, Norway, Portugal, Slovakia, Slovenia, Spain, Sweden, Switzerland, the UK and Turkey. Loomis' combined share of the market for cash handling services in these countries is estimated at approximately 30 percent.
Through the acquisition of the majority of the shares in Erk Armored the Company entered Turkey, an interesting market with great potential. Even though outsourcing of cash handling services from Turkish banks is low, Loomis sees good potential for an increase as the banks' increases their focus on cost. Loomis' experiences show that an increased level of cost awareness leads to an increased degree of outsourcing, which benefits specialized companies like Loomis.
With a complete range of comprehensive solutions in cash handling services and a stronger organization, Loomis has advanced its position in several European markets. In Austria, France and Sweden, Loomis is the market leader, and in most other European markets Loomis is number two. Customers are increasingly demanding integrated solutions for the
whole chain in cash handling. This development strengthens Loomis' position, as Loomis offers both Cash in Transit and Cash Management Services in unique comprehensive solutions.
During the year, Europe has suffered a financial crisis and weakened economy, which also affected the market for cash handling services. During an economic downturn, the use of cash usually increases, as consumers are less inclined to use credit cards. A feature of the current financial crisis is that it has put even greater demands on banks to reduce costs, which has strengthened the outsourcing trend even more, making it possible for external providers like Loomis to take over the responsibility for the banks' cash handling.
Trends
The retail industry and commercial banks each account for half of Loomis' revenues, respectively, even though the exact proportions vary between the different European countries. The most prominent trends in Europe are an increased demand for more technically advanced cash management services and
comprehensive solutions, combined with a continued increase in the outsourcing trend among banks.
Outsourcing
The degree of outsourcing in banks differs between the countries in Europe. In Finland, Norway, Spain, Sweden and the UK, among others, the degree of outsourcing is quite high, while countries like Austria, France and Switzerland are in an earlier phase. In countries with a higher degree of outsourcing, the banks have
CIRCULATION OF BILLS IN EUR
REVENUE PER SERVICE LINE 2011, EUROPE
- nCash in Transit 66%
- nCash Management Services 34%
Source: The European Central Bank 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011
become more experienced and knowledgeable purchasers. This development has favored Loomis as the only specialist, as higher demands are put on the knowledge content of the services.
In the Czech Republic, Denmark, Portugal, Slovakia, Slovenia and Turkey, banks still handle most cash management themselves, which presents great opportunities for Loomis, as an increasing cost awareness is also expected to result in more outsourcing on these markets in the long term.
The drivers behind the outsourcing trend in the banking industry are, primarily, ongoing efficiency measures and an increased focus on core business. In addition to improved cost efficiency, outsourcing also contributes to an increased availability of cash.
Comprehensive solutions
The driving force behind the growth in the retail industry is an increased demand for more technically advanced services, comprehensive solutions and closed systems such as Loomis SafePoint®. During the year, Loomis has received a number of awards and signed a number of large contracts for comprehensive solutions.
Consolidation
The European market for cash handling is dominated by a few large providers, of which Loomis is one. In addition to these, there are a number of smaller market providers that often lack the resources to meet the customers' increasing demands in terms of competence and technically qualified services. The competitive situation, thereby, results in an increased degree of consolidation on the European market for cash handling. As markets develop, Loomis sees good possibilities for the future to make new acquisitions on both current and new markets, either to complement operations or to expand to new markets.
Development during 2011
Revenue from Loomis' operations in Europe amounted to MSEK 6,934 (7,024) and organic growth (adjusted for exchange rate effects, acquisitions and disposals) was 2 percent (0). The majority of the European countries showed a positive organic growth, which was, however, partly offset by a declining Spanish market.
Operating income (EBITA) amounted to MSEK 714 (689) and the operating margin increased to 10.3 percent (9.8). The improvement of the operating margin is a result of efficiency improvements within the majority of the markets. The restructur-
ing work in France which was initiated in 2010 and which was ongoing through 2011 continued to provide positive results. The year 2011 was an eventful year for Loomis' European operations, with an entry into a new market, Turkey, and the continued integration of the Czech operations.
KEY RATIOS EUROPE
| 2011 | 2010 | 2009 | |
|---|---|---|---|
| Revenue, MSEK | 6,934 | 7,024 | 7,618 |
| Real growth, % | 3 | 0 | –2 |
| Organic growth, % | 2 | 0 | –2 |
| Operating income (EBITA), MSEK1) | 714 | 689 | 691 |
| Operating margin, % | 10.3 | 9.8 | 9.1 |
1) Earnings before Interest, Taxes, Amortization of acquisition-related intangible fixed assets, Acquisition related costs and Items affecting comparability.
Priorities for 2012
- • Increased share of sales of comprehensive solutions
- • Expansion on new and existing markets in Europe
- • Continued focus on internal control and cost effectiveness
USA
Outsourcing and advanced solutions
Loomis' position in the USA was further strengthened during 2011, primarily through the acquisition of Pendum's cash handling operations. The trend is that outsourcing and the proportion of cash management in the USA is increasing, as is the demand for comprehensive solutions.
Today, the market is dominated by three providers. Loomis is the market leader and has more than one quarter of the total market. The Central Bank, the Federal Reserve, together with the leading commercial banks, account for more than two thirds of Loomis' revenues in the USA, while the retail industry accounts for about one third.
The financial crisis and a weak economic cycle characterized the business climate in the USA during the year. In spite of weak economic circumstances, the market for cash handling services has benefited from a number of factors, such as an increased handling of cash, primarily bills in small denominations, compared with other means of payment. Furthermore, a continued drive to cut costs in the banking sector has resulted in an increasing number of banks outsourcing ever increasing proportions of their cash handling to external suppliers such as Loomis.
However, the continued low interest rate level has, to a certain extent, tempered demand for, primarily, cash in transit, as retailers has not prioritized ensuring that its cash is deposited in interest-bearing accounts to the same degree as compared with previous periods with high interest rate.
Trends
During the year, Loomis has benefited from a number of positive market trends. The most marked of these would appear to be an increased level of outsourcing within the banking sector and the increasing demand by retailers for comprehensive solutions.
Source: Federal Reserve
» Cash is used in approximately 60 percent of all transactions in the USA and the volume of cash has increased by 4 percent per year over the last ten years.«
Outsourcing
The financial crisis and subsequent continued weak economic cycle has contributed positively to the outsourcing trend amongst the banks. By outsourcing cash handling, the banks can, in addition to reducing their costs, also increase security and the access to cash. This trend benefits Loomis, and the Company has signed major contracts with many leading banks, as well as the Federal Reserve, to, in a number of cases, take over the entire physical cash handling chain. If the interest rate levels rise from today's low levels, there will be an increased incentive for the banks to speed up and enhance the efficiency of their cash flows.
Comprehensive solutions
Demand from the retail industry for comprehensive solutions, such as Loomis SafePoint®, increased during the year. Loomis has clearly seen how the investments in development and marketing have borne fruit; the number of clients within Loomis SafePoint® increased significantly during the year and the interest in this service continues to grow.
Consolidation
In the USA, as in Europe, there is a strong trend towards increased consolidation which increases the requirement of economies of scale and technical expertise, which benefits specialized and larger providers such as Loomis. The acquisition of Pendum's cash handling operations has strengthened Loomis' offering and position and Loomis will continue to take an active role when the market is consolidates.
Developments during 2011
Revenue from Loomis' operations in the USA amounted to MSEK 4,039 (4,009). Real growth (adjusted for exchange rate effects) amounted to 12 percent, primarily as a result of the cash handling operations acquired from Pendum. Organic growth (adjusted for exchange rate effects, acquisition and disposals) amounted to 0 percent (–3). Organic growth for the period was impacted by 1 percent as a result of changes in fuel surcharges. Viewed from the perspective of the entire year, volumes have stabilised, but there has, as yet, not been any real recovery on the market as a whole.
Operating income (EBITA) amounted to MSEK 295 (296) and the year's operating margin was 7.3 percent (7.4). The single, largest event during the year for the operations in the USA was the integration of the cash handling operations acquired from Pendum. Initially, operating income was negatively impacted by the integration work. However, the positive effects from the acquisition were experienced during the final quarter of the year. The integration process will continue during 2012. Furthermore, the positive development of Loomis SafePoint® as well as key contracts within Cash Management Services, with, amongst others, the Federal Reserve and major banks have positively contributed to the US operations.
KEY RATIOS USA
| 2011 | 2010 | 2009 | |
|---|---|---|---|
| Revenue, MSEK | 4,039 | 4,009 | 4,372 |
| Real growth, % | 12 | –3 | –4 |
| Organic growth, % | 0 | –3 | –4 |
| Operating income (EBITA), MSEK1) | 295 | 296 | 251 |
| Operating margin, % | 7.3 | 7.4 | 5.7 |
1) Earnings before Interest, Taxes, Amortization of acquisition-related intangible fixed assets, Acquisition related costs and Items affecting comparability.
Priorities 2012
- Integration of Pendum's operations in order to achieve the expected synergies
- • Continued further development and work within the growing market for Loomis SafePoint® and other comprehensive solutions.
- • Further increase the cooperation with banks and central banks within Cash Management Services.
- • Continued focus on internal control and cost efficiency.
Money rolls Loomis' way in Las Vegas
CASE
An increased market presence is one of the cornerstones of Loomis' strategy to achieve sustainable, profitable growth. This can refer to expansion in new countries or add-on acquisitions in existing markets, such as the acquisition of Pendum's cash handling operations in the USA. Through this acquisition, Loomis assumed responsibility for approximately 43,000 ATMs across the USA; including Las Vegas and meaning that Loomis is now the market-leader in the USA.
Loomis is currently responsible for 15 percent of the cash handling market in Las Vegas, which includes providing bills and coins for ATMs and change machines, as well as cash management services. Given the large amount of cash in circulation in the gambling city, high demands were placed on a careful planning and clear processes in the integration of Pendum's operations. Loomis implemented an integration model based on three phases; planning, takeover and integration.
During the planning phase, Loomis set up clear goals, both financial and operational, for the integration work. Continuous monitoring of the plans and work with the rest of the Loomis Group was placed high on the agenda, as well as ensuring that key competencies were With clear goals and integration processes, Loomis has integrated, office by office, Pendum's cash handling operations which Loomis acquired in the USA during 2011. In Las Vegas, the Loomis team showed how to successfully handle a 12 percent growth overnight through good planning, initiative and competence.
retained in the company. In addition to reduced overhead costs, a large portion of the synergies will lie in optimizing Cash in Transit routes to maximize the number of stops per route.
During the takeover phase, employees, customers, vehicles and contracts were systematically transferred to Loomis. Loomis placed great emphasis on customer relations. For this reason, intensive training was given to all employees regarding Loomis' values and regulations, safety issues and customer care. The goal was that all services outsourced by Pendum's customers would be carried out without errors from day one, which was achieved with the help of knowledgeable and dedicated personnel.
The integration of the Las Vegas operations itself was initiated in May 2011, soon after the acquisition had been made public. The integration of routes was performed gradually over two months, during which a number of routes were removed altogether, a number of clients were placed on more efficient routes and costs were cut. The important factor in this process was to achieve the right efficiency per hour and to implement good management tools for costs. By the third quarter, Las Vegas had already achieved the set internal goals,
after which a new business plan was developed based on the new conditions, increased volumes, higher profitability and larger customer base.
–The most significant advantage of the integration is that it has created higher efficiency in our Cash in Transit routes; less time spent on the road and more time performing the actual services. Knowledgeable and trained personnel give us greater flexibility when planning our work, since we know that everyone can perform the service to a high standard, which strengthens our position as the only international specialist in cash handling services, says Jarl Dahlfors, Executive Vice President and Country President USA.
Jarl Dahlfors has already seen that a number of possibilities have presented themselves as a direct result of the acquisition of Pendum.
– One example of firm evidence that the integration has been successful is that one of the customers, Global Cash, has chosen Loomis as it supplier of cash handling services for two more Las Vegas casinos. In the customer's own words, "Loomis delivered services on a level that competitors could not compete with", which, of course, is gratifying, says Jarl Dahlfors.
The key to success
• Initiative: Instead of waiting for positive results, management took the initiative to change under the motto "measure, monitor, manage". Frequent meetings, careful follow-up and quick decision-making were important elements of the whole integration process.
• Employees: With dedicated employees and a well versed local management group, problems could be solved and the work could proceed in a controlled manner. Listening to and learning from each other are key ingredients to successful integration.
• Division of responsibilities: All individuals involved were assigned clear responsibilities and were trusted to perform their tasks. Freedom within the limits of responsibility, rather than micro-management, encourages commitment and engagement among the individuals involved, on all levels.
Loomis is currently responsible for 15 percent of the cash handling market in Las Vegas.
Values and Code of Conduct
Loomis' values govern how Loomis employees treat each other and how we interact with the external environment, and can be summarized as follows:
Values
People – We are committed to developing quality people and treating everyone with respect.
Service – We strive for exceptional quality, innovation, value and exceeding customers' satisfaction.
Integrity – We perform with honesty, vigilance and high ethics.
The work of keeping the values alive is undertaken on a continuous basis. Among other things, the values are included in the introduction that new employees receive and in their training and leadership development.
Code of Conduct
n Employees
Loomis will be the employer of choice in the industry. Loomis invests a lot of time into the training and development of skills of its employees:
- Performance Management Program with the purpose of creating a platform for how co-workers' experience and expertise can best be made use of.
- Loomis Future Leaders and Talent Planning with the aim of ensuring succession planning for key positions and finding potential candidates as the Group grows.
- Loomis Works Council is a body for co-determination between employer and employees, where employee representatives from all countries of operations are involved.
- Leadership module leadership program for new managers under implementation.
n Environment
Loomis will reduce the environmental impact of its operations:
- This takes place through, e.g. by a pilot project with electrically powered vehicles in Denmark and our continuous work with the optimization of routes, thereby reducing driving distances and emissions.
- In a number of entities within the Group, training is being conducted in eco-driving.
- Loomis strives towards incorporating environmental considerations into waste management and purchasing.
n Business ethics
Loomis will not accept unethical behaviour.
- Guidelines stipulating rules for employees regarding service to customers and that they act in accordance with Loomis' strict requirements on ethics and morals.
- Scope: handling of confidential information and protection of customers' integrity, bribes and corruption, political contributions, insider rules and competition on equal terms.
Risk management as a part of our daily operations
The management of risks is naturally a crucial part of the daily work within Loomis. Well-functioning routines, structures and systematic processes for the identification and management of risks are an integral part of Loomis' strategy. The decentralized organization allows for effective integration of risk management into the daily work.
Effective risk management constitutes one of Loomis' most important success factors and security is one of the central customer values which the Group offers.
For Loomis, a number of risks are directly related to the core business, cash in transit and cash management. Loomis' operations consist primarily of taking over and managing these functions on behalf of the customers and, thereby, the associated risks. These risks are classified as operational risks and mainly comprise the risk of cash losses due to criminality, fraud and poor handling.
The assessment and management of these operational risks are central components of Loomis' daily operations. Every assignment is evaluated based on profitability and security, whereby the business opportunity is weighed against potential risks. Even when a risk has been assumed, it must be continuously monitored, as conditions may change.
Local conditions determine the exposure to different risks, and also, thereby, the management of risks. In certain countries, crime is a bigger problem from a relative perspective, whilst in other countries, technical progress has not advanced to similar levels. Varying focuses and approaches are required. Before Loomis enters a new country, a thorough risk analysis and assessment of the risks involved is carried out, as regards both the operations and the surrounding environment. There are countries where exposure to certain risks is so great that Loomis chooses not to establish operations in those countries.
Goal
Loomis takes only controlled risks and seeks to prevent personal injury, economic losses and minimize risks, which it has determined it can assume.
Risk Management Strategy
The Group's risk management strategy is based on two fundamental principles:
- No loss of life
- Balance between risk of robbery/theft and profitability.
Improvements as a continuous process
Loomis has a well-functioning structure and systematic processes for the identification and management of risks. Simply expressed, this is about creating good procedures and ensuring that they are followed.
The subsidiaries in the countries in which Loomis has operations are required to prepare an annual risk plan, which both identifies all significant and relevant risks, and describes the strategy and plans for managing these risks. The plans are thoroughly followed up both within the respective local subsidiary, as well as by the Groups' central risk function. Reporting is also made to the Audit Committee.
A risk assessment is undertaken in conjunction with the signing of each customer contract, taking into account risks and profitability. In addition, existing contracts are regularly assessed.
Loomis has developed tools for the identification, handling, and follow-up of risks, such as risk matrices. In a matrix, different risks are classified according to two criteria; firstly, the likelihood that an event will take place, and secondly, the degree of negative impact on the business operations. These matrices are conducted at both country and Group level.
The risk management work in the various countries is compared with "best practice" at regular global risk meetings, with the purpose of finding areas for improvement and maintaining a strong risk management culture. The Groups' risk management work is also regularly reviewed by external security consultants. In total, there is approximately 150 employees working with operational risk management at Group and country level.
Ethics and morals are our driving force
The employees have a determining role in controlling the risks that the Company has assumed. A major focus is, therefore, on the training of employees, as well as the promotion of a business culture emphasizing the value of ethics and morals. Training ensures that employees, on all levels, understand and are able to manage the risks associated with the Company.
Parallel to this, ongoing work is undertaken to reduce risks by applying new technologies, for example, increased use of closed systems. The Company has a comprehensive insurance structure covering the majority of all operational losses.
Corporate Governance
The primary goal of Loomis' corporate governance is to create a structure that effectively protects shareholders and other stakeholders by minimizing risk and which, at the same time, provides a good basis for creating value and meeting the required return on investment. To achieve this, Loomis has created a clear and effective structure for the allocation of responsibilities and control.
Compliance with the Swedish Code of Corporate Governance
Loomis AB is a Swedish public limited liability company, which has been listed since 2008 on the NASDAQ OMX Stockholm. In addition to legal requirements or other statutory requirements, Loomis complies with the Swedish Code of Corporate Governance ("the Code"). This report has been prepared in accordance with the regulations stipulated in the Annual Accounts Act, Chapter 6 § 6 and Chapter 10 of the Code.
Loomis Board of Directors is comprised of six members and Loomis has chosen that only two Board Members shall form the Company's Audit Committee, instead of three members as stated in Chapter 7 § 3 of the Code. This represents one of two deviations from the code which Loomis has chosen to allow. Loomis' explanation for this is that the Company deems two members to be sufficient to address the Company's areas regarding risk and audit matters, and that the incumbent members have a long and extensive competence within these areas from other listed companies. The other deviation relates to rule 9.8 of the Code, which states that, for share-based incentive programs, the earning period or, alternatively, the period from the date of the signing of the agreement until the point in time at which a share may be acquired, may not be less than three years. Loomis' incentive scheme, described on page 29, replaces earlier bonuses paid in cash with the purchase of shares, at market price, for a portion of the earned bonus. These shares are allotted to the employee during the following year, on the condition that the employee remains employed by the Group. The Board is of the opinion that the two-year period between the start of the program and the allotment of the shares is well-motivated and accomplishes the aim of the incentive scheme.
Further information is available from Loomis website: www.loomis.com
1) The regional structure was implemented on January 1, 2012.
Annual General Meeting
The Annual General Meeting 2011 of Loomis AB (publ) was held on May 11, 2011 in Stockholm. At the Annual General Meeting, which is the Company's highest governing body, shareholders are given the opportunity to exercise their influence. All of the registered shareholders who notified the Company in time were entitled to attend the meeting and to vote corresponding to their shares. Shareholders who did not have the opportunity to attend were able to be represented by proxy. At the Annual General Meeting, several matters are addressed, including matters relating to amending the Articles of Association, the distribution of the Company's earnings, discharge from liability for the Board of Directors and President, Board fees and principles for remuneration to the President and CEO and other Group management, and election of auditors.
As of December 31, 2011, Loomis AB's share capital comprised of 3,428,520 Class A shares and 69,583,260 Class B shares. Each Class A share entitles the holder to ten (10) votes and each Class B share entitles the holder to one (1) vote. Loomis' largest shareholders and shareholder structure, as of December 31, 2011, are displayed on the table below:
LARGEST SHAREHOLDERS DECEMBER 31, 2011
| SHARE | ||||
|---|---|---|---|---|
| Number of Class A shares |
Number of Class B shares |
Capital, % |
Votes, % |
|
| Investment AB Latour1) | 2,528,520 | 5,009,808 | 10.3 | 29.2 |
| Melker Schörling AB1) | 900,000 | 5,400,300 | 8.6 | 13.9 |
| Swedbank Robur fonder | 3,864,243 | 5.3 | 3.7 | |
| UBS AG LND IPB Segregated Client A |
2,584,011 | 3.5 | 2.5 | |
| JPMC:Escrow Swiss Resident Account |
2,393,684 | 3.3 | 2.3 | |
| SEB Investment Management | 2,377,039 | 3.3 | 2.3 | |
| Handelsbanken fonder | 2,191,137 | 3.0 | 2.1 | |
| Afa Försäkring | 1,764,943 | 2.4 | 1.7 | |
| SEC Finance Principal Non Lending, EMC OMNI Fund |
1,712,222 | 2.4 | 1.6 | |
| Carnegie fonder | 1,669,300 | 2.3 | 1.6 | |
| Top 10 largest shareholders | 3,428,520 28,966,687 | 44.4 | 60.9 | |
| Other foreign shareholders | 23,651,207 | 32.4 | 22.8 | |
| Other Swedish shareholders | 16,965,3662) | 23.2 | 16.3 | |
| Total | 3,428,520 69,583,260 | 100.0 | 100.0 |
1) The major shareholders in these companies also have, from time to time directly or indirectly, holdings via other companies.
2) Includes 124,109 shares which, as a result of Loomis' Incentive Scheme 2010, are in own custody per December 31, 2011.
COMPOSITION OF BOARD OF DIRECTORS
Nomination Committee for the Annual General Meeting 2012
The Nomination Committee is a body established by the Annual General Meeting, with the purpose of preparing for the election of members of the Board of Directors and for the election of the Chairman of the Board, proposals regarding remuneration to the Board and other associated matters in conjunction with the forthcoming Annual General Meeting. Furthermore, the Nomination Committee prepares, in consultation with the Board of Directors and the Audit Committee, for the appointment of auditors and the determination of audit fees, and associated matters. The Nomination Committee does not include Board Members. The Annual General Meeting 2011 elected the Nomination Committee displayed below:
NOMINATION COMMITTEE
| Nomination Committee Member |
Represents | Newly appointed/ re-elected |
Independent towards major shareholders |
|---|---|---|---|
| Gustaf Douglas (Chairman) |
Investment AB Latour | re-elected | No |
| Mikael Ekdahl | Melker Schörling AB | re-elected | No |
| Marianne Nilsson | Swedbank Robur fonder |
re-elected | Yes |
| Per-Erik Mohlin | SEB Fonder/SEB Trygg Liv |
re-elected | Yes |
| Henrik Didner | Didner & Gerge fonder |
newly appointed |
Yes |
The Annual General Meeting 2011 determined that, should a shareholder be represented by a member of the Nomination Committee no longer be a major shareholder of the Company (based on the number of votes), or if a member in the Nomination Committee is no longer employed by such a shareholder, or, for any other reason chooses to leave the Nomination Committee before the 2012 Annual General Meeting, then the Nomination Committee should have the right to appoint another representative of the major shareholders to replace such a member. The Nomination Committee's composition is published on Loomis' website, www.loomis.com
The Nomination Committee's work is established in Loomis AB's Work Procedures for the Nomination Committee. Two nomination meetings, whereof one by telephone, have been held during 2011.
Board of Directors
The composition of the Board of Directors
ATTENDANCE
Loomis' six Board members elected by the Annual General Meeting are displayed on the table below. In addition to the Board members, the Company's Executive Vice President Jarl Dahlfors, as well as the lawyer Mikael Ekdahl
| Board members | Elected | Board Fees1) (SEK) |
Committee Fees1) (SEK) |
Board Meetings (13) |
Renumera tion Com mittee (3) |
Audit Committee (5) |
Independent towards major share holders |
Independent towards the Company |
|---|---|---|---|---|---|---|---|---|
| Alf Göransson (Chairman) | 2007 | 500,000 | 75,000 | 13 | 3 | – | Yes | Yes |
| Lars Blecko (CEO) | 2008 | – | – | 13 | – | – | Yes | No |
| Signhild Arnegård Hansen | 2010 | 250,000 | – | 13 | – | – | Yes | Yes |
| Marie Ehrling | 2009 | 250,000 | 50,000 | 13 | – | 5 | Yes | Yes |
| Jan Svensson | 2006 | 250,000 | 25,000 | 10 | 3 | – | No | Yes |
| Ulrik Svensson | 2006 | 250,000 | 100,000 | 12 | – | 5 | No | Yes |
1) Fee determined by Annual General Meeting 2011.
(Mannheimer Swartling Advokatbyrå), in the capacity of the Secretary of the Board, are present at every Board meeting. In conjunction with specific matters, employees from the Group participate when necessary.
Independence
A majority of the Board Members (5 of 6) chosen by the Annual General Meeting are considered independent in relation to the Company and its management. Four of the six members are regarded as independent in relation to the Company's major shareholders. It is, thus, Loomis' assessment that the current composition of the Board in Loomis AB meets the demands of independence set forth in the Code.
All directors have relevant experience from other listed companies. See page 34.
The Board of Directors' work procedures and responsibilities The Board of Directors assumes responsibility for the Group's
organization and administration in accordance with the Swedish Companies Act and appoints a CEO and President, Audit Committee, and Remuneration Committee.
The Board of Directors also decides on salaries and other remuneration for the CEO and President. The Board of Directors meets at least five times per year. The Company's auditors take part in the Board meeting held in conjunction with the closing of the annual accounts.
The Board of Directors' operations and the assignment of responsibilities between the Board of Directors and Group management are governed in the Work Procedures for the Board of Directors, which are adopted by the Board of Directors every year. According to these rules, the Board of Directors makes, among other things, decisions on the Group's overall strategy, acquisitions and investments in real property, and sets the framework for the Group's operations by approving the Group's budget. The rules include a work plan for the CEO, as well as an instruction for financial reporting. The work procedures also include an instruction concerning the yearly evaluation of the work performed by the Board of Directors.
Chairman of the Board of Directors
The Chairman is responsible for ensuring that the work of the Board of Directors takes place in accordance with the Swedish Companies Act and other relevant laws and regulations. This entails that the Chairman monitors the operations and ensures that other Board Members receive all necessary information. The Chairman assumes responsibility for the yearly evaluation of the Board of Directors' work and that it is communicated to the Nomination Committee. The Chairman represents the Company in matters of ownership.
The Board of Directors' work during 2011
During the full-year of 2011, the Board of Directors held a total of 13 meetings, of which one meeting was per capsulam, six per telephone and one constituent meeting.
Significant matters that have been dealt with during the year include the following:
- business strategy,
- interim reports and annual report,
- presentation of each country's business plans and budgets for 2012, as well as determination of the budget for 2012,
- investments and acquisitions of operations, addressing the mismanagement uncovered in the Austrian subsidiary,
-
reporting of items affecting comparability, referring to expenses attributable to the Austrian subsidiary and a partial reversal of the overtime provision in the Spanish subsidiary,
-
guidelines for compensation and bonuses as well as other personnel matters,
- review and establishment of the Company's policies and instructions,
- matters relating to internal control,
- the formulation of a new organizational structure,
- audit matters,
- financing,
- taxes and
- yearly evaluation of the Board's work.
Audit Committee
The Board of Directors has appointed an Audit Committee consisting of two Board Members, with instruction to review all financial reports that the Group management delivers to the Board of Directors and to give recommendation regarding determination. The Audit Committee's work also includes extensive focus on risk management in conjunction with the cash processing operations and in order to create risk awareness within the Group. The work is governed by an instruction, being an appendix to the Work Procedures of the Board of Directors, in which the Committee's aim, responsibilities, right of decision, composition and reporting are stated, among other information. The Committee's principal tasks are to:
- monitor the Company's financial reporting,
- monitor reporting and questions regarding risk and insurance,
- monitor questions regarding internal control and Corporate Governance,
- monitor audit and accounting matters, and
- evaluate and monitor the independence of the auditors.
The Audit Committee is an independent organ. Reports have been compiled on the matters listed above and presented to the Board of Directors for a decision on the matter. Included in the Audit Committee are the Board Members Ulrik Svensson and Marie Ehrling, who are seen as independent in relation to the Company and its management. Furthermore the Company's auditors, CEO, VP Finance and the Group's Head of Risk contribute. In conjunction with the reporting of specific issues and when needed, the following persons contribute: Head of Business Control, Head of Financial Control, Head of Mergers and Acquisitions or Head of Treasury. During 2011, the Committee held a total of five meetings.
Remuneration Committee
The Board of Directors has appointed a Remuneration Committee to manage all matters regarding salaries, variable remuneration, warrants, pensions and other forms of remuneration to the Group management, as well as to other levels of management, if the Board of Directors so decides. In addition, it is the task of the Remuneration Committee to monitor and evaluate ongoing programs and programs concluded during the year for variable remuneration for Group management and to monitor and evaluate the application of the guidelines for remuneration to Group management, which, by law, are to be resolved by the Annual General Meeting, as well as existing remuneration structures and remuneration levels in the Company. The Committee presents its proposals to the Board in advance of any decision by the Board of Directors. Included in the Remuneration Committee are the Board Members Alf Göransson (Chairman) and Jan Svensson. During 2011, the Remuneration Committee held a total of three meetings.
Auditors
The 2010 Annual General Meeting appointed PricewaterhouseCoopers AB as external auditing firm for a period of four years, with Anders Lundin as auditor in charge. At the Annual General Meeting 2011, Patrik Adolfson assumed the role of auditor in charge.
The auditors' work is conducted according to an audit plan that is established together with the Audit Committee and the Board of Directors. The auditors participate in all meetings in the Audit Committee and present their conclusions from the audit to the entire Board of Directors at the Board meeting in February. Furthermore, the auditors shall annually, inform the Board of Directors of services carried out in addition to the audit, fees for such services and other circumstances that may affect the assessment of the auditors' independence. The auditors shall also participate in the Annual General Meeting, and present their work, their statements and their conclusions. The Company's auditors have met the Board of Directors without representatives of the Company being present during the year.
The audit is conducted in accordance with the Companies Act, International Standards on Auditing and generally accepted auditing standards in Sweden, which are based on the International Federation of Accountants' (IFAC) international audit standards. Audit fees and other fees to the auditors are displayed on the table below:
| GROUP | PARENT COMPANY | |||||
|---|---|---|---|---|---|---|
| MSEK | 2011 | 2010 | 2009 | 2011 | 2010 | 2009 |
| Audit assignment | 10 | 9 | 11 | 3 | 3 | 3 |
| Audit activities other than audit assignment |
1 | 1 | 2 | 1 | 1 | – |
| Tax consultancy services | 5 | 3 | 4 | 1 | 1 | 2 |
| Other assignments | 2 | 2 | 3 | 1 | 1 | 2 |
| Total PwC | 18 | 15 | 19 | 6 | 6 | 7 |
For additional information on audit fees and other fees, see Note 10.
For a more detailed presentation of the auditor in charge, Patrik Adolfson, see page 34.
Loomis' Group management
Group management has the overall responsibilities for the execution of Loomis' business operations in accordance with the strategies and long term goals determined by the Board of Directors of Loomis AB. Up to and including 31 May 2011, Group management consisted of the CEO, also President, and four senior executives. As of June 1, 2011, the number of senior executives in the Group management increased to five members. For further information concerning Group management, refer to page 35.
Principles for remuneration and other conditions of employment
Resolutions regarding guidelines for salaries and other remuneration to the CEO and other Group management are made by the Annual General Meeting on the basis of proposal by the Board of Directors.
Resolutions regarding such guidelines were made at the Annual General Meeting 2011. Remuneration to the CEO and Group management consists of a fixed salary, variable remuneration, pension and other benefits. The variable remuneration is based on the outcome of the operation in relation to targets within the individual segments of responsibility (Group or subsidiary) and should be consistent with the interests of the shareholders. For the CEO, the variable remuneration within the Company's so called AIP (Annual Incentive Plan) has a maximum level of 60 percent of the fixed salary and for other Group management; the maximum level is 72 percent of fixed salary.
Variable remuneration within the framework of the so-called LTIP (Long-term Incentive Plan) has a maximum level of 40 percent of the fixed annual salary for the CEO, and 50 percent of the fixed annual salary for other members of Group management.
Incentive Scheme
In accordance with the proposal of the Board of Directors', the Annual General Meeting 2011 resolved to introduce an incentive scheme, which corresponds to the scheme adopted by the Annual General Meeting 2010. The Annual General Meeting 2011 also resolved to authorize the Board of Directors to resolve on repurchases of the Company's own shares on the stock exchange, as well as to resolve on the transfer of acquired shares in the Company to participants in the incentive scheme.
The Board of Directors has decided to propose that a similar decision is to be resolved by the Annual General Meeting 2012. The proposed incentive scheme (Incentive Scheme 2012) will, similarly to the Incentive Scheme 2011, entail that two thirds of the total amount of variable remuneration are being paid out in cash during the year after the bonus was earned. For the remaining third Loomis AB repurchases Loomis Class B shares that will be allotted to the employees in the beginning of 2014. The allotment of shares is conditional on that the employee is employed by the Loomis Group as at the last day of February 2014, except in case the employee has terminated their employment on the basis of pension, death or long-term sickness, in which case the employee retains the right to receive bonus shares. The principles of performance measurement and other general principles that are already in place in the current incentive scheme will continue to apply. Loomis AB will not issue new shares or similar as a consequence of this incentive scheme. The repurchase of Loomis shares will be made at the NASDAQ OMX Stockholm. The introduction of the incentive scheme will make it possible for 300 executives within Loomis to become shareholders in the long-term, thereby strengthening employee participation in the success and development of Loomis, to the benefit of all shareholders.
For further information regarding remuneration to the CEO and other senior executives, refer to Note 11.
The Board of Directors' Report on Internal Control and Risk Management
According to the Swedish Companies Act and Swedish Code of Corporate Governance, the Board of Directors is responsible for internal control and risk management. This report has been prepared in accordance with Swedish Code for Corporate Governance and the Annual Accounts Act, which covers internal control of the financial reporting. However, Loomis considers internal control to be a wider matter and, therefore, this report also comprises operational risk management to a certain extent.
Internal Control
Loomis' system for internal control is designed to manage, rather than eliminate, the risk of failing to reach business goals and can only provide a reasonable, but not absolute, assurance against significant errors or deficiencies in the financial reporting.
Financial reporting – The Loomis Group's joint work for internal control regarding financial reporting is managed by the Group's financial function. Group management and the financial function of the Group have a joint responsibility and will monitor and control that the Group has local routines in place to fulfill requirements of global and local laws and regulations and will ensure that financial reporting is carried out correctly. The responsibility for the application of laws and regulations, for compliance with the Group's routines and procedures, for internal control and for correct financial reporting lies however with the subsidiary and the Country Management respectively.
Furthermore, Group management and the Group's financial function are also responsible for follow-up of the work of the external auditors. Observations and recommendations from the external auditors are analyzed and discussed with the subsidiaries concerned and any action plans are communicated to those responsible, who take the required measures, which are subsequently followed up.
Loomis' work with internal control is based on an annual work plan submitted by the Audit Committee. The result of the financial function's work is reported to the Audit Committee when required.
A new regional structure has been implemented as per January 1, 2012. The new regional structure is responsible for the follow-up and governance of countries within the respective region.
Operational Risk Management – Handling cash in environments with elements of criminality is associated with comprehensive risks to both personnel and property. Effective risk management is, therefore, one of Loomis' most important success factors. Based on this, Loomis has, alongside the process for internal control of financial reporting described above, established a risk function which works with operational risk management. This function has developed a good
understanding of the risks to which the business is exposed.
The knowledge of risks forms the basis of the assessment as regards which business risks to be entirely avoided and which are possible to manage successfully. Loomis' employees play a decisive role in monitoring and reporting the risks that the Company decides to assume. Loomis' strategy for operational risk management is based on fundamental principles which are easy to understand for all employees: No loss of life, and
Balance between risk of robbery/theft and profitability.
The strategy is formed to find strengths to build on, weaknesses that need to be addressed, as well as possibilities and threats requiring decisive action. It also takes into consideration changes that can arise in Loomis' surrounding environment, such as new technology or changed legal conditions. Each assignment is evaluated based on criteria, such as profitability and security, where the business opportunities must outweigh the possible risks. Even when a risk is assumed, it must be followed up continuously, as the surrounding environment is constantly changing. All business processes are surveyed and each risk associated with a specific process is identified and defined in a comprehensive Risk register. The global risk management policy adopted by Loomis establishes the manner in which the Group and its subsidiaries should actively work with operational risk management while ensuring compliance with the Company's other established policies and Code of Conduct.
The Board of Directors evaluates future possibilities and risks, and forms the Group's strategy. The responsibility for managing operational risks lies with Group management and the respective country management. Group management has the day-to-day responsibility for identifying, evaluating and managing risks, as well as for the implementation and maintenance of control systems in accordance with the Board of Directors' approved policies. Each country management has the responsibility of ensuring that there is a procedure in each country aiming to create risk awareness. Operative branch managers and the individuals responsible for risk in each country assume responsibility for ensuring that risk management comprises a part of the local operations at all levels within the country's organization. The Group has an established system for the management of business risks, which is integrated in the Group's processes for business planning and result follow-up. In addition to this, reviews of business risks and risk assessment are routinely conducted throughout the entire Group. There are processes to ensure that the Group management and the Board of Directors are continuously informed about material risks and control deficiencies. See page 25 for more information about the Group's risk management work.
Control environment
The control environment creates the basis for internal control by creating the culture and the values on which Loomis works. This part of the internal control structure includes the leadership style of the organization, current values, and how powers and responsibilities are communicated and documented in governing documents such as internal policies and instructions. The Board of Directors has adopted a number of policies central to the Company which are evaluated and updated annually, or as required. Adherence to the respective policies is ensured through the follow–up conducted by Group management and the Group's financial function. The following items describe Loomis' adopted policies and governing documents in brief:
- Code of Conduct: aims to ensure that the Company maintains and promotes business methods of the highest possible ethical standard.
- Financial policy: contains guidelines to achieve transparent, coherent and correct financial reporting, proactive risk management and continual improvement of the Company's financial processes.
- Purchase procedures: a general framework for efficient purchase procedures for significant investments in fixed assets.
- Relationships instruction: contains guidelines for the manner in which relationships between employees should be handled.
- Client contract policy: specifies the criteria for the content of contracts and the criteria under which customer contracts must be approved by the Board of Directors.
- Risk management policy: provides a framework for the overall structure of the organization, control and monitoring of operational risks.
- Internet and IT policy: describes the general principles regarding the manner in which the Group companies' computers, networks, applications and other IT equipment should be managed.
- Information security policy: contains a comprehensive framework aiming to ensure that a reasonable level of information security is adhered to within a number of central areas.
- Insider policy: functions as a complement to current Swedish insider legislation and establishes routines for periods when trade with financial instruments issued by (or attributable to) Loomis AB is forbidden. The policy is applicable to all individuals who have been reported to the Swedish Financial Supervisory Authority as insiders in Loomis AB
(including subsidiaries), as well as certain other categories of employees.
- Communication policy: aims to ensure that the Company fulfills the requirements for information disclosure to the stock market.
- Internal Control Requirements: introduced at the beginning of 2012 and describes significant routines and controls which are not stated in other governance documentation.
The Loomis Group constitutes a decentralized and specialized organization in which managers are given clear goals and the authority to make their own decisions and develop their businesses in close cooperation with the customers. The delegation of decision-making authority is documented in an authorization arrangement, which provides clear instructions to managers at all levels.
Competence and ability among the Group's employees is emphasized while continuous training, practical experience and development are actively encouraged.
Risk Assessment
The Group's financial function and risk function have the responsibility of ensuring that there is a procedure in each subsidiary aiming to create risk awareness. Country Presidents and the individuals responsible for risk in each country assume responsibility for ensuring that risk management comprises a part of the local operations at all levels within the country's organization.
The Group has a system for the management of business risks which is integrated in the Group's processes for business planning and result follow-up, regardless of the type of risk in question. The annual risk analysis and the resulting risk register are coordinated and maintained on a Group level.
In addition to this, reviews of business risks and risk assessments are routinely conducted throughout the entire Group. There are processes to ensure that Group management and the Board of Directors are continuously informed about significant risks and control deficiencies. See page 25 for more information about the Group's operational risk management.
Control Activities
Control activities include methods and activities to ensure adherence to established guidelines and policies and the accuracy and reliability of internal and external financial reports. Examples of control activities within Loomis are:
Self Assessment – Each operative entity within the Group conducts an annual self assessment (Loomis Self Assessment) regarding insight into and adherence to the Group's central policies and guidelines. The Group's external auditors provide a validation of the completed self-assessments. The answers are compiled at country level, as well as Group level, to facilitate comparisons within a specific country or between countries. Deviations from policies and guidelines are reported in writing. The report includes planned improvements to eliminate deviations and a deadline for when the planned measures are to be conducted. All reports are made available for each Country management and for the Group management and the Audit Committee.
Internal Control Activities – Loomis has, over the past few years, established a framework and a methodology with the aim of observing and following-up internal control within the Group. Loomis' internal control activities consist primarily of:
- Developing and following up the Group's self assessment methodology (Loomis Self Assessment Tool).
- Developing the Group's overall policies and guidelines, and ensuring that these are adhered to by the subsidiaries.
- Supporting Group management's resolutions regarding, and following up of, the external audit's overall audit plan and overall following up of country-specific important observations and recommendations.
- Being responsible for the Group's control and compliance matters in the Group and its subsidiaries.
- When needed, undertaking specific investigations, and functioning as project manager for Group management within compliance related areas.
- On-site visits, within the countries in order to follow up financial reporting as well as significant routines and controls.
Financial Monitoring – Controllers on all levels within the Group's companies have a key role in creating the environment needed to achieve transparent, relevant and current financial information. Local controllers are responsible for ensuring adherence to approved policies and frameworks and that routines for internal control regarding financial reporting are functioning in the respective countries.
Letter of representation – The Group has a system for the confirmation of the annual financial statements, in which operational Country Presidents and controllers, at the end of the year, sign a certificate, a so-called Letter of Representation, in which they confirm that the Group's policies and guidelines have been followed and that the report package provides a true and fair picture of the financial situation.
Management and follow-up of risk – Within the Loomis Group there is, in addition to the operational risk management in the subsidiaries, an independent, global risk organization responsible for providing Loomis with the possibility of assuming and controlling the risks necessary to realize Loomis' strategies and reach its goals. The risk organization works to prevent losses in the operations, both regarding life and health, as well as purely financial. The organization consists of a total of four individuals, including a risk manager who reports to the CEO and President as well as to the Audit Committee.
Loomis measures, reports and monitors financial and operational risks on a daily basis. The controls are handled by separate functions. In addition, the overall risk management is also reinforced by comprehensive insurance protection.
Information and Communication
Information and communication are necessary for a wellfunctioning internal control system. There is a communication tool which is continuously developed to ensure that all employees are informed of clear goals and become conscious of the parameters comprising accepted business practice. This results in a clear definition of the Group's aims and goals, level of responsibility, and the limits of allowed activities for the employees. Loomis has also developed routines and information systems to supply management with essential reports regarding business results in comparison with established goals.
The Group is completely focused on creating added value for its shareholders, which includes supplying investors with financial information of high quality.
Monitoring
The Board of Directors, CEO and other Group management in Loomis monitor the internal control of financial reporting. The process which the Board of Directors uses to review
- the efficiency in the system for internal control includes:
- Discussions with Group management regarding risk areas which have been identified by the Group management and the conducted risk analyses.
- Review of material issues arising as a result of the external audit and other reviews/investigations.
- An Audit Committee to create an independent oversight of the efficiency in the Group's internal control systems and the financial reporting process.
The Parent Company conducts a monthly follow-up of the operations through a detailed reporting system based on an annual budget, with regular operational reconciliation against actual results, analyses of deviations, follow-up of key factors and customary forecasts. This reporting is also reviewed by the Board of Directors.
The Audit Committee reviews the annual report and the interim reports before it recommends the Board of Directors to publish these reports. The Audit Committee discusses particularly important accounting principles and the estimates and assessments that have been made in the preparation of the reports. The Audit Committee also supervises the quality and independence of the external auditors.
Stockholm, March 19, 2012
Alf Göransson Jan Svensson Ulrik Svensson Chairman Board Member Board Member
Marie Ehrling Signhild Arnegård Hansen Lars Blecko Board Member Board Member President and CEO,
Board Member
Auditor's report on the Corporate Governance Statement (Translation of the Swedish original)
To the annual meeting of the shareholders of Loomis AB (publ) corporate identity number 556620-8095
It is the Board of Directors who is responsible for the Corporate Governance Statement for the year 2011 on pages 26–32 and that it has been prepared in accordance with the Annual Accounts Act.
We have read the corporate governance statement and based on that reading and our knowledge of the company and the group we believe that we have a sufficient basis for our opinions. This means that our statutory examination of the Corporate Governance Statement is different and substantially less in scope than an audit conducted in accordance with International Standards on Auditing and generally accepted auditing standards in Sweden.
In our opinion, the Corporate Governance Statement has been prepared and its statutory content is consistent with the annual accounts and the consolidated accounts.
Stockholm, March 19, 2012
PricewaterhouseCoopers AB
Patrik Adolfson Authorized Public Accountant
The Board of Directors
Alf Göransson
Board member of Loomis AB since 2007 and Chairman of the Board since 2009.
Born: 1957
Principal education: International Economics at the University of Gothenburg
Experience: CEO of NCC AB 2001–2007, CEO of Svedala Industri AB 2000–2001, Business Area Manager at Cardo Rail 1998–2000, President of Swedish Rail System in the Scancem Group 1993–1998.
Other assignments/positions: Board member and President and CEO of Securitas AB. Member of the Boards of HEXPOL AB and Axel Johnson Inc., USA.
Shareholding in Loomis as per December 31, 2011: 6,000 (privately) Other information: Independent
Lars Blecko
Board member of Loomis AB since 2008, President and CEO of Loomis AB since 2008.
Born: 1957
Principal education: Master of Science at Karlstad University
Experience: CEO of Rottneros AB 1999–2008, Senior Vice President Sales and Marketing at Cardo Rail AB, President of Radiopharmaceuticals within the Du Pont Group in Belgium, Switzerland, Germany and the UK.
Shareholding in Loomis as per December 31, 2011: 2,550 (privately) Additional shares in Loomis attributable to the Incentive Scheme 2010: 0 Subscription warrants in Loomis as per December 31, 2011: 273,312 Other information: Not independent in relation to the Company.
Signhild Arnegård Hansen
Board member of Loomis AB since 2010.
Born: 1960
Principal education: Bachelor of Science, Human Resources at the University of Stockholm, Poppius School of Journalism, Stockholm
Experience: Chairman of the Board of Confederation of Swedish Enterprise 2007–2010, Deputy Chairman of the Board of Business Europe 2008–2010, CEO of Svenska LantChips AB 1992–2006.
Other assignments/positions: Chairman of the Board of Svenska LantChips AB, Utah Chips Corporation, the Swedish Free Enterprise Foundation/Timbro and the Swedish Welfare Development Council. Deputy Chairman of the Board of the Swedish-American Chamber of Commerce USA. Member of the Boards of SEB AB, Dagens Industri AB, Magnora AB, the Swedish Trade Council, IFL Stockholm School of Economics Executive Education, Lund University, ESBRI, King Carl XVI Gustaf's Foundation for Young Leadership, TABD (TransAtlantic Business Dialogue) and Swedish-American Chamber of Commerce New York. Shareholding in Loomis as per December 31, 2011: 0
Other information: Independent
Ulrik Svensson Board member of Loomis AB since
2006.
Born: 1961
Principal education: Master of Science in Business and Economics
Experience: CFO at Swiss International Airlines 2003–2006, CFO at the Esselte Group 2000–2003, Controller/CFO for the offshore telecom investments of the Stenbeck Group 1992–2000.
Other assignments/positions: Presi-
dent of Melker Schörling AB. Member of the Boards of HEXAGON AB, ASSA ABLOY AB, HEXPOL AB, AAK AB and Flughafen Zürich AG. Shareholding in Loomis as per December 31, 2011: 1,400 (privately) Other information: Not independent in relation to major shareholders.
Jan Svensson
Board member of Loomis AB since 2006.
Born: 1956
Principal education: Mechanical Engineering and Master of Science in Business and Economics at Stockholm School of Economics
Experience: President of AB Sigfrid Stenberg which was acquired by Latour in 1993.
Other assignments/positions:
President and CEO of Investment
AB Latour since January 1, 2003. Chairman of the Boards of Oxeon AB, Fagerhult AB and Nederman Holding AB. Member of the Board of Tomra Systems AB.
Shareholding in Loomis as per December 31, 2011: 2,000 (privately) Other information: Not independent in relation to major shareholders.
Marie Ehrling
Board member of Loomis AB since 2009.
Born: 1955
Principal education: Master of Science in Business and Economics at Stockholm School of Economics
Experience: CEO of Telia Sonera Sverige AB 2003–2006. Deputy CEO of SAS Group and responsible for SAS Airlines. Information Secretary at the Ministry of Finance and the Ministry of Education and
Research. Financial analyst at Fjärde AP-fonden.
Other assignments/positions: Deputy Chairman of the Board of Nordea Bank AB. Member of the Boards of Securitas AB, Oriflame Cosmetics SA, Schibsted ASA, Axel Johnson AB, Safe Gate AB, Centre for Advanced Studies of Leadership at Stockholm School of Economics, World Childhood Foundation, IVA and Invest Sweden. Chairman of the Board of the Norwegian-Swedish Chamber of Commerce.
Shareholding in Loomis as per December 31, 2011: 800 (privately) Other information: Independent
Auditor
Patrik Adolfson
PricewaterhouseCoopers AB Born: 1973 Authorized Public Accountant and member of FAR SRS. Auditor in charge as of 2011. Other auditing assignments: Attendo AB, Catella AB, Nordstjernan
Investment AB and Securitas Sverige AB Shareholding in Loomis as per December 31, 2011: 0
Address: PricewaterhouseCoopers AB, 113 97 Stockholm, Sweden.
Group Management
Lars Blecko
President and CEO Born: 1957 Employed since: 2008 Principal education: Master of Science at Karlstad University.
Experience: CEO of Rottneros AB 1999–2008, Senior Vice President Sales and Marketing at Cardo Rail AB, President of Radiopharmaceuticals within the Du Pont Group in Belgium, Switzerland, Germany and the UK.
Other assignments/positions: –
Shareholding in Loomis as per December 31, 2011: 2,550 (privately) Additional shares in Loomis attributable to the Incentive Scheme 2010: 0 Subscription warrants in Loomis as per December 31, 2011: 273,312
Jarl Dahlfors
Executive Vice President and Country President USA
Born: 1964 Employed since: 2007
Principal education: Master of Science in Business and Economics, Stockholm University.
Experience: CFO of Attendo Group AB, CFO of EF Education, Controller at Trygg Hansa Asset Management, PriceWaterhouseCoopers.
Other assignments/positions: Member of the Board and shareholder in Amfitrite Asset Management AB.
Shareholding in Loomis as per December 31, 2011: 150,000 (privately) Additional shares in Loomis attributable to the Incentive Scheme 2010: 7,156
Subscription warrants in Loomis as per December 31, 2011: 273,312
Kenneth Högman
Executive Vice President for Business Development Born: 1957
Employed since: 1978 Principal education: Engineer, Various management training
courses within the Securitas Group. Experience: Regional manager
Securitas CHS Nordic, President of Securitas CHS Sverige.
Other assignments/positions: – Shareholding in Loomis as per December 31, 2011: 5,000 (privately)
Additional shares in Loomis attributable to the Incentive Scheme 2010: 0 Subscription warrants in Loomis as per December 31, 2011: 229,727
Georges López Periago
Regional President Southern Europe Born: 1965 Employed since: 1985
Principal education: Master of Science in Business and Economics, various management training courses within the Company.
Experience: Head of Loomis Spain, Regional Manager, Divisional Manager and Cash Center Manager Securitas CHS.
Other assignments/positions: –
Shareholding in Loomis as per December 31, 2011: 0 Additional shares in Loomis attributable to the Incentive Scheme 2010:
Martti Ojanen*
Born: 1962 Employed since: 2009 Principal education: Master of
Science in Business and Econom-
Experience: Vice President Risk
Other assignments/positions: –
December 31, 2011: 0
Additional shares in Loomis attribut-
Marcus Hagegård**
VP Finance
Born: 1973 Employed since: 2008
Principal education: Bachelor of Science in Commerce, University of Virginia.
Experience: Senior Manager at Ernst & Young in Sweden and USA.
Other assignments/positions: – Shareholding in Loomis as per December 31, 2011: 1,500 (privately) Additional shares in Loomis attribut-
able to the Incentive Scheme 2010: 0
Subscription warrants in Loomis as per December 31, 2011: 136,800 **Member of Group Management as of June 1, 2011.
Subscription warrants in Loomis as per December 31, 2011: 71,532
4,753
Group Head of Risk
ics, Växjö University.
Management, Marsh AB.
Shareholding in Loomis as per
able to the Incentive Scheme 2010: 0
Subscription warrants in Loomis as per December 31, 2011: 62,885 *Member of Group Management as of January 1, 2012.
The Share
Loomis' Class B share is listed on NASDAQ OMX Stockholm's Mid Cap list since December 9, 2008.
Share price performance for Loomis and the Stock Exchange
Loomis' B share declined 2 percent to SEK 99 in 2011. The lowest closing price was SEK 74 on August 9; the highest closing price was SEK 104 on January 13. The market value for the Class B shares at the end of the fiscal year amounted to MSEK 6,889 (7,028). The OMX Stockholm decreased 16.6 percent in 2011, implying that the Loomis share developed more favorably than the stock market as a whole.
The total yield for Loomis, that is, share price development, including a re-invested dividend of SEK 3.50 (2.65) amounted to 1.5 (32) in 2011. The total yield for the OMX Stockholm, measured as the total yield index SIXRX, amounted to –13.5 percent in 2011.
Turnover
The introduction of the EU's MiFiD directive has changed the structure of share trading in Europe. As shares are now traded on more markets than only the markets on which they are listed, trading has become more fragmented, at the same time as total share turnover has increased for a large number of shares. The Loomis share is no longer traded only on NASDAQ OMX Stockholm, but also on various other markets. The OMX Stockholm accounted for 39 percent (65) of share turnover in 2011 and the remaining turnover was accounted for on other markets, of which Markit Boat represented the largest proportion.
Total turnover for shares in Loomis on NASDAQ OMX Stockholm and other markets amounted to 81.8 million shares (75.8), which represents an average turnover of 323,471 shares per day (322,443). The turnover rate of the Class B share amounted to 118 percent (109) in 2011.
Share Capital
At the end of 2011, the share capital of Loomis amounted to MSEK 365, distributed into 3.4 million Class A shares and 69.6 million Class B shares. All shares have a quotient value of SEK 5.00 and provide entitlement to the same proportion of the Company's earnings and capital. Each Class A share entitles the holder to ten votes, while each Class B share entitles the holder to one vote. Equity per share at year-end amounted to SEK 46.53 (42.78). As a result of the Incentive Program 2010, Loomis has acquired 124,109 of the Company's own shares which were in own custody as per December 31, 2011.
Subscription Warrant Program
At an Extraordinary General Meeting in February 2009, a resolution was adopted to implement a subscription warrant program for senior executives and key employees. A total of 75 key executives take part in the program. The issue price
was determined at SEK 72.50. Subscription to these shares will be possible from March 1, 2013 to May 31, 2013. The subscription warrant program can, at full subscription and full exercise of all warrants, result in an increase in share capital by a maximum of SEK 12,775,000. Overall, the program may yield a maximum, total dilution of approximately 3.38 percent in relation to capital, and approximately 2.40 percent in relation to the number of votes.
Dividends and dividend policy
Loomis intends to distribute a dividend to shareholders representing a good direct yield and dividend growth. Concurrently, the Board of Directors shall adjust the dividend rate to favor the Company's strategy, financial position, and other financial objectives and risks which the Board of Directors deems relevant. The annual dividend will, in the long-term and with regard to the aforementioned considerations, be equivalent to approximately 40–60 percent of the Group's income after tax.
For the 2011 financial year, Loomis' Board of Directors proposes a dividend of SEK 3.75 (3.50) per share. This proposal equates to approximately 53 percent (51) of the earnings per share, and a dividend yield, of approximately 4 percent (3), calculated on the stock market price for the share at year-end.
Ownership
As of December 31, 2011, the number of shareholders amounted to 18,238 (20,170). At year end, the ten largest holders controlled 44.4 percent (45.5) of the capital and 60.9 percent (61.7) of the votes. Together, the principal owners Investment AB Latour and Melker Schörling controlled 19.0 percent (19.0) of the capital and 43.0 percent (43.0) of the votes. Swedish owners controlled 58.4 percent (63.3) of the capital and 70.8 percent (74.2) of the votes. Meanwhile, foreign ownership increased to 41.6 percent (36.7) of the capital and 29.2 percent (25.8) of the votes.
Index, abbreviation, and ISIN code
The Loomis Class B share is listed on NASDAQ OMX Stockholm, on the Nordic Mid Cap list in the sector Industrial Goods and Services. The share is traded under the abbreviation LOOMB and the ISIN code is SE0002683557.
LARGEST SHAREHOLDERS, DECEMBER 31, 2011
| Number of | Number of | |||
|---|---|---|---|---|
| Class A shares | Class B shares | Capital, % | Votes, % | |
| Investment AB Latour1) | 2,528,520 | 5,009,808 | 10.3 | 29.2 |
| Melker Schörling AB1) | 900,000 | 5,400,300 | 8.6 | 13.9 |
| Swedbank Robur fonder | 3,864,243 | 5.3 | 3.7 | |
| UBS AG LND IPB Segregated Client A | 2,584,011 | 3.5 | 2.5 | |
| JPMC:Escrow Swiss Resident Account | 2,393,684 | 3.3 | 2.3 | |
| SEB Investment Management | 2,377,039 | 3.3 | 2.3 | |
| Handelsbanken fonder | 2,191,137 | 3.0 | 2.1 | |
| Afa Försäkring | 1,764,943 | 2.4 | 1.7 | |
| SEC Finance Principal Non Lending, EMC OMNI Fund | 1,712,222 | 2.4 | 1.6 | |
| Carnegie fonder | 1,669,300 | 2.3 | 1.6 | |
| Top 10 largest shareholders | 3,428,520 | 28,966,687 | 44.4 | 60.9 |
| Other foreign shareholders | 23,651,207 | 32.4 | 22.8 | |
| Other Swedish shareholders | 16,965,3662) | 23.2 | 16.3 | |
| TOTAL | 3,428,520 | 69,583,260 | 100.0 | 100.0 |
1) The major shareholders in these companies also have, from time to time directly or indirectly, holdings via other companies. 2) Includes 124,109 shares which, as a result of Loomis' Incentive Scheme 2010, are in own custody per December 31, 2011.
Source: Euroclear Sweden AB
Source: Euroclear Sweden AB
OWNERSHIP STRUCTURE, DECEMBER 31, 2011 KEY RATIOS
| Number of shares | Number of shareholders |
Share of total capital, % |
Share of total votes, % |
|---|---|---|---|
| 1–1,000 | 17,296 | 2.9 | 2.0 |
| 1,001–5,000 | 588 | 1.8 | 1.3 |
| 5,001–10,000 | 100 | 1.0 | 0.7 |
| 10,001–100,000 | 147 | 7.0 | 5.0 |
| 100,001– | 107 | 87.2 | 91.0 |
| TOTAL | 18,238 | 100.0 | 100.0 |
| 2011 | 2010 | 2009 | |
|---|---|---|---|
| Earnings per share, SEK1) | 7.03 | 6.80 | 6.85 |
| Dividend, SEK | 3.752) | 3.50 | 2.65 |
| P/E ratio | 14.1 | 14.9 | 11.4 |
| Equity per share, SEK | 46.53 | 42.78 | 42.85 |
| Share price, December 31, SEK | 99.00 | 101.00 | 78.25 |
1) Number of outstanding shares amounts to 73,011,780 which includes 124,109 shares which, as a result of Loomis' Incentive Scheme 2010, are in own custody per December 31, 2011.
2) Proposed dividend is SEK 3.75 per share. At the end of 2011, the dividend yield, based on the proposed dividend, amounted to 3.8 percent
ANALYSTS COVERING LOOMIS
| Company | Analyst | Telephone |
|---|---|---|
| CA Chevreux | Niklas Kristoffersson | +46-8-723 51 74 |
| Carnegie | Michael Löfdahl | +46-8-676 86 77 |
| Danske Markets | Peter Trigarszky | +46-8-568 805 57 |
| Deutche Bank | Jose-Francisco Ruiz | +34-91-33 55 948 |
| HB Capital Markets | Anders Tegeback | +46-8-701 52 96 |
| Nordea Markets | Johan Grabe | +46-8-534 91 272 |
| SEB Enskilda | Stefan Andersson | +46-8-522 29 657 |
| UBS | David Halldén | +46-8-45 373 30 |
Administration Report Loomis AB
The Board and the President of Loomis AB (publ), Corporate Identity Number 556620-8095, with registered office in Stockholm, hereby present the Annual financial statements and consolidated accounts for the financial year 2011.
The Group's operations
Loomis offers comprehensive solutions for cash handling with a strong presence in the USA and in Western Europe. Services are primarily directed towards central banks, commercial banks, retailers, other commercial enterprises and the public sector. Loomis assists its customers with secure and efficient management of all physical flows of cash in society. Loomis' services provide customers with high quality, cost efficient solutions and significantly decrease the risks to the customers' personnel.
Loomis has 160 years of experience in cash in transit and has gradually expanded its services to include comprehensive solutions for cash handling. Cash in Transit remains the largest source of revenue for Loomis, although revenue from Cash Management Services is growing faster than revenue from Cash in Transit.
Loomis offers a comprehensive range of services in the USA and Europe; however, the combination of services and demand differs somewhat between the segments. In Europe, Cash in Transit constitutes 66 percent (67) of revenue, while Cash Management Services constitutes 34 percent (33). In the USA, Cash in Transit constitutes 78 percent (79) of revenue and Cash Management Services 22 percent (21).
Risk management is a fundamental component in all of Loomis' services. Risk management for customers with varying requirements and the protection of personnel and property is a significant part of the customer value offered by Loomis. Understanding and evaluation of all risks existing in a society's flow of cash, as well as management and control of these risks has, consequently, a central role in the business. Safety is one of the most important success factors for Loomis.
Loomis undertakes significant operational investments in risk management systems but even more important is the maintenance of a strong risk management culture. Loomis' strategy for risk management is communicated to all employees. Loomis has over 150 employees working in risk management at both Group level and local level. The risk management organization is both proactive and reactive including, among other things, preventative work, external environment monitoring and crisis management. For further information about risk management, refer to the Risk Management section on page 25.
Loomis AB, the Group's Parent Company, has subsidiaries in Austria, Czech Republic, Denmark, Finland, France, Ireland, Norway, Portugal, Slovakia, Slovenia, Spain, Sweden, Switzerland, Turkey, UK, and in the USA.
Significant events during the year
Acquisitions
In March 2011, Loomis' subsidiary in the USA, Loomis Armored US, LLC, acquired the assets and customer contracts attributable to the cash handling operations of the American company, Pendum LLC. The acquired operations comprise of the replenishment and management of approximately 43,000 ATMs across the USA. The operations were taken over on April 30, 2011, and were consolidated as of May 1, 2011.
In May 2011, Loomis reached an agreement to acquire 60 percent of the shares in the Turkish cash handling company, Erk Armored. As part of the acquisition, Loomis has, in the future, the possibility of acquiring the remaining 40 percent of the company. Erk Armored's operations cover large parts of Turkey. The acquired operations were consolidated by Loomis as of July 1, 2011.
In December 2011, Loomis' subsidiary in the USA reached an agreement regarding the acquisition of the shares in Oregon Armored Service Inc. The annual revenue for 2010 for Oregon Armored Service Inc. amounted to approximately MUSD 6 and the company has around 75 employees. The acquisition will further strengthen the market presence in Oregon. The operations were taken over on December 31, 2011, and were consolidated as of January 1, 2012.
Ongoing acquisitions
In December 2011, Loomis' Spanish subsidiary, Loomis Spain SA, signed an agreement regarding the acquisition of the Spanish cash handling company, Efectivox. The annual revenue for 2010 for Efectivox amounted to approximately MEUR 13 and the company has around 500 employees. The acquisition will allow Loomis to offer cash handling services throughout the whole of the Spanish mainland. As a result of the structural changes within the Spanish banking sector in recent years, more stringent requirements have been put in place stipulating that cash handling companies and banks must be able to operate on a nationwide basis. As per December 31, the acquisition was conditioned by an approval being received from the Competition Authority.
Other Significant events during the year
In February 2011, Loomis AB signed a new loan facility, which matures in 2016, and which amounts to MUSD 150 and MSEK 1,000. The new facility replaced the previous facility which was raised in conjunction with the listing on the stock market in 2008.
As a part of Loomis' environmental work, Loomis' Danish subsidiary, Loomis Danmark A/S, has started to use electrically powered cash in transit vehicles in a pilot project. Loomis' ambition is for all Cash in Transit to retailers in the Copenhagen region to be carried out with electrically powered vehicles. If the project proves to be a success, Loomis intends to purchase more electrically powered vehicles, for operations both in Denmark and in other countries in which the Group operates. By using electric vehicles, Loomis is one of the world's first Cash Handling Services companies to make use of electric vehicles for cash in transit.
In April 2011, the Board of Directors of Loomis AB determined, on the basis of the authorization resolved upon by the Annual General Meeting in 2010, to purchase the Company's own Class B shares on the NASDAQ OMX Stockholm. This authorization refers to the incentive scheme adopted by the Annual General Meeting on April 29, 2010 (Incentive Scheme 2010) and comprises the number of the Company's own Class B shares which might be transferred to participants in the Incentive Scheme 2010. During the period April 18, 2011 to April 21, 2011, Loomis AB repurchased 119,464 Class B shares.
In accordance with the Board of Directors' proposal, the Annual General Meeting 2011 resolved to introduce an incentive scheme (Incentive Scheme 2011), corresponding to the scheme adopted by the Annual General Meeting in 2010. In accordance with the existing incentive scheme, the proposed incentive scheme entails that two thirds of the variable remuneration is paid out in cash during the year after the bonus is earned. For the remaining third, Loomis AB repurchases shares that will be allotted to the employees on June 30, 2013 at the latest.
In May 2011, Loomis AB signed a new three-year loan facility. The new facility, which matures in 2014 and amounts to MUSD 100, will be used for general corporate purposes.
The result for the year includes an item affecting comparability amounting to MSEK –53, which related to the incorrect valuation of assets and liabilities in previous periods. This item referred to the mismanagement of the Austrian subsidiary. This
| Income statement | 2011 | 2010 | 2009 | 2008 | 2007 |
|---|---|---|---|---|---|
| Total revenue | 10,973 | 11,033 | 11,989 | 11,258 | 11,397 |
| Operating income before amortization (EBITA) | 912 | 882 | 837 | 748 | 259 |
| Net income for the year | 513 | 496 | 500 | 424 | –881 |
| Consolidated statement of cash flow | 2011 | 2010 | 2009 | 2008 | 2007 |
| Cash flows from operations | 1,203 | 1,271 | 1,333 | 640 | –174 |
| Cash flows from investing activities | –1,533 | –790 | –813 | –879 | –761 |
| Cash flows from financing activities | 480 | –586 | –747 | 641 | 1,020 |
| Cash flow for the year | 150 | –104 | –226 | 402 | 85 |
| Consolidated Balance Sheet | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 | Dec 31, 2008 | Dec 31, 2007 |
| Capital employed | 5,617 | 4,555 | 5,028 | 5,351 | 3,855 |
| Net debt | 2,220 | 1,432 | 1,899 | 2,375 | 2,350 |
| Shareholders' equity | 3,397 | 3,123 | 3,129 | 2,976 | 1,505 |
mismanagement had been ongoing and the incorrect valuation had been accumulated during many years. The incorrect valuation was not related to the operational handling of the customers' money but involved the financial reporting. As a result of the discovery of the incorrect valuation, the entire management team in Austria was replaced. In November 2011, Loomis decided to file a criminal complaint against two members of the former management team, including a claim for damages.
In July 2011, Loomis' subsidiary in the UK signed an agreement with the British bank, HSBC, for the management of the Bank's remote ATMs across the UK. The contract, which came into effect from August 1, 2011, is the largest since Loomis' market listing in December 2008. When fully implemented, HSBC will be the largest customer of Loomis in the UK.
In July 2011, the Board of Directors of Loomis AB determined, on the basis of authorization resolved upon by the Annual General Meeting in 2011, to repurchase the Company's own Class B shares on the NASDAQ OMX Stockholm. This authorization refers to the incentive scheme adopted by the Annual General Meeting on May 11, 2011 (Incentive Scheme 2011) and comprises the number of the Company's own Class B shares which might be transferred to the participants in the Incentive Scheme 2011. The repurchase of Class B shares shall take place prior to the Annual General Meeting 2012 and comprises a maximum of 325,000 shares.
In August 2011, Loomis AB repurchased 4,645 Class B shares which will, at a later date, be transferred to participants in the Incentive Scheme 2010. After the repurchase, the Company's holding of Class B shares totalled to 124,109.
In September, Loomis' subsidiary in Sweden signed a strategically important four-year agreement with BAB, Bankernas Automatbolag. Under the terms of this agreement, which came into effect on September 30, 2011, Loomis will provide approximately 50 percent of BAB's ATMs with cash. The assignment also includes the counting of cash and certain emergency servicing of the ATMs. BAB has the option of extending the agreement by a period of two years.
Revenue and income
The Group
Revenue for the full year amounted to MSEK 10,973 (11,033). Real growth (adjusted for exchange rate effects) amounted to 7 percent (–1) and is mainly attributable to the acquisitions in the Czech Republic, Turkey and in the USA. Organic growth (adjusted for exchange rate effects, acquisitions and divestitures) amounted to 1 percent. The organic growth in the majority of the European countries was, however, partly offset by a negative organic growth in the Spanish market, attributable to the ongoing structural changes within the banking sector. For the European segment as a whole, organic growth amounted to
2 percent. In the USA, organic growth amounted to 0 percent, which includes a positive effect of 1 percent arising from changes in fuel surcharges. The development on the US market is primarily attributable to the effect of previously lost contracts which have now been terminated. Changes in fuel surcharges which Loomis passes on to its customers had no significant effect on the organic growth of the Group. During the year, price increases as a percentage of revenue exceeded wage increases in percent.
Operating income (EBITA) amounted to MSEK 912 (882), of which exchange rate effects comprised MSEK –59. The operating margin improved compared with the previous year and amounted to 8.3 percent (8.0). The improvement is a result of the continuous work to reduce costs and improve efficiency within the Group and that the restructuring work in France, initiated during 2010, continued to provide results.
Staff turnover during the period remained at an acceptable level and amounted to approximately 22 percent (18).
Operating income (EBIT) amounted to MSEK 805 (866), including acquisition-related costs of MSEK –42 and two items affecting comparability of a total of MSEK –44. One of the items affecting comparability, MSEK –53, derives from previous periods and refers to the incorrect valuation of assets and liabilities in the Austrian subsidiary. The other item affecting comparability, MSEK 9, derives from a reversal of a part of the provision of MSEK 59 made in 2007, attributable to overtime compensation in Spain.
Financial net amounted to MSEK –62, compared to MSEK –107 for the full year 2010. This improvement is mainly a result of the more beneficial conditions of the new loan facilities that were signed during the first half of 2011.
Income before taxes amounted to MSEK 743 (759), whilst net income after tax was MSEK 513 (496). The tax rate for the period was 31 percent (35).
Segments
Europe
Real growth (adjusted for exchange rate effects) in the European operations amounted to 3 percent (0) and organic growth was 2 percent (0). The operating margin amounted to 10.3 percent, compared with 9.8 percent in the previous year.
USA
Real growth (adjusted for exchange rate effects) amounted to 12 percent (–3) and organic growth amounted to 0 percent (–3) in the American operations. The operating margin amounted to 7.3 percent, compared with 7.4 percent in the previous year.
Cash flow
The Group's cash flow from operations amounted to MSEK 1,203
(1,271). Investments in fixed assets amounted to MSEK 860 (715). Sales of fixed assets amounted to MSEK 20 (7). Acquisitions of subsidiaries amounted to MSEK 693 (82). Cash flow from financing activities amounted to MSEK 480 (–586). Cash flow for the year includes a shareholder dividend of MSEK –256 (–193). Furthermore, increased net borrowing has affected the cash flow by MSEK 741 (–375).
Capital employed and financing
Loomis' operating capital employed amounted to MSEK 2,168 (1,929), which corresponds to 20 percent (17) of revenue. Total capital employed amounted to MSEK 5,617 (4,555). The change in capital employed is primarily due to increased goodwill and other acquisition-related assets which have arisen in conjunction with the acquisition of Pendum's cash handling operations and Erk Armored.
Return on capital employed amounted to 16 percent (19). Net debt amounted to MSEK 2,220 (1,432). The change in net debt is primarily due to further borrowing as a result of the current expansion strategy. The equity ratio amounted to 37 percent (41).
During the third quarter of 2011, the annual testing of impairment attributable to all cash generating units was carried out. No cash generating unit had a book value exceeding its recoverable amount, which is the reason why no impairment has been reported during 2011.
Shareholders' equity
Shareholders' equity increased during the year by MSEK 274 and amounted to MSEK 3,397 (3,123). Income for the year, MSEK 513, exchange rate effects of MSEK 43 and cash flow hedges of MSEK 4, increased shareholders' equity by MSEK 560. Actuarial losses of MSEK –30, dividend paid, MSEK –256, and share-related remuneration net, MSEK –1, decreased shareholders' equity by a net amount of MSEK –287.
Return on shareholders' equity amounted to 15 percent (16).
Environmental impact
The Group and the Parent Company do not undertake any operations requiring a permit according to the Environmental Code.
Personnel
During 2011, the average number of employees amounted to 19,511 (18,466) in fifteen countries (fourteen). The gender distribution is 28 percent (29) women and 72 percent (71) men. With consideration of the nature of the operations undertaken by Loomis, the Group's employees assume a significant amount of responsibility each day. Based on the requirements of its activities, Loomis places major emphasis on recruiting the right employees and ensuring that these employees receive the necessary training. All employees undergo basic training and regular additional training thereafter. The training programs have been adapted to each country and region in which Loomis operates. Management at different levels is offered leadership training as an aid in executing their responsibilities. Loomis also greatly emphasizes compliance by all employees with the Group's core values.
Research and development
Loomis is a service company and does not carry out any research as defined in IAS 38, Intangible assets. Work to refine and develop the Group's service offering is undertaken on a continuous basis, not least as an integrated part of the services carried out on behalf of customers. Capitalized development costs in the Group amounted to MSEK 5 (11) as at December 31, 2011.
Parent Company
Loomis AB is a holding company with subsidiaries in Austria, Denmark, Czech Republic, Denmark, Finland, France, Ireland, Norway, Portugal, Slovakia, Slovenia, Spain, Sweden, Switzerland, Turkey, the UK, and the USA. Loomis AB does not engage in any operating activities as it consists only of Group management and supporting functions. At year-end, the number of employees at the head office was 17 (15).
Income before appropriations and tax amounted to MSEK 333 (427). The change is primarily a result of the fact that anticipated dividends from the subsidiaries for 2011 have not been reported, lower financial net and a capital gain on an intra-Group sale of a subsidiary.
During the second quarter of 2011, a total of MSEK 256 was distributed to the shareholders, corresponding to a dividend of SEK 3.50 per share. Investments in fixed assets amounted to MSEK 0 (0).
Uncertainties
Specific factors of uncertainty for 2012 are the continued integration of the acquired operations in the USA and in Turkey during the year, as well as the structural changes within the Spanish banking sector.
The economic trend during 2011 impacted certain countries and geographic markets negatively, and it cannot be ruled out that revenue and income may be impacted during 2012.
Changes in general economic conditions can have various effects on the market for cash handling services, such as changes in the consumption level, the proportion of cash purchases compared with credit card purchases, the risk of robbery and bad debt losses, as well as the rate of staff turnover. For further information on uncertainty factors, see Note 4 Critical accounting estimates and assessments.
Other
Information regarding financial risk management and the use of financial instruments for risk management is found in Note 6.
Issued shares in the Parent Company include both A- and B-shares. One Class A share entitles the holder to 10 votes and one B share entitles the holder to 1 vote. As of December 9, 2008, Loomis' B shares are listed on the NASDAQ OMX Stockholm Mid Cap list. The principal owners are essentially Investment AB Latour and Melker Schörling AB. These principal owners have entered into a shareholder agreement, according to which the parties intend to coordinate their actions regarding the composition of the Board, dividend policy, resolutions regarding amendments to the Articles of Association or share capital, significant acquisitions or divestments and appointment of the CEO, and which also includes a pre-emption right if any of these parties chooses to sell Class A shares. For further information regarding the largest owners, refer to the section The Share on pages 36–37.
The Annual General Meeting 2010 resolved on authorization for the Board of Directors to resolve on the repurchase of shares on the stock exchange and to allot the shares to the participants of the incentive scheme which was resolved on by the Meeting. During the period from April 18–21, 2011, a total of 119,464 shares were repurchased at an average price of SEK 98.06 per share. Furthermore, 4,645 shares were repurchased on August 1, 2011 at an average price of SEK 90.00 per share. On December 31, 2011, a total of 124,109 shares were held in own custody.
The Annual General Meeting 2011 resolved on authorization for the Board of Directors to determine the repurchase of shares and on the transfer of the company's shares to shareholders in the incentive scheme, which was resolved on by the Meeting.
Of the total number of outstanding warrants, 2,555,000, the number of warrants in own custody, as of December 31, 2011, was 28,915.
Significant events after the end of the year
The Board of Directors has decided to propose the Annual General Meeting 2012 to resolve on an incentive scheme (Incentive Scheme 2012). The proposed incentive scheme will, similarly to the Incentive Scheme 2011, entail that two thirds of the total amount of variable remuneration are being paid out in cash during the year after the bonus is earned. For the remaining third Loomis AB repurchases Loomis Class B shares that will be allotted to the participants in the beginning of 2014. The allotment of shares is conditional on that the employee is employed by the Loomis Group as at the last day of February 2014, except in cases where the employee has terminated their employment on the basis of retirement, death or long-term sickness, in which case the employee retains the right to receive bonus shares. The principles of performance measurement and other general principles that are already in place in the current incentive program will continue to apply. Loomis AB will not issues any new shares or similar as a consequence of this incentive scheme. The repurchase of Loomis shares will be made at the NASDAQ OMX Stockholm. The introduction of the incentive scheme will make it possible for 300 executives within Loomis to become shareholders in the long-term, thereby strengthening employee participation in the success and development of Loomis, to the benefit of all shareholders. For the Board of Director´s comprehensive suggestions for the incentive program, see the notice of the Annual General Meeting.
The acquisition of the Spanish company, Efectivox, announced in December, was conditioned by approval being received from the Competition Authority. Acceptance was received in February 2012. The preparation of the acquisition analysis is in progress.
In March 2012 Loomis reached an agreement to acquire the shares in the Argentinean cash handling company Vigencia. Vigencia primarily operates in the region of Buenos Aires and has an annual revenue of approximately MSEK 60 and has approximately 190 employees. The acquisition is the first Loomis conducts outside of Europe and the US and is the beginning of an increased market presence in Latin America. The work towards determining the acquisition analysis is ongoing.
Future prospects
The Company does not provide a forecast information for 2012.
Proposed appropriation of profits
The Board of Directors has decided to propose a dividend of SEK 273,328,766 to the Annual General Meeting of Shareholders. Friday, May 11, 2012 is proposed as the record day for the dividend. It is the Board's assessment that the proposed dividend will not prevent the Group from fulfilling its obligations nor from making any investments that are deemed necessary.
The Parent Company's and the Group's income statement and balance sheets are subject to adoption by the Annual General Meeting of Shareholders on May 8, 2012.
The following funds are at the disposal of the Annual General Meeting:
| SEK | |
|---|---|
| Retained earnings | 4,097,344,183 |
| Exchange rate differences | –11,827,560 |
| Revaluation of cash flow hedges | 4,351,443 |
| Acquisition of own shares | –12,133,043 |
| Net income for the year | 210,786,753 |
| 4,288,521,776 |
The Board of Directors proposes that the profits be appropriated as follows:
| 4,288,521,776 | |
|---|---|
| To be carried forward | 4,015,193,009 |
| Dividend to shareholders (SEK 3.75/share) | 273,328,7661) |
| SEK |
1) Calculated based on the number of outstanding shares as per the balance sheet date.
The Board of Director's opinion on the proposed dividend
In view of the Board of Director´s above proposal regarding the distribution of dividends, the Board hereby presents the following statement in accordance with Chapter 18, § 4 of the Companies Act (2005:551).
In accordance with the Board of Director´s proposal regarding the distribution of dividends, profits amounting to SEK 4,288,521,776 are at the disposal of the Annual General Meeting. Provided that the 2012 Annual General Meeting resolves in accordance with the Board of Director´s proposal on the appropriation of profits, SEK 4,015,193,009 will be brought forward. Complete coverage exists for the Company's restricted equity after the proposed appropriation of profits. The proposed dividend represents a total of 6 percent of the Company's equity and 8 percen of the Group's equity. After the distribution of the dividend, the Company's and Group's equity/assets ratios amount to 55 percent and 36 percen, respectively.
Shareholders' equity has decreased by SEK 2,749,359 as a result of the evaluation of assets or liabilities in accordance with Chapter 4, § 14a of the Annual Accounts Act.
The Board of Directors has taken the Company's and the Group's consolidation and liquidity needs into consideration through a comprehensive evaluation of the financial position of the Company and the Group, along with the Company's and the Group's abilities to meet their commitments. The proposed dividend will not prevent the Company from making any investments that are deemed necessary. The Company's financial position does not give rise to any other assessment other than that the Company can continue its operations and that the Company is expected to be able to fulfill its obligations in both the short and long term. In addition to the assessment of the Company's and the Group's needs for consolidation and liquidity, the Board of Directors has also taken into consideration all other known relationships that may be of significance to the Company's and the Group's financial position.
With reference to the above, it is the opinion of the Board of Directors that the dividend is justifiable, considering the demands placed by the nature of the Company's operations, their extent, risks and the economic situation on the size of the Company's and the Group's equity and equity/assets ratio and the Company's and the Group's need for consolidation, liquidity and overall financial position.
Regarding all other aspects of the Company's and the Group's results and financial position, refer to the income statements and balance sheets, cash flow statements and commentary to the accounts and notes.
The Board of Director's proposed guidelines for remuneration to Group management
The Board of Directors of Loomis AB (publ) proposes that the Annual General Meeting 2012 resolves on guidelines for remuneration to Group management in accordance with the following.
Scope of the guidelines
These guidelines refer to remuneration and other employment benefits to individuals that are part of the Loomis Group management team, referred to below as the "management", during the time period for which the guidelines are in force. Present members of the management are Lars Blecko, Jarl Dahlfors, Kenneth Högman, Georges López Periago, Marcus Hagegård and Martti Ojanen.
The guidelines shall apply to all agreements entered into after their adoption by the Annual General Meeting and to any changes in existing agreements after this date. The Board of Directors shall have the right to deviate from the guidelines if there are particular grounds for such deviation in a given, individual case. The guidelines shall be subject to a yearly review.
Basic principles and the forms for remuneration
The fundamental principle is that remuneration and other terms of employment for the management shall be competitive and in accordance with market conditions in order to ensure that the Loomis Group will be able to attract and keep competent members of management.
The total remuneration to management shall consist of a fixed salary, variable remuneration, pensions and other benefits.
The Board of Directors shall, each year, consider whether to propose that the general meeting resolves upon a share-based or share price-based incentive scheme. At the Annual General Meeting 2011, a resolution was reached regarding an incentive scheme.
Principles regarding different types of remuneration Fixed salary
The fixed salary for the management within the Loomis Group shall be competitive and in accordance with market conditions and shall be based on the individual executive's area of responsibility, powers, competence and experience.
Variable remuneration
In addition to a fixed annual salary, the management may also receive variable remuneration, which shall be based on the outcome in relation to financial goals and growth targets within the individual area of responsibility (Group, region or subsidiary) and in line with the interests of the shareholders. The variable remuneration within the scope of the Company's so called AIP (Annual Incentive Plan) shall amount to a maximum of 60 percent of the fixed basic annual salary for the President/CEO and a maximum of 72 percent of the fixed basic annual salary for other members of the management. The variable remuneration within the scope of the Company's so called LTIP (Long-Term Incentive Plan) shall amount to a maximum of 40 percent of the fixed basic salary for the President/CEO and a maximum of 50 percent of the fixed basic annual salary for other members of management.
In addition to the variable remuneration above, there may be long term Incentive programs resolved upon from time to time in accordance with the Basic principles and the forms for remuneration mentioned above.
Pensions
The pension rights of members of management apply as from the age of 65, at the earliest, and shall, to the extent that members of management are not covered by pension benefits in accordance with the collective agreement (ITP program), be in accordance with fee-based pension plans equivalent to a maximum of 30 percent of the fixed annual salary. For members of management not covered by the collective agreement (ITP program), the variable remuneration shall not be pension qualifying. Members of management resident outside Sweden may be offered pension programs which are competitive in the country in which they are resident.
Terms at dismissal/resignation
On dismissal, the notice period for members of management shall amount to a maximum of 12 months with the right to redundancy payment after the end of the notice period, equivalent to a maximum of 100 percent of the fixed salary for a period not exceeding 12 months. On resignation, the notice period shall amount to a maximum of 6 months.
Other benefits
Other benefits, such as company car, special health insurance or occupational health service shall be provided to the extent this is considered customary for members of management holding equivalent positions on the employment market in which the member of management is active. The total value of such other benefits shall, however, constitute a minor portion of the total remuneration received.
Preparation by the Board of Directors and decision-making in connection with matters regarding salaries and other benefits for the management
The Remuneration Committee comprised of the members of the Board of Directors prepares matters regarding salaries and other terms of employment of the management. The Committee has no authority to decide but merely presents its proposal to the Board of Directors for their adoption. Resolutions on remuneration to the President / CEO are made by the entire Board of Directors. For other members of management, the decision is made by the President / CEO after consultation with the Remuneration Committee.
Estimated costs for variable remuneration
The cost of variable remuneration to the management according to the proposal of the Board of Directors, taking into account existing agreements and based on the present remuneration rates, may, at a maximum outcome, which presupposes that all targets on which the variable remuneration is based, amount to maximum MSEK 19. This estimate is based on those individuals currently being part of the management. These expenses may change in case additional personnel become part of the management.
Previously determined remuneration which has not fallen due for payment
In Note 11, Personnel, the total remuneration to the management in 2011 is reported, including previous commitments which have not yet fallen due for payment.
Consolidated statement of income
| MSEK | Note | 2011 | 2010 | 2009 |
|---|---|---|---|---|
| Revenue, continuing operations | 10,441 | 10,990 | 11,934 | |
| Revenue, acquisitions | 532 | 43 | 55 | |
| Total revenue | 8, 9 | 10,973 | 11,033 | 11,989 |
| Production expenses | 10,11,12 | –8,556 | –8,516 | –9,374 |
| Gross income | 2,417 | 2,516 | 2,615 | |
| Selling and administrative expenses | 10,11,12 | –1,506 | –1,634 | –1,778 |
| Operating income before amortization (EBITA) | 912 | 882 | 837 | |
| Amortization of acquisition-related intangible assets | 10,12,17 | –21 | –17 | –17 |
| Acquisition-related costs | 15 | –42 | 0 | n/a |
| Items affecting comparability | 10 | –44 | – | – |
| Operating income after amortization (EBIT) | 805 | 866 | 821 | |
| Financial income | 13 | 16 | 3 | 15 |
| Financial expenses | 13 | –78 | –110 | –130 |
| Income before taxes | 743 | 759 | 706 | |
| Income tax | 14 | –230 | –262 | –206 |
| Net income for the year 1) | 513 | 496 | 500 |
1) Net income for the year is entirely attributable to the Parent Company's shareholders.
Data per share
| SEK | Note | 2011 | 2010 | 2009 |
|---|---|---|---|---|
| Earnings per share, before dilution | 3 | 7.03 | 6.80 | 6.85 |
| Earnings per share, after dilution2) | 3 | 6.79 | 6.57 | 6.85 |
| Earnings per share, fully diluted3) | 3 | 6.79 | 6.57 | 6.62 |
| Dividend4) | 3.50 | 2.65 | 2.25 | |
| Number of outstanding shares (million)5) | 73.0 | 73.0 | 73.0 | |
| Average number of outstanding shares (million) | 73.0 | 73.0 | 73.0 | |
2) The average share price amounted to SEK 90,31 for the full-year 2011.
3) Earnings per share (fully diluted), shows earnings per share if all outstanding warrants were converted into shares. After full dilution the number of outstanding shares would amount to 75.6 million.
4) Refers to dividend paid during the current financial year.
5) Includes 124,109 shares which, as a result of the Loomis Incentive Scheme 2010, are in own custody as per December 31, 2011.
Consolidated statement of comprehensive income6)
| MSEK | 2011 | 2010 | 2009 |
|---|---|---|---|
| Actuarial gains and losses after tax | –30 | –94 | –49 |
| Exchange rate differences | 43 | –224 | –150 |
| Cash flow hedges | 4 | –1 | –6 |
| Total other comprehensive income and expenses for the year, | |||
| net after tax | 17 | –320 | –205 |
| Net income for the year | 513 | 496 | 500 |
| Total comprehensive income and expenses for the year | 530 | 177 | 295 |
6) Comprehensive income is entirely attributable to the Parent Company´s shareholders.
See Note 27 for further reconciliation of shareholders' equity
Consolidated balance sheet
| MSEK | Note | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|---|
| ASSETS Fixed assets |
||||
| Goodwill | 15,16 | 3,281 | 2,582 | 2,760 |
| Acquisition-related intangible assets | 17 | 155 | 87 | 65 |
| Other intangible assets | 18 | 82 | 66 | 41 |
| Buildings and land | 19 | 257 | 250 | 287 |
| Machinery and equipment | 19 | 2,630 | 2,360 | 2,591 |
| Deferred tax assets | 14 | 422 | 317 | 316 |
| Interest-bearing financial fixed assets | 20 | 63 | 29 | 46 |
| Other long-term receivables | 21 | 37 | 28 | 28 |
| Total fixed assets | 6,927 | 5,719 | 6,132 | |
| Current assets | ||||
| Accounts receivable | 22 | 1,308 | 1,243 | 1,336 |
| Other current receivables | 23 | 77 | 48 | 67 |
| Current tax assets | 14 | 141 | 80 | 66 |
| Prepaid expenses and accrued income | 24 | 203 | 214 | 163 |
| Interest-bearing financial current assets | 25 | 1 | 19 | 3 |
| Liquid funds | 26 | 413 | 259 | 387 |
| Total current assets | 2,142 | 1,863 | 2,020 | |
| TOTAL ASSETS | 9,069 | 7,582 | 8,153 | |
| SHAREHOLDERS' EQUITY AND LIABILITIES | ||||
| Shareholders' equity | 27 | |||
| Capital and reserves attributable to the Parent Company's shareholders | ||||
| Share capital | 365 | 365 | 365 | |
| Other capital contributed | 4,441 | 4,441 | 4,441 | |
| Other reserves | 248 | 206 | 419 | |
| Retained earnings including net income for the year | –1,657 | –1,888 | –2,095 | |
| Total shareholders' equity | 3,397 | 3,123 | 3,129 | |
| Long-term liabilities | ||||
| Loans payable | 28 | 2,671 | 629 | 1,480 |
| Deferred tax liability Provisions for claims reserves |
14 29 |
349 185 |
235 203 |
223 205 |
| Provisions for pensions and similar commitments | 30 | 327 | 316 | 264 |
| Other provisions | 31 | 108 | 125 | 127 |
| Total long-term liabilities | 3,640 | 1,507 | 2,299 | |
| Current liabilities | ||||
| Loans payable | 28 | 25 | 1,110 | 855 |
| Accounts payable | 429 | 340 | 307 | |
| Provisions for claims reserves | 29 | 164 | 93 | 123 |
| Current tax liabilities | 14 | 169 | 166 | 171 |
| Accrued expenses and prepaid income | 32 | 929 | 937 | 914 |
| Other provisions | 31 | 30 | 35 | 50 |
| Other current liabilities | 33 | 285 | 271 | 306 |
| Total current liabilities | 2,032 | 2,951 | 2,725 | |
| TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES | 9,069 | 7,582 | 8,153 | |
| Memorandum items | ||||
| Pledged assets | none | none | none | |
| Contingent liabilities | 34 | 1,149 | 855 | 992 |
Consolidated statement of changes in equity
| Attributable to the owners of the parent | ||||||
|---|---|---|---|---|---|---|
| MSEK | Share capital1) | Other contributed capital |
Other reserves2) |
Retained earnings incl. net income for the year |
Total | |
| Opening balance per January 1, 2009 | 365 | 4,419 | 569 | –2,377 | 2,976 | |
| Comprehensive income | ||||||
| Net income for the year | – | – | – | 500 | 500 | |
| Other comprehensive income | ||||||
| Actuarial gains and losses, net of tax | – | – | – | –49 | –49 | |
| Cash flow hedges | – | – | – | –6 | –6 | |
| Exchange rate differences | – | – | –150 | – | –150 | |
| Total other comprehensive income | – | – | –150 | –55 | –205 | |
| Total comprehensive income | – | – | –150 | 446 | 295 | |
| Transactions with shareholders | ||||||
| Payment of issued warrants | – | 22 | – | – | 22 | |
| Dividend attributable to 2008 | – | – | – | –164 | –164 | |
| Total transactions with shareholders | – | 22 | – | –164 | –143 | |
| Opening balance January 1, 2010 | 365 | 4,441 | 419 | –2,095 | 3,129 | |
| Comprehensive income | ||||||
| Net income for the year | – | – | – | 496 | 496 | |
| Other comprehensive income | ||||||
| Actuarial gains and losses, net of tax | – | – | – | –94 | –94 | |
| Cash flow hedges | – | – | – | –1 | –1 | |
| Exchange rate differences | – | – | –224 | – | –224 | |
| Total other comprehensive income | – | – | –224 | –95 | –320 | |
| Total comprehensive income | – | – | –224 | 401 | 177 | |
| Transactions with shareholders | ||||||
| Dividend attributable to 2009 Share-based remuneration |
– – |
– – |
– 11 |
–193 – |
–193 11 |
|
| Total transactions with shareholders | – | – | 11 | –193 | –182 | |
| Opening balance per January 1, 2011 | 365 | 4,441 | 206 | –1,888 | 3,123 | |
| Comprehensive income | ||||||
| Net profit/loss for the year | – | – | – | 513 | 513 | |
| Other comprehensive income | ||||||
| Actuarial gains and losses, net of tax | – | – | – | –30 | –30 | |
| Cash flow hedges | – | – | – | 4 | 4 | |
| Exchange rate differences3) | – | – | 43 | – | 43 | |
| Total other comprehensive income | – | – | 43 | –26 | 17 | |
| Total comprehensive income | – | – | 43 | 487 | 530 | |
| Transactions with shareholders | ||||||
| Dividend attributable to 2010 | – | – | – | –256 | –256 | |
| Share-based remuneration4) | – | – | –1 | – | –1 | |
| Total transactions with shareholders | – | – | –1 | –256 | –257 | |
| Closing balance per December 31, 2011 | 365 | 4,441 | 248 | –1,657 | 3,397 |
1) Shares issued in the Parent Company consist of both Class A and Class B Shares. Each Class A share carries ten votes and each Class B share one vote.
2) Other reserves refer only to exchange rate differences and share-related remuneration.
3) Includes translation of hedging instruments related to net investments.
4) Refers to the portion of Loomis' share-related remuneration program, as described in Note 11, which is expensed in the income statement, amounting to MSEK 12, as well as the 124,109 shares repurchased as per December 31, 2011. Of the repurchased shares, 119,464 were repurchased at an average price of SEK 98.06 per share and the remaining 4,645 were repurchased at an average price of SEK 90.00 per share.
Consolidated statement of cash flows
| MSEK | Note | 2011 | 2010 | 2009 |
|---|---|---|---|---|
| Operations | ||||
| Income before taxes | 743 | 759 | 706 | |
| Items not affecting cash flow, items affecting comparability and | 35 | |||
| acquisition-related restructuring costs | 825 | 805 | 880 | |
| Financial items received | 16 | 3 | 3 | |
| Financial items paid | 18,19 15 |
–110 | –112 | |
| Income tax paid | –274 | –261 | –147 | |
| Change in accounts receivable | 28 | –39 | 85 | |
| Change in other operating capital employed | 115 | –82 | ||
| Cash flows from operations | 1,203 | 1,271 | 1,333 | |
| Investing activities | ||||
| Investments in fixed assets | –861 | –715 | –827 | |
| Sales of fixed assets | 22 | 7 | 23 | |
| Acquisition of operations 1) | –693 | –82 | –9 | |
| Cash flows from investing activities | –1,533 | –790 | –813 | |
| Financing activities | ||||
| Dividend paid | 27 | –256 | –193 | –164 |
| Repayments of leasing liabilities | 28 | –6 | –17 | –38 |
| Change in interest-bearing net debt excluding liquid funds | 741 | –375 | –545 | |
| Cash flows from financing activities | 480 | –586 | –747 | |
| Cash flow for the year | 150 | –104 | –226 | |
| Liquid funds at beginning of year | 259 | 387 | 624 | |
| Exchange rate differences on liquid funds | 3 | –23 | –10 | |
| Liquid funds at end of year | 413 | 259 | 387 |
1) As of January 1, 2011, Acquisition of operations includes the cash flow effect of acquisition-related costs.
Notes
NOTE 1 General information
Loomis AB (Parent Company Corporate Identity Number 556620-8095) and its subsidiary companies (referred to collectively as the Group) offer comprehensive solutions for cash handling in the US and large parts of Europe.
The Parent Company is a limited liability company with its registered offices in Sweden. The address of the head office is Gamla Brogatan 36–38, 111 20 Stockholm. The Parent Company is a holding company with the primary purpose of holding and administrating shares in a number of subsidiaries, whilst managing and administrating the Group as a whole.
These consolidated financial statements are subject to adoption by the Annual General Meeting on May 8, 2012.
NOTE 2 Summary of important accounting principles
The primary accounting principles applied in the preparation of this annual report are stated below. These principles have been applied consistently for all the years presented, unless stated otherwise. The same principles are, in general, applied in both the Parent Company and the Group. In certain cases, the Parent Company applies different principles than the Group. These are stated in Note 36.
Basis of preparation of reports
The Group applies International Financial Reporting Standards, IFRS (formerly IAS), as adopted by the European Union (EU), the Swedish Financial Reporting Board 1 Supplementary accounting rules for groups, and the Swedish Annual Accounts Act. The consolidated financial statements have been prepared in accordance with the cost method, with the exception of available-for-sale financial assets and financial assets or financial liabilities valued at fair value via the statement of income (including derivatives). For information on critical estimates and assessments, refer to Note 4.
New and revised standards adopted by the Group
None of the IFRS or IFRIC interpretations which are mandatory for the first time for the financial year beginning January 1, 2011, or later, have had a significant impact on the Group.
Standards, amendments and interpretations of existing standards which have not yet entered into force and which have not been early adopted by the Group
IAS 19 "Employee benefits" was amended in June 2011. The change means that the cost of service during previous years will be reported immediately. Interest expenses and expected return on plan assets will be replaced by a net interest calculated applying the discount rate, based on the net surplus or net deficit in the defined benefit plan. The Group intends to apply the amended standard for the financial year beginning January 1, 2013 and the effect is not deemed to have material effect. The standard has not yet been adopted by the EU.
IFRS 9 "Financial Instruments" was published in November 2009. This standard is the first step in the process of replacing IAS 39, "Financial Instruments: Recognition and Measurement". IFRS 9 introduces two new requirements for the recognition and measurement of financial assets and will probably affect the Group's reporting of financial assets. The standard applies to financial years beginning January 1, 2013 but is available for early adoption. However, the standard has not yet been adopted by the EU. The Group has yet to assess the full impact of IFRS 9 on the financial statements.
None of the other changes to standards or new interpretation notifications which have been adopted for application from the financial year 2012, or later, are deemed to have any material effect on the consolidated financial statements.
Scope of the consolidated financial statements (IFRS 3)
The consolidated financial statements include the Parent Company, Loomis AB, and all subsidiaries. Subsidiaries are companies in which the Group has the right to establish financial and operating strategies with the aim of securing financial benefits in a manner typically associated with a shareholding of more than 50 percent of the voting rights. Subsidiaries are included in the consolidated financial statements as of the date on which the Group gains controlling interest over the subsidiary. A subsidiary is excluded from the consolidated financial statements as of the date on which the Group no longer exerts a controlling interest over the subsidiary.
Acquisition method (IFRS 3)
The Group applies the acquisition method for acquisitions. All payments made in the acquisition of an operation are reported at fair value on acquisition date. Revaluation of any contingent consideration beyond that which was estimated on acquisition date is reported in the statement of income. Holdings without controlling interest in the acquired operations can, for each acquisition, either be valued at fair value, or at the proportional share of the acquired operations' net assets, held without a controlling interest. As of December 31, 2011, there are no noncontrolling interests in the Group. The surplus arising from the difference between the acquisition value and the fair value of the Group's share of identifiable acquired assets, liabilities and contingent liabilities is reported as goodwill.
Acquisition-related costs
From January 1, 2011, Loomis AB reports acquisition related costs attributable to transaction expenses, revaluation of contingent consideration, restructuring and/or integration of acquired operations in the Group as a separate item in the income statement. The item includes acquisition value attributable to ongoing, completed and incomplete acquisitions. Restructuring costs are expenses reported in accordance with the specific criteria for provisions for restructuring. Provisions for restructuring are made when a detailed formal plan of action is in place and a well-founded expectation has been created by the parties concerned. No provisions are made for future operating losses. Restructuring costs may be expenses for various activities necessary in the preparation for the integration of the acquired operations into the Group, for example, severance pay, provisions for leased premises which will not be utilized or leased at a loss, as well as other lease agreements which cannot be cancelled and will not be utilized. Integration costs normally consist of activities which cannot be reported as provisions. Such activities may include a change of brand name (new logo on buildings, vehicles, uniforms etc.) but may also be personnel costs related to, for example, training, recruitment, relocation and travel, certain customer-related costs and other costs related to the adaptation of the acquired operations to Loomis´ format. The following criteria must also be fulfilled for costs to be classified as integration costs: i) the costs must not have been applicable if the acquisition had not taken place, and ii) the cost is attributable to a project which the Company management have identified and monitored, either as a stage in the integration program implemented in conjunction with the acquisition, or as a direct result of an immediate review of the acquisition.
Translation of foreign subsidiaries (IAS 21)
The functional currency of each of the Group's subsidiaries, that is, the currency in which the company normally conducts incoming and outgoing payments, is normally determined by the primary economic environment in which the company operates. The functional currency of the Parent Company and the presentation currency of the Group, that is, the currency in which the financial statements are presented, is the Swedish Krona (SEK). The financial statements of each foreign subsidiary are translated according to the following: each month's statement of income is translated applying the exchange rate prevailing on the last day of that month. This implies that income for each month is not affected by foreign exchange fluctuations during subsequent periods.
Balance sheets are translated using the exchange rates prevailing on each balance sheet date. The translation difference arising as a result of statements of income being translated applying average rates, while the balance sheets are translated applying the exchange rates prevailing at each balance sheet date, is reported in other comprehensive income. In cases in which loans have been raised to reduce the Group's foreign exchange/translation exposure in foreign net assets, and where these satisfy the hedge accounting requirements, the exchange rate differences on such loans are reported in the translation reserve in shareholders' equity, together with the exchange rate differences arising from the translation of foreign net assets. When a foreign operation or part thereof is sold, such exchange rate differences that have been reported in shareholders´ equity are reported in the statement of income as part of the capital gains or loss on the sale.
Receivables and liabilities in foreign currency (IAS 21)
Foreign currency transactions are translated to the functional currency using the exchange rates prevailing at each transaction date. Foreign exchange gains and losses resulting from the settlement of such transactions, and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies, are reported in the statement of income. Exceptions refer to transactions in which gains or losses are reported in other comprehensive income as qualifying cash flow hedges or qualifying net investment hedges.
Translation differences on non-monetary financial assets and liabilities are reported as part of fair value gains/losses. Translation differences on non-monetary financial assets and liabilities, such as shares reported at fair value via the statement of income, are reported in the statement of income as part of fair value gains/losses. Translation differences on non-monetary financial assets, such as shares classified as available for sale, are included in the reserve for available-for-sale assets, which is included in the item Other reserves under shareholders' equity.
Intra-Group transactions (IAS 24 and IFRS 3)
Pricing of intra-Group transactions is based on normal business principles. Intra-Group receivables and liabilities, as well as transactions between companies in the Group, and any related gains/losses, are eliminated. Unrealized losses are also eliminated, but any losses are regarded as an indication of an impairment requirement for the transferred asset. All subsidiaries report to the Group in accordance with the Group's accounting principles.
Group companies are all companies owned or controlled by Loomis AB, according to the definition provided under the scope of the consolidated financial statements above.
Revenue recognition (IAS 18)
Revenue comprises the fair value of the amount received, or the amount expected to be received, for services sold in the Group's operations. Revenue is reported exclusive of valueadded tax and discounts and after elimination of intra-Group sales. The Group recognizes revenue when the amount of revenue can be measured in a reliable manner and when it is likely that future economic benefits will flow to the Group.
The Group's revenue is generated from Cash in Transit and Cash Management Services. Revenue is recognized in the period in which it is earned, on a straight-line basis over the contract period, and when the Group assesses that the criteria for revenue recognition have been met. Subscription income is allocated on a straight line basis over the period to which the subscription refers.
Other revenue earned is recognized according to the following:
- Interest income is reported in the statement of income in the period to which it is attributable, according to the effective interest method.
- Received dividends are reported in the statement of income when the right to receive the dividend has been established.
Items affecting comparability
Items affecting comparability include events and transactions, whose effects on earnings require attention when the result for the period is compared with previous periods, such as:
- Capital gains and losses arising from the disposal of material cash-generating units.
- Material impairment losses.
- Material items of a non-recurring nature.
Provisions, impairment losses, bad debt losses or other material non-recurring items, which are reported as items affecting comparability during a certain period, are consistently accounted for in future periods through any reversals of provisions, impairment losses, bad debt losses or other material non-recurring items also being reported under items affecting comparability. During the year, MSEK –44 has been reported as items affecting comparability, of which MSEK –53 derives from previous periods and refers to the incorrect valuation of assets and liabilities in the Austrian subsidiary and MSEK 9 derives from a reversal of a part of the provision of MSEK 59 made in 2007, attributable to overtime compensation in Spain. Items affecting comparability are reported per function in Note 10.
Segment reporting (IFRS 8)
Operating segments are reported in accordance with the internal reporting submitted to the executive management. The executive management is the function responsible for allocation of resources and for assessing the performance of the operating segment. Within the Loomis Group, the CEO has been identified as the most senior executive manager, who for reason of his thorough monitoring of the segments' financial performance, has the authority to undertake decisions concerning the allocation of resources, budget targets and financial planning.
The respective executive managements of the USA and European business segments are responsible for following up the segments' financial performance before amortization and items affecting comparability, according to the manner in which Loomis reports its consolidated statement of income. The Group has chosen this split of segments for its reporting in Europe and the USA on the basis of similarities between European countries, with regards to important areas within, for example, operating margins, currencies and monetary policy, and laws and regulations involving cash handling, as well as customers and products. Operations in the USA are affected,
to a significant degree, by various currency risks and monetary policies, as well as by laws and regulations impacting Loomis' operations, even if the actual customers and products can be considered to be similar.
'Other' consists of the head office and the Parent Company, the risk management function and other functions managed at Group level and which are related to the Group as a whole.
Government grants and assistance (IAS 20)
Similar to other employers, Loomis is eligible for a variety of government grants relating to employees. These grants refer to training, incentives for the hiring of new personnel, reduction of working hours, etc. All grants are reported in the statement of income as a cost reduction in the same period in which the related underlying cost is reported.
Income taxes (IAS 12)
Deferred income tax is to be reported in its entirety, applying the balance sheet method on all temporary differences arising between the fiscal value of assets and liabilities and their reported amounts in the consolidated financial statements. However, deferred income tax is not reported, if it arises in conjunction with a transaction constituting the first reporting of an asset or liability which is not a business combination and which, at the time of the transaction, affects neither the reported nor the tax-related income. Deferred income tax is determined applying the tax rates and tax legislation that have been established or announced on balance sheet date, and which are expected to apply when the deferred income tax asset in question is realized or the deferred income tax liability is settled.
Deferred income tax assets are reported to the extent that it is probable that future taxable profit, against which the deferred tax asset can be offset, will arise. Deferred tax assets are valued on balance sheet date, and any potential previously non-valued deferred tax assets are reported when they are expected to be able to be utilized, and correspondingly, reduced when it is expected that these amounts, in their entirety or partly, will not be able to be utilized against future taxable income.
Deferred income tax is calculated on temporary differences arising on participations in subsidiaries and associated companies, except when the timing of the reversal of the temporary difference is controlled by the Group and it is likely that the temporary difference will not be reversed in the foreseeable future.
Current income tax expenses are calculated on the basis of the tax legislation that has been established, or substantively established, at balance sheet date in the countries in which the Parent Company´s subsidiaries operate and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulations are subject to interpretation, and establishes provisions, where appropriate, on the basis of amounts expected to be paid to the tax authorities.
Taxes are reported in the statement of income, except when the tax refers to items reported in other comprehensive income or directly as equity. In such cases, taxes are also reported in other comprehensive income, respective shareholders' equity.
Current and deferred taxes are reported directly against comprehensive income if the relevant underlying transaction or event is reported directly against comprehensive income in the period or in a previous period, if it pertains to an adjustment of an opening balance of retained earnings as the result of a change in accounting principle, or if it relates to exchange rate differences in the translation of the balance sheets of foreign subsidiaries that are reported directly against other comprehensive income.
Provisions are established for estimated taxes on dividends from subsidiaries to the Parent Company in the following year.
Statement of cash flows (IAS 7)
The statement of cash flows has been prepared in accordance with the indirect method. Liquid funds include cash and bank deposits, as well as current investments, with a maximum duration of 90 days.
Goodwill and Other Acquisition-related intangible assets (IFRS 3, IAS 36 and IAS 38)
Goodwill represents the positive difference between the consideration transferred and the fair value of the Group's share of identifiable net assets of the acquired subsidiary/operation at the date of acquisition. As goodwill has an indefinite useful life, it is tested annually for impairment and is reported at consideration transferred less accumulated impairment losses. Gains and losses on the disposal of companies include the book value of goodwill relating to the sold company. Impairment losses on goodwill are not reversed.
Other acquisition-related intangible assets arising from acquisitions can include various types of intangible assets, such as market-related, customer-related, contract-related and technology-based intangible assets. Other acquisition-related intangible assets have a definite useful life. These assets are reported at acquisition value, less accumulated amortization and any accumulated impairment losses.
Amortization takes place on a straight-line basis over the estimated useful life of the asset. Loomis' acquisition-related intangible assets primarily refer to customer contract portfolios and the related customer relationships. The valuation of the customer contract portfolios is based on the so-called "Multiple Excess Earnings Method" (MEEM) which is a valuation model based on discounted cash flows. The valuation is based on the turnover rates and returns on the acquired portfolio at the time of the acquisition. In the model, a specific cost or required return in the form of a so-called "contributory asset charge" is applied for the assets utilized in order for the intangible asset to generate returns. Cash flows are discounted using the Weighted Average Cost of Capital (WACC), adjusted for local interest rate levels in the countries in which acquisition takes place. The useful life of customer contract portfolios and the related customer relationships are based on the turnover rate of the acquired portfolio and are between 3 and 10 years corresponding to an annual amortization of between 10 percent and 33.3 percent.
The Group has reviewed the useful life of its intangible assets in accordance with the provisions of IAS 38. This review did not give rise to any adjustments.
A deferred tax liability is calculated at the local tax rate on the difference between the book value and fiscal value of intangible assets with definite useful lives (accordingly, goodwill does not give rise to any deferred tax liability). The deferred tax liability is dissolved over the same period as the intangible asset is amortized, which entails that it neutralizes the impact of the amortization of the intangible asset on the full tax rate percentage on income after tax. This deferred tax liability is initially reported through a corresponding increase in goodwill.
Goodwill and other acquisition-related intangible assets are allocated to cash-generating units (CGU). A cash-generating unit is the smallest unit for which there are identifiable cash flows. The allocation is made to those cash generating units or groups of cash generating units, determined according to the operating segments of the Group, that are expected to profit from the acquisition generating the goodwill. This allocation is the basis for the yearly impairment testing.
The amortization of acquisition-related intangible assets is reported in the entry Amortization of acquisition-related intangible assets in the statement of income.
Note 2 cont.
Other intangible assets (IAS 36 and IAS 38)
Other intangible assets, that is, intangible assets other than goodwill and acquisition-related assets, are reported if it is probable that the expected future economic benefits attributable to the asset will incur to the Group and that the cost of the asset can be reliably measured.
Other intangible assets have a definite useful life. These assets are reported at acquisition value and are, subsequently, reported at acquisition value less accumulated amortization and any accumulated impairment losses.
Straight-line amortization over the estimated useful life is applied for all classes of assets, as follows:
| Software licenses | 12.5–33.3 percent |
|---|---|
| Other intangible assets | 20–33.3 percent |
Tenancy rights and similar rights are amortized over the same period as the underlying contract. The useful lives of assets are reviewed annually and adjusted, if appropriate.
Tangible fixed assets (IAS 16 and IAS 36)
Tangible fixed assets are reported at acquisition cost, less accumulated depreciation and any accumulated impairment losses. Acquisition cost includes expenses directly attributable to the acquisition of the asset. Additional expenses are added to the reported value of the asset or are reported as a separate asset, as appropriate, only if it is likely that the Group will benefit from the future financial benefits associated with the asset, and if the acquisition value of the asset can be reliably calculated. The reported value of the replaced part of the asset is eliminated from the balance sheet. All other types of repairs and maintenance are reported as costs in the statement of income in the period in which they arise. Depreciation is based on historical acquisition value and the expected useful life of the asset. The residual values and useful life of the assets are reviewed on each balance sheet date and adjusted as appropriate. An asset's reported value is written-down immediately to its recoverable amount if the asset's book value is greater than its estimated recoverable amount.
The straight-line method of depreciation, over the estimated useful life, is applied to all classes of assets, as follows:
Machinery and equipment 10–25 percent Buildings and land improvements 1.5–4 percent Land is not depreciated.
Gains and losses on disposals are determined by comparing proceeds from the sales with the asset's reported value, and are reported as production expenses or selling and administrative expenses, depending on the type of asset being sold.
Impairment (IAS 36)
Assets having an indefinite useful life are not subject to depreciation/amortization and are tested annually for impairment. Assets subject to depreciation/amortization are reviewed for impairment, as a minimum, on each balance sheet date or whenever events or new circumstances indicate that the recoverable amount does not amount to at least book value. An impairment loss is reported in the amount by which the asset's book value exceeds its recoverable amount. The recoverable amount is the higher of an asset's net realizable value and its value in use.
Value in use is measured as the present value of expected future cash flows. The calculation of value in use is based on assumptions and assessments. The primary assumptions concern organic growth, development of the operating margin, utilization of operating capital employed and the relevant WACC rate used to discount future cash flows. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash generating units).
Previously reported impairment losses, with the exception of impairment losses related to goodwill, are reversed only if a change has occurred regarding the assumptions forming the basis of the determination of recoverable value when the impairment loss was reported. In such cases, a reversal of the impairment loss is carried out in order to increase the book value of the impaired asset to its recoverable amount. The possible reversal of earlier impairment losses is reviewed in the case of assets other than goodwill. This review is performed at each balance sheet date. A reversal of a previous impairment loss is reported only to the extent that the new book value does not exceed what would have comprised the previous book value (after depreciation and amortization) if the impairment loss had not been reported. Impairment losses related to goodwill are not reversed.
Lease agreements (IAS 17)
Where lease agreements entail that the Group as lessee receives, in all material aspects, the economic benefits and bears the economic risks attributable to the leasing object, the lease agreement is classified as financial leasing. This implies that the object is reported in the consolidated balance sheet as a fixed asset. The net present value of the corresponding commitment to pay leasing charges in the future is reported as a liability. The financially leased asset and the associated liability are reported at the lower of fair value and the present value of the minimum leasing payments. In the consolidated statement of income, leasing payments are divided into depreciation and interest on a straight-line basis over the useful life.
Operational lease agreements in which the Group is the lessee are reported in the statement of income as operating expenses on a straight-line basis over the period of the lease. In cases in which the Group is the lessor, revenue is reported as sales in the period to which the lease relates. Depreciation is reported within operating income.
Accounts receivable (IAS 39)
Accounts receivable are initially reported at fair value and, thereafter, at accrued acquisition value, using the effective interest method, less provisions for bad debt. A bad debt for impairment is established when there is objective evidence that the Group will not receive the amounts due according to the original terms of the receivables. The amount of the provision is equivalent to the difference between the asset's reported value and the present value of estimated future cash flows, discounted by the original effective interest rate. Expected and determined bad debt losses are included in the line Production expenses in the statement of income. Payments received in advance are accounted for as Other current liabilities.
Financial Instruments: Recognition and measurement (IAS 39)
A financial instrument is a contract creating a financial asset in one entity and a financial liability or equity instrument in another entity. The definition of financial instruments, thus, includes equity instruments in another entity, but also, for example, contractual rights to receive cash, such as accounts receivable.
The Group classifies its financial instruments into the following categories:
- 1) Loan receivables and other receivables.
- 2) Financial assets or financial liabilities valued at fair value
through the statement of income (including derivatives not designated as hedges).
- 3) Other financial liabilities.
- 4) Available-for-sale financial assets and liabilities (including derivatives designated as hedges).
The classification is determined on the basis of the purpose for which the financial assets were acquired. Management determines the classification of its financial assets upon initial recognition and reevaluates this classification at each reporting date.
1) Accounting for items designated as "Loans receivable and other receivables"
Operating receivables, including Accounts receivable, are classified as "Loans receivable and other receivables" and are valued at accrued acquisition value. In the balance sheet, they are shown as accounts receivable or liquid funds with the exception of items due more than 12 months after balance sheet date, which are shown as financial fixed assets.
2a) Accounting for items designated as "Financial assets at fair value through statement of income"
When assets in this category are held, changes in fair value are reported in the statement of income as they arise. The revaluation of derivatives held for the purpose of minimizing operating transaction risks is accounted for in operating profit or loss and derivatives held for the purpose of minimizing transaction risks in financial income and expenses are accounted for in the financial net. A financial asset is classified in this category if it is held for trading, i.e. has been acquired with the main intention to be disposed of in the short term or if management has determined that it is to be classified in this category. The assets held by Loomis in this category are financial current assets in the balance sheet.
2b) Accounting for items designated as "Financial liabilities at fair value through statement of income"
Any liabilities classified in this category are accounted for as "financial assets at fair value through the statement of income". As liabilities in this category are not considered material they are accounted for as current loans payable in the balance sheet.
3) Accounting for items designated as "Other financial liabilities"
This category includes loans payable and accounts payable. Liabilities in this category are initially valued at fair value and, thereafter, at accrued acquisition value, applying the effective interest rate method.
Loans payable are initially reported at the net amount received, less transaction expenses. If the fair value differs from that which is to be repaid on maturity date, loans payable are subsequently reported at accrued acquisition value, which implies that the difference is allocated to periods as an interest expense using the effective interest rate method. Loomis applies IAS 23, Borrowing costs. According to this standard, borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset form part of the cost of that asset. Loomis has currently no loans relating to such investments which is the reason borrowing costs are reported in the statement of income. Loans payable, investments and liquid funds are reported according to the transaction date principle. Borrowing is classified under current liabilities, unless the Group has an unconditional right to defer payment of the debt for at least 12 months after the balance sheet date.
4a) Accounting for items designated as "Available-for-sale assets"
Any assets in this category are accounted for at fair value, but the revaluation is reported directly against other comprehensive income when there is a quoted price in an active market or fair value can be determined in a reliable manner. If the fair value cannot be determined in a reliable manner, the asset will be valued at acquisition value. However, when there is objective evidence of impairment, the asset will be written down. When assets are disposed of, the transaction is accounted for in the statement of income, including revaluations previously made against other comprehensive income. This classification includes derivatives which have been designated as cash flow hedges, as well as currency swaps utilized to hedge net investments, which meet the requirements for hedge accounting. As assets in this category are not considered material, they are accounted for as current financial assets in the balance sheet.
4b) Accounting for items designated as "Available-for-sale liabilities"
Any liabilities in this category are accounted for in the same way as "available-for-sale assets". As the liabilities in this category are not considered material, they are accounted for as current loans payable in the balance sheet.
Derivatives and hedging transactions
Derivatives are recognized in the balance sheet on transaction date and are accounted for at fair value both initially, and at subsequent revaluations. The method by which the profit or loss resulting from a revaluation is accounted for depends on whether the derivative has been designated as a hedging instrument, and, if so, the character of the item being hedged. Loomis holds derivatives meeting the criteria for hedge accounting for cash flow hedges.
Employee benefits (IAS 19)
The Group operates, or otherwise participates in, a number of defined benefit and defined contribution pension plans. A defined contribution plan is a pension plan under which the Company pays fixed contributions to a separate legal entity and to which it has no legal or informal obligations to pay further contributions. Defined benefit plans are pension plans providing benefits after termination of service other than those benefits provided by defined contribution plans. Calculations for the defined benefit plans are carried out by independent actuaries on an annual basis. Costs for defined benefit plans are estimated using the Projected Unit Credit method resulting in a cost distributed over the individual's period of employment. Obligations are valued at the present value of expected future cash flows applying a discount rate corresponding to the interest rate on first-class corporate bonds or government bonds with a duration that is approximately the same as that of the obligations. Plan assets are reported at fair value.
Loomis has adopted the amendment to IAS 19 regarding the principle for recognizing gains and losses resulting from changes in actuarial assumptions, experience of the plan's historical development and investment performance differing from that which has been previously estimated. These actuarial gains and losses are reported for all defined benefit plans relating to post-employment benefits in the period in which they occur. Accounting takes place via other comprehensive income on the line Actuarial gains and losses.
If accounting for a defined benefit plan results in an asset, this is reported as a net asset in the consolidated balance sheet under Other long-term receivables. If the net result is a liability, it is reported as a provision under Provisions for pensions and
similar commitments. Costs related to defined benefit plans, including the interest element, are reported in operating income. Provisions for pensions and similar commitments are not included in calculated net debt.
Expenses relating to earlier periods of service are reported directly in the statement of income unless the changes in the pension plan are conditional upon the employees remaining in employment for a specified period (earnings period). In such cases, the expenses relating to earlier periods of service are distributed on a straight-line basis over the earnings period.
Severance pay is paid when the Group terminates an employee's employment before pensionable age or when an employee accepts voluntary redundancy in return for such benefits. Severance pay is reported as an expense when the Group is demonstrably obliged to terminate employment as a result of a detailed formal plan or to pay compensation in cases of voluntary redundancy.
Share-based Remuneration (IFRS2) Incentive scheme
The Group has introduced an incentive scheme in which those taking part receive a bonus, of which two thirds of the total amount is paid out in cash during the year after the bonus was earned, and the remaining third being used to purchase shares at market price, which are, subsequently, allotted to employees one year after such purchase, on the condition that the employee in question remains employed by the Group. The cost for Loomis is reported in the year during which the bonus is earned via the income statement. However, the share-related reserve is classified as a portion of equity and not as a liability. At the conclusion of the program, any deviations from the original estimates, for example, as a result of an employee leaving the company without receiving their allotted shares, are reported in the income statement and corresponding adjustments are made in shareholders' equity. See Note 11 for further information.
Repurchase of own shares
Share-based remuneration plans in which the remuneration is comprised of shares, as is the case of the incentive scheme explained above, are reported as follows: Repurchase of own shares reduces (net after any directly attributable transaction costs and tax effects) retained earnings. If these shares are sold at a later date, the amount received (net after any directly attributable transaction costs and tax effects) is reported in retained earnings. See Note 11 for further information.
Subscription warrant program
The Group has a subscription warrant program, under which senior executives and key employees have been offered the opportunity to subscribe for warrants on market-based terms. Payment for these warrants is reported in shareholders' equity against other contributed capital. If, at any period end, subscription warrants are held by any Group companies, these are revalued at the lower of acquisition value and market value. Revaluation effects are reported against other contributed capital. If these warrants are exercised, new shares are issued. Payments received, after deduction for any directly attributable transaction costs, are credited to share capital (quotient value) and other contributed capital. See Note 11 for further information.
Provisions (IAS 37)
Provisions are reported when the Group has a present legal or constructive obligation as a result of past events, it is likely that an outflow of resources will be required to settle the obligation, and when a reliable estimation of this amount can be made.
Provisions regarding restructuring are made when a detailed, formal plan of measures exists and valid expectations have been raised among those who will be affected. No provisions are made for future operating losses.
Claims reserves are calculated on the basis of a combination of claims reported, and IBNR (incurred but not reported) reserves. Actuarial calculations are performed on a quarterly basis to assess the adequacy of the reserves based on open claims, estimates based on experience and historical data regarding IBNR.
Accountable funds, consignment stocks and other stocks of money
Within its cash management business, Loomis handles consignment stocks of money. Consignment stocks of money are reported by the respective counterparty, not by Loomis. Other stocks of money are financed by borrowing in the form of overdraft facilities. These overdraft facilities are reported net against stocks of money.
Other
Amounts in tables and combined amounts have been rounded off on an individual basis. Minor differences due to this rounding-off may, therefore, appear in the totals.
NOTE 3 Definitions, calculation of key ratios and exchange rates
Definitions, Statement of Income
Production Expenses
Salaries and related costs for direct personnel, the cost of equipment used in the performance of services, and all other costs directly related to the performance of invoiced services.
Selling and administrative expenses
All expenses related to sales, administration and management, including branch office expenses. The branches provide the production function with administrative support and serve as a sales channel.
Operating income before amortization (EBITA)
Earnings before interest, taxes, amortization of acquisitionrelated intangible assets, acquisition-related costs and items affecting comparability.
Operating income after amortization (EBIT) Earnings before interest and taxes.
Definitions of key ratios
Real growth, % Increase in revenue for the period adjusted for changes in exchange rates as a percentage of the previous year's total revenue.
Organic growth, %
Increase in revenue for the period adjusted for acquisitions/ divestitures and changes in exchange rates as a percentage of the previous year's total revenue adjusted for divestitures.
Total growth, %
Increase in revenue for the period as a percentage of revenue for the previous year.
Operating margin before amortization, %
Earnings before interest, taxes, amortization of acquisitionrelated intangible assets, acquisition related costs and items affecting comparability.
Earnings per share, before dilution
Net income for the period in relation to the number of shares outstanding at the end of the period. Calculation 2011: 513 / 73,011,780*) x 1,000,000 = 7.03 Calculation 2010: 496 / 73,011,780 x 1,000,000 = 6.80 Calculation 2009: 500 / 73,011,780 x 1,000,000 = 6.85 *) Includes 124,109 shares which, as a result of the Loomis Incentive Scheme 2010, are in own custody as per December 31, 2011.
Earnings per share, after dilution
Calculation 2011: 513 / 75,566,780 x 1,000,000 = 6.79 Calculation 2010: 496 / 75,556,681 x 1,000,000 = 6.57 Calculation 2009: 500 / 73,011,780 x 1,000,000 = 6.85
Earnings per share, fully diluted
Calculation 2011: 513 / 75,566,780 x 1,000,000 = 6.79 Calculation 2010: 496 / 75,566,780 x 1,000,000 = 6.57 Calculation 2009: 500 / 75,566,780 x 1,000,000 = 6.62
Exchange rates used in the consolidated financial statements
Cash flow from operating activities as a percentage of operating income before amortization (EBITA)
Cash flow for the period before financial items, income tax, items affecting comparability, acquisitions and divestitures of operations and financing activities, as a percentage of operating income before amortization (EBITA).
Return on capital employed, %
Operating income before amortization (EBITA) as a percentage of the closing balance of capital employed.
Return on shareholders' equity
Net income for the period as a percentage of the closing balance of shareholders' equity.
Net margin
Net income for the period after taxes as a percentage of total revenue.
Net debt
Interest-bearing liabilities less interest-bearing assets and liquid funds.
| Weighted average | Weighted average | Weighted average | |||||
|---|---|---|---|---|---|---|---|
| Currency | 2011 | Dec 2011 | 2010 | Dec 2010 | 2009 | Dec 2009 | |
| Norway | NOK | 1.16 | 1.15 | 1.18 | 1.15 | 1.22 | 1.24 |
| Denmark | DKK | 1.21 | 1.20 | 1.27 | 1.20 | 1.42 | 1.38 |
| UK | GBP | 10.36 | 10.67 | 11.09 | 10.41 | 11.89 | 11.55 |
| Switzerland | CHF | 7.33 | 7.33 | 6.94 | 7.17 | 7.02 | 6.91 |
| USA | USD | 6.46 | 6.89 | 7.20 | 6.70 | 7.61 | 7.12 |
| Czech Republic | CZK | 0.37 | 0.35 | 0.37 | 0.36 | n/a | n/a |
| Turkey | TRY | 3.77 | 3.66 | n/a | n/a | n/a | n/a |
| Other countries | EUR | 9.01 | 8.92 | 9.49 | 8.97 | 10.59 | 10.25 |
NOTE 4 Critical accounting estimates and assessments
The preparation of financial statements and the application of various accounting standards are often based on assessments made by management or on estimates and assumptions that are deemed reasonable under the prevailing circumstances. These estimates and assumptions are generally based on historical experience and other factors, including expectations of future events. With different estimates and assumptions, the result could vary and by definition, the estimates will seldom equal actual outcomes.
The estimates and assumptions that Loomis deems, at December 31, 2011, to have greatest impact on its results, assets and liabilities are discussed below.
Valuation of accounts receivable and provision for bad debt losses
Accounts receivable total MSEK 1,308 (1,243 and 1,336), and, thereby, constitute one of the largest items on the balance sheet. Accounts receivable is reported at net value, after provision for bad debt losses. The provision for bad debt losses of MSEK –34 (–26 and –35) is subject to critical estimations and assessments. Additional information on credit risk in the accounts receivable can be found in Note 6 and Note 22.
Valuation of identifiable assets and liabilities in connection with the acquisition of subsidiaries/operations
The valuation of identifiable assets and liabilities in conjunction with the acquisition of subsidiaries or operations, as part of the purchase price allocation, requires that items in the acquired
company's balance sheet, as well as items that have not been reported in the acquired company's balance sheet, such as customer relations, should be valued at fair value. Under normal circumstances, as listed market prices are not available for the valuation of the assets and liabilities to be valued, different valuation methods must be applied. These valuation methods are based on a number of assumptions. Other items that may be difficult, both to identify and value, are contingent liabilities that may have arisen in the acquired company, such as disputes. The valuation of identifiable assets and liabilities also depends on the accounting environment in which the acquired company/operations were operational. This relates to, for example, the accounting norms according to which the financial reporting was previously prepared and, thereby, the scale of the adaptations which must be made to the Group's accounting principles, the regularity with which financial statements were prepared, as well as data of various types which may be necessary for the valuation of identifiable assets and liabilities. All balance sheet items are, in such cases, subject to certain estimates and assumptions. This also implies that a preliminary valuation may be required which is adjusted at a later date. All acquisition calculations are subject to final adjustment one year after the acquisition date, at the latest. In light of the factors stated above, Loomis has chosen, on the condition that the adjustment in question is not considered significant, neither to provide separately, for each individual acquisition, the reasons why the first reporting of the business combination is preliminary, nor to state the assets and liabilities for which the first reporting is preliminary. Additional purchase consideration that matures in the
future is reported as part of the purchase price and is recorded based on an assessment assuming that the appropriate terms and conditions agreed upon in connection with the acquisition will be complied with. Additional purchase consideration is reported at present value and the valuation is subject to assessment on each reporting occasion. For further information regarding acquisitions and additional purchase consideration, refer to Note 15. All balance sheet items are, thus, subject to estimates and assessments.
Impairment testing of goodwill and other acquisition-related intangible assets
In connection with the impairment testing of goodwill and other acquisition-related intangible assets, the book value is compared with the recoverable value. The recoverable value is determined by the greater of either an asset's net realizable value or its value in use. As under normal circumstances, no listed market prices are available to assess an asset's net realizable value, the book value is normally compared with the value in use. The calculation of the value in use is based on assumptions and assessments. The most important assumptions are organic growth, development of the operating margin, the utilization of operating capital employed and the relevant WACC rate used to discount future cash flows. All in all, this implies that the valuation of the balance sheet item Goodwill, which amounts to MSEK 3,281 (2,582 and 2,760), and of Acquisition related intangible assets, which amounts to MSEK 155 (87 and 65), is subject to critical estimates and assessments. A sensitivity analysis regarding organic growth, operating margin and WACC is provided in Note 15.
Reporting of income tax, VAT and other taxes
Reporting of income tax, VAT and other taxes is based on the applicable regulations in the countries in which the Group operates. Due to the overall complexity of all rules concerning taxation and reporting of taxes, the implementation and reporting is based on interpretations and assessments of possible outcomes.
Deferred tax is calculated on temporary differences arising between the reported amounts and the fiscal values of assets and liabilities. There are, primarily, two types of assumptions and assessments impacting reported deferred tax. These are assumptions and assessments to establish the reported value of various assets and liabilities, as well as those relating to future taxable profits, to the extent that future utilization of reported and nonreported deferred tax assets are dependent on such profits, in addition to existing deferred tax liabilities. At December 31, 2011, deferred tax assets amounted to MSEK 422 (317 and 316), based on the assumptions of possible future tax deductions. Significant assessments and assumptions are also undertaken in respect of the reporting of provisions and contingent liabilities referring to tax risk. Further information on taxes is provided in Note 14.
Actuarial assessments regarding employee benefits such as pensions
Employee benefits are normally an area in which estimates and assessments are not critical. However, for defined plans, particularly as regards pension benefits, and where the payment to the employee is several years into the future, actuarial assessments are required. These calculations are based on assumptions concerning economic variables, such as the discount rate, the expected return on plan assets, salary increases, inflation rates, pension increases, but also on demographic variables, such as expected life span. All in all, this implies that the balance sheet item Provisions for pensions and similar commitments, which amounts to MSEK 327 (316 and 264), and the item Other longterm receivables, amounting to MSEK 37 (28 and 28), are subject to critical estimates and assessments. Further information on pensions and a sensitivity analysis are provided in Note 30.
Actuarial assessments regarding claims reserves
The Group is exposed to various types of risks in the day-to-day operation of its business. These operational risks can result in the need to report provisions for damages resulting from property claims and personal injuries claims from the Cash handling operations, and workers' compensation claims relating to the Group's employees. Claims reserves are calculated based on a combination of reported claims and incurred but not reported claims. Actuarial calculations are performed on a quarterly basis to assess the adequacy of the reserves based on open claims and historical data for incurred but not reported claims. Actuarial calculations are based on several assumptions. All in all, this implies that the total claims reserves, which amount to MSEK 349 (296 and 328), are subject to critical estimates and assessments. Further information is provided in Note 29.
The impact on the Group's financial position of ongoing disputes and the valuation of contingent liabilities
Over the years, the Group has made a number of acquisitions in different countries. As a result of such acquisitions, certain contingent liabilities of the acquired businesses have been assumed. Companies within the Group are also involved in a number of other legal proceedings and tax audits arising from ordinary operating activities. Further information is provided in Note 31 and Note 34.
Items affecting comparability
Items affecting comparability include events and transactions, whose effects on earnings require consideration when the result for the period is compared with previous periods, such as.
- Capital gains and losses arising from disposal of material cash-generating units.
- Material impairment losses.
- Material items of a non-recurring nature.
Provisions, impairment losses, bad debt losses or other material non-recurring items, which are reported as items affecting comparability during a certain period, are consistently accounted for in future periods through reversals of provisions, impairment losses, bad debt losses or other material non-recurring items also being reported under items affecting comparability. In 2011, earnings were charged with two items affecting comparability totaling MSEK –44. Further information is provided in Note 10 Operating expenses.
NOTE 5 Events after the balance sheet date
The Board has decided to propose at the Annual General Meeting 2012 resolve on an incentive scheme (Incentive Program 2012). The proposed incentive scheme will, similarly to the Incentive Program 2011, entail that two thirds of the variable remuneration is paid out in cash during the year following the year in which the bonus was earned. For the remaining third Loomis AB repurchases Loomis Class B shares, which will be allotted to the participants in the beginning of 2014. The allotment of shares is conditional on that the employee is employed by the Loomis Group as at the last day of February 2014, except in cases where the employee has terminated their employment on the basis of retirement, death or long-term sickness, in which case the employee retains the right to receive bonus shares.
The principles of performance measurement and other general principles that are already in place in the current incentive program will continue to apply. Loomis AB will not issue any new shares or similar as a consequence of this incentive scheme. The repurchase of Loomis shares will be made at the NASDAQ OMX Stockholm. The introduction of the incentive scheme will make it possible for 300 executives within Loomis to become shareholders in the long-term, thereby strengthening employee participation in the success and development of Loomis, to the benefit of all shareholders. For the Board's comprehensive suggestions for the incentive program, see the notice of the Annual General Meeting.
The acquisition of the Spanish company, Efectivox, publicized in December, was conditioned by an approval being received from the Competition Authority. Approval was received in February 2012. Work on the acquisition analysis is in progress.
In March 2012, Loomis reached an agreement to acquire the shares in the Argentinean cash handling company Vigencia. Vigencia primarily operates in the region of Buenos Aires and has an annual revenue of approximately MSEK 60 and has approximately 190 employees. The acquisition is the first Loomis conducts outside of Europe and the US and is the beginning of an increased market presence in Latin America. The work towards determining the acquisition analysis is ongoing.
Financial risk management
Loomis is exposed to risk associated with financial instruments, such as liquid funds, accounts receivable, accounts payable and loans. The risks related to these instruments are, primarily, the following:
- Interest rate risks associated with liquid funds and loans
- Exchange rate risks associated with transactions and recalculation of shareholder's equity
- Financing risks relating to the Company's capital requirements
- Liquidity risks associated with short-term solvency
- Credit risks attributable to financial and commercial activities
- Capital risks attributable to the capital structure
- Price risks associated with changes in raw material prices (primarily fuel)
Loomis' financial risk management is coordinated centrally by Loomis AB Treasury. By concentrating the risk management, as well as internal and external financing, economies of scale can be used to obtain the best possible interest rate for both investments and borrowings, currency fluctuations, and management of fixed interest rate lending.
The aim of Loomis AB Treasury is to support the operating activities, optimizing the level of the financial risks, manage the net debt effectively and ensure compliance with the terms of loan agreements.
The Financial Policy, established by the Board of Directors, comprises a framework for the overall risk management. As a complement to the Financial Policy, the CEO of Loomis establishes instructions for Loomis AB Treasury which more specifically govern the manner in which the financial risks to which Loomis is exposed are to be managed and controlled. This instruction handles the principles and limits regarding foreign exchange risks, interest rate risks, credit risks, use of derivative instruments and investment of excess liquidity. Derivatives are not used for speculative purposes, but rather only to minimize the financial risks.
Financial risk factors Interest rate risk
Interest rate risk is the risk that Loomis' earnings will be affected by changes in market interest rates.
Subsidiaries of Loomis generally hedge their exposure to these risks by lending from Loomis AB Treasury on oneyear terms or shorter, when permitted. The interest rates on the external loans have 3 to 6 month maturities, but a certain portion of these has been hedged during the year for longer maturities. This is achieved by entering into interest rate swaps in which Loomis pays a fixed amount and receives variable interest. In early 2009, Loomis entered into interest rate swaps in the currencies EUR, GBP, USD and SEK, which are reported as cash flow hedges. During 2011, there was no inefficiency in these hedges and, thus, the results have been recognized in shareholders' equity. The directive for the time being is not to enter into any new interest rate hedges, but this decision may be reconsidered if the borrowing requirement increases. The average fixed interest term per December 31, 2011 was approximately 1 month. As of December 31, 2011, a permanent interest rate change of +1 percent would have an annual effect on net income after tax of MSEK –22 (–2 and –8). Loomis' borrowings amounted to MSEK 2,696 (1,739 and 2,335).
The average interest on the debt during the year amounted to 2.67 percent, excluding arrangement costs for the existing loan facility.
Exchange rate risk – Translation risk
Translation risk is the risk that the SEK value of shareholders' equity in foreign currency will fluctuate due to changes in foreign exchange rates.
As a large number of subsidiaries operate abroad, the Group's balance sheet and statement of income are affected by the translation of foreign currencies to SEK. This exposure gives rise to a translation risk and, consequently, unfavorable changes in exchange rates could have a negative impact on the Group's foreign net assets when translated into SEK. Loomis' capital employed as per December 31, 2011 amounted to MSEK 5,617 (4,555 and 5,028). If SEK were to increase/decrease by 5 percent in value in comparison with USD, with all other variables held constant, Loomis' shareholders' equity would be affected by MSEK 78 (75 and 77). The corresponding figures for GBP and EUR would be MSEK 17 (17 and 23) and MSEK 44 (40 and 47), respectively.
In 2011, no financial transactions were entered into in order to adjust the translation risk, but the follow-up of this risk is made
continuously so that measures can be taken if deemed necessary. Revenue in foreign currency is not hedged.
Exchange rate risk – Transaction risk
Transaction risk is the risk that changes in exchange rates affect the Group's earnings in a negative manner.
As the majority of Loomis' subsidiaries are active outside Sweden, there are certain risks related to financial transactions in different currencies. These risks are limited by generating both costs and revenue in the local currency on each respective market. This is also the case for loans taken in foreign currencies where the risk of adverse fluctuations in interest payments on the basis of currency fluctuations is limited by income being received in the same currencies. As the operations of Loomis are local in nature the transaction risk is not considered material.
Loomis has a policy of hedging transaction risks on larger payments, such as dividends and insurance premiums, etc. This is done via forward exchange agreements.
Financing risk
Financing risk is the risk that refinancing of outstanding loans becoming more difficult or more expensive.
By keeping an even profile as regards due dates on loans, financing risk can be minimized. The Group's goal is to maintain a maximum of 25 percent of the total Group amount of external loans and credit obligations due within 12 months at all times.
In February 2011, Loomis AB signed a new five-year loan facility, which replaces the previous facility raised in conjunction with the listing on the stock market in 2008. The new facility matures in 2016 and amounts to MUSD 150 and MSEK 1,000. Withdrawals can be made in USD, EUR, GBP and SEK.
In conjunction with the acquisition of Pendum's cash handling operations, Loomis AB signed an additional loan facility in May 2011, amounting to MUSD 100 which matures in 2014. The loan facility is subject to customary financial covenants, including one relating to restrictions on the Group's net debt in relation to earnings before interest, taxes, and amortization (EBITDA). For the full year 2011, Loomis has met the covenant terms by a good margin. In addition to these loan facilities, Loomis AB also has a bond loan that was signed with the Swedish Export Credit Corporation (SEK) during 2010. This bond loan amounts to MEUR 65 and had, at the time of signing, a term of 5 years. At year end, Loomis had loans in USD, GBP, EUR and SEK distributed as follows:
| December 31, 2011 | |
|---|---|
| Currency | Amount utilized (MLOC) |
| SEK | 200 |
| USD | 210 |
| GBP | 20 |
| EUR | 80 |
The total loan facility amounted to MSEK 3,303.
Liquidity risk
Liquidity risk is the risk that Loomis cannot meet its payment obligations.
The liquidity risk in Loomis is managed by maintaining sufficient liquidity reserves (cash and bank balances, short-term investments and the unutilized portion of confirmed loan facilities) corresponding to a minimum of 5 percent of the Group's annual revenues. Follow up and monitoring is undertaken by Loomis AB Treasury. Loomis held liquidity reserves well above the minimum limit of 5 percent during 2011, and these reserves are expected to remain satisfactory during 2012. In accordance with the
Finance Policy, investments of liquid funds consist primarily of deposits in banks with a short-term credit rating of at least A-1 according to Standard and Poor's or with an equivalent credit rating according to a similar rating institute. The funds managed by Loomis represent excess liquidity. The objective of the management is to ensure that Loomis has adequate liquid funds.
The table below shows Loomis' liquidity reserve (cash and bank balances, short-term investments and the unused portion of granted credit facilities).
| MSEK | Dec 31,2011 Dec 31,2010 Dec 31, 2009 | ||
|---|---|---|---|
| Liquid funds | 413 | 259 | 387 |
| Credit facilities | 939 | 1,042 | 939 |
| 1,351 | 1,301 | 1,326 |
The table below presents an analysis of the Group's financial liabilities and net-settled derivative instruments comprising financial liabilities specified according to the time remaining from balance sheet date to the contractual maturity date. The amounts stated in the table are the contractual discounted cash flows which are the same as nominal liabilities, as the bank loans have variable interest rates and credit margins are assessed to be the same as would be obtained with a re-financing on closing date.
| MSEK | Less than | Between | More than |
|---|---|---|---|
| December 31, 2011 | 1 year | 1 and 5 years | 5 years |
| External bank loans | 5 | 2,565 | – |
| Accounts payable | |||
| and other liabilities | 1,663 | 84 | – |
| (of which derivatives) | (15) | – | – |
| 1,668 | 2,648 | 0 | |
| December 31, 2010 | |||
| External bank loans | 1,095 | 584 | – |
| Accounts payable | |||
| and other liabilities | 1,563 | 45 | – |
| (of which derivatives) | (8) | – | – |
| 2,658 | 629 | – | |
| December 31, 2009 | |||
| External bank loans | 823 | 1,430 | – |
| Accounts payable | |||
| and other liabilities | 1,558 | 50 | 2 |
| (of which derivatives) | (13) | – | – |
| 2,381 | 1,480 | 2 |
Credit Risk
Credit risk is the risk of loss if a counterparty is unable to fulfill their commitments. Credit risk is divided into credit risk in accounts receivable and financial credit risk.
Credit risks in accounts receivable
The value of the outstanding accounts receivable was MSEK 1,342 (1,243 and 1,336). Any provisions for losses are made following individual assessment and totaled MSEK 34 (26 and 35) as of December 31, 2011. Accounts receivable do not include any significant concentrations of credit risks. The Group's Contract Policy includes rules designed to ensure that customer credit management includes credit assessment, credit limits, decision levels and management of doubtful receivables to ensure that sales are made to customers with an appropriate creditworthiness. Further information about doubtful accounts receivables can be found in Note 22.
Financial credit risk
The Group has policies in place limiting the amount of credit exposure allowed to exist with any one financial institution or other counterparty. To limit credit risks, transactions take place primarily with financial institutions with a high official credit rating and with whom Loomis has a long-term customer relationship. The largest weighted exposure for all financial instruments to a single bank on the balance sheet date was MSEK 259 (89).
The table below shows the credit values of financial assets on the balance sheet date according to Standard & Poor´s or according to a similar rating institute with equivalent credit ratings:
| MSEK | December 31, 2011 |
|---|---|
| A -1+ | 30 |
| A -1 | 390 |
| Other minor holdings | 56 |
| Total | 476 |
Capital risk
The goal of the Group's capital structure is to continue to generate a high return on investments for shareholders, benefits for other stakeholders and to maintain an optimal capital structure in order to keep the cost of capital at a minimum. The capital structure can be adjusted according to the needs arising, through changes in dividends to shareholders, the repurchase of shares, new share issues, or by selling off assets to decrease liabilities. Evaluations regarding capital are based on relevant key figures, such as the proportion of net debt and shareholders' equity.
The table below shows how the Group's capital employed is distributed per currency (nominated in MSEK) and its financing, as of December 31, 2011:
| MSEK | EUR | GBP | USD | Other currencies |
Total foreign currencies |
SEK | Total |
|---|---|---|---|---|---|---|---|
| Capital employed | 1,266 | 694 | 3,440 | 222 | 5,621 | –4 | 5,617 |
| Net debt | –394 | –346 | –1,885 | –143 | –2,768 | 548 | –2,220 |
| Net exposure | 872 | 347 | 1,555 | 79 | 2,853 | 544 | 3,397 |
The table below shows the manner in which the Group's capital employed is distributed per currency (nominated in MSEK) and its financing, as of December 31, 2010:
| Total | ||||||||
|---|---|---|---|---|---|---|---|---|
| MSEK | EUR | GBP | USD1) | Other currencies |
foreign currencies |
SEK | Total | |
| Capital employed | 1,321 | 612 | 2,559 | 146 | 4,638 | –83 | 4,555 | |
| Net debt | –512 | –268 | –1,067 | –104 | –1,951 | 520 | –1,431 | |
| Net exposure | 809 | 344 | 1,492 | 42 | 2,687 | 437 | 3,124 |
The table below shows the manner in which the Group's capital employed is distributed per currency (nominated in MSEK) and its financing, as of December 31, 2009:
| Total | |||||||
|---|---|---|---|---|---|---|---|
| MSEK | EUR | GBP | USD1) | Other currencies |
foreign currencies |
SEK | Total |
| Capital employed | 1,639 | 710 | 2,629 | 112 | 5,090 | –62 | 5,028 |
| Net debt | –693 | –241 | –1,094 | –103 | –2,131 | 232 | –1,899 |
| Net exposure | 946 | 469 | 1,535 | 9 | 2,959 | 170 | 3,129 |
1) Loomis applied rules which made it possible to treat long-term internal loans as investments in its subsidiaries, which affected the net debt in USD by 160 million (equivalent to MSEK 1,072 as of December 31, 2010 and MSEK 1,139 as of December 31, 2009.
Price risk
The Group is exposed to price risks related to the purchase of certain raw materials (mainly diesel). The Group limits these risks through customer contracts containing fuel surcharges or annual general price adjustments.
Fair value of assets and liabilities
There is no difference between the book values and estimated fair values of assets and liabilities in Loomis' balance sheet.
Financial instruments
Financial derivative instruments, such as forward exchange agreements and interest rate swaps, are aimed at minimizing the financial risks to which Loomis is exposed and are also used to facilitate the management of the liability portfolio. These types of instruments are never used for speculation purposes. For accounting purposes, financial instruments are classified based on the categories of valuation stipulated in IAS 39. The table below shows Loomis' financial assets and liabilities, categories of valuation and the fair value for each item. During 2012, Loomis will continue to utilize derivative instruments to limit exposure to the financial risks mentioned in this Note.
Financial Instruments; reported values by category of valuation:
| December 31, 2011 | |||
|---|---|---|---|
| IAS 39 | Book | Fair | |
| MSEK | Category | value | value |
| Financial assets | |||
| Interest-bearing financial | |||
| fixed assets | 1 | 63 | 63 |
| Accounts receivable | 1 | 1,308 | 1,308 |
| Interest-bearing financial | |||
| current assets | 2,4 | 1 | 1 |
| Liquid funds | 1 | 413 | 413 |
| Financial liabilities | |||
| Current loans payable | 2,3,4 | 25 | 25 |
| Long-term loans payable | 3 | 2,671 | 2,671 |
| Accounts payable | 3 | 429 | 429 |
| December 31, 2010 | |||
|---|---|---|---|
| MSEK | IAS 39 Category |
Book value |
Fair value |
| Financial assets | |||
| Interest-bearing financial fixed assets |
1 | 29 | 29 |
| Accounts receivable | 1 | 1,243 | 1,243 |
| Interest-bearing financial current assets Liquid funds |
2,4 1 |
19 259 |
19 259 |
| Financial liabilities | |||
| Current loans payable | 2,3,4 | 1,110 | 1,110 |
| Long-term loans payable | 3 | 629 | 629 |
| Accounts payable | 3 | 340 | 340 |
Categories
1: Loans receivable and other receivables, including accounts receivable
2: Financial assets valued at fair value via statement of income
3: Other financial liabilities
4: Available-for-sale assets and liabilities
Loomis' financial instruments are valued in accordance with the following levels:
- Unadjusted listed prices on active markets for identical assets or liabilities (level1).
- Observed data for the asset or liability other than the listed prices included in level 1, either directly in accordance with listed prices or indirectly derived from listed prices (level 2).
- Data for the asset or liability that are not based on observable market data (level 3).
| December 31, 2011 | |||||
|---|---|---|---|---|---|
| MSEK | Level 1 Level 2 Level 3 | Total | |||
| Financial assets | |||||
| Other financial assets at fair value via profit or loss |
|||||
| – Derivative instruments held for trading |
– | 0 | – | 0 | |
| Available-for-sale financial assets | |||||
| – Derivative instruments used for hedging |
– | 1 | – | 1 | |
| Total assets | – | 1 | – | 1 | |
| Financial liabilities | |||||
| Financial liabilities valued at fair value via profit or loss |
|||||
| – Derivative instruments held for trading |
– | 1 | – | 1 | |
| Available-for-sale financial liabilities | |||||
| – Derivative instruments used for hedging |
– | 14 | – | 14 | |
| Total liabilities | – | 15 | – | 15 | |
| December 31, 2010 | |||||
|---|---|---|---|---|---|
| MSEK | Level 1 Level 2 Level 3 | Total | |||
| Financial assets | |||||
| Other financial assets at fair value via profit or loss |
|||||
| – Derivative instruments held for trading |
– | 18 | – | 18 | |
| Available-for-sale financial assets | |||||
| – Derivative instruments used for hedging |
– | 1 | – | 1 | |
| Total assets | – | 19 | – | 19 | |
| Financial liabilities | |||||
| Financial liabilities valued at fair value via profit or loss |
|||||
| – Derivative instruments held for trading |
– | 0 | – | 0 | |
| Available-for-sale financial liabilities | |||||
| – Derivative instruments used for hedging |
– | 8 | – | 8 | |
| Total liabilities | – | 8 | – | 8 |
NOTE 7 Transactions with related parties
Related parties are considered to include members of the Parent Company's Board of Directors, Group management and family members of these individuals. Related parties are also companies in which a significant portion of the votes are directly or indirectly controlled by these individuals, or companies in which these individuals can exercise a significant influence.
Transactions with related parties refer to administrative contributions and other revenue from subsidiaries, dividends from subsidiaries, interest income and interest expenses to and from subsidiaries, as well as receivables and payables to and from subsidiaries.
For information on the Parent Company's transactions with related parties refer to Note 38. For information on personnel costs in the Group refer to Note 11.
NOTE 8 Segment Reporting
According to IFRS 8.32, Segment information is to be reported for the revenues for each service or each group of similar services. For the segment Europe, revenues from Cash in Transit account for 66% of total revenues and Cash Management Services account for 34%. For the segment USA, Cash in Transit accounts for 78% of total revenues and Cash Management Services for 22%. Loomis actually has a service offering that is packaged in different manners so that the offering to the specific customer is certain to be most advantageous for the customer. For this reason, no additional information has been provided, as such information is considered to be covered in the reporting of the different geographical regions.
The most senior executive decision maker within Loomis has been identified as the CEO. It is the CEO who is responsible for the allocation of resources and the final assessment of the operating segments' income. Results as well as the development of assets and liabilities are followed up on by the operating segments Europe and USA respectively. The outcome from this assessment is, then, reported to the CEO. 'Other' consists of the head office and the Parent Company, the risk management function and other functions managed at Group level and which are related to the Group as a whole. The results of these operations, as well as, the assets and liabilities, are included in the column 'Other'.
No sales take place between segments.
The internal monitoring of earnings and financial position is reported in accordance with the same accounting principles as applied in Loomis' external reporting.
The assessment of the earnings of the operating segments is based on operating income before amortization of acquisitionrelated intangible assets, acquisition related restructuring costs and items affecting comparability, according to the manner in which Loomis reports its consolidated statement of income. Interest income and interest expenses are not allocated amongst the segments, but are transferred to 'Other' as these items are affected by measures taken by the Group´s Treasury function. The same applies to taxes and tax-related items, as these are handled by a group-wide function.
The operating segments' assets and liabilities are allocated according to the segment's activities and the physical location of the assets and liabilities. Shares (classified as financial assets which can be sold or financial assets assessed at fair value via the statement of income) held by the Group are not considered to comprise segment assets, but are, rather, attributable to Treasury, and have, therefore, been included in 'Other' in the table below. The Group's interest-bearing liabilities are not considered to be segment liabilities, but are, rather, attributable to Treasury and have, therefore, been included in 'Other' in the table below.
Segment information for the financial years 2011, 2010 and 2009, which is delivered to the executive managers of Europe and the USA, concerning those segments for which information is to be provided, can be found in the table below. This table also includes disclosures concerning selected earnings measures, as well as regards assets and liabilities for the segments.
Revenue from external customers in Sweden amounts to MSEK 785 (782 and 759), in the USA to MSEK 4,039 (4,009 and 4,372), and total revenue from external customers in other countries amounts to MSEK 6,149 (6,242 and 6,858). The distribution of revenue is based on the customer's country of residence. No single customer represents more than 5 percent of the total revenue.
Total fixed assets, apart from financial instruments and deferred tax assets which are located in Sweden, amount to MSEK 180 (181 and 207), in the USA to MSEK 1,093 (870 and 864), and the total for the fixed assets located in other countries amounts to MSEK 1,614 (1,558 and 1,807).
Furthermore, there exist no other assets in conjunction with post-employment benefits or rights according to insurance agreements.
Note 8 cont.
| Europe | USA | Other | Eliminations | Total | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| MSEK | 2011 | 2010 | 2009 | 2011 | 2010 | 2009 | 2011 | 2010 | 2009 | 2011 | 2010 | 2009 | 2011 | 2010 | 2009 |
| Revenue, continuing operations |
6,844 | 7,001 | 7,570 | 3,597 | 3,989 | 4,364 | – | – | – | – | – | – 10,441 10,990 11,934 | |||
| Revenue, acquisitions | 90 | 23 | 47 | 442 | 19 | 8 | – | – | – | – | – | – | 532 | 43 | 55 |
| – | – | ||||||||||||||
| Total revenue Production expenses |
6,934 | 7,024 –5,360 –5,435 –5,992 –3,197 –3,075 –3,386 |
7,618 | 4,039 | 4,009 | 4,372 | 1 | – –6 |
– 4 |
– | – – |
– 10,973 11,033 11,989 – –8,556 –8,516 –9,374 |
|||
| Gross income Selling and administrative |
1,574 | 1,588 | 1,626 | 842 | 934 | 986 | 1 | –6 | 4 | – | – | – | 2,417 | 2,516 | 2,615 |
| expenses | –860 | –899 | –935 | –547 | –638 | –735 | –99 | –96 | –108 | – | – | – –1,506 –1,634 –1,778 | |||
| Operating income before amortization (EBITA) |
714 | 689 | 691 | 295 | 296 | 251 | –97 | –102 | –104 | – | – | – | 912 | 882 | 837 |
| Amortization of acquisition related intangible assets |
–11 | –10 | –8 | –10 | –7 | –9 | – | – | – | – | – | – | –21 | –17 | –17 |
| Acquisition-related costs | –6 | 0 | n/a | –33 | 0 | n/a | –2 | 0 | n/a | – | – | – | –42 | 0 | n/a |
| Items affecting comparability | –44 | – | – | – | – | – | – | – | – | – | – | – | –44 | – | – |
| Operating income after amortization |
653 | 680 | 683 | 251 | 289 | 242 | –99 | –102 | –104 | – | – | – | 805 | 866 | 821 |
| Net financial income/- expenses |
– | – | – | – | – | – | –62 | –107 | –115 | – | – | – | –62 | –107 | –115 |
| Income before taxes | 653 | 680 | 683 | 251 | 289 | 242 | –161 | –209 | –219 | – | – | – | 743 | 759 | 706 |
| Income tax | – | – | – | – | – | – | –230 | –262 | –206 | – | – | – | –230 | –262 | –206 |
| Net income for the year | 653 | 680 | 683 | 251 | 289 | 242 | –391 | –472 | –425 | – | – | – | 513 | 496 | 500 |
| Segment assets | |||||||||||||||
| Goodwill | 912 | 877 | 979 | 2,459 | 1,800 | 1,893 | –91 | –94 | –112 | – | – | – | 3,281 | 2,582 | 2,760 |
| Other intangible assets | 139 | 126 | 93 | 97 | 24 | 9 | 1 | 3 | 4 | – | – | – | 237 | 153 | 106 |
| Fixed assets | 1,783 | 1,728 | 1,999 | 1,093 | 870 | 864 | 12 | 12 | 15 | – | – | – | 2,887 | 2,610 | 2,878 |
| Accounts receivable | 940 | 951 | 1,061 | 375 | 298 | 287 | 2 | 0 | – | –9 | –5 | –13 | 1,308 | 1,243 | 1,336 |
| Other segment assets | 214 | 198 | 225 | 106 | 79 | 72 | 264 | 355 | 388 | –267 | –342 | –428 | 317 | 290 | 257 |
| Undistributed assets Deferred tax |
– | – | – | – | – | – | 422 | 317 | 316 | – | – | – | 422 | 317 | 316 |
| Current tax assets | – | – | – | – | – | – | 141 | 80 | 66 | – | – | – | 141 | 80 | 66 |
| Available-for-sale financial | |||||||||||||||
| assets | – | – | – | – | – | – | 63 | 29 | 46 | – | – | – | 63 | 29 | 46 |
| Other financial assets valued at fair value via statement of |
|||||||||||||||
| income | – | – | – | – | – | – | 413 | 278 | 389 | – | – | – | 413 | 278 | 389 |
| Total assets | 3,988 | 3,879 | 4,357 | 4,130 | 3,072 | 3,125 | 1,228 | 979 | 1,112 | –277 | –347 | –441 | 9,069 | 7,582 | 8,153 |
| Segment liabilities | |||||||||||||||
| Accounts payable Accrued expenses and |
277 | 227 | 209 | 154 | 108 | 106 | 7 | 10 | 5 | –9 | –5 | –13 | 429 | 340 | 307 |
| deferred income | 714 | 734 | 723 | 209 | 181 | 158 | 7 | 21 | 33 | – | – | – | 929 | 937 | 914 |
| Other current liabilities | 280 | 242 | 298 | 276 | 363 | 402 | 25 | 42 | 83 | –267 | –342 | –428 | 315 | 306 | 355 |
| Undistributed liabilities | |||||||||||||||
| Current loans payable | – | – | – | – | – | – | 25 | 1,110 | 855 | – | – | – | 25 | 1,110 | 855 |
| Long-term loans payable | – | – | – | – | – | – | 2,671 | 629 | 1,480 | – | – | – | 2,671 | 629, | 1,480 |
| Deferred tax liabilities | – | – | – | – | – | – | 349 | 235 | 223 | – | – | – | 349 | 235 | 223 |
| Current tax | – | – | – | – | – | – | 169 | 166 | 171 | – | – | – | 169 | 166 | 171 |
| Provisions for claims reserves | – | – | – | – | – | – | 349 | 296 | 328 | – | – | – | 349 | 296 | 328 |
| Provision for pensions | – | – | – | – | – | – | 327 | 316 | 264 | – | – | – | 327 | 316 | 264 |
| Other provisions and long-term liabilities |
– | – | – | – | – | – | 108 | 125 | 127 | – | – | – | 108 | 125 | 127 |
| Shareholders' equity | – | – | – | – | – | – | 3,397 | 3,123 | 3,129 | – | – | – | 3,397 | 3,123 | 3,129 |
| Total liabilities and shareholders' equity |
1,271 | 1,204 | 1,230 | 639 | 653 | 666 | 7,435 | 6,073 | 6,698 | –276 | –347 | –441 | 9,069 | 7,582 | 8,153 |
| Other information | |||||||||||||||
| Investments, net | 512 | 465 | 537 | 327 | 242 | 266 | 1 | 1 | 0 | – | – | – | 840 | 708 | 803 |
| Depreciation and Amortization | 456 | 494 | 564 | 221 | 207 | 201 | 2 | 3 | 4 | – | – | – | 679 | 704 | 769 |
NOTE 9 Allocation of revenue
Revenue
The Group's revenue is generated from a range of cash handling services. These include Cash in Transit and Cash Management Services. Revenue from Cash Management Services is reported in the period in which it is earned, as the service is executed on a straight-line basis over the contract period. See Note 8 for further details.
Financial income and expenses
Interest income and borrowing costs are reported in the statement of income in the period to which they refer. Financial income and expenses are specified in Note 13.
NOTE 10 Operating expenses
Distribution of operating expenses by type
| as % of | as % of | as % of | |||||
|---|---|---|---|---|---|---|---|
| MSEK | Note | 2011 | revenue | 2010 | revenue | 2009 | revenue |
| Personnel costs | 11 | 6,465 | 58.9 | 6,573 | 59.6 | 7,236 | 60.4 |
| Risk, claims and insurance expenses | 299 | 2.7 | 339 | 3.1 | 448 | 3.7 | |
| Vehicle expenses | 1,174 | 10.7 | 1,120 | 10.2 | 1,171 | 9.8 | |
| Costs of premises | 538 | 4.9 | 561 | 5.1 | 578 | 4.8 | |
| Costs of technical equipment | 283 | 2.6 | 281 | 2.5 | 300 | 2.5 | |
| Items affecting comparability | 44 | 0.4 | – | – | – | – | |
| Other expenses | 1,364 | 12.4 | 1,294 | 11.7 | 1,435 | 12.0 | |
| Total expenses by type | 10,168 | 92.7 | 10,167 | 92.2 | 11,169 | 93.2 |
Costs of employee benefits
| MSEK | Note | 2011 | 2010 | 2009 |
|---|---|---|---|---|
| Salaries and bonuses | 11 | 5,070 | 5,124 | 5,641 |
| Social security contributions | 11 | 1,286 | 1,342 | 1,492 |
| Pension costs – defined benefit plans | 11, 30 | 36 | 26 | 41 |
| Pension costs – defined contribution plans | 11, 30 | 73 | 81 | 61 |
| Total costs of employee benefits | 6,465 | 6,573 | 7,236 |
Audit fees and other fees
| MSEK | 2011 | 2010 | 2009 |
|---|---|---|---|
| PwC | |||
| – Audit assignments | 10 | 9 | 11 |
| – Auditing activities other than audit assignments | 1 | 1 | 2 |
| – Tax Advice | 5 | 3 | 4 |
| – Other assignments | 2 | 2 | 3 |
| Total PwC | 18 | 15 | 19 |
Audit assignments refers to fees for the statutory audit, that is, such work that has been necessary to undertake in order to issue the audit report, and the advisory services provided in conjunction with the audit assignment.
Operational leases and rental agreements
Lease expenses relating to operational lease agreements for buildings, vehicles and machinery and equipment during the year amounted to MSEK 235 (219 and 312). The nominal value of contractual future minimum leasing fees is distributed as follows:
| MSEK | 2011 | 2010 | 2009 |
|---|---|---|---|
| Maturity < 1 year | 235 | 215 | 278 |
| Maturity 1–5 years | 1,137 | 497 | 647 |
| Maturity > 5 years | 377 | 231 | 391 |
| Total | 1,749 | 942 | 1,315 |
Operational lease agreements refer primarily to buildings and office premises. The cost for these amounted to MSEK 206 (194 and 264), of the total cost of MSEK 235 during 2011.
Note 10 cont.
Financial leases and rental contracts
Paid leasing fees during the year regarding financial lease agreements for buildings, vehicles and machinery and equipment amounted to MSEK 22 (21 and 39). The statement of income has been charged with MSEK 4 (2 and 4) for interest expenses attributable to financial leases. The nominal value of contractual future minimum leasing fees is distributed as follows:
| MSEK | 2011 | 2010 | 2009 |
|---|---|---|---|
| Maturity < 1 year | 24 | 10 | 18 |
| Maturity 1–5 years | 65 | 41 | 48 |
| Maturity > 5 years | – | – | 2 |
| Total | 89 | 51 | 69 |
Financial leasing agreements refer primarily to buildings, vehicles (primarily vehicles used for cash transport), and technical equipment. Costs for these three categories amounted to MSEK 16, of total costs of MSEK 22. The corresponding costs for 2010 amounted to MSEK 17 and in 2009 to MSEK 35. For further information on financial leasing, see Notes 19 and 28. Exchange rate differences included in operating income are immaterial. Exchange rate differences in net financial income/ expenses are reported in Note 13.
Items affecting comparability
The table below shows the items affecting comparability, classified by function. Earnings for 2011 were charged with two items affecting comparability, totaling MSEK –44. One of the items affecting comparability, of MSEK –53, derives from prior periods and is related to the incorrect valuation of assets and
NOT 11 Personnel
Average number of full time equivalent employees distributed by gender
| Women | Men | Total | |||||||
|---|---|---|---|---|---|---|---|---|---|
| MSEK | 2011 | 2010 | 2009 | 2011 | 2010 | 2009 | 2011 | 2010 | 2009 |
| Europe | 3,745 | 3,843 | 3,946 | 7,944 | 7,791 | 7,432 | 11,689 | 11,634 | 11,378 |
| USA | 1,799 | 1,571 | 1,692 | 6,023 | 5,261 | 5,358 | 7,822 | 6,832 | 7,050 |
| Total | 5,544 | 5,414 | 5,638 | 13,967 | 13,052 | 12,790 | 19,511 | 18,466 | 18,428 |
In 2011, the total number of Board Members and Presidents was 44 (40 and 37), of which 5 (4 and 2) were women.
Personnel costs: Board of Directors and Presidents
| Salaries | Social security contributions |
(of which pensions) Salaries |
Social security contributions |
(of which pensions) Salaries |
Social security contributions |
(of which pensions) |
(of which bonuses) | |||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| MSEK | 2011 | 2010 | 2009 | 2011 | 2010 | 2009 | ||||||
| Europe | 41 | 8 | (3) | 32 | 10 | (3) | 30 | 8 | (3) | (9) | (6) | (8) |
| USA | 9 | 0 | (0) | 10 | 0 | (0) | 13 | 0 | (0) | (3) | (6) | (5) |
| Total | 50 | 8 | (3) | 42 | 10 | (3) | 43 | 8 | (3) | (12) | (12) | (13) |
Also see Note 41 regarding the Parent Company.
Personnel costs: Other employees
| Social security | (of which | Social security | (of which | Social security | (of which | ||||
|---|---|---|---|---|---|---|---|---|---|
| Salaries | contributions | pensions) | Salaries | contributions | pensions) | Salaries | contributions | pensions) | |
| MSEK | 2011 | 2010 | 2009 | ||||||
| Europe | 3,076 | 977 | (75) | 3,144 | 1,007 | (68) | 3,412 | 1,120 | (79) |
| USA | 1,944 | 410 | (31) | 1,938 | 433 | (36) | 2,186 | 467 | (20) |
| Total | 5,020 | 1,387 | (106) | 5,082 | 1,440 | (104) | 5,598 | 1,587 | (99) |
liabilities in the Austrian subsidiary. Classification by function of this item is not possible. The other item affecting comparability is included in Production expenses in 2011 and derives from a partial reversal of MSEK 9 of the original provision of MSEK 59 made during 2007 and resulting from overtime compensation in Spain. For 2009 and 2010, no items affecting comparability were reported.
| MSEK | 2011 |
|---|---|
| Revenue, continuing operations | 10,441 |
| Revenue, acquisitions | 532 |
| Total revenue | 10,973 |
| Production expenses | –8,547 |
| Gross income | 2,426 |
| Selling and administrative expenses | –1,506 |
| Operating income before amortization (EBITA) | 921 |
| Amortization of acquisition-related intangible assets | –21 |
| Acquisition-related costs | –42 |
| Items affecting comparability | –53 |
| Operating income (EBIT) | 805 |
| Financial income | 16 |
| Financial expenses | –78 |
| Income before taxes | 743 |
| Income tax | –230 |
| Net income for the year | 513 |
Total personnel costs: Board of Directors, Presidents, and other employees
| Salaries | Social security contributions |
(of which pensions) |
Salaries | Social security contributions |
(of which pensions) |
Salaries | Social security contributions |
(of which pensions) |
|
|---|---|---|---|---|---|---|---|---|---|
| MSEK | 2011 | 2010 | 2009 | ||||||
| Europe | 3,117 | 985 | (78) | 3,176 | 1,016 | (71) | 3,442 | 1,128 | (83) |
| USA | 1,953 | 410 | (31) | 1,948 | 433 | (36) | 2,200 | 467 | (20) |
| Total | 5,070 | 1,395 | (109) | 5,124 | 1,449 | (107) | 5,641 | 1,595 | (102) |
See Note 30 for further information on the Group's pensions and other long-term employee benefits.
Remuneration to President, Board of Directors, and Group management
The remuneration to the Chairman and Members of the Board of Directors are resolved upon by the Annual General Meeting. Decisions regarding guidelines for salaries and remuneration to the President and other senior executives shall be resolved upon by the Annual General Meeting following a proposal by the Board of Directors.
General principles for remuneration to the Board of Directors
The fees to Loomis' current Board of Directors were resolved upon at the Annual General Meeting on May 11, 2011. Board members have been appointed for the period up to the 2012 Annual General Meeting. The fees noted on page 64 refer to the remuneration reported for the financial year. For information on the remuneration and the distribution of remuneration among the Members of the Board of Directors, refer to the table on page 64. The President receives no Board remuneration.
General principles for remuneration to the President and the Group management
The remuneration paid to the President and other Group management comprises basic salary, variable remuneration, pension and insurance benefits, and company car.
The variable remuneration is based on outcomes in relation to the earnings targets established within the individual's area of responsibility, to be determined individually for each executive. For the President, variable remuneration within the framework for the Company's so-called AIP (Annual Incentive Plan) is maximized to 60 percent of fixed salary and for the other members of the Group management to a maximum of 72 percent of the fixed salary. Variable remuneration within the framework of the Company's so-called LTIP (Long-Term Incentive Plan) should be equal to a maximum of 40 percent of the fixed annual salary to the CEO and a maximum of 50 percent of the fixed annual salary paid to the other members of the Group management. For the Country President in the USA, there is a separate longterm agreement whereby variable remuneration is based on the country´s Operating income before amortization (EBITA) for the financial year 2012. The maximum variable remuneration would amount to 137 percent of the fixed salary.
Loomis is required to provide the President with 12 months' notice of termination of employment. If employment is terminated by Loomis for reasons other than gross breach of contract by the President, the President shall be entitled to severance pay corresponding to 12 months salary calculated from the end of the notice period. The President is required to provide Loomis with six months notice of termination of employment. The notice period for other members of the Group management varies between 3 and 12 months if employment is terminated by Loomis, and between 3 and 6 months, if employment is terminated by the executive concerned.
All executives are entitled to severance pay if their employment is terminated by the Company. The amount of severance pay varies from nine weeks' salary to (in one case), currently, 37 months, which might increase to a maximum of 42 months salary depending on the number of years in service, in accordance with local laws. As a general rule, severance pay is not payable if employment is terminated by the employee, except when the termination of employment is due to gross breach of contract by Loomis.
During the notice period, the President is bound by a competition clause. However, this shall not apply in the event that termination is due to gross breach of contract by Loomis. Four of the other members of Group management are covered by a competition clause for one or two years, respectively, after termination of employment. In the case of termination of employment by the employee, himself or herself, compensation shall be paid, not in the form of severance pay, but shall correspond to the difference between the fixed monthly salary on termination of employment and the lower level of monthly income which is subsequently earned by the individual. Compensation in the case of own resignation shall only be paid if the prohibition on competition is applicable and complied with.
The President is entitled to a choice of premium-based pension insurance solutions equivalent to 30 percent of fixed salary. Other than the payment of premiums as stated, Loomis has no commitments to the President for pensions or pay during absence due to illness.
Two of the Swedish members of the Group management are entitled to pension benefits in accordance with the ITP plan, which also includes alternative ITP for that portion of pensionable salary exceeding 7.5 base amounts. These executives are also entitled to a defined contribution pensions in which the premium shall amount to 15 percent of the pensionable fixed salary in excess of 20 base amounts. One other member of the Group management has a defined-benefit pension providing a pension equal to 1/40 of the pensionable final salary. For executives in the USA, pension benefits are paid according to the pension plans of the subsidiary in the USA.
The other members of the Group management have no entitlement to any pension solutions.
The change in the Group management as per January 1, 2012, has no material impact on the above information.
Incentive Scheme
On May 11, 2011, Loomis' Annual General Meeting 2011 resolved to introduce an incentive scheme (Incentive Scheme 2011), which corresponds to the scheme adopted by the Annual General Meeting in 2010. In accordance with the existing incentive scheme, the proposed incentive scheme entails that two thirds of the variable remuneration is paid out in cash during the year following the year in which the bonus was earned. For the remaining third, Loomis AB repurchases shares that will be allotted to the employees on June 30, 2013 at the latest. A condition for the allocation of shares is that the employee is employed by the Loomis Group on the last of February, 2013. Loomis will not issue new shares or similar as a consequence of this incentive scheme. The repurchase of Loomis shares will be made at the NASDAQ OMX Stockholm during spring 2012. This procedure involves no additional costs beyond the allotted bonus costs, other than changes in social security contributions. The introduction of the incentive scheme makes it possible for managers within Loomis to become shareholders
Note 11 cont.
in the long-term, thereby strengthening employee participation in the success and development of Loomis, to the benefit of all shareholders. Slightly more than 300 employees take part in the incentive scheme. During 2011, the cost for the share related portion, the portion for which shares will be acquired, of the incentive program amounted to MSEK 12. See Note 27.
Remuneration for 2011:
| Basic salary/ Remuneration to Board of |
Variable | Other | Pension | Other | ||
|---|---|---|---|---|---|---|
| SEK | Directors | Remuneration2) | benefits | costs | remuneration | Total |
| Alf Göransson, Chairman 3) | 541,667 | – | – | – | – | 541,667 |
| Ulrik Svensson, Board Member 3) | 333,333 | – | – | – | – | 333,333 |
| Marie Ehrling, Board Member 3) | 283,333 | – | – | – | – | 283,333 |
| Jan Svensson, Board Member 3) | 258,333 | – | – | – | – | 258,333 |
| Signhild Arnegård Hansen, Board Member 3) | 233,333 | – | – | – | – | 233,333 |
| Lars Blecko, President 3) | 5,592,556 | 752,832 | 89,256 | 1,685,144 | – | 8,119,788 |
| Jarl Dahlfors, Executive Vice President 3) 4) | 4,031,040 | 3,230,000 | 1,418,112 | 101,655 | – | 8,780,807 |
| Other senior executives, 4 in total 1) 3) | 8,032,827 | 3,052,648 | 573,420 | 1,922,234 | – | 13,581,129 |
| Total | 19,306,422 | 7,035,480 | 2,080,788 | 3,709,033 | – | 32,131,723 |
1) Refers to Kenneth Högman, Marcus Hagegård (for the period of June 1 to December 31), Georges López Periago and Ashley Bailey.
2) Refers to variable remuneration and long-term bonus programs. In 2012, a total of TSEK 1,924 is to be paid. The remaining amount will be paid in future years. 3) For holdings of shares and warrants in Loomis, refer to pages 34 and 35. For the Incentive Scheme 2010, Jarl Dahlfors will receive 7,156 shares, Georges López Periago 4,753 shares and Ashley Bailey 3,334 shares.
4) Jarl Dahlfors has an LTIP based on the USA's operating income EBITA for the financial year 2012. A provision has been made for the year's portion based on the expected outcome, and is included in the column Variable remuneration.
Remuneration for 2010:
| Basic salary/ | ||||||
|---|---|---|---|---|---|---|
| Remuneration | ||||||
| to Board of | Variable | Other | Pension | Other | ||
| SEK | Directors | Remuneration3) | benefits | costs | remuneration | Total |
| Alf Göransson, Chairman | 475,000 | – | – | – | – | 475,000 |
| Ulrik Svensson, Board Member | 300,000 | – | – | – | – | 300,000 |
| Marie Ehrling, Board Member | 250,000 | – | – | – | – | 250,000 |
| Jan Svensson, Board Member | 225,000 | – | – | – | – | 225,000 |
| Signhild Arnegård Hansen, Board Member 1) | 133,333 | – | – | – | – | 133,333 |
| Jacob Palmstierna, Board Member 1) | 66,667 | – | – | – | – | 66,667 |
| Lars Blecko, President | 5,405,992 | – | 121,001 | 1,596,591 | – | 7,123,584 |
| Jarl Dahlfors, Executive Vice President 4) | 4,320,000 | 5,909,537 | 1,094,422 | 113,299 | – | 11,437,258 |
| Other senior executives, 3 in total 2) | 6,910,571 | 4,341,931 | 672,077 | 1,158,192 | – | 13,082,771 |
| Total | 18,086,563 | 10,251,468 | 1,887,500 | 2,868,082 | – | 33,093,613 |
1) Signhild Arnegård Hansen was appointed new Board member at the Annual General Meeting on April 29, 2010. At the same time, Jacob Palmstierna resigned from the Board. 2) Refers to Kenneth Högman, Georges López Periago and Ashley Bailey. Christian Lerognon left the Group Management during 2010 and his remuneration is excluded from senior executives.
3) Refers to variable remuneration and long-term bonus programs.
4) Jarl Dahlfors has an LTIP based on the USA's operating income EBITA for the financial year 2012. A provision has been made for the year's portion based on the expected outcome, and is included in the column Variable remuneration.
Remuneration for 2009:
| Basic salary/ | ||||||
|---|---|---|---|---|---|---|
| SEK | Remuneration to Board of Directors |
Variable Remuneration3) |
Other benefits |
Pension costs |
Other remuneration |
Total |
| Alf Göransson, Chairman | 316,667 | – | – | – | – | 316,667 |
| Jacob Palmstierna, Board Member | 266,667 | – | – | – | – | 266,667 |
| Jan Svensson, Board Member | 216,667 | – | – | – | – | 216,667 |
| Ulrik Svensson, Board Member | 266,667 | – | – | – | – | 266,667 |
| Marie Ehrling, Board Member 1) | 166,667 | – | – | – | – | 166,667 |
| Håkan Winberg, Board Member 1) | 66,667 | – | – | – | – | 66,667 |
| Lars Blecko, President | 5,394,725 | 3,763,000 | 147,106 | 1,618,417 | – | 10,923,248 |
| Jarl Dahlfors, Executive Vice President 4) | 712,000 | 949,226 | 603,185 | 71,200 | – | 2,335,611 |
| Other senior executives, 6 in total2) 5) | 17,342,332 | 7,880,098 | 1,293,638 | 1,682,884 | – | 28,198,952 |
| Total | 24,749,059 | 12,592,324 | 2,043,929 | 3,372,501 | – | 42,757,813 |
1) Marie Ehrling was appointed new Board Member at the Annual General Meeting on April 21, 2009. At the same time, Håkan Winberg resigned from the Board. 2) Refers to Jarl Dahlfors (for the period of January 1 to October 31, 2009), Kenneth Högman, Christian Lerognon, Georges López Periago, Calvin Murri, and Ashley Bailey. For
Calvin Murri, who retired as Country President of the USA during 2009, an insurance premium for 2010 of TUSD 2 remained, which was paid in July 2010. 3) Refers to variable remuneration and long-term bonus programs.
4) Jarl Dahlfors was appointed Executive Vice President on November 1, 2009. Remuneration up until November 1, 2009 is accounted for under "Other senior executives."
5) During 2009, the retiring Country President of the USA received severance pay of TSEK 4,368.
For information on share and warrant holdings, other Board assignments, etc., please refer to the section on the Board and Group management, page 34.
Subscription warrants
At an Extraordinary General Meeting held on February 16, 2009, a decision was made to implement a subscription warrant program for approximately 90 senior executives and key employees, through the issue and transfer of subscription warrants entitling subscription to a maximum of 2,555,000 new Class B shares in Loomis AB.
In February 2009, a total of 2,347,050 subscription warrants were issued. The price for the subscription of shares based on these warrants was set, in connection with their allotment, at SEK 72.50. The rate is based on a market valuation of the subscription warrant, including the rate of issue (SEK 8.50), and has been fixed by an independent valuation institution, applying a generally accepted model for valuation (Black & Scholes).
In December 2009, 207,950 subscription warrants were issued. The rate for subscription to shares based on these warrants was set, in connection with their allotment, at SEK 72.50. The rate is based on a market valuation of the subscription warrant, including the rate of issue (SEK 14), and has been fixed by an independent valuation institution, applying a generally accepted model for valuation (Black & Scholes).
In 2010, Loomis exercised the right in accordance with the
existing warrant clause to redeem 172,086 subscription warrants, as warrant holders had left the Loomis Group. The valuation of the redemption amounts of the subscription warrants has been made using the Black & Scholes valuation model. Of the redeemed subscription warrants, 122,250 have been allotted at the rate 18.25.
In 2011, Loomis exercised the right according to the preemption clause to redeem 150,820 warrants, as warrant holders had left the Loomis Group. The valuation of the redemption amounts of the subscription warrants has been made using the Black & Scholes valuation model. Of the warrants that are in storage at the beginning of 2011 as well as the redeemed subscription warrants, 171,329 have been allotted on three occasions at the rates SEK 26 (26,029), SEK 24 (10,000) and SEK 12 (135,300) .
Subscription to shares on the basis of these warrants can take place between March 1 – May 31, 2013.
| Outstanding warrants | |
|---|---|
| Opening balance as of January 1, 2011 | 2,555,000 |
| Opening balance of warrants in own custody | –49,424 |
| Return of unused warrants | –150,820 |
| Issuing of warrants | 171,329 |
| Warrants in own custody | 28,915 |
| Closing balance as of December 31, 2011 | 2,555,000 |
NOTE 12 Depreciation, amortization and impairment
| MSEK | 2011 | 2010 | 2009 |
|---|---|---|---|
| Acquisition-related intangible assets | 21 | 17 | 17 |
| Other intangible assets | 17 | 17 | 19 |
| Buildings | 15 | 15 | 18 |
| Machinery and equipment | 626 | 655 | 715 |
| (of which for machinery and equipment attributable to financial leasing) | (18) | (36) | (41) |
| Total depreciation, amortization and impairment | 679 | 704 | 769 |
Depreciation, amortization and impairment for the year are reported in the statement of income as follows:
| MSEK | 2011 | 2010 | 2009 |
|---|---|---|---|
| Production expenses | 575 | 604 | 649 |
| Selling and administrative expenses | 83 | 83 | 103 |
| Acquisition-related intangible assets | 21 | 17 | 17 |
| Total depreciation, amortization and impairment | 679 | 704 | 769 |
Impairment testing on Goodwill is reported in Note 15.
NOTE 13 Financial income and expenses, net
| MSEK | 2011 | 2010 | 2009 |
|---|---|---|---|
| Interest income | 16 | 3 | 4 |
| Exchange rate differences, net1) | – | – | 10 |
| Other financial income | – | – | 1 |
| Financial income | 16 | 3 | 15 |
| Interest expenses | –69 | –104 | –125 |
| (of which interest expenses for financial leasing) | (–4) | (–3) | (–4) |
| Bank charges | –7 | –5 | –5 |
| Exchange rate differences, net1) | –1 | –1 | 0 |
| Other financial expenses | –1 | 0 | 0 |
| Financial expenses | –78 | –110 | –130 |
| Financial income and expenses, net | –62 | –107 | –115 |
1) Exchange rate differences included in operating income are reported in Note 10.
NOTE 14 Income tax
Statement of income
Tax expenses
| MSEK | 2011 | % | 2010 | % | 2009 | % |
|---|---|---|---|---|---|---|
| Tax on income before taxes | ||||||
| – current taxes | –216 | –29.0 | –194 | –25.6 | –151 | –21.3 |
| – deferred taxes | –14 | –1.9 | –68 | –9.0 | –55 | –7.8 |
| Total tax expenses | –230 | –30.9 | –262 | –34.6 | –206 | –29.1 |
Total tax rate on income before taxes amounted to –30.9 percent (–34.6 and –29.1 respectively). Further details regarding tax expenses are shown in the table below.
| MSEK | 2011 | % | 2010 | % | 2009 | % |
|---|---|---|---|---|---|---|
| Tax based on Swedish tax rates | –195 | –26.3 | –200 | –26.3 | –186 | –26.3 |
| Difference between tax rates in Sweden and weighted tax rates for foreign subsidiaries |
–31 | –4.2 | –81 | –10.7 | –31 | –4.4 |
| Non-deductible expenses/non-taxable income, net | –3 | –0.4 | 18 | 2.4 | 11 | 1.6 |
| Total tax expenses | –230 | –30.9 | –262 | –34.6 | –206 | –29.1 |
In 2011, there has been no major change in tax rates in the countries in which Loomis conducts the majority of its business operations, except for the UK where the corporate tax rate was lowered by 2 percentage points as of April 1, 2011. In 2010, the tax rate was negatively impacted by a new tax legislation which was introduced in France. A tax in France, previously recognized in operating income, was replaced by a new tax that consists of two components. Loomis determined, in accordance with IAS 12, that one of these components should be classified as a tax in order to achieve comparability with similar taxes in other countries in the Group.
The corporate tax rates in the countries in which Loomis has significant business operations are as follows:
| % | 2011 | 2010 | 2009 |
|---|---|---|---|
| USA | 40 | 40 | 40 |
| Spain | 30 | 30 | 30 |
| France | 33 | 33 | 33 |
| Sweden | 26 | 26 | 26 |
| UK | 27 | 28 | 28 |
Balance sheet
Deferred tax assets and deferred tax liabilities were attributable to:
| Deferred tax assets, MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Machinery and equipment | 104 | 99 | 107 |
| Pension provisions and personnel-related liabilities | 166 | 157 | 151 |
| Liability insurance related claims reserves | 40 | 35 | 41 |
| Provisions for restructuring | 6 | 6 | 7 |
| Loss carry forward | 101 | 12 | 6 |
| Other temporary differences | 27 | 34 | 32 |
| Total deferred tax assets | 444 | 343 | 344 |
| Netting | –22 | –26 | –28 |
| Net deferred tax assets | 422 | 317 | 316 |
| Deferred tax liabilities, MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Pension provisions and personnel-related liabilities | 0 | 0 | 1 |
| Machinery and equipment | 234 | 140 | 121 |
| Other temporary differences | 97 | 108 | 112 |
| Intangible fixed assets | 40 | 13 | 17 |
| Total deferred income tax liabilities | 371 | 261 | 251 |
| Netting | –22 | –26 | –28 |
| Net deferred tax liabilities | 349 | 235 | 223 |
| Deferred tax assets/tax liabilities, net | 73 | 82 | 93 |
Change analysis
| Pension provisions |
Liability insurance |
||||||||
|---|---|---|---|---|---|---|---|---|---|
| Machinery and |
and personnel related |
related claims |
Provision for restruc |
Intangible fixed |
Loss carry |
Other temporary |
Total deferred |
Total deferred |
|
| MSEK | equipment | liabilities | reserves | turing | assets | forward | differences | tax | tax |
| Deferred tax assets | 2011 | 2010 | |||||||
| Opening balance | 99 | 157 | 35 | 6 | – | 12 | 34 | 343 | 344 |
| Change reported in statement of income |
–10 | –2 | 4 | 0 | – | 91 | –9 | 74 | 25 |
| Change due to new-tax rates | 0 | 0 | – | – | – | – | – | 0 | – |
| Change due to reclassification | 13 | – | – | – | – | – | 0 | 13 | – |
| Change due to foreign currency effects |
2 | 2 | 1 | 0 | – | 0 | 1 | 7 | –29 |
| Change reported in shareholders' equity |
0 | 8 | – | – | – | –2 | 0 | 7 | 4 |
| Change due to acquisitions | – | 0 | – | – | – | 1 | 0 | 1 | – |
| Closing balance | 104 | 166 | 40 | 6 | – | 101 | 27 | 444 | 343 |
| Change during the year | 5 | 9 | 5 | 0 | – | 90 | –7 | 102 | –1 |
| Deferred tax liabilities | |||||||||
| Opening balance | 140 | 0 | – | – | 13 | – | 108 | 261 | 281 |
| Change reported in statement of income |
76 | 0 | – | – | 12 | – | –2 | 87 | 2 |
| Change due to new-tax rates | 0 | – | – | – | 1 | – | – | 1 | – |
| Change due to reclassification | 13 | – | – | – | – | – | – | 13 | – |
| Change due to foreign currency effects |
4 | 0 | – | – | 0 | – | 3 | 7 | –20 |
| Change reported in shareholders' equity |
0 | – | – | – | – | – | 2 | 2 | –2 |
| Change due to acquisitions | 0 | – | – | – | 15 | – | –15 | 0 | – |
| Closing balance | 234 | 0 | – | – | 40 | – | 97 | 371 | 261 |
| Change during the year | 93 | 0 | – | – | 28 | – | –11 | 111 | –20 |
Of deferred tax assets of MSEK 444, a total of MSEK 281 is expected to be realized within 12 months. Of deferred tax liabilities of MSEK 371, a total of MSEK 19 is expected to be realized within 12 months.
| Current tax assets/tax liabilities | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Current tax assets | 141 | 80 | 66 |
| Current tax liabilities | –169 | –166 | –171 |
| Current tax assets/tax liabilities, net | –28 | –86 | –105 |
Loss carry forward
Loomis' subsidiaries in Austria, the Czech Republic, Denmark, Slovakia, Slovenia, Switzerland, Turkey, the UK and USA had, as of December 31, 2011, tax loss carry forwards amounting to MSEK 854. The total loss carry forward amount as at December 31, 2010, was MSEK 575 and as at December 31, 2009, MSEK 623.
The Group has made the assessment that the loss carry forwards in Austria, the Czech Republic, Switzerland, Turkey, USA and some of the loss carry forwards in Slovakia can be reclaimed, as the earnings trend is positive and the carry forwards have, therefore, been capitalized in the balance sheet. These loss carry forwards amount to a total of MSEK 281 and the value of the capitalized loss carry forwards amounts to MSEK 101. Some of Loomis' loss carry forward amounts have time limits. Certain loss carry forwards have not, to date, been settled in the Company's' tax returns.
NOTE 15 Acquisition and divestment of subsidiaries and impairment testing
Acquisitions undertaken in 2011:
| MSEK | Consideration | Goodwill | Acquisition related intangible assets |
Operating capital employed |
Total capital employed |
|---|---|---|---|---|---|
| Pendum LLC, USA5) | 6231) | 5302) | 72 | 21 | 623 |
| Erk Armored, Turkey4) 5) | 191) | 393) | 7 | –27 | 19 |
| Total negative impact on the Group's liquid funds | 642 | 569 | 79 | –6 | 642 |
1) Acquisition cost paid translated to SEK as per acquisition date. Contingent consideration for Erk Armored is not included in the stated amount.
2) The reported goodwill is primarily attributable to synergy effects. Any impairment losses are tax deductible.
3) The reported goodwill is primarily attributable to geographic expansion. Any impairment losses are not tax deductible.
4) No non-controlling interest has been reported, as Loomis has an option to acquire the remaining shares and the seller has an option to sell the remaining shares. Consequently, 100% of the company is consolidated. The contingent consideration, which is not limited in amount, has been recognized based mainly on an assessment of the future profitabi-
lity development in the acquired entity for an agreed period. The total long-term contingent consideration in the consolidated balance sheet amounts to MSEK 19. 5) The acquisition analyses are subject to final adjustment up to one year after the acquisition date. The acquisition analysis for Pendum was adjusted by MUSD 2 during the fourth quarter 2011. The adjustment increased goodwill.
Pendum LLC, USA
Loomis has acquired the assets and customer contracts attributable to the cash handling operations of the American company, Pendum LCC. The consideration amounted to MSEK 623 (MUSD 104). The acquired operations were consolidated by Loomis as of May 1, 2011.
Erk Armored, Turkey
Loomis has acquired 60 percent of the shares in the Turkish cash handling company, Erk Armored. The consideration amounted to MSEK 19 (MTRY 5). The acquired operations were consolidated by Loomis as of July 1, 2011.
Acquisition of Erk Armored, Turkey
Summary balance sheet as of acquisition date July 1, 2011.
| MSEK | Book value of acquisition balance |
Acquisition balance and Acquisition analysis |
Fair value acquisition balance |
|---|---|---|---|
| Operating fixed assets | 66 | – | 66 |
| Accounts receivable | 70 | – | 70 |
| Other assets | 1 | – | 1 |
| Other liabilities | –116 | 34 | –82 |
| Total operating capital employed |
21 | 34 | 55 |
| Goodwill | – | 530 | 530 |
| Other acquisition-related intangible assets |
– | 72 | 72 |
| Other capital employed | – | –34 | –34 |
| Total capital employed | 21 | 602 | 623 |
| Net debt | – | – | – |
| Total acquired net assets | 21 | 602 | 623 |
| Consideration | – | – | 623 |
| Total negative impact on the Group's liquid funds |
– | – | 623 |
The acquired operations comprise of the replenishment and management of approximately 43,000 ATMs across the USA. The acquisition has contributed to total revenue by approximately MSEK 385 and to net income for the year by MSEK 55. The acquisition would, if it had been consolidated from January 1, 2011, have contributed to total revenue by approximately MSEK 592 and to net income for the year by approximately MSEK 69.
Total transaction costs for the acquisition amount to MSEK 7 and are reported as acquisition-related costs.
| Acquisition | |||
|---|---|---|---|
| Book value | balance | ||
| of | and | Fair value | |
| acquisition | Acquisition | acquisition | |
| MSEK | balance | analysis | balance |
| Operating fixed assets | 8 | 1 | 9 |
| Accounts receivable | 3 | 0 | 3 |
| Other assets | 3 | 0 | 4 |
| Other liabilities | –18 | –19 | –37 |
| Total operating | |||
| capital employed | –3 | –18 | –21 |
| Goodwill | – | 39 | 39 |
| Other acquisition-related | |||
| intangible assets | – | 7 | 7 |
| Other capital employed | – | –3 | –3 |
| Total capital employed | –3 | 25 | 22 |
| Net debt | – | –3 | –3 |
| Total acquired net assets | –3 | 22 | 19 |
| Consideration | – | – | 19 |
| Total negative impact on the Group's liquid funds |
– | – | 19 |
The acquisition of Erk Armored in Turkey refers to 60 percent of the shares, including voting rights, in the company. As part of the acquisition, Loomis has, in the future, the possibility of acquiring the remaining 40 percent of the company. The option for this acquisition has been reported as a liability and Erk Armored is consolidated as a wholly-owned subsidiary. This acquisition has contributed to total revenue by approximately MSEK 28 and to net income for the year by approximately MSEK –5. The acquisition would, if it had been consolidated from January 1, 2011, have contributed to total revenue by approximately MSEK 58 and to net income for the year by approximately MSEK –6.
Total transaction costs for the acquisition amount to MSEK 1 and are reported as acquisition-related costs.
Acquisition of Pendum LLC, USA
Summary balance sheet as of acquisition date May 1, 2011.
Other acquisitions
In December 2011, Loomis' subsidiary in the USA reached an agreement regarding the acquisition of the shares in Oregon Armored Service Inc. The annual revenue for 2010 for Oregon Armored Service Inc. amounted to approximately MUSD 6 and the company has around 75 employees. The acquisition will further strengthen the market presence in Oregon. The operations were taken over on December 31, 2011, and were consolidated as of January 1, 2012. Work on preparing the acquisition analysis is ongoing.
In December 2011, Loomis' Spanish subsidiary, Loomis Spain SA, signed an agreement regarding the acquisition of the Spanish cash handling company, Efectivox. The annual revenue for 2010 for Efectivox amounted to approximately MEUR 13 and the company has around 500 employees. The acquisition will allow Loomis to offer cash handling services throughout the whole of the Spanish mainland. As a result of the structural changes within the Spanish banking sector in recent years, more stringent requirements have been put in place stipulating that cash handling companies and banks must be able to operate on a nationwide basis.
Impairment testing
For the purpose of impairment testing, assets are grouped at the lowest levels for which there are separately identifiable cash-flows (cash generating units); that is, by individual country or two neighboring countries that are undertaking integrated business operations under common management. Goodwill as of December 31, 2011 is allocated to the cash-generating units as follows:
| Goodwill, MSEK | |||||||
|---|---|---|---|---|---|---|---|
| WACC, % Dec 31, 2011 Dec 31, 2010 | Dec 31, 2009 | ||||||
| France | 7.7 (7.6, 7.7) | 331 | 333 | 380 | |||
| UK | 7.1 (8.2, 7.9 | 155 | 151 | 168 | |||
| Portugal | 13.4 (7.6, 7.7) |
1 | 1 | 1 | |||
| Switzerland | 6.1 (6.8, 7.1) | 4 | 4 | 4 | |||
| Spain | 9.1 (7.6, 7.7) | 263 | 265 | 302 | |||
| Sweden | 6.6 (7.7, 7.7) | 11 | 11 | 11 | |||
| Czech Republic |
8.0 (n/a, n/a) | 17 | 17 | – | |||
| Turkey | n/a (n/a, n/a) | 39 | – | – | |||
| USA | 6.9 (7.9, 7.8) | 2,459 | 1,800 | 1,893 | |||
| Total | 7.3 (7.7, 7.7) | 3,281 | 2,582 | 2,760 |
Goodwill is tested on an annual basis for impairment. When an impairment requirement has been determined, the value is reduced by an amount equal to the amount by which the asset's book value exceeds its recoverable amount. The recoverable amount is the higher of an asset's net realizable value and its value in use. The value in use is equal to the present value of expected future cash-flows. The cash-flows are based on the financial plans proposed by Group management and adopted by the Board of Directors, and normally cover a period of five years. Cash-flows extending beyond this period have been extrapolated applying an estimated growth rate. Where possible, Loomis uses external sources of information (e.g. Retail Banking Research); however, previous experience is also an important source of information, as there are no official indexes or similar information that can be directly applied as the ground on which the assumptions and assessments of the impairment testing can be based.
The calculation of value in use is based on assumptions and assessments. The major assumptions refer to organic sales growth, the development of the operating margin, utilization of operating capital employed, as well as the relevant WACC rate used to discount future cash-flows. The discount rates applied are stated before tax and reflect specific risks which apply to the various cash-generating units.
The assumptions and assessments forming the basis of the impairment testing are summarized below (by Loomis' operating segments):
| % | Estimated growth rate beyond forecasted period |
WACC |
|---|---|---|
| Europe | 2.0 (2.0, 2.0) | 6.1–13.4 |
| USA | 2.0 (2.0, 2.0) | 6.9 |
Impairment testing of all cash-generating units, except for Turkey, took place during the third quarter of 2011. The results of the impairment testing showed that no impairment of goodwill is necessary. Turkey's value was assessed in conjunction with the acquisition of the unit on July 1, 2011.
Sensitivity analyses of the estimates of value in use in conjunction with impairment testing have been undertaken, in the form of a general reduction of 0.5 percentage points to organic growth and the operating margin for the forecast period, as well as a general increase being applied in the WACC of 0.5 percentage points. The sensitivity analysis generated no impairment requirement.
NOTE 16 Goodwill
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Opening acquisition cost | 2,582 | 2,760 | 3,005 |
| Acquisitions | 569 | 35 | – |
| Eliminated in conjunction with liquidation | – | – | –40 |
| Exchange rate differences | 130 | –213 | –205 |
| Closing accumulated acquisition cost | 3,281 | 2,582 | 2,760 |
| Opening impairment | – | – | –40 |
| Eliminated in conjunction with liquidation | – | – | 40 |
| Closing accumulated impairment losses | – | – | – |
| Closing residual value | 3,281 | 2,582 | 2,760 |
| Goodwill distributed by operating segment: | |||
| USA | 2,459 | 1,800 | 1,893 |
| Europe | 822 | 782 | 867 |
| Total | 3,281 | 2,582 | 2,760 |
NOTE 17 Acquisition-related intangible assets
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Opening acquisition cost | 184 | 154 | 159 |
| Acquisitions | 79 | 45 | 7 |
| Disposals/write-offs | –1 | – | – |
| Exchange rate differences | 14 | –15 | –12 |
| Closing accumulated acquisition cost | 276 | 184 | 154 |
| Opening amortization | –97 | –89 | –81 |
| Amortization for the year | –21 | –17 | –17 |
| Exchange rate differences | –3 | 9 | 8 |
| Closing accumulated amortization | –121 | –97 | –89 |
| Closing residual value | 155 | 87 | 65 |
Acquisition-related intangible assets consist of contract portfolios.
NOTE 18 Other intangible assets
| Other intangible | ||||
|---|---|---|---|---|
| Licenses | Tenancy rights | assets | Total | |
| MSEK | Dec 31, 2011 | |||
| Opening acquisition cost | 150 | 0 | 2 | 152 |
| Capital expenditures | 23 | – | – | 23 |
| Disposals/write-offs | 0 | – | – | 0 |
| Reclassifications | 18 | – | – | 18 |
| Exchange rate differences | 0 | 0 | 0 | 0 |
| Closing accumulated acquisition cost | 192 | 0 | 2 | 194 |
| Opening amortization | –84 | 0 | –2 | –86 |
| Disposals/write-offs | 0 | – | – | 0 |
| Amortization for the year | –17 | – | – | –17 |
| Reclassifications | –10 | – | – | –10 |
| Exchange rate differences | 1 | 0 | 0 | 1 |
| Closing accumulated amortization | –110 | 0 | –2 | –112 |
| Closing residual value | 82 | 0 | 0 | 82 |
| Other intangible | ||||
|---|---|---|---|---|
| Licenses | Tenancy rights | assets | Total | |
| MSEK | Dec 31, 2010 | |||
| Opening acquisition cost | 120 | 1 | 2 | 123 |
| Capital expenditures | 18 | – | – | 18 |
| Disposals/write-offs | 0 | 0 | – | 0 |
| Reclassifications | 30 | – | – | 30 |
| Exchange rate differences | –18 | 0 | 0 | –18 |
| Closing accumulated acquisition cost | 150 | 0 | 2 | 152 |
| Opening amortization | –80 | 0 | –2 | –82 |
| Disposals/write-offs | 0 | – | – | 0 |
| Amortization for the year | –17 | – | – | –17 |
| Reclassifications | –1 | – | – | –1 |
| Exchange rate differences | 13 | 0 | 0 | 14 |
| Closing accumulated amortization | –84 | 0 | –2 | –86 |
| Closing residual value | 66 | 0 | 0 | 66 |
| Other intangible | |||||
|---|---|---|---|---|---|
| Licenses | Tenancy rights | assets | Total | ||
| MSEK | Dec 31, 2009 | ||||
| Opening acquisition cost | 115 | 1 | 2 | 118 | |
| Capital expenditures | 20 | – | – | 20 | |
| Disposals/write-offs | –8 | – | – | –8 | |
| Reclassifications | 0 | – | – | 0 | |
| Exchange rate differences | –8 | 0 | –0 | –8 | |
| Closing accumulated acquisition cost | 120 | 1 | 2 | 123 | |
| Opening amortization | –67 | –0 | –2 | –69 | |
| Disposals/write-offs | 2 | – | – | 2 | |
| Amortization for the year | –19 | – | – | –19 | |
| Reclassifications | –2 | – | – | –2 | |
| Exchange rate differences | 6 | 0 | 0 | 6 | |
| Closing accumulated amortization | –80 | –0 | –2 | –82 | |
| Closing residual value | 40 | 1 | 0 | 41 |
NOTE 19 Tangible fixed assets
| Buildings and land | |||
|---|---|---|---|
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
| Opening acquisition cost | 391 | 441 | 478 |
| Acquisitions | 1 | 3 | – |
| Capital expenditure | 17 | 7 | 9 |
| Disposals/write-offs | –1 | –2 | –13 |
| Reclassifications | 3 | –6 | 0 |
| Exchange rate differences | 3 | –51 | –34 |
| Closing accumulated acquisition cost | 415 | 391 | 441 |
| Opening depreciation | –141 | –154 | –151 |
| Disposals/write-offs | – | 1 | 1 |
| Reclassifications | 0 | 4 | – |
| Depreciation for the year | –15 | –15 | –18 |
| Exchange rate differences | –2 | 22 | 13 |
| Closing accumulated depreciation | –158 | –141 | –154 |
| Closing residual value | 257 | 250 | 287 |
| Machinery and equipment | |||
|---|---|---|---|
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
| Opening acquisition cost | 6,648 | 6,900 | 6,763 |
| Acquisitions | 83 | 11 | 2 |
| Capital expenditure | 821 | 690 | 798 |
| Disposals/write-offs | –218 | –284 | –355 |
| Reclassifications | –71 | –23 | 7 |
| Exchange rate differences | 97 | –646 | –315 |
| Closing accumulated acquisition cost | 7,359 | 6,648 | 6,900 |
| Opening depreciation | –4,288 | –4,310 | –4,123 |
| Disposals/write-offs | 190 | 252 | 312 |
| Reclassifications | 60 | –3 | 1 |
| Depreciation for the year | –627 | –655 | –715 |
| Exchange rate differences | –64 | 428 | 216 |
| Closing accumulated depreciation | –4,729 | –4,288 | –4,310 |
| Closing residual value | 2,630 | 2,360 | 2,591 |
The closing residual value of land included in Buildings and land above amounted to MSEK 61 (61 and 66).
Machinery and equipment comprises vehicles, equipment, security equipment (including alarm systems) and IT and telecom equipment. No impairment has been undertaken.
The tangible fixed assets reported above include assets made available under financial lease agreements as specified below.
There are limits on the right of disposal for assets held by Loomis through financial leases. See Note 28 for further information regarding financial lease agreements.
| Buildings | |||
|---|---|---|---|
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
| Opening acquisition cost | 45 | 51 | 55 |
| Exchange rate differences | 0 | –6 | –3 |
| Closing accumulated acquisition cost | 45 | 45 | 51 |
| Opening depreciation | –16 | –15 | –14 |
| Depreciation for the year | –2 | –3 | –3 |
| Exchange rate differences | 0 | 2 | 1 |
| Closing accumulated depreciation | –18 | –16 | –15 |
| Closing residual value | 27 | 29 | 36 |
| Financial Lease agreements | Machinery and equipment | ||
|---|---|---|---|
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
| Opening acquisition cost | 225 | 238 | 286 |
| Acquisitions | 59 | 1 | – |
| Capital expenditure | 15 | 16 | 11 |
| Disposals/write-offs | –157 | –6 | –43 |
| Exchange rate differences | –1 | –24 | –15 |
| Closing accumulated acquisition cost | 141 | 225 | 238 |
| Opening depreciation | –190 | –191 | –206 |
| Acquisitions | – | –1 | – |
| Disposals/write-offs | 156 | 4 | 42 |
| Depreciation for the year | –22 | –24 | –38 |
| Exchange rate differences | 1 | 21 | 12 |
| Closing accumulated depreciation | –55 | –190 | –191 |
| Closing residual value | 86 | 35 | 48 |
NOTE 20 Interest-bearing financial fixed assets
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Long-term external investments | 63 | 29 | 46 |
| Total interest-bearing financial fixed assets | 63 | 29 | 46 |
The amount consists of pension commitments (see Note 30) for which bonds have been provided as security in a total of MSEK 7 (7 and 8), and also refers to the fact that the insurance company in Ireland has deposited a portion of its assets with
an external counterparty, according to a authority directive, of MSEK 55 (25 and 38). For additional information regarding financial instruments, refer to Note 6.
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Opening balance | 29 | 46 | 60 |
| New investments/disposals | 34 | –16 | –15 |
| Exchange rate differences | 0 | –1 | 0 |
| Closing balance | 63 | 29 | 46 |
NOTE 21 Other long-term receivables
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Long-term rent deposits | 27 | 23 | 20 |
| Other long-term receivables | 10 | 5 | 8 |
| Total other long-term receivables | 37 | 28 | 28 |
| MSEK Opening balance |
Dec 31, 2011 28 |
Dec 31, 2010 28 |
Dec 31, 2009 51 |
| Other changes | 9 | 4 | –23 |
| Translation differences | 0 | –4 | –0 |
NOTE 22 Accounts receivable
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Accounts receivable before deduction of provisions for bad debt losses | 1,342 | 1,269 | 1,371 |
| Provision for bad debt losses, net | –34 | –26 | –35 |
| Total accounts receivable | 1,308 | 1,243 | 1,336 |
Bad debt losses for the year amounted to MSEK 5 (12 and 3), net.
Note 22 cont.
Ageing analysis for overdue accounts receivable
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Maturity date <30 days | 264 | 250 | 236 |
| Maturity date 30-90 days | 67 | 66 | 70 |
| Maturity date >90 days | 44 | 47 | 57 |
| Total overdue accounts receivable | 375 | 363 | 363 |
NOTE 23 Other current receivables
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Accountable funds1) | 37 | 14 | 17 |
| Other current receivables | 40 | 34 | 49 |
| Total other current receivables | 77 | 48 | 67 |
Other current receivables, as per above, refer, for the main part, to current receivables regarding VAT. Within its cash processing operations, Loomis stocks consignment stocks of money for third parties. Consignment stocks of money are reported by the respective counterparty, not by Loomis. In order to finance
certain aspects of the operations, loan financing is utilized in the form of overdraft facilities. These overdraft facilities are reported net against stocks of money. Financing expenses for loan financing, amounting to MSEK 5 (7 and 6), are reported as production expenses.
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Accountable fund assets and vault holdings1) | 579 | 370 | 445 |
| Accountable fund liabilities and overdraft facilities1) | –542 | –356 | –427 |
| Accountable funds | 37 | 14 | 17 |
1) Excluding consignment stocks of money.
A description of the Group's risk exposure relating to financial instruments can be found in Note 6.
NOTE 24 Prepaid expenses and accrued income
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Prepaid expenses for insurance and risk management | 30 | 46 | 28 |
| Prepaid rent | 22 | 21 | 28 |
| Prepaid leasing fees | 1 | 1 | 1 |
| Prepaid suppliers' invoices | 1 | 7 | 6 |
| Other prepaid expenses | 144 | 127 | 98 |
| Other accrued income | 5 | 12 | 3 |
| Total prepaid expenses and accrued income | 203 | 214 | 163 |
NOTE 25 Interest-bearing financial current assets
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| External investments | 1 | 19 | 3 |
| Total interest-bearing financial current assets | 1 | 19 | 3 |
A description of the Group's risk exposure relating to financial instruments can be found in Note 6.
NOTE 26 Liquid Funds
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Cash and bank balances | 413 | 203 | 176 |
| Short-term bank investments | 0 | 57 | 211 |
| Total liquid funds1) | 413 | 259 | 387 |
1) Liquid funds include interest-bearing current assets with a term of less than 90 days.
NOTE 27 Shareholder's equity and comprehensive income
| Shareholders' equity attributable to the shareholders of the Parent Company | ||||||
|---|---|---|---|---|---|---|
| Retained earnings Other capital Other including net income |
||||||
| MSEK Opening balance January 1, 2009 |
Share capital 1) 365 |
contributed 4 419 |
reserves 2) 569 |
for the year –2,377 |
Total 2,976 |
|
| Comprehensive income | ||||||
| Net income for the year | – | – | – | 500 | 500 | |
| Other comprehensive income | ||||||
| Actuarial gains and losses | – | – | – | –69 | –69 | |
| Tax effect on actuarial gains and losses | – | – | – | 20 | 20 | |
| Cash flow hedges | – | – | – | –8 | –8 | |
| Tax effect cash flow hedges | – | – | – | 2 | 2 | |
| Exchange rate differences | – | – | –150 | – | –150 | |
| Total other comprehensive income | – | – | –150 | –55 | –205 | |
| Total comprehensive income | – | – | –150 | 446 | 295 | |
| Transactions with shareholders | ||||||
| Payment of warrants issued | – | 22 | – | – | 22 | |
| Dividend attributable to 2008 | – | – | – | –164 | –164 | |
| Total transactions with shareholders | – | 22 | – | –164 | –143 | |
| Opening balance January 1, 2010 | 365 | 4 441 | 419 | –2,095 | 3,129 | |
| Comprehensive income | ||||||
| Net income for the year | – | – | – | 496 | 496 | |
| Other comprehensive income | ||||||
| Actuarial gains and losses | – | – | – | –132 | –132 | |
| Tax effect on actuarial gains and losses | – | – | – | 38 | 38 | |
| Cash flow hedges | – | – | – | –1 | –1 | |
| Tax effect cash flow hedges | – | – | – | 0 | 0 | |
| Exchange rate differences | – | – | –224 | – | –224 | |
| Total other comprehensive income | – | – | –224 | –95 | –320 | |
| Total comprehensive income | – | – | –224 | 401 | 177 | |
| Transactions with shareholders | ||||||
| Dividend attributable to 2009 | – | – | – | –193 | –193 | |
| Share-related remuneration4) | – | – | 11 | – | 11 | |
| Total transactions with shareholders | – | – | 11 | –193 | –182 | |
| Opening balance January 1, 2011 | 365 | 4,441 | 206 | –1,888 | 3,123 | |
| Comprehensive income | ||||||
| Net income for the year | – | – | – | 513 | 513 | |
| Other comprehensive income | ||||||
| Actuarial gains and losses | – | – | – | –42 | –42 | |
| Tax effect on actuarial gains and losses | – | – | – | 12 | 12 | |
| Cash flow hedges | – | – | – | 4 | 4 | |
| Exchange rate differences3) | – | – | 43 | – | 43 | |
| Total other comprehensive income | – | – | 43 | –26 | 17 | |
| Total comprehensive income | – | – | 43 | 487 | 530 | |
| Transactions with shareholders | ||||||
| Dividend attributable to 2010 | – | – | – | –256 | –256 | |
| Share-related remuneration4) | – | – | –1 | – | –1 | |
| Total transactions with shareholders | – | – | –1 | –256 | –257 | |
| Closing balance December 31, 2011 | 365 | 4,441 | 248 | –1,657 | 3,397 |
1) Shares issued in the Parent Company consist of both Class A and Class B Shares. Each Class A share carries ten votes and each Class B share one vote.
2) Other reserves refer to translation differences and share-related remuneration.
3) Includes translation of hedging instruments related to net investments.
4) Refers to the portion of Loomis' share-related remuneration program, as described in Note 11, which is expensed in the income statement, amounting to MSEK 12, as well as the 124,109 shares repurchased as per December 31, 2011. Of the repurchased shares, 119,464 were repurchased at an average price of SEK 98.06 per share and the remaining 4,645 were repurchased at an average price of SEK 90.00 per share.
As of December 31, 2011 the total number of issued shares was 73,011,780, each with a quotient value of SEK 5. For further information on changes in the number of shares issued and their distribution to Class A and Class B, refer to Note 51. As at December 31, 2011 Loomis had 28,915 warrants in own custody.
NOTE 28 Loans payable
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Long-term loans payable | |||
| Liabilities, financial leases | 84 | 45 | 50 |
| Bank loans | 2,008 | 1 | 1,430 |
| Bond loans | 580 | 583 | – |
| Total long-term loans payable | 2,671 | 629 | 1,480 |
| Current loans payable | |||
| Liabilities, financial leases | 5 | 7 | 18 |
| Derivatives | 15 | 8 | 13 |
| Bank loans | 5 | 1,095 | 823 |
| Total current loans payable | 25 | 1,110 | 855 |
| Total loans payable | 2,696 | 1,738 | 2,335 |
| Liabilities, financial leases – minimum lease payments | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Maturity < 1 year | 5 | 7 | 20 |
| Maturity 1–5 years | 95 | 51 | 58 |
| Maturity >5 years | – | – | 3 |
| Total | 100 | 58 | 80 |
| Future financial expenses for financial leases | –11 | –7 | –12 |
| Total present value of liabilities for financial leases | 89 | 51 | 69 |
| Present value of liabilities for financial leases | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
| Maturity < 1 year | 5 | 7 | 18 |
| Maturity 1–5 years | 84 | 45 | 48 |
| Maturity >5 years | – | – | 2 |
| Total present value of liabilities for financial leases | 89 | 51 | 69 |
NOTE 29 Provisions for claims reserves
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Long-term provisions for claims reserves | 185 | 203 | 205 |
| Short-term provision for claims reserves | 164 | 93 | 123 |
| Total provisions for claims reserves | 349 | 296 | 328 |
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Opening balance | 296 | 328 | 365 |
| New provisions | 272 | 144 | 219 |
| Utilized amount and unutilized provisions | –225 | –161 | –238 |
| Translation difference | 6 | –15 | –18 |
| Closing balance | 349 | 296 | 328 |
Claims reserves are calculated based on a combination of reported claims and incurred but not reported claims. Actuarial calculations are performed on a quarterly basis to assess the adequacy of the reserves. There is a certain degree of uncertainty regarding dates for future payments. Considering this
uncertainty, it is not possible to specify any detailed information regarding the date for future payments from Claims reserves. See Notes 2 and 4 for further information.
NOTE 30 Provisions for pensions and similar commitments
The Group operates, or participates in other ways, in a number of defined benefit and defined contribution pension plans and other long-term employee benefit plans throughout the world. These plans are structured in accordance with local rules and practices. The overall cost of these plans for the Group is reported in Note 10.
UK
There is a funded defined benefit plan in the UK in which the assets are held separately from those of the employer. The plan provides benefits linked to members' service and final salary. During 2010, there was a change in legislation whereby pension benefits provided from the defined benefit plan will, in the future, be revalued prior to retirement in line with the Consumer Price Index, rather than the Retail Price Index. The impact of this change, a liability reduction of approximately MSEK 24, was accounted for as an actuarial gain in Other comprehensive income during 2010.
The companies in the UK also participate in various defined contribution solutions.
Sweden
Blue-collar employees are covered by the SAF-LO collective pension plan, an industry-wide, multi-employer defined contribution arrangement. Professional employees are covered by the ITP plan, which is also an industry-wide, multi-employer plan based on a collective agreement. According to a statement (UFR 3) issued by the Council for Financial Reporting, the ITP plan is a multi-employer defined benefit plan. Alecta, the insurance company operating the ITP plan, has been unable to provide Loomis, or other Swedish companies, with sufficient information with which to determine its share of the total assets and liabilities of this arrangement. Consequently, this arrangement is reported as a defined contribution plan. The cost for 2011 amounts to MSEK 9 (9 and 8). The surplus in Alecta can be allocated to the insured employer and/or the insured employees. Alecta's level of consolidation was, as per December 31, 2011, a total of 113.0 percent (146.0 and 141.0). The level of consolidation is calculated as the fair value of plan assets as a percentage of the commitments calculated according to Alecta's actuarial assumptions. This estimation is not in line with IAS 19.
Norway
The majority of employees are covered by a defined contribution plan. For the remainder, three defined benefit plans have, historically, been in place. Two of these plans (AFP plans) have been unfunded solutions, in which one provides a bridging pension on early retirement and the other, individual pension commitments as agreed with the Company. The AFP plan providing bridging pensions on early retirement was closed in 2010 following changes in legislation. Employees are, from January 1, 2011, covered by a new funded multi-employer AFP plan to which the Company will pay premiums. As it is not possible to separately identify the Company's share of the plan's total assets and liabilities in this arrangement, the new AFP plan is reported as a defined contribution plan in line with guidance from the Norwegian Accounting Standards Board (NRS). The funded plan, in progress, is closed to new members.
Other countries
In addition to the plans mentioned above, there are defined benefit plans in Austria, France and Switzerland.
Allocation of plan assets
The fair value of plan assets as per December 31, 2011, amounted to MSEK 1,141 (1,045 and 1,037). As per December 31, 2011, a total of 62 percent (64 and 64) of the plan assets where invested in equities, 36 percent (35 and 34) in interest bearing assets, and 2 percent (2 and 2) in other assets.
Accumulated actuarial losses
The actuarial loss for 2011 which is reported directly in other comprehensive income amounts to MSEK 30. For 2010, an actuarial loss of MSEK 94, and for 2009 an actuarial loss of MSEK 49, were reported in other comprehensive income. The accumulated actuarial losses reported in this manner total, consequently, to MSEK 143. For 2010, accumulated losses of MSEK 113 were reported, for 2009, accumulated gains of MSEK 19 and for 2008 accumulated gains of MSEK 30.
Provisions for pensions and similar commitments, net
| Total provisions for Pensions and similar commitments, net | 326 | 316 | 260 |
|---|---|---|---|
| Plans included in Provisions for pensions and similar commitments | 327 | 316 | 264 |
| Plans included in Other long-term receivables | –2 | –0 | –4 |
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
Pension costs
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Current service costs | 35 | 29 | 32 |
| Interest costs | 74 | 63 | 65 |
| Expected return on plan assets | –73 | –65 | –56 |
| Settlements and curtailments | 0 | –1 | – |
| Total pension costs | 36 | 26 | 41 |
The table shows the total cost for defined benefit plans in 2011. The total cost for defined benefit plans in 2012 is expected to amount to approximately MSEK 39 and the cash flow is expected to amount to a net value of approximately MSEK 51. The costs for defined contribution plans amounted to MSEK 73 (81 and 61).
Note 30 cont.
Change in provisions for pensions and similar commitments, net
| Obliga tions |
Plan assets |
Net | Obliga tions |
Plan assets |
Net | Obliga tions |
Plan assets |
Net | Obliga tions |
Plan assets |
Net | Obliga tions |
Plan assets |
Net | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| MSEK | 2011 | 2010 | 2009 | 2008 | 2007 | ||||||||||
| Opening balance | 1,361 | –1,045 | 316 | 1,297 | –1,037 | 260 | 1,073 | –841 232 | 1,415 | –1,096 319 | 1,440 | –1,039 | 400 | ||
| Current service costs | 35 | – | 35 | 29 | – | 29 | 32 | – | 32 | 38 | – | 38 | 61 | – | 61 |
| Interest costs | 74 | – | 74 | 63 | – | 63 | 65 | – | 65 | 70 | – | 70 | 70 | – | 70 |
| Expected return | – | –73 | –73 | – | –65 | –65 | – | –56 –56 | – | –65 –65 | – | –65 | –65 | ||
| Recognized actuarial gains/ losses |
– | – | – | – | – | – | – | – | – | 1 | – | 1 | –7 | – | –7 |
| Settlements and curtailments | 0 | – | 0 | –1 | – | –1 | – | – | – | – | – | – | –22 | – | –22 |
| Total pension costs | 109 | –73 | 36 | 91 | –65 | 26 | 97 | –56 | 41 | 109 | –65 | 43 | 102 | –65 | 37 |
| Actuarial gains/losses – obligations |
–7 | – | –7 | 148 | – | 148 | 157 | – 157 | –268 | – –268 | –51 | – | –51 | ||
| Actuarial gains/losses – plan assets |
– | 50 | 50 | – | –17 | –17 | – | –89 –89 | – | 209 209 | – | 2 | 2 | ||
| Total actuarial gains and | |||||||||||||||
| losses before tax | –7 | 50 | 42 | 148 | –17 | 132 | 157 | –89 | 69 | –268 | 209 –59 | –51 | 2 | –49 | |
| Employer contributions | – | –74 | –74 | – | –72 | –72 | – | –72 –72 | – | –69 –69 | – | –80 | –80 | ||
| Employee contributions | 7 | –7 | – | 4 | –4 | – | 5 | –5 | – | 6 | –6 | – | 8 | –8 | – |
| Benefits paid to participants | –65 | 65 | – | –48 | 48 | – | –56 | 56 | – | –48 | 48 | – | –49 | 49 | – |
| Acquisitions | – | – | – | – | – | – | – | – | – | – | – | – | 18 | – | 18 |
| Translation differences | 62 | –57 | 5 | –131 | 101 | –30 | 21 | –29 | –9 | –141 | 138 | –3 | –52 | 45 | –8 |
| Closing balance | 1,467 | –1,141 | 326 | 1,361 | –1,045 | 316 | 1,297 | –1,037 260 | 1,073 | –841 232 | 1,415 | –1,096 | 319 |
The actual return on the plan assets for 2011 amounted to MSEK 23 (81, 145, –143 and 63). The expected return on the plan assets has been determined based on the assumption that the return on bonds will be equal to the interest on a ten-year government bond and that the return on equities will be equal to a return on the basis of the same interest rate plus an additional risk premium. The stipulated interest rate for each country is weighted based on the composition of the assets. Actuarial gains and losses regarding obligations include adjustments based on experience, totaling MSEK –2 (1, 16, –41 and 52).
Funded and unfunded defined benefit obligations
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 | Dec 31, 2008 | Dec 31, 2007 |
|---|---|---|---|---|---|
| Funded plans | |||||
| Present value of funded defined benefit obligations | 1,255 | 1,170 | 1,109 | 878 | 1,281 |
| Fair value of plan assets | –1,141 | –1,045 | –1,037 | –841 | –1,096 |
| Funded plans, net | 114 | 126 | 72 | 37 | 184 |
| Unfunded plans | |||||
| Present value of unfunded defined benefit obligations | 212 | 190 | 188 | 195 | 135 |
| Total funded and unfunded defined benefit obligations | 326 | 316 | 260 | 232 | 319 |
The table shows the relationship between the value of funded plans and the value of provisions at year-end and at the beginning of the year.
Main actuarial assumptions as per December 31, 2011
| %, per annum | UK | Eurozone | Norway | Switzerland |
|---|---|---|---|---|
| Discount rate | 4.80 (5.50, 5.70, 6.30 and 5.60) 4.50 (4.75, 5.00, 5.50 and 5.50) 2.60 (4.00, 4.50, 3.80 and 4.70) | 2.35 (n/a, n/a, n/a and n/a) | ||
| Expected return on plan assets |
5.61 (6.68, 6.92, 6.40 and 6.80) | n/a (n/a, n/a, n/a and n/a) 4.10 (5.40, 5.70, 5.80 and 5.70) | 3.85 (n/a, n/a, n/a and n/a) | |
| Salary increases | 3.10 (3.50, 2.50, 3.50 and 4.30–4.80) |
2.00–2.75 (2.00–2.50, 2.00– 2.25, 2.00–2.50 and 2.50–3.00) |
3.50 (4.00, 4.50, 4.00 and 3.50) | 2.00 (n/a, n/a, n/a and n/a) |
| Inflation | 2.00–3.10 (3.00–3.50, 3.10, 2.80 and 3.30) |
2.00–2.25 (2.00, 1.75–2.00, 2.00 and 2.00) |
3.25 (3.75, 4.00, 3.75 and 4.25) | 1.00 (n/a, n/a, n/a and n/a) |
| Pension increases | 2.90 (3.50, 3.10, 2.80 and 3.30) | n/a (n/a, n/a, n/a and n/a) 2.50 (3.75, 4.25, 3.75 and 4.25) | 0.00 (n/a, n/a, n/a and n/a) |
The table shows the major actuarial assumptions as per December 31, 2011, 2010, 2009, 2008, and 2007. These assumptions are used in the valuation of the obligations of the defined benefit plans at the end of 2011, 2010, 2009, 2008 and 2007 and to determine the pension costs for 2012, 2011, 2010, 2009, 2008 and 2007.
In the UK, the discount rate is based on iBoxx UK AA 15 years +. In the Eurozone, the discount rate is based on iBoxx Euro 10 years +, with consideration given to the duration of the liabilities. In Norway, the discount rate is based on government bonds, with the addition of the adjustment for the duration of the liabilities.
As per December 31, 2011, the following assumptions were used for the primary plans within Loomis concerning mortality:
UK – "PA 92 series of tables with allowance for future improvements, and the medium cohort effect on current pensioners".
Norway – tables in series "K 63". These tables have been
NOTE 31 Other provisions
established for use in consultation with the Company's actuaries and reflect Loomis' view of future mortality considering future expected increases in life expectancy.
Sensitivity analysis
A reduction in the discount rate by 0.1 percentage points would increase the pension provisions and similar commitments by approximately MSEK 25. An increase in the inflation rate by 0.1 percentage points would increase the pension provisions and similar commitments by approximately MSEK 23. An increase in the average life expectancy by 1 year would increase the pension provision and similar commitments by approximately MSEK 29. Changes in the discount rate and average life expectancy are accounted for as actuarial gains or losses, whereby such changes are reported directly in other comprehensive income and, therefore, do not affect the net income for the year.
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Other long-term provisions | 108 | 125 | 127 |
| Other short-term provisions | 30 | 35 | 50 |
| Total other provisions | 138 | 160 | 177 |
| MSEK | Overtime Spain | Other | Total |
| Other long-term provisions | |||
| Opening balance | 67 | 58 | 125 |
| New provisions | – | 15 | 15 |
| Provisions utilized | –9 | –22 | –31 |
| Translation differences | 0 | 0 | –1 |
| Closing balance | 57 | 51 | 108 |
| Other short-term provisions | |||
| Opening balance | – | 35 | 35 |
| New provisions | – | 28 | 28 |
| Provisions utilized | – | –33 | –33 |
| Translation differences | – | 0 | 0 |
| Closing balance | – | 30 | 30 |
| Total other provisions | 57 | 81 | 138 |
The dispute regarding overtime compensation in Spain is described in Note 34. Other provisions refer primarily to provisions related to disputes. Disputes are often lengthy processes which extend over several years. It is, therefore, not possible to give any detailed information regarding the timeline for outflows from other provisions.
NOTE 32 Accrued expenses and prepaid income
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Accrued personnel costs | 802 | 719 | 729 |
| Accrued interest expenses | 15 | 15 | 15 |
| Accrued rent charges | 0 | 1 | 2 |
| Accrued consulting fees | 34 | 48 | 29 |
| Other accrued expenses | 78 | 154 | 139 |
| Total accrued expenses and prepaid income | 929 | 937 | 914 |
Other accrued expenses, as per the above, refer to, amongst other things, accrued insurance expenses, accrued suppliers' invoices and accrued lease expenses.
NOTE 33 Other current liabilities
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Advanced payment from customers | 20 | 22 | 23 |
| Current liabilities attributable to VAT | 159 | 160 | 183 |
| Other current liabilities | 106 | 89 | 100 |
| Total other current liabilities | 285 | 271 | 306 |
NOTE 34 Contingent liabilities
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Securities and guarantees | 1,114 | 1,097 | 1,256 |
| Other contingent liabilities | 35 | 18 | 24 |
| Total contingent liabilities | 1,149 | 1,115 | 1,280 |
Guarantees in 2011 refer to guarantees for insurance commitments for Loomis in the USA amounting to MSEK 317 (258 and 280). The guarantees also refer to a guarantee for the internal insurance company, Loomis Reinsurance Ltd, amounting to MSEK 150 (150 and 150) and to a guarantee to the Bank of England amounting to MSEK 0 (0 and 81). It is difficult to assess whether these contingent liabilities will result in any financial outflow.
Loomis AB has also acted as guarantor for Loomis Suomi Oy, Loomis Norge AS and Loomis Sverige AB regarding bank credits referring to the cash management operations. For further information refer to Note 23.
Overtime compensation
All of the larger security companies in Spain have paid overtime compensation to their employees in accordance with the labor agreement which was valid during the period 2005 to 2008. In February 2007, the Supreme Court in Spain ruled that the calculation of overtime compensation according to the existing labor agreement was not in compliance with Spanish law. The risk that overtime compensation must be paid to employees has increased in the security companies located in Spain, as the security companies and local labor unions have not come to an agreement regarding overtime compensation. An application was submitted to a lower court in Spain for the issue of specific guidelines regarding the method of calculating overtime compensation. The court's ruling, which was made public in January 2008, provided guidelines for the calculation of overtime compensation. The ruling was mainly in line with the Company's view of the manner in which compensation should be calculated. The local labor unions lodged an appeal against this ruling. In December 2009, the Supreme Court in Spain overturned the court's ruling of January 2008 and confirmed the ruling made in February 2007, implying that each claim was to be assessed on an individual basis. The Supreme Court, thereby, altered the basis for the calculation of overtime compensation. The Supreme Court's ruling cannot be appealed.
In the absence of final guidelines for the manner in which overtime compensation is to be calculated, Loomis has made the decision to apply the guidelines provided by the court in January 2008 for salary payments from 2008. As regards historic overtime compensation, Loomis has been awaiting the final ruling of the Supreme Court. The court's ruling entails that Loomis must prepare itself for several legal claims from employees, both past and present, in relation to retroactive overtime compensation.
During 2008, a trade association has initiated legal proceedings in an effort to invalidate the existing labor agreement by
asserting that the previous Supreme Court ruling in relation to overtime compensation generated an imbalance in the labor agreement. A ruling was made on the matter in November 2009. However, the verdict did not provide a final solution, as it referred back to the original verdict. In practice, this means that resolutions regarding overtime pay must be made on an individual basis and that the Court must co-ordinate the assessment of all appeals if there are differences in the individual appeals. The final verdict is expected to be reached in 2012, but Loomis will be liable to pay the difference between the original remuneration and the amount determined by the Court in each individual case. The outcome will be dependent on whether the judge agrees with Loomis' standpoint, or that of the trade association.
Several claims relating to labor laws have been made against Loomis in Spain by several individual claimants, and it is expected that it may be several years before these are concluded. A legal opinion, requested by the industry association in Spain of which Loomis is a member, proclaims that the timeframe for addressing legal claims for matters before 2010 expired in December 2010 as a result of current limitation regulations. During the year, a partial reversal of MSEK 9 was made of the provision of MSEK 59 established during 2007. This partial reversal, similar to the original provision, is reported as an item affecting comparability. Management estimates that compensation of MSEK 57 may be required and has made a provision for this amount as of December 31, 2011.
Loomis Denmark
A Danish customer made a claim against Loomis Denmark, as the Company had terminated its agreement with the customer. This claim was made during the third quarter of 2008, and originally amounted to MDKK 26. The customer extended the claim during 2009, which now totals MDKK 40. During December 2011, a judgment on the case was made in Loomis' favor. This ruling has been appealed by the customer in a higher court. Loomis has made an estimation of the likely result of this dispute as at December 31, 2011.
Other legal proceedings
Loomis has, during the years, made a number of acquisitions in different countries. As a result of these acquisitions, certain contingent liabilities attributable to the acquired operations have been taken over by Loomis. Risks attributable to such contingent liabilities are covered by contractual guarantee liabilities, insurances or necessary provisions.
Companies within the Loomis Group are involved in tax audits
and other legal proceedings that have arisen in the operating activities. Any liability to pay damages in conjunction with legal proceedings is not deemed to have an impact on the Group's business operations, or its financial position.
NOTE 35 Items not affecting cash flow
| MSEK | 2011 | 2010 | 2009 |
|---|---|---|---|
| Depreciation of tangible fixed assets and amortization of intangible assets | 658 | 687 | 752 |
| Amortization of acquisition-related intangible assets | 21 | 17 | 17 |
| Items affecting comparability | 44 | – | – |
| Acquisition related costs | 42 | – | – |
| Other provisions | –1 | –6 | –3 |
| Financial items | 62 | 107 | 115 |
| Total items not affecting cash flow | 825 | 805 | 880 |
Parent Company statement of income
| MSEK | Note | 2011 | 2010 | 2009 |
|---|---|---|---|---|
| Other revenue | 38 | 195 | 222 | 215 |
| Gross income | 195 | 222 | 215 | |
| Administrative expenses | 40, 41 | –88 | –84 | –67 |
| Operating income after amortization | 107 | 138 | 148 | |
| Result from financial investments | ||||
| Result from participations in Group companies | 42 | 181 | 230 | 224 |
| Financial income | 43 | 800 | 852 | 908 |
| Finance expenses | 43 | –755 | –793 | –789 |
| Total result from financial investments | 226 | 289 | 342 | |
| Income after financial items | 333 | 427 | 490 | |
| Appropriations | 44 | –64 | –50 | –82 |
| Income tax | 45 | –58 | –56 | –50 |
| Net income for the year | 211 | 321 | 358 |
Parent Company's statement of comprehensive income
| MSEK | 2011 | 2010 | 2009 |
|---|---|---|---|
| Exchange rate differences | –12 | –66 | –76 |
| Group contributions | – | 66 | 74 |
| Tax effect on Group contribution | – | –17 | –20 |
| Cash flow hedges | 4 | –1 | –6 |
| Other comprehensive income for the year, net after taxes | –8 | –18 | –28 |
| Net income for the year | 211 | 321 | 358 |
| Total comprehensive income for the year | 203 | 303 | 330 |
Parent Company balance sheet
| MSEK | Note | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|---|
| ASSETS | ||||
| Fixed assets | ||||
| Machinery and equipment | 46 | 1 | 1 | 1 |
| Shares in subsidiaries | 47 | 6,690 | 3,446 | 3,420 |
| Interest-bearing long-term receivables from subsidiaries | 38 | 901 | 2,987 | 3,400 |
| Deferred tax assets | – | – | 2 | |
| Other fixed assets | 0 | 4 | – | |
| Total fixed assets | 7,592 | 6,438 | 6,823 | |
| Current assets | ||||
| Current receivables from subsidiaries | 38, 48 | 127 | 297 | 296 |
| Interest-bearing current receivables from subsidiaries | 38 | 311 | 513 | 464 |
| Other current receivables | 49 | 7 | 6 | 4 |
| Current tax assets | 45 | 0 | 9 | 1 |
| Prepaid expenses and accrued income | 50 | 18 | 47 | 31 |
| Interest-bearing financial current assets | 0 | 56 | 177 | |
| Liquid funds | 229 | 35 | 26 | |
| Total current assets | 692 | 963 | 1,000 | |
| TOTAL ASSETS | 8,284 | 7,401 | 7,823 | |
| SHARHOLDERS´ EQUITY AND LIABILITIES | ||||
| Shareholders´ equity | 51 | |||
| Restricted equity | ||||
| Share capital | 365 | 365 | 365 | |
| Total restricted shareholders´ equity | 365 | 365 | 365 | |
| Non-restricted equity | ||||
| Other capital contributed | 5,521 | 5,521 | 5,521 | |
| Retained earnings | –1,443 | –1,489 | –1,635 | |
| Net income for the year | 211 | 321 | 358 | |
| Total non-restricted shareholders´ equity | 4,289 | 4,353 | 4,244 | |
| Total shareholders´ equity | 4,654 | 4,718 | 4,609 | |
| Untaxed reserves | 52 | 196 | 132 | 82 |
| Long-term liabilities | ||||
| Interest-bearing long-term liabilities, external | 39 | 2,564 | 583 | 1,430 |
| Other long-term liabilities, external | 39 | 22 | – | – |
| Current liabilities | ||||
| Current liabilities tol subsidiaries | 38 | 84 | 8 | 55 |
| Interest-bearing current liabilities to subsidiaries | 38 | 693 | 576 | 666 |
| Interest-bearing current liabilities, external | 39 | 0 | 1,186 | 823 |
| Accounts payable | 39 | 6 | 9 | 4 |
| Current tax liabilities | 45 | 18 | 127 | 88 |
| Other current liabilities | 39 | 17 | 8 | 13 |
| Accrued expenses and prepaid income | 39, 53 | 30 | 54 | 54 |
| Total liabilities | 3,631 | 2,551 | 3,132 | |
| TOTAL EQUITY AND LIABILITIES | 8,284 | 7,401 | 7,823 | |
| Memorandum items | ||||
| Pledged assets Contingent liabilities |
38 | None 964 |
None 965 |
None 1,135 |
Parent Company statement of cash flows
| MSEK | Note | 2011 | 2010 | 2009 |
|---|---|---|---|---|
| Operations | ||||
| Income after financial items | 333 | 427 | 490 | |
| Items not affecting cash flow | 54 | –226 | –289 | –342 |
| Financial items received | 808 | 686 | 746 | |
| Financial items paid | –755 | –620 | –623 | |
| Income tax paid | –164 | –41 | –1 | |
| Dividends received | 222 | 212 | 251 | |
| Change in other operating capital employed | 156 | –285 | 104 | |
| Cash flows from operations | 374 | 91 | 626 | |
| Investing activities | ||||
| Investments in fixed assets | 46 | –0 | –0 | –0 |
| Shares in subsidiaries | 47 | –38 | –17 | –0 |
| –38 | –17 | –1 | ||
| Cash flow from investing activities | ||||
| Financing activities | ||||
| Investments in other financial fixed assets | –975 | 413 | 219 | |
| Decrease/increase in current financial investments | 57 | 120 | –21 | |
| Decrease/increase in liabilities | 910 | –597 | –700 | |
| Group contributions received | 66 | 74 | – | |
| Payments received for warrants | – | – | 22 | |
| Dividend paid | –256 | –193 | –164 | |
| Cash flows from financing activities | –198 | –183 | –645 | |
| Cash flow for the year | 138 | –112 | –19 | |
| Liquid funds at beginning of year | 91 | 203 | 223 | |
| Liquid funds at end of year1) | 229 | 91 | 203 |
1) Liquid funds include interest-bearing financial current assets with maturity shorter than 90 days
Parent Company statement of changes in equity
| Other contributed |
Retained earnings including Net Income for the |
|||
|---|---|---|---|---|
| MSEK | Share capital 1, 3) | capital 2, 4) | year 4, 5) | Total |
| Opening balance January 1, 2009 | 365 | 5,499 | –1,444 | 4,420 |
| Comprehensive income | ||||
| Net income for the year | – | – | 358 | 358 |
| Other comprehensive income | ||||
| Exchange rate differences | – | – | –76 | –76 |
| Group contributions | – | – | 74 | 74 |
| Tax effect on Group contribution | – | – | –20 | –20 |
| Cash flow hedges | – | – | –6 | –6 |
| Total other comprehensive income | – | – | –28 | –28 |
| Total comprehensive income | – | – | 330 | 330 |
| Transactions with shareholders | ||||
| Payment issue of warrants | – | 22 | – | 22 |
| Dividend attributable to 2008 | – | – | –164 | –164 |
| Total transactions with shareholders | – | 22 | –164 | –142 |
| Opening balance January 1, 2010 | 365 | 5,521 | –1,277 | 4,609 |
| Comprehensive income | ||||
| Net income for the year | – | – | 321 | 321 |
| Other comprehensive income | ||||
| Exchange rate differences | – | – | –66 | –66 |
| Group contributions | – | – | 66 | 66 |
| Tax effect on Group contribution | – | – | –17 | –17 |
| Cash flow hedges | – | – | –1 | –1 |
| Total other comprehensive income | – | – | –18 | –18 |
| Total comprehensive income | – | – | 303 | 303 |
| Transactions with shareholders | ||||
| Dividend attributable to 2009 | – | – | –193 | –193 |
| Total transactions with shareholders | – | – | –193 | –193 |
| Opening balance January 1, 2011 | 365 | 5,521 | –1,168 | 4,718 |
| Comprehensive income | ||||
| Net income for the year | – | – | 211 | 211 |
| Other comprehensive income | ||||
| Exchange rate differences | – | – | –12 | –12 |
| Cash flow hedges | – | – | 4 | 4 |
| Total other comprehensive income | – | – | –8 | –8 |
| Total comprehensive income | – | – | 203 | 203 |
| Transactions with shareholders | ||||
| Repurchase of own shares5) | – | – | –12 | –12 |
| Dividend attributable to 2010 | – | – | –256 | –256 |
| Total transactions with shareholders | – | – | –268 | –268 |
| Closing balance December 31, 2011 | 365 | 5,521 | –1,233 | 4,654 |
1) For information on the number of issued shares refer to Note 51.
2) Includes statutory reserves amounting to TSEK 20.
3) Shares issued in the Parent Company consist of both Class A and Class B shares. Each Class A share carries 10 votes and each Class B share carries 1 vote. For information on distribution refer to Note 51.
4) Retained earnings are comprised of Other capital contributed and Retained earnings including net income for the year.
5) As per December 31, 2011, the Company held 124,109 Class B shares in own custody, intended for later distribution to employees in accordance with the Incentive Scheme 2010. Of these shares, 119,464 were repurchased at an average price of SEK 98.06 per share and the remaining 4,645 shares were repurchased at an average price of SEK 90.00 per share.
NOTE 36 Summary of important accounting principles
The Parent Company's financial statements are prepared in accordance with the Swedish Annual Accounts Act and the Swedish Final Reporting Board (RFR) 2 Accounting for Legal Entities. The Parent Company thereby applies the same accounting principles as the Group, where relevant, except in the cases stipulated below. Differences between the Parent Company's and the Group's accounting principles arise as a result of the limited applicability of IFRS for the Parent Company, due to the regulations of the Swedish Annual Accounts Act, the Swedish Act on the Safeguarding of Pension Commitments, etc., and due to the alternatives stipulated in RFR 2.
IAS 17 Leases
Financial leases cannot be accounted for at legal entity level, as specific rules on taxation are not available or are not complete. At legal entity level, therefore, financial leases can be reported according to the requirements for operational lease agreements.
IAS 19 Employee Benefits
According to the Swedish Act on the Safeguarding on Pension Commitments, etc., the Parent Company cannot report any defined contribution plans as defined benefit plans at legal entity level. Pension solutions either fall within the framework of the ITP plan insured via Alecta, which is described in the Group's accounting principles, or, in all material aspects, comprise other defined contribution plans.
Anticipated dividend
An anticipated dividend from a subsidiary is reported as income in the Parent Company if the Parent Company has the sole right to decide on the amount of the dividend and if the Parent Company determined the level of the dividend prior to publication of its financial statements, and has ensured that the dividend does not exceed the subsidiary's dividend capacity. No anticipated dividend has been reported for 2011.
Financial instruments
The Parent Company applies the exception in RFR 2 Accounting for legal entities, paragraph 71, which means that the Parent Company, primarily, with the exception of the financial instruments described below, assesses all financial instruments based on their acquisition cost according to the Swedish Annual Accounts Act. The Parent Company also applies the exception in RFR 2 paragraph 11, which means that no information is provided in accordance with IFRS 7 or IAS 1 paragraph 124 A-124 C. In accordance with the Swedish Annual Accounts Act, Chapter 4, paragraph 14a, the Parent Company reports derivative instruments at fair value. Fair value is equivalent to the market value, calculated on the basis of current market listings as at balance sheet date. In addition, the Parent Company applies the exception in RFR 2 paragraph 72. This means that
NOTE 37 Events after the balance sheet date
See information about the Group in Note 5.
the Parent Company does not apply the rules on assessment and recognition regarding any indemnity agreements benefiting subsidiaries. In accordance with RFR 2, the Parent Company, instead, applies IAS 37, Provisions, contingent liabilities and contingent assets.
Receivables with maturities greater than 12 months after the balance sheet date are reported as fixed assets, and other receivables as current assets. Receivables are reported in the amounts at which they are expected to be received, on the basis of individual assessment.
IAS 21 Effects of changes in foreign exchange rates
Paragraph 32 in IAS 21 states that exchange rate differences constituting a portion of a reporting entity's net investments in a foreign operation shall be reported via the statement of income in the separate financial statements of the reporting company. RFR 2 p. 43 states that such exchange rate differences should, instead, be reported directly in shareholders' equity in accordance with the Swedish Annual Accounts Act, Chapter 4, paragraph 14d. Loomis follows this paragraph in RFR 2 and reports exchange rate differences that fulfill the criteria for net investments, that is, loans for which settlement is neither planned nor likely to occur, via the translation reserve in shareholders' equity.
Receivables and liabilities in foreign currencies
Receivables and liabilities in foreign currencies have been translated to SEK at the rate prevailing on the balance sheet date and the difference between the acquisition cost and the value on the balance sheet date has been taken up as income. Receivables in foreign currencies constituting a portion of the Company's net investments in foreign subsidiaries are also assessed using the rate prevailing on balance sheet date. Exchange rate differences on these receivables are eliminated from the statement of income and are reported directly in shareholders' equity in the balance sheet.
Group contributions
UFR 2 Group contributions and shareholder contributions has been withdrawn by the Swedish Financial Reporting Board. Loomis has applied the amendment for financial years beginning on January 1, 2011 or later, the reporting for these periods is undertaken in accordance with RFR 2 paragraph 2 as well as RFR 2 paragraph 3. This means that Group contributions submitted from the Parent Company to subsidiaries are reported as an increase in participations in subsidiaries and that a review of whether an impairment requirement exists for such participations is undertaken in conjunction with the reporting. Group contributions which the Parent Company receives from subsidiaries are accounted for applying the same principles as those applied to ordinary dividends from subsidiaries, i.e. as results from participations in Group companies.
NOTE 38 Transactions with related parties
Subsidiaries in the Group, Board members in the Company's Board of Directors, the Group's senior executives, as well as close family members to these individuals are regarded as related parties. Companies in which a significant number of the votes are directly or indirectly held by the above-mentioned individuals or companies in which individuals have a significant influence are also regarded as related parties.
Transactions with related parties refer to administration contributions and other revenue from subsidiaries, dividends from subsidiaries, interest income and interest expenses from and to subsidiaries, as well as receivables and liabilities to and from subsidiaries.
Transactions with other companies within the Loomis Group are listed in the tables below:
Income from other companies within the Loomis Group
| MSEK | 2011 | 2010 | 2009 |
|---|---|---|---|
| Administration contributions | 195 | 222 | 215 |
| Interest income | 106 | 164 | 236 |
| Group contributions | 125 | – | – |
Expenses related to other companies within the Loomis Group
| MSEK | 2011 | 2010 | 2009 |
|---|---|---|---|
| Interest expenses | 11 | 4 | 4 |
Receivables from other companies within the Loomis Group
| MSEK | Dec 31, 2011 Dec 31, 2010 Dec 31, 2009 | ||
|---|---|---|---|
| Interest-bearing long term receivables from subsidiaries |
901 | 2,987 | 3,400 |
| Current receivables from subsidiaries |
127 | 297 | 296 |
| Interest-bearing current receivables from subsidiaries |
311 | 513 | 464 |
| Prepaid expenses and accrued income |
3 | – | 18 |
Liabilities to other companies within the Loomis Group
| MSEK | Dec 31, 2011 Dec 31, 2010 Dec 31, 2009 | ||
|---|---|---|---|
| Current liabilities to subsidiaries |
84 | 8 | 55 |
| Interest-bearing current liabilities to subsidiaries |
693 | 576 | 666 |
All transactions with related parties are executed based on market conditions.
Contingent liabilities regarding related parties
| MSEK | Dec 31, 2011 Dec 31, 2010 Dec 31, 2009 | ||
|---|---|---|---|
| Guarantee commitments banking facilities |
626 | 629 | 751 |
| Guarantee commitments rent | 0 | 0 | 0 |
| Other contingent liabilities | 338 | 336 | 384 |
| Total contingent liabilities | 964 | 965 | 1135 |
Contingent liabilities mainly relate to payment and adequacy guarantees to subsidiaries. It is difficult to assess whether these contingent liabilities will result in any financial outflow.
Loomis AB has a policy to support subsidiaries, if circumstances require such support. For further information, refer to Note 6.
In addition to the guarantee commitments reported in the table above, Letters of Comfort have been issued on behalf of subsidiaries within the Group.
NOTE 39 Financial risk management
The table below presents an analysis of the Parent Company's financial liabilities classified according to the time remaining from the balance sheet date until the contractual maturity date. The amounts shown in the table refer to contractual non-discounted cash-flows.
For further information regarding the Parent Company's financial risk management refer to Note 6.
| December 31, 2011 | Less than 1 year |
Between 1 and 5 years |
More than 5 years |
|---|---|---|---|
| External bank loans | – | 2,564 | – |
| Other external liabilities, additional consideration |
– | 22 | – |
| Accounts payable and other liabilities |
53 | – | – |
| 53 | 2,586 | – |
| December 31, 2010 | Less than 1 year |
Between 1 and 5 years |
More than 5 years |
|---|---|---|---|
| External bank loans | 1,186 | 583 | – |
| Accounts payable and | |||
| other liabilities | 72 | – | – |
| 1,258 | 583 | – | |
| Less than | Between 1 | More than | |
| December 31, 2009 External bank loans |
1 year 823 |
and 5 years 1,430 |
5 years – |
| Accounts payable and other liabilities |
72 | – | – |
NOTE 40 Administrative expenses
Distribution of expenses by type
| MSEK | Note | 2011 | 2010 | 2009 |
|---|---|---|---|---|
| Depreciation, amortization and impairment | 46 | 0 | 0 | 0 |
| Personnel expenses | 41 | 41 | 33 | 43 |
| Vehicle expenses | 1 | 1 | 1 | |
| Costs of premises | 3 | 3 | 4 | |
| Costs of technical equipment | 6 | 6 | 7 | |
| Consulting expenses | 15 | 22 | 5 | |
| Administrative expenses | 12 | 9 | 6 | |
| Other expenses | 10 | 10 | 2 | |
| Total expenses by type | 88 | 84 | 67 | |
| Personnel expenses | ||||||
|---|---|---|---|---|---|---|
| MSEK | Note | 2011 | 2010 | 2009 | ||
| Salaries and bonuses | 41 | 25 | 22 | 29 | ||
| Social security expenses | 41 | 10 | 6 | 9 | ||
| Pension costs – defined contribution plans | 41 | 6 | 5 | 5 | ||
| Total personnel expenses | 41 | 33 | 43 |
Audit fees and other fees
| MSEK | 2011 | 2010 | 2009 |
|---|---|---|---|
| PwC | |||
| – Audit assignment | 3 | 3 | 3 |
| – Auditing activities other than audit assignment | 1 | 1 | – |
| – Tax Advice | 1 | 1 | 2 |
| – Other assignments | 1 | 1 | 2 |
| Total PwC | 6 | 6 | 7 |
Audit assignment refers to fees for the statutory audit, that is, such work that has been necessary to issue the audit report. Also included is audit advice provided in conjunction with the audit assignment.
NOTE 41 Personnel
Average number of full time equivalent employees: distribution by gender
| 2011 | 2010 | 2009 | |
|---|---|---|---|
| Number of employees | 17 | 15 | 13 |
| (of whom men) | (10) | (9) | (9) |
Total salary expenses: Board, President and Other employees
| Salaries | Social security contri butions |
(of which pension) |
Salaries | Social security contri- butions |
(of which pension) |
Salaries | Social security contri butions |
(of which pension) |
|
|---|---|---|---|---|---|---|---|---|---|
| MSEK | 2011 | 2010 | 2009 | ||||||
| Board and President | 8 | 5 | (2) | 7 | 5 | (2) | 10 | 5 | (2) |
| Other employees | 17 | 11 | (4) | 15 | 6 | (3) | 19 | 9 | (3) |
| Total | 25 | 16 | (6) | 22 | 11 | (5) | 29 | 14 | (5) |
The President received variable remuneration amounting to MSEK 1 in 2011. The President did not receive any variable remuneration in 2010, while, in 2009, the President received variable remuneration amounting to MSEK 4.
The remuneration to the President constitutes fixed salary, variable remuneration, pension and insurance benefits, and a company car. The variable remuneration is capped at 100 percent of the basic salary. The President's pension and absence due to illness benefits correspond to 30 percent of the fixed salary. In the event of termination of the employment agreement on the part of the Company, the President is entitled to twelve months' notice and to severance pay corresponding to twelve months' salary. Further information on remuneration to members of Group management is shown in Note 11.
NOTE 42 Result from participations in Group companies
| MSEK | 2011 | 2010 | 2009 |
|---|---|---|---|
| Dividends | –4 | 230 | 224 |
| Gain on sale of shares in subsidiaries | 60 | – | – |
| Group contributions | 125 | – | – |
| Total result from participations in Group companies | 181 | 230 | 224 |
In 2011, anticipated dividend has not been reported from subsidiaries. Reported dividends relate to the reversal of the expected anticipated dividends from 2010.
Gain on sale of shares in subsidiaries relates to intra-group sales of a subsidiary.
Pricing of transactions between Parent Company and subsidiaries are undertaken according to business principles. These transactions have Loomis AB, registration number 556620-8095, as a parent company.
NOTE 43 Result from other financial investments
Financial income
| MSEK | 2011 | 2010 | 2009 |
|---|---|---|---|
| Interest income | 141 | 167 | 238 |
| Exchange rate differences | 659 | 685 | 669 |
| Total financial income | 800 | 852 | 908 |
Financial expenses
| MSEK | 2011 | 2010 | 2009 |
|---|---|---|---|
| Interest expenses | –75 | –82 | –110 |
| Exchange rate differences | –676 | –687 | –664 |
| Other financial expense | –4 | –24 | –14 |
| Total financial expenses | –755 | –793 | –789 |
| Financial income and expenses, net | 45 | 59 | 119 |
NOTE 44 Appropriations
| MSEK | 2011 | 2010 | 2009 |
|---|---|---|---|
| Allocation to tax allocation reserve, Tax 2010 | – | – | –82 |
| Allocation to tax allocation reserve, Tax 2011 | – | –75 | – |
| Reversal of tax allocation reserve, Tax 2010 | – | 25 | – |
| Allocation of tax allocation reserve, Tax 2012 | –64 | – | – |
| Total appropriations | –64 | –50 | –82 |
NOTE 45 Tax on income for the year
Statement of income
Tax expenses MSEK 2011 % 2010 % 2009 % Tax on income before taxes – current tax expense –57 –17.1 –68 –18.1 –65 –15.9 – tax as a result of changed tax assessment –1 –0.3 –5 –0.2 –3 –0.7
The Swedish corporate tax rate amounted to 26.3 percent. The total tax rate on income before taxes amounted to –17.4 percent (–13.7 and –12.2).
– deferred tax expenses – – 17 4.6 18 4.4 Total tax expenses –58 –17.4 –56 –13.7 –50 –12.2
Difference between statutory Swedish tax rate and actual tax expenses for the Parent Company
| MSEK | 2011 | % | 2010 | % | 2009 | % |
|---|---|---|---|---|---|---|
| Tax based on Swedish tax rate | –71 | –26.3 | –99 | –26.3 | –107 | –26.3 |
| Taxes attributable to previous periods | – | – | –5 | –1.6 | –3 | –0.7 |
| Foreign taxes | –1 | –0.3 | – | – | – | – |
| Non-deductible expenses/non-taxable income, net | 14 | 9.2 | 48 | 14.2 | 61 | 14.8 |
| Total tax expenses | –58 | –17.4 | –56 | –13.7 | –50 | –12.2 |
Non-taxable income for 2011 consists primarily of income from sales of shares. For 2010 and 2009, non-taxable income consists primarily of anticipated dividends.
Balance Sheet
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Deferred tax assets/ tax liabilities | |||
| Tax on foreign exchange effects reported directly in shareholders' equity | – | – | 2 |
| Tax on reserve for severance pay | – | – | – |
| Total deferred tax assets/ tax liabilities, Net | – | – | 2 |
| Statement of changes in deferred tax assets | |||
| Opening balance | – | 2 | 1 |
| Change in items reported in the statement of income | – | – | –1 |
| Change in items reported in shareholders' equity | – | –2 | 2 |
| Closing balance | – | 0 | 2 |
| Changes during the year | – | –2 | 1 |
| Statement of changes in deferred tax liabilities | |||
| Opening balance | – | – | –37 |
| Reclassification to current tax liabilities | – | – | 37 |
| Change in items reported in shareholders' equity | – | – | – |
| Closing balance | – | – | – |
| Changes during the year | – | – | 37 |
| Current tax assets/ tax liabilities | |||
| Current tax assets | 0 | 9 | 1 |
| Current tax liabilities | –18 | –127 | –88 |
| Current tax assets/ tax liabilities, Net* | –18 | –118 | –86 |
* For 2009, the reclassification from deferred tax liabilities to current tax liabilities amounts to MSEK –37.
NOTE 46 Machinery and equipment
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Opening acquisition cost | 2 | 2 | 2 |
| Investments | 0 | 0 | 0 |
| Disposals | –1 | –0 | – |
| Closing accumulated acquisition cost | 1 | 2 | 2 |
| Opening depreciation | –1 | –1 | –1 |
| Depreciation for the year | –0 | –0 | –0 |
| Disposals | 1 | 0 | – |
| Closing accumulated depreciation | 0 | –1 | –1 |
| Closing residual value according to plan | 1 | 1 | 1 |
NOTE 47 Shares in subsidiaries
| Subsidiary | Corporate Identification number | Registered office Share of equity% | Book value (MSEK) | |
|---|---|---|---|---|
| Loomis Norge Holding AS | 984912277 | Norway | 100 | 34 |
| Loomis Sverige AB | 556191-0679 | Sweden | 100 | 69 |
| Loomis Schweiz SA | 539636 | Switzerland | 100 | 4 |
| Loomis Holding UK Ltd | 2586369 | UK | 100 | 832 |
| Loomis Österreich GmbH | FN 104649x | Austria | 99 | 114 |
| Loomis Holder Spain SL | B-83379685 | Spain | 100 | 870 |
| Loomis Suomi Oy | 1773520-6 | Finland | 100 | 171 |
| Loomis Holding France | 498543222 | France | 100 | 558 |
| Loomis Holding US, Inc. | 47-0946103 | USA | 100 | 689 |
| Loomis Danmark A/S | 10082366 | Denmark | 100 | 86 |
| Loomis Reinsurance Ireland Ltd | 152439 | Ireland | 100 | 110 |
| Loomis International Services GmbH | FN 320790 | Austria | 100 | 7 |
| Loomis Slovensko, s.r.o. | 44 557 302 | Slovakia | 100 | 10 |
| Loomis Czech Republic a.s. | 26110709 | Czech Republic | 100 | 21 |
| Loomis Güvenlik Hizmetleri AS | 539774 | Turkey | 58 | 55 |
| Loomis UK Finance Company Ltd | 7834722 | UK | 100 | 3,060 |
| Total shares in subsidiaries | 6,690 |
Shares in subsidiaries
| MSEK | 2011 | 2010 | 2009 |
|---|---|---|---|
| Opening balance, January 1 | 3,446 | 3,420 | 3,420 |
| Loomis International Services GmbH is founded | – | – | 0 |
| Loomis Slovensko s.r.o. is founded | – | – | 0 |
| Acquisition of Agency of Security FENIX CIT a.s. | – | 18 | – |
| Shareholders' contribution Agency of Security FENIX CIT a.s. | – | 3 | – |
| Disposal of shares Loomis SASU France | –421 | – | – |
| Shareholders' contribution Loomis Holding France | 481 | – | – |
| Acquisition of Erk Armored Turkey | 15 | – | – |
| Shareholders' contribution Loomis Güvenlik Hizmetleri AS | 40 | – | – |
| Shareholders' contribution Loomis UK Finance Company Ltd | 3,060 | – | – |
| Shareholders' contribution Loomis Österreich GmbH | 57 | – | – |
| Shareholders' contribution Loomis Slovensko s.r.o. | 6 | 5 | – |
| Shareholders' contribution Loomis International Services GmbH | 6 | – | – |
| Closing balance, December 31 | 6,690 | 3,446 | 3,420 |
Changes in participations in subsidiaries during 2011 are, primarily, a result of internal legal restructuring.
NOTE 48 Current receivables from subsidiaries
The amount consists primarily of group contributions from Loomis Sverige AB.
NOTE 49 Other current receivables
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Other current receivables | 7 | 6 | 4 |
| Total other current receivables | 7 | 6 | 4 |
NOTE 50 Prepaid expenses and accrued income
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Prepaid insurance premiums | 11 | 15 | 8 |
| Accrued interest income | 5 | 31 | 21 |
| Other items | 2 | 1 | 1 |
| Total prepaid expenses and accrued income | 18 | 47 | 31 |
NOTE 51 Changes in shareholders' equity
| Year | Event | Number of shares | Increase in share capital |
|---|---|---|---|
| 2004 | Number of shares, January 1, 2004 | 100,000 | 100,000 |
| 2006 | Bonus issue | 364,958,897 | 364,958,897 |
| 2008 | Bonus issue | 3 | 3 |
| 2008 | Reverse Split 1:5 | –292,047,120 | – |
| Total | 73,011,780 | 365,058,900 |
Shares issued in the Parent Company consist of both Class A and Class B shares. Each Class A share carries ten votes and each Class B share one vote. The distribution between the A and B shares as of December 31, 2011 is as follows:
| Class of shares | Voting rights | Number of shares outstanding |
|---|---|---|
| A | 10 | 3,428,520 |
| B | 1 | 69,583,260* |
| Total shares outstanding | 73,011,780 |
* Includes 124,109 shares which, as a result of Loomis´ Incentive scheme 2010, are in own custody per December 31, 2011.
Shareholders with more than 10 percent of the votes
The major shareholders are Investment AB Latour, which holds 10.3 percent of the capital and 29.2 percent of the votes, and Melker Schörling AB, which holds 8.6 percent of the capital and 13.9 percent of the votes. The major shareholders also hold, from time to time, an indirect ownership through other companies.
These shareholders have entered into a shareholders' agreement, according to which the parties aim to coordinate their actions with respect to the composition of the Board, the dividend policy, resolutions concerning changes in the articles of association or share capital, significant acquisitions or transfers, and the appointment of the CEO, and which also contains an agreement concerning pre-emptive rights should either party dispose of Class A shares. Apart from this, the Board of Loomis is not aware of any other shareholders' agreements, or any other agreements between shareholders in the Company aimed at exercising collective influence over the Company.
NOTE 52 Untaxed reserves
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Tax allocation reserve, 2010 | 57 | 57 | 82 |
| Tax allocation reserve, 2011 | 75 | 75 | – |
| Tax allocation reserve, 2012 | 64 | – | – |
| Total untaxed reserves | 196 | 132 | 82 |
NOTE 53 Accrued expenses and prepaid income
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 |
|---|---|---|---|
| Accrued personnel costs | 9 | 5 | 5 |
| Accrued consultancy fees | 1 | 4 | 1 |
| Accrued interest expenses | 15 | 15 | 15 |
| Other accrued expenses | 5 | 30 | 34 |
| Total accrued expenses and prepaid income | 30 | 54 | 54 |
NOTE 54 Items not affecting cash-flow
| 2011 | 2010 | 2009 |
|---|---|---|
| –800 | –852 | –907 |
| 755 | 793 | 789 |
| –181 | –230 | –224 |
| 0 | 0 | 0 |
| –226 | –289 | –342 |
The Parent Company's and the Group's statements of income and balance sheets are subject to adoption at the Annual General Meeting on May 8, 2012.
The Board of Directors and the President certify that the consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the EU, and provide a true and fair view of the financial position and performance of the Group. The annual report has been prepared in accordance with generally accepted accounting principles, and provides a true and fair view of the financial position and performance of the Parent Company.
The administration report for the Group and Parent Company provides a true and fair view of the development of the activities, financial position, and performance of the Group and Parent Company, and describes the significant risks and uncertainties faced by the Parent Company and companies which form part of the Group.
Stockholm, March 19, 2012
Alf Göransson Chairman
Jan Svensson Board Member Ulrik Svensson Board Member
Marie Ehrling Board Member Signhild Arnegård Hansen Board Member
Lars Blecko President and CEO, Board Member
Our audit report was presented on March 19, 2012 PricewaterhouseCoopers AB
Patrik Adolfson Authorized Public Accountant
Auditor's report (translation of the Swedish original)
To the annual meeting of the shareholders of Loomis AB (publ), corporate identity number 556620-8095
Report on the annual accounts and consolidated accounts We have audited the annual accounts and consolidated accounts of Loomis AB for the year 2011. The annual accounts and consolidated accounts of the company are included in the printed version of this document on pages 38–93.
Responsibilities of the Board of Directors and the President for the annual accounts and consolidated accounts
The Board of Directors and the President are responsible for the preparation and fair presentation of these annual accounts and consolidated accounts in accordance with International Financial Reporting Standards, as adopted by the EU, and the Annual Accounts Act, and for such internal control as the Board of Directors and the President determine is necessary to enable the preparation of annual accounts and consolidated accounts that are free from material misstatement, whether due to fraud or error.
Auditor's responsibility
Our responsibility is to express an opinion on these annual accounts and consolidated accounts based on our audit. We conducted our audit in accordance with International Standards on Auditing and generally accepted auditing standards in Sweden. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the annual accounts and consolidated accounts are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the annual accounts and consolidated accounts. The procedures selected depend on the auditor's judgement, including the assessment of the risks of material misstatement of the annual accounts and consolidated accounts, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the company's preparation and fair presentation of the annual accounts and consolidated accounts in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Board of Directors and the President, as well as evaluating the overall presentation of the annual accounts and consolidated accounts.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinions
In our opinion, the annual accounts have been prepared in accordance with the Annual Accounts Act and present fairly, in all material respects, the financial position of the parent company as of 31 December 2011 and of its financial performance and its cash flows for the year then ended in accordance with the Annual Accounts Act, and the consolidated accounts have been prepared in accordance with the Annual Accounts Act
and present fairly, in all material respects, the financial position of the group as of 31 December 2011 and of their financial performance and cash flows in accordance with International Financial Reporting Standards, as adopted by the EU, and the Annual Accounts Act. The statutory administration report is consistent with the other parts of the annual accounts and consolidated accounts.
We therefore recommend that the annual meeting of shareholders adopt the income statement and balance sheet for the parent company and the group.
Report on other legal and regulatory requirements
In addition to our audit of the annual accounts and consolidated accounts, we have examined the proposed appropriations of the company's profit or loss and the administration of the Board of Directors and the President of Loomis AB for the year 2011.
Responsibilities of the Board of Directors and the President
The Board of Directors is responsible for the proposal for appropriations of the company's profit or loss, and the Board of Directors and the President are responsible for administration under the Companies Act.
Auditor's responsibility
Our responsibility is to express an opinion with reasonable assurance on the proposed appropriations of the company's profit or loss and on the administration based on our audit. We conducted the audit in accordance with generally accepted auditing standards in Sweden.
As a basis for our opinion on the Board of Directors' proposed appropriations of the company's profit or loss, we examined the Board of Directors' reasoned statement and a selection of supporting evidence in order to be able to assess whether the proposal is in accordance with the Companies Act.
As a basis for our opinion concerning discharge from liability, in addition to our audit of the annual accounts and consolidated accounts, we examined significant decisions, actions taken and circumstances of the company in order to determine whether any member of the Board of Directors or the President is liable to the company. We also examined whether any member of the Board of Directors or the President has, in any other way, acted in contravention of the Companies Act, the Annual Accounts Act or the Articles of Association.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Opinions
We recommend to the annual meeting of shareholders that the profit be appropriated in accordance with the proposal in the statutory administration report and that the members of the Board of Directors and the President be discharged from liability for the financial year.
Stockholm, March 19, 2012 PricewaterhouseCoopers AB
Patrik Adolfson Authorized Public Accountant
Five Year Overview
Revenue and income, summary
| MSEK | 2011 | 2010 | 2009 | 2008 | 2007 |
|---|---|---|---|---|---|
| Revenue, continuing operations | 10,441 | 10,990 | 11,934 | 10,899 | 11,107 |
| Revenue, acquisitions | 532 | 43 | 55 | 360 | 290 |
| Total revenue | 10,973 | 11,033 | 11,989 | 11,258 | 11,397 |
| Real growth, % | 7 | –1 | –2 | –1 | 2 |
| Organic growth, % | 1 | –1 | –3 | 3 | 1 |
| Operating income before amortization (EBITA) | 912 | 882 | 837 | 748 | 259 |
| Operating margin before amortization, (EBITA), % | 8.3 | 8.0 | 7.0 | 6.6 | 2.3 |
| Operating income (EBIT) | 805 | 866 | 821 | 733 | –437 |
| Operating margin (EBIT), % | 7.3 | 7.8 | 6.8 | 6.6 | –3.8 |
| Financial income | 16 | 3 | 15 | 35 | 50 |
| Financial expenses | –78 | –110 | –130 | –199 | –178 |
| Income before tax | 743 | 759 | 706 | 569 | –565 |
| Income tax | –230 | –262 | –206 | –145 | –316 |
| Net income for the year | 513 | 496 | 500 | 424 | –881 |
Statement of cash flows, additional information
| MSEK | 2011 | 2010 | 2009 | 2008 | 2007 |
|---|---|---|---|---|---|
| Income before amortization (EBITA) | 912 | 882 | 837 | 748 | 259 |
| Depreciation | 658 | 687 | 752 | 675 | 672 |
| Change in accounts receivable | 28 | –39 | 85 | 79 | –52 |
| Change in other operating capital employed | –58 | 115 | –82 | –231 | 168 |
| Cash flow from operating activities before investments |
1,540 | 1,645 | 1,592 | 1,271 | 1,046 |
| Investments in fixed assets, net | –840 | –708 | –803 | –829 | –737 |
| Cash flow from operating activities | 700 | 938 | 789 | 442 | 309 |
| Cash flow from operating activities as % of | |||||
| operating income before amortization | 77 | 106 | 94 | 59 | 120 |
| Financial items received/paid | –62 | –107 | –109 | –168 | –125 |
| Income tax paid | –274 | –261 | –147 | –6 | –207 |
| Free cash flow | 364 | 569 | 533 | 268 | –22 |
| Cash flow effect of items affecting comparability and acquisition-related restructuring costs |
–1 | –6 | –3 | –457 | –888 |
| Sales of fixed assets (LCM) | – | – | – | – | 257 |
| Divestiture of operations | – | – | – | 1 | – |
| Acquisition of operations | –693 | –82 | –9 | –52 | –281 |
| Dividend paid | –256 | –193 | –164 | –245 | –250 |
| Group contributions paid | – | – | – | –182 | – |
| Group contributions received | – | – | – | – | 9 |
| Shareholder contributions received | – | – | – | 900 | – |
| Repayment of leasing liabilities | –6 | –17 | –38 | –43 | –27 |
| Change in interest-bearing net debt, excl. liquid funds | 741 | 375 | –545 | 210 | 1,289 |
| Cash flow for the year | 150 | –104 | –226 | 402 | 85 |
Financial position and return, summary
| MSEK | Dec 31, 2011 | Dec 31, 2010 | Dec 31, 2009 | Dec 31, 2008 | Dec 31, 2007 |
|---|---|---|---|---|---|
| Goodwill | 3,281 | 2,582 | 2,760 | 2,965 | 2,533 |
| Tangible fixed assets | 2,887 | 2,610 | 2,878 | 2,967 | 2,519 |
| Interest-bearing fixed assets | 63 | 29 | 46 | 60 | 152 |
| Other fixed assets | 696 | 498 | 449 | 447 | 376 |
| Interest-bearing current assets | 1 | 19 | 3 | 355 | 698 |
| Other current assets | 2,141 | 1,844 | 2,018 | 2,119 | 2,082 |
| TOTAL ASSETS | 9,069 | 7,582 | 8,153 | 8,913 | 8,360 |
| Shareholders' equity | 3,397 | 3,123 | 3,129 | 2,976 | 1,505 |
| Interest-bearing long-term liabilities | 2,671 | 629 | 1,480 | 72 | 113 |
| Other long-term liabilities | 969 | 879 | 820 | 808 | 726 |
| Interest-bearing current liabilities | 25 | 1,110 | 855 | 2,987 | 3,291 |
| Other current liabilities | 2,007 | 1,841 | 1,870 | 2,070 | 2,725 |
| TOTAL SHAREHOLDERS´ EQUITY AND LIABILITIES | 9,069 | 7,582 | 8,153 | 8,913 | 8,360 |
| Equity ratio, % | 37 | 41 | 38 | 33 | 18 |
| Interest-bearing net debt, MSEK | 2,220 | 1,432 | 1,899 | 2,375 | 2,530 |
| Capital employed, MSEK | 5,617 | 4,555 | 5,028 | 5,351 | 3,855 |
| Return on capital employed, % | 16 | 19 | 17 | 14 | 7 |
| Return on shareholders' equity, % | 15 | 16 | 16 | 14 | 59 |
Share Data
| 2011 | 2010 | 2009 | 2008 | 2007 | |
|---|---|---|---|---|---|
| Number of outstanding shares, (million) | 73.0 | 73.0 | 73.0 | 73.0 | 73.0 |
| Earnings per share before dilution, SEK1) | 7.03 | 6.80 | 6.85 | 5.80 | 0.092) |
| Earnings per share after dilution, SEK | 6.79 | 6.57 | 6.85 | n/a | n/a |
| Shareholders' equity per share, SEK | 46.54 | 42.77 | 42.85 | 40.76 | 20.61 |
1) Number of outstanding shares amounts to 73,011,780 which includes 124,109 shares which, as a result of Loomis' Incentive Scheme 2010, are in own custody per December 31, 2011.
2) Excluding items affecting comparability.
Quarterly Data
Statement of Income
| Oct–Dec Jul–Sep Apr–Jun Jan–Mar Full year Oct–Dec Jul–Sep Apr–Jun Jan–Mar Full year | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| MSEK | 2011 | 2011 | 2011 | 2011 | 2011 | 2010 | 2010 | 2010 | 2010 | 2010 |
| Revenue, continuing operations | 2,723 | 2,681 | 2,548 | 2,489 | 10,441 | 2,656 | 2,759 | 2,804 | 2,771 | 10,990 |
| Revenue, acquisitions | 158 | 201 | 135 | 37 | 532 | 35 | 6 | 2 | 0 | 43 |
| Total Revenue | 2,881 | 2,882 | 2,683 | 2,526 | 10,973 | 2,691 | 2,765 | 2,806 | 2,771 | 11,033 |
| Real growth, % | 8 | 9 | 7 | 1 | 7 | 0 | 0 | –1 | –3 | –1 |
| Organic Growth, % | 2 | 1 | 2 | 0 | 1 | 0 | 0 | –1 | –3 | –1 |
| Production Expenses | –2,223 | –2,243 | –2,100 | –1,991 | –8,556 | –2,060 | –2,120 | –2,186 | –2,150 | –8,516 |
| Gross Income | 659 | 639 | 584 | 535 | 2,417 | 631 | 644 | 620 | 621 | 2,516 |
| Gross margin, % | 22.9 | 22.2 | 21.8 | 21.2 | 22.0 | 23.5 | 23.3 | 22.1 | 22.4 | 22.8 |
| Selling and administrative expenses | –393 | –367 | –389 | –357 | –1,506 | –399 | –373 | –422 | –440 | –1,634 |
| Selling & Admin, % | –13.6 | –12.7 | –14.5 | –14.1 | –13.7 | –14.8 | –13.5 | –15.0 | –15.9 | –14.8 |
| Operating income before amortization (EBITA) |
266 | 273 | 195 | 179 | 912 | 232 | 271 | 198 | 181 | 882 |
| Operating margin before amortization, (EBITA), % | 9.2 | 9.5 | 7.3 | 7.1 | 8.3 | 8.6 | 9.8 | 7.0 | 6.5 | 8.0 |
| Amortization of acquisition-related intangible | ||||||||||
| assets | –7 | –6 | –5 | –4 | –21 | –4 | –4 | –5 | –4 | –17 |
| Acquisition-related costs | –6 | –5 | –23 | –7 | –42 | 0 | 0 | 0 | 0 | 0 |
| Items affecting comparability | 9 | – | –53 | – | –44 | – | – | – | – | – |
| Operating income (EBIT) Operating margin (EBIT), % |
262 9.1 |
262 9.1 |
114 4.2 |
168 6.7 |
805 7.3 |
229 8.5 |
267 9.7 |
193 6.9 |
177 6.4 |
866 7.8 |
| Financial income | 5 | 4 | 4 | 3 | 16 | 2 | 1 | 1 | 0 | 3 |
| Financial expenses | –20 | –19 | –20 | –19 | –78 | –32 | –24 | –27 | –28 | –110 |
| Income before tax | 247 | 247 | 98 | 152 | 743 | 199 | 244 | 167 | 149 | 759 |
| Income tax | –67 | –82 | –32 | –49 | –230 | –66 | –87 | –64 | –45 | –262 |
| Net income for the period | 180 | 165 | 65 | –103 | 513 | 133 | 157 | 103 | 104 | 496 |
Revenue and operating income by segment, summary
| Oct–Dec Jul–Sep Apr–Jun Jan–Mar Full year Oct–Dec Jul–Sep Apr–Jun Jan–Mar Full year | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| MSEK | 2011 | 2011 | 2011 | 2011 | 2011 | 2010 | 2010 | 2010 | 2010 | 2010 |
| Loomis Europe | ||||||||||
| Revenue | 1,778 | 1,813 | 1,713 | 1,630 | 6,934 | 1,733 | 1,777 | 1,749 | 1,765 | 7,024 |
| Real growth, % | 4 | 4 | 4 | 1 | 3 | 1 | 1 | 0 | –1 | 0 |
| Organic growth, % | 3 | 2 | 3 | 0 | 2 | 0 | 1 | 0 | –1 | 0 |
| Operating income before amortization (EBITA) | 204 | 218 | 151 | 141 | 714 | 198 | 215 | 142 | 135 | 689 |
| Operating margin before amortization, (EBITA), % | 11.5 | 12.0 | 8.8 | 8.7 | 10.3 | 11.4 | 12.1 | 8.1 | 7.6 | 9.8 |
| Loomis USA | ||||||||||
| Revenue | 1,104 | 1,069 | 971 | 896 | 4,039 | 958 | 987 | 1,057 | 1,006 | 4 009 |
| Real growth, % | 17 | 18 | 13 | 1 | 12 | 0 | –2 | –3 | –6 | –3 |
| Organic growth, % | 1 | 0 | 0 | –1 | 0 | –1 | –3 | –3 | –6 | –3 |
| Operating income before amortization (EBITA) | 89 | 75 | 67 | 63 | 295 | 67 | 78 | 80 | 70 | 296 |
| Operating margin before amortization, (EBITA), % | 8.1 | 7.0 | 6.9 | 7.1 | 7.3 | 7.0 | 7.9 | 7.6 | 7.0 | 7.4 |
Statement of cash flows, additional information
| Oct–Dec Jul–Sep Apr–Jun Jan–Mar Full year Oct–Dec Jul–Sep Apr–Jun Jan–Mar Full year | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| MSEK | 2011 | 2011 | 2011 | 2011 | 2011 | 2010 | 2010 | 2010 | 2010 | 2010 |
| Operating income before amortization (EBITA) | 266 | 273 | 195 | 179 | 912 | 232 | 271 | 198 | 181 | 882 |
| Depreciation | 169 | 169 | 159 | 162 | 658 | 163 | 169 | 177 | 178 | 687 |
| Change in accounts receivable | 54 | –28 | 22 | –20 | 28 | 21 | –48 | 52 | –63 | –39 |
| Change in other operating capital employed | 69 | 68 | –67 | –128 | –58 | 44 | 27 | 65 | –21 | 115 |
| Cash flow from operating activities | ||||||||||
| before investments | 557 | 482 | 308 | 193 | 1,540 | 460 | 420 | 490 | 275 | 1,645 |
| Investments in fixed assets, net | –323 | –205 | –195 | –116 | –840 | –263 | –161 | –168 | –116 | –708 |
| Cash flow from operating activities | 234 | 277 | 113 | 77 | 700 | 198 | 259 | 323 | 159 | 938 |
| Cash flow from operating activities as a % of | ||||||||||
| operating income before amortization (EBITA) | 88 | 102 | 58 | 43 | 77 | 85 | 95 | 163 | 88 | 106 |
| Financial items received/paid | –8 | –21 | –9 | –25 | –62 | –25 | –28 | –23 | –31 | –107 |
| Income tax paid | –45 | –43 | –79 | –108 | –274 | –107 | –68 | –58 | –27 | –261 |
| Free cash flow | 181 | 213 | 26 | 56 | 364 | 66 | 162 | 241 | 100 | 569 |
| Cash flow effect of items affecting comparabi lity and acquisition-related restructuring costs |
–0 | –0 | –0 | –0 | –1 | –0 | –0 | –1 | –4 | –6 |
| Acquisition of operations | –14 | –12 | –660 | –7 | –693 | –61 | –2 | –10 | –10 | –82 |
| Dividend paid | – | – | –256 | – | –256 | – | – | –193 | – | –193 |
| Repayment of leasing liabilities | –3 | –4 | 4 | –4 | –6 | –2 | –8 | –5 | –2 | –17 |
| Change in interest-bearing net debt excl. liquid funds |
–65 | –60 | 818 | 49 | 741 | –119 | –64 | –232 | 39 | –375 |
| Cash flow for the period | 100 | 137 | –68 | –19 | 150 | –116 | 89 | –200 | 123 | –104 |
Balance sheet, summary
| MSEK | Dec 31, 2011 Sep 30, 2011 Jun 30, 2011 Mar 31, 2011 | Dec 31, 2010 Sep 30, 2010 Jun 30, 2010 Mar 31, 2010 | ||||||
|---|---|---|---|---|---|---|---|---|
| Goodwill | 3,281 | 3,276 | 3,041 | 2,465 | 2,582 | 2,565 | 2,883 | 2,739 |
| Tangible fixed assets | 2,887 | 2,789 | 2,646 | 2,490 | 2,610 | 2,550 | 2,768 | 2,738 |
| Interest-bearing fixed assets | 63 | 60 | 59 | 78 | 29 | 28 | 53 | 45 |
| Other fixed assets | 696 | 645 | 595 | 491 | 498 | 558 | 552 | 476 |
| Interest-bearing current assets | 1 | 1 | 2 | 9 | 19 | 7 | 3 | 3 |
| Other current assets | 2,141 | 2,148 | 2,028 | 1,911 | 1,844 | 1,991 | 2,169 | 2,430 |
| TOTAL ASSETS | 9,069 | 8,917 | 8,371 | 7,444 | 7,582 | 7,699 | 8,428 | 8,432 |
| Shareholders' equity | 3,397 | 3,214 | 2,977 | 3,149 | 3,123 | 2,970 | 3,089 | 3,140 |
| Interest-bearing long-term | ||||||||
| liabilities | 2,671 | 2,642 | 2,496 | 1,644 | 629 | 1,307 | 1,349 | 1,276 |
| Other long-term liabilities | 969 | 953 | 864 | 799 | 879 | 981 | 988 | 857 |
| Interest-bearing current liabilities | 25 | 58 | 72 | 95 | 1,110 | 562 | 844 | 1,048 |
| Other current liabilities | 2,006 | 2,051 | 1,962 | 1,757 | 1,841 | 1,879 | 2,158 | 2,111 |
| TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES |
9,069 | 8,917 | 8,371 | 7,444 | 7,582 | 7,699 | 8,428 | 8,432 |
Notice of Annual General Meeting
The shareholders of Loomis AB are hereby invited to attend the Annual General Meeting ("AGM") to be held at 5 p.m. CET on Tuesday May 8, 2012 at Scandic Sergel Plaza, Brunkebergstorg 9, Stockholm. Registration for the AGM begins at 4 p.m. CET.
Notice of attendance
Shareholders wishing to attend the AGM must be recorded in the share register maintained by Euroclear Sweden AB (previously VPC AB), made as of Wednesday, May 2, 2012, and must notify the Company of their intention to participate in accordance with one of the following alternatives:
via mail: Loomis AB, "Årsstämma", PO Box 7839, 103 98 Stockholm, Sweden via telephone: +46-8-402 90 72 via Loomis' website: www.loomis.com
Registration shall take place no later than on Wednesday May 2, 2012, preferably before 4 p.m.
On giving notice of attendance, the shareholder shall state his or her name, personal identity number (registration number), address and telephone number. Proxy forms are available on the Company's website, www.loomis.com, and will be sent to shareholders contacting the Company and submitting their address. Any proxy or representative for a legal entity shall submit papers providing authorization from the legal entity in question prior to the AGM. As confirmation of the notification, Loomis AB will send an entry card to be presented at registration for the AGM.
In order to participate in the proceedings of the AGM, owners with nominee-registered shares must request their bank or broker to have their shares temporarily owner-registered with Euroclear Sweden AB. Such registration must be made as of Wednesday, May 2, and the banker or broker should, therefore, be notified in due time prior to this date.
Reporting dates for interim reports 2012
| January – March | May 8, 2012 |
|---|---|
| January – June | August 1, 2012 |
| January – September | November 9, 2012 |
| January – December | February 6, 2013 |
Addresses
HEAD OFFICE
Loomis AB PO Box 702 101 33 Stockholm Phone: +46 8 522 920 00 Fax: +46 8 522 920 10 [email protected]
Austria
Loomis Österreich GmbH Nordbahnstrasse 36/3/1 1020 Wien Phone: +43 1 211 11 326 Fax: +43 1 211 11 319
Czech Republic
Loomis Czech Republic a.s Sezmicka 2853/4 193 00 Prag Horni Pocernice Phone: + 420 277 003 850
Danmark
Loomis Danmark A/S Sydvestvej 98 2600 Glostrup Phone: +45 7026 4242 Fax: +45 7026 7535
Finland
Loomis Suomi Oy PO Box 6000 015 11 Vantaa Phone: +358 20 430 3000 Fax: +358 20 430 1050
France
Loomis France ZAC du Marcreux 20, rue Marcel Carné 93300 Aubervilliers Cedex Phone: +33 1 41 61 24 78 Fax:+33 1 49 37 75 18
Loomis International
Loomis International Services GmbH Nordbahnstrasse 36/3/1 1020 Wien Phone: +43 1 211 11 326 Fax: +43 1 211 11 319
Norway
Loomis Norge AS Postboks 9056 Gronland 0133 Oslo Phone: +47 23 03 80 50 Fax: +47 23 03 80 51
Portugal
Loomis Portugal, S.A Rua Rodrigues Lobo no 2 2799-553 Linda-a-Velha Phone: +351 210 122 500 Fax: +351 210 122 519
Slovakia
Loomis Slovensko, s.r.o. Vajnorska 140 831 04 Bratislava Phone: +421 2 4525 8989 Fax: +421 2 4525 8992
Slovenia
Loomis SIS d.o.o. Letaliska Cesta 10 2312 Maribor Phone: +43 1 21196 326 Fax: +43 1 21196 319
Spain
Loomis Spain, S.A. C/ Ahumaos, 35–37 Polígono Industrial La Dehesa de Vicalvaro 28055 Madrid Phone: +34 917 438 900 Fax: +34 913 718 426
Sweden
Loomis Sverige AB PO Box 902 170 09 Solna Phone: +46 8 522 246 00 Fax: +46 8 522 246 10
Switzerland
Loomis Schweiz SA Glattalstrasse 519 8153 Rümlang Phone: +41 43 211 25 25 Fax: +41 43 211 25 72
Turkey
Loomis Güvenlik Hizmetleri A.S. Yenibosna Köyaltı Mevkii, 29 Ekim Caddesi No:1 Kuyumcukent 1. Plaza Kat:8 D:838 34520 Bahçelievler Istanbul, Turkey Phone: +90 212 603 03 70 Fax: +90 212 603 03 71
United Kingdom
Loomis UK Ltd Ground Floor, Vega House Opal Court, Opal Drive Fox Milne Milton Keynes MK15 0DF Phone: +44 1908 355001
USA
Loomis US 2500 City West Blvd., Ste 900 Houston, TX 77042 Phone: +1 713 435 6700 Fax: +1 713 435 6905
Loomis AB, Gamla Brogatan 36–38, 2nd floor, PO Box 702, SE-101 33 Stockholm, Sweden Switchboard: +46 8 522 920 00, www.loomis.com