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RTX Annual Report 2012

Nov 22, 2012

3413_10-k_2012-11-22_7bab4092-c7c4-4700-9a92-d1c375d1fd99.pdf

Annual Report

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annual report 2011/12

contents dear shareholder summary financial highlights primary activity design services enterprise & voip activities and finances uncertainty intellectual resources research and development CSR prospects corporate governance supervisory board executive board statements financial statements Addresses technical terms

contents dear shareholder summary financial highlights primary activity design services enterprise & voip
activities and finances uncertainty intellectual resources research and development CSR prospects
corporate governance supervisory board executive board statements financial statements A ddresses technical terms

San José

contents

MANAGEMENT'S REVIEW

  • DEAR SHAREHOLDER
  • SUMMARY FOR THE YEAR
  • FINANCIAL HIGHLIGHTS FOR THE GROUP
  • PRIMARY ACTIVITY
  • Design services
  • Enterprise & voip
  • DEVELOPMENT IN ACTIVITIES AND FINANCES
  • UNCERTAINTY RELATING TO RECOGNITION AND MEASUREMENT
  • INTELLECTUAL CAPITAL RESOURCES
  • RESEARCH AND DEVELOPMENT ACTIVITIES
  • CORPORATE SOCIAL RESPONSIBILITY (CSR)
  • PROSPECTS FOR THE FINANCIAL YEAR 2012/13
  • Statutory report on corporate governance
  • SUPERVISORY BOARD
  • EXECUTIVE BOARD
  • STATEMENT BY THE MANAGEMENT ON THE ANNUAL REPORT
  • INDEPENDENT AUDITOR'S REPORT

FINANCIAL STATEMENTS

USA

San José Design Services US sales office is located in the heart of California's Silicon Valley, one of the country's major innovation centers, in close proximity to many of RTX's semiconductor partners and major customers.

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Noerresundby

HONg Kong

RTX DESIGNS AND PRODUCES ADVANCED WIRELESS SOLUTIONS FOR GLOBAL CLIENTS ACROSS A VARIETY OF MARKETS

Denmark

Noerresundby RTX is headquartered in Noerresundby. R&D, sales, projects and administration are situated here. RTX benefit from Aalborg University's wireless technology research and the areas cluster of communication and technology companies. There are approx. 120 employees in Noerresundby.

Hong Kong The strong Asian base of RTX. Approx. 50 employees work with product development, supply chain management and quality assurance of products, outsourcing, partners and sub-suppliers. In addition, Hong Kong houses sales & service support functions.

Globalt

RTX is represented globally in all major markets via its own sales organization or distributors.

contents dear shareholder summary financial highlights primary activity design services enterprise & voip activities and finances uncertainty intellectual resources research and development CSR prospects corporate governance supervisory board executive board statements financial statements Addresses technical terms

dear shareholder,

"THE PAST YEAR HAS NOT BEEN WITHOUT CHALLENGES FOR RTX, BUT LOOKING FORWARD WE STAND IN FRONT OF HARVESTING ON THE INVESTMENTS THAT WE HAVE MADE OVER THE LATest YEARS

Jesper Mailind, President & CEO

In the financial year 2011/12 RTX was impacted by the general economic development, and the demand for telephony products and accessories did not live up to our expectations. On the other hand, the sales of wireless design solutions and associated customer specific modules and components have developed well with our existing customers, and we developed new customer relationships.

Looking forward we are cautiously optimistic despite the continued uncertainty about the global economic development. The past years' turnaround in RTX, combined with investments and the strengthening of the business, makes RTX well prepared for the future. RTX is positioned to take advantage of the growing market for wireless communications, among others within the rapidly emerging area "The Internet of Things", where different devices are connected via the Internet. This applies to both communications from wireless sensors and communications solutions

based on IP telephony in the Enterprise field.

At the beginning of the financial year 2012/13 RTX stands with an almost finished complete renewal of the product range both within the Enterprise telephony field and within solutions to the SME business. The up-to-date products give RTX good opportunities to further penetrate the attractive verticals in these markets, where there are no imminent alternatives.

We have broadened our scope within the Wi-Fi area, among others by the cooperation initiated with Qualcomm Atheros. This cooperation is important to RTX, as it gives us access to Wi-Fi technology with low power consumption. In addition, the appointment of RTX as an official "design partner" for Qualcomm Atheros is a considerable recognition of our skills within complicated wireless systems. Our presence within the Wi-Fi area and the partnership with Qualcomm Atheros will bring

RTX in contact with completely new customer groups for sales of both design projects and standard or customized wireless modules.

The sales and distribution platform has been strengthened and enlarged globally over the past year in both our business units, enabling us to better capitalize on the investments made in the product portfolio and new technologies. In addition, we have continued to improve business processes, risk management and governance in order to facilitate the daily operation.

Consequently, RTX stands in front of executing on these opportunities in the coming years to the benefit of shareholders, stakeholders and employees.

The Supervisory Board proposes that the shareholders at the Annual General Meeting authorize the Company to acquire treasury shares at a total nominal value of up to 10% of the Company's share capital.

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summary for the year

The total revenue was lower than the previous financial year, but RTX generated positive results on EBIT level for the financial year 2011/12. The general economic climate impacted the growth in RTX, and consequently, in the interim report for the third quarter of 2011/12, RTX had to adjust the Group prospects on revenue and result for the financial year 2011/12. The gross margin improved due to changes in the product mix and the past years' focus. The capacity costs were kept on par with 2010/11, but depreciation and amortization increased as a consequence of the full year impact from amortization of the IP DECT - SME VoIP platform. Given RTX's strong solvency RTX decided to continue investments in new technologies and product platforms during the financial year, well aware that these investments would impact both EBIT and cash flow for the year. The ground for future development and growth has thus been laid by both business units.

In order to better reflect the breadth of RTX's offerings, as expert in designing and developing wireless communications solutions, the official name was

changed from RTX Telecom A/S to RTX A/S. The name change reflects that RTX's wireless technology is applied in more areas beyond those that are telephony related, including healthcare, home automation and machine to machine automation. At the same time, RTX's two business units also changed name to better reflect the core of their activity. RTX Technology was renamed to Design Services, and RTX Products was renamed to Enterprise & VoIP.

Design Services, who is an R&D design partner of wireless solutions and a supplier of wireless modules and test systems, grew 17.7% in revenue compared to the previous financial year. The growth was driven both by existing and new engineering design customers, and by a substantial growth within the ODM business. The result for the test systems was on par with the year before. The business unit achieved for the financial year a result that was better than the previous financial year.

Enterprise & VoIP, a supplier of advanced IP-telephony solutions for the Enterprise and SME market, experienced a negative revenue development of 18.9%. The business unit, being an OEM/ODM supplier, was impacted by lower demand from their customers, due to the weak economic climate. The gross margin was on par with the previous financial year, but due to the investments made in new product platforms the business unit generated a negative result for the financial year.

Financial highlights:

• In the financial year 2011/12 RTX achieved total revenue of DKK 191.3 million compared to DKK 204.9 million in the previous financial year. Revenue thus decreased by 6.6%. The realized revenue is lower than the revenue prospects stated in the financial report 2010/11 which was a revenue in the range of DKK 205-225 million for 2011/12. However, due to lowered forecasts from a number of the Group's customers during the summer 2012, RTX revised in the interim report for the third quarter of 2011/12 the revenue prospects to be around DKK 190 million.

revenue and gross profit

Ebit and profit

Cashflow from operations

million DKK

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  • • The gross margin improved from 57.9% in the last financial year to 59.9% in 2011/12.
  • • EBIT amounts to DKK 2.5 million, or 1.3%, compared to DKK 9.0 million, or 4.4% for the previous financial year. The realized EBIT result is lower than the EBIT prospects stated in the financial report for 2010/11 which was an EBIT result in the range of DKK 10-12 million for 2011/12. The EBIT prospects were in the interim report for the third quarter of 2011/12 revised to a range of DKK 2-3 million.
  • • The capacity costs are on par with the previous year and contain significant investments in new technologies and new product platforms.
  • • The operating cash flow amounts to DKK -8.2 million compared to DKK 17.0 million in the previous financial year. The net cash flow was heavily impacted by an increase in the working capital. Some products were phased out by the end of Q4 2010/11,

and RTX therefore ended with a low inventory in 2010/11. The launch of a new Skype phone and the launch of the first handset for Alcatel were in 2011/12 the main drivers behind an increased inventory which also increased the working capital. Even though RTX received external funding of DKK 5.0 million concerning the Enterprise platform, the net cash flow for 2011/12 was impacted by the continued investments in own development. The net cash flow for the year was consequently negative with DKK 18.8 million compared to a positive cash flow of DKK 1.0 million for the previous financial year.

• Development costs increased with DKK 11.5 million in 2011/12 to DKK 37.2 million. The capitalized development costs for new technologies and new product platforms are DKK 12.5 million compared to DKK 12.3 million the previous year. Amortization on development projects in 2011/12 amounted to DKK -3.7 million compared to DKK -0.9 million in 2010/11.

  • • The Group's equity amounted to DKK 156.3 million on 30 September 2012, which is an increase of DKK 4.4 million compared to the financial year 2010/11.
  • • The profit after tax amounted to DKK 1.9 million compared to DKK 3.9 million in the previous financial year.

The key business highlights:

  • • RTX changed name to better reflect the breadth of RTX's offerings, as expert in designing and developing wireless communications solutions. The official name was changed from RTX Telecom A/S to RTX A/S. The name change reflects that RTX's wireless technology goes into more areas beyond those that are telephony related, including healthcare, home automation and machine to machine automation.
  • • Qualcomm Atheros appointed RTX as an authorized design partner. The agreement enables Design Services to design on Qualcomm Atheros' Wi-Fi semiconductors and to offer low power Wi-Fi modules and customized solutions based on Qualcomm Atheros technology.
  • • Enterprise & VoIP has established a long-term cooperation with Alcatel Lucent concerning development and delivery of a new IP DECT product program. The first handsets to Alcatel Lucent were delivered on schedule in June 2012.
  • • The Company's IP DECT VoIP system was made interoperable with several leading PBX systems and the global distribution was substantially increased. The sales of the IP DECT – VoIP system grew satisfactorily during the year.

capital structure

cash equivalents and interest bearing debt

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  • • Low power Wi-Fi and DECT ULE standard modules were launched. The modules are IPv6 enabled and offer the opportunity for internet connection. The modules address the growing sensor market for "Internet of Things".
  • • RTX signed up leading distributors, among others Arrow Electronics and CODICO, for selling the low power wireless modules and the design services offerings in North America and Europe.
  • • A new Skype phone was launched offering HD Voice and enabling the user to make Skype calls without a PC.
  • • RTX continued to improve business processes, risk management and governance.

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financial highlights for the group

Amounts in millon DKK 2007/08 2008/091 2009/10 2010/11 2011/12
income statement items
Revenue 250.3 191.6 220.7 204.9 191.3
Gross profit
Operating profit/loss (EBIT)
146.7
-21.0
101.0
-36.3
114.6
13.4
118.7
9.0
114.6
2.5
Net financials 2.8 -22.5 0.8 -1.3 0
Profit/loss before tax -18.2 -58.6 14.2 7.7 2.5
Profit/loss for the year from continuing operations -18.3 -58.6 13.9 6.3 1.9
Profit/loss for the year from discontinued operations -7.4 -12.3 -29.0 -2.3 -
Profit/loss for the year -25.7 -70.9 -15.1 3.9 1.9
balance sheet items
Cash and current asset investments 99.5 70.6 71.4 66.9 47.7
Total assets 311.1 253.4 231.6 233.1 212.4
Equity 221.1 160.1 145.2 151.9 156.3
Liabilities 90.0 93.3 86.4 81.2 56.0
other key figures
Development cost financed by RTX before capitalisation 11.2 10.6 16.7 25.7 37.2
Capitalized development cost - - 2.8 12.3 12.5
Depreciation. amortisation and impairment 6.5 6.7 3.4 3.3 6.4
Cash flows from operations -12.5 -7.6 45.8 17.0 -8.2
Cash flows from investments 1.6 -13.0 13.4 -11.2 -9.2
Cashflow from financing activities -1.9 -0.1 -2.3 -2.4 -1.4
Investments in property. plant and equipment 1.5 1.2 0.3 0.8 1.2
Increase/decrease in cash and cash equivalents -17.7 -33.7 27.9 1.0 -18.8
key ratios
Growth in net turnover (percentage) 20.7 -23.5 15.2 -7.2 -6.6
Profit margin (percentage) -8.4 -18.9 6.1 4.4 1.3
Return on invested capital (percentage). continuing operations -13.5 -26.3 12.1 9.2 2.2
Return on equity (percentage). continuing operations -10.7 -30.1 8.3 4.2 4.1
Equity ratio (percentage) 71.1 63.2 62.7 65.2 73.6
employment
Average number of full-time employees 205 203 164 167 168
Revenue per employee (DKK '000) 1,221 943 1,345 1,226 1,138
Operating profit/loss per employee (DKK '000) -102 -179 82 54 15
shares (number of shares in thousands)
Average number of shares in circulation 9,289 9,289 9,289 9,289 9,289
Average number of diluted shares2 9,292 9,289 9,289 9,793 10,235
share data, dkk
per share at DKK 5
Profit/loss for the year (EPS) -2.8 -7.6 -1.6 0.4 0.2
Profit/loss for the year. diluted (DEPS) -2.8 -7.6 -1.6 0.4 0.2
Dividends 0 0 0 0 0
Equity value 23.8 17.2 15.6 16.3 16.8
Listed price 25.9 7.6 13.7 11.7 11.3

Note: The Group's financial year runs from 1 October to 30 September.

The stated key ratios have been calculated in accordance with "Recommendations and Ratios 2010" issued by the Danish Association of Financial Analysts.

1 Comparative figures for 2008/09 have been restated regarding discontinued operations.

2 Including unexercised warrants

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primary activity

RTX was established in May 1993. Since June 2000 the Company's shares have been listed on the NASDAQ OMX Copenhagen Stock Exchange. RTX is headquartered in Denmark and has facilities in Hong Kong and San Jose, USA.

The business foundation of RTX is the solid knowledge and know-how in designing advanced wireless short range radio systems and products. The know-how is primarily focused around solutions within the technology areas DECT, Wi-Fi™, CATiq™, Bluetooth® and VoIP.

In recent years, the market for different wireless applications has grown substantially. The growth is expected to continue through broader adoption of home automation, smart grid, healthcare and machine to machine (M2M) communications and IP-based telephony.

RTX possesses a unique combination of both software and hardware know-how. RTX takes projects from the concept stage all the way through specification, design, development, test and verification into a final product. In addition, RTX offers production services in Asia and Europe of OEM and ODM products. RTX's comprehensive view in the process from specification to a final product offers the customer the assurance of manufacturable solutions even if the customer has only contracted for a part of the process.

RTX's staff of highly experienced engineers and experts commands all relevant technical and professional disciplines. In addition, RTX holds the necessary facilities, including EMC and acoustic laboratories to conduct development work from the idea stage through to a production ready design.

The design development work is either based on customer request, and is thus customer financed, or is an internally

funded project in RTX, leading to an OEM/ODM product or a software package, for sale to a number of customers globally.

RTX's customers and partners count some of the most respected global brands such as Microsoft, Philips Healthcare, Siemens, Alcatel Lucent, Panasonic, NEC, Qualcomm Atheros, Dialog Semiconductor and Sennheiser.

Business units

The Group's activities are organized in two business units:

• Design Services, an R&D design partner of wireless solutions, supplier of wireless modules with Wi-Fi and DECT radio technologies, and supplier of test systems

• Enterprise & VoIP, an ODM/OEM supplier of advanced IP-telephony solutions for the Enterprise and SME market

Each business unit has its own dedicated development department and focused sales and marketing function, as well as control of own supply chain. The products and components are primarily sourced from a selected number of partners and suppliers, which have a record of a long-standing cooperation with RTX.

RTX Core Expertise

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Philips Healthcare

Design Services has developed wireless TDMA technology for the Intellivue MX40 system. The Intellivue MX40 is a small portable device for continuous monitoring of patients. It communicates with a dedicated wireless infrastructure also enabled by RTX. Philips Healthcare is one of the world's largest companies in the healthcare technology market.

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Design Services

Market and customers

Design Services is an R&D design outsourcing partner providing advanced wireless solutions, standardized or customized wireless modules, and test systems to major global brand owners. The solutions are typically applied within medical equipment, sensor solutions for home automation or industrial applications, wireless headsets, intercom systems, professional audio, gaming and machine to machine (M2M) communications.

Design Services has thorough technological knowledge of design and system integration of wireless protocols, products and solutions within the technologies Wi-Fi™, DECT, CAT-iq™, Bluetooth®, derivatives of these technologies, and within proprietary TDMA systems and cellular systems. The business unit has a longstanding close co-operation with semiconductor suppliers providing the above technologies in their ICs (integrated circuits).

In the engineering design services part of the business, Design Services acts as system integrator between the product owners, typically a major global company, and the IC supplier. The system expertise is a key differentiator between RTX and its design services competitors. The projects typically focus on new products and/or on new features in the customer's product portfolio, which are developed on the basis of Design Services' innovative software solutions, combined with the possibilities that exist in the ICs. The projects are typically carried out as customer paid development contracts based on a fixed NRE (Non-Recurring Engineering) amount with milestone payments.

In the wireless module area RTX offers standardized low power wireless modules based on Wi-Fi, DECT (Voice) or DECT ULE radio technologies. The modules are typically designed into major brand owners' products. In addition, RTX offers to take projects from the development stage into delivery of a final ODM product, often in the form of a customized module for integration in the customer's final product.

The test solutions combine Design Services' experience within complex wireless system development with the understanding of manufacturing electronic products, enabling Design Services to write test specifications as well as designing both standardized and customized test solutions. Design Services offers a portfolio of dedicated measuring- and test instruments consisting of both RFtesters and automatized production test equipment. In addition, Design Services offers turnkey test solutions customized for the customers' proprietary wireless systems as well as test set-up for laboratory and development use.

The year under review

For the financial year 2011/12 Design Services generated revenue of DKK 86.0 million, a growth of 17.7% compared to the previous financial year, which is highly satisfactory. All areas, the engineering design services, ODM, test systems and royalty came in at higher levels than the year before, and especially the ODM products grew substantially during the year.

The engineering design services, covering customer paid development projects, represent the main revenue for Design Services. Throughout the year, RTX continued work for a number of long-standing customers where Design Services plays the role as domain expert maintaining the wireless platform for the customer. In addition, new important customers were developed during the year.

Design Services has during the financial year worked on projects within audio, home automation and healthcare. Services with radio technologies as Bluetooth®, Wi-Fi™, DECT/CAT-iq™ and proprietary TDMA were offered to existing core customers.

The ODM business developed very satisfactorily with substantial growth from both existing and new customers. Revenue is generated from module units for integration into the customer's product. The ODM supplies typically follow an engineering design project, where Design Services offers supply of fully tested and certified mountingready components.

RTX was during the year appointed as an authorized design partner for Qualcomm Atheros. This was an important milestone and a considerable recognition of RTX's competencies and knowhow. The cooperation with Qualcomm Atheros has since the financial year 2010/11 broadened RTX's presence in the Wi-Fi field. The partnership with Qualcomm Atheros gives RTX access to the newest low power Wi-Fi technology which Design Services uses in design projects for customers, and in standardized and customized wireless modules. To ensure a low risk and fast-to-market launch of these new products a European PCBA supplier has been qualified to compliment our current suppliers.

During the year Design Services continued the development of low power wireless technologies and platforms, and introduced the low power wireless modules RTX4100 Wi-Fi and RTX 1050/1055 DECT ULE. The modules address wireless M2M communications within home automation, healthcare or the industrial space, where there is a growing need for among other sensor communication. The modules

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are thus prepared for connectivity to various sensors such as temperature, humidity, pressure, light and movement. The modules are IPv6 enabled, which means they are able to be accessed via the internet, and can be accessed via a number of cloud service providers.

The modules were introduced in June and October 2012 respectively and are marketed in cooperation with wellestablished electronics distributors like Arrow Electronics and CODICO. In addition, the sales force in the US and Europe has been strengthened during the year, and a US web store is up and running mainly to support the standard module business.

The test solution business showed modest growth over the previous year, with revenue generated from both existing and new customers. A contract for the multi-purpose test unit Smart ATE2300 was signed with a larger existing customer. A satisfactory sale of DECT and CAT-iq testers was achieved through the Asian distribution, driven by the increased demand to build DECT/ CAT-iq into home gateways. During the financial year 2011/12 the RTX test solutions started supporting LabVIEW™, which is a widespread user interface across several market segments.

Market opportunities and outlook

The world demand for wireless communication from sensors in a multitude of areas grows substantially in these years. This concerns among others wireless sensors for home automation and/or process controls to increase productivity in industrial or medical-related applications. With the initiatives taken in the past couple of years, where RTX has invested in low-energy versions

Market Wheel Design Services

The market wheel illustrates relevant customer segments for Design Services. The products are examples where Design Services offerings are integrated.

of the wireless technologies Wi-Fi and DECT, RTX is well positioned to benefit from this market development both as what concerns new design contracts and OEM/ODM business.

The new standard low power Wi-Fi modules and the cooperation with

Qualcomm Atheros brings RTX in contact with new customer groups which is expected to increase revenue from design projects and modules. Given the time, however, it takes from a module is "designed in" until a product is finally launched, revenue impact from module sales can only be expected towards

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the end of the financial year. RTX will continue investments within low power technologies and will also put increased focus on battery technologies and energy harvesting in the years to come.

The activities undertaken by Design Services are highly dependent on the customer's ability and will to invest in new technology, product pipeline and product upgrades. These investments are, in turn, dependent on the market development, which are impacted by the global economic climate.

However, the significant efforts in expanding the sales and distribution platforms, and the investments made in new technologies and platforms are expected to help Design Services compensate for a continued economic downturn. Design Services therefore all in all expects to produce business results on level with 2011/12.

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AIPHONE

RTX is supplying wireless technology to be used in door phone systems made by Japanese market leader AIPHONE. The technology is used for transferring video signals of the entrance wirelessly between room monitor stations, allowing the residents to monitor who is at the door before opening.

The systems are scalable and installed in different types of homes, from single family homes, apartments and multi-family homes with several entrances and with the option of security personnel operating the system as well.

AIPHONE was established in Nagoya in 1948 and has grown to become a global player on the intercom market. The company has subsidiaries in USA, France, Singapore, Hong Kong, Thailand and Vietnam.

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enterprise & voip

Market and customers

Enterprise & VoIP develops and supplies professional wireless IP-telephony for PBX systems in the Enterprise and SME markets. In addition, Enterprise & VoIP is a leading supplier of wireless phones for Skype telephony.

Enterprise & VoIP focuses on development, production and marketing of professional telephony equipment such as wireless handsets, base stations and repeaters for PBX systems and VoIP solutions. The solutions are based on DECT, CAT-iq™ and Wi-Fi™ technology and address the market for IP-telephony. The IP-telephony market is growing as the IP based solutions replace the analog based telephony infrastructure. The products are developed and sold on OEM/ODM basis, mainly to a number of leading global suppliers of PBX products (telephony switchboards and systems) or as private label products for regional distributors.

Enterprise & VoIP handles all tasks from idea to a final product. This includes idea generation, specification, development, supply chain, QA, marketing and sales.

The business unit has offices in Denmark and in Hong Kong, and has a close cooperation with a number of subsuppliers in Asia. The Group's technical know-how and software competencies in Denmark combined with mechanical design, hardware development, procurement and supply chain in Hong Kong and Asia gives Enterprise & VoIP a strong competitive position. The business model combines innovation at a high technical level with a low-cost structure and short time to market.

The year under review

The revenue for the financial year was DKK 103.2 million which was a drop of DKK 24.0 million from the previous year, and the result did not meet the expectations. The lower revenue was caused by reduced sales to the ODM customers in the Enterprise segment and by lower sales in the category Other Wireless. The demand in the various geographical markets was impacted by the low economic growth and the economic uncertainty. The VoIP sales developed satisfactorily compared to the previous year. The lower sales in the Other Wireless category was caused by a number of factors, including a delay in the launch of the new Skype phone, a customer put on credit hold, and phase out of a number of old products.

The capacity costs were at a higher level than the year before, driven by the investments in new product platforms. The result for the business unit for the year under review was negative.

During the year the business unit made significant investments in developing an up-to-date product portfolio. In the Enterprise segment a part of these investments were customer financed. The development of the new IP based wireless handset range for the Enterprise segment was initiated on customer requests in the financial year 2010/11. The development will continue into the financial year 2012/13.

The Enterprise handset range comprises several models and is IP based (Internet based telephony). The products represent the latest technologies, including Android with Touch technology and special ruggedized versions. The handsets will be available both in DECT and

Wi-Fi™ versions, and in combinations. The handset range will be customized to meet each of the PBX customers' specific needs and is designed to be backwards compatible with the customers' existing solutions.

The launch of the first product in the new Enterprise range (8232 DECT) to Alcatel Lucent was an important milestone in a long-term co-operation concerning development and delivery of a new IP DECT product program.

The new Enterprise product program has also been adopted by RTX's longstanding business partner NEC. NEC has since 2007 been selling RTX's existing Enterprise handset range. The new IP DECT based Enterprise series will ensure NEC to have an updated product program. The series are fully compatible with NEC's PBX solutions. NEC will start selling the first handsets in the new range around the year-end 2012.

The new IP DECT VoIP system, which was launched in the previous financial year, is designed for the SME businesses. The system is highly flexible as it can be scaled from a few handsets and base stations up to connecting 200 handsets and 40 base stations. The system features HD Voice and offers a substantially improved audio quality and seamless handover. RTX has during the year strengthened sales through a number of new distributor agreements. In addition, the compatibility with different PBX systems for the IP DECT VoIP system has been further strengthened. The products are now distributed to the most important markets. The sales developed satisfactorily during the year though many distributors were still in the launch phase.

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The new Skype phone, RTX4088, was launched by the end of March. The phone offers new features such as HD audio and dual account. The RTX4088 phone can be used as both a Skype phone and a normal PSTN phone, and the phone holds the possibility of two Skype accounts in the same household. The phone replaced the former DUALphone 3088 model which was launched in 2006. The actual launch of the RTX4088 phone was a bit later than anticipated, but the sales in the second half of the year were satisfactory.

During the last couple of years, major investments have gone into renewing the product portfolio within the Enterprise, VoIP and Skype area. While the development of the new Enterprise range will continue throughout the financial year 2012/13, the other areas will enter into maintenance mode. Consequently, the development resources have been reduced towards the end of the financial year 2011/12.

Market opportunities and outlook

In the Enterprise market there is an ongoing need for mobility solutions offering voice and messaging capability. Though on-site mobility needs in some office environments are addressed towards cell phones or soft phones with PBX connectivity there is a large remaining market for ruggedized wireless handsets, representing approx. 2.3 million handsets per year globally. Those handsets are mainly based on DECT, IP DECT or Wi-Fi. The market consists of verticals like healthcare, heavy manufacturing, mining and the service sector, who demand company specific ruggedized solutions. This is the market

Market Wheel Enterprise & VoIP

The market wheel illustrates relevant customer segments for Enterprise & VoIP. The products are examples of the product portfolio in each segment.

that Enterprise & VoIP addresses as an ODM/OEM supplier. The total market is expected to remain constant.

With a competitive and updated product offering in terms of the new Enterprise

range and the multi-cell VoIP system for small and medium-sized businesses, RTX stands well positioned to grow its market share. The business unit expects on this background, and based on contracts already entered, to grow both

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in Enterprise and in the VoIP segments. The VoIP segment should moreover benefit from the distribution agreements and first launches that have happened in the past 12 months. The investments in the new wireless IP based Enterprise platform will continue throughout the year to finalize the last handset models.

Though the basic market conditions are favorable, and the updated product portfolio is attractive and competitive, the Enterprise and the SME market for telephony is and will continue to be influenced by the overall global economic climate. With the up-to-date competitive product portfolio and the investments made in better VoIP distribution, Enterprise & VoIP is, however, expected to be able to compensate for the general market uncertainty. The business results will be better than the previous financial year and the result is expected to be positive.

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NEC

Celebrity Cruises' newest cruise ship Celebrity Silhouette sets sail with NEC's advanced IP DECT-based mobile communications onboard.

NEC solutions provide reliable, secure shipboard communications giving cruise ship guests mobile communications even when they're out of reach of public cellular services. NEC was the first company to introduce a unique Dual Band portfolio enabling ships to use IP-DECT at different international ports where DECT frequency bands

may differ. Switching to the correct frequency band is done automatically.

RTX delivers a unique portfolio of dual band DECT handsets to NEC. Dual band handsets allow the cruise liners to cross the oceans without interference to their communication network.

NEC Corporation is a leader in the integration of IT and network technologies that benefit businesses and people around the world.

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developmentin activities and finances

Financial statements 2011/12

The comments on the financial statements are, unless otherwise stated, based on the consolidated figures in the annual report for 2011/12 and compared with the corresponding consolidated figures for 2010/11. The Parent's financial development is not described separately, as the Parent represents the main part of the Group. The development is described separately for the Parent if the development deviates from the Group

In the Group's annual report the discontinued operations are presented in accordance with IFRS 5, which means, among other things, that profit/loss after tax from discontinued operations is shown separately in the Group's and the Parent's income statement, and that the related comparative figures have been restated.

Consolidated income statement Revenue

In 2011/12, the Group generated a revenue of DKK 191.3 million, which is a decrease of 6.6% compared to last year's revenue of DKK 204.9 million. The achieved revenue was thus in line with the expectations stated in the Announcement for the third quarter 2012. The realized revenue is however below the expectations stated in the financial statement 2010/11. The lower revenue was mainly caused by reduced sales to the ODM customers in the Enterprise segment, as the demand in the various geographical markets was impacted by the low economic growth and the uncertainty about economic recovery.

The development in the revenue in the Parent company was due to a reorganization and optimization of the business processes in the beginning of the financial year 2011/12.

Gross profit/loss and gross margin

RTX's gross profit amounted to DKK 114.6 million, which is a decrease of 3.5% compared to last year's gross profit of DKK 118.7 million. The gross margin however increased from 57.9% in 2010/11 to 59.9% in 2011/12. The reason for the increase is a changed product mix as a larger share of the Group revenue and gross profit derives from the business unit Design Services, which in general sells with a higher gross margin than the business unit Enterprise & VoIP.

Other external expenses

Other external expenses amounted to DKK 30.6 million, which is a decrease of DKK 5.0 million compared to 2010/11. The main reason is that the Group in 2010/11 wrote down significant dubious debtors. This has not been the case in 2011/12. Actually, a part of the write down last year was recovered in 2011/12 (ref. note 20).

Staff costs

Staff costs amounted to DKK 87.7 million, which is DKK 4.6 million more than last year's staff costs of DKK 83.1million. Staff costs were increased to strengthen the organization in Denmark as well as Hong Kong, and to make the Group able to carry out the investments in new product platforms and technology.

The average number of employees in the Group's continuing operations increased from 163 in 2011/12 to 168 in 2011/12. The number of employees at the end of the financial year increased from 164 in 2010/11 to 168 in 2011/12.

Value of own work transferred to assets

The Group has continued last year's investments in own development project in order to exploit the expected business opportunities further. The VoIP system was launched in 2010/11 and towards the end of third quarter 2011/12 the group launched and supplied the first handsets in a new product program to one of the large global PBX suppliers. Due to the partial RTX financing and time lags between the investments and the customers' payments, the capitalization of the development costs concerning the handset range for the Enterprise market continued in 2011/12. Reimbursements of DKK 5.0 million from customers relating to the Enterprise platform were received in the 2011/12 financial year compared to DKK 0 million in 2010/11. The reimbursements received were offset directly against the intangible assets.

The value of own work transferred to assets was DKK 12.5 million compared to DKK 12.3 million in 2010/11.

Amortisation, depreciation and impairment

The Group's amortisation, depreciation and impairment increased from DKK 3.3 million in 2010/11 to DKK 6.4 million in 2011/12. Amortisation related to the RTX development projects in 2011/12 was DKK 3.8 million which was an increase of DKK 2.9 million compared to 2010/11.

Operating profit/loss (EBIT)

Operating profit/loss (EBIT) was a profit of DKK 2.5 million compared to a profit of DKK 9.0 million in the financial year 2010/11. The realized profit was in line with the expectation announced in the interim report for third quarter 2011/12.

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Net financials

The net financial expense was DKK 0 million compared to an expense of DKK 1.3 million in the financial year 2010/11.

The exchange rate gain (net) amounts to DKK 0.2 million in 2011/12 compared with loss of DKK 1.1 million the previous year. The major part of the Group's cash funds is invested in current asset investments and bank deposits.

The exhange rate gain (net) in the Parent was on par with last year. The Parent has granted a loan of DKK 0.6 million to the subsidiary in Brazil, which similar to the handling last year was expensed.

Profit/loss before tax for the year from continued operations

The profit before tax for 2011/12 amounts to DKK 1.9 million compared to a profit of DKK 3.9 million in the financial year 2010/11.

Tax on profit/loss for the year

Tax on the profit for the year was recognized at DKK 0.6 million compared to DKK 1.5 million last year. The tax on the profit concerns the Group's activities in Hong Kong and withholding taxes in the Parent which are paid on the earnings from license- and royalty agreements made with foreign companies.

Similar to the financial year 2011/12 the deferred tax asset has similar to the financial year 2010/11 not been recognized in the balance sheet for 2011/12, due to uncertainty regarding the use of deferred tax assets (ref. note 2).

Profit/loss for the year from discontinued operations

The acitivity is discontinued. However management is investigating if it is possible to recover some of the outstanding amount from the activities and a way to wind up the Brazilian subsidiary.

The loss for the year from discontinued operations amounts to DKK 0 million against a loss of DKK 2.3 million in the financial year 2010/11.

Profit/loss for the year

Total profit for 2011/12 amounted to DKK 1.9 million compared to a profit of DKK 3.9 million last year.

Earnings per share (EPS)

Earnings per share (EPS) from continuing operations amounted to DKK 0.2 compared to DKK 0.7 the year before. Earnings per share (EPS) from continuing and discontinuing operations amounted to DKK 0.2 compared to DKK 0.4 the year before.

Consolidated balance sheet

The Group's balance sheet total amounted to DKK 212.4 million at 30 September 2012, which is a decrease of DKK 20.7 million compared to last year. The decrease in the balance sheet is composed by a decrease in shortterm assets of DKK 23.5 million and an increase in long-term assets of DKK 2.8 million.

During the year, the Group equity increased by DKK 4.4 million, from DKK 151.9 million to DKK 156.3 million. The equity ratio is 73.6% in 2011/12 compared to 65.2% in 2010/11.

The Supervisory Board will recommend to the Annual General Meeting on 25 January 2013 that no dividend is paid for the financial year 2011/12.

The Company's holding of 144,584 treasury shares was acquired in the financial years 2004/05 and 2006/07 in order to hedge the liabilities related to the share options granted by the Company to a limited number of executives. The Company has neither acquired nor sold treasury shares in the financial year 2011/12.

As a result of the recent years' restructuring of the business combined with the strong equity ratio the supervisory board intends to propose that the shareholders at the annual general meeting authorize the company to acquire treasury shares at a total nominal value of up to 10% of the company's share capital.

Consolidated cash flows and financing from the continuing operations

Cash flows from operations amounted to negative DKK 8.2 million compared to positive DKK 17.0 million in 2010/11. The development is driven by changes in the working capital, which had a negative impact on the cash flow with DKK 12.5 million compared to positive DKK 8.0 million in 20110/11. The changes in the working capital were driven by the launch of the new Skype phone and the launching of the first handset to Alcatel which has increased the stock level in 2011/12.

Cash flows from investments, comprising investments in intangible assets, property, plant and equipment and other non-current assets and current asset investments, amounted to DKK -9.2 million compared to DKK -11.2 million in 2010/11. Reimbursements of DKK 5.0 million from customers relating to the Enterprise platform were received in the 2011/12 The reimbursements received were offset directly against the intangible assets.

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Management and employees

As of 30 September 2012, the Group employed 168 people, of whom approx. 45% are engineers and technical staff. Of the 168 employees, 51 are employed in Hong Kong, 3 in the US whereas the remaining 114 are employed at the head office in Noerresundby. The number is slightly higher than last year due to the investments in new products and technology platforms

Incentive schemes from the financial year 2010/11

As in 2010/11 the Supervisory Board decided to grant a number of employees and the Executive Board a long-term incentive program, which purpose is to attract, motivate and maintain the best possible employees and managers to develop the RTX Group during the next number of years. The incentive program is based on conditional warrants and will depend on the cash flow generation in the coming periods. The Supervisory Board will not take part in the incentive program.

The Supervisory Board intends to let the warrants program be a running program, starting with 3 years. This means that warrants are expected to be issued in three of each other successive years. The Supervisory Board will each year decide on the actual allotments to be given in order to support a long term development. The total nominal value of the warrants program is DKK 7.5 million.

Warrants are granted and earned during 36 months and can be exercised no earlier than after publication of RTX's annual report for 2012/13. The first conditional allotment will thus cover the period January 2011 to December 2013. The first conditional allotment will depend on the achieved cashflow. The second allotment covers the period from January 2012 to December 2014 and is conditioned of the cash flow generated in the period 2011/12 until 2013/14.

If the minimum criteria for the 3-year target for an increase in the cash flow are not met, the warrants will be discontinued. The granted warrants will give the employee a right, but not a duty to buy shares in RTX.

Incentive schemes from before the financial year 2010/11

The Supervisory Board decided in 2005 and 2006 to grant share options to a limited number of executives and to the Executive Board. Overall, at 30 September 2011 RTX has granted share options of nominally DKK 725,000, equivalent to a total of 145,000 share options at DKK 5.

In an ordinary process, the share options can be exercised no earlier than 36 months and no later than 84 months after the date of grant. Special conditions have been agreed on exercise if extraordinary conditions should occur in the period of agreement, for instance the employee's resignation.

The exercise price of the share options is fixed as the average rate for a period of five trading days immediately up to the date of grant plus 5% per year commenced after the date of grant.

The granted share options account for approx. 1.5% of the Company's share capital.

The Annual General Meeting adopted the general guidelines on 28 January 2009 in pursuance of § 69 b of the Danish Public Companies Act relating to incentive programs for the Executive Board in RTX A/S. The guidelines are published at the Company's website www.rtx.dk.

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uncertainty relating to recognition and measurement

RTX has significant deferred tax assets at the end of the financial year. As a result of the unsatisfactory results realized by the Group in recent years, there may be significant uncertainty when it will be possible for the Group to use the developed assets. As a result of this uncertainty, the Group has chosen to recognize the deferred tax assets in the balance sheet at 30 September 2011 at a net amount of DKK 0 million. The non-recognized deferred tax assets thus amount to DKK 66.9 million at yearend. The corresponding amount at 30 September 2011 was DKK 67.5 million.

Particular risks

All investments in shares involve certain risks. The risk profile of RTX is partly a reflection of the day-to-day operations of the Group and partly a reflection of the Group's continued development. In the following, a number of risk factors will be presented, which may impact on RTX's future growth, operation, financial position and performance. The factors stated are not necessarily all the factors posing a risk to the Group, but the factors which management considers being of primary significance to the Group. The listing of the risk factors does not reflect their priority or significance. The description of risks should be considered in the context of the annual report in general.

Business risks

Rapid technological changes and new markets

The RTX Group continuously aims at identifying and developing technological competence enabling the Group to offer technological solutions and products demanded by the customers. Moreover, the Group aims at currently predicting or reacting to the technological development to the extent required

as well as to changes in customer preferences.

The Group is using detailed project and resource control tools, which enable very fast reaction time on customer inquiries.

Project management

By focusing on project planning, the Group tries to ensure synergies between parallel development activities. The progress of the individual development projects is supervised by achievement of planned milestones.

The ability to attract and retain skilled employees

The employees represent RTX's most important asset and are sometimes a scarce resource. In order to develop and market its products, the Group will continue to rely on its ability to attract, retain, motivate and train skilled employees.

The Group's companies strive to be attractive workplaces for the employees by offering competitive employment terms and developing a professional as well as a social working environment.

Development of technology platforms

Development of technology platforms involves development projects launched at the Group's own account in order to provide RTX with new knowledge of and competence in new technologies.

A varying part of the Group's development projects will continue to be at the Group's own account. This will result in current development costs in the short term, which should be regarded as investments in new technology and markets.

New technology platforms are often developed in close co-operation with well-reputed international chip vendors. To some extent, RTX is dependent on the on-time delivery of the agreed technology from the chip vendors.

Dependence on single customers

Enterprises of the size of RTX may to some extent become dependent on single customers.

Ten of the largest customers account for more than half of the turnover which is similar to 2010/11. As many of these are loyal customers, the Group is dependent on single customers to some extent.

Dependence on sub-suppliers

The majority of the Group's production is handled by sub-suppliers, primarily in Asia. The Group depends on these sub-suppliers being able to produce and deliver the planned volume at the time requested and in the required quality. Significant changes may occur in sales and contribution margin if some of the sub-suppliers do not deliver at the time requested and in the required quality.

RTX is continuously in open and close contact with the sub-suppliers in order to plan and monitor deliveries, quality management systems and production.

Limited protection of rights

Today, RTX has applied for patents within selected key areas. There can be no assurance that RTX's practice to protect its intellectual property rights will be sufficient, or that the Group's competitors will not independently develop similar technologies. If the Group does not succeed to sufficiently protect its rights, this could have a negative effect on the Group's activities, financial performance and general financial position.

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Financial risks

Currency risks

During the past financial years approx. 95% of RTX's revenue derived from customers outside Denmark. This revenue is primarily invoiced in currencies other than Danish kroner (primarily EUR and USD). The main part of goods purchased from sub-suppliers is paid in foreign currencies. As a consequence of the large international activity, the Group's cash flows are influenced by changes in exchange rates, and the Group's trade policy with its customers and suppliers are continuously adapted in order to match the currencies of its purchase and sales as much as possible.

Due to the exposure on exchange rates RTX has chosen to consolidate the groups most important bank business in a larger Danish bank. This should contribute to secure overview and thereby reduce exchange rate exposure in a macro environment characterized by volatile exchange rates.

If assessed to be appropriate, RTX might enter into transactions to hedge its commercial currency risks in order to reduce the currency exposure.

Interest rate risks

The Group is primarily exposed to interest rate risks through interestbearing assets and liabilities. The overall purpose of management of the interest rate risk is to limit the negative effects of interest fluctuations on earnings and the balance sheet. Surplus cash is primarily invested in short-term solidly credit-rated cash bonds in Danish kroner or in money market deposits.

Credit risks

The Group's credit risks related to trade receivables are assessed on an ongoing basis. In 2010/11 the group entered an agreement with a credit insurance company, and since 2010/11 the group has used credit insurance and bank guarantees in order to secure the most important outstanding amounts. The creditworthiness of all major customers and partners is rated at an ongoing basis.

Cash

The Group's cash at bank and in hand primarily consists of deposits in respected banks and credit institutions. Consequently, cash is not considered to be subject to any special credit risk. Bank deposits and bank debt carry a floating interest rate.

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GN ReSound

RTX Design Services is providing R&D resources to the Danish hearing aid company GN ReSound. RTX acts as an extended R&D group developing hardware for a number of devices in the GN ReSound wireless accessory product line. This product line offers discrete hearing aid accessories helping the user to hear things that are outside the range of any hearing aid, making use of direct sound streaming with the 2.4 GHz wireless technology. Among the accessories is a remote control and a streaming device that allows audio from e.g. TV to be streamed directly to the hearing aid device using GN ReSound's 2.4GHz system.

The R&D teams at GN ReSound and RTX are working closely together in the complete development process all the way from the product definition phase.

GN ReSound is part of the Danish GN group. GN ReSound is among the world's leading companies.

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intellectual capital resources

Employees

In order for RTX to maintain its position as an attractive sub-supplier of specialized wireless development services and advanced IP products it is essential that the employees of the Group have wide knowledge of the engineering disciplines required to carry out high-technology development projects from definition to delivery of wireless communications services and products. It is the qualifications of the employees that make RTX able to supply turnkey solutions, and not only partial solutions.

The Group is ready for changes and prepared for future growth, as the structure of the organization enables a prompt integration of additional skilled employees. Through RTX's location near Aalborg University in Denmark and its presence in Hong Kong, the Group has access to international skills within development, logistics and quality assurance. The development organization is ready for changes and makes it possible with short notice to transfer and appoint engineers to technological areas, which need activity and qualified staff. The project management is still being strengthened, and the technical skills within software, baseband and RF are currently updated.

Through visits to educational institutions and based on the Group's generally positive reputation among engineers within the industry, RTX aims at maintaining the reputation as an attractive workplace for employees with the best professional skills and human qualifications.

development costs financed by rtx (before capitalization)

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New handset to Alcatel

RTX has started supply of DECT Handsets to Alcatel Lucent Enterprise.

Alcatel-Lucent provides solutions that enable service providers, enterprise and governments worldwide, to deliver voice, data and video communication services to end-users. The company has the most experienced global services team in the industry, and one of the largest research, technology and innovation organizations in the telecommunications industry.

Skype

In 2012 Enterprise & VoIP launched the successor for the first Skype handset, the RTX DUALphone3088. Despite the global success of Skype digital telephony, there are only few dedicated stand-alone Skype handsets on the market.

The RTX DUALphone4088 is an expandable communications system with multi-line functionality for up to 4 handsets (including two Skype accounts). It can handle up to two parallel calls (1 Skype and 1 fixed landline). The design of RTX DUALphone 4088 is suitable for the modern office or living room. The handset has been thoroughly tested and approved by Skype.

Skype has more than 40 million concurrent users at peak times and thus there is a growing demand for a user-friendly stand-alone phone. The phone is sold through a dedicated global network of distributors and retailers.

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research and development activities

RTX does not perform basic research at a significant level. However, RTX has increased investments in internal development activities over the past couple of years. These activities are focused on development of new technology and product platforms. In addition, development activities for ODM customers have shown an upward trend.

In the financial year 2011/12, the development costs incurred at the Group's own account have affected the income statement by DKK 28.4 million compared to DKK 14.3 million in the previous year. The majority of the increase in development costs is related to Enterprise & VoIP, driven by the development of the IP DECT - SME VoIP product, the new IP based wireless Enterprise handset range and the newly launched Skype telephone 4088. In Design services, the development costs

have predominantly covered RTX's part of the ultra low energy platform "ULE" (which receive public grants under the EU Eurostars program, ref. note 8), investments into the test area and development of a Wi-Fi module which is developed in cooperation with Energy Micro and Qualcomm Atheros. The module differs from existing solutions by having ultra low power consumption and unique customer functionality.

The development costs contain salaries and expenses directly related to the Group's internal development projects less any project income. In the financial year, development costs of DKK 12.5 million have been capitalized and DKK 3.8 million has been amortized on the intangible asset related to the VoIP platform. The expensed development cost after capitalization and amortization

was DKK 28.4 million compared to DKK 14.3 million last year (ref. note 8)

In the balance sheet own completed development projects and own development projects in progress are booked with a value of DKK 18.0 million. Last year the value was DKK 14.2 million.

Reimbursements of DKK 5.0 million from customers relating to the Enterprise platform were received in the 2011/12 financial year compared to DKK 0 million in 2010/11. The reimbursements received were offset directly against intangible assets.

Below is listed the realized revenue in 2011/12 including the revenue expectations for the coming 3 years' period related to the development projects booked in the balance sheet.

Product Platform Value of
intangible assets R
(million DKK)
E
evenue 2011/12
(million DKK)
xpected revenue
2012/13 - 2014/15
(million DKK)
VoIP 6.2 25.0 70-100
Enterprise 11.8 11.7 110-140

The development costs incurred are expected to contribute positively to the revenue in the coming years.

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corporate social responsibility (CSR)

Social responsibility

It is an integrated value in RTX to demonstrate responsible behavior towards the stakeholders of the Group. This value is reflected in both the preparation and implementation of strategic targets and action plans

RTX has only a few formulated policies within CSR, but will in the coming years increase our focus in order to establish procedures and policies for the Group's work with social and environmental responsibility. In addition to comply with Danish and International rules RTX will through monitoring and measuring demonstrate the responsibility which is an ingrained value in the group but not yet fully formalized via policies and measurements.

RTX supports the fundamental principles of UN's Global Compact on human rights, employees' rights, child labor, environment and anticorruption. RTX requires that its suppliers respect and conform to the same principles.

Working environment

RTX employed at the end of financial year 2011/12 168 employees of which 114 were employed in Denmark, 51 in Hong Kong and 3 in the US. RTX strives having an organization culture where the employees are offered motivating freedom to act and good development opportunities in a professional international environment.

The ability to attract and maintain highly qualified employees is crucial for the Group's competitiveness. Consequently, the Group has a staff policy which among others includes yearly appraisal interviews, as well as the employee satisfaction is measured once a year in Denmark and Hong Kong. The results from this satisfaction survey is analyzed and reviewed by Group management and managers, with a subsequent summary presentation for the employees.

A good working environment and a high job satisfaction result in satisfied employees, high efficiency, low staff turnover and a low level of absence. These are all values that RTX can live up to. RTX strives to be a professionally managed company in all regards.

At the locations in Denmark and Hong Kong RTX offers its employees benefits and facilities that are in accordance with local conditions. RTX has for its Danish premises obtained The Danish Working Environment Service's green smiley as a symbol of compliance with the environmental regulations on a physical and psychical good working environment. RTX continuously works with specific action plans concerning the employees' safety and well-being.

RTX has a flat and dynamic organization with a high level of co-operation between functions and business units. The management is currently working on optimizing processes to ensure

knowledge sharing and co-operation, and the development processes have since 2002 been ISO certified.

Labour Rights

No company in the RTX Group is a member of any employers' association, but follows the industrial agreements. Freedom of association applies for all employees in RTX.

Environment

RTX wishes to show responsibility towards the environment and to reduce the consumption of water, heat and electricity. RTX has thus implemented electricity saving processes like "Wakeon-LAN", which ensures an energysaving setup in the company's use of IT hardware. On an ongoing basis RTX works with energy reducing setup by changing to energy saving light sources.

RTX co-operates with a number of customers, who are working on developing energy-saving radio technologies. Consequently, one of these development projects is partly financed by Eurostars (www.eurostars-eureka.eu).

RTX co-operates with sub-suppliers to reduce material consumption and strain on the environment, just as RTX encourages its sub-suppliers to use environmentally acceptable raw materials and products. In addition, RTX requires observation of directives settling the environment-friendly production and handling of electronic equipment (RoHS, REACH and WEEE directives).

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prospects for the financial year 2012/13

At the start of the financial year 2012/13 the global economic outlook remains uncertain. Both business units in RTX depends on the general economic climate and the customers' willingness to invest, either in new technology and product pipeline as what concerns Design Services, and in new Enterprise telecom solutions as what concerns Enterprise & VoIP.

However, during the past years, RTX has invested significantly in new technologies and product platforms and has focused on expanding its sales platform. RTX expects that these investments will start to payoff and compensate for the general economic uncertainty in the environment and RTX will be able to generate a result for the coming year which is slightly better than the result for 2011/12.

It is expected that Design Services will be on par with the result for the financial year 2011/12 and that Enterprise & VoIP will create a result slightly better than 2011/12.

Overall, management expects that the RTX Group will achieve a positive development in revenue to a level between DKK 200-210 million in 2012/13. The operating profit (EBIT) is expected to be in the range of DKK 4-6 million and EBITDA in the range DKK 12-14 million.

The management expects to create a positive cash flow from the Operating activities and investments in own development projects will decline significantly compared with 2011/12. The management expects to capitalize DKK 2-3 million in 2012/13 related to the development task on the Enterprise platform.

The expectations are based on an unchanged exchange rate expectations compared to 2011/12. Expectations to the future development are subject to uncertainty and risk. Most of the activities in the Group are customer-paid development tasks or sales on ODM/ OEM basis, both business segments are characterized by relatively short order horizons. Because of these and other factors, e.g. macroeconomic aspects described above and the customers' financing possibilities, the actual development may deviate from the expectations.

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Statutory report on corporate governance

This statutory corporate governance report for RTX A/S covers the financial period 1 October 2011 to 30 September 2012.

The supervisory Board and the Executive Board of RTX strive to ensure that the group management structure and the control systems are appropriate and efficient. Management regularly assesses - at least once a year – if this is the case.

The basis on which the tasks for management is Danish company Act, Danish Financial Statements Act, Securities trading act, NASDAQ OMX Copenhagen A/S in 'Rules for issuers of shares', Articles of association and best practice for companies like RTX. Based on this a number of procedures are implemented and regularly maintained, to ensure a proactive and profitable management of the group.

Corporate governance recommendations

In 2005 the Danish Committee on Corporate Governance made a revision of the Principles of Corporate Governance. In August 2011, the Committee on Corporate Governance published its revised Recommendations on Corporate Governance, and the Stock Exchange has incorporated these recommendations in its Rules for issuers of shares.

The revised Recommendations on Corporate Governance of August 2011 are available on:

www.corporategovernance.dk

The recommendations are aimed at Danish companies whose shares are admitted to trading on a regulated market, as such companies have chosen to be publicly traded companies. For shareholders and other stakeholders

to be able to assess the circumstances in publicly traded companies, transparency is important. Pursuant to these rules, the company must apply the recommendations adopted based on the 'comply-or-explain' principle.

Generally, the management agrees on the Principles of Corporate Governance and RTX do comply with a few exceptions the Principles and recommendations. Below the exceptions are explained.

Recommendation 4.1.4

The Committee recommends that the supreme governing body annually discuss the company's activities to ensure diversity at management levels, including equal opportunities for both sexes, and that the supreme governing body set measurable objectives in the management commentary in the annual report and/or on the company's website gives an account of both the objectives and the progress made in achieving the objective.

Comments:

At least annually the Supervisory Board of RTX discusses the composition and structure of the Group Management including requirements and qualifications as well as diversification of management types and profiles. Based on qualifications and match management and leaders are appointed or recruited regardless of gender, race, nationality or religious beliefs. Due to the size of RTX A/S the company do not at the moment have set measurable objectives for this.

Recommendation 5.1.1.

The Committee recommends that the supreme governing body annually specify the skills it must have to best perform its tasks and that the specification be posted on the website. Proposals for the nomination/replacement of members of the supreme governing body to be submitted to the general meeting should be prepared in the light hereof.

Comments:

Supervisory Board of RTX regularly discusses the necessary competencies and act upon this assessment. When shareholder elected board members are nominated for the Supervisory Board the profile and competencies for each candidate is explained. The Supervisory Board must have competencies within international management including experience in management of technology companies. In addition competencies within international business, businessto-business sale and accounting and finance must be represented in the Supervisory Board. In the convening to the annual General meeting in RTX the background and qualifications for the nominated candidates are listed.

Recommendation 5.10.7.

The Committee recommends that the supreme governing body establishes a nomination committee with at least the following preparatory tasks:

  • • describe the qualifications required in the two governing bodies and for a given position, state the expected time commitment for a position and evaluate the balance of skills, knowledge and experience available in the two governing bodies.
  • • annually evaluate the structure, size, composition and performance of the governing bodies and make recommendations to the supreme governing body with regard to any changes,
  • • annually evaluate the skills, knowledge and experience of the indi-
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vidual members of the governing bodies and report such details to the supreme governing body,

  • • consider proposals submitted by relevant persons, including shareholders and members of the governing bodies, for candidates for executive positions, and
  • • identify and recommend to the supreme governing body candidates for the governing bodies.

Comments:

Due to the size of the Group the task is handled by the chairman of the supervisory board.

If necessary, an ad hoc committee with a specific task can be established.

Recommendation 5.10.8.

The Committee recommends that the supreme governing body establish a remuneration committee with at least the following preparatory tasks:

  • • make proposals, for the approval of the supreme governing body prior to approval at the general meeting, on the remuneration policy, including the overall principles of incentive pay schemes, for members of the supreme governing body and the executive board,
  • • make proposals to the supreme governing body on remuneration for members of the supreme governing body and the executive board and ensure that the remuneration is consistent with the company's remuneration policy and the evaluation of the performance of the persons concerned. The committee should have information about the total amount of remuneration that members of the supreme governing body and the

executive board receive from other companies in the group, and

• oversee that the information in the annual report on the remuneration of the supreme governing body and the executive board is correct, true and sufficient.

Comments:

Due to the size of the Group the task is handled by the chairman of the supervisory board including the chairman of the Audit Committee.

If necessary, an ad hoc committee with a specific task can be established.

Recommendation 5.11.2.

The Committee recommends that the chairman be in charge of the evaluation of the supreme governing body, that the outcome be discussed in the supreme governing body and that the details of the procedure of self-evaluation and the outcome be disclosed in the annual report.

Comments:

Due to the size of the Group the task is handled by the chairman of the supervisory board.

The Supervisory Board of RTX A/S has prepared a report on corporate governance for the 2011/12 financial year. The report is available at www.rtx.dk

Risk management and control systems

The Supervisory Board and the Executive Board have the primary responsibility for RTX's risk management and internal control systems, including compliance with applicable legislation and other financial reporting regulations. RTX's risk management and internal control systems related to financial reporting, including IT and tax, are designed to effectively limit the risk of errors and omissions in the financial reporting.

Control environment

The internal control at RTX is based on the Company's organizational structure, decision making procedures, powers and responsibilities. Internal control is also based on procedures described in manuals and memos. Central functions like Group Finance and IT are together with the Executive Board responsible for controlling and monitoring compliance with relevant legislation and other financial reporting requirements and controlling financial reporting from subsidiaries. In 2009, RTX established an Audit Committee, who evaluates and discusses significant issues which might have an impact on the Company's accounting and financial reporting.

The Group has established internal control systems to ensure that the internal and external financial reporting gives a true picture without significant misinformation. The Audit Committee and the Executive Board assess on an ongoing basis substantial risks and Internal controls in connection with the Group's activities and their influence on the accounting process. Firstly, the control structures consist of an organization with clearly defined roles that support an effective, and from an internal control perspective, appropriate division of responsibility, and secondly, specific control activities that are intended to identify and reduce the risk of errors in the financial reporting. The control activities are based on risk and materiality assessment. On an ongoing basis, the management monitors compliance with relevant legislation and other financial reporting requirements and reports to the Supervisory Board and the Audit Committee. The Super-

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visory Board and the Audit Committee monitor the management's response to any control weakness, as well as the Company's auditor reports to the Audit Committee on an ongoing basis. On the recommendation of the Supervisory board is at the Annual General Meeting elected a State Authorised Public Accountant Company, to handle the interest by the shareholders and the public.

Capital position

At 30 September 2011, the share capital of RTX had a nominal value of DKK 47,170,255 consisting of 9,434,051 shares at DKK 5. All shares carry the same rights, and the shares are not divided into classes. The following shareholders hold shares, which either carry at least 5% of the share capital or have a nominal value of at least 5% of the share capital.

Ownership

Jens Hansen,
Gistrup, Denmark 8.75%
Susanne P. Elbæk,
Vadum, Denmark 7.22%
Jens Toftgaard Petersen,
Svenstrup, Denmark 7.22%

Treasury shares

RTX's holding of treasury shares amounts to nominally DKK 722,920, equivalent to 144,584 shares. The shares were acquired in previous financial years for DKK 8.9 million in connection with share buy-back programs, which were launched to hedge issued share options.

Rules concerning changes to the Company's Articles of Association

In accordance with the company law §§ 106 and 107 the Articles of Association can be changed by a decision at the General meeting.

Resolutions concerning amendments or changes to the Articles of Association require two-thirds of the share capital to be represented at the General Meeting, and that the resolution is passed by two-thirds of the votes cast as well as of the voting share capital represented at the General Meeting.

Where a proposal to amend the Articles of Association related to the shareholders' right to receive dividend, the tradability of the shares, redemption of the share, exercise voting and unequal splitting may be finally adopted at one General Meeting by a majority of 90% of the votes cast as well as of the voting share capital represented at the General Meeting

Rules concerning appointment and changes in the supervisory board

All the board members elected at the Annual General Meeting are elected for one year at a time. All the employee representatives are elected for four years at a time in accordance with current legislation. The age limit is 70. All the employee representatives are elected for four years at a time in accordance with current legislation The most recent election of employees to the Board of Directors took place in June 2011 by written, secret, direct ballot.

Employee representatives have the same rights, obligations and responsibilities as the other board members.

Information to the Stock Exchange

Since June 2000, the Company's shares have been listed on NASDAQ OMX Copenhagen A/S (ISIN DK0010267129). The closing price was DKK 11.30 at 30 September 2012, which is a decrease of 3% compared to the closing price

on the same date the year before. In the financial year 2011/12, the highest closing price was DKK 14.40 and the lowest DKK 11.00.

The market value of the Company's shares amounted to approx. DKK 107 million at 30 September 2012 compared to approx. DKK 110 million at 30 September 2011.

Dividends and capital structure

RTX does not expect to pay dividends until the Group has obtained stability in its earnings. Once the required stability in earnings has been ensured, the Supervisory Board will assess the capital base in relation to the business volume and the Group's investment plans. Based on this, the Supervisory Board recommends the next Annual General Meeting not to pay dividends for the financial year 2011/12.

In the recent financial years the Management in RTX has closed down a loss making business unit and invested significant in future product and technology platforms. The RTX financed investments have peaked with the financial year 2011/12. It is therefore the assessment that the demand for capital needed in the turnaround plan for RTX is declining when we are looking forward. The Board of Directors further intends to propose that the shareholders at the annual general meeting authorize the company to acquire treasury shares at a total nominal value of up to 10% of the company's share capital in the period to the next general meeting.

Insider rules

The Group's insider rules have been updated in accordance with amendments to the Danish Securities Trading Act at 1 July 2008. The Executive Board, the Supervisory Board and exe-

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cutives as well as their close family are obliged to inform the Company about their transactions with the Company's shares for the purpose of subsequent reporting to NASDAQ OMX Copenhagen A/S. In the internal rules, the Company has also chosen to operate with an insider list containing approx. 125 persons, who through their relation to the Company may possess internal and share price-sensitive knowledge of the Group's conditions. Persons included in this insider list are only allowed to trade in the Company's shares for a period of four weeks after the Company's announcement of its interim reports and annual reports.

IR policy and investor information

RTX's objective is to ensure an information level to the stock market's players for the purpose of creating a basis for fair pricing of the Company's shares – a pricing which constantly reflects the Group's strategy, financial ability and expectations for the future. The flow of information is to contribute to reducing the company specific risk related to investments in the Company's shares, so that the Group's cost of capital can be reduced as much as possible. It is RTX's policy that the Executive Board does not participate in meetings with investors and analysts or makes statements to the daily press for a period of three weeks before the issue of financial reports. The Group also uses its website www.rtx.dk as a tool for communicating with the stock market. The website contains further information about the Group and its business areas.

Other information in accordance with the Financial Statements Act § 107 a

  • • RTX has signed a few contracts concerning development and supply agreements which can be renegotiated in case of change of control.
  • • The Company's CEO can terminate his employment by giving 12 months' notice and the company can terminate the employment by giving 12 months' notice.

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SUPERVISORY BOARD

1 Jens Alder

Chairman, born 1957 Elected by the Annual General Meeting, first time in 2010. Term of office expires January 2013. Education M.Sc. in Engineering 1981. MBA 1987.

Title Independent Director. Other directorships

Chairman of the Supervisory Board of Industrielle Werke, Basel, Switzerland. Chairman of the Supervisory Board of Sanitas Krankenversicherungen, Switzerland. Member of the Supervisory Board of AG für die Neue Züricher Zeitung, Switzerland. Chairman of the Supervisory Board in BG Consulting Engineers, Lausanne, Switzerland Member of the Supervisory Board of CA Technologies, New York, USA

4 Karsten Vandrup

Born 1966

Elected by the Annual General Meeting, first time in 2009.

Term of office expires January 2013. Education Bachelor of Engineering 1998. Title CEO of Lizard Technology ApS

Other directorships

Deputy Chairman of the Supervisory Board of Latvisoft SIA, Latvia.

2 Peter Thostrup

Deputy Chairman, born 1960 Elected by the Annual General Meeting, first time in 2009. Term of office expires January 2013. Education M.Sc. in Economics and Finance 1987. MBA 1986. Title Executive Vice President, Finance and IT at DLH Group, Denmark. Other directorships

Member of the Supervisory Board of Noa Noa ApS, Denmark.

3 Jens Hansen

Born 1958 Elected by the Annual General Meeting, first time in 1994. Term of office expires January 2013. Education M.Sc. in Engineering 1984. Title Vice President, Strategic Technology, RTX A/S.

Other directorships

CEO of JH Venture ApS, Denmark. Chairman of the Supervisory Board of Futarque A/S, Denmark.

5 Jørgen Dalby-Jakobsen Born 1962

Elected by the employees, first time in 2003.

Term of office expires January 2015. Education M.Sc. in Engineering 1987. Title Senior Coordinator at RTX A/S.

6 Rune Strøm Jensen

Born 1979 Elected by the employees, first time in 2011. Term of office expires January 2015. Education M.Sc. in Engineering 2004. Title Senior Project Manager at RTX A/S.

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Executive Board

Jesper Mailind

Born 1956 Education Graduate Diploma in Business Administration 1982. MBA 1984. Title President & CEO of RTX A/S.

Other directorships

Chairman of the Supervisory Board of CIMBRIA A/S, Denmark. Deputy Chairman of the Supervisory Board of ALECTIA A/S, Denmark. Member of the Supervisory Board of KOMPAN A/S, Denmark.

COMPANY

RTX A/S

Strømmen 6 9400 Nørresundby Denmark

VAT no. 17 00 21 47
Registered in Aalborg municipality

Phone +45 9632 2300 E-mail [email protected] Website www.rtx.dk

Fax +45 9632 2310

COMPANY AUDITOR

Deloitte State Authorised Public Accounting Company

ANNUAL GENERAL MEETING

The Annual General Meeting is held on Friday, 25 January 2013 at 3pm at the company's premises Strømmen 6, 9400 Nørresundby, Denmark.

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Company announcements and financial calendar

Published announcements in 2012 (up to and including 21 November 2012)

05.01.2012 No. 01 Annual General Meeting of RTX to be held on 30 January 2012
30.01.2012 No. 02 Interim report for the first quarter of 2011/12
30.01.2012 No. 03 Annual General Meeting of RTX A/S
09.02.2012 No. 04 Extraordinary General Meeting of RTX to be held on Tuesday 6 March 2012
06.03.2012 No. 05 Extraordinary General Meeting of RTX A/S
14.05.2012 No. 06 Interim report for the second quarter of 2011/12
20.08.2012 No. 07 Interim report for the third quarter of 2011/12
28.09.2012 No. 08 Financial calendar 2012/13 for RTX A/S
21.11.2012 No. 09 Annual report for 2011/12

Financial calendar

Expected financial announcements until 31 January 2014

21 November 2012 Annual report for 2011/12
25 January 2013 Annual General Meeting
25 January 2013 Interim report for the first quarter of 2012/13
13 May 2013 Interim report for the second quarter of 2012/13
23 August 2013 Interim report for the third quarter of 2012/13
4 December 2013 Annual report for 2012/13
January 2014 Annual General Meeting

News at the website

Please visit www.rtx.dk for announcements, news and financial figures.

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statementbythe management on the annual report

We have today presented the financial statements of RTX A/S for the financial year 1 October 2011- 30 September 2012. The annual report has been prepared in accordance with International Financial Reporting Standards as adopted by the EU and additional Danish disclosure requirements for financial statements of listed companies.

In our opinion the consolidated financial statements and the financial statements provide a true and fair view of the Group's and the Parent's assets, liabilities and financial position at 30 September 2012 and of their financial performance and cash flows for the financial year 1 October 2011 to 30 September 2012.

We also consider Management's Review to give a true and fair view of the development in the Group's and the Parent's activities and finances, profit/

loss for the year and of the Group's and the Parent's financial position in general as well as a description of the most material risks and uncertainties facing the Group and the Parent.

We recommend the financial statements for adoption at the Annual General Meeting.

Noerresundby, 21 November 2012

Executive Board

Jesper Mailind President & CEO

Supervisory Board

Jens Alder Peter Thostrup Karsten Vandrup Chairman of the Board Deputy Chairman

Rune Strøm Jensen Jørgen Dalby-Jakobsen Jens Hansen Employee Representative Employee Representative

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independent auditor's report

TO THE SHAREHOLDERS OF RTX

Report on the consolidated financial statements and Parent financial statements of RTX A/S

We have audited the consolidated financial statements and parent financial statements of RTX A/S for the financial year 1 October 2011 - 30 September 2012, which comprise the income statement, statement of comprehensive income, balance sheet, statement of changes in equity, cash flow statement and notes, including the accounting policies, for the Group as well as for the Parent. The consolidated financial statements and parent financial statements are prepared in accordance with International Financial Reporting Standards as adopted by the EU and Danish disclosure requirements for listed companies.

Management's responsibility for the consolidated financial statements and parent financial statements

Management is responsible for the preparation of consolidated financial statements and parent financial statements that give a true and fair view in accordance with International Financial Reporting Standards as adopted by the EU and Danish disclosure requirements for listed companies and for such internal control as Management determines is necessary to enable the preparation and fair presentation of consolidated financial statements and parent financial statements that are free from material misstatement, whether due to fraud or error.

Auditor's responsibility

Our responsibility is to express an opinion on the consolidated financial statements and parent financial statements based on our audit. We conducted our audit in accordance with International Standards

on Auditing and additional requirements under Danish audit regulation. This requires that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements and parent financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements and parent financial statements. The procedures selected depend on the auditor's judgement, including the assessment of the risks of material misstatements of the consolidated financial statements and parent financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation of consolidated financial statements and parent financial statements that give a true and fair view 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 entity's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by Management, as well as the overall presentation of the consolidated financial statements and parent financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Our audit has not resulted in any qualification.

Opinion

In our opinion, the consolidated financial statements and parent financial statements give a true and fair view of the Group's and the Parent's financial position at 30 September 2012, and of the results of their operations and cash flows for the financial year 1 October 2011 - 30 September 2012 in accordance with International Financial Reporting Standards as adopted by the EU and Danish disclosure requirements for listed companies.

Statement on the management commentary

Pursuant to the Danish Financial Statements Act, we have read the management commentary. We have not performed any further procedures in addition to the audit of the consolidated financial statements and parent financial statements.

On this basis, it is our opinion that the information provided in the management commentary is consistent with the consolidated financial statements and parent financial statements.

Aalborg, 21 November 2012

Deloitte

State Authorised Public Accounting Company

Poul Erik Wagner State Authorised Public Accountant

Torben Toft Kristensen

State Authorised Public Accountant

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income statement 2011/2012

group parent
Amounts in DKK '000
N
ote 2011/12 2010/11 2011/12 2010/11
Revenue 3,4 191,264 204,887 191,095 106,162
Value of work transferred to assets 8 12,540 12,306 12,540 12,306
Cost of sales 5 -76,670 -86,179 -75,982 -14,320
Other external expenses 8,9 -30,558 -35,530 -50,099 -29,544
Staff costs 6,8 -87,733 -83,149 -70,690 -70,164
Depreciation, amortisation and impairment 7,8 -6,353 -3,291 -5,802 -3,126
Operating profilt/loss (EBIT
)
2,490 9,044 1,062 1,314
Financial income 10 1,096 983 1,622 1,455
Financial expenses 11 -1,057 -2,285 -1,903 -1,625
Profit/loss before tax, continuing operations 2,529 7,742 781 1,144
Tax on profit/loss from continuing operations 12 -638 -1,481 -497 -390
Profit/loss from continuing operations 1,891 6,261 284 754
Profit/loss from discontinued operations 36 - -2,320 49 187
Profit/loss for the year 1,891 3,941 333 941
Proposed distribution of profit/loss
Retained earnings
Proposed dividend
333
-
941
-
333 -941
Earnings per share
Continuing and discontinued operations (DKK) 13 0.2 0.4
Continuing and discontinued operations, diluted (DKK) 13 0.2 0.4
Continuing operations (DKK) 13 0.2 0.7
Continuing and discontinued operations, diluted (DKK) 13 0.2 0.6
Distribution of profit/loss for the continuing operations for the year
Shareholders of the parent 1,937 4,186
Minority interest -46 -245
1,891 3,941

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statement of comprehensive income 2011/2012

group parent
Amounts in DKK '000 2011/12 2010/11 2011/12 2010/11
Profit/loss for the year 1,891 3,941 333 941
Exchange rate adjustments of foreign subsidiaries 1,827 1,613 - -
Fair value adjustment of short-term current asset investments -472 5 -472 5
Other comprehensive income, net of tax 1,355 1,618 -472 5
Comprehensive income for the year 3,246 5,559 -139 946
Attributable to:
Shareholders of the parent 3,228 5,684
Minority interest 18 -125
3,246 5,559

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Balance sheet 30 september 2012 – assets

group parent
Amounts in DKK '000
Note
2011/12 2010/11 2011/12 2010/11
Own completed development projects
14
8,181 9,747 8,181 9,747
Own development projects in progress
14
9,863 4,493 9,863 4,493
Goodwill
14
7,797 7,797 - -
Total intangible assets 25,841 22,037 18,044 14,240
Land and buildings
15
74,299 76,129 74,299 76,129
Plant and machinery
15
3 47 3 47
Other fixtures, tools and equipment
15
848 632 736 454
Leasehold improvements
15
733 430 - -
Total tangible assets 75,883 77,238 75,038 76,630
Investments in subsidiaries
16
- - 30,645 30,645
Other equity investments
17
- - - -
Deposits
17
743 345 - -
Deferred tax assets
18
- - - -
Other long-term assets 743 345 30,645 30,645
Total long-term assets 102,467 99,620 123,727 121,515
Inventories
19
15,689 7,239 15,689 3,003
Trade receivables
20, 37
38,598 53,880 38,491 19,932
Contract development projects in progress
21
4,139 2,403 4,139 2,403
Receivables from subsidiaries
16
- - - -
Income taxes
12
975 236 - 236
Other receivables
Accruals
1,129
1,699
1,067
1,768
611
1,699
582
1,361
Receivables
37
46,540 59,354 44,940 24,514
Short-term current asset investments
22
45,563 45,985 44,522 44,995
Cash at bank and in hand
23
2,105 20,868 621 11,039
Total short-term assets 109,897 133,446 105,772 83,551

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Balance sheet 30 september 2012 – equity and liabilities

group parent
Amounts in DKK '000 Note 2011/12 2010/11 2011/12 2010/11
Share capital 24 47,170 47,170 47,170 47,170
Share premium account 301,166 301,166 301,166 301,166
Retained earnings -190,596 -195,025 -199,697 -200,759
Equity attributable to the shareholders of the parent company 157,740 153,311 148,639 147,577
Minority interests -1,419 -1,437 - -
Equity 156,321 151,874 148,639 147,577
Mortgage debt 26 13,482 14,748 13,482 14,748
Deferred tax liabilities 18 - - - -
Provisions 27 1,335 1,373 1,335 1,373
Employee bonds 28 1,855 1,855 1,855 1,855
Long-term liabilities 16,672 17,976 16,672 17,976
Current portion of long-term mortgage debt 26 1,250 1,342 1,250 1,342
Bank debt 23 - - - -
Trade payables 13,985 29,658 13,861 3,617
Contract development projects in progress 21 1,316 3,864 1,316 3,864
Payables to subsidiaries 16 - - 27,309 7,022
Income taxes 12 222 1,529 - -
Provisions 27 2,873 7,226 2,873 7,226
Other payables 29 19,725 19,597 17,579 16,442
Short-term liabilities 39,371 63,216 64,188 39,513
Total liabilities 56,043 81,192 80,860 57,489
Total equity and liabilities 212,364 233,066 229,499 205,066

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equity statementfor the group

Amounts in DKK '000 Note Share
capital
Share R
premium
etained M
earnings
inority T
interest
otal
Equity at 1 October 2010 47,170 301,166 -201,820 -1,312 145,204
Profit/loss for the year - - 4,186 -245 3,941
Exchange rate adjustments of foreign subsidiaries - - 1,493 120 1,613
Fair value adjustment
of short-term current asset investments - - 5 - 5
Other comprehensive income, net of tax - - 1,498 120 1,618
Comprehensive income for the year - - 5,684 -125 5,559
Share-based remuneration 34 - - 1,111 - 1,111
Other transactions - - 1,111 - 1,111
Equity at 30 September 2011 47,170 301,166 -195,025 -1,437 151,874
Profit/loss for the year - - 1,937 -46 1,891
Exchange rate adjustments of foreign subsidiaries
Fair value adjustment
- - 1,763 64 1,827
of short-term current asset investments - - -472 - -472
Other comprehensive income, net of tax - - 1,291 64 1,355
Comprehensive income for the year - - 3,228 18 3,246
Share-based remuneration 34 - - 1,201 - 1,201
Other transactions - - 1,201 - 1,201
Equity at 30 September 2012 47,170 301,166 -190,596 -1,419 156,321

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notes

equity statementfor the parent

Amounts in DKK '000
N
ote Share
capital
Share R
premium
etained T
earnings
otal
Equity at 1 October 2010 47,170 301,166 -202,816 145,520
Profit/loss for the year - - 941 941
Fair value adjustment of short-term current asset investments - - 167 167
Other comprehensive income, net of tax - - 167 167
Comprehensive income for the year - - 1,108 1,108
Share-based remuneration 34 - - 949 949
Other transactions - - 949 949
Equity at 30 September 2011 47,170 301,166 -200,759 147,577
Profit/loss for the year - - 333 333
Fair value adjustment of short-term current asset investments - - -472 -472
Other comprehensive income, net of tax - - -472 -472
Comprehensive income for the year - - -139 -139
Share-based remuneration 34 - - 1,201 1,201
Other transactions - - 1,201 1,201
Equity at 30 September 2012 47,170 301,166 -199,697 148,639

The share capital of DKK 47,170,255 consists of af 9,434,051 shares of DKK 5.

The group holds 144,584 treasury shares at 30 September 2012 (144,584 shares at 30 September 2011)

There are no shares with special rights.

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cash flow statement 2011/2012

group parent
Amounts in DKK '000 Note 2011/12 2010/11 2011/12 2010/11
Operation profit/loss (EBIT) from continuing operations 2,490 9,044 1,062 1,314
Reversal of items with no effects on cash flow
Depreciation, amortisation and impairment
6,353 3,291 5,802 3,126
Other items with no effects on cash flow 32 -2,121 -567 2,365 -7,234
Change in working capital
Change in inventories -8,712 16,263 -14,581 7,553
Change in receivables 14,343 -8,435 -22,958 9,985
Change in trade payables, etc. -18,180 138 28,781 -495
Cash flows from operating activities -5,827 19,734 471 14,249
Financial income received 10 1,096 983 1,622 1,455
Financial expenses paid 11 -1,057 -2,285 -1,903 -1,625
Income taxes paid 12 -2,417 -1,481 -497 -390
Cash flows from operations -8,205 16,951 -307 13,689
Investments in own development projects -12,540 -12,306 -12,540 -12,306
Acquisition of property, plant and equipment -1,235 -846 -1,235 -191
Acquisition of other long-term assets -398 - - -
Received reimbursements, development projects 4,973 - 4,973 -
Proceeds from sale of long-term current asset investments (over 3 months) - 1,908 - 1,908
Cash flows from financing activities -9,200 -11,244 -8,802 -10,589
Repayment of long-term liabilities -1,358 -2,393 -1,358 -2,393
Cash flows from financing activities -1,358 -2,393 -1,358 -2,393
Cash flows from discontinued operations 36 - -2,320 49 187
Increase/decrease in cash and cash equivalents -18,763 994 -10,418 894
Cash and cash equivalents at 1 October, net 20,868 19,874 11,039 10,145
Cash and cash equivalents at 30 September, net 23 2,105 20,868 621 11,039
Cash and cash equivalents at 30 September, net are composed as follows:
Cash at bank and in hand 5,657 20,868 4,173 11,039
Bank debt -3,552 - -3,552 -
Cash and cash equivalents at 30 September, net 2,105 20,868 621 11,039

contents dear shareholder summary financial highlights primary activity design services enterprise & voip
activities and finances uncertainty intellectual resources research and development CSR prospects
corporate governance supervisory board executive board statements financial statements A ddresses technical terms
income statement statement of comprehensive income balance sheet equity statement cash flow statement notes
  • Accounting principles applied
  • Significant accounting estimates, assumptions and uncertainties
  • Segment information
  • Revenue
  • Cost of sales
  • Staff cost
  • Depreciation, amortisation and impairment
  • Development cost
  • Fee to auditor
  • Financial income
  • Financial expenses
  • Tax on profit/loss for the year
  • Earnings per share
  • Intangible assets
  • Tangible assets
  • Investments in subsidiaries
  • Other long-term assets
  • Deferred tax
  • Inventories
  • Trade receivables
  • Contract development projects in progress
  • Short-term current asset investment
  • Cash at bank and in hand
  • Share capital
  • Treasury shares
  • Long-term liabilities
  • Provisions
  • Employee bonds
  • Other payables
  • Operating lease commitments
  • Contingent liabilities, collateral and contractual obligations
  • Other items with no effects on cash flow
  • Related parties
  • Share-based remuneration
  • Ownership
  • Discontinued operations
  • Financial risks and financial instruments
  • Events after the balance sheet date

1. ACCOUNTING POLICIES Basic Principles

The annual report of RTX for 2011/12, including both the consolidated financial statements and the Parent financial statements, is presented in accordance with International Financial Reporting Standards (IFRS) as adopted by the EU and additional Danish disclosure requirements for annual reports of listed companies, with reference to the disclosure requirements of listed companies from NASDAQ OMX Copenhagen A/S and the Danish Executive Order on IFRS Adoption issued in accordance with the Danish Financial Statements Act.

This annual report also complies with the International Financial Reporting Standards issued by IASB.

The consolidated financial statements and the separate financial statements are presented in DKK, which is the presentation currency for the Group's activities and the functional currency for the Parent company.

The annual report is presented based on historical cost prices, except items where IFRS require measurement at fair value. Otherwise the accounting policies applied are as described below.

Standards and interpretations effective from the financial year 2011/12

In the financial year 2011/12 the Group has used all the new and changed standards and interpretations which are relevant to RTX, and which came into force with effect for financial years from 1 October 2010, and they have been implemented in the preparation of the annual report for 2011/12. These standards and interpretations are:

  • • Amendment to IFRS 7 Financial Instruments, information and presentation. The change results in changed disclosure requirements for derecognition of financial instruments.
  • • IFRS 9 Classification and Measurement of Financial Assets. The number of categories of financial assets is reduced to two – amortized cost price model or fair value model. The classification is determined by type of business model and the characteristics of the instrument.

  • • IFRS 10 Consolidated Financial Statements. The standard is effective for financial years beginning on 1 January 2013 or later. The standard replaces IAS 27 Consolidated and Separate Financial Statements and establishes disclosure and preparation of the consolidated financial statements.

  • • IFRS 11 Joint Arrangements "joint activities and joint entities (joint ventures)" The standard is effective for financial years beginning on 1 January 2013 or later. The standard replaces IAS 31 Interests in Joint Ventures and determines the financial reporting for parties in a joint venture.
  • • IFRS 12 Disclosure of Interests in Other Entities. The standard is effective for financial years beginning on 1 January 2013 or later. The standard is applicable to entities which have investments in a subsidiary, a joint venture, in an associated company or a non-consolidated structured entity.
  • • IFRS 13 on Fair Value Measurements. The standard is effective for financial years beginning on 1 January 2013 or later. The standard sets out the framework for measurement of fair value and disclosures on fair value measurement in one single standard.
  • • IAS 1 Presentation of Financial Statements regarding amendments to the comprehensive income statement. The aim of the changes is to improve consistency and clarity in the presentation of items of other comprehensive income.
  • • IAS 27 on separate parent company financial statements. The standard is effective for financial years beginning on 1 January 2013 or later. The standard includes the accounting recognition and measurement as well as disclosure requirements for investments in subsidiaries, joint ventures and associates, when an entity prepares separate financial statements. Together with IFRS 10 Consolidated Financial Statement the

amended standard replace the former IAS 27 Consolidated and Separate Financial Statements.

  • • IAS 28 Investments in Associates and Joint Ventures. The standard is effective for financial years beginning on 1 January 2013 or later. The Standard sets out the accounting treatment of investments in associates and establishes requirements for using the equity method for investments in associates and joint ventures.
  • • Minor changes to various standards as a result of IASB's annual improvement project from May 2012.

Management assesses that the future implementation of other Standards and Interpretations which have not become effective can be implemented without any significant influence on the annual report.

Consolidated financial statements

The consolidated financial statements include the Parent RTX and the enterprises (subsidiaries) that are controlled by the Parent. Control is achieved by the Parent, either directly or indirectly, holding more than 50% of the voting rights or in any other way possibly or actually exercising controlling influence.

RTX together with its subsidiaries is referred to as the Group.

Basis of consolidation

The consolidated financial statements are prepared on the basis of the financial statements of RTX and its subsidiaries. The financial statements used for consolidation have been prepared applying the Group's accounting policies.

On consolidation, intra-group income and expenses, internal shareholdings, intragroup accounts and dividends as well as profits and losses on transactions between the consolidated enterprises are eliminated.

Subsidiaries' financial statement items are recognized in full in the consolidated financial statements. Minority interests' pro rata share of profit/loss forms part of the Group's profit or loss for the year and is a separate element of the Group's equity.

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Notes

Business combinations

Newly acquired or newly established companies are recognized in the consolidated financial statements as from the date of acquisition or the date of establishment, respectively. The acquisition date is the date, where control of the company is actually obtained. Companies sold or liquidated are included in the profit and loss account until the date of sale or liquidation. The date of sale is the date, where control of the company is actually transferred to a third-party. When acquiring new companies, where the Group obtains a controlling influence in the acquired company, the acquisition method is applied, by which the newly acquired companies' identifiable assets, the liabilities and the contingent liabilities are measured at fair value at the acquisition date.

The consideration paid for a company is the fair value of the consideration paid for the acquired company. Acquisition-related costs are recognized in profit or loss in the periods in which the costs are incurred.

Positive differences (goodwill) between, on the one hand, the consideration paid for the acquired company, the value of minority interests in the acquired company and the acquisition-date fair value of previously held equity interests, and, on the other hand, the fair value of the acquired assets, liabilities and contingent liabilities are recognized as an asset under intangible assets, and are tested for impairment at least once a year. If the carrying amount of the asset exceeds the recoverable amount, the carrying amount of the asset is reduced to the lower recoverable amount.

Foreign currency translation

The presentation currency of the Group and the Parent is Danish kroner (DKK).

The functional currency for the parent company is Danish kroner (DKK).

On initial recognition, transactions in currencies different from the enterprises' functional currency are translated applying the exchange rate of the transaction date.

Monetary items denominated in foreign currencies that have not been settled at the balance sheet date are translated using the exchange rate at the balance sheet date. Exchange differences that arise between the rate at the transaction date and the one in

effect at the payment date or the rate at the balance sheet date are recognized in the income statement as financial income or financial expenses. Non-monetary assets acquired in foreign currencies and measured on the basis of historical cost are translated applying the exchange rate of the transaction date. Non-monetary items that are restated at fair value are translated using the exchange rate at the date of restatement.

On recognition in the consolidated financial statements of enterprises which present their financial statements in a functional currency different from DKK, the income statements are translated at the months' average exchange rates. Balance sheet items are translated using the exchange rates at the balance sheet date. Goodwill is considered as belonging to the relevant entity acquired and is translated using the exchange rate at the balance sheet date.

Exchange differences arising out of the translation of foreign enterprises' balance sheet items and income statement items are recognized directly in equity. Correspondingly, exchange differences arising as a result of changes made directly in the foreign entity's equity are also recognized in equity. Other foreign exchange gains and losses are recognized in the income statement under financial income or expenses.

Share-based incentive schemes

Share-based incentive schemes in the form of share options and warrants where the employees may only choose to buy and subscribe for shares in the Parent, at an agreed rate (equity-settled share-based payment scheme), the fair value of the rights is measured at the time of issue and are recognized in the income statement under staff costs for the period during which the employees achieve final right to the share options and warrants, respectively. The set-off entry is recognized directly in equity.

On initial recognition of the share options and warrants an estimate is made regarding the number of rights for which the employees are expected to acquire final right. Subsequently, adjustments are made for changes to this estimate whereby final recognition of the cost corresponds to the actual number of acquired rights to share options and warrants.

The fair value of the share options and the warrants is computed by using the Black & Scholes model for valuation of European call options with the parameters included in note 34.

Income taxes

Tax for the year, consisting of current tax for the year and changes in deferred tax, is recognized in the income statement by the portion attributable to the profit/loss for the year and classified directly as equity by the portion attributable to entries directly on equity. Exchange adjustments of deferred tax are recognized as part of the year's adjustments of deferred tax.

The current tax payable or receivable is recognized in the balance sheet, stated as tax calculated on this year's taxable income, adjusted for prepaid tax. When calculating the current tax for the year, the tax rates in effect at the balance sheet date are used.

The current Danish income tax is allocated among the jointly taxed Danish enterprises proportionally to their taxable income, i.e. full allocation with a refund concerning tax losses.

Deferred tax is recognized applying the liability method on all temporary differences between the carrying amount and tax-based value of assets and liabilities.

Deferred tax is calculated based on the planned use of each asset or the planned winding-up of each liability, respectively. Deferred tax is measured by using the tax rates and tax rules of the respective countries which are expected to apply when deferred tax is expected to be released as current tax.

Deferred tax assets, including the tax base of tax loss carry-forwards, are recognized in the balance sheet at their estimated realizable value, either as a set-off against deferred tax liabilities or as net tax assets for set-off in future positive taxable income. At each balance sheet date, it is reassessed whether sufficient taxable income is likely to occur in future for the deferred tax asset to be used.

Income statement Revenue

Revenue from the sale of manufactured goods and goods for resale is recognized

in the income statement when delivery is made and risk has passed to the buyer.

Contract development projects and delivery of services are recognized as revenue when the project is performed or when the agreed services are delivered so that revenue corresponds to the selling price of the work performed in the financial year (the percentage-of completion method), see below.

Revenue is measured at fair value of the consideration received or receivable. If interest-free credit has been arranged for payment of the consideration receivable which is longer than the usual credit period, the fair value of the consideration is determined by discounting future payments. The difference between fair value and nominal value of the consideration is recognized as financial income in the income statement by using the effective interest method.

Revenue is calculated net of VAT, duties, etc collected on behalf of a third party.

Contract development projects financed by a third party

If the outcome of a contract development project can be estimated reliably, revenue is recognized in the income statement based on the contract's stage of completion at the balance sheet date (the percentageof-completion method). The related cost is expensed at the time of consumption.

If the outcome of a contract development project cannot be estimated with sufficient reliability, revenue is recognized at the project costs incurred in the period to the extent these costs are likely to be recovered.

Costs of sales work and of securing contracts as well as financing costs are recognized in the income statement as incurred.

Royalty

Income from royalty is often conditional on future events, including the customer's sale of products containing technology developed by RTX. Royalty is therefore not recognized in the income statement until these future events have occurred.

Public grants

Public grants are recognized in the profit and loss when they are received.

Cost of sales, etc

Cost of sales etc comprises raw materials, consumables, cost of sales, freight, customs and other direct external expenses incurred to achieve revenue.

Consumed resources related to development projects financed by a third party are expensed when consumed.

Other external expenses

Other external expenses comprise costs for premises, marketing and sale, administration, bad debts, etc.

Other external expenses also include external costs for development projects at own expense which do not meet the criteria for recognition in the balance sheet. In addition, provisions for loss on contract development projects are included.

Own development projects

Development cost financed by RTX is absorbed and financed by RTX in those cases where a project is initiated without a signed contract with a third party about direct financing of the customer project.

Development cost financed by RTX is expensed in the profit and loss when consumed. In those cases where it is highly probable that the development projects can be marketed as new products in a potential market and development cost is clearly identified, the direct cost measured on the project can be transferred to assets, if there is a correlation between the cost and the expected future income.

Staff costs

Staff costs comprise wages and salaries, share-based remuneration as well as social security costs, pension contributions etc for the Company's management and staff.

Staff costs also include wages and salaries etc relating to development projects at own expense which do not meet the criteria for recognition in the balance sheet.

Financial income and expenses

These items comprise interest income and interest expenses, the interest portion of finance lease payments, foreign exchange gains and losses on liabilities and transactions in foreign currency, amortisation premium/allowance on financial assets and liabilities etc as well as tax surcharge and repayment under the Danish Tax

Prepayment Scheme. Moreover, the items comprise realized and unrealized gains and losses on derivative financial instruments which cannot be classified as hedging transactions.

Interest income and interest expenses are accrued based on the principal sum and the effective interest rate.

Dividends from investments in other securities and equity investments are recognized when a final right to these dividends has been obtained.

Balance sheet

Completed development projects at own expense

Development projects are recognized as intangible assets to the extent the product or the process is likely to generate future financial benefits to the Group, and the development costs related to each asset can be measured reliably.

On initial recognition, development projects are measured at cost. The cost of development projects comprises costs that are directly attributable to the development projects.

Completed development projects are amortised on a straight-line basis using the estimated useful lives of the assets. The period of amortisation is usually 3-5 years. For development projects protected by intellectual property rights, the maximum period of amortisation is the remaining duration of the relevant rights.

Development projects in progress recognized in the balance sheet are not amortised but tested for impairment at least once a year.

The Group's services are primarily sold on markets with frequent changes or upgrading of technologies. Consequently, the Group's commercial sales conditions may change at short notice, and in particular cases the market may be lost due to a specific technological development. Therefore, it is expected that only in special cases incurred costs relating to the Group's own development projects will meet the requirements for capitalization.

Patents and licences

Acquired intellectual property rights in the form of patents and licences are measu-

red at cost less accumulated amortisation. Patents are amortised on a straight-line basis over the remaining patent period, and licenses are amortised over the term of the agreement. If the actual useful life is shorter than the remaining life and the term of the agreement, respectively, amortisation is performed over the shorter useful life.

Goodwill

On initial recognition, goodwill is recognized and measured as the difference between cost of the enterprise acquired and the fair value of the assets, liabilities and contingent liabilities acquired, see description under consolidated financial statements.

When goodwill is recognized, the amount is allocated to the activities of the Group generating separate payments (cash-generating units). Determination of cashgenerating units follows the management structure and internal finance management and reporting of the Group.

Goodwill is not amortised but tested for impairment at least once a year.

Property, plant and equipment

Property, plant and equipment are measured at cost less accumulated depreciation and impairment losses. Land is not depreciated.

Cost comprises the acquisition price, costs directly attributable to the acquisition as well as preparation costs. For assets held under finance leases, cost is the lower of the asset's fair value and present value of future lease payments.

The basis of depreciation is cost less estimated residual value after the end of useful life.

Straight-line depreciation is made on the basis of the following estimated useful lives of the assets:

Buildings 25 to 50 years
Plant and machinery 4 to 10 years
Other fixtures and fittings,
tools and equipment,
including IT equipment 3 to 7 years
Leasehold improvements 5 years

Depreciation methods, useful lives and residual amounts are reassessed annually.

Property, plant and equipment are written down to the lower of recoverable amount and carrying amount.

Investments in subsidiaries in the Parent's financial statement

Investments in subsidiaries are measured at cost.

Impairment of property, plant and equipment and intangible assets as well as investments in subsidiaries

The carrying amounts of property, plant and equipment and intangible assets with determinable useful lives as well as the Parent's investments in subsidiaries are tested on the balance sheet date to determine whether there are indications of impairment. If there are indications of impairment, the recoverable amount of the asset is estimated to establish the need for impairment and the extent of the impairment losses, if any. For development projects in progress, intangible assets with determinable useful lives and goodwill, the recoverable amount is estimated annually, irrespective of whether there are indications of impairment.

If the individual asset does not generate cash independently of other assets, the recoverable amount is estimated for the smallest cash-generating unit in which the asset is included.

The recoverable amount is calculated as the higher of the assets' fair value less costs to sell and value in use. On calculation of value in use, the estimated future cash flows are discounted to present value by using a discount rate reflecting actual market assessments of the timing value of money as well as the particular risks related to the assets, and for which no adjustment has been made in the estimated future cash flows.

If the recoverable amount of the assets is estimated to be lower than carrying amount, carrying amount is written down to recoverable amount.

Impairment losses are recognized in the income statement. In case of any subsequent reversals of impairment losses, the carrying amount of the assets is increased to the adjusted estimate of the recoverable amount, however not exceeding the carrying amount which the asset would have had if the impairment loss had not

been performed. Impairment of goodwill is, however, not reversed.

Other investments

Other investments are classified as "Financial assets available for sale", and on initial recognition these are measured at fair value equal to the cost on the trading day plus any transaction costs. Listed shares and bonds are subsequently measured at fair values on the balance sheet date (listed price). Other investments are measured at an approximate computed fair value or at cost if an approximate fair value cannot be computed reliably. If the carrying amount of other investments exceeds the recoverable amount, writedown is made to this lower value.

Fair value adjustments of financial assets available for sale are recognized directly in equity until the time of sale of the assets. Upon sale of the assets, accumulated gains and losses recognized in equity are transferred to the income statement. Interest and dividends on financial assets available for sale are recognized in the income statement under financial income.

Inventories

Inventories are measured at the lower of cost using the FIFO method and net realizable value.

Cost of goods for resale, raw materials and consumables consists of purchase price plus landing costs. Cost of manufactured goods and work in progress consists of costs of raw materials, consumables and direct labour costs in production as well as allocated fixed and variable indirect production costs.

Variable indirect production costs include indirect materials and payroll and are allocated based on precalculations of the goods actually produced. Fixed indirect production costs comprise costs of maintenance of and depreciation on machinery, factory buildings and equipment applied for the manufacturing process as well as costs of factory administration and management.

The net realizable value of inventories is calculated as the estimated selling price less completion costs and necessary selling costs.

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Receivables

Receivables comprise trade receivables, receivables from project contracts as well as other receivables. Receivables are financial assets with fixed or determinable payments which are not listed at an active market and which are not derivatives.

On initial recognition, receivables are measured at fair value and subsequently at amortised cost less write-down for bad debts. Writedown is made on an individual basis by using a writedown account.

Contract development projects in progress

Contract development projects are measured at selling price of the work performed at the balance sheet date (percentage-ofcompletion) less on account invoicing and write-down for bad debt.

The selling price is measured based on the stage of completion on the balance sheet date and the total estimated income from each development project. Usually, the stage of completion is estimated as the ratio between the realized and the total budgeted consumption of time and material.

If the outcome of a development project cannot be estimated reliably, the development project is measured at costs incurred to the extent these can be recovered.

When total project costs are likely to exceed total project income for a development project, the expected loss is immediately recognized as costs.

The individual development project in progress is recognized in the balance sheet under receivables or liabilities, depending on whether net value is a receivable or a liability.

Prepayments and accrued income

Prepayments and accrued income comprise incurred costs relating to subsequent financial years. Prepayments and accrued income are measured at cost.

Short-term current asset investments

The Group's portfolio of current asset investments recognized under short-term assets primarily comprises listed bonds. The item includes financial assets measured at fair value through the income statement as well as financial assets available for sale.

Financial assets measured at fair value are recognized at the trading date, and changes in the fair value are recognized currently in the income statement under financial items.

On initial recognition financial assets classified as available for sale are measured at fair value equal to the cost on the trading date. Subsequently, current asset investments are measured at fair value at the balance sheet date equal to the quoted market price. Unrealized capital gains and losses are recognized in equity until the time of divestment. On realization the accumulated value adjustment recognized in equity is transferred to financial items in the income statement.

Treasury shares

Acquisition and selling prices of treasury shares as well as dividends on these are recognized directly as equity under retained earnings.

Provisions

Provisions are recognized when the Group has a legal or constructive obligation as a result of events in this or previous financial years, and repayment of the liability is likely to result in a drain on the Group's financial resources.

Provisions are measured as the best estimate of costs expected for the obligation to be settled on the balance sheet date. Provisions that are estimated to mature after more than one year after the balance sheet date are measured at their present value.

If goods are sold on approval, a provision is made for the mark-up on the goods estimated to be returned as well as any expenses related to the returns.

Guarantee commitments comprise commitments to remedy defects and deficiencies on goods sold within the guarantee period. The liabilities are computed based on historical experiences.

When total costs are likely to exceed total income from a contract development project, a provision is recognized equal to the total loss estimated to result from the relevant project.

In connection with planned restructurings of the Group, provisions are only made for obligations relating to restructurings that were decided and commenced at the balance sheet date according to a specific plan, and where the parties involved have been informed about the overall plan.

Mortgage debt

At the time of borrowing, mortgage debt is measured at fair value which corresponds to the proceeds after deduction of any transaction costs incurred. Subsequently, mortgage debt is measured at amortised cost. This means that the difference between the proceeds at the time of borrowing and the amount to be repaid is recognized in the income statement as a financial expense over the term of the loan applying the effective interest method.

Lease commitments

Lease payments on operating leases are recognized on a straight-line basis in the income statement over the term of the lease. The effective interest method is used for recognition.

Other financial liabilities

On initial recognition, other financial liabilities, including bank loans, trade payables, prepayments received from customers and debt to public authorities, etc are measured at fair value equal to received proceed less any incurred transaction costs. The liabilities are subsequently measured at amortised cost by using the effective interest method so that the difference between the proceeds and the nominal value is recognized in the income statement as a financial expense over the borrowing period.

Presenting of discontinued operations

Discontinued operations comprise enterprises and business areas which are either sold or divested with a view to sale.

Profit/loss after tax from discontinued operations and value adjustments after tax of related assets and liabilities as well as profit/loss from sale are presented in a separate line in the income statement. Comparative figures are restated in accordance with this presentation.

Cash flows from operations, investments and financing activities of discontinued operations are disclosed in a note.

Cash flow statement

The cash flow statement shows cash flows from operations, investments and financing

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as well as cash and cash equivalents at the beginning and the end of the financial year.

Cash flows from acquisition and divestment of enterprises are shown separately under cash flows from investing activities.

Cash flows from operations are presented using the indirect method and calculated as the operating profit/loss adjusted for non-cash operating items and working capital changes less financial income and financial expenses as well as income taxes paid in the financial year.

Cash flows from investments comprise payments in connection with acquisition and divestment of enterprises and financial assets as well as acquisition, development, improvement and sale of intangible assets and property, plant and equipment.

Furthermore, cash flows in the form of lease payments made on assets held under finance leases are recognized.

Cash flows from financing activities comprise changes in the Parent's share capital and related costs as well as the raising and repayment of loans, instalments on interest-bearing debt, purchase and sale of treasury shares, and payment of dividends.

Cash comprise both cash and short-term current asset investments with insignificant price risk less overdraft facilities included as an integral part of the Group's cash management.

Segment information

RTX' reportable segments are determined on the basis of the internal financial reporting to Group Management. The segments

consist of strategic business units selling different products and services. Each business unit is operated relatively independently and uses separate marketing strategies.

The segments' measure of profit or loss is result before tax. Segment income and expenses comprise those items, which can be directly allocated to the individual segment. The measure of the segments' assets is a total comprising completed development projects, development projects in progress and trade receivables. Non allocated items relates to the administrative functions in the Group.

RTX has two reportable segments: Design Services and Enterprise & VoIP. RTX Network Systems is classified as a discontinued operation. The segments are further described in the Management's review.

Ratio definitions and calculation formulas

Earnings per Share (EPS) and Diluted Earnings per Share (DEPS) are calculated in accordance with IAS 33. The other ratios have been calculated in accordance with "Recommendations & Financial Ratios 2010" issued by the Danish Society of Financial Analysts, unless otherwise indicated. Operating profit/loss 1) Profit/loss before financial income and expenses Growth in net turnover 1) 2) (Net turnover in year n - net turnover in year n - 1) * 100 / Net turnover in year n – 1 Profit margin 1) Operating profit/loss * 100 / Net turnover Return on invested capital Operating profit/loss before amortisation (EBITA) * 100 / (ROIC including goodwill) 1) Average invested capital including goodwill Return on equity Profit/loss from ordinary activities after tax and minority interests * 100 / Average equity Equity ratio 2) Equity at year-end * 100 / Total assets at year-end Earnings per share (EPS) Profit/loss from ordinary activities after tax and minority interests / Average number of shares in circulation each at a nominal value of DKK 5 Diluted earnings per share (DEPS) Profit/loss from ordinary activities after tax and minority interests / Average number of diluted shares each at a nominal value of DKK 5 Cash flow from operations per share 1) 2) Cash flow from operations / Average number of shares in circulation each at a nominal value of DKK 5 Equity value per share 2) Equity excluding minority interests at year-end / Number of shares in circulation at year-end Dividends per share Total dividends paid / Average number of issued shares each at a nominal value of DKK 5

1) Key ratios have been calculated on the basis of items comprising the Group's continuing operations.

2) Not defined by the Danish Association of Financial Analysts.

Computation of earnings per share and diluted earnings per share is specified in note 13.

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2. MATERIAL ACCOUNTING ESTIMATES, ASSUMPTIONS AND UNCERTAINTIES

Several financial statement items cannot be measured with certainty but only be estimated. Such estimates comprise assessments made on the basis of the latest information available at the time of the financial reporting. It may be necessary to change previous estimates due to changes in the matters on which the estimates were based or due to additional information, further experience or subsequent events.

Material accounting estimates

In relation to the practical application of the accounting policies described, Management performs material accounting estimates and assessments which may have a significant impact on the annual report's assets and liabilities at the ba-lance sheet date. Management bases its estimates on historical experiences as well as a number of assumptions which are assessed as being reasonable under the given circumstances. The result thereof forms the basis for the reported carrying amounts of assets and liabilities as well as the reported income and expenses which are not directly disclosed in other documentation. The actually realised results may deviate from these estimated recognized at the balance sheet date.

Management has performed the following material accounting estimates which have had significant influence on the annual report.

Deferred tax assets

RTX recognises deferred tax assets if it is probable that sufficient taxable income exists in future to use the temporary differences between the tax values and the carrying amounts of assets and liabilities and unused tax loss carry-forwards. Management has made a three-year estimate over the future taxable income in the Group. This estimate is included in the assessment as to whether the deferred tax assets may be recognized at the balance sheet date. Based on the revised projections in third quarter 2011/12 an continued volatility in the macroeconoc environment management assesses that the deferred tax asset should continue to be unrecognized. The value of unrecognized tax assets amounts to DKK 66.9 million as at 30 September 2012 (DKK 67.5 million as at 30 September 2011).

Development projects

In those cases where RTX has signed a contract, where RTX (fully or partial) will finance the development cost in order to win the following supply agreement, management assesses that it is highly probable that the development project can be marketed in a potential market. In connection with the capitalization of development costs, the expected useful life of the product is to be determined. Management has assessed that the amortization period is usually 3-4 years.

The development projects amount to DKK 18.0 million as at 30 September 2012 (DKK14.2 million as at 30 September 2011).

Inventories

A specific assessment of the need for write-downs for obsolescence of inventories is made based on an assessment of the future sales potential including service requirements.

The inventories amount to DKK 15.7 million as at 30 September 2012 (DKK 7.2 million as at 30 September 2011).

Trade receivables from product sale and services

Specific estimates of trade receivables are made on an assessment of the customer's historical ability to pay and the current situation.

The trade receivables amount to DKK 38.6 million as at 30 September 2012 (DKK 53.9 million as at 30 September 2011).

contents dear shareholder summary financial highlights primary activity design services enterprise & voip
activities and finances uncertainty intellectual resources research and development CSR prospects
corporate governance supervisory board executive board statements financial statements A ddresses
technical terms
income statement statement of comprehensive income balance sheet
equity statement
cash flow statement notes

3 Segment information

The management reporting to the Supervisory Board of the parent company in RTX is based on the continued operations which are Design Services and Enterprise & VoIP. Design Services is an R&D design partner in wireless solutions and supplier of test systems. Enterprise & VoIP is a supplier of advanced IP telephone solutions to the Enterprise and the SME market.

For a presentation of the events within the segments in the financial year 2011/12 and the development in the segments compared to 2010/11, is referred to Management's report.

Segment information relating to business segments in the Group

2011/12 Amounts in DKK '000 Design Enterprise Not Elimi- Group Services & VoIP allocated nations items Revenue to external customers 86,023 103,147 2,094 - 191,264 External segment revenue 86,023 103,147 2,094 - 191,264 Depreciation, amortisation and impairment 106 -4,313 -2,146 - -6,353 Operating profit/loss (EBIT) 7,687 -5,148 -49 - 2,490 Intangible assets - 25,841 - - 25,841 Tangible assets 201 883 74,799 - 75,883 Other long-term assets - 743 - - 743 Inventory 2,700 12,989 - - 15,689 Trade receivables 14,196 24,402 - - 38,598 Contract development projects in progress 4,139 - - - 4,139 Tax - - 975 - 975 Other receivables - - 1,129 - 1,129 Accruels - - 1,699 - 1,699 Short-term current asset investments - - 47,668 - 47,668 Total 21,236 64,858 126,270 - 212,364

2010/11
Amounts in DKK '000 D
esign E
Services
nterprise N
& VoIP
ot E
allocated
items
limi-
nations
Group
Revenue to external customers 72,971 127,529 4,387 - 204,887
Internal revenue 174 7,359 - -7,533 -
External segment revenue 73,145 134,888 4,387 -7,533 204,887
Depreciation, amortisation and impairment -178 -1,048 -2,065 - -3,291
Operating profit/loss (EBIT
)
1,141 11,242 -3,339 - 9,044
Intangible assets - 22,037 - - 22,037
Tangible assets 501 608 76,129 - 77,238
Other long-term assets - 345 - - 345
Inventory 2,500 4,739 - - 7,239
Trade receivables 19,932 33,948 - - 53,880
Contract development projects in progress 2,403 - - - 2,403
Tax - - 236 - 236
Other receivables - - 1,067 - 1,067
Accruels - - 1,768 - 1,768
Short-term current asset investments - - 66,853 - 66,853
Total 25,336 61,677 146,053 - 233,066

Not allocated revenue is mainly rental income. Except tax and deposits all other assets are related to the parent activities in Denmark.

In the financial year one customer represents a turnover of 15.1% of the Groups total turnover in the continued business (In 2010/11 the turnover to the same customer represented 18.7%)

Transactions between segments are conducted on an arm's length basis.

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group parent
Amounts in DKK '000 2011/12 2010/11 2011/12 2010/11
4 revenue
The revenue in the Group from external customers is specified below.
Denmark 12,027 12,330 12,025 10,716
Other Europe 109,143 122,046 109,132 32,151
Asia nad Australia 19,231 25,229 19,075 32,864
North and South America 46,857 43,833 46,857 30,431
Africa 4,006 1,449 4,006 -
Total 191,264 204,887 191,095 106,162
Revenue distributed to geographic area according to the customer's
geographical location,
Revenue by type of income
Development projects 54,952 62,263 54,952 59,361
Royalty 3,842 3,313 3,842 3,313
Sale of products etc. 128,786 139,311 128,774 15,656
Other services 3,684 - 3,527 27,832
Total 191,264 204,887 191,095 106,162
5 cost of sales
Cost of sales
75,174 83,338 73,189 12,909
Write-down of inventories 263 655 263 655
Other unit costs 1,233 2,186 2,530 756
Total 76,670 86,179 75,982 14,320
6 staff
costs
Staff costs related to the continuing operations
Remuneration of the Board of Directors 1,050 1,050 1,050 1,050
Wages and salaries 82,097 77,705 65,599 65,306
Defined contribution pension plans 3,001 2,760 2,552 2,430
Other social security costs, etc. 987 936 891 842
Share-based remuneration, see note 34 1,201 1,111 1,201 949
Public grants related to staff costs -681 -480 -681 -480
Other staff costs 78 67 78 67
Total 87,733 83,149 70,690 70,164
Number of full-time employees at 30 September 168 164 114 112
Number of full-time employees at 30 September, continued operations 168 164 114 112
Average number of full-time employees 168 167 116 115
Average number of full-time employees, continued operations 168 163 116 112
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activities and finances uncertainty intellectual resources research and development CSR prospects
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6 staff costs (continued)

Remuneration to the Board of Directors, the Board of Management and other key management employees.

group
Amounts in DKK '000 2011/12 2010/11
Supervisory E
Board B
xecutive O ther
oard management B
employees
Supervisory E
oard B
xecutive O ther
oard management
employees
Wages, salaries and fees 1,050 1,920 3,396 1,050 1,920 3,300
Bonus - - 370 - 576 -
Pensions - - 86 - - 82
Severance pay - - - - - 1,398
Total 1,050 1,920 3,852 1,050 2,496 4,780
Share-based payment - 181 294 - 102 164
Total remuneration 1,050 2,101 4,146 1,050 2,598 4,944
parent
Wages, salaries and fees 1,050 1,920 1,956 1,050 1,920 1,021
Bonus - - 370 - 576 -
Pensions - - 86 - - 45
Severance pay - - - - - 1,398
Total 1,050 1,920 2,412 1,050 2,496 2,464
Share-based payment - 181 294 - 102 87
Total remuneration 1,050 2,101 2,706 1,050 2,598 2,551

On dismissal by the Company the Executive Board shall be entitled to a salary in the period of notice and severance pay totalling up to 12 months' salary, equal to approx. DKK 1.9 million. (DKK 1.9 million in 2010/11).

The Group has entered into defined contribution pension plans with a significant number of the Group's employees.

The Group has not entered into defined benefit pension.,

Defined contribution pension plans require the employer to pay a certain amount to a pension provider or the like, though the company bears no risk as regards future development in interest, inflation, mortality, disability, etc regarding the amount to be paid to the employee.

Staff cost related to the discontinuing operations

group parent
Amounts in DKK '000 2011/12 2010/11 2011/12 2010/11
Wages and salaries - 1,036 - 789
Defined contribution pension plans - 80 - 80
Other social security costs, etc. - 67 - 10
Total - 1,183 - 879
contents dear shareholder
summary
financial highlights primary activity design services enterprise & voip
activities and finances uncertainty intellectual resources research and development CSR prospects
corporate governance supervisory board executive board statements financial statements A ddresses
technical terms
income statement statement of comprehensive income balance sheet equity statement
cash flow statement
notes
group parent
Amounts in DKK '000 2011/12 2010/11 2011/12 2010/11
7 depreciation, amortisation and impairment
Amortisation of intangible assets 3,763 886 3,763 886
Impairment of intangible assets - - - -
Depreciation of property, plant and equipment 2,755 2,503 2,204 2,338
Profit/loss from sale of plant and equipment, net -165 -98 -165 -98
Total 6,353 3,291 5,802 3,126
8 development costs
Own development cost incurred before capitalisation 37,225 25,731 37,225 25,731
Value of work transferred to assets (capitalized) -12,540 -12,306 -12,540 -12,306
Total amortisation and impairment losses on development projects 3,763 886 3,763 886
Development cost recognised in the profit and loss account 28,448 14,311 28,448 14,311
Development costs are recognised as follows:
Other external expenses 5,744 2,482 5,744 2,482
Staff costs 31,481 23,249 31,481 23,249
Value of work transferred to assets -12,540 -12,306 -12,540 -12,306
Amortisation and impairment losses on development projects 3,763 886 3,763 886
Total 28,448 14,311 28,448 14,311
Included in the value of own development cost incurred before capitalisation
is the value of received publics grants from EU amounting to DKK 0.9 million.
(2010/11 DKK 1.2 million).
9 f ees to auditors elected by the annual general meeting
Total fees to Deloitte can be specified as follows:
Statutory audit 484 556 375 453
Other auditing and assurance services 19 12 19 12
Tax advisory services 126 142 126 142
Other services 97 114 97 114
Total 726 824 617 721
10 financial income
Interest income from financial assets 721 764 721 764
Interest income from banks etc.
Other financial income
4
64
10
-
4
55
10
-
Total interest income 789 774 780 774
Exchange rate gains (net) 179 - 714 681
Other financial income 128 209 128 -
Total 1,096 983 1,622 1,455
11 financial expenses
Interest costs to banks, etc. 477 571 477 571
Interest costs to subsidiaries - - 295 -
Total interest costs 477 571 772 571
Exchange rate loss (net) - 1,051 - -
Other financial costs 580 663 527 420
Financial costs transferred to discontinuing operations - - 604 634
Total 1,057 2,285 1,903 1,625
contents dear shareholder summary
financial highlights
primary activity design services enterprise & voip
activities and finances uncertainty
intellectual resources
research and development CSR prospects
corporate governance supervisory board executive board statements financial statements A ddresses technical terms
income statement statement of comprehensive income balance sheet equity statement cash flow statement notes
group parent
Amounts in DKK '000 2011/12 2010/11 2011/12 2010/11
12 tax on profit/loss
for the year
Current tax on profit/loss for the year -638 -1,481 -261 -390
Change in deferred tax -682 -3,624 -682 -3,624
Change resulting from valuation of deferred tax assets
at recoverable amount 682 5,817 682 5,817
Adjustment concerning previous years
Current tax - - -236 -
Deferred tax - -2,193 - -2,193
Total -638 -1,481 -497 -390
Tax on profit/loss for the year can be specified as follows:
Income tax rate in Denmark 25 25 25 25
Disallowable expenses less non-taxable income
and other adjustments - - - -
Adjustment resulting from valuation of deferred tax assets
at recoverable amount
-25 -25 -25 -25
Tax on profit/loss for the year and the effective tax rate are
materially affected by the valuation of deferred tax assets
at recoverable amount.
Taxed paid/reveived during the year 2,670 626 261 626
Income taxes, net
Income taxes on 1 October, net -1,293 -441 236 -
Current tax on profit/loss for the year -402 -1,481 -261 -390
Tax paid during the year
Current year 2,670 626 261 626
Previous years, net 14 3 - -
Adjustment of current tax concerning previous years, net -236 - -236 -
Current tax of changes in equity - - - -
Income taxes at 30 September, net 753 -1,293 - 236
Which can be specified as follows:
Income tax receivable 975 236 - 236
Income tax payable -222 -1,529 - -
Total 753 -1,293 - 236
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income statement statement of comprehensive income balance sheet equity statement cash flow statement notes
group
Amounts in DKK '000 2011/12 2010/11
13 earnings per share
1,000 shares
Average number of shares 9,434 9,434
Average number of treasury shares -145 -145
Average number of shares in circulation 9,289 9,289
Average diluted effect on outstanding warrants 946 504
Average diluted number of shares 10,235 9,793
Profit/loss for the year from continuing and discontinued operations, DKK '000 1,891 3,941
Profit/loss for the year from continuing operations, DKK '000 1,891 6,261
Profit/loss for the year from discontinued operations, DKK '000 - -2,320
Earning per share from continuing and discontinued operations (DKK) 0.2 0.4
Diluted earnings per share from continuing and discontinued operations (DKK) 0.2 0.4
Earnings per share from continuing operations (DKK) 0.2 0.7
Diluted earnings per share from continuing operations (DKK) 0.2 0.6
Earnings per share from discontinued operations (DKK) - -0.2
Diluted earnings per share from discontinued operations (DKK) - -0.2
group parent
Amounts in DKK '000 Own A
development
projects
cquired G
licence
rights
oodwill Own A
development
projects
cquired
licence
rights
14 Intangible assets
Cost at 1 October 2010 10,725 3,598 8,269 10,512 3,598
Disposals -213 - - - -
External additions 421 - - 421 -
Internal additions 11,885 - - 11,885 -
Cost at 30 September 2011 22,818 3,598 8,269 22,818 3,598
Amortisation and impairment at 1 October 2010 -7,905 -3,598 -472 -7,692 -3,598
Amortisation for the year -886 - - -886 -
Reversed amortisation on disposal 213 - - - -
Amortisation and impairment at 30 September 2011 -8,578 -3,598 -472 -8,578 -3,598
Carrying amount at 30 September 2011 14,240 - 7,797 14,240 -
Cost at 1 October 2011 22,818 3,598 8,269 22,818 3,598
Disposals - - - - -
External additions - - - - -
Internal additions 12,540 - - 12,540 -
Reimbursements -4,973 - - -4,973 -
Cost at 30 September 2012 30,385 3,598 8,269 30,385 3,598
Amortisation and impairment at 1 October 2011 -8,578 -3,598 -472 -8,578 -3,598
Amortisation for the year -3,763 - - -3,763 -
Reversed amortisation on disposals - - - - -
Amortisation and impairment at 30 September 2012 -12,341 -3,598 -472 -12,341 -3,598
Carrying amount at 30 September 2012 18,044 - 7,797 18,044 -
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14 intangible assets (continued)

Goodwill

Goodwill arisen in relation to business combinations is distributed at the time of acquisition to the cash flow units which are expected to obtain financial advantages from the acquisition.

The carrying amount of goodwill is distributed as follows on the respective cash flow generating unit, Enterprise & VoIP:

parent
Amounts in DKK '000 2011/12 2010/11
RTX Hong Kong, Ltd. 7,797 7,797

Goodwill is as a minimum tested once a year for impairment and more frequently if there are indications of impairment. The recoverable amount for the individual cash flow generating units to which the goodwill amounts have been distributed are stated based on computation of the units' present value of expected cash flows. The most material uncertainties are connected with the determination of the discount factors and growth rates as well as expected changes in sales prices and production costs in the budget periods.

The determined discount factors reflect market evaluations of the timing value of money, reflected in risk free interest and the specific risks connected to the individual cash flow generating unit.

The pre tax discount factors used in the calculation is 10 % (after tax 8%) (in 2010/11 10%).

The determined growth rates are based on internal strategy plans and forecast for the coming 3 years.

Estimated changes in selling prices and production costs are based on historical experiences as well as expectations for future changes in the market. The prognoses are based on a specific business evaluation of the expected sales prices and production costs. The changes in sales prices and costs are substantially equivalent to the ones used in the calculations 2010/11.

For the purpose of computing the cash flow generating units' present value of expected cash flows, the cash flows stated in the most recent management approved budgets for the next financial year are used as well as strategy plans. For financial year beyond budget periods (terminal period) a growth rate of 1% is applied.

Other intangible assets

Apart from goodwill, all intangible assets are regarded as having determinable useful lives over which the assets are amortised, see description included under accounting policies.

The assessment of the recoverable amount of own development projects in progress is based on net present value calculations for development projects. Net present value calculations are based on the expected cash flow from the assets in management approved budgets over expected lifetime of the projects, and a discount rate before tax at 10% (in 2010/11 10%).

Over the recent financial years RTX has chosen to capitalize those development costs used for specific investments in new products and technology platforms. It is assesed that development of these investments are essential for Enterprise & VoIP going forward.

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group
Amounts in DKK '000
L
and and
buildings
Plant O
and
machinery
ther fixtures, L
tools and
equipment
easehold
improve-
ments
15 tangible assets
Cost at 1 October 2010 95,632 18,076 14,126 503
Foreign exchange adjustments - 3 6 3
Additions - - 510 447
Disposals - -641 -442 -
Cost at 30 September 2011 95,632 17,438 14,200 953
Depreciation and impairment at 1 October 2010 -17,673 -17,934 -13,519 -421
Foreign exchange adjustments - -3 -8 -6
Depreciation for the year -1,830 -54 -523 -96
Reversal relating to disposals - 600 482 -
Depreciation and impairment at 30 September 2011 -19,503 -17,391 -13,568 -523
Carrying amount at 30 September 2011 76,129 47 632 430
Cost at 1 October 2011 95,632 17,438 14,200 953
Foreign exchange adjustments - 23 64 -
Additions - - 612 754
Disposals - - -1,210 -953
Cost at 30 September 2012 95,632 17,461 13,666 754
Depreciation and impairment at 1 October 2011 -19,503 -17,391 -13,568 -523
Foreign exchange adjustments - -24 -54 -
Depreciation for the year -1,830 -43 -406 -476
Reversal relating to disposals - - 1,210 978
Depreciation and impairment at 30 September 2012 -21,333 -17,458 -12,818 -21
Carrying amount at 30 September 2012 74,299 3 848 733

The Group's land and buildings are situated in Denmark, and at 1 October 2011 the total value according to the public real estate assessment amounts to DKK 71.0 million (1 October 2010: DKK 71.0 million).

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parent
Amounts in DKK '000
L
and and
buildings
Plant O
and
machinery
ther fixtures,
tools and
equipment
15 tangible assets (continued)
Cost at 1 October 2010 95,632 17,633 12,570
Additions - - 408
Disposals - -641 -22
Cost at 30 September 2011 95,632 16,992 12,956
Depreciation and impairment at 1 October 2010 -17,673 -17,491 -12,345
Depreciation for the year -1,830 -54 -454
Reversal relating to disposals - 600 297
Depreciation and impairment at 30 September 2011 -19,503 -16,945 -12,502
Carrying amount at 30 September 2011 76,129 47 454
Cost at 1 October 2011 95,632 16,992 12,956
Additions - - 612
Disposals - - -1,210
Cost at 30 September 2012 95,632 16,992 12,358
Depreciation and impairment at 1 October 2011 -19,503 -16,945 -12,502
Depreciation for the year -1,830 -44 -330
Reversal relating to disposals - - 1,210
Depreciation and impairment at 30 September 2012 -21,333 -16,989 -11,622
Carrying amount at 30 September 2012 74,299 3 736

The Parent's land and buildings are situated in Denmark, and at 1 October 2011 the total value according to the public real estate assessment amounts to DKK 71.0 million (1 October 2010: DKK 71.0 million).

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parent
Amounts in DKK '000 2011/12 2010/11
16 investments in subsidiaries
Cost at 1 October 34,165 34,165
Disposals relating to sale of subsidiary - -
Adjustment of previous acquisition price - -
Capital increase upon cash investment and acquisition of equity investments - -
Cost at 30 September 34,165 34,165
Value adjustment at 1 October -3,520 -3,520
Disposals relating to sale of subsidiary - -
Reversal relating to disposals - -
Impairment for the year - -
Value adjustment at 30 September -3,520 -3,520
Carrying amount at 30 September 30,645 30,645

Investments in subsidiaries comprise the following enterprises at 30 September 2012:

Name and registered office N
ominel O
share
capital
wnership R
D
eceivable E
from the Parent D
KK '000
quity P
KK '000
D
rofit for
the year
KK '000
RTX America, Inc., USA T.USD 500 100% 3,310 3,353 392
RTX Hong Kong Ltd., Hong Kong T.HKD 1,110 100% 22,346 26,186 1,025
RTX Telecomunicações Ltda., Brazil T.BRL 1,226 90% 1,653 -14,192 -463
Total 27,309 15,347 954

Which can be specified as follows: Receivables from subsidiaries -

Payables to subsidiaries 27,309
Total 27,309

Subsidiaries' addresses and time for establishing:

RTX America Inc,, San Jose, Californien, USA established in March 2004.

RTX Hong Kong Ltd,, Hong Kong, purchased in January 2006.

RTX Telecomunicações Ltda,, São Paulo, Brasilien established in July 2008.

Due the size of the companies, RTX America Inc. and RTX Telecomunicações Ltda. are not audited.

With effect from 2008 the Parent set up a subsidiary in Brazil, RTX Telecomunicações Ltda., with an ownership interest of 82% at 30 September 2008. The remaining 18% of the company was owned by two Danish citizens resident in Brazil. During 2008/09 one of the minority shareholders sold his ownership interest to the Parent and the share capital of the subsidiary was also increased. On 30 September 2012 RTX' ownership interest amounts to 90%.

In relation to the discontinued operations there has been an impairment loss on 604 thousands DKK in RTX on the debt from RTX Telecomunicações Ltda. towards the parent company (note 36). In 2010/11 the similar amount was 634 thousands DKK.

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Amounts in DKK '000 2011/12 2010/11 2011/12 2010/11
17 other long-term assets
Other equity investments
Cost at 1 October 13,028 13,028 - -
Additions for the year - - - -
Disposals for the year - - - -
Cost at 30 September 13,028 13,028 - -
Value adjustment at 1 October -13,028 -13,028 - -
Additions for the year - - - -
Disposals for the year - - - -
Value adjustment at 30 September -13,028 -13,028 - -
Carrying amount at 30 September - - - -
The values includes equity investments in Junto Telecom, Brazil,
which is a part of the discontinued operations.
The equity investment in Junto Telecom is one element in the attempt to
recover outstanding amounts from the discontinued business segment
Network Systems.
Deposits
Cost at 1 October 345 345 - -
Value adjustment - - - -
Additions for the year 398 27 - -
Disposals for the year - -27 - -
Cost at 30 September 743 345 - -
Carrying amount at 30 September 743 345 - -

Deposits are not depreciated.

Other long-term assets, besides investments in unlisted shares, are measured at fair market value at the balance sheet date. Unlisted shares are measured at cost if fair market value cannot be stated reliably. If the carrying amounts of other long-term assets exceed their recoverable amount, the assets are written down to this lower value.

Deposits are measured at cost. The addition in 2011/12 relates to a new lease for RTX Hong Kong Ltd. at the end of the financial year 2011/12.

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Amounts in DKK '000 2011/12 2010/11 2011/12 2010/11
18 Deferred Tax
Deferred tax, net at 1 October - - - -
Foreign exchange adjustment - - - -
Change in deferred tax on profit/loss for the year, asset -682 -3,624 -682 -3,624
Adjustment of deferred tax concerning previous years - -2,193 - -2,193
Write-down to recoverable amount 682 5,817 682 5,817
Deferred tax, net at 30 September - - - -
Specification of deferred tax:
Intangible assets 24,167 24,220 24,167 24,220
Property, plant and equipment 10,701 10,191 10,701 10,191
Inventories 1,571 1,098 1,571 1,098
Receivables 11,756 11,894 11,756 11,894
Other short-term assets, etc - - - -
Long-term liabilities 813 1,905 813 1,905
Tax loss carryforwards 17,859 18,241 17,859 18,241
Short-term liabilities - - - -
Non-recognised deferred tax assets -66,867 -67,549 -66,867 -67,549
Total - - - -
Which can be specified as follows:
Deferred tax assets - - - -
Deferred tax liabilities - - - -
Total - - - -
The tax value of deferred tax assets, which are not recognized, amounts
to DKK 66.9 million (DKK 67.5 million in 2010/11) and concerns tax
losses and other timing differences. Due to significant uncertainty regar
ding the use of these tax assets, they are not recognized in the balance
sheet.
19 inventories
Raw materials and consumables 4,597 3,394 4,597 893
Finished goods 11,092 3,845 11,092 2,110
Total inventories 15,689 7,239 15,689 3,003
Write-down of inventories 263 655 263 655

As a significant proportion of the production is outsourced to suppliers and this production is carried out with insubstantial use of RTX resources, there are no longer included indirect production costs in the stock value 2011/12 (DKK 0 million in 2010/11).

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group parent
Amounts in DKK '000 2011/12 2010/11 2011/12 2010/11
20 trade receivables
Receivables, gross 88,799 105,389 85,633 67,606
Write-down for expected losses -50,201 -51,509 -47,142 -47,674
Carrying amount at 30 September 38,598 53,880 38,491 19,932
Write-down for the year -1,308 5,251 -532 1,608
Provisions are made for bad debts based on an individual assessment of
the risks of loss, and the carrying amounts of receivables are recognized
at amortised cost. Claims in the Group have been written down to net
realisable value based on an individual assessment.
A provisions account is used to reduce the carrying amount of receivab
les whose value is reduced due to risk of loss. Write-down is stated on a
specific assessment of the respective customers' financial position and
economic development.
Provisions account at 1 October
51,509 46,258 47,674 46,066
Losses recorded for the year - - - -
Reversed provisions -1,636 - -750 -
Bad debt provisions for the year 328 5,251 218 1,608
Provisions account at 30 September 50,201 51,509 47,142 47,674

Included in the provision is the write down on the customer Atlas Telecom with DKK 33.3 millions. The write down was expensed in 2006/07.

Atlas Telecom is subject to an insolvency procedure in Romania (not bankrupt), and as long as the outcome of this procedure is not final, the receivable and the related write-down is maintained.

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Amounts in DKK '000 2011/12 2010/11 2011/12 2010/11
21 contract develpment projects in progress
Market value of development projects in progress 25,722 35,717 25,722 35,717
Invoiced on account -22,899 -37,178 -22,899 -37,178
Contract development projects in progress, net 2,823 -1,461 2,823 -1,461
which are recognised in the balance sheet as follows:
Receivables
4,139 2,403 4,139 2,403
Short-term liabilities -1,316 -3,864 -1,316 -3,864
Contract development projects in progress, net 2,823 -1,461 2,823 -1,461
Retained payments for work performed - - - -
Total volume of orders, etc 38,679 46,941 38,679 46,941
Of this market value of performed work is recognised as income
Market value of non-performed work at the balance sheet date
-25,722
12,957
-35,717
11,224
-25,722
12,957
-35,717
11,224
Market value of non-performed work at the balance sheet
date in % of total volume of orders, etc 33% 24% 33% 24%
Carrying amount of contract development projects in progress approxi
mately equals fair market value.
22 Short-term current asset investments
Cost at 1 October 47,440 49,424 46,492 48,476
Additions for the year - 11,915 - 11,915
Value adjustment of disposals - -316 - -338
Disposals for the year - -13,583 - -13,561
Cost at 30 September 47,440 47,440 46,492 46,492
Value adjustment at 1 October -1,455 -1,430 -1,497 -1,467
Value adjustments for the year -422 -25 -473 -30
Value adjustment at 30 September -1,877 -1,455 -1,970 -1,497
Carrying amount at 30 September 45,563 45,985 44,522 44,995
Fair value adjustments until the time of disposal of the assets are recog
nized directly in other comprehensive income.
Short-term current asset investments consist of listed Danish mortgage
bonds and bonds issued by the Ship Credit Fund with an
Average maturity of (years) 5.5 6.5 5.5 6.5
Average effective rate of interest of 1.1% 1.7% 1.1% 1.7%
Bonds terminate within the following periods from the balance sheet date:
Less than one year - - - -
Between one and two years 11,989 12,039 11,989 12,039
Between two and three years - - - -
Between three and four years 1,041 990 - -
Between four and five years - - - -
After five years 32,533 32,956 32,533 32,956
Total 45,563 45,985 44,522 44,995
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parent
2011/12 2010/11 2011/12 2010/11
5,657 20,868 4,173 11,039
-3,552 - -3,552 -
2,105 20,868 621 11,039
47,170 47,170
47,170 47,170
9,434,051 9,434,051
group

25 treasury shares

parent parent
Amounts in DKK '000 2011/12 2010/11
N
umber of
shares at
D
KK 5
% of share N
capital
D
umber of
shares at
KK 5
% of share
capital
Shareholding at 1 October 144,584 1.5% 144,584 1.5%
Shareholding at 30 September 144,584 1.5% 144,584 1.5%
Market value of shareholding at 30 September, DKK '000 1,639 1,692

The Supervisory Board was authorised to acquire treasury shares of a total face value of 10% of the Company's share capital up to 28 January 2011. The Company's holding of 144,584 shares was acquired for the purpose of partial hedging of the liabilities relating to the share options granted by the Company to the Executive Board and a limited number of key employees, see note 34.

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Amounts in DKK '000 2011/12 2010/11 2011/12 2010/11
26 Long-term liabilities
Mortgage loans as well as other hedged loans maturing 2012 – 2025
and a weighted average interest rate of 0.98% 14,732 16,090 14,732 16,090
Total 14,732 16,090 14,732 16,090
The debt must be paid within the following periods from
the balance sheet date:
Less than one year 1,250 1,318 1,250 1,318
Between one and two years 1,263 1,183 1,263 1,183
Between two and three years 1,275 1,204 1,275 1,204
Between three and four years 1,288 1,225 1,288 1,225
Between four and five years 1,300 1,246 1,300 1,246
After five years 8,356 9,914 8,356 9,914
Total 14,732 16,090 14,732 16,090
Long-term liabilities are recognised in the balance sheet as follows:
Short-term liabilities 1,250 1,342 1,250 1,342
Long-term liabilities 13,482 14,748 13,482 14,748
Total 14,732 16,090 14,732 16,090
Debt is broken down by currency as follows:
DKK 9,373 10,196 9,373 10,196
EUR 5,359 5,894 5,359 5,894
Total 14,732 16,090 14,732 16,090
Of the long-term liabilities there are:
Debt with fluctuating interest rate 9,373 10,040 9,373 10,040
Debt with fixed interest rate 5,359 6,050 5,359 6,050
Total 14,732 16,090 14,732 16,090
Effective rate of interest per annum in local currency:
Below 4% 14,732 15,935 14,732 15,935
Between 4% and 6% - 155 - 155
Total 14,732 16,090 14,732 16,090

Adjustment of above loans to market value at 30 September 2012 would result in a cost of DKK 0.4 million (a cost of DKK 0.4 million at 30 September 2011).

Of long-term liabilities, DKK 0.0 million relates to assets held under finance lease (DKK 0.0 million at 30 September 2011).

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Amounts in DKK '000 2011/12 2010/11 2011/12 2010/11
27 provisions
Provision for losses on projects in progress and completed projects
Provisions at 1 October 2,000 2,000 2,000 2,000
Reversed during the year -2,000 - -2,000 -
Provisions at 30 September - 2,000 - 2,000
Provision for guarantee obligations
Provisions at 1 October 980 788 980 788
Provisions made during the year 725 559 725 559
Employed during the year -748 -367 -748 -367
Reversed during the year - - - -
Provisions at 30 September 957 980 957 980
Provisions for other liabilities
Provisions at 1 October 4,138 3,971 4,138 3,971
Provisions made during the year 491 1,998 491 1,998
Employed during the year -1,998 -1,831 -1,998 -1,831
Reversed during the year - - - -
Provisions at 30 September 2,631 4,138 2,631 4,138
Provisions for discontinued operations
Provisions at 1 October 1,481 2,390 1,481 2,390
Provisions made during the year - - - -
Employed during the year -861 -909 -861 -909
Reversed during the year - - - -
Provisions at 30 September 620 1,481 620 1,481
Total provisions at 30 September 4,208 8,599 4,208 8,599
Provisions are recognised in the balance sheet as follows:
Short-term liabilities (less than 1 year) 2,873 7,226 2,873 7,226
Long-term liabilities (between 1 and 2 years) 1,335 1,373 1,335 1,373
Total 4,208 8,599 4,208 8,599

Loss on work in progress relates to likely losses on contract development projects in progress of which the agreed market values do not exceed the expected cost price of the total contract expenses.

The guarantee obligations are prepared based on previous years' experiences. The expenses are expected to be paid in the period 1 October 2012 - 30 September 2014.

Other obligations are primarily related to obligations for employees dismissed and disemployed, obligations in connection with potential patent actions.

Provisions for discontinued operation used in 2011/12 is related to running the subsidiary in Brazil and legal cost related to trying to recover written-down outstandings in Brazil.

28 Employee bonds

The Parent has issued employee bonds to the employees. The bonds will be redeemed in 2015 and interests are paid according to the Danish minimum interest rate plus 1%.

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Amounts in DKK '000 2011/12 2010/11 2011/12 2010/11
29 Other payables
Wages and salaries, personal income taxes, social security
costs, holiday pay, etc. 3,813 2,798 3,245 2,798
Holiday allowance 7,889 7,666 7,889 7,666
Other costs payable 8,023 9,133 6,445 5,978
Total 19,725 19,597 17,579 16,442
Carrying amount of due items concerning wages and salaries, perso
nal income taxes, social security costs, holiday pay, as well as other
expenses due, etc equals the fair market value of the liabilities.
The holiday pay obligation represents the Group's obligation to pay
salary during holiday periods which at the balance sheet date the
employees have earned the right to hold in subsequent financial years.
30 Operating lease commitments
For the years 2011-2015, operating leases have been concluded for
lease of premises, etc.
The Group's rental obligations of the leasehold amount to DKK 4.5 mil
lion (DKK 1.4 million at 30 September 2011).
Rent and lease payments (minimum lease payments) relating to opera
ting lease contracts, including rental obligations, fall due as follows:
Less than 1 year 1,832 1,435 388 302
Between 1 and 5 years 3,398 707 287 485
More than 5 years - - - -
Total 5,230 2,142 675 787

The Group's costs of rent/leasing amounted to DKK 1.6 million in 2011/12 and DKK 1.3 million in 2010/11. The amounts are recognised in the income statement.

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Amounts in DKK '000 2011/12 2010/11 2011/12 2010/11
31 Contingent liabilities, collateral and
contractual obligations
Contingent liabilities
The Group's banks have provided bank guarantees and letters of credit
at a total amount of DKK 10.5 million, of which DKK 10.5 million relates
to the Parent and DKK 0.0 million relates to Group enterprises.
At 30 September 2011 the corresponding amounts were DKK 19.7 mil
lion and DKK 0.0 million.
Bank guarantees and letters of credit have been provided to some of
the Group's suppliers.
In addition to this, the Group has not incurred any guarantee commit
ments and has not undertaken any guarantees and supply obligations
other than obligations and guarantees relating to the services and
products developed and sold by the Group.
Collateral
Mortgage debt with an outstanding debt of 14,732 16,090 14,732 16,090
is secured by mortgaged property with related plant and machinery
Carrying amount of mortgaged properties 74,299 76,129 74,299 76,129
As security for the subsidiaries' bank facilities
RTX A/S has deposited current asset
with a total carrying amount of 27,426 42,471 27,426 42,471
RTX has provided payment guarantees, etc of DKK 9.2 million to some
of the subsidiaries' cooperative partners. At 30 September 2011 the
amount was DKK 8.8 million.
Contractual obligations
As part of the Group's business the usual customer and supplier agre
ements etc have been concluded, letters of intent have been issued to
cooperative partners, and moreover, agreements have been entered into
on normal business terms.
32 Other items with no effects on cash
flow
Change in write-down to net realisable value
of short-term assets
1,046 -1,123 5,035 -7,633
Change in provisions -4,368 -555 -3,871 -550
Share-based remuneration 1,201 1,111 1,201 949
Total -2,121 -567 2,365 -7,234
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33 Related parties

Transaction between related parties

Related parties with significant interest in RTX include the Company's Supervisory Board, Executive Board and executives as well as these persons' nearest family members. Related parties also comprise large shareholders in the Parent and companies in which the above group of persons have material interests.

In addition, related parties comprise Group enterprises.

An overview of Group enterprises is disclosed in note 16.

Supervisory Board and Executive Board

Management's remuneration and share-based remuneration are stated in note 6 and note 34.

Subsidiaries

In 2011/12 trade, etc between RTX A/S and related parties amounted to DKK 30.4 million (2010/11: DKK 40.8 million).

The transactions for the Parent can be calculated as follows:

subsidiaries
Amounts in DKK '000 2011/12 2010/11
Sale of products - 915
Purchase of products 4,350 6,747
Sale of services - 27,832
Purchase of services 26,078 5,345
Receivables from subsidiaries - -
Payables to subsidiaries 27,309 7,022

There has been no transactions between the subsidiaries in 2011/12.

Transactions with subsidiaries are eliminated in the consolidated financial statements in accordance with the applied accounting policies.

Interest income and interest expenses concerning subsidiaries are disclosed in notes 10 and 11. The Parent's guarantees towards subsidiaries in relation to agreed credit lines are stated in note 31.

In addition, intra-Group balances with subsidiaries comprise money lending as well as ordinary business balances regarding purchase and sale of goods and services.

The Parent has not received dividend from subsidiaries in 2011/12 or in 2010/11.

SIA Vigrid Invest, which is considered as a related party to member of the board Karsten Vandrup, received in the financial year 2011/12 consultancy fee equivalent to DKK 0.2 million (2010/11 : DKK 0.3 million ) for a consultancy task for RTX.

During the year no transactions were performed between RTX and the Supervisory Board, the Executive Board, executives, large shareholders or other related parties, apart from payment of normal management's remuneration, see note 6.

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34 Share-based remuneration

Warrants program from 2010/11 (Group and Parent):

Since 2011/11 the Supervisory Board of RTX implemented a warrant-based programme, based on conditinoal warrants for the Executive Board and a group of key employees in RTX.

The Supervisory Board will not take part in the incentive programme.

The Supervisory Board intends to let the warrants programme be a running programme, starting with 3 years. The Supervisory Board will each year decide on the actual allotments to be given in order to create a long-term development in RTX. The total nominal value of the incentive programme is DKK 7.5 mio.

Warrants are granted and earned during af period of 36 month and can be excercised no earlier than after publication of RTX's annual report for 2012/13.

The first conditional allotment will thus cover the period January 2011 to December 2013. The first conditional allotment will depend on the achieved cash flow. If the minimum criteria for the 3-year target for an increase in the cash flow are not met, the warrants will be discontinued. The granted warrants will give the employee a right, but not a duty to buy shares in RTX.

The granted warrants can be exercised 4 weeks after interim reports.

Earned warrants in RTX A/S:

Executive O ther O
Board management
employees
ther N
employees
umber E
of shares
xercise E
price
xercise period
Outstanding warrants
Granted warrants 2010/11 132,000 168,000 204,000 504,000 1,37 Jan. 2013- Jan. 2015
Granted warrants 2011/12 99,000 186,000 157,000 442,000 12,17 Jan. 2014 - Jan. 2016
Outstanding 30 September 2012 231 ,000 354,000 361,000 946,000

Market value of unexercised warrants 30 September 2012 DKK 4.5 million (30 September 2011: DKK 3.0 million). The average maturity on outstanding warrants is 18 months per 30 September 2012.

The recognition according to the Black-Scholes option pricing formula is based on the following conditions:

W arrants granted in
2011/12 2010/11
Price per share 11.80 12.50
Volatility 0.44 0.64
Expected dividend - -
Risk-free interest rate 1.10 2.80
The expected maturity (year) 3.00 3.00
Market value per warrant is calculated to 3.50 5.80
group parent
Amounts in DKK '000 2011/12 2010/11 2011/12 2010/11
The following amounts related to the warrantsprogram
is recognized as a part of the staff cost 848 640 848 500
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34 Share-based remuneration (continued)

Option programme established before 2009/10 (Group and Parent) RTX has granted a total of 145,000 share options at DKK 5 to a limited number of executives. The unexercised granted share options can be specified as follows:

Time of issue Number of share E
options at DKK 5
xercise price
per share
Exercise period
May 2005 120,000 73.75 – 79.65 10.12.2009 – 24.05.2012
September 2006 25,000 78.00 – 87.75 10.12.2009 – 31.08.2013
145,000

The granted share options account for approx. 1.5% of the Company's share capital.

Excercise price, vesting period and obligations

The exercise price of share options is fixed as the average rate for a period of five trading days immediately up to the time of issue plus 5% per year commenced after the time of issue.

In an ordinary process the share options can be exercised no earlier than 36 months after the time of issue and must be exercised no later than 84 months after the time of issue. Special conditions have been agreed regarding exercise if extraordinary conditions should occur in the period of agreement, for instance the employee's resignation.

RTX's holding of treasury shares is planned to be used to fulfil the Group's obligations related to the granted unexercised share options.

Changes for the year and unexercised share options at 30 September 2011 and 30 September 2012 can be specified as follows:

E
B
xecutive O ther O
oard management
employees
ther R
employees
etired T
employees
otal
Unexercised share options at 1 October 2010 - 22,500 67,500 55,000 145,000
Changed categorisation - -15,000 -52,500 67,500 -
Unexercised share options 30 September 2011 - 7,500 15,000 122,500 145,000
Unexercised share options at 1 October 2011 - 7,500 15,000 122,500 145,000
Changed categorisation - - - - -
Unexercised share options 30 September 2012 - 7,500 15,000 122,500 145,000
Market value of unexercised share options per 30.09.2012, T.DKK - - - - -
Market value of unexercised share options per 30.09.2011, T.DKK - - - - -
At the time of issue the fair market value of the share options was stated as follows:
Granted in May 2005, DKK '000 2,738
Granted in September 2006, DKK '000 824

The market value of all unexercised share options at 30 September 2012 is calculated at DKK 0 thousands on the basis of the Black-Scholes model for valuation of warrants and share options.

The fair market values for share options stated at the time of issue are recognised as staff costs proportionally in the income statement over the period until the time of exercise.

In financial year 2011/12 DKK 353 thousand is expensed (2010/11: DKK 471 thousand)

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34 Share-based remuneration (continued)

Total sharebased remuneration

group parent
Amounts in DKK '000 2011/12 2010/11 2011/12 2010/11
Warrants programme 848 640 848 500
Options programme 353 471 353 449
Share-based remuneration expensed as staff cost 1,201 1,111 1,201 949

35 Ownership

Shareholders

At 30 September 2012, there were approximately 3,800 registered shareholders. These registered shareholders hold shares equivalent to approximately 69% of the share capital.

The following shareholders hold shares which either carry at least 5% of the voting rights of the share capital or have a nominal value of at least 5% of the share capital:

Jens Hansen, Gistrup, Denmark 8.75%
Susanne P. Elbæk, Vadum, Denmark 7.22%
Jens Toftgaard Petersen, Svenstrup, Denmark 7.22%

At 30 September 2012, members of the Executive Board and other management had the following personal shareholding, warrants and share options in RTX:

Number of
shares
Number of
warrants
Number of
share options
2011/12 2010/11 2011/12 2010/11 2011/12 2010/11
Supervisory Board 828,306 828,306 - - - -
Executive Board 19,435 19,435 231,000 132,000 - -
Other management employees - - 354,000 168,000 - -
Total 847,741 847,741 585,000 300,000 - -

The Supervisory Board and Executive Board hold the following shares in RTX A/S:

Number of shares at DKK 5 30.09.2011 P urchased
during
the year
Sold
during
the year
30.09.2012 Marketvalue
30.09.2012
million DKK
Supervisory Board
Jens Alder - - - - -
Jørgen Dalby-Jakobsen 2,181 - - 2,181 -
Jens Hansen 825,625 - - 825,625 9.4
Rune Strøm Jensen 500 - - 500 -
Peter Thostrup - - - - -
Karsten Vandrup - - - - -
Total 828,306 - - 828,306 9.4
Executive Board
Jesper Mailind 19,435 - 19,435 0.2
Total 19,435 - - 19,435 0.2
Total shares 847,741 - - 847,741 9.6

The calculated market value is based on the share prices listed at the end of the financial year.

The Supervisory Board does not have any unexercised warrants or share options by 30 September 2012 (by 30 September 2011: 0). The Executive Board has unexercised warrants with a face value of DKK 1.1 million (0.6 million DKK by 30 September 2011).

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36 Discontinued operations

The activities in Network Systems are discontinued. The management in RTX still investigates the possibilities to recover a part of the outstanding amount from the activities, including a solution for the Brazilian subsidiary.

The discontinued operations related to the segment RTX Network Systems have affected the income statement and the cash flow statement as stated below.

group
Amounts in DKK '000 2011/12 2010/11
Revenue - 1,931
Cost of sales - -1,226
Other external expenses - -1,849
Staff costs - -1,183
Restructuring cost releated to discontinued operations - -
Depreciation, amortisation and impairment - 7
Operating profit/loss (EBIT
)
- -2,320
Financial income - -
Financial expenses - -
Profit/loss before tax - -2,320
Tax on profit/loss - -
Profit/loss from discontinued operations - -2,320
Restucturing cost related to the discontinued operations in RTX Network Systems
Cost of sales - -
Other external expenses - -
Staff costs - -
Depreciation, amortisation and impairment - -
Total restructuring cost - -
Restructuring cost is mainly related to impairment to fair value of short-term assets
related to the discontinued operations.
The discontinued operations has the following impact on cash flow statement
Cash flows from operations - -2,320
Cash flows from investments - -
Cash flows from financing activities - -
Total - -2,320

Related to the running operations of RTX Telecomunicações Ltda. in 2011/12 have utilized credit lines with a face value of DKK 0.6 millions from the Parent company. The credit line is written down to DKK 0 millions in Parent company (in 2010/11 DKK 0.6 mio.) as a consequence of the decision not to continue RTX Network Systems.

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37 Financial risks and financial instruments

group parent
Amounts in DKK '000 2011/12 2010/11 2011/12 2010/11
Trade receivables 38,598 53,880 38,491 19,932
Receivables from subsidiaries - - - -
Other receivables 1,129 1,067 611 582
Cash at bank and in hand 2,105 20,868 621 11,039
Total loans and receivables 41,832 75,815 39,723 31,553
Investments in subsidiaries - - - -
Current asset investments 45,563 45,985 44,522 44,995
Financial assets, measured at fair value - - - -
Total assets with fair value recognized in the profit and loss 45,563 45,985 44,522 44,995
Assets with fair value recognised in the profit and loss is valuated at
the official listed price 30 September on the stock exchange
Payables to subsidiaries - - 27,309 7,022
Mortgage debt 14,732 16,090 14,732 16,090
Bank debt - - - -
Trade payables 13,985 29,658 13,861 3,617
Other payables 19,725 19,597 17,579 16,442
Financial liabilities measured at amortised cost 48,442 65,345 73,481 43,171

The fair value of listed bonds is listed prices of the bonds (level 1 in the fair value hierarchy).

Financial risk management policy

As a consequence of its operations, investments and financing, RTX is exposed to changes in the level of interest and exchange rates. The Parent manages the financial risks of the Group centrally and also coordinates the cash management of the Group, including financing and investment of surplus liquidity. The Group uses derivatives to some extent. It is the Group's policy not to conduct active speculation in financial risks.

The Group's financial management is directed towards management and reduction of financial risks which are a direct consequence of the Group's operations, investments and financing. The objective is that the Group's financial management will contribute to increasing the predictability of the financial performance, including reducing and delaying the impact of foreign exchange rate fluctuations on the income statement.

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37 Financial risks and financial instruments (continued)

Liquidity risks

The Group ensures sufficient cash resources by a combination of cash control, investment in short-term current asset investments and by the establishment of credit facilities.

The Group's cash at bank and in hand primarily consists of deposits in reputable banks and credit institutions. Bank deposits, bank debt and most of the Group's mortgage debt carry a floating rate.

In order to reduce the risk on deposits, RTX only places deposits in banks with a high credit worthiness and investments in short-term bonds.

The maturity dates on the financial liabilities are specified in the notes for each of the liability category. The liquidity reserve is composed by cash holdings, short term bonds and unused credit facilities.

The liquidity reserve is composed as below:

group
Amounts in DKK '000 2011/12 2010/11
Short-term current asset investments 45,563 45,985
Cash at bank and in hand 2,105 20,868
Unused credit facilities 15,000 15,000
Total 62,668 81,853

Credit risks

The Group's credit risks are related to trade receivables and assessed on an ongoing basis.

By experience, a relatively large credit risk may occur from time to time as a large part of receivables often relates to a relatively small number of counterparties and customers.

The level of risk related to the trade receivables is highly correlated with the financial status of the debtor. Therefore, RTX uses credit ratings, credit insurance and bank gurantees to secure the outstanding amounts. Sales on credit to the customer who represent 10 % of the Group turnover in 2011/12 is covered by a credit insurance.

Overdue amounts which are not written down distributes as follows:

group parent
Amounts in DKK '000 2011/12 2010/11 2011/12 2010/11
Amounts not due 31,495 36,151 31,495 12,480
Amounts due with up to 30 days 4,769 15,546 4,761 5,417
Due between 30 and 90 days 725 1,905 725 1,761
Due between 90 and 120 days 104 278 104 274
Due with more than 120 days 1,505 - 1,406 -
Total 38,598 53,880 38,491 19,932

A significant part of overdues not written down relates to a customer honouring a repayment plan.

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37 Financial risks and financial instruments (continued)

Currency risks

The Group is exposed to exchange rate fluctuations as the individual Group enterprises make investments, conduct purchase and sales transactions and have receivables and payables in foreign currencies. The Group's revenue to customers outside Denmark has been more than 90% of total revenue over the past few years.

Moreover, the major part of the Group's purchase of products, etc from subsuppliers is settled in foreign currencies.

The Group conducts commercial hedging transactions, to the extent considered appropriate, to lower any currency exposure.

Currency risks from assets and liabilities

The Group uses hedging instruments from time to time such as forward contracts to hedge recognized and unrecognized transactions. Hedging of recognized assets and liabilities primarily includes short-term current asset investments, loans and receivables as well as financial liabilities. The fair market value of the derivatives is recognized under other payables and set off in the income statement against foreign exchange adjustments of the assets and liabilities hedged.

Specification of the Group's risks in foreign currencies:

group
C
ash and R
current asset
investments
eceivables L iabilities U nsecured
net
position
EUR 1,342 74,418 5,930 69,830
USD 11,297 51,071 30,385 31,983
Other currencies 217 220 956 -519
Total 30 September 2011 12,856 125,709 37,271 101,294
EUR 947 17,925 5,606 13,266
USD 3,062 19,001 11,449 10,614
Other currencies 1,246 1,194 955 1,485
Total 30 September 2012 5,255 38,120 18,010 25,365

The Group's most important currency exposure relates to sale in EUR and USD. Due to Denmark's fixed-rate policy vis-à-vis EUR, currency risks in relation to EUR are not hedged. As for the Group's financial assets and liabilities recognized in the balance sheet, a change in the exchange rate of USD of 10% in upward direction would result in an increase in the Group's financial performance and equity of DKK 1.0 million (at 30 September 2011: DKK 3.2 million) before tax.

A decline in the exchange rate of 10% would have the same impact with an opposite sign.

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37 Financial risks and financial instruments (continued)

Interest rate risks

The Group is primarily exposed to interest rate risks through interest-bearing assets and liabilities. The overall objective of controlling the interest rate risk is to reduce the negative impacts of interest rate fluctuations on earnings and the balance sheet.

Specification of the maturity dates of the Group's financial assets and liabilities:

Amounts in DKK '000 W
ithin B
one year
etween A
two and
five years
fter O
five years
f this A
carrying
a fixed rate
verage
term
years
Bonds 11,989 1,041 32,533 - 5.5
Bank deposit 5,657 - - - -
Mortgage debt -1,250 -5,126 -8,356 - 11.8
Employee bonds - -1,855 - -1,855 -
Bank debt -3,552 - - - -
Total 30 September 2012 12,844 -5,940 24,177 -1,855
Bonds
Bank deposit
Mortgage debt
-
20,868
-1,318
13,029
-
-4,858
32,956
-
-9,914
-
-
-155
6.4
-
12.9
Employee bonds
Total 30 September 2011
-
19,550
-1,855
6,316
-
23,042
-1,855
-2,010
-

The Group's bank deposit is deposited in accounts on demand terms or fixed-term deposit accounts with a term of up to nine months.

Fluctuations in the interest rate level affect the Group's bond portfolios, bank deposits, bank debt as well as mortgage debt. An increase in the interest rate level of 1 percentage point per annum compared to the interest rate level at the balance sheet date would have had a positive impact of DKK 0.5 million (30 September 2010: DKK 0.5 million) on the Group's income statement and equity. A corresponding drop in the interest rate level will result in a corresponding negative effect on the income statement and equity.

Moreover, an increase in the interest rate level of 1 percentage point per annum on the interest rate level at the balance sheet date will result in a negative fair market value adjustment of the Group's bond portfolios of DKK 1.5 million (30 September 2011: DKK 1.9 million), which is recognized directly on equity. A corresponding drop in the interest rate level will result in a corresponding positive fair market value adjustment, which is recognised directly on equity.

Capital structure

The Group's capital structure is characterized by a considerable equity share. The business conditions of the Telecom industry are characterized by a high degree of uncertainty, which requires the presence of substantial equity, among other things to implement large and long-term development projects at the Group's own expense, for instance in connection with the set-up of technology platforms or by cultivating new business areas and markets.

The Group's equity share amounted to 73.6% at the end of the financial year 2011/12 compared to 65.2% at the end of 2010/11.

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37 Financial risks and financial instruments (continued)

Financial gearing

The Company's Board of Directors reviews the Group's capital structure on an ongoing basis when the Group presents interim reports and annual reports. As part of this review, the Supervisory Board reviews the Group's cost of capital and the risks related to the various types of capital.

The financial gearing in the Group, calculated as the ratio of interest bearing net debt to equity, can be calculated at the balance sheet date as follows:

group
Amounts in DKK '000 2011/12 2010/11
Mortgage debt 14,732 16,090
Employee bonds 1,855 1,855
Bank debt - -
Income taxes payable 222 1,529
Income taxes receivable -975 -236
Short-term current asset investments -45,563 -45,985
Cash at bank and in hand -2,105 -20,868
Interest-bearing net debt -31,834 -47,615
Equity 156,321 151,874
Financial gearing 0.20 0.31

Breach of loan agreement terms

The Group has not neglected or been in breach of loan agreement terms in the financial year or the comparative year.

38 Events after the balance sheet date

After the balance sheet date no material events with effect for the annual report have occurred.

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ADdRESSEs

Head Office

RTX A/S

Strømmen 6 9400 Nørresundby Danmark

Phone: +45 9632 2300 Fax: +45 9632 2310

VAT no.: 17 00 21 47

www.rtx.dk

Subsidiaries

RTX Hong Kong Ltd.

11/F. CAC Tower, 8/F Corporation Square 8 Lam Lok Street, Kowloon Bay Hong Kong

Phone: +852 2487 3718 Fax: +852 2480 6121

www.rtx.hk

RTX America, Inc.

2025 Gateway place, Suite 202 San Jose, CA 95110 USA

Phone: +1 (408) 441-8600 Fax: +1 (408) 441-8611

www.rtx.dk

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teChnICAlterMS AnD eXplAnAtIonS

term explanation
Baseband Baseband is a general term for part of the physical components of a wireless communication product. Typically,
this would include the control circuitry (microprocessor), the power supply, amplifiers, etc.
Bluetooth™ Bluetooth is a technology primarily intended as replacement for cables over short distances (typically 10-100
metres). Bluetooth is mainly used for mobile telephones, so the user can, for example, speak through a mobile
telephone via a wireless Bluetooth headset, and it will be easy to exchange business cards between the two
mobile telephones. Bluetooth can also be used for a number of other applications, such as wireless connection
between a mobile telephone and a laptop or connection between an MP3 music player and a stereo headset.
The two most widely distributed versions of Bluetooth (versions 1.1 and 1.2) have a maximum transfer speed of
723.2 kbit/s. Enhanced Data Rates (EDR) are introduced in Bluetooth version 2.0, and the data transfer speed in
this version reaches a maximum of 3 Mbit/s.
CAT
-iq™
CAT-iq™ is an abbreviation of Cordless Advanced Technology – internet and quality. The CAT-iq™ standard supports
new and existing consumer products within wireless communication. CAT-iq™ is based on the already existing
DECT technology and connects broadband and telephony.
The cellular market The cellular market is a term used to cover all mobile telephony technologies and consists mainly of mobile
telephone customers and subscribers, manufacturers and operators.
DCT
2.4 GHz / WDCT
DCT2.4 GHz (Digital Cordless Telecommunications) or WDCT (World Digital Cordless Telecommunication) is a
licence-free technology that makes it possible to speak wirelessly via an ordinary telephone connection. Unlike
DECT, DCT2.4 GHz can be used all over the world. DCT2.4 GHz has mainly been targeted to the North American
market as the common DECT frequencies have not been allocated to DECT in this area until 2005 (see also US
DECT).
DECT DECT (Digital Enhanced Cordless Telecommunications) is a technology that makes it possible to talk wirelessly
via an ordinary telephone connection at a range of up to 300 metres. This was originally a European standard,
developed by ETSI (European Telecommunications Standards Institute) but it has subsequently also been adopted
in a number of non-European countries. Many predicted that DECT would die quickly after the introduction of
Bluetooth and W-LAN at the end of the 90's, however, the truth is that today DECT is still a strong technology
which is also used in other contexts than wireless telephones – an example is the wireless controller for Xbox
360™.
DPR
S
DPRS stands for DECT Packet Radio Service. It is a wireless technology that can transmit and receive data based
on DECT technology. DPRS allows the user to send and receive e-mails on a laptop PC wirelessly. The range is
50–300 metres, and the speed up to 552 kbit/s, giving sufficient bandwidth for most ADSL connections. DPRS is
in many ways similar to GPRS which is used on the GSM network for package linked data.
GSM GSM (Global System for Mobile communication) is the most commonly used mobile telephone system throughout
the world. It is primarily used for voice communication and is defined as a second generation technology (2G).
GSM can, however, also transfer data and enable Internet use from a laptop via a GSM mobile telephone. Short
text messages can also be sent and received with a mobile telephone, using SMS (Short Message Service), and
now it is also possible to send images and video clips via MMS (Multimedia Messaging Service).
GSM/GPR
S
GSM (Global System for Mobile communication) combined with GPRS (General Packet Radio Services) is known
all over the world as 2.5 generation (2.5 G) GSM network. The GSM/GPRS network is one step towards the 3G
network and is suitable for supporting multimedia facilities because of the high data transmission speed.
HD Voice HD Voice stands for wideband voice, meaning sound quality with an increased band with compared to ordinary
telephony audio.
IEEE
802.11
IEEE 802.11, also known as Wi-Fi™, is a group of Wireless LAN/WLAN standards developed by task force 11 in IEEE
LAN/MAN Standards Committee (IEEE 802). The expression 802.11x is also used to indicate corrections to the stan
dards.
Internet telephony Internet telephony is in short telephony via the Internet and not via the conventional telephone connections. As
opposed to conventional telephony where each connection occupies the entire connection, Internet telephony
enables more users to share the same connection, just as lots of cars can use the same motorway. For instance
this means that several households in an apartment block can use the same broadband connection and that
each individual household can cancel their ordinary telephone subscription and use Internet telephony instead.
Moreover, it is possible to be on the phone free of charge or very cheap via the Internet.
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term explanation
IP Internet Protocol (IP) is a method or protocol for sending data over the Internet. IP networks are package linked
networks where data is divided into packages of varying sizes. Voice can also be transferred via an IP network
(Voice over IP) and an application using this is called IP Telephony.
IP is also used as an abbreviation for ownership of intellectually generated properties, "Intellectual Property". Is
also abbreviated as IPR, "Intellectual Property Rights".
M2M The term Machine To Machine (M2M) stands for machines communicating with each other via a network (wit
hout human intervention).
ODM Original Design Manufacturer (ODM) is a business model involving the development of a product according to the
customer's product requirement specification. In the typical ODM model, the ODM supplier designs, develops and
manufactures the complete product. For instance, based on detailed product requirement specifications from a
customer, RTX Telecom has designed a Wireless Telephone Line Extender, including the development and hand
ling of the manufacturing of the product.
OEM An Original Equipment Manufacturer (OEM) is a manufacturing company developing and manufacturing standar
dized products or modules, which are incorporated into end products using the reseller's brand name. There is
a low degree of customisation of the OEM product compared to an ODM offering. The customer only performs a
few alterations to the final product, usually only a brand name and packaging.
PAB
X
Once upon a time, telephone calls had to be connected manually by the switchboard operator. Such a system
was known as a PBX, or Private Branch Exchange. These days, such connections are established automatically,
and so the term Private Automatic Branch Exchange (PABX), i.e. an automated switchboard, is used.
Repeater A repeater is a unit which transmits the data it receives. A repeater is primarily used to extend on the coverage
area for a wireless technology (for instance, a DECT repeater can extend the DECT telephones' coverage area).
Skype™ Skype™ is a programme allowing telephone conversations via the Internet. Calls to other Skype™ users are free
of charge as well as calls to ordinary telephone numbers and mobiles all over the world are at a low rate (via Sky
peOut and SkypeIn).
Softphone A softphone is a programme allowing telephone conversations via the Internet. One of the best known softpho
nes is Skype™. Calls to other softphone users are therefore free of charge as well as it is typically possible to
make calls to ordinary telephone and mobile phone numbers all over the world at a low rate.
TLE TLE is the abbreviation of Telephone Line Extender which is a wireless telephone line extender. A TLE can facili
tate the use of "Pay-Per-View" functions and proceed the use of other interactive services available for users of
digital satellite receivers and set-top boxes.
Turnkey design Turnkey design refers to a finished product ready to produce. As the word implies, the customer only needs to
"turn a key" to launch the product.
US-DECT
(DECT
6.0)
US-DECT is the 1.9 GHz DECT band which is the American counterpart to the European DECT system. US-DECT is
also called DECT 6.0.
VoIP VoIP or "Voice over Internet Protocol" is a method or protocol employed to transfer speech via the Internet.
W-LAN A Wireless Local Area Network (W-LAN) is a wireless LAN allowing several mobile users access to connect to the
same network of the company or at home (and thereby share the same resources on the network – for instance a
printer).
The different W-LAN standards are mainly specified by the Institute of Electrical and Electronics Engineers (IEEE)
and are therefore called IEEE802.11 (subsequently called 802.11). The technology was primarily developed
as replacement of the wired network and is also primarily intended for transmission of data – just like the IP
protocol. 802.11 is an open standard and consists of a number of different standards. Some of the best known
are 802.11a, 802.11b and 802.11g, though 802.11n begins to arrive on the scene. 802.11a is located on the 5
GHz frequency area whereas 802.11b and 802.11g are located in the 2.4 GHz frequency area – 802.11n can be
located within both frequency areas.
Wi-Fi Wi-Fi is a standard for wireless transferring between computer and other units, i.e. wireless data net (for instan
ce WLAN) based on IEEE802.11 specifications. A Wi-Fi approval assures that units from different manufacturers
are able to communicate.
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RTX A/S www.rtx.dk