AI assistant
Sectra — Annual Report 2013
Jun 5, 2013
2967_10-k_2013-06-05_cbafa1d9-52e2-41a9-a255-08ac7f9ce8a9.pdf
Annual Report
Open in viewerOpens in your device viewer
Annual report 2012/2013 Annual report 2012/2013
The world needs more efficient healthcare and more secure communication. Sectra plays a key role
in meeting these needs.
Contents 2 Contents
- About Sectra
- CEO Letter
- Customers
- Business areas in brief
- Goals and strategies
- Imaging IT Solutions
- Secure Communications
- Business Innovation
- Competence
- Customers' views about Sectra
- Board of directors
- Group management and auditor
-
The share
-
Board of Directors' Report
- Financial statements for the Group
- Financial statements for the Parent Company
- Accounting policies
- Notes to the financial statements
- Audit report
- Five-year summary
- Annual General Meeting 2013 Financial reports 2013/2014 Glossary and references
- Contact us
Leading-edge technology to serve the customer
Sectra develops and sells products and services in the areas of medical IT and secure communication. We began as a group of researchers at Linköping University and our links to the research community remain firm. We are dedicated to making the world a better place through technical innovation – in partnership with our customers. Together, we work to create efficient solutions improving our customers' daily life.
Over the past 35 years, we have evolved from a small group of researchers and postgraduate students to an international company with more than 500 employees across 12 countries. The key to our success is long-term and close collaboration with customers, whose daily life we must understand to the same extent as if we worked there. We combine this with leading-edge expertise in technology and employees who are driven by using their knowledge to help solve our customers' problems.
More efficient healthcare without compromising quality
With aging populations that are living longer, at the same time as birth rates are declining, resulting in fewer people to finance care, most countries are faced with a major challenge to healthcare systems. In our medical areas, our solutions enable care providers to serve more patients, while maintaining or improving the quality
of care. Medical imaging is increasingly used in diagnostic procedures. Using IT systems enables efficient diagnosis, planning, management, communication and visualization, while ensuring faster and more accurate results throughout the entire care chain.
Communication for a more secure and stable world
Unfortunately, phone calls and messages are relatively easy to intercept using modern technology, and in many areas, this could entail a security threat. In the business area Secure Communications, we contribute to a more secure society by helping European governments, authorities, companies and defense departments to communicate securely, so that information reaches its intended recipient and no one else. Our primary products are used to protect the most sensitive information handled by our customers.
Innovations improve quality of life
Innovation is the foundation of our longterm development and Business Innovation is our greenhouse for the future. This area gathers projects and smaller activities that have the potential to succeed over time, in our main areas or other related niches. Our projects include methods and products that contribute to more efficient and higher quality care for some of the most costly diseases. We participate in research that can lead to a better quality of life, greater customer value and cost savings for healthcare and society.
Healthcare and security are niche areas with substantial potential for expansion
While this may be my first CEO letter, I am no new recruit to the company. Together with committed colleagues, I took part in starting and building the Sectra operations in medical systems that currently account for close to 90% of Group sales. Accordingly, when my long-term colleague, Jan-Olof Brüer chose to step down from the position of President and CEO after 27 years, assuming responsibility for the entire Group was not such a large step to take.
My vision is for Sectra to continue performing successfully, primarily through delivering greater customer value than our competitors. We will always keep the customer in focus and we will solve their problems and help them become more efficient through in-depth knowledge of their day-to-day work. Our efforts will focus on superior functionality, quality, service and usability, thus enabling the delivery of greater value than the competition. Medical image-based IT and secure communication are niche areas with substantial future customer needs and, accordingly, considerable scope for growth.
Healthy order bookings through focused initiatives
In our core areas, Sectra will grow in a controlled fashion in selected markets and, primarily, become large where we have an existing market presence, rather than midsized everywhere. We will successively add regions and markets in a planned manner
with the aim of becoming one of the three largest players in each market and niche in which we operate.
Our strategy has proved successful. Despite subdued demand in many countries, the Group's order bookings increased 30% in the 2012/2013 fiscal year, which was attributable to the Medical Systems business area growing through long-term contracts for region-wide IT systems. Unfortunately, the Secure Communications business area was impacted by project delays due to extended processing times with the principal customer in Sweden. This has led to Sectra restructuring security operations and reviewing how to widen its offering and customer base.
Softer demand in Europe but improvement in the US
In many countries, the uncertain economic trend and the need for government austerity measures had a dampening effect. Unfortunately, we have noted no current
11/12 12/13
78
trend indicating a general improvement, which applies particularly to the south of Europe. However, the trend in the US is slightly more positive than before. As a consequence of the major healthcare reforms in the US, compensation per medical imaging diagnosis performed is declining substantially in parallel with the number of people with access to healthcare increasing. At present, we do not know what the final outcome will be but it is clear that our customers in the US are exposed to increased financial pressure. This could be an advantage for Sectra, since we provide IT systems that are in demand when hospitals carry out rationalizations.
Increased profitability through major structural change
Those who have followed Sectra for a long time know that we have undergone major changes over the past few years. The most substantial of which was in 2011, when we sold the low-dose mammography operations to Philips Electronics. Low-dose mammography is an innovation that we led from research to market establishment but which, at the level of maturity it had reached, was better suited to a company with extensive experience of delivering radiology equipment. The structural change has had a major impact on our financial development and the investments we made in mammography have now become visible as operating profit. The Group's operating profit went from SEK 8 million before the divestment to SEK 85 million this year.
Refers to remaining operations, excluding nonrecurring item 2011/2012.
Towards an operating margin of 15% Since our focus is on increasing operating profit rather than increasing sales, we choose to decline business in which we are unable to add sufficient value that we can charge for. For example, this could mean the sale of hardware for IT systems, which are often sold at low margins. Instead, we focus on the sale of software, delivery and service where we add more unique value and can therefore widen our margins.
In addition to streamlining our offering to high-margin products and services, we must continuously work with our own efficiency to thereby increase operating profit. In the first instance, we are focusing on optimizing the resources used to deliver and support our systems without this weakening our quality.
Since new products and areas often have higher margins, research and development also comprise a key element of our future. The interface between our in-depth knowledge of our customers' daily operations and our sustained investments in technical knowhow and research provides a constant stream of new business opportunities.
Another change, which primarily affects sales at Group level, is that we have an increasing number of customers that inquire after "software as a service" (SAS). During the transition from sales of systems to services, sales growth at Group level will be lower, while the business areas will continue to grow as before. The double effect
of a decrease in low-margin sales and SAS contracts will continue to affect revenue growth over the next few years.
A solid balance sheet means freedom of action and competitive advantage
Through the share redemption program, Sectra's shareholders have shared SEK 369 million over the past two years. Despite this, Sectra has close to SEK 500 million in net cash. The solid balance sheet gives us freedom of action in times when many competitors find it difficult to grow. A solid balance sheet is also a competitive advantage when the proportion of customers that buy medical IT services as a service is increasing. This provides us with the opportunity to finance major customer projects internally.
During the past year, we acquired the UK company Burnbank systems, which delivers medical IT services to the healthcare sector in the UK. We are not averse to making more acquisitions if we identify suitable companies even if our main strategy is organic growth. However, when we make acquisitions they should be in complementary areas that can strengthen our organic growth or create clear and concrete synergies.
The "best people" means competitive advantage
Sectra invests a great deal of care in employing the best and most highly motivated individuals we can find. We have heard
repeatedly from customers that one of the main reasons they chose Sectra was our personnel. Competent personnel who pitch in when needed. While it is not difficult to copy the properties of a product, it is, however, extremely difficult to copy a culture unless you already have it in place. Our own regular surveys show that we score extremely high in customer ratings (Net Promoter Score), and the principal factor for this high level of customer satisfaction is our personnel. I am extremely proud to have been part of recruiting these individuals and, perhaps, even prouder of being entrusted with guiding them forward. Sectra's personnel are not led; they are coached to new great achievements.
Solutions that benefit society
Government agencies, the defense authorities and the private sector need secure communications. We are entrusted with supplying products that protect the most confidential information of many European nations and the EU.
In healthcare, an aging population and increased healthcare needs are resulting in increased requirements for enhanced efficiency. We have IT systems and services for medical diagnostic imaging that assist in developing healthcare and in enhancing its efficiency.
In Business Innovation, we have a number of projects that can positively impact care efficiency and the treatment of some of the most costly illnesses, which comprise paths for future development.
At Sectra, we work long-term to build success for our customers and thereby also for Sectra. With our solid financial position, fantastic personnel and the substantial level of market confidence in Sectra, I confidently look forward to continuing to deliver substantial value to our customers and thereby continuing to increase the value of Sectra's shares.
Torbjörn Kronander
CEO and President Sectra AB
1,400 customers trust Sectra
We facilitate our customers' day-to-day work through in-depth knowledge of their operations and through solutions with superior functionality, quality and usability.
Region Skåne, Sweden Region-wide IT system at ten
hospitals for managing medical images, patient information, and dose monitoring. 1,000,000 radiology examinations per year. Customer since 1997.
Northern Ireland's Department of Health
Region-wide IT system at 27 hospitals – Northern Ireland's entire public healthcare system. 1,200,000 radiology examinations per year. Customer since 2008.
King Abdul Aziz Hospital, Saudiarabien
Large university hospital in Jeddah. 150,000 radiology examinations per year. Customer since 2011.
Sectra creates highly beneficial solutions that promote social progress. In healthcare, our medical diagnostic imaging systems and services aid increased efficiency and development to meet future needs. Modern society also needs secure communication. We are entrusted with supplying security products that protect the most confidential information of many European nations and the EU.
University Hospitals of Cleveland, USA
One of the largest care providers in Northeast Ohio. About 1,000,000 radiology examinations per year. Customer since 2010.
Northwest ImageShare, USA
Joint solution for four competing clinics that collaborate to benefit the patient. 275,000 radiology examinations per year. Customer since 2012.
Nordic Battlegroup
The Swedish Defense Forces, a Sectra customer since the 1980s, contributes with special forces to the EU, such as the Nordic Battle Group. They place high demands on secure communication.
Business areas in brief
Applies to the new organizational structure implemented on May 1, 2013
Marie Ekström, President of Imaging IT Solutions and Executive Vice President Sectra AB
Michael Bertilsson, President of Secure Communications
Imaging IT Solutions Secure Communications
| Sales | 79% 709 Portion of SEK million the Group |
11% 99 Portion of SEK million the Group |
|---|---|---|
| Product offering | Medical IT systems and services that enable our customers to provide more patients with care without compromising quality: • IT systems and services for the management and pres entation of medical images and patient information. • IT systems and services for operational monitoring. • Service and upgrade agreements. • Consulting and adaptation services, such as integration, system design, data migration and business development. • Training and user support. |
Security-approved solutions and services that prevent classified information from falling into the wrong hands: • Products that are approved by national security authorities as well as international organizations such as the EU and NATO for secure speech and text message communication, and secure data transfer. • Customer-specific development projects and services. • Training and support. |
| Customers | Public and private care providers that use medical images in their operations. Customers are normally major produc tion-oriented hospitals and private chains of clinics. Radiology accounts for the majority of customers, but adjacent areas that manage other types of medical images are expected to increase in the future. |
Authorities, defense departments and other critical functions of society dealing with classified information. |
| Sales channels and geographic presence |
Own sales organization and partners in Europe, North America, Australia/New Zealand, Russia, Japan, the Middle East and South East Asia. The largest markets are Sweden, the US and the UK. |
Own sales organization and partners. Sales confined to the European market. Largest markets are Sweden and the Netherlands. |
| Market growth and size |
In 2012, the market size for radiology IT systems (RIS/PACS) in Europe was USD 524 million (approx. SEK 3.6 billion) and in the US, USD 1,873 million (approx. SEK 11.8 billion). More than 80% of these comprise picture archiving and commu nication systems (PACS). On average, the European market is expected to grow about 5% per year between 2012-2019, while the corresponding figure for the US is 6-9%. The ex pected rate of growth for specific countries in Europe varies between 2-10%. (Source: GlobalData) |
Customers are restrictive with information about their crypto equipment and planned investments, which limits opportunities for market surveys. Sectra estimates that the number of potential users of the company's secure tele phone services with a SECRET security clearance is approx. 0.3 per thousand of the population, or about 100,000 users in Europe. The estimated figure for a RESTRICTED security clearance, which is a slightly lower level, is ten times higher. Sectra's main area is SECRET, but we also provide products for the RESTRICTED segment. |
| Market drivers and trends |
• Due to a growing population and longer life expectancy, healthcare must become more efficient in order to care for more patients. • Cost efficiency requirements encourage increasing num bers of care providers to coordinate their resources or consolidate their operations. At the same time, the amount of data for each patient is growing dramatically. In combi nation, this increases the need for communication, archiv ing and efficient presentation of large amounts of medical image data and information. • The healthcare sector's IT systems are becoming more complex. They are expanded in order to manage more types of medical images, and demands for integration with other healthcare systems are increasing. |
• Public security is threatened by the relative simplicity and low cost involved in intercepting phone calls and messages. • New threat scenarios and rapid technological advance ments in data and telecommunication lead to new de mands for crypto products. • Growing interest shown by civilian authorities and public services for the protection of sensitive and confidential information with security-approved products. • External data storage is increasing and it must be possible to transfer large amounts of data efficiently and securely. |
| Major competitors | Agfa, Carestream, Fuji, General Electric, McKesson, Philips and local players in various countries. |
Business Security, Thales, Rohde & Schwarz, Secunet, Fox IT and Selex Communications. |
| 2012/2013 in brief | • Several large new customers in such countries as the UK, the Netherlands and the US sign multi-year contracts with Sectra for region-wide medical IT systems. • Sectra consolidates its position in the UK by acquiring the medical IT services company, Burnbank Systems, and establishing a local team for product development. • The product portfolio is expanded through the acquisition of product rights to a Swedish system for monitoring radiation doses. |
• The customer base is expanded with the Danish Defense Forces, which choose to invest in Tiger 7401, Sectra's new product for secure mobile phone communication. • Deliveries of the new, secure mobile phone Tiger 7401 commence in the Netherlands following approval by the national Dutch security authority. • Planned projects are delayed due to extended processing times with the principal customer in Sweden. This has led to Sectra restructuring the business area and reviewing how to widen its offering and customer base. |
Sectra's valuegeneration model
Sectra currently has two major business areas: Imaging IT Solutions and Secure Communications. In Imaging IT Solutions, we work in cooperation with healthcare customers to optimize the effectiveness of healthcare with maintained or higher quality care. In Secure Communications, we partner with defense departments and government authorities to create a safer society using secure communication.
This division of business areas is the result of a new organizational structure that was introduced on May 1, 2013. Our largest product area, Radiology IT Systems, is now a separate business area under the name of Imaging IT Solutions, and Secure Communication Systems has been renamed Secure Communications. Both of these business areas are firmly established and provide a stable platform for Sectra's operations.
We have also introduced a new area, Business Innovation, in which we gather the Group's future-oriented projects. These are small at present, but – if successful – hold major potential for international growth. Our customers place high demands on scientific and medical evidence, which often makes the implementation of new technology and methods a slow process. As a result, many research and other early projects will
never lead to anything, while others are successful. The Business Innovation area currently includes the Orthopaedics and Rheumatology business lines and Sectra's research department.
Other operations comprise Sectra's financing activities and central functions for accounts, asset management, IT, marketing communication and investor relations.
The Sectra Group's platform for continued success
- Established positions in niches where customer confidence is a success factor.
- Future-oriented projects that are currently small but, if successful, hold potential for international growth.
- Large customer base that continuously generates new business.
- Dedicated and experienced employees, with a high level of drive and expertise to resolve customers' challenges.
- Sustainable investments in research and development that may lead to profitable business within five years.
- Financial strength that enables flexible payment models and investments in future innovations.
- Global reach with customers in more than 50 countries.
Close collaboration – the key to success
The key to Sectra's success is our dedication, and ability to understand and solve our customers' problems. Working closely with our customers and understanding their business ensures that what we do really contributes to greater value. Our model for long-term collaboration and further development enables us to now look back on several customer relationships that span more than 20 years. These long relationships also provide a platform for stable earnings and continuous development of our offerings. Multiyear operational, support and upgrading contracts, which normally range between five and ten years, currently account for more than half of the Group's sales.
Research and product development
Sectra has extensive experience in the development of innovative business development in close collaboration with customers, universities and research centers. A total 10-14% of the Group's sales is invested in research and development projects that generate higher customer value in existing niches and closely related areas. We have patent protection for almost 30% of our innovations.
Sectra's success is built on our drive and ability to understand and solve our customers' issues.
Goals for profit growth introduced
Sectra's Group-wide goals and strategies will contribute to a financially stable operation that generates value for Sectra's customers and contribute to long-term value growth for Sectra's shareholders. The financial goals were revised by Sectra's Board of Directors after the end of the 2012/2013 fiscal year. The new goals are (in order of priority):
- The equity/assets ratio must be at least 30% (unchanged)
- The operating margin (EBIT) must be at least 15% (unchanged)
- Operating profit (EBIT) per share must grow at least 10% per year, on average, over a five-year period (changed growth goal)
When calculating the growth goal, adjustments will be made for any changes in the number of shares outstanding due to the cancellation of treasury shares or for bonus issues.
The underlying reason for the revision is that the Group's structure has changed since the sale of the operations for the low-dose mammography product and due to ongoing changes in the market for Sectra's products. This applies primarily to the healthcare market where customers' purchasing habits are gradually changing from capital investments in turnkey IT systems to the purchase of IT systems and software as a service in the form of long operating agreements. In addition, Sectra strives, where possible, to encourage customers to buy hardware directly from hardware suppliers. These products are sold with low margins by Sectra and, accordingly, this strategy has a positive effect on operating margin but reduces growth in sales. In parallel, the markets are not growing in line with the assessments made in 2010 when the preceding goals were set. Since the underlying needs for Sectra's offerings continue to increase, it is the Board's assessment that demand will recover in the long term.
The world needs more efficient healthcare and more secure communication. Sectra plays a key role in satisfying these needs.
| Financial goals | Status 2012/2013 | Strategies & priorities 2013/2014 | |
|---|---|---|---|
| Stability | The equity/assets ratio must be at least 30%. |
The equity/assets ratio is 61.4%, which exceeds the strategic goal. During the global financial crisis, this had a positive impact on customer confidence in the company. |
Prioritize cash-flow-positive operations with investments for organic growth or complementary acquisitions. |
| Profitability | Operating margin (EBIT) must be at least 15%. |
The operating margin is 10.5%. Medical systems improved its earnings due to a higher share of license and services sales and to efficiency improvements in the supply organization. However, the margin was impacted by delays to major ongoing projects within Secure Communications and the costs of restructur ing in this business area. |
Internal efficiency enhancements to maintain our competitiveness. Focus on global processes and resource coordination, as well as product development that can reduce costs for support and installation. Focus on products and deliveries that generate higher margins. |
| Growth | Operating profit (EBIT) per share must grow at least 10% per year, on average, over a five-year period. |
For the last five-year period, Sectra posted a negative average annual growth in EBIT per share of 7.2%. However, this trend is broken and in the last two years EBIT per share has increased by more than 8%. |
• Increase sales in markets where Sectra holds an established position and through partners in carefully selected growth markets. • Deliver service, support and upgrades, and further develop our installed bases through long-term contracts and partnerships with customers. • Broaden the product portfolio with new products and online services. |
| Previous growth goal | Grow by at least 15% per year, on average, over a seven-year period. |
Sectra's average growth is 5.8%. Growth has been slowed by the weak economic situation, primarily in Europe which accounts for 71% of the Group's sales. Demand will recover over time, due to the continued and growing need to optimize efficiency and reduce costs in our niche areas. |
This goal has been replaced by a growth goal of net profit per share according to above. |
Status financial goals
Future-proof systems for medical imaging provide efficient, safe and high-quality care
Where we are now
Sectra is one of the world's leading providers of IT systems for managing medical imaging and patient information in radiology. We have successfully delivered some of the largest installations of radiology IT systems worldwide. More than 1,400 care providers use Sectra's systems for faster and more accurate diagnosis of more than 70 million radiology examinations per year.
A total of 400 people are employed in our own sales organization or in our partners' operations in almost 30 countries.
In the 2012/2013 fiscal year, Imaging IT generated sales of SEK 709 million. We focus on long-term customer relationships and our sales are mainly derived from multi-year operation, support and upgrade contracts.
On May 1, 2013, our Radiology IT business area changed name to Imaging IT Solutions. The purpose of this is to meet
the trend that we see in the market, with care providers increasingly wanting to coordinate the image production of other departments with the IT infrastructure that exists in radiology.
Where we aim to be
Our long-term objective is to be a leading provider of total solutions for all medical imaging and information management. Our primary focus is on radiology but, over time, we will also lead the field in other departments where medical imaging is used. In every market and every segment in which we are active, we shall achieve a position as one of the three largest suppliers.
Sectra's IT systems enable more efficient diagnoses of more than 70 million radiology examinations per year.
The way forward
- Grow through new sales in countries and regions with an established customer base. In 2012/2013, the highest growth was reported by our operations in Sweden, the UK and the Netherlands.
- Retain existing customers and broaden our offering to them with add-on products and services. During the year, for example, we helped several customers who use our IT system for medical imaging management to optimize their efficiency by expanding the solution with our system for patient information management.
- Deliver service, support and upgrades, and further develop our installed base through multi-year contracts and partnerships with customers.
- Use our financial position to be able to be flexible regarding financing solutions for our customers without jeopardizing long-term profitability.
- Continue to grow in selected growth markets through partners. In recent years, we have established partnerships in Russia and the Middle East and both are developing positively.
- Broaden our product portfolio with products that contribute to further efficiency enhancements for our customers. During the year, for example, we launched a system for analyzing production data and a new service for dose monitoring, Sectra DoseTrack.
- Make small and complementary acquisitions that strengthen our product offering and our organic growth. In 2012/2013, for example, we acquired the medical IT services company Burnbank in the UK and the product rights to a system for radiation exposure monitoring that subsequently resulted in the Sectra DoseTrack product.
Mission statement
Increase the effectiveness of healthcare, while maintaining or increasing the quality of care.
IT systems enable faster diagnosis and better quality healthcare
Sectra's IT systems and services help our customers to effectively diagnose, communicate and visualize medical image information and accompanying patient information. When care personnel gain direct access to images and information, regardless of where they are located, the efficiency of information flows, processes and resource utilization is optimized. The IT systems also facilitate collaboration between hospitals and regions and across national borders. Care resources are easier to coordinate and access to specialized expertise increases. Sectra's systems also provide powerful support for navigating and interpreting the enormous amounts of data created by modern multi-dimensional images. For the patient, the value generated by faster diagnosis and better quality healthcare is highly significant.
Continued expansion with a focus on radiology
Radiology examinations are performed on most patients to diagnose and treat a disease or injury, giving the radiology department a central role in the healthcare system. More efficient procedures for referrals, patient data, images and results from the radiology department enhance efficiency throughout the entire care chain. This is why Sectra has focused on optimizing radiology workflows for more than 20 years.
More and more care providers are discovering the benefits of also using Sectra's IT systems for other image-intensive departments in the healthcare sector. A joint strategy for managing and archiving all types of medical imaging can optimize the existing infrastructure and provide faster, patient-focused care. This area holds major potential for further enhancing the quality and efficiency of care.
Borderless communication for a more secure world
Sectra has over 30 years' experience in the development of secure communication systems. Our solutions are now used by customers in most countries throughout Europe and in the EU and NATO organization. This is the result of close, long-standing partnerships with customers and national security authorities in many countries.
Being trusted to protect a nation's most sensitive information entails a high level of supplier trust. Sectra knows what is required to meet the most stringent security requirements, while also satisfying organization and end-user expectations in terms of high flexibility and mobility.
Some 60 people are employed at our offices throughout Sweden and the Netherlands. In the 2012/2013 fiscal year, Secure
Communications generated sales of SEK 99 million. Our main focus is direct sales, but we also work alongside our partners in some countries.
Where we aim to be
Our long-term objective is to be the preferred secure communication partner for authorities, defense departments and other critical infrastructures in Europe. We will pave the way to ensure that the target groups handling classified information and that must, according to regulations, use evaluated and approved equipment for their communication, also gain access to the latest technology.
Where we are now The way forward
- Assist existing and new customers that require secure mobile communications by offering our latest products, Tiger 7401 and Panthon. Tiger 7401 recently acquired national approval in the Netherlands and will be approved within the EU during 2013/2014.
- Continue our close partnerships with customers and user groups and offer upgraded equipment as our new products and solutions are launched.
- Deliver service, support and upgrades and further develop existing installations through long-term contracts with our customers.
- Continue with the Vecom subscription service for secure voice, providing a secure communication solution for all Dutch ministries.
- Complete and sell the new high-speed network encryption solution Ternety in Sweden, which we are developing on behalf of FMV (the Swedish Defence Materiel Administration).
- Assist new customers and partners in the field of customer-specific and customized security solutions. Offer our unique expertise throughout the entire chain – from pre-study to final system and product.
- Focus on our domestic markets, Sweden and the Netherlands, and countries in which we already hold an established position.
Mission statement
To deliver approved and efficient security solutions to authorities, defense departments and other critical functions of society throughout Europe.
Sectra has the solutions to protect a nation's most sensitive information.
Secure communication
If classified information falls into the wrong hands, the results could be disastrous for individuals and, at worst, for an entire nation. Sectra's products and solutions enable individuals and organizations to use their mobiles and send data, feeling certain that the information is only being shared with the intended recipient.
Partnerships without geographic borders
In our increasingly global society, where businesses and organizations operate across several geographic locations, the need for efficient and secure communication is growing. Increasing volumes of information are to be shared, exchanged and backed up, requiring an effective IT infrastructure that also includes mobile communication. The information must be equally as accessible to authorities, defense departments and infrastructures as to the rest of society in general. The communication equipment must also be approved and inspected by an impartial security authority. We make this easy for our customers by developing products and systems for secure voice and data communication that are approved nationally as well as centrally by the EU and NATO.
Smart security for smartphones
Rapid technological developments have led to major security challenges for organizations and businesses. Information that was previously stored on computers only and, as such, relatively protected is now stored on smartphones as well. Demand for secure smartphone communications is increasing, but the market is still immature. The newly developed security solution Panthon places Sectra on the cutting edge. As experts with long experience in the field of secure communication, there is a major potential for us to play a central role in this emerging market.
Cultivating ideas for long-term growth
Business Innovation gathers projects and smaller activities that have the potential to succeed over time. In certain cases, the projects are maturing business lines that already generate profits, but need to become a little larger before they are established as separate business areas, or projects that may generate profit in three to five years.
Sectra contributes to increased care efficiency and the treatment of some of society's most costly illnesses.
to be produced for each operation can be reduced, thereby increasing capital efficiency. Sectra is currently a market leader in Scandinavia in this niche, and holds a strong market position in several other
countries.
Higher sales of Sectra's online service
Orthopaedics
digital planning
radiology IT.
Faster and safer surgery using
In the Orthopaedics business line, Sectra offers an IT system for planning orthopaedic surgery. Using digital X-ray images and the system's measurement tools and implant library, orthopaedists can make a highly accurate estimation of the most suitable type of implant. For the patient, digital planning entails safer and faster surgery. For the hospitals, this means that the number of prostheses that need
Business Innovation has 18 employees and in the 2012/2013 fiscal year, generated sales of SEK 17 million and an operating profit of SEK -7 million. The area currently comprises the Orthopaedics and Rheumatology business lines and Sectra's research department. Sectra's visualization table for medical education is also one of our projects in Business Innovation. This project is currently reported in the Imaging IT segment, since the visualization table is a further development of our IT solution for
Sectra's orthopaedic offering is also sold as an online service, Sectra Preop Online. Customer benefits include not needing to install software locally and that the service can be used independently of the customer's own system for radiology image management (PACS). During the fiscal year, Zimmer, which is one of the world's largest manufacturers of prostheses, selected Sectra as a cooperative partner, and now offers our online service to its customers in EMEA countries.
Rheumatology
Preventive and profitable care that reduces suffering
Osteoporosis is one of the world's most costly and painful diseases. The costs for osteoporosis-related fractures are estimated to amount to EUR 30 million per year in Sweden and the five largest European countries combined1 , partly due to the fact that 80%2 of those suffering from the disease do not receive the correct diagnosis and treatment. The Swedish National Board of Health and Welfare's new guidelines emphasize how broadening the diagnostic criteria for osteoporosis could lead to major cost savings. Sectra's method for early diagnosis, Sectra OneScreen, could significantly reduce the costs of care and aftercare for osteoporosis-related fractures.
Easy to combine osteoporosis screenings with mammograms
Osteoporosis is a condition that mainly affects women, and mainly after menopause. In many countries, this group already participates in mammography programs. Sectra OneScreen enables the combination of ordinary breast screening with an X-ray image of the hand, which is taken directly after the mammography images with the same equipment. The image is then sent via the Internet to Sectra for automatic image analysis to determine bone mineral density and thus enable an assessment of the risk of osteoporosis.
This method is now used by mammography clinics in nine countries and to date, almost 3,000 women with a significantly higher risk for osteoporosis-related fractures have been identified. Early diagnosis enables treatment of the disease and prevents unnecessary suffering for many of these women due to painful fractures. Reducing the number of fractures also generates major cost savings for society.
1,2 List of references, see page 54
Research
Higher customer value
Several projects are currently taking place, both with the intention of identifying clinical evidence for existing techniques and creating new products. Among other projects, Sectra is participating in a major Swedish research project to digitize microscopic images that commenced in 2012. The project, which is part-financed by Vinnova, is being conducted by the CMIV research center at Linköping University and nine (of a total of 20) county councils in Sweden.
Digitization can improve the quality of cancer care
Rapid and exact analyses of tissue samples are crucial for cancer nursing care. At the same time, pathologists are in short supply and cancer incidence rates are growing in pace with the aging population. Digitizing microscopic images is believed to be a cornerstone in reducing waiting times, increasing diagnostic precision, enhancing resource efficiency and improving education.
Sectra's research contributes valuable knowledge and long experience of digital medical image management.
Medical education
Visualization table raises the quality of medical education
Sectra's Visualization Table is a large interactive screen with an image display system that enables interaction with 3D human body images. Detailed studies of virtual bodies provide students with a better understanding of anatomy, bodily functions and variations between individuals, and greater knowledge of rare diseases already during medical training.
Used in 10 countries
In Sweden, the visualization table is used by universities in Gothenburg, Örebro, Uppsala and Linköping. In 2012/2013, the table was also introduced into medical education by customers in France, Malaysia, Mexico, the Netherlands, Russia, Saudi Arabia, the UK, Germany and Turkey.
The visualization table has been developed in partnership with researchers at the Center for Medical Image Science and Visualization, the Interactive Institute and the Visualization Center C.
Knowledge and passion
The key to Sectra's success is competent employees who are dedicated to solving its customers' problems. We win when we help our customers, are faster, more sensitive to customer requirements, share our knowledge and quickly adapt to changed circumstances.
Our work at Sectra is meaningful – on both an individual level and for society. Imaging IT contributes to more efficient care, while Secure Communications promotes a more secure and stable world. This entails major responsibility.
"All, and we really mean all, Sectra employees must have a solid understanding of our customers' environment and also feel a great sense of responsibility for how our products and systems function. And if our customers ever experience any problems, we must do our utmost to help them," says Sectra's CEO Torbjörn Kronander.
"The attitude and dedication of our employees, and how we work together with our customers, is the key to continued success for both them and us. We know that many of our customers are pressed for time, so whenever we meet, we must be well-acquainted with the customers' operations and problems, as well as being perceived as efficient and highly competent. This can be summarized as: 'The knowledge to meet expectations. The passion to exceed them.' An expression that we also use in marketing in our medical business. That sums up what customers can and should expect from Sectra."
All employees visit customers
Several times a year, our coworkers go out and visit the customers that allow us insight into their operations; for obvious reasons, we are not always given this opportunity in security operations. This provides greater insight into how our customers work and helps us ensure that our products and services generate customer value.
"Since every Sectra employee understands our customer's environment and their challenges, we have a better chance of delivering the most effective products and services. In addition to the quality enhancements generated by all customer visits, our employees find it stimulating and enjoyable to really understand how our products are used and how they make a difference," says Torbjörn Kronander.
Multicultural environment
Sectra's employees come from some 30 different countries and bring experience from a range of cultures and settings. This multicultural environment provides strength in our international business development. We also encourage internal mobility between Sectra's departments, and between Sectra's offices around the world. This spreads our combined expertise and promotes collaboration within the Group.
Customers' views about Sectra
Hurricane Sandy approaches New York Bellevue Hospital, New York, USA
Sectra customer since 2008. Approx. 300,000 radiology examinations per year
Most hospitals practice disaster preparedness without ever having to experience a true catastrophe. In the fall of 2012, Hurricane Sandy made its way to New York City and Bellevue Hospital suffered its wrath.
October 29, 2012 – 8:30 p.m. An explosion at a nearby electrical substation forces the hospital to emergency generator power. Flooding from the East River begins and water is pouring in, the hospital basement is flooded. The PACS equipment resides on the fourth and fifth floors and stays dry.
10:00 p.m. Thomas Dicks, PACS Administrator, emails the Sectra Helpdesk that the hospital has lost power and the back-up system isn't yet initialized.
Read the full story about how Sectra's employees helped radiology personnel to continue working while Sandy passed over New York:
www.sectra.com/annrep1213-bellevue-en
"Great product, professional, easy to deal with, flexible, take time in understanding our business, proactive, responsive and know their own product - what every Vendor should be! " Digital Product Manager at a hospital
in Australia
"Sectra is not just another vendor, they are our partner and that shows in the response you provide and efforts you take to listen to your customers and provide what we need."
PACS Manager at a hospital in North America
"I work with a number of different systems and providers, and Sectra stands out in a positive way. Our contacts at Sectra are always sensitive to our needs, competent and service-oriented. "
Information and system manager at a hospital in Sweden
"In the 7 year managed service contract with Sectra they have demonstrated exceptional customer focus and their helpdesk has provided very good support to resolve any issues that come up whether they are mission critical or minor." Radiology Manager at a hospital
in the United Kingdom
"Sectra is always there for us. Regardless of what time of day I call them, I always receive rapid assistance and a professional response."
Manager within the Swedish Defense Forces
"Sectra possesses unique competence in the area of security. That is why we are pleased to work with them." Manager within a security authority in a European country
Board of Directors
Carl-Erik Ridderstråle Chairman of the Board Remuneration committee Chairman
Torbjörn Kronander Board of Director CEO and President Sectra AB
Anders Persson Board of Director Audit Committee
| Elected/Elected | Born 1942. Elected 2001. | Born 1957. Elected 1988. | Born 1953. Elected 2004. |
|---|---|---|---|
| Sectra holdings | 77 096 B shares and convertibles corresponding to 66 652 B shares |
765 439 A shares, 2 613 969 B shares and convertibles corre sponding to 68 829 B shares1 |
16 673 B shares and convertibles corresponding to 10 530 B shares |
| Board fees 2012/2013 | 300 000 SEK | 0 SEK | 170 000 SEK |
| The Board members' independence |
Independent in relation to the company, the management and major shareholders |
The company's largest shareholder with 16.9% of the votes and 9.1% of capital |
Independent in relation to the company, the management and major shareholders |
| Education | Licentiate of Science (Technology) | Doctor of Science (technology), MBA, officer in the Naval Reserve |
MD, PhD, Professor, Senior physician |
| Professional experience/ previous assignments |
President at BT Industries and Vice President of Seco Tools AB |
CEO and President Sectra AB, President Sectra's medical operation and Executive Vice President Sectra AB, full-time at Sectra since 1991, ship's captain |
Director of Center for Medical Image Science and Visualization and senior physician in radiology. |
| Other posts | Chairman of the Board Hultdin System AB, Trätrappor Norsjö AB and Kåge Gjutmek AB, Board of Director DIAB International AB and Valedo AB |
Board member of Center for Medical Imaging and Visualization (CMIV) and Cellavision AB et al. and member of the Royal Swedish Academy of Engineering Sciences. |
Board member of Center for Medical Imaging and Visualization and National Supercomputer Center at Linköping University, Sweden, et al. |
1 Number of shares comprises direct shareholdings and holdings through family and companies.
| Erika Söderberg Johnson Board of Director Audit Committee Chairman |
Christer Nilsson Board of Director Remuneration Committee Audit Committee |
Jakob Svärdström Board of Director |
|
|---|---|---|---|
| Born/Elected | Born 1970. Elected 2007. | Born 1952. Elected 2008. | Born 1964. Elected 2011. |
| Sectra holdings | 219 B shares and convertibles corresponding to 888 B shares |
5 000 B shares and convertibles corresponding to 3 000 B shares |
Convertibles corresponding to 2 443 B shares |
| Board fees 2012/2013 | 190 000 SEK | 170 000 SEK | 150 000 SEK |
| The Board members' independence |
Independent in relation to the company, the management and major shareholders |
Independent in relation to the company, the management and major shareholders |
Independent in relation to the company, the management and major shareholders |
| Education | Master of Science in Business and Economics |
Master of Science in Engineering | Master of Business Administration |
| Professional experience/ previous assignments |
Chief Financial Officer Biotage AB, Chief Financial Officer Karo Bio AB, Affibody AB and Global Genomics AB, Investment Banking Advisor SEB Enskilda |
President Vestadil AB, Director and Advisor 3i plc, executive positions at Datex-Ohmeda and Gambro |
Managing Partner KTH Chalmers Capital, Executive Vice President and Board of Director Stream serve Inc, Business Area Manager Intentia AB |
| Other posts | Board of Director i HTC Sweden AB and HTC Cleaning Technology AB et al. |
Board of Director in several companies related to KTH Chalmers Capitals |
For information about the work of the Board of Directors during 2012/2013 refer to our website www.sectra.com/corporate/investor/corporate_governance This information has been published in the most recent Corporate Governance Report.
Group management and auditor
| Torbjörn Kronander CEO and President Sectra AB, Board of Director |
Simo Pykälistö Chief Financial Officer and Executive Vice President Sectra AB |
Marie Ekström President Imaging IT Solutions and Executive Vice President Sectra AB |
|
|---|---|---|---|
| Born/Employee since | Born 1957. Employee since 1985. | Born 1972. Employee since 2003. | Born 1961. Employee since 1996. |
| Sectra holdings | 765 439 A shares, 2 613 969 B shares and convertibles corresponding to 68 829 B shares1 |
5 000 B shares and convertibles corresponding to 28 306 B shares |
14 020 B shares and convertibles corresponding to 28 466 B shares |
| Education | Doctor of Science (Technology), MBA, officer in the Naval Reserve |
Master of Science in Business and Economics |
Bachelor in Science |
| Professional experience/ Previous assignments |
President Sectra's medical operation and vice President Sectra AB, full-time at Sectra since 1991, ship's captain |
Chief Financial Officer Pronyx AB, Finance Director CDT Nordic, Group Controller M2 Engineering AB, Finance Manager Kesko Svenska AB, Accoun tant OKO Bank |
President Sectra Sverige AB, Executive Vice President Sectras Medical operations et al. executive positions within Sectra, Consultant Frontec AB, Developer/Project manager Fujitsu ICL |
| Other posts | Board member Sectra AB, Board mem ber of Center for Medical Imaging and Visualization (CMIV) and Cellavision AB et al. and member of the Royal Swedish Academy of Engineering Sciences. |
Board member of Swedish MedTech | |
1 Number of shares comprises direct shareholdings and holdings through family and companies.
Lisa Everhill
Market Communication and Investor Relations Manager
Claes Lundström
Research Director Medical systems
Born/Employee since Born 1979. Employee since 2006. Born 1973. Employee since 1997. Sectra holdings Convertibles corresponding to 688 B shares 5 412 B shares and convertibles corresponding to 9 245 B shares Education Master of Business Administration Doctor of Science (Technology) Professional experience/ Previous assignments Various executive positions at Sectra's medical operations Development Project Manager et al. executive positions at Sectra's medical operations Other posts Assistant Professor, Research center CMIV
| Michael Bertilsson President Secure Communications |
Jakob Algulin General Manager Business line Rheumatology |
Hanna Eriksson General Manager Business line Orthopaedics |
|
|---|---|---|---|
| Born/Employee since | Born 1962. Employee since 1989. | Born 1975. Employee since 2001. | Born 1967. Employee since 2005. |
| Sectra holdings | 13 000 B shares and convertibles corresponding to 10 000 B shares |
0 | 0 |
| Education | Doctor of Science (Technology) | Master of Science in Engineering, Industrial Economy |
Nurse with further training in surgery, MBA |
| Professional experience/ Previous assignments |
Various executive positions within the business area Secure Communications |
Sales and Marketing Manager business line Orthopeadics and Business developer Sectra's medical operations |
Various executive positions at Johnson & Johnson AB |
| Other posts | Member of Program Committed for Industrial Economy, Linköping University |
Board of Directors in Group mana gement of Swedish ICT |
Peter Bodin
Chief Coordinating Auditor Grant Thornton Sverige AB
| Born/Elected | Born 1965. Elected 2009. |
|---|---|
| Sectra holdings | 0 |
| Education | Authorized Public Accountant |
| Other posts | President Grant Thornton Sweden AB, Chairman of the Board of Grant Thornton International Ltd |
High direct returns on Sectra's share
In recent years, shareholders have received high direct returns on the Sectra share, totaling SEK 369 million since 2011.
Due to a strong financial position and substantial cash flow, the Board of Directors proposes that the Annual General Meeting resolve to transfer an additional SEK 166 million to shareholders, corresponding to a direct return of 8.4% based on the year-end share price.
market capitalization MSEK
1471
1827
5.0
5.0
4.5
08/09 09/10 10/11 11/12 12/13
0.0 0.0 Direct return %
Redemption program and dividend
In 2011/2012, Sectra implemented a redemption program, in which SEK 5 per share, totaling SEK 185.5 million, was transferred to shareholders. The redemption was carried out through a 2:1 share split, combined with a mandatory redemption process and a stock dividend to restore the share capital. No ordinary dividend was issued in 2011/2012.
For 2012/2013, the Board of Directors proposes that SEK 4.50 per share, totaling SEK 166.9 million, was distributed to the shareholders through the same type of redemption process. On April 30, 2013, the equity/assets ratio was 61.4% and following the redemption process, the comparable equity/assets ratio was 54.4%. An equity/ assets ratio of more than 30%, well in excess of Sectra's objective. No ordinary dividend is proposed. For more information and the schedule, see the Investor/General Meeting section on Sectra's website.
Dividend policy
Sectra's dividend policy is that the dividend for each year must be adapted to the company's capital requirements for both operation and growth, and to the shareholders' desire for a dividend. The objective is to provide shareholders with a stable and favorable dividend over time and to adapt the dividend to enable the company to achieve an equity/assets ratio that is never less than 30%.
Share price performance
During the fiscal year, the share price rose 23% to SEK 53.00 on the balance-sheet date. The Stockholm Exchange's Total Index during the same period rose 12%. The number of shares traded was 2.9 million (5.9), corresponding to a turnover rate of 0.09 times (0.17).
08/09 09/10 10/11 11/12 12/13
1327
1276 1164
2011
May
• Year-end report: Sectra is growing and investments in the future impact the company's operating profit.
June
• Sectra divests the operation for development, production and sales of MicroDose Mammography to Philips Electronics for EUR 57.5 million.
August
• Major transactions between institutional investors.
October
• The Board of Directors proposes a resolution by the extraordinary general meeting to transfer SEK 184 million to shareholders through a redemption process in December.
December
• Six-month report: Capital gain boosts Sectra's profit. SEK 5/share is transferred through the redemption program.
2012
March
• Nine-month report: The financial outcome is impacted by lower demand due to the global economic situation.
May
- Year-end report: Sectra increases order bookings and doubles earnings despite a tougher economic situation.
- The Board of Directors proposes that SEK 185 million be transferred to shareholders through a redemption program.
June
• Sectra acquires Burnbank, a medical IT services company in the UK.
August
- Sectra enters into a partnership with Zimmer, a global leader in musculoskeletal care.
- SEK 5/share is transferred to shareholders through the redemption program.
September
- The Danish Defense Forces order
- Sectra's secure mobile phone Tiger. • Four US care providers order shared IT
- system for medical images. • Three-month report: Investments for
- growth in the UK, but a seasonally weak quarter.
- Major transactions between institutional investors.
November
- Torbjörn Kronander assumes the position as President and CEO of Sectra.
- A research study conducted at the Karolinska Institute shows that Sectra's method can be used to identify osteoporosis.
December
- Six-month report: Higher order bookings due to successes outside Europe.
- The Salisbury, Wight and South Hampshire Domain NHS Trust (SWASH) consortium in the UK selects Sectra as a preferred supplier of radiological IT systems.
2013
January
- Sectra returns to mid-cap segment on NASDAQ OMX Stockholm.
- High-yield shares are in focus in the Swedish financial press. Sectra is one of the companies expected to generate a high direct return.
- Sectra announces several orders from US healthcare providers.
March
• Nine-month report: Earnings rose 52% compared to the corresponding period 2011/2012.
April
- Sectra and Region Skåne sign multi-year contract valued at SEK 55 million.
- The Dutch security authority approves Sectra's new secure mobile phone, Tiger 7401.
- London hospital Whittington Health signs ten-year contract with Sectra.
Share capital development 2012/2013
| Date | Transaction | Change in share capital | Total share capital | Change in number of shares Total no. of shares | |
|---|---|---|---|---|---|
| 2012-05-01 | Share capital on the balance-sheet date | 36 842 088 | 36 842 088 | ||
| 2012-06-04 | Conversion of convertibles | 252 890 | 37 094 978 | 252 890 | 37 094 978 |
| 2012-07-16 | Redemption program 2012: 2:1 split | 0 | 37 094 978 | 37 094 978 | 74 189 956 |
| 2012-08-01 | Redemption program 2012: Share redemption |
-18 547 489 | 18 547 489 | -37 094 978 | 37 094 978 |
| 2012-08-01 | Redemption program 2012: Stock dividend |
18 547 489 | 37 094 978 | 37 094 978 |
The shares outstanding comprise 2,620,692 series A shares and 34,474,286 series B shares. One Series A share confers ten votes, while one series B share confers one vote. All shares carry equal rights to the company's assets and earnings.
For more information about the share capital's development since listing, see Sectra's website under Investor/Sectra Share.
Ownership structure Analysts
The number of shares comprises direct shareholdings, holdings through families and companies on April 30, 2013 and changes known to have been made thereafter.
| Owner | A shares | B shares | Capital | Votes |
|---|---|---|---|---|
| Torbjörn Kronander | 765 439 | 2 613 969 | 9.1% | 16.9% |
| Jan-Olof Brüer | 765 441 | 2 609 589 | 9.1% | 16.9% |
| Nordea Investment Funds | 0 | 6 404 814 | 17.3% | 10.6% |
| Frithjof Qvigstad | 262 866 | 1 902 519 | 5.8% | 7.5% |
| IF Skadeförsäkring AB | 0 | 4 322 927 | 11.7% | 7.1% |
| Viiveke Fåk | 221 700 | 1 088 150 | 3.5% | 5.4% |
| Robert Forchheimer | 202 203 | 1 178 104 | 3.7% | 5.3% |
| Ingemar Ingemarsson | 221 347 | 300 999 | 1.4% | 4.1% |
| Fjärde AP-fonden | 0 | 2 137 522 | 5.8% | 3.5% |
| Thomas Ericson | 136 329 | 298 197 | 1.2% | 2.7% |
| Ten largest shareholders | 2 575 325 | 22 856 789 | 68.6% | 80.9% |
| Remaining 4192 shareholders |
45 367 | 11 617 497 | 31.4% | 19.1% |
| Total all shareholders | 2 620 692 | 34 474 286 | 100% | 100% |
The following analysts continuously monitor Sectra's performance and publish analyses: Carnegie, Kristofer Liljeberg, tel: +46 (0)8 676 87 63 Nordea Markets, Patrik Ling, tel: +46 (0)8 614 70 00 Redeye, Klas Palin, tel: +46 (0)8 545 01 344 Remium, Johan Löchen, tel: +46 (0)8 454 32 21 SEB Enskilda, Johanna Ahlqvist, tel: +46 (0)8 522 29 524
Facts
Ticker: SECT B Market name: NASDAQ OMX Stockholm AB Year of listing: 1999 Segment: Mid Sector: Health Care Market capitalization: SEK 1,827 million Source: Euroclear Sweden AB
Administration report
The Board of Directors and the President of Sectra AB (publ), Corporate Registration Number 556064-8304, hereby submit the annual report and the consolidated financial statements for the period from May 1, 2012 to April 30, 2013. The following income statements, balance sheets, statements of changes in shareholders' equity, cash-flow statements, accounting policies and notes comprise an integrated part of the Annual Report.
Statement
The information in this Annual Report is such that Sectra must publish in accordance with the Securities Market Act. Sectra published the year-end report for the 2012/2013 fiscal year on May 28, 2013 at 8:00 a.m. through a press release and on Sectra's website. The Annual Report in its entirety is published through press release and on the website on June 5, 2013 at 1:00 p.m. (CET).
The Group's operations and structure
Sectra conducts research, development and sales of high-tech products and services in expansive niche markets. In 2012/2013, Group operations were built up around the Parent Company Sectra AB and two business areas: Medical Systems and Secure Communication Systems. The Group has a number of subsidiaries with offices around the world, see Note 12 for further information.
Structural transaction
In the 2012/2013 fiscal year, Sectra acquired Burnbank Systems, which develops and sells IT services to the healthcare sector in the UK. The operations were included in the Medical Systems business area. For further information regarding the acquired operations, please refer to Note 13. In the 2011/2012 fiscal year, a structural transaction was completed whereby Royal Philips Electronics acquired the operation for development and sales of the low-dose mammography modality, MicroDose Mammography. This operaton is reported under discontinued operations, please refer to Note 14 for additional information. Unless otherwise stated, reporting of the Annual Report's comparative figures for 2011/2012 pertains to continuing operations excluding a nonrecurring item from the divestment of the MicroDose operation that positively impacted sales by SEK 30 million and operating profit by SEK 25 million.
New organizational structure 2013/2014
On May 1, 2013, Sectra introduced a new organizational structure whereby operations are reported in the following segments: Imaging IT Solutions, Secure Communications, Business Innovation and Other Operations. Imaging IT Solutions and Secure Communications are conducted in the wholly owned subsidiaries Sectra Imaging IT Solutions AB and Sectra Communications AB. Business Innovation, which consists of projects and smaller operations with the potential to become successful, is part of the Parent Company and currently comprises operations in orthopaedics, osteoporosis diagnosis and a research department. Other Operations are also part of the Parent Company and comprise central functions for customer financing, investment management, finance, IT, regulatory matters, market communication and investor relations. For further information about the new structure, please refer to the section Goals and strategies on page 9. sectra annual report 2012/2013
Significant events 2012/2013
- Sectra acquired Burnbank Systems Limited, which sells IT services to the UK healthcare sector.
- Sectra transferred SEK 5 per share to shareholders, a total of SEK 185 million, through a share redemption program.
- Torbjörn Kronander assumed the position of President and CEO of Sectra AB on November 1, 2012, following Jan-Olof Brüer's decision to step down after 27 years as President of the company.
- The Board of Directors appointed Simo Pykälistö, Chief Financial Officer of the Sectra Group, and Marie Ekström, now President of Imaging IT Solutions, as Executive Vice Presidents of the company.
- Swedish healthcare provider Region Skåne signed a six-year contract with Sectra for development, maintenance and support of the region-wide IT solution, Sectra RIS. The total order value amounted to SEK 55 million.
- Sectra signed a seven-year contract with the British healthcare consortium Salisbury, Wight and South Hampshire Domain NHS Trust (SWASH), which chose to use Sectra's IT system for managing and archiving radiology images.
Market
Sectra focuses primarily on growth in countries where the company has an existing market presence and through partners in carefully selected growth markets. This strategy has proved successful and order bookings for the 2012/2013 fiscal year were up 30.7% to SEK 916.0 million (701.1). The Medical Systems business area in the UK, Sweden, the Netherlands and the US accounted for the largest increase in sales.
In many markets, the uncertain economic trend and the need for substantial government austerity measures had a dampening effect on growth over the last few years. This applied particularly to European markets, which accounted for 71.2% of the Group's total sales. The long-term assessment is that demand will recover, since the underlying need in Sectra's niche areas either remains constant or is increasing.
Medical Systems
Sectra's largest business area Medical Systems increased sales 3.7% to SEK 728.2 million (702.0) and operating profit 33.9% to SEK 97.1 million (72.5). The business area has grown through major long-term contracts for region-wide medical IT systems, which are sold by Imaging IT Solutions (previously Radiology IT). Imaging IT Solutions, which will be reported as a separate business area in 2013/2014, offers care providers IT systems and services for archiving, processing and presenting medical image data and related patient information. A substantial need exists for systems that increase healthcare efficiency and growth is driven by additional sales to installed bases, replacement business and new sales.
Imaging IT Solutions' largest markets are Northern Europe and North America. In 2012/2013, sales were SEK 709.2 million and operating profit was SEK 103.2 million. The bulk of the business area's revenues derive from commitments to existing
customers, both in the form of additional sales and long-term contracts for products, services, support and upgrades but also from an increasing proportion of new customers. More information about Imaging IT Solutions is available in the "Business areas in brief" section on pages 8 and 12.
The Medical Systems business area also includes the operations that from May 1, 2013, are reported under the Business Innovation segment. These comprise projects and smaller operations with substantial long-term potential for success. Sectra's offering includes methods and projects that contribute to increased efficiency and better care for osteoporosis, IT systems for planning and follow-up of orthopaedic operations as well as systems for digitizing pathology, the last remaining major undigitized area in medical imaging. Sectra also participates in research that provides clinical evidence for the company's products and which can increase customer benefit in existing niches or related areas. In the 2012/2013 fiscal year, Business Innovation had sales of SEK 17.7 million and an operating loss of SEK 7.0 million. Read more about Business Innovation on page 16.
Secure Communications
Sectra's Secure Communications business area (previously Secure Communication Systems) offers government agencies and defense forces solutions and services that protect sensitive and confidential information from eavesdropping. The products are approved by the EU and NATO as well as by a number of national security agencies. The market is driven by the fact that it is simpler than ever to eavesdrop on telephone calls and data traffic, as well as changes to various regulations for the management of information that carries a security classification. Increasing numbers of authorities are also choosing to protect confidential but unclassified information.
Sweden and the Netherlands are the largest markets for secure communications products. In the 2012/2013 fiscal year, sales were SEK 99.0 million (101.8) with an operating profit of SEK 1.4 million (15.3). During the year, the Swedish market was adversely affected by extended processing times at the business area's principal customer. As part of managing the consequences of delays in planned projects and to open up for new business opportunities, the business area has implemented a restructuring program that negatively impacted operating profit by SEK 3 million. Read more about operations in the "Business areas in brief" section on pages 8 and 14.
Seasonal variations
Sectra experiences seasonal variations, which means that most invoicing and earnings traditionally occur at the end of the fiscal year. Order volumes can vary significantly in terms of individual quarters, since Sectra has many large customers that hold extensive long-term contracts with the company for medical IT projects, for example, or the development of encryption systems.
Financial overview
Consolidated sales and earnings
| 2012/2013 | 2011/20121 | |
|---|---|---|
| Net sales, MSEK | 817.0 | 793.1 |
| Operating profit, MSEK | 85.9 | 78.5 |
| Operating margin, % | 10.5 | 9.9 |
| Profit before tax, MSEK | 86.6 | 102.9 |
| Profit margin, % | 10.6 | 13.0 |
ment projects. 1 Excluding the nonrecurring item pertaining to the sale of the MicroDose operation.
Net sales increased 3% to SEK 817.0 million. The Medical Systems business area reported increased sales in the US, the UK and Sweden as a result of major long-term contracts for region-wide medical IT systems.
Operating profit was up 9.4% to SEK 85.9 million, corresponding to an operating margin of 10.5% (9.9). The improvement in earnings was attributable to the Medical Systems business area. Security operations were impacted by delays in planned projects and costs for restructuring.
Net financial items totaled SEK 0.7 million (24.4) and were negatively impacted by changes in exchange rates and trends in the interest-rate market. The comparative period included interest-rate effects from discontinued operations of SEK 6.4 million. Exchange-rate changes had a negative impact on consolidated financial items of SEK 4.7 million (pos: 7.5).
Profit after tax including nonrecurring item
Consolidated profit after tax amounted to SEK 62.2 million (92.8), corresponding to earnings per share before dilution of SEK 1.68 (2.52). Including discontinued operations, profit after tax in 2011/2012 amounted to SEK 385.8 million, corresponding to earnings per share of SEK 10.47. The comparative figures include an accounting capital gain of SEK 322.6 million from the sale of the MicroDose operation.
Cash flow and financial position
Consolidated cash flow from operating activities after changes in working capital amounted to SEK 191.2 million (148.6). The comparative figures include a nonrecurring item of SEK 25 million. Cash flow from investment operations amounted to a negative SEK 76.2 million (neg: 31.1), of which a negative SEK 46.8 million pertained to the acquisition of Burnbank. The Group's total cash flow, including acquired and discontinued operations, amounted to a negative SEK 67.7 million (pos: 393.5). Total cash flow for the year included payment to Sectra's shareholders via a share redemption process of SEK 185.5 million and net changes in convertible debentures of a positive SEK 2.8 million. Comparative figures include SEK 466.7 million pertaining to cash flow from the divestment of the MicroDose operation.
After adjustment for exchange-rate differences in cash and cash equivalents, the Group's cash and cash equivalents amounted to SEK 536.3 million (605.8). At the end of the fiscal year, the equity/assets ratio was 61.4% (69.4) and liquidity amounted to a multiple of 2.6 (3.4). The Group's interest-bearing liabilities amounted to SEK 26.5 million (34.6) and pertained to convertible debentures to employees and the Board, see Notes 23 and 24.
Investments, depreciation and amortization
During the fiscal year, investments in the Group amounted to SEK 76.2 million (31.1), of which SEK 46.8 million pertained to the acquisition of Burnbank. Other investments were primarily attributable to the Group's financing operations for customer projects and capitalized development costs. Investments in Group-financed customer projects during the fiscal year were SEK 16.4 million (17.5) and at the end of the fiscal year, the consolidated carrying amount in projects totaled SEK 37.1 million (46.1). Capitalized work for own account during the fiscal year was SEK 12.2 million (10.6) and capitalized development costs totaled SEK 52.5 million (55.9) at year-end. Depreciation and amortization totaled SEK 46.0 million (43.4), of which SEK 15.8 million (14.6) pertained to amortization of capitalized develop-
Parent Company's sales and profit
Net sales in the Parent Company Sectra AB for the fiscal year amounted to SEK 20.2 million (18.3). Profit after net financial items amounted to SEK 62.1 million (403.0). The comparative figures include dividends and Group contributions from Group companies of SEK 390.7 million as well as interest-rate effects from discontinued operations of SEK 6.4 million. Exchange-rate changes had a negative impact on the Parent Company's financial items of SEK 3.4 million (pos: 2.9). For further information, please refer to the following income statements and balance sheets, accounting policies and notes.
Research and development
Sectra invests 10–14% of consolidated sales in research and development (R&D) projects. It is difficult to provide a more exact figure since many of the projects inhabit a grey zone between R&D and customer orders. R&D is conducted both in-house and in collaberation with customers and partners. During 2012/2013, SEK 12.2 million (10.6) of Sectra's development costs for standard products was capitalized as intangible assets in the balance sheet. Customer-related costs for the development of new products and functions are included in project costs and are recognized in profit or loss. Direct research expenditures are not tangible and, accordingly, these expenditures are not recognized separately.
Employees
Sectra's personnel have strong skills and a solid educational background, 80% of personnel have a graduate degree and the most have completed postgraduate studies. On the balance-sheet date, Sectra had 528 (502) permanent employees and some 30 project employees. Employee turnover during 2012/2013 was 13.8% (14.2).
Employees' education level
The company works proactively with work environment and health issues by offering health checks, fitness programs and training opportunities. This resulted in very low absence due to illness, corresponding to 1.5% (1.7). Sectra works continuously to promote equality to achieve a gender balance and diversity. The proportion of female employees is 30% (29). The Group has employees from 30 countries that contribute experience from a range of cultures and environments. For more information, please refer to Note 2.
Environmental information
Sectra primarily develops and sells software and services and, to a lesser degree, physical products. The company's operations are not subject to notification or permit requirements under the Swedish Environmental Code. Neither its products nor the company's own production have any major impact on the environment. The digital radiology systems that Sectra develops are highly beneficial from an environmental perspective. The introduction of digital technology reduces the need for film and chemicals with a high environmental impact and minimizes travel and transportation.
Risks, risk management and sensitivity analysis
Through its operations, Sectra is exposed to business risks and dependent on large customers and partners, exchange-rate fluctuations' effect on the price structure in the markets in which the Group operates, as well as property and liability risks. In addition, Sectra is exposed to various types of financial risks, such as currency, interest-rate, credit and liquidity risks. Please refer to Note 31 for more information about how the company assesses risks for the coming year.
Corporate governance
The management and control of the Sectra Group is divided between the shareholders, the Board of Directors and the President. Sectra applies the Swedish Corporate Governance Code (the Code). Sectra prepared a corporate governance report in accordance with the rules of the Code and the application instructions stipulated in Swedish legislation and the Code itself. The Report was prepared as a separate document from the Annual Report and the audit report is enclosed therein. The Corporate Governance Report is available on the Group's website, www.sectra.se, along with other information pertaining to corporate governance at Sectra.
The Sectra share
On the balance-sheet date, Sectra's share capital totaled SEK 37,094,978 distributed among 37,094,978 shares. Of these shares, 2,620,692 were Class A and 34,474,286 Class B. All shares carry equal rights to the company's assets and profits. A Class A share carries ten votes and a Class B share one vote.
The Articles of Association contain a pre-emption clause for the transfer of Class A shares. In addition, there are no agreements known to the company between shareholders that could result in restrictions to the right to transfer shares, nor are there any agreements to which the company is party that would have an impact if the control of the company is changed as a result of public purchase offers.
Dividend/Redemption program
The 2012 AGM resolved to transfer SEK 5 per share, a total of SEK 185.5 million, to shareholders through a share redemption program. The redemption process was conducted during July and August 2012. No ordinary dividend was paid for 2011/2012.
For the 2012/2013 fiscal year, the Board and President propose that the 2013 AGM resolve that SEK 4.50 per share, a total of SEK 166.9 million, be transferred to shareholders through a share redemption program. No ordinary dividend is proposed.
Major shareholders
On the balance-sheet date, Sectra had 4,203 shareholders. Of these, the following shareholders had direct and indirect holdings comprising more than 10% of the number of votes for the total number of shares in the company on the balance-sheet date:
- Torbjörn Kronander, who directly and indirectly through companies represents 16.9% of the votes.
- Jan-Olof Brüer, who directly and indirectly through family and companies represents 16.9% of the votes.
- Nordea Investment Funds, who directly and indirectly through companies represents 10.6% of the votes.
Share-based incentive programs
During the year, employees and Board members exercised convertibles corresponding to 252,890 shares at a nominal amount of SEK 10.8 million. The conversion pertained to the 2009/2012 convertible program and the conversion price was SEK 42.90. Convertibles outstanding amounted to a nominal value of SEK 6.5 million following the conversion and this amount was repaid to the holders on the maturity date of June 15, 2012. No conversion took place in the stock option program for employees in North America with a redemption period from 2012/2013 and the 2009/2012 employee stock options have thus expired. Sectra issued three new incentive programs during the fiscal year, please refer to Note 2 for additional information.
Full conversion and exercise of the issued incentive programs would increase the number of shares by 856,768, corresponding to 2.3% of the share capital and 1.4% of the votes. The share capital after dilution was SEK 37,951,746.
Authorizations
The 2012 Annual General Meeting granted authorization to the Board, prior to the next AGM, to resolve on a new issue of not more than 3,700,000 shares. The purpose was to facilitate an issue of new shares to finance marketing investments and the acquisition of companies or operations, to secure the costs arising in connection with the company's incentive programs and to enable continuous adaptation of the company's capital structure. The AGM also resolved to authorize the company to repurchase not more than 10% of the company's own shares up until the next AGM. On the balance-sheet date, the Board had not utilized either of these authorizations.
Guidelines for remuneration to senior executives
In accordance with the guidelines prepared by the Board, the 2012 AGM adopted the following policies for remuneration and other terms of employment for company management (the President and other members of Group management). The guidelines apply to agreements that are signed or amended after the AGM. The Board of Directors proposes that the policies for remuneration and other terms of employment for company management that were adopted at the 2012 Annual General Meeting continue to apply, with the adjustment that variable remuneration may also comprise share-based instruments.
Remuneration to company management is based on normal market terms, while also ensuring the shareholders' best interests. Remuneration primarily comprises fixed salary, variable salary, pension benefits and other benefits, such as a company car. Pension benefits are defined-contribution.
Fixed salary is established by accounting for the executive's experience, responsibilities and performance and is based on normal market conditions. Variable remuneration is proportionate to the executive's responsibilities and authority. It has a maximum limit and is based on the fulfillment of targets that promote the company's long-term creation of value. Where applicable, variable salary is based on pre-determined quantitative criteria. The company's costs for the variable salary portion for the President and other members of company management amount to not more than 50% of the fixed salary costs.
The notice period for terminating employment by an employee is a maximum of 12 months. If employment is terminated by the company, the total notice period and the time during which severance pay is received is a maximum of 24 months. Ordinary
retirement age is 65. Pension terms and conditions are market-based and based on defined-contribution pension solutions. The pension premium is not more than 30% of the fixed and variable salary.
Board members with special expertise that perform services for the company beyond the scope of the Board assignment may receive a fee for such services payable at market rates. Decisions on such fees are taken by the Board of Directors, without the participation of the Board member in question.
Issues concerning remuneration to company management are handled by the President. Remuneration to the President is resolved by the Board of Directors.
The Board of Directors' statement pertaining to the buyback of own shares
The Board of Directors' statement is reported under Note 33.
Significant events after the balance-sheet date
The Board set new financial goals for the Group in May 2013, please refer to the "Goals and strategies" section on page 9. At the time of publishing this Annual Report, no other events considered significant by the Board of Directors had taken place after the balance-sheet date.
Outlook
Sectra has a strong technical platform and a business model that builds on long-term customer relations. These comprise a solid foundation for the continuous development of the company's offering.
Sectra's niche areas: IT for medical imaging and secure communication are markets with substantial scope for continued expansion. The need to enhance efficiency continues to increase in healthcare as part of managing the demographic trend and increasing need for care. In Imaging IT Solutions, Sectra's systems and services for medical diagnostic imaging help to develop healthcare in parallel with making it more efficient. Society needs to improve in how it deals with elderly diseases. Sectra has a number of projects in Business Innovation that can positively impact care efficiency and the treatment of some of the most costly of such illnesses.
In the security field, government agencies, the military and the private sector are increasingly exposed to security threats and eavesdropping attempts. Sectra is trusted to deliver products that protect classified information at the highest secrecy levels and the company's products in Secure Communications are approved by the EU, NATO and many national security agencies.
Approval of reports
Pursuant to the Board decision on May 31, 2013, the consolidated financial statements have been approved for publication and will be presented to the AGM for adoption on June 27, 2013.
Proposed appropriation of profits
| The following is at the disposal of the Annual General Meeting (SEK): | |
|---|---|
| Fair value reserve | -16,275,271 |
| Share premium reserve | 18,243,357 |
| Profit brought forward | 210,313,910 |
| Profit for the year | 43,992,089 |
| 256,274,085 |
The Board and President propose that the profits be appropriated so that SEK 256,274,085 is carried forward. They also propose that the Annual General Meeting resolves that SEK 4.50 per share is transferred to shareholders through a 2:1 stock split combined with a mandatory redemption process and a stock dividend to restore the share capital. This entails a transfer of SEK 166,927,401 to the company's shareholders. No ordinary dividend is proposed.
Board of Directors' affirmation
We believe that that consolidated financial statements and the annual report were prepared in accordance with the International Financial Reporting Standards (IFRS) as adopted by the EU and generally accepted accounting principles and present a true and fair view of the Group's and the Parent Company's financial position and earnings.
The Administration Report for the Group and the Parent Company presents a fair review of the Group's and the Parent Company's operations, financial position and earnings and describes the material risks and uncertainties facing the Parent Company and the companies included in the Group.
Linköping, May 31, 2013
Torbjörn Kronander President and CEO Board Member
Carl-Erik Ridderstråle Chairman of the Board
Anders Persson Board Member
Christer Nilsson Board Member
Erika Söderberg Johnson Board Member
Jakob Svärdström Board Member
Stein Norheim Employee Representative
Per Elmhester Deputy Employee Representative
Our auditors' report was submitted on June 4, 2013 Grant Thornton Sweden AB
Peter Bodin Authorized Public Accountant
| Amounts in SEK thousands | Note | 12/13 | 11/121 |
|---|---|---|---|
| Operating income | |||
| Net sales | 1 | 816 954 | 823 090 |
| Capitalized work for own use | 12 210 | 10 586 | |
| Total income | 829 164 | 833 676 | |
| Operating expenses | |||
| Goods for resale | -126 833 | -158 381 | |
| Personnel costs | 2 | -416 183 | -385 467 |
| Other external costs | 3, 4 | -154 327 | -142 974 |
| Depreciation of machinery and equipment | 11 | -26 719 | -26 785 |
| Amortization/impairment of intangible assets |
10 | -19 236 | -16 604 |
| Total operating expenses | -743 298 | -730 211 | |
| Operating profit | 85 866 | 103 465 | |
| Financial investments | |||
| Interest income and similar profit/loss items | 6 | 8 835 | 25 778 |
| Interest expenses and similar expense items | 7 | -8 147 | -1 388 |
| Net financial items | 688 | 24 390 | |
| Profit after financial items | 86 554 | 127 855 | |
| Tax | 9 | -24 308 | -35 007 |
| Profit for the year from continuing operations |
62 246 | 92 848 | |
| Profit from discontinued operations | 14 | 0 | 292 967 |
| Profit for the year | 62 246 | 385 815 | |
| Attributable to: | |||
| Parent Company's shareholders | 62 246 | 385 815 | |
| Non-controlling interest | 0 | 0 | |
| Earnings per share remaining operations, SEK |
|||
| Before dilution | 1.68 | 2.52 | |
| After dilution | 1.64 | 2.46 | |
| Earnings per share including profit from discontinued operations, SEK |
|||
| Before dilution | 1.68 | 10.47 | |
| After dilution | 1.64 | 10.23 | |
| No. of shares at year-end Before dilution |
37 094 978 36 842 088 | ||
| After dilution | 2 37 951 746 37 916 513 | ||
| Average number of shares, before dilution | 37 052 830 36 842 088 | ||
| Average number of shares, after dilution | 2 37 852 915 37 707 909 | ||
| Consolidated statement of |
comprehensive income
| Amounts in SEK thousands | Note | 12/13 | 11/121 |
|---|---|---|---|
| Net profit for the year | 62 246 | 385 815 | |
| Other comprehensive income | |||
| Change in translation difference from transla | |||
| ting foreign subsidiaries for the period | -11 191 | 14 408 | |
| Other comprehensive income for the period | -11 191 | 14 408 | |
| Total comprehensive income for the period | 51 055 | 400 223 | |
| Attributable to: | |||
| Parent Company's shareholders | 51 055 | 400 223 | |
| Non-controlling interest | 0 | 0 | |
| 1 The 2011/2012 amounts include a nonrecurring item that had a positive |
impact of SEK 30 million on sales and SEK 25 million on operating profit
Consolidated income statement Consolidated balance sheets
| Note April 30, 2013 April 30, 20121 | |||
|---|---|---|---|
| ASSETS | |||
| Fixed assets | |||
| Intangible assets | 10 | 123 157 | 65 784 |
| Tangible assets | 11 | 48 670 | 53 647 |
| Financial assets | 16, 30 | 4 204 | 3 639 |
| Deferred tax assets | 9 | 5 593 | 9 164 |
| Total fixed assets | 181 624 | 132 234 | |
| Current assets | |||
| Inventories | 17 | 11 685 | 14 727 |
| Accounts receivable | 18, 31 | 188 975 | 241 302 |
| Current tax assets | 10 486 | 14 271 | |
| Other receivables | 7 735 | 4 301 | |
| Prepaid expenses and accrued income | 19 | 146 761 | 121 482 |
| Cash and cash equivalents | 20 | 536 291 | 605 757 |
| Total current assets | 901 933 | 1 001 840 | |
| TOTAL ASSETS |
1 083 557 | 1 134 074 | |
| Share capital | 37 095 | 36 842 | |
| Other contributed capital | |||
| 307 122 | |||
| Reserves | -19 893 | ||
| Retained earnings, including net profit | |||
| for the year Total shareholders' equity |
340 976 665 300 |
||
| Long-term liabilities | |||
| Provisions | 22 | 17 575 | |
| Deferred tax liability | 9, 22 | 27 067 | |
| Other long-term liabilities Total long-term liabilities |
23 | 26 503 71 145 |
|
| Current liabilities | |||
| Accounts payable | 37 559 | ||
| Current tax liability | 17 367 | ||
| Other current liabilities | 24 | 39 974 | |
| Accrued expenses and deferred | |||
| income Total current liabilities |
25 | 252 212 347 112 |
296 526 -18 434 472 458 787 392 594 27 872 17 260 45 726 30 436 1 324 51 074 218 122 300 956 |
Pledged assets and contingent liabilities, see Note 26.
1 The 2011/2012 amounts include a nonrecurring item that had a positive impact
of SEK 30 million on sales and SEK 25 million on operating profit.
Consolidated cash-flow statement
| Amounts in SEK thousands | Note | 12/13 | 11/12 |
|---|---|---|---|
| CURRENT OPERAT IONS |
|||
| Operating profit | 85 866 | 103 465 | |
| Adjustment for non-cash items | 27 | 48 377 | 44 436 |
| Interest received | 7 925 | 18 730 | |
| Interest paid | -1 252 | -1 388 | |
| Income tax paid | -7 282 | -11 698 | |
| Cash flow from current operations before changes in working capital | 133 634 | 153 545 | |
| Changes in working capital | |||
| Change in inventories | 2 965 | 9 095 | |
| Change in receivables | 21 510 | -2 191 | |
| Change in current liabilities | 33 107 | -11 869 | |
| Cash flow from current operations | 191 216 | 148 580 | |
| INVESTMENT ACTIVITY | |||
| Acquisitions of intangible fixed assets | 10 | -12 142 | -10 916 |
| Acquisitions of tangible fixed assets | 11 | -17 280 | -20 187 |
| Acquisition of subsidiaries | 13 | -46 784 | 0 |
| Cash flow from investment activity | -76 206 | -31 103 | |
| FINAN CING ACTIVITY |
|||
| Amortization of convertibles | -6 466 | 0 | |
| Taking up of convertibles | 23 | 9 244 | 11 168 |
| Redemption of shares | -185 475 | -184 210 | |
| Cash flow from financing activity | -182 697 | -173 042 | |
| Cash flow from continuing/remaining operations | -67 687 | -55 565 | |
| Cash flow from discontinued operations | 14 | 0 | 449 095 |
| Cash flow for the year | -67 687 | 393 530 | |
| Cash and cash equivalents at start of year | 605 757 | 211 341 | |
| Exchange-rate difference in cash and cash equivalents | -1 779 | 886 | |
| Cash and cash equivalents at year-end | 20 | 536 291 | 605 757 |
| Unutilized credit facilities | 20 | 15 000 | 15 000 |
Changes in Group equity
| Amounts in SEK thousands | Reserves | |||||
|---|---|---|---|---|---|---|
| Share capital | Other contributed capital | Translation reserve | Other reserves | Retained earnings | Total equity | |
| Equity as of May 1, 2012 | 36 842 | 296 526 | -36 553 | 18 050 | 254 672 | 569 537 |
| Income for the year | 385 815 | 385 815 | ||||
| Other comprehensive income | 14 408 | 0 | 14 408 | |||
| Share-based payments | 1 842 | 1 842 | ||||
| Overdue incentive programs | -16 181 | 16 181 | 0 | |||
| Redemption of shares | -184 210 | -184 210 | ||||
| Equity as of April 30, 2012 | 36 842 | 296 526 | -22 145 | 3 711 | 472 458 | 787 392 |
| Income for the year | 62 246 | 62 246 | ||||
| Other comprehensive income | -189 | -11 002 | -11 191 | |||
| Share-based payments | 1 479 | 1 479 | ||||
| Overdue incentive programs | -2 749 | 2 749 | 0 | |||
| Conversion to shares | 253 | 10 596 | 10 849 | |||
| Redemption of shares | -185 475 | -185 475 | ||||
| Equity as of April 30, 2013 | 37 095 | 307 122 | -22 334 | 2 441 | 340 976 | 665 300 |
Other contributed capital comprises a statutory reserve and premiums paid in conjunction with share issues. The translation reserve includes exchange-rate differences arising in the translation of foreign subsidiaries' financial statements. Other reserves mostly include share-based remuneration related to convertibles and stock option programs.
There are no non-controlling interests in the Sectra Group.
Income statement
| Amounts in SEK thousands | Note | 12/13 | 11/12 |
|---|---|---|---|
| Operating income | |||
| Net sales | 1 | 20 206 | 18 281 |
| Operating expenses | |||
| Personnel costs | 2 | -10 820 | -10 468 |
| Other external costs | 3 | -21 296 | -18 064 |
| Depreciation of tangible fixed assets | 11 | -166 | -211 |
| Operating profit | -12 076 | -10 462 | |
| Result from financial investments | |||
| Income from participations in Group companies |
5 | 66 300 | 90 700 |
| Interest income and similar items | 6 | 13 465 | 324 827 |
| Interest expenses and similar items | 7 | -5 598 | -2 031 |
| Profit after financial items | 62 091 | 403 034 | |
| Appropriations | 8 | -1 975 | -14 229 |
| Profit before tax | 60 116 | 388 805 | |
| Tax on income for the year | 9 | -16 124 | -22 812 |
| Net profit for the year | 43 992 | 365 993 |
Statement of comprehensive income
| Amounts in SEK thousands | Note | 12/13 | 11/12 |
|---|---|---|---|
| Net profit for the year | 43 992 | 365 993 | |
| Other comprehensive income | |||
| Fund for fair value | -2 725 | 12 977 | |
| Other comprehensive income for the period |
-2 725 | 12 977 | |
| Total comprehensive income for the period |
41 267 | 378 970 |
Balance sheet
| Amounts in SEK thousands | Note April 30, 2013 | April 30, 2012 | |
|---|---|---|---|
| ASSETS | |||
| Fixed assets | |||
| Tangible assets | 11 | 238 | 347 |
| Participations in Group companies | 12 | 13 978 | 13 978 |
| Receivables from Group companies | 15 | 88 337 | 135 577 |
| Long-term investments | 16 | 2 438 | 1 528 |
| Deferred tax assets | 9 | 1 739 | 1 739 |
| Total fixed assets | 106 730 | 153 169 | |
| Current assets | |||
| Receivables from Group companies | 165 383 | 180 586 | |
| Current tax assets | 0 | 6 795 | |
| Other receivables | 598 | 1 556 | |
| Prepaid expenses and accrued income | 19 | 2 686 | 2 119 |
| Cash and cash equivalents | 20 | 424 712 | 480 668 |
| Total current assets | 593 379 | 671 724 | |
| TOTAL ASSETS |
700 109 | 824 893 | |
| EQUITY AND LIABILITIES |
|||
| Shareholders' equity | |||
| Restricted equity | |||
| Share capital | 37 095 | 36 842 | |
| Share premium reserve | 226 456 | 226 456 | |
| Total restricted equity | 263 551 | 263 298 | |
| Unrestricted equity | |||
| Fund for fair value | -16 275 | -18 465 | |
| Share premium reserve | 18 243 | 7 647 | |
| Retained earnings | 210 314 | 34 712 | |
| Net profit for the year | 43 992 | 365 993 | |
| Total unrestricted equity | 256 274 | 389 887 | |
| Total shareholders' equity | 519 825 | 653 184 | |
| Untaxed reserves | 21 | 112 166 | 110 191 |
| Long-term liabilities | |||
| Other long-term liabilities | 23 | 26 503 | 17 260 |
| Total long-term liabilities | 26 503 | 17 260 | |
| Current liabilities | |||
| Accounts payable | 812 | 912 | |
| Liabilities to Group companies | 25 798 | 22 523 | |
| Current tax liability | 9 329 | 0 | |
| Other current liabilities | 24 | 320 | 17 734 |
| Accrued expenses and deferred income |
25 | 5 356 | 3 089 |
| Total current liabilities | 41 615 | 44 258 | |
| TOTAL EQUITY AND LIABILITIES |
700 109 | 824 893 | |
| Pledged assets and contingent | April 30, 2013 | April 30, 2012 | |
| liabilities | |||
| Pledged assets | 11 000 | 11 000 | |
| Total pledged assets | 11 000 | 11 000 | |
| Guarantees on behalf of group | |||
| companies | 283 943 | 283 653 | |
| Total contingent liabilities | 283 943 | 283 653 |
Cash-flow statement
| Amounts in SEK thousands | Note | 12/13 | 11/12 |
|---|---|---|---|
| CURRENT OPERAT IONS |
|||
| Operating profit | -12 076 | -10 462 | |
| Adjustment for non-cash items | 27 | -3 521 | 188 |
| Interest received | 12 555 | 22 384 | |
| Interest paid | -1 253 | -2 031 | |
| Income tax paid | 0 | -8 195 | |
| Cash flow from current operations before changes in working capital | -4 295 | 1 884 | |
| Changes in working capital | |||
| Change in receivables | 17 526 | 145 859 | |
| Change in current liabilities | 5 343 | -422 959 | |
| Cash flow from current operations | 18 574 | -275 216 | |
| INVESTMENT ACTIVITY | |||
| Acquisitions of tangible assets | -57 | 0 | |
| Payment of loans to subsidiaries | 15 | -596 | -11 052 |
| Repayment of loans from subsidiaries | 15 | 44 078 | 31 741 |
| Cash flow from investment activity | 43 425 | 20 689 | |
| FINAN CING ACTIVITY |
|||
| Amortization of convertibles | -6 466 | 0 | |
| Taking up convertibles | 23 | 9 244 | 11 168 |
| Group contributions received/paid | 5 | 66 300 | 90 700 |
| Redemption of shares | -185 475 | -184 210 | |
| Cash flow from financing activity | -116 397 | -82 342 | |
| Cash flow for the year | -54 398 | -336 869 | |
| Cash and cash equivalents at start of year | 480 668 | 815 410 | |
| Exchange-rate difference in cash and cash equivalents | -1 558 | 2 127 | |
| Cash and cash equivalents at year-end | 20 | 424 712 | 480 668 |
| Unutilized credit facilities | 20 | 15 000 | 15 000 |
Changes in Parent Company equity
| Amounts in SEK thousands | Share capital1 | Statutory reserve |
Fund for fair value |
Share premium reserve |
Unrestricted equity | Total equity |
|---|---|---|---|---|---|---|
| Equity as of May 1, 2012 | 36 842 | 226 456 | -37 528 | 7 647 | 225 007 | 458 424 |
| Group contributions paid | 0 | 0 | ||||
| Tax effect | 0 | 0 | ||||
| Total changes in capital recognized directly in equity, excl. transactions with the company's owner |
0 | 0 | 0 | 0 | 0 | 0 |
| Total income | 365 993 | 365 993 | ||||
| Other comprehensive income | 19 063 | -6 086 | 12 977 | |||
| Total changes in capital excl. transactions with the company's owner |
0 | 0 | 19 063 | 0 | 359 907 | 378 970 |
| Redemption of shares | 0 | -184 210 | -184 210 | |||
| Equity as of April 30, 2012 | 36 842 | 226 456 | -18 465 | 7 647 | 400 704 | 653 184 |
| Group contributions paid | 0 | 0 | ||||
| Tax effect | 0 | 0 | ||||
| Total changes in capital recognized directly in equity, excl. transactions with the company's owner |
0 | 0 | 0 | 0 | 0 | 0 |
| Total income | 43 992 | 43 992 | ||||
| Other comprehensive income | 2 190 | -4 915 | -2 725 | |||
| Total changes in capital excl. transactions with the company's owner |
0 | 0 | 2 190 | 0 | 39 077 | 41 267 |
| Conversion to shares | 253 | 10 596 | 10 849 | |||
| Redemption of shares | -185 475 | -185 475 | ||||
| Equity as of April 30, 2013 | 37 095 | 226 456 | -16 275 | 18 243 | 254 306 | 519 825 |
1 On balance sheet date, Sectra's share capital totaled SEK 37,094,978 distributed among 37,094,978 shares. Of these, 2,620,692 were class A and 34,474,286 were class B.
General accounting policies
General accounting policies
The consolidated financial statements have been prepared in accordance with the International Financial Reporting Standards (IFRS) published by the International Accounting Standards Board (IASB). Changes made to existing and new standards during the year have not been applied retroactively within the Group. In addition, the Swedish Annual Accounts Act and the Swedish Financial Accounting Standards Council's recommendation RFR 1 "Supplemental accounting rules for groups" have been applied.
All amounts in the text and tables in the Notes are in SEK thousands, unless otherwise stated.
Amended accounting policies
Accounting policies and calculation methods remain unchanged compared with those applied in the Annual Report for the 2011/2012 fiscal year. With the exception that IFRS 3, Business Combinations has now been applied. IFRS 3 states policies for the recognition and measurement of identifiable assets acquired and liabilities assumed as well as goodwill, and stipulates disclosures about business combinations.
New and amended accounting policies that become applicable from May 1, 2013
A number of new or amended standards and interpretations will apply from May 1, 2013 and onwards, but have not been applied in advance when preparing these financial statements. No advance application of news or amendments that will apply as of the 2012/2013 fiscal year has been planned. The amendments and interpretations that are not yet effective are not considered to have any significant impact on the Group's financial statements.
Parent Company
The Parent company applies the Swedish Annual Accounts Act and RFR 2 Accounting for Legal Entities. This means that the EU-approved IFRS rules and pronouncements are applied as far as possible within the framework of the Annual Accounts Act and Swedish taxation practices. The rules for valuation and clarification follow IFRS and are the same as those applied within the Group, except that the arrangement follows the Annual Accounts Act and may thus deviate from IFRS in certain cases. Untaxed reserves and appropriations are also recognized in the Parent Company in accordance with Swedish law.
Basis for preparation of the reports
Assets, provisions and liabilities are measured at cost or nominal value unless otherwise stated in the notes that follow. The preparation of financial statements in accordance with IFRS requires that the Group uses accounting assumptions and estimates for the future. The most important estimates and judgments are presented in Note 30.
Consolidated financial statements
The consolidated financial statements have been prepared using the acquisition method, and cover those companies in which the Parent Company, directly or through subsidiaries, exerts a controlling influence. A controlling influence normally applies when more than 50% of the vote-carrying shares in a subsidiary have been acquired.
The Group's internal receivables and liabilities, revenues and expenses, and unrealized gains or losses arising from transactions between Group companies have been eliminated in their entirety during preparation of the consolidated financial statements.
Non-controlling interests are the portion of net assets and earnings that belong to other joint shareholders in a subsidiary. Non-controlling interests are recognized in Group earnings after tax and the share of net assets is recognized in consolidated shareholders' equity.
Share holdings in associated companies, in which the Group holds a significant but non-controlling influence, are recognized according to the equity method. The value of the associated company's shares is adjusted based on Sectra's share of net earnings after tax. In the consolidated income statement, the change in value is recognized as "participations in the earnings of associated companies." As of the balance-sheet date, Sectra had no non-controlling interests or participations in associated companies.
Acquisitions
When acquisitions are made, the acquired companies are absorbed into the Group as of their acquisition date. The cost of the subsidiary's shares is determined by means of an acquisition analysis conducted at the time of the acquisition. The compensation transferred by the Group to obtain controlling influence over subsidiaries is calculated as the total fair value of the net assets on the date of acquisition, which
comprises the fair value of an asset or liability that has arisen from an agreement on contingent consideration. The acquired net assets also comprise intangible fixed assets in the acquired company that have not previously been recognized. The difference between the acquisition cost for the subsidiary's shares and the estimated fair value of the acquired net assets at the time of the acquisition is recognized as Group goodwill. Acquisition costs are recognized as they arise.
Translation of foreign subsidiaries
Functional currency
The consolidated accounts are presented in SEK, which is the Parent Company's functional and reporting currency. Items in the financial reports for companies in the Group are valued in the currency that is used where the company has its main operations, that is, in its functional currency.
Transactions and balance-sheet items
Transactions in functional currencies are recognized initially in the functional currency at the currency rate on the transaction date. Monetary assets and liabilities in foreign currencies are translated to the functional currency at the exchange rate prevailing on the closing date (year-end rate). Currency differences arising in payment of transactions in foreign currencies and in translation of monetary assets and liabilities at the year-end rate are recognized in profit and loss.
Financial statements of foreign operations
The assets and liabilities of Group companies are translated at the year-end rate. The income statements are translated at the average rate during the reporting period. Any exchange-rate differences that arise are applied directly to Group equity. Translation differences that arise in the translation of current receivables and liabilities in foreign currency for which payment is planned within the foreseeable future are recognized in profit and loss. Translation differences that arise in the translation of long-term receivables in foreign currency and that constitute net investments in subsidiaries are recognized against shareholders' equity.
Discontinued operations
Profit/loss after tax for discontinued operations is recognized as a single amount in profit and loss. The amount is specified particularly in Note 14. Net cash flow pertaining to discontinued operations is recognized as a single amount in the Group's cash flow statements. In the note for discontinued operations, net cash flow is specified for operating activities, investment activities and financing activities.
Segment reporting
The division by operating segment is based on the areas of operation monitored by the Board of Directors and executive management in their internal reporting. The Group's operational divisions, Medical Systems and Secure Communication Systems, serve as its operating segments, which corresponds with the operating structure of the Group. Other operations pertain primarily to activities for financing of customer projects and the Parent Company's invoicing for Group-wide services and asset management.
Prior to May 1, 2013 the Group introduced a new organization in which the operations are divided into the following segments: Imaging IT Solutions, Secure Communication, Business Innovation and Other Operations.
Revenue recognition
The Group's revenues mainly derive from fixed-price projects, sales of products and licenses, and consulting work. Project-based income is recognized based on the project's degree of completion at the balance-sheet date. The degree of completion is calculated as the ratio between the expenses paid at the balance-sheet date and the estimated total expenses. In cases where a loss is expected to occur on an uncompleted project, the entire anticipated loss is applied against earnings for the year. Revenues from sales of products and licenses are recognized as income at the time of delivery unless significant risks or obligations remain after delivery. Product sales that are delivered in project form are recognized as income in accordance with the degree of completion based on the accrued hours. Ongoing consulting services are recognized as income as the work is executed.
Pensions and post-retirement benefits to employees
The Sectra Group has defined-contribution pensions only, which means that the Group makes payments to various pension institutions on an ongoing basis. These payments are expensed continuously and constitute the Group's pension costs for the year, which are recognized under "Personnel costs." Sectra has no other pension obligations and is not responsible for any value changes in the paid-in premiums. This means that Sectra does not bear the risk when pensions are paid, and no pension obligations are recognized as liabilities in the balance sheet.
Intangible fixed assets
Intangible fixed assets are recognized at cost, less amortization and impairment losses. Individual assessments of value in use are conducted on an ongoing basis in order to identify any impairment need. If the carrying amount exceeds the recoverable value, the differences are charged against earnings for the period on an ongoing basis as they arise. In the case of an asset that does not generate cash flows, the recoverable value is estimated for the cash-generating unit to which the asset belongs. The recoverable value is the higher of the asset's net selling price and its value in use. Value in use is calculated as the present value of future cash flows relating to specific assets. The amortization period for intangible fixed assets exceeds five years if the asset is expected to generate financial benefits, based on individual assessment, and has a period of use in excess of five years.
Capitalized development costs
Sectra develops proprietary software and equipment in the fields of medical equipment and secure communications. All research costs are expensed directly, and customer-related development costs are included in project costs, which are expensed at the time of revenue recognition. Internal development costs for standard products are capitalized and recognized as intangible fixed assets to the extent that they are expected to generate financial benefits in the future. Additional requirements for capitalization are that project costs can be reliably estimated, that it is technically possible to complete the project, and that the Group has the necessary resources to complete development. Capitalized project costs include all expenses directly attributable to materials, services and remuneration to employees. Capitalized development costs are subject to straight-line amortization over the period of use per individual asset, although the maximum amortization period is five years. Amortizations of capitalized development costs start when the asset is completed and sold to customer.
Goodwill
Goodwill represents future economic benefits arising from a business acquisition that are not specifically identified and recognized separately. Refer to Business Combinations for information about how goodwill is determined the first time it is recognized. Goodwill is recognized at cost less accumulated impairment losses. Refer to Note 10 for a description of impairment testing.
Patents
Acquired patent rights are recognized at cost and are subject to straight-line amortization over the assets' ten-year estimated period of use.
Trademarks and customer relations
Trademarks and customer relations pertain to acquisition-related assets. These rights are recognized at cost and are subject to straight-line amortization over the assets' ten-year estimated period of use.
Tangible fixed assets
Depreciation according to plan is based on the original cost and estimated financial lifetime. The following depreciation periods are applied:
| Buildings | 40 years |
|---|---|
| Office furniture | 10 years |
| Equipment and office machines | 5 years |
| Equipment at customer premises | 3-10 years |
Leasing
Through operational and financial leasing agreements, the company utilizes equipment, premises, computers, cars and items for onward leasing. Since the company only has leasing agreements comprising insignificant amounts, all leasing agreements are classified as operational leasing agreements.
Costs of operational leases are charged against net earnings for the year. These costs are recognized as ongoing operating expenses in profit and loss, and are spread over the entire term of the lease.
Borrowing costs
Borrowing costs are expensed when they are not directly attributable to the acquisition, construction or production of a qualifying asset and are part of the cost of that asset. A qualifying asset is an asset that takes a substantial period of time to get ready for its intended use or sale. The Sectra Group had no qualifying assets on the balance sheet date.
Inventories
Inventories are recognized at the lower of historical cost according to the first-in, first-out (FIFO) method or net selling price. Estimated obsolescence has thus been taken into account. Costs for internally manufactured semi-finished and finished goods consist of direct production costs plus a reasonable surcharge for indirect production costs.
Receivables
Receivables are recognized at the amount expected to be collected, based upon individual assessment.
Tax recognitions
The Group's total tax comprises current tax and deferred tax. Deferred tax pertains to tax on temporary differences and loss carryforwards. Within the Group, deferred tax is calculated on untaxed reserves, loss carryforwards and internal profits. Current tax is calculated as the taxable surplus, including any adjustments for tax paid in previous years. Deferred tax assets pertaining to loss carryforwards are recognized only if it is likely that future profits will arise that will entail lower tax in the future.
Financial instruments
Financial instruments include both assets and liabilities. Securities holdings and other receivables, accounts receivable and cash and cash equivalents are recognized as assets. Financial liabilities include convertible debentures, accounts payable and other financial liabilities.
Financial assets
Financial assets are recognized in the balance sheet when the company becomes party to the agreement, and are removed when the agreement expires or the company loses control over the assets. Market-listed shares are measured at market value, and value changes are recognized in profit and loss. Cash and cash equivalents and short-term investments of surplus liquidity are measured on a continuous basis at amortized cost and value changes are recognized in profit and loss. Loan receivables and accounts receivable are recognized at amortized cost. A provision for doubtful receivables is posted when there is proof that the Group will not receive payment in accordance with the original terms of the receivable.
Financial liabilities
Financial liabilities are recognized in the balance sheet when the invoice is received or when the company in another manner becomes party to the contractual obligations. A financial liability is derecognized from the balance sheet when the obligation specified is discharged and all liability expires. Loan debts are initially recognized at nominal value after subtracting transaction costs. The liabilities are continuously measured at amortized cost after adjustments for any surplus/deficit, with interest accrued over the term of the loan. Interest expenses are recognized directly in profit and loss. Convertible debentures are recognized as combined financial instruments divided into a liability and an equity portion in so far as the interest paid on the convertible is not adjusted to market terms. If so, the liability portion is recognized at fair value , discounting future cash flows at the market interest rate. The equity portion is calculated as the difference between the nominal value and the fair value of the loan. The interest paid on convertible loans on the balance-sheet date is considered market-based, which is why the convertible loan is recognized in its entirety as a liability.
Provisions
A provision is recognized on the balance sheet when the Group has an existing legal or informal obligation due to a past event and an outflow of economic resources may be required to regulate the obligation and a reliable estimation of the amount can be made.
Derivative instruments
Derivative instruments in the form of futures contracts are used within the Group to reduce risks associated with changes in exchange rates. There were no currency forwards or derivative instruments within the Sectra Group on the balance-sheet date.
Fair value
The method for calculating the fair value of financial assets and liabilities is based on three measurement levels. At measurement level one, fair value is calculated based on quoted market prices and instruments traded in an active market. At measurement level two, quoted market prices are not available, but variables for the calculation of fair value are obtained from market quotations. At measurement level three, fair value is calculated based on data that is not available in the market. The Group's financial assets and liabilities mainly belong to measurement level two.
Notes
Note 1 Operating segments
The division of operating segments was determined based on the internal reporting to the Board of Directors and the company's executive management. Information regarding the company's operational segments and geographic areas was used to evaluate sales and earnings in the Group and to allocate the Group's resources among various segments. The identified operational divisions are Medical Systems and Secure Communications. Regarding the geographic distribution, the basis for distribution is the customer's billing address. As of the 2012/2013 fiscal year, the UK will be recognized separately, since sales in that region now represent more than 10% of total net sales.
Medical Systems develops and sells IT systems, services and medical equipment. The largest product area in the segment is IT solutions for processing
and archiving radiology images and patient information. Development is primarily carried out in Sweden, and sales are conducted through Sectra's own sales company and through external distributors.
Secure Communications develops and sells products for secure communications. The segment is divided into two product divisions: Tiger, which offers products for secure voice and data communications, and Crypto, which develops customized systems and products. Development and production occur in Sweden, and sales are conducted through Sectra's sales organization in Sweden and the Netherlands.
Operations
| Medical Systems | Secure Communications | Other Operations2 | Eliminations3 | Total Group4 | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 12/13 | 11/121 | 12/13 | 11/12 | 12/13 | 11/12 | 12/13 | 11/12 | 12/13 | 11/12 | ||
| Net sales | 728 234 | 732 023 | 99 015 | 101 783 | 63 925 | 50 878 | -74 220 | -61 594 | 816 954 | 823 090 | |
| Depreciation | 32 333 | 26 845 | 805 | 391 | 12 817 | 16 153 | 0 | 0 | 45 955 | 43 389 | |
| Operating profit | 97 102 | 97 506 | 1 430 | 15 275 | -9 719 | -9 036 | -2 947 | -280 | 85 866 | 103 465 | |
| Assets | 612 832 | 796 644 | 72 185 | 106 577 | 732 569 | 872 770 | -334 029 | -641 917 1 083 557 1 134 074 | |||
| Liabilities | 539 736 | 431 989 | 64 917 | 99 595 | 113 930 | 123 045 | -300 325 | -307 947 | 418 258 | 346 682 | |
| Investments | 60 760 | 19 633 | 78 | 3 697 | 15 368 | 7 773 | 0 | 0 | 76 206 | 31 103 |
Geographic areas
| Sweden | UK Rest of Europe |
US | Rest of World | Total Group4 | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 12/13 | 11/12 | 12/13 | 11/12 | 12/13 | 11/12 | 12/13 | 11/12 | 12/13 | 11/12 | 12/13 | 11/12 | |
| Net sales | 264 756 | 250 547 | 105 007 | 104 134 | 211 630 | 231 094 | 174 213 | 168 065 | 61 348 | 69 250 | 816 954 | 823 090 |
| Assets | 701 134 | 838 190 | 108 847 | 53 801 | 140 904 | 106 170 | 109 652 | 100 140 | 23 020 | 35 773 1 083 557 1 134 074 | ||
| Investments | 8 386 | 22 712 | 63 482 | 4 478 | 1 620 | 1 794 | 2 650 | 1 720 | 68 | 399 | 76 206 | 31 103 |
1 This pertains to continuing operations including a non-recurring item of SEK 30 M in sales and SEK 25 M in operating profit attributable to discontinued operations. For information about discontinued operations, refer to Note 14.
2 For other operations, 66.0% (64.1) of sales pertain to operations for financing customer projects and 34.0% (35.9) to the Parent Company's billing of Group-wide services and asset management.
3 100% of the Parent Company's total sales are attributable to other companies in the Group of companies to which the company belongs. Purchases from Group companies amounted to 5.0% (3.3).
4 Sectra has no customers that individually contribute more than 10% of total net sales. Most of the Group's fixed assets are in Sweden.
5 Prior to May 1, 2013, the Group introduced a new organization in which the operations are divided into the following segments: Imaging IT Solutions, SEK 709.2 M of net sales, Secure Communications SEK 99.0 M, Business Innovation SEK 17.7 M, Other Operations SEK 68.1 M and Group eliminations SEK -77.0 M. Refer to page 27 of the Administration Report.
Note 2 Employees and personnel costs
Average number of employees and percentage of women
| 12/13 | 11/12 | ||||
|---|---|---|---|---|---|
| Total | of whom, women |
Total | of whom, women |
||
| Parent Company | |||||
| Sweden | 13 | 11 | 13 | 11 | |
| Group | |||||
| Australia | 11 | 2 | 12 | 2 | |
| Canada | 2 | 0 | 3 | 0 | |
| Denmark | 4 | 1 | 4 | 1 | |
| Germany | 19 | 4 | 19 | 6 | |
| Japan | 0 | 0 | 1 | 0 | |
| Netherlands | 27 | 7 | 25 | 8 | |
| New Zealand | 2 | 0 | 2 | 0 | |
| Norway | 13 | 5 | 13 | 5 | |
| Portugal | 7 | 3 | 6 | 3 | |
| Spain | 2 | 0 | 3 | 1 | |
| Sweden | 284 | 81 | 277 | 74 | |
| Switzerland | 1 | 0 | 1 | 0 | |
| UK | 72 | 23 | 45 | 16 | |
| US | 83 | 26 | 89 | 27 | |
| Group total | 527 | 152 | 500 | 143 |
The proportion of female Board members, including employee representatives on the Boards of Directors of all Group companies, amounted to 13% (11), and on the Parent Company's Board of Directors to 22% (22). The proportion of women in the Group's management groups, including company presidents, amounted to 24% (20), and in Group management to 33% (25).
Salaries and other remuneration
| Group | Parent Company | ||||
|---|---|---|---|---|---|
| 12/13 | 11/12 | 12/13 | 11/12 | ||
| Board of Directors and President |
17 735 | 16 285 | 2 494 | 2 570 | |
| Other employees | 291 433 | 266 663 | 5 889 | 4 331 | |
| Total | 309 168 | 282 948 | 8 383 | 6 901 |
Social costs
| Group | Parent Company | |||
|---|---|---|---|---|
| 12/13 | 11/12 | 12/13 | 11/12 | |
| Board and President | ||||
| Social costs | 2 510 | 2 673 | 778 | 756 |
| Pension costs | 1 512 | 1 616 | 351 | 340 |
| Total Board and President | 4 022 | 4 289 | 1 129 | 1 096 |
| Other employees | ||||
| Social costs | 70 687 | 66 002 | 1 990 | 1 405 |
| Pension costs | 17 032 | 19 160 | 529 | 427 |
| Total other employees | 87 719 | 85 162 | 2 519 | 1 832 |
Remuneration to the Board, President and other senior executives 2012/2013
| Variable | Other | Pension | ||||
|---|---|---|---|---|---|---|
| Board fee | Basic Salary | remuneration | remuneration | premiums | Total | |
| Carl-Erik Ridderstråle, Board Chairman | 300 | 0 | 0 | 0 | 0 | 300 |
| Erika Söderberg Johnson | 190 | 0 | 0 | 0 | 0 | 190 |
| Torbjörn Kronander until October 31, 2012 | 0 | 744 | 88 | 0 | 179 | 1011 |
| Anders Persson | 170 | 0 | 0 | 0 | 0 | 170 |
| Christer Nilsson | 170 | 0 | 0 | 24 | 0 | 194 |
| Jakob Svärdström | 150 | 0 | 0 | 0 | 0 | 150 |
| Total remuneration to the Board | 980 | 744 | 88 | 24 | 179 | 2 015 |
| President/CEO Jan-Olof Brüer until October 31, 2012 | 0 | 721 | 90 | 0 | 189 | 1 000 |
| President/CEO Torbjörn Kronander from November 1, 2012 | 0 | 704 | 0 | 0 | 162 | 866 |
| Other senior executives (7 persons) | 0 | 5 415 | 430 | 0 | 982 | 6 827 |
| Total remuneration to the President and other senior executives | 0 | 6 840 | 520 | 0 | 1 333 | 8 693 |
| Total | 980 | 7 5 84 | 608 | 24 | 1 512 | 10 708 |
Preparation and decision-making process
The Board fee was decided at the Annual General Meeting in accordance with the proposal of the Nomination Committee. Guidelines for remuneration to the President and other senior executives are determined at the Annual General Meeting. Remuneration to the President/CEO was considered by the Remuneration Committee and decided by the Board of directors. The President/CEO considered and decided on the remuneration to the other senior executives.
Remuneration to the Board of Directors
Fees are paid to the Board Chairman and other external members in accordance with the decision of the Annual General Meeting. Internal Board members are not paid a fee. SEK 150,000 was paid in fees to external Board members in 2012/2013 and SEK 300,000 to the Chairman. For Audit Committee work, SEK 20,000 was paid to external Board members and SEK 40,000 to the Chairman of the Audit Committee. No separate fee is paid for Remuneration Committee work. Other remuneration pertains to consultant services for assignments in which a Board member has special competence.
Remuneration to the President and other senior executives Remuneration to the President/CEO and other senior executives is based on market terms and comprises basic salary, variable salary, other benefits and pension. The fixed salary is determined taking into account competence, areas of responsibility and performance. The variable salary is performance-based and maximized to a percentage of the fixed annual salary, which is a maximum of 50%. "Other senior executives" refers to the seven individuals who, together with the President/CEO, comprised Group management during the fiscal year.
Terms of notice and severance pay
The company must give the President/CEO 18 months' notice of termination. The President/CEO must give the company six months' notice of resignation. The notice periods for other senior executives range from three to 12 months on the part of the company, and from three to six months on the part of the executives. There are no special agreements regarding severance pay.
Pension
The retirement age for the President and other senior executives is 65 years. Pension benefits for the President and other senior executives are paid within the framework of the pension plan that applies to all employees, and which comprises defined-contribution and vested pensions.
Share-based remuneration
Convertibles and stock option programs enable employees and external board members to acquire shares in the company. The fair value of the allocated convertibles and options is recognized as a personnel cost with a corresponding increase in shareholders' equity. The fair value is calculated on the allocation date and is allocated over the vesting period. The fair value of the allocated convertibles and options is calculated according to the Black & Scholes model and consideration is given to the terms and conditions that applied on the allocation date. The amount recognized as an expense is adjusted to reflect the actual number of vested convertibles and options. During the fiscal year, share-based remuneration was expensed in an amount of SEK 1,479 thousand (1,842), of which SEK 343 thousand (387) pertained to senior executives, including the President/CEO.
Issued incentive programs
| Convertibles programs | 2010/2014 | 2011/2015 | 2011/2016 | 2012/2016 | 2012/2017 |
|---|---|---|---|---|---|
| Number of underlying Series B shares | 162 437 | 203 816 | 46 915 | 107 000 | 36 600 |
| Conversion rate, SEK | 37.50 | 44.00 | 46.90 | 63.30 | 67.50 |
| Exercise period | 26-30 May 2014 | 25-29 May 2015 | 23-27 May 2016 | 23-27 May 2016 | 22-26 May 2017 |
| Time to expiration | 30 Oct. 2010 – 15 June 2014 |
28 Oct. 2011 – 15 June 2015 |
28 Oct. 2011 – 15 June 2016 |
1 Nov. 2012 – 15 June 2016 |
1 Nov. 2012 – 15 June 2017 |
| Interest rate during time to expiration | Stibor +2.25% | Stibor +2.25% | Stibor +2.25% | Stibor +2.25% | Stibor +2.25% |
| Dilution upon full conversion, capital | 0.4% | 0.5% | 0.1% | 0.3% | 0.1% |
| Employee stock option programs | 2010/2013 | 2011/2014 | 2012/2015 | ||
| Number of underlying Series B shares | 100 000 | 100 000 | 100 000 | ||
| Exercise price, SEK | 37.50 | 44.00 | 50.70 | ||
| Exercise period | 20–26 Sept. 2013 | 13–17 Oct. 2014 | 16–22 Nov. 2015 | ||
| Number of options exercised at April 30, 2013 | 0 | 0 | 0 | ||
| Dilution at full exercise, capital | 0.3% | 0.3% | 0.3% |
| No. of convertibles/options | May 1, 2012 | Concluded programs | New programs | Increase due to restated price |
April 30, 2013 |
|---|---|---|---|---|---|
| Convertibles | 774 425 | - 403 608 | 143 600 | 42 351 | 556 768 |
| Options | 300 000 | - 100 000 | 100 000 | 0 | 300 000 |
| Total | 1 074 425 | - 503 608 | 243 600 | 42 351 | 856 768 |
Recalculation has occurred as a result of the redemption program. Refer also to page 30 of the Administration Report.
Note 3 Fees to auditors
| Group | Parent Company | |||
|---|---|---|---|---|
| 12/13 | 11/12 | 12/13 | 11/12 | |
| Grant Thornton | ||||
| Audit fees | 1 216 | 1 567 | 295 | 487 |
| Audit business in addition to the audit assignment | 711 | 759 | 230 | 400 |
| Tax advisory services | 196 | 368 | 23 | 129 |
| Other fees | 144 | 196 | 55 | 60 |
| Audit fees to others | ||||
| Audit fees | 0 | 65 | 0 | 0 |
| Other fees | 43 | 31 | 0 | 0 |
| Total | 2 310 | 2 986 | 603 | 1 076 |
Audit assignments involve examination of the annual report and consolidated financial statements, accounting records and the administration of the Board of Directors and the President and other tasks performed by the company's auditor including audit consultancy. The fee for audit assignments includes the statutory revision performed in each country. Audit business in addition to the audit assignment pertains to quality-assurance services.
Note 4 Costs for operational leases
Annual leasing fees paid for operational leases totaled SEK 19,327 thousand (19,903). Agreed future leasing fees for operational leases are payable as shown below:
| Group | ||||
|---|---|---|---|---|
| 13/14 | 14/15 | 15/16 | 16/17 | |
| Rent | 17 066 | 15 001 | 14 001 | 11 749 |
| Cars | 1 981 | 1 404 | 855 | 200 |
| Other | 208 | 154 | 40 | 33 |
| Total | 19 255 | 16 559 | 14 896 | 11 982 |
Note 5 Income from participations in Group companies
| Parent Company | |||
|---|---|---|---|
| 12/13 | 11/12 | ||
| Group contributions | 66 300 | 90 700 | |
| Total | 66 300 | 90 700 |
Note 6 Interest income and similar profit/loss items
| Group | Parent Company | |||
|---|---|---|---|---|
| 12/13 | 11/12 | 12/13 | 11/12 | |
| Other interest income | 7 899 | 12 350 | 8 237 | 9 964 |
| Interest income from Group companies | 0 | 0 | 4 292 | 12 399 |
| Interest effect from discontinued operations 1 | 0 | 6 359 | 0 | 0 |
| Dividend | 26 | 21 | 26 | 21 |
| Revaluation, securities | 910 | -454 | 910 | -454 |
| Exchange difference, net | 0 | 7 502 | 0 | 2 897 |
| Anticipated dividend from Group companies | 0 | 0 | 0 | 300 000 |
| Total | 8 835 | 25 778 | 13 465 | 324 827 |
Monetary assets and liabilities are recognized at the closing day rate in profit and loss.
1 Counter item is recognized in Note 14 Discontinued operations.
Note 7 Interest expenses and similar expense items
| Group | Parent Company | |||
|---|---|---|---|---|
| 12/13 | 11/12 | 12/13 | 11/12 | |
| Interest expenses | 1 251 | 1 388 | 1 073 | 1 305 |
| Interest expenses from Group companies | 0 | 0 | 181 | 726 |
| Other financial expenses | 2 236 | 0 | 0 | 0 |
| Impairment of loans | 0 | 0 | 916 | 0 |
| Exchange difference, net | 4 660 | 0 | 3 428 | 0 |
| Total | 8 147 | 1 388 | 5 598 | 2 031 |
Monetary assets and liabilities are recognized at the closing day rate in profit and loss.
Note 8 Appropriations
| Parent Company | |||
|---|---|---|---|
| 12/13 | 11/12 | ||
| Change in accrual fund | -2 121 | -14 435 | |
| Change in excess depreciation | 146 | 206 | |
| Total | -1 975 | -14 229 |
Note 9 Tax on net profit for the year
| Group | Parent Company | |||
|---|---|---|---|---|
| 12/13 | 11/12 | 12/13 | 11/12 | |
| Tax expenses | ||||
| Current tax expense | -25 467 | -29 317 | -16 124 | -22 812 |
| Deferred tax | 1 159 | -5 690 | 0 | 0 |
| Total tax expense | -24 308 | -35 007 | -16 124 | -22 812 |
| Relationship between Group tax and recognized tax per applicable tax rate | ||||
| Earnings before tax | 86 554 | 420 822 | 60 116 | 388 805 |
| Tax per applicable tax rate for the Parent Company (26.3%) | -22 764 | -110 676 | -15 811 | -102 256 |
| Adjustment of tax for previous years | -105 | 863 | 0 | 829 |
| Tax effect due to new tax rate | 3 304 | 0 | 0 | 0 |
| Tax effect of nondeductible expenses | -1 070 | -800 | -333 | -320 |
| Tax effect of nontaxable income | 49 | 75 848 | 46 | 78 935 |
| Change in temporary differences | -3 869 | -1 067 | -26 | 0 |
| Adjustment for tax in foreign subsidiaries | 147 | 825 | 0 | 0 |
| Tax on net profit for the year | -24 308 | -35 007 | -16 124 | -22 812 |
| Deferred tax liability | ||||
| Deferred tax liability on untaxed reserves | 24 872 | 29 611 | ||
| Deferred tax liability on surplus values | 3 650 | 0 | ||
| Deferred tax receivable on unutilized loss carryforwards (nettable) | -1 455 | -1 739 | ||
| Net deferred tax liability | 27 067 | 27 872 | ||
| Deferred tax assets | ||||
| Deferred tax receivable on current assets | 5 593 | 9 164 | ||
| Deferred tax receivable on unutilized loss carryforwards | - | - | 1 739 | 1 739 |
Total deferred tax assets 5 593 9 164 1 739 1 739
Unutilized loss carryforwards pertain to foreign companies in the Group and on April 30, 2013, amounted to SEK 6,977 thousand (10,353), which corresponds to a tax value of SEK 2,015 thousand (1,639). For SEK 6,197 thousand there is no time limit for utilization of the foreign loss carryforwards. For SEK 780 thousand, the time limit for utilization of the foreign loss carryforwards is nine years. Unutilized loss carryforwards are not recognized for foreign companies in the Group due to the current market situation in Europe, which has led to a lower earnings trend.
In the Group, deferred tax liabilities and deferred tax assets were recalculated at the tax rate of 22.0%. Refer also to Note 22.
Note 10 Intangible assets
| Group | ||||||
|---|---|---|---|---|---|---|
| Capitalized | Customer | |||||
| development1 | Goodwill7 | Patents2 | relations3 | Brand4 | Total | |
| Historical cost at start of year | 360 155 | 0 | 28 162 | 22 848 | 4 762 | 415 927 |
| Translation differences | 151 | 0 | 327 | 974 | 0 | 1 452 |
| Investments for the year | 10 916 | 0 | 0 | 0 | 0 | 10 916 |
| Investments from acquisitions | 0 | 0 | 0 | 0 | 0 | 0 |
| Discontinued operations | -282 433 | 0 | -24 301 | 0 | 0 | -306 734 |
| Cumulative historical cost at April 30, 2012 | 88 789 | 0 | 4 188 | 23 822 | 4 762 | 121 561 |
| Opening depreciation/amortization5 | 184 151 | 0 | 19 115 | 12 826 | 4 762 | 220 854 |
| Translation differences | 0 | 0 | 54 | 163 | 0 | 217 |
| Amortization for the year | 14 606 | 0 | 481 | 1 517 | 0 | 16 604 |
| Discontinued operations | -165 863 | 0 | -16 035 | 0 | 0 | -181 898 |
| Cumulative amortization at April 30, 2012 | 32 894 | 0 | 3 615 | 14 506 | 4 762 | 55 777 |
| Closing residual value at April 30, 2012 | 55 895 | 0 | 573 | 9 316 | 0 | 65 784 |
| Historical cost at start of year | 88 789 | 0 | 4 188 | 23 822 | 4 762 | 121 561 |
| Translation differences | 219 | -4 734 | -82 | -1 940 | -302 | -6 839 |
| Investments for the year | 12 142 | 0 | 0 | 0 | 0 | 12 142 |
| Investments from acquisitions | 0 | 50 872 | 0 | 16 804 | 3 348 | 71 024 |
| Cumulative historical cost at April 30, 20136 | 101 150 | 46 138 | 4 106 | 38 686 | 7 808 | 197 888 |
| Opening amortization | 32 894 | 0 | 3 615 | 14 506 | 4 762 | 55 777 |
| Translation differences | -19 | 0 | -32 | -231 | 0 | -282 |
| Amortization for the year | 15 763 | 0 | 138 | 3 055 | 280 | 19 236 |
| Cumulative amortization at April 30, 2013 | 48 638 | 0 | 3 721 | 17 330 | 5 042 | 74 731 |
| Closing residual value at April 30, 2013 | 52 512 | 46 138 | 385 | 21 356 | 2 766 | 123 157 |
1 Capitalized development pertains to internally generated intangible assets in proprietary software and equipment for medical imaging management and secure communications. Earlier major projects in capitalized development pertained to systems for digital mammography in discontinued operations. The remaining amortization period on larger
projects is five years. The largest remaining project pertains to the development of IT systems in Medical Systems.
2 Patents mainly pertain to assets in the mammography operations from the acquisition of Sectra Mamea AB.
3 Customer relations are attributable to the Medical Systems segment and pertain to acquired assets from Sectra Sverige AB (formerly Radisoft AB), Sectra imaXperts BV and Burnbank Systems Ltd.
4 Brand pertains to acquired assets from Sectra Sverige AB and Burnbank Systems Ltd
5 Impairments pertained to a minor mammography subproject in the Medical Systems segment. Impairment losses were recognized in 2009 due to the discontinuation of the subproject.
6 Of the acquisition value at April 30, 2013, 18.4% (10.6) pertains to ongoing development projects and 81.6% (89.4) completed projects. 7 Goodwill is attributable to the acquisition of Burnbank, refer to Note 13.
Testing of intangible assets for impairment requirements
Intangible assets are tested for impairment requirements when necessary and at least once annually. Impairment testing is based on the calculation of the future value in use. The value of the Group's intangible fixed assets is assessed based on the value in use of the cash-generating development projects and acquired companies. The value in use is based on the cash flows expected to be generated from the assets.
The forecasted future cash flows used in the calculation of each unit's value in use are based on a detailed review of each development project. In relation to goodwill, future cash flows are based on expected synergy effects in the form of growth opportunities for Medical System's sales in the UK market. The present value of the forecast future cash flows for all development projects is calculated using a cost of capital of 10% (10) before tax. When estimating cash flows connected to goodwill, a cost of capital of 10% (-) before tax has been used. The cost of capital is based on a market-based assessment of average capital cost taking into consideration the assessed risk level in the cash flows of the units.
The forecast period when calculating value in use is determined by the asset's useful life, between five to seven years, and the assumed average growth of 12-15% (12). The forecast period in connection with calculating goodwill has been set at five years. Assessment of the growth rate is based on the market trend and the growth goals of the business areas.
Other assumptions regarding required returns:
| Ten-year treasury bill or an equivalent |
|---|
| financial investment with the lowest |
| The beta value is calculated at one |
| Sectra's assessed cost for borrowing |
Sensitivity analysis
Impairment testing has been carried out with a sufficient margin to ensure that management deems that any reasonable changes in the individual variables will not cause the value in use to be less than the carrying amount. According to the analysis, a decline in the forecasted future cash flows of up to 30% per development project or goodwill item would not give rise to any indication of a need for impairment. Accordingly, management's assessment is that no impairment requirement will arise, regardless of whether variations occur in the most critical variables.
Parent Company
The Parent Company held no intangible assets at April 30, 2013.
Note 11 Tangible assets
| Group | Parent Company | |||
|---|---|---|---|---|
| April 30, 2013 | April 30, 2012 | April 30, 2013 | April 30, 2012 | |
| Historical cost at start of year | 150 366 | 137 705 | 11 016 | 11 016 |
| Translation differences | -5 431 | 7 866 | 0 | 0 |
| Investments for the year | 17 280 | 20 187 | 57 | 0 |
| Sales/disposals for the year | -496 | -1 855 | 0 | 0 |
| Discontinued operations | 0 | -13 537 | 0 | 0 |
| Investments at time of acquisition | 13 726 | 0 | 0 | 0 |
| Cumulative historical cost at year-end | 175 445 | 150 366 | 11 073 | 11 016 |
| Depreciation at start of year | 96 719 | 77 530 | 10 669 | 10 458 |
| Translation differences | -2 527 | 3 097 | 0 | 0 |
| Depreciation for the year | 26 719 | 26 785 | 166 | 211 |
| Sales/disposals for the year | -214 | -823 | 0 | 0 |
| Discontinued operations | 0 | -9 870 | 0 | 0 |
| Opening depreciation at time of acquisition | 6 078 | 0 | 0 | 0 |
| Cumulative depreciation at year-end | 126 775 | 96 719 | 10 835 | 10 669 |
| Residual value according to plan | 48 670 | 53 647 | 238 | 347 |
| Total carrying amount | 48 670 | 53 647 | 238 | 347 |
Note 12 Participations in Group companies
| April 30, 2013 | April 30, 2012 | ||||||
|---|---|---|---|---|---|---|---|
| Share of | |||||||
| Corp. Reg. No. | Reg. office | No. of shares | capital, % | Nominal value | Carrying amount | Carrying amount | |
| Parent Company | |||||||
| Sectra Imaging IT Solutions AB | 556250-8241 | Linköping, SE | 300 000 | 100% | 3 000 | 2 883 | 2 883 |
| Sectra Communications AB | 556291-3300 | Linköping, SE | 3 000 000 | 100% | 3 000 | 3 000 | 3 000 |
| Sectra Wireless Technologies AB | 556570-9325 | Linköping, SE | 3 000 000 | 100% | 3 000 | 8 000 | 8 000 |
| Sectra Secure Transmission AB | 556247-1283 | Linköping, SE | 100 000 | 100% | 100 | 95 | 95 |
| Ebberöd Capital, Inc. | 20-8912327 | Shelton, US | 1 000 | 100% | 0 | 0 | 0 |
| Ebberöd Capital Ltd | 6707408 | Milton Keynes, UK | 1 000 | 100% | GBP 0,001 | 0 | 0 |
| Total carrying amount | 13 978 | 13 978 | |||||
| Sectra Imaging IT Solutions AB: | |||||||
| Sectra Sverige AB | 556483-9479 | Linköping, SE | 40 350 | 100% | 100 | 21 016 | 21 016 |
| Paxlink AB | 556572-3292 | Linköping, SE | 1 000 | 100% | 100 | 811 | 811 |
| Sectra Norge AS | 975 353 265 | Oslo, NO | 5 000 | 100% | NOK 500 | 283 | 283 |
| Sectra North America, Inc. | 06-1473851 | Shelton, US | 500 | 100% | USD 50 | 384 | 384 |
| Sectra Medical Systems GmbH | HR B 8546 | Cologne, DE | 500 | 100% | EUR 26 | 219 | 219 |
| Sectra A/S | 26121361 | Herlev, DK | 5 000 | 100% | DKK 100 | 639 | 639 |
| Sectra Ltd | 4571654 | Milton Keynes, UK | 1 | 100% | GBP 0.001 | 0 | 0 |
| Sectra Pty Ltd | 105 376 190 | Sydney, AU | 1 | 100% | AUD 0.1 | 1 | 1 |
| Sectra New Zealand Ltd | 1539744 | Auckland, NZ | 1 | 100% | NZD 0.1 | 0 | 0 |
| Sectra Medical Systems SL | B84352749 | Madrid, ES | 500 | 100% | EUR 253 | 2 290 | 2 290 |
| Sectra imaXperts BV | 39069257 | Almere, NL | 500 | 100% | EUR 22.5 | 4 664 | 4 664 |
| Burnbank Systems Ltd | 05968184 | Ipswich, UK | 1 000 | 100% | GBP 6 930 | 78 016 | n/a |
| Burnbank Dataconnect Ltd | 02860002 | Ipswich, UK | 1 450 | 100% | GBP 0.0 | 0 | n/a |
| Burnbank Healthsystems Ltd | 06502661 | Ipswich, UK | 2 | 100% | GBP 0.0 | 0 | n/a |
| Total carrying amount | 108 323 | 30 307 |
| Total carrying amount | 164 | 164 | |||||
|---|---|---|---|---|---|---|---|
| Sectra Communications BV | 27264295 | The Hague, NL | 1 800 | 100% | EUR 18 | 164 | 164 |
| Sectra Communications Ltd | 4884887 | London, UK | 1 | 100% | GBP 0.001 | 0 | 0 |
Note 13 Acquisition of Burnbank
On June 6, 2012, the Sectra Group acquired 100% of the shares in Burnbank Systems Limited, which markets IT services to the healthcare sector in the UK. The acquisition is part of Sectra's programme to expand its medical systems operations in the UK market. The acquisition comprises the three companies Burnbank Systems Limited, Burnbank Healthsystems Limited and Burnbank Dataconnect Limited. The company has a total of 25 employees and posted sales of GBP 2.4 million (about SEK 26 million) and an operating margin of 25% for the 2011 fiscal year.
The total consideration transferred totaled SEK 77.3 million, of which SEK 55.0 million comprises a cash purchase consideration and SEK 22.3 million pertains to the conditional purchase consideration recognized as a Group provision at the date of the acquisition. Estimates of the fair value of the contingent purchase consideration are based on the likelihood of the stipulated targets for growth and earnings until May 31, 2015 being realized. The acquisition was financed in its entirety from existing funds.
Acquired net assets and goodwill
| Carrying amounts | ||
|---|---|---|
| Carrying amount of the | according to the | |
| SEK million | acquired company | acquisition analysis |
| Customer relations | 0 | 16.8 |
| Brand | 0 | 3.3 |
| Tangible assets | 7.6 | 7.6 |
| Current receivables | 8.2 | 8.2 |
| Cash and cash equivalents | 8.2 | 8.2 |
| Deferred tax | 0 | -4.4 |
| Current liabilities | -13.3 | -13.3 |
| Total acquired net assets | 10.7 | 26.4 |
| Fair value of consideration transferred | 77.3 | |
| Goodwill1 | 50.9 | |
| Net outflow of cash and cash equivalents arising from the acquisition 2 | ||
| Cash consideration transferred | 55.0 | |
| Cash and cash equivalents in the acquisition at the date of acquisition | -8.2 | |
| Total | 46.8 |
1 The negative change in the Goodwill item of SEK 26.9 million since the date of the acquisition pertains to the allocation of the purchase consideration in the amount of a negative SEK 15.7 million and the recalculation of the contingent additional purchase consideration in the negative amount of SEK 11.2 million. The contingent purchase consideration was recalculated due to new information on the fair value at the date of acquisition. The change in the Goodwill item in the balance sheet since April 30, 2012, totaled SEK 46.1 million, of
which SEK 50.9 million pertained to the acquisition of Burnbank and a negative amount of SEK 4.7 million pertained to changed exchange rates.
2 Excluding acquisition-related expenses of SEK 0.7 million
Goodwill that arose in conjunction with the acquisition is attributable to expected growth opportunities for sales in the UK market for Medical Systems and to the experience and competence of the employees.
The operations are included in the Sectra Group as of June 6, 2012, when Sectra obtained controlling influence over the acquired units. In the period, the acquired operations were included in the Sectra Group's reporting with sales of SEK 27.9 million and operating profit of SEK 6.4 million. Sales and operating profit in the acquired business from May 1 through June 6, 2012 is not reported since these cannot be determined without considerable difficulty. Acquisition-related expenses amounted to SEK 0.7 million and were recognized under other external costs in the consolidated income statement.
Note 14 Discontinued operations
Earnings from discontinued operations
| Amounts in SEK thousands | 12/13 | 11/12 |
|---|---|---|
| Net sales | - | 23 484 |
| Capitalized work for own use | - | 3 425 |
| Goods for resale | - | -16 421 |
| Personnel costs | - | -19 883 |
| Other external expenses | - | -14 398 |
| Depreciation/amortization of fixed assets | - | - |
| Operating loss | - | -23 793 |
| Net financial items | -5 804 | |
| Loss before tax | - | -29 597 |
| Taxes | - | |
| Loss for the period | - | -29 597 |
| Capital gain on divestment | - | 322 564 |
| Taxes | - | |
| Total profit/loss from discontinued operations | - | 292 967 |
| Cash flow statement | 12/13 | 11/12 |
| Current operations | - | -17 620 |
| Investing activities | - | 466 715 |
| Financing activities | - | - |
| Cash flow for the period | - | 449 095 |
In June 2011, Sectra and Royal Philips Electronics signed an agreement entailing that Philips would acquire Sectra's operations for development and sales of the mammography modality Sectra MicroDose Mammography. Philips took over the operations in conjunction with the finalization of the transaction on August 31, 2011. The operation includes the company Sectra Mamea AB and related operations in Sectra's global sales and service organization, excluding Australia and New Zealand, where Sectra continues to sell MicroDose Mammography through a separate distribution agreement with Philips. The operation has approximately 110 employees. Operations that were conducted in Sectra Mamea AB are reported as operations being discontinued.
The cash purchase consideration, on a debt-free basis, amounted to EUR 57.5 million, including the sale of assets attributable to the discontinuation of the MicroDose business. The agreement includes an additional purchase consideration of EUR 12.5 million, which will fall due in five years if specific agreement conditions are fulfilled. In the fiscal year 2011/2012, excluding a possible additional purchase price, the transaction generated a capital gain for Sectra of SEK 322.6 million after tax, based on carrying amounts.
Note 15 Long-term receivables in Group Companies
| Parent Company | |||
|---|---|---|---|
| April 30, 2013 |
April 30, 2012 |
||
| Historical cost | 135 577 | 143 288 | |
| New receivables | 596 | 11 053 | |
| Amortized loans | -44 078 | -31 741 | |
| Exchange-rate difference | -2 842 | 12 977 | |
| Impairment of loans | -916 | 0 | |
| Total | 88 337 | 135 577 |
Note 16 Long-term investments
| Group | Parent Company | |||
|---|---|---|---|---|
| April 30, 2013 |
April 30, 2012 |
April 30, 2013 |
April 30, 2012 |
|
| Other shares and participations | 4 204 | 3 639 | 2 438 | 1 528 |
| Total | 4 204 | 3 639 | 2 438 | 1 528 |
Securities holdings with maturities of less than one year are classified as short-term. See Note 30 for valuation of securities holdings.
The investments held as fixed assets item includes participations in Commit OY, Finland, in which the Group's holding represents 13% of the capital.
Note 17 Inventories
| Group | Parent Company | |||
|---|---|---|---|---|
| April 30, 2013 |
April 30, 2012 |
April 30, 2013 |
April 30, 2012 |
|
| Component stocks | 9 885 | 11 867 | 0 | 0 |
| Finished products | 1 800 | 2 860 | 0 | 0 |
| Total carrying amount | 11 685 | 14 727 | 0 | 0 |
An impairment loss amounting to SEK 848 thousand (1,429) was recognized in profit and loss for 2012/2013.
Equipment and components mainly used for development were reclassified as inventories or expensed in profit and loss, depending on the estimated lifetime of the stock items in question. Of the total inventory value, 0 is measured at fair value after selling expenses. Accordingly, the entire inventory is valued at historical cost since this value is lower than fair value less selling expenses.
Note 18 Accounts receivable
Accounts receivable per currency
| Group | Parent Company | |||
|---|---|---|---|---|
| April 30, 2013 |
April 30, 2012 |
April 30, 2013 |
April 30, 2012 |
|
| SEK | 30 077 | 73 269 | 0 | 0 |
| USD | 38 118 | 44 087 | 0 | 0 |
| EUR | 72 779 | 67 109 | 0 | 0 |
| GBP | 21 786 | 26 873 | 0 | 0 |
| Other currencies | 26 215 | 29 964 | 0 | 0 |
| Total | 188 975 | 241 302 | 0 | 0 |
| Group | Parent Company | |||
|---|---|---|---|---|
| April 30, 2013 |
April 30, 2012 |
April 30, 2013 |
April 30, 2012 |
|
| Opening balance | 9 729 | 4 794 | 0 | 0 |
| Realized losses | -185 | -108 | 0 | 0 |
| Reversal of unutilized amounts |
-3 269 | -169 | 0 | 0 |
| Reserve for doubtful accounts receivable |
2 973 | 5 212 | 0 | 0 |
| Exchange-rate effect | -221 | 0 | 0 | 0 |
| Total | 9 027 | 9 729 | 0 | 0 |
See Note 31 for an age analysis.
Note 19 Prepaid expenses and accrued income
| Group | Parent Company | |||
|---|---|---|---|---|
| April 30, 2013 |
April 30, 2012 |
April 30, 2013 |
April 30, 2012 |
|
| Prepaid rent | 2 699 | 2 765 | 1 332 | 1 277 |
| Accrued interest income | 701 | 509 | 685 | 492 |
| Prepaid support agreements | 2 012 | 2 666 | 122 | 93 |
| Other items | 17 225 | 14 418 | 547 | 257 |
| Recognized non-invoiced income | 124 124 | 101 124 | 0 | 0 |
| Total | 146 761 | 121 482 | 2 686 | 2 119 |
Not 20 Cash and cash equivalents
| Group | Parent Company | |||
|---|---|---|---|---|
| April 30, 2013 |
April 30, 2012 |
April 30, 2013 |
April 30, 2012 |
|
| Bank balances | 461 391 | 152 904 349 812 | 50 897 | |
| Short-term securities | 74 900 | 429 771 | 74 900 429 771 | |
| Blocked funds for guarantees | 0 | 23 082 | 0 | 0 |
| Total | 536 291 | 605 757 424 712 480 668 |
Short-term securities recognized under cash and cash equivalents refer to bank deposits and commercial paper that can be considered as equivalent to cash and cash equivalents and have maturities within 90 days.
| Bank overdraft facilities | Group | Parent Company | |||
|---|---|---|---|---|---|
| April 30, April 30, 2013 2012 |
April 30, 2013 |
April 30, 2012 |
|||
| Credit limit granted | 15 000 | 15 000 | 15 000 | 15 000 | |
| Unutilized portion | -15 000 | -15 000 -15 000 | -15 000 | ||
| Utilized credit amount | 0 | 0 | 0 | 0 |
Note 21 Untaxed reserves
| Parent Company | ||
|---|---|---|
| April 30, 2013 | April 30, 2012 | |
| Tax allocation reserves: | ||
| Allocated to taxes 08 | - | 18 304 |
| Allocated to taxes 09 | 24 000 | 24 000 |
| Allocated to taxes 10 | 26 900 | 26 900 |
| Allocated to taxes 11 | 10 700 | 10 700 |
| Allocated to taxes 13 | 29 950 | 29 950 |
| Allocated to taxes 14 | 20 425 | - |
| Excess depreciation | 191 | 337 |
| Total | 112 166 | 110 191 |
Of the total untaxed reserves, SEK 24,676 thousand (28,980) is recognized as deferred Group tax. The deferred tax liability is recalculated in line with the new tax rate 22% (26.3)
Note 22 Appropriations
| Group | ||||
|---|---|---|---|---|
| Taxes | Guarantee-commitment Contingent consideration | Total | ||
| Carrying amount, May 1, 2011 | 15 328 | 5 627 | 0 | 20 955 |
| Reclassification to deferred tax asset | 10 285 | - | - | 10 285 |
| Reclassification from deferred tax asset | -1 739 | - | - | -1 739 |
| Provisions made during the period | 8 508 | 0 | 0 | 8 508 |
| Amount appropriated | -4 510 | -5 033 | 0 | -9 543 |
| Carrying amount, April 30, 2012 | 27 872 | 594 | 0 | 28 466 |
| of which, total long-term portion of provisions | 22 338 | 0 | 0 | 22 338 |
| of which, total short-term portion of provisions | 5 534 | 594 | 0 | 6 128 |
| Group | ||||||
|---|---|---|---|---|---|---|
| Taxes | Guarantee-commitment Contingent consideration1 | Total | ||||
| Carrying amount, May 1, 2012 | 27 872 | 594 | 0 | 28 466 | ||
| Effect of change in tax rate | -4 577 | - | - | -4 577 | ||
| Provisions made during the period | 8 586 | 0 | 22 319 | 30 905 | ||
| Reclassification to short-term liabilities | 0 | 0 | -5 060 | -5 060 | ||
| Amount appropriated | -4 814 | -278 | 0 | -5 092 | ||
| Carrying amount, April 30, 2013 | 27 067 | 316 | 17 259 | 44 642 | ||
| of which, total long-term portion of provisions | 21 387 | 0 | 17 259 | 38 646 | ||
| of which, total short-term portion of provisions | 5 680 | 316 | 0 | 5 996 |
The carrying amount at the end of the period is expected to be settled within 6 years pertaining to taxes, within 3 years for contingent consideration and within 1 year for guarantee commitments.
1 See Note 13.
Note 23 Other long-term liabilities
| Group | Parent Company | |||
|---|---|---|---|---|
| April 30, 2013 | April 30, 2012 | April 30, 2013 | April 30, 2012 | |
| Convertible debentures 10/14 | 6 091 | 6 091 | 6 091 | 6 091 |
| Convertible debentures 11/15 | 8 968 | 8 968 | 8 968 | 8 968 |
| Convertible debentures 11/16 | 2 201 | 2 201 | 2 201 | 2 201 |
| Convertible debentures 12/16 | 6 773 | 0 | 6 773 | 0 |
| Convertible debentures 12/17 | 2 471 | 0 | 2 471 | 0 |
| Total | 26 503 | 17 260 | 26 503 | 17 260 |
During the year, two new convertible programs were issued, comprising a total of 143,600 convertibles. The assessment of whether the interest rate for convertibles is market-based, is based on Sectra's current costs for borrowing. Refer to Note 30
for information concerning maturities and terms of interest, and Note 2 for more information about the convertible programs.
Note 24 Other current liabilities
| Group | Parent Company | |||
|---|---|---|---|---|
| April 30, 2013 | April 30, 2012 | April 30, 2013 | April 30, 2012 | |
| Convertible debentures 09/12 reclassification from long-term liabilities | - | 17 315 | - | 17 315 |
| Value-added tax | 16 422 | 21 479 | 0 | 0 |
| Employee withholding taxes | 7 977 | 6 926 | 303 | 403 |
| Other liabilities | 15 575 | 5 354 | 17 | 16 |
| Total | 39 974 | 51 074 | 320 | 17 734 |
Conditions
For information about the terms for the convertible subordinated loans, see Note 2 Salaries and other remuneration and the
Sectra Share on page 24 of the Administration Report.
Note 25 Accrued expenses and deferred income
| Group | Parent Company | |||
|---|---|---|---|---|
| April 30, 2013 |
April 30, 2012 |
April 30, 2013 |
April 30, 2012 |
|
| Accrued social security | 22 777 | 22 038 | 1 353 | 1 032 |
| Accrued vacation pay | 31 391 | 29 812 | 2 286 | 1 153 |
| Prepaid support agreements | 52 512 | 36 989 | 0 | 0 |
| Accrued accounts payable | 28 135 | 24 945 | 1 493 | 633 |
| Invoiced non-recognized income | 62 657 | 44 367 | 0 | 0 |
| Other items | 54 740 | 59 971 | 224 | 271 |
| Total | 252 212 218 122 | 5 356 | 3 089 |
Note 26 Pledged assets and contingent liabilities
| Group | Parent Company | |||
|---|---|---|---|---|
| April 30, 2013 |
April 30, 2012 |
April 30, 2013 |
April 30, 2012 |
|
| Chattel mortgages | 36 250 | 36 250 | 11 000 | 11 000 |
| Total pledged assets | 36 250 | 36 250 | 11 000 | 11 000 |
| Guarantees on behalf of Group companies |
0 | 0 | 283 943 | 283 653 |
| Total contingent liabilities | 0 | 0 283 943 283 653 |
| Group | Parent Company | ||||
|---|---|---|---|---|---|
| Adjustment for non-cash items | 12/13 | 11/12 | 12/13 | 11/12 | |
| Depreciation/amortization | 45 956 | 43 389 | 166 | 211 | |
| Exchange-rate difference | 942 | -795 | -3 687 | -23 | |
| Share-based payments | 1 479 | 1 842 | 0 | 0 | |
| Total | 48 377 | 44 436 | -3 521 | 188 |
Note 29 Important estimates and judgments
At year-end, certain judgments are made in regard to the application of accounting policies that affect the values reported on the reporting date. These estimates for reporting purposes may deviate from the actual outcome. The following estimates may involve a risk of changes in the values reported.
Impairment requirements relating to intangible assets including goodwill are assessed on an ongoing basis, based on the calculated recoverable amount per cash-generating unit. The recoverable amount is based on the unit's value in use, which consists of calculated future cash flows during its useful life. The calculations are based on budgeted long-term targets and anticipated growth. Group synergy effects were taken into consideration when calculating cash flow associated with goodwill. In the calculations, a discount rate of 10% is applied and growth is set at a level consistent with the market trend and the growth goals of the business areas.
Note 30 Financial assets and liabilities
Note 27 Cash flow Note 28 Related parties
The Group's related parties comprise Group management and the Board of Directors, as well as other key persons in senior positions. The Group has no transactions with related parties, apart from what is stated in Note 2.
The useful life of intangible assets excluding goodwill is based on the average life of the asset. Amortizations of intangible assets are based on the assumed useful life per asset, which can have major significance for the Group's results and financial position.
Obligations for guarantees arise upon the delivery of a system that normally involves a guarantee period of 12 months. Assessment of future guarantee costs is based on individual projects and prior experience. Deviations between the actual guarantee cost and the provisions occur for individual projects, but at Group level these deviations are limited.
| Non-financial | Account | ||||||
|---|---|---|---|---|---|---|---|
| Total balance | assets and | Total carrying amount | Other financial assets | Financial assets | receivable and | ||
| sheet | liabilities | Fair value | and liabilities | available for sale | loan receivables | Group April 30, 2013 | |
| 4 204 | 0 | 4 204 | 4 204 | 0 | 4 204 | 0 | Investments held as fixed assets |
| 188 975 | 0 | 188 975 | 188 975 | 0 | 0 | 188 975 | Accounts receivable |
| 7 735 | 7 735 | 0 | 0 | 0 | 0 | 0 | Other short-term receivables |
| 536 291 | 0 | 536 291 | 536 291 | 536 291 | 0 | 0 | Cash and bank balances |
| 737 205 | 7 735 | 729 470 | 729 470 | 536 291 | 4 204 | 188 975 | Total financial assets |
| 26 503 | 0 | 26 503 | 26 503 | 26 503 | 0 | 0 | Other long-term liabilities |
| 39 974 | 39 974 | 0 | 0 | 0 | 0 | 0 | Other current liabilities |
| 37 559 | 0 | 37 559 | 37 559 | 37 559 | 0 | 0 | Accounts payable |
| 104 036 | 39 974 | 64 062 | 64 062 | 64 062 | 0 | 0 | Total financial liabilities |
| Account | Non-financial | ||||||
|---|---|---|---|---|---|---|---|
| receivable and | Financial assets | Other financial assets | Total carrying | assets and | Total balance | ||
| Group April 30, 2012 | loan receivables | available for sale | and liabilities | amount | Fair value | liabilities | sheet |
| Investments held as fixed assets | 0 | 3 639 | 0 | 3 639 | 3 639 | 0 | 3 639 |
| Accounts receivable | 241 302 | 0 | 0 | 241 302 | 241 302 | 0 | 241 302 |
| Other short-term receivables | 0 | 0 | 0 | 0 | 0 | 4 301 | 4 301 |
| Cash and bank balances | 0 | 0 | 605 757 | 605 757 | 605 757 | 0 | 605 757 |
| Total financial assets | 241 302 | 3 639 | 605 757 | 850 698 | 850 698 | 4 301 | 854 999 |
| Other long-term liabilities | 0 | 0 | 17 260 | 17 260 | 17 260 | 0 | 17 260 |
| Other current liabilities | 0 | 0 | 17 315 | 17 315 | 17 315 | 33 759 | 51 074 |
| Accounts payable | 0 | 0 | 30 436 | 30 436 | 30 436 | 0 | 30 436 |
| Total financial liabilities | 0 | 0 | 65 011 | 65 011 | 65 011 | 33 759 | 98 770 |
Revaluation of accounts receivable recognized in profit and loss amounted to SEK 2,973 thousand (5,212). No gains or losses were recognized in any of the other categories.
Calculation of fair value
The following methods were used to calculate fair value:
- Securities holdings that are available for sale are included in measurement level two, meaning that the calculation of fair value is based on market quotations or the calculation of future cash flows for which variables are obtained from market quotations whenever possible. The holding that can be sold amounts to SEK 4,204 thousand (3,639).
- For cash and cash equivalents and other receivables and liabilities with shorter lifetimes, the carrying amount is considered to correspond to the fair value. In the case of receivables or liabilities whose lifetime exceeds one year, the carrying amount has been discounted and corresponds to fair value.
• Long-term financial liabilities pertain to convertible debentures and the time to expiration is 1-4 years. Other financial liabilities have a time to expiration of less than 1 year.
Note 31 Risks, risk management and sensitivity analysis
Risks related to operations
Sectra's risks related to operations are limited. As a general rule, customers' operations are financed directly or indirectly with public funds and solvency is excellent, although payment practices vary between different countries. Due to the fact that Sectra is active in a large number of markets, the political and market risks, for example, for the Group as a whole are limited. The largest individual risks related to operations are described below.
Customers and partners
Sectra's five largest partners and customers jointly account for 21.8% (21.4) of Group sales. Although sales to each customer are often divided among a number of agreements, the proportion of long operating agreements has increased and , therefore, the loss of a major customer could have a significant effect on the Group's long-term earnings and financial position. Due to the continuous expansion of operations, the proportion of the Group's business volume represented by each individual partner and customer is gradually declining.
Product liability and property risks
Through its operations, Sectra assumes product liability, which means that personal injury or damage to property caused by the company's systems at the premises of a customer or third party could lead to a claim being made against Sectra. Insurance policies have been taken out for the property and liability risks to which the Group is exposed.
Intellectual property rights
Sectra is among the leaders in the areas in which the Group operates and invests substantial resources in product development. To ensure a return on these investments, Sectra works continuously to analyze the requirements for different products in terms of intellectual property rights, and to identify and protect inventions through patents.
Other business risks
The prices for medical systems in the world market are largely governed by major international companies. Accordingly, the USD and EUR exchange rates have an effect on the price structure and competitiveness. Other business risks, such as market risks, suppliers, technical development, dependence on individual persons and ethical risks are analyzed continuously. Measures are taken as needed to reduce the Group's risk exposure.
Financial risks
The Sectra Group is exposed to financial risks pertaining to currency, interest, financing and liquidity risks. Rules and authority for management of financial transactions and risks are described in the Group's finance policy, which is determined by the Board. Responsibility for management of financial transactions and risks is centralized to the Parent Company's finance department. The aim is to support the Group's business activities by identifying and limiting the Group's financial risks, providing cost-efficient financing of Group companies and managing cash and cash equivalents on market terms.
Currency exchange risks
Exchange rate exposure within the Sectra Group occurs primarily via transactions in foreign currencies, in the form of customer and supplier payments and to a lesser extent, in translating foreign subsidiaries' income statements and balance sheets. In accordance with the Group's finance policy, subsidiary financing shall be in the local currency and currency exposure pertains mainly to USD, GBP and EUR. Currency changes had a negative impact of SEK 2,419 thousand (pos: 1,768) and SEK 4,660 thousand (pos: 7,502) on consolidated financial items.
The Group's policy at present is not to hedge transaction exposure, since the potential gains to be derived from building up procedures to efficiently manage hedge contracts are not considered significant. Sectra monitors payment flows in foreign currencies on an ongoing basis, and hedging of transaction exposure may be implemented if the gains expected to be derived from exchange rate hedge contracts are deemed to be significant.
Group's revenues and expenses in various currencies
| Total | 817.0 | -743.3 | 73.7 |
|---|---|---|---|
| Other currencies | 127.4 | -77.3 | 50.1 |
| GBP | 93.0 | -82.1 | 10.9 |
| EUR | 155.2 | -88.8 | 66.4 |
| USD | 179.3 | -152.7 | 26.6 |
| SEK | 262.1 | -342.4 | -80.3 |
| Currency | Revenues | Expenses | Net exposure |
| MSEK |
Interest-rate risks
Interest-rate risks pertain to the impact of changes in market interest rates on earnings. The Group's interest-bearing assets are mainly short-term in nature, and pertain to securities that can be liquidated at short notice in the event of major changes in the general interest rate situation. At the closing date, the Group's interest-bearing assets exceed interest-bearing liabilities, as a result of which a decline in interest rates has an adverse impact on the Group and an increase has a positive effect.
Credit risks
The Group's credit risks can be divided into risks related to the customer's ability to pay as agreed and counterparty risks in conjunction with financial transactions.
Customer credit risk means that the customer fails to fulfill its undertaking for payment of customer invoices. The Group has set guidelines to ensure that customers have high creditworthiness. Sectra's customers consist largely of government agencies and other highly reputable customers with high creditworthiness, and whose credit risk is considered to be extremely low. To minimize customer credit risks in fixed-price projects, Sectra works to a large extent with part payments in advance.
Age analysis accounts receivable
| MSEK | April 30, 2013 | April 30, 2012 |
|---|---|---|
| Accounts receivable not due for payment | 99.6 | 161.1 |
| Accounts receivable overdue 0–60 days | 51.8 | 38.6 |
| Accounts receivable overdue 60 days | 15.5 | 9.3 |
| Accounts receivable overdue 120 days | 22.1 | 32.3 |
| Total | 189.0 | 241.3 |
Reserves amounted to SEK 9.0 million (9.7) within the group of accounts receivable overdue more than 120 days.
Counterparty risks arise in financial transactions and cash management in conjunction with the Group having claims on banks and other securities issuers. The maximum credit exposure and credit rating for approved counterparties is described in the Group's finance policy. To minimize credit risks, Sectra only uses counterparties with high creditworthiness and invests in instruments with high quality.
Liquidity risks
To minimize liquidity risks, excess liquidity is placed only in bank deposits, or in securities that can be liquidated at short notice, and which have a smoothly functioning secondary market. Unutilized bank overdraft facilities are used in the event of temporarily elevated liquidity needs. The Parent Company monitors the Group's liquidity continually by compiling liquidity forecasts as a basis for investments or short- and long-term borrowing.
At the closing date, the Group's unutilized credit facilities amounted to SEK 15,000 thousand.
Convertible loans 2010/2014, SEK 6,091 thousand, are payable in June 2014 and carry floating rates, Stibor +2.25%. Convertible loans 2011/2015, SEK 8,968 thousand, and 2011/2016, SEK 2,200 thousand, are payable in June 2015 and 2016 respectively, and carry a variable interest rate, Stibor +2.25%. Convertible loans 2012/2016, SEK 6,773 thousand, and 2012/2017, SEK 2,471 thousand, are payable in June 2016 and 2017 respectively, and carry a variable interest rate, Stibor +2.25%. Other loans carry floating rates, which varied between 3 and 5% during the fiscal year. Financial leasing contracts and convertibles have terms of zero to four years. Refer to Notes 2 and 23 for further information about convertibles issued.
Sensitivity analysis
The Group's earnings depend mainly on product sales and the cost of personnel and materials. The analysis below is based on the figures from the 2012/2013 fiscal year and how the variables named would have affected profit/loss after net financial income/expense if no measures such as hedging or adaptation of resources had been taken. Each variable is treated individually, provided the others remain unchanged. The analysis is not claimed to be precise, but is merely indicative.
| Effect on earnings | ||
|---|---|---|
| Variable | Change | after financial items |
| Net sales | +/- 1% | +/- 6.5 MSEK |
| Cost of materials | +/- 1% | +/- 1.3 MSEK |
| Personnel costs | +/- 1% | +/- 4.2 MSEK |
| Interest rate level | +/- 1% | +/- 5.7 MSEK |
| Exchange-rate changes | ||
| USD exchange rate | +/- 1% | +/- 0.9 MSEK |
| EUR exchange rate | +/- 1% | +/- 1.1 MSEK |
| GBP exchange rate | +/- 1% | +/- 1.0 MSEK |
In the event that the SEK weakens by 1% against the USD, GBP or EUR, profit after net financial items would improve by SEK 3.0 million
The Group's financial goals have been determined by the Board. The goal is to have a favorable and flexible capital structure so that it can be changed if the conditions for operations or for different borrowing alternatives change and maintain financial stability. The Group's equity ratio goal is 30%.
The Group's capital is defined as total shareholders' equity less any positive unrealized value changes and amounted to SEK 665,300 thousand (787,392) at April 30, 2013. The Group's equity ratio at the closing date was 61.4% (69.4). Sectra's operations have large seasonal variations during the operating year and, accordingly, it is the Board's ambition to retain a sound capital structure with a low debt/equity ratio.
Note 33 Board's statement concerning repurchase and transfer the company's own shares
The Board of Directors' reasons for the authorization to repurchase and transfer the company's own Class B shares are in accordance with the provisions of Chapter 17, Section 3, paragraph 2 and 3 of the Swedish Companies Act.
The company's objects, scope, and risks
The company's objects and scope of business are specified in the Articles of Association and the Annual Reports provided. The business conducted by the company does not entail any risks in excess of those that exist or may be deemed to exist in the industry or those risks that are generally associated with operating a business.
The financial position of the company and the Group
The financial position of the company and the Group at April 30, 2013 is stated in the latest Annual Report. The Annual Report also states which accounting policies are applied in the measurement of assets, allocations and liabilities. The non-restricted equity in the Parent Company and the Group's retained profits amounted to SEK 256.3 million and SEK 341.0 million, respectively, at the end of the 2012/2013 fiscal year.
The Annual Report states that the debt/equity ratio is 61.4%. The proposed authorization to purchase and transfer the company's own Class B shares does not endanger the completion of any necessary investments.
The company's financial position does not give rise to any other conclusion than that the company can continue its business and that the company can be expected to fulfill its obligations on both a short- and long-term basis.
In the opinion of the Board of Directors, the amount of shareholders' equity as reported in the most recent Annual Report is in reasonable proportion to the scope of the company's operations and the risks associated with conducting operations in consideration of the now proposed and the authorization to repurchase the company's own Class B shares.
Justification for dividend and repurchase
With reference to the above and to what has otherwise come to the knowledge of the Board of Directors, the Board is of the opinion that, after a comprehensive review of the financial position of the company and of the Group, it follows that the proposed authorization to repurchase and transfer the company's own Class B shares is justified according to the provisions of Chapter 17, Section 3, paragraph 2 and 3 of the Swedish Companies Act, that is, with reference to the requirements that the objects of the business, its scope and the risks placed on the size of the company's and Group's equity and the company's and the Group's consolidating requirements, liquidity and financing needs in general.
Note 32 Asset management Note 34 Definitions of key ratios
Added value Operating profit plus labor costs.
Added value per employee Operating profit plus labor costs divided by average number of employees.
Adjusted equity Recognized equity plus 78.0% of untaxed reserves.
Capital employed Total assets reduced by non-interest-bearing debts.
Cash flow per share Cash flow from current operations before changes in working capital divided by the number of shares at the end of the period.
Debt/equity ratio
Interest-bearing debts divided by equity.
Earnings per share
Profit after tax divided by average number of shares.
Equity
Equity includes 78.0% of untaxed reserves.
Equity per share
Equity divided by the number of shares at the end of the period.
Equity ratio Equity as a percentage of total assets.
Gross margin Operating profit before depreciation as a percentage of sales.
Liquidity ratio
Current assets divided by current liabilities.
Operating margin
Operating profit after depreciation as a percentage of sales.
P/E ratio
Share price at the end of the year divided by earnings per share.
Profit margin
Profit after net financial items as a percentage of sales.
Return on equity
Income after net financial items reduced by actual tax as a percentage of average adjusted equity.
Return on total capital
Profit after net financial items plus financial expenses as a percentage of average total assets.
Return on capital employed
Profit after net financial items plus financial expenses as a percentage of average capital employed.
Yield
Dividend as a percentage of share price on the balance-sheet date.
Auditor's report
To the annual meeting of the shareholders of Sectra AB (publ), corporate identity number 556064-8304
Report on the annual accounts and consolidated accounts
We have audited the annual accounts and consolidated accounts of Sectra AB (publ) for the financial year 2012-05-01 – 2013-04-30. The annual accounts and consolidated accounts of the company are included in the printed version of this document on pages 27–49.
Responsibilities of the Board of Directors and the Managing Director for the annual accounts and consolidated accounts
The Board of Directors and the Managing Director are responsible for the preparation and fair presentation of these annual accounts and consolidated accounts in accordance with International Financial Reporting Standards, as adopted by the EU, and the Annual Accounts Act, and for such internal control as the Board of Directors and the Managing Director determine is necessary to enable the preparation of annual accounts and consolidated accounts that are free from material misstatement, whether due to fraud or error.
Auditor's responsibility
Our responsibility is to express an opinion on these annual accounts and consolidated accounts based on our audit. We conducted our audit in accordance with International Standards on Auditing and generally accepted auditing standards in Sweden. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the annual accounts and consolidated accounts are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the annual accounts and consolidated accounts. The procedures selected depend on
the auditor's judgement, including the assessment of the risks of material misstatement of the annual accounts and consolidated accounts, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the company's preparation and fair presentation of the annual accounts and consolidated accounts in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Board of Directors and the Managing Director, as well as evaluating the overall presentation of the annual accounts and consolidated accounts.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinions
In our opinion, the annual accounts have been prepared in accordance with the Annual Accounts Act and present fairly, in all material respects, the financial position of the parent company as of April 30, 2013 and of its financial performance and its cash flows for the year then ended in accordance with the Annual Accounts Act, and the consolidated accounts have been prepared in accordance with the Annual Accounts Act and present fairly, in all material respects, the financial position of the group as of April 30, 2013 and of their financial performance and cash flows in accordance with International Financial Reporting Standards, as adopted by the EU, and the Annual Accounts Act. The statutory administration report is consistent with the other parts of the annual accounts and consolidated accounts.
We therefore recommend that the annual meeting of shareholders adopt the income statement and balance sheet for the parent company and the group.
Report on other legal and regulatory requirements
In addition to our audit of the annual accounts and consolidated accounts, we have also audited the proposed appropriations of the company's profit and the administration of the Board of Directors and the Managing Director of Sectra AB (publ) for the financial year 2012-05-01 – 2013-04-30.
Responsibilities of the Board of Directors and the Managing Director
The Board of Directors is responsible for the proposal for appropriations of the company's profit or loss, and the Board of Directors and the Managing Director are responsible for administration under the Companies Act.
Auditor's responsibility
Our responsibility is to express an opinion with reasonable assurance on the proposed appropriations of the company's profit or loss and on the administration based on our audit. We conducted the audit in accordance with generally accepted auditing standards in Sweden.
As a basis for our opinion on the Board of Directors' proposed appropriations of the company's profit we examined whether the proposal is in accordance with the Companies Act.
As a basis for our opinion concerning discharge from liability, in addition to our audit of the annual accounts and consolidated accounts, we examined significant decisions, actions taken and circumstances of the company in order to determine whether any member of the Board of Directors or the Managing Director is liable to the company. We also examined whether any member of the Board of Directors or the Managing Director has, in any other way, acted in contravention of the Companies Act, the Annual Accounts Act or the Articles of Association.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Opinions
We recommend to the annual meeting of shareholders that the profit be appropriated in accordance with the proposal in the statutory administration report and that the members of the Board of Directors and the Managing Director be discharged from liability for the financial year.
Linköping, June 4, 2013 Grant Thornton Sweden AB
Peter Bodin Authorized Public Accountant
Five-year summary
2012/2013 Focus on growth opportunities
Efforts to strengthen Sectra's position in markets where the company is already established continued, including the UK market, in which the medical IT services company Burnbank was acquired. Order bookings rose 30% due to successful sales in such countries as Sweden, the UK and the Netherlands. Sectra holds a strong financial position and posted a favorable cash flow. The Board of Directors proposes to the Annual General Meeting that SEK 166.9 M be transferred to the shareholders through a redemption program.
2011/2012 Sectra's largest structural transaction
Sectra divested the operation for low-dose mammography. The capital gain was SEK 322 M and the structural transaction had an exceedingly positive impact on profitability and cash flow. Through redemption programs, Sectra distributed SEK 184 M to shareholders in autumn 2011 (attributable to distributable profits in 2010/2011) and an additional SEK 185 M for the year after decision by the Annual General Meeting. Order bookings rose 11% due to successful sales in northern Europe, but the weak economic situation led to slower growth in many countries. Higher interest income and positive exchange-rate differences contributed to the higher profit margin.
2010/2011 Deliveries commence with new-generation IT system for medical imaging
Sectra's sales rose nearly 4%, despite slower market growth due to the economic situation in Europe and the US. Very few major transactions were implemented, which contributed to lower order bookings. A development project for a new-generation IT system for medical imaging management was completed, which led to increased depreciation/amortization. Earnings were negatively impacted by the stronger SEK, and currency fluctuations had a negative effect of SEK 18 M on the net financial items. Net earnings for the year were impacted by major investments in the lowdose mammography product.
2009/2010 Product development for greater efficiency
Previously, Sectra had been relatively immune to the strained economic situation in the US and Europe but this fiscal year growth was affected by slowed demand. Major investments were made in the product development of a new-generation IT system for medical imaging management (PACS). The SEK was strengthened and currency fluctuations had a negative impact of SEK 9 M on net financial items. Net earnings for the year were impacted by major investments in the low-dose mammography product.
2008/2009 Major region-wide customer project strengthens order bookings
Several major transactions with Medical System customers contributed to order bookings of more than SEK 1 billion. For example, Sectra received an order valued at SEK 360 M for a regionwide IT system for medical imaging management for Northern Ireland's entire public healthcare system. The USD and EUR strengthened against the SEK and currency fluctuations had a positive impact of SEK 41 M on net financial items. However, net earnings for the year were impacted by major investments in the low-dose mammography product.
| Amounts in SEK thousands unless otherwise stated. Definition of key figures, see note 34. |
12/13 | 11/121 | 10/11 | 09/10 | 08/09 |
|---|---|---|---|---|---|
| Sales, earnings and order bookings | |||||
| Net sales | 816 954 | 823 090 | 783 691 | 753 857 | 776 978 |
| Annual growth | -0.7 | 5.0 | 4.0 | -3.0 | 12.9 |
| Average growth, 7-year period5 | 5.8 | 9.4 | 9.6 | 8.3 | 11.8 |
| Depreciation | -45 955 | -43 389 | -41 288 | -25 075 | -12 832 |
| Operating profit (EBIT) | 85 866 | 103 465 | 72 544 | 115 656 | 120 443 |
| Profit after financial items (EBT) | 86 554 | 127 855 | 70 173 | 113 012 | 199 918 |
| Net earnings for the year from remaining operations | 62 246 | 92 848 | 48 299 | 83 992 | 143 852 |
| Profit/loss from discontinued operations | 0 | 292 967 | -57 916 | -66 785 | -93 396 |
| Net earnings/loss for the year | 62 246 | 385 815 | -9 617 | 17 207 | 50 456 |
| Order bookings | 916 022 | 701 157 | 630 968 | 766 701 | 1 080 620 |
| Profitability | |||||
| Gross margin, % | 16.1 | 17.8 | 14.5 | 18.7 | 17.2 |
| Operating margin, % | 10.5 | 12.6 | 9.3 | 15.3 | 15.5 |
| Profit margin, % | 10.6 | 15.5 | 9.0 | 15.0 | 25.7 |
| Return on total capital, incl. discontinued operations, % | 7.9 | 40.8 | -0.7 | 2.5 | 7.4 |
| Return on working capital, incl. discontinued operations, % | 11.6 | 59.7 | -1.1 | 3.9 | 11.6 |
Return on equity, incl. discontinued operations, % 8.6 58.0 -1.6 2.9 8.7 Value added, SEK million 502.1 488.9 475.5 504.1 491.2
| 12/13 | 11/121 | 10/11 | 09/10 | 08/09 | |
|---|---|---|---|---|---|
| Funding and working capital | |||||
| Working capital, SEK million | 691.8 | 822.0 | 592.9 | 642.1 | 645.4 |
| of which goodwill | 46.1 | 0.0 | 0.0 | 0.0 | 0.0 |
| of which other intangible and tangible fixed assets | 125.7 | 119.3 | 255.2 | 283.9 | 272.2 |
| Liquidity ratio, multiple | 2.6 | 3.4 | 2.1 | 2.1 | 2,0 |
| Solvency, % | 61.4 | 69.4 | 61,0 | 62.2 | 59.4 |
| Debt ratio | 0.04 | 0.04 | 0.04 | 0.07 | 0.07 |
| Investments, SEK million | 76.2 | 31.1 | 42.9 | 66.8 | 67.7 |
| Cash flow | |||||
| Cash flow from current operations before changes in working capital | 133 634 | 153 545 | 25 623 | 37 631 | 94 037 |
| Operating cash flow | 191 216 | 148 580 | 44 852 | 47 780 | 15 084 |
| Cash flow from investment activity | -76 206 | -31 103 | -20 547 | -46 760 | -67 714 |
| Cash flow from financing activity | -182 697 | -173 042 | -16 898 | -6 851 | -25 575 |
| Cash flow from discontinued operations | 0 | 449 095 | 0 | 0 | 0 |
| Cash flow for the year | -67 687 | 393 530 | 7 407 | -5 831 | -78 205 |
| Employees | |||||
| No. of employees, average | 527 | 500 | 496 | 484 | 448 |
| No. of employees at fiscal year-end | 528 | 502 | 500 | 497 | 483 |
| Sales per employee, SEK million | 1.6 | 1.6 | 1.6 | 1.6 | 1.7 |
| Value added per employee, SEK million | 1.0 | 1.0 | 1.0 | 1.0 | 1.1 |
| Data per share | |||||
| Dividend per share/redemption4, SEK | 4.50 | 5.00 | 5.00 | 0.00 | 0.00 |
| Dividend yield, % | 8.4 | 11.6 | 14.7 | 0 | 0 |
| Earnings per share, SEK | 1.68 | 2.52 | 1.31 | 2.28 | 3.90 |
| Earnings per share incl. discontinued operations, SEK | 1.68 | 10.47 | -0.26 | 0.47 | 1.37 |
| Earnings per share after dilution3, SEK | 1.64 | 2.46 | 1.29 | 2.24 | 3.84 |
| Earnings per share after dilution incl. discontinued operations3, SEK | 1.64 | 10.23 | -0.26 | 0.46 | 1.35 |
| Cash flow per share, SEK | 3.60 | 4.17 | 2.24 | 2.77 | 5.44 |
| Cash flow per share, incl. discontinued operations, SEK | 3.60 | 3.34 | 0.70 | 1.02 | 2.55 |
| Cash flow per share after dilution3, SEK | 3.52 | 4.05 | 2.19 | 2.73 | 5.37 |
| Cash flow per share after dilution incl. discontinued operations3, SEK | 3.52 | 3.24 | 0.68 | 1.01 | 2.52 |
| Equity per share, SEK | 17.94 | 21.37 | 15.46 | 16.36 | 16.26 |
| Equity per share after full dilution3, SEK | 17.53 | 20.77 | 15.13 | 16.11 | 16.06 |
| No. of shares at fiscal year-end2 | 37 094 978 | 36 842 088 | 36 842 088 | 36 842 088 | 36 842 088 |
| Average number of shares | 37 052 830 | 36 842 088 | 36 842 088 | 36 842 088 | 36 842 088 |
| Share price at fiscal year-end, SEK | 53.00 | 43.00 | 34.00 | 37.30 | 38.80 |
| P/E ratio, multiple | 31.5 | 17.1 | 26.0 | 16.4 | 9.9 |
1 The 2011/2012 amounts include a nonrecurring item that had a positive impact of SEK 30 million on sales and SEK 25 million on
operating profit.
2 Adjusted for stock splits and bonus issues. 3 Dilution is based on the convertible debenture loan 2012/2013 (143,600), 2011/2012 (250,731) and 2010/2011 (162,437) and
the employee stock option program 2010/2011 (100,000), 2011/2012 (100,000) and 2012/2013 (100,000). 4 2012/2013 refers to the redemption program proposed by the Board of Directors.
5 The years up to April 30, 2011 include discontinued operations.
| Date: | June 27, 2013 |
|---|---|
| Time: | 4:00 CET |
| Place: | Collegium, Teknikringen 7, Linköping, Sweden |
Notice
The official notice was published through press release and on the company's website on May 29, 2013. The notice was published in the Official Swedish Post och Inrikes Tidningar on May 30 and issuance of the notice was also announced in Svenska Dagbladet on the same date.
Dividend and redemption program
For the 2012/2013 fiscal year, the Board of Directors and the President propose no ordinary dividend. Instead they propose that SEK 4.50 per share be transferred to the shareholders through a redemption program.
Complete proposals
Full notice, complete proposals, registration form and proxy form are available on the company's website www.sectra.com and at the company's office in Linköping. Shareholders wishing to have these documents by mail may notify the company by phone +46 13 23 52 00 or e-mail [email protected].
Glossary
Crypto
Equipment that uses mathematical manipulations (algorithms and keys) to encrypt information, so that it can be interpreted or read only by the intended recipient. In order to read encrypted information, the recipient must have the correct key and algorithm so that the data can be reconverted into its original clear-text form.
Mammography
Mammography is an examination procedure used to detect breast cancer at an early stage in asymptomatic women.
Orthopaedics
A surgical specialty for disorders affecting the skeleton and the locomotor system.
Osteoporosis
Commonly referred to as "brittle bone disease," is a skeletal disease that causes increased brittleness of the bones and a risk for fractures.
PACS (Picture Archiving and Communication System) A system for managing and archiving digital radiology images.
Annual general meeting 2013 Financial information 2013/2014
September 10, 2013 Three-month report December 10, 2013 Six-month report March 4, 2014 Nine-month report May 27, 2014 Year-end report
Financial information and corporate governance reports are available on the Group's website www.sectra.se under the heading "Investor" and press releases under the heading "Press". Questions can be submitted to the company by phone +46 13 23 52 00 or e-mail [email protected].
This Annual Report was published on the company's website on June 5, 2013. It was distributed by mail to new shareholders and those shareholders who have registered an interest in continuing to receive it by mail.
Interested parties can subscribe on the company's website to receive annual reports, interim reports and press releases by e-mail. Financial reports and other information can also be ordered by phone or at the e-mail address above.
Pathology
A specialized medical area that uses tissue and bodily fluids for diagnostic purposes.
Radiology
A health science discipline and medical specialty that uses technologies for imaging the human body, such as X-ray, magnetic resonance imaging (MRI) and ultrasound.
Rheumatology
A medical specialty that focuses on treating diseases of the joints and muscles.
RIS (Radiology Information System)
A system for managing radiology patient data, such as appointment bookings, patient information and dictations.
Smartphone
A mobile telephone with PC-like functionality that offer higher memory capacity than normal mobile telephones and can be used for Internet services and e-mail.
List of references
1 Osteoporosis: Burden, Health Care Provision and Opportunities in the European Union. Report launched in June 2011 by International Osteoporosis Foundation (IOF) in collaboration with the European Federation of Pharmaceutical Industry Associations (EFPIA). 2Calculation based on open comparisons by the Swedish Association of Local Authorities and Regions.
The Sectra Group Headquarter The business lines Rheumatology and Orthopaedics
Sectra AB
Visitors address: Teknikringen 20 Postal address: 583 30 Linköping, Sweden Email: [email protected] Telephone: + 46 13 53 52 00
Investor relations and shareholder contact:
Helena Pettersson, Chief Investor Relations Officer Email: [email protected] Telephone: +46 13 23 52 00
Imaging IT Solutions
SWEDEN
Sectra Imaging IT Solutions AB and Sectra Sverige AB Telephone: +46 13 23 52 00 Email: [email protected]
AUSTRALIA/NEW ZEALAND
Sectra Pty Ltd. Telephone: +61 2 9420 1620 Email: [email protected]
USA/CANADA
Sectra North America Inc. Telephone: +1 203 925 0899 Email: [email protected]
DENMARK
Sectra A/S Telephone: +45 45 65 06 00 Email: [email protected]
JAPAN
Sectra Imaging IT Solutions AB Email: [email protected]
THE NETHERLANDS/BELGIUM/ Luxembourg Sectra Benelux BV
Telephone: +31 36 540 1970 Email: [email protected]
NORWAY
Sectra Norge AS Telephone: +47 67 58 97 70 Email: [email protected]
SPAIN/PORTUGAL
Sectra Medical Systems SL Telephone: +34 930 010 333 +351 22 011 00 20 Email: [email protected]
UK/IRELAND
Sectra Ltd. Telephone: +44 1908 673 107 Email: [email protected]
GERMANY/SWITZERLAND/AUSTRIA
Sectra GmbH Telephone: +49 221 474 570 +41 445 080 694 Email: [email protected]
Secure Communications
SWEDEN
Sectra Communications AB Telephone: +46 13 23 52 00 Email: [email protected]
THE NETHERLANDS
Sectra Communications BV Telephone: +31 70 302 30 00 Email: [email protected]
This document contains materials protected by copyright. All rights are reserved. All trademarks, product names or brand names appearing in this document are property of their respective owners. Sectra®, the Sectra logotype and Sectra Imtec® are registered trademarks of Sectra AB. Sectra PACS™, Sectra
Breast Imaging PACS™, Sectra Visualization Table™, Sectra RIS™, Sectra DoseTrack™ and Sectra OneScreen™ are trademarks of Sectra Imaging IT Solutions AB. The Tiger®, Panthon® and Ternety® word marks and logotypes are registered trademarks of Sectra Communications AB.
Driven by knowledge and passion
What has made Sectra such a successful company? The key to our success is our personnel - skilled, passionate and responsive professionals who are highly committed to understanding and solving our customers' problems and, thereby, truly making a difference.
Here are two of them, on the cover of the Annual Report. Catharina Sandberg, Manager of the imaging IT delivery organization in Sweden, and Thomas Abrahamsson, Product Manager for one of Sectra's secure communication solutions.
"Sectra invests a great deal of care in employing the best and most highly motivated individuals we can find. We have heard repeatedly from customers that one of the main reasons they chose Sectra was our personnel. Competent personnel who pitch in when needed. While it is not difficult to copy the properties of a product, it is, however, extremely difficult to copy a culture unless you already have it in place". Torbjörn Kronander, President and CEO Sectra AB