Bisnode Annual Report 2007
Mailing address : Bisnode, S168, SE-105 99 Stockholm, Sweden Visiting address : Sveavägen 168, Stockholm, Sweden Office : +46 (0)8 558 059 00 Fax : +46 (0)8 558 059 95 E-mail : info@bisnode.com Web : www.bisnode.com
Bisnode business information group Annual Report 2007 for Bisnode Business Information Group AB
Business facilitator, Online, Digital, Decision support, Innovative solutions
Table of contents
Bisnode offers several services that provide a fast and good overview of trends and events in your specific industry. In one such example, we offer a digital service for businesses and entrepreneurs in the construction industry where it is possible to quickly find out who has built what, where, when and how.
04 This is Bisnode 08 Comments by
the management
10 12 14 16 18 20 22 24 32 59 60 61 62 64 66
Business units CRM & Direct Marketing Credit & Risk Information Product Databases & Trade Press Business & Market Information Service & Venture Development Organisation and human resources Financial information Directors’ report Financial statements Accounting policies and notes Auditor’s report Board of Directors and Auditors Group management History of Bisnode Subsidiaries Definitions
Are you in touch
with your industry?
Bisnode in Brief Growth and increased profit in 2007 Bisnode is one of Europe’s leading providers of digital business information, including company and consumer information, with a range of credit, market and product information services for the general business-to-business market. The core mission is to help its customers find, maintain and develop relationships with their customers. With Bisnode’s business information services, the customers can improve their decision-making, maximize sales and minimize business risks. In 2007 total operating income rose by 17 per cent to SEK 4,055 million. Operating profit EBITA increased by 10 per cent to SEK 580 million and profit after tax by 57 per cent to SEK 281 million. Bisnode is structured in five business units, CRM & Direct Marketing, Credit & Risk Information, Product Databases & Trade Press, Business & Market Information and Service & Venture Development. The company was founded in 1989 and changed its name from Bonnier Business Information to Bisnode in 2006. The private equity company Ratos owns 70 per cent of Bisnode, while the remaining 30 per cent is owned by Bonnier.
Bisnode has operations in 19 countries in Europe. Its head office is located in Stockholm, Sweden.
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Bisnode Annual Report 2007
This is Bisnode The Business Facilitator Bisnode is a leading provider of digital business information in Europe. The core mission is to help its customers to improve their decision-making, maximize sales and minimize business risks. • Extending the Groups geographic reach into high-growth territories through start-ups or strategic acquisitions
Business concept Bisnode offers business information and decision support for companies and organisations to facilitate better and faster decisions that result in increased sales and reduced business risks.
Growth strategy Bisnode will grow faster than the market, primarily through successful acquisitions of companies that provide the Group with new competence, information, markets, customer groups and/or services. The Group will play an active role in the ongoing consolidation of the fragmented European market, with a focus on Western and Northern Europe. By first expanding the Group’s existing markets, economies of scale will be achieved primarily in the infrastructure and data collection in each country. Organic growth will be strengthened in a sustainable manner through continuous development of new and improved services, as well as methods and systems for costeffective information gathering, storage and retrieval.
Vision To be the leading provider of digital business information in Europe, while offering competitive services at the global level in collaboration with leading partners in other regions of the world. Financial targets • Annual revenue growth of 10 per cent over a business cycle, including organic growth and acquisitions/divestments. • EBITA margin of at least 15 per cent over a business cycle. Strategy Bisnode’s overall strategy is guided by three primary elements: • Ensuring the continued success of core Nordic business and growing it to its full potential
Acquisition strategy Bisnode has built up significant acquisition experience over the years. A structured process is used for identifying, evaluating, acquiring and finally integrating companies. This process minimizes the risks and makes it possible to effectively incorporate acquired companies into the Group.
• To launch new products and services in countries where Bisnode already has a presence by maximizing horizontal and vertical synergies
REVENUE PER BUSINESS UNIT 2007* 36$å
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In order to provide as good description as possible of Bisnode’s development during the last few years we are showing proforma figures for 2004 – 2006 on pages 3 – 21. Bisnode was formed in September 2005 when Ratos acquired 70 percent of Bonnier Affärsinformation and Infodata was incorporated in the Group. The proforma figures show Bisnode as if the Group had been one legal entity since January 1, 2004. * Before internal eliminations between business units.
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Bisnode Annual Report 2007
Bisnode can find your customers in new target groups with the help of targeted direct marketing campaigns. One example of a successful marketing campaign was when the launch of a large-sized car model was targeted toward dog owners with an active lifestyle – Bisnode sees your customers’ needs in new ways, and reaches them through effective and comprehensive consumer records.
Do you want to
find new customers
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Bisnode Annual Report 2007
Operations that are not consistent with Bisnode’s business concept are divested. Most of the divestments made over the past few years have generated significant capital gains. Market position Bisnode is attractively positioned at the high end of the value chain, through online delivery of value-added business information products and services. The long-term customer relationships and the strategic importance of Bisnode’s information products reduce the level of volatility in revenues and create high operational visibility. In 2007, the renewal rate of subscriptions by number of customers was 78 per cent and the renewal rate based on contract value was 85 per cent. The Bisnode companies have developed a reputation for delivering comprehensive quality information to its customers. For many customers, Bisnode’s information services have become a benchmark and a starting point when searching for knowledge in a wide range of commercial projects or information undertakings. Key strengths Bisnode believes that the Group has the following key strengths: • Leading market positions in a fragmented market • A large and diverse customer base • Strong relationships with end-users and high renewal rates allowing for recurring revenues • The ability to develop and benefit from significant synergies and economies of scale in production and distribution • A long track record of profitable growth, including successful acquisitions
Business model Bisnode’s operations are highly scalable and provide significant structural advantages. Collection and purchasing of data is handled locally. The gathered data is harmonised and analysed to be formed as information. The information is then packaged and sold as customised and differentiated services under various brand names. Bisnode currently runs some of the largest databases in Europe with information about companies across the continent, as well as databases with consumer information from numerous countries. The information is sold either on a subscription or transaction basis. Subscriptions are paid in advance, often granting the user free access to information. Subscription contracts reduce the churn rates and increase the predictability of revenues. Transaction-based services are paid per information unit and actual usage. The Group aims to raise the total share of subscription-based services. Economies of scale The digital business information market is characterized by relatively high fixed costs arising from data capture and database management, and low incremental costs in relation to customisation, packaging and distribution. The high fixed costs of purchasing information and setting up databases allow for the creation of significant economies of scale since the marginal cost of packaging and distributing the services is relatively low. Information acquired in individual countries generally contains data about companies or consumers in that specific territory. In addition, customers mainly demand information that is limited to a specific country, since most sales processes and risk assessments are local and require information in the local language.
Bisnode’s business is operated by the customer’s needs for good decision support. The customers are business decision-makers who need business and market information to minimise risks, find new customers to increase sales and to get in touch of specific industries and market segments. The services are delivered digital by online services to be able to package the information to every customer’s unique demands. By reusing parts of the same information Bisnode finds economies of scale in data collection and database management which gives low costs in relation to customisation, packaging and distribution.
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Bisnode Annual Report 2007
Bisnode offers services that help you to analyse and gain a better understanding of your customers. Are they profitable, what are their credit ratings, do they pay on time, have there been any scandals in the media, have there been changes in management, or have they moved? By identifying your customers’ attributes it is possible to find “twins� that can become your new customers. Digital business information services allow you to make fast and accurate business decisions that open up new opportunities.
Do you know who your
customers are?
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Bisnode Annual Report 2007
Comments by the management Lars Save, founder and CEO of Bisnode from 1989 to February 2008, comments on Bisnode’s best year ever in 2007. Håkan Ramsin, Chairman of the Board and Acting CEO from February 2008, comments on the future outlook and proceeding strategic work.
Comments by Lars Save… The past year was unusually hectic with 14 acquisitions, the successful final integration of the information provider Infodata and all our preparations for the IPO. We managed a number of business start-ups, have some very interesting projects under way in our research labs and carried out ambitious IT investments that hold great promise for the future. Our efforts to keep building and structuring the Group to advance our positions on selected key markets were very intense and we did this while posting our highest earnings ever. I am truly impressed and proud of how our organisation and my former colleagues tackled these very daunting challenges. The integration of Infodata was strategically critical. This now completed process required us to define our organisation and clarify where we generate earnings, while also divesting some parts. It’s great to be able to say that in terms of the synergies realized, we surpassed our expectations by far. Going for growth in 2007 We had our hands full for much of the year preparing for Bisnode’s new share issue and IPO. The learning curve was very steep, and it also meant exposing the company to intense scrutiny. But the outcome was that we were ready for the stock market. In fact, we were on the verge of a listing last autumn, until investor attention was diverted by turbulence on global financial markets, and led to our IPO being called off. Well, as they say, timing is everything. After all our efforts, it was a disappointment. However, we managed to grow by an impressive 17 per cent in sales and 10 per cent in operating profit (EBITA) in 2007, which I think made up for the cancelled IPO. Advancing positions in all business lines WDM International was the biggest acquisition in 2007. WDM is a vendor of consumer direct marketing and CRM services in Europe. This acquisition has promoted Bisnode to the European premier league in CRM tools for identifying and caring for customers, and it looks very promising for the future. In Credit & Risk Information we invested in new IT platforms to lower our costs and broaden our offering. We
added new business through acquisitions in Austria and the Czech Republic, and Bisnode is now one of the largest suppliers of commercial credit information in Europe. Our restructuring of Product Databases & Trade Press started to pay off – the turnaround that we saw the first signs of in 2006 continued in 2007. This business unit is now generating solid earnings and is a good contributor to our overall results. The Business & Market Information unit kept delivering and we made a number of complementary acquisitions towards the aim of advancing our position as a major vendor of services for decision support in different sectors and areas.
“Our efforts to keep building the Group were very intense and resulted in our best year ever.” Service & Venture Development, whose activities include developing products and joint services for the Group, passed some milestones. So rather than just data services, Bisnode now offers a portfolio of applications. This is an exciting step forward that has moved us up the value chain. Massive potential Overall, our business units posted earnings on target or above, and were further aided by a strong business cycle. Bisnode now has an excellent position in the Nordic region and the European playing field looks really attractive. After devoting the past 20 years to building today’s Bisnode, it now seems like a good time to hand over to my successors. I want to take this opportunity to say a really sincere ‘thank you’ to my colleagues for this amazing journey together and their fantastic efforts over the past year. Bisnode has never been in better shape to face the future.
Lars Save, CEO 1989 – February 2008
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Bisnode Annual Report 2007
Håkan Ramsin Lars Save
…and from Håkan Ramsin Bisnode is an excellent, profitable group that posted its highest earnings of all time last year. This was an outstanding performance, and obviously, we are going to keep building on it this year. We have retained our financial targets and our fundamental strategy. Nevertheless, at this stage our shareholders and new management will take the opportunity to review parts of our business plan.
As Chairman for a total of more than 12 years of the Group’s 20-year history, I think I know this company pretty well. This winter and spring I’ve been focusing on getting to know Bisnode’s business better and am currently leading our recruitment process for a new CEO and the review of our business plan. I feel very confident about our organisational resources and professional capacity and look eagerly forward to our onward journey.
“Bisnode is in superb shape to grow and we are going to keep building on it this year.” I think it is right to remind everyone that our shareholders chose not to sell the company in connection with the intended IPO process last year. Our shareholders have a lot of confidence in this company, take a long-term perspective and see strong development potential. Bisnode is in superb shape to grow and win more market share in Europe. Our business is late-cyclical – and in some respects actually counter-cyclical – a considerable advantage in more challenging market conditions.
Håkan Ramsin, Chairman of the Board and Acting CEO since February 2008
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Bisnode Annual Report 2007
Business Unit – CRM & Direct Marketing The CRM & Direct Marketing (CRM) business unit targets sales and marketing-driven companies in identifying, developing and retaining customers. Bisnode is one of Europe’s leading providers of services for marketing, service, support, Customer Relationship Management (CRM) and addressed direct marketing (DM). The business unit has a complete range of services in two main segments, business-to-business and businessto-consumer, offering different business dynamics and attracting a wide range of customers. CRM and direct marketing are direct forms of communication that are gaining ground compared to mass marketing as companies seek localized and multinational project-based solutions to drive sales. The business unit offer services such as business and consumer list broking, data mining, distribution, project management, and sophisticated value-added offerings such as data cleansing, operating loyalty card schemes and advanced statistical segmentation. Targeting sales and marketing departments CRM provides services that are designed to help identify new customers, develop existing customer relationships and retain profitable customers. The customers includes sales
and marketing-driven companies in both commercial and financial businesses, as well as CRM and DM specialist users such as lottery and postal order companies. Public sources and our own data collection build the database A large share of business information is supplied by public data sources in each country. Bisnode compiles and completes lists from sources of all types in addition to creating exceptional state-of-the-art, databases. Bisnode can offer its customers unique possibilities based on the extension and depth of the databases, and regardless of whether the data will be used for segmentation, reference or market research. This creates a competitive edge whether of the customer needs sophisticated niche information or a pan-European solution. Direct Marketing for higher return on marketing investments The CRM market is mainly focused on local or regional campaigns, with customers tending work on a project basis
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Bisnode Annual Report 2007
REVENUE OPERATING PROFIT, EBITA
REVENUE PER REGION 2007
KEY RATIOS CRM & DIRECT MARKETING Proforma
2007
2006
2EVENUEĂĽ 3%+ĂĽM 4OTALĂĽOPERATINGĂĽINCOMEĂĽ 3%+ĂĽM /PERATINGĂĽPROFIT ĂĽ%")4$!ĂĽ 3%+ĂĽM /PERATINGĂĽPROFIT ĂĽ%")4!ĂĽ 3%+ĂĽM %")4!ĂĽMARGINĂĽ !VERAGEĂĽNUMBERĂĽOFĂĽEMPLOYEES %MPLOYEESĂĽ$EC ĂĽ
7ESTERNĂĽ%UROPEĂĽĂĽ
3%+ĂĽM
.ORDICĂĽREGIONĂĽ
rather than conducting ongoing marketing activities. The main customer segments in this market are consumer and commercial businesses. Direct marketing is increasingly overtaking traditional mass marketing methods, since targeting of a selective market sub-groups can often generate a higher return on marketing investments. Bisnode can offer its customers complete CRM solutions, including overall project management and consultancy. In 2007 demand for tools and consulting services for CRM and DM grew by 4 – 6 per cent. 2007 in brief The period’s revenue rose by 55 per cent to SEK 1,216 million and EBITA earnings more than doubled to SEK 110 million. Bisnode is the Nordic countries’ largest provider of services for marketing, CRM and direct marketing. Most of the services are tailored to the specific needs of each customer on a project basis. In the past year, the unit performed well and delivered robust profitability. Investments were made to strengthen the Nordic brands and develop the business into a full service supplier in its market. In June 2007 the strategic acquisition of WDM Group strengthened the business unit’s position in consumer marketing in Europe. WDM, with a full range of DM and CRM services, has consumer databases of high quality covering most residents in the Netherlands, Belgium and France and also hosts international databases. 2008 in focus Bisnode is among the market leaders in the CRM area in most of the countries where it operates, and the goal is to strengthen this position by making better use of knowledge and products within the Group. Many of the international customers have local solutions; creating significant opportunities to strengthen cross-border learning and implement best practices to offer stronger solutions for
both customers and the Group. The unit will continue to improve and develop a complete offer of CRM services and applications, integrating Bisnode’s databases with business and consumer information. The CRM unit will also establish new products and services in existing Bisnode countries as well as expanding into new countries with both greenfield ventures and acquisitions. The rapid pace of evolution in the CRM and DM areas is increasing the need for multi-channel communication. More solutions are based on multi-channel platforms where CRM, digital media and multichannel communication are provided as integrated platform solutions. All services are performance-driven on behalf of the customers, creating a need to measure return on investment. One way to facilitate performance measurement is by offering a complete set of tools and competencies.
Geir Feltstykket Business Unit Director
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Bisnode Annual Report 2007
Business Unit – Credit & Risk Information The Credit & Risk Information (CRI) business unit offers a wide range of solutions for credit and risk management, including financial and economic information and credit assessment of both businesses and consumers. Bisnode provides its customers with business and consumer credit information and services, including credit status information and original documents such as annual reports and mortgages. Bisnode focuses on building and updating its registers of companies and consumers with financial and legal information. In this business unit it is critical to harmonize all information, and this is done through analysis including classification, summarization and aggregation of key information. This function is supported by a high quality assurance process which ensures that the inputs are consistent, accurate and timely.
worldwide network partners through its ownership of ten D&B companies in Europe. The unique portfolio of both local and global services gives Bisnode a leading position in the majority of its markets. The vast majority of information is publicly sourced and the largest suppliers to the business unit are the company registration offices of each country. Bisnode also collects significant volumes of payment data from companies about their customers’ payment habits. This information gives Bisnode a critical advantage, as it is not readily accessible and is an essential element in assessing creditworthiness.
Both local and global services create a unique offering The majority of services are grouped in two segments; local and global. Local services are offered through strong regional brands with customised information and specialized services, often integrated directly in the customer’s systems. Global services are offered through the D&B (Dun & Bradstreet) brand, the market-leading supplier of global credit information. Bisnode is one of the leading D&B
Targeting financial departments The customers include financial decision-makers such as banks and leasing companies, the credit departments of commercial businesses and professional firms such as auditors, merchant bankers and lawyers. Increasing market for credit services to limit risks The market for credit and risk information is strongly competitive at both the local and regional level. The average
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Bisnode Annual Report 2007
KEY RATIOS CREDIT & RISK INFORMATION Proforma
2007
2006
2EVENUEĂĽ 3%+ĂĽM 4OTALĂĽOPERATINGĂĽINCOMEĂĽ 3%+ĂĽM /PERATINGĂĽPROFIT ĂĽ%")4$!ĂĽ 3%+ĂĽM /PERATINGĂĽPROFIT ĂĽ%")4!ĂĽ 3%+ĂĽM %")4!ĂĽMARGINĂĽ !VERAGEĂĽNUMBERĂĽOFĂĽEMPLOYEES %MPLOYEESĂĽ$EC ĂĽ
REVENUE OPERATING PROFIT, EBITA
REVENUE PER REGION 2007
#ENTRALĂĽ%UROPEĂĽĂĽ
2007 in brief The period’s revenue rose by 3.4 per cent to SEK 1,244 million and EBITA earnings amounted to SEK 114 million. Investments in new IT platforms were made in Sweden, Germany, Denmark and Norway in order to integrate different databases, reduce fixed costs for database management and provide a technical environment that enables innovative, quick and economical development of new products. The companies in Austria, Germany and Switzerland have shown strong development with increased growth and profitability, while the UK market remained a challenge. The new IT platform for the UK companies has started to have positive effects, leading to increased efficiency and capacity to offer customers multiple product options.
.ORDICĂĽREGIONĂĽ
7ESTERNĂĽ%UROPEĂĽ
price of a credit report has successively decreased, while the number of both transactions and users has increased. One consequence is that more flexible price models are gaining ground, with open access subscriptions becoming more common at the expense of single unit sales. The market is closely linked to less restrictive borrowing and financing conditions in the economy. Leasing and other financial companies and the credit departments of commercial businesses rely on CRI to monitor and limit their credit exposure to customers. The competitive environment evolved in recent years with the arrival of low-cost players in the market. This has benefited customers by motivating established players to develop more sophisticated product offerings, including tools that allow industry-specific modelling and integration into the clients’ IT systems. This has enabled CRI providers to retain premium pricing. The CRI business is slightly counter-cyclical in that demand for its services increases in pace with the risks of both companies and individuals defaulting on credit. The market for credit information is expected to grow 4 – 5 per cent annually.
3%+ĂĽM
Strong local credit businesses were acquired in Austria and the Czech Republic to increase customer volumes, improve the quality of local databases and make Bisnode stronger in the market for consumer credit. Consumer credit solutions were previously only available in Sweden and Norway, but through internal investment and acquisition the business unit is now able to offer solutions in Switzerland, Finland and Austria. 2008 in focus In 2008 CRI will try to strengthen its position in Central and Western Europe through a combination of significant additional content investments, new product initiatives and expansion of the sales force. In the UK the aim is to position Bisnode for growth through the full launch of local brands and products. In the consumer credit area, the business unit will capitalize on its 2007 investments and identify further countries in which to launch similar initiatives.
Alistair Pauline Business Unit Director
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Bisnode Annual Report 2007
Business Unit – Product Databases & Trade Press The Product Databases & Trade Press business unit provides advertising space and paid entries in online services and business journals with focus on industrial suppliers. PDT offers marketing exposure of business information to suppliers who want to reach specialists, purchasing managers and decision-makers in industrial companies. Its products and services include comprehensive, high quality databases and in-depth information about different industrial segments. Online services based on advertising free of charge to the user The services are divided into two main segments, product information databases and trade press. The product databases contain information about companies, products and services, and include online services, sophisticated search engines and printed catalogues. The trade press publishes editorial content such as trade magazines and books. PDT covers the automotive, laboratory, plastics, handling and logistics industries. The business model differs from those of the other business units in that the services are offered
free of charge to the user, and revenue is derived from advertising. Effective decision support for purchasing departments The business unit’s customers include manufacturers, suppliers and wholesalers. The target group consists primarily of medium-sized companies in the manufacturing industry. In recent years more customers have been added from the service sector, thus significantly widening the target group. High quality information offers users like purchasing managers fast and effective support for important decisions by quickly locating the right supplier. The product databases use sophisticated classification systems that provide the user with detailed information about products and services.
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Bisnode Annual Report 2007
KEY RATIOS PRODUCT DATABASES & TRADE PRESS Proforma
2EVENUEĂĽ 3%+ĂĽM 4OTALĂĽOPERATINGĂĽINCOMEĂĽ 3%+ĂĽM /PERATINGĂĽPROFIT ĂĽ%")4$!ĂĽ 3%+ĂĽM /PERATINGĂĽPROFIT ĂĽ%")4!ĂĽ 3%+ĂĽM %")4!ĂĽMARGINĂĽ !VERAGEĂĽNUMBERĂĽOFĂĽEMPLOYEES %MPLOYEESĂĽ$EC ĂĽ
2007
2006
REVENUE OPERATING PROFIT, EBITA
REVENUE PER REGION 2007
#ENTRALĂĽ%UROPEĂĽĂĽ .ORDICĂĽREGIONĂĽ
7ESTERNĂĽ%UROPEĂĽ
Market driven by web-based advertising and online sales The market for product information is driven by advertising sales or paid entries/search words, and has historically been generated primarily by catalogues and professional journals. Over the past few years, growth in web-based advertising has risen sharply and the market has undergone a transformation through the technological advancement of online sales. The major opportunity for traditional players is to replace offline content with online solutions that can significantly reduce the distribution cost of products. To remain competitive, the business unit is investing in online services for advertising that will significantly strengthen the product range. Competition is growing from nontraditional PDT companies offering generic and open searches, which is forcing existing players to focus on enhancing the quality and depth of their product classifications. 2007 in brief The period’s revenue amounted to SEK 203 millions and EBITA earnings more than doubled to SEK 22 million. The year was characterized by a continued focus on expanding online sales and services. In 2007 several new online services were launched with a complete range of product information solutions for the customers. Through effective web-based applications, the users have access to information about suppliers and products together with industry-specific editorial content. These new online services enable more interactive communication with the users and make advertising more interesting for the customer. Online services generated the bulk of revenue and profit for the year. This growth also proves that the investments in modern publishing systems and more effective workflows made in 2006 have had a positive effect on both revenue and profit. To accelerate growth in Western Europe, particularly Germany, a product database of 4 million German
3%+ĂĽM
companies was acquired. This investment will strengthen the product range and has already generated a large increase in the number of users. A combination of high quality databases and significant editorial content provides the user with significant value and the advertising customer with a bigger target group. 2008 in focus In 2008 PDT will continue its strategy to intensify crossmedia and interactivity efforts, particularly in the Trade Press segment. The synergy effects already achieved will lead to organic growth and strengthen the bond between the product, the users and the advertisers. Modern technology allows for key online trends such as mobile Internet and user-generated content, and forces the user to be personally involved. The Product Database sector will go against the trend of general searches by attracting advertisers through a focus on more detailed information.
Peter Villa Business Unit Director
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Bisnode Annual Report 2007
Business Unit – Business & Market Information The Business & Market Information business unit supplies customers with a broad range of information to support key decision-makers in day-to-day business decisions. Bisnode provides information services tailored to specific customer segments based on the industry in which the customer is active or the individual’s position in the company. A key success factor in the BMI segment is the ability to balance the customer’s need for a user-friendly interface with the appropriate level of complexity and information detail. Different sets of business information are used to build multiple products that include both general and specialised services. Services that support day-to-day business decisions The BMI business unit offers a wide range of custom services for decision-makers and specialists in both large and small organisations as well as broad products and services containing all information you need in one place. The focus is on providing information and analysis services to customers in different market segments with different
needs to support good business decisions on a day-to-day basis. The offered services range from general financial and legal information, real time editorial news, media monitoring and legal documents to in-depth industry analysis and credit information for both specific industries and individuals. Due to the broad range of services offered, the BMI business unit attracts a wide variety of customers from management and key decision-makers to consultants and business analysts. The BMI business unit has nearly 75,000 customers. In the Nordic region, a significant share of information comes from government sources and the official registers of public institutions. In Western and Central Europe, information is also supplied by public institutions and private sources. Information is also collected through media and Internet monitoring and by Bisnode’s own editorial staff. The information is often analysed and refined with industry-specific expertise and insight to give customers greater benefit and a lead on the competitors.
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Bisnode Annual Report 2007
KEY RATIOS BUSINESS & MARKET INFORMATION
REVENUE OPERATING PROFIT, EBITA
REVENUE PER REGION 2007
Proforma
2007 2EVENUEĂĽ 3%+ĂĽM 4OTALĂĽOPERATINGĂĽINCOMEĂĽ 3%+ĂĽM /PERATINGĂĽPROFIT ĂĽ%")4$!ĂĽ 3%+ĂĽM /PERATINGĂĽPROFIT ĂĽ%")4!ĂĽ 3%+ĂĽM %")4!ĂĽMARGINĂĽ !VERAGEĂĽNUMBERĂĽOFĂĽEMPLOYEES %MPLOYEESĂĽ$EC ĂĽ
#ENTRALĂĽ%UROPEĂĽ
2006
3%+ĂĽM
7ESTERNĂĽ%UROPEĂĽ .ORDICĂĽREGIONĂĽ
Targeting every business decision-maker Every business has managers, specialists and employees that want to improve their business on a daily basis. Customers need to be updated about news, events, competitors and credit risks in each market. By offering qualified business information services, the level of customer benefit is increased. Many of the unit’s custom services are among the leaders in their domestic markets, such as construction information, legal information and information about the pharmaceutical industry. By expanding the existing services to additional countries, the unit can strengthen its market position. Demand for custom solutions growing rapidly Business & Market Information is expected to be the fastestgrowing segment, with an estimated annual growth of 5–6 per cent from 2007 to 2010. Volume growth is expected to exceed overall growth as customers become increasingly reliant on information for critical decisions. An increased supply of specific custom solutions is likely to have a positive impact on margins. BMI tends to be fairly robust in relation to the business cycle, since its customers are focused on generating more business. 2007 in brief Revenue for the period increased to SEK 925 million and EBITA rose by 25 per cent to SEK 247 million. 2007 was characterized by stable growth and solid operating profits in all businesses. Efforts to establish the existing services in additional countries continued. Investments were made in the launch of a successful Swedish online service concept for the construction industry in Norway and the establishment of new real time news agency in Denmark. A broader concept for media monitoring services was offered to meet rising demand from customers active in a more global market.
2008 in focus The business unit’s priorities in 2008 will be to continue developing and enhancing the concept of broad services with all information in one place in the Nordic region to enhance our competitiveness. Other important targets are to export the successful concepts from the Nordic market to Europe and to seek new acquisitions in Western Europe.
Mats Erwald Business Unit Director
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Bisnode Annual Report 2007
Business Unit – Service & Venture Development The Service & Venture Development (SVD) business unit supplies the Group with quality-assured and harmonized information, venture development and research services. The SVD business unit is responsible for collecting, harmonizing, analysing and refining all business information in the Group. The business unit currently offers joint services in Denmark, Germany, Norway, Sweden and United Kingdom. SVD is also responsible for central business development, for supporting entrepreneurs in development of completely new services and for handling the venture business. Central management of data gives significant synergies The digital business information market is characterized by relatively high fixed costs arising from data capture and database management, and low incremental costs in relation to customisation, packaging and distribution. The high fixed costs of purchasing information and setting up databases allow for the creation of significant economies of scale. Central informatics units in each country provide IT services, data capture and database management services to other Group companies. Centralisation of the database that contains this valuable business information enables Bisnode to achieve valuable synergies. Centralised procurement can prevent significant redundancy in purchased data and provide potential savings, since many services reuse the same data. Bisnode has three primary sources for its data collection: • Public, e.g. statutory public governmental information: This information will become more widely accessible with the implementation of the PSI Directive in the EU. • Private: Information from private sources can either be obtained exclusively, or is available to a restricted number of parties. Bisnode is therefore able to gain a competitive advantage through the procurement of information not available to its competitors. • Own research: Such information is proprietary and unique. This research can be focused on specific areas and can add significant value to Bisnode’s product offering. Examples of privately obtained information include surveys and questionnaires created by Bisnode, typing and harmonization of annual reports and updating of the database through telephone interviews.
In addition, Bisnode’s ability to verify, harmonise and quality assure content gives the information unique value. Data in context becomes information By putting data into context, Bisnode creates unique information and makes the data easy to understand. Bisnode’s goal is to provide its customers with customised information services. This is achieved by gathering data from multiple sources and transforming it into value added services through harmonization, classification and standardisation. Within each country, Bisnode aims to create central data layers comprised of company and consumer data from which each of the operating companies can extract information for distribution in various combinations under different brands. External sales mainly in Sweden External revenues are derived from sales to other resellers using data mainly sourced from SPAR (Statens Person Adress Register). SPAR is a consumer database that includes all Swedish residents and provides detailed information about members of the general public. Bisnode has an exclusive agreement with the SPAR Authority for the operation and wholesale distribution of this information. One provision in the SPAR agreement is that Bisnode must offer the information to resellers on equal terms and conditions. 2007 in brief Revenue for the year increased to SEK 808 million and EBITA was SEK 217 million, of which capital gains amounted to SEK 52 millions. Further investments in central database management and data collection in each country have been made to realize more scale economies. Central database management also increases the opportunities for product development and ventures based on new business concepts. Several acquisitions were made in the past year to expand Bisnode’s range of qualified consulting services that help the customers to maximize their sales and reduce business risks through quick and efficient decision support systems. Bisnode’s strategy is to integrate forward in the value chain and increase investments in advanced services
19
Bisnode Annual Report 2007
KEY RATIOS SERVICE & VENTURE DEVELOPMENT
REVENUE OPERATING PROFIT, EBITA
REVENUE PER REGION 2007
Proforma
2EVENUEĂĽ 3%+ĂĽM 4OTALĂĽOPERATINGĂĽINCOMEĂĽ 3%+ĂĽM /PERATINGĂĽPROFIT ĂĽ%")4$!ĂĽ 3%+ĂĽM /PERATINGĂĽPROFIT ĂĽ%")4!ĂĽ 3%+ĂĽM %")4!ĂĽMARGINĂĽ !VERAGEĂĽNUMBERĂĽOFĂĽEMPLOYEES %MPLOYEESĂĽ$EC ĂĽ
2007
2006
7ESTERNĂĽ%UROPEĂĽ
3%+ĂĽM
.ORDICĂĽREGIONĂĽ
for companies requiring timely and effective decision support. The software and application businesses provide in-depth expertise in analytical methodology and system development that together with Bisnode’s comprehensive offering of business information can grow into new, exciting solutions. In 2007, businesses outside Bisnode’s commercial focus were sold and generated significant capital gains. 2008 in focus The European digital business market is facing changes in the regulatory framework governing the availability of public sector information. The PSI Directive of the European Parliament was ratified in 2005 and will be fully implemented by all EU member states by July 2008. It consists of three main components: encouraging the reuse of public sector information in a transparent manner, an upper limit on charges for making such information available in digital form, and preventing discrimination against any market player. Overall, the implications of the PSI Directive for the European market are expected to include increased accessibility of public information. Bisnode is well positioned to exploit its experience from the Swedish market, where information is readily available, in these new markets to lower its data capture costs, increase the volume of information at its disposal and improve the quality of information in its databases. As a consequence of the PSI Directive, the exclusive agreement as wholesaler of SPAR has been put to tender. The SVD business unit will focus on retaining its status as one of the wholesalers. In 2008 Bisnode will accelerate its efforts to expand the central databases in order to find new and important sources that can give the company’s offering an even more unique position. The Informatics companies will extend into new countries where Bisnode has several businesses with a broad offering of services.
JONAS EDSTRĂ–M Business Unit Director
20
Bisnode Annual Report 2007
Organisation and human resources The organisation is strongly decentralised and built on the conviction that the best business decisions are made by individuals who understand their respective markets and work closely with customers. Bisnode is organised primarily on the basis of customer segments. All subsidiaries are responsible for developing their own services and for customising sales in 19 European countries. Organisation and management Bisnode is divided into five business units. There are four strategic units operating in each of the market segments; CRM & Direct marketing, Credit & Risk information, Product Databases & Trade Press and Business & Market Information. The fifth unit, Service & Venture Development, is mainly internally focused and supplies the Group with quality-assured and harmonised information, venture development and research services. Each of the five business units has its own Business Unit Director and Business Controller who report to the Group Management and are responsible for the operating results of the business unit. The main responsibilities of the business unit management include managing the subsidiaries and assisting with product and business development. Group management Bisnode’s CEO and CFO are responsible for the Group’s strategic planning, overall business development, financial verification and monitoring. The Group management, consisting of the CEO, the CFO and business unit directors, is responsible for develop and implementation and follow-up of the Group’s strategic plans and decisions. The Group management’s primary task is to take an active part in business development, in connection with both acquisitions and when developing services. This occurs primarily through active work on the part of
PERSONNEL KEY RATIOS
Human resources In the end of 2007, the total number of employees was 3,008 and average number of employees during the year was 2,790. Of these, 50 per cent worked in the Nordic region, 39 per cent in Western Europe and the remainder in Central Europe. There is an even distribution between men and women in the Group, with men making up 54 per cent and women 46 per cent. Values The diverse types of business conducted by the subsidiaries require different corporate cultures to deliver success. All corporate cultures are characterized by openness, social responsibility and professionalism. Bisnode’s strongly decentralized organisational model promotes entrepreneurship in the individual companies and motivates the employees. The Group strives for a personnel policy and work environment that encourage the employees to develop in their professional roles. This involves everything from creating a sense of well-being in each person’s day-to-day work situation to offering opportunities for development and advancement.
EMPLOYEES BY FUNCTION 2007 Proforma
!VERAGEĂĽNUMBERĂĽOFĂĽEMPLOYEESĂĽ .UMBERĂĽOFĂĽEMPLOYEESĂĽ$ECĂĽ 4OTALĂĽOPERATINGĂĽINCOMEĂĽPERĂĽEMPLOYEEĂĽ 3%+ĂĽT /PERATINGĂĽPROFITĂĽ%")4!ĂĽPERĂĽEMPLOYEEĂĽ 3%+ĂĽT .UMBERĂĽOFĂĽMENĂĽINĂĽTHEĂĽGROUP .UMBERĂĽOFĂĽWOMENĂĽINĂĽTHEĂĽGROUP
the Board of Directors within the subsidiaries. The CEO and CFO are the Chairman and Board member, respectively, on the Board of Directors for each business unit. In the same manner, the business unit’s directors are represented in each individual subsidiary’s Board of Directors.
2007
2006
EMPLOYEES BY BUSINESS UNIT 2007
!DMINISTRATIONĂĽ
#ENTRALĂĽ ĂĽ #2-ĂĽ 36$ĂĽ
"-)ĂĽ #2)ĂĽ 3ALESĂĽANDĂĽ-ARKETINGĂĽ 0RODUCTIONĂĽANDĂĽ)4ĂĽ
0$4ĂĽ
21
Bisnode Annual Report 2007
Bisnode continuously analyses the solvency of your customers and suppliers so that you can better predict bankruptcies and prepare for shifts in the business cycle. This service enables you to secure your payments and deliveries and reduce your risks ahead of the competitors.
Do you want to
minimise your risks?
22
Bisnode Annual Report 2007
Financial information
Directors’ report
Directors’ report Consolidated income statement Consolidated balance sheet Consolidated statement of changes in equity Consolidated cash flow statement Parent Company income statement Parent Company balance sheet Parent Company statement of changes in equity Parent Company cash flow statement
22 24 25 26 27 28 29 30 31
Accounting policies and notes Note 1. General information Note 2. Summary of significant accounting policies Note 3. Financial risk management Note 4. Critical accounting estimates and judgements Note 5. Segment reporting Note 6. Other operating income Note 7. Board members and senior executives Note 8. Average number of employees. Average number of board members, CEO and senior executives Note 9. Wages, salaries and other remuneration – Group Note 10. Compensation to board members and senior executives Note 11. Average number of employees. Wages, salaries and other remuneration – Parent Company Note 12. Fees to auditiors Note 13. Results from participations in Group companies Note 14. Financial income Note 15. Financial expenses Note 16. Income tax expense Note 17. Intangible assets Note 18. Property, plant and equipment Note 19. Participations in associates Note 20. Available-for-sale financial assets Note 21. Participations in Group companies Note 22. Trade and other receivables Note 23. Derivative financial instruments Note 24. Cash and cash equivalents Note 25. Prepaid expenses and accrued income Note 26. Borrowings Note 27. Deferred tax Note 28. Provisions for pensions Note 29. Other provisions Note 30. Trade and other payables Note 31. Accrued expenses and deferred income Note 32. Reserves Note 33. Finance leases Note 34. Operating leases Note 35. Related party transactions Note 36. Contingent liabilities and pledged assets Note 37. Share capital and convertible bonds Note 38. Earnings per share Note 39. Business combinations Note 40. Sale of subsidiaries Note 41. Events after the balance sheet date
32 32 32 36 37 38 39 39
Auditors’ report
39 40 41 41 41 41 41 42 42 42 44 45 45 46 48 48 48 48 48 50 50 51 52 52 52 52 52 53 53 53 54 54 57 57 59
The Board of Directors and the Chief Executive Officer of Bisnode Business Information Group AB, 556681-5725, hereby submit their report for 2007. The Group’s operations Bisnode is one of Europe’s leading suppliers of digital business and decisionsupport information, with a complete offering of online services for market, credit and product information. Its customers consist of companies and organisations that are able to increase sales, reduce business risks and improve their business decisions with the help of Bisnode’s services. Bisnode conducts operations in 19 European countries and has approximately 3,000 employees. Consolidated revenue in 2007 amounted to SEK 3.9 billion. The Group’s vision is to be the leading provider of digital business information in Europe, the preferred source for local and regional information and the top supplier of global information through partnership with leading partners in other regions of the world. Operating activities are structured in five business units – CRM & Direct Marketing, Credit & Risk Information, Product Databases & Trade Press, Business & Market Information and Service & Venture Development. Significant events during the financial year Acquisitions and divestments Through acquisitions and investments, Bisnode has increased its market share in Western Europe and is taking active measures to expand and take part in market consolidation in the region. In 2007 the Group carried out 14 acquisitions and 3 divestments. In 2007 the CRM & Direct Marketing business unit advanced its position in consumer marketing, above all through the acquisition of WDM International. The WDM Group, with around 400 employees and annual revenue of nearly SEK 600 million, is a leading supplier of services for consumer marketing and will give Bisnode a stronger position in France and the Benelux region. Other supplementary acquisitions made to enhance Bisnode’s market position through new expertise, expanded databases or new products and services include Agent25, Emric, Infobon, Interdialog, Lundalogik and Pointer. Other events In 2007 an IPO of the Bisnode Group on the OMX Nordic Stock Exchange was directed to the public in Sweden and institutional investors in Europe and the USA. The IPO was later withdrawn due to volatility in the financial market during the autumn. In September the shareholders of the Parent Company assumed responsibility for settlement of obligations under the synthetic options programme, at which time the liability amounted to SEK 81 million. On the same date, the Parent Company received a shareholder contribution in a corresponding amount from the owners. At the end of October, all of the Parent Company’s convertible bonds were converted into shares. After conversion, the number of shares is 120,588,981 with a quota value of 4. Earnings and financial position Revenue and profit Revenue rose to SEK 3,899 million (3,202), equal to growth of 22 per cent for the year. The Group’s operating profit EBITA was SEK 580 million (505), of which approximately SEK 91 million (67) consisted of capital gains on the sale of subsidiaries and associates. Transaction costs of SEK 25 million arising from the IPO were charged to profit for the year. Earnings per share after dilution were SEK 2.7 (1.9). Operating margin (EBITA) was 14.3 percent (15.3), a decrease that is largely attributable to lower margins in the companies acquired during the year than for the Group as an average. However, Bisnode sees considerable future opportunities to realise synergies and improve profitability in the acquired companies through operating activities. Cash flow and investments Cash flow from operating activities was SEK 470 million (186). The improved cash flow is explained by a higher operating profit and a decrease in working capital. Investments in intangible and tangible assets were made in an amount of SEK 187 million (190).
23
Bisnode Annual Report 2007
Cash and cash equivalents and financing The Group’s cash and cash equivalents at 31 December 2007 totalled SEK 214 million (298). External interest-bearing liabilities amounted to SEK 2,531 million (1,977) and interest-bearing receivables to SEK 20 million (6). Net debt was SEK 2,297 million (1,673), an increase mainly explained by the year’s acquisitions. Number of employees The average number of employees in the Group increased during the year to 2,790 (2,397). At the end of the period, the number of employees in the Group was 3,008 (2,524). The increase is attributable to the year’s acquisitions. Significant events after the end of the financial year In January Bisnode acquired Credita, a leading domestic provider of credit and risk information in Switzerland, and Svenska Nyhetsbrev, a supplier of industryspecific news and business information. The acquisitions will increase Bisnode’s market share in Switzerland and expand the offering of business critical information in Sweden. At the end of January, Bisnode’s shareholders adopted a refinancing plan for the Group that will provide the shareholders with a cash distribution of approximately SEK 865 million. The refinancing has been made possible by recent years’ positive earnings trend. Bisnode’s founder Lars Save left his post as President and CEO of the company on February 4, 2008. Board Chairman Håkan Ramsin has taken over as Acting CEO until a new President and CEO has been appointed. Bo Jungner has taken over as Board Chairman until further notice. Future outlook Bisnode will continue working towards its vision to become the leading provider of digital business information in Europe. The Group’s market position will be further strengthened through both organic growth and new acquisitions. Bisnode’s increased size is expected to provide greater scope for group-wide cost synergies in areas like IT, information purchases and data processing. Operating risks Bisnode’s operations are affected by a number of external factors whose effects can be controlled to varying degrees. Demand for the Group’s products and services is partly dependent on economic development in the respective country. However, the Group’s operating risks are reduced through a good geographic spread of sales in 19 countries, a large number of customers and a wide offering of products and services. The Group’s operations are influenced by the laws and regulations governing public sector information in each country. In 2003 the European Parliament and the Council issued a directive aimed at increasing the availability of public sector information in the EU, known as the PSI Directive 2003/98/EC. The directive was implemented on 1 July 2005 and is expected to increase accessibility to basic data and thereby drive the supply of and demand for business information in Europe. In Sweden’s case, however, the PSI Directive can lead to future limitations in the current principle of public access to official records and changes in closely related regulations. As expected, the PSI Directive has resulted in the termination of Infodata’s exclusive agreement with the SPAR Council for administration and distribution of the Swedish Government’s Coordinated Population and Address Register (SPAR) with effect from 1 January 2009. The management’s assessment is that Infodata is well positioned to be selected as one of several resellers of information in the SPAR database in the future. Other operating risks such as supplier contracts, free-of-charge information, delivery obligations, technical development, person-dependency, etc., are continuously analysed and measures are taken to reduce the Group’s risk exposure when necessary. Environment Bisnode’s operations have a limited impact on the environment and the Group conducts no operations that are subject to permitting or reporting requirements. In its purchasing, the Group takes environmental aspects and social responsibility into consideration when choosing products and suppliers.
Research and development Bisnode conducts no research activities. Development of IT systems takes place primarily in the Service & Venture Development and Credit & Risk Information business units. Parent Company The operations of the Parent Company consist of financing and ownership of subsidiaries. Since August 2007, the Group CEO and CFO are employed by the Parent Company after having previously been employed by the subsidiary Bisnode AB. The Parent Company’s operating profit amounted to SEK -37 million (-1), including costs of SEK 25 million for the IPO process. Profit after financial items was SEK 651 million (-33). In 2007, the Parent Company reported anticipated dividends of SEK 650 million from the subsidiary Bisnode AB. The realisation of an interest swap during the period generated a financial gain of more than SEK 45 million. The Parent Company made no investments during the year. Group conditions Bisnode Business Information Group AB is a subsidiary of Ratos AB, corporate identity number 556008-3585. Ratos’ holding in the company amounts to 70 per cent of the votes and capital. The remaining shares are held by Bonnier Holding AB. Accounting policies The Bisnode Group applies reporting in accordance with International Financial Reporting Standards (IFRS). For additional information see Note 2. Proposed appropriation of earnings Profits available for appropriation by the Annual General Meeting (SEK): Retained earnings Dividend by decision of the Extraordinary General Meeting in January 2008 Profit for the year Total
1,253,092,848 -450,000,000 650,005,196 1,453,098,044
The Board of Directors and the CEO propose that the profits be appropriated as follows: To be carried forward Total
1,453,098,044 1,453,098,044
24
Bisnode Annual Report 2007
Consolidated income statement SEK in thousands
Note
Revenue Other operating income
6
Total operating income Goods and services Personnel costs
9, 10
2007
2006
3,899,045
3,202,358
156,003
90,555
4,055,048
3,292,913
-1,006,838
-796,119
-1,710,937
-1,385,630
Depreciation, amortisation and impairment losses
17, 18
-174,186
-151,165
Other expenses
12
-677,556
-527,095
Share of profit/loss in associates
19
Total operating expenses Operating profit
12,747
9,838
-3,556,770
-2,850,171
498,278
442,742
Financial income
14
60,369
19,328
Financial expenses
15
-211,643
-183,045
-151,274
-163,717
347,004
279,025
-66,145
-116,697
280,859
162,328
274,605
160,646
6,254
1,682
Net financial items Profit before tax Income tax expense
16
Profit for the year Attributable to: Equity holders of the Parent Company Minority interest Earnings per share before dilution, SEK
38
4.45
3.21
Earnings per share after dilution, SEK
38
2.68
1.87
25
Bisnode Annual Report 2007
Consolidated balance sheet SEK in thousands
Note
31/12/2007
31/12/2006
ASSETS Non-current assets Intangible assets
17
5,162,541
3,944,286
Property, plant and equipment
18
326,258
190,610
Participations in associates
19
2,956
83,577
Deferred tax assets
27
131,756
120,221
Available-for-sale financial assets
20
86,411
8,212
Trade and other receivables
22
11,194
8,800
5,721,116
4,355,706
Total non-current assets Current assets Inventory
7,205
5,876
21,701
67,382
891,493
675,329
214,452
297,596
Total current assets
1,134,851
1,088,850
TOTAL ASSETS
6,855,967
5,444,556
482,356
200,000
1,333,984
541,431
Tax receivables Trade and other receivables
22
Derivative financial instruments
23
Cash and cash equivalents
24
42,667
EQUITY Equity attributable to equity holders of the Parent Company Share capital
37
Other capital contributions Reserves
32
Retained earnings including profit for the year Total Minority interest Total equity
37,228
-13,317
528,621
253,447
2,382,189
981,561
52,221
2,463
2,434,410
984,024
LIABILITIES Non-current liabilities Borrowings
26
1,879,257
2,649,935
Deferred tax liabilities
27
327,540
258,384
Provisions for pensions
28
191,425
179,728
Other provisions
29
117,789
38,963
Trade and other payables
30
9,320
6,488
2,525,331
3,133,498
497,305
195,907
36,649
77,911
Total non-current liabilities Current assets Borrowings
26
Tax liabilities Derivative financial instruments
23
2,372
Other provisions
29
31,614
39,330
Trade and other payables
30
1,328,286
1,013,886
Total current assets
1,896,226
1,327,034
Total liabilities
4,421,557
4,460,532
TOTAL EQUITY AND LIABILITIES
6,855,967
5,444,556
26
Bisnode Annual Report 2007
Consolidated statement of changes in equity Equity attributable to equity holders of the Parent Company
SEK in thousands Balance at 1 January 2006
Other Share capital capital contributions 200,000
396,988
Cash flow hedges, net of tax
Retained earnings incl. profit for Reserves the year 26,175
92,801
Total
Minority interest
Total equity
715,964
21,147
737,111
10,770
10,770
Translation differences
-50,262
-50,262
171
-50,091
Net income/expense recognised directly in equity
-39,492
-39,492
171
-39,321
160,646
160,646
1,682
162,328
160,646
121,154
1,853
123,007
Profit for the year Total recognised income and expenses
-39,492
10,770
Convertible bonds – equity portion
4,443
4,443
4,443
Shareholder contributions received
140,000
140,000
140,000
Dividend relating to 2005
0
-4,839
-4,839
Minority interest divested
0
-13,643
-13,643
Minority interest acquired 144,443
0
-2,055
-2,055
144,443
-20,537
123,906
Balance at 31 December 2006
200,000
541,431
-13,317
253,447
981,561
2,463
984,024
Balance at 1 january 2007
200,000
541,431
-13,317
253,447
981,561
2,463
984,024
Fair value gains, net of tax: -Available-for-sale financial assets
18,158
18,158
111
111
111
-32,538
-32,538
-32,538
Translation differences
64,814
64,814
272
65,086
Net income/expense recognised directly in equity
50,545
50,545
272
50,817
274,605
274,605
6,254
280,859
274,605
325,150
6,526
331,676
Cash flow hedges, net of tax Cash flow hedges, transferred to the income statement
Profit for the year Total recognised income and expenses Convertion of convertible bonds
50,545 282,356
729,890
Convertible bonds – equity portion
-24,431
Shareholder contributions received
80,527
6,567
18,158
1,012,246
1,012,246
-17,864
-17,864
80,527
80,527
Dividend relating to 2006
0
-89
-89
Minority interest acquired
0
43,321
43,321
Other changes Balance at 31 December 2007
569
569
282,356
785,986
0
7,136
1,075,478
43,232
1,118,710
569
482,356
1,327,417
37,228
535,188
2,382,189
52,221
2,434,410
27
Bisnode Annual Report 2007
Consolidated cash flow statement SEK in thousands
2007
2006
347,004
279,025
Depreciation, amortisation and impairment losses
174,187
129,480
Capital gains and losses
-94,303
-47,419
Note
Cash flow from operating activities Profit before tax Adjustment for items not included in the cash flow, etc.
Other
45,596
61,576
Income tax paid
-46,269
-101,172
Cash flow from operating activities before changes in working capital
426,215
321,490
Cash flow from changes in working capital Increase (-)/Decrease (+) in inventories
-1,148
4,874
Increase (-)/Decrease (+) in receivables
30,785
-55,389
Increase (+)/Decrease (-) in trade payables Increase (+)/Decrease (-) in other current liabilities Cash flow from operating activities
26,935
-8,315
-12,817
-76,402
469,970
186,258
-610,827
Cash flow from investing activities Acquisition of subsidiaries, net of cash
39
-919,490
Investments in intangible assets
17
-54,499
-63,510
Investments in property, plant and equipment
18
-90,614
-110,212
Investments in available-for-sale financial assets
20
-14
-502
Internally generated assets
17
-42,184
-16,682
Sale of subsidiaries, net of cash
40
113,084
124,933
Sale of other financial assets Sale of intangble assets and property, plant and equipment Cash flow from investing activities
25,822
5,884
3,704
13,445
-964,191
-657,471
Cash flow from financing activities New borrowings Repayment of borrowings
714,152
722,441
-311,023
-416,950
Repayment of non-current receivables
19,278
Shareholder contributions Dividend paid to minority shareholders
140,000 -89
-4,839
Cash flow from financing activities
403,040
459,930
Cash flow for the year
-91,181
-11,283
Cash and cash equivalents at the beginning of the year
297,596
314,034
Exchange rate differences on cash and cash equivalents Cash and cash equivalents at the end of the year
8,037
-5,155
214,452
297,596
-104,222
-64,761
12,132
7,383
Supplementary information Cash flow from operating activities includes paid and received interest in the following amounts: Interest paid Interest received
28
Bisnode Annual Report 2007
Parent Company income statement SEK in thousands
Note
Personnel costs
11
Other external expenses
12
2007
2006
-10,842 -25,697
-1,209
Total operating expenses
-36,539
-1,209
Operating profit/loss
-36,539
-1,209
10,710
Result from financial items Results from participations in Group companies
13
652,560
Other interest income and similar items
14
143,113
87,923
Interest expenses and similar items
15
-108,043
-130,320
Total profit/loss from financial items
687,630
-31,687
Profit/loss after financial items
651,091
-32,896
-1,085
-2,012
650,005
-34,908
31/12/2007
31/12/2006
Tax on profit/loss for the year
16
Profit/loss for the year
Parent Company balance sheet SEK in thousands
Note
ASSETS Non-current assets Financial assets Participations in Group companies
1,365,727
1,365,727
Receivables from Group companies
21
1,216,621
1,216,621
Total financial assets
2,582,348
2,582,348
Total non-current assets
2,582,348
2,582,348
756,388
10,709
9,797
42,673
Current assets Current receivables Receivables from Group companies Other receivables Prepaid expenses and accrued income Total current receivables Cash and cash equivalents Total current assets TOTAL ASSETS
25
574
3,058
766,758
56,440
174
383
766,933
56,823
3,349,280
2,639,171
29
Bisnode Annual Report 2007
Parent Company balance sheet SEK in thousands
Note
31/12/2007
31/12/2006
482,356
200,000
39,980
59,968
1,253,093
486,732
650,005
-34,908
2,425,434
711,792
1
4,385
1
4,385
231,463
401,145
EQUITY AND LIABILITIES Equity Restricted equity Share capital
37
Statutory reserve Non-restricted equity Retained earnings Profit/loss for the year Total equity Provisions Deferred tax liabilities
27
Total provisions Non-current liabilities
26
Liabilities to credit institutions Liabilities to Group companies
691,382
Other liabilities
458,275
Total non-current liabilities
231,463
1,550,802
Liabilities to credit institutions
159,416
131,905
Liabilities to Group companies
472,117
240,031
Current liabilities
Tax liabilities
1,085
Other liabilities Accrued expenses and deferred income
45,474 31
Total current liabilities TOTAL EQUITY AND LIABILITIES
121
14,290
135
692,383
372,192
3,349,280
2,639,171
Memorandum Items Assets pledged
36
1,983,342
1,646,355
Contingent liabilities
36
None
None
30
Bisnode Annual Report 2007
Parent Company statement of changes in equity
SEK in thousands Opening balance at 1 January 2006
Share capital
Statutory reserve
Nonrestricted equity
Total equity
200,000
59,968
340,660
600,628
Convertible bonds – equity portion
4,443
4,443
Shareholder contributions received
140,000
140,000
Cash flow hedges -– net of tax Profit/loss for the year
1,629
1,629
-34,908
-34,908
Closing balance at 31 December 2006
200,000
59,968
451,824
711,792
Opening balance at 1 January 2007
200,000
59,968
451,824
711,792
Convertion of convertible bonds
282,356
729,890
1,012,246
2,124
-17,864
Convertible bonds – equity portion
-19,988
Shareholder contributions received
80,528
80,528
Cash flow hedges – net of tax
-11,273
-11,273
Profit/loss for the year
650,005
650,005
1,903,098
2,425,434
Closing balance at 31 December 2007
482,356
39,980
31
Bisnode Annual Report 2007
Parent Company cash flow statement SEK in thousands
Note
2007
2006
651,091
-32,896
Cash flow from operating activities Profit/loss after financial items Adjustment for items not included in the cash flow, etc. Anticipated dividend
-650,000
Interest expense capitalised
68,194
67,120
Other non-cash flow items
-2,560
26,390
66,725
60,614
Cash flow from operating activities before changes in working capital Cash flow from changes in working capital Increase (-)/Decrease (+) in receivables
-7,307
890
Increase (+)/Decrease (-) in other current liabilities
14,457
-145
73,875
61,359
0
-3,071
Cash flow from operating activities Cash flow from investing activities Acquisition of subsidiaries, net of cash Cash flow from investing activities
-3,071
Cash flow from financing activities New borrowings Repayment of borrowings Change in Group balances
904
42,523
-142,171
-289,313
67,183
-336,151
Shareholder contributions
140,000
Shareholder loans Cash flow from financing activities
383,602 -74,084
-59,339
-209
-1,051
Cash and cash equivalents at the beginning of the year
383
1,434
Cash and cash equivalents at the end of the year
174
383
-32,659
-24,208
97,331
82,839
Cash flow for the year
Supplementary information Cash flow from operating activities includes paid and received interest in the following amounts: Interest paid Interest received
32
Bisnode Annual Report 2007
Accounting policies and notes Note 1. General information Bisnode Business Information Group AB, with Corporate Identity Number 556681-5725, is a subsidiary of Ratos AB, 556008-3585. The Bisnode Group is one of the leading suppliers of digital business and decision support information in Europe, specialising in credit, market and product information. The Group operates in 19 countries. Bisnode Business Information Group AB is a public Swedish limited liability company that is registered in Stockholm. The address to the head office is Sveavägen 168, S168, SE-105 99 Stockholm. The consolidated financial statements were approved by the board and the CEO on 12 March 2008 and will be presented to the 2008 Annual General Meeting for adoption.
Note 2. Summary of significant accounting policies The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies remain unchanged from the previous year unless otherwise stated. 2.1 Basis for preparation The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as approved by the EU and with the standard RR30:06, Supplementary accounting rules for groups, and the Annual Accounts Act. The consolidated financial statements have been prepared under the historical cost convention, as modified by the revaluation of availablefor-sale financial asset and derivative financial instruments at fair value through equity in accordance with hedge accounting. All amounts are in thousands of Swedish kronor (SEK thousands) unless otherwise stated. 2.2 Consolidation (a) Subsidiaries Subsidiaries are all entities over which the Group has the power to govern the financial and operating policies accompanying a shareholding of more than one half of the voting rights. The existence and effect of potential voting rights that are currently exercisable or convertible are considered when assessing whether the Group controls another entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are de-consolidated from the date that control ceases. The purchase method of accounting is used to account for the acquisition of subsidiaries by the Group. The cost of an aqcuisition is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the acquisition. Identifiable assets acquired and liabilities and contigent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date, irrespective of the extent of any minority interest. The excess of the cost of acquisition over the fair value of the Group’s share of the identifiable net assets acquired is recorded as goodwill. If the cost of acquisition is less than the fair value of the net assets of the subsidiary acquired, the difference is recognised directly in the income statement among other operating income. Intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated. Unrealised losses are also eliminated but considered an impairment indicator of the asset transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group. (b) Associates Associates are all entities over which the Group has significant influence but not control, generally accompanying a shareholding of between 20% and 50% of the voting rights. Participations in associates are accounted for using the equity method of accounting and are initially recognised at cost. The Group’s participations in associates includes goodwill identified on acquisition, net of any accumulated impairment loss (point 2.5). The Group’s share of its associates’ post-acquisition profits or losses is recognised in the income statement, and its share of post-acquisition movements in reserves are recognised in reserves. Shares of profit/loss in associates are included in operating profit since the operations of associates are closely related to those
of other group companies. The cumulative post-acquisition movements are adjusted against the carrying amount of the investment. When the Group’s share of losses in an associate equals or exceeds its interest in the associate, including any other unsecured receivables, the Group does not recognise further losses, unless it has incurred obligation or made payments on behalf of the associate. Unrealised gains on transactions between the Group and its associates are eliminated to the extent of the Group’s interest in the associates. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of associates have been changed where necessary to ensure consistency with the policies adopted by the Group. (c) Transactions with minority shares The Group applies a policy of treating transactions with minority interests as transactions with parties external to the Group. Purchases from minority interests result in goodwill, being the difference between any consideration paid and the relevant share acquired of the carrying value of the net assets of the subsidiary. Disposals to minority interest result in gains and losses for the Group that are recorded in the income statement. 2.3 Segment reporting The Group’s primary segment is business units and the secondary is geographical areas. A business unit is a group of assets and operations engaged in providing products or services that are subject to risks and returns that are different from those of other business segments. The geographical areas provide products or services within an economic environment that is subject to risks and returns that are different from those of segments operating in other economic environments. 2.4 Foreign currency translation (a) Functional and presentation currency Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (“the functional currency”). The consolidated financial statements are reported in Swedish kronor (SEK), which is the Parent Company’s functional and presentation currency. (b) Transactions and balances Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement, except when deferred in equity as qualifying cash flow hedges and qualifying net investment hedges. Translation differences on non-monetary items, such as equity held at fair value through profit or loss, are reported as part of the fair value gain or loss. Translation differences on non-monetary items such as shares classified as available-for-sale, are reported directly in equity. c) Group companies The results and financial position of all the group entities (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows: ( i ) assets and liabilities for each balance sheet presented are translated at the closing rate at the date of that balance sheet; ( ii ) income and expenses for each income statement are translated at average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the rate on the dates of the transactions); and (iii ) all resulting exchange differences are recognised as a separate component of equity. On consolidation, exchange differences arising from the translation of the net investment in foreign operations, and of borrowings and other currency instruments designated as hedges of such investments, are taken to shareholders’ equity. When a foreign operation is disposed of or sold, such exchange rate differences are recognised in the income statement as part of the gain or loss on sale.
33
Bisnode Annual Report 2007
Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated at the closing rate. 2.5 Intangible assets (a) Goodwill Goodwill represents the excess of the cost of an acquisition over the fair value of the Group’s share of the net identifiable assets of the acquired subsidiary/associate at the date of acquisition. Goodwill on acquisitions of subsidiaries is included in intangible assets. Goodwill on acquisitions of associates is included in participations in associates. Goodwill is tested annually for impairment and carried at cost less accumulated impairment losses. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold. Goodwill is allocated to cash generating units for the purpose of impairment testing. The Group’s cash generating units consists of the five business units. (b) Trademarks Trademarks are shown at historical cost. Trademarks have a finite useful life and are carried at cost less accumulated amortisation. Amortisation is calculated using the straight-line method to allocate the cost of trademarks over their estimated useful lives. Useful lives have been estimated at 20 years in all cases. (c) Databases and computer systems Databases and computer systems are capitalised on the basis of the costs incurred to acquire them. These costs are amortised over their estimated useful lives (5-10 years). (d) Customer relationships Capitalised customer relationships refer only to those identified in a business combination. Customer relationships have been valued on the basis of the so-called Multi-period Excess Earnings Method, an earnings-based method, and are amortised using the straight-line method over the estimated useful lives of the assets. Estimated useful lives have been calculated on the basis of the customers’ average rate of business renewal in each company and result in amortisation periods of between 4 and 20 years. (e) Other intangible assets Other intangible assets principally refer to systems development in progress and capitalised development expenditure. For the capitalisation of internal development project, the project expense has to exceed SEK 500 thousand, and the investment has to be of significant value to the business in future years. Capitalised expenditure are amortised over 5 years. 2.6 Property, plant and equipment Property, plant and equipment are stated at historical cost less depreciation. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other repairs and maintanance are recognised in the income statement during the financial period in which they are incurred. Land is not depreciated. Depreciation on other assets is calculated using the straight-line method to allocate their cost to their residual values over their estimated useful lives, as follows: Buildings Computers Servers Office equipment Other equipment
25 – 50 years 3 – 5 years 5 – 10 years 5 – 10 years 5 – 20 years
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet date. An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount (Note 2.7). Gains and losses on disposal are determined by comparing the proceeds with the carrying amount and are recognised in the income statement.
2.7 Impairment Assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment, as well as whenever an indication of impairment requirement arises. Assets that are subject to amortisation are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised from the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash generating units) (Note 17). 2.8 Financial assets The Group classifies its financial assets in the following categories: at fair value through profit or loss, loans and receivables, held-to-maturity investments, and available-for-sale financial assets. The classification depends on the purpose for which the financial assets were acquired. Management determines the classificiation of its financial assets at initial recognition and reviews the classificiation at each reporting date. (a) Financial assets and liabilities at fair value through profit and loss This category has two sub-categories: financial assets held for trading, and those that are designated to the category upon initial recognition. A financial asset is classified in this category if acquired principally for the purpose of selling in the short term or if this classification is determined by management. Derivatives are also classified as held for trading unless they are designated as hedges. Assets in this category are classified as current assets if they are either held for trading or are expected to be sold within 12 months of the balance sheet date. During the financial year, the Group had no assets belonging to this category. (b) Loans and receivables Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They characteristically arise when the Group supplies money, goods or services directly to a customer without intending to trade with the claim that has arisen. They are included in current assets, except for maturities greater than 12 months after the balance sheet date. These are classified as fixed assets. This category includes Trade and other receivables in the balance sheet (Note 22). (c) Held-to-maturity investments Held-to-maturity investments are non-derivative financial assets with fixed or determinable payments and fixed maturity that the Group has the positive intention and ability to hold to maturity. During the financial year, the Group had no assets belonging to this category. (d) Available-for-sale financial assets Available-for-sale financial assets are non-derivatives that are either designated in this category or not classified in any of the other categories. They are included in non-current assets unless management intends to dispose of the investment within 12 months of the balance sheet date. Regular purchases and sales of financial assets are recognised on the trade-date – the date on which the Group commits to purchase or sell the asset. Investments are initially recognised at fair value plus transaction costs, for all financial assets not carried at fair value through profit or loss. Financial instruments are derecognised when the rights to receive cash flows from the investments have expired or have been transferred and the Group has transferred substantially all risks and rewards of ownership. Available-for-sale financial assets and financial assets at fair value through profit or loss are subsequently carried at fair value. Loans and receivables and financial investments held to maturity are carried at amortised cost using the effective interest method. Realised and unrealised gains or losses arising from changes in the fair value of the financial assets at fair value through profit or loss are presented in the income statement in the period in which they arise. Unrealised gains or losses arising from changes in the fair value of instruments classified as available-for-sale are recognised in equity. When instruments classified as available-for-sale are sold or impaired, the accumulated fair value adjustments are included in the income statement as gains and losses from financial instruments.
34
Bisnode Annual Report 2007
The fair values of quoted investments are based on current bid prices. If the market for a specific financial asset is not active (and for unlisted securities), the Group establishes fair value by using valuation techniques. These include the use of recent arm’s length transactions, reference to other instruments that are substantially the same, discounted cash flow statement and option pricing models that have been refined to reflect the issuer’s special conditions. The Group assesses at each balance sheet date whether there is objective evidence that a financial asset or a group of financial assets is impaired. In the case of equity securities classified as available-for-sale, a significant or prolonged decline in the fair value of the security below its cost is considered as an indicator that the securities are impaired. If any such evidence exists for available-for-sale financial assets, the cumulative loss - measured as the difference between the acquisition cost and the current fair value, less any impaiment loss on that financial asset previously recognised in profit or loss – is removed from equity and recognised in the income statement. Impairment losses recognised in the income statement on equity instruments are not reversed through the income statement. 2.9 Synthetic securities The Group has issued synthetic options for senior management and members of the board. These synthetic options have been issued at a market premium. The issued options are recognised and valued in compliance with IAS 39. Paid premiums are initially recognised as a financial liability. The liability is continuously re-valued at fair value in accordance with the same principles at the time of issue, through the application of the Black & Scholes model, taking into account applicable terms. Market value changes during the term of the option are recognised directly in the income statement as financial income or expense. 2.10 Derivative financial instruments Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently remeasured at their fair value. The method of recognising the resulting gain or loss depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged. The Group designates certain derivatives as either: (1) hedges of the fair value of recognised liabilities (fair value hedge); (2) hedges of a particular risk associated with a recognised liability or a highly probable forecast transaction (cash flow hedge); or (3) hedges of a net investment in a foreign operation (net investment hedge). As of balance sheet date, the Group uses only cash flow hedges. The Group documents, at the inception of the transaction, the relationship between hedging instruments and hedged items, as well as its risk management objectives and strategy for undertaking various hedging transactions. The Group also documents its assessment, both at hedge inception and on an ongoing basis, of whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in fair values or cash flows of hedged items. Cash flow hedges The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges are recognised in equity. The gain or loss relating to the ineffective portion is recognised immediately in the income statement as financial expense. Amounts accumulated in equity are recycled in the income statement in the periods when the hedged item affects profit or loss (for example, when the forecast sale that is hedged takes place). However, when the forecast transaction that is hedged results in the recognition of a non-financial asset (for example, inventory) or a liability, the gains and losses previously deferred in equity are transferred from equity and included in the initial measurement of the cost of the asset. When a hedging instrument expires or is sold, or when a hedge no longer meets the criteria for hedge accounting, any cumulative gain or loss existing in equity at the time remains in equity and is recognised when the forecast transaction is ultimately recognised in the income statement. When a forecast transaction is no longer expected to occur, the cumulative gain or loss that was reported in equity is immediately transferred to the income statement. 2.11 Inventories Inventories are stated at the lower of cost and net realisable value. Cost is determined using the first-in, first-out (FIFO) method. The cost of finished goods and work in progress comprises design costs, raw materials, direct labour, other direct costs and related production overheads (based on normal operating
capacity). It excludes borrowing costs. Net realisable value is the estimated selling price in the ordinary course of business, less applicable variable selling expenses. 2.12 Trade receivables Trade receivables are recognised initially at fair value, less provision for impairment. A provision for impairment of trade receivables is established when there is objective evidence that the Group will not be able to collect all amounts due according to the original terms of the receivables. The amount of the provision is the difference between the asset’s carrying amount and the present value of the estimated future cash flows. The provision is recognised in the income statement among other expenses. 2.13 Cash and cash equivalents Cash and cash equivalents includes cash in hand, deposits held at call with banks and short-term investments. Short-term investments consist of securities with maturities of less than three months. 2.14 Borrowings Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the income statement over the period of the borrowings using the effective interest method. The fair value of the liability portion of a convertible bond is determined using a market interest rate for an equivalent non-convertible bond. This amount is recorded as a liability on an amortised cost basis until extinguished on conversion or maturity of the bond. The remainder of the proceeds is allocated to the conversion option. This is recognised in shareholders’ equity, net of tax. Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the balance sheet date. 2.15 Taxes Deferred tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. However, the deferred tax is not accounted for if it arises from initial recognition of an asset or a liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss. Deferred tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred tax asset is realised or the deferred tax liability is settled. Deferred tax relating to items that are recognised directly in shareholders’ equity is recognised directly in shareholders’ equity. Deferred tax assets are recognised to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised. Deferred income tax assets and liabilities are offset when there is a legal right to offset current income tax assets and liabilities and when deferred taxes refer to the same tax authority. Temporary differences arising from investments in subsidiaries and associates where the Group is able to control the timing of the reversal of the temporary difference and it is not probable that the temporary difference will be reversed in the foreseeable future is not recognised. 2.16 Employee benefits (a) Pension obligations Group companies operate various pension schemes. The schemes are generally funded through payments to insurance companies or trustee-administered funds, determined by periodic actuarial calculations. The Group has both defined benefit and defined contribution plans. A defined benefit plan is a pension plan defining an amount of pension benefit that an employee will receive on retirement, usually dependent on one or more factors such as age, years of service and compensation. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. The Group has no legal or constructive obligations to pay further contributions to the defined contribution pension plans if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.
35
Bisnode Annual Report 2007
The liability recognised in the balance sheet in respect of defined benefit pension plans is the present value of the defined benefit obligation at the balance sheet date less the fair value of plan assets, together with adjustments for unrecognised actuarial gains or losses. The defined benefit obligation is calculated annually by independent actuaries using the projected unit credit method. The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows by using interest rates of high-quality corporate bonds that are denominated in the Currency in which the benefits will be paid and that have terms to maturity approximating to the terms of the related pension liability. The Group applies the corridor rule which states that actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions in excess of the greater of 10% of the value of the plan assets or 10% of the defined benefit obligation are charged or credited to income over the employees’ expected average remaining working lives. Past-service costs are recognised immediately in income, unless the changes to the pension plan are conditional on the employees remaining in service for a specific period of time (the vesting period). In this case, the past-service costs are amortised on a straight-line basis over the vesting period. For defined contribution plans, the Group pays contributions to publicly or privately administered pension insurance plans on a mandatory, contractual or voluntary basis. The Group has no further payment obligations once the contributions have been paid. The contributions are recognised as employee benefit expenses when they are due. Prepaid contributions are recognised as an asset to the extent that a cash refund or reduction in the future payments is available. (b) Termination benefits Termination benefits are payable when employment is terminated by the Group before the normal retirement date, or whenever an employee accepts voluntary redundancy in exchange for these benefits. The Group recognises termination benefits when it is demonstrably committed to either: terminating the employment of current employees according to a detailed formal plan without possibility of withdrawal; or providing termination benefits as a result of an offer made to encourage voluntary redundancy. 2.17 Provisions Provisions for restructuring costs, legal claims etc. are recognised when: the Group has a present legal or constructive obligation as a result of past events; it is probable that an outflow of resources will be required to settle the obligation; and the amount has been reliably estimated. Restructuring provisions comprise lease termination penalties and employee termination payments. Provisions are not recognised for future operating losses. 2.18 Revenue recognition Revenue comprises the fair value of the consideration received or receivable for the sale of goods and services, excluding value-added tax and discounts and after eliminating intra-group sales. Revenue is recognised as follows: (a) CD income For one-off sales of CDs, income is recognised in its entirety at the time of the sale. At the time of sales of CD subscriptions, income is accrued over the contract period or allocated in equal parts according to the number of CD’s distributed. (b) Catalogue operations Income from catalogue operations is recognised when the catalogue is distributed. (c) Online income Online income is accrued over the period to which the contract refers, or according to the customer’s use. (d) Royalty income Royalty income is recognised on an accrual basis in accordance with the substance of the relevant agreements. (e) Dividend income Dividend income is recognised when the right to receive payment is established.
2.19 Leases Leases for non-current assets where the Group substantially carries all the risks and rewards incidental to ownership of an asset are classified as finance leases. The leased asset is recognised as a non-current asset and a corresponding financial liability is recognised in interest-bearing liabilities. The initial value of these two items comprises the lower of the fair value of the assets or the present value of the minimum lease payments. Future lease payments are divided between amortisation of the liability and financial expenses, so that every accounting period is charged with an interest amount corresponding to a fixed interest rate on the reognised liability in each period. The leased asset is depreciated according to the same principles that apply to other assets of the same type. If it is uncertain whether the asset will be taken over at the end of the leasing period, the asset is depreciated over the lease term if this is shorter than the useful life that applies to other assets of the same type. Leases for assets where the risks and rewards incidental to ownership essentially remain with the lessor are classified as operating leases. The lease payments are recognised as an expense on a straight-line basis over the lease term. 2.20 Dividend distribution Dividend distribution to the Parent Company’s shareholders is recognised as a liability in the consolidated financial statement in the period in which the dividends are approved by the Parent Company’s shareholders. 2.21 Cash flow statement The cash flow statement is prepared in accordance with the indirect method. The reported cash flow includes only transactions that lead to cash payments or disbursements. 2.22 Clarification of IFRS standards or interpretations to standards that are not yet effective and that will have a significant effect on future financial statements IFRS 8 – Operating Segments The standard is effective from 1 January 2009 and addresses the division of businesses into segments. The standard requires an entity to present segment information on the same basis as that used for internal reporting purposes. Bisnode’s assessment is that the standard will have no significant impact on future financial statements. IAS 23 – Borrowing Costs (amendment) The amendment to the standard is effective from 1 January 2009 but is still subject to endorsement by the European Union. The amendment requires an entity to capitalise borrowing costs directly attributable to the acquisition, construction or production of assets that takes a substantial period of time to get ready for use or sale. The Group is currently not capitalising borrowing costs but the amendment to the standard might lead to future capitalisation of borrowing costs in connection to substantial IT investments. IFRS 3 – Business combinations (amendment) This amendment is effective from 1 July 2009 and will be applied by the Group from 1 January 2010. The amendment to the standard is still subject to endorsement by the European Union. The amendment will have an effect on how future business combinations will be accounted for, i.e. the accounting of transaction costs, possible contingent considerations and business combinations achieved in stages. The amendment to the standard will not have any impact on previous business combinations but will have an effect on how the Group account for future business combinations. 2.23 The Parent Company’s accounting policies The Parent Company has prepared its annual report in accordance with the Swedish Annual Accounts Act and the Swedish Financial Accounting Standards Council’s standard RR32:06 Accounting for Legal Entities. RR32:06 states in the report for the legal entity, the Parent Company shall apply all EU-endorsed IFRS and statements as far as possible within the framework of the Annual Accounts Act and the Pension Protection Act, and with respect to the connection between accounting and taxation. The standard specifies what exceptions from or additions to the IFRSs shall be made. The Parent Company’s accounting policies correspond to the Group’s accounting policies in all material aspects.
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Bisnode Annual Report 2007
Group contributions Group contributions are recognised according to their economic content. Group contributions received from subsidiaries are equated with dividends and recognised as financial income.
Note 3. Financial risk management 3.1 Financial risk factors Through its activities, the Group is exposed to a variety of financial risks: market risk (including foreign exchange risk and interest rate risk), credit risk and liquidity risk. The Group’s overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Group’s financial performance. The Group uses derivative financial instruments to hedge certain risk exposures. Risk management is carried out by a central treasury department in the Group company Bisnode AB, under policies approved by the Board of Directors. The treasury department administers the Group’s central accounts and identifies, evaluates and hedges financial risks in close cooperation with the Group’s operating units. a) Market risk Foreign exchange risk The Group operates in 19 countries and is exposed to foreign exchange risk arising from various currency exposures, primarily with respect to the Euro, UK pound and Norwegian and Danish kronor. Foreign exchange risk arises from future commercial transactions, recognised assets and liabilities and net investments in foreign operations. The Group’s foreign exchange risk is divided internally into transaction exposure, balance exposure and cash exposure. The table below analyses the impact of changes in the primary currencies on the Group’s profit before tax: 2007 Change in SEK SEK in thousands Euro
2006 Change in SEK
+10%
-10%
+10%
-10%
EUR
7,515
-7,515
1,166
-1,166 -11,985
UK pound
GBP
12,174
-12,174
11,985
Norwegian kronor
NOK
-8,344
8,344
1,775
-1,775
Danish kronor
DKK
4,532
-4,532
7,709
-7,709
The table above shall be interpreted as follows: If the swedish kronor had strengthened by 10% against the UK pound with all other variables held constant, pre-tax profit for the year would have been SEK 12,174 thousand (11,985) higher. All changes in pre-tax profits are mainly due to foreign exchange gains/losses on translation of cash and cash equivalents. – Transaction exposure Transaction exposure is the risk that operating revenue or expenses will be negatively affected as a result of foreign currency fluctuations. Each company manages its transaction exposure as part of its overall activities. The basic principle for all business transactions is for revenue and expenses to be denominated in the same operating currency. Foreign exchange exposure in specific large transactions and larger flows into subsidiaries may be hedged. – Balance exposure Balance exposure is the risk that net assets in foreign subsidiaries will be affected by exchange rate fluctuations. The Group’s policy is that long-term subsidiary holdings do not need to have foreign currencies hedged. This is partly to produce a good spread of risk between foreign and Swedish assets and partly to avoid short-term, major negative liquidity effects for the owners. By this reasoning, investments in and loans from subsidiaries to any of the subsidiaries, which are of a long-term nature, are comparable to reported net assets. However, hedging of foreign exchange exposure is required for the value of foreign assets and/or subsidiaries that are planned to be sold.
– Cash exposure Cash exposure occurs when a bank balance is held in a foreign currency other than the operating currency or when the surplus liquidity in one country is transferred to a country with a different foreign currency. Large amount may be hedged. Interest rate risk The Groups’ interest rate risk arises primarily from long-term borrowings. The Groups’ finance policy states that interest should not be fixed for more than 12 months unless otherwise stated by current bank agreements. According to the current bank agreements 90 per cent of total borrowings shall carry fixed interest. The Group uses interest rate swaps to convert from variable to fixed interest and achieve the desired fixed interest on the loans. The Group continually analyses its interest rate exposure. Various scenarios are simulated taking into consideration refinancing, alternative financing and hedging. Based on these scenarios, the Group calculates the impact on profit and loss of a defined interest rate shift. b) Credit risk The Group has operations in 19 countries and thus no significant concentration of credit risks. The credit risk is also further limited by financing a significant portion of operations through advance payments. Surplus liquidity in specific companies in countries without a central bank account may be invested locally to the extent that it would be unrealistic to use the surplus liquidity in the Group. Such investments should be made only in established banks with a rating of at least K1 or A-2. Derivative contracts and cash transactions are entered into only with European business banks with high credit ratings. c) Liquidity risk Bisnode continually assesses its future capital needs on the basis that the Group should be able to control a minimum of SEK 50 million, including available bank funds, etc., with two banking days’ notice. Of the loan share, including unused committed credits but excluding pension liabilities, a maximum of 33% may be due for payment within one year and 66% within two years. The Group uses bank overdraft facilities to handle short-term fluctuations in liquidity needs. Management monitors liquidity on the basis of a rolling two-week projection. This projection, which is prepared weekly, provides details of expected incoming and outgoing payments and cash balances. In connection with the acquisition or sale of companies, the effects of the transaction in question are analysed in detail with respect to future cash flows and the capital structure of the company. The table below analyses the Group’s financial liabilities that will be settled on a net basis into relevant maturity groupings based on the remaining time to contractual maturity at the balance sheet date. The amounts disclosed in the table are the contractual undiscounted cash flows. 31/12/2007 SEK in thousands Bank borrowings Borrowings for financial lease Derivative financial instruments Other borrowings Trade and other payables 31/12/2006 SEK in thousands Bank borrowings
Maturity date Within Between Later than 1 year 1-5 years 5 years 435,920 1,909,074 6,908
29,058
82,324
106,728
166,299
20,696
1,328,286
9,320
Maturity date
260,459 1,584,938 1,634,231 79,623
Synthetic securities Trade and other payables
5,174
Within Between Later than 1 year 1-5 years 5 years
Convertible bonds Other borrowings
101,572
5,498
21,992
1,013,886
6,488
10,996
37
Bisnode Annual Report 2007
3.2 Financial risk management The Group’s objectives for management of capital are to safeguard the Group’s ability to continue as a going concern and to maintain an optimal capital structure and thereby reduce the cost of capital. The Group monitors capital principally on the basis of net debt. The current interest rate margin, and thus the cost of capital, is based on the net debt to EBITDA ratio. According to current bank covenants, net debt is defined as total interest-bearing debt, including borrowings for finance leases and provisions for pensions but excluding shareholder loans and convertible bonds, less cash and cash equivalents. EBITDA is defined as Earnings Before Interest, Taxes, Depreciation and Amortisation. Management regularly monitors and analyses the net debt based on changes in, for example, cash flow from operating and investing activities. The net debt at 31 December 2007 was SEK 2,297 million (1,673). The increase is explained by the period’s acquisitions. The change in net debt is shown below: SEK in thousands
31/12/2007
31/12/2006
Borrowings
Note 26
2,376,562
2,845,842
less: Convertible bonds
Note 26
-143,845
-1,070,033
Provisions for pensions
Note 28
191,425
179,728
Additional purchase prices
Note 29
105,388
20,475
Other interest-bearing liabilities
Note 30
1,956
941
less: Cash and cash equivalents
Note 24
-214,452
-297,596
less: Interest-bearing receivables
Note 22
-20,051
-6,371
2,296,983
1,672,986
Net debt
3.3 Fair value estimation The fair value of financial instruments traded in active markets (such as trading and available-for-sale securities) is based on quoted market prices at the balance sheet date. The quoted market price used for financial assets held by the Group is the current bid price. The quoted market price used for financial liabilities is the actual asking price.
Note 4. Critical accounting estimates and judgements The preparation of financial statements in accordance with IFRS requires the management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. These estimates and judgements are based on historical experience and other factors that are belived to be reasonable under the circumstances. Actual outcomes may differ from these estimates and assumptions if other measures are taken and other conditions exist. The estimates and judgements that have a significant risk of causing material adjustments in future financial years are outlined below. Impairment of Goodwill Goodwill is reviewed for impairment annually or whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. The Group’s annual impairment testing of goodwill is based on estimates and judgements about future growth, profitability and investment levels (Note 17). Available-for-sale financial assets The fair values of quoted financial assets are based on current quoted bid prices. For unlisted securites the Group determines fair value through valuation techniques which requires the use of assumptions about discount rate and future cash flows from the assets (Note 20). Pension obligations The present value calculation of defined benefit obligations makes assumptions about annual salary increase, inflation and employee turnover. Current interest rates of high quality corporate bonds with an appropriate maturity are used as discount interest rates (Note 28).
38
Bisnode Annual Report 2007
Note 5. Segment reporting Segment reporting is established for the Group’s business segments and geographical segment. The Group’s internal reporting is mainly carried out through the business units, with the business segments consequently forming the primary basis for segmentation. Segment revenue, expenses, assets and liabilities include amounts of such items that can be allocated to a segment on a resonable basis. Only items that are directly attributable to the operating activities of the respective segments are allocated. Segment revenue does not include interest or dividend income, gains on sale of investments or income tax expense. The corresponding balance sheet items are not included in the allocation of assets and liabilities to the respective segments. Goodwill cannot be distributed between geographical areas and is therefore not included in assets in the secondary segment. The segment’s net investments include all investments in intangible assets and property, plant and equipment, including own work capitalised. All transactions between business units are carried out on an arm’s length basis.
Credit & Risk Information (CRI), offers a wide selection of products and sercvices for credit rating and makes it possible to manage risks in sales, purchases and other business processes.
Primary reporting format – business segments The Group’s operations are organised into five business units, which constitue the primary segments:
Central units/eliminations include, apart from elimination of internal revenue, costs related to central administration and investments in central development projects.
Product Databases & Trade Press (PDT), offers advertising space in business magazines, catalogues and online services. The customers are primarily suppliers of industrial components. Business & Market Information (BMI), offers a large number of services for decision-makers and specialists. These are primarily delivered as online services and directly to the customer systems. Service & Venture Development (SVD), is responsible for the Group’s service companies and for central development of products and services.
CRM & Direct Marketing (CRM), offers services in customer relationship management and direct marketing with the focus on supplying information directly to the customer systems.
CRM Revenue Revenue Internal revenue Other operating income Total operating income
CRI
PDT
BMI
Central units/ eliminations
SVD
2007
2006
2007
2006
2007
2006
2007
2006
2007
2006
1,207,126
778,364
1,236,801
1,075,266
199,337
171,239
909,218
814,590
346,179
361,066
9,281
9,063
7,604
6,273
3,929
16,145
14,407
462,105
273,852
2007
Total
2006
2007
2006
384
1,833
3,899,045
3,202,358
-499,064
-303,595
4,710
1,073
28,848
5,022
445
653
27,722
1,212
100,138
19,033
-5,861
63,562
156,002
90,555
1,221,117
788,500
1,273,253
1,086,561
203,711
171,892
953,085
830,209
908,422
653,951
-504,541
-238,200
4,055,047
3,292,913
-88
102
487
-46
12,348
9,782
12,747
9,838
95,892
45,575
73,325
63,277
21,099
9,381
228,179
173,730
210,760
243,906
-130,977
-93,127
498,278
442,742
2,119,835
779,992
1,956,611
1,833,394
343,645
312,048
1,796,971
1,869,490
1,315,028
1,347,386
-945,024
-945,552
6,587,066
5,196,758
4,984
2,956
78,428
2,956
83,577
365,879
112,926
514,936
424,755
98,772
83,707
236,794
297,411
227,206
296,796
-123,297
-202,760
1,320,290
1,012,835
Share of profit/loss in associates Operating profit Other information Assets of which participations in associates Liabilities Gross investments Depreciation/amortisation Impairment losses
165
48,822
20,361
30,063
18,260
1,205
2,855
13,684
9,532
90,417
78,386
3,106
61,010
187,297
190,404
-41,016
-17,840
-57,519
-49,399
-4,413
-4,303
-25,481
-24,544
-39,763
-29,763
-4,043
-2,641
-172,235
-128,490
-1,040
-211
-275
-62
-2
-6,650
-634
-9,995
-5,757
-1,951
-22,675
There are no significant non-cash items, other than depreciation, amortisation and impairment losses.
Secondary reporting format – geographical segments The Group’s secondary reporting format is geographical areas. The segment is divided into three geographical areas – Nordic region, Western Europe and Central Europe. Revenue
Assets
Gross investments
2007
2006
2007
2006
2007
2006
Nordic region
2,445,363
2,295,354
1,022,771
1,095,726
97,210
87,069
Western Europe
1,284,463
776,227
1,257,778
707,269
83,535
99,396
169,219
130,777
109,548
89,220
6,552
3,939
3,899,045
3,202,358
2,390,097
1,892,215
187,297
190,404
Central Europe Total
39
Bisnode Annual Report 2007
Note 6. Other operating income
Note 7. Board members and senior executives Group
2007
2007
2006
Sale of subsidiaries
76,805
65,561
Sale of associates
14,628
1,372
Sale of available-for-sale financial assets Sale of property, plant and equipment Foreign exchange gains of an operating nature Own work capitalised
3,139
Other operating income Total
Group
358
4,241
5,246
482
42,184
16,246
13,643
1,954
156,003
90,555
Negative goodwill recognised in the income statement
2006
No. on of No. on of balance which balance which date men date men
699
Board members
474
431
362
337
Chief executive officer and other senior executives
323
240
234
179
Board members
7
6
6
6
Chief executive officer and other senior executives
2
2
1
1
Parent Company
Note 8. Average number of employees. Average number of board members, CEO and senior executives 2007 Average number of employees
2006 of which men
2007
Average number of employees
of which men
2006
Average no. of board, members, CEO and senior executives
Austria
46
19
33
13
4
2
Belgium
108
65
14
8
16
1
Czech Republic Denmark
58
25
47
18
14
2
110
58
108
55
28
28
Estonia
8
1
2
1
2
4
Finland
47
21
44
21
14
28
France Germany
77
42
4
1
5
2
400
234
262
150
37
62
Hungary
53
14
53
14
13
8
Ireland
29
16
25
12
3
0
Netherlands
100
59
36
18
33
7
Norway
309
189
261
161
43
43
Poland
88
28
74
38
3
2
Slovakia
15
1
11
2
3
0
Slovenia
40
19
40
17
1
3
Sweden
989
543
1,042
545
223
214
Switzerland United Kingdom Total
74
40
71
38
9
5
240
131
270
140
44
43
2,790
1,505
2,397
1,252
495
453
The total number of employees in the Group at 31 December 2007 was 3,008 (2,524).
40
Bisnode Annual Report 2007
Note 9. Wages, salaries and other remuneration – Group Wages, salaries and other remuneration
2007
Board of Directors, CEO and senior executives
of which bonuses etc.
Other employees
Total
Social security costs
of which pension costs
Total
Austria
1,581
546
16,036
17,617
4,421
3,237
22,038
Belgium
12,920
3,662
43,854
56,774
14,089
1,676
70,863
Czech Republic
1,997
359
6,191
8,188
2,685
309
10,873
Denmark
7,507
315
55,812
63,319
4,892
4,114
68,211
774
1,001
362
14,316
20,734
4,717
3,936
25,451 254,152
Estonia
227
Finland
6,418
France
1,082
1,363
6,298
835
27,432
33,730
13,270
Germany
20,213
2,779
196,550
216,763
37,389
4,141
Hungary
2,409
298
4,214
6,623
2,818
1,278
9,441
Ireland
3,755
601
5,475
9,230
962
46
10,192
Netherlands
47,000
3,940
601
33,487
37,427
6,252
934
43,679
Norway
24,087
1,947
140,473
164,560
38,642
4,236
203,202
Poland
831
193
8,188
9,019
1,863
1,863
10,882
845
845
293
Slovakia
1,138
Slovenia
916
287
6,834
7,750
4,652
2,451
12,402
Sweden
76,061
14,368
377,502
453,563
218,295
60,560
671,858
6,026
1,036
36,165
42,191
6,560
2,794
48,751
21,677
3,585
81,426
103,103
14,749
3,156
117,852
196,863
32,494
1,055,574
1,252,437
376,911
94,731
1,629,348
of which pension costs
Total
Switzerland United Kingdom Total
Wages, salaries and other remuneration
2006 Austria Belgium
Board of Directors, CEO and senior executives
of which bonuses etc.
Other employees
Total
Social security costs
1,408
472
8,558
9,966
7,428
3,714
17,394
4,316
4,881
2,186
148
7,067
3,455
67,526
3,510
26,731
565
Czech Republic
1,327
591
4,434
5,761
2,204
Denmark
6,917
713
52,268
59,185
8,341
7,965
Estonia
37
177
214
70
Finland
6,113
1,723
12,615
18,728
8,003
1,797
1,797
639
Germany
17,230
1,451
126,617
143,847
26,614
2,349
170,461
Hungary
2,139
248
3,460
5,599
3,317
1,022
8,916
Ireland
2,371
185
4,946
7,317
815
74
8,132
Netherlands
4,437
7,789
12,226
3,668
769
15,894
France
284 2,436
Norway
21,054
1,771
86,646
107,700
65,931
8,184
173,631
Poland
654
71
5,946
6,600
2,329
814
8,929
430
430
162
5,415
6,650
5,799
2,042
12,449 692,588
Slovakia
592
Slovenia
1,235
Sweden
61,277
10,043
351,185
412,462
280,126
68,307
5,088
953
35,887
40,975
7,621
2,006
48,596
18,744
3,800
95,796
114,540
17,279
2,257
131,819
150,596
22,021
808,282
958,878
442,532
98,652
1,401,410
Switzerland United Kingdom Total
41
Bisnode Annual Report 2007
Note 10. Compensation to board members
Note 11. Average number of employees. Wages,
and senior executives
2007
salaries and other remuneration – Parent Company
Fixed salary/ Directors Variable Other Pension fees salary benefits costs
2007
Total
Chairman of the board – Håkan Ramsin
250
250
– Torgny Eriksson
125
125
– Birgitta Klasén
150
150
– Carl Wilhelm Ros
125
125
Average number of employees
2006
Average Average of of number of which number of which employees men employees men
Sweden
1
1
Members of the board
Chief executive officer 2,763
4,150
76
575
7,564
Other senior management
– Lars Save
10,194
5,379
780
1,762
18,115
Total
13,607
9,529
856
2,337
26,329
Parent Company Wages, salaries and other remuneration
2007
Board of Directors, CEO and senior executives
2006
7,750
(of which bonuses etc.)
(5 690)
Total wages, salaries and other remuneration
7,750
Social security costs
3,054
(of which pension costs)
0
(412)
Total wages, salaries and other remuneration,
2006
Fixed salary/ Directors Variable Other Pension fees salary benefits costs
pension and social security costs
Total
10,805
0
Since August 2007, the Group CEO and CFO are employed by the Parent Company after having previously been employed by the subsidiary Bisnode AB. The Parent Company has no other employees.
Chairman of the board – Håkan Ramsin
300
300
– Kristen Bager
250
250
– Torgny Eriksson
200
200
– Carl Wilhelm Ros
175
175
Members of the board
Chief executive officer – Lars Save
2,737
3,870
62
533
7,202
Other senior management
9,969
1,614
741
1,497
13,821
13,631
5,484
803
2,030
21,948
Total
Note 12. Fees to auditiors Group Audit assignments Öhrlings PricewaterhouseCoopers
Parent Company
2007
2006
2007
2006
11,029
7,854
1,900
100 100
KPMG Subtotal
189 11,029
8,043
1,900
7,758
1,343
5,512
Other assignments Öhrlings PricewaterhouseCoopers KPMG
Parent Company Board of Directors Fees to the Board of Directors are determined by the Annual General Meeting. Aside from the Board fees, there are no agreements for variable salary, pension, termination benefits or other benefits for the members of the Board. Chief executive officer Compensation to the CEO of the Parent Company is decided by a remuneration committee consisting of the Board Chairman and two Board members. Aside from the monthly salary, there is variable salary based on the actual realised improvement in profit compared to the previous year. This variable salary component may not exceed 18 months salaries. The CEO’s employment contract contains a mutual termination period of 6 months. For termination on the part of the company, the CEO has the right to termination benefits equal to 18 monthly salaries. The agreed pension age is 60 years. The insurance company to which the company regularly pays premiums will pay this pension. Other senior executives Other senior executives consists of other members of the executive management, i.e. the Group’s CFO and the five business unit directors. Compensation to other senior executives is determined by the CEO of the Parent Company after consulting with the remuneration committee. Variable salary is paid based on each annual budget and actual improvement in profit. The maximum range of the variable portion is from 6 to 12 monthly salaries. Service pension is paid by agreement, comparable to the Supplementary Pension for Employees in Industry and Commerce (Industrins och handelns tilläggspension, ITP). The insurance company to which the company regularly pays premiums will pay this pension.
150
Subtotal Total
7,758
1,493
5,512
0
18,787
9,536
7,412
100
Note 13. Results from participations in Group companies Parent Company 2007 Anticipated dividend
2006
650,000
Group contributions received Total
2,560
10,710
652,560
10,710
Note 14. Financial income Group
Parent Company
2007
2006
14
299
Interest income, other
9,968
9,556
Dividend from participations in other companies
1,485
185
Interest income, Group companies Interest income, associates
Realised capital gain from interest rate swap Other financial income Total
2007
2006
97,330 82,499
45,192 3,710
1
353
45,192 9,288
590
5,071
60,369 19,328 143,113 87,923
42
Bisnode Annual Report 2007
Note 15. Financial expenses
Note 17. Intangible assets Group 2007
Interest expense, Group companies Interest expense, other
Parent Company 2006
2007
2006
-45,938
-45,216
-55,636
-45,216
-134,326
-94,883
-45,081
-46,791
-12,312
1,960
-1,748
-1,691
Net foreign exchange gains/losses on financing activities Impairment losses on available-for-sale financial assets Change in value of synthetic securities
-37,100
Other financial expenses Total
-17,319
-6,115
-37,100 -7,326
-1,213
-194,324 -139,830 -100,718
-92,007
Cash-generating unit Group
Parent Company
2007
2006
2007
Current tax
-48,323
-92,217
-1,085
Deferred tax (Note 27)
-17,822
-24,480
Total
-66,145 -116,697
-1,085
2006
2006
-97,161
-78,127
1,187
-1,680
38,164
12,915
-19,111
-53,374
6,338
2,533
-4,347
-2,767
4,066 1,921 2,798
-8,922 374 12,351
Tax losses for which no deferred tax asset Tax attributable to previous years Effect of changes to tax rates and tax regulations Other Tax expense
516,592
3,399
2,247
4,684
9,015
-2,012
Tax according to the current tax rate of the Parent Company
was recognised
1,093,512
1,063,749 1,005,813
Service & Venture Development
347,004 279,025
Utilisation of previously unrecognised tax losses
CRM & Direct Marketing Credit & Risk Information
-2,012
Profit before tax
Expenses not deductible for tax purposes
2006
Business & Market Information
Group 2007
Income not subject to tax
Other intangible assets
2007
Product Databases & Trade Press
Reconciliation of effective tax The Parent Company’s tax rate is 28%. The difference between tax calculated according to the Parent Company’s tax rate on the profit before tax and the effective tax according to the income statement are as follows:
Effect of other tax rates for foreign subsidiares
Impairment testing of goodwill and other intangible assets with indefinite useful lives The Group’s cash-generating units (CGU) consist of the five business units. A breakdown of goodwill and other intangible assets with indefinite useful lives by CGU is presented in the following table: Goodwill
Note 16. Income tax expense Tax on profit for the year
Information on impairment No significant impairment losses were recognised during the year. In 2006 intangible assets was impaired by SEK 22,465 thousand. The amount comprises two significant impairment losses - An impairment loss of an IT platform belonging to the Service & Venture Development business unit (SEK 10,000 thousand) and an impairment loss of databases belonging to Central units (SEK 5,757 thousand).
-66,145 -116,697
Central units
132,170
2006
121,601
1,287,811 1,248,585 622,053
2007
418,107
6,323
5,883
21,359
101,597
43,067
Total 4,199,295 3,310,698 78,832 118,742 The recoverable amount of the respective units was determined based on calculation of value in use. Value in use was determined through discounting of expected future cash flows for the respective units. The assessment of future cash flow was based on reasonable and verifiable estimates and consists of management’s best assessments of the financial circumstances that are predicted to exist for the remainder of the useful life. The calculations are based on estimated future cash flow for a three-year period. The cash flow forecasts are based on an assessment of the expected growth rate, margin growth and investment level and took into account the historical development and expected future growth potential of the respective units. After the three-year period, it was assumed that operating margins and investments would remain constant and that the growth rate would drop off slightly. The discount rate after taxes was estimated to be 9% and the average tax rate for the Group is to 30%. According to the impaiment tests that have been carried out, there is no indication of impairment of goodwill or other intangible assets with indefinite useful lives. The variable with the greatest impact on the value in use is the discount rate. If the discount rate increases by one percentage, there is still no indication of impairment.
43
Bisnode Annual Report 2007
Note 17. Intangible assets (cont’d) 2006
Other intangible assets
Total
Goodwill
Trademarks
Databases
Customer relations
2,793,612
66,355
234,254
142,725
110,734
3,347,680
602,292
2,352
62,493
138,860
11,623
817,620
28,611
34,899
63,510
2,209
14,473
Accumulated cost Beginning of year Acquisition of subsidiaries Investments Inernally generated assets Sale and disposals Sale of subsidiaries
-11,946 -46,866
-3,358
Reclassifications Exchange differences End of year
16,682 -11,946 -50,224
6,207
-4,138
2,069
-38,340
-1,397
-8,497
-6,159
-2,626
-57,019
3,310,698
67,310
309,973
275,426
164,965
4,128,372
-1,108
-46,028
-8,757
-37,439
-93,332
Accumulated amortisation and impairment losses Beginning of year Acquisition of subsidiaries
-9,141
-9,141
Sale and disposals
11,944
11,944
Sale of subsidiaries
1,403
Amortisation
-3,369
Impairment losses
1,403 -39,313
-2,530
-22,465
Reclassifications End of year 3,310,698
-75,699 -22,465
-66
Exchange differences
Net book value 31 December 2006
-30,487
-66
60
2,037
536
637
3,270
-4,417
-92,803
-47,534
-39,332
-184,086
62,893
217,170
227,892
125,633
3,944,286
Other intangible assets
Total
Goodwill
Trademarks
Databases
Customer relations
3,310,698
67,310
309,973
275,426
164,965
4,128,372
859,985
24,108
282,516
113,301
72,874
1,352,784
111
20,949
33,439
54,499
Inernally generated assets
13,956
28,228
42,184
Sale and disposals
-1,488
-4,019
2007 Accumulated cost Beginning of year Acquisition of subsidiaries Investments
Sale of subsidiaries
-32,868
Reclassifications Exchange differences End of year
-5,507 -32,868
-98,978
0
61,480
407
98,978 10,598
6,874
864
80,223
4,199,295
91,936
735,482
395,601
197,373
5,619,687
-47,534
Accumulated amortisation and impairment losses Beginning of year
-4,417
-92,803
-39,332
-184,086
Acquisition of subsidiaries
-1,261
-145,758
-11,562
-158,581
1,447
4,016
5,463
-5,956
-115,164
Sale and disposals Amortisation
-4,716
Exchange differences End of year Net book value 31 December 2007
4,199,295
-55,178
-49,314
-21
-4,916
-1,132
1,291
-4,778
-10,415
-297,208
-97,980
-51,543
-457,146
81,521
438,274
297,621
145,830
5,162,541
Other intangible assets pertains mainly to computer systems and system development in progress.
44
Bisnode Annual Report 2007
Note 18. Property, plant and equipment Land and buildings
Computers and equipment
Work in progress
Total
55,821
428,933
10,419
495,173
178
31,734
91
32,003
57,548
52,464
200
110,212
Sale and disposals
-8,055
-41,870
Sale of subsidiaries
-14,000
-7,795
-164
640
185
-3,143
-2,318
Exchange difference
-2,641
-11,865
-181
-14,687
End of year
89,491
451,786
7,222
548,499
-13,846
-332,625
-346,471
-103
-19,323
-19,426
Sale and disposals
1,705
38,951
40,656
Sale of subsidiaries
3,786
7,016
10,802
-1,318
-51,445
-52,763
-219
-219
2006 Accumulated cost Beginning of year Acquisition of subsidiaries Investments
Reclassifications
-49,925 -21,959
Accumulated depreciation and impairment losses Beginning of year Acquisition of subsidiaries
Depreciation Impairment losses Reclassifications
-542
883
341
399
8,792
9,191
End of year
-9,919
-347,970
-357,889
Net book value 31 December 2006
79,572
103,816
7,222
190,610
Land and buildings
Computers and equipment
Work in progress
Total
Beginning of year
89,491
451,786
7,222
548,499
Acquisition of subsidiaries
92,538
151,808
264
88,408
Exchange difference
2007 Accumulated cost
Investments Sale and disposals
244,346 1,942
90,614
-110,613
-110,613
Sale of subsidiaries
-63
Reclassifications
291
-291
0
3,184
7,995
-343
10,836
185,477
589,612
8,530
783,619
-9,919
-347,970
-357,889
-24,992
-117,034
-142,026
Sale and disposals
107,264
107,264
Sale of subsidiaries
5
5
-3,362
-53,710
-57,072
-1,950
-1,950
-655
-5,038
-5,693
End of year
-38,928
-418,433
-457,361
Net book value 31 December 2007
146,549
171,179
Exchange difference End of year
-63
Accumulated depreciation and impairment losses Beginning of year Acquisition of subsidiaries
Depreciation Impairment losses Exchange difference
Information on land and tax assessment values The carrying amount of land amounts to SEK 17,702 thousand (16,773). All holdings in land and buildings are outside Sweden, for which reason no assessment values are available. The category Land and buildings includes buildings leased by the Group under finance leases with the following carrying amounts:
8,530
326,258
2007 Accumulated cost Accumulated depreciation and impairment losses Net book value
2006
93,939 -27,340 66,599
0
45
Bisnode Annual Report 2007
Note 19. Participations in associates Group
Disclosures of participations in associates
Corporate identity no.
-4,273
Racasse AB
556574-5600 Stockholm
316
281
9,838
Addnode AB
556291-3185 Stockholm
12,033
9,501
2007
2006
Beginning of year
83,577
78,222
Sale of associates
-8,245
Share of profit/loss in associates
12,747
Reclassifications
-85,237
Exchange differences End of year
114
-210
2,956
83,577
Registered office/ Country
Share in profits 2007
Share in profits 2006
Compass-Verlag GmbH
Austria
487
-46
IRN Services Ltd.
UK
-89
102
12,747
9,838
Total
Share of profit/loss in associates is recognised after tax and minority interest of associates. Share of capital/ votes (%)
Carrying amount
Revenue
Profit/loss after tax
Assets
Liabilities
25.0/25.0
2,956
8,462
947
6,613
1,833
Addnode AB
15.2/22.7
75,627
657,300
26,000
825,200
375,400
Compass-Verlag GmbH
51.0/51.0
4,984
85,852
-1,639
36,734
44,173
IRN Services Ltd.
25.0/25.0
165
6,596
407
1,376
1,686
Racasse AB
25.0/25.0
2,801
6,074
1,135
5,119
762
Disclosures of significant income statement and balance sheet items per associate 2007 Racasse AB 2006
The holding in Compass-Verlag GmbH amounts to 51%, but a shareholder’s
method of accounting and are initially recognised at cost. The Group’s participations
agreement with the minority shareholder states that Bisnode does not have
in associates include goodwill identified on acquisition, net of any accumulated
control over the the company, for which reason the holding is reported as an
impairment losses.
associate. Participations in associates are accounted for according to the equity
Note 20. Available-for-sale financial assets Beginning of year Assets in acquired companies Investments Sale of financial assets Reclassifications Impairment loss Net gains/losses transferred to equity Exchange difference End of year
2007
2006
8,212
6,637
92
Share of capital/ Carrying amount 2007 2006 votes (%)
14
502
-11,218
-214
71,180
1,960
Addnode AB
Sweden
12.5/14.8
59,295
-51
-601
Polopoly AB
Sweden
17.9/17.9
12,542
1,052
Qbrick AB
Sweden
17.6/17.6
12,526
2,200
2,048
4,960
86,411
8,212
18,158 24
-72
86,411
8,212
Addnode AB is quoted on the Stockholm Stock Exchange. The fair value of the shareholdings is based on the current bid price at 31 December 2007. The fair value of unlisted securities is established by discounting the estimated future cash flows. The discount rate is based on the current interest rate plus an addition for the specific risk in each type of security. None of the financial assets are impaired.
Disclosures of available-for-sale financial assets
Company name
Other holdings Total
Country
46
Bisnode Annual Report 2007
Note 21. Participations in Group companies Parent Company
Parent Company’s investments in Group companies
2007
2006
1,365,727
1,349,656
End of year
1,365,727
1,365,727
Net book value
1,365,727
1,365,727
Beginning of year Investments
16,071
Disclosure of participations in Group companies – Direct Holdings
Bisnode AB
Registered office
Corporate identity no
Stockholm
556341-5685
No. of shares
Share of capital (%)
Carrying amount
1,000
100
1,365,727
Disclosure of participations in Group companies – Indirect Holdings Share of capital (%)
Registered office/ Country
Corporate identity number
AAA Soliditet AB
Stockholm
556485-5582
100
Adbit AB
Helsingborg
556634-4338
60
Adresskompaniet Syd AB
Malmö
556439-7346
Agent 25 Sverige AB
Stockholm
556334-7979
Baby DM Scandinavia AB
Helsingborg
556576-2530
97
Bisnode Business & Market Information AB Stockholm
556338-6928
Bisnode Central Invest AB
Stockholm
Bisnode Företagskataloger AB
Share of capital (%)
Company name
Registered office/ Country
Corporate identity number
Gladan AB
Stockholm
556477-1151
G2. Solutions AB
Stockholm
556537-6489
60
Idé-Data Marketing AB
Stockholm
556469-8453
100
100
Infodata AB
Stockholm
556197-9740
100
100
InfoTorg AB
Stockholm
556266-0141
100
Infodata Direct AB
Stockholm
556411-3834
100
100
Infodata Applicate AB
Stockholm
556436-3421
98
556148-2398
100
InToLogic AB
Uppsala
556558-3225
28
Stockholm
556513-5661
100
Ipnode AB
Stockholm
556129-6046
100
Bisnode Informatics Sweden AB
Stockholm
556525-4439
100
Kompass Sverige AB
Stockholm
556084-8409
100
Bisnode Interaktiv AB
Stockholm
556041-4657
100
KreditFakta kreditupplysningar i Norden AB Stockholm
556562-2510
100
Bisnode Mediabarometern Service AB
Stockholm
556506-3038
100
Lundalogik AB
Lund
556397-0465
100
Bisnode Venture & Development AB
Stockholm
556069-8788
100
Market Watch Scandinavia AB
Stockholm
556450-4305
100
Bisnodecom AB
Stockholm
556575-7522
100
Marknadsinformation Analys MIA AB
Stockholm
556361-0665
100
BFI Produktion AB
Stockholm
556567-6086
100
Membit AB
Helsingborg
556420-2744
60
BTJ InfoData Holding AB
Stockholm
556643-2067
100
Membit Media AB
Helsingborg
556649-7789
60
BTJ InfoData AB
Stockholm
556075-1447
100
Newsline Group AB
Stockholm
556225-8136
100
Business Check i Sverige AB
Stockholm
556235-0396
51
Nomi Sweden AB
Stockholm
556196-9501
100
Calimo Affärspartner AB
Kalix
556624-8737
35
Nordisk Medicin Information AB
Stockholm
556544-5912
100
DB Soliditet AB
Sundbyberg 556266-9498
100
Nosys i Helsingborg AB
Helsingborg
556649-7797
60
Direktmedia Bonnier DM AB
Gothenburg
556447-9839
100
AB Nyhetsbyrån Direkt
Stockholm
556028-2948
100
Teleshop i Stockholm AB
Stockholm
556631-6096
100
PAR AB
Stockholm
556112-5625
100
Dun & Bradstreet Nordic AB
Sundbyberg 556039-4784
100
Pointer International AB
Stockholm
556717-0088
100
Dun & Bradstreet Ekonomiförlaget AB
Sundbyberg 556471-4045
100
Pointer Sweden AB
Stockholm
556591-6912
100
Dun & Bradstreet Sverige AB
Sundbyberg 556022-4692
100
Presstext AB
Stockholm
556088-5393
100
EKO Företagsupplysningar AB
Stockholm
556522-3251
100
Proodle AB
Stockholm
556542-6003
100
Emric AB
Stockholm
556520-0630
50
Svensk Realtidsinformation AB
Stockholm
556300-4331
100
Emric Business Consulting AB
Stockholm
556693-0805
39
Svenska Market Management Partner AB
Stockholm
556583-1400
100
Emric International AB
Stockholm
556568-7091
50
Svenskt Byggregister AB
Hudiksvall
556247-5730
100
Emric IT-Consulting AB
Stockholm
556510-9823
50
Sverige Bygger AB
Hudiksvall
556264-9607
100
Emric Finance Process Outsourcing AB
Stockholm
556570-6958
50
AB Svensk Handelstidning Justitia
Sundbyberg 556091-2361
100
Fixahemmet i Sverige AB
Stockholm
556204-6184
100
Company name Swedish subsidiaries
60
47
Bisnode Annual Report 2007
Disclosure of participations in Group companies – Indirect Holdings
Company name
Registered office/ Country
Share of capital (%)
Company name
Registered office/ Country
Share of capital (%)
Hoppenstedt Bonnier & Társa Információs Kft
Hungary
100
Bisnode Austria GmbH
Austria
100
Chartered Company Formations Ltd.
Ireland
100
Bisnode Informatics Austria GmbH
Austria
100
ICC Information Ltd.
Ireland
100
Dun & Bradstreet Information Services GmbH
Austria
100
ABC Uitgevers C.V.
Netherlands
100
Hoppenstedt Austria GmbH
Austria
100
Belgisch ABC voor Handel en Industrie B.V.
Netherlands
100
Wirtschaftsauskunftei Wisur Ges.m.b.H
Austria
100
Bisnode Holland Invest N.V.
Netherlands
100
Bisnode Belgium B.V.B.A.
Belgium
100
Bonnier Business Information B.V.
Netherlands
100
WDM Belgium N.V./SA
Belgium
97
Buvoha B.V.
Netherlands
100
WDM Belgium Holding N.V./SA
Belgium
97
Erven G.H.R. Hoppenstedt B.V.
Netherlands
100
WDM D-Trix N.V./SA
Belgium
97
WDM International B.V.
Netherlands
97
WDM Synkronis N.V./SA
Belgium
97
WDM Nederland B.V.
Netherlands
97
Bisnode Ceska Rep s.r.o.
Czech Republic
100
Wij Special Media B.V.
Netherlands
CEE DATA a.s.
Czech Republic
100
Bisnode Norge AS
Norway
100
Ceska Kapitálová informacni agentura a.s
Czech Republic
100
Direktmedia AS
Norway
100
Dun & Bradstreet Spol s.r.o.
Czech Republic
100
DM Huset AS
Norway
100
Hoppenstedt Bonnier Information s.r.o.
Czech Republic
100
Dun & Bradstreet Norway AS
Norway
100
AAA Soliditet A/S
Denmark
100
Emric AS
Norway
50
Bisnode Danmark A/S
Denmark
100
Inter Dialog AS
Norway
80
Bisnode Informatics A/S
Denmark
100
Kompass Norge AS
Norway
100
Bonnier Media A/S
Denmark
100
Norge Bygges AS
Norway
100
DirektMedia A/S
Denmark
100
Nomi AS
Norway
100
Bisnode Business & Marketinformation A/S
Denmark
100
One Holding AS
Norway
65
D&B Danmark A/S
Denmark
100
One Software AS
Norway
65
Forlaget Kompass A/S
Denmark
100
OfficeTeam AS
Norway
65
Nyhedsbureauet Direkt A/S
Denmark
100
Soliditet Norge AS
Norway
100
Retail Institute Scandinavia A/S
Denmark
100
Bonnier Information Services Sp.z.o.o.
Poland
100
Stockmann-Gruppen A/S
Denmark
100
Dun & Bradstreet Poland Sp.z.o.o.
Poland
100
Connectus AS
Estonia
100
Hoppenstedt Bonnier Information Polska Sp.z.o.o.
Poland
100
Bisnode Finland Oy
Finland
100
Hoppenstedt Bonnier Information s.r.o.
Slovakia
100
Dun & Bradstreet Finland Oy
Finland
100
Bisnode d.o.o.
Slovenia
100
Kompass Finland Oy
Finland
100
eGV d.o.o.
Slovenia
100
Oy Analytic Direct Communication ADC AB
Finland
100
Infobon d.o.o.
Slovenia
100
Suomen Lääketieto Nomi Oy
Finland
100
Proodle d.o.o.
Slovenia
100
ABC France pour le Commerce et L’Industrie S.N.C. France
100
Razpisi d.o.o.
Slovenia
Foreign subsidiaries
72
62
WDM DB France, S.A.S.
France
90
Dun & Bradstreet AG
Switzerland
100
WDM France Holding, S.A.S.
France
90
Hoppenstedt AG
Switzerland
100
WDM France, S.A.S.
France
90
ACS Credit Services plc
United Kingdom
100
ABC der deutschen wirtschaft GmbH
Germany
100
Bisnode Informatics Ltd.
United Kingdom
100
Bisnode Editorial Deutschland GmbH
Germany
100
Bisnode Ltd.
United Kingdom
100
Bisnode Deutschland GmbH
Germany
100
Bisnode UK Holdings Ltd.
United Kingdom
100
Bisnode Informatics Deutschland GmbH
Germany
100
Checkit (UK) Ltd.
United Kingdom
100
D&B Deutschland GmbH
Germany
100
Creditscorer Ltd.
United Kingdom
100
Hoppenstedt Firmeninformationen GmbH
Germany
100
ICC Infomation Ltd.
United Kingdom
100
Hoppenstedt Grundbesitz GmbH
Germany
100
Key Note Ltd.
United Kingdom
100
Hoppenstedt Holding GmbH
Germany
100
Market Monitor Ltd.
United Kingdom
100
Hoppenstedt Kreditinformationen GmbH
Germany
100
Market Assessment Publications Ltd.
United Kingdom
100
Hoppenstedt Publishing GmbH
Germany
100
Nationwide Credit Management Services Ltd.
United Kingdom
100
Company Data Informatikai Szolgaltató Kft
Hungary
100
The Prospect Shop Ltd.
United Kingdom
100
Dun & Bradstreet Hungária Szolgaltató Kft
Hungary
100
Prospect Swetenhams Ltd.
United Kingdom
100
Kompass Hungária Kft
Hungary
100
48
Bisnode Annual Report 2007
Note 22. Trade and other receivables
Note 23. Derivative financial instruments Group
Group
31/12/2007 31/12/2006 Trade receivables – net
732,600
Advance payments to suppliers
556,174
1,174
Prepaid expenses and accrued income
122,660
Receivables from associates – interest-bearing
87,474
– cash flow hedges
-2,372
42,667
-2,372
42,667
Total
-2,372
42,667
-2,372
42,667
104
Other receivables – interest-bearing
20,051
2,724
Other receivables – non interest-bearing
26,202
34,006
902,687
684,129
whereof non-current portion whereof current portion
Interest rate swaps
3,647
Receivables from associates – non interest-bearing
Total
Parent Company
31/12/2007 31/12/2006 31/12/2007 31/12/2006
11,194
8,800
891,493
675,329
Type of contract
Contract term beginning on
Contract term ending on
Amount Currency
Interest rate
Interest rate swap
31/05/2007 02/09/2010 1,317,600 SEK th
4.55%
Interest rate swap
31/05/2007 02/09/2010
4.62%
63,000 SEK th
The Group determined its cash flow hedges to be 100% effective, for which reason no ineffective portion has been recognised in the income statement.
Credit risk There is no concentration of credit risks for trade receivables as the Group has a large number of customers who are well dispersed internationally. Receivables are impaired on company level after judgement of each customer individually. In the impairment test the financial position and solvency of each customer is considered. The Group has recognised losses on trade receivables for the year amounting to SEK 10,006 thousand (9,499). The losses are recognised in other expenses in the income statement. The table below shows the age structure of outstanding trade receivables:
31/12/2007
Between Within 61 daysNot due 60 days 1 year
Later than 1 year
Trade receivables
462,885 230,228
17,338 751,087
40,636
-1,130
Group 31/12/2007 31/12/2006 Cash at bank and on hand
214,452
297,596
Total
214,452
297,596
Note 25. Prepaid expenses and accrued income Parent Company 31/12/2007 31/12/2006
Total
Provision for impairment of receivables
Note 24. Cash and cash equivalents
-2,667
-7,439
-7,251
Trade receivables – net
461,755 227,561
33,197
10,087 732,600
-18,487
31/12/2006
Between Within 61 daysNot due 60 days 1 year
Later than 1 year
Trade receivables
291,103 223,846
8,230 571,939
Prepaid credit fees
574
3,058
Total
574
3,058
Note 26. Borrowings Group
48,760
Non-current borrowings Total
Provision for impairment of receivables Trade receivables – net
Bank borrowings
-110
-4,638
-7,052 41,708
-3,965
-15,765
4,265 556,174
The other categories within trade and other receivables do not contain impaired assets. The credit quality of Trade and other receivables that are neither past due nor impaired is good since the receivables relates to customers with high credit rating and/or good solvency. The carrying amounts of trade and other receivables are equal to their fair values. The maximum exposure to credit risk at the reporting date is the fair value of each class of trade and other receivables. The Group does not hold any collateral as security for trade receivables past due (2006: SEK 13 thousand).
1,771,035
Convertible bonds
Other borrowings Subtotal
1,467,174 1,070,033
Synthetic securities Borrowings for financial lease
290,993 219,208
31/12/2007 31/12/2006
79,623 86,184 22,038
33,105
1,879,257
2,649,935
329,351
195,907
Current borrowings Bank borrowings Borrowings for financial lease
1,655
Other borrowings
166,299
Subtotal
497,305
195,907
2,376,562
2,845,842
Total
Bank borrowings mature until 2 September 2010 and carry interest equal to current 3-month STIBOR plus 0.75%. The variable interest was converted to fixed interest until the maturity date through the use of interest rate swaps. Bank borrowings are secured by shares in subsidiaries of the Parent Company. During the year, the convertible bonds in the Parent Company were converted into shares. Other borrowings include accumulated interest on convertible bonds amounting to SEK 143,845 thousand (2006: 0). The Group’s granted bank overdraft amounts to SEK 100 million (100).
49
Bisnode Annual Report 2007
Interest rate risks The exposure of the Group’s borrowings to changes in interest rates and contractual dates for interest rate conversion is as follows: Date for interest rate conversion or maturity date Carrying amount
31/12/2007 Bank borrowings
Fair value
Within Between 1 year 1-5 years
Later than 5 years
2,100,386 2,100,386 329,351 1,771,035
Borrowings for financial lease
87,839
Other borrowings
188,337
1,655
9,342
76,842
188,337 166,299
87,839
20,696
1,342
Date for interest rate conversion or maturity date Carrying amount
31/12/2006
Fair value
Within Between 1 year 1-5 years
Bank borrowings
1,663,081 1,663,081 197,021 1,466,060
Convertible bonds
1,070,033 1,070,033
Synthetic securities
79,623
79,623
Other borrowings
33,105
33,105
Later than 5 years
1,070,033 79,623 21,992
11,113
The fair values of the Group’s borrowings are equal to their carrying amount. The carrying amounts of the borrowings are denominated in the following currencies:
2007
2006
SEK
1,606,459
2,809,706
EUR
741,449
USD
27,212
Other currencies Total
33,105
1,442
3,031
2,376,562
2,845,842
Maturity dates on non-current liabilities – Parent Company Maturity date 31/12/2007
Current liability
Liabilities to credit institutions
231,463
Total
231,463
Within 1 year
Between Later than 1-5 years 5 years 231,463
0
231,463
0
may be redeemed between 1 July 2010 and 30 September 2012, or in connection with the transfer of the majority ownership of the Group to a new party. As the options are synthetic, no future dilution of the company’s share will take place. All shares and options have been transferred on market-based terms. Subscribed and paid securities are reported in the Group as interest-bearing, long-term liabilities. Outstanding Group liabilities related to the programme are measured every year through an external assessment of the Group market value. Changes in the market value affect the total value of the programme and therefore also the outstanding liabilities. The annual changes in liabilities are recognised as financial expenses or income in the income statement. The market value for redemption is determined as the higher of the following alternatives: (i) The most recent price paid for the company’s share for sale, or new issue, made on market terms. (ii) The value determined by an independent expert using the sale assessment model applied when the option holders acquired the shares. An independent assessor determined the value of the synthetic options on 31 December 2006 to SEK 79,6 million. In September 2007 the owners assumed responsibility for settlement of the company’s obligations under the synthetic options programme. In 2007 the liability increased by SEK 904 thousand as a result of new investors. No other value change was recognised in 2007. The value of the synthetic shares in 2006 was based on a yield assessment and shows a current share price of SEK 5.29. The value of the synthetic options was calculated using Black & Sholes Option Pricing Model. The following estimates were used in the valutation: Share price: Redemption price: Volatility: Maturity: Risk-free interest:
SEK 5.29 SEK 7.37 25% 01/07/2010 3.6-3.8 %
The estimates assume that no dividends will be paid during the maturity period. Because the company’s shares are not quoted, expected volatility is determined based on a study of the volatility of similar quoted shares. Distribution Board members and employees have been offered a number of options in Series I and Series II. Decision-makers at all levels have been offered various amounts. At 31 December 2006, the subscribed option rights were dividend as follows:
Number of option rights
CEO
Series I Series II
947,455
Management Senior group executives 2,452,990
3,807,083
Board members
Total
1,735,000
8,942,528
9,349,800 13,154,689 27,552,175 10,962,241 61,018,905
Maturity date 31/12/2006
Current liability
Liabilities to credit institutions
401,145
Liabilities to Group companies
691,382
Other liabilities Total
Within 1 year
401,145 691,382
458,275 1,550,802
Between Later than 1-5 years 5 years
458,275 0
401,145 1,149,657
Synthetic securities As part of financing the Group’s activities, on June 21, 2006, Bisnode Business Information Group AB drew up a programme for synthetic securities. A large number of members of senior management and board members in the Group were given the opportunity to acquire the synthetic instruments at market price. The programme consists of two series of option rights. Series I grants the right to a cash payment equal to the value of the company’s share on the redemption date (synthetic share). Series II grants the right to a cash payment equal to the difference between the value of the company’s share on the redemption date (synthetic option rights) and the redemption price. The redemption price was originally estimated to SEK 3.585 and increases by 16 per cent annually. The options
Acquisition price and value 31/12/2006
Number Acquisition Calculated
Value at
issued price, SEK price, SEK 31/12/2006
Series I
8,942,528
3.5850
5.2900 47,305,973
Series II
61,018,905
0.1715
0.5300 32,340,020
Total
79,645,993
50
Bisnode Annual Report 2007
Note 27. Deferred tax
Note 28. Provisions for pensions Group
Deferred tax assets
Parent Company
31/12/2007 31/12/2006 31/12/2007 31/12/2006
Intangible assets
21,298
21,055
Property, plant and equipment
12,033
1,938
1,350
1,615
Trade receivables Provisions for pensions
21,331
Other provisions
9,397
38,434
Other
28,614
34,179
Loss carryforward
44,296
23,000
Offset
-6,563
Total
131,756
120,221
Group Deferred tax liabilities
0
0
Parent Company
31/12/2007 31/12/2006 31/12/2007 31/12/2006
Intangible assets
263,749
194,644
1,021
-184
-64
-196
Property, plant and equipment Trade receivables Other
5,056
11,251
Tax allocation reserves
64,341
52,869
Offset
-6,563
Total
327,540
1
258,384
1
4,385
4,385
Defined benefit plans The amounts recognised in the income statement are as follows: Group
Current service cost Interest cost
Net deferred tax assets/liabilities
Defined contribution plans The expense for defined contribution plans during the year amount to SEK 83,319 thousand (88,016). Commitments for old-age pensions and family pensions for white-collar employees in Sweden have been safeguarded through insurance in Alecta. According to statement URA 42 from the Swedish Financial Accounting Standards Council’s Urgent Issues Task Force, this is classified as a “multiemployer” defined benefit plan. For financial years when the company has not had access to the information neessary to report this plan as a defined benefit plan, a pension plan according to Supplementary Pension for Employees in industry and Commerce, safeguarded through insurance with Alecta, is reported as a defined contribution plan. The year’s costs for pension insurance subscribed to through Alecta amounted to SEK 26,955 thousand (27,808). Alecta’s surplus can be distributed to the policyholders (the employers) and/or the insureds. At year-end 2007, Alecta’s collective funding ration was 152% (143). The collective funding ratio is the market value of Alecta’s plan assets as a percentage of insurance obligations computed according to Alecta’s own actuarial assumptions, which do not comply with IAS 19.
-195,784
-138,163
-1
-4,385
Expected return on plan assets Actuarial gains (-) and losses (+) recognised in year Total
The gross movement in deferred tax assets/liabilities is as follows: Group 2007 Beginning of year
Parent Company
2006
2007
2006
-4,385
-1,740
-138,163
-73,655
Acquisition/sale of subsidiaries
-51,783
-37,133
Recognised in the income statement
-17,822
-24,477
11,984
-2,898
4,384
-633
-195,784 -138,163
-1
-4,385
Recognised in equity End of year
-2,012
Deferred tax recognised directly in equity Deferred tax on interest rate swaps Exchange differences Total
12,612
-4,189
-628
1,291
11,984
-2,898
-4,384 -4,384
-633 -633
11,412
10,636
8,275
7,554
-2,571
-2,258
13 17,129
15,932
Actuarial assumptions There are defined benefit plans in Sweden, Norway, Gemany and Switzerland. The principal actuarial assumptions used as of balance sheet date were as follows (weighted average): 2007 2006 Discount rate
4.4%
4.3%
Inflation
1.6%
1.6%
Annual salary increases
2.2%
2.2%
Annual pension increases
1.6%
1.6%
Annual paid-up policy increases
1.6%
1.6%
Unrecognised deferred tax assets Deferred tax assets are recognised for tax loss carryforwards to the extent that the realisation of the related tax benefit through future taxable profits is deemed probable. The gross value of the Group’s unrecognised deferred tax assets, allocated according to maturity dates, are given below:
Expected return on plan assets
Maturity date 2008 2009 2010 No maturity date Total
Present value of funded obligations
18 years 15 years 5.0%
4.5%
The amounts recognised in the balance sheet are determined as follows:
Fair value of plan assets Net value of entirely or partially funded obligations Present value of unfunded obligations Unrecognised actuarial gains (+) and losses (-)
The tax value of unrecognised deferred tax assets shown above is SEK 48,860 thousand.
2006
The actual return on plan assets during the period was SEK 9,809 thousand (2,258).
Remaining service period
298 3,105 610 187,794 191,807
2007
Other Net liability on the balance sheet
2007
2006
93,580
75,317
-79,859
-62,243
13,721
13,074
153,511 166,882 24,193
-2,393 2,165
191,425 179,728
51
Bisnode Annual Report 2007
The movement in the defined benefit obligation over the year is as follows:
Note 29. Other provisions
2007
2006
242,199
66,519
11,412
9,535
Additional purchase prices
8,275
6,347
Restructuring
-22,426
-162
Legal claims
Exchange differences
11,316
-7,077
Onerous contracts
Benefits paid
-3,685
-4,939
Sales agents
Beginning of year Current service cost Interest cost Actuarial gains (-)/ losses (+)
Liabilities in acquired subsidiaries
129,662
Group 2006
105,388
20,475
9,750
16,080
12,401
10,009
5,612 7,154 5,780
6,371
Reclassifications
42,314
Other
16,084
12,592
End of the year
247,091 242,199
Total
149,403
78,293
whereof non-current portion
117,789
38,963
31,614
39,330
The movement in the fair value of plan assets over the year is as follows:
Rental and restoration charges
2007
whereof current portion Beginning of year
2007
2006
62,243
19,336
Expected return on plan assets
2,571
1,008
Actuarial losses (-)/gains (+)
9,496
Exchange differences Employer contributions Benefits paid
Beginning of year
-3,220
-1,756
9,546
3,761
-779
Reclassifications End of year
79,857
Group 2007
Provisions in acquired companies
78,293 252,607 7,452
25,819
20,799
23,963
Provisions in sold companies New provisions for the period
-2,513
39,894
Utilised during the period
-43,307
-45,753
62,243
Provisions for additional purchase prices
94,634
14,516
Additional purchase prices - paid
-8,311 -200,027
Unused/reversed
-1,441
Plan assets are comprised as follows:
Reclassifications 2007
2006
2007
2006
Exchange differences
Shares
21,923
6,115
27%
10%
End of year
Interest-bearing securities
33,036
46,771
41%
75%
Property
6,783
2,216
8%
4%
Other
18,117
7,141
23%
11%
Total
79,859
62,243
100%
100%
The expected return on plan assets was determined by considering the expected returns available on the assets underlying the current investment policy. Expected yields on fixed-interest investments are based on gross redemption yields at the balance sheet date. Expected returns on shares and property investements reflect long-term rates of return in the respective market. Expected contributions to post-employment benefit plans for the financial year amount to SEK 12,547 thousand (4,683). Group 2007 Present value of defined benefit obligation
2006
247,091 242,199
Fair value of plan assets
-79,859
Deficit (+)/surplus (-)
167,232 179,956
Experience adjustments on: -plan liabilities -plan assets No Information on experience adjustments is available for 2006.
19,535 7,238
2006
-62,243
-6,399 16,080
1,284 149,403
78,293
Additional purchase prices During the year, reserved additional purchase prices amounting to SEK 8,311 thousand were paid for the acquisitions of Connectus AS and Retail Institute Scandinavia A/S. New provisions amounting to SEK 94,634 thousand have been recognised. The new provisions were recognised in connection to the acquisitions of Pointer Sweden AB (SEK 34.1 million), Lundalogik AB (SEK 57.4 million) and Adbit AB (SEK 3.0 million). Restructuring Provisions of SEK 5.6 million pertaining restructurings in Product Databases & Trade Press were utilised during the year. Legal claims Provisions for legal claims pertain partly to SEK 3 million for potential claims from information suppliers, and partly to other claims from customers amounting to SEK 7 million. Onerous contracts Provisions of SEK 7.2 million pertaining to agreements entered into, not on market conditions, taken over in connection with business combinations were utilised during the year. Rental and restoration charges Pertains partly to provisions for future restoration expenses for rented premises, and partly to provisions for vacant premises. Sales agents The provisons pertain to future costs related to the retirement or termination of collaboration with German sales agents.
52
Bisnode Annual Report 2007
Note 30. Trade and other payables
Note 33. Finance leases Group 31/12/2007
31/12/2006
Trade payables
226,888
139,889
Advances from customers
460,081
347,708
Holiday pay liabilities
103,737
66,683
58,182
31,504
361,073
337,088
Social security and other taxes Accrued expenses and deferred income Liabilities to associates – non interest-bearing
99
Other liabilities – interest-bearing
1,956
941
125,689
96,462
1,337,606
1,020,374
9,320
6,488
1,328,286
1,013,886
Other liabilities – non interest-bearing Total whereof non-current portion whereof current portion
The Group leases a building under a finance lease. The building has a carrying amount of SEK 66,599 thousand (0). The building was part of the aquisition of WDM International (Note 39). The future minimum lease payments receivable under non-cancellable operating leases are as follows: Group Finance leases – Group company is lessor Within 1 year
Note 31. Accrued expenses and deferred income
2006
6,908
Between 1-5 years
29,058
Later than 5 years
101,572
Total
137,538
0
The present value of finance lease liabilities is as follows: Group 2007 Within 1 year
The fair value of trade and other payables equals their carrying amounts.
2007
2006
1,655
Between 1-5 years
9,342
Later than 5 years
76,842
Total
87,839
0
Parent Company 31/12/2007 Accrued expenses related to personnel
31/12/2006
10,470
Other accrued expenses Total
3,821
135
14,290
135
Note 32. Reserves Availablefor-sale Currency Hedging financial Translation reserve assets differences Balance at 1 January 2006
19,949
Fair value gains
14,958
14,958
Tax on fair value gains
-4,188
-4,188
Balance at 31 December 2006
30,719
-44,036 -13,317
Balance at 1 January 2007
30,719
-44,036 -13,317
-50,262 -50,262
18,158
18,158
Cash flow hedges: Fair value gains
154
Tax on fair value gains
-43
-43
Transferred to the income statement -45,192
-45,192
Tax on transfers to the income statement
154
12,654
12,654
Currency translation differences Balance at 31 December 2007
64,814 64,814 -1,708
18,158
Operating leases – Group company is lessor
2007
2006
Leasing expenses
116,075
101,790
Total
116,075
101,790
Group
Total
Cash flow hedges:
Revaluation – gross
Group
The Group’s operating leases consist primarily of rents for premises, machinery/ computers and cars. The Parent Company had no lease expenses during the year.
6,226 26,175
Currency translation differences
Note 34. Operating leases
20,778 37,228
Future minimum lease payments
2007
2006
Within 1 year
119,643
97,611
Between 1-5 years
221,080
128,207
Later than 5 years
145,132
17,829
Total
485,855
243,647
Future lease payments pertain to minimum lease payments attributable to non-cancellable operating leases.
53
Bisnode Annual Report 2007
Note 35. Related party transactions
Group
The related parties of the Group consist of Ratos AB, associates (Note 19) and the Group’s key management personnel. Ratos owns 70% of the Parent Company’s shares and has control over the Group. Ratos is the Parent Company of the largest and smallest groups that Bisnode Business Information Group AB is part of and where consolidated accounts are prepared. In the beginning of 2007 the Group decreased its ownership in Addnode AB to less than 20%. Addnode is thus no longer a related party of the Group.
2007
2006
Sales to associates Addnode AB
37,727
Total
0
Purchases of goods and
Group
services from related parties
2007
37,727
2007
2006
2006
Borrowings from key management personnel Beginning of year
44,904
New borrowings for the year
24,150
Value changes for the year
20,754
Assumed by the shareholders
-44,904
End of year
Group Sales of goods and services to related parties
Borrowings from related parties
0
44,904
Borrowings from key management personnel refers to issued synthetic securities. Key management personnel refers to the management group consisting of seven persons, including the CEO, CFO and business unit directors and the board of directors. Other At end of year, the Group had no non interest-bearing liabilities to the Parent Company (2006: SEK 0) or to associates (2006: SEK 99 thousand).
Purchases from associates Addnode AB Total
26,119 0
26,119
2007
2006
3,647
6,798
-3,647
-1,894
Loans advanced during the year Loan repayments received
27
Interest income
299
Interest received
-299
Impairment loss
-1,086
Exchange differences End of year
-198 0
3,647
At balance sheet date the Group had no outstanding non interest-bearing receivables from associates (2006: SEK 104 thousand).
Group 2007
2006
691,382
391,785
Borrowings from Group companies Beginning of year New borrowings for the year Interest expense capitalised Converted to shares End of year
596
254,381 45,938
45,216
-636,155 101,165
Guarantee to previous owners Other guarantees Total
691,382
The Group’s interest-bearing borrowings from related parties consists of convertible bonds held by Ratos AB. The loan carries an 8% interest rate. The interest is capitalised over the term of the loan. During the year, all convertible bonds were converted into shares. The remaining liability consists of capitalised interest. In September 2007 the shareholders assumed responsibility for settlement of obligations under the synthetic options programme, at which time the liability amounted to SEK 80,527 thousand. On the same date, the Parent Company received a shareholder contribution in a corresponding amount from the owners.
Parent Company 2006
2007
2006
553 27,371
Guarantee for the benefit of associates
8,003 111,942
186,463
13,374 125,912
222,390
Pledged assets for own liabilities and provisions Shares Other pledged assets Total
Other During the year, the Parent Company did not grant any loans to board members and other key management personnel or their families. No loans were given to Ratos AB.
Borrowings from related parties
Guarantee commitment FPG/PRI
2007
Guarantee for the benefit of subsidiaries
Loans to associates Beginning of year
Group Contingent liabilities
Group Loans to related parties
Note 36. Contingent liabilities and pledged assets
Other pledged assets
1,983,342 1,646,355 1,983,342 1,646,355 2,500 1,985,842 1,646,355 1,983,342 1,646,355 None
137
None
None
Guarantee to previous owners pertains to guarantees pledged to Dun & Bradstreet International to complete financing required for the Dun & Bradstreet Group companies in Sweden, Norway, Denmark, Finland, Germany, Switzerland, the Czech Republic, Austria, Hungary and Poland.
Note 37. Share capital and convertible bonds An Extraordinary General Meeting in July 2007, resolved to carry out a reverse split in the Parent Company. The total number of shares outstanding was thereby reduced to 50 million with a quota value of 4 each. On 5 September 2005, the General Meeting of the Parent Company decided to issue convertible bonds totalling SEK 628,644,000. Bonds have been issued for the full amounts. The share capital may be increased by SEK 175,353,974. Of the issued bonds, SEK 545,391 thousand carries an 8% interest rate. The interest rate is capitalised over the duration. One bond for SEK 83,253 thousand is interest-free and has been discounted according to the current market rate on the date of issue. On 17 May 2006, the General Meeting of the Parent Company decided to issue convertible bonds totalling SEK 383,602,000. Bonds have been issued for the full amount. Share capital may be increased by SEK 107,001,950. Of the bonds, SEK 363,402 thousand is at an 8% interest rate. The interest rate is capitalised over the duration. Two bonds totalling SEK 20,200 thousand are interest-free and have been discounted according to the current market rate on the date of issue. During the year, all convertible bonds were converted into shares and the share capital was increased to SEK 482,355,912. The total number of issued shares is 120,588,978 with a quota value of 4 each. All issued shares are fully paid up.
54
Bisnode Annual Report 2007
Note 38. Earnings per share During the year all convertible bonds have been converted into shares. At end of year there were no option- or convertible bond programmes outstanding that could cause future dilution.
Before dilution Basic earnings per share is calculated by dividing profit attributable to equity holders of the Parent Company by the number of outstanding shares for the period.
Profit attributable to equity holders of the Parent Company Number of outstanding shares (thousands) Earnings per share before dilution (SEK per share)
2007
2006
274,605
160,646
61,765
50,000
4.45
3.21
After dilution Earnings per share after dilution is calculated by adjusting the number of shares outstanding to assume conversion of all dilutive potential shares. The Parent Company’s potential new shares are attributable to outstanding convertible bonds. The convertible bonds that were issued during 2006 are assumed to have been converted on the date they were issued. The convertible bonds that were issued during 2005 are assumed to have been converted at the beginning of the period. The net profit is adjusted to eliminate the interest expense less the tax effect.
Profit attributable to equity holders of the Parent Company
2007
2006
274,605
160,646
Interest expense on convertible bonds (after tax)
49,100
48,326
Profit used to determine earnings per share after dilution 323,705
208,972
Weighted average number of outstanding shares (thousands)
61,765
50,000
Adjustment for assumed conversion of bonds (thousands)
58,824
61,672
61,765
50,000
5.24
4.18
Weighted average number of outstanding shares after dilution (thousands) Earnings per share after dilution (SEK per share)
Note 39. Business combinations 2007 – Acquired companies
Date of acquisition
share of capital
Operation
Agent 25 Sverige AB
02/01/2007
100.0%
One of Sweden's largest modern media monitoring companies on the Internet.
Infobon d.o.o.
15/01/2007
100.0%
Offers information about Slovenian companies.
Adbit AB
01/03/2007
60.0%
Runs an advertising agency through a subsidiary and sells system sollutions.
Interdialog AS
22/03/2007
80.0%
One of the leading Norwegian marketing consultants, offering cutting-edge expertise
Creditscorer Ltd
30/04/2007
100.0%
Oy Analytic Direct Communication ADC
03/05/2007
80.5%
Finnish expert in direct marketing. Bisnode already held 19,5%.
Emric AB
07/05/2007
50.1%
Offers expert knowledge and system support in the areas of credit ratings and credit
Wirtschaftsauskunftei Wisur Ges.m.b.H
11/05/2007
100.0%
WDM International B.V.
31/05/2007
97.5%
One Holding AS
18/06/2007
65.0%
ABC Germany (asset deal)
26/06/2007
100.0%
The company owns Germany's largest database of product information.
CEE Data a.s.a
28/06/2007
100.0%
Provider of corporate databases and economic information about the Czech business world.
Pointer Sweden AB
29/06/2007
100.0%
One of Sweden's leading business intelligence consulting firms.
Lundalogik AB
17/12/2007
100.0%
One of Sweden's top suppliers of CRM and customer care systems.
in the field of direct marketing. British company - expert in the field of commercial credit granting.
management. One of the leading suppliers of business data in Austria. Leading provider of services for consumer marketing with offices in the Netherlands, Belgium, France and Scandinavia. One of the leading CRM consultants in Norway.
Purchase price
Emric Group
WDM Group
Cash paid
53,565
690,098
Estimated additional purchase price Direct costs relating to acquisitions
1,195
11,981
Pointer Group
Lundalogik
Other acquisitions
Total
57,684
80,000
171,261
1,052,608
33,327
57,402
3,000
93,729
552
671
2,314
16,713
Utilisation of provision for additional purchase price Total Fair value of acquired net assets
-9,752
-9,752
54,760
702,079
91,563
138,073
166,823
1,153,298
-16,724
-54,528
-15,618
-336,627
-30,905
-218,852
Acquired minority interest
23,688
18,016
Total Goodwill
47,543
501,243
74,839
83,545
1,610
43,314
152,815
859,985
55
Bisnode Annual Report 2007
Cash flow effect
Emric Group
WDM Group
Pointer Group
Lundalogik
Other acquisitions
Total
Cash paid
53,565
690,098
57,684
80,000
171,261
1,052,608
1,195
11,981
552
671
2,314
16,713
Cash and cash equivalents in acquired subsidiaries
-8,255
-88,003
-8,937
-32,295
-12,341
-149,831
Change in cash and cash equivalents
46,505
614,076
49,299
48,376
161,234
919,490
Revenue since acquisition date
52,552
348,373
36,104
89,685
526,714
Revenue in 2007
72,748
572,136
75,049
54,743
126,597
901,273
3,023
39,217
2,582
8,816
53,638
-894
32,342
7,364
8,854
67,575
Direct costs relating to acquisitions
Supplementary information
Operating profit since acquisition date Operating profit in 2007
Emric Group Fair value of acquired assets and liabilities
Carrying amount
WDM Group
Fair Carrying value amount
Pointer Group
Fair Carrying value amount
19,909
Other acquisitions
Lundalogik
Fair Carrying value amount
Fair Carrying value amount
Total
Fair Carrying value amount
Fair value
Assets Intangible assets Property, plant and equipment
12,417
37,417
1,532
1,532
97,376
15,646 225,387 20
20
73
73
93
93
2,946
2,946
31,018
31,018
3,386
3,386
37,350
37,350
317
317
315
315
Available-for-sale financial assets Deferred tax assets Inventories
1,198
1,198
Tax receivables
2,053
2,053
Trade and other receivables
12,496
Cash and cash equivalents
8,255
Total assets
40,897
97,376
12,496 123,653 123,653
1,147
1,147
16
16
694
42,800
10,542
694
1,571
28,614
38,605 334,218
1,571 102,320 102,320
1,830
1,830
2,069
2,069
21,325
21,325
12,621
12,621
34,744
34,744 204,839 204,839
88,003
8,937
8,937
32,295
32,295
12,341
12,341 149,831 149,831
65,897 356,033 565,774
31,425
31,425
45,610
88,410
62,972
81,044 536,937 832,550
1,716
1,716
632
12,616
8,255
88,003
Liabilities Deferred tax liabilities
732
7,732
242
5,302
3,322
94,209
1,540
66,843 1,540
3,607
3,607
5,147
5,147
92,296
92,296
3,522
3,522 103,068 103,068
Other provisions Non-current liabilities
7,250
7,250
1,875
1,875
151
Trade and other payables
Tax liabilities 20,010
20,010 186,243 186,243
12,985
12,985
19,391
19,391
52,844
52,844 291,473 291,473
Total liabilities
27,992
34,992 280,079 346,922
14,701
14,701
21,898
33,882
60,366
65,426 405,036 495,923
Net identifiable assets and liabilities
12,905
30,905
16,724
16,724
23,712
54,528
2,606
15,618 131,901 336,627
75,954 218,852
151
2,026
2,026
The Goodwill is attributable to the high profitability of the acquired companies and the significant synergies expected to arise following acquisition. All acquisition balances are preliminary.
2006 – Acquired companies
Date of acquisition
share of capital
DM Huset AS
02/05/2006
34.0%
Hoppenstedt Holding GmbH
17/05/2006
100.0%
German Group dedicated to business, credit and product information.
Hoppenstedt AG
17/05/2006
100.0%
Dormant company.
DirektMedia AS
12/06/2006
19.8%
Holding increased to 100%.
DirektMedia A/S
25/06/2006
30.0%
Holding increased to 100%.
Connectus AS
28/09/2006
100.0%
G2. Solutions AB
31/10/2006
60.0%
Ravn Info (asset deal)
01/11/2006
100.0%
Norwegian supplier of credit information.
Pointlex (asset deal)
01/12/2006
100.0%
Supplier of legal news and legal databases.
Operation Holding increased to 100%.
Supplier of business information about the Estonian business world. Specialist in customer management systems for professional and daily commodities trading.
56
Bisnode Annual Report 2007
Purchase price
Acquisition of the Hoppenstedt Group
Cash paid
486,245
Estimated additional purchase price
Other acquired subsidiaries
Increased ownership in subsidiaries
Payment of additional purchase price
Total
47,381
56,307
200,000
789,933
19,940
Direct costs relating to acquisitions
2,448
Utilisation of provision for addtitional purchase price Total Fair value of acquired net assets
488,693
67,517
17,170
-11,744
Acquired minority interest
2,649
-2,700
-200,000
-202,700
53,612
0
609,822 5,426
-15,319 700
700
505,863
57,437
38,993
602,292
Acquisition of the Hoppenstedt Group
Other acquired subsidiaries
Increased ownership in subsidiaries
Payment of additional purchase price
Total
486,245
47,381
56,307
200,000
789,933
2,448
196
5
-175,144
-6,610
313,549
40,967
Total Goodwill
Cash paid Direct costs relating to acquisitions Cash and cash equivalents in acquired subsidiaries
5
1,664
Negative Goodwill
Cash flow effect
19,940
196
Change in cash and cash equivalents
2,649 -181,754
56,312
Hoppenstedt Holding GmbH Fair value of acquired assets and liabilities
-13,655
200,000
610,827
Other acquisitions
Carrying amount
Fair value
Carrying amount
Fair value
13,642
Assets Intangible assets
13,328
192,546
13,642
Property, plant and equipment
12,316
12,316
260
260
Deferred tax assets
58,547
58,547
1,311
1,311
Inventories
1,470
1,470
Trade and other receivables
94,709
94,709
2,694
2,694
Cash and cash equivalents
175,144
175,144
6,610
6,610
Total assets
355,515
534,733
24,517
24,517
Liabilities Deferred tax liabilities Provisions for pensions Other provisions
22,291
22,291
129,672
201,360
25,166
25,166
Trade and other payables
303,086
303,086
12,773
12,773
Total liabilities
480,216
551,903
12,773
12,773
-124,701
-17,170
11,744
11,744
Net identifiable assets and liabilities
During 2006, the aquired companies contributed approximately SEK 390 million to Group operating revenue, of which Hoppenstedt companies contributed approximately SEK 383 million. Through the acquisition, the Group pre-tax profit was affected positively by approximately SEK 10 million. The Hoppenstedt Group profit for the period amounted to SEK 8.7 million. Had all companies been
acquired at January 1, 2006, their contribution to Group operating revenue would have amounted to SEK 609 million and the contribution to pre-tax profit approximately SEK 22 million. The Goodwill is attributable to the high profitability of the acquired companies and the significant synergies expected to arise following acquisition.
57
Bisnode Annual Report 2007
Note 40. Sale of subsidiaries
Note 41. Events after the balance sheet date Date of sale
Subsidiaries divested
2007
Infologistics Scandinavia AB
22/01/2007
Findata AB
05/03/2007
2006
GV Zalozba, d.o.o.
20/02/2006
IUS Software, d.o.o.
20/02/2006
Pressdata i Stockholm AB
23/03/2006
Prio Infocenter AB
23/03/2006
Capital gains/losses
2007
2006
Cash received
115,500
124,010
Net assets sold
-34,689
-58,801
Provisions in connection to sale
-19,453
Deferred tax on provisions Estimated additional purchase prices receivable
5,447 10,000
Exchange differences
352
Capital gains/losses
76,805
65,561
Net assets divested
2007
2006
32,868
48,821
58
11,157
Assets Intangible assets Property, plant and equipment Deferred tax assets
370
Inventories
3,838
Trade and other receivables
4,126
Cash and cash equivalents
2,416
-923
39,838
86,424
Trade and other payables
5,149
21,512
Total liabilities
5,149
27,623
Cash flow from sale of subsidiaries
2007
2006
115,500
124,010
Total assets
23,531
Liabilities Non-current liabilities
Cash received Cash and cash equivalents in sold subsidiaries Cash flow from sale of subsidiaries
6,111
-2,416
923
113,084
124,933
Acquisition of subsidiaries During January 2008 three companies were acquired: Svenska Nyhetsbrev AB The company was acquired for a price of approximately SEK 51 million, of which SEK 28 million represents an estimated additional purchase price to be settled in 2010. Svenska Nyhetsbrev produces news and business information in digital and printed format, often in the form of newsletters targeting different industries. Annual sales amount to approximately SEK 30 million. The company has 17 employees. Credita AG Credita is a leading domestic provider of credit and risk information in Switzerland. The company was acquired for a price of slightly over SEK 44 million and has annual sales of approximately SEK 25 million. The company has 22 employees. Relevant Information i Stockholm AB The company was acquired for a total price of SEK 3.5 million. Relevant Information is a consulting firm specialised in development of models for customer profile analysis. The company has 3 employees. Sale of subsidiaries In the beginning of January the Group company Market Watch Scandinavia AB was sold for a price of SEK 1. The consolidated capital loss amounted to SEK 1.5 million. Other significant events In January Bisnode’s owners adopted a refinancing plan that will provide the owners with a cash distribution of approximately SEK 865 million. Bisnode’s founder Lars Save left his post as President and CEO of the company on February 4, 2008. Board Chairman Håkan Ramsin has taken over as Acting CEO until a new President and CEO has been appointed. Bo Jungner has taken over as Board Chairman until further notice. No other significant events took place after the balance sheet date.
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Bisnode Annual Report 2007
The Annual accounts and the consolidated financial statements were approved for publication by the Board on March 12 2008. The Income Statement and Balance Sheet will be presented to the Annual General Meeting on April 8, 2008 for adoption. Stockholm 12 March 2008
Bo Jungner Chairman of the Board
Torgny Eriksson Board member
Henrik Joelsson Board member
Birgitta Klasén Board member
Jonas Nyrén Board member
Carl Wilhelm Ros Board member
Håkan Ramsin Board member and Chief Executive Officer
59
Bisnode Annual Report 2007
Auditors’ report To the annual meeting of the shareholders of Bisnode Business Information Group AB, corporate identity number 556681-5725 We have audited the annual accounts, the consolidated accounts, the accounting records and the administration of the board of directors and the chief executive officer of Bisnode Business Information Group AB for the financial year 2007. (The company’s annual accounts and the consolidated accounts are included in the printed version on pages 22 – 58). The board of directors and the chief executive officer are responsible for these accounts and the administration of the company as well as for the application of the Annual Accounts Act when preparing the annual accounts and the application of international financial reporting standards IFRSs as adopted by the EU and the Annual Accounts Act when preparing the consolidated accounts. Our responsibility is to express an opinion on the annual accounts, the consolidated accounts and the administration based on our audit. We conducted our audit in accordance with generally accepted auditing standards in Sweden. Those standards require that we plan and perform the audit to obtain reasonable assurance that the annual accounts and the consolidated accounts are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the accounts. An audit also includes assessing the accounting principles used and their application by the board of directors and the chief executive officer and significant estimates made by the board of directors and the chief executive officer when preparing the annual accounts and consolidated accounts as well as evaluating the
overall presentation of information in the annual accounts and the consolidated accounts. As a basis for our opinion concerning discharge from liability, we examined significant decisions, actions taken and circumstances of the company in order to be able to determine the liability, if any, to the company of any board member or the managing director. We also examined whether any board member 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 our audit provides a reasonable basis for our opinion set out below. The annual accounts have been prepared in accordance with the Annual Accounts Act and give a true and fair view of the company’s financial position and results of operations in accordance with generally accepted accounting principles in Sweden. The consolidated accounts have been prepared in accordance with international financial reporting standards IFRSs as adopted by the EU and the Annual Accounts Act and give a true and fair view of the group’s financial position and results of operations. The statutory administration report is consistent with the other parts of the annual accounts and the consolidated accounts. We recommend to the annual meeting of shareholders that the income statements and balance sheets of the parent company and the group be adopted, that the profit of the Parent Company be dealt with in accordance with the proposal in the administration report and that the members of the board of directors and the chief executive officer be discharged from liability for the financial year.
Stockholm 25/03/2008 Öhrlings PricewaterhouseCoopers Bertil Johanson Authorized Public Accountant
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Bisnode Annual Report 2007
Board of Directors and Auditors Acting CEO
Håkan Ramsin
Carl Wilhelm Ros
Håkan Ramsin is Acting CEO since 4 February 2008, and will remain in this role until a new President and CEO has been appointed. Håkan Ramsin has been a member of the Board since 2005 and its Chairman since 2006. During the period while he serves as Acting CEO, he is a regular Board member instead of Chairman. He is a partner and venture manager of Provider Venture Partners AB. He also serves as chairman of the boards of B2f Intressenter AB, Lessmore Sverige AB, Lokal-TV Nätverket i Sverige AB and Air Plus TV AB, and as a member of the boards of ASMS Holding AB, CyPak AB, Provider Venture Partners AB, Dahlia Telivision SA and Svenska Tracab AB. He holds a Bachelor of Arts degree in mathematics from Stockholm University and has studied at the Royal Institute of Technology (KTH) in Stockholm. Born in 1945.
Carl Wilhelm Ros has been a member of the Board since 2005, prior to which he served on the board of Bonnier Business Information starting in 2001. He is also chairman of the boards of Martin Olsson Handelsaktiebolag and Sorarb AB, and is a member of the boards of Anders Wilhelmsen AS, Bonnier AB, Camfil AB, Catella Property AB, INGKA (IKEA) Holding and Skandinaviska Enskilda Banken AB. He holds a Master’s degree in Political Science from Lund University. Born in 1941.
Bo Jungner Bo Jungner has been a member of the Board since 2005 and was Chairman of the Board during three periods in 2005, 2006 and also during the period when Håkan Ramsin was Acting CEO. He is currently an Investment Director at Ratos and also serves on the boards of Anticimex Holding AB and other companies in the Anticimex Group, Atle AB, BTJ Group AB, EuroMaint Gruppen AB, EuroMaint AB and Jötul AS. He holds a Master of Science degree in Business and Economics from the Stockholm School of Economics. Born in 1960.
Birgitta Klasén Birgitta Klasén has been a member of the Board since 2006. She is currently a Senior IT Advisor. She also serves on the boards of OMX AB and Telelogic AB. She has previous experience as CIO (Chief Information Officer) at Telia 1995-1996, at Pharmacia 1996-2001 and at EADS (European Aerospace and Defence Systems) 2004-2005. She holds a Master of Science degree in Technical Physics from the Royal Institute of Technology (KTH) in Stockholm. Born in 1949.
Auditors
Öhrlings PricewaterhouseCoopers AB. Bertil Johanson, Authorized Public Accountant, born 1949.
Henrik Joelsson Henrik Joelsson has been a member of the Board since 2005. He is a Senior Investment Manager at Ratos and also serves on the boards of Anticimex Holding AB and other companies in the Anticimex Group, EuroMaint Gruppen AB, EuroMaint AB and as a deputy member of the board of Camfil AB. He holds a Master of Science degree in Business and Economics from the Stockholm School of Economics and a Master of Business Administration degree from INSEAD. Born in 1969.
Jonas Nyrén Jonas Nyrén has been a member of the Board since 2005, prior to which he served on the board of Bonnier Business Information starting in 1999. He is currently President of Bonnier Holding AB and a board member of Kungsleden AB, SkandiaBanken AB and different companies in the Bonnier Group. He holds a Master of Science degree in Business Administration and Economics from the Stockholm School of Economics. Born in 1951.
Torgny Eriksson Torgny Eriksson has been a member of the Board since 2005. He also serves on the boards of Hermes Focus Asset Management Europe Limited, Ramirent Oyj, Rieber & Son A/S, Advisio AB, Metallfabriken Ljunghäll AB, Sirius Machinery AB, RIV 2 Retail Invest Vehicle 2 AB and RHRBM Holding AB. He holds a Bachelor of Science degree in Economics from Lund University, a Seminar for Senior Executives (SSE) of IMD Lausanne and has studied at the London School of Economics. Born in 1947.
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Bisnode Annual Report 2007
Group management
Acting CEO
Håkan Ramsin
Geir Feltstykket
Håkan Ramsin has been Acting CEO since 4 February 2008 and will remain in this role until a new President and CEO has been appointed. Håkan Ramsin has been a member of the Board since 2005 and its Chairman since 2006. During the period while he serves as Acting CEO, he is a regular Board member instead of Chairman. He is a partner and venture manager of Provider Venture Partners AB. He also serves as chairman of the boards of B2f Intressenter AB, Lessmore Sverige AB, Lokal-TV Nätverket i Sverige AB and Air Plus TV AB, and as a member of the boards of ASMS Holding AB, CyPak AB, Provider Venture Partners AB, Dahlia Telivision SA and Svenska Tracab AB. He holds a Bachelor of Arts degree in mathematics from Stockholm University and has studied at the Royal Institute of Technology (KTH) in Stockholm. Born in 1945.
Geir Feltstykket has been Business Unit Director of CRM & Direct Marketing since 1998. Mr. Feltstykket joined the Group in 1995 when Bisnode acquired DM Huset, where he was Managing Director after co-founding the company in 1990. Mr. Feltstykket’s professional experience also includes several sales and marketing positions in the Norwegian media industry. Mr. Feltstykket was educated at the Royal Norwegian Naval Academy, IFM (Institutt for Marknadsforing), NMH (Norges Markedsforings Hogskola) and holds diplomas in management and strategic leadership from the Stockholm School of Economics. Born in 1965.
Business Unit Director, CRM & Direct Marketing
Jonas Edström
Fredrik Åkerman
CFO
Fredrik Åkerman has been Chief Financial Officer since 2005, before which he was CEO of BTJ Infodata AB since 2004. He has also served as chairman of AB Dagens Nyheter Annonsförsäljning, Pressens Bild Images AB, Pressens Morgontjänst AB, AB DN På Stan, Seelig & Co AB, Prio Infocenter AB and Citypaketet Sweden AB and a member of the boards of AB Dagens Nyheter, Stockholm City i Sverige AB, AB Bokförlaget DN, Infologistics Scandinavia AB and Stockholm City i Sverige Försäljning AB. Åkerman’s professional experience also includes the post of CEO at AB Dagens Nyheter and executive positions in Statoil AB. He holds a degree in Business Administration from the Stockholm School of Economics. Born in 1962.
Alistair Pauline
Business Unit Director, Credit & Risk Information
Alistair Pauline has been Business Unit Director of Credit & Risk Information since 2006. Previously, he was Business Unit Manager of the business unit Company Information Central in Bisnode AB since 2000. Mr. Pauline joined the Group in 1991 and has held various positions including Financial Controller, Production Director and Managing Director of a number of Credit & Risk Information companies. Pauline’s professional experience also includes Financial Controller in the construction and manufacturing industries. He is a fellow of the Chartered Association of Certified Accountants and holds a Higher National Certificate, Business Studies, from Polytechnic of Wales. Born in 1959.
Business Unit Director, Service & Venture Development
Jonas Edström has been Business Unit Director of Service & Venture Development since 2004. Edström joined the Group in 1994 in connection with the start-up of KreditFakta AB, now part of AAA Soliditet, where he was one of the founders and CEO. In the past five years he has also been responsible for the Group’s central Research and Development, including major database projects. He holds a Bachelor of Social Science degree with a major in Business Administration from Stockholm University. Born in 1956.
Mats Erwald
Business Unit Director, Business & Market Information
Mats Erwald has been Business Unit Director of Business & Market Information since the creation of this business unit in 2006. Mats joined the Group in 1992 and was Business Unit Manager of the Company Information Nordic business unit in Bisnode AB since 2000. Mr. Erwald’s professional experience also includes the position of MD at AffärsData AB, InfoTorg AB, CD Förlag AB and Svensk Handelstidning Justitia AB. He holds a Bachelor’s degree in Economics from Stockholm University and has completed leadership training courses at IFL, IMD and other institutions. Born in 1961.
Peter Villa
Business Unit Director, Product Databases & Trade Press
Peter Villa has been Business Unit Director of Product Databases & Trade Press since 2000. Villa joined the Group in 1991 and was previously Managing Director of Kompass Deutschland GmbH and Hoppenstedt Bonnier Information GmbH in Germany. Villa’s professional experience also includes various executive leadership positions in Bonnier and other companies. Mr. Villa is Vice President and a board member of the European Association of Directory and Database Publishers in Brussels and holds a degree in economic history, political science and education from Uppsala University. Born in 1964.
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Bisnode Annual Report 2007
History of Bisnode A dialogue on building Bisnode In 1987 Lars Save, an entrepreneur with new technology focus, and Håkan Ramsin, a manager
4000 within the Bonnier Group, started a discussion and work how to make digital business informa3500
tion services profitable. This was the start of today’s Bisnode Group. Read about how the group has developed over the past 20 years.
3000 2500 2000 1500 1000
1990
1986
Håkan: “We took the decision to start Bisnode’s predecessor, Bonnier Business Services, and starting a joint venture with Hoppenstedt of Germany, in the same year.
Lars: “We started on our business plan—how to make money from electronic media—in ’86. Our investment of SEK 15 m was sourced from Bonnier, who gave us three years to turn a profit, which we did.
Lars: “And if my memory serves me correctly, didn’t you take a two-week crash course in German in an attempt to charm Herr Hoppenstedt?”
500 0 SEK m
1986
1987
1988
1989
1989
1990
1991
1991
Lars: : “That was when we matched our
earnings estimate. As far as I know, at that time there wasn’t many other companies in the world making money from online traffic.”
Lars: “That was the year we bought our first credit information business the loss-making UK business information provider, ICC, a huge and very challenging acquisition, and it took us a year before we found the right people to manage it.” Håkan: “There were a lot of acquisitions of different sizes in the early 1990s—I remember that after all our acquisitions, one Norwegian paper described me as a Napoleon.”
1992
1993
1994
1995
1993 Lars: “We became stronger within direct
marketing and acquired PAR, which had become something of a headache for Swedish post— they’d lost SEK 18 m in the year before the takeover. One year later, PAR posted earnings of SEK 18 m.”
Håkan: “That’s right, we succeeded because we divested PAR businesses it shouldn’t have been involved in. Acquiring and turning round problem businesses was fairly characteristic of our approach.”
1996
1
1996
63
Bisnode Annual Report 2007
Håkan Ramsin, Lars Save
1999
2005
Lars: “That’s when we bought Hoppenstedts’
share of our joint venture—which gave leverage on our earnings when we consolidated the whole company. In the same year, Bonnier split its operations into consumer and business information, the latter becoming BAF.”
1997
1998
1999
2000
2001
2002
Håkan: The private equity company Ratos acquired 70% of BAF, while we bought Infodata. We started restructuring Infodata to clarify exactly where the profitability was coming from.”
2003
2004
2005
2003 Lars: “This year was a huge step for our credit
information services when we acquired the D&B’s Nordic business, followed by D&B’s operations in another six countries. Nine out of ten of them went into black numbers after just one year.”
2006
2007
2007 Lars: “It’s amazing: when we started, I’d never dreamed that we would have sales of over SEK 4 bn and be in 19 countries.” Håkan: “It’s just unbelievable!”
Lars: “By this time we’d made quite a lot of
acquisitions and started to rationalize—we merged a cluster of technology businesses and listed them as Addnode, which was a way of extracting value.”
The chart shows Bisnode's (formerly Bonnier Business Information) development proforma from 1989. Total operating income is calculated from the acquisition and sales point of acquired and sold units. Total operating income
64
Bisnode Annual Report 2007
Subsidiaries Credit & Risk Information
CRM & Direct Marketing
DirektMedia Denmark www.direktmedia.dk direktmedia@direktmedia.dk DirektMedia Finland www.direktmedia.fi direktmedia@direktmedia.fi DirektMedia Sweden www.direktmedia.se goteborg@direktmedia.se DirektMedia Norway www.direktmedia.no post@direktmedia.no
G2 Solutions www.g2solutions.se info@g2solutions.se
Infodata Direct www.infodatadirect.se info@infodatadirect.se
Inter Dialog www.inter-dialog.no post@inter-dialog.no
Lundalogik www.lundalogik.se info@lundalogik.se
MarketMonitor www.market-monitor.co.uk info@market-monitor.co.uk
Membit www.membit.se info@membit.se
ONE Holding www.onesoftware.no post@onesoftware.no
PAR www.par.se info@par.se
Prospect Swetenhams www.prospectswetenhams.com info@prospectswetenhams.com
WDM Belgium www.wdmbelgium.be sales@wdmbelgium.be
Business Check www.businesscheck.se info@businesscheck.se
CEKIA www.cekia.cz marketing@cekia.cz
Checkit www.checkit.co.uk sales@checkit.co.uk
Connectus www.connectus.ee info@connectus.ee
WDM Database International www.dbi.wdminternational.com info@wdminternational.com WDM France www.wdmfrance.fr info@wdmfrance.fr WDM Netherlands www.wdm.nl info@wdm.nl Wij Special Media www.wijspecialmedia.nl info@wij.nl Baby DM Scandinavia www.bdms.se f.eshuis@bdms.se
Credita www.credita.ch int@credita.ch
CreditScorer www.creditscorer.com info@creditscorer.com
Emric www.emric.se info@emric.se
Hoppenstedt CreditCheck Germany www.hoppenstedt-creditcheck.de creditcheck@hoppenstedt.de
Hoppenstedt CreditCheck Austria www.hoppenstedtcreditcheck.at service@hoppenstedtcreditcheck.at D&B Austria www.dnbaustria.at office@dnbaustria.at D&B Czech Republic www.dnb.com/cz custserv@dnbczech.cz D&B Denmark www.dnb.com/dk kundeservicedk@dnbnordic.com D&B Finland www.dnb.com/fi asiakaspalvelu@dnbnordic.com D&B Germany www.dnbgermany.de service-de@dnb.com D&B Hungary www.dnb.com/hu dbhun@dbhun.hu D&B Norway www.dnb.com/no kundeservice.norge@dnbnordic.com D&B Poland www.dnb.com/pl info@dnb.com.pl D&B Sweden www.dnb.com/se support.sweden@dnbnordic.com D&B Switzerland www.dnbswitzerland.ch info.ch@dnb.com
ICC, Great Britain www.icc.co.uk info@icc.co.uk ICC, Ireland www.iccinformation.ie reception@iccinformation.ie
Key Note www.keynote.co.uk sales@keynote.co.uk
Soliditet Denmark www.aaasoliditet.dk kundeservicedk@soliditet.com Soliditet Norway www.ravninfo.com kundeservice@ravninfo.no Soliditet Sweden www.soliditet.se info@soliditet.se
SUR Wirtschaftsauskunftei Wisur www.wisur.at auskunftei-wisur@wisur.at
65
Bisnode Annual Report 2007
Product Databases & Trade Press
ABC Belgium www.abc-d.be info@abc-d.be
Kompass Denmark www.kompass.dk kompass@kompass.dk
ABC France www.abc-d.fr contact@abc-d.fr
Kompass Finland www.kompass.fi kompass@kompass.fi
ABC Germany www.abconline.de info@abconline.de
Kompass Hungary www.kompass.hu kompass@kompass.hu
ABC Luxemburg www.abc-d.lu info@abc-d.be
Kompass Norway www.kompass.no firmapost@kompass.no
ABC The Netherlands www.abcdirect.nl info@abcdirect.nl
Kompass Sweden www.kompass.se info@kompass.se
MM Partner www.mmp.se info@mmp.se
Newsline Group www.newsline.se info@newsline.se
Nomi Denmark www.nomi.bisnode.dk info@nomi.bisnode.dk Nomi Finland www.nomi.bisnode.fi helpdesk.fi@nomi.bisnode.com Nomi Norway www.nomi.bisnode.no webcontact@nomi.bisnode.no
Hoppenstedt Publishing www.hoppenstedt.de service@hoppenstedt.de
Nomi Sweden www.nomi.bisnode.se info@nomi.bisnode.com
Nyhetsbyr책n Direkt www.direkt.se info@direkt.se
Stockmann www.stockmann.dk stockmann@stockmann.dk
Svensk Handelstidning Justitia www.shj.se info@shj.se
Svenska Nyhetsbrev www.nyhetsbrev.se info@nyhetsbrev.se
Sverige Bygger www.sverigebygger.se info@sverigebygger.se
Business & Market Information Norge Bygges www.norgebygges.no info@norgebygges.no Bisnode Slovenia www.bisnode.si info@bisnode.si
HBI Czech Republic www.hbi.cz info@hbi.cz
Retail Institute Scandinavia www.retail-institute-scandinavia.dk retail@retail- institute-scandinavia.dk
Nyhedsbureauet Direkt www.direkt-dk.dk info@direkt-dk.dk Company Data Information www.companydata.hu companydata@hbi.hu
HBI Poland www.hbi.pl hbi@hbi.pl
Dansk RegnskabsAnalyse www.dra.dk dra@dra.dk
HBI Hungary www.hbi.hu mail@hbi.hu
Fixahemmet www.fixahemmet.se info@fixahemmet.se
Hoppenstedt Firmeninformationen www.hoppenstedt.de info@hoppenstedt.de
Greens www.greens.dk greens@greens.dk
Infotorg www.infotorg.se info@infotorg.se
Service & Venture Development
Infodata www.infodata.se info@infodata.se
Infodata applicate www.applicate.se info@applicate.se
Pointer www.pointer.se info@pointer.se
Relevant Information www.relevant.se info@relevant.se
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Bisnode Annual Report 2007
Definitions Average number of employees – The average number full-time employees during the period.
Net debt – Interest-bearing provisions and liabilities less cash and cash equivalents and other interest-bearing receivables.
Central Europe – Austria, Czech Republic, Estonia, Hungary, Poland, Slovakia and Slovenia.
Nordic region – Denmark, Finland, Norway and Sweden. Operating profit, EBIT – (Earnings before interest and tax) Operating profit.
Debt/equity ratio – Net debt in relation to equity. Earnings per share (after dilution) – Profit attributable to equity holders of the Parent Company adjusted for interest on convertible bonds after tax, divided by average number of outstanding shares after dilution. Earnings per share (before dilution) – Profit attributable to equity holders of the Parent Company, divided by average number of shares.
Operating profit, EBITA – (Earnings before interest, tax and amortisation) Operating profit less amortisation of intangible assets arising from acquisitions. Operating profit, EBITDA – (Earnings before interest, tax, depreciation and amortisation) Operating profit less depreciation and amortisation. Revenue per employee – Revenue divided by the average number of full-time employees.
EBIT margin – Operating profit, EBIT as a percentage of total operating income. EBITA margin – Operating profit, EBITA as a percentage of total operating income. EBITDA margin – Operating profit, EBITDA as a percentage of total operating income.
Western Europe – Belgium, France, Germany, Ireland, Netherlands, Switzerland and United Kingdom. The figures in the annual report have been rounded off to SEK thousand, while the calculations have been made without rounding off. As a result, the figures in certain tables and key ratios may appear not to add up correctly.
Equity – Reported shareholders’ equity plus untaxed reserves less deferred tax at the applicable tax rate.
This annual report is produced by Bisnode Business Information Group. Art Direction: Anna Johansson, Ottoboni Group Layout: Sollan Staflin, Komodo design&produktion Photo: David Lundberg, Hans-Erik Nygren and Lennart Dannstedt Copy: Elin Ljung and Nils Torkelsson, Bisnode and Michael Wallin, Citigate Stockholm Project management: Anna Dahlmann, Ottoboni Group Print: Trycksak Specialisten
Table of contents
Bisnode offers several services that provide a fast and good overview of trends and events in your specific industry. In one such example, we offer a digital service for businesses and entrepreneurs in the construction industry where it is possible to quickly find out who has built what, where, when and how.
04 This is Bisnode 08 Comments by
the management
10 12 14 16 18 20 22 24 32 59 60 61 62 64 66
Business units CRM & Direct Marketing Credit & Risk Information Product Databases & Trade Press Business & Market Information Service & Venture Development Organisation and human resources Financial information Directors’ report Financial statements Accounting policies and notes Auditor’s report Board of Directors and Auditors Group management History of Bisnode Subsidiaries Definitions
Are you in touch
with your industry?
Bisnode Annual Report 2007
Mailing address : Bisnode, S168, SE-105 99 Stockholm, Sweden Visiting address : Sveavägen 168, Stockholm, Sweden Office : +46 (0)8 558 059 00 Fax : +46 (0)8 558 059 95 E-mail : info@bisnode.com Web : www.bisnode.com
Bisnode business information group Annual Report 2007 for Bisnode Business Information Group AB
Business facilitator, Online, Digital, Decision support, Innovative solutions