IBM Finans Norge AS. Financial Statements. 31 December 2012

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1 Financial Statements 31 December 2012

2 Financial Statements As at 31 December 2012 Contents Page Directors Report 2 Independent Auditors Report 4 Statement of Comprehensive Income 6 Statement of Financial Position 7 Statement of Changes in Equity 8 Statement of Cash Flows 9 10

3 Directors Report The Nature and Location of the Operations IBM Finans Norge AS was established October 27, 2009 and is a fully owned subsidiary of International Business Machines AS (IBM) located in IBM s localities in Rosenholmveien 25, 1414 Trollåsen, Norway. IBM Finans Norge AS objective is to finance invoices (factoring) and inventory for IBM and IBM Business Partners. The nature of the business requires concession from Norwegian Credit Authorities (no: Finanstilsynet) and until start up in October 2009 the business operated through IBM Credit Norge NUF under the Swedish company IBM Global Financing AB. This company was dissolved in October 2009 necessitating a subsidiary of IBM in Norway. All necessary concessions from authorities are in place and IBM Finans Norge AS has also obtained exception from capitalisation for large engagements from Finanstilsynet and the Norwegian Ministry of Finance. The general capitalisation requirements apply. The company has the following employees at YE 2012: Kristin Mellbye: Account mgr. 100% Petter Kimmestad: CEO 20% All infrastructure support is in the IBM CoE Budapest including credit and accounting. Working Environment The working environment is good and no occupational accidents have occurred in The work force consists of one full time female employee and a 20% part time male employee. The total sick leave in 2012 was less than 1.0%. Diversity and Equality The company practices an equal opportunity policy. There is currently a predominance of female employees in the company, and the company is in compliance with all gender equality requirements. External Environment IBM Finans Norge AS does not cause any harm to the environment or health results and future prospects The Financial Statement for 2012 covers the total calendar year of IBM Finans Norge AS had a total credit engagement YE 2012 of MNOK 237 including unused but committed credits. Equity was MNOK 57.3 which is comfortably within the general capitalisation requirement. EBT was MNOK 8.8. The company expects to have stable portfolio in 2013 with profit on the same level as in Page 2

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7 Statement of Comprehensive Income Notes Finance income Finance cost 4 (308) (1 237) Net finance income Other expense and income Other income - 68 Other expense 5 (139) (2 878) Total expense and other income (139) (2 810) Profit before income tax Income tax expense 6 (2 455) (1 525) Profit for the year/total comprehensive income All operations are classified as continuing. The notes on pages 10 to 23 form part of these financial statements. Page 6

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9 Statement of Changes in Equity Issued capital Other paid-in capital Retained earnings Total equity At 1 January Profit for the period/total comprehensive income Total contribution by and distribution to owners of the company - - (5 051) (5 051) At 31 December Profit for the period/total comprehensive income Total contribution by and distribution to owners of the company (5 136) At 31 December The notes on pages 10 to 23 form part of these financial statements. Page 8

10 Statement of Cash Flows As at 31 December 2012 Notes Profit for the period Adjustments for Income tax Changes in operating assets and liabilities Decrease / (Increase) in receivables from related parties Decrease / (Increase) in factored receivables (77 517) (Decrease) / Increase in borrowing (90 592) (Decrease) / Increase in payables to related parties 14 (96 591) (Decrease) / Increase in other payables (924) (2 086) Net cash flow from operating activities (1 634) Cash flows from financing activities Capital increase Group contribution (7 133) (7 016) Net cash flow from financing activities - (7 016) Net increase in cash and cash equivalents (1 634) Cash and cash equivalents at beginning of the period Cash and cash equivalents at end of the period The notes on pages 10 to 23 form part of these financial statements. Page 9

11 1. Accounting policies General information IBM Finans Norge AS (the company ) is a limited company incorporated in Norway. The company s immediate parent entity is International Business Machines AS, a company incorporated in Norway. The company s ultimate parent entity is International Business Machines Corporations ( IBM Corporation ), a company registered in the United States of America. Basis of preparation These financial statements have been prepared on a historical cost basis, and in accordance with International Financial Reporting Standards ( IFRS ) as adopted by the European Union ( EU ), and interpretations issued by the International Financial Reporting Interpretations Committee ( IFRIC ). The principal accounting policies adopted in the preparation of the financial statements are set out below. The policies have been applied consistently to all years presented, unless otherwise stated. The preparation of financial statements in compliance with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise judgement in the process of applying the company s accounting policies. The areas where significant judgements and estimates have been made in preparing the financial statements are disclosed in the notes to these financial statements. The financial statements have been prepared on a going concern basis. New and amended standards and interpretations At the date of authorisation of these financial statements, the following standards and interpretations were in issue but not yet effective and have not been applied in these financial statements; IAS 19 Employee Benefits (amendment) IAS 27 Consolidated and Separate Financial Statements (amendment) IAS 28 Investments in Associates (amendment) IAS 32 Financial Instruments: Presentation (amendment) IFRS 1 First-time Adoption of International Financial Reporting Standards (amendment) IFRS 7 Financial Instruments: Disclosures (amendment) IFRS 9 Financial Instruments (amendment) IFRS 10 Consolidated Financial Statements (effective 1 January 2013) IFRS 11 Joint Arrangements (effective 1 January 2013) IFRS 12 Disclosure of Interests in Other Entities (effective 1 January 2013) IFRS 13 Fair Value Measurement (effective 1 January 2013) Amendments to other Standards and Interpretations resulting from Annual Improvements to IFRSs issued in 2012 The company s management anticipate the application of these Standards and Interpretations in future periods will have no material effect on the financial statements of the company. Page 10

12 1. Accounting policies (continued) Revenue Recognition The company recognises revenue only if probable that future economic benefits will flow to the entity and these benefits can be measured reliably. The primary source of revenue for the company is finance income. Finance income represents interest and fee income on factored and other receivables, cash and deposits and is recognised on an accruals basis using the effective interest rate method. Other expenses Other expenses are recognised in the income statement as incurred. Other expenses include selling expenses, salaries, office supplies, non-income taxes, insurance and office rental. Finance costs Finance costs represent interest on bank overdrafts and short term borrowings. Foreign currencies The financial statements of the company are presented in Norwegian Krone which is the functional currency of the company. Transactions denominated in foreign currencies are translated at the rate prevailing at the transaction date. Foreign exchange differences are recognised in the income statement in the year on settlement of these items. At each reporting date, monetary items denominated in foreign currencies are retranslated at the rates prevailing at the reporting date. The resulting foreign exchange differences are recognised in the income statement for the year. Taxation Income tax expense represents the current tax calculated on taxable profits for the year, any adjustments in respect of prior periods and any deferred tax charge or credit for the year. The current tax is based on taxable profit for the year. Taxable profit differs from profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting date. Deferred tax is recognised on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit. Page 11

13 1. Accounting policies (continued) Taxation (continued) The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that have been enacted and that are expected to apply in the year when the liability is settled or the asset realised. Deferred tax is charged or credited to the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the company intends to settle its current tax assets and liabilities on a net basis. Financial instruments Categories of financial instruments The company has the following categories of financial assets and liabilities: loans and receivables and financial liabilities at amortised cost. Financial assets and financial liabilities are recognised initially at fair value, plus directly attributable transaction costs, in the company s statement of financial position when the company becomes party to the contractual provisions of the instrument. In determining the fair value of its financial instruments, the company uses a variety of methods and assumptions that are based on market conditions and risks existing at each reporting date. For the majority of financial instruments, standard market conventions and techniques such as discounted cash flow analysis, replacement cost and termination cost are used to determine fair value. All methods of assessing fair value result in a general approximation of value, and such value may never actually be realised. Loans and receivables Loans and receivables are measured on initial recognition at fair value, and are subsequently measured at amortised cost using the effective interest rate method. Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They are included in current assets, except for those with maturities greater than 12 months after the balance sheet date which are classified as non-current assets. Loans and receivables include cash and cash equivalents, factored receivables and receivables from related parties in the balance sheet (notes 7 and 14). Cash and cash equivalents comprise cash on hand and demand deposits and other short term, highly liquid investments that are readily convertible to a known amount of cash ad are subject to an insignificant risk of changes in value. Page 12

14 1. Accounting policies (continued) Financial instruments (continued) Loans and receivables (continued) An allowance for impairment of loans and receivables is recorded based on a combination of write-off history, ageing analysis, and any specific, known impairment losses. Below are the methodologies the company uses to calculate its impairment reserves, which are applied consistently to its different portfolios. The company reviews all loans and receivables on a regular basis. The review consists primarily of an analysis based upon current information available about clients, such as financial statements, news reports and published credit ratings, as well as the current economic environment, collateral net of repossession cost and prior history. Additionally, analysis is performed on its different collectively assessed portfolios, based upon credit ratings, probability of default, term, asset characteristics, and loss history to determine if there is objective evidence of impairment. Objective evidence of impairment includes: significant financial difficulty of the issuer or counterparty; or default or delinquency in interest or principal payments; or it becoming probable that the borrower will enter bankruptcy or financial re-organisation. If there is objective evidence that loans and receivables are impaired, the company calculates an impairment loss by comparing the asset s carrying amount and the present value of the expected future cash flows. Any resulting impairment loss is recognised in the income statement. The carrying amount of the impaired receivable is reduced through the use of a specific allowance account. Losses incurred on trade and other receivables are charged against the allowance when management believes the uncollectibility of the receivable is confirmed. Subsequent recoveries, if any, are credited to the allowance. Derecognition of financial assets The company derecognises a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. If the company neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the company recognises its retained interest in the asset and an associated liability for amounts it may have to pay. If the company retains substantially all the risks and rewards of ownership of a transferred financial asset, the company continues to recognise the financial asset and also recognises a collateralised borrowing for the proceeds received. Financial liabilities at amortised cost Financial liabilities are recognised when the company becomes obliged to make future payments resulting from the purchase of goods or services. Amounts are unsecured and usually settled on standard commercial trade terms. Page 13

15 1. Accounting policies (continued) Financial instruments (continued) Financial liabilities at amortised cost (continued) Financial liabilities recognised at amortised cost include borrowing, payables to related parties and other payables (note 9 and 14). Trade and other payables, and borrowings are initially measured at fair value, net of transaction costs and subsequently measured at amortised cost using the effective interest method, with interest expense recognised on an effective yield basis. Derecognition of financial liabilities The company derecognises financial liabilities when, and only when, the company s obligations are discharged, cancelled or they expire. Debt and equity instruments Debt and equity instruments are classified as either liabilities or as equity in accordance with the substance of the contractual arrangement. Interest and dividends Interest and dividends are classified as expenses or as distributions of profit consistent with the statement of financial position classification of the related debt or equity instruments or component parts of compound instruments. Page 14

16 2. Significant accounting estimates and assumptions The application of accounting standards and policies requires the company to make estimates and assumptions about future events that directly affect its reported financial condition and operating performance. The accounting estimates and assumptions discussed are those that the company considers to be most critical to its financial statements. An accounting estimate is considered critical if both (a) the nature of estimates or assumptions is material due to the level of subjectivity and judgement involved, and (b) the impact within a reasonable range of outcomes of the estimates and assumptions is material to the company's financial condition or operating performance. Revenue recognition Application of the accounting principles in IFRS related to the measurement and recognition of revenue requires that the company make judgements and estimates. Income taxes During the ordinary course of business, there are many transactions and calculations for which the ultimate tax determination is uncertain. As a result, the company recognises tax liabilities based on estimates of whether additional taxes and interest will be due. To the extent that new information becomes available which causes the company to change its judgement regarding the adequacy of existing tax liabilities, such changes to tax liabilities will impact income tax expense in the period in which such determination is made. Deferred tax assets Deferred tax assets are recognised only to the extent that the directors consider that it is more likely than not that there will be suitable taxable profits from which the future crystallisation of the underlying temporary differences can be deducted. An assessment of future profits is prepared based on current market and economic conditions, and an estimate of future market and economic conditions. Factors that could result in actual future profits being lower than estimated future profits relate to significant changes in the economy, or a significant change in the economic health of a particular client or industry segment that represents a concentration in the company s client base. Page 15

17 3. Finance income Factoring fees Income from factoring Interest on deposit with group undertakings (note 14) Other interest income Interest on amounts owed by parent undertaking and by fellow subsidiary undertakings are charged at variable rates based on NIBOR. 4. Finance costs Interest on loans from group undertakings (note 14) Interest on loans from parent undertaking and from fellow subsidiary is charged at variable rates based on NIBOR. 5. Other expenses Charges from parent undertaking (note 14) Insurance expenses (150) 305 Impairment / (Release of impairment) of factored receivables (1 020) Other expenses 19 3 Audit services (statutory audit) Total other expenses The employees at IBM Finans Norge AS have double employment agreement with IBM AS and IBM Finans Norge AS. Any payment and benefit is given by IBM AS. Number of man-year employed in 2012 was 1.2 (2011: 1.2 man-year). Managing director and members of the Control Committee and Board of Directors are not compensated separately. 6. Income tax expense (a) Analysis of charge / (credit) in the year In respect of the period: Current tax Deferred tax (note 8) 285 (472) Income tax expense /(credit) Page 16

18 6. Income tax expense (continued) (b) Factors affecting tax charge / (credit) The tax assessed on the profit for the year is the same as the standard rate of corporation tax in Norway of 28%. Profit before income tax Tax at the domestic income tax rate of 28% (2011: 28%) Non- taxable income (2) (5) Total income tax expense (note 6(a)) Factored receivables Current Factored receivables Less: provision for impairment of receivables (668) (1 688) Deferred tax asset At 1 January 2011 Charged to Income Statement - Provision for impairment of receivables 472 At 31 December Provision for impairment of receivables (285) At 31 December The deferred tax asset is expected to be recovered within 12 months. The recognition of deferred tax assets is determined by reference to the company s estimate of recoverability based on models to forecast future taxable profits. 9. Borrowings Borrowing from related companies (note 14) Interest bearing amounts owed to fellow subsidiary undertakings are charged at variable rates based on NIBOR. Page 17

19 10. Share capital and shareholder information Authorised, issued and fully paid shares ordinary shares of par value NOK each All shares have equal rights. Shareholder information IBM Finans Norge AS is a 100% owned subsidiary of International Business Machines AS, Kolbotn, Norway. 11. Contingencies No material contingent liabilities and commitments existed at 31 December Events after balance sheet date In March 2013, the Board of Directors proposed distribution of NOK out of retained earnings to the parent company. There were no other material events after balance sheet date. 13. Financial instruments Financial risk management The company is exposed to a variety of financial risks as a result of its operations that include the effects of changes in liquidity and interest rate risk, credit risk, market prices, and foreign exchange risk. The company has a strong risk management programme in place aligned to the programmes applied within the consolidated group of the company s ultimate parent company, International Business Machines Corporation. Capital risk management The company manages its capital to ensure that the company will be able to continue as a going concern while maximising the return to stakeholders through the optimisation of the debt and equity balance. The capital structure of the company consists of debt to related parties disclosed in note 14, and equity attributable to equity holders of the parent, comprising issued capital and retained earnings as disclosed in the statement of changes in equity. Significant accounting policies Details of the significant accounting policies and methods adopted, including the criteria for recognition, the basis of measurement, and the basis on which income and expenses are recognised in respect of each class of financial asset, financial liability, and equity instrument are disclosed in note 1 to the financial statements. Page 18

20 13. Financial instruments (continued) Categories of financial instruments Weighted average effective interest rate 2012 Weighted average effective interest rate 2011 % NOK 000 % NOK 000 Financial assets Loans and receivables Interest bearing Cash and cash equivalents Receivables from related parties Non-interest bearing Factored receivables Receivables from related parties Financial liabilities Amortised costs Interest bearing Borrowing Non-interest bearing Payables to related parties Other payables Financial risk management objectives IBM s corporate treasury function provides funding and risk management services to the Norway group of companies. Risk management services are provided through the monitoring and management of financial risks relating to the operations of the company through internal risk reports addressing market risk (including currency risk and interest rate risk), credit risk, liquidity risk, and cash flow interest rate risk. This includes performing sensitivity analysis on market risks to determine the effect of changes in foreign exchange and currency rates on the company s financial performance and position. Foreign currency risk The company does not undertake any material transactions denominated in foreign currencies, hence no considerable exposure to exchange rate fluctuations arise. Page 19

21 13. Financial instruments (continued) Credit risk management Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the company. The company has adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient collateral, where appropriate, as a means of mitigating the risk of financial loss from defaults. The company carries out credit checks on potential customers before contracts are entered into. This information is supplied by independent rating agencies where available and, if not available, the company uses other publicly available financial information and its own trading records to rate the major customers. Credit exposure is controlled by counterparty limits that are reviewed and approved by the risk management team annually. Cash balances held with the IBM Treasury Centre and with IBM AS/Nordea bank, which the directors assess as having high credit ratings. The company has significant concentration of credit risk. The top five debtors represent 97 % (2011: 96%) of the company's total loans and receivables. The carrying amount of financial assets recorded in the financial statements, which is net of impairment losses, represents the company s maximum exposure to credit risk. Interest rate risk management The company is funded by the IBM Treasury Centre in Ireland and IBM AS. As the company invests or borrows cash balances, it operates in either a receivable or payable position. Interest is paid or earned on the daily balance using the variable one month interest rate as the base. The company s exposures to interest rates on financial assets and financial liabilities are detailed in Categories of financial instruments table in this note. The company performs sensitivity analysis to determine the effects from exposure to interest rates risk. For financial assets and liabilities exposed to interest rate risk, the analysis is prepared assuming the balances at the reporting date was outstanding for the whole year. At the reporting date, if interest rates had been 50 basis points higher/lower and all other variables were held constant, the company s net profit would decrease/increase by NOK (2011: increase/decrease by NOK ). This is mainly attributable to the company s exposure to interest rates on borrowings and cash deposits. Liquidity risk management The company is funded internally by the IBM Treasury Centre in Ireland. The company manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities through its agreements with the Treasury Centre. Liquidity table The company holds financial liabilities with contractual maturity within one year. The contractual maturity is based on the earliest date on which the company may be required to pay. The table below have been drawn up based on the undiscounted contractual cash flows of the financial liabilities including principal cash flows. Page 20

22 13. Financial instruments (continued) Liquidity table (continued) Financial liabilities Interest bearing Borrowing Non-interest bearing Payables to related parties Other payables Fair value of financial instruments The fair values of financial assets and financial liabilities are determined as follows: Financial assets and financial liabilities with standard terms and conditions and traded on active liquid markets are determined with reference to quoted market prices; and Other financial assets and financial liabilities, excluding derivative financial instruments, are determined in accordance with generally accepted pricing models based on discounted cash flow analysis. Management consider that the carrying amount of financial assets and financial liabilities in the financial statements approximate their fair values. There are no financial assets and/or liabilities that were already recognised at fair value through profit and loss. 14. Related party transactions Related parties include parent companies, entities under common control ( group undertakings ), subsidiaries and key management personnel. The company enters into transactions with related parties in the ordinary course of business for the purchase or sale of services provided to and from related parties, purchase of investment from related parties, in relation to group funding arrangements with related parties and in relation to the factoring of trade receivables with related parties. The company's immediate parent undertaking is International Business Machines AS which holds 100% of the shares and is registered in Norway. The company's ultimate parent undertaking and controlling party is International Business Machines Corporation which is incorporated in the United States of America and is the parent undertaking of the smallest and largest group to consolidate these financial statements. Copies of the financial statements of this undertaking may be obtained from IBM Corporate Headquarters, New Orchard Road, Armonk, New York The following transactions were carried out with related parties, and were made on commercial terms and conditions: Page 21

23 14. Related party transactions (continued) Class of related party Transaction type Other related undertakings Factoring income Interest paid (173) (980) Interest received Immediate parent Interest paid (135) (257) Interest received Other expenses (1 209) (1 129) Factoring income Group contribution distributed (7 133) (7 016) Capital contribution received Details of the amounts receivable from, payable to and borrowing from related parties are set out below: Cash equivalents Other related undertaknings Deposits held with immediate parent At 1 January Deposited/(Withdrawn) during the year (9 342) (2 714) At 31 December Receivable from related parties Immediate parent Payable to related parties Immediate parent Other related undertakings Borrowing from related parties Other IBM group undertaking Interest on amounts owed by fellow subsidiary undertakings are charged at variable rates based on NIBOR. Page 22

24 14. Related party transactions (continued) The amounts outstanding on these balances are unsecured and will be settled in cash. No guarantees have been given or received. No expense has been recognised in the current or prior year for bad or doubtful debts in respect of the amounts owed by related parties. Key management compensation Members of the key management are remunerated by the immediate parent undertaking. 15. Capital coverage Reporting to the Financial supervisory authority of Norway (no: Finanstilsynet) any asset class is weighted at 100%. Booked value Receivables from related parties Factored receivables Responsible capital Capital coverage in % 27.0% 18.0% Requirement for capital coverage is 8% Coverage less requirement Calculation of Responsible capital Equity Profit for the year Change in presentation A reclassification has been made to Cash Equivalents for deposits held by the IBM Treasury Center. This reclassification has been made for all periods presented herein. Financial statements as at 31 December 2011 Change in presentation Financial statements as at 31 December 2011 after presentation change Cash and cash equivalents Receivables from related parties (1 634) Page 23

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