Exhibit 99.1
Netintact AB
Corporate Identity Number 556596-0001
Annual report and consolidated accounts
for
the financial year 1 July 2005 - 30 June 2006
The Board of Directors and Managing Director present the following annual report and consolidated accounts.
Contents | Page |
| |
- Administration Report | 2 |
- Consolidated Income Statement | 4 |
- Consolidated Balance Sheet | 5 |
- Cash Flow Statement for the Group | 7 |
- Parent Company Income Statement | 8 |
- Parent Company Balance Sheet | 9 |
- Cash Flow Statement for the Parent Company | 11 |
- Notes for the Parent Company and Group | 12 |
Netintact AB
556596-0001
Administration report
Information regarding the operations
The Company began its operations in 2000. The Company shall engage in the programming, development, sale and marketing of software, conduct trade in computers and computer equipment, and engage in related business. The Company shall also engage in the trading of shares and other securities and the management of properties, and conduct associated business.
Ownership structure
As of June 2006, the Company is a wholly-owned subsidiary of the American company Procera Networks. Procera Network is listed on the OTC Bulletin Board exchange in the USA.
Group structure
The Company is the Parent Company in a group which includes the subsidiary Netintact Pty Ltd, Australia. The Company's ownership interest in the subsidiary is 51%.
Significant events during the financial year
Parent Company
The Company's holdings in associated companies were sold during the year.
Comparative figures covering several years
Summary of the Group's financial development.
| | 2005/06 | | 2004/05 | | 2003/04 | | 2002/03 | | 2001/02 | |
Net sales, t $ | | | 2,501 | | | 2,322 | | | 1,295 | | | 1,304 | | | 625 | |
Income after financial items, t $ | | | 177 | | | 371 | | | - 41 | | | 150 | | | 76 | |
Balance sheet total, t $ | | | 1,257 | | | 1,203 | | | 586 | | | 669 | | | 268 | |
Equity/assets ratio, % | | | 36 | | | 33 | | | 17 | | | 27 | | | 30 | |
Return on total assets, % | | | 14 | | | 31 | | | neg | | | 22 | | | 28 | |
Return on equity, % | | | 39 | | | 93 | | | neg | | | 83 | | | 95 | |
Netintact AB
556596-0001
Proposed appropriation of profits
The following profits are at the disposal of the Annual General Meeting:
Unappropriated profit brought forward | | $ | 314,763 | |
Net profit for the year | | $ | 54 | |
| | $ | 314,817 | |
| | | | |
The Board of Directors proposes that the available profits be appropriated as follows: | | | | |
| | | | |
to be carried forward | | $ | 314,817 | |
| | $ | 314,817 | |
Group
According to the prepared consolidated balance sheet, non-restricted equity amounts to $ 367,466.
Result and financial position
For information regarding the result of the Group's and Parent Company's operations and financial position as per the end of the financial year, refer to the income statements and balance sheets below, with accompanying notes.
Netintact AB
556596-0001
Consolidated Income Statement | | Note | | 1 Jul 2005 -30 Jun 2006 | | 1 Jul 2004 -30 Jun 2005 | |
| | | | | | | |
Net sales | | | 2 | | $ | 2,500,914 | | $ | 2,321,919 | |
Other operating income | | | | | $ | 4,903 | | $ | 6,838 | |
| | | | | $ | 2,505,817 | | $ | 2,328,757 | |
| | | | | | | | | | |
Operating expenses | | | | | | | | | | |
Goods for resale | | | | | $ | - 478,618 | | $ | - 358,388 | |
Other external expenses | | | 3,4 | | $ | - 667,528 | | $ | - 654,285 | |
Personnel costs | | | 5 | | $ | - 1,135,617 | | $ | - 908,092 | |
Depreciation and write-down of tangible and amortisation and write-down of intangible fixed assets | | | 6 | | $ | - 49,159 | | $ | - 37,072 | |
Total operating expenses | | | | | $ | - 2,330,922 | | $ | - 1,957,837 | |
| | | | | | | | | | |
Operating income | | | | | $ | 174,895 | | $ | 370,920 | |
| | | | | | | | | | |
Income from financial items | | | | | | | | | | |
Interest income and similar profit/loss items | | | | | $ | 4,731 | | $ | 1,638 | |
Interest expenses and similar profit/loss items | | | | | $ | - 2,658 | | $ | - 1,245 | |
Total Income from financial items | | | | | $ | 2,073 | | $ | 393 | |
| | | | | | | | | | |
Income after financial items | | | | | $ | 176,968 | | $ | 371,313 | |
| | | | | | | | | | |
Tax on profit for the year | | | 7 | | $ | - 56,753 | | $ | - 106,603 | |
Minority share of net profit for the year | | | | | $ | - 55,194 | | | - | |
Net profit for the year | | | | | $ | 65,021 | | $ | 264,710 | |
Netintact AB
556596-0001
Consolidated Balance Sheet | | Note | | 30 Jun 2006 | | 30 Jun 2005 | |
| | | | | | | |
Assets | | | | | | | |
| | | | | | | |
Fixed assets | | | | | | | |
| | | | | | | |
Tangible fixed assets | | | | | | | |
Equipment, tools, fixtures and fittings | | | 6 | | $ | 163,540 | | $ | 86,846 | |
| | | | | | | | | | |
Financial fixed assets | | | | | | | | | | |
Participations in associated companies | | | 8 | | | - | | $ | 79,531 | |
Total fixed assets | | | | | $ | 163,540 | | $ | 166,277 | |
| | | | | | | | | | |
Current assets | | | | | | | | | | |
| | | | | | | | | | |
Inventories, etc. | | | | | | | | | | |
Goods for resale | | | | | $ | 133,171 | | $ | 101,369 | |
| | | | | | | | | | |
Current receivables | | | | | | | | | | |
Accounts receivable - trade | | | | | $ | 612,979 | | $ | 413,617 | |
Receivables with Group companies | | | | | $ | 65,169 | | | - | |
Deferred tax recoverable | | | | | | - | | $ | 65,235 | |
Current income taxes recoverable | | | | | $ | 13,892 | | | - | |
Other current receivables | | | | | $ | 2,870 | | $ | 3,502 | |
Prepaid expenses and accrued income | | | 9 | | $ | 50,786 | | $ | 45,029 | |
| | | | | $ | 745,696 | | $ | 527,383 | |
| | | | | | | | | | |
Cash and bank balances | | | | | $ | 214,843 | | $ | 407,967 | |
Total current assets | | | | | $ | 1,093,710 | | $ | 1,036,719 | |
Total assets | | | | | $ | 1,257,250 | | $ | 1,202,996 | |
Netintact AB
556596-0001
Equity and liabilities | | | | 30 Jun 2006 | | 30 Jun 2005 | |
| | | | | | | |
Equity | | 10 | | | | | |
| | | | | | | |
Restricted equity | | | | | | | |
Share capital (100,000 shares with quotient value SEK1) | | | | | $ | 13,784 | | $ | 13,784 | |
Restricted reserves | | | | | $ | 70,454 | | $ | 72,266 | |
Statutory reserve | | | | | $ | 2,756 | | $ | 2,756 | |
| | | | | $ | 86,994 | | $ | 88,806 | |
| | | | | | | | | | |
Non-restricted equity | | | | | | | | | | |
Profit brought forward | | | | | $ | 302,445 | | $ | 46,949 | |
Net profit for the year | | | | | $ | 65,021 | | $ | 264,710 | |
| | | | | $ | 367,466 | | $ | 311,659 | |
Total equity | | | | | $ | 454,460 | | $ | 400,465 | |
| | | | | | | | | | |
Minority interest | | | | | $ | 55,194 | | | - | |
| | | | | | | | | | |
Provisions | | | | | | | | | | |
Provisions for taxes | | | | | $ | 32,033 | | $ | 44,499 | |
| | | | | | | | | | |
Long-term liabilities | | | | | | | | | | |
Other long-term liabilities | | | | | $ | 34,461 | | $ | 20,579 | |
| | | | | | | | | | |
Current liabilities | | | | | | | | | | |
Accounts payable - trade | | | | | $ | 90,056 | | $ | 56,737 | |
Current Income tax liabilities | | | | | $ | 45,764 | | $ | 75,210 | |
Other current liabilities | | | | | $ | 84,351 | | $ | 109,631 | |
Accrued expenses and deferred income | | | 11 | | $ | 460,931 | | $ | 495,875 | |
Total current liabilities | | | | | $ | 681,102 | | $ | 737,453 | |
Total equity and liabilities | | | | | $ | 1,257,250 | | $ | 1,202,996 | |
| | | | | | | | | | |
Pledged assets | | | | | | None | | | None | |
| | | | | | | | | | |
Contingent liabilities | | | | | | None | | | None | |
Netintact AB
556596-0001
Cash Flow Statement for the Group | | 1 Jul 2005 -30 Jun 2006 | | 1 Jul 2004 -30 Jun 2005 | |
| | | | | |
Operating activities | | | | | |
Operating profit/loss before financial items | | $ | 174,895 | | $ | 370,920 | |
Depreciation | | $ | 49,159 | | $ | 37,072 | |
| | | | | | | |
Interest received | | $ | 4,455 | | $ | 1,638 | |
Interest paid | | $ | - 2,658 | | $ | - 1,245 | |
Income tax paid | | $ | - 47,363 | | $ | - 44,099 | |
| | $ | 178,763 | | $ | 364,286 | |
| | | | | | | |
Increase/decrease in inventories | | $ | - 31,803 | | $ | 21,384 | |
Increase/decrease in accounts receivable | | $ | - 210,345 | | $ | - 159,797 | |
Increase/decrease in other current receivables | | $ | - 70,294 | | $ | 15,577 | |
Increase/decrease in accounts payable | | $ | 33,319 | | $ | - 20,048 | |
Increase/decrease in other current operating liabilities | | $ | - 60,224 | | $ | 215,160 | |
Cash flow from operating activities | | $ | - 160,584 | | $ | 436,561 | |
| | | | | | | |
Investing activities | | | | | | | |
Investments in tangible fixed assets | | $ | - 80,484 | | $ | - 10,758 | |
Sales of tangible fixed assets | | $ | 574 | | $ | 2,061 | |
Investments in other financial fixed assets | | | - | | $ | - 79,531 | |
Disposal/amortisation of other financial fixed assets | | $ | 79,531 | | | - | |
Cash flow from investing activities | | $ | - 379 | | $ | - 88,228 | |
| | | | | | | |
Financing activities | | | | | | | |
Repayment of long-term borrowings | | $ | - 32,161 | | $ | - 7,369 | |
Cash flow from financing activities | | $ | - 32,161 | | $ | - 7,369 | |
| | | | | | | |
Cash flow for the year | | $ | - 193,124 | | $ | 340,964 | |
Cash and cash equivalents at beginning of the year | | $ | 407,967 | | $ | 67,003 | |
Cash and cash equivalents at year-end | | $ | 214,843 | | $ | 407,967 | |
Netintact AB
556596-0001
Parent Company Income Statement | | Note | | 1 Jul 2005 -30 Jun 2006 | | 1 Jul 2004 -30 Jun 2005 | |
| | | | | | | |
Net sales | | | | | $ | 2,228,309 | | $ | 2,189,136 | |
Other operating income | | | | | $ | 4,902 | | $ | 6,838 | |
| | | | | $ | 2,233,211 | | $ | 2,195,974 | |
| | | | | | | | | | |
Operating expenses | | | | | | | | | | |
Raw materials and consumables | | | | | $ | - 584,339 | | $ | - 412,999 | |
Other external expenses | | | 3,4 | | $ | - 623,306 | | $ | - 470,754 | |
Personnel costs | | | 5 | | $ | - 1,046,636 | | $ | - 908,092 | |
Depreciation and write-down of tangible and amortisation and write-down of intangible fixed assets | | | 6 | | $ | -22,982 | | $ | - 29,703 | |
Total operating expenses | | | | | $ | - 2,277,263 | | $ | - 1,821,548 | |
| | | | | | | | | | |
Operating income | | | | | $ | - 44,051 | | $ | 374,426 | |
| | | | | | | | | | |
Income from financial items | | | | | | | | | | |
Other interest income and similar profit/loss items | | | | | $ | 4,294 | | $ | 1,638 | |
Interest expenses and similar profit/loss items | | | | | $ | - 726 | | $ | - 1,245 | |
Total Income from financial items | | | | | $ | 3,568 | | $ | 393 | |
| | | | | | | | | | |
Income after financial items | | | | | $ | - 40,483 | | $ | 374,819 | |
| | | | | | | | | | |
Appropriations | | | 12 | | $ | 44,521 | | $ | - 91,968 | |
Tax on profit for the year | | | 7 | | $ | - 3,984 | | $ | - 80,852 | |
Net profit for the year | | | | | $ | 54 | | $ | 201,999 | |
Netintact AB
556596-0001
Parent Company Balance Sheet | | Note | | 30 Jun 2006 | | 30 Jun 2005 | |
| | | | | | | |
Assets | | | | | | | |
| | | | | | | |
Fixed assets | | | | | | | |
Tangible fixed assets | | | | | | | |
Equipment, tools, fixtures and fittings | | | 6 | | $ | 51,559 | | $ | 58,798 | |
| | | | | | | | | | |
Financial fixed assets | | | | | | | | | | |
Participations in Group companies | | | 13 | | $ | 81,558 | | $ | 81,558 | |
Participations in associated companies | | | 8 | | | - | | $ | 79,531 | |
| | | | | $ | 81,558 | | $ | 161,089 | |
Total fixed assets | | | | | $ | 133,117 | | $ | 219,887 | |
| | | | | | | | | | |
Current assets | | | | | | | | | | |
| | | | | | | | | | |
Inventories, etc. | | | | | | | | | | |
Goods for resale | | | | | $ | 95,329 | | $ | 101,368 | |
| | | | | | | | | | |
Current receivables | | | | | | | | | | |
Accounts receivable - trade | | | | | $ | 293,296 | | $ | 413,617 | |
Receivables from Group companies | | | | | $ | 250,800 | | | - | |
Current income taxes recoverable | | | | | $ | 13,892 | | $ | 9 | |
Other current receivables | | | | | $ | 755 | | $ | 581 | |
Prepaid expenses and accrued income | | | 9 | | $ | 50,786 | | $ | 45,030 | |
| | | | | $ | 609,529 | | $ | 459,237 | |
Cash and bank balances | | | | | $ | 278,612 | | $ | 407,967 | |
Total current assets | | | | | $ | 899,455 | | $ | 968,572 | |
Total assets | | | | | $ | 1,032,572 | | $ | 1,188,459 | |
Netintact AB
556596-0001
Equity and liabilities | | | | 30 Jun 2006 | | 30 Jun 2005 | |
| | | | | | | |
Equity | | 10 | | | | | |
| | | | | | | |
Restricted equity | | | | | | | |
Share capital (100,000 shares with quotient value SEK 1) | | | | | $ | 13,784 | | $ | 13,784 | |
Statutory reserve | | | | | $ | 2,756 | | $ | 2,756 | |
| | | | | $ | 16,540 | | $ | 16,540 | |
| | | | | | | | | | |
Non-restricted equity | | | | | | | | | | |
Profit brought forward | | | | | $ | 314,763 | | $ | 112,902 | |
Net profit for the year | | | | | $ | 54 | | $ | 201,999 | |
| | | | | $ | 314,817 | | $ | 314,901 | |
Total equity | | | | | $ | 331,357 | | $ | 331,441 | |
| | | | | | | | | | |
Untaxed reserves | | | 14 | | $ | 114,404 | | $ | 158,925 | |
Current liabilities | | | | | | | | | | |
Accounts payable - trade | | | | | $ | 84,132 | | $ | 56,737 | |
Current income tax liabilities | | | | | | | | $ | 75,210 | |
Other current liabilities | | | | | $ | 54,839 | | $ | 102,263 | |
Accrued expenses and deferred income | | | 11 | | $ | 447,840 | | $ | 463,883 | |
Total current liabilities | | | | | $ | 586,811 | | $ | 698,093 | |
Total equity and liabilities | | | | | $ | 1,032,572 | | $ | 1,188,459 | |
| | | | | | | | | | |
Pledged assets | | | | | | None | | | None | |
| | | | | | | | | | |
Contingent liabilities | | | | | | None | | | None | |
Netintact AB
556596-0001
Cash Flow Statement for the Parent Company | | Note | | 1 Jul 2005 -30 Jun 2006 | | 1 Jul 2004 -30 Jun 2005 | |
| | | | | | | |
Operating activities | | | | | | | |
Operating profit/loss before financial items | | | | | $ | - 44,051 | | $ | 374,426 | |
Adjustments for non-cash items, etc. | | | 15 | | $ | 22,982 | | $ | 29,703 | |
| | | | | | | | | | |
Interest received | | | | | $ | 4,294 | | $ | 1,638 | |
Interest paid | | | | | $ | - 726 | | $ | - 1,245 | |
Income tax paid | | | | | $ | - 93,077 | | $ | - 41,227 | |
| | | | | $ | - 110,578 | | $ | 363,295 | |
Increase/decrease in inventories | | | | | $ | 6,039 | | $ | 21,384 | |
Increase/decrease in accounts receivable | | | | | $ | 120,322 | | $ | - 160,396 | |
Increase/decrease in other current receivables | | | | | $ | - 256,731 | | $ | 15,616 | |
Increase/decrease in accounts payable | | | | | $ | 27,395 | | $ | - 20,048 | |
Increase/decrease in other current operating | | | | | | | | | | |
liabilities | | | | | $ | - 63,605 | | $ | 217,186 | |
Cash flow from operating activities | | | | | $ | - 277,159 | | $ | 437,037 | |
| | | | | | | | | | |
Investing activities | | | | | | | | | | |
Investments in tangible fixed assets | | | | | $ | - 18,807 | | $ | - 10,758 | |
Sales of tangible fixed assets | | | | | $ | 3,065 | | $ | 1,641 | |
Investments in other financial fixed assets | | | | | | - | | $ | - 86,956 | |
Disposal/amortisation of other financial fixed assets | | | | | $ | 79,531 | | | - | |
Cash flow from investing activities | | | | | $ | 63,789 | | $ | - 96,073 | |
| | | | | | | | | | |
Cash flow for the year | | | | | $ | - 213,370 | | $ | 340,964 | |
Cash and cash equivalents at beginning of the year | | | | | $ | 407,967 | | $ | 67,003 | |
Cash and cash equivalents at year-end | | | | | $ | 194,597 | | $ | 407,967 | |
Netintact AB
556596-0001
Notes for the Parent Company and Group
Note 1 | Accounting and valuation principles |
The Company's annual report has been prepared in accordance with the Swedish Annual Accounts Act and the general advice and guidelines of the Swedish Accounting Standards Board. The accounting principles remain unchanged compared with the previous year.
Consolidated accounts
The consolidated accounts include subsidiaries in which the Parent Company, either directly or indirectly, holds more than 50% of the votes or in any other manner exercises a controlling influence.
Group's annual accounts have been prepared according to the purchase method, which entails that subsidiaries' equity at the time of acquisition, established as the difference between the fair value of the assets and liabilities, is eliminated in its entirety. The Group's equity includes, therefore, only that portion of the subsidiaries' equity which has arisen after the acquisition.
All of the Company's foreign subsidiaries are classified as independent subsidiaries, which is the reason the current method is applied to the translation of the subsidiaries' annual accounts. This implies that the assets and liabilities of the foreign subsidiaries are translated at the closing rate of exchange. All items included in the income statement are translated at the average exchange rate for the year. Translation differences are charged directly to the Group's equity.
Inter-company gains are eliminated in their entirety.
Minority interest in net profit for the year is reported in the consolidated income statement. Minority interest in the equity of subsidiaries is reported as a separate item in the consolidated balance sheet.
Participations in subsidiaries are reported in the Parent Company's annual accounts at acquisition cost with deductions for any possible write downs. Only those dividends received from profits accruing after the acquisition of an associated company are reported as income from associated companies.
Accounting for associated companies
Associated companies are defined as those companies which are not subsidiaries but in which the Company, directly or indirectly, holds at least 20% of votes for all participations, or in some other manner exercises a significant influence.
Participations in associated companies are reported in the consolidated accounts according to the equity method. The equity method entails that participations in a company are reported at the acquisition cost at the date of acquisition and, subsequently, adjusted with an amount corresponding to the Group's participation in the change in the associated company's net assets. The Group's participations in the earnings of associated companies are included in the consolidated income statement. Accumulated but undistributed shares of profits deriving from associated companies are reported in the consolidated balance sheet as equity method reserves under restricted equity. Unrealised intra-Group gains are eliminated in an amount equivalent to the share of the gain accruing to the Group.
Participations in associated companies are reported in the Parent Company's annual accounts at acquisition cost with deductions for any possible write-downs. Only those dividends received from profits accruing after the acquisition of an associated company are reported as income from associated companies.
Foreign currencies
Assets and liabilities in foreign currency are valued at the closing rate of exchange. Where hedging instruments have been used, for example forward cover, the forward rate is applied. Transactions in foreign currencies are translated at the spot rate on transaction date.
Income
Sales of goods are reported upon delivery to customers in accordance with the conditions of sale. Sales are reported at net value after VAT, discounts and exchange rate differences when sales are made in foreign currencies. Intra-Group sales are eliminated in the consolidated accounts.
Other earned income is recognised as revenue as follows:
Interest income: in accordance with the effective yield
Rendering of services/Construction contracts
Service assignments and work on contract are reported in the Group/Parent Company in accordance with the provisions of the Swedish Income Tax Act. Income and expenses from fixed-price assignments are reported during the period of the assignment as work in progress in the balance sheet, and are only reported in the income statement once the assignment has been completed. Income and expenses from assignments on an on-account basis are recognised as income as the assignment is performed and invoiced, which is the reason there are no balance sheet items for such assignments.
Income tax
Reported Income tax includes tax, which is to be paid or received, regarding the current year and adjustments concerning the previous years' current taxes and shares of associated companies' taxes.
Tax liabilities and receivables are valued according to the amount that the company deems should be paid to or received from the tax authorities. The assessment is made according to the tax regulations and tax rates which have been determined or that have been announced and are likely to be adopted.
Netintact AB 14
556596-0001
The tax effects for the items reported in the income statement are also reported in the income statement. The tax effects of items that are accounted for directly against equity are also reported directly against equity.
Deferred tax regarding future tax effects is not reported in the income statement and balance sheet.
Tangible fixed assets
Tangible fixed assets are reported at acquisition cost reduced by the amount of depreciation. Expenses for improving the performance of the assets beyond their original level increase the asset's reported value. Expenses for repairs and maintenance are reported as costs.
All borrowing costs are reported in the Parent Company as costs in the period in which they arise.
Tangible fixed assets are depreciated systematically over their estimated useful lifetimes. If applicable, the residual value of the assets is taken into consideration when determining the asset's depreciable amount.
The straight-line method of depreciation is utilised for all types of tangible assets. The following periods of depreciation are applied:
Equipment, tools, fixtures and fittings | 3-7 years |
Write-downs
When there is an indication that the value of an asset or a group of assets has declined, an assessment is made of the reported value(s). In those cases in which the reported value exceeds the estimated recoverable amount, the reported value is immediately written down to the recoverable amount.
A previous write-down of an asset is reversed when there is a change in the assumptions which formed the basis of determining the recoverable amount at the point in time of the write-down. The reversed amount increases the asset's reported value, but to a maximum of the value the assets would have had (after deductions for standard depreciation) if no write-down had taken place.
Leasing agreements
Lease agreements which imply that, in all material respects, the Group, as lessee, receives all economic benefits and bears the economic risks associated with the leasing object are classified as financial leasing and the object is reported as a fixed asset in the consolidated balance sheet. The corresponding commitment to pay leasing charges in the future is reported as a liability. At the beginning of the leasing period, the asset and liability are reported at the lower of the leasing object's fair value or the present value of minimum leasing fees.
Netintact AB
556596-0001
Lease agreements in which the economic benefits and risks associated with the leasing object remain, in all material respects, with the lessor are classified as operational leasing. Payments relating to such agreements are expensed on a straight-line basis over the leasing period.
All lease agreements, whether financial or operational, are reported in the Parent Company as rental agreements (operational lease agreements). Leasing fees are expensed on a straight-line basis over the period of the lease.
Financial instruments
Financial instruments reported in the balance sheet include Accounts receivable - trade and Accounts payable - trade. The market value of such instruments are deemed to be equivalent to book value.
Accounts receivable
Accounts receivable are reported as current assets at the amounts expected to be received after deductions for individually-assessed bad debts.
Receivables
Receivables with due dates later than 12 months after balance sheet date are reported as fixed assets. Other receivables are reported as current assets. Receivables are reported in the amounts that, on the basis of individual assessment, are estimated to be received.
Inventories
Inventories are valued, using the first-in/first-out method, at the lower of acquisition cost or net realisable value on balance sheet date. Collective valuations are applied to homogeneous types of goods.
Provisions
Provisions are reported when the company has a legal or informal duty to do so as a result of past events, when it is more probable than not that an outflow of resources is required to settle the obligation, and when it has been possible to calculate the amount in a reliable manner. Provisions for restructuring are established when a company has raised a valid expectation in those affected that it will carry out the restructuring and when there is a detailed, formal plan for the restructuring.
Definitions of key ratios
Equity/assets ratio: Equity and untaxed reserves (less deferred tax) as a percentage of total assets.
Return on total assets: Income before deduction of interest expenses as a percentage of balance sheet total.
Return on equity: Income after financial items as a percentage of equity and untaxed reserves (less deferred tax).
Netintact AB
556596-0001
Note 2 | Netsales and other operating income |
Sales take place primarily in the Swedish market. Sales in the subsidiary take place primarily in the Australian market.
Note 3 | Remuneration to auditors |
| | Group | | Parent Company | |
| | 1 Jul 2005 -30 Jun 2006 | | 1 Jul 2004 -30 Jun 2005 | | 1 Jul 2005 -30 Jun 2006 | | 1 Jul 2004 -30 Jun 2005 | |
| | | | | | | | | |
Hallandsrevisorn | | | | | | | | | |
| | | | | | | | | |
Audit | | $ | 689 | | $ | 2,757 | | $ | 689 | | $ | 2,757 | |
Assignments other than audit assignment | | $ | 4,573 | | $ | 5,791 | | $ | 4,573 | | $ | 5,791 | |
Total | | $ | 5,262 | | $ | 8,548 | | $ | 5,262 | | $ | 8,548 | |
| | | | | | | | | | | | | |
Ohrlings PricewaterhouseCoopers | | | | | | | | | | | | | |
| | | | | | | | | | | | | |
Audit | | $ | 2,068 | | | - | | $ | 2,068 | | | - | |
Assignments other than audit assignment | | $ | 1,378 | | | - | | $ | 1,378 | | | - | |
Total | | $ | 3,446 | | | 0 | | $ | 3,446 | | | 0 | |
| | | | | | | | | | | | | |
Southpoint | | | | | | | | | | | | | |
| | | | | | | | | | | | | |
Assignments other than audit assignment | | $ | 9,653 | | $ | 13,730 | | | - | | | - | |
Total | | $ | 9,653 | | $ | 13,730 | | | 0 | | | 0 | |
Note 4 | Operating leasing charges |
| | Group | | Parent Company | |
| | 1 Jul 2005 -30 Jun 2006 | | 1 Jul 2004 -30 Jun 2005 | | 1 Jul 2005 -30 Jun 2006 | | 1 Jul 2004 -30 Jun 2005 | |
| | | | | | | | | |
Leasing charges (excluding rent for premises) | | $ | 28,071 | | $ | 29,552 | | $ | 28,071 | | $ | 29,552 | |
Netintact AB
556596-0001
Note 5 | Average number of employees, salaries, other remuneration and social security contributions |
| | Group | | Parent Company | |
| | 1 Jul 2005 - 30 Jun 2006 | | 1 Jul 2004 -30 Jun 2005 | | 1 Jul 2005 -30 Jun 2006 | | 1 Jul 2004 -30 Jun 2005 | |
| | | | | | | | | |
Average number of employees | | | | | | | | | |
| | | | | | | | | |
Women | | | 2 | | | 2 | | | 2 | | | 2 | |
Men | | | 16 | | | 14 | | | 14 | | | 12 | |
Total | | | 18 | | | 16 | | | 16 | | | 14 | |
| | | | | | | | | | | | | |
Salaries and other remuneration amount to: | | | | | | | | | | | | | |
The Board and Managing Director | | $ | 397,533 | | $ | 348,815 | | $ | 349,285 | | $ | 348,815 | |
Other employees | | $ | 374,462 | | $ | 253,513 | | $ | 341,062 | | $ | 253,513 | |
Total salaries and remuneration | | $ | 771,995 | | $ | 602,328 | | $ | 690,347 | | $ | 602,328 | |
| | | | | | | | | | | | | |
Statutory and contractual social security contributions | | $ | 204,058 | | $ | 204,058 | | $ | 204,058 | | $ | 204,058 | |
Pension costs (of which SEK 404,082 (SEK 344,794) for the Board and Managing Director) | | $ | 65,672 | | $ | 58,484 | | $ | 58,326 | | $ | 58,484 | |
Total salaries, remuneration, social security contributions and pension costs. | | $ | 1,041,712 | | $ | 864,870 | | $ | 952,730 | | $ | 864,870 | |
Members of the Board and senior management
| | 30 June 2006 | | 30 June 2005 | |
| | Number on balance sheet date | | of whom men | | Number on balance sheet date | | of whom men | |
Group (including subsidiaries) | | | | | | | | | |
| | | | | | | | | |
Members of the Board | | | 7 | | | 100 | % | | 7 | | | 100 | % |
Managing Director and other senior managers | | | 2 | | | 100 | % | | 2 | | | 100 | % |
| | | | | | | | | | | | | |
Parent Company | | | | | | | | | | | | | |
| | | | | | | | | | | | | |
Members of the Board | | | 6 | | | 100 | % | | 6 | | | 100 | % |
Managing Director and other senior managers | | | 1 | | | 100 | % | | 1 | | | 100 | % |
Netintact AB
556596-0001
Absence due to illness
| | Parent Company | |
| | 1 Jul 2005 -30 Jun 2006 | | 1 Jul 2004 - 30 Jun 2005 | |
Absence due to illness | | | 5.44 | % | | 6.47 | % |
- Long-term Absence due to illness * | | | 59.80 | % | | 60.45 | % |
- Absence due to illness for men | | | 5.77 | % | | 7.75 | % |
- Absence due to illness for women | | | not reported | | | not reported | |
- Employees - 29 | | | not reported | | | 11.65 | % |
- Employees 30 - 49 | | | not reported | | | not reported | |
- Employees 50 - | | | not reported | | | not reported | |
* Long term absence refers to a period of 60 or more consecutive days.
Note 6 | Equipment, tools, fixtures and fittings |
| | Group | | Parent Company | |
| | 30 Jun 2006 | | 30 Jun 2005 | | 30 Jun 2006 | | 30 Jun 2005 | |
| | | | | | | | | |
Opening acquisition cost | | $ | 209,102 | | $ | 203,312 | | $ | 173,366 | | $ | 167,996 | |
-Purchases | | $ | 126,527 | | $ | 10,758 | | $ | 18,807 | | $ | 10,758 | |
-Sales and disposals | | $ | - 4,969 | | $ | - 4,969 | | $ | - 7,459 | | $ | - 4,969 | |
Closing accumulated acquisition cost | | $ | 330,660 | | $ | 209,101 | | $ | 184,714 | | $ | 173,785 | |
| | | | | | | | | | | | | |
Opening depreciation | | $ | - 122,355 | | $ | - 88,191 | | $ | - 114,567 | | $ | - 88,191 | |
-Sales and disposals | | $ | 4,395 | | $ | 2,908 | | $ | 4,395 | | $ | 2,908 | |
Depreciation for the year | | $ | - 49,159 | | $ | - 37,072 | | $ | -22,982 | | $ | - 29,703 | |
Closing accumulated depreciation | | $ | - 167,119 | | $ | - 122,355 | | $ | - 133,154 | | $ | - 114,567 | |
Closing residual value according to plan | | $ | 163,540 | | $ | 86,746 | | $ | 51,559 | | $ | 58,799 | |
Note 7 | Tax on profit for the year |
| | Group | | Parent Company | |
| | 1 Jul 2005 -30 Jun 2006 | | 1 Jul 2004 -30 Jun 2005 | | 1 Jul 2005 -30 Jun 2006 | | 1 Jul 2004 -30 Jun 2005 | |
| | | | | | | | | |
Current tax for the year, 28% | | $ | - 3,984 | | $ | - 80,852 | | $ | - 3,984 | | $ | - 80,852 | |
Deferred tax liabilities | | $ | - 52,769 | | $ | - 25,751 | | | - | | | - | |
Total | | $ | - 56,753 | | $ | - 106,603 | | $ | - 3,984 | | $ | - 80,852 | |
Netintact AB
556596-0001
Note 8 | Participations in associated companies |
| | Group | | Parent Company | |
| | 30 Jun 2006 | | 30 Jun 2005 | | 30 Jun 2006 | | 30 Jun 2005 | |
| | | | | | | | | |
Accumulated acquisition cost | | $ | 79,531 | | | - | | $ | 79,531 | | | - | |
-Purchases | | | - | | $ | 79,531 | | | - | | $ | 79,531 | |
-Sales | | $ | - 79,531 | | | - | | $ | - 79,531 | | | - | |
Closing acquisition cost | | | 0 | | $ | 79,531 | | | 0 | | $ | 79,531 | |
Note 9 | Prepaid expenses and accrued income |
| | Group | | Parent Company | |
| | 30 Jun 2006 | | 30 Jun 2005 | | 30 Jun 2006 | | 30 Jun 2005 | |
| | | | | | | | | |
Prepaid rent | | $ | 15,537 | | $ | 10,918 | | $ | 15,537 | | $ | 10,918 | |
Accrued interest income | | $ | 1,384 | | $ | 1,174 | | $ | 1,384 | | $ | 1,174 | |
Other items | | $ | 33,865 | | $ | 32,963 | | $ | 33,865 | | $ | 32,963 | |
Total | | $ | 50,786 | | $ | 45,055 | | $ | 50,786 | | $ | 45,055 | |
Group | | Share capital | | Restricted reserves | | Non-restricted reserves and net profit for the year | | Total | |
Opening balance, 1 July 2004 | | $ | 13,784 | | $ | 75,023 | | $ | 46,260 | | $ | 135,067 | |
| | | | | | | | | | | | | |
Change in translation difference attributable to existing subsidiaries | | | - | | | - | | $ | 689 | | $ | 689 | |
Net income for the year | | | - | | | - | | $ | 264,709 | | $ | 264,709 | |
Equity, 30 June 2005 | | $ | 13,784 | | $ | 75,023 | | $ | 311,658 | | $ | 400,465 | |
| | | | | | | | | | | | | |
Change in translation difference attributable to existing subsidiaries | | | - | | $ | -1,812 | | $ | - 9,076 | | $ | - 10,888 | |
Appropriation of profits according to resolution of extraordinary general meeting of shareholders | | | | | | | | | | | | | |
Dividends | | | - | | | - | | $ | - 138 | | $ | - 138 | |
Net income for the year | | | - | | | - | | $ | 65,021 | | $ | 65,021 | |
Equity, 30 June 2006 | | $ | 13,784 | | $ | 73,211 | | $ | 367,465 | | $ | 454,460 | |
Netintact AB
556596-0001
Parent Company | | Share capital | | Statutory reserve | | Non-restricted equity | | Total | |
Equity, 1 July 2004 | | $ | 13,784 | | $ | 2,757 | | $ | 112,902 | | $ | 129,443 | |
| | | | | | | | | | | | | |
Net income for the year | | | - | | | - | | $ | 201,999 | | $ | 201,999 | |
Equity, 30 June 2005 | | $ | 13,784 | | $ | 2,757 | | $ | 314,901 | | $ | 331,442 | |
| | | | | | | | | | | | | |
Appropriation of profits according to resolution of extraordinary general meeting of shareholders | | | | | | | | | | | | | |
Dividends | | | - | | | - | | $ | - 138 | | $ | - 138 | |
Net income for the year | | | - | | | - | | $ | 54 | | $ | 54 | |
Equity, 30 June 2006 | | $ | 13,784 | | $ | 2,757 | | $ | 314,817 | | $ | 331,358 | |
Note 11 | Accrued expenses and deferred income |
| | Group | | Parent Company | |
| | 30 Jun 2006 | | 30 Jun 2005 | | 30 Jun 2006 | | 30 Jun 2005 | |
| | | | | | | | | |
Prepaid support income | | $ | 233,133 | | $ | 274,165 | | $ | 233,133 | | $ | 274,165 | |
Accrued salary expenses | | $ | 92,192 | | $ | 108,161 | | $ | 92,192 | | $ | 108,161 | |
Accrued social security contributions | | $ | 65,023 | | $ | 51,717 | | $ | 65,023 | | $ | 51,717 | |
Other items | | $ | 70,583 | | $ | 61,832 | | $ | 57,492 | | $ | 29,840 | |
Total | | $ | 460,931 | | $ | 495,875 | | $ | 447,839 | | $ | 463,883 | |
| | 1 Jul 2005 -30 Jun 2006 | | 1 Jul 2004 -30 Jun 2005 | |
| | | | | |
Difference between recorded depreciation and depreciation according to plan | | | - | | $ | 4,104 | |
Transfer to tax allocation reserve | | | - | | $ | - 96,072 | |
Reversal of tax allocation reserve | | $ | 44,521 | | | - | |
Total | | $ | 44,521 | | $ | - 91,968 | |
Note 13 | Participations in subsidiaries |
Group | Registered office | Share of equity, % |
Netintact Pty. Ltd. | Melbourne, Australia | 51 |
Parent Company | | Share of equity, % | | Share of voting power, % | | Book value 30 Jun 2006 | | Book value 30 Jun 2005 | |
Netintact Pty Ltd | | | 51 | | | 51 | | $ | 81,558 | | $ | 81,558 | |
Total | | | | | | | | $ | 81,558 | | $ | 81,558 | |
| | 30 Jun 2006 | | 30 Jun 2005 | |
| | | | | |
Accumulated acquisition cost | | $ | 81,558 | | $ | 74,133 | |
-Acquisition of shares | | | - | | $ | 7,425 | |
Closing book value | | $ | 81,558 | | $ | 81,558 | |
| | 30 Jun 2006 | | 30 Jun 2005 | |
| | | | | |
Tax allocation reserve tax, Tax 02 | | | - | | $ | 6,340 | |
Tax allocation reserve tax, Tax 03 | | | - | | $ | 17,229 | |
Tax allocation reserve tax, Tax 04 | | $ | 18,332 | | $ | 39,283 | |
Tax allocation reserve tax, Tax 06 | | $ | 96,072 | | $ | 96,072 | |
Total | | $ | 114,404 | | $ | 158.925 | |
Note 15 | Adjustments for non-cash items, etc. |
| | Group | | Parent Company | |
| | 1 Jul 2005 -30 Jun 2006 | | 1 Jul 2004 -30 Jun 2005 | | 1 Jul 2005 -30 Jun 2006 | | 1 Jul 2004 -30 Jun 2005 | |
| | | | | | | | | |
Depreciation | | $ | 49,159 | | $ | 37,072 | | $ | 22,982 | | $ | 29,703 | |
Total | | $ | 49,159 | | $ | 37,072 | | $ | 22,982 | | $ | 29,703 | |
Netintact AB
556596-0001
The income statements and balance sheets will be presented for adoption at the general meeting of shareholders on 27 November 2006.
Varberg, 27 November 2006
/s/ Sven-Erik Nowicki | /s/ Jon Linden |
Sven-Erik Nowicki | Jon Linden |
Managing Direotor | |
| |
/s/ Douglas J. Glader | /s/ Thomas H. Williams |
Douglas J. Glader | Tom H Williams |
Chairman of the Board | |
Our audit report was presented on 27 November 2006
/s/ Christer Andersson | /s/ Leif H Birgersson |
Christer Andersson | Leif H Birgersson |
Authorised Public Accountant | Authorised Public Accountant |
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