ASSA ABLOY
Annual Report 2007

Plain-text annual report

ASSA ABLOY is the global leader in door opening solutions, dedicated to satisfying end-user needs for security, safety and convenience. www.assaabloy.com A S S A A B L O Y A n n u a l R e p o r t 2 0 0 7 ASSA ABLOY AB P.O. Box 70 340 SE-107 23 Stockholm Klarabergsviadukten 90 SE-111 64 Stockholm Sweden Telephone +46 (0) 8 506 485 00 Fax +46 (0) 8 506 485 85 Annual Report 2007 The global leader in door opening solutions Contents ASSA ABLOY in brief CEO’s statement Vision and strategy The security market Products EMEA Division Americas Division Asia Pacific Division Global Technologies Division Entrance Systems Division Sustainable development Employees Glossary Report of the Board of Directors Corporate governance report Sales and earnings Income statement – Group Comments by division Results by division Financial position Balance sheet – Group Cash flow Cash flow statement – Group Changes in equity – Group Parent company financial statements Financial risk management Notes Comments on five years in summary Five years in summary Quarterly information Definitions of key data terms Proposed distribution of earnings Audit report The ASSA ABLOY share Information for shareholders 1 2 6 8 12 16 19 22 25 28 31 34 38 39 41 52 53 54 55 56 57 58 59 60 61 63 67 87 88 89 90 91 92 93 96 Cover photograph: Smart Lock makes it easier to use access control systems. The lock is low in power consumption and runs on batteries, which means that it can be installed without cabling. It is activated auto- matically when the door closes. Smart Lock is designed by ASSA ABLOY Nederland B.V. ASSA ABLOY is the global leader in door opening solutions, dedicated to satisfying end-user needs for security, safety and convenience. www.assaabloy.com A S S A A B L O Y A n n u a l R e p o r t 2 0 0 7 ASSA ABLOY AB P.O. Box 70 340 SE-107 23 Stockholm Klarabergsviadukten 90 SE-111 64 Stockholm Sweden Telephone +46 (0) 8 506 485 00 Fax +46 (0) 8 506 485 85 Annual Report 2007 The global leader in door opening solutions Contents ASSA ABLOY in brief CEO’s statement Vision and strategy The security market Products EMEA Division Americas Division Asia Pacific Division Global Technologies Division Entrance Systems Division Sustainable development Employees Glossary Report of the Board of Directors Corporate governance report Sales and earnings Income statement – Group Comments by division Results by division Financial position Balance sheet – Group Cash flow Cash flow statement – Group Changes in equity – Group Parent company financial statements Financial risk management Notes Comments on five years in summary Five years in summary Quarterly information Definitions of key data terms Proposed distribution of earnings Audit report The ASSA ABLOY share Information for shareholders 1 2 6 8 12 16 19 22 25 28 31 34 38 39 41 52 53 54 55 56 57 58 59 60 61 63 67 87 88 89 90 91 92 93 96 Cover photograph: Smart Lock makes it easier to use access control systems. The lock is low in power consumption and runs on batteries, which means that it can be installed without cabling. It is activated auto- matically when the door closes. Smart Lock is designed by ASSA ABLOY Nederland B.V. 2007 in brief ASSA ABLOY’s divisions Divisions Share of Group total Significant events • Sales rose to SEK 33,550 M (31,137), with organic growth • 17 companies were acquired during the year, with annual- of 7 percent. • Operating income (EBIT) amounted to SEK 5,458 M (4,7712), an increase of 14 percent. • Earnings per share were SEK 9.02 (7.992). • Operating cash flow amounted to SEK 4,808 M (3,528). • The three-year restructuring program for the Group’s pro- duction units continued during the year with great success. ized sales of about SEK 1,800 M. • The major acquisitions included Baodean (China), iRevo (Korea), Aontec (Ireland), Powershield (UK), Pemko (North America) and Pyropanel (Australia). • The Group continued its increased investment in product development and joint product platforms during the year. Financials in brief Key data Sales, SEK M of which: Organic growth, % Varav: Acquired growth, % Varav: Exchange-rate effects, % Operating income (EBIT), SEK M Operating margin (EBIT), % Income before tax (EBT), SEK M Operating cash flow, SEK M Return on capital employed, % Data per share, SEK/share Earnings per share after tax and dilution (EPS) Equity per share after dilution Dividend Number of shares after full dilution, (thousands) 2005 27,802 5 1 3 4,078 14.7 3,556 3,702 15.9 2005 6.97 42.85 3.25 378,718 X 2006 31,137 9 3 0 4,7712 15.32 4,1002 3,5282 17.12 2006 7.992 39.13 3.25 376,033 2007 33,550 7 5 –4 5,458 16.3 4,609 4,808 18.4 2007 9.02 46.76 3.601 380,713 Change, % 8 14 12 36 Change, % 13 19 11 EMEA The division manufactures and sells locks, cylinders, electro- mechanical products, security doors and fittings in Europe, the Middle East and Africa (EMEA). Most sales take place in Western Europe, but growth markets in Eastern Europe and the Middle East are gaining in importance. Some of the divi- sion’s leading brands are ABLOY, ASSA, IKON, TESA, Yale and Vachette. The division has 12,500 employees and divisional management is based in London, United Kingdom. Americas The division manufactures and sells locks, cylinders, electro- mechanical products, security doors and fittings in North and South America. Most sales take place in the United States, Canada and Mexico. South America is growing in significance, with Brazil the most important market. Some of the division’s leading brands are Corbin Russwin, Curries, Emtek, Medeco, Phillips, SARGENT and La Fonte. The divi- sion has 9,400 employees and divisional management is based in New Haven, Connecticut, USA. Asia Pacific Group sales and Operating income Income before tax and Operating cash flow Earnings per share Global Technologies The division manufactures and sells locks, cylinders, electro- mechanical products, security doors and fittings in Asia and Oceania. The Pacific region (which includes Australia and New Zealand) accounts for a large part of sales, but China and other Asian markets are rapidly gaining in importance. China is also an important country of production. Some of the division’s leading brands are Lockwood, Guli, Wangli, Baodean, Interlock and iRevo. The division has 5,400 employees and divisional management is based in Hong Kong, China. This global division manufactures and sells products for electronic access control, secure issuance of cards and identification technology, and electronic lock products for hotels. The division consists of two business units, HID Group and ASSA ABLOY Hospitality, which sell their products worldwide. Leading brands are HID, Fargo, Elsafe and VingCard. The division has 2,600 employees and divisional management is based in Stockholm, Sweden. Sales SEK M 42,000 35,000 28,000 21,000 14,000 7,000 0 Operating income SEK M 6,000 5,000 4,000 3,000 2,000 1,000 0 03 04 05 06 07 Sales, SEK M Operating income, SEK M 2, 3 SEK M 6,000 SEK M 35,000 5,000 28,000 4,000 21,000 3,000 2,000 14,000 1,000 7,000 0 0 98 SEK M 5,000 4,000 3,000 2,000 1,000 0 07 MSEK SEK SEK M 10 5,000 4,000 3,000 2,000 1,000 9 8 7 6 5 4 3 2 1 0 0 98 03 99 00 04 01 05 02 06 03 07 04 05 06 07 Earnings per share, SEK M 2, 3 Income before tax, SEK M Operating cash flow, SEK M 2 , 3 8 7 6 5 4 3 2 1 0 03 04 05 06 07 00 01 99 02 Income before tax, SEK M Operating cash flow , SEK M2 , 3 05 04 03 06 Sales Operating income, SEK M 2, 3 1 Proposed dividend. 2 Excluding restructuring items. 3 2003 has not been adjusted for IFRS but amortization of goodwill has been excluded. Entrance Systems 98 99 00 01 02 03 04 05 06 07 Earnings per share, SEK M Entrance Systems is a global division that manufactures and sells automatic door systems and service. The prod- ucts are sold under the Besam and EntreMatic brands. The division engages in sales and offers its own direct service network around the world, with production in Sweden, the UK, the USA and China. The division has 2,100 employees and divisional management is based in Landskrona, Sweden. Sales, % Operating income (EBIT), % 39 40 39.0 39.6 SEK 13,477 M SEK 2,295 M Sales, % Operating income (EBIT), % 30 34 30.3 34.4 SEK 10,220 M SEK 1,995 M Sales, % Operating income (EBIT), % 8 6 7.6 5.5 SEK 2,780 M SEK 322 M Sales, % Operating income (EBIT), % 14 13 14.3 SEK 4,922 M SEK 754 M Sales, % Operating income (EBIT), % 9 8 8.8 SEK 2,987 M SEK 432 M 13 7.5 Production: Hallvarsson & Halvarsson in cooperation with ASSA ABLOY. Photos: Magnus Glans, Gerhard Jörén, Dan Kullberg, Emil Larsson, Mats Lundqvist, Magnus Skoglöf, Kristian Älegård, Albert Vecerka/ESTO Photographics, Getty Images, Woodside and others. Translation: Textforum. English editing: Marcom International. Printing: Ljungbergs tryckeri AB, Klippan March 2008. 2007 in brief ASSA ABLOY’s divisions Divisions Share of Group total Significant events • Sales rose to SEK 33,550 M (31,137), with organic growth • 17 companies were acquired during the year, with annual- of 7 percent. • Operating income (EBIT) amounted to SEK 5,458 M (4,7712), an increase of 14 percent. • Earnings per share were SEK 9.02 (7.992). • Operating cash flow amounted to SEK 4,808 M (3,528). • The three-year restructuring program for the Group’s pro- duction units continued during the year with great success. ized sales of about SEK 1,800 M. • The major acquisitions included Baodean (China), iRevo (Korea), Aontec (Ireland), Powershield (UK), Pemko (North America) and Pyropanel (Australia). • The Group continued its increased investment in product development and joint product platforms during the year. Financials in brief Key data Sales, SEK M of which: Organic growth, % Varav: Acquired growth, % Varav: Exchange-rate effects, % Operating income (EBIT), SEK M Operating margin (EBIT), % Income before tax (EBT), SEK M Operating cash flow, SEK M Return on capital employed, % Data per share, SEK/share Earnings per share after tax and dilution (EPS) Equity per share after dilution Dividend Number of shares after full dilution, (thousands) 2005 27,802 5 1 3 4,078 14.7 3,556 3,702 15.9 2005 6.97 42.85 3.25 378,718 X 2006 31,137 9 3 0 4,7712 15.32 4,1002 3,5282 17.12 2006 7.992 39.13 3.25 376,033 2007 33,550 7 5 –4 5,458 16.3 4,609 4,808 18.4 2007 9.02 46.76 3.601 380,713 Change, % 8 14 12 36 Change, % 13 19 11 EMEA The division manufactures and sells locks, cylinders, electro- mechanical products, security doors and fittings in Europe, the Middle East and Africa (EMEA). Most sales take place in Western Europe, but growth markets in Eastern Europe and the Middle East are gaining in importance. Some of the divi- sion’s leading brands are ABLOY, ASSA, IKON, TESA, Yale and Vachette. The division has 12,500 employees and divisional management is based in London, United Kingdom. Americas The division manufactures and sells locks, cylinders, electro- mechanical products, security doors and fittings in North and South America. Most sales take place in the United States, Canada and Mexico. South America is growing in significance, with Brazil the most important market. Some of the division’s leading brands are Corbin Russwin, Curries, Emtek, Medeco, Phillips, SARGENT and La Fonte. The divi- sion has 9,400 employees and divisional management is based in New Haven, Connecticut, USA. Asia Pacific Group sales and Operating income Income before tax and Operating cash flow Earnings per share Global Technologies The division manufactures and sells locks, cylinders, electro- mechanical products, security doors and fittings in Asia and Oceania. The Pacific region (which includes Australia and New Zealand) accounts for a large part of sales, but China and other Asian markets are rapidly gaining in importance. China is also an important country of production. Some of the division’s leading brands are Lockwood, Guli, Wangli, Baodean, Interlock and iRevo. The division has 5,400 employees and divisional management is based in Hong Kong, China. This global division manufactures and sells products for electronic access control, secure issuance of cards and identification technology, and electronic lock products for hotels. The division consists of two business units, HID Group and ASSA ABLOY Hospitality, which sell their products worldwide. Leading brands are HID, Fargo, Elsafe and VingCard. The division has 2,600 employees and divisional management is based in Stockholm, Sweden. Sales SEK M 42,000 35,000 28,000 21,000 14,000 7,000 0 Operating income SEK M 6,000 5,000 4,000 3,000 2,000 1,000 0 03 04 05 06 07 Sales, SEK M Operating income, SEK M 2, 3 SEK M 6,000 SEK M 35,000 5,000 28,000 4,000 21,000 3,000 2,000 14,000 1,000 7,000 0 0 98 SEK M 5,000 4,000 3,000 2,000 1,000 0 07 MSEK SEK SEK M 10 5,000 4,000 3,000 2,000 1,000 9 8 7 6 5 4 3 2 1 0 0 98 03 99 00 04 01 05 02 06 03 07 04 05 06 07 Earnings per share, SEK M 2, 3 Income before tax, SEK M Operating cash flow, SEK M 2 , 3 8 7 6 5 4 3 2 1 0 03 04 05 06 07 00 01 99 02 Income before tax, SEK M Operating cash flow , SEK M2 , 3 05 04 03 06 Sales Operating income, SEK M 2, 3 1 Proposed dividend. 2 Excluding restructuring items. 3 2003 has not been adjusted for IFRS but amortization of goodwill has been excluded. Entrance Systems 98 99 00 01 02 03 04 05 06 07 Earnings per share, SEK M Entrance Systems is a global division that manufactures and sells automatic door systems and service. The prod- ucts are sold under the Besam and EntreMatic brands. The division engages in sales and offers its own direct service network around the world, with production in Sweden, the UK, the USA and China. The division has 2,100 employees and divisional management is based in Landskrona, Sweden. Sales, % Operating income (EBIT), % 39 40 39.0 39.6 SEK 13,477 M SEK 2,295 M Sales, % Operating income (EBIT), % 30 34 30.3 34.4 SEK 10,220 M SEK 1,995 M Sales, % Operating income (EBIT), % 8 6 7.6 5.5 SEK 2,780 M SEK 322 M Sales, % Operating income (EBIT), % 14 13 14.3 SEK 4,922 M SEK 754 M Sales, % Operating income (EBIT), % 9 8 8.8 SEK 2,987 M SEK 432 M 13 7.5 Production: Hallvarsson & Halvarsson in cooperation with ASSA ABLOY. Photos: Magnus Glans, Gerhard Jörén, Dan Kullberg, Emil Larsson, Mats Lundqvist, Magnus Skoglöf, Kristian Älegård, Albert Vecerka/ESTO Photographics, Getty Images, Woodside and others. Translation: Textforum. English editing: Marcom International. Printing: Ljungbergs tryckeri AB, Klippan March 2008. ASSA ABLOY in brief 1 ASSA ABLOY is the global leader in door opening solutions, dedicated to satisfying end-user needs for security, safety and convenience. ASSA ABLOY is represented in all major regions, on both mature and emerging markets, with leading positions in much of Europe and North America and in Australia. In the rapidly growing electromechanical security sector, the Group has a leading position in fields such as access control, identification technology, automatic doors and hotel security. Since its founding in 1994, ASSA ABLOY has grown from a regional company to an international group with 32,000 employees and sales of over SEK 33 billion. As the world’s leading lock group, ASSA ABLOY offers a more complete range of door opening solutions than any other company on the market. 2 Statement by the President and CEO Focus on growth and innovation CEO’s statement 3 ASSA ABLOY saw strong growth in sales and profit in 2007. Organic growth amounted to 7 percent while acquired growth provided another 5 percent for a grand total of 12 percent. Sales amounted to SEK 33,550 M (31,137). Oper- ating income rose by 14 percent, totaling SEK 5,458 M (4,771), the highest ever for the Group. I am particularly pleased to record that all five divisions showed growth, enhanced profitability and improved return. ASSA ABLOY’s strong growth is based on long-term struc- tural growth in demand on our most important markets in Europe and North America; rising demand on new markets; and progress in fast-growing segments such as electro- mechanical locks, access control, secure issuance of smart cards, automatic doors and identification technology. Dur- ing the year, the Group acquired 17 companies with annu- alized sales of about SEK 1,800 M. These acquisitions com- plemented ASSA ABLOY’s product offering, brought in new technology and expanded the Group’s geographical reach. All five divisions acquired new units. Some of the larger acquisitions included Baodean in China, iRevo in Korea, Aontec in Ireland, Powershield in Northern Ireland, Pemko in North America and Pyropanel in Australia. Acquisitions will continue to be a key part of ASSA ABLOY’s growth strat- egy, with the goal of adding another 5 percent annually. The three-year restructuring program for the Group’s manufacturing units continued to develop well during the year. All 50 subprojects are progressing according to plan and over 1,300 people – out of a planned total of over 2,000 – have now left the Group. By the end of 2007 sav- ings had achieved over 60 percent of the goal, which is to reach SEK 600 M in annual savings in 2009. Volume growth, acquisitions, price control and com- pleted structural changes, as well as continuous improve- ments in production, administration and marketing activi- ties, contributed to the strong financial improvement. During the course of the year we made a few changes in Group Management. Tim Shea, Head of the Hospitality business unit of Global Technologies division, and Denis Hébert, Head of the HID Group business unit of the same division, were appointed members of the Executive Team. Both have many years of experience in their fields and have been business unit managers at ASSA ABLOY for many years. important development work in pan-European R&D groups, several joint product platforms will be launched in 2008. After a few years of low acquisition activity, several acquisitions went through this year, including Alba in Israel, Powershield in Northern Ireland and Esety in Italy. Americas division The Americas division showed strong growth during the year, even though organic growth of 5 percent (10) was lower than last year. Demand in the commercial segment continued to be strong, while demand in the residential segment dropped during the year. However, this had little effect on the division since it has low exposure to the resi- dential segment. Profitability – the highest in the Group – was further enhanced during the year through growth and streamlining measures. Operating income increased by 3 percent. Adoption of Lean methods has advanced a long way in Americas division. The focus on a joint sales organi- zation and on stepping up specification work to stimulate demand has been very successful. During the year, the divi- sion acquired the Pemko company in the United States, which makes door components. The integration of previ- ous acquisitions was completed, with good results. Asia Pacific division During the year, the Asia Pacific division made a successful turnaround, showing an upswing in both growth and prof- itability. Organic growth more than doubled to 10 percent (4) and operating income increased by 51 percent. Sales in Australia, New Zealand, China and the other Asian markets progressed very well, with strong growth. The marketing organization was restructured to provide more in-depth and focused targeting of specific customer segments, and the product offering was divided into categories for differ- ent customer needs. Continued structural changes, with production moving out of Australia and New Zealand, as well as further price increases, are expected to improve profitability. Early in the year the Group acquired Pyropanel in Australia, and towards the end of the year it acquired iRevo in Korea and Baodean in China. The Korean acquisi- tion will be very important to advancement in the electro- mechanical field, and the Chinese acquisition is a key move in retaining the Group’s leading position on the Chinese market. Trends in the divisions EMEA division The EMEA division had a strong organic growth of 7 percent (8) in 2007, although the general market trend was some- what weaker in the latter half of the year. Operating income rose by 16 percent. The change process has moved at a rapid pace all year. The single largest part of the three-year restructuring program involves the European production facilities. The change process in the marketing and sales organizations, which includes combining them under the ASSA ABLOY brand, has produced good results. After Global Technologies division Growth for the Global Technologies division was very strong during the year, with organic growth of 11 percent (12). Operating income rose by 23 percent. The HID Group business unit had great sales success in both electronic access control and the area of secure issuance of smart cards. In the latter half of the year the HID Group and ITG business units were merged, so that the HID Group unit now also includes identification technology. This fusion will give good sales synergies and benefits of coordination in production and administration. During the year, several The Clarion Hotel Sign is Stockholm’s biggest hotel and features solutions from three of ASSA ABLOY’s companies, ASSA, Ving- Card and Besam. Scandina- vian architecture, design and gastronomy are the guiding stars at the hotel. All areas present classic furniture from Scandina- via’s most famous design- ers – names like Arne Jacobsen, Bruno Mathsson and Alvar Aalto. Swedish architect Gert Wingårdh designed the building. CEO’s statement 4 innovative products were launched that will contribute to future growth. I see it as a confirmation of our leading position that other global companies, such as Cisco and Microsoft, are choosing ASSA ABLOY as their partner and supplier of global solutions for logical and physical access. Investments for increased presence in China, India and Brazil continued as planned. During the course of the year, the Group acquired Aontec in Ireland, whose products include inlays for pass- ports, and Integrated Engineering in the Netherlands, which is active in the field of electronic access control. Entrance Systems division The Entrance Systems division showed continued good organic growth of 6 percent (11) and an increased market share. Growth was particularly strong on the US and Asian markets, but slowed somewhat in the second half. Profit growth was strong and operating income increased by 17 percent. During the course of the year, Entrance Systems adapted several products to local markets in Asia and North America. Acquisitions continued with the addition of further service companies. Future development The Group is well positioned for stable long-term growth thanks to our market-leader status and global presence. Our focus on the commercial segment, the high proportion of aftermarket sales and an increasing share of the fast- growing electromechanical market segment contribute to stability in growth and earnings. The sales organizations are increasingly being merged under the ASSA ABLOY name, and the introduction of a common brand has already shown good results. New products are the most important source of organic growth. In the past two years, 200 engineers have been hired, and we now have close to 1,000 development engi- neers. Our development costs have risen by between 10 and 20 percent a year for the past three years. More and more common product platforms are being launched that can be adapted to local markets. These product platforms are being developed by the Group’s common development division, Shared Technologies, as well as through projects both within and between divisions, making the most of collective skills and resources. A large number of new products will be launched in 2008. Since the start of the 21st century, the sales share of electromechanical products has increased dramatically from 20 percent to 33 percent, and this trend is expected to continue since growth in the segment is two to three times higher than for traditional mechanical products. In the field of electromechanical lock cylinders, we are now seeing masterkey systems being combined with solutions from the electronic access control area, resulting in much- appreciated flexible solutions for the commercial segment. The acquisition of iRevo will transfer these solutions to the residential market as well. The electronic access control area, where ASSA ABLOY is currently launching many new prod- ucts with good prospects, continues to grow strongly. New printer products for secure issuance of smart cards have been very successful on the market. The RFID product area, based on radio-frequency identification, also has good growth opportunities due to the superior security and flexi- bility that these applications offer. The automatic door area is also growing, in part due to the fact that these products can now be offered to wider customer groups and that demand for practical, user-friendly door solutions is on the rise. The Group is also focusing on increasing its presence on the growth markets in Asia, Eastern Europe, the Middle East, Africa and South America. These markets now account for more than 13 percent of our sales. ASSA ABLOY is also expanding in all parts of the world, with very strong growth of profitability and yield. These successes were made possible by our employees’ great skills, willingness to grow, and ability to adapt to changes on the market. I would particularly like to thank everyone who is working with the restructuring program; I am con- vinced that we will be able to manage all the new chal- lenges our dynamic world can throw at us. After its founding in 1994, ASSA ABLOY quickly estab- lished a position as global leader. Despite its rapid expan- sion, the Group still has excellent opportunities for further growth, both on new markets with a growing need for security and safety and in the fastest-growing segments such as electronic cylinders, access control, automatic doors and identification technology. Our opportunities for enhancing profitability are also very good, thanks to the Group’s leading market position, continued growth and the ongoing restructuring program. Our future shareholder value will be created through a combination of profitable organic growth based on innova- tive products and services, improved efficiency and selec- tive acquisitions. Stockholm, 13 February 2008 Johan Molin President and CEO 5 Vision and strategy 6 Vision and strategy Since Securitas and Wärtsilä merged their lock businesses in 1994 to create ASSA ABLOY, the Group has grown from SEK 3 billion to SEK 33 billion in sales through both organic and acquired growth, and profitability has consistently improved. Today ASSA ABLOY is the world’s leading lock group, employing 32,000 people in over 50 countries. Vision ASSA ABLOY’s vision is: • To be the world-leading, most successful and most innovative provider of total door opening solutions. • To lead in innovation and offer well-designed, con- venient, safe and secure solutions that create added value for our customers. • To be an attractive employer to our workforce. Financial targets ASSA ABLOY’s primary financial target is a return on capital employed (ROCE) exceeding 20 percent. The aim is to achieve this figure no later than 2008, through the follow- ing sub-targets: • Sales should increase by 10 percent per year on average over a business cycle through organic and acquired growth. • The profit margin should improve to 16–17 percent ORGANIC AND ACQUIRED GROWTH: (cid:153)(cid:21)(cid:38)(cid:37)(cid:26)(cid:21)(cid:101)(cid:90)(cid:103)(cid:21)(cid:110)(cid:90)(cid:86)(cid:103)(cid:21)(cid:100)(cid:107)(cid:90)(cid:103)(cid:21) (cid:21) (cid:86)(cid:21)(cid:87)(cid:106)(cid:104)(cid:94)(cid:99)(cid:90)(cid:104)(cid:104)(cid:21)(cid:88)(cid:110)(cid:88)(cid:97)(cid:90) through continued growth, a modern product portfolio and leveraging synergies in the Group. • The positive long-term trend for ASSA ABLOY’s operat- ing cash flow should be maintained. • Capital efficiency should be continuously improved. 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(cid:72)(cid:73)(cid:54)(cid:71)(cid:64)(cid:73)(cid:21)(cid:64)(cid:54)(cid:72)(cid:72)(cid:54)(cid:59)(cid:65)(cid:121)(cid:57)(cid:58)(cid:47) (cid:153)(cid:21)(cid:57)(cid:90)(cid:99)(cid:21)(cid:101)(cid:100)(cid:104)(cid:94)(cid:105)(cid:94)(cid:107)(cid:86)(cid:33)(cid:21)(cid:97)(cid:128)(cid:99)(cid:92)(cid:104)(cid:94)(cid:96)(cid:105)(cid:94)(cid:92)(cid:86)(cid:21)(cid:105)(cid:103)(cid:90)(cid:99)(cid:89)(cid:90)(cid:99)(cid:21)(cid:91)(cid:142)(cid:103)(cid:21)(cid:89)(cid:90)(cid:105)(cid:21) (cid:21) (cid:100)(cid:101)(cid:90)(cid:103)(cid:86)(cid:105)(cid:94)(cid:107)(cid:86)(cid:21)(cid:96)(cid:86)(cid:104)(cid:104)(cid:86)(cid:91)(cid:97)(cid:142)(cid:89)(cid:90)(cid:105)(cid:21)(cid:104)(cid:96)(cid:86)(cid:21)(cid:106)(cid:101)(cid:101)(cid:103)(cid:126)(cid:105)(cid:105)(cid:93)(cid:128)(cid:97)(cid:97)(cid:86)(cid:104)(cid:21) (cid:64)(cid:54)(cid:69)(cid:62)(cid:73)(cid:54)(cid:65)(cid:58)(cid:59)(cid:59)(cid:58)(cid:64)(cid:73)(cid:62)(cid:75)(cid:62)(cid:73)(cid:58)(cid:73)(cid:47) (cid:153)(cid:21)(cid:55)(cid:94)(cid:87)(cid:90)(cid:93)(cid:128)(cid:97)(cid:97)(cid:90)(cid:99)(cid:21)(cid:94)(cid:99)(cid:107)(cid:90)(cid:104)(cid:105)(cid:90)(cid:103)(cid:94)(cid:99)(cid:92)(cid:104)(cid:99)(cid:94)(cid:107)(cid:128)(cid:21) (cid:153)(cid:21)(cid:71)(cid:142)(cid:103)(cid:90)(cid:97)(cid:104)(cid:90)(cid:96)(cid:86)(cid:101)(cid:94)(cid:105)(cid:86)(cid:97) 20% return on capital employed 20% avkastning på syssel- satt kapital Strategy To enhance the Group’s leading market position, the Execu- tive Team has worked actively in recent years to renew and develop its strategy. The overall focus is to spearhead the trend towards increasing security with a product-driven offering centered on the customer. The primary product ranges are mechanical locks and security doors, electro- mechanical and electronic locks, access control, identifi- cation technology and automatic doors. The strategic action plans have been divided into three focus areas: market presence, product leadership and cost-efficiency. Market presence ASSA ABLOY’s strategy for enhancing its market presence has three main aspects: • Exploiting the strength of the brand portfolio. • Increasing growth in the core business. • Expanding into new markets and segments. Using the strength of the brand portfolio ASSA ABLOY has many of the industry’s strongest brands. To better meet the rising demand for more complete secu- rity solutions, the sales teams on the local markets will gradually be united under the ASSA ABLOY master brand. The Group’s local product brands will progressively be linked more closely to the ASSA ABLOY master brand, and a number of global brands will supplement the master brand. Examples of global brands are Yale, which is used in the res- idential market, and ABLOY, which is used for customers who demand an extra high level of security. Organic and acquired growth % 12 10 8 6 4 2 0 03 04 05 06 07 Organic, % Acquired, % Vision and strategy 7 Increasing growth in the core business Growth in the core business will be increased through sev- eral activities. One of the most important is developing the specification and project markets through close collabora- tion with architects, security consultants and major end- users. Continued development of the distribution channels, for example through training and clear market segmenta- tion, is also a priority. In the fast-growing area of electronic and automatic door solutions, where the Group has a mar- ket-leading position, continuous investments will be made to develop channels to market. Expanding into new markets and segments The Group will expand into new geographic markets by developing the distribution channels with customized product offerings and through acquisitions. The Group’s presence on the OEM market for door and window manu- facturers varies between the different markets. There is great potential here for improved market reach. Efforts to develop channels and products for the residential market continue. Exploiting the Group’s strengths in particular technologies will create interesting new areas for growth. One example is RFID, which is being adapted to special areas of use such as electronic passports. Product leadership The overall goal is continuous development of products that offer increased customer benefit and lower product costs. A key activity for achieving this is to increase the use of com- mon product platforms with fewer components. For en- hanced customer benefit, products are also being developed in close collaboration with end-users and distributors. The product development process will also be streamlined by separating the maintenance and improvement of existing products more clearly from new development. Customers are demanding more and more from lock and door prod- ucts, and the technical level is continually rising. To meet the technical requirements and take advantage of econo- mies of scale within ASSA ABLOY, the Group function for product development, Shared Technologies, has responsi- bility for developing Group-wide electronics and software platforms. Cost-efficiency The Group focuses closely on cost-efficiency in all areas. Its efforts towards common product platforms, fewer compo- nents and joint product development have already been mentioned. ASSA ABLOY’s restructuring program, running from 2006 to 2009, has progressed very well. The program encom- passes some 50 individual structural measures. Many pro- duction units are changing their focus to concentrate on assembly, and some will be closed down. Much of the stan- dard production will be moved to low-cost countries and will be run both within the company and by subcontractors. The cost of the program, which has already been expensed in the accounts, amounts to just under SEK 1,500 M , including the closure of car-lock manufacture in the UK, and it will lead to annual savings of SEK 600 M once the whole program is completed in 2009. The program will improve manufactur- ing infrastructure and production efficiencies while securing a local presence for fast, efficient assembly of custom products. The introduction of Lean methods in the Group’s units continues. Lean methods lead to more efficient production flows, better control of material costs, better decision-mak- ing routines, shorter development times and increased cooperation with the marketing and sales teams. Many of the companies in the Group have followed these principles for many years, enhancing efficiency. A far-reaching supply management project covering both raw materials and components has been initiated. This will become increasingly important as outsourcing of component supply to external suppliers increases. Support functions such as IT, customer support and finance are being coordinated. Operating margin (EBIT) 1, 2 Operating cash flow Return on capital employed 1, 2 % 17 16 15 14 13 12 11 10 1 Excluding restructuring costs. 2 2003 has not been adjusted for IFRS but amortization of goodwill has been excluded. SEK M 5,000 4,500 4,000 3,500 3,000 2,500 2,000 1,500 1,000 03 04 05 06 07 03 04 05 06 07 % 20 15 10 5 03 04 05 06 07 The security market 8 The security market Great potential on a growing market ASSA ABLOY is the world-leading supplier of total lock and door solutions today. As the Group has grown, its product portfolio has expanded and evolved to cover the widely varying needs of airports, schools, healthcare, offices, homes and more. Growth in the security market is mainly fueled by increasing prosperity, urbanization and a general trend toward higher security. Another factor is that crime, violence and terrorism have increased. The underlying trends and growing uncertainty in the world put security high on the agenda, pushing the development of increas- ingly advanced solutions and upgrades of existing security systems. The total security market consists primarily of security services and electronic and mechanical security products. ASSA ABLOY estimates the total security market to be worth something over EUR 200 billion. The Group has con- centrated its efforts on electronic and mechanical security products, which represent about 15 percent of the total market. ASSA ABLOY has a market share of over 10 percent. Electronic and mechanical security products In the field of electronic security, ASSA ABLOY’s product range includes electronic cylinders, automatic doors, secure identification and various products for access con- trol, some of which use radio-frequency identification (RFID). As a rule, electronic products offer high functional- ity and high security, making them ideal for commercial applications. Focused product development in this area is continuously expanding the areas of use of ASSA ABLOY’s electromechanical products. The annual growth of the market for electronic security products is two to three times higher than for mechanical security products. Today electronic products represent about one-third of the Group’s sales, and that share is increasing every year. As well as locks, mechanical security products include door handles, door closers, emergency exit devices, secu- rity doors and door and window hardware. Development in the field of mechanical security products is mainly driven by renovations and replacements of old locks in existing windows and doors, as well as new construction. In the long term this market is expected to grow in tandem with each country’s GDP (averaged over a business cycle). The market for mechanical security products is relatively stable for ASSA ABLOY, both because the large aftermarket makes this market less sensitive to shifts in the economy, and because ASSA ABLOY is active in a large number of coun- tries with different economic cycles. In the mechanical security products segment, consolidation of players on the market is common, and this trend is expected to continue. Complete security solutions ASSA ABLOY works with architects, authorities and large end-customers to offer the best security solutions for dif- ferent types of door openings. The security solution for any given door must therefore be adapted to the location and type of use of the door – an entry to a building, or the door to a computer room or a conference room. The functions of the door must also be adapted to needs for security and convenience – for example, whether it is an interior or exterior door, how often it will be opened, how many people will use it, and special require- ments such as fire safety. Customers are also increasingly demanding that the products can be integrated into new or existing security systems and IT networks. Differences between markets Americans spend more than twice as much on emergency exit devices as Europeans. Conversely, northern Europeans spend three to four times as much on high-security locks for their homes as Americans. Automatic doors are also much more common in Europe than in the United States. The prevalence of electromechanical products is signifi- cantly larger in the commercial segment than in the resi- dential segment. If the demands for security and evacua- tion solutions were equally great in Europe and the United States, the overall market would roughly double. One chal- lenge for ASSA ABLOY is to develop the market towards increased growth and thereby reduce the large discrepan- cies between countries and market segments. In global terms the lock market is still relatively frag- mented; however, the market in each country is fairly con- solidated, because companies in the industrialized parts of the world are often still family-owned and leaders on their home markets. They are well-established and have strong ties with local distributors. In less-developed countries, however, established lock standards and brands are less common. The whole security market ASSA ABLOY’s sales by product group Mekaniska lås, låssystem och tillbehör, 48% Alarm centers, 9% IT security & logical access control, 4% Intrusion protection, 3 % ASSA ABLOY’s product areas, 15% 80 90 65 Security guards & other, 27% 45 Doors & windows, 40% Fire alarms, 2% 25 10 ASSA ABLOYs produktområden, 15% Bevakning & Övrigt, 27% Brandlarm, 2% Dörrar & fönster, 40% Intrångsskydd, 3% IT-säkerhet & logisk behörighetskontroll, 4% Larmcentraler, 9% Elektromekaniska lås, passagekontroll, automatiska dörrar och identifieringstekonologi, 33% Mechanical locks, lock systems and accessories, 48% Säkerhetsdörrar och beslag, 19% Electromechanical locks, access control, automatic doors and identification technology, 33% Security doors and fittings,19% Presence and strong relationships the key in China The security market 9 China is an attractive growth market for ASSA ABLOY, not only because of the security needs of the Olympic Games and upcoming events such as the 2010 World Expo in Shanghai, but because of its booming commercial and industrial sectors. As regards the Games, ASSA ABLOY Group companies are involved in more than 50 percent of the high-class hotel projects and are supplying security solutions to both the National Stadium (the Bird’s Nest) and the National Aquatic Center (the Water Cube). Winning such prestigious projects against tough com- petition reflects ASSA ABLOY’s reputation in the region for business know-how and leading-edge technology. This reputation has been built up over many years and made possible by having a strong base in the country. The Group has about 5,000 employees in China, with service centers in 10 major cities and a strong manufacturing pres- ence through the Group companies Guli and Wangli and the recently acquired company Baodean. Estimated to be worth EUR 2 billion, the Chinese market is still relatively undeveloped from an international perspec- tive. It is market that is full of potential considering the increasing wealth of its residents and urbanization of the population, which are driving a boom in residential security. ASSA ABLOY has a leading position on the Chinese mar- ket. Projects awarded to ASSA ABLOY in connection with the 2008 Olympics include: • VingCard’s access systems for the 5-star, 950-room hotel connected to the Olympic Green Convention Cen- ter, which will be the media headquarters and home to indoor events such as shooting. • Trimec’s V-Lock solution for the new National Stadium, also known as the Bird’s Nest. • ASSA ABLOY’s magnetic locks for the electronic doors in the Aquatic Center, also known as the Water Cube. The security market 10 Distribution channels In the security market today, manufacturers of security products such as ASSA ABLOY reach their end-customers mainly through a variety of distribution channels. Many of ASSA ABLOY’s products are sold in small volumes to many end-customers with very different needs. This has led to a largely local and fragmented distribution of mechanical and electromechanical security products. Specification of security solutions of growing importance Bringing new and innovative solutions to market requires working closely not only with distributors but also with architects, security consultants and major end-users. This collaboration stimulates demand from the distributors and customers. Construction and lock wholesalers and lock- smiths have a key role in delivering the products specified for various construction projects. ASSA ABLOY has devel- oped a close collaboration with architects and security consultants to specify appropriate products and achieve a well-functioning security solution. Many door and window manufacturers install lock cases and fittings in their prod- ucts before delivering them to customers. In contrast, electronic security products go from manu- facturer to end-user mainly through security installers and special distributors. The products are also sold through security integrators who often offer a complete solution for installation of perimeter protection, access control and computer security. The role of distributors One of the most critical parts of a well-functioning door and security solution is the installation of the components. ASSA ABLOY works closely with its distribution channels to offer the end-customers the right products, a correct instal- lation and thereby a well-functioning security solution. The distributors are also important in handling service and support after installation. The role of the distributor can vary between different customer segments. On some markets in the commercial segment, distributors can act as consultants, technicians and project managers to create good security solutions. They are well familiar with the customer’s needs and ensure that the products meet local regulations. As technology moves toward more complex security solutions, the distributors need increasing skills levels. On many markets specialized security distributors may be locksmiths with expert knowledge of mechanical and elec- tromechanical security products. They buy directly from the manufacturer or via wholesalers, providing advice, products, installation and service. Some locksmiths now have an increased focus on electronics, while IT integrators are beginning to add physical security solutions to their offer. Customer groups Major customers — These include airports, commercial establishments and hospitals through which a large num- ber of people pass daily. ASSA ABLOY usually has primary contact with the customer’s head of security, a person well familiar with the security needs and who participates actively in planning the security solutions. Lead times for this kind of project are often long and based largely on custom solutions. Distribution and installation are largely handled by installers and locksmiths. ASSA ABLOY’s princi- pal end-users are industrial and institutional customers, who account for 80 percent of sales, while private custom- ers account for 20 percent. By combining the ASSA ABLOY logo with the individual brand logos we retain their existing equity and add the global power of the master brand ASSA ABLOY, which we will continue to build. There will be some exceptions for a small number of brands that have special roles, such as Yale which targets the consumer and is already well respected globally. What drives demand? ASSA ABLOY’s total sales by region Eftermarknad 1), 0.67% Nybyggnation, 0.33% Aftermarket1, 67% New construction, 33% 1 The aftermarket consists of renovations, rebuilding, extensions, replacements and upgrades. 1) Eftermarknaden består av renoveringar, om- och tillbyggnader, utbyten och uppgraderingar. Europa, 48 Nordamerika 37 Australien och Nya Zeeland 6 Europe, 48 % North America, 37% Australia and New Zealand, 6% Asien 6 Central- och Sydamerika 2 Afrika 1 Asia, 6% Central and South America, 2% Africa, 1% The security market 11 Small and medium-sized customers — This segment is characterized by the customers’ need for professional advice and installation. This need is primarily met by specialized distributors and installers: for example, lock- smiths. ASSA ABLOY works actively to train distributors and develop custom solutions for small and medium- sized companies such as stores and offices. Changing demand Customers’ preferences for different security solutions are becoming polarized, and there is a change in demand patterns for security solutions at different levels. There is increased demand for complete security solutions in the higher segment, but also for good-quality products that meet the basic security requirements. Consumers – The majority of sales are replacements or upgrades of existing security products. Private consumers have a great need for advice and installation assistance. ASSA ABLOY has developed a number of home security concepts to meet consumers’ needs. Depending on the geographical market, ASSA ABLOY also works with door and window manufacturers or specialized distribution channels such as home improvement stores and locksmiths. Heightened demand for electromechanical products The heightened demand for electromechanical products is one of the clearest trends in the security market. ASSA ABLOY also sees greater technical standardization, making it easier to integrate different components in the security solution with each other. This development indi- cates that manufacturers will be forced to specialize in a specific product area to be able to maintain their competi- tive edge. ASSA ABLOY’s products aim for open standards to allow them to be easily connected to the customers’ other security and maintenance systems. Competition Although some consolidation has taken place over the past ten years, the security industry is still fragmented in the global perspective. Some countries have one strong manu- facturer that holds a large share of the local market and focuses on that, often with limited international activity. Globally, ASSA ABLOY is the market leader, with its main competitors five other major players who are active in parts of ASSA ABLOY’s segment: Ingersoll-Rand, Black & Decker, Dorma, Kaba and Stanley Works. Three of them are based in the United States and two in Europe. All competitors are strongest on their home markets and also have a presence on some other markets, although none of them has an in- ternational market coverage comparable with ASSA ABLOY’s. The Asian market is still very fragmented; even the largest manufacturers have quite modest market shares. In the security market today, manufacturers of security products such as ASSA ABLOY reach their end-customers through a variety of distribution chan- nels. Many of ASSA ABLOY’s products are sold in small volumes to many end- customers with very differ- ent needs. Distribution channels for the security market Integration of security systems Locksmiths and security installers ASSA ABLOY Wholesalers – building and lock suppliers Retailers – DIY, building suppliers, ironmongers, security shops OEMs, door and window manufacturers LARGE INSTITUTIONAL AND COMMERCIAL CUSTOMERS • Healthcare • Education • Retail • Hospitality • Offices • Industrial SMALL AND MEDIUM-SIZED CUSTOMERS • Offices • Shops RESIDENTIAL CUSTOMERS • Apartments • Houses Products 12 Products Faster product development New and innovative products are strengthening ASSA ABLOY’s foundation for lasting organic growth, while intensified efforts to rationalize products and standardize components are reducing the costs of the existing product portfolio. More new products through a common process In 2007, ASSA ABLOY started to establish a Group-wide process for product development, with the goal of cutting product development time in half while increasing the number of new products. A clear interdisciplinary process, with defined check- points – called gateways – speeds up product development, while a focus on understanding the customer’s problems and wishes ensures better precision in implementation. Within the framework of the product development and purchasing process, ASSA ABLOY initiated a project in 2007 aiming to cut costs in the existing range through better use of materials and coordination of material and component standards. Today’s customer base helps to build tomorrow’s solutions ASSA ABLOY has the largest base of traditional locks and lock systems in the world, well adapted to local and regional standards. That customer base helps to develop the solutions of tomorrow, complementing or replacing mechanical identification with electronic codes. People are assigned authorization to use specific doors or computers. Keys, cards and other identification creden- tials are assigned codes, which are managed securely and distributed encrypted. The past years’ acquisitions in new technologies and skills enhancement have given The intelligent door ASSA ABLOY all the tools it needs to meet the challenges of tomorrow. Security is more than identification But security is not just identification – far from it. The mechanical and electromechanical products that prevent intrusion and permit rapid evacuation are just as important to the total solution. A well-crafted specification also con- siders the design of the products and makes sure that they simplify usage. ASSA ABLOY’s electromechanical products contribute to meeting all of these requirements. The elec- tromechanical field is growing quickly and already accounts for a third of sales. ASSA ABLOY’s Hi-O communication platform allows the electromechanical products to be connected together and the whole door environment to be connected to the Internet. This means that you can check the status of the door online, which enhances security and facilitates maintenance. ASSA ABLOY and Cisco Systems are working together to define a new network protocol for secure communication between door devices and access-control host software. This protocol will facilitate the use of ASSA ABLOY’s intelli- gent door devices, such as locks, card readers and elec- tronic cylinders, in security systems using Cisco software and hardware. A number of other leading security system companies are also involved in this initiative. New technology is increasing the number of controlled doors RFID – radio-frequency identification – and wireless com- munication allow ASSA ABLOY to create new security applications while offering services that assist users. The intelligent door is con- nected to a network over which each individual component around the door can communicate interactively with other systems, such as security or maintenance systems. The advantages are secure information about each component, simple installa- tion through standardized connections, and remote configuration over the network, which can also be connected to the Internet. Smart Access Card 1 4 7 * 2 5 8 0 3 6 9 # Products 13 HID’s Crescendo Smart Card allows the same smart card to be used to gain access to a building and to log in to the building’s IT network. Fargo’s printer uses the High Definition Printing™ (HDP) technology, which provides superior printing, quality on ID cards. Aperio is a new technology developed by ASSA ABLOY that allows cost-effective connection of several doors to an existing access control system. The wireless installation is based on existing locks, to which are added battery- operated electromechanical cylinders that can communi- cate wirelessly with the existing network. No expensive installation costs, no new keycards and no new access system are required. Smartair is a similar solution, in which a simpler access control system can be offered to those who have previously relied on mechanical lock systems. No more waiting in line for hotel guests For hotel guests, VingCard has made use of RFID and wire- less mobile technology in combination with a new commu- nication interface called Near Field Communication (NFC). The guest’s cellphone becomes both a code bearer and a key. Guests can use their phones to book a room, check in and out, gain access to the room and the hotel’s facilities, and pay their bills over the Internet. Total door solutions are ASSA ABLOY’s strength ASSA ABLOY’s business is not based solely on innovations; the great strength of the Group is the variety of traditional and new products built into various door environments. ASSA ABLOY has products for different climates, different types of buildings and differing security and safety require- ments. By combining hundreds of thousands of compo- nents to meet the needs of consumers, architects and installers, ASSA ABLOY creates products with the right quality, design and price, ideal for new buildings and reno- vations alike. Crescendo™ – award-winning card HID’s Crescendo™ Smart Card allows the same smart card to be used to gain access to a building and to log in to the building’s IT network. The award-winning Crescendo™ card is compatible with Windows Vista and many Microsoft® software applications. Crescendo™ combines technolo- gies, services and know-how to deliver a unique solution from HID. Secure card issuance with Fargo The innovative HDP5000 printer for ID cards is the latest addition to the Fargo brand of secure ID card issuance sol- utions. The High Definition Printing™ (HDP) technology provides superior printing quality on ID cards. HDP uses reverse transfer print technology in which the image is printed on the underside of film that fuses to the card surface. The film conforms to the ridges and indentations formed by embedded electronics, while providing an extra layer of card durability and security. The HDP5000 printer’s versatile modular design makes it easy to upgrade to dual- sided printing, single-sided or dual-sided lamination and many other card encoding technologies. Entrance innovations Besam’s SW100 is one of the most silent swing-door opera- tors on the market. Its low energy requirement is compli- ant with disability standards in North America and the UK. Safe, reliable and quiet operation makes it the ideal choice for applications in retail, healthcare, residential, office and public service environments where accessibility and ease of use are important. The changing product mix, 2000–2007 Product mix 2000 Product mix 2007 Mechanical locks, 66% Mechanical products, 66% Electro- mechanics, 20% Electromechanical products, 20% Security doors, 14% Doors, 14% Mechanical locks, 48% Electromechanics, 33% Doors, 19% Mechanical products, 48% Electromechanical products, 33% Security doors, 19% Products 14 The SW100’s motor is equipped with an elec- tronic door brake that con- trols the door’s speed when it is pushed or blown un- expectedly. This unique fea- ture reduces the wear and tear that results from windy weather conditions or harsh treatment by users, extending the life of the door opener or door closer. The LiteGuide system shows the safe way out with sound and light. This development project also provides a platform to allow other ASSA ABLOY brands to integrate RFID technology in other relevant areas. Revolutionary RFID technologies Medeco Hybrid™ allows mechanical masterkey and elec- tronic access systems to be merged for maximum flexibility, security and convenience. The Hybrid platform consists of dual-technology RFID keys and cylinders which work together to combine the flexibility of electronics with the physical protection of mechanics. The Hybrid Cylinder, which requires no wiring or door and hardware alterations, gives end-users the functionality of electronic access con- trol without costly or specialized installation requirements. In a matter of minutes, a door can be retrofitted with access control, and can be integrated into most existing systems at less cost and greater convenience. ASSA ABLOY contributes to the 2008 Olympics With the eyes of the world on China in 2008, the Beijing Olympic Games will be the biggest event of the year. Honeywell, the electronics contractor for the Bird’s Nest Project (the National Stadium), has appointed ASSA ABLOY as its supplier of door opening solutions for all electronic doors. After thorough consideration, Honeywell decided that products from effeff and Trimec best met the custom- er’s requirements. Among the product’s advantages, the self-adjusting closing force ensures that the door closes with sufficient force. The product can also sense when the door has not closed com- pletely and will cause the door to open and then close fully for an increased level of security. Illuminating the route to safety Life-safety codes throughout the United States have taken steps to improve building evacuation by increasing the visi- bility of exit pathways. ASSA ABLOY’s family of LiteGuide products supplements these emerging codes by incorp- orating new technologies into doors, frames and hardware. The latest of these life-safety innovations is the Beacon exit device from SARGENT. Beacon is an audible and visual alarm which is con- nected to a building’s alarm system and has special features for the disabled. When the alarm is activated, Beacon emits a pulsating light and white noise. The white noise attracts attention when visibility is poor and acts as an interference filter for sound so that people can concentrate on the emergency announcement saying where the nearest emer- gency exit is. The exit device emits a laser beam which assists orientation in a dark and smoke-filled room. Advanced package solution with RFID strike A hybrid electric strike from the Group company HES is the first to combine an integrated HID Proximity contactless card reader with the physical security of a Grade 1 electric strike, thereby offering installers and end-users faster instal- lation and greater security. It enables installers to pull wires to a single location, rather than cutting both wall and doorframe. Developed to work with any Wiegand-compatible access control system, the strike encompasses everything inside the doorframe and not only increases tamper-resistance but also improves the aesthetics of the installation. Products 15 15 Check in with your cellphone Signature RFID is the new contactless electronic lock from VingCard. The lock is compatible with the main RFID stan- dards and the new NFC (Near Field Communication) tech- nology for cellphones. The technology enables hotels to offer remote check-in capabilities. Hotel chains can send a booking confirmation number, a room number and an encrypted room key via text messaging to a guest’s cellphone prior to their arrival at the hotel. The solution gives the hotel a new level of service and can be used as a unique benefit in loyalty pro- grams. Guests avoid long lines at check-in and check-out and use their own NFC-compliant cellphones to access their room and hotel facilities during their stay. EMEA Division 16 EMEA Rising sales and efficiency measures lift margins EMEA expanded and advanced its market position to achieve strong growth during the year. All regions increased sales, despite some slowing of the economy towards the end of the year. Operating income was up thanks to solid growth in volume, implemented efficiency measures, compensated raw-material costs, and savings from the restructuring program. Acquisitions In 2007 EMEA acquired several companies; some of the larger ones included Powershield in Northern Ireland, Esety in Italy and Alba in Israel. These acquisitions, which were all complementary in nature, strengthened market presence in their regions and contributed to continued growth through their sales channels. EMEA in brief EMEA is ASSA ABLOY’S largest division. It has twelve market regions and its head office is in London. EMEA’s market position is extremely strong and it is the market leader in most countries in Europe, the Middle East and Africa. For the most part, EMEA’s production takes place locally on each market. In 2006 a change in production began which involves concentrating on final assembly and customiza- tion in the division’s own units. Component production, simple products and subsystems will progressively be out- sourced, mainly to low-cost countries. Report on the year During the year the division achieved sales of SEK 13,477 M (12,509), an increase of 8 percent, of which 7 percent was organic growth and 1 percent acquired growth. Operating income was up 16 percent to SEK 2,295 M (1,972), which represented an operating margin (EBIT) of 17.0 percent (15.8). Although all regions demonstrated growth, some partic- ularly strong regions included the Scandinavian countries, Finland, Spain and the UK. Expansion of the marketing organizations within the growing regions of East Europe and the Middle East and Africa resulted in highly satisfactory organic sales improvements in these areas during the year. Through good growth in volume together with imple- mented efficiency measures, compensated raw-material costs and savings resulting from the restructuring program, EMEA’s operating margin strengthened by more than 1 per- centage point during the year. Current initiatives Products The substantial increase in investments in Research and development during 2006 and 2007 resulted in the launch of a host of new electromechanical and electronic products in 2007. These products were developed according to the Group’s new project-development process, shifting the focus to increased customer value while improving cost- efficiency and maintaining a higher standard of quality. The products were well received by customers and have resulted in strong growth while strengthening the Group’s leadership in the field of complete security solutions. How- ever, the majority of products offered within EMEA are still traditional mechanical locks, which is why a substantial proportion of the expanded development of resources is being channeled in that direction. The mechanical lock market is changing; customers are increasingly demanding modern design and attractive prices with continued high quality. Another important aspect is ensuring that products comply with the latest local building codes for safety and security. A pan-European project initiated during the year aims to formulate common product platforms for the whole of EMEA for both mechanical and electromechanical prod- ucts. After adaptation to local standards and design, these will be sold throughout EMEA. The result will be increased growth caused by new products reaching multiple markets faster while production becomes more coordinated and efficient. Sales and Operating income Capital employed and Return on capital employed Operating income and Cash flow Sales SEK M 14,000 12,000 10,000 8,000 6,000 Operating income SEK M 2,800 2,400 2,000 1,600 1,200 03 04 05 06 07 Sales, SEK M Operating income, SEK M 1, 2 Capital employed SEK M 12,000 Return on capital employed % 30 10,000 8,000 6,000 4,000 25 20 15 10 03 04 05 06 07 Capital employed, SEK M Return on capital employed, % 1, 2 SEK M 2,500 2,000 1,500 1,000 03 04 05 06 07 Operating income, SEK M 1, 2 Cash flow, SEK M 1, 2 The division manufactures and sells mechanical and electromechanical locks, cylinders, security doors and accessories in Europe, the Middle East and Africa (EMEA). 1 Excluding restructuring items. 2 2003 has not been adjusted for IFRS but amortization of goodwill has been excluded. EMEA Division 17 Efficiency and restructuring program The restructuring program continued to concentrate pro- duction of important components to specialized produc- tion facilities, such as cylinders in the Czech Republic and lock cases in Romania. The production of components continued to be outsourced to preferred suppliers in low-cost countries. In order to maintain high customer service standards, Western European production facilities will focus more on final assembly and customization of products. The ongoing initiative to coordinate purchasing resulted in an increased percentage of purchases in low- cost countries and better use of benefits of scale within the division. Shared services Administrative services will be coordinated on a region- by-region basis to improve efficiency. Shared services have already been implemented in regions such as Germany, which has achieved good results. In 2008 and 2009 all regions will be similarly organized. Human Resources During the year EMEA worked proactively to find, train and keep highly skilled employees. These efforts are par- ticularly critical, given the considerable change that is ongoing in the division, such as the extensive restructur- ing program. Focus on assuring and facilitating internal recruitment of managers was intensified during the year. Acquisitions Despite EMEA’s solid market position, good acquisition opportunities can still be found. EMEA is actively seeking acquisition candidates to round out its geographic pres- ence, for example in German-speaking countries and in Eastern Europe, as well as companies that can provide new products or distribution channels. ASSA ABLOY worked closely with the architects to spec- ify the building’s security solutions. The new dormi- tory building in the EU complex will be home to the 400 members of the European Parliament and therefore requires a high level of security. Sales organization Efforts to expand and reorganize the sales organization continued during the year. Essentially, many sales organiza- tions have now been coordinated under the ASSA ABLOY brand, each with a focus on specific market and customer segments. Moreover, as the specification of total door solutions has grown in importance for achieving sales, the number of sales representatives specializing in specification was substantially increased and collaboration with archi- tects and security consultants was strengthened. Sales by product group Key figures Mekaniska lås, låssystem och tillbehör, 73% SEK M Elekromekaniska och elektroniska, 14% Säkerhetsdörrar och beslag, 13% Income statement Sales Organic growth, % Operating income (EBIT)1 Operating margin (EBIT)1, % Mechanical locks, lock systems and accessories, 73% Electromechanical and electronic locks, 14% Security doors and fittings, 13% Capital employed Capital employed – of which goodwill Return on capital employed 1, % Cash flow Cash flow 1 Average number of employees 1 2006 excluding restructuring items. 2006 2007 12,509 8 1,972 15.8 13,477 7 2,295 17.0 9,183 4,631 19.1 10,055 4,926 21.9 1,899 2,267 12,283 12,493 EMEA Division 18 Swiss Railways switch to VERSO CLIQ Swiss Federal Railways (SBB) has 28,000 employ- ees and carried more than 285 million passengers and 56 million tonnes of freight in 2006. An innovative electromechanical locking system from ASSA ABLOY will improve security and access control as well as lowering costs for Swiss Federal Railways (SBB). “Our existing security system is good but not perfect,” explains Bruno Bönzli, Project Leader at SBB. “It lacks an overarching concept and in certain cases, security is less than perfect and our infrastructure adminis- tration stores redundant data.” SBB set out to remedy these shortcomings. “We put our new access and security control project out to Europe-wide tender and after evaluating the offers we chose Keso AG as our preferred supplier,” says Bönzli. Keso, a Swiss company in the ASSA ABLOY Group, is supplying 35,000 VERSO CLIQ cylinders and 14,000 keys. When the system is fully installed, it will not only improve security and access control, it will also allow SBB to save about CHF 150,000 a year in staff and operating costs. The first VERSO CLIQ locks were installed in March 2008; nationwide installation will be complete by July 2010. The VERSO CLIQ system combines mechanical and elec- tronic elements. The key has a built-in mechanical code and contains an electronically coded microcircuit with a battery, and a matching electronic chip is located in the cylinder. With this system unauthorized duplication of keys is impossible; the system can be adapted rapidly and inex- pensively to future expansions or organizational changes by re-coding the microcircuit. Cable-laying and alterations to buildings are not needed since the battery in the key supplies the current to operate the lock. Authorizations, with time and/or spatial restrictions, can be assigned to individual people. Locks in non-critical security locations work with the mechanical portion of a key alone, while critical installations need both portions. Americas Positive trend despite weaker US market Americas Division 19 ASSA ABLOY’s growth in the Americas division continued in 2007 through focused efforts to increase demand for products primarily in the commercial marketplace. The division increased its sales and margins through good growth in the commercial segment and experienced a relatively minor impact from the US housing slowdown. Report on the year During the year the division achieved sales of SEK 10,220 M (10,142), a 1 percent year-on-year increase. Organic growth was 5 percent and acquired growth was 5 percent Operat- ing income was up 3 percent to SEK 1,995 M (1,945), which represents an operating margin (EBIT) of 19.5 percent (19.2). Americas in brief The largest portion of the division’s sales take place in North America, where ASSA ABLOY has an extensive sales organization selling through added-value partners in vari- ous channels. Sales in South America and Mexico take place through distributors, wholesalers and DIY stores that are serviced by ASSA ABLOY sales organizations. A small but growing portion of sales goes to Asia and the Middle East. Manufacturing takes place primarily in the USA, Brazil, Mexico and Chile. The plants in Latin America produce fin- ished products for local markets in addition to components and finished products sold in North America. The North American plants also source components from low-cost countries in Asia. North America In North America, unlike in Europe, there is a clear differ- ence between products intended for the residential seg- ment and those intended for the commercial segment. The commercial segment includes institutional and commercial end-customers such as schools, offices and healthcare facil- ities, and accounts for a high proportion of the division’s sales. Few products on the North American market can be sold in both segments because the distribution channels are separate. Sales development was positive in 2007. Demand was particularly robust for electromechanical products and high- security products. One particular end-user segment that is growing strongly is institutions such as educational and healthcare facilities. The downturn in housing construction had a negative impact on ASSA ABLOY due to decreased sales of products for single-family homes and apartments. Nevertheless, housing-related products account for only a small portion of the division’s sales. In 2007 the division made one significant acquisition, Pemko Manufacturing Company, which makes thresholds, door seals and continuous hinges. Pemko has been well integrated into the Group and enables ASSA ABLOY to pro- vide the market with a more complete door opening solu- tion that goes beyond doors and locks. The division manufactures and sells mechanical and electromechanical locks, cylinders, security doors and frames on the Ameri- can continents. InterActiveCorp’s head- quarters in the Chelsea neighborhood of Manhat- tan was completed in 2007; the architect is Frank Gehry. Seven hundred ASSA ABLOY door solu- tions were installed in the building. Sales and Operating income Capital employed and Return on capital employed Operating income and Cash flow Sales SEK M 12,000 10,000 8,000 6,000 4,000 Operating income SEK M 2,400 3 2,000 1,600 1,200 800 03 04 05 06 07 Sales SEK, M Operating income, SEK M 1, 2 Capital employed SEK M 10,000 8,000 6,000 4,000 Return on capital employed % 25 20 15 10 03 04 05 06 07 Capital employed, SEK M Return on capital employed, % 1, 2 SEK M 2,500 2,000 1,500 1,000 03 04 05 06 07 Operating income, SEK M 1, 2 Cash flow, SEK M 1, 2 1 Excluding restructuring items. 2 2003 has not been adjusted for IFRS but amortization of goodwill has been excluded. 3 Sales growth in local currencies was 10%. Americas Division 20 ASSA ABLOY provided security solutions to Metro Health Hospital in the United States. The hospital has about 2,000 doors and placed rigorous demands on the specifications for each door opening. Latin America Many Latin American markets are growing rapidly. Gener- ally speaking, the increased standard of living in these developing economies has accelerated the need for higher security levels. Each country requires unique security solu- tions depending on local standards. For example, several new products and strong demand for more stringent secu- rity solutions in high-rise residential construction resulted in good sales growth for ASSA ABLOY in Brazil. Current initiatives Product launches Towards the end of the year the division introduced Hi-O in North America. Hi-O stands for Highly Intelligent Operation and is a new concept for intelligent door systems that sim- plify installation, service and expansion. Hi-O contains a network based on the CAN standard, which has existed for many years and is widely used in the automotive industry. It enables connected units to carry out an encrypted dialog with each other. The division will launch a sales campaign for Hi-O during 2008. Shared Services The Americas division continues to coordinate administra- tive services for companies within the same market seg- ment. Financial services and human resources are two areas where collaborative efforts have allowed more effi- ciency and quality for the Group. Efforts to coordinate administrative functions will continue in 2008. Restructuring Two factories were closed in 2007. A plant in Mexico was closed and production was moved to another Mexican unit, and a plant in Pennsylvania, USA, was also closed. Some portions of production were moved to Connecticut, USA, while others were outsourced. More efficient production and coordinated purchasing have led to savings that helped improve margins during 2007. Acquisitions The division is exploring opportunities for acquisitions in the rapidly growing Latin American market as well as among specialized companies that could complement ASSA ABLOY’s existing offering in the division. Sales and specification In 2007 the division continued to invest in specification sales and marketing. The sales force is learning more about the needs of installers and end-users, and is focused on selling total door opening solutions, rather than individual products. At the same time and with equal intensity and importance, the division’s sales forces are working very closely with its distributor partners, who are deeply involved in all aspects of the market from defining the right products and solutions for specific applications to manag- ing and ensuring proper installation of door opening solu- tions for the end-user. The division is also working with architects and security consultants early in the building process. ASSA ABLOY helps with technical specifications while the building is still on the drawing board. ASSA ABLOY specification consultants share their door and hardware expertise to ensure that openings are code-compliant and meet the needs of the end-user. Such activities strengthen relations with archi- tects and increase the chance of orders once construction is underway. Production Efficient Lean methods are still a major driving force for business operations, and these methods have now been implemented in both production and administration. Lean methods lead to more efficient product flows, better con- trol of material costs, improved decision-making proce- dures, shorter time-to-market and increased cooperation with marketing and sales teams. Ongoing initiatives with Lean processes have become ingrained in the division’s way of working. The division will continue to implement Lean operations in production and work processes in 2008, while taking advantage of purchasing synergies. Sales by product group Key figures Mekaniska lås, låssystem och tillbehör, 54% SEK M Elekromekaniska och elektroniska, 8% Income statement Säkerhetsdörrar Sales och beslag, 38% Organic growth, % Operating income (EBIT)1 Operating margin (EBIT)1, % Capital employed Capital employed – of which goodwill Return on capital employed 1, % Cash flow Cash flow 1 Average number of employees 1 2006 excluding restructuring items. Mechanical locks, lock systems and accessories, 54% Electromechanical and electronic locks, 8% Security doors and fittings, 38% 2006 2007 10,142 10 1,945 19.2 10,220 5 1,995 19.5 8,545 5,076 22.3 8,595 4,928 22.7 1,724 9,641 2,211 9,428 Security a top concern at new biotechnology facility Americas Division 21 The newly built HudsonAlpha Institute for Biotechnology in Huntsville, Alabama, USA, is home to a number of com- panies conducting cutting-edge research. The discoveries made within the institute’s walls are closely guarded and could hold the key to future success for these companies. Tenants need to be confident that they are working in a secure facility that will keep proprietary information safe within its confines. HudsonAlpha was able to provide this high level of security with a broad range of products from ASSA ABLOY. The four-storey building of 25,000 m2 (270,000 sq. ft) will house up to 900 employees and contains state-of-the- art laboratories for genomic research and development of products and services supporting genome-based medi- cine. The approximately 1,000 doorways in the building have been equipped with products from Curries, Graham, HES, McKinney, Rixson, SARGENT and Securitron. In addi- tion, the locking hardware was supplied with MicroShield antimicrobial coating and all electromechanical openings were wired with ElectroLynx connectors, a unique ASSA ABLOY solution that simplifies installation and reduces costs. According to Jim Hudson, President of the Institute, security was always a priority issue. “Right from the planning stage, we decided security was critical and had to be incorporated into the design of the building. We conveyed these concerns to the architect who then worked with ASSA ABLOY to address our needs.” The facility’s access control system makes extensive use of card readers tied into mortise locks and electric strikes. Additional levels of protection are provided by a SARGENT high-security key system backed by the Key Wizard key- management software. “We like it that the doorway security system is unobtru- sive and blends in with the overall facility design,” Hudson commented. “This innovative security concept creates a level of con- venience that gives building occupants a sense of freedom and makes HudsonAlpha a desirable place to work.” Asia Pacific Division 22 Asia Pacific Strong organic growth and acquisitions The division manufactures and sells mechanical and electromechanical locks, security doors and fittings in Asia and Oceania. Organic growth in Asia Pacific more than doubled over the past year, from 4 to 10 percent. In addition to extremely good growth on local markets, exports to other divisions also surged. The division carried out three acquisitions during the year. Asia Pacific in brief The division manufactures and sells locks, security doors, and fittings in Asia and Oceania. The division is divided into three sub-regions: Pacific (which includes Australia and New Zealand); China; and the rest of Asia. Pacific accounts for more than half of sales, China for 30 percent including exports to fellow subsidiaries in other divisions, and the rest of Asia for almost 20 percent. The major markets included in the rest of Asia include Korea, Malaysia, Thai- land, India and Singapore. 60 percent of sales are to the commercial segment and 40 percent to the residential segment. In China the same types of lock, handle and fittings are often used in both homes and offices. Sales include products manufactured in the region and also premium products manufactured in Europe or North America. The division’s production plants are located in Australia, New Zealand, China and Korea. In addition to supporting its own production units, the division also manufactures com- ponents and finished products for the markets in Europe and North America. Report on the year During the year the division achieved sales of SEK 2,780 M (2,309), a 20 percent increase. Organic growth was 10 per- cent and acquired growth was 14 percent. Operating income was up 51 percent to SEK 322 M (213), which rep- resents an operating margin (EBIT) of 11.6 percent (9.2). Australia and New Zealand Demand was good during the year and sales showed solid growth, resulting in increased market share. The strongest demand was in the commercial segment; demand on the residential market was somewhat weaker. New products with improved function or design were important growth drivers. A new sales organization was implemented during 2007, based on market segmentation and specification work, with key-account managers for large national cus- tomers. In Australia ASSA ABLOY’s successful campaign to expand collaboration with architects led to advances in the specification market. The division also strengthened its col- laboration with the Royal Australian Institute of Architects (RAIA) during the year with the purpose of promoting innovative design concepts by encouraging customers to influence tomorrow’s door solutions. In early 2007 ASSA ABLOY acquired the Australian com- pany Pyropanel, a leading manufacturer of fire doors. The acquisition strengthens ASSA ABLOY’s position in the com- mercial segment and creates further growth opportunities. China The Chinese lock market is growing quickly thanks to the rapid pace of urbanization and modernization of both resi- dential and commercial buildings, which in turn increases demand for security. Between 2005 and 2015, 300 million Chinese are expected to move from the country to the city. The market is fragmented, but ASSA ABLOY has a leading position as the largest lock manufacturer in China. Sales in China take place mainly via distributors. The network of distributors was substantially expanded during 2007 and today the Group’s products can be found in about 2,000 sales locations. Distribution will be further expanded in 2008. Sales and Operating income Capital employed and Return on capital employed Operating income and Cash flow Sales SEK M 3,000 2,500 2,000 1,500 1,000 500 0 Operating income SEK M 400 350 300 250 200 150 100 Capital employed Return on capital employed SEK M 3,000 2,500 2,000 1,500 1,000 500 0 % 30 25 20 15 10 5 0 03 04 05 06 07 Sales, SEK M Operating income, SEK M 1, 2 03 04 05 06 07 Capital employed, SEK M Return on capital employed, % 1, 2 SEK M 350 300 250 200 150 100 50 0 03 04 05 06 07 Operating income, SEK M 1, 2 Cash flow, SEK M 1, 2 1 Excluding restructuring items. 2 2003 has not been adjusted for IFRS but amortization of goodwill has been excluded. Asia Pacific Division 23 Current initiatives Product development and product range Innovation and continued product development are important factors for the Asia Pacific division to be able to maintain an attractive line of products and increase sales. Electromechanical security products are becoming more important and there is considerable growth potential in the commercial segment for electronic cylinders. The Asia Pacific division is working together with Group companies ASSA and effeff to develop suitable products for the local market. Division-wide Research & Development units will be established during the year. These will coordinate all the division’s research in a specific product area, enabling ASSA ABLOY to achieve economies of scale as well as faster product development. R&D centers will be located mainly in Australia and China and possibly in another country too. The project to add American ANSI locks and European DIN locks to the product range was completed in the sec- ond half of the year. The products were well received by customers, resulting in an expanded portfolio. Market organization The sales force has been reorganized in accordance with the Group’s strategy to develop from a product supplier into a supplier of total door and security solutions focused on defined customer segments. In order to increase sales involving larger projects, Asia Pacific will also continue to strengthen its specification resources and develop collaboration with architects. Production structure The division has continued to invest in production facilities in China, mainly to meet rising demand on the home mar- ket, but also to increase the Group’s internal deliveries to Europe and North America. In the past ASSA ABLOY’s products have been in the upper price segment. In 2007 the division developed a less expen- sive product series that is manufactured in China, adapted to local needs and positioned in the middle of the Chinese price range. China has few national or regional standards governing how locks, doors and fittings should be designed and fit together. ASSA ABLOY is working with Chinese regu- latory authorities to formulate such standards. In late 2007 ASSA ABLOY acquired the Chinese company Baodean, which manufactures and sells high-security locks for the Chinese market. The acquisition strengthens ASSA ABLOY’s market-leading position on the Chinese market. Rest of Asia Demand was good on all of ASSA ABLOY’s markets. Specifi- cation work was extended and a number of newly devel- oped lock ranges were introduced. In late 2007 ASSA ABLOY acquired iRevo, a Korean com- pany that is the market leader in digital door locks. This type of door lock has had great success on the residential market in both Korea and China, and will become an extremely important product in the future. Woodside in Australia is one of the region’s biggest companies in research and production of oil and gas. ASSA ABLOY has supplied a large number of blast- resistant doors to the company’s liquid natural gas facility outside the city of Karratha. Sales by product group Mechanical locks, lock systems and accessories 53% Electromechanical and electronic locks 17% Security doors and fittings 30% Key figures Mekaniska lås, låssystem och tillbehör, 53% SEK M Elekromekaniska och elektroniska, 17% Income statement Sales Säkerhetsdörrar Organic growth, % och beslag, 30% Operating income (EBIT)1 Operating margin (EBIT)1, % Capital employed Capital employed – of which goodwill Return on capital employed1, % Cash flow Cash flow1 Average number of employees 1 2006 excluding restructuring items. 2006 2007 2,309 4 213 9.2 1,974 955 10.8 2,780 10 322 11.6 2,520 1,211 13.8 112 294 5,099 5,445 Asia Pacific Division 24 High-tech solution for new Chinese challenge Competitive pricing, high quality and technical know-how, along with ASSA ABLOY’s reputation in China, helped to secure the project. The new municipal offices in Chengdu, the capital of China’s Sichuan Province, contain over 6,000 doors. Since this was the first major project in the region to specify ANSI standards, it required considerable expertise. Calling on the extensive ASSA ABLOY product range, ASSA ABLOY China was able to provide the entire hardware solution. Competitive pricing, high quality and technical know- how, along with ASSA ABLOY’s reputation in China, helped to secure the enormous project – Phase One covers 310,000 m2 (3.3 million sq. ft). Involved from an early stage of the construction pro- ject, the ASSA ABLOY team worked closely with the archi- tect to specify the project and then create a hardware schedule. Hands-on work has continued throughout the delivery and installation phases, including providing on-site train- ing to subcontractors and supervision to ensure high quality and resolve any technical problems. The 18-month long project involved a significant degree of coordination to ensure that deadlines were met. Hong Hong, ASSA ABLOY China’s Sales Manager, says that establishing strong communication channels with all players – the municipality, architect, suppliers and sub- contractors – was a key factor in the project’s success. “We have a very competent project team with know- ledge of both the site and the products. We were therefore able to anticipate possible difficulties and find solutions before they became problems. “For example, we were able to reduce the choice of hinges and door closers from fourteen and nine types down to two and three types respectively, which drama- tically improved efficiency on the job site.” Global Technologies Division Innovative products produce strong growth Global Technologies Division 25 Global Technologies achieved major successes during the year. Innovative products lifted sales and marketing cam- paigns continued to drive growth. Global Technologies in brief The division consists of two business units, HID Group and ASSA ABLOY Hospitality. Sales are limited almost exclu- sively to the commercial segment. The largest markets are North America and Europe, though Asia is rapidly growing in importance as a result of marketing initiatives. In a reorganization towards the end of the year HID and ITG merged, which is expected to further contribute to growth and improved profitability. HID Group HID Group is active in electronic access control, secure issuance of smart cards and identification technology. The HID Group is the market leader in electronic access control, and the selection of products includes card readers, cards for access control, and control panels for authori- zation control. The products make use of several different technologies, including radio-frequency identification (RFID), magnetic stripe and biometrics. The products are sold under brands such as HID, Integrated Engineering and Indala. In the field of secure issuance of smart cards, the Group company Fargo has a number of printer products focused on distributed management of different types of cards. Identification technology includes products for reliable identification, such as ID cards, smart cards and readers, as well as antennas in electronic passports. The main brands are Sokymat, ACG and Omnikey. ASSA ABLOY Hospitality ASSA ABLOY Hospitality, which produces electronic lock systems and hotel safes, focuses on the hotel and cruise- ship markets with leading global brands such as VingCard, Inhova and Elsafe. Report on the year During the year the division achieved sales of SEK 4,922 M (4,220), a 17 percent increase. Organic growth was 11 percent and acquired growth was 12 percent. Operating income was up 23 percent to SEK 754 M (612), which rep- resents an operating margin (EBIT) of 15.3 percent (14.5). The operating margin increased as a result of better vol- umes, but was limited by continued initiatives to expand the sales and marketing organizations in these rapidly growing segments. HID Group HID continued to expand its commercial organization in all areas, with a special focus on the Asian region. Growth was strong throughout the year thanks to growing market investments, many new products and an increased need for security. Legislation and more rigorous security require- ments further stimulated demand for the business unit’s products, such as electronic access systems, secure issu- ance of smart cards and identification technology. One clear trend in the market is the merging of physical and logical access, which means that the same solutions are used for access control in buildings and for access to computers. As a result the products will be compatible with many different types of digital readers and standards on the market. It is therefore important to collaborate on technical standards with software companies. HID had a major success in this area during the year through collab- oration with Microsoft®, which certified the HID Group’s Crescendo card for use in Microsoft’s Windows Vista oper- ating system in 2007. HID and ITG merged through a reorganization aimed at strengthening growth and profitability. The units com- plement each other well through ITG’s strong presence in Europe and HID’s in the USA. The consolidation will provide opportunities to realize sales and cost synergies. Sales and Operating income Capital employed and Return on capital employed Operating income and Cash flow Sales SEK M 5,000 4,000 3,000 2,000 Operating income SEK M 1,000 Capital employed SEK M 6,000 Return on capital employed % 30 800 600 400 5,000 4,000 3,000 2,000 25 20 15 10 SEK M 800 700 600 500 400 300 200 05 06 07 Sales, SEK M Operating income, SEK M 1 05 06 07 Capital employed, SEK M Return on capital employed, % 1 05 06 07 Operating income, SEK M 1 Cash flow, SEK M 1 The division sells electronic security solutions worldwide. 1 Excluding restructuring items. Global Technologies Division 26 Group company VingCard will supply smart cards and locks in the Classic series to the hotel rooms at the Sheraton Cable Beach Resort and the Wyndham Nassau Resort & Crystal Palace Casino. These beach- front hotels are located in Nassau, a popular tourist destination in the Bahamas. They are initiating a major development program that will continue for four years. In all VingCard will supply smart cards for 6,000 hotel rooms. Current initiatives HID Group and ASSA ABLOY Hospitality continue to focus on growth opportunities. Organic growth will come from inno- vative new products, a broader geographical presence and continued refinement of brand and channel management. An important trend is the increased cooperation among all ASSA ABLOY’s technology areas via its Shared Technologies initiative. When Group companies in other ASSA ABLOY divisions use RFID and wireless technology in more traditional products, a merger of the best technology from the mechanical and the electronic product areas takes place, generating new growth opportunities for the Group. The business units are continuing to investigate acquisi- tion opportunities. Acquisition targets should provide increased market share, distribution capacity or new products. Efforts to increase market presence in the rapidly grow- ing markets in China, India and the rest of Asia are also con- tinuing. The HID Group is focusing on the consolidation of HID and ITG and the integration of the newly acquired com- panies Aontec and Integrated Engineering. The integration of Fargo has been successful and sales are doing very well. In addition, production in the ITG portion of HID is being extensively restructured by moving production to Malaysia. Towards the end of the year the Ronneby plant was closed, as were several production lines in other pro- duction units. The HID Group is also continuing its restruc- turing program with streamlining and coordination of administration through the implementation of region- based shared services. ASSA ABLOY Hospitality is continu- ing its restructuring and consolidation of production units and outsourcing its component manufacturing. Hospitality is exploring the possibility of increasing collaboration with other parts of the Group based on new-product launches and increasing sales of its products in segments other than hotels and cruise ships. The HID Group carried out two acquisitions during the year. One was the Dutch company Integrated Engineering, active in electronic access control. The other was the Irish company Aontec, which produces inlays, an important component of items such as electronic passports. ASSA ABLOY Hospitality Hospitality’s market was extremely strong with respect to new hotel construction projects and renovation projects, both of which usually involve orders for both new lock systems and hotel safes. Hotels replace or upgrade locks about every ten years, for both security- and design-related reasons. The division carried out an extensive project during the year to find new and better distributors in growth markets, with extremely good results. Growth was generally strong and all markets demonstrated good organic growth. Innovative products have been important for growth. One example is VingCard’s latest electronic lock solution, Signature RFID, which allows communication between the door and the hotel Reception. The system makes it possible for hotel guests to receive reservation confirmations, room numbers and an encrypted access code for the room by SMS before they arrive at the hotel. They do not have to stand in line at the hotel front desk but can proceed directly to the room and unlock the door with the help of their cellphones. Sales by product group Key figures HID Global, 49% ASSA ABLOY Identification Technologies (ITG), 26% SEK M ASSA ABLOY Income statement Hospitality, 25% Sales Organic growth, % Operating income (EBIT)1 Operating margin (EBIT)1, % Capital employed Capital employed – of which goodwill Return on capital employed 1 , % Cash flow Cash flow1 Average number of employees 1 2006 excluding restructuring items. Access control, 49% Identification technology, 26% Hotel locks, 25% 2006 2007 4,220 12 612 14.5 4,911 3,568 15.5 4,922 11 754 15.3 5,181 3,640 14.7 426 699 2,183 2,650 Efficient security for global operations Global Technologies Division 27 “In today’s turbulent times, businesses must do their utmost to ensure employee safety and data security,” explains John Bennett, Vice President of the System Security Group at Merrill Lynch. Merrill Lynch, one of the world’s leading finance com- panies, needed to renew its access control system. With offices worldwide, the company has 50,000 employees and 20,000 regular visitors. There were many out-of-date access cards in circulation, so Merrill Lynch turned to HID Group for a tailor-made access control solution. Future-proof solution The decision to assign new credentials to its users, how- ever, spawned a larger project within Merrill Lynch. The goal would be to work towards a centralized access con- trol system that could link to the company’s IT infrastruc- ture so that users could use a single card for all their access needs, whether to buildings or computers. This of course necessitated a solution that: • was multi-technology to assist in the migration to smart cards; • could be used anywhere in Asia, the USA or Europe; • was operational around the clock; • would be capable of future expansion into network log-on, biometrics and other smart-card applications; • was suitable for all user groups. HID Group proposed a new system that would deliver mul- tiple layers of protection by standardizing procedures for issuing new and updating existing employee identity cards. Key components of the successful implementation were HID iCLASS® smart card technology and the advantages of HID Group’s Corporate 1000 program, which assigns cus- tomers a product with a unique format, giving them full control over its use, rather than using open domain for- mats. As Merrill Lynch already had Corporate 1000 national formats, it was a matter of merging them into a single for- mat, enabling users to access any Merrill Lynch facility, any- where in the world, with the same card. Personal service The next step was to generate and issue new user creden- tials, valid across nine locations, in three different catego- ries depending on each user’s access rights. HID Group’s Card Personalization Service had the capacity, ability and experience to handle Merrill Lynch’s extensive require- ments. Paul Martin, Vice President, System Security Group at Merrill Lynch, says the sheer volume of the project made it impossible to achieve in house. “We felt confident that HID was geared up to do the job. And it was. HID Group quickly delivered secure, branded cards with visual security fea- tures and a design that clearly shows the user’s access rights.” Entrance Systems Division 28 Entrance Systems Increased demand for automatic doors generates growth ASSA ABLOY Entrance Systems reported solid demand dur- ing the year, with some weakening toward year-end. In the European and North American markets new products and acquisitions contributed to continued strong performance, and the growth rate in Asia was high. Expanded service continued to be an important component in the offering. The division is a global sup- plier of automatic doors with a complete range of services for the aftermarket. Entrance Systems in brief The division has its own sales organization in more than 25 countries and distributors in a further 55. Production takes place in Sweden, the UK, the Czech Republic, the USA and China. New sales account for 60 percent and services for 40 percent of the division’s sales. Report on the year During the year the division achieved sales of SEK 2,987 M (2,715), a 10 percent increase, 6 percent of which was organic growth and 4 percent acquired growth. Operating income was up 17 percent to SEK 432 M (368), which rep- resents an operating margin (EBIT) of 14.4 percent (13.6). ASSA ABLOY Entrance Systems has supplied an all-glass sliding door to Atlanta Motor Cars. The door is customized with side panels that also open, thus allowing the doors to open wide enough to move cars easily. The division had good demand on its major markets and growth was particularly strong in Asia. The improved mar- gin achieved in 2007 was mainly due to a broader selection of products and services, growth in volume, efficiency measures and effective price leadership. During the year Entrance Systems continued to adapt products for local markets in Asia and North America, which strengthened competitiveness on several key markets. Europe The sales trend was favorable during the year on most Euro- pean markets, and the division continued to increase its market shares. Several factors drove sales, including the development of new service concepts and new regulatory requirements for the safety of automatic doors. America Sales on the US market increased during 2007, though at a slower pace than in 2006 due to the slowdown in eco- nomic growth. Entrance Systems continued to increase its service presence in top-priority regions through moves such as the acquisitions of La Force in the United States and Portronik in Canada. Market adaptation of the products, such as adjustment to local fire codes or disability regula- tions, is an important factor for healthy sales in the region. Asia and Australia Sales in Asia and Australia continued to be strong during the year. An intensive effort was also carried out to increase market penetration in the most important growth markets in the region, both organically and through acquisitions. Current initiatives Products Investments in product development continued and the division currently has several important projects in Sales and Operating income Capital employed and Return on capital employed Operating income and Cash flow Sales SEK M 3,500 3,000 2,500 2,000 1,500 Operating income SEK M 490 420 350 280 210 Capital employed SEK M 3,500 3,000 2,500 2,000 1,500 Return on capital employed % 14 12 10 8 6 SEK M 500 400 300 200 05 06 07 Sales, SEK M Operating income, SEK M 1 05 06 07 Capital employed, SEK M Return on capital employed, % 1 05 06 07 Operating income, SEK M 1 Cash flow, SEK M 1 1 Excluding restructuring items. Entrance Systems Division 29 ment. Regular preventive maintenance is beneficial for customers. Regular contact with the end-customers also enhances opportunities for additional sales. Great empha- sis is placed on sales training of service technicians to take advantage of their daily contacts with customers. Within the service organization the division is working on becoming more efficient, automating processes even more, and increasing the number of customer visits. Restructuring program Relocation of parts of production from high-cost to low- cost countries continued in 2007. The major measures included closing the production plant in Germany and starting up a new production facility in the Czech Republic. Acquisitions There are major opportunities for acquisitions since the market for automatic doors is relatively fragmented. Entrance Systems is actively seeking acquisitions that will provide a broader geographic base. In Europe and North America in particular several regional companies sell auto- matic doors and there are also many smaller local service companies. There is also a need to increase market pene- tration in the Asian markets through acquisitions. Oppor- tunities for acquisitions to further expand Entrance Sys- tems’ product range can also be found. Quality and efficiency Measures to enhance sales and productivity have been taken in the service organization. For example, service technicians have been equipped with hand-held compu- ters to improve their efficiency. The service organization has standardized its procedures and business processes to a greater extent than previously, which has improved quality and reduced the company’s sensitivity to the loss of employees. In 2007 ASSA ABLOY Entrance Systems was cho- sen to supply a total of 58 doors to Belle Epine, one of the largest shopping and entertainment centers in Paris. The majority were automated sliding door solutions. progress. Entrance Systems is working to develop a global product range with common components that can be adapted to local markets. An important new and comple- mentary product area is low-energy automatic door opera- tors. These products have several competitive advantages, including lower operating costs. A number of products in the field were launched during the year. In 2008 several other product launches will be carried out in the important prod- uct areas of swing doors, sliding doors and revolving doors. Service business upgraded Entrance Systems is continually working to expand its customer offer so as to sell complete automatic door solutions, including service, for the entire door environ- Sales by product group Key figures Automatiska dörrar, 60% Service, 40% SEK M Income statement Sales Organic growth, % Operating income (EBIT)1 Operating margin (EBIT)1, % Capital employed Capital employed – of which goodwill Return on capital employed 1, % Cash flow Cash flow1 Average number of employees 1 2006 excluding restructuring items. 2006 2007 2,715 11 368 13.6 3,121 2,453 11.5 2,987 6 432 14.4 3,149 2,566 13.7 332 497 1,926 2,137 New sales, 60% Service, 40% Entrance Systems Division 30 Halmstad Hospital chooses hermetic doors Halmstad Hospital chose hermetic doors from ASSA ABLOY Entrance Systems. The doors are specially designed for clean-room environments. Halmstad Hospital in Sweden compared the offers of three different companies when making plans to install auto- mated hermetic doors in the entrances to three hospital laboratories. After evaluating proposals from ASSA ABLOY and two other companies, the hospital chose the Hermetic Auto- matic Door System from ASSA ABLOY Entrance Systems, which is specially designed for clean-room environments, for its radiotherapy department. Nicholas Nemeth of ASSA ABLOY Entrance Systems in Sweden says that, in addition to the product’s reliability, the hospital’s previous experience with the company helped it to win the contract. on automating 150 swing doors and 10 sliding doors. We were able to put together a competitive proposal for a complete solution.” That complete solution involves service and mainte- nance performed by local technicians in the Halmstad area. “You shouldn’t underestimate the value of being able to provide a local service organization,” Nicholas explains. “The hospital’s facilities management staff and a locally based technician from ASSA ABLOY Entrance Systems will jointly handle all service and maintenance issues.” Olle Nilsson, Facility Manager at Halmstad Hospital, is very pleased with the way ASSA ABLOY handles the educa- tion of his technicians. “We have a very good relationship with Halmstad Hos- pital and this was a prestige project that we really wanted to be a part of, ”Nicholas explains. “In addition to the her- metic doors, the hospital had also worked with us this year “In most cases we deal with the maintenance of our doors ourselves, but when we run into real difficulties we need ASSA ABLOY’s assistance,” he says. “They are always helpful and service-minded.” Sustainable development Sustainability in all business processes Sustainable development 31 More information about sustainable dev- elopment is available in ASSA ABLOY’s 2007 Sustainability Report and at www.assaabloy.com ASSA ABLOY’s extensive systematic work on sustainability issues is integrated in all business processes and through- out the value chain. Sustainability initiatives affect both internal and external stakeholders and are based on an ongoing risk analysis throughout the value chain as well as on the Group’s Code of Conduct. The Code of Conduct is based on the Group’s overarching policies as well as international guidelines such as the United Nations Declaration of Human Rights and the core conventions of the International Labor Organization. The Code of Conduct applies to areas such as the environ- ment, health and safety, business ethics, working condi- tions, human rights and social responsibility. The ongoing initiatives are carried out in a three-step process of analysis, implementation and follow-up. Essenti- ally all elements of business activities are affected: manage- ment, purchasing, production, acquisitions, investment, Research & Development, sales and human resources. Organization Sustainable development efforts are coordinated by the Group’s Director of Sustainability and at least one person in each division. Purely employee-related issues are coordina- ted by the Group’s Director of Human Resources and the divisions’ HR managers. The President and/or the HR Director of each Group company is responsible for ethical and social issues, while the Environmental Manager is in charge of environmental matters. Tools and audits Internal sustainability development audits are carried out regularly in the Group’s manufacturing companies. The audits, which cover the external environment, the working environment, human rights and business ethics, culminate in detailed action plans. ASSA ABLOY also applies its inter- nal audit tools to its suppliers. Many of ASSA ABLOY’s major suppliers were evaluated on site in 2007. One important sustainable development tool is the ISO 14001 environmental management standard. Reporting is carried out at the C level of the Global Reporting Initiative (GRI). Measurements serve as the basis for decision-making relating to the use of chemicals, energy and water, as well as matters relating to health and safety and gender equa- lity. The Code of Conduct’s whistleblower mechanism is a tool to be used in the event of any violations of the Code. New 2007–2010 sustainability program In 2007 ASSA ABLOY adopted a new program for work on sustainability issues up to 2010. A process to establish the program in all divisions and at all levels was conducted during the year. The program contains 20 objectives in the fields of chemicals handling, energy efficiency, health and safety, relationships with suppliers, Research & Development, employee issues and governance. Concrete projects have been defined with goals, timetables and cost/benefit analyses. The following activities will be carried out during the period of this sustainability program: First results of the sustain- ability program – for a few objectives. Objective Result 2005 Result 2006 Result 2007 Trend Energy conservation in manufacturing: A reduction of 15 percent by 2012 compared to the result in 2006, based on normalized values. Organic solvents – Phase out all use of perchloroethylene and trichloroethylene by the end of 2008. Health and Safety Zero-vision, with interim objectives to improve health and safety statistics: • 2007: IR, injury rate 10; ILDR, injury lost-day rate 220. • 2008: IR, injury rate 9; ILDR injury lost-day rate 200. – IR in injuries per million hours worked – ILDR in lost days per million hours worked ISO 14001 – Compliance at all factories with significant environmental impact. 18.72 MWh/SEK M 16.93 MWh/SEK M 15.97 MWh/SEK M 189 tonnes 172 tonnes 93 tonnes IR 13.6 ILDR 297 IR 10.9 ILDR 242 IR 9.5 ILDR 179 26 54 68 Suppliers – Sustainability assessments; acceptance of the Code of Conduct a documented requirement for all suppliers; sustainability audits for all risk-category suppliers. 5 pilot sustain- ability audits in China 40 sustainability audits in China 120 sustainability audits in China Gender diversity – Each division is expected to undertake appropriate measures aimed at improving present levels of gender diversity at the more senior levels. Not measured Level 3: 9% Level 4: 10% Level 5: not measured Level 3: 14% Level 4: 19% Level 5: 22% n n n n n n n Deterioration n Constant n Improvement Sustainable development 32 Use of chemicals ASSA ABLOY is constantly working to reduce hazardous sub- stances in production and to find replacements for them. Many production facilities have already phased out chlorinated solvents. Use continues in a few production facilities. One of this year’s major successes was the phasing out of chlorinated solvents, which progressed very well. Consumption was reduced by 40 percent in 2007, and the remainder will be phased out in 2008. Current information about sustainable development is published on the Group’s website. ISO 14001 Most of the Group’s production plants had implemented ISO 14001 environmental management systems or the equivalent by the end of 2007. The table shows the number of certificates in 2006 and 2007, along with the correspon- ding number of certifiable systems for North American units. Only a small number of production plants have any form of environmental impact. The goal of the sustainability program is that all plants that impact the environment should have been certified, and that newly acquired com- panies should be certified within two years. Energy consumption and greenhouse gases ASSA ABLOY was able to compile measurable results for energy consumption and carbon dioxide emissions in the Group companies for the first time in 2005. These figures will now serve as the baseline for actions taken under the new sustainability program. The goal applying to all local units is to achieve total energy savings of 15 percent by the end of 2012. ASSA ABLOY will analyze the contribution made by transport to energy consumption and consider opportuni- ties to increase coordination in order to reduce emissions. Suppliers Beginning in 2008, all of ASSA ABLOY’s global supplier contracts will have the same format throughout the Group. Among other things, the contracts include requirements for suppliers to live up to the Group’s Code of Conduct. Assessments and audits will ensure a uniform approach to quality standards and sustainability. Research & Development ASSA ABLOY’s Research & Development process, from preliminary studies to product launch, includes several ‘gateways’ at which the project plan and partial deliveries are reviewed and decisions made about continuing the project. Health, safety and environmental issues will be assessed at these gateway points. The Design for Environ- ment checklist is a tool used in the product development process. Health and safety The point of departure in ASSA ABLOY’s work on health and safety in production is based on a zero-tolerance approach to injuries. New goals have been set for injury rates and for working days lost due to injuries. Benchmarks will be implemented at the division level based on reporting from each production unit. Units will also share their experi- ences of efforts to prevent drug and alcohol use. Gender equality and diversity ASSA ABLOY’s Code of Conduct will work to prevent all forms of discrimination in the workplace. The company also wants to work proactively to promote gender equality and diversity. Each division is expected to take appropriate measures during recruitment to facilitate opportunities for women to be promoted. In general, preference will be given to the under-represented gender in all recruitment, assuming equal qualifications. Code of Conduct As part of the new sustainability program ASSA ABLOY will update the Code of Conduct during 2008. Among other things, the Code’s whistleblower mechanism will be clari- fied with respect to the reporting and handling of com- plaints. Dialog with stakeholders ASSA ABLOY strives to achieve an open dialog with external stakeholders. The overarching objective is to ensure that input is received from outside interests with respect to the company’s strategy choices and to contribute to a sustain- able development that benefits both the company and its stakeholders. As a key component in this effort during the year, ASSA ABLOY invited ethics analysts to two round-table discussions, including visits to the La Fonte facility in Brazil. One of the themes of the discussions was ASSA ABLOY’s 2005–2006 Sustainability Report. A number of analysts participated in the conference. Open House in Brazil Sustainable development 33 Social and environmental campaigns at Brazilian Group company La Fonte are having an impact on employees both at work and at home. “Much of the sustainability work at the company focuses on healthy employees, an important consideration in a country with low levels of health care and education,” says Francisco Bastos, President of La Fonte. Among programs put in place in recent years are an exercise regime to counter injuries associated with repeti- tive actions, subsidized meals at the company’s canteen (breakfast, lunch and dinner), health insurance covering visits to the doctor and hospital and laboratory tests, and employing a full-time nurse and a doctor two days a week on site. Filomena Aguiar, Human Resources Manager at La Fonte, says that employees are also encouraged to take an active part in the company’s development through the ‘Coffee with the President’ scheme, where staff meet with top managers to discuss issues that are important to them. “Pride is also instilled through the family integration scheme, where families are invited to an Open House at the factory to learn more about what happens at La Fonte,” she says. “Children in particular enjoy the chance to find out what their parents do, and staff are proud to show off where they work, introduce their colleagues and present the results of their efforts.” La Fonte’s sustainability work also takes in the wider community through donations of toys. Similar donation drives for food and clothing have also been very successful. Daniela Perli is Environment, Health and Safety Manager. She says that when it comes to the environment, La Fonte works both on increasing awareness of issues and reducing waste and the use of dangerous substances. Waste is now separated prior to disposal to increase recycling. 40 tons of glass, cardboard and plastics were recovered in six months. “All staff receive training in the possible impact on the environment of processes they work with. Among other things we have made significant reductions in energy and water consumption.” Employees 34 Employees ASSA ABLOY: an attractive workplace ASSA ABLOY’s vision is to be an attractive workplace for its employees, which in turn involves a conscious effort to improve and retain skilled employees and to be able to recruit new talent where needed. Common knowledge-base The ASSA ABLOY Orientation Program was introduced in the Group in 2006 and was updated during the year. This interactive web-based program will provide our employees worldwide with a common knowledge-base about ASSA ABLOY. Information about the Group’s history, products, strategy and Code of Conduct can be found here. The ASSA ABLOY Orientation Program is a mandatory com- ponent of the introductory process for all employees. Employee survey follow-up A global employee survey was carried out for the first time in 2006. The survey showed that ASSA ABLOY staff mem- bers are generally satisfied with their working situation. The survey results were followed up during 2007 through a host of activities in various parts of the Group, focusing on those areas where the results were less flattering. Prepara- tions have also been made for a new survey in early 2008. The questions in the new survey will largely be the same as in 2006, which will provide an opportunity for comparison in assessing the results of follow-up activities. Development of management skills ASSA ABLOY conducts two Group-wide training pro- grams, ASSA ABLOY Management Training (MMT) and the ASSA ABLOY Business Leadership Program. ASSA ABLOY Management Training has been in place since 1996 and about 280 of the Group’s senior executives have participated to date. The program encompasses four modules held during the course of one year for the purpose of facilitating integration among Group companies. Partici- pants have an opportunity to network, for example, and through being able to learn about the various operations and products they can share experiences from all parts of the Group. In 2007 the eleventh such program was held with 30 participants. The ASSA ABLOY Business Leadership Program was introduced in 2005 and implemented in collaboration with the Institute of Management Development (IMD) in Lau- sanne, Switzerland. 30 people also participated here in 2007, which means that 120 executives from various parts of the Group have completed the program to date. Development of employee skills The ASSA ABLOY Scholarship Program provides employees with the opportunity to work at another Group company for short periods. Open to all employees, the purpose of the program is to give participants the opportunity to share their own knowledge and experiences while learning about a different culture and other methods and pro- cedures, which they can bring back to their own workplace. In 2007 15 employees participated in the program. Talent management The goal of ASSA ABLOY’s annual Talent Management Pro- cess is to take advantage of the entire Group’s resources – the leaders and specialists of today and tomorrow – as well as to offer career advancement opportunities outside the employee’s own unit. The process involves both a struc- tured review of succession planning as well as skills enhancement of employees throughout the Group. Recruitment The fundamental principle of ASSA ABLOY’s recruitment policy when filling vacant positions is to give precedence to internal employees, provided that their qualifications are equal to those of external applicants. In order to encourage and facilitate internal employee mobility, all vacant posi- tions are advertised on the Group’s global Intranet, which means that in principle all such vacancies are known about and available. Number of employees by region Average number of employees 2003 –2007 Europa 13824 Nordamerika 10137 Australien och Nya Zeeland Number 35,000 Central- och Sydamerika 1349 695 Distribution men and women Män, 61% Kvinnor, 39% Asien 5508 Afrika 754 30,000 25,000 20,000 03 04 05 06 07 Men, 61% Women, 39% Europe, 13,824 North America, 10,137 Australia and New Zealand, 1,349 Central and South America, 695 Asia, 5,508 Africa, 754 Working together at a distance Employees 35 Tom Devine from ASSA ABLOY Australia and William Burns from ASSA ABLOY Asia Pacific were among the 31 partici- pants in the MMT class of 2008. The ASSA ABLOY Management Training Program (MMT) encourages sharing of best practice and information, and supports networking within the Group. The main objectives of the program are to increase knowledge of ASSA ABLOY’s strategy, its products, markets, working tools and so on, and to support collaboration within the Group to make the most of its common strengths. Each program includes four modules, each of which has a different focus. “You come away from each module with an increased understanding and a new perspective on ASSA ABLOY and the key concepts behind our business,” says Tom Platner, Vice President, Product Engineering at HID Group. During the program, each participant has to choose a real-life project they want to conduct. The groups have to check best practices, investigate threats and opportunities, and finally come up with recommendations for the chosen project. The challenge to Tom Platner’s team was to develop a toolkit that could be used by member companies to identify best practices in the area of shared services – specifically IT, finance and accounting, and customer service. “What has been a challenge, yet a benefit, of the experi- ence was to get our entire group – with participants from the Americas, Europe and Africa – to work together remotely in the periods between modules,” Platner says. “We set up a web-based, collaborative workspace to help facilitate communication and coordination. It was a significant challenge to work as a consulting group and find time to do it in addition to our everyday responsibilities.” x 36 Report of the Board of Directors, Corporate governance report and financial reports Contents Glossary Report of the Board of Directors Corporate governance report Sales and earnings Income statement – Group Comments by division Results by division Financial position Balance sheet – Group Cash flow Cash flow statement – Group Changes in equity – Group Parent company financial statements Financial risk management Notes 38 39 41 52 53 54 55 56 57 58 59 60 61 63 74 78 73 67 72 76 77 1 Significant accounting and valuation principles 2 Sales 3 Auditors’ fees 4 Other operating income and expenses 5 Share of earnings in associates 6 Operational leasing agreements 7 Expenses by nature 8 Depreciation and amortization 9 Employee benefits 10 Exchange-rate differences in the income statement 11 Financial income 12 Financial expenses 13 Tax on income 14 Earnings per share 15 Intangible assets 16 Tangible assets 17 Shares in subsidiaries 18 Shares in associates 19 Deferred tax on income 20 Other long-term financial assets 21 Inventories 22 Accounts receivable 23 Derivative financial instruments 24 Cash and cash equivalents 25 Borrowings 26 Parent company’s equity 27 Share capital, number of shares and dividend per share 28 Reserves 29 Post-employment employee benefits 30 Other provisions 31 Other short-term liabilities 32 Accrued expenses and prepaid income 33 Contingent liabilities 34 Net debt 35 Acquisitions 36 Average number of employees, with breakdown into women and men 85 86 37 Cash flow 87 88 89 90 91 92 93 96 Comments on five years in summary Five years in summary Quarterly information Definitions of key data terms Proposed distribution of earnings Audit report The ASSA ABLOY share Information for shareholders 79 83 80 Glossary 38 Glossary Aperio Aperio is a new technology that enables mechanical locks to be wirelessly linked to an existing access control sys- tem. Aperio locks can be installed in a new or existing access control system and users can use the same creden- tials they have for that system. Lean The Lean Production philosophy is to use as few resources as possible. The focus is on just-in-time production, which means that materials, parts and products are in the right place at the right time. The Lean philosophy includes striving for continuous improvement. ElectroLynx ElectroLynx is an ASSA ABLOY solution that simplifies the process of introducing electrical hardware into a door. It has a wiring scheme and simple, snap-together connec- tors that can be used with all electrical ASSA ABLOY prod- ucts and can be installed inside doors as desired. The solution means that installers themselves do not need to solder and connect individual wires. High Definition Printing (HDP) Fargo HDP – High Definition Printing – is a process used in the production of tamper-evident and highly wear-resist- ant ID cards. HDP produces high-quality images that are sandwiched between Fargo’s HDP film and the card, and that essentially destroy themselves if there is any attempt to alter the card. Hi-O Highly Intelligent Opening is a standardized new technol- ogy for security and control of door environments. Hi-O allows interconnectivity – communication between all components in a door solution. Inlay An RFID inlay is one of the components in a contact-free card or similar document. It consists of a circuit board connected to an antenna mounted on plastic film. NFC Near Field Communication (NFC) is a short-range wireless connectivity standard that uses magnetic field induction to enable communication between devices when they are touched together or brought within a few centimeters of each other. OEM Original Equipment Manufacturer, a company that makes the final product that can be sold on the open market. Usually the OEM company does not sell the product directly to the public but goes through dealers. The prod- uct may consist of proprietary components or a combina- tion of purchased and proprietary. RFID Radio Frequency Identification is a technology for reading and storing information remotely using small radio trans- mitter/receivers and memories called tags. A tag can be small enough to fit in a price tag on goods in a store, or placed in a glass capsule and injected under a pet’s skin with ID information. One current use of RFID is in key- cards. Whistle-blowing A whistle-blowing mechanism was introduced to provide a means for employees, in exceptional situations, to bypass the normal reporting procedures to draw atten- tion to behavior that they suspect is in breach of the Code of Conduct. This reporting may be done anonymously. Report of the Board of Directors Report of the Board of Directors 39 The Annual Report of ASSA ABLOY AB (publ.), corporate identity number 556059-3575, contains the consolidated financial statements for the financial year 1 January – 31 December 2007. ASSA ABLOY is the global leader in door opening solutions, dedicated to satisfying end-user needs for security, safety and convenience. Significant events Sales and earnings During the year, sales rose by 8 percent to SEK 33,550 M (31,137), with organic growth of 7 percent and acquired growth of 5 percent. Operating income (EBIT) rose by 14 percent to SEK 5,458 M (4,7711), equivalent to an operat- ing margin of 16.3 percent (15.31). Income before tax totaled SEK 4,609 M (2,626). Operating cash flow, excluding restructuring pay- ments, amounted to SEK 4,808 M (3,528), an increase of 36 percent. Earnings per share increased by 13 percent to SEK 9.02 (7.991). Restructuring The comprehensive restructuring program that was initiated in April 2006 is proceeding according to plan. The program includes around 50 individual restructuring measures. A large number of production units will switch focus to concentrate on final assembly, and some units will be closed. The total cost of the program is estimated at SEK 1,274 M and it is expected to generate annual cost savings of approximately SEK 600 M when the whole program has been implemented in 2009. The full cost of the program was expensed in 2006. Payments related to the restructuring program amounted to SEK 424 M for the year. By year-end cost sav- ings from measures implemented since the project start amounted to SEK 90 M a quarter. To date, 1,316 out of the total of 2,000 employees affected by the restructuring pro- gram have left the Group. Acquisitions In January, Americas division acquired Pemko, a leading US manufacturer of door components. The company has annual sales of USD 55 M and the acquisition was EPS- accretive from the acquisition date. 1 Excluding restructuring costs At the end of January, Asia Pacific division acquired Pyro- panel, a leading manufacturer of fire-resistant doors in Australia. Annual sales amount to AUD 19 M and the acquisition was EPS-accretive from the acquisition date. In October, Asia Pacific division acquired Baodean, China’s leading producer of high-security locks and cylin- ders, and iRevo, South Korea’s largest manufacturer of digital locks for the residential market. The companies have combined annual sales of approximately SEK 700 M. iRevo was weakly EPS-dilutive in 2007, while Baodean was EPS-accretive from the acquisition date. In July, EMEA division acquired Esety, a manufacturer and distributor of high-security locks on the Italian mar- ket. The company has annual sales of SEK 60 M. In Septem- ber the Israeli company Alba, a manufacturer of mechani- cal lock products for the local market, was also acquired. The company has annual sales of SEK 70 M. In December, EMEA division acquired Powershield, a leading manufac- turer of high-security steel doors in Northern Ireland. Powershield has annual sales of approximately GBP 10 M. All the acquisitions were EPS-accretive from the acquisi- tion date. In April, Global Technologies division acquired Inte- grated Engineering in the Netherlands. The company develops and markets advanced smartcard readers based on RFID technology and has annual sales of SEK 35 M. The acquisition was EPS-accretive immediately. In July, the Irish company Aontec Teoranta, which is one of the world’s largest manufacturers of inlays for electronic passports, was acquired. The company has annual sales of approximately SEK 140 M and the acquisition was EPS- accretive from the acquisition date. In March, Entrance Systems division acquired the serv- ice companies La Force Associates in south-west USA and Portronik in Canada. These companies distribute, install and service automatic doors and have combined annual sales of approximately SEK 100 M. The acquisitions were EPS-accretive from the acquisition date. In addition, a number of smaller acquisitions were made during the year. These companies have combined annual sales of approximately SEK 75 M. The total acquisition price, on a debt-free basis, of all acquisitions, including estimated earn-outs, amounted to Report of the Board of Directors 40 SEK 1,675 M. Goodwill and other intangible assets with an indefinite useful life amounted to approximately SEK 1,200 M. opment costs and a shorter development period for new products. Acquisitions in 2008 In 2008, ASSA ABLOY has signed an agreement to acquire Valli&Valli, a leading Italian producer of designer door handles. An agreement has also been signed to acquire the German company SimonsVoss Technologies, a leading player in the wireless digital locking and access control systems segment. This acquisition is subject to regulatory approval and the transaction is expected to be finalized during the first half of the year. The companies have com- bined annual sales of just over SEK 700 M and are together expected to be EPS-accretive in 2008. Changes in the Executive Team During the year, Joe Grillo left his post as Head of Global Technologies division at his own request and conse- quently also left the Executive Team. Denis Hébert, Executive Vice President and Head of the HID Group business unit, and Tim Shea, Executive Vice President and Head of the ASSA ABLOY Hospitality busi- ness unit, were appointed new members of the Executive Team. These business units make up Global Technologies division, which is headed by Johan Molin. Incentive program for employees A global incentive program, Incentive 2007, for employees in the Group was implemented during the year, whereby employees were offered an opportunity to share in any increase in value of the ASSA ABLOY share. Just over 1,400 employees in some 15 countries took part in this pro- gram, which was fully subscribed. The program is issued at market price and amounts to EUR 100 M, with a matu- rity date of June 2012. The maximum dilutive effect of the program is estimated at 1.2 percent of share capital and 0.8 percent of the total number of votes. Research & Development ASSA ABLOY’s expenditure on Research & Development during the year amounted to SEK 776 M (719), which is equivalent to 2.3 percent (2.3) of sales. ASSA ABLOY has a central function, Shared Technolo- gies, with responsibility for the standardization of elec- tronics for the Group’s common platforms. The objective is that this standardization should result in lower devel- Sustainable development Two of ASSA ABLOY’s subsidiaries in Sweden carry on licensable activities in accordance with the Swedish Envi- ronmental Code. The Group’s licensable and notifiable activities have an impact on the external environment mainly through the subsidiaries ASSA AB and ASSA OEM AB. These companies operate machine shops, foundries and associated surface-coating plants, which have an impact on the external environment through emissions to water and air as well as solid waste. The subsidiaries ASSA AB and ASSA OEM AB are actively addressing environmental issues and are certified in accordance with ISO 14001. The majority of units out- side Sweden carry on licensable activities and hold equi- valent licenses under local legislation. During the year, ASSA ABLOY decided on a 20-point program for sustainable development, to be imple- mented during the period 2007 to 2010. This program covers the phasing out of certain chemicals used in pro- duction; energy consumption; workplace conditions; and other social and ethical issues governed by the company’s Code of Conduct. The objectives also involve the integra- tion of work on sustainable development into the compa- ny’s existing processes. One of the major successes during the year was the phasing out of chlorinated solvents, which went very well. Consumption was reduced by 40 percent in 2007 and the remainder will be phased out in 2008. The results of this program will be reported in the Group’s annual Sustainability Report. Current information on sustainable development is published on the Group’s website. Outlook Organic sales growth is expected to continue at a good rate. The operating margin (EBIT) and operating cash flow are expected to develop well. Long term, ASSA ABLOY expects an increase in secu- rity-driven demand. Focus on end-user value and innova- tion as well as leverage on ASSA ABLOY’s strong position will accelerate growth and increase profitability. Corporate governance report Corporate governance report 41 ASSA ABLOY is a Swedish public limited liability company with registered office in Stockholm, Sweden and head- quarters at Klarabergsviadukten 90. The Group’s corpo- rate governance is based on, among other things, its arti- cles of association, the Swedish Companies Act and the rules and regulations of the OMX Nordic Exchange Stock- holm (Stockholm Stock Exchange). ASSA ABLOY applies the Swedish Code of Corporate Governance, which forms part of the rules of the Stock- holm Stock Exchange. This Code is based on the principle of comply or explain and primarily deals with the organi- zation and working methods of the Annual General Meet- ing, the board of directors and the management, as well as the interaction between these bodies. ASSA ABLOY deviates from two of the Code’s provisions and an explanation for these deviations is to be found on page 50. In other respects, ASSA ABLOY is considered to comply with the provisions of the Code at year-end 2007. ASSA ABLOY’s objective is that its activities should generate good long-term returns for its shareholders and other stakeholders. An effective scheme of corporate governance for ASSA ABLOY can be summarized in a number of interacting components, which are described below. Share and dividend policy ASSA ABLOY’s Series B share is quoted on the Large Cap list of the Stockholm Stock Exchange. A trading lot com- prises 200 shares. ASSA ABLOY’s market capitalization at year-end amounted to SEK 47,203 M. The goal of the Board of Directors is that, in the long term, the dividend should correspond to 33–50 percent of earnings after standard tax of 28 percent, but always taking into account ASSA ABLOY’s long-term financing requirements. Annual General Meeting Shareholders’ rights to decide on the affairs of ASSA ABLOY are exercised at the Annual General Meeting. Shareholders who are recorded in the share register on the record day and have duly notified their intention to attend are entitled to take part in the Annual General Meeting, either in person or via a proxy. Resolutions at the General Meeting are normally passed by simple majority. However, on certain matters the Swedish Companies Act prescribes that a proposal should be sup- ported by a higher majority. Individual shareholders who wish to have an issue raised at the Annual General Meet- ing can apply to ASSA ABLOY’s Board of Directors at a spe- cial address published on the company’s website in good time before the Meeting. The Annual General Meeting should be held within six orting Financial Rep Owners Annual General Meeting Nomination Committee E x t e r n Board of Directors Audit Committee Remuneration Committee a l A u d i t Executive Management (cid:66)(cid:86)(cid:99)(cid:86)(cid:92)(cid:90)(cid:98)(cid:90)(cid:99)(cid:105)(cid:21)(cid:101)(cid:93)(cid:94)(cid:97)(cid:100)(cid:104)(cid:100)(cid:101)(cid:93)(cid:110)(cid:21)(cid:153)(cid:21)(cid:60)(cid:106)(cid:94)(cid:89)(cid:90)(cid:97)(cid:94)(cid:99)(cid:90)(cid:104)(cid:21)(cid:86)(cid:99)(cid:89)(cid:21)(cid:101)(cid:100)(cid:97)(cid:94)(cid:88)(cid:94)(cid:90)(cid:104) (cid:62)(cid:99)(cid:105)(cid:90)(cid:103)(cid:99)(cid:86)(cid:97)(cid:21)(cid:88)(cid:100)(cid:99)(cid:105)(cid:103)(cid:100)(cid:97)(cid:21)(cid:86)(cid:99)(cid:89)(cid:21)(cid:103)(cid:94)(cid:104)(cid:96)(cid:21)(cid:98)(cid:86)(cid:99)(cid:86)(cid:92)(cid:90)(cid:98)(cid:90)(cid:99)(cid:105) Decentralized Organization End Shareholders At year-end, ASSA ABLOY had 23,961 shareholders. ASSA ABLOY’s principal shareholders are Investment AB Latour and SäkI AB (9.8 percent of the capital and 29.7 percent of the votes) and Melker Schörling AB (4.0 per- cent of the capital and 11.6 percent of the votes). Foreign shareholders accounted for 49 percent of the share capi- tal and 33 percent of the votes. The ten largest sharehold- ers accounted for 40 percent of the share capital and 59 percent of the votes. Share capital and voting rights ASSA ABLOY’s share capital at year-end amounted to SEK 365,918,034, distributed among 19,175,323 Series A shares and 346,742,711 Series B shares. Each Series A share carries ten votes and each Series B share one vote. All shares give the shareholders equal rights to the com- pany’s assets and earnings. ortering months of the end of the company’s financial year. Mat- ters considered at the Annual General Meeting include: a dividend; adoption of the income statement and balance sheet; discharge of the Board of Directors and the CEO Aktieägare Bolagsstämma from liability; election of board members and Chairman Valberedning of the Board; appointment of the Nomination Committee and auditors; and determination of fees for the Board of Styrelse (cid:71)(cid:90)(cid:107)(cid:94)(cid:104)(cid:94)(cid:100)(cid:99)(cid:104)(cid:106)(cid:105)(cid:104)(cid:96)(cid:100)(cid:105)(cid:105) Directors and auditors. An Extraordinary General Meeting (cid:58)(cid:103)(cid:104)(cid:126)(cid:105)(cid:105)(cid:99)(cid:94)(cid:99)(cid:92)(cid:104)(cid:106)(cid:105)(cid:104)(cid:96)(cid:100)(cid:105)(cid:105) may be held if the Board of Directors considers this nec- VD och koncernledning essary or if ASSA ABLOY’s auditors or shareholders hold- (cid:65)(cid:90)(cid:89)(cid:99)(cid:94)(cid:99)(cid:92)(cid:104)(cid:91)(cid:94)(cid:97)(cid:100)(cid:104)(cid:100)(cid:91)(cid:94)(cid:21)(cid:153)(cid:21)(cid:71)(cid:94)(cid:96)(cid:105)(cid:97)(cid:94)(cid:99)(cid:95)(cid:90)(cid:103)(cid:21)(cid:100)(cid:88)(cid:93)(cid:21)(cid:69)(cid:100)(cid:97)(cid:94)(cid:88)(cid:94)(cid:90)(cid:104) ing at least 10 percent of the shares so request. (cid:62)(cid:99)(cid:105)(cid:90)(cid:103)(cid:99)(cid:21)(cid:96)(cid:100)(cid:99)(cid:105)(cid:103)(cid:100)(cid:97)(cid:97)(cid:21)(cid:100)(cid:88)(cid:93)(cid:21)(cid:103)(cid:94)(cid:104)(cid:96)(cid:93)(cid:86)(cid:99)(cid:105)(cid:90)(cid:103)(cid:94)(cid:99)(cid:92) Finansiell rap p i i t r r s E v x e e o n n Decentraliserad organisation The 2007 Annual General Meeting The Annual General Meeting in April 2007 was attended by shareholders representing 37.9 percent of the compa- ny’s capital and 58.7 percent of the votes. x E ortering At the Meeting, Gustaf Douglas, Melker Schörling, Carl-Henric Svanberg, Carl Douglas, Per-Olof Eriksson, Lotta Lundén, Sven-Christer Nilsson and Johan Molin Aktieägare Bolagsstämma were re-elected as members of the Board. Gustaf Douglas Valberedning was re-elected as Chairman of the Board. Melker Schör- ling and Carl-Henric Svanberg were re-elected as Vice Styrelse (cid:71)(cid:90)(cid:107)(cid:94)(cid:104)(cid:94)(cid:100)(cid:99)(cid:104)(cid:106)(cid:105)(cid:104)(cid:96)(cid:100)(cid:105)(cid:105) Chairmen. Further, it was noted that the 2006 Annual (cid:58)(cid:103)(cid:104)(cid:126)(cid:105)(cid:105)(cid:99)(cid:94)(cid:99)(cid:92)(cid:104)(cid:106)(cid:105)(cid:104)(cid:96)(cid:100)(cid:105)(cid:105) General Meeting had appointed PricewaterhouseCoopers VD och koncernledning as auditors, with authorized public accountant Peter (cid:65)(cid:90)(cid:89)(cid:99)(cid:94)(cid:99)(cid:92)(cid:104)(cid:91)(cid:94)(cid:97)(cid:100)(cid:104)(cid:100)(cid:91)(cid:94)(cid:21)(cid:153)(cid:21)(cid:71)(cid:94)(cid:96)(cid:105)(cid:97)(cid:94)(cid:99)(cid:95)(cid:90)(cid:103)(cid:21)(cid:100)(cid:88)(cid:93)(cid:21)(cid:69)(cid:100)(cid:97)(cid:94)(cid:88)(cid:94)(cid:90)(cid:104) Nyllinge as Auditor in Charge, for the four-year period up (cid:62)(cid:99)(cid:105)(cid:90)(cid:103)(cid:99)(cid:21)(cid:96)(cid:100)(cid:99)(cid:105)(cid:103)(cid:100)(cid:97)(cid:97)(cid:21)(cid:100)(cid:88)(cid:93)(cid:21)(cid:103)(cid:94)(cid:104)(cid:96)(cid:93)(cid:86)(cid:99)(cid:105)(cid:90)(cid:103)(cid:94)(cid:99)(cid:92) to the 2010 Annual General Meeting. Finansiell rap p i i t r r s v e e o n n The Meeting approved a dividend of SEK 3.25 per share, in accordance with the proposal of the Board and the CEO. In addition, the Meeting passed a resolution on the fees payable to the Board and the auditors and appointed the members of the Nomination Committee Corporate governance report 42 up to the 2008 Annual General Meeting. The Meeting passed a resolution on a global incentive program for ASSA ABLOY employees. This incentive program covers approximately 1,400 employees in 15 countries and runs until June 2012. For more information about the incentive program, see Note 25 as well as the ASSA ABLOY website, www.assaabloy.com, where the minutes of the 2007 Annual General Meeting are also available. Nomination Committee The Nomination Committee prior to the 2008 Annual General Meeting comprises Melker Schörling (Melker Schörling AB), Chairman, Gustaf Douglas (Investment AB Latour and SäkI), Marianne Nilsson (Swedbank Robur) and Björn Lind (SEB funds). If a shareholder represented by one of the members of the Nomination Committee ceases to be among the major shareholders in ASSA ABLOY, the Nomination Committee has the right to elect another representative of one of the major share- holders to take the place of such a member. The same applies if a member of the Nomination Committee ceases to be employed by such a shareholder or leaves the Nomination Committee before the 2008 Annual General Meeting for any other reason. The Nomination Committee has the task of preparing, on behalf of the shareholders, decisions on the election of the Chairman, Vice Chairmen and other members of the Board of Directors, the appointment of the auditor, the election of the Chairman of the Annual General Meet- ing, and fees and associated matters. Prior to the 2008 Annual General Meeting, the Nomi- nation Committee has made an assessment of whether the current Board is appropriately composed and fulfills the demands made on the Board by the company’s present situation and future direction. The evaluation of the Board carried out under the leadership of the Nomi- nation Committee’s Chairman was part of the basis for this assessment. The search for suitable board members continues throughout the year and proposals for new board members are based in each individual case on a profile of requirements laid down by the Nomination Committee. Shareholders who wish to submit proposals to the Nomination Committee can do so by e-mailing nomina- tioncommittee@assaabloy.com. The Nomination Com- mittee’s proposals and information about its work during the year are published at the latest in conjunction with the formal notification of the Annual General Meeting, which is expected to be issued around 20 March 2008. Board of Directors In accordance with the Swedish Companies Act, the Board of Directors is responsible for the organization and administration of the Group and for ensuring satisfactory control of bookkeeping, asset management and other financial circumstances. The Board decides on the Group’s overall objectives, strategies and policies as well as on acquisitions, disposals and investments. The Board approves the Annual Report and Interim Reports, recom- mends a dividend and principles for the remuneration of senior management to the Annual General Meeting and takes decision concerning the Group’s financial structure. The Board’s other duties include: • continuously evaluating the company’s operational management, including the work of the CEO, • ensuring that there are effective systems in place for monitoring and control of the company’s operations and financial position with reference to its stated objectives, • ensuring that the company’s external provision of information is marked by openness and objectivity, • ensuring that there is satisfactory control of the com- pany’s compliance with laws and other regulations applying to the company’s operations, • ensuring that necessary ethical guidelines for the company’s conduct are established. The Board’s rules of procedure and instructions for the division of duties between the Board and the CEO are updated and established at least once a year. The Board has also issued written instructions specifying how finan- cial reporting to the Board should be carried out. In addition to leading the work of the Board, the Chair- man should continuously monitor the Group’s operations and development through contact with the CEO. The Chairman should consult the CEO on strategic issues and represent the company in matters concerning the owner- ship structure. The Chairman should also, when neces- sary, take part in particularly important external discus- sions and, in consultation with the CEO, in other matters of particular significance. The Chairman should ensure that the work of the Board is evaluated each year and that new members of the Board receive appropriate training. The Board holds at least four scheduled meetings and one meeting following election per year. The scheduled meetings take place in connection with the company’s publication of its year-end or quarterly results. At least one of the board meetings is combined with a visit to and an in-depth review of one of the Group’s businesses. In addition, extra board meetings are held when necessary. All meetings follow an approved agenda. Before each meeting, a draft agenda including documentation relat- ing to each point is sent to all board members. The Board has a Remuneration Committee and an Audit Committee. The purpose of these Committees is to deepen and streamline the work of the Board and to pre- pare matters in these areas. The Committees themselves have no decision-making powers. The members of the Committees are appointed annually by the Board at the board meeting following election. Instructions for the Committees are included in the Board’s working proce- dures. The Board’s work during 2007 During the year, the Board held seven meetings. At three board meetings, one board member was absent. All members were present at the other meetings. At the scheduled board meetings, the President and Corporate governance report 43 CEO reported on the Group’s performance and financial position, including the outlook for the coming quarters. Investments, acquisitions and disposals were also consid- ered. All acquisitions exceeding SEK 100 M are decided by the Board. The most important matters dealt with by the Board during the year included the merger of the two business units HID and ITG – a merger that was implemented in order to create further growth opportunities and condi- tions for continuing leverage of synergies – and the acqui- sitions of Aontec, Baodean, iRevo and Pemko. During the year, the Board also decided to propose an incentive program for Group employees to the Annual General Meeting and approved the adoption of a new insider policy. In addition, the Board decided to upgrade the Group’s financial targets. Remuneration Committee During 2007, the Remuneration Committee comprised Gustaf Douglas (Chairman) and Sven-Christer Nilsson. The Remuneration Committee’s task is to draw up guidelines for the remuneration of the Executive Team. The Board then proposes that the Annual General Meet- ing should pass a resolution on these guidelines. The Committee also prepares proposals for changes in the company’s remuneration policy. This policy includes: • the balance between fixed and variable remuneration and the relationship between performance and remuneration, • the main terms and conditions for bonus and incen- tive programs, • the main terms and conditions for non-monetary ben- efits, pensions, period of notice and severance pay. Fees to board members in 2007, SEK thousand (including committee work) Name and post Gustaf Douglas, Chairman Melker Schörling, Vice Chairman Carl-Henric Svanberg, Vice Chairman Carl Douglas, Member Per-Olof Eriksson, Member Lotta Lundén, Member Johan Molin, Member, President and CEO Sven-Christer Nilsson, Member Employee representatives (4) Total Board Remuneration Committee Audit Committee Social Costs 750 550 550 350 350 350 – 350 – 3,250 100 – – – – – – 50 – 150 – 200 – – 100 100 – – – 400 87 243 178 113 46 146 – 130 – 943 The Board’s composition and shareholdings Name Post Elected Born Remuneration Committee Audit Committee Series A shares1 Series B shares1 Gustaf Douglas Chairman 1994 1938 Chairman – 13,865,243 21,750,000 Melker Schörling Vice Chairman Carl-Henric Svanberg Vice Chairman Carl Douglas Per-Olof Eriksson Lotta Lundén Johan Molin Member Member Member Member, President and CEO 1994 1947 1994 1952 2004 1965 1995 1938 2003 1957 2006 1959 – – – – – – Sven-Christer Nilsson Member 2001 1944 Member Seppo Liimatainen Employee representative 2003 1950 Mats Persson Employee representative 1994 1955 Per Edvin Nyström Employee representative, deputy 1994 1955 Rune Hjälm Employee representative, deputy 2005 1964 – – – – 1 Including family and through companies. Chairman 5,310,080 9,404,734 – – Member Member – – – – – – – – – – – – – – – – 3,920,031 – 12,000 – 500,000 440,000 2,500 2,600 – – – – 7,727 7,800 – – Total 937 993 728 463 496 596 – 530 – 4,743 Incentive program Series B shares – – – – – – Corporate governance report 44 Remuneration of the Board The Annual General Meeting passes a resolution on the remuneration to be paid to board members. The 2007 Annual General Meeting decided that fees paid to the Board should comprise a total sum of SEK 3,250,000 (excluding remuneration for committee work), to be allocated between the members as follows: SEK 750,000 to the Chairman; SEK 550,000 to each of the Vice Chair- men; and SEK 350,000 to each of the other members not employed by the company. As remuneration for commit- tee work, the Chairman of the Audit Committee should receive SEK 200,000, the Chairman of the Remuneration Committee SEK 100,000, members of the Audit Commit- tee SEK 100,000 and members of the Remuneration Com- mittee SEK 50,000. The Chairman and other board mem- bers have no pension benefits or severance payment agreements. The CEO and employee representatives do not receive any remuneration. Composition of the Board ASSA ABLOY’s Board consists of ten members and two deputies. Eight members are elected by the Annual Gen- eral Meeting for a period of one year and two of the mem- bers are appointed by the employee organizations in accordance with Swedish law. The employee organiza- tions also appoint two deputies. With the exception of the CEO, none of the board members are members of the Executive Team. All board members are from Sweden and the average age is 57. One member of the Board is a woman. The CEO has no significant shareholdings or partner- ships in companies with significant business relationships with ASSA ABLOY. Decisions on the remuneration of the CEO and other sen- ior executives as well as any changes in the company’s remuneration policy are made by the Board. The Committee held one meeting during the year, which was attended by both members. The most impor- tant matters dealt with by the Remuneration Committee during the year included the Board’s proposal for an incentive program for employees, compensation for the Executive Team and the adoption of a new policy in view of changes in the Swedish ITP system. The meetings of the Remuneration Committee are minuted, the minutes are sent out with material for the Board and a verbal report is given at board meetings. Audit Committee During 2007, the Audit Committee comprised Melker Schörling (Chairman), Per-Olof Eriksson and Lotta Lundén. There is an ongoing dialog with the appointed auditor, who also attends the Committee’s meetings. The areas of responsibility of the Audit Committee include: • an annual review of the company’s financial policy, • audit of the company’s financial reporting and internal reporting and control systems, • monitoring of operations in the internal audit func- tion, • the scope and evaluation of the external audit, • monitoring of risks. The Audit Committee held three meetings during the year, which were attended by all members. The most important matters dealt with by the Audit Committee during the year included a review of the Group’s internal control and legal risk areas. Further, the Committee moni- tored the accounting aspects that arose in connection with the restructuring program. The meetings of the Audit Committee are minuted, the minutes are sent out with material for the Board and a verbal report is given at board meetings. Independence of the Board Name Gustaf Douglas Melker Schörling Carl-Henric Svanberg Carl Douglas Per-Olof Eriksson Lotta Lundén Johan Molin Sven-Christer Nilsson Independent of the company and its management Independent of the company’s major shareholders No No No Yes Yes Yes No Yes – – – No Yes Yes – Yes Board Corporate governance report 45 Gustaf Douglas Melker Schörling Carl-Henric Svanberg Carl Douglas Per-Olof Eriksson Lotta Lundén Board members elected at the 2007 Annual General Meeting Gustaf Douglas, Chairman. Board member of ASSA ABLOY AB since 1994. Born 1938. MBA, Harvard Business School. Principal shareholder of Investment AB Latour and SäkI AB. Self-employed since 1980. Other appointments: Chairman of Investment AB Latour and SäkI AB and Vice Chairman of Securitas AB. Board member of Securitas Direct AB, Stiftelsen Svenska Dagbladet and the Swedish Conservative Party. Shareholdings (including family and through companies): 6,746,425 Series A shares and 19,450,000 Series B shares through Investment AB Latour, and 7,118,818 Series A shares and 2,300,000 Series B shares through SäkI AB. Melker Schörling, Vice Chairman Board member of ASSA ABLOY AB since 1994. Born 1947. Master of Business Administration, Gothenburg School of Economics. CEO of a number of companies, including Securitas AB 1987–1992 and Skanska AB 1993–1997. Other appointments: Chairman of MSAB, AarhusKarlshamns AB, Hexagon AB, Securitas AB and Securitas Systems AB. Board member of Hennes & Mauritz AB. Shareholdings (including family and through companies): 5,310,080 Series A shares and 9,404,734 Series B shares. Carl-Henric Svanberg, Vice Chairman Board member of ASSA ABLOY AB since 1994. Born 1952. Master of Engineering, Linköping University, and Bachelor of Economics, Uppsala University. President and CEO of Telefonaktiebolaget LM Ericsson. President and CEO of ASSA ABLOY AB 1994–2003. Other appointments: Chairman of Sony Ericsson Mobile Communications AB. Board member of Melker Schörling AB, Svenskt Näringsliv and Uppsala University. Carl-Henric Svanberg has been awarded honorary doctorates by Luleå University of Technology and Linköping University. Shareholdings (including family and through companies): 3,920,031 Series B shares. Carl Douglas Board member of ASSA ABLOY AB since 2004. Born 1965 Bachelor of Arts. Self-employed. Other appointments: Board member of Securitas AB, Securitas Systems AB, Swegon AB and SäkI AB. Shareholdings (including family and through companies): — Per-Olof Eriksson Board member of ASSA ABLOY AB since 1995. Born 1938. Master of Engineering, Honorary Doctor of Technology. President and CEO of Sandvik AB 1984–1994, various posts in the Sandvik Group 1965–1984. Other appointments: Chairman of Callans Trä AB, Cross Country Systems AB, Odlander, Fredriksson & Co and OFP V Advisor AB. Board member of Kamstrup-Senea AB, AB Volvo, Investmentbolaget Öresund, Södersjukhuset AB, Biotage AB and Elkem AS. Member of the Royal Swedish Academy of Engineering Sciences. Shareholdings (including family and through companies): 12,000 Series B shares. Lotta Lundén Board member of ASSA ABLOY AB since 2003. Born 1957. Bachelor of Economics. Founder of and partner in Konceptverkstan since 2004, General Manager of Coop Forum Sweden 2002–2003, Purchasing Director and later President and CEO of Guldfynd/Hallbergs Guld 1999–2001, various posts mainly in marketing and sales in IKEA in Sweden and abroad 1980–1991 and 1994–1998. Other appointments: Board member of Bergendahls Gruppen AB, Expanda AB, Swedish Trade Council, Borås Wäfveri AB, Green Cargo AB, Akademibokhandeln AB, Twilfit and Sven-Axel Svenssons Bijouterier AB. Shareholdings (including family and through companies): — Corporate governance report Board 46 Board members elected at the 2007 Annual General Meeting Johan Molin Board member of ASSA ABLOY AB since 2006. Born 1959. Bachelor of Science in Economics. President and CEO of ASSA ABLOY AB since 2005. CEO of Nilfisk-Advance 2001–2005. Various posts mainly in finance and marketing, later divisional head in the Atlas Copco Group 1983–2001. Other appointments: Board member of AB Electrolux. Shareholdings (including family and through companies): 500,000 Series B shares and Incentive 2006 and Incentive 2007 convertibles corresponding to 440,000 Series B shares. Sven-Christer Nilsson Board member of ASSA ABLOY AB since 2001. Born 1944. Bachelor of Science, Lund University. President and CEO of Telefonaktiebolaget LM Ericsson 1998–1999, various posts mainly in marketing and management in the Ericsson Group 1982–1997. Other appointments: Chairman of the National Swedish Public Service Broadcasting Foundation (Sveriges Radio AB, Sveriges Television AB and Sveriges Utbildningsradio AB) and Swedish ICT Research AB. Board member of CEVA, Inc. and Tilgin AB. Shareholdings (including family and through companies): 2,500 Series B shares. Board members appointed by employee organizations Seppo Liimatainen Board member of ASSA ABLOY AB since 2003. Born 1950. Employee representative, Federation of Salaried Employees in Industry and Services. Shareholdings: 2,600 Series B shares. Mats Persson Board member of ASSA ABLOY AB since 1994. Born 1955. Employee representative, Swedish Metal Workers Union. Shareholdings: — Deputy board members appointed by employee organizations Rune Hjälm Board member of ASSA ABLOY AB since 2005. Born 1964. Employee representative, Swedish Metal Workers Union. Chairman of ASSA ABLOY European Works Council (EWC). Shareholdings: — Per Edvin Nyström Board member of ASSA ABLOY AB since 1994. Born 1955. Employee representative, Swedish Metal Workers Union. Shareholdings: 7,727 Series B shares and Incentive 2004 convertibles corresponding to 7,800 Series B shares. Johan Molin Sven-Christer Nilsson Seppo Liimatainen Mats Persson Rune Hjälm Per Edvin Nyström Corporate governance report 47 Operational management and internal control ASSA ABLOY’s operating activities are split into five divi- sions, where the fundamental principle is that these divi- sions should as far as possible be responsible for business operations, while various functions at Group headquar- ters are responsible for coordination, monitoring, policies and guidelines at an overall level. The Executive Team (Group Management) consists of the CEO, the heads of the Group’s divisions, the Chief Financial Officer, the Director for Technology and Product Development and the Director for Market and Business Development. The composition of this group gives a geographical and stra- tegic spread of responsibility designed to ensure short decision-making paths. Management philosophy ASSA ABLOY’s approach is that the people make the com- pany. The Group’s management philosophy is based on trust, positive thinking and respect for local conditions and cultures. Good leadership spurs employees to do their utmost for the company’s best advantage. ASSA ABLOY’s Vision is: • To be the world-leading, most successful and most innovative provider of total door opening solutions. • To lead in innovation and offer well-designed, conven- ient, safe and secure solutions that create added value for our customers. • To be an attractive employer to our workforce. ASSA ABLOY’s primary financial target is a return on capi- tal employed (ROCE) exceeding 20 percent. The aim is to achieve this figure no later than 2008, through the follow- ing sub-targets: • Sales should increase by 10 percent per year on aver- age over a business cycle through organic and acquired growth. • The profit margin should improve to 16–17 percent through continued growth, a modern product port- folio and leveraging synergies in the Group. • The positive long-term trend for ASSA ABLOY’s operat- ing cash flow should be maintained. • Capital efficiency should be continuously improved. Given the potential to benefit from synergies in pro- duction, capital expenditure can be maintained at today’s level, below that of current depreciation. In order to strive towards this vision and achieve these financial targets, the strategic action plans have been divided into three areas: market presence, product lead- ership and cost-efficiency. The details of these strategic action plans are to be found on page 6. Guidelines and policies The Group’s most important guidelines and policies define the product areas in which the Group should oper- ate and describe the principles for market development, growth, product development, organization, cost- efficiency and staff development. These principles are described in the publication Strategy to Action, which will have been provided to all employees in the Group by year-end 2008. Other important guidelines and policies concern financial control, communication matters, the Group’s brands, business ethics and environmental issues. Common financial, accounting and investment policies provide the framework for financial control and monitor- ing. ASSA ABLOY’s communication policy aims to treat all stakeholders equally, provide important information at the right time and in the right way, meet legal require- ments and comply with current stock market rules. Guidelines for brands aim to protect and develop the major assets that the Group’s brands represent. ASSA ABLOY has adopted a Code of Conduct that applies to the whole Group. The Code, which is based on a set of internationally accepted conventions, defines the values and guidelines that should apply within the Group with regard to the environment, health, safety, working conditions, human rights and business ethics. Decentralized organization with a strong control environment ASSA ABLOY’s operations are decentralized. Decentraliza- tion is a deliberate strategic choice based on the local nature of the lock industry and a conviction of the bene- fits of a divisional control model. Another contributory factor is that the Group has been built up over a relatively short period through a large number of acquisitions. His- torically, this structure has meant that internal control started from a strong, centrally based control environ- ment, in which the integrity, ethical values, competence and management philosophy of the Executive Team, as well as high visibility across the organization, were deci- sive in forming the basis for other areas of internal con- trol. ASSA ABLOY’s operating structure is designed to cre- ate the greatest possible transparency, to facilitate finan- cial and operational monitoring and to promote the flow of information and communication across the Group. The Group consists of five divisions, which in turn are divided into around 30 business units. These consist in turn of a considerable number of sales and production units, depending on the structure of the business unit con- cerned. Apart from monitoring by unit, monitoring of products and markets is also carried out. At all these levels, there are designated people and a management group responsible for ensuring that the internal control of financial reporting maintains a satisfactory quality. Corporate governance report 48 Financial reporting All units report their financial results monthly in accord- ance with the Group’s accounting principles. This report- ing is consolidated and forms the basis for quarterly reports and a monthly operating review. Operating reviews conform to a long-established structure – Lock- Pack – in which sales, income, cash flow, capital employed and other important key figures and trends for the Group are compiled and form the basis for analysis and actions by management and controllers at different levels. Finan- cial reviews take place quarterly at divisional board meet- ings and monthly in the form of performance reviews and through more informal analysis. Particular attention is paid to the sales trend, and monitoring takes the form of daily sales reporting by all the units in the Group. This monitoring is analyzed weekly by the Executive Team. An updated sales forecast is made weekly for the current month. Other important Group-wide components of internal control are the annual business planning and budgeting process and quarterly detailed forecasts of all the financial parameters for the current calendar year. Group-wide tools for increasing efficiency In addition to the guidelines and policies discussed above, some 20 systems and applications for increasing business efficiency have been developed centrally. These aids are used by subsidiaries for inventory optimization and cost control, for example. The tools are mainly intended for operational use, but in many cases also result in the gen- eral and specific control activities linked to financial reporting being implemented in the business, as well as creating increased awareness of the importance of inter- nal control. The acquisition process A large part of the ASSA ABLOY Group’s historical growth and present size is based on acquisitions. Acquisitions will continue to be an important growth factor for expansion onto new markets, in new technologies and on markets where the market share is low. Complementary acquisi- tions on existing markets may also arise. In these circumstances, ASSA ABLOY has had reason to establish and follow a special Group-wide acquisition process, which states how acquisitions should be imple- mented. The process consists of four phases – strategy, evaluation, implementation and integration – and each phase includes various predefined activities, decisions and documentation requirements. Goodwill and other intangible assets with an indefinite useful life resulting from acquisitions are subject to a sim- plified valuation test quarterly and a detailed, in-depth impairment test annually. Group internal control and internal audit function During the year, the Group internal audit function moni- tored and coordinated the external audit, as well as evalu- ating the Group’s internal control. A particular focus area during the year was the new fast-growing markets, where the internal audit function carried out audits and also assisted the subsidiaries with advice regarding the devel- opment of control procedures. Internal audit is carried out using central resources and within the divisions, where experienced financial staff carry out internal audits in units other than those in which they are employed. The internal audit function also reports to the Board’s Audit Committee. Risks and risk management As an international group with a wide geographical spread, ASSA ABLOY is exposed to business and financial risks. The business risks can be divided into strategic, operational and legal risks. The financial risks relate to such factors as exchange rates, interest rates, liquidity, credit provision, raw materials and financial instruments. The financial risks and their management by the Group are described in the section ‘Financial risk management’ on page 63. Risk management in ASSA ABLOY aims to identify, control and reduce risks. This work is based on an assess- ment of the probability of the risks and their potential effect on the Group. In the decentralized spirit that marks ASSA ABLOY, and to keep risk analysis and risk manage- ment as close as possible to the actual risks, a large pro- portion of risk management takes place at division and business-unit level. Strategic and operational risks The main risks of this nature encountered by ASSA ABLOY relate to customers, suppliers, employees, competitors and acquisition situations. In addition, there are country- specific risks. Customers and suppliers, including the relationships with them, are subject to continuous local review. These players, together with employees, are cov- ered by the Group’s Code of Conduct. As regards competi- tors, a risk analysis is carried out both centrally and locally. As regards risks relating to acquisitions, the Group fol- lows a uniform, predefined process, as described above. Legal risks ASSA ABLOY continuously monitors anticipated and implemented changes in the legislation of the countries in which it operates. From time to time, ASSA ABLOY is involved in legal disputes, mainly in areas such as product liability, protection of intellectual property rights, the environment, and the interpretation of supplier, distribu- tion and employment contracts as well as anti-trust mat- ters. Where it is considered necessary, local legal exper- tise is engaged to deal with these matters. In order to identify and control legal risks, there is regular Group- wide reporting of outstanding legal matters. This is managed and coordinated by the Group’s central legal function. Many of the legal risks, such as those related to prop- erty and liability issues, are covered by insurance policies. ASSA ABLOY carries out regular reviews of risks and risk assessment jointly with insurance company representa- tives. At present, there are no legal disputes that are expected to lead to significant costs. Corporate governance report 49 The Board’s proposed guidelines for the remuneration of senior management in 2008 The Board of ASSA ABLOY proposes that the 2008 Annual General Meeting adopts the following guidelines for the remuneration of senior management. The basic principle is that the remuneration and other employment condi- tions of senior management should be in line with market conditions and competitive, in order to ensure that the ASSA ABLOY Group can attract and retain competent sen- ior management. The total remuneration of senior man- agement should consist of fixed salary, variable salary, other benefits and pension. In addition to the fixed salary, the Executive Team should have the opportunity to receive variable salary, which should be based on the outcome in relation to tar- gets for operating income, and in some cases for other key financial figures, in their individual area of responsibility (Group or division). Variable salary should be capped at a maximum 75 percent of the fixed salary for the CEO and other members of the Executive Team. Under the Board’s proposal, the cost of variable salary for senior management is calculated on the basis of current remuneration levels and maximum outcome (i.e. assuming the fulfillment of all the targets on which remuneration is based) and will amount to a total of SEK 30 M, excluding social security contributions. This calculation is made on the basis of the current members of the Executive Team. The costs may change if more people join the Executive Team. ASSA ABLOY has no outstanding remuneration commit- ments apart from current commitments to senior manage- ment in accordance with the remuneration principles described here, including previous commitments regard- ing a long-term incentive agreement (see below). Other benefits, such as company car, extra health insur- ance or occupational healthcare, should be payable to the extent this is considered to be in line with market condi- tions for senior management in equivalent positions in the labor market in which the executive is employed. All mem- bers of the Executive Team should be covered by defined- contribution pension plans, for which pension premiums are allocated from the executive’s total remuneration and paid by the company during the period of employment. If the company gives notice of the termination of the contract, the CEO is entitled to a maximum 24 months’ sal- ary and other employment benefits, while the other mem- bers of the Executive Team are entitled to a maximum 18 months’ salary and other employment benefits. These guidelines should cover the members of the Executive Team during the period the guidelines apply. The guide- lines apply to contracts entered into following the resolu- tion of the Annual General Meeting, and where amend- ments are made in existing contracts after this time. The Board should have the right to deviate from these guide- lines if there are particular reasons for doing so in an indi- vidual case. Remuneration of the Executive Team in 2007 The remuneration of ASSA ABLOY’s senior management in 2007 was determined in accordance with the guidelines drawn up and adopted by the Board and subsequently approved by the 2007 Annual General Meeting. During 2007, the same remuneration guidelines were applied as the Board’s proposal to the 2008 Annual General Meeting described above, with the exception that the variable salary was capped at a maximum 70 percent of the fixed salary. Since the period before the 2007 Annual General Meeting, ASSA ABLOY has reached a long-term incentive (LTI) agreement with some members of the Executive Team (excluding the CEO), which allows them to receive variable salary based on improvements in earnings per share (67 percent) and organic growth (33 percent). The maximum amount of SEK 2 M per person is payable if earnings per share increase by 12 percent compared with the previous year and organic growth reaches 7 percent. One-third of such variable salary is paid the following year, while two-thirds is retained for one or two years and grows at the same rate as the Group’s return on capital employed. The residual two-thirds is paid only if, at the end of the period, the executive has not left his job on his own initiative or been dismissed for breach of contract. During the year, changes occurred in the composition of the Executive Team. After complying with his contrac- tual notice period of six months, Joe Grillo terminated his employment as Executive Vice President and Head of Glo- bal Technologies division. In this connection, he received remuneration of SEK 1,300,000 relating to accrued bene- fits. Denis Hébert, Executive Vice President and Head of the HID Group business unit, and Tim Shea, Executive Vice President and Head of the ASSA ABLOY Hospitality busi- ness unit, were appointed new members of the Executive Team. These business units make up Global Technologies division, which is now headed by Johan Molin. Remuneration and other benefits of the Executive Team in 2007 SEK thousand Fixed salary Variable salary Other benefits Pension costs Johan Molin 10,200 6,300 100 2,940 Other members of the Executive Team (10) 1 Total remuneration and benefits 27,233 16,902 1,769 8,128 37,433 23,202 1,869 11,068 Total costs 2 45,133 27,842 2,055 13,282 1 During the year Joe Grillo left and Denis Hébert and Tim Shea joined the Execu- tive Team. The costs tabled above cover the parts of the year during which each person belonged to the Executive Team. 2 Total costs include social fees on salaries and benefits, special pension tax and additional costs for other benefits. External audit At the 2006 Annual General Meeting, Pricewaterhouse- Coopers (PwC) were appointed as the company’s external auditors for a four-year period up to the 2010 Annual Gen- eral Meeting, with authorized public accountant Peter Nyllinge as the Auditor in Charge. PwC have been the Group’s auditors since the Group was formed in 1994. Peter Nyllinge, born in 1966, is responsible for auditing Corporate governance report 50 Clause 3.2.4 (relevant parts) “The majority of the directors elected by the shareholders’ meeting are to be independent of the company and its man- agement.” Explanation for the deviation: This clause is not complied with on account of the so-called 12-year rule, which states that a director is not deemed to be independent if he has been a board member of the company for more than 12 years. Four board members out of a total of eight board members are dependent on the company, as defined by the Code. For three of these, this dependence only arises on account of the 12-year rule. The Nomination Committee does not consider that in a company such as ASSA ABLOY dependence arises as a result of a board member working with and getting to know the company over a longer period. the following companies besides ASSA ABLOY: Bonnier AB (publ) and Skandinaviska Enskilda Banken AB (publ). PwC submits the audit report for ASSA ABLOY AB, the Group and a large majority of the subsidiaries worldwide. The audit of ASSA ABLOY AB also includes the administra- tion by the Board of Directors and the CEO. The company’s auditor attends all the meetings of the Audit Committee as well as the board meeting in Febru- ary, at which he reports his observations and recommen- dations concerning the Group audit for the year. The external audit is carried out in accordance with good auditing practice in Sweden. The audit of the annual financial statements for legal entities outside Sweden is carried out in accordance with legal requirements and other applicable regulations in the country concerned and in accordance with good auditing practice as defined by the International Federation of Accountants (IFAC) for submitting audit reports for the legal entities. For infor- mation about the fees paid to auditors and other assign- ments carried out in the Group during the last three financial years, see Note 3 of this Report and Note 3 on page 63 of the Annual Report for 2006. Deviations from the Swedish Code of Corporate Governance ASSA ABLOY has chosen to deviate from the following clauses of the Swedish Code of Corporate Governance: Clause 2.1.2 (relevant parts) “The majority of the members of the nomination committee are not to be members of the board of directors. The chair of the board of directors or another board member is not to chair the nomination committee.” Explanation for the deviation: Prior to the 2008 Annual General Meeting, the Nomination Committee comprises four members, two of whom are board members. Half of the Committee’s members, but not a majority, are thus not board members. The departure from this clause of the Code is the result of, on the one hand, the wish to limit the number of members of the Committee in order not to jeopardize the effectiveness of the Committee’s nomina- tion work and, on the other hand, the representation of the principal shareholders on the Committee. A majority of external members would have required five members, which was deemed to be too many. The Chairman of the Nomination Committee prior to the 2008 Annual General Meeting is Melker Schörling, who is also a member of ASSA ABLOY’s Board. The departure from this clause of the Code is justified by the fact that one of the largest shareholders in terms of votes naturally also leads the work of the Committee. The Executive Team Corporate governance report 51 From left: Ulf Södergren, Johan Molin, Åke Sund, Martin Brandt, Juan Vargues, Thanasis Molokotos, Tomas Eliasson, Denis Hébert, Tzachi Wiesenfeld, Tim Shea The Executive Team Johan Molin Born 1959 Bachelor of Science in Economics President and CEO Employed since 2005 Shareholdings: 500,000 Series B shares. Incentive 2006 and Incentive 2007 convertibles correspond- ing to 440,000 Series B shares. Martin Brandt Born 1960 Degree in Business Admin- istration and Mechanical Engineering Executive Vice President Head of Asia Pacific divi- sion Employed since 1996 Shareholdings: Incentive 2006 convertibles corre- sponding to 60,700 Series B shares. Tomas Eliasson Born 1962 Bachelor of Science in Economics Executive Vice President Chief Financial Officer (CFO) Employed since 2006 Shareholdings: Incentive 2006 and Incentive 2007 convertibles correspond- ing to 108,600 Series B shares. Thanasis Molokotos Born 1958 Master of Science Executive Vice President Head of Americas division Employed since 1996 Shareholdings: 25,000 Series B shares. Incentive 2004, Incentive 2006 and Incentive 2007 converti- bles corresponding to 105,400 Series B shares. Åke Sund Born 1957 Graduate Diploma in Marketing Executive Vice President Director for Market and Business Development Employed since 1994 Shareholdings: Incentive 2004, Incentive 2006 and Incentive 2007 converti- bles corresponding to 223,900 Series B shares. Ulf Södergren Born 1953 Master of Science, Bach- elor of Economics Executive Vice President Director for Technology and Product Development Employed since 2000 Shareholdings: Incentive 2004, Incentive 2006 and Incentive 2007 converti- bles corresponding to 217,600 Series B shares. Juan Vargues Born 1959 Graduate in Mechanical Engineering, MBA Executive Vice President Head of Entrance Systems division Employed since 2002 Shareholdings: Incentive 2004, Incentive 2006 and Incentive 2007 converti- bles corresponding to 229,600 Series B shares. Tzachi Wiesenfeld Born 1958 MBA and Bachelor of Science in Industrial Engineering Executive Vice President Head of EMEA division Employed since 2000 Shareholdings: Incentive 2004, Incentive 2006 and Incentive 2007 converti- bles corresponding to 183,800 Series B shares. Denis Hébert Born 1956 Bachelor of Commerce, MBA Executive Vice President Head of Global Technolo- gies business unit HID Group Employed since 2002 Shareholdings: Incentive 2006 and Incentive 2007 convertibles correspond- ing to 62,200 Series B shares. Tim Shea Born 1959 Graduate in Mechanical Engineering, MBA Executive Vice President Head of Global Technolo- gies business unit ASSA ABLOY Hospitality Employed since 2004 Shareholdings: Incentive 2006 and Incentive 2007 convertibles correspond- ing to 21,500 Series B shares. ASSA ABLOY Annual Report 2007 52 Sales and earnings • Organic growth for comparable units was 7 percent (9), while acquired growth was 5 percent (3). • Operating income (EBIT) increased by 14 percent to SEK 5,458 M (4,7711), equivalent to an operating margin of 16.3 percent (15.31). The Group’s material costs totaled SEK 10,721 M (9,561), corresponding to 32 percent (31) of sales. This increase was mainly due to the increased costs of raw materials. Other purchasing costs totaled SEK 6,424 M (6,532), corresponding to 19 percent (21) of sales. • Earnings per share increased by 13 percent to SEK 9.02 Depreciation and write-down of fixed assets amounted (7.991). Sales The Group’s sales rose to SEK 33,550 M (31,137). Exchange rates had a negative impact of SEK 1,131 M on sales, compared with 2006. Change in sales % Organic growth Acquired growth Exchange-rate effects Total 2006 2007 9 3 0 12 7 5 –4 8 Sales rose by 12 percent in local currency, of which organic growth for comparable units accounted for 7 percent (9) and acquired units made a positive contribution of 5 per- cent (3). Sales by product group % Mechanical locks, lock systems and accessories Electromechanical and electronic locks Security doors and fittings 2006 2007 51 31 18 48 33 19 Mechanical locks, lock systems and accessories accounted for 48 percent (51) of sales. Sales of electromechanical and electronic locks rose to 33 percent (31), while security doors and fittings accounted for 19 percent (18) of sales. Cost structure Total wage costs, including social security expenses and pension expenses, amounted to SEK 10,066 M (9,374), corresponding to 30 percent (30) of sales. The average number of employees was 32,267 (31,243). The average number of employees in the Parent company was 98 (96). to SEK 910 M (1,039), corresponding to 3 percent (3) of sales. Operating income Operating income (EBIT) amounted to SEK 5,458 M (4,7711) after negative exchange-rate effects of SEK 203 M. The corresponding operating margin was 16.3 percent (15.31). Operating income before depreciation and amortiza- tion (EBITDA) amounted to SEK 6,366 M (5,6691). The corresponding margin was 19.0 percent (18.21). Income before tax Income before tax totaled SEK 4,609 M (2,626), an increase of 76 percent compared with the previous year. Negative exchange-rate effects amounted to SEK 182 M. Net finan- cial items amounted to SEK –849 M (–671). This increase was mainly due to increased net debt and a one-off cost of SEK 75 M in the last quarter. The one-off cost related to an impairment loss for an external development project, in which ASSA ABLOY took part as one of several financiers. The profit margin – defined as income before tax in relation to sales – was 13.7 percent (8.4). The Parent company’s income before tax amounted to SEK 2,351 M (1,047). Tax The Group’s tax expense totaled SEK 1,240 M (870), corre- sponding to an effective tax rate of 27 percent (33). The reduction in the effective tax rate was due to the previous year’s abnormally high tax rate, which was a result of deferred tax on certain restructuring costs not being taken into account. Earnings per share Earnings per share amounted to SEK 9.02 (7.991), an increase of 13 percent. 1 Excluding restructuring costs. Income statement – Group ASSA ABLOY Annual Report 2007 53 SEK M Sales Cost of goods sold Gross income Selling expenses Administrative expenses Research & Development costs Other operating income and expenses Share of earnings in associates Operating income Financial income Financial expenses Income before tax Tax on income Net income Allocation of net income: Shareholders in ASSA ABLOY AB Minority interests Earnings per share before dilution, SEK after dilution, SEK Note 2 3 4 5 6 –10 11 10, 12 13 14 14 2006 31,137 –19,936 11,201 –5,337 –1,847 –719 –9 8 3,297 30 –701 2,626 –870 1,756 1,746 10 4.77 4.72 2007 33,550 –19,751 13,799 –5,664 –1,930 –776 19 9 5,458 27 –876 4,609 –1,240 3,368 3,358 10 9.18 9.02 ASSA ABLOY Annual Report 2007 54 Comments by division ASSA ABLOY is organized into five divisions. The three divi- sions EMEA (Europe, Middle East and Africa), Americas (North and South America) and Asia Pacific (Asia and Oce- ania) manufacture and sell mechanical and electromechan- ical locks, security doors and fittings in their respective geo- graphical markets. Global Technologies division operates worldwide in the product areas of access control systems, secure issuance of cards, identification technology and hotel locks. Entrance Systems division is a worldwide sup- plier of automatic doors and service. Group-wide functions are shown in the column headed ‘Other’ in the table. with an operating margin (EBIT) of 11.6 percent (9.2). Return on capital employed was 13.8 percent (10.8). Oper- ating cash flow before interest paid amounted to SEK 294 M (112). Asia Pacific more than doubled its organic growth dur- ing the year and showed a substantial increase in profita- bility. Demand grew strongly in all significant sub-markets. Price increases were implemented to compensate for increased raw material costs, which together with cost sav- ings resulting from the restructuring program contributed to increased profitability. EMEA Sales totaled SEK 13,477 M (12,509), with organic growth of 7 percent (8). Operating income amounted to SEK 2,295 M (1,972), with an operating margin (EBIT) of 17.0 percent (15.8). Return on capital employed was 21.9 percent (19.1). Operating cash flow before interest paid amounted to SEK 2,267 M (1,899). EMEA performed strongly during the year, even though the market trend slowed towards the end of the year. All regions in Western Europe showed positive organic growth and demand was particularly strong in the Middle East, Africa and Eastern Europe. Increased sales volumes and cost savings resulting from the restructuring program had a positive impact on profitability. Americas Sales totaled SEK 10,220 M (10,142), with organic growth of 5 percent (10). Acquired units contributed 5 percent of sales. Operating income amounted to SEK 1,995 M (1,945), with an operating margin (EBIT) of 19.5 percent (19.2). Return on capital employed was 22.7 percent (22.3). Oper- ating cash flow before interest paid amounted to SEK 2,211 M (1,724). Americas continued to show strong organic growth during the year and increased profitability from an already high level. Demand in the commercial segment remained strong, while the residential segment showed weak demand-growth. Profitability, which is the highest in the Group, increased further thanks to growth, good cost control and streamlining measures. Global Technologies Sales totaled SEK 4,922 M (4,220), with organic growth of 11 percent (12). Acquired units contributed 12 percent of sales. Operating income amounted to SEK 754 M (612), with an operating margin (EBIT) of 15.3 percent (14.5). Return on capital employed was 14.7 percent (15.5). Oper- ating cash flow before interest paid amounted to SEK 699 M (426). Global Technologies continued to perform positively during the year and showed very strong organic growth, driven mainly by new products and marketing initiatives. The operating margin increased as a result of better sales volumes, but was limited by the continued focus on expanded marketing and sales organizations in the fast- growing segments. Entrance Systems Sales totaled SEK 2,987 M (2,715), with organic growth of 6 percent (11). Acquired units contributed 4 percent of sales. Operating income amounted to SEK 432 M (368), with an operating margin (EBIT) of 14.4 percent (13.6). Return on capital employed was 13.7 percent (11.5). Operating cash flow before interest paid amounted to SEK 497 M (332). Entrance Systems’ organic growth remained strong dur- ing the year and was particularly strong in the USA and Asia, even though demand slowed somewhat towards the end of the year. The earnings trend was strong during the year. New products and acquisitions contributed to the positive trend. Asia Pacific Sales totaled SEK 2,780 M (2,309), with organic growth of 10 percent (4). Acquired units contributed 14 percent of sales. Operating income amounted to SEK 322 M (213), Other The costs of Group-wide functions, such as Group manage- ment, accounting & finance, supply management and Shared Technologies, amounted to SEK 340 M (339). Results by division ASSA ABLOY Annual Report 2007 55 SEK M Sales, external Sales, internal Sales Organic growth Share of earnings in associates Operating income (EBIT) excl. restructuring costs Operating margin (EBIT) Restructuring costs Operating income (EBIT) Net financial items Tax on income Net income Capital employed – of which goodwill Return on capital employed excl. restructuring items Assets – of which, shares in associates Liabilities Operating income (EBIT) Restructuring costs Depreciation Investments in fixed assets Sales of fixed assets Change in working capital Cash flow 5 Adjustment for non-cash items Paid and received interest Operating cash flow 5 EMEA1 2006 2007 Americas2 2006 2007 Asia Pacific3 2007 2006 Global Technologies4 2007 2006 Entrance Systems 2006 2007 Other Total 2006 2007 2006 2007 12,165 13,073 10,104 10,166 54 344 405 38 12,509 13,477 10,142 10,220 5% 6 10% 5 7% 3 8% 3 1,972 15.8% –1,059 913 2,295 17.0% – 2,295 1,945 19.2% –169 1,776 1,995 19.5% – 1,995 2,082 227 2,309 4% – 213 9.2% –93 120 2,558 222 2,780 10% – 322 11.6% – 322 4,108 112 4,220 12% – 612 14.5% –152 460 4,805 117 4,922 11% – 754 15.3% – 754 2,678 37 2,715 11% – 368 13.6% –1 367 2,949 38 2,987 6% – 432 14.4% – – –758 –758 – – 31,137 33,550 –836 –836 31,137 33,550 7% 9 9% 8 – –339 –340 – – 432 –339 –340 4,771 15.3% –1,474 3,297 –671 –870 1,756 5,458 16.3% – 5,458 –849 –1,240 3,368 9,183 10,055 4,926 4,631 8,545 5,076 8,595 4,928 1,974 955 2,520 1,211 4,911 3,568 5,181 3640 3,121 2,453 3,149 2,566 –529 – –879 27,205 28,621 – 16,683 17,270 19.1% 21.9% 22.3% 22.7% 10.8% 13.8% 15.5% 14.7% 11.5% 13.7% 17.1% 18.4% 13,182 13,933 32 3,953 31 3,999 913 1,059 468 –388 137 –290 2,295 – 433 –524 173 –111 9,689 2 1,148 1,776 169 231 –206 7 –253 9,839 2 1,235 1,995 – 218 –187 45 140 1,899 2,267 1,724 2,211 2,410 – 436 3,269 5 763 6,333 – 1,423 6,602 – 1,174 3,665 – 543 3,771 – 317 35,557 37,732 39 33 721 14,363 14,217 21,912 22,064 277 – – 120 93 64 –113 4 –56 112 322 – 69 –84 27 –40 294 460 152 87 –130 3 –146 426 754 – 138 –197 33 –29 699 367 1 39 –32 2 –45 332 432 – 38 –36 22 41 497 –339 – 9 –24 1 86 –340 – 12 –22 – –27 3,297 1,474 898 –894 155 –704 5,458 – 909 –1,050 299 –25 4,226 5,591 10 –708 –49 –734 10 –708 –49 –734 3,528 4,808 Investments in subsidiaries Average number of employees –84 –275 12,283 12,493 –800 9,641 –319 9,428 – 5,099 –357 5,445 –2,222 2,183 –304 2,650 –16 1,926 –102 2,137 – 111 1 Europe, Middle East and Africa. 2 North and South America 3 Asia, Australia and New Zealand. 4 ASSA ABLOY Hospitality and HID Group. 5 Excluding restructuring payments. – –3,122 –1,358 113 31,243 32,267 ASSA ABLOY Annual Report 2007 56 Financial position • Capital employed amounted to SEK 28,621 M (27,205). • Net debt fell to SEK 12,953 M (13,560). • The net debt / equity ratio was 0.83 (0.99). Net debt was increased by the dividend to shareholders and acquisitions, and reduced by the strong operating cash flow. SEK M Capital employed – of which goodwill Net debt Minority interests Equity 2006 27,205 16,683 13,560 60 13,585 2007 28,621 17,270 12,953 201 15,467 Capital employed Capital employed – defined as total assets less interest- bearing assets and non-interest-bearing liabilities including deferred tax liabilities – amounted to SEK 28,621 M (27,205). The return on capital employed was 18.4 percent (17.1). Intangible assets amounted to SEK 18,708 M (17,825). The increase is mainly due to the acquisitions made. Dur- ing the year, goodwill and other intangible assets with an indefinite useful life of approximately SEK 1,200 M have arisen. A valuation model based on discounted future cash flows is used for impairment testing of goodwill and other intangible assets with an indefinite useful life. No impair- ment was recognized this year. Tangible assets amounted to SEK 5,345 M (5,121). Capi- tal expenditure on tangible and intangible assets, less sales of tangible and intangible assets, totaled SEK 751 M (739). Depreciation according to plan amounted to SEK 909 M (898). Accounts receivable totaled SEK 5,537 M (5,081) and inventories totaled SEK 4,399 M (4,026). The average col- lection period for accounts receivable was 54 days (54). Material throughput time was 104 days (109). The Group is making systematic efforts to increase capital efficiency. Net debt Net debt amounted to SEK 12,953 M (13,560), of which pension commitments accounted for SEK 1,156 M (1,297). External financing The Group’s long-term loan financing consists mainly of Pri- vate Placement Programs in the USA totaling USD 630 M (630), Incentive Programs of EUR 238 M (138) and a three- year bond totaling SEK 1,500 M (1,500). The Group’s short-term loan financing consists mainly of two Commercial Paper Programs for a maximum of USD 1,000 M (1,000) and SEK 5,000 M (5,000). At year-end, SEK 4,166 M (5,048) of the Commercial Paper Programs had been utilized. In addition, substantial credit facilities are available, mainly in the form of a Multi-Currency Revolving Credit (MCRF) agreement for a maximum of EUR 1,100 M (1,000), which had not been utilized at all at year-end. The interest coverage ratio, defined as income before tax plus net interest, divided by net interest, was 7.4 (5.1). Fixed interest terms were largely unchanged during the year, with average terms of 25 months at year-end. Cash and cash equivalents amounted to SEK 1,338 M (1,154) and are invested in banks with high credit ratings. Some of the Group’s main financing agreements con- tain a customary Change of Control clause. The effect of the clause is that lenders have the right in certain circum- stances to demand the renegotiation of conditions or to terminate the agreement should control of the company change. Equity The Group’s equity totaled SEK 15,668 M (13,645) at year- end. The return on shareholders’ equity amounted to 21.0 percent (11.5). The equity ratio was 41.5 percent (38.4). The net debt / equity ratio, defined as net debt divided by share- holders’ equity, was 0.83 (0.99). Balance sheet – Group ASSA ABLOY Annual Report 2007 57 SEK M ASSETS Non-current assets Intangible assets Tangible assets Shares in associates Other long-term financial assets Deferred tax receivables Total non-current assets Current assets Inventories Accounts receivable Current tax receivables Other short-term receivables Prepaid expenses and accrued income Derivative financial instruments Short-term investments Cash and cash equivalents Total current assets TOTAL ASSETS EQUITY AND LIABILITIES Equity Parent company’s shareholders Share capital Other contributed capital Reserves Retained earnings Minority interests Total equity Non-current liabilities Long-term loans Convertible debenture loans Deferred tax liabilities Pension provisions Other long-term provisions Other long-term liabilities Total non-current liabilities Current liabilities Short-term loans Derivative financial instruments Accounts payable Current tax liabilities Short-term provisions Other short-term liabilities Accrued expenses and prepaid income Total current liabilities TOTAL EQUITY AND LIABILITIES Note 2006 2007 15 16 18 20 19 21 22 23 24 27 28 25 25 19 29 30 25 23 30 31 32 17,825 5,121 33 241 1,089 24,309 4,026 5,081 227 405 314 40 1 1,154 11,248 35,557 366 8,887 –253 4,585 13,585 60 13,645 6,010 1,252 106 1,297 751 116 9,532 6,281 42 2,143 210 692 681 2,331 12,380 35,557 18,708 5,345 39 170 881 25,143 4,399 5,537 404 449 368 94 0 1,338 12,589 37,732 366 8,887 –540 6,754 15,467 201 15,668 5,805 2,245 119 1,156 774 122 10,221 5,258 26 2,503 249 566 624 2,617 11,843 37,732 ASSA ABLOY Annual Report 2007 58 Cash flow • Operating cash flow amounted to SEK 4,808 M (3,528). • Net capital expenditure amounted to SEK 751 M (739). Relationship between cash flow from operating activities and operating cash flow SEK M Cash flow from operating activities Restructuring payments Net capital expenditure on tangible assets Tax paid Operating cash flow 2006 2,968 342 –739 957 3,528 2007 3,871 424 –751 1,264 4,808 Acquisitions of subsidiaries The total purchase price for acquisitions of subsidiaries amounted to SEK 1,675 M (3,553). Acquired net debt totaled SEK 4 M (–339). Change in net debt Net debt was affected mainly by the strong operating cash flow, the dividend to shareholders and acquisitions. SEK M Net debt at 1 January Operating cash flow Restructuring payments Tax paid Acquisitions Dividend Translation differences Net debt at 31 December 2006 12,240 –3,528 342 957 3,132 1,189 –772 13,560 2007 13,560 –4,808 424 1,264 1,376 1,189 –52 12,953 Operating cash flow SEK M Operating income (EBIT) Restructuring costs Depreciation Net capital expenditure Change in working capital Interest paid and received Adjustments for non-cash items Operating cash flow 1 Operating cash flow / Income before tax 2006 3,297 1,474 898 –739 –704 –708 10 3,528 2007 5,458 – 909 –751 –25 –734 –49 4,808 0.86 2 1.04 1 Excluding restructuring payments. 2 Income before tax excluding restructuring costs. The Group’s operating cash flow amounted to SEK 4,808 M (3,528), equivalent to 104 percent (86) of income before tax. The Parent company’s cash flow amounted to SEK –1 M (–222). Net capital expenditure Direct net capital expenditure on tangible and intangible assets totaled SEK 751 M (739), equivalent to 83 percent (82) of depreciation of tangible and intangible assets for the financial year. The low net capital expenditure is mainly due to the Group’s long-term efforts to optimize capital expenditure, and to implemented property sales. Change in working capital SEK M Inventories Accounts receivable Accounts payable Other working capital Change in working capital 2006 –526 –487 223 86 –704 2007 –148 –256 219 160 –25 Efforts to reduce the Group’s material throughput time in inventories resulted in a reduction of five days during the year. The material throughput time was 104 days (109) at year-end. However, rising material prices and increased vol- umes during the year increased capital tied up in inventories somewhat, which had an impact of SEK –148 M (–526) on cash flow. The increased capital tied up in accounts receiv- able is mainly due to stronger sales. Cash flow statement – Group ASSA ABLOY Annual Report 2007 59 SEK M OPERATING ACTIVITIES Operating income Depreciation Reversal of restructuring costs Restructuring payments Non-cash items Cash flow before interest and tax Paid and received interest Tax paid on income Cash flow before changes in working capital Changes in working capital Cash flow from operating activities INVESTING ACTIVITIES Investments in tangible and intangible assets Sales of tangible and intangible assets Investment in subsidiaries Sales of associates Other investments Cash flow from investing activities FINANCING ACTIVITIES Dividends Long-term loans raised Long-term loans repaid Net cash effect of changes in other borrowings Cash flow from financing activities CASH FLOW CASH AND CASH EQUIVALENTS Cash and cash equivalents at 1 January Cash flow Effect of translation differences Cash and cash equivalents at 31 December Note 8 37 37 37 37 37 37 37 37 24 2006 3,297 898 1,474 –342 10 5,337 –708 –957 3,672 –704 2,968 –894 155 –3,122 1 –11 –3,871 –1,189 2,570 –3,221 3,043 1,203 300 958 300 –104 1,154 2007 5,458 909 – –424 –49 5,894 –734 –1,264 3,896 –25 3,871 –1,050 299 –1,358 – –18 –2,127 –1,189 924 –926 –377 –1,568 176 1,154 176 8 1,338 ASSA ABLOY Annual Report 2007 60 Changes in equity – Group SEK M Opening balance 1 January 2006 Translation differences for the year Value changes in cashflow hedging instruments Income/expenses reported directly to equity Net income from income statement Total income and expenses Dividend for 2005 Acquisitions Closing balance 31 December 2006 Opening balance 1 January 2007 Translation differences for the year Value changes in cashflow hedging instruments Income/expenses reported directly to equity Net income from income statement Total income and expenses Dividend for 2006 Acquisitions Closing balance 31 December 2007 Note 27 28 27 27 27 28 27 27 Parent company’s shareholders Share capital 366 Other contributed capital 8,887 Reserves 1,061 Retained earnings 4,028 Minority interests 71 –1,313 –1 –1,314 –1,314 1,746 1,746 –1,189 366 8,887 –253 4,585 366 8,887 –253 4,585 –287 0 –287 –287 3,358 3,358 –1,189 366 8,887 –540 6,754 –7 –7 10 3 –14 60 60 –4 –4 10 6 135 201 Total 14,413 –1,320 –1 –1,321 1,756 435 –1,189 –14 13,645 13,645 –291 0 –291 3,368 3,077 –1,189 135 15,668 Parent company financial statements ASSA ABLOY Annual Report 2007 61 Income statement Parent company Balance sheet Parent company SEK M Administrative expenses Research & Development costs Other operating income and expenses Operating income Financial income Financial expenses Income before tax Tax on income Tax effect of Group contributions Net income SEK M ASSETS Non-current assets Intangible assets Tangible assets Shares in subsidiaries Receivables from subsidiaries Other long-term financial assets Total non-current assets Current assets Receivables from subsidiaries Other short-term receivables Prepaid expenses and accrued income Cash and cash equivalents Total current assets TOTAL ASSETS Assets pledged EQUITY AND LIABILITIES Equity Restricted equity Share capital Statutory reserve Fair value reserve Unrestricted equity Retained earnings Net income Total equity Provisions Other provisions Total provisions Non-current liabilities Long-term loans Convertible debenture loans Long-term loans to subsidiaries Other long-term liabilities Total non-current liabilities Current liabilities Short-term loans Accounts payable Short-term liabilities to subsidiaries Current tax liabilities Other short-term liabilities Accrued expenses and prepaid income Total current liabilities TOTAL EQUITY AND LIABILITIES Contingent liabilities Note 3, 6, 8, 9 6, 8, 9 4 10 11 10, 12 13 13 2006 –478 –52 945 415 1,260 –628 1,047 3 –156 894 2007 –660 –221 1,641 760 2,294 –703 2,351 17 –214 2,154 Note 2006 2007 15 16 17 20 24 26 27 30 25 25 25 32 33 407 7 12,474 2,259 174 15,321 16,284 17 27 1 16,329 31,650 None 366 8,905 43 4,033 894 14,241 – – 1,500 1,252 2,259 205 5,216 536 32 11,501 3 6 115 12,193 31,650 9,911 692 6 13,266 2,374 101 16,439 14,837 13 31 0 14,881 31,320 None 366 8,905 142 3,186 2,154 14,753 91 91 1,500 2,245 2,374 335 6,454 622 28 9,260 1 7 104 10,022 31,320 9,930 ASSA ABLOY Annual Report 2007 62 Cash flow statement Parent company SEK M OPERATING ACTIVITIES Operating income Depreciation Cash flow before interest and tax Paid and received interest Dividends received Tax paid and received Cash flow before changes in working capital Changes in working capital Cash flow from operating activities INVESTING ACTIVITIES Investments in tangible and intangible assets Sales of tangible and intangible assets Investments in subsidiaries Sales of shares in subsidiaries Other investments Cash flow from investing activities FINANCING ACTIVITIES Dividends Net cash effect of changes in borrowings Cash flow from financing activities CASH FLOW CASH AND CASH EQUIVALENTS Cash and cash equivalents at 1 January Cash flow Cash and cash equivalents at 31 December Note 8 24 24 2006 2007 415 33 448 –28 1,695 3 2,118 –62 2,056 –405 3 –1,435 87 –56 –1,806 –1,189 717 –472 –222 223 –222 1 760 212 972 170 1,489 3 2,634 –987 1,647 –496 1 –676 – 20 –1,151 –1,189 692 –497 –1 1 –1 0 Changes in equity Parent company SEK M Note Opening balance 1 January 2006 Effect of changed accounting principle, financial instruments Adjusted opening balance 1 January 2006 Changes in value of financial instruments Group contributions net Tax effect of Group contributions Net income from the income statement Total income and expenses Dividend for 2005 Closing balance 31 December 2006 Opening balance 1 January 2007 Changes in value of financial instruments Group contributions net Tax effect of Group contributions Net income from income statement Total income and expenses Dividend for 2006 Closing balance 31 December 2007 27 27 27 27 Restricted shareholders' equity Unrestricted shareholders' equity Share- capital 366 366 Statutory reserve 8,905 8,905 366 366 8,905 8,905 366 8,905 Fair value reserve Retained earnings – 156 156 –113 –113 43 43 99 99 142 5,607 15 5,622 –556 156 894 494 –1,189 4,927 4,927 –766 214 2,154 1,602 –1,189 5,340 Total 14,878 171 15,049 –113 –556 156 894 381 –1,189 14,241 14,241 99 –766 214 2,154 1,701 –1,189 14,753 Financial risk management ASSA ABLOY Annual Report 2007 63 ASSA ABLOY is exposed to a variety of financial risks through its international business operations. Organization and activities ASSA ABLOY’s Treasury Policy, which is reviewed annually by the Board of Directors, constitutes a framework of guide- lines and regulations for the management of financial risks and financial activities. ASSA ABLOY’s financial activities are coordinated cen- trally within the subsidiary ASSA ABLOY Treasury S.A. in Switzerland, which is the Group’s internal bank. External financial transactions are conducted by the internal bank, which also handles transactions involving foreign curren- cies and interest rates. The internal bank achieves many economies of scale when borrowing funds, fixing interest rates and exchanging currency flows. Currency risk Currency risk affects ASSA ABLOY mainly through transla- tion of capital employed and net debt, through translation of income in foreign subsidiaries, and through flow of goods between countries. Translation exposure The effect arising on translation of capital employed is limited by the fact that financing is largely done in local currency. The capital structure in each country is optimized based on local legislation. So far as this constraint allows, the cur- rency exposure and gearing per currency should reflect the overall exposure and gearing for the whole Group to limit the effect from movements in individual currencies. The internal bank uses currency derivatives to supply the appropriate fund- ing and eliminate currency exposure. The table ‘Net debt by currency’ below shows the use of currency forward contracts in association with funding, for the major currencies. The forward contracts are used to neutralize the exposure arising between net debt and internal needs. Net debt by currency (in millions) Currency exposure Forward contracts External borrowing Currency USD EUR SEK GBP Other (SEK) Total internal bank (SEK) 399 686 6,070 73 1,568 12,567 –231 152 2,570 –73 –1,568 SEK External loans Overdrafts Cash and cash equivalents Long-term interest-bearing receivables Pension provisions Net debt 630 534 3,500 – – 12,567 498 243 –1,338 –173 1,156 12,953 Exposure of Group earnings The following table shows the effects on the Group’s income before tax of a 1 percent weakening or strengthen- ing of each major currency versus the SEK, with all other variables held constant. The effects arise mainly as a result of translation of accounts receivable, accounts payable and currency-denominated borrowings. The table also shows the maximum movement in actual average rates in a calen- dar year over the last 5 years. Year/currency Effect of a 1% change in interest rates on income before tax, SEK M Maximum change in interest rates in a calendar year during the last 5 years, % 2007 USD EUR 2006 USD EUR +/–21 +/–11 +/–20 +/–10 –18 +4 –18 -4 Transaction exposure Currency risk in the form of transaction exposure, or the relative values of exports and imports of goods, is limited in the Group. To manage its transaction exposure, the Group’s policy is to hedge anticipated cash flows in all tradable cur- rencies for the 12 months following the balance date. It does this through derivatives, primarily a currency basket option with the aims of facilitating contract management and reducing administrative costs. Forecast transaction flows by major currency for the coming year (imports + and exports –) Currency USD EUR GBP CHF Currency exposure (SEK M) 2006 –244 546 351 –306 2007 –254 475 322 –287 Interest rate risk Interest rate fluctuations have a direct impact on ASSA ABLOY’s net interest expense. The internal bank is responsible for identifying and managing the Group’s inter- est rate exposure. It analyses the Group’s interest rate exposure and calculates the impact on income of defined interest rate shifts on a rolling 12-month basis. The Group seeks to have a mixture of fixed-rate and floating-rate debt and uses interest rate swaps when it deems necessary. At year-end, the average interest rate duration, excluding pen- sion obligations, was about 25 (26) months. Effective interest rate by currency, 31 December Currency USD EUR SEK Average for the Group 1 Including effects of interest rate swaps Interest rate (%) 2006 2007 5.3 3.7 3.41 4.8 5.1 4.9 5.2 5.3 ASSA ABLOY Annual Report 2007 64 External funding and interest rate swaps The table ‘External funding / net debt’ below gives an over- view of interest rate swaps associated with debt. The inter- est-rate derivatives are structured to have durations match- ing the underlying debt securities. The internal bank swaps parts of the Private Placement program in USD to floating rates. Sensitivity analysis The following table demonstrates the effects on the Group’s income before tax of a 1 percent change in interest rates for each of the currencies in which the company holds significant borrowings, with all other variables held constant. This is compared to the maximum movement in actual average rates (3-month Stibor, Euribor and Libor rates) in a calendar year over the last 5 years. Year/currency Effect of a 1% change in interest rates on income before tax, SEK M Maximum change in interest rates in a calendar year during the last 5 years, % 2007 USD EUR 2006 USD EUR +/–27 +/–35 +/–35 +/–11 +2 +1 +2 –1 Liquidity risk Financing and liquidity risks are defined as the risks of being unable to meet payment obligations as a result of inadequate liquidity or difficulties in obtaining credit from external sources. ASSA ABLOY manages liquidity risk on a consolidated basis. The internal bank is responsible for external borrowing and external investments. ASSA ABLOY strives to have access, on every occasion, to both short- term and long-term loan facilities. The available facilities should include a reserve (facilities confirmed but not used) equivalent to 10 percent of the Group’s annual total sales. During 2007 the Group renegotiated its covenant-free multi-currency revolving facility for EUR 1.1 billion, available for a period of 7 years. Maturity structure The column ‘End of facility’ in the table ‘External funding / net debt’ below shows that duration until repayment of debts contracted by the internal bank is not concentrated in the short term. When there are many transactions with different maturities, the duration is computed by weighted average. At year-end, the average duration, excluding pen- sion liabilities, was 43 (47) months. The table 'Maturity' overleaf shows the contractual undiscounted future cash flows related to the Group’s financial liabilities, and to derivatives that existed at the balance sheet date. External funding / net debt (in millions) confirmed confirmed confirmed confirmed confirmed confirmed confirmed confirmed confirmed confirmed confirmed confirmed confirmed confirmed confirmed committed committed Credit facilities Private Placement Program Private Placement Program Private Placement Program Private Placement Program Private Placement Program Private Placement Program Private Placement Program Private Placement Program Private Placement Program Floating Rate Notes Incentive Program Incentive Program Incentive Program Other long-term interest-bearing loans Total long-term loans Global CP Program Swedish CP Program Bank loan Other short-term interest-bearing loans Overdrafts etc Total short-term loans Multi-Currency RF Total credit facilities Cash and cash equivalents Other long-term interest- bearing investments Pension obligations Net debt 1 Hedge accounting. Amount SEK End of facility Book value SEK Currency Amount 2006 Amount 2007 Market value SEK Interest rate swap Average interest rate duration USD USD USD USD USD USD USD USD USD SEK EUR EUR EUR EUR/USD EUR/SEK EUR 50 80 53 80 76 50 50 122 70 1,500 100 38 – 50 80 53 80 76 50 50 122 70 1,500 100 38 100 315/263 205/0 0/390 25/2,000 66 58 EUR 1,000 1,100 320 512 336 512 483 320 320 781 448 14,128 942 362 942 272 20,678 6,402 5,000 622 227 1,682 13,933 10,360 44,971 Dec 2011 May 2012 Dec 2013 May 2015 Dec 2016 Apr 2017 May 2017 Dec 2018 May 2020 Nov 2009 Jun 2009 Jun 2011 Jun 2012 – – – Feb 2008 – – Jun 2014 320 512 336 512 483 320 320 781 448 1,500 942 362 942 272 8,050 1,931 2,235 622 227 243 5,258 0 13,308 –1,338 –173 1,156 12,953 No Yes1 No Yes1 No No No No No No No No No Fixed quarterly Fixed six-monthly 6 years Fixed six-monthly 9.1 years Fixed quarterly 9.5 years 11.1 years 12.5 years Fixed quarterly Fixed quarterly Fixed quarterly Fixed quarterly No No No 54 days 50 days 1 month 320 534 351 539 505 320 341 823 487 1,500 942 362 942 272 8,238 1,932 2,235 622 227 243 5,258 0 13,496 –1,338 –173 1,156 13,141 ASSA ABLOY Annual Report 2007 65 Maturity – financial liabilities and derivatives, SEK M 31 December 2006 < 1 year > 1 year < 2 years > 2 years <5 years > 5 years < 1 year 31 December 2007 > 1 year < 2 years > 2 years <5 years Long-term loans, hedged Long-term loans, non-hedged Convertible debenture loans Other long-term liabilities Short-term loans, non-hedged Accounts payable and other short- term liabilities Interest rate derivatives Forward foreign exchange contracts – outflows Forward foreign exchange contracts – inflows –55 –211 –47 – –5,821 –2,824 – –6,206 6,202 –55 –271 –47 –23 – – – –12 14 –166 –2,549 – 1,302 –97 – – –12 –1 1 –1,212 –3,820 – – – – –12 – – –51 –239 –110 – –5,088 –3,060 3 –6,033 6,064 –51 –1,813 –1,029 –25 – – 3 –1 1 –640 –997 –1,444 –103 – – –8 – – > 5 years –412 –3,601 – – – – 1 – – Rating Agency Standard & Poor’s Moody’s Short-term Long-term Outlook A2 P2 A – n/a Stable Stable Ratings from both agencies remain unchanged from the previous year. Credit risk Financial risk management exposes ASSA ABLOY to certain counterparty risks. Such exposure may arise, for example, from the placement of surplus cash, from accounts receiva- ble, and from the use of debt securities and derivative financial instruments. ASSA ABLOY’s policy is to minimize the potential credit risk from cash surplus by having no cash in bank accounts and by using cash available from subsidiaries to amortize ASSA ABLOY debt. This objective is controlled primarily through the cash pool network put in place by the internal bank. About 80 (80) percent of commercial sales were set- tled through cash pools in 2007. The Group may neverthe- less deposit surplus funds on a short-term basis with banks in order to match debt maturities. Derivative financial instruments are allocated to banks according to risk factors set in the Group policy in order to limit counterparty risk. The internal bank enters into derivative contracts exclu- sively with banks participating in the syndicated credit sys- tem or with banks rated AAA and AA. An ISDA (full netting of transactions in case of default by one counterparty) is agreed in the case of interest derivatives. Accounts receivable are spread over a large number of individual customers, thus minimizing risk. Credit risk from operating activities is monitored by local management at a company level and reviewed by the respective division. Commodity risk The Group is exposed to price risk related to purchases of certain commodities (primarily metals) used as raw materi- als in its business. The Group’s policy is to not enter into commodity hedge contracts. Capital risk The Group’s objectives regarding capital structure are to safeguard the Group’s ability to continue as a going con- cern in order to provide returns for its shareholders and benefits for other stakeholders, and to maintain an optimal capital structure to reduce the cost of capital. In order to adjust the capital structure in response to need, the Group can vary the amount paid as dividend to shareholders, return capital to shareholders, issue new shares, or sell assets to reduce debt. The Group monitors capital on the basis of the ratio between net debt and equity. Net debt is defined as interest-bearing liabilities less interest-bearing assets. The table ‘Net debt / Equity’ below shows the position at 31 December. Net debt / Equity Net debt Equity Net debt / Equity 31 Dec 2006 31 Dec 2007 13,560 13,645 0.99 12,953 15,668 0.83 Financial instruments Derivative financial instruments such as currency and inter- est rate forwards are used to the extent necessary. The use of derivative financial instruments is solely to reduce expo- sure to financial risks. Derivative financial instruments are not used with speculative intent. The positive and negative market values in the table ‘Outstanding derivative financial instruments’ overleaf show the market values of instruments outstanding at year-end, based on available market values, and are the same as the values reported on the balance sheet. The nominal value represents the gross value of the contract. For accounting purposes financial instruments are allo- cated to categories based on IAS 39. The second table overleaf provides an overview of financial assets and lia- bilities, measurement categories and carrying value and fair value per item. ASSA ABLOY Annual Report 2007 66 Outstanding derivative financial instruments at 31 December, SEK M 31 December 2006 31 December 2007 Instrument Foreign exchange forwards – funding Foreign exchange forwards – transaction Currency basket option Interest rate swaps Total Positive Market Value Negative Market Value Nominal Value Positive Market Value Negative Market Value Nominal Value 24 4 10 2 40 –20 –4 – –18 –42 6,226 68 691 2,130 9,115 61 2 6 26 94 –19 –2 – –5 –26 6,058 31 915 2,089 9,092 Financial instruments: carrying amounts and fair values by measurement categories 2006 IAS 39 category* Carrying amount Fair value 2007 Carrying amount 1 1 1 2 1 3 1 2 4 4 4 4 2 4 4 241 5,081 405 – 40 40 1 – 1,154 1,154 1,100 4,910 6,010 1,252 116 6,281 18 24 42 2,143 681 241 5,081 405 – 40 40 1 – 1,154 1,154 1,076 4,847 5,923 1,251 116 6,280 18 24 42 2,143 681 170 5,537 449 26 68 94 0 51 1,287 1,338 1,024 4,781 5,805 2,245 122 5,258 – 26 26 2,503 624 Fair value 170 5,537 449 26 68 94 0 51 1,287 1,338 1,073 4,920 5,993 2,245 122 5,258 – 26 26 2,503 624 SEK M Financial assets Other long-term financial assets Accounts receivable Other short-term receivables Derivative financial instruments – hedge accounting Derivative financial instruments – held for trading Derivative financial instruments Short-term investments Treasury notes/bills Other cash and cash equivalents Cash and cash equivalents Financial liabilities Long-term loans, hedged Long-term loans, non-hedged Long-term loans Convertible debenture loans Other long-term liabilities Short-term loans - non-hedged Derivative financial instrument – hedge accounting Derivative financial instruments – held for trading Derivative financial instruments Accounts payable Other short-term liabilities * Applicable IAS 39 categories: 1 = Loans and other receivables. 2 = Financial instruments at fair value through profit and loss. 3 = Available-for-sale financial assets. 4 = Financial liabilities at amortized cost. Notes ASSA ABLOY Annual Report 2007 67 Note 1 Note 1 Significant accounting and valuation principles The Group ASSA ABLOY applies International Financial Reporting Standards (IFRS) as endorsed by the European Union (EU), the Swedish Annual Accounts Act and standard RR 30:06 of the Financial Accounting Standards Council. The account- ing principles are based on IFRS as endorsed by 31 Decem- ber 2007 and have been applied to all years presented, unless stated otherwise. This Note describes the most sig- nificant accounting principles that have been applied in the preparation of the financial reports, which comprise the information appearing on pages 38–91. Basis of preparation ASSA ABLOY’s consolidated financial statements have been prepared in accordance with IFRS as endorsed by the EU. The consolidated financial statements have been prepared under the historical cost convention, except regarding available- for-sale financial assets and financial assets and liabilities (including derivatives) at fair value through profit and loss. The preparation of financial statements is based on esti- mates and assumptions made for accounting purposes. The management also makes judgments about the application of the Group’s accounting principles. Estimates and assumptions may affect the income statement and balance sheet as well as the supplementary information that appears in the financial reports. Thus changes in estimates and assumptions may lead to changes in the financial state- ments. For example, estimates and assumptions play an im- portant part in the valuation of items such as identifiable assets and liabilities in acquisitions, impairment testing of goodwill and other assets, the fixing of actuarial assump- tions for calculating employee benefits and other types of provisions as well as the valuation of deferred taxes. Esti- mates and assumptions are continually reassessed and are based on a combination of historical experience and rea- sonable expectations about the future. The Group considers that estimates and assumptions relating to impairment testing of goodwill and other in - tangible assets with indefinite useful life are of significant importance to the consolidated financial statements. The Group tests carrying amounts for impairment on an annual basis. The recoverable amounts of Cash-Generating Units are established by calculating their values in use. The calcu- lations are based on certain assumptions about the future which, for the Group, are associated with risks of material adjustments in reported amounts during the next financial year. Major assumptions and the effects of likely changes to them are described in Note 15. New and amended standards not yet effective The following new IFRS and amendments to current IFRS have been published but are not yet effective, and have not been applied in the preparation of the financial reports. • IAS 1 Presentation of Financial Statements (amendment), effective from 1 January 2009. Not yet endorsed by the EU. IAS 23 Borrowing costs (amendment), effective from 1 January 2009. Not yet endorsed by the EU. IAS 27 Consolidated and Separate Financial Statements (amendment), effective from 1 July 2009. Not yet endorsed by the EU. IFRS 2 (amendment), effective from 1 January 2009. • • • • • • • • • IFRS 3 Business Combinations (amendment), effective from 1 July 2009. Not yet endorsed by the EU. IFRS 8 Operating Segments, effective from 1 January 2008. IFRIC 11, IFRS 2 – Group and Treasury Share Transactions, to be applied for annual periods beginning on or after 1 March 2007. IFRIC 12, Service Concession Arrangements, effective from 1 January 2008. IFRIC 13, Customer loyalty programmes, effective from 1 July 2009. Not yet endorsed by the EU. IFRIC 14, IAS 19 – The limit on a defined benefit asset, min- imum funding requirements and their interaction, effec- tive from 1 January 2008. Not yet endorsed by the EU. Management analyses the impact of the new and amended standards on the financial reports. Mainly, the amendments to IAS 1, IAS 27, IFRS 3 and the new IFRS 8 are considered relevant to the Group. These changes may have certain impact on the Group’s financial reports. The changes will not affect the financial reports prepared prior to the effec- tive dates. The amendments to IAS 1 mainly affect the for- mats and terms used in the financial reports. The amend- ments to IAS 27 will have an impact on the accounting for minority interest in future transactions. IFRS 3 will affect the accounting of future business combinations regarding transaction costs, deferred considerations contingent on future events and business combinations achieved in stages. IFRS 8 may have an impact on segment reporting. In other respects, it is currently assessed that none of the new and amended standards listed above will have a significant impact on the Group’s financial statements. Consolidated financial statements The consolidated financial statements cover ASSA ABLOY AB (the Parent company) and companies in which the Par- ent company held, directly or indirectly, more than 50 per- cent of the voting rights at the end of the period, as well as companies in which the Parent company exercises control by some other means, for example by having the power to govern financial and operating policies. Companies acquired during the year are included in the consolidated financial statements with effect from the date when con- trol was obtained. Companies sold during the year are included in the consolidated financial statements up to the date when control ceased. The consolidated financial statements have been pre- pared in accordance with the purchase method, which means that the cost of acquisition of shares in subsidiaries is eliminated against their equity at the time of acquisition. In this context, equity in subsidiaries is determined on the basis of the fair value of assets, liabilities and contingent liabilities at the date of acquisition. Thus only that part of subsidiaries’ equity that has arisen after the acquisition is included in the Group’s equity. A positive difference between the cost of acquisition and the fair value of the Group’s share of acquired net assets is reported as good- will. A negative difference, negative goodwill, is recognized immediately in the income statement. Intra-group trans actions and balance sheet items and unrealized profits on transactions between Group compa- nies are eliminated in the Group financial statements. ASSA ABLOY Annual Report 2007 68 Note 1 cont. Minority interests Minority interests are based on subsidiaries’ accounts with application of fair value adjustments resulting from com- pleted acquisition analysis. Minority participations in sub- sidiaries’ income are reported in the income statement with net income divided between the Parent company’s shareholders and minority interests. Minority participa- tions in subsidiaries’ equity are reported as a separate item in the Group’s equity. Transactions with minority share- holders are accounted for as third-party transactions. Associates Associates are defined as companies which are not subsidi- aries but in which the Group has a significant, but not a controlling, interest. This is usually taken to be companies where the Group’s shareholding represents between 20 and 50 percent of the voting rights. Participations in associates are accounted for in accord- ance with the equity method. In the consolidated balance sheet, shareholdings in associates are reported at cost, adjusted for participation in income after the date of acqui- sition. Dividends from associates are reported as a reduction in the carrying amount of the investment. Participations in the income of associates are reported in the consolidated income statement as part of operating income as the invest- ments are related to business operations. Segment reporting The Group’s business operations are split organizationally into five divisions. Three divisions are based on products sold in local markets in the respective division: EMEA, Ameri- cas and Asia Pacific. Global Technologies’ and Entrance Sys- tems’ products are sold worldwide. The divisions reflect a partition of the Group’s operations according to major risks and returns. The divisions form the operational structure for internal control and reporting and also constitute the Group’s segments for external financial reporting. There are no secondary segments. Foreign currency translation Functional currency corresponds to local currency in each country where Group companies operate. Transactions in foreign currencies are translated to functional currency by application of the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses arising from the settlement of such transactions are normally reported in the income statement, as are those arising from translation of monetary balances in foreign curren- cies at the closing-day rate. Exceptions are transactions relating to qualifying cash flow hedges, which are reported in equity. Receivables and liabilities are valued at the closing-day rate. In translating the accounts of foreign subsidiaries, prepared in functional currencies other than the Group’s presentation currency, all balance sheet items except net income are translated at the closing-day rate and net income is translated at the average rate. The income statement is translated at the average rate for the period. Exchange-rate differences arising from the translation of foreign subsidiaries are reported in the translation reserve in equity. The rates for currencies used in the Group, relative to the Group’s presentation currency (SEK), were as follows – the weighted average for the year, and the closing-day rate. Country Currency Average rate 2007 2006 Closing-day rate 2007 2006 ARS Argentina AUD Australia BRL Brazil CAD Canada CHF Switzerland CLP Chile China CNY Czech Republic CZK DKK Denmark EEK Estonia EUR Euro zone United Kingdom GBP HKD Hong Kong HUF Hungary ILS Israel KES Kenya KRW South Korea LTL Lithuania MXN Mexico MYR Malaysia NOK Norway NZD New Zealand PLN Poland RUR Russia SGD Singapore SIT Slovenia SKK Slovakia THB Thailand USD USA ZAR South Africa 2.40 5.57 3.38 6.52 5.88 0.014 0.93 0.33 1.24 0.59 9.26 13.57 0.95 0.035 1.66 0.102 0.0077 2.68 0.68 2.01 1.15 4.82 2.38 0.27 4.64 0.039 0.25 0.19 7.38 1.10 2.16 5.65 3.46 6.29 5.63 0.013 0.89 0.33 1.24 0.59 9.24 13.48 0.86 0.037 1.65 0.100 0.0073 2.68 0.62 1.96 1.15 4.97 2.45 0.26 4.48 0.039 0.27 0.20 6.74 0.96 2.24 5.44 3.22 5.92 5.63 0.013 0.88 0.33 1.21 0.58 9.05 13.49 0.88 0.036 1.63 0.099 0.0074 2.62 0.63 1.95 1.09 4.85 2.36 0.26 4.48 0.038 0.26 0.19 6.87 0.99 2.04 5.64 3.59 6.54 5.68 0.013 0.88 0.35 1.26 0.60 9.42 12.79 0.82 0.037 1.66 0.101 0.0068 2.73 0.59 1.94 1.18 4.97 2.62 0.26 4.45 0.038 0.28 0.19 6.40 0.94 Revenue Revenue comprises the fair value of goods sold, excluding VAT and discounts and after eliminating intra-group sales. The Group’s sales revenue arises principally from sales of products. Service related to products sold makes up a very limited fraction of revenue. Revenue from sales of the Group’s products is recognized when all significant risks and rewards associated with ownership are transferred to the purchaser in accordance with applicable conditions of sale, which is normally upon delivery. If the product requires installation at the customer’s premises, revenue is recog- nized when installation is completed. Revenue from service contracts is recognized through distribution over the con- tract period. Intra-group sales Transactions between Group companies are carried out at arm’s length and thus at market prices. Intra-group sales are eliminated from the consolidated income statement, and profits on such transactions have been eliminated in their entirety. Government grants Grants and support from governments, public authorities etc are reported when there is reasonable assurance that the company will comply with the conditions attaching to the grant and that the grant will be received. Grants related to assets are handled by reducing the carrying amount of the asset by the amount of the grant. Research and development Research costs are expensed as they are incurred. The costs of development work are reported in the balance sheet only to the extent that they are expected to generate future economic benefits for the Group and provided such Note 1 cont. ASSA ABLOY Annual Report 2007 69 benefits can be reliably measured. Development costs so reported are amortized over the expected useful life. Development costs recorded as assets but not yet in use are subject to annual impairment testing. Costs for devel- opment of existing products are expensed as they are incurred. Borrowing costs Borrowing costs are recognized as expenses in the period in which they are incurred. Other acquisition-related intangible assets consist chiefly of various types of intangible rights such as brands, patents and customer relationships. Identifiable acquisition-related intangible assets are initially recognized at fair value at the date of acquisition and subsequently at cost less accumu- lated amortization and impairment losses. Amortization is on a straight-line basis over estimated useful life. Acquisi- tion-related intangible assets with indefinite useful life are tested for impairment every year in the same way as good- will, as described above. Tax on income The income statement includes all tax that is to be paid or received for the current year, adjustments relating to tax due for previous years, and changes in deferred tax. Tax sums have been calculated as nominal amounts in accord- ance with the tax regulations in each country and in accordance with tax rates that have either been decided or have been notified and can confidently be expected to be confirmed. For items reported in the income statement, associated tax effects are also reported in the income statement. The tax effects of items reported directly against equity are themselves reported against equity. Deferred tax is accounted for under the liability method. This means that deferred tax is accounted for on all temp- orary differences between the carrying amounts of assets and liabilities and their respective tax bases. Deferred tax receivables relating to tax losses carried forward or other future tax allowances are reported to the extent that it is probable that the allowance can be set against taxable income in future taxation. Deferred tax liabilities relating to temporary differences resulting from investments in sub- sidiaries are not reported in the consolidated financial statements since the Parent company can control the time at which the temporary differences are cancelled and it is not considered likely that such cancellation will occur in the foreseeable future. Deferred tax receivables and deferred tax liabilities are offset when there is a legal right to do so and when the deferred tax amounts concern the same tax authority. Cash flow statement The cash flow statement has been prepared according to the indirect method. The reported cash flow includes only transactions involving cash payments. Other intangible assets An intangible asset that is not acquisition-related is reported only if it is likely that the future economic benefits associated with the asset will flow to the Group and if the cost of the asset can be measured reliably. Such an asset is initially recognized at cost and is amortized over its esti- mated useful life, usually between three and five years. Its carrying amount is cost less accumulated amortization and impairment losses. Tangible assets Tangible assets are reported at cost less accumulated depreciation and impairment losses. Cost includes expend- iture that can be directly attributed to the acquisition of the asset. Subsequent expenditure is added to the carrying amount if it is probable that economic benefits associated with it will flow to the Group and if the cost can be reliably measured. Expenditure on repairs and maintenance is expensed as it is incurred. Depreciable amount is the cost of an asset less its residual value. No depreciation is applied to land. For other assets, cost is depreciated over estimated useful life, which for the Group leads to the following depreciation periods (on average): • office buildings, 50 years • • machinery and other technical plant, 7–10 years • equipment and tools, 3–6 years. industrial buildings, 25 years An asset’s residual value and useful life are reviewed at each financial year-end and adjusted when needed. Profit or loss on the disposal of a tangible asset is recognized in the income statement as ‘Other operating income’ or ‘Other operating expenses’, based on the difference between the selling price and the carrying amount. Cash and cash equivalents ‘Cash and cash equivalents’ covers cash and bank balances and short-term financial investments with durations of less than three months from the date of acquisition. Leasing The Group’s leasing is chiefly operational leasing. The leasing payments are expensed at a constant rate over the period of the contract and are reported as operating costs. Goodwill and acquisition-related intangible assets Goodwill represents the positive difference between the cost of acquisition and the fair value of the Group’s share of the acquired company’s net identifiable assets at the date of acquisition, and is reported at cost less accumulated impairment losses. Goodwill is allocated to Cash-Generat- ing Units (CGU) and each year is systematically tested for impairment using a valuation model based on discounted future cash flow. Deferred tax receivables based on local tax rates are reported in terms of tax-deductible goodwill (with corresponding reduction of the goodwill value). Such deferred tax receivables are expensed as the tax deduction is utilized. Impairment Assets with indefinite useful life are not amortized but are tested for impairment on an annual basis. For impairment testing purposes assets are grouped at the lowest organiza- tional level where there are separate identifiable cash flows, so called Cash-Generating Units (CGU). For assets that are depreciated/amortized, impairment testing is car- ried out when events or circumstances indicate that the carrying amount may not be recoverable. When impairment has been established, the value of the asset is reduced to its recoverable amount. The recov- erable amount is the higher of the asset’s fair value less costs to sell, and its value in use. ASSA ABLOY Annual Report 2007 70 Note 1 cont. Inventories Inventories are valued in accordance with the ‘first in, first out’ principle at the lower of cost and net realizable value at year-end. Deductions are made for internal profits aris- ing from deliveries between Group companies. Work in progress and finished goods include both direct costs incurred and a fair allocation of indirect manufacturing costs. Accounts receivable Accounts receivable are reported at their fair value, which corresponds to amortized cost less any provision for bad debts. A provision is recognized when it is probable that the recorded amounts will not flow to the Group. The year’s change in such a provision is reported in the income statement. Financial instruments Financial instruments are initially recorded at fair value. Subsequent measurement of financial instruments depends on the classification at initial recognition, which in turn depends on the original purpose of acquiring the instrument. Financial instruments are divided into the fol- lowing categories: ‘Financial instruments at fair value through profit and loss’ are financial assets held for trading, financial assets at fair value through profit and loss (classified at inception) and derivatives that are not part of a hedge relationship qualifying for hedge accounting. Gains and losses arising from changes in the fair value of financial instruments at fair value through profit and loss are included in the income statement in the period in which they arise. The category includes current financial investments and deriva- tives that are not part of hedge relationships qualifying for hedge accounting. See also the section below regarding hedge accounting. ‘Loans and other receivables’ are non-derivative finan- cial assets, with fixed or determinable payments, which are not traded on an active market. Such a receivable usually arises when the Group provides a counterparty with cash or supplies a customer with goods or services without intention of trading the receivable. Loans and other receiv- ables are carried at amortized cost using the effective inter- est method. The category covers non-current receivables, accounts receivable and other current receivables. ‘Available-for-sale financial assets’ includes non-deriva- tive financial assets that are either classified as available for sale or are not classified in any of the other categories of financial assets. The Group normally holds a limited number of positions falling into this category. ‘Financial liabilities at amortized cost’ are financial liabil- ities which are neither recorded at fair value through profit and loss nor included in a hedge relationship qualifying for hedge accounting. Such financial liabilities are reported at amortized cost using the effective interest method. The category covers non-current and current loan liabilities which are not hedged items, other non-current and current liabilities, and accounts payable. Acquisitions and disposals of financial instruments are recognized on trade-date, i.e. when the Group is commit- ted to the purchase or sale. Transaction costs are included initially in the fair value of all financial instruments apart from those reported at fair value through profit and loss. The fair value of a quoted financial instrument is based on the bid price on the closing day. Regarding financial instruments in a non-active market and for unlisted securi- ties, fair value is determined by using an appropriate method of valuation, for example using available information on comparable arm’s length transactions, comparison with similar instruments, and analysis of discounted cash flows. The current and non-current distinction is applied con- sistently to all financial instruments. When settlement or disposal is expected to occur more than 12 months after closing day, a financial asset is reported as a non-current asset. Thus, when settlement or disposal is expected to occur within 12 months of closing day, financial assets are reported as current assets. Financial liabilities with maturity later than 12 months after closing day are reported as non-current liabilities and those with maturity within 12 months of closing day as cur- rent liabilities. A financial asset is derecognized when the right to receive cash flow from the asset expires or is transferred to another party because all risks and rewards associated with the asset have been transferred to that party. A financial lia- bility is derecognized when the obligation is discharged or cancelled or when it expires. Hedge accounting Hedge accounting is applied only to transactions that are designated to hedge a specific risk and that qualify for hedge accounting. The Group holds a limited number of such hedge relationships. A financial liability is a hedged item when it is included in a hedge relationship qualifying for hedge accounting, thus effectively hedged by a derivative designated as a hedging instrument. The liability (the hedged item) as well as the derivative (the hedging instrument) is recognized at fair value. Changes in the fair value of a liability which is the hedged item of a qualifying fair value hedge are reported in the income statement in the period in which they arise. Gain or loss from revaluation of the hedging instrument of such a qualifying fair value hedge is reported in the income statement at the same time as gain or loss from the hedged item. Gain or loss from revaluation of a hedging instrument of a cash-flow hedge qualifying for hedge accounting is reported in equity in the period in which it arises and is transferred to the income statement in the period that the hedged cash flow is recognized. Ineffective portion of the gain or loss is reported in the income statement in the period in which it arises. Provisions Provisions are recognized when the Group has a legal or constructive obligation resulting from past events and it is probable that an outflow of resources will be required to settle the obligation and that a reliable estimate can be made of the amount. Provisions are reported at a value rep- resenting the probable outflow of resources that will be needed to settle the obligation. The amount of a provision is discounted to present value where the effect of time value of money is material. Employee benefits Both defined contribution and defined benefit pension plans exist in the Group. Comprehensive defined benefit plans are found chiefly in the USA, the UK and Germany. Post-employment medical benefits also exist, mainly in the Note 1 cont. ASSA ABLOY Annual Report 2007 71 Dividend revenue Dividend revenue is recognized when the right to receive payment is judged to be firm. Research and development costs Research and development costs are expensed as they are incurred. Intangible assets Intangible assets comprise patented technology and other intangible rights. Intangible assets are amortized over 5 years. Tangible assets Tangible assets owned by the Parent company are reported at cost less accumulated depreciation and any impairment losses in the same way as for the Group. All leasing contracts in the Parent company consist of opera- tional leasing and are reported according to applicable rules. Shares in subsidiaries Shares in subsidiaries are reported at cost less impairment losses. Financial instruments Derivative financial instruments are recorded at fair value. Changes in the fair values of derivative financial instru- ments are reported in the income statement with the exception of exchange rate differences related to a mone- tary item that forms part of a net investment in a foreign operation which are reported in the fair value reserve. Group contributions The company reports Group contributions in accordance with UFR 2 (a statement from the Emerging Issues Task Force of the Swedish Financial Accounting Standards Coun- cil). Group contributions are reported according to their financial implications. This means that Group contributions that are paid with the aim of minimizing the Group’s total tax charge are reported directly against equity after deduc- tion for their actual tax effects. Group contributions com- parable to dividends are reported as such, which means that received Group contributions and their actual tax effects are reported in the income statement and paid Group contributions and their actual tax effects are reported directly against equity. USA, which are reported in the same way as defined benefit pension plans. Calculations related to the Group’s defined benefit plans are performed by independent actuaries and are based on a number of actuarial assumptions such as discount rate, future inflation and salary increases. Obliga- tions are valued on the closing day at their discounted value. For funded plans, obligations are reduced by the fair value of the plan assets. Unrecognized actuarial gains and losses lying outside the so-called ten-percent corridor (i.e. exceeding the higher of 10 percent of the present value of the obligation or the fair value of plan assets) are spread over the expected average remaining working lives of the employees. Pension costs for defined benefit plans are spread over the employee’s service period. The part of the interest component in the pension cost that relates to the deficit in pension plans is reported as a financial expense. The Group’s payments related to defined contribution pen- sion plans are reported as cost in the period to which they refer, based on the services performed by the employee. Swedish Group companies apply UFR 4 which means that tax on pension costs is calculated on the difference between pension cost in accordance with IAS 19 and pen- sion cost determined in accordance with local regulations. Share-based incentive programs Current share-based incentive programs were issued at market value and therefore involve no personnel costs for the Group. Dividend The dividend is reported as a liability once the Annual Gen- eral Meeting has approved the dividend. The Parent company The Group’s Parent company, ASSA ABLOY AB, is responsible for the management of the Group and handles common Group functions. The Parent company’s revenue consists of intra-group franchise and royalty revenues, and its main balance sheet items consist of shares in subsidiaries, intra- group receivables and liabilities, and external borrowing. The Parent company has prepared its annual accounts in accordance with the Swedish Annual Accounts Act (1995:1554) and standard RR 32:06 of the Swedish Finan- cial Accounting Standards Council. RR 32:06 requires the Parent company, in its annual accounts, to apply all the International Financial Reporting Standards (IFRS) endorsed by the EU in so far as this is possible within the framework of the Annual Accounts Act and with regard to the relationship between accounting and taxation. RR 32:06 states what exceptions from, and additions to, IFRS should be made. Revenue The Parent company’s revenue consists of intra-group franchise and royalty revenues. These are reported in the income statement as ‘Other operating income’ to make it clear that the Parent company has no product sales simi- lar to those of other Group companies concerned with external business. ASSA ABLOY Annual Report 2007 72 Notes 2–8 Note 2 Sales The Group’s sales revenues come chiefly from sales of prod- ucts. Service related to products sold accounts for a very limited part of revenues (3-4 percent). Parent company Other operating income in the Parent company consists mainly of franchise and royalty revenues from subsidiaries. Sales to customers, by country Note 5 Share of earnings in associates Group 2007 10,681 2,501 2,179 1,649 1,583 1,547 1,350 1,180 1,144 867 798 679 773 827 699 586 493 410 382 408 302 325 324 290 215 182 174 154 138 127 74 66 56 54 333 33,550 2006 10,421 2,431 2,107 1,610 1,310 1,435 1,168 1,119 1,038 800 702 696 629 597 547 431 455 405 369 343 303 291 279 251 180 178 167 134 118 116 82 59 46 58 262 31,137 SEK M USA France United Kingdom Germany Australia Sweden Spain Netherlands Canada Finland Norway Mexico Denmark China Asia (excluding China) Middle East Italy Belgium Czech Republic South America Switzerland New Zealand South Africa Austria Russia Africa (excluding South Africa) Central America (excluding Mexico) Baltic countries Poland Portugal Ireland Romania Greece Turkey Other countries Total Note 3 Auditors’ fees Group Parent company SEK M Låsgruppen Wilhelm Nielsen AS Cerraduras de Colombia Cerracol S.A Total Group 2006 2007 3 5 8 3 6 9 Note 6 Operational leasing agreements SEK M Leasing fees paid during the year: Group 2006 2007 Parent company 2007 2006 230 273 9 11 SEK M Nominal value of agreed future leasing fees: Due for payment in 2008 (2007) Due for payment in 2009 (2008) Due for payment in 2010 (2009) Due for payment in 2011 (2010) Due for payment in 2012 (2011) Due for payment in 2013 (2012) or later Total Group 2006 2007 Parent company 2007 2006 207 167 138 100 79 153 844 254 199 155 113 76 145 942 10 10 11 11 11 11 64 12 12 12 12 12 12 72 Note 7 Expenses by nature In the income statement costs are broken down by func- tion. Cost of goods sold, Selling expenses, Administrative expenses and Research & Development costs amount to SEK 28,121 M (27,839). Below, these same costs are broken down by nature: Group SEK M 2006 2007 2006 2007 SEK M Audit Pricewaterhouse- Coopers Other Assignments other than audit Pricewaterhouse- Coopers Other Total 19 5 17 4 45 22 6 12 5 45 3 – 1 – 4 2 – 2 2 6 Remuneration of employees (Note 9) Direct material costs Depreciation and write-downs (Notes 8, 15, 16) Restructuring costs excluding write-downs Other expenses Total 2006 9,374 9,561 1,039 1,333 6,532 27,839 2007 10,066 10,721 910 – 6,424 28,121 Note 8 Depreciation and amortization Note 4 Other operating income and expenses SEK M Rent received Net income from sales of fixed assets Government grants Business-related taxes Other, net Total Group 2006 2007 19 6 4 –32 –6 -9 14 52 4 –42 –9 19 SEK M Intangible rights Machinery Equipment Buildings Land and land improvements Total Group Parent company 2006 2007 2006 2007 61 459 246 129 3 898 107 436 239 126 1 909 31 – 2 – – 33 210 – 2 – – 212 Notes 9–12 Note 9 Employee benefits Salaries, wages and other remuneration (of which, performance-related salary paid to managing directors) ASSA ABLOY Annual Report 2007 73 Parent company 2006 2007 2.5 – 2.9 1.9 0.7 2.9 1.7 2.4 * 2.7 1.8 0.9 1.5 * Absence for illness, % Total absence for illness – long-term – men – women – aged 29 or younger – aged 30-49 – aged 50 or older * Information not displayed since it could be linked to specific individuals. Note 10 Exchange-rate differences in the income statement Group Parent company SEK M 2006 2007 2006 2007 Exchange-rate differen- ces reported in the income statement Exchange-rate differen- ces reported in financial expenses (Note 12) Total –9 –20 – –4 –13 –24 –44 –24 –24 –2 77 75 Note 11 Financial income Group Parent company SEK M 2006 2007 2006 2007 Earnings from participa- tions in subsidiaries (A) Intra-group interest income External interest income and similar items Total – – 30 30 – – 533 1,489 725 803 27 27 2 1,260 2 2,294 (A) Earnings from participations in subsidiaries Parent company SEK M 2007 2006 2006 2007 Group 2006 2007 598 (9) 314 (0) 275 (1) 152 (1) 558 (2) 70 (0) 217 (1) 608 (1) 553 (4) 226 (3) 108 (0) 262 (1) 72 (0) 37 (–) 81 (–) 76 (–) 177 (1) 2,511 (9) 165 (0) 59 (0) 103 (1) 266 (0) 88 (–) 42 (2) 7,618 (36) 587 (8) 329 (0) 276 (1) 185 (0) 625 (3) 67 (0) 227 (2) 635 (4) 554 (4) 212 (1) 120 (1) 280 (2) 90 (0) 48 (–) 87 (–) 69 (–) 205 (1) 2,666 (8) 195 (1) 69 (0) 155 (0) 391 (0) 80 (–) 195 (0) 8,347 (36) Parent company 2006 109 (6) 7 (–) 116 (6) 2007 96 (6) 12 (–) 108 (6) SEK M Sweden Finland Norway Denmark United Kingdom Belgium Netherlands France Germany Switzerland Italy Spain Czech Republic Romania Israel South Africa Canada USA Mexico South America China Australia New Zealand Other Total SEK M Sweden Other Total Social costs (of which pensions) SEK M Total SEK M Total Group 2006 2007 1,756 (413) 1,719 (384) Parent company 2006 64 (29) 2007 55 (21) Dividends from subsidiaries Impairment of shares in subsidiaries Earnings from sales of shares in subsidiaries Total 1,695 1,489 –1,078 – –84 533 0 1,489 Salaries and remuneration to the Executive Team Salaries and other remuneration paid to the Executive Team totaled SEK 63 M (52). Social costs totaled SEK 26 M (23), of which SEK 13 M (12) are pension costs. The Executive Team consists of 10 (9) people, all men. Detailed information about salaries and remuneration to the Executive Team appears in the Corporate Governance report (pages 49–50). Salaries and remuneration to the Board of Directors and the Parent company’s Executive Team Salaries and other remuneration paid to the Board of Direc- tors and the Parent company’s Executive Team totaled SEK 34 M (29). Social costs for the Board of Directors and the Parent company’s Executive Team amounted to SEK 19 M (18), of which SEK 8 M (9) are pension costs. The Board (excluding employee representatives) and the Parent com- pany’s Executive Team consist of 11 (11) people, of whom 1 (1) is a woman. Severance pay agreement For the CEO, a period of 24 months’ notice has been agreed if the company terminates the contract. No severance pay- ment agreement applies. Impairment of shares in subsidiaries of SEK 1,078 M in 2006 was mainly due to dividends received from subsidiaries. Note 12 Financial expenses Group Parent company SEK M 2006 2007 2006 2007 Intra-group interest expenses Interest expenses, con- vertible debenture loans Interest expenses, other liabilities Interest expenses, inter est rate swaps Interest expenses, foreign exchange forwards Exchange-rate differences on financial instruments Fair value adjustments on derivatives, hedge accounting Fair value adjustments on derivatives, non- hedge accounting Fair value adjustments on borrowings, hedge accounting Fair value adjustments on loan receivables Other financial expenses Total – – –400 -484 –61 –76 –61 –574 –625 –158 – 3 –34 –53 – 1 –76 –88 – 1 –4 –12 –24 77 23 18 – – –15 –28 37 –30 –23 –18 – – – –13 –701 –75 –10 –876 – –23 –628 –75 –28 –703 ASSA ABLOY Annual Report 2007 74 Notes 13–15 Note 13 Tax on income Note 14 Earnings per share SEK M Current tax paid Tax attributable to prior years Deferred tax Total Group 2006 2007 –887 –1,090 5 12 –14 –136 –870 –1,240 Parent company 2006 –153 – – –153 2007 –209 12 – –197 Explanation for the difference between nominal Swedish tax rate and effective tax rate based on income before tax: Percent 2006 2007 2006 2007 Group Parent company Swedish rate of tax on income Effect of foreign tax rates Non-taxable income/ non-deductible expenses, net Deductible goodwill Tax losses utilized Other Effective tax rate in income statement 28 5 –2 2 –1 1 33 28 3 –3 –1 –1 1 27 28 – –13 – – – 15 28 – –20 – – – 8 Earnings per share before dilution Earnings assigned to the Parent company's shareholders Weighted average number of shares issued (thousands) Earnings per share before dilution (SEK per share) Earnings per share after dilution Earnings assigned to the Parent company's shareholders Interest expenses for convertible debenture loans, after tax Net profit for calculating earnings per share after dilution Weighted average number of shares issued (thousands) Assumed conversion of convertible debentures (thousands) Weighted average number of shares for calculation (thousands) Earnings per share after dilution (SEK per share) Group 2006 2007 1,746 3,358 365,918 365,918 4.77 9.18 Group 2006 2007 1,746 3,358 44 55 1,790 3,413 365,918 365,918 13,296 12,615 379,214 378,533 4.72 9.02 Group Intangible rights Parent company Total Intangible rights Carrying amount 17,271 1,437 18,708 Note 15 Intangible assets 2007 SEK M Opening accumulated acquisition value Purchases Acquisitions of subsidiaries Adjustments for acquisitions in the previous year Sales/disposals Reclassifications Translation differences Closing accumulated acquisition value Opening accumulated amortization/impairment Sales/disposals Reclassifications Impairment Depreciation for the year Translation differences Closing accumulated amortization/impairment Goodwill 16,683 – 1,029 –22 – – –419 17,271 – – – – – – – 2006 SEK M Opening accumulated acquisition value Purchases Acquisitions of subsidiaries Sales/disposals Reclassifications Translation differences Closing accumulated acquisition value Opening accumulated amortization/impairment Sales/disposals Reclassifications Impairment Amortization for the year Translation differences Closing accumulated amortization/impairment Goodwill 15,716 – 2,263 –9 – –1,287 16,683 – – – – – – – 1,474 103 341 – –2 – –50 1,866 –332 2 – – –107 8 –429 18,157 103 1,370 –22 –2 – –469 19,137 –332 2 – – –107 8 –429 666 84 828 –9 – –95 1,474 –305 4 – – –61 30 –332 16,382 84 3,091 –18 – –1,382 18,157 –305 4 – – –61 30 –332 Carrying amount 16,683 1,142 17,825 443 495 – – – – – 938 –36 – – – –210 – –246 692 41 402 – – – – 443 –5 – – – –31 – –36 407 Group Intangible rights Parent company Total Intangible rights ASSA ABLOY Annual Report 2007 75 Note 15 cont. Intangible rights consist mainly of licenses and brands. The carrying value of intangible rights with indefinite life amounts to SEK 763 M (587). Useful life is taken as indefinite where the time period during which it is judged that an asset will contribute economic benefits cannot be defined. Amortization and impairment of intangible rights have mainly been reported as costs of goods sold in the income statement. Impairment testing of goodwill and intangible rights with indefinite useful life Goodwill and intangible rights with indefinite useful life are assigned to the Group’s Cash Generating Units (CGU). The restructuring currently in process in the Group is leading to significantly greater harmonization of product development, pur- chasing, manufacturing and selling between the business units. As one effect of this, the Group’s five divisions constitute Cash Generating Units from 2007. For each Cash-Generating Unit, the Group assesses each year whether any write-down of goodwill is needed, in accord- ance with the accounting principles described in Note 1. Recoverable amounts for Cash Generating Units have been established by calculation of value in use. These calculations are based on estimated future cash flows, which in turn are based on financial budgets approved by the management and covering a three-year period. Cash flows beyond three years are extrapolated using estimated growth rates according to the principles below. Main assumptions used to calculate values in use: • Budgeted operating margin. • Growth rate for extrapolating cash flows beyond the budgeted three-year period. • Discount rate after tax used for estimated future cash flows. The management has established the budgeted operating margin on a basis of previous results and its expectations about future market development. For extrapolating cash flows beyond the three-year period, a growth rate of 3 percent is used for all Cash Generating Units. This growth rate is thought to be a conservative estimate. In addition, an average dis- count rate in local currency after tax is used for the Group. 2007 Overall, the discount rate employed varied between 9.0 and 10.0 percent (EMEA 9.0 percent, Americas 9.0 percent, Asia Pacific 10.0 percent, Global Technologies 10.0 percent and Entrance Systems 9.0 percent). Goodwill and intangible rights with indefinite useful life were assigned to the Group’s Cash Generating Units as sum- marized in the following table: SEK M Goodwill Intangible rights with indefinite useful life Total EMEA 4,926 73 4,999 Americas Asia Pacific Global Technologies Entrance Systems 4,928 161 5,089 1,211 219 1,430 3,639 310 3,949 2,566 – 2,566 Total 17,270 763 18,033 2006 Overall, the discount rate employed varied between 7.0 and 9.0 percent (HID Group 9.0 percent, Architectural Hardware 7.5 percent and Entrance Systems 7.0 percent). Goodwill and intangible rights with indefinite useful life were assigned to the Group’s Cash Generating Units as summarized in the following table: SEK M Goodwill Intangible rights with indefinite useful life Total HID Group 2,977 333 3,310 Architectural Hardware Group ASSA ABLOY Entrance Systems 3,012 – 3,012 2,741 19 2,760 Other 7,953 235 8,188 Total 16,683 587 17,270 Sensitivity analysis A sensitivity analysis has been carried out for each Cash-Generating Unit. The results of the analyses can be summarized as follows. 2007 If the estimated operating margin after the end of the budget period had been 10 percent lower than the management’s figure, total recoverable amount would be 9 percent lower (EMEA 9.0 percent, Americas 10.0 percent, Asia Pacific 9.0 per- cent, Global Technologies 9.0 percent and Entrance Systems 10.0 percent). If the estimated growth rate to extrapolate cash flows beyond the budget period had been 10 percent lower than the starting assumption of 3 percent, total recoverable amount would be 4 percent lower (EMEA 4.0 percent, Americas 4.0 percent, Asia Pacific 4.0 percent, Global Technologies 4.0 percent and Entrance Systems 4.0 percent). If the estimated weighted capital expenditure used for the Group’s discounted cash flow had been 10 percent higher than the starting assumption of 9.0 to 10.0 percent, total recoverable amount would be 13 percent lower (EMEA 13.0 percent, ASSA ABLOY Annual Report 2007 76 Americas 13.0 percent, Asia Pacific 13.0 percent, Global Technologies 13.0 percent and Entrance Systems 13.0 percent). These calculations are hypothetical and should not be viewed as an indication that these figures are any more or less likely to be changed. The sensitivity analysis should therefore be treated with caution. None of the hypothetical cases above would lead to an impairment of goodwill in a particular Cash-Generating Unit. 2006 If the estimated operating margin after the end of the budget period had been 10 percent lower than the management’s figure, total recoverable amount, and likewise the recoverable amount for HID Group, Architectural Hardware Group and Entrance Systems, would be 9 percent lower. If the estimated growth rate to extrapolate cash flows beyond the budget period had been 10 percent lower than the starting assumption of 3 percent, total recoverable amount, and likewise the recoverable amount for HID Group, Architec- tural Hardware Group and Entrance Systems, would be 6 percent lower. If the estimated weighted capital expenditure used for the Group’s discounted cash flow had been 10 percent higher than the starting assumption of 7.0 to 9.0 percent, total recoverable amount, and likewise the recoverable amount for HID Group, Architectural Hardware Group and Entrance Systems, would be 14 percent lower. These calculations are hypothetical and should not be viewed as an indication that these figures are any more or less likely to be changed. The sensitivity analysis should therefore be treated with caution. Note 16 None of the hypothetical cases above would lead to an impairment of goodwill in a particular Cash-Generating Unit. Note 16 Tangible assets 2007 SEK M Opening accumulated acquisition value Purchases Acquisitions of subsidiaries Sales/disposals Reclassifications Translation differences Closing accumulated acquisition value Opening accumulated depreciation/ impairment Sales/disposals Reclassifications Impairment Depreciation for the year Translation differences Closing accumulated depreciation/impairment Construction in progress Book value Group Parent company Land and land im- provements Buildings Machinery Equipment Total Equipment 2,982 166 83 –165 48 19 3,133 –1,282 71 – – –126 –15 –1,352 700 5 72 –28 –19 6 736 –24 – – – –1 0 –25 5,575 310 73 –120 58 63 5,959 –3,789 100 18 – –436 –18 1,764 214 35 –122 66 9 1,966 –1,189 103 –18 –1 –239 –10 11,021 695 263 –435 153 97 11,794 –6,284 274 0 –1 –802 –43 –4,125 –1,354 –6,857 1,781 711 1,834 612 408 5,345 17 3 – –4 – – 16 –10 2 – – –2 – –10 6 The tax value of the Group’s Swedish buildings was SEK 87 M (82). The tax value of the Group’s Swedish land was SEK 14 M (12). 2006 SEK M Opening accumulated acquisition value Purchases Acquisitions of subsidiaries Sales/disposals Reclassifications Translation differences Closing accumulated acquisition value Opening accumulated depreciation/ impairment Sales/disposals Impairment Depreciation for the year Translation differences Closing accumulated depreciation /impairment Construction in progress Book value Group Parent company Land and land im- provements Buildings Machinery Equipment Total Equipment 3,150 74 24 –85 23 –204 2,982 –1,212 13 –34 –129 80 –1,282 1,700 761 2 – –14 – –49 700 –24 – – –3 3 –24 676 5,745 316 51 –157 50 –430 5,575 –3,676 134 –70 –460 283 1,688 213 45 –110 44 –116 1,764 –1,084 91 –37 –246 87 –3,789 –1,189 1,786 575 11,344 605 120 –366 117 –799 11,021 –5,996 238 –141 –838 453 –6,284 383 5,120 19 2 – –4 – – 17 –9 1 – –2 – –10 7 Notes 17 –18 Note 17 Shares in subsidiaries ASSA ABLOY Annual Report 2007 77 Company name ASSA Sverige AB Timelox AB ASSA ABLOY Entrance Systems AB ASSA ABLOY Kredit AB ASSA ABLOY Identification Technology Group AB ASSA ABLOY Svensk Fastighets AB ASSA ABLOY Asia Holding AB ASSA ABLOY IP AB ASSA ABLOY OY ASSA ABLOY Norge a.s. ASSA ABLOY Danmark A/S ASSA ABLOY Deutschland GmbH ASSA ABLOY Nederland BV Nemef BV Integrated Engineering B.V. ASSA ABLOY France SAS Interlock Holding AG ASSA ABLOY Identification Technologies Switzerland S.A. ASSA ABLOY Holding GmbH ASSA ABLOY Ltd ITG (UK) Ltd Aontec Teoranta Mul-T-Lock Ltd ASSA ABLOY Holdings (SA) Ltd ASSA ABLOY Inc Fleming Door Products, Ltd ABLOY Holdings Ltd AAC Acquisition Inc. ASSA ABLOY Australia Pacific Pty Ltd ASSA ABLOY South Asia Pte Ltd Grupo Industrial Phillips, S.A de C.V. ASSA ABLOY Innovation AB ASSA ABLOY Hospitality AB WHAIG Limited ASSA ABLOY Asia Pacific Ltd Total Note 18 Shares in associates 2007 Company name Talleres Agui S.A Låsgruppen Wilhelm Nielsen AS Papan Security Industries Co. Ltd. Cerraduras de Colombia Cerracol S.A Renato Fattorini SRL Other Total 2006 Company name Talleres Agui S.A. Låsgruppen Wilhelm Nielsen AS Cerraduras de Colombia Cerracol S.A Renato Fattorini SRL Other Total Corporate identity number, Registered office Number of shares % of share capital Book value, SEK M Parent company 556061-8455 Eskilstuna 556214-7735 Landskrona 556204-8511 Landskrona 556047-9148 Stockholm 556645-4087 Stockholm 556645-0275 Stockholm 556602-4500 Stockholm 556608-2979 Stockholm 1094741-7 Joensuu 979207476 Moss CVR 10050316 Herlev HR B 66227 Berlin 23028070 Dordrecht 08023138 Apeldoorn 33216643, Amsterdam 412140907 R.C.S. Versailles CH-020.3.913.588-8 Zürich CH-232-0730018-2 Granges FN 273601f, A-6175 Kematen 2096505 Willenhall 5099094 Haverhill 364896, Galway 520036583 Yavne 1948/030356/06 Johannesburg 39347-83 Salem, Oregon 147126 Ontario 1148165260 St Laurent 002098175 Ontario ACN 095354582 Oakleigh, Victoria 199804395K Singapore GIP980312169 Mexico 556192-3201 Stockholm 556180-7156 Göteborg EC21330 Bermuda 53451 Hong Kong 70 15,000 1,000 400 1,000 1,000 1,000 1,000 800,000 150,000 60,500 2 3,515 4,000 500 12,499,999 10,736 2,500 1 1,330,000 1 501,000 13,787,856 100,220 100 25,846,590 1 1 48,190,000 3,400,000 27,036,635 2,500 1,000 100,100 1,000,000 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 98 100 100 100 100 100 90 100 100 100 100 100 100 100 100 100 100 100 100 14 22 31 529 220 0 189 0 631 538 376 1,064 88 928 78 1,582 0 47 15 1,705 1 333 901 184 2,259 0 13 78 242 43 765 1 14 303 72 13,266 Country of registration Spain Norway China Colombia Italy Country of registration Spain Norway Colombia Italy Group Number of shares % of share capital Book value SEK M 4,800 305 123,323 182,682 – – Number of shares 4,800 305 182,682 – – 40 50 3 29 25 – 14 12 5 2 5 1 39 Group %,of share capital Book value SEK M 40 50 29 25 – 17 12 2 2 0 33 ASSA ABLOY Annual Report 2007 78 Notes 19–23 Note 19 Deferred tax on income Note 22 Accounts receivable Group 2006 2007 SEK M Accounts receivable Provision for bad debts Total Group 2006 5,359 –278 5,081 2007 5,831 –294 5,537 There is a limited concentration of credit risks associated with accounts receivable because the Group has a large number of customers with a wide international spread. The fair value of receivables equals their carrying value. SEK M Deferred tax receivables Tax-deductible goodwill Pensions Other deferred tax receivables Deferred tax receivables Deferred tax liabilities Deferred tax receivables, net Change in deferred tax during the year At 1 January Acquisitions of subsidiaries Reported in income statement Exchange-rate differences At 31 December 533 250 306 1,089 106 983 1,196 –174 12 –51 983 439 187 255 881 119 762 983 –84 –136 –1 762 The group has additional tax losses carried forward of some SEK 900 M (700) for which deferred tax receivables have not been recognized. Note 20 Other long-term financial assets Group Parent company SEK M 2006 2007 2006 2007 Other shares and partici- pations Interest-bearing long- term receivables Other long-term receiv- ables Total 18 37 128 105 95 241 28 170 14 42 118 174 29 72 – 101 Other shares and participations are valued at acquisition value. Interest-bearing long-term receivables and other long- term receivables are valued at accrued acquisition value. Maturity analysis Accounts receivable not due Accounts receivable past due not impaired < 3 months 3 –12 months > 12 months Impaired accounts receivable < 3 months 3 –12 months > 12 months Provision for bad debts Total Carrying amount per currency EUR USD GBP AUD SEK Other currencies Total Note 21 Inventories Current year’s change in provision for bad debts SEK M Materials and supplies Work in progress Finished goods Paid in advance Total Group 2006 1,171 1,207 1,575 73 4,026 2007 1,157 1,361 1,782 99 4,399 Opening balance Acquisitions (+) / disposals (–) Receivables written off Reversal of unused amounts Provision for bad debts Translation differences Closing balance Note 23 Derivative financial instruments Direct material costs during the year amounted to SEK 10,721 M (9,561), of which SEK 103M (185) represented write-downs of inventory. SEK M Derivative, positive value (assets) Interest rate swaps – fair value hedging Interest rate swaps – held for trading Currency basket options Currency contracts – held for trading Derivative, negative value (liabilities) Interest rate swaps – fair value hedging Interest rate swaps – held for trading Currency contracts – held for trading Derivative financial instruments, net (liability) Group 2006 2007 – 2 10 28 40 –18 – –24 –42 –2 26 – 6 62 94 – –5 –21 –26 68 3,866 1,292 156 17 1,465 216 144 140 500 –294 5,537 1,947 1,621 362 269 202 1,136 5,537 278 8 –71 –23 89 13 294 Notes 24–25 Note 24 Cash and cash equivalents Group Parent company SEK M 2006 2007 2006 2007 Cash and bank balances Short-term investments (duration <3 months) Total 1,115 1,212 39 1,154 126 1,338 1 – 1 0 – 0 Short-term investments shown in the consolidated balance sheet amounted to SEK 126 M (40) at year-end, of which SEK 0 M (1) were either non-realizable receivables with a term to maturity of over three months or investments in securities. These items are not classified as cash and cash equivalents and are not included in the table above. The Parent company’s and cash equivalents are held in a sub-account to the Group cash pool and from 2007 are classified as short-term balances with subsidiaries. Compar- atives have been adjusted accordingly. Note 25 Borrowings SEK M Long-term loans (A) Convertible debenture loans long-term part (A, B) Long-term loans, total (A) Short-term loans (C) Short-term loans, total Total Group 2006 2007 6,010 5,805 1,252 7,262 6,281 6,281 2,245 8,050 5,258 5,258 13,543 13,308 Parent company 2006 1,500 1,252 2,752 536 536 3,288 2007 1,500 2,245 3,745 622 622 4,367 Also see the section ‘Financial risk management’ on pages 63-66. (A) Long-term loans The Parent company’s long-term loans mature within five years. The maturities for the Group’s long-term loans, including the long-term part of convertible debenture loans, are: ASSA ABLOY Annual Report 2007 79 Incentive 2004 has a variable interest rate equivalent to 0.9* EURIBOR + 47 basis points. Any conversion of Incen- tive 2004 will take place in a 90-day period between March and June 2009. Full conversion at a conversion rate of EUR 10.20 for Bond 1, of EUR 12.20 for Bond 2, of EUR 14.30 for Bond 3 and of EUR 16.30 for Bond 4 will add 7,782,155 shares. The dilution effects with full conversion will amount to 2.1 percent of share capital and 1.4 percent of the total number of votes. Incentive 2006 has a variable interest rate equivalent to 0.9* EURIBOR + 45 basis points. Any conversion of Incen- tive 2006 will take place in a 180-day period between December 2010 and June 2011. Full conversion at a con- version rate of EUR 14.60 for Bond 1, of EUR 15.90 for Bond 2, of EUR 17.30 for Bond 3 and of EUR 18.60 for Bond 4 will add 2,332,350 shares. The dilution effects with full conver- sion will amount to 0.6 percent of share capital and 0.4 percent of the total number of votes. Incentive 2007 has a variable interest rate equivalent to 0.9* EURIBOR + 35 basis points. Any conversion of Incen- tive 2007 will take place in a 30-day period in May and June 2012. Full conversion at a conversion rate of EUR 18.00 for Bond 1, of EUR 20.50 for Bond 2, of EUR 23.00 for Bond 3 and of EUR 25.40 for Bond 4 will add 4,679,610 shares. The dilution effects with full conversion will amount to 1.2 per- cent of share capital and 0.8 percent of the total number of votes. Incentive 2007 has been issued at the nominal amount of the convertible bond. The valuation has been performed by an external party and based on customary methods, by the use of Black & Scholes, taking into account conditions specific for the program. Full conversion of the three programs will add a total of 14,794,115 shares and result in dilution effects amounting to 3.9 percent of share capital and 2.6 percent of the total number of votes. Incentive 2004 has a value of EUR 100 M, Incentive 2006 has a value of EUR 38 M and Incentive 2007 has a value of EUR 100 M. (C) Short-term loans SEK M Corporate credit line Other short-term loans Carrying amount Group 2006 482 5,799 6,281 2007 243 5,015 5,258 Fair value of short-term loans 6,280 5,258 Group 2007 4,850 3,200 8,050 8,238 SEK M Between two and five years Over five years Carrying amount Fair value of long-term loans Securities pledged against long-term loans: Real estate mortgages Total (B) Convertible debenture loans SEK M Incentive 2004 Incentive 2006 Incentive 2007 Carrying amount Fair value of convertible debenture loans 2006 3,276 3,986 7,262 7,174 47 47 2006 905 347 – 1,252 1,251 40 40 Overdrafts granted to the Group totaled SEK 1,682 M (1,226), of which SEK 243M (482) was utilized. Group 2007 942 362 942 2,245 2,245 ASSA ABLOY Annual Report 2007 80 Notes 26–29 Note 26 Parent company’s equity The Parent company’s equity is split between restricted and unrestricted equity. Restricted equity consists of share capital, the statutory reserve and the fair value reserve. Restricted funds must not be reduced by issue of dividends. Unrestricted equity consists of retained earnings and the year’s net income. The statutory reserve contains premiums (amounts received from share issues that exceed the nominal value of the shares) relating to shares issued up to 2005. Note 27 Share capital, number of shares and dividend per share Number of shares (thousands) Series A Series B Total Share capital SEK T 19,175 346,743 365,918 365,918 19,175 346,743 365,918 365,918 191,753 346,743 538,496 19,175 346,743 365,918 365,918 19,175 346,743 365,918 365,918 191,753 346,743 538,496 Opening balance at 1 January 2006 Closing balance at 31 December 2006 Number of votes, thousands Opening balance at 1 January 2007 Closing balance at 31 December 2007 Number of votes, thousands All shares have a par value of SEK 1.00 and provide the holders with equal rights to the Company’s assets and earnings. All shares are entitled to dividends subsequently issued. Each Series A share carries ten votes and each Series B share one vote. All issued shares are fully paid-up. The average number of shares during the year, to the nearest thousand, was 365,918 thousand (365,918). The average number of shares after full conversion of outstand- ing convertible bonds, similarly rounded, was 378,533 thousand (379,214). Dividend per share The dividend paid out during the financial year amounted to a total sum of SEK 1,189 M (1,189), corresponding to SEK 3.25 (3.25) per share. At the Annual General Meeting on 24 April 2008, a dividend of SEK 3.60 per share for the year 2007 – a total sum of SEK 1,317 M – will be proposed. Note 28 Reserves Group (SEK M) Opening balance at 1 January 2006 Translation differences Financial instruments, fair value Closing balance at 31 December 2006 Opening balance at 1 January 2007 Translation differences Financial instruments, fair value Closing balance at 31 December 2007 Trans- lation reserve 1,060 –1,313 – –253 –253 –287 – –540 Hedging reserve Total 1 – –1 1,061 –1,313 –1 0 0 – 0 0 –253 –253 –287 0 –540 The translation reserve consists of all currency translation differences that arise in the translation of financial reports from foreign operations prepared in a currency other than Swedish kronor, the currency used to present the Group’s financial reports. If a foreign operation is sold, translation differences are transferred to the income statement. Note 29 Post-employment employee benefits Post-employment employee benefits include pensions and medical benefits. Pension plans are classified as either defined benefit plans or defined contribution plans. Pen- sion obligations reported in the balance sheet are mainly due to defined benefit pension plans. ASSA ABLOY has defined benefit plans in a number of countries, those in the USA and the UK being the most significant ones. There are also obligations related to post-retirement medical bene- fits in the USA. Amounts recognized in the income statement Pension costs (SEK M) 2006 2007 Defined benefit pension charges (A) Defined contribution pension charges Post-employment medical benefit charges (A) Total 84 299 30 413 29 326 29 384 Amounts recognized in the balance sheet Pension provisions (SEK M) 2006 2007 Provisions for defined benefit pension plans (B) Provisions for post-employment medical benefits (B) Provisions for defined contribution pension plans Pension provisions Financial assets Pension provisions, net 808 406 83 1,297 –21 1,276 701 383 72 1,156 –20 1,136 Note 29 cont. A) Specification of amounts recognized in the income statement ASSA ABLOY Annual Report 2007 81 Post-employment medical benefits Defined benefit pension plans Total Pension cost (SEK M) 2006 2007 Current service cost Interest on obligation Expected return on plan assets Net actuarial losses (gains) Past service cost Losses (gains) on curtailments/settlements Total of which, included in Operating income Net financial items Total 7 23 – – – – 30 7 23 30 7 22 – – – – 29 7 22 29 2006 73 204 –202 1 2 6 84 82 2 84 2007 58 206 –214 0 0 –21 29 58 –29 29 2006 80 227 –202 1 2 6 114 89 25 114 2007 65 228 –214 0 0 –21 58 65 –7 58 Actuarial gains/losses resulting from changes in the actuarial assumptions for defined benefit pension plans are recognized to the extent that their accumulated amount exceeds the ‘corridor’, i.e. 10 percent of the higher of the obligation’s present value or the fair value of plan assets. The surplus/deficit outside the 10 percent corridor is recognized as income/expense over the expected average remaining service period, starting in the year after the actuarial gain or loss arose. Amortization of actu- arial gains/losses that arose in 2007 will start in 2008. The actual return on plan assets regarding defined benefit plans was SEK 239 M (267) in 2007. There are no defined benefit plans with surpluses within the Group. Partly funded or unfunded pension plans are reported as provisions for pensions. B) Specification of amounts recognized in the balance sheet Specification of pension provisions (SEK M) Present value of funded obligations (C) Fair value of plan assets (D) Net value of funded plans Present value of unfunded obligations (C) Unrecognized actuarial gains (losses), net Unrecognized past service cost Total C) Movement in pension obligations SEK M Opening obligation Current service cost Interest on obligation Actuarial losses (gains) Curtailments / settlements Payments Translation differences Closing obligation D) Movement in fair value of plan assets SEK M Opening fair value of plan assets Expected return on plan assets Actuarial gains (losses) Curtailments / settlements Net payments Translation differences Closing fair value of plan assets (E) Post-employment medical benefits 2006 2007 – – – 406 2 –2 406 – – – 391 –4 –4 383 Defined benefit pension plans Total 2006 3,823 –3,133 690 258 –140 – 808 2007 3,733 –3,177 556 260 –114 –1 701 2006 3,823 –3,133 690 664 –138 –2 1,214 Post-employment medical benefits 2006 2007 475 7 23 –16 – –25 –58 406 406 7 22 6 2 –28 –24 391 Defined benefit pension plans Total 2006 4,417 73 204 –120 –68 –144 –281 4,081 2007 4,081 58 206 13 –40 –175 –150 3,993 2006 4,892 80 227 –136 –68 –169 –339 4,487 2007 3,733 –3,177 556 651 –118 –5 1,084 2007 4,487 65 228 19 –38 –203 –174 4,384 Defined benefit pension plans 2006 3,009 202 65 –72 186 –257 3,133 2007 3,133 214 25 – –16 –179 3,177 ASSA ABLOY Annual Report 2007 82 Note 29 cont. E) Plan asset allocation Plan assets Shares Debt instruments Other assets Key actuarial assumptions (yearly, weighted average) Discount rate Expected return on plan assets1 Future salary increases Future pension increases Future medical benefit increases Expected inflation As at 31 December Present value of obligation (+) Fair value of plan assets (–) Obligation, net 2004 3,960 –2,243 1,717 2005 4,892 –3,009 1,883 2006 2,355 620 158 3,133 2006 5.2% 7.2% 2.1% 2.7% 12.0% 2.8% 2006 4,487 –3,133 1,354 2007 2,356 633 188 3,177 2007 5.6% 7.1% 2.4% 2.7% 11.0% 2.9% 2007 4,384 –3,177 1,207 1 The expected return on plan assets is determined by considering the expected returns available on the assets underlying the current investment policy. Plan assets chiefly consist of equity instruments and the expected return reflects long-term rates of return on the market. Pensions with Alecta Commitments for old-age pensions and family pensions for salaried employees in Sweden are guaranteed in part through insurance with Alecta. According to UFR 3 this is a defined benefit plan that covers many employers. For the 2007 financial year the company has not had access to information making it possible to report this plan as a defined benefit plan. Pen- sion plans in accordance with ITP that are guaranteed through insurance with Alecta are therefore reported as defined contribution plans. The year’s contributions that are contracted to Alecta amount to SEK 9 M (11), of which SEK 4 M (4) relates to the Parent company. Alecta’s surplus may be distributed to the policy-holders and/or the persons insured. At the end of 2007 Alecta’s surplus expressed as collective consolidation level amounted to 152.0 (143.1) percent. Collective consolidation level consists of the market value of Alecta’s assets as a percentage of its insurance commitments calculated according to Alecta’s actuarial calculation assumptions, which do not comply with IAS 19. Notes 30–35 Note 30 Other provisions Note 33 Contingent liabilities SEK M Opening balance at 1 January 2006 Reclassifications Provisions for the year Acquisitions of subsidiaries Utilized during the year Translation differences Closing balance at 31 Dec 2006 Opening balance at 1 January 2007 Reclassifications Reversal of unused amounts Provisions for the year Acquisitions of subsidiaries Utilized during the year Translation differences Closing balance at 31 Dec 2007 Balance-sheet breakdown: Other long-term provisions Other short-term provisions Total Group Restruc- turing reserve Other Total 344 – 1,265 – –342 –10 1,257 1,257 –3 –74 54 – –424 18 828 88 91 27 6 –22 –4 186 186 164 – 17 293 –94 –54 512 Group 2006 751 692 1,443 432 91 1,292 6 –364 –14 1,443 1,443 161 –74 71 293 –518 –36 1,340 2007 774 566 1,340 The restructuring reserve is concerned chiefly with the ongoing three-year restructuring program initiated in 2006. The closing balance of the provision is expected to be utilized during the coming two-year period and is mainly related to severance payments. The long-term part of the restructuring provision totaled SEK 433 M. Detailed information about the restructuring program appears in the Report of the Board of Directors. Other provisions relate to estimates of deferred con siderations related to acquisitions and legal obligations including future environ- ment-related requirements. Parent company Other provisions in the Parent company relate to esti- mates of deferred considerations related to acquisitions. ASSA ABLOY Annual Report 2007 83 Parent company Group SEK M 2006 2007 2006 2007 Guarantees Guarantees on behalf of subsidiaries Other Total 77 837 15 929 79 135 145 1,126 17 1,222 9,776 – 9,911 9,785 – 9,930 The group has contingent liabilities in the form of bank guarantees and other guarantees that arose in the normal course of business. No significant liabilities are expected to occur through these contingent liabilities. Note 34 Net debt SEK M Long-term interest-bearing receivables Short-term interest-bearing investments incl. derivatives Cash and bank balances Pension obligations Long-term interest-bearing liabilities Short-term interest-bearing liabilities incl. derivatives Total Group 2006 –127 –80 –1,115 1,297 7,262 2007 –105 –220 –1,212 1,156 8,050 6,323 13,560 5,284 12,953 Note 35 Acquisitions 2007 (SEK M) Cash paid, including direct acquisition costs Unpaid parts of purchase prices Total purchase price Fair value of acquired net assets Goodwill Acquired assets and liabilities in accordance with purchase price allocations Intangible assets Tangible assets Inventories Receivables Cash and cash equivalents Interest-bearing liabilities Other liabilities Minority interests Acquired net assets at fair value Total 1,424 251 1,675 –646 1,029 341 273 253 271 100 –104 –345 –143 646 –328 120 438 1,424 –100 1,324 989 134 46 Note 31 Other short-term liabilities SEK M VAT and excise duty Employee withholding tax Advances received Social security contributions and other taxes Other short-term liabilities Total Group 2006 2007 Fair value adjustments, intangible assets Fair value adjustments, deferred taxes etc Acquired net assets at book value 204 69 54 30 324 681 217 74 66 26 241 624 Purchase prices settled in cash Cash and cash equivalents in acquired subsidiaries Change in Group cash and cash equivalents resulting from acquisitions Net sales from times of acquisition EBIT from times of acquisition Net income from times of acquisition Note 32 Accrued expenses and prepaid income SEK M 2006 2007 2006 2007 Group Parent company Personnel-related expenses Customer-related expenses Prepaid income Accrued interest expenses Other Total 1,072 1,346 349 95 67 748 2,331 438 121 87 625 2,617 71 – – 24 20 115 51 – – 39 14 104 Total net sales in 2007 of acquired entities amounted to SEK 1,841 M and net income amounted to SEK 64 M. No individually material acquisition was performed in 2007. Pemko, Aontec. Baodean and iRevo were the largest acquisitions during 2007. ASSA ABLOY Annual Report 2007 84 Note 35 cont. Pemko On 1 January 2007 the Group acquired 100 percent of the share capital of Pemko Manufacturing Company, a leading North American producer of door components. The acqui- sition of Pemko brings into ASSA ABLOY a well recognized and highly respected producer of door components. The Pemko product line is complementary to ASSA ABLOY’s existing product offerings and distribution channels. The company has its headquarters in Ventura, California, from where most of the business is conducted. The brand has been separately recognized and remaining goodwill is chiefly related to synergies and other intangible assets not qualifying for separate recognition. Aontec On 3 July 2007 the Group acquired 100 percent of the share capital of Aontec Teoranta, one of the world’s largest suppliers of RFID inlays for electronic passports. The acqui- sition expanded the customer base, provided ASSA ABLOY with yet another secure site for our operations and added complementary manufacturing technologies for RFID inlays. Aontec designs and manufactures RFID inlays mainly for European passport printers and security integrators. The operations are conducted in high-security premises in Ire- land. Intangible assets in the form of customer relation- ships and licenses have been separately recognized. Remaining goodwill is chiefly related to synergies and other intangible assets not qualifying for separate recognition. Baodean On 1 October 2007 the Group acquired 70 percent of Bao- dean, a leading Chinese lock company. Baodean manufac- tures and distributes anti-theft door locks and cylinders mainly for the Chinese market. The company leads the mar- ket segment of high-security anti-theft door locks and cyl- inders in China and has developed an extensive support and service network. Baodean is located in the Zhejiang region, south of Shanghai. Based on a preliminary pur- chase-price allocation, the brand has been separately rec- ognized and remaining goodwill is chiefly related to syner- gies and other intangible assets not qualifying for separate recognition. iRevo On 12 October 2007 the Group acquired more than 50 percent of the share capital of iRevo, a Seoul-listed com- pany and market leader in digital door locks. The acquisi- tion brings benefits to the ASSA ABLOY Group including a market-leading position in Korea, access to efficient distri- bution channels in the residential sector and ability to lev- erage on ASSA ABLOY’s global distribution network. Based on a preliminary purchase-price allocation, the brand has been separately recognized and remaining goodwill is chiefly related to synergies and other intangible assets not qualifying for separate recognition. 2006 (SEK M) Fargo Other Total Cash paid, including direct acquisition costs Unpaid parts of purchase prices Total purchase price Fair value of acquired net assets Goodwill 2,486 – 2,486 –939 1,547 Acquired assets and liabilities in accordance with purchase price allocations Intangible assets Tangible assets Inventories Receivables Cash and cash equivalents Interest-bearing liabilities Other liabilities 708 30 46 83 313 – –241 Acquired net assets at fair value 939 1,000 67 1,067 –351 716 120 100 139 160 56 –39 –185 351 3,486 67 3,553 –1,290 2,263 828 130 185 243 369 –39 –426 1,290 Fair value adjustments, intangible assets Fair value adjustments, deferred taxes etc Acquired net assets at book value Purchase price settled in cash Cash and cash equivalents in acquired subsidiaries Change in Group cash and cash equivalents resulting from acquisitions Net sales from times of acquisition EBIT from times of acquisition Net income from times of acquisition –708 –118 –826 288 44 332 519 2,486 277 1,000 796 3,486 –313 –56 –369 2,173 944 3,117 306 58 –3 687 84 35 993 142 32 Acquired entities had total net sales of SEK 1,580 M in 2006. Fargo Electronics was the largest acquisition in 2006, while Adams Rite and Baron were the most important among the other acquisitions. Fargo Electronics On 3 August 2006 the Group acquired 100 percent of the share capital of Fargo Electronics, a world-leading company in systems for secure issuance of ID cards including card printers, peripheral equipment and software. The acquisi- tion will make possible a unique offering of products and services for secure issuance of identity and authorization cards. Fargo is the only manufacturer to offer three com- pletely different printing technologies – High-Definition Printing (reverse image), Direct-to-Card printing (dye- sublimation) and CardJet Printing technology (inkjet) – to meet the requirements of customers on different markets. Fargo has a comprehensive patent portfolio that protects these different technologies. Intangible assets in the form of technology, brands and customer relationships have been reported separately. Remaining goodwill lies mainly in synergies and intangible assets that do not meet the criteria for separate reporting. ASSA ABLOY Annual Report 2007 85 Adams Rite On 24 March 2006 the Group acquired 100 percent of the share capital of Adams Rite, a leading American manufac- turer of locks and fittings for aluminum doors. The acquisi- tion brings ASSA ABLOY complementary products and new distribution channels. Adams Rite designs and manufac- tures mechanical and electromechanical security products. The company has a strong brand and product range in alu- minum doors, which are sold through distribution channels that complement ASSA ABLOY’s existing channels. The company’s head office is in Pomona, California, where most of its operations also take place, with a focus on assembly. In the UK the company is the leading distributor of mechanical and electromechanical security products for commercial aluminum doors. The brand has been reported separately, while remaining goodwill lies mainly in syner- gies and intangible assets that do not meet the criteria for separate reporting. Baron On 31 March 2006 the Group acquired 100 percent of the share capital of Baron Metal Industries Inc, Canada’s lead- ing manufacturer of steel doors and door frames. The acquisition gives ASSA ABLOY a broader range of steel doors and frames. The company has its head office and fac- tory in Woodbridge, Toronto. The brand has been reported separately, while remaining goodwill lies mainly in syner- gies and intangible assets that do not meet the criteria for separate reporting. Note 36 Note 36 Average number of employees, with breakdown into women and men Average number of employees by country and by gender Women Men Total Group Sweden Finland Norway Denmark United Kingdom Belgium Netherlands France Germany Switzerland Italy Spain Czech Republic Romania Israel South Africa Canada USA Mexico South America Malaysia China Australia New Zealand Other Total 2006 584 435 268 126 664 83 99 913 484 188 134 239 558 414 113 364 95 2,481 1,808 159 181 1,635 290 158 280 12,753 2007 587 457 219 149 717 83 109 889 484 177 178 230 712 350 132 328 113 2,342 1,456 165 252 1,821 318 99 324 12,691 2006 975 676 405 179 1,004 137 513 1,394 818 261 201 540 345 539 301 383 453 4,110 1,077 533 76 2,200 724 199 446 18,489 2007 903 699 466 259 837 128 537 1,376 791 251 228 556 403 489 327 382 451 4,861 915 530 164 2,512 730 202 579 19,576 2006 1,559 1,111 673 305 1,668 220 612 2,307 1,302 449 335 779 903 953 414 747 548 6,591 2,885 692 257 3,835 1,014 357 727 31,243 2007 1,490 1,156 685 408 1,554 211 646 2,265 1,275 428 406 786 1,115 839 459 710 564 7,203 2,371 695 416 4,333 1,048 301 903 32,267 Parent company 2006 2007 2006 2007 2006 2007 Women Men Total Sweden Other Total 32 5 37 29 2 31 51 8 59 61 6 67 83 13 96 90 8 98 Gender-split in senior management Group Board of Directors1 Executive Team Total 1 Excluding employee representatives. Women Men Total 2006 2007 2006 2007 2006 2007 1 – 1 1 – 1 7 9 16 7 10 17 8 9 17 8 10 18 ASSA ABLOY Annual Report 2007 86 Note 37 Note 37 Cash flow SEK M Adjustments for non-cash items Profit on sales of fixed assets Change of pension obligations Other Adjustments for non-cash items Paid and received interest Interest paid Interest received Paid and received interest Change in working capital Inventory increase/decrease (–/+) Accounts receivable increase/decrease (–/+) Accounts payable increase/decrease (–/+) Other working capital increase/decrease (–/+) Change in working capital Group 2006 2007 7 2 1 10 –758 50 –708 –526 –487 223 86 –704 –58 20 –11 –49 –764 30 –734 –148 –256 219 160 –25 Capital expenditure Purchases of tangible and intangible assets Sales of tangible and intangible assets Net capital expenditure –894 155 –739 –1,050 299 –751 Investments in subsidiaries Acquired assets and liabilities according to purchase price allocations Intangible assets Tangible assets Inventory Accounts receivable Other receivables Minority interests Long-term liabilities Accounts payable Other short-term liabilities Acquired net debt Purchase price Less, acquired cash and cash equivalents Less, unpaid parts of purchase prices Plus, paid parts of purchase prices relating to previous years Investments in subsidiaries Investments in associates Investments in associates Investments in associates Other investments Investments in / sales of other shares Investments in / sales of other financial assets Other investments –3,091 –130 –185 –199 –34 –14 223 131 85 –339 –3,553 369 67 –1,370 –273 –253 –206 –65 143 117 154 74 4 –1,675 100 251 –5 –34 –3,122 –1,358 1 1 –4 –7 –11 – – –13 –5 –18 Comparatives for 2006 have been adjusted compared to the 2006 Annual Report. Cash flow from operating activi- ties has been reduced by restructuring payments for the year. Cash flow from financing activities has increased by the same amount. Five years in summary ASSA ABLOY Annual Report 2007 87 2003 Business was affected by weak demand in major markets in Europe and North America. Substantial negative exchange- rate effects, mainly due to the weak US dollar, reduced reported sales and earnings. The main acquisitions were in Europe in the identification technology sector. Following the appointment of Bo Dankis as the Group’s new President and CEO, a new organization consisting of four divisions (EMEA, Americas, Asia Pacific and Global Technologies) was implemented. The Executive Team was reduced from 17 people to 7. A two-year action program entitled Leverage & Growth was launched towards the end of the year. The aims of the program were to realize group synergies and strengthen sustainable organic growth. 2004 Some recovery in demand on major markets contributed to a notable improvement in organic growth. Acquisitions contributed to business performance in the EMEA and Glo- bal Technologies divisions. Negative exchange-rate effects continued to reduce reported sales and earnings. The operating margin rose owing to better sales volumes and cost savings as a result of the ongoing action program, while higher purchase prices for important metals were neutralized by higher selling prices and changes in the pur- chasing structure. Operating cash flow was strong as usual. During the year, ASSA ABLOY refined the Group’s strategy with the aim of strengthening organic growth in ASSA ABLOY’s core business and in attractive and fast-grow- ing markets and product segments, and of better exploiting the Group’s size to generate significant cost savings, mainly in production and purchasing. 2005 Sales were relatively weak at the start of the year but then steadily improved, which resulted in good organic growth for the full year. The Group’s performance was founded on strong demand on the important US market. A number of small companies were acquired, mainly in the Asia Pacific and Global Technologies divisions. The Leverage & Growth program was concluded at year- end. This program contributed to increasing the Group’s efficiency and productivity. The operating margin and oper- ating cash flow both improved during the year. Johan Molin succeeded Bo Dankis as President and CEO. ASSA ABLOY strengthened its position by focusing on customer value in both traditional businesses and segments with rather higher market growth such as electromechani- cal locks, automatic doors, access control systems and iden- tification technology. 2006 This was a very good year for ASSA ABLOY, with the highest organic growth in the company’s history and a substantial improvement in profitability. ASSA ABLOY’s robust per- formance was based on strong economic growth in the Group’s most important markets in Europe and North America, as well as success in fast-growing segments such as electromechanical locks, access control, automatic doors and identification technology. The acquisition rate increased and acquisitions included Fargo Electronics, a global leader in the fast-growing segment of secure card issuance. A three-year restructuring program to realize synergies and increase efficiency in the Group’s manufacturing units was launched during the year. This program means that a major part of production will switch focus from full produc- tion to concentrate on final assembly. Some production will be relocated to low-cost countries, resulting in the closing of a number of production units. Total restructuring costs amounted to SEK 1,274 M and the program is predicted to produce annual savings of SEK 600 M when fully imple- mented in 2009. Sales volume growth, acquisitions and the restructuring measures implemented contributed to the strong increase in operating income. During the year, the Group increased a number of prices to compensate for the substantial rise in raw-material costs, which therefore had only a modest neg- ative impact on the operating margin. 2007 The year saw strong growth for ASSA ABLOY, combined with continued very satisfactory growth in earnings. All five divisions showed growth, increased profitability and an improved return. ASSA ABLOY’s strong performance was based on long-term structural growth in demand in the Group’s most important markets in Europe and North America, increasing demand in new markets, and suc- cesses in fast-growing segments such as electromechanical locks, access control, secure smartcard issuance, automatic doors and identification technology. The acquisition rate remained high during the year and major acquisitions included Baodean (China), iRevo (Korea), Aontec (Irish Republic), Powershield (Northern Ireland), Pemko (North America) and Pyropanel (Australia). The successful implementation of the three-year restruc- turing program for the Group’s manufacturing units contin- ued during the year. All 50 projects are proceeding accord- ing to plan and more than 1,300 employees out of a planned total of 2,000 have now left the Group. By year- end 2007 cost savings were running at over 60 percent of the final target of achieving annual savings of SEK 600 M in 2009. Sales-volume growth, acquisitions, price management and the restructuring measures implemented, as well as continuous improvements in production, administration and market development, contributed to the strong finan- cial performance. ASSA ABLOY Annual Report 2007 88 Five years in summary (Amounts in SEK M unless stated otherwise) 20031 20041 2005 2006 2007 Sales and income Sales Organic growth, % Acquired growth, % Operating income before depreciation / amortization (EBITDA) Depreciation Operating income (EBIT) Income before tax (EBT) Net income Cash flow Cash flow from operating activities Cash flow from investing activities Cash flow from financing activities Cash flow Operating cash flow Capital employed and financing Capital employed – of which, goodwill Net debt Minority interests Shareholders’ equity (excl. minority interests) Data per share, SEK Earnings per share after tax and before dilution Earnings per share after tax and dilution (EPS) Shareholders’ equity per share after dilution Dividend per share (for 2007, as proposed by the Board) Price of Series B share at year-end Key data Gross margin (EBITDA), % Operating margin (EBIT), % Profit margin (EBT), % Return on capital employed, % Return on capital employed excl. restructuring items, % Return on shareholders’ equity, % Equity ratio, % Net debt / Equity ratio, times Interest coverage ratio, times Interest on convertible debenture loan after tax Number of shares, thousands Number of shares after dilution, thousands Average number of employees 24,080 0 5 4,249 1,856 1,073 583 9 3,180 –1,827 –1,772 –419 3,265 22,984 14,766 12,290 16 10,678 3.30 2 3.312 31.23 1.25 85.50 17.6 9.9 2 7.9 2 9.6 2 9.6 2 9.9 2 35.9 1.15 4.7 17.8 365,918 370,935 28,708 25,526 5 5 4,606 923 3,683 3,199 2,356 27,802 5 1 4,960 882 4,078 3,556 2,613 3,018 –1,505 –1,413 100 3,4393 3,153 –1,052 –2,027 73 3,702 3 23,461 13,917 12,208 27 11,226 6.42 6.33 34.74 2.60 113.50 18.0 14.4 12.5 15.3 15.3 20.0 37.4 1.09 7.6 24.0 365,918 378,718 29,160 26,653 15,716 12,240 71 14,342 7.13 6.97 42.85 3.25 125.00 17.8 14.7 12.8 15.9 15.9 18.1 42.8 0.85 8.2 33.1 365,918 378,718 29,578 31,137 9 3 5,669 3 898 4,771 3 2,626 1,756 2,968 –3,871 1,203 300 3,528 3 27,205 16,683 13,560 60 13,585 4.77 7.99 3 39.13 3.25 149.00 18.2 3 15.3 3 8.4 12.1 17.1 11.5 38.4 0.99 5.1 43.6 365,918 376,033 31,243 33,550 7 5 6,366 909 5,458 4,609 3,368 3,871 –2,127 –1,568 176 4,808 3 28,621 17,270 12,953 201 15,467 9.18 9.02 46.76 3.60 129.75 19.0 16.3 13.7 18.4 18.4 21.0 41.5 0.83 7.4 55.0 365,918 380,713 32,267 1 2003 has not been adjusted for IFRS. 2004 has been adjusted for IFRS – see information about main effects on pages 85–89 of the 2005 Annual Report. 2 Excluding non-recurring items. 3 Excluding restructuring items. Quarterly information ASSA ABLOY Annual Report 2007 89 THE GROUP IN SUMMARY (Amounts in SEK M unless stated otherwise) Sales Organic growth Gross income excl. restructuring costs Gross income / Sales Operating income before depreciation (EBITDA) excl. restructuring costs Gross margin (EBITDA) Depreciation Operating income (EBIT) excl. restructuring costs Operating margin (EBIT) Restructuring costs Operating income (EBIT) Net financial items Income before tax (EBT) Profit margin (EBT) Tax Net income Allocation of net income Shareholders in ASSA ABLOY AB Minority interests Q1 2006 7,653 12% 3,114 40.7% 1,332 17.4% –222 1,110 14.5% – 1,110 –145 965 12.6% –261 704 Q2 2006 7,689 7% 3,140 40.8% 1,378 17.9% –227 1,151 15.0% –520 631 –156 475 6.2% –178 297 Q3 2006 7,736 8% 3,118 40.3% 1,464 18.9% –229 1,235 16.0% –437 798 –181 617 8.0% –251 366 Q4 Full year 2006 2006 9% 8,059 31,137 9% 3,303 12,676 40.7% 41.0% 1,494 18.5% –220 1,274 15.8% –517 757 –188 569 7.1% –181 388 5,669 18.2% –898 4,771 15.3% –1,474 3,297 –671 2,626 8.4% –870 1,756 Q1 2007 8,227 8% 3,383 41.1% 1,518 18.5% –229 1,289 15.7% – 1,289 –188 1,101 13.4% –298 803 Q2 2007 8,329 7% 3,425 41.1% 1,554 18.7% –229 1,325 15.9% – 1,325 –197 1,128 13.5% –306 822 Q3 2007 8,274 7% 3,405 41.2% 1,625 19.6% –221 1,404 17.0% – 1,404 –193 1,211 14.6% –327 884 Q4 Full year 2007 2007 8,721 6% 3,587 41.1% 1,670 19.1% –230 1,440 16.5% – 1,440 –271 1,168 13.4% –309 859 33,550 7% 13,799 41.1% 6,366 19.0% –909 5,458 16.3% – 5,458 –849 4,609 13.7% –1,240 3,368 703 1 294 3 364 2 385 3 1,746 10 803 1 820 2 882 2 854 5 3,358 10 OPERATING CASH FLOW Operating income (EBIT) Restructuring costs Depreciation Net operating capital expenditure Change in working capital Paid and received interest Non-cash items Operating cash flow1 Operating cash flow / Income before tax2 Q1 2006 1,110 – 222 –180 –492 –114 41 587 0.61 Q2 2006 631 520 227 –180 –163 –176 –26 833 0.84 Q3 2006 798 437 229 –151 –241 –131 –22 919 0.87 Q4 Full year 2006 2006 757 517 220 –228 192 –287 17 1,189 1.09 3,297 1,474 898 –739 –704 –708 10 3,528 0.86 Q1 2007 1,289 – 229 –101 –469 –124 –19 805 0.73 Q2 2007 1,325 – 229 –218 –159 –216 –4 957 0.85 Q3 2007 1,404 – 221 –220 53 –149 –3 1,306 1.08 Q4 Full year 2007 2007 1,440 – 230 –212 550 –245 –23 1,740 1.49 5,458 – 909 –751 –25 –734 –49 4,808 1.04 CHANGE IN NET DEBT Net debt at start of period Operating cash flow Restructuring payments Tax paid Acquisitions Dividend Translation differences Net debt at end of period Net debt / Equity ratio Q1 2006 Q2 2006 Q3 2006 Q4 Full year 2006 2006 Q1 2007 Q2 2007 Q3 2007 Q4 Full year 2007 2007 –587 161 200 682 – –190 12,240 12,506 13,127 14,785 12,240 13,560 13,799 14,534 13,456 –1,740 –3,528 209 342 400 957 434 3,132 – 1,189 194 –772 12,506 13,127 14,785 13,560 13,560 13,799 14,534 13,456 12,953 0.83 –1,306 90 258 341 – –461 –1,189 78 229 8 – –351 –957 81 433 92 1,189 –103 –833 52 341 255 1,189 –383 –919 51 187 2,187 – 152 –805 44 173 509 – 318 0.91 0.99 0.99 1.07 0.98 0.94 0.84 1.02 13,560 –4,808 424 1,264 1,376 1,189 –52 12,953 0.83 NET DEBT Long-term interest-bearing receivables Short-term interest-bearing investments incl. derivatives Cash and bank balances Pension obligations Long-term interest-bearing liabilities Short-term interest-bearing liabilities incl. derivatives Total Q1 2006 –61 –87 –958 1,657 4,541 Q2 2006 –65 –179 –833 1,337 3,830 Q3 2006 –73 –181 –841 1,329 3,901 Q4 2006 –127 –80 –1,115 1,297 7,262 Q1 2007 –139 –79 –998 1,337 7,392 Q2 2007 –161 –119 –1,549 1,239 8,218 Q3 2007 –197 –261 –979 1,213 8,002 Q4 2007 –104 –126 –1,212 1,156 8,050 7,414 6,323 9,037 10,650 12,506 13,127 14,785 13,560 6,285 6,906 5,678 5,189 13,799 14,534 13,456 12,953 1 Excluding restructuring payments. 2 Income before tax excluding restructuring costs 2006. ASSA ABLOY Annual Report 2007 90 CAPITAL EMPLOYED AND FINANCING Q1 2006 Q2 2006 Q3 2006 Q4 2006 Q1 2007 Q2 2007 Q3 2007 Q4 2007 Capital employed – of which, goodwill Net debt Minority interests Shareholders’ equity (excl. minority interests) 27,368 26,497 28,645 27,205 15,966 15,572 17,237 16,683 12,506 13,127 14,785 13,560 60 59 70 64 28,535 28,822 28,198 28,621 17,375 17,237 17,077 17,270 13,799 14,534 13,456 12,953 201 56 59 56 14,793 13,311 13,796 13,585 14,677 14,232 14,686 15,467 DATA PER SHARE, SEK Earnings per share after tax and before dilution Earnings per share after tax and dilution Earnings per share after tax and dilution excl. restructuring costs Shareholders’ equity per share after dilution Q1 2006 Q2 2006 Q3 2006 Q4 Full year 2006 2006 Q1 2007 Q2 2007 Q3 2007 Q4 Full year 2007 2007 1.92 1.88 0.80 0.80 1.00 0.99 1.05 1.05 4.77 4.72 2.19 2.16 2.24 2.20 2.41 2.36 2.34 2.30 1.88 1.95 2.02 2.14 7.99 2.16 2.20 2.36 2.30 9.18 9.02 9.02 44.03 40.93 42.00 39.13 39.13 42.46 43.68 44.68 46.76 46.76 NUMBER OF SHARES Number of shares before dilution, thousands Number of shares after dilution, thousands3 3 Weighted average. Mar 2006 Jun 2006 Sep 2006 Dec Full year 2006 2006 Mar 2007 Jun 2007 Sep 2007 Dec 2007 Full year 2007 365,918 365,918 365,918 365,918 365,918 365,918 365,918 365,918 365,918 365,918 378,718 379,154 381,050 378,050 379,214 376,033 376,599 380,713 380,713 378,533 Definitions of key data terms Organic growth: Change in sales for comparable units after adjustments for acquisitions and exchange-rate effects. Equity ratio: Shareholders’ equity as a percentage of total assets. Gross margin (EBITDA): Operating income before depreciation and amortization as a percentage of sales. Operating margin (EBIT): Operating income as a percentage of sales. Profit margin (EBT): Income before tax as a percentage of sales. Operating cash flow: See the table on page 89 for the items included in operat- ing cash flow. Net capital expenditure: Investments in fixed assets less disposals of fixed assets. Interest coverage ratio: Income before tax plus net interest divided by net interest. Return on shareholders’ equity: Net income excluding minority interests, plus interest expenses after tax for convertible debenture loans, as a percentage of average shareholders’ equity (excluding minority interests) after dilution. Return on capital employed: Income before tax plus net interest as a percentage of average capital employed. Earnings per share after tax and before dilution: Net income excluding minority interests divided by weighted average number of shares before dilution. Depreciation: Depreciation/amortization of tangible and intangible fixed assets. Earnings per share after tax and dilution: Net income excluding minority interests, plus interest expenses after tax for convertible debenture loans, divided by weighted average number of shares after dilution. Net debt: Interest-bearing liabilities less interest-bearing assets. Capital employed: Total assets less interest-bearing assets and non-interest- bearing liabilities including deferred tax liability. Shareholders’ equity per share after dilution: Equity excluding minority interests, plus convertible debenture loan, divided by number of shares after dilution. Proposed disposition of earnings ASSA ABLOY Annual Report 2007 91 The following retained earnings are available for disposition by the shareholders at the Annual General Meeting: Net income for the year: SEK 2,154 M Retained earnings brought forward: SEK 3,186 M TOTAL: SEK 5,340 M The Board of Directors and the President and CEO propose that a dividend of SEK 3.60 per share, a maximum total of SEK 1,317 M, be distributed to shareholders and that the remainder, SEK 4,023 M, be carried forward to the new financial year. Tuesday 29 April 2008 has been proposed as the record date for dividends. If the Annual General Meeting confirms this proposal, dividends are expected to be distributed by VPC AB on Monday 5 May 2008. The Board of Directors and the President and CEO declare that the consolidated accounts have been prepared in accordance with International Financial Reporting Standards, IFRS, as adopted by the EU and give a true and fair view of the Group’s financial position and results. The Parent company’s annual accounts have been prepared in accordance with generally accepted accounting principles in Sweden and give a true and fair view of the Parent company’s financial position and results. The Report of the Board of Directors for the Group and the Parent company gives a true and fair review of the development of the Group’s and the Parent company’s business operations, position and results, and describes significant risks and uncertainties to which the Parent company and the companies that make up the Group are exposed. Stockholm, 13 February 2008 Gustaf Douglas Chairman Melker Schörling Vice Chairman Carl-Henric Svanberg Vice Chairman Johan Molin President and CEO Carl Douglas Board member Per-Olof Eriksson Board member Lotta Lundén Board member Sven-Christer Nilsson Board member Seppo Liimatainen Employee representative Mats Persson Employee representative Our audit report was issued on 13 February 2008 PricewaterhouseCoopers AB Peter Nyllinge Authorized Public Accountant Auditor in Charge Bo Karlsson Authorized Public Accountant ASSA ABLOY Annual Report 2007 92 Audit report To the Annual General Meeting of the shareholders of ASSA ABLOY AB Corporate identity number 556059-3575 We have audited the annual accounts, the consolidated accounts, the accounting records and the administration of the Board of Directors and the President and CEO of ASSA ABLOY AB for the year 2007. (The company’s annual accounts are presented on pages 39-91 of the printed version of this document.) The Board of Directors and the President and CEO 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, IFRS, 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 dis- closures in the accounts. An audit also includes assessing the accounting principles used and their application by the Board of Directors and the President and CEO and significant estimates made by the Board of Directors and the President and CEO when preparing the annual accounts and consolidated accounts as well as evaluating the overall presentation of informa- tion 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 President and CEO. We also examined whether any Board member or the President and CEO 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, IFRS, 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 General 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 President and CEO be discharged from liability for the financial year. Stockholm, 13 February 2008 PricewaterhouseCoopers AB Peter Nyllinge Authorized Public Accountant Auditor in Charge Bo Karlsson Authorized Public Accountant The ASSA ABLOY share The ASSA ABLOY share 93 Share price trend in 2007 The closing price of ASSA ABLOY’s Series B share at the end of 2007 was SEK 129.75 (149.00), equivalent to a market capitalization of SEK 47,203 M (54,521). The ASSA ABLOY share fell 13 percent compared with its closing price at the end of 2006. During the same period, the OMXS All Share Index Stockholm fell by 6 percent. The highest closing price of the share was SEK 164.00, recorded on 3 April, and the lowest was SEK 124.50, recorded on 20 December. Listing and trading ASSA ABLOY’s Series B share is listed on the OMX Nordic Exchange, Stockholm Large Cap. The share has been listed on the Stockholm Stock Exchange since 8 November 1994. During the year, a total of 675 million shares (816) were traded, which is an average of 2.7 million shares (3.3) a day and is equivalent to about 195 percent (229) of the listed shares. Ownership structure The number of shareholders at year-end was 23,961 (26,118). Investors outside Sweden accounted for 49 per- cent (53) of the share capital and 33 percent (36) of the votes. The ten largest shareholders accounted for 40 per- cent (32) of the share capital and 59 percent (54) of the votes. Shareholders with more than 50,000 shares accounted for approximately 2 percent of the total number of shareholders, 93 percent of the share capital and 95 percent of the votes. Share capital and voting rights The share capital at year-end amounted to SEK 365,918,034, distributed among 19,175,323 Series A shares and 346,742,711 Series B shares. All shares have a par value of SEK 1.00 and provide the holders with equal rights to the company’s assets and earnings. Each Series A share carries 10 votes and each Series B share one vote. The trading lot is 200 shares. Dividend and dividend policy The Board of Directors and the President propose that a dividend of SEK 3.60 per share (3.25), a maximum total amount of SEK 1,317 M, be paid to shareholders for the 2007 financial year, equivalent to a direct return of 2.8 per- cent (2.2) on the Series B share. The aim is that, in the long term, the dividend should be equivalent to 33–50 percent of ASSA ABLOY’s earnings after standard tax of 28 percent, but always taking into account ASSA ABLOY’s long-term financing requirements. Share price trend and trading 1998–2007 Dividend per share 1998–2007 200 150 100 50 30 120,000 100,000 80,000 60,000 40,000 20,000 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 Series B share OMX Stockholm_PI Shares traded, thousands (incl. off-floor trading) OMX AB SEK 4.0 3.5 3.0 2.5 2.0 1.5 1.0 0.5 0.0 98 99 00 01 02 03 04 05 06 07 Dividend per share, SEK (2007 proposed dividend) Data per share SEK/Share1 Earnings after tax and dilution 8 Dividend Direct return, % 5 Dividend, % 6, 8 Share price at year-end Highest share price Lowest share price Shareholders’ equity 8 Number of shares (thousands) 7 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 1.76 0.60 0.8 33.5 75.65 92.73 48.07 9.93 2.003 0.74 0.6 32.6 119.50 140.00 73.21 16.953 2.73 0.90 0.5 30.9 184.50 206.70 110.50 30.583 2.982 1.00 0.7 30.5 151.00 186.00 94.50 35.80 3.53 1.25 1.3 32.2 99.50 159.50 76.50 35.85 3.312 1.25 1.5 33.9 85.50 110.00 67.00 31.23 6.33 2.60 2.3 42.0 113.50 113.50 84.00 34.74 6.97 3.25 2.6 47.6 125.00 126.00 89.25 42.85 7.999 3.25 2.2 64.0 149.00 151.00 109.00 39.13 9.02 3.604 2.8 40.5 129.75 164.00 124.50 46.76 295,448 324,200 356, 712 361,730 370,935 370,935 378,718 378,718 376,033 380,713 1 Adjustment made for new issues. 2 Excluding non-recurring items. 3 Key data adjusted following change in accounting principle. 4 Proposed dividend. 5 Dividend as percentage of share price at year-end. 6 Dividend as percentage of adjusted earnings in line with dividend policy. 7 After full dilution. 8 1998–2003 have not been adjusted for IFRS. 9 Excluding restructuring costs. The ASSA ABLOY share 94 ASSA ABLOY’s 10 largest shareholders Based on the share register at 31 December 2007. Shareholders Investment AB Latour SäkI Melker Schörling AB Alecta Swedbank Robur funds Oppenheimer funds Fidelity funds Harbor Funds Inc SEB funds Wärtsilä Corporation Other shareholders Total number Source: SIS Ägarservice AB and VPC AB. A shares 6,746,425 7,118,818 5,310,080 19,175,323 B shares Share capital, % Votes, % 19,450,000 2,300,000 9,162,136 26,686,000 14,796,038 12,940,156 12,340,442 12,033,608 8,730,086 7,270,350 221,033,895 346,742,711 7.2 2.6 4.0 7.3 4.0 3.5 3.4 3.3 2.4 2.0 60.4 100.0 16.1 13.6 11.6 5.0 2.7 2.4 2.3 2.2 1.6 1.4 41.0 100.0 Ownership structure (by share capital) Ownership structure (by votes) Latour, 7.2 % SäkI, 2.6 % Melker Schörling, AB 4.0 % Alecta, 7.3 % Swedbank Robur funds, 4.0 % Oppenheimer funds (US), 3.5 % Other foreign shareholders, 45.0 % Other Swedish shareholders, 21.0 % Other Swedish individuals, 5.4 % Latour, 16.1 % SäkI, 13.6 % Melker Schörling AB, 11.6 % Alecta, 5.0 % Swedbank Robur funds, 2.7 % Oppenheimer funds (US), 2.4 % Other foreign shareholders, 30.5 % Other Swedish shareholders, 14.5 % Other Swedish individuals, 3.6 % Share capital ASSA ABLOY’s share capital at 31 December 2007 amounted to SEK 365,918,034, distributed among 19,175,323 Series A shares and 346,742,711 Series B shares. All shares have a par value of SEK 1.00 and provide the holders with equal rights to the company’s assets and earnings. Each Series A share carries 10 votes and each Series B share one vote. Year Transaction A shares C shares B shares 1989 1994 100:1 split 1994 Bonus issue 1994 Non-cash issue 1996 New share issue 1996 Conversion of C shares into A shares 1997 New share issue 1998 Converted debentures 1999 Converted debentures before split 1999 Bonus issue 1999 4:1 split 1999 New share issue 1999 Converted debentures after split and new issues 2000 Converted debentures 2000 New share issue 2000 Non-cash issue 2001 Converted debentures 2002 New share issue 2002 Converted debentures Number of shares after full conversion 1 SEK per share – number of shares at year-end. Source: VPC AB. 1,746,005 2,095,206 3,809,466 4,190,412 4,190,412 4,190,412 16,761,648 18,437,812 18,437,812 18,437,812 19,175,323 19,175,323 19,175,323 19,175,323 19,175,323 19,175,323 2,000 1,428,550 1,714,260 2,000,000 50,417,555 60,501,066 60,501,066 66,541,706 66,885,571 67,179,562 Share capital SEK1 2,000,000 2,000,000 53,592,110 64,310,532 64,310,532 70,732,118 71,075,983 71,369,974 268,718,248 285,479,896 295,564,487 295,970,830 301,598,383 313,512,880 333,277,912 334,576,089 344,576,089 346,742,711 361,536,826 314,002,299 314,408,642 320,036,195 332,688,203 352,453,235 353,751,412 363,751,412 365,918,034 380,712,149 The ASSA ABLOY share 95 Convertible debentures for personnel ASSA ABLOY has issued several convertible debentures to employees in the Group. The first debenture was issued in 1995 and approxi- mately 400 employees participated in the issue. The debenture amounted to approximately SEK 75 M and expired in 2000. The second debenture was issued in 1997. A total of 1,400 employees participated in this issue. The debenture amounted to SEK 250 M and expired in 2002. In 2001, a convertible debenture amounting to EUR 100 M was issued. This program expired in November 2006 and no conversion took place. In 2004, it was decided to launch an incentive program, Incentive 2004. This program amounts to a total of EUR 100 M and is based on four series of convertible bonds, each series having a par value of EUR 25 M. The only difference between the series of bonds is the conversion price. On full conversion, at a conversion price of EUR 10.20 for Series 1, EUR 12.20 for Series 2, EUR 14.30 for Series 3 and EUR 16.30 for Series 4, an additional 7,782,155 shares would be cre- ated. Any conversion of Incentive 2004 will take place in a 90-day period between March and June 2009. amounts to a total of EUR 38.4 M and is based on four series of convertible bonds, each series having a par value of EUR 9.6 M. Any conversion of Incentive 2006 will take place in a 180-day period between December 2010 and June 2011. On full conversion, at a conversion price of EUR 14.60 for Series 1, EUR 15.90 for Series 2, EUR 17.30 for Series 3 and EUR 18.60 for Series 4, an additional 2,332,350 shares would be created. In 2007, it was decided to launch a new incentive pro- gram, Incentive 2007. This program amounts to a total of EUR 100 M and is based on four series of convertible bonds, each series having a par value of EUR 25 M. Any conversion of Incentive 2007 will take place in a 30-day period in May and June 2012. On full conversion, at a con- version price of EUR 18.00 for Series 1, EUR 20.50 for Series 2, EUR 23.00 for Series 3 and EUR 25.40 for Series 4, an additional 4,679,610 shares would be created. Full conversion of Incentive 2004, 2006 and 2007 would create an additional 14,794,115 shares, which would have a dilutive effect of 3.9 percent on the share capital and 2.6 percent on the total number of votes. Approximately 2,500 employees in around 15 countries In 2006, it was decided to launch an incentive program are participating in the current incentive programs. for senior managers, Incentive 2006. This program Financial analysts who follow ASSA ABLOY Company Name Telephone number E-mail ABG Sundal Collier ABN AMRO Bear Stearns International Carnegie Cheuvreux Credit Suisse Danske Bank Deutsche Bank Dresdner Kleinwort Goldman Sachs Handelsbanken Capital Markets HQ Bank HSBC JP Morgan Kaupthing Bank Merrill Lynch Morgan Stanley SEB Enskilda Société Générale Swedbank Markets UBS Christer Fredriksson Klas Bergelind Nico Dil Anders Idborg Lars Norrby Patrick Marshall Henrik Breum Johan Wettergren Colin Grant James Moore Peder Frölén Patric Lindqvist Colin Gibson Nick Paton Henrik Fröjd Ben Maslen Gustaf Lindskog Julian Beer Roderick Bridge Niclas Höglund Olof Cederholm +46 8 566 286 25 +46 8 5723 6030 +44 20 7516 5405 +46 8 676 86 88 +46 8 723 51 76 +44 20 7888 0289 +45 33 44 09 04 +46 8 463 55 18 +44 20 7475 9161 +44 20 7774 1515 +46 8 701 12 51 +46 8 696 20 84 +44 20 7991 6592 +44 20 7325 5044 +46 8 791 46 32 +44 20 7996 4783 +44 20 7425 2057 +46 8 522 296 52 +44 207 7672 5086 +46 8 5859 1800 +46 8 453 73 06 christer.fredriksson@abgsc.se klas.bergelind@se.abnamro.com ndil@bear.com andidb@carnegie.se lnorrby@cheuvreux.com patrick.marshall@credit-suisse.com hbre@danskebank.com johan.wettergren@db.com colin.grant@dkib.com james.moore@gs.com pefr15@handelsbanken.se patric.lindqvist@hq.se colin.gibson@hsbcib.com nicholas.j.paton@jpmorgan.com henrik.frojd@kaupthing.com ben_maslen@ml.com gustaf.lindskog@morganstanley.com julian.beer@enskilda.se roderick.bridge@sgcib.com niclas.hoglund@swedbank.se olof.cederholm@ubs.com Information for shareholders 96 Information for shareholders Annual General Meeting The Annual General Meeting of ASSA ABLOY will be held at Moderna Museet (Museum of Modern Art), Skepps- holmen, Stockholm at 15.00 on Thursday 24 April 2008. Shareholders wishing to attend the Annual General Meet- ing should: • be registered in the share register kept by VPC AB by Friday 18 April 2008 • notify ASSA ABLOY AB of their intention to attend by 16.00 on Friday 18 April 2008. Registration in the share register Shareholders whose shares are nominee-registered through a bank or other nominee must request that their shares be temporarily registered in their own name in the share register kept by VPC AB by Friday 18 April 2008, in order to have the right to attend the Annual General Meeting. Shareholders must notify the nominee of this well before that date. Notification of intention to attend Shareholders must notify ASSA ABLOY of their intention to attend the Annual General Meeting by 16.00 on Friday 18 April 2008 by: • Website www.assaabloy.com • Post ASSA ABLOY AB ”årsstämman”, Box 47011, SE-100 74 Stockholm Sweden • Telephone +46 8 506 485 14 +46 8 506 485 29 • Fax (mark notification “ASSA ABLOY”) The notification should state: • Name • Personal identity number or corporate identity number • Address and daytime telephone number • Number of shares held • Any accompanying advisers A shareholder who is to be represented by a proxy should submit a completed form of proxy. If a legal entity appoints a proxy, a copy of the registration certificate (or similar docu- ment) for the legal entity should be enclosed. Documents must not be older than one year. To ensure admission to the Annual General Meeting, forms of proxy (originals) and reg- istration certificates should reach the company at the above address by Friday 18 April 2008. Nomination Committee The Nomination Committee has the task of preparing decisions on the election of the Chairman and other mem- bers of the Board of Directors, the appointment of the auditor, the election of the Chairman of the Annual Gen- eral Meeting, and fees and associated matters. The Nomi- nation Committee prior to the 2008 Annual General Meet- ing comprises Melker Schörling (Melker Schörling AB), Chairman, Gustaf Douglas (Investment AB Latour and SäkI), Marianne Nilsson (Swedbank Robur) and Björn Lind (SEB funds). Dividend Tuesday 29 April 2008 is proposed as the record date for dividends. If the Annual General Meeting approves the proposal of the Board of Directors, dividends are expected to be distributed by VPC AB on Monday 5 May 2008. www.assaabloy.com Reports can be ordered from ASSA ABLOY AB • Website • Telephone +46 8 506 485 00 +46 8 506 485 85 • Fax ASSA ABLOY AB • Post Box 70340 SE-107 23 Stockholm Sweden Financial reporting First quarter: 23 April 2008 Second quarter: 30 July 2008 Third quarter: 22 October 2008 Fourth quarter and Year-end Report: February 2009 Annual Report 2008: March 2009 2007 in brief ASSA ABLOY’s divisions Divisions Share of Group total Significant events • Sales rose to SEK 33,550 M (31,137), with organic growth • 17 companies were acquired during the year, with annual- of 7 percent. • Operating income (EBIT) amounted to SEK 5,458 M (4,7712), an increase of 14 percent. • Earnings per share were SEK 9.02 (7.992). • Operating cash flow amounted to SEK 4,808 M (3,528). • The three-year restructuring program for the Group’s pro- duction units continued during the year with great success. ized sales of about SEK 1,800 M. • The major acquisitions included Baodean (China), iRevo (Korea), Aontec (Ireland), Powershield (UK), Pemko (North America) and Pyropanel (Australia). • The Group continued its increased investment in product development and joint product platforms during the year. Financials in brief Key data Sales, SEK M of which: Organic growth, % Varav: Acquired growth, % Varav: Exchange-rate effects, % Operating income (EBIT), SEK M Operating margin (EBIT), % Income before tax (EBT), SEK M Operating cash flow, SEK M Return on capital employed, % Data per share, SEK/share Earnings per share after tax and dilution (EPS) Equity per share after dilution Dividend Number of shares after full dilution, (thousands) 2005 27,802 5 1 3 4,078 14.7 3,556 3,702 15.9 2005 6.97 42.85 3.25 378,718 X 2006 31,137 9 3 0 4,7712 15.32 4,1002 3,5282 17.12 2006 7.992 39.13 3.25 376,033 2007 33,550 7 5 –4 5,458 16.3 4,609 4,808 18.4 2007 9.02 46.76 3.601 380,713 Change, % 8 14 12 36 Change, % 13 19 11 EMEA The division manufactures and sells locks, cylinders, electro- mechanical products, security doors and fittings in Europe, the Middle East and Africa (EMEA). Most sales take place in Western Europe, but growth markets in Eastern Europe and the Middle East are gaining in importance. Some of the divi- sion’s leading brands are ABLOY, ASSA, IKON, TESA, Yale and Vachette. The division has 12,500 employees and divisional management is based in London, United Kingdom. Americas The division manufactures and sells locks, cylinders, electro- mechanical products, security doors and fittings in North and South America. Most sales take place in the United States, Canada and Mexico. South America is growing in significance, with Brazil the most important market. Some of the division’s leading brands are Corbin Russwin, Curries, Emtek, Medeco, Phillips, SARGENT and La Fonte. The divi- sion has 9,400 employees and divisional management is based in New Haven, Connecticut, USA. Asia Pacific Group sales and Operating income Income before tax and Operating cash flow Earnings per share Global Technologies The division manufactures and sells locks, cylinders, electro- mechanical products, security doors and fittings in Asia and Oceania. The Pacific region (which includes Australia and New Zealand) accounts for a large part of sales, but China and other Asian markets are rapidly gaining in importance. China is also an important country of production. Some of the division’s leading brands are Lockwood, Guli, Wangli, Baodean, Interlock and iRevo. The division has 5,400 employees and divisional management is based in Hong Kong, China. This global division manufactures and sells products for electronic access control, secure issuance of cards and identification technology, and electronic lock products for hotels. The division consists of two business units, HID Group and ASSA ABLOY Hospitality, which sell their products worldwide. Leading brands are HID, Fargo, Elsafe and VingCard. The division has 2,600 employees and divisional management is based in Stockholm, Sweden. Sales SEK M 42,000 35,000 28,000 21,000 14,000 7,000 0 Operating income SEK M 6,000 5,000 4,000 3,000 2,000 1,000 0 03 04 05 06 07 Sales, SEK M Operating income, SEK M 2, 3 SEK M 6,000 SEK M 35,000 5,000 28,000 4,000 21,000 3,000 2,000 14,000 1,000 7,000 0 0 98 SEK M 5,000 4,000 3,000 2,000 1,000 0 07 MSEK SEK SEK M 10 5,000 4,000 3,000 2,000 1,000 9 8 7 6 5 4 3 2 1 0 0 98 03 99 00 04 01 05 02 06 03 07 04 05 06 07 Earnings per share, SEK M 2, 3 Income before tax, SEK M Operating cash flow, SEK M 2 , 3 8 7 6 5 4 3 2 1 0 03 04 05 06 07 00 01 99 02 Income before tax, SEK M Operating cash flow , SEK M2 , 3 05 04 03 06 Sales Operating income, SEK M 2, 3 1 Proposed dividend. 2 Excluding restructuring items. 3 2003 has not been adjusted for IFRS but amortization of goodwill has been excluded. Entrance Systems 98 99 00 01 02 03 04 05 06 07 Earnings per share, SEK M Entrance Systems is a global division that manufactures and sells automatic door systems and service. The prod- ucts are sold under the Besam and EntreMatic brands. The division engages in sales and offers its own direct service network around the world, with production in Sweden, the UK, the USA and China. The division has 2,100 employees and divisional management is based in Landskrona, Sweden. Sales, % Operating income (EBIT), % 39 40 39.0 39.6 SEK 13,477 M SEK 2,295 M Sales, % Operating income (EBIT), % 30 34 30.3 34.4 SEK 10,220 M SEK 1,995 M Sales, % Operating income (EBIT), % 8 6 7.6 5.5 SEK 2,780 M SEK 322 M Sales, % Operating income (EBIT), % 14 13 14.3 SEK 4,922 M SEK 754 M Sales, % Operating income (EBIT), % 9 8 8.8 SEK 2,987 M SEK 432 M 13 7.5 Production: Hallvarsson & Halvarsson in cooperation with ASSA ABLOY. Photos: Magnus Glans, Gerhard Jörén, Dan Kullberg, Emil Larsson, Mats Lundqvist, Magnus Skoglöf, Kristian Älegård, Albert Vecerka/ESTO Photographics, Getty Images, Woodside and others. Translation: Textforum. English editing: Marcom International. Printing: Ljungbergs tryckeri AB, Klippan March 2008. ASSA ABLOY is the global leader in door opening solutions, dedicated to satisfying end-user needs for security, safety and convenience. www.assaabloy.com A S S A A B L O Y A n n u a l R e p o r t 2 0 0 7 ASSA ABLOY AB P.O. Box 70 340 SE-107 23 Stockholm Klarabergsviadukten 90 SE-111 64 Stockholm Sweden Telephone +46 (0) 8 506 485 00 Fax +46 (0) 8 506 485 85 Annual Report 2007 The global leader in door opening solutions Contents ASSA ABLOY in brief CEO’s statement Vision and strategy The security market Products EMEA Division Americas Division Asia Pacific Division Global Technologies Division Entrance Systems Division Sustainable development Employees Glossary Report of the Board of Directors Corporate governance report Sales and earnings Income statement – Group Comments by division Results by division Financial position Balance sheet – Group Cash flow Cash flow statement – Group Changes in equity – Group Parent company financial statements Financial risk management Notes Comments on five years in summary Five years in summary Quarterly information Definitions of key data terms Proposed distribution of earnings Audit report The ASSA ABLOY share Information for shareholders 1 2 6 8 12 16 19 22 25 28 31 34 38 39 41 52 53 54 55 56 57 58 59 60 61 63 67 87 88 89 90 91 92 93 96 Cover photograph: Smart Lock makes it easier to use access control systems. The lock is low in power consumption and runs on batteries, which means that it can be installed without cabling. It is activated auto- matically when the door closes. Smart Lock is designed by ASSA ABLOY Nederland B.V. 

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