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NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021Content
This is Nordic
Message from the CEO
Report from the Board of Directors
Financial Statements
Declaration to the Annual Report
Standards of Corporate Governance
Auditor Opinion Letter
Board of Directors
Executive Management
Alternative Performance Measures (APM)
Environmental, Social and Governance
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88
92
95
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100
Our ESG foundation
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Environmental perspectives
Social perspectives
Governance perspectives
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021
This is Nordic
Nordic Semiconductor (“Nordic” or “the Group”) is a Norwegian fabless
semiconductor company specializing in wireless communication technology
that powers the Internet of Things (IoT).
The company was established in 1983 in Trondheim,
Norway, and has offices across the globe.
Nordic’s award-winning Bluetooth® Low Energy
(Bluetooth LE) solutions pioneered ultra-low power
wireless technology, making Nordic the market
leader in short range IoT. The technology range
is supplemented by proprietary, ANT+, Thread,
Zigbee, and in 2018 the low power, compact
LTE-M/NB-IoT cellular IoT solution was launched,
extending Nordic’s presence in the IoT market. The
product portfolio was further complemented by the
expansion into Wi-Fi technology in 2020.
Nordic built its reputation on supplying cutting-edge
wireless technologies supported by development
tools that minimize RF complexity, allowing anyone
with a bright idea to build solutions based on the
IoT platform. Today, these award-winning, high-
performing, easy to design with Bluetooth LE
solutions are used by the world’s leading brands
in a variety of products, including wireless PC
peripherals, gaming, sports and fitness, mobile
phone accessories, consumer electronics, toys,
healthcare, and automation. Nordic is a member of
the ANT+ Alliance, Bluetooth SIG, Thread Group,
Zigbee Alliance, Wi-Fi Alliance, and GSMA.
Multiprotocol solutions ensure that companies
benefit from compatibility advancement across
different standards. As a host of technology players
focus on open connectivity platforms, rather than
the legacy one-to-one product to accessory model,
multiprotocol solutions become the standard. This
new way of looking at connectivity is creating
a wave of product innovation driven by a wide
range of companies, from early stage start-ups, to
established market leading companies. And right at
the heart of it, lies a Nordic System on Chip.
IoT relies on short-range connectivity and long-
range cellular IoT. The nRF91® Series, which was
launched towards the end of 2018, is Nordic’s
first family of low power devices for cellular IoT.
Nordic’s solution has integrated LTE-M, NB-IoT, GPS
functionality, RF Front End, and power management
into a very small System in Package (SiP), under
the highest security standards and with significantly
higher energy-efficiency than any comparable
products on the market. The cellular IoT market is
still in the early stages of the commercialization
phase, with Nordic measuring its success in
the number of telecom operator certifications,
development kit shipments, and customer
pilot projects.
Nordic completed the acquisition of Imagination
Technologies at the end of 2020 which included
Wi-Fi assets, IP, and a Wi-Fi development team.
The synergies between this team’s unique expertise
and Nordic’s low power DNA philosophy will
strengthen the future product portfolio with the
goal of becoming the undisputed global leader of
IoT connectivity.
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NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | MESSAGE FROM THE CEO
Message from the CEO
2021 was a year of contrast for Nordic Semiconductor. On one hand, we
saw continued strong demand in most of our markets, with increasing
demand for both consumer and industrial applications, and from both
tier-1 customers and the broad market. On the other hand, our growth
opportunity was capped by the global wafer shortage. Revenue increased
by 51% to USD 611 million, although product demand indicates this could
have been significantly higher without the supply constraints. As a result, our
order backlog more than tripled in 2021 to almost USD 1.7 billion.
2021 continued to put strains on the organization,
with Covid-19 travel restrictions, mandatory home
office for parts of the year, and logistics challenges
in many industries and geographical regions.
Nevertheless, we stayed fully operational in the
second year of the pandemic and handled the
higher business volumes and continued logistics
challenges. We also continued growing our
competence base and capabilities. We onboarded
around 300 new employees during the year
– including a fully-fledged Wi-Fi team – and
expanded our workforce to almost 1,200 people
globally. This was quite an achievement, and I want
to take the opportunity to thank all our employees
for their patience, stamina, and drive to make
this happen. Working out of offices in 14 different
countries, we have the kind of enthusiastic, inclusive,
diverse, and ingenious culture required to attract
and retain the top talents we need to succeed in our
market. I would also like to thank our customers and
partners for the continuing support, commitment
and confidence during 2021.
In regards to our financial development, we saw
growth and improvement across the board in 2021.
Revenue growth of 51% to USD 611 million in addition
to the 41% revenue growth in 2020, means we have
more than doubled our revenue in just two years.
I highlighted four main growth drivers in my CEO
comment last year, and all of these remained firmly
in place also through 2021.
Firstly, we see growing high-volume demand from
major tier-1 customers such as the global platform
companies. Secondly, we see the rapid growth in
industrial IoT continuing, with logistics and assets
tracking leading the way. Thirdly, fast technology
adoption is disrupting the healthcare market. And
finally, we see continued solid demand growth in
the consumer electronic market, driven by home
office solutions and gaming.
Bluetooth Low Energy revenue increased 59% to
USD 503 million and now accounts for more than
80% of our total revenue, whereas proprietary
revenue increased by 10% to USD 84 million. We
also begin to see meaningful revenue in Cellular
IoT, and although the technology is still in early
commercial phase, the revenue almost tripled to
USD 17 million last year.
These already strong growth figures could have
been significantly higher without the wafer
supply shortages and logistics bottlenecks in the
semiconductor value chain. This is supported by our
order backlog, which increased from less than USD
500 million at the end of 2020 to almost USD 1.7
billion at the end of 2021.
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The strong demand trends give a positive indication
for continued revenue growth. Back in 2019, we
presented an ambitious goal to become a USD
1 billion revenue company in five years. Despite
the current supply chain constraints, we used our
Capital Markets Day in October 2021 to pull that
target one year closer, to 2023.
We are a fabless semiconductor company, and our
growth plans require increasing wafer deliveries
from our foundry partners in Asia. However,
committed wafer deliveries will enable solid
revenue growth in 2022 and support our new 2023
revenue target.
In the current tight supply situation, we are laser-
focused on helping our customers as best we can.
Our own product allocation is a tough balancing
act between the demands of large high-volume
customers with long production schedules, and the
demands of the many smaller broad market clients
who might have one single product on the market. I
believe we have handled the situation in a fair and
balanced manner. Our top 10 Bluetooth low energy
customers accounted for just under 40% of sales in
both 2020 and 2021. We look forward to seeing the
tight wafer supply ease up over time.
Looking ahead, we expect growth in large platform
ecosystems and industrial IoT to continue, and also
see IoT playing an increasingly important role in
supporting sustainable economic development. We
expect annual revenue growth of around 25% from
2023 through 2026, with an increasing share of the
volume and revenue coming from new connectivity
technologies and from new products, services,
and applications.
Investing early in high growth opportunities is one
of our strategic strong points. We have done just
that with our investments into cellular IoT and next-
generation Wi-Fi, and into power management
and cloud services. These investments have
significantly expanded our opportunity pipeline and
broadened our market potential. Around 40% of our
investments are in areas that account for around a
combined 3% of our revenue. These areas will grow
into a significantly higher share of revenue over the
next five to ten years.
We will continue to grow, and we will do it
profitably. Our gross margin has consistently
stayed above 50% over the past couple of years,
and our ambition is to maintain the gross margin
above 50% going forward. With high revenue
growth and increasing operational leverage,
we have raised our long-term EBITDA-margin
ambition from 20% to 25%.
As we grow, so does our responsibility for
sustainability within the operational value chain,
production, our business model, and our end-user
markets. Sustainability has become an integral
part of our strategy, our governance and reporting
structures. For the first time, we are integrating our
ESG report into the Annual Report.
I am proud to see that our work on the ESG
aspect of our business is rated among the industry
leading companies, as an ESG Industry Top-Rated
company. This year our stock was also included
among 400 constituents in the STOXX Global ESG
Leaders Index.
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NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | MESSAGE FROM THE CEOFollowing the annual targets of our renewable
energy program, this year we have had a significant
increase in renewable energy usage in both
our operations and outsourced manufacturing
processes. We continuously strive for achieving our
targeted GHG emission reduction until reaching
our ultimate goal which is for Nordic to be carbon
neutral by 2030.
As the CEO of the company, I speak for all of us
when I say we remain fully committed to the UN
Sustainable Development Goals (SDGs), and we
strongly believe that IoT has the potential to solve
many of the environmental and societal challenges
we face. We want to be a part of these solutions
and believe sustainable business is good business.
Revenue (USD million)
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NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | MESSAGE FROM THE CEONORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | REPORT FROM THE BOARD OF DIRECTORS
Report from
the Board of Directors
Nordic reported solid revenue growth, improving gross margin, and
significantly improved results in 2021. Strong product demand has created
opportunities for increased growth, although delivery capabilities have been
capped by the global wafer shortage. The strong demand gives confidence
in Nordic’s growth ambitions. The company has pulled its USD 1 billion
revenue target one year closer to 2023 and outlined a revenue growth
ambition of at least 25% annually in 2023-2026.
Group Overview
Nordic Semiconductor is a fabless semiconductor
company designing, marketing, selling, and
supporting hardware products and embedded
software that enable wireless connectivity solutions.
Nordic’s product offering includes integrated circuits
(ICs), System on chips (SoCs), System in packages
(SiPs), and software development kits (SDKs). The
components for these products are manufactured,
assembled, and packaged at world-class
subcontractors in Asia, and distributed to branded
electronics manufacturers through an extensive
network of global and regional distribution partners.
Nordic Semiconductor is headquartered in Norway
and now has offices in the US, China, Finland,
Poland, UK, Germany, India, Singapore, Taiwan, the
Philippines, Japan, South Korea, and Sweden.
Strategy and mission
Nordic’s mission is to be a world-leading supplier
of connectivity solutions. The company has ultra-
low power proprietary, Bluetooth, and multiprotocol
technologies for short-range connectivity, next-
generation Wi-Fi technologies for medium-range
connectivity, and cellular IoT technology for
long-range connectivity. Nordic is one of a few
companies aiming to offer all three of the world’s
most popular IoT technologies: Bluetooth, Wi-Fi,
and cellular.
During 2021, the company also announced that it is
a key contributor in the development of the new 5G
wireless standard DECT-2020 NR.
Nordic's strategy for building globally leading
and sustainable business is founded on a set of
distinctive advantages:
■ Lead on connectivity – ultra-low power and high
performance at the right price
■ Excite developers – ease of use, value added
solutions, and strong tech support
■ Scalability – proven scalability across technologies,
markets, and customers
■ Customer engagement – combining broad market
and tier-1 engagement models
■ Employee engagement – attracting and retaining
world-class talent
■
Investing early – willingness to invest in high-
growth opportunities
■ High ambitions – clear strategic roadmap
to generate long-term profitable growth and
value generation
Nordic has developed a market-leading position
in the short-range connectivity space, with a
broad portfolio of integrated circuits, systems, and
solutions for a wide variety of applications. The
company is in early commercial development of its
cellular IoT products for long-range application, and
in the pre-commercial development stage for Wi-Fi
and DECT-2020 NR. Overall, the company shipped
more than 700 million units in 2021, to a broad
customer base ranging from single developers to
global industry leading high-volume customers.
To handle demand, it has been key to develop
scalable solutions across technologies, markets,
and customers.
To build and maintain a strong market position in
this fast-paced and innovative market, it is crucial
to engage developers. Nordic believes its world-
leading developer support is a strong competitive
advantage and keeps growing its ‘DevZone’
developer community. ‘DevZone’ now has around
more than 100,000 users, and the company shipped
more than 100,000 units of its reusable development
kits during 2021.
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It is equally important to be able to engage both
broad market customers and large tier-1 clients.
Nordic has built a market leading position for broad
market customers ever since the introduction of
Bluetooth Low Energy products in 2012. At the same
time, the company has also worked diligently to
establish strong customer relationships with tier-1
customers like major global platform companies. We
are seeing the return on this in the form of strong
demand growth over the past couple of years.
The end-user markets for Nordic’s products include
both consumer products and an increasing variety
of industrial applications. The bulk of the company’s
products have historically found their way into
consumer electronics, which remains the single
largest end-user market today. All end-user markets
contributed to the revenue growth in 2021, although
the highest growth was found in the Building/Retail
segment, led by innovative products in logistics and
asset tracking. The company also sees high growth
in the Healthcare segment, where fast technology
adoption holds the potential to disrupt traditional
methods for drug monitoring and drug delivery.
Revenue increased by 51% in 2021, and 41% in 2020,
meaning revenue has more than doubled in just two
years. The order backlog increased to USD 1.7 billion
from around USD 500 million at the end of 2020.
This reflects both strong product demand but also
illustrates that the current global wafer shortage is
capping the company’s product delivery capabilities.
Strong growth requires continuous organizational
development and expansion of Nordic’s competence
and capabilities across all business competencies.
Nordic had 1,197 employees at the end of the
year, of which 926 were in R&D, 137 in sales and
marketing, and 72 in supply chain management.
This was an increase of 22%, or 33% including the
onboarding of the Wi-Fi team acquired at the very
end of 2020, of 80 people. Overall, the company
has increased a global workforce by more than
50% during a global pandemic. Growing at such a
pace in this environment has been demanding for
the organization.
Operational review
Supply chain constraints
Nordic's main commercial products are Bluetooth
and multiprotocol System on chips (SoCs), providing
short-range connectivity, and System in packages
(SiPs), providing connectivity on long-range
LTE-M and NB-IoT cellular networks. As a fabless
semiconductor company, Nordic has these products
manufactured and assembled at subcontractors
in Asia and delivered to customers by global and
regional distributor partners. As described in the
interim reports during the year, the shortage of
capacity forced Nordic’s main wafer supplier to cap
the allocation of wafers in 2021, which in turn has
affected Nordic delivery capabilities.
Nordic has worked relentlessly to help its customers
manage the challenges this has created, both by
trying to secure additional wafers and by pulling in
wafers from subsequent quarters to allow for early
delivery. Overall, Nordic shipped around 700 million
products in 2021, which was an increase of 40
percent from 2020.
Nordic’s own backend production capacity and
in-house testing capabilities have been sufficient
to meet the higher volumes, following investments
in additional testing equipment and component
inventory buffers in both 2020 and 2021.
The strained situation in the semiconductor value
chain will continue in 2022. However, Nordic
expects that wafer allocations will enable Nordic to
generate 2022 revenues that put the company on
track for its 2023 target of USD 1 billion in revenue.
New technology platform
The company is progressing well with a
development program for a new cross technology
platform, which will make sure the company
maintains the lead on connectivity and delivers the
type of features and performance that future IoT
solutions will require. This is a multi-year endeavor
involving large teams on multiple sites, and carried
out in cooperation with leading customers.
In the transition to new platforms, Nordic will use
leading process technologies optimized for IoT to
secure stable supply and disruptive performance.
The first products to be ramped in volumes will be
new short range products, starting in the second
half of 2023.
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NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | REPORT FROM THE BOARD OF DIRECTORSBluetooth and multiprotocol developments
Nordic had a market share of 42% of new design
certifications in the Bluetooth Low Energy market
in 2021, according to FCC and Bluetooth SIG data
compiled by DNB Markets. A total of 1,390 new
designs were certified in 2021, of which 587 had
Nordic inside.
The market share has been consistent over time,
and the company has had a market share of 42%
of the more than 6,200 designs that have been
certified over the past five years. This also fits well
with data from industry researchers Omdia, who in
2021 estimated that Nordic’s share of units sold in
the Bluetooh Low Energy market was 42% in 2020.
These figures make Nordic the clear market leader,
both in number of designs and number of units sold.
One of the main reasons for strong market share is
the broad portfolio of Bluetooth and multiprotocol
products and solutions. While many competitors
offer only one or a few alternatives, Nordic offers a
wide range of SoC versions ranging from entry-level
SoCs for cost-constrained applications, to highly
advanced SoCs for complex high-performance
applications. This enables the company to meet
different customer requirements at the right
price point.
Over the years, the company has built a range of
seven different SoCs in the highly successful nRF52
Series, from the entry-level nRF52805 to the high-
end nRF52840. Nordic saw a steady flow of new
customer product launches across the entire nRF52
Series in 2021.
Nordic saw many designs using its award-
winning nRF5340 SoC, which went into volume
production towards the end of 2020. The dual core
nRF5340 supports Bluetooth 5.2/Bluetooth Low
Energy, Bluetooth mesh, Thread, and Zigbee, with
established support for AI and machine learning.
The nRF5340 SoC is being used in the Matter
project. The partners in Matter are working to
secure seamless connectivity and interoperability
of devices, hubs, apps, and services from different
device manufacturers and software vendors. The
project is backed by Apple, Amazon, Google, and
hundreds of larger and smaller companies, Several
Nordic customers were among the first to launch
Matter-compatible smart home products towards
the end of 2021.
Nordic is continuously improving the capabilities of
its nRF Connect Software Development Kits (SDK),
which now include support for Apple Homekit
and third-party device connection to Apple Find
My network.
Cellular IoT
Nordic is applying a scalable and flexible ‘go-to-
market’ strategy in the cellular IoT (cIoT) market,
seeking to make accessible the broad market for
innovative customers and cIoT solutions. Traditional
business models in this area have typically been
focused on cell phones or 2G/3G industrial
application with one-to-one support, which limits
uptake and the commercial opportunity.
Nordic’s solutions comprise a globally certified
ultra-low power product that offers connectivity,
application microcontroller unit (MCU) and memory,
open-source software, and readily available
technical support through Nordic ‘DevZone’
or distributors.
The product in this offering is the award-winning
nRF9160 cellular IoT System in Package (SiP),
which is recognized as market leading on power
consumption, size, and form factor. The product has
been upgraded during the year, including improved
GPS functionality and location APIs for multicell
location services.
Nordic has established a broad carrier certification
program for its cellular IoT products, with global
operators as well as leading national and regional
operators in the US, Canada, Brazil, China, Japan,
and South Korea. In Norway, the company has
partnered with Telenor to use Nordic’s prototyping
tool Thingy:91 in combination with the operator’s
‘Managed IoT Cloud’ (MIC) offering.
Nordic's end-customers are currently working
on hundreds of different cIoT projects across
a wide variety of verticals, including industrial
and consumer asset tracking, industrial sensors
and metering, smart home consumer products,
healthcare applications, and modules. Several
projects entered the commercial phase during
2021 and began generating meaningful revenue
for Nordic.
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NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | REPORT FROM THE BOARD OF DIRECTORSDuring 2021, Nordic launched its first commercial
service offering. The nRF Cloud Location Services
offer Nordic’s cellular IoT customers a simple and
convenient way to manage location for fleets of
IoT devices in the field. Nordic is partnering with
multiple third parties to secure a high-quality
service, including GPS assistance data and
location history and timestamp data for individual
IoT devices. The company expects to launch
more services based on the nRF Cloud platform
going forward.
Wi-Fi
Nordic entered the medium-range connectivity
market through the acquisition of a Wi-Fi
development team and IP technology assets and
patents for Wi-Fi 4, 5, and 6 in late 2020. Wi-Fi
has been a ‘missing link’ capability requested by
customers to complete Nordic’s strong positions
in the short-range and long-range markets. At
the time of acquisition, Nordic said it expected to
see meaningful revenue contribution from Wi-Fi
products within three years. Development in the
Wi-Fi area is progressing as planned, with the
company on track for its first market introduction in
the second half 2022.
DECT
Towards the end of 2021, Nordic announced that it
is a key contributor to a new 5G wireless standard
called DECT-2020 New Radio (NR), which will add
yet another connectivity standard to the portfolio.
The DECT-2020 standard will allow enterprises to
easily set up, manage, and build decentralized,
low-cost private 5G wireless IoT networks. With
an outdoor range of up to 2 kilometers, Nordic
categorizes DECT-2020 NR as a WNAN, or Wireless
Neighborhood Area Network.
Power management
In May, Nordic launched the nPM1100 PMIC, the
company’s first catalog power management
product. The nPM1100 offers clear value-add for
existing Bluetooth Low Energy customers, due to
the tight integration with Nordic’s SoC portfolio. The
PMIC combines a USB compatible battery charger
with a highly efficient DC/DC converter, in an ultra-
compact wafer level chip scale package (WLCSP).
The extremely compact form factor makes it ideal
for space constrained applications like connected
medical devices, smart home sensors, remote
controls, or advanced wearables.
The power management integrated circuit ensures
reliable power supply and stable operation for
Nordic’s nRF52 and nRF53 Series SoCs with minimal
power usage and is also available as a generic
PMIC on a standalone basis. While it is still too early
to assess the commercial development, the launch
of the nPM1100 marked a commitment to establish a
line of PMIC products going forward.
Design partner & Solutions partner program
In 2021, Nordic launched a ‘Nordic Partner
Program’ with both design partners and solution
partners to help customers accelerate time to
market. This creates an ecosystem that can
assist Nordic customers by providing products,
services and solutions that complement Nordic’s
portfolio of hardware, firmware, development
tools, and reference designs. Initial partners in
the program include CA Engineering, Indesign,
Sigma Connectivity, Shenzhen Minew Technologies,
Meshtech, grandcentrix, NORBIT, and Telenor.
Review of the annual accounts
In accordance with the provisions of the Norwegian
Accounting Act, the Board of Directors confirms
that the accounts have been prepared on a
going concern basis and that the going concern
assumption applies. Nordic prepares consolidated
annual accounts in accordance with IFRS
(International Financial Reporting Standards) as
approved by the EU, relevant interpretations, and
the Norwegian Accounting Act. A summary of
internal controls related to the accounting process
can be found in the Corporate Governance section
of this Annual Report.
Note that the Group has identified gross margin,
EBITDA, EBITDA margin, short-range EBITDA
margin, total operating expenses, cash operating
expenses, and order backlog as Alternative
Performance Measures in addition to the financial
information as prepared in accordance with
IFRS as adopted by the EU. Please see separate
chapter on Alternative Performance Measures for
further details.
Income Statement
The Group classifies its revenues into the following
technologies: short-range wireless components,
including Bluetooth LE based and proprietary
products, long range (cellular IoT), ASIC
components, and Consulting services.
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NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | REPORT FROM THE BOARD OF DIRECTORSRevenue by technology:
USDm
Bluetooth
2021
2020
Change
503.1
316.0
59.2%
10.1%
Proprietary wireless
83.9
76.1
Short-range wireless
components
Cellular IoT
ASIC Components
Consulting services
587.0
392.2
49.7%
17.0
6.1
0.4
6.5
6.3
0.2
161.0%
(3.4)%
73.9%
Total
610.5
405.2
50.7%
Total revenue increased by 50.7% to USD 610.5
million in 2021, up from USD 405.2 million in 2020.
The growth comes as a result of higher volumes,
higher prices, and a favorable product mix.
Growth is currently capped by limited availability of
wafers, and the revenue hence does not reflect the
full underlying demand across the end-user markets.
Revenue from Bluetooth increased by 59.2% to USD
503.1 million in 2021. Bluetooth accounted for 82% of
Group revenue in 2021. The revenue increase reflects
strong demand across all end-product markets both
from tier-1 customers and the broad market.
Revenue from Nordic’s proprietary products
increased by 10% to USD 83.9 million in 2021.
Proprietary revenues have more or less returned to
the revenue levels seen in 2015-2018 and accounted
for 14% of Group revenue in 2021.
Revenue from cellular IoT increased by 161.0% 2021
to USD 17.0 million as more projects are gaining
commercial traction. However, revenue from Cellular
IoT is also impacted by supply constraints.
Sales of ASIC products decreased by 3.4% in 2021 to
USD 6.1 million. Nordic is not designing new ASICs,
hence future revenue depends on demand from
existing customers and applications.
Split by end-product markets, revenue from the
short- range wireless components are divided into
consumer electronics, wearables, building & retail,
healthcare, and others. Effective 2022, Nordic will
change the reporting structure for the end-product
markets to better reflect the underlying verticals,
with four end-user markets in Consumer, Industrial,
Healthcare, and Others.
The main change will be that consumer-driven
products will be moved from the current Wearables,
Building & Retail, and Healthcare categories to the
Consumer category.
Wireless components revenue by end-product markets,
excluding cellular IoT:
USDm
2021
2020
Change
Consumer electronics
Wearables
Building/retail
Healthcare
Other
Total
221.6
68.8
163.8
61.5
71.4
163.1
63.0
81.9
37.8
46.4
587.0
392.2
35.9%
9.2%
100.0%
62.4%
54.0%
49.7%
Consumer electronics revenues increased by 36%
in 2021. PC accessories remain the largest sub-
segment, although gaming accessories and home
entertainment have become increasingly important
revenue drivers over the past years.
Wearables revenues grew 9% in 2021. Growth in this
market has been adversely impacted by product
allocations and prioritization of higher-margin
application areas.
Building/retail revenues increased by 100% in
2021. Industrial and home automation applications
within lighting systems, sensors and control, and
smart home are among the main drivers for growth
in this market.
Healthcare revenues increased by 62.4% in 2021.
The pandemic has generated strong momentum for
connected medical devices. The company continues
to view the Healthcare segment as a market with
potentially disruptive growth possibilities, and as
one of the key growth drivers for combined short-
range and long-range products and solutions.
The ‘Other’ segment revenues increased by 54%.
This mainly reflects sales to module manufacturers
servicing many end-products in all markets
and regions.
Gross profit
USDm
2021
2020
Change
Gross Profit
326.6
213.9
Gross Margin
53.5% 52.8%
52.7%
0.7%
Gross profit amounted to USD 326.6 million, an
increase of 52.7% from the previous year. Hence,
gross margin increased to 53.5% in 2021 from
52.8% in 2020.
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NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | REPORT FROM THE BOARD OF DIRECTORSThe continued strong underlying gross margin
reflects a favorable product mix. Nordic has
focused allocations to high margin products in the
supply constrained situation. In addition, the Group
increased prices to absorb the communicated price
increase for wafers, which will increase cost of
goods sold in 2022.
In October 2021, Nordic presented its mid-term
ambition of 50% gross margin. Gross margin will
depend on technology and customer mix, with lower
margin expected in cellular IoT module business.
Total cash operating expenses amounted to USD
199.9 million, when adjusting for non-cash items,
capitalized development expenses, equity-based
compensation, and depreciation and amortization.
This was an increase from USD 141.3 million in 2020.
Nordic capitalized USD 5.6 million development
expenses in 2021, down from USD 8.4 million in
2020. Equity based compensation was USD 7.6
million, compared to USD 4.3 million in 2020.
Please see the section on Alternative Performance
Measures for more details.
Operating expenses
EBITDA and Operating profit
USDm
2021
2020
Change
USDm
2021
2020
Change
Payroll expenses
Other OPEX
149.8
52.1
101.2
36.0
OPEX excl. D&A
201.9
137.2
Depr. & Amort.
37.8
31.1
48.0%
44.9%
47.2%
21.7%
Total
239.7
168.2
42.5%
Operating expenses amounted to USD 201.9 million
in 2021, excluding depreciation and amortization.
This was an increase of 47.2% from USD 137.2 million
in 2020.
The higher expenses mainly reflect a 22.4% increase
in the number of employees from 978 to 1,197
during the year, as well as higher activity level. The
comparable headcount number in 2020 includes
81 employees from the acquisition of Imagination
Technologies per December 31, 2020. If these are
excluded in 2020, headcount growth in 2021 was
33%.The increased workforce reflects increased
R&D activity and strengthened sales efforts for both
Bluetooth and cellular IoT.
Measured by function, expensed R&D accounted
for USD 139.4 million of operating expenses in
2021, compared to USD 89.0 million in 2020. R&D is
expected to continue to increase in absolute terms
for both the short-range and long-range businesses.
R&D intensity, measured as a percentage of
revenue, increased slightly from 22% in 2020 to
23% in 2021. Nordic has a strong commitment to
innovation and will continue to invest 15%-20% of
revenue in R&D.
Sales, general and administration (SG&A) expenses
increased to USD 62.5 million from USD 48.1 million
in 2020. SG&A is also expected to continue to
increase in absolute terms, as the Group builds
up its long- range organization. However, Nordic
has showed operational leverage in 2021. As a
percentage of revenue, SG&A decreased from 12%
in 2020 to 10% in 2021.
EBITDA
124.7
76.8
62.4%
EBITDA margin
20.4%
18.9%
1.5%
Short-range EBITDA
175.6
106.9
64.2%
Short-range EBITDA
margin
29.6% 26.8%
2.8%
Operating profit (EBIT)
86.9
45.7
90.1%
EBIT margin
14.2%
11.3%
3.0%
Earnings before interest, tax, depreciation, and
amortization (EBITDA) amounted to USD 124.7
million, an increase from USD 76.8 million in 2020.
The corresponding EBITDA margin increased 1.5
percentage points to 20.4%.
Short-range EBITDA totaled USD 175.6 million
equivalent to a margin of 29.6% in 2021. This
compared to a Short-range EBITDA of USD 106.9
million and a margin of 26.8% in 2020.
Depreciation and amortization amounted to USD
37.8 million in 2021, compared to USD 31.1 million
in 2020.
Operating profit (EBIT) amounted to USD 86.9
million, compared to USD 45.7 million in 2020.
EBIT margin increased to 14.2% in 2021 from 11.3%
in 2020.
Net financial items
USDm
Net interest
Net financial items
Total
2021
2020
-0.4
0.7
0.3
-0.8
-2.0
-2.8
Nordic had net interest expense of USD 0.4 million
in 2021, compared to net interest expense of USD
0.8m in 2020. During 2020, Nordic made a USD 40
million drawdown on Revolving Credit Facility as
a precautionary move to secure the liquidity when
the pandemic first hit. The loan was repaid during
Q3 2020.
13
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | REPORT FROM THE BOARD OF DIRECTORSProfits and taxes
USDm
Profit before tax
Income tax expense
Net profit after tax
2021
2020
87.3
-16.1
71.2
42.9
-4.5
38.4
The Group recognized tax charges of USD 16.1
million, corresponding to an average tax rate of
18.4%. This compares to USD 4.5 million and an
average tax rate of 10.5% in 2020.
The company’s statutory tax rate is 22%. The low
tax rate in both years are related to settlement of
equity compensation to employees, not recognized
in the profit and loss. In 2020, the tax rate was also
reduced as a result of foreign exchange losses in
statutory NOK accounts.
Tax payable amounted to USD 17.4 million,
compared to USD 5.0 million in 2020, with the
balance reflecting changes in deferred tax and
tax benefit.
Financial position
Balance sheet
Nordic has total assets of USD 596.8 million at the
end of 2021, of which USD 488.0 million in current
assets and USD 108.8 million non-current assets.
These assets were financed by total equity of
USD 458.2 million at the end of 2021, non-current
liabilities of USD 14.9 million and current liabilities of
USD 123.7 million.
Current assets were USD 488.0 million at the end
of 2021, compared to USD 401.9 million at the end
of 2020. This included cash and cash equivalents
of USD 279.3 million at the end of the year, up from
USD 242.5 million at the end of 2020.
Inventory decreased to USD 54.9 million from
USD 62.0 million at the end of 2020 and accounts
receivables increased to USD 141.7 million from
USD 88.0 million at the end of 2020, due to
higher revenues.
Overall, net working capital amounted to USD 108.4
million, compared to USD 78.3 million at the end
of 2020. Measured as a percentage of full year
revenue, net working capital decreased to 17.8%
from 19.3% at the end of 2020. This is mainly a result
of a lower inventory in percentage of revenue.
Non-current assets decreased to USD 108.8 million
at the end of 2021 compared to USD 113.9 million
end of 2020.
Fixed assets totaled USD 33.9 million at year end,
up from USD 28.3 million in 2020. Software and
other intangible assets decreased to USD 15.8
million from 19.9 million. Capitalized development
expenses decreased to USD 31.5 million from USD
34.6 million at the end of 2020.
Total shareholders’ equity amounted to USD 458.2
million at the end of 2021 up from USD 402.5 million
at the end of 2020. The Group equity ratio was
hence 77%, compared to 78% at the end of 2020.
Total liabilities amounted to USD 138.6 million,
compared to USD 113.3 million at the end of 2020.
Non-current liabilities decreased to USD 14.9 million
from USD 21.5 million. Lease liabilities of USD 14.3
million are included in the non-current liabilities.
Current liabilities increased to USD 123.7 million from
USD 91.9 million. The increase is mainly explained
by higher accounts payable, volume rebates and
short-term employee benefit obligations and
related taxes.
Cash flow and funding
USDm
2021
2020
Net cash flow from:
Operating activities
Investing activities
Financing activities
Currency adj.
Net change in cash and cash
equivalents
Cash and cash equivalents 1.1
95.8
65.3
-30.7
-38.0
-27.3
123.6
-1.1
1.0
36.8
242.5
151.9
90.6
Cash and cash equivalents 31.12
279.3
242.5
Cash flow from operating activities was USD 95.8
million in 2021, compared with USD 65.3 million in
2020. The improved operating cash flow is a result
of higher earnings and lower percentage of net
working capital.
Cash flow used for investing activities was an
outflow of USD 30.7 million in 2021, compared to
an outflow of USD 38.0 million in 2020. Capital
expenditure increased to USD 25.0 million from
USD 16.5 million, including software, whereas
capitalized development expenses declined to USD
5.6 million from USD 8.4 million. In 2020 the outflow
included USD 13.2 million related to the acquisition
of Wi-Fi technology and IP-assets from Imagination
Technologies Group.
14
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | REPORT FROM THE BOARD OF DIRECTORSCash outflow from financing activities was USD 27.3
million in 2021, mainly reflecting cash settlement of
employee options. In comparison, there was a cash
inflow of USD 123.6 million in 2020, mainly reflecting
the private placement made in September 2020 of
USD 121.3 million.
Including the effect of exchange rates, net change
in cash and cash equivalents was a cash inflow of
USD 36.8 million in 2021, compared to USD 151.9
million in 2020.
Cash and cash equivalents increased to USD 279.3
million at the end of 2021, from USD 242.5 million
at the end of 2020. The cash is mainly held in
the Group’s functional currency USD, in order to
minimize the impact of currency fluctuations.
In addition to cash at hand, Nordic has undrawn
revolving credit facilities (RCFs) of USD 65
million with the company’s main bank. Including
these credit lines, available cash amounted to
approximately USD 344 million at the end of 2021,
compared to approximately USD 320 million at the
end of 2020.
Available credits at year end 2021 included a USD
40 million RCF and a USD 25 million RCF expiring
in November 2022. The RCFs were refinanced in
December 2019. The only financial covenant on the
RCFs is for the company to maintain an equity ratio
above 40%, which compares to the actual equity
ratio of 77% at the end of 2021.
Tight cash management is a key priority for the
Group, as a strong financial position is required
to realize the Company’s strategic priorities and
growth opportunities. The Board of Directors’
assesses the liquidity position as adequate given
the company current activity level, investment plans,
and business outlook.
Allocation of net profit for
parent company
The parent company Nordic Semiconductor ASA
has a net profit after tax of USD 65.7 million in 2021,
compared to USD 35.8 million in 2020.
The entire net profit is attributable to the equity
holders of the parent. Net profit after tax
corresponds with ordinary earnings of USD 0.34 and
fully diluted earnings per share of USD 0.34 for 2021.
This compares to ordinary and fully diluted earnings
per share in 2020 of USD 0.20 and 0.18, respectively.
Nordic pursues an ambitious long-term growth
strategy which requires significant investments
in R&D and sales and marketing. The Board of
Directors recommends that Nordic maintains a
solid balance sheet with a high equity ratio and a
cash reserve that enables the company to continue
driving its technology and product roadmap.
The Board of Directors will hence propose to the
Annual General Meeting that the net profit of the
parent company is transferred to ‘Other equity’, and
that no dividend is distributed for 2021.
Risk Management
Nordic has a well-established corporate level risk
framework to manage risks and opportunities that
may impact the strategic objectives in a proactive
and systematic manner. All members of the
Executive Management Team are responsible for
risk management within their respective functions,
while Legal & Compliance owns the framework.
The outcome of ongoing risk evaluations are
put into actions and priorities proportionate to
identified risks and opportunities to reach or
maintain target risk levels. The Board of Directors
oversee risk management through biannual reviews
of the Group’s most important areas of exposure
and internal controls, and on an ongoing basis in
relation to the assessment of specific projects or
other matters of regular business.
Risk Factors
Based on the information currently known to us, we
believe that the following information identifies the
most significant risks affecting our business. Any of
the factors described below, or any other risk factor
discussed elsewhere in this report, could have a
negative impact on our results or on our outlook.
Six major groups of risks are identified within the
Nordic Group: Strategic, Operational, Financial,
Legal & Compliance, Environmental, and Social.
Some of the risks are outside of Nordic’s control,
including industry and specific cyclical risks.
Strategic risk and external factors
Demand for semiconductors and electronic products
is sensitive to global economic conditions and
international trade flows. While the underlying,
long-term market trends point towards increasing
demand for Nordic’s products, our operations
are exposed to a variety of factors with real or
perceived impact on the economy.
Geopolitical risk and trade tensions
Geopolitical risks, challenging global economic
conditions, trade frictions, political unrest, war and
uncertainty can result in reduced demand for our
products or negatively affect our supply chain.
15
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | REPORT FROM THE BOARD OF DIRECTORSThe reliance on Taiwan for supply to the
semiconductor industry could create a critical
situation for the global economy. Nordic
experienced a tightening of supply at the beginning
of 2021, and it continued throughout the year, with
growth limitations also confirmed for 2022. The
supply constraint has a direct ripple effect on other
identified risks, such as Nordic's dependency on key
customers, as the gap between their demand and
what Nordic can deliver is increasing.
Response:
Nordic actively monitors the geopolitical situation
and is taking actions to reduce the impact on the
business, for example supporting our customers in
optimizing their value chain, placing early orders
to secure supply, as well as exploring additional
sourcing options.
Coronavirus
The pandemic has continued to affect Nordic's
products, distributor inventories, and other parts
of the industry supply chain in 2021 with temporary
constraints and increased lead times. At the same
time, the pandemic has also triggered major interest
in wearables and other connected devices that
initially supported social distancing and contact
tracing to slow down the progress of Covid-19.
Nordic's technology has been used in dozens of
such innovative designs, resulting in an overall
increase in demand of products.
Response:
First and foremost, Nordic's focus has been to
safeguard our employees by ensuring operations
are in full compliance with relevant regulations,
followed by ensuring business continuity for
customers, suppliers, and partners. A reduction in
travel and physical meetings has been compensated
with more extensive online presence, such as
online developer and customer support. Nordic is
continuously monitoring the situation and we will
make necessary adjustments in alignment with
any new recommendations from governments,
manufacturers, customers, and distributors.
Climate change and natural disasters
The nature of our business as a fabless
manufacturer, means that Nordic is heavily reliant
on semiconductor manufacturing in Taiwan. Nordic's
manufacturing partners are exposed to adverse
effects of climate change and natural disasters.
Response:
Nordic is in dialogue with our manufacturing
partners to assess and implement multiple
initiatives to understand and manage the effects
of climate change and natural disasters on their
own operations. In addition, Nordic is exploring
additional sourcing options.
Changes in competitive landscape
Nordic Semiconductor’s strategic goal is to
maintain or preferably grow its market share and
remain a leading vendor of wireless connectivity
and embedded processing solutions for internet
connected things.
The markets in which we operate are highly
competitive in terms of price, functionality, and
software solutions. In a growing market, we face
tough competition from existing players as well as
new entrants, mainly from China. With Bluetooth
LE being adopted across more than 25 identified
market verticals, it is likely that more focused
and specialized competitors gain market share,
especially in verticals where Nordic’s position
is weaker.
Response:
In order to stay competitive, Nordic continues
to invest in products, software, and strategic
partnerships. The company has further developed
its products to include support for additional low
power, short-range connectivity standards, such
as Zigbee and Thread, across its nRF52 Series
and its new generation nRF53 Series. Nordic’s
multiprotocol portfolio ensures that the company is
well positioned to benefit from projects seeking to
improve compatibility across different standards.
We depend on the development of new
products and enhancing our existing products,
but the success of our substantial research and
development activities can be uncertain. However,
Nordic has guided to invest 15-20% of revenue in
R&D. This is required in order to stay competitive in
this market.
Risk of Bluetooth being replaced
There is a risk that Bluetooth becomes unattractive
compared to other technologies, or is bundled with
non- Nordic technologies. The biggest immediate
threat comes from various Wi-Fi standards tightly
integrated with Bluetooth in combo-chipset. There
are other wireless standards, like UWB, that may be
a risk factor in the long term in some of the verticals
where Bluetooth plays a dominant role today.
Response:
Nordic is a part of the Bluetooth Special Interest
Group (Bluetooth SIG), which is continuously
developing the Bluetooth standards. In addition,
Nordic has developed Zigbee and Thread solutions
and acquired a Wi-Fi team with Wi-Fi assets. Nordic
will continue to monitor the trends in the market,
keeping the product portfolio relevant.
16
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | REPORT FROM THE BOARD OF DIRECTORSCellular IoT
There is a risk that we may not be successful in
executing our strategy to capture the cellular IoT
market opportunity in terms of scale, time, and
volume. Nordic launched the nRF91 Series at the
end of 2018, which is Nordic’s first family of low
power devices for cellular IoT. There is still a risk
that cellular IoT will not be as successful as Nordic
had hoped for, or that the market is skewed toward
NB- IoT where simpler, lower cost devices dominate.
Customers may also choose competing low power
wide area network (LPWAN) technologies or cancel
roll-out of products due to lack of any of the
LPWAN technologies.
Response:
Nordic’s solution has integrated LTE-M, NB- IoT, GPS
functionality, RF Front-End, and power management
into a very small System in Package (SiP), under the
highest security standards and with significantly
better energy efficiency than any comparable
products currently on the market. Software
development tools and highly qualified technical
support through DevZone puts Nordic in a good
position to take a large share of the cellular market.
As carriers continue to roll out LTE-M and NB-IoT
capabilities and certification programs, there are
more and more customers looking at adopting
these two technologies. In order to mitigate the risk
of cellular not being as successful as Nordic had
hoped for, Nordic focuses on delivering user-friendly
products and working closely with regulators and
carriers to remove barriers to entry.
Key personnel
Our business is our employees. Losing key
employees and not attracting key competencies
will affect sales, quality of products, delay time
to market, and more. In order to deliver on our
strategy and roadmap, we depend on attracting
the best talent. During the pandemic, turnover has
been lower due to employees need for security
superseding needs to seek new challenges. After the
main restrictions have been lifted, Nordic expects
staff turnover to be slightly above target of 5%.
Response:
Nordic focuses on talent attraction, recruitment,
and retainment, as well as succession planning
and continues to develop organizational culture
and branding. We are continuously improving and
adapting our employer value propositions to attract
and keep key talent.
Operational risk
Product availability, quality, safety and integrity
Nordic is a fabless semiconductor company,
outsourcing component manufacturing and relying
on distribution partners for sales to the broad
market of original electronics manufacturers and
to end-users.
As a fabless company, Nordic Semiconductor
outsources the capital-intensive production of silicon
wafers, packaging and testing of its products to
third-party suppliers, mainly in South-East Asia.
The manufacturing pipeline involves multiple stages
with multiple suppliers. The failure of any of these
third-party vendors to deliver products or otherwise
perform as required could damage revenue in the
short-term, and customer relationships in the long-
term.
The manufacturing processes involved often depend
on specific tooling’s developed and provided by
Nordic Semiconductor, specifically the chip design
itself, as well as certain test programs and hardware
used for quality screening. Failure on Nordic
Semiconductor’s end to provide good quality or
enough quantity of such tooling may have the same
consequences as outlined above.
Response:
Under normal circumstances, Nordic mitigates the
risk of lack of products by keeping a buffer stock
of wafers or finished goods to cover short-term
demand. For medium-term requirements, Nordic
seeks to have second sourcing and insurance for
supply disruptions related to disasters. Nordic’s
partners are selected through extensive qualification
programs. Lastly, Nordic has its own testers,
improving availability of the products and ensuring
the right quality.
Product ramp
There is a risk that Nordic is not able to ramp up
production of new products according to customer
requirements, either resulting in not meeting
customer volume demands, or resulting in high
yield loss.
Response:
Given the timetables for some key product
introductions, tight control over the New Product
Introduction process is imperative, including
quality assurance during high volume product
ramps. In addition, Nordic has invested heavily in
its own failure analysis lab, to solve any issues as
quickly as possible.
17
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | REPORT FROM THE BOARD OF DIRECTORSInformation Security and cyber risk
Our operations are complex with several centralized
critical operations, and any disruption to these
operations impact our ability to deliver products
to customers. Furthermore, Nordic’s operations are
highly dependent on a fully reliable IT-infrastructure
with all systems operating at close to 100%.
Downtime can impact development of new products
(delay launch, day-to-day support to customers,
manufacturing, and delivery of end products to
customers). Activities related to cyber-attacks are a
risk for our day-to-day operations.
Response:
Employing world class data protection is a top
priority, in addition to reducing the risk related to
human behavior by providing regular awareness
training to all employees. Nordic has implemented
disaster recovery plans and backup routines in order
to mitigate any effects of potential cyber-attacks,
and seeks to maintain appropriate insurance
coverage to support the management of potential
threats and attacks.
Product Security
There is a risk that released products have security
vulnerabilities, and that Nordic does not meet
all customers’ expectations with regards to their
preferred mitigating measures that may vary from
application to application. Although Nordic certifies
products in accordance with security industry
standards, there is a risk of loss of reputation and
recognition due to cyber-attacks in end-products.
Response:
Nordic continues to invest in security architecture
and we continuously enhance our well-established
processes for incident management. Our dedicated
Product Security Officer is working with industry
standards on security and certifying Nordic products
to relevant standards. Our Product Security Incident
Response Team Manager manages vulnerability
reporting and follows up on our engagement
with our external bug bounty program with
HackerOne. Nordic’s liability is limited to substantial
conformance with own specifications for our generic
line of products.
Financial risk
Nordic’s strategy and growth ambitions require an
adequate cash position to fund the R&D activities
needed to drive the technology and product
roadmaps forward.
Maintaining a solid R&D cash coverage, measured
as cash holding divided by R&D spending, is also
necessary to pass the procurement due diligence
of tier-one customers, who are expected to
make up an increasing part of the revenue base
going forward.
At the end of 2021, the R&D cash coverage stood
at 24 months' expenditure. Nordic had available
cash of approximately USD 344 million at the end
of 2021, including credit facilities described above
under ‘Cash Flow and Funding’. The Board of
Directors assesses the current liquidity risk as low.
Interest-rate risk
Nordic holds minimal interest-bearing debt, whereas
cash and cash equivalents are held as cash, mainly
in USD. We consider the direct risk associated with
interest rate fluctuations as low.
Foreign currency risk
Nordic is exposed to foreign exchange risk, as
our sales revenue and direct production costs are
almost entirely nominated in USD, whereas our
operating expenses primarily are in NOK and EUR.
Hence, fluctuations in the exchange rates between
these currencies may impact profit margin.
Nordic does not use any financial instruments to
hedge the currency risk. A 1% increase in USD/NOK
would translate into USD 0.5 million in added profit
before tax, all other things equal. The company
presents its accounts in USD, with profits translated
into NOK for taxation purposes.
Credit risk
Nordic is exposed to credit risk related to both its
distributors and certain end-customers. The main
counterparties are leading international distributors
of electronic components based in Asia, and the
company has historically not suffered any significant
credit losses.
Nordic’s 10 largest customers (distributors)
accounted for 85% of total revenue in 2021, with no
significant losses on receivables.
Credit monitoring routines are integrated
into any new credit lines, requiring security in
the form of payment guarantees or advance
payment requirements if needed. The company’s
receivables are not credit insured. The credit risk is
considered low.
Legal and compliance
Compliance
Nordic has a zero tolerance for bribery and
corruption, and is committed to the highest
standards of ethics and integrity wherever we
operate. With an increasing global presence, the
focus on governance and ensuring compliance to
foreign and local requirements is important.
Nordic is strengthening its focus on governance
and compliance by the employment of a Group
Compliance Officer and further improvements of its
governance and compliance frameworks to ensure
relevant policies, training, and monitoring of main
risk areas as well as management of reports of
concern through whistleblower channels.
18
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | REPORT FROM THE BOARD OF DIRECTORSIn the normal course of business, we might be
involved in legal proceedings related to commercial
disagreements, claims related to product quality,
intellectual property as well as governmental
inquires. An unfavorable ruling in any of these cases
can have a material impact on our results.
Product liability
Our products are complex and vulnerabilities in
our products may not have been detected during
product development and manufacturing. This may
result in decreased revenue for our customers and a
damaged reputation if no work-around is possible.
Customer contracts and Product Warranty is clear
in its apportioning of product liability, however there
is a risk that legal action can be brought forward
representing a material risk on our results.
Response:
Nordic follows very high standards in terms of
quality assurance. Investing in lab equipment and
testers reduces time used on fault-finding, enables
workarounds to be implemented faster, and
effectively screens production defects. Nordic tries
to limit the contractual liability to an acceptable
level in the industry.
Intellectual property rights
Enabling licensing of intellectual property rights
in and to patents that are essential for the radio
communication standards on which Nordic base its
products is one of our key priorities. Many owners
of standard essential patents have decided to only
license the end-device, leaving it up to Nordic’s
customers to get third party IP necessary for their
products, as opposed to licensing Nordic’s products.
Nordic Semiconductor has never been prevented
from selling its established line of products due
to intellectual property rights, and is continuously
investigating any allegations by patent holders
that Nordic’s products infringe on the intellectual
property of others. Nordic is taking steps to ensure
that any such allegations do not prevent the selling,
purchasing and use of our products.
The Bluetooth specifications are intended to be
written so that all patent claims which are necessary
to implement them are held by members of the
Bluetooth SIG. Any necessary claims held by
members of the Bluetooth SIG, are automatically
licensed to members like Nordic as a condition of
membership. However, there are other participants
in the industry, that own patents and are not
members of the Bluetooth SIG, who assert their
patents towards companies like Nordic.
Patent infringement and licensing practices in both
Cellular IoT and Bluetooth are considered when
Nordic assesses potential loss in connection with
litigation. While we believe the risk of loss is minimal
due to the company’s vast experience and prior
art in working with Bluetooth, we will defend any
claims asserted against Nordic vigorously, in light of
the inherent uncertainties of access to licensing on
component level.
Response:
Nordic is a willing licensee and invites the owners
of standard essential patents to NB-IoT and LTE-M
to license Nordic’s products on FRAND terms on
component level, or to enable access to such license
to its customers. Nordic Semiconductor ASA plays
an active part in raising awareness around the
implications which the lack of licenses has on the
industry. Furthermore, Nordic is and has always
been active in, and contributing to, standard setting
organizations, promoting openness and availability
for all to standard essential patents.
Personnel and organization
The Group had 1 197 employees at the end of 2021.
The number of employees increased 22% from 978
at the end of 2020.
The growth reflects increased R&D investments in
both the short-range business and cellular IoT.
The number of R&D personnel increased by 24% to
926 during 2021. R&D employees represent 77% of
total headcount. Sales & Marketing staff increased
by 10% to 137 people at year end, while Supply
Chain increased by 26% to 72 employees. The
remaining 62 employees work in staff functions.
At the end of 2021, 679/56.5% of employees were
employed outside of Norway, compared to 529/54%
of employees at the end of 2020.
An engagement survey late 2021 reported that
87% of employees are satisfied or very satisfied
with working at Nordic, and 92% stated they
are proud to work at Nordic, both well above
global benchmarks,
Sick leave (Norway specific)
Sick leave remained below industry average in 2021,
with absence due to illness of 1.8%, up from 1.4%
in 2020. No occupational illnesses or injuries were
reported in 2021.
19
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | REPORT FROM THE BOARD OF DIRECTORSDiversity and inclusion
The Board of Directors’ People and Compensation
Committee at Nordic Semiconductor works actively
together with the Executive Management Team
to ensure non-discrimination and equality, while
fostering diversity and inclusion.
Diversity and inclusion are focal areas for leadership
development and training initiatives, as well as the
annual people, performance and compensation
review. In 2021 we conducted a diversity and
inclusion awareness training for more than 90% of
our global leaders.
With 44 different nationalities represented at
the company’s headquarter and 56 nationalities
globally, Nordic has a unique position for fostering
an inclusive and diverse company culture, where
having a highly specialized skill-set combined with a
desire for innovation are the common denominators.
Gender balance
At the end of 2021 the percentage of female
employees was 14.0%, compared to 13.8% in 2020.
The Norwegian operation's workforce is 17.5%
female, up from 16.0% in 2020. The skewed gender
balance must be viewed in relation to an industry
context. In Norway, women working in the private
sector represent around 37%** of the work force,
but only around 14%** of electrical engineers and
computer science professionals are women.
The Executive Management Team consists of
eight men and two women, whereas the Board of
Directors consists of four male and three female
shareholder elected members, in addition to four
male employee-elected members.
Employee gender distribution
2021
2020
Total percentage female employees
14.0%
13.8%
Percentage of new female hires
globally
18.5%
13.0%
Percentage of new female hires in
Norway
26.0%
21.0%
Percentage of new female junior
hires in Norway
24.0% 24.0%
Promoted or hired females to
management positions
23.8% 25.0%
Gender equality is a fundamental principle for
Nordic. Continuous internal and external recruiting
efforts are made to grow our percentage of female
employees in all areas.
Nordic has strengthened the company's employer
branding with emphasis on promoting gender
equality and employee diversity. During 2021 the
People function was further strengthened, enabling
a more active involvement in the recruitment process
to ensure inclusive hiring practices.
As a consequence, we have seen an increase in
the number of applications from female students
and graduates, and a corresponding increase in
the percentage of new female hires above market
averages and prior years outcomes .
Age diversity
Nordic Semiconductor aspires to be a healthy and
attractive workplace for employees of all ages and
stages of life. The company has implemented a
Phase of Life Policy, aiming to facilitate employee
development and knowledge growth throughout
the employee journey. The phase of life policy
consists of three stages: Junior, Middle and Senior
stage. Each phase is based on the perception
that employees have different needs and selected
priorities relevant to the various stages of their lives.
This gives Nordic an opportunity to accommodate
the personal needs and requirements of our
employees.
The average age of permanent employees in Nordic
was 39.3 years in 2021, which is slightly lower than
in 2020 (40.2). We have employees between 21 and
70 years old.
Equal pay
Total Rewards was established as a separate area
of expertise in 2021, as we aspire to increase our
competitive power to attract and retain global
talent. An employee preference survey was
conducted in 2021, to help focus and calibrate the
company's reward strategy.
Nordic's reward strategy is based on the principle
that work of equal value shall receive equal pay.
Salary levels are determined based on objective
measures such as seniority, education and
experience, in addition to local market practice and
cost of living.
** Based on data from Statistics Norway from 2019
20
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | REPORT FROM THE BOARD OF DIRECTORSCareer ladder
In Nordic 77% of employees are employed within
Research and Development (R&D). To ensure equal
pay for this core group, Nordic has developed a
standardized framework to determine and adjust
salary levels referred to as the Nordic Career
Ladder. All R&D team base salaries are determined
by Career Ladder placement and advancement.
Salary increases are managed through a globally
aligned salary review process.
Within the R&D department in Norway, the average
salary in 2021 for females was 88% of the average
salary for males. The global average salary for
female employees was 78% of the average salary
for males. This excludes the Executive Management
Team, where the average salary for female
employees was 76% compared to their male peers.
The average salary gap between women and men
is largely caused by a higher proportion of men in
senior positions and with longer tenure. Gender
differences in salary are also influenced by function
and location.
Employment opportunities and part-time employment
Nordic strives to offer full-time employment in
all positions, however accommodates part-time
employment when requested to the extent possible.
1.9% of Nordic's permanent employees are in
part-time positions (excluding student-interns), all
by choice or following medical advice. In 2021 the
share of male part-time employees was 78% whilst
22% were women, largely reflecting the overall
gender split.
Part time employees are offered and often
accept an opportunity to reevaluate their working
percentage during the annual performance
conversation with their manager.
Parental leave (Norway specific)
Since 1993, a part of the parental leave is legally
devoted to the father as a way to promote gender
equality in the labor market in Norway. Nordic pays
parental benefits beyond the National Insurance
Scheme. While the national Insurance Scheme
refunds an annual salary up to 6 G, Nordic offers
up to 9 G, if the employee has been working for
at least 6 of the past 10 months before the birth
of the child.
During 2021, 31 employees at Nordic were on
parental leave, 24 men and 7 women. The average
number of weeks on leave for men was 12.75 weeks,
while the average for women was 21.8.
Diversity and inclusion initiatives in 2022
During 2022, Nordic Semiconductor will develop
and implement a longer-term, global diversity
and inclusion strategy with defined organizational
targets. Our plan for 2022 includes the following
initiatives:
■ Conduct diversity and inclusion awareness training
for all people managers
■ Establish a global job leveling structure as a
foundation for a compelling, consistent, fair and
market-oriented approach to size and align all roles.
■ Assess all global visual and written employer
branding, job advertisements and marketing
material to ensure inclusive messaging
■ Track and analyze gender distribution on all job
advertisement applications
■
Implement an efficient employee engagement tool
to continuously measure the internal perception on
diversity and inclusion and more
■ Continue our focus of attracting and promoting
female candidates
■ Leverage best-of-breed assessment tools in internal
recruitment and promotions
Environmental, Social and Governance
(ESG)
Nordic has committed to to the following ESG
frameworks:
■ UN Global Compact’s (UNGC) ten principles
on human rights, labor, environment, and anti-
corruption
■ Responsible Business Alliance’s (RBA) Code of
Conduct for social, environmental and ethical issues
in the electronics industry supply chain
■ UN Sustainable Development Goals (SDGs)
■ Nordic’s Corporate Social Responsibility policy
The Nordic ESG framework is established according
to the company’s management systems for Quality
(ISO 9001), Environmental (ISO 14001), Occupational
Health and Safety (ISO 45001), and Information
Security (ISO 27001). These standards enable a
systematic approach to improving the company’s
business processes and performance on material
ESG topics. Material topics include but are not
limited to Environmental product compliance, GHG
emission, responsible sourcing of minerals, diversity
and inclusion, Health & safety, Anti-corruption,
Information Security and data privacy.
21
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | REPORT FROM THE BOARD OF DIRECTORSThe ESG section of this report below presents
Nordic Semiconductor's ESG status, programs,
and performance during 2021. The ESG section
is prepared in accordance with GRI reporting
standards (Core option) and follows the
requirements of Norwegian Accounting Act, Section
3-3c. The ESG section also represents the company’s
official Communication on Progress as a signatory
to the UN Global Compact.
Environmental statement
Nordic seeks to minimize its environmental impact
on areas of hazardous substances, resource
consumption, GHG emission, and manage waste
in an environmentally friendly and resource
efficient manner.
The company has established routines to monitor
these conditions under management systems
certified under ISO 9001 and ISO 14001. Nordic
complies with all current applicable laws and
regulations, such as REACH and RoHS directives.
Manufacturing is outsourced to leading third-party
providers who are required to operate in compliance
with the ISO 14001 environmental standards, in
addition to other certifications, requirements,
and qualifications.
Aware of the effects of climate change and the
contribution of the semiconductor industry to GHG
emission, Nordic started its renewable energy
program in 2020 to reduce GHG emission from both
its operations and its outsourced manufacturing
activities. Procurement of renewable energy
happens on annual basis, with the long-term goal of
complete carbon neutrality for scope 2 by 2025 and
scope 3 by 2030.
Nordic Semiconductor environmental key targets for
2022 are stated as below.
■ Renewable energy purchase to achieve:
■ GHG emission reduction for Scope 2 by 50%
■ GHG emission reduction for Scope 3 by 20%
■ 80% of prototyping platforms with recyclable
plastic enclosure
■ 5% of device containers with recycled plastic
EU Taxonomy
On 12 July 2020, the EU Taxonomy Regulation, which
provides for the establishment of a framework to
facilitate sustainable investment, was enacted. The
EU Taxonomy Regulation introduces a classification
system of environmentally sustainable activities
by defining technical screening criteria for each
environmental objective through delegated acts.
The EU Taxonomy Regulation also mandates larger
European companies to report on and disclose
the extent to which their business activities are
eligible and aligned with the regulations’ definition
of environmental sustainability. The first delegated
acts apply as of January 1, 2022 and classifies the
economic activities of a defined set of industries
with a large focus on manufacturing processes,
which are decided to be the most important for the
first two of the six environmental objectives (climate
change mitigation and climate change adoption).
Nordic Semiconductor ASA, as a publicly listed
European company with more than 500 employees,
is under the EU Taxonomy Regulation to the extent
that we are mandated to disclose if and, to which
extent our business activities are recognized
within the definitions of the current EU Taxonomy
Regulation and its delegated acts.
An assessment of the EU Taxonomy Regulation and
its delegated acts for the financial year of 2021,
has concluded that the business activities of Nordic
Semiconductor are not included in its current scope,
and therefore disclosed as non-eligible economic
activities. Nordic Semiconductor continues to
monitor changes in the EU Taxonomy Regulation to
ensure necessary preparations and compliance with
the regulation.
For more information on sustainability development
and performance, we refer to the ESG section of
this report, where we provide more details on our
objectives and activities related to environmental
and social impact, as well as our governance
framework and how these themes are integrated in
the way we work.
22
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | REPORT FROM THE BOARD OF DIRECTORSCorporate Governance
Nordic is subject to corporate governance
requirements according to the Norwegian Public
Limited Companies Act, the Norwegian Accounting
Act, section 3-3b, the Oslo Stock Exchange's Oslo
Rulebook II -Issuers Rules, Chapter 4.5 section 5-8a
of the Norwegian Securities Act, and the Norwegian
Code of Practice for Corporate Governance ("the
Code of Practice") as adopted by the Norwegian
Corporate Governance Board (NUES).
A thorough review of compliance with the Code of
Practice is included in the Standards of Corporate
Governance chapter of this Annual Report.
Nordic has a Directors and Officers Liability
Insurance on behalf of the members of the
Board of Directors and CEO. The insurance
additionally covers any employee acting in a
managerial capacity and includes subsidiaries
owned with more than 50%. The insurance policy
is issued by a reputable, specialized insurer with
appropriate rating.
Shareholder Matters
The Nordic Semiconductor shares are listed on
the Oslo Stock Exchange (OSE) under the ticker
NOD. Total return for the Nordic share was 116% in
2021, compared the Oslo Stock Exchange (OSEBX)
which increased 23% during 2021, and the PHLX
Semiconductor Sector Index (SOX) which increased
41% during 2021.
The Nordic share closed at NOK 297.6 at year-end
2021, corresponding to a market capitalization of
NOK 57.4 billion.
Nordic had 191.0 million shares outstanding at the
end of 2021, of which 1.8 million treasury shares.
Purchase of treasury shares is viewed as an
effective way to cover the obligations related to
equity-based compensation.
On the Annual General Meeting in April 2021 the
Board was given the authorization to purchase own
shares, and to hold treasury shares within the limits
of the Norwegian Public Limited Liability Companies
Act. The company will seek the same approval on
the 2022 Annual General Meeting.
Nordic had approximately 14 600 shareholders at
the end of 2021, compared to 8 800 at the end of
2020. The top 20 shareholders held 57.3% of the
registered shares.
51.4% of the shares were held by institutions and
individuals based in Norway, down from 58.7% in
2020. The following table outlines the geographical
split of our shareholder base. The geographical split
is based on results from our shareholder analysis
vendor showing data as of December 31, 2021.
Region
Norway
USA
Other Europe
UK
Sweden
Rest of World
December 31, 2021
51.4%
29.8%
7.9%
5.3%
3.4%
2.2%
Nordic aims to have an open dialog with
shareholders and investors. The company conducted
virtual investor roadshows both in Norway and
internationally in connection with the interim results
and participated on several industry and investment
virtual seminars during the year.
Through active communication with the capital
market and shareholders in 2021, Nordic ensured
that all relevant information required for external
evaluation of the company was published in
accordance with applicable rules and guidelines
issued by the Oslo Stock Exchange.
23
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | REPORT FROM THE BOARD OF DIRECTORSOutlook
Nordic Semiconductor is experiencing strong
demand from globally leading technology
companies and other tier-1 customers, as well as
from customers in the broad market. This is reflected
in revenues that have more than doubled over the
past two years, and in an order backlog that more
than tripled to almost USD 1.7 billion during 2021.
The currently limited availability of wafers is
preventing the company from taking full advantage
of the strong demand, although revenue increased
by 51% to USD 611 million. The company expects
to be allocated wafer volumes and to generate
revenue in 2022 that keeps the company on track
for its 2023 revenue target of USD 1 billion. Nordic
sees continued strong growth opportunities well
beyond 2023, and overall looks for annual revenue
growth of at least 25% in 2023-2026.
Nordic reported a gross margin of 53.5% for 2021,
partly due to one-off effects of price changes
towards the end of the year. The company targets
an overall gross margin of 50% going forward.
Combined with higher scale and improving
operational leverage, Nordic expects this to enable
a long-term EBITDA-margin level above 25%.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | REPORT FROM THE BOARD OF DIRECTORSOslo, March 17, 2022
Jan Frykhammar
Board member
Birger Steen
Chair
Anita Huun
Board member
Inger Berg Ørstavik
Svenn-Tore Larsen
Board member
Chief Executive Officer
Endre Holen
Board member
Øyvind Birkenes
Board member
Jon Helge Nistad
Annastiina Hintsa
Board member, employee
Board member
Joel Stapleton
Susheel Raj Nuguru
Morten Dammen
Board member, employee
Board member, employee
Board member, employee
25
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | REPORT FROM THE BOARD OF DIRECTORSFinancial statements
Income statement (for the year ended December 31)
GROUP
PARENT
2021
2020 Amount in USD 1000
Note
2021
2020
610 528
405 217 Total Revenue
-283 415 -190 690 Cost of materials
-472
-584 Direct project costs
326 640
213 943 Gross profit
-149 824
-101 211 Payroll expenses
3
4
611 577
406 242
-283 415
-190 690
-472
-584
327 690
214 968
9/10/12/18
-84 483
-61 444
-52 098
-35 954 Other operating expenses
5/11
-130 450
-84 325
-37 798
-31 063 Depreciation
86 920
45 714 Operating profit
730
642 Financial income
-1 129
-1 416 Financial expenses
739
-2 016 Net foreign exchange gains (losses)
87 260
42 925 Profit before tax
-16 089
-4 534 Income tax expense
71 171
38 391 Net profit after tax
Attributable to:
71 171
38 391 Equity holders of the parent
0.37
0.37
2021
0.21 Ordinary earnings per share (USD)
0.20 Fully diluted earnings per share (USD)
2020 Statement of comprehensive income
71 171
38 391 Net profit after tax
-150
-84
Actuarial gains (losses) on defined benefit plans
(before tax)
33
19 Income tax effect
-1 186
688 Currency translation differences
11/12/21
-32 893
-27 128
79 864
42 071
6/22/23
737
6/21/22/23
-1 001
6/22
704
642
-1 336
-2 014
7
8
8
7
80 305
39 363
-14 618
-3 564
65 687
35 799
65 687
35 799
0.34
0.34
2021
0.20
0.18
2020
65 687
35 799
-150
33
-84
19
69 868
39 014 Total Comprehensive Income
65 570
35 734
Attributable to:
69 868
39 014 Equity holders of the parent
65 570
35 734
27
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSStatement of financial position (as of December 31)
GROUP
PARENT
2021
2020 Amount in USD 1000
Note
2021
2020
ASSETS
Non-current assets
2 386
2 393 Goodwill
31 542
34 563 Capitalized development expenses
15 764
19 905 Software and other intangible assets
6 331
3 668 Deferred tax assets
18 935
25 092 Right of use assets
24
12
12
7
21
249
249
31 542
34 563
15 232
19 286
5 748
3 029
14 923
20 616
33 885
28 284 Fixed assets
11/22/23
28 824
24 960
0
0 Shares in subsidiaries
1/13
6 696
1 590
108 844
113 906 Total non-current assets
103 215
104 294
Current assets
54 943
61 955 Inventory
141 748
88 034 Accounts Receivable
11 951
9 372 Other current receivables
4
14/22/23
15/22/23
54 943
61 955
141 748
88 034
11 283
10 062
279 331
242 547 Cash and cash equivalents
16/22/23
273 430
238 615
487 973
401 909 Total current assets
596 817
515 814 TOTAL ASSETS
EQUITY
317
317 Share Capital
235 448
235 448 Share premium
222 443
166 727 Other components of equity
458 209
402 492 Total equity
LIABILITIES
Non-current liabilities
580
448 Pension liabilities
481 405
398 666
584 620
502 960
317
317
235 448
235 448
204 924
153 501
440 690
389 266
554
448
17
17
18
14 281
21 004 Non-current lease liabilities
21/22/23
11 673
18 338
14 861
21 452 Total non-current liabilities
12 226
18 785
Current liabilities
28 392
22 812 Accounts payable
20/22/23
27 558
21 059
17 427
4 976 Income taxes payable
7 599
5 594
520
8 789 Public duties
5 520 Current lease liabilities
302 Current financial liabilities
7
20
21/22/23
22/23
17 181
4 889
6 266
3 921
520
7 777
3 616
302
64 215
49 472 Other current liabilities
15/20/23
76 258
57 265
123 747
91 872 Total current liabilities
138 608
113 323 Total liabilities
596 817
515 814 TOTAL EQUITY AND LIABILITIES
131 703
94 908
143 930
113 694
584 620
502 960
28
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTS
Oslo, March 17, 2022
Jan Frykhammar
Board member
Birger Steen
Chair
Anita Huun
Board member
Inger Berg Ørstavik
Svenn-Tore Larsen
Board member
Chief Executive Officer
Endre Holen
Board member
Øyvind Birkenes
Board member
Jon Helge Nistad
Annastiina Hintsa
Board member, employee
Board member
Joel Stapleton
Susheel Raj Nuguru
Morten Dammen
Board member, employee
Board member, employee
Board member, employee
29
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSNordic Semiconductor Group
Consolidated statement of changes in equity
Amount in USD 1000
Share
capital
Treasury
shares
Share
premium
Other paid
in capital
Currency
translation
reserve
Retained
earnings
Total equity
Equity as of 01.01.2020
303
-5
113 355
6 819
-309
112 042
232 205
Net profit for the period
Other comprehensive
income
Share based compensation
Sale of treasury shares
(option exercise)
Capital increase*
Equity as of 31.12.2020
Net profit for the period
Other comprehensive
income
Share based compensation
Option exercise
14
317
3 265
5 897
2
122 093
38 391
38 391
688
-65
623
3 265
5 899
122 108
-2
235 448
15 980
379
150 368
402 492
71 171
71 171
-1 185
-117
-1 302
6 670
-20 821
6 670
-20 821
Equity as of 31.12.2021
317
-2
235 448
1 829
-806
221 421
458 209
Nordic Semiconductor Parent
Consolidated statement of changes in equity
Amount in USD 1000
Share
capital
Treasury
shares
Share
premium
Other paid
in capital
Retained
earnings
Total equity
Equity as of 01.01.2020
303
-5
113 355
4 530
103 570
221 754
Prior year adjustment
Net profit for the period
Other comprehensive income
Sale of treasury shares (option
exercise)
Share based compensation
Capital increase*
Equity as of 31.12.2020
Net profit for the period
Other comprehensive income
Option exercise
Share based compensation
-21
-21
35 799
35 799
-65
-65
5 899
3 792
122 108
2
122 093
5 897
3 792
-3
235 448
14 219
139 283
389 266
65 687
65 687
-117
-117
6 670
-20 816
6 670
-20 816
14
317
Equity as of 31.12.2021
317
-3
235 448
74
204 853
440 690
* The group increased the share capital with NOK 1 144 million, approximately USD 125 million.
The amount net of transaction cost was USD 122.1 million after tax.
30
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSStatement of cash flows
for the year ended December 31.
GROUP
PARENT
2021
2020 Amount in USD 1000
Note
2021
2020
Cash flows from operating activities
87 260
42 925 Profit before tax
80 305
39 363
-6 332
-2 955 Taxes paid for the period
7
-5 045
-1 922
37 798
31 063 Depreciation and amortization
11/12/21
32 893
27 128
-41 043
-29 561 Change in inventories, trade receivables and payables
4/14/20/22
-40 204
-29 333
6 670
3 151 Share-based compensation
134
138 Movement in pensions
11 332
20 530 Other operations related adjustments
95 818
65 292 Net cash flows from operating activities
Cash flows used in investing activities
-25 050
-16 480 Capital expenditures (including software)
-5 644
-8 398 Capitalized development expenses
11/12
12
0
0
0 Investment in subsidiaries
-13 158 Business Combination, net of cash acquired
-30 694
-38 035 Net cash flows used in investing activities
Cash flows from financing activities
0
0
10 455 Changes in treasury shares
17
121 277 Capital increase
-20 758
-4 557 Cash settlement of options contract
-6 493
-3 552 Repayment of lease liabilities
0
0
40 000 RCF drawdown
-40 000 RCF repayment
4 359
2 357
106
138
16 460
21 845
88 873
59 576
-20 301
-14 752
-5 644
-8 398
-2 878
0
0
-11 694
-28 824
-34 844
0
0
10 455
121 277
-20 758
-4 557
-4 476
-2 496
0
0
40 000
-40 000
-27 250
123 622 Net cash flows from financing activities
-25 234
124 677
-1 090
1 024
Effects of exchange rate changes on cash and cash
equivalents
36 784
151 902 Net change in cash and cash equivalents
242 547
90 645 Cash and cash equivalents as of 1.1.
0
0
34 815
149 409
238 615
89 205
279 331
242 547 Cash and cash equivalents as of 31.12.
16/22
273 430
238 615
2 285
4 202
Restricted cash incl. in the cash and cash equivalents
as of 31.12.
16
2 285
4 202
31
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSNote 1: Background
1.1 Corporate information
Nordic Semiconductor ASA is a public limited
company whose ordinary shares are listed on
the Oslo Stock Exchange with ticker code NOD.
The Company is domiciled in Norway, and the
registered head office is at Otto Nielsens veg 12,
7052 Trondheim.
The Group includes the ultimate parent company
Nordic Semiconductor ASA and the wholly owned
subsidiaries, Nordic Semiconductor Norway AS,
Nordic Semiconductor UK Ltd, Nordic Semiconductor
Inc., Nordic Semiconductor Poland Sp. z.o.o, Nordic
Semiconductor Finland OY, Nordic Semiconductor
Japan KK, Nordic Semiconductor Germany GmbH,
Nordic Semiconductor India Pvt. Ltd, Nordic
Semiconductor Sweden AB, Nordic Semiconductor
Hong Kong Limited, and Nordic Semiconductor
(Shenzhen) Limited.
Nordic Semiconductor is a Norwegian fabless
semiconductor company specializing in wireless
communication technology that powers the Internet
of Things (IoT). Nordic was established in 1983 and
has around 1200 employees across the globe. The
company’s award-winning Bluetooth Low Energy
solutions pioneered ultra-low power wireless,
making it the global market leader. Nordic’s
technology range was later supplemented by ANT+,
Thread and Zigbee, and in 2018 Nordic launched
its low power, compact LTE-M/NB-IoT cellular IoT
solutions to extend the penetration of the IoT. The
Nordic portfolio was further complemented by Wi-Fi
technology in 2021.
1.2 Basis for preparation
The financial accounts for the Group have been
prepared in accordance with International Financial
Reporting Standards (“IFRS”) as endorsed by the
European Union and Norwegian authorities, and are
effective as of December 31, 2021. The consolidated
financial statements also comply with IFRS as
issued by the International Accounting Standards
Board (“IASB”) and the disclosure requirements as
specified under the Norwegian Accounting Law
(Regnskapsloven).
The consolidated financial statements are presented
in US dollars (USD), which is the functional currency
of the parent company. All USD amounts are
rounded to the nearest thousand, if nothing else
is noted. As a result of rounding differences, it is
possible that amounts and percentages do not add
up to the total.
Gross profit is revenue less cost of materials and
direct project costs. Cost of materials include
direct and indirect cost of production. Nordic
Semiconductor uses gross profit for internal
reporting and has therefore chosen to include it in
the external financial reporting.
The Group has only one operating segment. The
Group does not report or monitor profitability on
a lower level, but breaks down its revenue into
the following end product markets: Consumer
Electronics, Wearables, Healthcare, Building and
Retail, Others, Cellular IoT, ASIC components, and
Consulting Services. The Group also breaks down
its revenue in the geographical areas in which its
distributors are located.
The financial accounts were audited and approved
for publication by the Board of Directors on March
17, 2022, and will be presented for approval at the
Annual General Meeting on April 28, 2022.
1.3 Accounting standards adopted in 2021
In 2021, there are few revisions by the International
Accounting Standards Board to the financial
reporting requirements in accounting policies. The
Group has adopted the following amendment:
Amendments to IFRS 16 - Covid-19-Related
Rent Concessions
The amendment exempts lessees from having to
consider individual lease contracts to determine
whether rent concessions occurring as a direct
consequence of the covid-19 pandemic are lease
modifications and allows lessees to account for
such rent concessions as if they were not lease
modifications. It applies to covid-19-related rent
concessions that reduce lease payments due on or
before June 30, 2022.
In 2021, there has been one lease agreement with
rent concessions as a direct consequence of the
covid-19 pandemic. The direct impact on profit and
loss was not material for the Group.
32
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSNote 2: Significant Accounting Principles
2.1 Basis for consolidation
The consolidated financial statements incorporate
the results, cash flows, and assets and liabilities of
the parent company and its subsidiaries.
A subsidiary is an entity that is controlled, either
directly or indirectly, by the parent company. Control
exists when the parent company is exposed, or
has rights, to variable returns from its involvement
with the investee and has the ability to affect those
returns through its power to direct the relevant
activities of the investee. Generally, such power
exists where the parent company holds a majority
of the voting rights of an investee.
Subsidiaries are consolidated from the date
control is obtained until the date that control
ceases. All subsidiaries are wholly owned by the
parent company and there are no non-controlling
interests. Intercompany transactions, balances, and
unrealized gains on transactions between group
companies are eliminated.
2.2 Significant accounting judgements,
estimates and assumptions
The preparation of financial statements requires
that management uses judgement, estimates, and
assumptions that effect the amounts reported
in the financial statements and its disclosures.
Management bases its estimates and judgement
on previous experience and on various other
factors deemed to be reasonable and sensible
given the specific circumstances. The main areas
of uncertainty for assessments and estimates are
the balance sheet date, which represent a risk of
creating significant changes to the value of assets
and liabilities, are discussed below.
Estimates are continuously reassessed based on
changes in the underlying assumptions. Changes in
accounting estimates are recognized in the period
in which such changes occur. If such changes also
apply to future periods, the effect is distributed
between current and future periods.
Revenue recognition
Revenue recognition principles are described in 2.4
Revenue recognition.
Nordic Semiconductor predominantly sells
to electronic distributors under a distribution
agreement. The distributors will hold a given
level of Nordic Semiconductor's inventory that
is subsequently shipped to an end customer.
Nordic Semiconductor uses a “sell in” model in
connection with revenue recognition to distribution
customers. Under a “sell in” model, management
needs to make judgements and estimates the
amount that can affect the reported amounts of
revenues and expenses. The main judgments are
described as follows.
Variable consideration for “Ship and Debit”
When a distributor sells components to specified
customer accounts, the distributor will receive an
additional rebate after the sale is made, commonly
known as a “Ship and Debit” rebate. In estimating
the variable consideration, the Group is required
to use the expected value method. The Group
estimates the rebate based on historical discounts
to each distributor, the distributors’ inventory level
as of 31 December 2021, and expected sales mix. An
estimate for this rebate is provided in the accounts,
reducing the revenue and increasing refund
liabilities. See note 3.3.
Development costs
Development costs are capitalized in accordance
with the principles in 2.5 Intangible assets.
In order to determine the amount to be capitalized,
it is necessary for management to make
assumptions regarding expected future cash flow,
and the expected period of benefits. Capitalized
development costs are subject to amortization on a
straight-line basis over the period of expected future
benefits, normally 3-5 years. Uncertainty exists with
respect to the estimated period of expected future
benefit, as this depends on the future technological
development in the market. During 2021 USD 5.6
million was capitalized. The carrying amount of
capitalized development costs as of December 31,
2021 and 2020 was USD 32 million and USD 35
million respectively.
Leases - Estimating the incremental borrowing rate
The interest rate implicit in the lease cannot readily
be determined, therefore the incremental borrowing
rate (IBR) is used to measure lease liabilities.
The lessee's IBR is defined in IFRS 16 as “the rate
of interest that a lessee would have to pay to
borrow over a similar term, and with a similar
security, the funds necessary to obtain an asset of
a similar value to the right-of-use asset in a similar
economic environment”.
The Group has a centralized treasury department,
and all financing is from the parent company
in order to minimize the costs of finance. The
subsidiaries are self-financed with low credit risk due
to cost-plus inter-company invoicing for services,
and do not enter into financing transactions into
third parties. The Group entities have stand-alone
arrangements for lease payments either with
deposits or bank guarantee.
33
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSThe IBR reflects what the companies of the Group
‘would have to pay’ , which requires estimation
when no observable rates are available (such as
for subsidiaries that do not enter into financing
transactions) or when they need to be adjusted to
reflect the terms and conditions of the lease (for
example, when leases are not in the subsidiary’s
functional currency). The Group estimates the IBR
using observable inputs (such as market interest
rates) when available and is required to make
certain entity-specific estimates (such as the
subsidiary’s standalone credit rating).
2.3 Foreign currency translation
Each entity within the Group has a functional
currency, which is normally the currency in which the
entity primarily generates and expends cash. The
parent company is the most significant entity in the
Group, and its functional currency is USD.
At entity level, a foreign currency is a currency other
than the entity’s functional currency. Transactions
in the profit and loss statement denominated
in foreign currencies are recorded in the entity’s
functional currency at the exchange rate prevailing
at the date of the transaction. Monetary assets
and liabilities denominated in foreign currencies are
translated at the exchange rate prevailing at the
balance sheet date. Currency translation differences
arising at entity level are recognized in profit or loss.
The Group’s presentation currency is USD, and
foreign operations are those of the parent
company’s subsidiaries and branches whose
functional currency is not USD. On consolidation,
assets and liabilities of foreign operations are
translated into USD according to the exchange rates
prevailing on the balance sheet date. Profit or loss
items are translated according to monthly average
exchange rates. Changes in net assets resulting
from exchange rate movements are recognized
in other comprehensive income and taken to the
currency translation reserve.
2.4 Revenue recognition
The Group is in the business of developing and
selling integrated circuits. Revenue from customers
is mainly generated from sale of products. Services
delivered consists of consulting services. The Group
and the customer do not receive financing from
the sales, and therefore there are no significant
financing components to be accounted for
separately from the revenue transaction. The normal
credit term is 30-60 days upon delivery. In other
words, the contract does not require the customer
to pay in advance or require the customer to pay a
significant amount after delivery.
Sale of products
Sales of products are mostly made to distributors
(customers). Revenue from product sales is
recognized when control of the goods is transferred
to the customer . The time of delivery is considered
to be when the goods are transferred to the
transport carrier. Upon delivery, the Group has the
right of payment for the asset, the customer has
legal title to the asset, physical possession has been
transferred to the customer, and the customer has
full ownership of the asset.
Revenue recognized on the sale of products is
measured at the fair value of the consideration
received or receivable, excluding sales taxes and
after making allowance for variable considerations
such as rebates and product returns.
Ship and debit rebate
The Group sells products to certain distributors on
“ship and debit” terms. It means that the distributor
may be entitled to a rebate if the distributor sells
the product to end customers at a price lower than
the price at which the distributor purchased the
products from the Group. The difference in price is
then claimed (debited) by the distributor.
The Ship and Debit rebates are recognized as
reduction in revenue and an increase in liabilities
before the sale has taken place.
Stock rotation rights
Some distributors are entitled to limited rights
of return, referred to as stock rotation rights.
The Group tracks the distributor's inventory and
can initiate a stock rotation earlier if a certain
product is selling better with another distributor.
As the products have similar margin, there are no
significant losses for the Group when stock rotations
are initiated. The Group does not make provisions
or adjustments for stock rotation unless we expect
the goods returned to be obsolete. Stock rotation
provisions are made if necessary, based on most
likely amount method.
End-customer volume rebates
Some end customers have entered into agreements
with Nordic to receive a rebate based on their
purchase quantity and price from the distributor.
The rebates are recognized as reduction in revenue
and increase in liabilities before payout by the
end customer.
Sale of services
Revenue from services is recognized as the services
are rendered/delivered.
34
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSContract balances
Contract assets
A contract asset is the right to consideration in
exchange for goods or services transferred to the
customer. If the Group performs by transferring
goods or services to a customer before the
customer pays consideration or before payment is
due, a contract asset is recognized for the earned
consideration that is conditional.
Contract assets are subject to impairment
assessment. Refer to accounting policies on
impairment of financial assets in note 2.8
Trade receivables
A receivable represents the Group’s right to an
amount of consideration that is unconditional (i.e.,
only the passage of time is required before payment
of the consideration is due). Refer to accounting
policies of financial assets in note 2.9
Contract liabilities
A contract liability is the obligation to transfer
goods or services to a customer for which the
Group has received consideration (or an amount
of consideration is due) from the customer. If a
customer pays consideration before the Group
transfers goods or services to the customer, a
contract liability is recognized when the payment is
made or the payment is due (whichever is earlier).
Contract liabilities are recognized as revenue when
the Group performs under the contract.
Assets and liabilities arising from rights of return
Right of return asset
Right of return asset represents the Group’s right
to recover the goods expected to be returned by
customers. The asset is measured at the former
carrying amount of the inventory, less any expected
costs to recover the goods, including any potential
decreases in the value of the returned goods.
The Group updates the measurement of the asset
recorded for any revisions to its expected level of
returns, as well as any additional decreases in the
value of the returned products. As the customers
are only able to exchange the goods, the Group
does not have a right of return asset.
Refund liabilities
A refund liability is the obligation to refund some
or all of the consideration received (or receivable)
from the customer and is measured at the amount
the Group ultimately expects it will have to return
to the customer. The Group updates its estimates
of refund liabilities (and the corresponding change
in the transaction price) at the end of each
reporting period.
Cost to obtain a contract
The Group does not pay commission to employees
and all costs related to getting a customer order is
immediately expensed. The amortization period for
a contract asset would be one year or less, hence
the Group is able to use the practical expedient and
expense costs directly.
2.5 Intangible assets
Research and development expenditure
Research costs are expensed as incurred.
Costs associated with development are capitalized
if the following criteria are met in full:
■ The product or the process is clearly defined
and the cost elements can be identified and
measured reliably;
■ The technical feasibility is demonstrated;
■ The product or the process will be sold or used in
the business;
■ The asset will generate future financial benefits;
■ Sufficient technical, financial and other resources for
project completion are in place
Costs expensed in prior accounting periods will
not be capitalized. Depreciation begins when
the product is transferred from development to
production. Depreciation is calculated on a straight-
line basis over 5 years. Uncertainty exists with
respect to the expected period of benefits, as this
depends on the future technological development in
the market.
Goodwill
Goodwill acquired in a business combination is
carried at cost as established at the acquisition
date, less impairment losses, if any.
Other intangible assets
Other intangible assets comprise identifiable
intangibles acquired in business combination (IP,
developed technology), licenses and computer
software. The assets held by the Group have finite
useful lives determined by the expected usage of
the asset by the entity. The assets are amortized on
a straight-line basis over its estimated useful lives,
normally 3-5 years.
The other intangible assets are carried at cost less
accumulated amortization and impairment losses, if
any. Cost comprises the purchase price of the asset
(including non-refundable purchase taxes) and any
costs directly attributable to preparing the asset for
its intended use. In the case of an asset acquired in
a business combination, the cost is its fair value at
the acquisition date.
35
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSThe amortization period and the amortization
method for intangible assets are reviewed at least
at the end of each reporting period. Changes in
the expected useful life or the expected pattern
of consumption of future economic benefits
embodied in the asset are considered to modify the
amortization period or method, as appropriate, and
are treated as changes in accounting estimates.
2.6 Government grants
Grants received are tax refunds and are classified
as operating grants. Operating grants are
accounted for at the same time as the costs they
are intended to cover. Tax refunds are accounted for
as a cost reduction. See note 5 and 9.
2.7 Property, plant and equipment
Property, plant and equipment is valued at the
lower of cost net of accumulated depreciation
and net realizable value. When an asset is sold or
discontinued, the gain or loss from the transaction is
recognized in the income statement. Cost comprises
the purchase price of the asset including fees/ taxes
and any direct costs associated with commissioning
the asset for use.
Repair and maintenance costs are expensed
when incurred. If repair and maintenance increase
the value of the asset, the cost will be added to
the asset on the balance sheet. Depreciation is
calculated on a straight-line basis over the following
periods of time:
Office and lab equipment
1-5 years
Computer equipment
3-5 years
Leasehold improvements
5 years
The assets’ residual value, useful lives and methods
of depreciation are reviewed on an ongoing basis
and adjusted prospectively, if necessary.
2.8 Impairment of non-financial assets
The Group’s non-financial assets includes:
■ Goodwill
■ Capitalized development expenses
■ Other intangible assets (software and IP)
■ Property, plant and equipment
■ Right-of-use assets
Non-financial assets are tested for impairment
whenever there is an indication that their carrying
amounts may not be recoverable. Goodwill and
intangible assets still under development are subject
to an annual impairment test.
A CGU of one non-financial asset is the smallest
group of assets that includes the asset and
generates cash inflows that are largely independent
of the cash inflows from other assets or groups
of assets. Goodwill does not generate cash flows
independently of other assets and is, therefore,
tested for impairment at the level of the CGU or
group of CGUs that are expected to benefit from
the synergies of the related business combination.
If any indication exists, the Group estimates the
asset’s recoverable amount. An asset’s recoverable
amount is the higher of an asset’s or cash
generating unit’s (CGU) fair value less costs of
disposal and its value in use.
The recoverable amount is determined for an
individual asset, unless the asset does not generate
cash inflows that are largely independent of
those from other assets or groups of assets.
When the carrying amount of an asset or CGU
exceeds its recoverable amount, the asset is
considered impaired and is written down to its
recoverable amount.
In determining fair value less costs of disposal,
recent market transactions are taken into account.
If no such transactions can be identified, an
appropriate valuation model is used. These
calculations are corroborated by valuation multiples
or other available fair value indicators.
In assessing value in use, the estimated future cash
flows are discounted to their present value using a
pre-tax discount rate that reflects current market
assessments of the time value of money and the
risks specific to the asset.
2.9 Financial instruments
A financial instrument is any contract that gives rise
to a financial asset of one entity and a financial
liability or equity instrument of another entity.
The Group is recognizing a financial asset or
liability when it becomes a party to the instrument's
contractual terms.
The Group’s financial assets and liabilities includes
money market fund, accounts receivable and other
current receivables, accounts payable, currency
swap and other depreciation are reviewed on
an ongoing basis and adjusted prospectively,
if necessary.
36
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSFinancial assets
Initial recognition and measurement
At initial recognition, the Group measures a
financial asset at its fair value plus or minus, in the
case of a financial asset not at fair value through
profit or loss, transaction costs that are directly
attributable to the acquisition of the asset. There
is an exemption for accounts receivables, that do
not contain a significant financing component
or for which the Group has applied the practical
expedient, are measured at the transaction price
determined under IFRS 15. Refer to the accounting
policies in section 2.4 Revenue recognition.
Depending of the financial asset’s contractual
cash flow characteristics and the Group’s business
model for managing them, the assets are at
initial recognition and subsequently measured
at amortized cost, fair value through other
comprehensive income (OCI) or fair value through
profit or loss.
Financial assets are classified and measured at
amortized cost or fair value through OCI, if it gives
rise to cash flows that are ‘solely payments of
principal and interest (SPPI)’ on the principal amount
outstanding. This assessment is referred to as the
SPPI test and is performed at an instrument level.
The Group’s business model for managing financial
assets refers to how it manages its financial assets
in order to generate cash flows. The business
model determines whether cash flows will result
from collecting contractual cash flows, selling the
financial assets, or both.
Subsequent measurement
For purposes of subsequent measurement, financial
assets are classified in four categories:
■ Financial assets at amortized cost (debt instruments)
■ Financial assets at fair value through OCI
with recycling of cumulative gains and losses
(debt instruments)
■ Financial assets designated at fair value through
OCI with no recycling of cumulative gains and losses
upon derecognition (equity instruments)
■ Financial assets at fair value through profit and loss
(held for trading)
The categories relevant for the Group is amortized
cost, including accounts receivables and other
current receivables, and fair value through profit or
loss (held for trading), including money market fund.
The Group measures financial assets at amortized
cost if both of the following conditions are met:
■ The financial asset is held within a business model
with the objective to hold financial assets in order to
collect contractual cash flows, and
■ The contractual terms the financial assets give rise
on specified dates to cash flows that are solely
payments of principal and interest on the principal
amount outstanding
Financial assets at amortized cost are subsequently
measured using the effective interest rate (EIR)
method and are subject to impairment. Gains and
losses are recognized in profit or loss when the
asset is derecognized, modified or impaired.
Financial assets at amortized cost are subsequently
at fair value with resulting gains and losses
recognized in profit or loss.
Derecognition
A financial asset (or, where applicable, a part of a
financial asset or part of a group of similar financial
assets) is primarily derecognized (i.e., removed from
the Group’s consolidated statement of financial
position) when:
■ The rights to receive cash flows from the asset have
expired, or
■ The Group has transferred the asset according to
IFRS 9 paragraph 3.2.4 and 3.2.5
Impairment of financial assets
For trade receivables and contract assets, the
Group applies a simplified approach in calculating
expected credit losses (ECLs). The Group does not
track changes in credit risk, but instead recognizes
a loss allowance based on lifetime ECLs at each
reporting date. The Group has established a
provision matrix that is based on its historical
credit loss experience, adjusted for forward-
looking factors specific to the debtors and the
economic environment.
Financial liabilities
Initial recognition and measurement
All financial liabilities are recognized initially at fair
value and, in the case of loans and borrowings
and accounts payables, net of directly attributable
transaction costs.
Subsequent measurement
All financial liabilities are measured at amortized
cost, except for financial liabilities at fair value
through profit or loss.
After initial recognition, borrowings are subsequently
measured at amortized cost using the EIR method.
Gains and losses are recognized in profit or loss
when the liabilities are derecognized as well as
through the EIR amortization process.
Amortized cost is calculated by taking into account
any discount or premium on acquisition and fees
or costs that are an integral part of the EIR. The
EIR amortization is included as finance costs in the
statement of profit or loss.
37
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSFinancial liabilities at fair value through profit or
loss include financial liabilities held for trading
and financial liabilities designated upon initial
recognition as at fair value through profit or loss.
Financial liabilities are classified as held for trading
if they are incurred for the purpose of repurchasing
in the near term. This category includes derivative
financial instruments (currency swap) entered into
by the Group that are not designated as hedging
instruments in hedge relationships as defined
by IFRS 9.
Gains or losses on liabilities held for trading are
recognized in the statement of profit or loss.
Derecognition
A financial liability is derecognized when the
obligation under the liability is discharged or
cancelled or expires. When an existing financial
liability is replaced by another from the same
lender on substantially different terms, or the terms
of an existing liability are substantially modified,
such an exchange or modification is treated as
the derecognition of the original liability and the
recognition of a new liability. The difference in the
respective carrying amounts is recognized in the
statement of profit or loss.
Offsetting of financial instruments
Financial assets and financial liabilities are offset
and the net amount is reported in the consolidated
statement of financial position if there is a currently
enforceable legal right to offset the recognized
amounts and there is an intention to settle on a net
basis, to realize the assets and settle the liabilities
simultaneously.
2.10 Cash and cash equivalents
Cash and cash equivalents include cash at bank,
short- term deposits with an original maturity
of three months or less and money market
fund. Money market funds are defined as cash
equivalents because they are highly liquid and not
subject to material fluctuations in value.
2.11 Inventory
Inventory is valued at the lower of cost and net
realizable value after deduction for obsolescence.
Net realizable value is estimated as the selling price
less cost of completion and the cost necessary to
make the sale. Costs are determined by using the
FIFO method. Work in progress includes variable
cost and non-variable cost which can be allocated
to items based on normal capacity. Obsolete
inventory is written down completely.
2.12 Leases
The Group assesses at contract inception whether
a contract is, or contains, a lease. That is, if the
contract conveys the right to control the use of an
identified asset for a period of time in exchange
for consideration.
The Group applies a single recognition and
measurement approach for all leases, except for
short-term leases and leases of low-value assets.
The Group recognizes lease liabilities to make lease
payments and right-of-use assets representing the
right to use the underlying assets.
Right-of-use assets
The Group recognizes right-of-use assets at the
commencement date of the lease (i.e., the date
the underlying asset is available for use). Right-
of-use assets are measured at cost, less any
accumulated depreciation and impairment losses.
The cost of right-of-use assets includes the amount
of lease liabilities recognized, initial direct costs
incurred, and lease payments made at or before
the commencement date less any lease incentives
received. Right-of-use assets are depreciated on a
straight-line basis over the lease term. If ownership
of the leased asset transfers to the Group at
the end of the lease term or the cost reflects
the exercise of a purchase option, depreciation
is calculated using the estimated useful life
of the asset.
The Group has used the optional exemption in IFRS
16 and not accounted lease concessions, such as
reduction in lease payments, due to Covid-19 as a
lease modification. The following conditions are met:
■ The reversed consideration is substantially the same
or less than the original consideration
■ The reduction in lease payments relates to payments
due on or before 30 June 2022
■ No other substantive changes have been made to
the terms of the lease
That means reductions in lease payments are
accounted for as negative variable lease payments
and be recognized in profit and loss.
The right-of-use assets are also subject to
impairment, see note 2.8
38
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSLease liabilities
At the commencement date of the lease, the
Group recognizes lease liabilities measured at the
present value of lease payments to be made over
the lease term. The lease payments include fixed
payments (including in substance fixed payments)
less any lease incentives receivable, variable lease
payments that depend on an index or a rate, and
amounts expected to be paid under residual value
guarantees. The lease payments also include the
exercise price of a purchase option reasonably
certain to be exercised by the Group and payments
of penalties for terminating the lease, if the lease
term reflects the Group exercising the option to
terminate. Variable lease payments that do not
depend on an index or a rate are recognized
as expenses in the period in which the event or
condition that triggers the payment occurs.
In calculating the present value of lease payments,
the Group uses its incremental borrowing rate at
the lease commencement date because the interest
rate implicit in the lease is not readily determinable.
After the commencement date, the amount of lease
liabilities is increased to reflect the accretion of
interest and reduced for the lease payments made.
In addition, the carrying amount of lease liabilities
is remeasured if there is a modification, a change
in the lease term, a change in the lease payments
(e.g., changes to future payments resulting from a
change in an index or rate used to determine such
lease payments) or a change in the assessment of
an option to purchase the underlying asset.
Short-term leases and leases of low-value assets
The Group applies the short-term lease recognition
exemption to its short-term leases (i.e., those leases
that have a lease term of 12 months or less from
the commencement date and do not contain a
purchase option) and low-value assets. The low
value election is made on a lease-by-lease basis,
and it refers to underlying assets with a value in
order of USD 5 000 or less. Lease payments on
short-term leases and leases of low value assets are
recognized as expense on a straight- line basis over
the lease term.
2.13 Income taxes
Income tax expenses consist of taxes due and
changes to the net deferred tax assets or liabilities.
Deferred tax assets and liabilities are calculated
based on the differences between the carrying
value of assets and liabilities in the financial
accounts and their tax basis when such differences
are considered at temporary in nature.
Deferred tax assets are recognized to the extent
that it is probable that the individual company will
have sufficient taxable income in later periods to
utilize the tax assets.
Deferred tax liabilities are accounted for at
the nominal value and classified as long-term
obligations in the balance sheet.
Deferred income tax relating to items recognized in
Other Comprehensive Income (“OCI”) or directly in
equity is recognized outside profit or loss.
The parent company pays its tax obligation in NOK
and the fluctuations between the NOK and the
USD impact the financial items. The Group’s legal
entities that do not have their tax base in USD are
exposed to changes in the USD/ tax base currency
rates. Effects within the current year are classified
as tax expense.
2.14 Provisions
Provisions (such as legal claims and contractual
severance) are recognized when the Group has
a present obligation (legal or constructive) as a
result of a past event, it is probable that economic
benefits will be required to settle the obligation
and a reliable estimate can be made. Provisions are
reviewed each balance sheet date and the level
reflects the best estimate of the obligation. When
the time value is insignificant, the amount of the
provision will be equal to the estimated expenditure
required to settle the obligation. When the time
effect is significant, the amount of the provision will
be equal to the present value of future estimated
expenditures to settle the obligation.
2.15 Employee benefits
Defined benefit pension plans
The Group had a defined benefit pension plan for
its employees who were hired before December
31, 2007. The group has also established a similar
plan for employees in the Philippines. This plan
is still open. Pension plan assets are valued at
fair value. The defined benefit scheme in Norway
was converted to a defined contribution scheme.
In connection with the transfer, the employees
received a “Paid up benefit” for all earned benefits
in the defined benefit plan. As there exist certain
obligations related to retirees and employees on
sick leave, an actuarial calculation is performed
and a liability for these employees is included as of
December 31, 2021.
Defined contribution pension plans
Employees hired after January 1, 2008 have a
defined contribution pension plan described in
note 18.
39
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSShare based compensation
The Group grants restricted stock units and other
awards over its ordinary shares to all employees.
The cost of equity-settled transactions is determined
by the fair value at the date when the grant is
made using an appropriate valuation model, further
details of which are given in note 19.
2.16 Treasury shares
When treasury shares are purchased, the purchase
price, including directly attributable costs are
recognized as changes in equity. Treasury shares
are presented as a reduction of equity. Gains or
losses on transactions in treasury shares are not
recognized in the income statement.
That cost is recognized in employee benefits
expense, together with a corresponding increase
in equity (other paid in capital), over the period
in which the service and, where applicable, the
performance conditions are fulfilled (the vesting
period). See note 19.
Accounting treatment of social security tax is not
treated in IFRS 2. Social security tax is accrued over
the vesting period based on the actual value of the
stock unit.
2.17 Cash flow statement
The cash flow statement is prepared in accordance
with the indirect method. Cash and cash equivalents
include cash, bank deposits and other short-term
liquid investments.
2.18 Events after the balance sheet date
Information available after the balance sheet
date and applicable to conditions existing at the
balance sheet date is included in the preparation of
the financial statements. Events after the balance
sheet date that do not affect the Group’s financial
position as of the balance sheet date, but that will
affect the Group’s financial position in the future,
are disclosed if they are significant. See note 24.
40
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSNote 3: Revenues
All figures in USD 1000
3.1 Disaggregated revenue information
Revenue classified by end product applications:
The Group focuses on the sale of standard
components for wireless communication. These
wireless components are broken into the following
end product areas: Consumer Electronics,
Wearables, Building and Retail, Healthcare and
Others. In 2021, wireless components accounted for
96.1% of sales versus 96.8% in 2020. In addition to
standard components, the Group sells customer-
specific ASIC components (Application Specific
Integrated Circuits) and related Consulting Services.
GROUP
2021
2020 Revenue
221 623
163 131 Consumer Electronics
68 761
62 967 Wearables
163 765
81 871 Building/Retail
61 452
37 830 Healthcare
71 408
46 364 Others
587 009
392 163 Wireless Components
17 035
6 527 Long-range (cellular IoT)
6 083
6 297 ASIC components
400
0
230 Consulting services
0 Management fee
The Group recognized the first long-range
(cellular IoT) revenue in the second half of 2018.
Most of Nordic’s cellular IoT customers are still in
the development phase or in early commercial
phase. When cellular IoT revenue materialize,
Nordic will report the revenue in the relevant end
product areas.
PARENT
2021
2020
221 623
163 131
68 761
62 967
163 765
81 871
61 452
37 830
71 408
46 364
587 009
392 163
17 035
6 083
400
6 527
6 297
230
1 049
1 025
611 577
406 242
610 528
405 217 Total revenue from contracts with customers
Revenue classified by customers’ location:
The Group also classifies its revenues on a geographical basis according to its customers’ location.
GROUP
2021
2020
53 116
37 726 Europe
61 663
34 038 Americas
495 749
333 453 Asia/Pacific
610 528
405 217 Total revenue from contracts with customers
PARENT
2021
2020
53 886
38 519
61 910
34 234
495 781
333 488
611 577
406 242
The Group sells its components to distributors, which then sell components onward to electronics
manufacturers which build end products and sell them to customers across the world. One distributor
represented more than 10% of the Group’s total revenues in 2021 with 28% of total revenues. This distributor
is based in Asia. In comparison, two distributors represented more than 10% of the Group’s total revenues in
2020 with 30% and 11% respectively.
41
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSRevenue from contracts with customers classified by timing of revenue recognition:
GROUP
2021
2020
610 128
404 987 Goods transferred at a point in time
400
230 Services transferred over time
610 528
405 217 Total revenue from contracts with customers
PARENT
2021
2020
610 128
404 987
1 449
1 255
611 577
406 242
3.2 Contract balances
Trade receivables are non-interest bearing and are generally on terms of 30 to 60 days. See note 22 for
further details.
GROUP
2021
2020
141 748
88 034 Trade receivables
3.3 Right of return assets and refund liabilities
GROUP
2021
2020
20 530
16 184 Refund liability – arising from ship & debit
PARENT
2021
2020
141 748
88 034
PARENT
2021
2020
20 530
16 184
10 258
8 515 Refund liability – arising from end-customer volume rebates
10 258
8 515
3.4 Performance obligations
The performance obligations for the sale of components is normally satisfied upon the time of delivery.
Payment is generally due 30 to 60 days within delivery.
For the consulting services the performance obligation is satisfied over-time and the customer is generally
invoiced at month-end for the work performed.
The Group has decided to use the practical expedient and not disclose unsatisfied or partially unsatisfied
performance obligations. All remaining performance obligations are expected to be recognized
within one year.
42
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSNote 4: Cost of materials / inventory
All figures in USD 1000
GROUP
2021
2020
276 403
199 578 Purchased materials
7 012
-8 888 Changes in inventory
283 415
190 690 Cost of materials
9 704
18 751 Raw materials
18 440
17 566 Work in Progress
26 799
25 638 Finished goods
54 943
61 955 Total inventory
5 712
3 242 Amount Written down
PARENT
2021
2020
276 403
199 578
7 012
-8 888
283 415
190 690
9 704
18 751
18 440
17 566
26 799
25 638
54 943
61 955
5 712
3 242
As Nordic Semiconductor is a fabless manufacturer, all inventories, including raw materials and finished
goods, are located at sub-contractors.
Note 5: Other operating expenses
All figures in USD 1000
GROUP
2021
2020
19 580
12 733 Service and maintenance
15 527
11 470 Other consultancy fees
1 582
1 558
6 198
-108
-1 515
1 068
8 207
—
953 Office rental expenses
1 005 Office equipment
6 180 Material and components
-22 Tax grant
-2 647 Capitalized development expenses
1 246 Travel and meeting expenses
5 036 Other operating expenses
— Other operating expenses intercompany
52 097
35 954 Total other operating expenses
Auditor remuneration, excl. of VAT
Fees to the auditor are included in consultancy fees above.
GROUP
2021
90
4
3
96
2020
69 Statutory audit services
— Tax advisory services
8 Other audit related services
78 Total revenues
PARENT
2021
2020
18 288
11 658
1 030
1 201
5 142
-108
11 877
8 059
615
797
5 581
-22
-1 515
-2 647
742
891
7 297
4 780
86 715
54 394
130 450
84 325
PARENT
2021
2020
72
—
3
74
61
—
8
69
43
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSNote 6: Net financial items
All figures in USD 1000
GROUP
2021
2020
340
389
730
822
307
-739
390
340
515 Interest income
127 Other financial income
642 Financial income
768 Interest expenses on lease liabilities
648 Other financial expense
2 016 Foreign exchange loss (net)
3 432 Financial expense
-2 790 Net financial expense
Note 7: Tax
All figures in USD 1000
GROUP
2021
2020 Tax consists of
-17 427
-4 976 Tax payable
2 663
-1 325
855 Change in deferred tax / benefit
-413 Prepaid taxes during the year
-16 089
-4 534 Tax expense
GROUP
2021
2020 Reconciliation of nominal and actual tax expense
87 260
42 925 Profit before tax
-19 197
-9 444 Tax at nominal rate 22 %
47
-62 Tax effect of different tax rates in other countries
4 605
2 551 Tax effect permanent differences
—
25
-104 Tax effect of tax benefit not being recognized in the balance sheet
620 Excess tax provision previous year
-1 568
1 904 Currency effect from translation to USD
-16 089
-4 534 Tax expense
PARENT
2021
2020
350
387
737
733
268
515
127
642
768
568
-704
2 014
297
441
3 350
-2 708
PARENT
2021
2020
-17 181
-4 889
2 719
-156
600
725
-14 618
-3 564
PARENT
2021
2020
80 305
39 363
-17 667
-8 660
-89
-99
4 679
2 694
—
25
—
620
-1 566
1 881
-14 618
-3 564
The group has not recognized net deferred tax benefit of USD 129 000 related to the subsidiary in India.
44
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSBalance sheet
Income statement
Other. Comp. income
2020
2021
2020
GROUP
Deferred taxes:
Inventory
Fixed Assets
Leasing
Options (share based payments)
Pension obligation
Financial instrument
Accruals
2021
1 517
2 439
36
1 729
122
114
489
2020
494
1 825
157
982
99
66
145
2021
1 023
613
-121
747
-10
48
344
Deferred tax benefit - gross
6 446
3 769
2 644
Gain and loss account
Net other tax-obligations
Deferred tax obligation - gross
Currency effect of translation to USD
33
82
115
43
58
101
-10
24
14
165
Net deferred tax benefit (obligation)
6 331
3 668
Deferred tax expense
2 795
730
33
Balance sheet
Income statement
Other. Comp. income
2020
2021
2020
PARENT
Deferred taxes:
Inventory
Fixed Assets
Leasing
Options (share based payments)
Pension obligation
Financial instrument
Accruals
2021
1 517
2 044
36
1 729
122
114
302
2020
494
1 187
157
982
99
66
145
2021
1 023
857
-121
747
-10
48
157
Deferred tax benefit - gross
5 864
3 130
2 700
Gain and loss account
Net other tax-obligations
Deferred tax obligation - gross
Currency effect of translation to USD
33
82
115
43
58
101
-10
24
14
127
Net deferred tax benefit (obligation)
5 749
3 029
Deferred tax expense
2 813
513
33
33
19
33
19
0
19
33
19
33
19
0
0
-151
417
143
275
12
66
123
886
-9
58
49
-107
-151
162
143
275
12
66
123
631
-9
58
49
-69
0
19
45
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSGroup
2021
2020 Reconciliation of net deferred tax obligation
3 668
2 795
33
-165
2 813 Opening balance as of 1.1
730 Tax expense recognized in the P&L
19 Tax expense recognized in OCI
107 Currency effect from translation to USD
Parent
2021
3 029
2 813
33
-127
2020
2 429
513
19
69
6 331
3 668 Net deferred tax obligation / benefit 31.12
5 748
3 029
Group
2021
2020 Net deferred tax recognized in OCI as of 31.12
33
33
19 Net gain on actuarial gains and losses
19 Total tax other comprehensive income
Note 8: Shares outstanding
Basis for calculation of basic earnings per share
Earnings for the year (USD ‘000)
Weighted average number of outstanding shares (‘000)
Earnings per share (USD)
Basis for calculation of fully diluted earnings per share
Earnings for the year (USD ‘000)
Weighted average number of outstanding shares (‘000)
Earnings per share (USD)
The number of shares was as follows:
Parent
2021
2020
33
33
19
19
2021
71 171
2020
38 391
190 961
181 021
0.37
0.21
71 171
38 391
193 042
194 704
0.37
0.20
Date
01.01.2021
31.12.2021
Number of shares issued
Shares outstanding
Balance at beginning of period
Balance at end of period
192 781 600
192 781 600
190 958 613
190 962 563
Options granted to employees are considered to be potential ordinary shares. They have been included in
the determination of diluted earnings per share if they have been vested at the reporting date, and to the
extent to which they are dilutive. The options have not been included in the determination of basic earning
per share. Details relating to the options are set out in note 19.
46
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSNote 9: Payroll expenses
All figures in USD 1000
GROUP
2021
2020
Combined expenses for salary and other compensation
are distributed as follows:
104 476
72 522 Salary and vacation pay
25 239
18 553 Other compensation
14 011
9 520 Payroll tax
-431
-535 Tax grant
10 650
6 898 Defined contribution pension
-4 121
-5 747 Capitalized development expenses (hourly costs)
149 824
101 211 Total
1 090
831 Weighted average number of full time employees
GROUP
2021
2020 Employees as of December 31, are distributed as follows:
518
273
93
52
49
49
48
34
28
19
13
5
4
3
3
2
2
1
1
449 Norway
211 Finland
74 Poland
39 India
46 USA
37 Taiwan
23 UK
31 Philippines
18 Sweden
17 China
15 Hong Kong
4 South Korea
3 Germany
4 Japan
1 The Netherlands
2 Spain
2 Australia
1 Switzerland
— Singapore
1 197
977 Total
PARENT
2021
2020
56 579
42 462
16 747
12 804
11 869
9 007
-431
-535
3 840
3 453
-4 121
-5 747
84 483
61 444
599
520
PARENT
2021
518
2020
449
—
—
—
—
49
—
34
—
19
—
5
—
—
3
2
2
1
1
634
—
—
—
—
37
1
31
4
17
15
4
—
—
1
2
2
1
—
564
47
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSNote 10: Executive compensation
All figures in USD 1000
Note 10.1: Management remuneration
Pursuant to the changes in the Public Limited Liability Companies Act, i.e. addition of a new section 6-16
(b), and associated new regulations, Nordic will publish a separate management remuneration report
for presentation at the Annual General Meeting on 28 April 2022, containing detailed information on
remuneration to Executive Management Team (EMT) for the reporting year 2021. The remuneration report
includes detailed information on EMTs remuneration complementing the numbers presented below. This
includes an overview of the operational, financial, environmental, social and governance targets that form
basis for the short-term incentives.
EMT members’ salaries and other benefits, including long term incentive plans are presented in the table
below. Unless otherwise stated, Nordic did not have any loans to or guarantees made on behalf of any of
the EMT members in 2021 and 2020.
The remuneration paid or awarded to the CEO and other members of the EMT was aligned with Nordics’s
remuneration policy. The policy is available in its full at nordicsemi.com.
Total compensation* expensed during the year for the CEO and other executives:
2021
Svenn-Tore Larsen, CEO
Pål Elstad, CFO/EVP Finance
Svein Egil Nielsen, CTO/EVP R&D and Strategy
Geir Langeland, EVP Sales & Marketing
Ebbe Rømcke, SVP Quality & Sustainability
Ole Fredrik Morken, EVP Supply Chain****
Marianne Frydenlund, SVP Legal
Ståle Ytterdal, SVP IR & Strategic Sales
Kjetil Holstad, EVP Product Management
Katarina Finneng, EVP People & Communications
Salary
Bonus
**
Options
***
RSUs &
PSUs
Other
Comp.
Pension
expenses
488
289
327
306
203
328
182
224
208
239
270
143
162
168
96
109
90
97
101
118
11
7
8
7
5
6
2
5
4
6
237
112
128
132
75
90
68
78
74
69
4
2
2
2
2
2
2
2
2
2
18
18
18
18
18
18
18
18
18
18
Total
1 027
571
645
633
399
552
361
424
407
451
Total
2020
2 794
1 355
60
1 063
19
179
5 470
Salary
Bonus
**
Options
***
RSUs &
PSUs
Other
Comp.
Pension
expenses
Total
Svenn-Tore Larsen, CEO
Pål Elstad, CFO/EVP Finance
Svein Egil Nielsen, CTO/EVP R&D and Strategy
Geir Langeland, EVP Sales & Marketing
Ebbe Rømcke, SVP Quality & Sustainability
Ole Fredrik Morken, EVP Supply Chain****
Marianne Frydenlund, SVP Legal
Ståle Ytterdal, SVP IR & Strategic Sales
Kjetil Holstad, EVP Product Management
Katarina Finneng, EVP People & Communications
412
245
278
262
173
299
152
200
173
190
185
111
125
116
74
84
70
77
75
91
33
21
23
22
12
21
5
10
7
5
57
31
36
33
21
26
19
20
20
17
1
2
2
2
2
2
1
2
2
3
15
15
15
15
15
15
15
15
15
15
704
426
480
449
297
446
262
324
291
322
Total
2 384 1 008
159
280
19
150
4 001
*Management compensation is paid in NOK. Exchange rate for 2021: 8.56 and 2020:9.41
**Bonus 2020 is edited to earned during the year from paid during the year
***Option cost is the expense of fair value of options based on Black Scholes calculation
****Includes expat allowances (housing, school, etc.)
48
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSThe Group has granted EMT members the following RSUs and performance shares (PSUs):
EMT member
2021
2020
Svenn-Tore Larsen, CEO
10 933 RSUs
6 213 PSUs
10 621 RSUs
10 621 PSUs
Pål Elstad, CFO/EVP Finance
3 056 RSUs
3 056 PSUs
6 345 RSUs
6 345 PSUs
Svein Egil Nielsen, CTO/EVP R&D and Strategy
3 455 RSUs
3 455 PSUs
7 172 RSUs
7 172 PSUs
Geir Langeland, EVP Sales & Marketing
6 139 RSUs
3 189 PSUs
6 621 RSUs
6 621 PSUs
Ebbe Rømcke, SVP Quality & Sustainability
2 059 RSUs
2 059 PSUs
4 276 RSUs
4 276 PSUs
Ole Fredrik Morken, EVP Supply Chain***
2 325 RSUs
2 325 PSUs
5 241 RSUs
5 241 PSUs
Marianne Frydenlund, SVP Legal
1 927 RSUs
1 927 PSUs
4 000 RSUs
4 000 PSUs
Ståle Ytterdal, SVP IR & Strategic Sales
2 066 RSUs
2 066 PSUs
4 414 RSUs
4 414 PSUs
Kjetil Holstad, EVP Product Management
2 156 RSUs
2 156 PSUs
4 276 RSUs
4 276 PSUs
Katarina Finneng, EVP People & Communications
2 524 RSUs
2 524 PSUs
5 241 RSUs
5 241 PSUs
During 2021 the executives exercised the following options:
Executives
Grant year
Number
of options
exercised
Strike price
in NOK
Cash payout
in USD 1000
Svenn-Tore Larsen, CEO
Pål Elstad, CFO/EVP Finance
Svein Egil Nielsen, CTO/EVP R&D and Strategy
Geir Langeland, EVP Sales & Marketing
Ebbe Rømcke, SVP Quality & Sustainability
Ole Fredrik Morken, EVP Supply Chain***
Marianne Frydenlund, SVP Legal
Ståle Ytterdal, SVP IR & Strategic Sales
Kjetil Holstad, EVP Product Management
Katarina Finneng, EVP People & Communications
2016
2018
2019
2016
2018
2019
2018
2019
2016
2018
2019
2018
2019
2016
2018
2019
2018
2019
2016
2018
2019
2018
2019
2019
65 575
62 000
25 442
43 804
42 000
15 761
42 000
18 763
43 804
42 000
16 511
21 000
10 507
23 804
42 000
13 134
5 000
8 631
15 000
15 000
11 633
10 000
9 381
13 333
47.72
47.27
45.10
47.72
47.27
45.10
47.27
45.10
47.72
47.27
45.10
47.27
45.10
47.72
47.27
45.10
47.27
45.10
47.72
47.27
45.10
47.27
45.10
45.10
729
682
267
487
462
165
462
197
487
462
173
231
110
264
462
138
55
91
167
165
122
110
99
140
*The RSU for management vest after three years for management two years for employees
** Not Board Employee Representative for this period
*** Purchased shares, no cash payout from the company
49
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSNote 10.2: Board remuneration
Total compensation expensed for Board Members
Birger Steen, Chair
Inger Berg Ørstavik, Board Member
Endre Holen, Board Member
Jan Magnus Frykhammar, Board Member
Øyvind Birkenes, Board Member
Annastiina Hintsa, Board Member
Anita Huun, Board Member
Jon Helge Nistad, Board Employee Representative (Board remuneration only)
Asbjørn Sæbø, Board Employee Representative (Board remuneration only)
Susheel Nuguru, Board Employee Representative (Board remuneration only)
Morten Dammen, Board Employee Representative (Board remuneration only)
Joel Stapleton, Board Employee Representative (Board remuneration only)
2021
132
2020
120
57
72
65
50
50
57
18
0
18
18
18
53
50
62
45
45
53
11
3
11
11
8
Total
554
472
50
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSNote 11: Fixed assets
All figures in USD 1000
GROUP
2021
Opening balance
Additions
Acqusition cost as of 31.12
Opening balance
Depreciation expenses
Accumulated depreciation as of 31.12
Net carrying value as of 31.12
PARENT
2021
Opening balance
Additions
Acqusition cost as of 31.12
Opening balance
Depreciation expenses
Accumulated depreciation as of 31.12
Net carrying value as of 31.12
GROUP
2020
Opening balance
Additions
Additions from business combinations
Office and lab
equipment
Computer
equipment and
machinery
Fixture
and
fittings
Property
Total
30 055
7 925
37 980
18 725
6 468
25 192
12 788
53 470
5 556
12 536
1 159
66 006
6 716
39 302
3 104
8 697
854
47 999
3 958
333
—
333
—
—
0
89 414
21 619
111 034
61 131
16 019
77 149
18 007
2 757
333
33 885
Office and lab
equipment
Computer
equipment and
machinery
Fixture
and
fittings
Property
Total
20 565
4 917
25 482
11 031
4 532
15 563
9 919
50 051
4 795
11 840
674
61 891
5 468
37 014
2 737
8 368
667
45 382
3 405
333
—
333
—
—
0
16 509
2 064
333
75 743
17 430
93 174
50 782
13 567
64 349
28 824
Office and lab
equipment
Computer
equipment and
machinery
Fixture
and
fittings
Property
Total
25 113
4 881
60
45 386
4 735
8 025
58
814
6
333
—
—
333
—
—
0
75 568
13 721
124
89 414
48 943
12 188
61 131
14 168
2 453
333
28 284
51
Acqusition cost as of 31.12
30 055
53 470
5 556
Opening balance
Depreciation expenses
Accumulated depreciation as of 31.12
Net carrying value as of 31.12
12 957
5 768
18 725
11 330
33 670
2 317
5 632
787
39 302
3 104
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSPARENT
2020
Opening balance
Additions
Office
and lab
equipment
Computer
equipment
and
machinery
16 789
3 775
42 311
7 739
Acqusition cost as of 31.12
20 565
50 051
Opening balance
Depreciation expenses
Accumulated depreciation as of 31.12
Net carrying value as of 31.12
GROUP AND PARENT
Estimated useful life
7 477
3 554
11 031
9 533
31 615
5 400
37 014
13 037
Fixture and
fittings
Property
Total
4 095
699
4 795
2 084
653
2 737
2 057
333
—
333
—
—
0
333
63 529
12 213
75 743
41 176
9 607
50 782
24 960
3 - 5 years
3 - 4 years
5 years
Depreciation method
Straight-line
Straight-line
Straight-line
No
depreciation
Total depreciation expenses consist of depreciation of fixed assets and depreciation of intangible assets
(note 12).
Impairment
There has been no indications of impairment losses
during the year.
Change in estimate with respect to useful lives and
depreciation methods
There has been no basis for changing useful lives
and depreciation methods during the year.
Non-depreciable property assets:
The Parent company has an apartment in
Trondheim for use by employees in the Oslo office
while in Trondheim. The apartment is assessed at
acquisition cost. The residual value is expected to
be at least equal to the book value.
Scrapped capital assets
All capital assets that are ready to be scrapped
have been fully depreciated and have no residual
book value.
Capital assets temporarily out of operation
The Group has no capital assets that are temporary
out of operation.
52
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSNote 12: Intangible assets
All figures in USD 1000.
GROUP
2021
Acquisition cost
Opening balance
Additions
Acqusition cost as of 31.12
Accumulated depreciation
Opening balance
Depreciation expenses
Accumulated depreciation as of 31.12
Net carrying value as of 31.12
PARENT
2021
Acquisition cost
Opening balance
Additions
Acqusition cost as of 31.12
Accumulated depreciation
Opening balance
Depreciation expenses
Accumulated depreciation as of 31.12
Net carrying value as of 31.12
Software
and other
intangible
assets
Capitalized
development
expenses
Goodwill
Total
47 799
3 096
50 896
27 894
7 238
35 132
15 764
74 373
5 646
80 019
39 811
8 665
48 477
31 542
2 393
-7
2 386
—
—
0
2 386
124 566
8 735
133 302
67 705
15 904
83 610
49 693
Software
and other
intangible
assets
Capitalized
development
expenses
Goodwill
Total
46 517
2 870
49 387
27 231
6 924
34 155
15 232
74 373
5 644
80 017
39 811
8 665
48 476
31 541
249
—
249
—
—
0
249
121 140
8 514
129 653
67 042
15 589
82 631
47 022
PARENT
49 886
25 335
75 221
80 866
Estimated useful life
3 - 10 years
1 - 5 years
No
depreciation
Depreciation method
Straight-line
Straight-line
NA
GROUP
R&D expenses:
102 189 Personnel expenses
37 211 Other operating expenses
139 400 Total cost recognized in income statement
145 046 Total cost for R&D (incl. capitalized development cost)
Expensed research and development activities relate to new technologies and new services and products.
53
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSImpairment
There has been no indications of impairment losses during the year.
Change in estimate with respect to useful lives and depreciation methods
There has been no basis for changing useful lives and depreciation methods during the year.
GROUP
2020
Acquisition cost
Opening balance
Additions
Additions from business combinations
Acqusition cost as of 31.12
Accumulated depreciation
Opening balance
Depreciation expenses
Accumulated depreciation as of 31.12
Net carrying value as of 31.12
Software
and other
intangible
assets
Capitalized
development
expenses
Goodwill
Total
33 231
3 121
11 447
47 799
21 824
6 070
27 894
19 905
65 976
8 398
—
74 373
31 986
7 825
39 811
34 563
—
—
2 393
2 393
—
—
0
2 393
99 207
11 518
13 840
124 566
53 810
13 895
67 705
56 861
54
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSPARENT
2020
Acquisition cost
Opening balance
Additions
Additions from business combinations
Acqusition cost as of 31.12
Accumulated depreciation
Opening balance
Depreciation expenses
Accumulated depreciation as of 31.12
Net carrying value as of 31.12
Software
and other
intangible
assets
Capitalized
development
expenses
Goodwill
Total
32 533
2 539
11 445
46 517
21 413
5 818
27 231
19 286
65 976
8 398
—
74 373
31 985
7 825
39 811
34 563
—
—
249
249
—
—
0
249
Estimated useful life
Depreciation method
3 - 10 years
1 - 5 years
No
depreciation
Straight-line
Straight-line
NA
GROUP
R&D expenses:
65 242 Personnel expenses
23 796 Other operating expenses
89 038 Total cost recognized in income statement
97 436 Total cost for R&D (incl. capitalized development cost)
98 509
10 937
11 694
121 140
53 399
13 643
67 042
54 098
PARENT
34 968
16 607
51 575
59 973
55
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSNote 13: Subsidiaries
All figures in USD 1000
The following subsidiaries have been included in the financial statements:
Subsidiaries consolidated in
Established Year
Location Share Ownership
Voting Rights
Nordic Semiconductor Inc
Nordic Semiconductor Poland S.P z o.o
Nordic Semiconductor Finland OY
Nordic Semiconductor Japan KK
Nordic Semiconductor Germany GmbH
Nordic Semiconductor Norway AS
Nordic Semiconductor UK Limited
Nordic Semiconductor India Pvt. Ltd
Nordic Semiconductor Sweden AB
Nordic Semiconductor Hong Kong
Limited
Nordic Semiconductor (Shenzhen) Limited
2006
2013
2014
2017
2018
2020
2020
2020*
2020**
2021
2021
USA
Poland
Finland
Japan
Germany
Norway
UK
India
Sweden
Hong Kong
China
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
Subsidiaries as of 31 December 2021
Ownership
Share of votes
Net profit 2021
Equity 31. Dec
2021
Nordic Semiconductor Inc, USA
Nordic Semiconductor Poland S.P z o.o
Nordic Semiconductor Finland OY
Nordic Semiconductor Japan KK
Nordic Semiconductor Germany GmbH
Nordic Semiconductor Norway AS
Nordic Semiconductor UK Limited
Nordic Semiconductor India Pvt. Ltd
Nordic Semiconductor Sweden AB
Nordic Semiconductor Hong Kong
Limited
Nordic Semiconductor (Shenzhen) Limited
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
347
555
3 375
-20
4
1 505
397
580
243
39
0
2 689
1 713
15 234
92
84
3 377
1 635
1 405
308
52
0
*Company was previously called Imagination Technologies Hyderabad Pvt Ltd, it was acquired by Nordic Semiconductor Norway AS 31.12.2020.
**Company was previously called Imagination Technologies AB, it was acquired by Nordic Semiconductor Norway AS 31.12.2020.
56
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTS■ All intellectual property (IP) is owned by Nordic Semiconductor ASA. Nordic Semiconductor ASA is the ultimate
parent company of the Group. All subsidiaries invoice Nordic Semiconductor ASA according to the Group's transfer
pricing policy.
■ Nordic Semiconductor Inc is a market development and product promotion and support company, but has since
2016 run a small R&D department as well.
■ Nordic Semiconductor Poland Sp. z.o.o. is an extension of the software development team in the parent company.
■ Nordic Semiconductor Finland OY is a development company, working with mainly long range technology. The
R&D team in Finland works closely alongside the rest of the R&D teams in the Group.
■ Nordic Semiconductor Japan KK is a market development and product promotion and support company,
■ Nordic Semiconductor Germany GmbH is a market development and product promotion and support company,
■ Nordic Semiconductor Norway AS is the parent company of Nordic Semiconductor UK Limited, Nordic
Semiconductor India Pvt. Ltd, Nordic Semiconductor Sweden AB, Nordic Semiconductor Hong Kong Limited and
Nordic Semiconductor (Shenzhen) Limited.
■ Nordic Semiconductor UK limited is a development company, working with Wi-Fi and PMIC technology. The R&D
team in the UK works closely alongside the rest of the R&D teams in the Group.
■ Nordic Semiconductor India Pvt. Ltd is a development company, working with Wi-Fi technology. The R&D team in
India works closely alongside the rest of the R&D teams in the Group.
■ Nordic Semiconductor Sweden AB is a development company, working mainly with Wi-Fi technology. The R&D
team in Sweden works closely alongside the rest of the R&D teams in the Group.
■ Nordic Semiconductor Hong Kong Limited is a market development and product promotion and
support company.
■ Nordic Semiconductor (Shenzhen) Limited had no activities in 2021. From 2022 it will be a market development and
product promotion and support company,
57
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSNote 14: Accounts Receivable
All figures in USD 1000
GROUP
2021
2020
141 748
88 034 Gross receivables
236
— Provision for doubtful accounts
141 984
88 034 Accounts Receivable, net
Note 15: Intercompany
All figures in USD 1000
PARENT
Loan to group companies
Receivables group companies
Total
Payables
Accounts payable, group companies
Total
PARENT
Service fee for management services
Total revenue intercompany
Service fee for R&D and product promotion
Total intercompany expenses
Note 16: Cash and cash equivalents
All figures in USD 1000
GROUP
PARENT
2021
2020
141 748
88 034
236
—
141 984
88 034
2021
—
1 692
1 692
—
2020
2 551
1 070
3 621
—
25 596
17 268
25 596
17 268
2021
1 049
1 049
2020
1 025
1 025
86 715
54 394
86 715
54 394
PARENT
2021
2020 Cash and cash equivalents as of the balance sheet date were as follows:
2021
2020
223 786
183 644 Cash at bank
2 285
4 202 Restricted cash (witholding tax account)
53 259
54 701 Money market funds
217 886
179 712
2 285
4 202
53 259
54 701
279 330
242 547 Cash and cash equivalents in statement of financial position
273 430
238 615
■ Cash at banks earns interest at floating rates based on daily bank deposit rates.
■ The parent company presents total bank deposits in the international cash pool, while Nordic Semiconductor OY
presents its share of the international cash pool as a receivable from group company. Nordic Semiconductor ASA
and Nordic Semiconductor OY participate in the cash-pool, which is operated by Danske Bank.
■ Restricted deposits is held by Nordic Semiconductor ASA, and are subject to regulatory restrictions and are
therefore not available for general use by the entities within the group.
■
Interest on bank deposit is set to floating rates based on daily bank deposit rates.
For information on liquidity risk, see Note 23: Financial risk management.
58
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSNote 17: Share capital and shareholder information
Share capital
The share capital in Nordic Semiconductor as of December 31, 2021 consists of one share class with a total
of 192 781 600 shares with a face value of NOK 0.01, with a total share capital of NOK 1 927 816. Each share
grants the same rights in the company, and in the event of any increase in capital, existing shareholders have
pre-emptive rights for any new shares.
During the year the following changes have been made in the number of shares, share capital and
share premium:
GROUP
Number of shares
Share capital
(USD 1000)
Treasury shares
(USD 1000)
Share premium
(USD 1000)
Holdings as of 1.1
192 781 600 179 781 600
317
303
-3
-5
235 448
113 355
2021
2020
2021
2020
2021
2020
2021
2020
Issue of share
capital
Change in treasury
shares
13 000 000
14
122 093
2
Holdings as of 31.12
192 781 600 192 781 600
317
317
-3
-3
235 448
235 448
Long-Term Incentive plan
With reference to the annual general meeting, on
April 20, 2021, Nordic Semiconductor approved
a Restricted Stock Unit (RSU) program for all
employees, and a combination of RSUs and
Performance Shares for Executive Management.
See note 19 for further information.
Dividend
No dividend was paid during 2021.
Treasury shares
The Company owned 1,819,037 treasury shares on
December 31, 2021. At January 1, 2021, the Company
owned 1,822,987 treasury shares. Based on a
resolution of the annual general meeting of April
20, 2021, the Board has authority to purchase the
company’s own shares with a limit of a face value
of NOK 192 000 through one or more transactions.
This authority is limited to 9.96% of the company’s
share capital, and the price per share that the
company may pay for shares shall not be lower
than the face value and not higher than NOK 300.
This authority applies until the company’s regular
general meeting in 2022, and by June 30, 2022 the
latest.
59
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSShareholder overview
The largest shareholders in Nordic Semiconductor ASA were as follows as of December 31, 2021 (based on
shareholder register):
Shareholder
Folketrygdfondet
Accelerator Limited
Capital Research and Management
Invesco Advisers
Hardman Johnston Global Advisors
DNB Asset Management
Danske Bank
The Vanguard Group
Oberweis Asset Management
Alfred Berg Kapitalforvaltning
KLP Kapitalforvaltning
Contour Asset Management
Summit Investment Partners
Passesta
BlackRock Fund Advisors
Alden
Handelsbanken Fonder
BlackRock Advisors
Robeco Institutional Asset Management
Storebrand Asset Management
Total for the 20 largest shareholders
Other shareholders
Total shares outstanding
Shares
Percentage
21 622 147
17 572 950
10 201 206
5 891 306
5 346 502
5 315 761
5 227 787
5 125 845
4 712 544
4 499 903
3 754 378
3 356 897
2 811 777
2 685 000
2 261 959
2 150 000
2 102 213
2 055 074
1 904 989
1 884 347
110 482 585
82 299 015
192 781 600
11.2%
9.1%
5.3%
3.1%
2.8%
2.8%
2.7%
2.7%
2.4%
2.3%
1.9%
1.7%
1.5%
1.4%
1.2%
1.1%
1.1%
1.1%
1.0%
1.0%
57.3%
42.7%
100.0%
The largest shareholders in Nordic Semiconductor ASA were as follows as of December 31, 2021 based on
data provided by an investor relations advisory service provider*, and is obtained through an analysis of
beneficial ownership and fund manager information provided in replies to disclosure of ownership notices
issued to all custodians on the Nordic VPS share register.
60
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSShares held by the Board of Directors and Executive Management were as follows as of December 31, 2021:
Board of Directors
Birger Steen
Endre Holen
Jan Frykhammar
Anita Huun
Øyvind Birkenes
Inger Berg Ørstavik
Annastiina Hintsa
Jon Helge Nistad
Susheel Raj Nuguru
Morten Dammen
Joel Stapleton
Shares
192 643
153 484
22 854
11 854
9 196
3 854
2 854
0
0
0
0
Executive Management
Shares
Svenn-Tore Larsen
1 905 400
Geir Langeland
Ole Fredrik Morken
Ståle Ytterdal
Ebbe Rømcke
Pål Elstad
Svein-Egil Nielsen
Kjetil Holstad
Marianne Frydenlund
Katarina Finneng
187 700
180 000
126 000
69 900
18 846
17 000
6 604
2 500
600
Total
396 739
Total
2 514 550
*Every reasonable effort has been made to verify the data; however neither Nordic nor the investor relations advisory service
provider, can guarantee the accuracy of the analysis.
61
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSNote 18: Pensions
Defined benefit plan
The pension liability for the group consists of
liabilities in Norway, Poland, India and The
Philippines. Nordic has set up a pension plan for the
Philippine office as of January 2014. The retirement
plan is unfunded and of the defined benefit type
which provides a retirement benefit calculated
based on number of years of credited service. At the
end of 2021 the pension liability was USD 290 367.
For the company in Finland pensions are financed
by contributions from the insured employees
and employers. The Norwegian company in the
Group is required to have mandatory employment
pension for employees in Norway, according to the
Mandatory Employment Pension Act.
The defined benefit plan was closed for new
members effective January 1, 2008 and from
this point a new defined contribution plan was
established. The two different types of pensions are
described below:
Defined Pension Plan
Current service cost
Interest expense
Expected return on plan assets
Administration fee
Total pension expense excl. Social security tax
Social security tax
Total pension expense incl. Social security tax
Net pension obligation for the year was calculated as follows:
Pension obligations
Plan assets
Estimated net obligation
Social security tax
Total actual net obligation ink. Social security tax
2021
2020
—
17
-14
2
5
1
6
2021
1 195
964
231
33
263
—
19
-15
2
5
1
6
2020
1 174
961
213
30
243
Total pension liability for the Group
2021
2020
Employees in Norway
Employees in Philippines
Employees in the UK
Employees in Poland
Total
263
290
4
22
580
243
205
—
—
448
Defined contribution pension plan
All employees in Norway have a defined contribution pension plan from 01.01.2016. The main benefit is a
contribution of 7% of salary up to 7.1 basis points (G) and 18% of salary between 7.1 and 12 basis points. Along
with this the company has a disability pension of approximately 66% of salary including estimated social
security based on 40 years of full employment. In 2021, the cost of the defined contribution pension was USD
3 806 310, and the plan had 534 members.
62
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTS
Note 19: Long-term incentive plans
On March 15, 2019, Nordic Semiconductor granted
1,752,366 share options to 666 employees. The
options were granted at a strike price of NOK
39.44 (10% above volume weighted average share
price the five days prior to the grant date). If the
company’s share price exceeds a cap of NOK
118.32, the company may settle the option grant by
compensating the employee the difference between
the cap and the strike price.
On May 3, 2019, Nordic Semiconductor granted
196,644 share options and 55,814 performance
shares to the management group. The options were
granted at a strike price of NOK 45.1 (10% above
volume weighted average share price the five days
prior to the grant date If the company’s share
price exceeds a cap of NOK 135.3, the company
may settle the option grant by compensating the
employee the difference between the cap and the
strike price. The performance shares are issued
conditional upon the achievement of a certain set of
objectives. The performance shares vest and will be
delivered at par value upon the completion of the
performance period, which is three years.
On April 29, 2020, Nordic Semiconductor granted
754,224 Restricted Stock Units (RSUs) and
Performance shares to 775 employees. A share price
of NOK 58.4 was used as basis for the calculation
of RSUs and Performance Shares, which was the
weighted average share price the five trading days
after the Annual General Meeting. The RSUs vest
after two and three years. The performance shares
are issued conditional upon the achievement of a
certain set of objectives. The performance shares
vest and will be delivered at par value upon the
completion of the performance period, which is
three years.
On April 28, 2021, Nordic Semiconductor granted
452,353 Restricted Stock Units (RSUs) and
Performance shares to 1,087 employees. A share
price of NOK 182.2 was used as basis for the
calculation of RSUs and Performance Shares, which
was the weighted average share price the five
trading days after the Annual General Meeting.
The RSUs vest after two and three years. The
performance shares are issued conditional upon
the achievement of a certain set of objectives. The
performance shares vest and will be delivered at
par value upon the completion of the performance
period, which is three years.
A summary of share options transactions during 2021 and 2020 below:
2021
2020
Outstanding options 1.1
Granted
Forfeited
Exercised
Expired
Outstanding options 31.12
Of which exercisable
A summary of RSUs transactions during 2021 and 2020 below:
Outstanding RSUs 1.1
Granted
Forfeited
Exercised
Outstanding RSUs 31.12
A summary of performance shares during 2021 and 2020 below:
Outstanding performance shares 1.1
Granted
Forfeited
Exercised
Outstanding performance shares 31.12
2 548 589
5 470 374
—
—
28 992
53 976
1 974 394
2 850 587
—
17 222
545 203
2 548 589
— 954 923
2021
690 617
2020
—
423 383
696 017
55 053
5 400
—
—
1 058 947
690 617
2021
2020
114 020
55 813
28 970
58 207
—
—
—
—
142 990
114 020
The fair value of the options, RSUs and performance shares are set on the grant date and expensed over the
vesting period. USD 4,287 thousand was expensed during 2021 and USD 3,123 thousand in 2020.
63
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSThe fair value per RSU and performance share
without market condition granted in 2021 was NOK
199.30. The fair value of the performance shares
with Relative Total Shareholder Return performance
condition granted in 2021 was NOK 305,7207. The
valuation is based on a Monte Carlo simulation
model with the following assumptions:
Volatility
It is assumed that historic volatility is an indication
of future volatility. The expected volatility is
therefore stipulated to be the same as the historic
volatility, which equaled 47.88% on the date of
grant in 2021 for the company and 37.73% for the
SOX Index.
Share price on the grant date
The closing share price of the company and peer
group companies (SOX Index) of NOK 199.30 and
USD 3 178.49, respectively.
Risk-free interest rate
The risk-free interest rate is set equal to the relevant
interest rate on government bonds on the date
of grant in 2021, i.e. 0.62 % in Norway and 0.29%
in the US.
Expected lifetime
Performance shares vest on the April 28, 2024.
Performance end date is December 31, 2023, so
as of vesting date the quantity to vest is known.
Performance shares expire 3 years from grant date,
i.e. 28th of April 2024.
Correlation coefficients
Correlation coefficient quantifies the degree to
which the companies’ share prices jointly react to
the news flow. The historic correlation coefficients
has been calculated by using daily share price
logarithmic returns of peer group. companies in
local currency.
Note 20: Current liabilities
All figures in USD 1000
GROUP
2021
2020
28 392
22 812 Accounts payable
—
— Accounts payable from subsidiaries
17 427
4 976 Taxes payable
17 452
11 398 Employee benefit obligations
—
277 Board members benefit obligations
7 599
8 620
8 789 Social security tax and payroll tax
7 633 Holiday pay
20 530
16 184 Ship and debit rebate
10 757
8 515 End-customer rebate
1 011
567
362 Contractual severance payment
596 Legal claims
5 594
5 520 Current lease liabilities
520
302 Currency swap
5 197
4 446 Accrued expenses
79
60 Other current liabilities
123 747
91 872 Total Current liabilities
PARENT
2021
2020
27 558
21 059
25 596
17 268
17 181
4 889
10 312
6 417
—
6 266
5 548
277
7 791
5 019
20 530
16 184
10 757
8 515
—
567
3 921
520
—
596
3 616
302
2 879
2 928
68
46
131 703
94 908
64
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSNote 21: Leases
All figures in USD 1000.
The Group is a lessee and has entered into
agreements to lease office space, office equipment,
machinery and vehicles.
The Group's office leases range between 1 to 6
years, equipment and machinery range between
1 to 5 years and vehicles are leased for less than
3 years.
There are no leases with variable lease payments,
other than lease payments linked to an consumer
price index. Extension and termination options
are included in a number of property and
equipment leases across the Group. These are
used to maximize operational flexibility in terms
of managing the assets used in the Group’s
operations. The majority of extension and
termination options held are exercisable only by the
Group and not by the respective lessor. Extension
options have not been included in the lease liability,
because the Group could replace the assets without
significant cost or business disruption.
The Group also has certain leases of office buildings
and office equipment and machinery with lease
terms of 12 months or less and leases of office
equipment and machinery and vehicles with low
value. The Group applies the ‘short-term lease’ and
‘lease of low-value assets’ recognition exemptions
for these leases.
In 2021, there has not occurred any material
rent concessions as a direct consequence of the
Covid-19 pandemic.
Minimum lease payments payable on leases are
presented in note 23.
Amounts recognized in the balance sheet:
The balance sheet shows the following amounts relating to leases:
GROUP
31.12.2021
31.12.2020 Right of use assets
18 786
24 730 Property
149
362 Office equipment and machinery
18 935
25 092 Total
GROUP
31.12.2021
31.12.2020 Lease liabilities
5 594
14 281
5 520 Current
21 003 Non-Current
19 876
26 523 Total
GROUP
2021
-80
—
2020
6 042 Additions and adjustments to the right-of-use assets
— Disposals to the right-of-use assets
PARENT
31.12.2021
31.12.2020
14 774
20 255
149
362
14 923
20 617
PARENT
31.12.2021
31.12.2020
3 921
11 673
15 594
PARENT
2021
-1 998
—
3 616
18 338
21 954
2020
2 197
—
In 2021, Nordic Semiconductor ASA signed an office rental agreement in Oslo with commencement date of 1
January, 2023. The existing Oslo office agreement will therefore end four years earlier, 31 December 2022. The
total adjustment to the right-of-use asset is a reduction of USD 3m.
65
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSThe statement of profit or loss shows the following amounts relating to leases:
GROUP
PARENT
2021
5 662
213
5 875
822
214
543
7 454
7 265
2020 Depreciation of right-of-use assets
4 617 Properties
363 Office equipment and machinery
4 980 Total depreciation
844 Interest expense
339 Expenses relating to short-term leases
523 Expenses relating to leases of low-value assets
6 686 Total amount recognized in profit and loss
5 563 The total cash outflow for leases
2021
3 524
213
3 737
733
182
285
4 937
4 938
2020
3 514
363
3 877
768
169
296
5 110
4 358
Set out below are the carrying amounts of lease liabilities and the movements during the period:
GROUP
Cash flow information for lease liabilities
PARENT
26 523 Net liabilities as at 1 January 2021
-6 567 Cash flows from financing activities incl. foreign exchange adjustment
-80 Acquisitions and adjustments
— Disposals
19 876 Net liabilities as at 31 December 2021
21 953
-4 361
-1 998
—
15 594
66
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSNote 22: Financial instruments
All figures in USD 1000.
Capital structure
Nordic Semiconductor's strategy relating to its
capital structure is to maintain sufficient cash and
cash equivalents to meet the Group’s requirements
for ongoing operations and for new investments.
Management believes that it is especially important
to retain a strong credit rating and significant
liquidity as the Group competes in a global market
against larger companies.
Nordic Semiconductor manages its capital structure
and makes revisions in light of changes in the
overall economy and its operating assumptions. In
order to maintain or amend the capital structure,
Nordic may purchase its own shares on the market,
pay dividends to shareholders, pay back capital to
shareholders or issue new shares.
Nordic Semiconductor targets to have an equity
ratio above 50% at all times, measured as total
equity divided by total assets.
GROUP
2021
2020
458 209
402 492 Total equity
596 817
515 814 Total assets
77%
78% Equity share
Financial assets
The group holds the following financial assets at amortized cost:
GROUP
2021
2020 Amortized cost
141 748
88 034 Accounts receivable
3 601
4 170 Other current receivables
226 071
187 846 Cash at bank
371 421
280 050 Total financial assets at amortized cost
GROUP
2021
2020 Fair value through profit or loss
53 259
53 259
54 701 Money market fund
54 701 Total financial assets at fair value through profit or loss
Changes in financial assets at fair value through profit or loss:
GROUP
2021
54 701
—
337
2020
— As at 1 January
51 809 Acquisition of financial instruments
87 Changes in fair value
-1 779
2 805 Currency translation differences
53 259
54 701 As at 31 December
PARENT
2021
2020
440 690
389 266
584 620
502 960
75%
77%
PARENT
2021
2020
141 748
88 034
3 606
220 171
365 526
PARENT
2021
53 259
53 259
PARENT
2021
54 701
—
337
-1 779
53 259
2 322
183 914
274 271
2020
54 701
54 701
2020
—
51 809
87
2 805
54 701
67
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSFinancial liabilities
The group holds the following financial liabilities:
GROUP
2021
2020 Amortized cost
28 392
64 215
14 281
5 594
22 812 Accounts payable
49 472 Other current liabilities
21 004 Non-current lease liabilities
5 520 Current lease liabilities
PARENT
2021
27 558
76 258
11 673
3 921
2020
21 059
57 266
18 338
3 616
112 483
98 807 Total financial liabilities at amortized cost
119 410
100 279
GROUP
2021
520
520
2020 Fair value through profit or loss
302 Acquisition of financial instruments
302 Total financial liabilities through profit or loss
Changes in financial liabilities at fair value through profit or loss:
PARENT
2021
520
520
PARENT
2021
302
218
520
2020
302
302
2020
—
302
302
GROUP
2021
302
218
520
2020
— As at 1 January
302 Changes in fair value
302 As at 31 December
Interest-bearing loans and borrowings:
The Group has long-term revolving credit facilities
("RCF"), which enables it to borrow up to USD
40m and USD 25m at any time with an interest
rate equal to LIBOR + margin. The line of credit
agreement of USD 40m and USD 25m expires in
November 2022. As of December 31, 2021, Nordic
has not drawn on any of the credit lines. The
security is provided by inventory, receivables and
operating equipment with book values as follows;
inventories USD 55m, accounts receivable USD 142m
and operating equipment USD 29m.
The following financial covenants are included for
the revolving credit facilities:
■ Equity ratio shall not be lower than 40 %.
The remainder of the Group’s financing is made
through short-term, non-interest bearing debt. This
financing typically consists of debt to suppliers, the
public sector, employees and others. Nordic has
entered into a Tenancy Guarantee with Danske
Bank as unconditional guarantor for NOK 41.4m for
the office in Trondheim and SEK 0.4m for the office
in Stockholm. The first warranty is given to secure
payments of up to 24 months of rent for the office
in Trondheim.
Fair value measurement
The financial instruments that are carried at fair
value are revalued on a recurring basis. The
financial instruments are not designated at fair
value through profit or loss on initial recognition.
In 2021, the Group has investments in these financial
assets and liabilities using the following methods
and assumptions:
■ Money market fund is defined as cash equivalents
because the asset is liquid and not subject to
material fluctuations in value. The asset is measured
at quoted market price in an active market at the
balance sheet date.
■ Currency swap represents the present value of
the future contractual cash flows. The fixed side
is specified in the swap agreement as the agreed
currency rate and the floating side is the observable
spot exchange rates.
68
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSNote 23: Financial risk management
All figures in USD 1000.
The Group's finance department is responsible for
carrying out the policies and guidelines for financial
risk management approved by the Board.
The Group is mainly exposed to counterparty credit
risk, liquidity risk, and market risk (including interest
rate risk and foreign currency risk).
Credit risk
Credit risk is the risk that a counterparty will not
meet its obligations under a financial instrument or
customer contract, leading to a financial loss. The
Group is exposed to credit risk from its operating
activities (primarily accounts receivables) and from
its financing activities, including foreign exchange
transactions, cash and cash equivalents with
banks and other financial institutions and other
financial instruments.
The Group’s sale of components takes place
through its distribution partners within defined
geographic regions, where Asia is the dominant
region. The Group depends on a relatively small
number of customers. Customer credit risk is
managed by each region subject to the Group’s
established policy, procedures and control relating
to customer credit risk management. Credit quality
of a customer is assessed based on an extensive
credit evaluation and individual credit limits are
defined in accordance with this assessment.
Outstanding accounts receivables are regularly
monitored and assurance from distributors that end
customer sales is secured through letter of credits
is obtained.
The Group make an allowances for expected credit
losses on receivables based on a provision matrix
that is initially based on the historical observed
default rates. The Group has calibrated the matrix
to adjust the historical credit loss experience with
forward-looking information.
Age distribution of customer receivables was:
GROUP
2021
2020 Gross total
112 399
29 327
68
190
74 901 Not due
12 632 Past due 0-30 days
125 Past due 31-120 days
376 Over 120 days
141 984
88 034 Total
PARENT
2021
112 399
29 327
68
190
2020
74 901
12 632
125
376
141 984
88 034
Historically there has not been any significant credit losses. 79 percent of trade receivables were within
terms at the balance sheet date. On that basis, expected credit loss for trade receivables are limited and
allowances for doubtful accounts at 31 December 2021 was 0.2m equal customer receivable overdue more
than 120 days.
The Group has a limited number of customers, regular contact and long-term relationships with most of its
customer base. Some of the customers are dependent on Nordic Semiconductor to stay in business.
Financial assets at fair value through profit or loss
The Group is also exposed to credit risk in relation to debt investments that are measured at fair value
through profit and loss.
The maximum exposure to credit risk on the balance sheet date was:
GROUP
2021
2020
141 984
88 034 Accounts receivable
11 951
9 372 Other current receivables
153 935
97 406 Total
PARENT
2021
2020
141 984
88 034
11 283
10 062
153 267
98 096
69
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSLiquidity risk
Liquidity risk is the risk that the Group will encounter
difficulty in meeting financial obligations when due
and to close out market positions.
As of 31 December 2021, cash and cash equivalents
amounted to USD 279.3m (USD 242.5m), see note 16
for details. The total balance includes money market
fund at fair value USD 53.3m.
Overall, we monitor cash flows at both Group
and entity level. The Group seeks to minimize risk
when investing its cash balances and. Investments
can only be made in securities which have been
approved by the Board.
The Group has no externally imposed capital
requirements or agreements, and has no contracts
or legal requirements which are not being upheld.
The Group has the following due dates with regard
to contracts for financial liabilities as of December
31, 2021:
GROUP
Accounts payable
Currency swap
Other current liabilities
Lease liabilities *)
Total
PARENT
Accounts payable
Accounts payable subsidiaries
Currency swap
Other current liabilities
Lease liabilities *)
Total
Carrying
amount
Contractual
cash flow
Less than
one year
One to five
years
More than
five years
28 392
28 392
28 392
520
89 241
19 876
520
89 241
22 366
520
89 241
5 910
138 028
140 518
124 063
—
—
—
13 868
13 868
—
—
—
2 588
2 588
Carrying
amount
Contractual
cash flow
Less than
one year
One to five
years
More than
five years
27 558
25 596
520
74 109
15 594
27 558
25 596
520
74 109
17 949
27 558
25 596
520
74 109
4 209
143 376
145 732
131 991
—
—
—
—
11 153
11 153
—
—
—
—
2 588
2 588
*Lease liabilities is mainly office facility rent in Oslo and Trondheim, lease ending respectively 31 December 2022 and 31
December 2027
70
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSInterest rate risk
The Group’s liquidity requirements and risk
assessment determine its investment strategy and
interest rate exposure.
Foreign exchange risk arises from future commercial
transactions and recognized assets and liabilities
denominated in a currency that is not the functional
currency of the relevant group entity.
The Group’s policy is to maintain a short-term
investment horizon for its surplus cash. The
investment portfolio should not have an average
duration longer than six (6) months.
The Group has long-term revolving credit facilities,
which allows it to borrow up to a total of USD 65m
at an interest rate of LIBOR + margin. The line of
credit agreement of USD 40m and USD 25m expires
end of November 2022.
If interest rates increase 1 basis point, the negative
effect on profit before tax given current utilization
of the RCF is USD 0 per year as the credit facility is
not utilized.
Foreign currency risk
The Group is subject to foreign currency risk as
it operates internationally with development and
commercial activities.
The dominated functional currency for the Group
is USD. Nearly all revenues and cost of goods are
in USD, but approximately 45% and 25% of the
Group’s operating expenses (excluding depreciation
and amortization) and tax cash flows are
denominated in NOK and EUR. The Group does not
use hedging instruments to minimize its exposure
to foreign currency risk from operating activities
affecting profit and loss.
Below is a sensitivity analysis of changes in the NOK
exchange rate on Group balance sheet items, and
their impact on profit and loss:
Profit before tax
NOK exchange rate +/- 10%
+/-4 657
The tables below show the exposure in sales to foreign currency risk in the most significant currencies:
GROUP
2021
2020
Local currency
(1,000)
USD
(1,000)
Share of total
revenue in %
Local currency
(1,000)
USD
(1,000)
Share of total
revenue in %
USD
EUR
Other
Total
610 283
610 283
100.0%
404 011
404 011
175
314
208
37
—%
—%
1 061
—
1 206
—
99.7%
0.3%
—%
610 528
100.0%
405 217
100.0%
PARENT
2021
2020
Local currency
(1,000)
USD
(1,000)
Share of total
revenue in %
Local currency
(1,000)
USD
(1,000)
Share of total
revenue in %
USD
EUR
Other
Total
610 528
610 528
99.8%
404 217
404 217
538
5 163
636
411
0.1%
0.1%
1 605
—
1 830
194
99.5%
0.5%
—%
611 577
100.0%
406 241
100.0%
The Group uses derivative financial instruments to reduce its exposure to currency exchange rate
movements and hold currency swap in relation to fixed income fund investments. Derivatives are not held for
speculative purposes.
All derivative financial instruments are recognized as assets and liabilities measured at fair value, and all
fair value gains and losses are recognized in profit or loss. Where the fair value of a derivative on initial
recognition differs from the transaction price, if any, the difference is recognized immediately in profit or loss
only if the fair value is evidenced by a quoted price in an active market or is based on a valuation technique
that uses only data from observable markets.
71
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSThe tables below show the exposure at the end of reporting period in the most significant currencies:
All amounts stated in USD 1000.
GROUP
USD
EUR
NOK
Other
Total
PARENT
USD
EUR
NOK
Other
Total
2021
2020
Accounts receivable Accounts payables
141 971
—
—
—
141 971
25 140
1 024
1 854
374
28 392
Accounts
receivable
87 731
300
—
—
88 031
Accounts payables
19 898
2 007
480
427
22 812
2021
2020
Accounts receivable Accounts payables
141 971
—
—
—
141 971
25 140
461
1 854
103
27 558
Accounts
receivable
Accounts payables
87 731
19 898
300
—
—
351
480
330
88 031
21 059
72
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSDetermination of fair value
As of December 31, 2021 the Group had no financial assets or financial liabilities where there is considered to
be a difference between book value and fair value.
Below is an overview of Nordic’s financial instruments:
GROUP
2021
2020
Book value
Fair market value
Book value
Fair market value
Financial assets
Accounts receivable
Short-term receivables
Cash and cash equivalents
incl. money market fund
Financial liabilities
Accounts payable
Current financial liabilities
Other current liabilities
141 748
11 951
279 330
53 259
28 392
520
64 215
141 748
11 951
279 330
53 259
28 392
302
64 215
88 034
9 372
242 547
54 701
22 812
302
49 472
88 034
9 372
242 547
54 701
22 812
302
49 472
PARENT
2021
2020
Book value
Fair market value
Book value
Fair market value
Financial assets
Accounts receivable
Short-term receivables
Cash and cash equivalents
incl. money market fund
Financial liabilities
Accounts payable
Current financial liabilities
Other current liabilities
141 748
11 283
273 430
53 259
27 558
520
76 258
141 748
11 283
273 430
53 259
27 558
302
76 258
88 034
10 062
228 024
54 701
21 059
302
57 265
88 034
10 062
228 024
54 701
21 059
302
57 265
Book value is a reasonable estimate of fair value in cases where these numbers are identical.
Note 24: Events after the balance sheet date
Note 25: Related party transactions
There are no events after the balance sheet date
with materially affect on the financial statements.
Nordic Semiconductor ASA, the ultimate parent
company of the Group, is listed on Oslo Stock
Exchange. The Group has no material transactions
with related parties.
The ultimate parent company has transactions
with its wholly-owned subsidiaries, see Note 15:
Intercompany for further information.
73
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | FINANCIAL STATEMENTSDECKLARATION TO THE ANNUAL REPORT
Responsibility Statement
The Chief Executive Officer and the Board of Directors confirm, to the best of our knowledge, that the
financial statements for 2021 have been prepared in accordance with current accounting standards and give
a true and fair view of the Parent company and the Group’s assets, liabilities, financial position and results of
the operations.
Oslo, March 17, 2022
Jan Frykhammar
Board member
Birger Steen
Chair
Anita Huun
Board member
Inger Berg Ørstavik
Svenn-Tore Larsen
Board member
Chief Executive Officer
Endre Holen
Board member
Øyvind Birkenes
Board member
Jon Helge Nistad
Annastiina Hintsa
Board member, employee
Board member
Joel Stapleton
Susheel Raj Nuguru
Morten Dammen
Board member, employee
Board member, employee
Board member, employee
75
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | DECLARATION OF ANNUAL REPORTNORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | STANDARDS OF CORPORATE GOVERNANCE
Standards of
corporate governance
The Board of Directors ("Board") and Management of Nordic Semiconductor
ASA ("Nordic" or the "Company") aim to execute their respective tasks in
accordance with the highest standards for corporate governance to drive
long-term value creation and promote sustainable business conduct.
Nordic Semiconductor is subject to corporate
governance requirements according to the
Norwegian Public Limited Companies Act, the
Norwegian Accounting Act, section 3-3b, the
Oslo Stock Exchange's Oslo Rulebook II - Issuers
Rules, Chapter 4.5, section 5-8a of the Norwegian
Securities Act, and the Norwegian Code of
Practice for Corporate Governance ("the Code of
Practice") as adopted by the Norwegian Corporate
Governance Board (NUES).
This statement follows the system used in the
Code of Practice. The information requirements
that follows from the Norwegian Public Limited
Companies Act and Norwegian Accounting
Act are integrated into the statement below
where appropriate.
Implementation of and reporting on
corporate governance
Nordic Semiconductor’s standards for corporate
governance provide a critical foundation for the
company’s management. These standards must be
viewed in conjunction with the company’s efforts
to constantly promote a sound corporate culture
throughout the organization. The company’s core
values of engagement, contribution, knowledge,
respect and responsibility are central to the Board’s
and management’s efforts to build confidence in
the company, both internally and externally. Nordic
Semiconductor is a UN Global Compact signatory
and is committed to the Ten Principles as set forth in
the areas of Human Rights, Labor, Environment and
Anti- corruption. Nordic Semiconductor has adopted
the Responsible Business Alliance (RBA) Code
of Conduct, which specifically focuses on topics
relevant for the electronics industry, and promotes
this to ensure sustainable business operations and
supply chain.
Additional information on this work can be
read in the dedicated sections on specific
Environmental, Social, and Governance matters
in this report, as well as published on Nordic
Semiconductor’s website.
Deviations from the Code of Practice: None
Business
Nordic designs, sells and delivers integrated circuits
and related products and services for use in short
and long- range wireless applications. The company
specializes in ultra-low power components, based
on its proprietary 2.4 GHz RF, various Bluetooth
related standards and emerging standards for
cellular IoT communications like NB-IoT and
LTE-M. All manufacturing and direct distribution
of components are outsourced to specialist
subcontractors. The company is headquartered in
Trondheim, Norway, and has offices in USA, China,
Korea, India, Sweden, UK, Japan, Taiwan, Poland,
Finland, Germany and the Philippines.
The scope of Nordic's business is defined in
section 2 of its Articles of Association: “The
objective for which the company is established
is the development and sale of electronic
components, integrated circuits, design tools and
related solutions.”
The Board sets clear objectives for the business with
a view to create long-term value for shareholders.
The Board leads the company’s strategic planning
and make decisions that form a basis for the
company’s executive management to prepare
and carry out investments to drive future growth
in a sustainable manner. The objectives include
matters that relate to environmental impact, social
matters such as human and labor rights, equal
treatment and prevention of discrimination, as well
as the prevention of corruption. Strategic plans
are evaluated on an ongoing basis, with a Board
strategy review being conducted annually in an off-
site multi-day meeting. New and updated long-term
objectives, strategies and risk profiles are revised
and agreed on towards the end of the year, or in
connection with major events.
More details on Nordic's objectives, strategies and
risk profiles are presented in the Report of the
Board of Directors. More information about Nordic's
objectives and efforts related to Environmental,
Social and Governance matters are presented in the
dedicated section of this report.
Deviations from the Code of Practice: None
76
Equity and dividends
The Board of Directors ensures that the company
has a capital structure that is appropriate to the
Company’s objectives, strategy and risk profile.
The Company’s growth philosophy, as well as the
cyclicality of its business, means that the Company
will aim to maintain a high equity ratio and
considerable liquidity. The Company aims primarily
to provide shareholders with returns in the form of
appreciation of the shares and has a long-term goal
to pay dividends based on surplus cash generated
by the company, while taking longer term growth
targets into consideration. Nordic assesses its cash
position to be adequate given the expected level of
R&D and capex investments and believes a strong
balance sheet is required to ensure flexibility and
resilience. Cash generation is however expected
to increase over the coming years and will allow
for the evaluation of cash return to shareholders
in 2023. The company’s dividend policy is reviewed
each year by the Board of Directors. The Annual
General Meeting can mandate the Board the
authorization to pay dividends based on the latest
approved Annual Report. The justification for this
authorization needs to be explained and should
reflect the Company’s dividend policy.
The Board of Directors, in accordance with the
resolution of the Annual General Meeting held
April 20, 2021 has been authorized to buy back
up to 19,200,000 own shares for a total par value
of NOK 192,000.00 in one or more transactions.
The authorization is limited to 10 percent of the
Company’s share capital, and the price per share
which the Company may pay for shares acquired
in this manner shall not be less than the par value
nor greater than NOK 300. This power of attorney
will remain in effect until the company’s ordinary
Annual General Meeting in 2022. The Board
believes that it is expedient for the Board to be
authorized to purchase own shares, partly to fulfil
the remuneration schemes for employees, and partly
so that shares can be used as a consideration in
connection with the acquisition of businesses or for
subsequent sale or cancellation. Such authorization
must be decided by the General Meeting and will
apply until 30 June the following year.
In accordance with the decision passed at the
general meeting held April 20, 2021, the Board
of Directors has the authority to increase the
company’s share capital by issuing up to 19,200,000
shares with a total par value of NOK 192,000. The
authority is to be used for purposes defined in the
Notice of the Annual General Meeting, including
strengthening the Company’s shareholder’s equity,
to execute share capital increases with one or
more strategic partners, or to complete a merger
or acquisition using shares or cash. This power of
attorney will remain in effect until the Company’s
Annual General Meeting in 2022, and can be
implemented through a private placement, rights
issue or public offering.
Nordic Semiconductor has one class of shares,
where each share has one vote at the Company’s
shareholders’ meeting. Nordic Semiconductor strictly
adheres to the principle of equal treatment of all
shareholders. The Company’s transactions in its
own shares are conducted in accordance with good
stock exchange practice in Norway.
If the Board wishes to quickly raise capital, the
Board has been authorized to direct a share
capital increase to selected investors chosen
by the Board, up to the limits quantified above.
In this event, the Company will notify the stock
exchange of its reasons for implementing a
directed share placement. Existing shareholders’
preemptive subscription rights under §10-4 in the
Norwegian Companies Act can be waived under
these circumstances.
Such capital increases shall be executed at or near
the current stock price listed on the Oslo Stock
Exchange. This authorization remains valid until
the Company’s ordinary annual general meeting in
2022.
Deviations from the Code of Practice: None.
Equal treatment of shareholders and
transactions with close associates
The Company is generally cautious in regard to
transactions with shareholders, members of the
Board of Directors, senior employees or related
parties to the above. To ensure that the best code
of conduct applies, the Board requires notification
and review of any process or transaction in
which both the company and a senior employee
or member of the Board of Directors may have
interests. Nordic Semiconductor will seek to comply
with the principles of equal treatment of related
parties and possible transactions with related
parties that are laid down in the Code of Practice.
The Company considers Shareholders’ preemption
rights in connection with an increase in share
capital to be an important and fundamental right
in a healthy shareholder community, and the
preemption right can only be waived in exceptional
circumstances. Waiving of this right will be based on
the Company’s and shareholders’ mutual interests.
In such case, there will be full transparency about
the matter, and the shareholders will receive
identical information simultaneously through a stock
exchange announcement and subsequently on the
Company's website.
77
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | STANDARDS OF CORPORATE GOVERNANCEThis also applies if the Board utilizes the
authorizations it has been granted.
The Company’s transactions in own shares must
always comply with the arm’s length principle and
be on ordinary market terms.
Contact between the Board of Directors and
the investors is normally conducted via company
management. Under special circumstances the
board, represented by the chairperson may conduct
dialogue directly with investors.
Deviations from the Code of Practice: None.
Freely negotiable shares
Nordic Semiconductor’s shares are freely tradable
and there are no restrictions on the sale and purchase
of the Company’s shares beyond those pursuant to
Norwegian law.
Each share carries one vote.
Deviations from the Code of Practice: None.
General Meeting
The Annual General Meeting is the company’s
highest body and the shareholders exert their
authority in the company through the Annual
General Meeting. Nordic Semiconductor and
the Board encourages all shareholders to
participate and exercise their rights at the Annual
General Meeting.
The Board of Directors should ensure that the
Annual General Meeting is held in accordance
with the Code of Practice ensuring all shareholders
the ability to participate. The notice of the Annual
General Meeting, including relevant information
shall be announced and distributed at least 21 days
in advance of the Annual General Meeting, and
the final date for notification of attendance is one
working day prior to the Annual General Meeting.
The Board of Directors should further ensure that:
■ The resolutions and supporting information
distributed are sufficiently detailed, comprehensive
and specific to allow shareholders to form a view on
all matters to be considered at the meeting
■ Any deadline for shareholders to give notice of their
intention to attend the meeting is set as close to the
date of the meeting as possible
■ The Chair of the Board of Directors and the Chair
of the Nomination Committee are present at the
general meeting. In addition, the Chair of the Audit
Committee and the Compensation Committee
should attend the meeting
■ The general meeting is able to elect an independent
Chair for the general meeting. In 2020 and in 2021
the Annual General Meeting was held as a video
conference and all shareholders were given the
opportunity to both view, vote and participate
in the meeting.
Shareholders should be able to vote on each
individual matter, including on each individual
candidate nominated for election. Shareholders
who cannot attend the meeting in person should be
given the opportunity to vote. The Company should
design the form for the appointment of a proxy to
make voting on each individual matter possible and
should nominate a person who can act as a proxy
for shareholders.
Deviations from the Code of Practice: Nordic has
one deviation related to participation in the General
Meeting. The entire Board of Directors has normally
not participated in the general meeting. Matters
under consideration at the general meeting of
shareholders have not previously required this. The
chair of the Board of Directors is always on hand to
present the report and answer any questions. Other
board members participate as needed. The Board of
Directors considers this to be adequate.
Nomination Committee
Nordic Semiconductor has a Nomination Committee,
as provided for in its Articles of Association. The
Annual General Meeting stipulate guidelines
for the duties of the nomination committee,
elect the chair and members, and stipulates the
committee´s remuneration.
The Nomination Committee’s duties are to represent
the interests of the shareholders in general, and
to propose qualified candidates for the Annual
General Meeting’s election of the Board of Directors
as well as to propose the remuneration to the Board
of Directors.
The Nomination Committee should justify why it is
proposing each candidate in the notice for the AGM
separately, including information on the candidates’
competence, capacity and independence.
The nomination committee holds regular meetings
with major shareholders as well as management
and individual shareholder elected Board members.
In addition, all shareholders can submit suggestions
to the nomination committee through a link on
Nordic’s webpage.
The Nomination Committee consists of three
members who are shareholders or who represent
the shareholders. The Company’s executive
personnel are not represented on the Nomination
Committee. The deadline for submitting proposals
to the Nomination Committee is one month before
the Annual General Meeting.
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NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | STANDARDS OF CORPORATE GOVERNANCEThe nomination committee has during 2021 held
25 meetings.
The members of the Nomination Committee are:
■
John Harald Henriksen (Chair)
■ Viggo Leisner
■ Eivind Lotsberg
Deviations from the Code of Practice: None.
The Board of Directors: composition and
independence
In accordance with the Norwegian Public
Companies Act the Board of Directors has the
overriding responsibility for the management of the
company. The Board's role and responsibility is also
to supervise the company's day-to-day management
and the company's activities in general. The
responsibility for the day-to-day management has
been delegated to the CEO as set out in the Rules
of Procedure for the Board of Directors of Nordic
Semiconductor ASA.
Norwegian companies can be governed by either a
one-tier or a two-tier board structure, consisting of
a board of directors and, in a two-tier structure, a
corporate assembly.
Any company with more than 200 employees
is generally required to have a corporate
assembly, with two-thirds of the members elected
by shareholders and one-third elected by the
company's employees. If a company agrees with
its employees not to have a corporate assembly,
employees have the right to appoint additional
representatives to the board of directors. The
company has agreed with its employees to not have
a corporate assembly and thereby increased the
numbers of employees elected Board members.
The Board of Directors and the Chair of the Board
of Directors are elected by the shareholders at the
Annual General Meeting on the basis of proposals
from the Nomination Committee.
The shareholder-elected Board members are
elected, in accordance with the Articles of
Association, for one year at a time. The employee
representatives are elected for two years at a time.
The composition of the Board of Directors
should ensure that the Board can attend to the
common interests of all shareholders and meets
the company’s need for expertise, capacity and
diversity. Attention should be paid to ensuring
that the Board can function effectively as a
collegiate body.
The composition of the Board of Directors should
ensure that it can operate independently of any
special interests. The majority of the shareholder-
elected members of the Board should be
independent of the Company’s executive personnel
and material business contacts.
The Code of Practice recommends that a majority
of shareholder-elected directors are independent of
the Company and its executive management and
that no members of executive management serve
as directors.
Furthermore, the Norwegian Public Companies Act
prohibits the CEO from serving as chair and requires
that public companies have boards of directors
consisting of at least 40% women. This requirement
is related to shareholder elected board members,
and employee elected board members should not
be included in this requirement.
In 2021, the Board, as elected in accordance
with above mentioned principles by the General
Assembly, consisted of 7 shareholder elected Board
Members and 3 employee elected Board Members.
No executive personnel or representatives of
business associates are members of the Board.
At least 40% of the shareholder elected Board
Members are female (in 2021 three out of
seven or 43%).
Members of the Board are encouraged to hold
shares in the company.
A more detailed description of the background,
qualifications, and term of service of each member
of the Board of Directors and the number of Nordic
Semiconductor shares they own are provided in the
Board of Directors section in this annual report and
on the Company’s webpage.
Deviations from the Code of Practice: None.
The work of the Board of Directors
The Board has established Rules of Procedures to
govern its work in relation to Nordic Semiconductor
ASA. In accordance with the said procedures, the
Board shall ensure that the company's activities are
soundly organized, and shall adopt sufficient plans
and budgets of the company. The Board shall be
kept informed of all circumstances necessary for
the Board to perform its duties. The Board shall
keep itself informed of the company's financial
position and has a duty to ensure that its activities,
accounts and asset management are subject to
adequate control.
79
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | DECLARATION OF ANNUAL REPORTIn accordance with its Rules of Procedure, neither
a Board member nor the company CEO may
participate in Board discussions or decisions of
matters that are of such special importance to him
or her, or to any connected person of said board
member or CEO, that the member must be deemed
to have a special or prominent personal or financial
interest in the matter.
Each year, the Board of Directors adopts a specific
meeting and activity plan for the following year. This
plan covers strategic planning, monitoring of the
material business development including, but not
limited to, environmental, social and governance.
The Board’s activity plan for 2022 stipulates eight
meetings, two of which are scheduled as all day or
multi-day meetings to discuss and explore strategy
and technology-specific issues.
During 2021, the Board held 8 ordinary Board
Meetings and 4 extraordinary meetings. As a result
of the pandemic, all meetings except one were
conducted online. All Board Members attended
all meetings.
The Board of Directors carries out an evaluation
of its activities each year and on this basis
discusses improvements in the organization and
implementation of its work.
The Board has established two board committees
comprising Board members – the People and
Compensation Committee and the Audit Committee.
The committees’ mandates are based on a group
perspective. The board committees do not have
decision-making power but are charged with
making proper preparations for board meetings in
the matters with which they are concerned. In the
Board's experience, the work of board committees
makes the overall Board more effective and efficient
and allows for deeper and stronger involvement in
the business’s challenges and initiatives.
People and Compensation Committee
The Board has established a People and
Compensation Committee to recommend and
evaluate remuneration principles and execution
for the CEO, to guide and evaluate principles
and strategy for the compensation of executive
management and to evaluate and oversee the
overall compensation strategy for the company. The
committee consists of three members and have had
5 meetings in 2021.
The People and Compensation committee consist of
the following Board Members:
■ Endre Holen (Chair)
■ Birger K. Steen
■ Morten Dammen
Morten Dammen joined the committee late 2021,
when Jon Helge Nistad stepped down. Dammen
participated in 1 meeting in 2021, Nistad participated
in 4 meetings. The members of the People and
Compensation Committee are selected to ensure
that the compensation programs are fair and
appropriate, but also reflect the challenges related
to attracting and retaining key talent in a global
technology market for engineers. Therefore, the
committee both consists of an employee elected
Board Member and two shareholder elected Board
Members with extensive experience from the global
technology space.
All members participated in all meetings.
Audit Committee
The Audit Committee consists of three members
of the Board. The Committee collectively has
the competence required in the Public Limited
Liability Companies Act § 6-42. All members of
the Audit Committee are independent to the
company according to § 6-42 Public Limited Liability
Companies Act, and at least one member has the
required qualifications within accounting or auditing.
The Committee supports the Board with respect
to the assessment and control of financial risk,
financial reporting, internal control, and prepares
discussions and resolutions for Board meetings. In
addition, the committee oversees
qualifications, independence and performance of
the external auditor. The head of group compliance
meets regularly with the Audit Committee.
The Audit Committee held 8 meetings in 2021 and
has been in regular contact with the Company’s
auditor regarding audits of the statutory accounts
and it also assesses and monitors the auditor’s
independence, including non-audit services provided
by the auditor.
The Audit Committee consists of the following
Board Members:
■
■
Jan Frykhammar (Chair)
Inger Berg Ørstavik
■ Anita Huun
The members of the of the Audit Committee have
extensive experience to be able to properly oversee
the Company's accounting, financial reporting, and
internal and external audits; and general adherence
to principles of good corporate governance.
One of the members has extensive experience
from the CFO role in a global technology company,
one member has experience from both investment
banking and the CFO role and the final member
has experience as a professor in law.
80
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | DECLARATION OF ANNUAL REPORTAccording to the Norwegian Accounting Act the
Audit Committee reviews and approves all non-
audit fees paid to the companies elected auditor.
The elected auditors independence is evaluated
annually. Auditor partner and company rotations is
done when considered appropriate. In 2019 a full
tender for audit services was conducted and elected
auditor EY was replaced by PwC.
All members participated in all meetings.
Deviations from the Code of Practice: None.
Risk Management and internal control
The Board and Management are committed to
ensure long-term value for its shareholders by
maintaining sound and effective internal controls
and frameworks for risk management that are
appropriate in relation to the extent and nature of
the company's activities.
The Board of Directors oversee the risk
management process and carries out biannual
reviews of the most important areas of exposure
and internal controls. Risks are also considered
by the Board in relation to the assessment
of specific projects and ongoing business.
For more information with regard to the
development of specific risks and how Nordic
Semiconductor ASA responds to such risks, see
section Risk Management under Report from the
Board of Directors.
The Company’s primary internal control routines
related to financial reporting are as follows: The
finance team prepares a monthly financial report
which is distributed to and reviewed by CEO and
the Board of Directors. In preparing the monthly
financial report, the accounting team conducts
reconciliations of all major balance sheet items,
which are independently reviewed by a second
member of the team. Balance sheet items subject
to accounting estimates are regularly analyzed
to ensure that all assumptions relating to the
accounting estimate remain valid. As part of the
monthly financial report, the financial results are
compared with the company’s budget and prior
forecast to analyze variances and ensure that they
are not the result of incorrect reporting.
The quarterly and annual financial reports are
subject to review and approval by the Board. In
addition, the Board of Directors performs annual
review of the company’s business strategy focusing
on market development, technology updates,
competitive positioning and risk factors. In addition,
the Board reviews various aspects of the company’s
business throughout the year, including performing
a half yearly detailed risk review.
The Board presents an in-depth description and
analysis of the company’s financial status in the
report of the Board of Directors in the company’s
annual report. The report also describes the
main drivers and risks related to the operation of
the business.
Deviations from the Code of Practice: None.
Remuneration to the Board of Directors
Remuneration to the Board of Directors is decided
by the Annual General Meeting based in the
Nomination Committees recommendation. All
remuneration to the Board of Directors is disclosed
in Note 10 of the Nordic Semiconductor Group
annual accounts. The remuneration to Board
members is not performance based or linked to the
company’s performance, and the company does not
provide share options to Board members. Members
of the Board of Directors receives remuneration for
work related to Board committees.
Deviations from the Code of Practice: None.
Remuneration to the Executive
Management
Board of Directors discusses and approves the
terms and conditions for the CEO once a year
and reviews and monitors the general terms and
conditions for other senior employees of the group.
The main principle in the Company’s policy for
remuneration and compensation is that the
leading employees shall be offered competitive
terms, so as to ensure the Company continues
to attract and retain the desired and necessary
talent. Compensation for executive management
is established in accordance with the above-
mentioned main principle.
The Company has established an annual
performance bonus for the executive management
team, for which the employee must remain within
her position until the start of the following year to
be eligible. The bonuses are awarded through a
direct cash payment and, when appropriate, long-
term incentives in the form of restricted shares and/
or stock options. Performance- based compensation
is subject to absolute payout limits and fulfillment of
performance criteria, both decided by the Board at
its discretion.
The remuneration policy was approved by the
shareholders at the Annual General Meeting in
2021. A revised policy will be presented for a binding
vote at the Annual General Meeting in 2022.
The approved policy will be available on Nordic’s
website. A new management remuneration report
for 2021 will be published on Nordic's website and
presented to the Annual General Meeting in 2022
for an advisory vote.
Deviations from the Code of Practice: None.
81
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | DECLARATION OF ANNUAL REPORTInformation and Communications
The Board of Directors has established a
communications strategy for the company’s
reporting of financial and other information
based on openness and taking into account the
requirement for equal treatment of all participants
in the securities market. The strategy has been
published on the Company’s investor relations web
pages (www.nordicsemi.com/About-us/Investor-
Relations).
Nordic Semiconductor aims to communicate actively,
openly and in a timely fashion with the financial
market. The Company's accounting procedures
are highly transparent and its financial statements
are prepared and presented in accordance with
the International Financial Reporting Standards
(IFRS). The Board of Directors monitors the
company’s reporting.
Nordic Semiconductor’s financial reporting calendar
for 2021 has been announced to the Oslo Stock
Exchange and can be found on the company’s
website. The company’s annual and quarterly
reports contain extensive information about the
various aspects of the company’s activities. The
Company’s quarterly presentations are transmitted
directly on the internet and may be found on
Nordic Semiconductor’s investor relations webpages
together with the quarterly and annual reports and
a comprehensive and detailed presentation of other
information, reports and documents.
Nordic Semiconductor’s Chief Financial Officer
is responsible for contact with shareholders
outside of the General Meeting. In addition the
Investor Relations Director has extensive contact
with shareholders. The Chief Financial Officer
and Investor Relations Director reports regularly
to the Board about the Company’s investor
relations activities.
Deviations from the Code of Practice: None.
Take-overs
The Board of Directors have established guiding
principles for how it will act in the event of a
takeover bid.
The Board of Directors will not seek to hinder
or obstruct any takeover bid for the Company’s
activities or shares. In the event of a takeover
bid, as discussed in item 14 of the Norwegian
Code of Practice for Corporate Governance, the
Board of Directors will seek to comply with the
recommendations therein as well as complying with
relevant legislation and regulations.
If the Company is acquired, the CEO’s resignation
period extends to 12 months, and any remaining
retention bonus to the CEO will be paid in its
entirety following the closing of the acquisition,
as described in Note 10 of the Group financial
statements. Severance pay equivalent to one year's
base salary is agreed to be paid to the CEO and
executive management team members in case of
involuntary termination within 12 months after a
potential merger or acquisition. There are otherwise
no material obligations expected by the Company
as a result of an acquisition, aside from normal legal
and advisory fees.
Deviations from the Code of Practice: None.
Auditor
PWC was elected effective 2019 by the Annual
General Meeting to act as auditor to confirm
to the Annual General Meeting that Nordic
Semiconductor’s annual accounts have been
prepared and presented in accordance with current
laws and regulations. Fees paid to the auditor are
approved at the Annual General Meeting.
In the fall, the external auditor presents to the
Audit Committee an evaluation of risk, internal
control and the quality of reporting at Nordic
Semiconductor, and the audit plan for the current
year. In addition, the auditor meets the Audit
Committee on a regular basis. The external auditor
also takes part in the Board’s discussions on the
annual financial statements. On both occasions, the
Board of Directors ensures that the Board and the
external auditor are able to discuss relevant matters
at a meeting at which the executive management is
not present.
The auditor shall be independent of the company.
Therefore, Nordic Semiconductor does not engage
the elected auditor for tasks other than the financial
audit required by law. Nevertheless, the auditor
is used for tasks that are naturally related to the
audit, such as technical assistance with tax returns,
annual accounts, understanding of accounting and
tax rules and confirmation of financial information
in various contexts. All other services than audit
services performed by PWC are approved by the
Audit Committee.
Deviations from the Code of Practice: None.
82
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | DECLARATION OF ANNUAL REPORTNORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | AUDIT OPINION LETTER
Auditor Opinion Letter
83
84
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | AUDIT OPINION LETTER85
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | AUDIT OPINION LETTER86
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | AUDIT OPINION LETTER87
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | AUDIT OPINION LETTERBOARD OF DIRECTORS & EXECUTIVE MANAFEMENT
Board of Directors
Birger Steen | Chair
Chair of the Board since 2018 and board member since 2017
Birger Steen is a technology investor based in Munich, Germany and
serves as Thematic Partner at Summa Equity AB. He served as CEO of
Parallels, Inc. from 2010 to 2016. He was Vice President of Worldwide SMB
and Distribution at Microsoft Corp. in Redmond and General Manager of
Microsoft Russia and Microsoft Norway from 2002 to 2010. Prior to joining
Microsoft, Mr. Steen was CEO of Scandinavia Online and Vice President
of Business Development in Schibsted ASA, where he first served as a
consultant while at McKinsey & Company from 1993 to 1996. Mr. Steen
received his MSc in Computer Science and Industrial Engineering from the
Norwegian Institute of Technology in Trondheim. He also holds a degree
in Russian language from the Defense School of Intelligence and Security
in Oslo and received his MBA from INSEAD in France. Mr. Steen serves as
a Non-Executive Director of Nordea Bank Abp, where he chairs the Board
Operations and Sustainability Committee, and PragmatIC Semiconductor
Ltd. He is Board Chair of Pagero AB and myneva Gmbh, and has previously
served as a Non-Executive Director of Schibsted ASA and Cognite AS..
Current holdings in the company: 192 643 shares.
Inger Berg Ørstavik | Shareholder elected
Board member since 2017
Inger Berg Ørstavik is an associate professor at the Department of
Private Law, University of Oslo. She has previously been a partner with
Advokatfirmaet Schjødt AS and a lawyer at the office of the Attorney
General for Civil Affairs. Mrs. Ørstavik has a law degree from the University
of Oslo, a Ll.M. from Ruprecht-Karls-Universität in Heidelberg, Germany,
and a Ph.D. from the University of Oslo in the areas of intellectual property
law and competition law. She has taught international human rights law at
Fudan University in Shanghai, China where she resided from 2005 to 2009.
Mrs. Ørstavik chairs the Food and Drink Industry Professional Practices
Committee (MFU).
Current holdings in the company : 3 854 shares
Jan Frykhammar | Shareholder elected
Board member since 2019
Jan Frykhammar is former interim CEO, CFO, Head of Professional Services
and CFO North America in Ericsson AB. He has extensive knowledge of the
telecom market and a broad experience in the accounting area in his former
role as CFO.
Current holdings in the company: 22 854 shares.
89
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | BOARD OF DIRECTORSAnita Huun | Shareholder elected
Board member since 2019
Anita Huun, currently CFO in Cappelen Damm and a former CFO of
Microsoft Norway with background as equity analyst with focus on IT
companies. She has also been a Director at Link Mobility ASA.
Current holdings in the company: 11 854 shares.
Endre Holen | Shareholder elected
Board member since 2019
Endre Holen has more than 25 years consultancy experience from McKinsey
& Co. He has primarily worked with large international technology
companies and has been Managing Partner for McKinsey's Global Tech
Media and Telecom team. Mr. Holen also has a broad experience and a
wide professional network from counseling Fortune 1000 CEOs on topics
like strategy, corporate performance, succession planning, leadership and
Board governance.
Current holdings in the company: 153 484 shares.
Øyvind Birkenes | Shareholder elected
Board member since 2019
Øyvind Birkenes, currently the CEO at Airthings AS, and formerly General
Manager for Low Power RF at Texas Instruments (TI) in the USA, where he
headed the product lines that developed and sold ultra-low power wireless
MCUs, radio transceivers and System on Chips.
Current holdings in the company: 9 196 shares.
Annastiina Hintsa | Shareholder elected
Board member since 2019
Annastiina Hintsa is the CEO of Hintsa Performance in Finland, a company
focusing on enhancing the performance and leadership of client companies,
best known for working with Formula 1 teams. Ms. Hintsa also has
experience from McKinsey & Co. and from the Bank of Finland.
Current holdings in the company: 2 854 shares.
90
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | BOARD OF DIRECTORSJon Helge Nistad | Employee elected
Board member since 2017
Jon Helge Nistad has a Master of Science degree in Electrical Engineering
from NTNU in Trondheim. Jon Helge has been employed in Nordic
Semiconductor since 2006, where he has gained experience in application
development, embedded software design and project management. He is
currently working as a Senior R&D engineer in Nordic Semiconductor.
Current holdings in the company: 0 shares, 927 share options and 898 RSUs.
Joel Stapleton | Employee elected
Board member since 2020
Joel Stapleton is an Engineer, graduating with honors from The Australian
National University in 2002. He joined Nordic in 2008 after working with
GPS systems and secure communication systems in Australia. At Nordic,
Joel has had several roles as an embedded SW Engineer, SW Architect, and
since 2012, as a Technical Product Manager specifying Wireless SoC and
Bluetooth SW platform products working with Nordic Sales and R&D teams
and key customers.
Current holdings in the company: 0 shares, 1 095 shares options and 3 124
RSUs.
Susheel Raj Nuguru | Employee elected
Board member since 2018
Susheel Raj Nuguru has a Master of Science in Electronics from Tampere
University of Technology. He has been with Nordic since 2012 but has been
working with embedded programming since 2004. His area of focus is
the software side of real time systems. Susheel is currently employed as a
Technical Support senior engineer at Nordic. During his employment with
Nordic he has gained experience within sales, marketing and R&D while
working for various departments.
Current holdings in the company: 0 shares, 855 share options and
886 RSUs.
Morten Dammen | Employee elected
Board member since 2019
Morten Dammen has a Master of Science degree in Electrical Engineering
from NTNU in Trondheim. Morten has been employed in Nordic
Semiconductor since 2001, with a seven-year break between 2007 and 2014.
Morten is currently working as a Senior Project Manager in IC development.
Morten has also been working in Q-Free ASA for 10 years, in several
positions from project management, team management to VP R&D.
Current holdings in the company: 0 shares, 1 186 share options and 2
635 RSUs.
91
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | BOARD OF DIRECTORSNORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | EXECUTIVE MANAGEMENT
Executive Management Team
Svenn-Tore Larsen | Chief Executive Officer / President
Leader of the Executive Management Team since 2002
Mr. Larsen is an Electronic Engineer from the University of Strathclyde,
UK. He was appointed Chief Executive Officer of Nordic Semiconductor
in February 2002. Mr. Larsen has broad international experience in the
semiconductor business, previously as Director for the Nordic region for
Xilinx Inc. He has also been working at Philips Semiconductor. Larsen
was member of the Board of Nordic Semiconductor from 2000-2002.
Svenn-Tore Larsen is based in Oslo, Norway.
Holdings in the company: 1 905 400 shares, 12 721 share options, 21 554
RSUs and 30 270 performance shares.
Pål Elstad | Chief Financial Officer / EVP Finance
Member of the Executive Management Team since 2014
Pål Elstad has held several senior financial positions, most recently as
investor relations responsible for REC Silicon ASA and Head of Finance
for REC Solar in Singapore. He joined Nordic as CFO in 2014. Mr.
Elstad has extensive manufacturing and supply-chain experience from
General Electric Healthcare. He holds a Bachelor of Economics degree
from the Norwegian Business School (BI) and is a State Authorized
Public Accountant (CPA). Pål Elstad is based in Oslo, Norway.
Holdings in the company: 18 846 shares, 29 761 share options, 6 345
RSUs and 12 747 performance shares.
Katarina Finneng | EVP People & Communication
Member of the Executive Management Team since 2019
Mrs. Finneng has extensive international experience within
management, Human Resources and Communication/PR from several
different sectors. Her most recent position before joining Nordic in
2019 was with Norwegian Air Shuttle ASA, and previous experience
includes different roles in Hafslund ASA and the Volvo Group. Mrs.
Finneng holds a Master of Political Science degree from the University
of Gothenburg, Sweden, as well as an Executive Master degree in
Management from BI Norwegian Business School. Mrs.Finneng is
Secretary of the Board's People and Compensation Committee and
holds a Directorship of the Board in the real estate development
company Solon Eiendom ASA. Katarina Finneng is based in Oslo,
Norway.
Holdings in the company: 600 shares, 6 667 share options, 7 765 RSUs
and 7 765 performance shares.
92
Marianne Frydenlund | SVP Legal and Compliance
Member of the Executive Management Team since 2018
Mrs. Frydenlund holds a law degree from the University of Oslo
and North Dakota. She started her career in 2007 as a Warranty
Responsible in StatoilHydro (Equinor), before taking on various Legal
Counsel and Contract Manager positions. Her experience includes
working for Huawei Technologies, Aker Engineering & Technologies
(Aker Solutions) and Nexans Norway. Mrs.Frydenlund chairs the Board
of the Norwegian Company Lawyers Association and is an appointed
expert of TechForum by the same association. Mrs.Frydenlund joined
Nordic in 2018, and also acts as Secretary to the Board of Directors.
Marianne Frydenlund is based in Oslo, Norway.
Holdings in the company: 2 500 shares, 4 315 share options, 5 927
RSUs, and 9 433 performance shares.
Kjetil Holstad | EVP Product Management
Member of the Executive Management Team since 2019
Mr. Holstad has a B.Sc degree in Electronics from Sør-Trøndelag
University College (HiST). After working 15 years in various technical
and marketing positions related to MCUs and wireless technologies in
Atmel Corporation and Texas Instruments, he joined Nordic in 2015 as a
Product Manager for the short range wireless business. Kjetil Holstad is
based in Oslo, Norway.
Holdings in the company: 6 604 shares, 4 691 share options, 6 432
RSUs and 10 243 performance shares.
Geir Langeland | EVP Sales and Marketing
Member of the Executive Management Team since 2005
Mr. Langeland has a Bachelor of Engineering (Honours) degree in
Electronics from University of Manchester Institute of Science and
Technology (UMIST). He started as a Product Manager Standard
Components in Nordic Semiconductor in 1999, before being appointed
as a member of the Executive Management Team in 2005. Before
joining Nordic, Mr. Langeland worked as Field Sales/Applications
Engineer in Memec Norway, a leading global electronic components
distribution company. Geir Langeland is based in Oslo, Norway.
Holdings in the company: 187 700 shares, 8 256 share options, 12 760
RSUs and 16 517 performance shares.
Ole-Fredrik Morken | EVP Supply Chain
Member of the Executive Management Team since 2010
Mr. Morken joined the company as an Analog IC designer in 1994 and
has since held numerous positions related to Project- and Supply Chain
Management, including a brief employment for SensoNor ASA in 1999.
Mr.Morken holds a Master's degree in Electroncs Engineering from
Norwegian niversity of Science and Technology (NTNU). Ole Fredrik
Morken is based in Taipei, Taiwan.
Holdings in the company: 180 000 shares, 6 567 share options, 7 566
RSUs and 12 901 performance shares.
93
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | EXECUTIVE MANAGEMENTSvein-Egil Nielsen | Chief Technology Officer / EVP
R&D and Strategy
Member of the Executive Management Team since 2013
Mr. Nielsen holds MBA from the Haas School of Business at the
University of California, Berkeley and Bachelor of Engineering
honors degree in Computer and Electronics Systems from University
of Strathclyde. He joined Nordic in 2001 as Director of Sales and
Marketing. Mr.Nielsen also held a position as R&D director from
2005 to 2006 and Director of Emerging Technologies and Strategic
Partnerships from 2010 to 2012. Additionally, he served Innovation
Norway as their Director of San Francisco and Houston offices where
he was in charge of promoting Norwegian technology from 2007 to
2010. Prior to Nordic, he worked for Boston Consulting Group as a
consultant. Svein-Egil Nielsen is based in Oslo, Norway.
Holdings in the company: 17 000 shares, 9 381 share options, 10 627
RSUs and 18 249 performance shares.
Ebbe Rømcke | SVP Quality and Sustainability
Member of the Executive Management Team since 2002
Mr. Rømcke has a M.Sc. degree in Electronics Engineering from
Norwegian University of Science and Technology (NTNU). Mr. Rømcke
has held different positions in Nordic such as Digital Designer, Project
Manager and Group Manager. He has also experience from Digital
Design and Project Management in Normarc AS (now Indra), a leading
manufacturer of aviation systems. Ebbe Rømcke is based in Oslo,
Norway.
Holdings in the company: 69 900 shares, 5 254 share options, 6 335
RSUs and 10 603 performance shares.
Ståle "Steel" Ytterdal | SVP IR
Member of the Executive Management Team since 2019
Mr. Ytterdal holds a Bachelor of Electronics Engineering and Business
Administration from NKI College of Engineering in Oslo, Norway. He
worked several years in Ericsson Standard Component before starting
in Nordic as Regional Sales Manager for Asia and the Pacific in 2001.
Between 2004 and 2019, Mr. Ytterdal was stationed in Hong Kong as
Director of Sales&Marketing in APAC, establishing Nordic’s presence
in the region. He also held a position as Director of the Board of the
Norwegian Chamber of Commerce in Hong Kong from 2005-2008.
Mr. Ytterdal moved back to Oslo/Norway in 2019, where he now has
his base.
Holdings in the company: 126 000 shares, 5 816 share options, 6 480
RSUs and 11 206 performance shares.
94
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | EXECUTIVE MANAGEMENTNORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | ALTERNATIVE PERFORMANCE MEASURES
Alternative
Performance Measures
The financial information is prepared in accordance with International
Financial Reporting Standards (IFRS) as adopted by EU. Additionally, it is
management’s intent to provide alternative performance measures (APM)
that are regularly reviewed by management to enhance the understanding
of the Group’s performance. An Alternative Performance Measure is a
measure of historical or future financial performance, financial position,
or cash flows other than a financial measure defined or specified in the
applicable financial reporting framework.
The Group has identified the following APMs used in reporting (amount in USD million):
■ Gross Margin. Gross Profit divided by Total Revenue.
Gross margin is presented as it is the main financial
KPI to measure the Group’s operations performance.
■ EBITDA. Earnings before interest, taxes (operating
profit), depreciation and amortization.
GROUP
Gross profit
Total revenue
Gross margin
2021
326.6
610.5
53.5%
2020
213.9
405.2
52.8%
GROUP
EBITDA
Total revenue
EBITDA Margin
2021
124.7
610.5
20.4%
2020
76.8
405.2
18.9%
EBITDA terms are presented as they are commonly
used by investors and financial analysts.
■ EBITDA Margin. EBITDA divided by Total Revenue.
GROUP
Operating profit
Depreciation
EBITDA
2021
86.9
37.8
124.7
2020
45.7
31.1
76.8
■ Short-range EBITDA Margin. EBITDA excluding
cellular IoT, divided by Total Revenue excluding
cellular IoT revenue. This APM shows Nordic's
profitability excluding products in an investment
phase with limited revenue.
GROUP
Reported EBITDA
Long range (cellular IoT) EBITDA
loss
Wi-Fi expense
Short-range EBITDA
Total revenue (excluding cellular
IoT revenue)
2021
2020
124.7
76.8
38.5
30.2
12.3
0.0
175.6
106.9
593.5
398.7
Short-range EBITDA margin
29.6%
26.8%
95
■ Cash Operating Expenses. Total payroll and other operating expenses adjusted for non-cash related items including
option expenses, receivable write-off and capitalization of development expenses. Nordic management believes
that this measurement best captures the expenses impacting the cash flow of the Group.
GROUP
Payroll expenses
Other operating expenses
Depreciation
Total operating expenses
Depreciation
Option expense
Capitalized expenses
Cash operating expenses
2021
149.8
52.1
37.8
239.7
-37.8
-7.6
5.6
2020
101.2
36.0
31.1
168.2
-31.1
-4.3
8.4
199.9
141.3
■ Last twelve months operating expenses excluding depreciation divided by last twelve months revenue. Nordic’s
business is seasonal and by dividing last twelve months operating expenses excl. depreciation by last twelve months
revenue, management is able to track cost level trends in relation to revenue. As a growth business it is key to keep
cost level under control while still growing the business, and this ratio keeps track on that.
GROUP
Total operating expenses
Depreciation
Operating expenses excluding depreciation and amortization
Total revenue
LTM opex / LTM revenue
2021
239.7
-37.8
201.9
610.5
2020
168.2
-31.1
137.2
405.2
33.1%
33.8%
■ Net working capital divided by last twelve months revenue. Net working capital is a measure of both a company's
efficiency and its short-term financial health, and by dividing the measure by last twelve months, seasonal effects
are excluded. Nordic management uses this ratio to report on liquidity management to the financial market and
internally to track performance.
GROUP
Current assets
Cash and cash equivalents
Current liabilities
Current financial liabilities
Current lease liabilities
Income taxes payable
Net working capital
Total revenue
NWC / LTM revenue
2021
488.0
2020
401.9
-279.3
-242.5
-123.7
-91.9
0.5
5.6
17.4
108.4
610.5
17.8%
0.3
5.5
5.0
78.3
405.2
19.3%
■ Backlog. Customer orders placed by the end of the reporting period for delivery in next and following quarters. This
APM can be used as support for guidance for next quarter.
96
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | ALTERNATIVE PERFORMANCE MEASURESENVIRONMENTAL, SOSCIAL AND GOVERNANCE
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | ENIVIRONMENTAL, SOCIAL AND GOVERNANCE
About the ESG
section of the report
This is the 9th ESG Report published by Nordic Semiconductor, which is
included in our annual report for 2021. This report has been prepared
in accordance with Global Reporting Initiative (GRI) standards (Core
option), the world's most widely used sustainability reporting standard.
Respective GRI Index can be found in Nordic Semiconductor website.
This section of the annual report describes Nordic Semiconductor’s policies,
goals, implementation, and outcome of its performance on key ESG issues
such as human- and labor rights, environmental impact reduction, anti-
corruption, and occupational health and safety.
Nordic Semiconductor is a signatory of the UN Global Compact and this
report represents our official Communication on Progress (COP).
This report follows the requirements of Norwegian Accounting Act, Section
3-3.
The scope of this report is company wide and for the 2021 calender year.
unless otherwise stated.
98
99
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | ENIVIRONMENTAL, SOCIAL AND GOVERNANCEOUR ESG FOUNDATION
100
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | ESG REPORT 2021Our ESG Foundation
Systematic approach to ESG
At Nordic Semiconductor, we believe that incorporating sustainability into the business strategy through ESG
focus is key to ensure development on a global scale as well as business success. The focus is represented in
our vision, which is translated into business goals and processes for daily operations.
Nordic Semiconductor’s management system is ISO 9001 Quality Management System, ISO 14001
Environmental Management System, ISO 45001 Occupational Health and Safety Management System, and
ISO 27001 Information Security Management System certified. These standards provide the basis for the
company’s management system to ensure a systematic approach to improving our business processes in
general, including the company’s performance on ESG topics.
101
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 |OUR ESG FOUNDATIONNordic Semiconductor's Policy on Corporate Social Responsibility
Nordic Semiconductor’s operating practices, decisions, and management systems shall be guided by, and
transparently reflect that we:
■ Are accountable for our impact on the society and the environment.
■ Respect stakeholder’s interests.
■ Behave ethically and respect human rights at all times and will not tolerate any form of forced labor or child labor
in our supply chain.
■ Respect the rule of law and international norms of behavior.
■ Prohibit any retaliatory action for reporting or inquiring about alleged improper or wrongful activity.
Specifically, Nordic and its tier one suppliers shall adhere to the Responsible Business Alliance (RBA) code of
conduct. Nordic shall actively encourage tier 1 suppliers to require the same from their suppliers.
Managing ESG in Nordic Semiconductor
Establishing an ESG Committee as well as a
Sustainability group during 2021, will enhance
Nordic Semiconductors' ESG focus. Several of our
members in the Executive Management Team
(EMT) has overall responsibility for the company’s
respective ESG performance. The ESG Committee
consists of subject matter experts from the EMT
members' respective business areas, such as Legal,
HR, Supply Chain, Quality and Sustainability, as well
as the Sustainability group. The Committee has an
advisory role in forming company strategies on ESG
topics and defining corresponding programs for
improving performance.
Since 2021, Nordic Semiconductor has incorporated
ESG KPIs in its incentive programs.
102
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 |OUR ESG FOUNDATIONOur commitments and frameworks
Nordic Semiconductor has based its ESG commitment on international initiatives to address individual ESG
topics and set relevant requirements for its operations.
Nordic Semiconductor’s commitments and frameworks for managing ESG topics.
We have been committed to following the RBA
Code of Conduct since 2007 and aligned our
policies with its principles while engaging with our
suppliers for improved CSR performance. Following
our vision for a sustainable business, in 2021
Nordic Semiconductor became a member of RBA
to strengthen our commitment to the RBA code
of conduct and engage with our stakeholders to
achieve common industry goals: Advancing labor
rights, health and safety, environment preservation,
and ethics worldwide.
RBA Code of conduct:
Responsible Business Alliance (RBA) is the world’s
largest industry coalition dedicated to corporate
social responsibility (CSR) in global supply chains.
The standards set out in the RBA Code of Conduct
reference international norms and standards
including the Universal Declaration of Human
Rights, ILO International Labor Standards, OECD
Guidelines for Multinational Enterprises, as well
as International Organization for Standardization
(ISO) and Social Accountability International
SA Standards.
The RBA Code of Conduct is a set of standards
on social, environmental, and ethical issues in the
electronics industry supply chain. The provisions set
out in the Code of Conduct are in alignment with
the UN Guiding Principles on Business and Human
Rights and derived from key international human
rights standards, including the ILO Declaration on
Fundamental Principles and Rights at Work and the
UN Universal Declaration of Human Rights.
103
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 |OUR ESG FOUNDATIONUN Global Compact principles
The Ten Principles of the United Nations Global
Compact are fundamental responsibilities
formulated for human rights, labor, environment,
and anti-corruption.
Nordic Semiconductor has committed to the UN
Global Compact ten principles and has been
the signatory to the ten principles since 2016.
By incorporating the Ten Principles of the UN
Global Compact into Nordic Semiconductor’s
strategies, policies, and procedures, we are
assured the principles are strongly rooted in our
business foundation.
UN Sustainable Development Goals
In 2015, the United Nations established the 17
Sustainable Development Goals which make up a
systematic global framework to end the biggest
challenges of our planet by 2030. To achieve
these goals, utilizing emerging technologies like
the Internet of Things (IoT) can offer promising
and effective solutions. Nordic Semiconductor has
recognized sustainable development challenges
and is strategically positioned to assist with these
challenges. Our company's SDG contributions are
categorized in three business scopes: products,
operations, and engagements. The support on
UN SDGs from our operation and engagement is
described in this ESG section of the report.
The ten principles of the UN Global Compact
Human Rights
Businesses should:
■ Principle 1: Support and respect the protection of internationally proclaimed human rights
■ Principle 2: Ensure that they are not complicit in human rights abuses
Labor
Businesses should:
■ Principle 3: Uphold the freedom of association and the effective recognition of the right to collective bargaining
■ Principle 4: Eliminate all forms of forced and compulsory labor
■ Principle 5: Abolish child labor
■ Principle 6: Eliminate discrimination in respect to employment and occupation
Environment
Businesses should:
■ Principle 7: Support a precautionary approach to environmental challenges
■ Principle 8: Undertake initiatives to promote greater environmental responsibility
■ Principle 9: Encourage the development and diffusion of environmentally friendly technologies
Anti-Corruption
■ Principle 10: Businesses should work against corruption in all its forms, including extortion and bribery
104
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 |OUR ESG FOUNDATIONIoT Innovation and Sustainability
At Nordic Semiconductor, we believe that our
technology drives digital transformation of
sustainable growth. Within IoT, the capability of
smart connected devices to enable and advance
applications such as environmental monitoring,
territorial management, and energy optimization
is well known. With the rising focus on building a
green economy, IoT technology has the potential to
enable greener solutions for enterprises, cities, and
communities. These applications include reducing
energy, costs and resources, enabling remote
deployments, monitoring failure points, and many
others.
Recognized as the world’s leading Bluetooth LE chip
vendor, Nordic Semiconductor has evolved into a
wireless IoT company that enables our customers to
‘connect anything’. These IoT solutions are used in
a wide variety of applications optimizing resource
usage in areas of energy, travel, time/distance,
transport, maintenance, manufacturing, agriculture,
waste handling, and smart cities. Affordable IoT
solutions can directly address any of the 17 UN
SDGs depending on how solutions are designed
and utilized in an innovative way.
To give a better understanding of how Nordic’s
products may contribute to the sustainable
development and SDGs, a conceptual illustration
of the Internet of Things (IoT) is shown in the figure
below..
Nordic Semiconductor continuously adds more
intelligence and capability into its products while
using less energy. This enable the ”things” to harvest
energy locally, do efficient data analytics, minimize
data transfers, and thereby offloading the power-
hungry data centers.
Conceptual illustration of the Internet of Things. Nordic Semiconductor continuously adds more intelligence and capability into its
products while using less energy. This enable the ”things” to do efficient data analytics locally, minimize data transfers, and thereby
offload the power-hungry data centers.
105
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 |OUR ESG FOUNDATIONNordic ICs are used in LED luminaires and lighting
controls which are replacing older technologies
in existing buildings. From this perspective, CO2
reduction comes from more energy-efficient
LEDs, compact product footprint, paper and
carton elimination, or lower fuel use tied to
product shipments.
Smart lighting and LED lighting that have Nordic
inside, contribute to a significant CO2 emission
reduction. Each fixture is saving an average of 40
Watts, plus an additional 25% in control savings.
Measured in CO2e, Nordic nRF51 Series SoCs inside
Acuity's solutions has contributed to an estimated
1.33 million metric tons of CO2 emission saving
since 2016, and nRF52 Series SoCs an additional 1
million metric tons since 2018.
Such examples, along with Nordic's special position
in IoT technology development, make Goal #9
“Industry, innovation and infrastructure", a core SDG
for the company. Nordic Semiconductor targets to
make our product's positive contribution larger than
our adverse impacts.
Real life SDG contribution
examples
An example of a Nordic
supported IoT solution for
harvesting energy from its surroundings is the
battery-free, self-powered leak detection device that
has been released by AquaSensing, a Canadian
technology company. Their Leak Sensor 1.0 uses
a proprietary sensor that acts as both a power
source and sensor for detecting water leaks, as
well as Nordic Semiconductor’s nRF52832 Bluetooth
Low Energy multiprotocol System-on-Chip for
communication. This eco-friendly solution prevents
water damage and eliminates battery waste from
its operation.
Nordic's own SmartHive, capable of
aiding and monitoring several beehives
at our offices in Norway, is a showcase
for a generic IoT system including energy
harvesting, edge computing, and machine learning.
IoT solutions can also contribute to
to reduceeGreenhouse Gas (GHG)
emissions and to support the SDG for
Climate Action. An example can be seen
from Nordic Semiconductor's partnership with Acuity
Brands, Inc. Acuity is a market-leading industrial
technology company that brings lighting, lighting
controls, building management, and location aware
applications to the market, and since 2016, Nordic
has delivered Bluetooth low-energy solutions to
this company. Using Nordic ICs, Acuity's innovative
products provide customers with smarter, more
energy and cost effective lighting solutions, which in
turn minimizes carbon emissions.
In 2021, Nordic customers used our IoT solutions
for various types of applications such as smart
city systems, health applications, livestock/asset
tracking, construction, industrial monitoring systems,
agricultural monitoring, environmental monitoring,
etc. contributing to various SDGs. Additional
examples can be found on nordicsemi.com.
While the use cases for supporting the SDGs by
Nordic’s products are virtually limitless, the impact
on the environment from production and use
of the components should also be considered.
Nordic is committed to reducing its environmental
impact from operations and has set short- and
long-term goals for emission reductions. For
more on this, please refer to the chapter on
Environmental Perspectives.
106
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 |OUR ESG FOUNDATIONSupplier management
in a fabless structure
As a fabless company, Nordic Semiconductor
relies heavily on its manufacturing partners to
manage the production of physical goods and the
production facilities. As such, a strong focus on
supplier management is important not just to ensure
high-quality deliverables, but also to guarantee
proper management of ESG issues in our supply
chain. See the figure below for a generic illustration
of the company’s value chain.
Nordic Semiconductor has a dedicated Supply
Chain department, with the Supply Chain EVP as
part of the company’s Executive Management Team.
This part of the organization is responsible for
managing the company’s manufacturing partners.
Performance management is a key element of
Nordic Semiconductor’s supplier management
in which the Supply Chain department conducts
regular supplier audits and follow-up of audit results
to improve supplier performance. Furthermore, the
Supply Chain department’s normal operational
routines include addressing targets and deadlines
with suppliers and organizing business reviews at
defined intervals.
ESG topics are considered throughout the whole
supplier life cycle, beginning with new supplier
qualification and onboarding. Management of ESG
topics is handled through questionnaires, audits,
and checking of relevant certifications.
Qualified suppliers are annually evaluated for
potential risks of ESG related topics based on the
RBA risk assessment model. This model consists
of 4 steps including: RBA risk assessment, Self-
Assessment questionnaire (SAQ ), Validated Audit
Program, and Corrective actions. Any significant
finding will be assessed and considered in sourcing
decisions through our management systems.
Nordic Semiconductor has direct contact primarily
with its tier 1 suppliers. To limit the risk of
unacceptable business behavior further upstream
in the value chain, these suppliers are required
to adhere to the RBA Code of Conduct and to
promote and require such adherence from their
suppliers (Nordic’s tier 2 suppliers).
Nordic Semiconductor’s value chain, with indication of Nordic’s contribution to relevant SDGs
107
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 |OUR ESG FOUNDATIONGood relationships with our manufacturing
partners are essential to ensure that any reported
issues are addressed immediately. Potential issues
that can affect our supply chain are regularly
monitored. Any potential issues are checked with
our manufacturing partners and relevant actions are
taken as necessary.
Nordic Semiconductor’s manufacturing partners
are required to be certified to ISO 9001, ISO 45001,
and ISO 14001. Several also carry certifications
to various automotive and other environmental
standards. The following table summarizes the
relevant certifications and membership of our
manufacturing partners.
To ensure that unwanted business practices are
reported to us, Nordic Semiconductor's third party
whistleblower channel is available on our website. In
addition, RBA has a reporting channel for workers
to provide their feedback.
Nordic Semiconductor has been working with
globally recognized suppliers in terms of ESG
management. Our key suppliers, TSMC and
ASE, have received multiple awards for their
sustainability practices.
Indicator
ISO 9001 certified suppliers
ISO 14001 certified suppliers
ISO 45001/OHSAS certified suppliers
Suppliers RBA membership
Suppliers with ESG low risk (based on RBA topics)
Suppliers completed RBA Self Assessment Questionnaire
Suppliers documented RBA Code of Conduct policy
Suppliers communicating RBA Code of Conduct to next tier
Suppliers Audited under RAB Audit program
Measurements related to Supplier management.
Year 2021
100%
100%
100%
70%
100%
80%
100%
100%
30%
108
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 |OUR ESG FOUNDATIONMateriality
With a global business model and a rapidly growing
company, Nordic Semiconductor faces multiple
stakeholders with different needs and requirements.
We value feedback from all stakeholders and
take suggestions into account when reviewing
our Sustainability issues and their impact on our
business. Communication with stakeholders is
important for continuous improvement on our ESG
performance. Our objectives are to:
■ Understand stakeholders’ concerns and continue to
improve ESG-related performance
■ Gain stakeholders’ trust and respect for Nordic
Semiconductor
■ Report on Nordic Semiconductor’s efforts
and performance to maintain and enhance
our reputation
Stakeholders are internal or external people
and organizations that have influence on Nordic
Semiconductor or can be influenced by Nordic
Semiconductor. The most relevant stakeholders are
identified as investors, customers and distributors,
employees, manufacturing partners, authorities, and
the community/public.
109
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 |OUR ESG FOUNDATIONTo understand which social, economic
and environmental issues matter most
to our stakeholders and to our long-
term business success, we conduct an annual
materiality analysis. This also enables us to meet
the applicable reporting requirements of the Global
Reporting Initiative (GRI) and UN Global compact.
We follow materiality methodology suggested by
GRI to define and map ESG material topics to
measure implement mechanisms and report on. The
process of deciding which topics are material and
valuable to spend resources on, improve and report
on is illustrated in the figure below. This report
describes management of material topics and their
performance metrics. Topics that are considered
less material will primarily be included to explain the
reasoning for being evaluated as such.
Nordic Semiconductor’s process for prioritizing actions and programs for our material ESG topics.
Materiality assessment of ESG topics related to indicated UN SDGs . The assessment is performed by GRI methodology.
110
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 |OUR ESG FOUNDATIONTopic
Description
Relevant SDGs
ESG section
reference page
Anti-Corruption & Integrity
Anti-corruption and Business ethics
Goal 16
Diversity & Inclusion
Diversity in employee workforce, and
non-discrimination
Goal 5
134
127
GHG emission/climate change
GHG emission reduction targets and
performance
Goal 13
115 -117
Hazardous substances
Health & Safety
Human capital development
Hazardous substance management of
products and manufacturing processes
Goal 12
117, 118
Occupational health and safety
management system
Goal 8
129, 130
Process of improving an organization's
employee performance, capabilities,
and resources
Goal 8
128
Human rights and labor rights
Modern slavery, child labor, freedom of
employment
Goal 8
123-124
Information Security
Air Pollution
Privacy
Protection of information's
confidentiality, integrity, and availability
Non-GHG air emission
Protection of personal data and
upholding individuals privacy rights
Goal 16
Goal 12
Goal 16
Product end of life treatment
End-of life treatment of products
Goal 12
135
120
135
119
Product Innovation and Sustainability
Resource reduction
Waste handling
Water
Nordic products' potential impact on
SDG
Plastic reduction, ECO design, Green
procurement
Office waste, hazardous waste,
recycling, landfill, etc.
Water consumption within operations
and beyond
Goal 9
105, 106
Goal 12
Goal 12
Goal 12
118
119
119
Nordic Semiconductor's ESG topics and their relation to UN SDGs.
111
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 |OUR ESG FOUNDATIONStakeholder communication
As a result of the dialogue with stakeholders, we try to understand their expectations and use that as
guidance when we define our ESG material topics, helping place focus on areas for improvement.
Stakeholders
Stakeholder dialogue examples
Main areas of interest (ESG)
Investors
1. Quarterly reporting
2. Annual report
3. Direct contact
4. Annual general meeting
5. Capital Market day
Ethics and Anti-corruption
Environmental Product Compliance
GHG emissions and Renewable Energy consumption
Water management
IoT Innovation and Sustainability
Diversity and Inclusion
Environmental Product compliance
Eco Design
Responsible sourcing
GHG emissions and Renewable Energy consumption
Water risk assessment
Information Security, Product Security
Diversity and Inclusion
Human Capital Development
Ethics and Anti-corruption
Health and Safety
Diversity and Inclusion
Non-discrimination
Information Security, Data privacy
GHG emission
1. Direct contact
2. Nordic Semiconductor
webpage
3. Nordic Semiconductor
DevZone
4. Customer surveys
5. Participation on exhibitions
and seminars
6. Customer Audits
7. Contractual binding Codes
of Conduct
1. Daily contact
2. Performance reviews
3. Employee satisfaction survey
4. Nordic Semiconductor
intranet
5. Quarterly reporting meetings
6. Employee unions and
representatives
7. Exit interviews
8. Whistleblower channel
1. Quarterly performance
Environmental Product compliance
reviews
2. Supplier audits
3. Yield improvement and
waste reduction projects
4. Supplier qualification
Responsible sourcing
Human rights and labor rights compliance
Environmental management
1. Legislative requirements
2. Audits
3. Authorities advisory
functions
4. Newsletter monitoring
Product compliance
Waste management
Anti-corruption
Working environment
Customers and
distributors
Employees
Subcontractors
Authorities
Community and public
1. Press releases
2. Business presentations at
educational institutions
Data privacy and Information Security
Ethics and Anti-corruption
Community Engagement
Human Capital Development
Non-profitable
organizations
1. Regular Standards
Carbon disclosure project
announcements Press
releases
2. Newsletter and subscriptions
monitoring
3. Business presentations at
educational institutions
Sustainable Development Goals
RBA Code of Conduct
UN global Compact principles
Stakeholders dialogue, main areas of interest related to ESG, and Nordic Semiconductor response.
112
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 |OUR ESG FOUNDATIONDECKLARATION TO THE ANNUAL REPORT
113
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | UN SUSTAINABLE DEVELOPEMENT GOALSEnvironmental perspectives
Nordic Semiconductor recognizes that environmental responsibility and
sustainability is key to producing world-class products and long-term
business strategies. Product compliance is a prerequisite for selling Nordic
Semiconductor’s products worldwide, meeting international legislation as
well as customer-specific requirements to product design and production.
At the same time, we see customers, markets, and society becoming more
aware of and concerned with, carbon footprints and energy usage.
Nordic Semiconductor designs and develops ultra-
low power products, enabling energy efficient
end products for the consumer. Furthermore,
the company is targeting to increase the share
of renewable energy and reduce greenhouse
gas (GHG) emissions, specifically from our
own operations, while also engaging with
our manufacturing partners to manage and
reduce our environmental impact through their
manufacturing processes.
This chapter outlines our system of managing
environmental aspects of our business. It is
also a response to the Norwegian Accounting
Act (Regnskapsloven Section 3-3) on Social
responsibility reporting.
Nordic Semiconductor’s Environmental Policy
Being a preferred partner to environmentally conscious stakeholders, Nordic Semiconductor shall incur no loss
of business or profitability due to incidents or issues related to disturbance to health or environment.
Nordic Semiconductor is committed to:
■ Comply with applicable legal requirements, and regulations, and protect the environment through sound
management practices and decisions
■ Protect the natural environment by minimizing waste generation, pollution and GHG emissions, resource and water
consumption, and the use of hazardous materials in our products, as well as develop and use environmentally
friendly technologies
■ Promote environmental responsibility and ensure that our suppliers live up to Nordic Semiconductor’s environmental
standard
■ Establish and evaluate achievable environmental performance goals to ensure continuous improvement of our
environmental management system
■ Regularly monitor and report on environmental performance, and to consult with relevant stakeholders on
environmental issues
The key environmental issues are embedded in
Nordic Semiconductor's environmental policy. The
policy is regularly reviewed and approved by the
Executive Management Team. Through this policy,
Nordic strives to ensure its commitment to the
highest standards of environmental protection and
implement the best environmental practices.
Nordic Semiconductor carefully considers its
potential environmental impact in its decisions
and systematically analyzes the company’s
environmental aspects and the associated risks and
opportunities, considering activities and the product
life cycle. Environmental aspects noted as having
a high risk or connected to a legal requirement
are considered significant and are subject to risk
reducing actions to minimize their adverse impact
on the environment. A general description on the
risk methodology is shown in Nordic processes
figure on page 109.
Nordic Semiconductor has implemented guidelines
and procedures into its management system to
supplement legal requirements and integrate them
in daily working routines. To identify and mitigate
any possible risk and implement the changes
into our activities, we have a proactive approach
towards regulatory compliance.
Nordic Semiconductor is ISO 14001 Environmental
Management Systems certified. All Nordic
Semiconductor’s manufacturing partners are
required to be certified with this standard, as well
as to be compliant to RBA Code of Conduct and its
provisions on environmental topics.
114
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | ENVIRONMENTAL PERSPECTIVESRaising awareness amongst employees on
environmental issues relevant for Nordic
Semiconductor is regularly done by internal
training, and as part of the mandatory introduction
program for new employees. Employees who deal
with environmental issues as part of their regular
process flows, undergo designated training for the
relevant topics.
Monitoring data in relation to environmental
topics and engaging with suppliers are relevant
parts of decision-making and risk analysis. Nordic
Semiconductor regularly analyzes data from
manufacturing partners, and supplier audits
are used to follow-up on suppliers’ compliance
with standards, specifications, and legislative
requirements. Results and measurements from the
environmental programs are reviewed annually in
the Management review.
Nordic Semiconductor has set a target of zero
environmental product or company compliance
incidents. Any incidents are handled through Nordic
Semiconductor’s non-conformity procedures, with
root cause analysis and corrective and preventive
actions. In 2021, there were no environmental
incidents or non-conformities.
In 2020 Nordic Semiconductor initiated a Renewable
Energy Program, with an aim to reduce GHG
emissions by increasing renewable energy usage
within company direct operations and supply chain.
See separate section on Greenhouse Gas emissions.
Greenhouse gas emissions
Renewable Energy Program
Through our Renewable Energy Program,
the goal is to reach 100% renewable
energy consumption in our direct
operations and manufacturing processes. The target
is to achieve zero Scope 1+2 GHG emissions by 2025
and zero Scope 3 emissions by 2030. In 2021 we
made significant progress towards these goals, and
will continue the effort according to our ESG key
targets for 2022, as disclosed in the first section of
the ESG report.
For Nordic Semiconductor, increasing renewable
energy usage and reducing GHG emissions in direct
operations and manufacturing processes are crucial
to mitigate climate change. We also see a growing
demand from our customers for reporting our status
on energy consumption and GHG emissions, and
setting targets for GHG emissions reduction.
Nordic Semiconductor has monitored annual
GHG emissions since 2011, and reports annually
to the Carbon Disclosure Project’s Climate
Change questionnaire (www.cdp.net), detailing
how climate change risks and opportunities are
managed, as well as GHG accounting results.
Overall, climate change represents low risk
for Nordic Semiconductor’s direct operations.
However, our supply chain faces stronger risks and
challenges, both in the form of carbon taxation or
other legislative requirements, but also drought,
storms or typhoons and floods, depending on
manufacturing location.
Nordic Semiconductor’s approach for measuring
greenhouse gas emissions follows the Greenhouse
Gas Protocol (ghgprotocol.org). We report GHG
emissions on all three scopes, namely Scope 1
(direct GHG emissions), Scope 2 (GHG emissions
from purchased electricity, heating or cooling), and
Scope 3 (all other indirect GHG emissions, including
our supply chain), and use the financial control
approach outlined in the GHG Protocol Corporate
Standard for consolidating the emissions.
Scope 1 GHG emissions
Scope 1 GHG emissions are calculated using
emission factors published by US Environmental
Protection Agency (EPA) and based on IPCC 4th
Assessment Report (AR4) GWP100 values. Due to
Nordic's fabless structure and very limited company
owned and controlled GHG sources, Scope 1
GHG emissions are minor and generated only in
abnormal situations, e.g. associated with refrigerant
leakage from the company's test laboratory
cooling system. In 2021 our Scope 1 GHG emissions
were zero.
Scope 2 GHG emissions
Our Scope 2 GHG emissions include emissions from
purchased electricity and heating. The emissions
are calculated based on average energy generation
emission factors for defined locations obtained from
UN 2021 and IPCC 2006, or from energy provider
when applicable. Small offices with less than 10
employees are excluded from our Scope 2 GHG
emissions reporting.
Since 2015, Nordic has steadily increased the
renewable energy usage in it's direct operations. In
2020 Nordic started to put more focus on climate-
friendly energy sources, and initiated our Renewable
Energy Program. As a result of this program, our
head office in Trondheim switched to renewable
energy (verified by Guarantees of origin (GOO))
in 2020, and in 2021 we made further progress
by purchasing International Renewable Energy
Certificates (I-RECs) for our offices in Hong Kong,
Philippines, and Taiwan.
In 2021, our Scope 2 GHG emissions has increased
by 22% compared to 2020. This is due to the new
office expansions in the UK and India as well as
increased reliability testing in our lab facilities in
Taiwan with the purchased energy originated from
non-renewable sources. In 2021, our purchased
I-RECs reduced our Scope 2 emissions by 267 tonnes
CO2e, and in total the renewable energy ratio was
75.3% for our offices. Our target for 2022 is to also
obtain I-RECs for the complete Taiwan lab and
office operations, which will bring the renewable
energy ratio to above 90%.
115
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | ENVIRONMENTAL PERSPECTIVESIndicator
Year-on-Year
change
2021
2020
2019
Nordic Semiconductor offices energy use (MWh)
34.2%
4 269.26
3 180.19
2 294.28
Nordic Semiconductor offices energy use per area
(MWh/m2)
Nordic Semiconductor offices energy use per full
time employee (MWh/FTE)
Nordic Semiconductor offices energy use per
revenue (MWh/USD million)
Scope 1+2 GHG emissions per full time employee
(tons CO2e/FTE)
Scope 1+2 GHG emissions per area (tons CO2e/
m2)
0.6%
-9.3%
-10.9%
-17.7%
-8.8%
0.16
3.63
6.99
0.35
0.02
0.16
4.01
7.85
0.42
0.02
0.13
3.40
7.93
1.00
0.04
Nordic offices' energy use and intensity ratios for energy use and Scope 1+2 GHG emissions.
Scope 2 location based and market based GHG
emissions
Scope 1 + 2 GHG emissions by site and revenue
Energy efficiency and increasing the use
of renewable energy are crucial to Nordic
Semiconductor's progress towards carbon neutrality
targets. From 2020 to 2021, the energy usage in our
offices has grown by 34.2%. This is mainly due to
the acquisition of the Wi-Fi technology group that
includes setting up new offices in the UK, India, and
Sweden, as well as increased reliability testing in our
lab in Taiwan. In 2021, 75% of all purchased energy
for direct operations originated from renewable
energy sources. In addition to procured energy, our
largest office in Trondheim has onsite electricity
production with solar panels amounting to 30
MWh annually.
As of today, four of our offices, comprising 59%
of our office area, have achieved green building
certification. This includes the Leadership in Energy
and Environmental Design (LEED) and the Building
Research Establishment Environmental Assessment
Method (BREEAM). The certification encourages the
provisions of energy and resource efficient solutions
for the buildings. With the certification it is ensured
that buildings are built and operated in a way that
reduces the need for electricity, water and heating
consumption, which in turn helps to reduce Nordic's
offices energy consumption in those buildings.
Scope 2 energy consumption by type and revenue
Scope 2 energy consumption by source. In 2021,
the introduction of I-RECs contributed by 9% to our
renewable energy share.
116
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | ENVIRONMENTAL PERSPECTIVESScope 3 GHG emissions
Scope 3 GHG emissions are mainly related to
our production volume and our subcontractors’
capacity utilization which will fluctuate beyond our
control. Production facilities may need to operate
machinery and infrastructure, even in the event
of low production, leading to greater emission
per production unit. For calculating production
emissions, we use emission factors provided by
our suppliers. Data from suppliers is typically
received as an average of their total emission by
total production volumes and does not calculate
for differences in the production unit (no. of wafer
layers, size, and complexity of components). This
leads to some uncertainties in the reported Scope 3
figures.
Suppliers reporting emissions from production takes
place in Q2 of the calendar year, therefore data
from 2021 is not included in this report. Estimates
for 2021 have been made based on 2020 values
for emission factors and our records of production
volumes in 2021. In 2020, 99,5% of our total Scope 3
GHG emissions came from production.
Scope 3 GHG emissions related to production. Data is
gathered annually from subcontractors when they have
completed 3rd party verification in Q2. Emissions for 2021
are estimates.
Due to the Covid-19 pandemic, business travel was
limited in 2021, resulting in 5% decrease in business
travel compared to 2020.
Scope 3 GHG emission related to business travel,
upstream transport and downstream transport. Emissions
in 2021 related to upstream transport and downstream
transport are estimates.
Applying the lean concept to the entire business
structure, Nordic Semiconductor delivers its
products to its customers through distribution
partners. The “drop- shipment” method from
the manufacturers’ warehouses directly to our
distributors’ premises enables efficient delivery and
more direct transportation routes which leads to less
GHG emission.
Nordic Semiconductor is partnering with multiple
key customers who share our vision to work towards
greener products. With a target to reach 100%
renewable energy usage in the production of
Nordic's products by 2030, we are working with our
manufacturing partners to gradually reduce GHG
emissions by increasing the ratio of renewable
energy and exploring other environmental
instruments such as renewable energy certificates or
carbon offsets in the manufacturing processes.
Environmental product compliance and
Hazardous substances
Nordic Semiconductor’s products
are subject to several environmental
compliance requirements from
regulations, industry standards,
customer requirements, and Nordic’s own
initiatives. While the managerial responsibility for
environmental compliance lies with the company’s
Quality and Sustainability SVP, the Supply Chain
manages Hazardous Substances compliance
and is responsible for assuring that our products
follow defined environmental requirements
and specifications in close collaboration with
manufacturing suppliers.
Environmental product compliance and hazardous
substance use are regularly addressed with Nordic
Semiconductor’s manufacturing partners and
communicated through Nordic Semiconductor’s
Hazardous Substances Specification for Suppliers.
As a confirmation of compliance with the
requirements stated in the Hazardous Substances
Specification, manufacturing partners are required
to provide Nordic Semiconductor with signed
Supplier Declaration of Conformity for each revision
of the Specification.
To verify product content, hazardous substances
testing is carried out by a third party. To ensure
transparency, certificates for Hazardous Substances
testing and Material Composition reports for all
products are published on Nordic Semiconductor’s
website (www.nordicsemi.com).
In 2021 there were no findings of prohibited
substances above limitations, or any other
environmental product compliance incidents in any
Nordic Semiconductor products.
117
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | ENVIRONMENTAL PERSPECTIVESNordic Semiconductor has controls in place
for design and production processes to ensure
compliance to environmental requirements, such as:
■ RoHS (Restriction of use of Hazardous Substances)
■ REACH (Registration, Evaluation, Authorization and
Restriction of Chemicals)
■ EU POPs regulation (Persistent Organic Pollutants)
■ Halogen-Free, according to IEC 61249-2-21
Being a fabless semiconductor company, close
communication, and cooperation with the
manufacturing partners of our products are crucial
to managing hazardous substances.
Resource reduction
The company strives to make products
as environmentally friendly as possible
through environmentally conscious
product design and manufacturing, by
conserving natural resources and raw materials,
avoiding hazardous substances, preferring
recyclable material, and ensuring products are easy
to recycle at the end of life.
Eco Design
Nordic Semiconductor’s strategic target for eco
design is the reduction of environmental impact
throughout the life cycle of Nordic’s products.
Analysis of a product’s potential impact on the
environment is done from the very beginning of the
design phase for new products or product types.
While designing to introduce additional functionality
or use cases, targets are defined to improve energy
efficiency, reduce materials consumption, and
ensure minimal environmental harm throughout
all life cycle phases. Scarcity of natural resources
and conservation of raw materials are considered
important from both an environmental and financial
perspective. By identifying substitute alternatives,
such as copper for gold in almost all products,
Nordic Semiconductor has been able to reduce
costs and environmental impact without sacrificing
quality or performance.
Product content is managed in Nordic’s design
phases at specific milestones to prevent hazardous
substances from being included. This is based on
applicable regulations, customer requirements,
and Nordic Semiconductor’s commitments. These
controls are prerequisites for product milestone
approval prior to transferring into production.
We continuously search for ways to reduce
raw material consumption and find sustainable
alternatives for our products to improve circularity.
Our initiative, started in 2020, focuses on reducing
the environmental impact by replacing the rubber
enclosure of new prototyping platforms with
recyclable plastics. Nordic Semiconductor recognizes
that material recycling is one of the key issues in
conserving natural resources, which will become
more prevalent in the future.
Besides product design, Nordic focuses on
reducing the impact on the environment through
product packaging. In 2020 Nordic introduced
the requirement for all the kits to have packaging
made of Forest Stewardship Council (FSC) certified,
recyclable cardboard material. At the end of 2021,
61% of the development kit categories have FSC
certified packaging material, compared to 33%
in 2020.
Plastic reduction program
In 2021 Nordic established a program for plastic
reduction, as a target to reduce plastic raw
material consumption and increase material
reuse and recycling. The plan is to work with our
manufacturing suppliers by gradually increasing
the ratio of recycled plastic used in our device
containers, with a key target to reach 5% coverage
within 2022, and 90% coverage within 2024.
Green procurement
Compliance to environmental requirements is
considered when choosing manufacturers as part
of initial supplier assessment and related audits. To
verify green procurement for our products, Nordic
requires manufacturing suppliers to comply with the
requirements stated in the Hazardous Substances
Specification for suppliers, and requires signed
Declaration of Conformity (DoC) from the suppliers
as an evidence for compliance.
In addition to the closely monitored production
process and engagement with our subcontractors,
Nordic Semiconductor has implemented
procurement guidelines for purchases of products
and services not directly related to the production of
our products. This includes evaluating and choosing
suppliers, such as suppliers of office material, based
on their ethical and environmental profile.
118
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | ENVIRONMENTAL PERSPECTIVESCategory
Target 2022
Percentage of prototyping platforms
with recyclable plastic enclosure1
Percentage of development kit with
cardboard packaging material
Percentage of development kit with
FSC certified cardboard packaging
material
Percentage of device containers with
recycled plastic2
80%
100%
70%
5%
2021
0%
100%
61%
0%
2020
0%
100%
33%
0%
Measurements and targets related to eco design.
¹The initiative was started in 2020, and the production was not yet started in 2021. The target 2022 is based on volume forecast.
²The plastic reduction program was started in 2021. No data for 2021 or 2021 available.
Product end-of-life treatment
The environmental impact from a product’s end-
of-life, whether it is recycled, incinerated, or ends
up in a landfill, is to a large degree dependent on
the product’s content. Nordic's products can be
incorporated as components in countless different
end-products and applications. The obligations for
product end-of-life treatment lies with the producer
of the finished product. As Nordic products are only
used for manufacturing of finished products, end-
of-life treatment is not considered a material topic
for us.
Water
Nordic Semiconductor reports annually to Carbon
Disclosure Project's Water questionnaire. Due
to the fabless structure of the company with no
production facilities and the location of its offices
in low water-risk areas, wastewater and water
scarcity are low risks for Nordic Semiconductor
directly. However, water scarcity is a factor for
some of our subcontractors, specifically related
to limited production capacity due to drought, or
failure to comply with local legislative requirements.
These are assessed as part of overall company risk
management and business continuity planning.
Water consumption in our operation is limited to
overhead water usage (cleaning, drinking, washing)
for our offices and laboratory operations. All
water used/consumed by the company is supplied
from municipalities. The total amount has been
5397 m3 for all Nordic offices in 2021. Small
offices with less than 10 employees are excluded
from this calculation.
Waste management and recycling
Nordic Semiconductor's waste related impacts
are mainly related to company's direct operations
and outsourced product manufacturing. We work
systematically to monitor and minimize waste and
its impact on the environment, and prefer use of
recycled and recyclable materials where feasible.
We work continuously with our suppliers to maximize
our yields, and thus to minimize the number of
devices that need to be disposed of. Scrapped
electronic components from production are sorted
and recycled according to local waste management
regulations and the WEEE Directive. Supplier audits
have been performed at our manufacturing partners
to verify that waste management is performed
according to Nordic Semiconductor’s standards.
Nordic Semiconductor has implemented routines
for sorting and disposing of different types of
waste from offices and warehouses in a responsible
manner. The main focus is on EE-waste and
hazardous waste such as chemical components
from laboratories, and paper and packing material.
Recycling of EE-waste allows for re-use of metals,
such as copper, from waste or damaged products.
The waste generated in Nordic’s direct operations is
managed by certified waste handling and recycling
companies, and we have assessment mechanisms in
place to ensure these companies meet all applicable
local environmental laws and regulations to manage
the waste responsibly with minimal impact on
the environment.
To reduce waste in our offices, Nordic
Semiconductor encourages re-use of materials
where applicable. Usable IT-equipment and furniture
are donated to schools or volunteer organizations
rather than being scrapped, and internal auctions
are held to let interested employees purchase
outdated lab equipment. For office purchases, the
company has implemented green procurement
guidelines to ensure that environmentally friendly
alternatives are preferred and goods made from
recycled material are selected wherever feasible.
119
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | ENVIRONMENTAL PERSPECTIVESAir pollution
Nordic Semiconductor’s environmental policy
includes a commitment to minimize and reduce
air pollution, such as ozone depleting substances,
dust, particles, or other polluting agents, in
addition to the previously described greenhouse
gases (GHG). As Nordic Semiconductor is a fabless
company, the relevant sources of air emission
are in outsourced manufacturing processes for
wafer production, assembly and testing, and
hence the risks in relation to direct operations are
considered low.
Nordic Semiconductor communicates air emission
restrictions to its supply chain, e.g. restricting use
of ozone-depleting substances and Persistent
Organic Pollutants in line with applicable legislation.
Manufacturing partners are annually signing off
an adherence to these requirements, and supplier
audits are performed to ensure that suppliers
at minimum comply with any local air emission
requirements and permits.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | ENVIRONMENTAL PERSPECTIVESMeasurements
Indicator
Environmental management
Target
value
Target
year
Year-
on-Year
change
2021
2020
2019
Number of environmental incidents
0
2022
0
0
0
Suppliers with documented environmental policy
100 %
2022
100%
100%
100%
Percentage of new suppliers that were screened using
environmental criteria
100%
2022
100%
100%
100%
Renewable energy purchase ratio offices (%)
100 %
2025
Hazardous waste - chemicals and batteries (tons)
EE-waste in production line (tons)1
GHG emissions
-1.7%
8.2%
75.3%
77.0%
44.4%
0.053
0.049
2.6
2.6
2.5
Scope 1 GHG emissions (tons CO2e)
0
2025 -100.0%
0
3.922
0.744
Scope 2 location based GHG emissions (tons CO2e)
30.7%
1 674.3
1 281.4
1 007.2
Scope 2 marked based GHG emissions (tons CO2e)
0
2025
23.2%
406.0
329.6
671.2
Scope 2 GHG emissions reduced as a result of reduction
initiatives (tons CO2e)2
Scope 2 GHG emissions reductions from offsets (tons
CO2e)3
Scope 1+2 GHG emissions per revenue (tons CO2e/
USDm)
974.9
723.7
11.4
431.9
173.5
0
-19.2%
0.665
0.823
2.323
Scope 3 production related GHG emissions (tons CO2e)4
0
2030
56 451.8
58 448.8 49 927.9
Scope 3 GHG emissions (tons CO2e)4
Scope 3 GHG emissions reduced as a result of reduction
initiatives (tons CO2e)5
Scope 3 GHG emissions per revenue (tons CO2e/
USDm)4
56 742.8
58 752.0 51 446.4
13 893.4
0
0
92.9
145
177.88
CDP score Climate Change [Industry average]
B [B-]
A- [C]
C [C]
CDP score Supplier Engagement Rating [Industry
average]
Measurements related to Environmental performance.
A- [B-]
A- [B-]
B [C]
Note that several environmental measurements are ready at end of Q2 due to the reporting schedules of external stakeholders.
Therefore, some of the reported numerical values are tied to uncertainties at the time of publishing this ESG report.
¹ EE-waste in production line: data for 2021 is an estimation.
2 Reduction initiatives include purchased renewable energy (backed by GOO) and I-RECs for Nordic operations. 2019 has been set as
a base year for Scope 2 GHG emission reduction calculations. Nordic started a renewable energy program in 2020, with the aim to
gradually increase the share of renewable energy in our operations and reach zero GHG emission target by 2025.
3 Offsets include I-RECs for the Hong Kong, Philippines, and Taiwan offices. In addition, as the purchased renewable energy backed
by the Guarantee of Origin (GOO) certificate in our head office in Trondheim is more than the energy consumed in that office, part
of the excess renewable energy is used to offset non-renewable energy usage in the European offices.
4 Scope 3 GHG emission data for 2021 are estimations due to the external stakeholders reporting taking place at the end of Q2.
5 Reduction initiatives include purchased renewable energy (backed by I-RECs) for Nordic subcontractor's manufacturing sites. 2020
has been set as a base year for Scope 3 GHG emission reduction calculations. This reduction initiative includes only offsets.
121
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | ENVIRONMENTAL PERSPECTIVES
SOCIAL PERSPECTIVES
122
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | SOCIAL PERSPECTIVESSocial perspectives
Nordic Semiconductor is a growing business with offices, employees,
and suppliers in different parts of the world. We are proud of our diverse
workforce. Focusing on diversity and inclusion throughout the entire
employee journey is imperative to attract and retain highly skilled and
loyal personnel. Equally important is the company's ambition to foster an
inclusive, safe, and motivating working environment for our employees. It is
important for Nordic Semiconductor to ensure that we are not in any way
participating in human rights violations or labor rights violations.
Human Rights and Labor Rights
Nordic Semiconductor is committed
to respect and support Human Rights
and Workers’ rights, as reflected in
our CSR policy, the support for UN
Global Compact Principles and membership to
RBA. Nordic Semiconductor shall uphold and
protect internationally proclaimed human rights
and workers’ rights and treat workers with dignity
and respect as understood by the international
community. It is our goal that no form of human
rights abuses or labor issues, including forced labor,
human trafficking or any form of modern slavery,
shall occur at any stage of our operation, including
the manufacturing of Nordic Semiconductor
products by subcontractors. Our policies and
commitments are approved by the Board and the
Executive Management Team. Nordic Semiconductor
adheres to the principle that all employment shall
be freely chosen and that workers shall be free to
leave their employment with reasonable notice.
Child labor must not be used at any stage of
manufacturing, and working hours and wages shall
comply with applicable local laws or RBA Code of
Conduct paragraphs (whichever is stricter).
As a fabless company, Nordic Semiconductor
relies on third parties to manufacture, assemble,
and to a large extent, test our products. Our
direct exposure to issues related to child labor,
forced labor, or human trafficking is therefore
limited in our direct operations. Due to this, our
focus related to addressing human rights and
labor risks are directed to engagement with our
supply chain. Nordic Semiconductor requires all
tier 1 manufacturing partners to formally sign
an agreement to comply with the RBA Code of
Conduct, and that they shall also require the same
from their suppliers, hence making the standards
of the RBA Code of Conduct applicable to Nordic
Semiconductor’s second-tier suppliers.
As of today, all our direct suppliers have their own
documented corporate social responsibility policy
including adherence to RBA Code of Conduct,
with commitment to communicate this to next tier
suppliers. Currently, seven of our manufacturing
partners have their own memberships in RBA.
Supplier audits are used to review implementation
of the RBA ode of Conduct, such as tracing of
information for conflict mineral reports, inspecting
Human Rights and Labor performance, and
follow-up of next tier suppliers. Our suppliers are
evaluated both in the supplier qualification process
and through annual screening in accordance with
RBA code of conduct requirements where Human
rights and Labor rights are important fundamental
requirements. The screening is done through RBA 4
step Risk assessment model. (for more information,
see page 107 of this report )All of our manufacturing
partners are certified to ISO 45001.
Regulations are monitored closely for any labor
issues that can potentially affect our business. Such
issues from tier 1 up to raw material suppliers, are
taken seriously with our manufacturing partners.
Actions to remove the non-compliance are
agreed mutually and followed-up in cooperation
with the suppliers.
Raising employee awareness on Human Rights and
Labor principles is accomplished through internal
training and as part of the introduction program
for new employees. Measurements and results are
reviewed annually by the Executive Management
Team in the Management Review.
123
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | SOCIAL PERSPECTIVESResponsible sourcing of minerals
Nordic Semiconductor has worked with the issue
of Conflict Minerals since 2010 and engages
regularly with our suppliers to provide accurate and
transparent information on the origin of minerals
to concerned stakeholders. The company’s SVP of
Quality and Sustainability is responsible for the
Conflict Minerals program. Our Conflict Minerals
Policy is stated on our website and has been
communicated to all relevant suppliers.
Nordic Semiconductor’s Conflict Minerals Policy
The eastern part of the Democratic Republic of the Congo (DRC) has long been the site of one of the world’s
worst humanitarian crises, and the conflict there continues.
Conflict minerals are defined as the metals Tantalum, Tin, Tungsten, and Gold (3TG), which are the derivatives
of the minerals cassiterite, columbite-tantalite, and wolframite, respectively, and regardless of whether or not
these minerals finance conflict in the Democratic Republic of the Congo (DRC) or adjoining countries.
As part of Nordic Semiconductor’s commitment to social responsibility and compliance to the Responsible
Business Alliance (RBA) Code of Conduct, it is our policy to only have part in trade where the respect for
human rights is upheld, and where trade is not contributing to violent conflicts. It is our goal that our products
and our supply chain shall be “conflict free”, i.e. free of materials that directly or indirectly finance or benefit
armed entities. In support of this policy, Nordic Semiconductor commits to the following:
■ Exercise due diligence with relevant suppliers consistent with the OECD Due Diligence Guidance for Responsible
Supply Chains of Minerals from Conflict-Affected and High-Risk Areas and encourage our suppliers to do likewise
with their suppliers.
■ Work with our suppliers to enable products that are conflict-free.
■ Provide due diligence information to confirm the conflict free status of relevant material in our supply chain.
■ Transparently implement this policy by making available reports on our progress to relevant stakeholders and the
public.
Nordic Semiconductor has a commitment to source
minerals only from conflict free smelters, within
the DRC and covered countries. Identification of
smelters, and assessment of country of origin of
the minerals, are investigated based on the supply
chain reporting scheme set out by the Responsible
Minerals Initiative (RMI), an initiative by RBA and the
Global e-Sustainability Initiative (GeSI). As Nordic
Semiconductor’s products can contain 3TG (Tin,
Tungsten, Tantalum, and Gold) and Cobalt, due
diligence is conducted based on OECD guidelines
to ensure no direct or indirect financing of ongoing
conflicts in the DRC region or elsewhere under
the category called “Conflict-Affected and High-
Risk Areas”.
All of Nordic's suppliers are required to adhere
to RBA Code of Conduct and its provisions on
conflict minerals. 80% of Nordic's suppliers are RMI
members, and only smelters that are verified as
RMI compliant by RMI’s audit scheme are accepted
in our supply chain. All the smelter information
received from the suppliers is validated against
RMI's conformant smelter list.
Our target is to use only 100% conflict-free smelters,
and we report at the smelter/refinery level to
customers and other stakeholders on a weekly basis
through RMI’s Conflict Minerals Reporting Template,
which has become industry standard. The reporting
contains information on smelters compliance status,
mine locations, and Nordic’s management on
Conflict Minerals issues.
Nordic Semiconductor is not required to report to
the US SEC for Conflict Minerals.
To reasonably ensure conflict-free supply chains,
suppliers are required to commit to adopting
policies and due diligence measures, and to
require their suppliers to adopt similar policies and
measures. This is ensure by supplied signed letter of
commitment to RBA code of conducts.
The company does not purchase minerals from
mining companies, nor does it maintain direct
contact with smelters or providers of material. All
such contact is handled through our subcontractors’
supply chain, and as such, Nordic Semiconductor
needs to rely on 3rd party auditing such as RMI’s
audit program. In 2021 Nordic became a member of
RBA and RMI, which has given us better access to
resources for transparent information regarding the
smelter's status and tools for better due diligence
measures towards our supply chain.
124
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | SOCIAL PERSPECTIVESIn the event of changes to smelter list or smelters’
compliance status, these changes are investigated
and handled by company routines for managing
non-conformities and corrective actions. Corrective
actions can include requiring suppliers to stop using
a non-conformant smelter, changing raw material
of suppliers, as well as conducting training and
education in the Supply Chain in cooperation with
the relevant suppliers. Ongoing initiatives to reduce
the use of gold in finished products by replacing it
with copper where applicable, help minimize the risk
of indirectly financing or benefiting armed groups in
conflict areas.
To date, no incidents of minerals supporting armed
conflicts have been discovered. For 2022 we expect
Conflict Minerals to remain a highly relevant issue
related to Human Rights in our supply chain, and
will continue to engage our suppliers to precisely
identify the origin of all material used in Nordic
Semiconductor’s products.
Working hours
Nordic is committed to employees well-being
and work-life balance. Working hours, wages,
and working conditions shall comply with the
applicable local laws and/or RBA Code of Conduct
paragraphs, as a minimum. This includes regulations
for rest periods, night work, holiday, and salary.
All employment contracts include a paragraph
describing local working hours for Nordic to clearly
communicate expectations and ensure that we
adhere to local laws and regulations. In 2021 Nordic
implemented new employee and management
handbooks for employees where working hours and
other employment related matters were updated
and made available by country.
Nordic’s suppliers are required to adhere to the RBA
Code of Conduct, setting requirements for working
hours, working conditions, and wages and benefits
for their operations. Suppliers’ adherence to RBA
Code of Conduct are addressed in supplier audits
and self-assessment surveys.
Collective bargaining
Collective bargaining and the right to organize
and join labor unions are protected by law in most
countries where Nordic Semiconductor operates.
Our company policies, which also applies to all
Nordic Semiconductor ASA’s subsidiaries and
office locations, encourage employees to exercise
these rights.
Nordic welcomes the opportunity to cooperate with
any trade union and actively encourage employee
representation.
Collective bargaining and the right to organize
are also requirements our suppliers are obliged to
adhere to through their commitment to RBA Code
of Conduct.
Non-Discrimination/ Non-Harassment
Nordic Semiconductor does not tolerate harsh or
inhumane treatment of workers, including any sexual
harassment, sexual abuse, corporal punishment,
mental or physical coercion, or verbal abuse.
Nordic Semiconductor has implemented a Non-
Discrimination Policy to clearly state that employees
have the rights not to be harassed or discriminated.
This is communicated to all employees through the
employee handbooks, and also presented as a part
of initial onboarding of new employees.
Employees are encouraged to report any signs of
potential discrimination or other ethical misconduct
through the company’s whistleblower channel.
See more about our whistleblower channel in the
Governance Perspective chapter of this report.
Regular employee satisfaction surveys and
appraisal reviews also includes questions regarding
discrimination to detect and address potential
discrimination issues.
Nordic Semiconductor’s Non-Discrimination Policy
■ All Nordic Semiconductor employees shall be treated equally and with dignity, courtesy, and respect
■ Nordic Semiconductor prohibits any form of discrimination against and/or harassment of employees or applicants
for employment due to race, color, nationality or ethnic origin, age, religion, disability, political opinions, gender, or
sexual orientation, as described by ILO conventions.
■ Nordic Semiconductor’s organizational culture shall be characterized by openness and good internal
communication so that any misconduct or problems can be addressed, discussed, and resolved in a
timely manner.
■ Nordic Semiconductor’s employees are encouraged to report any incident of discrimination to their nearest
leader or through the applicable whistle-blower channels. Retaliation against any employee who has reported
misconduct, is prohibited. There shall be no unfavorable treatment to any whistle blowers.
125
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | SOCIAL PERSPECTIVESEqual pay
Nordic strives to ensure that work of equal value
shall receive equal pay. Salary levels are determined
based on objective measures, such as work
performance, responsibility, seniority, education, and
experience, in addition to local market expectations.
Nordic Semiconductor’s Board has appointed a
designated People and Compensation Committee
(PCC) to evaluate and oversee the organization’s
overall compensation strategies. The Committee is
composed of shareholder- and employee elected
Board members as well as members from the
company’s Executive Management Team.
Nordic established a Total Rewards Manager
role in 2021 to ensure fair, competitive and
aligned development of the company's global
rewards strategy. Furthermore, all employees
were encouraged to participate in a survey in
2021 to reveal internal satisfaction related to
overall remuneration and benefits. The survey was
representative with a participation rate of 87%
confirming a high overall employee satisfaction
score, with the majority of employees also being
satisfied with Nordic's total rewards package.
To continuously develop employee competence
and ensure that all employees advance according
to personal and professional career goals, a
standardized framework to determine and adjust
salary levels have been implemented, the career
ladder. Employees are expected to advance through
the career ladder, where salary levels are adjusted
according to position and related responsibilities.
Salary increases are initiated through a globally
aligned salary review process.
Category
Overall (excl EMT)
Executive Management Team (EMT)
Administration and business support
Research and development
Sales
Supply Chain
Gender Pay Ratio statistics for 2021, by Category
Nordic rewards employee contributions that
foster profitable and sustainable company
growth. Market-aligned incentive programs were
implemented in 2021 to ensure fair, competitive, and
equal pay. All permanent employees are eligible to
participate in the company's short- as well as long-
term incentive programs.
The following table explains the 2021 gender ratio
statistics for Nordic. Within the R&D department
in Norway, the median salary in 2021 for women
was 90% of the median salary for males. The
global median salary for female employees in
all departments was 80%, excluding executive
management. Within the executive management,
the median salary for female employees was 83%.
The salary gap between women and men is largely
caused by a majority of men in senior positions.
Furthermore, gender differences in salary vary by
department and location. As an example, many
of the women in administrative functions within
supply chain are based in the Philippines, where
salary levels are below the Group median. In sales,
most women are in non-customer facing roles,
where total compensation is lower than in customer
facing roles.
Males Females
1021
166
8
26
839
113
43
2
28
86
23
29
Gender Pay Ratio
(Median female salary /
Median male salary)
80%
83%
72%
90%
53%
32%
126
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | SOCIAL PERSPECTIVESDiversity and inclusion
Nordic Semiconductor considers a diverse workforce
a competitive advantage for fostering innovation,
ensuring an inclusive and respectful working
environment. Diversity in terms of employee
age, gender, and cultural background, but also
educational background, experience, and personal
preferences represents an opportunity for the
company to attract, develop, and retain valuable
specialized competencies in a highly competitive
industry. Nordic Semiconductor’s People and
Compensation Committee (PCC), together with
the Executive Management and the Board, works
actively to enhance diversity, focusing on human
capital development and company culture to ensure
inclusion and belonging.
Cultural diversity
Today, Nordic Semiconductor’s business is
composed of a culturally diverse and highly
specialized workforce where technical competence,
industry experience, and market understanding
are the common denominators. With 44 different
nationalities represented at the company’s
headquarters and 56 nationalities world wide,
Nordic has a unique position for fostering an
inclusive and diverse culture were different
perspectives are valued, and mutual respect is a
matter of course.
In Norway 53% of employees have relocated from
abroad, Nordic uses a third-party vendor providing
onboarding services to ensure efficient and
professional integration to the workplace, as well
as local society and culture. The services provided
are tailored to the various steps of the recruitment
and onboarding process, and employees are
offered housing services, language courses,
assistance to navigate governmental agencies, and
networking arenas.
Phase of life policy
Nordic Semiconductor aspires to be a healthy
and attractive workplace for employees in all age
groups and during all phases of life across the
globe. We have implemented a Phase of Life Policy,
aiming to facilitate employee development and
knowledge growth throughout the entire employee
journey. Each phase is based on a perception that
employees might have different needs and priorities
throughout various stages of their lives. As an
employer, we have an ambition to accommodate
according to personal needs and requirements of
our employees.
The phase of life policy was implemented in Norway
at an early stage, and further expanded to include
several countries during 2020 and 2021. The global
implementation process will continue in 2022.
Gender diversity
Nordic has an ambition to minimize the
gender gap and supersede the industry
benchmark. Considering that tech is
continuously changing our lives, female perspectives
as well as participation is important to drive that
development in a sustainable direction. In order to
increase the proportion of women in our workforce,
we are engaged in several initiatives:
■ The women’s network Ada, which is an initiative
driven by the Norwegian University of Science and
Technology to recruit, motivate, and educate women
within the Norwegian IT industry
■ Women's Directory, a Global Semiconductor
Alliance initiative targeted at women in the
semiconductor industry
■ Ensuring female participation at trade fairs,
recruitment initiatives, advertising campaigns, and
employer branding related external communication
■
Increased awareness of objectivity in recruitment
processes through standardizing global
recruitment practices.
When looking at the numbers of female hires for 2021 we see that our efforts are indicating steady progress,
see table below.
. Category
Number of female employees in the company
Percentage of female employees in the company
Increase of female employees in percentage
Number of total hires
2021
168
14.0%
22.6%
270
2020
135
13.8%
28.0%
153
2019
107
14.0%
20.2%
141
2018
89
13.0%
15.6%
121
2017
77
13.0%
13.2%
78
Total headcount increase percentage
22.4%
28.7%
12.0%
14.0%
12.8%
Number of female hires
Female hires in percentage
50
20
23
18
11
18.5%
13.0%
16.3%
14.9%
14.1%
Employees growth with regards to gender diversity
127
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | SOCIAL PERSPECTIVESHuman Capital development
Recruitment
With Nordic’s ambition to be a world-leading
provider of a wide range of IoT solutions, highly
specialized human capital needs to be recruited.
Nordic Semiconductor has an ambitious growth
strategy, and organic recruitment levels were stable
with a global outreach throughout 2021 despite
the ongoing pandemic. The acquisition from
Imagination Technologies in early 2021 introduced
new opportunities for an even more global search
for talent, with three new office locations and
growth in both competence and headcount, with 81
new colleagues onboarded.
Our recruitment strategy is a core component of our
growth strategy, which during 2021 also required
targeted recruitment in several competence areas.
The company's focus on diversity is high on the
agenda and a priority in all recruitment processes.
During 2021 we strengthened the recruitment
support for hiring managers to ensure professional
execution of our recruitment processes globally.
As Nordic sources from a global talent pool,
we also further developed our processes and
practices to mitigate company risk during 2021. This
included taking precautionary measures according
to the Norwegian national threat assessments
and their general advice on when to conduct
background checks.
■ 22.4% increase in total headcount
■ 67.5% of new hires located outside of Norway
– Addressing company growth strategy in a
challenging marketplace for talent
■ 18.5% of new hires re-located to Norway
– Inclusive onboarding and introduction program to
ensure integration to Nordic Semiconductor's culture
and local communities
Employee development and retention
As a part of our employee journey and to ensure
talent retention, we conduct regular appraisal
conversations between the employee and the
manager.The main purpose of the dialogue is to
foster employee involvement and engagement,
drive performance and employee development, and
ensure employee well-being. This is an important
tool for clarifying goals and expectations, as well
as a means of giving structured feedback between
employee and manager. The intention is to enhance
the employee-leader relationship and give both
parties the opportunity to take a proactive role in
setting objectives as a part of an open and honest
dialogue. In 2021, 88% of employees completed
annual appraisal conversations.
Identifying and selecting qualified successor
candidates for our Executive Management
Team and other critical positions has been an
ongoing process during 2021. It is imperative for
the company to have a structured process for
succession planning, with our HCM system as the
backbone. Succession planning is regarded as a
continuous process.
Our aspiration is that our Employer Value
Proposition (EVP) offer competitive benefits,
including competitive salary, insurances, pension
schemes, etc. During 2021 we created a framework
where our EVP is clearly communicated, aiming
to remind existing employees of our company
benefits, but also to be used when attracting
potential new employees. Our strategy for talent
retention is further based on a notion that we strive
to be perceived as a safe and solid employer with
solid core values. We pride ourselves in offering
employees the opportunity to develop and prosper
as part of our business while maintaining a good
work-life balance.
When the pandemic hit we were well adjusted
as an organization to handle the challenges of
home-office requirements, occasional lock-downs
and travel restrictions. However, the pandemic
has caused challenges related to employee
engagement. Nevertheless, we have initiated
several activities for employees to maintain a sense
of belonging while not being in the office, further
described under health and safety. We have also
experienced difficulties with the cancellation of
external training activities and conferences, forcing
us to increase focus on digital activities and events
to keep developing our employees. This has been a
learning process, also offering new opportunities to
strengthen our company culture globally, as reach
increases when communication and initiatives are
digital. As a solution, we implemented Yammer as a
global channel for internal corporate communication
and employee engagement.
Turnover and exit interviews
Nordic’s People & Communication department
encourages exit interviews with all employees
resigning. In 2021, 95% of resigned employees
participated in exit interviews.
The purpose of the exit interview is to obtain
valuable feedback based on the employee’s
experience, including the context for their decision
to leave the company. This provides valuable
and relevant feedback when assessing and
defining improvement areas for the company.
The exit interviews are conducted by People &
Communication to obtain as objective information
as possible, and to ensure a professional experience
throughout the entire employee journey.
128
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | SOCIAL PERSPECTIVESIn 2021, the employee turnover rate was 5.6%
which is above our operational target (<5%) and
an increase compared to the previous 3 years.
However, this is not unexpected, and needs to
be seen in connection with the pandemic and
the constraints we have been challenged with
over the last two years. Covid-19 has challenged
engagement and made some employees feel
disconnected from the company, affecting loyalty.
Furthermore, it might also be suggested that 2020
was a year with perceived artificially low turn-over
levels within the industry, as a consequence of many
companies struggling due to the pandemic, putting
a break on the fight for talent.
In total, 62 employees left the company during
2021, of which 17,8 % were women, substantiating
the argument that we need to keep focusing on
having a workplace and company culture attractive
fo all genders.
Occupational Health and Safety
Nordic Semiconductor recognizes that
in addition to minimizing work-related
injuries and illness, a safe and healthy
work environment enhances quality of
products and services, consistency of production,
and worker retention and morale.
As a fabless company, the risk of injury or incidents
in relation to direct operations is considered low.
Heavy machinery and equipment are not used,
nor do employees operate vehicles, and only
limited handling of hazardous chemicals that
can cause notable damage or injuries occurs.
Only trained personnel may work with hazardous
chemicals and emergency routines are in place and
regularly rehearsed.
Nordic Semiconductor’s OHS (Occupational Health
and Safety) risk assessment has highlighted
ergonomic injuries and negative stress in the
working environment as one of the main focus areas
for improvement. Due to the Covid-19 situation
over the past two years, the risk assessments have
naturally been largely focused on the pandemic,
both in relation to home office and returning safely
back to the office when possible.
As Nordic Semiconductor’s number of employees
has grown considerably in recent years, the target
has been to maintain a low level of sick-leave and
high employee satisfaction from previous years.
Due to the growth, necessary changes have been
made to the organizational structure. Ensuring
motivated and competent leaders on all levels in the
organization is important to continue developing
and producing world class products.
To ensure a positive and continuously improved
working environment, Nordic Semiconductor has
implemented an Occupational Health and Safety
management system, certified to the standard
ISO 45001 Occupational Health and Safety
Management System by DNV. Nordic Semiconductor
has established local Occupational Health and
Safety Committees for operations in Norway,
Finland, the Philippines, and Taiwan, working to
continuously improve the working conditions and
ensure a safe working environment. Other locations
are covered by the corporate Occupational Health
and Safety Committee (AMU) body in Norway.
All Nordic Semiconductor subcontractors are
certified to ISO 45001 or similar standards, and this
is a prerequisite to become a Nordic Semiconductor
manufacturing partner. Subcontractors are also
required to follow the RBA Code of Conduct and
must agree to comply with this document.
129
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | SOCIAL PERSPECTIVESNordic Semiconductor’s Health and Safety Policy
High employee satisfaction, minimal employee absence, a stable competent workforce, and no work related
incidents are necessary to achieve high productivity and quality. This is accomplished by ensuring the
following:
■ A safe working environment
■ Secure employment and meaningful work for the individual employee
■ Consultation and participation of workers and worker’s representatives
■ Nordic Semiconductor’s OH&S standards are adhered to by suppliers
■ Compliance with legal requirements, as well as internal policies and guidelines
■ Continuous improvement
Physical health while working from home
We have acknowledged that many of our
employees have had to change their daily routine,
especially with respect to physical activity. To
encourage physical activity, we implemented a
measure in 2021 where employees were given the
opportunity to acquire health related apps to
foster physical well-being, sponsored by Nordic.
In addition, we gave employees the opportunity
to work-out for 60 minutes per week during work-
hours. These benefits were positively received
by employees, and are to be continued, though
adapted to a more open society with the ability to
cater for gym-memberships, which would encourage
social interaction.
Social integration
It is imperative to Nordic Semiconductor that
employees integrate well within the workplace,
but also as a part of local society. During 2021
this has been difficult as communities across the
globe have been in various phases of lock-down
and restrictions. Local facilitation has been made
to ensure that employees don’t feel left in solitude,
as some of them might be unable to travel to their
home countries or meet acquaintances. Employees
were encouraged to host social events during the
holiday season for other colleagues in accordance
with local authority guidelines to prevent employees
from being involuntarily alone during the
holiday season.
Health and Safety during the Covid-19 pandemic
The global Covid-19 pandemic has affected all
areas of business throughout the world this year,
and it has become a corporate social responsibility
to act accordingly. Nordic Semiconductor is doing
its utmost to protect the health and safety of its
employees, and to help prevent the virus from
spreading. From the initial stage of Covid-19,
a dedicated management team and the OHS
organization including Nordic Semiconductor’s
Personnel Safety Representatives have been
collaborating on decision-making and response
based on relevant development across our global
organization. The Executive Management Team is
continuously assessing the outbreak as it evolves
and implementing mitigating actions at early stages
in the best interest of people and the business. This
includes business travel restrictions, anti-infection
measures at all offices, facilitating work from home,
reducing Nordic’s presence at external events,
and increased use of virtual meetings, webinars,
and trainings. In addition, company policies and
guidelines with local adjustments as relevant have
been implemented with proactive actions and
procedures to attend to both employees’ well-being
and the company’s business continuity.
We have opened and closed local offices based on
local governmental restrictions and requirements,
causing employees to have a constantly changing
work situation. We did not see any significant direct
consequences of this on the overall employee
health in 2021, but are aware of potential long-
term consequences, which has led to precautionary
health measures.
Mental health while working from home
Since most employees at Nordic Semiconductor
have worked from home for longer periods of time
during 2021 following the pandemic, a variety of
activities for virtual interaction and socialization
have been encouraged and successfully initiated.
Nordic employees across the globe have arranged
everything from weekly social Friday afternoon
meetings, quizzes, virtual coffee breaks, yoga
sessions, and gaming sessions.
130
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | SOCIAL PERSPECTIVESapplications of SoCs to enable data rates of 1
Tbits/s for 6G. Nordic is highly invested in being a
driving force within technology development, and
further cooperation with educational institutions is
on the agenda for the coming years.
micro:bit, do your :bit
In 2016 the BBC "Make it Digital"
campaign gave away one million
micro:bits for free to students across
the UK. This original BBC micro:bit was created
by the BBC (British Broadcasting Corporation)
in partnership with world-class technology and
product design co-creators, including Nordic
Semiconductor, as a way to fuel enthusiasm for
computing which had been added to the school
curriculum. The focus is on girls and those from
disadvantaged groups, with the aim of inspiring
every child to create their best digital future.
In 2021 Nordic announced that they would partner
with the Micro:bit Educational Foundation to enable
more children to access a digital education. One
of the charities to benefit from this sponsorship is
Teens Can Code, who are based in Nigeria. As a
direct result of this initiative, they have now been
able to train 52 volunteers who went on to carry out
26 workshops for children aged 8-18 across seven
states in Nigeria. These workshops benefited a total
of 1,201 students, 610 of whom were girls. Most of
the students came from low-income communities
with very limited technical infrastructure, particularly
those from Cross-river and Calabar states.
Participants were taught about the SDGs and how
to use the micro:bit device with the MakeCode
editor.
This type of work will also be replicated in Kenya
and Uganda by Iamthecode, SteamLabs, and
Mindset Coders, reaching even more children.
We will continue to explore ways in which Nordic
Semiconductor can make an impact through our
technological contributions.
Community engagement
Promoting engineering education to
students with focus on attracting female
candidates
Nordic Semiconductor actively engages
in activities and collaborates with universities and
student bodies across the globe to introduce the
electronics industry to engineering students. We
also aim to encourage students to graduate with
relevant competencies by having current employees
participate as guest lecturers, and also having
some employees engaged through university
professorships. Furthermore, we also hire a large
number of student-workers through both internships,
summer-jobs, and part-time employment. We offer
students 6-11 months internships in Norway, Finland,
and Poland. The purpose is to offer them permanent
employment after graduation.
We also focus on inspiring female students to
pursue a career within tech and particularly the
semiconductor industry. In order to increase the
percentage of female participants in the industry,
Nordic has cooperated with the Girl project ADA
since 2015. The Girl Project ADA is a Norwegian
University of Science and Technology (NTNU)
project which aims to recruit, motivate and educate
females within the Norwegian IT industry. ADA
actively advocates for attracting females towards
engineering degrees to ensure that a larger
percentage of the students that graduate from the
Faculty of Information Technology, Mathematics,
and Electrical Engineering (IME) at NTNU are
female. Nordic actively engages through office
visits, presentations, and network opportunities for
female students at NTNU. Read more at www.ntnu.
edu/girls.
Nordic is the main sponsor/partner for the student
organization, Omega, which is the largest student
union for electrical engineering students at NTNU.
Through the partnership, we directly engage with
students who study electronics or cybernetics. We
invite the students to events, and even though
2021 was a challenging year in relation to hosting
physical events due to Covid-19, we managed to
engage the students through a minor event, the
Nordic winter and fall Strava competition.
As a global company, Nordic also engages with
several other universities across both England
and Scotland, in addition to Sweden, Poland,
and Finland. Nordic committed to sponsoring a
professorship in System on Chip Technologies
for wireless systems at the University of Oulu
in 2021, together with several other local ICT
companies in Finland. The five-year position is
directed to investigate and develop the design of
SoC technologies with an emphasis on wireless
131
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | SOCIAL PERSPECTIVESIndicator
Target 2022
2021
2020
2019
Human Rights and Labor Rights
Number of incidents of Human Rights abuses
Number of incidents of labor principles violation
Percentage of smelters verified as RMI non-compliant
Human Capital and Diversity
Number of employees
Percentage female employees
Employee turnover rate (%)
Number of students/interns from universities
Number of consultants
Percentage of temporary workers
Health and Safety
Work related incidents
Lost Time Incident Rate (LTIR)
Fatality rate
Contractor fatality rate
Total sick leave (Norway)
0
0
0%
< 5.0%
0
0.0
0
0
Short time sick leave (Norway)
< 2.5%
Measurements related to social perspectives performance.
0
0
0%
1197
14.0%
5.6%
57
54
4.3%
0
0.0
0
0
2.28%
1.22%
0
0
0%
897
13.8%
3.1%
46
35.0
6.8%
1
0.0
0
0
1.35%
1.03%
0
0
0%
767
14.4%
6.8%
80
1
0.0
0
0
2.41%
1.51%
132
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | SOCIAL PERSPECTIVESGOVERNANCE PERSPECTIVES
133
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | COMPANY GOVERNANCE PERSPECTIVESGovernance perspectives
Commitment to the highest standards of business ethics and integrity is
crucial for us to earn the continued confidence of our stakeholders. In
this chapter we complement the Report from the Board of Directors and
Standards of Corporate Governance chapters with further information on
how Nordic Semiconductor is proactively working with material governance
topics such as Anti-Corruption & Integrity, Data Privacy, Information Security,
and Product Security.
As part of our regular awareness training efforts,
in 2021 we executed company-wide "Compliance
& Integrity" webinars where 1080 employees
participated in total (90% coverage) to ensure
awareness of corruption and bribery risks and main
requirements around Gifts & Hospitality, Conflict
of Interest, and Insider Trading. The webinar also
included helpful tools for ethical decision-making
and whom to contact for support or to report
matters of concern.
When it comes to our supply chain, ESG topics such
as Anti-Corruption, is considered throughout the
whole supplier life cycle. From screening and risk
assessments, to follow-up through audits and other
monitoring activities, which are all an integral part
of our supply chain management program. Nordic
requires all subcontractors to follow the RBA Code
of Conduct, which prohibits any and all forms of
corruption, bribery, extortion, and embezzlement.
To read more about our approach, see the Supplier
management in a fabless structure section in the
Our ESG foundation part of this report.
In 2022, our work will continue to strengthen our
anti-corruption program with a particular focus
on social donations and due diligence of business
partners, as well as evaluating options for the
measurement of employee's perception of integrity.
We will also assess potential improvements
related to our overall corporate governance &
compliance framework.
Common for all material governance topics is
our systematic and integrated approach where
relevant respective risks and opportunities are
identified and assessed through our corporate risk
management process. Relevant mitigating actions
and opportunities are defined in action plans and/
or KPI's as part of our business plan process and
followed up through performance management
processes and management reviews.
Anti-Corruption & Integrity
At Nordic Semiconductor, we are
committed to conduct business with
high ethical standards, without any
form of bribery or corruption involved
in the execution of any of our business activities.
This commitment and expectation apply to all
employees and directors of Nordic Semiconductor
Group entities, as well as anyone acting on behalf
of such entities.
One of our main ESG-KPIs for 2021 was to review
our Anti-Corruption policy and increase awareness
around risks of bribery and corruption. A risk
assessment of our global operations was executed,
assessing inherent risk factors such as business
model and industry risk, country risk, transactional
risks, and third party risks. Based upon this we
revised our policy and established an enhanced
anti-corruption program taking into account relevant
regulations, standards, as well as best practice
guidance, such as the RBA Code of Conduct, US
FCPA, UK Bribery Act and US DOJ's guidance for
evaluating corporate compliance programs. Risk
mitigating measures were re-assessed and clarified
and this work will continue in 2022.
Our enhanced anti-corruption program is integrated
into Nordic's overall business processes, and aims
to prevent, detect, and address risks of bribery and
corruption throughout our business activities where
we operate.
134
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | COMPANY GOVERNANCE PERSPECTIVESCybersecurity is an important aspect in relation
to Information Security, and Nordic has measures
in place to prevent, detect, and respond to data
breaches or cyberattacks. The Security Operations
Center and Cybersecurity Incident Response Team
provide useful resources to prevent and effectively
manage potential incidents. The company has also
defined business continuity plans, with disaster
recovery strategies to limit the potential risks from
such incidents. Employees are regularly subjected
to internal training and awareness programs on
cybersecurity risks.
Nordic’s IPR policy provides visibility and control
over relevant in-house IP and patent filing, and it is
embodied in project management workflows and
milestones, with related checklists.
Product security
In the world of connected devices, security is
essential. Nordic Semiconductor is at the forefront of
supplying solutions, ICs, and software that enable
our customers to build highly secure products.
Throughout our development organization, there
is focus on designing secure products, optimizing
security features, and ensuring that we bring
products and services to the world with unsurpassed
quality, security, and reliability. Our Product Security
Officer is responsible for leading the effort and they
report directly to the CTO.
Our systematic security development process
considers cutting edge best practices, regulatory
requirements, and customers’ input to define our
products and services. Nordic’s product security
strategy is aligned with the Platform Security
Architecture (PSA) initiative by Arm, which offers
a framework for securing connected devices.
Nordic’s devices will be certified to comply with
PSA requirements.
Nordic Semiconductors Product Security Incident
Response Team (PSIRT) responds to reported
security vulnerabilities in Nordic Semiconductors
products (hardware and software), documentation,
and services. The PSIRT ensures that security
vulnerabilities are analyzed, documented, and
communicated in a responsible manner. To help
secure its latest hardware and software portfolio,
Nordic Semiconductor sponsors a bug bounty
program on a top hacker-powered security
platform, HackerOne.
Data privacy and personal
data protection
Nordic Semiconductor ASA (including subsidiaries)
are committed to individuals’ privacy and the
protection of registered personal data. The EU
GDPR (EU General Data Protection Regulative), as
well as an increasing amount of global data privacy
laws, sets strict requirements for protection of
personal data by Nordic Semiconductor.
Nordic Semiconductor has implemented internal
policies and procedures to support its compliance
with applicable privacy law, as well as published
privacy policies for describing the personal data
processed, the purpose of the processing, and the
legal basis for doing so. Furthermore, personal
data is protected by relevant measures as identified
through our ISO 27001 certified Information Security
Management System.
Data privacy is a part of regular information
security awareness programs for employees, while
employees responsible for processing activities of
personal data are further trained in how to ensure
legal, justified, accurate, and rightful processing
of personal information. A dedicated Privacy
Responsible, reporting to the Legal Director, is
responsible for follow-up on required evaluations
of activities and communication with internal and
external stakeholders on matters of privacy. Annual
reports from Privacy Responsible are presented in
Management Review.
Any incidents of non-conformities related to
privacy are handled according to company defined
routines for registration, investigation, corrective,
and preventive actions (including notifications to
affected parties and authorities).
Information security
Information Security concerns protection of
information’s confidentiality, integrity, and
availability. Nordic Semiconductor is committed
to the protection of business information and
information systems, such as proprietary design
data, external stakeholders’ intellectual properties
entrusted to Nordic, and personal data.
Nordic Semiconductor is certified to the standard
ISO 27001 Information Security Management System,
and technical and organizational measures are
implemented to protect information. Such measures
can include (but are not limited to) information
classification and labeling, access rights reviews,
IT operations, backups and physical security.
Vulnerability assessments are regularly conducted
on company systems, and internal and external
audits are carried out to identify improvement
potentials at least annually.
135
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2021 | COMPANY GOVERNANCE PERSPECTIVESWhistleblower program
Nordic Semiconductor is committed to a culture
of trust. We encourage an open dialogue where
employees are comfortable to ask questions, seek
guidance, and raise concerns.
Employees as well as external stakeholders are
encouraged to report any misconduct related
to the business of Nordic Semiconductor by use
of the whistleblower channels made available
internally through our intranet, as well as externally,
through our website. Whistleblower reports shall
be handled in accordance with our established
whistleblower process.
Nordic Semiconductor does not tolerate any
retaliation against those who report a concern in
good faith.
Reports of misconduct are handled by Nordic
Semiconductor's Whistleblowing Group, which as of
2022 will be led by our Group Compliance Officer.
Any reported concerns shall be investigated for
root-cause, corrective and preventive actions to be
evaluated, including potentially involving relevant
authorities, while preserving reporter confidentiality
in accordance with relevant jurisdiction. To allow
for anonymous reporting, a 3rd party service is
set up as one available whistleblowing channel,
and in case of such reporting only anonymized
information will be addressed to the Whistleblowing
Group. Such reports and related investigations will
also be part of the key priorities regularly reported
by the Group Compliance Officer to the Board
Audit Committee of Nordic Semiconductor ASA
as of 2022.
No report was made through available
whistleblower channels in 2021.
Indicator
Target
2021
2020
2019
Confirmed incidents of corruption and actions taken
0
Numbers of reports made through whistle-blowing
channels
Numbers of whistleblower reports investigated and
resolved
Total number of board members
Total number of female board members
Total number of independent board members
Total number of committee chairs
Total number of committee chairs occupied by women
0
0
0
0
0
0
11
3
7
2
0
0
1
1
11
3
7
2
0
Does your company follow a Data Privacy policy?
Yes
Yes
Yes
Yes
Substantiated complaints concerning breaches of
customer privacy and losses of customer data
Number of substantiated1 complaints or incidents
concerning data breaches
Number of Information Security audits by 3rd party
Number of internal audits addressing Information
Security
Number of vulnerability scans on internal IT systems
Annual Information Security awareness training
conducted
Measurements related to governance performance.
0
0
3
5
4
0
0
4
5
4
0
0
4
6
2
0
0
2
6
0
Yes
Yes
Yes
Yes
1Substantiated definition (GRI): Identified severe data breach or a complaint lodged with the organization regarding data breaches
that has been recognized as legitimate by the organization
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