English version - Hexagon Composites ASA

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COMROD COMMUNICATION ASA – LISTING ON THE OSLO STOCK EXCHANGE 1.4 Major shareholders and related party transactions 1.4.1 Major shareholders Based on the share register of Hexagon per 16 January, the number of registered shareholders of the Company will be about 1,444 as of the date of the Demerger, of which 96.8% are Norwegian and 3.2% are non-Norwegian. Flakk Holding AS is the largest shareholder in Comrod with an ownership stake of 26.8% at the date of the Demerger. Hexagon 2 is the second largest shareholder with an ownership share of 25% whereas Bøckmann Eiendom AS has 6.8% and MP Pensjon with 5.9% of the shares. See section 9.6 for more information regarding the Company’s shareholder structure. 1.4.2 Related party transactions The Company has entered into an agreement to purchase administrative services from Hexagon. These services will mainly be related to assistance with the financial reporting and IR. See section 8.9 and 8.10 for more details regarding this administration agreement. 1.5 Financial information Below is an extract of the financial statements of Comrod AS for the past three fiscal years as well as for the interim periods ending 30 September 2006 and 2005. A summary of the pro forma financial figures for 2005 and for the 3 rd quarter of 2006 are also included in this section. For more detailed financial information, please see chapter 7 as well as Appendix 2, 3, 7,8 and 9. 2 Hexagon Composites ASA, the parent company of Comrod Communication and Comrod AS until the date of the Demerger described in this Prospectus. 9
COMROD COMMUNICATION ASA – LISTING ON THE OSLO STOCK EXCHANGE 1.5.1 Income statement (in NOK 1000) 2006 2005 2005 2004 2003 01.01.-30.09 01.01.-30.09 01.01-31.12 01.01-31.12 01.01-31.12 IFRS IFRS IFRS IFRS NGAAP Operating revenues 83 676 77 523 109 559 106 737 91 648 Total operating expenses 75 212 60 345 85 217 80 027 79 855 Operating profit/loss 8 464 17 178 24 342 26 710 11 793 Net financial income/expenses -4 389 -1 210 1 372 -1 699 -1 907 Profit before tax 4 075 15 968 25 714 25 011 9 886 Taxes 1 349 4 491 7 296 6 956 2 814 Profit for the year 2 726 11 476 18 418 18 055 7 072 1.5.2 Balance sheet (in NOK 1000) 2006 01.01-30.09 2005 01.01-30.09 2005 01.01-31.12 2004 01.01-31.12 2003 01.01-31.12 IFRS IFRS IFRS IFRS NGAAP ASSETS Total non-current assets 122 137 19 496 20 881 19 296 17 412 Total current assets 126 946 60 889 74 307 54 222 46 431 Total assets 249 083 80 385 95 188 73 518 63 843 EQUITY AND LIABILITIES Total equity 12 155 21 899 26 579 29 024 9 037 Total non-current liabilities 167 210 12 240 11 756 18 274 9 753 Total current liabilities 69 718 46 246 56 853 26 220 45 053 Total liabilities 236 928 58 486 68 609 44 495 54 806 Total equity and liabilities 249 083 80 385 95 188 73 518 63 843 Comrod AS has experienced a significant growth in activity and revenues over the last years. The reason is several large, new contracts, in the defence market, in particular: - The Bowman contract signed in 2002 with start-up in 2003. Main contract period 2003 – 2006. - Visby system deliveries in 2003 - Switzerland contract with deliveries 2004 - 2005 - Kuwait contract with deliveries in 2005 - Harris OEM agreement 2005 The expected turnover for 2006 will be in line with 2004 and 2005, but including the Power operations and Lerc. The drop in revenues for the mast and antenna operations in 2006, is mainly due to postponements in deliveries. The ongoing and future trends are not expected to cause any significant changes in the Company’s results. Despite the very positive net income for Comrod AS in the last years, the equity ratio has not increased. This is due to group contribution dispositions to Hexagon. 1.5.3 Pro forma financial information In September 2006 the Company acquired the French company Fidulerc SA and its subsidiary Lerc SA. Pro forma financial information have been made for the financial year ended 31 December 2005 10
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