CONSOLIDATED FINANCIAL STATEMENTS

CONSOLIDATED FINANCIAL STATEMENTS 2015 CONSOLIDATED FINANCIAL STATEMENTS Uni Research AS 2015 1 Key Financial Figures MNOK 2015 2014 2013 T...
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CONSOLIDATED FINANCIAL STATEMENTS

2015

CONSOLIDATED FINANCIAL STATEMENTS

Uni Research AS 2015

1

Key Financial Figures MNOK

2015

2014

2013

Total operating income

366,9

397,9

367,9

Salary and social security costs

267,6

283,7

264,5

2,3

1,8

1,8

Other operating expenses

99,4

112,8

111,0

OPERATING INCOME

-2,4

-0,4

-9,4

Result of financial items, net

3,8

8,9

8,5

Result of extraordinary items, net

0,1

-

-

NET INCOME

1,5

8,5

-0,9

22,0

40,6

34,1

187,3

215,7

228,4

209,3

256,3

262,5

Ordinary depreciation

Fixed assets Current assets

TOTAL ASSETS

Equity Liabilities

TOTALE QUITY AND LIABILITIES

Net income margin Operating income margin Return on equity Equity to asset ratio 2

Uni Research AS

77,3

122,1

113,7

132,0

134,2

148,8

209,3

256,3

262,5

0,4%

2,1%

-0,2%

-0,7%

-0,1%

-2,6%

1,9%

7,0%

-0,8%

36,9%

47,6%

43,3%

Consolidated financial statements Uni Research AS Profit and loss statement PARENT COMPANY

GROUP

2014

2014 *)

2015

397.926.740

397.926.740

366.936.590

397.926.740

397.926.740

366.936.590

0 283.673.602 1.821.765 112.806.313

0 274.369.874 1.821.765 112.806.313

0 267.570.565 2.352.274 99.372.016

398.301.680

388.997.952

369.294.855

-374.940

8.928.788

-2.358.265

NOTE OPERATING REVENUE AND OPERATING EXPENSES 2

3 5, 6 4

2015

2014

Operating revenue

378.416.505

397.926.740

Total operating revenue

378.416.505

397.926.740

Costs of goods sold Payroll and related costs Depreciation and amortisation of fixed and intangible assets Other operating expenses

1.018.522 275.971.821 2.409.942 101.195.757

0 274.369.874 1.821.765 112.806.313

Total operating expenses

380.596.042

388.997.952

-2.179.537

8.928.788

6.827.899 1.045.899 -3.330.771 -4.375.391 -931.559

1.570.976 1.239.580 6.260.174 -4.852.500 -174.332

Operating income FINANCIAL INCOME AND FINANCIAL EXPENSES

1.570.976 1.239.580 6.260.174

1.570.976 1.239.580 6.260.174

6.827.899 1.042.907 -3.330.771

-174.332

-174.332

-772.875

8 8 7

Income from other investments Other financial income Change in fair value of financial assets Loss from associated company Other financial expenses

8.896.398

8.896.398

3.767.159

Financial items, net

8.521.458

17.825.186

1.408.894

Operating income before taxation

0

0

-128.750

15

Income tax

8.521.458

17.825.186

1.537.644

11

NET INCOME FOR THE FINANCIAL YEAR Minority's share of net income Majority's share of net income

-763.923

4.043.898

-2.943.460

12.972.686

-128.750

0

-2.814.710 11.289 -2.825.998

12.972.686 0 12.972.686

ALLOCATION OF NET INCOME AND EQUITY TRANSFERS 8.521.458

17.825.186

1.537.644

Transferred to other equity

8.521.458

17.825.186

1.537.644

Total allocations and equity transfers

*)

3

Changed accounting principles for experience adjustments, see note 1.

-2.825.998

Consolidated financial statements Uni Research AS Balance sheet at 31 December PARENT COMPANY 2014

2014

2015

2014

Total intangible assets

1.176.113

0

Tangible fixed assets Land, buildings and other property Fixture and fittings, tools, office machinery, etc

3.228.293 3.422.035

0 5.810.932

3.387.544

Total tangible fixed assets

6.650.328

5.810.932

51.000 4.000.000 9.800.000 78.212

Financial non-current assets Overcoverage pension liabilities Investments in subsidiary companies Loans to group companies Investments in associated companies Investments in shares

0 0 42.367.248 200.212

0 0 46.632.014 78.212

3.648.412 1.018.568 0

0

0

4.666.980

0 5.810.932

0 5.810.932

0 3.387.544

5.810.932

5.810.932

5 15 5

Non-current assets Intangible assets Research and development Deferred tax assets Badwill

2015

0 0 0

0 0 0

0 0 9.800.000 78.212

NOTE ASSETS

3.952.841 1.018.568 -3.795.296

0 0 0

24.862.500 0 0 9.800.000 78.212

6, 16 6

7 9 7 8

34.740.712

9.878.212

13.929.212

Total financial non-current assets

42.567.460

46.710.226

40.551.644

15.689.144

21.983.736

Total non-current assets

50.393.901

52.521.158

Current assets Receivables Accounts receivable Sales not invoiced Other receivables

54.914.900 47.663.575 4.449.619

59.842.366 45.147.561 2.421.142

107.028.094

107.411.069

Current investments Equity fund Bond fund Fixed income fund

15.318.292 31.370.387 6.629.080

25.371.950 22.855.285 16.733.210

Total current investments

53.317.759

64.960.445

59.842.366 45.147.561 2.421.142

59.842.366 45.147.561 2.421.142

50.469.804 40.618.246 4.140.933

107.411.069

107.411.069

95.228.983

25.371.950 22.855.285 16.733.210

25.371.950 22.855.285 16.733.210

15.318.292 31.370.387 6.629.080

64.960.445

64.960.445

53.317.759

14

Total receivables

8 8 8

43.378.183

43.378.183

38.734.327

40.760.366

43.378.183

215.749.697

215.749.697

187.281.069

Total current assets

201.106.218

215.749.697

256.301.341

231.438.841

209.264.805

TOTAL ASSETS

251.500.119

268.270.855

*)

4

*)

GROUP

18

Cash and cash equivalents

Changed accounting principles for experience adjustments, see note 1.

Consolidated financial statements Uni Research AS Balance sheet at 31 December 2014

2014

*)

2015

NOTE EQUITY AND LIABILITIES

17.500.000 17.326.200

17.500.000 17.326.200

17.500.000 17.326.200

34.826.200

34.826.200

34.826.200

87.355.714

36.284.898

42.482.135

87.355.714

36.284.898

42.482.135

10 11

11

11 122.181.914

71.111.098

2014

Equity Paid-in capital Share capital (17.500 shares at NOK 1.000) Share premium

17.500.000 17.326.200

17.500.000 17.326.200

Total paid-in capital

34.826.200

34.826.200

Retained earnings Other equity

74.950.506

73.116.912

Total retained earnings

74.950.506

73.116.912

60.288

0

109.836.994

107.943.112

Minority interests

77.308.335

Total equity Liabilities Provisions for liabilities and charges Pension obligations

12.465.332

26.208.316

Total provisions for liabilities and charges

12.465.332

26.208.316

0

26.208.316

12.465.332

0

26.208.316

12.465.332

0

0

Other non-current liabilities 0 13, 16 Other non-current liabilities

2.914.985

0

0

0

0

Total non-current liabilities

2.914.985

0

15.415.418 0 20.030.975 71.976.839 26.696.195

15.415.418 0 20.030.975 71.976.839 26.696.195

15.160.599 889.818 20.590.098 58.027.206 24.823.417

15.870.248 398.644 23.470.660 58.027.206 28.516.050

15.415.418 0 20.030.975 71.976.839 26.696.195

134.119.427

134.119.427

119.491.138

Total current liabilities

126.282.807

134.119.427

134.119.427

160.327.743

131.956.470

Total liabilities

141.663.124

160.327.743

256.301.341

231.438.841

209.264.805

TOTAL EQUITY AND LIABILITIES

251.500.119

268.270.855

*)

5

2015

12

14 15

14

Current liabilities Accounts payable Current income taxes payable Other taxes and withholdings Prepayments from principals/ income not earned Other current liabilities

Changed accounting principles for experience adjustments, see note 1.

CONSOLIDATED FINANCIAL STATEMENTS 2015

Uni Research AS

6

Consolidated financial statements Uni Research AS Cash flow statement PARENT COMPANY 2014

GROUP 2015

2015

2014

-2.943.459 4.375.390 2.409.942 0 -3.497.128 4.927.466 454.830 -22.809.151

17.825.186 0 1.821.765 0 -7.831.149 -17.546.363 -369.565 -28.515.933

-17.082.110

-34.616.059

-3.669.457 -304.429 3.795.296 0 15.239.814 -283.625 -3.228.293

-2.827.605 0 0 0 20.004.230 0 0

11.549.306

17.176.625

CASH FLOW FROM OPERATIONS:

17.825.186 0 1.821.765 0 -7.831.149 -17.546.363 -369.565 -28.515.933

1.408.894 0 2.352.274 -9.083.391 -3.497.128 9.372.562 -254.819 -12.453.764

Operating income before taxation Share of net income without cash effect Depreciation and amortisation Pension expenses without cash effect Items classified as investment or financing activities Change in trade receivables Change in trade payables Changes in other current assets and other liabilities

-34.616.059

-12.155.372 Net cash flow from operations

CASH FLOW FROM INVESTMENT ACTIVITIES:

-2.827.605 0 0 0 20.004.230 0 0 17.176.625

-3.577.298 0 0 -51.000 15.139.814 0 -4.000.000

Outflows due to purchases of fixed assets Outflows due to purchases of intangibles Outflows due to purchases of financial non-current assets - Equity Outflows due to purchases of financial non-current assets - Shares Inflows due to investments in financial non-current assets - Shares Outflows due to investments in financial non-current assets - Shares Outflows due to investments in financial non-current assets

7.511.516 Net cash flow from investment activities

CASH FLOW FROM FINANCING ACTIVITIES:

0

0 Inflow due to new non-current liabilities

2.914.985

0

0

0 Net cash flow from financing activities

2.914.985

0

-4.643.856 Net change in bank deposits, cash and equivalents 43.378.183 Bank deposits, cash and equivalents at 1 January

-2.617.819 43.378.183

-17.439.434 60.817.618

38.734.327 Bank deposits, cash and equivalents at 31 December

40.760.364

43.378.184

-17.439.434 60.817.618 43.378.184

7



Notes to the accounts, year ended 31 December 2015

depreciation schedule. Other long-term liabilities, as well as short-term liabilities, are valued at nominal value.

FOREIGN CURRENCY All balance sheet items denominated in foreign currencies are translated into NOK at the exchange rate prevailing at the balance sheet date.

INTANGIBLE FIXED ASSETS

Note 1 Accounting policies

Expenses relating to the development of intangible assets, including research and development expenses, are capitalized when it becomes probable that the future economic benefits arising from the assets will accrue to the company, and the cost of the assets can be reliably measured.

The financial statements have been prepared in accordance with the Norwegian Accounting Act of



1998 and generally accepted accounting principles in Norway.

Intangible assets that are acquired separately, are recognised at historical cost. Intangible assets



acquired in a business combination, are recognised at historical cost when the criteria for balance

CONSILIDATION PRINCIPLES

sheet recognition have been met.

The consolidated financial statements consist of Uni Research and its subsidiaries, where Uni Research



has a controlling interest through legal or actual control. The consolidated financial statements are

Intangible assets with a limited economic life are amortised on a systematic basis. Intangible



prepared in accordance with uniform accounting policies for uniform transactions in all companies

assets are written down to the recoverable amount if the expected economic benefits are not



included in the consolidated financial statements. All material transactions and group inter-company

covering the carrying amount and any remaining development costs.



balances are eliminated. Investments in companies where the group has significant influence (associate companies) are treated in accordance with the equity method in the consolidated

SHARES IN SUBSIDIARIES AND ASSOCIATES

financial statements. Significant influence normally exists when the group owns between 20 and 50

Subsidiaries and investments in associates are carried at cost. A write-down to fair value will be

percent of the voting capital.

performed if the impairment is not considered to be temporary, and an impairment charge is



deemed necessary according to generally accepted acccounting principles. Received dividends

Shares in subsidiaries are eliminated in accordance with the acquisition method. This involves the

and group contributions are recognised as other financial income. The same applies for

acquired company’s assets and liabilities being assessed at fair value on the date of acquisition, and any

investments in associates.

value added/deducted is classified as goodwill/badwill.

OTHER SHARES CLASSIFIED AS NON-CURRENT ASSETS VALUATION AND CLASSIFICATION OF ASSETS AND LIABILITIES

Other non-current investments in shares and in general and limited partnerships, in which the

Assets intended for permanent ownership or use in the business are classified as non-current assets.

company does not have significant influence, are carried at cost. The investments are written

Other assets are classified as current assets. Receivables due within one year are classified as current

down to fair value if a decline in the value is expected to be permanent. Dividends received from

assets. The classification of current and non-current liabilities is based on the same criteria.

these companies are recognised as financial income.





Current assets are valued at the lower of historical cost and fair value.

FINANCIAL INSTRUMENTS AND DERIVATIVES



Financial instruments, including shares and bonds, which

Fixed assets are carried at historical cost, but are written down to their recoverable amount if this is l



ower than the carrying amount and the decline is expected to be permanent. Fixed assets with a

- are classified as current assets,

limited economic life are depreciated on a systematic basis in accordance with a reasonable 8

- are included in a trading portfolio, and held with the intention to sell

- are traded on a stock exchange, authorised market or equivalent regulated foreign market, and

life to the extent they exceed 10% of the greater of the pension obligation and the plan

- have satisfactory diversity of ownership and liquidity are recognised at fair value on the balance

assets (corridor) but charged directly to the company retained earnings. The effect of these

sheet date. Other investments are recognised at the lower of average acquisition cost and fair value at

changes are included in the comparative figures. Changes from previous accounting principles are

the balance sheet date.

reflected in note 11 regarding Equity and note 12 regarding Pension plans.

REVENUE

The net post-employment benefit obligation is the difference between the present value of the

Sale of services:

pension obligations and the value of plan assets that are invested for the purpose of paying the

Revenue is recognised when it is earned, i.e. when the claim to remuneration arises. This occurs when

post-employment benefits. Plan assets are recognised at fair value. A valuation of post-employment

the service is performed, as the work is being done. The revenue is recognised with the value of the

benefit obligations and plan assets is carried out as of the balance sheet date. An accrual for

remuneration at the time of transaction.

social security costs is included in the figures, calculated based on the net actual post-employment benefit deficit. Post-employment benefit obligations associated with the early retirement pension

PROJECTS/CONTRACTS

(AFP), in accordance with the LO/NHO arrangement, are a multi-employer defined benefit plan,

For contracts, revenue is recognised continually based on the stage of completion of the project

but is recorded as a defined contribution plan, as it is not measurable.

(the percentage of completion method). The stage of completion is calculated from the incurred costs on the balance sheet day as a percentage of total estimated costs. For construction contracts

COST OF SALES AND OTHER EXPENSES

expected to yield a loss, an accrual is made for the net costs of the remaining contractual production.

In principle, cost of sales and other expenses are recognised in the same period as the revenue to which they relate. In instances where there is no clear connection between the expense and

RECEIVABLES

revenue, the apportionment is estimated. Other exceptions to the matching criteria are disclosed

Trade receivables and other receivables are recognised at nominal value, less the accrual for expected

where appropriate.

losses of receivables. The accrual for losses is based on an individual assessment of each receivable.

INCOME TAXES - THE COMPANY IS PARTIALLY SUBJECT CASH AND CASH EQUIVALENTS

TO TAXATION

Cash and cash equivalents include cash, bank deposits and other monetary instruments with a maturity

Tax expenses are matched with operating income before tax. Tax related to equity transactions e.g.

of less than three months at the date of purchase.

group contribution, is recognised directly in equity. Tax expense consists of current income tax expense and change in net deferred tax. Deferred tax

POST-EMPLOYMENT BENEFITS

liabilities and deferred tax assets are presented net in the balance sheet.

Defined contribution plans are accounted for according to the matching principle. Contributions to the pension plan are recorded as expenses.

GOVERNMENT GRANTS Investment grants are recognised in the balance sheet based on gross amounts, and allocated to

Defined benefit plans are post employment benefit plans other than defined contribution plans. In

operating income over the economic life of the investment. Operating grants received are matched

accounting for defined benefit plans, the obligation is expensed over the service life according to the

with their corresponding costs.

plan benefit formula. The method of allocation corresponds to the plan benefit formula, unless the bulk of the service costs accrue towards the end of the service life. In such instances, the service cost is

CHANGE IN ACCOUNTING PRINCIPLES AND

allocated on a straight-line basis. A straight-line allocation is therefore applied for post-employment

COMPARATIVE FIGURES

benefit plans operated in accordance with the occupational pension legislation.

The company has changed accounting principles for post employment benefits. Comparative figures for 2014 has been changed according to these new accounting principles

The company has changed accounting principles for experience adjustments. Experience adjustments and the effect of changes in assumptions are no longer amortised over the expected remaining service 9

Numerically effect is reflected in note no. 11

Note 2

Sales revenue

Parent company 2014 28.565.853 57.889.300 93.117.906 46.790.108 63.055.512 45.667.959 62.840.103 397.926.740

Group 2015 18.974.194 53.970.319 105.602.572 57.878.475 74.713.536 48.046.752 7.750.741 366.936.590

Per area of operation: Computing Energy Health Climate Environment Social science Other Total

2015 18.974.194 65.450.234 105.602.572 57.878.475 74.713.536 48.046.752 7.750.741 378.416.505

2015 339.910.465 10.111.289 3.404.584 3.093.085 2.284.572 1.416.678 1.379.821 1.272.216 4.063.880 366.936.590

Per geographic market: Norway Belgium Germany Canada France Poland Oman Kuwait Other countries Total

2015 351.390.380 10.111.289 3.404.584 3.093.085 2.284.572 1.416.678 1.379.821 1.272.216 4.063.880 378.416.505

Parent company 2014 362.164.098 15.215.702 2.208.523 3.797.289 1.665.458 1.557.039 11.318.631 397.926.740

10

2014 28.565.853 57.889.300 93.117.906 46.790.108 63.055.512 45.667.959 62.840.103 397.926.740

Group 2014 362.164.098 15.215.702 2.208.523 3.797.289 1.665.458 1.557.039 11.318.631 397.926.740

Note 3

Payroll costs, number of employees, benefits, loans to employees etc.

Payroll costs

Parent company

Group

2014 220.685.083 35.403.875 17.725.255 555.662 274.369.874

2015 206.004.891 33.617.015 24.611.497 3.337.162 267.570.565

365

324

Wages and salaries Social security tax Pension costs (see note 12) Other benefits Total Average number of employees during the year

Directors' remuneration General manager Board of directors Corporate assembly

Lønn 1.502.602 563.000 -

2015 213.233.873 34.176.741 25.312.795 3.248.412 275.971.821

2014 220.685.083 35.403.875 17.725.255 555.662 274.369.874

353

365

Pensions 180.312 -

benefits -

Auditor Remuneration to Deloitte AS and their associates is as follows:

Parent company 2014 287.129 100.500 32.000 419.629

11

Group 2015 266.200 201.000 171.000 638.200

Statutory audit Other assurance services Tax couselling Other services Sum

2015 266.200 201.000 171.000 638.200

2014 287.129 100.500 32.000 419.629

Note 4

Operating costs

Specification of other operating costs

Parent company

Group

2014 18.079.769 36.223.485 13.966.967 44.536.092 112.806.313

Note 5

2015 13.280.590 33.292.563 13.325.014 39.473.849 99.372.016

Other operating costs Purchase of minor equipment Purchase of services Travelling, courses etc. Other operating expenses, working plant, rent, etc. Total

-

2015 13.476.352 33.567.044 13.608.899 40.543.462 101.195.757

2014 18.079.769 36.223.485 13.966.967 44.536.092 112.806.313

Internally developed IT 3.246.912 1.381.246 4.628.158

Total 3.246.912 1.381.246 4.628.158

979.746

979.746

Intangible assets

Parent company

Cost at 1 January 2015 Additions Disposals Cost at 31 Desember 2015 Acc. amortisation at 31 December 2015 Net accumulated and reversed impairment at 31 December 2015 Accumulated and reversed amortisation and impairment at 31 Dec. 2015 Balance at 31 December 2015 Current year amortisation charge Current year impairment charge Current year reversal of impairment charges Economic life Amortisation method

12

-

-

3.648.412

3.648.412

925.632 -

925.632 -

5 years straight-line

Group

266.667 266.667

Internally developed IT 3.246.912 1.467.156 4.714.068

Total 3.246.912 -2.061.473 1.185.439

-

26.668

1.001.226

1.027.894

-

-

R&D

Badwill Cost at 1 January 2015 Additions Disposals Cost at 31 Desember 2015

-3.795.296 -3.795.296

Acc. amortisation at 1 Jan. 2015 Net accumulated and reversed impairment at 31 December 2015 Accumulated and reversed amortisation and impairment at 31 Dec. 2015 Balance at 31 December 2015

-3.795.296

Current year amortisation charge Current year impairment charge Current year reversal of impairment charges

-

Economic life Amortisation method

Note 6

5 years straight-line

-

239.999

3.712.842

157.545

26.668 -

947.112 -

973.780 -

5 years straight-line

5 years straight-line

Property, plant and equipment

Parent company Land

13

-

Buildings

Plant and machinery -

Cost at 1 January 2015 Additions, purchased Additions, in-house manufactured Disposals Cost at 31 Desember 2015 Including capitalised interest cost on manufactured additions

-

-

-

-

-

Acc. depreciation at 31 Dec 2015 Net accumulated and reserved impairment at 31 December 2015 Accumulated depreciation and impairment at 31 Dec. 2015 Balance at 31 December 2015

-

-

-

-

-

-

-

-

-

Fittings and fixtures 14.377.138 2.196.052 16.573.190 13.185.646 13.185.646 3.387.544

Total 14.377.138 2.196.052 16.573.190 13.185.646 13.185.646 3.387.544

Current year amortisation charge Current year impairment charge Current year reversal of impairment charges Economic life Depreciation method

-

-

-

Not amortised

Cost at 1 January 2015 Additions, purchased Additions, in-house manufactured Disposals Cost at 31 Desember 2015 Including capitalised interest cost on manufactured additions Acc. depreciation at 31 Dec 2015 Net accumulated and reserved impairment at 31 December 2015 Accumulated depreciation and impairment at 31 Dec. 2015 Balance at 31 December 2015 Current year amortisation charge Current year impairment charge Current year reversal of impairment charges Economic life Depreciation method

14

1.426.642 -

3-5 years straight-line

Group Land 3.228.293 3.228.293

1.426.642 -

Buildings -

Plant and machinery -

Fittings and fixtures 14.377.138 2.240.063 16.617.201

-

-

-

-

-

-

-

-

-

-

-

13.195.166 3.422.035

13.195.166 6.650.328

-

-

1.436.162 -

1.436.162 -

3.228.293 Not amortised

-

Total 17.605.431 2.240.063 19.845.494

13.195.166 -

5 years straight-line

13.195.166 -

Note 7

Investments in subsidiaries and associated companies

Company Uni Research Polytec AS CMR AS

Date of acquisition 1/9 2015 1/12 2004

Consolidated (yes/no) yes yes

Registered office Haugesund Bergen

Ownership share 51 % 35 %

Net income Equity latest financial latest financial statements statements 148.759 4.044.055 -12.501.117 113.758.015

Company Uni Research Polytec AS CMR AS

Haugaland Kunnskapspark AS 110.625

Companies recorded using the equity method: Acquisition cost Share of equity at the time of aquisition in 2004 Share of equity 31/12 2014 Share of current year net income Closing balance at 31 December 2015

Note 8

Voting share 51 % 35 %

-

CMR AS 9.800.000 32.376.417 46.632.014 -4.375.391 42.256.623

Other financial instruments

Non-current assets

Company BerGenBio AS

Share 0,84

Carrying amount

Market value

2.077

78.212

Carrying amount

Market value

2.077

78.212

Group Company

BerGenBio AS Marin Energi Testsenter AS

Share

0,84 -

20

122.000 200.212

15

Current assets

Parent company Financial instruments and commodity derivates accounted for at fair value according to the Norwegian Accounting Act § 5-8.

Cost of acquisition 18.924.727 31.142.376 6.747.081 56.814.184

Equity fund Bond fund Fixed income fund Total

Note 9

Fair value 15.318.292 31.370.387 6.629.080 53.317.759

Receivables; amounts due after more then one year

Parent company

Group

2014 -

Note 10

Change in fair value during the period 3.606.435 -228.011 118.001 3.496.425

2015 4.000.000

2015 -

Loan to Uni Research Polytec AS

2014 -

Share capital and shareholder information

The share capital in the company at 31 December 2015 consists of the following classes:

Number A-shares B-shares Total

17.500 17.500

Nominal amount Carrying value 1.000 17.500.000 17.500.000

Ownership structure Largest shareholders as of 31 December 2015:

University of Bergen Unifob Foundation Total shareholders with minimum 1% ownership Total remaing shareholders Total number of shares 16

A-shares 14.875 2.625

B-shares -

Total 14.875 2.625

Ownership share 85 % 15 %

Voting share 85 % 15 %

17.500 -

-

17.500 -

100 % 0%

100 % 0%

17.500

-

17.500

100 %

100 %

Note 11

Equity

Parent company Paid in equity Equity at 1 January 2015 This year's change in equity: Capital increase/reduction Purchase/sale of own shares Received/given group contribution Equity at 31 December 2015

Earned equity Equity at 1 January 2015 This year's change in equity: Experienced adjustment re. Post employment benefits Net income of the year Received/given group contribution Translation differences Equity at 31 December 2015

Share premium 17.326.200

17.500.000

17.326.200

Valuation variance fund -

Other equity 87.355.714

Total earned equity 87.355.714

-46.411.223 1.537.644 42.482.135

-46.411.223 1.537.644 42.482.135

-

The company has changed accounting principles for post employment benefits whereas experience adjustments and changes in experience adjustments are amotized directly to the balance of retained earnings. Amortization of experience adjustment by 31.12. 2014 -51.070.817 Amortization of experience adjustment by 31.12. 2015 -46.411.223 Changes in amortization 4.659.594 The changes og accounting principles has a cost reducing effect in 2015 of NOK 8.307.893. The equity effect is reflected above.

Group

17

Equity at 1 January 2015

122.181.914

This year's change in equity: Capital increase/reduction Added value CMR AS Net income of the year Minority interests Equity at 31 December 2015

-46.411.224 36.832.014 -2.825.998 60.288 109.836.994

Additional paid in equity -

Share capital 17.500.000

-

Note 12

Pension costs, assets and liabilities

The company is required to have an occupational post-employment plan in accordance with Norwegian legislation on occupational post-employment ("lov om obligatorisk tjenestepensjon"). The company's post-employment plan must meet the requirements of this legislation. Defined contribution plan The entity's defined contribution plan is organized in accordance with Norwegian legislation on defined contribution pensions ("lov om innskuddspensjon"). Defined benefit plan The entity's defined benefit plan provides the right to defined future benefits. These are mainly dependent on the number of years of service, the level of salary at the retirement age and the level of the government funded pension benefits. The obligations are funded through an insurance company. Accounting for the pension liability for the new AFP plan The company has a actual financial liability due to the agreement for the new AFP-plan. However, the information available in 2015 is not sufficient in order to enable recognition of a new pension liability in the financial statements for 2015. The consequence of this is that no liability is recognized for the new pension plan in 2015.

Parent company

Group

2014 2015 2015 16.989.687 9.704.448 Present value of current year service cost 9.704.448 6.445.918 3.369.635 Interest cost on projected benefit obligations 3.369.635 -7.888.069 -3.858.273 Return on plan assets -3.858.273 4.548.776 1.691.975 Accrued social security tax 1.691.975 1.049.975 2.784.014 Cost of administration 2.784.014 21.146.287 13.691.799 Net pension costs 13.691.799 The company changed to a post employment defined contribution plan as of 01.01 2015 for its employees born after 01.01 1963

Parent company 01.01.14

18

2014 16.989.687 6.445.918 -7.888.069 4.548.776 1.049.975 21.146.287

Group 01.01.15

Number of people covered by the plan

01.01.15

01.01.14

-

290 290

Defined contribution plan: Current employees Total

318 318

-

449 33 482

101 38 139

Defined benefit plan: Current employees Retirees Total

101 38 139

449 33 482

Financial assumptions (defined benefit plans) Discount rate Expected increase in salaries Expected increase in pensions Expected increase in the base amount (G-amount) Expected return on pension plan assets

Parent company

Funded

Accrued post-employment benefit obligations Plan assets (market value) Accrued social security tax Unrecognised net actuarial losses/(gains) Net pension benefit obligations

Group

Note 13

Unfunded AFP

-142.896.138 131.971.220 -1.540.413 -12.465.331 Funded

Accrued pension benefit obligations Plan assets (market value) Accrued social security tax Unrecognised net actuarial losses/(gains) Net post-employment benefit obligations

Other unfunded -

Unfunded AFP

-142.896.138 131.971.220 -1.540.413 -12.465.331

-

Total -142.896.138 131.971.220 -1.540.413 -12.465.331

-

Total -142.896.138 131.971.220 -1.540.413 -12.465.331

Other unfunded -

01.01.14 2,30 2,75 2,50 2,50 3,20

Other non-current liabilities

Parent company 2014 -

19

01.01.15 2,70 2,50 2,25 2,25 3,30

2015 -

Liabilities that mature more than five years after year end: Convertibles Bonds Borrowings from financial institutions Other non-current liabilities Total other non-current liabilities

Group 2015 2.914.985 2.914.985

2014 -

Note 14

Related party transactions and balance items

Related party transactions, profit and loss

Transaction/transaction type Accounts receivable Accounts receivable Accounts payable Other current liabilities Total

Note 15

Belongs to P&L line

Counterpart University of Bergen CMR AS University of Bergen University of Bergen

Relationship to the counterpart Shareholder Associated company Shareholder Shareholder

2015 11.767.054 1.043.675 5.124.878 17.935.607

2014 8.603.366 2.044.869 5.810.278 568.865 17.027.378

Income tax expense

Parent company

Group

2014 2015 Specification of income tax expense: 2015 889.818 Current income tax payable 398.644 -1.018.567 Changes in deferred tax -1.018.567 Effect of changes in tax rules -128.749 Tax on net income -619.923 The company is partially subject to taxation from fy 2012. The cost of income taxes for the period 2012-2015 are calculated in arrears and the net effect included in the 2015 accounts Income tax payable for fy 2012 Net effect of defecit subject to taxation for the period fy 2013-2015 (25%) Net effect of income taxes accounted for in fy 2015

2014 -

889.819 1.018.567 128.749

Postponed tax benefit balance (1.018.567) is reflected as deferred tax asset in the balance sheet

Parent company 2014 -

Group 2015 889.818 889.818

Specification of current income tax payable: This year's payable income tax expense Income tax on given group contribution Too little/much income tax allocation pervious years Current income tax payable in the balance sheet

2015 398.644 398.644

Parent company 2014 20

2014 -

Group 2015 1.018.567

Deferred tax asset in the balance sheet 25% income tax on losses carried forward

2015 1.018.567

2014 -

Note 16

Secured borrowings and guarantees

Parent company 2014 -

Group 2015 -

Secured borrowings etc: Current borrowings Debentures Borrowings from financial institutions Other non-current borrowings Total

2015 2.914.985 2.914.985

2015 -

Carrying amount of pledged assets Plant and equipment, etc. Buildings Other Total

2015 3.228.293 3.228.293

Parent company 2014 -

Note 17

Group

Solitary transactions

The Marine Molecular Biology Unit, The Sars International Centre, is as of 01.01. 2015 no longer a department with Uni Research. The 2014 department income was NOK 55.135.369 The company purchased 51% of the shares in the research company Uni Research Polytec and issued a loan to this subsidary of NOK 4.000.000

Note 18

Bank deposits

Bank deposits, cash etc. include restricted tax deduction funds with NOK 11.864.569 for the Parent company and NOK 12.757.729 for the group.

21

2014 -

2014 -

ANNUAL REPORT 2015

Examples include developing new knowledge that benefits patients of family doctors, developing and disseminating professional knowledge within local authority accident and emergency medicine, and research into side-effects relating to dental biomaterials. Within the social sciences we study how policy and reforms are shaped and implemented, as well as the effects that they have on individuals and society as a whole. The

Uni Research AS is a multidisciplinary research institute with around 400 highly-qualified employees. Its core activities are research and development for the public and private sectors in the fields of biotechnology, energy, health, climate, environment, ICT and social sciences. Uni Research AS was originally established as a foundation in 1986 under the name Stiftelsen Universitetsforskning Bergen. In 2003 the academic activity was spun off into a limited company called UNIFOB AS, which subsequently changed its name to Uni Research AS in 2009. The University of Bergen is our most important partner and main shareholder with 85% of the shares, while the foundation, Stiftelsen Universitetsforskning Bergen, owns the remaining 15%. Uni Research is a non-profit company meaning the owners are not allowed to take out dividends. Uni Research Polytec AS was established in autumn 2015 and the company is organised as part of a group with Uni Research AS as the parent company and Uni Research Polytec AS as a subsidiary. Uni Research AS owns 51% of Uni Research Polytec AS and the foundation, Stiftelsen Polytec, owns 49%. Uni Research AS also owns a 35% stake in Christian Michelsen Research AS, as well as stakes in a couple of spun-off companies. Most of the employees are based in Bergen, although Uni Research Polytec AS primarily operates in Haugesund. In the following Uni Research refers to group activities, while Uni Research AS refers to activities that only concern the parent company.

SOCIAL MISSION Our vision is to be a Premise provider for society and business. Uni Research carries out research in key areas for policy, public administration and business – nationally and internationally. Through commissions from, and in collaboration with, the business community and public agencies we contribute to value creation, renewal and innovation in companies and central and local government administration. Within the field of health we conduct research within subject areas that are important with 22 to health, lifestyle and work, both from an individual and a societal perspective. respect

research is wide-ranging, covering the spectrum from topics such as democracy, power and public administration to culture, working life and education research. The major challenges the world faces include a lack of energy and food, as well as the capacity to cope with climate change. We address these topics through research into climate models, climate forecasting and climate services. We have long experience of conducting research into increasing oil extraction, CO2 storage, offshore wind power and, in the last few years, geothermal energy. Our research into the sustainable exploitation of maritime and coastal zones forms an important part of our activities. Examples include our research into fish farming, wild fish and marine resources as a basis for fish and animal feed, newproducts and new industrial production methods. The social challenges we face today are big and complex, and require an interdisciplinary approach. Uni Research has great academic breadth and is therefore able to meet these challenges by bringing together knowledge and expertise in multidisciplinary projects.

AMBITIONS A new strategy for 2016-2020 was adopted in 2015. One of the main goals is to develop outstanding research communities in collaboration with other nationally and internationally recognised research communities. The University of Bergen (UiB) is our most important partner and during the strategy period we will strive to strengthen and develop our collaboration on research and participate in UiB’s cluster strategy. We also work closely with other research communities, regionally and nationally, including the Nansen Centre, Christian Michelsen Research, the Institute of Marine Research, IRIS, Bergen University College, the Institute for Social Research and the Norwegian Institute of Public Health. Uni Research intends to develop its scientific profile and make the most of its academic breadth in order to achieve greater interdisciplinary cooperation. We also aim to grow our international project portfolio, especially within EU projects and programmes. In addition to this, we will apply to be a host and partner in the Research Council of Norway’s centre of excellence projects with long-term funding, such as SFI, SFF and FME. Our core activities are within applied research. By connecting research with the business community and public sector we want to contribute to new knowledge, preparedness, restructuring and solutions to regional, national and global challenges. Where appropriate we will also commercialise our research results.

BASIC FUNDING

In 2015, the subsidiary Uni Research Polytec AS achieved 13 instances of publication, which resulted in

All of Uni Research AS’s departments were enrolled in the state basic funding scheme with effect from

an NVI score of 8.6 publication points.

1 January 2015. Before this we only received basic funding for one department, Uni Research Rokkan Centre. We made a systematic effort to get the entire institute into the basic funding scheme so this

PROJECT PORTFOLIO

was a major and important event. Basic funding provides us with opportunities for new initiatives and

Our research is structured as projects. At any time, we have around 800 ongoing projects. This

scientific development beyond what we could achieve through ordinary project work. It also opens

requires efficient, highly competent administration and good cooperation between researchers and

important doors to forums, provides access to incentive schemes and affords new opportunities for

administrators. Feedback and evaluations show that we have achieved this.

networking and better exposure. Uni Research AS’s project portfolio is composed as follows: 30% funding from the Research Council

ESTABLISHMENT OF UNI RESEARCH POLYTEC AS

of Norway and 42% from other public grant and project funds. In addition, 15% of the project

One important element of the strategy is that we must be open to considering mergers with other

portfolio comes from the domestic private sector and 7% of the funds from international sources

research institutes if this can strengthen the undertaking. In autumn 2015, this attitude resulted in the

(EU and private projects). The basic funding amounted to 6% of income in 2015.

establishment of Uni Research Polytec AS in collaboration with the Stiftelsen Polytec foundation. In order to achieve the best possible cooperation, Uni Research Polytec AS will, insofar as it is practically

EMPLOYEES

possible, be treated as a department of Uni Research. Joining forces in this way will enable us to

Uni Research aims to be an attractive workplace for ambitious employees that offers them good

offer greater breadth within our marine and maritime activities and engage better with the business

development opportunities and a good working environment. Working environment surveys that

community in Western Norway.

cover all employees are conducted regularly and the results are used to develop the institute further.

COMMUNICATION AND SCIENTIFIC PUBLICATION

75% of our researchers have doctoral degrees.

Disseminating research results and knowledge is a key part of the social mission of a research institute, and a top priority for Uni Research AS. Results are disseminated via a number of channels: scientific

The purpose of the Anti-Discrimination Act is to promote equal status, ensure equal opportunities

publications, books, reports, conference speeches, presentations and meetings with users, our website,

and rights, and to prevent discrimination. The company actively, deliberately and systematically

social media, the mass media, etc.

strives to advance the purposes of the Act. The activities encompass recruitment, pay and working conditions, promotion, opportunities for development, and protection from harassment.

It is important for us to reach more than just our peers and over time we have built up a good culture and expertise in relation to research dissemination, which, not least, means having a journalist in the

SKILLS DEVELOPMENT

company as part of the support system is an advantage.

At Uni Research we attach great importance to nurturing and developing our employees, while also working to ensure we have a sound basis for future recruitment. One important element of this

We conduct research into a number of topical social fields and find there is a great deal of media

work is the ‘Uni School’, which represents the systemisation of skills development in the institute.

interest in our knowledge, especially with respect to health, social and environmental research. The

Courses have been held on project management, HSE, financial management, etc. The individual

number of media items from Uni Research AS has increased greatly in the last few years.

departments also actively focus on skills development.

Uni Research’s aims to conduct research of a high international standard and wants to be among the 20

INTERNATIONAL PROFILE

most published institutions in Norway (ref. the Research Council of Norway’s indicator report). In 2015,

In 2015, Uni Research AS had around 400 employees, representing 320 full-time equivalents.

the parent company, Uni Research AS, achieved 276 unique instances of publication, which resulted in a

We are an international research institute in which around 110 of our employees have a language

Norwegian Scientific Index (NVI) score of 273.5 publication points.

and cultural background other than Norwegian. Between 30 and 40 nationalities from all over the world are represented in the group at any one time. In total the group has around 430 employees.

23

GENDER BALANCE

A total of 32 HSE incidents were reported in Uni Research AS in 2015, a clear increase on previous

Uni Research aims to increase the proportion of women among researchers and research managers.

years. Five of the incidents included personal injuries. Two of these resulted in sick leave, while the

The gender distribution in the parent company Uni Research AS is presented below:

other three involved minor personal injuries without sick leave.

Gender  distribu,on  in  the  company  

Gender  distribu,on  on  the  board  

In parallel with risk assessments and prevention, we are working on preparedness. In 2015, we refined plans and carried out drills.

50%  

50%  

Women  

40%  

Women  

Men  

60%  

By systemising meetings between safety deputies and management in the departments and at a

Men  

company level, we have formalised and strengthened participation. The sick leave rate (doctor and self-certified) in 2015 was 3.21%. In 2014, the sick leave rate was Gender breakdown of managers in the company Execu&ve  management  team  

2.68%. The increase is due to more people on long-term sick leave. The goal continues to be a Departmental  administra.on  managers  

Research  managers  

We will achieve this by continuing to work on an inclusive working life, following up individuals on

33%  

40%  

Women   60%  

Women  

Men  

low sick leave rate.

Women  

Men  

sick leave properly and systematic HSE work.

67%   100%  

EXTERNAL ENVIRONMENT Uni Research AS makes a substantial contribution to environmental research. Two departments,

General breakdown of research positions

40%  

Uni Research AS therefore wants to exercise environmental responsibility in practice. A board Women   Men  

60%  

Uni Research Climate and Uni Research Environment, primarily focus on scientific environmental research and most of our departments are involved in projects that have an environmental profile.

Research  posi,on  

resolution from 2011 means that a decision has already been taken to Eco-Lighthouse certify Uni Research AS.The head office and five of the departments have had their own certifications since 2011 and 2012 and set their own goals for local environmental work. Thanks to co-localisation, Uni Research AS will now have a general certificate from 2016.

HEALTH, SAFETY AND THE ENVIRONMENT

ACCOUNTS 2015

A good working environment, with a focus on health and safety, is a precondition for good research.

In 2015, Uni Research AS’s operating revenue totalled NOK 367 million and its operating deficit

Occupational health and safety (HSE) is a natural element in all project planning and execution at Uni

NOK 2.3 million. The company invested NOK 3.5 million in ‘new focus areas’, i.e. costs for work in

Research.

research areas we wish to develop, but which are not covered in the development phase. We have

Besides planning the movement and facilitation of new areas, we focused on risk and prevention in our

chosen not to capitalise these development costs, but to expense them directly as they arise.

projects in 2015. This included the development of an electronic system for safe job analyses. We have

Uni Research AS has good liquidity. We achieved a satisfactory return on investments in mutual,

also developed an electronic reporting system for HSE related incidents with the aim of simplifying

bond and money market funds, despite it halving since 2014. The investments provided a combined

reporting. This has been achieved.

return of 6%. The net financial result totalled NOK 3.8 million, which represented a profit for the year of NOK 1.5 million before tax.

24

In 2015, the company was found partially liable for tax with effect from 2012. The tax costs for the period 2012 to 2015 have been calculated in arrears and the net effect is taxation revenue of NOK 128,000. The company profit for the year was NOK 1.4 million. The company’s debt is low. Our largest liability is to contributors in the form of advance payments. Uni Research AS has a solid customer base and the risk associated with liquid funds, accounts receivable and liabilities is therefore regarded as low. However, risk has risen in line with a rising number of new private sector customers. Uni Research is always working on applications for new research projects and traditionally the coverage of employees has been 60-70% at the start of a new year. Uni Research’s operating revenue totalled NOK 378 million and its operating deficit NOK 2.2 million. The group posted a loss for the year of NOK 2.8 million following the addition of the share of the result from the associated company Christian Michelsen Research. The consolidated financial statements have been prepared on the basis of a going concern assumption. The profit for the year is allocated to equity and presents a true and fair picture.

OUTLOOK The oil and gas sector in Norway is experiencing a difficult economic period and this is expected to continue in 2016. The downturn is naturally having an impact through reduced demand for research in this industry. At the same time, some export industries, such as salmon farming, are benefiting from the effects of a weak NOK exchange rate and low interest rates and are therefore experiencing a good period with the corresponding greater interest in research. The public sector is also undergoing change, for example the higher number of asylum seekers is increasing the need for new expertise in the local government sector. The same is true when it comes to climate change, where the need for analysis and preparedness in local authorities requires access to regional climate information. Given our great academic breadth, we are affected by all of these trends, but less vulnerable than we would have been had we concentrated on a single market. Given that our areas of research also correspond with the government’s long-term research priorities, we believe that we are generally wellplaced to meet the future. We are in a position to withstand economic downturns and contribute to new knowledge, preparedness, restructuring and solutions to pressing social challenges.

Bergen, 7 April 2016 25

26