Enea Data AB (publ) Annual Report 2002

Enea Data AB (publ) Annual Report 2002 “Nothing is impossible for us!” Enea Data AB Annual Report 2002 ANNUAL GENERAL MEETING The annual general ...
2 downloads 2 Views 1MB Size
Enea Data AB (publ) Annual Report 2002

“Nothing is impossible for us!”

Enea Data AB Annual Report 2002

ANNUAL GENERAL MEETING The annual general meeting of shareholders is scheduled for Wednesday May 14, 2003, at 3 p.m. at the Täby Park Hotel, Kemistvägen 30, 183 79 Täby, Sweden. Shareholders who wish to attend the meeting must be registered with the Swedish Central Securities Depository & Clearing Organisation VPC AB (“VPC”) as of Friday, May 2, 2003.

Shareholders should also notify Enea Data AB (publ) no later than Wednesday, May 7, 2003. Notification may be made in writing to Enea Data AB, Box 232, 183 23 Täby, Sweden, by phone at +46 8 507 140 00 or by e-mail to [email protected]. Your application should include your name, national registration number (for private individuals) or corporate identity number (for companies), stockholding, address, telephone number, and details about your proxy, if applicable.

DIVIDENDS The board and the president propose no dividend for 2002.

REPORTING DATES Interim report for the first quarter: May 9, 2003

Interim report for the third quarter: November 7, 2003

DIVIDEND POLICY Dividends shall correspond to 25 percent of profit after tax.

Interim report for the second quarter: August 8, 2003

Preliminary report of 2003 Earnings: February 6, 2004

Contents 4 6 7 8 10 14

Summary The Enea Share Vision, Strategy and Goals Letter from the CEO Enea Embedded Technology Enea Systems

18 19 20 21 22 24

Employees & Environmental Policy Executive Management Board of Directors and Auditors The Board’s Program Five-Year Summary Directors’ Report

25 26 28 29 30 35

Income Statement Balance Sheet Cash Flow Analysis Accounting Principles Notes Auditor’s Report

PRODUCTION: WWW.BILDBITEN.COM PHOTO: JENNY HALLENGREN & ENEA PRINT: WIKSTRÖMS MARCH 2003

Enea Data AB Annual Report 2002

3

Summary

Summary for 2002 Market Developments We entered the New Year in 2002 leaving behind us a market that had been in deep recession in 2001. We were dimensioned for a continuing weak market, but not for a market continuing in recession. The global market for investment in real-time operating systems has shown a marked restraint, while the Swedish consultancy market showed large regional variations.

“We have been building safety-critical systems for over 30 years”

This means that during the year we have reported major losses in three of our four subsidiaries.The imbalance between revenue and costs was largest for OSE operations in the USA, and for consultancy operations in the Stockholm area. Structural Changes During the fall of 2002, the Group was re-organized into two branches of operations: Enea Embedded Technology, which is a global supplier of services and software in the real-time area; and Enea Systems, which comprises Swedish consultancy operations with a strong local profile in selected niche markets. The restructuring program also involved a retrenchment package to reduce costs and boost cash flow throughout the entire Group. A new salary model, with a lower fixed salary, was introduced in Sweden in February 2003, and salary reductions for management and for personnel outside of Sweden were implemented in December 2002. The management for product operations was moved from the USA to Sweden. All of these measures give us the strength to run our operations even during a period of a weak market trend and give a good, solid position for the future. At the beginning of 2003, a third branch of operations was started, primarily directed towards supplying products for the positioning of mobile phones to mobile phone operators. This branch of operations, called Enea Services Enabling Technology, further strengthens Enea’s orientation towards providing combinations of high-tech products and services.

2002 in Brief Group net sales

SEK 684 M (-19%)

Group earnings before taxes

Group earnings

SEK -388 M (-55%)

Non-recurring items burdens the result with net SEK -143 M

4

Enea Data AB Annual Report 2002

SEK -292 M (-26%)

• The decision to restructure the Group from four to two areas of business • The decision to make the OSE Group Swedenbased

Summary

Summary for 2002 Net sales, SEK M 1000

Net operating profit, SEK M

Operating profit, %

Average no of employees

40 20

8 4

900

0

0

600

800 600 400

300 -20 -40 -60

Net sales (SEK M)

January - December Enea Realtime Enea Business Software Enea TekSci Consulting adjustments Consulting business OSE Systems* Parent company, other, adj, gw** Enea Group

Actual 2002 310.3 91.9 118.6 -5.7 515.1 198.9 -29.6 684.4

Actual 2001 373.5 165.5 182.9 -9.8 712.1 228.7 -55.3 885.5

Operating profit/loss

January - December Enea Realtime Enea Business Software Enea TekSci Consulting business OSE Systems* Enea Group

2 20 0

20 01

Operating profit/loss after net financial income/expences

Actual 2002 -67.6 -33.5 4.0

Actual 2001 -1.5 -23.7 16.1

Actual 2002 -73.0 -35.6 4.4

Actual 2001 -5.7 -25.5 17.2

-97.1 -192.1 -98.6 -387.8

-9.0 -229.9 -10.6 -249.5

-104.2 -202.1 14.0 -292.3

-14.0 -237.1 19.9 -231.2

Operating profit/loss (%)

20 00

20 02

20 01

99 20 00

0 19

02

01

20

00

20

20

19 99 20 00 20 01 20 02

19 99

-200 -400

0

19 99

200

Actual 2002 -22% -36% 3% -19% -97% -57%

Actual 2001 0% -14% 9% -1% -101% -28%

Net margin

Actual 2002 -24% -39% 4% -20% -102% -43%

Actual 2001 -2% -15% 9% -2% -104% -26%

* OSE Group including Polyhedra from May 1, 2001 Any summation differences are due to figures being rounded up. **Parent company, other companies, adjustments, goodwill

Enea Data AB (Täby, Sweden) is the Parent Company in the Group. Management and investors relations are found here.

Enea Data AB Annual Report 2002

5

The Enea Share

The Enea Share OWNERSHIP AS OF DECEMBER 31, 2002 2002 26,573

Number of shareholders

Number of shares

2001 27,216

Owner categories 10 largest individual shareholders Lindberg Per 8,850,000 Lindberg Herman bolag 7,700,000 Robur fonder 4,121,406 Nordea fonder 3,735,325 Industritjänstemannaförb. 3,100,000 Skandia 2,824,292 Waldén Kim 1,757,100 Hemmingsson Håkan 1,639,500 Steinholtz Bo 1,602,900 Johannesson Eskil 1,356,400 Total 10 largest shareholders 36,686,923 Other 141,776,696 Total 178,463,619

Percentage part of share capital and votes 2002 2001 21.8 18.5 78.2 81.5

Owner categories Foreign owners Swedish owners Of which Institutions Mutual funds Private persons including small businesses

7.2 4.9

14.8 10.4

66.1

56.2

SHARE CAPITAL Aktie No. of shares No. of votes Capital (KSEK) January 1, 2002 177,544,700 177,544,700 8,877 Share issue 2002 918,919 918,919 46 December 31, 2002 178,463,619 178,463,619 8,923

THE ENEA SHARE Profit per share Profit per share with full dilution (SEK) Cash flow per share (SEK) Cash flow per share after full dilution (SEK) Equity per share (SEK) Equity per share with full dilution (SEK) Dividend per share (SEK) Share price at December 31, 2002 (SEK) P/E ratio Price/shareholders’ equity (%)

Percentage part of share capital votes 5.0 4.3 2.3 2.1 1.7 1.6 1.0 0.9 0.9 0.8 20.6 79.4 100.0

Future possible dilution from stock options SO2, maturity date May 31, 2003 (redemption price 106,04) 3,750,000 Total 182,213,619

2002 -1.18 -1.18 -0.15 -0.15 1.24 1.24 0.00 1.53 neg. 123

2001 -0.95 -0.95 -0.62 -0.62 3.19 3.19 0.00 5.45 neg. 171

2000 0.11 0.11 1.22 1.22 4.18 3.91 0.05 37.60 333 900

1999 0.21 0.19 -0.91 -0.91 0.99 0.92 0.05 26.20 126 2,641

1.9

1998 0.16 0.15 -0.66 -0.66 0.72 0.67 0.04 6.92 44 959

Values for previous years have been adjusted for the 1:4 split in 1998 and 1:25 split in 2000.

Share Trend The Share Afv General index

Volumes traded thousands

(incl. trades after closing)

8 7

The Share Afv General index 100 80

6

60

5

40

Equity per share (left) Profit per share less (right)

4

15000 2

12000

9000 1

SEK

SEK

20 3

4

0,5

3

0,0

2

-0,5

1

-1,0

0

-1,5

6000

6

FEB

MAR APR

MAY

JUN

JUL

AUG

Enea Data AB Annual Report 2002

SEP

OCT

NOV DEC

JAN 03

FEB (c) SIX

98

99

00

01

02

03 (c) SIX

20 00 20 01 20 02

DEC JAN 01 02

19 99

0.5

0.5

19 98

3000

Vision, Strategy and Goals

Vision, Strategy and Goals Vision Enea is one of the most widely acknowledged suppliers for the development of reliable systems and advanced products on the global market. Our leading position is based on an understanding of our customers’ needs, our specialized technical knowledge, and our uniquely extensive experience. We are world-leaders in real-time operating systems for embedded applications and our real-time technology is the market standard for computerized communications products.

Our acknowledged expertise in requirements analysis, system architecture, system design, integration, and testing makes us the leading supplier in the Nordic countries of reliable and usable systems and products. We meet our customers’ very stringent demands on quality for development combined with low maintenance costs. Our solid reputation since the 1960s makes us a first choice both as a supplier and as an employer.

Enea’s Business Concept “We put your new ideas into practice”

Supplying the global market with products, services, and training for advanced real-time technology and system development for customers with high demands on quality, functionality, and economical maintenance.

Enea’s Strategy • Offering real-time products with superior functionality and quality • Offering local service to our international customers • Independent offices that operate based on local market needs • Encouragement of internal efficiency • Being an employer known for an environment that encourages personal growth and human values

Enea’s Goals • Acknowledged as the world’s leading supplier of real-time technology on the communications market • Acknowledged as the market leader in advanced system development in selected market segments • Sustainable operating margin of at least 10%

Enea Data AB Annual Report 2002

7

Letter from the CEO

2002 - New Circumstances Demanded Radical Restructuring other suppliers for further development and processing in their own products. This means that decisions on which operating system to use and the choice of system architecture are becoming increasingly significant, which is also opening the way for new business models that are different to those we have been accustomed to seeing previously.

Result for 2002 When we started the New Year 2002, it was after an exceptionally strong market recession during 2001. We were dimensioned for a continuing weak market, but not for a market continuing in recession. This has meant that during the year we have reported major losses in three of our four subsidiaries. Big imbalances between revenue and costs have been reported in OSE operations in the USA and consultancy operations in the Stockholm area. As a consequence of this, both of these areas of operations were radically restructured during the fall. The overall result for the Group during the first half of the year was strongly negative. This led us to interview our customers concerning how they viewed us as a supplier and to get their opinions on our offering of products and services. The answers we got from these interviews have further reinforced my belief in Enea. It is quite clear that we deliver both products and services of world class, and that our customers will continue to choose Enea for a very long time into the future.

Our Business Environment During the past year, the downturn in the global telecommunications market that began in 2001 continued and was even stronger. This also affected the Swedish consultancy market, which weakened progressively during the year. The general market outlook for industrial investment was also weak, and has shown no signs of recovery. Both our existing and prospective customers have shown a marked tendency to postpone investment decisions and development projects, and to concentrate their development efforts more clearly on their core areas of operations in a smaller number of geographical locations. All in all, this has had a negative impact on our license revenues for OSE products, and on our consultancy operations. As their products become increasingly complex, our customers are attempting to get the most out of their investments by using one and the same platform for several products, to a far greater extent than previously. In many instances, the platform is sold as a separate product to

8

Enea Data AB Annual Report 2002

Most of our customers have a preference for suppliers with a broad range of products, service and training. They also expressed clearly that they would like us to be able to offer them a greater degree of flexibility than is currently the case. The results of the interviews and other analysis lead to the Group’s new structure. During the year, our thirty-five percent holding in Combitech Systems was sold to Saab AB, which resulted in a capital gain of SEK 91.5 million. Other items of a nonrecurring kind in the statement of income for 2002 are restructuring costs of SEK -100 million, write-down of goodwill amounting to SEK -173 million, and reversal of an allocation with respect to the OSE option program of SEK +37 million.

New Business Concept and a New Structure The radical restructuring of the Group begun during the fall constitutes a consolidation and concentration of operations in a number of ways. The head office and management of product operations have been moved from the USA to Sweden and integrated with product-related

Letter from the CEO

consultancy operations. As a consequence of the new structure, all operations are now managed from Sweden. Swedish product-independent consultancy operations in Enea Systems have been organized with profitability in each and every unit as the main objective All this, together with a new salary model with a lower fixed part of the salary introduced in most parts of the Group, have resulted in fixed costs having been reduced by 30%, or just on SEK 300 million, as we entered 2003. The pace at which this restructuring has been implemented is clear evidence of the strong commitment of Enea’s personnel to Enea, which is currently helping us to change Enea’s culture towards one that is more businessoriented, making us better prepared to act quickly in our very dynamic business environment. At the center of these changes lies not only our profitability but also naturally our ability to better satisfy our customer’s wants and needs. Our customers are demanding a broader offer and a greater degree of flexibility from us as suppliers. We are meeting this challenge through the creation of a business concept that integrates both products and services into one organization. One important point of doing this is that we are thus able to capitalize more on our already acknowledged know-how in realtime technology, and are thereby able to help our customers to adapt our standard products to their requirements effectively and efficiently on those occasions that this is what they require. Outside of the Stockholm area, Enea has a number of high-profile offices where we are able to take advantage of a strong local market position in their respective local markets. We are also strengthening the cooperation between all parts of the Group in order to become even better at giving local customers access to the Group’s collective resources. Weak demand has meant that a large number of employees have had to leave the Group. During the year, the number of employees has been reduced by 213 people. I sympathize strongly with those who have had to leave us, at the same time there is a strong commitment to Enea throughout the organization in these difficult times.

Enea as a Supplier In dialog with our customers, it has been very apparent that we play a very important role for most of them. With many, we have a relationship stretching back many years in which both parties have shown great confidence and trust in each other. In these tough times in the market, this relationship has been strengthened - we are concen-

trating our energies on our customers’ most important projects and working hard to be the partner our customers need to be able to boost their competitiveness. We are mindful of safeguarding these investments of trust and confidence that we have built up among our customers. And we are developing them further through remaining close to our customers - a closeness that allows us to focus in the long term on developing our offer in the right direction.

Outlook for 2003 We anticipate that the market will only improve once the general market outlook for industrial investment has improved, and we do not anticipate any upturn in the market during 2003. As a result of the measures implemented at the end of 2002, we anticipate that Enea’s competitiveness will be substantially increased. Fixed operating costs will be reduced by around 30% during 2003 compared with 2002. However, we do anticipate that our OSE products will remain highly competitive on the global market, a competitiveness that is strengthened as a consequence of the new business concepts, which imply a greater flexibility and clearer customer orientation. In our consultancy operations, our aim will continue to be to offer more complete undertakings, functioning as a system supplier. This is an obvious step towards closer cooperation with our customers and a way of being able to deliver greater value. At the beginning of 2003, a third branch of operations was started, primarily directed towards supplying products for the positioning of mobile phones to mobile phone operators. This branch, called Enea Services Enabling Technology, further strengthens Enea’s orientation towards combinations of high-tech products and services. We judge that the time is right for offering mobile phone operators state-of-the-art technology in the positioning area. In addition to a broad range of standard products, we will also be able to offer customer-specific solutions. In conclusion, I would like to emphasize my strong belief in Enea and its employees. Thanks to the dedicated work that each and every one is doing, we can continue to develop our relationships with our customers, our competence, and our competitiveness. Ola Berglund CEO, Enea Data AB

Enea Data AB Annual Report 2002

9

Enea Embedded Technology

Enea Embedded Technology Enea Embedded Technology offers products and services for embedded real-time systems to customers who develop products. We deliver functions, packaged as software, and services. In addition, we help the customer by taking long-term responsibility over several years to ensure that all functions remain up-to-date during the entire life of the customer’s product. You have probably used or come into contact with our products several times on any normal day without even realizing it. A thankless task, one might think, but embedded real-time operating systems typically are never obvious to the user. Its job is simply to work. If it stops working, on the other hand, it will probably be very obvious very quickly and very tangibly.

Customer Benefit and Business Concept

The task of the real-time operating system is namely to ensure that a stoppage or disturbance never occurs on the path between the user and the advanced microchip, but this path is long and complicated.

Many of our customers design very complex products. This in turn places great demands on the connection between the microchip and all of the computer programs that make up the customer’s own final product. With complex products comes the need to be able to adapt ready-made building blocks to the customer’s own product needs. The ready-made building block goes a long way, but might not be sufficient to make the final product competitive enough.

Proven Technology Modern communications systems don’t just devour the enormous amounts of computing power delivered by skillfully designed microchips. They also require a computer program that ties together the thousands of electronic functions that need to work together and always be available in a way that is fast and predictable to the user. A stoppage or disturbance could be fatal whether the program serves an unmanned vehicle from NASA or a critical function in a life-support machine. A proven technology that solves many of these challenges is called real-time technology. Simply stated, it connects the different functions in the microchip and helps them to communicate with their surroundings fast and predictably.

During the past financial year, Enea has offered its products and services in real-time technology through two different companies. We are now merging products and services into a single company. We chose to name the new company Enea Embedded Technology to describe our business more clearly.

At Enea we offer our customers the best of two worlds: ready-made building blocks together with the know-how in adapting building blocks to the customer’s current needs. We provide the real-time technology so that the customer can concentrate on their own product, which results in a more cost-effective solution for the customer.

Market in Flux With a standard for building microchips that is becoming ever more compact, it is possible to reduce entire systems as big as moving boxes down to the size of a silicon flake, smaller than a thumbnail. A mind-boggling perspective, even for the initiated. And the rising costs that accompany each new standard are just as mind-boggling.

Facts Vision: Our real-time technology for embedded systems is a leading technology and a recognized standard in the market for communications products. Our company is considered the most innovative in the industry, and we are all proud to work here.

Number of Employees: 280

Business Concept:

Our Customers Include:

With our proprietary real-time technology, we help our customers increase their own productivity and adapt their own products to the market, where our knowledge stands for a paradigm in real-time technology.

Ericsson, Nokia, Atlas Copco, Infineon, Volvo, Samsung, Fujitsu, Motorola, Alcatel, ST Microelectronics and Agere

10

Enea Data AB Annual Report 2002

Enea Embedded Technology

Advanced building methods in the semiconductor industry offer the designer new, refined building blocks. In return it costs a significant amount of money to use the new building blocks with entry costs of millions of Swedish crowns. These factors have created a clear, new trend in the market. Increasingly, the customer is choosing to build a framework that will fit more than just a single product. This is called building a platform. The power is placed on a general platform, where the software is what sets the tone for the features of the final product. In this way, as before, it is possible to adapt the product to specific markets and to make a “new” product faster in a shorter turnaround time.

Our Customers and Our Market Our primary market is the telecom and communications market where we continue to refine our real-time technology. We do this through close cooperation with the world’s biggest suppliers of mobile phone systems. There is also a growing demand for our knowledge in other market segments, such as the automotive and manufacturing industries. Our customers can therefore be found in the most widely varying parts of the market. Their products have one thing in common - they are based on advanced electronic systems in which one or more interworking microprocessors make up the brain of the product. A good example is the mobile phone system, which consists of base stations and mobile phones.

Business Models These changes mean new ways of doing business for Enea, since our customers are primarily companies that develop products. When our customers apply the platform philosophy, it leads to fewer prospects. But in return, each prospect generates greater volumes. Therefore, it is important to also create the commercial conditions that make it easy for the customer and make the value we add apparent. For this reason, two license models are the most prominent for our operations: the developer license and the production license. The developer license is used, as the name implies, mainly by the development department. It gives designers access to the building blocks and toolbox that is required to be able to build their product efficiently. The production license gives the customer the right to use our products in their own products. The commercial aspect is covered by a fee per unit produced.

Ola Berglund

Gunnar Holmen

President Enea Embedded Technology AB VP Corporate Sales

There are also other illustrative examples of what realtime technology can accomplish outside of the traditional communication arenas. New environmental requirements place new requirements on the control electronics in automotive engines, where real-time technology contributes to lower emissions. A more ‘high-flying’ example of an application is the recognition we have had from NASA, who chose our real-time operating system in their unmanned experimantal spacecrafts. Common to all of the applications described above is the requirement for lightning-fast communication without foregoing security and reliability. The requirement is for more and much more advanced calculations to be processed in less than a thousandth of a second, and nothing can go wrong. Should a stoppage or disruption occur in spite of all this, it is important that the program can handle it and continue working in a predictable manner.

Håkan Lokind

Jonas Persson

VP CFO

VP Human Resources

Enea Data AB Annual Report 2002

11

Enea Embedded Technology

Our Industry Colleagues and Linux

Management at Enea Embedded Technology

At Enea Embedded Technology we are proud to have taken over 20% of the global market for embedded realtime operating systems in the market for communications products, but we aren’t satisfied with this. Through continued and conscious investments in real-time technology and a broadening of our market, we see everything needed to be able to further increase our market share in relation to our competitors, such as WindRiver, Green Hills, and QnX, to name just a few.

The current management group at Enea Embedded Technology was formed approximately one year ago. The members of the management group have a wide array of experience primarily from the manufacturing industry. The group’s list of merits also includes experience from the semiconductor and software industries, project management of very large projects, and experience in managing large and complex organizations.

Our International Organization The initiated reader might well wonder where Linux fits into the picture. After having existed mainly in the academic world for many years, Linux has suddenly become an issue for the entire electronics industry and had a lot of space in newspaper headlines. It is precisely because of its strong roots in the academic world that Linux is as powerful a trend as it is exciting, and in many ways is a great complement to advanced real-time technology. With our origins in the UNIX world, Linux falls naturally in line with the development of our knowledge in realtime technology. In all, it provides the conditions for a propitious co-existence that we have already made good use of. Among other things, it has resulted in a proprietary product that connects our own real-time operating system with the Linux world.

The decision on integration and cost savings has implied transferring of our sales organization in the United States to our consulting company Enea TekSci, in San Diego. Enea TekSci has a good reputation with many customers in the American market. The most prominent reasons why our customers choose Enea TekSci are security and quality. TekSci has worked for more than ten years with assignments in the aviation and safety industry in the United States, among others. The requirements of this industry often correspond with our own philosophy about realtime technology. The rest of the organization outside of Sweden is represented by our offices in England, France, Germany, and Japan. In addition, we have been working for several years through distributors in Europe and Asia.

A Long Tradition of Technology At Enea, we have worked for more than 30 years with real-time technology, and the science of real-time technology. We have further refined that knowledge through our products and services within real-time technology. For over a decade, the value of our own product, the OSE, has been endorsed by big and small users around the world. OSE is an operating system for embedded realtime technology.

We have a lot of confidence in the future. Even if we are by no means complaisant about the rapid changes in the market, we are convinced that we will succeed in reaching many of our objectives along the way, towards becoming a world-leader in real-time technology. We have the products, we have very knowledgeable and devoted employees, and above all we have the continued confidence of our customers!

Vance Hilderman

Christophe Ballan

Paul Nord

Dag Arrenfeldt

VP US Operations President Enea TekSci Inc

VP Marketing & Sales

VP Engineering Services

Director Solutions Office

12

Enea Data AB Annual Report 2002

Enea Embedded Technology

Our OSE Products OSE is a family of products consisting of real-time operating systems with associated services. An operating system consists of embedded system software. In order to generate the greatest benefit in the development of new products, we also supply services for system design and development environments. Some customers also want adaptations of and additions made for their existing products. A PC user comes in contact with the Windows operating system as soon as the computer is turned on. Because Windows is in such close contact with the user, you don’t think of the operating system as primarily functioning as a link between the different program tools and the computer’s inner engine room. Our operating system, OSE, works in the same way - as a layer between the program that the user sees and the insides of the computer. One of the big differences with Windows is that OSE is so compact that it is possible to include it as a part of the engine room, thereby making it invisible for the user. Today, for the most part, we manufacture three different product families of the real-time operating system. One product family focused towards less complex applications but optimized for small memory requirements and short response times. We call the second family OSEck, and it is intended mainly for digital signal processors. This is a special type of microprocessor that has a very high computing capacity

intended first and foremost for processing signals, which is also implied in the name. Digital signal processors can be found in practically all common but slightly more advanced consumer products, such as mobile phones, home computers, cars, etc. We call our premier product quite simply OSE. OSE is an operating system that uses real-time technology to the fullest extent, and contains a complete suite of function blocks, which are a prerequisite for advanced applications. Of course, all of these products don’t function by themselves. They must be incorporated into their final product in an effective manner. That requires a toolbox or, more correctly, a development environment that supports the designer all the way from idea to finished product. At Enea we make part of the tool-chain ourselves and work closely with other corporate partners who help customers with other tools to make the development environment complete. Our close partners include first and foremost manufacturers of development tools and different kinds of computer programs that are perhaps better known to the general user, namely support for Java and Bluetooth to name a couple of examples.

“On a good platform, you can build just about anything”

Enea Data AB Annual Report 2002

13

Enea Systems

Enea Systems When you come across Enea in your everyday life, you’re probably not conscious of it. You don’t see what we do, but it’s very evident. We develop systems that provide the brains for computers, machines, automobiles, airplanes, mobile phones, and more. Without our engineers and system developers, a good deal of technical equipment would not function. Skilled Professionals are Always Needed If you were going to build a tile stove at home, you would probably call a talented tile stove craftsman. Or if you wanted to remodel your house, perhaps you would hire an architect who could provide some new ideas. Well, maybe not everyone does that. Some people would try it on their own. The question is really what works best. Sound, specialist expertise will always be needed in various contexts. Enea has skilled professional men and women. Not for your house renovations perhaps, but most assuredly for some piece of technical equipment that you use on a daily basis, and for the products that will become widely available in a few years’ time. In the IT industry, the craftsman’s trade has changed significantly during the last year. Demand has changed. Some customers are choosing to do more themselves and only use our expert assistance for selected parts. Other customers come to us and request a total solution so that they can devote their time to their core business. This change in demand caused us to undergo extensive restructuring in 2002. One such change was the transfer of operations in Enea Business Software to Enea Realtime, which changed its name to Enea Systems. In Enea Systems, we have refined operations according to how we can best meet our customers and their demands for profitable total solutions. Enea Systems is comprised of seven units each focused on an industry and offering. With this organization, we have created a number of flex-

ible, customer-oriented companies within the company that operate in Stockholm, Uppsala, Linköping, and the Öresund Region.

What does Enea Systems do? Many people don’t know what we do because you can’t see it. But have you ever wondered what happens in your mobile phone when it rings, or how your car knows that you are almost out of gas? You might have seen all of those buttons in the cockpit and wondered how the pilot can keep track of all of them? Of course your money will come out of the ATM when you insert your card and press the buttons! And of course the products you order on the Internet will be delivered to your home. Much of the technology that you use in your everyday life comprises equipment that requires advanced systems to run it. This is where our systems come in. The requirements in certain industries are extremely stringent for how equipment is to function, such as within the health care and airline industries. We often help to develop such safety-critical solutions. Developing a completely new system is not always the most efficient way. Sometimes we connect older, wellfunctioning systems together, or we renew certain parts. We also offer total undertakings and expert consulting in testing. Continuous testing saves money and avoids disasters in all development projects.

Facts Vision: We are market leaders in the development of advanced systems. Our company is considered the most innovative in the industry and we are all proud to work here.

Business Concept: We offer advanced systems development and training to companies and authorities that require reliable and usable systems and products. With our extensive experience, deep technical expertise, commitment and creativity, we deliver what customers demand. In total, this gives customers better products, greater efficiency,

14

Enea Data AB Annual Report 2002

increased profitability as well as giving them the opportunity to offer their customers better products and services.

Number of Employees: 300 Our Customers Include: Ericsson, Atlas Copco, Saab, Volvo, Vattenfall, SAS, Bosch Rexroth, the Swedish National Police Board, Stockholm County Council, Sony Ericsson, ABB and Tetra Pak

Enea Systems

The Customer Benefit of Our Products and Services • More Efficient Product Development Enea has some of the world’s most skilled development engineers for real-time software and electronics development and embedded systems. We develop solutions that as much as possible are based on standard components and integrate them into a total solution. This makes for a shorter work process and costs less. But when standard products do not have the necessary capacity, are too expensive, or aren’t physically capable of fitting into the solution, then we develop products and systems from the ground up. Saab Training Systems develops, manufactures, and markets professional training systems. Enea was hired to develop the graphics-based BT 61 simulator for Saab Training Systems. The simulator’s computer has been developed on assignment from the customer. With the help of photographic images of the terrain, three-dimensional synthetic targets, and advanced sound simulation, realistic training conditions could be created that would have been too expensive or too dangerous to create in reality. Quote from customer: “Enea’s broad knowledge and understanding of the balance between complex software and hardware in real-time systems was the determining factor in our choice of a supplier.” • Lower Development Costs with Our Test

Organization Testing often constitutes a large part of the total costs for the development of systems and software. It is possible to reduce this cost considerably while simultaneously achieving a higher quality level. More and more of our customers are coming to realize this.With Enea’s proprietary testing process, we have helped many customers develop well-structured

testing procedure. The collective experience of Enea in the field of testing is the greatest in Sweden. Many of our consultants, who are also teachers and lecturers, are well-known names in great demand on the market. Tågia, which is modernizing all of Sweden’s older underground trains, hired Enea’s testing expertise. Enea tested the electronic box that controls the opening and closing of the doors, which resulted in a report that was the basis for approving the modernization. This assignment is just one example of how Enea can function as an independent body for testing and quality control. • Usable IT Systems Until now, the development of IT systems for the most part has been about operations and technology. With usability, we add a further dimension. These three areas of expertise are all represented at Enea, and are manifested in our working methods. We call this user-centered system design. The working method is not geared towards any special market or technical platform. It improves the user’s situation, which, for product companies, means a competitive advantage and for service companies an easier, more efficient, and less stressful working environment for employees. We create the right conditions for users based on their needs, and we build the system using the technology that best fits each individual case. Enea’s further development of IT support for the Pharmaceutical Benefits Board (PBB) is one example of what we can offer in this area. As a newly formed authority, PBB needed to establish an efficient operation quickly. With turnover in the tens of billions of SEK per year, the effective use of IT is a condition for an efficient operation. IT support was developed in pace with the changing demands that were placed on the authority thanks to Enea’s approach focusing on the users’ tasks and needs. This was a necessary development to reach the organization’s goals.

Peter Johansson

Sven Eriksson

Irene Adenborg

Johan Pettersson

Trygve Slette

President Enea Systems AB

VP Finance & IT

VP Human Resources

VP Health Care Solutions

VP Energy & Public Sector

Enea Data AB Annual Report 2002

15

Enea Systems

• Customized Solutions for the Aftermarkets of

Industrial Concerns Enea has a long history of working with the engineering industry. We have created solutions that meet the need to provide the customer’s customer with product information for service and maintenance in a very cost-effective manner. The solutions comprise electronic handbooks for spare parts that can be combined with e-business systems. These solutions have been used mainly in the engineering and automotive industries and the automobile spare parts trade.

• Secure Information Through Authorized Access In certain industries, stored information is especially sensitive and strictly classified, which places very high demands on security and access controls. It is just as important to make sure that sensitive or secret information does not fall into the wrong hands as it is to ensure that the administration of access controls does not hinder people’s work. Enea’s experience in the field of security has resulted in Vaktis - a system that ensures that no unauthorized individuals can gain access to sensitive information.

System Integration in Greater Demand Bosch Rexroth Pneumatik save both time and money by having their information in electronic format and through using e-business solutions. Both sales personnel and customers use the system that Enea developed. The system provides e-business, calculation programs, product catalogs, and advanced product search functions for finding the right product information, for example. • Training in Time to Avoid Delays in Projects Many companies today are demanding customized courses so that they can train more people simultaneously at a lower cost. We have noticed a trend towards the purchasing of courses being steered more, and based on the needs of various projects. We have had the advantage here of being able to offer customized training and mentorship to our customers - fast. A significantly increased interest has also been shown in our comprehensive seminar offer compared to previous years. Our customers have been able to progress quickly in their projects thanks to the injection of knowledge in the form of one of Enea’s shorter seminars. Saab AB has continuous ongoing aviation projects that demand a variety of specialized knowledge in systems development. Enea has trained several of Saab’s developers in the standard required for safety-critical systems used in the aviation industry.

Joint Patient Summaries in the Southeastern Health Care Region - Through System Integration It is not always the most efficient solution to build from the ground up. When Enea was hired by the County Council in Östergötland and Jönköping to build a common IT platform for their patient medical records, the condition was that all of their existing functioning systems would remain. It should still be possible to use these old, highly specialized systems that function exceptionally well in their own environments in a new context. The goal was to make it possible for any health care provider to be able to pull up a complete picture of the patient’s medical history regardless of where the information was stored. Patients often move between different health care providers, which might be the local county councils public health authority, municipal health care, or private health care providers. With the joint system, the different health care institutions are able to get a complete picture of each patient. Having the correct information at the right time is a prerequisite for making the correct diagnosis and giving the right treatment.

The Next Generation of Mobile Phones Require New Development Environments While developing the platform for the next generation of

Per Westerlund

Per Björklund

Thomas Goréus

Patrik Holm

Björn Eriksson

VP Industry

VP Test

VP Öresund

President Enea Epact AB

President Enea Redina AB

16

Enea Data AB Annual Report 2002

Enea Systems

Sudden changes are commonplace in the market today. What customers demanded yesterday is no longer what customers will demand tomorrow. New conditions, new technology and new solutions are what drive us forward. mobile phones, Ericsson Mobile Platforms needed help to implement and customize tools for their development environment. The development environment included a product from Rational Software and part of Enea’s real-time operating system OSE. The result was a newly developed system that could be used together with the existing ones. At the same time, Ericsson Mobile Platforms could benefit from all of the advantages of a modern and efficient development tool. “We are using modern object-oriented development tools for our new development in 3G. We realized that we needed to supplement our knowledge with new expertise to be able to integrate two different technologies. We considered Enea’s assistance, training, and mentorship to be a great advantage,” says Marc Ahlse, Development Manager at Ericsson Mobile Platforms.

The Future We are going to concentrate more on the industries that are facing development and are in of need expert assistance. We see an increased demand in several areas, such as health care, the public sector, and the industrial sector. More and more our customers are choosing to focus on their core businesses. That is why they are seeking partners who can assume responsibility effectively for all of the areas that lie outside of their own core operations. Today our customers are demanding solutions that support their businesses in one way or another. An example of this is testing that minimizes mistakes and reduces development costs.

sites to be reliable and easy to use. The Swedish Agency for Administrative Development has a vision of becoming a 24-hour public authority. They want to simplify and improve community services for Swedish citizens. This also creates the need for secure and user-friendly homepages. Building from the ground up and replacing old systems is not always the most efficient approach. Today many customers want to integrate together their old, well-functioning systems. Developing new products is both time-consuming and costly. If a product can be launched on the market more quickly, that’s a strong argument for letting an external party help with the development. We see that the use of open-source software is providing new models for the development of customized systems for our customers. Some of the benefits are lower development costs, more reuse of system components, and reduced costs for management and administration. Many companies and authorities today place higher demands on their purchases than before. There need to be clearer goals and better estimates in the requirements specifications that guide and control new investments. Enea is often called on to help with the management of requirements and evaluation of new systems. Enea has skilled professionals with extensive experience. With the turbulence prevailing in the market today, we can easily say that Enea is a partner you can rely on. We see a bright future.

Commerce over the Internet is increasing, which places greater demands on e-commerce

“We integrate your existing systems”

Enea Data AB Annual Report 2002

17

Employees & Environmental Policy

Employees

Environmental Policy

Our Employees

Background

New technical solutions drive our business and create welcome challenges for our personnel. We value high quality, customer satisfaction, and reliability.

Enea is an IT company, and our products are consulting, system development and training - in other words, different kind of know-how. The products in and of themselfs are intangible and have no environmental impact. Nevertheless, the resources that go into making the products can effect the environment, including: • the power required to run various facilities • expendable office materials • toner and ink cartridges, typewriter ribbons • paper, file folders • batteries, phones, computers • other expendable items, such as cleaning agents, coffee cups, and soft drink cans

For us, having time for activities outside of work is obvious. We want our employees to spend quality time together with their families and friends as well as on their hobbies. Our environment and our customers place other demands on our organization, our employees, and our leaders. We are facing exciting new challenges! Our customers are focusing more clearly on their core competencies, and they are demanding a broader array of products and services and greater flexibility. This means that being business minded and having a customer focus will become a matter of course in our future operations. Our restructuring has involved difficulties for our employees, both for those who had to leave Enea, and also for those employees who remain in the organization. One of our most important human resources goals now is to utilize the interest and commitment that our employees have so that together we can recreate a strong corporate culture based on a combination of work satisfaction, motivation, professionalism, and technical challenges. Work should be both fun and stimulating!

Policy Enea safeguards the environment by • recycling expendable items • promoting evironmental awareness in all our relationships

Implementation This policy is implemented by • prioritizing environmentally approved products when purchasing office supplies • conveniently locating containers for recycling soft drink cans, paper, toner cartridges and batteries • recycling paper and computer equipment • requiring our suppliers to use environmentally sound cleaning agents

Goals: - That our employees feel empowered and feel loyalty towards Enea. - That our employees experience satisfaction and enjoyment in their work and commitment. - That our employees feel proud to work for Enea. - That we are considered an attractive workplace. - To achieve a balance in the distributions of men and women at different levels within the company - All employees should feel respected for who they are and be treated as equals.

Period of Employment >10 years 11 %

< 1 year 2 %

6-10 years 14 %

3-5 years 39 %

18

Enea Data AB Annual Report 2002

1-2 years 34 %

Education Profile

Age Profile

Ohter education 2 % Ph D.s in Engineering 3 % Upper Secondary school graduates13 % Other Academic Ms Engineers 52 % background 10 %

> 56 years 3 % 51-55 years 6 % < 25 years 2 % 46-50 years 8 % 26-30 years 23 % 41-45 years 13 %

System analysts engineers 20 %

36-40 years 21 %

31-35 years 24 %

Executive Management

Executive Management OLA BERGLUND

PETER JOHANSSON

(1959) CEO, Enea Data AB Employed since: 1998 Education: M.Sc.E.E.

(1963) EVP, Enea Data AB President, Enea Systems AB Employed since: 2001 Education: M.S.Eng.

Share holding: 2,750

Options: 300 SO2

Share holding: 10,000

GUNILLA SPONGH

GUNNAR HOLMEN

(1966) CFO, Enea Data AB Employed since: 2003 Education: M.S.Eng.

(1954) VP, Corporate Sales Employed since: 2001 Education: M.S.Eng.

Share holding: 0

Options: 0

Share holding: 2,300

Options: 300 SO2

Options: 0

KARL-ERIK ERICSSON

VANCE HILDERMAN

(1945) CIO, Enea Data AB Employed since: 1969 Education: Data Processing, Mathematics, Statistics

(1959) President Enea Teksci Inc Employed since: 1990 Education: Bachelors Electrical Engineering, Masters Computer Engineering, M.B.A

Share holding: 550,600

Share holding: 985,475

Options: 300 SO2

Options: 0

Enea Data AB Annual Report 2002

19

Board of Directors and Auditors

Board of Directors and Auditors OLA BERGLUND

JAN RYNNING

(1959) CEO, Enea Data AB Member of the board since: 2000 Employed since: 1998 Education: M.Sc.E.E.

(1951) Chairman Enea Data AB Member of the board since: 2001 Main occupation: Solicitor Education: LL.B. Other assignments: Chairman AB C A Östberg, Malå Geoscience Förvaltning AB, Member of the board of Ahlford Advokatbyrå AB, e t c

Share holding: 2,750

Options: 300 SO2

Share holding: 40,000

Options: 0

ULLA-BRITT FRÄJDIN-HELLQVIST

KURT JOFS

(1954) Member of the board Enea Data AB Member of the board since: 2000 Main occupation: Officer Environment, Science and Development, Confederation of Swedish Enterprise Education: M.S.Eng. Other assignments: Member of the board of Sintercast, Swedish Enterprise Supporting Company, Queen of Diamonds, Prevent and Time Development Sweden AB Share holding: 2,000 Options: 0

(1958) Member of the board Enea Data AB Member of the board since: 2001 Education: M.S.Eng.

OVE LINDSTRÖM

ROLF RANVERT

(1973) Employee representative for the Swedish Association of Graduate Engineers (CF) Member of the board since: 2002 Main occupation: Consultant, Enea Systems AB Employed since: 2000 Education: System Analyst

(1943) Member of the board Enea Data AB Member of the board since: 2000 Main occupation: Director Hardware Technology Management, Ericsson Education: M.S.Eng.

Share holding: 2,000

Share holding: 0

Options: 0

Other assignments: Chairman Finnveden, Holmbergs Industrier AB and Flygbussarna Airport Coaches AB, Member of the board of Atea AB Share holding: 0

Options: 0

Options: 0

ÅKE DOVÄRN

STAFFAN AHLBERG

(1952) Member of the board Enea Data AB Member of the board since:1991 Education: B.A.

(1944) Member of the board Enea Data AB Member of the board since: 2002 Education: M.S.Eng. and business school graduate

Other assignments: Member of the board of Orc Software AB and Focal Point AB

Other assignments: Member of the board of IBS AB, Glocalnet AB and Catella Holding AB

Share holding: 574,900

Share holding: 50,000

Options: 0

Options: 0

ANDERS WÅNGBY (1966) Employee representative for the Swedish Union of Clerial and Technical Employees in Industry (SIF) Member of the board since: 2000 Main occupation: Consultant Enea Systems AB Employed since: 1997 Education: Graduate Engineer Share holding: 0

20

Enea Data AB Annual Report 2002

Options: 200 SO2

Auditors Regular PER BERGMAN (1946) Authorized Public Accountant, KPMG Deputy HANS BREDBERG (1954) Authorized Public Accountant, Finnhammars revisionsbyrå

The Board’s Program

The Board’s Program Enea Data AB’s Board of Directors consists of seven members elected by the Annual General Meeting and two members elected by the trade unions. The President is one of the members elected by the Annual General Meeting. Other officers in the Company make presentations to meetings of the Board when necessary. In fiscal year 2002, the Board held 15 (21) mettings at which minutes were

taken. The work of the Board adheres to an annual schedule and policies aimed at securing decision-making and other information that the members require. Each year, the Company’s auditors report in person to the Board their observations from their audit and their assessment of the Company’s internal controls.

The Board’s Nominating Committee

JAN RYNNING Chairman of the Board, Enea Data AB

MARIANNE NILSSON Deputy Head of Equities Robur AB

THOMAS EHLIN Senior Vice President Corporate Goverance Nordea Asset Management

CAROLINE AF UGGLAS Corporate Governance Manager Skandia Life Asset Management

PER LINDBERG Major Shareholder

Enea Data AB Annual Report 2002

21

Five-Year Summary

Five-Year Summary 2002

2001

2000

1999

1998

684.4 -387.8 -292.3

885.5 -249.5 -231.2

847.2 17.7 27.4

505.5 35.4 45.4

380.5 23.9 33.3

Capital Structure (SEK M) Fixed assets Current assets Shareholders’ equity Minority interests Provisions and long-term liabilities Current liabilities Balance sheet total Capital employed

186.1 245.5 221.3 0.0 11.6 198.6 431.6 221.3

488.5 325.6 561.7 0.7 63.8 187.8 814.0 566.7

403.1 591.7 728.0 2.1 40.2 224.5 994.8 730.1

89.2 214.3 155.5 0.2 27.5 120.3 303.5 170.3

57.0 151.7 110.8 0.2 19.5 78.2 208.7 119.5

Key Ratios Operating margin (%) Net profit margin (%) Return on shareholders’ equity (%) Return on capital employed (%) Return on total capital (%) Equity/assets ratio(%) Sales per employee (KSEK) Operating profit per employee (KSEK) Value-added per employee (KSEK) Average no. of employees

-56.7 -42.7 -53.8 -53.2 -33.7 51 807 -457 230 848

-28.2 -26.1 -25.8 -25.7 -18.4 69 999 -281 539 887

2.1 3.2 4.5 5.6 3.9 73 1,133 24 807 748

7.0 9.0 24.5 23.0 13.0 51 1,025 72 687 493

6.3 8.8 23.9 22.8 13.2 53 1,020 64 659 373

GROUP Sales and Income (SEK M) Net sales Operating loss/profit Profit after financial income and expense

22

Enea Data AB Annual Report 2002

Five-Year Summary

Profit after financial items (SEK M) Return on shareholders' equity (%)

30

600

10

400

%

50

50

30

30

10

10

600

-10

400

-240

-30

200

-300

-50

0

20 01 20 02

20 00

19 99

20 02

20 01

-50 20 00

0 19 99

-30 19 98

200

19 98

-10

1200 1000 800

20 02

800

SEK T

SEK M

20 01

50

20 00

%

1000

19 98

MSEK

Net sales per employee (KSEK) Value-added per employee (SEK T)

19 99

Net sales (SEK M) Net margin (%)

Personnel costs 53 % Other expenses 47%

Enea Data AB has been rated since 1997 with the highest creditworthiness, AAA, by D&B Sverige AB. Of 250,000 rated companies, under 5 percent have received this quality recognition.

Definitions Shareholders’ Equity Reported equity according to the consolidated balance sheet. Capital Employed Balance sheet total less interest-bearing liabilities Operating Profit Net operating profit as a percentage of net sales Net Margin Profit after financial items as a percentage of net sales

Return on Shareholders’ Equity Profit after financial items and after deduction for current standard tax, as a percentage of average shareholders’ equity.

Equity/Assets Ratio Shareholders’ equity, including minority interests, as a percentage of balance sheet total.

Return on Capital Employed Net operating profit plus financial income after deduction for current standard tax, as a percentage of average capital employed.

Value-Added per Employee Net operating profit plus payroll expenses, including payroll overhead, divided by the average number of employees.

Return on Total Capital Net operating profit plus financial income after deduction for current standard tax, as a percentage of average balance sheet total.

Enea Data AB Annual Report 2002

23

Enea in Figures

Directors’ Report The board of directors and the CEO of Enea Data AB (publ), 556209-7146, hereby submit this annual report and Group report for the 2002 financial year, the Group’s thirty-fourth year in business. Operations in General The Group consists of the parent company, Enea Data AB, and the following companies: Enea Realtime, Enea Business Software, Enea TekSci, Enea OSE Participations and Epact Technology Holding. In addition, our interest in Combitech Systems AB, which amounted to 35 percent, was included until February 20, 2002. During the year the weakening trend that began in 2001 on the global telecom market intensified further. Even the general market outlook for industrial investments was weak and has shown no signs of recovery. 2002 was characterized by an incredibly strong downturn in the market. Enea was dimensioned for a continued weak market, but not for a market continuing in recession. This means that during the year we have reported large losses in three of our four areas of business. The largest imbalance between revenue and costs was shown in OSE operations in the USA and in consultancy operations in the Stockholm area. Both of these areas therefore underwent major restructuring. This involved a consolidation and concentration of operations in many ways. The head office and management for our product operations were moved from the United States to Sweden, and after implementing our new structure, all operations are now managed from Sweden. In the beginning of the year Enea sold its thirty-five percent ownership in Combitech Systems to Saab AB, which resulted in a major capital gain and a major infusion of capital. Non-recurrent amortization of goodwill in Enea TekSci, Enea Epact, Enea OSE Participations, and Polyhedra was made during the year amounting to SEK 173 million. The result for the parent company has been burdened with SEK 394 million comprising doubtful receivables from group companies. Important Events after the New Year The legal company structure of the Group was changed directly after the new year by changing the number of business areas from four to two. In addition the parent company in the OSE operations will continue to have its base in Sweden. The Group has been organized into two branches of business: Enea Embedded Technology, which is a global supplier of services and software in the real-time area; and Enea Systems, which is the Swedish consultancy operations with local profiling in selected niche markets.

24

Enea Data AB Annual Report 2002

Future Development We anticipate continuing solid competitiveness for our OSE products on the global market - a competitiveness that is strengthened by the new business concept that brings with it greater flexibility and more distinct customer focus. In our consultancy operations, we will continue to strive to offer more complete undertakings as system suppliers. This is a natural step towards closer cooperation with our customers and a way of being able to deliver greater value. The corporation’s costs have been reduced in order to adjust the company to market developments, and our business concept is being reviewed in order to better be able to meet increasing demand from our customers for total solutions. Buyback of Enea Shares The annual general meeting of stockholders for the year 2001 authorized the board of directors to buy back Enea shares, which was used in 2001 to settle purchase agreements for the acquisitions of Enea Redina AB (1999) and Enea Epact AB (2000). In total 267,955 shares were bought back, of which 74,880 remain to distribute. The annual general meeting of stockholders for 2002 authorized the board of directors once again to buy back Enea shares. During 2002, there has been no further reacquisition of stocks. However, settlement for 15,000 was effected, which is why 59, 880 remain for settlement at the turn of the year. The Board of Directors Enea Data AB’s board of directors consists of seven members chosen by the annual general meeting of stockholders, and two members chosen by the personnel organizations. The CEO is among those chosen by the annual general meeting of stockholders. Other employees in the company participate as needed in the board’s meetings to present reports. During the 2002 financial year, the board of directors had 15 (21) recorded meetings. Moreover, individual board members have undertaken assignments concerning strategy, organization and salary changes for which they have collected separate charges. Every year the Group’s auditor personally reports his observations from his audit and his evaluation of the company’s internal controls to the board of directors. Proposal for Allocation of Group Loss The board of directors and the CEO propose that Enea Data AB carry forward its loss of (SEK) 350,076,018 The Group’s non-restricted equity amounts to -842,484 KSEK. No allocation of statutory reserves is recommended. For further information of the company’s result and status, please see the subsequent statement of income and balance sheets with accompanying notes.

Enea in Figures

Income Statement GROUP SEK K (January 1 - December 31) Net sales Changes in work on contract Other operating income

OPERATING COSTS Raw materials and warehouse supplies Other external costs Personnel costs Depreciation of tangible and amortization of intangible fixed assets Items affecting comparability Other operating costs OPERATING LOSS/PROFIT PROFIT/LOSS FROM FINANCIAL INCOME AND EXPENSE Profit/loss from shares in group companies Profit/loss from shares in associated companies Profit/loss from other securities and receivables held as fixed assets Other interest income and similar revenues Interest expense and similar items LOSS/PROFIT AFTER FINANCIAL ITEMS APPROPRIATIONS Appropriations, other PRE-TAX LOSS/PROFIT Tax on profit for the year Minority interests in profit for the year LOSS/PROFIT FOR THE YEAR Profit/loss per share (SEK) Profit/loss per share with full dilution (SEK)

PARENT COMPANY 2002

2001

Note

2002

2001

2

684,354 33 31,287 715 674

885,507 -19,208 11,190 877,489

75,085 75,085

99,634 99,638

5,6 1

-52,219 -181,040 -585,358

-73,470 -233,378 -729,687

-888 -38,660 -21,651

-17,563 -40,565 -30,980

7 8 4 3

-229,139 -20,958 -34,796 -387,836

-62,455 -20,339 -7,686 -249,526

-4,584 -395,431 -15,074 -401,203

-4,199

9 23

91,491

9,621

-45,000 106,940

5,250

-494 5,112 -583 -292,310

1,190 7,697 -157 -231,175

-229 21,624 -4,111 -321,979

1,260 20,402 -26 33,159

-292,310

-231,175

-321,979

37,640 70,799

14

-19,707

-31,747

-17,886

22

-312,017

19,359 -230 -212,046

-353,726

52,913

-1.75 -1.75

-1.20 -1.20

-1.98 -1.98

0.30 0.30

4

10 11 12

4

13

-58 6,273

Enea Data AB Annual Report 2002

25

Enea in Figures

Balance Sheet GROUP

PARENT COMPANY

Note

2002

2001

Intangible fixed assets Goodwill

15

148,769 148,769

392,827 392,827

Tangible fixed assets Equipment, tools, fixtures and fittings

16

33,668 33,668

57,248 57,248

Financial assets Shares in group companies Shares in associated companies Other long-term holdings of securities Deferred tax Other long-term receivables

17 18 19 24 20

SEK K (at December 31)

2002

2001

11,756 11,756

13,919 13,919

244,265

289,365 210

ASSETS FIXED ASSETS

TOTAL FIXED ASSETS

1,161 3,614

15,659 2,258 18,460 2,017 38,394

244,265

2,500 292,075

186,051

488,469

256,021

305,994

127,099

175,540

3 223,287

25 556,334

1,976 8,666 18,562 14,464 172,250

1,884 4,413 7,549 22,917 212,303

1,363 16,141 6,121 246,915

2,682 4,856 563,897

2,453

CURRENT ASSETS Inventories Raw materials and consumables Current receivables Accounts receivable Receivables, group companies Receivables, associated companies Prepaid taxes Other receivables Prepaid expenses and accrued income

1,483

Short-term investments

26

10,023

10,023

Cash and bank balances

73,267

103,227

43,292

48,702

TOTAL CURRENT ASSETS

245,517

325,553

290,207

622,622

TOTAL ASSETS

431,568

814,022

546,228

928,616

Enea Data AB Annual Report 2002

Enea in Figures

Balance Sheet GROUP SEK K (at December 31)

Note

PARENT COMPANY

2002

2001

2002

2001

8,923

8,877

8,923 640,094 1,600

8,877 635,040 1,600

1,054,844 1,063,767

652,108 660,985

650,617

645,517

3,650

32,119

-530,467 -312,017 -842,484

112,788 -212,046 -99,258

-353,726 -350,076

52,913 85,032

221,283

561,727

300,541

730,549

7,709 231,210

7,537 184,499

SHAREHOLDERS’ EQUITY AND LIABILITIES SHAREHOLDERS’ EQUITY

21

Restricted equity Share capital (178,463,619 shares) Share premium reserve Legal reserve Restricted reserves Unrestricted equity Retained earnings Unrestricted reserves Loss/profit for the year

22

TOTAL SHAREHOLDERS’ EQUITY

677

Minority interests Provisions Provisions for deferred tax Other provisions Long-term liabilities Other liabilities Current liabilities Liabilites to credit institutions Advance payment from customers Accounts payable Liabilities to group companies Liabilities to associated companies Tax liability Other liabilities Accrued expenses and prepaid income

TOTAL SHAREHOLDERS’ EQUITY AND LIABILITIES Collateral pledged Floating charges Contingent liabilities Sureties, sundry

46 46

4,168 367 4,535

11,610 11,610

59,311 59,311

311 20,395

5,375 2,912 23,171

3,061 1,134 29,745 143,983 198,629

386 1,855 47,256 106,817 187,772

1,048 5,720 245,687

1,831 4,200 198,067

431,568

814,022

546,228

928,616

None

None

None

None

None

None

None

None

24

25

25 26

Enea Data AB Annual Report 2002

27

Enea in Figures

Cash Flow Analysis GROUP SEK K (at December 31) FUNDS FROM OPERATING ACTIVITIES Loss/profit after financial income and expense Adjustment for non-cash items

Tax paid Cash flow from operating activities before change in working capital Cash flow from change in working capital Changes in inventories Changes in operating receivables Changes in operating liabilities Cash flow from change in working capital CASH FLOW FROM OPERATING ACTIVITIES INVESTING ACTIVITIES Acquisition of subsidiaries Acquisition of tangible fixed assets Sales of fixed assets Sales of financial assets CASH FLOW FROM INVESTING ACTIVITIES

2002

2001

-292,310 103,552 -188,758

-231,175 49,420 -181,755

-321,979 344,040 22,061

33,159 4,199 37,358

-13,022

-7,114

-1,363

-25,708

-201,780

-188,869

20,698

11,650

-1,939 51,389 38,381 87,831

139,108 -20,615 118,493

-27,250 -101,870 -129,120

-167,276 -56,210 -223,486

-113,949

-70,376

-108,422

-211,836

-2,421

-5,786

90,310 87,889

96,592 90,806

90,310 81,937

-9,430 -24,395 2,166 23,624 -8,035

5,100

5,100 -124

4,976

-21,379 -456 -9,074 -30,909

5,100

-2,772 -456 -8,712 -11,940

CASH FLOW FOR THE YEAR

-27,036

-109,320

-15,433

-132,970

Liquid funds at the beginning of the year Exchange rate differences in liquid funds

113,250 -12,947

236,067 -13,497

58,725

191,695

73,267

113,250

43,292

58,725

LIQUID FUNDS AT THE END OF THE YEAR

ADDITIONAL INFORMATION Dividends Dividends from associated companies

5,650

Information on interest rates Interest received during the year amounted to 5,112 Interest paid during the year amounted to 583

28

2001

-8,373

FINANCING ACTIVITIES New shares issued Dividends Amortization of loans Re-purchase of Enea’s shares Dividends CASH FLOW FROM FINANCING ACTIVITIES

PARENT COMPANY

2002

Enea Data AB Annual Report 2002

Enea in Figures

Accounting Principles General Accounting Principles This annual report has been prepared in accordance with the Annual Accounts Act of Sweden and Recommendations (RR) of the SFASC and the pronouncements by the Emerging Issues Task Force of the Swedish Financial Accounting Standards Council. Consolidated Accounts The consolidated accounts were prepared in accordance with Recommendation 1:00 of the Swedish Financial Accounting Standards Council. The consolidated accounts cover those companies in which the Parent Company, directly or through subsidiaries, controls more than 50 percent of the votes or in some other way exercises a controlling influence, as defined by the Annual Accounts Act 1:4. The subsidiaries have been reported using the purchase method. Group goodwill arises when the acquisition value at the time of the purchase of shares in subsidiaries exceeds the actual value of the acquired company’s identifiable net assets. Goodwill is reported at the acquisition value minus accumulated amortizations and write-downs, where appropriate. Associated Companies Stockholdings in associated companies in which the Group has at least 20% and at most 50% of the votes, or in some other way exercises a significant influence over operational and financial control, are reported as financial investments. Elimination of transactions between group companies Internal receivables and liabilities, and transactions between companies in the group, along with unrealized gains associated with these, have been eliminated entirely. Conversion of Foreign Subsidiaries Currency conversion is done in accordance with RR No. 8. The current conversion rate method is applied for conversion of the statements of operations and balance sheets in independent foreign operations. The sales companies in the OSE Group are converted using the temporal method. The current conversion rate method means that all assets, allocations and liabilities are converted to the closing day exchange rate, and that all entries in the statement of operations are converted to the average exchange rate. Realized exchange rate differences are posted directly to equity. The temporal method means, in principle, that monetary assets, allocations and liabilities are converted to the closing day exchange rate; while non-monetary items and their corresponding entries in the statement of operations are converted to the rate on the day of the transaction. Other income statement items are converted to the average exchange rate. Realized exchange rate differences are included in the year’s income. Valuation Principles, ets Assets, allocations and liabilities have been valued as acquisition values if not otherwise stated below. Rendering of Accounts for Work in Progress in Service Companies Revenue from services performed is recorded in accordance with RR No. 11 Revenue. The recommendation means that the percentage of completion method is applied with prudence. Revenue and expenditure are recorded in the statement of operations in relation to the assignment’s degree of completion, which is determined on the basis of accrued assignment expenses in relation to the estimated assignment expenses for the complete assignment. Anticipated losses are charged to expenses immediately. Recognition of Other Revenue Revenue recognition occurs in accordance with RR No. 11 and in pace with materiality and relative risks and benefits associated with the company’s goods being transferred to the buyer.

Research and Development The Group applies Recommendation RR 15 Intangible Assets of the Swedish Financial Accounting Standards Council from 2002. Tax The Group applies RR No. 9 Income taxes. The total tax is made up of the current tax and deferred tax. Deferred tax is estimated at 28 % on the untaxed reserves in the Swedish companies. Deferred income taxes recoverable in deductible timing differences and deficit deductions are recorded only to the degree that it is probable that these will result in lower tax disbursements in the future. Receivables Receivables are reported in the amounts expected to be received, based on individual valuations. Receivables and Liabilities in Foreign Currency Receivables and liabilities denominated in currencies other than Swedish krona have been translated at the closing rate of exchange in accordance with Recommendation No. 8 of the Swedish Financial Accounting Standards Council. Exchange rate differences on operation receivables and liabilities are included in the operating profit. Principles for Depreciating and Amortiz Fixed Assets Depreciation and amortization according to plan are based on the original purchase cost. The following depreciation and amortization schedules are applied: Group Parent Company Intangible fixed assets 10 years Goodwill Tangible fixed assets Equipment, tools, fixtures and fittings

5 years

5 years

Recommendation RR 17 Nedskrivningar (Depreciation) has been applied from 2002. Leasing RR No. 6:99 is applied. All lesing agreements are classified as operational. Operational leasing means that the leasing charge is written off over the duration starting from the point at which utilization begins, which may differ from what has been paid de facto as the leasing charge during the year. Items affecting comparability The Swedish Financial Accounting Standards Council’s Recommendation No. 4 is applied. Inventories Recommendation RR 2 Redovisning av varulager (Inventories) is applied. Inventories are valued at the lowest acquisition value and the actual value. Group Contribution The company reports the Group contribution in accordance with the pronouncement by the Emerging Issues Task Force of the Swedish Financial Accounting Standards Council. The Group contribution is reported according to its financial significance, that is to say, directly in relation to retained earnings and after deductions for the effect on current taxes. Group Information Of the company’s total purchases and sales measured in Swedish crowns, 100 percent (SEK 888 K) represents purchases from and 100,0 percent (SEK 75,085 K) represents sales to other companies within the Group to which the company belongs.

The parent company maintains close relations with its subsidiaries that include a controlling influence, see note 17.

Enea Data AB Annual Report 2002

29

Enea in Figures

Notes (SEK K) Note 1

EMPLOYEES AND PERSONNEL COSTS

AVERAGE NO. OF EMPLOYEES Parent Company Sweden Total in Parent Company Subsidiaries Enea Realtime, Sweden1 Enea Business Software, Sweden2 EneaTekSci Inc., United States OSE Systems, United States OSE Systems, Germany OSE Systems, Sweden OSE Systems, France OSE Systems, Japan OSE Systems, United Kingdom Total in subsidiaries GROUP TOTAL 1 2

2

Pctg men

2001

Pctg men

30 30

43 43

37 37

42 42

412 177 76 42 9 82 6 4 10 818 848

84 63 90 81 78 84 67 75 100 80 79

380 162 100 59 10 110 10 3 16 850 887

87 62 84 81 74 79 77 73 54 81 80

2002 Sales and remuneration 13,892

2002 Payroll overhead 7,077 (2,375)1 149,467 (44,794) 156,544 (47,169)2

2001 Sales and remuneration 16,961

2001 Payroll overhead 8,178 (1,597)1 165,802 (37,760) 173,980 (39,357)2

Including Enea Epact AB Including Enea Redina AB

SALARIES, OTHER REMUNERATION AND PAYROLL OVERHEAD Parent Company (pension costs included) Subsidiaries (pension costs included) GROUP TOTAL (pension costs included) 1

2002

412,219 426,111

536,532 553,493

Of the Parent Company’s pension costs, 558 (479 KSEK) was attributable to the Board of Directors and CEO. Of the Group’s pension costs, 1,627 (1,727 KSEK) was attributable to the Board of Directors and President.

SALARIES AND OTHER REMUNERATION BROKEN DOWN BY COUNTRY AND ET AL. AND OTHER EMPLOYEES Parent Company Sweden Total in Parent Company Subsidiaries Sweden Germany Japan France United Kingdom United States Total in subsidiaries GROUP TOTAL

2002 Board of Directors and President

2002 Other employees

2001 Board of Directors and President

2001 Other employees

2,567 2,567

11,325 11,325

2,589 2,589

14,372 14,372

5,600 1,118 1,740

250,948 4,168 2,673 5,112 4,821 125,513 393,235 404,560

5,7021 980

287,758 4,538 3,589 4,270 18,256 201,848 520,259 534,631

1,380 9,146 18,984 21,551

1,341 1,000 7,250 16,273 18,862

Directors’ fees are accrued. Bonuses are not paid. 1

Excluding consultant’s fee to temporary President.

Remuneration paid to senior executive officers is decided by a remuneration committee in which the chairman and delegates elected at the annual general meeting, excluding the President, participate. This committee normally meets once per year. The principle used for remuneration of senior executive officers is remuneration that is commensurate with the market.

30

Enea Data AB Annual Report 2002

Enea in Figures

Note 1 continued 2002 Emoluments have been paid to The Chairman of the Board Other board members

300 625 925

2001 400 517 917

To make possible the restructuring work during the fall, it was decided to utilize the board members to some extent in an operative capacity. Remuneration for this work was paid at the rate of SEK 1,800 per hour plus VAT. Fees for consultant assignments have been paid to: Jan Rynning, Chairman of the Board Staffan Ahlberg, Board Member Åke Dovärn, Board Member Kurt Jofs, Board Member

Salaries and other remunerations have been paid to: The President of which the variable part was of which is charged to the year

2002

2001

558

479

Retirement Benefit Agreement The President’s pension costs

The President’s retirement benefit agreement means that the President of the parent company has the right to a life-long pension from the age of 65 equivalent to 75% of his pensionable salary. This pension is accrued gradually and is payable in full if his term of employment lasts until the stipulated retirement age. Pension premiums are paid regularly and comprise 27% of salary. Severance pay Where the President is given notice by the company, he is entitled to 2 years’ salary and benefits.

775 36 119 44 974

2002 Salaries and other remunerations have been paid to: Other senior executive officers - in Sweden (5 people) of which the variable part was - in the USA (2 people) of which the variable part was

1,696 70 70

The variable part was calculated based on the achievement of set goals.

4,857 140 8,812 1,098

Retirement Benefit Agreements Other senior executive officers’ retirement benefit agreements are within the framework of the Swedish ITP-plan (the complementary pension plan for salaried employees in industry), with a retirement age of 65 years. Pension premiums are paid on a regular basis. Severance pay For other senior officers’, only the Vice President in the parent company is entitled to 18 months salary and benefits, when given notice by the company.

Note 2

Note 5

NET SALES PER BUSINESS AREA

Enea Realtime Enea Business Software Enea TekSci Consulting adjustments Consulting business

2002 310,258 91,934 118,574 -5,704 515,062

2001 373,474 165,476 182,932 -9,800 712,082

Enea OSE Systems Parent company, adjustments, other Enea Group

198,922 -29,630 684,354

228,705 -55,280 885,507

Note 3

OPERATING LOSS/PROFIT BY BUSINESS AREA

Enea Realtime Enea Business Software Enea TekSci Consulting business Enea OSE Systems Parent company, goodwill, adjustments, other Enea Group

Note 4

2002 -67,628 -33,466 4,013 -97,081

2001 -1,492 -23,668 16,122 -9,038

-192,134

-229,882

-98,621 -387,836

-10,606 -249,526

2002 Group Exchange rate differences in other operating income 20,253 Exchange rate differences in other operating costs -17,475 2,778 Exchange rate differences in operating profit Parent company 114 Exchange rate differences in other operating income Exchange rate differences in other operating costs -15,041 -14,927 Exchange rate differences in operating profit

Group KPMG Audit assignments Other assignments Other auditors Audit assignments Other assignments

Parent Company KPMG Audit assignments Other assignments

2002

2001

2,207 848

1,749 2,261

953 156 4,164

291 316 4,617

876 549

840 503

1,425

4 11 1,358

Other auditors Audit assignments Other assignments

The Parent Company has been charged for the major part of the audit assignments fot the Swedish subsidiaries as accounting is centralised.

Note 6

EXCHANGE RATE DIFFERENCES IN THE OPERATING PROFIT

AUDITORS’ REMUNERATION AND EXPENSES

CHARGES FOR OPERATIONAL LEASING

2001

2002

2001

10,666 -1,737 8,929

Group Leasing charges for the year Future leasing charges payable within 1 year Future leasing charges payable within 2-5 years

39,402 31,397 41,646

38,345 33,887 56,364

563 -48 515

Parent Company Leasing charges for the year Future leasing charges payable within 1 year Future leasing charges payable within 2-5 years

14,144 15,048 22,756

13,147 14,144 37,804

Enea Data AB Annual Report 2002

31

Enea in Figures

Note 7

DEPRECIATION OF TANGIBLE AND AMORTIZATION OF INTANGIBLE FIXED ASSETS

Note 13

APPROPRIATIONS, OTHER 2002

Group Goodwill Equipment, tools, fixtures and fittings

2002

2001

-210,250 -18,889 -229,139

-41,665 -20,790 -62,455

-4,584 -4,584

-4,199 -4,199

Parent Company Future costs for retructuring Depreciation of claims on Group companies

Note 9

2002

2001

-58,326

-20,339

37,368 -20,958

-1,249 -394,182 -395,431

2002

Deferred tax Deferred tax, related to temporary differences Deferred tax, related to used deficit deduction Deferred tax, related to reversed deficit deduction

2001

2002

2001

-494 -494

1,190 1,190

-229 -229

1,260 1,260

Reconciliation of effective tax Group Profit after financial itens Tax, local % Tax effect related to - group companies - disolution of appropriations - used deficit deduction - reversed deficit deduction - non-deductible costs - non-taxable income

Parent Company Current tax Tax expense

2002

2001

-11,992 -11,992

-8,494 -8,494

- 681 8,565 -15,599 -7,715

14,982

0 0

-2,728 -2,728

-19,707

19,359

-292,310 81,847

-231,175 64,729

-31,793 -58,870 8,565 -15,599 -9,191 5,334 -19,707 7%

-46,770 -11,666

-31,747 -31,747

-17,886 -17,886

-321,978 90,154

70,799 -19,824

-123,430 1,592 -63 -31,747 -10 %

-88 1,470 556 -17,886 25 %

-31,684

-18,442

15,599 30,581

15,599 -4,003 1,470 19,359 -8 %

OTHER INTEREST INCOME AND SIMILIAR REVENUES

Group Interest income, others

Parent Company Interest income, group Interest income, others

2002

2001

5,112 5,112

7,697 7,697

19,312 2,312 21,624

16,307 4,095 20,402

INTEREST EXPENSE AND SIMILIAR COSTS

Group Interest income, others

Parent Company Interest income, group Interest income, others

32

Group Current tax Tax expense

Tax expense, total

PROFIT/LOSS FROM OTHER SECURITIES AND RECEIVABLES HELD AS FIXED ASSETS

Parent Company Capital gain from other securities

Note 12

4,985 32,655

TAX ON LOSS/PROFIT FOR THE YEAR

Tax paid, associated companies

-45,000 -45,000

Group Capital gain from other securities

Note 11

-20,339

PROFIT/LOSS FROM SHARES IN GROUP COMPANIES

Parent Company Depreciation of stocks in subsidiaries

Note 10

Note 14

ITEMS AFFECTING COMPARABILITY

Group Costs for restructuring Reversal of allocations for option program in subsidiary

2001

37,640

Parent Company Equipment, tools, fixtures and fittings

Note 8

Parent Company Difference between book depreciation and depreciation according to the plan for equipment, tools, fixtures and fittings Tax allocation reserve, provision for the year Reversal of tax equalization reserve

Enea Data AB Annual Report 2002

Reconciliation of effective tax Parent Company Profit after financial items Tax, 28 % Tax effect related to - non-deductible costs - non-taxable income Other

Taxes recognized directly in equity Current tax in Group contribution paid 2002

2001

-583 -583

-157 -157

-9 -4,102 -4,111

-26 -26

Enea in Figures

Note 15

Note 18

GOODWILL

SHARES IN ASSOCIATED COMPANIES

Group Accumulated purchase cost At January 1 Translation difference for the year

466,738 -47,451 419,287

Accumulated amortization At January 1 Amortization for the year according to plan Translation difference for the year

-73,911 -42,104 13,643 -102,372

Accumulated write-downs At January 1 Write-down in the period Translation difference for the year

-172,637 4,491 -168,146 148,769

EQUIPMENT, TOOLS, FIXTURES AND FITTINGS Group

Accumulated purchase cost At January 1 New purchases Divestments and disposals Translation difference for the year

Accumulated depreciation according to plan At January 1 Divestments and disposals Amortization for the year according to plan purchase cost Translation difference for the year

Book value at December 31

Accumulated share in profit At January 1 Dividends Settled during the year Book value at December 31

Book value at December 31

Note 16

Accumulated purchase cost At January 1 Sold during the year

Group

Parent company

210 -210 0

210 -210 0

15,449 -5,650 -9,799 0 0

Specification of Parent Company and group holdings of shares and participations in associated companies Adjusted Shares/ Shareholders’ Associated company/ pctg equity, profit Subsidiary/Co.id.no./ 1 held2 for the year Reg’d. office IIndirectly owned Enea OSE Engineering, Germany

Value of Book equity value in share in parent the Group company

40

Parent company Adjusted equity refers to that part of the company’s shareholders’ equity that is owned, including the equity portion of untaxed reserves. Profit for the year refers to the Group’s participation in the company’s earnings after tax including the equity portion of the change in untaxed reserves for the year. 1

124,190 8,373 -16,611 -5,267 110,685

33,854 2,490 -861

-66,942 6,059

-19,935 792

-18,889 2,755 -77,017

-4,584 -23,727

33,668

11,756

35,483

2 Indicates equity holding, which corresponds to the percentage of votes controlled by the total number of shares.

Note 19

OTHER LONG-TERM HOLDINGS OF SECURITIES Group

Accumulated purchase cost At January 1 Additional assets

The balances brought forward have been adjusted as a consequence of internal transfers.

Accumulated write-downs At January 1 Write-down in the period

Note 17

Book valute at December 31

SHARES IN GROUP COMPANIES

Parent company

2,372 503 2,875 -114 -308 -422 2,453

Parent company

Note 20

Accumulated purchase cost At January 1 Depreciation Sales within the Group

289,365 -45,000 -100

Book value at December 31

244,265

Specification of Parent Company and group holdings of shares and participations in Group Companies No. of shares Subsidiary/Co.id.no./Reg’d. office 15,500 Enea OSE Participation S.A., Luxenburg - OSE Systems Inc - OSE Systems Inc, San José, United States - OSE Systems AB, 556183-3012, Täby, Sweden - OSE Systems GmbH, Munich, Germany - OSE Systems SARL, Paris, France - OSE Systems Ltd, London, United Kingdom - OSE Systems KK, Tokyo, Japan - Polyhedra, London, United Kingdom 5,000 Enea Realtime, 556586-3494, Täby, Sweden - Enea Epact AB, 556442-1401, Linköping, Sweden - Enea Training AB, 556242-4092, Täby, Sweden - Enea Realtime Oy, Helsingfors, Finland 5,000 Enea Business Software AB, 556586-3486, Täby, Sweden - Enea Redina AB, 556476-8660, Uppsala, Sweden Epact Technology Holding AB, 1,000 556545-4161, Linköping, Sweden 4,000 Enea TekSci Inc, Phoenix, United States

Pctg held 100

Book value 283

100

500

100

500

100 100

113,313 129,669 244,265

OTHER LONG-TERM RECEIVABLES

Accumulated purchase cost At January 1 Additional receivables Deductible receivables Book value at December 31

Group

Parent company

2,017 1,644 -2,500 1,161

2,500 -2,500 0

Enea Data AB Annual Report 2002

33

Enea in Figures

Note 21

Note 23

SHAREHOLDERS’ EQUITY Share capital

Group At January 1 New issue Buy back Enea shares Group restructuring Transfers between restricted and unrestricted equity Loss/Profit for the year Translation difference for the year Book value at December 31

8,877 46

Restricted Unrestricfunds ted equity 652,108 5,054

8,923

-47,107 1,054,844

Translation differences - stockholders’ equity Translation differences - stockholders’ equity brought forward Translation for the period - stockholders’ equity Translation differences for the monetary companies Translation differences - stockholders’ equity closing balance Additional Share paid-in capital capital Parent Company At January 1 Shares issued Group contributions Taxation on Group contributions Buy back Enea shares Loss/Profit for the year At December 31

Group Profit/loss from shares in associated companies

-444,789 -312,017 13,488 -842,484

31,476 -33,619 28,296 26,153

Legal reserve

Retained earnings

1,600

85,032

Parent Company Dividends Profit on sales of associated companies

Note 24

635,040 5,054

-81,474

8,923

1,600

640,094

9,621

5,650 101,290 106,940

5,250 5,250

DEFERRED TAX ASSETS, PROVISION FOR DEFERRED TAX 2001

15,559 2,901 18,460

Provisions for deferred taxes - tax allocation reserve - other reserves

2,270 1,898 4,168

OTHER LIABILITIES

Current liabilities Other long-term liabilities

92 -353,726 -350,076

Group 29,745 11,610 41,355

Parent company 1,048

2002

2001

36,896 35,449 3,512 39,055 29,071 143,983

2,538 14,700 7,262 39,208 43,109 106,817

1,500 2,574 1,646 5,720

2,228 1,972 4,200

1,048

ACCRUED EXPENSES AND DEFERRED INCOME

PROFIT PER SHARE 2002

2001

Earning per share -312,017 Profit for the year Average number of outstanding shares (thousands) 178,289 -1.75 Earning per share

-212,046 176,126 -1.20

Earning per share with full dilution Profit for the year Average number of outstanding shares with full dilution (thousands) Earning per share with full dilution

34

91,491

2002

Note 26 Note 22

2001

Group Deferred tax - deficit deduction - items affecting comparability

Note 25 8,877 46

2002

-99,258 92

444,789

PROFIT/LOSS FROM SHARES IN ASSOCIATED COMPANIES

Enea Data AB Annual Report 2002

-312,017

-212,046

178,289 -1.75

176,126 -1.20

Group Accrued rental charges in conjunction with the restructuring Restructuring costs Support revenue Accrued personnel costs Other costs

Parent Company Restructuring costs Accrued personnel costs Other costs

Enea in Figures

Täby, March 14 2003

Jan Rynning, Chairman

Ola Berglund, CEO

Rolf Ranvert

Staffan Ahlberg

Åke Dovärn

Ulla-Britt Fräjdin-Hellqvist

Ove Lindström

Anders Wångby

Kurt Jofs

Auditor’s Report To the Annual General Meeting of shareholders in Enea Data AB Company identification numer 556209-7146

I have examined the annual report, consolidated financial statements, accounts and administration of Enea Data AB (publ) by the Board of Directors and CEO for fiscal 2002. The Board of Directors and CEO are responsible för the accounting documents and the administration. My responsibility is to state my opinion of the annual report, consolidated financial statements and the administration on the basis of my audit. The audit has been performed in accordance with generally accepted auditing standards in Sweden. This has involved planning and implementing the audit so that I can be reasonably certain that the annual report and consolidated financial statements contain no material errors. An audit involves examining a selection of the supporting documents related to amounts and other information in the accounts. An audit also includes evaluating the accounting principles and their application by the Board of Directors and CEO in addition to an overall appraisal of the information compiled in the annual report and consolidated financial statements. As a basis for my opinion concerning discharge from liability, I examined significant decisions, actions taken and circumstances of the company to be able to determine whether or not any Board member or the CEO could be liable to the company in any way. I also examined whether or not any Board member or

the CEO has violated, in any other way, the Companies Act, the Annual Accounts Act or the Company’s articles of incorporation. I consider that my audit provides a reasonable basis for the following statements. The annual report and consolidated financial statements were prepared in comformity with the Annual Accounts Act and thus give a true and fair view of the Company’s and the group’s financial position and results of operations in accordance with generally accepted accounting principles in Sweden. I recommend that the Annual General Meeting adopt the income statement and balance sheets of the Parent Company and the group, that the loss of the Parent Company be dealt in accordance with the proposal in the Directrs’ report and that the members of the Board of Directors and the CEO be discharged from liability for fiscal 2002. Stockholm, March 14, 2003

Per Bergman Authorized Public Accountant

Enea Data AB Annual Report 2002

35

Täby (HQ)

Great Britain Germany

Öresund Japan

Enea Embedded Technology

France

Enea Systems

Linköping (Enea Epact)

Sweden (HQ) USA (Enea TekSci)

Uppsala (Enea Redina)

Enea Data AB (HQ) Box 232, Nytorpsvägen 5 SE-183 23 Täby Sweden Tel +46 (0)8 507 140 00 Fax +46 (0)8 507 140 40

Enea Systems AB (HQ) Box 232 Nytorpsvägen 5 SE-183 23 Täby Sweden Tel +46 (0)8 507 140 00 Fax +46 (0)8 507 140 40

Enea Data

Enea Systems AB, Öresund Box 4150 Jörgen Kocksgatan 9 SE-203 12 Malmö Sweden Tel +46 (0)40 660 98 00 Fax +46 (0)40 660 98 30

Enea Embedded Technology AB (HQ) Box 232 Nytorpsvägen 5 SE-183 23 Täby Sweden Tel +46 (0)8 507 140 00 Fax +46 (0)8 507 140 40

EneaTekSci Inc. 1711 W. Greentree Drive Suite 126 Tempe, AZ, 85284 USA Tel +1 480 753 9200 Fax +1 480 753 6400 www.teksci.com

Enea Services Enabling Technology

Enea Epact AB Teknikringen 8 SE-583 30 Linköping Sweden Tel +46 (0)13 465 58 00 Fax +46 (0)13 21 05 10

Enea Embedded Technology AB Drakegatan 7 SE-412 50 Göteborg Sweden Tel +46 (0)31 760 60 00 Fax +46 (0)31 335 86 70

OSE Systems S.A.R.L ZA Courtaboeuf 1 12, Avenue de Scandinavie F-91953 Courtaboeuf Cedex France Tel +33 (0)1 69 181 440 Fax +33 (0)1 69 181 441

Enea Redina AB Smedsgränd 9 SE-753 20 Uppsala Sweden Tel +46 (0)18 66 08 00 Fax +46 (0)18 66 08 02

Enea Training AB Box 232 Nytorpsvägen 5 SE-183 23 Täby Sweden Tel +46 (0)8 507 140 00 Fax +46 (0)8 507 140 45

Enea Services Enabling Technology Box 232, Nytorpsvägen 5 SE-183 23 Täby Sweden Tel +46 (0)8 507 140 00 Fax +46 (0)8 507 140 40

OSE Systems GmbH Carl-Zeiss-Ring 15 DE-85737 München Germany Tel +49 (0)89 544 676 0 Fax +49 (0)89 544 676 76

OSE Systems Ltd The Malthouse, Malthouse Square Princes Risborough Buckinghamshire GB-HP27 9AB England Tel +44 (0)1844 276 980 Fax +44 (0)1844 276 982

OSE Systems KK 1-4-2 Kanda Ogawa-machi Chiyoda-ku Tokyo 101-0052 Japan Tel +81 (0)3 5207 6167 Fax +81 (0)3 5207 6169

www.enea.se www.ose.com www.enea.com