annual report 2010/2011

Transcription

annual report 2010/2011
ANNUAL REPORT
2010/2011
NOBINA | annual report 2010/2011 1
Framvagnsvinjett
Contents
Nobina and the year in brief
4
Statement from the CEO
8
Market
Overview
10
Regional traffic
15
Interregional traffic
20
Nobina
The operations
22
Organization and operations control
26
Responsibility – the environment and safety
28
Business areas
33
Corporate governance
Accounts
Consolidated income statement and consolidated
statement of comprehensive income
61
Consolidated balance sheet
62
Consolidated statement of changes in
shareholders’ equity
63
Consolidated cash-flow statement
64
Parent Company income statement and
statement of comprehensive income for
the Parent Company
65
Parent Company balance sheet
66
Parent Company statement of changes
in shareholders’ equity
67
Parent Company cash-flow statement
68
Notes
69
Corporate governance report
48
Auditors’ report
93
The share
52
Glossary and key figures
94
54
Annual General Meeting
95
56
Contact information
95
Board of Directors, Senior Management
Administration Report
2 NOBINA | annual report 2010/2011
framvagnsvinjett
Nobina’s business concept is about simplifying the
customer’s everyday travel. We have been doing
that for exactly one hundred years.
During that time, we have established a leading
position in the market due to a successful business
model with stable revenue and growing margins.
At the same time, the market has developed to
our advantage and with important ongoing changes,
the potential for continued profitable growth is great.
Traveling together for a sustainable society is
more in keeping with the times than ever.
NOBINA | annual report 2010/2011 3
IN BRIEF
This is Nobina
In a rapidly changing market, Nobina has maintained a market-leading position after successfully completed improvement activities. The company’s ambition is to advance its position with continued profitability throughout the Nordic region, and take shares in the value
chain through improved customer offerings and an optimized bus fleet and traffic planning.
Through goal-oriented and delegated leadership, the industry’s most dedicated employees
will be a driving force in this movement.
BUSINESS MODEL
StrategY – PROFITABLE GROWTH
Nobina has an effective business model that
builds on stable revenue generated by longterm contracts and relations. The market logic
and selected model entail that the business is
conducted with low risk. An extensive contract
portfolio and large tender volumes provide stability while the growing number of contracts
that feature incentives, due to ongoing deregulation, allow for growth and better margins.
Nobina’s market-leading position in the
Nordic region entails significant advantages
in connection with tendering, contract management, vehicle operation and traffic planning. The operations are divided into two
business areas, Regional and Interregional
traffic. Nobina is one of the largest public
traffic companies in northern Europe with a
bus fleet of about 3,600 buses and 280 million
completed customer trips per year.
Stable and profitable growth is achieved by securing the right contracts, rather than
high market shares, and by optimizing the bus fleet and daily operation in existing
contracts. Nobina shall:
WORK FOR LARGE ACCESSIBLE TENDER VOLUME TO SECURE MORE PROFITABLE
CONTRACTS
■ Nobina shall enhance the quality of its tendering and participate in a large number
of tenders, but only where conditions for profitability are good.
DEVELOP THE CUSTOMER OFFERING AND TAKE A LARGER SHARE OF THE VALUE CHAIN
■ Nobina shall strengthen its offering to customers in both Regional and Interregional
traffic, through continuous product development and greater responsibility for
influencing travel and traveling.
PRIORITIZE AND IMPROVE PROFITABILITY IN ALL AREAS
■ Nobina shall achieve greater efficiency in both existing and new contracts with
the support of Group-wide working processes.
■ Optimize indexation, fuel consumption and traffic planning.
CONSTANTLY DEVELOP LEADERSHIP AND EMPLOYEE PARTICIPATION
OVERALL GOAL
■ Prioritize the recruitment and training of leadership for all people with leadership roles.
■ Management by objectives and continuous feedback makes all employees
Nobina shall continue to be a strong driving
force in the market to expand public traffic
by bus in the Nordic region, broaden traffic
companies’ responsibility for the customer
offering and improve opportunities for
strengthening the profitability of contracts
through more balanced conditions
between the parties.
BUSINESS CONCEPT
visible and committed.
CONTINUE TO ACTIVELY DRIVE STRUCTURAL CHANGE
■ Nobina shall capture market opportunities and increase the proportion of incen-
tives in traffic contracts. This entails increasing the traffic company’s commitment
through greater responsibility for the range of services, schedules and sales, and
remuneration for both traffic production and the number of passengers.
■ Participate in the market consolidation of active and quality-oriented players.
Nobina’s business concept is to simplify everyday
travel for its customers and the vision is clear:
»Everyone wants to travel with us»
4 NOBINA | annual report 2010/2011
IN BRIEF
Financial overview
Sales increased 6.2% to SEK 6,697 million (6,308) and operating profit rose to SEK 232
million (192). Excluding costs of SEK 62 million (37) pertaining to extraordinary winter
conditions, operating profit totaled SEK 294 million (229).
SALES
Rolling four quarters
SEK M
In 2010, Nobina secured contracts for 556 buses (451). Some 273 buses (339) were acquired
at a value of SEK 731 million (971) and financed through financial leasing. The number of
cash-financed buses amounted to 122 (41).
8,000
7,000
6,000
Sales
SEK M,
unless otherwise stated
2010/2011
Operating profit
2009/2010
2010/2011
5,000
2009/2010
4,000
Regional traffic
Sweden
Denmark
Norway
Finland
4,459
323
783
756
4,227
192
733
801
242
–53
21
7
205
–30
21
7
430
412
40
42
6,697
6,308
232
192
Interregional traffic
Swebus
Total
SALES PER BUSINESS AREA
AND OPERATING PROFIT
TENDER HISTORY
SEK M
6,000
1,000
0
Q1
06/07
Q1
07/08
Q1
08/09
1,000
800
EBITDAR
2,500
100
600
2,000
0
3,000
Q1
10/11
3,000
300
4,000
Q1
09/10
SEK M
3,500
5,000
EBITDA
1,500
–100
2,000
400
1,000
–300
1,000
0
2,000
EARNINGS TREND*
Rolling four quarters
Number of buses
500
7,000
3,000
200
500
06/07
07/08
08/09
Regional traffic
09/10
10/11
–500
0
Interregional traffic
0
06/07
07/08
08/09
09/10
10/11
Number of buses procured in the Nordic region
Operating profit
Q1
06/07
–200
Q1
07/08
Q1
08/09
Q1
09/10
Q1
10/11
Number of publicly procured buses where
Nobina has offered a tender
Number of buses won by Nobina
SEK M
400
SEK M, unless otherwise stated
06/07
07/08
08/09
09/10
10/11
5,075
5,406
6,134
6,308
6,697
–24
161
206
192
232
Profit loss after financial items
–246
–16
–233
121
59
Net profit/loss
Sales
Operating profit/loss
–245
–15
–239
121
59
Cash flow
117
211
–59
–67
–91
Cash and cash equivalents*
351
529
558
472
335
Equity/assets ratio, %
6.7
5.8
–2.7
2.8
3.4
Shareholders’ equity
227
210
–117
137
178
Number of buses
3,503
3,376
3,505
3,553
3,618
Average number of employees
6,814
7,021
7,606
7,318
7,714
1.45
1.60
1.75
1.78
1.85
Revenue/bus
* Including restricted funds.
EBIT
200
0
MSEK
–200
EBT
7 000
–400
6 000
5 000
–600
4 000
–800
3 000Q1
–1,000
06/07
Q1
07/08
Q1
08/09
Q1
09/10
Q1
10/11
2 000
* Adjusted for one-off costs and non-recurring costs
1 000
0
05/06
06/07
07/08
08/09
09/10
Interregional
trafik 5
trafikreport
NOBINA | Regional
annual
2010/2011
2010/2011
Framvagnsvinjett
The year in review
The year in review was characterized by snowstorms, an ash cloud – and business
as usual. All in all, 2010 was an eventful year with major changes in the market prior
to the new Public Transport Act, which comes into force next year.
MARKET
organization
AWARDS
NEW LAW ON LOWER DRIVING AGE
The Swedish Riksdag decided on a
lower age for bus driver’s licenses,
which is expected to benefit the
recruitment of young drivers to
the industry.
NEW GROUP STRUCTURE
A new group structure was established early in the year to increase
efficiency and create a clearer business focus. Nobina Sweden, Norway,
Finland and Denmark are part of the
new Regional traffic business area,
while Swebus belongs to the Interregional traffic business area. Central
functions were combined into fewer
units to enhance coordination.
Swedish HR Manager
of the Year, 2010
Nobina’s Director of Human Resources
Ann-Marie Silokangas
was announced Human
Resources Manager of the
Year for 2010. She
received the award for
her efforts to develop
leadership within the
Group and create a culture where the individual is visible
and can develop.
NEW PUBLIC TRANSPORT
ACT IN SWEDEN
Public transport will be deregulated
in Sweden in 2012 and private traffic
companies will be able to establish
new routes on a commercial basis.
Basic public transport will also be
offered by traffic companies in the
future through public procurement
by the public transport authority.
6 NOBINA | annual report 2010/2011
STEIN NILSEN NEW
MANAGING DIRECTOR IN NORWAY
In December 2010,
Stein Nilsen became
the new Managing
Director for Nobina
in Norway. He has long experience in
the personal traffic industry, and was
formerly the Executive Vice President
of NSB with responsibility for NSB
Persontog. Prior to that, he worked in
the SAS Group for more than 20 years.
OPERATOR OF THE YEAR:
NOBINA DENMARK
In May 2010, Nobina was awarded
Best Operator in Denmark by Movia,
the public transport authority in the
Copenhagen/Zealand area.
SWEBUS – A SUSTAINABLE BRAND
In early 2011, Swebus was announced
third-best traffic company in Sweden
for its environmental and social
responsibility, by the Sustainable
Brands survey.
framvagnsvinjett
regional traffic
interregional traffic
NEW CONTRACTS IN GOTHENBURG,
NORRKÖPING AND MALMÖ
In 2010, Nobina secured contracts
for Västtrafik, Norr­köping and Malmö
City. The contracts comprises a total
of 167 buses for city and commuter
traffic in and around the three cities.
However, Nobina lost two existing
contracts with SL in the Stockholm
area. Malmö City is now Nobina’s
largest traffic area.
SWEBUS SIGNS SALES CONTRACT
WITH REITAN GROUP
Swebus broadened its reseller network through a contract with the
Reitan Group, which owns 7-Eleven
and Pressbyrån, comprising more
than 500 retail stores in Sweden.
NEW CONTRACT IN NORRTÄLJE
Nobina secured a very exciting
contract in Norrtälje commencing
June 2011. The contract comprises 85
buses and combines a fixed price with
variable remuneration for the number
of boarding customers. For the first
time, Storstockholms Lokaltrafik (SL)
is allowing traffic companies to help
design and be responsible for the
customer offering.
NOBINA FIRST WITH ISO CERTIFI­
CATION OF ALL STOCKHOLM TRAFFIC
In July 2010, Nobina became the
first bus company in the industry
to become ISO-certified in all traffic
areas in Stockholm. The certification
involves 2,000 employees
and 700 buses.
NEW AIRPORT SHUTTLE TRAFFIC
STOCKHOLM–ARLANDA
In May, Nobina took a serious step into
the market for airport shuttle traffic,
in competition with Arlanda Xpress
and Flygbussarna. The new direct
route between Arlanda and City­
terminalen in Stockholm takes
35 minutes.
HIGHER PERFORMANCE
SATISFACTION
Customers gave Swebus a con­
siderably higher rating in the annual
performance satisfaction
survey conducted by
Svenskt kvalitetsindex (SKI).
The survey also indicates
that passengers give the
entire bus industry a higher
rating and that they are more
satisfied with buses than
both rail and air travel.
NOBINA | annual report 2010/2011 7
STATEMENT FROM THE CEO
Improvement in all areas
– with sights set higher
Nordic public traffic has undergone a range of reforms during our hundred years in the
market, but these changes were probably never greater than now. A new public transport
act will come into force, the remaining concession contracts will expire and the Nordic
contract model is being developed. Mobility increases while more people are becoming
aware of our own impact on the environment. In retrospect, it feels positive to contribute
to future public traffic in a market where traffic companies are advancing their positions.
We achieved major improvements in all areas
in 2010. We strengthened operating profit by
SEK 40 million and implemented a more efficient organizational structure, but our sights
were set higher. A key explanation for this
lower-than-expected outcome was that the
fiscal year began and ended with abnormally
cold and snowy weather, which increased
virtually all operating expenses – while fuel
prices rose. The winter had a negative impact
of SEK 62 million on profit for the year.
Despite these severe conditions, we managed
to maintain 99.8% of our driven routes and
greater profitability, primarily due to costconscious thinking, better use of our buses
and most of all, dedicated employees who
actively contributed to the implementation
of our improvement activities. We have also
gained higher volumes in our existing contracts, which is a ripple effect of our marketing
efforts and the political drive to double public
transport’s share of total travel.
SUCCESSES AND CHALLENGES IN OUR
NORDIC OPERATIONS
We strengthened our position in Sweden in
several key locations. We lost two SL contracts
with a total of 300 buses to Busslink in Stockholm, which we regret, but are also happy
with our success in the rest of the country.
Service launches for half of the city traffic
in Malmö and several express routes in
Gothenburg were major events, as was winning a new and interesting contract in Norrtälje with SL, which will commence in the
summer. We are very excited about the new
Norrtälje traffic since it builds on a demandbased remuneration model where Nobina as a
8 NOBINA | annual report 2010/2011
traffic company will be responsible for designing and marketing the offering to customers.
The Norwegian operations had a more
difficult year with efficiency problems and
loss of contracts. Operating traffic is more
expensive in Norway and we are struggling
to bring costs down to satisfactory levels.
But we also see great future potential in the
Norwegian market, which is currently
undergoing a series of changes. The trend
towards more public procurements is moving
fast and the market share is expected to
exceed 50% by 2011. In December, Stein
Nilsen became the new Managing Director
for Nobina Norway. With more than 20
years in the Nordic personal traffic sector,
I think he will be an excellent leader for the
Norwegian operations.
Nobina Denmark continued to develop
positively in 2010 and we are satisfied with
both the efficient operation and excellent
customer service. After just two years in the
market, Nobina was announced “Operator
of the year” by Movia, the largest client in
the country, and we recently secured more
traffic in a contract with them. We commenced two new contracts and have high
hopes for continued growth, but will continue to have start-up and expansion costs.
We maintained our position and an
unchanged market share in Finland, despite
a number of challenges and continued price
pressure. With a loss in the spring and one
win in the fall, our market share remained
unchanged throughout the year. The challenges in the Finnish market are considerable,
but more contracts are expected to become
competitive in coming years and we have a
solid and efficient organization in place to
take advantage of market growth.
Our Interregional player Swebus is a wellknown brand with a strong offering. After a
very good start to the year, where the ash
cloud contributed to a sharp increase in bus
travel, the end of the year was more difficult
– for two main reasons. Customers choose
more expensive transport when times are
better, and price competition is increasing
from public players. To strengthen our position and clarify our value to customers, we
will invest more in sales promotion in the
future. Swebus launched a successful direct
transfer between Stockholm Central and
Arlanda at the beginning of summer. The
investment was initially costly but this
is a long-term venture and, to date, has
proceeded according to schedule.
STRUCTURAL CHANGES IN THE MARKET
In recent years, competition in regional
traffic has been difficult to break through in
all countries except Sweden and Denmark.
Public players have won contracts at prices
that we cannot possibly match given the
quality that we want to offer. But the trend
is unsustainable because under-priced contracts have not been able to generate a profit
for these players. As a result, public players
are currently under review in Finland,
Denmark and Norway.
In Finland, the municipal main competitor HELB, was challenged after the municipality was forced to cover up the company’s
losses with increasing loans. The Danish
government has banned Danish company
DSB from participating in procurements
STATEMENT FROM THE CEO
» We focus on
contracts with
good profitability.
in Sweden because of its losses here. The
Office of the Auditor General of Norway is
reviewing government-run Nettbuss’ operations outside of Norway, and the sale of
Unibuss is being assessed in Oslo. In Sweden,
the municipal bus company in Gothenburg
is continuing to suffer heavy losses. We can
verify that publicly owned public transport
companies that are not operated on business
terms are no longer sustainable in the long
term, and it is only a matter of time before
we see the consequences. I am convinced
that an experienced traffic company with
the tools to change, such as Nobina, will
be tomorrow’s winner.
The Nordic market is already consolidating
through a series of acquisitions and mergers.
Deutsche Bahn purchased British Arriva and
the French players Veolia and Transdev are
currently merging their public transport organizations. And this trend is expected to continue,
especially in Sweden. Storstockholms Lokal­
trafik (SL) sold its remaining holding in Buss­
link to Keolis during the year, which coincided
with the procurement of several major SL
contracts. KR-trafik and Nettbuss Sverige
dissolved their ownership ties and Vänersborgs
Linjetrafik (VL-trafik) was taken over by
Buss i Väst. In addition, a number of small
traffic companies in the bus industry formed
the Together alliance.
It is difficult to fully assess how the new
Swedish Public Transport Act will influence
market developments, but we can already see
how nearly all counties are organizing public
traffic in a new government agency, the Swedish Transport Administration, to increase
political influence. The county council thus
assumes total responsibility for public transport. The most important factor for Nobina,
we believe, is that traffic solutions are being
developed together with the traffic companies
and that it takes place closer to customers,
based on local conditions.
More and more public transport authorities are applying incentive-driven contracts
but despite a positive trend in contract terms
and conditions, it is still difficult for new
players to participate in procurements. The
traffic companies are forced to calculate the
excessive additional costs to cover the risks
and specific requirements imposed by the
contracting authorities. We do not think
that the risks for damage and extreme
weather conditions should lie solely with
traffic companies. Our hope is that more
public transport authorities choose to design
contract terms and conditions in line with
industry recommendations so that customers
do not need to pay too high a price for public
transport.
HIGH EXPECTATIONS AND MAJOR
improve our offering to customers. How well
we succeed depends on how well we can
motivate our employees, whose dedication is
one of our key competitive advantages.
Thus, during the year, we clarified our shared
values, developed our offering to increase the
number of trips, invested time and resources
in leadership issues and increased the
number of individual performance reviews
and feedback opportunities.
In the coming year, we will focus on securing more contracts with conditions for good
profitability. The more procurements in the
market, the greater the selection of interesting contracts to bid for. We will maintain
our strategy to tender only for conditions
with profitable development and therefore
welcome the new quality evaluations in
which we can better demonstrate the added
value we offer customers. We will also review
our working processes and continue to
improve productivity. Optimization of the
bus fleet is central in this respect, as is finding alternative fuel solutions in order to
achieve greater flexibility as fuel costs rise.
In our world, the road to a sustainable
society begins with buses and we are
convinced that customer satisfaction and
higher margins go hand in hand – in the
next hundred years too.
OPPORTUNITIES
Our vision is that everyone will travel with
us. That is why we work consistently to
Ragnar Norbäck
CEO
NOBINA | annual report 2010/2011 9
MARKET OVERVIEW
Public transport – an everyday event
Nobina operates in a growing market in transition; public transport has never
been more right. More and more people choose to travel by bus because it
saves time, money and the environment. Traffic companies gain more control
over how traffic is designed and tomorrow’s winners are the players who can
offer an attractive, affordable and profitable product to their customers.
THE Traffic TREND
A GROWING MARKET
Nobina’s largest market is in metropolitan
regions. The majority of people choose the
bus sometimes and about 25% use public
transport every day. Women travel by bus
more often than men, while young people
and pensioners travel by bus most frequently.
The Nordic market for public transport by
bus is expected to grow over the coming years
and generated around SEK 44 billion in 2010,
of which regional traffic accounted for nearly
90% and interregional traffic for slightly
more than 10%.
about 20% for decades. But a joint change
processes is currently taking place.
A doubling of public transport would
reduce the carbon emissions of passenger
traffic by more than 20% and provide an
economic gain of more than SEK 4 billion.
In early 2008, a united public transport
industry thus presented its ambition to
double the market share of public transport
in the short term, and to double the overall
travel by public transport by 2020 to the
Ministry of Enterprise, Energy and Communications. In spring 2008, industry associations presented a joint action plan to the
government, after which doubling work
proceeded with full force through various
sub-projects.
THE Public transport TREND IS GROWING,
BUT CHANGING HABITS TAKES TIME
PRICING AND PRODUCT DEVELOPMENT
Environmental considerations, leisure time
and personal finances make bus or train
transport more attractive than driving. Just
five passengers on a bus, irrespective of fuel,
has already contributed to reducing our environmental impact. But despite the fact that
cars are expensive, create congestion and
have a negative impact on the environment,
driving is increasing at a faster rate than bus
traffic, due to the convenience, in all areas
except metropolitan regions. Most people
who do not use public transport do not know
how public transport works or where it operates. Prejudices about travel times and disruptions make the threshold high. Efforts by
politicians and traffic companies have not
managed to increase the market share for
public transport, which has remained at
When times are tough, it is difficult for
the government, municipalities and county
councils to achieve a balanced budget, which
reduces opportunities for public transport
to receive higher appropriations. Economic
development also affects the funding of
buses, which accounts for around 40% of
the costs in contracts. All buses in the market
today are custom-built since requirements
vary from one client to another, and the
continued low number of competing bus
suppliers has a negative impact on pricing
and product development.
In 2010, several international traffic
companies showed low or negative profita­
bility in their Nordic operations. All players
expect that the price scenario in the Nordic
region will improve for traffic companies.
10 NOBINA | annual report 2010/2011
» Environmental con­
siderations, leisure
time and personal
finances make bus or
train transport more
attractive than driving.
A very
ordinary
day
MARKET OVERVIEW
»Bus transport accounted for about 59%
of total public transport and increased
slightly during 2010.
The trend throughout the Nordic region is
toward more incentive-driven contracts,
which will increase travel and make it profitable to offer public transport. And as more
traffic areas are opened up for competition,
the price scenario will improve and benefit
the traffic companies that can deliver high
quality for a good price.
TRAVEL IN THE NORDIC COUNTRIES
Travel is increasing in Sweden and this is true
for both car travel and public transport. Bus
traffic accounted for approximately 59% of
total public transport, up 0.4% during 2010.
That can be compared with the subway, which
accounted for approximately 27% and trains
for approximately 14% of trips.
In Norway, the number of travelers using
public transport increased by 1.3% during
2010, which corresponded to developments
during 2009, according to the Statistics
Norway. The largest growth occurred in
conjunction with the expansion of subway
and streetcar lines, although those comprise a
relatively small portion of the total traffic. Bus
traffic accounted for approximately 60% of
the total public transport, with that percentage remaining unchanged in recent years.
In Finland, public transport increased in
the capital city area by 2.2% during 2010.
Bus traffic accounted for just over half of
trips, increasing by 4% during that time
period. That can be compared with the subway, which accounted for approximately
17.5% and trains for 14.4% of trips.
In Denmark, bus traffic accounted for
approximately 40% of trips according to
a study conducted in 2009. Conditions
remained unchanged during 2010. The
number of travelers has fallen since 2003 as
a result of economic growth and increased
competition from cars as the primary mode
of transportation. Following the same trend,
the number of bus trips increased by 2.4%
during 2010 due to the financial crisis. The
past two years have seen comprehensive
changes to public transport in the form
of cutbacks, structural changes and stream­
lining of both city and regional traffic.
Overview of public transport in Sweden, Denmark, Norway and Finland 2010/2011
All scheduled public
transports (rail and bus)
Scheduled public
bus transports
Scheduled public bus transports
exposed to competition
Market value,
SEK bn
Number
of buses
Market value
SEK bn
Number
of buses
Regional traffic
Market value, SEK bn
Interregional traffic
Market value, SEK bn
Sweden
30.2
7,696
14.8
7,186
14.0
0.8
Denmark
24.5
3,247
8.4
3,177
8.2
0.3
Norway
13.3
6,328
13.2
2,519
3.6
0.3
Finland
20.6
4,913
7.6
1,354
2.7
0.8
Total
88.6
22,184
44.0
14,236
28.5
2.2
Market values are estimates made by Nobina.
12 NOBINA | annual report 2010/2011
framvagnsvinjett
NEARNESS IN
EVERYDAY LIFE
BACKGROUND: HOW WE GOT HERE – PUBLIC TRANSPORT IN SWEDEN
The 1960s and 1970s saw a sharp
downturn in public transport as the
car made its inroads into society. Traffic
companies held exclusive rights and
controlled both pricing and traffic over
the principals in their respective traffic
areas. Despite subsidies, poor coordina­
tion of timetables and complicated
ticket systems, it was difficult to break
out of this pattern and there was an
enormous need to shift the power from
the traffic companies to the politicians.
In 1967, Storstockholms Lokaltrafik
(SL) was founded and in 1978 there
was a transport authority reform.
The 1980s The transport authority
reform took effect and resulted in
coordinated transport offerings that
were acquired through public procure­
ment and a new ticketing system. We
went from having bus routes to a bus
system and public transport received
a real boost thanks to a good economy
and a political desire that more people
should be able to travel together. With
the new coordinated transport system,
Stockholmers could travel through­
out the entire city for only SEK 50 per
month and a person from Jämtland
no longer needed to have four differ­
ent tickets to travel to and from their
job. However, it was only in 1989, in
conjunction with the next transport
reform, that the market was entirely
deregulated.
The 1990s saw concession contracts
(with a few small exceptions) and trans­
port rights revert back to the public
transport authorities, who could now
implement public procurement of
a desired bid, regardless of old struc­
tures. The power shifted from the traffic
companies, who were forced to deliver
the corresponding offerings as before
– but at much lower prices. We ended
up with higher quality thanks to a new
buyer’s perspective, but also an unreal­
istic price point due to the fierce com­
petition. The traffic companies were not
mature enough to evaluate the market
and acquired market shares at below
cost prices with the hope of profitable
contracts. At the same time, the amount
of tax funds decreased due to the finan­
cial crisis, draining traffic companies
who had limited means of impacting the
product. We still see the consequences
of that development today.
The 2000s provided us with clearer
transport offerings, lower costs and
higher quality. At the same time, traffic
companies took on large losses and the
open procurement process had devel­
oped into a complicated system that
limited both purchasers and providers
since it focused more on details and
costs than on function and customer
needs. Around the world, there was an
increased focus on environmental and
climate change issues, urbanization
continued, fuel prices shot through
the roof and congestion fees were
implemented to better control
traffic. Following the completion of
the government study, Koll Framåt,
which came out in 2007, the public
transport industry rallied during the
beginning of 2008 around a proposal
for a common plan of action to double
the market share of public transport
over the short term and public transport
travel by 2020.
The 2010s will see changes with the
new public transport law that goes into
effect on January 1, 2012. The goal of the
new law is to modernize public transport
and adapt it to the EU’s new regula­
tions in that area. According to the
new legislation, traffic companies shall
be allowed to establish commercial
public transport offerings freely within
all geographic market segments, with
the goal of increasing the dynamics
and contributing to a greater offering of
public transport options and increased
travel. At the same time, the regional
public transport authorities will have
better prerequisites to act efficiently
through a more functional authority
and a more clearly defined role and
division of responsibilities, according to
the government. For travelers, the new
regulations will result in a larger number
of travel alternatives and increased
freedom of choice.
14 NOBINA | annual report 2010/2011
Then …
… and now.
market – regional traffic
The market for regional traffic
The business model for regional traffic ensures steady revenues through long
contracts and close relationships with customers and principals. The Nordic
market is undergoing significant transformation with ongoing consolidations
through acquisitions or mergers. Soon the last concession agreements will
expire and more traffic areas will open up for public procurement.
THE PUBLIC PROCUREMENT MODEL
A TRAFFIC AREA IS PROCURED …
Politically controlled, publically owned principals are responsible for regional traffic service, usually the municipality or county council. Regional traffic includes county traffic,
city traffic and school bus traffic. In many
parts of the Nordic countries individual public transport authorities and traffic companies hold exclusive rights for operations
through old, concession agreements. However, in more places traffic is being publically
procured in accordance with the EU’s new
traffic regulations, which forbid concession
agreements. As current concession agreements expire during the coming years,
public transport throughout the Nordic
countries will become competitive.
… THROUGH PUBLIC PROCUREMENT … In those instances where traffic agreements
have been awarded in accordance with the
law for public procurement, the public transport authority invites all interested traffic
companies to a public procurement. Preparations for a procurement are started well in
advance and active subsidiaries begin to hold
general discussions with the relevant public
transport authority up to three years before
the actual formal process begins. Special
procurement teams create an accurate, comprehensive picture of the conditions year by
year, for every individual case. Planning
encompasses everything from pavement and
traffic planning to investments in employees,
fuel, buses and deposits. The goal is to prepare a bid that is attractive for all parties –
both the principal and customers – and
which also provides the traffic company satis­­
factory profitability.
Nobina plays an active role in the industry
dialog that is conducted between traffic companies and principals, in order to improve
the correlation between goals and means in
the tender process – such as evaluation models and general terms for increased predictability and transparency. A few concrete
results of these initiatives include standardized industry contract templates that were
developed during 2010 and new types of
quality controls that are now being used by
more transit authorities during procurement.
revenues to the traffic company and benefit
those players who can run an efficient operation and attract the most travelers. The disadvantage is that a traffic company cannot
control offerings according to demand – that
is overseen by the principal. Finally, an
incentive contract is a hybrid between a gross
and a net contract and is becoming increasingly commonplace in the market. These
are based on a gross contract but provide
the traffic company with an opportunity
to increase its revenue if the number of
passengers increases.
… AND THEN THE TRAFFIC STARTS ROLLING
… THE EMPLOYER AND THE WINNING TRAFFIC
COMPANY DRAW UP A CONTRACT …
The contract between the employer and the
traffic company regulates how transport
should be operated and generally is in force
for between five and eight years, with the
option for an extension. The contract regulates everything from timetables and ticket
prices to what the buses should look like and
what kind of fuel they should use. The aim is
to make the contract less detail-oriented and
more functionally based so that traffic companies have greater latitude in formulating
their offerings according to their own evaluation of the market’s needs.
The most common format is for the traffic
company to receive payment in accordance
with a gross contract. That enables the public
transport authority to receive all ticket revenues while compensation to the traffic company is determined based on the number of
kilometers and hours driven, which provides
limited incentives to attract riders over
the short term. Net contracts are rare,
and instead provide a majority of ticket
Once a company has negotiated a contract
with a public transport authority and it has
been signed, it is generally the case that the
terms of the contract may not be renegotiated unless both parties mutually agree to
the changes. Once traffic starts rolling,
existing bus drivers and other operational
employees usually move over to the bus
company that wins the contract. This immediately eliminates costs for wages, insurance
and pensions for those employees for the
bus company that is handing over the traffic.
The incoming traffic company must offer
employment to drivers in the pool that
consists of previous employees of the out­
going traffic company, before any eventual
new hires.
Most contracts contain the option of
extension by one to three years, if the public
transport authority informs the traffic company about this one year before the expiration of the original contract period.
NOBINA | annual report 2010/2011 15
Market – regional traffic
THE PATH TO PROFITABILITY
REVENUES
At today’s price levels, ticket revenues are
insufficient to cover the principal’s costs. The
difference is funded through taxes. The rate
of self-financing varies both nationally and
over time, but lies on average at between
50–60% for all of the Nordic market, with
local variations.
Commonplace for all the various types of
traffic agreements is that changes in compensation over time track an index that is intended to
compensate the traffic company when the
costs of, for example, fuel or salaries, increase.
How often the index is adjusted varies somewhat among the Nordic countries, but the
trend is towards more frequent adjustments. In
Denmark, the index is adjusted monthly, in
Sweden and Finland on a quarterly basis, while
in Norway calculations are made only one year
after the fact.
COSTS
Pricing is usually the primary variable for traffic companies to favorably distinguish themselves during the procurement process, which,
as a rule, favors larger, more efficient traffic
companies that can deliver transport services at
low costs. Nobina operates with the principle of
only submitting bids that have good prerequisites for good profitability, and therefore
chooses not to use pricing to win over its competitors. As the largest bus traffic company in
the Nordic countries, Nobina has achieved significant savings by centralizing a large portion
of purchases for all of the Group’s operational
subsidiaries. This means that the company can
often procure a contract at price levels that are
competitive, for example by seeking out advantageous terms for items such as fuel, tires and
spare parts for buses.
The bus fleet comprises approximately
40% of the contract cost. Oftentimes the
solution that a customer selects contains a
combination of newly purchased buses and
buses that have already been used previously
16 NOBINA | annual report 2010/2011
in operations. Investments occur in advance
of traffic startup and the goal is to relocate or
sell buses in conjunction with the expiration
of a contract. The more standardized buses
are, the broader the area of application they
have within the Group over time. Principals’
demands on buses can be very specific, however, when it comes to things like fuel type,
seat material, door width or body color,
which requires long-term planning in order
to optimize usage over time. The requirements on buses are similar in the Nordic
countries with the exception of Finland,
which means that it is more difficult to
relocate buses into or out of that country in
conjunction with a new contract.
Specification of fuel type and emissions
requirements are standard today in the procurement documents. Keeping in line with
political objectives, 40% of traffic should be
operated using buses that use renewable fuels
by 2012 and 90% by 2020. In order to meet
these goals, traffic companies will have to
quickly adapt their bus fleets and increase
their share of renewable fuels. This means a
cost increase and major reorganizations for
both bus companies and public transport
authorities. Nobina is intensifying its business
intelligence and skill development within the
area of future fuels. Dialog with suppliers and
principals is increasingly focused on the purchase of buses, and on various cooperative
projects with manufacturers and public transport authorities a number of different alternative fuels are being evaluated.
PROFITABILITY
Customer-specific solutions, like the start
of a new traffic contract, often involve new
investments in a bus fleet, both in terms of
upgrades of existing buses as well as new
purchases. Costs and revenues in individual
contracts are therefore unevenly distributed
across contract periods, as is profitability.
In addition, insufficient index calculations
can potentially make cost increases for fuel
and wages a problem for traffic companies.
A correctly calculated contract in combination with effective operations will, however,
yield positive profitability when viewed over
the entire contract period. Consequently, the
composition of the contract portfolio of new
and current contracts affects the combined
profitability for a particular year. Nobina
has approximately 146 traffic contracts of
varying ages and sizes.
Optimization of the bus fleet, efficient
traffic planning and a good dialog with the
principal is the best path to good profitability. By avoiding empty mileage, using environmentally friendly fuel, applying environmentally friendly driving techniques and
above all, filling up buses with people, both
emissions and costs can be reduced.
Profitability development of a normal seven-year contract with a two-year extension
CONTRACT YEARS
SEK M
1,200
OPTION YEARS
Revenue
900
600
300
0
Book value
EBITDAR
EBIT
–300
–600
Accumulated cash flow
–900
Year 1
Year 2
Year 3
Year 4
Year 5
Year 6
Year 7
Year 8
Year 9
A new way forward in Norrtälje
In June 2011, Nobina will be starting up new traffic in Norrtälje on behalf of the
principal SL. This is the first time that SL is allowing a traffic company to have
such a large responsibility for direct customer relations. In its Norrtälje con­
tract, Nobina has received a large degree of freedom to design the offerings,
timetables and marketing – and along with it an increased opportunity to
impact the number of riders. This means that Nobina is taking on greater risk,
but will also keep a larger portion of the revenues.
The new Norrtälje traffic operation is one of this year’s most
exciting events. In its contract with SL, Nobina has received
increased responsibility, a wide degree of latitude and clear
financial incentives to increase public transport between
Norrtälje and Stockholm.
The goal is increased ridership
The contract is divided into two different compensation
models. In the more traditional portion Nobina will receive
»normal« compensation for traffic in and around Roslagen,
local traffic in Norrtälje and rural traffic farther out in the
county. In the second portion, which encompasses three
commuter lines, Nobina will instead be paid solely based on
the number of riders – one amount per boarding passenger
during rush hour traffic and another lower amount per board­
ing passenger during non-rush hour periods. There is also
room for a quality bonus for extra high customer satisfaction,
which could be a challenge since Norrtälje residents are
currently the most satisfied in the entire county.
»We look forward to demonstrating how we as a traffic
company can increase ridership through improved offerings.
With our ambition of eventually doubling the number of pas­
sengers, having satisfied customers is a very good starting
point,« says traffic manager Leif Enebrink.
High level of onboard service
The three commuter lines will be operated using doubledecker buses and have onboard wireless Internet. The buses
will operate on RME fuel (biodiesel made from rape seed oil)
which is entirely fossil-free. The advantage of double-decker
buses is that Nobina can offer a product with a high level
of comfort that allows all riders to better utilize their travel
time. The buses will also be fully accessible to people with
limited mobility.
»Onboard the buses we will be focusing on friendly treat­
ment and accurate information, for example regarding traffic
disruptions. We will also be reviewing traffic routes and possi­
bly move the bus terminus according to traffic patterns and
connecting traffic. It is practically only one’s imagination that
will set the limit for how we can develop offerings so that more
people choose to ride public transport,« says Leif Enebrink.
Better awareness of benefits
The goal is to gradually increase bus ridership, primarily by
reaching people traveling by car. Public transport’s current
share of the commuter traffic is 50% between Norrtälje and
Stockholm. A comprehensive mapping and analysis has
formed the basis for evaluating future potential. During its
tender analysis, Nobina asked its potential customers where
they travel, how they travel, when and why not. The average
motorist thought that it took 45% longer time than what it
actually takes – one hour. An important aspect of marketing
in the future will therefore be to eliminate such biases and
provide information about the possibilities and advantages
of public transport.
Immediately after the tender results were announced last
December, work began on preparing for a traffic launch date
in June. That is an unusually short start-up time compared
with the more normal one year.
»We have big plans for Norrtälje. Certain ideas will be imple­
mented immediately, while others will have to wait until we
have established a relationship and had time to test the system.
Currently we are working intensively to get all the pieces in
place and to train and inspire all our employees so that our traf­
fic start will go as smoothly as possible,« says Leif Enebrink.
Potential for profitability
Depots and workshops have been adapted to be able to
receive the new double-deckers. In addition, the bus facilities
are located in the Norrtälje area and not in Stockholm. By
having the parking lot where most of the drivers live, the buses
will be able to start at the actual route rather than having to
first be transported from Stockholm to the first stop. That
eliminates idling and unnecessary environmental impact
while eliminating an extra trip for drivers to get to work.
»The Norrtälje contract is a clear step in line with the new
public transport law that will go into effect in Sweden in 2012.
The incentive portion with compensation per boarding pas­
senger will mean a greater risk – if we do not succeed in
attracting as many new riders as we estimate and hope for.
Above all, however, it is a huge potential for the possibility of
impacting travel to generate higher revenues and improved
profitability,« says Leif Enebrink.
market – regional traffic
NORDIC OVERVIEW
Consolidation of the Swedish market began
in 2010 through a number of acquisitions
and mergers. Deutsche Bahn purchased
Arriva. Veolia and Transdev are in the process of merging their public transport organizations. SL sold its 30% share in Busslink to
Keolis, which now owns 100% of Busslink.
Jämtland’s KR-trafik and Nettbuss Sverige
dissolved their ownership ties. In addition,
a number of smaller traffic companies in the
bus industry formed the alliance Together.
Vänersborgs Linjetrafik (VL-trafik) was
acquired by Buss i Väst.
SWEDEN
In Sweden, Nobina is the market leader for
regional traffic with one-third of the publically procured market, which is divided up
into 20 public transport authorities and is
worth approximately SEK 14 billion. Other
major players in the market are Keolis-owned
Busslink, Arriva and Veolia. Almost all routebased public transport by bus is procured publically. In certain cities, old concession agreements remain, limiting competition. SL is the
largest public transport authority since Stockholm alone accounts for almost half of all
Swedish public transport.
According to the Swedish law regarding
public procurement, the procuring authority
shall accept the tender that has the lowest
price or in some other way is financially most
advantageous. The latter means that the bidder can attempt to compensate a higher price
with a higher level of quality. In recent years,
public transport authorities have implemented quality evaluations alongside of the
quantitative comparisons among incoming
tenders. In those instances, operational
descriptions are also ranked and given equal
weight as the tender price.
Gross contracts are the most common in the
Swedish market. The trend, however, is to
move towards incentive contracts. Compensation in the contract is normally adjusted
according to quarterly indexation calculations.
18 NOBINA | annual report 2010/2011
In January 2012, new public transport legislation will go into effect in Sweden, with a
more clearly defined focus on customers,
providing greater responsibility – and
momentum – to traffic companies. The legislation is based largely on models that were
developed within the framework of the doubling effort, where the industry, with strong
support from Nobina, has been active. The
goal is to modernize public transport, create
improved dynamics in markets and to
increase travel. Strategic decisions about
public transport, which today are often made
by county traffic companies, shall be made
through administrative formats for increased
insight and improved coordination with
other community planning.
NORWAY
The Norwegian market for contract-bound
regional traffic amounts to approximately
SEK 4 billion and comprises 20% of the total
market for regional traffic. Market leaders
include the state-owned Nettbuss with 26%
of the competitive public bus traffic, while
Nobina is the second largest with 17% of the
market. In addition, there are a number of
small, local companies that provide traffic
through concessions.
Since 1994, Norwegian public transport
authorities have had the option, but have not
been forced, to award traffic contracts
through public procurement. The number of
publically procured public transport agreements in Norway is therefore less than in
Sweden, but is expected to exceed 50% during 2011 due to an EU directive that bans
the current concession agreements. As competition increases in Norway, Nobina
believes that room for consolidation among
the local bus companies will increase.
The public transport authority usually
procures both school buses and route buses
in a single tender. A few of the traffic packages now also include transportation services
for the disabled. The supporting documents
for tenders specify, like in Sweden, the routes
and timetables that shall be covered by the
traffic company and usually contain detailed
requirements about bus type (i.e. age and
design of the coach and interior), environmental standards (such as fuel type, emissions levels and exhaust filters) and quality.
In urban areas, the trend is towards hybrid
buses while in rural areas it is towards
biodiesel with strict emissions requirements.
The principals almost exclusively require new
buses, which poses demanding financing
requirements. Indexation adjustments of
compensation occur only annually.
FINLAND
The Finnish market for public transport by
bus is worth approximately SEK 6.5 billion
and is expected to grow by 15% over the next
few years. Regional traffic in Finland was
deregulated in the mid-1990s, although the
only markets that are open to public procurement are the Helsinki, Tampere and
Turku areas, which together comprise
around 40% of the total market. Nobina
lacks access to well-situated bus depots in
Turku and Tampere and only has traffic
operations in the Helsinki area. Throughout
the rest of Finland, public transport remains
completely insulated from competition, benefiting small, local traffic companies. During
the year, a new EU directive went into effect,
limiting concession contracts. It is expected
to open up large portions of the Finnish market to competition during the coming years.
The Helsinki area is Finland’s largest market
for regional traffic. Tendering procedures in
the Helsinki area are designed like those in
Sweden, with traffic contracts that last for five
years. Unlike the other Nordic countries, however, contracts in Finland are normally procured for each specific route, rather than for
an entire regional or local network. Since the
merger of several transport and environmental
authorities in 2010, the Helsinki area has
been dominated by a single public transport
authority, HRT Helsinki Region Transport.
Powerful pricing pressures have contributed
to a consolidation of the Finnish market, which
is currently dominated by five large players.
market – regional traffic
» Nobina operates with the principle of only submitting bids
that have good prerequisites for good profitability, and therefore
chooses not to use pricing to win over its competitors.
The market leader in the Helsinki region is the
municipal traffic company, Helsinki Bus
Traffic, with over 40% of the market.
Nobina is the second largest with approximately one-third of the publicly procured traffic. Then comes French Veolia, the state railway operation Northern Transport (Pohjolan
Liikenne) and finally Westendin Linjat.
Currently, there is tough competition in
a price environment that requires a high
degree of efficiency to be able to yield a positive operating profit, although the pricing
situation has become successively better over
the past five years. In addition, cost indexation is a big challenge. It is regulated on a
quarterly basis but is set up in such a way that
potential cost increases during the previous
quarter risk not being covered. Discussions
are in progress with the principal, and the
local transport union will be opening negotiations with both the new public transport
authority and the authorities that control the
index to secure more reasonable terms.
DENMARK
In autumn 2008, Nobina successfully
launched traffic operations in Denmark for
the first time. Establishment of operations
in Denmark meant entering a geographic
market that is worth approximately SEK 7.5
billion, or over 15% of the Nordic market
for route-based public transport by bus. The
Danish public transport by bus market was
opened to competition in the early 1990s
and currently all traffic areas in the country
are procured.
Public transport in Denmark works in the
same manner as in the other Nordic markets.
The market is consolidated into six regions
with just as many public transport authorities. Arriva is the market leader with approximately 40% of the market following three
large acquisitions – municipal-run Bus
Danmark, state-run railway operator Combus and Veolia’s Danish operations. Keolis
is, through its Danish company City-Trafik,
the second largest traffic company.
Nobina’s share of the market amounts to less
than 5%, but is expected to increase during
the next few years when one-fourth of traffic
will be up for procurement.
Quality is a more important factor than
price in Denmark, which affects the format
of the tender and is reflected in the rising bid
prices. The Danish principals look favorably
upon a development where traffic companies
are more participatory in designing the product and receiving a larger share of the compensation. Many traffic areas have incentive
agreements with the key factors being
reduced emissions and more satisfied customers. In terms of indexation of compensation, that is working well in Denmark.
Wages are regulated on a semiannual
basis and other items such as fuel and
maintenance on a monthly basis.
MAJOR PLAYERS
Arriva
Arriva was previously listed on the London Stock Exchange,
but was bought out of the Exchange by Deutsche Bahn in
August 2010. In the Nordic region, the company has opera­
tions in Sweden and Denmark. The company also conducts
rail operations.
VEOLIA
Veolia is a listed French company that also provides trans­port
services on trains, light rail lines and ferries. The company is
the only traffic company other than Nobina that has, or has
had, scheduled transports in all of the Nordic countries, but left
the Danish market a few years ago.
BUSSLINK/CITY-TRAFIK/KEOLIS
French Keolis is the principal owner of Busslink, which was
formerly called SL-Buss and was at that time wholly owned by
the Stockholm County Council (SLL). Similar to Arriva, Keolis is
active in Sweden and Denmark but not in Norway or Finland.
During 2010, SLL sold its 30% ownership interest to French
Keolis, which also owns the City-Trafik company in Denmark.
HELB/CITY OF HELSINKI
The City of Helsinki’s bus company, Helb, is one of the largest
traffic companies in the Helsinki region but has no operations
outside Finland.
NETTBUSS/NSB
The Norwegian state railway operator NSB owns Norway’s
largest bus company Nettbuss. The company also has
operations in Sweden (Orusttrafiken, KR-trafik and Säffle­
bussen) and Denmark.
TIDE
Tide is a listed company with operations in bus and boat
transports in Norway. Today, the company is active mainly
in Bergen and Hordaland County.
TORGHATTENGRUPPEN
Since November 2008, Torghattengruppen includes the
listed company Fosen with the traffic company Norgesbuss.
Torghatten has no operations outside Norway.
NOBINA | annual report 2010/2011 19
Market – Interregional traFfiC
The market for interregional traffic
Through Swebus, Nobina is a profitable market leader in long distance bus
traffic in Sweden. The market is mostly deregulated and offers major oppor­
tunities for individual traffic companies to tailor their offerings to customers.
Long distance bus travel is intensifying its competition with railways, which
enjoy both great trust as well as performance challenges.
Nobina defines interregional traffic as
express traffic over distances greater than
100 kilometers. In certain regions, interregional traffic is combined with regional or
local public transport. In those instances, the
public transport authorities compensate the
bus companies for making a number of stops
in proximity to a regular, local public transport bus route within a certain region.
Conditions vary more among the Nordic
countries than they do for regional traffic.
Nobina’s interregional traffic operations are
so far only offered in Sweden.
FIERCE COMPETITION
The market for interregional traffic is usually
deregulated, which means that traffic companies have full responsibility for all aspects of
the service, including route planning, schedules and prices. There are no revenues from
taxes or other traffic contracts with public
principals. All revenue comes directly from
passengers and offerings are based on a strong
brand, a good product and efficient distribution. This can be compared with regional traffic, which is entirely regulated by the public
principals that tender the service.
A GROWING MARKET
Nobina estimates that the market for inter­
regional traffic will continue to grow as more
routes are developed. Above all young people,
but also seniors and women are major traveler categories for interregional traffic. More
passengers are coming to value the pricecompetitive service that buses have to offer
compared to rail and air travel, costs savings
for parking the car and not least of all the
environmental aspects.
20 NOBINA | annual report 2010/2011
While railways are the undisputed market
leaders for interregional traffic and are growing faster than express bus traffic, the
dynamic is expected to increase in the market.
OTHER TYPES OF INTERREGIONAL TRAVEL
Commuter traffic is currently estimated to
have limited opportunities for development
since most traffic is publically financed and
current regulations give traffic companies a
right of refusal towards new establishments.
The new public transport law that goes into
effect in 2012 will change that, however.
Special trips to various events is another
niche market that is attracting more and
more players and travelers. This can be everything from the Book Fair to the Reggae festival to the Vasaloppet ski race.
Even airport transfer traffic is a growing
market, not least due to environmental
requirements and high parking fees.
NORDIC OVERVIEW
SWEDEN
The market for long distance traffic in Sweden was deregulated in 1999. Prior to that, SJ
had the right to decline the opening of long
distance traffic services if those services competed with the railway. Since then, however,
relatively few players have entered the interregional traffic market in Sweden.
Nobina has a well functioning business
model for interregional bus traffic through
its market-leading Swebus, which offers
scheduled interregional transport services.
Swebus transported approximately 50% of
all passengers who traveled long distances
by bus in Sweden during 2010. Number
two in the market is Norwegian Nettbuss
Express, with around one-fifth of the market
and operations under the brands Bus4you
and Gobybus. Third is Ybuss, with around
7% of the market. The remaining portion is
allocated among a number of smaller players.
NORWAY
The market for interregional traffic in Norway
is dominated by NOR-WAY Bussekspress,
a marketing company owned by 40 private
traffic companies with approximately 3 million travelers annually during 2010.
One of the reasons for the higher penetration of interregional traffic services in Norway
is that the railway system is not as built out
as in Sweden.
FINLAND
The market for interregional traffic in Finland
is dominated by two companies, Expressbus
Yhteenliittymä and Oy Matkahuolto Ab.
Certain routes in Finland – destinations
departing from and traveling to medium sized
cities – do not have efficient train connections,
which explains the special position of long
distance bus travel in the country.
DENMARK
Denmark is characterized by a limited selection of long distance buses, which are much
smaller than in the other Nordic countries.
Interregional traffic is dominated by Abildskov AS. The main reasons for this are a welldeveloped railway network, a small country
and a population density that offers a good
base for railways and public transport.
With the customer as the principal
In the Interregional traffic, every krona earned comes directly from
the passenger and the range is based on a strong brand, an excellent
product and efficient distribution. Swebus continuously develops its
offering to customers.
AT THE FOREFRONT OF TECHNOLOGY
In June 2010, Swebus was the first among express-coach
companies to offer its customers the opportunity to pur­
chase tickets via their mobile telephones. The bus tickets
may be purchased via all types of mobile phones, either
through a mobile application, or the website. Bank cards
are used to pay for the tickets and redeemed on board
the bus by scanning the bar code that is sent to the mobile
telephone in connection with payment.
»The digital channels are becoming increasingly impor­
tant. Today, approximately 70% of our tickets are purchased
directly via the Internet. We have now taken another step
by offering the opportunity to search and purchase trips via
mobile telephones,« says Adam Laurell, Business and
Marketing Manager for Swebus.
Those who have tested Swebus’ services have been
very satisfied and are often recurring users of the mobile
platform. The objective is to be accessible, to a greater
extent, where customers are. The challenge is to locate sup­
plementary services that match Swebus’ products, and to
cost-efficiently adapt to the safety requirements and the
array of technical services that already exist in the market.
»Swebus’ operation is completely market-driven, which is
why we must continuously be at the forefront in the develop­
ment of our offering to encourage customers to choose us ahead
of the competitors,« says Joakim Palmkvist, Managing Director.
TOWARD HIGHER GOALS
During 2010, Swebus expanded its travel range and launched
direct 35-minute trips between Arlanda and City Terminal in
Stockholm. The buses depart every 15 minutes during rush
hour. The trip takes 35 minutes and connects to Swebus’
other scheduled traffic at the City Terminal.
»More than 16 million passengers travel to and from
Arlanda annually, and the forecast indicates that the figure
will increase in the future. With Swebus Airport Transfer,
we will be competing for the growing market with such main
competitors as Flygbussarna and Arlanda Express,« says
Joakim Palmkvist, Managing Director of Swebus.
On board the Airport Transfer, the Internet and morning
newspapers will be available free of charge. The tickets are
sold at Pressbyrån, 7-Eleven, in ticket machines at Arlanda
and City Terminal and on Swebus’ website.
Many of the air passengers live in the Stockholm region,
but throughout Sweden, there is an expanding need for
public transport to the country’s largest airports. Swebus
will be first in the market to extend the bus journey from the
airport to your home town. Everyone living, for example, in
Nyköping, Linköping or Västervik will now be able to travel
all the way to Arlanda with Swebus.
»From Arlanda, we view the increase in public transport
as highly positive. The airport’s role is to largely connect the
regional public transport with global public transport. With
more players, competition will increase, which will benefit pas­
sengers,« says Jan Lindqvist, Information Manager at Arlanda.
The number of passengers rapidly exceeded expectations,
which is why Swebus decided to increase the number of
trips on the route at the beginning of summer.
nobina – the operations
Mission: to simplify everyday travel
Anybody can drive a bus, but not everybody can combine quality and efficiency
so the operations are profitable. Nobina has shown that it’s possible to improve
the margins in a competitive industry – and implement changes. The key factors
are experience, customer focus and efficiency.
Nobina is a modern company with clear
values and effective process control. Operations are divided into two business areas:
Regional and Interregional traffic. Regional
traffic operations are conducted by the
Group’s subsidiaries in Sweden, Norway,
Finland and Denmark, while Swebus, which
manages Interregional traffic, operates only
in Sweden. The Group has more than 10,000
employees who work with traffic planning,
bus service and maintenance, sales and training, but the majority work as bus drivers.
During recent years, Nobina has identified
what is most important for the company to
achieve its vision – “everybody wants to travel
with us” – and initiated efforts to secure the
quality and efficiency of the processes that
will take the operations toward the vision.
Customer-experienced quality and motivated
employees are a core prerequisite. And in a
competitive and deregulated market, it is even
more important that Nobina is clear about
what the company is and stands for.
SUCCESSFUL BUSINESS MODEL
More than 90% of the Group’s revenues are
attributable to contracts for bus traffic that
are procured by publicly owned transport
authorities in the Nordic market. The business model for regional passenger transport
service is based on selecting attractive tenders
that provide profitable operations. Attractive
tenders can be won through comprehensive
analyses, meticulous calculations and formulations of creative solutions, while the road to
profitable operations goes through efficient
traffic planning and operational control as
well as flexible utilization of the Group’s
buses. The contracts usually extend over
22 NOBINA | annual report 2010/2011
5–8 years and most include an extension
option that covers another 1–3 years. Payment is generally based on kilometers driven
and/or hours and, in many cases, the number
of buses in traffic, which generates stable revenue flows and low financial credit risk since
the counterparties are public transport
authorities. Nobina has historically won a
high percentage of tenders and achieved
significant success in efforts to impact the
models that are used to index the revenues,
thereby reducing the risk of imbalance
between revenues received and actual costs.
Nobina also has a successful business
model for Interregional bus traffic through
its operations within Swebus. The market for
Interregional traffic in Sweden is deregulated, and every revenue krona (SEK) for
the traffic company comes directly from the
passengers, which requires a strong offering
and effective distribution. Swebus is ranked
highly by customers, offers its tickets
through effective and accessible sales
channels, has high brand recognition and
accounted for more than 50% of longdistance travel in Sweden during 2010.
Acknowledged market leader
Nobina is the market leader within public
transport services by bus in the Nordic
region. After 100 years in the market,
Nobina has extensive knowledge, a proven
business model and a strong market position
– factors that are valuable in the ongoing
restructuring of the industry.
New legislation governing public transports in Sweden will take effect in January
2012, with a more clearly defined customer
perspective and greater responsibility – and,
in turn, propelling force – for the traffic
company. In the rest of the Nordic region,
a growing number of traffic sectors are also
opening up for public procurements as the
present concession agreements are terminated in compliance with pertinent EU
directives. Nobina has the right position and
adequate size to become a leading force in
the market’s continued restructuring.
STRONG CUSTOMER FOCUS
Nobina’s business concept is to simplify
everyday travel for its customers, including
both Regional traffic under contract from
municipalities with public transport authorities and Interregional traffic for customers in
a free market. The operations, therefore, are
characterized by strong customer focus and
close cooperation with public authorities and
politicians at the national and local levels as
part of efforts to offer an attractive product
to all business interests, which is a key factor
for Nobina’s customers, principals, owners,
society in general, employees and partners.
Within its contract traffic operations,
Nobina maintains a close dialogue with the
public transport authority, working together
to improve the travel experience for the customer. Contracts usually extend over a
period of several years and, therefore, close
and goal-oriented programs of cooperation
that begin before contracts are even awarded,
can lead to significant improvements with
regard to everything from more passengers
to better traffic solutions and more advantageous contract models.
The Interregional traffic is completely
customer-controlled and, within Swebus,
there are established channels to monitor the
Strong customer focus
SUCCESSFUL BUSINESS MODEL
Acknowledged market leader
Comprehensive traffic planning expertise
optimal bus management
value-driven organization
Attractive employer
effective recruitment management
Responsible social player
nobina – the operations
» By optimizing its bus fleet, Nobina
can operate traffic profitably.
market’s needs. The offering of traffic, destinations and ticket prices is controlled by
demand, and the offering is continuously
developed through new payment solutions,
for example, event transports, airport transfer traffic and different forms of service.
With its flexibility and new schools of
thought, Swebus is always quick to offer
alternative transports in conjunction with
disruptions in traffic.
COMPREHENSIVE TRAFFIC PLANNING SKILLS
A profitable traffic contract is based on
meticulous planning and resource-effective
implementation. The work involved in preparing a tender is started as early as 1–2 years
before the procurement procedure is initiated by the principal. During the early
stages, Nobina conducts in-depth dialogues
with the principal, industrial organization,
employees and customers in order to analyze
existing conditions for traffic patterns and
potential market needs. The tender planning
personnel study infrastructure, test drive the
routes and review present and possible depot
alternatives. The goal is to offer an attractive,
profitable and realistic traffic solution for both
the short and long-term.
Contracts extend over several years and
continuous development work is conducted
in close cooperation with the principals and
employee representatives to optimize schedules, traffic routes and customer offerings,
with due consideration for profitability and
drive-ability. The traffic planners and traffic
managers are responsible for the formulation
of solutions that enable traffic to move effectively and minimize empty traffic routes, for
example to and from depots and waiting
times and distances between transport service. All employees are encouraged to contrib-
24 NOBINA | annual report 2010/2011
ute to the development work, and there are
established channels for suggestions, opinions and procedures for these referrals.
OPTIMAL BUS MANAGEMENT
Nobina is the only traffic company in the
Nordic market with its own centralized
management of buses. Through efforts to
optimize the bus fleet from a Group perspective, Nobina is able to improve its potential
to win tenders and conduct profitable traffic
operations. The goal is to continuously
reduce expenses for buses, which account for
about 10% of the Group’s total expenses.
In 2010, the bus fleet consisted of 3,618
buses, comprising 648 buses owned by
Nobina, 1,494 buses leased through operational contracts and 1,476 buses leased
through financial contracts. More than 99%
of the buses operate in traffic within the
framework of contract traffic or through
leasing to Swebus. When a bus is no longer
needed in a contract, it can be transferred to
another contract, sold or scrapped. External
rentals are used in exceptional cases, usually
pending a redistribution of the buses. During fiscal year 2010/2011, Nobina bought
395 buses and sold 330, which is slightly
higher than the normal reinvestment level
of about 260 buses.
Selections of new buses are extremely
important in optimizing the fleet of vehicles
and improving resource efficiency. Standardized buses provide broader areas of application within the Group. The traffic contracts
specify everything from size, disposition and
appearance to environmental standards and
average age, and vary from one traffic region
to another. This limits opportunities to completely standardize the entire bus fleet. In
parallel with deregulation of the Nordic
market, opportunities are increasing to adapt
the bus fleet based on market needs, longterm function and cost-optimization, rather
than short-term formal demands from each
individual principal.
The Group’s buses have a replacement
value of approximately SEK 4.6 billion and
a depreciation period up to 14 years. The
average age of the bus fleet today is 6.2 years,
compared with the target age of seven years.
Nobina’s success in optimizing the bus
fleet depends on demands imposed on the
buses by principals, Nobina’s foresight in
traffic planning in tenders and current contracts and how well the buses are serviced
and maintained in everyday operations. Last
but not least, the financial solution is critical
for bus management in terms of structure,
control and follow-up.
Nobina prioritizes financial leasing
agreements that optimize the cash flow
from bus financing in parallel with contract
payments in the most beneficial manner.
New regulations and reporting of operational leasing agreements are expected to
be introduced during the summer of 2011,
which means that operationally leased fixed
assets must be reported as assets in the
consolidated balance sheet.
Three ways to a better future
The path to profitability begins with the bus. Everything from traffic planning and
operation to driving style and service affects the margins. The more efficient the traffic
production, the better it is for the environment and wallet. And, the better the margins,
the better equipped Nobina is able to invest in eco-friendly measures and increased
customer benefits. In order to realize this, Nobina has been implementing extensive
and systematic improvements for many years.
Increased customer benefits
To achieve continuous improvement requires a strong
commitment. And, to implement change, it is crucial to begin
at the right end and take one step at a time. During 2010,
15 improvement groups in the Nacka/Värmdö traffic area
outside Stockholm chose to focus on various ways by
which to boost the travel experience for the customer.
»The goal is to increase the Satisfied Customer Index (SCI)
from 67% in April to 75% in December. The improvement
groups accomplished this by asking customers about their
travel experiences, improving driving styles, punctuality
and buses,« says Annika Kolmert, Head of the management
system in the Nobina Group.
One of the most important viewpoints from the survey
pertained to drivers' information about traffic disruptions.
Since the information was perceived as unclear and difficult
to hear, the improvement groups prepared new information
manuals, reviewed the public address microphones and
conducted exercises in microphone techniques. In addition,
the buses were improved more rapidly thanks to daily
inspections, new procedures for damage reporting and
better planning.
»The various groups chose separate focus areas and the
travel experience was jointly improved as a whole. In February 2011, Nobina achieved 77% SCI – the highest ranking ever
despite a very difficult winter,« says Annika Kolmert.
Better environment
In this precise instance, the improvement groups focused
on the work environment in the buses, but Nobina has long
been conducting extensive work to reduce the total environmental impact of the operation. In 2007, Nobina developed
a proprietary concept called The Green Journey. Using technical equipment in the bus, software, driver’s training, individual support and monitoring by an environmental coach,
the driver is given the opportunity to drive as eco-friendly
as possible.
»On the bus, there’s a computer that monitors my driving.
I have learned to drive in a completely different manner to
reduce emissions and not over-consume fuel, for example,
by releasing the accelerator earlier and instead rolling forward
as far as possible. Throughout the journey, I receive continuous
information on my driving via a handheld computer, which is
highly supportive. I usually read the driving report after the
trip,« says Marita Bergström, green driver at Nobina Sandviken.
Planning the journey better will reduce emissions of carbon dioxide and other environmental and hazardous substances, while wear on roads, brakes, tires and other parts of
the bus is diminished. In addition, traffic safety will increase;
the work environment and customers will be more satisfied.
»Some drivers rapidly achieve a fuel reduction of 10–15%.
All in all, the fuel consumption and carbon dioxide emissions
reduced by 5–7% in the areas on which we are focusing,«
says Anna Jonasson, Project Manager at Nobina.
Improved profitability
In traffic planning, a successful method is applied called
Business & Planning, which is based on reviewing all areas
of planning work to identify business opportunities and
increase customer time - the proportion of traffic with
customers on board. This is one of five sub-projects in the
comprehensive activity, Efficient Time.
By systematically reviewing the daily procedures together
with operating managers and operating personnel, economic
potential and commercial terms are identified for specific
work tasks such as depot logistics, timetabling, idling and
vehicle service.
In parallel with Business & Planning, the sub-project Personnel Planning was launched. The aim was to increase personnel planners' knowledge and awareness of how they can
reduce costs in daily operations to minimize overtime and
undertime, so-called lost hours. Business & Planning has
been successfully applied in Sweden for several years and
was introduced in Norway in 2010. The Norwegian operation
saved NOK 2.2 million in 2010 by applying this approach.
nobina – Organization and operations control
Strong corporate culture and distinct values
Being a company with clear values is becoming an increasingly important
competitive factor. Delegated leadership in a value-driven organization with
a focus on personal interaction between manager and employee creates
involvement – a requirement for success.
Stable organization
Nobina’s strength lies in its flat organization,
with local decision forces in each traffic area.
Nobina currently has 59 traffic areas, with
operations in 35 districts. Each traffic area
is led and controlled by a traffic manager,
with a local management group. The traffic
manager is responsible for the business and
is responsible for the budget in his/her traffic
area. The drivers are divided into smaller
groups with one operations leader as the
immediate manager. Independent traffic
areas generate excellent customer relationships and strengthen local commitment
and responsibility.
At the beginning of the year, a reorganization was implemented from geographic to
business area control. The goal is to create
a more efficient organization and achieve a
larger interchange of expertise between
the Group’s operational areas in the
Nordic region.
ATTRACTIVE EMPLOYER
Nobina strives to become the most attractive
employer in the industry. It is particularly
important when recruiting new and younger
bus drivers. Accordingly, the company works
continuously to develop committed and
motivated employees and has noted better
results in its employee surveys.
Nobina is the only employer in the industry to offer systematic training, monitoring
and feedback to all employees. All employees
Employees
Men 85% (85)
Women 15% (15)
Areas of expertise
NOBINA�S VALUES
We are
available for
our customers
We are receptive to our customers� needs and greet
customers in a friendly and respectful manner. We keep
our promises, develop economical solutions and make
things easy for our customers.
We continuously pursue
development
We achieve our goals and deliver results. We are
resource-efficient and maintain the promised quality
at the very least. We work with target management
and systematic follow-ups to continuously improve the
company and our services.
We respect
each other
We safeguard equality and treat each other in a friendly
and respectful manner. Together, we create a safe and
creative workplace environment that promotes initiatives and proposals for improvement. We react to a lack
of respect for customers, each other and the company.
We foster
strong
leadership
We impose well-defined requirements on our managers
and employees. We place the customers� and company�s
interests ahead of our own. We promote boundless
partnerships. We provide feedback on completed work
and recognize achievements. We can handle the trust.
Drivers and driver
administration
91.5% (91.2)
Workshops 4.3% (5)
Executive management, sales, market,
HR and other 3.6% (2.8)
Traffic planning
0.6% (1)
Employee distribution by country
Sweden 70.8% (80.3) *
Denmark 4.9% (2.5)
Norway 12.8% (7.4)
Finland 11.5% (9.8)
*
Includes 5,097 employees in Nobina Sweden and 204 in Swebus.
26 NOBINA | annual report 2010/2011
We care
We take active responsibility for the environment and
society. We encourage health and personal development. We comply with laws and regulations. We are
committed and care about each other, our customers
and our community.
nobina – Organization and operations control
receive, for example, annual developmental
talks, competency development and individual goals. The training occurs on various
levels – both locally in each traffic area and
centrally in the Group.
Another key issue is management development. In the coming year, Nobina will continue to increase managers’ ability to motivate and involve employees and thus increase
the total commitment and development in
the company. The Nobina Academy and
driving school will be supplemented with
courses in leadership and common work
methods.
Being a company with distinct values will
be an increasingly important competitive
factor. This was proven when Nobina, in
two major contract extensions, was recommended by the union representatives thanks
to employee policies. During 2011, Nobina
launched a work manual for employees in
cooperation with Kommunal trade union.
It is unique in the industry for a traffic company to launch a document jointly with a
trade union, and an indication that Nobina
is being increasingly perceived as an attractive employer and cooperation partner.
Another confirmation of Nobina’s progressive work is that the company’s HR Director
was nominated as HR Manager of the Year
in 2010 at the Swedish Competence Gala
in Stockholm.
detailed operational descriptions about the
company’s various functions, with the aim of
distributing and spreading successful work
methods throughout the entire Group. This
could pertain to checking and parking buses,
greeting new customers on the bus and handling the microphone.
The work methods are based on central
goals and action plans for continuing operations. A number of process teams, comprising employees from various sections of the
operation, agree on a suitable work method
that is formulated into specific instructions
in a joint policy document. The instructions
are applied and followed-up within the
framework of quality control and the
established goals.
During improvement days, a team of
improvement leaders will visit the various
traffic areas to review the practical functioning of the formulated work methods. Feedback is conducted to the traffic area manager,
who is responsible for implementing
measures where shortcomings were identified. The improvement leaders are also
responsible for following-up results and
ensuring that the changes are implemented.
In five traffic areas in Sweden, there are
improvement groups that jointly conduct
local quality projects. Each operational
leader must have at least one improvement
group with representatives from the various
operational functions. During 2011, the
work methods will increase from the current
five traffic areas to ten in Sweden, while the
work method will be disseminated to the
other countries of operation.
Improvement coaches are responsible for
initiating the improvement work in the traffic areas and leading them forward by active
coaching at operational meetings and management meetings. During 2010, there were
six trained improvement coaches in Sweden
and two in Norway. During 2011, an additional six coaches will be trained, four in
Sweden and two in Finland.
Nobina’s organization structure
NOBINA AB
Distinct values
Group
Function
Everyone working at Nobina, regardless of
position, must be able to identify with the
values that are the basis for the daily work at
the Group. Each management, local and
central, has the task of keeping value issues
alive by including these as a distinct item on
the agenda. The values are also followed-up
in developmental talks with employees.
Regional
Traffic business
area
Interregional
Traffic business
area
Efficient operational control
Nobina has an overall and systematic way of
managing the operations. The aim of the
management system is to achieve improved
financial results and more satisfied customers. The method is to have distinct and
NOBINA
Sweden
NOBINA
dEnmark
NOBINA
norWAY
NOBINA
finland
swebus
NOBINA | annual report 2010/2011 27
nobina – RESPONSIBILITY
Responsible for the environment and
safety – a part of our mission
Nobina’s business concept is based on responsibility – for the environment and safety,
for employees and customers. As interest in sustainability issues increases, more and
more people are choosing to travel on public transport, and the more skilled Nobina
becomes at taking care of the environment by having filled buses and more beneficial
driving, the better the Group’s margins. Responsibility is profitable.
PRINCIPLE – ENVIRONMENT AND SAFETY
ARE A NATURAL AND PROFITABLE PART
OF OUR BUSINESS CONCEPT
The environment, safety and quality are the
most important areas of responsibility for
Nobina, and these three issues have a highly
natural correlation. The more people that
travel by public transport, the better it is for
the environment. And the better the quality
and the higher the safety that Nobina offers
on its trips, the more people will want to
travel collectively with Nobina. The company works actively, systematically and integrated with these matters, accordingly, with
a goal to be one of the most environmentally
compatible alternatives for public transports
and long-distance bus travel.
As a Nordic market leader in public transports by bus, Nobina has significant opportunities to impact the environment in a positive
manner. In traffic, not only new fuels but also
new technologies, effective maintenance and
economic driving contribute to increased
sustainability. The greatest environmental
advantage, however, is created through fully
occupied buses. It is also more profitable,
which creates opportunities for additional
efforts focused on sustainability. Environmental questions are coordinated with the development of processes, services and quality
issues so that long-term value is created for
all interests.
PRIORITIZING – GREATEST RISK FIRST
Nobina’s safety policy states that the company should be a role model for traffic.
A high level of safety is fundamental to the
entire company’s traffic and all other opera-
28 NOBINA | annual report 2010/2011
tional activities. Punctuality is a key parameter for the everyday bus trip, but safety and
security have the highest priority, even
higher than comfort convenience. Safety
work is conducted systematically and integrated with other areas of business operations. A Group-wide safety council was
established in 2008.
In the long-term perspective, Nobina
needs to utilize its resources in the best possible way in order to be competitive and limit
its impact on the environment. Nobina
reviews its environmental and safety goals at
least once a year when the business plan is
updated. Continuous environmental audits
are conducted to analyze the company’s
environmental work and its results.
In Norway and Finland, Nobina has held
ISO 14001 certification for several years. In
the Swedish market, work is now in progress
to certify Nobina Sweden’s environmentalmanagement system under the same standard. All traffic areas in Stockholm were certified during 2010. Swebus, with its focus on
the consumer market, has opted instead to
meet the standards of the Swedish Society
for Nature Conservation’s Good Environmental Choice labeling. At the beginning
of 2011, Swebus was named Sweden’s third
best traffic company in terms of environmental work and social responsibility, by the
Sustainable Brands trademark survey. The
survey asked consumers to rank the most
sustainable brands in the Swedish market,
based on the UN’s Global Compact, which
addresses corporate responsibility for the
environment, human rights, collective bargaining and suppression of corruption.
In 2008, the Environmental Council was
formed comprising the environmental managers of the Group’s various companies. The
aim was to contribute to formulating, communications and establishing environmental
objectives that reflect more clearly Nobina’s
ambitions in this area and create effective
procedures for this program throughout the
Group. Work was also started to review the
environmental issues faced by the operations, which included an extensive survey
and a series of investments in proprietary
depots throughout the Nordic region. Group
management decided on an aggregate list of
157 environmental aspects, translated them
into environmental risks and resolved on a
prioritization of the five greatest risks: energy
consumption at the depots, environmental
requirements in conjunction with purchase,
environmental expertise in the organization,
the utilization of fuel for vehicles and particle emissions. The UN framework convention for environmental impact establishes
that greenhouse gases are not permitted to
increase in a manner that makes them harmful to the environment. Sweden, for example,
has a national environmental objective stating that average emissions between 2008 and
2012 should be 4% lower than emissions in
1990. Similar targets have been established
for particles that are harmful to inhale and
that are found on the road.
framvagnsvinjett
Someone
else's day
NOBINA | annual report 2010/2011 29
nobina – RESPONSIBILITY
» The public transport concept is based
on public social value and sustainability.
ENVIRONMENTAL STRATEGY
– A HOLISTIC PERSPECTIVE
TECHNICAL TOOLS
Modern buses
There are both clear operational goals and
economic incentives for efforts to reduce fuel
consumption. The choice of buses is a factor
that controls fuel consumption, along with
the choice of fuels and driving style. Nobina
buys – and sells – more buses than any other
player in the Nordic region. Environmentally compatible purchases are gaining
greater attention in discussions with public
transport authorities and suppliers. During
the past fiscal year, the company acquired
395 new buses, the majority of which are
compliant with the latest eco-classification,
Euro standard 5.
Renewable fuel
The bus transport industry organization in
Sweden has established goals for energy consumption that correspond with political
objectives. By 2012, 40% of traffic will be
operated by vehicles that use renewable fuel
and the percentage will increase to 90% by
2020. To meet these goals, and demands by
public transport authorities, traffic companies must initiate efforts very soon to
increase their percentage of renewable fuel.
Nobina, accordingly, is intensifying its skills
development in the area defined as fuels of
the future.
In different cooperation projects with bus
manufacturers and public transport authorities, several alternative fuels are now being
evaluated, such as natural gas and biogas in
Skåne, rapeseed-based RME in Uppland and
ethanol in Dalarna and Stockholm. In the
Stockholm area, the first electric-hybrid
buses for the Swedish market are being evaluated by Nobina, Scania and SL. Nobina is
30 NOBINA | annual report 2010/2011
also conducting a project in Uppsala in
cooperation with the Uppsala transport
authority, Scandinavian Biogas and Biogas
Öst, whereby two different diesel buses have
been converted for liquid biogas-powered
operations. A premier showing of the new
buses in the Dual Fuel Project was held
on May 25, 2010.
to reduce the environmental impact. With
minimum distances between bus garages
and their first stop, the environmental
finger­print can be reduced even more. Idling
declined somewhat during the year to 28.9%
of driving time compared with 29.0% the
preceding year.
Optimizing the bus fleet
Measureable driving
Nobina Sweden has developed a concept to
provide driver training focused on greater
environmental consideration; the concept
is called The Green Journey. Measurement
equipment is installed on every bus to monitor how well the driver succeeds in efforts
to drive with greater eco-consideration by
registering fuel consumption, acceleration
and braking, etc. The data is then reviewed
by the traffic region’s environmental coach,
who discusses the results with the drivers
every month. Analyses have shown that fuel
consumption has declined 5–7%, resulting
in reduced emissions of carbon dioxide.
Every driver’s individual efforts are secured
in a manner that is unprecedented in the
bus industry.
HUMAN ACHIEVEMENTS
Smart traffic planning
In addition to getting more people to choose
buses as their mode of transportation, the
most important contribution Nobina can
make to the environment is to drive fullyoccupied buses. Nobina buses drive a total
distance every day that corresponds to 15
trips around the world. This means that
every kilometer or minute that a bus drives
without passengers is negative both for the
economy and the environment. Therefore,
smart traffic planning is an important tool
for reducing emissions. Optimized schedules
that minimize lost time and idling also help
Nobina initiated a research project in 2007
in cooperation with the University of
Linköping to evaluate the environmental
effects of alternative procurement models
that would enable the traffic company itself
to plan its resource utilization in relation to
actual needs. The results that were presented
in 2010 indicate that emissions can be
reduced by almost half by using smaller
buses in traffic, or by combining sizes, and
that costs in a worst-case scenario would
increase 10%. The project also identified
opportunities to reduce costs through
improved planning parameters. This could
be achieved by expanding the planning area,
for example, to take better advantage of
coordination effects and economies of scale.
However, this would be contingent on
greater freedom for the traffic companies
than is permitted by today’s procurement
regulations for bus transports, such as allowing the traffic companies to decide which
types of buses should travel the routes at
different times on different days.
A growing number of public transport
authorities are allowing traffic companies
to take part in formulating traffic solutions
based on market needs. The most recent
example occurred when SL granted Nobina
permission to control the selection of buses
for Norrtälje traffic, for which the company
chose double-decker buses that each accommodate 85 passengers.
nobina – RESPONSIBILITY
Increased knowledge
Particle emissions comprise an area in which
vehicle suppliers, traffic companies and
researchers all need to increase their knowledge. Observations and experience are partly
contradictory and closer cooperation is
needed between the parties to resolve the
problem. Several measures implemented by
Nobina are increasing the Group’s environmental skills. The work extends through
driver training focused on economical driving, such as driving empty buses and idling,
to special courses for employees in the workshops and traffic management that are
focused on environmental awareness and
economical utilization of energy, water,
cleaning agents and chemicals in conjunction with service. The environmental aspect
should be considered in every employee’s
everyday work routines – from recruitment
to skills analyses and development talks.
Regularly scheduled proprietary controls
and internal audits are used to evaluate the
success of these efforts.
in annual vehicle inspections for the past two
years. Every bus is also subject to a daily
29-point safety check that is performed
before entering service for the day.
For the past two years, the Swedish safety
department has organized “safety days” in
all traffic areas. The program provides a type
of method support, but also an opportunity
to examine the functionality of safety procedures. Starting in 2011, this mode of operations will also be introduced in Norway,
Finland and Denmark.
Accidents will happen nevertheless, as well
as acts of vandalism. Every company and
traffic area in the Nobina Group has a contingency plan that can be mobilized quickly
in crisis situations. Each company follows a
Group-wide crisis plan that is activated in
the event of serious incidents, such as accidents resulting in personal injury or major
material damage. The crisis plan describes
how impacted functions, from bus drivers to
operations management and central crisis
control, shall perform during a crisis and/or
accident occurrence, as well as procedures
for internal and external communications.
To ensure the crisis plan’s functionality and
utilization, Group companies and traffic
areas’ conduct crisis drills at least twice a year.
THE GREEN JOURNEY
»Local practical training in
eco-friendly driving
>> Maintain an adequate distance
>> Avoid unnecessary stops
>> Coast more
>> Brake less frequently
>>Stay within the speed limits
>> Drive more smoothly
>> Allow speed to decrease when
driving uphill
>> Coast when driving downhill
>> Avoid idling
Emissions, tons
2010/2011
2009/2010
Carbon dioxides
250,691
252,022
Nitrogen oxides
1,366
1,487
Particulates
7.8
10
Hydrocarbons
17.5
18
SAFETY STRATEGY – THE
HIGHEST PRIORITY
The active safety work includes studies and
analyses of threats or violence to customers
or Group employees and different traffic
incidents. A computer system developed inhouse processes the information and contributes to the development of a safe and secure
environment in which traffic operates efficiently without disruptions.
Nobina has received awards for its Swedish traffic-safety program, which includes
several thousand proprietary speed controls
and has resulted in reduced speeds. The
buses are serviced every 20,000 kilometers
and have achieved the industry’s best results
Marita Bergström,
green driver at Nobina, Sandviken:
– On the bus, there’s a computer that monitors my
driving. I have learned to drive in a completely different
manner to reduce emissions and not over-consume
fuel, for example, by releasing the accelerator earlier
and instead rolling forward as far as possible. Throughout the journey, I receive continuous information on my
driving via a handheld computer, which is highly supportive. I usually read the driving report after the trip.
NOBINA | annual report 2010/2011 31
det här är nobina
Spicing up the day
32 NOBINA | annual report 2010/2011
BUSINESS AREAS
Regional traffic contract portfolio
HISTORICAL TENDER OVERVIEW
Sales per year by contract term
Number of buses
SEK M
3 500
3,500
6,000
3,000
2,500
2 500
4,000
2,000
2 000
3,000
1,500
1 500
2,000
1,000
1 000
1,000
500
0
3 000
5,000
07/08
08/09
09/10
10/11
500
Full year
10/11
Forecast
11/12
Full year
11/12
Full year
12/13
Full year
13/14
Full year
14/15
Full year
15/16
Full year
16/17
0
Full year
year Full09/10
year
06/07Full year
07/08Full 08/09
17/18
18/19
19/20
20/21
10/11
Procured buses, previously under the direction of other actors
Procured buses, previously under the direction of Nobina
Sales per year available through option extension of contract
Number of buses won by Nobina
Regional traffic Nobina
Number
of buses
Sales
SEK M
Operating
profit, SEK M
Market share
tendered traffic
30%
Sweden
2,486
4,459
242
Denmark
151
323
–53
4%
Norway
451
783
21
17%
Finland
Total
440
756
7
32%
3,528
6,321
217
21%
94%
94%
Share of Nobina
CONTRACT OVERVIEW, NEXT 12 MONTHS
Planned traffic starts March 2011 – February 2012
Tender outcome
by country
Public transport
authority
Contract
type
No. of years
(plus option years)
Sweden
Skånetrafiken
City
Östgötatrafiken
Regional
Number
of buses
Value
(SEK M)
5
March, 2011
89
1,752
June, 2011
34
Upplands lokaltrafik
Regional
346
1 (1)
June, 2011
130
Västtrafik GO
450
Regional
8 (2)
June, 2011
6
140
Västtrafik GO
Express
8 (2)
June, 2011
23
490
Skånetrafiken
Regional
4 (2)
June, 2011
6
72
Skånetrafiken
Regional
8 (2)
June, 2011
5
96
SL, Stockholm
Regional
8 (2)
June, 2011
83
1,540
Municipality of Hagfors
School bus
3 (1)
August, 2011
2
7
Skånetrafiken
Regional
8 (2)
October, 2011
4
80
8 (2)
Traffic
start
Skånetrafiken
Regional
1
October, 2011
33
59
Norway
Vestfold
Regional
3
January, 2012
83
313
Finland
HSL
City
1
August, 2011
6
10
504
5,355
Total Regional traffic
NOBINA | annual report 2010/2011 33
nobina – BUSINESS AREAS
Nobina Sweden
As Sweden’s largest provider of public bus services, Nobina actively partici­
pates in efforts to double the number of passengers. During the year, Nobina
gained a stronger foothold in Malmö, Gothenburg and Norrköping – cities of
strategic interest with major growth potential. At the same time, the com­
pany won an important, pioneering contract in Norrtälje, which gives Nobina
the possibility to form and manage the entire customer offering, and thereby
influence travel and profitability.
4,459 SEK M (4,227)
Sales
Operating profit
242 SEK M (205)
30%
Market share
Number of
passengers
200 million
Average number
of employees
6,099 (8,363)
Number of buses
2,486
Millions of kilo­
meters traveled
176.8
New/expired
contracts
11/7
Share of Group
sales
66.6%
(67%)
34 NOBINA | annual report 2010/2011
DEVELOPMENT DURING THE YEAR
TENDERS
Nobina Sweden increased sales by 5.4%
to SEK 4,459 million in 2010/2011 and
improved profitability at the operating profit
level by 18% to SEK 242 million. The fiscal
year began and was concluded with abnormally cold, snowy weather that increased the
costs for fuel, maintenance, damage,
employees and properties. This was partially
compensated by lower fuel consumption.
Nobina Sweden is working to find alternative
fuel solutions for greater flexibility in the
event of price increases. The three-year wage
agreement that expires in 2011 entailed
higher salary increases during the year for
transport companies than for the other parts
of the Swedish commercial sector.
More customer time (transport planning
efficiency) meant that availability for the
customer improved, while profitability
increased. In 2010, Nobina Sweden’s buses
drove somewhat more kilometers per bus
than the year before and the proportion of
mileage off the time table decreased to 13%.
During the year, operational and transport
management were separated, which created
the conditions for the local operational managers to focus entirely on management and
development of employees at the same time
that central transport management can provide better support to customers and drivers.
To increase competitiveness, a new organization was introduced at the head office. The
central costs were thereby reduced at the same
time that better coordination was achieved.
Nobina is Sweden’s largest provider of public
bus services with just over one fourth of the
market for city and regional service. At
present, the company has more than 2,486
buses in operation in about one hundred
locations within the framework of contracts
with public transport authorities. Nobina
Sweden operates extensive city and suburban
service as well as regional service in Dalarna,
Närke, Skåne, Stockholm, Uppland, Värmland and Västra Götaland. During the year,
around 200 million departures were provided by Nobina Sweden. The goal is to
double this number by 2020.
During the preceding fiscal year, Swedish
public transport authorities procured transport services for slightly around 1,500 buses,
508 of which were currently run by Nobina.
Nobina Sweden won new transport services
in Malmö, Gothenburg and Norrköping,
among others. In the City of Malmö, half
of the city services were up for procurement
in 2010 and in 2011, the remainder is
expected to be up for procurement. The
transport services for the first half comprising 90 buses began at the end of February
2011 and Malmö then became Nobina Sweden’s largest service area. In Norrköping, it
is a matter of commuter service to and from
Norrköping and in Gothenburg, it mainly
involves express service for commuter traffic.
By winning these contracts, Nobina Sweden
strengthens its position on markets with
considerable growth potential.
nobina – BUSINESS AREAS
» The goal is to double the number
of departures by 2020.
Storstockholms Lokaltrafik (SL) conducted
three procurements during the year. Nobina
Sweden won one of them, involving the
service of 85 buses in Norrtälje beginning in
June 2011, but lost two existing contracts in
Nacka/Värmdö and Huddinge/Botkyrka.
In total, the year entailed a net reduction
of 75 buses. In 2011, around 1,200 buses
will be procured.
CONTRACTS
Nobina Sweden provides public bus services
in the scope of contracts with 15 out of a total
of 22 public transport authorities in Sweden.
Nobina Sweden’s clients include SL, Skånetrafiken and Västtrafik. The contracts have
a duration of between five and ten years. The
contracts regulate the commercial terms
and the requirements placed on each party.
When choosing the tenders that will be
prioritized, such tender requirements as
commercial terms, level of risk and the contract’s development potential are crucial.
Nobina Sweden carefully reviews the conditions in each tender request and only compiles tenders that allow service of satisfactory
quality, stable profitability and balanced
economic risk. Crucial factors for long-term
profitability include a strong traffic planning
ability and efficient operation, meaning an
ability to satisfy promises to customers with
limited use of resources.
A growing numbers of public transport
authorities are moving towards more incentivebased compensation in the contracts. However,
a traffic company’s possibilities of adjusting
the tender to the customer remain limited,
constituting an area for improvement.
During the year, Nobina Sweden won an
attractive contract in the SL area, NorrtäljeStockholm. Compensation in half of the
contract is solely based on the number of passengers. This is a major step in SL service and
constitutes the first real customer-driven
contract. The agreement means that Nobina
Sweden’s compensation on the major routes
will come solely from how many travel with
the service. In this agreement, Nobina
Sweden has more room to make decisions
and implement customized improvements.
In return, Nobina Sweden receives a larger
part of the compensation – but also accepts
a greater share of the risk. Read more about
the new Norrtälje contract on page 17.
For several years, Nobina Sweden has conducted several development projects in existing contracts together with clients. The goal
is to increase customer and society benefit by
finding the best ways of working and adapting the commercial terms to the desired
effect. Good examples of this can be found
in Karlstad, Skövde, Umeå and the traffic
between Malmö/Lund. Together with the
clients, Nobina Sweden has acheived large
travel increases in a resource-efficient
manner in these traffic areas.
The most important issue for regional
service in Sweden in the long-term remains
the procurement process in itself. Since
2008, intensive work in the industry has
been under way to increase travel by public
transport. In the joint-industry, Doubling
project, initiated by the Swedish Association
of Local Authorities and Regions (SKL) and
the Swedish Transport Administration
(Trafikverket), the goal is to double public
transport travel by 2020. In the longer term,
the market share should also be doubled
from today’s 20%. In order to get there, clients and traffic companies need to develop
skills and ways of working, and find joint
drivers. Within the scope of the Doubling
Project, a recommendation was launched in
2010, containing a target-controlled agreement process and various kinds of contract
templates that meet the set objectives.
Västtrafik is one of the public transport
authorities that implemented its procurements in accordance with the recommendations in 2010/2011. Hopefully, more people
will choose to move in the same direction
in the future.
EMPLOYEES
Nobina Sweden has more than 6,000 fulltime employees. To be able to develop operations and strengthen profitability, the company is dependent on committed employees
who strive to achieve established goals.
This applies to everything from passenger
satis­faction to the strength of the brand,
safety onboard and impact on the environment. Nobina Sweden therefore focuses
strongly on leadership issues and delegated
responsibility.
NOBINA | annual report 2010/2011 35
nobina – BUSINESS AREAS
The organization is divided into smaller
units that work actively with development
talks, goal matrices, regular feedback and
parti­cularly value issues.
The year was characterized by the reorganization implemented in spring 2010. The
change work in the Group proceded according to plan and the new business-area controlled organization works well. Cooperation
between the countries in the various units
has been strengthened, including as regards
to HR, accounting, marketing and transport
services. In the past years, a number of
approaches and decision-making processes
were developed, and focus in 2010 was
placed on establishing this work.
One of the major challenges for Nobina
Sweden in the next few years, and for the
industry as a whole, is the regeneration of
drivers. Nobina Sweden must be, and be perceived as, a good employer to attract new
employees. During the year, the minimum
age for driving licenses for bus drivers was
lowered to 18 in Sweden and the new law
opens the possibility of new recruitment
channels, such as driver training in conjunction with vocational training at uppersecondary schools regarding which Nobina
Sweden participated in a number of initiatives.
BUSES
Nobina Sweden has slightly more than 2,486
buses in traffic in existing public transport contracts with 15 public transport authorities.
Nobina Sweden focuses on maintenance issues,
meaning that the company has achieved the
market’s highest proportion of approved inspections by Svensk Bil­provning for several years
– far above the industry average. The industry
36 NOBINA | annual report 2010/2011
average is slightly less than 50% approved
inspections, while Nobina’s is just under 80%.
Three factors that are important for creating
the greatest environmental benefit are full
buses, the right fuel type and low fuel consumption. The most important favor Nobina
Sweden can do for the environment is to
drive a full bus, which is accomplished by
more people choosing the bus over the car.
In cooperation with Linköping University,
Nobina Sweden is currently conducting a
study of how to better structure the procurement requirements from a bus perspective
to thereby contribute to fewer emissions.
By the traffic service provider having more
opportunity to adjust the size and number
of buses to the market need, emissions per
client are reduced.
The other major factor is fuel. In the
Stockholm area, the first electric hybrid
buses in the Swedish market are being evaluated jointly by Nobina, Scania and SL.
Nobina Sweden is also conducting a project
in Uppsala together with Upplands Lokal­
trafik, Scandinavian Biogas and Biogas Öst,
in which two different diesel buses are
converted to operation with liquid biogas.
On May 25, 2010, the new buses of the
Dual Fuel project held a premier.
The driving style is also critical for emissions, which is why drivers are constantly
trained to increase their environmental competence. Nobina Sweden has developed a
concept called The Green Journey (Den Gröna
Resan) in which drivers are trained to take
greater consideration of the environment.
During the year, the ISO-certification
work of the Stockholm operations that began
in 2009 was concluded. Now, all Stockholm-
based operations are ISO certified with
regard to the environment and quality, and
this work is being extended to more areas of
service throughout Sweden. The objective is
to substantially reduce Nobina Sweden’s
environmental impact and increase customer
satisfaction by continuously measuring and
following up factors that affect the customer
experience. Once every six months, a review
is conducted of how well the company complies with its own instructions and policies.
FUTURE FOCUS
Nobina Sweden continuously takes new
steps towards new and better ways of working. More efficient traffic planning and better operation lowers costs and helps the environment. However, it is the ability to motivate the employees that means the most.
Their commitment and efforts are the most
important tool to achieve success. Therefore,
focus continues to be on improvement work
and leadership issues. Optimization of the
bus fleet is another important issue moving
forward. Here too, traffic planning is a central factor as well as the financial conditions.
In 2011, traffic service for around 1,200
buses will be procured in Sweden, including
with SL in combined rail and bus traffic, the
second half of the City of Malmö, Uppland,
Angered, Tvåstad and city service in Norr­
köping and Linköping. In addition to this,
there is the commencement of the exciting
Norrtälje service, the 2011 wage negotiations
and the continued work of finding a better
fuel solution that generates greater flexibility
in the future.
framvagnsvinjett
HIGHLIGHT
OF THE DAY
NOBINA | annual report 2010/2011 37
nobina – BUSINESS AREAS
Nobina Denmark
Orderly structures with a clear profitability focus – these are components
that characterized the Danish operations during the year. Despite its rela­
tively short time on the market, Nobina was elected Operator of the Year and
strengthened its position in Denmark. The internal work of improving profit­
ability and efficiency provides a good foundation for the major upcoming
negotiations on the Danish market.
DEVELOPMENT DURING THE YEAR
Sales
323 SEK M (192)
Operating profit
–53 SEK M (–30)
4%
Market share
Number of
passengers
9.2 million
Average number
of employees
355 (219)
Number of buses
151
Millions of kilo­
meters traveled
12.4
New/expired
contracts
1/10
Share of
Group sales
4.8%
(3%)
38 NOBINA | annual report 2010/2011
In just three years, Nobina has established a
strong position on the Danish market thanks
to a well-developed offering, clear leadership
and result efficiency in all phases. Sales
increased by 68.2% to SEK 323 million,
while the operating loss degraded to SEK 53
million (loss: 30) as a result of the coldest winter in a century with extreme additional
expense. In addition to continuous improvement work, Nobina’s primary focus during
the year was the beginning of traffic for a total
of 60 buses. In connection with new traffic
plans in December, traffic was reduced in
some of the contracts due to the finances of
the municipalities, which led to the number
of buses in traffic decreasing somewhat.
TENDERS
The past year was mainly about putting
every­thing in place in the existing contracts
rather than focusing on new contracts,
which is why the tendering activity was low.
Nobina now has a total of six contracts and
144 buses in operation in the Danish market
for regional service.
At the beginning of the year, Nobina
began new service in Randersstad with 22
buses, working as planned. In late spring,
service with 27 buses also began in southern
Denmark in Zealand. In addition, the existing contract in Greater Copenhagen was
extended by ten buses.
The Danish market is consolidated with
five regions and six clients. British bus and
rail operator Arriva, which was acquired
by Deutsche Bahn during the year, is the
market leader with approximately 35% of
the market, followed by the private traffic
company Thykiær. Nobina is the sixth largest traffic company with around 4% of the
market and the objective is to achieve the
same market position as the subsidiaries in
the rest of the Nordic countries.
CONTRACTS
The structure of the tenders in Denmark is
becoming increasingly quality-focused,
which is reflected in the rising tender prices.
Consequently, Nobina’s goal is to have more
than 80% satisfied customers, the best quality ratings and the highest credibility in the
market. Every year, the principal Movia conducts customer surveys that form the basis
of the Operator of the Year award. Nobina
won the award for 2009 and did well in the
ratings for 2010 for operations in Hillerød
on Northern Zealand.
As in the rest of the Nordic region, Nobina
is only responsible for the actual delivery,
while the transport authority formulates the
assignment alone. However, the ambition is
to be involved in driving development all the
way from market surveys to product development and marketing through closer relationships and new forms of cooperation. Nobina
has agreed on new types of cooperation with
the principal Midttrafik and Movia.
With regard to the indexation of compensation, it largely works well in Denmark,
nobina – BUSINESS AREAS
» Focus is on presenting positive
profitability in the contracts
and winning more.
although the model is very generally structured. Salaries are regulated each half year
and other components such as fuel and maintenance are adjusted quarterly or monthly.
In Denmark, variable remuneration is only
applied to time table hours, which over time
can result in a mistaken distortion of variable
revenue relative to the cost trend. This is the
case when adjusting supply. Nobina Denmark will work actively to change the terms
of the variable revenues so that they are both
time and distance based.
EMPLOYEES
In conjunction with the establishment of
operations in 2008, Nobina employed experienced personnel for both operations and
administration through a combination of
new recruitment and taking over personnel
at the start of new contracts. During the year,
Nobina had an average of 355 employees,
and the recruitment situation is favorable.
In contrast to Norway, for example, it is easy
to recruit new bus drivers even though the
requirements are higher than in the rest
of the Nordic region, partly thanks to the
economic situation.
Nobina works purposefully with employee
commitment and understanding of their
part in the development of operations as well
as in issues that concern the offering to the
customer. All managers are evaluated individually, and the ambition is to formulate
individual goals for drivers as well.
At the beginning of the year, Sjur Breden
was appointed the new President of Nobina
Denmark, following his previous position as
the Director of Marketing and Purchasing in
the Nobina Group. The Danish management
was also strengthened with a new financial
manager. The new Group organization has
contributed to more frequent contact and
better exchange between the various countries in the regional service business area.
BUSES
The majority of the bus fleet is equipped with
new engines in the EEV and Euro 5 classes,
and Nobina has a traffic contract in Randers
with clear incentives for reduction of fuel
consumption. The company actively works
with The Green Journey (Den Gröna Resan)
concept in which fuel consumption is measured at the individual level.
During the year, Nobina entered a unique
cooperation agreement with the transport
authorities Midttrafik and the Municipality
of Randers with the goal of jointly increasing
the number of customers by 15%, reducing
fuel consumption by 15% and increasing the
proportion of customer time. The agreement
is the first of its kind and is a way of improving the environment through a better product to the customers.
In addition, work is under way to introduce the accounting of carbon dioxide
emissions in two existing traffic contracts
as a driver to improve the environment. By
measu­ring diesel consumption per kilometer,
the proportion of renewable energy, the
proportion of customer time per departure
and lastly the number of customers in the
buses, the amount of emissions per customer
kilo­meter can be reduced.
FUTURE FOCUS
Focus in 2011 will continue to be on presenting positive profitability in the new contracts, improving the efficiency of the organization and winning more new contracts. In
the next year, several important large procurement processes will be carried out with
potentially profitable contracts for the winner of the contracts. The price levels are
assessed to be on the way up and recruitment
possibilities are very strong. Environmental
and development issues continue to top the
agenda and are an area in which Nobina
cooperates closely with its principals.
NOBINA | annual report 2010/2011 39
nobina – BUSINESS AREAS
Nobina Norway
In preparation for a market in strong movement, focus in the Norwegian
operations has been on improving the internal processes and creating
the right conditions to win profitable contracts. During the year, a
new management was appointed with the focus of improving quality
in all phases from traffic planning and bus optimization to damage
management and driving style.
DEVELOPMENT DURING THE YEAR
783 SEK M (733)
Sales
Operating profit
21 SEK M (21)
17%
Market share
Number of
passengers
12.8 million
Average number
of employees
1,157 (771)
Number of buses
451
Millions of kilo­
meters traveled
25.2
New/expired
contracts
2/2
Share of
Group sales
11.7%
(12%)
40 NOBINA | annual report 2010/2011
The Norwegian operations had sales of SEK
783 million (733) with an unchanged operating profit at SEK 21 million (21). Like the
other Nordic countries, Norway was struck
by a harsh winter with extreme temperatures
throughout the country, which had a negative impact on profitability through higher
costs of fuel and maintenance.
In the next few years, large parts of the
market are expected to be subject to competition, which means considerable opportunities for Nobina in Norway. As a part of the
ongoing changes on the market, tough
competition and downward price pressure
characterize the procurement processes.
TENDERS
Regional bus service in Norway comprises a
total of around 6,200 buses in 19 counties.
During the year, a number of public procurements were conducted in several service areas
that were previously covered by concession
contracts. This is a clear consequence of the
European ordinance on public transport that
is increasingly applied and will open up the
market. In addition, new legislation entered
into effect in 2009 with regard to the forms
of public procurement, which is also a step in
the development towards more public procurements. The share of service up for public
procurement will exceed 50% in the first half
of 2011 and will then increase by 500–800
buses annually in the next few years.
The Norwegian market is fragmented with
about 100 different bus companies. State-
owned Nettbuss is the market leader,
although it has a weaker position on the
market for contracted bus services. There,
Nobina Norway had a market share of
around 13% in 2010 through ten contracts
with six public transport authorities. The
traffic is concentrated to eastern Norway and
Hordaland on Norway’s west coast.
In the past fiscal year, traffic services for
1,000 buses were up for procurement in Norway. Since some of these contracts were subject to public procurement for the first time,
there was a lack of valuable supporting data in
the form of documentation and timetables,
which made the tendering work more difficult. Nobina Norway lost two of its existing
contracts, which were discontinued at the
beginning of 2011, comprising ten buses in
Lillehammer and 60 buses in Östfold. No
new contracts were added. In 2011, several
procurements are expected, some of which
concern Nobina Norway’s current services.
The development of Norwegian public transport is behind that in Sweden and does not meet
today’s transport needs. The railway network is
less developed than in Sweden and with an
expected population growth of 40% in and
around the major cities in the next few years,
public transport is under considerable pressure.
During the year, the main organization for bus
traffic companies and the association for public
transport authorities met to discuss a doubling
project and a sustainable development for Norwegian public transport, in part through clearer
incentives for the traffic companies to develop
and increase public transport.
nobina – BUSINESS AREAS
» Several important procurements
await – which means considerable
opportunities.
Gross cost contracts dominate regional transports in Norway. Development towards
incentive contracts (net cost contracts) is proceeding slowly and changes are mainly occurring in the areas that are publicly procured for
a longer period of time. In Oslo and Bergen,
there are small elements of incentive structures in the agreements and quality evaluations have been introduced in the procurement processes. Otherwise, the tender documentation specifies the routes and timetables
that will be covered by the traffic provider as
well as detailed requirements on bus types,
environmental standard and appearance.
A weakness in the Norwegian contract
model for contracted traffic is that the index
is not adjusted until one year after signing
and does not provide full compensation for
the period’s costs. The largest public transport authority, Ruter, now encourages more
incentive-driven contracts and index adjustment every six months.
worked at SAS for 20 years, most recently as
the manager of the group’s aviation operations in Norway. With his extensive experience of the Nordic transport sector, Stein
Nilsen possesses unique expertise and the
skills necessary to develop the Norwegian
operations.Recruitment is one of the primary
challenges in the Norwegian operations.
Norway has generally low unemployment
and the bus driver profession needs to
become more attractive. During the year,
an extensive recruitment campaign was conducted with advertisements in the major
media. At present, there is a 21-year age limit
for bus drivers in Norway. It is hoped that this
age limit will be lowered to 18 as in Sweden.
During the year, an organizational change
was implemented in the Group, which
increased experiential exchange in the
regional transports business area. The Norwegian operations will begin improvement
work along the lines of the Swedish model
at the beginning of 2011.
EMPLOYEES
BUSES
Nobina Norway had 829 full-time employees
during the 2010/2011 fiscal year. Most of the
employees are represented by their respective
trade unions within the framework of the
industry’s collective agreements, which are
normally renegotiated every two years.
During the year, Stein Nilsen began as the
President of Nobina Norway. His most
recent position was as the Group Director in
charge of passenger rail service of Norwegian
State Railways (NSB). Prior to that, he
Investments in buses are becoming a growing challenge in connection with the commencement of contracts. The Norwegian
public transport authorities set high standards on the buses’ age, design, environmental
and safety parameters in the traffic contracts.
Requirements are continuously changing
and differ between contracts, making it difficult to re-use buses in new contracts. In general, new buses are sought with high levels of
comfort and low emissions. The proportion
CONTRACTS
of gas and hybrid buses in metropolitan areas
is increasing, as is the use of biodiesel in the
diesel-powered buses in rural areas. In 2013,
a new environmental requirement will be
introduced in the Euro 6 standard.
The key is to have a sound average age for
the fleet as a whole, which is why optimization of the Group’s bus fleet is a prerequisite
for profitable traffic in all service areas. In
recent years, Nobina Norway has renewed
the oldest part of the fleet and, in the future,
this work will continue so that the bus fleet
will meet current contractual requirements
with regard to age and environmental standard. Nobina Norway currently has a good
mix of buses in the age range of one to
12 years.
FUTURE FOCUS
In 2011, several important procurement
processes are expected and the outcome of
them will determine how the organization
will be structured in the next few years.
Focus is on an attractive offer and sound
operations. By striving for high quality and
efficiency, Nobina Norway will cultivate the
Nobina brand among passengers, win tenders with the public transport authorities
and increase cost awareness in the entire
operation. This applies to areas ranging from
traffic planning and bus optimization to
maintenance, damage management and
driving style. Last, but not least, Nobina
Norway will increase its efforts to recruit
new bus drivers.
NOBINA | annual report 2010/2011 41
nobina – BUSINESS AREAS
Nobina Finland
The Finnish operations developed according to plan, with improved
profitability, despite difficult and costly weather conditions. There are
major challenges in the market, but there are even more opportunities
with a large number of contracts that are expected to be subject to
competition in the near future. The organization is well equipped to
take part in the market’s growth.
DEVELOPMENT DURING THE YEAR
756 SEK M (801)
Sales
Operating profit
7 SEK M (7)
32%
Market share
Number of
passengers
44.3 million
Average number
of employees
1,035 (1,026)
Number of buses
440
Millions of kilo­
meters traveled
34.7
New/expired
contracts
3/3
Share of
Group sales
11.3%
(13%)
Despite two harsh winters, the Finnish
operations performed better than expected
in terms of profit. The Finnish operations
had sales of SEK 756 million (801) with an
unchanged operating profit at SEK 7 million
(7). The most important factors behind these
successes were good traffic planning and a
well-functioning organization. Nonetheless,
the cold weather was financially straining,
with extra costs for personnel, maintenance
and fuel, as well as delayed indexation that
did not fully reimburse the costs. The new
Group organization established at the beginning of the year created better conditions for
exchange between the countries of operations in the regional transports business area.
A more stringent contract interpretation by
the public transport authority HSL was a
challenge to the traffic companies in Helsinki.
In contrast to the other Nordic countries,
the Finnish traffic contracts normally
cover a specific bus route rather than an
entire service area with a complete route
network.
Nobina’s operations are in the Helsinki
area, which is Finland’s largest market
for city and regional traffic. Here, Nobina
provides service in the cities of Helsinki,
Vantaa and Espoo. Following a merger of
two transport authorities in the Helsinki
area in January 2010, Nobina operates 400
buses for a single public transport authority,
HRT (Helsinki Regional Transport).
In 2010, Nobina Finland lost a tender for
40 of its own buses in the Helsinki area,
which affects 80 drivers. In 2011, two major
procurement processes will be conducted
in the Helsinki region, comprising a total
of 241 buses. Around 90 of these buses are
currently run by Nobina Finland.
TENDERS
The Helsinki region, Tampere and Turku are
the only service areas that conduct public
procurements that comprise the largest part
of the overall market. The rest of Finland’s
public bus transport will be subject to competition in the next few years in pace with
the expiration of the concession contracts.
The situation already looks better in 2011
in Turku with several new service areas
that are up for public procurement.
42 NOBINA | annual report 2010/2011
CONTRACTS
Strong price pressure has contributed to
a consolidation in the bus market in the
Helsinki region, which is now dominated by
five major players, of which Nobina is the
largest with around one third of the market.
These five players currently compete in a
price environment that demands high efficiency to generate a profit and Nobina only
submits tenders that have conditions to be
nobina – BUSINESS AREAS
»Good traffic planning and a wellfunctioning organization are the
most important success factors.
profitable. However, the price situation is
assessed to gradually improve.
Another challenge is the cost indexation
that, although being regulated quarterly, is
structured so that the compensation does not
fully cover the company’s cost increases.
For example, this is true if the price of diesel
increases sharply as it did in the past year.
This problem is common to all traffic companies and a collective dialogue is being conducted with the clients to this regard. An
intensive dialogue is also being held with
HRT to develop a cost-neutral index and
the statistical centre in Finland is involved
in these discussions.
The public transport authorities and
traffic companies meet four times a year to
discuss various development issues, such
as how to influence the authorities to better
maintain the roads. The Finnish market is
behind the other Nordic countries in terms
of a transition to incentive-controlled agreements. The current contracts provide limited
possibilities for traffic companies to influence the offering and do not encourage individual initiative financially, environmentally
or in terms of quality.
EMPLOYEES
During the year, Nobina had slightly more
than 1,000 employees in its Finnish operations. All employees within Nobina Finland
are represented by trade unions according
to the terms of an industry-wide collective
agreement.
It is relatively easy to recruit both bus
drivers and administrative personnel in
Finland, and this has provided Nobina,
as an attractive employer, with favorable
prerequisites for operating efficient traffic
with motivated employees.
During the year, a number of successful
human resource efforts were conducted that
focused on leadership, corporate culture and
development issues. This resulted in less
sickness absence and less overtime. Another
proof that Nobina invests in its employees
was that this year’s employee survey presented very positive results.
decreased during the year, but the traffic
intensity in Helsinki resulted in more
accidents and higher damage costs.
FUTURE FOCUS
After two tough years with a number of
challenges, the outlook is better for 2011.
The operations are developing soundly and
the employees are involved in the improvement work. Several medium-sized cities are
opening up to competition in the next few
years and the upcoming procurements in the
Helsinki area will take place before then.
BUSES
Requirements on buses in Finland differ
from the other Nordic countries, making it
difficult to fully utilize the Group’s fleet in
conjunction with new contracts. Instead,
Nobina invested in newly developed buses
to meet the customers’ high environmental
demands. However, the new buses have not
functioned satisfactorily and have caused
major operational disruptions. During the
year, the problems were determined to be
due to direct quality deficiencies in the buses.
The management of the bus fleet continues
to be crucial to profitability. Operating costs
NOBINA | annual report 2010/2011 43
Umeå
Framvagnsvinjett
Örnsköldsvik
Sollefteå
Interregional
traffic
overview
Härnösand
Östersund
Sundsvall
Ljusdal
Hudiksvall
Söderhamn
Transtrand
Sälen
Mora
Rättvik
Leksand
Gävle
Falun
Borlänge
Ludvika
Uppsala
Arlanda
Oslo
Kopparberg
Filipstad
Töcksfors
Karlstad
Köping
Årjäng
Kristinehamn
Sarpsborg
Enköping
Västerås
Karlskoga
Säffle
Eskilstuna
Stockholm
Örebro
Finspång
Åmål
Södertälje
Mellerud
Uddevalla
Mariestad
Vänersborg
Skövde
Vadstena
Trollhättan
Tidaholm
Borås
Norrköping
Mjölby
Vara
Gothenburg
Nyköping
Motala
Skara
Linköping
Gränna
Ulricehamn
Jönköping
Landvetter
Nässjö
Västervik
Vimmerby
Eksjö Mariannelund
Oskarshamn
Gislaved
Lammhult
Falkenberg
Mönsterås
Värnamo
Växjö
Halmstad
Ljungby
Borgholm
Kalmar
Markaryd
Örkelljunga
Karlshamn
Helsingborg
Copenhagen
Kastrup
Kristianstad
Lund
Malmö
Berlin
Berlin–Prague
Hamburg–Amsterdam–Paris
–Frankfurt–Hannover
44 NOBINA | annual report 2010/2011
Byxelkrok
Karlskrona
nobina – BUSINESS AREAS
Swebus
This year was characterized by strong forces of nature that affected Swebus’ development
both positively and negatively. The harsh winter and the consequences of the Iceland ash
cloud lifted the bus as a travel alternative in the spring, while a number of factors caused
the end of the year to be weaker. Swebus continued to take a number of aggressive steps,
including breaking into the airport transfer traffic at Stockholm–Arlanda and the launch of
several IT applications to simplify customer travel with Swebus.
430 SEK M (412)
Sales
Operating profit
40 SEK M (42)
50%
Market share
Number of
passengers
2.2 million
Average number
of employees
243 (205)
Number of buses
90
Millions of kilo­
meters traveled
17.9
New routes
during the year
1
Share of
Group sales
6.4%
(6%)
DEVELOPMENT DURING THE YEAR
The year began strong thanks to positive
winter effects that contributed to more passengers choosing the bus as a means of transport. The first quarter was also marked by
the Iceland ash cloud that halted air travel
throughout Europe. In just a few hours,
Swebus succeeded in calling in 260 buses
in addition to the ordinary bus fleet of 90
buses, which gave a significant opportunity
to transport affected travelers. Swebus
received considerable media coverage for its
flexibility and rapid response capacity, which
contributed to strengthening the brand.
The spring and summer, which are the high
season for event travel, were worse than
expected, however. The royal wedding was
not the strong attraction many had expected
and 2010 was a relatively weak festival and
concert year. However, Swebus continues to
offer and market travel to festivals, sporting
events, concerts, trade fairs and ski facilities.
This is done both through specially adapted
departures and with existing departures/
routes. The ambition is to become both
broader in the offering and to create combined offerings with travel and entrance.
In spring 2010, Swebus also launched airport
transfer traffic between Stockholm City
and Arlanda Airport and challenged the
well-established Flygbussarna.
Christmas 2010 offered fewer red travel
days than usual and the winter struck earlier
than expected, which was a challenge even
for Swebus, which is usually fast to adapt its
service. This combined with sharply rising
diesel prices and higher diesel consumption
due to cold, snow and delays meant higher
production costs.
Altogether, the development during the year
was below expectation with a profit that was
weighed down by significant investments in
the start-up of Arlanda service and IT development. However, sales increased by a total of
4% to SEK 430 million, while the operating
profit degraded by 5% to SEK 40 million (42).
SATISFIED CUSTOMERS
During the year, the total number of passengers increased 0.3%. This increase was
mainly due to a higher number of customers
in the adult category and new customers
choosing to travel with the new Arlanda transfer. After last year’s measured decline in quality, the entire industry for passenger traffic
made a strong recovery in the customer satisfaction survey, Swedish Quality Index (SKI),
with the exception of train travel. Again,
Swebus performed well in the measurements.
Swebus received a total rating of nearly 70 out
of 100 with the greatest success in the areas
of image, service quality and loyalty.
In the past year, Swebus doubled the
number of members in its customer database
to 80,000 and continuously pursues the
expansion of an attractive offering. In 2009,
successful cooperation was established with
Coop MedMera to further strengthen the
brand throughout the country and in 2010,
Swebus opted to continue with Coop’s new
program, which meant that the members
now receive direct monetary returns.
Through the cooperation with Coop, Swebus
reaches three million members who receive
benefits when they book travel with Swebus
or make purchases at Coop.
STRONG BRAND
Swebus as a brand has a high level of recognition thanks to high availability, modern services and personal customer service. According
to the consumer survey conducted each year,
the brand has been continuously strengthened
in recent years. Brand awareness, or how well
one recognizes the brand without help,
increased from 63% to 69% during the year,
while 14% more people aged 15–79 than previous years spontaneously mentioned Swebus
first when answering the question of what
bus operator they can name.
NOBINA | annual report 2010/2011 45
nobina – BUSINESS AREAS
During the spring of 2010, the brand’s name
was changed from Swebus Express to Swebus
and, at the same time, the graphical profile
was clarified to provide a more modern and
more distinguishing image of the brand. The
new profile received very positive reactions,
but the real effect is not expected to be seen
until the consumer surveys in 2011.
Effective sales channels
The Internet is solidifying its position as a
prioritized, strong channel for marketing
and sales of trips. During the year, seven of
ten Swebus passengers booked their trip
online. Swebus’ own website swebus.se
attracts more than half a million visitors each
month thanks to smart functions and effective search engine optimization (SEO). Swebus also has operator status on SJ’s website,
which means that a bus trip with Swebus is
presented as an alternative to a train trip
when requesting travel information from SJ.
In 2009, Swebus chose to close half of its
ticketing offices. Instead, a cooperation
agreement commenced in 2010 with Reitan
Servicehandel and their Pressbyrå and
7-Eleven stores in Sweden (532 sales points).
This increased the number of sales points
markedly from around 70 to about 600 with
nationwide coverage, fully in line with the
ambition of offering as high a level of availability as possible. The main benefits of the
cooperation are extensive opening hours,
broad geographic coverage and better distribution. At year-end 2010, sales on board buses
also ended with the exception of the airport
transfer service. In pace with it becoming
more well known that Swebus tickets can be
purchased at Pressbyrå 7-Eleven stores and the
fact that ticket can no longer be bought on the
bus, online sales and sales through Reitan are
expected to increase.
Swebus also offers ticket sales by mobile
phone. The ticket is delivered directly to the
phone and checked with the help of a special
barcode reader on the bus. In addition, ticket
sales alliances have been made with other
interregional bus operators such as Ybuss in
northern Sweden and Eurolines in Europe.
These partnerships link Swebus’ own routes
46 NOBINA | annual report 2010/2011
with connecting transports and are highly
advantageous for passengers who can book
their entire trip from a single source.
DEMAND-CONTROLLED PRICING AND
TRAVEL PLANNING
Swebus is one of a few bus operators that apply
a dynamic pricing model based on an IT system in which demand, pricing and resource
needs are optimized to achieve the best results
in the form of revenues per passenger kilo­
meter. However, Swebus is always a less expensive alternative than the corresponding train
route when booking shortly prior to departure.
In addition, discounts are offered for children,
students and pensioners. In the autumn of
2010, it became possible to book travel with
dynamic pricing all the way up to departure.
Swebus had already discontinued seat
guarantees, which led to requirements for
advance purchases and costs for cancelation.
The new system entails improved flexibility
in terms of quickly being able to adapt capacity in the event of increased demand and, for
example, lease vehicles as a supplement to
proprietary buses during peak traffic.
ment mean that there is considerable potential for Swebus if the bus stop areas become
more customer-oriented and neutral from a
competition perspective, awareness grows in
the target group and the customers become
better at booking their transfer ticket earlier,
preferably on swebus.se.
A MODERN AND ENVIRONMENTALLY
FRIENDLY BUS FLEET
Swebus’ fleet of 90 buses is by far the largest
in the sector and is continuously being
renewed. This contributes to Swebus’ buses
having the best statistics of all companies in
the area of long-distance travel according to
Svensk Bilprovning. During the fiscal year,
13 new buses of the highest environmental
classification were put into operation, which
also reduce fuel consumption and emissions.
All buses have safety belts and alcolocks (to
prevent operating under the influence). As
of 2009, Swebus also offers free Internet connections on all proprietary buses and several
buses are equipped with charging outlets
for telephones and computers.
STRONG BELIEF IN EMPLOYEES
GROWTH OF AIRPORT TRANSFER SERVICE
In the spring of 2010, Swebus launched its
airport transfer service between Stockholm
City and Arlanda Airport, and challenged
both Flygbussarna and Arlanda Express,
which have well-established brands and
offerings on the same route. Despite a
strained start with challenges getting started,
traffic functioned as planned and the first
months went better than expected thanks to
effective marketing and added value in the
form of Internet access and toilettes on board
the bus. Swebus was also the first to offer
direct service, in contrast to Flygbussarna,
which have a number of stops along the way.
Since 2009, Swebus also offers airport
transfer service between Örebro–Västerås–
Arlanda. This service is somewhat more
focused on business travelers than the other
interregional bus services.
The airport transfer service is a long-term
venture with a strong future outlook. Rising
air travel and Arlanda’s focus on the environ-
Swebus holds a strong belief in the company,
its products and employees. The company
has a low rate of employee turnover and sickness absence, and motivated employees. The
percentage of employees with high long-term
healthiness, meaning employees who have
not had a sick day in 12 months, is more than
50%. During the year, 98% of the employees
said that there are conditions in their working situation that support motivation and
commitment and that this means few obstacles to strong development and improvement
work. Management often visits the operations and follows transports aimed at
increasing participation in the company and
promoting open internal communications.
FUTURE FOCUS
The year was characterized by long-term
investments in the Arlanda service and better
IT solutions. The next year will see extensive
work focused on increasing the company’s
market efficiency and cost flexibility.
framvagnsvinjett
Getting away
for the day
NOBINA | annual report 2010/2011 47
Corporate governance
Corporate governance
This report describes corporate governance, management and administration,
as well as the manner in which the Board of Directors ensure the quality of the
financial statements and its cooperation with the company’s independent auditors. This report for the 2010/2011 fiscal year includes the Board’s report on internal controls for financial reporting. Nobina has voluntarily elected to follow the
Swedish Code of Corporate Governance in certain respects and intends to comply
with the code in full in the future.
ARTICLES OF ASSOCIATION
Nobina AB (publ) is a public Swedish limited liability company. The Board of Directors has its registered offices in Stockholm
Municipality and consists of at least three
and at most ten members. The company
shall, directly or indirectly, conduct operations in the business areas personal transport
and goods transport and provide IT, personnel and local services, such as legal services to
Group companies in the aforementioned
business areas, and conduct compatible operations (although not operations that are regulated in legislation governing banking operations and credit market companies).
The share capital shall be at least SEK
216,000,000 and at most SEK 864,000,000.
The number of shares shall amount to at least
24,000,000 and at most 96,000,000. The
Company’s shares shall be registered in a
settlement register in accordance with the
Swedish Financial Instruments Accounts
Act (1998:1479).
The company shall have at least one (1) and
at most two (2) auditors with at most two (2)
deputies. Authorised public accountants or
registered auditing firms shall be appointed
as auditors or deputies as appropriate.
The Articles of Association in their entirety
are available on the Group’s website at
www.nobina.com.
ANNUAL GENERAL MEETING
Annual General Meeting and shareholders
The Annual General Meeting is the company’s
highest governing body. Shareholders exercise
48 NOBINA | annual report 2010/2011
their decision rights at the Annual General
Meeting in such matters as the composition
of the Board of Directors and election of
auditors. Major shareholders, or if the company implements a distribution of ownership, the Nomination Committee propose
candidates for Board members, Chairman
of the Board and auditors. Supplementary
voting regulations may be found in shareholder agreements between certain shareholders. Resolutions at the Annual General
Meeting are normally taken by simple majority. In certain cases, however, the Swedish
Companies Act stipulates a certain level
of attendance to reach a quorum or a special
voting majority. At the Annual General
Meeting, shareholders are able to pose
questions about the company and its results
for the preceding year. Representatives of
the Board of Directors, executive management and the auditors are normally present
to answer these questions.
2010 Annual General Meeting
At the Annual General Meeting on 10 May
2010, 72.5% of the shares and the voting
rights were represented. Representatives of
Nobina’s Board of Directors and Group
management were present.
The following resolutions were passed:
Birgitta Kantola, Rolf Lydahl, Thomas
Naess, Jan Sjöqvist, and Jan Sundling were reelected as Board members. Jan Sjöqvist was
re-elected as Board Chairman. Board fees of
SEK 1,325,000 were approved for the period
until the next Annual General Meeting to
be distributed with SEK 650,000 to the
Chairman and SEK 225,000 each to Birgitta
Kantola, Rolf Lydahl and Jan Sundling.
It was resolved that fees to the auditors shall
be paid against approved invoices.
The Parent Company income statement
and balance sheet and the consolidated
income statement and balance sheet were
adopted for the 2009/2010 fiscal year and
the Board and President were discharged
from liability.
In accordance with the proposal by the
Board and the President, it was resolved that
the year’s earnings or the year in the amount
of SEK 5,753,578, and earnings brought
forward from previous years, totalling SEK
1,376,429,612 and the share premium
reserve of SEK 611,623,153 be disposed such
that SEK 1,993,806,343 be carried forward
to a new account.
It was further resolved to authorise the
Board to decide in respect of new share issues
and it was decided to issue warrants for new
share subscription to a wholly owned subsidiary and permit the subsidiary’s transfer of
these within the framework of the President’s
employment contract.
Guidelines for the remuneration of senior
executives and the appointment of the
Nomination Committee were approved.
2011 Annual General Meeting
The 2011 Annual General Meeting will be
held on 23 May 2010. Information on time
and place, how registration of participation
Corporate governance
shall take place and how shareholders can
submit a matter for consideration at the
Meeting will be provided in the meeting
notification in the customary manner.
Information will also be available on the
company’s website.
NOMINATION COMMITTEE
Guidelines for the Nomination Committee
The Board of Directors proposes that the
Meeting resolves that the Company shall
have a Nomination Committee consisting
of a representative of each of the three largest
shareholders, based on the number of votes
held, together with the Chairman of the
Board of Directors. The names of the members of the Nomination Committee and the
names of the shareholders they represent
shall be made public not later than six
months before the annual general meeting
and be based on shareholding statistics provided by Euroclear Sweden AB per the last
banking day in October 2011. Provided the
members of the Nomination Committee do
not agree otherwise, the member representing the largest shareholder, based on the
number of votes held, shall be appointed
chairman of the Nomination Committee. In
the event a shareholder who has appointed a
member is no longer one of the three largest
shareholders, based on the number of votes
held, the appointed member shall resign and
be replaced by a new member in accordance
with the above procedure.
The Nomination Committee shall prepare
and submit proposals to the general meeting
on; chairman of the meeting, members of the
Board of Directors, chairman of the Board of
Directors, board fees to the chairman and
each of the members of the Board of Directors as well as, if any, remuneration for committee work, fees to the Company’s auditor
and, when applicable, proposal regarding
election of new auditor. Furthermore, the
Nomination Committee shall prepare and
submit proposals to the general meeting on
principles for the composition of the Nomination Committee.
The appointment of a Nomination Committee
pursuant to this proposal is conditional upon
that the number of shareholders of the Company, pursuant to the shareholder information kept by Euroclear Sweden AB, amounts
to at least 100 shareholders. The company
deviates from the Code of Corporate Governance since the number of shareholders is
currently fewer than 100.
BOARD OF DIRECTORS
The Board of Directors’ assignment is to
contribute to sound business development
and control of the Group’s operations.
The composition of Nobina’s Board, as well
as Board fees and meeting attendance, are
presented below.
The Board’s responsibility
Nobina’s Board is responsible for the organisation and administration of the company’s
affairs. The Board is also assigned to act as
an Audit Committee and a Remuneration
Committee.
One of the Board’s most important assignments is to ensure a long-term strategy,
management, follow-up and control of the
Group’s daily operations with the objective
of creating value for shareholders, customers,
employees and other stakeholders.
The Board appoints the President, who
is also the CEO.
Composition of the Board of Directors
The Board shall consist of at least three
and at most ten members. The Board shall
appoint a Chairman, who according to
Swedish law, may not at the same time be
the company’s President. According to the
Swedish Code of Corporate Governance,
the Chairman shall be elected by the Annual
General Meeting.
During the 2010/2011 fiscal year, the
Board consisted of five members elected at
the AGM. The Board met six times during
the fiscal year.
Board work
The Board has adopted formal procedures
for its work that describe how work shall be
divided between the Board and its committees and the President.
The formal work procedures are established each year by the Board and include the
Board members. Instructions for the President and for financial reporting are described
in appendices to the formal work procedures.
The prevailing formal work procedures were
adopted on June 29, 2010.
Remuneration of the Board of Directors
Fees are paid to the Board Chairman and
Board members according to resolutions by
the Annual General Meeting and Extraordinary General Meetings. No remuneration is
paid to the Board beyond that approved by
the Annual General Meeting. The President
is not paid Board fees.
During the year, Nobina AB paid pension
compensation to certain former members of
the Board of Nobina Europe AB, amounting
to SEK 0.1 million (0.1). These former Board
members are entitled to lifelong compensation from the company.
REMUNERATION COMMITTEE
The Board has decided to deviate from the Code
of Corporate Governance until further notice
regarding the Remuneration Committee.
Nobina has not had a special Remuneration
Committee, since the Board in its entirety
considers remuneration issues in conjunction
with an annual review of Board work.
Remuneration of the Board, including the
Chairman, is decided by the Annual General
Meeting. Remuneration of the President and
other senior executives shall be on market
terms and consist of fixed and variable compensation plus other benefits and pension.
Read more about the principles for the remuneration of the Board and senior executives
in the sections “Board of Directors” and
“President and Group management”. Prior
to the next fiscal year, Nobina intends to
appoint a Remuneration Committee with
NOBINA | annual report 2010/2011 49
Corporate governance
clear instructions regarding work assignments, composition and decision-making
authority according to the Swedish Code
of Corporate Governance.
AUDIT COMMITTEE
The Board has elected to deviate from the
Code of Corporate Governance for the time
being with respect to the question of an Audit
Committee. Currently, the Board in its
entirety comprises the Group’s Audit Committee. The Board’s task is to quality-assure
financial reporting in collaboration with
company management and the auditors.
The Board shall ensure that company
management identifies the risks in operations. Furthermore, the Board of Directors
shall stay informed of and provide comments
on the organisation and prioritisation of
external and internal auditing work in the
Group to ensure that it maintains a high
professional standard and is characterised
by objectivity and integrity.
The Board follows up what emerges from
auditing work, including individual cases
where auditing measures are deemed motivated. The Board meets with the external
auditors at least once a year.
AUDITORS
The shareholders at the Annual General
Meeting elect external independent auditors
for a four-year period. The auditors report to
the shareholders at the company’s general
meetings.
The 2010 AGM re-elected appointed Ernst
& Young as the Nobina’s auditors for the
coming four-year period. Ernst & Young AB
have been the company’s auditors since
2005. The authorised public accountant in
charge until further notice is Erik Åström,
Ernst & Young AB. Erik Åström is a member
of FAR (Swedish accountants’ professional
organisation).
The external auditors’ assignments consist
of auditing the company’s annual report,
consolidated accounts and financial records,
as well as the administration of the Board
and President.
Ernst & Young report continually to the
Group management and to local company
management. Ernst & Young is commissioned only for consulting services determined and approved ahead by the Board.
The auditors inform the Board of the of the
annual audit planning, its scope and contents, and presents its conclusions. Also, the
The Board met six times during the fiscal year
Date
Type
Matters considered
March, 8
Extra by telephone
Budget, ownership distribution
March, 17
Extra by telephone
Ownership distribution
April, 21
Ordinary
Operations, annual report, terms and conditions for senior management,
ownership distribution
June, 29
Ordinary
Statutory meeting, work order, operations, ownership distribution
September, 27
Ordinary
Operations, business plan, maintenance
December, 20
Ordinary
Operations, business plan, analysis, procurements
Board members’ attendance in 2010/2011
Name
Born
Elected
Board Meetings
AGM
Jan Sjöqvist, Chairman
1948
2005
6 of 6
Yes
Jan Sundling, member
1947
2005
6 of 6
No
Rolf Lydahl, member
1945
2005
6 of 6
No
Thomas Naess, member
1972
2009
6 of 6
No
Birgitta Kantola, member
1948
2009
6 of 6
No
50 NOBINA | annual report 2010/2011
Board is informed regarding assignments
that were performed in addition to auditing
services, compensation for such assignments
and other circumstances of importance for
assessing the auditors’ independence.
PRESIDENT AND GROUP MANAGEMENT
The President is appointed by the Board and is
responsible for ensuring that daily operations
are conducted in accordance with the Board’s
guidelines and instructions. Each company’s
business area manager reports directly to the
President and is responsible in turn for ensuring that instructions and guidelines are followed. Since 1 March 2010, Nobina’s management consists of the President, the CFO
and two business area managers.
Group management normally meets once
a week and works in line with the company’s
collective policies and applies prevailing
instructions. The President in consultation
with Group management takes all decisions.
Guidelines for terms and remuneration
of senior management
The company strives to offer remuneration
and other terms of employment that are market based and competitive in order to ensure
that the company can attract and retain competent personnel. Remuneration to the President and other persons in company management shall consist of fixed salary, variable
compensation, pension and other customary
benefits. In addition, the President shall have
the right to a special bonus as a result of entering a new employment contract.
The fixed salary is reassessed as a general rule
once a year and shall take into consideration
the individual’s responsibility and performance. The fixed salary shall be competitive.
Variable remuneration shall be based on the
individual’s performance and the company’s
performance in relation to predetermined
and established goals. Evaluation of these
goals shall take place annually. Variable
Corporate governance
remuneration shall also include a cash bonus
as determined by the Board and, for the President, share-based payment of which remuneration in shares may be able to amount to a
maximum of 140% of the President’s fixed
annual salary to be paid out over three years.
Share-based payment shall be conditional
upon the AGM taking the required decisions
for delivery of shares according to the established share-based payment.
In the event of termination of employment,
senior executives in the Nobina Group are
entitled to at most 12 months’ compensation. As a basic principle, a six month mutual
termination period applies between the company and the executive. In addition, a maximum of six months’ compensation may be
paid in the event that the company has terminated employment. In addition, a maximum of six months of remuneration is pay­
able should employment be terminated by
the company. Senior executives are the Parent
Company’s President and Finance Director
and the presidents of subsidiaries.
Pension and terms for the President
The pension age for the president is 62 years in
the Parent Company. The pension payments
for the company are reduced to 90% of salary
for retirement between the ages of 62 and 63,
80% between 63 and 64 and 70% between
64 and 65. Nobina’s commitment to the President ends at retirement, at the age of 65. Pension costs consist of a defined contribution
pension, in which the premium is 30% of
pension-entitling salary. Pension-entitling
salary refers to basic salary as long as the President remains employed by the company.
Termination salary is pension entitling.
The President has the right to 30 vacation
days each year. The President is insured for
90% of salary during a maximum of 365 days
per calendar year without a qualifying period.
In addition to the taxable benefits described
above, benefits include health insurance and
holdings of shares in Nobina AB.
Warrants programmes
Nobina AB previously issued three warrants
programmes, Programme 1, issued on 24
June 2005 and comprising 1,052,000 warrants, Programme 2, issued on 8 November
2005 and comprising 304,569 warrants,
and Programme 3, issued on 19 January
2009 and comprising 1,640,925 warrants.
Nobina AB has repurchased all issued subscription warrants for the company. Payment
for redemption of the warrants issued in
2005 comprised cash payment based on an
independent market valuation of the com­
pany’s common share. The payment for
redemption of the subscription warrants
issued during 2009 was cash payment
according to the warrants’ nominal value.
Holders of the issued warrants also pledged
on the redemption date to reinvest a portion
of the payment in shares in Nobina AB.
BOARD OF DIRECTORS’ REPORT ON
INTERNAL CONTROLS
The President and senior management shall
manage work to prepare reliable financial
accounts for external publication in an efficient manner. Reliable financial reporting
for Nobina means that:
• accounting policies are appropriate and in
compliance with International Financial
Reporting Standards (IFRS) and the
Annual Accounts Act
• the financial accounts are informative and
at a sufficiently detailed level
• that financial reporting reflects underlying
transactions and events in a correct manner and the company’s actual earnings,
financial position and cash flow with
reasonable assurance.
Control environment
The company’s controls are based on a common and process-oriented management system. The objective is to ensure a company
culture that is characterised by integrity and
that ethical values are not compromised.
The management system includes the
employees’ experience, expertise, attitudes,
ethical values and perception of how responsibility and authority are distributed within
the organisation. It is the management system that illustrates how the Group works in
important areas. The control environment is
characterised by the main business processes
and the associated Group policies and
instructions, as well as local instructions.
Process owners propose preventative measures, development and improvement of the
process. Business leaders are responsible for
introduction, follow-up and correction of
deficiencies.
Risk assessment
The risks that arise in conjunction with
financial reporting are primarily fraud, loss
or embezzlement of assets, unauthorised
favouring of another party at the company’s
expense and other risks that relate to significant errors in the financial accounts.
The valuation of assets, liabilities, revenues
and costs or deviations from disclosure
requirements are some examples.
The Group applies the same type of risk
assessment for all processes. This takes place
in three steps and is initiated through
management’s review.
The basis for the assessment is an analysis
of the Group’s present situation and management’s previous experience. The risks that are
deemed to significantly affect financial
reporting are classified as high risks. The
risks that receive the opposite assessment
are classed as low risks.
At the second stage, high risks in operations
are evaluated in conjunction with a survey of
sub-processes. Competent expertise from the
processes is used for a careful evaluation of all
risks in the particular process.
NOBINA | annual report 2010/2011 51
Corporate governance
The work procedure is as follows:
1. Identify risks and assign them to the
relevant process stage:
• Describe current preventative measures
• Evaluate the probability of occurrence/
impact/probability of discovery
• Calculate risk values
2. Propose improvement measures in
cases of high-risk values
This means that management’s assessment of
a risk may receive a lower value in operations,
just as a risk that was not assessed by management may receive a high value in operations.
This final step in this work is to compile all
risk values that emerge from the survey and
to present them at a Group management
meeting. Management prioritises risks with
high values and allocates resources to handle
them. The risks that received low values are
archived on a risk list for renewed assessment, at latest in conjunction with next
year’s risk assessment.
Risk assessment according to this method
was started in 2005 and supplemented in
2006. In the review in 2008, previous years’
risks were deemed to still apply in the same
priority order.
Control activities
Information and communication
Risk assessment provides an opportunity to
take proactive measures. High risks are prioritised, which results in measures to reduce
or eliminate them. Controls and checkpoints
ensure that preventative measures are followed up in all Group companies.
The company has a number of established
controls for approving and attesting business
transactions. In daily work and in preparing
the closing accounts and financial reports,
significant accounting principles are applied
in all Group companies. Established routines
control the review and analysis of financial
reports at all levels within the Group, which
is important for being able to ensure the
correctness of reports.
Control takes place through approved
policies and instructions that were all
developed by Group-wide process teams. The
teams also decide on important control points
to ensure correctness in financial reporting.
Decision paths, authorizations and
responsibilities at different levels in the
organisations are defined together with prevailing policies and instructions, which
include an attest instruction. No special
IT controls are performed, and no external
parties are employed.
The communication plan ensures that communication of control points reaches the
correct target group.
Information in the control point shows
how the company acts at the control point
and how deviations are reported and followed up. The process owner is responsible
for ensuring that information on common
methods reaches the entire organisation.
The line organisation holds regular meetings on a function or area basis. New policies
and instructions are always presented at
these meetings as part of their introduction.
The written communication primarily takes
place through an intranet where news is
updated directly and there are both a
management system and Group policy
documents and instructions.
The share
Common shares in Nobina total 24,928,139,
each with a par value of SEK 9. Thus, the
share capital amounts to SEK 224,353,251.
Share capital remained unchanged
during the year. Share capital and
warrants are described in Note 7 and 21.
International investment funds are the
primary shareholders in Nobina AB with
a combined holding of about 94%. The
largest holders of Nobina common shares
are funds managed by Bluebay Asset
Management, Avenue Capital,
52 NOBINA | annual report 2010/2011
VPV Bankiers, Fidelity Funds and Thames
River Capital.
Nobina’s shares are registered with
Euroclear and most of the approximately
30 shareholders hold their shares through
the trust departments of various banks.
There is no organized trading of the
company’s shares on any stock exchange
or other market. However, some OTCbased share trading is conducted in
London, where a few stockbrokers trade
on their own initiative.
Follow-up and monitoring
The financial risks that are deemed as high
are followed up, primarily within each process. A control function is built into the risk’s
control point, which means that it is the
operation itself that ensures that handling
functions as planned.
The objective of monitoring and supervision is to ensure a stable control environment
in the company and to check that application
and follow-up are performed in important
areas of operations. The principle applied in
the company is that every process must have
control functions that support monitoring
activities. The internal audit is a supplementary instrument in this connection for monitoring that operations are conducted according to approved decisions.
Regular internal operational reviews are
conducted by internally trained personnel to
ensure that control points function and are
effective.
The results from the internal reviews are
reported to both the Board and executive
management.
Changes in the organisation that may
affect the internal controls are assessed each
year and reported to the Board.
Corporate governance
Auditor’s statement on the
Corporate Governance Report
To the Board of Directors of Nobina AB
Corp. Reg. No. 556576-4569
It is the Board of Directors that is responsible for the Corporate Governance Report for financial year March 1, 2010
through February 28, 2011, on pages 48–52 and has opted in certain respects to voluntarily follow the Swedish Code
of Corporate Governance.
As a basis for our opinion that the Corporate Governance Report has been prepared and is consistent with the annual
accounts and the consolidated accounts, we have read the Corporate Governance Report and assessed its statutory
content based on our knowledge of the company.
In our opinion, the Corporate Governance Report has been prepared and its statutory content is consistent with
the annual accounts and the consolidated accounts.
Stockholm, April 29, 2011
Ernst & Young AB
Erik Åström
Authorized Public Accountant
NOBINA | annual report 2010/2011 53
BOARD OF DIRECTORS
Board of Directors and Senior Management
Jan Sjöqvist
Birgitta Kantola
Rolf Lydahl
Chairman of the Board since 2005.
Member of the Board since December 2009.
Member of the Board since 2005.
Year of birth: 1948
Year of birth: 1948
Year of birth: 1945
Previous assignments: President and
CEO of NCC.
Other assignments: Managing partner
at Birka Consulting AB and member of the
Boards of Stora Enso Oyj, Helsinki and the
NASDAQ OMX Group, New York, and Skan­
dinaviska Enskilda Banken AB, Stockholm.
Other assignments: Chairman of the
Board of IndeCap AB and Jernhusen AB.
Member of the boards of Vasakronan AB
(publ).
Dependence status vis-à-vis the
company: Independent in relation to
Nobina, its management and major
shareholders.
Education: MSc., Gothenburg school
of Business, Economics and Law.
Shareholding: 65,363 shares
Previous assignments: Vice President
and CFO of International Finance Corporation (World Bank Group), Washington D.C
and Executive Vice President of Nordic
Investment bank.
Dependence status vis-à-vis the
company: Independent in relation to
Nobina, its management and major
shareholders.
Education: Master of laws, University
of Helsinki.
Shareholding: -
Thomas Naess
Jan Sundling
Member of the Board since December
2009. Deputy member of the Board
since 2005.
Member of the Board since 2005.
Year of birth: 1972
Other assignments: Employed at
BlueBay since 2004.
Previous assignments: Employee at
Deutsche Bank in New York and London
1997–2004.
Dependence status vis-à-vis the
company: Independent in relation to
Nobina and its management, but
dependent in relation to the major
shareholders in Nobina as an Investment
expert at BlueBay Asset Management.
Education: BSc. double major degree in
Finance and Economics, David Eccles
School of Business at the University of Utah.
Year of birth: 1947
Other assignments: Chairman of the
Association of Swedish Train Operators,
Infranord AB and the Swedish Maritime
Administration, and TAF/TSI. Member of
the Board of Corem Property Group AB.
Previous assignments: President of
Green Cargo, 2001–2007.
Dependence status vis-à-vis the
company: Independent in relation to
Nobina, its management and major
shareholders.
Education: Qualified ship’s captain and
economist with post-secondary education
in economics at Frans Schartau.
Shareholding: 13,779 shares
Shareholding: -
54 NOBINA | annual report 2010/2011
Previous assignments: President and
CEO of Probo, Executive Vice President
of Nordstiernan and responsible for
Credit Suisse’s representative office in
Stockholm.
Dependence status vis-à-vis the
company: Independent in relation to
Nobina, its management and major
shareholders.
Education: MSc., Stockholm School
of Economics.
Shareholding: 14,696 shares
SENIOR MANAGEMENT
Ragnar Norbäck
Jan Bosaeus
Sjur Brenden
ANNIKA KOLMERT
Stein nilsen
Title: CEO and President of
Nobina since 2004. Member of
Nobina’s senior management
team since 2004.
Title: Business Area Head,
Regional traffic since 2010. Managing Director Nobina Sverige AB
since 2002 and Vice President of
Nobina AB since 2009. Member
of Nobina’s senior management
team since 2009.
Title: Managing Director
Nobina Denmark since 2010.
Title: Head of Management
Systems since 2008.
Title: Managing Director of
Nobina Norway since 2010.
Year of birth: 1961
Year of birth: 1973
Year of birth: 1965
Previous assignments:
Deputy Board member of
Transportbedriftenes Lands­
forening. Previously employed
at Linjebuss Sverige AB and
AS Sportveisbussene.
Previous assignments:
Process Manager, Accounting
and Controlling DHL Express,
Financial Controller, Skandia Liv.
Other assignments: Board
member of Sivile Lufthavn
AS and Sunnhordaland
Lufthavn AS.
Education: Master of
Economics, Stockholm
University.
Previous assignments:
SAS Group and NSB Group.
Year of birth: 1955
Other assignments: Board
member of Nilson Group AB
and its holding company
Skofemman AB and N3 Group
AB. Chairman of RALT AB.
Previous assignments:
These include CEO at American
Express Corporate Travel Nordic,
and CEO at American Express
Nordic, Volvo Aero Engine Services, Linjebuss Trafik AB, GLAB
(Adidas) and TNT Ipec Sweden.
Year of birth: 1960
Other assignments: Chairman
of the Board of TransportGruppen TGS Service Aktiebolag and
Bussarbetsgivarna BuA Service
Aktiebolag. Board member at
the Confederation of Swedish
Enterprise. Member of Alecta’s
Council of Administration.
Education: Business
Administration graduate,
Sundsvall University.
Shareholding: 1,667 shares
Shareholding: 10,428 shares
Education: Business Administration graduate, Nordland
University; Bachelor of Laws,
Oslo University
Shareholding: -
Previous assignments: Board
member of Svenska Bussbranschens Riksförbunds Service
Aktiebolag. Technical director at
Nobina Sverige AB. Member of
the senior management team of
Kalmar LMV Sverige AB responsible for aftersales service. Previously employed at SMA Maskin
AB and Engson Maskin AB.
Jan Bosaeus, Continued:
Martin Pagrotsky
Joakim Palmkvist
Ann-Marie Silokangas
Per Skärgård
Tom Ward
Title: Senior Legal Counsel,
employed since 2006.
Title: Business Area Head,
Interregional since 2010.
Managing Director of Swebus
Express AB since 2006.
Member of Nobina’s senior
management team since 2010.
Title: HR Manager at Nobina
since 2007.
Title: CFO at Nobina AB since
2004, Vice-President of Nobina
AB since 2009. Member of
Nobina’s senior management
team since 2004.
Title: CEO and Board member
of Nobina Finland since 2004.
Education: Civil engineer,
logistics, Chalmers Institute
of Technology.
Shareholding: 101,112 shares
Year of birth: 1974
Previous assignments:
Member of the Swedish Bar
Association, Assistant Legal
Counsel at Advokatfirman
Vinge, Clerk at the Karlstad
Administrative Court.
Education: Bachelor of Laws,
Stockholm University
Shareholding: 1,667 shares
Year of birth: 1963
Other assignments: Board
member of Samtrafiken i
Sverige AB.
Previous assignments: CEO,
ElGiganten AB; CEO, Ticket
Resebyråer AB; CEO, Synoptik
and Purchasing Manager,
ONOFF AB.
Education: Business Administration graduate, IHM Business
School.
Shareholding: 8,334 shares
Education: Business Administration graduate, IHM Business
School.
Shareholding: 26,000 shares
Year of birth: 1963
Previous assignments:
HR Manager/Site Manager at
Avure Technologies AB, CM of
The Nuance Group, HR Manager
of Siemens Business Services;
and Recruitment & Training at
McKinsey & Company.
Education: Business Administration graduate, IHM Business
School and Bachelor of Physiotherapy, Karolinska Institutet.
Shareholding: -
Year of birth: 1957
Previous assignments: CFO at
DHL Nordic AB, Danzas-ASG AB,
NET International, Helene Curtis
Scandinavia, Warner Lambert
Scandinavia. CFO at AB Pripps
Bryggerier. Economic Planner
at Länsförsäkringsbolagen.
Education: Business Administration graduate, Stockholm
University. Chairman of Svenska Civilekonomföreningen and
Civilekonomernas Service AB.
Year of birth: 1956
Other assignments:
Board member of Suomen
Paikallisliikenneliitto ry and
ALT-Palvelu Oy.
Previous assignments:
Employed at Huolintakeskus Oy,
Scansped Oy, MPS Management
Consulting, and profit-centre
manager at Oy Scan-Auto Ab.
Education: Business Administration graduate, Business
College of Lahti (Lahden
Kauppaoppilaitos).
Shareholding: 8,250 shares
Shareholding: 35,745 shares
NOBINA | annual report 2010/2011 55
accounts
Annual report and consolidated financial statements
ADMINISTRATION REPORT
The Board of Directors and the CEO of
Nobina AB (publ) hereby present the annual
report and consolidated financial statements
for operations during the fiscal year from
March 1, 2010 to February 28, 2011. The
results of the year’s operations for the Group
and Parent Company are presented in the
following income statements and balance
sheets, cash-flow statements, statements of
changes in shareholders’ equity and notes.
All items are expressed in SEK millions
unless otherwise stated. The fiscal year covered by this annual report ended on 28 February 2011 and is referred to as 2010/2011.
den, Nobina Norge A/S, Nobina Finland
Oy Ab and Nobina Danmark A/S. With
approximately 275 million passengers annually, Nobina is one of Europe’s ten largest
public transport companies.
The wholly owned operating subsidiaries
are owned via a subordinate holding company,
Nobina Europe Holding AB, which in turn
owns the subsidiaries’ operating Parent Company, Nobina Europe AB (publ). Nobina AB
also has two wholly owned subsidiaries for
management of the bus fleet, Nobina Fleet AB
and Nobina Busco AB, which leases buses to
the operating companies.
OWNERSHIP STRUCTURE
The company is a public limited company
(Corporate Registration Number 5565764569, domiciled in Stockholm), owned by
about 30 shareholders and is the overall Parent
Company in the Nobina Group. During the
year, the company worked with a strategic advisor, Perella Weinberg together with Lazard, to
review the future ownership situation.
SIGNIFICANT EVENTS DURING THE YEAR
NATURE AND FOCUS OF OPERATIONS
Regional traffic – Sweden
Revenue from regional bus traffic in Sweden
increased SEK 232 million, or 5.5%, from
SEK 4,227 million for the fiscal year ended
February 28, 2010, to SEK 4,459 million for
the fiscal year ending February 28, 2011.
The reason for the increase was primarily the
full-year effect for traffic contracts that
began the previous year and newly started
contracts during the year.
Nobina AB (formerly Concordia Bus AB) is
the largest player in the Nordic region in
public bus transport, with a business concept to simplify the customer’s everyday
travel. The operations include regional traffic in the Nordic region under contract and
interregional traffic in Sweden. The Group
comprises the operating companies Nobina
Sverige AB and Swebus Express AB in Swe-
SEK M, unless otherwise stated
Revenue trend
The company’s revenue increased SEK 389
million, or 6.2%, from SEK 6,308 million
for the fiscal year ended February 28, 2010,
to SEK 6,697 million for the fiscal year ending February 28, 2011.
Regional traffic – Denmark
Revenue from regional bus traffic in
Denmark increased SEK 131 million, or
68.2%, from SEK 192 million for the fiscal
year ended February 28, 2010, to SEK 323
million for the fiscal year ending February
28, 2011. This increase was primarily
attributable to growth in the contract
portfolio and a full-year impact of previously
secured contracts.
Regional traffic – Norway
Revenue from regional bus traffic in Norway
rose SEK 50 million, or 6.8%, from SEK
733 million for the fiscal year ended February
28, 2010 to SEK 783 million for the fiscal
year ending February 28, 2011. The increase
was primarily attributable to growth in the
contract portfolio.
Regional traffic – Finland
Revenue from regional bus traffic in Finland
decreased SEK 45 million, or 5.6%, from
SEK 801 million for the fiscal year ended
February 28, 2010, to SEK 756 million for
the fiscal year ending February 28, 2011.
This decrease was primarily attributable to
a negative exchange rate change between
EUR and SEK.
Interregional traffic – Sweden
Revenue from interregional traffic increased
SEK 18 million, or 4.4%, to SEK 430
million for the fiscal year ending February
28, 2011, compared with SEK 412 million
06/07
07/08
08/09
09/10
10/11
5,075
5,406
6,134
6,308
6,697
–24
161
206
192
232
Profit/loss from net financial items
–246
–16
–233
121
59
Profit/loss after tax
–245
–15
–239
121
59
Cash flow
117
211
–59
–67
–91
335
Sales
Operating profit/loss
Cash and cash equivalents*
351
529
558
472
Equity/assets ratio, %
6,7
5,8
–2,7
2,8
3,4
Shareholders’ equity
227
210
–117
137
178
Number of buses
3,503
3,376
3,505
3,553
3,618
Average numbers of employees
6,814
7,021
7,606
7,318
7,714
1.45
1.60
1.75
1.78
1.85
Income/bus
* Including restricted funds.
56 NOBINA | annual report 2010/2011
accounts
for the fiscal year ending February 28, 2010.
This increase was primarily attributable to
an increase in the number of passengers at
the beginning of the year during the period
of flight groundings due to the ash cloud
from the volcanic eruption on Iceland.
Personnel costs
Personnel costs rose SEK 133 million, or
4.1%, to SEK 3,408 million for the fiscal
year ended February 28, 2011, compared
with SEK 3,275 million for the fiscal year
ending February 28, 2010. This was primarily due to increase in salaries and payroll
overheads resulting from larger traffic production and more drivers engaged in
regional traffic contracts as well as agreed
salary increases.
Fuel, tires and other consumables
Costs for fuel, tires and other consumables
increased SEK 136 million, or 9.9%, to SEK
1,507 million for the fiscal year ended February
28, 2011, compared with SEK 1,371 million for
the fiscal year ending February 28, 2010. This
increase was largely due to an increase in traffic
production and higher costs for fuel.
Other expenses
Other external expenses comprise primarily
of operational leasing costs and rents, as well
as costs for procured consulting, auditing,
financial and legal services, as well as advertisement. Other external expenses increased
SEK 44 million, or 3.9%, to SEK 1,171 million for the fiscal year ended February 28,
2011, compared with SEK 1,127 million for
the fiscal year ending February 28, 2010.
The increase was primarily related to higher
costs except for operating leasing costs.
Depreciation/amortization and impairments
Depreciation and impairments largely comprise depreciation of buses and other vehicles, but are also related to the depreciation
of equipment, tools, inventories and fittings,
fixtures and buildings. Depreciation/amortization and impairment rose SEK 32 million, or 9.4%, to SEK 372 million for the fiscal year ended February 28, 2011, compared
with SEK 340 million for the fiscal year ending February 28, 2010. The increase was pri-
marily attributable to a rise in the number
of financially leased buses.
Operating profit/loss trend
The company’s operating profit increased
SEK 40 million, or 20.8%, to SEK 232 million for the fiscal year ended February 28,
2011, compared with SEK 192 million for the
fiscal year ending February 28, 2010. This
increase was primarily due to improvements
in operating earnings of SEK 37 million and
the fact that non-recurring costs of SEK 28
million were applied the previous year for the
name change of Group companies, restructuring of the central organization and a buyback of option programs. Estimated costs for
extraordinary winter conditions in the fourth
quarter in the form of fuel consumption,
damage, maintenance and cancelled departures increased SEK 25 million to SEK 62
million for the fiscal year ended February 28,
2011, compared to SEK 37 million for the
fiscal year ending February 28, 2010.
Regional traffic – Sweden
Operating profit increased SEK 37 million,
or 18.0%, to SEK 242 million in the fiscal
year ended February 28, 2011, compared
with SEK 205 million for the fiscal year ending February 28, 2010. This was primarily
due to improved operating earnings from
efficiency enhancements in operations
despite extraordinary winter expenses during the fourth quarter.
Regional traffic – Denmark
The operating loss increased SEK 23 million, or 76.0%, to SEK 53 million in the fiscal year ended February 28, 2011, compared
with SEK 30 million for the fiscal year ending February 28, 2010. This was mainly
attributable to a provision for onerous contracts for the first traffic contract that commenced in October 2008 as well as higher
operating deficits and higher extraordinary
winter expenses in the fourth quarter.
Regional traffic – Norway
The operating profit was unchanged from
the fiscal year ending February 28, 2010,
and amounted to SEK 21 million for the fiscal year ended February 28, 2011.
Regional traffic – Finland
The operating profit from regional traffic
services in Finland was unchanged from the
fiscal year ending February 28, 2010, and
amounted to SEK 7 million for the fiscal
year ended February 28, 2011. Improved
operating earnings from efficiency enhancements in operations were countered by
higher extraordinary winter expenses in
the fourth quarter.
Interregional traffic – Sweden
The operating profit decreased SEK 2 million, or 5.0%, to SEK 40 million for the fiscal year ending February 28, 2011, compared with SEK 42 million for the fiscal year
ending February 28, 2010. This decrease was
primarily attributable to an increase in the
number of passengers at the beginning of the
year during the period of flight groundings
due to the ash cloud from the volcanic eruption on Iceland, which was countered by a
smaller number of passengers in the second
half of the year.
Central functions and other items
Central functions and other items include
expenses related to the head office. The net
expense (operating result) for central functions and other items decreased as a result of a
reduced central organization SEK 28 million
or 52.8% to SEK 25 million for the fiscal year
ended February 28, 2011, compared with
SEK 53 million in the preceding year.
Profit from financial investments
Interest expenses and similar expense items
increased SEK 1 million, or 10.0%, to SEK 11
for the fiscal year, compared with SEK 10 million in the preceding year. Interest expenses
and similar expense items increased SEK 103
million to SEK 184 for the fiscal year, compared with SEK 81 million in the preceding
year. This increase was primarily due to a small
value increase in the SEK against the EUR,
which resulted in unrealized exchange gains of
SEK 66 million, compared with an unrealized
exchange gain of SEK 168 million in the
preceding year.
NOBINA | annual report 2010/2011 57
accounts
Tax
Tax expenses for the year amounted to SEK 0
million (6), through the utilization of accumulated loss carry-forwards. Group Management has decided not to capitalize any part of
the current accumulated loss carry-forwards,
considering the Group’s exchange rate
changes on the bond loan.
Profit for the year
The company reported profit of SEK 59
million for the fiscal year, compared with a
profit of SEK 121 million in the preceding
year.
Shareholders’ equity
Shareholders’ equity increased by SEK 51
million to SEK 178 million. Profit for the
year amounted to SEK 59 million, whereby
the equity/assets ratio increased from 2.8%
to 3.4% for the fiscal year.
MARKET
The Nobina Group is active in public bus
transports, most of which consist of publicly
tendered transport services that are operated
by subsidiaries in the different countries. In
addition, long-distance bus traffic is conducted
in open competition, mainly in Sweden.
Nobina is the largest company that
operates public bus transport in the Nordic
region and one of the ten largest public
traffic companies in Europe. All operations
require permits for operation of passenger
transports. All subsidiaries hold the necessary
permits.
FINANCING, LIQUIDITY AND CASH FLOW
The Group’s financial expenses increased
SEK 1 million during the year, from
SEK 249 million to SEK 250 million.
The Group’s exchange gain amounted to
SEK 66 million (168). Of this total,
SEK 72 million (175) is an unrealized
exchange gain on Nobina Europe AB’s
bond loans of EUR 97 million.
Nobina AB’s sole assets are shares in
Nobina Europe Holding AB and Nobina
Fleet AB. Nobina Europe Holding AB in
turn owns Nobina Europe AB, which is
the Parent Company for all the Group’s
operating companies.
58 NOBINA | annual report 2010/2011
The Nobina Group has historically accumulated significant losses. Nobina Europe AB’s
bond loans mature for payment on August 1,
2012. Nobina Europe has the possibility to
repay the bond loan prior to this date and if
this occurs before August 1, 2011, an additional 1% of the bond loan’s remaining
nominal value will fall due (currently EUR
97 million). When the bond loan was
granted, the issue price was discounted by
7.5%, which is why the original nominal
bond liability of EUR 121.5 million contributed EUR 112.4 million in loan capital to
the company. The issue discount of EUR 9.1
million was recognized in the balance sheet
and amortized over the maturity of the loan.
The non-depreciated amount will be recognized as income in the event that the bond
loan is redeemed in advance.
INVESTMENTS AND DEPRECIATION
The Group’s investments during the year
consisted primarily of bus acquisitions. During the year, 273 (339) buses were acquired
through financial leasing, while the other
buses 122 (41) were financed in cash. In
total, the Group obtained 395 (380) buses
during the year. Cash-financed investments
amounted to SEK 180 million (135). Via its
subsidiary Nobina Fleet AB, the Group
entered into financial lease contracts
amounting to SEK 731 million (971). These
are classified as non-current assets in the
balance sheet. The lease commitment was
recognized as a liability in the balance sheet.
Depreciation and interest expenses are
recognized in the income statement. During
the year, the Group sold 330 buses (332)
for a value equal to SEK 16 million (26).
The sale resulted in a capital loss of
SEK 7 million (loss: 3).
EMPLOYEES
During the period, the average number of
employees was 9,023 (10,403) and the
number of employees translated into fulltime employees was 7,714 (7,318). In all
countries where Nobina AB has operations,
collective agreements are applied in accordance with the trade union that represents
employees in the industry in which each
company is active. Between the employee
representatives and the company, there are
well-established practices for the way in
which working hours, compensatory terms,
information and cooperation are negotiated
and applied. The Nobina Group uses programs focusing on values and employee relations in order to boost the employees’ motivation at work and thus improve the quality
of services to the customers.
SIGNIFICANT AGREEMENTS BETWEEN
THE COMPANY AND THE BOARD, AND
THE CEO
Fees to the Board of Directors are established by the Annual General Meeting.
No special remuneration is paid if the
assignment as Board member is terminated
prematurely. In the event of termination of
employment from the part of the company,
the CEO is entitled to 12 months termination notice during which time salary will
be paid. With regard to other information
on fees to the Board of Directors, salaries
and remuneration to senior executives,
refer to Note 7.
INCENTIVE PROGRAMS
Through a rights issue in 2009/2010,
1,849,094 shares valued at SEK 9,245,470,
were subscribed for by employees. After
a reverse split (see Note 20), there are
24,928,139 shares, of which employees
have 388,042 shares.
SUPPLIERS
The Nobina Group’s subsidiaries are dependent on certain suppliers, primarily in the vehicle and energy sectors, to conduct their operations. Purchasing agreements are signed
mainly at the Group level. The individual subsidiaries enter into agreements with specific
suppliers only for the supply of diesel. These
agreements exist because no functioning retail
business exists in the Nordic region for fuels
and the subsidiaries are extremely dependent
on regular fuel deliveries to conduct traffic in a
reliable manner.
ENVIRONMENTAL IMPACT OF
OPERATIONS
New buses are equipped with engines of the
latest engine class that produce lower emis-
accounts
sions during combustion. They are equipped
with filters for exhaust emission control and
thus comply with future emissions standards
well ahead of gaining legal force. In the
Group’s non-current assets, the Group
invests in environmental improvements such
as new and improved cleaning equipment in
the facilities for washing buses. Total emissions are minimized through upgrading of
engine classes and control of tire pressure
and wheel alignment, as well as a change to
renewable fuel. The Group is working to
reduce fuel consumption and new and
improved fuel products are continuously
evaluated. The Group conducts operations
subject to reporting requirements under the
Swedish Environmental Code (SFS
1998:808) for the depots that operate facilities for washing buses and workshops under
their own management. They impact the
environment primarily through the discharge of water from the bus-washing facilities. In conjunction with the establishment
and discontinuation of depots, the depots in
question undergo environmental inspection
to determine the company’s environmental
responsibility and impact. The operating
companies carry out minor decontamination measures as needed. To date, no significant decontamination liability has been
found with respect to the Group’s own
operations.
DISPUTES
The Nobina Group had no significant
disputes during the fiscal year.
TRADING OF THE COMPANY’S SHARES
The share is not listed on any exchange or
other public trading venue.
OPERATIONAL RISKS
The Group’s future success is dependent on
its ability to secure new traffic contracts
and extend existing contracts with public
transport authorities
During the fiscal year that ended on February
28, 2011, the Group’s contracts with public
transport authorities accounted for 94.5%
of the total revenue. The possibility to secure
new contracts is largely dependent on the
Group’s ability to present tenders with com-
petitive pricing, which in turn is largely
dependent on the Group’s ability to increase
efficiency in the operations and realize potential economies of scale. Consequently, competiveness is closely connected to efficient
management of the bus fleet and existing
contracts. A decline in the Group’s competitiveness will affect the ability to secure new
contracts with public transport authorities,
which in turn would have a significantly negative impact on the Group’s operations, financial position and operating profit.
Management of commitments and risks
associated with tender pricing in the contract
tender process has a significant impact on
Nobina’s operations, operating profit and
financial position
Every traffic contract is awarded following
a formal tender process subject to competition. If some of the Group’s assumptions for
price determination are incorrect, the Group
may secure contracts with low profit margins or the contract must be carried out at
a loss. Such contracts can result in a loss for
a short period or the entire duration of the
contract. Typically, the Group enters contracts with public transport authorities with
a duration of five to eight years, whereby
such factors as prices, price index and the
extent of the operations are established when
signing the contract. After a contract has
been signed, there are generally no or only
limited opportunities to renegotiate contract
conditions and, in the event the Group
enters a contract involving a loss, the Group
may sustain considerable damage during the
period. Entering a contract with low margin
or a contract involving a loss would have a
negative impact on the Group’s revenue and
operating profit, which would have a significantly negative impact on the financial position and operating profit.
Levels of allocations to public transport
authorities
The demand from public transport authorities for the Group’s services is highly
dependent on the counties’ budgets and
funds allocated for public transport. A
decrease in the municipalities’ finances
could reduce budgets for public transport
authorities, who are responsible for allocating and financing many of the Group’s contracts. This means that the available market
could decrease.
Supply of bus drivers
The company is strongly dependent on the
supply of bus drivers in the countries in which
the Group operates. There are several factors
that could lead to the Group suffering a temporary or long-term shortage of bus drivers,
including competition for qualified drivers in
the transport sector or a decline in the
number of people choosing the bus-driver
profession.
Price-adjustment index in Nobina’s
traffic contracts
A contract with a public transport authority
generates revenue for providing bus traffic in
the areas described in the contract. The size
of the remuneration is adjusted on a regular
basis based on several different indices to
compensate for changes in the Group’s
expenses during the duration of the specific
contract. The price-adjustment index used
provides scope for costs pertaining to labor,
fuel, changes in the consumer index and
other factors. The weighting in the indices in
the Group’s contract portfolio may differ
from the Group’s actual cost structure, causing the index-based price adjustments to not
fully compensate for the Group’s costs.
Depending on what is stated in each contract, index adjustments occur on a monthly,
quarterly, six-month or annual basis, and are
in certain cases applicable for future contract periods and not retroactive for the preceding contract period. This may mean that
the Group will not receive higher remuneration to compensate for actual costs during a
previous contract period. In addition, remuneration adjustments are not intended to
keep traffic companies free from damage,
but to adjust remuneration intended to be
paid in the future. This may result in the
price-adjustment indices not providing full
remuneration at the right time, for actual
costs and cost increases.
NOBINA | annual report 2010/2011 59
accounts
Fluctuations in prices and supply of fuel could
have a significantly negative impact on the
company’s operations, financial position and
operating profit
Major changes in the supply of fuel or fuel
prices could have a significant impact on the
Group’s operations, financial position and
operating profit. The supply of and cost for
fuel are affected by a series of factors over
which the Group has little or no control, such
as environmental legislation or global financial and political events. In the event of a fuel
shortage due to a disruption in oil import,
reduction in production or other reason, the
Group could be affected by higher fuel prices
or cut-backs in contracted fuel deliveries. The
Group’s fuel costs are also influenced by
annual increases in fuel tax, which is partly
offset by the price-adjustment index. The
Group also safeguards itself from fuel price
increases by purchasing commodities options
for the element of the diesel cost not covered
by the price-adjustment index. At February
28, 2011, the Group had outstanding diesel
derivatives of 2,500 metric tons per month
until April 2011 and then 1,400 metric tons
per month until August 2011. The derivative
agreements entered into had a market value
of SEK 3.9 million at February 28, 2011.
Exchange-rate fluctuations could have a significantly negative impact on the Group’s operations, financial position and operating profit
Several of the Group’s operating subsidiaries, including Nobina Norway, Nobina Finland and Nobina Denmark have functional
currencies other than Swedish kronor (the
Parent Company’s functional currency).
When the Group compiles the consolidated
financial statements, it converts these operating subsidiaries’ annual accounts to Swedish kronor on balance-sheet date. Accordingly, the Group’s operating profit/loss and
financial position are affected by exchangerate fluctuations between SEK and NOK,
EUR and DKR. The Group is also exposed
to exchange-rate fluctuations with regard to
fuel costs, which are partially mitigated by
the Group subscribing to commodities
options in local currency. In addition, the
Group is exposed to currency risks in terms
of a bond loan in EUR.
60 NOBINA | annual report 2010/2011
New laws and directives or new interpretations
of existing laws and directives may have a
negative impact on the Group’s operations
Nobina’s operations fall under both national
and European Union (”EU”) laws and directives. The Group is also covered by national
environmental laws and directives. Additional laws and directives or new interpretations of existing laws and directives that
affect the Group may be proposed periodically, which could impact the Group with
additional costs, demands or restrictions.
The adoption of such new laws and new
interpretations of existing laws and directives may have a significantly negative
impact on the Group’s operations, financial
position or operating profit/loss.
Interest risk
The Group is primarily exposed to interest
rate risk through the company’s financial
and operating leases, which are mainly subject to variable interest. Interest rate
increases are compensated to some extent
through price adjustment indices that contain components of interest and/or consumer price indices. For other financial risks
and risk management, refer to Note 28.
Refinancing risk
The Group is exposed to a refinancing risk,
since an existing bond loan of EUR 97 million falls due on August 1, 2012. The possibilities to receive compensation financing
are assessed as favorable.
SIGNIFICANT EVENTS AFTER THE
END OF THE FISCAL YEAR
No significant events have occurred after
the balance-sheet date.
PARENT COMPANY
The Parent Company’s operations mainly
comprise Group management, support
functions for IT, human resources and payroll, financial management and legal services. The Parent Company has 44 (8)
employees. The increase is due to certain
functions, such as IT and HR, being moved
to the Parent Company during the fiscal
year. The Parent Company’s profit before tax
was SEK 57 million (loss: 8) and cash and
cash equivalents at year-end was SEK 39
million (99), of which SEK 30 million (33)
are in restricted funds.
PROPOSED DIVIDEND
The Board of Directors proposes that no
dividend be paid.
Allocation of profits (SEK)
Funds available for allocation by
the Annual General Meeting:
Share premium reserve
Accumulated profit
Profit for the year
Total
611,848,790
1,406,311,797
64,725,888
2,082,886,475
The Board of Directors proposes that profits be
allocated as follows:
To be carried forward to new
account
Total
2,082,886,475
2,082,886,475
For more information about the results and
financial position of the Group and Parent
Company, see the following income statements, statements of comprehensive income
and balance sheets, with notes.
accounts
Consolidated income statement
SEK M
Note
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
Net sales
1, 2, 3
6,546
6,179
Other operating income
151
129
TOTAL INCOME
6,697
6,308
OPERATING EXPENSES
Fuel, tires and other consumables
4
–1,507
–1,371
Other external expenses
4, 5, 6
Personnel costs
4, 7
Capital losses on the sale of non-current assets
Depreciation/amortization of intangible and tangible non-current assets
8
OPERATING profit
1, 2
Profit from net financial items
Interest income and similar profit/loss items
9
Interest expense and similar profit/loss items
10
PROFIT AFTER NET FINANCIAL ITEMS
Tax
11
PROFIT FOR THE YEAR
Profit for the period attributable to Parent Company shareholders
–1,171
–1,127
–3,408
–3,275
–7
–3
–372
–340
232
192
11
10
–184
–81
59
121
-
-
59
121
59
121
Average number of shares before dilution (000s)
20
24,928
16,235
Earnings per share attributable to Parent Company shareholders, before dilution (SEK)
21
2.37
5.36
Earnings per share attributable to Parent Company shareholders, after dilution (SEK)
21
2.37
5.36
Statement of consolidated comprehensive income
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
59
121
Exchange-rate differences in foreign operations
–18
–29
Other comprehensive income for the year, net after tax
–18
–29
Comprehensive income for the year
41
92
Comprehensive income attributable to Parent Company shareholders
41
92
SEK M
Profit for the year
OTHER COMPREHENSIVE INCOME
NOBINA | annual report 2010/2011 61
accounts
Consolidated balance sheet
SEK M
Note
Feb. 28, 2011
Feb. 28, 2010
ASSETS
Non-current assets
Goodwill
12
673
687
Other intangible non-current assets
12 9
5
Costs for improvements on third-party properties
13
5
7
Equipment, tools, fixtures and fittings
13
42
42
Vehicles
13
3,189
2,748
1
18
Non-current receivables
Deferred tax assets
11
Total non-current assets
7
8
3,926
3,515
Current assets
Inventories
16
48
40
Trade receivables
17
441
491
Other current receivables
62
71
Deferred expenses and accrued income
18
361
269
Restricted bank accounts
19
110
141
Cash and cash equivalents
19
225
331
Total current assets
1,247
1,343
TOTAL ASSETS
1, 2
5,173
4,858
20
178
137
SHAREHOLDERS’ EQUITY AND LIABILITIES
Shareholders’ equity attributable to Parent Company shareholders
LONG-TERM LIABILITIES
Bond loans
24
728
859
Other liabilities
24
2,295
2,096
Provisions for pensions and similar commitments
22
16
44
Other provisions
23
81
88
3,120
3,087
Total non-current liabilities
CURRENT LIABILITIES
Bond loans
24
85
118
Liabilities to credit institutions
24
438
258
Accounts payable
389
389
Other current liabilities
25
134
113
Accrued expenses and deferred income
26
829
756
1,875
1,634
Total current liabilities
Total liabilities
TOTAL SHAREHOLDERS’ EQUITY AND LIABILITIES
1, 2
PLEDGED ASSETS AND CONTINGENT LIABILITIES
27
62 NOBINA | annual report 2010/2011
4,995
4,721
5,173
4,858
accounts
Consolidated statement of changes in shareholders’ equity
SEK M
Opening shareholders’ equity, February 28, 2009
Comprehensive income for the year
Translation
difference
Profit/loss
brought
forward
Total equity attributable
to Parent Company
shareholders
2,179
73
–2,394
–117
-
–29
121
92
-
–9
-
-
–9
204
614
-
-
818
-
–8
-
-
–8
–5
–505
-
-
–510
Share
capital
Other
contributed
capital
25
-
Transactions with owners
Exercise of issued options
New issue
New issue costs
Redemption of preferential shares
Dividend, preferential shares
-
-
-
–129
–129
Total transactions with owners
199
92
-
–129
162
Closing shareholders’ equity, February 28, 2010
224
2,271
44
–2,402
137
-
-
–18
59
41
224
2,271
26
–2,343
178
Comprehensive income for the year
Closing shareholders’ equity, February 28, 2011
There are no non-controlling interests.
NOBINA | annual report 2010/2011 63
accounts
Consolidated cash-flow statement
SEK M
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
59
121
8
372
340
Note
Cash flow from operating activities
Profit before tax
Adjustments for non-cash items
– Depreciation/amortization and impairments
– Capital gain/loss from the disposal of non–current assets
– Unrealized foreign exchange gains/losses
– Financial income
9
7
3
–66
–162
–11
–10
– Financial expense
217
218
– Changes in provisions, pensions, etc.
–17
9
– Other items
29
–30
590
489
Cash flow from operating activities before changes in working capital
Cash flow from changes in working capital
Changes in inventories
–10
–1
Changes in operating receivables
–29
36
Changes in operating liabilities
96
85
Total changes in working capital
57
120
11
Interest income received
9
10
Tax paid
11
-
-
657
620
26
–6
–180
–135
Cash flow from operating activities
Cash flow from investing activities
Changes in restricted bank accounts
19
Investments in buildings and land, vehicles, equipment, tools and fixtures and fittings
excluding financial leasing
6, 12, 13
Divestment of buildings and land, vehicles, equipment, tools and fixtures and fittings
12, 13
Cash flow from investing activities
16
26
–138
–115
–510
Cash flow from financing activities
Redemption of preferential shares
20
-
Repurchase of options
7
-
–9
New issue
20
-
818
-
–8
Amortization of financial lease liability
24
–280
–217
Amortization of loans
24
–115
–124
Loans paid
24
-
–1,488
Loans raised
24
-
1,323
Interest paid
10
–215
–228
Dividend
20
-
–129
–610
–572
–91
–67
New issue costs
Cash flow from financing activities
Cash flow for the year
Cash and cash equivalents at the beginning of the year
331
417
Cash flow for the year
–91
–67
Exchange-rate difference
CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR
19
64 NOBINA | annual report 2010/2011
–15
–19
225
331
accounts
Parent Company income statement
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
SEK M
Note
Other operating income
133
35
TOTAL INCOME
1, 3
133
35
Other external expenses
4, 5
–64
–15
Personnel costs
4, 7
–49
–29
Depreciation/amortization of intangible and tangible non-current assets
8
–5
-
OPERATING PROFIT/LOSS
1, 2
15
–9
Interest income and similar profit/loss items
9
44
8
Interest expense and similar profit/loss items
10
–2
–7
57
–8
8
14
65
6
OPERATING EXPENSES
PROFIT/LOSS AFTER NET FINANCIAL ITEMS
Tax
PROFIT FOR THE YEAR
11
Parent Company statement of comprehensive income
SEK M
Profit for the year
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
65
6
-
-
65
6
OTHER COMPREHENSIVE INCOME
Other comprehensive income for the year, net after tax
Comprehensive income for the year
NOBINA | annual report 2010/2011 65
accounts
Parent Company balance sheet
SEK M
Note
Feb. 28, 2011
Feb. 28, 2010
ASSETS
Non-current assets
Participations in Group companies
14
1,772
1,772
Other intangible assets
12
8
-
Equipment, tools, fixtures and fittings
13
10
-
Receivables from Group companies
15
345
290
Total non-current assets
2,135
2,062
Receivables from Group companies
136
71
Other current receivables
10
3
Deferred expenses and accrued income
18
48
17
Restricted bank accounts
19
30
33
Cash and cash equivalents
19
9
66
Total current assets
233
190
TOTAL ASSETS
1
2,368
2,252
224
Current assets
SHAREHOLDERS’ EQUITY AND LIABILITIES
Shareholders’ equity
20
Share capital
224
Statutory reserve
-
-
224
224
Total restricted shareholders’ equity
Non-restricted shareholders’ equity
20
Share premium reserve
612
612
Profit brought forward
1,406
1,376
Profit for the year
65
6
Total non-restricted shareholders’ equity
2,083
1,994
2,307
2,218
2
1
Total shareholders’ equity
Non-current liabilities
Provisions for pensions and similar commitments
22
Other provisions
-
1
Total non-current liabilities
2
2
24
Current liabilities
Accounts payable
9
Liabilities to Group companies
38
1
1
-
Other current liabilities
Accrued expenses and deferred income
26
Total current liabilities
Total liabilities
TOTAL SHAREHOLDERS’ EQUITY AND LIABILITIES
11
7
59
32
61
34
2,368
2,252
3,531
PLEDGED ASSETS AND CONTINGENT LIABILITIES
27
Pledged assets
4,015
Contingent liabilities
-
-
4,015
3,531
Total pledged assets and contingent liabilities
66 NOBINA | annual report 2010/2011
accounts
Parent Company statement of changes
in shareholders’ equity
Share
capital
Statutory
reserve
Share
premium
reserve
Profit/loss
brought
forward
Profit/loss
for the year
Total
shareholders’
equity
25 1,322
507
132
24
2,010
-
-
-
-
6
6
–5
-
–505
-
-
–510
-
-
–9
-
-
–9
204
-
614
-
-
818
New issue costs
-
-
–8
-
-
–8
Reclassification of issue expenses
-
-
13
–13
-
-
Dividend, preferential shares
-
-
-
–129
-
–129
SEK M
Opening shareholders’ equity, February 28, 2009
Comprehensive income for the year
Transactions with owners
Redemption of preferential shares
Repurchase of options
New issue
Reduction of statutory reserve
-
–1,322
-
1,322
-
-
Group contribution received
-
-
-
54
-
54
Tax effect on Group contribution received
-
-
-
–14
-
–14
Transfer of the previous year’s profit/loss
-
-
-
24
–24
-
Total transactions with owners
199
–1,322
105
1,244
–24
202
Total shareholders’ equity, February 28, 2010
224
-
612
1,376
6
2,218
-
-
-
-
65
65
Group contribution received
-
-
-
32
-
32
Tax effect on Group contribution received
-
-
-
–8
-
–8
Comprehensive income for the year
Transactions with owners
Transfer of the previous year’s profit/loss
-
-
-
6
–6
-
Total transactions with owners
-
-
-
30
–6
24
224
-
612
1,406
65
2,307
Total shareholders’ equity on February 28, 2011
NOBINA | annual report 2010/2011 67
accounts
Parent Company cash-flow statement
SEK M
Note
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
57
–8
Cash flow from operating activities
Profit/loss before tax
Adjustments for non-cash items;
– Depreciation/amortization
8
5
-
– Financial income
9
–44
–8
– Unrealized exchange gain/losses
Cash flow from operating activities before changes in working capital
3
6
21
–10
–81
–125
Cash flow from changes in working capital
Changes in operating receivables
Changes in operating liabilities
Total changes in working capital
Interest income received
Cash flow from operating activities
23
26
–58
–99
-
-
–37
–109
3
2
Cash flow from investing activities
Changes in restricted bank accounts
19
Investments in tangible and intangible non-current assets
12, 13
Cash flow from investing activities
–23
-
–20
2
-
–510
Cash flow from financing activities
Redemption of preferential shares
20
Repurchase of options
New issue
20
New issue costs
Dividend
20
Cash flow from financing activities
Cash flow for the year
Cash and cash equivalents at the beginning of the year
Cash flow for the year
Cash and cash equivalents at the end of the year
68 NOBINA | annual report 2010/2011
19
-
–9
-
818
-
–8
-
–129
-
162
–57
55
66
11
–57
55
9
66
accounts: NOTES
Notes
NotE 1
Company information and accounting policies
Company information
Nobina AB is a public limited company (Corporate
Registration Number 556576-4569, domiciled in
Stockholm) that is owned by some 30 shareholders
and is the overall Parent Company of the Nobina
Group (Nobina). The address of the head office is
Armégatan 38, SE-171 71 Solna, Sweden.
Nobina AB’s operations, which are conducted
through subsidiaries, consist of the provision of scheduled contractual bus transport services to public transport authorities in Sweden, Norway, Denmark and
Finland. Aside from contractual bus traffic, Nobina
also offers extensive express bus services throughout
large parts of Sweden.
Nobina AB is a holding company whose primary
asset consists of the investment in Nobina Europe
Holding AB (with subsidiaries). The consolidated
financial statements were approved for publication by
a decision of the Board of Directors on April 26, 2011.
The consolidated income statement and balance
sheet will be subject to adoption by the Annual
General Meeting on May 23, 2011, in Stockholm.
Compliance with norms and laws
The consolidated financial statements have been prepared in accordance with the International Financial
Reporting Standards (IFRS) as adopted by the EU and
the application of RFR 1 “Supplementary Accounting
Rules for Groups,” associated interpretations issued by
the Swedish Financial Reporting Board and the Swedish Annual Accounts Act. The financial statements for
the Parent Company have been prepared in accordance with the Annual Accounts Act, with application
of RFR 2 “Accounting for legal entities.” The Parent
Company applies the same accounting policies as the
Group except for in those cases specified below under
“Accounting policies of the Parent Company”.
Any deviations that exist are a result of the Swedish
Annual Accounts Act’s limitations on the scope for IFRS
conformity in the Parent Company and in certain cases
also tax considerations.
Basis for valuation in the Parent Company
and consolidated financial statements
Assets and liabilities are recognized at historical cost,
except for certain financial assets and liabilities, which
are stated at fair value or historical cost.
Transactions to be eliminated on
consolidation
All intra-Group receivables and liabilities, income,
expenses or unrealized gains or losses arising on transactions between Group companies are eliminated
in full when preparing the consolidated financial
statements.
Transactions in foreign currency
Transactions in foreign currencies are translated to the
functional currency at the rate of exchange in effect on
the transaction date. The functional currency is the
currency of the primary economic environments in
which the Group conducts its operations. Monetary
assets and liabilities in foreign currency are translated
to the functional currency at the closing day rate. Foreign exchange gains/losses arising on translation are
recognized in the income statement.
For the financial statements of subsidiaries with a
functional currency other than SEK, all balance sheet
items are translated at the closing day rate of exchange
while income statement items are translated at the
average rate during the year.
Functional currency and presentation
currency
The functional currency of the Parent Company is
Swedish kronor (SEK), which is also the presentation
currency of the Parent Company and the Group. The
consolidated financial statements are thus presented in
SEK. All amounts are rounded off to the nearest million, unless otherwise stated.
Assumptions and estimates in the
financial statements
Preparing the financial statements in accordance with
IFRS requires that company management make estimates and assumptions that affect the recognized
amounts of assets, liabilities, pledged assets and contingent liabilities, as well as income and expenses during the reporting period.
Certain assumptions about the future and certain
estimates and judgments on the closing date are of special significance for measuring assets and liabilities in
the balance sheet. The risk for changes in carrying
amounts during the coming year due to a possible
need for changes in estimates and assumptions is
deemed to lie primarily in the following areas:
Impairment of goodwill
Goodwill is tested for impairment at least annually
and whenever circumstances or events indicate that
the carrying amount of an asset may not be recoverable. In determining the recoverable value of cashgenerating units for assessment of whether goodwill is
impaired, several assumptions about future conditions
and estimates of variables have been made. The cash
flow projections are based on the best possible estimates of future income and operating expenses, which
in turn are based on historical development, general
market conditions and other available information.
The forecasts are performed with respect to each operating unit and are based on the respective company’s
profit/loss before amortization/depreciation. Projected
future cash flows are discounted at a reasonable rate for
the weighted average cost of capital plus a reasonable
risk premium at the valuation date, refer to Note 12.
In the management’s assessment, reasonable and possible changes in the above variables would not have such
significant effects that they would individually reduce
the recoverable amount to a level lower than the
carrying amount.
Provisions for onerous contracts
In the Group’s provisions for onerous contracts, under
which the contractual income are not sufficient to
cover the direct and allocable costs necessary for fulfillment of the contractual obligations, several assumptions have been made about future conditions and
estimates of variables. Refer to Note 23.
Excess vehicles (buses)
In assessing whether to measure excess vehicles, not
used in traffic, at fair value, a number of assumptions
were made about future conditions and alternatives
for relocation and estimates about future resale values.
Vehicles deemed as excess by management were
impaired at fair value, see Note 13.
Tax assets
In assessing whether to measure previous accumulated
loss carry-forwards, Note 11, management has taken
into account the Group’s future earnings ability,
impact on the Group by currency fluctuations, as well
as the consolidated financial position. Group Management has decided not to capitalize any part of the
current accumulated loss carry-forwards.
Classification of preference shares
The preparation of financial statements also requires
judgments in the application of accounting policies
and classification of items. On the issuance of preference shares, the issued amount has been classified as
shareholders’ equity based on an assessment of the
conditions of these shares in relation to the criteria in
IAS 32 that define what is a liability and what is shareholders’ equity. In 2009/2010, all preference shares
were redeemed.
Refinancing
Nobina Europe AB’s bond loans mature for payment
on August 1, 2012. The possibility of obtaining
replacement financing is judged to be good as the
current bond loan is mainly held by shareholders in
the Group and Parent Company Nobina AB.
New accounting policies
New and amended standards 2010/11
The changes presented below are those deemed to be
relevant to the company. However, they do not have
any material effect on financial position or the results
of operations, but rather have affected the reporting
structure and supplementary disclosures.
• IAS 27 (revised): Consolidated and Separate Financial Statements (apply from the fiscal year commencing July 1, 2009). The revised standard requires
that effects of all transactions with non-controlling
interests must be recognized in shareholders’ equity
if the control conditions will not change and the
transactions will no longer lead to goodwill, profit
or loss.
• IFRS 3 (revised), Business Combinations (apply for
the fiscal year commencing July 1, 2009). The revised
NOBINA | annual report 2010/2011 69
accounts: notes
NotE 1 Continued
standard means that the acquisition method will continue to be used in business acquisitions, but with a
number of significant changes. For example, all payments for business acquisitions will be recognized at
fair value on the acquisition date, and any conditional
payments classified as liabilities shall be revalued
through the income statement.
New standards and interpretations
not yet in force
Standards and interpretations not yet in force, have
not been applied for 2010/2011. The following standards may affect the company in the future, but are not
expected to result in any effect on the consolidated
financial statements when applied.
• IFRIC 19 “Extinguishing Financial Liabilities with
Equity Instruments”. This standard concerns scenarios where a company renegotiates the terms of a
financial liability with a creditor and the creditor
agrees to take the company’s shares or other equity
instruments to settle the financial liability in part or
in whole.
• IAS 24 Related Party Disclosures. A supplement to
the previous standard is made to the definition of
related companies and changes some disclosure
requirements for related companies, associated companies and joint ventures of the State.
• Amendment to IFRS 7. Change in the requirements
on disclosures in connection with a transfer of financial assets.
• IFRS 7, Amendments concerning the transfer of
financial assets “Financial Instruments: Disclosures
(enters into effect for fiscal years beginning on or after
July 1, 2011).
• IFRS 9 “Financial instrument”. This standard is a part
of a full restructuring of the existing standard IAS 39.
The standard means a reduction in the number of
measurement categories for financial assets and represents the main categories, recognition at cost (amortized cost) and fair value in profit and loss. This first
part of the standard will be supplemented with rules
about impairment, hedge accounting and liabilities
measurement. IFRS 9 must be applied for fiscal years
commencing January 1, 2013 or later. The standard
has not yet been adopted by the EU.
Consolidated accounts
The consolidated accounts comprise all companies in
which Nobina AB directly or indirectly has more than
50% of the votes or has a controlling influence otherwise.
The consolidated accounts are prepared in accordance with the acquisition method. This means that
acquired subsidiaries’ assets and liabilities are recognized at fair values according to an acquisition analysis, prepared on acquisition date. If the cost for shares
in the subsidiary and any holdings without controlling
influence (non-controlling interest) exceeds the fair
value of the company’s identifiable net assets according
to the acquisition analysis, the difference will represent
consolidated goodwill, which will be tested for impairments. For every acquisition, it is determined if holdings with a non-controlling interest will be valued at
fair value or the proportional share of the acquired
operation’s net assets. All acquisition-related costs are
expensed. Only income arising after the acquisition
70 NOBINA | annual report 2010/2011
date will be included in the consolidated shareholders’
equity. Income from the company that was acquired
during the year will be included in the consolidated
accounts from the date of acquisition. Companies
divested during the year will be included in the consolidated profit and loss with income and expenses for the
period up to the date of divestment.
Segment reporting
Nobina conducts Regional and Interregional traffic
between selected cities (express traffic).
Regional traffic is operated in large parts of Sweden
and in metropolitan areas in Finland, Denmark and
Norway. The largest part of the income is derived from
contracts with public transport authorities representing the various counties. In nearly all cases, the public
transport authorities receive ticket revenues and the
traffic company receives a fixed amount of compensation in payment for the contracted services.
Interregional traffic is conducted by Swebus Express
(Swebus), which operates certain predetermined
routes throughout Sweden. Revenue is generated by
the sale of tickets to the passengers.
Some of the companies also conduct chartered
traffic mainly by using vehicles and personnel during
periods when these are not occupied in regular traffic
operations.
The Group’s operations are steered and reported by
operating segments, refer to Note 2. The accounting
policies used by the reporting segments are the same as
those applied in the consolidated financial statements.
Nobina evaluates operations in each operating segment based on operating profit for each reporting
operating segment, and normally reports sales and
transfers between operating segments on a third-party
basis, meaning at market prices.
Group-wide functions
Costs for group-wide support functions such as IT, systems administration and legal affairs, etc., are allocated
to the operating segments and countries according to
the degree of utilization. General administrative
expenses, costs for the head office and other costs that
arise at the central level and are attributable to the entire
company are not included in the profit or loss of the
operating segments. The operating assets included in
each operating segment include all operating assets that
are used in operating activities, primarily intangible
assets, tangible assets, inventories and accounts receivables. Most of these assets are directly attributable to the
respective operating segment. The operating liabilities
included in each operating segment include all operating liabilities that are used, accrued expenses and pre
paid income. Most of these liabilities are directly attributable to the respective operating segment. Estimated
deferred tax and external and internal loans are not
included in the operating segments’ capital employed.
Income recognition
Most of Nobina’s income is attributable to contracts
with public transport authorities that run for a term of
five to eight years, with an extension option. The public transport authorities’ contracts are generally
designed so that Nobina receives a fixed fee in return
for services rendered. Ticket revenues do not accrue to
Nobina, but are forwarded to the public transport
authorities. Most of the contracts are of the gross cost
contract type, in which compensation is based exclusively on the number of kilometers or hours driven
and is entirely unrelated to the number of passengers.
Under certain contracts, Nobina receives compensation based on the services performed, while other contracts provide Nobina with remuneration in advance.
Regardless of the payment flows in the contractual
operations, Nobina primarily recognizes the revenue
when the services are rendered. The amount of compensation is often tied to certain cost indices in order
to compensate the traffic companies for cost increases
during the term of the contract. The compensation is
adjusted during the term of the contract due to
changes in these indices. Nobina adjusts its revenues
during the contract period according to the agreed
indexation formula. Some of Nobina’s contracts with
public transport authorities are designed so that all or
part of the compensation is based on the number of
passengers, so-called net cost contracts. Revenue from
these contracts is recognized on the date that the passenger travels with Nobina.
Revenues from Interregional traffic consist of ticket
revenues from the passengers. For Interregional traffic,
revenue is recognized on the date that the passenger
travels with Nobina.
The revenues also include revenues for rents, fuel
sales and maintenance services. Revenues from these
activities are recognized when the goods are delivered
and the services performed or, in cases where revenues
are obtained through operating leases, they are distributed evenly over the term of the lease.
All revenues are reported excluding value added tax.
Costs
The consolidated operating expenses pertain primarily
to personnel costs, which include salaries, social security costs, pensions, costs for bus drivers, as well as
fuel, tires and leasing costs.
Leasing
In the consolidated financial statements, leasing is classified either as financial leasing or operating leasing. In
financial leasing, the main financial risks and benefits
are transferred to the lessee. If this is not the case, the
agreement is considered operational leasing. Financial
leases are recognized as non-current assets in the balance sheet and the corresponding leasing commitment
is recognized as a liability. Assets and liabilities at the
beginning of a leasing agreement are measured at the
lower of fair value and the present value of future lease
payments. Assets held under finance leases are depreciated on a straight-line basis over their estimated useful
lives according to the same principles used for similar
asset groups. The useful life periods do not follow the
payment periods in the lease contracts, since the company believes that the benefits from the leased vehicles
extend longer than the related financial obligation.
The financial lease payments are apportioned between
the finance charge and repayment of outstanding liability to produce an average rate of interest on the recognized liability. In the profit and loss, the lease
expense is recognized as depreciation and interest
expenses. For operating leases, no assets or liabilities
are recognized in the balance sheet. In the income
statement leasing expenses are recognized over the
term of the lease.
accounts: NOTES
NotE 1 Continued
Depreciation/amortization
Depreciation/amortization of intangible and tangible
non-current assets is based on the historic cost and estimated useful lives of different groups of non-current
assets. Depreciation/amortization is on a straightline
basis over the useful life of the assets to an estimated residual value. For Assets acquired during the year, depreciation/
amortization is calculated from the acquisition date.
Applied useful lives
Other intangible
assets,
max 3 years
Computers
3 years
Office equipment
and furniture
5 years
Vehicles
Standard buses,
14 years
Long-distance
buses,
10 years
Special buses,
according to
individual valuation
Remodeling of
leased premises
5 years, but
not exceeding
the term of
the lease
Financial income and expenses
Financial income and expenses consist of interest
income on bank funds and receivables, interest
expense on loans, interest expense on financially leased
vehicles and realized and unrealized gains and losses
attributable to financing. Interest income and expense
are recognized in the period in which they arise.
Taxes
The Group’s income taxes consist of current tax and
deferred tax. Current tax refers to taxable profit and
loss for the year. Deferred tax is calculated based on the
temporary differences between the carrying amount
and taxable values of assets and liabilities, as well as tax
on the consolidated tax loss carry-forwards. Deferred
tax is computed according to the applicable tax rate in
each country. Deferred tax assets are recognized only
to the extent that it is probable that these can be
utilized against future taxable profits.
Tax laws in Sweden and Finland permit provisions
to special reserves and funds which constitute temporary differences. Within specified limits, this enables
companies to retain profits in the company without
immediate taxation of these profits. The untaxed
reserves are not subject to taxation until they are dissolved. However, during years when the operations
make a loss, the untaxed reserves can be utilized to cover
losses without giving rise to any taxation. In the consolidated balance sheet, untaxed reserves for the individual
companies are divided between shareholders’ equity
and deferred tax liabilities. In the profit and loss,
deferred tax is recognized as tax attributable to the
year’s change in untaxed reserves.
Goodwill
After initial recognition, goodwill is measured at historical cost less and accumulated impairments. Goodwill is not amortized, but is tested annually and more
often if there are indications of a decrease in value.
This testing is based on defined cash-generating units,
which coincide with the business areas used in segment accounting. Recoverable amounts are determined based on calculations of the value in use. The
recovery value is the highest of value in use and net
selling value. These calculations are based on an internal assessment of the next five years with a growth rate
of 6% and then 0%. Anticipated future cash flows in
accordance with these assessments constitute the
grounds for the calculation. Working capital changes
and investment requirements have hereby been taken
into account.
Other intangible and tangible
non-current assets
Other intangible and tangible non-current assets are
recognized at historical cost less depreciation/amortization and impairments. Cost consists of the purchase
consideration as well as costs directly attributable to
getting the asset in place and in condition to be utilized. Any discounts and bonus from the cost are
drawn from the purchase consideration.
A tangible asset is recognized as an asset when the
cost can be calculated in a reliable manner and based on
available information is probable that the future financial benefits are connected with the holding accruing to
the company. A tangible non-current asset is recognized
at the time of delivery, stated on the invoice or delivery
note. The carrying amounts on non-current assets are
tested continuously to establish any impairment
requirements. If on the date of the year-end report,
there is an indication that a non-current asset has
decreased in value, a calculation is done of the asset’s net
sales value and useful value. The net sales value consists
of the price that is estimated to be received in the event
of disposal of the asset less selling expenses.
Non-current assets are considered impaired when
the present value of the future cash flow from these
assets falls below their carrying amount. The impairment amount consists of the difference between the
higher of the useful value or net sales value and the
carrying amount. For non-current assets to be disposed, the possible impairment amount is calculated
as the difference between the estimated sales revenue
less associated costs and the asset’s carrying amount.
Inventories
Inventories are stated at the lower of cost and fair value
on a first-in, first-out basis. The necessary provisions
are made for obsolescence, partly on a case-by-case
basis and partly through collective assessment.
Financial assets and liabilities and other
financial instruments
Financial instruments are initially recognized at cost,
corresponding to fair value including transaction costs
for all financial instruments aside from those in the
category of financial assets and liabilities measured at
fair value through profit or loss. Subsequent to initial
recognition, the accounting treatment of financial
liabilities depends on how they are classified, as
described below.
A financial asset or liability is recognized in the balance
sheet when the company initially becomes party to the
contractual provisions of the instrument. Accounts
receivable are recognized in the balance sheet when an
invoice has been issued. Financial liabilities are recognized
when the counterparty has performed and there is
contractual obligation to pay, even if no invoice has
been received. Accounts payable are recognized when
an invoice has been received.
A financial asset is derecognized from the balance
sheet when the company’s rights under the agreement are
realized, expire or the company has relinquished control
of the asset. The same applies to a part of a financial asset.
A financial liability is derecognized from the balance sheet
when the obligation specified in the agreement is discharged or otherwise extinguished. The same applies
to a part of a financial liability.
At each reporting date, the Group assesses whether
there is objective evidence of impairment for a financial
asset of group of financial assets.
Financial assets and liabilities measured at fair value
via profit and loss
Assets and liabilities in this category consist of derivatives measured at fair value with fair value changes
through profit or loss. The Group has not applied any
hedge accounting for the 2010/2011 or 2009/2010
fiscal years.
Loans and accounts receivable
Receivables are recognized in the amount in which
they are expected to be received after deduction for
doubtful debts, which are assessed individually. When
the expected maturity is short, the receivable is recognized at nominal value without discounting. Impairment losses on loans and receivables are recognized in
operating expenses.
Restricted bank deposits
Restricted bank deposits comprise bank guarantees
and leasing contracts. Bank guarantees have been furnished as security for Nobina Europe AB’s pension liability, Nobina Norway AS’s obligations in respect of
traffic contracts in Oslo, Nobina Sverige AB and Swebus Express AB’s obligations pursuant to the Travel
Guarantee Act and Nobina Sverige AB obligations in
respect of electricity purchases. Nobina Sverige AB
and Nobina Denmark have deposited funds under
lease contracts for buses.
Cash and cash equivalents
Cash and cash equivalents consist of cash in hand
and at banks.
Other financial liabilities
Liabilities are classed as other financial liabilities,
which means that these are initially recognized at the
amount received less transaction costs and are subsequently measured at amortized cost according to the
effective interest rate method. Accounts payable are
classified as other financial liabilities. Accounts payable
have a short expected maturity and are measured at
nominal value without discounting.
Impairment of financial assets
Any impairment requirements of financial assets in
the categories of held-to-maturity investments and
loans and receivables measured at amortized cost are
calculated as the present value of future cash flows discounted at the effective rate in force on initial recognition of the asset. Assets with a time to maturity of less
than one year are not discounted.
NOBINA | annual report 2010/2011 71
accounts: notes
NotE 1 Continued
Impairment of held-to-maturity investments and
loans and receivables recognized at amortized cost are
reversed if a later increase in the recoverable amount
can be objectively attributed to an event occurring
after the date of the impairment loss.
Provisions
A provision is recognized in the balance sheet when
the Group has a current legal or informal obligation
that has arisen as a result of a past event, it is probable
that an outflow of resources will be required to settle
the obligation and the amount can be estimated reliably. When the timing effect of payment is significant,
provisions are measured at discounted present value
using a pre-tax discount rate that reflects current market assessments of the time value of money.
Termination remuneration
A provision is recognized only if the company is
demonstrably committed to terminate an employee or
group of employees before the normal retirement date.
In the event of termination, the company draws up a
detailed plan including at least the place of work, as
well as the amount of compensation for each employee
and the time of the plan’s implementation.
Onerous contracts
A large share of the revenues is attributable to contracts with public transport authorities where the contracts extend for between five and eight years. The contractual terms commonly stipulate that the revenues
shall be adjusted upwards in accordance with set
indexes, either consumer price indexes or various producer price indexes. Due to changed conditions and
because the costs increase more than the revenues, the
contracts can become loss or onerous contracts, which
is when the remaining contracted revenues are not
enough to cover the costs attributable to the contracts
to fulfill the contractual commitment. A provision for
future losses is then made in the period that management identifies the contract as an onerous contract.
The loss is estimated by including direct and indirect
costs attributable to the contract, including depreciation of buses used to fulfill the commitment. The provision is made at the public transport authority level
if there is a natural connection between the various
contracts. In a tender process, tenders can be submitted for multiple contracts, where some are profitable
and others entail a loss, but the transaction as such
provides a surplus.
Third-party obligations
Provisions are made for damages that occurred to the
Group’s own vehicles that have not complied with
traffic safety or contract requirements or against third
parties. The provision shall cover future obligations
to third parties.
72 NOBINA | annual report 2010/2011
Environmental obligations
Provisions are made for existing and future environmental obligations on leased land and facilities that
are, or have been, used in operations.
Pensions
The Group has both defined-contribution and
defined-benefit pension plans. The pension liabilities
pertain to defined-benefit pensions, calculated annually in accordance with IAS 19 with assistance from
an independent actuary. In the defined-contribution
pension plans, Nobina pays a fixed contribution
according to plan and has no further obligation to pay
post-employment contributions. Under the defined
benefit for Nobina Norway AS and Nobina Europe
AB, benefits are paid to former employees on the basis
of final salary and years of service. The Group bears the
risk of ensuring that the contractual benefits are paid.
Pension obligations for most of the Swedish operations are covered by a defined-benefit pension plan of
the multi-employer type. The plan is insured in the
mutual insurance company Alecta. The Group has not
had access to sufficient information to report its proportional share of the defined-benefit obligation and
of the plan assets and expenses. The plan is therefore
recognized as a defined-contribution plan, which
means that premiums paid are recognized as an
expense. In the Swedish operations, there is also a
defined-benefit pension plan that is funded.
The Group’s net obligation under defined-benefit
plans is determined separately for each plan according
to the Projected Unit Credit Method. This means that
the obligation is calculated as the present value of
expected future pension payments. The obligation
calculated accordingly is compared with the fair value
of the plan assets that secure the obligation. The difference is recognized as a liability/asset with respect to
accrued actuarial gains/losses. The calculation of
future payments is based on actuarial assumptions
that include life expectancy, future salary increases,
employee turnover and other factors of significance
for the choice of discount rate.
Changes in and deviations from the actuarial
assumptions normally lead to actuarial gains or losses.
Actuarial gains and losses are recognized only when
the accumulated gain or loss are below 10% of the
higher of the present value of plan obligations and the
fair value of plan assets. If the accumulated gain or loss
exceeds the above-mentioned limit, the excess portion
is recognized in income or expense over the expected
average remaining working lives of the participating
employees.
When calculation leads to an asset for the Group,
the recognized value of the asset is limited to the net
total of unrealized actuarial losses and past service costs
and the present value of any benefits available in the
form of refunds or reductions in future employer
contributions to the plan.
Options regarding shares in Nobina AB
Received option premiums are recognized directly
against equity. When an issued share option is repurchased, the remuneration paid is recognized against
shareholder’ equity.
Earnings per share
Earnings per share before dilution are calculated by
dividing profit for the year adjusted for any dividends
from preferential shares by the average number of
common shares.
Cash flow
The cash flow statement has been prepared based on
profit and loss and other changes between the opening
and closing balances in the balance sheet, taking into
account translation differences. The cash flow was prepared according to the indirect method. The recognized cash flow consists of transactions that generate
deposits and payments. Cash and cash equivalents in
the cash flow statement include cash in hand, driver
cash and bank funds.
Parent Company accounting policies
The financial statements for the Parent Company,
Nobina AB, were prepared in accordance with the
Annual Report Act, other Swedish legislation and recommendation RFR 2 “Accounting for Legal Entities.”
Any deviations that exist between the Parent Company and the Group’s policies are a result of the Swedish Annual Account Act’s limitations on the scope for
IFRS conformity in the Parent Company, and for tax
purposes in some instances.
Group contribution for legal entities
The company reports Group contributions in accordance with UFR 2. Group contributions are reported in
accordance with their financial significance, which
means that Group contributions paid to minimize the
Group’s overall tax burden are recognized directly in
profit brought forward less the current tax effect.
accounts: NOTES
Note 2
Segment reporting
LIABILITIES BY SEGMENT
REVENUE BY SEGMENT
SEK M
Nobina Sweden
Nobina Denmark
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
4,459
4,227
323
192
Nobina Norway
783
733
Nobina Finland
756
801
Elimination of sales to Interregional traffic
Total Regional traffic
Swebus
Elimination of sales to Regional traffic
Total Interregional traffic
Total revenue
–54
–56
6,267
5,897
430
412
-
–1
430
411
SEK M
Feb. 28, 2011
Feb. 28, 2010
2,781
2,408
Nobina Sweden
Nobina Denmark
147
39
Nobina Norway
501
545
Nobina Finland
441
444
3,870
3,436
Swebus
190
125
Total Interregional traffic
190
125
4,060
3,561
Total Regional traffic
Total bus operations
Central functions and other items
935
1,160
4,995
4,721
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
658
Total liabilities
6,697
6,308
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
Nobina Sweden
242
205
SEK M
Nobina Denmark
–53
–30
Nobina Sweden
649
100
12
32
308
OPERATING PROFIT/LOSS BY SEGMENT
SEK M
INVESTMENTS IN TANGIBLE AND
FINANCIAL ASSETS BY SEGMENT
Nobina Norway
21
21
Nobina Denmark
Nobina Finland
7
7
Nobina Norway
217
203
Total Regional traffic
Nobina Finland
75
114
856
1,092
Swebus
38
1
Total Interregional traffic
38
1
894
1,093
Total Regional traffic
Swebus
40
42
Total Interregional traffic
40
42
257
245
Central functions and other items
–25
–53
Total operating profit
232
192
Total bus operations
ASSETS BY SEGMENT
SEK M
Nobina Sweden
2011-02-28
2010-02-28
3,109
2,739
Nobina Denmark
147
64
Nobina Norway
912
1,048
Nobina Finland
491
527
4,659
4,378
216
Total Regional traffic
Swebus
Total Interregional traffic
Total bus operations
Central functions and other items
Total assets
Total bus operations
Central functions and other items
Total investments
17
13
911
1,106
Investments in tangible and financial assets consist of finance leases for SEK 731
million (971) which have no effect in liquidity in the operating segments.
DEPRECIATION/IMPAIRMENT BY SEGMENT
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
Nobina Sweden
231
241
Nobina Denmark
10
1
161
Nobina Norway
58
45
216
161
Nobina Finland
42
43
4,875
4,539
Total Regional traffic
341
330
Swebus
21
2
Total Interregional traffic
21
2
362
332
298
319
5,173
4,858
SEK M
Total bus operations
Central functions and other items
10
8
Total depreciation/impairment
372
340
For information on financial leasing assets and liabilities as well as operating leases, refer to Note 6. For information on goodwill, refer to Note 12.
NOBINA | annual report 2010/2011 73
accounts: notes
Note 3
Net sales
Sales include other operating income, which primarily consists of revenue from leasing, the sale of fuel and diesel and revenue from workshop services to external customers.
Sales to one major customer in the Nobina Sweden segment represent 23% (24) of the Group’s total sales.
Group
Distribution of revenue, SEK M
Revenue Regional and Interregional traffic
March 1, 2010
–Feb. 28, 2011
Parent Company
March 1, 2009
–Feb. 28, 2010
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
6,530
6,163 -
-
Leasing, workshop services and sale of diesel
16
16 -
-
Other revenue
151
129 -
-
133
35
133
35
Sales to Group companies
Total revenue
Note 4
6,697
6,308 Operating expenses
Group
March 1, 2010
–Feb. 28, 2011
SEK M
Parent Company
March 1, 2009
–Feb. 28, 2010
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
-
Fuel
993
882 -
Tires and other consumables
514
489 -
-
1,507
1,371 -
-
Total fuel, tires and consumables
Leasing costs
266
266
-
-
Other external expenses
905
861
64
15
Total other expenses
1,171
1,127
64
15
2,629
2,511
32
18
602
592
10
9
177
172
7
2
3,408
3,275
49
29
Salary expenses
Employer’s contributions
Pension expenses
Total personnel expenses
Purchases from Group companies
The Group’s operating expenses include purchases of SEK 0 million (0) from other companies in the Group of which Nobina AB is a member. The Parent Company’s
operating expenses include purchases of SEK 30 million (4) from Group companies.
Note 5
Fees and remuneration to auditors
Group
Fees and compensation to auditors, SEK thousand
March 1, 2010
–Feb. 28, 2011
Ernst & Young
Parent Company
March 1, 2009
–Feb. 28, 2010
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
Audit assignment
3,618
4,605 372
1,756
Associated audit services in addition to audit assignment
1,295
449
776
295
39
-
-
-
-
- -
-
4,952
5,054 1,148
2,051
Tax advisory services
Other services
Total
74 NOBINA | annual report 2010/2011
accounts: NOTES
Note 6
Leasing
FINANCE LEASE LIABILITIES BY SEGMENT
FINANCIAL LEASING CONTRACTS, VEHICLES
Finance lease assets
SEK M
SEK M
Group
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
Opening balance
March 1, 2009
–Feb. 28, 2010
1,827
1,569
Nobina Sweden
Nobina Denmark
80
2
Nobina Norway
396
409
2,841
1,951
Nobina Finland
731
971
Total Regional traffic
Cost
New contracts signed during the year
March 1, 2010
–Feb. 28, 2011
291
255
2,594
2,235
Sales for the year
–17
–14
Swebus
139
119
Exchange-rate difference
–70
–67
Total Interregional traffic
139
119
3,485
2,841
2,733
2,354
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
Nobina Sweden
241
190
Nobina Denmark
10
-
Nobina Norway
68
45
Closing cost
Total finance lease liabilities
FINANCE LEASE EXPENSES BY SEGMENT
Accumulated depreciation
Opening accumulated depreciation
–437
–256
Depreciation for the year
–243
–193
15
6
Sales for the year
Exchange-rate difference
Closing accumulated depreciation
Residual value according to plan
9
6
–656
–437
2,829
2,404
During the year, the Group entered into financial lease contracts for SEK 731 million (971) via the subsidiary Nobina Fleet AB. Assets held as finance leases are depreciated in accordance with the same depreciation principles as owned assets. The
grounds for how the company’s fees are established based on the lease terms. The
leasing expenses are normally based on either straightline amortization or an annuity
payment with variable amortization over time. The proportion of straightline amortization amounts to 50%. The Nobina Group’s standard contracts have a duration
of more than 10 years at 10% residual value. Interest expense is calculated as the contract interest rate on the outstanding liability at all times. The contract interest rate
normally comprises a variable base interest rate such as STIBOR with the addition
of a fixed margin. The Nobina Group is liable for the remaining residual value at the
end of the agreement. No substantial secondary leasing of leased buses took place
during the fiscal year.
SEK M
Nobina Finland
Total Regional traffic
40
36
359
271
Swebus
25
18
Total Interregional traffic
25
18
384
289
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
157
133
Total finance lease expenses
DEPRECIATION OF FINANCE LEASE
ASSETS BY SEGMENT
SEK M
Nobina Sweden
Nobina Denmark
6
-
Nobina Norway
35
27
Nobina Finland
Total Regional traffic
26
21
224
181
Swebus
19
12
Total Interregional traffic
19
12
243
193
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
Nobina Sweden
55
47
Nobina Denmark
3
-
24
16
Total depreciation of capitalized
leases by segment
FINANCE LEASE ASSETS BY SEGMENT
SEK M
March 1, 2010
–Feb. 28, 2011
Nobina Sweden
Nobina Denmark
Nobina Norway
Nobina Finland
Total Regional traffic
March 1, 2009
–Feb. 28, 2010
1,885
1,601
81
2
408
412
310
265
2,684
2,280
Swebus
145
124
Total Interregional traffic
145
124
Total finance lease assets
2,829
2,404
INTEREST EXPENSES FOR FINANCE LEASE
LIABILITIES BY SEGMENT
SEK M
Nobina Norway
Nobina Finland
Total Regional traffic
7
6
89
69
Swebus
5
3
Total Interregional traffic
5
3
94
72
Total interest expenses for finance
leases by segment
Distribution of future minimum leasing fees with regard to finance leases and their present value divided by maturity date
EXPECTED MATURITY MARCH 1, 2011 AND LATER
Q1
Q2
Q3
Q4
2012/13
2013/14
2014/15
Later
Future minimum leasing fees
113
111
115
111
544
496
414
1,292
Total
3,196
Present value of future minimum leasing fees
111
109
112
106
503
438
351
1,003
2,733
Distribution of future minimum leasing fees with regard to finance leases and their present value divided by maturity date
EXPECTED MATURITY MARCH 1, 2010 AND LATER
Q1
Q2
Q3
Q4
2011/12
2012/13
2013/14
Later
Total
Future minimum leasing fees
85
92
100
105
430
530
479
1,083
2,904
Present value of future minimum leasing fees
85
91
97
101
401
466
403
710
2,354
* Historic data concerning residual values, leasing periods and other contractual terms have been translated to obtain a comparison between the periods.
NOBINA | annual report 2010/2011 75
accounts: notes
NotE 6 Continued
FUTURE MINIMUM LEASING FEES CONCERNING
FINANCE LEASE LIABILITIES AND
THEIR PRESENT VALUE
OPERATING LEASE EXPENSES BY SEGMENT
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
Total future minimum leasing fees
3,196
2,904
Less interest charge
–463
–550
Present value of future minimum leasing fees
2,733
2,354
SEK M
OPERATING LEASING AGREEMENTS, VEHICLES
SEK M
March 1, 2010
–Feb. 28, 2011
Operating leasing fees for the year
Number of operational leasing agreements
March 1, 2009
–Feb. 28, 2010
266
266
1,494
1,529
SEK M
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
Nobina Sweden
210
212
Nobina Denmark
31
18
Nobina Norway
8
13
Nobina Finland
14
15
263
258
Total Regional traffic
Swebus
3
8
Total Interregional traffic
3
8
266
266
Total operating lease expenses by segment
NOMINAL VALUE OF FUTURE MINIMUM
LEASING FEES PER SEGMENT
MSEK
FUTURE MINIMUM LEASING FEES
REGARDING NON-CANCELLABLE
OPERATING LEASES
Nobina Sweden
Total future minimum leasing fees
1,116
1,384
Less interest charge
–134
–165
Present value of future minimum
leasing fees
982
1,219
The grounds for how variable fees are established based on the lease terms. The leasing expenses are normally based on either straightline amortization or an annuity
payment with variable amortization over time. The proportion of contracts with
annuity payments is approximately 95% of the operating contracts. The durations of
the operating contracts are divided into blocks where the first one is usually five years
with a residual value of approximately 40% and then extensions of up to seven years
and down to 0% in residual value. Interest expense is calculated as the contract interest rate on the outstanding liability at all times. The contract interest rate normally
comprises a variable base interest rate such as STIBOR or EURIBOR with the
addition of a fixed margin. At the end of the contracts, the buses are returned to
the lessor. The lessor is responsible for the residual value. No substantial secondary
leasing of leased buses took place during the fiscal year.
964
1,176
Nobina Denmark
72
103
Nobina Norway
18
26
Nobina Finland
58
74
1,112
1,379
Total Regional traffic
Swebus
4
5
Total Interregional traffic
4
5
1,116
1,384
Total nominal value of future minimum
leasing fees per segment
PRESENT VALUE OF FUTURE MINIMUM
LEASING FEES PERTAINING TO OPERATING
LEASES BY SEGMENT
MSEK
Nobina Sweden
839
1,029
Nobina Denmark
69
96
Nobina Norway
16
24
Nobina Finland
53
66
Total Regional traffic
977
1,215
Swebus
5
4
Total Interregional traffic
5
4
982
1,219
Total nominal value of future minimum
leasing fees per segment
Distribution of future minimum leasing fees with regard to operating leases by maturity date
EXPECTED MATURITY MARCH 1, 2011 AND LATER
Q1
Q2
Q3
Q4
2012/13
2013/14
2014/15
Later
Total
Future minimum leasing fees
59
83
59
63
233
176
124
319
1,116
Present value of future minimum leasing fees
59
82
57
61
221
160
109
233
982
Distribution of future minimum leasing fees with regard to operating leases by maturity date*
EXPECTED MATURITY MARCH 1, 2010 AND LATER
Q1
Q2
Q3
Q4
2011/12
2012/13
2013/14
Later
Total
Future minimum leasing fees
72
71
59
62
261
238
178
443
1,384
Present value of future minimum leasing fees
72
70
54
60
246
216
157
344
1,219
* Historic data concerning residual values, leasing periods and other contractual terms have been translated to obtain a comparison between the periods.
76 NOBINA | annual report 2010/2011
accounts: NOTES
NotE 6 Continued
OTHER OPERATING LEASING AGREEMENTS
Paid and future rents in accordance with non-cancellable agreements where
obligations exceed one year
March 1, 2010
–Feb. 28, 2011
2012
125 135
Leases for vehicles excluding buses
2
5
Other operating leasing agreements
1
128
SEK M
Property rents
Total nominal value of other operating leases
NotE 7
2013
2014
2015 and later
117 107
84
4
3
-
-
-
-
-
140
121
110
84
Personnel
Group
March 1, 2010
–Feb. 28, 2011
Parent Company
March 1, 2009
–Feb. 28, 2010
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
Average number of employees
9,023
10,403 44
8
of whom, men
7,709
8,862 31
6
of whom, women
1,314
1,541 Number of employees translated to FTEs
7,714
7,318
13
2
44
8
Sweden
6,386
8,363 44
8
of whom, men
5,332
6,966 31
6
of whom, women
1,054
1,397 Number of employees translated to FTEs
5,684
5,425
13
2
44
8
Denmark
445
243 -
-
of whom, men
388
224 -
-
57
19 -
-
219
-
-
of whom, women
Number of employees translated to FTEs
355
Norway
1,157
771 -
-
of whom, men
1,012
703 -
-
of whom, women
145
68 -
-
Number of employees translated to FTEs
829
670
-
-
1,035
1,026 -
-
977
969 -
-
58
57 -
-
-
-
14 (1)
Finland
of whom, men
of whom, women
Number of employees translated to FTEs
846
1,004
Salaries and other remuneration (of which, bonus), SEK M
Sweden, Board and senior executives 1)
14,(2)
23,(2) 9 (1)
Other employees in Sweden
1,678 (4)
1,618 (6) 21 (1)
8 (0)
Total Sweden
1,692 (6)
1,641 (8) 30 (2)
22 (1)
Foreign subsidiaries
Denmark, Board and President
Denmark, other employees
Norway, Board and President
Norway, other employees
Finland, Board and President
Finland, other employees
TOTAL SALARIES AND OTHER REMUNERATION
Payroll overheads
of which, pension costs for Board and President
of which, pension costs for other employees
3
3 -
-
167
107 -
-
2
2 -
-
336
305 -
-
2
2 -
-
361
376 -
-
2,563
2,436 -
-
778
765
17
11
5
2
3
1
168
139
3
1
1) The figures for the Group refer to the boards and presidents of all Swedish Group companies.
NOBINA | annual report 2010/2011 7 7
accounts: notes
NotE 7 Continued
BOARD MEMBERS AND OTHER SENIOR EXECUTIVES
NUMBER OF SHARES TO THE BOARD AND SENIOR EXECUTIVES
Feb. 28, 2011
Group
Board of Directors
President and senior
executives
Number of shares
Feb. 28, 2010
Number Of whom, men
Number Of whom, men
6
83%
6
67%
14
71%
8
100%
REMUNERATION AND OTHER BENEFITS
TO THE BOARD DURING THE YEAR
Jan Sjöqvist
65,363
65,363
Gina Germano
-
-
13,779
13,779
Birgitta Kantola
-
-
Thomas Naess
-
-
14,696
14,696
Jan Sundling
Senior executives
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
0.6
1.8
Board Chairman
Jan Sjöqvist
Feb. 28, 2010
Board members
Rolf Lydahl
Group
SEK M
Feb. 28, 2011
Chairman of the Board
Board members
Ragnar Norbäck
101,112
101,112
Per Skärgård
35,745
35,745
Jan Bosaeus
26,000
26,000
Joakim Palmqvist
8,334
8,334
Tom Ward
8,250
8,250
Gina Germano
0.0
0.0
Stein Nilsen
Jan Sundling
0.2
0.7
Sjur Brenden
Birgitta Kantola
0.2
0.0
Ann-Marie Silokangas
-
-
Tomas Naess
0.0
0.0
Martin Pagrotsky
1,667
1,667
Rolf Lydahl
0.2
0.7
Annika Kolmert
1,667
1,667
3.2
Henrik Dagnäs
1,667
1,667
Anna Jonasson
-
-
Lars Åkesson
-
-
Claes Herlitz
-
-
99,334
99,334
Total
1.2
REMUNERATION TO THE BOARD CHAIRMAN AND OTHER BOARD MEMBERS
Remuneration to the Chairman and other members of the Board is paid according
to the decision of the Annual General Meeting. No remuneration in excess of that
decided by the Annual General Meeting is paid. The President receives no Board
fees. During the year, Nobina AB paid pension benefits to former Board members in
an amount of SEK 0.1 million (0.1), where the Board members are entitled to lifelong remuneration from the company. Two previous members from Group management are entitled to life-long remuneration from the company, which is secured
through endowment insurance, SEK 13 million.
REMUNERATION AND OTHER BENEFITS TO
THE PRESIDENT AND SENIOR EXECUTIVES
DURING THE YEAR
Group
SEK M
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
President
Salary
4.5
9.5
Bonus
1.2
0.6
Pension expenses
1.4
3.0
Other benefits
-
-
1.9
3.3
Salary
18.5
15.4
Bonus
2.3
1.4
Pension expenses
3.4
2.0
Other benefits
0.2
-
Social security contributions and taxes
5.0
5.0
Social security contributions and taxes
Other senior executives
Total
38.4
78 NOBINA | annual report 2010/2011
40.2
Other senior executives
-
-
10,428
10,428
Total number of shares, calculated after
implemented reversed 9 for 1 split
388,042
388,042
SHARE OPTION PROGRAMS
Nobina AB has issued three share option programs. Program 1, issued on June 24,
2005, consisted of 1,052,000 warrants (buyback November 3, 2008); Program 2,
issued on November 8, 2005, consisted of 304,569 warrants (buyback November 3,
2008) and Program 3, issued on January 19, 2009, consisted of 1,640,925 share
option (buyback 2009/2010).
Nobina AB bought back all warrants issued by the company. Compensation for
the redemption of issued warrants comprises in cash according to an independent
market valuation of the warrants.
The fundamental motive for the buyback of warrants is that there is currently no
organized trading of the company’s shares.
At the redemption date, holders of the issued warrants have also undertaken to
reinvest part of the proceeds in a shares in Nobina AB. The shares in Nobina AB
were acquired at market value, according to an external valuation.
REMUNERATION TO THE PRESIDENT AND SENIOR EXECUTIVES
Senior executives in the Nobina Group include the President, CFO, presidents of
subsidiaries, positions reporting directly to the President and the Group’s functions
responsible for processes. The total remuneration to the President and CEO and
other senior executives includes fixed salaries, short and long-term variable remuneration, pensions and other benefits. In the event of termination of employment, senior executives in the Nobina Group are entitled to a maximum of 12 monthly salaries. As a rule, there is a six-month mutual term of notice between the company and
the senior executive. In addition, a maximum of six months’ compensation may be
paid in the event that the company has terminated employment. For the President
and CEO and other senior executives employed in Sweden, a supplemental pension
plan is applied in addition to the ITP plan.
accounts: NOTES
NotE 7 Continued
Variable remuneration to the President
In addition to fixed remuneration, the President is entitled to a special bonus as a
result of a new employment contract entered into the 2010/2011 fiscal year. Variable
compensation shall be based on the individual’s performance and the company’s performance in relation to predetermined and established goals. Evaluation of these
goals shall take place annually. Variable compensation shall also include a cash bonus
as determined by the Board of Directors and, for the President, share-based payment
of which compensation in shares may be able to amount to a maximum of 140% of
the President’s fixed annual salary to be paid out over three years. Share-based payment shall be conditional upon the Annual General Meeting taking the required
decisions for delivery of shares according to the established share-based payment.
Pension benefits of the President
The retirement age for the President of the Parent Company is 62. Pension expenses
for the company are reduced to 90% of salary on retirement at the age of 62–63,
80% of salary on retirement at the age of 63–64 and 70% of salary on retirement at
the age of 64–65. Nobina AB’s obligations to the President cease on retirement at 65
years of age. Pension expenses comprise defined-contribution pensions, for which
the premium is equal to 30% of pensionable salary. Pensionable salary comprises
basic salary as long as the President remains in the company’s employment. Severance benefits are pensionable.
Pension terms to other members of Group management
Pension expenses comprise defined-contribution pensions, for which the premium is
equal to a maximum of 30% of pensionable salary. Endowment insurance has in
some cases been used for senior executives when the level of the pension form the
company has promised exceeds the permitted amounts of the Income Tax Act.
Sick pay for the President
The President is insured up to 90% of salary for a maximum of 365 days per calendar
year, with no qualifying days.
Feb. 28, 2011
Parent Company
Feb. 28, 2010
Number
Of whom,
men
Number
Of whom,
men
6
83%
6
67%
2
100%
Board of Directors
President and senior
executives
4
100% SENIOR EXECUTIVES
Senior executives (Group management) in the Parent Company include the President and CEO, the CFO and Executive Vice President of the Group, the President
of Nobina Sverige AB and Executive Vice President of the Group and the President
of Swebus Express AB.
sickness absence – parent company
Information on sickness absence
Total sickness absence
Long-term sickness absence in relation to
normal working hours
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
1.0%
-
19.7%
-
Sickness absence for women
1.9%
-
Sickness absence for men
0.6%
-
Sickness absence under the age of 29
1.1 %
-
Sickness absence employees aged 30–49
Sickness absence employees aged 50 and over
1.1 %
-
0.9%
-
No disclosures about sickness absence are provided for prior years since the number
of employees was fewer than ten.
Other employment benefits of the President
Aside from the described taxable benefits, there is also healthcare insurance and
holdings of shares in Nobina AB.
Vacation for President and other senior executives
The President and other senior executives comply with applicable vacation rights.
NOBINA | annual report 2010/2011 79
accounts: notes
NotE 8
Depreciation/amortization of and impairment losses on intangible and tangible fixed assets
Group
March 1, 2010
–Feb. 28, 2011
SEK M Parent Company
March 1, 2009
–Feb. 28, 2010
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
Other intangible non-current assets
3
1
2
-
Costs for improvements on third-party properties
2
3
-
-
18
18
3
-
Vehicles
349
318
-
-
Total
372
340
5
-
Equipment, tools, fixtures and fittings
Impairments for the year with regard to buses for sale are SEK 6 million (17) for Nobina Sweden, SEK 3 million (-) for Nobina Finland and SEK 5 million (-) for
Nobina Norway.
NotE 9
Interest income and similar profit/loss items
Group
March 1, 2010
–Feb. 28, 2011
SEK M
Parent Company
March 1, 2009
–Feb. 28, 2010
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
-
Financial income
-
1
-
Interest income
11
9
-
-
Interest income from Group companies
-
-
44
8
11
10
44
8
Total
The Group earns interest on its bank deposits according to an interest rate based on the bank’s daily investment interest rates. Of the above interest income and similar profit/
loss items, SEK 10 million (11) was paid during the year.
NotE 10
Interest expense and similar profit/loss items
Group
SEK M
March 1, 2010
–Feb. 28, 2011
Parent Company
March 1, 2009
–Feb. 28, 2010
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
-
Interest expense, financial leasing
–94
–72 -
Interest expense, bond loans
–124
–164 -
-
–32
–13 -
–1
Other financial expenses
Realized and unrealized exchange gains/loss, net
Total
66
168 –2
–6
–184
–81 –2
–7
Interest expense amounted to SEK 215 million (228) and is attributable to liabilities recognized at amortized cost.
80 NOBINA | annual report 2010/2011
accounts: NOTES
NotE 11
Taxes
Group
Parent Company
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
Tax attributable to previous years
-
-
-
-
Current tax
-
- -
-
Deferred tax
-
- 8
14
Total tax recognized in the income statement
-
- 8
14
SEK M
The difference the Group’s recognized tax cost and the estimated tax cost
is based on the applicable tax rates and described below:
SEK M
Tax recognized in the income statement
26% tax on profit before taxes
Difference
Group
March 1, 2010
–Feb. 28, 2011
Parent Company
March 1, 2009
–Feb. 28, 2010
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
14
-
- 8
–15
–31 –15
2
23
12
15
31
The difference comprises the following items:
Group contributions received/granted
-
-
8
14
Utilization/addition of previously non-capitalized loss carry-forwards
15
31 15
–2
Total
15
31 23
12
The corporate tax rate in Norway is 28%, Denmark 25%, and in Finland and Sweden 26.3%. Current tax declined by SEK 15 M (31) due to the utilization of loss carry-forwards.
Group
Tax assets and tax liabilities, SEK M
Feb. 28, 2011
Parent Company
Feb. 28, 2010 Feb. 28, 2011
Feb. 28, 2010
-
Deferred tax assets
Opening carrying amount
8
8 -
Exchange-rate differences
–1
- -
-
Total deferred tax assets
7
8 -
-
Deferred tax liabilities
-
- -
-
Net deferred tax assets and liabilities pertaining to loss carry-forwards
7
8 -
-
Group
Non-recognized, deferred tax assets, SEK M
Opening non-recognized amount
Utilization/addition of previously non-capitalized loss carry-forwards
Recognition of financial leasing
Group contributions
Parent Company
Feb. 28, 2011
Feb. 28, 2010 Feb. 28, 2011
Feb. 28, 2010
488
579
136
157
2
–15
–31 –15
12
6 -
-
-
- –8
–14
Non-taxable revenues and non-deductible expenses
-
-
-
-
Other temporary differences
3
–2
-
2
Reclassifications from previous years
6
–18 -
-
Changes in the current tax rate
-
–36
-
–11
Exchange-rate differences
Total deferred non-recognized tax assets
–5
–10 -
-
489
488 113
136
Expected maturity of taxable loss carry-forwards, SEK M
2012/13
-
-
-
-
2013/14
1
12
-
-
2014/15
21
24
-
-
2015/16
19
21
-
-
2016/17
17
19
-
-
2017/18
17
18
-
-
Unlimited
1,826
1,815
432
522
Total
1,901
1,909
432
522
NOBINA | annual report 2010/2011 81
accounts: notes
NotE 12
Intangible fixed assets
Group
Allocation of goodwill by segment, SEK M
Feb. 28, 2011
Feb. 28, 2010
383
383
-
-
216
230
Nobina Sweden
Nobina Denmark
Nobina Norway (goodwill corresponding
NOK 189 M)
Nobina Finland
29
29
628
642
Swebus
45
45
Total Interregional traffic
45
45
673
687
Total Regional traffic
Total Group goodwill
Group management has prepared an “impairment test” and found no impairment
requirement for consolidated goodwill. In the assessment of cash-generating units’
recovery value for the assessment of any impairment requirement of goodwill, several
assumptions of future conditions and estimates of variables were made to forecast
future cash flow. Forecasts for future cash flow are based on the best possible assessments of future revenues and operating expenses, which in turn are based on historical trends, general market conditions and other available information. The discounted cash-flow value, given an explicit five-year forecast period and subsequently
a so-called terminal value, is based on each company’s income before depreciation
and amortization, which affects the units’ existing and future market shares. The rate
of growth was calculated as 6% (6) per year and area of operation for a five-year
period. Thereafter, the rate of growth was calculated as 0% (0). Company management assesses that potential reasonable changes in the above variables would not
have such major effects that they would individually reduce the recovery value to a
value that is lower than the carrying amount. The cash flow forecasts are calculated at
present value with a yield requirement, WACC, of 13.7% (13.6).
Group
Parent Company
Feb. 28, 2011
Feb. 28, 2010 Opening cost
16
Procurement
6
Reclassification
Other intangible non-current assets, SEK M
Feb. 28, 2011
Feb. 28, 2010
13
-
-
3
10
-
2
-
-
-
24
16
10
-
Opening accumulated amortization
–11
–9
-
-
Amortization for the year
–3
–1
–2
-
Reclassification
–1
–1
-
-
–15
–11
–2
-
9
5
8
-
Feb. 28, 2010 Feb. 28, 2011
Feb. 28, 2010
COST
Closing cost
ACCUMULATED AMORTIZATION
Closing accumulated amortization
Residual value according to plan
NotE 13
Tangible fixed assets
Group
Cost for improvements on third-party properties, SEK M
Feb. 28, 2011
Parent Company
COST
Opening cost
16
14 -
-
Procurement
1
2 -
-
Divestments/disposals
-
- -
-
-
-
-
Reclassification
–1
Closing cost
16
16 -
-
–9
–6 -
-
-
- -
-
Depreciation for the year
–2
–3 -
-
Closing accumulated depreciation
–11
–9 -
-
5
7 -
-
ACCUMULATED DEPRECIATION
Opening accumulated depreciation
Divestments/disposals
Residual value according to plan
82 NOBINA | annual report 2010/2011
accounts: NOTES
NotE 13 Continued
Group
Equipment, tools, fixtures and fittings, SEK M
Parent Company
Feb. 28, 2010 Feb. 28, 2011
Feb. 28, 2011
Feb. 28, 2010
COST
Opening cost
138
136 -
-
Procurement
22
22 13
-
Divestments/disposals
–7
–17 -
-
Reclassification
–5
-
-
-
Translation difference
–2
–3 -
-
146
138 13
-
–96
–97 -
-
6
16 -
-
–18
–18 –3
-
Closing cost
ACCUMULATED DEPRECIATION
Opening accumulated depreciation
Divestments/disposals
Depreciation for the year
Reclassification
2
-
-
Translation difference
2
3 -
-
–104
–96 –3
-
42
42 10
-
Closing accumulated depreciation
Residual value according to plan
Group
Vehicles including financially leased vehicles, SEK M
Feb. 28, 2011
Parent Company
Feb. 28, 2010 Feb. 28, 2011
Feb. 28, 2010
COST
Opening cost
4,125
3,619 -
-
Procurement
882
1,079 -
-
–294
–445 -
-
-
-
-
–104
–128 -
-
4,602
4,125 -
-
–1,360
–1,485 -
-
265
376 -
-
–335
–301 -
-
9
-
-
-
32
50 -
-
–1,389
–1,360 -
-
Divestments/disposals
Reclassification
Translation difference
Closing cost
–7
ACCUMULATED DEPRECIATION
Opening accumulated depreciation
Divestments/disposals
Depreciation for the year
Reclassification
Translation difference
Closing accumulated depreciation
ACCUMULATED IMPAIRMENT
Opening accumulated impairment
–17
–42 -
-
Divestments/disposals
7
42 -
-
Impairment for the year
–14
–17 -
-
Closing accumulated impairment
–24
–17 -
-
3,189
2,748 -
-
Residual value according to plan
Financial leasing is included in the aforementioned amounts, refer to Note 6, and impairment of buses for sale, refer to Note 8.
NOBINA | annual report 2010/2011 83
accounts: notes
NotE 14
Participations in Group companies (Parent Company)
Parent Company
SEK M
Feb. 28, 2011
Parent Company
Feb. 28, 2010
COST
SEK M
Feb. 28, 2011
Feb. 28, 2010
ACCUMULATED IMPAIRMENT
Opening balance
2,176
2,176
Opening balance
–404
–404
Closing balance
2,176
2,176
Closing balance
–404
–404
Carrying amount
1,772
1,772
SEK M
Corp. Reg. No.
Nobina Fleet AB (Stockholm)
556031-1812
Shareholders’
equity
Number
of shares
Profit/loss
for the year
Value of
ownership
share (%)
Share
capital
Carrying
amount
Feb. 28, 2011
14
70,000 33
100 7
16
Subsidiary of Nobina Fleet AB:
Nobina Fleet Danmark ApS (Glostrup)
Nobina Europe Holding AB (Stockholm)
31586429
1
1,250
1
100
0
556028-1122
630
300 –102
100 0
556031-8569
30
160,000 –71
100 16 0 1,756
Subsidiary of Nobina Europe Holding AB:
Swedish commercial companies
Nobina Europe AB (Stockholm)
Subsidiary of Nobina Europe AB:
Nobina Busco AB (Stockholm)
556583-0527
28
1,000 –46
100 Swebus Express AB (Stockholm)
556358-3276
8
5,000 9
100 5 Nobina Sverige AB (Stockholm)
556057-0128
583
3,000 160
100 0 556416-2419
1 1,000 –4
100 0 0505988-8
54 2,000 13
100 33 Nobina Finland West Oy Ab (Helsinki)
2175179-4
–10
2,600 –5
100 0
Nobina Finland South Oy Ab (Helsinki)
2175178-6
–11 2,600 –6
100 0
Nobina Finland East Oy Ab (Helsinki)
2175186-6
0 2,600 0
100 0
Nobina Norway AS (Oslo)
915768237
32 750 –50
100 10
Nobina (Norway) AS (Oslo)
992097353
0 100 0
100 0 Nobina Danmark A/S (Copenhagen)
29513376
9 1,250 –66
100 1 Karlstadsbuss AB (Stockholm)
556051-2039
31 3,000 2
100 3 Saltsjöbuss AB (Stockholm)
556210-1500
1 2,500 0
100 0 Subsidiary of Nobina Sverige AB:
Nobina Flexresor AB (Stockholm)
Foreign commercial companies
Nobina Finland Oy Ab (Helsinki)
Subsidiary of Nobina Finland Oy Ab:
Subsidiary of Nobina Norge AS:
Dormant companies
Total
84 NOBINA | annual report 2010/2011
1,772
accounts: NOTES
NotE 15
Receivables from Group companies
Group
SEK M
Parent Company
Feb. 28, 2010 Feb. 28, 2011
Feb. 28, 2011
Feb. 28, 2010
Cost
Opening cost
-
- 290
125
Change during year
-
- 55
165
Closing cost
-
- 345
290
NotE 16
Inventories
Group
SEK M
Parent Company
Feb. 28, 2010 Feb. 28, 2011
Feb. 28, 2011
Feb. 28, 2010
Finished goods
48
40 -
-
Total
48
40 -
-
The Group’s inventories primarily comprise fuel, which accounts for 51% (47) of total inventory and spare parts.
NotE 17
Accounts receivable
Group
SEK M
Feb. 28, 2011
Accounts receivable
Provision for uncertain accounts receivable
Total
Parent Company
Feb. 28, 2010 Feb. 28, 2011
Feb. 28, 2010
-
452
496 -
–11
–5 -
-
441
491 -
-
MATURITY PERIOD FOR OUTSTANDING ACCOUNTS RECEIVABLE
SEK M
Accounts receivable
SEK M
Accounts receivable
Accounts
receivable
Feb. 28, 2011
Not due during
reporting period
Fall due within
<30 days after
the due date
Fall due within
31-60 days after
the due date
Fall due within
61-90 days after
the due date
Fall due within
91-120 days after
the due date
Fall due within
120 days after
the due date
433
3
1
-
10
5
Not due during
reporting period
Fall due within
<30 days after
the due date
Fall due within
31-60 days after
the due date
Fall due within
61-90 days after
the due date
Fall due within
91-120 days after
the due date
Fall due within
120 days after
the due date
413
53
–2
13
3
16
452
Accounts
receivable
Feb. 28, 2010
496
PROVISION FOR UNCERTAIN ACCOUNTS RECEIVABLE
Group
SEK M
Opening balance
Reversals for the year
Credit losses
Feb. 28, 2011
Feb. 28, 2010
–5
–5
1
1
–1
–1
Provisions for the year
–6
-
Total
–11
–5
Provisions for uncertain accounts receivable are based on an individual assessment of the risk of loss per contract or customer.
NOBINA | annual report 2010/2011 85
accounts: notes
NotE 18
Deferred expenses and accrued income
Group
SEK M
Feb. 28, 2011
Parent Company
Feb. 28, 2010 Feb. 28, 2011
Feb. 28, 2010
Accrued transport income
199
160 -
-
Other prepaid expenses
162
109 48
17
Total
361
269 48
17
Accrued transport income primarily pertains to earned, but not yet invoiced compensation for transport services rendered.
NotE 19
Cash and cash equivalents and restricted deposits
Group
SEK M
Feb. 28, 2011
Cash and cash equivalents
Restricted bank deposits
Parent Company
Feb. 28, 2010 Feb. 28, 2011
Feb. 28, 2010
225
331 9
66
110
141 30
33
The item cash and cash equivalents recognizes holdings in the company’s checking accounts tied to the Group account, in which Nobina Europe AB is the account principal.
Restricted bank deposits comprise bank guarantees and leasing contracts. Bank guarantees have been issued for such purposes as guarantees for Nobina Europe’s pension liabilities,
Nobina Norge AS’ commitments pertaining to traffic contracts in Oslo, Nobina Sverige AB’s and Swebus Express’ commitments under the Transport Guarantee Act and Nobina
Sverige AB’s undertakings concerning electricity procurement. Nobina AB’s restricted deposits pertain to deposits for leases and traffic start for Nobina Danmark AS.
NotE 20
Statement of changes in shareholders’ equity
Share capital
Pursuant to the Articles of Association, the share capital of Nobina AB shall amount
to not less than SEK 216,000,000 and not more than SEK 864,000,000. In accordance with the Articles of Association, there shall be not less than 24,000,000 shares
and not more than 96,000,000 shares. The company’s shares comprise common
shares, which have an entitlement of one vote per share. On December 16, 2009,
the Board resolved to implement a reversed 9 for 1 split (record date March 1, 2010),
meaning that nine shares are combined to form one.
Reconciliation of number of
shares Feb. 28, 2011
Common shares
Preferential shares
24,928,139
-
Subscription for new shares
-
-
Redemption of shares
-
-
24,928,139
-
Opening balance
Closing balance
Reconciliation of number of shares
Feb. 28, 2010
Common shares
Preferential shares
Opening balance
20,227,650
5,000,000
Subscription for new shares
211,521,970
-
-
–5,000,000
231,749,620
-
25,749,957
-
Redemption of shares
Closing balance before share split
Number of shares recalculated under
share split
Balance
Closing balance
–821,818
-
24,928,139
-
Other capital contributed
Reserves recognized in the Group comprise externally contributed capital, which is
measured at par value.
Translation differences
The translation reserve includes all exchange-rate differences that arise in the translation of financial statements from foreign operations including changes regarding the
translation of goodwill from local currency.
86 NOBINA | annual report 2010/2011
Profit/loss brought forward
Profit/loss brought forward, including profit/loss for the year, includes profits
earned in the Parent Company and its subsidiaries.
Dividend
Dividends are proposed by the Board in accordance with the stipulations of the Swedish Companies Act and adopted by the Annual General Meeting. Dividends are not
recognized in the Parent Company as a reduction of unrestricted shareholders’ equity
until the date on which a payment is made to shareholders.
Capital management
The aim of the Group’s capital management is to secure the Group’s financial stability, manage financial risks and ensure the Group’s short and long-term capital
requirements. The Group defines capital as shareholders’ equity as recognized in the
balance sheet. The company’s aim is to create a gain for shareholders by increasing
the value of managed shareholders’ equity. There are no external capital requirements
in addition to those stipulated by the Swedish Companies Act.
NotE 21
Earnings per share
Group
Average number of common shares during
the period (thousands)
Recognized earnings (SEK M)
Dividends for the year on preferential shares (SEK M)
March 1, 2010
–Feb. 28, 2011
March 1, 2009
–Feb. 28, 2010
24,928
16,235
59
121
-
–34
Adjusted earnings (SEK M)
59
87
Earnings per share (SEK)
2.37
5.36
Earnings per share are calculated by dividing profit for the year adjusted for dividends for the year on preferential shares by the average number of common shares.
On December 16, 2009, the Board resolved to implement a reversed 9 for 1 split
(record date March 1, 2010), meaning that nine shares are combined to form one.
accounts: NOTES
NotE 22
Provisions for pensions and similar commitments
Group
Feb. 28, 2011
Opening balance
Change during year
Closing balance
Specification presenting how pension liabilities have been calculated:
Group
Parent Company
Feb. 28, 2010 Feb. 28, 2011
Feb. 28, 2010
SEK M
71 1
1
–27 1
-
Reclassifications from previous years
4
-
16
44 2
1
Benefits earned during the year
-
2
Interest expenses
Benefits paid
Deductions from pension obligations due to
changes in pension terms
Actuarial gains (+)/losses (–)
Exchange-rate differences
Total at year-end
Actuarial gains/losses
–3
–4
–2
4
Deductions from pension obligations due to
changes in pension terms
2.2%
2.3%
Expected rate of salary increase
2.5%
2.6%
Specification of pension liability:
Future rate of pension increase
1.9%
2.8%
SEK M
Closing balance actuarial gains (+)/losses (–)
2
Interest expense
8
8
Expected return on plan assets
–8
–8
Actuarial loss (gain), net
–8
–2
Cost pertaining to services rendered during
previous periods
–1
2
1
-
–6
2
Group
Opening balance
Expected return on plan assets
Funds contributed by employer
Feb. 28, 2010
175
204
8
8
15
17
–19
–23
Actuarial gains (+)/losses (–)
–2
–14
Exchange-rate differences
–9
–17
168
175
Funds paid
Total at year-end
Feb. 28, 2010
130
142
67
80
Net of actuarial gains and losses not
recognized in the balance sheet
Fair value of plan assets on balance-sheet date
At year-end
–13
–3
–168
–175
16
44
ALLOCATION OF PLAN ASSETS
Actual market value of plan assets on the balance-sheet date:
Group
Interest-bearing
securities, cash and
cash equivalents
Feb. 28, 2011
–3
Group
Present value on balance-sheet date of
defined-benefit obligations that are fully
unfunded and secured through credit insurance
SEK M
Specification presenting how fair value of plan assets has been calculated:
–5
–13
Feb. 28, 2011
Present value of defined-benefit obligations
that are fully or partly funded
2
–7
222
Actuarial gains (+)/losses (–), plan assets
Expected return on plan assets
Feb. 28, 2010
–8
197
–3
3.3%
Feb. 28, 2011
–18
Actuarial gains (+)/losses (–),
pension commitments
Feb. 28, 2010
Cost pertaining to services rendered during
the current period
-
2
Feb. 28, 2010
3.3%
SEK M
–8
–3
Feb. 28, 2011
Group
8
–28
Feb. 28, 2011
Opening balance actuarial gains (+)/losses (–)
Pension expenses are included in personnel expenses, and comprise the following:
8
–23
Group
SEK M
Discount rate
SEK M
265
44
–28
The key actuarial assumptions used in calculation of the pension liability were as
follows:
Pension expenses, net
Feb. 28, 2010
222
Opening balance
The discount rate is based on the estimated discount rate on the yield produced by
domestic government bonds.
The annual rate of salary increase reflects expected future salary increases as a
combined effect of inflation and years of service. The future pension increase rate
reflects the expected percentage of employees, by age group, who will leave the
company through natural attrition.
The expected average remaining term of service is estimated based on the employees’
current age distribution and the expected employee turnover rate.
Indexation of pension benefits reflects the inflationary rate in each country,
Norway and Sweden.
The Nobina Group’s pension expenses amounted to SEK 176 million (172),
of which SEK –6 million (2) pertains to defined-benefit plans.
Social security fees
Feb. 28, 2011
Shares and other
investments
Total
Feb. 28, 2011
%
Feb. 28, 2010
%
104
62
127
72
64
38
48
28
168
100
175
100
NOBINA | annual report 2010/2011 87
accounts: notes
NotE 23
NotE 22 Continued
Allocation of plan assets by segment, SEK M
Feb. 28, 2011
Feb. 28, 2010
Nobina Sweden
33
33
Nobina Norway
135
142
Nobina Finland
-
-
Nobina Denmark
Total Regional traffic
-
-
168
175
Swebus
-
-
Total Interregional traffic
-
-
Central functions
Total plan assets
-
-
168
175
Future payments
The pension liabilities are secured partly through restricted bank deposits and partly
through credit insurance. Given the applied actuarial assumptions, Nobina expects
the following paid benefits over the coming five-year period.
Group
Future payments, SEK M
Expected paid benefits
2011
2012
2013
2014
2015
23
20
17
14
21
Other provisions
Group
Other provisions, SEK M
Feb. 28, 2011
Feb. 28, 2010
Provisions for onerous contracts
41
34
Provisions for damage to vehicles and
third parties
31
30
Provisions for environmental obligations
9
9
Provisions for discontinuation expenses
-
15
81
88
Total
Group
Provisions for onerous contracts, SEK M
Feb. 28, 2011
Feb. 28, 2010
34
29
Reversals for the year
-
–3
Provisions for the year
7
8
41
34
Opening balance
Closing balance
Provisions for damage to vehicles and
third parties, SEK M
Feb. 28, 2011
Feb. 28, 2010
30
29
Reversals for the year
-
-
Provisions for the year
2
2
Exchange-rate difference
–1
–1
Closing balance
31
30
Opening balance
Provisions for environmental obligations
for leased property and facilities, SEK M
Group
Feb. 28, 2011
Feb. 28, 2010
Opening balance
9
8
Reversals for the year
-
-
Provisions for the year
-
1
Closing balance
9
9
Provisions for discontinuation
expenses, SEK M
Opening balance
Provisions utilized
NotE 24
Group
Group
Feb. 28, 2011
Feb. 28, 2010
15
-
–15
-
Provisions for the year
-
15
Closing balance
-
15
Interest-bearing non-current liabilities
Group
SEK M
Bond loans
Feb. 28, 2011
Feb. 28, 2010
826
1,002
Period allocation of financial expenses
–13
–25
Total
813
977
Less, current portion
–85
–118
Total non-current liabilities
728
859
Financial leasing liabilities
2,733
2,354
Less current component of liabilities to credit institutions
–438
–258
2,295
2,096
Total other non-current liabilities
88 NOBINA | annual report 2010/2011
accounts: NOTES
NotE 24 Continued
Non-current liabilities are to be repaid according to the following:
Loan currency
Feb. 28, 2011
Feb. 28, 2011
Feb. 28, 2010
Feb. 28, 2010
Bond loans
Financial
leasing liabilities
Bond loans
Financial
leasing liabilities
258
2010/11
0
0
118
2011/12
85
438
118
401
2012/13
741
503
766
466
403
2013/14
-
438
-
2014/15
-
351
-
351
Later
-
1,003
-
475
826
2,733
1,002
2,354
Interest rate and currency composition of borrowings
Loan currency
Nominal amount
Corporate bonds, EUR
Financial lease liabilities, SEK
Amount in SEK M Interest, weighted
94
826
12.5
2,733
2,733
3.70*
Total loan liability
3,559
* Average market interest rate.
Non-current liabilities include corporate bonds originally issued by Nobina Europe AB in an amount of EUR 121.5 million. The corporate bonds bear interest at a fixed rate
of 9.125% that is paid semi-annually (on Feb. 1 and August 1) and mature for payment in whole in August 2012. Nobina Europe has the possibility of repaying the bond loan
before this date, and if this occurs before August 1, 2011, a supplemental amount of 1% on the outstanding amount is payable, after which the bond loan can be repaid without supplemental expense. Nobina Europe AB repaid SEK 115 million (318) of the bond loan. Outstanding corporate bonds amount to EUR 97 million at February 28,
2011. In connection with the issuance of corporate bonds, Nobina Europe AB and its subsidiaries undertook to fulfill a number of financial covenants, which include that
Nobina Europe AB and its subsidiaries have limited opportunities to raise additional loans, enter into financial lease or sale and leaseback contracts, carry out certain types of
investments and divest assets. Furthermore, these covenants create certain restrictions on payment of dividends by Nobina Europe AB and its subsidiaries. See also Note 28
regarding the company’s financing. All of these covenants were fulfilled at February 28, 2011 and during the fiscal year. When the bond loan was issued, the issue price was discounted by 7.5%, which is why the original bond liability of EUR 121.5 million contributed EUR 112.4 million in borrowed capital to the company. The issue discount EUR
9.1 million was recognized in the balance sheet and depreciated over the tenure of the loan. The non-depreciated amount will be recognized as income in the event that the
bond loan is redeemed in advance. Costs associated with the raising of loan are expenses over the term of a loan, unless the loan is redeemed in advance, in which case the capitalized charge is expensed in its entirety.
NotE 25
Other current liabilities
Group
SEK M
Parent Company
Feb. 28, 2010 Feb. 28, 2011
Feb. 28, 2011
Feb. 28, 2010
-
Employee withholding taxes
55
59 -
Other current liabilities
79
54 -
-
134
113 -
-
Total
NotE 26
Accrued expenses and deferred income
Group
SEK M
Feb. 28, 2011
Parent Company
Feb. 28, 2010 Feb. 28, 2011
Feb. 28, 2010
Deferred income
231
197 -
-
Accrued salaries
277
240 5
4
Other accrued personnel expenses
153
127 4
2
6
8 -
-
162
184 2
1
829
756 11
7
Accrued interest expense
Other accrued expenses
Total
NOBINA | annual report 2010/2011 89
accounts: notes
NotE 27
Pledged assets and contingent liabilities
Group
SEK M
Feb. 28, 2011
Parent Company
Feb. 28, 2010 Pledged assets for bond loans
Feb. 28, 2011
Feb. 28, 2010
Pledged assets pertaining to shares/net assets in subsidiaries
939
953 -
-
Other pledged assets
413
573 -
-
Chattel mortgage
316
337 -
-
-
- 70
-
-
-
3,945
3,531
Other pledged assets
Other pledged assets
Contingent liabilities
Guarantee for leasing commitments
Aside from the above, Nobina AB is guarantor for Nobina Sverige AB’s transport obligations to Stockholm Public Transport. In addition to pledged leasing guarantees,
Nobina AB has also pledged a Parent Company guarantee for the purchase of diesel for
Nobina Norge AS through Uno-X, SEK 8 million, and for the fulfillment guarantees
of SEK 62 million issued by Atradius for Norwegian public transport authorities.
As collateral for the corporate bonds of EUR 121 million, Nobina Europe AB has
pledged the shares in the operating subsidiaries, foreign subsidiaries and the buses
owned by Nobina Busco AB and Nobina Norge AS, and Nobina Norge’s operating
receivables and equipment. Furthermore, the subsidiaries have granted chattel mortgages in an amount of SEK 316 million as collateral, and have furnished guarantees
for the Parent Company’s obligation under the corporate bonds.
The following shares in subsidiaries had been furnished as security at February 28, 2011:
• Nobina Europe AB • Nobina Sverige AB
• Nobina Finland Oy Ab • Nobina Busco AB
• Nobina Norge AS
• Swebus Express AB
• Nobina Flexresor AB
• Nobina Danmark AS
In connection with issuance of the corporate bonds, the following shares in subsidiaries
were pledged:
Group
Shares in Nobina
Sverige AB
Feb. 28, 2011
Parent Company
Feb. 28, 2010 Feb. 28, 2011
Feb. 28, 2010
584
428 -
-
Shares in Swebus
Express AB
8
11 -
-
Shares in Nobina
Finland Oy Ab
32
35 -
-
Shares in Nobina
Busco AB
28
72 -
-
Shares in Nobina
Norway AS
247
309 -
-
Shares in Nobina
Denmark AS
9
10
-
-
Shares in Nobina
Flexresor AB
1
1
-
-
30
87
-
-
939
953 -
-
The following assets were pledged at February 28, 2011:
• Nobina Finland Oy Ab has pledged floating charges in an amount of
EUR 5,230,648;
• Nobina Sverige AB has pledged floating charges in an amount of
SEK 115,000,000;
• Nobina Busco filial Finland has pledged floating charges in an amount of
EUR 17,561,687;
• Nobina Busco AB has pledged its buses in a total amount of SEK 171,775,336, of
which EUR 2,680,772 pertains to buses in the Nobina Busco branch in Finland.
• Nobina Norge AS has pledged its assets in a total amount of SEK 131,814,655.
Shares in Nobina
Europe AB
NotE 28
Hedging policy
The company’s hedging policy is designed to ensure predictability and reduce
volatility in liquidity and operating expenses in a cost-effective manner. The hedging
policy states that the company may enter into hedge contracts for fuel, currency
and interest-rate exposure.
Financial risks and risk management
All risk management is handled centrally in accordance with a finance policy established by the Board of Directors. The Nobina Group uses derivative instruments
as part of its financial risk management to limit currency, interest rate and diesel
price exposure. At February 28, 2011, the company had outstanding derivative
instruments in the form of price caps for diesel and electricity derivatives through
Nordpool. At February 28, 2010, no derivative instruments were outstanding.
During the year, the company continuously had outstanding diesel derivatives,
but no interest rate or currency derivatives.
The Nobina Group is mainly exposed to the following risks:
• Liquidity risk
• Interest-rate risk
• Refinancing risk
• Credit and counterparty risk
• Currency risk
• Raw material risk
• Inflation
90 NOBINA | annual report 2010/2011
Total
Interest-rate risk
Interest-rate risk refers the risk that movements in market interest rates will negatively
affect the Group’s net interest income. The rate at which interest rate fluctuations affect
net interest income depends on the fixed interest period of the loans. The Group is primarily exposed to interest-rate risk through the company’s financial and operating leases
since the leasing fees are based on a variable market rate of interest. An increase in the
variable interest rate by 1 percentage point would increase the Group’s interest expense
by approximately SEK 37 million before the effect of compensation through revenue
indexation in the transport contracts. Interest-rate risk is partially compensated by the
inflation component of revenue indexation in the traffic contracts, and there is also an
interest component in the index basket of some traffic contracts. The Group’s bond loan
runs with fixed coupon interest and thereby entails no interest-rate risk.
accounts: NOTES
NotE 28 Continued
Refinancing risk
The Group will be exposed to refinancing risk when an existing bond loan of EUR 97
million matures on August 1, 2012.
Credit and counterparty risk
The Group’s financial transactions give rise to credit risks in relation to financial counterparties. Nobina’s finance policy states that credit risk shall be limited by only accepting counterparties with high credit ratings and through established limits. Commercial
credit risks are limited in that the Group has a diversified customer base with high
credit ratings, primarily comprising municipal and county council-owned public
transport authorities. Provisions have been made for accounts receivable deemed to
be doubtful, and have affected operating profit/loss.
Currency risk
Currency exposure arises in connection with payment flows in foreign currency
(transaction exposure) and with the translation of foreign subsidiaries’ income statements and balance sheets to SEK (translation exposure).
Transaction exposure – The Nobina Group is exposed to exchange rate movements on its bond loan, which was raised in an amount of EUR 97 million. A weakening of the SEK by 10% against EUR would increase the groups interest expense
by SEK 8 million per year and would affect profit through an increase of SEK 97
million in the face value in Swedish kronor, which is recognized as an unrealized
foreign exchange loss until actual repayment of the bond loan takes place. The
Group’s finance policy states that currency exposures can be hedged.
NotE 29
Raw material risk
The Group is exposed to movements in prices of raw materials through its purchases
of diesel. The raw material price accounts for barely half of the total diesel price and
the remainder pertains to taxes, transports and refinement. Through revenue indices
in its contracts with public transport authorities in regional traffic, the Group is
partly compensated for fluctuations in diesel prices. According to internal calculations, this index compensation reduces exposure to diesel price fluctuations by close
to 93%. Based on the budgeted diesel consumption and the calculated index compensation, an increase of the raw material price of 10% would increase the net diesel
expense by approximately SEK 5 million for one fiscal year (excluding effects of
diesel derivatives).
Inflation
Since the terms of the contracts include compensation for costs through the agreed
indices (including inflation), which do not exactly track the cost trend in the industry, full compensation is not received for cost increases since the industry’s costs are
rising faster than the amount of compensation received through indexation from
the public transport authorities.
Financial instruments
Group
Financial assets, SEK M
Carrying amount
Feb. 28, 2011
Feb. 28, 2010
Non-current receivables
1
18
Trade receivables
441
491
Other receivables
62
71
Restricted cash and cash equivalents
Cash and cash equivalents
110
141
225
331
4
-
843
1,052
Financial assets measured at fair value
through profit or loss
Diesel derivatives, other receivables *
Group total
* Fair value is determined in accordance with prices listed on an active market,
corresponding to the so-called level one in IFRS 7.
Group
Financial liabilities, SEK M
Receivables from Group companies, interestbearing
Other receivables
Restricted cash and cash equivalents
Cash and cash equivalents
Feb. 28, 2010
480
361
5
3
30
33
9
66
Financial assets measured at fair value
through profit or loss
Diesel derivatives, other receivables *
Group total
Carrying amount
Feb. 28, 2011
Feb. 28, 2010
3,559
3,331
Trade payables
389
389
Other liabilities
134
113
-
-
4,082
3,833
Financial liabilities measured at fair value
through profit or loss
Feb. 28, 2011
4
-
528
463
* Fair value is determined in accordance with prices listed on an active market,
corresponding to the so-called level one in IFRS 7.
Other financial liabilities
Interest-bearing liabilities, loans
Carrying amount
Parent Company
Financial assets, SEK M
Loans and accounts receivable
Loans and accounts receivable
Group total
The Group is also exposed to exchange rate movements through its purchases of
diesel, which is traded in the international commodities markets in USD. This
currency risk can be hedged by entering into diesel derivatives in local currency.
Also refer to the section under “Raw material risk”.
Translation exposure – Nobina AB’s and Nobina Europe AB’s currency exposure
on translation of foreign subsidiaries is normally not hedged.
Fair value
The carrying amounts of financial assets and liabilities essentially correspond to
their fair values; apart from the bond loan; see below.
Fair value is determined on the basis of official market quotes on the balance sheet
date. If none such exist, fair value is determined through discounting of future cash
flow to the listed market interest rate for the respective maturities or through some other
method deemed to provide the best estimation of fair value in each individual case.
Translation to SEK occurs at the exchange rate prevailing on the balance sheet date.
Carrying amount
Parent Company
Financial liabilities, SEK M
Feb. 28, 2011
Feb. 28, 2010
Other financial liabilities
Liabilities to Group companies, interest-bearing
38
1
Trade payables
9
24
Other liabilities
1
-
Financial liabilities measured at fair value
through profit or loss
Group total
-
-
48
25
In autumn 2009, the subsidiary Nobina Europe AB issued a bond loan in a nominal
amount of EUR 121 million. The interest yield on the bond capital is 9.125% per
year. Since the time of issuance, organized trading of the bonds has been conducted.
The traded fair value of the bonds indicates a value at least equal to the nominal amount.
Interest on the financial leasing liability is calculated on variable interest rates
with an unchanged credit margin, which means that the recognized value of the
liability agrees with the fair value.
NOBINA | annual report 2010/2011 91
accounts: notes
NotE 30
Related party transactions
Funds managed by Bluebay Asset Management, Fidelity Funds, Avenue Capital,
Thames River Capital and Dynamic Credits Opportunity Fund, all participated in
the Exchange Offer in the 2009/2010 fiscal year, and used old bonds in an amount
of EUR 112.5 million in exchange for new bonds at a subscription rate of 92.5%,
which resulted in a new nominal amount for the loan of EUR 121.5 million. They
also received the offered subscription premium of 1%.
The new share issue in Nobina AB resolved by the Extraordinary General Meeting on June 4, 2009, comprising 202,276,500 shares at a price of SEK 4, was completed in full, thus contributing new capital of SEK 809 million to the company.
Following completion of the share issue, the Board of Directors of Nobina AB
decided to also redeem the company’s preference shares for SEK 639 million, including the accrued dividend of SEK 129 million. In connection with the new share
issue and the redemption of preference shares, funds managed by Bluebay Asset
NotE 31
Management have increased their holding of common shares, by exercising their
preferential rights to participate in the share issue and to use the proceeds from the
preference shares as payment for new common shares. Other major shareholders
who participated in the share issue were FidelityFunds, Thames River Capital, Avenue Capital, JP Morgan Securities and Dresdener VPV.
One (two) member of Nobina AB’s Board of Directors is appointed by Blue Bay
Asset Management. This member has not received any director fees in the capacity of
a Member of the Board.
Nobina AB has receivables of SEK 329 million (297) from Nobina Europe AB. Interest of SEK 36 million (7) was capitalized during the year. Parties related to the Nobina
Group are major shareholders, bond holders, senior executives and Group companies.
With regard to other remuneration of the Board of Directors and senior executives,
refer to Note 7.
Exchange rates
Average
March 1, 2010
–Feb. 28, 2011
Exchange rates
Closing day exchange dates
March 1, 2009
–Feb. 28, 2010 Feb. 28, 2011
Feb. 28, 2010
EUR
9.3472
10.4977 8.818
9.7315
NOK
1.1748
1.2221 1.1365
1.2085
DKK
1.2549
1.4101 1.1825
1.3075
NotE 32
Events after the balance-sheet date
No significant events have occurred after the balance-sheet date.
Stockholm April 26, 2011
The Board of Directors and the President give their assurances that the Annual Report was prepared in accordance with Swedish GAAP and that the consolidated financial statements were prepared in accordance with international accounting standards, IFRS, as adopted by the EU ordinance of July 19, 2002 concerning the application
of international accounting standards, and that they provide a fair view of the development of the Parent Company’s and the Group’s position and earnings, and that the
Administration Report gives a fair impression of the development of the Parent Company’s and the Group’s operations, position and earnings, while also describing the
significant risks and uncertainties facing the companies included in the Group.
The Annual General Meeting on May 23, 2011 will resolve on the adoption of the Parent Company’s and the Group’s income statements and balance sheets.
Jan Sjöqvist
Chairman of the Board
Rolf Lydahl
Jan Sundling
Ragnar Norbäck
President
Our auditors’ report was issued on April 29, 2011
Ernst & Young AB
Erik Åström
Authorized Public Accountant
92 NOBINA | annual report 2010/2011
Thomas Naess
Birgitta Kantola
Auditors’ report
Auditors’ report
To the annual meeting of the shareholders of Nobina AB
Corporate registration number 556576-4569
We have audited the annual accounts, the consolidated financial statements, the accounting records and the administration of the Board of Directors
and the President of Nobina AB for the year March 1, 2010–Feb. 28, 2011. The annual accounts and the consolidated financial statements of the
company are included in the printed version of this document on pages 56–92. The Board of Directors and the President are responsible for these
financial statements and the administration of the company as well as for the application of the Annual Accounts Act when preparing the annual
accounts and the application of international financial reporting standards IFRSs as adopted by the EU and the Annual Accounts Act when preparing the consolidated financial statements. Our responsibility is to express an opinion on the annual accounts, the consolidated financial statements
and the administration based on our audit.
We conducted our audit in accordance with generally accepted auditing standards in Sweden. Those standards require that we plan and perform
the audit to obtain reasonable assurance that the annual accounts and the consolidated financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and their application by the Board of Directors and the President and significant estimates made by the Board of
Directors and the President when preparing the annual accounts and consolidated financial statements as well as evaluating the overall presentation
of information in the annual accounts and the consolidated financial statements. As a basis for our opinion concerning discharge from liability, we
examined significant decisions, actions taken and circumstances of the company in order to be able to determine the liability, if any, to the company
of any Board member or the President. We also examined whether any board member or the president has, in any other way, acted in contravention
of the Companies Act, the Annual Accounts Act or the Articles of Association. We believe that our audit provides a reasonable basis for our opinion
set out below.
The annual accounts have been prepared in accordance with the Annual Accounts Act and give a true and fair view of the company’s financial
position and results of operations in accordance with generally accepted accounting principles in Sweden. The consolidated financial statements have
been prepared in accordance with the international financial reporting standards IFRSs as adopted by the EU and the Annual Accounts Act and give
a true and fair view of the Group’s financial position and results of operations. The statutory administration report is consistent with the other parts
of the annual accounts and the consolidated financial statements.
We recommend to the annual meeting of shareholders that the income statements and balance sheets of the Parent Company and the Group be
adopted, that the profit of the Parent Company be dealt with in accordance with the proposal in the administration report and that the members of
the Board of Directors and the President be discharged from liability for the financial year.
Stockholm April 29, 2011
Ernst & Young AB
Erik Åström
Authorized Public Accountant
NOBINA | annual report 2010/2011 93
Glossary and keY figures
Glossary
Airport shuttle Trips that enable connections
to and from airports.
Bid A traffic company’s offer in a procurement
process.
Change prices How much compensation changes
per bus hour or kilometers within the framework of
the free volume in a contract.
City transport Transport in a built-up area.
Concession Allocated right to uphold a monopoly
in a geographic area and which comprises all rights to
provide public transport. In Sweden, since the public
transport authority reform in the 1980s, the state
allocates concessions to clients (municipalities and
county councils), which in turn provide public transport services through contracts with traffic companies. These contracts are procured in accordance with
the Public Procurement Act.
Concession contract A form of contract
between a traffic company and a client (municipality/
County council) that was usual prior to the public
transport authority reform and which, in parts,
continues for a transitional period. Under these
contracts, the traffic company undertakes all aspects
of the transport assignment, including the sale of
services to passengers.
Customers Passengers that use Nobina’s services
regardless of whether they pay for the trip themselves
or via a public transport authority.
Euro 1–Euro 5, EEV Various generations of
emission classes for diesel engines.
Express route A longer route on main roads that
Key figures
Interregional traffic Nobina’s definition of
traffic conducted completely on the initiative
of a traffic company without restrictions or subsidies
from authorities.
AVERAGE NUMBER OF EMPLOYEES
Net cost contract A contract in which the
Number of sold passenger kilometers divided by driven
kilometers.
client compensates the traffic company on the basis of
ticket revenues and subsidies from a given production
volume determined in advance. Compensation to
the traffic company is thus based on demand, while
the client controls the offering.
PrincipAL A municipality or county council
allocated concessions by the government to provide
public transport through public procurement of
services from traffic companies.
Public transport Transport services provided
for the public in which people travel together.
EBIT
Operating profit before net financial and taxes.
Shareholders’ equity as a percentage of total assets at the
end of the fiscal year.
Regional transport Transport outside and
NET INVESTMENTS
between built-up areas in a county.
traffic company and a client for the provision of transport services within the framework of a publicly procured traffic contract, in which compensation is
based on gross, incentive and net agreements.
94 NOBINA | annual report 2010/2011
Profit for the year adjusted for dividends on preference
shares and potential ordinary shares divided by the
average weighted number of common shares.
traffic procured from a public client.
production volume within the framework of the
contract.
remuneration in accordance with a basket of
weighted and predetermined indexes intended to represent important cost elements for the traffic companies, such as salaries, fuel and maintenance, and
which occurs at predetermined intervals.
EARNINGS PER SHARE, FULLY DILUTED
Regional traffic Nobina’s name for
Traffic assignment A contract between a
Indexation Adjustment of the contract-based
Profit for the year adjusted for dividends on preference
shares divided by the average weighted number of
common shares.
EBT
Free volume The client’s right to change the
tract contains to a larger or smaller degree a compensation component that is variable and depends on
the number of passengers.
EARNINGS PER SHARE
In conjunction with the public transport authority
reform in the 1980s, the government took over the
right to allocate concessions from the municipalities
and county councils. Previously, municipalities and
county councils allocated concessions to traffic companies; today, the state allocates concessions to
municipalities and county councils (clients), which in
turn sign contracts with traffic companies for the provision of public transport services. These contracts
are procured in accordance with the Public Procurement Act.
Subcontractor A player assigned by the traffic
company to assist in the provision of transport services.
Incentive contract Normally a gross cost con-
DEGREE OF UTILIZATION
Public transport authority reform
provides faster transport through several counties
without more stops.
Gross cost contract A contract in which the
traffic company’s revenues comprise fixed remuneration for production costs based on a predetermined
production, with route network, timetable and a
number of other requirements as the base. Compensation is based on the number of hours, kilometers,
buses or a combination of these.
The number of hours paid divided by normal working
hours for a full-time employee.
traffic company A company that provides
traffic in accordance with a given contract through
a contract with a client.
Traffic contract A publicly procured contract
for the provision of transport services between a
traffic company and a client. The contract normally
applies for five to eight years and is based on gross,
incentive and net agreements.
Traffic planning Planning of use of resources
(vehicle and driver) to conduct transport services in
the most efficient manner possible in accordance with
the traffic assignment.
Income before tax.
EBITDA
Operating profit before depreciation and amortization.
EBITDAR
Operating profit before net financial items, tax, depreciation and amortization, earnings from sale of fixed assets
and operating leasing expenses for buses.
EQUITY/ASSETS RATIO
Acquisition cost of investments in fixed assets less sales
value of divested fixed assets.
YIELD
Revenue per driven kilometer.
branschtermer och nyckeltal
Addresses
Annual General Meeting
of Nobina AB
Nobina AB
Armégatan 38
SE-171 71 SOLNA
Nobina Danmark A/S
Malervangen 9
DK-2600 GLOSTRUP
Nobina Europe
Holding AB
Armégatan 38
SE-171 71 SOLNA
Nobina Norge AS
Schweigaardsgate 14
N-0185 OSLO
Nobina Europe AB
Armégatan 38
SE-171 71 SOLNA
Nobina Sverige AB
Armégatan 38
SE-171 71 SOLNA
Nobina Finland Oy Ab
Klovinpellontie 5
FIN-02180 ESPOO
Swebus Express AB
Armégatan 38
SE-171 71 SOLNA
Nobina Fleet AB
Armégatan 38
SE-171 71 SOLNA
THE SHAREHOLDERS OF NOBINA AB ARE HEREBY INVITED TO
THE ANNUAL GENERAL MEETING ON MONDAY, MAY 23, 2011,
AT 2:00 P.M. AT THE COMPANY’S PREMISES, ARMÉGATAN 38,
SOLNA, SWEDEN.
Entitlement to participate in the Annual General Meeting
Shareholders who wish to participate in the Annual General
Meeting must be registered in the shareholders’ register
maintained by Euroclear Sweden AB on May 17, 2011.
The shareholders are also asked to notify Nobina of their
attention to attend:
by post to Nobina AB, Armégatan 38, SE-171 71 Solna,
Sweden, fax to +46 (0)8 546 300 55 or e-mail to
[email protected], no later than May 17,
2011 before 4 p.m.
When registering, please notify the shareholder’s name, address,
telephone number (daytime), personal ID or corporate registration number, number of shares held and any attending advisors
or representatives.
Production: Vero Kommunikation AB
Graphical production: Griller Grafisk Form
Photo: Peter Hoelstad, Karl-Johan Larsson,
Peter Ödén, Jan Sundberg, Per-Anders E Hurtigh,
Photography agencies: Johnér and Folio.
Print: Åtta45, 2011
NOBINA | annual report 2010/2011 95
nobina AB
Armégatan 38
SE-171 71 Solna
PHONE +46 8 410 650 00
www.nobina.com