1
Annual Report
2021
Ice Group ASA Annual Report 2021
2
Index:
Letter from the CEO 4
This is Ice Group
7
Board of Directors’ report
9
Sustainability report
16
Corporate governence statement 41
Financial statements for the Group
46
Financial statements for the Parent Company
91
Responsibility Statement
101
Definitions 102
Ice Group ASA Annual Report 2021
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Ice Group ASA Annual Report 2021
4
2021 has been a demanding year for the company in several
ways. We have faced a continued Covid-19 pandemic and a
very challenging refinancing process that has been handled
admirably by our employees, maintaining operations and
securing high regularity and service towards our customers.
I am proud to call them my colleagues.
Ice has continued its growth journey in 2021 and it is
rewarding to experience that our key operational
parameters are strengthened throughout the year.
Revenues and EBITDA results developed positively
throughout the year, the network continued to grow, and
we delivered several new products to our customers during
the year.
For mobile phone customers, we continue to grow the
subscriber base and gained market share every single
quarter and reached 12% by the end of 2021. Ice continues
to see positive results from our customer centric approach,
with improved NPS score and reduced churn.
On 15 November 2021 “NiceMobil” was launched. This is to
our knowledge the first fully digital only mobile concept in
the market. The fully digital concept of NiceMobil allows for
very competitive price points as all customer interactions
are digital and the concept is app based with eSIM only and
credit card payment to make user experience easier for the
customers. The initial response from the market is very
positive and the Nice concept is expected to allow us to
boost the subscriber growth rate and optimize value
creation going forward.
In 2021 Ice invested NOK 505 million and added 318 new
smartphone base stations on air, delivering on our mission
of building the third mobile network in Norway. The modern
Ice network has been rated as one of the top networks
globally when it comes to network quality.
We see that the increased coverage of our network is
improving the on-net share to new records as planned. The
average data on-net share for Q4 2021 was 91%, while the
average voice on-net share was 74%. This development
strengthens quality for our customers further and reduced
NRA costs for the company.
In September, Ice was awarded 80MHz of valuable
frequency blocks in the 3,600 MHz band in the national
frequency auction in Norway. The frequencies will be highly
valuable for the build-out of 5G and for securing the third
nationwide mobile network in Norway in the coming years.
In November we successfully switched on our commercial
5G offering in Oslo, and in the short term we plan to have
5G in the 4-5 largest cities in Norway.
We continue to grow market share in the Norwegian market
and added 55,000 new subscribers in 2021. Our digital sales
channels are delivering strong results, and in 2021 we also
saw record-low churn with only 21% for the year. Our
efforts in improving customer experience are also showed
by Ice once again winning the award for the best customer
care in mobile in Norway.
We are also pleased to see that we continue to see a positive
development in sales per customer, with an underlying
positive growth in smartphone ARPU to 230 NOK for 2021.
In June, Ice announced a summer campaign together with
streaming service Strim, offering free streaming and Data
Freedom throughout the summer. We also launched a
Family package with included insurance for ID theft and safe
e-commerce. These products are the first steps into value
added services for Ice, and products like these are intended
to improve customer loyalty, sales and ARPU going forward.
In parallel with building our position in the Norwegian
telecom market, we have in 2021 also worked on a
refinancing process. The refinancing process has been
challenging due to the complex capital structure and
different creditor preferences. The board and management
of Ice have received and evaluated offers and proposals on
several different transaction structures from different
investor groups. The goal has been to maximize all
stakeholder value in this process. Following this process, in
February 2022 Ice decided to enter into an agreement with
Lyse regarding the sale of all operating assets and
companies in the group. This process has not impacted the
operations of the business or our relationship with
customers or suppliers and it will enable the continued
development of the third mobile network in Norway and
strengthening the overall telecom infrastructure.
With an ongoing pandemic and the challenging refinancing
process, the organization has been faced with more
challenges than just developing our business and winning
new customers. I would like to give credit to each and
everyone for making very important contributions during a
demanding year. Ice has now delivered 27 consecutive
quarters of smartphone subscription growth and I remain
confident that we will continue to win market share and
grow the business further in the next phase of the
company’s journey.
EIVIND HELGAKER
CEO
Letter from the CEO
Ice Group ASA Annual Report 2021
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Ice Group ASA Annual Report 2021
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NOK million
2021
2020
Total service revenues
2,109
1,910
Smartphone service revenues
1,786
1,593
NRA cost
-195
-441
NRA cost as share of smartphone service revenues 11% 28%
EBITDA adjusted
380
41
EBITDA adjusted – margin
16%
2%
Net result for the period
-961
-974
CAPEX excluding contracts with customers 505 666
Cash flow for the period
-397
-411
No. of smartphone subscriptions, thousand
694
639
No. of mobile broadband subscriptions, thousand (Norway)
67
78
Smartphone ARPU (Average Revenue Per User – in NOK) 230 228
Smartphone churn (annualised)
21%
25%
Smartphone base stations in service
3,205
2,887
Average data on-net share
90%
84%
Average Voice on-net share 71% 50%
2,319 mnok 380 mnok 694,000
Total revenues EBITDA adjusted Smartphone subscribers
+11% yoy +339 mnok +55,000
Ice Group ASA Annual Report 2021
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Sustainability
report 2021
Ice Group ASA Annual Report 2021
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The focus and importance of sustainable business
development has never been higher than in the past year.
A decade or so ago, the term sustainability was a term that
many companies had a relatively distanced relationship to.
Today, having sustainability fully integrated in companies’
business models is a prerequisite to attract employees,
customers and investors. In 2021 we have seen a continued
impact of the Covid-19 pandemic, the publication of the
IPCC report and gradually more expectations from
customers and authorities to us as a business.
As a telecom operator we deliver critical infrastructure and
services for the society we operate in and on behalf of. We
understand the expectations and obligations this put on us
as a company. It is a responsibility we carry with pride and
the utmost respect.
The same for goes for sustainability. We are proud to take
on this responsibility too. It is an undisputed fact that our
operations have an impact on our surroundings and this is
something I see as an opportunity to drive the development
in the right direction. Because by having a conscious
approach to how to manage this impact, we
can make the world, our local society and workplace a
better place.
This is Ice Group’s second sustainability report. We hope it
gives you an understanding of what is important to us as a
company, both from a sustainability and business
perspective. We genuinely believe business and
sustainability are interwoven, to the benefit of both the
company and the world that surrounds us. We focus on the
most material topics that are most important to us and our
stakeholders:
• A good working environment and an attractive
employer
• Climate-friendly operation and responsible
consumption
• Ethics and responsible business culture
In this report we present status on these topics. We have for
this report for the first time included a carbon footprint
accounting for the Group. Throughout 2022, we will further
increase our sustainability efforts within our defined topic
areas and identify how we should report on progress in
future sustainability reports from Ice Group.
Eivind Helgaker
CEO of Ice Group ASA
Letter from the CEO
Ice Group ASA Annual Report 2021
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About this report
This is Ice Group’s second sustainability report and covers
the period from 1 January to 31 December 2021. In this
report, “Ice Group” refers to both Ice Group ASA and its
subsidiary companies.
Our ambition for this report is to be transparent and share
our approach, performance, progress and targets for our
sustainability efforts. Ice Group publishes sustainability
reports on an annual basis; and the next report will be
published together with the 2022 annual report.
This report is inspired by the GRI Standards and the
Euronext Guidelines for Environmental, Social and
Governance (ESG) reporting.
The report has been approved by the Board of Directors
(the Board). It is not quality assured by an external body.
For questions about this report and its content, please
contact Ice Group’s Head of Investor Relations Espen
Risholm, ir@ice.no.
About Ice Group
Ice Group is a telecommunications company with a
nationwide network in Norway. The company operates a
pure data (4G and 5G) mobile network, providing
smartphone, m2m, IoT and mobile broadband services to
B2C and B2B customers.
The company is a mobile network operator with a customer
centric business model. Ice Group’s operations are lean and
digital-first so that it can deliver an exceptional customer
experience at low cost.
Ice Group believes in customer centricity. The company
strives to understand what really matters to its customers
in each market and utilises that insight to drive everything
it does. The company believes in establishing differentiation
through creating an emotional connection with our
customers to drive cost-effective growth.
The company also believes in the future of mobile data. By
acquiring low band spectrum and building 4G and 5G
networks, Ice Group aims to deliver mobile data at the
lowest unit costs while simultaneously building future-proof
networks.
Ice Group operates in Norway through the well-established
Ice brand and the new mobile e-SIM concept NiceMobil. Ice
is Norway’s third largest mobile network operator and
provider of voice and wireless data services, challenging the
two incumbent operators. Ice is also Norway’s third largest
provider of wireless broadband services.
In 2021, Ice Group delivered revenues of NOK 2.3 billion,
with an adjusted EBITDA-result of NOK 380 million.
The company is headquartered in Oslo, Norway with 258
employees (246 FTEs). Including external resources, such as
dedicated people with contract suppliers and
subcontractors, Ice Group employed 394 people at year-
end 2021.
Ice Group ASA is listed on Euronext Expand in Oslo, Norway
(ticker: ICEGR).
Ice Group ASA Annual Report 2021
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Management approach to
sustainability
Sustainability is included in Ice Group’s strategy and The
Board of Directors is responsible for the sustainability
strategy and review performance. The CEO is responsible
for following up the implementation of the ESG strategy in
Ice Group. Ownership and management of all risks is
assigned to members of the corporate management, who
are responsible for ensuring the operating effectiveness of
the internal control systems and for implementing key risk
mitigation plans. Implementation is mostly handled by the
individual business units and is reported to the CEO/CFO
through quarterly business reviews and in corporate
management meetings.
Ice corporate governance requirements follows from the
Norwegian Accounting Act section 3-3 b (available at
www.lovdata.no), the Continuing Obligations (available at
www.euronext.com), and the Norwegian Code of Practice
for Corporate Governance, “NUES”, (available at
www.nues.no). Corporate governance is an important
element to secure that the interest of shareholders,
management and employees as well as other shareholders
are aligned. Ice sees corporate governance as an integral
part of our operations and believe that good corporate
governance is an important factor in securing our value
creation. Ice Group ASA provides its report on corporate
governance as part of the Report of the Board of Directors.
Ice Group ASA Annual Report 2021
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Stakeholder assessment
In a workshop during autumn 2020, Ice Group with
assistance from Price Waterhouse Coopers (PWC)
conducted a stakeholder assessment, determining the
most relevant stakeholders for Ice to focus on. The
assessment concluded with the following stakeholder
groups:
• Employees: Primary stakeholders that directly
affect or are affected by the company’s internal
policies and activities
• Owners: Primary stakeholders and directly affects
the company’s priorities and strategic direction
• Governments / authorities: Affect Ice Group
directly through defining and regulating the
regulatory framework that Ice Group must operate
within as a telecommunication operator
• Customers: Directly affect the company financially
and customer expectations contribute towards
setting Ice Group’s sustainability priorities
• Suppliers: Are directly economically affected by Ice
Group and indirectly affected by the company’s
focus on responsible business practices and the
expectations placed on them
• NGOs / civil society: Local communities are
indirectly affected by the company’s activities in job
creation, tax payment and environmental impact
Figure 1: Ice Group’s stakeholders
Table 1: Stakeholders’ expectations
Ice Group ASA Annual Report 2021
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Stakeholder dialogue
It is important for Ice Group to maintain an open and honest
dialogue with its main stakeholders. Such dialogue provides
valuable feedback and enables Ice Group to continue to
improve, to build trust and to enhance its reputation.
The company conducted stakeholder dialogue during
autumn 2020, speaking to key people in Ice Group who have
regular contact with and a good understanding of
Materiality analysis and focus
areas
Ice Group believes that a systematic approach towards
understanding and managing the company’s impact on
society and external stakeholders is a prerequisite for value
creation. The main steps in selecting the focus areas involve
identifying and understanding topics that are important to
our business strategy and to our stakeholders.
The focus areas and priorities made for this sustainability
report are mainly based on the stakeholder dialogue
conducted in autumn 2020, relevant document review and
a broader materiality analysis of areas where Ice Group and
its stakeholders believe the company can make an
important and sustainable impact.
The following methodology has been used to map Ice's
significant sustainability topics:
various stakeholders' priorities, including shareholders,
investors, analysts, employees, corporate and private
clients, and the authorities. Furthermore, the company has
held meetings and reviewed relevant documents from
business partners, shareholders, customers, investors, and
authorities. Other sources of information include an
assessment of media and industry reports.
Ice Group’s stakeholders are particularly interested in how
we handle environmental matters, governance, ethics and
anti- corruption measures and our corporate culture and
employee satisfaction.
• Interviews with Ice employees in various positions
to map which topics in sustainability are important
for internal and external stakeholders, including
the main owner, other investors, authorities,
customers and Ice's own employees.
• Review sustainability reporting and materiality
analysis for comparable companies to identify
topics that companies in the telecom industry
typically prioritise, and where comparable
companies have a significant impact.
The methodology is inspired by the GRI Standards, the most
widely used framework for sustainability reporting both in
Norway and globally. The identified KPIs are inspired by GRI
Standards' indicators and a survey of which KPIs other
companies use to measure the impact on similar
sustainability themes. These topics are believed to be
important for future progress and long-term value creation.
The outcome of the analysis is illustrated below:
Figure 2: Materiality matrix
Ice Group ASA Annual Report 2021
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Reporting on material topics
In the following chapters, the material sustainability topics a
nd Ice Group’s approach to each of them are discussed in detail,
specifically:
• Providing a good working environment and being an attractive employer
• Ensure climate-friendly operations and responsible consumption
• Promoting an ethical and responsible business culture
Ice Group ASA Annual Report 2021
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A good working environment
and an attractive employer
Our employees are our company’s most important assets.
The company operates in accordance with all applicable
laws and regulations concerning workers’ rights, and the
company’s internal guidelines on working environment and
workers’ rights are rendered in the Employee Handbook,
which also contains information on work regulations and
health and safety.
Following the Norwegian Working Environment Act, Ice has
established a working environment committee (WEC),
which regularly meets to discuss safety and environmental
matters and to monitor developments in safety, health and
welfare in the company. The company has appointed three
employee representatives that serves as board members
on Ice Communication Norge AS’ Board of Directors and
appointed a safety representative (Norwegian:
“verneombud”).
The employment is currently not regulated by a collective
bargaining agreement.
Trust and flexibility
How the workday is designed for the individual to
thrive and succeed
Ice Group wants to be an employer that makes it easy for
its employees to deliver the best possible work
performance and operational results. To achieve this, Ice
Group strives to create a working environment built on
mutual trust between the company and its employees. It
believes that trust and flexibility are fundamental to both do
a good job and be a great family member at home.
As a result, Ice Group has implemented a “24-hour person”
approach, which means that the workday in the company is
designed so that employees can work whenever they want,
wherever they want. Such an approach only works if the
business culture is based on trust instead of control. Ice
Group’s business culture is therefore largely centred on
human needs such as being seen and recognised.
To facilitate this trust-based culture, Ice Group has
developed an activity-based workplace, where the Oslo
headquarters are adapted to everyone’s work needs and
preferences. It means that each employee can tailor his or
her workday to how and where they perform their job best.
The company’s Oslo headquarters invites employees to
utilise customised meeting rooms, project rooms, creative
zones, quiet zones, reflection room, library, squares with
coffee shop and the possibility to:
• Exercise during working hours
• Juggling work and home life
• Subsidised car parking
• Bicycle parking and wardrobe with towel
arrangement
To maintain and strengthen this trust-based business
culture, Ice Group has implemented a number of processes
that aim to ensure alignment with the company’s values and
culture and continuously strengthen the company’s
operational performance. Such processes include:
• The company’s leaders are trained in trust,
relationships, flexibility and being conscious of the
"24-hour person"
• The company’s employees are trained to lead
themselves, whether they are in the office or at
home
• Processes to involve employees in strategy work,
both to ensure that the company’s strategy is right
and that all employees have an equally good
strategy understanding as the senior management
Ice Group believes that employees get pride and motivation
from helping to shape the workplace of the future. By
involving employees, they get the chance to implement the
plans they have been involved in developing themselves,
where they have the lead roles and dare to be ambitious
and courageous, both on behalf of customers and
colleagues. Ice Group receives regular feedback from
employees that this approach inspires and make colleagues
want to stay with the company.
The Ice Employee Handbook is available on the intranet and
provides information and guidelines supplementing the
employment contract and includes information on i.e.
policies and benefits. The Code of Conduct and Compliance
Manual are also available on the intranet. The Code of
Conduct summarises the standards of ethical business
behaviour required in all matters carried out during the
daily business activities of Ice and includes summaries of
reporting channels for possible violations of the Code of
Conduct. The responsibility for administering the Code rests
with the DNA Director.
The purpose of the Compliance Manual is to provide
employees/consultants with detailed information and a
Ice Group ASA Annual Report 2021
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series of policies regarding the professional and ethical
standards and compliance requirements of companies
within the Ice Group of companies. The Compliance Manual
includes the Whistleblowing Policy, the purpose of which is
to encourage the raising of concerns about matters
occurring within or related to the Compliance Manual.
To monitor progress within this area, Ice Group utilises both
internal measurements and external third-party analyses of
the company’s attractiveness as an employer. In accordance
with the Norwegian Working Environment Act, the company
monitors sick leave and staff turnover through internal
systems.
For both external and internal assessment of Ice Group’s
attractiveness as an employer, which is closely linked to its
ability to foster a positive and trust-based business culture,
the company is each year assessed by Great Place to
Work®. The latter utilises a methodology where it collects
and evaluates employee feedback and recognise those
companies that have a trusting and high-performing
workplace culture. In the past four years, Ice Group has
been on the top-10 list of Norway’s best places to work, and
for 2021 Ice came in at 4
th
place in Norway.
In total, Ice Group believes that all these activities lead to
reduced sick leave and build employee pride and workplace
loyalty. The sickness absence rate increased slightly in 2021.
However, the sickness absence rate is less than 2%, which
is very low in a Norwegian context. Ice Group provides
health insurance for all its employees.
Ice Group during Covid-19 – how the company adapted
through the pandemic
Ice Group experienced that the company’s existing culture
and mind-set, built on trust and flexibility, made the
transition to the Covid-19 situation relatively seamlessly.
Throughout the pandemic, the company has worked
systematically to make this new and unpredictable situation
as tolerable as possible for employees, by focusing on both
practical facilitations, ensuring sufficient and correct
information, and trying to create a sense of psychological
safety. Measures taken includes:
• More frequent townhall meetings / CEO briefings
• A colour system, with code green, code yellow and
code red to make it easy to communicate the
degree of actions to be taken with regards to the
level of infections at any given time
• Continuously adapting the office to the codes
mentioned above
• Offering screens and office chairs on loan to
employees on home office, also delivering the
equipment to the homes of some employees at
their homes
• Free face masks
• Free parking offered to the employees, plus
extended the amount of available car parking
spaces
• A psychologist offering training to employees in
self-management and self-care
• Giving every employee two hours “mandatory”
outdoor time each week, to make sure that they
prioritise daylight and fresh air
• Organised social, digital activities to engage the
employees, such as competitions, after work
activities, podcasts and Ice Awards
• Re-organised parts of the office to comply to the
new work situation, such as establishing a podcast
studio and supplying more big meeting rooms and
arenas with sufficient distance and infection
control measures, making it safer for colleagues
and teams to meet up
KPI 2019 2020 2021
Great place to work KPI Top 10 Top 10 Top 10 (#4)
Total sick leave 1.3 % 1.8 % 1.9 %
Staff turnover 8.3 % 5.5 % 14.5 %
Ice Group ASA Annual Report 2021
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Training and competence development
Focus on employee training and development
To attract, further develop and retain the best employees –
at all levels – Ice Group invests heavily in training and
competence development of its staff. In addition to subject
or competence-specific development measures, the
company also work systematically to improve employees’
ability to lead themselves. This is also as part of Ice Group’s
efforts to maintain a trust-based business culture for the
benefit of both individuals and the business as a whole.
Such ongoing initiatives include:
• Regular courses for all employees in managing
themselves and structuring their workday and
workload
• The staff journey in Ice – with focus on
opportunities
Ice Group make it clear to its employees that there are many
ways to engage in the workplace, and that the development
paths are varied. Amongst the development opportunities
Ice Group’s employees have are the following:
• Interdisciplinary work streams, safety
representative, employee representative, fire
protection aide, social group, training group, tour
group, interaction group, Ice ambassador
(representing the Ice culture and DNA to external
parties), course holder, manager, buddy, mentor
• Value Proposition Workshops, where employees
are regularly invited to participate in creative
processes and get external breakfast seminars or
relevant lectures and courses business previews
• Leadership training programme
• Interdisciplinary projects in the creative zone on
the 4
th
floor, where employees across departments
and fields of expertise are invited to enter
processes or other workshops that are centred
around the creative wall
• Design Sprints, which are quick workshops
designed for rapid innovation processes
• Departmental delivery descriptions
• “Ice Talks” or “Ice Talents”, where employees are
asked to contribute and be part of, which is a great
way to see people
• Microsoft training-courses (primarily digital) within
Microsoft 365: Teams, OneDrive, Cloud Storage,
One Note-Office apps (Excel, PPT)
• Own training page on the company intranet page
• A ninja network, which consists of resources in
each department that assist employees in
questions about Microsoft 365 and as a good-use
supervisor
• Ice learning portal, where all training and sources
of tutorials are gathered
• Inspirational talks and presentations delivered by
external speakers
• Development conversation – personal feedback
from your manager every six weeks
• Investment in competence and competence
mapping
• Personal development race – “me in Ice”
• Leadership development programme DiSC –
training in basic understanding of yourself in
interaction with others
• Pre-boarding in Ice
Ice Group has two main purposes for taking such an
extensive and systematic approach to competence
development in the workplace. Firstly, the company wants
to have employees who are growing and possess the right
skills to deliver on the company’s business strategy.
Secondly, because it is important for people to know that
they are moving forward, that they learn something new,
that they are evolving, and that they are seen as individual
contributors in a fast-growing company.
The company’s people development initiatives are
continuously evaluated through Officevibe, Great Place to
Work, one-to-one development and goal conversations
between leader and employee, and in department
meetings.
Ice Group ASA Annual Report 2021
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Gender equality and diversity
Ice Group is a diversity of people who create results
together
Ice Group has a strong focus on culture and recognition of
the human dimension in the workplace. In addition to being
recognised for what you contribute, the company is also
working to ensure that everyone is recognised for being
precisely who they are. In Ice Group there is room for
everyone!
In addition to following the Norwegian Working
Environment Act, Ice Group also operates in accordance
with the Gender Equality Act, which aims to protect against
discrimination based on gender, as well as the Anti-
Discrimination Act, which protects against discrimination on
the grounds of ethnicity, religion, disabilities or the like.
We work to promote equal treatment of all. Further, it is the
company’s position that different treatment or
discrimination based on person’s gender, race, colour,
national origin, age, religion, sexual orientation or any other
characteristic protected by applicable law is unacceptable.
Requirements to the work environment is set out in the
Code of Conduct and the Whistleblowing Policy is included
in the Compliance Manual.
Furthermore, Ice Group is committed to equal opportunity
for all qualified employees and job applicants. All
employment decisions (such as hiring, discipline,
terminations, promotions and job assignments) are based
on the company’s needs and an employee’s performance
and potential.
As a consequence, Ice Group is a company that consists of
more than 15 different nationalities, all of which contribute
greatly to the culture and DNA the company strives to
foster. Although Norwegian is Ice Group’s official working
language, the company attempts to facilitate for those who
speak other languages. For example, most presentations
used in meetings are created in English to enable all
colleagues to understand its contents. Ice Group respect
that its employees have different beliefs, and have, among
other things, rooms that also serve as prayer rooms.
Management roles within technology have historically been
male dominated. To ensure a healthy gender balance, Ice
has focused on increasing the number of women in key
positions, especially within technology roles. Ice Group
currently has female leaders in the current roles: head of
PMO, head of implementation, head of 24/7 operations
office, head of retail operations, head of strategy and new
business, DNA/HR director and General Counsel.
Salaries are also important, and the company will publish a
separate remuneration report ahead of the annual general
meeting. The company’s salary philosophy is based on the
principle that it should always pay the right salary for the
right role. The company pays for the skills and experiences
it requires to be competitive and pay more for roles that
contribute exceptionally towards growth in the company, or
in connection with key expertise with limited availability in
the market. As of end-2021, the average salary level for
female employees is 5.36% lower than average salary level
for male employees.
In 2021 the company has encouraged all employees to
evaluate Ice’s standing regarding culture, inclusion and
diversity through Equality Check (www.EqualityCheck.it
),
aiming to accelerate equality in the workplace. The
company’s score overall is 4.5 where 5 is best score. Highest
score in area of inclusive culture, recommended company
and no unwanted sexual attention. Ice will continue the
work to further strengthen values and initiatives related to
culture, inclusion and diversity.
In Ice Group’s annual employee satisfaction survey
performed by Great Place to Work
(www.GreatPlacetoWork.no
), where the company uncovers
actionable insights and identify its company culture, Ice
Group also asks questions regarding equality and diversity.
The feedback and insight received through these surveys, is
actively used to both improve or amplify current culture and
the way the company prioritises.
In Norway, where Ice Group has its operations, the parental
benefit period consists of a maternal quota of 15 weeks, a
paternal quota of 15 weeks, a period of three weeks before
the due date for the mother and a joint period of 16 weeks
– in total 49 weeks. The company pays full salary to
employees on parental leave.
Based on the Norwegian Activity Duty for employers
(Aktivitets- og redegjørelsesplikten, ARP), the company is
reporting the following employee data (data for Ice
Communication AS):
Ice Group ASA Annual Report 2021
27
Number of men and women in total and per position level:
2019 2020 2021
Men Women Men Women Men Women
Organisation total 168 52 162 60 153 75
Employee 140 37 134 43 125 58
Non-executive level management 21 13 21 16 21 16
Executive level management 7 2 7 1 7 1
Board of Directors 2 2 2 2 2 2
Permanent, part time and temporarily hired employees:
2019 2020 2021
Men Women Men Women Men Women
Number of permanent employees 168 55 162 60 153 75
Part time employee 0 0 0 0 0 0
Temporarily hired 0 0 1 1 2 1
Number of weeks average parental leave:
Number of weeks average parental leave 2019 2020 2021
Women 8.1 weeks 33.4 weeks 26.6 weeks
Men 9.8 weeks 9.9 weeks 9.2 weeks
Salary:
Employee Manager 1 Manager 2
Top
management
2019
Average salary men
675 299
924 900
803 280
1 635 205
Average salary women 676 056 803 500 760 888 1 289 009
2020
Average salary men
702 604
1 037 016
843 077
1 680 581
Average salary women 695 021 966 750 818 421 1 314 789
2021
Average salary men 704 857 1 125 911 918 787 1 720 376
Average salary women
676 390
1 029 603
850 044
1 300 000
Ice Group ASA Annual Report 2021
28
Newly hired employees and employee turnover:
2020
2021
Men
Women
Total
Men
Women
Total
Total number of newly hired
employees
24 13 37 11 14 25
Avg. age:
39,3
Avg. age:
37,7
Avg. age:
38,8
Avg. age
31,8
Avg. age:
33,7
Avg. age:
32,8
Number of employees who have left
the company
7
5
12
15
26
41
Avg. Age:
37,6
Avg. Age:
37,8
Avg. Age:
37,6
Avg. age:
36,6
Avg. age:
39,5
Avg. age:
38,4
Age distribution:
2020
2021
Under 30 30-49 50+ Under 30 30-49 50+
Organisation total 21 177 33 25 168 35
Board of Directors (BoD)
0
0
4
0
1
3
Executive level management
0
8
0
0
8
0
Non-executive level management
0
32
5
0
32
5
Responsible working conditions in the
supply chain
A robust system for monitoring the supply chain
Ice Group seeks an open and transparent relationship with
its suppliers and partners. Suppliers are expected to adhere
to Ice Group’s business ethics and values, including the
company’s standards for health and safety, human and
labour rights, environment, quality management, business
integrity, and corporate social responsibility, as well as
being competent and trustworthy.
Ice Group’s standards and expectations to health and safety
also extend to its suppliers. Currently, Ice Group’s main
supplier is Nokia, who is in charge of building Ice Group’s
mobile network on both 4G and 5G. Nokia and its
subcontractors operate within a solid health and safety
planning framework that is based on Norwegian legislation.
To ensure that the network build-out is conducted in line
with Ice Group’s health and safety standards, the company
conducts the following activities:
• Weekly status meetings with Nokia where health
and safety is an agenda topic every week
• Quarterly health and safety meetings with Nokia
and all its subcontractors
Ice Group’s vision is zero harm to people, assets and the
environment. Health and safety is a responsibility that
requires continuous effort and is a natural part of the Ice
Group’s daily operations. The company has no records of
accidents or injuries in recent years and has therefore not
deemed it necessary to take special measures in this area.
KPI 2019 2020 2021
Lost time incidents 1 2 0
Fatalities 0 0 0
Ice Group ASA Annual Report 2021
29
Goals and targets: A good working environment and an attractive employer
2021 goals
Status
2022 goals
Continue to promote gender equality
and diversity throughout the
organisation.
Completed: A new initiative,
Equalice, was established in 2021 to
further promote gender equality and
diversity throughout the
organisation.
Increase the number of women in
management roles.
Achieve top-10 status in ‘Great place
to work’ survey.
Completed: For 2021, Ice came in at
4
th
place in GPTW in Norway.
Achieve top-10 status in ‘Great place
to work’ survey.
Zero lost time incidents and zero
fatalities.
Completed: Ice had zero lost time
incidents and zero fatalities in 2021.
Zero lost time incidents and zero
fatalities.
Continue to provide training and
development for employees.
Completed: In 2021 the ice
leadership training programme
continued with two new classes and
the company continue to further
develop its other development
programmes.
Complete at least two new classes of
the Ice leadership training
programme.
Carry out a risk assessment for
suppliers, focusing on HSE
specifically.
In progress: In 2021 Ice started
planning the work related to the
different documents in the supplier
risk assessment, the work will
continue in 2022.
Carry out a risk assessment for
suppliers, focusing on HSE
specifically.
Ice Group ASA Annual Report 2021
30
Climate-friendly operation
and responsible consumption
Ice Group’s business activities have both direct and indirect
environmental impacts. The company’s main impact on the
environment is through energy use, building of new masts
for base stations, and some waste generation.
Ice Group does not manufacture own products, but is a
reseller of other manufacturers products, for example
mobile phones. Additionally, Ice Group is building its first
smartphone network, meaning that the company does not
have to replace existing legacy network and equipment. A
lean and cost-effective digital operation also contributes to
a reduced environmental footprint from Ice Group.
Management of environmental waste
Good systems for receiving and disposing of
environmental waste from customers (handsets and
routers) and from network build out (base station
equipment)
In the work of establishing a circular economy and waste-
free society, we must ensure both recycling and reuse of
both electronic equipment, as well as the materials from
which the equipment is built. Old and unusable equipment
can become part of the production of new technology.
Ice Group sells both mobile phones, mobile broadband
routers and builds a mobile network consisting of core
networks and base stations throughout Norway. At the
same time, Ice Group has had a long-term collaboration
with Nokia, who is committed to reusing and recycling
produced equipment that Ice deploys.
Waste, including discarded batteries, are disposed of
through Franzefoss and Serva AS, both of which are
certified for waste management by the Norwegian
Environment Agency (Miljødirektoratet). One of the
company’s main suppliers, Site Service, is certified
according to the Eco-lighthouse standard (Miljøfyrtårn), an
environmental management system for public and private
companies.
Ice Group can influence waste management through both
the online store and its own physical stores, as well as via
retail partners and the main supplier Nokia, which is
helping to expand the new mobile network. At the same
time, Ice Group’s own products such as Mobilbytte
(handset swap programme) can help give customers a
stronger incentive to repair the mobile phone instead of
throwing it away, as well as return the old before they buy
a new. All handsets that are returned are either sold as is
or upgraded to be sold.
Ice Group has both an online store, the possibility to shop
through customer services channels and five own physical
stores in the central eastern part of Norway and have plans
for more stores in the coming years.
Good contact with customers provides an opportunity to
ensure that the customer buys the right product for him or
her, since they have the right to return products in
accordance with the Consumer Purchase Act. That way, Ice
Group wants to reduce equipment returns due to wrong
purchases. If the customer for any other reason returns
equipment, it is important that it is either reused, resold or
refurbished by Ice Group or an external logistics partner.
Phones that are returned by customers are currently for
sale at One2cel on teleoutlet.no.
Ice wants to reduce the number of returns, as well as
continue to develop the possibilities for recycling, reuse
and repair. It has an economic upside while benefiting the
environment. Ice is also convinced that working in this way
will over time result in more satisfied and environmentally
conscious customers.
Ice Group measures how many mobile phones are
returned to the company from consumers that exercise
their right to return in accordance with the Consumer
Purchase Act. All returned telephone handsets that are
fully functionals, which is a prerequisite to exercise the
right to return, are re-sold.
In 2021, ice launched the new mobile concept NiceMobil, a
fully digital mobile concept. By removing the SIM-card
altogether, NiceMobil will reduce the waste and transport
related to changing operator.
KPI 2019 2020 2021
% of sold mobile handsets returned under Consumer Purchase Act 3.1 % 1.8 % 1.8 %
Share of returned mobile handsets that are reused 100 % 100 % 100 %
Ice Group ASA Annual Report 2021
31
Energy efficient operation
Modern infrastructure technology and a climate-
friendly office leads to less energy consumption
Using energy more efficiently and opting for renewable
sources is essential for combating climate change and for
lowering the organisation’s overall environmental footprint.
Energy consumption occurs primarily in powering Ice
Group’s network base stations and IT infrastructure and in
the form of lighting, heating, and cooling of the company’s
headquarter in Oslo, Norway. The headquarter in Nydalen
in Oslo is located in an energy efficient passive house that
is BREEAM (excellent) certified. The office has sustainable
solutions and materials, as well as delivery of
environmentally friendly energy, providing a modern and
climate-efficient building.
The ice network is a data only network, only producing 4G
and 5G. Legacy services on 2G is handled through a national
roaming agreement with Telia. The new ice network is
equipped with modern and efficient components.
Combined with only producing on 4G and 5G this is giving
the company an energy efficient network to operate.
Ice Group’s energy consumption increased in 2021
compared to 2020, as both the number of customers and
data usage per customer also increased. The energy
consumption per TB data produced decreased in the same
period.
Climate accounting
Ice Group started climate accounting in 2021 using
CEMAsys’ digital solution. A full overview can be found in
the separate climate report on the company’s website.
The information used in the climate accounting stems from
both external and internal sources and is converted to
tonnes of CO2 equivalents. The analysis is based on the
international standard “A Corporate Accounting and
Reporting Standard”, which has been developed by “the
Greenhouse Gas Protocol Initiative” – the GHG protocol.
This is the most widely used method worldwide for
measuring greenhouse gas emissions, and the ISO standard
14064-I is also based on this.
During 2021, Ice Group had a total greenhouse gas
emissions of 378 tonnes of CO2 equivalents (tCO2e).
Compared to 2020, this is an increase of 12%.
Ice Group has no company cars and does not use heating
oil and thus has no emissions in Scope 1.
The company’s Scope 2 emissions include electricity which
the company leases from Telenor and Telia, as well as data
that Ice's customers consume, converted to kWh. Leased
power is included in Scope 2. The consumption of electricity
increased from 31,001 MWh in 2020, to 35,750 MWh in 2021
(28.1%). Ice Group purchased guarantees of origin (OG /
REC) for parts of the reported electricity consumption in
2021, and emissions are estimated at 7,348.2 tCO2e using a
market-based approach.
Ice Group’s Scope 3 emissions includes business travel and
use of privately own cars for business purposes. The
number of flights, distributed domestically, in Europe and in
the world, has all had a clear decline during the reporting
period. In 2020, the emissions related to business travel
were 28.2 tCO2e, while in 2021 the emissions were 4.9
tCO2e.
In 2021, compensation was paid for 130 428.6 km for fossil
cars, compared to 191,630 km in 2020 (a reduction of
52.4%). Km compensation was paid for 36,305.4 km for
electric cars in 2021, compared to 68,968.8 km in 2020.
The number of train journeys in Norway was reduced by
67% compared to 2020. Train journeys in England and
Sweden were reduced by 100%, as it was not registered in
2021. 563.2 pkm was reported in 2020 for bus trips in
Norway, compared with 387 pkm in 2021 (a decrease of
31.3%). No bus trips were registered in Sweden in 2021, and
thus have an emission of 0 tCO2e.
The emissions associated with trains and buses are marked
with a line in the table below as the emissions are less than
0.1 tCO2e.
Finally, reported waste amounted to 33,500 kg in 2021,
divided into electronic and residual waste. This corresponds
to an emission of 0.7 tCO2e and is a reduction of 1.5%
compared to 2020.
Ice Group ASA Annual Report 2021
32
Key figures GHG Emissions (tCO2e)
Category 2020 2021 Change %
Electricity 279 357.5 28.1 %
Scope 2 emission 279 357.5 28.1 %
Business travel 115.2 39.5 -65.7 %
Waste 0.7 0.7 -1.5 %
Scope 3 emission 58.4 20.5 -64.9 %
Total emission 337.4 378 12.0 %
KPI:
kgCO2e per TB 4.8 4.3 -10.4 %
Climate risk assessment:
In order to reach the Paris climate agreement goal of limiting global warming to below 1.5°C, the world
will need to rapidly cut global emissions of greenhouse gases.
Climate risks include damage to vital infrastructure and utilities through the impact of more extreme
weather events. At the same time, the telecom industry’s technology have the potential to cut global
carbon emissions, reduce resource intensity, stimulate economic growth and deliver substantial social
benefits.
In Ice’ climate risk assessment the most material risks to Ice are as follows:
• Increased pricing of GHG emissions, and consequent cost increases
• Limited availability and/or cost increase of renewable energy
• Increased severity and frequency of storms and other extreme weather impacting
infrastructure
Ice have ambitions to conduct a thorough TCFD (Task Force on Climate-related Financial Disclosures)
climate risk assessment of both risks and opportunities in 2022.
Ice Group ASA Annual Report 2021
33
Electromagnetic radiation
Minimise electromagnetic radiation when operating
base stations
Today most people use a lot of wireless technology that
emits electromagnetic waves, also called radiation. These
technologies are found all around us through wireless
communication technology. Research shows that
electromagnetic radiation from wireless technology does
not pose a health risk, as long as the levels are below the
limit values.
It is important for a mobile operator such as Ice Group to
stay up to date on the latest research and have a good
dialogue with the authorities. The latest research and
measurements indicate that the exposure of the population
from wireless technology is far below the set limit values.
Based on current knowledge, there is no reason to assume
that the radiation impacts animal and plant life negatively.
All mobile phones and broadband routers must use
electromagnetic waves, when communicating with the base
station network. The mobile networks use frequencies in
the frequency range 450 MHz - 3.6 GHz. Electromagnetic
waves in this frequency range are called non-ionising
radiation, and do not have sufficient energy to ionise
(destroy) human tissue.
Our radio planners carefully consider where the antennas
should be placed to achieve the best coverage while at the
same time the radiation level is as low as possible where
people travel. The antennas are normally placed high in
masts, ceilings or facades to achieve long range, so that the
radiation level does not exceed guidelines and
requirements set by the Norwegian authorities: The
Directorate for Radiation Protection and Nuclear Safety
(DSA) and the National Communications Authority (NKOM).
DSA and NKOM work closely with other countries'
authorities and adhere to guidelines issued by international
cooperation bodies such as the World Health Organization
(WHO) and the International Commission on Non-Ionizing
Radiation Protection (ICNIRP).
If the roof antennas are placed so that operating personnel
in some cases have to pass in front of the antennas, the area
is normally marked with a notice prepared by DSA / NKOM
about which risk area one should avoid staying in over time.
The base station network automatically reduces the signal
strength from the user equipment (mobile phones and
broadband routers) and the antennas to as low a level as
possible in order to achieve optimal coverage while the
antennas do not interfere with each other. To take full
advantage of the new 5G network, it is important that 5G
base stations are built closer together than before. The
smaller the distance between the transmitters, the lower
the output power it is necessary to use, and thus the
radiation level becomes smaller. This means that the mobile
phones can also lower the output power and thus the
batteries will last longer.
Ice monitors the discussion that 5G radiation is more
negative for the environment than other types of mobile
radiation. In such discussions, we choose to be loyal to the
Norwegian professional authorities.
From time to time, Ice is in contact with neighbours, living
near base stations, who are concerned about radiation
levels in nearby areas. In such cases, the company either
hires or uses its own resources to carry out radiation
measurements. If we are ordered by NKOM to take special
measures such as moving or twisting antennas or reducing
the output power, we always do this, but such cases are very
rare.
Local environmental impact
Gentle development of infrastructure with a focus on
minimising damage to nature
Taking care of the local environment is becoming
increasingly important as society develops with ever more
infrastructure. It is therefore important that all parties
contribute to reducing the footprint, especially in green
areas or other similar outdoor areas. It is also important to
avoid creating unnecessary visual pollution in cities where
base stations can become numerous and clogged.
It is expected that there is mobile coverage everywhere,
both in the city, out in the woods and at sea. It requires large
amounts of fibre in the ground, base stations and not least
mobile masts. With more than 3,000 base stations, Ice
Group has a significant footprint in Norway. In 2021, Ice
Group installed 318 new base stations throughout Norway
as well as increasing the company’s share of co-located base
stations with other operators, thus completing the 2021-
goal of installing between 300 and 500 new smartphone
base stations.
Ice Group ASA Annual Report 2021
34
Where Ice Group has the opportunity, the company will co-
locate with other operators, or utilise buildings, silos or
other existing infrastructure to avoid building new masts.
Where Ice Group builds its own masts, it offers other
operators to place their equipment if they request it and
there is room in the mast. Ice has a good dialogue with both
public and commercial property managers, and the
different transport authorities to gain access to existing
infrastructure.
KPI 2019 2020 2021
Number of base stations 2,217
2,914
3,218
% of Ice Group base stations co-located with other operators 37.3 % 44.8 % 45.6 %
Number of newbuild Ice Group masts 1
2
2
Goals and targets: Climate-friendly operation and responsible consumption
2021 goals
Status
2022 goals
Install between 300 and 500 new
smartphone base stations in Norway
and co-locate with other operators
wherever possible.
Completed: ICE installed a total of 318
new smartphone base stations across
Norway in 2021 and also managed to
increase the share of co-located base
stations from 44.8% in 2020 to 45.6% in
2021.
Increase the 5G network coverage
further by adding bands to existing
base stations and limiting the
construction of new base stations.
Start climate accounting on scope 1,2
and 3.
In progress:
The company has in 2021
started climate accounting on Scope 1,
2 and 3 by utilising CEMAsys’ reporting
solution.
Further developing the climate
accounting, giving more details on
Scope 3 emissions.
Further reduce electronic waste.
Completed: In 2021 Ice had 0.9 tons of
electronic waste, a reduction from 1.0
tons of electronic waste in 2020.
Further reduce electronic waste.
NEW.
Complete a TCFD assessment on
climate risk.
Ice Group ASA Annual Report 2021
35
Ethics and responsible
business culture
Ice Group is committed to ensuring that all its activities
comply with or exceed the standards of the jurisdictions in
which it conducts its business.
Ethics and compliance
The company’s reputation for honesty, integrity and
professionalism is its most valuable asset, which it
aims to maintain and protect at all times, and is
dependent upon the good judgment, ethical standards
and personal integrity of every individual in the
company.
It is the obligation of Ice Group employees to conduct
themselves in a manner to ensure the maintenance of these
standards. Such actions and conduct will be important
factors in evaluating an employee’s judgment and
competence, and an important element in the evaluation of
an employee for promotion. Correspondingly, insensitivity
to or disregard for the principles of the Ice Group’s
professional and ethical standards will be grounds for
appropriate disciplinary actions.
Compliance requires adherence to laws, regulations and Ice
Group’s compliance policy documents. The company works
systematically to ensure implementation and has
established a governance structure defining roles and
responsibilities throughout the group.
The company’s ethical guidelines are outlined in the
Compliance Manual and Code of Conduct to which all
employees have received introductory training. The
Compliance Manual and Code of Conduct are subject to
annual review and is approved by the Board of Directors at
least annually. The company has appointed the general
counsel as compliance officer to oversee the
implementation of its Compliance Manual and guidelines.
Compliance in Ice is based on a clear governance structure
defining roles and responsibilities. Compliance risk and
mitigating actions are reviewed on an ongoing basis and are
also integrated in the annual risk review.
Ice Group has established an internal, cross-functional
governance workstream to ensure that compliance actions
and risks are integrated and followed-up in our day-to-day
actions.
The company’s compliance work is structured around its
annual compliance programme with specified compliance
actions for each quarter structured to ensure awareness
and striving to further increase the overall understanding of
compliance and risks for all employees. These efforts
include tone-at-the top messages, compliance workshops,
department workshops, group training for all employees
and consultants, training for specific departments and
functions that have compliance responsibilities, reminders
onto intragroup channels etc.
The general counsel is the compliance officer and reports to
the Audit Committee and the Board of Directors. The
general counsel participates in all Board and Audit
Committee meetings.
An independent third-party undertook a compliance
maturity assessment in 2018. At the end of 2019, the
independent auditor then reviewed follow-up of the
recommendations from 2019 which were found to all have
been completed. Ice Group tracks compliance actions
through the year, and report status and any non-
compliance items to the management on a regular basis
and furthermore report to our board of directors twice
yearly. Ice Group will also consider external review in 2022.
Ice Group has established a whistleblowing system as
further governed by its whistleblowing policy contained in
the Compliance Manual and as also described in the Code
of Conduct. Information on the whistleblowing channel and
policy is available on the intranet and information on this is
also regularly provided in town hall meetings and through
reminders on intragroup channels. The whistleblowing
system is available for use on a voluntary and anonymous
basis.
In 2021, Ice Group established an external whistle blowing
channel. Next steps include to communicate this to all
employees and make information publicly available on the
company’s internal website.
KPI 2019 2020 2021
Share of employees that has completed annual compliance training 100 % 100 % 100 %
Number of whistle blower cases 0 0 0
Ice Group ASA Annual Report 2021
36
Anti-money laundering, sanctions and
anti-corruption
The company is committed to ensuring that all its
activities meet or exceed the standards of the
jurisdictions in which we conduct our business.
Ice Group has a zero-tolerance to corruption and bribery.
Corruption undermines all sorts of business activities and
free competition, and it is prohibited by law in Norway,
which is considered a low-risk country in terms of
corruption. Corruption is destructive for the countries
involved and would erode Ice Group’s reputation, exposing
the company and the individual employee to considerable
risk.
The company’s Compliance Manual and Code of Conduct
contain separate policies on anti-bribery, anti-money
laundering and sanctions. As part of Ice Group’s risk review,
the company considers higher risk areas for the company,
and as part of this risk review an extensive process for
counterparty due diligence has been implemented.
As a listed company, following legislation and regulations in
terms of anti-money laundering and anti-corruption is not
only our moral obligation but part of our license to operate.
The Anti-Money Laundering, Anti-corruption and Sanctions
Policy forms an integral part of our compliance programme
and has been implemented based on the company’s risk
review.
Extensive training to departments and functions who have
specific responsibilities under the policies have been
implemented to ensure knowledge and awareness. This is
also a focus area for the annual training and compliance
test and is regularly a theme for town hall meetings and
billboard/Teams reminders. The company’s Counterparty
Due Diligence Policy provides a stepwise guide for
conducting counterparty due diligence, and the company
also uses an external database provider to conduct
counterparty due diligence screening.
The policies and programme are managed by the General
Counsel and compliance officer, who is responsible for
programme design and annual planning. Progress is
regularly reported as part of the compliance reporting to
Audit Committee and the Board of Directors.
Responsible purchasing
Responsible sourcing consists of looking at what Ice
Group purchases beyond the more traditional aspects
of cost, quality and delivery time.
This is one of the strategic objectives for the company’s
procurement operations and means it considers
transparency, ethics, fair treatment of our suppliers /
partners guiding principles when sourcing products and
services across all purchasing categories.
Ice Group’s Code of Conduct specifies that customers,
suppliers, competitors and colleagues must be dealt with
fairly. Ice employees must at all times avoid manipulation,
concealment, abuse of confidential information,
misrepresentation of facts, or any other practice that could
be considered unfair dealing. The company is dedicated to
treating customers and suppliers honestly and fairly, and
sales and purchasing decisions should be based on price,
product quality, service quality and the consistency and
dependability of customer and supplier relationships
involved.
Towards the end of 2021, Ice Group established a Supplier
Code of Conduct that will be used as a mutual platform
when agreeing new contracts and partnerships. The
content of the Supplier Code of Conduct will be included in
all new contracts and partnerships with suppliers.
During 2021, Ice Group has continued to implement and
include the principles of its procurement policy into its way
of work. It has endeavoured to implement and follow the
processes laid down in the policy in the purchase of
products, services and commodities through the
development of 4 specific categories namely:
a) Networks: RAN, core and wireless equipment and
services
b) IT: IT platforms, services, software and equipment
c) Commercial: Media services, handset, accessories
KPI
2019
2020
2021
Share of employees who have completed training in anti-corruption and anti-
money laundering
100 % 100 % 100 %
Number of confirmed incidents related to money laundering and corruption 0 0 0
Ice Group ASA Annual Report 2021
37
d) Indirect: Finance and Legal services, consultancy
services
In addition to the above, the formal partner / supplier
management process introduced in 2020 has been
developed further and is in the process of implementation
with regular quarterly or bi-annual meetings with strategic
suppliers.
Privacy and data security
Customers are increasingly aware of and informed
about their right to privacy and expect that their
privacy is safeguarded. As a mobile service operator,
ensuring the right to privacy and the right to freedom
of expression of our customers is fundamental.
Compliance with privacy requires adherence to law and
regulations. Ice Group adheres to the EU General Data
Protection Directive (GDPR) and has implemented privacy
guidelines and policies and continue to work systematically
to ensure implementation throughout the group. The
company is also working to comply with the international
standard for information security ISO 27001.
Ice Group has established an operating model defining
roles and responsibilities under our different policies and
guidelines throughout the Group and has further
established a cross-functional privacy workstream that
includes privacy representatives from all the different
departments of the company to ensure that Ice is able to
identify and address privacy matters and ensure that
policies and guidelines are implemented in the first-line.
By having good internal control, guidelines and policies in
place, the company will ensure that it complies with the
requirements under the privacy legislation. Data privacy
forms an integral part of the company’s compliance
programme and it ensures awareness by providing
extensive training to departments and functions which have
responsibilities under the policies. This is also a focus area
for Ice Group’s compliance test and is regularly a subject for
our town hall meetings and compliance reminders that is
regularly published to intragroup channels. Ice Group will
continue to strive to not only comply with relevant privacy
regulations, but to meet the privacy expectations of its
customers.
The company’s privacy work is structured around its annual
compliance wheel with specified privacy actions for each
quarter, structured to ensure awareness and always striving
to further increase the overall understanding of privacy and
risks for all employees. In addition, the company has an
annual wheel for internal privacy audits. Furthermore, Ice
Group’s Code of Conduct specifically addresses data
protection for all its stakeholders. The company is
committed to respecting the confidentiality of the personal
information of all employees, staff contract members and
consultants.
In line with applicable regulations, Ice Group will only
acquire and retain personal data which is required for the
effective operation of Ice or required by law or regulation in
the places it operates. Access to personal records is limited
to personnel who have appropriate authorisation and a
clear business need for such information. Personal
information will not be provided to anyone outside of Ice
Group’s operations without proper authorisation.
The data security in the transmission networks is archived
by following the international cryptographic standards that
are defined in the communication standards. In addition,
Ice have chosen also to encrypt all communication on the
distribution network in order to secure the data when
transmitted on leased lines.
Security on internal systems is obtained by several methods
and is documented in internal policy and routines, and risk
evaluations are performed for all projects where PMO is
involved.
The security is regularly checked from out external experts
in addition that all inbound internet traffic is monitored for
malicious traffic. Through membership in the National
Cyber Security Agency, the company gets early warnings
and pre-alerts of cases that may affect our systems and
software.
The company’s Data Protection Officer map Ice Group’s
privacy actions through the year, and reports status and any
non-compliance items to the management on a regular
basis and furthermore report to our board of directors
twice yearly. Ice Group will also consider an external review
in 2022.
There have been no major security breaches during 2021.
Seven personal data breaches were reported to the
Norwegian Data Protection Authority, which has closed six
of the cases without a need for further explanation. Ice
Group has taken measures to deal with the vulnerabilities
and limit the consequences, as well as to reduce the risk of
this happening again. The remaining breach has been
Ice Group ASA Annual Report 2021
38
rectified and the company do not expect this to result in any
further actions from the authorities.
Quality and safety
Despite the fact that Norway is one of Europe's most
digitalised countries, its situation is unique in the EEA.
It is the only country that has only two nationwide mobile
networks – all other countries in the EEA have at least three.
Establishing a third mobile network has been a long-
standing policy objective, and the Norwegian government
has used regulation and other instruments to stimulate the
establishment of at least three competitive networks. This
also became a key goal in the white paper on consumer
policy in the spring of 2020.
There is no doubt that a third mobile network is important
for the country's security, as the consequences of increased
digitalisation and only two mobile networks with limited
redundancy are becoming increasingly challenging. More
and more socially essential services are being connected to
the mobile networks and the services’ dependence on the
mobile networks is increasing. Secure networks that can
withstand tougher weather conditions and cyberattacks are
a necessity to protect the economy, society and democratic
processes.
Establishing the third network has been a long-standing
policy objective in Norway. The third network is expected to
eventually bring down prices for mobile services, increase
innovation and make this critical infrastructure less
vulnerable to adverse events due to cyberattacks, technical
malfunctioning and bad weather. These positive effects of
the third network are likely to be further accentuated in the
future with the move to 5G, which is expected to lead to even
greater dependency on telecommunication networks.
(Source: ESA)
Society’s dependence on digital infrastructure is strong and
growing. There is no doubt that the many billions of
Norwegian kroners that have been invested in the country’s
digital foundation have already given an enormous return
to the society, even though it is difficult to measure all the
gains. It benefits everyone today, but also the next
generations can take over a country in even better
condition.
As with the foundation of any physical building, its condition
will determine what one can or dares to build on top of it.
With Ice Group and the third mobile network, Norway’s
digital foundation is strengthened, which allows for further
digitisation. The pandemic in 2020 and 2021 showed how
important digital infrastructure is, and the attacks in 2020
and 2021 on the National Assembly’s IT systems also
demonstrates how vulnerable our society is.
The dependency on a single hardware supplier for
networks, especially 5G, presents a security risk. The
Commission strongly recommends diversity of hardware
suppliers for 5G networks on a nationwide basis. Ice, on the
one hand, and Telia and Telenor, on the other, have chosen
different hardware suppliers for their networks. Therefore,
supplier diversity on a nationwide basis is best ensured with
the continued presence and expansion of Ice’s network.
Assuming a targeted attack on a particular piece of a
supplier’s hardware or software, or a non-intended design
error in a hardware component or in the software, the
reliance on any single supplier could lead to greater
technical risks for Norwegian mobile networks, with
potentially very serious consequences if the risk
materialises. (Source: ESA)
In February 2022, after the Russian invasion of Ukraine, ice
made it easier for customers stay in touch with friends and
family in Ukraine. Ice, as most other mobile operators in
Europe, decided to make SMS, phone calls and data to and
from Ukraine free of charge for all subscribers.
Development of new infrastructure that also ensures
increased supplier diversity can provide new opportunities
for further digitisation of products and services. At the same
time, it is important to have a good dialogue internationally
as the threats to the digital society do not take into account
national borders. In this context, Ice Group believes it is
important that Norway has good security agreements. As
stated by ESA:
A security agreement regulates the exchange and protection
of classified information between the parties. There is for
example a security agreement between the Nordic
countries. Although not required by public authorities for
2G, 3G and 4G networks, Ice has on its own initiative chosen
to exclusively use Nokia, an equipment vendor based in
Finland, with which Norway has a security agreement.
(Source: ESA)
Ice Group’s biggest contribution towards ensuring
increased supplier diversity is to continue to build out its
mobile network and increase its 4G and 5G coverage. Each
quarter, the company reports its key operational network
parameters, such as number of base stations and
population coverage, to the financial market, plus through
Ice Group ASA Annual Report 2021
39
regular meetings with regulatory bodies in Norway. As of 31
December 2021, the company had 3,205 smartphone sites
in Norway. For 2022, Ice Group has an ambition of growing
it’s 5G coverage further, starting with the 4-5 largest cities in
Norway.
Goals and targets: Ethics and responsible business culture
2021 goals
Status
2022 goals
Establish an external whistle blowing
channel
Completed:
Whistleblowing channel
established in 2021.
Communicate and provide training to
all employees in when and how to use
the whistleblowing channel.
KPI: 100% of employees having
received such training.
Publish information on Ice’s external
website about reporting irregularities.
Establish supplier code of conduct
Completed: Supplier Code of Conduct
established in 2021.
Apply the Supplier Code of Conduct to
new supplier deals as well as
incorporate it into existing deals.
KPI: 50% of new critical suppliers
having signed the Supplier Code of
Conduct.
Publish the Supplier Code of Conduct
on the company’s external website.
NEW.
Become a UN Global Compact
signatory.
Ice Group ASA Annual Report 2021
40
Ice Group ASA Annual Report 2021
41
CORPORATE GOVERNANCE
STATEMENT
Corporate governance is an important element to secure
that the interest of shareholders, management and
employees are aligned. We see corporate governance as an
integral part of our operations and believe that good
corporate governance is an important factor in securing our
value creation.
Ice corporate governance requirements follows from the
Norwegian Accounting Act section 3-3 b (available at
www.lovdata.no
), Section 4.4 of the Oslo Rule Book II –
Issuer Rules (available at www.euronext.com), and the
Norwegian Code of Practice for Corporate Governance,
“NUES”, (available at www.nues.no).
The report follows the structure set out in NUES.
General principles, implementation and
reporting on corporate governance
(NUES item 1)
Our board of directors see corporate governance as an
integral part of our operations and believe that good
corporate governance is an important factor in securing
value creation.
Ice corporate governance requirements follows from the
Norwegian Accounting Act section 3-3 b (available at
www.lovdata.no
), Section 4.4. of the Oslo Rule Book II –
Issuer Rules (available at www.euronext.com), and the
Norwegian Code of Practice for Corporate Governance,
“NUES”, (available at
www.nues.no”).
This report forms part of the Report of the Board of
Directors. The Company complies with the NUES
recommendations with the exception of item 14 Take-overs
as the Company due to the unpredictable nature of a
takeover situation, has decided not to implement detailed
guidelines on take-over situations. See further details in
item 14 below. As regards item 11 Remuneration to the
Board of Directors, certain board members had share
options in the Company under an earlier option
programme resolved prior to the listing of the Company.
These options expired on 31 December 2020.
Ice Group activities (NUES point 2)
Ice Group’s business purpose is expressed in the Company’s
articles of association § 3. Ice Group ASA (“the Company”),
and its subsidiaries (together, “the Group” or “Ice Group”) is
a telecom operator under the trademark ice. The business
is to provide telecommunications services, including
wireless data services, voice, messaging, mobile broadband
services, telephony and other related telecom services. On
21 March 2022 an extraordinary general meeting was held
in the Company where the general meeting resolved that
with effect from completion of the Lyse Transaction, the
articles of association § 3 will be changed to the following:
“The Company’s operation is to manage the company’s liquid
assets with a view to achieving a reasonable return”.
The board of directors lead the Company’s strategic
planning and the Company’s objectives, strategies and risk
profile is provided for in the Board of Director`s annual
wheel.
A sustainability report is provided in the Board of Directors’
report, in accordance with the Norwegian Accounting Act
and the Euronext guidelines on reporting on corporate
social responsibility. The Company has adopted a Code of
Conduct and a Compliance Manual including ethical
guidelines that describe the Company’s principles, values,
standards and rules for behaviour and that govern the
Company’s decisions, procedures and systems in such a
way that they contribute to the well-being of our main
interests and respect the rights of all those affected by our
activities.
Equity and dividends (NUES point 3)
It has been the Company’s goal to give shareholders a
competitive return on invested capital over time. After
complettion of the Lyse transaction, the company will
distribute remaining cash deposits to shareholders.
The General Meeting has given the Board the authorities
with specific mandates set out below:
On 27 May 2021, the general meeting granted the Board of
Directors the authorisations set out below:
• Authorisation to acquire on one or more occasions
own shares with a total nominal value of up to NOK
18,170,440.02 for investment purposes or
subsequent sale or deletion of such shares.
• Authorisation for the acquisition of the Company’s
on one or more occasions own shares with a total
nominal value of up to NOK 18,170,440.02 in
connection with the Company’s incentive
programme.
• Authorisation to increase the share capital, in one
or more rounds, by up to NOK 9,085,220.01 in
connection with the Company’s incentive
programmes.
• Authorisation to increase the share capital, in one
or more rounds, by up to NOK 81,766,980.09 in
connection with strengthening of the Company’s
equity capital, to raise equity capital for future
investments within the Company’s scope of
operations or for general corporate purposes.
• Authorisation to issue convertible loans with an
aggregate loan amount of up to NOK
2,000,000,000.00 and the share capital may be
increased by up to NOK 90,852,200.10.
All authorisations expire at the annual general meeting of
the Company in 2022, and 30 June 2022 at the latest.
Ice Group ASA Annual Report 2021
42
Equal treatment of shareholders and
transactions with close associates (NUES
item 4)
The Company has only one class of shares and all shares
carries one vote at the General Meeting.
In situations where normal preferential rights shall be
deviated from, the Company’s Board will prepare grounds
for such a decision in accordance with applicable regulation
and NUES. Transactions with related parties in 2021 are
described in the annual accounts note 27.
Freely negotiable shares (NUES item 5)
All shares in the Company are freely negotiable and the
Company’s articles of association do not contain any form
of restriction on negotiability.
General Meetings (NUES item 6)
Through General Meetings, shareholders are guaranteed
participation in the body that is the highest authority in the
Company. This is where the Company’s Articles of
Association are adopted. Notice of General Meeting’s shall
be distributed to shareholders no later than 21 days prior
to the meeting and shall be posted (with supporting
documents) on the Company’s website.
The registration deadline for General Meetings is normally
the day before the meeting. Shareholders who cannot
attend the meeting may vote by proxy. The Company will
propose a person to vote as a proxy for shareholders and
will facilitate proxies at the General Meetings so that
shareholders can authorize the proxy in each case. The
supporting documents describe procedures that apply for
participation, proxy forms, procedures for submitting
proposals for discussion and information on where
documents are available. Generally, the Chairman of the
Board opens the meeting and suggests a person to chair the
meeting. Members of the Board are encouraged to attend
the meeting. Minutes of General Meetings will be made
available on the stock exchange and on the Company
website.
The General Meeting elects the members of the Board and
Nomination Committee and the Company’s external
auditor. The annual General Meeting is held no later than
30 June each year.
Nominating committee (NUES item 7)
The Company`s Nomination Committee is regulated in the
articles of association § 8 and the Instructions for the
Nomination Committee as adopted by the General Meeting
on 22 November 2018. The Nomination Committee has in
2021 consisted of two members elected by the General
Meeting for two-year terms. One of the members has in
2022 resigned and the committee currently consists of one
member. The Nomination Committee is a preparatory and
advisory committee for the general meeting and shall
propose candidates for shareholder-elected members and
deputy members for election to the board of directors, and
candidates for the Nomination Committee. The Annual
General Meeting elects the members of the Nomination
Committee and determines the remuneration of its
members. The Nomination Committee is independent of
the Board and management of the Company. The
nomination committee provides a separate justification for
why it is proposing each candidate. Information on the
membership of the committee and deadlines for proposing
candidates is available at the Company`s website.
Board of Directors: composition and
independence (NUES item 8)
The Company has no corporate assembly. According to the
Articles of Association § 5, the Board shall consist of
between 3 and 11 members. In 2021 the board has
consisted of 4 members, all elected for two-year terms by
the Annual General Meeting. The Chair is elected by the
General Meeting. In January 2022 board member Hans-
Holger Albrecht resigned, and the board currently consists
of 3 members. Information about each of the board
members is available on the Company’ website. Two of the
Board members are women, and they are both
independent of the Company’s management, main
shareholders and material business contracts.
The members of the Board are encouraged to own shares
in the Company.
The work of the Board (NUES item 9)
The board of directors is responsible for the overall
management of the Company, and shall supervise the
Company's business and the Company's activities in
general.
The Norwegian Public Limited Liability Companies Act
regulates the duties and procedures of the board of
directors. In addition, the board of directors has adopted
supplementary rules of procedures, which provides further
regulation on inter alia the duties of the board of directors
and the chief executive officer, the division of work between
the board of directors and the chief executing officer, the
annual plan for the board of directors, notices of board
proceedings, administrative procedures, minutes, board
committees, transactions between the Company and the
shareholders and matters of confidentiality.
The board produces an annual plan for its work, with
particular emphasis on objectives, strategy, and
implementation.
The board of directors' consideration of material matters in
which the chair of the board is, or has been, personally
involved, shall be chaired by some other member of the
board.
Ice Group ASA Annual Report 2021
43
The Board has established a Remuneration Committee and
an Audit Committee. The Audit Committee has two
members chosen amongst the board members, and the
Remuneration Committee has two members. One of the
two members of the Audit Committee is independent. The
Audit Committee is a preparatory body to assist the Board
in meeting its responsibilities with regard to financial
reporting, auditing and internal control while the
Remuneration Committee consider reimbursement for the
CEO and senior management. Specific instructions have
been prepared for the work of both Committees.
The board of directors evaluate its performance and
expertise annually, and makes the evaluation available to
the Nomination Committee. The Board evaluates the work
of the CEO and other senior managers on a regular basis.
Senior management representatives within the Group have
been appointed as Directors of the Group’s subsidiaries.
Risk management and internal control
(NUES item 10)
Risk management and internal control are given high
priority by the board of directors ensuring that adequate
systems for risk management and internal control are in
place. The control system consists of interdependent areas
which include risk management, control environment,
control activities, information and communication and
monitoring.
The board of directors shall ensure that the Company has
sound internal control and systems for risk management,
including compliance to the Company's corporate values,
ethical guidelines and guidelines for corporate social
responsibility. The Company's Code of Conduct and
Compliance Manual describes the Company's ethical
commitments and requirements related to business
practice and personal conduct. If employees experience
situations or matters that may be contrary to rules and
regulations or the Company's Code of Conduct/ Compliance
Manual, they are urged to raise their concern with their
immediate superior or the Compliance Officer. The
Company has established a whistle-blowing function that
enable employees to alert the Company's governing bodies
about possible breaches of the Code of
Conduct/Compliance Manual.
The board of directors conduct an annual organisational
risk review in order to identify real and potential risks, and
remedy any incidents that have occurred. In relation to this
review, the board of directors analyse the most important
areas of exposure to risk and its internal control
arrangements, and evaluate the Company's performance
and expertise.
The Company's management is responsible for establishing
and maintaining sufficient internal control over financial
reporting. Company specific policies, standards and
accounting principles have been developed for the annual
and quarterly financial reporting of the group. The Chief
Executive Officer and Chief Financial Officer supervise and
oversee the external reporting and the internal reporting
processes. This includes assessing financial reporting risks
and internal controls over financial reporting within the
group. The consolidated external financial statements are
prepared in accordance with International Financial
Reporting Standards (IFRS) and International Accounting
Standards as adopted by the EU.
The board of directors shall present an in-depth report of
the Company's financial statement in the annual report. The
Audit Committee assist the board of directors on an
ongoing basis in monitoring the Company's system for risk
management and internal control. In connection with the
quarterly financial statements, the Audit Committee
presents to the board of directors’ reviews and information
regarding the Company's current business performance
and risks.
The framework for internal control includes routines to
ensure that risks associated with the Company’s day-to-day
operations are identified, analysed and managed, routines
to review the Company’s commercial risk and operational
risk and routines for internal control of various processes,
including compliance with guidelines, routines, instructions
and authorisations.
Remuneration of the Board of Directors
(NUES item 11)
Remuneration to board members is proposed by the
Nomination Committee and determined by the General
Meeting. The remuneration is not linked to the Company’s
performance and the Board members do not have specific
assignments for the Company in addition to their duties as
Board members.
Board members are not granted share options. Certain
board members did have share options under an earlier
option programme resolved prior to the listing of the
Company. These options expired on 31 December 2020.
The remuneration reflects the Board’s responsibility,
expertise and time spent and the complexity of the
Company`s operations.
The remuneration to board members is described in detail
the Company’s annual report in note 8.
Remuneration of the Executive
Management (NUES item 12)
The Company’s Board has adopted guidelines on
determination of salary and other remuneration to the
executive management of the Company pursuant to the
provisions of Section 6-16a of the Public Limited Companies
Act. The current guidelines were approved by the general
Ice Group ASA Annual Report 2021
44
meeting on 27 May 2021 and are published on the
Company’s website. The guidelines are made available to
and shall be dealt with by the ordinary general meeting in
accordance with the Norwegian Public Limited Liability
Companies Act. The guidelines are subject to approval by
the general meeting every four years or in case of any
significant changes. There has not been any changes to the
guidelines since the approval of the general meeting on 27
May 2021.
The guidelines include the main principles applied in
determining the salary and other remuneration of the
executive management, and shall ensure convergence of
the financial interests of the executive management and the
shareholders. It is stated which aspects of the guidelines
that are advisory and which that are binding thereby
enabling the general meeting to vote separately on each of
these aspects of the guidelines.
The board of directors aims to ensure that performance-
related remuneration of the executive management in the
form of share options, annual bonus programs or the like,
if used, are linked to value creation for shareholders or the
Company's earnings performance over time. All
performance-related remuneration is subject to an
absolute limit. Furthermore, the Company aims to ensure
that such arrangements are based on quantifiable factors
that the employee in question can influence.
The Company has established an option programme for
management. The Company also had an option programme
for certain current and former members of management
that expired 31 December 2020. The option programmes
are described in note 8 of the annual report. In addition, the
Company has established an Employee Share Programme
(“ESP”), that all employees, including senior management
may participate in. The ESP is described in note 8 of the
annual report.
Salary and other benefits earned in 2021 are disclosed in
note 8 of the annual report.
In accordance with Section 16-6b of the Public Limited
Companies Act, the board has prepared a report for
executive remuneration practices in 2021. The report is
subject to an advisory vote at the annual general meeting to
be held 31 May 2022.
Information and communications (NUES
item 13)
The board of directors seeks to ensure that market
participants receive correct, clear, relevant and up-to-date
information in a timely manner, taking into account the
requirement for equal treatment of all participants in the
securities market.
The communication with the financial markets is based on
the principles of openness and equal treatment of all
shareholders. The Company will each year publish a
financial calendar, providing an overview of the dates for
major events such as its ordinary general meeting and
publication of interim reports.
The Company does not make any specific assumptions
about future turnover and profits or losses. Stock exchange-
related information will be first published through the
Euronext news website www.newsweb.no before the
information is released through the Company’s website and
news agencies. All information distributed to the Company’s
shareholders are published on the Company’s website at
the same time as it is sent to shareholders.
Spokespersons to the financial markets (investors, analysts
and financial media) are the Chief Executive Officer, the
Chief Financial Officer, Head of Investor Relations, the
Communication Director or others
authorized by these.
Take-overs (NUES item 14)
In the event the Company becomes the subject of a
takeover bid, the board of directors shall seek to ensure
that the Company's shareholders are treated equally and
that the Company's activities are not unnecessarily
interrupted. The board of directors shall also ensure that
the shareholders have sufficient information and time to
assess the offer.
There are no defence mechanisms against takeover bids in
the Company's Articles of Association, nor have other
measures been implemented to specifically hinder
acquisitions of shares in the Company. The board of
directors has not established written guiding principles for
how it will act in the event of a takeover bid, as such
situations are normally characterized by concrete and one-
off situations which make a guideline challenging to
prepare. In the event a takeover were to occur, the board of
directors will consider the relevant recommendations in the
Corporate Governance Code and whether the concrete
situation entails that the recommendations in the
Corporate Governance Code can be complied with or not.
Auditor (NUES item 15)
The auditor presents to the Audit Committee annually a
report outlining the audit activities in the previous fiscal
year and highlighting the areas that caused the most
attention or discussions with management, as well as a plan
for the work related to the Company’s audit. The auditor
also reports on internal control observations during the
conduct of the audit, including identified weaknesses and
proposals for improvement.
Guidelines for the use of the auditor for services other than
audit has been established. Approval of audit and other
significant services provided by the auditor to the Company
or its subsidiaries may be granted provided that provision
of the services is in compliance with statutory limits and not
prohibited under applicable laws and regulations and only
Ice Group ASA Annual Report 2021
45
after properly assessing threats to the independence of the
auditor and safeguards applied in order to mitigate those
threats. The CFO is, within the limits set out above,
authorised to approve non-audit services if the estimated
total cost of the service does not exceed 15% of the
preceding year`s audit fee.
The Board will receive a written declaration from the
auditor each year that the auditor still satisfies the
requirements for independence. The Board makes regular
assessments of whether the auditor is performing the audit
function in a satisfactory manner. The auditor’s fee is
reported at the Annual General Meeting and is also
explained in the notes in the annual report, see note 7.
The auditor participates in meetings in the Audit
Committee. The auditor meets with the Board at least once
per year to review the Company’s internal control
procedures, potential weaknesses identified and proposals
for improvement. The auditor furthermore meets the Board
at least once a year without Ice management present.
Ice Group ASA Annual Report 2021
46
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
NOK millions
Note
2021
2020
Service revenue
2,109
1,910
Other operating revenue
210
184
Total operating revenue
4, 5, 6
2,319
2,094
National roaming expenses
-195
-441
Operating expenses
17
-642
-576
Sales and administrative expenses
7, 18
-845
-816
Employee benefit expenses
8
-273
-245
Depreciation, amortisation and impairment losses
12, 13, 14
-585
-528
Total operating expenses
-2,540
-2,606
Operating result
-220
-512
Financial income
10
37
146
Financial expenses
11, 14
-780
-610
Financial items – net
-743
-464
Share of net profit from joint ventures
15
0
0
Result before tax
-963
-976
Income taxes
9
2
2
Net result for the year
-961
-974
Items that may be subsequently reclassified to profit or loss:
Translation differences on foreign operations
77
-97
Other comprehensive income
77
-97
Total comprehensive income for the year
-884
-1,071
Net result for the year attributable to:
Equity holders of the Parent Company
-961
-974
Net result for the year
-961
-974
Total comprehensive income for the year attributable to:
Equity holders of the Parent Company
-884
-1,071
Total comprehensive income for the year
-884
-1,071
Earnings per share (NOK)
28
Basic earnings per share
-4.76
-4.83
Diluted earnings per share
-4.76
-4.83
Ice Group ASA Annual Report 2021
47
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
NOK millions
Note
31 Dec 2021
31 Dec 2020
ASSETS
Licenses and similar rights
1,959
1,565
Customer relationships
71
99
Other intangible assets
364
320
Total intangible assets
12, 14
2,394
1,984
Property, plant and equipment
71
69
Technical equipment
2,462
2,515
Work in progress
456
331
Total tangible assets
13, 14
2,989
2,916
Other financial assets
9, 15, 16
22
20
Capitalised cost to obtain/fulfil customer contracts
6
370
387
Total other non-current assets
392
408
Total non-current assets
5,776
5,307
Inventory
8
6
Trade receivables
16, 18
193
178
Other receivables
16, 19
1
14
Prepaid expenses and accrued income
6, 20
78
90
Cash and cash equivalents
21, 25
380
779
Total current assets
660
1,068
TOTAL ASSETS
6,436
6,375
EQUITY AND LIABILITIES
Share capital
182
182
Other contributed capital
11,561
11,559
Reserves
-54
-131
Retained earnings/deficit
-14,338
-13,403
Total equity
1
-2,649
-1,793
Borrowings
16, 22
4,744
3,604
Non-current lease liabilities
14
2,645
2,073
Other non interest-bearing liabilities
4
2
Total non-current liabilities
7,394
5,679
Current borrowings
22
520
1,400
Trade payables
16
309
283
Current lease liabilities
14
195
176
Other current liabilities
16, 23
33
24
Accrued expenses and deferred income
6, 24
633
606
Total current liabilities
1,691
2,489
TOTAL LIABILITIES
9,084
8,168
TOTAL EQUITY AND LIABILITIES
6,436
6,375
Oslo, 30 March 2022
Guillaume d’Hauteville
Eivind Helgaker
Chairman of the Board
CEO
Mari Thjømøe
Roshi Motman
Ice Group ASA Annual Report 2021
48
CONSOLIDATED STATEMENTS OF CASH FLOWS
NOK millions
Note
2021
2020
Result before tax
-963
-976
Payments related to lease interest
118
143
Paid interest expense
187
202
Depreciation & amortisation of non-current assets
12, 13
396
354
Depreciation & amortisation of right-of-use assets
14
189
173
Amortisation of costs to obtain/fulfil contracts
251
257
Net interest expense
321
190
Adjustments for other non-cash items
26
102
-80
Change in inventory
-2
3
Change in current receivables
12
51
Change in current liabilities
143
9
Change in contracts with customers
-234
-282
Other adjustments
-11
17
Cash flows from operating activities
508
61
Investments in intangible assets
12
-133
-125
Investments in tangible assets
13
-372
-540
Net cash flows from other financial assets
0
2
Cash flows from investing activities
-505
-664
Financing from equity holders
2
147
Borrowings
22
1,365
545
Repayments
-1,400
-57
Payments related to lease liabilities
14
-180
-239
Interest paid, borrowings
22
-187
-203
Cash flows from financing activities
-401
193
Cash flow for the year
-397
-411
Cash and cash equivalents at the beginning of the year
779
1,183
Exchange rate difference in cash and cash equivalents
-1
7
CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR
380
779
Ice Group ASA Annual Report 2021
49
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
Attributable to the shareholders of the Parent Company
NOK millions
Share
capital
Other
contributed
capital
Reserves
Retained
earnings
Total Equity
Opening balance 1 January 2020
182
11,412
-34
-12,449
-889
Net result for the year
-
-
-
-974
-974
Other comprehensive income for the period
Translation differences on foreign operations
-
-
-97
-
-97
Total comprehensive income for the year
-
-
-97
-974
-1,071
Capital contribution from share-based payments
-
-
-
16
16
New share issue
-
3
-
-
3
Convertible bond issue
-
144
-
4
148
Total transactions with owners, recognised
directly in equity
- 147 -
21 168
Closing balance 31 December 2020
182
11,559
-131
-13,403
-1,793
Net result for the year
-
-
-
-961
-961
Other comprehensive income for the period
Translation differences on foreign operations
-
-
77
-
77
Total comprehensive income for the year
-
-
77
-961
-884
Capital contribution from share-based payments
-
-
-
10
10
New share issue
-
2
-
-
2
Convertible bond issue
-
-
-
16
16
Total transactions with owners, recognised
directly in equity
- 2 -
26 28
Closing balance 31 December 2021
182
11,561
-54
-14,338
-2,649
Ice Group ASA Annual Report 2021
50
NOTES TO THE FINANCIAL STATEMENTS
Contents notes
1 Basis of preparation
2 Financial risks
3 Critical accounting estimates and judgment
4 Segment information
5 Revenues by type
6 Revenue from contracts with customers
7 Sales and administrative expenses
8 Employees
9 Taxes
10 Financial income
11 Financial expenses
12 Intangible assets
13 Property and technical equipment
14 Leases
15 Investments in joint ventures
16 Financial instruments by category
17 Operating expenses
18 Trade receivables
19 Other current receivables
20 Prepaid expenses and accrued income
21 Cash and cash equivalents
22 Borrowings
23 Other current liabilites
24 Accrued expenses and deferred income
25 Pledges and contractual commitments
26 Adjustments for non-cash items
27 Transactions with related parties
28 Earnings per share
29 Legal disputes
30 Subsequent events
31 Risks and factors of uncertainty
Ice Group ASA Annual Report 2021
51
General information
Ice Group ASA (“the Company”) is alimited liability
company incorporated inNorway and is with its
subsidiaries (together, “the Group” or “Ice Group”) a
Norwegian telecom operator under the trademark ice.
The business is to provide telecommunications services,
including wireless data services, voice, messaging, mobile
broadband services, telephony and other related telecom
services.
The Company is listed at Euronext Expand in Norway with
ticker “ICEGR”. The major shareholder of the Company is
AI Media Holdings (NMT) LLC, Delaware.
Note 1 - Basis of preparation
The consolidated financial statements for Ice Group ASA
have been prepared in accordance with IFRS as adopted
by the EU and have been prepared on a going concern
basis. The most significant accounting principles applied
in these consolidated financial statements are set out
below. These policies have been consistently applied to all
years presented, unless otherwise stated.
The preparation of financial statements in conformity with
IFRS requires the use of certain critical accounting
estimates. It also requires management to make certain
judgments in applying the Group's accounting policies,
see note 3 Critical accounting estimates and judgements
for further details.
There may be figures and percentages that do not always
add up correctly due to rounding differences. All numbers
are presented in NOK millions (MNOK), unless otherwise
indicated. Amounts in brackets relate to previous year if
not otherwise indicated.
These consolidated financial statements have been
approved for issuance by the Board of Directors on 30
March 2022 and is subject to approval by the Annual
General Meeting on 31 May 2022.
New and revised standards and
interpretations
The Group applied for the first time certain standards
and amendments, which are effective for annual periods
beginning on or after 1 January, 2021. The Group has not
early adopted any other standard, interpretation or
amendment that has been issued but is not yet effective.
Amendments to IFRS 7, IFRS 9 and IAS 39 Interest rate
benchmark reform
The amendments provide temporary reliefs which
address the financial reporting effects when an interbank
offered rate (IBOR) is replaced by an alternative nearly
risk-free interest rate (RFR). The amendments include
certain practical expedients.
These amendments have no impact on the consolidated
financial statements of the Group. The Group intends to
use practical expedients in future periods if they become
applicable.
Amendments to IFRS 16 – Covid-19 related rent
concessions
The amendments provide relief to lessees from applying
IFRS 16 guidance on lease modifications accounting for
rent concessions arising as a direct consequence of the
Covid-19 pandemic.
This amendment had no impact on the consolidated
financial statements of the Group.
Standards issued but not yet effective
Certain new accounting standards, amendments to
accounting standards and interpretations have been
published that are not mandatory for 31 December 2021
reporting periods and have not been early adopted by the
Group. These standards, amendments or interpretations
are not expected to have material impact on the Group in
the current or future reporting periods and on
foreseeable future transactions.
Consolidation
Subsidiaries
Subsidiaries are all entities (including structured entities)
over which the Group has control. The Group controls an
entity when the Group is exposed to, or has rights to,
variable returns from its involvement with the entity and
has the ability to affect those returns through its power
over the entity. Subsidiaries are fully consolidated from
the date on which control is transferred to the Group.
They are deconsolidated from the date that control
ceases.
The Group applies the acquisition method to account for
business combinations. The consideration transferred for
the acquisition of a subsidiary is the fair values of the
assets transferred, the liabilities incurred to the former
owners of the acquiree and the equity interests issued by
the Group. The consideration transferred includes the fair
value of any asset or liability resulting from a contingent
consideration arrangement. Identifiable assets acquired
and liabilities and contingent liabilities assumed in a
business combination are measured initially at their fair
values at the acquisition date.
The excess of the consideration of the transferred amount
of any non-controlling interest in the acquiree and the
acquisition-date fair value of any previous equity interest
in the acquiree over the fair value of the identifiable net
Ice Group ASA Annual Report 2021
52
assets acquired is recorded as goodwill. If the total of
consideration transferred is less than the fair value of the
net assets of the subsidiary acquired in the case of a
bargain purchase, the difference is recognised directly in
the statement of comprehensive income.
Intercompany transactions, balances and unrealised gains
on transactions between Group companies are
eliminated. Unrealised losses are also eliminated. When
necessary, amounts reported by subsidiaries have been
adjusted to conform to the Group’s accounting policies.
Foreign currency translation
Functional and presentation currency
Items included in the financial statements of each of the
Group’s entities are measured using the currency of the
primary economic environment in which the entity
operates (“the functional currency”). The consolidated
financial statements are presented in Norwegian kroner
(NOK), which is the Group’s presentation currency.
Transactions and balances
Foreign currency transactions are translated into the
functional currency using the exchange rates prevailing at
the dates of the transactions. Foreign exchange gains and
losses resulting from the settlement of such transactions
and from the translation at year-end exchange rates of
assets and liabilities denominated in foreign currencies
are recognised in the statement of comprehensive
income. Exchange rate gains and losses related to trade
receivables and liabilities are reported on the applicable
line in the statement of income and are included in
operating result. Exchange rate differences related to
financial assets and financial liabilities are reported as
financial items in the statement of income, except
exchange rate differences related to non-current debt that
is part of the Group's net investment in a subsidiary.
Group companies
The results and financial position of all the Group entities
(none of which has the currency of a hyper-inflationary
economy) that have a functional currency different from
the presentation currency are translated into the
presentation currency. Assets and liabilities for each
balance sheet presented are translated at the closing rate
at the date of that balance sheet. Income and expenses
for each income statement are translated at average
exchange rates for the reporting period. All resulting
exchange differences are recognised in other
comprehensive income.
Revenue recognition
The allocation of revenue is based on the stand-alone
selling price for each separate performance obligation in
the contract with the customer, and the revenue is
recognised when the service/good is delivered. The Group
divides the revenue into two categories in the Statement
of Comprehensive Income; Service revenue and Other
operating revenue.
⁎ Mobile voice services are separate performance
obligations, and revenue is recognised as the service
is being delivered. Revenues from Mobile voice
services are reported within Service revenues.
⁎ Mobile broadband services are separate performance
obligations, and revenue is recognised as the service
is being delivered. Revenues from Mobile broadband
services are reported within Service revenues.
⁎ Consumer mobile broadband routers are not
separate performance obligations if offered together
with a subscription with a binding period. Revenue is
recognised over the same contract period as when
the related mobile broadband service is delivered to
the customer, regardless of whether the consumer
rents the router or buys the router. Revenues from
Consumer routers are reported within Service
revenues.
⁎ Industry routers are deemed to be separate
performance obligations, and revenue is recognised
either at one point in time if the customer buys the
router, or over the contract period if the customer
rents the router. Ice Group’s assessment is that the
industry router qualifies as an operational lease
because they do not transfer substantially all the risks
and rewards incidental to ownership of the router
Revenue from Industry routers are reported within
Other revenue.
⁎ Lease income is recognised on a straight-line basis
over the lease period.
⁎ Start-up fees are, in all cases, not separate
performance obligations, and revenue is recognised
with the delivered service for which the start-up fee
belongs to is recognised. Start-up fees are reported
either in Service revenue or Other revenue depending
on what type of service they are related to.
⁎ Discounts are, in all material aspects, not recognised
in their full effect in the period the discounts are given
to the customer. The discount is proportionally
allocated to all performance obligations (distinct
goods/services delivered) in the contract and
recognised when the underlying performance is
recognised over the contract period.
Operating and other expenses
Operating expenses comprises cost of goods sold for
operating the network; transmission costs, carrier
services, IT-costs and fieldwork and maintenance.
Other expenses are related to retailer commissions and
other customer acquisition costs, marketing and public
relations, customer services and office costs. All these
operating costs are expensed as incurred.
Ice Group ASA Annual Report 2021
53
Intangible assets
Licenses and similar rights
Separately acquired trademarks and licenses are shown at
historical cost less amortisation. Licenses and trademarks
acquired in a business combination are recognised at fair
value at the acquisition date. Licenses have a finite useful
life and are carried at cost less accumulated amortisation.
Amortisation is calculated using the straight-line method
to allocate the cost of trademarks and licenses over their
estimated useful lives of 10 to 20 years.
Customer relationships
Separately acquired customer relationships are shown at
historical cost less amortisation. Customer relationships
acquired in a business combination are recognised at fair
value at the acquisition date. Customer relationships have
a finite useful life and amortisation is calculated using an
accelerated amortisation method over their estimated
useful lives, meaning higher amortisation expense in the
first few years after the acquisition.
Capitalised development costs
Costs associated with maintaining computer software
programmes are recognised as an expense as incurred.
Development costs that are directly attributable to the
design and testing of identifiable and unique software
products controlled by the Group are recognised as
intangible assets when the following criteria are met:
⁎ it is technically feasible to complete the software
product so that it will be available for use;
⁎ management intends to complete the software
product and use it;
⁎ there is an ability to use the webpage or software
product;
⁎ it can be demonstrated how the software product
will generate probable future economic benefits;
⁎ adequate technical, financial and other resources
to complete the development and to use or sell
the software product are available; and
⁎ the expenditure attributable to the software
product during its development can be reliably
measured.
Costs that are directly attributable as part of the software
product, including the software development employee
costs, are capitalised within other intangible assets but
also within technical equipment (tangible assets). Some of
the work is strongly connected do the development of the
technical equipment.
Capitalised development costs are shown at historical cost
less accumulated amortisation. Amortisation is
commenced when the asset is ready for use. Useful
lifetime is assessed based on the period of the future
economic benefits. The useful lifetimes are estimated to
3-5 years and amortisation is recognised linearly over the
period. Other development expenditures that do not
meet these criteria are recognised as an expense as
incurred. Development costs previously recognised as an
expense are not recognised as an asset in a subsequent
period.
Property and technical equipment
Property and technical equipment are stated at historical
cost less depreciation. Historical cost includes
expenditure that is directly attributable to the acquisition
of the items. Subsequent costs are included in the asset’s
carrying amount or recognised as a separate asset, as
appropriate, only when it is probable that future economic
benefits associated with the item will flow to the Group
and the cost of the item can be measured reliably. The
carrying amount of the replaced part is derecognised. All
other repairs and maintenance are charged to the
statement of comprehensive income during the financial
period in which they are incurred.
Each part of a tangible asset with an acquisition value that
is significant in relation to the total acquisition value is
depreciated separately. Constructions in progress are not
depreciated until they are ready for use. Depreciation on
tangible assets is made on a linear basis;
- Property and technical equipment 5-25 years
- Equipment and tools 5 years
- Other tangible assets 3-5 years
The assets’ residual values and useful lives are reviewed
and adjusted, if appropriate, at the end of each reporting
period. An asset’s carrying amount is written down
immediately to its recoverable amount if the asset’s
carrying amount is greater than its estimated recoverable
amount.
Gains and losses on disposals are determined by
comparing the proceeds with the carrying amount and are
recognised in line ‘Other expenses’ in the statement of
comprehensive income.
Leases
Right of use assets
Ice Group recognises right-of-use assets at the
commencement date of the lease (i.e., the date the
underlying asset is available for use). Right-of-use assets
are measured at cost, less any accumulated depreciation
and impairment losses, and adjusted for any
remeasurement of lease liabilities. The cost of right-of-use
assets includes the amount of lease liabilities recognised,
initial direct costs incurred, and lease payments made at
or before the commencement date less any lease
incentives received. The cost of a right-of-use asset also
includes an estimate of costs to be incurred by the Group
in dismantling and removing the underlying leased asset
(Asset Retirement Cost). Unless the Group is reasonably
certain to obtain ownership of the leased asset at the end
Ice Group ASA Annual Report 2021
54
of the lease term, the recognised right-of-use assets are
depreciated on a straight-line basis over the shorter of its
estimated useful life and the lease term. Right-of use
assets are subject to impairment assessments.
Lease term
The lease contracts primarily consist of site leases, office
leases and frequency leases. The lease agreements,
except as described below, is set to the non-cancellable
period of the lease. The lease terms for the site- and
office leases include extension and termination options
for lessee and lessor, with a varied extension period. Ice
Group assesses if these options give either lessee or
lessor a more than insignificant economic penalty by
either exercising the option for early termination or not
exercising the option for extension. The Group has
assessed that there is economic penalty that is more
than insignificant in this regard. As a consequence, the
Group has assessed that it will choose to exercise the
option to extend site leases, and not exercise the options
for early termination, since site leases are vital for the
Group’s business. It is also assessed that it is reasonably
certain that options to extend office leases will be
exercised, as there is no indication that the Group would
need to increase or decrease the office areas in the
unforeseeable future.
The lease term for site- and office leases is set to the date
of which a majority of the Group’s frequency licenses
expire (at 31 December 2033). As long as the Group has
the frequency licenses, each of the Group can, and have
significant incentive to, continue to run the business and
will incur cost when changing site locations.
Lease liabilities
At the commencement date of the lease, Ice Group
recognises lease liabilities measured at the present value
of lease payments to be made over the lease term. The
lease payments include fixed payments (including in-
substance fixed payments) less any lease incentives
receivable, variable lease payments that depend on an
index or a rate, and amounts expected to be paid under
residual value guarantees. The lease payments also
include the exercise price of a purchase option reasonably
certain to be exercised by the Group and payments of
penalties for terminating a lease, if the lease term reflects
the Group exercising the option to terminate. The variable
lease payments that do not depend on an index or a rate
are recognised as expense in the period in which the event
or condition that triggers the payment occurs.
In calculating the present value of lease payments, Ice
Group uses the incremental borrowing rate at the lease
commencement date if the interest rate implicit in the
lease is not readily determinable. After the
commencement date, the amount of lease liabilities is
increased to reflect the accretion of interest and reduced
for the lease payments made. In addition, the carrying
amount of lease liabilities is remeasured if there is a
modification, a change in the lease term, a change in the
in-substance fixed lease payments or a change in the
assessment to purchase the underlying asset.
Ice Group remeasures the lease liability upon the
occurrence of certain events. Generally, the amount of
remeasurement of the lease liability is recognised as an
adjustment to the right-of-use asset.
The right-of-use asset is accounted for as a non-current
asset in the consolidated balance sheet. The liability is
recorded in “Finance lease liabilities”, broken down into
current and long-term components on separate
accounts.
Lease payments are broken down into interest and
amortisation of the liability.
The interest is distributed over the lease period so that
an amount corresponding to the fixed interest amount
payable on the liability reported in each period is
charged to each reporting period.
Short-term leases and leases of low-value assets
Ice Group applies the short-term lease recognition
exemption to its short-term leases, i.e. those leases that
have a lease term of 12 months or less from the
commencement date and do not contain a purchase
option. The Group also applies the lease of low-value
assets recognition exemption to leases that are
considered of low value. Lease payments on short-term
leases and leases of low-value assets are recognised as
expense on a straight-line basis over the lease term.
Variable lease payments
There are no contracts with variable lease payments.
Incremental borrowing rate
If there is an implicit interest rate in the contracts that is
readily determinable, that rate is applied. Generally, the
interest rate implicit in the lease contracts is not readily
determinable. Ice Group has assessed an incremental
borrowing rate to be applied on all contracts where there
is not an implicit interest rate readily determinable, to
discount the present value of future lease payments.
The incremental borrowing rate is the rate of interest
that a lessee would have to pay to borrow over a similar
term, and with similar security, the funds necessary to
obtain an asset of a similar value to the right-of-use asset
in a similar economic environment.
In assessing the incremental borrowing rate, the Group
uses the weighted average interest rate of issued bonds
as the basis for determining the rate. Ice Group further
evaluates the credit spread for the lessee companies in
the Group. Due to the fact that the bonds are issued in the
parent company of the lessee holding the majority of the
lease contracts, Ice Group has assessed that there will only
be a slight difference between the bonds being issued in
the parent company or the lessee company. This means
Ice Group ASA Annual Report 2021
55
there will be a low credit spread added on the weighted
average interest rates of the issued bonds when assessing
the incremental borrowing rate for the lessee company.
To reflect the change in the economic environment over
time, the Group adds the change in 10-year swap rates
from bond issue to reporting period to the assessment of
the incremental borrowing rate. This has been chosen
since the lease term on almost all of the Group’s lease
contracts is site leases that run for a time period of at
lease ten years.
Ice Group will not use the change in market value of the
bond loans as an element in the calculation of the
incremental borrowing rate as the bonds are not liquid
and Management has assessed that is has no direct
correlation with the financial development within the
Group.
Please see note 3 for management judgement on renewal
options. For additional information on leases and carrying
values, see note 14.
Subsequent measurement
At each balance date the lease liability and right-of-use
asset are subsequently remeasured in case of a change in:
lease term, assessment of a purchase option, or future
lease payments.
Ice group remeasures the right-of-use asset using a cost
model as described in IFRS 16.30 to 33. The right-of-use
asset is depreciated using a straight-line method of
depreciation over the lease period.
Right-of-use assets shall be tested for impairment in
accordance with IAS 36 Impairment of assets. Ice Group
defines a revenue generating unit (RGU) as a unique
number identifier enabling a customer access to a product
offering in the billing system (subscription). Examples of
product offerings are smartphone services and mobile
broadband. Further, the Group separates between a
subscriber and a customer. A subscriber is the end user of
the RGU while the customer is the legal owner (individual
or business) who has a contract with Ice Group for the
provision of products and services. A customer can have
one or more RGUs. Subscriptions sold by the Group are
not recognised as assets and are thus not a CGU as
defined in IAS 36.
The Group’s assets consist of base stations, antennas,
other technical equipment, site leases, licenses and IT
software. These are all necessary components in order to
give the customers access to the complete infrastructure
and the services bought by the customers. Each separate
component dose not generate cash flows that at
independent of each other. The cash flows are dependent
on the leased areas for the base stations in order to be
able to set up masts and technical equipment to be able
to offer customers voice and data traffic in a given
geographical area. Furthermore, there is a dependency
between all the base stations in the Group’s network as
customers are roaming and thus use different parts of the
network depending on geographical location. Finally, IT
software is important in order to ensure that the
customers get the service they need from the individual
base stations.
It is not possible to estimate which RGU to use to calculate
value for an individual asset, as the RGU uses different
assets based on geographical location, and the RGUs
roam. Because of this, assets are tested for impairment in
total.
Ice Group uses a discounted cash flow method to estimate
future earnings from RGUs and compare this value to
booked value of total assets.
The Group remeasures the carrying amount of lease
liabilities in accordance with IFRS 16.39 to 43.
Costs to obtain and fulfil customer
contracts
Ice Group capitalises the incremental costs to obtain and
to fulfil customer contracts as an other non-current asset
if the cost is expected to be recovered, which means that
these items are now amortised as investment
expenditures (“Costs to obtain and fulfil customer
contracts”) instead of being a direct operating expense.
The useful lives are evaluated on a quarterly basis and
reflect the customer lifetime, currently 3 years on average.
Costs to obtain and fulfil customer contracts are
amortised as Other expenses and Operating expenses,
respectively.
Impairment of non-financial non-
current assets
Intangible assets that have an indefinite useful life or
intangible assets not ready to use are not subject to
amortisation and are tested annually for impairment.
Tangible and intangible non-financial assets that are
subject to amortisation or depreciation are reviewed for
impairment whenever events or changes in circumstances
indicate that the carrying amount may not be recoverable.
An impairment loss is recognised for the amount by which
the asset’s carrying amount exceeds its recoverable
amount. The recoverable amount is the higher of an
asset’s fair value less costs of disposal and value in use.
For the purposes of assessing impairment, assets are
grouped at the lowest levels for which there are largely
independent cash inflows (cash-generating units). The
Group uses discounted cash-flow calculations for the
impairment tests.
Financial instruments
Classification
The Group classifies its financial assets and liabilities in the
following categories: financial assets at fair value through
Ice Group ASA Annual Report 2021
56
profit (FVTPL), and financial assets and financial liabilities
at amortised cost. The classification of financial assets
depends on the business model of Hold to collect or Hold
to collect and sell, as well as the financial asset meeting
the criteria of SPPI (cash flows consist of solely payments
of principle and interest). Management determines the
classification of its financial instrument at initial
recognition. Currently the Group does not have any
financial liabilities at FVTPL. There are no financial assets
at FVTPL or the other IFRS 9 category of fair value over
other comprehensive income (FVOCI).
Financial assets at amortised cost
Financial assets at amortised cost are non-derivative
financial assets with fixed or determinable payments
meeting the SPPI criteria and that are not quoted in an
active market. They are included in current assets, except
for maturities greater than 12 months after the end of the
reporting. These are classified as non-current assets. The
Group’s financial assets at amortised cost comprise ‘trade
receivables’ and ‘cash and cash equivalents’ in the balance
sheet and the financial instruments recorded in other
receivables.
Financial liabilities
All financial liabilities are at amortised cost, and interest is
determined using the effective interest method, except for
the lease liabilities where Ice Group uses the incremental
borrowing rate. These liabilities are the Group’s
borrowings, trade payables, lease liabilities and the part of
current liabilities related to financial instruments are
classified as other financial liabilities.
Recognition and measurement
Regular purchases and sales of financial assets are
recognised on the trade-date – the date on which the
Group commits to purchase or sell the asset. Investments
are initially recognised at fair value plus transaction costs
for all financial assets not carried at fair value through
profit or loss. Financial assets are derecognised when the
rights to receive cash flows from the investments have
expired or have been transferred and the Group has
transferred substantially all risks and rewards of
ownership. Financial liabilities are derecognised when the
contractual obligations have been completed or otherwise
terminated.
All financial assets and financial liabilities at amortised
cost are measured using the effective interest method.
Impairment of financial assets
The Group assesses, on a forward-looking basis, the
expected credit losses associated with its financial assets
carried at amortised cost. The impairment methodology
applied depends on whether there has been a significant
increase in credit risk.
For trade receivables, the Group applies the simplified
approach permitted by IFRS 9, which requires expected
lifetime losses to be recognised from initial recognition of
the receivables. See note 18 for additional details.
As of 31 December 2021, the Group has no financial assets
held at fair value over the profit or loss.
Joint ventures
Joint venture is a joint arrangement whereby the partners
that have joint control of the arrangement have rights to
the net asset of the joint arrangement. Joint control is the
contractually agreed sharing of control of an
arrangement, which exists only when decision about the
relevant activities requires unanimous consent of the
parties sharing control. The Group has one joint venture,
Smartkom AS.
Joint ventures are included in the consolidated financial
statements using the equity method from the date the
Group’s significant influence or joint control commences
until the date it ceases. The Group’s share of the joint
venture’s profit for the financial period is shown as a
separate item after the Group’s operating result, on the
line Share of net profit from joint ventures. The Group’s
share of the joint venture’s changes recorded in other
comprehensive income is recorded in the Group’s other
comprehensive income. If the Group’s share of the joint
venture's losses exceeds its interest in the company, the
carrying amount is written down to zero.
Inventory
Inventories are stated at the lower of cost and net
realisable value. Cost is determined using the first-in, first-
out (FIFO) method. Net realisable value is the estimated
selling price in the ordinary course of business, less
applicable variable selling expenses.
Trade receivables
Trade receivables are financial instruments and represent
the amount due from customers for merchandise sold or
services performed in the ordinary course of business. If
collection is expected in one year or less (or in the normal
operating cycle of the business if longer), they are
classified as current assets. If not, they are presented as
non-current assets.
Trade receivables are recognised initially at fair value and
subsequently measured at amortised cost using the
effective interest method, less a loss allowance for
impairment determined using the expected credit loss
model for lifetime expected losses.
Cash and cash equivalents
Cash and cash equivalents in the cash flow statement
include highly liquid short-term investments that can be
easily converted into a known amount, are exposed to
insignificant risk and have a maximum maturity of 3
Ice Group ASA Annual Report 2021
57
months. Cash and cash equivalents for 2021 and 2020 did
not include any highly liquid short-term investments.
Trade payables
Trade payables are financial instruments and represent
obligations to pay for goods or services that have been
acquired in the ordinary course of business from
suppliers. Account payables are classified as current
liabilities if payment is due within one year or less (or in
the normal operating cycle of the business if longer). If not,
they are presented as non-current liabilities.
Trade payables are recognised initially at fair value and
subsequently measured at amortised cost using the
effective interest method.
Borrowings
Borrowings are recognised initially at fair value, net of
transaction costs incurred. Borrowings are subsequently
carried at amortised cost; any difference between the
proceeds (net of transaction costs) and the redemption
value is recognised in the statement of comprehensive
income over the period of the borrowings using the
effective interest method.
Borrowings are classified as current liabilities unless the
Group has an unconditional right to defer settlement of
the liability for at least 12 months after the reporting
period.
Current and deferred income tax
The tax expense for the period comprises current and
deferred tax. The current income tax charge is calculated
on the basis of the tax laws enacted or substantively
enacted at the balance sheet date in the countries where
the company and its subsidiaries operate and generate
taxable income.
Tax is recognised in the statement of comprehensive
income, except to the extent that it relates to items
recognised in other comprehensive income. In such cases,
the tax is also recognised in other comprehensive income.
Deferred income tax is recognised on temporary
differences arising between the tax bases of assets and
liabilities and their carrying amounts in the consolidated
financial statements. However, deferred tax liabilities are
not recognised if they arise from the initial recognition of
goodwill; deferred income tax is not accounted for if it
arises from initial recognition of an asset or liability in a
transaction other than a business combination that at the
time of the transaction affects neither accounting nor
taxable profit or loss. Deferred income tax is determined
using tax rates (and laws) that have been enacted or
substantively enacted by the balance sheet date and are
expected to apply when the related deferred income tax
asset is realised, or the deferred income tax liability is
settled.
Deferred income tax assets are recognised only to the
extent that it is probable that future taxable profit will be
available against which the temporary differences can be
utilised.
Deferred income tax assets and liabilities are offset when
there is a legally enforceable right to offset current tax
assets against current tax liabilities and when the deferred
income taxes assets and liabilities relate to income taxes
levied by the same taxation authority on either the same
taxable entity or different taxable entities where there is
an intention to settle the balances on a net basis.
Employee benefits
Pension obligations
A defined contribution plan is a pension plan under which
the Group pays fixed contributions to a separate entity.
The Group has no legal or constructive obligations to pay
further contributions if the fund does not hold sufficient
assets to pay all employees the benefits relating to
employee service in the current and prior periods.
For defined contribution plans, the Group pays
contributions to publicly or privately administered
pension insurance plans on a mandatory, contractual or
voluntary basis. The Group has no further payment
obligations once the contributions have been paid. The
contributions are recognised as employee benefit
expense when they are due. Prepaid contributions are
recognised as an asset to the extent that a cash refund or
a reduction in the future payments is available.
Termination benefits
Termination benefits are payable when employment is
terminated by the Group before the normal retirement
date, or whenever an employee accepts voluntary
redundancy in exchange for these benefits.
The Group recognises termination benefits when the
Group can no longer withdraw the offer of those benefits.
In the case of an offer made to encourage voluntary
redundancy, the termination benefits are measured
based on the number of employees expected to accept
the offer. Benefits falling due more than 12 months after
the end of the reporting period are discounted to their
present value.
Share-based payments
IFRS 2 distinguishes between payments settled with cash
and payments settled with equity instruments. The fair
value of an equity-settled share-based payment is
determined on the allotment date and the difference
between this value and the payment the employee makes
for the warrants is recognised as a cost over the vesting
period with equity as the offsetting entry. Social security
costs are recognised through profit or loss. The Group has
only equity instrument settled payments.
Ice Group ASA Annual Report 2021
58
Cash flow statement
The Group presents the statement of cash flows using the
indirect method. Cash inflows and outflows are shown
separately for investing and financing activities, while
operating activities include both cash and non-cash line
items. Operating interests received and paid are reported
as a part of operating activities. Interests paid on
borrowings are included as a part of financing activities.
Value Added Tax and other similar taxes are regarded as
collection of tax on behalf of authorities and are reported
net.
The cash flow statement includes businesses disposed of
up to the date of disposal.
Share capital
All shares are classified as equity.
Transaction costs in relation to equity transactions are
recognised in equity net of tax.
Note 2 – Financial risks
The Group's activities expose it to a variety of financial
risks: market risk (currency risk, fair value interest rate risk
and cash), credit risk and liquidity risk. The Group does not
use derivative instruments to hedge risk exposures.
Risk management is handled by Group management
under policies approved by the Board. Group treasury
identifies, evaluates and hedges financial risks in close
cooperation with the Group's operating units. The Board
establishes written policies for overall risk management.
The following describes the Group's estimated risk
exposure and related risk management.
Market risk
(a) Foreign exchange risk
Exchange rate fluctuations affect the Group’s
financial results through translation of the profit
and loss accounts and balance sheets of foreign
subsidiaries to Norwegian krone (translation
exposure). Ice Group has external debts denoted in
NOK, USD and in SEK (see note 22 Borrowings).
After divesting the Danish operations in May 2020,
the foreign exchange risk exposure from balance
sheets of foreign subsidiaries is deemed as very
low.
(b) Interest rate risk relating to cash flows and fair values
As the Group has no significant interest-bearing
assets, the Group's revenues and cash flows from
operating activities are substantially independent
of changes in market interest rates.
The Group's interest rate risk arises from long-term
borrowings at variable interest rates, where the risk
lies in the fluctuation of 3-month NIBOR. The Senior
Secured and two Senior Unsecured bonds of a total
NOK 3.1 billion are running with an interest rate of
NIBOR +4.00%, NIBOR +5.25% and NIBOR +8.00%,
respectively. All other loans run with fixed interest
rates.
See the sensitivity analysis below.
Credit risk
Credit risk is managed on Group level, with the exception
of credit risk relating to outstanding accounts receivable.
Each Group company is responsible for monitoring and
analysing the credit for each new customer before the
standard terms of payment and delivery offered. Due to
the end customer structure, Ice Group deems this risk as
fairly low.
Liquidity risk
Liquidity risk is the risk that the Group may not have
sufficient liquid financial resources to meet its obligations
when they fall due or would have to incur excessive costs
to do so. The Group assesses, monitors and manages its
liquidity needs on an ongoing basis. The Group manages
liquidity risk through an ongoing review of future
commitments and operational development. Expected
cash flow forecasts are prepared and the level of liquid
assets necessary to meet these are considered. This is
generally carried out in the respective companies in the
Group. Furthermore, balance sheet liquidity ratios are
monitored against internal and external regulatory
requirements on a monthly basis.
Please see the Group's main long-term financial liabilities
classified according to the time on the closing date until
the contractual maturity date, in note 22 Borrowings and
in note 14 Leases.
Capital management
The Group's target with respect to capital is to safeguard
the Group's ability to continue its operations so that it can
continue to provide returns for shareholders and benefits
for other stakeholders and to maintain an optimal capital
structure to reduce the cost of capital. With regards to the
capital structure, please also see the financial covenants
to the bondholders in note 22 Borrowings.
To maintain or adjust the capital structure, the Group may
adjust the dividend paid to shareholders, return capital to
shareholders, issue new shares or sell assets to reduce
debt.
Similar to other companies in the industry, the Group
assesses capital on the basis of the gearing ratio. This ratio
Ice Group ASA Annual Report 2021
59
is calculated as net debt divided by total capital. Net debt
is calculated as total gross borrowings (including current
borrowings and non-current borrowings) less cash and
cash equivalents. Total capital is calculated as equity plus
net debt.
1)
Excluding equity component of convertible bond
The following table shows the Group's financial liabilities measured at amortised cost in the consolidated statements of
financial position as at 31 December 2021.
31 Dec 2021 31 Dec 2020
NOK millions
Carrying
amount
Fair value
Carrying
amount
Fair value
Senior Unsecured bond ISIN NO 001 0864002
912
934
908
930
Senior Unsecured bond ISIN NO 001 0789035
1
525
516
521
511
Senior Unsecured bond ISIN NO 001 0939788 1,375 1,375 -
-
Senior Secured bond ISIN NO 001 0807092
-
-
1,407
1,411
Convertible bonds
641
661
568
596
Goldentree loan (USD)
1,383
1,383
1,184
1,184
Rasmussengruppen loan (SEK)
543
543
535
535
1)
Bondholders of the NOK 800 million Senior Unsecured Bond (ISIN NO 001 0789035) issued in April 2017 were offered to redeem their current bond holdings and reinvest in the new bond. As a result of the offer, Ice Group Scandinavia Holdings
AS redeemed NOK 280.5 million of the total NOK 800 million par outstanding during Q4 2019 from bondholders in the NOK 800 million bond issue that then reinvested in the NOK 900 million bond.
Sensitivity analysis
The factors below show the hypothetical effect on Group’s
profit, should some factors change. The calculations are
hypothetical and should neither be considered as an
indicator of either of these factors being more or less likely
to change, nor the size of the magnitude of the change.
Real changes and their effects may be larger or smaller
than presented below. In addition, it is likely that the real
changes will affect other items, and that actions by Ice
Group and others, as a result of the changes, may come
to affect other items.
The sensitivity analysis should therefore be interpreted
with caution.
Debt interest rates
The Group’s debts, except for the bonds, all run with fixed
interest rates. The bonds run with NIBOR +8.00% points,
+5.25% points and +4.00% points, respectively. A
decrease/increase of 1% point in NIBOR would have had a
positive/negative effect on the Group’s interest expense of
approximately NOK 26 million for the year 2021.
Currency risks
With regards to exposure to translation effects risks from
operations in other currencies, the future risk of the
continuing operations is immaterial.
With regards to currency risks within debts, the bonds are
denoted in NOK and give no rise to any currency
fluctuation risk. The Goldentree loan and
Rasmussengruppen loan, however, are denoted in USD
and SEK, respectively. Should the USD and/or SEK have
strengthened towards NOK with 1 NOK and 10 NOK
respectively during 2021, these debts per 31 December
2021 would increase with approximately NOK 157 million
and 56 million, respectively, with the corresponding
negative effect in the consolidated statement of
comprehensive income.
NOK millions
2021
2020
Gross Interest-bearing Debt
5,458
5,191
Less cash and cash equivalents (note 21)
-380
-779
Net debt
5,078
4,412
Total equity
1
-2,794
-1,937
Total capital
2,284
2,475
Net Debt/Total capital ratio
222%
178%
Ice Group ASA Annual Report 2021
60
Note 3 – Critical accounting estimates and judgements
The Group makes estimates and assumptions concerning
the future. The resulting accounting estimates will, by
definition, rarely equal the related actual results. The
estimates and assumptions that have a significant risk of
causing a material adjustment to the carrying amounts of
assets and liabilities within the next financial year are
addressed below.
Estimates and judgements are continually evaluated and
are based on historical experience and other factors,
including expectations of future events that are believed
to be reasonable under the circumstances.
Valuation of non-current intangible and tangible
assets
If the recoverable amount of an intangible or tangible non-
current asset – licenses, customer relationships, property,
technical equipment, equipment and tools and other
tangible and intangible assets - falls below the book value,
an impairment loss is recognised. The assets are tested for
impairment annually. If there are indications of
impairment during the year, an impairment test is
prepared. A number of factors are analysed in order to
assess whether there is any indication of impairment. If
such indication exists, an impairment test is prepared
based on management’s estimate of future discounted
cash flows.
As the RGU uses different assets based on geographical
location and the RGU’s roam, it is not possible to estimate
which RGU to use to calculate value for an individual asset.
Therefore, assets are tested for impairment in total.
The estimates used to determine future cash flows and
the discount rate used when calculating value in use are
subject to uncertainty. The assumptions applied are as
follows:
Average rates of growth in operating revenue are based on
management’s expectations of future conditions in the
markets in which the business operates. The assumed
long-term growth rate beyond the budgets and strategic
plans approved by the Board cannot be higher than the
long-term rate of growth in the economy where the
business operates.
EBITDA margins are based on the volume/margins
achieved historically, adjusted for expected future
developments in market conditions. Programs to improve
efficiency that are approved and committed are taken into
account in determining the expected future EBITDA
margins.
Investments needs and costs may vary significantly
depending on external factors and technical
development. It is assumed that the investments that are
necessary to achieve the expected growth in revenue will
be carried out.
Future cash flows are discounted to present value using a
discount rate based on a calculation of a weighted average
cost of capital (“WACC”).
Significant judgement in determining the lease term
of contracts with renewal options
The Group determines the lease term as the non-
cancellable term of the lease, together with any periods
covered by an option to extend the lease if it is reasonably
certain to be exercised, or any periods covered by an
option to terminate the lease, if it is reasonably certain not
to be exercised. The Group applies judgement in
evaluating whether it is reasonably certain to exercise an
option to renew a lease contract, considering all relevant
factors that create an economic incentive for the Group to
exercise the renewal or not exercise an option to
terminate. The threshold for being reasonably certain is
lower than virtually certain and higher than more likely
than not under IAS 37 Provision, contingent liabilities and
contingent assets. After the commencement date, the
Group reassesses the lease term if there is a significant
event or change in circumstances that is within its control
and affects its ability to, or not to, exercise the option to
renew.
The main part of Ice Group’s lease contracts, excluding
spectrum licences, relates to the sites with the mobile
networks and office property. For assessing the useful life
of these assets, the Group considers factors such as
technology development, business model and potential
business combinations. Hence, the lease term does not
affect the Group’s determination of useful life of own
assets or other non-removable leasehold improvements
determined for the purposes of depreciation charges.
Going concern
As of 31 December 2021, the consolidated equity is
negative by NOK 2,649 million. The group is in need of new
capital in order to satisfy its obligations.
Ice Group has since November 2021 been in discussions
with several parties regarding new capital which has been
challenging due to a complicated capital structure, which
the Group is looking to optimize. The Group contemplated
a capital raise of NOK 2,500 million, where the proceeds
were going to repay the Goldentree PIK notes and fund a
new business plan.
The Group has, together with its advisors DNB Bank ASA,
Pareto Securities AS and Lazard, received and evaluated
offers and proposals on several different structures from
different investors. This has left the Group with various
options to secure the continued business operation of the
Group and various impact on the capital structure and
operations.
On 18 February 2022 Ice Group ASA announced that the
Company and its subsidiary AINMT Holdings AB ("AINMT",
Ice Group ASA Annual Report 2021
61
together with Company referred to as “Ice”) have decided
to enter into a Heads of Terms agreement with Lyse AS
(“Lyse”) regarding the sale of Ice Group Scandinavia
Holdings AS (“IGSH”) (the “Transaction”). The Transaction
includes the acquisition by Lyse of all issued and
outstanding shares of IGSH, and such additional assets
and shares which normally belong to the business of Ice
(including 100% of the shares of Ice Communication Norge
AS and subsidiary), Phonepartner Norge Holding AS and
subsidiary and Ice Retail Holding AS and subsidiary (the
“Business”). The enterprise value of the Business implied
by the Transaction is approximately NOK 5,560 million and
Ice expects to receive cash proceeds of approximately
NOK 3 billion following completion of the Transaction. The
cash proceeds (net of transaction fees) will be applied in
repayment of the settlement amount regarding the
dispute between GoldenTree and AINMT and the
Company’s liabilities (see note 22) under the SEK 340
million perpetual loan and the NOK 689.1 million
convertible bond (each including capitalised interest,
accrued and uncapitalised interest and applicable call
premium) totalling approximately NOK 2.9 billion. After
closing of the Transaction, the Company expects that
there will only be a limited residual amount left for the
equity holders.
The board and management of Ice have explored multiple
potential transactions to achieve a successful refinancing
solution. A refinancing has been deemed necessary for Ice
to have a sufficient liquidity and equity to continue its
current and planned business. The refinancing process
has been challenging due to the complex capital structure
and different creditor preferences. Discussions with
creditors, shareholders and a range of potential new
investors have been conducted to explore all options for a
successful refinancing solution, and the goal has been to
protect and maximize all stakeholder values in this
process. The board and management of Ice have received
and evaluated offers and proposals on several different
structures and solutions from several investor groups. The
board's decision is unanimous and is due to the
Transaction being the overall best alternative for the
Company’s stakeholders. The Transaction will enable
continued development of the third mobile network in
Norway and strengthening the overall telecom
infrastructure.
On 4 March 2022 Ice Group ASA announced that it has
entered into a definitive sale and purchase agreement
with Lyse. Completion of the Transaction is subject to
regulatory approvals and approval by the stakeholders of
the Company, including shareholders of the Company in
the EGM. The Company has received preapprovals for the
transaction from shareholders representing
approximately 80% of the shares as well as from relevant
creditors, and the sales agreement was approved by the
General Meeting on 21 March by 94.5% of the shares
represented. Closing of the Transaction is targeted for the
end of March. The Transaction is contingent on approval
by the regulators and the stakeholders. On 21 March
2022, the Company announced that the Norwegian
Competition Authority (“NCA”) has processed and closed
the case. On 25 March 2022, the Company announced that
the Norwegian Communications Authority (“Nkom”) will
approve the transfer of all frequency licenses. All material
closing conditions are now completed.
Please refer to Note 30 – Subsequent events for more
information.
The Board confirms that the prerequisites for the going
concern assumption exist for the operating companies
which will be sold and that the financial statements have
been prepared based on a going concern basis in
accordance with section 3-3a of the Norwegian
Accounting Act and IAS1, p. 25-26. As a consequence of the
confirmation of the going concern assumption for the
operating companies in the group being present based on
these principles, the going concern assumption for the
Company is not present, and the assets and liabilities are
valued at fair value. AINMT and the Company will be
dissolved and dividends will be paid to the shareholders
following the Transaction.
Ice Group ASA Annual Report 2021
62
Note 4 – Segment information
The segment information is reported in accordance with
the reporting to Group Executive Management and is
consistent with financial information used for assessing
performance and allocating resources and is based on
business activities. Growth is measured from service
revenues and profitability is measured from EBITDA
adjusted performance, both by business activity.
2021
NOK millions
Smartphone
service revenue
MBB service
revenue
Other
operating
revenue
Total
revenue
EBITDA
adjusted
CAPEX
Norway
1,786
323
210
2,319
421
739
Other
0
0
-0
-0
-41
0
Total
1,786
323
210
2,319
380
739
2020
NOK millions
Smartphone
service revenue
MBB service
revenue
Other
operating
revenue
Total
revenue
EBITDA
adjusted
CAPEX
Norway 1,593
312 186
2,091
77
948
Other
0
4
-1
3
-36
-1
Total
1,593
317
184
2,094
41
948
The 'Other' segment consists of reporting figures from
the Group's non-operating companies. Furthermore, the
reporting figures from Denmark, which was sold in May
2020, are included in the 'Other' segment due to it being
an immaterial part of Ice Group’s financial information,
not of continuing significance to Group Executive
Management for assessing performance and allocation
of resources and not satisfying the criteria of operating
segments in accordance with IFRS 8.
Revenue from intercompany transactions is not included
in the segment information. Non-current assets exclude
financial assets and deferred tax assets, include
investments in contracts assets and business
combinations.
EBITDA adjusted
Ice Group defines EBITDA (Earnings Before Interests,
Taxes, Depreciations and Amortisations) adjusted as
operating profit after adjustment of expenses for
depreciation, amortisation and impairment losses, foreign
exchange differences recognised in income pertaining to
revaluation of items in the balance sheet and non-
recurring items. Any effects from business combinations
are not included. Also see Definitions.
NOK millions
2021
2020
Operating result
-220
-512
Depreciation and amortisation
585
528
EBITDA
365
16
Items related to network technical upgrade
2
6
Redundancy and other non-recurring costs
-0
3
Share-based compensation expenses (incl. social security costs)
10
16
Restructuring costs
4
0
EBITDA adjusted
380
41
Ice Group ASA Annual Report 2021
63
Note 5 – Revenues by type
NOK millions
2021
2020
Smartphone service revenue
1,786
1,593
MBB service revenue
323
317
Revenue from sale of Customer Premises Equipment (“CPE”)
127
97
Other operational revenue
83
87
Total revenues
2,319
2,094
Smartphone service revenue includes sale related to voice
subscriptions, messaging, data and content, extra
packages, startup-fees, interconnect, and carrier services.
MBB service revenue is related to sale of MBB subscriptions,
data and content, extra packages, startup-fees, CPE rent,
interconnect, carrier services and wholesale (including
M2M).
CPE revenue is mainly related to sale of routers,
accessories (antennas, batteries, etc.) and smartphone
handsets.
Other operational revenue includes invoice fees, breach-of-
contract fees, and admin fees as billing, reminder and
collection fees.
Note 6 – Revenue from contracts with customers
Disaggregation of revenue from contracts with customers
The group derives revenue from the transfer of services over time and at a point in time in the following major service lines
and geographical regions:
2021 Jan – Dec
Service revenue
Other revenue
NOK millions Norway
Other
Norway
Other
Total
Revenue from external customers
2,109
0
210
0
2,319
Timing of revenue recognition:
At a point in time
469
0
210
0
680
Over time 1,460
0
0
0
1,640
2020 Jan – Dec
Service revenue
Other revenue
NOK millions
Norway
Other
Norway
Other
Total
Revenue from external customers 1,906
4
186
-1
2,094
Timing of revenue recognition:
At a point in time
409
0
185
-1
592
Over time
1,497
4
1
-
1,502
Revenue from external customers comes in all material
aspects from service subscriptions, which are over time,
and CPE sales which are recognised at the point in time
of the sale.
Other revenue consists of CPE sales and other
operational revenue.
Assets and liabilities related to contracts with customers
The Group has recognised the following assets and liabilities related to contracts with customers:
NOK millions
31 Dec 2021
31 Dec 2020
Trade receivables
193
178
Contract assets included in Prepaid expenses and accrued income
43
40
Contract liabilities included in Accrued expenses and deferred income
37
41
Ice Group ASA Annual Report 2021
64
Revenue recognised in relations to contracts liabilities
The following table shows how much of the revenue recognised in the current reporting period relates to carried-forward
contract liabilities and how much relates to performance obligations that were satisfied in a prior year.
NOK millions
2021
2020
Revenue from contract liabilities 36 42
Assets recognised from costs to fulfil a contract
In addition to the contract balances disclosed above, the group has also recognised an asset in relation to costs to fulfil
long-term contracts.
NOK millions
2021
2020
Costs to fulfil a contract at the beginning of the period 387 362
Costs capitalised during the period
234
282
Amortisation during the period
-251
-257
Costs to fulfil a contract at the end of the period
370
387
Note 7 – Sales and administrative expenses
NOK millions
2021
2020
Fees to auditors (see specification below)
5
5
Marketing costs
234
260
External services
103
93
Sales costs
395
350
Other expenses 108 109
Total
845
816
Fees and other remuneration to auditors
NOK thousands
2021
2020
PwC
Audit assignment
4,050
3,562
Other assurance services
70
460
Tax advisory
1
239
1,056
Other advisory services 599 344
Total
4,957
5,421
1)
Tax advisory services regarding technical tax assistance and tax compliance.
Audit assignments involve examination of the annual
accounts, the Board and the CEO, other tasks incumbent
upon the auditor to perform. Further assurance services
principally include other attestation services required by
laws and regulations, attestations related to information
system, audits, attestations and agreed upon procedures
required by regulators and other third parties. Other
advisory services include advice or other assistance
resulting from observations of such review or
implementation of such other tasks. All amounts are
excluding VAT. The Group has not received any services
from any other audit firm than PricewaterhouseCoopers.
Ice Group ASA Annual Report 2021
65
Note 8 – Employees
Average number of employees divided by country
2021
2020
Total
Of which men
Total
Of which men
Norway
252
170
246
166
Employee benefit expenses
NOK millions
2021
2020
Salaries and other remuneration
245
212
Pension benefits
1
9
9
Other social costs
34
32
Other personnel related expenses
22
24
Capitalised expenses for development work
2
-37
-33
Total
273
245
1)
Post-employment benefits. The Group has only defined contribution pension plans. All the related costs have been recognised in the statement of comprehensive income, which is the same as
the amount paid. The Group has no other post-employment benefits to employees.
2)
See note 1 for further details on capitalisation.
NOK thousands
2021
Remuneration and other benefits Senior
executives
Base salary
Bonus
Other
benefit
Pension
benefit
Total
Options
EoP
Eivind Helgaker / CEO
2,863
1,642
176
463
5,144
1,150,000
Henning Karlsrud
1
/ CFO
1,085
-
21
20
1,126
-
Ola Beinnes Fosse
2
/ CFO
800
680
19
79
1,578
250,000
Shiraz Abid / CCO
1,586
790
7
57
2,440
367,500
Martin Westersø / Chief of Staff
1,514
435
7
58
2,014
367,500
Jan-Erik Hvidsten / CTIO
1,460
510
7
58
2,035
367,500
Hans Heggenhaugen / B2B Director 1,395 412
7 58
1,872
367,500
Reynir Jóhannesson / Communication Director
1,368
366
7
57
1,798
367,500
Cathrine Wiig Ore
3
/ General Counsel
598
73
2
15
687
-
Kirsti Eidsvik
4
/ General Councel
731
200
4
58
993
180,000
Total
13,400
5,107
257
923
19,686
3,417,500
1)
Part of the executive management team until 28 February 2021.
2)
Part of the executive management team from 1 September 2021.
3)
Part of the executive management team until 31 March 2021.
4)
Part of the executive management team from 1 June 2021.
NOK thousands
2020
Remuneration and other benefits Senior
executives
Base salary
Bonus
Other
benefit
Pension
benefit
Total
Options
EoP
Eivind Helgaker / CEO
2,852
1,679
148
453
5,132
800,000
Henning Karlsrud / CFO
2,659
1,736
127
118
4,640
250,000
Shiraz Abid / CCO 1,540 664
7 58
2,269
250,000
Martin Westersø / Chief of Staff
1,425
374
7
58
1,864
250,000
Jan-Erik Hvidsten / CTIO
1,418
425
7
58
1,908
250,000
Hans Heggenhaugen / B2B Director
1,367
333
7
58
1,765
250,000
Reynir Jóhannesson / Communication Director
1,263
307
7
57
1,634
250,000
Cathrine Wiig Ore / General Counsel
1,578
380
7
59
2,023
250,000
Total
14,102
5,898
317
919
21,236
2,550,000
Costs expensed for Share-based incentive programs (see below) related to Senior executives amounted to NOK 10 (16)
million.
Ice Group ASA Annual Report 2021
66
Guidelines for remuneration to senior executives and
CEO
Remuneration to the Chief Executive Officer (“CEO”) and
other senior executives consists of base salary, variable
remuneration, other benefits and share-based
compensation. Other senior executives are those seven
people who, together with the CEO, comprise the Group
management. Distribution between basic salary and
variable compensation shall be proportionate to the
executive's responsibility and authority. For senior
executives, variable pay is ranged between 15% and 85%
of base salary. Variable compensation is based on
performance in relation to individual targets.
CEO
The CEO is eligible to receive an annual bonus of up to 75%
of the annual base salary if conditions apply. The CEO is
entitled to a severance pay of 6 months base salary in case
of notice based on Company circumstances. The Group
has no difference in retirement benefits for executives
compared to other employees.
Declaration on remuneration to senior management
Asal. §6-16a sets forth a requirement for ASA companies
to provide information regarding the content of the
declaration on remuneration for senior management as
prepared by the Board of Directors. Pursuant to the
changes in the Public Limited Liability Companies Act, i.e.
addition of a new section 6-16 (b), and associated new
regulations, the Group will publish a separate
remuneration report containing detailed information on
remuneration to the Board for the reporting year 2021
which may be found on www.icegroup.com.
Share-based incentive program
On 29 March 2019, a long-term incentive program was
announced, a total of 3,522,000 options, each entitling the
holder to the issue of one share in the company with a
strike price of NOK 15.13. The latest exercise date for the
1,825,000 options held by current employees and board
members was 31 December 2020, while the latest exercise
date for the options held by others was 31 December
2019. The company aims to issue options for around 1.5%
of the shares in the company every year.
On 20 December 2019 the Board extended the share
option program for former employees that expired in
December 2019 to 31 December 2020. The extension
includes a total of 1,847,000 options, each entitling the
holder to the issue of one share in the company with a
strike price of NOK 15.13. All stock options lapsed in 31
December 2020 except for 20,000 options that were
exercised.
On 24 February 2020 the Board approved a new long-term
incentive program. The total number of options granted
was 2,550,000 where each option gives the holder the
right to acquire one share in the Company with a strike
price of NOK 25. The options have a vesting period of four
years, with 25% of the options vesting each year and first
vesting one year after the grant date. Two exercise periods
per year will be set by the Company. The options will
expire 7 years after the grant date.
On 3 February 2021 the Board approved a new long-term
incentive program. The total number of options granted
was 2,019,000 where each option will give the holder the
right to acquire one Ice Group ASA share with a strike price
of NOK 25. The options have a vesting period of four years,
with 25% of the options vesting each year and first vesting
one year after the grant date. Two exercise periods per
year will be set by the Company. The options will expire 7
years after the grant date.
At year-end 2021, the total number of outstanding options
is 3,417,500.
Board remunerations
2021
2020
NOK thousands
Total fees
Options EoP
Total fees
Options EoP
Chair
Guillaume d´Hauteville
615
-
517
-
Other members of the Board
Ingvild Myhre
1
167
-
400
-
Guillaume d´Hauteville
-
-
-
-
Roshi Motman
2
210
Mari Thjømøe
429
-
400
-
Hans-Holger Albrecht
406
-
483
-
Total
1,826
1,800
1)
Part of the Board of Directors until Q2 2021
2)
Part of the Board of Directors from Q2 2021
Ice Group ASA Annual Report 2021
67
Shareholdings
The shareholders in the Company were distributed as follows:
2021
2020
Shareholders
Direct shares
Ownership %
Direct shares
Ownership %
More than 5% shareholdings
Access Industries (and affiliates)
125,325,768
62.04%
125,744,293
62.28%
RASMUSSENGRUPPEN AS (and affiliates)
20,364,236
10.08%
20,517,105
10.16%
Jörg Mohaupt (direct and indirect)
16,561,683
8.20%
16,561,683
8.20%
Board of Directors and management shareholdings
Roshi Motman
173,703
0.09 %
-
-
Mari Thjømøe
87,549
0.04%
60,620
0.03%
Martin Westersø
20,583
0.01%
17,844
0.01%
Kirsti Eidsvik - -
-
-
Ola Beinnes Fosse
6,575
0.00%
-
-
Hans Heggenhaugen
13,043
0.01%
9,379
0.00%
Abid Shiraz Naveed
6,992
0.00%
5,280
0.00%
Jan-Erik Hvidsten 861 0.00%
861
0.00%
Reynir Johannesson
5,379
0.00%
2,982
0.00%
Eivind Helgaker
166,698
0.08%
159,301
0.08%
Other investors (< 5% share ownership)
39,283,674
19.45%
38,814,430
19.23%
Total
202,016,744
100.0%
201,893,778
100.0%
Note 9 – Taxes
NOK millions
2021
2020
Current taxes
-
-
Deferred taxes
-2
-2
Total tax
-2
-2
Reconciliation of effective tax
2021
2020
Result before tax
-963
-976
Income tax calculated at applicable tax rate of the Parent Company
212
215
Tax effects from:
- Non-taxable income and non-deductible items
11
29
- Adjustments of prior-year taxes
-
-
- Non-capitalised unused tax losses
-224
-246
Total tax
-2
-2
Deferred taxes
2021
2020
Positive changes in deferred taxes
0
26
Negative changes in deferred taxes
-2
-28
Total deferred tax in the statement of income
-2
-2
Deferred tax assets
2021
2020
Opening carrying amount
2
28
Changes recognised as income in the statement of income
2
2
Changes recognised as cost in the statement of income
0
-28
Currency translation differences
0
0
Closing carrying amount
4
2
Whereof attributable to capitalised tax losses
4
2
Whereof attributable to temporary differences
0
0
Ice Group ASA Annual Report 2021
68
Deferred tax liabilities
2021
2020
Opening carrying amount
0
-28
Changes recognised as income in the statement of income
0
26
Changes recognised as cost in the statement of income
0
2
Currency translation differences
0
0
Closing carrying amount
0
0
Whereof attributable to non-current assets
0
0
Net deferred taxes presented in the statement of positions
0
0
Deferred tax assets are recognised for tax loss carry
forwards to the extent that it is probable that they can be
utilised by future taxable profits. The Group did not
recognise deferred tax assets amounting to NOK 1,296
(1,111) million related to losses of NOK 5,909 (5,165)
million, which can be offset against future taxable profits.
The Group’s loss carry-forwards does not expire at any
given time, except for non-deductible internal interest that
has a lifetime of 10 years.
Note 10 – Financial income
NOK millions
2021
2020
Interest income
1
1
Currency gains
37
145
Other financial income
-
-
Total
37
146
Note 11 – Financial expenses
NOK millions
2021
2020
Interest expenses
-494
-416
Interest expenses related to leases
-159
-143
Currency losses
-128
-48
Other financial expenses
0
-3
Total
-780
-610
Ice Group ASA Annual Report 2021
69
Note 12 – Intangible assets
Intangible assets are presented below. For information regarding ROU-assets, please see note 14 – Leases.
NOK millions
Licenses and
similar rights
Customer
relationships
Other
intangible
assets
Total
Accumulated acquisition value 395 397 792
Accumulated amortisation
-258
-119
-377
Opening carrying value 1 January 2020
136
280
416
Changes during the year
Discontinued operations
-
-
-
Investments
-
124
124
Disposals
-
-0
-0
Currency translation differences
-
0
0
Amortisation
-38
-83
-120
Closing carrying value
99
320
419
Accumulated acquisition value
393
513
906
Accumulated amortisation
-294
-193
-487
Closing carrying value 31 December 2020
99
320
419
Closing carrying value 31 December 2020,
right-of-use assets
1,565
-
-
1,565
Closing carrying value 31 December 2020,
intangible assets and right-of-use assets
1,565
99
320
1,984
Changes during the year
Discontinued operations
-
-
-
Investments
-
133
133
Disposals - -0 -0
Currency translation differences
-
-
-
Amortisation
-28
-89
-117
Closing carrying value
71
364
435
Accumulated acquisition value
393
640
1,033
Accumulated amortisation
-322
-276
-598
Closing carrying value 31 December 2021
71
364
435
Closing carrying value 31 December 2021,
right-of-use assets
1,959
1,959
Closing carrying value 31 December 2021, intangible
assets and right-of-use assets
1,959
71
364
2,394
Amortisation periods in years
10-20
-
3-5
-
Other intangible assets mainly consist of IT software and capitalised development costs.
Ice Group ASA Annual Report 2021
70
Note 13 – Property and technical equipment
Tangible assets are presented below. For information regarding ROU-assets, please see note 14 - Leases.
Technical equipment primarily consists of investments in the Group's mobile telephone network. Work in progress by 31
December 2021 consists primarily of capitalised costs related to the technology upgrade and migration projects. No interest
has been capitalised related to the projects.
NOK millions
Property
Technical
equipment
Equipment
and tools
Other
tangible
assets
Work in
progress
Total
Accumulated acquisition value
1,689
12
6
503
2,210
Accumulated depreciation
-679
-3
-5
-
-687
Opening carrying value 1 January
2020
1,010
9
1
503
1,522
Changes during the year
Discontinued operations
-0
-
-0
-0
-0
Investments
-
1
-
591
592
Disposals
-1
-
-1
-
-3
Reclassifications, net
762
-
-
-762
-
Currency translation differences
1
-0
0
-
1
Depreciation
-232
-2
-0
-
-234
Closing carrying value
1,539
8
0
331
1,879
Accumulated acquisition value
2,419
12
-
331
2,763
Accumulated depreciation
-880
-4
-0
-
-885
Closing carrying value 31 December
2020
1,539
8
0
-
1,879
Closing carrying value 31 December
2020, right-of-use assets
59
977
0
1
-
1,037
Closing carrying value 31 December
2020, tangible assets and right-of-
use assets
59
2,515
9
1
331
2,916
Changes during the year
Discontinued operations -
-
- - -
Investments
-
6
-
322
328
Disposals
-2
-0
-
-
-2
Reclassifications, net
198
-
-
-198
-
Currency translation differences 0
0
- 0 0
Depreciation
-278
-2
-
-
-280
Closing carrying value
1,457
12
0
456
1,925
Accumulated acquisition value 2,614
17
- 456 3,087
Accumulated depreciation
-1,157
-5
0
-
-1,162
Closing carrying value 31 December
2021
1,457
12
0
456
1,925
Closing carrying value 31 December
2021, right-of-use assets
59
1,005
0
0
-
1,064
Closing carrying value 31 December
2021, tangible assets and right-of-use
assets
59
2,462
12
0
456
2,989
Depreciation periods in years 3-11 5-25
5
3-5 - -
Ice Group ASA Annual Report 2021
71
Note 14 – Leases
The note provides information for leases where the Group is a lessee. The right-of-use assets stated below have been
recognised in the balance sheet as tangible and intangible fixed assets.
Right-of-use assets
The below table shows the commercial mobile spectrum licences that the Group holds as of 31 December 2021:
Spectrum (MHz)
Bandwidth (MHz)
Valid until
3,600 MHz
80 MHz
31 Dec 2041
410 MHz
2 x 1.8 MHz
31 Dec 2039
450 MHz
2 x 5 MHz
31 Dec 2039
700 MHz
2 x 10 MHz
31 Dec 2039
800 MHz
2 x 10 MHz
31 Dec 2033
900 MHz
2 x 5.1 MHz
31 Dec 2033
1,800 MHz 2 x 20 MHz 31 Dec 2033
2,100 MHz
2 x 20 MHz
31 Dec 2032
NOK millions
Licenses
and
similar
rights
Property
Technical
equipment
Equipment
and tools
Other
tangible
assets
Total
Accumulated acquisition value
2,026
86
1,048
1
2
3,163
Accumulated amortisation
-371
-17
-258
0
-1
-648
Opening carrying value 1 January
2020
1,655
68
790
1
1
2,515
Changes during the year
0
0
0
0
0
Discontinued operations
0
-4
0
0
-4
Investments
2
0
306
0
0
308
Disposals / write-downs
0
-44
0
0
-43
Currency translation differences 0
1
0 0 1
Amortisation
-91
9
-73
0
-1
-173
Closing carrying value
1,565
59
977
0
1
2,602
Accumulated acquisition value
2,022
85
1,272
1
2
3,383
Accumulated amortisation
-457
-26
-296
0
-1
780
Closing carrying value 31 December
2020
1,565
59
977
0
1
2,602
Changes during the year
Investments
489
9
115
0
0
613
Disposals / write-downs
0
-3
0
0
-3
Amortisation -95 -10
-83
0 0 -189
Closing carrying value
1,959
59
1,005
0
0
3,023
Accumulated acquisition value
2,511
94
1,384
1
2
3,992
Accumulated amortisation -552 -36
-379
-1 -2 -969
Closing carrying value 31 December
2021
1,959
59
1,005
0
0
3,023
Depreciation periods in years
10-20
3-11
5-25
5
3-5
-
Ice Group ASA Annual Report 2021
72
Ice Group ASA’s subsidiary has been awarded 80 MHz in
the 3,600 MHz band in the frequency auction organised by
the Norwegian Communication Authority (“Nkom”). The
frequencies are valid from 1 January 2022 until 31
December 2041. The 80 MHz was awarded for NOK 554
million, a sum that may be paid down over 20 years. The
frequencies are recognised in the balance sheet in the
fourth quarter if 2021, giving a right-of-use asset and lease
liabilities.
As over three years remain before the expiry of the
frequencies, the process for renewal is not yet known and,
as such, the Group has not yet defined a plan for renewal.
However, to the Group’s knowledge, no other operators
have network or end-customer equipment supporting 450
MHz frequencies, which would make the indirect
acquisition and utilisation cost substantially higher for
other operators.
Lease liabilities
Lease liabilities measured at amortised costs:
NOK millions
31 Dec 2021
31 Dec 2020
Lease liabilities
Licenses
195
176
Property
2,645
2,073
Total
2,841
2,249
The lease liabilities maturity profile based on undiscounted cash flows is as following:
NOK millions
Maturity table, lease liabilities
Cash payments due by period
2021
Within 1 year
Between 1 and 3
years
Between 3 and
5 years
Over 5 years
Lease liabilities
272
592
996
2,134
NOK millions
Maturity table, lease liabilities
Cash payments due by period
2020
Within 1 year
Between 1 and 3
years
Between 3 and
5 years
Over 5 years
Lease liabilities
270
534
837
2,040
Changes in lease liabilities during 2021 and 2020 are presented below:
NOK millions
2021
2020
Lease liabilities as of 1 January
2,249
2,033
of which non-current
2,073
1,921
of which current
176
112
Cash flows
Payment of lease liabilities
-180
-239
Non-cash changes
New leases
613
306
Interest
159
148
Lease liabilities as of 31 December
2,841
2,249
of which non-current
2,645
2,073
of which current
195
176
The Group has a spectrum charge of NOK 303 million
which is due in 2025. This is due to the postponement of
90% of the auction proceeds from the Group’s 700MHz
and 2,100 MHz frequencies from 2019. The Group has
reclassified the deferred payment from Other non-current
liabilities to Non-current lease liabilities in the 2020
comparable figures. The reclassifications have no effects
on any results or KPIs.
Ice Group ASA Annual Report 2021
73
Items recognised in the statement of comprehensive income
NOK millions
31 Dec 2021
31 Dec 2020
Depreciation charge of right-of-use asset
Licenses
-95
-91
Property
-10 -9
Technical equipment
-83
-73
Equipment and tools
0
0
Other tangible assets
0
-1
Total
-189
-173
Interest expense (included in financial expenses)
-159
-143
Expenses related to low-value leases (included in sales and admin. expenses)
-2
-2
Total cash outflow related to leases in 2021 amounted to NOK 189 million (239).
Note 15 – Investments in joint ventures
NOK thousands
Holding
Book value of shares
Result from shares
Company name
31 Dec
2021
31 Dec
2020
31 Dec 2021
31 Dec 2020
2021
2020
Smartkom AS
50%
50%
291
282
9
-28
Total book value of shares in joint
ventures at 31 December
50%
50%
291
282
9
-28
Voting shares equals the capital share.
Result from shares in joint ventures
2021
2020
Holdings
50%
50%
Participation in result of joint ventures
9
-28
Net result
18
-56
Total result of shares in joint ventures
9
-28
Extracts from the income statement of joint ventures
2021
2020
Operating result
18
-57
Net result
18
-56
Extracts from the balance sheet of joint ventures
2021
2020
Current assets
460
477
Total assets
460
477
Equity
228
382
Total liabilities
232
94
Total equity and liabilities
460
477
Shares in joint ventures
Acquisition value
2021
2020
Investments
282
310
Share of result for the year
9
-28
Total shares in joint ventures at 31 December
291
282
Ice Group ASA Annual Report 2021
74
Note 16 – Financial instruments by category
NOK millions
31 Dec 2021
31 Dec 2020
Financial assets at amortised costs
Other financial assets
18
20
Trade receivables
193
178
Cash and cash equivalents
380
779
Total
591
978
Financial liability at amortised costs
Borrowings
5,264
5,004
Other non-interest bearing liabilities
4
2
Non-current lease liabilities
2,645
2073
Trade payables
309
283
Other current liabilities
29
24
Current lease liabilities
195
176
Total
8,447
7,562
Note 17 – Operating expenses
NOK millions
2021
2020
Carrier services
265
251
COGS
165
132
Network costs
211
194
Total
642
576
Note 18 – Trade receivables
NOK millions
31 Dec 2021
31 Dec 2020
Trade receivables
203
190
Less provision for bad debts
-10
-12
Trade receivables – net
193
178
To measure the expected credit losses, trade receivables
have been grouped based on shared credit risk
characteristics and the days past due. The expected loss
rates are based on the payment profiles of sales over a
period of 36 months before 31 December 2021 or 1
January 2021, respectively, and the corresponding
historical credit losses experienced within this period. The
historical loss rates are adjusted to reflect current and
forward-looking information on macroeconomic factors
affecting the ability of the customers to settle the
receivables.
Aging analysis of trade receivables
Gross
Net
31 Dec 2021
31 Dec 2020
31 Dec 2021
31 Dec 2020
Trade receivables not due
164
140
164
139
Trade receivables past due
39
50
28
39
of which less than 30 days
7
13
7
12
of which 30-180 days
6
9
4
7
of which more than 180 days
26
28
17
20
Total accounts receivable
203
190
193
178
Specification of provision for bad debt
31 Dec 2021
31 Dec 2020
Loss allowance as of 1 January
-12
-12
Change during the year
1
0
Loss allowance as of 31 December
-10
-12
Realised losses for the year
-8 -8
Allocations to and reversals of provisions for bad debts are included in Sales and administrative expenses in the Statement
of Comprehensive income. There is no collateral or other security on the outstanding trade receivables at period end(s).
Ice Group ASA Annual Report 2021
75
Note 19 – Other current receivables
NOK millions
31 Dec 2021
31 Dec 2020
VAT receivable
0
13
Other
1
1
Total
1
14
Note 20 – Prepaid expenses and accrued income
NOK millions
31 Dec 2021
31 Dec 2020
Prepaid expenses
78
89
Accrued income related to contract with customers
0
1
Accrued interest income
0
0
Total
78
90
Note 21 – Cash and cash equivalents
NOK millions
31 Dec 2021
31 Dec 2020
Cash at bank
366
765
Payroll withholdings and other restricted cash
14
13
Total
380
779
Note 22 – Borrowings
NOK millions
31 Dec 2021
31 Dec 2020
Senior unsecured bonds
1,413
1,406
Senior secured callable bonds
1,371
1,392
Convertible bonds
614
543
Goldentree loan (USD)
1,304
1,111
Rasmussengruppen loan (SEK)
543
535
Long-term payable with Access Industries (USD)
18
17
Total borrowings
5,264
5,004
Currency in millions
Currency
31 Dec 2021
31 Dec 2020
Goldentree loan
USD
151
135
Rasmussengruppen loan
SEK
558
513
Long-term payable with Access Industries USD 2 2
Please see also Net Interest-Bearing Debt (“NIBD”) under Alternative Performance Measures section.
Senior Unsecured Callable Bond 2017/2022
In Q2 2017, Ice Group, through Ice Group Scandinavia
Holdings AS, issued a five-year NOK 800 million senior
unsecured bond (ISIN NO 001 0789035) at a blended debt
financing cost of NIBOR +5.25% points. The bond was
successfully admitted to Oslo Stock Exchange on 3
October 2017.
Voluntary redemption of the bond from the Issue Date to,
but not including, the First Call Date at a price equal to the
Make Whole Amount. From the First Call Date to, but not
including, the Interest Payment Date in April 2020 at a
price equal to 104.00% of the Nominal Amount of each
redeemed Bond, which is reduced to 102.50% of the
Nominal Amount if redeemed after the Interest Payment
Date in April 2020 to, but not including, the Interest
Payment Date in April 2021. If redeemed from the Interest
Payment Date in April 2021 to, but not including, the
Maturity Date, the price is equal to 101.25% of the
Nominal Amount.
Senior Secured Callable Bond 2017/2021
In Q4 2017, Ice Group, through Ice Group Scandinavia
Holdings AS, issued a four-year NOK 1.4 billion senior
secured bond (ISIN NO 001 0807092). The bond had a
coupon of 3 months NIBOR +4.60% points. The bond was
successfully admitted to Oslo Stock Exchange on 8
November 2017. The bond was redeemed in the first half
of 2021.
Ice Group ASA Annual Report 2021
76
Senior Unsecured Bond 2019/2023
In Q4 2019, Ice Group, through Ice Group Scandinavia
Holdings AS, issued a four-year NOK 900 million senior
unsecured bond (ISIN NO 001 0864002). The bond has a
coupon of 3 months NIBOR +8.00% points. The bond was
successfully admitted to Oslo Stock Exchange on 1 April
2020.
Voluntary redemption of the bond from the Issue Date to,
but not including, the First Call Date at a price equal to the
Make Whole Amount. From the First Call Date to, but not
including, the Interest Payment Date in October 2022 at a
price equal to 104.852% of the Nominal Amount of each
redeemed Bond, which is reduced to 102.911% of the
Nominal Amount if redeemed after the Interest Payment
Date in October 2022 to, but not including, the Interest
Payment Date in April 2023. If redeemed from the Interest
Payment Date in April 2023 to, but not including, the
Maturity Date, the price is equal to 100.970% of the
Nominal Amount.
Senior Secured Bond 2021/2025
In Q1 2021, Ice Group, through Ice Group Scandinavia
Holdings AS, issued a new four-year NOK 1,4 billion senior
secured bond (ISIN NO 001 0939788). The bond has a
coupon of 3 months NIBOR +4.00% points. The bond was
successfully admitted to Oslo Stock Exchange on 4 August
2021.
Voluntary redemption of the bond from the Issue Date to,
but not including, the First Call Date at a price equal to the
Make Whole Amount. From the First Call Date to, but not
including, the Interest Payment Date in March 2024 at a
price equal to 102.22% of the Nominal Amount of each
redeemed Bond, which is reduced to 101.11% of the
Nominal Amount if redeemed after the Interest Payment
Date in March 2024 to, but not including, the Interest
Payment Date in September 2024. If redeemed from the
Interest Payment Date in September 2024 to, but not
including, the Maturity Date, the price is equal to 100.25%
of the Nominal Amount.
Convertible Bond
In Q3 2020, Ice Group, through Ice Group ASA, issued a
five-year convertible bond of NOK 689 million, of which
NOK 545 million is increased borrowing and NOK 144
million is the equity component. The interest rate is 8%
p.a. if paid in cash or 10% if paid in kind (PIK). The bonds
may be converted to shares in Ice Group ASA. The
conversion price is initially set to NOK 19.5089 per share,
and subject to adjustments under given circumstances
described in the bond terms.
The Issuer may redeem all, but not some only, of the
Outstanding Bonds each at their Principal Amount, plus
accrued but unpaid interest to (but excluding) the Issuer
Optional Redemption Date at any time on or after 31
August 2022, if on each of not less than 20 Dealing Days in
any period of 30 consecutive Dealing Days ending not
more than five calendar days prior to giving the relevant
Optional redemption Notice, the Volume Weighted
Average Price of a share on such Dealing Days exceeds
130% of the Conversion Price in effect on such Dealing
Day, or at any time, if 85% or more of the aggregate
Principal Amount of the Bonds originally issued have been
redeemed, converted and/or purchased by the Issuer and
cancelled.
Goldentree loan (subordinated)
On 30 September 2015, Ice Group, through AINMT
Holdings AB, entered into in a USD 80 million loan
agreement with a consortium of financial investors
represented by GoldenTree Asset Management LLP as
agent (the “Goldentree loan”) maturing in 2030 with
payment-in-kind flexibility for the interest coupons. The
loan bears an interest coupon of 9.9% p.a. with a 2
percentage point step-up from year five until year ten
corresponding to an interest coupon of 19.9% p.a. in 2024,
and with an additional 0.6 percentage points if the PIK
facility is utilised. The loan is subordinated and runs
without amortisation requirements.
On 30 June 2019, USD 2.5 million was added to the
principal pursuant to the loan agreement.
Please see note 29 for information regarding the legal
dispute with GoldenTree Asset Management LLP.
The Borrower may prepay the loan (in whole or in parts)
at 104% of the Loan Amount from and including the
Signing Date to but not including the Interest Payment
Date in 2016. The price is increased to 105% in the period
from and including the Interest Payment Date in 2016 to
but not including the Interest Payment Date in 2017. If
paid between the Interest Payment Date in 2017 to the
Interest Payment Date in 2018 the price is at 102%,
whereas it is increased to 104% if paid between the
Interest Payment Date in 2018 to the Interest Payment
Date in 2019. If paid between the Interest Payment Date
in 2019 and the Interest Payment Date in 2020, the
Interest Payment Date in 2020 and the Interest Payment
Date in 2021, the Interest Payment Date in 2021 and the
Interest Payment Date in 2022, the Interest Payment Date
in 2022 and the Interest Payment Date in 2024, the prices
are 108%, 114%, 115% and 118%, respectively. Finally, the
price is 120% of the Loan Amount if the Borrower prepays
the Loan Amount from the Interest Payment Date in 2024
and at any time thereafter.
Rasmussengruppen loan
On 30 October 2015, the Company received a secured
perpetual callable subordinated loan of SEK 340 million
from RASMUSSENGRUPPEN AS (“RG”) (related party). As
the loan is subordinated, it is inferior to the Company’s
other creditors. The lender has a first priority pledge on
the loan. As the loan is perpetual it has no final maturity
date.
Ice Group ASA Annual Report 2021
77
Of it at any time outstanding amounts shall be paid an
interest rate equal to 7.90% p.a. From interest payment
date in 2024 the interest rate shall be increased to 20%
p.a. Interest shall be calculated from the date of payment,
and paid in arrears each year. The Company can choose
whether interest is to be paid in cash or added to the
principal.
The Borrower may repay the loan (in whole or in parts) at
100% of par value at any time. The Borrower shall upon
exercise of a Call Option also pay any accrued and unpaid
interest, plus any accrued and unpaid PIK amount and PIK
Interest.
TeliaSonera “Seller’s credit”
In Q1 2015, the Norwegian business acquired the B2B
business from Network Norway. The commitment to pay
the seller’s credit related to this purchase was overtaken
by AINMT Holdings AB. The interest is annually fixed 9.75%
and the loan is due as a whole on 1 April 2020. Interest are
due at maturity date. The loan was fully settled in June
2020.
Financial covenants
For the Senior Secured Callable Bond 2021/2025, the
Senior Unsecured Callable Bond 2017/2022 and the
Senior Unsecured Bond 2019/2023 the Group has to
comply with certain covenants:
- Liquidity must at all times exceed NOK 150 million
- Loan to value, where net interest-bearings debts
to enterprise value must not exceed 50%
As per 31 December 2021, loan to value (for the Ice
Scandinavia group) tested to 31%.
Maturity table
The maturity table below shows the classification of the
Group’s main long-term interest-bearing liabilities by
closing date until the contractual maturity date, all
amounts stated in nominal values assuming fixed
currency rates. For maturity table regarding leases, see
note 14.
NOK millions
Maturity table, borrowings
31 Dec 2021
Cash payments due by period
2021
Original
Loan
Amount
(contract
currency)
Outstand
ing
principal
(contract
currency)
Outstanding
amount
(NOK
millions)
Within
1 year
Between
1 and 3
years
Between
3 and 5
years
Over 5
years
Senior Unsecured Callable
Bond 17/22
1
520 520 518 -543 -
- -
Senior Secured Callable Bond
21/25
1,400 1,400 1,371 -68 -136
-1,417 -
Senior Unsecured Callable
Bond 19/23
900 900 895 -79 -979
- -
Convertible Bond
2
545 615 614
-
-
-978
-
Goldentree loan - Gross debt
(USD)
3
83 151 1,304
- -
- -6,461
RG loan (SEK)
4
340 558 543
- - -
-
Long-term payable with Access
Industries
2 2 18 - - - -18
Total 5,264 -690 -1,115 -2,395 -6,478
1)
Principal netted with own bond of NOK 280.5 million. Interest income is received each period, however not included in the cash payments overview
2)
Maturity table shows repayment of convertible bond under assumption of PIK interest until final maturity date.
3)
Interest can be capitalised
4)
The loan is perpetual with no final maturity date and interests are capitalised annually. There is no planned date of repayment and thus there is no estimation of maturity
Ice Group ASA Annual Report 2021
78
NOK millions
Maturity table, borrowings
31 Dec 2020
Cash payments due by period
2020
Original
Loan
Amount
(contract
currency)
Outstanding
principal
(contract
currency)
Outstanding
amount
(NOK
millions)
Within
1 year
Between
1 and 3
years
Between
3 and 5
years
Over 5
years
Senior Unsecured Callable
Bond 17/22
1
520 520 514 -45 -542
-
-
Senior Secured Callable Bond
17/21
1,400 1,400 1,392 -1 469 -
-
-
Senior Unsecured Callable
Bond 19/23
900 900 892 -85 -1,078
-
-
Convertible Bond
2
545 545 543
-
-
-978
-
Goldentree loan - Gross debt
(USD)
3
83 139 1,111
-
-
- -6,251
RG loan (SEK)
4
340 513 535
- - -
-
Long-term payable with
Access Industries
2 2 17 - - - -17
Total 5,004 -1,599 -1,620 -978 -6,268
1)
Principal netted with own bond of NOK 280.5 million. Interest income is received each period, however not included in the cash payments overview
2)
Maturity table shows repayment of convertible bond under assumption of PIK interest until final maturity date.
3)
Interest can be capitalised
4)
The loan is perpetual with no final maturity date and interests are capitalised annually. There is no planned date of repayment and thus there is no estimation of maturity
For information regarding liquidity risk management, see note 2 section "Liquidity risk".
Changes in Borrowings
2021
NOK millions Borrowings
January 1, 2021 5,004
of which non-current 3,604
of which current 1,400
Cash flows Repayment of interest-bearing debt -1,400
Issuance of interest-bearing debt 1,365
PIK capitalisation 191
Foreign exchange movement 104
December 31, 2021 5,264
of which non-current 4,744
of which current 520
Ice Group ASA Annual Report 2021
79
Reconciliation of debt arising from financing activities:
2020
NOK millions
Borrowings
January 1, 2020 4,331
of which non-current 4,331
of which current 0
Cash flows Repayment of interest-bearing debt -57
Issuance of interest-bearing debt 545
PIK capitalisation 153
Foreign exchange movement 33
December 31, 2020 5,004
of which non-current 3,604
of which current 1,400
The senior secured bond of NOK 1,400 million is
reclassified from non-current liability to current liability in
the annual 2020 comparable figures in the balance sheet
due to a classification error in the annual report 2020.
This reclassification has no effects on any results or KPIs.
Note 23 – Other current liabilities
NOK millions
31 Dec 2021
31 Dec 2020
Employee benefit related liabilities
18
14
Other payables
15
10
Total
33
24
Note 24 – Accrued expenses and deferred income
NOK millions
31 Dec 2021
31 Dec 2020
Accrued interests
102
97
Accrued personnel related expenses
46
39
Other accrued expenses
356
337
Accrued expenses related to leases
92
91
Deferred income 37 41
Total
633
606
Note 25 – Pledges and other contractual commitments
Assets pledged as per 31 December 2021 were all related
to the issuing of the Senior Secured Callable bond (ISIN NO
001 0939788) in favour of the bondholders (Nordic
Trustee ASA, Norway, as bond trustee on behalf of the
bondholders):
• All shares in Ice Group Scandinavia Holdings AS and its
subsidiary Ice Communication Norge AS
• Ice Group Scandinavia Holdings AS: Pledge over (i) all
bank accounts (NOK 49 million), (ii) operating assets
(NOK 68 million), (iii) inventory and (iv) factoring
registered in the Register of Mortgaged Movable
Property
• Ice Communication Norge AS: Pledge over (i) bank
accounts (NOK 296 million), (ii) operating assets (NOK
68 million), (iii) inventory (NOK 2 million), (iv) technical
equipment (NOK 1,457 million), (iv) factoring
registered in the Register of Mortgaged Movable
Property
• In addition to the above, pledges were set out over the
monetary claims under the following Group internal
loans and loan agreements:
o Ice Group Scandinavia Holdings AS loan to Ice
Norge Communication AS of NOK 1,850,000,000
All pledges related to the issuing of the Senior Secured
Callable bond (ISIN NO 001 0807092) were duly released
in connection with the redemption of the bond in the first
half of 2021. All pledges related to Ice Danmark ApS were
duly released in connection with the divestment in May
2020.
Ice Group ASA Annual Report 2021
80
NOK millions
Other contractual commitments
2021
2020
Commitments, investments
528
518
Commitments, other
49
17
Total future fees for other contractual commitments
578
535
Other commitments mainly relate to commitments for ordered and contracted goods and services that cannot be cancelled
without economic effects.
Note 26 – Adjustments for non-cash items
NOK millions
2021
2020
Share-based compensation expenses (see note 8)
10
16
Impairment of non-current assets
0
0
Currency related items
91
-97
Total
102
-80
Note 27 – Transactions with related parties
The major shareholder of Ice Group ASA is AI Media
Holdings (NMT) LLC, Delaware. The ultimate parent which
is deemed to have a controlling influence over AINMT
Group is AI International Investments LLC, registered in
Delaware, USA with address 730 5th Avenue, 20th Floor,
New York NY10019. Other related parties are all
subsidiaries within the Group and senior executives of the
Group, i.e. Board and Management, as well as its family
members.
The Company has internal loans to its subsidiaries AINMT
Holdings AB, Ice Communication Norge AS, Ice Retail AS
and Phonepartner Norge AS, and an external loan from
Rasmussengruppen AS (see note 22). The Group’s largest
shareholders AI Media Holdings (NMT) LLC,
Rasmussengruppen AS and Bridford Investments Limited
that in aggregate hold c.80% of the shares in the Group,
have subscribed for bonds in the amount of NOK 650
million in the convertible bond issue in August 2020.
Goods and services are bought and sold by and to all the
subsidiaries on normal commercial terms with cost plus
margin of 7%.
Note 28 – Earnings per share
The calculations of earnings per share attributable to the equity holders of Ice Group ASA are based on the
following:
NOK millions except earnings per share
Earnings
2021
2020
Net result
-961
-974
Basic/diluted earnings per share
-4.76
-4.83
NOK thousands
Number of shares
2021
2020
Weighted average number of shares
201,946
201,874
Ice Group ASA Annual Report 2021
81
Note 29 – Legal disputes
GoldenTree Asset Management LP (GoldenTree)
submitted, in the second half of 2020, a statement of claim
to Oslo District Court to obtain a judgement that the loan
agreement with the Group has been breached 14 times
since 2017 (7 of these alleged breaches consisting of not
informing GoldenTree of the alleged breaches) and that
the lenders are entitled to an increase in the interest rate
of 5 percentage points for each breach. According to
GoldenTree this implies that interest accrued in the last
year ending 30 September 2020 alone amounts to USD
112,376,900. GoldenTree alleges that this interest amount
is due and payable and requests that the Ice Group ASA
subsidiary, AINMT Holdings AB, be ordered to pay this
amount to GoldenTree. GoldenTree has been informed of
the public bond issues and has never before objected to
or raised any concerns in relation thereto.
On 12 April 2021, GoldenTree submitted a pleading to the
court in the dispute. In the pleading, GoldenTree admits
that it received information about the disputed historic
financing transactions when they took place – despite not
raising any objections until August 2020 – which AINMT
Holdings AB already had invoked as a key defense against
the claim. In the same pleading, GoldenTree agreed to
refer the dispute to mediation. In the pleading GoldenTree
has further expanded its claim to include 6 additional
alleged breaches (connected to Ice Group Scandinavia
Holdings AS’ refinancing of its NOK 1,400 million senior
secured bond), based on the same legal arguments as for
the original claim. The formal court-led mediation
meetings were conducted in June.
In Ice Group's opinion there is no merit to any of
GoldenTree's claims that the loan agreement has been
breached. Ice Group will vigorously oppose all
GoldenTree's allegations in a possible law-suit.
In relation to the contemplated capital raise announced in
November the Group had entered into a contingent
settlement agreement with GoldenTree pursuant to
which, upon payment by AINMT Holdings AB of
approximately NOK 1,500 million, the GoldenTree loan
would be settled in full and the parties would release each
other from any and all claims and counterclaims relating
to their dispute and the GoldenTree Loan Agreement,
provided that the lenders thereunder received payment
by 31 December 2021. The payment amount included the
accrued interests and a call premium of 15% of par value
in accordance with the GoldenTree Loan Agreement. The
contingent settlement agreement has lapsed as the lender
did not receive payment by 31 December 2021.
Please see Note 30 – Subsequent events for more
information related to the legal dispute announced after
the balance sheet date.
Note 30 – Subsequent events
There are no other events after 31 December 2021 that
have a material effect on the financial statement for 2021.
However, the below items are relevant for on the future
business of Ice Group:
⁎ On 3 January 2022, Ice Group ASA announced that
Golden Tree reduced the claim made against AINMT
Holdings AB in a recent pleading. GoldenTree has now
revised its position to claim 5 alleged breaches
(reduced from earlier 20), each allegedly entitling
GoldenTree to a 5 percentage point interest increase.
Borea AS and Nordstjernan Kredit AB, which hold
around 18% of the outstanding debt under the GT
Loan Agreement and previously had reserved all their
rights under the GT Loan Agreement in respect of the
alleged breaches, have now joined GT in the
proceedings as plaintiffs. As a result, the claim is now
revised to correspond not only GT’s 82% portion, but
to the full outstanding debt.
⁎ On 25 January 2022, Ice Group ASA announced that in
a more recent pleading, contrary to their previous
pleading, they now claim that 6 breaches were made,
each allegedly entitling the plaintiffs to a 5 percentage
point interest increase. In the latest pleading, the
plaintiffs claim that interest accrued for the 2019-
2020 interest period, which the plaintiffs allege is due
and payable, amounts to USD 36.4 million with the
alleged increased interest (down from the USD 137
million originally claimed in the statement of claim).
⁎ On 18 February 2022, Ice Group ASA announced that
the Company and its subsidiary AINMT Holdings AB
("AINMT", together with Company referred to as “Ice”)
have decided to enter into a Heads of Terms
agreement with Lyse AS (“Lyse”) regarding the sale of
Ice Group Scandinavia Holdings AS (“IGSH”) (the
“Transaction”). The Transaction includes the
acquisition by Lyse of all issued and outstanding
shares of IGSH, and such additional assets and shares
which normally belong to the business of Ice
(including 100% of the shares of Ice Communication
Norge AS and subsidiary), Phonepartner Norge
Holding AS and subsidiary and Ice Retail Holding AS
and subsidiary (the “Business”). The enterprise value
of the Business implied by the Transaction is
approximately NOK 5,560 million and Ice expects to
receive cash proceeds of approximately NOK 3 billion
following completion of the Transaction.
Completion of the Transaction is subject to entering
into final transaction documents, limited customary
Ice Group ASA Annual Report 2021
82
confirmatory due diligence, regulatory approvals and
approval by relevant Ice stakeholders, including the
shareholders of the Company in an extraordinary
general meeting. The Company has received
preapprovals for the Transaction from shareholders
representing approximately 80% of the shares as well
as from relevant creditors, and the sales agreement
was approved by the General Meeting on 21 March by
94.5% of the shares represented. Closing of the
Transaction is targeted for the end of March.
Furthermore, regarding the previously announced
dispute between GoldenTree Asset Management LP
(“GoldenTree”) and AINMT relating to the loan
agreement between GoldenTree, certain other
lenders and AINMT (the “GT Loan Agreement”). AINMT
has entered into a contingent settlement agreement
with GoldenTree and the other lenders under the GT
Loan Agreement, whereby the parties agree that
upon payment by AINMT of approximately NOK 1,550
million (exact amount depending on settlement date
and prevailing exchange rate), the GT loan will be
settled in full and the parties will release each other
from any and all claims and counterclaims relating to
the dispute and the GT Loan Agreement, provided
that the lenders under the GT Loan Agreement
receive payment within the earliest of the Completion
of the Transaction and 30 June 2022. The court
hearings scheduled to start 4 April 2022 will be
conducted as scheduled however will be cancelled if
GoldenTree receives payment of the settlement
amount before 4 April 2022.
The cash proceeds (net of transaction fees) will be
applied in repayment of the above settlement
amount and the Company’s liabilities under the SEK
340 million perpetual loan and the NOK 689.1 million
convertible bond (each including capitalised interest,
accrued and uncapitalised interest and applicable call
premium) totalling approximately NOK 2.9 billion
(exact amount depending on discharge date and
prevailing exchange rate). After closing of the
Transaction, the Company expects that there will only
be a limited residual amount left for the equity
holders.
The board and management of Ice have explored
multiple potential transactions to achieve a successful
refinancing solution. A refinancing has been deemed
necessary for Ice to have a sufficient liquidity and
equity to continue its current and planned business.
The refinancing process has been challenging due to
the complex capital structure and different creditor
preferences. Discussions with creditors, shareholders
and a range of potential new investors have been
conducted to explore all options for a successful
refinancing solution, and the goal has been to protect
and maximize all stakeholder values in this process.
The board and management of Ice have received and
evaluated offers and proposals on several different
structures and solutions from several investor
groups. The board's decision is unanimous and is due
to the Transaction being the overall best alternative
for the Company’s stakeholders. The Transaction will
enable continued development of the third mobile
network in Norway and strengthening the overall
telecom infrastructure.
⁎ On 4 March 2022, Ice Group ASA announced that
reference is made to the announcement of 18
February by ICE Group ASA (the "Company")
regarding a sale of Ice Group Scandinavia Holding AS
and associated assets to Lyse AS, and the notice dated
28 February 2022 of an extraordinary general meeting
(“EGM”) to approve the transaction. The Company has
now entered into a definitive sale and purchase
agreement (the “SPA”) with Lyse on the terms
described in the announcement and the notice of the
EGM. Completion of the Transaction is subject to
regulatory approvals and approval by the
stakeholders of the Company, including shareholders
of the Company in the EGM. The Company has
received preapprovals for the transaction from
shareholders representing approximately 80% of the
shares as well as from relevant creditors, and the
sales agreement was approved by the General
Meeting on 21 March by 94.5% of the shares
represented. Closing of the Transaction is targeted for
the end of March.
⁎ On 21 March 2022, an extraordinary general meeting
of Ice Group ASA was held in which the sale of Ice
Group Scandinavia Holdings AS and other assets was
approved. Furthermore, the general meeting adopted
a couple of amendments to the Articles of
Association.
⁎ On 21 March 2022, reference is made to the
announcement of 18 February by ICE Group ASA (the
"Company") regarding a sale of Ice Group Scandinavia
Holding AS and associated assets to Lyse AS, and the
notice dated 4 March 2022 regarding entering into a
definitive sale and purchase agreement. The
Company has today been informed by the Norwegian
Competition Authority ("NCA") that the case has been
processed and closed with the NCA. Completion of
the Transaction is still subject to certain regulatory
approvals.
⁎ On 25 March 2022, reference is made to the previous
announcement by Ice Group ASA regarding the sale
of Ice Group Scandinavia Holdings AS and associated
assets to Lyse. The Company has been informed that
the Norwegian Communications Authority (“Nkom”)
will approve the transfer of all frequency licenses. All
material closing conditions are now complete. Closing
of the Transaction is targeted for the end of March.
⁎ The SEK 340 million perpetual loan to
RasmussenGruppen with an outstanding amount of
NOK 543 million as of 31 December 2021 will be
Ice Group ASA Annual Report 2021
83
settled in March following the Transaction totalling
SEK 570 million (including accrued and uncapitalised
interest and applicable call premium). The convertible
bond with an outstanding amount of NOK 758 million
(whereas the borrowings is NOK 614 million and NOK
144 million is the equity component) as of 31
December 2021, will be settled in March totalling NOK
821 million (including uncapitalised interest and call
premium).
⁎ On 30 March 2022, reference is made to the
announcement of 18 February by ICE Group ASA (the
"Company") regarding a sale of Ice Group Scandinavia
Holding AS («IGSH») and associated assets to Lyse AS,
and the notice dated 4 March 2022 regarding entering
into a definitive sale and purchase agreement. The
sale of the shares in IGSH and associated assets has
today been completed. Receipt of certain
international payments are still in the process of
being finally confirmed.
The Company will notably employ the proceeds from
the transaction to repay all debt. As a consequence of
the repayment of GoldenTree loan, the dispute
between AINMT Holdings AB and GoldenTree will be
discontinued by mutual agreement between the
parties upon receipt of payment by the lenders.
As approved by the extraordinary general meeting on
21 March 2022, the Company will change its name to
AINMT ASA following completion of the transaction.
Note 31 – Risks and factors of uncertainty
Ice Group operates in the highly competitive and
regulated mobile telecommunications industry in Norway
and is exposed to certain risks that could have impact on
earnings or its financial position. Ice Group has defined
risk as anything that could have a material adverse effect
on the achievement of its goals or activities. Risks can be
threats, uncertainties or lost opportunities relating to Ice
Group’s current or future operations. Ice Group divides
the risks into related to disease outbreaks, risks related to
the industry and market conditions, risks related to the
Group’s operations, legal and regulatory risks and
financial risks.
Risks related to disease outbreaks
Disease outbreaks and pandemic risks
While Ice Group’s operations are today foremost based in
Norway, it relies on a significant number of operational
staff and third-party suppliers to run smoothly, as well as
the continuous and stable supply of handsets and other
equipment to our customers. As evidenced by the recent
COVID-19 pandemic outbreak, disease outbreaks may
cause significant disruptions to our continuing business
operations, including the supply of stocks and the
movement of staff and their ability to commute to their
place of work. Such restrictions and the outbreak itself
could have an adverse impact on the Ice Group’s business,
including on supply of both network equipment and
handsets or other consumer premises, equipment, and
could also impact the availability and performance of
service staff with our suppliers.
Given the rapidly evolving landscape of the COVID-19
pandemic, where information, impacts and even the
regulatory environment can change in a matter of hours,
it is extremely difficult to estimate the potential impact of
pandemic outbreaks to the Group’s financial results. Ice
Group has however implemented precautionary
measures and protocols based on recommendations
from official health authorities, such as the Norwegian
Institute of Public Health (No. Folkehelseinstituttet) and
the World Health Organization (“WHO”). To the extent
possible, business continuity and contingency plans have
been updated and implemented to mitigate any negative
impact on the business from a wide-spread and long-
lasting disease of the Coronavirus type.
It is clear that restrictions resulting from pandemic
outbreaks such as COVID-19 on movement of people,
transportation of equipment and other governmental or
regulatory restrictions could limit Ice Group’s ability to
meet operational and financial targets and commitments
to customers. Furthermore, the general reduction in
macroeconomic activity – both domestically and
internationally – following the disease outbreaks could
directly impact the growth and/or demand for the services
Ice Group provides, which in turn could result in lower
service revenues, and thereby have a material adverse
effect on Ice Group’s business, financial condition and
results of operations.
Risks related to the industry and market
conditions
Continued rapid technological changes
The telecommunications industry is characterised by
rapid increases in the diversity and sophistication of the
technologies and services offered. As a result, the Group
may face increasing competition from the application of
technologies which are currently being developed, such as
fifth generation mobile services (“5G”), or which may be
developed in the future by the Group’s existing
Ice Group ASA Annual Report 2021
84
competitors, new market entrants or telecommunications
equipment firms. Future development or application of
new or alternative technologies, services or standards
could require significant changes to the Group’s business
model, the development of new products, the provision of
additional services or substantial new investment. The
Group cannot guarantee that it will be able to adapt its
services in an adequate and timely manner in order to
keep up with the rapid development in the market. If the
Group fails to develop, or obtain timely access to, new
technologies or equipment, or if the Group fails to obtain
the necessary licenses or spectrum to provide services
using these new technologies, the Group’s products may
be less competitive, causing the Group to lose subscribers
and market share. As a consequence, the Group may need
to make further investments in order to remain
competitive, which would increase costs and affect
profitability, which again could have a material adverse
effect on the Group’s business, financial condition and
results of operations.
Risks related to the Group’s operations
Future investments in maintaining, upgrading and
expanding networks
The Group’s success is dependent on its ability to continue
its investments in maintaining, upgrading and expanding
its telecommunication networks. The Group has made
substantial investments in its networks and is expected to
continue with those investments. However, certain factors
outside the control of the Group could restrict or limit the
Group’s ability to continue with those investments. These
include the availability of new and attractive products in
the market to build and maintain the network, the ability
of equipment suppliers to deliver their products in an
effective and satisfactory manner, the Group’s ability to
negotiate with its suppliers and the Group’s ability to
obtain financing on a timely basis and on commercially
reasonable terms. In the mobile broadband segment,
efficient and affordable equipment is important to be able
to deliver competitive services. Failure to maintain and
develop robust telecommunication networks could hinder
the Group’s financial and operational performance in the
future.
In addition, the Group must also continuously maintain
and upgrade its existing networks and IT systems in order
to allow ongoing operations to function properly and to
expand such subscriber function as the subscriber base
grows. Further, the Group could be required to upgrade
the functionality of its networks, increase customer
service efforts, update network management and
administrative system and upgrade older systems and
networks to adapt them to new technologies by regulatory
obligations. Many of these tasks are not fully under the
Group’s control, and may be affected by, among other
things, regulatory regime under the which the Group
operates. If the Group fails to successfully maintain,
expand or upgrade its networks and IT systems, the
Group’s offerings and services may become less attractive
to new subscribers and the Group may lose existing
subscribers to its competitors. In addition, the Group’s
future and ongoing network and IT systems upgrades may
fail to generate a positive return on investment, which
may have an adverse effect on the Group’s business,
financial condition and results of operations. Finally, if the
Group’s capital expenditure exceeds projections or the
Group’s operating cash flow is lower than expected, the
Group may be required to seek additional financing for
future maintenance and upgrades, which in turn could
have a material adverse effect on the Group’s business,
financial condition and results of operations.
Dependency on contracts
The National Roaming Agreement Ice Communication
Norge AS has signed with Telia allows the Group’s
customers in Norway to secure access to a network when
customers travel outside of the Group’s own network
coverage and is hence material to the Group’s business in
Norway. The National Roaming Agreement lasts until 31
December 2023 with a 1+1 year extension option,
whereas the last 1 year option is subject to certain
conditions. There is no absolute certainty that the
agreement will be prolonged on current (or better) terms,
or that the agreement will be renewed or replaced after
the expiry of its term. Although Telenor is required under
current regulation to offer national roaming services and,
access to Telenor`s masts, and could therefore be
considered a potential alternative provider to the Group
in this respect, there may be changes to the current
regulation resulting in Telenor no longer being obliged to
provide such services, or the Group may be unable to
secure as favourable terms under an agreement with
Telenor. Should the Group not succeed in prolonging
and/or renewing or replacing the National Roaming
Agreement after it has expired, this may have a material
adverse effect on churn and hence the Group’s business,
financial condition and results of operations.
In 2016, AINMT Holdings AB entered into a framework
supply agreement with Nokia whereby Nokia was elected
as vendor for the rollout of LTE Radio Access Network
(“RAN”) in Scandinavia. On 30 May 2018, AINMT Holdings
AB entered into the Amended Nokia Agreement, which
provides the framework to facilitate further network build-
out in Norway as a turnkey supplier. The Group is in
particular subject to material payment obligations
pursuant to the amendment to the Nokia Agreement,
which is a material component in the Group’s growth
strategy. Should the Group fail to meet its obligations
under the Amended Nokia Agreement, this could have a
materially adverse impact on the Group’s financial
condition, results of operation and ability to further
expand its business.
Ice Group ASA Annual Report 2021
85
Competition from other operators
The Group’s business plan assumes significant growth in
its smartphone customer base in Norway. The Group
faces competition from other telecommunications
operators, as well as fixed line operators in some markets.
The Group’s main competitors are Telenor and Telia.
Competition from current market participants, potential
new entrants and new products and services, may
adversely affect the Group’s performance. In Norway,
both Telenor and Telia offer Mobile Virtual Network
Operator (“MVNO”) access to infrastructure and network,
allowing potential competitors in the market to offer
mobile services through entering into service provider
agreements with Telenor or Telia. A service provider
agreement means that the capital expenditure required to
enter the mobile market in Norway as a competitor is
much lower since such new entrants are not dependent
on investing in infrastructure or core network.
Disruption of services
The Group’s ability to operate successfully is dependent
on the Group’s ability to deploy sufficient network
resources and operate the Group’s networks. The failure
or breakdown of key components of the Group’s
networks, including hardware and software, may have a
material negative effect on the Group’s financial and
operational performance. Although all system parts are
redundant, if two or more business critical nodes fail, the
network might have unstable and weak services to the
end-user which could lead to customers terminating their
services with Group.
The Group has experienced system failures, and while the
Group has taken measures to prevent or limit future
failures and their impact, there can be no assurance that
the Group will not experience disruptions to its services in
the future. Any interruptions in the Group’s ability to
provide its services could seriously harm the Group’s
reputation and reduce subscriber confidence, which could
materially impair the Group’s ability to acquire and retain
subscribers. In addition, the Group may incur significant
capital expenditures to restore the functionality of the
Group’s networks and provide its subscribers with reliable
service, network capacity and security.
Further, part of the Group’s network infrastructure is
located on the premises of third parties. If this
infrastructure encountered any disruptions, it may take
longer to resolve the problem, which would impair the
Group’s ability to restore services, and accordingly affect
its reputation and ability to obtain and retain subscribers.
In addition, disputes between these third parties and the
Group or legal proceedings involving third parties or the
Group’s property may cause part of the Group’s network
infrastructure to be inaccessible, which could have a
material adverse effect on the Group’s ability to efficiently
operate, maintain and upgrade the Group’s network.
Relationship with suppliers
The Group depends on a limited number of suppliers and
vendors to provide equipment and services to develop
and upgrade its networks and operate its businesses.
Although the Group believes that there exist alternative
suppliers and vendors if the existing relationships were to
be terminated, no assurance can be given that the Group
will be able to replace the suppliers on equal or better
terms. The Group’s suppliers of core network, radio and
access equipment may not continue to supply equipment
and provide services to the Group on terms that are
favourable or may discontinue with the manufacturing of
the necessary equipment required to operate the
telecommunications networks. The Group may
experience problems such as the availability of new
devices, higher than anticipated prices of new devices, and
potential difficulties with new suppliers. Given that the
number of 450 MHz band operators and subscribers
globally is limited, the attractiveness for suppliers to
supply equipment for this frequency band is limited which
could lead to fewer suppliers and higher prices for
equipment and devices. Any failure in relation to the
supply chain may have an adverse effect on the Group’s
financial and operational performance.
The Group cannot assure that its suppliers will continue to
provide the Group with products and services on
commercially attractive terms, or that the Group will be
able to obtain required services or equipment in the
future from the Group’s current or alternative suppliers on
commercially attractive terms, if at all. If the Group’s key
suppliers are unable to provide the Group with adequate
supplies of products and services, the Group’s ability to
attract subscribers could be negatively affected, which in
turn could have a material adverse effect on the Group’s
business, financial condition and results of operations.
Licence renewal risk
When the Group’s telecommunications frequency licenses
held by Ice Communication Norge AS expire, the Group
will need to renew them in order to continue its
operations. The Group’s ability to renew its licenses in the
future may be affected by factors outside of its control,
such as competition from other operators when bidding
for license renewals in auctions or the government’s
decision to revoke licenses or limit the number of license-
holders.
The existing 2,100 MHz frequency license held by the
Issuer Group will expire in 2032. The 800, 900 and 1,800
MHz frequency licenses will expire in 2033, and the 450
and 700 MHz frequency licenses will expire in 2039. The
3,600 MHz frequency license will expire in 2041.
Failure to renew licenses in the future could have a
significant impact on the Group’s ability to continue to
deliver its products and services, and/or require the Group
to undertake further investments through building further
sites to compensate for loss of frequencies in order to
Ice Group ASA Annual Report 2021
86
maintain the same level of coverage for subscribers and
subsequently impact the Group’s business, financial
condition and results of operations.
New licenses auctioned by the authorities
Ice Group is dependent on acquiring frequencies in order
to achieve its growth strategy in the long term and in order
to maintain its competitive position. The authorities in
Norway may hold auctions for new licenses in the future
which may lead to new licenses being assigned to current
or new competitors of the Group, which would increase
competition in the markets in which the Group operates,
adversely affecting the Group’s ability to gain market
share to the extent it cannot provide consistent coverage
or add capacity to its network to support its subscriber
base. To the extent the Group is unsuccessful in frequency
actions, this could adversely affect its strategy and have a
material adverse effect on its business, financial condition
and results of operations.
The licenses may have limited value upon a
bankruptcy
If any of the license owning companies in Ice Group enters
into bankruptcy, the licenses will be part of the bankruptcy
estate. Should however the bankruptcy lead to a breach
of the license requirements or the license fee not being
paid, there is a risk that the licenses may be revoked by
the authorities. In normal circumstances the bankruptcy
estate will, thus, be allowed to find a buyer for the
license(s) and assign them to the buyer, but in order to
assign licenses in Norway the authorities must consent to
the assignments. There is a risk that the authorities do not
consent to the assignment and for all licenses there is a
risk that there is no existing market for the license(s) when
the bankruptcy estate offers the license(s) for sale. If
licenses for one of more reasons prove impossible to
assign, there is a risk that the license(s) will be revoked by
the authorities without any compensation to the license
holder.
Cyber-attacks, subscriber database piracy etc.
The Group may be exposed to database piracy,
unauthorised access or other database security breaches
which could result in the leakage and unauthorized
dissemination of information about the Group’s
subscribers, including their names, addresses, home
phone numbers and personal identity number, which
could materially adversely impact the Group’s reputation,
prompt lawsuits against the Group by subscribers, lead to
violations of data protection laws and adverse actions by
telecommunications regulators and other authorities,
lead to a loss in subscribers and hinder the Group’s ability
to attract new subscribers. In addition, the Group’s
network and IT infrastructure may be exposed to cyber-
attacks, computer virus attacks or acts of terrorism or
vandalism. Any such attack could result in equipment
failures or disruptions in the Group’s operations. Any
inability to operate the Group’s network as a result of such
events may result in significant expense and/or customer
churn. These factors, individually or in the aggregate,
could have a material adverse effect on the Group’s
business, financial condition and results of operations.
Legal and regulatory risks
Regulatory environment
The Group operates in a highly regulated industry. The
Group’s business is subject to regulation set by
Government authorities in each of the markets where the
Group operates. Changes in regulation or Government
policy could restrict the Group’s ability to manage its
operations. Regulatory authorities could inter alia amend
or revoke licenses, which could materially impact the
Group’s business performance and operational results.
Dispute with GoldenTree
GoldenTree Asset Management LP (“GoldenTree”) as
agent and certain other lenders entered into an
unsecured and subordinated loan agreement dated 30
September 2015 (the “GoldenTree Loan Agreement”) with
AINMT Holdings AB, which owns directly 100 % of the
shares in Ice Group Scandinavia Holding AS. On 10
October 2020 GoldenTree submitted a claim against
AINMT Holdings AB before Oslo District Court to obtain a
judgement that the GoldenTree Loan Agreement has been
breached 14 times since 2017 (7 of these alleged breaches
consisting of not informing GoldenTree of the alleged
breaches) and that the lenders are entitled to an increase
in the interest rate of 5 percentage points for each breach.
According to GoldenTree this implies that interest accrued
in the last year ending 30 September 2020 alone amounts
to USD 112,376,900. GoldenTree alleges that this interest
amount is due and payable and requests that the Ice
Group ASA subsidiary, AINMT Holdings AB, be ordered to
pay this amount to GoldenTree. GoldenTree has been
informed of the public bond issues and has never before
objected to or raised any concerns in relation thereto.
On 12 April 2021, GoldenTree submitted a pleading to the
court in the dispute. In the pleading, GoldenTree admits
that it received information about the disputed historic
financing transactions when they took place – despite not
raising any objections until August 2020 – which AINMT
Holdings AB already had invoked as a key defense against
the claim. In the same pleading, GoldenTree agreed to
refer the dispute to mediation. In the pleading GoldenTree
has further expanded its claim to include 6 additional
alleged breaches (connected to Ice Group Scandinavia
Holdings AS’ refinancing of its NOK 1,400 million senior
secured bond), based on the same legal arguments as for
the original claim. The formal court-led mediation
meetings were conducted in June.
In Ice Group's opinion there is no merit to any of
GoldenTree's claims that the loan agreement has been
Ice Group ASA Annual Report 2021
87
breached. Ice Group will vigorously oppose all
GoldenTree's allegations in a possible law-suit.
As with every court proceeding, the outcome is up to the
court and, thus, outside the Ice Group’s control. In the
scenario where the courts find that AINMT Holdings AB
has breached the GoldenTree Loan Agreement, the
GoldenTree Loan Agreement is not binding on the Issuer
nor any other obligor under the Bond Agreement, which
includes Ice Communication Norge AS. The GoldenTree
Loan Agreement is neither binding on Ice Group ASA.
GoldenTree have, thus, not made any claims against
neither of Ice Group ASA, Ice Group Scandinavia Holdings
AS and Ice Communication Norge AS and will not have the
right to seek recourse against them. The consequences of
a ruling in disfavour of AINMT Holding AB, would mean
that AINMT Holdings AB would have to pay a cash amount
to GoldenTree, or that AINMT Holdings AB upon
enforcement of such monetary claim by GoldenTree must
sell its shares in Ice Group Scandinavia Holdings AS and,
thus, lose control over Ice Group Scandinavia Holdings AS
and Ice Communication Norge AS if AINMT Holdings AB
does not possess enough funds to make the cash
payment. This will trigger the change of control
provision/ownership undertaking in the Bond Terms and
under existing bonds. AINMT Holdings AB is solely a
holding company which Ice Communication Norge AS
does not rely on in order to carry out its business.
Please also see note 30 – Subsequent events.
Data protection
In order to provide its services, the Group collects and
processes large amounts of personal data with respect to,
inter alia, its customers, as a data controller. The EU
General Data Protection Regulation and local data
protection laws ("GDPR") provide strict obligations on data
controllers and rights for data subjects. Breach of GDPR
may result in fines and penalties as well as loss of
reputation. The implementation of GDPR has required
amendments to the Group's procedures and policies,
including measures to ensure compliance with the rules.
If there are breaches of these measures, the Group could
face significant administrative and monetary sanctions or
reputational damage which may have an adverse effect on
the Group's financial condition and results of operation.
Financial risks
Amount of debt
Ice Group has a relatively high level of outstanding debt.
Ice Group ASA has entered into a SEK 340 million Secured
Perpetual Callable Subordinated Loan Agreement with
Rasmussengruppen AS (the “RG Loan”). AINMT Holdings
AB has entered into in a USD 80 million loan agreement
with a consortium of financial investors represented by
GoldenTree Asset Management LLP as agent (the
“Goldentree Loan”).
No members of the Group are guaranteeing or providing
security for any obligations under the RG Loan or the
GoldenTree Loan Agreement, which limits the impact on
the Group if the relevant obligors of Ice Group would fail
to make payments under those loan agreements.
However, if the obligors would not be able to cover their
payment obligations thereunder, the overall liquidity of
Ice Group is likely to be affected. Defaults (or alleged
defaults) under the agreements could also lead to legal
disputes, as the current dispute with GoldenTree as
described in section Dispute with GoldenTree above.
In respect of the Group, Ice Group Scandinavia Holdings
AS has issued the following bonds:
a) NOK 800 million Senior Unsecured Callable Bonds
issued in 2017 and maturing 7 April 2022,
b) NOK 900 million Senior Unsecured Callable Bonds
issued in 2019 and maturing 10 October 2023
c) NOK 1,400 million Senior Secured Callable Bonds issued
10 March 2021, maturing 10 March 2025, and
d) NOK 689 million PIK Toggle Subordinated Convertible
Bond in 2020 maturing 31 August 2025, where Ice Group
Scandinavia Holdings AS is co-debtor and Ice Group ASA is
issuer.
The level of debt of Ice Group could adversely affect the
overall financial flexibility of the Group. It is mainly the
Group’s level of debt that is likely to have the most
important negative consequences for the Group. For
example, the Group’s substantial debt could (i) require the
Group to dedicate a large portion of its cash flow from
operations to service debt and fund repayments on the
Group’s debt, thereby reducing the availability of its cash
flow to fund working capital, capital expenditures and
other general corporate purposes; (ii) increase the Group’s
vulnerability to adverse general economic or industry
conditions; (iii) limit the Group’s flexibility in planning for,
or reacting to, changes in the Group’s business or the
industry in which it operates; (iv) place the Issuer Group at
a competitive disadvantage compared to its competitors
that have less debt; (v) require the Group to comply on
certain covenants and undertakings, and (vi) make it more
difficult to attract both existing and new investors to
participate in new equity issues. Please also see note 30 –
Subsequent events regarding the sale of Ice Group
Scandinavia Holdings AS.
Covenants
The bond agreements for the bond issues include
financial and operational covenants applicable for the
Group. A failure by the Group to meet these covenants will
constitute an event of default entitling the bondholders
(acting through the bond trustee) to call for immediate
repayment of amounts outstanding under the Bond. The
GoldenTree Loan Agreement and the RG Loan contain put
options, which would require the Group to repay the
loans, in whole or in part, prior to their respective maturity
Ice Group ASA Annual Report 2021
88
date. In the event of an acceleration of the loans or an
exercise of these put options, there is a risk that the Group
will not have sufficient funds at the relevant time to make
the required repayments.
In addition, future credit facilities entered into by the
Group may require it to satisfy a maximum total leverage
test and potentially additional financial covenants. The
ability of the Group to comply with the covenants in the
bond agreements and in future credit facilities may be
affected by events beyond their control and it cannot be
assured that the Group will continue to meet these tests.
The failure of the Group to comply with these obligations
could lead to a default under its credit facilities unless the
Group can obtain waivers or consents in respect of any
breaches of its obligations thereunder. It cannot be
assured that such waivers or consents will be granted. A
breach of any covenants or the inability to comply with the
required financial ratios could result in a default under
such credit facilities. In the event of any default under the
credit facilities, the lenders will not be required to lend any
additional amounts to the Group and could elect to
declare all outstanding borrowings, together with accrued
interest, fees and other amounts due thereunder, to be
immediately due and payable. If the debt under the
Group’s credit facilities were to be accelerated, the Group
cannot assure that its assets would be sufficient to repay
such debt in full.
Financing and liquidity risks
Financing risk refers to risks relating to the Group’s ability
to obtain additional financing or refinancing of existing
debt, or that it can only be obtained only at a significantly
higher cost.
Further expansion of the Group in Norway could lead to
an amended capital requirement profile for the Group,
and the Group could have, inter alia, operating expenses
and capital expenditures which are difficult to foresee at
this point in time, making the existing financing
insufficient to meet the capital requirements. For instance,
the capital requirements of the Group may increase on a
short-term basis should the customer growth of the
Group be greater than expected. Further, the actual
revenue and customer base of the Group may negatively
deviate from the Group’s expectations, creating a need for
additional financing. The Group may not be able to obtain
additional financing on reasonable terms or at all in order
to finance the necessary operating expenses and/or
capital expenditures.
There is always refinancing risk when it comes to
refinancing existing debt. The Group believes the two
unsecured bonds have a good refinancing runway. Ice
Group is progressing well on revenue growth, EBITDA and
cash flow compared to when the bonds were entered into,
and, therefore, expects that it will be able to refinance the
bonds before they mature. However, no assurance can be
given that such refinancing will be granted on equal or
better terms.
Although Ice Group’s main shareholders have supported
the Group in all equity issues so far, there is no guarantee
that they will continue to do so in the future.
As a result of Ice Group’s high leverage, the Group uses a
large share of its cash flow for payment of liabilities, which
means that the Group’s financial flexibility is limited.
Please also see note 30 – Subsequent events regarding the
sale of Ice Group Scandinavia Holdings AS.
Interest rate risks
The Group is exposed to interest rate risks in interest
bearing current and non-current liabilities. As the bonds
carry variable interest rates (NIBOR), the relatively high
level of debt results in exposure to interest rate risk.
Further financial risks are described in note 2.
Ice Group ASA Annual Report 2021
89
ALTERNATIVE PERFORMANCE MEASURES
Ice Group’s financial information is prepared in
accordance with IFRS. In addition to the ordinary financial
performance measures prepared in accordance with IFRS,
it is management's intent to provide alternative
performance measures (“APM”) to enhance the
understanding of the Group’s underlying performance.
Financial APMs are intended to enhance comparability of
the results and cash flows from period to period, and Ice
Group believes that these are frequently used by analysts,
investors and other parties. These measures are adjusted
IFRS measures, defined, calculated and used in a
consistent and transparent manner over the years and
across the company where relevant. The alternative
performance measures take into consideration items
regarded as special due to their nature and include among
others provision for non-recurring or non-operational
items as technical migrations, restructurings, write-
downs, strategic processes, refinancing and share-based
compensation expenses.
• Financial APMs should not be considered as a
substitute for measures of performance in accordance
with IFRS.
• APMs may be calculated differently by other
companies.
EBITDA adjusted
EBITDA (Earnings Before Interests, Taxes, Depreciations
and Amortisations) adjusted is a financial parameter that
the Ice Group considers to be relevant to an investor who
wants to understand the generation of earnings before
investment in fixed assets. Ice defines EBITDA adjusted as
operating profit after adjustment of expenses for
depreciation, amortisation and impairment losses, foreign
exchange differences recognised in income pertaining to
revaluation of items in the balance sheet and non-
recurring items. Any effects from business combinations
are not included.
NOK millions
2021
2020
Operating result
-220
-512
Depreciation and amortisation
585
528
EBITDA
365
16
Items related to network technical upgrade
2
6
Redundancy and other non-recurring costs
-0
3
Share-based compensation expenses
10
16
Restructuring costs
4
-
EBITDA adjusted
380
41
CAPEX
Ice Group considers CAPEX, CAPEX excluding contracts
with customers, CAPEX excluding licenses and spectrum
and CAPEX excluding licences, spectrum and contracts
with customers as important measures to be able to
understand the Group’s investments in intangible,
tangible and other non-current assets.
NOK millions
2021
2020
Investments in intangible assets
133
125
Investments in tangible assets
372 540
Change contracts with customers
234
282
CAPEX
739
948
Change in contracts with customers
-234
-282
CAPEX excluding contracts with customers
505
666
CAPEX
739
948
Licences and spectrum
0
-2
CAPEX excluding licences and spectrum
739
946
Change in contracts with customers
-234
-282
CAPEX excluding licences, spectrum and contracts with customers
505
664
Ice Group ASA Annual Report 2021
90
NIBD
Ice Group considers NIBD (Net Interest-Bearing Debt) to
be an important measure to be able to understand the
group’s indebtedness. NIBD presented below is based on
the total group for continuing operations and is defined as
Gross Interest-Bearing Debt less Cash and cash
equivalents.
NOK millions
2021
2020
Total borrowings as specified in note 22
5,264
5,004
Adjusted for:
Capitalised loan costs
67
60
Equity component on convertible bond
144
144
Long-term payable with Access Industries
-18
-17
Gross Interest-bearing Debt
5,458
5,191
Cash and cash equivalents
-380
-779
Net Interest-bearing Debt
5,078
4,412
The Group issued a new senior secured bond in
the first quarter of 2021 of NOK 1,400 million of which the proceeds were
used to redeem the existing NOK 1,400 million (ISIN NO0010807092) senior secured bond. Accrued interests have been
capitalised.
Ice Group ASA Annual Report 2021
91
STATEMENT OF COMPREHENSIVE INCOME
Ice Group ASA
NOK millions
Note
2021
2020
Operating revenue
0
0
Other expenses
P3
-19
-23
Operating result
-19
-23
Net financial items
P2, P5, P8
-6,189
-23
Result before tax
-6,208
-46
Income taxes
P9
-
-
Net result for the year
-6,208
-46
Items that may be subsequently reclassified to profit or loss:
Translation differences from associated companies
-
-
Other comprehensive income
-
-
Total comprehensive income
-6,208
-46
Ice Group ASA Annual Report 2021
92
STATEMENT OF FINANCIAL POSITION
Ice Group ASA
NOK millions
Note
31 Dec 2021
31 Dec 2020
ASSETS
Investments in Group companies
P5
145
6,311
Loans to Group companies
P6
1,294
1,049
Total non-current assets
1,438
7,360
Current receivables from Group companies
47
25
Other receivables
2
1
Prepaid expenses and accrued income
1
0
Total current receivables
49
26
Cash and cash equivalents
9
210
Total current assets
59
235
TOTAL ASSETS
1,497
7,596
EQUITY AND LIABILITIES
Share capital
182 182
Other contributed capital
11,417
11,559
Retained earnings incl. other comprehensive income
-11,434
-5,252
TOTAL EQUITY
P7, P8
165
6,489
Borrowings
1,302
1,078
Total non-current liabilities
P8
1,302
1,078
Trade payables
2
1
Current liabilities to Group companies
1
1
Other current liabilities
1
1
Accrued expenses
26
26
Total current liabilities
30
29
TOTAL LIABILITIES
1,188
1,107
TOTAL EQUITY AND LIABILITIES
1,497
7,596
Oslo, 30 March 2022
Guillaume d’Hauteville
Eivind Helgaker
Chairman of the Board
CEO
Mari Thjømøe
Roshanak Lina
Motman
Ice Group ASA Annual Report 2021
93
STATEMENT OF CHANGES IN EQUITY
Ice Group ASA
NOK millions
Share capital
Other
contributed
capital
Retained
earnings incl.
OCI
Total Equity
Opening balance 1 January 2020
182
11,412
-5,216
6,377
Net result for the year
-
-
-46
-46
Other comprehensive income for the year
Translation differences on foreign operations
-
-
-
-
Total comprehensive income for the year
-
-
-46
-46
Capital contribution from share-based payments
-
6
6
New share issue
-
3
-
3
Convertible bond issue
-
144
4
148
Total transactions with owners,
recognised directly in equity
- 147 10 157
Closing balance 31 December 2020
182
11,559
-5,252
6,489
Net result for the year
-
-
-6,208
-6,208
Other comprehensive income for the period
Translation differences on foreign operations
-
-
-
-
Total comprehensive income for the year
-
-
-6,208
-6,208
Capital contribution from share-based payments
-
10
10
New share issue
-
2
-
2
Convertible bond
-
-144
16
-128
Total transactions with owners,
recognised directly in equity
- -142 26 -116
Closing balance 31 December 2021
182
11,417
-11,434
165
Ice Group ASA Annual Report 2021
94
STATEMENT OF CASH FLOWS
Ice Group ASA
NOK millions
Note
2021
2020
Result before tax
-6,208
-46
Other non-cash adjustments
6,186
5
Change in current assets
-24
-9
Change in current liabilities
2
-11
Cash flows from operating activities
-44
-61
Investments in associated companies
-
-
Loans to subsidiaries P6 -158
-510
Cash flows from investing activities
-158
-510
Financing from equity holders
2
147
Borrowings -
545
Cash flows from financing activities
2
692
Cash flow for the year
-201
121
Cash and cash equivalents at the beginning of the period
210
89
CASH AND CASH EQUIVALENTS AT END OF PERIOD
9
210
Ice Group ASA Annual Report 2021
95
NOTES TO PARENT COMPANY FINANCIAL STATEMENTS
Ice Group ASA
Content notes
P1 Accounting principles
P2 Financial income and expenses
P3 Fees and other remuneration to auditors
P4 Transactions with related parties
P5 Investments in subsidiaries
P6 Loans to subsidiaries
P7 Shareholders’ equity and shareholder information
P8 Borrowings
P9 Taxes
P10 Pledges and securities
P11 Subsequent events
Ice Group ASA Annual Report 2021
96
Note P1 - Accounting principles
The Parent Company annual accounts have been
prepared in accordance with IFRS as adopted by the EU.
The going concern assumption for the Company is not
present, and the assets and liabilities are valued at fair
value. The Board expects that the Company will be
dissolved and dividends will be paid to the shareholders
following the Transaction referred to in note 30 in the
Group’s consolidated financial statements. However, the
Company will evaluate other options to maximise
shareholder value, including but not limited to selling the
remaining subsidiary or other transactions. The most
significant accounting principles applied in these
consolidated financial statements are set out below.
These policies have been consistently applied to all years
presented, unless otherwise stated.
The Group’s explanation of its accounting policies also
applies to the Parent Company, see note 1 of the Group’s
consolidated financial statements.
Critical accounting estimates and assessments in applying
the group’s accounting policies is mainly related to the
valuation of assets; investments in subsidiaries. See also
note 3 in the Group’s consolidated financial statements.
There may be figures and percentages that do not always
add up correctly due to rounding differences.
Operating expenses
Purchases from other Group companies consist mainly of
consultancy fees in strategic Group projects, property
lease, IT-operations and maintenance and audit fees.
Classification of balance sheet items
Assets intended for long term ownership or use have been
classified as fixed assets. Assets relating to the trading
cycle have been classified as current assets. Other
receivables are classified as current assets if they are to be
repaid within one year after the transaction date. Similar
criteria apply to liabilities. First year's instalment on long
term liabilities and long-term receivables are, however,
not classified as short-term liabilities and current assets.
Shares in subsidiaries and loans to
subsidiaries
Shares in subsidiaries are presented according to the cost
method in accordance with IAS 27 Separate Financial
Statements. Shares in subsidiaries are reviewed for
impairment in accordance with IAS 36 Impairment of
Assets whenever events or changes in circumstances
indicate that the carrying amount may exceed the fair
value of the investment. Any impairment losses and
reversal of impairment losses are classified as net gains
(loss and impairment) on investments in group companies
in the statement of comprehensive income.
Loans to subsidiaries
The Company conducts the main part of the external debt
financing in the Group and finances its operating
subsidiaries with equity contributions and non-current
loans. At initial recognition loans to group companies are
measured at fair value plus directly attributable
transaction costs. Loans are subsequently measured at
amortised cost using the effective interest rate method
and are subject to impairment under the general expected
credit loss model.
Loans denominated in foreign currencies are translated at
the functional currency spot rates at the reporting date.
Currency differences arising on settlement or translation
are recognised in profit or loss as part of Net financial
items.
Liabilities
Liabilities are recognised in the balance sheet at fair value.
Foreign currencies
Receivables and liabilities in foreign currencies are valued
at the exchange rate on the balance sheet date. Currency
effects are recognised through the income statement as a
part of net financial items.
Pensions
The Company has two employees, for information about
pensions please see note 1 for the Group.
Taxes
The tax charge in the income statement includes both
payable taxes for the period and changes in deferred tax.
Deferred tax is calculated at relevant tax rates on the basis
of the temporary differences which exist between
accounting and tax values, and any carry-forward losses
for tax purposes at the year-end. Tax enhancing or tax
reducing temporary differences, which are reversed or
may be reversed in the same period, have been
eliminated. The disclosure of deferred tax benefits on net
tax reducing differences which have not been eliminated,
and carry-forward losses, is based on estimated future
earnings. Deferred tax and tax benefits which may be
shown in the balance sheet are presented net.
The tax effect of group contributions given to parent or
sister companies are recognised in the income statement
if the amount represents distribution of prior earnings.
Ice Group ASA Annual Report 2021
97
The tax effect of group contributions given to subsidiaries
is recognised net with the contribution as an additional
cost of the shares. The tax effect of group contributions
received from parent or sister companies is recognised
net with the contribution as an equity increase. The tax
effect of group contributions received from subsidiaries
are recognised in the income statement. Deferred tax is
reflected at nominal value.
Cash flow statement
The cash flow statement has been prepared using the
indirect method. This means that operating income is
adjusted for transactions that do not result in cash
payments during the period and for any income or
expense associated with investing or financing cash flows.
Founding
The Company was founded in 2015.
Note P2 – Financial income and expenses
NOK millions
2021
2020
Interest income
101
46
Group contribution
11
-
Impairment of investment in subsidiaries
6,167
-
Interest expenses
-134
-69
Net currency gain
0
-
Net financial items
-6,189
-23
Note P3 – Fees and other remuneration to auditors
NOK thousands (VAT is not included)
2021
2020
Audit assignment
1,730
1,016
Other assurance services
70
460
Tax advisory
25
572
Other advisory services
454
279
Total
2,279
2,326
Note P4 – Transactions with related parties
The major shareholder of Ice Group ASA is AI Media
Holdings (NMT) LLC, Delaware. The ultimate parent which
is deemed to have a controlling influence over AINMT
Group is AI International Investments LLC, registered in
Delaware, USA with address 730 5th Avenue, 20th Floor,
New York NY10019. Other related parties are all
subsidiaries within the Group and senior executives of the
Group, i.e. Board and Management, as well as its family
members.
The Company has internal loans to its subsidiaries AINMT
Holdings AB, Ice Communication Norge AS, Ice Retail AS
and Phonepartner Norge AS, and an external loan from
Rasmussengruppen AS (see note 22 in the Group’s
consolidated financial statements). The Group’s largest
shareholders AI Media Holdings (NMT) LLC,
Rasmussengruppen AS and Bridford Investments Limited
that in aggregate hold c.80% of the shares in the Group,
have subscribed for bonds in the amount of NOK 650
million in the convertible bond issue in August 2020.
Goods and services are bought and sold by and to all the
subsidiaries on normal commercial terms with cost plus
margin of 7%. Please also see note P7 for information on
shareholdings in the Company.
Ice Group ASA Annual Report 2021
98
Note P5 – Investments in subsidiaries
Ice Group ASA holds investments in
the following entities as per
Corporate
identity no
Registered office
Capital
share
Number of shares
31 Dec 2021:
Direct holdings:
AINMT Holdings AB
556771-3440
Oslo, Norway
100 %
201,694,061
Indirect holdings:
Ice Group Scandinavia Holdings AS
913 192 354
Oslo, Norway
100 %
30
Ice Communication Norge AS
912 672 808
Oslo, Norway
100 %
30,000
Phonepartner Norge Holding AS
921 077 262
Oslo, Norway
100 %
30
Phonepartner Norge AS
920 355 366
Oslo, Norway
100 %
30
Ice Retail Holding AS
923 268 081
Oslo, Norway
100 %
3,000
Ice Retail AS
923 268 669
Oslo, Norway
100 %
18,000
SmartKom AS
917 953 686
Oslo, Norway
50 %
100,000
Ice Group ASA holds investments in
the following entities as per
Corporate
identity no
Registered office
Capital
share
Number of shares
31 Dec 2020:
Direct holdings:
AINMT Holdings AB 556771-3440 Stockholm, Sweden 100 % 201,694,061
Indirect holdings:
Ice Group Scandinavia Holdings AS 913 192 354 Oslo, Norway 100 % 30
Ice Communication Norge AS
912 672 808
Oslo, Norway
100 %
30,000
Phonepartner Norge Holding AS
921 077 262
Oslo, Norway
100 %
30
Phonepartner Norge AS
920 355 366
Oslo, Norway
100 %
30
Ice Retail Holding AS
923 268 081
Oslo, Norway
100 %
3,000
Ice Retail AS
923 268 669
Oslo, Norway
100 %
18,000
SmartKom AS
917 953 686
Oslo, Norway
50 %
100,000
Voting shares equals the capital share.
Shares in subsidiaries are reviewed for impairment
whenever events or changes in circumstances indicate
that the carrying amount may exceed the fair value of the
investment, as described in note P1. Following the
announcement in of the Heads of Terms agreement with
Lyse as described in note 30 in the Group’s consolidated
financial statement, the asset value from the impairment
test has been compared with the Transaction value of the
agreement with Lyse. The Transaction is between two
independent parties, and therefore the Transaction gives
the best indication of actual enterprise value, as it reflects
what the market is willing to pay for the assets of the
Group. The shares have therefore been impaired. Please
see below.
NOK millions
2021
2020
Investments in subsidiaries 01.01
6,311
6,311
Impairment
-6,167
-
Investments in subsidiaries 31.12
145
6,311
Note P6 – Loans to subsidiaries
On 30 October 2015, the Company extended a perpetual
callable subordinated loan of SEK 340 million to AINMT
Holdings AB. The Company has the right, but no
obligation, to subscribe new shares in AINMT Holdings AB
against the loan (including accrued interest, payment-in-
kind (PIK) amounts and PIK interest insofar the Company
decides it) to be used as offsetting (conversion right). As
the loan is subordinated, it is inferior to the Company’s
other creditors.
Of the at any time outstanding amounts, there shall be
paid an interest rate equal to 7.90% per year. From
Ice Group ASA Annual Report 2021
99
interest payment date in 2024 the interest rate should be
increased to 20% per year. Interest shall be calculated
from the date of payment, and paid arrears each year.
AINMT Holdings AB can choose whether interest is to be
paid in cash or added to the principal.
On 30 November 2020, the Company granted a loan in
the aggregate principal amount of NOK 500 million to Ice
Group Scandinavia Holdings group. The loan carries an
interest rate of 10% p.a. with interest accrued annually.
The loan, including all accrued and unpaid interest, shall
be repaid in full at the latest by 31 August 2025. On 12
October 2021, an additional NOK 150 million was
granted, and on 31 December NOK 23 million was
granted.
On 18 December 2020, the Company granted a loan in
the aggregate principal amount of NOK 10 million to Ice
Retail AS. The loan carries an interest rate of 10% p.a.
with interest accrued annually. The loan, including all
accrued and unpaid interest, shall be repaid in full at the
latest by 31 August 2025.
On 18 January 2021, the Company granted a loan in the
aggregate principal amount of NOK 8 million to Ice Retail
AS. The loan carries an interest rate of 10% p.a. with
interest accrued annually. The loan, including all accrued
and unpaid interest, shall be repaid in full at the latest by
31 August 2025.
Note P7 – Shareholders’ equity and shareholder information
NOK millions
No. of shares
Share capital
Other
contributed
capital Total
As per 31 December 2020
201,893,778
182
11,559
11,741
New share issue
122,966
-
2
2
Convertible bond
-
-144
-144
As per 31 December 2021
202,016,744
182
11,417
11,599
The Company is listed on Oslo OTC, its shares are
registered at Verdipapirsentralen and carry one vote per
share. All shares issued are fully paid.
For shareholdings of the Company, please refer to note
P5.
Authorisation to Increase the Share Capital and to
Issue Shares and Other Financial Instruments
In the General Meeting in the Company held on 27 May
2021, the Board of Directors were granted the following
authorisations:
• Authorisation to increase the share capital, in one
or more rounds, in connection with the
Company’s incentive programmes by up to NOK
9,085,220.01, valid until the earlier of the
Company’s annual general meeting in 2022 and
30 June 2022 from the general meetings
resolution;
• Authorisation to increase the share capital, in one
or more rounds, in connection with future
investments or to strengthen the Company’s
capital by up to NOK 81,766,980.09, valid until the
earlier of the Company’s annual general meeting
in 2022 and 30 June 2022 from the general
meetings resolution; and
• Authorisation to issue convertible loans with an
aggregate loan amount of up to NOK 2,000
million and the share capital may be increased by
up to NOK 90,852,200.10, valid until the earlier of
the Company’s annual general meeting in 2022
and 30 June 2022 from the general meetings
resolution.
Note P8 – Borrowings
Please see note 22 in the Group’s consolidated financial
statements for the full list of the Ice Group’s debts. The
two loans related directly to the Company are listed
below.
Rasmussengruppen loan
On 30 October 2015, the Company received a secured
perpetual callable subordinated loan of SEK 340 million
from RASMUSSENGRUPPEN AS (“RG”) (related party). As
the loan is subordinated, it is inferior to the Company’s
other creditors. The lender has a first priority pledge on
the loan.
Of it at any time outstanding amounts shall be paid an
interest rate equal to 7.90% p.a. From interest payment
date in 2024 the interest rate should be increased to 20%
p.a. Interest shall be calculated from the date of payment,
and paid arrears each year. The Company can choose
whether interest is to be paid in cash or added to the
principal.
Convertible bond
In Q3 2020, the Company issued a five-year convertible
bond of NOK 689 million, of which NOK 545 million is
increased borrowing and NOK 144 million is the equity
Ice Group ASA Annual Report 2021
100
component. The interest rate is 8% p.a. if paid in cash or
10% if paid in kind (PIK). The bonds may be converted to
shares in Ice Group ASA. The conversion price is initially
set to NOK 19.5089 per share, and subject to adjustments
under given circumstances described in the bond terms.
In the consolidated statements for the Group the equity
component is measured at amortised cost. However, for
the Parent Company, the liabilites are measured at fair
value and the equity component is reclassified from equity
to non-current liabilities.
Note P9 – Taxes
NOK millions
2021
2020
Distribution of Income tax expense for the year
Current income taxes
-
-
Change in deferred taxes recognised in the Financial Statements
-
-
Income tax expense
-
-
Reconciliation of tax expense
Income before tax
-6,208
-46
Permanent differences
6,167
0
Taxable income
-41
-46
Net deferred tax assets
Unused tax losses
30
21
Net deferred tax assets
30
21
Net deferred tax assets not recognised in the Financial Statements
-30
-21
Net deferred tax assets recognised in the Financial Statements
-
-
Numerical reconciliation of effective tax rate
Profit before income tax
-6,208
-46
Tax rate
22%
22%
Prima facie tax payable
-1,366
-10
Tax effect of amounts which are not deductible (taxable) in calculating taxable income:
Impairment of shares in subsidiaries
1,357
-
Other differences
9
10
Conversion right – tax exempt gain/loss
-
-
Change in deferred tax due to change in tax rate
-
-
Change in net deferred tax assets not recognised in the Financial Statements
-
-
Income tax expense
-
-
Effective tax rate
0%
0%
Deferred tax assets are recognised for tax loss carry
forwards to the extent that it is probable that they can be
utilised by future taxable profits. The Company did not
recognise deferred tax assets amounting to NOK 30 (21)
million related to losses of NOK 136 (96) million, which can
be offset against future taxable profits. The Company’s
loss carry-forwards does not expire at any given time,
except for non-deductible internal interest that have a
lifetime of 10 years.
Note P10 – Pledges and securities
The Company has no pledges by itself, please refer to note 25 in the Group’s consolidated financial statements for pledges
of the Group.
Note P11 – Subsequent events
Please refer to note 30 in the Group’s consolidated financial statements for subsequent events.
Ice Group ASA Annual Report 2021
101
RESPONSIBILITY STATEMENT
From the Board of Directors and CEO of Ice Group ASA:
“We confirm to the best of our knowledge that:
- the consolidated financial statements for 2021 have been prepared in accordance with IFRS as adopted by the EU
as well as additional information requirements in accordance with the Norwegian Accounting Act
- the financial statements for the Parent Company for 2021 have been prepared in accordance with IFRS as adopted
by the EU as well as additional information requirements in accordance with the Norwegian Accounting Act
and that
- the information presented in the financial statements gives a true and fair view of the Company’s and Group’s
assets, liabilities, financial position and result for the period viewed in their entirety and that
- the Board of Directors’ report gives a true and fair view of the development performance and financial position of
the Company and Group and includes a description of the principle risks and uncertainties.”
30 March 2022
Guillaume d’Hauteville
Eivind Helgaker
Chairman of the Board
CEO
Mari Thjømøe
Roshanak Lina
Motman
Ice Group ASA Annual Report 2021
102
Definitions
ARPU
Average monthly Revenue Per User
Churn
The number of lost subscriptions expressed as a percentage of the average number
of subscriptions.
Earnings per share
Earnings per share are based on the weighted average number of shares before and
after dilution with potential ordinary shares. Earnings equal net income attributable
to owners of the parent.
EBITDA
Ice Group defines EBITDA as Operating result after adjustment of expenses for
depreciation, amortisation and impairment losses, foreign exchange differences
recognised in income pertaining to revaluation of items in the balance sheet and non-
recurring items. Any effects from business combinations are not included in EBITDA.
EBITDA adjusted
Ice Group defines EBITDA adjusted as operating income after adjustment of expenses
for depreciation, amortisation, impairment, network upgrades, share based
compensation expense, non-recurring and other non-operational items. Any effects
from business combinations are not included.
Equity/assets ratio
Equity divided by total capital.
CAPEX
CAPEX is defined as investments in non-current assets as stated in the statement of
cash-flows
Gross interest-bearing debt
Total interest-bearing debts including capitalised interests
Operating result
Profit before financial items and tax
Operating margin
Operating result expressed as a percentage of Total operating revenue
Net interest-bearing debt Gross interest-bearing debts less cash and cash equivalents
NRA
National Roaming Agreement
VoLTE
Voice over LTE
CPE
Customer Premises Equipment
Ice Group ASA Annual Report 2021
103
Ice Group ASA - Nydalsveien 18B 0484 Oslo - www.icegroup.com
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