Kitron wishes to maintain open communications with its shareholders and other stakeholders. Shareholders and stakeholders are kept informed by announcements to the Oslo Børs and press releases. Kitron’s website www.kitron.com provides information on Kitron’s business and financial situation. Interim financial statements are presented at meetings open to the general public and are available as webcasts at www.kitron.com.

Kitron reports all manufacturing orders exceeding NOK 20 million. The group also reports smaller orders if these are of strategic importance or significant in any other way.

The corporate management is responsible for communication activities and investor relations and also facilitates direct contact with the chairman of the board and other board members.

IR CONTACT INFORMATION

AUTHORIZATION TO THE BOARD TO ISSUE SHARES

The ordinary general meeting of 21 April 2021 authorized the board of directors of Kitron ASA to increase the share capital in accordance with the Norwegian Public Limited Liability Companies Act section 10-14 on the following conditions: 

The share capital may, in one or more rounds, in total be increased by up to NOK 1 791 039.90. The authorization shall be valid until the Annual General Meeting in 2022, but no later than 30 June 2022. The shareholders’ pre-emptive rights according to the Norwegian Public Limited Liability Companies Act section 10-4 may be set aside. The authorization is not intended for use to facilitate or obstruct the success of a take-over bid where Kitron is the target company. The authorization encompasses share capital increase by the contribution of any kind and the right to incur Kitron ASA with special obligations according to the Norwegian Public Limited Liability Companies Act section 10-2. The authorization encompasses resolutions on mergers according to the Norwegian Public Limited Liability Companies Act section 13-5. The authorization is limited to encompass capital requirements or issuance of consideration shares in relation to the strengthening of Kitron ASA’s equity, acquisition of other companies or businesses, joint ventures or joint business operations, for remuneration to the members of the board of directors of Kitron ASA, for incentive schemes, and acquisition of property and business within Kitron ASA’s purpose. The board of directors decides on the other terms and conditions and is authorized to amend the articles of association as implied by the use of this authorization. This authorization replaces any previously granted authorizations for the board of directors to increase the share capital. The authority was exercised during December 2021. The Board used the authorization to increase the share capital by 1 791 039.90 NOK with the purpose of partly financing the acquisition of BB Electronics A/S. 17,910,399 New Shares were allocated in a Private Placement at a subscription price of NOK 19.50 per share, raising gross proceeds of approx. NOK 350 million. The new share capital was registered on 30 December 2021. The authorized share capital of the Company is therefore NOK 17 910 399.00. 

AUTHORIZATION TO THE BOARD TO BY OWN SHARES

The ordinary general meeting on 21 April 2021 authorized the board of directors of Kitron ASA to acquire Kitron ASA’s own shares, for the purpose of ownership or charge, in accordance with the Norwegian Public Limited Liability Companies Act sections 9-4 and 9-5 on the following conditions:

The Board of Directors may acquire shares in Kitron ASA, on one or several occasions, provided that the total combined nominal value of the acquired shares after the acquisition must not exceed ten per cent of the share capital, i.e. up to a total nominal value of NOK 1,791,039.90. The authorization also includes contract liens in the shares of Kitron ASA. The authorization is not intended for use to facilitate or obstruct the success of a take-over bid where Kitron is the target company. Under this authorization, the board of directors may pay a minimum of NOK 1 per share and a maximum of the prevailing market price per share on the day the offer is made, provided, however, that the maximum amount does not exceed NOK 25 per share. Any and all previous authorizations that were given to the board of directors to acquire own shares shall be, and hereby are, withdrawn with effect from the date this authorization is registered with the Norwegian Register of Business Enterprises. Shares acquired according to the authorization shall either be cancelled, used as remuneration to the members of the board of directors of Kitron ASA, used in incentive schemes or be used as consideration in connection with the acquisition of other companies or businesses, joint ventures or joint business operations, and acquisition of property and business within Kitron ASA’s purpose. This authorization shall be valid until the 2022 annual general meeting, but not longer than 30 June 2022. The authority had not been exercised on 31 December 2021. 

The group’s objectives when managing capital are to safeguard the group’s ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the group may adjust the number of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.

Kitron’s debt strategy is to support the overall financial flexibility of the group and ensure competitive terms and conditions on the group’s debt.

Kitron’s debt is a combination of long-term debt and short-term debt related to factored accounts receivable. The latter means that fluctuations in revenue impact the company’s liquidity. The group has overdraft facilities that cover expected liquidity fluctuations during the year.

The group’s interest-bearing debt attracts interest costs at the market-based rate. Kitron has no financial instruments related to interest rates. The group does not hold any significant interest-bearing assets.

The gearing ratios on 31 December 2021 were as follows (amounts in NOK 1000):

Total borrowings	999 477
Cash and cash equivalents	(428 035)
Net debt	571 442
Total equity	1 228 046
Total capital	1 799 488
Gearing ratio	32%

As of 31 December 2021 the total outstanding debt was NOK 999 477 million and split as follows (amounts in NOK 1000):

Long term loans
Leasing debt	150 950
Bank loans	55 280
Current loans
Debt to credit institutions	205 621
Factoring debt	358 928
Leasing debt	46 544
Other	182 154

Outstanding debt split per currency (amounts in NOK 1000):

NOK	544 511
SEK	82 302
EUR	192 117
USD	159 697
CNY	20 850
Total	999 477

Carrying amount of assets provided as security (amounts in NOK 1000):

Buildings and land	38 059
Machinery and equipment	108 879
Cash	10 014
Receivables	455 284
Inventory	803 148
Total	1 445 384

The loan facilities with the company’s main bank include covenants relating to factors such as the company’s gearing ratio, earnings and loan-to-value ratio. The company complies with these covenants on 31 December 2021.

• DnB Bank ASA
• Verdipapirservice
• P O Box 1600 Sentrum
• NO-0021, OSLO
• Norway
• Phone: +47 23 26 80 21
• Fax: +47 22 48 11 71
   
• E-mail: kua@dnb.no