TANDBERG’s 2003 operating revenues were 1,577.6 MNOK or 223.3 MUSD compared with 1,830.6 MNOK or 231.9 MUSD in 2002. This is a decrease of 13.8% measured in NOK or 3.7% in USD. Profit before tax was 363.0 MNOK or 59.7 MUSD. As of 31 December 2003, the Company had cash reserves of 1,696.7 MNOK. The equity ratio at year-end 2003 was 83%. Cash flow from operations totaled 331.2 MNOK. The net increase in liquid assets was 394.9 MNOK over the previous year.

The business environment was generally characterized by conservative spending and long procurement cycles, especially during the first quarter of the year. However, the company experienced solid profitability combined with sequential quarter-over-quarter growth for the remainder of the year.

TANDBERG invested significantly in talent during 2003, creating a highly productive global organization. By the end of the year, TANDBERG had 539 employees, a 5% increase. Key senior executives were appointed in Europe, Asia, and the Americas, fortifying the management team.

TANDBERG introduced a number of new hardware and software products and software enhancements during 2003 – including several industry firsts – expanding the portfolio of end-to-end communications solutions.

By the fourth quarter of 2003, TANDBERG’s global market share was 37% in terms of value and 22% in terms of volume. New technology and channel distribution partnerships are driving growth, along with a greater commitment to marketing the TANDBERG brand worldwide.

THE GLOBAL MARKET
TANDBERG is the second largest supplier of videoconferencing equipment, both in terms of value and volume. Hence, TANDBERG’s performance had a significant impact on the performance of the whole industry. Compared to the same periods of 2002, the videoconferencing industry experienced a 16% decline in the first half, as federal spending in the U.S. normalized after the tragic events of 9/11, but showed 9% growth in the second half. However, the strong recovery in the second half was not sufficient to offset the weak first half, causing a year-over-year decrease of 4%, as measured in value. The same trend was also reflected in terms of volume.

TANDBERG Americas
TANDBERG’s revenues in the Americas represented 58% of the company’s total revenues and amounted to 913 MNOK or 129 MUSD compared with 1,110 MNOK or 140 MUSD in 2002.

In the U.S., TANDBERG continues to dominate the federal market and, increasingly, to be the supplier of choice for Fortune 500 and Global 1000 companies. Sales to the federal market grew 30% over 2002 for TANDBERG. Lower sales to state and local governments, hampered by depressed budgets, were to some extent offset by homeland security purchasing.

TANDBERG’s overall market presence and profitability improved, particularly during the second half of the year. The company formed new alliances with market-leading IP partners and expanded the channel partner program, including a greater focus on IP partner education and partner development.

TANDBERG EMEA
Revenues in Europe accounted for 32% of the company’s total revenues and amounted to 500 MNOK or 71 MUSD compared to 559 MNOK or 72 MUSD in 2002.

Yngve Nygaard was appointed President for the EMEA region, effective 1 January 2004.

The European market continues to mature in IP; therefore TANDBERG placed additional resources in its Channel and Vertical Markets, focused on IP Video opportunities.

During 2003, TANDBERG increased its penetration of Global 1000 accounts in Europe by means of offering more network products and value-added services. Vertical applications for the education, healthcare, and security markets were launched in Europe during the year. TANDBERG’s customer-focused sales model coupled with investments in the enhanced partner program continue to show results.

TANDBERG Asia/Pacific (APAC)
Revenues in Asia represented 10% of the company’s total revenues and amounted to 165 MNOK or 23 MUSD, from 162 MNOK or 19 MUSD in 2002, an increase of 20% measured in USD.

TANDBERG is being positioned in Asia for even greater growth in coming years. Partner development and education are a priority. Sales and marketing efforts are being strengthened. During 2003, investments in the region began paying off with key wins in the public sector and among manufacturing companies. The region is largely project-focused, with many government and telecom-related tenders.

Åsmund Fodstad was appointed Vice-President for the APAC region, effective May 2003. Furthermore, TANDBERG made 23 additional hires including a Director of Marketing and a Director of Channel and Business Development in the fourth quarter of 2003, bringing the total number of APAC employees to 48.

PRODUCT DEVELOPMENT AND LOGISTICS
TANDBERG’s performance reflected what happened to the industry overall in 2003. The company delivered a total of 19,229 systems in 2003, down 2% from 2002, but shipped a record 5,699 units in the fourth quarter. The TANDBERG 880 and 2500, the company’s mid-range systems, represented 49% of total systems sold. High-end systems, including the TANDBERG 6000, 7000, and 8000 and specialized systems for the healthcare and distance-education markets, represented 24% of all systems sold, while the TANDBERG 550 and 1000 accounted for 27%.

The company spent 94 MNOK on applied and basic research and product development in 2003. The company introduced a number of groundbreaking new first-to-market enhancements to its product portfolio consisting of end-point systems, network products and value-added services. Total revenue from Network Products increased continuously throughout the year, ultimately accounting for 10% of total revenue in the fourth quarter. TANDBERG’s technological leadership allowed the company to enjoy a 15% market share in the fourth quarter of 2003, one year after introducing its first Network Product.

TANDBERG outsources functions such as procurement, production, transportation, and warehouse services. In 2003, four production partners in Norway, one in Denmark, and two in the United States were contracted. Gross margins remained at the 67% level as a result of continuous process improvements and cost reductions.

ORGANIZATION
TANDBERG headquarters are in Oslo, Norway and New York, United States. The company has offices and representation in the United States, Canada, U.K., Sweden, France, Spain, Germany, Singapore, China, Japan, Hong Kong, Australia and India. TANDBERG provides sales, support, and value-added services in more than 90 countries worldwide. The number of employees increased in 2003 from 512 to 539, of which approximately 60% work in sales and marketing, 30% in research and product development and 10% in accounting, finance, logistics, and administration.

Training has been a steady focus at all levels. For managers, semi-annual global leadership conferences and management development programs were conducted. Sales representatives attended a global sales training program. All new employees attended TANDBERG University for training in sales, product knowledge, and company values.

On 2 April 2003, Tharald Brøvig announced his resignation from the Board of Directors for personal reasons. The Board of Directors would like to express its gratitude to Tharald Brøvig for his 20 years as a prominent member. Grace Reksten Skaugen and Amund Skarholt were elected to the Board in April and June 2003, respectively. Patricia S. Auseth and Hallgrim Sagen are the representatives of TANDBERG employees.

CORPORATE GOVERNANCE
At the Annual General Meeting, a Nomination Committee was elected and is currently comprised of Halvor Løken, Åge Korsvold and Jan Penne.

To further improve communication with shareholders, TANDBERG began providing mid-quarter market updates.

A separate section of this annual report outlines the company’s guidelines for Corporate Governance.

EQUAL OPPORTUNITY POLICY
TANDBERG is a socially responsible company committed to equal opportunity in the workplace. Equal opportunity in the workplace is a TANDBERG policy, approved and promoted by the board of directors and management. TANDBERG management believes that all employees should have equal access to opportunities whatever their gender, race, religion, national origin, age, or disabilities. A separate section of this annual report further outlines the company policy on equal opportunity.

TANDBERG encourages diversity. People with diverse backgrounds and perspectives are critical to innovation, and innovation is critical to TANDBERG’s success.

TANDBERG has a strong corporate culture built around core values that include speed and precision, enthusiasm and integrity, exceeding expectations, fun and profit, and TANDBERG First. The strength of TANDBERG’s corporate culture is what sets the company apart from competition.

The working environment at TANDBERG is congenial, safe, and productive. Absence due to illness in 2003 was approximately 1%. No accidents or incidents involving personal injury or material damage occurred.

MISCELLANEOUS
In accordance with Norwegian accounting law, it is confirmed that the annual financial statements have been prepared on a going-concern basis. The company does not pollute the environment.

U.S.-DOLLAR REPORTING
The TANDBERG Board of Directors has decided that from January 2004 the company will cease reporting its results in NOK and report henceforth in USD, starting with the first quarter financials presented on 15 April 2004.

This move is being made for strategic reasons. TANDBERG believes that the USD will give the company financial reports that most accurately measure the performance in world markets. In terms of revenue and cost, it is the most significant operating currency. And as TANDBERG continues to grow worldwide its USD-based operations are likely to dominate in the future.

SHAREHOLDERS
As of 1 January 2003, there were 128,817,283 shares outstanding. On 6 March 2003, a share issue of 75.5 MNOK was made to employees, through the issue of 2,867,860 new shares. At year-end 2003 there were 131,685,143 shares outstanding. The company had 6,276 shareholders. Fifty percent of the shares were owned by Norwegian shareholders, 25% by U.S.-based shareholders, 7% by U.K.-based shareholders and 16% by other European-based shareholders.

FUTURE OUTLOOK
As the 2003 results demonstrate, TANDBERG is a company able to deliver strong profitability and cash flow through economic cycles. In 2004, the company expects normal seasonal patterns with marginal improvement in market conditions. TANDBERG is well equipped to capitalize on rising world demand for faster and more efficient communications systems. In particular, the growing adoption of IP networks for business-critical communications will be important to TANDBERG in 2004 as voice and video converge on a single platform.

ALLOCATION OF THE YEAR’S PROFIT
The net profit of the parent company, TANDBERG asa, was NOK 232,931,000. The Board recommends the following allocation of net profit for 2003, hereunder a dividend of NOK 0.40 per share, equivalent to a payout ratio of 23% of net profit for 2003:

The holding company’s total equity as of 31 December 2003 was NOK 1,900,742,000, of which distributable equity amounted to NOK 1,162,068,000.

Lysaker, Norway, 25 February 2004.
Board of Directors of TANDBERG asa

Jan Chr. Opsahl, Chairman
Andrew M. Miller
Ralph Høibakk
Amund Skarholt
Grace Reksten Skaugen
Patricia S. Auseth
Hallgrim Sagen
Per H. Kogstad, President

© TANDBERG 2004