The William Demant Holding Group continues growth trend
The William Demant Holding Group continued the favourable trends
in 2003 and generated 8% organic growth. This improvement was
achieved in a market with moderate growth and in a year without
any major product introductions from the Group's hearing-aid
undertakings.
The Group expects to maintain its strong market position in
2004. In the first two months of 2004, Oticon has already introduced
two new hearing-aid families - GO and Atlas Plus. A third major
product introduction is scheduled for 2004 also. All other business
areas will currently update existing products and introduce
new ones during 2004.
Despite unfavourable foreign-exchange trends, the Group was
able to improve its operating profits. The year's highlights
may be summarised as follows:
The year’s highlights may be summarised as follows:
|
In 2003, revenue rose by 8% in local currency. Our core
business improved by 10%. |
|
The consolidated revenues amounted to DKK 3.87 billion
after a negative foreign-exchange impact of 9%.
|
|
The gross profit ratio increased to 65.2% against 63.9%
in 2002. |
|
Operating profits (EBIT) totalled DKK 856 million against
DKK 810 million in 2002 |
|
The profit margin was up to 22.1% in 2003 from 20.6% in
2002. |
|
Earnings per share (EPS) improved by 12% to DKK 8.8.
|
|
Net cash flow from operating activities accounted for
DKK 754 million, and the free cash flow was DKK 616 million.
|
Overall, the rate of growth matched expectations
at the start of the year. The product mix was slightly different
though with higher-than-expected growth in the sale of less
costly hearing aids, and the total increase of 14% in the number
of instruments manufactured by Group undertakings was higher
than estimated.
As in 2002, consolidated revenues were negatively affected by
falling exchange rates in 2003. The falling exchange rates also
affected consolidated earnings, even though the Group’s cost
structure provides a partial hedge against fluctuations in exchange
rates and despite the major trading currencies being hedged
through forward-exchange contracts. With the expiry of existing
forward-exchange contracts, new contracts will be concluded
at lower exchange rates, and the negative impact will thus continue
into 2004. Overall, it is estimated that the lower foreign-exchange
rates will result in an annual negative effect on operating
profits in 2004 and onwards of about DKK 120 million compared
with 2002.
Consolidated revenues and operating profits matched our previously
announced expectations.

Business conditions
Hearing Aids
The market for hearing aids was flat in the first half of 2003,
but picked up nicely in the second half. Throughout the year,
global sales of hearing aids grew moderately which is marginally
better than expected at the start of the year. On the important
US market, trends as a whole matched expectations, whereas the
major European markets such as France, Germany and to some degree
the Netherlands developed more favourably than expected.
Over time, growth rates in the hearing-aid business will fluctuate,
and development on the short term is difficult to foresee. The
Group still expects that on the medium to long term, the market
will grow by 3-5% annually. Growth will be sustained by the
demographic development, an increasing number of users requiring
binaural fitting, development in new markets and modest price
increases.
Trends in 2003 confirmed that having competitive products is
all-important, and that the launching of new products is of
far greater significance to the success of a manufacturer than
are random price reductions. The positive shifts in demand,
which are typical on product introductions, show that new products
can differentiate themselves from existing ones enabling such
new products to generate growth.
With no major product introductions, 2003 was an “intermediate”
year for the Group’s hearing-aid undertakings – Oticon and Bernafon.
The focus was instead on expanding the product portfolios, and
today both Oticon and Bernafon have a complete digital product
portfolio with digital products in all relevant price categories.
Atlas, which was introduced in August 2002, accounts for a large
slice of the growth in 2003. In order to maintain the positive
momentum in the medium to low-end segment, Oticon has decided
to launch the Atlas Plus product family on selected markets.
Atlas Plus offers more user features and is priced slightly
higher than Atlas.
In April 2003, Oticon introduced the Gaia product family, which
is positioned in the high-end segment just under Adapto. Gaia
was a growth contributor in 2003, and we expect the Gaia product
family to continue the favourable trends in 2004.
In order to benefit from the continued conversion of very inexpensive
analogue instruments into inexpensive digital instruments, Oticon
in January 2004 introduced a new inexpensive, digital product
family, GO, with the most basic user features. The product family
will help Oticon expand its position in the low-end segment
of the hearing-aid market, a position which has been obtained
in the past five years through the sale of Swift and Ergo.
Bernafon has already successfully convinced a number of the
customers who used to buy inexpensive analogue instruments to
buy the slightly more expensive digital Flair, which was launched
in the second quarter of 2003. In December 2003, Bernafon also
introduced a new upgraded version of its highend product, now
called Symbio XT.
At the end of August, Oticon was chosen as one of two main suppliers
of digital hearing aids to the British government through its
National Health Service (NHS). The agreement is a continuation
of Oticon’s long-standing cooperation with the NHS and an expansion
of the existing cooperation relating to the NHS’ roll-out of
digital instruments to the public hearing clinics in Great Britain.
The collaboration will boost growth in the number of aids sold
in 2004, but its effect on earnings will not be as significant
because of the relatively low prices, at which the products
are sold. Moreover, the increased sale of digital instruments
will have a negative impact on the sale of analogue products
to the NHS. The volume growth will also to some extent be offset
by the fact that Bernafon lost its contract as main supplier
to the Australian government through the Australian Hearing
Services (AHS) in spring 2003.
Compared with 2002, the Group’s retail activities with sale
of hearing aids direct to end-users saw reasonable growth as
well as improved profitability in 2003. Retail activities depend
more directly on the underlying market trends than wholesale
activities with the individual hearing clinics being immediately
affected by the general demand in the local market.
In recent years, Oticon has grown tremendously on the North
American market partly through organic growth and partly through
strategic acquisitions. The greater activity level has of course
also put growing pressure on financing and manufacturing systems.
In the second and third quarters of 2003, Oticon’s American
sales company, Oticon, Inc., introduced a new IT system, which
with the simultaneous implementation of a new telephone system
meant that in certain periods, Oticon, Inc. was unable to meet
the demand for Group products and provide a satisfactory service
to customers. The problems created by the new IT system have
now been solved, and Oticon, Inc. is again geared for growth.
In 2003, Bernafon chose to reposition its activities on the
US market resulting in the replacement of its management team
and the relocation of its head office to New Jersey. The related
restructuring costs are included in the 2003 financial statements.
In line with the increasing sale of in-the-ear units, the Group
has successfully extended its local manufacturing capacity,
and the various undertakings are geared for volume growth as
forecast for 2004.
The manufacture of in-the-ear instruments used to be very labour-intensive
and the possibilities for improving efficiency fairly limited.
In recent years, the hearing-aid industry has worked on a new
technology for manufacture of shells for inthe- ear instruments.
This technology is based on 3D scanning of the ear impression
for subsequent modelling on a computer and automatic production
of the shell by a machine that prints the shell. Oticon and
Bernafon have waited for this technology to be ready for implementation,
and it will be introduced at a number of the Group’s major production
sites during 2004. The necessary laboratory tests and modification
of the technology to match the Group’s products and production
sites were carried through in 2003.
Diagnostic Instruments
The diagnostic Instruments business area is more sensitive to
economic fluctuations than our core business, and sales in 2003
were affected by the adverse economic situation. The total market
for audiometric equipment dropped slightly in 2003. The unfavourable
market trends had a detrimental effect on the sale of almost
all product lines in this business area. There were however
signs in the fourth quarter of a rise in the order inflow suggesting
that 2004 will be a better year than 2003.
In the autumn, Interacoustics introduced an OAE screener for
screening of the hearing of children and infants. OAE stands
for OtoAcoustic Emission and enables objective identification
of a hearing loss. At UHA, the German hearing-aid conference,
Interacoustics introduced a PC-based audiometer and fitting
system, Affinity, designed for hearing-care professionals. This
system will be ready for delivery in the second quarter of 2004
and will appeal to a market segment in which Interacoustics
and Maico, historically, have had a weak track record.
Personal Communication
The market for Phonic Ear's products, wireless communication
systems and technical aids for people with hearing impairment,
continued its sluggish trends into 2003, and US sales were particularly
disappointing.
Phonic Ear changed management in early 2003, and the year was
influenced by production being moved to other production sites
in the Group, to local sub-suppliers or suppliers in the Far
East. This resulted in some supply problems, but these were
solved during the autumn of 2003.
For Phonic Ear, the most significant event in 2003 was the introduction
of Lexis, which is a hand-held, wireless, directional microphone
with an FM receiver for mounting on a hearing aid. Lexis has
been introduced in the USA and on most European markets and
will be a growth driver in 2004. Lexis was developed in close
collaboration with Oticon’s R&D team and is distributed
by Phonic Ear, Oticon and Bernafon as well as the American hearing-aid
manufacturer, Starkey, which was also a member of the development
team. The introduction of Lexis is evidence that wireless communication
is increasingly becoming an integral part of general hearing-aid
development. Distribution will increasingly take place through
the same channels as hearing aids. All sales of Lexis products
are reported under the Personal Communication business area.
In 2003, the other business unit under Personal Communication,
Sennheiser Communications, launched three new headset series:
For PC’s, for SoHo (Small office/Home office) and for call centres.
Each series consists of five products.
Sennheiser Communications was very successful with the first
series of PC headsets. It perfectly matched the distribution
system of our joint-venture partner, Sennheiser electronic.
In 2004, the major challenge for Sennheiser Communications will
be the establishment of a distribution network for headsets
for the SoHo and call-centre segments where competition is tougher.
The SoHo and call-centre series were introduced at the end of
2003, and the effect on sales will not be visible until 2004.

Financial statements
for 2003
Revenues and the impact of foreign-exchange rates
As forecast, the Group realised revenues of DKK 3.87 billion
in 2003, or 8% growth measured in local currency. In Danish
kroner, this is a slight fall of 1%. The reason for the negative
impact of minus 9% is generally the strength of the Danish krone
vis-à-vis the Group’s major trading currencies. The conversion
of Danacom A/S into the Sennheiser Communications A/S joint
venture only had a limited adverse impact on revenues.
With 10% organic growth, our core business, wholesale of hearing
aids, fully matched our expectations. This rate of growth was
achieved in an 'intermediate year', in which the frequency of
introductions of new hearing aids was lower than in previous
years.
In terms of the number of hearing aids manufactured by Group
undertakings, the rate of growth in terms of units is 14% (10%
in 2002) in a market, where growth is estimated at 4-6%.
With 97% of revenues being generated outside Denmark, the Group
depends not only on market trends, but most definitely also
on trends in foreign-exchange markets on the medium to long
term. Our forecasts for 2003 at the beginning of the year were
based on the exchange rates at the time. The strengthening of
the Danish krone during the year negatively affected revenues
measured in Danish kroner compared with our original forecasts.
The graph and table below reflect the drastic changes in our
major trading currencies since 2001, with the USD for instance
having been weakened by 30% vis-à-vis the Danish krone.
The realised consolidation rate of the USD in 2003 of 659 is
16% lower than the rate of 789 realised in 2002. With today’s
rate of 591, which is the realised exchange rate for January
2004, the dollar has dropped another 10% compared with 2003.
The Group’s major trading currencies are USD, JPY and GBP:
| Foreign-exchange
rates |
USD |
JPY |
GBP |
 |
| 31
December 2001 |
841 |
6.41 |
1219 |
 |
| Realised
rates 2002 |
789 |
6.30 |
1182 |
 |
| 31
December 2002 |
708 |
5.97 |
1140 |
 |
| Realised
rates 2003 |
659 |
5.68 |
1075 |
 |
| 31
December 2003 |
596 |
5.57 |
1058 |
 |
| Realised
rate January 2004 |
591 |
5.55 |
1076 |
 |
If consolidated revenues for the past three years are translated
at the exchange rates for January 2004, consolidated revenues
will still be negatively affected in 2004.
| Net
revenue |
|
|
| (DKK
million) |
2001 |
2002 |
2003 |
 |
|
At realised rates |
3,506 |
3,924 |
3,870 |
 |
|
At realised rates January 2004 |
3,042
|
3,459
|
3,741 |
 |
|
Difference |
-13.2% |
-11.9% |
-3.3% |
 |
Since, as a result of sales and earnings, the Group generates
substantial transactions in foreign currencies, it currently
hedges future cash flows. Hedging is made through forward-exchange
contracts, typically with a horizon of 6-24 months.
At end-2003, the Group had forward-exchange contracts to the
tune of DKK 951 million (DKK 753 million at 31 December 2002)
with a market value of DKK 31 million (DKK 52 million at 31
December 2002). The major contracts hedge the following currencies
and periods:
| Currency
|
Hedging period |
Hedging rate |
 |
|
USD |
13 months |
650 |
 |
|
JPY |
19 months |
6.11 |
 |
|
EUR |
10
months |
745 |
 |
The
Group also hedges single investments in foreign subsidiary undertakings
by raising loans in the particular currencies. Where goodwill
in prior years has been written off via shareholders' equity,
the goodwill-related part of such financing will be treated
as hedging of any future returns on the investment in such subsidiary
undertaking. At 31 December, shareholders' equity included an
amount of DKK 150 million for such hedging purposes. At the
end of 2003, such loans in foreign currency constituted DKK
363 million.

European revenues account for 47% of consolidated revenues.
In terms of local currency, revenues in Europe rose by 9%. The
North American region also experienced growth in local currency,
but with the weakened USD and CAD the region's share of consolidated
revenues dropped to 36%. The Pacific Rim region saw a slight
decline due to the loss of sales to the Australian government.
Countries such as Japan, South Africa, New Zealand and Russia
showed satisfactory growth in local currencies.
With
revenues of DKK 3,424 million, or 89% of the consolidated
revenues, Hearing Aids is the biggest business area in the
Group, and also the area with the relatively largest increase
in terms of local currency with a rate of growth of 9%. Compared
with 2002, both wholesale and retail activities performed
satisfactorily.
The market for diagnostic instruments has been affected by
the recession in recent years. This is the major reason for
the flat trend in sales in Diagnostic Instruments. Sales are
also affected by the postponement of a major product introduction.
The consolidated revenues of Personal Communication show a
moderate increase in terms of local currency, which reflects
good progress in Canada and Europe, but disappointing sales
by Phonic Ear in the USA. Due to the establishment of the
Sennheiser Communications joint venture on 1 January 2003
50% of Danacom's revenues have not been consolidated, and
this had a negative impact on this business area of 5%, or
DKK 11 million.
Despite falling revenues, the Group's gross profit was maintained
at DKK 2.5 billion, which improved to a total of 65.2% against
63.9% in 2002. If gross profit is translated at fixed rates,
it rose by 7%, which is satisfactory in a year, in which the
product mix shifted towards less expensive instruments due
to the introduction of Atlas in mid-2002 and Flair in early
2003. AHAA also showed relatively higher growth than the remaining
Group, which also had an adverse impact on the gross profit
ratio.
Overheads
The following table shows overheads with percentage changes
in Danish kroner and in local currency. The table shows that
relatively speaking total overheads rose more moderately than
revenues resulting in a positive impact on the profit margin.
| Overheads
|
 |
| (DKK
million)
|
2002 |
2003 |
Percentage change
|
| |
|
|
DKK |
Local
currency |
 |
|
R&D costs |
272.2 |
294.9 |
8% |
11% |
 |
|
Distribution costs |
1,160.2 |
1,130.4 |
-3% |
7% |
 |
|
Admin. expenses |
263.3 |
242.1 |
-8% |
-1% |
 |
|
Total |
1,695.7 |
1,667.4 |
-2% |
6% |
 |
R&D costs
R&D activities also rose in 2003 with the Group spending DKK
295 million, or an increase of 11% in local currency. The Group's
strategy of increasing the R&D effort has turned out to be the
major reason that we have been able to maintain long-term growth.
Most R&D efforts are based in Copenhagen, and most R&D costs
are therefore paid in Danish kroner.
The William Demant Holding Group's development functions work
across business areas and continents for optimal exploitation
of know-how and knowledge. This process also ensures that basic
technologies and special competencies developed for specific
purposes in one part of the Group are used in other parts of
the Group in other contexts for maximum utilisation of all development
resources.
The Group has major development centres in Denmark, Switzerland,
Germany and the USA, and participates in various research networks
and institutions throughout the world.
R&D costs are estimated to grow also in 2004.
Distribution costs
Apart from production costs, the largest cost item is distribution,
which in 2003 accounted for 29.2% of consolidated revenues.
With 7% growth in local currency, distribution costs rose in
line with consolidated revenues. A relatively large share is
attributable to our retail activities. Measured in terms of
core business alone - wholesale of hearing aids - distribution
costs account for 21% of revenues.
Through a targeted focus on closer contact to hearing-care professionals
as well as training and education, our sales companies have
been able to increase the sale per customer and create new customer
relations.
Also in 2004, distribution costs are forecast at 29-30% of consolidated
revenues.
Administrative expenses
The flat development in administrative expenses is a continuation
of trends in recent years. Expenses fell by 1% in local currency.
The development of the Group's administrative systems has now
in general been completed in the various sales companies, and
increasing the activity level based on the existing capacity
will thus not necessarily trigger new costs.
All Group undertakings are linked up on the same intranet, which
facilitates day-to-day communication between Group staff and
improves the centralisation and efficiency of support functions.
We expect a slight increase in administrative expenses in 2004.
The year's profit
The Group's profit margin went up by 1.5 percentage point to
22.1% in 2003. The explanation is the negative trend in our
trading currencies, operating profits (EBIT) having gone up
by 6% to DKK 856 million despite the fall in consolidated revenues,
which is satisfactory.
As in previous years, profits were to a high degree converted
into free cash flow, and cash flow from operating activities
rose to DKK 754 million from DKK 669 million in 2002.
Amortisation of goodwill accounted for DKK 0.4 million.
The continued low interest level, internationally, enabled the
Group to realise net financials of DKK 28 million, which is
slightly lower than in 2002 with DKK 31 million. Interest expenses
are mainly attributable to the loans raised for financing of
acquisitions in the USA. The free cash flow is still used for
buyback of shares, consequently there is no significant financial
income.
Pre-tax profits rose by 6% to DKK 827 million. Corporation tax
is 25%, which is at the same level as in 2002, and the year's
profit is therefore DKK 618 million. The return on equity is
140% (p.a.).
Earnings per share (EPS) are DKK 8.8, or a 12% increase, which
matches our previously announced expectations.
The Board of Directors recommend that the shareholders in general
meeting decide that all the year's profit be transferred to
free reserves since the Board of Directors intend to pursue
its policy of buying back shares as the only dividend instrument.
In 2003, we acquired 3,412,652 own shares at a total of DKK
541 million. At 3 March 2004, the Company's holding is 2,426,740
shares, or 3.5% of the share capital. At the general meeting,
the Directors will propose that the share capital be written
off by the number of shares corresponding to the holding of
own shares on that date. Our shareholders will thus increase
their ownership interest.
In this connection William Demant og Hustru Ida Emilies Fond
(the Oticon Foundation) has informed us that concurrently with
the cancellation of shares it will make shares available to
the share market in order to maintain the liquidity of the share
and that it will seek to retain its ownership interest at a
level of 60-65%.
Shareholders’ equity and capital
At 31 December 2003, shareholders’ equity amounted to DKK 522
million, or 26% of the consolidated balance-sheet total.
|
Development in consolidated shareholders’
equity |
| (DKK
million) |
2002 |
2003 |
 |
|
Shareholders’ equity at 1 January |
163 |
428 |
 |
|
Value adjustment of hedging instruments |
133 |
43 |
 |
| Exchange adjustments of subsidiary undertakings |
-40 |
-33 |
 |
| Write-down of own shares |
-423 |
-541 |
 |
|
Other adjustments |
16 |
7 |
 |
| Profit
for the period |
579 |
618 |
 |
|
Total |
428 |
522 |
 |
Cash
flows, financing and cash position
Cash flows improved in 2003. The Group continues its effort
to minimise Group undertakings’ working capital while maintaining
growth in revenues and earnings. Cash flows from operating activities
accounted for DKK 754 million, which is an increase compared
with DKK 669 million in 2002.

|
Development in cash flows by main items
|
| (DKK
million) |
2001 |
2002 |
2003 |
 |
|
Year’s profit |
481 |
579
|
618 |
 |
|
CFFO |
317 |
669 |
754
|
 |
|
CFFI, excl. acquisitions |
-184 |
-120 |
-138
|
 |
| Free
cash flow |
133 |
549 |
616 |
 |
| Acquisitions
|
-477 |
-7 |
0 |
 |
| Buyback
of shares |
-27 |
-423 |
-541
|
 |
| Other
financing activities |
524 |
-84 |
-156
|
 |
| Year’s
net effect |
153 |
35 |
-81 |
 |
The
Company has relevant credit facilities mainly with Danish credit
institutes to ensure continued funding of operations or acquisitions,
if and when opportunity arises.
The Directors and the Executive Board are of the opinion that
the interest and loan terms obtained from the Group’s credit
institutes are comparable with the best on the market.
The composition of the Company’s interest-bearing assets and
liabilities are reflected in the table below. The maximum credit
risk at the balance sheet day is identical with the book value
of the assets. There is no significant concentration of credit
risks.
In the Board of Directors' and the Management's opinion, there
are no significant financial risks that have not been hedged.
Interest
rate risk at 31 December 2003(DKK million)
|
|
Rate |
Under 1 year |
1-5 years |
Over 5 years |
Total |
Weighted
interest |
 |
| Financial
asset investments |
0.0 |
23.5 |
1.7 |
25.2 |
|
 |
| Liquid
funds |
108.1 |
0.0 |
0.0 |
108.1 |
|
 |
| Interest-
bearing assets |
108.1 |
23.5 |
1.7 |
133.3 |
1.9% |
 |
| |
|
|
|
|
|
 |
| Mortgages |
0.4 |
1.8 |
1.1 |
3.3 |
|
 |
| Long-term
interest-bearing debt |
12.6 |
403.0 |
50.0 |
465.6 |
|
 |
| Interest
-bearing short-term debt |
295.6 |
1.7 |
0.0 |
297.3 |
|
 |
| Interest-bearing
debt |
308.6 |
406.5 |
51.1 |
766.2 |
3.6% |
 |
| Net
position |
-200.5 |
-383.0 |
-49.4 |
-632.9 |
3.9% |
 |
The
Group has chosen to fix interest rates for part of the long-term
debt through interest swaps of USD 37 million and EUR 8 million.
At 31 December 2003, there was a non-realised loss on these
swaps of DKK 6 million.
Investments
Investments in tangible fixed assets in 2003 amounted to DKK
124 million net. Investments of less than DKK 50,000 totalling
DKK 17 million were written off when acquired.
The Group currently tests new production technologies such
as the new technology for printing of shells for in-the-ear
hearing aids described previously. This particular technology
will be implemented at our major production sites during 2004.
In 2001 and 2002, the Group invested heavily in the expansion
of the Eriksholm research centre and the facilities in Oticon,
USA. In 2003, investments focused on the expansion and maintenance
of our productive capacity both in the central factories and
locally in the sales companies. For 2004, the level of investments
is expected to be DKK 120-140 million.
Balance sheet
The consolidated balance-sheet total is unchanged at a level
of DKK 2 billion, of which total assets and investments account
for about 27%.
The largest asset items are inventories and trade debtors.
Investments in new automatic inventory handling equipment
and increased integration with our suppliers resulted in inventories
(based on fixed exchange rates) developing at a slower rate
than the increase in consolidated revenues.
Board of Directors, Executive Board and employees
At the annual general meeting in March 2003, Mr Lars Nørby
Johansen and Mr Michael Pram Rasmussen were both re-elected.
Mr Nils Smedegaard Andersen was elected to sit on the Board.
Employees elected new staff representatives to sit on the
Board. Mr Stig Michelsen and Mr Ole Lundsgaard were elected
and Ms Hanne Stephensen was re-elected.
At year-end, the Group employed 4,352 staff against 4,325
in 2002. The average number of employees throughout the year
on a full-time basis was 4,272 against 4.208 in 2002. Denmark
had 1,250 employees against 1,272 in 2002.
The Board of Directors would like to take the opportunity
to thank all staff for their tremendous effort and commitment
throughout 2003, which is vital to the Group's success.
Corporate governance
At the
end of 2001, the Nørby Committee submitted a number of recommendations
for good corporate governance in Denmark. The Directors currently
discuss corporate governance, and how to ensure good corporate
management vis-à-vis the shareholders. The Directors are of
the opinion that corporate governance in the William Demant
Group matches the basic principles expressed in the Committee's
recommendations. Our website, www.demant.com, provides a more
detailed review of the Group's approach to and handling of
the principles reflected in the Nørby committee's report.
We have chosen to publish quarterly reviews rather than quarterly
financial statements. A quarterly review describes the market
situation and provides a general description of the Group's
activities in the past quarter compared with previously announced
expectations in respect of revenues and performance. In our
opinion, quarterly financial statements would not promote
a better understanding of the Group's activities and might
in fact give some very short-term targets for the development
of the Group, which may result in a misleading picture of
such development, because the Group's activities in any given
quarter will vary considerably from one year to the next.

Incentive programmes
At two
or three years' interval, the Group offers its employees the
opportunity to acquire shares at a favourable price depending
on salary and seniority conditions. The purchased shares are
held in trust for five years. Since 1990, we have carried
through six employee share programmes - most recently in 2002.
Today, almost half the Group's employees are shareholders.
Apart from ordinary sales-related bonus schemes, we have no
other incentive programmes such as share option programmes
or similar initiatives.

The Oticon Foundation
The William
Demant Holding Group has carried through no major acquisitions
since the autumn of 2001, and in pursuit of the Group's dividend
policy, consolidated free cash flows are applied for buyback
of shares.
To achieve correct pricing of the William Demant share at
the Copenhagen Stock Exchange, it is important that the liquidity
of the share is good and that it has a large free flow. In
order to ensure this, our main shareholder, William Demant
og Hustru Ida Emilies Fond (the Oticon Foundation), has informed
us that it seeks to retain an ownership interest of 60-65%.
The Oticon Foundation seeks to keep its relative interest
under 65% by currently selling shares in the market, which
takes place independently of the Company's buyback of shares.
The Foundation's alternative to the sale of shares is an increased
ownership interest, and subsequently future de-listing of
the Company.
The Foundation and the Company consider the continued listing
of the Company at the Stock Exchange absolutely vital to the
positive development of the Company. Listing is important
for others to take part in the ownership, including the Company's
employees, while also maintaining the focus on improvement
of shareholder value in the day-to-day operations of the business.
Furthermore, listed shares can be used as a means of payment
in connection with major acquisitions.
On this background, the Oticon Foundation is convinced that
it can generate the best return in relation to risk by placing
free funds in low-risk assets and by investing more actively
in businesses whose business model and structure resemble
that of the William Demant Holding Group, but which are of
course outside the Company's strategic sphere of interest.
In the Directors' and the Management's opinion, collaboration
between a business owned by the Foundation and the William
Demant Holding Group may provide synergies in back-office
functions and the development of technologies as well as creating
more career and work opportunities for Group employees.
William Demant Holding A/S and the Oticon Foundation have
therefore made an agreement that the Company seeks to identify
active investment opportunities, and following any such investment
the Company will be in charge of the control and development
of the particular investments. In each case, a management
agreement will be made between the Oticon Foundation and the
Company on commercial terms.
The Oticon Foundation and the Company are of the clear opinion
that this strategy ensures the continuation of positive development
of the William Demant Holding Group for the benefit of all
stakeholders, including shareholders and staff.

Knowledge resources
The William Demant Holding Group's mission states that the
Group will endeavour to expand growth in revenues and profits,
and that it will seek innovation through a flexible, knowledgebased
organisational structure.
The prerequisite for the Group's continued competitiveness
is extensive know-how of audiology and a wide spectrum of
competencies including the design of integrated circuits for
sophisticated analogue and digital processing of sound signals,
the development of software for optimum fitting of hearing
aids, the design of micro-amplifiers and related acoustic
systems as well as the development and production of micro-mechanic
components.
The Group's products are made in collaboration with a wide
range of specialists each with thorough knowledge of their
own fields and in-depth understanding of other professional
areas as well as the appreciation of the corporate approach
as such. In order to utilise competencies and knowledge across
the organisation, substantial resources are spent on communication
and sharing of knowledge including a shared IT platform, a
high degree of openness, secondment of employees to other
Group undertakings and a flat organisational structure.

Centenary
In 1904, William Demant's father began selling hearing aids,
and on 8 June 2004, the Group will celebrate its centenary.
The centenary celebrations will include activities involving
customers and business partners as well as staff. The one-off
expense for centenary celebrations and staff gifts is estimated
at some DKK 30 million. This cost will be expensed under ordinary
operations and is thus included in our 2004 forecasts.

Prospects for the future
2004 started with the introduction of two new product
families in Oticon, GO and Atlas Plus. A third major product
introduction from Oticon is planned for 2004 also. All other
business areas will currently update existing products and
introduce new ones during 2004.
Compared with the realised foreign-exchange rates for 2003,
the level is 3% lower in January 2004. Provided that this
level will exist throughout 2004, consolidated revenues for
2004 are expected to grow to about DKK 4.0 billion, or an
organic growth rate of 7-10%. As in prior years, the Group's
core business, wholesale of hearing aids, is expected to outgrow
the other Group activities.
In line with the continued fall in trading currencies, forwardexchange
contracts will be made at lower rates. This will have a significant
impact on operating profits, and the Company expects that
the lower foreign-exchange rates will have an annual negative
effect in 2004 and onwards of about DKK 120 million compared
with 2002.
The underlying growth of the business has more than compensated
for this adverse development, and in 2004 after centenary
celebration costs of about DKK 30 million, the Company expects
to continue its growth trends. Operating profits (EBIT) are
thus estimated at about DKK 875 million. The largest profit
will be generated in the second half-year of 2004, when the
largest effect of product introductions will be reflected
in performance figures.
We intend to continue our policy of buying back shares in
line with the generation of free cash flows, and provided
that the level of interest rates is unchanged, net financials
are expected to be at the same level as in 2003.
A slight increase in the corporation-tax rate is expected
for 2004.
Earnings per share (excl. centenary celebrations) are expected
to go up by approximately 10%.

General meeting
William Demant Holding A/S will hold its annual general
meeting on 25 March 2004 at 4 p.m. at the Experimentarium,
Tuborg Havnevej 7, DK-2900 Hellerup.
The Directors will propose that the year's profit be transferred
to corporate reserves.
At the annual general meeting, the Directors will propose
that the Company's share capital be reduced by an amount corresponding
to its holding of own shares immediately prior to the general
meeting.
At the annual general meeting, Mr Niels Boserup and Mr Nils
Smedegaard Andersen will both retire from the Board of Directors
in accordance with the Company's Articles of Association.
The Directors will recommend that both be re-elected. Moreover,
Mr Jørgen Mølvang will retire due to age.
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