Quarterly Financial Report March 31, 2012 MBB Industries AG. Berlin

Transcription

1 Quarterly Financial Report March 31, 2012 MBB Industries AG. Berlin

2 MBB Industries in figures Page 1 MBB Industries in figures Three months Δ 2012 / (unaudited) 2011 IFRS IFRS Earnings figures thou thou % Revenue ,5% Operating performance ,6% Total performance ,6% Cost of materials ,7% Staff costs ,2% EBITDA ,5% EBITDA margin 9,7% 15,1% 55,7% EBIT ,2% EBIT margin 6,5% 11,9% 83,1% EBT ,5% EBT margin 5,9% 11,4% 93,2% Earnings from continuing operations ,2% Earnings from discontinued operations 36 0 Consolidated net profit after non-controlling interests ,9% Number of shares eps in 0,21 0,49* Figures from the statement 31 Dec. 31 Mar. of financial position thou thou % Non-current assets ,4% Current assets ,1% Of which cash and equivalents** ,8% Issued capital (share capital) ,2% Other equity ,0% Total equity ,2% Equity ratio 53,5% 33,1% -38,1% Non-current liabilities ,1% Current liabilities ,1% Total assets ,0% Net debt (-) or net cash (+) ** ,4% Employees 31 Dec. 31 Mar. % ,6% * Based on the number of shares in circulation at the publication date. ** This figure includes physical gold stocks and securities.

3 Contents Page 2 Contents MBB Industries in figures 1 Contents 2 Consolidated Interim Group Management Report 3 Business and economic conditions 3 Net assets, financial position and results of operations 3 Segment performance 4 Employees 4 Report on risks and opportunities 4 Report on post-balance sheet date events 4 Report on expected developments 4 IFRS interim consolidated financial statements 5 Notes to the interim consolidated financial statements 11 Accounting 11 Accounting policies 11 Change in the scope of consolidation 11 Segment reporting 12 Changes in contingent liabilities 12 Related party transactions 12 Events after the end of the reporting period 13 Review 13 Responsibility statement 13 Financial Calendar 14 Contact 14 Imprint 14

4 Consolidated Interim Group Management Report Page 3 Consolidated Interim Group Management Report MBB Industries AG (hereinafter also MBB-AG ) is a family-owned, medium-sized investment company that forms the MBB Industries Group (hereinafter also the MBB Group ) together with its portfolio companies. Business and economic conditions Business conditions at our portfolio companies are continuing to developing promisingly in the first quarter of the year. Our portfolio companies have high incoming orders and positive order backlogs. Rising commodity prices are presenting individual portfolio companies with the challenge of asking higher product prices on the market. Net assets, financial position and results of operations Our new wholly-owned subsidiary CLAAS Fertigungstechnik GmbH, the acquisition of which we already described in the 2011 Annual Report, was consolidated for the first time on 31 March This means that its revenue from the first three months is not included in the interim financial statements. However, the company s assets and liabilities were accounted for in the balance sheet, as was the income resulting from the first-time consolidation of 1.7 million in the statement of comprehensive income. The contribution to consolidated revenue and consolidated net profit from the company trading in future as MBB Fertigungstechnik GmbH will become clear in the second quarter of the 2012 financial year. The net assets and financial position remain positive. In the first three months of the financial year, the consolidated revenue of the MBB Group rose by 13.5% as against the same period of the previous year to 31.4 million (previous year: 27.7 million). Other operating income was up slightly year-on-year at 0.8 million ( 0.5 million) and included exchange gains, offsetting income from benefits in kind and income from securities. The income from the first-time consolidation of CLAAS Fertigungstechnik GmbH at 1.7 million is reported separately. The ratio for cost of materials in relation to total operating performance for the first three months of 2012 amounting to 31.0 million (previous year: 27.7 million) as the total of revenue and changes in inventories is almost unchanged year-on-year at 65.6% after 66.2% in the first three months of the previous year. EBITDA (earnings before interest, taxes, depreciation and amortisation) increased 73.5% to 4.7 million (previous year: 2.7 million). After depreciation and amortisation of 1.0 million, EBIT (earnings before interest and taxes) for the MBB Group in the three-month period was 3.7 million (previous year: 1.8 million). Taking into account a financial result of -0.2 million, EBT (earnings before taxes) amounted to 3.5 million (previous year: 1.6 million). The consolidated net profit after non-controlling interests totalled 3.2 million (previous year: 1.4 million) or 0.49 per share (based on 6,455,799 shares in circulation). The consolidated statement of financial position as at 31 March 2012 reported equity of 50.0 million (31 December 2011: 46.2 million). Based on total consolidated assets of million, the equity ratio thus equals 33.1%. As at 31 December 2011, the equity ratio was 53.5%. The reduction of the equity ratio resulted from the first-time consolidation of CLAAS Fertigungstechnik GmbH and the accompanying balance sheet expansion. The share buy-back programme implemented from January to February 2012, by which MBB acquired 144,201 treasury shares on the stock exchange at a total purchase price of around 1.0 million and an average purchase price of , also contributed to reducing the equity ratio. As at 31 March 2012, the MBB Group had financial liabilities of 23.2 million (31 December 2011: 16.6 million) and cash and cash equivalents including short-term securities and physical gold reserves of 47.8 million (31 December 2011: 30.3 million). The MBB Group s net figure for the above liabilities and cash positions (net debt / net cash) was therefore 24.6 million net cash, which is not only a considerable increase compared to 31 December 2011, when net cash amounted to 13.7 million, but also the highest level in MBB's history.

5 Consolidated Interim Group Management Report Page 4 Segment performance The following segments are reported: Technical Applications Industrial Production Trade & Services In the first three months, the Technical Applications segment saw an increase of revenue compared to the previous year. The external revenue of the Technical Applications segment namely the Delignit Group as the only equity interest in this segment amounted to 8.9 million (previous year: 6.8 million) in the first three months; at 2.5 million, EBIT was up significantly on the previous year s figure of 0.3 million. This is also due to the income from the first-time consolidation of CLAAS Fertigungstechnik GmbH, in future MBB Fertigungstechnik GmbH. This company will also contribute to revenue and EBIT in this segment in the future. There is a slight decline in revenue to be posted in the Industrial Production segment. The segment s external revenue for 1 January to 31 March 2012 was 13.9 million after 14.7 million in the same period of However, EBIT was 1.1 million, up on the previous year's figure of 0.6 million. In the Trade & Services segment, revenue rose by 8.3 million as against the previous year ( 5.9 million). However, at 0.1 million the segment s EBIT fell from the previous year s figure of 0.8 million, which still included the income from the deconsolidation of Huchtemeier amounting to 0.4 million. Employees At 975, the number of employees in the MBB Group as at 31 March 2012 increased considerably compared to 677 employees as at 30 December 2011, particularly because the Group has been strengthened by the 270 employees of CLAAS Fertigungstechnik GmbH, in future MBB Fertigungstechnik GmbH, since the acquisition of that company. Report on risks and opportunities The risks and opportunities of the business development of the MBB Group are described in the Group management report for the 2011 financial year, which is available on our Internet site. There have been no significant changes in the risks and opportunities presented since 31 December The risk management system of MBB Industries AG is appropriate for detecting risks early on and taking direct measures. Report on post-balance sheet date events There have been no significant events since the end of the reporting period. Report on expected developments For the 2012 and 2013 financial years, the Managing Board is forecasting a rapidly increasing level of revenue and earnings compared with Berlin, 31 May 2012 The Managing Board

6 IFRS interim consolidated financial statements Page 5 IFRS interim consolidated financial statements IFRS consolidated statement of comprehensive income 1 Jan. - 1 Jan Mar. 31 Mar. (unaudited) thou thou Revenue Increase (+)/decrease (-) in finished goods and work in progress Operating performance Elimination of negative difference from capital consolidation Income from deconsolidation Other operating income Total performance Cost of raw materials and supplies Cost of purchased services Cost of materials Wages and salaries Social security and pension costs Staff costs Other operating expenses Earnings before interest, taxes, depreciation, and amortisation (EBITDA) Amortisation and depreciation expense Earnings before interest and taxes (EBIT) Other interest and similar income Interest and similar expenses Net finance costs Earnings before taxes (EBT) Income tax expense Other taxes Profit or loss for the period Non-controlling interests (continuing operations) Profit or loss from continuing operations Profit or loss from discontinued operations 0 36 Consolidated net profit Earnings per share (in ) 0,49 0,21

7 IFRS interim consolidated financial statements Page 6 IFRS consolidated statement of comprehensive income 1 Jan. - 1 Jan. - (unaudited) 31 Mar. 31 Mar thou thou Consolidated net profit Non-controlling interests Profit or loss for the period Currency translation changes reconised in equity Net profit (+) / loss (-) from the revaluation of financial assets in the "available for sale" category Other comprehensive income after taxes Comprehensive income for the reporting period Of which attributable to: - Shareholders of the parent company Non-controlling interests

8 IFRS interim consolidated financial statements Page 7 Statement of financial position 31 Mar. 31 Dec Assets (IFRS) unaudited audited thou thou Non-current assets Concessions, industrial property rights and similar rights 2,793 2,209 Goodwill 1,816 1,816 Advance payments Intangible assets 4,897 4,267 Land and buildings including buildings on third-party land 22,847 14,700 Technical equipment and machinery 8,447 8,581 Other equipment, operating and office equipment 3,309 2,394 Advance payments and assets under development Property, plant and equipment 35,454 26,157 Investments in associates 0 0 Investment securities 4,552 5,477 Other loans Financial assets 4,793 5,752 Deferred tax assets 1,436 1,567 46,580 37,743 Current assets Raw materials and supplies 5,470 4,052 Work in progress 2,659 2,178 Finished goods 6,272 7,106 Advanced payments 2,569 0 Inventories 16,970 13,336 Trade receivables 17,232 7,751 Receivables from construction contracts 23,142 0 Receivables associates Other current assets 3,737 2,587 Trade receivables and other current assets 44,241 10,428 Gold and commodities 2,177 2,121 Securities 5,900 7,037 Available-for-sale financial assets 8,077 9,158 Cash in hand 11 8 Bank balances 35,148 15,635 Cash in hand, bank balances 35,159 15, ,447 48,565 Total assets 151,027 86,308

9 IFRS interim consolidated financial statements Page 8 Statement of financial position Mar.2012 Dec.2011 Equity and liabilities (IHRS) unaudited audited thou thou Equity Issued capital Capital reserves Legal reserve Retained earnings Non-controlling interests Non-current liabilities Financial Liabilities Other liabilities Pension provisions Other provisions Deferred tax liabilities Current liabilities Financial Liabilities Advance payments received Trade payables Other liabilities Provisions with the nature of a liability Tax provisions Other provisions Total equity and liabilities

10 IFRS interim consolidated financial statements Page 9 Consolidated statement of cash flows 1 Jan. - 1 Jan. - (unaudited) 31 Mar. 31 Mar thou thou 1. Cash flow from operating activities Earnings before interest and taxes (EBIT) Adjustments for non-cash transactions Write-downs on non-current assets Increase (+)/decrease (-) in provisions Income (-)/loss (+) from deconsolidation Negative difference from capital consolidation Other non-cash expenses/income Change in working capital: Increase (-)/decrease (+) in inventories, trade receivables and other assets Decrease (-)/increase (+) in trade payables and other liabilities Income taxes paid Interest received Cash flow from operating activities Cash flow from investing activities Investments (-)/ divestments (+) intangible assets Investments(-)/ divestments(+) property, plant and equipment Investments (-)/ divestments (+) financial assets Investments (-)/ divestments (+) of available-for-sale financial assets and securities Disposal (+)/ acquisition (-) of consolidated companies Cash flow from investing activities Cash flow from financing activities Reacquired rights Repayments of financial loans Interest payments Cash flow from financing activities Cash and cash equivalents at end of period Change in cash and cash equivalents (Subtotal 1-3) Effects of changes in foreign exchange rates (non-cash) 39-5 Changes in consolidated companies Cash and cash equivalents at start of reporting period Cash and cash equivalents at end of period Composition of cash and cash equivalents Cash in hand 11 7 Bank balances Reconciliation to liquidity reserve on 31 Mar Cash and cash equivalents at end of period Gold Securities Liquidity reserve on 31 Mar

11 IFRS interim consolidated financial statements Page 10 Statement of changes in consolidated equity (unaudited) Issued capital Capital reserves Legal reserves Currency translation difference Retained earnings Available for sale financial assets Generated consolidated equity Share of shareholders of MBB AG Noncontrollilng interests Consolidated equity thou thou thou thou thou thou thou thou thou 1 Jan Dividends paid Subtotal Amounts recognised in other comprehensive income Currency translation difference Consolidated net profit Change from acquisition of sub-holding Total comprehensive income Non-Controlling Interests DS IT AG Change from deconsolidation Dec Dividends paid Subtotal Amounts recognised in other comprehensive income Currency translation difference Consolidated net profit Total comprehensive income Buy-back of ordinary shares Mar

12 Notes to the interim consolidated financial statements Page 11 Notes to the interim consolidated financial statements Accounting The quarterly financial report of the MBB Group for the period 1 January 2012 to 31 March 2012 was prepared on the basis of the International Financial Reporting Standards (IFRS) published by the International Accounting Standards Board (IASB) as adopted in the EU. It was prepared in accordance with IAS 34. Accounting policies The accounting policies adopted are the same as those of the consolidated financial statements as at 31 December The preparation of the financial statements was influenced by recognition and measurement policies in addition to assumptions and estimates affecting the amount and reporting of recognised assets, liabilities, contingent liabilities and income and expense items. Matters relating to sales are deferred intra-year. Change in the scope of consolidation On 9 March 2012, MBB Industries AG, via Jade 1014.GmbH, acquired all of the shares of CLAAS Fertigungstechnik GmbH, Beelen from CLAAS KGaA mbh, including dividend rights from 1 January 2012 at a purchase price of 13.3 million subject to condition precedents. Following fulfilment of the conditions precedent named in the purchase agreement, the legal transfer and the transfer of control occurred on 31 March CLAAS Fertigungstechnik GmbH is a leading international plant engineering company with a focus on production technology for the automotive industry and other sectors. The company, which generated revenue of around 100 million in 2011, will trade as MBB Fertigungstechnik GmbH in future and strengthen the Technical Applications segment million of the purchase price is paid and 3.3 million is outstanding as contingent consideration. The payment will be made in 2014 subject to certain conditions, which MBB expects to be met. The following assets and liabilities were assumed as at the acquisition date: Assets and liabilities CLAAS Fertigungstechnik GmbH thou Current asstes Cash and bank balances Receivables and other assets Inventories Non-current asstes Intangibles 645 Property, plant and equipment Current liabilities Trade payables Other liabilities Advanced payments received Provisions Non-current liabilities Pension provisions Deferred tay liabilities Provisions Total assets Of the financial resources reported, 8.7 million have been pledged as collateral for guarantee credits.

13 Notes to the interim consolidated financial statements Page 12 On 9 March 2012, Jade 1044.GmbH, renamed MBB Fertigungstechnik Beelen GmbH, acquired the business premises plus buildings of CLAAS Fertigungstechnik GmbH from CLAAS KGaA mbh. The purchase price of 7.7 million is financed in the long term with an interest rate of 4% and offset by monthly annuities beginning from the economic transfer. The buyer is entitled to special redemption payments. The purchase price is collateralised by a land register debt. Segment reporting MBB s management divides the segments as reported in the interim Group management report. 1 Jan Mar Technical Industrial Trade & Recon- Group applications production services ciliation (unaudited) thou thou thou thou thou Revenue from third parties Other segments Total revenue Earnings (EBIT) Amortisation and depreciation Investments Investments in associates* Segment assets Segment liabilities Jan Mar Technical Industrial Trade & Recon- Group applications production services ciliation (unaudited) thou thou thou thou thou Revenue from third parties Other segments Total revenue Earnings (EBIT) Amortisation and depreciation Investments Investments in associates* Segment assets Segment liabilities * The shares in the Romanian companies are reported in the Technical Applications segment. Segment liabilities do not include any obligations arising from taxes, finance leases or liabilities to banks. Changes in contingent liabilities There were no changes in contingent liabilities as against 31 December Related party transactions Business transactions between Group companies that are fully consolidated and Group companies that are not fully consolidated are conducted as at arm s length.

14 Notes to the interim consolidated financial statements Page 13 Events after the end of the reporting period For events after the end of the reporting period, see the report on post-balance sheet date events on page 5 of the interim Group management report. Review The condensed interim financial statements as at 31 March 12 and the interim Group management report were neither audited in accordance with section 317 HGB nor were they reviewed by an auditor. Responsibility statement To the best of our knowledge, and in accordance with the applicable reporting principles for interim financial reporting, the interim consolidated financial statements give a true and fair view of the assets, liabilities, financial position and profit or loss of the Group, and the interim management report of the Group includes a fair review of the development and performance of the business and the position of the Group, together with a description of the principal opportunities and risks associated with the expected development of the Group for the remaining months of the financial year. Berlin, 31 May 2012 Dr. Christof Nesemeier Chairman of the Managing Board Gert-Maria Freimuth Managing Board

15 Financial Calendar Page 14 Financial Calendar Annual General Meeting June 2012, 10:00 am at Ludwig-Erhard-Haus, Fasanenstraße 85, Berlin Half-Yearly Report August 2012 Zurich Capital Market Conference 26 September 2012 Analysts Conference German Equity Forum Frankfurt/Main November 2012 Quarterly Report Q3/ November12 End of the financial year 31 December 2012 We would like to take this opportunity to mention our RSS feed, with which you can subscribe to and read the latest news from the company on your computer screen free of charge. This is a quick and convenient way to stay up-to-date: We would also like to draw your attention to our MBB newsletter, which you can subscribe to at You will then always receive the latest news from MBB Industries AG by . Contact MBB Industries AG Joachimstaler Strasse Berlin, Germany Tel.: +49 (0) Fax: +49 (0) anfrage@mbbindustries.com Imprint MBB Industries AG Joachimstaler Strasse Berlin, Germany Cover photo: Andreas Rose

16 MBB Industries AG. Joachimstaler Straße Berlin, Germany.