Q1 - Q3 / Jan 1 - Sep /30/09 12/31/08

Transcription

1 Turbon AG Nine- month report 2009 Turbon Group at a glance in thousand Euro Q1 - Q3 / Jan 1 - Sep Sales 67, ,0% 74, % Gross profit 13, % 13, % EBIT 4, % 3, % Result from ordinary operations 3, % 2, % Group net result 2, % 1, % Cash Flow from operating activities 6,418 6,822 09/30/09 12/31/08 Total assets 55, % 53, % Net financial debt % 5, % Shareholders' Equity 23, % 22, % Interim Report from January 1 to September 30, 2009 Earnings position Sales of the Turbon Group in the first nine months of 2009 were Euro 67.7 million. Consequently, sales are down by Euro 6.6 million compared to the first nine months of 2008, including positive currency effects of Euro 1.6 million (particularly US-Dollar versus Euro). Of total sales 88.1% (Euro 59.6 million), is attributable to laser cartridges and 11.9% (Euro 8.1 million) to other products and rental income, which is all within the planned target range. Gross margin year to date was 20.6%, a distinct increase versus the 17.8% achieved in the same period of The year to date booked accrual in connection with underutilized building space in the U.S. has increased slightly to Euro 1.1 million in the third quarter. Due to the end of the supply relationship with Staples/Corporate Express since August 2009 (which was the reason for forming these provisions), there will be successive consumption of these provisions of Euro 75,000 per quarter from the fourth quarter of A significant reduction in selling expenses was achieved primarily as a result of the closure of our Harlow site in England. General administrative expenses through September 2009 were slightly above those for the same period of 2008 period. However, Q is actually lower than Q when comparing on a stand alone basis.

2 Earnings: Earnings before interest and taxes (EBIT) were Euro 4.5 million in the first nine months of 2009 compared to Euro 3.4 million in the same period of the previous year. Due to the substantially improved financial result, Result from Ordinary Operations was Euro 3.9 million compared to Euro 2.3 million in the first nine months of the previous year. Group Net Income was Euro 2.2 million (previous year: Euro 1.5 million). The higher tax rate in Q is not due to higher cash-related tax payments but instead due to changes in deferred taxes in both the assets and the liability columns of the balance sheet as of September 30, Group s financial position and net worth Inventories amounted to Euro 14.4 million as of September 30, 2009, which is Euro 4.0 million below the value as of December 31, This value is exactly within our target range of Euro 14.0 to 15.0 million for inventories with annual sales of between Euro 70.0 and 75.0 million, and in addition we estimate an increase in inventories of approx. Euro 1.0 million for each incremental Euro 5.0 million of sales growth. The balance sheet item assets held for sale reduced further to Euro 1.1 million as of September 30, Net financial debt was reduced to only Euro 0.3 million as of September 30, 2009, since the fixed interest bond recognized with Euro 9.9 million was offset with liquid funds of Euro 9.6 million. No receivables were financed by factoring as of September 30, 2009, whereas receivables from customers of Euro 3.9 million were financed as of December 31, Accordingly trade accounts receivable are higher by Euro 4.2 million as of September 30, Our total assets as of September 30, 2009 of Euro 55.5 million is Euro 2.3 million above the value at the beginning of the year. This is due to the substantial increase in liquid funds with a simultaneous decrease in inventories. Not included in the consolidated balance sheet are two sale-and-lease-back objects in Hattingen (company headquarters of Turbon AG and Turbon International GmbH) and Meerbusch (on a long-term lease). The loans for the two objects were Euro 15.1 million as of September 30, We decided to use part of our liquid funds for the early redemption of the loans. From January 1, 2010, only the property in Hattingen will be financed by borrowed capital (i.e. initially in the amount of Euro 10.0 million). The Meerbusch property will be financed by Turbon AG in the future. However, we are also currently examining the option of early acquisition of the Meerbusch object from the limited partnership. Should this be possible under legal and tax aspects and without major financial disadvantages, we will make use of this option and include the property in the balance sheet of Turbon AG and of the Group, as of the acquisition date. At the end of the reporting period, shareholders equity amounted to Euro 23.6 million. This represents an equity ratio of 42.6%. The redemption and purchase of treasury shares were netted against retained earnings. As of September 30, 2009, there were Euro -6.4 million (Euro -6.8 million as of December 31, 2008) in currency differences included in the accumulated other comprehensive income in the amount of Euro -5.1 million (Euro -5.4 million as of December 31, 2008). Outlook The results of the first nine months are within our planned targets, which we adjusted upwards on the occasion of the semi-annual report. However, these planned targets also include the loss of business with Staples/Corporate Express since August of the current

3 year. Accordingly, the sales figures of the fourth quarter will be significantly below those of the same period of the previous year which has already been published and is known. On the other positive side, during the current year we have made progress in the acquisition of new business; subsequently we now forecast sales of Euro 85.0 million for the year 2009 in total. Both the result from ordinary operations and group net income as of September 30, 2009 exceeded last year s numbers for the same period and, accordingly, our forecast. Even with lower sales figures as mentioned above, we expect positive results for the fourth quarter of We therefore forecast our results for the whole of 2009 to exceed our previous expectations and to considerably surpass last year s results. At present, it is not possible to provide a similarly detailed outlook for As already reported, we are making every effort to acquire new business and have already experienced success. In our 2009 semi-annual report we stated that it was our target to re-lift the present "platform" of annual sales of Euro 70.0 million (post Staples/Corporate Express business) as close as possible to the Euro 80.0 million mark by acquiring new business in We are adhering to this target. Since all our sales targets continue to be subject to our overriding goal of securing the substance of our company by producing positive earnings and cash flow, the platform sales of Euro 70.0 million will generate positive earnings figures. If we achieve the envisaged higher sales targets, earnings figures should see a corresponding positive development.

4 Selected Explanatory Notes to the Interim Report of Turbon AG as of September 30, 2009 The company The companies of the Turbon Group develop, produce and distribute compatible imaging supplies for computer printers. Turbon companies are located in Europe, Asia and the USA. Turbon AG shares are listed on the regulated market of the Frankfurt (Main) and Düsseldorf stock exchanges. The present consolidated financial statements as of September 30, 2009 have been prepared in accordance with the International Financial Reporting Standards (IFRS) under application of 315 and 315a German Commercial Code (HGB) and the provisions of the German Stock Corporation Act (AktG). The statement of income was prepared in accordance with the cost of sales accounting format. General accounting policies The consolidated financial statements of Turbon AG as of December 31, 2008 were prepared in accordance with International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB) and valid as of the balance sheet date. The interim Group financial statements as of September 30, 2009, which have been prepared in accordance with International Accounting Standard (IAS) 34 Interim Financial Reporting, have been drawn up using the same accounting methods as in the 2008 Group financial statements. All interpretations of the International Financial Reporting Interpretations Committee (IFRIC), which are mandatory as of September 30, 2009 have also been applied. For additional information on the individual accounting methods applied, please refer to the consolidated financial statements of Turbon AG as of December 31, 2008, contained in the annual report The interim financial statements were not audited and did not undergo an auditing review. All amounts are indicated in thousands of euros unless otherwise indicated. Changes in the Group structure With respect to the consolidated financial statements as of December 31, 2008, there were no significant changes in the consolidated group. Facts subject to reporting requirements On December 31, 2008 Turbon AG s subscribed capital of Euro 10,333 thousand was divided into 3,812,000 no par registered shares with voting rights. There were no differing classes of stocks. 170,000 shares were in the possession of Turbon AG. On February 5, 2009 the extraordinary shareholder meeting of Turbon AG passed the resolution to redeem the above mentioned 170,000 shares in the possession of Turbon AG by way of redemption without capital reduction by adapting the pro-rata value of the no par shares in the capital stock of the company in accordance with 237 (3) Stock-Corporation Act (Aktiengesetz). The Executive Board prompted the redemption on February 9, The capital stock of the Company remains unchanged at Euro 10,333, and is now divided into 3,642,000 no par shares with voting rights.

5 On February 5, 2009 the extraordinary shareholder meeting of Turbon AG authorized the Executive Board, with the consent of the Supervisory Board, to acquire stocks of the company representing a maximum of 10 per cent of the capital stock. The power can be exercised for partial amounts, once or several times. Based on this authorization the Executive Board submitted to the shareholders on March 24, 2009 a share buyback offer for up to 250,000 shares. Turbon AG was offered a total of 21,049 shares for sale up to the end of the acceptance period on April 9, Consequently, at the end of the share buyback offer, Turbon AG holds a total of 21,049 treasury shares (corresponds to a share of capital of around 0.58%). On March 31, 2009 HBT Holdings GmbH purchased 150,000 Turbon AG shares (4.12%) from Gothaer Lebensversicherung AG. As HBT Holdings GmbH held already 1,030,000 shares (28.28%) of Turbon AG at the time of the purchase, HBT Holdings GmbH obtained control over Turbon AG according to 29 (2) WpÜG. HBT Holdings GmbH presented the shareholders of Turbon AG with a mandatory take over offer which was published on May 6, The offer price was set at EUR 2.95 per Turbon share. Until expiry of the acceptance period on June 4, 2009, the offer had been accepted for a total of 204,380 no-par value shares. This corresponds to a share of around 5.61% of the share capital and voting rights of the company. Holger Brückmann-Turbon, sole shareholder of HBT Holdings GmbH, now holds 38.81% of the shares of Turbon AG, of which 38.1% are held indirectly via HBT Holdings GmbH, Schwelm. There were no further circumstances as already described during the interim reporting period which had any impact on the assets, liabilities, shareholders equity, period results or cash flow and which were unusual due to their type, extent or frequency. Change in presentation The requirements of IFRS 8 Segment reporting to be obligatorily applied from January 1, 2009 have been largely met in the past reports of Turbon AG. Presentation now includes the disclosure of interest income and expenses and the average number of employees. Moreover, a statement of income and accumulated earnings was added to the financial report as per IAS 1 Presentation of financial statements. This leads from after-tax earnings to the total of income and expenses entered for the relevant period. Revision of estimates If estimates were made within the scope of the interim reporting, they remained essentially unchanged in methodology within the financial year and in the financial year comparison. Debenture bonds or equity securities No issues, buybacks or repayments were effected during the reporting period, either for debenture bonds or for other equity securities. Dividends paid The Executive Board and Supervisory Board proposed a dividend payment of Euro 0.25 per share certificate (total of Euro 0.9 million) to the shareholders at the Annual Meeting of

6 Shareholders on June 18, The proposal was accepted and the dividends were paid to the shareholders the next day. Significant events after the close of the interim reporting period There were no significant events subject to reporting requirements after the close of the interim reporting period. Contingencies and other financial liabilities There are no contingencies. There were no significant changes in other financial liabilities with respect to the reporting time frame of December 31, Earnings per share Undiluted earnings per share were calculated by dividing consolidated net income by the average number of shares outstanding (3,620,951; previous year 3,642,000). To determine diluted earnings per share, the average number of shares outstanding was increased by the number of subscriptions rights still existing under the 2003 stock option plan (3,670,451; previous year 3,723,500). Assurance of the Legal Representatives 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 and 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. Hattingen, November 18, 2009 The Executive Board Disclaimer: The report contains forward-looking statements. Statements that are not historical facts, including statements about our beliefs and expectations, are forward-looking statements. These statements are based on current plans, estimates and projections, and you should not place too much reliance on them. Forward-looking statements apply only at the date they are made, and we undertake no obligation to update any of them in light of new information or future events. Forward-looking statements involve inherent risks and uncertainties. We caution you that a number of important factors could cause actual results or outcomes to differ materially from those expressed in any forward-looking statement.

7 Consolidated Balance Sheet - Turbon Group as of September 30, 2009 Assets in 1,000 Euro Sep. 30, 2009 Dec. 31, 2008 Long-term assets Intangible assets 3,004 3,134 Tangible assets 9,849 10,596 Financial assets ,095 13,973 Deferred tax assets 3,104 4,083 16,199 18,056 Short-term assets Inventories Raw materials and supplies 6,968 7,781 Work in progress Finished goods and trading stocks 7,359 10,462 Advance payments ,357 18,362 Trade receivables 11,855 7,625 Other assets 1,810 1,474 Income tax assets Cash and cash equivalents 9,556 4,579 Assets held for sale 1,143 2,472 39,338 35,218 Shareholders'Equity and Liabilities 55,537 53,274 Shareholders'Equity Subscribed capital 10,333 10,333 Capital reserves 14,956 14,956 Revenue reserves 1,498 2,470 Retained earnings 1, Accumulated other comprehensive income -5,086-5,412 Treasury stock -57-1,029 23,642 22,060 Long-term liabilities Pension reserves 2,468 2,433 Deferred tax liabilities 1,798 1,788 Fixed interest bond 9,892 9,871 14,158 14,092 Short-term liabilities Accrued taxes Other reserves and accrued liabilities 6,406 4,522 Liabilities due to banks 0 0 Trade payables 9,675 10,014 Liabilities due to other affiliated companies Other liabilities 1,135 1,743 17,737 17,122 55,537 53,274

8 Consolidated Statement of Income - Turbon Group for the period from January 01 until September 30, 2009 Jan 1 - Sep 30 Jan 1 - Sep 30 in 1,000 Euro Sales 67,698 74,257 Cost of sales -53,747-61,043 Gross profit 13,951 13,214 Selling expenses -3,979-5,408 Administrative expenses -4,645-4,426 Other operating income Other operating expenses -1, Earnings before interest and tax 4,501 3,361 Financial income Financial expense Financial result Result from ordinary operations 3,906 2,317 Taxes on income -1, Group net income 2,161 1,498 Undiluted earnings per share (in Euro) Diluted earnings per share (in Euro) Statement of comprehensive income for the period from January 01 until September 30, 2009 Jan 1 - Sep 30 Jan 1 - Sep 30 in 1,000 Euro Group net income 2,161 1,498 Foreign currency adjustment 333-1,219 Deferred taxes -7 0 Total income and expenses recognized in equity 326-1,219 Total income and expenses reported in the reporting period 2,

9 Consolidated Statement of Income - Turbon Group for the period from July 01 until September 30, 2009 Jul 1 - Sep 30 Jul 1 - Sep 30 in 1,000 Euro Sales 20,548 23,163 Cost of sales -16,091-19,149 Gross profit 4,457 4,014 Selling expenses -1,296-1,446 Administrative expenses -1,451-1,489 Other operating income Other operating expenses Earnings before interest and tax 1, Financial income 4 31 Financial expense Financial result Result from ordinary operations 1, Taxes on income Group net income Undiluted earnings per share (in Euro) Diluted earnings per share (in Euro) Statement of comprehensive income for the period from July 01 until September 30, 2009 in 1,000 Euro Jul 1 - Sep Jul 1 - Sep Group net income Foreign currency adjustment ,117 Deferred taxes 9 0 Total income and expenses recognized in equity ,117 Total income and expenses reported in the reporting period 263 1,452

10 Consolidated Statement of Changes in Shareholders'Equity - Turbon Group as of September 30, 2009 Subscribed Capital Revenue Retained Accumulated other comprehensive Treasury in 1,000 Euro capital reserves reserves earnings income stock Total At January 1, ,333 14,956 3, ,026-2,420 25,648 Net result 1,498 1, dividends (0.50 per share) -1,821-1,821 Total income and expenses recognized in equity -1,219-1,219 At September 30, ,333 14,956 3, ,245-2,420 24,106 Net result Q4/ Total income and expenses recognized in equity 12-2,167-2,155 Redemption of own shares -1,391 1,391 At January 1, ,333 14,956 2, ,412-1,029 22,060 Net result 2,161 2, dividends (0.25 per share) Total income and expenses recognized in equity Redemption of own shares -1,029 1,029 Purchase of own shares At September 30, ,333 14,956 1,498 1,998-5, ,642

11 Consolidated Cash Flow Statement - Turbon Group for the period from January 01 until September 30, 2009 Jan 1 - Sep 30 Jan 1 - Sep 30 in 1,000 Euro Group net income 2,161 1,498 Depreciation of fixed assets 892 1,478 Change in pension reserves 35 8 Other non-cash expenses and income Result on disposals of fixed assets Cash flow 3,230 2,981 Change in inventories 4,005 6,860 Change in trade receivables -4,387 4,164 Change in assets held for trade 1,329 0 Change in other assets Change in short-term provisions 1, Change in trade payables ,882 Change in other liabilities ,181 Non cash-effects Cash flow from operating activities 6,418 6,822 Purchase of intangible assets Purchase of tangible assets ,054 Proceeds from disposals of fixed assets Cash flow from investing activities Dividend payment ,821 Changes in scope of consolidation Change in bank loans 0-3,416 Cash flow from financing activities ,237 Change in cash funds from cash relevant transactions 5, Exchange rate related change in cash funds Cash funds at the beginning of the period 4,579 1,471 Cash funds at the end of the period 9,556 2,320 Cash flow from operating activities includes: Interest receipt Interest payment Income tax receipt Income tax payment

12 Segment Report by Regions for the period from January 01 until September 30, 2009 in 1,000 Euro Europe USA Asia Consolidation Group Sales with third parties 39,861 27, ,698 Sales with goup companies 23,736 2,610 21,288-47,634 0 EBIT 1, , ,501 Assets 129,326 37,407 29, ,282 55,537 Liabilities 63,430 20,117 5,059-56,711 31,895 Financial income Financial expense Capital expenditure Depreciation Average workforce during the period* * Additionally 473 temporary staff in Thailand for the period from January 01 until September 30, 2008 in 1,000 Euro Europe USA Asia Consolidation Group Sales with third parties 44,622 28, ,257 Sales with group companies 30,158 3,829 23,248-57,235 0 EBIT 1, , ,361 Assets 104,935 40,356 26, ,978 55,208 Liabilities 53,340 22,211 5,135-49,584 31,102 Financial income Financial expense 1, ,087 Capital expenditure ,125 Depreciation ,478 Average workforce during the period* ,206 * Additionally 730 temporary staff in Thailand