1st half-year report 2015

Transcription

2015
REPORT OF TH E
FI RST HALF YEAR
Group Report of the First Half Year 2015
January 1 to June 30, 2015
I M P O RTA N T K E Y F I G U R E S
CO N T E N T S
IMPORTANT KEY FIGURES
1/1/ - 6/30/2015
1/1/ - 6/30/2014
Change
EUR mn
932.7
748.6
25%
Consolidated revenues (annualized) 1
EUR mn
2,085.5
1,625.5
28%
EBITDA
EUR mn
108.6
92.5
17%
EUR mn
59.8
57.9
3%
Consolidated revenues
1
1
Consolidated profit/loss
TO OUR SHAREHOLDERS
04 EUR
1.91
1.79
7%
EUR
1.91
1.79
7%
Cash flow from operating activities 1
EUR mn
-12.9
39.4
>-100%
Cash flow from investing activities
EUR mn
-32.8
7.0
>-100%
EUR mn
-45.7
46.4
>-100%
6/30/2015
12/31/2014
Change
1,661.5
1,454.9
14%
1
Diluted
1
1
Free Cash flow 1
Assets
thereof cash and cash equivalents
Liabilities
thereof financial liabilities
Equity 2
Equity ratio 2
Employees at the reporting date
1 From continuing operations.
2 Including non-controlling interests
Letter to the Shareholders
NET ASSET VALUE
Earnings per share
Basic
CONTENTS
EUR mn
EUR mn
233.2
328.4
-29%
EUR mn
1,274.1
1,074.4
19%
EUR mn
214.6
164.4
31%
EUR mn
387.4
380.5
2%
in %
23.3
26.2
-11%
12,955
12,442
4%
08 Net Asset Value of Group Companies
GROUP INTERIM MANAGEMENT REPORT OF AURELIUS AG
10
Reports on the portfolio companies
29 Financial performance, cash flows and financial position
CONSOLIDATED INTERIM FINANCIAL STATEMENTS
34
Consolidated Statement of Comprehensive Income
38 Consolidated Statement of Financial Position
40
Consolidated Statement of Changes in Equity
42 Consolidated Cash Flow Statment
44 General Information
55
Imprint / Contact
R E P O RT O F T H E F I R ST H A L F Y E A R
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L E T T E R TO T H E S H A R E H O L D E R S
LETTER TO THE SHAREHOLDERS
Dear shareholders,
Dear employees and friends of our company,
The AURELIUS Group is consistently pursuing its goal of becoming a pan-European player. With the tailwind from
the first half of 2015, which went very well from an operating perspective, we have begun the process of transforming the AURELIUS Group into a European stock corporation. A large majority of our shareholders approved
this transformation at the annual general meeting on June 15, 2015. Thus, the capacity for quick action and rapid
decision-making secures the steady path of growth in Germany and the further successful expansion in Europe.
In addition to the payment of a record dividend in the amount of EUR 62.8 million for the 2014 fiscal year, we have
also set up a second share repurchase program so that our shareholders can participate even more in this very
positive development.
L E T T E R TO T H E S H A R E H O L D E R S
Overall, the first half of the year gives us reason to be very confident that 2015 will be another record year for
AURELIUS. The market for the acquisition of companies in exceptional situations is in excellent shape. We
expect to exceed the previous solid figures from 2014 for both total EBITDA as well as operating EBITDA and to
achieve success on both the buy as well as the sell side. Consolidated revenues are expected to increase to over
EUR 1.9 billion for fiscal year 2015. The positive performance in the first half of 2015 is the result of a perfect
collaboration of all participants. Our highly competitive and motivated employees, the trust and respect with
our business partners, and the cooperative support of our shareholders are and will remain our most important value drivers. Thank you very much!
Sincerly yours
Dr. Dirk Markus
The AURELIUS Group increased its consolidated revenues in the first half of 2015 by 25 percent year-on-year to
EUR 932.7 million. Thus, consolidated revenues on an annual basis exceeded EUR 2 billion for the first time. Our
subsidiaries’ earnings before interest, taxes, depreciation, and amortization (EBITDA) in the first six months
increased by 22 percent to EUR 62.6 million. The increase in earnings results in particular from the successful operating performance of our subsidiaries SECOP, Berentzen, Scholl Footwear, and the Special Chemicals segment.
Gert Purkert
Donatus Albrecht
The Executive Board of AURELIUS AG
Munich, August 2015
But most of the other Group entities also performed positively as well. The IT consultant brightONE attracted two
major new customers with Telefónica Deutschland and the UniCredit Group. Scholl Footwear generated double
digit growth in its core markets. Additional positive effects are to be expected from the market entry in Germany
and the new online shop. With respect to the Studienkreis Group, the pursued expansion led to new business
with the meanwhile 60th new branch office. The successfully completed integration of IDS in the Getronics
Deutschland Group makes the specialist for workspace solutions one of the leading independent suppliers in the
German market. Our subsidiary SECOP was honored with the “Innovation Award 2015” for its product development. For GHOTEL hotel & living, we agreed on the construction of a new hotel in Essen, whereby we are pressing
ahead with the pursued growth course.
On the buy side, we have already announced five promising new acquisitions since the beginning of 2015. Two
new acquisitions were successfully completed in the first half of 2015 with the acquisition of the European business of the Tavex Group, a producer of high quality denim fabrics for prestigious jeans manufacturers in Southern and Central Europe as well as the solid board and graphic board operations of the Smurfit Kappa Group
(today: Solidus Solutions). In June 2015, AURELIUS also acquired the remaining 21.9 percent interest in the international IT consultant Getronics from Dutch Royal KPN, thus expanding its investment to 100 percent. Other
new members that we added to the AURELIUS family in the current third quarter include the leading British
recycler of hard plastic waste Regain Polymers, the UK’s leading provider of surgical and non-surgical cosmetic
procedures Transform Medical, and the European Craft business of the British Coats Group, that will conduct
business under the name “MEZ – The Joy of Handcrafting” in the future.
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SOLIDUS SOLUTIONS I HOOGSTRATEN I BELGIUM
N E T A S S E T VA L U E
NET ASSET VALUE OF GROUP COMPANIES
Group Companies/Units
(EUR mn)
June 30, 2015
December 31, 2014
SECOP
248.6
246.7
UK Chemicals
159.6
158.4
Getronics
127.3
128.2
GHOTEL Group
113.5
112.0
German Education Business
70.9
72.5
fidelis HR
57.8
57.4
Scholl Footwear
46.7
46.1
B+P Gerüstbau
38.2
33.5
Berentzen Group
36.8
23.5
LD Didactic
35.9
32.4
brightONE
33.4
34.5
Publicitas
32.4
25.9
ISOCHEM Group
24.7
24.6
HanseYachts
21.7
27.7
ECOPLastics
18.6
3.6
Solidus
15.5
-/-
2.0
-/-
110.1
123.6
1,193.7
1,150.6
Tavex Europe
Other (including net cash)
Total
The NAVs were calculated by application of a discounted cash flow model, based on the current forecast and the
budgets of the portfolio companies for the next three years (2015 –2017). After this detailed planning period, the
assumed growth rates were conservatively estimated at a maximum of 0.5 percent, and on average also about
0.5 percent. The applied discount factors for WACC (Weighted Average Cost of Capital) were calculated on the
basis of individual peer groups as of June 2015. They range from 5.7 percent to 11.9 percent. The exchange-listed
subsidiaries Berentzen Group AG and HanseYachts AG were valued on the basis of their proportional market
capitalization as of the reporting date of June 30, 2015.
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AU R E L I US H A L B JA H R E S B ERI C H T
TAVEX I BERGARA I SPAIN
G R O U P I N T E R I M M A N A G E M E N T R E P O RT
GROUP INTERIM MANAGEMENT REPORT OF AURELIUS AG
In total, AURELIUS AG has included 271 subsidiaries in its consolidated financial statements.
Reports on the portfolio companies
In the first half of 2015, AURELIUS fully consolidated two corporate groups. The acquisition of the European
business of the Tavex Group – a producer of high-quality denim fabrics for prestigious jeans manufacturers
in Southern and Central Europe – was completed on the transaction closing date of April 30, 2015. In April 2015,
AURELIUS acquired the Solid Board and Printed Cardboard Division of the Smurfit Kappa Group (today: Solidus
Solutions), with production facilities in the Netherlands, Belgium, and United Kingdom.
The following comments reflect developments in the individual corporate groups (subsidiaries) fully consolidated
within the AURELIUS Group. As of the reporting date of June 30, 2015, the AURELIUS Group consisted of 19 operating groups assigned to the continuing operations of AURELIUS:
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Corporate Group
Industry Sector
Segment
Head Office
SECOP
Manufacturer of compressors
Industrial Production
Flensburg,
Germany
HanseYachts
Builder of sailing yachts
Greifswald,
Germany
ISOCHEM Group
Producer of fine chemicals
Vert-le-Petit,
France
CalaChem
Producer of fine chemicals
Grangemouth,
United Kingdom
Briar Chemicals
Producer of specialty chemicals
Norwich,
United Kingdom
ECOPlastics
Recycler of plastic bottles
Hemswell,
United Kingdom
TAVEX Europe
Producer of
high-quality denim fabrics
Bergara,
Spain
Solidus
Manufacturer and converter of
cardboard boxes
Bad Nieuweschans,
Netherlands
GHOTEL Group
Hotel chain
Services & Solutions
Bonn, Germany
LD Didactic
Provider of technical teaching
systems
Hürth,
Germany
Getronics
ICT systems integrator
Amsterdam,
Netherlands
Studienkreis Group
Provider of tutoring services
Bochum,
Germany
fidelis HR
Software/outsourcing for
personnel departments
Würzburg,
Germany
brightONE
IT services and
product engineering
Eschborn,
Germany
AKAD University
Online university
Stuttgart,
Germany
Publicitas
Advertising marketer
Zürich,
Switzerland
B+P Gerüstbau
Scaffold building and construction
site set-up services
Berlin,
Germany
Berentzen Group
Maker of liquors and spirits
Retail & Consumer
Products
Haselünne,
Germany
Scholl Footwear
Supplier of health and comfort
shoes
Retail & Consumer
Products
Milan,
Italy
R E P O RT O F T H E F I R ST H A L F YEA R
Furthermore, AURELIUS purchased the remaining 21.9 percent interest in the international IT consulting firm
Getronics from the Dutch company Royal KPN in June 2015.
In accordance with the requirements of IFRS 8, individual corporate groups have been assigned to the Industrial
Production, Services & Solutions, and Retail & Consumer Products segments for segment reporting purposes
(see also Note 4 of the notes to the consolidated financial statements).
RE PO RT O F T H E FI RST H A L F YEA R
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INDUSTRIAL PRODUCTION SEGMENT (IP)
HANSEYACHTS
SECOP
With its head office in Flensburg (Deutschland), SECOP is a leading manufacturer of hermetic compressors for refrigerators and freezers, light commercial applications and 12-24-48 Volt DC compressors for mobile applications.
The company maintains production facilities in Europe and China.
Current developments
In the first half of 2015, visible progress was achieved in the integration of Secop Austria GmbH in Fürstenfeld,
which began at the start of 2014. The European manufacturing organizations were further optimized through the
consolidation of shared functions and management areas, in order to exploit synergies and further strengthen
the competitiveness of the European locations.
All three divisions of SECOP turned in a positive performance in the first half of 2015, and the company generated
substantial growth in this period compared to the first half of last year.
The Household Appliances Division has recovered well since 2014. In particular, the division gained market shares
as a result of the strong performance and competitiveness of the newly developed fixed-speed products Kappa 5
and Delta. Furthermore, the variable-speed product line is becoming increasingly important for SECOP; for
example, the XV new product developments which are scheduled for market introduction at the end of 2015 have
already met with strong interest in the market.
The Light Commercial division continued on a course of growth in 2015, posting strong growth rates in nearly all
regions. The increasing conversion to the environmentally friendly refrigerant hydrocarbon promises considerable
future potential. Above all, this conversion is driven by stricter regulations in the United States, which call for the
phase-out of greenhouse gases.
The DC-Powered division also generated steady growth. This segment promises tremendous growth potential for
SECOP because the range of applications for DC-powered compressors is constantly broadening.
All in all, SECOP attained the goals it set for itself and expects to continue its positive performance in the second
half of the year.
Based in Greifswald (Germany), HanseYachts is one of the world’s leading yacht builders. It manufactures a
total of 32 different sailing yachts and motor yachts ranging in size from 29 feet to 67 feet under the brand
names Hanse, Moody, Dehler, Varianta, Fjord, and Sealine. The boatbuilder’s concept is to offer technologically
sophisticated, innovatively designed, easy-to-operate owner yachts featuring an outstanding price-performance ratio. Acquired by AURELIUS in late 2011, the company disposes of ultra-modern production facilities in
Germany and Poland and is represented in 50 countries of the world through distributorships and distribution
partners. The company exports more than 80 percent of its yachts, and its market share in the core countries
of Northern E
urope and Australia is up to 30 percent. HanseYachts AG share is listed in the General Standard
segment of the Frankfurt Stock Exchange (ISIN: DE000A0KF6M8). The corporate bond issue placed in June 2014
(ISIN: DE000A11QHZ0) is listed in the Entry Standard bond segment. The issue proceeds were mainly used for
the additional pre-financing of the production of Sealine brand yachts, as well as the further renewal and
expansion of the model line-up, geographical sales expansion, and the partial funding of financial liabilities.
Due to the high acquisition costs, yachts are luxury goods. This market is highly dependent on the state of the
global economy. For example, the worldwide financial crisis in 2008 and 2009 led to a significant drop in
demand. From a global perspective, the maritime market environment is now stable to slightly growing. The
markets of North America and Asia are the main growth drivers. Despite the geopolitical crises in Ukraine, the
Middle East, and Western Africa, unit sales are stable in Europe and the Middle East. The company has observed
a modest revival of the water sports market in Italy, Spain, and even Greece, due to the improving economic
environment in those countries.
Thanks to its multi-brand strategy, the high level of investment in new yacht models, and the continual refinement of successfully established boat types, the order book of HanseYachts is well filled. The successful performance can be attributed primarily to the good presentation of models during the past trade fair season, new
products like the Hanse 455 and the Dehler 46, and the new models S330 and C330 of the Sealine motor boat
line. The development of new yachts featuring a clear-cut product design and high quality, as well as the improvement of existing models, are still core elements of the company’s business strategy.
The company’s strategy is primarily geared to profitable growth. In the future, the company will seek to establish
a greater presence in the mass market of motor boats. This segment offers considerable growth potential, considering that it is about 2.5 times bigger than the sailboat market. For this very reason, HanseYachts acquired Sealine
GmbH and entered into a licensing agreement for the production and sale of yachts under the Sealine brand
name at the start of 2014. In addition, HanseYachts will expand its worldwide market presence and close geographical gaps in sales of the various individual brands. Thanks to the positive profit contributions of the Sealine
motor boats sold in the meantime, HanseYachts will report considerably better earnings in financial year 2015/2016
compared to the preceding year, when its results were weighed down by the start-up losses on the new Sealine
motor boat production facility.
In the past, HanseYachts was not able to further develop its model line-up to the necessary extent. Following the
successes achieved in the meantime (which are now visible in the operating results) through site concentration,
procurement optimization, and the reorganization of both sales and management, the company now intends to
optimize additional processes, expand its product offering, and close gaps in its product portfolio. The model offering will be enlarged by introducing updated versions of old models and developing new variants. For example,
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R E PO RT O F T H E FI RST H A L F YEA R
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the Greifswald boatbuilder’s yard is now offering the new Hanse 675, the world’s biggest serially manufactured
yacht.
ISOCHEM GROUP
Acquired by AURELIUS at the start of 2010, the ISOCHEM Group is a leading supplier of fine chemicals, with production plants and research and development facilities in France and the United Kingdom. Based in Vert-le-Petit
(France), the company offers its customers, many of which are in the pharmaceutical, agrochemical and specialty
chemicals industries, wide-ranging expertise in the development of complex, multi-level syntheses, from laboratory scale through to industrial production.
ISOCHEM’s strategy of refocusing on the pharmaceuticals business with a particular emphasis on customer-
specific syntheses has been completely successful. After the reorientation commenced in 2011, the company has
registered considerable growth and a dramatic increase in productivity. Based on the numbers for the first half of
2015, the core business with pharmaceutical customers will rise by around 30 percent this year. The main growth
driver is the growing demand for the company’s customer-specific synthesis products. Furthermore, the exports
of the ISOCHEM Group, which is based in France and the United Kingdom, have risen considerably, and the Group
has won market shares and new customers in North America, in particular.
Considering its numerous new products and well-filled development pipeline, ISOCHEM expects a sustainably
positive development going forward. For the current year, the ISOCHEM Group anticipates substantial revenue
growth and a positive EBITDA. Thanks to the revenue growth and rising demand, ISOCHEM is adding new jobs,
especially in research and development, and expanding its production capacities. A new rotating distillation plant
from Hastelloy with a daily capacity of more than half a ton will provide an appreciable boost to ISOCHEM’s
important business with cGMP phosgene intermediates.
CALACHEM
Based in Grangemouth (Scotland), CalaChem is a producer of fine chemicals focusing on agrochemicals and
specialty chemicals. Besides producing fine chemicals, the company also operates an Industrial Services division,
which provides a wide range of services for the adjacent Earls Gate industrial estate, including the treatment of
industrial waste water, the provision of process steam, and the supply of electricity. This company has belonged
to AURELIUS since 2010.
An important point of emphasis for CalaChem in 2015 is to optimize its cost structure. To this end, various activities and measures are planned for the third quarter. Another point of emphasis in the first half was the modernization of the water treatment plant. After the first primary water treatment tank was upgraded, also the
second has now been equipped with an innovative ventilation system, which considerably improved the water
treatment performance and increased the plant’s capacity. The external business of waste water tank fillings
performed extraordinarily well in the first half.
Market consolidation has resulted in procurement concentrations in some cases. Companies are utilizing more of
their in-house capacities and striving to attain economies of scale in procurement by bundling their outsourced
activities. This trend will lead to higher demand for individual products of CalaChem in the second half of the year.
The optimistic medium-term market outlook is reflected in the ongoing project inquiries.
A third, strategic project of importance is the redesign of energy generation. Satisfactory progress has been made
on this project as well, which has reached the public comment phase. Generally speaking, CalaChem expects the
trend of positive performance to continue in the current year.
BRIAR CHEMICALS
Based in Norwich (United Kingdom), Briar Chemicals is an independent contract manufacturer and producer of
agrochemicals and fine chemicals. Acquired by AURELIUS in 2012, the company currently produces mainly chemical agents and intermediates for herbicides. The facility was acquired from Bayer CropScience. Also after the
acquisition by AURELIUS, Briar Chemicals will continue to produce chemicals for Bayer as a customer under a
multi-year supply agreement.
Like the preceding years, 2015 is a year of intensive production with very high capacity utilization rates, which
presents special challenges for equipment maintenance. With the aim of assuring continuous operation without downtimes, a key vacuum drier was completely overhauled at the middle of the year. Furthermore, an
experienced sales director was hired to bolster the sales team and take Briar Chemicals one step further in the
direction of a more diversified customer base. The company has already scored sales successes in the Formulation & Filling segment. In the Contract Manufacturing segment, a multi-year direct sales agreement is about to
be signed. Briar Chemicals expects that plant capacity utilization rates will remain high for the remainder of
the year. Sales activities are focused on communicating the Briar Chemicals brand and marketing the available
plant capacities.
Amid a market environment that was temporarily somewhat tense, CalaChem turned in a very satisfactory
performance in the first half of 2015. Key customers and the fine chemicals sector on the whole continued their
inventory optimization programs; at the same time, however, the sector emphasized outstanding growth
prospects in the medium and long term.
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ECOPLASTICS
Acquired by the AURELIUS Group in late December 2014, ECOPlastics is one of the leading plastic bottle recycling
companies in Europe. The company operates one of the world’s biggest and most modern plastic recycling
centers in Hemswell (United Kingdom). The facility has an annual capacity of approx. 150,000 tons of PET bottles,
which corresponds to roughly 35 percent of the plastic bottles recycled in the United Kingdom every year. Since it
was founded in 2000, ECOPlastics has established a leading position in the British market, mainly by developing
new rPET (recycled polyethylene terephthalate) products.
Following the dramatic price declines (in some cases) at the end of 2014 and beginning of 2015, market prices have
stabilized on a low level and ECOPlastics has been able to implement the first price increases. The focus on PET
recycling led to a significant reduction of complexity in operations. To enhance the company’s competitiveness,
the quality and efficiency of production were significantly improved and material costs were reduced, resulting in
substantial cost savings. Furthermore, ECOPlastics secured its supply chain by entering into business relationships
with new suppliers. Existing customer relationships were stabilized and expanded further. The company is
currently in the process of acquiring new customers and applications. New, highly promising customer projects
will be brought to market in the near future.
The consolidation of the recycling market continues unabated. Management is focusing on sales and product
development. ECOPlastics wants to establish itself as the supplier of raw materials to manufacturers of PET
bottles and food packaging films.
TAVEX EUROPE
The Spanish Tavex Europe Group, which has been a member of the AURELIUS Group since April 2015, develops,
manufactures, and distributes high-quality, sustainably produced denim fabrics. Customers include prestigious
jeans manufacturers and top brands in Southern and Central Europe. The main headquarters of Tavex’s European
business is located in Bergara, Spain. The central logistics center is also located in Spain. The manufacturing
facility located in Settat, Morocco, has a production capacity of more than 17,000 kilometers of fabric per year.
In the future, Tavex Europe will focus on expanding its market presence and customer base in Central and
Northern Europe and on further optimizing and integrating its production, maintenance, and supply chain
processes. The geographic proximity of the production facility in Morocco to the core markets in Southern and
Central Europe in the top-quality denim segment provides an excellent basis for winning significant market
shares, in that it assures the required quality, services, and reaction speed. Tavex Europe wants to position
itself as a long-term alternative to suppliers from Turkey and Asia.
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A lean, flexible, and cost-efficient organization is required to place high-quality, competitive, and profitable
products in these markets. To this end, Tavex Europe is adapting its procedural and structural organization to
satisfy customer needs and reduce costs, in addition to continuously optimizing the procurement and logistics
chain. In the medium term, the company intends to simplify the product offering, optimize production quantities and inventory levels, and guarantee the constant availability of its core products. The goal is to improve
both the earnings and the liquidity of Tavex Europe. The strategy summarized by the company’s claim “sustainable lifestyle denim products for the European fashion market” holds the promise of considerable success also
in the second half of 2015.
SOLIDUS
With its main headquarters in Bad Nieuweschans (Netherlands), Solidus is a leading manufacturer and processor
of solid board products, which has been a member of the AURELIUS Group since late April 2015. The origins of the
company, which emerged from the Smurfit-Kappa Group as a carve-out, date back to the year 1888. The company
has 830 employees at eight locations in the Netherlands, Belgium, United Kingdom, France, and Norway. The core
business of Solidus is the production of solid board (sheets) and rolls for various industrial packaging applications.
About 45 percent of the solid board produced by the company is converted into boxes and related products in the
company’s own converters and distributed to end customers. Typical uses for the company’s products are paperboard for book spines, folders, luxury packaging, and foil-laminated paperboard for the food industry. The main
products of the converters are water-resistant trays for the transportation and resale of food products and flowers, as well as customer-specific packaging applications.
Immediately following the closing, extensive carve-out projects were launched to ensure that the company can
operate successfully as a stand-alone company. In addition to the new brand image, which has already been completed, these projects involved the creation of the company’s own IT infrastructure, including the replacement
and harmonization of all business applications. In the first few weeks after the acquisition, the individual business
segments have performed slightly above expectations.
There are indications that prices of raw materials (recycling paper) will rise in the second half of 2015, which could
have an adverse effect on earnings. On the other hand, earnings should be boosted by the projects initiated for
the operational integration of the individual locations and particularly for the establishment of an end-to-end
supply chain between paperboard production and conversion. Aside from a further increase in profitability, these
projects will also reduce working capital considerably. On the sales and distribution side, the company has set a
course of sustainable growth by focusing on market cultivation and expanding its market segments. Above all,
the company will seek to capitalize on the existing ecological advantages of recyclable, moisture-resistant solid
board as a substitute for plastic packaging for fish and meat, and to further expand the customer base.
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SERVICES & SOLUTIONS SEGMENT (S&S)
GHOTEL GROUP
The GHOTEL Group operates 11 hotels and apartment blocks in central locations in seven major German cities,
including Hamburg, Hanover, and Munich. The company offers attractive facilities, well-equipped conference
rooms and contemporary living solutions in its modern business and leisure hotels. The GHOTEL Group primarily
targets travelers who are looking for good value in the mid-range price segment, together with high-quality
service. GHOTEL has been a member of the AURELIUS Group since 2006.
As expected, the German hotel market continues to exhibit a positive development. The performance numbers
for the first quarter of 2015 point to a successful full year and show considerable growth over the year-ago period
in all areas. Despite the renewed escalation of the euro crisis and various sector-specific uncertainties, the G
erman
hotel industry has held up well in the last months.
GHOTEL hotel & living also turned in a very positive performance in the first half of 2015. Both total revenues and
revenue per available room (rev-par) were higher than the respective figures for the first half of last year. The hotel
chain continued to expand its portfolio of properties by signing an agreement for a new hotel in Essen. Construction of the new hotel with 174 rooms in the best central location is scheduled to begin this summer, and the hotel
is expected to open in early 2017. Like its sister hotels, the new GHOTEL hotel & living in Essen will offer attractive
rooms and on-site conference facilities. The convenient location close to transportation and the culinary offering
will be very appealing to the company’s target group. The Group’s smallest hotel in Munich, München-City, was
extensively renovated, resulting in eight new double rooms. In addition, 10 single rooms were converted into
double rooms.
According to “Trendbarometer,” Germany is still perceived as a “very attractive” travel destination. The response
at the Germany Travel Mart, the biggest incoming workshop for Germany as a travel destination, was extremely
positive. GHOTEL hotel & living was represented there with its own stand, to present its eight hotels to a broad
audience. For the first time, moreover, the GHOTEL Group was represented with its own stand at the IMEX, the
leading trade fair for conferences and events
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After exhibiting a positive development in 2014, the general education segment of the German teaching systems
market was rather subdued in the first half of 2015, particularly due to the slowed pace of contract awards by
public-sector agencies. However, both the project pipeline and the trend of inquiries in the second quarter point
to a normalization in the second half. Contrary to this trend, the Vocational Training segment experienced un
interrupted growth. Due to political unrest and the low price of oil, LD Didactic’s export business was well behind
plan in the first half. Only in July 2015, when large orders are expected, will it be possible to catch up to the
year-ago performance.
After completing the post-merger integrations of the FEEDBACK Group and ELWE Technik in the preceding financial year, LD Didactic is currently focused on optimizing the manufacturing costs of the original Leybold portfolio
and the acquired portfolio. The goal is to further improve the manufacturing processes and bring about a significant reduction of material costs.
As in prior years, LD Didactic introduced numerous product innovations at the start of financial year 2015, including (for example) the new Mobile Cassy, which was well received in the market and has already generated
concrete interest among customers. Now in its second year after being launched in the preceding financial
year, the cooperation venture with the German teaching systems company Gebrüder Kassel has made considerable progress and generated substantial order growth.
LD Didactic anticipates that it will be able to generate appreciable revenue growth again as a result of the
structural change in the exports marketing approach. Furthermore, the company is still interested in growing
its business further through acquisitions, if and when appropriate opportunities arise in the international
teaching materials market.
GETRONICS
Getronics is an ICT system integrator with a history that dates back more than 125 years. With offerings in the
fields of workspace management services, connectivity, data centers, applications and consulting, Getronics is
broadly positioned to serve national and international corporations and public-sector organizations all over the
world. With a global portfolio of offerings, the company ensures that it can offer consistent services worldwide, in
cooperation with its partners in the Getronics Workspace Alliance (GWA). Acquired by AURELIUS in May 2012, the
group has a total of around 5,500 employees in Europe, South America, and Southeast Asia. AURELIUS purchased
the remaining 21.9 percent of equity in Getronics from Royal KPN in late June 2015.
LD DIDACTIC
Getronics continues to operate within a difficult market environment characterized by ongoing consolidation on
the supplier side. During the course of the year, a modest recovery of ICT expenditures could be observed in all
target markets. Overall, the demand for cloud-based solutions has risen moderately, especially in the workspace
and UCC environment. Especially in the outsourcing business, companies are increasingly interested in purchasing
all services from a single company.
Hürth-based LD Didactic is a leading provider of technical teaching systems for schools and industry. The Group
offers complete solutions for general science education and continuing education in technology, engineering, and
natural sciences.
In the first half of 2015, Getronics nearly completed the integration of NEC’s activities in the United Kingdom,
Spain, and Portugal, which had been acquired at the end of 2013, and deepened the strategic cooperation with
I 19
the partners of the Getronics Workspace Alliance. As a result of the growth program “Customer first,” Getronics
acquired prestigious new customers from all over the world.
FIDELIS HR
In this year’s customer satisfaction study by Whitelane Research, Getronics was awarded 1st place in the category
of “IT End User Services” and 3rd place in the overall ranking, from a field of 26 IT service providers, including Atos,
HP, and Accenture.
Getronics expects that the market environment will continue to be challenging in 2015. The company’s efforts
are mainly focused on generating sustainable growth through the ongoing, focused implementation of the
“Customer first” program. Concrete goals of this program include the further standardization of services
and increased efficiency. The complete operational Integration of IDS Getronics, Telvent Global Services,
and Connectis Consulting Services creates valuable synergy, efficiency, and growth effects for Getronics.
Getronics will continue to be an active player in the market consolidation process. The company plans to increase both revenues and earnings over the respective prior-year figures.
STUDIENKREIS GROUP
Acquired by AURELIUS at the start of 2013, the Studienkreis Group headquartered in Bochum is one of Europe’s
largest private-sector education providers. In roughly 1,000 locations around Germany, the company offers professional tutoring services to students in elementary school to high school. Founded more than 40 years ago, the
Studienkreis Group has assisted well more than a million students to date, making it one of the leading providers
in the growing segment of tutoring services.
The market for professional tutoring services in which the Studienkreis Group operates was stable in the first half
of 2015. The market has been positively influenced by the intense debate regarding G8 or G9 in secondary schools
and the reinstatement of the G9 rules by some federal states. In addition to the growing willingness to seek out
professional tutoring services as an integral element of primary and secondary school education, parents are also
increasingly interested in supplementary services such as online tutoring.
In the first half of 2015, the company successfully introduced immediate online assistance and the self-learning
portal as a new offering for all Studienkreis customers. The immediate online assistance service, which is billed
by the minute, allows for quick, spontaneous exchanges with professional tutors via chat or video-conferencing.
In addition, all Studienkreis customers can access a large selection of learning videos and work materials for independent learning at home.
The efforts underway since 2014 to open new locations, both company-owned and franchises, have begun to
yield positive results. New locations made a substantive contribution to the business growth of Studienkreis in
the first half of 2015. To support the effectiveness of the business expansion, the company will intensify its sales
activities and adapt its sales structure in the second half of 2015.
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Würzburg-based fidelis HR offers customers in the German-speaking countries of Germany, Austria and Switzerland full-range HR outsourcing services, from payroll accounting to human resources administration, digital personnel files, job applicant management, application management (SAP, P&I LOGA, Fidelis.Personal), hosting,
self-service and workflow management, internal control systems (ICS) and quality monitoring.
More than 6,000 companies with 1,000,000 employees, including large corporations, public-sector institutions
and even small companies, have placed their trust in the market leader Fidelis HR. The company provides its services and customer support from within the customer’s country. For operating its software solutions in Germany,
it utilizes the highly secure data centers of Fujitsu TDS GmbH in Neckarsulm and Neuenstadt (Baden-Württemberg).
In the first half of 2015, fidelis HR focused on the rigorous implementation of numerous projects to improve
internal service structures and expand the company’s market position, including (for example) the optimization of the organizational structure and production processes. In addition, new staff was appointed to fill key
management functions and highly experienced executives were recruited for positions in production and
sales.
The reorganization of the Service Center to reduce the handling time for customer inquiries met with a positive
response among customers. In the area of application support, a new organizational and management
structure was established in order to respond more quickly and efficiently to customer demands. In the last
two years, the company has been working hard to improve sales structures and increase market visibility. The
company also entered into important partnerships and add-on products to supplement the existing portfolio
were developed to the point of being ready for market introduction.
Fidelis HR has received a considerably higher number of inquiries from prospective new customers and disposes of a strong sales pipeline, particularly in terms of add-on products. In the course of this year, numerous
expiring contracts with regular customers were renewed and more than 20 new contracts were concluded
with reference customers. Furthermore, a BPO full outsourcing agreement concluded with a prestigious major
bank was the biggest new customer acquisition since the company was purchased by AURELIUS. The decisive
factor was the bank’s confidence in the company’s capabilities; price was only a secondary factor for this
customer.
In summary, it can be noted that the cost-side and sales-side measures implemented by AURELIUS since the
acquisition are increasingly yielding positive results. In particular, these measures have led to a significant
improvement in profitability, leading in turn to increased opportunities for action.
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BRIGHTONE
With about 550 employees in Germany, the Netherlands, and Poland, brightONE provides forward-looking
technology development and trailblazing consulting services in the field of cross-sector information and communications technology. The company identifies innovative potentials of ICT technologies and concepts, develops customer-specific application and solution approaches on this basis, and implements them in the form of
state-of-the-art solutions. brightONE employs its cross-sector expertise accumulated over many years of experience working with banks and insurance companies, energy companies and utilities, automotive companies,
hi-tech/ manufacturing companies, telecommunication network operators and providers of IT services, to
open up new business opportunities and market access for its customers. The company, which the AURELIUS
Group acquired in mid-2013, has more than 30 years of experience in IT/ICT consulting and system integration.
After the successful integration of the newly acquired Telenet GmbH and the carve-out of the consulting firm
in 2014, the two German companies brightONE Consulting GmbH and brightONE GmbH acquired new customers and successfully expanded their business dealings with existing customers in all areas in the first half of
2015. Particularly noteworthy successes were the expansion of the multi-channel platform at Unicredit Direct
Services in connection with the roll-out of the bank online branches, and the integration of brightONE’s SocialCOM software at Telefonica.
A number of specific marketing measures were implemented to further strengthen the company’s market
position. The cooperation with the highest-sales partners Interactive Intelligence and Genesys was further
strengthened through the identification of shared focus customers and market segments and through integrated marketing planning and cooperation. The company’s successful participation in leading industry trade
fairs, its participation as a partner in high-level industry-specific events (including the Strategy Circle Telecom
and Energy), and the solution-oriented focus of the brightONE and SocialCOM websites can be credited to the
consistent optimization of market and customer communication instruments.
brightONE acquired several prestigious new customers in Germany, including BMW Financial Service, Combitel/ Versicherungskammer Bayern, Hella Aglaia Mobile Vision, and RWE Gaswerke in the first half of 2015. Longterm contracts promising great potential were signed in some of these cases. The demand for software development and system integration services in the brightONE development centers in Poland rose considerably in
the first half. At the start of 2015, moreover, the Polish brightONE subsidiary acquired a prestigious customer in
the aerospace segment, thereby achieving the planned direct entry into the fast-growing Polish market.
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AKAD UNIVERSITY
With its main headquarters in Stuttgart, AKAD University is an innovative distance learning institution offering
government-accredited degrees and continuing education courses. With more than 60,000 successful graduates
since 1959, AKAD is one of the pioneers in private-sector education in Germany. AKAD University offers 63 bachelor
degree, master degree and certificate programs aimed primarily at working professionals looking to advance
their careers. Acquired by AURELIUS in April 2014, AKAD University holds a strong position as a leading provider in
the market of private distance universities and enjoys an excellent reputation among employers in particular.
The German distance learning market is being influenced by different societal trends. First, many professions
require an academic degree in order for workers to even be considered for promotions or managerial positions.
Therefore, AKAD offers bachelor programs as the first academic degree after a vocational training program, but
it also offers more advanced courses of study on the master degree level, for which prior academic study is a
necessary prerequisite. Second, the trend of digitalization is fueling growing demand for experts and managers
who think in cross-disciplinary terms, who can seize and capitalize on the opportunities of “big data’ and Industry 4.0 for their respective companies. Distance learning institutions are benefitting from the resulting demand
for lifelong learning, as evidenced by the fact that the ten biggest distance learning universities in Germany
registered a nearly 10 % increase in the number of enrolled students from the winter semester 2013/14 to the
winter semester 2014/15.
In the first half of 2015, AKAD University pressed forward with the comprehensive restructuring program that
was initiated in late 2014. At that time, several universities and locations were closed and their offerings
centralized at the university in Stuttgart. At the start of 2015, AKAD opened 32 examination centers all across
Germany within a short time. At the same time, it introduced a new study program model, one that satisfies
the need of working professionals for flexible, personalized, and efficient learning. In connection with these
changes, AKAD’s efforts at the start of 2015 were particularly focused on optimizing its operational processes,
upgrading the online platform “AKAD Campus,” and developing three new study programs in the fields of
Business & Management and Technology & Informatics, which will begin in September 2015.
In the second half of 2015, AKAD will devote its efforts to the further optimization of student support, quality
management, the further development and expansion of its e-learning formats, and the development of three
new study programs for 2016. Marketing activities will be strongly focused on online marketing and the expansion of sales partnerships with commercial and industrial enterprises, accompanied by the further expansion
of the AKAD College of Continuing Education.
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PUBLICITAS
Publicitas is a leading advertising marketer with its main headquarters in Zurich (Switzerland), which is represented in more than 20 countries around the world. Thanks to its cross-media portfolio comprising more than
8,000 ad offerings in Switzerland and other countries, Publicitas gives advertisers and agencies the ability to place
their advertising message precisely where it will reach their target groups. The company was founded in 1855.
Today, roughly 700 employees handle media placements in the best-known daily newspapers, luxury magazines,
outdoor advertising, TV and radio stations, as well as mobile and digital platforms, in more than 100 countries.
Publicitas has been a member of the AURELIUS Group since June 2014.
Publicitas operates in a very challenging market and industry environment. The growing reach of digitalization in
all areas of life has cut into the traditional print business of daily newspapers and magazines, as print media are
increasingly being replaced by digital media. Publishing houses are grappling with sharp revenue and profit declines every year. As one example of the problems they face, revenues from ad placements such as help-wanted
ads and classifieds, which had been an important source of earnings in the past, have all but dried up today.
Given the expectation that the print market will continue to shrink, Publicitas has placed a high priority on
expanding its digital activities. The company’s efforts to sharpen its media portfolio are centered on building up
digital products and capabilities, expanding the TV portfolio, and launching a digital and TV sales initiative. Under
this campaign, Publicitas will exclusively market video and mobile products worldwide. The company continues
to rigorously pursue the strategy of increasingly automated planning, booking, and fulfillment of ad placements
in all types of media. Regional shared service centers are being established for accounting, order fulfillment, and
other administrative processes. Moreover, the company will introduce a globally integrated software program by
the end of this year. As it pursued these measures, 2015 was a year of business consolidation for Publicitas. The
company anticipates considerable growth in the digital sector.
B+P GERÜSTBAU
Based in Wandlitz/Berlin, B+P Gerüstbau is the leading scaffold builder and construction site services provider in
Berlin-Brandenburg. The company offers its customers a comprehensive range of construction site services,
including scaffold building of all kinds, elevator and height access equipment, winter heating equipment, and
constructions logistics management and planning. Besides being essential for any construction work, these
services also make an important contribution to occupational safety on work sites. Aside from various smaller
and medium-size projects in residential and commercial construction, the company focuses on large-scale monument protection and infrastructure projects. As part of a long-term succession plan, AURELIUS Mittelstands
kapital acquired a majority interest in B+P Gerüstbau, effective September 30, 2014.
Driven by the consistently strong economy, residential and commercial construction is stable at the present
time. The IFO Business Climate Index of June 2015 showed a third consecutive monthly improvement for the
main construction trades. While the assessment of the current situation deteriorated somewhat, future
expectations brightened notably. Accordingly, there is strong demand for the services offered by B+P Gerüstbau.
Thanks to the mild winter, the company generated good revenues already in the winter and spring of this year,
although the major projects scheduled for the Pergamon Museum and the Berliner Schloss/ Humboldtforum
were delayed again. Work on these major projects recommenced in May, leading to considerably more b
usiness
and additional sub-orders. Capacity utilization has been good since the beginning of 2015. The spectacular
project to erect scaffolding around the Pergamon Museum and install a new roof is now proceeding at full
steam.
Following the successful completion of the integration into AURELIUS in February, B+P Gerüstbau is currently
focusing on attaining the strategic objective of transregional growth. After intensive preparatory work to identify promising growth regions, the company contacted and entered into talks with various add-on candidates.
Concurrently, the organization is being prepared for the new growth phase by adapting personnel structures
and investing in new materials and equipment.
With regard to the second half of 2015, B+P Gerüstbau is completely on track to attain its full-year targets, both
in terms of revenues and earnings. Therefore, the Management is confident that it will meet these targets.
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R EPO RT O F T H E FI RST H A L F YEA R
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RETAIL & CONSUMER PRODUCTS SEGMENT (R&P)
BERENTZEN GROUP
established brands did not match the respective year-ago figures, although unit sales increased further in the
focus market of Turkey.
The segment of alcohol-free beverages generated lower sales in a modestly contracting overall market. The
revenues generated in the new franchise bottling of the Sinalco Group’s beverage brands, which began at the
start of January 2015, remained below expectations. On the other hand, unit sales of the Group’s own soft drinks
and regional mineral water products were generally stable. As the flagship product leading the expansion of
national sales, the trend product “Mio Mio Mate” registered considerable growth.
The Berentzen Group is one of the leading beverage groups in Germany. It is also one of Germany’s oldest
liquor producers, with a company history that goes back more than 250 years. The preferred share of Berentzen-
Gruppe Aktiengesellschaft is listed in the General Standard segment of the Frankfurt Stock Exchange (ISIN:
DE0005201636). In addition to well-known international brands like “Berentzen” and “Puschkin,” Berentzen’s
brand portfolio also includes traditional German spirits like “Strothmann”, “Doornkaat,” “Bommerlunder,” and
“Hansen Rum.” Furthermore, the Berentzen Group’s internationally competitive liquor brands are represented
in nearly fifty countries of the word. Sales and distribution are handled by the Group’s own subsidiaries and by
distributors.
The Berentzen Group’s first-half operating result rose to EUR 2.5 million (PY: EUR 1.0 million). In mid-July, holders of
the Group’s preferred and common shares agreed to the Management’s proposal to convert the exchange-listed
preferred shares of the Berentzen Group into common shares, after which all common shares will be admitted for
trading on the regulated market (General Standard) of the Frankfurt Stock Exchange, where only the company’s
preferred shares are currently traded. In addition, the Berentzen Group resolved to conduct a share buy-back program for a total volume of EUR 1.5 million. This program was launched in late July.The Berentzen Group anticipates
a continuation of the appreciably positive development of earnings in the s econd half of financial year 2015.
In addition, the subsidiary Vivaris Getränke GmbH & Co. KG has been a successful player in the German softdrink market for decades. The product assortment includes regionally important mineral water products and
soft drinks, as well as modern trend beverages. A second mainstay business is franchise bottling, a segment in
which the Group has been active for more than 50 years.
SCHOLL FOOTWEAR
Acquired by Berentzen-Gruppe Aktiengesellschaft in financial year 2014, the company T M P Technic-Marketing-
Products GmbH, which is based in Linz, Austria, is a globally active supplier of fruit presses for the production
of fresh-pressed fruit juices, namely orange juice, which has successfully operated in the market of fruit juice
systems, particularly including orange juice presses, for more than two decades. By means of this acquisition,
which adds the new segment of fruit juice systems to the Group’s business activities, the Berentzen Group
improved the strategic balance of its portfolio by extending its reach into modern, health-oriented markets,
where additional growth opportunities can be exploited.
Core developments in the Berentzen Group’s traditional core business were the further revitalization of the home
market of liquor products, the selective focus on only a few international activities and the corresponding reduction of associated risks, and a reduction of the Group’s dependence on substitutable store-brand products. In the
segment of alcohol-free beverages, the Group proceeded with the permanent conversion of its franchise bottling
operations to produce the beverage brands of the Sinalco Group.
The globally expanding new Group company T M P / Citrocasa also produced impressive results. In the first six
months of being affiliated with the Berentzen Group, the young segment of fruit juice systems reported a
pronounced increase in unit sales of all system components and made a substantive contribution to the Group’s
results. The segment generated growth not only in its home market of Austria, but also in international markets
such as Poland, for example.
Scholl Footwear is a long established manufacturer of shoes offering a high degree of comfort, which sells its
shoes in Europe, Asia, the Middle East, and Australia. In Europe, the company’s shoes are mainly sold in pharmacies and medical supply stores. In Asia, the Middle East, and Australia, they are also sold in shoe stores. Scholl
Footwear enjoys very widespread brand recognition of up to 80 percent in its main markets. At the present time,
Italy, France, Thailand, and Malaysia are considered to be the most important markets for Scholl Footwear. The
company has positioned itself as the “expert for comfortable shoes.” Design and development for Europe and the
Middle East are conducted in Italy; Australia and Asia have their own development centers.
One year after the acquisition by the AURELIUS Group, Scholl Footwear is pursuing a course of expansion. Scholl
comfort shoes are now available in Germany again. The introduction of the 2015 summer collection was supported by a newly recruited sales partner. Scholl shoes are being sold in India and adjacent countries under a new
long-term licensing agreement with Bata, a globally active, well-known consumer goods company. Since May
2015, moreover, Scholl products can be purchased in the company’s own online shops in Germany, Italy, France,
and the United Kingdom. The six-digit sales revenue generated after only a few weeks proves the online sales
potential of Scholl Footwear. The basis for the company’s current operations was the successful global carve-out
of the shoe business from the seller’s structures (IT systems, office locations, etc.) after the acquisition.
In the segment of liquor brands in Germany, the comparison with the sales numbers for the first half of 2014 suffers from the higher level of unit sales generated in connection with the World Soccer Cup last year. By contrast,
unit sales of store brands and private-label brands rose again in the first half of 2015, thanks to an improved offering structure and a competitive cost structure. In the segment of international liquor brands, sales of some of the
26 I
I 27
FINANCIAL PERFORMANCE, CASH FLOWS, AND
FINANCIAL POSITION
Financial performance
The consolidated revenues of the AURELIUS Group rose by 25 percent to EUR 932.7 million in the first half of 2015
(H1 2014: EUR 748.6 million). This increase resulted mainly from the portfolio companies acquired in the second
half of financial year 2014, which have now been fully consolidated for the first time.
The determining date for the initial consolidation or inclusion of a subsidiary in the consolidated financial statements is the closing date of the transaction, because that is when AURELIUS first attains full control over the
acquired company. The revenues and earnings of the subsidiaries acquired during the year are only included in the
consolidated financial statements from the date of initial consolidation. Thus, they are included for only part of
the year.
In the first half of 2015, two corporate groups were fully consolidated for the first time. The European activities of
the Tavex Group, a manufacturer of high-quality denim fabrics for prestigious jeans producers in Southern and
Central Europe, were acquired as of the transaction closing date of April 30, 2015. In April 2015, moreover, AURELIUS
acquired the Solid Board and Printed Cardboard Division of the Smurfit Kappa Group (today: Solidus Solutions),
with production facilities in the Netherlands, Belgium, and the United Kingdom. These activities have been
consolidated in the AURELIUS Group since May 31, 2015. Finally, AURELIUS purchased the remaining 21.9 percent of
equity in the international IT consulting firm Getronics from the Dutch Royal KPN in June 2015.
In accordance with the regulations of IFRS 8, every subsidiary is assigned to one of the segments Industrial
Production, Services & Solutions, and Retail & Consumer Products, for segment reporting purposes. Please refer
to Note 4 of the notes to the consolidated financial statements for the key figures of the individual segments.
Other operating income rose by 8 percent to EUR 98.9 million (H1 2014: EUR 91.4 million). This item includes income
from the reversal of negative goodwill (bargain purchase income) in the amount of EUR 65.4 million (H1 2014: EUR
43.6 million), from the acquisitions of the European activities of the Tavex Group and the Solid Board and Printed
Cardboard Division of the Smurfit Kappa Group. It was not possible to finally complete the fair value measurement upon initial consolidation of these two acquisitions. For this reason, only provisional values are presented
within the income from reversal of negative goodwill in the first half of 2015.
Purchased goods and services rose by 13 percent to EUR 449.7 million (H1 2014: EUR 398.0 million). Thus, the ratio of
purchased goods and services to revenues came to 48 percent in the first half of 2015 (H1 2014: 53 %). Personnel
expenses rose by 27 percent to EUR 310.6 million (H1 2014: EUR 244.3 million). The ratio of personnel expenses to
revenues was 33 percent, unchanged from the corresponding ratio for the first half of last year.
Other operating expenses rose by 48 percent to EUR 167.9 million (H1 2014: EUR 113.6 million). Earnings before interest, taxes, depreciation, and amortization (EBITDA) amounted to EUR 108.6 million (H1 2014: EUR 92.5 million), reflecting an increase of 17 percent. Amortization and depreciation of intangible assets and property, plant, and
equipment rose by 12 percent to EUR 42.0 million (H1 2014: EUR 37.6 million). Earnings before interest and taxes
(EBIT) rose by 21 percent to EUR 66.6 million (H1 2014: EUR 54.9 million).
BRIGHTONE I ESCHBORN I GERMANY
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At negative EUR 7.8 million, net financial expenses were slightly less than the corresponding figure for the first half
of last year (H1 2014: EUR -8.6 million). Income taxes amounted to EUR 1.0 million (H1 2014: EUR -6.4 million). The
profit from continuing operations rose substantially by 50 percent to EUR 59.9 million (H1 2014: EUR 39.9 million).
The result from discontinued operations amounted to EUR -0.07 million in the first half of 2015 (H1 2014: EUR 18.0
million).
In total, AURELIUS generated a consolidated profit after taxes of EUR 59.8 million, that being slightly higher than
the year-ago figure (H1 2014: EUR 57.9 million). Diluted earnings per share amounted to EUR 1.91 (H1 2014: EUR 1.79).
Financial position and cash flows
As of the reporting date of June 30, 2015, the total assets of the AURELIUS Group amounted to EUR 1,661.5 million, as compared to EUR 1,454.9 million as of December 31, 2014, reflecting an increase of 14 percent. The
changes in the various items of the statement of financial position resulted mainly from changes in the group
of companies included in consolidation, including the initial consolidation of the new portfolio companies
acquired in the first half.
Noncurrent assets rose by 33 percent to EUR 610.7 million, representing 37 percent of total assets (December 31,
2014: EUR 458.5 million or 32 % of total assets). Intangible assets in the amount of EUR 133.1 million (December 31,
2014: EUR 128.5 million) were mainly composed of trademarks, industrial property rights, orders on hand,
technologies, capitalized research and development expenses, and customer relationships.
The property, plant, and equipment of EUR 430.0 million were 41 percent higher than the corresponding figure
at year-end 2014 (December 31, 2014: EUR 306.0 million). At EUR 3.6 million, financial assets were slightly higher
than the comparison figure (December 31, 2014: EUR 3.5 million). Deferred tax assets rose significantly by
114 percent to EUR 44.0 million (December 31, 2014: EUR 20.6 million).
As of the reporting date of June 30, 2015, current assets amounted to EUR 1,050.8 million, representing 63 percent of total assets (December 31, 2014: EUR 996.4 million or 68 % of total assets). Inventories amounted to
EUR 201.4 million, reflecting an increase of 38 percent over the comparison figure (December 31, 2014: EUR
146.4 million). Trade receivables rose by 24 percent to EUR 383.3 million (December 31, 2014: EUR 309.4 million).
Current income tax assets rose significantly by 90 percent to EUR 11.2 million (December 31, 2014: EUR 5.9 million). Other financial assets declined by 36 percent to EUR 42.1 million (December 31, 2014: EUR 65.5 million).
Other assets rose by 39 percent to EUR 178.6 million (December 31, 2014: EUR 128.7 million).
At EUR 233.2 million, cash and cash equivalents were considerably less than the corresponding figure at the end
of 2014 (December 31, 2014: EUR 328.4 million), mainly due to the dividend payment of EUR 62.8 million.
Noncurrent financial liabilities rose by 7 percent to EUR 133.0 million (December 31, 2014: EUR 124.4 million).
Liabilities under finance leases amounted to EUR 20.8 million, reflecting an increase of 43 percent over the
comparison figure (December 31, 2014: EUR 14.5 million). Other noncurrent financial liabilities rose by 7 percent
to EUR 59.6 million (December 31, 2014: EUR 55.7 million). The deferred tax liabilities of EUR 92.2 million were
28 percent higher than the comparison figure (December 31, 2014: EUR 71.8 million).
At EUR 802.9 million, current liabilities were 24 percent higher than the comparison figure (December 31, 2014:
EUR 647.2 million). Current provisions rose by 13 percent to EUR 29.7 million (December 31, 2014: EUR 26.3 million).
The current financial liabilities of EUR 81.6 million were considerably higher, by 104 percent, than the corresponding figure at year-end 2014 (December 31, 2014: EUR 40.0 million). Liabilities under finance leases were
unchanged at EUR 2.1 million. Trade payables amounted to EUR 310.3 million, reflecting an increase of 12 percent
over the comparison figure (December 31, 2014: EUR 277.5 million). Income tax liabilities rose slightly by 2 percent to EUR 6.9 million (December 31, 2014: EUR 6.8 million). Derivative financial instruments were unchanged at
EUR 0.2 million. The liquor tax liabilities of EUR 32.2 million (December 31, 2014: EUR 23.4 million) pertain exclusively to the Berentzen Group.
Cash flows
In the first half of 2015, the AURELIUS Group’s cash flow from operating activities was negative, at EUR -12.9
million (June 30, 2014: EUR 39.4 million). The decrease from the year-ago figure resulted exclusively from changes
in working capital.
The cash flow from investing activities was likewise negative, at EUR -32.8 million (June 30, 2014: EUR -7.0 million). This figure includes cash outflows totaling EUR 4.5 million for the companies acquired in the first half of
2014 (June 30, 2014: EUR 1.9 million), as well as cash acquired upon the acquisition of companies in the amount
of EUR 10.1 million (June 30, 2014: EUR 31.8 million). This figure also includes cash inflows from sales of non
current assets and cash outflows for investments in noncurrent assets.
The free cash flow of EUR -45.7 million was well below the corresponding year-ago figure (June 30, 2014: EUR
46.4 million).
The negative cash flow from financing activities in the amount of EUR -56.6 million (June 30, 2014: EUR -30.3
million) includes the borrowing of current financial liabilities in the amount of EUR 3.8 million (June 30, 2014:
EUR 17.9 million) and the repayment of noncurrent financial liabilities in the amount of EUR 4.6 million (June 30,
2014: EUR 15.1 million). Furthermore, a dividend of EUR 62.8 million was paid to the shareholders of AURELIUS AG
in June 2015 (2014: EUR 33.3 million).
As of the reporting date of June 30, 2015, cash and cash equivalents amounted to EUR 233.2 million (December 31, 2014: EUR 328.4 million).
As of June 30, 2015, the equity of the AURELIUS Group amounted to EUR 387.4 million, little changed from the
comparison figure at year-end 2014 (December 31, 2014: EUR 380.5 million). This corresponds to an equity ratio of
23 percent (December 31, 2014: 26 %).
Noncurrent liabilities rose by 10 percent to EUR 471.2 million (December 31, 2014: EUR 427.2 million), and
accounted for 28 percent of the balance sheet total (December 31, 2014: 29 %). At EUR 133.0 million, noncurrent
pension obligations were 7 percent higher than the comparison figure (December 31, 2014: EUR 123.8 million).
Provisions declined by 13 percent to EUR 29.2 million (December 31, 2014: EUR 33.6 million).
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Employees
Compared to the end of 2014 (December 31, 2014: 12,442), the number of employees working in the AURELIUS
Group had risen to 12,955 at the reporting date of June 30, 2015. This number included 9,446 salaried employees
and 3,509 industrial workers.
Important events after the reporting date
In early July 2015, AURELIUS announced the acquisition of Regain Polymers Holding Limited, based in Allerton
Bywater (Yorkshire), United Kingdom, from Chamonix Private Equity. Regain is the leading reprocesser and
recycler of hard plastic waste in the United Kingdom. It works for customers in the sectors of automotive,
environment, gardening, packaging, and plant engineering. The range of offered products includes polymers
like high-density polyethylene (HDPE), polypropylene (PP), talc-filled polypropylene (PPT), and polystyrene (PS).
The company’s seven extrusion lines have a total annual capacity of approximately 46,000 tons. The company
also has two washing lines and a materials sorting line with an annual capacity of 28,000 tons, in which foreign
materials like paper, metal, and dirt are removed before reprocessing.
Also in July, AURELIUS acquired Transform Medical Group Limited, the leading provider of surgical and non-surgical
cosmetic procedures in the United Kingdom. The parties agreed to keep the purchase price secret. Founded in
1974, Transform today operates 27 clinics in England, Scotland, Wales, and Northern Ireland, as well as two
specialty cosmetic clinics in Manchester and London. Through its own partner network, Transform has access to
other clinics in Scotland, Northern Ireland, and southeast England. Over the years, Transform has become known
throughout the industry for clinical excellence, the highest quality, and an offering of services tailored to patients’
needs and wishes. Transform’s integrated model allows for complete patient treatment from the initial inquiry to
post-operative after-care.
After being announced in February 2015, the acquisition of the European Crafts Division from the British company
Coats plc was successfully completed on July 31, 2015. The European Crafts Division of Coats is the leading supplier
of handicraft products in Europe, with a history that dates back more than 250 years. The acquisition includes the
headquarters and warehouse located in Germany, as well as the production facility in Hungary and subsidiaries in
18 countries of Europe. The transaction covers the following brands in Europe: Schachenmayr, Patons, Regia,
Rowan Yarns, Milward, Puppets, Corona, Self Casa, Tre Cerchi, and Royal Paris. Other brands like “Make it Coats”
and the content of the European websites are marketed by AURELIUS under a licensing and sales agreement.
32 I
B+P GERÜSTBAU I BERLIN I GERMANY
CO N S O L I DAT E D I N T E R I M F I N A N C I A L STAT E M E N T S
CONSOLIDATED INTERIM FINANCIAL STATEMENTS
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
of AURELIUS AG for the period from January 1 to June 30, 2015
Continued
in kEUR
Notes
1/1/ - 6/30/2015
1/1/ - 6/30/2014
Continuing operations
Revenues
2.1
2.2
932,730
748,551
5,292
8,594
Shareholders of the parent company
Non-controlling interests
98,891
91,372
-449,743
-398,035
-310,632
-244,314
-167,945
-113,640
Earnings before interest, taxes, depreciation and
amortization (EBITDA)
108,593
92,528
Amortization and depreciation of intangible assets and
property, plant and equipment
-41,953
-37,637
Earnings before interest and taxes (EBIT)
66,640
54,891
480
356
-8,257
-8,944
Purchased goods and services
Personnel expenses
Other operating expenses
Other interest and similar income
Interest and similar expenses
2.3
Net financial income/expenses
-7,777
-8,588
Earnings before taxes (EBT) from ordinary activities
58,863
46,303
996
-6,420
59,859
39,883
-69
17,968
59,790
57,851
Foreign exchange differences
10,280
538
Comprehensive income/loss
70,070
58,389
Income taxes
Profit/loss after taxes from continuing operations
1/1/ - 6/30/2015
1/1/ - 6/30/2014
59,956
56,726
-166
1,125
70,236
57,264
-166
1,125
1.91
1.79
–/–
0.57
1.91
2.36
1.91
1.79
–/–
0.57
1.91
2.36
Share of period profit/loss attributable to
Change in inventories of finished and semi-finished goods
Other operating income
in kEUR
Share of comprehensive income/loss attributable to
Earnings per share
Basic earnings per share in EUR
From continuing operations
From discontinued operations
Total from continuing and discontinued operations
Diluted earnings per share in EUR
Discontinued operations
Profit/loss from discontinued operations
Other comprehensive income/expenses
(affecting expense or income in the future)
34 I
I 35
of AURELIUS AG for the period from April 1 to June 30, 2015
Continued
in kEUR
Notes
4/1/ - 6/30/2015
4/1/ - 6/30/2014
Revenues
2.1
2.2
498,790
386,646
-2,456
-4,473
77,437
42,524
-234,528
-195,077
-160,534
-126,099
-85,953
-58,095
Earnings before interest, taxes, depreciation and
amortization (EBITDA)
92,756
45,426
Amortization and depreciation of intangible assets and
property, plant and equipment
-22,031
-21,174
Earnings before interest and taxes (EBIT)
70,725
24,252
24
90
Interest and similar expenses
-4,345
-4,082
Net financial income/expenses
-4,321
-3,992
Earnings before taxes (EBT) from ordinary activities
66,404
20,260
88
-1,528
66,492
18,732
-39
-527
66,453
18,205
7,287
128
Comprehensive income/loss
73,740
18,333
Purchased goods and services
Personnel expenses
Other operating expenses
Other interest and similar income
Income taxes
Profit/loss after taxes from continuing operations
4/1/ - 6/30/2015
4/1/ - 6/30/2014
64,529
17,080
1,924
1,125
71,816
17,208
1,924
1,125
2.06
0.54
Share of period profit/loss attributable to
Change in inventories of finished and semi-finished goods
Other operating income
in kEUR
2.3
Share of comprehensive income/loss attributable to
Earnings per share
Basic earnings per share in EUR
–/–
0.03
2.06
0.57
2.06
0.54
–/–
0.03
2.06
0.57
Diluted earnings per share in EUR
Profit/loss from discontinued operations
Other comprehensive income/expenses
(affecting expense or income in the future)
36 I
I 37
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
of Aurelius AG at June 30, 2015
Continued
EQUITY & LIABILITIES
ASSETS
in kEUR
Notes
6/30/2015
12/31/2014
Intangible assets
3.1
133,086
128,473
Property, plant and equipment
3.1
430,037
306,012
Financial assets
3.1
3,553
3,477
44,030
20,562
610,706
458,524
Total noncurrent assets
Inventories
201,397
146,428
Trade receivables
383,305
309,442
11,175
5,862
34
38
42,128
65,462
Other assets
178,589
128,727
Cash and cash equivalents
233,207
328,425
Derivative financial instruments
Other financial assets
Noncurrent assets held for sale
Subscribed capital
Additional paid-in capital
997
12,021
Total current assets
1,050,832
996,404
Total current assets
1,661,538
1,454,928
31,520
47,897
52,093
-38,307
Retained earnings
312,726
301,621
Share of equity attributable to shareholders of AURELIUS AG
358,873
346,928
28,565
33,617
387,438
380,545
133,024
123,848
29,161
33,574
Noncurrent liabilities
Pension obligations
Provisions
Financial liabilities
133,041
124,395
Liabilities under finance leases
20,774
14,497
Other financial liabilities
59,601
55,690
3,362
3,362
92,193
71,843
471,156
427,210
715
718
Provisions
29,747
26,318
Financial liabilities
81,595
39,992
Deferred tax liabilities
Total noncurrent liabilities
Current liabilities
Pension obligations
2,145
2,101
310,341
277,448
6,909
6,766
182
180
Liquor tax liabilities
32,246
23,425
Other financial liabilities
17,892
18,442
321,143
251,717
28
67
802,943
647,174
1,661,538
1,454,928
Trade payables
Current income tax liabilities
Other liabilities
Noncurrent liabilities held for sale
Total current liabilities
Total equity and liabilities
31,400
-33,150
Liabilities under finance leases
38 I
12/31/2014
Other reserves
Total equity
Current assets
Current income tax assets
6/30/2015
Equity
Noncurrent assets
Deferred tax assets
in kEUR
I 39
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
of AURELIUS AG for the period from January 1 to December 31, 2014
97,273
–/–
–/–
–/–
–/–
97,273
3,552
100,825
Consolidated equity
–/–
Consolidated profit/loss for the period
Share of equity
attributable to the
owners of AURELIUS
–/–
Comprehensive net income
31,520
52,093
301,621
–/–
–/–
-38,361
54
346,928
33,617
380,545
–/–
–/–
59,956
–/–
–/–
–/–
–/–
59,956
-166
59,790
Cash flow hedges, net of taxes
–/–
–/–
–/–
–/–
–/–
–/–
–/–
–/–
–/–
–/–
Remeasurement IAS 19
–/–
–/–
–/–
–/–
–/–
–/–
–/–
–/–
–/–
–/–
–/–
–/–
–/–
–/–
–/–
–/–
10,280
10,280
–/–
10,280
–/–
–/–
59,956
–/–
–/–
–/–
10,280
70,236
-166
70,070
Currency changes
–/–
–/–
1,901
–/–
–/–
-4,154
–/–
-2,253
92
-2,161
Dividends
–/–
–/–
-62,800
–/–
–/–
–/–
–/–
-62,800
-630
-63,430
–/–
–/–
12,047
–/–
–/–
-968
–/–
11,079
-4,348
6,731
-120
-4,196
–/–
–/–
–/–
–/–
–/–
-4,316
–/–
-4,316
January 1, 2015
Currency changes
367,316
Revaluations for defined
benefit obligations
27,548
Available-for-sale
securities
339,768
Cash flow hedges
136
Retained earnings,
including net retained
profits
Consolidated equity
1,043
Share premium
571
Other
Subscribed capital
Share of equity
attributable to the
owners of AURELIUS
-1,486
Currency changes
251,332
Revaluations for defined
benefit obligations
56,492
Available-for-sale
securities
31,680
Cash flow hedges
Retained earnings,
including net retained
profits
in kEUR
Share premium
January 1, 2014
Other
Subscribed capital
in kEUR
Other profits and losses
Consolidated profit/loss for the period
Other profits and losses
Cash flow hedges, net of taxes
–/–
–/–
–/–
1,486
–/–
–/–
–/–
1,486
–/–
1,486
Fair-value measurement, net of taxes
–/–
–/–
–/–
–/–
-571
–/–
–/–
-571
–/–
-571
Remeasurement IAS 19
–/–
–/–
–/–
–/–
–/–
-42,072
–/–
-42,072
-1,506
-43,578
–/–
–/–
–/–
–/–
–/–
–/–
-82
-82
–/–
-82
–/–
–/–
97,273
1,486
-571
-42,072
-82
56,034
2,046
58,080
Equity transactions with shareholders
Equity transactions with shareholders
Currency changes
–/–
–/–
-2,237
–/–
–/–
-1,543
–/–
-3,780
–/–
-3,780
Dividends
–/–
–/–
-33,264
–/–
–/–
–/–
–/–
-33,264
-3,925
-37,189
Changes in equity holdings in
subsidiaries that did not result in a
loss of control
–/–
–/–
-4,922
–/–
–/–
-2,349
–/–
-7,271
4,922
-2,349
subsidiaries that resulted in a loss of
control
Treasury shares
Non-controlling interests due to
business acquisitions
December 31, 2014
40 I
subsidiaries that did not lead to a
loss of control
Treasury shares
Non-controlling interests due to
business acquisitions
–/–
–/–
-6,560
–/–
–/–
6,560
–/–
–/–
–/–
–/–
-160
-4,399
–/–
–/–
–/–
–/–
–/–
-4,559
–/–
-4,559
–/–
–/–
–/–
–/–
–/–
–/–
–/–
–/–
3,026
3,026
31,520
52,093
301,621
–/–
–/–
-38,361
54
346,928
33,617
380,545
June 30, 2015
–/–
–/–
–/–
–/–
–/–
–/–
–/–
–/–
–/–
–/–
31,400
47,897
312,726
–/–
–/–
-43,483
10,333
358,875
28,565
387,438
I 41
CONSOLIDATED STATEMENT OF CASH FLOWS
CONSOLIDATED STATEMENT OF CASH FLOWS
Continued
in kEUR
Earnings before taxes (EBT)
Profit/(loss) from discontinued operations
Reversal of bargain purchase gains arising on initial consolidation
Gain (-) / loss (+) from deconsolidation
1/1/ - 6/30/2015
1/1/ - 6/30/2014
58,863
46,303
Cash receipts related to the acquisition of shares
10,106
31,801
–/–
15,054
–/–
-15,054
Cash disbursements related to the sale of shares
-15,780
20
-574
85
-9
Gain (-) / loss (+) from currency translation
2,459
-336
Financial result
7,776
8,588
513
89
Interest paid
-2,954
-1,222
Income taxes paid
-3,588
-2,517
Gross cash flow
31,453
31,518
–/–
-8,442
1,129
2,718
Payments for investments in non-current assets
-39,572
-32,211
Cash flow from investing activities
-32,838
6,988
Free cash flow
-45,745
46,356
Cash proceeds from the raising (+) / cash repayments (-) of
short-term financial liabilities
3,777
17,917
long-term financial liabilities
-4,634
-15,149
finance leases
6,319
874
Proceeds from sale of property, plant and equipment
Sale (+) / purchase (-) of treasury shares
Change in working capital
Increase (-)/decrease (+) in inventories
-6,874
11,800
Increase (-)/ decrease (+) in trade receivables and other receivables
-3,225
8,777
-43,671
-26,444
Cash flow from operating activities (net cash flow)
-1,932
Proceeds from sale of subsidiaries
-8,237
Increase (+)/decrease (-) in other balance sheet items
-4,501
17,968
Increase (+)/ decrease (-) in pension provisions and other provisions
Increase (+)/ decrease (-) in trade payables and other liabilities
Payments for the acquisition of shares in companies
-43,575
37,637
Interest received
1/1/ - 6/30/2014
-69
41,953
Gain (-) / loss (+) from the sale of non-current financial assets
1/1/ - 6/30/2015
-65,368
Amortization of intangible assets and depreciation of property,
plant and equipment
Gain (-) / loss (+) from the sale of property, plant and equipment
in kEUR
9,409
13,717
-12,907
39,368
Decrease (+) / increase (-) in restricted funds
-686
-62,800
-33,264
Cash flow from financing activities
-56,608
-30,308
12,181
-1,241
307,348
211,728
Other changes caused by currency and consolidation group effects
Cash and cash equivalents at the beginning of the period
Change in cash and cash equivalents
-102,353
16,048
Net funds from continuing operations at the end of the period
217,175
226,535
Cash shown on the balance sheet
–/–
5,046
Dividend of AURELIUS AG
Restricted cash
42 I
-4,316
16,032
12,839
233,207
239,374
I 43
S E L E C T E D N OT E S
1. GENERAL INFORMATION
1.1 Accounting policies
The same recognition and measurement methods applied in the past fiscal year were also applied for the 2015
half-year financial statements. During the fiscal year, extraordinary expenses are only recognized as expenses or
prepaid expenses if they would also be recognized as such in the annual financial statements. Items resulting
from purchase price allocations are based on provisional financial statements. A final measurement is conducted
as part of the process of preparing the annual financial statements.
Telvent and Steria, the Getronics/Connectis Group is now on its way to becoming a leading provider in the ICT
outsourcing market.
It was not yet possible to finalize the fair value measurement in the context of initial consolidation for all of
the acquisitions. For this reason, the income from reversal of negative goodwill shown in the present half-year
financial statements are only preliminary.
1.2 Unusual events
No significant events occurred that would have affected the Company’s assets, liabilities, equity, net profit for the
period, or cash flows, and would have been unusual for AURELIUS AG’s business, based on their nature, extent or
frequency.
1.3 Changes of estimates applied in prior financial statements
There have been no changes of estimates applied in prior financial statements.
1.4 Changes in the consolidated group
As of January 31, 2015, AURELIUS took over the European business of Tavex SA. This corporate group produces
denim fabrics for prominent jeans producers, primarily in southern and western Europe. In 2014, 580 employees
earned revenues of EUR 45 million and positive earnings before interest, taxes, depreciation, and amortization.
The European business focuses exclusively on producing high-quality denim fabrics. With this sale, the Brazilian
parent company, Tavex SA, is consistently pursuing its strategic focus on its core business in South America.
Tavex’s European business has its headquarters in Bergara, Spain. The central logistics center is likewise located in
Spain. The company-owned production facility is located in Settat, Morocco. This plant has a production capacity
of more than 17,000 kilometers of fabric per year.
With closing on April 30, 2015, the AURELIUS Group acquired the solid board and printed cardboard business units
of the Smurfit Kappa Group with production locations in the Netherlands, Belgium, and the UK. This transaction
covers two factories for printed cardboard, one complete solid board production facility with two factories, as
well as four processing plants. In the full year 2014, the division and its approximately 830 employees earned
consolidated revenues of more than EUR 240 million and an EBITDA of EUR 14 million. It was agreed that financial
details of the transaction will remain confidential. This is one of the leading companies in Europe for solid board
and printed cardboard. AURELIUS intends to support it both financially and operationally. The solid board division
primarily serves customers in the food and beverage industry. Heavier printed cardboard is used primarily as book
covers as well as in puzzles and displays. The company has already been renamed Solidus Solutions.
As of June 22, 2015, AURELIUS acquired the remaining 21.9 percent of the shares in Getronics from its former Dutch
parent company KPN. Getronics has belonged to AURELIUS since 2012. Since the takeover, this international IT
service provider has shown steady growth. Due to the successful integration of the AURELIUS IT subsidiaries IDS,
44 I
I 45
2.1 Revenues
in kEUR
2.2 Other operating income
1/1/ – 6/30/2015
1/1/ – 6/30/2014
Revenues from sales of goods
550,640
440,226
Income from reversal of negative goodwill
Revenues from sales of services
366,621
294,277
Revenue from divestiture accounting
Revenues from long-term construction contracts
Total continuing operations
15,469
14,048
932,730
748,551
in kEUR
1/1/ – 6/30/2015
1/1/ – 6/30/2014
65,368
43,575
–/–
15,084
3,954
2,058
853
521
Income from charging of costs to third parties
4,576
5,302
Income from exchange rate changes
9,116
1,908
Income from reversal of provisions
Income from derecognition of liabilities
–/–
55,462
932,730
804,013
4/1/ – 6/30/2015
4/1/ – 6/30/2014
Revenues from sales of goods
305,241
226,971
Miscellaneous other operating income
14,134
16,398
Revenues from sales of services
184,691
152,737
98,891
91,372
8,858
6,938
498,790
386,646
–/–
26,846
498,790
413,492
1/1/ – 6/30/2015
1/1/ – 6/30/2014
Germany
232,397
Europe – European Union
Total revenues
in kEUR
Revenues from long-term construction contracts
Total revenues
Income from disposal of non-current assets
611
877
Income from claims for damage
276
5,649
Total other operating income
in kEUR
Income from reversal of negative goodwill
17,157
108,529
4/1/ – 6/30/2015
4/1/ – 6/30/2014
65,368
27,634
Revenue from divestiture accounting
–/–
–/–
209,439
Income from reversal of provisions
583
845
460,601
367,938
Income from derecognition of liabilities
525
466
Europe – Other
51,084
17,522
2,367
2,912
Third countries
188,648
153,652
Income from exchange rate changes
491
1,936
932,730
748,551
Income from disposal of non-current assets
323
–/–
–/–
55,462
Income from claims for damage
247
–/–
932,730
804,013
in kEUR
Total revenues
Income from charging of costs to third parties
Miscellaneous other operating income
in kEUR
4/1/ – 6/30/2015
4/1/ – 6/30/2014
Germany
139,172
104,617
Europe – European Union
229,432
183,629
Europe – Other
28,275
9,748
Third countries
101,911
88,652
498,790
386,646
–/–
26,846
498,790
413,492
Total revenues
46 I
1
98,892
Total other operating income
7,533
8,731
77,437
42,524
1
213
77,438
42,737
I 47
34,209
23,454
Marketing expenses and commissions
25,998
19,354
Administration
31,161
22,035
Consulting
14,926
10,918
Freight and transport costs
17,136
11,161
Office supplies
13,304
9,338
Expenses from exchange rate changes
11,575
1,572
Miscellaneous other operating expenses
19,636
15,808
167,945
113,640
66
18,402
168,011
132,042
Total other operating expenses
in kEUR
in kEUR
Total
Buildings and machinery
Intangible Assets
Down payments
1/1/ – 6/30/2014
Other intangible
assets
1/1/ – 6/30/2015
Goodwill
in kEUR
3.1 Assets analysis
Franchises, industrial
property rights,
and similar rights
and licenses
2.3 Other operating expenses
Acquisition or production cost
Balance at January 1, 2014
36,062
17,901
140,602
435
4,910
–/–
8,115
–/–
13,025
31,152
17,901
132,487
435
181,975
Changes in the consolidation group
-3,675
5,447
3,504
1,071
6,347
Acquisitions
16,162
–/–
16,211
252
32,625
Disposals
-1,311
–/–
-4,368
-265
-5,944
130
195,000
4/1/ – 6/30/2015
4/1/ – 6/30/2014
Buildings and machinery
18,146
11,423
Reclassifications
44
–/–
1,175
-1,089
Marketing expenses and commissions
13,453
9,296
Currency effects
10
–/–
636
–/–
646
Administration
18,504
11,642
42,382
23,348
149,644
404
215,779
8,258
6,221
10,447
5,827
7,724
4,386
563
1,174
Acquisitions
8,858
8,126
Disposals
Consulting
Freight and transport costs
Office supplies
Expenses from exchange rate changes
Miscellaneous other operating expenses
Total other operating expenses
Balance at December 31, 2014
85,953
58,095
Reclassifications
36
1,827
Currency effects
85,989
59,922
–/–
–/–
–/–
–/–
–/–
42,382
23,348
149,644
404
215,779
652
215
7,052
–/–
7,919
1,843
–/–
2,717
1,314
5,874
-686
–/–
-243
–/–
-929
266
–/–
319
-230
356
30
–/–
1,805
–/–
1,835
44,487
23,563
161,294
1,489
230,834
-24,167
-289
-59,963
–/–
-84,419
-4,962
–/–
-7,519
–/–
-12,481
-19,205
-289
-52,444
–/–
-71,938
-5,106
–/–
-17,084
9
-22,182
-176
–/–
-738
–/–
-914
Disposals
1,221
–/–
2,344
–/–
3,565
Write-ups
–/–
–/–
4,486
–/–
4,486
Currency effects
–/–
–/–
-323
–/–
-323
-23,266
-289
-63,759
9
-87,305
Balance at June 30, 2015
Amortization and impairments
Acquisitions
Impairments (IAS 36)
–/–
–/–
–/–
–/–
–/–
-23,266
-289
-63,759
9
-87,305
Additions
-3,784
–/–
-7,738
–/–
-11,522
Disposals
559
–/–
–/–
–/–
559
Write-ups
5
–/–
1,725
–/–
1,730
Reclassifications
1
–/–
-349
–/–
-348
Currency effects
-16
–/–
-836
-9
-861
-26,500
-289
-70,958
–/–
-97,748
Carrying amounts at December 31, 2014
19,116
23,059
85,885
413
128,473
Carrying amounts at June 30, 2015
17,987
23,274
90,336
1,489
133,086
48 I
I 49
in kEUR
Acquisitions
Disposals
Total
11,891
11,891
–/–
–/–
Changes in group of consolidated entities
11,891
11,891
1,373
1,373
Disposals
3,011
3,011
-2,560
-2,560
31,558
94,135
221,166
49,597
13,796
410,252
–/–
–/–
38
5,491
–/–
5,529
Reclassifications
25
25
13,796
404,723
Currency effects
1
1
13,741
13,741
–/–
–/–
13,741
13,741
24
24
31,558
94,135
221,128
44,106
1,786
1,184
16,743
12,222
-584
31,351
–/–
1,608
22,620
11,365
14,112
49,706
-472
-1,391
-11,376
-9,202
-1,808
-24,249
Reclassifications
–/–
951
6,626
2,955
-10,661
-130
Currency effects
300
687
5,316
603
540
7,446
Additions
–/–
–/–
33,172
97,174
261,058
62,049
15,395
468,848
Disposals
-3
-3
–/–
–/–
- /-
–/–
–/–
–/–
Reclassifications
–/–
–/–
33,172
97,174
261,058
62,049
15,395
468,848
Currency effects
59
59
16,597
23,858
78,426
236
2,565
121,682
1,495
864
4,266
6,871
9,901
23,396
13,821
13,821
Disposals
–/–
-99
-7,368
-4,390
-4
-11,860
Reclassifications
-11
-1,560
6,392
103
-7,573
-2,649
Currency effects
267
1,161
9,610
860
777
12,675
-8,377
-8,377
51,520
121,398
352,385
65,729
21,060
612,092
Acquisitions
Acquisitions
Impairments
Balance as at Jan. 1, 2014
–/–
–/–
-8,377
-8,377
–/–
–/–
-1,901
-1,901
14
14
Reclassifications
–/–
–/–
Currency effects
–/–
–/–
-10,264
-10,264
–/–
–/–
-10,264
-10,264
-4
-4
Impairment (IAS 36)
–/–
–/–
Disposals
–/–
–/–
Impairment (IAS 36)
-1,881
-17,379
-91,561
-23,458
-410
-134,689
–/–
–/–
-19
-3,807
–/–
-3,826
-1,881
-17,379
-91,542
-19,651
-410
-130,863
-1
-5,668
-31,471
-12,195
–/–
-49,335
-11
-1,404
-3,651
–/–
–/–
-5,066
Balance as at 31 Dec. 2014
Disposals
–/–
2,493
11,987
9,994
–/–
24,474
Reclassifications
–/–
–/–
–/–
–/–
–/–
–/–
Currency effects
Changes in consolidation group
Additions
Depreciation and impairments
Disposals
Additions
-158
-165
-1,671
-53
1
-2,046
-2,051
-22,123
-116,348
-21,905
-409
-162,836
–/–
–/–
–/–
–/–
–/–
–/–
-2,051
-22,123
-116,348
-21,905
-409
-162,836
Reclassifications
–/–
–/–
–/–
-2,765
-19,407
-6,259
–/–
-28,431
Currency effects
–/–
–/–
-1
-269
-997
-2
–/–
-1,269
-10,268
-10,268
Disposals
–/–
60
7,289
3,651
–/–
11,000
Write-ups
–/–
–/–
637
3
–/–
640
Reclassifications
–/–
1,212
171
71
–/–
1,454
3,477
3,477
Currency effects
-2
-136
-2,557
-56
140
-2,611
3,553
3,553
-2,053
-24,021
-131,212
-24,498
-269
-182,055
31,121
75,051
144,710
40,144
14,986
306,012
49,467
97,377
221,173
41,230
20,790
430,037
Acquisitions
50 I
Acquisitions
Other financial assets
Total
Down payments and
assets under
construction
Other equipment,
operational and office
equipment
Technical equipment,
plant and machinery
Land, leasehold rights
in kEUR
Financial Assets
Buildings,
including buildings on
non-owned land
Property, Plant and Equipment
I 51
4. S
egment revenues, EBITDA and EBIT for the period from
January 1 to June 30, 2015
in kEUR
Revenues
Discontinued Operations
EBITDA
EBIT
Services &
Solutions
Industrial
Production
Retail &
Consumer
Products
Other
AURELIUS
Group
388,615
376,739
–/–
–/–
167,374
2
932,730
–/–
–/–
3,876
97,028
–/–
11,069
-3,380
108,593
–/–
–/–
–/–
-78
-78
-8,036
71,683
6,504
-3,511
66,640
–/–
–/–
–/–
-78
-78
5. C
ontingent liabilities, financial commitments and litigation
The following significant contingent liabilities have been identified as of the reporting date of June 30, 2015:
In order to secure any warranty or tax indemnification claims on the part of Indorama Ventures PCL in connection
with that company’s acquisition of the Wellman Group at the end of 2011, Residuum Beteiligungs GmbH, a former
subsidiary of AURELIUS AG, originally provided a bank guarantee issued by BayernLB in the amount of EUR 4.2 million, for which AURELIUS AG assumed joint liability. The guarantee was reduced to EUR 2.5 million at the end of
fiscal year 2013. As a result of the retroactive merger of Residuum Beteiligungs GmbH into Aurelius AG in fiscal
year 2012, Aurelius AG is now the sole obligor. In addition, AURELIUS AG provided a guarantee in connection with
the sale of the Wellman Group limited to a period of five years in the amount of EUR 21.2 million, to cover any
specific indemnification obligations of Residuum Beteiligungs GmbH (which was merged into Aurelius AG retroactively in fiscal year 2012) in connection with the liquidation of the pension scheme previously in place at
Wellman. Also in this case, Aurelius AG is now the sole obligor by reason of the retroactive merger. Based on the
insights gained since the sale, the Company considers it extremely unlikely that these guarantees will be
enforced.
Effective July 31, 2014, the AURELIUS Group sold its investment in Framochem Kft. in Hungary to VanDeMark
Chemical Inc. through Isochem SAS. The purchaser demanded joint and several liability of AURELIUS AG for
warranty and indemnification claims relating to the existence of the seller and of the target as well as ownership
of the sold corporate shares and the target’s operating real estate in Hungary. The warranty or indemnification
only covers claims that are registered within five years after closing. The warranty is limited to the amount of
EUR 9,375 thousand. For all other warranties and claims, the joint liability only applies if they are registered within
18 months, and only up to a maximum amount of EUR 3,750 thousand. Based on existing information, the
Company considers it extremely unlikely that these guarantees will be enforced.
be managed by us, the probability of a claim is considered to be very low. In addition, AURELIUS AG has agreed
to form a joint liability system with IDS Getronics and the companies belonging to the Getronics Group that are
domiciled in Germany that is based on mutual liability of the companies for obligations or losses.The joint
liability system shall be established within twelve months after the closing date and maintained in force for a
least 24 months from establishment. If this is not implemented, then a non-recurring penalty for breach of
contract has been agreed upon in the amount of EUR five million. The integration of IDS Getronics was already
started upon the sale of the company to the Getronics Group. All further necessary steps have been initiated
and will be concluded within the twelve months after the closing date. Therefore, AURELIUS AG assumes no
utilization.
Litigation
The two companies Old BCA Ltd. and Book Club Trading Ltd. are exposed to the risk of continuing liability for
pension obligations, which resulted from mistakes made in setting up the pension fund in the 1990s. The
amount varies and could possibly reach an amount in the middle single-digit millions. The companies are
currently conducting a rectification procedure before an English court to correct the mistakes made at the
time. Because AURELIUS believes the chances for success are good, it has not recognized a provision to account
for this particular risk, but instead only a provision for ongoing attorney costs.
Claims for damages (arising from violations of anti-trust law by Danfoss) were asserted against SECOP in
the low double-digit millions due to existing continuing liability. The company assumes that the claim is
unfounded, since in its opinion no damage occurred. In addition, a recourse claim against Danfoss exists in the
full amount. The company has created a provision for legal and consulting fees as a precaution.
Also in connection with the cartel law violations committed by Danfoss, a lawsuit for an amount in the mid-range
double-digit millions was filed against Secop GmbH before the High Court in London. However, neither Secop
GmbH nor its legal successors existed as legal persons during the cartel period. Consequently, none of these companies participated actively in the cartel. Therefore, an eventual utilization of this provision is possible, but rather
improbable.
In connection with its general business activities, AURELIUS AG was a party to various legal disputes as of the
reporting date, but none of them is to be considered material in terms of the risks or amounts involved.
Effective September 30, 2014, AURELIUS concluded the acquisition of IDS Getronics (formerly Individual Desktop
Solutions GmbH) through AURELIUS Initial Enhancement GmbH. The seller has granted an optimization subsidy
to IDS Getronics upon completion of the transaction. The optimization subsidy is only to be used for specific
circumstances and is subject to a lock-up period of 24 months. In this case, AURELIUS AG is liable along with the
acquiring company for up to EUR 19,500 thousand. However, any payment by AURELIUS AG based on this joint
liability can only be demanded by the seller and exclusively to the company, i.e., no direct joint liability of
AURELIUS AG vis-à-vis the company is established by assuming this guarantee. Moreover, the liability of
AURELIUS AG is limited to the amount of the optimization subsidy remaining (after partial consumption due to
funds utilization according to a broad list of optimizations). Since the funds utilization is clearly defined and can
52 I
I 53
I M P R I N T/ CO N TA C T
6. Significant events after the reporting date
At the beginning of July 2015, AURELIUS announced the purchase of Regain Polymers Holding Limited with
registered offices in Allerton Bywater (Yorkshire), UK from Chamonix Private Equity. Regain is the leading reprocessor and recycler of hard plastic waste in the UK. Clients come from the automotive, environmental,
landscaping, packaging, and plant engineering and construction industries. The range of products comprises
polymers such as high-density polyethylene (HDPE), polypropylene (PP), talc-filled polypropylene (PPT), and
polystyrene (PS). Its seven extrusion plants have a total output of about 46,000 tons per year. The production
facility also includes two washing systems and a material preparation system with annual output of 28,000
tons in which foreign materials such as paper, metal, or dirt are removed prior to reprocessing.
Also in July, AURELIUS acquired Transform Medical Group Limited, the leading UK provider of surgical and
non-surgical cosmetic interventions. It was agreed that the purchase price will remain confidential. Transform
was founded in 1974. Today, the corporate group comprises 27 clinics in England, Scotland, Wales, and Northern
Ireland, as well as two special cosmetic clinics in Manchester and London. Transform has access to additional
clinics in Scotland, Northern Ireland, and southeastern England through its tightly knit network of partners.
Over time, Transform has developed into a seal of quality within the industry and today stands for clinical
excellence, highest quality, and offerings that are consistently patient-oriented. Transform’s integrated model
allows comprehensive patient support from initial patient inquiries to post-operative care.
The acquisition of the European handicrafts line of business from Coats plc, a British company, which was
announced in February 2015, was concluded at July 31, 2015. Coats’ European handicrafts line of business is the
leading provider of handicraft products in Europe with a company history reaching back more than 250 years.
The acquisition comprises the headquarters located in Germany including a warehouse, as well as the production facilities in Hungary and branches in 18 European countries. The transaction covers acquisition of the
following brands in Europe: Schachenmayr, Patons, Regia, Rowan Yarns, Milward, Puppets, Corona, Self Casa,
Tre Cerchi, and Royal Paris. Additional brands such as “Make It Coats” and the content of the European website
will be marketed by AURELIUS within the scope of a licensing and sale agreement.
IMPRINT/CONTACT
Publisher
AURELIUS AG
Ludwig-Ganghofer-Straße 6
82031 Grünwald, Germany
Phone +49(89) 45 20 527-0
Fax +49 (89) 45 20 527-10
E-Mail: [email protected]
Munich office
Unterer Anger 3
80331 Munich, Germany
Phone +49 (89) 544 799-0
Fax +49 (89) 544 799-55
London office
Aurelius Investments Ltd.
3rd Floor, 1 Savile Row,
London, W1S 3JR, Great Britain
Phone +44 (0)20 7440 0488
E-mail: [email protected]
Madrid office
AURELIUS Iberia
Veláquez 53, 2° Izqda
28001 Madrid, Spain
Phone +34 (91) 4365184
Stockholm office
AURELIUS NORDICS
11432 Stockholm, Sweden
Phone +46 (8) 12410375
Editorial staff
AURELIUS AG
Investor Relations
Phone +49 (89) 544799-0
Fax +49 (89) 544799-55
Trade Register
Head office: Grünwald
Register Court Munich,
Reg. Nr. 161677, Abteilung B
Ust-Id: DE 248377455
54 I
I 55

1st half-year report 2015

Transcription

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