KTM AG Annual Report 2015
Transcription
KTM AG Annual Report 2015
KTM AG ANNUAL REPORT 2015 KTM AT A GLANCE EURk 2011 2012 2013 2014 2015 Change EARNINGS RATIOS Revenue EBITDA EBIT EBT Net result after tax EBITDA margin EBIT margin 526,801 64,495 31,009 19,109 20,818 12.2% 5.9% 612,008 67,838 36,716 25,145 25,317 11.1% 6.0% 716,390 87,694 54,886 46,923 36,509 12.2% 7.7% 864,636 112,599 75,377 70,636 57,162 13.0% 8.7% 1,022,487 141,524 95,105 85,421 63,924 13.8% 9.3% 18.3% 25.7% 26.2% 20.9% 11.8% – – BALANCE SHEET RATIOS Balance sheet total Working capital1 Equity Equity in % of total assets Net financial debt2 Gearing3 485,775 99,333 219,775 45.2% 124,995 56.9% 521,351 81,269 254,522 48.8% 99,315 39.0% 571,435 86,074 282,843 49.5% 82,365 29.1% 694,799 106,836 327,575 47.1% 87,475 26.7% 848,933 122,051 379,814 44.7% 97,164 25.6% 22.2% 14.2% 15.9% – 11.1% – 70,348 33,077 71,673 15,572 83,240 25,187 79,649 9,914 118,104 23,802 48.3% 140.1% 1,755 1,702 1,849 2,143 2,515 17.4% CASH FLOW Cash flow from operating activities Free cash flow EMPLOYEES Employees as at December 314 Employees including temporary staff and external employees EBIT EMPLOYEES 4 +18.3 % Gearing = Net financial debt / equity including non-controlling interests +26.2 % Net financial debt = Financial liabilities (current, non-current) – cash and cash equivalents – financing receivables 3 +17.4 % Working capital = Trade and other receivables + inventories – trade and other payables 2 REVENUE 1 2015 ANNUAL REPORT FINANCIAL YEAR FROM JANUARY 1 TO DECEMBER 31, 2015 KTM AG, MATTIGHOFEN, AUSTRIA KTM GROUP KTM AG has been listed on the Vienna Stock Exchange since The most recent example of KTM’s innovative strength is a feature December 2003 and constitutes the ultimate group parent of the both novel and unique in the motorcycle industry. The models KTM group. The most important equity holdings of KTM AG in the ADVENTURE range are the first motorcycles ever to boast a are KTM Sportmotorcycle GmbH and Husqvarna Motorcycles standard ABS that is fully functional even while cornering. What GmbH. As the core operating company, KTM AG is the backbone makes this possible is MSC, the motorcycle stability control system in which trend-setting sports motorcycles with the KTM and developed in collaboration with BOSCH. This groundbreaking tech- Husqvarna brands are developed and produced for offroad and nology gives us the edge over our competitors all over the world street use. in terms of safety and driving dynamics. The brands are marketed via KTM Sportmotorcycle GmbH and The company has successfully established Naked Bikes as the Husqvarna Motorcycles GmbH, two direct subsidiaries of KTM AG, driving force in the segment. With a unique range between and its 29 domestic and foreign marketing companies. 125 and 1,300 ccm, KTM is present on asphalt in all segments and offers the latest vehicles in the market. The KTM group’s sales activities are supported globally by over 2,200 independent dealers and importers as well as two Successfully expanding the series to also produce smaller engine joint ventures in New Zealand and Dubai. capacities moreover demonstrated the great potential that can be tapped here. The 125 DUKE, the 200 DUKE, and the 390 DUKE KTM sees itself as a driver of innovation. The motorcycles convinced thousands of riders, young and young-at-heart alike, conceived, developed and produced in the development center in of the benefits offered by the versatile Naked Bikes. Develop- Mattighofen are not just READY TO RACE but in fact are also ment work was resolutely pursued, bringing a modern interpretation champion bikes, as demonstrated impressively by numerous race to ultra-lightweight, fully clad Supersport models with small or wins. With great commitment, KTM works on new concepts, tech- medium engine capacities. nologies and models, using racing sport as a platform for pioneering technological innovation. KTM has been extremely successful Apart from achieving strong growth in the street segments, the in the most important offroad racing series, the US Supercross KTM group also continued to enhance its unchallenged dominance World Championship, as well as on asphalt. in competitive offroad motorcycles, particularly as a result of full integration of the long-established Husqvarna brand. 004 KTM GROUP CONTENT 018 046 History KTM 2016, 1190 Adventure R Action Utha, Photo: Schedl R. Investor Relations 059 038 KTM 2016, 1290 Super Duke GT Action Italy, Photo: Schedl R. Consolidated Financial Statements KTM 2016, 1290 Super Duke GT Action Italy, Photo: Schedl R., Rider: Jo Bauer Quality 006 Foreword 046 Investor Relations 008 Report of the Supervisory Board 050 Corporate Governance Report 018 History 022 Sales Markets 059 Consolidated Financial Statements 024 KTM Vision 059 Consolidated Management Report 026 Group Structure 077 Consolidated Income Statement 078 Consolidated Statement of 028 The KTM Group as a Sales Organization Comprehensive Income 030 KTM Group: Goals and Strategy 079 Consolidated statement of Financial Position 032 Husqvarna Motorcycles: 080 Consolidated statement of Cash Flows Goals and Strategy 082 Consolidated statement of Changes in Equity 034 Employees 083 Notes 036 KTM Motorsport 140 Annex 038 Quality 143 Auditor’s Report 040 Research & Development 145 Statement of all Legal Representatives 044 KTM Technologies 146 Other Information 0 05 “Record employment at the Mattighofen location” “EBIT significantly increased” “Highest sales and revenue levels in the company’s history” “Strengthening of the Austrian location” 006 FOREWORD BY THE CHAIRMAN OF THE EXECUTIVE BOARD LADIES AND GENTLEMEN, OUTLOOK In particular markets, the economic conditions are still difficult. In North America, a significant increase for the motorcycle THE PAST FINANCIAL YEAR 2015 WAS THE BEST YEAR FOR KTM IN ITS ENTIRE CORPORATE HISTORY. KTM HAS BEEN THE FASTEST GROWING MOTORCYCLE BRAND IN THE WORLD FOR YEARS NOW. market is expected for the next year. In Europe, a positive trend is expected. Concerning the emerging markets in South America and Asia, there are numerous uncertainties. In the mediumterm we expect the main chances for growth in Asian markets. HIGHEST SALES AND REVENUE LEVELS In 2016, the brand KTM will introduce a new generation of IN THE COMPANY’S HISTORY Enduro motorcycles to the market. By consistently implementing the global product and brand strategy on all continents, KTM successfully increased both revenue For the brand Husqvarna, a significant growth is expected for and sales figures, achieving new record levels for the fifth year the financial year 2016. From 2017 on, the tradition brand in a row in 2015. With 183,170 motorcycles sold worldwide by the will introduce a large range of street motorcycles to the market. KTM and Husqvarna group brands in 2015, sales were up 15% on the preceding year. Revenue was up in the same period by 18% In the mid-term we set the goal to increase our annual sales to EUR 1.02 billion. to 250,000 units. EBIT SIGNIFICANTLY INCREASED In financial year 2016 we planned extensive investments of KTM saw a sharp rise in earnings in addition to revenue and more than EUR 100 million for infrastructure and the development sales. With EBIT of EUR 95.1 million, KTM achieved record of new models at the location in Mattighofen and Munderfing. Our earnings in 2015. motorsports team receives a new motorsports building in Munderfing with investments amounting to more than EUR 12 million. STRENGTHENING OF THE AUSTRIAN LOCATION With investment of about EUR 110.9 million in 2015, KTM The expenses for research and development will increase further invested 30% more than in 2014 in Mattighofen and Munderfing to reach a research ratio of about 7%. Furthermore, there will and thus further expanded and strengthened the Austrian location. be more investments for IT and infrastructure as a new ERP System will be implemented in 2016. RECORD EMPLOYMENT AT THE MATTIGHOFEN LOCATION At the end of the year KTM had 2,515 employees worldwide, For 2016 KTM expects further increases in revenue and sales thus a new record. In 2015 headcount increased by 372, of and a consistent profitability. whom 339 were new employees in Austria. The Executive Board would like to thank all employees for Mattighofen, March 2016 the great dedication and commitment with which they have contributed to this successful development. Stefan Pierer CEO 0 07 (F.L.T.R.) HUBERT TRUNKENPOLZ, VIKTOR SIGL, STEFAN PIERER, FRIEDRICH ROITHNER, HARALD PLÖCKINGER EXECUTIVE BOARD SUPERVISORY BOARD Stefan Pierer Josef Blazicek Friedrich Lackerbauer Chairman of the Executive Board Chairman of the Supervisory Board Employee Representative Harald Plöckinger Rajiv Bajaj Horst Resch Friedrich Roithner Deputy Chairman of the Supervisory Board Employee Representative Viktor Sigl Ernst Chalupsky Hubert Trunkenpolz Srinivasan Ravikumar 008 KTM GROUP REPORT OF THE SUPERVISORY BOARD JOSEF BLAZICEK IN THE FINANCIAL YEAR 2015, THE SUPERVISORY BOARD OF KTM AG HELD FOUR MEETINGS ON MARCH 3, ON JUNE 17, ON SEPTEMBER 16 AND ON NOVEMBER 25, EACH TIME IN MATTIGHOFEN, THUS FULFILLING ITS DUTIES REQUIRED BY LAW AND UNDER THE ARTICLES OF INCORPORATION. net profit proposed by the Executive Board and recommended to the Supervisory Board that KPMG Austria GmbH Wirtschaftsprüfungsund Steuerberatungsgesellschaft, Linz, be proposed for appointment as independent auditors for the financial year from January 1, 2016 to December 31, 2016 at the Annual General Meeting. In addition, the Audit Committee also reviewed the corporate governance The Executive Board of KTM AG regularly reported to the Super- report for the financial year 2015 and informed the Supervisory visory Board on business development and the economic state Board that it did not reveal any reasons for objection. of the corporation, including its associated companies. The annual financial statements and the management report for the financial The Supervisory Board concurs with the Audit Committee’s report year 2015 as well as the consolidated financial statements and and consequently also with the results of the final audit. After consolidated management report for the financial year 2015 were obtaining the final results of its review of the management report audited by KPMG Austria GmbH Wirtschaftsprüfungs- und Steuer- and consolidated management report, the annual financial statements, beratungsgesellschaft, Linz, and did not give any reasons for including the proposed appropriation of net profit and consolidated objections. The auditors certified that the accounting and annual financial statements, and its management review, the Supervisory financial statements as of December 31, 2015 are consistent with Board also raised no objections. The Supervisory Board also concurs the applicable laws, that the annual financial statements give, in all with the Executive Board’s proposed distribution of net profit. material respects, a true and fair view as possible of the company’s net assets, financial position and results of operations in accor- Having been accepted by the Supervisory Board, the annual dance with generally accepted accounting principles, and that the financial statements can be deemed approved pursuant to sec. 96 (4) management report is consistent with the annual financial state- of the Austrian Stock Corporation Law (AktG). The Supervisory ments. Further, the auditors certified that the consolidated financial Board acknowledged the consolidated financial statements and the statements give a true and fair view in all material respects of the consolidated management report for the financial year 2015. group’s net assets and financial position as of December 31, 2015, as well as of the results of operations and cash flows for the past The Supervisory Board recommends that KPMG Austria GmbH financial year in accordance with the International Financial Report- Wirtschaftsprüfungs- und Steuerberatungsgesellschaft, Linz, ing Standards (IFRS), and that the other details in the consolidated be appointed as independent auditors for the financial year from management report do not misrepresent the group’s situation. January 1, 2016 to December 31, 2016. In its report to the Supervisory Board, the Audit Committee concurred Mattighofen, March 2016 with the results of the final audit. After reviewing the management report and the annual statements for the financial year including the proposed appropriation of net profit, the consolidated management report and the consolidated financial statements for the financial year 2015, and reviewing the management, the Committee did not raise Josef Blazicek any objections. The Audit Committee agreed with the appropriation of Chairman of the Supervisory Board REPORT OF THE SUPERVISORY BOARD 009 KTM 2016, 1290 Super Duke Special Edt. Action Misano Circuit, Photo: Schedl R., Rider: Ranseder Michael KTM 2016, SX Shoot Action Hungary, Photo: Schedl R., Rider: Romain Biela HQV 2016, 701 Enduro Action, Photo: Schedl R., Rider: Resch Roland HQV 701 Vitpillen Studio Shoot, KISKA 2016 82 YEARS HISTORY 1934 1992 NEW BEGINNINGS STEFAN PIERER TAKES OVER KTM EARLY BEGINNINGS 25 year old Hans Trunkenpolz opens a fitter’s and car workshop in the Upper Austrian town Mattighofen. A first approach to the founding of what is later known as KTM. 1953 KTM – KRONREIF TRUNKENPOLZ MATTIGHOFEN In 1953 the three letters “KTM” appeared for the first time to represent Kraftfahrzeuge Trunkenpolz Mattighofen. Since the mid-1950s, when the associate Ernst Kronreif joined the company, the meaning of the initials is clearly defined as “Kronreif Trunkenpolz Mattighofen”. 1954 KTM NONSTOP – PARIS TO VIENNA In autumn 1954, a KTM attracted attention because a board with the magic number “1000” was pinned at the handlebars of the R125 Tourist. To make the performance and reliability of a motorcycle known to the public, long distance races were pretty popular in the 1950s. Therefore, on September 30, 1954, three 125 ccm Tourist and three riders, among them KTM boss Hans 1953 Trunkenpolz, stood at the outskirts of Paris. The destination was Vienna, a distance of 1,300 kilometers. Not only the distance, the timing was also pretty ambitious by the standards of the time. The group at least wanted to keep pace with the “Arlberg-Express”, a train that needed 24 hours for the same distance. And it worked out – the train’s time was even beaten by more than two hours. A KTM Tourist that was faster than the express train from Paris to Vienna should be the right motorcycle for normal tourists. 1984 AUSTRIA SETS A SIGNAL – KINI & KTM ARE CHAMPIONS! Heinz Kinigadner becomes a national sports hero as the Tyrolean wins for the first time a world championship title in Motocross for Austria – on an Austrian manufactured KTM race bike. Repeating the win in 1985 finally left a first massive footprint in the international offroad world. 018 KTM GROUP 1984 2001 FIRST DAKAR VICTORY – SINCE THAT ONLY KTM RIDERS HAVE WON THIS EVENT 1998 LC8 – A NEW DIRECTION OF POWER It was 1998 when KTM began researching into its first multi-cylinder engine and, after many different configuration types, they decided on a 75 degree V-twin. This engine was announced at the 2000 INTERMOT Show in Cologne, Germany, shown in a prototype called the “LC8 Adventure”. 1999 1992 1992 NEW FACTORY With a rapidly increasing model range with diverse engine types requiring more replacement parts, a new KTM factory was opened on the outskirts of the small Austrian town of Mattighofen. The main factory building houses the four main production lines, assembling all the offroad machines and street bikes from 690 ccm and above. A cordoned off production line is where special prototype bikes and customer race machines, such as the 450 RALLY and RC 250 R, are produced. NEW BEGINNINGS In the beginning of 1992, Stefan Pierer and his CROSS Industries Company took over KTM and set about not only resurrecting the Austrian brand that began in 1953, but taking it to new levels of success. Just 24 years later they are consistently the biggest European motorcycle brand, are the dominant figure in two-wheel offroad machines 1999 and have over 260 World Championships in the trophy room – including 15 consecutive Dakar victories – and are now selling more of its street motorcycles than offroad. EXC – READY TO RACE FOR EVERYONE Although the KTM trophy cabinets are already bursting with Motocross and Supercross silverware, Enduro is the heart of KTM; responsible for the majority of its world championships and always at the top of the global Enduro sales chart. Why? Because, since 1992, KTM has always provided customers 2001 FIRST DAKAR VICTORY The Dakar Rally is unique in its difficulty for both rider and machine. True endurance; the event is long in terms of duration and riding with its EXC machine - either two-stroke or four-stroke - that is ready distance an often features terrain as varied as the landscape. For to fight for victories straight from the showroom. Upgraded each year, the biggest offroad brand, the Dakar acts a great test of its this is READY TO RACE and this mentality will never change. 1994 machines. KTM first won the Dakar Rally with Italian Fabrizio Meoni in 2001. Since that first victory, only KTM-mounted riders have TAKING TO THE STREET Take an LC4-powered won this event – 15 consecutive wins is a feat no other manufacturer 620 Enduro, chopped it up with an angle grinder has accomplished. and fit some 17-inch wheels in it. This is the origins of how, in 1994, KTM took to the asphalt for the first time in its rebirth and the 620 DUKE was unleashed; bringing Supermoto on the street to the world’s riding masses. That mono-wheeling, tire-squealing bike quickly set an attitude for KTM and, as most of us know, reputations can last a lifetime – 22 years and counting, to be precise. HISTORY 019 19 2003 2003 A NEW ADVENTURE Although not the first KTM to carry the ’Adventure’ banner (that was the LC4-powered 640, back in the mid-nineties), in 2003 the brand established itself as a serious player in the Travel Enduro market with the arrival of its first multi-cylinder contender. The LC8-powered 950 ADVENTURE changed perceptions that bikes in this sector didn’t have to be big and cumbersome. Almost 90% the same machine that won the 2002 Dakar Rally, the 950 – later becoming the 990 – was pivotal for the future of KTM and introduced many more riders to the brand. 2008 A UNIQUE SUPERBIKE ARRIVES Never one to follow the crowd, the arrival of KTM’s first true Super- bike, the RC8, tore-up the rulebook in terms of design and handling performance. Distinctive looks matched with an equally individual riding experience has seen the RC8 remain a firm favorite with two-wheel purists. The capabilities of the RC8 R were demonstrated 2008 when it clinched the IDM Superbike Championship in 2011 in the hands of Martin Bauer, a class where engine tuning is very minimal. UNBELIEVABLE – A KTM CAR After an energy loaded development ended with another big scoop: The presentation of the KTM X-Bow underlined KTM’s philosophy – translating the brand’s core values even onto four wheels. This unique supersport car showed straight away its READY TO RACE approach and demonstrated the impressive learning curve in all development disciplines. 2011 SMALLER CAPACITIES, BIGGER OPPORTUNITIES Since 2007, KTM has been cooperating with the Indian Bajaj Group to focus on the joint development of entry- level, 125 to 390 ccm street motorcycles. Produced in India and distributed under the KTM brand by both companies, the first model released from this partnership was the 125 DUKE in 2011, which quickly became the biggest selling machine in its class in Europe. The 200 DUKE followed in 2012, allowing KTM to enter the Indian market and is the first KTM model ever to be offered worldwide. Since then, the 390 DUKE was released and, in 2014, the Supersports RC 125, RC 200 and RC 390 began production. 020 KTM GROUP 2014 THE RESTART OF HUSQVARNA. REUNION OF HUSABERG AND HUSQVARNA 2013 SETTING NEW STANDARDS IN SAFETY In cooperation with BOSCH, KTM developed the MSC (Motorcycle Stability Control) and therewith is the first brand worldwide to present an ABS that works even while cornering at deep lean angles. MSC supports the rider together with the combined antilock braking system C-ABS (Combined ABS) and the lean angle dependently working motorcycle traction control MTC (Motorcycle Traction Control) in a multitude of ways – of course just within the limits of physics. Fitted to the 1190 ADVENTURE and later the 1290 SUPER ADVENTURE, these models are not only the most versatile of all Travel Enduros, but also the safest motorcycles in the world. 2014 THE BIG PICTURE – THE RESTART OF HUSQVARNA Following the acquisition of Husqvarna Motor- cycles in early 2013, and the subsequent reunion of the Husaberg brand into the newly established Husqvarna Motorcycles GmbH company, 2014 was the first complete financial year for the “new” Husqvarna Motorcycles. 2013 2015 KTM GOES ELECTRIC Although a long-running project and partially developed in public at its E-Cross Center, as the leader of offroad motorcycling KTM has also set a new bar for electric bikes in its typical manner with the release of the innovative FREERIDE E-SX, E-XC and E-SM available in 2015. Despite lacking petrol power, these bikes are still built to the company’s READY TO RACE mantra boasting high-specification components and incredible performance. 2014 With a full line-up of Motocross and Enduro models and a continued, strong commitment to offroad competition, Husqvarna immediately set a record year with 16,377 bikes sold and a revenue of more than 100 million euros. These were the best ever results in the 111-year history of Husqvarna Motorcycles. In late 2014, with the unveiling of the VITPILEN 401 and SVARTPILEN 401 concept-bikes at the international motorcycles exhibition EICMA, Husqvarna confirmed its decision to re-enter the street segment, giving a glimpse of what the future will hold for the iconic Swedish brand. 2015 HISTORY 0 21 9.6% MARKET SHARE OF KTM + HUSQVARNA 6.2% € 512.2 M REVENUE IN EUROPE MARKET SHARE OF KTM + HUSQVARNA € 301.7 M REVENUE IN NORTH AMERICA € 208.6 M REVENUE IN OTHER COUNTRIES KTM SALES COMPANIES SALES MARKETS CKD PRODUCTION 022 KTM GROUP SALES MARKET KTM SALES COMPANIES AND SALES MARKETS WORLDWIDE SALES MARKETS 0 23 KTM VISION KTM 1290 Super Duke GT 2016 Action Highway Frankfurt, Photo: Schedl R., Rider: Jo Bauer KTM IS A PREMIUM MANUFACTURER OF HIGH-PERFORMANCE VEHICLES FOR BOTH OFFROAD AND STREET USE. THANKS TO CONTINUOUS INNOVATION AND DIFFERENTIATED PRODUCT DESIGN, EVERY VEHICLE BUILT IS OF THE HIGHEST QUALITY. KTM’S CLEAR VISION IS TO BECOME THE BIGGEST MANUFACTURER OF SPORT MOTORCYCLES WORLDWIDE. The KTM offering is a diverse and everexpanding product range that now covers all essential engine capacity categories and performance classes (125 to 1,300 ccm). The small-engine street motorcycles – developed in cooperation with our Indian partner Bajaj – open up a new, global segment for KTM. In March 2011 KTM began with its launch of a complete naked range, which was implemented successfully between 2011 and 2013. In 2015 the introduction 0 24 KTM GROUP KTM 2016, 690 Duke R Action Still Misano, Photo: Schedl R. KTM cultivates a close relationship with of the KTM 1290 SUPER DUKE GT at in 2015, we reached a significant milestone EICMA signalled a decisive move into the for our global offroad programme, as well its customers through a well-trained network sports-tourer segment. as for our North American market visibility of dealers passing on customer feedback and credibility. A central element of our and potential market trends directly to the The KTM 200 and 390 DUKE models corporate strategy involves directly taking factory. Their professionalism and customer are important steps in implementing our the successful technology that originates focus are vital to our success. KTM strives global product strategy and expanding from racing and incorporating it into serial to further advance its creation of a sustain- it into emerging markets. With these, products. The multi-regional KTM RC Cup able partnership with its dealers, which and the RC models also developed in 5/5 series was established to uncover, challenge is grounded in fairness and trust. Due to the collaboration with Bajaj and launched and fast-track new street-racing talent. constant qualitative growth in product range in 2014, our street product range offers It was a successful follow up to KTM’s and specially-developed store concepts, re-entry into the street world championship KTM dealers can run a profitable business a wide variety to young buyers. in 2012 which, with a racing engine solely by selling KTM products and asso- developed completely by KTM, has resulted ciated services. After all, KTM has a wide 1190 ADVENTURE and R models in 2013, in class dominance. This expansion in the range of products and accessories, the the ADVENTURE range was expanded to street and racing fields fits seamlessly highest quality components and some of After the launch of the travel enduro KTM include the KTM 1290 SUPER ADVENTURE with our global product and sports strategy. the fastest motorcycles onroad and offroad. as well as the KTM 1050 ADVENTURE; KTM’s hundreds of world championship We are a leader in various segments within these were presented to the global public titles are an ever-growing and impressive the world of READY TO RACE, so if you for launch in 2015. The ADVENTURE range testament to the unwavering commitment want to race to win, then there’s no other brings a new higher performing dynamic to the sport of racing. It also sets the tone choice – it has to be KTM. to the segment, with a wide array of options for KTM’s return to the premier MotoGP to suit any customer’s needs. Ensuring class in the near future. Essential elements that every bike in KTM’s arsenal is 100% of KTM’s long-term growth-planning strategy READY TO RACE. are to extend our product range and to open Our successful involvement in offroad our strategy focuses on research & develop- up new niches and markets. Accordingly, racing all over the world further strength- ment to keep our performance edge, ened the KTM brand and consolidated our while developing our distribution network leading market position. By winning through new strategic regional partnerships, KTM’s first premier-class Supercross title and optimizing – all while we invest heavily in our global brand and build it up. KTM VISION 0 25 GROUP STRUCTURE INSIGHT INTO KTM AG KTM AG HAS BEEN LISTED ON THE VIENNA The sales companies KTM Sportmotorcycle STOCK EXCHANGE SINCE DECEMBER 2003 GmbH and Husqvarna Motorcycles GmbH AND CONSTITUTES THE ULTIMATE GROUP distribute the respective brands’ motor- PARENT OF THE KTM GROUP. SINCE THE cycles and spare parts directly to European INTEGRATION OF THE BRAND HUSQVARNA, dealers and global importers. The markets KTM AG CONSEQUENTLY FOLLOWS A in the United States, Mexico, South Africa, TWO BRAND STRATEGY FOR “KTM” AND Japan, and Greece are served via local “HUSQVARNA”. THEREFORE, THE SALES stock-carrying sales subsidiaries. The two ORGANIZATION HAS BEEN REALIGNED. AS companies in turn hold participations in a THE FINAL STEP OF THIS REORGANIZATION, total of 29 domestic and foreign marketing THE SUPERVISORY BOARD CONCLUDED companies that provide marketing and IN THE LATEST MEETING TO MERGE KTM related services in the local markets for MOTORRAD AG INTO THE LISTED KTM AG. KTM Sportmotorcycle GmbH and Husqvarna Motorcycles GmbH. The most important equity holdings of KTM AG are KTM Sportmotorcycle GmbH, KTM Sportcar GmbH distributes the X-Bow Husqvarna Motorcycles GmbH, KTM super sports car. Sportcar GmbH, KTM Technologies GmbH, KTM Immobilien GmbH, and the minority KTM Technologies GmbH provides services interest in Kiska GmbH. in vehicle and product development along with consultancy, particularly in light- KTM AG develops and manufactures motor- weight construction and fiber composites cycles of the brand “KTM” and “Husqvarna” for group companies and third parties. and the super sports car X-Bow and comprises all central group functions. The KTM group’s land and buildings are bundled in KTM Immobilien GmbH. Kiska GmbH is a design company that provides development and design services for KTM. 0 26 KTM GROUP GROUP STRUCTURE (SIMPLIFIED) KTM AG CH KTM KTM KTM KTM KTM Husqvarna Kiska Racing AG Technologies GmbH Immobilien GmbH Sportmotorcycle GmbH Sportcar GmbH Motorcycles GmbH GmbH 100% AUT 74% AUT 99.61% AUT 100% AUT 100% AUT 100% AUT 26% KTM Sportmotorcycle India Private Ltd. IND 100% KTM Husqvarna Sales companies Sales companies GROUP STRUCTURE 0 27 THE KTM GROUP AS A SALES ORGANIZATION KTM 2016, Headquarter 028 BUILDING PREMIUM-QUALITY PERFORMANCE VEHICLES IS ONLY HALF THE TASK. CONNECTING CUSTOMERS WITH THESE VEHICLES IS EQUALLY IMPORTANT. customers. The two brands of KTM group demand top Every area of the business and customer organization. Every year the KTM group invests heavily in growing this area through further development, training and optimization of the services offered to our performance in all areas. This especially touch point shows that the organization truly includes our authorized dealers, who provide lives and reflects the respective brands. KTM and Husqvarna customers with nothing Whether it is the sale of vehicles, clothing less than first-class service. So customer and accessories, premium performance parts intimacy is critical to the success of the or original spare parts. KTM group insists KTM GROUP 29 INTERNATIONAL SALES SUBSIDIARIES KTM Dealer Showroom on high levels of customer service – both This keeps us close to the action, in tune This ensures that all KTM and Husqvarna in the workshops and showrooms, as well as with developments and in touch with market dealers have one valuable thing in common: with dealers providing advisory services progression, while allowing appropriate each and every one of them lives the spirit and information on the many topics relevant products and experiences to be provided of the brands at all times. to building an authentic motorcycle experi- through KTM and Husqvarna Motorcycles ence. A detailed understanding of the dealers. larger sales and marketing process is of vital importance – and through ongoing training, In partnership with 29 international sales KTM provides internal staff with an ’inside subsidiaries and two additional joint out’ perspective. ventures in New Zealand and Dubai, KTM Commercial business development places 2,200 dealers and importers worldwide on the point of sale at the center of the brand behalf of both KTM Sportmotorcycle GmbH experience. The KTM group remains and Husqvarna Motorcycles GmbH. group staff service and attend to over in close contact with all dealers via the KTM and Husqvarna subsidiaries. HQV Dealer Showroom THE K TM GROUP AS A SALES ORGANIZATION 029 YEARS EXPERIENCE 6 KTM GROUP GOALS AND STRATEGY SINCE KTM’S FOUNDATION IN 1953, THE KTM GROUP HAS GAINED MORE THAN 60 YEARS OF EXPERTISE IN THE TWO-WHEELED WORLD. contrast between the two brands, they share Starting out as an offroad-only motorcycle differentiated profiles of the KTM group’s strong histories of success and innovation, while taking very different approaches. This new sibling rivalry within the KTM group has benefitted both tremendously. The clearly producer, KTM group progressed to be brands and their continuity are mainstays an innovative manufacturer of street motor- of the group’s success. Having KTM group cycles and now also premium sport cars. products and related services used globally, Today, driven by the passion of its employ- and growing rapidly, is another important ees, KTM has already become the biggest factor of the continued vision. European manufacturer, with a 9.6% market share in Europe and a 6.0% share in the US, as well as achieving a one billion Euro revenue. To accomplish this vision, the company’s consistent long-term strategy is built on three pillars including brand, globalization and innovation. The KTM group’s corporate success is grounded in strengthening the core values of its two primary brands and communicating them appropriately. Every product will always deliver on the promise implicit in the READY TO RACE philosophy for KTM and PIONEERING SINCE 1903 for Husqvarna Motorcycles. Despite a marked brand 030 KTM GROUP Concept Study X-Bow GT4 Geared for the future, KTM group success- new product ranges outside of its traditional fully markets products that were developed core motorcycle business. The experience with a great deal of craftsmanship. With a gained in terms of lightweight vehicle long history and strong interest in motorsport, construction is invaluable in developing new we constantly strive to develop our overall vehicle concepts. Additionally, KTM group product range and to increase our competi- intends to take a leading developmental tiveness and penetration into global markets; role in electric powertrain innovation. The we do this by identifying developing trends experience gained from our research project and defining new ones. Innovation and the to develop an innovative high-power highest development standards are crucial electric motorcycle in the KTM FREERIDE-E to achieving this vision. proved the potential of electric powertrains. Building on this research, KTM group is The unveiling of KTM’s latest sports car, the developing technology that supports alter- KTM X-Bow GT4 model, proved that KTM native forms of mobility in urban settings. group is capable of developing and evolving K TM GROUP: GOALS AND STR ATEGY 0 31 YEARS EXPERIENCE 11 HUSQVARNA MOTORCYCLES GOALS AND STRATEGY SINCE HUSQVARNA MOTORCYCLES JOINED THE KTM GROUP IN 2013, IT HAS ACHIEVED EXCEPTIONAL SUCCESS IN A VERY SHORT TIME. IT HAS REINFORCED THE PAST HERITAGE OF PIONEERING WHILE HIGHLIGHTING THE PREMIUM-QUALITY CONSTRUCTION AND SWEDISH ROOTS OF THE BRAND’S NEWEST MOTORCYCLES. THIS HAS BOLDLY RETURNED HUSQVARNA MOTORCYCLES TO THE SPOTLIGHT, AS A LEADING FIGURE IN INTERNATIONAL OFFROAD MOTORCYCLING. AFTER JUST ONE YEAR IN THE KTM GROUP, HUSQVARNA MOTORCYCLES ACHIEVED RECORD SALES NUMBERS IN 2014 AFTER A 111-YEAR LONG HISTORY, IMPROVING ON THIS WITH ANOTHER RECORD-BREAKING YEAR IN 2015. compass, we are proud to keep blazing new trails, and make enjoyable riding experiences more accessible to existing motorcycle enthusiasts, as well as exposing new users to the exhilaration and liberation of discovering the motorcycle lifestyle. A strong focus in the ongoing commitment to innovation and progression is a resurgence of Husqvarna Motorcycles’ presence in street motorcycling. The credibility of being a pioneering brand, combined with a very accessible, understated and approachable brand personality, allows Husqvarna Motorcycles to open up and tap into a much wider and more mainstream target audience. The upcoming VITPILEN ’real street’ HQV 701 SUPERMOTO Studio Shoot, KISKA 2016 range is a bold first step in this entirely The brand promise of PIONEERING SINCE new approach. Despite the bold move into the innovative new street motorcycling direction, 2015 was 1903 means that Husqvarna Motorcycles is committed to leading, innovating and To meet the growing demand for the brand still enormously successful for Husqvarna pioneering. Never resting or blending into globally, Husqvarna Motorcycles has a Motorcycles in global competition. Along the crowd, Husqvarna Motorcycles constantly strong focus on the development of its dealer with several world championship titles added has its sights set on the distant horizon, network. Despite a strong initial surge for in 2015, Husqvarna Motorcycles has made seeking newer, better and more sensible ways Husqvarna Motorcycles in the offroad market a bold return to competition in the North to create authentic motorcycles that deliver globally, there are still many untapped American market. The Rockstar Energy real and rewarding riding experiences. With markets, areas and customer segments that Husqvarna Factory Racing team returned the the core values of PREMIUM, PIONEERING we will access through this ever-expanding iconic Swedish brand to the premier class and SWEDISH ROOTS as the brand’s guiding global network. in both Supercross and Motocross, with Jason 0 32 KTM GROUP HQV, Rider: Mathias Bellino Anderson claiming a stunning 2nd place in were substantial. Introducing the produc- trajectory to become Europe’s third-largest Husqvarna Motorcycles’ very first Supercross tion street-legal 701 SUPERMOTO and motorcycle producer – with the aim of doing so by 2020. main event in 2015. The brand’s renewed 701 ENDURO bikes in 2015 provided further competitive success reflects its victorious evidence of Husqvarna Motorcycles’ deter- heritage, as Husqvarna Motorcycles now sets mination to progress innovative motorcycle Yet the vision of growth extends beyond its sights on ambitious new goals far beyond designs beyond mere concepts – and actually simply wanting to step outside of Husqvarna the traditional boundaries of competition. realize them as standard production models. Motorcycles’ traditional offroad territory – For 2017 the next step will be realized and the vision includes strengthening with the arrival of the first two VITPILEN Husqvarna motorcycles, parts and accesso- FUTURE VISION: A BOLD RETURN TO THE STREET! production models. ries distribution - spreading our footprint In line with Husqvarna Motorcycle’s claim A strong commitment to continuing the “PIONEERING SINCE 1903” – the future- long tradition of progressive thinking and through an ever-increasing network. focussed vision keeps the brand’s sights set pioneering actions will be reflected as firmly ahead. A bold re-entry into the street much in the creation of leading motorcycles, motorcycling segment will continue as it will in outstanding ways of identifying, the tradition of progressive and pioneering satisfying and engaging with the rapidly- motorcycle development. expanding customer base. At the annual EICMA bike show in Milan, Pioneering will continue in every area of the Husqvarna revealed the VITPILEN and Husqvarna Motorcycles brand. As a first step, SVARTPILEN 401 concept bikes in 2014, the upcoming segment-redefining VITPILEN followed up by the VITPILEN 701 in 2015. and SVARTPILEN production models will In both years the response and interest set Husqvarna Motorcycles on a blazing HUSQVARNA: GOALS AND STR ATEGY 033 EMPLOYEES WORLD CHAMPION SEEKS NEW TALENT KTM 2016, Production Mattighofen AS OF DECEMBER 31, 2015, THE GLOBAL NUMBER OF EMPLOYEES STOOD AT 2,515, UP 372 ON THE PRIOR YEAR. THIS REPRESENTS AN INCREASE OF 17%. ON AVERAGE, THERE WERE 401 EMPLOYEES WORKING OVERSEAS. THE PROPORTION OF WOMEN REMAINED CONSTANT RELATIVE TO THE PRIOR YEAR AT 21%. evaluation platform kununu.com awards its TOP COMPANY quality mark to employers who can demonstrate a high level of employee satisfaction. The mark can only be obtained from good ratings posted by employees on the online platform. The OPEN COMPANY quality mark honors employers who treat their staff members in an open and appreciative way. KTM’s kununu company profile offers insights into As of 2015, KTM is also a proud holder of our day-to-day work, actively encourages the kununu TOP COMPANY and OPEN employees to rate us, comments on COMPANY quality marks. Leading employer the ratings made and thus testifies to our openness to dialog. 034 KTM GROUP 2,515 EMPLOYEES WORLDWIDE AT THE END OF THE YEAR DECEMBER 31, 2015 THE REGION’S LARGEST TRAINING CENTER satisfies the company’s requirement for Training apprentices is an important specialized staff and at the same time aspect of our employment strategy. KTM helps enable young people to have a good now has the largest training center in the start to their professional life. jobs in one of our departments. This Braunau region. As of December 31, 2015, we employed 94 apprentices, who follow The keystone for training apprentices the vocational training programs for pro- is our own training workshop. In this way cess technicians, motor vehicle technicians, basic training of all technical apprentice- metals technicians, machinery engineers, ship areas is guaranteed. In addition, CAD designers, mechatronics engineers, apprentices are trained in different tech- business administrators, office administra- nical departments. Great store is placed tors and IT engineers. It is a central goal on the technical and teaching qualifications The personal development of apprentices of the company to continue to employ of those training the apprentices along in addition to technical training is important apprentices when they have completed their with their social skills. Six more employees to the company. Social skills training training. In 2015 all 16 employees who had completed their training as apprentice therefore takes place along with feedback completed training were given permanent trainers in 2015. sessions. SOCIAL COMMITMENT To help our employees return to the workplace after starting a family, children NEEDS-BASED FURTHER TRAINING FOR QUALITATIVE GROWTH design. Technical seminars were attended at various specialist suppliers and also tional care in the KTM crèche in groups Our performance is assisted by needs- offered internally. KTM’s internal portfolio of not more than nine children. In this way based further training. Different topics in of training courses was also expanded in the company makes an important contri- different formats are offered and imple- 2015. Annual employee meetings are held bution to reconciling work and family. mented in a manner that is targeted toward to form the basis for performance-oriented the various groups. Examples of this are: cooperation and a structured needs Managers from the production area analysis. aged between one and three receive educa- As a voluntary additional social benefit, the company has taken out an endowment attended a training session that combines and whole life insurance policy with a term employee management and workplace of 15 years for all employees. EMPLOYEES 0 35 260 MORE THAN WORLD CHAMPIONCHIP TITLES 036 KTM GROUP KTM Team Shoot 2016, Ryan Dungey KTM MOTORSPORT Marc Coma, Dakar 2015 DRIVER TITLES 2015 MOTOCROSS WHEN KTM WAS RELAUNCHED IN THE EARLY 1990, THE READY TO RACE MOTTO EMBODIED THE NEW SELFCONFIDENCE OF THE BRAND. CLEAR OBJECTIVE: EVERY MOTORCYCLE ROLLING OFF THE PRODUCTION LINE OF THE MATTIGHOFEN WORKS MUST BE READY FOR THE RACETRACK RIGHT FROM THE START. 85 ccm: Raivo Dankers (NED) 250 SX US East: Marvin Musquin (FRA) 450 MX US: Ryan Dungey (USA) 450 SX US: Ryan Dungey (USA) ENDURO SuperEnduro: Taddy Blazusiak (POL) E2: Antoine Meo (FRA) Erzberg & Red Bull Romaniacs: Jonny Walker (GBR) RALLY The READY TO RACE philosophy is still the In 2015, KTM celebrated another signifi- creed that drives the KTM motorsport cant milestone in its history. The US factory Rallye Dakar: Marc Coma (ESP) division which, with its many factory teams, team brought both the AMA 450 Super- Cross Country Rallies: Matthias Walkner (AUT) works all over the world on the very highest cross championship and the US Pro MX level, racking up World Championship titles Series title back to Austria. These incredible nonstop. Every employee working in the victories were an ideal platform for both KTM motorsports division is fully committed the brand and its bikes, catapulting KTM to racing. They are 100% committed to into the international limelight. But that the task of achieving wins for KTM and, was not all: KTM factory riders also made as a team, work together just as well as the their mark on the Rally, SuperEnduro, smoothly running racing motorcycles they Hard Enduro and traditional Enduro race build and service. The KTM factory riders series. In the Moto3 class, the battle likewise give their best on the racetrack, not for the title went all the way down to a fierce just for themselves and their team but for head-to-head duel in the final round. MANUFACTURER’S TITLES 2015 MOTOCROSS MX2, Supercross ENDURO SuperEnduro, E2 RALLY Cross Country Rallies everyone at KTM. KTM MOTORSPORT 0 37 KTM 2016, 1290 Super Duke GT Action Italy, Photo: Schedl R., Rider: Jo Bauer » AS A MANUFACTURER OF PREMIUM PRODUCTS, » THE GLOBAL ASSEMBLY LOCATIONS are professio- we at KTM have set ourselves the goal of manu- nally served by a team of high-quality QM staff. facturing products that are innovative, in line with They make sure that the know-how for manufactur- market requirements, safe, and, most importantly, ing in these locations is passed on and ensure of high quality. The entire process of producing the quality of the vehicles produced there by imple- a vehicle – from product idea to market analysis menting a KTM-compliant quality management to design studies, design and development, system. cooperation with suppliers, the procurement of components for series production, parts produc- » tion, the assembly of engine and vehicle, right engines are developed and manufactured by to packing and dispatch – is mapped by a KTM and guarantee the identity of motorcycles with process-oriented quality management system and the KTM and Husqvarna Motorcycles brands. controlled using the KTM process management AS KEY COMPONENTS OF THE MOTORCYCLES, the system. » » product quality and high level of engineering THE IMPRESSIVE TRACK RECORD IN RACING is the best evidence of KTM’s and Husqvarna’s high WE ACHIEVE HIGH PRODUCT QUALITY due to production-oriented design, the use of analytical and statistical calculation methods, comprehensive checking and testing, compliance with relevant approval rules, by a focus on process quality and by targeted communication as well as by implementing training measures at KTM and at the suppliers. competence. RESEARCH & DEVELOPMENT AS A PREMIUM MANUFACTURER IN A NICHE SEGMENT, WE PUT A SPECIAL FOCUS ON THE AREA OF RESEARCH AND DEVELOPMENT. INNOVATIVE PRODUCTS AND TECHNICAL ADVANCES ENABLE US TO MEET THE EXPECTATIONS OF OUR CUSTOMERS AND OPEN UP NEW MARKETS. KTM places a high value on the early recognition of motorcycle trends, on research and development regarding engineering and functionality and on researching customer wishes so as to achieve innovative product development close to the market. In this context, KTM not only operates in its original core markets but is also developing new products in new segments and niches of 040 KTM GROUP 382 EMPLOYEES (ANNUAL AVERAGE) IN RESEARCH & DEVELOPMENT the market as soon as it identifies them production for the 701 ENDURO and In 2015 we employed an average number and they become usable for the KTM brand. 701 SUPERMOTO added two important new of 382 people (17.5% more than the models to the Husqvarna range, success- prior year and 16.1% of the total headcount) The technologies and design methods fully bringing KTM’s sister brand back onto in our Research and Development depart- we use undergo constant development, and the streets. ment. In operating terms, disregarding standards are continuously improved. As KTM also entered the highly technology- development expenses, 6.7% of total revenue a rule, new developments are first deployed driven sports touring segment with the was invested in research and development. in motorsport, with the experience gained KTM 1290 SUPER DUKE GT, presented for forming a basis for the subsequent transition the first time at EICMA 2015. Featuring a the effects of capitalizing and amortizing our products’ technical and functional to serial production. large number of safety and assistance systems, semi-active suspension and an In accordance with the KTM development innovative side case system, it represents, policy, the first vehicles in the newly alongside the KTM 1290 SUPER ADVEN- developed Motocross generation underwent TURE, the pinnacle of the KTM product their final endurance tests in motorsport range. activities in 2015. In the course of this, we succeeded in winning every title in the While a wide-ranging portfolio of Motocross prestigious US Supercross series for the models was presented during the course first time. of 2015, the focus in the offroad segment lay principally on developing new KTM The financial year just ended saw a multi- and Husqvarna Enduro platforms for series tude of key projects in the offroad and production. street areas. For instance, the start of series RESEARCH & DEVELOPMENT 0 41 0 42 KTM GROUP RESEARCH & DEVELOPMENT DURING 2015, NUMEROUS R&D PROJECTS WERE TAKEN FORWARD AT VARIOUS STAGES FROM CONCEPT DEVELOPMENT TO THE START OF SERIES PRODUCTION AND SUCCESSFULLY COMPLETED: » Series production of the new KTM and » Series development of a new 2-stroke Husqvarna Motocross generations, which offroad engine platform for use in future are redefining the motocross segment Motocross and Enduro models. thanks to their equipment, the low weight that derives from the use of innovative » Series development of the next stage technology and the handling benefits that of our 690 ccm single-cylinder engine, which impressively combines high 55 kW accrue as a result. (75 PS) performance with further advances » Series production of the KTM 1290 in engine smoothness. SUPER ADVENTURE, which sets a new standard in the premium touring segment » Development of a new motorcycle plat- thanks to its multitude of innovative form based on a revolutionary 2-cylinder safety features and the semi-active suspen- engine design, which will make a sion developed in cooperation with WP. substantial contribution toward opening up new market segments. » Series production of the KTM 1050 ADVENTURE, ridable with an A2 driving » Development of innovative lighting license, which forms an alternative systems in LED technology to increase the to the KTM 1190 ADVENTURE as an level of safety and durability under extreme entry-level model in the 2-cylinder touring conditions. segment. » Concept development of new EMS systems » Series production of the first two to ensure that the KTM and Husqvarna Husqvarna street models, the 701 ENDURO model ranges comply with future emission and 701 SUPERMOTO, each featuring a regulations (Euro IV and Euro V). 700 ccm single cylinder engine. » Concept development of a model equipped » Series development of new KTM and with an alternative drivetrain system Husqvarna Enduro generations, based on to meet the requirements of urban mobility Motocross models tried and tested in the scenarios. international motorsport environment, which impress thanks to their low weight, innovative technologies and functional design. RESEARCH & DEVELOPMENT 043 4 HIGHLY QUALIFIED ENGINEERS KTM TECHNOLOGIES KTM AG HOLDS 74% OF THE KTM TECHNOLOGIES GMBH, WHICH PROVIDES PROFESSIONAL ENGINEERING AND ADVISORY SERVICES. THE COMPANY’S SERVICES FOCUS ON DESIGN AND PRODUCT DEVELOPMENT ALONG WITH TECHNOLOGY DEVELOPMENT OF LIGHTWEIGHT CONSTRUCTION SOLUTIONS BASED ON COMPOSITES. construction vehicle concepts for the mobility of the future, from the e-Bike via the urban vehicle to the hybrid super sports car. KTM Technologies is active in projects in both the two-wheel and the four-wheel sectors and can in its new developments draw on extensive experience in both these worlds. With its specialist know-how, KTM Tech- Following the trend toward lightweight nologies is also a closely interconnected construction, the company has since its development partner in design, series, formation developed very dynamically and and motorsport developments for KTM AG. with commercial success. Starting with An example of this is the highly functional fewer than ten employees, the team and ultralight roadbook tower using has now expanded to more than 40 highly carbon composite technology and found qualified engineers. Today many leading in the 450 Rally, winning bike in the 2014 automotive manufacturers and renowned Rallye Dakar. For KTM Sportcar GmbH, companies from other branches of industry KTM Technologies is continuing to develop are its customers and the company has the X-Bow CFK super sports car and is gained an outstanding reputation as a currently working jointly with Reiter Engineer- partner in innovation and technology. This ing on a new GT4 racing car. The X-Bow is is based on broad automotive and light- also a good example of the multidisciplinary weight construction know-how and use of skills of KTM Technologies, which include the latest development tools and methods. a high-performance simulation department Recently, activities have centered on in addition to standard construction and the development of innovative lightweight development. Static and dynamic structural 044 KTM GROUP KTM X-Bow design and aerodynamic simulation (CFD) of design and development into one process KTM Technologies is therefore also com- are among the most important areas with interdisciplinary and holistic project missioned as a consultant, for example for of expertise, as are the multiple possibilities teams has developed into a unique selling technological direction setting, appraisals offered by the process simulation of various point for both companies. and advising on technological matters. With its own technology center, KTM As a think tank and technology driver, Technologies ensures a close connection KTM Technologies has a large network in manufacturing procedures. Also based at the company’s premises in Anif near Salzburg is the affiliated company between innovative product concepts and various industrial branches and cooperates KISKA, with which very close cooperation material- and production-oriented execution. closely with universities and research is maintained. The two companies have It thus engages in technology develop- institutions. This interconnection means jointly developed an integrated design and ment with the emphasis on lightweight con- that KTM Technologies always has its finger technology process with which functional struction and carbon composite technology on the pulse and is developing the and innovative product concepts can independently and on behalf of external products and technologies of the future! be developed very effectively with first-class customers. Given its broad expertise over design. The full integration and synergy the complete product development process, KTM TECHNOLOGIES 0 45 KTM 2016, 1190 Adventure R Action Utha Photo: Schedl R. INVESTOR RELATIONS KTM AG endeavors to practice a policy of transparent, swift and comprehensive information to and communication with capital market participants as well as the general public. At regular intervals information is therefore provided on the economic position as well as on the future development of KTM. INVESTOR RELATIONS It is the firm belief of the Investor Relations team at KTM AG that confidence in the company and in the products can only be ensured by a policy of transparent, swift and comprehensive information and communication. Accordingly, we endeavor to provide investors, analysts and the general public with comprehensive insights into the current economic position as well as the future development. On our website (http://company.ktm.com/) a comprehensive pool of information on the company and on our products is offered to all INFORMATION ON THE KTM BOND IN SUMMARY ISIN Market AT0000A0UJP7 Vienna Stock Exchange, Second Regulated Market Issue volume Denomination Maturity Coupon Issue price EUR 85,000,000 EUR 500 2012 to 2017 4.375% 101.389% who are interested. THE KTM SHARE THE KTM BOND DEVELOPMENT In April 2012, the EUR 85 million bond (2012–2017) of KTM AG was successfully placed. The initial offering price was 101.389%. The KTM share (ISIN: AT 0000645403) is listed on the The bond is listed on the Second Regulated Market of the Third Market (MTF) of the Vienna Stock Exchange. Vienna Stock Exchange and was issued with a fixed coupon paying interest at 4.375%. Interest is payable semi-annually as of In 2015 the KTM share price recorded a sharp rise. On the October 24 and April 24; the first payment of interest was made last trading day (December 30, 2015) of the financial year 2015, on October 24, 2012. On the last trading day (December 30, 2015), the closing price was EUR 122.00 (prior year: EUR 135.00). the closing price was EUR 104.25 (prior year: EUR 105.07). Market capitalization on the last trading day of the financial year 2015 amounted to EUR 1,323.09 million (10,845,000 shares admitted to trading). In the financial year 2015, 10,845,000 shares of stock, and thus the entire capital stock of KTM AG, were admitted to trading on the Vienna Stock Exchange. DEVELOPMENT OF THE KTM SHARE (JANUARY 1 TO DECEMBER 31, 2015) KTM AG ATX (indexed) 130% 110% 90% 70% 1/1/15 048 1/31/15 2/28/15 3/31/15 4/30/15 KTM GROUP 5/31/15 6/30/15 7/31/15 8/31/15 9/30/15 10/31/15 11/30/15 12/31/15 Further share-related information can be found on the company’s website at http://company.ktm.com/ and on the website of the Vienna Stock Exchange at www.wienerboerse.at. OWNERSHIP STRUCTURE In CROSS Industries AG, holding 51.28% of the voting rights directly and indirectly through CROSS KraftFahrZeug Holding GmbH, The Executive Board of KTM AG will propose to the Annual and Bajaj Auto Ltd., holding 47.99% of the voting rights (through General Meeting to pay out a dividend of EUR 2.00 per share for Bajaj Auto International Holdings Ltd.), KTM AG has two stable core the financial year 2015. shareholders. The free float is below one percent. GENERAL INFORMATION ON THE KTM SHARE < 1% Free float Investor Relations Officer: Viktor Sigl Phone: +43 7742 6000-144 E-mail: [email protected] Symbol ISIN Listing Number of shares Original capital Reuters Bloomberg KTM AT0000645403 Vienna Stock Exchange, Mid Market 10,845,000 EUR 10,845,000 KTMP.VI KTM AV FINANCIAL CALENDAR 2016 Apr. 11, 2016 1 Date of evidence of “Annual General Meeting” Apr. 21, 2016 Annual General Meeting Apr. 25, 2016 Ex-Dividend date Apr. 26, 2016 Date of evidence of “Dividend” (Record Date) Apr. 28, 2016 Dividend payment date Aug. 18, 2016 Publication of Interim Financial Statements PERFORMANCE FIGURES OF THE KTM SHARE Number of shares (as at December 31) Average number of shares outstanding Earnings per share Dividend per share Dividend yield (closing price) Highest price Lowest price Closing price P/E ratio (closing price) Market capitalization per ultimo 51.28% CROSS Industries AG 10,845,000 shares 47.99% Bajaj Auto International Holdings B.V. EUR EUR % EUR EUR EUR EUR EURm 2015 2014 2013 10,845,000 10,845,000 5.89 2.001 1.64% 140.0 99.69 122.00 20.71 1,323.09 10,845,000 10,845,000 5.26 1.50 1.11% 141.00 61.00 135.00 25.67 1,464.08 10,845,000 10,845,000 3.36 1.00 1.59% 62.85 47.00 62.85 18.71 681.61 Proposal to the Annual General Meeting INVESTOR REL ATIONS 0 49 CORPORATE GOVERNANCE REPORT FOR THE FINANCIAL YEAR 2015 OF KTM AG, MATTIGHOFEN, AUSTRIA 050 Adherence to the Austrian Code of Corporate Governance (ÖCGK) 051 Members of the Corporate Bodies and Their Remuneration 056 Measures to Promote Women 056 Audits and External Evaluation 01. ADHERENCE TO THE AUSTRIAN CODE OF CORPORATE GOVERNANCE (ÖCGK) The Austrian Corporate Governance Code provides Austrian stock C-Rule 18: No separate internal audit department has been set up corporations with a framework for managing and monitoring their in the light of the company’s size. However, the company has company. The Code aims to establish a system of management and established an internal controlling and reporting system enabling control of companies and groups that is accountable and geared the Executive Board to identify risks and quickly implement an to creating sustainable, long-term value. It is designed to increase appropriate response. The Supervisory Board, particularly the Audit the degree of transparency for all stakeholders of a company. Committee, is regularly informed about the internal control mechanisms and risk management, throughout the group. Further The Code is based on the provisions of Austrian stock corporation, information on risk management can be found in the consolidated stock exchange, and capital market law, the EU recommendations financial statements as of December 31, 2015. regarding the responsibilities of members of Supervisory Boards and the compensation of company directors as well as the C-rule 31: (Fixed and variable Executive Board remuneration): OECD Principles of Corporate Governance. Since 2002, the Code This rule is not complied with, since the publication of Executive has undergone a number of revisions. Board compensation divided into fixed and variable, performance- The present Corporate Governance Report is based on the most for all shareholders. related remuneration is considered to be sufficient information recent amendment of the Code, which was adopted in January 2015. The Code can be accessed by the public at www.corporate- C-Rule 36: The Supervisory Board strives to continually improve governance.at. its organization, work procedures and efficiency. An explicit self-evaluation did not take place in the financial year under review. KTM AG is fully committed to the Austrian Code of Corporate Governance in its current version. This commitment by KTM AG is voluntary C-Rules 41 and 43: As the Supervisory Board of KTM AG and aims to boost shareholder confidence and to constantly optimize consisted solely of four members, a Remuneration and Nomination the high internal legal, behavioral and ethical standards of KTM AG. Committee has not been set up, as it would not lead to an increase The company is further obligated to fulfill the standards of the in efficiency of the Supervisory Board’s work. The tasks of the Code due to the listing of its bond on the Vienna Stock Exchange. Remuneration and Nomination Committee are fulfilled by the entire Supervisory Board. The Corporate Governance Report of the financial year 2015 is publicly available on the homepage of the company (company.ktm.com) in C-Rule 58: Two Supervisory Board members failed to attend more the section Investor Relations » Corporate Governance » Governance. than half of the Supervisory Board meetings within the financial year. This voluntary self-imposed obligation means that it must explain C-Rule 62: In accordance with C-Rule 62 of the Austrian Code of non-compliance with the so-called C-rules (“comply or explain”), Corporate Governance, the company commissions an external which go beyond the legal requirements. In line with this part evaluation of compliance with the C- and R-rules of the Code regularly of the Austrian Code of Corporate Governance, KTM AG explains its every three years. Said evaluation has not been conducted due to non-compliance with C-Rules of the Code as follows: the lack of added value for the shareholders. 05 0 KTM GROUP C-Rule 83: This rule is not complied with, since the assessment KTM AG also informs its shareholders about all issues and develop- of the functionality of risk management takes place within the internal ments of relevance to the company through corporate news. The reporting and is communicated directly to the Executive Board. financial calendar points out important dates. Comprehensive information is published on the website under the section “Investor KTM AG endeavors to abide not only by the minimum requirements Relations”, and is thus available to all shareholders at the same time. but also by all of the Code’s R-Rules (“Recommendations”). The company has issued a total of 10,845,000 ordinary shares. There The company is committed to the principle of transparency and the are no preferential shares or restrictions on these ordinary shares. goal of providing a true and fair view for the benefit of all share- Accordingly, the principle of “one share – one vote” fully applies. holders. All relevant information is published in our annual report, The Austrian Takeover Act ensures that every shareholder will receive half-year reports, on the corporate website and within the context of the same price for the shares in the case of a takeover bid (public our ongoing press relations work. Reports are prepared in accordance with the Internationally Recognized Accounting Principles (IFRS). tender offer). The shareholder structure is depicted in the section “Development of the KTM share” of the annual report. 02. MEMBERS OF THE CORPORATE BODIES AND THEIR REMUNERATION The boards of KTM AG consist of the Executive Board, the Super- COMPOSITION OF THE EXECUTIVE BOARD visory Board and the Annual General Meeting. The Executive The Executive Board of KTM AG consists of five members (Rule 16): and Supervisory Board cooperate at regular intervals based on open and transparent discussion. Stefan Pierer (CEO) (born on November 25, 1956) • First-time appointed: October 11, 1996 • Appointed until: February 29, 2020 WORKING PROCEDURES OF THE EXECUTIVE BOARD The Executive Board of KTM AG or the individual Executive • Chairman of the Executive Board, Company and Product Strategy, Research and Development, Motorsports, Quality Management Board members, respectively, act on the basis of the laws, the Articles of Association and the Executive Board’s After graduating from the Montan-University (Business and Energy rules of procedure, laid down by the Supervisory Board, that Management) in Leoben, Austria, Stefan Pierer began his career governs the rules of the cooperation between the Executive as a sales assistant at HOVAL GmbH in Marchtrenk in 1982, where Board members as well as the allocation of the duties within he continued on as a sales manager and authorized signatory for the Executive Board. upper Austria. In 1987 he founded the CROSS group in which Coordination within the Executive Board occurs during regular He has been shareholder and member of the Executive Board meetings, but also in the form of an informal exchange of infor- of the KTM group since 1992. In 2011 he established Pierer mation. Matters discussed at the Executive Board meetings Industrie AG, in which he is sole shareholder and Chairman of the include the current operations and the company strategy. Also Executive Board. he acts as majority shareholder and member of the Executive Board. discussed are any current or outstanding measures to be implemented by the relevant Executive Board members. The rules Further main functions within the superior Pierer group: of procedure requires the Executive Board or the individual • Chairman of the Executive Board of CROSS Industries AG Executive Board members to provide extensive information and • Chairman of the Executive Board of Pierer Industrie AG reporting to the Supervisory Board and define an extensive • Chairman of the Supervisory Board of Pankl Racing Systems AG catalogue of measures and legal transactions which require the • Chairman of the Supervisory Board of WP AG approval of the Supervisory Board. Mandates in Supervisory Boards or similar functions in other foreign and domestic companies, not included in the consolidated financial statements: Chairman of the Supervisory Board of ATHOS Immobilien Aktiengesellschaft CORPOR ATE GOVERNANCE REPORT 051 Harald Plöckinger (born on March 23, 1961) After graduating from the Johannes Kepler University in Linz, • First-time appointed: April 3, 2007 Austria, with a degree in Business Administration, he started his • Appointed until: February 29, 2020 professional carrier at KPMG in the field of financial auditing and • Responsible for Logistics, Business Development, Business Interface Bajaj, Production and Purchasing tax consultancy. In 2005, after completing his tax consultancy examinations and an MBA program at the University of Toronto, Canada, Viktor Sigl joined voestalpine AG to become head Since 2004 Harald Plöckinger has been member of the Executive of Corporate Tax & Finance Advisory. Before joining the KTM group, Board within the KTM group and since 2007 he is a member he was commercial director in the field of international industrial of the Executive Board of KTM AG. He started his career at the assembly. BMW group in the engine development division. Between 1990 and 2004 he was an authorized officer, head of production, Mandates in Supervisory Boards or similar functions in other head of strategic planning and subsequently managing director foreign and domestic companies, not included in the consolidated of Bombardier-Rotax. financial statements: None Further main functions within the superior Pierer group: Hubert Trunkenpolz (born on May 17, 1962) • Member of the Supervisory Board of WP AG • First-time appointed: April 3, 2007 • Appointed until: February 29, 2020 Mandates in Supervisory Boards or similar functions in other • Responsible for Sales, Trade Marketing and Customer Service foreign and domestic companies, not included in the consolidated Hubert Trunkenpolz has been a member of the Executive Board financial statements: None within the KTM group since 2004 and since 2007 he is a member Friedrich Roithner (born on March 10, 1963) of the Executive Board of KTM AG. He started his career at • First-time appointed: January 1, 2011 ISA Audivisual Communication Corp. as marketing manager and • Appointed until: February 29, 2020 subsequently at TRUMAG as managing director. He has been • Responsible for Group Financing and Risk Management at CROSS group since 1992. After graduating from the Johannes Kepler University (Business Mandates in Supervisory Boards or similar functions in other Administration) in Linz, Austria, Friedrich Roithner started foreign and domestic companies, not included in the consolidated his career at Ernst & Young GmbH. After three years he switched financial statements: None to Austria Metall AG, where he was working until 2006 (since 2002 as a member of the Executive Board). Since 2007 Friedrich Roithner is part of the management team at the CROSS group. WORKING PROCEDURES OF THE SUPERVISORY BOARD In the financial year 2015, the Supervisory Board diligently per- Further main functions within the superior Pierer group: formed the duties incumbent upon it under Austrian law, the Articles • Member of the Executive Board of CROSS Industries AG of Association, the Austrian Code of Corporate Governance, and • Member of the Executive Board of Pierer Industrie AG the Rules of Procedure. All members of the Supervisory Board and • Deputy Chairman of the Supervisory Board of WP AG its committees are independent according to the terms of the • Member of the Supervisory Board of Pankl Racing Systems AG Austrian Code of Corporate Governance and were properly represented • Member of the Supervisory Board of All for One Steeb AG in the relevant meetings. The Supervisory Board held a total of four meetings last year, once every quarter (C-Rule 36 of the ÖCGK). Mandates in Supervisory Boards or similar functions in other Furthermore, there were two meetings of the audit committee. foreign and domestic companies, not included in the consolidated financial statements: None In accordance with the Articles of Association, the Supervisory Board Viktor Sigl (born on June 29, 1974) an Audit Committee in order to comply with legal requirements. has elected a Chairman and a Deputy Chairman and has appointed • First-time appointed: March 23, 2012 • Appointed until: February 29, 2020 No contracts requiring approval by the Supervisory Board were • Responsible for Finance, Treasury, Controlling, concluded between the company and members of the Supervisory Legal and Insurances, Human Resources, IT and Organization 052 KTM GROUP Board (C-Rule 49 of the ÖCGK). Furthermore, the audit committee monitored the accounting Srinivasan Ravikumar (born on May 22, 1957) processes (including the preparation of the consolidated financial • Member of the Supervisory Board statements) and the work of the auditor (including the audit of • First-time appointed: September 26, 2012 the consolidated financial statements) as well as the effectiveness • End of the current term of office: Annual General Meeting, of the system of internal control, the risk management system and which decides on the financial year 2015 the audit system. The independence of the auditor (group financial auditor) was reviewed and monitored in particular as regards Further mandates in Supervisory Boards or similar functions in the additional services given to the audited company. other foreign and domestic companies, listed on a stock exchange: None For further information on the Supervisory Board’s work methods, please refer to the Supervisory Board report. Friedrich Lackerbauer • Labor representative, assigned since January 12, 2006 COMPOSITION OF THE SUPERVISORY BOARD Further mandates in Supervisory Boards or similar functions in The Supervisory Board of the company consists of six members other foreign and domestic companies, listed on a stock exchange: and is comprised as following: None Josef Blazicek (born on February 15, 1964) Horst Resch • Chairman of the Supervisory Board • Labor representative, assigned since January 12, 2006 • First-time appointed: April 20, 2012 • End of the current term of office: Annual General Meeting, which decides on the financial year 2015 Further mandates in Supervisory Boards or similar functions in other foreign and domestic companies, listed on a stock exchange: None Further mandates in Supervisory Boards or similar functions in other foreign and domestic companies, listed on a stock exchange: CROSS Industries AG, Pankl Racing Systems AG, BEKO HOLDING AG, All for One Steeb AG (Germany) COMMITTEES OF THE SUPERVISORY BOARD AND THEIR MEMBERS The Audit Committee of the company consists of three members Rajiv Bajaj (December 21, 1966) and is comprised as follows: • Deputy Chairman of the Supervisory Board • First-time appointed: November 30, 2007; re-appointment: April 26, 2011 • End of the current term of office: Annual General Meeting, • Srinivasan Ravikumar, Chairman • Josef Blazicek, Deputy Chairman • Friedrich Lackerbauer, Member which decides on the financial year 2015 In accordance with the Stock Corporation Act the Supervisory Board Further mandates in Supervisory Boards or similar functions in of KTM AG established an Audit Committee to perform its super- other foreign and domestic companies, listed on a stock exchange: visory and control functions. Bajaj Finance Ltd., Bajaj Auto Holdings Ltd., Bajaj Finserv Ltd., Bajaj Holdings & Investment Ltd. The Audit Committee is responsible for the auditing and preparation for the approval of the annual financial report, the proposed Ernst Chalupsky (born on May 5, 1954) distribution of net income and the management report, as well as the • Member of the Supervisory Board auditing of the consolidated financial statements and the corporate • First-time appointed: April 16, 1999; governance report. The committee also deals with the management re-appointment: April 20, 2012 • End of the current term of office: Annual General Meeting, which decides on the financial year 2015 letter written by the financial auditor as well as with the auditor’s report as to the efficiency of the risk management. The audit committee makes a proposal for the selection of the auditor and presents the proposal of the Supervisory Board to the Annual Further mandates in Supervisory Boards or similar functions in General Meeting for voting. In line with C-Rule 81a of the ÖCGK, the other foreign and domestic companies, listed on a stock exchange: audit committee must also establish a mutual line of communica- CROSS Industries AG tion with the financial auditor in a meeting. CORPOR ATE GOVERNANCE REPORT 05 3 The Audit Committee of KTM AG held two meetings in the financial a direct investment in the company or who represent the interests year 2015, in which a representative of the auditor also participated. of such a shareholder. Since the Supervisory Board consists of no more than six members, Criterion 6: The Supervisory Board member is not a close family the tasks of the Remuneration and Nomination committee are member (direct descendant, spouse, common law spouse, parent, fulfilled by the entire Supervisory Board. uncle, aunt, sibling, niece and nephew) of a member of the Executive Board or of people, who fulfill one of the other criteria described above. INDEPENDENCE OF THE SUPERVISORY BOARD A member of the Supervisory Board shall be deemed as indepen- According to C-Rule 54 of the Austrian Code of Corporate Gover- dent if said member does not have any business or personal nance, the Supervisory Board of the company shall include at least relations with the company or its executive board that constitute one independent member delegated by the shareholders who is a material conflict of interests and is therefore suited to influence not a shareholder with a share of more than 10% or who represents the behavior of the member. such a shareholder’s interests. This requirement of C-Rule 54 of the Austrian Code of Corporate Governance has been achieved since Ernst Chalupsky is shareholder and managing director of Saxinger, no member of the Supervisory Board is a shareholder with a share Chalupsky & Parnter Rechtsanwälte GmbH. The KTM group of more than 10% or who represents such a shareholder’s interests. is advised by Saxinger, Chalupsky & Partner Rechtsanwälte GmbH concerning legal affairs. The consulting services were used on The members of the Supervisory Board of KTM AG admit to the standard terms and conditions. criterions of independence according to Rule C-53 of the Austrian Code of Corporate Governance and declare themselves independent. The independence of the Supervisory Board members is defined by following guidelines: REMUNERATION REPORT Criterion 1: The Supervisory Board member was not a member In the determination of the total remuneration with regard to of the Executive Board or a top executive of KTM AG or a subsidiary the members of the Executive Board, the supervisory board ensures of the company in the previous five-year period. proportionality between the tasks assumed of and performance delivered by the individual member of the executive board, Criterion 2: The Supervisory Board member did not maintain any between the situation of the company and the ordinary remunera- business ties with the company in the previous year, which may be tion and undertakes that long-term incentives with regard considered significant in scope for a Supervisory Board member. to a sustained corporate development are taken into account. This also applies to related party transactions with companies in which the Supervisory Board member has a considerable economic The remuneration of the Executive Board members consists interest. Approval of individual transactions by the Supervisory Board of fixed and variable components. The variable income component pursuant to C-Rule 48 of the Austrian Corporate Governance Code is dependent on the achievement of certain financial key figures does not automatically disqualify the Supervisory Board member as and/or specific project milestones. The relevant targets for the being independent. calculation are mutually determined between the company and the management yearly. Criterion 3: The Supervisory Board member was not an auditor of the company, a shareholder or employee of the auditing company The members of the Executive Board are eligible for a company car. An accident insurance provides insurance cover in case of over the prior three years. death or disability. Personal liability insurance covers the legal liability Criterion 4: The Supervisory Board member is not a member of of the Executive Board members that result from personal injuries, the Executive Board of another company, in which a member of the material damages or financial losses of third parties. An insurance Executive Board of KTM AG serves on its Supervisory Board. cover exists for claims for damages due to financial losses of third parties or of the company due to breaches of duties of executive Criterion 5: The Supervisory Board member has not been on the bodies of the company. The company bears the expenditures Supervisory Board of the company for more than 15 years. This does for those insurances. For group internal mandates and functions no not apply to Supervisory Board members, who are shareholders with additional remunerations are granted. 05 4 KTM GROUP In the case of premature termination without a compelling reason The amount of the total remuneration of the Supervisory Board the fixed salary shall be paid out for the contractual period. member is resolved within the framework of the Annual General The members of the Executive Board render their services on 27th Annual General Meeting on April 23, 2015 the total remunera- the basis of employment contracts liable to income tax. No further tion for the short financial year 2014 for the Supervisory Board was agreements with the Executive Board exist, regarding occupa- resolved in the amount of EUR 19k. For the financial year 2015 tional pension plans. According to contract the Executive Board the total remuneration of the Supervisory Board was recognized in members are eligible for a voluntary severance pay, however the income statement in the amount of EUR 24k. Members of Meeting for the respective preceding financial year. Within the fundamentally they are submitted to the system of “Abfertigung the Supervisory Board that are elected into the Supervisory Board or Neu” (new severance pay). Furthermore, secondment contracts leave during a financial year receive the remuneration corresponding between KTM AG and CROSS Industries AG for Mr. Stefan Pierer with the duration of their actual affiliation within the Supervisory and Mr. Friedrich Roithner are in effect. Board pro rata temporis. No stock option plans or similar share-based remuneration The Executive Board will propose a total remuneration in this systems exist. A D&O insurance exist, which covers Executive Board amount to the 28th Annual General Meeting on April 21, 2016. The and Supervisory Board as well as the management of the group individual distribution should be divided as follows, subject to the companies. approval of the Annual General Meeting (see table below). In the financial year 2015 the total remuneration of the Executive Additional to the annual expense allowance the Supervisory Board Board members amounted to EUR 1,328k (prior year: EUR 1,302k). members get a compensation for their cash expenses for their For performance-related remuneration, liabilities amounting to actually accrued expenses. The Supervisory Board members are EUR 4,605k have been determined (prior year: 3,714k). The most furthermore covered by a manager liability insurance of the company important calculation parameter of the variable remuneration up to a certain upper limit, which covers the personal liability of is – apart from the individually agreed performance-related target the Supervisory Board members in case of a negligent breach achievement – the development of the EBIT. of duties in exercising their activity as body of the company. In the financial year 2015 no further (other) compensation has been paid After the expiration of the agreed contact duration, individual board out to members of the Supervisory Board. Other business relation- members receive a non-recurring severance pay. As of Decem- ships with Supervisory Board member did not exist. ber 31, 2015, liabilities for Executive Board severance pay amounting to EUR 1,017k are in effect (prior year: EUR 2,087k). In the financial year 2015, the company granted SUPERVISORY BOARD MEMBER REMUNERATION 2015 REMUNERATION 2014 JOSEF BLAZICEK Chairman of the Supervisory Board Deputy Chairman of the Audit Committee EUR 16k EUR 11k RAJIV BAJAJ Deputy Chairman of the Supervisory Board No remuneration No remuneration ERNST CHALUPSKY Member of the Supervisory Board EUR 8k EUR 8k SRINIVASAN RAVIKUMAR Member of the Supervisory Board Chairman of the Audit Committee No remuneration No remuneration FRIEDRICH LACKERBAUER Member of the Supervisory Board Member of the Audit Committee No remuneration No remuneration HORST RESCH Member of the Supervisory Board No remuneration No remuneration EUR 24k EUR 19k TRUE Management & Investment GmbH, which falls within Mr. Trunkenpolz’ remit, an arm’s length loan due December 31, 2015 with the option of extension until February 28, 2018. At the reporting date, receivables amount to EUR 120k. Apart from that, no other credits, loans or advances have been granted to any member of the Executive Board or Supervisory Board. The KTM AG Executive Board proposes a remuneration of EUR 3k for the Chairman of the Supervisory Board for each attended meeting, EUR 2k for Supervisory Board Members and EUR 3k for the Chairman of the Audit Committee in the financial year 2015. Due to their significant interest in, and their capacity as shareholders of, KTM AG, Mr. Rajiv Bajaj and Mr. Srinivasan Ravikumar do not receive compensation for their function as members of the Supervisory Board. TOTAL CORPOR ATE GOVERNANCE REPORT 055 03. MEASURES TO PROMOTE WOMEN It is not anticipated that a woman will be appointed into the Executive Board for the time being as it is not planned to enlarge the Executive Board and existing contracts will not expire for a number of years. Equal treatment of female and male employees and equal career chances are a matter of fact for KTM AG. A specific program to promote the career advancement of women has not been set up. 04. AUDITS AND EXTERNAL EVALUATION KPMG Austria GmbH Wirtschaftsprüfungs- und Steuerberatungsgesellschaft, Linz, was appointed by the 27th Annual General Meeting to serve as the auditors of the consolidated financial statements and annual financial statements of the company for the financial year from January 1, 2015 until December 31, 2015. In addition to this function, KPMG and partner offices around the world also sporadically perform tax and financial consulting service on behalf of the group. Expenditures for the auditor consist of: audit consolidated financial statements EUR 200k (prior year: EUR 197k), other auditing services EUR 14k (prior year: EUR 13k) and other services EUR 24k (prior year: EUR 91k). THE EXECUTIVE BOARD OF KTM AG Mattighofen, March 2016 Stefan Pierer Chairman of the Executive Board Harald Plöckinger Friedrich Roithner Viktor Sigl Hubert Trunkenpolz 05 6 KTM GROUP KTM 2016, Headquarter CORPOR ATE GOVERNANCE REPORT 057 KTM 2016, 1290 Super Duke GT Action Italy, Foto: Schedl R. CONSOLIDATED MANAGEMENT REPORT NON-FINANCIAL PERFORMANCE 060 Course of business and INDICATORS financial position 066 066 Employees MATERIAL EVENTS THAT OCCURRED 067 Research and development DURING THE FINANCIAL YEAR 068 Racing 060 061 Market development 068 Financial instruments 062 Development of revenue by region 069 Quality 062 Sales by region 069 Risk report 062 Development of revenue 069 Sustainability by product group 063 Sales by product group 063 Production by product group 071 Events after the reporting date 071 Disclosures pursuant to sec. 243a UGB 072 Outlook FINANCIAL PERFORMANCE INDICATORS 064 064 Performance analysis 064 Analysis of the statement of financial position 066 Liquidity analysis 066 Investments CONSOLIDATED MANAGEMENT REPORT AS AT DECEMBER 31, 2015 OF KTM AG, MATTIGHOFEN, AUSTRIA 1. COURSE OF BUSINESS AND FINANCIAL POSITION According to the January 2016 assessment of the International Monetary Fund (IMF), the global economy will recover more weakly than had been assumed in the January 2015 forecast. The IMF expects to see a 3.4% rise in global economic output in 2016, with growth of 2.1% being forecast for industrial nations in both 2016 and 2017. For the Eurozone, however, expansion of only 1.7% is being forecast over these two years. Growth of 2.6% is anticipated in the USA. The IMF forecasts global growth of 3.6% in 2017. Forecast economic output for emerging and developing countries remains at 4.3% for 2016 and 4.7% for 2017. The biggest growth is expected in India, which is forecast to grow by 7.5% in both 2016 and 2017. MATERIAL EVENTS THAT OCCURRED DURING THE FINANCIAL YEAR The financial year 2015 will go down as another record year in KTM’s history. By consistently implementing the global product strategy and expanding into all continents, KTM yet again successfully increased both revenue and sales figures to new record levels. KTM has been among the world’s fastest growing motorcycle brands for a number of years. In the 2015 financial year, KTM increased revenue to EUR 1,022.5 million (up 18.3% compared to the prior year) and sales to 152,181 vehicles (up 8.3% compared to the prior year). Once sales of the DUKE 200, DUKE 390, RC 200 and RC 390, sold in India by our partner Bajaj, are included, 183,170 KTM and Husqvarna vehicles were sold worldwide in 2015. Revenues consequently broke through the EUR 1 billion barrier for the first time. In March 2015, the Supervisory Board resolved to extend, ahead of their expiry, the current contracts of the Executive Board until February 29, 2020. Since the Husqvarna brand was integrated into the KTM group, KTM AG has followed a consistent two-brand strategy based on the KTM and Husqvarna brands. The sales and marketing organization has been restructured accordingly. As the final step in this reorganization program, the Supervisory Board resolved at its March 2015 meeting to spin-off the operating business of KTM Motorrad AG from the listed company KTM AG. New products In 2015, KTM again brought several new models to the market. These included a new Motocross generation as well as the new 1290 SUPER DUKE GT and the new 690 DUKE and 690 DUKE R, which were unveiled at the EICMA motorcycle fair in Milan. In the Husqvarna brand, the focus over the next few years will be on developing a variety of street motorcycles, as well as on continuing to expand and develop the offroad models. The first street bikes – the 701 ENDURO and the 701 and 450 SUPERMOTO – went on sale in 2015. A new Motocross generation was also launched during the course of the year 2015. 060 K TM CONSOLIDATED MANAGEMENT REPORT New subsidiaries A new sales subsidiary, Husqvarna Motorcycles SA Pty. Ltd., Northriding, South Africa, was established during 2015 in order to intensify sales and marketing activities. A separate company, Husqvarna Motorsports, Inc., Murrieta, was also founded in order to provide support to Husqvarna motorsports activities in the USA. Investments In August 2015, Oberbank Mattigtal Immobilien GmbH completed the construction of the logistics center in Munderfing. Costing a total of around EUR 27 million, the center has a floor area of 30,000 m² and is leased by KTM Immobilien GmbH. The company has an option to purchase the building on expiry of the 15-year lease term. The construction of a new motorsport building has begun in Munderfing, completion of which is scheduled for the first half of 2016. The expected construction costs are approximately EUR 12 million. Motorsport successes In racing, KTM factory rider Toby Price celebrated his first Dakar title at the start of 2016. This represents KTM’s 15th consecutive victory in the world’s toughest offroad race. In October 2015, Austrian KTM factory rider Matthias Walkner won his first Cross Country Rallies world championship. In early April, Red Bull KTM factory rider Ryan Dungey sealed the Red Bull KTM factory teams first ever 450 Supercross world title in just the 14th round of the Monster Energy Supercross World Championships in Houston. 2. MARKET DEVELOPMENT The overall European market1 was up 10.7% on the preceding year, with 494,108 vehicles registered. The increase was due mainly to the growth in the largest European markets such as Germany (+7.7%), Italy (+14.6%), Spain (+21.8%) and the United Kingdom (+21.0%). Amid a difficult market environment, KTM brand vehicles succeeded in gaining additional market share in key markets such as Austria (up by 1 percentage point from the prior year) and Finland (up by 3.2 percentage points). KTM has a share of 8.4% of the total European market. Husqvarna’s market share grew in Sweden (up by 1 percentage point from the prior year), Austria (up by 1.4 percentage points) and Finland (up by 0.6 percentage points). Husqvarna has a share of 1.1% of the total European market. Registrations in the overall U.S. market2 went up 4.1% in 2015 compared to 2014, rising to 419,864 vehicles. KTM succeeded in increasing its share of the overall U.S. market to 5.2%, a rise of 0.4 percentage points from the prior year. Husqvarna increased its market in the U.S. by 0.2 percentage points to 0.8%. 1 2 Motorcycles ≥ 120 ccm excluding Motocross, scooters and ATVs, including electric motorcycles Motorcycles ≥ 120 ccm including Motocross, excluding scooters and ATVs, including electric motorcycles COURSE OF BUSINESS AND FINANCIAL POSITION 0 61 3. DEVELOPMENT OF REVENUE BY REGION Group revenue increased by 18.3% from EUR 864.6 million in the prior year to EUR 1,022.5 million. Revenue in North America rose 49.7% from the prior year to EUR 301.8 million; this corresponds to 29.5% of total revenue. In Europe, revenue was up 10.9% on the preceding year, rising to EUR 512.2 million; Europe thus accounted for 50.1% of total revenue. Revenue in other countries rose by 3.6% compared to the prior year, to EUR 208.5 million. The percentage of total revenue earned in the other countries was 20.4%. Group revenue by region 2015 Europe North America Other countries Total EURk % 2014 EURk 512,160 301,767 208,560 1,022,487 50.1% 29.5% 20.4% 100.0% 461,807 201,522 201,307 864,636 Change % 10.9% 49.7% 3.6% 18.3% 4. SALES BY REGION Accounting for 20.6% of sales in the financial year 2015, the U.S. remained the largest single market for KTM. Europe accounted for 45.2% of sales, with the strongest sales markets being Germany (11.3%), France (5.9%), the United Kingdom (5.4%), Italy (5.1%) and Spain (3.7%). Overall, 68.2% of total sales were generated in the ten most important countries worldwide. 5. DEVELOPMENT OF REVENUE BY PRODUCT GROUP Motorcycles (including Sportminicycles and X-Bows) represent 83.8% of total revenue, this percentage remaining essentially constant relative to the prior year (82.5%). Revenue in the offroad segment increased 22.5% from the prior year, to EUR 425.4 million. In the street segment, revenue went up 18.6% from the prior year, to EUR 390.6 million. Revenue from parts, garments and accessories (PowerWear and PowerParts) and other rose by 9.6% relative to the prior year to EUR 165.3 million. Group revenue by product group 2015 Offroad sport motorcycles Street sport motorcycles Total full size Sportminicycles X-Bow Parts, garments and accessories and others Total 0 62 EURk % 2014 EURk Change % 425,359 390,616 815,975 41.6% 38.2% 79.8% 347,359 329,263 676,622 22.5% 18.6% 20.6% 37,951 3,214 165,346 1,022,487 3.7% 0.3% 16.2% 100.0% 34,463 2,665 150,886 864,636 10.1% 20.6% 9.6% 18.3% K TM CONSOLIDATED MANAGEMENT REPORT 6. SALES BY PRODUCT GROUP In 2015 KTM sold 152,181 vehicles, including 152,114 motorcycles (up 8.2% on the preceding year) and 67 X-Bows (up 28.8%). In the offroad segment, 71,854 motorcycles were sold (up 13.9% on the preceding year). Compared to the prior year, sales in the Motocross segment rose 19.5% to 22,674 motorcycles and sales in the Enduro segement by 11.5% to 49,180 motorcycles (including Freeride). In the street segment, 67,917 motorcycles were sold (up 3.3% on the preceding year). In the Sportminicycle segment, sales went up 5.3% from the prior year, to 12,343 motorcycles. Sales by product group Units 2015 % 2014 Units Change % Offroad sport motorcycles Street sport motorcycles Total full size 71,854 67,917 139,771 47.2% 44.6% 91.8% 63,061 65,737 128,798 13.9% 3.3% 8.5% Sportminicycles Total motorcycles 12,343 152,114 8.1% 100.0% 11,724 140,522 5.3% 8.2% X-Bow Total 67 152,181 0.0% 100.0% 52 140,574 28.8% 8.3% 7. PRODUCTION BY PRODUCT GROUP In the financial year 2015, 115,419 motorcycles were manufactured at the Mattighofen production site. Compared to the prior year, this constitutes an increase of 13,654 units, or 13.4%. Taking into account the small-engine KTM models produced by our partner Bajaj Auto Ltd. in India, 156,652 KTM vehicles (up 8.0%) were manufactured worldwide. Production by product group 2015 Units % 2014 Units Change % Offroad sport motorcycles Street sport motorcycles Total full size 72,519 30,877 103,396 62.8% 26.8% 89.6% 62,723 27,237 89,960 15.6% 13.4% 14.9% Sportminicycles Total motorcycles 11,976 115,372 10.4% 100.0% 11,757 101,717 1.9% 13.4% X-Bow Total 47 115,419 0.0% 100.0% 48 101,765 (2.1%) 13.4% COURSE OF BUSINESS AND FINANCIAL POSITION 063 FINANCIAL PERFORMANCE INDICATORS 8. PERFORMANCE ANALYSIS Net revenues rose in 2015 by 18.3% to EUR 1,022.5 million (prior year: EUR 864.6 million). This was attributable to the increase in volumes. Approximately 95% of revenues were earned outside Austria. Production costs increased from the prior year, rising 17.3% to EUR 720.5 million; the gross margin increased by 0.6 percentage points compared to the prior year and is now at 29.5%. Overheads went up EUR 31.9 million from the prior year to EUR 206.9 million (+18.3%). Expenses for selling and marketing rose EUR 12.1 million from the prior year (+13.4%). Net expenses on motorsport increased EUR 6.1 million compared to the prior year, to EUR 29.7 million (+25.8%). This is attributable to the rise in sales volume as well as to wide-ranging motorsport activities. Expenses for infrastructure and administration went up EUR 4.1 million to EUR 36.7 million (+12.6%). Operating development expenses in the financial year 2015 rose EUR 13.9 million from the prior year, to EUR 64.7 million (+27.3%). Net development expenses were EUR 40.9 million (prior year: EUR 31.4 million), due to the higher net capitalization of development costs (EUR 20.9 million, a rise of 18.8% compared to the prior year) and the inclusion of research subsidies (EUR 7.0 million, a rise of 37.3% compared to the prior year). Other operating expenses of EUR 21.6 million chiefly comprise warranty costs, which increased by EUR 4.1 million from the prior year, to EUR 21.6 million (+23.6%). Thanks to the growth in revenues and volumes, EBIT rose to EUR 95.1 million, an increase of EUR 19.7 million over the previous year’s result of EUR 75.4 million. The effective tax rate rose from 19.1% in 2014 to 25.2% at December 31, 2015, owing to the utilization of capitalized loss carry forwards. The financial result improved by EUR 5.0 million in 2015 compared to the prior year, to EUR –9.7 million. This was due mainly to foreign currency losses arising on the revaluation of bank deposits. Interest expenses were EUR 8.8 million (prior year: EUR 8.0 million). Interest income was EUR 1.3 million (prior year: EUR 0.8 million). 9. ANALYSIS OF THE STATEMENT OF FINANCIAL POSITION The balance sheet total rose by 22.2% compared to the prior year, to EUR 848.9 million. Non-current assets went up EUR 65.2 million (+17.0%) to EUR 449.3 million (52.9% of total assets). Property, plant and equipment rose by EUR 37.1 million due to investments in the logistics center, in the motorsport building currently under construction and in tooling. Intangible assets rose by EUR 27.0 million, due mainly to the net capitalization of development costs (EUR 20.9 million) and to investments in IT infrastructure, which primarily concerned the scheduled implementation of a new ERP system as well as the global Dealer.Net platform for dealers. 064 K TM CONSOLIDATED MANAGEMENT REPORT Trade receivables, including receivables from affiliated and associated companies, went up EUR 17.8 million to EUR 88.2 million (+25.3%). Taking into account the receivables sold last year and this year under ABS arrangements, there was a rise in receivables by about EUR 24.0 million (+20.1%). In the past financial year 2015, inventories rose EUR 19.7 million to EUR 161.3 million (+13.9%) due to the increase in sales volume. The increase was essentially due to a rise in finished goods, merchandise and spare parts (up by EUR 18.5 million relative to December 31, 2014). Other current assets increased by EUR 1.7 million to EUR 28.7 million and are essentially comprised of receivables due from tax offices, prepayments made on inventories and valuations of derivative financial instruments. The balance sheet total was made up of the following items on the liabilities side: The bond issued in 2012 with a nominal value of EUR 85.0 million is due in April 2017. The transaction costs incurred in connection with the bond issue are offset against the nominal value. The change in the carrying amount by EUR 115k compared to the prior year is due to the transaction costs being amortized to profit or loss over the remaining term to maturity. Non-current financial liabilities of EUR 125.5 million include long-term investment facilities and research and development loans. The EUR 61.5 million increase resulted mainly from taking out a research loan of EUR 45.0 million. In addition, long-term liabilities under finance leases of EUR 20.9 million were recognized. Employee benefit liabilities of EUR 14.9 million comprise claims for severance and anniversary bonus payments. Actuarial losses, current service costs and interest expenses led to a EUR 1.4 million increase in the total liability. Deferred tax liabilities went up EUR 17.2 million, to EUR 37.7 million. The change was caused by the recognition of additional deferred tax liabilities of EUR 5.2 million in relation to capitalized development costs and by the utilization of loss carryforwards of EUR 10.6 million that had previously been recognized as deferred tax assets. Other non-current liabilities amounting to EUR 6.8 million are mainly made up of sureties received; the total amount rose slightly by EUR 0.3 million relative to the prior year. Current financial liabilities went down by EUR 2.5 million to EUR 6.1 million. Trade payable, including payables to affiliated and associated companies, went up EUR 105.1 million to EUR 127.5 million as at the reporting date. Provisions amounting to EUR 8.9 million (prior year: EUR 6.8 million) essentially comprise provisions relating to guarantees and warranties. Compared to the prior year, provisions relating to guarantees and warranties showed an increase by EUR 1.7 million on account of the increase in sales volume. The other current liabilities are essentially comprised of employee benefits, discounts and dealer bonuses as well as of liabilities arising due to derivative financial instruments being measured as of the reporting date. Other current liabilities rose by EUR 3.1 million to EUR 53.3 million. Owing to the substantial capital expenditure, net indebtedness rose to EUR 97.2 million (prior year: EUR 87.5 million). Gearing was 25.6%. Equity rose by EUR 52.2 million from the prior year. The movement resulted mainly from the 2015 profit (EUR 63.9 million), payment of the dividend for 2014 (EUR 16.3 million) and the movement in the cash flow hedge reserve (EUR 4.3 million). The equity ratio as of December 31, 2015 was thus 44.7% (prior year: 47.1%). FINANCIAL PERFORMANCE INDICATORS 065 10. LIQUIDITY ANALYSIS Group operating cash flow rose to EUR 118.1 million, an increase of EUR 38.5 million relative to the prior year. There was an increase of EUR 4.9 million on the preceding year in cash flow from profit and loss items, while working capital rose by EUR 33.5 million. Net of disposals, investments increased from EUR –69.7 million to EUR –94.3 million. Free cash flow therefore increased from EUR 9.9 million to EUR 23.8 million in net terms. The consolidated cash flow from financing activities was EUR 27.4 million (EUR 23.8 million in the prior year), which resulted mainly from the dividend of EUR 16.3 million paid out in 2015 and the taking out of a research loan of EUR 45.0 million. Cash rose by EUR 49.6 million to EUR 118.4 million, thus reaching a substantially higher level than in the prior year (prior year: EUR 68.8 million). 11. INVESTMENTS Considerable capacity and expansion investments were undertaken in the period under review in addition to the usual high investments in series development projects and buying tools. Construction of the KTM logistics center in Munderfing was completed in 2015 and work was begun on the construction of a new motorsport building in Munderfing. In total, EUR 110.9 million (prior year: EUR 84.4 million) was invested in property, plant and equipment and intangible assets during 2015. Of this, EUR 43.5 million related to capitalized development costs, EUR 14.6 million to the KTM logistics center and EUR 6.6 million to the motorsport building currently under construction. A further EUR 9.7 million was invested in IT infrastructure. NON-FINANCIAL PERFORMANCE INDICATORS 12. EMPLOYEES During 2015, KTM employed an average of 2,380 employees (prior year: 2,056), of whom 401 worked outside Austria. Revenue per employee rose by 2.2% EUR 429.6k (prior year: EUR 420.5k). Revenue Employees (average) Revenue per employee 066 EURk EURk K TM CONSOLIDATED MANAGEMENT REPORT 2015 2014 1,022,487 2,380 429.6 864,636 2,056 420.5 13. RESEARCH AND DEVELOPMENT In the Research and Development department, KTM employed 382 persons on average (16.1% of the total headcount) in the financial year 2015. About EUR 68.8 million was invested in research and development in the financial year 2015, which translates to 6.7% of total revenue (+0.4 percentage points compared to the prior year). The financial year just ended saw a multitude of key projects in the offroad and street areas. For instance, the start of series production for the 701 Enduro and 701 Supermoto added two important new models to the Husqvarna range, successfully bringing KTM’s sister brand back onto the streets. KTM also entered the highly technology-driven sports touring segment with the KTM 1290 Super Duke GT, presented for the first time at EICMA 2015. Featuring a large number of safety and assistance systems, semi-active suspension and an innovative side case system, it represents, alongside the KTM 1290 SUPER ADVENTURE, the pinnacle of the KTM product range. While a wide-ranging portfolio of Motocross models was presented during the course of 2015, the focus in the offroad segment lay principally on developing new KTM and Husqvarna Enduro platforms for series production. During 2015, numerous R&D projects were taken forward at various stages from concept development to the start of series production and successfully completed: p Series development of the new KTM and Husqvarna Motocross generations, which are redefining the motocross segment thanks to their equipment, the low weight that derives from the use of innovative technology and the handling benefits that accrue as a result. p Series development of the KTM 1290 SUPER ADVENTURE, which sets a new standard in the premium touring segment thanks to its multitude of innovative safety features and the semi-active suspension developed in cooperation with WP. p Series development of the KTM 1050 ADVENTURE, ridable with an A2 driving license, which forms an alternative to the KTM 1190 ADVENTURE as an entry-level model in the 2-cylinder touring segment. p Series development of the first two Husqvarna road models, the 701 Enduro and 701 Supermoto, each featuring a 700 ccm single cylinder engine. p Series development of new KTM and Husqvarna Enduro generations, based on Motocross models tried and tested in the international motorsport environment, which impress thanks to their low weight, innovative technologies and functional design. p Series development of a new 2-stroke offroad engine platform for use in future Motocross and Enduro models. p Series development of the next stage of our 690 ccm single-cylinder engine, which impressively combines high 55 kW (75 PS) performance with further advances in engine smoothness. p Development of a new motorcycle platform based on a revolutionary 2-cylinder engine design, which will make a substantial contribution toward opening up new market segments. NON-FINANCIAL PERFORMANCE INDICATORS 0 67 p Concept development of innovative lighting systems in LED technology to increase the level of safety and durability under extreme conditions. p Concept development of new EMS systems to ensure that the KTM and Husqvarna model ranges comply with future emission regulations (Euro IV and Euro V). p Concept development of a model equipped with an alternative drivetrain system to meet the requirements of urban mobility scenarios. 14. RACING When KTM was relaunched in the early 1990s, the motto READY TO RACE embodied the new self-confidence of the brand. Clear objective: Every motorcycle rolling off the production line of the Mattighofen works must be ready for the racetrack right from the start. The Ready to Race philosophy is still the creed that drives the KTM motorsport division which, with its many factory teams, works all over the world on the very highest level, racking up World Championship titles nonstop. Every employee working in the KTM motorsport division is fully committed to racing. They are 100% committed to the task of achieving wins for KTM and, as a team, work together just as perfectly as the smoothly running racing motorcycles they build and service. The KTM factory riders likewise give their best on the racetrack, not just for themselves and their team but for everyone at KTM. In 2015, KTM celebrated another significant milestone in its history. The US factory team brought both the AMA 450 Supercross championship and the US Pro MX Series title back to Austria. These incredible victories were an ideal platform for both the brand and its bikes, catapulting KTM into the international limelight. But that was not all: KTM factory riders also made their mark on the Rally, Super Enduro, Hard Enduro and traditional Enduro race series. In the Moto3 class, the battle for the title went all the way down to a fierce head-to-head duel in the final round. In January 2016, KTM factory rider Toby Price took first place in the Dakar Rallye, thus securing KTM’s 15th consecutive victory in this prestigious event. The Husqvarna brand also enjoyed an impressive return to international racing in the 2015 season, competing with talented riders in major international competitions on both sides of the Atlantic. The Rockstar Energy Husqvarna factory team marked Husqvarna’s first ever entry in the US Supercross championships. The team also took part in the US Pro MX championships, where it achieved some very notable successes. In the MXGP World Championships, German Max Nagl won several day stages before injury brought his season to a premature end. Among many other successes, special mention should also be made of our victory in the E3 category at the WEC World Enduro Championships as well as Graham Jarvis’ victory in the famous Red Bull Scramble at the Erzberg Rodeo. Overall, we won eleven world titles in 2015 across a very wide range of racing series, bringing our total number of world title successes to over 260. Both brands’ commitment to motorsport also benefits KTM AG from a technological viewpoint, as motorsport know-how has a direct influence on the development of series production models. KTM AG’s motorsport expenses in 2015 were EUR 29.7 million (prior year: EUR 23.6 million), representing 2.9% (prior year: 2.7%) of total revenue. 15. FINANCIAL INSTRUMENTS Regarding the use of financial instruments and the related risk management goals, please refer to the related explanations in the notes to the Consolidated Financial Statements. 068 K TM CONSOLIDATED MANAGEMENT REPORT 16. QUALITY KTM uses a process-oriented quality management system for all activities, from product idea to market analyses to design studies, design and development, cooperation with suppliers, the procurement of components for series production, parts production, the assembly of engine and vehicle, right to packing and dispatch. Product quality: The high quality of the products is accomplished due to production-oriented design, the use of analytical and statistical methods of calculation, comprehensive checking and testing, compliance with relevant approval rules, a focus on process quality, communication and training measures at KTM and at the suppliers. Process quality: KTM was given certification by the auditors of TÜV Süd LG Österreich, that it more than meets the requirements of EN ISO 9001:2008 and of the Kraftfahrbundesamt (KBA), the German federal authority for motor vehicles and transport. 17. RISK REPORT Regarding the risk report, please refer to the explanations in the notes to the Consolidated Financial Statements. 18. SUSTAINABILITY Commitment to sustainability Strategic leadership, focusing on the development of key competencies, continuously improving the work processes, working in partnership with employees and suppliers and maintaining a process-oriented quality management system allow KTM to create added value both for the company and for the shareholders. With an average workforce of 2,380 in Austria, KTM is one of the region’s biggest employers. KTM uses every opportunity to respond to the demands regarding sustainability that any modern company endeavors to comply with. For instance, the factory and administrative buildings are constructed in a resource-conserving and energy-efficient manner, the cooling of test chambers and toolshop is controlled using groundwater, and for the manufacturing of fabricated materials and finished products various materials are sorted by type and reusable containers are used. Suppliers The production company in Mattighofen largely sources its requirements from the local procurement market (about 28% within a radius of 100 km, about 33% within a radius of 200 km, about 41% within a radius of 300 km, and about 48% within a radius of 400 km); KTM therefore plays an active role in adding and maintaining value at the regional level. Recycling and packaging As a manufacturing company, KTM is aware of the responsibility it has vis-à-vis the environment. The motorcycle logistics system on reusable metal plates, which was specially developed by KTM and obviates the need for additional packing material, is regarded as an innovative example for the entire industry. NON-FINANCIAL PERFORMANCE INDICATORS 0 69 Employees KTM aims to offer its employees a path towards personal development. It is the experience and expertise, creativity, passion for innovation, and productivity of our staff that really allows KTM to achieve its corporate goals. With a view to continuously enhancing the qualifications and competence of its staff, KTM constantly invests in their education and training. KTM incurred expenses of EUR 993.4k in this regard in 2015 (prior year: EUR 653.2k) In Mattighofen, apprentices are being educated in the fields of mechanical engineering, automotive and production engineering and mechatronics, and as commercial employees, with the goal of integrating them in the respective areas of responsibility and offering them employment with KTM in the long term after their final exam. As of the reporting date, KTM employed 94 apprentices, and we persist in our clear commitment to sustainable inhouse apprentice training. In addition, KTM offers employees the possibility of in-service training for passing their final apprenticeship exam. In this way, KTM makes it possible for employees who have no formal training to be integrated into the world of work and continue their personal development. By establishing an in-house toddler group in February 2012, KTM demonstrated its social commitment. This is also intended to facilitate reentry into the world of work. Health and safety To achieve constant improvement in the area of health and safety, KTM, among other things, implements preventive measures regarding general workplace safety, fire protection and safety of machinery and organizes various seminars on health- and safety-related topics, health promotion in the workplace as well as measures for ensuring suitable workplaces (including lighting, height requirements, positioning of work equipment, use of tools or aids). Production safety In designing and constantly improving its work processes, KTM takes care to offer its employees a safe work environment. This includes constant training and instruction measures, the regular maintenance of production facilities, and high-tech methods and equipment. Quality management The challenge of manufacturing products that are innovative, high-quality, in line with market requirements and, most importantly, safe, is mastered by KTM using a comprehensive and process-oriented quality management system certified to ISO 9001:2008. This system controls each and every process, from product idea to market analysis to design studies, development, design, cooperation with suppliers, procurement of components, parts production, assembly of engine and vehicle, dispatch, right to sales and customer service. Particular focus is placed on the continuous improvement process, which ensures consistent and sustainable improvement of the quality of products and services. Product safety On average 515 motorcycles per day are assembled in Mattighofen, Austria. Each and every vehicle component is checked by experienced KTM staff according to an inspection plan. Moreover, every KTM motorcycle undergoes a complete functional check at a testing station after assembly. Intensive inproduction product audits of engines and vehicles ensure a high-quality standard during the production process. Only then are KTM products ready to be shipped all over the world. 070 K TM CONSOLIDATED MANAGEMENT REPORT The development work performed by our KTM staff is put to the test on the racetrack by our factory teams as early as during the prototype phase. Additionally, a testing and endurance testing program spanning all phases of prototype and series production ensures that the series-manufactured product meets the highest standards of quality and safety. Only proven innovative designs make the transition to series production, and they deservedly bear the motto “READY TO RACE”. Environmental indicators All of KTM’s offroad carburetors (EXC models) comply with the Euro III standard, the European emissions standard for motorcycles. The standard applies not only to new, but also to existing vehicle types. Compliance with the new standard is made possible primarily by the use of fuel injection systems. Wings for Life KTM supports the spinal cord research foundation “Wings for Life” set up by Heinz Kinigadner in all marketing matters. “Wings for Life” is a non-profit organization aiming to promote and speed up research and medical-scientific progress towards finding a cure for paraplegia induced by spinal cord injuries. Corporate governance The KTM AG corporate governance report forms an integral part of the annual report, available online at http://company.ktm.com/investorrelations/reports.html. Further information on corporate governance may be found online at http://company.ktm.com/investor-relations/ corporate-governance.html. 19. EVENTS AFTER THE REPORTING DATE Regarding the important events which have occurred after the reporting date, please refer to the explanations in note 31 to the Consolidated Financial Statements. Other events which have occurred after the statement of financial position date and are material for the measurement of assets and liabilities have either been reflected in these financial statements or are not known. 20. DISCLOSURES PURSUANT TO SEC. 243A OF THE AUSTRIAN COMMERCIAL CODE (UGB) As of December 31, 2015, the capital stock amounts to EUR 10,845,000 and is subdivided into 10,845,000 bearer shares having a par value of EUR 1.00 each. The shares grant the rights that are usually due to stockholders under the Austrian Stock Corporation Act. These include the right to payout of the dividend resolved upon at the General Meeting as well as the right to vote at the General Meeting. All the shares are admitted for trading on the Vienna Stock Exchange; since August 2012 the shares of KTM AG have been included in the Third Market, which is operated as a MTF (Multi Trading Facility) by Wiener Börse AG. Each of the following shareholders held more than 10% of the capital stock on the statement of financial position date and at the time of drawing up the financial statements: p CROSS Industries AG (directly and indirectly through CROSS KraftFahrZeug Holding GmbH): 51.28% p Bajaj Auto Ltd. (through Bajaj Auto International Holdings B.V.): 47.99% p Free float: < 1% NON-FINANCIAL PERFORMANCE INDICATORS 071 For the ability of the Executive Board to issue shares, please refer to the details of the authorized capital given in the notes to the Consolidated Financial Statements under note 20, Consolidated equity. In the event of a change of control, Executive Board members Harald Plöckinger, Viktor Sigl, and Hubert Trunkenpolz are entitled unilaterally to terminate their appointments under retention of all claims. These appointments expire on February 29, 2020. The same right applies with respect to CROSS Industries AG, which has entered into a secondment agreement with KTM AG with regard to Mr. Friedrich Roithner. This agreement also expires on February 29, 2020. For the purposes of these agreements, a change of control is present if CROSS Industries AG, Wels, according to the definition of sec. 22 (2) of the Austrian Takeover Act (Übernahmegesetz), neither directly nor indirectly holds at least 50% of the voting rights in KTM AG. No agreements are in place between the company and any Supervisory Board members or employees providing for compensation to be due in case of a change of control. There are no other important agreements which would be affected by a change of control or public takeover bid. 21. OUTLOOK The general economic climate remains very difficult in some markets. Although we expect the North American motorcycle market to enjoy significant growth in the coming year and are also relatively bullish with regard to Europe, the emerging markets in South America and Asia are marked by numerous uncertainties. Nevertheless, we regard Asian markets as representing the biggest growth opportunities over the medium-term. In 2016, we expect the KTM group to continue growing in both revenue and volume terms while sustaining current levels of profitability. Among other things, a new Enduro generation will be launched for the KTM brand in 2016. We expect further substantial growth for the Husqvarna brand for 2016. From 2017, this historic brand will bring a full range of street motorcycles onto the market. We have set ourselves the medium-term goal of increasing annual sales to 250,000 units. Motorsport As previously announced, KTM will make its debut in the MotoGP racing series in 2017. The team will be unveiled in August 2016 at the Austrian Grand Prix, which will be held at the Red Bull Ring in Spielberg. 072 K TM CONSOLIDATED MANAGEMENT REPORT Commitment to Austria In 2016, extensive capital expenditure of over EUR 100 million will again be made in infrastructure and model development at the Mattighofen and Munderfing sites. A new building is being built at Munderfing at a total cost of over EUR 12 million, which will provide a new home for our motorsport team. Research and development expenditure will continue to grow substantially, to reach approximately 7% of revenues. Substantial investments are also being made in the IT infrastructure, and a new ERP system is being implemented in 2016. In 2016, work will begin on the construction of the KTM Experience in Mattighofen, which will include a museum and demonstration workshop, at a cost of approximately EUR 25 million. Completion is scheduled for fall 2017. It is planned to hire another 120 employees in 2016. Adequate financial position Over the last year, the KTM group again improved its treasury and financial position. Major financing instruments were committed and optimized for the long term. Working capital management was further improved and will remain an area of focus during the coming year. Sufficient liquidity is therefore available to fund the planned growth, from a portfolio of different financing instruments with a range of counterparties. Mattighofen, February 16, 2016 The Executive Board Stefan Pierer Harald Plöckinger Viktor Sigl Hubert Trunkenpolz Friedrich Roithner OUTLOOK 073 Antoine Meo KTM 450, Rallye Dakar 2016, Photo: Kin M. CONSOLIDATED FINANCIAL STATEMENTS CONSOLIDATED NOTES TO THE CONSOLIDATED INCOME STATEMENT FINANCIAL STATEMENTS 077 083 083 The company CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 083 Principles of financial reporting 078 and accounting policies 096 Notes to the consolidated CONSOLIDATED STATEMENT OF FINANCIAL POSITION 079 income statement 103 Notes to the consolidated statement of financial position CONSOLIDATED STATEMENT OF CASH FLOWS 116 Other notes 080 ANNEX TO THE NOTES TO THE CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 082 CONSOLIDATED FINANCIAL STATEMENTS 140 Schedule of equity holdings AUDITOR’S REPORT 143 STATEMENT OF ALL LEGAL REPRESENTATIVES 145 140 076 K TM CONSOLIDATED FINANCIAL STATEMENTS CONSOLIDATED INCOME STATEMENT FOR THE FINANCIAL YEAR 2015 OF KTM AG, MATTIGHOFEN, AUSTRIA EURk Note 2015 2014 Revenue Cost of sales Gross profit 5 1,022,487 (720,477) 302,010 864,636 (614,292) 250,344 Selling and racing expenses Research and development expenses Infrastructure and administration expenses Other operating expenses Other operating income Result from operating activities 6 (132,345) (16,385) (36,747) (21,637) 210 95,105 (114,245) (11,044) (32,626) (17,353) 302 75,377 1,304 (8,759) (2,363) 822 (8,024) 1,833 10 133 85,421 628 70,636 11 (21,497) 63,924 (13,474) 57,162 63,856 57,037 68 125 5.89 5.26 Interest income Interest expenses Other financial result Share of the profit of associates accounted for using the equity method Profit before tax Tax expense PROFIT FOR THE FINANCIAL YEAR 6 6 6 7 8 9 Of which attributable to the owners of the parent company Of which attributable to non-controlling interests EARNINGS PER SHARE (EUR) Basic (= diluted) 12 The following notes to the consolidated financial statements form an integral part of the consolidated income statement. CONSOLIDATED INCOME STATEMENT 077 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE FINANCIAL YEAR 2015 OF KTM AG, MATTIGHOFEN, AUSTRIA EURk Note Profit for the financial year Currency translation of foreign subsidiaries Currency translation of associates accounted for using the equity method Currency translation of net investments in foreign operations Deferred tax on currency translation of net investments in foreign operations Valuation of cash flow hedges Deferred taxes on the valuation of cash flow hedges Other comprehensive income – Possible reclassification into the income statement Recognized actuarial losses Deferred taxes on the recognized actuarial losses Other comprehensive income – No reclassification into the income statement Other comprehensive income TOTAL COMPREHENSIVE INCOME Of which attributable to the owners of the parent company Of which attributable to non-controlling interests 15 20 20 24 2015 2014 63,924 57,162 425 1,266 (5) 366 0 0 (91) 5,795 (1,449) 0 (1,391) 348 5,042 223 (280) 70 (2,411) 603 (210) (1,808) 4,832 68,756 (1,585) 55,577 68,687 55,451 68 125 The following notes to the consolidated financial statements form an integral part of the consolidated statement of comprehensive income. 078 K TM CONSOLIDATED FINANCIAL STATEMENTS CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT DECEMBER 31, 2015 OF KTM AG, MATTIGHOFEN, AUSTRIA EURk ASSETS Non-current assets Tangible assets Intangible assets Investments accounted for using the equity method Deferred tax assets Other non-current assets Current assets Cash and cash equivalents Inventories Trade receivables Prepayments Other current assets Note Dec. 31, 2015 Dec. 31, 2014 13 161,239 279,780 3,064 3,595 1,575 449,254 124,138 252,755 2,920 2,480 1,801 384,094 118,406 161,295 88,202 3,100 28,678 399,680 848,933 68,812 141,566 70,349 2,941 27,038 310,705 694,799 10,845 368,688 379,532 281 379,814 10,845 316,213 327,058 517 327,575 84,845 125,480 14,935 37,742 6,764 269,766 84,729 63,956 13,516 20,492 6,509 189,203 6,107 127,445 8,863 1,389 2,234 53,315 199,353 848,933 8,608 105,078 6,760 5,867 1,554 50,153 178,021 694,799 14 15 11 16 28 17 18 19 ASSETS LIABILITIES Consolidated equity Share capital Reserves including retained earnings Equity of the owners of the parent company Non-controlling interests Non-current liabilities Bonds Financial liabilities Employee benefits Deferred tax liabilities Other non-current liabilities Current liabilities Financial liabilities Trade payables Provisions Tax liabilities Prepayments Other current liabilities 20 20 20 21 21 24 11 22 21 23 25 22 EQUITY AND LIABILITIES The following notes to the consolidated financial statements form an integral part of the consolidated statement of financial position. CONSOLIDATED STATEMENT OF FINANCIAL POSITION 079 CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE FINANCIAL YEAR 2015 OF KTM AG, MATTIGHOFEN, AUSTRIA EURk Note Consolidated cash flow from operating activities +(–) Profit (loss) for the financial year +(–) Profit (loss) allocated to non-controlling interests +(–) Interest expenses (interest income) – Interest paid + Interest received +(–) Current income tax – Income taxes paid +(–) Deferred taxes + Depreciation/Amortization of fixed assets – Non-cash results from investments accounted for using the equity method –(+) Other non-cash income (expenses) –(+) –(+) (+)– (+)– Change of inventories Change of trade receivables, prepayments, other current and non-current asset Change of trade payables, prepayments and other current and non-current liabilities Change of tax liabilities, deferred taxes and other provisions Consolidated cash flow from operating activities 080 K TM CONSOLIDATED FINANCIAL STATEMENTS 26 2015 2014 63,856 68 7,455 (8,759) 1,304 6,636 (8,324) 14,861 46,419 57,037 125 7,202 (7,331) 822 6,219 (2,819) 7,255 37,222 (60) (3,589) 119,866 (498) 9,700 114,933 (14,632) (22,156) (14,207) (17,478) 26,522 7,247 556 (1,762) (2,897) (35,284) 118,104 79,649 EURk Consolidated cash flow from investing activities – Investments in tangible and intangible assets (payments-out) – Investments in financial assets (payments-out) + Disposals of fixed assets (payments-in) Consolidated cash flow from investing activities Consolidated cash flow from financing activities – Dividends to owners of the parent company – Dividends to non-controlling interests – Acquisition of non-controlling interests + Taking out of research loan – Repayment of investment loans +(–) Taking out (repayment) of promotional loans – Repayment of liabilities from finance leases +(–) Taking out (repayment) of other current loans +(–) Other financing activities Consolidated cash flow from financing activities Note 2015 2014 13, 14 (94,761) (312) 771 (94,302) (69,568) (477) 310 (69,735) 20 (16,268) (150) (100) 45,000 (2,370) 6,495 (388) (5,000) 148 27,367 (10,845) 0 0 30,000 (2,372) 2,071 0 5,000 (99) 23,755 118,104 (94,302) 27,367 51,169 79,649 (69,735) 23,755 33,669 (1,513) (62) 68,812 118,406 3,506 0 31,637 68,812 118,406 68,812 Consolidated cash flow +(–) Consolidated cash flow from operating activities +(–) Consolidated cash flow from investing activities +(–) Consolidated cash flow from financing activities Change in liquid funds within the group +(–) Effect of exchange rate fluctuations +(–) Consolidation-related changes in funds + Opening balance of liquid funds within the group CLOSING BALANCE OF LIQUID FUNDS WITHIN THE GROUP 2 Comprising: cash on hand, checks, cash in banks and time deposits The following notes to the consolidated financial statements form an integral part of the consolidated statement of cash flows. CONSOLIDATED STATEMENT OF CASH FLOWS 0 81 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE FINANCIAL YEAR 2015 OF KTM AG, MATTIGHOFEN, AUSTRIA EURk Share capital Reserves including retained earnings Revaluation reserve Cash flow hedge reserve Foreign currency translation reserve Total Noncontrolling interests Total consolidated equity As at January 1, 2014 Currency translation Financial instruments Actuarial losses Other comprehensive income 10,845 0 0 0 0 257,796 0 0 (1,808) (1,808) 17,235 0 0 0 0 (2,539) 0 (1,043) 0 (1,043) (887) 1,266 0 0 1,266 282,450 1,266 (1,043) (1,808) (1,585) 393 0 0 0 0 282,843 1,266 (1,043) (1,808) (1,585) Profit for the financial year Total comprehensive income 0 0 57,037 55,229 0 0 0 (1,043) 0 1,266 57,037 55,452 125 125 57,162 55,577 0 (10,845) 0 0 0 (10,845) 0 (10,845) 10,845 302,180 17,235 (3,582) 379 327,058 517 327,575 Currency translation Financial instruments Actuarial losses Other comprehensive income 0 0 0 0 0 0 (210) (210) 0 0 0 0 0 4,346 0 4,346 695 0 0 695 695 4,346 (210) 4,832 0 0 0 0 695 4,346 (210) 4,832 Profit for the financial year Total comprehensive income 0 0 63,856 63,645 0 0 0 4,346 0 695 63,856 68,687 68 68 63,924 68,756 0 55 0 0 0 55 (155) (100) 0 0 0 0 0 0 (150) (150) 0 10,845 (16,268) 349,614 0 17,235 0 764 0 1,075 (16,268) 379,532 0 281 (16,268) 379,814 Dividends to owners of the parent company As at December 31, 2014 (= January 1, 2015) Purchase of shares in subsidiaries Dividends to non-controlling interests Dividends to owners of the parent company As at December 31, 2015 082 Attributable to the owners of the parent company K TM CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR 2015 OF KTM AG, MATTIGHOFEN, AUSTRIA I. THE COMPANY KTM AG has its registered office in Mattighofen, Stallhofnerstrasse 3, Austria, and has been recorded in the commercial register at the Provincial Court as Commercial Court of Ried im Innkreis under file number FN 107673 v. KTM AG engages in the development, production and distribution of motorized vehicles for recreational purposes (power sports), in particular under the KTM and Husqvarna brands, and holds stakes in entities engaging in the development, production and distribution of such equipment. As of December 31, 2015, the KTM group includes 39 subsidiaries, located in Austria, the United States, Japan, South Africa, Mexico, and India and in various other countries of Europe and Asia, which are included within the consolidated financial statements. Furthermore, the KTM group has equity holdings inter alia in general importers that are based in important distribution markets (New Zealand and Dubai) as well as in various flagship stores in Austria and Germany. Major sales markets include the USA, Germany, Australia, France, the UK, Italy, Spain, Austria, Canada, Malaysia and other European countries. The company is part of the same group as Pierer Konzerngesellschaft mbH, Wels (ultimate group parent) and its affiliates, and is included within that group parent’s consolidated financial statements. These consolidated financial statements shall be filed with the Provincial Court as Commercial Court of Wels under file number FN 134766 k and are the consolidated financial statements for the largest scope of consolidation. The consolidated financial statements for the smallest scope of consolidation are drawn up by CROSS Industries AG, Wels, and shall be filed with the Provincial Court as Commercial Court of Wels under file number FN 261823 i. II. PRINCIPLES OF FINANCIAL REPORTING AND ACCOUNTING POLICIES 1. PRINCIPLES OF FINANCIAL REPORTING The consolidated financial statements as of December 31, 2014 and December 31, 2015 were prepared in accordance with the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB) and in accordance with the interpretations of the International Financial Reporting Interpretations Committee (IFRIC) insofar as they are applied in the European Union. The additional requirements stipulated by sec. 245a para. 1 of the Austrian Commercial Code (UGB) were also met in this context. The figures in the consolidated financial statements are reported in the functional currency of the group parent, the euro. Unless deviations from the general rule are indicated specifically, all amounts are rounded to 1,000 euros (EURk), which may give rise to rounding differences. NOTES / PRINCIPLES OF FINANCIAL REPORTING AND ACCOUNTING POLICIES 083 The group financial statements were approved by the Executive Board on February 16, 2016 (prior year: February 11, 2015) for review by the Supervisory Board, for submission to the Annual General Meeting and for subsequent publication. Within the scope of the review, it is required to perform, the Supervisory Board may require changes to be made to the consolidated financial statements. The following amendments to existing IFRSs and new IFRSs and IFRICs have been passed by the IASB and adopted by the European Commission. Their application consequently became mandatory as from January 1, 2015 or June 17, 2014: p IFRIC 21 Levies p Annual improvements (2011–2013 cycle) The first-time adoption of the indicated IFRS did not cause any major changes compared to the prior year. The accounting and valuation methods were not changed. Future amendments to financial accounting principles The IASB and the IFRIC have passed further standards and interpretations, application of which was not mandatory during the 2015 financial year and/or which have not yet been adopted by the European Commission. These are the following standards and interpretations: Standard / amendment IASB date of application Endorsement by EU EU date of application Jan. 1, 2018 Jan. 1, 2018 Jan. 1, 2019 No No No – – – Jul. 1, 2014 Jul. 1, 2014 Jan. 1, 2016 Jan. 1, 2016 Jan. 1, 2016 Jan. 1, 2016 Yes Yes Yes Yes Yes Yes Feb. 1, 2015 Feb. 1, 2015 Jan. 1, 2016 Jan. 1, 2016 Jan. 1, 2016 Jan. 1, 2016 Jan. 1, 2016 Jan. 1, 2016 Yes Yes Jan. 1, 2016 Jan. 1, 2016 Jan. 1, 2016 No – Unspecified time No – New standards and interpretations IFRS 15: Revenue from Contracts with Customers IFRS 9: Financial Instruments IFRS 16: Leases Amended standards and interpretations IAS 19: Defined Benefit Plans: Employee Contributions Annual Improvements to IFRS 2010–2012 IAS 1: Disclosure Initiative IAS 27: Equity Method in Separate Financial Statements IAS 16 and IAS 41: Bearer Plants Annual Improvements to IFRS 2012–2014 IAS 16 and IAS 38: Clarification of Acceptable Methods of Depreciation and Amortisation IFRS 11: Accounting for Acquisitions of Interests in Joint Operations IFRS 10, IFRS 12 and IAS 28: Investment Entities: Applying the Consolidation Exception IFRS 10 and IAS 28: Sale or Contribution of Assets between an Investor and its Associate or Joint Venture The standards with material effects on the KTM group are explained briefly below. p IFRS 15 defines when and at what amount revenues should be recognized. In addition, preparers of financial statements must provide recipients of financial statements with more informative and more relevant details than before. The standard provides a single, principles-based, five-stage model to be applied to all contracts with customers. First-time application will lead to adjustments in internal processes and documentation, as well as to additional disclosures in the notes. However, no material effects on the net assets, financial position or earnings performance of KTM AG are expected. 084 K TM CONSOLIDATED FINANCIAL STATEMENTS p IFRS 16 governs the accounting treatment of leases. IFRS 16 governs the recognition, measurement and disclosure in the financial statements and notes of leases. The standard specifies a single accounting treatment for lessees. This model requires the lessee to record all assets and liabilities under lease arrangements in the statement of financial position except where the lease is for a term of 12 months or less or the asset is of low value (in which cases application is optional). Lessors must continue to discriminate between finance leases and operating leases in their financial statements. The effects on the KTM group financial statements are being examined. It is expected that the recognition of leases in the statement of financial position will lead to an increase in the carrying values of property, plant and equipment and of financial liabilities. p In June 2014 the IASB published IFRS 9 Financial Instruments, which amends the provisions governing the recognition and measurement of financial assets, the impairment provisions, and the provisions on hedge accounting. The effects of IFRS 9 on KTM are still being investigated. The new impairment provisions, recognition of expected loss, and the simplifications of hedge accounting particularly affect KTM. No major changes are expected as regards classification and measurement of financial instruments. p Other amended standards and interpretations are either irrelevant to the KTM group or have no material impact. The financial reporting of the entities included within the consolidated financial statements is based on the uniform financial reporting provisions. These provisions were applied by all the entities included. All subsidiaries prepare their financial statements as at the same date as the group financial statements. The financial statements of all major domestic and foreign entities included in the Company’s financial statements by full consolidation for which an audit is required by national regulations or was performed voluntarily were audited by independent certified public accountants, and unqualified audit opinions were issued on them. 2. SCOPE OF CONSOLIDATION The scope of consolidation is based on application of IFRS 10 and 11. All material subsidiaries are fully consolidated in the consolidated financial statements in addition to KTM AG. Subsidiaries are companies controlled by the group. The group controls a company if it is exposed to fluctuating returns as a result of its commitment in the company or has rights to such returns and has the ability to influence these returns by using its power of disposition over the company. The financial statements of subsidiaries are included in the consolidated financial statements from the moment control begins and until the moment control ends. A materiality threshold is set in the group to determine the scope of consolidation. Companies whose business is dormant or of low volume and that are insignificant for the presentation of a true and fair view of the net assets, financial position and earnings performance are not consolidated but are reported as other non-current assets and measured at amortized cost or written down for impairment. The total statement of financial position assets, total net assets and total profit/loss of these companies comes to less than 1% of the consolidated total. Accordingly, 39 companies were fully consolidated in the KTM group, in addition to the group parent. The entities included in the consolidated financial statements are specified in the schedule of equity holdings as of December 31, 2015 (see annex to the notes to the financial statements). An associate is a company on which the group has significant influence. Significant influence is the possibility of participating in the financial and business decision-making processes of the company in which the participation is held. In this respect there is neither control nor joint control of the decision-making processes. The results, assets, and liabilities of material associates are consolidated in these financial statements using the equity method. Under the equity method, investments in associates are included in the consolidated statement of financial position at cost, adjusted for changes in the group’s share of the profit or loss and other income of the associate after the acquisition date. Three associates are measured under the equity method in the KTM group. NOTES / PRINCIPLES OF FINANCIAL REPORTING AND ACCOUNTING POLICIES 085 The reporting date for all companies included in the KTM AG group financial statements is December 31, 2015. Where an associate accounted for using the equity method prepares its financial statements as at a different date, an interim set of financial statements is prepared for consolidation purposes. Changes in the scope of consolidation in 2015 were as follows: Full consolidation As at January 1 Additions Disposals As at December 31 In Austria Abroad At equity measurement 2015 2014 2015 2014 39 2 2 39 38 1 0 39 3 0 0 3 3 0 0 3 6 7 1 1 33 32 2 2 Husqvarna Motorsports, Inc., Murrieta, USA, and Husqvarna Motorcycles SA Pty Ltd, Northriding, South Africa, were established during the first half of 2015 and have thus been included in the scope of consolidation for the first time. KTM Events & Travel Services AG (in liquidation) was deconsolidated in 2015 and is thus no longer included in the consolidated financial statements of KTM AG. Due to the loss of control, a loss on deconsolidation of EUR 146k was recognized in the income statement under other operating expenses. Control of cash totaling EUR 62k was also lost. KTM AG received no remuneration in relation to the deconsolidation of KTM Events & Travel Services AG during 2015. The table below shows the main groups of assets and liabilities disposed of: EURk Cash and cash equivalents Intercompany trade receivables Other current assets Intercompany trade payables Other current liabilities Equity 62 684 8 40 8 706 The number of fully consolidated entities also reduced by one company due to the transfer of the operating business of KTM Motorrad AG to KTM AG and the subsequent merger of KTM Immobilien GmbH into KTM Motorrad AG. KTM Motorrad AG was subsequently transformed into a GmbH and renamed KTM Immobilien GmbH. 086 K TM CONSOLIDATED FINANCIAL STATEMENTS An abridged representation of the KTM group structure looks as follows: KTM AG KTM Technologies GmbH KTM Immobilien GmbH KTM Sportmotorcycle GmbH KTM Sportcar GmbH Sales companies Husqvarna Motorcycles GmbH Sales companies KTM AG is listed and forms the ultimate group parent of the KTM group. Following the transfer to KTM AG of the operating business of KTM Motorrad AG during 2015, the corporate object of KTM AG now covers the development and production of motorcycles under the KTM and Husqvarna brands and of the X-Bow supercar. All group head office functions such as procurement, quality management, logistics, motorsport, finance and accounting and human resources are contained within KTM AG. It holds direct equity interests in the material group companies located in Austria and controls most of the KTM group’s financing arrangements. The sales companies KTM Sportmotorcycle GmbH and Husqvarna Motorcycles GmbH distribute the two brands’ motorcycles and spare parts directly to European dealers and global importers. Markets in the United States, Mexico, South Africa, Japan and Greece are served via local sales subsidiaries which carry their own inventories. The two companies in turn hold participations in a total of 22 domestic and foreign marketing companies that provide marketing and related services in the local markets for KTM Sportmotorcycle GmbH and Husqvarna Motorcycles GmbH. KTM Sportcar GmbH markets the X-Bow supercar. KTM Technologies GmbH provides services in vehicle and product development along with consultancy, particularly in lightweight construction and fiber composites for group companies and third parties. The KTM group’s land and buildings are bundled in KTM Immobilien GmbH. 3. CONSOLIDATION METHODS Equity consolidation: New acquisitions are consolidated for the first time using the acquisition method in accordance with IFRS 3. This means that at the acquisition date, i.e. the date when the power to exercise control is obtained, the remeasured identifiable assets and liabilities of the acquired business entity are contrasted to the consideration paid and, if applicable, to the amount reported for the non-controlling interests and the fair value of the interests already held at the acquisition date. Any positive balance is capitalized as goodwill; any negative balance is recognized as an income item, “Gain on a bargain purchase”, in the consolidated income statement after reassessing the values reported. Any acquisition-related costs are recognized as an expense. Transactions with owners of non-controlling interests that do not result in a loss of control are recognized directly, and exclusively, in equity without any restatements of the assets and liabilities of the company or its goodwill. NOTES / PRINCIPLES OF FINANCIAL REPORTING AND ACCOUNTING POLICIES 0 87 With the equity method, the interests in associates are recognized in the consolidated statement of financial position at their cost of acquisition plus any changes in the group’s portion of the net assets of the associate after the acquisition. The goodwill related to an entity measured by the equity method is comprised in the carrying amount of the investment and is not amortized separately. All receivables and liabilities, expenses and income resulting from the settlement of accounts among the included entities, as well as all intra group results from intragroup sales of inventories were eliminated. During the financial year just ended, no material results arose from intragroup sales of property, plant and equipment or intangible assets. Deferred taxes from consolidation are recognized in the consolidation procedures that impact profit or loss. Currency translation: In the separate financial statements of the consolidated entities, any transactions made in foreign currency are posted at the exchange rate valid on the transaction date. On the statement of financial position date, foreign currency items are translated at the closing rate at the end of the respective reporting period. Any and all differences in rates are recognized in the separate financial statements as expenses or income in the period in which they arise. The group currency is the euro. The subsidiaries located outside the euro zone are regarded as entities that are economically independent. In line with the concept of the functional currency, the assets and liabilities shown in the separate financial statements of these entities, including any goodwill reported and any value adjustments resulting from initial consolidation, were translated using the mean rate of exchange valid on the statement of financial position date, and the items of the consolidated income statement were translated using the weighted average rate of exchange of the financial year. Any foreign exchange gains or losses resulting from such currency translation are recognized in other comprehensive income. Foreign exchange differences arising on non-current financial receivables that represent net investments in foreign operations are recognized in other comprehensive income. The exchange rates used for translating the currencies of material effect for the consolidated financial statements saw the following development: Year-end rate CHF JPY USD ZAR MXN Weighted average rate Dec. 31, 2015 Dec. 31, 2014 2015 2014 1.0835 131.0700 1.0887 16.9530 18.9145 1.2024 145.2300 1.2141 14.0353 17.8679 1.0646 133.6310 1.1046 14.2805 17.6706 1.2127 140.5025 1.3211 14.3406 17.6453 4. ACCOUNTING POLICIES The financial reporting of the entities included within the consolidated financial statements is based on uniform accounting policies. These policies are identical to those of the financial year 2014, except for the standards applied for the first time. The consolidated statement of financial position is divided between non-current and current assets. The consolidated income statement is subdivided according to the cost of sales method. The consolidated statement of cash flows is drawn up according to the indirect method. As a matter of principle, any and all current assets and liabilities are realized or discharged within a period of twelve months after the statement of financial position date or within an operating cycle, as the case may be. All other assets and liabilities are realized or discharged outside this period of time as a matter of principle. 088 K TM CONSOLIDATED FINANCIAL STATEMENTS To increase the utility of the consolidated financial statements, some individual items and presentations have been reclassified as of December 31, 2015. Additionally, the notes have been partly reordered and disclosures in the notes have been adapted and/or enhanced. p In the consolidated income statement, amortization of capitalized development costs are disclosed from 2015 onwards under cost of sales, rather than under research and development expenses as previously. The prior year figures have been restated accordingly, leading to an increase of EUR 20,380k in cost of sales and a corresponding reduction in research and development expenses. p Certain items in the group statement of financial position have been condensed in order to improve clarity and informativeness. Goodwill is disclosed under intangible assets. Details are provided in note 14, Intangible Assets. p The title of the “Deferred tax” item disclosed under non-current assets has been changed to “Deferred tax assets”. p The definition of operating lease expenses is standardized group-wide. This item now also includes long-term rents for land and buildings on third party land. Prior year disclosures under note 29, Leases have been restated accordingly. Consolidated income statement Revenues, minus cash discounts, customer bonuses, and rebates, are recognized after the passing of the risk or, as the case may be, after the time when performance was rendered. The regulations of IAS 11 concerning make-to-order production (percentage-of-completion method) are not applicable due to the nature of the products made. Other operating income is realized when economic benefit is likely to arise from the underlying contract and a reliable determination of the income has been made. Interest income is realized pro rata temporis taking into account the effective yield, and dividend income is recognized when the right to dividend payment arises. Consolidated statement of financial position Property, plant and equipment are recognized at acquisition or production costs less depreciation. Depreciation is determined by the straightline method and is based on the following expected useful lives: Useful life Buildings Machinery/tools Office furniture and equipment 10 to 50 years 2 to 10 years 3 to 8 years The costs of self-constructed property, plant and equipment comprise direct costs including an allocation of production overheads (indirect materials and indirect labor). Financing costs resulting from the direct attribution of borrowings and/or from the application of an average interest rate to the expenses incurred, are not capitalized due to the absence of qualifying assets as defined in IAS 23. NOTES / PRINCIPLES OF FINANCIAL REPORTING AND ACCOUNTING POLICIES 089 If property, plant, and equipment are financed by leasing contracts in which the material opportunities and risks devolve to the lessee, they are recognized as finance leasing. They are recognized at the lower of the fair value or present value of the minimum lease payments to be expected in the future. They are reported under property, plant, and equipment; the corresponding payment obligations are reported under financial liabilities. Depreciation takes place on a straight-line basis over the economic useful life or, if shorter, over the term of the leasing contract. Lease payments are divided into interest and redemption components. The interest component of lease payments is recognized directly in the consolidated income statement. The KTM group determines whether a property is regarded as an investment property for the purposes of IAS 40 on the basis of the following criteria. In accordance with IAS 40.5, an investment property is a property which KTM owns or leases under a finance lease to earn rental income or to achieve capital appreciation or both. This definition excludes properties that are held for use in the production or supply of goods or services or for administrative purposes and properties that are held for sale in the ordinary course of the entity’s business or are in the process of construction or development for such sale. Goodwill is not amortized but subjected to an annual impairment test. The two brands “KTM” and “Husqvarna” are seen as cash-generating units at KTM. The corporate assets of the cash-generating unit are compared with the value in use. Where the latter is lower, an impairment charge is made accordingly, unless the fair value (net of costs to sell) is higher. The value in use is calculated using the discounted cash flow method assuming a pre-tax WACC of 10.08% (prior year: 10.47%). The cash flows used in the impairment test are based on the most recent medium-term planning figures approved by the Supervisory Board. Medium-term planning usually entails a planning horizon of five years. Beyond the detailed planning horizon, cash flows for the fifth financial period planned in detail are used as the basis for calculating a perpetuity value. The assumption is made that the business will be a going concern and no growth discount is applied. Medium-term planning is based on internal assumptions concerning future development of sales, prices, and costs, the future opening up of new markets, and the composition of the product mix. The assumptions are based mainly on the wealth of experience gained over many years and management assessments. The utility values calculated are checked for plausibility using the multiples method and scenarios are computed regarding the discount rate and budgeted future EBITs. Management has determined, as in the prior year, that no plausible change in the material assumptions could cause the carrying value to exceed the recoverable amount. Intangible assets, if acquired for valuable consideration, are capitalized at cost and are measured less amortization. Unless stated separately, the amortization period for software and licenses is three to five years. For intangible assets generated internally, the production period is subdivided into research, development and model update phases. The costs incurred during the research and model update phases are immediately recognized in profit or loss. Expenditures incurred during the development phase are capitalized as intangible assets if the developed product or process meets certain requirements confirming the future benefit of such expenditure, i.e. primarily if technical feasibility and marketability have been achieved. Intangible assets generated internally are measured at cost less amortization and write-downs. Amortization is effected using the straight-line method and is based on a useful life of five years. Capitalized development costs that can be clearly attributed to specific products or procedures are amortized from the commencement of series production. 090 K TM CONSOLIDATED FINANCIAL STATEMENTS Intangible assets of indeterminate useful life, such as the “KTM” brand (recognized at a value of EUR 61,103k in the course of the initial purchase price allocation), are not amortized but are instead subjected to an annual impairment test. Any necessary impairment is accounted for in profit and loss. The Executive Board assumes an indeterminate useful life for the “KTM” brand because the rights are not subject to any restrictions as to time, in law or by contract in the relevant markets and because the sustained public awareness of the brand indicates that there has been no loss of economic value. The KTM brand is attributed to the KTM cash-generating unit. Brand measurement is based on fair value less disposal costs and measurement takes place on the basis of the relief from royalty method. The royalty rate in the amount of 1.5% of the revenues, which forms the basis for measurement, was derived from comparable publicly available license agreements. The impairment test as at December 31, 2015 was performed analogously to the goodwill impairment test on the basis of the current five-year planning figures. An asset-specific cost of capital of 12.1% (prior year: 14.0%) was taken as the discounting rate. This was made up of the group pre-tax WACC of 9.1% (prior year: 11.0%) plus a risk premium for the brand of 3.0% (prior year: 3.0%). The risk premium was derived on the basis of the WACC-to-WARA concept. The value-determining parameters that are material when measuring the “KTM” brand are the discount rate, the royalty and the budgeted revenues. Sensitivity analysis for these parameters indicates, as in the prior year, that no plausible change in the material assumptions could cause the carrying value to exceed the recoverable amount. Deferred taxes items are included to account for future tax effects expected to result from business transactions that have already been recorded either in the consolidated financial statements or in the tax accounts of the KTM group (temporary differences). Deferred taxes relating to tax loss carry forwards are calculated taking into account their timely realizability. Deferred tax assets and deferred tax liabilities are reported on a net basis if they are subject to the same tax jurisdiction and have similar terms. Deferred taxes items for the differences between the tax base of fully consolidated interests or interests measured at equity and the corresponding consolidated equity are created only if realization in the foreseeable future is probable. The calculation is based on the income tax rate customary in the respective country at the time when the difference in value is expected to be reversed. Financial instruments Purchases and sales of any and all financial instruments are recognized as of the respective settlement date. Primary financial instruments Securities (held for trading) are measured at their fair value as at the reporting date. Generally, the stock-exchange prices as at the reporting date are taken as fair values. Changes in measurement are recognized in profit and loss. Other financial assets (financial assets available for sale) are measured at their fair value on the statement of financial position date. As a matter of principle, the stock-exchange prices valid as of the statement of financial position date are recognized as the fair value; changes in the measurement are recognized in other comprehensive income, provided such changes are material. Other non-current financial assets include equity instruments that are not quoted in an active market and whose fair value cannot be reliably measured. These are accounted for at cost less impairment. There is currently no plan to dispose of these participations. Impairment losses are recognized for financial assets if there is objective evidence. Such objective evidence includes, for instance, financial difficulties, insolvency, breach of contract or considerable delay in payment by the obligor or issuer. In the case of an investment in an equity instrument, a significant or prolonged decline in the fair value below its cost is objective evidence of impairment. The group regards a decline by 20% as significant and a period of nine months as prolonged. NOTES / PRINCIPLES OF FINANCIAL REPORTING AND ACCOUNTING POLICIES 0 91 Cash and cash equivalents include cash on hand and in banks, checks and time deposits with a fixed term of not more than three months (calculated from date of acquisition) and are measured at the fair value they have as of the statement of financial position date. Receivables and other assets upon initial recognition are measured at fair value and in subsequent periods are measured at amortized cost. Foreign currency receivables are recognized in the amount translated at the closing rate at the end of the respective reporting period, less necessary impairment losses to be recorded on account of identifiable risks. Financial receivables are classified as “Loans and receivables” and measured at amortized cost. Individual value adjustments of financial assets will only be made if they are regarded as uncollectable or partly uncollectable. Individual value adjustments are deemed indicated in the case of financial difficulties, insolvency, breach of contract or considerable delay in payment on the part of the customer. The individual value adjustments consist of numerous separate items none of which is material if considered on its own. Financial assets will only be derecognized directly if the contractual rights to receive payments on the financial assets no longer exist (in particular in the case of insolvency). If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognized, the previously recognized impairment loss is reversed either directly or by adjusting the allowance account. Financial liabilities are measured at amortized cost. Financial liabilities are classified as “Other financial liabilities”. Any difference between the amount received and the repayment amount is distributed over the time to maturity by means of the effective interest method and recognized in the financial result. The issuing costs incurred in connection with bonds are recognized as an expense over the time to maturity. Liabilities are measured at amortized cost. Liabilities denominated in foreign currencies are translated at the exchange rate ruling on the reporting date. Derivative financial instruments and hedges The group enters into derivative financial instruments (foreign currency forwards and interest rate swaps) to hedge the foreign currency and interest rate risk. The objective behind the use of derivative financial instruments is offsetting the diversity of cash flows from future transactions. Expected revenues in foreign currencies serve as the basis for planning future cash flows. In accordance with IAS 39, derivatives are generally measured at market values. The KTM group applies the rules for cash flow hedge accounting defined by IAS 39 to these derivative financial instruments. Fair value hedge accounting is not applied within the KTM group. A cash flow hedge is present if variable cash flows from recognized assets and/or liabilities or forecast transactions that are subject to a market price risk are being hedged. If the requirements for a cash flow hedge are met, the effective portion of the change in the market value of hedging instruments has to be recognized directly in the consolidated equity, but is not recognized in profit or loss before the transaction constituting the hedged item has occurred. Where foreign currency hedging instruments are used, subsequent changes in the market value of the derivatives are recognized in profit and loss. From that date, the change in the market value can be compared to the end-of-period closing rate of the foreign currency trade payables or foreign currency trade receivables. Any changes in earnings that may be caused by the ineffectiveness of the derivative financial instruments are recognized in profit or loss in the consolidated income statement. The application of hedge accounting requires certain conditions to be met. For one thing, documentation of the hedging relationship must be available and, for another, the effectiveness of the hedge, to be determined by periodical measurements, must lie between 80% and 125%. By testing the effectiveness of the hedge, the effective offsetting of unrealized losses and unrealized gains is documented. 092 K TM CONSOLIDATED FINANCIAL STATEMENTS To measure the effectiveness of a currency hedge, the hedged items and the hedging transactions are grouped together in so-called maturity bands according to the hedged risk. The maturity bands should not cover more than one quarter-year. The hedging relationship is tested prospectively by comparing the material conditions (maturity, etc.) of the hedged item and the hedging transaction. Hedge effectiveness is measured retrospectively using the dollar offset approach. This involves comparing and assessing the changes in the fair value of the hedged item and the changes in the fair value of the hedging transaction. In the case of interest rate hedges, prospective effectiveness is measured using a sensitivity analysis, and retrospective effectiveness testing is performed using the dollar offset approach. Hedging transactions that do not meet the criteria for hedging instruments within the meaning of IAS 39 qualify as trading transactions and are classified as “at fair value through profit or loss” (held for trading). Changes in the market value are recognized in their full amount in profit or loss in the current period and shown in the financial result. Derivatives are measured at fair value. The fair value is the market value and is determined using accepted methods of financial mathematics. This is based on market data available as at the reporting date (interest rates, exchange rates etc.). Forward currency contracts are measured using the closing rate on the reporting date. In the case of positive market values, the credit rating of the counterparty is included in the measurement by means of a credit value adjustment (CVA). In the case of negative market values, a debit value adjustment (DVA) is deducted in order to account for the own risk of default. Special models are used to estimate the measurement. They are checked for plausibility by means of bank valuations. Inventories are measured at the lower of cost or net realizable value on the reporting date. Net realizable value is the estimated proceeds less estimated selling costs. Inventories are measured using the average cost method based on an examination of expected turnover, with allowances being made for limited usability. The economic value of existing inventories is also reviewed on a case-by-case basis and additional allowances are made as required for slow-moving items or items with limited possibilities of sale. Costs of acquisition include all costs that were incurred in order to bring the object to its required condition and to the relevant location. Costs of conversion comprise direct material and production costs based on normal capacity usage, plus appropriate portions of materials and production overheads. Administrative overheads and selling costs on the other hand do not form part of the costs of production. Interest on borrowings is not capitalized as the inventories do not constitute qualifying assets according to IAS 23. The obligations relating to social capital consist of obligations relating to severance pay and anniversary bonuses. KTM AG is obligated by law to make severance pay upon termination by the employer or upon retirement to all employees in Austria whose employment relationship commenced before January 1, 2003. This defined benefit obligation depends on the number of years of service and on the employee’s relevant remuneration at the time of the event giving rise to the severance pay, and it amounts to between two and twelve monthly remuneration payments. For all employees in Austria who joined after December 31, 2002, KTM AG pays a monthly 1.53% of their remuneration into a staff severance pay fund that invests the contributions on an account maintained for the employee; at the end of the employment relationship, the amount thus accumulated is paid out or the claim thereto is passed on. KTM AG is only obligated to pay contributions which are recognized as expenses in the financial year for which they were paid (defined-contribution obligation). Defined benefit obligations in respect of severance pay and anniversary bonuses are measured according to the projected unit credit method prescribed by IAS 19 (employee benefits), based on actuarial reports. Within the scope of this benefit/years of service method, both the conditional benefits known as of the statement of financial position date and the increases in salaries to be expected in the future are taken into account. This method is used to determine the present value of the defined benefit obligation (DBO), which is compared where required to the fair value of the plan assets as at the reporting date. NOTES / PRINCIPLES OF FINANCIAL REPORTING AND ACCOUNTING POLICIES 0 93 KTM AG is obligated under collective-bargaining agreements to pay its employees in Austria anniversary bonuses upon attaining a certain number of years of service (from 25 years of service upwards) (defined benefit obligation). In accordance with IAS 19, the actuarial result continues to be recognized directly in the consolidated income statement. The interest result is recognized under “Other financial result”. Any differences (actuarial gains or losses) resulting at year-end between the projected severance payment obligations and the actual value of the benefits are taken directly to other comprehensive income, net of any deferred taxation. Provisions are made if a liability is owed to third parties as a result of a past event, a claim is likely to be asserted, and a reliable estimate of the amount expected to become payable is possible. Provisions relating to warranties are made in profit or loss at the time when the products are sold. Government grants are taken into account as soon as there is assurance that they will be received by the KTM group and that the group can comply with the requirements that are imposed. As a matter of principle, subsidies are accounted for in the consolidated income statement on the basis of a direct connection with the corresponding costs that are to be compensated by means of the subsidies. Investment grants from public funds which cannot yet be allocated to expenses incurred and/or which must be repaid are stated in the consolidated financial statements under non-current liabilities. During 2015, KTM AG entered into a revolving facility for the financing of trade payables (supplier finance program) with an Austrian bank. Under this program, the bank offers suppliers the option to have accounts receivable from KTM AG discounted at the bank and paid out in advance of the due date. As the financing costs are based on the good credit rating of the KTM group, the program offers participating suppliers a low-cost way to obtain early settlement of their KTM AG receivables and thus optimize their working capital. KTM AG settles the liability on the due date by paying the invoiced amount to the bank. The program has been reviewed for compliance with civil law and with the stipulations of IAS 39. KTM AG remains legally bound by the original obligation, as from its point of view only the identity of the creditor changes while the content of the obligation remains unaltered. Furthermore, the program does not cause any new (additional) obligation to arise on the part of KTM AG to the bank. As the program leads to no substantial quantitative or qualitative changes in the contractual terms (as per the criteria set out in IAS 39.40 and IAS 39 AG 62), the payables concerned (EUR 34,338k; prior year: EUR 0k) are disclosed under trade payables and the cash flows under cash flow from operating activities. A contingent liability is a possible obligation that arises from past events and whose existence will be confirmed only by the occurrence or nonoccurrence of one or more uncertain future events not wholly within the control of the entity. Furthermore, a contingent liability is a present obligation that arises from past events but is not recognized because it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation or the amount of the obligation cannot be measured with sufficient reliability. Estimates and uncertainties in judgments and assumptions In the consolidated financial statements, certain estimates and assumptions have to be made that affect the recognized assets and liabilities, the disclosure of contingent liabilities as of the statement of financial position date and the presentation of income and expenses for the financial year. Estimates and assumptions are based on empirical values that the Executive Board deems appropriate. The amounts actually arising may differ from the estimates if assumed parameters develop contrary to expectations. If new conditions become known, they are duly taken into account and previous assumptions are revised accordingly. 094 K TM CONSOLIDATED FINANCIAL STATEMENTS p Assumptions are made in particular to assess the recoverability of goodwill and intangible assets of indeterminate useful life. Goodwill of EUR 78,566k (prior year: EUR 78,723k) was recognized at the reporting date, along with the KTM brand, which is valued at EUR 61,103k (prior year: EUR 61,103k) Annual checks by means of impairment testing as well as the sensitivity analysis are described in the chapter on accounting policies. p Deferred tax assets on tax loss carry forwards not subject to expiration are recognized based on the assumption that sufficient taxable income will be generated in the future to be able to use the tax loss carry forwards. In the case of uncertainties in the assumptions, corresponding value adjustments are recorded. Only tax loss carry forwards arising in Austria are recognized in the KTM group. As of December 31, 2015, deferred tax assets of EUR 0k (prior year: EUR 10,648k) were recognized in relation to loss carry forwards. p In cash flow hedge accounting, assessments are made regarding the occurrence of future cash flows. The planning of future cash flows is derived from sales planning and order volume planning, is checked for achievement of objectives on a monthly basis and checked for plausibility using past experience. In line with the internal guideline on currency hedges, foreign currency hedges are generally entered into on a rolling basis and cover a period of up to twelve months. The hedge ratio of the individual currencies is determined based on the planning uncertainty in the respective market, on the volatility of the currency and on hedging costs. Based on the importance of the individual currencies (volume, relevance for the result), they are aggregated by type, and different methods are applied accordingly. But the hedge ratio per currency must not exceed 80% of the foreign currency exposure. Details of sensitivities in relation to currency and interest rate risks are provided in note 28.2, Financial Risk Management. p Furthermore, estimation uncertainty exists with the recognition and measurement of obligations relating to social capital. Assumptions are made concerning the following factors: empirical values and demographic assumptions such as the retirement age of women/men and employee fluctuation as well as financial assumptions such as the discount rate and future wage and salary trends. Liabilities for severance pay entitlements of EUR 12,627k (prior year: EUR 11,645k) were disclosed as at the reporting date. For further details, refer to note 24, Employee Benefits. p Regarding provisions, estimates have been made in order to assess probabilities and determine the expected amount for measuring the obligation. These assumptions essentially concern provisions relating to guarantees and warranties. Based on past experience, a direct connection was established, per product group, between the guarantee and warranty expenses incurred and the revenues. The Executive Board, on the basis of longstanding experience, expects this relationship to remain stable. The average percentage of guarantee and warranty expenses in the revenues is checked several times a year and adjusted if necessary. The amount recognized as a provision is therefore derived as an average percentage, determined over a three-year observation period, of the guarantee and warranty expenses in the revenues. As at December 31, 2015 provisions for guarantees and warranties of EUR 8,088k (prior year: EUR 6,360k) were recorded. An average increase in the guarantee cost percentage of 10% would lead to an increase in the provision of EUR 685k (prior year: EUR 636k). Details of movements in the guarantee and warranty provisions are provided in note 25, Provisions. The following judgments were made in respect of the application of accounting policies in the KTM group. p Inclusion of group companies in the scope of consolidation: Evaluation of whether a controlling influence exists within the meaning of IFRS 10. Further details are provided under note 16, Other Non-current Assets. p Finance leases: Evaluations were made with respect to the criteria for classification as a finance lease. Further details are provided under note 13, Property, Plant and Equipment and note 29, Leases. NOTES / PRINCIPLES OF FINANCIAL REPORTING AND ACCOUNTING POLICIES 0 95 p Derecognition of receivables in connection with ABS agreements: Evaluations were made with respect to the conditions for derecognition under IAS 39. Further details are provided under note 28, Financial Instruments. p Investment Property: Evaluating the finance lease relationship recognized under Buildings, as described in note 29, Leases, required assumptions to be made regarding whether the property in question was an investment property as per IAS 40. The logistics center is predominantly used by the KTM group itself. A small portion is rented to third parties outside the group. These subleases to non-group lessees concern companies which have long-term relationships with the KTM group for the supply of goods or services, and represent an outsourced part of the KTM value chain. As the subleasing does not serve the purpose of earning rental income, but is instead carried out in the interests of the operating business, the section that is rented to non-group third parties is disclosed under property, plant and equipment and is not regarded as investment property. p Supplier finance: Assessments were made regarding the disclosure of liabilities in relation to the supplier finance program. Further details are provided under note 4, Accounting Policies. III. NOTES TO THE CONSOLIDATED INCOME STATEMENT 5. REVENUE Revenue by region EURk Austria Other Europe North America Other countries 2015 2014 43,986 468,174 301,767 208,560 39,358 422,449 201,522 201,307 1,022,487 864,636 2015 2014 425,359 390,616 37,951 3,214 857,141 347,359 329,263 34,463 2,665 713,750 165,346 1,022,487 150,886 864,636 Revenue by product group EURk Offroad sport motorcycles Street sport motorcycles Sportminicycles X-Bows Total – vehicles Parts, garments and accessories as well as other revenues less revenue reductions 096 K TM CONSOLIDATED FINANCIAL STATEMENTS 6. PRESENTATION OF EXPENSES BY FUNCTION The expense items shown in the consolidated income statement according to the cost of sales method can be classified by their function as follows: Cost of sales EURk Cost of materials and cost of purchased services Personnel expenses Depreciation and amortization relating to property, plant and equipment and to intangible assets Amortization of capitalized development costs Other operating expenses 2015 2014 640,895 42,415 540,198 35,342 12,925 24,514 (273) 720,477 9,412 20,380 8,960 614,292 Cost of sales includes income from foreign currency translation differences of EUR 13,968k (prior year: EUR 8,347k), measured at fair value through profit and loss. These exclude differences arising on the measurement of financial instruments. Selling and racing expenses EURk Cost of materials and cost of purchased services Personnel expenses Depreciation and amortization relating to property, plant and equipment and to intangible assets Other operating expenses Sponsorship income and contributions 2015 2014 12,059 48,029 16,912 40,341 3,432 76,351 (7,527) 132,345 2,513 60,809 (6,330) 114,245 2015 2014 4,884 10,394 2,885 6,558 1,401 6,693 (6,987) 16,385 1,380 5,289 (5,067) 11,044 Research and development expenses EURk Cost of materials and cost of purchased services Personnel expenses Depreciation and amortization relating to property, plant and equipment and to intangible assets Other operating expenses Subsidies Expenses disclosed under research and development expenses comprise research costs and non-capitalizable development costs. Personnel expenses before the effects of capitalizing development costs were EUR 30,064k (prior year: EUR 24,714k). As of 2015, amortization charged to capitalized development costs is disclosed under cost of sales. The prior year figures have been restated accordingly, leading to an increase of EUR 20,380k in cost of sales and a corresponding reduction in research and development expenses. NOTES / NOTES TO THE CONSOLIDATED INCOME STATEMENT 0 97 Infrastructure and administration expenses EURk Cost of materials and cost of purchased services Personnel expenses Depreciation and amortization relating to property, plant and equipment and to intangible assets Rental and leasing expenses Insurance expenses Other operating expenses 2015 2014 282 14,539 309 12,076 3,747 5,459 2,087 10,634 36,747 3,112 6,169 2,037 8,923 32,626 Sponsorship income and contributions are deducted from the corresponding expenses, as are subsidies. Total personnel expenses for 2015 before the effects of capitalizing development costs were EUR 119,162k (prior year: EUR 97,431k). Expenses for the auditor of the financial statements The expenses attributable to the financial year 2015 for the auditor of the financial statements, KPMG Austria GmbH Wirtschaftsprüfungsund Steuerberatungsgesellschaft, amount to EUR 200k (prior year: EUR 197k). Expenses in relation to other assurance services were EUR 14k (prior year: EUR 13k). Expenses in relation to miscellaneous audit-related advisory services were EUR 24k (prior year: EUR 91k). Employees Employees (annual average) Manual workers Clerical staff Employees as at December 31 Manual workers Clerical staff In Austria Abroad Employee numbers as stated include contract workers and external staff. 098 K TM CONSOLIDATED FINANCIAL STATEMENTS 2015 2014 1,009 1,371 2,380 863 1,193 2,056 1,062 1,453 2,515 866 1,277 2,143 2,100 1,761 415 382 7. OTHER OPERATING EXPENSES Other operating expenses of EUR 21,637 (prior year: EUR 17,353k) comprise customer service, guarantee and warranty expenses of EUR 21,491k (prior year: EUR 17,351k) and miscellaneous expenses of EUR 146k (prior year: EUR 2k). Miscellaneous expenses in 2015 include the loss arising on the deconsolidation of one subsidiary. 8.OTHER OPERATING INCOME Other operating income of EUR 210k (prior year: EUR 302k) includes income from the sale of fixed assets of EUR 185k (prior year: EUR 182k) and miscellaneous other operating income of EUR 25k (prior year: EUR 120k). 9. OTHER FINANCIAL RESULT The item other financial result consists of the following elements: EURk Foreign exchange valuation of bank deposits Valuation of securities Impairment of non-current financial assets Interest expenses for employee benefits Income from other investments 2015 2014 (1,617) 157 (710) (258) 64 (2,363) 3,107 0 (981) (328) 35 1,833 2015 2014 102 31 133 574 54 628 10. SHARE OF THE PROFIT OF ASSOCIATES ACCOUNTED FOR USING THE EQUITY METHOD EURk Kiska GmbH, Anif, Austria KTM New Zealand Ltd., Auckland, New Zealand NOTES / NOTES TO THE CONSOLIDATED INCOME STATEMENT 099 11. TAX EXPENSE The group’s tax expense and tax income are attributable to current taxes and deferred taxes as follows: EURk Current taxes Austria Abroad Deferred taxes Austria Abroad Consolidation level 2015 2014 3,416 3,220 6,636 3,314 2,905 6,219 16,534 340 (2,013) 14,861 21,497 9,828 (122) (2,451) 7,255 13,474 Income taxes comprise taxes on income payable in each country as well as deferred taxes. The Austrian companies of the KTM group are taxed at a corporate income tax rate of 25%. The calculation of foreign taxes is based on the laws and regulations that are in force or have been adopted in the individual countries. The tax rates applicable to foreign entities vary from 8.7% to 38.0%. The expected tax expense (derived from applying the group tax rate of 25% to the profit before tax of EUR 85,421k (prior year: EUR 70,636k)) and the actual tax expense disclosed are reconciled as follows: EURk Expected tax expense Effects of foreign tax rates Non-temporary differences Investment allowances Utilization of loss carry forwards Change in valuation allowances against losses carried forward Withholding tax Taxes in relation to prior periods Equity accounting Other 10 0 K TM CONSOLIDATED FINANCIAL STATEMENTS 2015 2014 (21,359) (714) (1,328) 1,467 (208) 0 222 281 17 125 (21,497) (17,659) (578) (951) 1,155 14 4,153 72 74 125 122 (13,474) The following loss carry forwards within the KTM group have been recognized as assets: EURk Dec. 31, 2015 KTM AG, Mattighofen, Austria Dec. 31, 2014 Loss carried forward Deferred tax assets Loss carried forward Deferred tax assets 0 0 42,593 10,648 Loss carry forwards recognized as assets relate exclusively to taxes payable to the Austrian tax authorities at the level of the group parent, KTM AG. Under current Austrian law, they may be carried forward indefinitely. Under Austrian corporation tax law, the annual offset is limited to 75% of taxable income. All remaining loss carry forwards were utilized during the year. Total deferred tax assets and liabilities were calculated from the following statement of financial position items: EURk Deferred tax assets Receivables and other current assets Inventories Financial assets Losses carried forward Employee benefits Provisions Liabilities Deferred tax liabilities Receivables and other current assets Intangible assets Property, plant and equipment Other Of which deferred tax assets Of which deferred tax liabilities Dec. 31, 2015 Dec. 31, 2014 0 6,676 446 0 2,221 2,044 1,454 12,841 732 4,721 367 10,648 3,365 1,609 671 22,113 (1,134) (43,614) (2,140) (100) (46,988) (34,147) 0 (38,332) (1,682) (111) (40,125) (18,012) 3,595 2,480 (37,742) (20,492) Deferred tax assets include amounts for remaining sevenths of write-downs of participations to going concern value pursuant to sec. 12 para. 3 no. 2 of the Austrian Corporate Tax Act (KStG) in the item financial assets, in the amount of EUR 1,787k (prior year: EUR 1,468). During the year under review, sevenths of EUR 391k (prior year: 427k) arising from partial write-downs were released. Deferred tax assets were recognized for all remaining sevenths in accordance with sec. 12 of the KStG, as the requirements set out in IAS 12.34 ff. were met. The temporary differences in the item “Intangible assets” result mainly from development costs (which are not capitalizable for tax purposes) and the quasi-permanent differences resulting from the recognition as an asset of the “KTM” brand. NOTES / NOTES TO THE CONSOLIDATED INCOME STATEMENT 101 As at December 31, 2015 (as at the previous year end), it was to be assumed either that under current tax regulations the differences between the value for tax purposes of equity interests in consolidated subsidiaries and the proportion of equity recognized in the consolidated IFRS financial statements (outside-basis differences), which arise largely from retained profits/uncovered losses, will remain untaxed in the foreseeable future, or that their reversal can be controlled by the group. It was also to be assumed either that the differences between the value for tax purposes of equity interests in holdings accounted for using the equity method and the carrying value of those holdings (outside-basis differences) will remain untaxed in the foreseeable future, or that their reversal can be controlled by the group. In accordance with IAS 12.39, no deferred tax was recognized in connection with the temporary differences of EUR 34,556k (prior year: EUR 119,095k) arising in connection with holdings in subsidiaries and financial investments accounted for using the equity method. Movements in deferred taxes are as follows: EURk Deferred tax (net) as at January 1 Deferred taxes recognized in the income statement Deferred taxes recognized in other comprehensive income Foreign currency translation Reclassification Deferred tax (net) as at December 31 2015 2014 (18,012) (14,861) (1,471) 197 0 (34,147) (16,698) (7,255) 951 240 4,750 (18,012) In 2014, a provision for tax audit risks of EUR 4,750k was reclassified as a tax liability. This provision was utilized in full during 2014 and 2015. 12. EARNINGS PER SHARE In accordance with IAS 33, earnings per share were calculated based on the consolidated profit after taxes attributable to the owners of the group parent and the annual average figure of shares of stock outstanding. As of December 31, 2014 and December 31, 2015, the number of shares outstanding was 10,845,000. The undiluted (= diluted) earnings per share are calculated as follows: Owners’ share in profits of the parent company Annual average shares outstanding Undiluted (= diluted) earnings per share 10 2 K TM CONSOLIDATED FINANCIAL STATEMENTS EURk unit EUR 2015 2014 63,856 10,845,000 5.89 57,037 10,845,000 5.26 IV. NOTES TO THE CONSOLIDATED STATEMENT OF FINANCIAL POSITION 13. PROPERTY, PLANT AND EQUIPMENT The tables below provide a breakdown of property, plant and equipment along with movements during the 2015 and 2014 financial years: EURk Land Buildings Machinery Fixtures and fittings tools and equipment Advance payments made and assets under construction Total COST OF ACQUISITION AND PRODUCTION As at January 1, 2014 Additions Transfers Disposals Currency translation As at December 31, 2014 10,484 4 0 0 13 10,501 67,709 7,581 805 (281) 812 76,626 12,388 1,742 57 (1,247) 5 12,945 152,971 11,461 6,792 (3,362) 888 168,750 7,274 21,892 (9,504) (328) 11 19,343 250,827 42,680 (1,851) (5,217) 1,728 288,165 As at January 1, 2015 Additions Transfers Disposals Currency translation As at December 31, 2015 10,501 543 (23) (332) 12 10,700 76,626 18,089 12,421 (78) 817 107,874 12,945 10,650 117,343 (9,471) 7 131,475 168,750 10,183 (106,832) (16,779) 991 56,313 19,343 18,228 (22,909) (173) 25 14,514 288,165 57,692 0 (26,834) 1,853 320,876 19 0 0 0 2 21 19,975 2,307 0 (142) 230 22,371 11,266 987 0 (1,247) 4 11,010 120,418 12,625 0 (3,150) 732 130,625 0 0 0 0 0 0 151,678 15,920 0 (4,539) 968 164,027 21 0 (21) 0 0 0 22,371 3,006 21 (30) 247 25,615 11,010 11,430 83,203 (9,452) 6 96,197 130,625 6,175 (83,203) (16,529) 756 37,825 0 0 0 0 0 0 164,027 20,611 0 (26,010) 1,009 159,637 10,480 54,255 1,935 38,125 19,343 124,138 10,700 82,259 35,278 18,488 14,514 161,239 ACCUMULATED DEPRECIATION As at January 1, 2014 Additions Transfers Disposals Currency translation As at December 31, 2014 As at January 1, 2015 Additions Transfers Disposals Currency translation As at December 31, 2015 Carrying amounts as at December 31, 2014 Carrying amounts as at December 31, 2015 During 2015, certain assets were reclassified between machinery and fixtures & fittings. Machinery used for production purposes is now disclosed under machinery in line with uniform group rules. NOTES / NOTES TO THE CONSOLIDATED STATEMENT OF FINANCIAL POSITION 10 3 Additions to buildings include assets of EUR 14,588k held under finance leases which had no cash flow effect in 2015. For more details, please refer to note 29, Leases. Additions to property, plant and equipment also include investments of EUR 7,657k (prior year: EUR 5,370k) which had not yet had any cash flow effect as of the reporting date. The application of IAS 36 did not result in any impairment losses or reversals of impairment losses in respect of property, plant and equipment during 2015. 14. INTANGIBLE ASSETS The tables below provide a breakdown of intangible assets along with movements during the 2015 and 2014 financial years: EURk Goodwill Development costs Concessions, industrial property rights and similar rights and benefits as well as licenses derived thereform Advance payments made and assets under construction Total COST OF ACQUISITION AND PRODUCTION As at January 1, 2014 Additions Transfers Disposals Currency translation As at December 31, 2014 95,977 0 0 0 8 95,985 129,427 35,499 0 (19,656) 0 145,271 89,227 2,616 51 (49) 145 91,989 0 3,567 1,800 (24) 0 5,343 314,631 41,683 1,851 (19,729) 153 338,589 As at January 1, 2015 Additions Transfers Disposals Currency translation As at December 31, 2015 95,985 0 0 (121) (43) 95,821 145,271 43,469 0 (31,368) 0 157,372 91,989 3,368 114 (4,172) 17 91,316 5,343 6,364 (114) 0 0 11,593 338,589 53,201 0 (35,661) (26) 356,102 ACCUMULATED AMORTIZATION As at January 1, 2014 Additions Transfers Disposals Currency translation As at December 31, 2014 17,261 0 0 0 1 17,262 53,001 17,860 0 (17,933) 0 52,928 12,822 2,908 0 (128) 41 15,643 0 0 0 0 0 0 83,084 20,768 0 (18,061) 42 85,833 As at January 1, 2015 Additions Transfers Disposals Currency translation As at December 31, 2015 17,262 0 0 0 (7) 17,255 52,928 22,548 0 (31,400) 0 44,076 15,643 3,260 0 (3,876) (36) 14,992 0 0 0 0 0 0 85,833 25,808 0 (35,275) (43) 76,323 Carrying amounts as at December 31, 2014 Carrying amounts as at December 31, 2015 78,723 78,566 92,343 113,296 76,346 76,324 5,343 11,593 252,755 279,780 10 4 K TM CONSOLIDATED FINANCIAL STATEMENTS Additions to intangible assets include additions of EUR 1,153k (prior year: EUR 1,855k) that had not yet had any cash flow effect as of the reporting date. An impairment charge of EUR 715k was recorded against development costs in relation to an asset which was not available for use, due to the termination of the project. In addition, one project available for use was subjected to an impairment charge of EUR 912k owing to changes in the assumptions made regarding future sales and the resultant impairment to value. Capitalized goodwill results from equity consolidation and breaks down as follows: EURk Goodwill in the KTM cash-generating unit Dec. 31, 2015 Dec. 31, 2014 78,566 78,723 In accordance with IAS 36 Impairment, the goodwill disclosed is not amortized but is tested for impairment on an annual basis. Testing in 2015 did not reveal a need to record an impairment loss. For the method of calculation, see the accounting policies section. By an assignment agreement dated September 17, 2013, KTM AG acquired the license right for the use of the Husqvarna brand from Pierer Industrie AG for EUR 10,000k. The license right is being amortized over its remaining useful life of 12 years. Another intangible asset is the value of the “KTM” brand. This was recognized at EUR 60,000k in the consolidated financial statements of KTM AG following the capital increase effected in December 2004 and the ensuing full consolidation of the KTM group, and subsequently increased by EUR 1,103k in 2010 due to a payment on account made to KTM Kühler GmbH, Mattighofen; the brand value is subjected to an annual impairment test in accordance with IAS 36. As of December 31, 2015, this test did not reveal a need to record an impairment loss. For the method of calculation, see the accounting policies section. 15. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD Investments in associates included under the equity method are regarded individually as immaterial. Associates comprise strategic minority interests in KTM New Zealand Ltd., Auckland, New Zealand, and KTM Middle East Al Shafar LLC, Dubai, United Arab Emirates, and a holding in Kiska GmbH, Anif, Austria. KTM New Zealand Ltd. and KTM Middle East Al Shafar LLC function as general importers for products with the KTM and Husqvarna brands in their respective markets. Kiska GmbH is a design business that provides development and design services for KTM. The reporting date of Kiska GmbH is March 31. The reporting date of KTM New Zealand Ltd is June 30. The reporting dates were set when the companies were founded or at any rate before the equity interests were acquired by KTM. A change in the accounting date is not sought on account of materiality considerations. For the purposes of accounting under the equity method, unaudited interim financial statements at December 31 were used. NOTES / NOTES TO THE CONSOLIDATED STATEMENT OF FINANCIAL POSITION 105 The amount of holding in Kiska GmbH has increased by 1.1% to 26%. The percentage interests in the remaining associates otherwise were unchanged during 2015. Movements in carrying values are as follows: EURk Carrying value of holding as at January 1, 2014 Share of net profit for the year Dividend distribution Carrying value of holding as at December 31, 2014 (= January 1, 2015) 2,422 628 (129) 2,920 Share of net profit for the year Foreign currency translation reported in other comprehensive income Dividend distribution Acquisition of holdings in entities accounted for using the equity method Carrying value of holding as at December 31, 2015 133 (5) (78) 94 3,064 16. OTHER NON-CURRENT ASSETS EURk Non-consolidated subsidiaries and financial investments not accounted for under the equity method Other non-current financial assets Dec. 31, 2015 Dec. 31, 2014 1,575 0 1,575 1,762 39 1,801 The following information is provided in relation to non-consolidated structured entities: During 2014, KTM Immobilien GmbH entered into a property lease as lessee. The lessor is Oberbank Mattigtal Immobilienleasing GmbH. This is a project company whose sole purpose is the construction of the KTM logistics center in Munderfing. It is 90% owned by Oberbank Leasing Gesellschaft mbH, with the remaining 10% being held by KTM Immobilien GmbH (carrying value of holding: EUR 49k). The lease is treated as a finance lease in the KTM group financial statements. See note 29, Leases. As KTM Immobilien GmbH has no power of decision over the relevant returns, the lessor company is excluded from the scope of consolidation of KTM AG due to lack of control, in accordance with IFRS. The 10% holding in Oberbank Mattigtal Immobilienleasing GmbH represents a financial interest in an equity instrument. It is measured in accordance with IAS 39 and recognized at amortized cost due to its non-marketability. No intention or obligation currently exists to provide financial or other assistance to Oberbank Mattigtal Immobilienleasing GmbH. 10 6 K TM CONSOLIDATED FINANCIAL STATEMENTS 17. INVENTORIES EURk Dec. 31, 2015 Dec. 31, 2014 Raw materials and supplies Work in progress Finished goods and merchandise 18,098 13,105 130,091 161,295 17,798 12,190 111,578 141,566 Inventories (gross) Write-down Inventories (net) 187,220 (25,925) 161,295 164,683 (23,117) 141,566 Inventories of EUR 110,683k (prior year: EUR 103,697k), excluding raw materials and supplies, were recognized at their net recoverable value. 18. RECEIVABLES Receivables are broken down as follows: EURk From third parties From affiliates From associates From non-consolidated associates and non-consolidated subsidiaries Dec. 31, 2015 Dec. 31, 2014 82,291 43 3,581 2,287 88,202 65,080 54 3,158 2,057 70,349 The gross value of third-party trade receivables is stated net of individual allowances of EUR 1,908k (prior year: EUR 1,696k). No general allowances were made. The allowances to receivables developed as follows: EURk As at January 1, 2014 Exchange rate differences Additions Utilization Reversals As at December 31, 2014 1,784 4 468 (416) (144) 1,696 Exchange rate differences Additions Utilization Reversals As at December 31, 2015 44 540 (267) (105) 1,908 Expenses for the complete derecognition of trade receivables amounted to EUR 300k (prior year: EUR 126k). NOTES / NOTES TO THE CONSOLIDATED STATEMENT OF FINANCIAL POSITION 107 19. OTHER CURRENT ASSETS Other current assets consist of the following elements: EURk Dec. 31, 2015 Dec. 31, 2014 Receivables arising from derivative financial instruments Receivables arising from financing activities Subsidies Deduction of receivables of ABS financing Securities Other Other current financial assets 3,553 862 4,575 2,842 1,636 5,028 18,497 466 1,007 7,281 3,281 0 5,790 17,825 Advance payments for inventories Receivables due from tax offices Other current non-financial assets Other current assets 3,477 6,704 10,181 28,678 4,839 4,374 9,213 27,038 20. CONSOLIDATED EQUITY Movements in consolidated equity are shown in the Consolidated Statement of Changes in Equity (see on page 082). As of December 31, 2015, the nominal capital was EUR 10,845k, divided into 10,845,000 bearer shares having a par value of EUR 1.00 each. The shares grant the rights that are usually due to stockholders under the Austrian Stock Corporation Act. These include the right to payout of the dividend resolved upon at the General Meeting as well as the right to vote at the General Meeting. The number of shares outstanding remained unchanged during 2015 at 10,845,000. All shares were paid up in full. The nominal capital shown in the consolidated financial statements is equal to the figure reported in the separate financial statements of KTM AG. A dividend of EUR 1.50 per share (prior year: EUR 1.00) was paid during 2015. The total amount paid was EUR 16,268k (prior year: EUR 10,845k). The revaluation reserve arose in 2005 in the course of the gradual acquisition of the former KTM group GmbH. The amount derived from the increase in the after-tax value of the KTM brand attributable to the portion of the shares already owned by the group parent company (formerly CROSS Holding AG, now KTM AG) before control was obtained. 10 8 K TM CONSOLIDATED FINANCIAL STATEMENTS The cash flow hedge reserve (after taxes) developed as follows: EURk As at January 1, 2014 Elimination of hedging relationship (recognition in operating income) Realization of underlying transaction (recognition in financial result) Addition As at December 31, 2014 Realization of underlying transaction (recognition in operating income) Realization of underlying transaction (recognition in financial result) Addition As at December 31, 2015 (2,539) 981 383 (2,407) (3,582) 1,904 1,132 1,310 764 As of December 31, 2015 ineffective components of the derivative financial instruments classified as cash flow hedges yielded a net result (after tax) of EUR 0k (prior year: EUR 0k) The currency translation adjustment item encompasses all exchange rate differences arising on translation of the annual financial statements of consolidated subsidiaries that were drawn up in foreign currency. Net investments in foreign subsidiaries of KTM AG include a loan of USD 3,863k to KTM North America, Inc., USA, with no fixed date for repayment. As repayment is neither planned nor likely in the foreseeable future, foreign currency translation effects are recognized in other comprehensive income. Movements in the currency translation adjustment item were as follows: EURk As at January 1, 2014 Currency translation of foreign subsidiaries As at December 31, 2014 (887) 1,266 379 Currency translation of foreign subsidiaries Currency translation of financial investments accounted for using the equity method Net investments in foreign operations As at December 31, 2015 425 (5) 275 1,075 NOTES / NOTES TO THE CONSOLIDATED STATEMENT OF FINANCIAL POSITION 10 9 Non-controlling interests comprise the following: Group company Co-shareholders KTM Technologies GmbH, Anif, Austria KTM Immobilien GmbH (formerly: KTM Motorrad AG), Mattighofen, Austria Kiska Holding GmbH CROSS Industries AG CROSS KraftFahrZeug Holding GmbH CROSS Industries AG Capital share 2015 Capital share 2014 % EURk % EURk 26.00 0.00 26.00 0.00 24.80 25.10 24.80 25.10 0.39 0.00 62.40 0.00 0.00 1.00 0.00 0.35 Transactions with holders of non-controlling interests By way of a sale and purchase agreement dated October 7, 2015, KTM AG acquired a 23.9% shareholding with a nominal value of EUR 23,900.00 in KTM Technologies GmbH, Anif, from CROSS Industries AG, Wels, for a purchase price of EUR 100k. The effects of this transaction and the change in the proportion of the equity attributable to the shareholders during the year under review were as follows: EURk Dec. 31, 2015 Carrying value of non-controlling interest Purchase price paid Difference recorded in equity 155 100 55 Capital management Capital management is aimed at maintaining an adequate capital base in order to remain able to achieve a return for the shareholders that is in line with the company’s risk situation, to further develop the future of the company and to generate benefits for other stakeholders, too. Only the consolidated equity entered in the books according to IFRSs is regarded as capital by the Management. As of the reporting date, the consolidated equity ratio was 44.7% (prior year: 47.1%). To control the management of capital, primarily the key figures net financial debt, gearing and working capital are used. Net financial debt is as follows: EURk Bonds Non-current financial liabilities Current financial liabilities Cash and cash equivalents Receivables from financing activities Net financial debt 110 K TM CONSOLIDATED FINANCIAL STATEMENTS Dec. 31, 2015 Dec. 31, 2014 84,845 125,480 6,107 216,432 84,729 63,956 8,608 157,294 (118,406) (862) 97,164 (68,812) (1,007) 87,475 21. BONDS AND FINANCIAL LIABILITIES A five-year bond (ISIN AT0000A0UJP7) with an issue volume of EUR 85,000k was successfully placed on April 24, 2012. The bond is listed on the Second Regulated Market of the Vienna Stock Exchange with a denomination of EUR 500.00 and was issued with a fixed coupon paying interest at 4.375%. Group companies’ liabilities to banks are secured by pledges recorded in the land register and duly filed with a value of EUR 29,052k (prior year: EUR 29,052k). Composition of financial liabilities: EURk Dec. 31, 2015 Bonds Non-current financial liabilities Research loans Promotional loans Liabilities from finance leases Investment loans Current financial liabilities Promotional loans Investment loans Liabilities from finance leases Other Dec. 31, 2014 Nominal value Carrying value Nominal value Carrying value 85,000 84,845 85,000 84,729 75,000 17,154 20,908 12,417 125,480 75,000 17,154 20,908 12,417 125,480 30,000 11,770 7,376 14,810 63,956 30,000 11,770 7,376 14,810 63,956 2,161 2,386 862 698 6,107 216,587 2,161 2,386 862 698 6,107 216,432 1,050 2,364 194 5,000 8,608 157,564 1,050 2,364 194 5,000 8,608 157,293 Dec. 31, 2015 Dec. 31, 2014 6,248 516 6,764 5,998 511 6,509 22. OTHER NON-CURRENT AND CURRENT LIABILITIES Other non-current liabilities essentially comprise the following: EURk Security deposits = Other non-current financial liabilities Sundry other non-current non-financial liabilities Other non-current liabilities NOTES / NOTES TO THE CONSOLIDATED STATEMENT OF FINANCIAL POSITION 111 In substance, other current liabilities essentially comprise the following: EURk Current employee benefits Liabilities to tax authorities Other current non-financial liabilities Dec. 31, 2015 Dec. 31, 2014 22,040 1,363 23,403 17,392 774 18,166 2,604 7,956 Liabilities from derivative financial instruments Of which derivatives held for trading 144 343 2,460 7,613 Sales bonuses Price discounts Sundry other current financial liabilities Other current financial liabilities 13,398 8,818 5,092 29,912 11,761 5,198 7,072 31,987 Other current liabilities 53,315 50,153 Of which derivatives held as cash flow hedges Current employee benefits mainly include liabilities for unconsumed vacations, liabilities for employee bonuses, liabilities to district health insurance funds, and wage and salary liabilities. 23. TRADE PAYABLES Trade payables are broken down as follows: EURk To third parties To affiliates To associates Dec. 31, 2015 Dec. 31, 2014 121,468 2,293 3,684 127,445 87,015 14,225 3,838 105,078 24. EMPLOYEE BENEFITS The obligations relating to social capital include claims of the employees that become due upon their retirement at the age fixed by law or when they have served a certain number of years in the company and that thus constitute benefits similar to pensions. These benefits were calculated in accordance with the provisions of IAS 19. The obligations relating to social capital consist of obligations relating to severance pay of EUR 12,627k (prior year: EUR 11,645k) and obligations to pay anniversary bonuses of EUR 2,308k (prior year: EUR 1,871k). The present value of the defined benefit obligations is reported in the consolidated statement of financial position. Liabilities relating to social capital are not financed through a fund. 112 K TM CONSOLIDATED FINANCIAL STATEMENTS Net liability under defined benefit plans in respect of severance pay developed as follows: EURk As at January 1 Current service cost Interest expenses Severance payments Actuarial loss Other As at December 31 2015 2014 11,645 713 226 (95) 280 (142) 12,627 8,591 544 291 (241) 2,411 50 11,645 2015 2014 1,151 37 (908) 280 169 42 2,200 2,411 2015 2014 2.00% 2.50% 62 years 2.00% 3.00% 62 years The actuarial loss is made up of the following factors: EURk Change in expected values Change in demographic assumptions Change in financial assumptions Actuarial loss The measurement of the obligation is based on the following assumptions: Discount rate Trend in wages and salaries Retirement age women/men (with transitional provisions) The discount rate was determined taking into account the very long average terms and the long average remaining lifespans. The discount rate is the market yield on high quality, fixed-interest corporate bonds at the end of the reporting period. Employee fluctuation as determined on a company-specific basis has been accounted for based on age and time of service. The actuarial measurements are based on country-specific mortality tables. The chosen retirement age is the retirement age fixed by law in each country. NOTES / NOTES TO THE CONSOLIDATED STATEMENT OF FINANCIAL POSITION 113 A sensitivity analysis of the claims to severance pay calculated on the basis of actuarial principles showed a change in actuarial parameters to have the following effects in the financial year 2015: Change in assumption 2015 Discount rate Trend in wages and salaries 0.5%-points 0.5%-points Change in DBO Parameter decreases Parameter increases 7.3% (6.6%) (6.6%) 7.2% A sensitivity analysis of the claims to severance pay calculated on the basis of actuarial principles showed a change in actuarial parameters to have the following effects in the financial year 2014: Change in assumption Change in DBO Parameter decreases Parameter increases 7.8% (7.0%) (7.1%) 7.7% Dec. 31, 2015 Dec. 31, 2014 Within the next 12 months Between 2 to 5 years Between 6 to 10 years More than 10 years 696 2,501 2,907 16,451 451 2,040 2,913 16,935 Total expected payments 22,555 22,338 2015 2014 1,871 195 37 0 198 7 2,308 1,237 125 43 (7) 462 9 1,871 2014 Discount rate Trend in wages and salaries 0.5%-points 0.5%-points The following table shows the expected amounts for the defined benefit plans over the next several years: EURk The obligations relating to claims to anniversary bonuses developed as follows: EURk As at January 1 Current service cost Interest expenses Anniversary bonus payments Actuarial loss Other As at December 31 The weighted average durations of the obligations for severance pay and anniversary bonuses at December 31, 2015 were 14 and 16 years respectively (prior year: 15 and 17 years). 114 K TM CONSOLIDATED FINANCIAL STATEMENTS For employees of Austrian group companies whose employment commenced on or after January 1, 2003, contributions amounting to 1.53% of their wages or salaries, as the case may be, were paid into a staff severance pay fund set up by law. Total contributions of EUR 920k were paid during the year (prior year: EUR 738k). 25. PROVISIONS Current provisions developed as follows: EURk Provisions relating to guarantees and warranties Provisions for litigation Total current provisions As at January 1, 2014 Utilization Reversals Additions As at December 31, 2014 4,655 (4,655) 0 6,360 6,360 610 (250) (60) 100 400 5,265 (4,905) (60) 6,460 6,760 Utilization Reversals Additions As at December 31, 2015 (6,360) 0 8,088 8,088 (50) (220) 645 775 (6,410) (220) 8,733 8,863 The KTM group makes provisions relating to guarantees and warranties. The amounts of expected expenses are primarily based on earlier experience. For more details, see under estimates and uncertainties in judgments and assumptions. 26. CASH FLOW STATEMENT The changes in the statement of financial position items presented in the cash flow statement cannot be directly inferred from the statement of financial position since effects that did not influence payments and other business transactions that did not influence payments are neutralized. Other non-cash income and expenses were broken down as follows: EURk – Profits/+ losses from the disposal of intangible assets and property, plant, and equipment + Addition/– reversal of employee benefits – Remaining other non-cash income/+ expenses 2015 2014 341 1,209 (5,139) (3,589) 2,069 1,880 5,751 9,700 Other noncash income/expenses include mainly measurements of foreign currency receivables and payables and impairment losses on receivables and inventories. NOTES / NOTES TO THE CONSOLIDATED STATEMENT OF FINANCIAL POSITION 115 V. OTHER NOTES 27. RISK REPORT Risk principles As a group of companies doing business on a global scale, the KTM group faces a multitude of possible risks that are monitored by means of a comprehensive risk management system. The Executive Board and Supervisory Board are periodically informed about risks that may have a major impact on the group’s business operations. Management takes timely action to avoid, minimize, and hedge risks. An internal control system adapted to the company’s needs and incorporating basic principles such as segregation of duties and dual control has been integrated into the financial reporting process. Internal and external audits ensure that the processes are continually improved and optimized. Furthermore, a uniform reporting system is in place throughout the group, for the ongoing management and control of the risk management process. Continuous growth depends on a variety of factors, such as demand behavior, product development, changes in foreign exchange rates, the general economic setting in the individual markets, prices of goods purchased from others, or employee development. Annual model planning: The assessment of the market situation as well as annual model planning have a major impact on the development of the group’s revenue and income. Increased market research activities and a model policy reflecting the resulting findings are means of responding to a market environment characterized by rapidly changing situations. Group reporting processes continued to be refined in the financial year 2015 so that the Executive Board is informed even sooner, and more comprehensively, about the degree of target achievement and about changes concerning markets and competition. Industry-specific and operational risks Restrictions relating to motorcycling: The revenue of the KTM group depends, inter alia, on the possible offroad uses of its motorcycles and is therefore considerably influenced by the national legal framework regulating offroad motorsport, motorcycle registration and rider’s licenses in the countries where the vehicles are sold. Technical innovation, racing: Technical innovation and the introduction of new products make a significant contribution to KTM’s competitive positioning. To this end, new trends must be identified promptly. To counteract the risk, our own products’ innovative capacity must be ensured. KTM therefore places a high value on the early recognition of motorcycle trends, on research and development regarding engineering and functionality and on researching customer wishes so as to achieve innovative product development close to the market. Racing achievements are not only an important marketing instrument for the company but also form the basis for product development and set standards for series development. Valuable experience is gathered whenever products can be tested in racing conditions at racing events. Before being introduced into series production, all technical innovations are moreover subjected to comprehensive testing by the quality management system so as to eliminate, to the greatest extent possible, any technical defects that could have a negative effect on earnings development. 116 K TM CONSOLIDATED FINANCIAL STATEMENTS Product liability risk: In its business environment, the KTM group is also exposed to claims for damages raised because of accidents and injuries. This applies especially to the U.S., where claims asserted in product liability cases involve higher amounts of liability. Corresponding insurance has been taken out to hedge these risks. Procurement risk: In view of the current developments on the national and international markets, the procurement risk faced by the KTM group mainly involves the timely introduction of suitable measures to ensure the supply of parts if suppliers become insolvent or supply bottlenecks materialize. KTM is therefore exposed to this risk only indirectly. To minimize risk and ensure the availability of materials, KTM places great emphasis on using predetermined criteria to carefully select new suppliers and on sustainably collaborating with existing suppliers and/or further developing such cooperations in stable supplier relationships with a long-term approach. As the quality of KTM’s products is strongly determined by the quality and characteristics of the subcomponents to be sourced, particular attention is paid to the creditworthiness, operating facilities and production processes of suppliers. The continuous availability of parts is ensured by appropriate monitoring. Market related risks Cyclical risk: The focus of activities of the KTM group is on the motorcycle industry. The sales opportunities for motorcycles are determined by the general economic trend prevailing in the countries and regions where motorcycle manufacturers do business. As these last years have shown, the motorcycle industry is generally a cyclical industry and is moreover subject to strong fluctuations regarding demand. This risk is counteracted by relevant market research and market forecasts, which are then taken into account in the planning process. Competition and pricing pressure: The market for motorcycles in the industrialized countries is characterized by intense competition; KTM’s strongest competitors are four Japanese and three European manufacturers and, on a slightly smaller scale, a U.S. manufacturer, with some of them having the benefit of greater financial resources and higher sales figures and market shares. The street motorcycle market is moreover characterized by high pricing pressure, and new competitors are trying to enter the market by relying on a low-price strategy. Due to KTM’s successful market strategy, market leadership was achieved in Europe. Sales risk: The largest individual sales markets of the KTM group are the European market and the U.S. market. A slump in these markets could have a negative impact on the business activities of the KTM group. Entering new markets essentially involves a cost risk for the KTM group as, in some of these markets, the trend of sales as well as the political framework conditions are difficult to assess. By collaborating with its strategic partner Bajaj Auto Ltd., India, KTM continues to work steadily towards the implementation of a global product strategy. Financial risks As regards the financial risks (currency risks, interest rate risks, default risks as well as liquidity risks), reference is made to the relevant explanations given under note 28.2. NOTES / OTHER NOTES 117 Other risk factors Risks due to the legal framework: As the KTM group markets its motorcycles in a large number of countries, it is exposed to the risk of changes in national regulations, terms of licenses, taxes, trade restrictions, prices, income and exchange restrictions as well as to the risk of political, social and economic instability, inflation and interest rate fluctuations. Motorcycles registered for road use must comply with corresponding provisions concerning noise and exhaust gas emissions in order to be approved for marketing in the respective country. The possible offroad uses of motorcycles are also considerably influenced by the national legal framework in the countries where the vehicles are sold. To counteract the risk, the respective regulations specific to the given country are analyzed in detail prior to market entry and continue to be monitored on an ongoing basis so as to be able to respond to any changes in a timely manner. Compliance: In accordance with the requirements of sec. 234(b) of the Austrian Commercial Code, a corporate governance report was drawn up. In this regard, please refer to the publication in the annual report of KTM AG and/or to the KTM website. Business and environmental risk: Although risk cannot be fully excluded as regards forces of nature, KTM tries to minimize the risk of production processes being affected, by providing appropriate contingency plans and insurance. Personnel-related risks: Especially with regard to the growth course, risks may arise if key staff leave the company. Efficient personnel management as well as the constant pursuit of personnel development programs are designed to counteract the risk of managerial staff leaving the company. The risk of a shortage of skilled staff is minimized by a comprehensive apprentice training program in our own apprentice workshop. The aim is to recruit employees from the region and to retain them in the long term. 28. FINANCIAL INSTRUMENTS 28.1. Classification and fair value The fair value of a financial instrument is determined by means of quoted market prices for an identical instrument in active markets (Level 1). If no quoted market prices in active markets are available for the instrument, the fair value is determined by means of valuation techniques for which the material parameters are based only on observable market data (Level 2). In all other cases, the fair value is determined on the basis of valuation techniques for which at least one material parameter is not based on observable market data (Level 3). Reclassifications from one level to another are taken into account at the end of the reporting period. There were no transfers between levels in the financial year. The following table shows the carrying amounts and fair values of the financial assets (financial instruments shown on the assets side), broken down by class or measurement category according to IAS 39. Nevertheless, it does not provide information on the fair value or measurement level of financial assets not measured at fair value, where the carrying amount is a reasonable approximation of fair value or where the asset is an equity instrument measured at acquisition cost. 118 K TM CONSOLIDATED FINANCIAL STATEMENTS EURk Carrying Fair value amount DECEMBER 31, 2015 LOANS AND RECEIVABLES Cash and cash equivalents Trade receivables Other financial assets AVAILABLE FOR SALE Other non-current financial assets HELD FOR TRADING Other current assets – securities OTHER NON-CURRENT FINANCIAL ASSETS Other current assets – Derivatives with positive market value (cash flow hedge) Total DECEMBER 31, 2014 LOANS AND RECEIVABLES Cash and cash equivalents Trade receivables Other financial assets AVAILABLE FOR SALE Other non-current financial assets OTHER NON-CURRENT FINANCIAL ASSETS Other current assets – Derivatives with positive market value (cash flow hedge) Total Fair value Level 1 Level 2 Level 3 Total 118,406 88,202 13,307 219,915 – – – – – – – – – – – – – – – – 1,575 1,575 – – – – – – 1,636 1,636 1,636 – 1,636 – – 1,636 3,553 3,553 226,680 3,553 – – – 3,553 – 3,553 68,812 70,349 17,359 156,519 – – – – – – – – – – – – – – – – 1,801 1,801 – – – – – – 466 466 158,786 466 – – – 466 – 466 NOTES / OTHER NOTES 119 Receivables sold in connection with the current ABS program are derecognized in accordance with the rules under IAS 39. Under the ABS program, receivables insured on a revolving monthly basis are sold up to a maximum volume of EUR 75,000k (prior year: EUR 50,000k). As at the reporting date, trade receivables of EUR 55,067k (prior year: EUR 48,926k) had been sold to third parties. The agreement was entered into in 2012 and amended in 2014 and 2015. It runs until 2022. KTM continues to bear a risk from credit risk-related defaults up to a contractually stipulated amount. As at December 31, 2015, the maximum ensuing risk of loss was EUR 385k (prior year: EUR 342k). The expected loss is recorded as a liability and expensed at the time of sale. The carrying amount of the ongoing commitment was EUR 385k (prior year: EUR 342k) as at December 31, 2015. It is disclosed under other current liabilities. The carrying amount represents the fair value of the ongoing commitment. Income of EUR 43k (prior year: EUR 96k) and accumulated expenses since the start of the transaction of EUR 385k (prior year: EUR 342k) were recognized during the period under review. The volume is not subject to any material fluctuations. The following table shows the carrying amounts and fair values of the financial liabilities (financial instruments shown on the liabilities side), broken down by class or measurement category according to IAS 39. But it does not provide information on the fair value or level of financial liabilities not measured at fair value where the carrying amount is a reasonable approximation of fair value. EURk Carrying Fair value amount DECEMBER 31, 2015 AT AMORTIZED COST Financial liabilities Finance lease liabilities Trade payables Bonds Other current and non-current financial liabilities HELD FOR TRADING Other financial liabilities – Derivatives with negative market valuet FAIR VALUE – HEDGING INSTRUMENTS Other financial liabilities – Derivatives with negative market value (cash flow hedge) Total 12 0 Fair value Level 1 Level 2 Level 3 Total 109,817 21,770 127,445 84,845 111,651 – – 88,613 – – – 88,613 – – – – 111,651 – – – 111,651 – – 88,613 33,556 377,435 – – – – – – 144 144 144 – – 144 – 144 2,460 2,460 380,038 2,460 – – – 2,460 – 2,460 K TM CONSOLIDATED FINANCIAL STATEMENTS EURk Carrying Fair value amount DECEMBER 31, 2014 AT AMORTIZED COST Financial liabilities Finance lease liabilities Trade payables Bonds Other current and non-current financial liabilities HELD FOR TRADING Other financial liabilities – Derivatives with negative market value FAIR VALUE – HEDGING INSTRUMENTS Other financial liabilities – Derivatives with negative market value (cash flow hedge) Total Fair value Level 1 Level 2 Level 3 Total 64,994 7,570 105,078 84,729 65,507 – – 89,310 – – – 89,310 – – – – 65,507 – – – 65,507 – – 89,310 30,029 292,400 – – – – – – 343 343 343 – – 343 – 343 7,613 7,613 300,356 7,613 – – – 7,613 – 7,613 Fair value determination The table below shows the measurement technique used to determine the fair value as well as the significant unobservable input factors used. Type Financial instruments measured at fair value Forward exchange contracts and interest rate swaps Securities Measurement technique Significant unobservable input factors Connection between significant unobservable input factors and measurement at fair value Market comparison method: The fair values are based on the market values determined using recognized valuation models; they are regularly checked for plausibility Securities are measured at the current quoted price on the reporting date Not applicable Not applicable Not applicable Not applicable NOTES / OTHER NOTES 121 Type Financial instruments not measured at fair value Bonds Financial liabilities Measurement technique Significant unobservable input factors Connection between significant unobservable input factors and measurement at fair value The closing price on the statement of financial position date is used to measure listed bonds Discounted cash flows Not applicable – Risk premium for own credit risk – Set-off of financial assets and liabilities The group enters into set-off agreements with banks in connection with derivatives. Generally, the amounts owed by each counterparty on a single day with regard to all outstanding transactions in the same currency according to such agreements are aggregated into a single net amount payable by one party to the other. In certain cases – e.g. when a credit event such as a default occurs – all outstanding transactions under the agreement are terminated, their value as of termination is determined and only a single net amount is payable for settling all transactions. These items are not set off in the statement of financial position, as such, since the net set-off of multiple transactions under the same framework agreements does not generally occur. KTM has paid a one-off security deposit of EUR 4,707k in relation to the Munderfing logistics center (disclosed as a finance lease) and has made ongoing monthly deposit payments totaling EUR 53k to the lessor. According to the terms of the lease contract, these deposits will be returned to the lessee on termination of the lease. In accordance with IAS 32.42, the deposit is therefore set off against the liability under the finance lease. The tables below show financial assets and liabilities that have been offset along with amounts that are subject to a set-off agreement but which have not been set off as they do not fulfill the criteria for set-off prescribed under IFRS. EURk FINANCIAL ASSETS 2015 Other receivables Other financial assets – Derivatives with positive market value Foreign currency forwards Total 12 2 Financial assets (gross) Offset on-balancesheet amounts (gross) Recognized financial assets (net) Effect of master set-off agreements Net amounts 4,760 (4,760) 0 0 0 3,553 8,313 0 (4,760) 3,553 3,553 (1,143) (1,143) 2,410 2,410 K TM CONSOLIDATED FINANCIAL STATEMENTS EURk FINANCIAL LIABILITIES 2015 Finance lease liabilities Other financial liabilities – Derivatives with negative market value Foreign currency forwards Interest rate swaps Total EURk FINANCIAL ASSETS 2014 Other receivables Other financial assets – Derivatives with positive market value Foreign currency forwards Total EURk FINANCIAL LIABILITIES 2014 Finance lease liabilities Other financial liabilities – Derivatives with negative market value Foreign currency forwards Interest rate swaps Total Financial liabilities (gross) Offset on-balancesheet amounts (gross) Recognized financial liabilities (net) Effect of master set-off agreements Net amounts 26,530 (4,760) 21,770 0 21,770 1,317 1,287 2,603 29,134 0 0 0 (4,760) 1,317 1,287 2,603 24,374 (1,143) 0 (1,143) (1,143) 174 1,287 1,460 23,231 Financial assets (gross) Offset on-balancesheet amounts (gross) Recognized financial assets (net) Effect of master set-off agreements Net amounts 4,707 (4,707) 0 0 0 466 5,173 0 (4,707) 466 466 (466) (466) 0 0 Financial liabilities (gross) Offset on-balancesheet amounts (gross) Recognized financial liabilities (net) Effect of master set-off agreements Net amounts 12,277 (4,707) 7,570 0 7,570 5,371 2,585 7,956 20,233 0 0 0 (4,707) 5,371 2,585 7,956 15,526 (466) 0 (466) (466) 4,905 2,585 7,490 15,060 NOTES / OTHER NOTES 123 The table below shows the net profit or loss from the financial instruments by IAS 39 measurement category. The results shown include net gains/losses, total interest income/expenses and impairment losses: EURk From interest From subsequent fair value measurement From value adjustment From gain (loss) on disposal Net result (total) 2015 Loans and receivables Available for sale Fair value – Held for trading At amortized cost Total 1,304 64 (144) (7,393) (6,169) 0 0 356 0 356 (435) (710) 0 0 (1,145) (300) 0 0 0 (300) 569 (646) 212 (7,393) (7,258) 2014 Loans and receivables Available for sale Fair value – Held for trading At amortized cost Total 822 35 (391) (6,573) (6,107) 0 0 207 0 207 (324) (981) 0 0 (1,305) (126) 0 0 0 (126) 372 (946) (184) (6,573) (7,331) Changes in allowances and the derecognition of loans and receivables are disclosed in other operating expenses for the relevant overhead areas. The remaining components of the net result are included in financial income and expenses. 28.2. Financial risk management Principles of financial risk management The KTM group is subject to credit, market and liquidity risks regarding its assets, liabilities and planned transactions. Financial risk management is aimed at controlling and limiting those risks. The Executive Board and the Supervisory Board are periodically informed about risks that can have a major impact on the group’s business operations. The principles of financial risk management are laid down and monitored by the Supervisory Board as well as by the Executive Board. Group Treasury is responsible for their implementation. To protect itself against the financial risks described below, the KTM group uses derivative financial instruments with the objective of safely hedging the cash flows from operating activities against fluctuations of exchange rates and/or interest rates. With foreign currency hedges, the hedging horizon generally comprises the current open items as well as any transactions planned for the next twelve months. In exceptional cases, strategic hedge positions involving longer time periods may be entered into in consultation with the Supervisory Board. 124 K TM CONSOLIDATED FINANCIAL STATEMENTS Currency risks As an enterprise doing business on a global scale, the KTM group is influenced by the general situation of the world economy, such as the change in currency parities or the developments on the financial markets. As the US dollar represents the highest individual foreign currency risk faced by the KTM group, the development of the US dollar exchange rate is of particular importance to the development of the group’s revenue and income. Approximately 25% of revenues were earned in US dollars in 2015 (prior year: 24%). Such currency shifts can for the most part be offset, at least over a model year, by taking currency hedging measures and employing hedging strategies; for the financial year 2016, the US dollar business was hedged by means of positions involving EUR/USD rates ranging from 1.0765 to 1.1240. The group is exposed to further currency risks if financial assets and liabilities are settled in a currency other than the local currency of the respective company. The companies of the group predominantly do their invoicing in local currency and largely take out financing in their local currency. Investments are primarily made in the local currency of the investing group company. For these reasons, most resulting currency positions will be closed out naturally. Regarding the currency risks of financial instruments, sensitivity analyses were performed which show the effects that hypothetical changes in the exchange rates have on profit or loss (after taxes) and on the consolidated equity. The relevant balances as of the reporting date and foreign currency purchases and sales budgeted for 2016 were used as a basis. It was assumed that the risk faced on the statement of financial position date essentially represents the risk present during the financial year. The group tax rate of 25% was used as the tax rate. Furthermore it was assumed in the analysis that all other variables, in particular the interest rates, remained constant. The currency risks of financial instruments that are of a monetary nature and denominated in a currency deviating from the functional currency were included in the analysis. Currency risks from euro positions in subsidiaries the functional currency of which is different from the euro were attributed to the currency risk of the respective subsidiary’s functional currency. Risks from foreign currency positions apart from the euro were aggregated on group level. Exchange rate related differences due to the translation of financial statements into the group currency were left out of consideration. A sensitivity analysis is conducted for currency risk. In this respect effects of changes in the exchange rate of ±10% are shown on profit and loss, other income, and equity. The KTM group bases the analysis on the following assumptions: p For the sensitivity of profit and loss, the group’s bank balances, receivables, and payables are considered, as are future inpayments and outpayments in foreign currency that are not entered in the statement of financial position in the functional currency of the group company. Likewise, the open derivatives of the cash flow hedge whose underlying transaction has already been realized on the statement of financial position date (recognized as income) are used. Exposure taking account of derivative currency hedges can be extracted from the table below. p For the sensitivity of other income, open derivatives of the cash flow hedge whose underlying transaction has not yet been realized on the statement of financial position date (not recognized as income) are considered. The nominal amount of open derivatives corresponds to the exposure. NOTES / OTHER NOTES 125 EURk Exposures EUR – USD EUR – GBP EUR – CAD EUR – JPY EUR – CHF Other Sensitivity of profit or loss (receivables and liabilities) Sensitivity of other comprehensive income (by cash flow hedge derivatives) Sensitivity of equity 31,063 6,158 15,351 (31,963) 3,534 23,662 Sensitivity Dec. 31, 2015 Exposures Devaluation of EUR by 10% Revaluation of EUR by 10% (2,603) (514) (1,279) 2,664 (294) (2,009) 2,130 421 1,047 (2,179) 240 1,644 (4,036) 8,930 4,895 Sensitivity Dec. 31, 2014 Devaluation of EUR by 10% Revaluation of EUR by 10% (6,510) (513) (1,008) 2,797 (217) (2,889) 5,326 420 824 (2,288) 177 2,365 3,302 (8,340) 6,824 (7,307) (4,005) 6,322 (2,018) (5,172) 1,652 78,075 6,148 12,090 (33,558) 2,602 34,667 + Expenses / – Income Interest rate risks Financial instruments on both the assets side and the liabilities side to some extent carry interest at variable rates. Thus the risk consists in rising interest expenses and falling interest income resulting from an adverse change in market interest rates. The KTM group has refinanced part of its debt at variable rates and is thus exposed to the risk of interest rate fluctuations on the market. Regular monitoring of the money and capital markets and the use of interest rate swaps (fixed interest rate payer swaps) serve to respond to this risk. Under the interest rate swaps entered into, the entity receives variable interest payments and, in return, pays fixed interest on the notional amounts of the contracts entered into. Interest rate risks thus result mainly from primary financial instruments carrying interest at variable rates (cash flow risk). Regarding the interest rate risks of these financial instruments, sensitivity analyses were performed which show the effects that hypothetical changes in the market interest rate level have on profit or loss (after taxes) and on the consolidated equity. The relevant balances as of the statement of financial position date were used as a basis. It was assumed that the risk faced on the statement of financial position date essentially represents the risk present during the financial year. The group tax rate of 25% was used as the tax rate. Furthermore it was assumed in the analysis that all other variables, in particular the exchange rates, remained constant. For interest rate risk, exposures are presented at the statement of financial position date in the form of carrying amounts as follows: EURk DECEMBER 31, 2015 Cash and cash equivalents Financing volume ABS program Financial liabilities and finance lease liabilities Bonds Total 126 Fixed interest rates Variable interest rates Non interest bearing Total 1,620 0 (62,963) (84,845) (146,189) 88,146 (55,067) (68,623) 0 (35,544) 28,640 0 0 0 28,640 118,406 (55,067) (131,586) (84,845) (153,093) K TM CONSOLIDATED FINANCIAL STATEMENTS EURk DECEMBER 31, 2014 Cash and cash equivalents Financing volume ABS program Financial liabilities and finance lease liabilities Bonds Total Fixed interest rates Variable interest rates Non interest bearing Total 0 0 (6,640) (84,729) (91,369) 68,735 (48,926) (65,924) 0 (46,116) 77 0 0 0 77 68,812 (48,926) (72,564) (84,729) (137,408) A sensitivity analysis was conducted for interest rate risk. In this respect changes in the interest rate of ±50 basis points are shown on profit and loss, other income, and equity. EURk Sensitivity of profit or loss (receivables and liabilities) Sensitivity of other comprehensive income (by cash flow hedge derivatives) Sensitivity of equity Sensitivity Dec. 31, 2015 Sensitivity Dec. 31, 2014 Decrease of interest level by 50 basis points Increase of interest level by 50 basis points Decrease of interest level by 50 basis points Increase of interest level by 50 basis points (144) 144 (288) 288 (406) (551) 398 542 (688) (976) 666 954 + Expenses / – Income Default risks (credit risks) As regards receivables due from customers, the risk of default may be rated as low as ongoing checks of the creditworthiness of new and existing customers are performed and collateral is requested. Likewise, the default risk is to be regarded as low for the other financial instruments shown on the assets side, as the counterparties are debtors of optimum creditworthiness. The default risk on derivative financial instruments with positive market value is limited to their replacement cost; as all the counterparties are banks of good creditworthiness the default risk can be classified as low. Default risks are largely hedged in the KTM group, by means of credit insurance on the one hand and bankable security (guarantees, letters of credit) on the other hand. The default risks and related controls are defined in internal guidelines. On the assets side, the amounts reported also represent the maximum default risk. In addition, there are no general set-off agreements, with the exception of the set-off agreement described under note 28.1 to the consolidated financial statements. NOTES / OTHER NOTES 127 The carrying amounts of the receivables consist of the following elements: EURk Carrying amount Of which: neither impaired nor past due as of the closing date Of which: not impaired as of the closing date and past due within the following time bands Of which: impaired Up to 30 days 30 to 60 days 60 to 90 days More than 90 days 88,202 13,307 101,509 73,951 13,307 87,258 8,210 0 8,210 722 0 722 271 0 271 3,352 0 3,352 1,696 0 1,696 70,349 17,359 87,708 58,097 17,359 75,456 8,849 0 8,849 1,221 0 1,221 333 0 333 125 0 125 1,724 0 1,724 DECEMBER 31, 2015 Trade receivables Other financial receivables Total DECEMBER 31, 2014 Trade receivables Other financial receivables Total As regards the existing portfolio of (trade and other) receivables that are neither impaired nor past due, there are no signs as of the closing date indicating that the debtors will not meet their payment obligations. There are no concentration risks. For a reconciliation of the allowance to the portfolio of trade receivables, see note 18. Liquidity risks It is a material objective of financial risk management in the KTM group to ensure solvency and financial flexibility at all times. Factors contributing to liquidity risks include, in particular, proceeds from revenues being below the planning assumptions due to weaker demand. For this purpose, the group maintains a liquidity reserve in the form of unused credit lines (cash credits and guarantee credits) and, if needed, in the form of cash in banks of a high creditworthiness. Top priority is given to ensuring liquidity over the short and medium term. Another major control parameter is the maximization of free cash flow by cost-cutting measures, proactive working capital management and reduced investment expenditure. From today’s perspective, sufficient commitments have been given concerning the creditworthiness of our strategic financing partners and thus the hedging of current liquidity reserves. Noncurrent liquidity requirements are met by the issuance of corporate shares and bonds and by taking out bank loans. 128 K TM CONSOLIDATED FINANCIAL STATEMENTS The contractually agreed (undiscounted) cash flows (payments of interest and principal) as well as the remaining terms to maturity of the financial liabilities consist of the following elements: EURk DECEMBER 31, 2015 AT AMORTIZED COST Financial liabilities Finance lease liabilities Trade payables Bonds Other current and non-current financial liabilities HELD FOR TRADING Other financial liabilities – Derivatives with negative market value FAIR VALUE – HEDGING INSTRUMENTS Other financial liabilities – Derivatives with negative market value (cash flow hedge) Total Carrying amount Cash flows 2016 Cash flows 2017 to 2020 Cash flows as from 2021 Interest fixed Interest Revariable demption Interest fixed Interest Revariable demption 109,817 21,770 127,445 84,845 1,055 0 0 3,719 626 5,245 393 862 0 127,445 0 0 2,538 0 0 1,178 1,499 1,410 0 0 96,173 3,610 0 85,000 0 0 0 0 71 2,230 0 0 8,399 17,298 0 0 33,556 377,435 0 4,774 0 27,309 1,019 160,861 0 3,716 0 921 2,909 185,704 0 0 0 2,301 5,327 31,024 144 144 141 141 0 0 0 0 0 0 0 0 0 0 0 0 0 0 2,460 2,460 380,038 786 786 5,701 0 0 1,019 1,317 1,317 162,178 863 863 4,579 0 0 0 0 2,909 185,704 0 0 0 0 0 2,301 0 0 31,024 0 0 NOTES / OTHER NOTES Interest fixed Interest Revariable demption 12 9 EURk DECEMBER 31, 2014 AT AMORTIZED COST Financial liabilities Finance lease liabilities Trade payables Bonds Other current and non-current financial liabilities HELD FOR TRADING Other financial liabilities – Derivatives with negative market value FAIR VALUE – HEDGING INSTRUMENTS Other financial liabilities – Derivatives with negative market value (cash flow hedge) Total Carrying amount Cash flows 2015 Cash flows 2016 to 2019 Cash flows as from 2020 Interest fixed Interest Revariable demption Interest fixed Interest Revariable demption 64,994 7,570 105,078 84,729 110 0 0 3,719 768 8,414 143 194 0 105,078 0 0 205 0 0 4,896 2,172 534 0 0 42,833 816 0 85,000 69 0 0 0 150 1,039 0 0 13,747 6,560 0 0 30,029 292,400 0 3,829 0 911 24,031 137,717 0 5,101 0 0 2,706 128,649 0 69 0 1,189 5,998 26,305 343 343 183 183 0 0 0 0 126 126 0 0 0 0 0 0 0 0 7,613 7,613 300,356 1,264 1,264 5,276 0 5,371 0 5,371 911 143,088 1,131 1,131 6,358 0 0 0 0 2,706 128,649 152 152 221 0 0 1,189 0 0 26,305 0 0 Interest fixed Interest Revariable demption 28.3. Derivatives and hedges The following derivative financial instruments used as hedging instruments are employed as of December 31, 2015: EURk DECEMBER 31, 2015 Foreign currency forwards USD JPY CAD GBP CHF SEK MXN DKK PLN NOK CZK ZAR Interest rate swaps (payer) 13 0 Nominal amount in 1,000 local currency Fair value EURk Exposures EURk Up to 1 year 1 to 5 years 67,000 2,160,000 37,470 32,860 18,590 117,000 56,500 6,030 12,750 16,480 132,000 0 74,000 (817) 403 1,505 700 236 (117) 181 2 63 87 (7) 0 (1,143) 81,199 25,728 34,263 48,520 20,843 19,842 8,884 2,661 7,591 6,931 7,848 0 0 67,000 2,160,000 37,470 32,860 18,590 117,000 56,500 6,030 12,750 16,480 132,000 0 44,000 0 0 0 0 0 0 0 0 0 0 0 0 30,000 K TM CONSOLIDATED FINANCIAL STATEMENTS Maturity of EURk DECEMBER 31, 2014 Foreign currency forwards USD JPY CAD GBP CHF SEK MXN DKK PLN NOK CZK ZAR Interest rate swaps (payer) Nominal amount in 1,000 local currency Fair value EURk Exposures EURk Up to 1 year Maturity of 1 to 5 years 37,600 2,050,000 22,300 31,830 20,470 66,000 0 6,850 13,360 11,950 108,850 121,000 74,000 (2,915) (443) (265) (1,450) (180) 230 0 1 42 84 26 (35) (2,242) 85,057 24,949 25,663 47,273 20,137 18,368 0 1,751 7,144 5,404 7,178 14,809 0 37,600 2,050,000 22,300 31,830 20,470 66,000 0 6,850 13,360 11,950 108,850 121,000 0 0 0 0 0 0 0 0 0 0 0 0 0 74,000 In cash flow hedge accounting, both variable future cash flows arising from non-current liabilities with maturity dates up to 2020 and future operating cash flows (receipts as well as payments) planned for the next twelve months are hedged. EURk Nominal amount in 1,000 local currency Fair value EURk Maturity of Up to 1 year 1 to 5 years DECEMBER 31, 2015 Interest rate swaps (payer) 11,000 (145) 11,000 0 DECEMBER 31, 2014 Interest rate swaps (payer) 11,000 (343) 0 11,000 In the case of the following derivative financial instruments no hedging relationship could be established: Forward currency transactions The KTM group enters into foreign currency forwards essentially to hedge intended future revenue and cost of materials denominated in foreign currency against the risk of exchange rate fluctuations. NOTES / OTHER NOTES 131 Interest rate swaps At December 31, 2015, payer interest rate swaps of EUR 85,000k (prior year: EUR 85,000k) were held to reduce the volatility of variable interest payments on loans. Of these, interest rate swaps with a nominal value of EUR 11,000k (prior year: EUR 11,000k) and with a negative market value of EUR 145k (prior year: EUR 343k) were classified as “held for trading”. 29. LEASES Finance leases Buildings include one asset held by the KTM group under a finance lease. The asset in question is the logistics center at the Munderfing site, which was completed in 2015. After expiry of the contractual term of 15 years, there will be a pre-emptive tender right to acquire the building at residual value. The carrying value of assets held under finance leases is as follows: EURk Buildings Payments on account and assets under construction DECEMBER 31, 2015 Acquisition and construction costs Accumulated depreciation Carrying value 27,050 360 26,690 0 0 0 DECEMBER 31, 2014 Acquisition and construction costs Accumulated depreciation Carrying value 0 0 0 12,405 0 12,405 The present value of the minimum lease payments is as follows: EURk 2015 2014 Minimum lease payments Present value Minimum lease payments Present value Up to 1 year Up to 1 to 5 years More than 5 years 1,129 4,516 24,918 30,563 1,118 4,272 19,815 25,204 338 1,350 12,305 13,993 331 1,251 10,157 11,739 Deducting interest payments Deducting deposits Carrying value of lease obligations (4,034) (4,760) 21,770 132 K TM CONSOLIDATED FINANCIAL STATEMENTS (1,716) (4,707) 7,570 Payment obligations under finance leases are disclosed in the consolidated statement of financial position under financial liabilities (see note 21). Interest on finance leases of EUR 135k was recorded in 2015 (prior year: EUR 0k). The logistics center is predominantly used by the KTM group itself. A small portion is let to third parties outside the group. Payments of EUR 1,796k and EUR 784k are expected from third parties and affiliates respectively in the next few years. The option exists to extend each of the contracts for a further five years at the end of the current term. Operating leases The KTM group makes use of operating leases, which are not recognized in the consolidated statement of financial position, mainly for the use of property, machinery, IT equipment and the vehicle fleet. The leases provide for payments mainly based on variable rentals. Lease payments of EUR 10,962k (prior year: EUR 11,906k) were classified as expenses during 2015. The reported operating lease expenses from operating leases do not include any payments under subleases recognized as expense items or any material conditional rent payments. Future obligations under operating leases are as follows: EURk Up to 1 year 2 to 5 years More than 5 years Dec. 31, 2015 Dec. 31, 2014 9,097 32,075 11,914 53,086 7,754 29,490 10,288 47,532 The definition of operating lease expenses is standardized group-wide. This item now also includes long-term rents for land and buildings on third party land. Prior year figures have been restated accordingly. Material operating leases are as follows: p Land and buildings: The rental agreements/leases have remaining terms of up to 43 years. p IT infrastructure and equipment: The rental agreements/leases have terms of up to 5 years. p Vehicles and machinery: The rental agreements/leases have a remaining term of 6 years. In some cases, the contracts may optionally be terminated after expiry of a minimum term. There are no price adjustment clauses. NOTES / OTHER NOTES 13 3 30. SEGMENT REPORTING Information by business segment During 2014, organizational restructuring measures relating to the implementation of the KTM group’s two-brand strategy were completed. In 2014, therefore, internal reporting to the chief operating decision maker underwent a separation into the KTM and Husqvarna business segments. Thus, at December 31, 2014, the requirements of IFRS 8.5 are for the first time implemented for a second business segment. The KTM group is divided by brand into two business segments, KTM and Husqvarna. The marketing activities of both brands now take place via two different marketing entities that are separated in both corporate and staffing terms. The two business segments are defined as follows: p KTM segment The KTM segment comprises KTM AG along with the KTM subsidiaries specializing in the sale of KTM street and offroad motorcycles, as well as the X-Bow supercar and in motorsport. Upstream processes such as R&D, production and purchasing, along with group administrative group functions, continue to provide services for both brands and therefore also continue to be centered in corporate terms in one company which is allocated to the KTM business segment. A division of property, plant, and equipment between the two brands is not possible because of the single production location and near-identical production processes. No such division is therefore reported internally to the chief operating decision maker. p Husqvarna segment The Husqvarna segment comprises Husqvarna Motorcycles GmbH and the Husqvarna subsidiaries. Husqvarna sells Husqvarna motorcycles and is involved in motorsport. The accounting policies for both reporting segments are the same as the group-wide accounting policies. No difference therefore exists between the measurement of the profit/loss or of the assets and liabilities of the segments and the equivalent figures for the group. Intersegmental revenues are recorded at arm’s-length transfer prices. The table below shows segment information for 2015: EURk 2015 External revenues Revenues between segments Total revenues EBIT Amortization and depreciation Share in result of companies accounted for under the equity method 13 4 KTM Husqvarna Consolidation Group 878,382 116,077 994,459 144,105 1,499 145,603 0 (117,576) (117,576) 1,022,487 0 1,022,487 84,034 46,179 12,139 240 (1,068) 0 95,105 46,419 147 0 0 147 K TM CONSOLIDATED FINANCIAL STATEMENTS The table below shows segment information for 2014: EURk 2014 External revenues Revenues between segments Total revenues EBIT Amortization and depreciation Share in result of companies accounted for under the equity method KTM Husqvarna Consolidation Group 763,872 75,827 839,699 100,764 5,431 106,195 0 (81,258) (81,258) 864,636 0 864,636 67,638 37,158 7,375 64 (364) 0 75,377 37,222 628 0 0 628 The operating results as per the total column agree to the operating results disclosed in the income statement. They can therefore be reconciled to the profit before tax by referring to the income statement. The tables below show overall consolidated data for 2014 and 2015: EURk Revenue by region Europe North America Rest Revenue by product group Offroad sport motorcycles Street sport motorcycles Sportminicycles X-Bows Parts, garments and accessories as well as other revenues less revenue reductions 2015 2014 EURk % EURk % 512,160 301,767 208,560 1,022,487 50% 30% 20% 100% 461,807 201,522 201,307 864,636 53% 23% 23% 100% 425,359 390,616 37,951 3,214 42% 38% 4% 0% 347,359 329,263 34,463 2,665 40% 38% 4% 0% 165,346 1,022,487 16% 100% 150,886 864,636 17% 100% During 2015, non-current assets of EUR 426,602k (prior year: EUR 365,715k) were attributable to the home country of the business, while EUR 14,416k (prior year: EUR 11,217k) related to other countries. Neither the KTM segment nor Husqvarna report reliance on external customers within the meaning of IFRS 8.34. 31. EVENTS AFTER THE REPORTING DATE Events that occurred after December 31, 2015 and are material for the measurement of the assets and liabilities have either been reflected in these financial statements or are not known. NOTES / OTHER NOTES 135 32. RELATED PARTY DISCLOSURES CROSS Industries AG, Wels, which is controlled by Stefan Pierer (and Rudolf Knünz until October 2014), holds 51.28% of the voting rights in KTM AG, Mattighofen, directly and indirectly through CROSS KraftFahrZeug Holding GmbH, Wels, and is de facto the controlling shareholder of KTM AG, Mattighofen. Stefan Pierer serves as Chairman of the Executive Board of KTM AG, Mattighofen. Rudolf Knünz formerly served as Deputy Chairman of the Supervisory Board of KTM AG (to May 22, 2014) and chairman of the Audit Committee of KTM AG (to May 22, 2014). In the financial year 2015, the fixed total compensation paid by group companies to the Executive Board members of KTM AG in consideration of their services as managing directors and Executive Board members in the KTM group amounted to EUR 1,328k (prior year: EUR 1,302k). Liabilities of EUR 4,605k (prior year: EUR 3,714k) have been recognized in relation to variable remuneration. Furthermore, no pension expenses, in the form of contributions to pension funds and provisions for pensions, were posted in the financial year 2015. Following the expiration of the agreed term of contract, individual Members of the Executive Board receive a one-off payment (severance pay). During 2015, severance pay of EUR 2,090k (prior year: EUR 0k) were paid to Members of the Executive Board. As at December 31, 2015, accounts payable to Members of the Executive Board stood at EUR 1,017k (prior year: EUR 2,087k). At the General Meeting in April 2016, it will be proposed that the remuneration to be paid to the Supervisory Board for the financial year 2015 (payout in the financial year 2016) shall amount to a total of EUR 24k (prior year: EUR 19k). There are no stock option plans. KTM AG entered into long-term secondment agreements with CROSS Industries AG regarding Executive Board members Stefan Pierer and Friedrich Roithner. By an assignment agreement dated September 17, 2013, KTM AG acquired the license right for the use of the Husqvarna brand from Pierer Industrie AG for EUR 10,000k. The license right is being amortized over its remaining useful life of 12 years and is periodically tested for impairment. Pierer Industrie AG is a subsidiary of Pierer Konzerngesellschaft mbH (ultimate group parent company). Stefan Pierer is the owner of Pierer Konzerngesellschaft mbH and also Chairman of the Executive Board of KTM AG. A valuation was performed in order to verify the measurement of the license right and the acquisition was approved by the Supervisory Board of KTM AG The transaction was thus carried out at arm’s length. Furthermore, there was an offset of a group allocation from CROSS Industries AG to KTM AG of EUR 1,000k (prior year: EUR 800k). Rajiv Bajaj, Deputy Chairman of the Supervisory Board, is the Managing Director of Bajaj Auto Ltd., Pune, India. Srinivasan Ravikumar, a member of the Supervisory Board, is a director of Bajaj Auto International Holdings B.V., Amsterdam, Netherlands, and President of Business Development and Assurance at Bajaj Auto Ltd. Bajaj Auto International Holdings B.V., Amsterdam, Netherlands, a subsidiary of Bajaj Auto Ltd., Pune, India, held 47.99% of KTM AG as at December 31, 2015. As at December 31, 2015, accounts receivable from Bajaj Auto Ltd., Pune, India (including receivables from payments made in advance) stood at EUR 227k, while accounts payable to the same company stood at EUR 2,735k (prior year: receivables of EUR 4,422k and payables of EUR 476k). Bajaj Auto International Holdings B.V. has granted KTM Motorrad AG a short-term arm’s-length, interest-bearing loan of EUR 5,000k due on March 31, 2015. 13 6 K TM CONSOLIDATED FINANCIAL STATEMENTS Cooperation with the Indian Bajaj group has been in place since 2007. The Bajaj group is India’s second largest manufacturer of motorcycles and three wheelers, selling approximately 3.81 million units in the last financial year (reporting date: March 31, 2015). The cooperation focuses on the joint development of entry-level street motorcycles, which are produced in India and distributed under the “KTM” brand by both companies in their respective core markets. The WP group and Pankl group are subsidiaries of Cross Industries AG and act as suppliers of automotive parts to the KTM group. WP is also charged rent at arm’s length rates for use of the KTM logistics center. The Wethje group, which is included as an associate in the consolidated financial statements of Cross Industries AG, likewise acts as a supplier to the KTM group. Arm’s-length deliveries of motorcycles and spare parts are made to KTM New Zealand Ltd. and KTM MIDDLE EAST AL SHAFAR LLC, two general importers in the KTM group accounted for under the equity method. Arm’s-length deliveries of motorcycles and spare parts are made to KTM dealers in which the KTM group holds minority investments and which are accounted for as other non-current financial assets. Wohnbau-west Bauträger Gesellschaft m.b.H., a direct subsidiary of Pierer Konzerngesellschaft mbH, provided services as general contractor in relation to the planning and construction of the KTM logistics center in Munderfing on behalf of Oberbank Mattigtal Immobilienleasing GmbH, with which KTM Immobilen GmbH has concluded a lease contract on arm’s-length terms. In 2014 KTM Immobilien GmbH made payments on account of EUR 4,835k to Oberbank Mattigtal Immobilienleasing GmbH. Construction services supplied by Wohnbau-west Bauträger Gesellschaft m.b.H. in 2015 amounted to EUR 14,730k (prior year: EUR 7,570k). Oberbank Leasing Gesellschaft mbH and KTM AG respectively own 90% and 10% of Oberbank Mattigtal Immobilienleasing GmbH. In 2014 KTM AG purchased the interest held by Cross Industries AG at its book value of EUR 474k. Mattighofen Museums-Immobilien GmbH, established in 2015, is owned by Pierer Konzerngesellschaft GmbH (51%) and KTM Immobilien GmbH (49%). Receivables stood at EUR 17k as at December 31, 2015 (prior year: EUR 0k). Pierer Industrie AG holds 100% of Moto Italia SRL and 25.07% of All for One Steeb AG. In 2014 the KTM group purchased spare parts for the Husqvarna brand from Moto Italia for EUR 4.6 million. For the future sales of these spare parts, a division of margins was agreed that was fulfilled in 2014 ahead of schedule with a payment to Moto Italia SRL of EUR 1.3 million. No transactions took place in 2015. All for One Steeb AG provided IT consultancy services to the KTM group for EUR 5,000k (prior year: EUR 2,292k). KTM AG has granted an interest-bearing loan to TRUE Management & Investment GmbH, which is within the sphere of influence of Hubert Trunkenpolz, a Member of the Executive Board. The loan has a maturity date of December 31, 2016, subject to annual extension options whereby it may be extended up to a final date of February 28, 2018. Loan receivables of EUR 120k (prior year: EUR 140k) were recognized as at the reporting date. No other loans or advances have been granted to Members of the Executive Board or the Supervisory Board of KTM AG as of the reporting date. Gerald Kiska serves on the Supervisory Board of CROSS Industries AG, Wels, and acts as managing shareholder of Kiska GmbH, Anif, in which KTM AG, Mattighofen, holds an interest of 26.0%. Mr. Kiska also serves as chief executive officer of KTM Technologies GmbH, Anif. Expenses of EUR 12,064k were incurred in relation to Kiska GmbH, Anif during the year (prior year: EUR 7,087k). As of December 31, 2015, accounts payable to Kiska GmbH stood at EUR 3,681k (prior year: EUR 3,773k). NOTES / OTHER NOTES 137 By way of a sale and purchase agreement dated October 7, 2015, KTM AG acquired a 23.9% shareholding with a nominal value of EUR 23,900 in KTM Technologies GmbH, Anif, from CROSS Industries AG, Wels, for a purchase price of EUR 100k. Other material transactions with related parties and the amount of the outstanding balances with related parties (pooled at group level) were as follows: EURk 2015 Investments accounted for using the equity method Other non-current financial assets Other subsidiaries not included in the scope of consolidation CROSS Industries AG, Wels, Austria WP AG, Munderfing, Austria Wethje Carbon Composites GmbH, Hengersberg, Germany Pankl Racing Systems AG, Kapfenberg, Austria Bajaj Auto Ltd., Pune, India TRUE Management GmbH, Thalheim bei Wels, Austria Pierer Konzerngesellschaft mbH, Wels, Austria Other entities Revenue Expenses Receivables Liabilities 11,788 7,791 54 4 1,101 0 0 0 18 647 355 21,759 12,064 941 115 6,024 119,905 672 7,482 74,493 4 725 1,551 223,975 3,591 1,788 0 0 31 0 0 227 0 0 95 5,733 3,669 102 8 2,418 492 86 1,054 2,735 0 0 132 10,695 Material transactions with related parties and the amount of the outstanding balances with related parties (pooled at group level) were as follows in the preceding year: EURk 2014 Investments accounted for using the equity method Other non-current financial assets Other subsidiaries not included in the scope of consolidation CROSS Industries AG, Wels, Austria WP AG, Munderfing, Austria Wethje Carbon Composites GmbH, Hengersberg, Germany Pankl Racing Systems AG, Kapfenberg, Austria Bajaj Auto Ltd., Pune, India TRUE Management GmbH, Thalheim bei Wels, Austria Pierer Konzerngesellschaft mbH, Wels, Austria Other entities Revenue Expenses Receivables Liabilities 10,913 7,405 4 8 163 20 0 3,800 0 0 130 22,443 7,087 0 4 4,304 94,427 373 5,450 71,604 155 366 314 184,083 3,155 5,100 29 0 25 0 0 4,422 140 0 0 12,872 3,774 0 0 216 12,465 136 1,356 5,476 0 111 44 23,578 All supplies and services were and are agreed at arm’s-length prices. 13 8 K TM CONSOLIDATED FINANCIAL STATEMENTS 33. CORPORATE BODIES OF KTM AG The following individuals were Members of the Supervisory Board in 2015: p Josef Blazicek, Chairman p Rajiv Bajaj, Deputy Chairman p Ernst Chalupsky p Srinivasan Ravikumar p Friedrich Lackerbauer (Employee representative) p Horst Resch (Employee representative) The following persons were Members of the Executive Board with collective power of representation in 2015: p Stefan Pierer, Chairman p Harald Plöckinger p Friedrich Roithner p Viktor Sigl p Hubert Trunkenpolz Mattighofen, February 16, 2016 The Executive Board Stefan Pierer Harald Plöckinger Viktor Sigl Hubert Trunkenpolz Friedrich Roithner NOTES / OTHER NOTES 139 SCHEDULE OF EQUITY HOLDINGS ANNEX TO THE NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS OF KTM AG, MATTIGHOFEN, AUSTRIA EURk Company Affiliated companies KTM Immobilien GmbH (formerly: KTM Motorrad AG), Mattighofen, Austria KTM North America, Inc., Amherst, Ohio, USA KTM-Motorsports, Inc., Amherst, Ohio, USA KTM-Sportmotorcycle Japan K.K., Tokyo, Japan KTM-Racing AG, Frauenfeld, Switzerland KTM Sportcar GmbH, Mattighofen, Austria KTM Motorcycles S.A. Pty. Ltd., Northriding, South Africa KTM Sportmotorcycle Mexico C.V. de S.A., Lerma, Mexico KTM South East Europe S.A., Elefsina, Greece KTM Technologies GmbH, Anif, Austria KTM Sportmotorcycle GmbH, Mattighofen, Austria KTM-Sportmotorcycle India Private Limited, Pune, India Husqvarna Motorcycles GmbH, Mattighofen, Austria KTM-Sportmotorcycle GmbH, Ursensollen, Germany KTM Switzerland Ltd., Frauenfeld, Switzerland KTM Sportmotorcycle UK Limited, Brackley, United Kingdom KTM-Sportmotorcycle Espana S.L., Terrassa, Spain KTM Sportmotorcycle France SAS, Saint Priest, France KTM Sportmotorcycle Italia s.r.l., Gorle, Italy KTM-Sportmotorcycle Nederland B.V., Malden, Netherlands KTM Sportmotorcycle Scandinavia AB, Örebro, Sweden KTM-Sportmotorcycle Belgium S.A., Wavre, Belgium KTM Canada Inc., St-Bruno, Canada KTM Hungária Kft., Törökbálint, Hungary 14 0 Initial consolidation date Dec. 31, 2015 Interest in % Consolidation type Interest in % Consolidation type Sep. 1, 1999 Sep. 1, 1993 Sep. 1, 2000 Sep. 1, 2002 Jan. 28, 2003 Mar. 1, 2005 99.61 100.00 100.00 100.00 100.00 100.00 FC FC FC FC FC FC 100.00 100.00 100.00 100.00 100.00 100.00 FC FC FC FC FC FC Mar. 1, 2009 100.00 FC 100.00 FC Jun. 1, 2009 100.00 FC 100.00 FC Nov. 1, 2010 Dec. 1, 2009 May 1, 2011 100.00 74.00 100.00 FC FC FC 100.00 50.10 100.00 FC FC FC Jun. 1, 2012 Jan. 1, 2013 100.00 100.00 FC FC 100.00 100.00 FC FC Dec. 31, 2013 Dec. 31, 2013 100.00 100.00 FC FC 100.00 100.00 FC FC Dec. 31, 2013 100.00 FC 100.00 FC Dec. 31, 2013 100.00 FC 100.00 FC Dec. 31, 2013 Dec. 31, 2013 100.00 100.00 FC FC 100.00 100.00 FC FC Dec. 31, 2013 100.00 FC 100.00 FC Dec. 31, 2013 100.00 FC 100.00 FC Dec. 31, 2013 Dec. 31, 2013 Dec. 31, 2013 100.00 100.00 100.00 FC FC FC 100.00 100.00 100.00 FC FC FC K TM CONSOLIDATED FINANCIAL STATEMENTS Dec. 31, 2014 EURk Company KTM Central East Europe s.r.o., Bratislava, Slovakia KTM Österreich GmbH, Mattighofen, Austria KTM Nordic Oy, Vantaa, Finland KTM Sportmotorcycle d.o.o., Marburg, Slovenia KTM Czech Republic s.r.o., Pilsen, Czech Republic KTM Sportmotorcycle SEA PTE. Ltd. (formerly: KTM Sportmotorcycle Singapore PTE Ltd.), Singapore, Singapore Husqvarna Motorcycles Italia S.r.l., Albano Sant’Alessandro, Italy Husqvarna Motorcycles Deutschland GmbH, Ursensollen, Germany Husqvarna Motorcycles Espana S.L., Terrassa, Spain Husqvarna Motorcycles UK Ltd., Brackley, United Kingdom Husqvarna Motorcycles France SAS, Saint Priest, France HQV Motorcycles Scandinavia AB, Örebro, Sweden Husqvarna Motorcycles North America, Inc., Murrieta, USA Husqvarna Motorsports, Inc., Murrieta, USA Husqvarna Motorcycles S.A. Pty. Ltd., Northriding, South Africa KTM Events & Travel Service AG, Frauenfeld, Switzerland1 Associated companies KTM New Zealand Ltd., Auckland, New Zealand Kiska GmbH, Anif, Austria KTM MIDDLE EAST AL SHAFAR LLC, Dubai, United Arab Emirates 1 Initial consolidation date Dec. 31, 2015 Interest in % Consolidation type Interest in % Consolidation type Dec. 31, 2013 Dec. 31, 2013 Dec. 31, 2013 Dec. 31, 2013 Dec. 31, 2013 100.00 100.00 100.00 100.00 100.00 FC FC FC FC FC 100.00 100.00 100.00 100.00 100.00 FC FC FC FC FC Jan. 1, 2014 100.00 FC 100.00 FC Dec. 31, 2013 100.00 FC 100.00 FC Dec. 31, 2013 100.00 FC 100.00 FC Dec. 31, 2013 100.00 FC 100.00 FC Dec. 31, 2013 100.00 FC 100.00 FC Dec. 31, 2013 100.00 FC 100.00 FC Dec. 31, 2013 100.00 FC 100.00 FC Dec. 1, 2013 Apr. 1, 2015 100.00 100.00 FC FC 100.00 – FC – Apr. 1, 2015 100.00 FC – – – 100.00 – 100.00 FC – – 26.00 26.00 AE AE 26.00 24.90 AE AE – 25.00 AE 25.00 AE Disposal due to deconsolidation, see note 2, Scope of consolidation. Dec. 31, 2014 FC: Full consolidation AE: At equity AC: At cost SCHEDULE OF EQUITY HOLDINGS 141 EURk Company Initial consolidation date Interest in % Consolidation type Interest in % Consolidation type – – – – – 100.00 100.00 76.00 100.00 26.00 AC AC AC AC AC 100.00 100.00 100.00 100.00 26.00 AC AC AC AC AC – – – 26.00 26.00 26.00 AC AC AC 26.00 26.00 26.00 AC AC AC – 10.00 AC 10.00 AC – – 49.00 51.00 AC AC – – – – Other non-current financial assets KTM Australia Pty Ltd., Perth, Australia1 KTM Finance GmbH, Frauenfeld, Switzerland1 KTM Wien GmbH, Mattighofen, Austria1 KTM do Brasil Ltda., Sao Paulo, Brazil1 KTM Braumandl GmbH, Wels, Austria2 Project Moto Rütter & Holte GmbH, Oberhausen, Germany2 MX – KTM Kini GmbH, Wiesing, Austria2 KTM Regensburg GmbH, Regensburg, Germany2 Oberbank Mattigtal Immobilienleasing GmbH, Linz, Austria Mattighofen Museums-Immobilien GmbH, Mattighofen, Austria2 KISKA, Inc., Murrieta, USA1 1 2 Not fully consolidated, because of immateriality. Not included at equity because of minor importance. EURk Other non-current financial assets KTM Australia Pty Ltd. (formerly: KTM-Sportcar Australia Pty Ltd.), Perth, Australia1 KTM Finance GmbH, Frauenfeld, Switzerland KTM Wien GmbH, Mattighofen, Austria KTM do Brasil Ltda., Sao Paulo, Brazil KTM Braumandl GmbH, Wels, Austria Project Moto Rütter & Holte GmbH, Oberhausen, Germany MX – KTM Kini GmbH, Wiesing, Austria KTM Regensburg GmbH, Regensburg, Germany Oberbank Mattigtal Immobilienleasing GmbH, Linz, Austria Mattighofen Museums-Immobilien GmbH, Mattighofen, Austria KISKA, Inc., Murrieta, USA 2 FC: Full consolidation AE: At equity AC: At cost Net result Dec. 31, 2015 Dec. 31, 2014 2015 2014 (6) (6) 17 (27) 738 149 183 59 24 4,742 – – 0 17 0 (3) (243) 63 65 28 (5) 22 – – 2 97 787 2 2 2 2 4,742 87 203 Latest annual financial statements available are of August 31, 2015 Not yet available 142 Dec. 31, 2014 (Negative) Equity Company 1 Dec. 31, 2015 K TM CONSOLIDATED FINANCIAL STATEMENTS 2 (6) (289) 2 2 2 2 103 (13) 111 AUDITOR’S REPORT REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS We have audited the accompanying consolidated financial statements of KTM AG, Mattighofen, Austria, for the fiscal year from 1 January to 31 December 2015. These consolidated financial statements comprise the consolidated balance sheet/consolidated statement of financial position as of 31 December 2015, the consolidated income statement/consolidated statement of comprehensive income, the consolidated statement of cash flows and the consolidated statement of changes in equity for the fiscal year 2015 and a summary of significant accounting policies and other explanatory notes. MANAGEMENT’S RESPONSIBILITY FOR THE CONSOLIDATED FINANCIAL STATEMENTS The Company’s management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with International Financial Reporting Standards (IFRSs) as adopted by the EU, and the additional requirements pursuant to section 245a UGB (Austrian Commercial Code) and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. AUDITOR’S RESPONSIBILITY Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our audit in accordance with Austrian Standards on Auditing. Those standards require that we comply with International Standards on Auditing – ISA. In accordance with International Standards on Auditing, we are required to comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on our judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the Group’s preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. AUDITOR’S REPORT 14 3 OPINION Our audit did not give rise to any objections. In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Group as of 31 December 2015 and its financial performance and its cash flows for the year then ended in accordance with International Financial Reporting Standards (IFRSs) as adopted by the EU. REPORT ON THE MANAGEMENT REPORT FOR THE GROUP Pursuant to statutory provisions, the management report for the Group is to be audited as to whether it is consistent with the consolidated financial statements and as to whether the other disclosures are not misleading with respect to the Company’s position. The auditor’s report also has to contain a statement as to whether the management report for the Group is consistent with the consolidated financial statements and whether the disclosures pursuant to section 243a UGB (Austrian Commercial Code) are appropriate. In our opinion, the management report for the Group is consistent with the consolidated financial statements. The disclosures pursuant to section 243a UGB (Austrian Commercial Code) are appropriate. Linz, 16 February 2016 KPMG Austria GmbH Wirtschaftsprüfungs- und Steuerberatungsgesellschaft signed by: Mag. Ernst Pichler Wirtschaftsprüfer (Austrian Chartered Accountants) This report is a translation of the original report in German, which is solely valid. The consolidated financial statements together with our auditor’s opinion may only be published if the consolidated financial statements and the management report are identical with the audited version attached to this report. Section 281 paragraph 2 UGB (Austrian Commercial Code) applies. 14 4 K TM CONSOLIDATED FINANCIAL STATEMENTS STATEMENT OF ALL LEGAL REPRESENTATIVES FOR THE FINANCIAL YEAR 2015 OF KTM AG, MATTIGHOFEN, AUSTRIA We confirm to the best of our knowledge that the consolidated financial statements give a true and fair view of the assets, liabilities, financial position and profit or loss of the group as required by the applicable accounting standards and that the consolidated management report gives a true and fair view of the development and performance of the business and the position of the group, together with a description of the principal risks and uncertainties the group faces. We confirm to the best of our knowledge that the separate financial statements give a true and fair view of the assets, liabilities, financial position and profit or loss of the parent company as required by the applicable accounting standards and that the management report gives a true and fair view of the development and performance of the business and the position of the company, together with a description of the principal risks and uncertainties the company faces. Mattighofen, March 2016 The Executive Board Stefan Pierer Harald Plöckinger Viktor Sigl Hubert Trunkenpolz Friedrich Roithner STATEMENT OF ALL LEGAL REPRESENTATIVES 145 OTHER INFORMATION FINANCIAL CALENDAR 2016 Apr. 11, 2016 Date of evidence of “Annual General Meeting” Apr. 21, 2016 Annual General Meeting Apr. 25, 2016 Ex-dividend date Apr. 26, 2016 Date of evidence of “Dividend” (record date) Apr. 28, 2016 Dividend payment date Aug. 19, 2016 Interim Financial Statements for the first half-year 2016 INVESTOR RELATIONS VIKTOR SIGL Stallhofnerstrasse 3 5230 Mattighofen, Austria Phone: +43 7742 6000-144 E-Mail: [email protected] 14 6 KTM GROUP IMPRINT Owner and publisher: KTM AG, Stallhofnerstrasse 3, 5230 Mattighofen, Austria Registered at the Regional Court Ried im Innkreis: FN 107673 v Concept and design: KTM, marchesani_kreativstudio Photos: KTM archives, Husqvarna archives While every care was taken in compiling this annual report and checking that the data it contains is correct, slight differences in totals from adding up rounded amounts and percentages, typographical errors and misprints cannot be excluded. This report and the forward-looking statements it contains were prepared on the basis of all the data and information available at the time of going to press. We wish to point out, however, that various factors may cause the actual results deviate from the forward-looking statements given in the report. Printed in accordance with the printing products directive of the Austrian ecolabel “Das Österreichische Umweltzeichen” (UW-No 922). 147 KTM AG Stallhofnerstrasse 3 5230 Mattighofen, Austria E-MAIL: [email protected] WEBSITE: www.ktmgroup.com