Audited annual financial report 2013
Transcription
Audited annual financial report 2013
ATON GmbH, Munich GROUP MANAGEMENT REPORT FOR THE FINANCIAL YEAR 2013 (Translation – the German text is authoritative) ATON GmbH, Munich – Group Management Report 2013 Contents I. The Group.........................................................................................................................................................3 1. Structure .....................................................................................................................................................3 2. Business segments ....................................................................................................................................3 3. Management...............................................................................................................................................7 4. Research and development .......................................................................................................................7 II. Macroeconomic development...........................................................................................................................8 III. Development of the business segments ....................................................................................................... 10 1. AT Tech ................................................................................................................................................... 10 2. AT Mining Tech ....................................................................................................................................... 11 3. AT Med Tech ........................................................................................................................................... 13 4. AT Aviation .............................................................................................................................................. 14 IV. Results of operations, financial and net assets position ............................................................................... 16 1. Results of operations ............................................................................................................................... 16 2. Financial position ..................................................................................................................................... 18 3. Net assets position .................................................................................................................................. 19 V. Employees ..................................................................................................................................................... 23 VI. Subsequent events ........................................................................................................................................ 24 VII. expected developments, opportunities and risks .......................................................................................... 25 1. Risks ........................................................................................................................................................ 26 2. Opportunities ........................................................................................................................................... 30 VIII. Risks management system and accounting-related internal control ....................................................... 33 1. Management of risks and opportunities .................................................................................................. 33 2. Accounting-related internal control .......................................................................................................... 33 IX. Disclaimer ...................................................................................................................................................... 34 ATON GmbH, Munich – Group Management Report 2013 I. THE GROUP 1. Structure ATON GmbH and its subsidiaries (collectively, the "Group") have a balanced portfolio of business activities. The Group’s operating companies are organised on a global basis and have a presence in all continents with core activities in the AT Tech, AT Med Tech, AT Aviation and AT Mining Tech business segments. The ATON Group comprises the ATON GmbH, a corporation established under German law, and 145 (previous year: 141) subsidiaries in which ATON GmbH either holds an indirect or direct interest, primarily as a majority shareholder; of which 129 (previous year: 123) are included in the consolidated financial statements of ATON GmbH. 2. Business segments In the financial year 2013, the focus of the ATON Group its core activities, which had already been started in prior years, has been continued. During the financial year 2013 the BFFT Group, based in Gaimersheim near Ingolstadt, was acquired. The acquisition has led to a strengthening of the segment AT Tech in the future market of electronics and electrics in the development of automotive technology. Furthermore in AT Tech, the operational merger of the EDAG and Rücker Group has been started at the end of the financial year. In the coming year, the Group will continue to develop the individual segments in line with their core competencies by making strategic investments and selling off peripheral activities. In addition, the merger of similar activities and the use of synergies will be in the focus of the financial year 2014. Our expectation is that this will enhance the companies’ competitive advantage on the one hand and optimise the use of existing resources on the other, thus further increasing creation of added value. The organisational structure of the ATON Group with the operating units allocated to the relevant segments is as follows as at 31 December 2013. Page 3 ATON GmbH, Munich – Group Management Report 2013 ATON GmbH 100.00% ATON Group Finance GmbH AT Tech 100.00% AT Mining Tech 100.00% AT Med Tech 100.00% 100.00% EDAG GmbH J.S. Redpath Haema Augsburg & Co. KGaA Holdings Inc. AG Airways GmbH i.L. 100.00% 100.00% 100.00% 100.00% Rücker Deilmann-Haniel Ziehm DC Aviation GmbH Mining Systems GmbH Medical LLC GmbH 100.00% 100.00% BFFT Gesellschaft für W.O.M. World of Fahrzeugtechnik mbH Medicine GmbH 100.00% 100.00% FFT GmbH Orthoscan & Co. KGaA Inc. 100.00% Reform Maschinenfabrik Adolf Rabenseifner GmbH & Co. KG 66.67% TSO Industrieanlagen Planung und Vertrieb GmbH Page 4 AT Aviation ATON GmbH, Munich – Group Management Report 2013 The services of the segment AT Tech cover in particular the areas of engineering and plant construction for the automotive industry, along with other sectors of the mobility industry, as well as manufacturing of specialised machine. As one of the industry's largest independent development partners, the EDAG Group develops ready-forproduction solutions at 32 locations, both nationally and internationally. The Rücker Group is a technology development company for the international automotive industrie as well. The Rücker Group is headquartered in Wiesbaden and operates in more than 15 countries. EDAG and Rücker are organised into the lines of business Product Development and Product Solutions. Product Development offers engineering services globally, focusing on the automotive industry (manufacturers as well as their suppliers). The service portfolio covers the key aspects of vehicle development and ranges from styling, form-finding and modelling through package, body and interior/exterior design development to electrics/electronics and the overall functional integration of systems into the vehicle. Production Solutions deals with the design of production processes as well as the development of production facilities and thus, represents a link between product design and plant construction. The BFFT is a manufacturer independent service provider for the automotive industry. Its core activity regarding the automotive industry is the development of system networks in electrics and electronics of automobiles. In this segment, BFFT covers the development of non-inididualised hardware components for automotive electronic systems, as well as the developments and testing of alternative driving systems. The FFT Group develops turnkey body production and assembly lines for the manufacturers and TIER1-suppliers of the automotive industry as well as for other non-automotive sectors. The company takes on responsibility for the entire design and manufacturing process. REFORM is a specialist designer of grinding machinery located in Fulda. Its product range spans from small knife grinding machines for the pulp and paper industry to large-scale, CNC-controlled machinery for processing machine engines in the aviation industry. TSO designs, plans, manufactures and assembles customised machinery and equipment for non-food bulk commodities and dusts. Through its tailored solutions, TSO is a competent partner when it comes to conveyor and transport installations, load sensing equipment, doser and filtering technology in particular. Page 5 ATON GmbH, Munich – Group Management Report 2013 The segment AT Mining Tech offers mining and shaft-sinking services and products worldwide. The Redpath Group is a global mining service provider. The group's core competencies include contract mining, shaft-sinking and equipment, maintenance and renovation, as well as the development, construction and management of subsurface mines and installations. Deilmann-Haniel Mining Systems is a specialist manufacturer of machinery for the realisation and preparation of subsurface coal mines, as well as special applications for all subsurface mining operations. The segment AT Med Tech develops solutions for the healthcare market in the fields of surgery and diagnostics, specialising in X-ray diagnostics, basic medical diagnostics and minimally invasive surgery, as well as products for the pharmaceuticals industry and hospitals. Haema is the nationwide largest private blood donor service operating in the Federal Republic of Germany. It operates 33 modern blood donation centres in the German federal states of Berlin, Brandenburg, Thuringia, Mecklenburg-Western Pomerania, North Rhine-Westphalia, Saxony, Saxony-Anhalt and Schleswig-Holstein. Blood and plasma donations taken from voluntary donors are processed into proprietary medical products or transferred to plasma processing companies for handling. All blood products are subject to multiple testing in highly efficient, modern laboratories so as to ensure compliance with the company's rigorous quality and safety standards applicable to the proprietary medical products it manufactures. Ziehm is specialised on the development, production and global marketing of mobile X-ray imaging systems solutions known as C-arms. These systems are primarily used in surgical and emergency care settings. The company also develops specialised equipment for endoscopic procedures. Moreover, Ziehm is considered as an expert and technology leader in the market of C-arms. In 2013, with the new generation of Ziehm Vision RFD Hybrid Edition, a mobile C-arm has been introduced, which is exactly tailored to the needs of the HybridOP. OrthoScan is also leading in the market for mini C-arms used for orthopaedic extremity (hand and foot) imaging. The use of modern flat detectors reduces distortions created by standard image enhancers. OrthoScan's mini C-arms offer orthopaedic, casualty and hand and foot surgeons the solution they require for a high-quality, X-ray imager with small dimensions to facilitate surgeries on small and delicate parts of the body, such as wrists, knees and ankles. In 2012, with the Mobile DI product which was launched in 2012, the company opened up a new market. The Mobile DI is an even more compact portable, low-dosage X-ray imager, which can be used when rapid and effortless diagnostics of extremities are required. It is suitable for use in orthopaedic practices, athletic sport teams and military units, among other applications. W.O.M. WORLD OF MEDICINE is a pioneer of minimally invasive surgery. It is a leading manufacturer of insufflators, which use CO² gas or liquids to expand body cavities for minimally invasive laparoscopic surgeries via small openings rather than large incisions. Other key product areas include consumable supplies developed specifically for the equipment, endoscopic cameras and the Gamma Finder® used in oncological diagnostics. Page 6 ATON GmbH, Munich – Group Management Report 2013 The segment AT Aviation comprises regional and charter flight as well as business aviation. Augsburg Airways primarily has operated wet leases for Deutsche Lufthansa's European business travel segment. In autumn 2012, Deutsche Lufthansa terminated this agreement effective at the end of October 2013. The company maintained regular flight traffic until that time. Since November 2013 the operative business activities have been suspended. With the employee representatives social compensation plans were negotiated. Since the suspension of the flight traffic, the business of the company concentrated on the disposal of the remaining aircrafts. DC Aviation, as operator and charterer, concentrates on aircraft technology for premium private jets, particularly medium and long-haul. In 2013. DC Aviation defended its position as a key player by operating 30 aircrafts in the European business aviation. The DC Aviation brand strengthened its international presence in 2013 by opening the local infrastructure and start of the operations of DC Aviation Al Futtaim (49 % joint venture in Dubai). By the complete acquisition of the companies Jet-Link AG und Heli-Link Helikopter AG, headquarted in Zurich, a presence in the Swiss market was created. Due to these acquisitions DC Aviation was able to enter the management of helicopters. As at year end 2013, two business jets and one helicopter were operated in Zurich, so that the total number of aircrafts managed by the DC Aviation Group amounted to 30 aircrafts. ATON Group Finance GmbH, Going/Austria is a 100 % subsidiary of ATON GmbH, which was founded on 4 October 2013. Main object of the company is intercompany financing. In November 2013, ATON Group Finance GmbH has issued a bond of EUR 200,0 million in the Prime Standard at the German Stock Exchange in Frankfurt Main. Guarantor for this bond is the ATON GmbH. 3. Management The ATON GmbH is a management holding company with extensive competencies regarding strategy and financing. The management teams of the individual subsidiaries hold direct operative responsibility and act within the scope agreed with the management of ATON GmbH in order to meet the financial and strategic objectives. There is a constant exchange via a monthly reporting between the managing directors of the subsidiaries and the holding company. 4. Research and development Several companies of the Group operate in technological fields that are constantly evolving. These companies are primarily EDAG, Rücker, BFFT, FFT, Ziehm, OrthoScan, W.O.M and Deilmann-Haniel Mining Systems. In order to differentiate from competitors and to keep up with the latest technological developments, these companies individually operate research and development departments. Permanent development and enhancement of the product portfolio is of great strategic importance in the industries of the companies. The expenses of EUR 1.3 million in research and development (previous year: EUR 1.6 million) and the investment EUR 2.0 million in development costs capitalised (previous year: EUR 1.0 million) emphasise the activities for product development and product enhancement. Page 7 ATON GmbH, Munich – Group Management Report 2013 II. MACROECONOMIC DEVELOPMENT The global economic growth was able to recover slowly in the year 2013. The development varied significantly across countries. While the economy of many developed countries gained new momentum, growth has slowed down considerably in many emerging countries compared with the past. The global economic performance stabilised in 2013. After the global economy grew by 2.6 % in 2012, growth maintained at a similar level at 2,5 % in 2013. The debt crisis in Europe continued to have a negative impact. The European Central Bank (ECB) as well as the US central bank continued their policy of low interest rates. The following overview presents the development of gross domestic product (GDP) in individual economic regions. in % 2013 * 2012 2011 2010 2009 Rest of world 2.5 2.6 3.0 4.2 - 1.9 Europe 0.3 - 1.9 2.3 - 4.2 Germany 0.6 1.0 3.1 4.0 - 5.1 North America 1.9 2.2 1.9 2.5 - 3.0 South America 2.6 2.6 4.0 5.8 - 1.6 Asia/Pacific 4.8 4.8 4.6 7.3 1.7 China 7.7 7.7 9.3 10.5 9.2 Middle East 2.7 3.3 5.0 5.9 1.3 Africa 3.5 5.0 1.1 4.7 2.7 Source: Global Insight World Overview, 15 January 2014. * Forecast. In the euro zone, the growth rate was 0.3 % for the year 2013 (previous year: 0.0 %), while great regional disparities existed. The southern european debtor nations in the euro zone continued to suffer from negative growth rates in the financial year, but to a lesser extent than in 2012. For the euro zone as a whole, the recession that had persisted for six successive quarters and had it’s trough in the fourth quarter of 2012, came to an end in the first half of 2013. In addition, government bond yields receded clearly in the countries most affected by the sovereign debt crisis, which reduced their borrowing costs and put government budgets on a more sustainable path. As governments kept tightening their budgets, fiscal austerity remained a drag on the European economy. In contrast to the general trend, Germany experienced growth of 0.6 % (previous year: 1.0 %). However in 2013, German exports fell for the first time since the recession in 2009. The exports in 2013 were 0.2 % lower than in the previous year. In the financial year, the most important growth engine of the German economy was the private consumption. This increased by 0.9 % (previous year 0.8 %) after correction of inflation. After a period of stagnation at the end of the previous year, the US economy picked up again in the first two quarters of 2013, buoyed by consumer spending. However, the budget crisis in autumn 2013 again had a negative effect on economic growth. Overall, the US economy grew by 1.9 % in the reporting year 2013 (previous year: 2.2 %). Page 8 ATON GmbH, Munich – Group Management Report 2013 In the BRIC countries (Brazil, Russia, India and China) the reduced tendency of economic growth from the previous year continued to slow down. In the first half of the year of 2013, the growth of the chinese economy reduced again in comparison with the previous year and amounted to 7.5 % (previous year: 7.7 %). Besides, the slowing economy of India had to deal with a current account deficit, high inflation and unresolved structural problems, which caused foreign capital to exit the country. Also in Russia, the economic activity was weak in 2013. The price of oil is one of the most important values in the commodity markets. After a price increase in the first quarter of 2013, with prices just below USD 119/barrel, the price of a barrel of Brent sank again sharply in the second quarter, falling below USD 100/barrel for a short time in April. In the second half of the year, the oil price rose again significantly, at times reaching prices of USD 116/barrel. A barrel of Brent crude oil cost USD 110.80/barrel at the end of the reporting year (previous year: USD 111.12/barrel); the average price of oil for the year was approximately USD 108.73/barrel, or 2.6 % less than in the previous year (USD 111.68/barrel). The inflation rate in the euro zone fell in 2013 to 1.7 % (previous year: 2.5 %). After a decrease of the reference rate in the first half of the year 2013 the ECB again reduced the rate in November 2013. As of 13 November 2013, the interest rate on the main refinancing operations is set at 0.25 %. Parallel to this, the interest rate on the marginal lending facility is reduced to 0.75 %, while the interest rate on the deposit facility remains stable at 0.00 %. The nominal exchange rate of the Euro versus the USD increased on average p.a. in 2013 compared to 2012 and is listed at USD 1.33 (previous year: USD 1.28) at year end. Page 9 ATON GmbH, Munich – Group Management Report 2013 III. DEVELOPMENT OF THE BUSINESS SEGMENTS The figures following indicate the gross revenue and results attributable to the segments. Adjustments relate to transactions or amounts which do not usually occur in the ordinary course of business. To the extent that changes in the group of consolidated companies took place within a segment during the financial year, the normalised adjustment is corrected to account for changes resulting from the additions and disposals. 1. AT Tech Approximately 98% of this segment's gross revenue is attributable to the EDAG, Rücker, BFFT and the FFT Group, whose customers primarily stem from the automotive sector. Insofar, the development of the automotive industry has an influence on this segment, while the volatility of the automotive industry only transfers partly and delayed on the segment. Manufacturers need to work on long term development projects for new vehicles and the subsequent capital expenditures on new assembly lines for new vehicle models require a longer period in advance. The positive economic circumstances of the automotive industry are directly reflected in the business results and activities of this segment. The global automotive markets have developed positively in the reporting year. Overall, the global market for new cars grew by approximately 3,0 % to 83.5 million units. Sales in the US rose by 7.9 % to 15.6 million units. Also in China, there was a strong increase by 11.0 % to 21.0 million units. Europe was confronted by a decrease of sales by -2.4 %, as well as Brazil (-1.1 %), Japan (-0.9 %) and India (-11,1 %). The German automotive manufacturers were able to benefit from the global growth as they are particularly well positioned in the US and China. Therefore, the decreasing demand in some Euro countries was compensated by sales in countries outside the euro zone. The strategy pursued by leading OEMs of offering end consumers a high variety of models and variants promotes not only the trend towards shorter development times for vehicles but also for production facilities up to extensive production and factory equipment. The German OEMs, in particular, continue to pursue the strategy of offering a high variety of models and variants. This implicates an increase in complexity of individual development solutions. The gross revenue in this segment grew by a total of EUR 191.2 million (previous year: EUR 87.4 million) to EUR 1,089.6 million, while in the current year the Rücker and BFFT Group have contributed to consolidated gross revenue the entire year. In the previous year, the Rücker Group was only included in the ATON Group from the fourth quarter on. Page 10 ATON GmbH, Munich – Group Management Report 2013 Gross revenue in EUR '000 2013 1,089,623 (normalised) 898,429 2012 (normalised) 191,194 Change (normalised) EBITDA % EBIT % 97,239 8.9% 67,269 6.2% 93,728 8.6% 63,957 5.9% 74,316 8.3% 56,113 6.2% 60,160 6.7% 42,571 4.7% 22,923 11,156 33,568 21,386 The following comments on single companies of the segment are based on numbers unconsolidated. Gross revenue of the EDAG Group has decreased compared to the previous year by EUR 21.1 million to EUR 383.1 million, whereas the in the previous year sold companies ED Work and WMU were included until midyear in the previous year’s figure. The EBIT decreased on absolute basis by EUR 3.8 million to EUR 32.2 million and the EBIT margin has decreased from 8.9 % to 8.4 %. As at 31 December 2013 EDAG discloses order backlog of EUR 166.8 million (previous year EUR 163.3 million). The FFT was able to increase gross revenue by EUR 23.4 million to EUR 465.5 million. At the same time, EBIT in the year under report increased by EUR 11.4 million to EUR 29.4 million (previous year EUR 18.0 million). The EBIT margin improved respectively from 4.1 % to 6.3 %. As at 31 December 2013, order backlog of the FFT amounts to EUR 514.7 million (previous year EUR 394.8 million). The Rücker has merely contributed in 2012 starting from the fourth quarter on to the consolidated result. In 2013 Rücker generated gross revenue of EUR 199.3 million and achieved an EBIT of EUR 7.2 million (3.6 %) before consolidation effects. The order backlog of Rücker as at 31 December 2013 amounts to EUR 82.3 million. The BFFT was acquired in January 2013 and firstly contributes to the result of the segment AT Tech in 2013. The company generated gross revenue of EUR 50.3 million and an EBIT of EUR 5.5 million (10.9 %) before consolidation effects. Reform was able to increase its gross revenue from EUR 12.4 million to EUR 23.0 million. After losses in the previous years, Reform was able to generate an balanced EBIT auf EUR 0.1 million. TSO generated gross revenue of EUR 5.2 million (previous year EUR 4.8 million) and an EBIT of EUR 1.9 million and improved its EBIT compared to the previous year by EUR 0.5 million. 2. AT Mining Tech Since 2003, commodity prices increased from a long-term perspective. The price increase is primarily attributable to an increase in demand for commodities by emerging economies, particularly from China. The financial crises in 2009 caused a slump of commodity prices. Nevertheless, in 2011 the prices have reached a maximum level. Since the beginning of 2012, prices have decreased constantly. Only since the end of 2013 a slight rebound is recognisable. The indices show that commodity prices were highly volatile in 2013, as in the previous years. Page 11 ATON GmbH, Munich – Group Management Report 2013 Translation: MPI Subindex Eisen und Stahl (MPI subindex iron and steel);Gesamtindex US$-Basis (Overall index USD Basis); Gesamtindex €-Basis (Overall index EUR Basis); Eisen, Stahl US$-Basis (Iron, steel USD Basis); Eisen, Stahl €-Basis (Iron, steel EUR Basis); Indexwert (Index value) Source: Federal Institute for Geosciences and Natural Resources (Bundesanstalt für Geowissenschaften und Rohstoffe) The decrease in commodity prices, particularly for gold, as well as the resulting decrease in demand for mining contracting services and the reduced spending by the mining companies around the world have had a negative impact. The Redpath Group was able to maintain or rather slightly increase the gross revenue in Canadian currency. Despite the negative development of commodity prices, the order backlog from previous years was on a high level, which caused the gross revenue to be stable. The order backlog as at 31 December 2013 amounts to EUR 1,045.7 million (previous year EUR 1,220.3 million). As a result of the negative development of the Canadian Dollar CAD in 2013, gross revenue however decreased by 4.0 % to EUR 778.8 million (previous year EUR 808.4 million). Redpath was able to achieve absolute and percental increase of the EBIT. With an EBIT of EUR 75.6 million (previous year EUR 74.4 million) the company generated an EBIT margin of 9.7 % (previous year 9.2 %). Page 12 ATON GmbH, Munich – Group Management Report 2013 Gross revenue in EUR '000 2013 EBIT % 108,207 13.3% 75,794 9.3% 99,651 12.2% 67,238 8.3% 872,250 112,702 12.9% 83,033 9.5% 114,903 13.2% 85,335 9.8% (normalised) - 58,553 Change % 813,697 (normalised) 2012 EBITDA (normalised) - 4,495 - 7,239 - 15,252 - 18,097 The business development of the Deilmann-Haniel Mining Systems was influenced negatively by hesitant willingness to invest. Gross revenue decreased from EUR 64.0 million to EUR 35.2 million. The company’s EBIT reduced by EUR 6.9 million to EUR 0.6 million. In total, the adjusted EBIT of the segment decreased by EUR 18.1 million to EUR 67.2 million. 3. AT Med Tech Medical technology represents a high-growth sector on a medium- and long-term perspective, due to the continuously growing global population and the increasing share of the elderly within the overall population. In the financial year 2013, demand for medical technology varied across regions. In many European countries, including Germany, and in the US the environment was occasionally unfavourable. In Russia, China and other emerging markets, the developments were positive instead. In the financial year 2013, despite difficult market conditions, gross revenue and the result remained on prior year’s level. in EUR '000 2013 Gross revenue EBITDA 260,982 (normalised) 2012 260,011 (normalised) Change (normalised) 971 % EBIT % 30,956 11.9% 21,211 8.1% 31,421 12.0% 21,781 8.3% 30,814 11.9% 21,770 8.4% 31,574 12.1% 22,533 10.9% 142 - 559 - 153 - 752 Ziehm generated gross revenue of EUR 83.0 million in the financial year 2013, which corresponds to a decrease of approximately 3.0 % compared to the previous year of EUR 85.8 million. The main reasons were reduced sales in the core markets of Germany and the US, which are characterised by reluctance to invest. In contrast to the decrease in gross revenue, the operating result improved. In the financial year, an improvement of the EBIT by EUR 1.5 million to EUR 9.5 million respectively 19.0 % was attained. Reasons for this were the realisation of savings potential, extraordinary depreciation of the previous year and first time capitalisation of development costs. In 2013, W.O.M. recorded an increase of 2.0 % in gross revenue compared to the previous year, which amounts to EUR 57.0 million. The operating profit increased by EUR 1.4 million to EUR 7.9 million, by approximately 22.0 %. While revenue in the business of Cameras & Photonics remained at EUR 10.0 million at the previous year’s level, the business Insufflators & Pumps attained an increase in revenue by 4.0 % to EUR 47.0 million. The regional breakdown of sales shows that revenue in the core markets, the US and Page 13 ATON GmbH, Munich – Group Management Report 2013 Europe, stagnates or rather decreases while significant growth in the rest of the world more than offsets this decrease. In the financial year 2013, the new company headquarter of HAEMA was inaugurated and new production technologies were implemented in the context of the new construction. The operating result of EUR 5.8 million is below the operating result of the previous year which amounted to EUR 9.7 million. The flood disaster in Germany in the summer of 2013 and its impact on the number of donors had a negative impact on Haema’s financial performance. In addition, due to the new construction of the headquarter, depreciation increased by EUR 0.8 million (+ 25.5%) compared to the previous year. In the financial year 2013, OrthoScan generated gross revenue of EUR 21.8 million, which corresponds to an increase of 8 % compared to the previous year. In the same period, the operating result improved from a negative result of EUR -1.1 million to positive result of EUR 0.2 million. It can be expected that the predicted future growth will lead to a further improvement of the company’s financial performance. The new product Mobile DI is expected to be a main driver for the growth, whose market is still in the development phase. 4. AT Aviation The overall European market for business jets showed a reduction of 2 % measured in volume of flights in 2013. Compared to the booming years of the business aviation before the emerge of the financial crisis in the year 2008, the number of private persons and enterprises that decide for the acquisition of an aircraft for the first time, reduced significantly. However it can still be observed that existing owners of aircrafts, private persons as well as enterprises, invest in replacement every 5 years, i.e. acquire new aircrafts and possibly perform an upgrade on the aircraft type. Regionally, Eastern European countries such as Russia, Ukraine and Kazakhstan show the largest demand concerning the acquisition of new aircrafts as well as aircraft management, followed by countries of the Middle East, such as Turkey, Saudi Arabia and the United Arab Emirates. The leaders of the development in Central Europe are Switzerland, Germany and Austria, whereas a strong competition is observed among operators. AT Aviation's revenue notably decreased compared to the previous year by EUR 35.9 million to EUR 164.2 million. This was not least because of the suspension of the flight operation of the Augsburg Airways as at 31 October 2013. The revenue of DC Aviation declined from the previous year by 6 % to EUR 87.4 million (previous year EUR 93.3 million). The reduction of revenue was mainly driven by declining third party charter volume as well as revenue and cost reducing effects from the restructuring of the aircraft fleet. The number of flight hours increased compared to the previous year by 2 %, as the aircrafts were more intensively used by their respective owners. Page 14 ATON GmbH, Munich – Group Management Report 2013 in EUR '000 2013 Gross revenue 164,218 (normalised) 2012 200,168 (normalised) Change (normalised) - 35,950 EBITDA % EBIT % 26,168 15.9% 15,887 9.7% 20,074 12.2% 15,216 9.3% 38,908 19.4% 17,774 8.9% 28,786 0.0% 20,722 10.4% - 12,740 - 1,887 - 8,712 - 5,506 The normalised EBIT of the segment AT Aviation reduced by EUR 1.8 million to EUR 15.2 million. In the prior year, the financial performance was affected by impairments recognised in relation to customer relationships and goodwill as well as property, plant and equipment. The financial performance of the current financial year is influenced by the suspension of operations of Augsburg Airways as at 31 October 2013. The overall business development of the ATON Group, which unfolds as the sum of the presented segments as well as the ATON GmbH and the ATON Group Finance GmbH, will be explained in the following. Subsequent to the financial performance, cash flows and the financial position will be presented. Page 15 ATON GmbH, Munich – Group Management Report 2013 IV. RESULTS OF OPERATIONS, FINANCIAL AND NET ASSETS POSITION 1. Results of operations The following overview presents the Group's results of operations, where the items of income and expense are grouped from an economic perspective. Individual items are normalised for transactions or amounts which do not usually occur in the ordinary course of business and are recognised as non-operative expenses and income. The normalised Earnings Before Interest, Taxes, Depreciation and Amortisation (EBITDA) and normalised Earnings Before Interest and Taxes (EBIT) present figures normalised for non-operative expenses and income and extraordinary depreciation and impairments, and therefore only include the operating result. in EUR '000 2013 2012 restated Change Revenue 2,303,941 99.0% 2,227,446 99.9% Gross revenue 2,327,802 100.0% 2,230,080 100.0% 97,722 808,133 34.7% 825,073 37.0% - 16,940 Gross performance 1,519,669 65.3% 1,405,007 63.0% 114,662 Personnel expenses 1,039,499 44.7% 922,139 41.4% 117,360 Cost of materials 76,495 Other operating expenses / income 244,088 10.5% 254,985 11.4% - 10,897 Non-operating expenses / income - 23,540 - 1.0% - 26,446 - 1.2% 2,906 EBITDA 259,622 11.2% 254,329 11.4% 5,293 Normalised EBITDA 236,082 10.1% 227,883 10.2% 8,199 76,955 3.3% 64,469 2.9% 12,486 5,730 0.2% 20,102 0.9% - 14,372 176,937 7.6% 169,758 7.6% 7,179 Depreciation and amortisation Impairment losses EBIT Normalised EBIT 159,127 6.8% 163,414 7.3% - 4,287 Net interest expense - 13,532 - 0.6% - 17,026 - 0.8% 3,494 - 1,328 Other financial result Financial result Income taxes EAT Normalised EAT EAT attributable to non-controlling interests EAT attributable to owners of the parent Normalised EAT attributable to owners of the parent - 2,193 - 0.1% - 865 - 0.0% - 15,725 - 0.7% - 17,891 - 0.8% 2,166 49,392 2.1% 45,668 2.0% 3,724 111,820 4.8% 106,199 4.8% 5,621 94,010 4.0% 99,856 4.5% - 5,846 1,385 0.1% - 1,701 - 0.1% 3,086 110,435 4.7% 107,900 4.8% 2,535 92,625 4.0% 101,557 4.6% - 8,932 4.4% 3.6% - 2.6% - 5.9% - 8.8% Gross revenue grew by EUR 97.7 million compared to the previous year and corresponded to our expectation. The segment AT Tech increased gross revenue by EUR 191.2 million to EUR 1,089.6 million in 2013, whereas Rücker and BFFT Group firstly strengthened the segment AT Tech during the whole financial year. The segment AT Mining Tech experienced a decrease of EUR 58.6 million. The gross revenue of the segment AT Med Tech remains on prior year’s level. The gross revenue of AT Aviation reduced by EUR 36.0 million because of the suspension of the operating business of the Augsburg Airways. ATON GmbH and ATON Group Finance GmbH as well as effects from consolidation are summarised as Holding/Consolidation. Page 16 ATON GmbH, Munich – Group Management Report 2013 Gross profit increased by 2.3 percentage points as a result of a lower cost of materials ratio. The cost of materials ratio for the segment AT Tech improved by approximately 7.4 % as compared to the previous year, in the segment AT Med Tech there was also a small reduction. In the segments AT Mining and AT Aviation the cost of materials ratio increased slightly. Personnel expenses increased to a personnel expenses ratio of 44.7 % by 3.3 percentage points compared to the previous year. Current EBITDA increased by EUR 5.3 million to EUR 259.6 million. The previous year figure included income from deconsolidation amounting to EUR 18.3 million. In the current year, the EBITDA was not impacted by effects from deconsolidation. Depreciation and amortisation increased by 19.4 % to EUR 77.0 million, impairment losses decreased by EUR 14.4 million to EUR 5.7 million in the current year. As a result of changed prospects in the segment AT Aviation, technical equipment and machinery were impaired by EUR 5.2 million. In the previous year, the segment AT Aviation recognised impairment losses of EUR 12.1 million for customer relationships and goodwill, as well as EUR 8.0 million for property, plant and equipment, which reduced the EBIT accordingly. The normalised EBIT decreased by EUR 4.3 million to EUR 159.1 million (previous year: EUR 163.4 million) and the margin of 6,8 % was slightly lower than in the previous year. This mainly results from the impairment losses of the previous year amounting to EUR 20.1 million, as well as higher non-operating expenses in 2012. The non-operating expenses amounted to EUR 17.3 million in the previous year whereas the non-operating expenses in the financial year 2013 amount to EUR 12.5 million. The EBIT increased accordingly from EUR 169.8 million to EUR 176.9 million. In the segment AT Tech the normalised EBIT margin increased from 4.7 % in the previous year to 5.9 % in the current financial year 2013. In the other segments the normalised EBIT margin reduced slightly and amounted to 8.3 % in both segments AT Mining and AT Med Tech. In the segment AT Aviation the normalised EBIT margin reduced from 10.4 % to 9.3 % in the financial year 2013. The EBIT of the Holding/Consolidation increased by EUR 5.7 million, which was mainly caused by consolidation effects. The net interest expense improved by EUR 3.5 million compared to the previous year. The negative other financial result declined from EUR 0.9 million in 2012 to EUR 2.2 million in 2013. This was mainly caused by ineffective cash flow hedges. Page 17 ATON GmbH, Munich – Group Management Report 2013 2. Financial position The statement of cash flows presents the Group's cash flows from operating, investing and financing activities, and the resulting change in cash and cash equivalents. The following overview provides a condensed cash flow statement. 2012 restated in EUR '000 2013 Cash and cash equivalents at the beginning of the period 164,067 251,314 - 87,247 Income before interest, dividends and income taxes 174,595 168,742 5,853 Depreciation and amortisation/write-ups of assets 82,052 84,050 - 1,998 Result from the disposal of property, plant and equipment and securities - 3,107 661 - 3,768 Result from the disposal of consolidated subsidiaries Change in provisions Non-cash transactions Change - 18,319 - 18,319 - 12,848 23,917 - 36,765 927 5,848 - 4,921 Gross cash flow 241,619 301,537 - 59,918 Interest, dividends and income taxes paid/received - 51,345 - 54,396 3,051 Changes in trade working capital - 38,018 - 63,615 25,597 Changes in other working capital 60,110 - 43,869 103,979 Cash flow from operating activities 212,366 139,657 72,709 Purchases of/proceeds from disposal of intangible assets and property, plant and equipment - 63,127 - 98,592 35,465 Purchases of/proceeds from disposal of financial assets - 3,730 799 - 4,529 - 62,774 - 80,493 17,719 Cash flow from investing activities - 129,631 - 178,286 48,655 Proceeds/payments related to equity - 14,543 - 11,325 - 3,218 Proceeds from/repayments of loans and leasing 101,253 - 38,182 139,435 Cash flow from financing activities 86,710 - 49,507 136,217 Effects from currency exchange rate on cash and cash equivalents - 8,494 889 - 9,383 325,018 164,067 160,951 Acquisition of/proceeds from the disposal of consolidated subsidiaries Cash and cash equivalents at end of the period - 34.7% - 19.9% 52.1% - 27.3% > 100% 98.1% Gross cash flows decreased year on year by EUR 59.9 million to EUR 241.6 million. Income before interest, dividends and income taxes increased by EUR 5.9 million. The change in provision however led to a decrease in cash and cash equivalents. In addition, the previous year included a positive result from the sale of shares in consolidated entities in the amount of EUR 18.3 million. The negative cash balance from interest, dividends and income taxes paid/received decreased in the financial year. Working capital employed reduced by EUR 14.5 million in 2013. In the previous year, the trade working capital had increased by EUR 107.5 million due to acquisitions. Funds invested in trade receivables and inventories amounted EUR 20.3 million (previous year: EUR 112.1 million). Having an opposite effect, trade payables increased by EUR 58.4 (previous year: EUR 43.7 million). Cash flow from operating activities increased by EUR 72.7 million to EUR 212.4 million. Net investments in property, plant and equipment and intangible assets decreased by EUR 35.5 million to EUR 63.1 million, of which EUR 48.6 million are attributable to property, plant and equipment (previous year: EUR 90.6 million). Page 18 ATON GmbH, Munich – Group Management Report 2013 Payments for acquisitions of consolidated companies amount to EUR 62.8 million in the current financial year (previous year: EUR 140.8 million) and relate to the investments in the BFFT Fahrzeugtechnik GmbH and the Rücker AG. In the previous year, payments for acquisitions of consolidated companies of EUR 140.8 million were offset by proceeds amounting to EUR 60.3 million. In 2012, the investments contained the Rücker AG and the W.O.M. AG. The sales were related to Lumera Laser GmbH as well as subsidiaries of the EDAG Group. Cash flow from financing activities results in a cash inflow of EUR 86.7 million (previous year: cash outflow of EUR 49.5 million). The proceeds from bank loans include the bond issued in the Prime Standard at the German Stock Exchange (Deutsche Börse) with a volume of EUR 200.0 million. After effects from currency exchange rate on cash and cash equivalents, the total cash inflow in 2013 amounts to EUR 160.9 million (previous year: cash outflow EUR 87.2 million). Respectively, cash and cash equivalents increased at the end of fiscal year to EUR 325.0 million (previous year: EUR 164.1 million). 3. Net assets position in EUR '000 2013 2012 restated % % Change Assets Intangible assets 274,536 16% 250,754 17% 23,782 9% Property, plant and equipment 324,823 19% 351,744 24% - 26,921 - 8% Financial assets 24,073 1% 21,424 1% 2,649 12% Inventories 137,138 8% 125,534 8% 11,604 9% Trade and other receivables 533,018 31% 518,910 35% 14,108 3% Deferred taxes Cash and cash equivalents Other assets Total assets 13,916 1% 17,377 1% - 3,461 - 20% 325,018 19% 164,067 11% 160,951 98% 69,943 4% 44,338 3% 25,605 58% 1,702,465 100% 1,494,148 100% 208,317 14% 748,809 44% 694,773 46% 54,036 8% Equity and liabilities Equity Provisions 97,892 6% 94,205 6% 3,687 4% Financial liabilities 346,188 20% 252,798 17% 93,390 37% Trade and other payables 13% 455,130 27% 403,671 27% 51,459 Deferred taxes 44,761 3% 42,589 3% 2,172 5% Other liabilities 9,685 1% 6,112 0% 3,573 58% 1,702,465 100% 1,494,148 100% 208,317 14% Total equity and liabilities After adjusting for additions from changes in the scope of consolidation, total assets decreased by EUR 44.6 million to EUR 163.7 million. Intangible assets increased as a result of additions from acquisitions of consolidated subsidiaries by EUR 30.3 million, of which EUR 20.1 million is attributable to the increase in goodwill. Investments were made in other intangible assets EUR 13.0 million (previous year: EUR 7.5 million); amortisation in the financial year amounted to EUR 18.6 million (previous year: EUR 17.4 million). Page 19 ATON GmbH, Munich – Group Management Report 2013 Investments in property, plant and equipment in the financial year amounted to EUR 94.9 million (previous year: EUR 120.7 million), depreciation to EUR 64.0 million (previous year: EUR 60.7 million), property, plant, and equipment increased by EUR 4.1 million (previous year: EUR 18.7 million) because of changes in the scope of consolidation. Due to reclassifications of fixed assets of EUR 56.4 million (previous year: EUR 14.7) in accordance with IFRS 5 there was a shift from non-current assets to current assets. Trade working capital decreased by EUR 25.8 million despite an increase of EUR 97.7 million in gross revenue. An amount of EUR 25.7 million is attributable to the increase in trade and other receivables and inventories and EUR 51.5 million to the increase in liabilities. The balance of receivables and liabilities from construction contracts has reduced by EUR 41.1 million compared to the previous year. Received payments on projects increased slightly by EUR 3.4 million. The changes in other assets/liabilities include the changes in assets and liabilities classified as held for sale arising from planned sales of consolidated companies of EUR 38.2 million as well as related provisions and liabilities of EUR 4.6 million. Concerning information on changes in cash and cash equivalents please refer to section financial position. The equity ratio decreased from 46 % in the previous year to 44 % as at the end of the financial year and corresponds to the economic equity ratio in the financial year. As at end of the financial year, the financial liabilities due to Horus Vermögensverwaltungs GmbH & Co. KG (hereinafter "shareholder financing") have decreased from EUR 5.5 million to EUR 1.3 million. The change in equity of EUR 54.0 million is primarily attributable to the profit for the financial year 2013 EUR 110.4 million, exchange rates differences EUR 27.6 million, the acquisition achieved in stages of the Rücker shares recognised directly in equity EUR 8.4 million, dividends to shareholders (EUR 13.6 million); and a change in the value of a cash flow hedge EUR 2.2 million. Provisions increased by EUR 3.7 million, whereas the increase after adjustment for changes in the scope of consolidation is EUR 2.1 million. While provisions for pension, personnel provisions and income tax provisions increased, provisions for subsequent performance obligations and provisions for onerous contracts decreased through consumption of EUR 3.1 million. Financial liabilities increased due to changes in the scope of consolidation by EUR 1.9 million. The reduction of liabilities to banks amounting to EUR 75.5 million, loan liabilities to related and third parties by EUR 11.1 million and finance lease liabilities by EUR 18.8 million is offset by the increase of EUR 198.9 million from the issuance of the bond. Page 20 ATON GmbH, Munich – Group Management Report 2013 The following overview presents assets and capital according to maturity. in EUR '000 2013 2012 restated % % Non-current assets Intangible assets and property, plant and equipment Financial assets Other assets 599,359 35.2% 602,498 40.3% 16,456 1.0% 13,077 0.9% 16,614 1.0% 22,718 1.5% 632,429 37.1% 638,293 42.7% Current assets Inventories 137,138 8.1% 125,534 8.4% Receivables 532,012 31.2% 517,563 34.6% Financial assets 7,617 0.4% 8,347 0.6% 325,018 19.1% 164,067 11.0% 68,251 4.0% 40,344 2.7% 1,070,036 62.9% 855,855 57.3% Equity 748,809 44.0% 694,773 46.5% Financial liabilities 290,399 17.1% 106,889 7.2% Provisions and liabilities 30,347 1.8% 40,468 2.7% Other liabilities 49,474 2.9% 42,589 2.9% 1,119,029 65.7% 884,719 59.2% 55,789 3.3% 145,909 9.8% 517,962 30.4% 457,408 30.6% 9,685 0.6% 6,112 0.4% 583,436 34.3% 609,429 40.8% Cash and cash equivalents Other assets Long-term capital Short-term capital Financial liabilities Provisions and liabilities Other liabilities Non-current assets of EUR 632.4 million are financed by long-term capital by 177 % (previous year: 139 %). By including the short-term financial liabilities of loans from related parties and shareholder financing of EUR 24.8 million (previous year: EUR 35.2 million), which are available to the Group as core funding, this ratio increases to 181 % (previous year: 144 %). Current assets are financed with short-term capital at a ratio of 55 % (previous year: 71 %). Page 21 ATON GmbH, Munich – Group Management Report 2013 The following overview presents the coverage ratios of current assets and capital. Percent of total assets 2013 Current assets 1,070,036 63% 855,855 57% Short-term capital 583,436 34% 609,429 41% Coverage ratio I 486,600 29% 246,426 16% Loans related parties and shareholder financing Coverage ratio II Non-current securities that can be liquidated Coverage ratio III 2012 Percent of total assets in EUR '000 24,796 1% 35,226 2% 511,396 30% 281,652 19% 10,895 1% 8,019 1% 522,291 31% 289,671 19% The coverage ratio I shows that the Group is based upon a very sound financing in the financial year. The coverage ratio II indicates that, including the shareholder loan, short-term liabilities are over-funded by EUR 511.4 million (previous year: EUR 281.7 million). Net cash/debt is as followed at the end of the financial year. in EUR '000 Cash Short-term securities Short-term loans Financial liabilities Net cash/debt Page 22 2013 2012 Change 325,018 164,067 160,951 651 214 437 6,040 5,457 583 - 346,188 - 252,798 - 93,390 - 14,479 - 83,060 68,581 ATON GmbH, Munich – Group Management Report 2013 V. EMPLOYEES The expertise of qualified employees is our main asset. Qualified and highly-motivated employees are essential to the success and future competitive advantage of our company. In selective training programmes our employees are developed in professional, methodological and social skills. Furthermore, the company promotes a systematic professional development training programme and prepares young employees to take on managerial responsibilities. With initial vocational training and integrated study degree opportunities in business and technical professions, the company offers a broad selection of possibilities for the professional entry. The promotion of training programms is supplemented with the cooperation with public educational providers and university-level institutes. In 2013, EUR 7.4 million (previous year: EUR 7.5 million) was invested in advanced training and development programmes for our employees. The ATON Group employed on average 17,344 employees during the financial year (previous year: 15,356 epmployees). In the financial year, the breakdown of employees across groups was as follows. 2013 Salaried staff Industrial workers Trainees and interns Total employees General administration Sales and marketing Production and service Research and development % 2012 % 12,398 71% 10,273 67% 4,224 24% 4,524 29% 722 4% 559 4% 17,344 100% 15,356 100% 1,882 11% 2,169 14% 379 2% 322 2% 14,899 86% 12,683 83% 185 1% 182 1% 17,344 100% 15,356 100% Germany 9,725 56% 8,186 53% Europe (excluding Germany) 1,054 6% 457 3% North America 1,945 11% 2,080 14% South Amerika 998 6% 948 6% Total employees Australia Asia Africa Total employees 649 4% 638 4% 2,301 13% 2,240 15% 673 4% 807 5% 17,344 100% 15,356 100% Page 23 ATON GmbH, Munich – Group Management Report 2013 VI. SUBSEQUENT EVENTS In order to focus the business model on integrated engineering services for the automotive business, the Rücker Group withdrew from activities in the aviation industry in the first quarter 2014 and sold its subsidiaries Rücker Aerospace GmbH (Germany), Rücker France S.A.R.L. (France) and Silver Aerospace B.V. (The Netherlands) as of 1 April 2014. The sale of the aviation activities of the Rücker Group will have a small positive impact on the profit for the period 2014. In addition, the operative merger of EDAG and Rücker Group, which was started at the end of 2013, is further promoted in 2014. In the context of the merger, the EDAG GmbH & Co. KGaA will be contributed to EDAG Engineering AG (formerly ATON Engineering AG). In return EDAG Engineering AG issued 19,950,000 new shares and a loan receivable amounting to EUR 40.0 million. Page 24 ATON GmbH, Munich – Group Management Report 2013 VII. EXPECTED DEVELOPMENTS, OPPORTUNITIES AND RISKS The global economy is pointing upward since the middle of the year 2013. Overall, the global economy is expected to experience a growth of 3.3 % in 2014, which shall further increase in subsequent years. The economic recovery remains however susceptible to setbacks and the political risks have further intensified through the intervention of Russia in the Ukraine. The following overview presents the development of gross domestic product (GDP) in individual economic regions as forecast 2013 to 2017 compared to the previous year. in % 2013 * 2014* 2015* 2016* 2017* Rest of world 2.5 3.3 3.8 3.9 3.9 Europe 0.3 1.5 1.9 2.0 2.1 Germany 0.6 2.1 2.0 1.6 1.7 North America 1.9 2.7 3.2 3.3 3.1 South America 2.6 3.3 3.9 4.0 4.0 Asia/Pacific 4.8 5.3 5.7 5.5 5.5 China 7.7 8.0 8.3 7.6 7.1 Middle East 2.7 3.4 4.4 4.6 4.6 Africa 3.5 5.2 5.5 5.5 5.6 Source: Global Insight World Overview, 15 January 2014. * Forecast. The Institute for the World Economy (IfW) in Kiel assumes that in advanced economies recovery will remain in the years 2014 and 2015. Main drivers for the anticipated acceleration in industrialised countries are the stabilization of European countries, which are strongly affected by the sovereign debt crisis, the strengthening of the U.S. economy, less drag from fiscal consolidation policies and the continuation of a supportive monetary policy. Even though structural reforms, aimed at regaining lost competitiveness show positive development, the most severe problem within Europe is the unsustainable high unemployment, which considerably affects private consumption and investment activity. In the year 2014, the European economy is expected to grow by 1.5 %. An exception for this is Germany. The country’s unemployment rate is historically on a very low level, incomes are rising and the monetary policy is expansive because of the favourable situation of the German economy. With a growth of 2,1 % in 2014, the German economy is expected to be one of the engines of growth in the region. In the US, growth of 2.7% is expected for 2014. The US Congress adopted a two-year budget supporting growth through a resurgent real estate sector, growing independence from oil imports and rising consumer spending. In Japan and China growth is projected to flatten within the next years. For the Asia-Aacific region as a whole, economic growth of 5.3 % is expected for the year 2014. Structural deficiencies and strong headwinds from the financial markets will prevent a rapid increase of economic dynamics in emerging countries according to the Kiel Institute for the World Economy (IfW). Risks include a resurgence of the euro crisis respectively an intensification of balance-of-payments problems, the exchange rate devaluations as well as the capital flight from emerging markets. Page 25 ATON GmbH, Munich – Group Management Report 2013 Wide fluctuations in interest and currency rates must be expected again in 2014 as a result of the differences in monetary policy applied by central banks around the world in response to the financial and economic crisis. Given the results from the first quarter of 2014, the expected development of the business environment and the existing political uncertainty, we expect a moderate decrease in gross revenue, EBIT and EAT for the year 2014. 1. Risks a) Macroeconomic risks Regarding the macroeconomic risks, please refer to the forecast as well as to the explanations of the macroeconomic development. b) Financial risks Liquidity risks The provision of liquid funds to implement corporate objectives continues to remain of central importance. The liquidity of the group is currently secured by the available cash and bank balances, the issued bond as well as sufficient lines of credit. Cash, including short-term investments in bonds, amounted to EUR 325.7 million as at the end of the financial year; including short-term loans, the net debt amounted to EUR 14.5 million per ultimo. Financial liabilities of EUR 346.2 million include EUR 24.8 million of loans from related parties and shareholder loads that are available on a long-term basis. In addition, the Group and the individual companies have access to sufficient lines of credit and guarantee facilities from banks and credit insurers. As at the end of December 2013, the Group was able to dispose of EUR 397.3 million unutilised lines of credit at banks and credit insurers. The development of liquidity and available liquid funds is monitored and managed via weekly cash reports. Thus, liquidity risks are addressed by appropriate measures at an early stage. In 2011, ATON GmbH began to implement a Group-wide cash pooling process. The cash pooling process is intended to serve the short-term, revolving financing and cash investments of the subsidiaries within the framework of predefined cash pool limits and to ensure that the Group's liquidity is distributed and managed in the most cost-effective manner. Additional profit contributions are generated by transforming the maturities of financial assets. Furthermore, the necessary liquidity reserves at the overall Group level were reduced, the payment and cash management conditions with banks were improved by leveraging greater transaction volumes and the transparency and ability to plan total liquidity were improved. Interest rate risks Interest rate risks due to changes in the market interest rates primarily result from variable-rate loan liabilities. The Group addresses the risk through a mixture of fixed- and variable-rate financial liabilities. Liabilities from the bond issued are fixed-rate liabilities. As at the end of the year, EUR 17.5 million of financial liabilities from banks were fixed-rate liabilities and EUR 66.0 million were variable-rate liabilities. In addition, EUR 24.8 million of fixed-rate financial liabilities from related parties existed as at the end of the year. The low leverage of the Group contributes to a further reduction of the interest rate risk. Page 26 ATON GmbH, Munich – Group Management Report 2013 Foreign currency risks To the extent possible and available, foreign currency risks are hedged via local financing of the subsidiaries in the respective national currency. For further protection, foreign exchange futures are concluded at the level of the subsidiaries and the parent, as well as between the parent and the subsidiaries in individual cases. Default risks In order to limit default risks, there are a number of protective measures at the subsidiaries. In Germany, default risks are generally addressed by credit insurers, letters of credit and prepayments. Domestically and abroad there are established credit check procedures at the subsidiaries. In the overwhelming number of cases, customers are companies with high credit ratings operating in the automotive, commodities or medical industries and public entities. Default risks are furthermore mitigated by retentions of title and the use of letters of credit. Covenant risks The majority of financing contracts with banks include covenants that are based on predefined financial ratios. The ratios mainly are equity ratios, leverage ratios and in individual cases, interest coverage ratios. If one of the agreed threshold of the covenants is violated, the lender has the right of termination. In the terms and conditions of the bond there are clauses included, which limit the financial leverage of the ATON Group as well as ATON subsidiaries by using financial ratios. Moreover, the terms and conditions include regulations regarding securing financial liabilities, transactions with owners, change of control and the maximum amount of dividends. In the case of change of control each bondholder has the right of termination, in breach of other obligations a creditor quorum of 10% is required for the validity of the termination. The clauses of the bond and the covenants of financing contracts with banks are permanently monitored concerning the companies' current financial results, thereby facilitating the early detection of risks. In the financial year 2013 the clauses of the issuance of the bond were complied with. Other price risks The price risk is a part of the market risk. This contains that price for financially assets change unfavourably. Eligible risk variables stock exchange prices or indices in particular. At the end of financial year 2013 the Group reports bonds held to maturity amounting to EUR 1,039k. These have a remaining maturity of maximum three months, so that no significant risks appear. For further explanation regarding the risk report and the risk management system, please refer to note 35 of the notes. Page 27 ATON GmbH, Munich – Group Management Report 2013 c) Risks of the segments In addition to the aforementioned macroeconomic and financial risks, the individual segments are exposed to specific risks from operating activities. AT Tech In the segment AT Tech, project risks are in the foreground. Especially, large-scale projects are complex and executed parallel in different countries. Sometimes the scope of the services is agreed upon only after an agreement on the total price has been reached. Occasionally, the scope of the services is formulated ambiguously and leads to additional expenses that are not reimbursed. Unexpected project developments may lead to delays, cost overruns and quality defects, thus straining the company's net assets and financial position and results of operations. Companies are able to detect and address such risks at an early stage by project and risk management, constant project assessments as well as detailed reporting within the context of project steering committees. Furthermore, the segment is particularly dependent on the developments of the automotive industry. The EDAG, Rücker, BFFT and FFT Group are strongly dependent on certain automotive manufacturers in part and hence on their long-term strategies and sales success. During the fourth quarter of 2013, the merger of the EDAG and Rücker Group began. The autonomously managed BFFT, headquartered in Gaimershaim, also belongs to the new Group. Extraordinary expenses, risks from temporary productivity losses, dissynergies or fluctuation may result in the short term caused by the integration process. We address these risks through an early involvement of key players in the change process as well as open and honest communication with the employees. In the medium- and long-term, we expect the opportunities to significantly prevail the risks from this merger. AT Mining Tech The greatest risk concerning growth, particularly within the Redpath Group, is the challenge to retain qualified employees to the company. In addition, political risks play an important role. The activities of the Redpath Group are partly executed in politically unstable regions. This may have an impact on the future results of operations of the Redpath Group. Other risks, especially in the short- and medium-term, are deterioration in commodity prices as this may cause mine operators to abandon or delay projects and to cut back on capital investments. Furthermore, long delivery times for machinery could lead to delays of existing projects and increasing competition could reduce profitability. AT Med Tech The companies Ziehm, OrthoScan and W.O.M. develop innovative products. The risk exists that the products will not be accepted by the market as originally planned. This implies that the targeted expansion of market share may not be achieved or that market share may get lost. The companies address this risk by continuously monitoring the market and conducting studies on the marketability of products throughout their entire lifecycle. A multitude of national and international standards and regulations must be complied with in the field of medical Page 28 ATON GmbH, Munich – Group Management Report 2013 technology. With the increasing internationalisation and the rapid rate of innovation of companies, regulatory requirements also increase. In case that the requirements or not complied with, this may lead up to a ban on the marketing of products. Haema produces pharmaceuticals and active substances for human use, respectively raw materials for further processing into pharmaceuticals. These biological substances are associated with residual risks of transferring hepatitis and HIV. The company has adequate insurance coverage for these risks and has minimised manufacturing risks by implementing quality assurance standards and ongoing quality development. A general risk for the segment is the development of healthcare policy. A weakening economy could lead to reduced spending in healthcare, which will directly impact the sales of product. In particular, in the world's largest market for medical products, the US, the implementation of the US healthcare reform can exert a substantial influence on the investment cability of hospitals and on the profitability of OEM customers. AT Aviation Beside industry risks, such as increases in jet fuel prices, changes in the legal environment, and additional levies such as aviation taxes, aviation companies are exposed to potential flight risks and technical operation risks. Particularly, these include the risk that flight operations cannot be constantly performed due to technical or external factors and the risk of aircraft accidents with the danger of property damage and personal injury. In order to reduce the risk of aircraft accidents caused by human error, pilots regularly participate legally mandated and supplementary safety training programmes. Internal standard operating procedures and the continuous improvement of the internal control system ensure that risks are detected and prevented. The core business of the Augsburg Airways was the operation of the aircraft types Dash 8-Q400 and Embraer 195 in the welt-lease programme of the Deutsche Lufthansa. With effect from the end of October 2013, the Deutsche Lufthansa terminated this agreement. In this context, only few risks are estimated concerning the planned sale of the remaining aircrafts in 2014. At present, the aircrafts have already been sold or a potential prospective buyer for the aircraft exists. There is no impairment necessary to the book values as of 31 December 2013. DC Aviation is specialised on the management and operation of business aircrafts and in the premium charter business. The business aviation sector usually directly responds to the economic climate. A weakening of the economy directly impacts the occupancy rates of charter flights, in which the DC Aviation bears the cost risks, while the cost risks for aircraft management lie with the owners. d) Legal risks After the squeeze-out of the external stockholders of W.O.M. World of Medicine AG - now registered as W.O.M. WORLD OF MEDICINE GmbH – the former minority stockholders have initiated legal proceedings (“Spruchverfahren”) to verify the adequacy of the compensation (“Barabfindung”) of 12,72 EUR in the meantime. The legal proceedings before the Regional Court of Berlin (“Landgericht Berlin”) are still pending. The duration and the outcome of the proceedings are not yet clear. Page 29 ATON GmbH, Munich – Group Management Report 2013 e) General statement on risks The ATON Group is exposed to a large number of different risks. From the management’s point of view the operational risks of the business units as well as the macroeconomic risks are more important for the ATON Group as the legal and financial risks. According to the management’s current assessment, these risks will overall not have adverse financial effects on the Group due to the heterogeneous structure and diversified operations in various markets of the ATON Group. 2. Opportunities a) Opportunities in general The subsidiaries of the ATON Group belong to national and international market leaders in various fields and product segments in terms of revenue or the technical level of their products and services. Based on the high level of technological expertise associated with high product quality and long-term customer relationships, the ATON Group sees opportunities for further expansion of this market share. The future strategic orientation of the individual companies' services and products and prospective careful strengthening of the corporate portfolio as well as the leveraging of synergies within segments will enable the companies to create additional opportunities for the companies. b) Opportunities of the segments AT Tech The automotive industry is positively forward looking regarding the financial year 2014. Following a growth of around 5 % to 72.2 million vehicles the world market is expected to continue to grow in 2014, by a further 3 % to 74.7 million units. The German automotive industry, which share of the world passenger car market is around one fifth, is able to benefit and increase the global production according to VDA from 14.2 million passenger cars in 2013 to 14.7 million passenger cars in 2014. The expansion of production mainly takes place in China and Mercosur/South America, inside Germany around 5.5 million units will be produced as in the previous year. The association therefore expects a stable employment at the home of the automotive industry Germany. In order to maintain or expand the leading market position, the German manufacturers continue to invest in research and development. Driven by the ambitious climate targets in some countries, a focus is placed on further development of environmentally friendly and fuel-efficient vehicles. Also, the trend towards more communication, networking, security and comfort in the car continues. Moreover, manufacturers have announced to expand their product portfolio regarding country-specific customer needs. The strategy of some manufacturers to expand global production capacity, amongst others, by expansion in China and America leads to strong demand and order behaviour while high capacity utilization in plant engineering already exists. Assuming a continuing recovery of the global economy and rapidly expanding automotive markets in the US, China, India and Russia, in which German manufacturers benefit from increasing market shares, the engineering and plant engineering market provides solid growth opportunities, in which the companies can participate in. Page 30 ATON GmbH, Munich – Group Management Report 2013 During the fourth quarter of 2013, the merger of the EDAG and Rücker Group began. The autonomously managed BFFT, headquartered in Gaimershaim, also belongs to the new Group. Thereby three renowned engineering service-providers will combine their know-how, expertise, experience and technical equipment in order to offer customers a comprehensive range of services and to be successful in a highly dynamic competition in the future. Moreover, opportunities arise from synergies in administrative processes, in purchasing as well as IT-standards. As explained earlier, extraordinary expenses, risks from temporary productivity losses, dissynergies or fluctuation may result in the short term caused by the integration process. We address these risks through an early involvement of key players in the change process as well as open and honest communication with the employees. In the medium- and long-term, we expect the opportunities to significantly prevail the risks from this merger. AT Mining Tech In the medium to long-term, demand for commodities will recover. Therefore, commodity prices will increase and will result in higher demand for mining contractor services. The services of Redpath will be increasingly in demand because large mining operators will promote their mining operations in the long term. The at the beginning of 2012 completed integration of DHSS into the Redpath Group provides additional opportunities for both companies. The international presence was strengthened and synergies were exploited by exchanging employees and knowledge. The additional range of services of the Redpath Group, moreover enables to acquire new customers. Also, the Deilmann-Haniel Mining Systems will benefit from increasing demand for commodities in the medium to long term as new and additional mining capacities, new investments and replacements will be required. Demand for European mining technology is particularly high in emerging countries such as China. AT Med Tech For the coming years, further growth is predicted for the medical technology markets. It is generally expected that especially emerging and developing economies such as China and India may cause growth in the long term. The key factor particularly is the growth of income in these regions. The share of healthcare expenditures will strongly grow in these regions where elasticity is high, particularly in the lower income classes. Globally, the main drivers of growth are the growing world population, an ageing society in the industrial nations, increased health consciousness and strong purchasing power noted above. According to information from the professional association, Medizintechnik Spectaris, German medical technology equipment manufacturers have generated revenue growth of 3 % in 2013. Therefore, the growth is lower than in the previous years. According to the federal association for medical technology, Bundesverband Medizintechnik (BV Med), the medical technology companies face the year 2014 sceptically, as limiting factors to growth are mentioned: the opposing attitude of health insurances concerning innovation, the increasing shortage of skilled labour and the uncertainty of benefit assessment of medical products. Opportunities for future growth for companies of the ATON Group will result from greater market penetration in the core markets, Europe and North America, and expansion into the Asia and South America markets. In addition, the promotion Page 31 ATON GmbH, Munich – Group Management Report 2013 of technological innovation and consequently the protection of technological progress by comparison with competitors will open up new opportunities. AT Aviation The high quality of services offered, with safety standards above industry average particularly in business aviation, enables the companies to secure and expand their market position. Opportunities for the DC Aviation particularly are in the area of aircraft management, due to its exceptional market position and reputation, to acquire additional renowned customers. This also applies to potential new customers in regions where the advantages of high-quality services like those offered by DC Aviation are not provided to the same extent at the local level (Africa, Eastern Europe, Middle East). Page 32 ATON GmbH, Munich – Group Management Report 2013 VIII. RISKS MANAGEMENT SYSTEM AND ACCOUNTINGRELATED INTERNAL CONTROL 1. Management of risks and opportunities In the course of its business operations, the Group is exposed to risks, which are inextricably linked to its entrepreneurial initiative. A complete exclusion of risks would only be possible by stopping business activities. Insofar, the acceptance of risks is part of entrepreneurship. The primary objective of the risk management is to ensure the success and going concern of the companies. Risks and opportunities of the individual companies have to be identified, evaluated, and any risks that potentially endanger the success of companies, have to be limited or eliminated. The subsidiaries of the ATON GmbH operate in different industries, different geographical locations and in various national and international markets. This entails individual company-specific risks, which can result in risks different in nature and scope depending on the activities and the environment of the respective company. Therefore, the focus of risk identification from the respective managing directors of the subsidiaries is first of all placed on the continuous identification of financial risks in the form of risks to results of operations, financial position and liquidity, which may jeopardise the company as a going concern. In addition, economic, legal, technical and other risks are assessed every six months and discussed with the ATON holding company. As a result of the high differentiation in the Group structure, the distribution of opportunities and risks also depends on very different factors in the individual segments and/or the individual companies. For this reason, risk management and implementation of opportunities is planned and controlled by the companies and agreed with the holding company in short- to medium-term strategy and financial planning meetings. Monitoring of key financial data is performed weekly and/or monthly by means of financial reporting by the individual companies, which are analysed for deviations from the holding company. Regularly, the companies and the holding management review agreed development of strategy and results of operations and determine possible strategy adjustments and countermeasures. 2. Accounting-related internal control The internal control system of the ATON Group is designed to ensure that the (accounting-related) groupwide reporting processes are consistent, transparent and reliable as well as in compliance with legal standards and the company’s own guidelines. It comprises principles, procedures and methods designed to reduce risk and ensure the effectiveness and accuracy of processes. The management directors bear the overall responsibility for the internal control system and risk management of the consolidated accounting process. All companies included in the consolidated financial statements are embedded in a defined management and reporting organization. Areas of responsibility related to accounting are clearly structured and assigned by ATON. The ATON GmbH as well as the group companies are responsible for the adequate implementation of the accounting processes. Major processes and deadline are defined group wide from the ATON GmbH. Page 33 ATON GmbH, Munich – Group Management Report 2013 Beyond that, the accounting of ATON is decentralised. For the most part, accounting duties are performed by the consolidated companies at their own responsibility. The audited financial statements of the subsidiaries prepared in accordance with IFRSs and the accounting policies are transmitted to the Group. The departments involved in the accounting process are appropriately staffed and funded. The acting employees hold the necessary qualifications; case-related external experts are involved. Control activities at group level include analysing and, if necessary, adjusting the data reported in the financial statements presented by the subsidiaries. The group management report is centrally prepared in accordance with the applicable requirements and regulations with in the involvement of and in consultation with the group companies. Segregation of duties and the implementation of the four-eyes principle are additional control mechanisms. The IT systems are protected from unauthorized access. Access rights are assigned according the functions. The internal control system is regularly monitored and adjusted to current developments based upon documented processes, risks and controls and therefore creates transparency with regard to the structure, workflows and effectiveness for the internal and external reporting. IX. DISCLAIMER The management report contains forward-looking statements concerning expected developments. These statements are based on current estimates and by nature are subject to risks and uncertainties. Actual events may deviate from the statements made in this management report. Munich, 23 April 2014 ATON GmbH Management board Thomas Eichelmann Page 34 Jörg Fahrenbach ATON GmbH, Munich CONSOLIDATED FINANCIAL STATEMENTS AS AT 31 DECEMBER 2013 (Translation – the German text is authoritative) ATON GmbH, Munich – Consolidated financial statements 2013 CONSOLIDATED INCOME STATEMENT 2013 in EUR '000 Note 2013 2012 restated Revenue 6 2,303,941 2,227,446 Changes in inventories and own work capitalised 7 23,862 2,634 Other operating income 8 94,483 67,980 Cost of materials 9 - 808,133 - 825,073 Personnel expenses 10 - 1,039,499 - 922,139 Depreciation and amortisation Other operating expenses 17, 18 - 82,685 - 84,571 11 - 315,032 - 296,519 176,937 169,758 - 52 Earnings before interest and taxes (EBIT) Result from associated companies 12 Other investment result 13 - -1 Interest income 14 3,511 3,443 Interest expense 14 - 17,043 - 20,469 Other financial income and expenses 15 - 2,193 - 916 Net financial result - 15,725 - 17,891 Earnings before income taxes (EBT) 161,212 151,867 - 49,392 - 45,668 111,820 106,199 111,820 106,199 1,385 - 1,701 110,435 107,900 Income taxes 16 Profit or loss for the period from continuing operations Profit or loss for the period (EAT) attributable to non-controlling interests attributable to owners of the parent 28 ATON GmbH, Munich – Consolidated financial statements 2013 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 2013 in EUR '000 Note Profit or loss for the period attributable to non-controlling interests attributable to owners of the parent 2013 2012 restated 111,820 106,199 1,385 - 1,701 110,435 107,900 419 145 - - - 27,108 54 Items that may be reclassified subsequently to profit or loss Available-for-sale financial assets 28 Amount reclassified to profit or loss Currency translation differences 28 Amount reclassified to profit or loss Cash flow hedges 28 Amount reclassified to profit or loss - - - 2,191 2,191 - 2,191 - - 28,880 2,390 63 - 2,863 63 - 2,863 - 28,817 - 473 503 174 - 29,320 - 647 83,003 105,726 1,888 - 1,527 81,115 107,253 Items that will not be reclassified to profit or loss Remeasurements of defined benefit plans Other comprehensive income, net of income taxes attributable to non-controlling interests attributable to owners of the parent Total comprehensive income for the period attributable to non-controlling interests attributable to owners of the parent 29 ATON GmbH, Munich – Consolidated financial statements 2013 CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31.12.2013 in EUR '000 Note 31.12.2013 31.12.2012 restated 01.01.2012 restated Goodwill 17 202,076 188,200 160,538 Intangible assets 17 72,460 62,554 35,799 Property, plant and equipment 18 321,819 348,639 301,632 Investment properties 18 3,004 3,105 3,206 1,692 3,994 4,651 Other financial assets 22 16,456 13,077 8,609 Deferred tax assets 16 13,916 17,377 14,186 Trade and other receivables 24 1,006 1,347 4,018 632,429 638,293 538,934 Reparable aircraft spare parts Non-current assets Inventories 25 137,138 125,534 82,267 Trade and other receivables 24 532,012 517,563 434,572 Other financial assets 22 7,617 8,347 38,875 Income tax receivables 16 30,070 23,865 18,882 Cash and cash equivalents 26 Assets of disposal groups classified as held for sale 27 325,018 164,067 251,314 1,031,855 839,376 825,910 38,181 16,479 47,438 Current assets 1,070,036 855,855 873,348 Total assets 1,702,465 1,494,148 1,412,282 ATON GmbH, Munich – Consolidated financial statements 2013 CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31.12.2013 in EUR '000 Note 31.12.2013 31.12.2012 restated 01.01.2012 restated Equity attributable to owners of the parent 28 747,185 687,832 630,697 Non-controlling interests 28 1,624 6,941 12,718 Equity 28 748,809 694,773 643,415 Provisions for pensions 29 19,013 17,850 6,844 Provisions for income taxes 30 1,460 1,318 - Other provisions 30 9,874 17,755 17,871 Financial liabilities 31 290,399 106,889 80,465 Trade and other payables 32 4,713 3,545 4,146 Deferred tax liabilities 16 44,761 42,589 23,290 Non-current liabilities 370,220 189,946 132,616 Provisions for income taxes 30 20,379 7,965 16,771 Other provisions 30 47,166 49,317 29,700 Financial liabilities 31 55,789 145,909 195,214 Trade and other payables 32 450,417 400,126 369,433 Income tax liabilities 16 5,080 6,112 7,454 578,831 609,429 618,572 Liabilities of disposal group classified as held for sale Current liabilities Total equity and liabilities 27 4,605 - 17,679 583,436 609,429 636,251 1,702,465 1,494,148 1,412,282 ATON GmbH, Munich – Consolidated financial statements 2013 STATEMENT OF CHANGES IN EQUITY AS AT 31.12.2013 Equity attributable to owners of the parent Total other comprehensive income in EUR ’000 Balance as at 31 December 2011 restated Restatement IAS 19R Balance as at 1 January 2012 restated Share capital Retained earnings incl. profit or loss Capital reserve Currency translation differences Fair value of availablefor-sale financial assets Cash flow hedges Remeasurements of defined benefit plans Noncontrolling interest Total Total equity 15,000 783,517 - 178,638 12,514 - - 37 - 632,356 12,718 645,074 - - - - - - - 1,659 - 1,659 - - 1,659 15,000 783,517 - 178,638 12,514 - - 37 - 1,659 630,697 12,718 643,415 Equity transactions with shareholders - Changes in the scope of consolidation - - - 447 - - - 447 24,625 25,072 Acquisition of W.O.M. GmbH - - - 17,609 - - - - - 17,609 - 10,390 - 27,999 Acquisition of Rücker AG - - - 23,208 - - - - - 23,208 - 18,285 - 41,493 Dividends - - - 11,325 - - - - - 11,325 - - 11,325 Other - - 72,574 74,151 - - - - 1,577 - 200 1,377 - - 72,574 22,009 447 - - - - 50,118 - 4,250 - 54,368 Comprehensive income for the year - Other comprehensive income, net of income taxes 2012 restated Profit or loss for the year 2012 restated Balance as at 31 December 2012 restated 15,000 710,943 - - 120 2,191 145 - 2,863 - 647 174 - 473 107,900 - - - - 107,900 - 1,701 106,199 107,900 - 120 2,191 145 - 2,863 107,253 - 1,527 105,726 - 48,729 12,841 2,191 108 - 4,522 687,832 6,941 694,773 Equity transactions with shareholders - Acquisition of Rücker AG - - - 8,391 - - - - - 8,391 - 5,853 - 14,244 Dividends - - - 13,582 - - - - - 13,582 - 961 - 14,543 Other - - 24,866 25,077 - - - - 211 - 391 - 180 - - 24,866 3,104 - - - - - 21,762 - 7,205 - 28,967 Comprehensive income for the year - Other comprehensive income, net of income taxes 2013 - Profit or loss for the year 2013 Balance as at 31 December 2013 15,000 686,077 - 27,611 - 2,191 419 63 - 29,320 503 - 28,817 110,435 - - - - 110,435 1,385 111,820 110,435 - 27,611 - 2,191 419 63 81,115 1,888 83,003 64,810 - 14,770 - 527 - 4,459 747,185 1,624 748,809 ATON GmbH, Munich – Consolidated financial statements 2013 CONSOLIDATED STATEMENT OF CASH FLOWS 2013 in EUR '000 Income before interest, dividends and income taxes Note 33 2013 2012 restated 174,595 168,742 Income taxes paid - 43,552 - 43,051 Interest paid - 11,255 - 12,321 3,314 3,255 148 150 Interest received Dividends received Depreciation and amortisation/write-ups of assets Change in provisions Other non-cash transactions Result from the disposal of property, plant and equipment Result from the disposal of securities Result from the disposal of consolidated subsidiaries 5 Changes in other assets Changes in other liabilities Cash flow from operating activities Investments in intangible assets 17 Proceeds from the disposal of intangible assets Investments in property, plant and equipment 18 82,052 84,050 - 12,848 23,917 927 5,848 - 3,805 - 70 698 731 - 18,319 - 20,882 - 99,353 42,974 - 10,560 212,366 139,657 - 15,231 - 8,107 664 97 - 94,301 - 120,661 Proceeds from the disposal of property, plant and equipment 45,741 30,079 Investments in financial assets - 5,688 - 6,760 Proceeds from the disposal of financial assets 1,958 7,559 Acquisition of consolidated subsidiaries, net of cash acquired 5 - 48,530 - 96,406 Acquisition of interest in subsidiaries from non-controlling interests 5 - 14,244 - 44,420 Proceeds from the disposal of consolidated subsidiaries 5 - 60,333 - 129,631 - 178,286 Dividends paid - 14,543 - 11,325 Repayments of finance lease liabilities - 27,518 - 24,360 Cash flow from investing activities Proceeds from finance leases 12,537 17,647 Proceeds from bank loans 223,315 105,168 Repayments of bank loans - 107,081 - 136,637 Cash flow from financing activities 86,710 - 49,507 Change in cash and cash equivalents 169,445 - 88,136 - 8,494 889 164,067 251,314 325,018 164,067 Effect of changes in exchange rates on cash and cash equivalents Cash and cash equivalents at the beginning of the period Cash and cash equivalents at the end of the period 26 ATON GmbH, Munich – Consolidated financial statements 2013 Notes to the consolidated financial statements 2013 Contents 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. 13. 14. 15. 16. 17. 18. 19. 20. 21. 22. 23. 24. 25. 26. 27. 28. 29. 30. 31. 32. 33. 34. 35. 36. 37. 38. 39. 40. 41. 42. General information ..........................................................................................................................................2 Basis of preparation of the consolidated financial statements .........................................................................2 Summary of significant accounting policies ................................................................................................... 11 Estimates and assumptions........................................................................................................................... 25 Changes in the consolidation group .............................................................................................................. 28 Revenue ........................................................................................................................................................ 31 Changes in inventories and own work capitalised......................................................................................... 32 Other operating income ................................................................................................................................. 33 Cost of materials ............................................................................................................................................ 34 Personnel expenses ...................................................................................................................................... 35 Other operating expenses ............................................................................................................................. 36 Result from associated companies ............................................................................................................... 37 Other investment result ................................................................................................................................. 37 Net interest expense ...................................................................................................................................... 37 Other financial result ...................................................................................................................................... 38 Income taxes ................................................................................................................................................. 38 Goodwill and other intangible assets ............................................................................................................. 43 Property, plant and equipment and investment properties ............................................................................ 46 The Group as lessee ..................................................................................................................................... 48 The Group as lessor ...................................................................................................................................... 50 Investments in joint ventures ......................................................................................................................... 50 Other financial assets .................................................................................................................................... 51 Investments in associates ............................................................................................................................. 52 Trade and other receivables .......................................................................................................................... 53 Inventories ..................................................................................................................................................... 56 Cash and cash equivalents ........................................................................................................................... 57 Assets of disposal group classified as held for sale ...................................................................................... 57 Equity ............................................................................................................................................................. 58 Provisions for pensions ................................................................................................................................. 60 Income tax provisions and other provisions .................................................................................................. 65 Financial liabilities .......................................................................................................................................... 66 Trade and other payables .............................................................................................................................. 68 Notes to the statement of cash flows ............................................................................................................ 69 Contingent liabilities and other financial obligations ...................................................................................... 70 Financial instrument disclosures ................................................................................................................... 70 Objectives and methods of financial risk management ................................................................................. 77 Segment reporting ......................................................................................................................................... 83 Auditor‘s fees ................................................................................................................................................. 86 Related party transactions ............................................................................................................................. 86 List of shareholdings ...................................................................................................................................... 87 Events after the balance sheet date .............................................................................................................. 87 Responsibility statement................................................................................................................................ 89 ATON GmbH, Munich – Consolidated financial statements 2013 1. General information ATON GmbH (ATON GmbH or the "Company") is a limited liability company whose registered office is in Munich, Germany (Leopoldstraße 53, 80802 Munich) and which has been registered with the Munich local court under the registration number HRB 193331. ATON GmbH and its subsidiaries (collectively, the "Group") have a balanced portfolio of business activities. The Group’s operating companies are organised on a global basis and have a presence in all continents with core activities in the AT Tech, AT Med Tech, AT Aviation and AT Mining Tech business segments. The annual financial statements of the ATON Group as at 31 December 2013 were prepared in accordance with Section 315a of the German Commercial Code (Handelsgesetzbuch, "HGB") in accordance with the provisions of the International Financial Reporting Standards (IFRSs) issued by the International Accounting Standards Board (IASB), London, applicable on the reporting date and as adopted by the European Union, and with the interpretations of the International Financial Reporting Interpretations Committee (IFRIC). The annual financial statements of ATON GmbH, which were certified with an unqualified audit report by PricewaterhouseCoopers Aktiengesellschaft Wirtschaftsprüfungsgesellschaft, Munich, and the consolidated financial statements of ATON GmbH are submitted to the operator of the electronic Federal Gazette. The consolidated financial statements of ATON GmbH for the financial year 2013 were authorised for publication by a management resolution on 23 April 2014. Under the relevant statutory provisions, the shareholders still have the option in theory of making changes to the financial statements. The Helmig family shareholders exercise control over the Group. The consolidated financial statements are prepared in Euro. Except where indicated otherwise, all amounts are rounded up or down to the nearest k EURO in accordance with normal commercial practice. Rounding may give rise to rounding differences of +/- EUR 1k. Individual items in the income statement and the statement of comprehensive income, the statement of financial position, the statement of cash flows and the statement of changes in equity of the ATON Group have been combined in order to achieve greater clarity. Full details are given in the notes. The income statement has been prepared in accordance with the nature of expense method. The statement of financial position is classified in accordance with the maturity of the assets and liabilities. Assets and liabilities are treated as current if they are due within one year or within the normal business cycle of the company or of the Group, or if they are intended to be sold. Deferred tax assets and liabilities are presented in principle as non-current, as are provisions for pensions. 2. Basis of preparation of the consolidated financial statements 2.1. General principles The financial statements of the domestic and foreign subsidiaries included in the consolidated financial statements are prepared in accordance with the accounting policies that are applied on a consistent basis Page 2 ATON GmbH, Munich – Consolidated financial statements 2013 throughout the ATON Group. The financial statements of the subsidiaries included in the consolidated financial statements are prepared as at the reporting date of the consolidated financial statements. The consolidated financial statements were prepared on the basis of the historical purchase and production costs, with the exception of items reported at their fair values, such as derivative financial instruments, available-for-sale financial assets and plan assets in connection with pension obligations. 2.2. Application of new, amended and revised standards The accounting policies adopted are consistent with those of the previous financial year except as described below. Accounting standards applied on a mandatory basis for the first time during the current financial year. The IASB has amended and newly adopted the following standards, which have been approved by the EU as valid European regulations, requiring mandatory application for the fiscal year 2013. ATON has adopted all accounting pronouncements required to be applied as from January 1, 2013. Amendments to IAS 1 „Presentation of Financial Statements – Presentation of Items of Other Comprehensive Income” (Effective Date: July, 1, 2012). The amendment deals with the presentation of items of other comprehensive income. It requires items of other comprehensive income to be presented separately by items that will never be reclassified to profit or loss and items that may be reclassified subsequently to profit or loss if certain conditions are met. In addition, the related tax effects must be allocated to these two groups of items. The Group has modified the statement of comprehensive income in the consolidated financial statements in line with this. The other amendments to IAS 1 do not affect the presentation of the Group’s net assets, financial position and results of operation. Amendments to IAS 19 „Employee Benefits“ (Effective Date: January 1, 2013). The amendments address the recognition and measurement of the expense for defined benefit plans and termination benefits. The main effect for the Group relates to the recognition of actuarial gains and losses. Recognition over a longer period of time in the statement of comprehensive income using the corridor method has been replaced by full recognition of actuarial gains and losses in other comprehensive income. If IAS 19 “Employee Benefits” applicable until 31 December 2012 had still been applied, long-term accounts receivable and other receivables in the consolidated statement of financial position as at 31 December 2013 would have increased by EUR 2.0 million, and provisions for pensions would have decreased by EUR 6.1 million. Further amendments insignificant for the Group relate to the introduction of the net interest method for determining the net interest expense or income on the net defined benefit liability or assets, the immediate recognition of unvested past service cost in profit or loss and the amended disclosures in the notes. According to the provisions of IAS 19 (revised 2011), top-up payments in the context of accounting for partial retirement arrangements are no longer treated as termination benefits. Consequently, the top-up payments are no longer recorded in their full amount as voluntary termination benefits when the offer of a partial retirement contract is made, but are treated as other long-term employee benefits. This means that the expense is spread over the period during which the benefits are earned (active phase). Since all of the partial retirement arrangements within the Group were already in the passive phase by the end of 2012, no effects arose in 2013. Page 3 ATON GmbH, Munich – Consolidated financial statements 2013 The following tables present the main effects of the revised IAS 19. Consolidated statement of financial position 31.12.2012 in EUR'000 Total Assets reported Restatement restated 01.01.2012 reported Restatement restated 1,498,106 -3,958 1,494,148 1,414,703 -2,421 1,412,282 17,174 203 17,377 14,186 0 14,186 5,508 -4,161 1,347 6,439 -2,421 4,018 Total Equity 699,943 -5,170 694,773 645,074 -1,659 643,415 thereof retained earnings incl. profit and loss of the Group -48,081 -648 -48,729 -178,638 0 -178,638 15,140 -4,522 10,618 12,477 -1,659 10,818 798,163 1,212 799,375 769,629 -762 768,867 thereof deferred tax assets thereof non-current trade and other receivables thereof total other comprehensive income Total Liabilities thereof provision for pensions 14,667 3,183 17,850 6,898 -54 6,844 thereof deferred tax liabilities 44,560 -1,971 42,589 23,898 -708 23,290 Consolidated income statement Financial year 2012 in EUR'000 reported Restatement restated Earnings before interest and taxes (EBIT) 174,200 -4,442 169,758 -917,697 -4,442 -922,139 -19,209 1,318 -17,891 thereof personnel expenses Financial result thereof interest income 2,247 1,196 3,443 thereof interest expense -20,591 122 -20,469 Income taxes -46,580 912 -45,668 Profit or loss after taxes 108,411 -2,212 106,199 Consolidated statement of comprehensive income Financial year 2012 in EUR'000 reported Restatement restated Profit or loss after taxes 108,411 -2,212 106,199 0 -2,863 -2,863 Items that will not reclassified to profit or loss Remeasurements of defined benefit plans Other comprehensive income, net of income taxes Total comprehensive income for the period 0 -2,863 -2,863 2,390 -2,863 -473 110,801 -5,075 105,726 IFRS 13, „Fair Value Measurement“ (Effective Date: January 1, 2013). The standard defines fair value in a consistent manner for all IFRS and sets out a standard-wide framework for measuring fair value. In addition, the disclosures on fair value are extended by the new standard. Information has been added about the levels of the fair value hierarchy within which certain assets and liabilities are categorized, along with further explanatory notes on fair value measurement. Fair value measurement did not materially affect the presentation of the net assets, financial position and results of operation in the Group’s consolidated financial statements. Page 4 ATON GmbH, Munich – Consolidated financial statements 2013 New and amended standards and interpretations not applied. The ATON Group did not early adopt the following accounting standards published by the IASB in its consolidated financial statements for the financial year 2013 because the application was not yet mandatory and the endorsement by the EU is still pending. Standards/ amendments Endorsement EU mandatory application*1) Expected effect IFRS 7 / IFRS 9 Mandatory Effective Date and Transition Disclosures No Date of initial application was postponed No material effects IFRS 9 Financial Instruments: Classification and Measurement No 01.01.2018 No material effects IFRS 9 Financial Instruments: Hedge Accounting No 01.01.2018 No material effects IFRS 10 Consolidated Financial Statements Yes 01.01.2014 No material effects IFRS 11 Joint Arrangements Yes 01.01.2014 Revenue EUR -69,4 million EBIT EUR -6,4 million Net financial result EUR +6,4 million IFRS 12 Disclosures of Interest in Other Entities Yes 01.01.2014 None Transition Guidance on IFRS 10, IFRS 11, IFRS 12 Yes 01.01.2014 None Investment Entities (Amendments to IFRS 10, IFRS 11, IAS 27) Yes 01.01.2014 None IFRS 14 Regulatory Deferral Accounts No 01.01.2016 None IAS 19 Employee Benefits: Defined Benefit Plans Employee Contributions No 01.01.2015 None IAS 27 Separate Financial Statements Yes 01.01.2014 None IAS 28 Investment in Associates and Joint Ventures Yes 01.01.2014 No material effects IAS 32 Financial Instruments: Presentation Offsetting Financial Assets and Financial Liabilities Yes 01.01.2014 No material effects IAS 36 Impairment of Assets: Disclosures of the recoverable Amount for Non-Financial Assets Yes 01.01.2014 None IAS 39 Financial Instruments: Novation of Derivatives and Continuation of Hedge Accounting Yes 01.01.2014 No material effects Improvements to IFRSs 20122) No 01.07.2014/ 01.01.2015 No material effects Improvements to IFRSs 20133) No 01.01.2015 No material effects IFRIC 21 Levies No 01.01.2014 None * Mandatory application in accordance with IFRSs for financial years beginning on or after the date given 1) In accordance with § 315a HGB, application is not mandatory for standards and interpretations that have not yet been endorsed by the EU 2) Minor amendments to a number of IFRSs (IFRS 2, IFRS 3, IFRS 8, IFRS 13, IAS 16/38, IAS 24) 3) Minor amendments to a number of IFRSs (IFRS 1, IFRS 3, IFRS 13, IAS 40) Page 5 ATON GmbH, Munich – Consolidated financial statements 2013 IFRS 11, “Joint Arrangements“ (Effective Date: January 1, 2014) focuses on the rights and obligations of the parties to the arrangements rather than its legal form. There are two types of joint arrangements: joint operations and joint ventures. Joint operations arise where the investors have rights to the assets and obligations for the liabilities of an arrangement. A joint operator accounts for its share of the assets, liabilities, revenue and expenses. Joint ventures arise where the investors have rights to the net assets of the arrangement; joint ventures are accounted for under the equity method. The Group will no longer be permitted to proportionally consolidate its joint arrangements. Under IFRS 11, revenue as at 31 December 2013 would have decreased by EUR 69.4 million, and earnings before interest and taxes (EBIT) would have decreased by EUR 6.4 million with an increase in net financial result by EUR 6.4 million at the same time. 2.3. Material changes in accordance with IAS 8 The amended IAS 19 Employee Benefits has been applied in the financial year 2013 for the first time. The prior-year figures have been adjusted accordingly to IAS 19.173 in conjunction with IAS 8.19 (a). With respect to the impacts of the amended accounting standards to the opening statement of financial position as at 1 January 2013 as well as the presented prior-year figures, please refer to Note 2.2 Application of new, amended and revised standards. 2.4. Scope of consolidation and consolidation principles ATON’s investees comprise subsidiaries, associates and joint ventures. Subsidiaries In addition to ATON GmbH, the consolidated financial statements include all material subsidiaries whose financial and operating policies ATON is able to govern in such way that it can obtain benefits from the activites of these companies. Subsidiaries are fully consolidated from the date on which the Group gains control. When the power to govern the financial and operating policies ceases, the Group deconsolidates the subsidiary as at this date. Intercompany profit or losses and income, expenses arising from transactions within the scope of consolidation are eliminated, as are receivables and liabilities existing between consolidated companies. Unrealised gains and losses in non-current assets and in inventories arising from intra-Group transactions are removed. Consolidation entries with effect on profit or loss are recorded together with the related deferred tax effect. All business combinations are accounted for using the acquisition method. The cost of a business acquisition is measured according to the fair values of the assets acquired and the liabilities entered into or assumed at the date of the acquisition. Acquisition-related costs are recognised as expenses at the date when they are incurred. The identifiable assets acquired in a business combination and the liabilities assumed are measured at their fair value at the date of acquisition, irrespective of the extent of any non-controlling interests in the equity. Non-controlling interests are measured either at their fair value (full goodwill method) or at their proportionate share of the fair value of the assets acquired and liabilities assumed. The amount by which the total of the cost of the acquisition, the amount of the non-controlling interests in the business acquired and the Page 6 ATON GmbH, Munich – Consolidated financial statements 2013 fair value of any previously held equity interests at the date of acquisition exceeds the Group’s share of the net assets measured at fair value is recognised as goodwill. If the cost of the acquisition is lower than the fair value of the net assets of the subsidiary acquired, the difference is recognised directly in the income statement. After initial recognition, profits and losses are attributed on an unlimited basis in proportion to the shareholdings, which may also result in a negative balance for non-controlling interests. Any contingent consideration to be transferred by the group is recognised at fair value at the acquisition date. Subsequent changes to the fair value of the contingent consideration that is deemed to be an asset or liability are measured in accordance with IAS 39, and a resulting profit or loss is recorded in the income statement. In cases where business acquisitions are achieved in stages, the equity share acquired before is remeasured at the fair value at the acquisition date. Transactions not resulting in a loss of control are recorded as equity transactions with no effect on profit or loss for non-controlling interests. At the date on which control is lost, all remaining shares are remeasured at their fair value through profit or loss. Joint ventures A joint venture is a contractual arrangement under which the Group and other contractual parties engage in a business activity that is subject to joint control. This is the case if the strategic financial and operating policies relating to the business activities of the joint venture require the unanimous consent of the parties sharing control. If a Group company directly engages in activities in the context of a joint venture arrangement, the Group’s share of the assets and liabilities under joint control acquired jointly with other capital providers are recognised in the financial statements of the relevant company and classified according to their nature. The liabilities and expenses relating to the share of the assets under joint control are reflected in the financial statements in accordance with the accruals principle of accounting. Income from the sale or use of the Group’s share of the goods and services provided by the joint venture and its share of the expenses of the joint venture are recognised if it is probable that the economic benefits associated with these transactions will flow to or from the Group, respectively, and the amount can be reliably determined. Joint venture arrangements which provide for the establishment of a separate entity in which each partner holds a share are described as arrangements under joint control. The Group accounts for its investments in arrangements under joint control using proportional consolidation, unless the investment has been classified as available for sale. In this event, it is accounted for under non-current assets of disposal group classified as held for sale in accordance with IFRS 5. The Group’s share of the assets, liabilities, income and expenses of arrangements under joint control is allocated to the corresponding line items in the consolidated financial statements. Any goodwill arising from the purchase of the Group’s investment in an arrangement under joint control is accounted for in keeping with the Group’s accounting policies for goodwill arising from the acquisition of a subsidiary. If the Group enters into business relations with an entity under joint control, the profits and losses are eliminated to the extent of the Group’s interest in the joint venture. Page 7 ATON GmbH, Munich – Consolidated financial statements 2013 Investments accounted for under the equity method The ATON Group accounts for associates using the equity method. An associate is an entity over which the group has significant influence but not control, and which is not an interest in a joint venture. Significant influence is generally accompanied by a share of 20% to 50% of the voting rights. Excluded are investments in associates, which are accounted for under IFRS 5 as non-current assets held for sale and discontinued operations. Based on the acquisition cost at the time of acquiring the shares in an associate, the relevant book value of the participation is increased or reduced to take account of the proportional profits or losses and movements in other comprehensive income as are allocable to the ATON Group. Goodwill arising from the acquisition of an associate is included in the book value of the investment and is not amortized; rather it is tested for impairment as part of the overall investment in the associate. If the ATON Group’s share of losses of an investment accounted for using the equity method equals or exceeds its interest in the associate, no further losses are recognised, unless the Group has incurred legal or constructive obligations or made payments on behalf of the associate. Unrealised intercompany profits and losses resulting from transactions by the Group companies with associates are eliminated in the profit or loss of the Group companies on a pro-rata basis. The Group tests at each reporting date whether there is any objective evidence that an impairment loss must be recognised in profit and loss regarding an investment accounted for using the equity method. If such evidence exists, the group calculates the impairment loss as the difference between the book value and the recoverable amount. The companies included in the consolidated Group as at 31 December 2013 are as follows. Germany Fully consolidated companies International Total Prior Year 40 84 124 119 Associates 1 1 2 4 Joint ventures 0 3 3 0 41 88 129 123 Companies within the scope of consolidation For a complete overview, please refer to the list of shareholdings. Investments of minor significance are recognised at their respective acquisition cost or lower fair value and are not consolidated. Companies are classified to be of minor significance if their cumulated share of revenue, annual results and total assets in total amount to less than 1% of consolidated revenue, annual result and total assets, and if they are therefore not relevant for the presentation of a true and fair view of the Group’s net assets, financial position, and profit or loss, as well as its cash flows. The following German subsidiaries, having the legal form of a corporation or of a partnership within the meaning of § 264a HGB, have satisfied the necessary conditions in accordance with § 264 (3) and § 264b HGB for making use of the exemption provision and therefore do not publish their annual financial statements. Page 8 ATON GmbH, Munich – Consolidated financial statements 2013 Name of company Registered office FFT GmbH & Co. KGaA Fulda FFT Produktionssysteme GmbH & Co. KG Fulda Reform Maschinenfabrik Adolf Seifner GmbH & Co. KG Fulda 2.5. Currency translation The consolidated financial statements are prepared in Euro, the reporting currency of ATON GmbH. The functional currency of the subsidiaries is generally the same as the company’s respective national currency since the subsidiaries run their operations independently from a financial, economic and organisational point of view. Foreign currency transactions in the separate financial statements of the Group companies are translated into the functional currency using the exchange rates at the transaction date. At each reporting date, monetary assets and liabilities whose amount is expressed in a foreign currency are translated at the closing rate. Nonmonetary assets and liabilities measured at fair value and whose amount is expressed in a foreign currency are translated at the date on which the fair value is determined. Currency translation gains and losses are recorded in profit or loss. An exception is made in the case of currency translation differences relating to non-monetary assets and liabilities, changes in whose fair values are recognised directly in equity. The earnings and balance sheet items of all Group companies with a functional currency other than the Euro are translated into Euro as the reporting currency. The assets and liabilities of the relevant Group companies are translated at the closing rate. Items of income and expenses are translated at average exchange rates for the period, except where those exchange rates are subject to significant fluctuations. Components of equity are translated at historical rates at the respective dates at which they were initially recognised from the point of view of the Group. Differences arising with respect to the translation of assets and liabilities at closing rates are reported separately in equity and in the disclosures in the notes under "Currency translation". Currency translation differences recorded directly in equity while the subsidiary forms part of the Group are reclassified to profit or loss when the subsidiary leaves the scope of consolidation. Page 9 ATON GmbH, Munich – Consolidated financial statements 2013 Goodwill and fair value adjustments arising on the acquisition of a foreign company are treated as assets and liabilities of the foreign company and translated at the closing rate. The exchange rates for the translation of the financial statements in foreign currencies in relation to the Euro have developed as follows (in each case for 1 EUR). Country Currency Units per Euro 2013 Closing rate 2012 Average rate Closing rate Average rate Australia Dollar AUD 1.5423 1.3777 1.2712 1.2407 Brazil Real BRL 3.2576 2.8687 2.7036 2.5084 Canada Dollar CAD 1.4671 1.3684 1.3137 1.2842 China Renminbi CNY 8.3491 8.1646 8.2207 8.1052 United Kingdom Pound GBP 0.8337 0.8493 0.8161 0.8109 India Rupee INR 85.3660 77.9300 72.5600 68.5973 Japan Yen JPY 144.7200 129.6600 113.6100 102.4900 Korea Won KRW 1,450.9300 1,453.9100 1,406.2300 1,447.6900 Malaysia Ringgit MYR 4.5221 4.1855 4.0347 3.9672 Mexico Peso MXN 18.0731 16.9641 17.1845 16.9029 Namibia Dollar NAD 14.2665 13.4916 10.7423 11.1566 Norway Krone NOK 8.3630 7.8067 7.3483 7.4751 Poland Zloty PLN 4.1543 4.1975 4.0740 4.1847 Romania Leu RON 4.4710 4.4190 4.4445 4.4593 Russian Federation Rouble RUB 45.3246 42.3370 40.3295 39.9262 Zambia Kwacha ZMK 7,125.5600 7,091.5900 6,851.8700 6,604.9400 Sweden Krone SEK 8.8591 8.6515 8.5820 8.7041 Switzerland Franc CHF 1.2276 1.2311 1.2072 1.2053 Singapore Dollar SGD 1.7414 1.6619 1.6111 1.6055 South Africa Rand ZAR 14.5660 12.8330 11.1727 10.5511 Czech Republic Koruna CZK 27.4270 25.9800 25.1510 25.1490 Hungary Forint HUF 297.0400 296.8700 292.3000 289.2500 USA Dollar USD 1.3791 1.3281 1.3194 1.2848 Page 10 ATON GmbH, Munich – Consolidated financial statements 2013 3. Summary of significant accounting policies 3.1. Goodwill Goodwill is not amortised but is tested annually for impairment. An impairment test is also carried out during the financial year if events or circumstances (triggering events) occur giving rise to indications of possible impairment. Goodwill is reported on the basis of its purchase cost at the date of acquisition and measured in subsequent periods at its purchase cost less all accumulated impairment losses. For the purposes of impairment testing, goodwill acquired in the context of a business combination is allocated to the cashgenerating unit or group of cash-generating units which are expected to benefit from the synergies of the combination. A cash-generating unit is the smallest identifiable group of assets capable of generating cash inflows that are largely independent of the cash inflows from other assets or other groups of assets. If the recoverable amount of a cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated firstly to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets pro rata on the basis of the carrying amount of each asset within the unit. The recoverable amount is the higher of the fair value of the unit less costs to sell and its value in use. As a matter of principle, the ATON Group utilises the value in use of the relevant cash-generating units to determine the recoverable amount. This is based on the current business plan prepared by management which generally covers a period of three years. Reasonable assumptions are made with respect to the future development of the business for the subsequent years. The cash flows are determined on the basis of the expected growth rates in the relevant sectors and markets. The cash flows after the end of the detailed planning period are estimated using individual growth rates derived from information relating to the particular market of no more than 1 % p.a. Individual discount rates for the particular cash-generating units between 5.5 % and 11.6 % (previous year: 6.6 % and 10.8 %) are used for the purpose of determining the value in use. A goodwill impairment loss recognised in one period may not be reversed in future periods. In the event of the sale of a subsidiary, the attributable amount of goodwill is included in the calculation of the gain or loss on disposal. The treatment of goodwill arising on the acquisition of an associate is described under "Investments in associates". 3.2. Other intangible assets Purchased intangible assets are measured at cost and amortised on a straight-line basis over their economic useful lives. Other intangible assets mainly comprise software, together with patents, licences and similar rights. The expected useful life for concessions, patents and similar rights is generally defined between two and fifteen years and, for software between three and five years. Research costs are expensed in the period in which they are incurred. The development costs of a project are only capitalised as an intangible asset if the company can demonstrate both the technical feasibility of completing the intangible asset so that it will be available for use or sale and also the intention to complete the intangible asset and to use or sell it. It must also demonstrate how the asset will generate future economic benefits, the availability of resources for the purpose of completing the asset and the ability to measure reliably the expenditure attributable to the intangible asset during its development. Page 11 ATON GmbH, Munich – Consolidated financial statements 2013 The cost of an internally generated intangible asset is the total of the directly attributable direct costs and overheads incurred from the date when the intangible asset first meets the recognition criteria described above. Financing costs are not capitalised except in the case of qualifying assets. Internally generated intangible assets are amortised on a straight-line basis over their economic useful lives of three years. Amortisation in the case of internally generated intangible assets begins when the asset is available for use, i.e. when it is in the condition necessary for it to be capable of operating in the manner intended by management. In cases where it is not possible to recognise an internally generated intangible asset, the costs of development are expensed in the period in which they are incurred. Intangible assets acquired as part of a business combination are recorded separately from goodwill if the fair value of the asset can be reliably measured. The cost of such an intangible asset is its fair value at the date of acquisition. The intangible assets acquired in the context of acquisitions related mainly to order backlog and customer relationships. The corresponding expected average useful lives are between one and four years in the case of order backlog and between two and ten years in the case of customer relationships. Intangible assets with indefinite useful lives are not amortised but are tested annually for possible impairment. If events or changes in circumstances occur giving indications of possible impairment, impairment testing must be carried out more frequently. Further details of the procedure for annual impairment tests are provided under Note 3.4 Impairment of property, plant and equipment and other intangible assets. In the reporting periods presented, intangible assets with indefinite useful lives did not exist in the Group. 3.3. Property, plant and equipment Items of property, plant and equipment used in the business for longer than one year are recognised at the cost of acquisition or production less straight-line depreciation and accumulated impairment losses. The cost of production comprises all directly attributable costs and appropriate portions of production-related overheads. Investment grants are generally deducted from the cost of the asset. If the production or acquisition of items of property, plant and equipment is spread over a longer period, borrowing costs incurred up to the date of completion are capitalised as a component of cost in conformity with the provisions of IAS 23. If the costs of particular components are significant in relation to the total cost of the item of property, plant and equipment, then those components are capitalised and depreciated separately. The cost of replacing a part of the item of property, plant and equipment is included in the carrying amount of that item at the date when it is incurred, provided that the criteria for recognition are satisfied. The cost of carrying out a major inspection is also recognised in the carrying amount of property, plant and equipment as a replacement, provided that the recognition criteria are met. All other servicing and maintenance costs are recorded immediately in the income statement. Subsequent costs of acquisition or production are only recognised as part of the cost of the asset if it is probable that it will bring future economic benefit to the Group and if the cost of the asset can be reliably determined. Page 12 ATON GmbH, Munich – Consolidated financial statements 2013 The useful lives of the principal categories of assets of the Group are determined using comparative tables customary in the industry and on the basis of its own past experience, which can be classified as follows. Property, plant and equipment Buildings Useful life in years 10 to 60 Technical equipment and machinery (excluding mining and construction machinery) 5 to 25 Other machinery and equipment 3 to 10 Operating and office equipment 2 to 25 3.4. Impairment of property, plant and equipment and other intangible assets At each reporting date or if relevant events have occurred, the Group assesses whether there is any indication that items of property, plant and equipment and intangible assets may be impaired. If such indications are identified, the recoverable amount of the asset is estimated in order to establish the extent of any impairment loss. The recoverable amount is calculated as the higher of fair value less costs to sell ("net realisable value") and the present value of the expected net cash inflows from the continuing use of the asset ("value in use"). If it is not possible to forecast the expected cash inflows for an individual asset, the cash inflows are estimated for the next largest group of assets that generates cash inflows that are largely independent of those from other assets (cash-generating unit) to which the asset belongs. For the purpose of estimating value in use, the estimated future cash flows are discounted to their present value using a pre-tax rate of interest. If the estimated recoverable amount of an asset (or of a cash-generating unit) falls below its carrying amount, the carrying amount of the asset (or of the cash-generating unit) is reduced to the recoverable amount. First, any goodwill allocated to the cash-generating unit is impaired and any remaining impairment loss is then allocated to the other assets of the unit on the basis of the carrying amount of each asset in the unit. The impairment loss is recognised immediately in the income statement. If the impairment loss is subsequently reversed, the carrying amount of the asset (or of the cash-generating unit) is increased to the updated estimate of the recoverable amount. The carrying amount resulting from this increase must not exceed the carrying amount that would have been determined for the asset (or the cash-generating unit) if an impairment loss had not been recognised in prior periods. The reversal of an impairment loss is recorded immediately in the income statement. Impairment losses recognised in respect of goodwill may not be reversed. Internally generated intangible assets that have not yet been completed are tested for impairment at least once a year. 3.5. Cash and cash equivalents Cash reported in the balance sheet comprises cheques, cash-in-hand and balances with banks with an original maturity of up to three months. Cash equivalents reported in the balance sheet consist of short-term, highly liquid financial assets that can be converted into specified amounts of cash at any time and are exposed only to Page 13 ATON GmbH, Munich – Consolidated financial statements 2013 insignificant risks of fluctuations in value. Cash and cash equivalents are measured at amortised cost. Cash funds in the consolidated statement of cash flows are defined in accordance with the above definition. 3.6. Investment properties This item refers to property held for the purpose of generating rental income and/or increase in value (including property being constructed or developed and intended for such purposes). Investment properties are initially recognised at cost, including transaction costs. In subsequent periods, investment properties are recorded at amortised cost net of accumulated straight-line depreciation and impairment losses. The useful life is between 50 and 60 years. 3.7. Leases The Group as lessee Leases are classified as finance leases if substantially all of the risks and rewards associated with the ownership of the asset are transferred to the lessee under the lease agreement. All other leases are classified as operating leases. The rules described in this section also apply to sale and leaseback transactions. Assets held under the terms of a finance lease are initially recognised as assets of the Group at their fair value at the start of the lease or, if lower, the present value of the minimum lease payments. The corresponding liability to the lessor is reported in the balance sheet as an obligation from finance leases. The lease payments are divided into interest expense and repayment of the lease commitment in such a way that the interest on the remaining liability remains constant. The interest expense is recorded directly in the income statement. Conditional lease payments are recognised as an expense in the period in which they arise. Rental payments under operating leases are expensed on a straight-line basis over the term of the lease, unless another systematic basis is more representative of the time pattern of the lessee’s benefit. Conditional rental payments under the terms of an operating lease are recorded as an expense in the income statement in the period in which they arise. In cases where incentives to enter into an operating lease have been received, those incentives are recorded as a liability. The cumulative benefit of incentives is recognised on a straight-line basis as a reduction of the rental payments, unless another systematic basis is more representative of the time pattern of the benefit from the leased asset. The Group as lessor Leases under which substantially all the risks and rewards of ownership are retained by the Group are classified as operating leases. The leased assets continue to be capitalised by ATON. Initial direct costs incurred in negotiating and concluding a lease agreement are added to the carrying amount of the leased asset and expensed over the term of the lease agreement in a manner corresponding to the recognition of the rental income. Conditional rental payments are recorded in the period in which they are generated. Page 14 ATON GmbH, Munich – Consolidated financial statements 2013 3.8. Reparable aircraft spare parts For the purpose of measuring reparable aircraft spare parts, the spare parts are allocated to the individual aircraft models and depreciated over the remaining useful life of the respective aircraft model, taking into account estimated residual values. Residual values and useful lives are reviewed at each reporting date. Changes in the residual values and their effects on annual depreciation charges are reflected prospectively in accordance with IAS 8, “Accounting Policies, Changes in Accounting Estimates and Errors” in the period of the change and the subsequent periods. 3.9. Inventories Inventories are valued at the lower of acquisition or production cost and their net realisable value on the reporting date. The net realisable value is the estimated selling price in the ordinary course of business less direct selling costs and directly attributable production costs still to be incurred. If the net realisable value is lower than the carrying amount, an impairment loss is recognised. The cost of raw materials, consumables and supplies is mainly determined at average purchase prices, which are calculated on the basis of a moving average. In addition to direct material costs, direct labour costs and special direct costs, the production costs of unfinished and finished goods include all directly attributable production-related overheads. General administrative costs and financing costs are not capitalised, except in the case of a qualifying asset. The production costs are determined on the basis of normal production capacity. The purchasing cost of merchandise also includes incidental costs of purchase. 3.10. Non-current assets held for sale and disposal groups Non-current assets or disposal groups are classified as held for sale if the associated carrying amount is mainly intended to be realised by means of a sale and not from continuing use. This condition is considered to have been satisfied only if the sale is highly probable and the asset (or the disposal group) is available for immediate sale in its current condition. Management must be committed to a plan for the sale of the asset (or the disposal group) and must have initiated an active programme to locate a buyer and to implement the plan. In addition, the asset (or the disposal group) must be actively marketed at a price that is reasonable in relation to its current fair value. There must be an expectation that this will result in the recognition of a completed sale transaction within one year of such classification. Depreciation is suspended in such cases. Non-current assets (and disposal groups) classified as held for sale are measured at the lower of their original carrying amount and their fair value less costs to sell. 3.11. Financial assets Financial assets are divided into the following categories: financial assets at fair value through profit or loss, held-to-maturity financial investments, loans and receivables and available-for-sale financial assets. Management determines the classification of the financial assets at initial recognition. Page 15 ATON GmbH, Munich – Consolidated financial statements 2013 Financial assets are initially measured at fair value. In the case of financial investments other than those classified as at fair value through profit or loss, transaction costs directly attributable to the purchase of the asset are also included in the carrying amount. All purchases and sales of financial assets customary in the market are recorded in the financial statements at the trade date, i.e. the date on which the Group has entered into the obligation to buy or sell the asset. Financial assets at fair value through profit or loss (FAHfT) The category of financial assets at fair value through profit or loss comprises financial assets held for trading purposes and those designated as at fair value through profit or loss on initial recognition. Financial assets are classified as held for trading if they are acquired for the purposes of sale in the near future. Derivatives for which hedge accounting is not applied are also classified as held for trading. Financial assets are measured at fair value in subsequent periods. Gains or losses from financial assets held for trading and changes in the fair value of financial investments designated into this category are recorded in profit or loss. Changes in the fair value of derivative financial instruments are reported either in the income statement or, in the case of cash flow hedges, directly in equity after reflecting deferred taxes. Held-to-maturity investments (HtM) Non-derivative financial assets with fixed or determinable payments and fixed maturity dates are classified as held-to-maturity investments if the Group has the intention and ability to hold them to maturity. After initial recognition, held-to-maturity investments are measured at amortised cost using the effective interest method. Gains and losses are recorded in the income statement for the period when the investments are derecognised or impaired, and also in relation to the amortisation process. Loans and receivables (LaR) Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted on an active market. After initial recognition, loans and receivables are measured at amortised cost using the effective interest method less any impairment losses. Gains and losses are recorded in the income statement for the period when the loans and receivables are derecognised or impaired, and also in relation to the amortisation process. Interest expenses arising from the sale of receivables are included in the net financial result. Management fees are reported in other operating expenses. Cash and cash equivalents, including cash accounts and short-term deposits with banks, have a remaining maturity of up to three months on initial recognition and are measured at amortised cost. Available-for-sale financial assets (AfS) Available-for-sale financial assets are non-derivative financial assets that are designated as available for sale or have not been classified into one of the three previously mentioned categories. After initial recognition, available-for-sale financial assets are measured at fair value. Unrealised gains or losses are recorded directly Page 16 ATON GmbH, Munich – Consolidated financial statements 2013 in equity. If a financial asset in this category is derecognised or impaired, the accumulated gain or loss previously recorded directly in equity is recognised in the income statement. Fair value The fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction in the principal or most advantageous market at the measurement date under current market conditions. It is regardless of whether that price is directly observable or estimated using another valuation technique. Those valuation techniques include using recent arm’s length market transactions between knowledgeable, willing parties, reference to the current fair value of another financial instrument that is substantially the same, discounted cash flow analysis and the use of other valuation models incorporating current market parameters. If the fair value cannot be reliably determined, the financial instruments are recognised at their carrying amount. Fair value hierarchy: The measurement and presentation of the fair values of financial instruments is based on a fair value hierarchy that categorises the valuation techniques and input factors used to measure fair value into three levels. Level 1: Quoted prices (adopted unchanged) on active markets for identical assets and liabilities. Level 2: Input data for the asset or liability observable either directly or indirectly which do not represent quoted prices according to level 1. The fair values of level 2 financial instruments are determined on the basis of the conditions prevailing at the end of the reporting period, such as exchange rates or interest rates, and using recognised valuation models. Level 3: Input data for the asset or liability not based on observable market data (unobservable input data). Amortised cost Held-to-maturity investments as well as loans and receivables are measured at amortised cost. Amortised cost is determined using the effective interest method less any valuation allowances and taking into account discounts and premiums on acquisition, and includes transaction costs and fees that form an integral part of the effective interest rate. Impairment of financial assets At each reporting date, the Group tests whether there are objective indications that a financial asset or a group of financial assets may be impaired. A financial asset or a group of financial assets is impaired only if there is objective evidence of impairment as a result of one or more events that occurred after the initial recognition of the asset, and if that loss event (or events) has an impact on the estimated future cash flows of the financial asset or group of financial assets that can be reliably estimated. A potential impairment loss is assumed to exist in respect of assets measured at amortised cost in the case of certain events such as failure to make payments over a particular period, the initiation of enforcement Page 17 ATON GmbH, Munich – Consolidated financial statements 2013 measures, impending insolvency or over indebtedness, an application for or initiation of bankruptcy proceedings or the failure of a restructuring programme. If impairment has occurred in the case of assets measured at amortised cost, the amount of the impairment loss is calculated as the difference between the carrying amount of the asset and the present value of the expected future cash flows (with the exception of expected future loan defaults that have not yet occurred), discounted at the original effective interest rate of the financial asset, i.e. the effective interest rate determined on initial recognition. The carrying amount of the asset is reduced using a valuation allowance account in the case of trade and other receivables, and directly in the case of other assets within this category. The impairment loss is recorded in the income statement. Valuation allowances are created in the form of individual valuation allowances. The receivables are derecognised if they are classified as uncollectible, i.e. a cash inflow is no longer expected to occur. If the amount of the impairment loss decreases in the subsequent reporting periods and if this decrease can be objectively attributed to an event that occurred after the impairment loss was recorded, the impairment loss previously recognised is reversed. However, the revised carrying amount of the asset may not exceed its amortised cost at the date of the reversal. The reversal is recorded in profit or loss. If the value of an available-for-sale financial asset is impaired, an amount equal to the difference between the acquisition cost of the asset (less any principal repayments and amortisation) and its current fair value (less any impairment losses previously recognised in the income statement) is reclassified into profit or loss from the amount previously recorded in equity. Impairment losses in the case of equity instruments classified as available for sale may not be reversed through profit or loss. Reductions in impairment losses in the case of debt instruments classified as available for sale are recognised in profit or loss if the increase in the fair value of the instrument can be objectively related to an event occurring after the impairment loss was recognised in the income statement. In contrast, available-for-sale equity investments for which there is no quoted value on an active market are measured at cost in subsequent periods. If the recoverable amount is lower than the carrying amount at the reporting date, an impairment loss is recognised in the income statement. Such impairment losses may not be subsequently reversed. 3.12. Financial liabilities Financial liabilities are classified either as financial liabilities at fair value through profit or loss or other financial liabilities measured at amortised cost. Financial liabilities are measured at their fair value on initial recognition. Directly attributable transaction costs are also recognised in the case of all financial liabilities not subsequently measured at fair value through profit or loss. Page 18 ATON GmbH, Munich – Consolidated financial statements 2013 Financial liabilities at fair value through profit or loss (FLHfT) The category of financial liabilities at fair value through profit or loss comprises financial liabilities held for trading purposes and those designated as at fair value through profit or loss on initial recognition. Financial liabilities are classified as held for trading if they are entered into with a view to their purchase in the near future. Derivatives for which hedge accounting is not applied are also classified as held for trading. Financial liabilities are measured at fair value in subsequent periods. Gains or losses from financial liabilities that are held for trading are recorded in the income statement. Changes in the fair value of derivative financial instruments are reported either in the income statement or, in the case of cash flow hedges, directly in equity after reflecting deferred taxes. No financial liabilities were designated as at fair value through profit or loss during the financial year. Amortised cost Trade payables and other non-derivative financial liabilities are generally measured at amortised cost using the effective interest method. 3.13. Derecognition of financial assets and financial liabilities Financial assets A financial asset (or a portion of a financial asset or a portion of a group of similar financial assets) is derecognised if one of the three following preconditions is met: • The contractual rights to receive the cash flows from a financial asset have expired. • While the Group retains the rights to receive the cash flows from a financial asset, it assumes a contractual obligation to pay the cash flows immediately to a third party under an arrangement that satisfies the conditions of IAS 39.19 (pass-through arrangement). • The Group has transferred its contractual rights to receive the cash flows from a financial asset and in doing so has transferred substantially all the risks and rewards associated with ownership of the financial asset or, while it has neither transferred nor retained substantially all the risks and rewards associated with ownership of the financial asset, has nevertheless transferred control over the asset. If the Group transfers its contractual rights to the cash flows from an asset, neither transfers nor retains substantially all the risks and rewards associated with ownership of that asset and at the same time also retains control over the transferred asset, the Group continues to recognise the transferred asset to the extent of its continuing involvement. When the continuing involvement takes the form of guaranteeing the transferred asset, the extent of the continuing involvement is the lower of the original carrying amount of the asset and the maximum amount of the consideration received that the Group could be required to repay. When the continuing involvement takes the form of a written and/or a purchased option on the transferred asset (including an option settled in cash or by a similar method), the extent of the Group’s continuing involvement is the amount of the transferred asset that it may repurchase. However, in the case of a written put option (including an option settled in cash or by a similar method) on an asset that is measured at fair value, the extent of the Group’s Page 19 ATON GmbH, Munich – Consolidated financial statements 2013 continuing involvement is limited to the lower of the fair value of the transferred asset and the exercise price of the option. Financial liabilities A financial liability is derecognised when the underlying obligation is discharged or cancelled or has expired. If an existing financial liability is exchanged for another financial liability of the same lender with substantially different terms or if the terms of an existing liability are substantially modified, such exchange or modification is accounted for as a derecognition of the original liability and the recognition of a new liability. The difference between the respective carrying amounts is recognised in profit or loss. 3.14. Derivative financial instruments The Group uses derivative financial instruments such as forward exchange contracts and options in order to hedge against currency risks. These derivative financial instruments are recorded at their fair value at the date of inception of the contract and measured at their fair value in subsequent periods. Derivative financial instruments are recognised as assets if they have a positive fair value and as liabilities if their fair value is negative. Gains and losses from changes in the fair value of derivative financial instruments that do not meet the criteria for hedge accounting are recognised immediately in the income statement. The fair value of forward exchange contracts and options is calculated using recognised valuation models with reference to current market parameters. Cash flow hedges are used to hedge the risk of fluctuations in the future cash flows associated with a recognised asset, a recognised liability or a highly probable forecast transaction. In the case of a cash flow hedge, unrealised gains and losses on the hedging instrument are initially recorded in other comprehensive income. They are reclassified into the income statement only when the hedged item affects profit or loss. If forecast transactions are hedged and those transactions result in the recognition of a financial asset or a financial liability in subsequent periods, the amounts recorded in equity up to that date are reclassified into profit or loss in the same period in which the asset or the liability affects profit or loss. If the transactions result in the recognition of a non-financial asset or liability, such as the purchase of property, plant or equipment, the amounts recorded directly in equity are included in the initial carrying amount of the asset or the liability. IAS 39 stipulates the conditions under which hedge accounting may be applied. Among other things, they must be documented in detail and effective. A hedge is regarded as effective within the meaning of IAS 39 if changes in the fair value of the hedging instrument are within a range of 80 to 125% of the contrary changes in the fair value of the hedged item, both prospectively and retrospectively. Only the effective portion of a hedge may be accounted for in accordance with the rules described. The ineffective portion is recorded immediately in the income statement. If the contracts contain embedded derivatives, the derivatives are accounted for separately from the underlying contract, unless the economic characteristics and risks of the embedded derivative are closely related to those of the underlying contract. Written options for the purchase or sale of non-financial items that can be settled in cash are not own-use contracts. Page 20 ATON GmbH, Munich – Consolidated financial statements 2013 3.15. Provisions A provision is recognised if the Group has a present obligation (legal or constructive) as a result of a past event, an outflow of resources embodying economic benefits to settle the obligation is probable (more likely than not) and the amount of the obligation can be estimated reliably. If the Group is expecting reimbursement in respect of at least a portion of a provision recognised (such as in the case of an insurance policy), the reimbursement is recognised as a separate asset to the extent that it is virtually certain that the reimbursement will be received. The expense from the recognition of the provision is reported in the income statement net of the reimbursement. If the interest effect from discounting is material, provisions are discounted at a pre-tax interest rate which reflects the specific risks for the liability. In the event of discounting, the increase in the provision over time is recorded as a financial expense. 3.16. Employee benefits Pension obligations The Group has both defined benefit and defined contribution pension plans. A defined contribution plan is a pension plan under which the Group pays fixed contributions to a company (fund) which is not a part of the Group. The Group has no legal or constructive obligation to make further payments if the fund does not have sufficient assets to pay all of the employees’ pension entitlements from the current and previous financial years. In contrast, defined benefit plans typically specify an amount of pension benefits that an employee will receive on retirement and which is generally dependent on one or more factors such as age, years of service and salary. The provision recognised in the statement of financial position in respect of defined benefit pension plans is the present value of the defined benefit obligation at the end of the reporting period less the fair value of the plan assets. The defined benefit obligation is calculated annually by independent actuaries using the projected unit credit method. The measurement of the obligation in the statement of financial position is based on a number of actuarial assumptions. Assumptions are required to be made, in particular, about the long-term development trend of salaries and pensions, and average life expectancy. The assumptions with respect to the trends in salaries and pensions are based on developments observed in the past, and take into account the level of interest rates and inflation in the particular country and the respective developments in the labour market. Recognised biometric bases for actuarial calculations are used to estimate average life expectancy. The rate of interest used to discount the future payment obligations is derived from currency and term congruent highquality corporate bonds. Remeasurements arising from experience adjustments and changes in actuarial assumptions are recognised in other comprehensive income in equity in the period in which they arise. Past-service cost is recognised immediately in profit or loss. Pension expenses are included in the personnel expenses with the exception of interest components which are included in the net financial result. Page 21 ATON GmbH, Munich – Consolidated financial statements 2013 In the case of defined contribution plans, the Group pays contributions to state or private pension insurance plans either on the basis of statutory or contractual obligations, or voluntarily. The Group has no further payment obligations once the contributions have been paid. The amounts are recorded in personnel expenses when they become due. Prepayments of contributions are recognised as assets to the extent that a right exists to a refund or a reduction in future payments. Termination benefits Termination benefits are paid if employment is terminated by a Group company prior to the employee reaching the regular retirement age or if an employee leaves the company voluntarily against a compensation payment. The Group recognises severance payments when it is demonstrably committed to terminate the employment of current employees in accordance with a detailed formal plan which cannot be withdrawn, or when it is demonstrably required to make severance payments as a result of voluntary termination of employment by employees. Payments that are due more than twelve months after the reporting date are discounted to their present value. 3.17. Revenue recognition Revenue is measured at the fair value of the consideration received or to be received, less any expected customer returns, discounts and other similar deductions. The Group recognises revenue when the amount of the revenue can be reliably determined, when it is probable that future economic benefits will flow to the entity as a result and when the specific criteria for each type of activity set out below have been satisfied. Sale of goods Revenue from the sale of goods is recognised when the following conditions have been met: • the Group has transferred the significant risks and rewards of ownership of the goods to the buyer, • the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods and products sold, • the amount of the revenue can be measured reliably, • it is probable that the economic benefits associated with the transaction will flow to the entity, and the costs incurred or yet to be incurred in connection with the sale can be measured reliably. Rendering of services Revenue from service agreements is recognised as income by reference to the stage of completion of the transaction. The result of this is that contract income is recorded in the reporting period in which the service was rendered. For information on the determination of the stage of completion, please refer to the details provided under Note 3.18 Construction contracts. Royalties Income from royalties is recorded on an annual basis in accordance with the economic substance of the relevant agreement. Time-based royalties are recognised over the period of the agreement on a straight-line Page 22 ATON GmbH, Munich – Consolidated financial statements 2013 basis. Income from royalty agreements based on production, sales or other measures is recognised in accordance with the underlying agreement. Dividends and interest Dividend income from shares is recognised when the shareholder’s legal right to payment is established. Interest income is recognised on an accruals basis according to the amount of the principal outstanding using the applicable effective interest rate. The effective interest rate is the interest rate that exactly discounts the expected future cash inflows over the life of the financial asset to the net carrying amount of that asset. Rental income Income from leasing and rental income from operating leases are recorded on a straight-line basis over the rental period, provided that the Group is the economic owner. 3.18. Construction contracts The Group mainly develops engineering services projects, machinery manufacturing projects and tunnel construction projects as long-term construction contracts, which are measured in accordance with the percentage of completion (PoC) method if the contract revenues and expenses can be reliably determined. A distinction is made between fixed price contracts and cost plus contracts. If the criteria for applying the percentage of completion method in accordance with IAS 11 for a fixed price contract or a cost plus contract, respectively, are satisfied, then the contract income and contract costs associated with this construction contract are allocated to the financial years in accordance with the stage of completion. The percentage of completion is determined by the ratio of the contract costs incurred by the reporting date to the total contract costs estimated at the reporting date (cost-to-cost method). Contract costs include costs directly attributable to the contract, all indirect costs of general contracting activity that can be attributed to the contract and other costs specifically charged to the customer. If the projects are developed over a longer period of time, borrowing costs incurred prior to completion may be included in the contract costs in accordance with the conditions of IAS 23. Changes to contractual work, claims and incentive payments are included to the extent that they have been agreed with the customer. Individual construction contracts are subdivided or combined if specific criteria are satisfied. If the outcome of the construction contract cannot be reliably estimated and the percentage of completion method may therefore not be applied, contract revenue is recognised only to the extent of the contract costs incurred that are expected to be recoverable. Contract costs are recognised as an expense in the period in which they arise. If it is probable that the total contract costs will exceed total contract revenue, the expected loss must be recorded in full as an expense immediately and a provision is recognised in respect of a lossmaking contract. The gross amount due from customers for contract work comprises the net amount of the costs incurred plus profits recognised, less the total losses recognised and progress billings for all contracts in progress for which costs incurred plus profits recognised exceed progress billings. If the progress billings are higher, the contract represents an amount due to the customer. The gross amount due from customers for Page 23 ATON GmbH, Munich – Consolidated financial statements 2013 contract work is reported in the statement of financial position within the item "Trade and other receivables". The gross amount due to customers from contract work is included in "Trade payables". 3.19. Borrowing costs Borrowing costs that can be directly allocated to the acquisition, construction or production of a qualifying asset are capitalised as a component of the cost of that asset. Other borrowing costs are recognised as an expense in the period in which they are incurred, if they are not also required to be capitalised under IAS 23. 3.20. Government grants Government grants are recognised only when there is reasonable assurance that the Group will comply with the conditions attached to the grants and that the grants will also be received. Government grants whose most important condition is the purchase, construction or other acquisition of noncurrent assets are recorded as a deduction from the acquisition or production cost of the asset. Other government grants are recognised as income over the period necessary to match them with the related costs which they are intended to compensate, on a systematic basis. Government grants received as compensation for expenses or losses already incurred or for the purpose of giving immediate financial support to the Group with no future related costs are offset against the expenses incurred in the period in which the entitlement is established. 3.21. Income taxes The income tax expense for the period comprises current and deferred taxes. Current taxes The current tax expense for each entity liable to tax is derived from its taxable income. The Group’s tax liability is calculated on the basis of the applicable tax rates. Deferred taxes Deferred taxes are recognised for all temporary difference between the tax base of the assets and liabilities and their carrying amounts in the consolidated financial statements (balance sheet-oriented liability method). Deferred taxes are not recognised if the temporary differences arise from the initial recognition of goodwill or (except in the case of business combinations) of other assets and liabilities resulting from transactions that do not affect either taxable income or the net profit for the year. Deferred tax assets and liabilities are generally recognised for all taxable temporary differences. When deferred tax assets exceed deferred tax liabilities, they are only recognised to the extent to which taxable income will probably be available against which the deductible temporary differences can be utilised, and where the assumption can be made that they will reverse in the foreseeable future. Deferred tax liabilities are recognised for taxable temporary differences arising from investments in subsidiaries or associates as well as investments in joint ventures, unless the Group can control the timing of the reversal of Page 24 ATON GmbH, Munich – Consolidated financial statements 2013 the temporary differences and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets and liabilities are calculated on the basis of the tax rates (and the tax laws) expected to be applicable at the date when the liability is settled or the asset is realised. The measurement of deferred tax assets and liabilities reflects the tax consequences that would arise from the manner in which the Group expects at the reporting date to settle the liability or to realise the asset. Deferred tax assets and liabilities are offset if there is a legally enforceable right to set off current tax assets against current tax liabilities, and if they relate to income taxes levied by the same tax authority and the Group intends to settle its current tax assets and liabilities on a net basis. Current and deferred taxes for the period Current and deferred taxes are recorded as income or expenses unless they relate to items recognised directly in equity. In this event, the tax is also recorded directly in equity. In addition, tax effects are not recognised in the income statement if they result from the initial recognition of a business combination. In the case of a business combination, the tax effect is reflected in the calculation of the goodwill or in the determination of the excess of the acquirer’s share of the fair value of the identifiable assets, liabilities and contingent liabilities of the business acquired over the cost of the business combination. 4. Estimates and assumptions In preparing the consolidated financial statements, estimates and assumptions are made to a certain extent that affect the amount and reporting of the assets and liabilities recognised, the income and expenses and the contingent liabilities for the reporting period. The premises underlying the estimates and assumptions are based on the state of knowledge available at the time in the particular case. Due to the uncertainty associated with these estimates and assumptions, however, outcomes may occur which result in future adjustments to the carrying amounts of the assets and liabilities affected. The material estimates listed below and the associated assumptions together with the uncertainties attaching to the accounting policies adopted are central to an understanding of the risks underlying the financial reporting and the effects that those estimates, assumptions and uncertainties may have on the financial statements. The premises underlying the estimates and assumptions are based on the state of knowledge available at the time in the particular case. Estimates are especially necessary in the case of the assets and liabilities referred to below and the associated income and expenses. Business combinations The measurement of items of property, plant and equipment and intangible assets acquired as part of a business combination requires estimates to be made for determining their fair value at the date of acquisition. The expected useful lives of the assets must also be estimated. The determination of the fair value of assets and liabilities and of the useful lives of the assets is based on the management’s assessments. Page 25 ATON GmbH, Munich – Consolidated financial statements 2013 Impairment of goodwill The Group tests goodwill for possible impairment at least once a year. The calculation of the recoverable amount of a business area to which goodwill has been allocated requires estimates to be made by management. The Group generally determines these amounts using valuation techniques based on discounted cash flows. These cash flows are based on three-year forecasts derived from financial projections approved by management. The forecasts take into account past experience and are based on management’s best estimate of future developments. The most important assumptions underlying the determination of the discounted cash flows comprise estimated growth rates, weighted interest rates and tax rates. These premises can have a significant effect on the relevant amounts and therefore on the extent to which goodwill is impaired. Impairment of property, plant and equipment and intangible assets The identification of indications that an asset may be impaired, the estimation of future cash flows and the determination of the fair values of assets or groups of assets require significant assessments by management regarding the identification and review of signs of impairment, the expected cash flows, the appropriate discount rates, the respective useful lives and any residual values. Revenue recognition for construction contracts Some companies, in particular EDAG GmbH & Co. KG, Fulda (EDAG), Rücker GmbH, Wiebaden (Rücker), BFFT Gesellschaft für Fahrzeugtechnik mbH, Gaimersheim (BFFT), FFT GmbH & Co. KGaA, Fulda (FFT), J.S. Redpath Holdings Inc., North Bay/Kanada (Redpath), and their subsidiaries, conduct the majority of their business with customers in the form of construction contracts. Revenue in the plant construction project business is generally recognised in accordance with the stage of completion of the project using the percentage of completion method. The principal factors that have to be estimated for the purpose of determining the stage of completion include the total contract revenue and costs, as well as the contract risks. The companies constantly review all estimates made in connection with such construction contracts and adjust them where necessary. Trade and other receivables The Group recognises valuation allowances for doubtful receivables in order to reflect anticipated losses resulting from customers’ inability to pay. Management assesses the appropriateness of valuation allowances based on the maturity structure of the outstanding balances, the analysis of historical bad debts, the customer’s creditworthiness, current economic developments and changes in the payment terms and conditions. In the event that the customer’s liquidity position deteriorates, the extent of actual losses on receivables may exceed the anticipated losses. Pensions and other post-employment benefits The obligation from defined benefit plans and other post-employment benefits is determined on the basis of actuarial calculations. The actuarial measurement is based on assumptions with respect to discount rates, future wage and salary increases, biometric parameters and future increases in pensions. Page 26 ATON GmbH, Munich – Consolidated financial statements 2013 The discount factors applied reflect the interest rates achieved at the reporting date for currency and term congruent high-quality corporate bonds. As a result of the changing situation in the market and the economy and the long-term orientation of these pension plans, the underlying premises may differ from the actual development, which may significantly affect the obligations for pensions and other post-employment benefits. For a sensitivity analysis showing how the defined benefit obligation would have been affected by changes in the significant actuarial assumptions, reference is made to Note 29 Provisions for pensions. Provisions The determination of provisions for anticipated losses from onerous contracts, provisions for warranties and provisions for litigation is dependent to a considerable extent on estimates of the likelihood of a future outflow of resources, as well as on past experience and the circumstances known at the reporting date. Because of the uncertainties associated with this assessment, actual losses may differ from the original estimates and therefore from the amount of the provision. A significant portion of the business of EDAG, Rücker, BFFT, FFT, J.S. Redpath and their subsidiaries is conducted in the form of long-term contracts. The Group recognises a provision for anticipated losses from onerous contracts if the current estimate of the total contract costs exceeds the expected revenue from the relevant contract. These estimates are subject to revision in the light of new information as the project progresses. The companies identify onerous contracts by constantly monitoring the progress of the project and updating the calculation of total contract costs. Leases Assets and liabilities from finance leases are initially recognised at the lower of their fair value and the present value of the minimum lease payments. The determination of the fair value generally requires estimates to be made with respect to the cash flows from the use of the leased asset and with respect to the discount rate applied. The fair value of the minimum lease payments is calculated using the lessor’s internal rate of return. If the lessor’s internal rate of return is not available, it is derived from the interest rate at which the total lease payments including any unguaranteed residual value must be discounted in order for the resulting present value to be equal to the fair value of the leased asset at the inception of the lease. The estimate of the unguaranteed residual value requires assumptions to be made which may differ from the actual residual value on expiry of the lease. Deferred tax assets Deferred tax assets are recognised to the extent that it is probable that they will be able to be utilised. The tax benefit from the utilisation of deferred tax assets depends on the ability to generate sufficient future taxable income relating to the particular type of taxation and tax jurisdiction, taking into account any statutory restrictions relating to minimum taxation or a maximum period for which tax losses may be carried forward. The assessment of the probability that deferred tax assets will be utilisable in future is based on a number of factors, such as past results of operations, operating business plans or tax planning strategies. If actual results differ from these estimates or if adjustments to the estimates are necessary in future periods, this may have a Page 27 ATON GmbH, Munich – Consolidated financial statements 2013 negative impact on the results of operations, nets assets and financial position. If there is a change in the assessment of the recoverability of deferred tax assets, the deferred tax assets are written down through profit or loss or other comprehensive income – according to their original recognition – or, respectively, impaired deferred tax assets are recognised through profit or loss or directly in equity. 5. Changes in the consolidation group 5.1. Acquisitions Effective 18 January 2013, ATON GmbH acquired 100 % of the shares and voting rights of BFFT Gesellschaft für Fahrzeugtechnik mbH, Gaimersheim, and of BFFT Engineering GmbH, Gaimersheim, through its subsidiary BFFT Holding GmbH. As part of this acquisition, BFFT aeromotive GmbH, BFFT Hungary Kft. and BFFT of Amercia were acquired as well. Effective 1 January 2013, BFFT Engineering GmbH was merged with BFFT Gesellschaft für Fahrzeugtechnik mbH. BFFT is a manufacturer independent engineering service provider for the automotive and aviation industry. It has almost 650 employees at its sites in Gaimersheim and Berlin. The employees are mostly engineers. BFFT’s most important customer is the Volkswagen Group. Its core activity regarding the automotive industry is the development of system networks in electrics and electronics of automobiles. In this segment, BFFT covers the development of non-individualised hardware components for automotive electronic systems, as well as the developments and testing of alternative driving systems. The primary reason for the business combination is the aim to expand the product and service portfolio of the segment AT Tech in order to increase the segment’s revenue and earnings, to benefit from economies of scale and to improve the future growth perspective through a stronger competitive position. The purchase price for the shares amounted to EUR 49,806k. A goodwill of EUR 20,049k resulted from the business combination. The factors making up the goodwill recognised were mainly the skilled workforce and benefits from expected synergies with other companies. The transaction costs of the acquisition amounted to EUR 476k and were recorded as other operating expenses. The purchase price included the obligation to repay shareholder loans amounting to EUR 11.9 million payable to the former shareholders. As of today, the payment has been settled. Page 28 ATON GmbH, Munich – Consolidated financial statements 2013 The following overview presents the assets and liabilities identified in respect of the purchase of the business that were assumed at the date of the acquisition. in EUR '000 IFRS carrying amounts at date of acquisition Purchase price allocation Fair values at date of acquisition Customer relationships - 12,930 12,930 Order backlog - 1,362 1,362 Technology - 63 63 4,705 - 4,705 12,009 - 12,009 1,079 - 1,079 Trade and other receivables 10,380 - 10,380 Cash and cash equivalents 1,276 - 1,276 848 - 848 30,297 14,355 44,652 Financial liabilities 1,820 - 1,820 Payables for goods and services 2,168 - 2,168 Other current liabilities 5,446 - 5,446 481 4,916 5,397 9,915 4,916 14,831 Property, plant and equipment Trade and other receivables Other non-current assets Other current assets Total assets Deferred tax liabilities Total liabilities For all current and non-current receivables the gross contractual amounts equal the net book values. As a consequence of the business combination revenue of the Group increased by EUR 50,168k and profit for the period increased by EUR 1,917k in the financial year 2013. In January 2013, EDAG Engineering AG (formerly ATON Engineering AG) acquired 12,407 shares (0.148 %) in Rücker AG for a purchase price of EUR 199k. In April and May 2013, another 7,740 shares (0.092 %) were acquired for a purchase price of EUR 124k. As at 30 June 2013, the Group was holding 90.04 % of the share capital of Rücker AG. At the date of the acquisition, the carrying amount of the non-controlling interest amounted to EUR 85k and EUR 54k respectively. The Group derecognised non-controlling interests of EUR 139k and recorded a decrease in equity attributable to owners of the parent company of EUR 184k. As at 28 June 2013, EDAG Engineering AG (formerly ATON Engineering AG) and Rücker AG signed a merger agreement, pursuant to which net assets of Rücker AG, being the transferring company, are transferred by means of merger and absorption according to Sec. 2 No. 1, 60 et seq. of the German Transformation Act (Umwandlungsgesetz) to the ATON Engineering AG, being the receiving company, and in connection with which the non-controlling interests were squeezed out according to Sec. 327a (1) of the German Stock Corporation Act (Aktiengesetz) in conjunction with Sec. 62 (1), (5) of the German Transformation Act. Page 29 ATON GmbH, Munich – Consolidated financial statements 2013 5.2. Other transactions On 28 August 2013, effective 1 January 2013, ATON Prisma GmbH, Hallbergmoos, was merged with its parent company, ATON GmbH. The provision for a purchase price guarantee included in Prisma’s books, which resulted from the disposal of Prisma’s former subsidiary Lumera Laser GmbH in 2012, was released by an amount of EUR 4,875k. Since the beginning of the year, the joint venture RFK Blue Lake Tunnelers Partnership, Sparks/USA, has been included in the consolidated financial statements. The interest held by J.S. Redpath Corporation is 65 %, the interest held by the joint venture partner Frontier-Kemper Constructors, Inc. is 35 %. In the first quarter of 2013, Thyssen Schachtbau GmbH and Deilmann-Haniel GmbH founded Deilmann Thyssen Schachtbau Sp.z.o.o. in Poland as a joint venture with a share of 50 % of each partner in order to improve the access to the Polish market with a local company. Effective March 2013, the acquisition of the Swiss companies JetLink AG and HeliLink Helikopter AG, in which DC Aviation GmbH’s share is 100 % each, was completed. For materiality reasons, the companies are not included in the consolidated financial statements. In the second quarter of 2013, W.O.M. World of Medicine GmbH founded W.O.M. World of Medicine Asia Ltd. as a new company in Hong Kong/ China in order to strengthen its activities in Asia and to function as a local service company. This company is fully consolidated in the consolidated financial statements. In the second half of 2013, EDAG GmbH & Co. KGaA founded two companies in Mexico, EDAG México, S.A. de C.V. and EDAG SERVICIOS México, S.A. de C.V., in order to strengthen its long-term relationship with an important customer. Both companies are fully consolidated in the consolidated financial statements. In July 2013, Hodgson Mining Limited, Zambia, began its operations. The company was founded with the purpose of operating a mine in South Africa. Redpath Mining Zambia Ltd. holds an interest of 74% in the company. This company is fully consolidated in the consolidated financial statements. As at 4 October 2013, ATON Group Finance GmbH, Going/Austria, was founded as a 100 % subsidiary of ATON GmbH and has been fully consolidated in the consolidated financial statements of the Group since then. The share capital of the company amounts to EUR 100k. The main subject of the company’s activity is to provide intra-group financing. In November 2013, ATON Group Finance GmbH issued a bond of EUR 200.0 million in the Prime Standard for corporate bonds at Deutsche Börse Frangfurt am Main (Frankfurt Stock Exchange). ATON GmbH is the guarantor for this bond. Page 30 ATON GmbH, Munich – Consolidated financial statements 2013 6. Revenue The break down of reported revenue is as follows. in EUR '000 Revenue from the sale of goods Revenue from the rendering of services Revenue from construction contracts 2013 304,768 357,651 1,196,064 995,490 799,923 869,580 3,186 4,725 2,303,941 2,227,446 Other operating revenue Revenue 2012 The table below shows the revenue by geographical area. in EUR '000 2013 2012 Germany 884,894 853,987 Europe (excluding Germany) 376,222 263,113 North America 454,917 521,049 South America 95,786 116,082 Australia 196,681 189,129 Asia 227,906 230,377 Africa 67,535 53,709 2,303,941 2,227,446 Revenue Revenue was allocated to the business segments as follows. in EUR '000 AT Tech 2013 2012 1,073,128 900,001 AT Mining Tech 810,804 870,031 AT Med Tech 256,145 258,025 AT Aviation 164,218 200,168 Holding/Consolidation Revenue - 354 - 779 2,303,941 2,227,446 Page 31 ATON GmbH, Munich – Consolidated financial statements 2013 7. Changes in inventories and own work capitalised Changes in inventories and own work capitalised break down as follows. in EUR '000 Changes in inventories of goods and services Own work capitalised Changes in inventories and own work capitalised 2013 2012 18,365 1,292 5,497 1,342 23,862 2,634 Changes in inventories reflect the increase or decrease in unfinished and finished goods and services calculated on the basis of the acquisition cost method. The increase in the changes in inventories compared to the previous year was mainly caused by multipleelement arrangements (tool and body systems) in the segment AT Tech. Own work capitalised in the financial year mainly comprises own work in the segment AT Mining Tech in the amount of EUR 4,161k (previous year: EUR 546k) as well as capitalised development costs of Ziehm Imaging GmbH amounting to EUR 1,255k (previous year: EUR 120k). Page 32 ATON GmbH, Munich – Consolidated financial statements 2013 8. Other operating income The other operating income comprises the following. in EUR '000 2013 2012 Operating income Income from compensation and agreements for terminating contracts 21,460 551 Income from recycling/scrap disposal 7,418 3,055 Rental and lease income 6,170 2,031 Income from the reversal of specific valuation allowances 5,212 1,831 Benefits in kind from use of company vehicles 3,994 3,349 Income from reversal of provisions/derecognition of liabilities 3,316 977 Income from external services 1,796 1,486 Income from derecognised receivables 1,285 27 Income from cost reimbursements 1,000 2,037 Income from catering/canteen 718 715 Income from insurance compensation payments 411 184 Revenue and income subsidies 232 1,638 5,473 5,299 58,485 23,180 Miscellaneous operating income Operating income Non-operating income Income from the reversal of provisions/derecognition of liabilities 19,477 12,346 Currency translation gains 5,104 6,373 Income from the disposal of property, plant and equipment 4,695 710 Income from hedging transactions 2,742 1,040 Development funds, subsidies and other grants 2,006 2,371 Income from other periods 1,587 1,416 Income from the disposal of current assets 90 - - 18,320 297 2,224 Non-operating income 35,998 44,800 Other operating income 94,483 67,980 Income from the disposal of consolidated companies Other non-operating income Miscellaneous operating income and other non-operating income are made up of a large number of small individual items. Development funds, subsidies and other grants mainly consist of government grants in the form of training subsidies and research and development grants, together with income in accordance with the German Renewable Energy Act (Erneuerbare-Energien-Gesetz, "EEG"). Income from the disposal of consolidated companies in the previous year relates to Lumera Laser GmbH and ED Work GmbH & Co. KG. Page 33 ATON GmbH, Munich – Consolidated financial statements 2013 9. Cost of materials The cost of materials break down as follows. in EUR '000 2013 2012 Cost of raw materials, consumables and supplies and of purchased merchandise 475,435 529,829 Cost of purchased services 332,698 295,244 Cost of materials 808,133 825,073 The table below shows the cost of raw materials, consumables and supplies and of purchased merchandise allocated to the business segments. in EUR '000 2013 2012 AT Tech 221,563 259,845 AT Mining Tech 129,793 138,897 AT Med Tech 103,429 107,820 21,014 23,267 - 364 - 475,435 529,829 AT Aviation Holding/Consolidation Cost of materials In the AT Tech, AT Aviation and AT Med Tech segments this item mainly relates to expenses for purchased models and small parts, whereas for the AT Mining Tech segment the amount reported primarily consists of deliveries of materials for the construction activities and plant construction. The cost of purchased services can be allocated as follows. in EUR '000 AT Tech AT Mining Tech AT Med Tech AT Aviation Holding/Consolidation Cost of purchased services 2013 2012 176,394 134,642 77,782 73,402 8,469 5,577 70,264 81,623 - 211 - 332,698 295,244 The expenses for purchased services primarily consist of costs for subcontractors (AT Tech and AT Mining Tech segments) as well as rental payments for aircrafts (AT Aviation segment). Page 34 ATON GmbH, Munich – Consolidated financial statements 2013 10. Personnel expenses The personnel expenses are attributable to the following items. in EUR '000 Wages and salaries Expenses for social security, retirement and other employee benefit expenses Personnel expenses 2012 restated 2013 876,456 775,923 163,043 146,216 1,039,499 922,139 Due to the amendment of IAS 19 the figures of the previous year had to be restated in accordance with IAS 8.19 (a) in conjunction with IAS 19R (see Note 2.3 Material changes in accordance with IAS 8). As a result the personnel expenses increased by EUR 4,443k. The expenses for retirement include the cost of defined benefit pension commitments, among other items. Due to its financial character the net interest expense of the provisions for pensions is recorded in the financial result. For the presentation of the pension commitments, please see Note 29 Provisions for pensions. The average number of employees of the companies included in the consolidated financial statements during the financial year, broken down by groups, was as follows in comparison with the previous year. Number Industrial workers 2013 2012 4,224 4,524 Salaried staff 12,398 10,273 Total employees excluding trainees 16,621 14,797 722 559 Trainees Page 35 ATON GmbH, Munich – Consolidated financial statements 2013 11. Other operating expenses The other operating expenses comprise the following. in EUR '000 2013 2012 Operating expenses Travelling expenses 56,287 32,818 Rental and lease payments 51,157 44,853 Maintenance 36,278 34,806 Selling and marketing costs 30,430 46,668 Administration costs 29,421 30,075 Legal and consulting costs, audit costs 24,880 20,658 Expenses from additions to provisions 13,581 10,838 Other incidental personnel expenses 11,839 11,862 Insurances 9,026 8,063 Education and training costs 7,868 7,477 Incidental rental costs and cleaning expenses 6,703 4,893 Other taxes and levies 5,108 3,106 Car expenses 2,747 2,587 Research and development costs 1,262 1,649 Expenses from additions to specific valuation allowances 435 8,748 Bad debt expenses 404 2,671 Impairment losses of assets classified as held for sale - 1,456 15,148 6,003 302,574 279,231 Miscellaneous operating expenses Operating expenses in EUR '000 2013 2012 Non-operating expenses Currency translation losses 9,440 8,536 Expenses from other periods 989 2,061 Expenses from the disposal of property, plant and equipment 889 773 Expense from hedging transactions 245 61 Expenses from the disposal of consolidated companies Other non-operating expenses Non-operating expenses Other operating expenses - 678 895 5,179 12,458 17,288 315,032 296,519 The impairment losses of the previous year of EUR 1,456k relate to losses on deconsolidation. In the reporting year, expenses in the amount of EUR 20.2 million are included in the travelling expenses, which were reported within the selling and marketing costs in the previous year (EUR 17.7 million). As in the previous year the miscellaneous operating expenses comprise incidental cost of money transfer, security service costs and a large number of small, non-material individual items. Other non-operating expenses are made up of a large number of small, non-material individual items. Page 36 ATON GmbH, Munich – Consolidated financial statements 2013 12. Result from associated companies In the previous year the result from associated companies included the Group’s share of earnings of ELANAUSY GmbH amounting to EUR 51k and of DÜRR EDAG Aircraft Systems GmbH amounting to EUR 1k. No associated companies existed during the financial year 2013. For further information please refer to Note 23 Investments in associates. 13. Other investment result In the previous year, the expenses from investments in the amount of EUR 1k resulted from the AT Tech segment. In the current financial year, no such income or expenses ocurred. 14. Net interest expense The net interest expense comprises the following. in EUR '000 2013 2012 restated Interest income Interest income from credit institutions 915 Interest income from impaired receivables 667 - Interest and similar income from related parties 321 578 1,608 1,868 3,511 3,443 Interest expenses to credit institutions and bondholders 7,232 5,471 Interest portion of finance lease agreements 3,232 4,512 Other interest income 997 Interest expenses Net interest expense from defined benefit pension plans Interest and similar expenses to related parties Other interest expenses 521 186 1,596 5,307 4,462 4,993 17,043 20,469 - 13,532 - 17,026 Due to the amendment of IAS 19 the figures of the previous year had to be restated in accordance with IAS 8.19 (a) in conjunction with IAS 19R (see Note 2.3 Material changes in accordance with IAS 8). Page 37 ATON GmbH, Munich – Consolidated financial statements 2013 15. Other financial result The other financial result comprises the following. in EUR '000 2013 2012 Other financial income Interest and dividend income from securities 200 206 Income from sale of securities 186 289 Gains from fair value remeasurement 167 429 Income from the reversal of specific valuation allowances 77 463 Miscellaneous financial income 27 206 657 1,593 Losses from fair value remeasurement 369 1,769 Specific valuation allowances on long-term loans to third parties 250 345 15 24 Other financial expenses Write-downs of securities Losses from sales of securities Miscellaneous financial expenses Other financial result 14 14 2,202 357 2,850 2,509 - 2,193 - 916 Miscellaneous financial expenses mainly comprise losses from cash flow hedges in the amount of EUR 2,191k. 16. Income taxes The income taxes reported include the actual taxes on income in the respective countries as well as deferred taxes. The income taxes for the financial years 2013 and 2012 break down as follows. in EUR '000 2012 restated 2013 Income taxes Income taxes for the current year 48,505 36,668 Income taxes for previous years - 1,952 3,049 - 525 - 485 46,028 39,232 Income from the reversal of provisions for income taxes Deferred taxes Deferred taxes from temporary differences 1,799 926 Deferred taxes on losses carried forward 1,565 5,510 Income taxes 3,364 6,436 49,392 45,668 Unchanged from the previous year, current income taxes in Germany are based on a uniform corporate income tax rate of 15 % plus a solidarity surcharge of 5.5 % of this amount. In addition to the corporate income tax, Page 38 ATON GmbH, Munich – Consolidated financial statements 2013 trade tax is levied on profits generated in Germany. Taking into consideration that trade tax cannot be deducted as an operating expense, the average trade tax rate is 13.35 %, resulting in an average composite tax rate of 29.17 % for Germany. Due to a higher assessment rate at the domicile of the parent a higher composite tax rate of 29.60 % results. In the previous year the composite tax rate of the parent amounted to 27.03 %. The change resulted from the transfer of the company’s domicile from Hallbergmoos to Munich. The profit generated by foreign subsidiaries is calculated based on the regulation of the national tax law and using the tax rates applicable in the individual foreign countries. The tax rates applied by the foreign companies vary between 24.50 % and 34.00 %. The income taxes of the reporting period amounting to EUR 49,392k (previous year: EUR 45,668k) are reconciled as follows from the expected income tax expense, that would have resulted if the parent’s statutory income tax rate had been applied to the earnings before income taxes (EBT). 2012 restated 2013 EUR '000 Earnings before income taxes (EBT) in % 161,212 Income tax rate of the parent Expected income tax expense Tax-free income and non-deductible expenses, incl. the effect of sections 8a and 8b of the KStG (corporate tax law) EUR '000 in % 151,867 29.60% 47,726 27.03% 41,042 3,045 1.89% 1,853 1.22% Income taxes for previous years - 2,596 -1.61% 2,313 1.52% Tax rate variances - 3,162 -1.96% 1,271 0.84% Amount of tax losses carried forward and other deferred tax assets not recognised or impaired 5,638 3.50% 4,590 3.02% Effects from the recognition of previously unused tax loss carryforwards - 911 -0.57% - 6,211 -4.09% Non-deductible withholding taxes 1,442 0.89% 2,003 1.32% Other tax effects - 1,790 -1.11% - 1,193 -0.79% Income taxes reported in the consolidated income statement 49,392 Effective tax rate 45,668 30.63% 30.08% Page 39 ATON GmbH, Munich – Consolidated financial statements 2013 The current and deferred taxes in the consolidated statement of financial position changed as follows. in EUR '000 2012 restated 2013 Current income taxes in the consolidated statement of financial position Income tax assets 30,070 23,865 Income tax liabilities - 5,080 - 6,112 - 21,839 - 9,283 3,151 8,470 Provisions for income taxes Deferred taxes in the consolidated statement of financial position Deferred tax assets Deferred tax liabilities Income taxes in the consolidated statement of financial position Page 40 13,916 17,377 - 44,761 - 42,589 - 30,845 - 25,212 - 27,694 - 16,742 ATON GmbH, Munich – Consolidated financial statements 2013 The deferred tax assets and liabilities are attributable to the following items in the consolidated statement of financial position. in EUR '000 2012 restated 2013 Deferred tax assets Intangible assets Property, plant and equipment Financial assets 2,980 2,077 997 461 - 943 Inventories 2,452 4,174 Receivables and other assets 1,898 969 Provisions for pensions 1,636 1,844 Other provisions 7,488 7,943 Other liabilities 35,081 31,398 Losses carried forward 10,240 11,956 - 48,856 - 44,388 13,916 17,377 15,853 17,281 Intangible assets 17,909 16,595 Property, plant and equipment 15,576 14,995 Financial assets 1,222 1,149 Inventories 4,671 1,258 38,538 38,753 Netting of which: non-current before netting Deferred tax liabilities Receivables and other assets Provisions for pensions Other provisions Other liabilities Netting 0 9,706 3,997 4,521 - 48,856 - 44,388 44,761 42,589 34,707 32,739 - 30,845 - 25,212 of which: non-current before netting Deferred taxes, net 11,704 The deferred taxes changed as follows. in EUR '000 Deferred taxes at the beginning of the financial year 2012 restated 2013 - 25,212 - 9,104 Changes in the scope of consolidation - 4,851 - 10,725 Recognised in profit or loss - 3,364 - 6,436 2,575 546 - 93 507 Recognised directly in equity Currency translation differences Reclassification IFRS 5 Deferred taxes at the end of the financial year 100 0 - 30,845 - 25,212 Page 41 ATON GmbH, Munich – Consolidated financial statements 2013 The changes in the scope auf consolidation amounting to EUR 4,851k result from the first-time consolidation of BFFT Gesellschaft für Fahrzeugtechnik mbH. In the previous year the changes in the scope of consolidation amounting to EUR 10,725k resulted from the first-time consolidation of Rücker AG. The reclassifications IFRS 5 of the financial year 2013 amounting to EUR 100k (previous year: EUR 0k) result from Rücker Aerospace GmbH, which has been classified as asset held for sale. Deferred taxes are measured on a regular basis. The ability to realise tax income from deferred taxes depends on the ability to generate taxable income in the future and to use tax losses carried forward before they expire. Deferred tax assets are recognised to the extent to which it is probable that taxable profit will be available against which deductible temporary differences can be utilised and where the assumption can be made that they will reverse in the foreseeable future. Deferred tax assets and liabilities are offset, where a legally enforceable right to set off current tax assets against current tax liabilities exists. In addition, tax assets and liabilities have to relate to the income taxes of the same taxable entity and have to be levied by the same tax authority. The domestic and foreign corporate income tax losses carried forward were as follows as at the reporting dates. in EUR '000 Losses carried forward (total) 2013 2012 128,823 131,813 1 year 12,537 15,776 2 to 5 years 18,550 24,104 over 5 years 31,353 21,080 carried forward indefinitely 66,383 70,853 Losses carried forward (not usable) 93,832 86,155 Losses carried forward expire within Losses carried forward expire within 1 year 695 3,592 2 to 5 years 1,077 13,937 over 5 years 25,677 6,341 carried forward indefinitely 66,383 62,285 Expected use of usable tax losses carried forward 34,991 42,657 1 year 11,842 17,062 2 to 5 years 17,473 17,560 over 5 years 5,676 8,035 As at 31 December 2013, trade tax losses carried forward amounted to EUR 56,921k (previous year: EUR 63,039k); deferred tax assets were not recognised on EUR 40,241k (previous year: EUR 38,649k) of this amount. Page 42 ATON GmbH, Munich – Consolidated financial statements 2013 17. Goodwill and other intangible assets Goodwill and other intangible assets changed as follows during the financial year. in EUR '000 Acquired goodwill Development costs Other acquired intangible assets Total other intangible assets Advance payments Acquisition and production cost 195,206 8,705 140,600 563 149,868 0 - 14,997 - 14,997 Additions 20,049 1,959 10,783 276 13,018 Disposals - - 112 - 4,523 - - 4,635 Reclassifications - - 2,530 - 282 2,248 As at 31 December 2012 Changes in the scope of consolidation - - - 105 - - 105 - 6,170 - 45 - 1,982 - - 2,027 209,085 10,507 162,300 557 173,364 7,006 3,772 83,542 0 87,314 Changes in the scope of consolidation - - 226 - 226 Depreciation, amortisation and impairment 2013 3 1,318 17,248 - 18,566 Depreciation and amortisation 0 1,318 16,850 - 18,168 Impairment losses 3 - 398 - 398 Disposals - - 108 - 3,863 - - 3,971 Reclassifications - - 0 - 0 Reclassifications under IFRS 5 - - - 46 - - 46 Reclassification under IFRS 5 Currency translation differences As at 31 December 2013 Accumulated depreciation, amortisation and impairment losses As at 31 December 2012 - - 33 - 1,152 - - 1,185 7,009 4,949 95,955 0 100,904 As at 31 December 2012 188,200 4,933 57,058 563 62,554 As at 31 December 2013 202,076 5,558 66,345 557 72,460 Currency translation differences As at 31 December 2013 Carrying amounts Page 43 ATON GmbH, Munich – Consolidated financial statements 2013 Goodwill and other intangible assets changed as follows during the previous year. in EUR '000 Acquired goodwill Development costs Other acquired intangible assets Total other intangible assets Advance payments Acquisition and production cost As at 31 December 2011 161,229 7,233 104,828 412 112,473 Changes in the scope of consolidation - 12,299 - 678 32,175 15 31,512 Additions 46,267 1,000 6,209 313 7,522 Disposals - - 26 - 3,159 - - 3,185 Reclassifications - 1,203 724 - 15 1,912 Reclassification under IFRS 5 - - 189 - 162 27 Currency translation differences 9 - 27 - 366 0 - 393 195,206 8,705 140,600 563 149,868 690 2,458 74,218 0 76,676 0 - 284 - 3,267 - - 3,551 6,316 1,618 15,836 - 17,454 - 1,075 10,567 - 11,642 As at 31 December 2012 Accumulated depreciation, amortisation and impairment losses As at 31 December 2011 Changes in the scope of consolidation Depreciation, amortisation and impairment 2012 Depreciation and amortisation 6,316 543 5,269 - 5,812 Disposals - - - 3,089 - - 3,089 Reclassifications - - - - - Reclassifications under IFRS 5 - - 8 - 8 Impairment losses - - 20 - 164 - - 184 7,006 3,772 83,542 0 87,314 As at 31 December 2011 160,539 4,775 30,610 412 35,797 As at 31 December 2012 188,200 4,933 57,058 563 62,554 Currency translation differences As at 31 December 2012 Carrying amounts The additions to other acquired intangible assets in the financial year 2013 primarily relate to industrial property rights of the AT Tech segment. The changes in the scope of consolidation mainly relate to additions resulting from the purchase price allocation of BFFT Fahrzeugtechnik mbH (customer relationships, order backlog). The capitalised development costs relate to various smaller amounts for intangible assets created internally by the affiliated companies. In addition to the capitalised development costs, research and development costs of EUR 1,262k (previous year: EUR 1,649k) were recognised as expenses. No borrowing costs were capitalised in the financial year. The purchase commitments for intangible assets amounted to EUR 174k as at 31 December 2013 (previous year: EUR 0k). The impairment losses of EUR 398k recognised in the financial year relate to software of the AT Aviation and AT Tech segments. As in the previous year, intangible assets are not subject to any restrictions on title. The intangible assets do not include any assets acquired under finance leases. No government grants were deducted from acquisition and production cost either in the reporting period or in the previous year. Page 44 ATON GmbH, Munich – Consolidated financial statements 2013 The carrying amounts of the goodwill attributable to the acquired companies have been allocated to the following cash-generating units. in EUR '000 2012 2013 Rücker 45,682 BFFT 20,049 - 709 771 EDAG FFT 45,682 7,786 7,786 Goodwill AT Tech 74,226 54,239 Goodwill AT Mining 51,906 58,012 Ziehm / OrthoScan 45,382 45,382 W.O.M. 15,921 15,921 Haema 14,641 14,641 Goodwill AT Med Tech 75,944 75,944 - 5 202,076 188,200 Goodwill AT Aviation As at 31 December As a result of the acquisition of BFFT Gesellschaft für Fahrzeugtechnik mbH, goodwill increased by EUR 20,049k in the financial year 2013. The change in DHI’s goodwill only results from currency translation because the closing rate of the EUR versus the CAD strongly decreased compared to the previous year. The Group tests its goodwill for impairment at least once a year. As at 31 December 2013, all goodwill items were subject to an impairment test conducted as presented in Note 3.4 Impairment of property, plant and equipment and other intangible assets, by comparing the carrying amounts with the value in use. The value in use is determined using the discounted cash flow method. For the financial year 2013 no impairment has been noted. The determination of the recoverable amounts was based on the following basic assumptions. 2013 Planning period 2012 3 years 3 years Growth rate 1.00% 1.00% Expected market return 8.64% 4,50% to 8,25% Return for risk-free investments 2.14% 3.14% 5,47% to 11,59% 6,62% to 10,81% Pre-tax discount rate Page 45 ATON GmbH, Munich – Consolidated financial statements 2013 18. Property, plant and equipment and investment properties Property, plant and equipment and investment properties changed as follows in the financial year. Land, land rights and buildings, including buildings on thirdparty land Technical equipment and machinery Other equipment, operating and office equipment Advance payments and construction in progress Total property, plant and equipment Investment properties 121,062 271,833 105,042 18,345 516,282 3,808 - 2,551 4,215 - 6,766 - Additions 2,425 47,313 16,097 29,147 94,982 - Disposals - 215 - 21,991 - 12,067 - 1,524 - 35,797 - Reclassifications 1,276 20,187 - 8,695 - 16,045 - 3,277 - - - 55,638 - 344 - 423 - 56,405 - - 1,962 - 29,893 - 1,098 - 1,088 - 34,041 - 122,586 234,362 103,150 28,412 488,510 3,808 24,514 86,938 56,117 74 167,643 703 - 581 2,098 - 2,679 - Depreciation, amortisation and impairment 2013 4,572 45,437 14,052 - 46 64,015 101 Depreciation and amortisation 4,572 40,191 13,969 - 46 58,686 101 - 5,246 83 - 5,329 - Disposals - 117 - 16,759 - 10,199 12 - 27,063 - Reclassifications - 433 3,587 - 4,139 0 - 985 - - - 25,401 - 94 - - 25,495 - - 810 - 12,470 - 823 0 - 14,103 - 27,726 81,913 57,012 40 166,691 804 As at 31 December 2012 96,548 184,895 48,925 18,271 348,639 3,105 As at 31 December 2013 94,860 152,449 46,138 28,372 321,819 3,004 in EUR '000 Acquisition and production cost As at 1 January 2013 Changes in the scope of consolidation Reclassifications under IFRS 5 Currency translation differences As at 31 December 2013 Accumulated depreciation, amortisation and impairment losses As at 1 January 2013 Changes in the scope of consolidation Impairment losses Reclassifications under IFRS 5 Currency translation differences As at 31 December 2013 Carrying amounts Page 46 ATON GmbH, Munich – Consolidated financial statements 2013 In the previous year, property, plant and equipment and investment properties changed as follows. in EUR '000 Land, land rights and buildings, including buildings on thirdparty land Technical equipment and machinery Other equipment, operating and office equipment Advance payments and construction in progress Total property, plant and equipment Investment properties Acquisition and production cost As at 1 January 2012 89,061 283,284 81,278 20,535 474,158 3,808 Changes in the scope consolidation 12,858 1,095 7,707 2,556 24,216 - Additions 21,149 49,797 18,050 31,665 120,661 - Disposals - 5,722 - 54,101 - 5,197 - 20,899 - 85,919 - 976 9,587 3,118 - 15,595 - 1,914 - Reclassifications under IFRS 5 2,993 - 17,947 341 - 37 - 14,650 - Currency translation differences - 253 118 - 255 120 - 270 - 121,062 271,833 105,042 18,345 516,282 3,808 20,248 103,297 48,912 68 172,525 602 - 44 - 926 - 1,591 - - 2,561 - Depreciation, amortisation and impairment 2012 3,085 45,115 12,494 6 60,700 101 Depreciation and amortisation 3,099 37,343 12,284 1 52,727 101 - 14 7,772 210 5 7,973 - - 314 - 51,433 - 4,163 - - 55,910 - 0 - 436 437 - 1 - 1,606 - 9,082 227 - - 7,249 - - 67 403 - 199 0 137 - 24,514 86,938 56,117 74 167,643 703 As at 31 December 2011 68,813 179,987 32,366 20,467 301,633 3,206 As at 31 December 2012 96,548 184,895 48,925 18,271 348,639 3,105 Reclassifications As at 31 December 2012 Accumulated depreciation, amortisation and impairment losses As at 1 January 2012 Changes in the scope consolidation Impairment losses Disposals Reclassifications Reclassifications under IFRS 5 Currency translation differences As at 31 December 2012 Carrying amounts The additions to and disposals of technical equipment and machinery primarily relate to technical equipment for major projects in the DHI subgroup. Reclassifications in accordance with IFRS 5 related to several aircrafts and one jet engine of the AT Aviation segment. See Note 27 Assets of disposal group classified as held for sale. The impairment losses of the financial year mainly relate to property, plant and equipment of the AT Aviation segment. Property, plant and equipment of EUR 14,792k (previous year: EUR 30,531k) was used as collateral for liabilities. Property, plant and equipment is subject to restrictions on title in the amount of EUR 13,635k (previous year: EUR 0k) which mainly result from the subgroup of Deilmann-Haniel International Mining & Tunneling GmbH. Property, plant and equipment includes assets in the amount of EUR 47,572k (previous year: EUR 63,503k) acquired under finance leases. Government grants amounting to EUR 10,961k (previous year: EUR 5,932k) were deducted from the acquisition cost of property, plant and equipment in the reporting period. They were granted for land and buildings, technical equipment and machinery as well as operating and office equipment. The investment grants are subject to an earmarking period and a job guarantee. At EUR 9,950k (previous year: EUR 5,091k), the main grants received in the financial year were attributable to investment grants for the Leipzig-based company Haema AG. Repayments of government grants amounted to EUR 90k in Page 47 ATON GmbH, Munich – Consolidated financial statements 2013 the financial year (previous year: EUR 24k). The purchase commitments for property, plant and equipment amounted to EUR 2,487k as at 31 December 2013 (previous year: EUR 13,150k). The fair values of the investment properties held by the Group amounted to EUR 4,823k as at 31 December 2013 (previous year: EUR 5,192k). The fair values were calculated by the Group using an income capitalisation approach, which takes into account future rental income. The applied cost of capital of 11.52 % (previous year: 10.45 %) is made up of the WACC of 10.12 % (previous year: 8.95 %) and an inflation rate of 1.4 % (previous year: 1.5 %). Rental income amounted to EUR 645k (previous year: EUR 628k) in the financial year, while directly attributable operating expenses amounted to EUR 84k (previous year: EUR 80k). The properties were not valued by an independent expert. 19. The Group as lessee The carrying amounts of property, plant and equipment accounted for under finance leases other than saleand-lease-back arrangements, were as follows as at 31 December 2013 and 31 December 2012. in EUR '000 Land and buildings Technical equipment and machinery Other equipment, operating and office equipment Net carrying amounts of capitalised leased assets 2013 2012 5,476 5,667 41,433 44,297 663 941 47,572 50,905 In the previous year the carrying amount of property, plant and equipment accounted for under sale-and-leaseback arrangements amounted to EUR 15,130k and related only to aircrafts. As at 31 December 2013, no saleand-lease-back arrangements exist. The payment obligations as at the reporting date resulting from finance leases and sale-and-lease-back arrangements are recognised as a liability at the present value of the future minimum lease payments. In subsequent years, the lease installments payable to the respective lessor will reduce the liability by the repayment portion of these installments. The interest portion of the payments is recognised through profit or loss in the income statement. The main lessee of land and buildings is FFT, which leases a complex of buildings. In the previous year, all aircrafts were capitalised as leased assets by Augsburg Airways. All technical equipment and machinery, which amount to EUR 41,433k, are recognised by Redpath. The lease terms vary between three and four years. Page 48 ATON GmbH, Munich – Consolidated financial statements 2013 As at the reporting date, future obligations arising from finance leases other than sale-and-lease-back arrangements were as follows. 2013 in EUR '000 Minimum lease payments 2012 Interest portion included Interest portion included Minimum lease payments Present values Present values Maturity Up to 1 year 13,849 951 12,898 93,950 14,076 79,874 1 to 5 years 19,127 1,865 17,262 130,641 17,389 113,252 7,058 1,774 5,284 16,040 4,236 11,804 40,034 4,590 35,444 240,631 35,701 204,930 Over 5 years Total As at the reporting date, there are no future obligations arising from sale-and-lease-back arrangements. In the previous year, the future obligations were as follows. 2013 in EUR '000 Minimum lease payments 2012 Interest portion included Interest portion included Minimum lease payments Present values Present values Maturity Up to 1 year - - - 10,451 869 9,582 1 to 5 years - - - - - - Over 5 years - - - - - - Total - - - 10,451 869 9,582 The expenses recognised and the future minimum lease payments under operating leases are as follows. in EUR '000 Lease payments recognised as an expense 2013 2012 51,157 40,688 Up to 1 year 30,627 44,927 1 to 5 years 44,920 42,269 Over 5 years 10,561 6,874 Total 86,108 94,070 Future lease payments (maturity) Most of the obligations from non-cancellable operating leases arise from commercial real estate contracts, vehicles and technical equipment. As in the previous year, no contingent lease payments were recognised as expenses in the financial year, and there are no subleases. Page 49 ATON GmbH, Munich – Consolidated financial statements 2013 20. The Group as lessor The Group acts as lessor in operating leases, most of which relate to building premises. The contracts normally have short terms without renewal options. Operating lease income recognised in profit or loss amounted to EUR 5,510k in the financial year (previous year: EUR 2,892k). The future minimum lease payments under noncancellable operating leases mature as follows: up to one year EUR 2,722k (previous year: EUR 3,559k), one to five years EUR 1,879k (previous year: EUR 1,955k) and over five years EUR 87k (previous year: EUR 221k). Contingent rental income of EUR 17k (previous year: EUR 14k) was recognised in the income statement. 21. Investments in joint ventures The Group has investments in joint ventures. The table below shows the proportionately consolidated interests in the assets, liabilities, income and expenses of the joint ventures as at 31 December 2013 and as at 31 December 2012. There are only small amounts of non-current liabilities. The following joint venture relationships existed as at 31 December 2013. in EUR '000 Assets Liabilities Interest held current non-current current non-current Total Income Expenses Profit after taxes Number of employees Deilmann Thyssen Schachtbau Sp. z.o.o. 50.0% 6 - 9 - -3 - - 51 - 51 2 RFK Blue Lake Tunnelers Partnership 65.0% 671 - 326 - 345 6,866 - 4,744 2,122 35 Associated Mining Construction Inc., Saskatchewan, Canada 50.0% 11,705 874 4,900 1,358 6,321 54,522 - 51,988 2,534 336 The joint venture relationships were as follows as at 31 December 2012. in EUR '000 Assets Interest held Associated Mining Construction Inc., Saskatchewan, Canada Page 50 50.0% current 12,696 Liabilities non-current current non-current Total Income Expenses Profit after taxes Number of employees 1,203 4,955 2,837 6,107 46,936 - 43,997 - 255 ATON GmbH, Munich – Consolidated financial statements 2013 22. Other financial assets Other financial assets break down as follows. in EUR '000 2013 2012 Remaining maturity > 1 year < 1 year Remaining maturity Total > 1 year < 1 year Total Non-consolidated investments in affiliated companies 3,570 - 3,570 1,798 - 1,798 Non-consolidated investments in associated companies 359 - 359 29 - 29 Loans 1,192 6,039 7,231 956 5,457 6,413 Securities held to maturity 1,039 - 1,039 1,344 - 1,344 Securities available for sale 9,856 505 10,361 7,509 68 7,577 Securities held for trading - 146 146 - 146 146 Fair values of derivative financial instruments 278 910 1,188 212 8 220 Fair values of derivative financial instruments hedging 162 17 179 1,229 2,668 3,897 16,456 7,617 24,073 13,077 8,347 21,424 Other financial assets The non-consolidated investments in affiliated companies were recognised at acquisition cost because the future cash flows cannot be estimated reliably and the fair value can therefore not be determined reliably. The same applies to the securities held for trading. The Group does not plan to sell significant parts of the securities available for sale, which are measured at acquisition cost, in the near future. The net loans of EUR 7,231k (previous year: EUR 6,413k) were not overdue as at the reporting date and are being repaid as planned. Specific allowances of EUR 250k were recognised for non-current loans. Bonds held to maturity amounting to EUR 1,039k are reported under securities. In addition, securities amounting to EUR 10,361k are available for sale. Cash flow hedges are used to hedge foreign currency risks from future procurement transactions. The hedging instruments used are foreign exchange options. Changes in the fair value of the hedging instruments relating to the effective portion are recognised in other comprehensive income until the hedged item is realised. The ineffective portion of the changes in the fair value is recognised in the income statement. On realisation of the hedged item, the parked fair value changes of the hedging transaction are reclassified from total other comprehensive income to the income statement. The recognised fair value of hedging instruments used as cash flow hedges amounted to EUR 179k as at the reporting date (previous year: EUR 3,897k). The procurement transactions hedged with cash flow hedges are expected to mature and be recognised in profit or loss in the next three years. In the previous year, changes in the fair values of hedging instruments with the effective portion of the hedge in the amount of EUR 2,191k before income taxes were recognised in other comprehensive income. These cashflow hedges were completely reclassified to profit or loss in the reporting period because they became ineffective. Page 51 ATON GmbH, Munich – Consolidated financial statements 2013 23. Investments in associates Material associates are included in the consolidated financial statements using the equity method on the basis of the latest available financial statements. The financial statements of the associates were prepared as at 31 December 2013 in accordance with the provisions of the IFRSs, as adopted by the EU. Immaterial investments in associates are reported at acquisition cost as an alternative permitted by IAS 39. In the financial year 2013, no investments in associates were recognized. The carrying amount of the investments in associates in the previous year changed as follows. in EUR '000 2013 2012 As at 1 January - 6,295 Changes in the scope of consolidation - - Addition from purchase or reclassification under IAS 39 - - Share in profit or loss - 52 Share in other operating income - - Disposal through sale - - 26 Reclassification to assets held for sale under IFRS 5 - - 6,321 Reclassification under IAS 39 - - As at 31 December - - In the previous year, 49% of the shares in ELAN-AUSY GmbH were reclassified to held for sale in accordance with IFRS 5 at a fair value of EUR 6,321k. In addition, this item included an amount of EUR 26k for the shares in Dürr Aircraft Systems GmbH, which were sold as at 31 December 2012. Rücker CT Engineering GmbH is reported at cost for reasons of materiality. The other associates were fully written down in previous years. Page 52 ATON GmbH, Munich – Consolidated financial statements 2013 The aggregated proportionate key data of the investments in associates in the previous year was as follows. in EUR '000 2013 2012 Assets Current - 8,355 Non-current - 192 - 8,547 Current - 7,726 Non-current - 250 - 7,976 Proportionate net assets - 571 Revenue - 15,700 Profit or loss - 51 Carrying amount of investments accounted for under the equity method - - Liabilities 24. Trade and other receivables in EUR '000 31.12.2013 current 31.12.2012 restated non-current current non-current Trade receivables 251,862 70 214,844 241 Receivables from construction contracts 221,800 - 249,910 - Other receivables Carrying amount (net) 58,350 936 52,809 1,106 532,012 1,006 517,563 1,347 The prior-year figures were restated because of IAS 19 revised (see Note 2.3 Material changes in accordance with IAS 8). Receivables from construction contracts break down as follows. in EUR '000 Accumulated direct costs 31.12.2013 31.12.2012 1,789,745 2,318,404 + accumulated allocated gains 243,294 319,172 - accumulated allocated losses 30,639 66,885 + accumulated currency translation differences Accumulated contract revenue - advance payments received - amounts invoiced - 25,604 - 14,368 1,976,796 2,556,323 379,250 396,467 1,328,453 1,923,001 + accumulated currency translations differences - 47,293 13,055 Amount recognised in the statement of financial position 221,800 249,910 Page 53 ATON GmbH, Munich – Consolidated financial statements 2013 The allowances for trade receivables changed as follows. in EUR '000 2013 As at 1 January Currency translation differences Changes in the scope of consolidation 2012 12,342 8,381 - 922 - 379 - 865 Additions 287 7,600 Utilisation - 2,701 - 2,339 Reclassifications Reversals As at 31 December - 11 - 5,110 - 1,797 3,896 12,342 For trade receivables not impaired an amount of EUR 68,176k (previous year: EUR 73,750k) was overdue as at the reporting date. in EUR '000 Trade receivables, net of which neither impaired nor overdue 2013 2012 251,932 215,085 201,356 141,334 of which overdue in the following time bands, but not impaired up to 30 days 45,302 46,779 between 30 and 60 days 7,301 13,720 between 61 and 90 days 4,415 5,272 between 91 and 180 days 3,014 3,832 between 181 and 360 days 2,434 2,782 over 360 days 5,710 1,365 Because of established receivables management processes in the respective subsidiaries and the case-bycase assessment of individual customer risks, the receivables that are neither impaired nor overdue are expected to be fully recoverable. The allowances recognised adequately reflect the future risk of default of the existing receivables. Page 54 ATON GmbH, Munich – Consolidated financial statements 2013 Other receivables break down as follows. in EUR '000 2012 restated 2013 Current Value added tax receivables 9,133 11,489 Receivables from employees 946 1,130 1,050 988 Other tax receivables Creditors with debit balances 419 186 Other receivables 48,371 40,640 Allowances - 1,569 - 1,624 58,350 52,809 Non-current Other receivables 1,936 2,106 Allowances - 1,000 - 1,000 936 1,106 Other receivables 59,286 53,915 Other receivables mainly consist of current receivables from related parties of EUR 2,900k (previous year: EUR 8,217k), current prepaid expenses of EUR 8,741k (previous year: EUR 10,146k), a purchase price receivable of EUR 576k (previous year: EUR 3,900k) from the sale of an equity investment, agreements for terminating contracts of EUR 18,800k (previous year: EUR 0k) of the AT Aviation segment and a large number of miscellaneous individual items totalling EUR 13,438k (previous year: EUR 12,879k). At the reporting date no receivables from non-recourse factoring to a factor exist (previous year: EUR 5,504k). The allowances for other receivables changed as follows. in EUR '000 Allowances as at 1 January Currency translation differences Changes in the scope of consolidation Additions 2013 2012 2,624 1,374 -6 - - 136 148 1,148 Utilisation - 95 - Reversals - 102 - 34 Allowances as at 31 December 2,569 2,624 Page 55 ATON GmbH, Munich – Consolidated financial statements 2013 For other receivables not impaired an amount of EUR 2,280k (previous year: EUR 926k) was overdue as at the reporting date. in EUR '000 2012 restated 2013 Other receivables, net* of which neither impaired nor overdue 59,286 53,915 57,006 52,989 of which overdue in the following time bands, but not impaired up to 30 days 1,706 83 between 30 and 60 days 114 200 between 61 and 90 days 91 180 between 91 and 180 days 2 65 283 195 84 203 between 181 and 360 days over 360 days * excluding prepaid expenses Receivables not impaired are subject to individual risk assessments in the respective subsidiaries. These assessments have not provided any further indication that the receivables carry any risks exceeding the allowances recognised as at the reporting date. 25. Inventories The carrying amount of the inventories of EUR 137,138k (previous year: EUR 125,534k), breaks down as follows. in EUR '000 31.12.2013 31.12.2012 Raw materials, consumables and supplies 42,950 40,984 Unfinished goods, work in progress 30,769 13,978 Finished goods 15,674 14,100 Merchandises 12,447 11,147 Advance payments Total 35,298 45,325 137,138 125,534 Inventories are written down to the lower net realisable value. The carrying amount of the inventories measured at the net realisable value amounted to EUR 4,355k (previous year: EUR 718k). Total write-downs amounted to EUR 10,850k (previous year: EUR 16,123k). As in the previous year, the impairment losses were fully recognised in cost of materials. Inventories amounting to EUR 9,521k (previous year: EUR 11,628k) were pledged as collateral for liabilities. In the financial year 2013, they relate to inventories assigned to secure credit facilities of Ziehm Imaging GmbH in the amount of EUR 9,521k (previous year: EUR 9,462k). In addition, in the previous year, EUR 2,166k related to an overall first-ranking security of DHI. In addition, inventories are subject to the usual retention of title by suppliers. Page 56 ATON GmbH, Munich – Consolidated financial statements 2013 26. Cash and cash equivalents in EUR '000 2013 Cash and bank balances Other cash equivalents Cash in transit Total 2012 324,641 157,719 21 6,087 356 261 325,018 164,067 For details of changes in cash and cash equivalents, please refer to the consolidated statement of cash flows. As at 31 December 2013, the Group was unable to dispose freely over a portion amounting to EUR 377k (previous year: EUR 5,221k). 27. Assets of disposal group classified as held for sale The following positions have been classified as assets held for sale in accordance with IFRS 5 regarding the AT Tech segment. In 2013, the management of Rücker AG decided to classify the subsidiary Rücker Aerospace GmbH and the companies Silver AeroSpace, Rücker France SARL and Rücker SIER as an asset held for sale in accordance with IFRS 5. The sale already took place in March 2014 and will have a minor positive impact on the profit or loss for the period. In 2012, the 49.0 % interest in ELAN-AUSY GmbH was disclosed as an asset held for sale in accordance with IFRS 5. ELAN-AUSY GmbH was accounted for using the equity method and the carrying amount of EUR 6,321k as at 31 December 2012 was equal to the fair value of the investment. The shares in ELAN-AUSY GmbH were sold at their fair value in the current financial year, so that no impact resulted on profit or loss. The following positions have been classified as assets held for sale in accordance with IFRS 5 in the AT Aviation segment. In 2013 Augsburg Airways Flugzeugsbeteiligung Nr. 1 GmbH & Co KG classified an aircraft as an asset held for sale in accordance with IFRS 5, which shall be sold in the second half of the year 2014. The classification did not result in an impairment of the asset. Furthermore Augsburg Airways GmbH has classified three aircrafts and a jet engine as a assets held for sale in accordance with IFRS 5 as at 31 December 2013. The classification under IFRS 5 resulted in an impairment of the assets to the selling price causing an impact on profit or loss of EUR 5,224k. The aircrafts were already sold in the first months of the financial year 2014. The sale of the jet engine is scheduled for May 2014. In 2012 Augsburg Airways GmbH classified two aircrafts as assets held for sale in accordance with IFRS 5. The sale of the aircrafts was already completed in March 2013. The selling price corresponded to the fair value. Page 57 ATON GmbH, Munich – Consolidated financial statements 2013 28. Equity Details of the changes in equity between 1 January and 31 December 2013 are presented in the Group’s statement of changes in equity. Subscribed capital The subscribed capital of EUR 15,000k (previous year: EUR 15,000k) corresponds to the equity item reported by the parent (ATON GmbH). As at 31 December 2013, the share capital of EUR 15,000k was fully paid up. It is attributable to the shareholders as follows. in EUR '000 31.12.2013 % Dr. med. Lutz Helmig 9,000 60% Ms. Dagmar Helmig 1,500 10% Ms. Alexandra Helmig 2,250 15% Ms. Charlotte Helmig Share capital 2,250 15% 15,000 100% Capital reserve An amount of EUR 24,866k (previous year: EUR 72,574k) of the capital reserve of ATON GmbH as at 31 December 2012 was reversed in 2013. Other reserves The other reserves caption is used to report the profit or loss of the previous year attributable to shareholders (profit or loss carried forward), the current net profit or loss attributable to shareholders, reserves from the transition from HGB (German GAAP) to IFRS accounting and total other comprehensive income. Page 58 ATON GmbH, Munich – Consolidated financial statements 2013 In 2013, EUR 24,866k was reversed from the capital reserve of ATON GmbH and used in an amount of EUR 11,284k to offset the accounting loss carried from 2012. In addition, EUR 13,582k (previous year: EUR 11,325k) of the reversed amount was distributed to the owners. in EUR '000 31.12.2012 restated 31.12.2013 Loss carried forward - 55,509 - 157,721 Profit attributable to the owners 110,435 107,900 - 3,663 - 4,777 - 14,770 12,841 - 4,459 - 4,522 527 2,299 32,561 - 43,980 Reserve from the transition to IFRSs Other comprehensive income Currency translation differences Remeasurements of defined benefit plans Fair value valuation securities and cash flow hedges Other reserves Other comprehensive income is used to report currency translation differences, remeasurements of defined benefit plans as well as changes in the fair values of financial assets available for sale and of cash flow hedges. The currency translation differences include the differences from translating the currencies of financial statements of foreign subsidiaries, which are recognised directly in equity. Non-controlling interests The non-controlling interests are attributable to the following companies. in EUR '000 31.12.2013 31.12.2012 TSO 2,556 FFT 666 917 Rücker 253 6,053 ZIEHM - 7 Berufsbildungszentrum Fulda - - 214 - 1,851 - 2,734 1,624 6,941 DHI Non-controlling interests 2,912 Page 59 ATON GmbH, Munich – Consolidated financial statements 2013 The changes in non-controlling interests in equity are shown in the table below. in EUR '000 2013 As at 1 January 2012 6,941 12,718 457 174 Changes in the scope of consolidation - 5,332 24,625 Dividend payments - 1,295 0 Currency translation differences from translation of financial statements of foreign subsidiaries Other changes in equity - 532 - 28,875 - 6,702 - 4,076 Changes in equity recognised in profit or loss 1,385 - 1,701 As at 31 December 1,624 6,941 Changes in equity recognised directly in equity The other changes in equity within non-controlling interests of the financial year include the derecognition of non-controlling interests because EDAG Engineering AG (formerly ATON Engineering AG) acquired additional shares in Rücker AG. In the previous year, this item included the derecognition of non-controlling interests as a result of the acquisition of shares in W.O.M. AG as well as the acquisition of treasury shares by W.O.M. AG 29. Provisions for pensions The Group has occupational pension systems in the form of defined contribution plans and defined benefit plans. Defined contribution plans take the form of old-age, disability and survivor’s benefits. The employer contributions to the statutory pension insurance scheme payable in Germany should be treated as defined contribution plans of this type. The payments to defined contribution pension plans in the Group primarily relate to contributions to the statutory pension insurance schemes in Germany and Austria. In 2013, the expenses incurred in connection with defined contribution pension plans amounted to EUR 42,968k (previous year: EUR 37,094k). The increase compared to the previous year (EUR 5,874k) mainly results from the fact that, in the financial year 2012, the Rücker group was only included in the fourth quarter whereas in the current financial year, it was included in all four quarters. The Group has no further payment obligations once the contributions have been paid. The defined benefit obligations relate to direct pension commitments and indirect pension commitments through VKE Versorgungkasse EDAG-Firmengruppe e.V. (VKE). The exclusive and unalterable purpose of VKE is to manage a special pension fund, which grants voluntary, one-time, repeated or recurring benefits to beneficiaries according to the benefit plan of VKE when they need support, become disabled or incapable to work and in old age. The funding companies (members of VKE) are as follows: EDAG GmbH & Co. KGaA (Fulda), EDAG Production Solutions GmbH & Co. KG (Fulda) and FFT GmbH & Co. KG (Fulda). For employees recruited from 1 June 2006 onwards, the EDAG Group has not made any pension commitments. The employees receive old-age, disability and survivor’s benefits in accordance with the pension regulations applicable at the time. The benefit due in each case is paid as a lump sum. Page 60 ATON GmbH, Munich – Consolidated financial statements 2013 The direct pension commitments obligate the employer to life-long pension payments. The obligations partly take the form of fixed commitments and partly of commitments, which depend on years of service and salary. Commitments are made for old-age, disability and survivor’s benefits. In Germany, the provisions of the German Company Pensions Act apply to the pension commitments. Due to the legally prescribed pension adjustment the pension obligations are subject to inflation risk. Furthermore there is a risk that the actual payment obligations differ from the obligations expected at the time of the commitment, which is caused by changes in lifetime, disablement probabilities, and mortality rates. In Switzerland, the Group is associated to the AXA foundation for occupational benefits. The collective foundation jointly invests the capital of all members. The collective foundation can change its funding system at any time. In the event of underfunding, provided that other measures do not lead to the desired results, the collective foundation can collect restructuring contributions from the employer and the employees. The pension obligations are determined on the basis of actuarial reports, which are requested annually. The benefit amount is determined on the basis of the years of service and the estimated future salary and pension trends. The disclosures of the previous year were restated in accordance with IAS 19.173 in conjunction with IAS 8.19 (a). For detailed information on the impact of the changes in accounting policies on the opening statement of financial position as at 1 January 2013 and on the disclosures of the previous year, please refer to Note 2.2 Application of new, amended and revised standards. The pension provision recognised in the statement of financial position is as follows. in EUR '000 2012 restated 2013 Present value of funded obligations 32,152 29,494 Fair value of plan assets 27,855 26,516 Deficit of funded plans 4,297 2,978 Present value of unfunded obligations 14,716 14,675 Total deficit of defined benefit pension plans 19,013 17,653 Impact of minimum funding requirement/asset ceiling Provisions for pensions as at 31 December - 197 19,013 17,850 Page 61 ATON GmbH, Munich – Consolidated financial statements 2013 The pension provision changed as follows. in EUR '000 2012 restated 2013 Provisions for pensions as at 1 January Current service cost 17,850 6,844 1,785 1,526 Net interest cost (+) / income (-) 521 186 Remeasurements - 88 3,675 Gains (-) / losses (+) from settlements Currency translation effects Employer contributions Contributions by plan participants Benefit payments Changes in the scope of consolidation Reclassification IFRS 5 Provisions for pensions as at 31 December - 118 - 16 3 - 562 528 - 110 - 347 - 103 - 4,963 - 130 - 19,013 17,850 The reclassification IFRS 5 amounting to EUR -130k (previous year: EUR 0k) results from the classification of Rücker Aerospace GmbH as asset held for sale according to IFRS 5. In the previous year, the changes in the scope of consolidation amounting to EUR 4,963k relate to the provisions for pensions of Rücker AG, Wiesbaden, and of some subsidiaries at the time of the acquisition. The present value of the defined benefit obligation changed as follows. in EUR '000 Present value of the defined benefit obligation as at 1 January 2012 restated 2013 44,169 26,798 Current service cost 1,785 1,526 Interest cost 1,607 1,555 from changes in financial assumptions - 30 6,505 from experience gains (-) / losses (+) 300 913 - 49 16 Remeasurements of defined benefit plans Currency translation effects Contributions by plan participants Benefit payments thereof from settlements Changes in the scope of consolidation Reclassification IFRS 5 Present value of the defined benefit obligation as at 31 December 83 110 - 867 - 1,297 - - 254 - 8,043 - 130 - 46,868 44,169 The reclassification IFRS 5 amounting to EUR -130k (previous year: EUR 0k) results from the classification of Rücker Aerospace GmbH as asset held for sale according to IFRS 5. Page 62 ATON GmbH, Munich – Consolidated financial statements 2013 In the previous year, the changes in the scope of consolidation amounting to EUR 8,043k relate to the present value of the pension obligations of Rücker AG, Wiesbaden, and of some subsidiaries at the time of the acquisition. The fair value of plan assets changed as follows. in EUR '000 2012 restated 2013 Fair value of plan assets as at 1 January 26,516 23,894 1,085 1,369 - - 118 Return on (-) / loss from (-) plan assets excluding amounts included in interest income 162 - 498 Currency translation effects - 34 13 Employer contributions 562 - 528 Interest income Gains (+) / losses (-) from settlements Contributions by plan participants Benefit payments 83 - - 519 - 695 thereof payments from settlements - - Changes in the scope of consolidation - 3,079 27,855 26,516 Fair value of plan assets as at 31 December The changes of the previous year in the scope of consolidation amounting to EUR 3,079k relate to the fair value of the plan assets of Rücker AG, Wiesbaden, and of some subsidiaries at the time of the acquisition. The asset allocation of the fair value of the plan assets is as follows. in EUR '000 Debt instruments (Germany) thereof without a quoted market price in an active market thereof investments in employer company or related parties 2013 % 23,962 1,663 thereof without a quoted market price in an active market 1,663 thereof without a quoted market price in an active market Plan assets as at 31 December 2,230 23,014 87% 22,918 6% 1,443 5% 1,443 8% 2,230 27,855 % 96 23,862 Asset values of reinsurance cover pension trust (Germany) Collective foundation (Switzerland) 86% 100 2012 restated 2,059 8% 2,059 100% 26,516 100% Page 63 ATON GmbH, Munich – Consolidated financial statements 2013 The reconciliation of the asset ceiling is as follows. in EUR '000 2012 restated 2013 Asset ceiling as at 1 January Gain (+) / loss (-) from changes to the asset ceiling 197 4,437 - 197 - 4,240 - 197 Asset ceiling as at 31 December The calculation of the present value of the defined benefit obligation is based on the following actuarial assumptions. in % 2013 Average discount rate Biometric accounting bases 2012 3.59 2005 G mortality tables (D) BVG 2010 GT (CH) 3.63 2005 G mortality tables (D) BVG 2010 GT (CH) The following sensitivity analyses present the impact on the present value of the defined benefit obligation of an increase or decrease in the actuarial assumptions. in EUR'000 Average discount rate Average life expectancy 2013 % + 0,50 % 43,558 -7.06 - 0,50 % 50,536 7.83 + 1 Jahr 47,514 1.38 - 1 Jahr 46,175 -1.48 The above sensitivity analyses were calculated in analogy to the defined benefit obligation by changing one assumption while holding all other assumptions and the valuation method constant. If several assumptions change at the same time, the total effect does not have to be the same as the sum of the individual effects. In addition, the effects of the individual changes in assumptions are not linear. For the financial year 2014, the Group expects contributions to defined benefit pension plans to total EUR 1,772k (previous year: EUR 1,314k). The weighted average duration of the defined benefit obligation of ATON’s defined benefit plans was 15 years as at 31 December 2013. Page 64 ATON GmbH, Munich – Consolidated financial statements 2013 30. Income tax provisions and other provisions Other provisions changed as follows. Total other provisions Income taxes Personnel Warranties Rework Anticipated losses Litigation risks As at 31 December 2012 9,283 17,540 4,556 2,328 14,174 2,023 26,451 67,072 thereof: current 7,965 12,150 3,993 2,327 7,350 2,023 21,474 49,317 Changes in the scope of consolidation 142 - - - - - 1,459 1,459 Currency translation differences - 32 - 1,517 -4 - - 43 - 61 - 761 - 2,386 17,938 14,272 1,169 1,501 7,810 4,680 4,579 34,011 5,092 8,959 1,617 3,139 3,083 504 7,224 24,526 525 496 513 674 5,669 371 10,618 18,341 - 10 - - - - 9 19 in EUR '000 Additions Consumption Reversal Interest effect Other changes Other 125 - 100 - 917 917 -6 20 - 182 - 268 As at 31 December 2013 21,839 20,750 2,674 933 13,183 5,787 13,713 57,040 thereof: current 20,379 17,569 2,103 932 11,234 5,787 9,541 47,166 The provision for income taxes covers income taxes and interest charged as a result of tax audits. Personnel provisions relate in particular to partial retirement provisions of EUR 1,603k (previous year: EUR 3,704k), provisions for severance payments of EUR 14,964k (previous year: EUR 9,839k) and service anniversaries provisions of EUR 1,032k (previous year: EUR 1,107k). The provisions for warranties are recognised for statutory and contractual warranty obligations as well as goodwill services. The provisions were recognised based on the products sold with the period being selected depending on the product and the industry. The measurement is made on the basis of past experience for repairs and complaints. The provisions for rework comprise subsequent obligations from sales of machinery. Provisions for anticipated losses are recognised for expected contract-related losses from construction, sales and lease contracts. The provisions for litigation risks result from current or future legal action whose outcomes cannot be predicted with certainty. They are measured on the basis of individual assessments of the most likely result. The technology provisions of the aviation companies of the previous year amounting to EUR 9,963k were consumed respectively reversed in the financial year 2013. Furthermore, provisions for archiving costs in the amount of EUR 861k (previous year: EUR 795k) were set up. Page 65 ATON GmbH, Munich – Consolidated financial statements 2013 31. Financial liabilities Financial liabilities break down as follows. 31.12.2013 Total in EUR '000 Bonds thereof non-convertible Liabilities to banks thereof from current accounts thereof from loans Loan liabilities thereof to third parties thereof to shareholders 31.12.2012 Remaining maturities > 1 year < 5 years < 1 year 198,951 Total Remaining maturities > 5 years > 1 year < 5 years < 1 year - - - > 5 years 1,119 197,832 - - 198,951 1,119 197,832 - - - - - 83,578 16,808 66,770 - 159,040 89,403 58,397 11,240 762 761 1 - 3,272 3,272 - - 82,816 16,047 66,769 - 155,768 86,131 58,397 11,240 26,000 24,308 1,692 - 37,135 30,092 7,043 - 1,154 811 343 - 2,096 828 1,268 - - - - - 33 33 - - 24,796 23,447 1,349 - 34,981 29,206 5,775 - thereof to associates 50 50 - - 25 25 - - Finance lease liabilities 35,444 12,898 17,262 5,284 54,223 25,652 22,668 5,903 2,215 656 1,559 - 2,400 762 1,638 - 346,188 55,789 285,115 5,284 252,798 145,909 89,746 17,143 thereof to related parties Liabilities from derivative financial instruments Total Loans to related parties mainly include a loan of EUR 20,652k (previous year: EUR 21,684k) granted to VKE Versorgungskasse EDAG-Firmengruppe e.V., Fulda, which bears interest at 4.2 % (previous year: 4.2 %). In addition, there are various smaller liabilities to related parties. The other loans to related parties have mostly been agreed until further notice. For this reason the repayment is shown under "No fixed repayments". No demands for repayment are expected in the next years. Liabilities to banks include an amount of EUR 762k (previous year: EUR 3,272k) for liabilities from current account agreements. The contractual arrangements of these contracts regularly specify terms until further notice. This may result in contractual repayments within one year. For this reason, all cash flows from these current account agreements have been allocated to the cash flow in 2014. However, the Company’s management expects that most of these agreements without a time limit will continue to be available to the Company. For details of lease liabilities, please refer to Note 19 The Group as lessee. For details of hedging liabilities, please refer to Note 22 Other financial assets. Page 66 ATON GmbH, Munich – Consolidated financial statements 2013 The tables below show the future undiscounted cash flows of financial liabilities that have an impact on the future liquidity status of the ATON Group. Cash flow in 2014 in EUR '000 Bonds Carrying amount Fixed interest rate Variable interest rate Cash flow in 2015-2017 Fixed interest rate Repayment Variable interest rate Cash flow in 2018 and beyond Fixed interest rate Repayment Variable interest rate No fixed repayment Repayment 198,951 7,750 - - 23,250 - - 7,750 - 200,000 - Liabilities to banks 83,578 820 38 10,964 333 3,390 5,051 324 1,492 67,563 - Finance lease liabilities 35,444 1,617 - 12,909 968 - 9,035 1,275 - 13,500 - Loan liabilities to shareholders, related parties and associates 24,846 1,640 - 50 - - - - - - 24,796 Loan liabilities to third parties 1,154 - - - - - - - - - 1,154 Liabilities from derivative financial instruments 2,215 - - 656 - - 1,559 - - - - 326,276 - - 323,331 - - 2,945 - - - - 6,159 - - 6,159 - - - - - - - 678,623 11,827 38 354,069 24,551 3,390 18,590 9,349 1,492 281,063 25,950 Trade payables Other liabilities (financial instruments as defined in IAS 32) Total The table below shows the figures as at 31 December 2012, also disclosing the future undiscounted cash flows of the financial liabilities. Cash flow in 2013 in EUR'000 Liabilities to banks Carrying amount Fixed interest rate Variable interest rate Cash flow in 2014-2016 Fixed interest rate Repayment Variable interest rate Cash flow in 2017 and beyond Fixed interest rate Repayment Variable interest rate No fixed repayment Repayment 159,040 362 452 89,442 263 1,849 2,220 332 1,744 67,378 - Finance lease liabilities 54,223 1,404 - 25,630 724 - 4,466 1,274 - 24,127 - Loan liabilities to shareholders and related parties 35,226 2,250 - - 572 - - 1,994 - 5,487 29,739 Loan liabilities to third parties 1,908 252 - - - - - - - - 1,908 Liabilities from derivative financial instruments 2,400 - - 2,400 - - 0 - - -0 - 158,800 - - 158,797 - - 3 - - - - 11,126 - - 11,094 - - - - - 32 - 422,723 4,268 452 287,363 1,559 1,849 6,689 3,600 1,744 97,024 31,647 Trade payables 1) Other liabilities (financial instruments as defined in IAS 32) Total 1) Excludes liabilities from construction contracts Page 67 ATON GmbH, Munich – Consolidated financial statements 2013 32. Trade and other payables 31.12.2013 Total 31.12.2012 Remaining maturities in EUR '000 < 1 year Total > 1 year < 5 years > 5 years Remaining maturities < 1 year > 1 year < 5 years > 5 years Trade payables to third parties 144,465 144,461 4 - 157,277 157,273 4 - to related parties 330 330 - - 236 236 - - to affiliated companies 741 741 - - 953 953 - - 56 56 - - - - - - 180,684 177,743 2,941 - 109,115 109,115 - - - - - - 335 335 - - 326,276 323,331 2,945 - 267,916 267,912 4 - 8,459 8,249 210 - 5,093 4,331 762 - to affiliated companies 60 26 34 - 57 24 33 - to associates 92 92 - - 189 189 - - - - - - 126 126 - - 66,634 66,631 3 - 82,928 82,925 3 - to associates from construction contracts to working groups Other liabilities Payments received on account of orders to related parties to employees from social security contributions 1,438 1,351 87 - 2,171 2,094 77 - from value added tax and other taxes 39,417 39,417 - - 28,970 28,970 - - from company purchase agreements 10 10 - - 11 11 - - from deferred income 5,528 4,170 1,358 - 5,099 2,506 2,593 - from other liabilities 7,216 7,140 76 - 11,111 11,038 73 - 128,854 127,086 1,768 - 135,755 132,214 3,541 - 455,130 450,417 4,713 - 403,671 400,126 3,545 - Total Construction contracts with a liability balance due to customers are composed of the following net amounts. in EUR '000 Accumulated direct costs 2013 2012 726,823 519,847 + accumulated allocated gains 90,346 67,801 - accumulated allocated losses 38,877 21,542 4,043 - 2,049 Accumulated contract revenue 782,335 564,057 - advance payments received 219,150 65,206 - amounts invoiced 799,937 610,590 + accumulated currency translation differences + accumulated currency translation differences Amount recognised in the statement of financial position 56,068 2,624 - 180,684 - 109,115 Other liabilities to employees primarily include liabilities from claims under bonus agreements, current salary payments, untaken leave and overtime credits. Page 68 ATON GmbH, Munich – Consolidated financial statements 2013 Liabilities from social security contributions relate in particular to contributions to be paid to social security institutions. Aside from this, other liabilities contain a large number of items that are individually insignificant. 33. Notes to the statement of cash flows The statement of cash flows shows how the cash and cash equivalents of the ATON Group changed in the course of the reporting period as a result of cash inflows and cash outflows. The impact of changes in the scope of consolidation is disclosed separately only in the cash flow from investing activities. All other changes are disclosed on a net basis in the individual line items of the cash flow from operating activities and from financing activities. The cash funds reported in the statement of cash flows comprise cash, cheques and bank balances. Cash flow from operating activities Income before interest, dividends and income taxes includes earnings before income taxes (EUR 161,212k; previous year: EUR 151,867k) adjusted by the net amount of interest expense, interest income and dividend income (EUR 13,383k; previous year: EUR 16,875k). A portion of interest income was recognised under other financial income and expenses. In the reporting period, the cash flow from operating activities amounted to EUR 212,366k (previous year: EUR 139,657k) and thus increased by EUR 72,709k compared to the previous year. The gross cash flow in the amount of EUR 241,619k decreased by EUR 59,918 compared by the previous year. This development was countered by the change in other assets and liabilities causing an increase in cash flow by EUR 22,092k whereas in 2012, there was a decrease in cash flow by EUR 109,913k. Cash flow from investing activities The cash used in investing activities amounts to EUR 129,631k (previous year: EUR 178,286k). The reduction in cash used was mainly driven by the net outflow from acquisitions and disposals of subsidiaries of EUR 62,774k (previous year: EUR 80,493k) and the decrease by EUR 4,529k in the net amount from payments for and proceeds from property, plant and equipment and intangible assets. However, the net balance from investments in and proceeds from financial assets increased by EUR 72,709k compared to the previous year. Cash flow from financing activities In the reporting period, the cash inflow from financing activities amounted to EUR 86,710k (previous year cash outflow: EUR 49,507k). The cash inflow essentially results from the EUR 200 million corporate bond issued in the Prime Standard of the German Stock Exchange (Deutsche Börse) in Frankfurt in October 2013. New bank loans, including additions to lease liabilities, increased by EUR 113,037k. In addition, repayments decreased by EUR 22,531k compared to the previous year. Page 69 ATON GmbH, Munich – Consolidated financial statements 2013 34. Contingent liabilities and other financial obligations Contingent liabilities No provisions were recognised for the contingent liabilities listed below, because at the reporting date it was deemed unlikely that the risk would materialise. in EUR '000 31.12.2013 of which to affiliated companies of which to affiliated companies 31.12.2012 Liabilities from guarantees, bill and cheque guarantees 5,697 - 61 - Content liabilities from the granting of security for third-party liabilities 2,890 - 3,137 - Other contingent liabilities 2,286 691 4,413 3,513 10,873 691 7,611 3,513 Contingent liabilities The probability that the disclosed contingent liabilities will arise is very small. Other financial obligations In addition to provisions, liabilities and contingent liabilities, there are other financial obligations, which break down as follows. in EUR '000 31.12.2013 31.12.2012 Obligations from non-cancellable operating leases 86,108 94,070 Purchase commitments and other purchase obligations 17,234 46,553 2,746 15,511 106,088 156,134 Miscellaneous other obligations Other financial obligations 35. Financial instrument disclosures Book values, valuation and fair values of financial instruments by measurement categories Financial instruments are initially measured at fair value and in subsequent periods at amortised costs. Financial instruments not measured at fair value primarily include cash equivalents, trade receivables, trade payables and other financial liabilities, overdrafts and long-term loans. In the case of cash equivalents and overdrafts, the carrying amount approximately corresponds to the fair value because of the short maturities of these financial instruments. For receivables and payables that are subject to normal trade credit terms, the carrying amount is likewise very similar to fair value. The fair values of non-current loans are based on current borrowing interest rates with matching maturity and credit standards. The fair value of financial liabilities largely corresponds to their carrying amount, because the agreed interest rate is regularly adjusted to market levels. For fixed-rate items, the carrying amount is likewise Page 70 ATON GmbH, Munich – Consolidated financial statements 2013 very similar to fair value, which results by discounting with a term-adequate interest rate, because the interest rate always corresponds to the current market rates. The fair values of assets and liabilities from derivative financial instruments are determined on the basis of market terms and conditions prevailing as at the reporting date. Recognised valuation models are used to determine these values. For foreign exchange futures, fair value is based on the expected discounted future cash flows. Options are measured using valuation models on the basis of market values. The positive fair value of foreign exchange futures amounts to EUR 1,367k (previous year: EUR 1,055k), the negative fair value is EUR 192k (previous year: EUR 480k). The positive fair value of currency options amounts to EUR 0k (previous year: EUR 3,062k), the negative fair value is EUR 2,023k (previous year: EUR 1,920k). The following table shows the fair values and carrying amounts of the financial assets and financial liabilities included in the respective items of the balance sheet. A distinction is made between the following financial assets and financial liabilities, aggregated into measurement categories: [LaR] Loans and receivables [HtM] Held-to-maturity investments [FAHfT] Financial assets held for trading [AfS] Available-for-sale financial assets, measured at amortised cost, because fair value cannot be determined [FLAC] Financial liabilities measured at amortised cost [FLHfT] Financial liabilities held for trading If circumstances occur that require a different classification, they are reclassified on a quartly basis. Page 71 ATON GmbH, Munich – Consolidated financial statements 2013 in EUR '000 Recognition under IAS 39 Measurement category under IAS 39 Carrying amount as at 31.12.2013 Amortised cost Cost Fair Value Recognition under IAS 17 Fair Value 31.12.2013 Assets Cash and cash equivalents LaR 325,018 325,018 325,018 Trade receivables LaR 473,732 473,732 473,732 LaR 46,439 46,439 46,439 n/a 20,215 20,215 20,215 1,039 Other receivables and loans Financial instruments as defined in IAS 32 Not financial instruments as defined in IAS 32 Other non-derivative financial assets Held-to-maturity investments HtM 1,039 Available-for-sale financial assets AfS 10,361 1,039 Non-consolidated equity investments AfS 3,929 FAHfT 1,367 Trade payables FLAC 145,592 145,592 145,592 Non-convertible bond FLAC 198,951 198,951 198,951 Liabilities to banks FLAC 83,578 83,578 83,578 Other interest-bearing liabilities FLAC 26,000 26,000 26,000 FLAC 6,311 6,311 6,311 Not financial instruments as defined in IAS 32 n/a 300,286 300,286 300,286 Finance lease liabilities n/a 35,444 10,361 10,361 3,929 3,929 Derivative financial assets Foreign exchange futures 1,367 1,367 Liabilities Other non-interest-bearing liabilities Financial instruments as defined in IAS 32 35,444 35,444 Derivative financial liabilities Foreign exchange futures FLHfT 192 192 192 Currency options FLHfT 2,023 2,023 2,023 Loans and receivables (LaR) LaR 845,189 845,189 Held-to-maturity investments (HtM) HtM 1,039 1,039 Available-for-sale financial assets (AfS) AfS 14,290 FAHfT 1,367 Financial liabilities measured at amortised cost (FLAC) FLAC 460,432 Financial liabilities held for trading (FLHfT) FLHfT 2,215 Of which aggregated into IAS 39 measurement categories Financial assets held for trading (FAHfT) Page 72 845,189 1,039 3,929 10,361 14,290 1,367 1,367 460,432 460,432 2,215 2,215 ATON GmbH, Munich – Consolidated financial statements 2013 in EUR '000 Recognition under IAS 39 Measurement category under IAS 39 Carrying amount as at 31.12.2012 Amortised cost Cost Fair Value Recognition under IAS 17 Fair Value 31.12.2012 Assets Cash and cash equivalents LaR 164,067 164,067 164,067 Trade receivables LaR 464,753 464,753 464,753 LaR 34,581 34,581 34,581 n/a 30,011 30,011 30,011 Held-to-maturity investments HtM 1,344 1,344 Available-for-sale financial assets AfS 7,577 Non-consolidated equity investments AfS 1,827 Foreign exchange futures FAHfT 1,055 1,055 1,055 Currency options FAHfT 3,062 3,062 3,062 Trade payables FLAC 158,800 158,800 158,800 Liabilities to banks FLAC 159,040 159,040 159,040 Other interest-bearing liabilities FLAC 37,135 37,135 37,135 FLAC 11,126 11,126 11,126 Not financial instruments as defined in IAS 32 n/a 233,744 233,744 233,744 Finance lease liabilities n/a 54,223 Other receivables and loans Financial instruments as defined in IAS 32 Not financial instruments as defined in IAS 32 Other non-derivative financial assets 1,344 7,577 7,577 1,827 1,827 Derivative financial assets Liabilities Other non-interest-bearing liabilities Financial instruments as defined in IAS 32 54,223 54,223 Derivative financial liabilities Foreign exchange futures FLHfT 480 480 480 Currency options FLHfT 1,920 1,920 1,920 Loans and receivables (LaR) LaR 663,401 663,401 Held-to-maturity investments (HtM) HtM 1,344 1,344 Available-for-sale financial assets (AfS) AfS 9,404 Financial assets held for trading (FAHfT) FAHfT 4,117 Financial liabilities measured at amortised cost (FLAC) FLAC 366,101 Financial liabilities held for trading (FLHfT) FLHfT 2,400 Of which aggregated into IAS 39 measurement categories 663,401 1,344 1,827 7,577 9,404 4,117 4,117 366,101 366,101 2,400 2,400 Page 73 ATON GmbH, Munich – Consolidated financial statements 2013 The following tables shows the gross and net amounts of the other financial assets and financial liablities as at 31 December 2013. Gross amounts reported in the balance sheet in EUR '000 Gross amounts offset in the balance sheet Net amounts reported in the balance sheet Amounts not offset in the balance sheet Total net amount Other financial assets Derivative financial assets 1,367 1,367 - 1,367 2,215 2,215 - 1,367 Financial liabilities Derivative financial liabilities 848 The following tables shows the gross and net amounts of the other financial assets and financial liablities as at 31 December 2012. Gross amounts reported in the balance sheet in EUR '000 Gross amounts offset in the balance sheet Net amounts reported in the balance sheet Amounts not offset in the balance sheet Total net amount Other financial assets Derivative financial assets 4,117 4,117 - 2,400 2,400 2,400 - 2,400 1,717 Financial liabilities Derivative financial liabilities The table below shows the assets and liabilities measured at fair value as at 31 December 2013. in EUR '000 Level 1 Level 2 Level 3 Total Assets Available-for-sale financial assets Foreign exchange futures 10,361 10,361 1,367 1,367 192 192 2,023 2,023 Liabilities Foreign exchange futures Currency options Page 74 ATON GmbH, Munich – Consolidated financial statements 2013 The table below shows the assets and liabilities measured at fair value as at 31 December 2012. in EUR '000 Level 1 Level 2 Level 3 Total Assets Available-for-sale financial assets 7,577 7,577 Foreign exchange futures 1,055 1,055 Currency options 3,062 3,062 480 480 1,920 1,920 Liabilities Foreign exchange futures Currency options The fair value of financial instruments traded on an active market are based on the market price quoted on the reporting date. The market is considered active, if quoted prices are easily available and at regular intervals at an exchange, from a trader, broker, industry association, price calculation service or a supervisory authority and the prices reflect current recurring market transactions conducted at arm’s length principle. For assets held by the Group, the appropriate quoted market price is the bid price offered by the buyer. These instruments, most of which are equity instruments available for sale, are included in level 1. The fair value of financial instruments not traded on an active market (e.g. over-the-counter derivatives) are determined on the basis of a valuation method. Fair value is thus determined on the basis of the results of a valuation method that uses market data to the largest possible extent, avoiding company-specific data as far as possible. If all input data required to determine the fair value is observable, the instrument is assigned to level 2. If one or more significant input data is not based on observable market data, the instrument is assigned to level 3. Net gains or losses by measurement category The Group recognises interest on financial instruments and the other components of net gains or losses in net financing income or expenses. Allowances on trade and other receivables assigned to the LaR measurement category are an exception: they are reported under other expenses or other income. Likewise, currency translation differences of the LaR and FLAC measurement categories are assigned to other expenses or other income. The net gains or losses on financial assets and liabilities measured at fair value through profit or loss include gains or losses from changes in fair value as well as interest expense or income from these financial instruments. The net gains or losses on available-for-sale financial assets include, among other things, income from equity investments and realised gains on the disposal of shares in such investments. The net interest income or Page 75 ATON GmbH, Munich – Consolidated financial statements 2013 expense on financial liabilities measured at amortised cost includes primarily interest expense on financial liabilities. In addition, the item includes interest income from discounting or compounding on trade payables. The net gains or losses by measurement category are as follows. From subsequent measurement in EUR '000 From interest and dividends Loans and Receivables (LaR) Fair value Net gain or loss Currency translation Allowances From disposal 2013 2012 1,906 51 - 4,106 - 2,409 -3 - 4,561 - 7,211 -9 - - - - -9 - 200 - - - 15 -1 184 181 61 961 - - 173 1,195 28 Financial Liabilities Measured at Amortised Cost (FLAC) - 12,204 - - 415 - - - 12,619 - 12,487 Net gain/loss - 10,046 1,012 - 4,521 - 2,424 169 - 15,810 - 19,489 Held-to-Maturity Investments (HtM) Available-for-Sale Financial Assets (AfS) Financial Instruments Held for Trading (FAHfT und FLHfT) Fair value adjustments amounting to EUR 419k (previous year: EUR 80k) were recognised directly in equity in the financial year under review, because changes in value of available-for-sale financial instruments are recognised in equity. The total interest income and expense recognised in net financing income or expenses for financial assets and financial liabilities not classified as at fair value through profit or loss is as follows. in EUR '000 2012 restated 2013 Interest income 1,897 3,905 Interest expense 12,204 13,662 - 10,307 - 9,757 Net interest expense Total net interest income or expense breaks down as follows into IAS 39 measurement categories. in EUR '000 Loans and receivables (LaR) Held-to-maturity investments (HtM) 2012 restated 2013 1,906 1,430 -9 257 Financial liabilities measured at amortised cost (FLAC) - 12,204 - 11,444 Net interest income/expense - 10,307 - 9,757 Page 76 ATON GmbH, Munich – Consolidated financial statements 2013 The allowances recognised to LaR are as follows. in EUR '000 2013 2012 Bad debt expense 404 2,671 Expenses from additions to specific allowances 435 8,748 Specific allowances (impairment losses) on loans 250 345 Income from release of specific allowances - 5,212 - 1,831 Income from receivables written off - 1,285 - 27 - 77 - 463 - 5,485 9,443 Income (reversals of impairment losses) from loans Loans and receivables (LaR) The allowances recognised to AfS and HtM are as follows. in EUR '000 2013 Impairment losses on equity investments 2012 - 0 Impairment losses on securities - 15 - 24 Available-for-sale financial assets (AfS) - 15 - 24 - - 22,098 Held-to-maturity investments (HtM) 36. Objectives and methods of financial risk management Risk management principles The main financial instruments used by the Group – except derivative financial instruments – comprise bank loans and overdrafts, finance leases and trade payables. The main purpose of these financial instruments is to finance the Group’s operating activities. Besides, the Group has different financial assets, such as securities, trade receivables, cash and short-term deposits, which result directly from its operating activities. With regard to its assets, liabilities and planned transactions, the Group is subject to various market risks, in particular risks from changes in exchange rates and interest rates, as well as liquidity and credit risks. The aim of financial risk management is to limit these market risks specifically by continuously taking operational and financial measures. Selected derivative and non-derivative hedging instruments are used. In general, risks are hedged only if they may habe an impact on the Group’s cash flows. In particular, foreign exchange futures and currency options are used as derivative financial instruments to hedge against foreign currency risks arising from the Group companies’ operating activities. Financial policy is defined by Group management on an annual basis. The implementation of financial policy and ongoing risk management are the responsibility of the subgroups and single entities. To monitor financial policy, Group management is regularly informed of the current risk exposure in terms of the extent and amount Page 77 ATON GmbH, Munich – Consolidated financial statements 2013 in quarterly meetings. In addition, certain transactions exceeding the nature and extent of normal business transactions are subject to prior approval by Group management. Risks from exchange rate fluctuations are limited by locally procuring most materials needed in the manufacturing and assembly processes in the respective countries. Credit risk As a result of their operating activities and certain financing activities, the Group companies of ATON are exposed to credit risk. Credit risk exists where a business partner involved in a transaction with non-derivative or derivative financial instruments cannot meet its obligations and this causes a loss of assets. As part of their operations, the Group companies enter into transactions only with third parties rated as creditworthy. Credit checks are performed for new customers. In the case of existing customer relationships, the customer’s payment behaviour is analysed on a regular basis. In addition, orders and receivables are secured with letters of credit from major banks. Most of the Group companies have business relationships with large-scale customers (especially international OEMs). The resulting risk is considered low, because these customers have high high degrees of solvency and in addition there are no material dependencies. The end customer business with private individuals is of minor importance to the Group. In the operating business, outstandings are continuously monitored on a divisional, i.e. decentralised, basis, so that the Group is not exposed to any material credit risk. The trade and other receivables of EUR 533,018k (previous year: EUR 518,910k ) as well as other financial assets of EUR 24,073k (previous year: EUR 21,424k) reported in assets represent the maximum credit risk. Risk of changes in interest rates Most of the Group’s financing is based on fixed-rate loans granted by the shareholder family and companies related to them. The ATON Group is generally exposed to fluctuations in market interest rates. Fluctuations in interest rates primarily concern liabilities to banks. These include among other things currnt account overdrafts as well as variable-rate loans and are therefore directly affected by changes in interest rates. These changes have an impact on future cash flows. In our opinion, no material risks arise from the fluctuations in market interest rates. Page 78 ATON GmbH, Munich – Consolidated financial statements 2013 The table below shows the sensitivity of consolidated profit after tax to a change in interest rates that is deemed reasonably possible. All other variables have remained unchanged. The impact on equity includes the impact on both OCI and operating profit. in EUR '000 Change in interest rate in basis points 2013 Impact on profit after tax Impact on equity + 100 - 836 - 836 ./. 100 836 836 + 100 - 769 - 769 ./. 100 769 769 2012 Foreign currency risk Foreign currency risks result from investments, financing transactions and operating activities. Significant risks from foreign currencies are hedged, if they affect the Group’s cash flows. Foreign currency risks that do not affect the Group’s cash flows (i.e. risks resulting from the mere translation of the assets and liabilities of foreign corporate units into the Group’s reporting currency) are not hedged. The foreign currency risks regularly relate to current receivables and liabilities denominated in currencies other than the local currencies of the companies in the ATON Group or those that will arise in the normal course of business. The Group is exposed to material foreign exchange risks mainly because of the development of the USD-, CAD-, JPY exchange rate. As at the reporting date, the Group was not exposed to any material risks from investment transactions denominated in foreign currency. The Group companies settle most of their operating activities in their respective functional currencies. For this reason, the Group’s foreign currency risk from operating activities is considered low. However, some Group companies are exposed to foreign currency risks in connection with planned payments not denominated in their functional currency. In some cases, derivative financial instruments (foreign exchange futures and currency options) are used to minimise the risk of changes in exchange rates. These financial instruments are used to hedge only existing or expected foreign currency risks. Page 79 ATON GmbH, Munich – Consolidated financial statements 2013 As at 31 December 2013, the only currencies involved were the US dollar, the Canadian dollar and the Japanese yen as in the previous year. The non-derivative and derivative financial instruments existing at the end of the reporting period were measured in a hypothetical scenario as part of a sensitivity analysis. The effects of a 10 % increase/decrease in a currency per exchange rate to profit after taxes and equity were as follows as of 31 December 2013. in EUR '000 2013 2012 EUR/USD EUR/CAD EUR/JPY + 10 2,450 2,303 23 ./. 10 - 2,995 - 2,815 - 29 + 10 2,408 2,887 489 ./. 10 - 2,408 - 2,887 - 489 Relevant risk variables are all non-functional currencies in which the Group enters into financial instruments. The currency sensitivity analyses are based on the following assumptions: Material non-derivative financial instruments (cash and cash equivalents, receivables, interest-bearing liabilities, finance lease liabilities, noninterest-bearing liabilities) are either denominated directly in the functional currency or, in material circumstances, they are transferred into the functional currency by using derivatives. Equity instruments held by the Group are non-monetary and therefore not associated with foreign currency risk as defined in IFRS 7. Liquidity risk Ensuring permanent solvency is the responsibility of the respective management teams of the subgroups and single entities. The central objective specified for the Group is to continuously ensure that financial requirements are covered by using current account overdrafts, loans and leases. Central monitoring of the liquidity of the individual Group companies is performed with weekly reports to the parent ATON. The information provided is presented to Group management on a weekly basis for risk management purposes. Based on the current and expected business situation, the liquidity risk is considered low. Nevertheless, liquidity continues to be ensured through medium-term and long-term lines of credit. In general, it is ensured that there are sufficient free lines of credit. Appropriate measures are taken on time to ensure the financing of planned investments. Please refer to Note 31 Financial liabilities for the liquidity analysis. Page 80 ATON GmbH, Munich – Consolidated financial statements 2013 Covenant Risk The majority of financing contracts with banks include covenants that are based on predefined financial ratios. The ratios mainly are equity ratios, leverage ratios and in individual cases, interest coverage ratios. If one of the agreed threshold of the covenants is violated, the lender has the right of termination. In the terms and conditions of the bond there are clauses included, which limit the financial leverage of the ATON Group as well as ATON subsidiaries by using financial ratios. Moreover, the terms and conditions include regulations regarding securing financial liabilities, transactions with owners, change of control and the maximum amount of dividends. In the case of change of control each bondholder has the right of termination, in breach of other obligations a creditor quorum of 10% is required for the validity of the termination. The clauses of the bond and the covenants of financing contracts with banks are permanently monitored concerning the companies' current financial results, thereby facilitating the early detection of risks. In the financial year 2013 the clauses of the issuance of the bond were complied with. Other price risks As part of the disclosure of market risks, IFRS 7 also requires information on how hypothetical changes in risk variables impact on the prices of financial instruments. Eligible risk variables are exchange prices or indices in particular. in EUR '000 2013 2012 Change in prices in % Impact on profit after tax Impact on equity + 10 - 73 - 73 ./. 10 73 73 + 10 - 93 - 93 ./. 10 93 93 Capital management/control The main objective of the Group’s capital management system is to ensure that the Group’s ability to repay debt and its financial strength are maintained, combined with the corresponding credit rating and equity ratio. The Group manages its capital structure and makes adjustments in line with changes in economic conditions. The shareholders provide loans and/or equity so that the capital structure can be maintained or adjusted. Capital is primarily managed on the basis of a dynamic debt ratio (I and II), which corresponds to the ratio of first and second degree net financial liabilities to adjusted EBITDA. The debt ratio I monitored by management should not exceed 4 and the debt ratio II should not be higher than 10. Page 81 ATON GmbH, Munich – Consolidated financial statements 2013 In the year under review, the dynamic debt ratios I and II had returned to the specified range. in EUR '000 Adjusted earnings before interest, taxes, depreciation and amortisation 2013 2012 2011 259,622 227,883 202,073 Liabilities to banks 83,578 159,040 74,825 Leasing liabilities 35,444 54,223 60,103 Other financial liabilities Cash and cash equivalents 202,371 4,308 28,897 321,393 217,571 163,825 325,018 164,067 251,314 First-degree net financial liabilities - 3,625 53,504 - 87,489 Liabilities to shareholders/related parties 24,796 35,014 105,970 Investments in securities that can be liquidated at short notice 11,545 8,233 24,700 9,626 80,285 - 6,219 Dynamic debt ratio I - 0.0 0.2 - 0.4 Dynamic debt ratio II 0.0 0.4 - 0.0 Second-degree net financial liabilities * Adjustments apply to impairments regarding IFRS 5 The financing arrangements of some subsidiaries contain covenants, which may cause them to become repayable or increase the financing costs. These covenants have been met. Page 82 ATON GmbH, Munich – Consolidated financial statements 2013 37. Segment reporting The management board is the main decision maker of the Group. Management has determined the operating segments for the purpose of allocating resources and assessing performance. The management board defines the business from a product perspective with the segments AT Tech, AT Mining, AT Med Tech and AT Aviation. The services of the segment AT Tech cover in particular the areas of engineering and plant construction for the automotive industry, along with other sectors of the mobility industry, as well as manufacturing of specialised machines. The segment AT Mining Tech offers mining and shaft-sinking services and products worldwide. The segment AT Med Tech develops solutions for the healthcare market in the fields of surgery and diagnostics, specialising in X-ray diagnostics, basic medical diagnostics and minimally invasive surgery, as well as products for the pharmaceuticals industry and hospitals. The segment AT Aviation comprises regional and charter flight as well as business aviation. The management board assesses the performance of the operating segments based on revenue, EBIT and EAT (profit or loss for the period). The assessment is made by means of normalised figures. In the normalised figures, impairment losses as well as the non-operating result are excluded. Non-cash transactions are mainly summarised in the non-operating result. The non-operating result contains the result from disposal of consolidated subsidiaries, from disposal of non-current assets, income and expenses from foreign currency translation, income from the release of provisions as well as other income and expenses from previous years. Sales between segments are carried out in accordance with standard market practices. The revenue from external parties reported to the management board is measured in a manner consistent with that in the income statement. Page 83 ATON GmbH, Munich – Consolidated financial statements 2013 The following table presents information for the Group segments. AT Tech in EUR '000 External revenue (net) Internal revenue (net) Revenue Changes in inventories 2013 At Mining 2012 restated 1,072,799 899,396 2013 AT Med Tech 2012 restated 809,330 866,124 2013 2012 255,188 257,769 329 605 1,474 3,907 957 256 1,073,128 900,001 810,804 870,031 256,145 258,025 16,495 - 1,572 2,893 2,219 4,837 1,986 Gross performance 1,089,623 898,429 813,697 872,250 260,982 260,011 Non-operating result 3,511 14,156 8,556 - 2,201 - 465 - 763 EBITDA 97,239 74,316 108,207 112,702 30,956 30,811 Normalised EBITDA 93,728 60,160 99,651 114,903 31,421 31,574 Depreciation and amortisation 29,771 17,589 32,413 29,568 9,641 9,041 199 614 - 101 105 - 67,269 56,113 75,794 83,033 21,211 21,770 Impairment losses EBIT Normalised EBIT 63,957 42,571 67,238 85,335 21,781 22,533 - 13,037 6,602 - 7,072 - 6,844 - 802 - 1,582 EBT 54,232 62,715 68,722 76,189 20,409 20,188 Normalised EBT 50,920 49,173 60,166 78,491 20,979 20,951 Income taxes 16,623 10,721 20,835 25,077 7,038 6,129 EAT 37,609 51,994 47,887 51,112 13,372 14,059 Normalised EAT 34,298 38,452 39,330 53,414 13,941 14,822 Financial result attributable to non-controlling interest 542 - 265 381 - 1,823 - - attributable to owners of the parent 37,067 52,259 47,506 52,935 13,372 14,059 Normalised EAT attributable to owners of the parent 33,756 38,717 38,950 55,237 13,941 14,822 AT Tech At Mining AT Med Tech 31.12.2013 31.12.2012 restated 31.12.2013 31.12.2012 restated 31.12.2013 31.12.2012 Segment assets 958,364 743,759 431,432 474,417 240,853 255,637 Segment liabilities 678,745 487,217 231,047 275,648 54,196 58,529 in EUR '000 Page 84 ATON GmbH, Munich – Consolidated financial statements 2013 AT Aviation in EUR '000 External revenue (net) Internal revenue (net) Revenue Changes in inventories Holding/Consolidation 2013 ATON Group 2013 2012 2012 2013 2012 restated 164,052 200,017 34 0 2,301,403 2,223,306 166 151 - 388 - 779 2,538 4,140 164,218 200,168 - 354 - 779 2,303,941 2,227,446 - - - 364 - 23,862 2,634 Gross performance 164,218 200,168 - 718 - 779 2,327,802 2,230,080 Non-operating result 6,093 10,122 5,844 5,131 23,540 26,446 EBITDA 26,168 38,908 - 2,949 - 2,408 259,622 254,329 Normalised EBITDA 20,074 28,786 - 8,793 - 7,539 236,082 227,883 64,469 Depreciation and amortisation 4,858 8,064 272 208 76,955 Impairment losses 5,422 13,070 3 6,317 5,730 20,102 15,887 17,774 - 3,224 - 8,933 176,937 169,758 EBIT Normalised EBIT 15,216 20,722 - 9,065 - 7,747 159,127 163,414 Financial result - 3,691 - 24,292 8,877 8,225 - 15,725 - 17,891 EBT 12,196 - 6,518 5,652 - 708 161,212 151,867 Normalised EBT 11,525 - 3,570 - 188 478 143,402 145,523 Income taxes 4,897 5,237 - - 1,496 49,392 45,668 EAT 7,300 - 11,755 5,652 788 111,820 106,199 Normalised EAT 6,629 - 8,807 - 188 1,974 94,010 99,856 attributable to non-controlling interest - - 462 387 1,385 - 1,701 attributable to owners of the parent 7,300 - 11,755 5,190 401 110,435 107,900 Normalised EAT attributable to owners of the parent 6,629 - 8,807 - 650 1,587 92,625 101,557 AT Aviation in EUR '000 Segment assets Segment liabilities Holding/Consolidation ATON Group 31.12.2013 31.12.2012 31.12.2013 31.12.2012 31.12.2013 31.12.2012 restated 163,729 210,682 -91,913 -190,347 1,702,465 1,494,148 67,203 85,751 - 77,535 - 107,770 953,656 799,375 Page 85 ATON GmbH, Munich – Consolidated financial statements 2013 OTHER DISCLOSURES 38. Auditor‘s fees For the services provided by PricewaterhouseCoopers Aktiengesellschaft Wirtschaftsprüfungsgesellschaft the following fees have been recognised as expenses. in EUR '000 2013 Audits 2012 970 714 90 159 Audit-related services Tax consultation services Other services Total 39. 73 22 385 306 1,518 1,201 Related party transactions In addition to the subsidiaries included in the consolidated financial statements, ATON GmbH has direct or indirect relationships with the shareholders, non-consolidated affiliated subsidiaries, associates, joint ventures and other related parties in the course of normal business operations. These relationships are subject to disclosure requirements in accordance with IAS 24. Related parties, i.e. parties over which the ATON Group has control or can exercise a significant influence are listed in the section scope of consolidation. The volume of services provided from the ATON Group to related parties breaks down as follows. in EUR ’000 Shareholders Non-consolidated subsidiaries Associates Joint ventures 2013 31.12.2013 2012 31.12.2012 Revenue, other income and interest Receivables outstanding Revenue, other income and interest Receivables outstanding - - - - 262 8,838 517 4,255 3 2,190 52 756 - 2,770 234 8,174 Other related parties 4,181 3,267 2,943 13,732 Total 4,446 17,065 3,746 26,917 Page 86 ATON GmbH, Munich – Consolidated financial statements 2013 2013 Purchased merchandise/services, other operating expenses and interest in EUR ’000 Shareholders 31.12.2013 2012 31.12.2012 Liabilities outstanding Purchased merchandise/services, other operating expenses and interest Liabilities outstanding - 60 - 89 255 790 349 765 Associates - 148 1 189 Joint ventures - - - 335 Other related parties 10,735 25,127 17,021 35,555 Total 10,990 26,125 17,371 36,933 Non-consolidated subsidiaries Related companies are HORUS Vermögensverwaltungs GmbH & Co. KG, HORUS Beteiligungs GmbH, HORUS Finanzholding GmbH, HORUS Ellwanger & Geiger Holding GmbH, HORUS Spiekermann Holding GmbH, HORUS V-Bank Holding GmbH and their subsidiaries. The HORUS Vermögensverwaltungs GmbH & Co. KG finances the companies of the ATON Group by granting loans. The Aircraft Asset Management AAM GmbH & Co. KG, an indirect subsidiary of HORUS Vermögensverwaltungs GmbH, leases aircrafts to Augsburg Airways GmbH & Co. KG and DC Aviation GmbH. Income and expenses with related parties mainly result from these lease relationships. Transactions with related parties are conducted in accordance with standard market practices. Remuneration of management board The remuneration paid to the management board amounted to EUR 3,740k in the financial year (previous year: EUR 3,708k). There were no advances or loans to members of management board, nor were there contingent liabilities or pension obligations as at the reporting date. 40. List of shareholdings Concerning the list of shareholdings, please refer to the appendix, which is an integral part of these notes. 41. Events after the balance sheet date On 9 December 2013, ATON GmbH signed an agreement on capital contribution, transfer, loan and post formation acquisition with its subsidiary EDAG Engieering AG (formerly ATON Engineering AG). According to this agreement, all 11,718,750 limited partnership shares (Kommanditaktien) of EDAG GmbH & Co. KGaA with a nominal value of EUR 2.56 and a total amount of EUR 30.0 million were contributed to EDAG Engineering AG by means of a mixed contribution. In return, EDAG Engineering AG issued 19,950,000 new shares and a loan receivable amounting to EUR 40.0 million. From the Group’s perspective this is a transaction under common control. Page 87 ATON GmbH, Munich – Consolidated financial statements 2013 On 19 February 2014, the extraordinary general meeting of the EDAG Engineering AG granted consent to the transactions. The contribution was registered 6 March 2014 at the commercial register in Munich. In order to focus the business model on integrated engineering services for the automotive business, the Rücker Group withdrew from activities in the aviation industry in the first quarter 2014 and sold its subsidiaries Rücker Aerospace GmbH (Germany), Rücker France S.A.R.L. (France) and Silver Aerospace B.V. (The Netherlands) as of 1 April 2014. The sale of the aviation activities of the Rücker Group will have a small positive impact on the profit for the period 2014. Page 88 ATON GmbH, Munich – Consolidated financial statements 2013 42. Responsibility statement To the best of our knowledge, and in accordance with the applicable reporting principles, the consolidated financial statements give a true and fair view of the assets, liabilities, financial position and profit or loss of the Group, and the Group Management Report includes a fair review of the development and performance of the business and the position of the Group, together with a description of the material opportunities and risks associated with the expected development of the Group. Munich, 23 April 2014 ATON GmbH Management Board Thomas Eichelmann Jörg Fahrenbach Page 89 ATON GmbH, Munich – Consolidated financial statements 2013 Corporate Structure of ATON GmbH direct and indirect shares As at 31 December 2013 Share in % No. Company City Country Hallbergmoos Germany Munich Germany Hallbergmoos Germany Munich Fulda direct Equity as per Net Result Dec 2013 2013 indirect Currency 100.0 kEUR 33 2 kEUR 19,654 - 745 100.0 kEUR 13,670 - 384 Germany 100.0 kEUR 56,052 34,999 Germany 80.0 kEUR 859 - 84 Petersberg Germany 100.0 kEUR - 542 237 - 26 I. Affiliated Companies 1. Consolidated Companies a) Domestic companies 1. AAM Haltergesellschaft Nr. 1 MbH 2. AT Aviation GmbH 3. Augsburg Airways Flugzeugsbeteiligung Nr. 1 GmbH & Co. KG 4. Augsburg Airways GmbH i.L.***** 5. BBZ Berufsbildungszentrum Fulda GmbH 6. BBZ Mitte GmbH 7. BFFT aeromotive GmbH Gaimersheim Germany 100.0 kEUR - 15 8. BFFT Gesellschaft für Fahrzeugtechnik mbH Gaimersheim Germany 100.0 kEUR 20,486 4,682 9. BFFT Holding GmbH Munich Germany 100.0 kEUR 0 - 1,516 10. CLYXON Laser GmbH Berlin Germany 100.0 kEUR 77 0 11. DC Aviation GmbH**** Stuttgart Germany 100.0 kEUR 3,071 - 723 12. Deilmann-Haniel GmbH Dortmund Germany 100.0 kEUR 15,323 6,940 13. Deilmann-Haniel International Mining and Tunneling GmbH Dortmund Germany kEUR 116,501 15,635 14. Deilmann-Haniel Mining Systems GmbH Dortmund Germany 100.0 kEUR 11,301 - 600 15. EDAG Aerospace GmbH Fulda Germany 100.0 kEUR 4,424 -2 16. EDAG Engineering AG (formerly ATON Engineering AG) Munich Germany 100.0 kEUR 41,103 1,048 17. EDAG GmbH & Co. KGaA Fulda Germany 100.0 kEUR 68,969 24,880 18. EDAG Production Solutions GmbH & Co. KG Fulda Germany 100.0 kEUR 116 7,442 19. EDAG Rail GmbH Fulda Germany 100.0 kEUR 2 -1 20. EDAG SIGMA Concurrent Engineering GmbH Fulda Germany 100.0 kEUR 14,435 5,109 21. FFT GmbH & Co. KGaA Fulda Germany kEUR 18,188 1,863 22. FFT Produktionssysteme GmbH & Co. KG Fulda Germany kEUR 23,054 5,424 23. Haema AG Leipzig Germany kEUR 40,545 3,679 24. Haus Kurfürst GmbH Fulda Germany 100.0 kEUR 22 0 25. Hövelmann GmbH Aachen Germany 100,0 * kEUR - 811 - 320 26. Jota GmbH Fulda Germany 100.0 kEUR - 106 -7 27. REFORM Maschinenfabrik Adolf Rabenseifner GmbH & Co. KG Fulda Germany kEUR 61 3 28. Rosata Grundstücks-Vermietungsgesellschaft mbH & Co. Objekt Fulda-West KG Grünwald Germany 100.0 kEUR - 1,527 61 29. Rücker Aerospace GmbH Hamburg Germany 100,0 * kEUR 4,006 13 30. Rücker Akademie GmbH Wiesbaden Germany 100,0 * kEUR 197 3 31. Rücker EKS GmbH Weingarten Germany 76,5 * kEUR 2,240 928 32. Rücker GmbH Wiesbaden Germany 100,0 * kEUR 5,866 816 33. Rücker Testing Services GmbH Munich Germany 100,0 * kEUR 3,946 672 34. Scherwo Steuerungstechnik GmbH Gauting Germany 65.0 kEUR 372 - 82 35. TSO Industrieanlagen Planung und Vertrieb GmbH Uehlfeld Germany kEUR 7,668 1,432 36. VR-Leasing Malakon GmbH & Co Immobilien KG Eschborn Germany kEUR - 804 299 37. W.O.M. World of Medicine GmbH Berlin Germany kEUR 642 287 38. World Of Medicine Lemke GmbH Berlin Germany 100.0 kEUR 642 287 39. WORLD OF MEDICINE Produktions-GmbH Ludwigsstadt Germany 100.0 kEUR - 590 241 40. Ziehm Imaging GmbH**** Nuremberg Germany 100.0 kEUR 28,064 3,511 Brisbane Australia 100.0 kEUR 8,200 8,993 Going am Wilden Kaiser Austria 100.0 kEUR 1,251 - 3,201 100.0 100.0 100.0 100.0 100.0 100.0 100.0 66.7 85,0 * 100.0 b) Foreign Companies 41. A.C.N. 133126904 Pty Limited 42. ATON Group Finance GmbH 43. ATON US Inc. 44. BFFT of America 45. Delaware USA kUSD 66,067 - 1,888 Los Angeles USA 100.0 kEUR 10 7 Deilmann-Haniel Botswana (Pty.) Ltd. Gaborone Botswana 74.0 kEUR 16 0 46. Deilmann-Haniel Schachtostroj OOO Berezniki Russia 100.0 kEUR 3,896 4,505 47. Drilling Resources (Pty.) Ltd. *** Isando South Africa 74.0 kEUR 1 0 Page 90 ATON GmbH, Munich – Consolidated financial statements 2013 Share in % No. Company City Country direct indirect Currency Equity as per Net Result Dec 2013 2013 48. EDAG do Brasil Ltda. Sao Bernardo do Campo Brazil 100.0 kBRL 16,754 1,342 49. EDAG Engineering & Design India Priv. Ltd. Neu Dehli India 100.0 kINR 155,073 393,517 50. EDAG Engineering and Design (Shanghai) Co. Ltd. Shanghai China 100.0 kCNY - 5,656 - 3,905 51. EDAG Engineering Ltd. Cranfield Great Britain 100.0 kGBP 50 - 100 52. EDAG Holding Sdn. Bhd. Malaysia Shah Alam Malaysia 100.0 kMYR 1,792 147 53. EDAG Hungary Kft. Györ Hungary 100.0 kEUR 1,082 269 54. EDAG Inc. Detroit USA 100.0 kUSD - 1,221 - 1,960 55. EDAG Japan Co., Ltd. Yokohama Japan 100.0 kJPY 78,174 12,773 56. EDAG México, S.A. de C.V. Puebla Mexico 100.0 TMXN - 1,253 - 1,303 57. EDAG Production LLC Detroit USA 100.0 kUSD 0 0 Mladá Boleslav Czech Republic 100.0 kCZK 32,861 14,032 58. EDAG Production Solution CZ s.r.o. 59. EDAG Production Solutions Korea Ltd. Seoul Korea 100.0 kKRW 159,882 - 9,631 60. EDAG S.A.R.L. Paris France 100.0 kEUR 103 -6 61. EDAG SERVICIOS México, S.A. de C.V. Puebla Mexico 100.0 kMXN 125 75 62. EDAG Slovakia spol. s.r.o. i.L. Bratislava Slovakia 100.0 kEUR 54 0 63. EDAG Technologies India Priv. Ltd. Neu Dehli India 100.0 kINR 283 - 544 64. Eroc Holdings Pty Limited Eagle Farm Australia 100.0 kEUR 3 0 65. Eroc Malaysia Sdn. Bhd. Kuala Lumpur Malaysia 100.0 kEUR - 56 -9 66. FFT Espana Tecnologías de Automoción S.A. Silla (Valencia) Spain 100.0 kEUR 3,171 568 67. FFT Mexico S.A. de C.V. Puebla Mexico 100.0 kMXN 53,080 10,241 68. FFT Production Systems S.R.L. Rumänien Municipiul Campulung Romania 100.0 kRON 2,877 654 69. FFT Production Systems Shanghai Co., Ltd. Shanghai China 100.0 kCNY 31,083 24,398 70. FFT Production Systems, Inc. Auburn Hills, MI USA 100.0 kUSD - 1,045 - 811 71. FFT Technologies, Inc. Montgomery, AL USA 100.0 kUSD 349 0 72. Hodgson Mining Limited Lusaka Zambia 74.0 kZMW 929 999 73. J.S. Redpath Corporation Sparks USA 100.0 kEUR 11,497 3,593 74. J.S. Redpath Holdings Inc. North Bay Canada 100.0 kEUR 155,105 49,618 75. J.S. Redpath Limited North Bay Canada 100.0 kEUR 100,502 26,277 76. J.S. Redpath Peru SAC Lima Peru 99.5 kEUR -4 - 12 77. Les Entreprises Mineres Redpath Ltee. Quebec Canada 100.0 kEUR 54 0 78. OrthoScan Inc. Delaware USA 100.0 kUSD 9,600 - 308 79. P.T Redpath Indonesia Jakarta Indonesia 100.0 kEUR 5,164 3,182 80. Redpath (Australia) Holdings Pty Limited Eagle Farm Australia 100.0 kEUR 3,236 3,620 81. Redpath Argentina Construcciones S.A. Buenos Aires Argentina 100.0 kEUR 3,626 4,756 82. Redpath Australia Pty Limited Eagle Farm Australia 100.0 kEUR 9,384 - 3,942 83. Redpath Chilena Construcciones Y Cia. Limitada - 1,650 36 84. Redpath Contract Services Pty Ltd *** 85. Redpath Ecuador Construcciones S.A. 86. Redpath Guatemala Construcciones S.A. 87. Redpath KR LLC 88. Redpath Mexicana Construcciones SA de CV 89. Redpath Mining (Botswana) (Pty) Ltd. 90. Redpath Mining (S.A.) (Pty.) Ltd. 91. Redpath Mining Zambia Limited Kitwe 92. Redpath Mongolia LLC Ulaanbaatar 93. Redpath Philippines Inc. Makati 94. Redpath PNG Limited 95. Redpath Venezolana C.A. 96. Rücker CR spol.s.r.o. 97. 98. Santiago Chile 99.5 kEUR Eagle Farm Australia 100.0 kCAD Quito Ecuador 100.0 kEUR 11 - 115 Guatemala Guatemala 100.0 kEUR - 19 -7 Bishkek Kirgizstan 100.0 kEUR 470 -6 Mexico City Mexico 100.0 kEUR 3 -5 Gaborone Botswana 74.0 kEUR 1,149 1,403 Johannesburg South Africa 74.0 kEUR - 6,765 - 939,285 Zambia 84.4 kEUR 3 0 Mongolia 100.0 kEUR 2,557 5,677 Philippines 100.0 kEUR 0 0 Port Moresby Papua New Guinea 100.0 kEUR 903 157 El Callao Venezuela 99.0 kEUR 0 - 69 Mladá Boleslav Czech Republic 100,0 * kCZK 17,757 - 4,607 Rucker Design S.R.L. Iasi Romania 100,0 * kRON - 1,709 - 483 Rücker do Brasil Ltda. Sao Bernardo Brazil 100,0 * kBRL 535 - 2,376 99. Rücker France SARL 100. Rücker Ges.m.b.H. 101. Rücker GmbH Blagnac France 100,0 * kEUR 1,063 52 Grambach b. Graz Austria 100,0 * kEUR 196 - 89 Arbon Switzerland 100,0 * kCHF 2,847 845 Page 91 ATON GmbH, Munich – Consolidated financial statements 2013 Share in % No. Company City Country Mladá Boleslav direct indirect Currency Czech Republic 100,0 * kCZK Equity as per Net Result Dec 2013 2013 102. Rücker Immobilien spol. s r.o 103. Rücker Italia S.R.L. Torino Italy 100,0 * kEUR 459 46 104. Rücker Lypsa S.L. Barcelona Spain 100,0 * kEUR 11,514 2,657 105. Rücker Nord AB Göteborg Sweden 100,0 * kSEK 47,037 490 106. Rücker Polska Sp.z.o.o. Warszawa Poland 100,0 * kPLN 4,305 316 107. Rücker SR spol.s.r.o. Bratislava Slovakia 100,0 * kEUR - 316 - 1,304 108. Rücker Vehicle Design (Shanghai) Co.,Ltd. Shanghai China 51,0 * kCNY 1,902 1,789 109. Rücker-Sier GIE Blagnac France 100.0 kEUR 199 676 110. Servicios FFT Mexico, S.A. de CV Puebla Mexico 100,0 * kMXN 1,824 422 111. Silver AeroSpace B.V. Haarlem Netherlands 100,0 * kEUR - 1,452 21 112. Star Design of Alabama Inc. Birmingham USA 100,0 * kUSD - 45 - 15 113. Star Design S.A. de C.V. México Mexico 100.0 kMXN 64 0 114. Triple S Insurance Company Limited Bridgetown Barbados 100.0 kEUR 7,668 1,646 115. UnderAus Group Holdings Pty Limited Eagle Farm Australia 100.0 kEUR 2,486 0 116. W.O.M. WORLD OF MEDICINE ASIA Ltd. Hong Kong China 100.0 kEUR - 42 - 44 117. W.O.M. World Of Medicine USA, Inc. Orlando USA 100,0 * kEUR 474 526 118. Wolfgang Rücker Ges.m.b.H. Wien Austria 100.0 kEUR 560 - 57 119. Ziehm Imaging Finnland (OY) Hinthaara Finland 100.0 kEUR 655 227 120. Ziehm Imaging Inc. Orlando USA 100.0 kEUR - 12,083 73 121. Ziehm Imaging Srl a Socio Unico (SRL) Reggio Nell' Emilia Italy 100.0 kEUR 67 - 53 122. Ziehm Medical (Shanghai) Co. Ltd. Shanghai China kCNY 11,158 4,258 123. Ziehm Medical LLC Reno Nev. USA 100.0 kUSD 41,475 0 124. Ziehm Medical Properties Inc Reno Nev. USA 100.0 kUSD 7,591 - 67 100.0 34,020 3,453 2. Non-Consolidated Companies a) Domestic Companies 125. BML Verwaltungs- und Beteiligungs GmbH i. L. Hamburg Germany 100.0 kEUR 20 0 126. EDAG Production Solutions Verwaltungs GmbH Fulda Germany 100.0 kEUR 24 0 127. EDAG-Beteiligung GmbH Fulda Germany 100.0 kEUR 43 0 128. Flexible Fertigungstechnik GmbH Mücke Germany 100.0 kEUR 49 5 129. OptoSic GmbH i.L. Baden-Baden Germany 100.0 kEUR i.L. i.L. 130. REFORM Maschinenfabrik Adolf Rabenseifner Beteiligungs GmbH*** Fulda Germany 100.0 kEUR 57 3 Municipiul Campulung Romania 100.0 kRON - 96 2 Györ Hungary 100.0 kEUR 44 47 b) Foreign companies 131. Alternative Agro Energy Estate S.R.L. 132. BFFT Hungary Kft. 133. DC Aviation Flight Crew Ltd. St. Julian Malta 100.0 kEUR 71 59 134. DC Aviation Holding Ltd. St. Julian Malta 100.0 kEUR 191 - 10 135. DC Aviation Ltd. St. Julian Malta 100.0 kEUR 17 3 136. Deilmann-Haniel RUS OOO Berezniki Russia 100 kEUR 446 68 135. EDAG Investments LLC Detroit USA 100 kUSD 0 0 Glattbrugg Switzerland 100.0 kCHF 227 77 Haarlem The Netherlands 80,0 * kEUR 0 0 Glattbrugg Switzerland 100.0 kEUR 92 - 58 Kaluga Russia 100,0 * kRUB - 6,472 - 7,919 Bromont Canada 100,0 * kCAD 1 0 Cambridge Great Britain 99,9 * kGBP 50 0 - 239 136. Heli-Link Helikopter AG 137. Incat Aircraft Design B.V. 138. Jet-Link AG 139. Rücker GmbH 140. Ruecker Aerospatiale Canada Inc. / Ruecker Aerospace Canada Inc.** 141. Star Design (UK) Ltd. 142. Ziehm Imaging Sarl Villejust France 100.0 kEUR - 435 143. Ziehm Imaging Singapore Pte. Ltd. (PTE) Singapore Singapore 100.0 kSGD 1,176 164 144. Ziehm Medical Do Brasil Sao Paulo Brazil 100.0 kBRL 3 - 825 Page 92 ATON GmbH, Munich – Consolidated financial statements 2013 Share in % No. Company City Country Katowice Sparks direct Equity as per Net Result Dec 2013 2013 indirect Currency Poland 50.0 kEUR - 15 - 65 USA 65.0 kEUR 346 2,124 Regina Canada 50.0 kEUR 6,415 2,635 Dubai United Arab Emirates 49.0 kEUR 1,795 - 194 Hamburg Germany 49,0 * kEUR - 66 41 Boca Raton USA 23.0 kUSD II. Joint Ventures 1. Consolidated Companies b) Foreign Companies 145. Deilmann Thyssen Schachtbau Sp. z.o.o. 146. RFK Blue Lake Tunnelers Partnership 2. Non-Consolidated Companies b) Foreign Companies 147. 148. Associated Mining Construction Inc. ** DC Aviation Al Futtaim LLC ** III. Investments in associates 1. Consolidated Companies a) Domestic Companies 149. Rücker CT-Engineering GmbH b) Foreign Companies 150. * ** *** **** ***** ROGO Group LLC*** full shares, not calculated not consolidated due to immateriality no current financial statements available; dormant company; prior year numbers if available no current financial statements available; prior year numbers shortened financial year as at 30 December 2013 Page 93 The following auditor’s report (Bestätigungsvermerk) has been issued in accordance with Section 322 German Commercial Code (Handelsgesetzbuch) on the consolidated financial statements and group management report (Konzernlagebericht) of ATON GmbH as of and for the business year from January 1 to December 31, 2013. The English version of the report is a translation of the German version of the report. The German text is authoritative. Auditor’s Report We have audited the consolidated financial statements prepared by ATON GmbH, Munich, comprising the income statement, the statement of comprehensive income, the statement of financial position, the statement of changes in equity, the cash flow statement and the notes to the consolidated financial statements, together with the group management report for the business year from January 1 to December 31, 2013. The preparation of the consolidated financial statements and the group management report in accordance with the IFRSs, as adopted by the EU, and the additional requirements of German commercial law pursuant to § (Article) 315a Abs. (paragraph) 1 HGB ("Handelsgesetzbuch": German Commercial Code) is the responsibility of the parent Company's Managing Directors. Our responsibility is to express an opinion on the consolidated financial statements and on the group management report based on our audit. We conducted our audit of the consolidated financial statements in accordance with § 317 HGB and German generally accepted standards for the audit of financial statements promulgated by the Institut der Wirtschaftsprüfer (Institute of Public Auditors in Germany) (IDW). Those standards require that we plan and perform the audit such that misstatements materially affecting the presentation of the net assets, financial position and results of operations in the consolidated financial statements in accordance with the applicable financial reporting framework and in the group management report are detected with reasonable assurance. Knowledge of the business activities and the economic and legal environment of the Group and expectations as to possible misstatements are taken into account in the determination of audit procedures. The effectiveness of the accounting-related internal control system and the evidence supporting the disclosures in the consolidated financial statements and the group management report are examined primarily on a test basis within the framework of the audit. The audit includes assessing the annual financial statements of those entities included in consolidation, the determination of the entities to be included in consolidation, the accounting and consolidation principles used and significant estimates made by the Company's Managing Directors, as well as evaluating the overall presentation of the consolidated financial statements and the group management report. We believe that our audit provides a reasonable basis for our opinion. Our audit has not led to any reservations. In our opinion based on the findings of our audit, the consolidated financial statements comply with the IFRSs as adopted by the EU and the additional requirements of German commercial law pursuant to § 315a Abs. 1 HGB and give a true and fair view of the net assets, financial position and results of operations of the Group in accordance with these requirements. The group management report is consistent with the consolidated financial statements and as a whole provides a suitable view of the Group's position and suitably presents the opportunities and risks of future development. Munich, April 23, 2014 PricewaterhouseCoopers Aktiengesellschaft Wirtschaftsprüfungsgesellschaft Petra Justenhoven Wirtschaftsprüferin (German Public Auditor) Norbert Klütsch Wirtschaftsprüfer (German Public Auditor)