Annual Report 2000

Transcription

Annual Report 2000

Setting out
to new goals.
Annual Report 2000
Contents
Page
To our shareholders
2
Report by the Chief Executive Officer
3
Five-year summary
4
Segment information and employees
5
Group structure
6
Kardex Remstar companies and distributors
8
Kardex Remstar: Setting out to new goals
10
Kardex Remstar International Group (KRI)
18
– Consolidated income statement
19
– Consolidated balance sheet
20
– Consolidated cash flow statement
21
– Notes to the consolidated financial statements
22
– Report of the Group auditors
30
– Price development and dividends
31
– Evolution 1996 to 2000
32
Kardex AG, Zurich
34
– Income statement
34
– Balance sheet
35
– Notes to the financial statements
36
– Appropriation of retained earnings
37
– Report of the statutory auditors
38
Directors, officers, management and auditors
39
1
To our shareholders
The qualitative growth of Kardex Remstar
is remarkable as well, although it falls
slightly short of sales growth. On the one
The results achieved by the Kardex Remstar
hand, gross margins (ROS) are narrower in
International Group in financial 2000 reflect
the expanding projects segment, and on
the significant impact of the first-time
the other, cash flow and net income were
consolidation of AFT Automatisierungsnegatively affected by currency translation
und Fördertechnik GmbH of Schopfheim,
factors and the substantial cost of loans.
Germany, which had been acquired effecTo finance the AFT acquisition, Kardex AG
tive January 1, 2000. In its first full consuccessfully raised CHF 64.8 million in
solidation year, the AFT Group already
fresh capital in July 2000. The share and
made a higher than budgeted CHF 120
participation certificate prices trende
million contribution to sales. Not least
firmly. In financial 2000, cash flow (EBD)
because of this circumstance, the Kardex
Creed Kuenzle
picked up by 17.6% from CHF 25.5 million
Remstar Group exceeded its CHF 400 milto CHF 30.0 million. Net income rose
lion sales target by 10%. Consolidated
19.5% from CHF 20.6 million to CHF 24.6 million. The
net sales increased by 51.8% from CHF 290.6 million to
Group’s encouraging growth also makes it possible to sysCHF 441.0 million. Internal growth originating from Kardex
tematically invest in the development of Group companies,
Remstar’s core business amounted to 10%. In 2000, 52.3%
plants, and infrastructure. In Neuburg (Germany), a new facof Group sales were generated in euro countries (prior
tory is being built for the Megamat product line to better
year 54.5%). Other European countries accounted for 26.6%
handle the large output volumes. At the information tech(prior year 27.6%) and the American continent for 12.8%
nology level, an evaluation team is currently reviewing a new
(prior year 12.6%). Significant progress was made in the
enterprise resource planning concept for the entire Group.
Middle and Far East, including the Pacific Rim region: the
share of sales generated here rose from 4.5% to 8.1%.
The good results are a solid foundation for the Group’s future
development. The shareholders will benefit as well. The Board
In the course of financial 2000, the Kardex Remstar Group
of Directors of Kardex AG will propose to the General Meeting
gained momentum in various respects. Effective July 1, 2000,
the payment of a dividend of CHF 14.00 (prior year CHF 19.00,
South Korean automation and materials handling specialist
or CHF 12.66 adjusted to reflect the capital increase) per
Seo Kwang was acquired via AFT. Kardex s.r.o. was incorposhare and participation certificate. If the proposal is ratified,
rated on August 1, 2000, in Prague (Czech Republic) to handle
the payout ratio will decline by 3.8% from 49.2% in the prior
distribution there. On September 1, 2000, Kardex Remstar was
year to 45.4%.
able to take over RETIS Software AG in Jona, Switzerland.
This internationally active company is specialized in the
The number of employees has increased from 1,259 to
development of inventory management and material flow
1,714 persons, of whom 843 work in development and prosoftware.
duction and 871 in distribution and services. On behalf of our
shareholders, I would like to thank all members of our workHowever, the focus of the board and management of Kardex
force around the world for their enthusiastic dedication.
Remstar in financial 2000 was on the entrepreneurial integration of the AFT Group and the exploration of potentials. It
is already obvious that the AFT Group will have an extraordinarily beneficial influence on Kardex Remstar. Apart from the
acquisition in South Korea, AFT was also successful in China
and the USA. In China, large facilities were installed so efficiently that follow-up orders resulted again for this year.
AFT USA strengthened its know-how base with a team of
Creed Kuenzle
engineers specialized in the automotive industry; this led to
Chairman of the Board of Directors
promising projects.
Ladies and Gentlemen,
2
Kardex Remstar: Poised to be a global player
encounters with new competitors. Kardex
Remstar is taking on these new challenges
with a new organization and a number of
new executives. The management is being
rejuvenated but retains access to the valuable experience of the current generation.
Ongoing globalization, the persistent focus
on customer requirements, and the need
for productivity gains are demanding tasks
for all staff members. I wish to thank them
all for identifying with our company and for
their daily commitment.
Ladies and Gentlemen,
The integration of the AFT Group allowed
Kardex Remstar to break the mold of its
role as a niche player in dynamic storage
and retrieval logistics and to capture a
significant position in the larger materials
handling market. By pooling resources with
the AFT Group, Kardex Remstar can serve
a much broader community of customers,
continue to build its international presence,
and create a competitive edge on a global
scale based on its new competencies in
logistics engineering, project management, and technical implementation.
Richard Flury
I am especially grateful to our Chairman
Creed Kuenzle who has reached the statutory age limit and is withdrawing from the board. Creed
Kuenzle was appointed Chairman of the Board in July 1992
when Industrieholding Cham AG acquired the voting rights
majority in Kardex AG. From the very first day, he encouraged
and supported the dynamic development of the Kardex
Group. It was always one of his greatest concerns to vest the
members of the executive committee and the managers at all
levels with abundant latitude combined with clearly defined
objectives. Living up to his responsibilities as Chairman of the
Board, he took the time to carefully review the proposals of
the company’s officers with respect to internal and external
growth. He endorsed quantitative advances on the premise
that the qualitative components had to be simultaneously
safeguarded. His wealth of experience, his interest in the
prosperity of the Group, and his loyalty toward the workforce
have been highly commendable and enriching assets for
Kardex.
New market opportunities are emerging as a result of innovative products, too. In financial 2000, efforts were intensified to fill the pipeline with new products and services. Under
the Kardex, Remstar, and Megamat brands, the Group developed new hardware generations which will be launched
in 2001 and are expected to trigger ample resonance.
Experiments with latest-generation technologies were conducted at the AFT Test Center and will lead to new developments and at the same time allow the optimization of existing
products. The focus is on systems that will deliver superior
user benefit for major international customers. The materials
handling world was awed when System Schultheis AG’s newly
developed heavy-load multi tower was presented. Meanwhile,
several of these storage and retrieval systems have been
successfully implemented for long objects. Kardex Remstar’s
own software house, GSS Global Software Solutions of
Filderstadt, Germany, has developed new and powerful software modules for materials handling applications together
with RETIS Software AG of Jona, Switzerland, which was
acquired as at September 1, 2000. An e-commerce team has
developed a very comprehensive software package that will
be deployed for e-commerce solutions involving distribution
and shipping logistics.
We are delighted to welcome Michael Funk as the new
Chairman of the Board. Subject to his reelection to the board
by the General Meeting on June 6, 2000, he will assume his
new position on that date. Michael Funk has been a member
of the board since 1992, and Kardex Remstar has benefited
greatly from his know-how and experience. The Board of
Directors and the executive committee look forward to working with him.
The fact that Kardex Remstar tripled sales within only a few
years – the target for financial 2001 is about CHF 500 million
– also calls for changes at the structural and personnel
levels. The new dimension as well as the expanded and more
comprehensive offer gives Kardex Remstar a footing in new
markets such as the Far East, where sales more than doubled,
provides access to new major global customers, and leads to
Richard Flury
Chief Executive Officer
3
Five-year summary:
Comparison of key numbers
K ARDEX R EMSTAR I NTERNATIONAL G ROUP
Net revenues
1996
1997
1998
1999
2000
CHF million
CHF million
CHF million
CHF million
CHF million
187,4
226,4
261,2
290,6
441,1
Profit before taxes
20,2
22,5
25,6
28,6
29,3
Net profit
14,2
17,1
19,0
20,6
24,6
Cash flow (earnings before depreciation)
16,9
21,0
23,1
25,5
30,0
Total assets
131,8
153,8
168,2
190,7
300,6
Current assets
108,6
128,4
142,3
152,8
230,5
Non-current assets
23,2
25,4
25,9
37,9
70,1
Liabilities
63,9
77,3
90,7
105,9
181,7
Shareholders’ equity
67,9
76,5
77,5
84,8
118,9
%
%
%
%
%
Equity ratio
51.5
49.8
46.1
44.5
39.6
Return on equity
21.0
22.4
24.5
24.3
20.7
Return on sales
7.6
7.6
7.3
7.1
5.6
1996
1997
1998
1999
2000
CHF million
CHF million
CHF million
CHF million
CHF million
13,0
13,8
16,5
18,4
20,7
K ARDEX AG
Total income
Total expenses
Net profit
Total assets
Current assets
Non-current assets
Liabilities
2,4
2,0
2,3
3,2
8,6
10,6
11,8
14,2
15,2
12,1
118,2
137,5
147,3
158,3
239,7
10,5
14,1
12,1
10,6
52,2
107,7
123,4
135,2
147,7
187,5
14,6
14,0
18,7
24,1
38,7
103,6
123,5
128,6
134,2
201,0
4
Segment information and employees
S ALES
BY REGIONS
8.1% 0.2%
EURO countries*
12.8%
Rest of Europe
52.3%
North, Middle and South America
26.6%
Middle and Far East, Pacific
Other countries
*Countries participating in the EEU as of January 1, 1999.
R EVENUES
BY PRODUCT LINE
Logistic systems for industrial use
2.4%
Logistic systems for office use
1.1% 2.3%
Automation and conveying technology
14.9%
38.8%
Technical services
Software
27.8%
12.7%
Safety technology
Other products
N UMBER
OF EMPLOYEES AT YEAR - END
1996
1997
1998
1999
2000
Manufacturing
430
509
530
564
843
Holding, sales and services
487
527
630
695
871
Total
917
1 036
1 160
1 259
1 714
5
The Kardex
Remstar International
Group
D EVELOPMENT /P RODUCTION
• Kardex
VCA Pty Ltd.
Metallwerk GmbH
• fam Fördertechnik GmbH
• Megamat GmbH
• Kardex TE-CO SpA
• System Schultheis AG
• Remstar Manufacturing Company
• Bellheimer
AFT-G ROUP
Australia
Germany
Germany
Germany
Italy
Switzerland
USA
• AFT
Benelux NV
Shanghai China Office
• AFT Automatisierungs- und
Fördertechnik GmbH & Co. KG
• AFT Förderanlagen
Bautzen GmbH & Co. KG
• AFT Automation and
Conveying Systems UK, Ltd.
• AFT Automatización y Sistemas de
Transportación de México S. A. de C. V.
• Dreier Systemtechnik AG
• Seo Kwang AFT Co. Ltd.
• AFT Automation and
Conveying Systems Ltd.
• AFT
S OFTWARE
• GSS
Global Software Solutions GmbH
Global Software Solutions GmbH
• RETIS Software AG
• GSS
Finland
Germany
Switzerland
6
Belgium
China
Germany
Germany
Great Britain
Mexico
Switzerland
South Korea
USA
M ARKETING
• Kardex
AND
S ALES /S ERVICES
VCA Pty Ltd.
Organisationssysteme GmbH
• S.A. Kardex N.V.
• Kardex Systems (Cyprus) Ltd.
• Megamat Overseas Ltd.
• Kardex s.r.o.
• JKL Logistics OY
• Kardex SA
• fam Fördertechnik GmbH
• Kardex Organisationssysteme GmbH
• Megamat GmbH
• Kardex Systems (UK) Ltd.
• Megamat (UK) Ltd.
• Kardex Systems Ireland Ltd.
• Kardex
• Kardex
TE-CO SpA
Systemen B.V.
• Kardex System AS
• Kardex Sistemas S.A.
• ET Systems S.L.
• Kardex Sistemas S.A.
• Kardex Systems AG
• System Schultheis AG
• Remstar International Inc.
Australia
Austria
Belgium
Cyprus
Cyprus
Czech Republic
Finland
France
Germany
Germany
Germany
Great Britain
Great Britain
Ireland
• Kardex
D ISTRIBUTORS
7
Italy
Netherlands
Norway
Portugal
Spain
Spain
Switzerland
Switzerland
USA
DEVELOPMENT/PRODUCTION
Australia
Kardex VCA Pty Ltd.
A5 Kendall Industrial Park
Kendall St.
AU-Wodonga, VIC 3690
Tel. (61) 260 561 202, Fax (61) 260 562 422
E-Mail: [email protected]
Executive Management: N. Copeman
Germany
Bellheimer Metallwerk GmbH
Kardex-Platz
DE-76756 Bellheim/Pfalz
Tel. (49) 7272 70 90
Fax (49) 7272 71 931 / (49) 7272 70 92 49
Executive Management: D. Whelan, V. Batz
Belgium
S.A. Kardex N.V.
155, rue Saint-Denis
BE-1190 Brussels
Tel. (32) 2 340 10 80, Fax (32) 2 340 10 86
Executive Management: B. Van Nuffel
Cyprus
Africa
Greece
Middle East
Far East
India
Kardex Systems (Cyprus) Ltd.
Iris House - 8th Floor
John Kennedy St.
PO Box 53133
CY-3300 Limassol
Tel. (357) 5 58 88 81, Fax (357) 5 59 00 91
Executive Management: C. Koufaris
fam Fördertechnik GmbH
Alpenstrasse 79
DE-87700 Memmingen
Tel. (49) 8331 95 63-0, Fax (49) 8331 95 63-99
Executive Management: P. Hanka
Megamat Overseas Ltd.
Iris House - 8th Floor
John Kennedy St.
PO Box 53510
CY-3300 Limassol
Tel. (357) 5 59 01 10, Fax (357) 5 59 01 15
Executive Management: C.Koufaris
Megamat GmbH
Krumbacher Strasse 4
DE-86476 Neuburg/Kammel
Tel. (49) 8283 999 0, Fax (49) 8283 999 154
Executive Management: D. Whelan, V. Batz, K. Bader
Switzerland
USA
Czech Republic Kardex s.r.o.
Zlatnicka 7
CZ-11000 Prague
Tel. (420) 2 2481 4420, Fax (420) 2 2481 4420
Executive Management: J. Müller
System Schultheis AG
Brauereiweg 23
CH-8640 Rapperswil
Tel. (41) 55 220 64 64, Fax (41) 55 220 64 50
Executive Management: B. A. Greub
RMC International Inc.
290 Presumpscot Street
US-Portland ME 04103
Tel. (1) 207 228 1510, Fax (1) 207 228 1523
Executive Management: D. Whelan, M. Hall
Finland
JKL-Logistics OY
Kankaanperäntie 2
FI-40950 Muurame
Tel. (358) 14 443 34 42, Fax (358) 14 443 34 30
Executive Management: J. Kaiho
France
Algeria
Morocco
Kardex SA
ZA La Fontaine du Vaisseau
12 Rue Edmond Michelet
FR-93364 Neuilly-Plaisance Cedex
Tel. (33) 1 49 44 26 26, Fax (33) 1 49 44 26 29
Executive Management: C. Arzeno
SOFTWARE
Finland
GSS Global Software Solutions GmbH
Scandinavian Branch
Keskitie 21
FI-36760 Luopioinen
Tel. (358) 3 536 10 86, Fax (358) 3 536 10 84
Executive Management: Mirjami Valli
Germany
fam Fördertechnik GmbH
Alpenstrasse 79
DE-87700 Memmingen
Tel. (49) 8331 95 63-0, Fax (49) 8331 95 63-99
Executive Management: P. Hanka
Germany
Rainäckerstrasse 58
DE-70794 Filderstadt/Stuttgart
Tel. (49) 7117 79 00 10, Fax (49) 7117 79 00 50
Executive Management: W. Schall, M. Wagner
Germany
Luxembourg
Kardex Organisationssysteme GmbH
Dieselstrasse 5
DE-61476 Kronberg/Taunus
Tel. (49) 6173 60 09 0, Fax (49) 6173 60 09 70
Executive Management: D. Förster, U. Neumann
Megamat GmbH
Krumbacher Strasse 4
DE-86476 Neuburg/Kammel
Tel. (49) 8283 999 0, Fax (49) 8283 999 154
Executive Management: D. Whelan, V. Batz, K. Bader
Im Bruch 2
DE-76744 Wörth/Rhein
Tel. (49) 7271 76 07 70, Fax (49) 7271 76 07 99
Executive Management: W. Schall, M. Wagner
Switzerland
MARKETING
Australia
Austria
Great Britain
RETIS Software AG
Neuhofstrasse 5
CH-8645 Jona
Tel. (41) 55 225 44 44, Fax (41) 55 225 44 25
Executive Management: A. Affentranger
AND
SALES/SERVICES
Kardex Systems (UK) Ltd.
The High Cross Centre
Fountayne Road, Tottenham
GB-London N15 4TX
Tel. (44) 208 885 55 88, Fax (44) 208 801 98 58
Executive Management: D. J. Newman
Megamat (UK) Ltd.
29 Shenley Pavilions
Chalkdell Drive, Shenley Wood
GB-Milton Keynes, MK5 6LB
Tel. (44) 190 852 23 22, Fax (44) 190 852 23 00
Executive Management: D. J. Newman
Kardex VCA Pty Ltd.
A5 Kendall Industrial Park
Kendall St.
AU-Wodonga, VIC 3690
Tel. (61) 260 561 202, Fax (61) 260 562 422
Executive Management: N. Copeman
Ireland
Kardex Organisationssysteme GmbH
Diefenbachgasse 35/4
AT-1150 Vienna
Tel. (43) 1 895 87 48, Fax (43) 1 895 87 48 20
Executive Management: J. Müller, T. Hiebaum
8
Kardex Systems Ireland Ltd.
The Enterprise Centre
Clondalkin Industrial Estate
IE-Dublin 22
Tel. (353) 1 457 22 55, Fax (353) 1 457 15 22
Executive Management: D. J. Newman, R. Price
Italy
Kardex TE-CO SpA
Via Staffora, 6
IT-20090 Opera MI
Tel. (39) 02 57 60 33 41, Fax (39) 02 57 60 55 92
Executive Management: E. Acerbi, M. Benedetti, M. Evangelista
Japan
Makishinko Co. Ltd.
3-4-206, Tanimachi
7-Choume, Chuoku
Osaka 542-0012
Tel. (81) 667 632 101, Fax (81) 667 632 100
Netherlands
Kardex Systemen B.V.
Barwoutswaarder 13 A
NL-3449 HE Woerden
Tel. (31) 348 49 40 40, Fax (31) 348 49 40 60
Executive Management: B. IJff, Ad C. Veldhuizen
Sweden
Iceland
Skandex AB
Ranhammarsvägen 10
Box 11048
SE-161 11 Bromma
Tel. (46) 8 25 25 35, Fax (46) 8 25 34 90
Norway
Kardex System AS
Prinsensgate 6
Postboks 507 Sentrum
NO-0105 Oslo
Tel. (47) 23 31 46 70, Fax (47) 22 33 30 45
Executive Management: E. Mastad
Portugal
Singapore
Spain
Kardex Sistemas S.A. (Sucursal em Portugal)
Taguspark – Núcleo Central, 204
PT-2780-920 Oeiras
Tel. (351) 214 240 082, Fax (351) 214 240 084
Executive Management: L. Morán, P. Ribeiro
Kardex Systems (Cyprus) Ltd.
Far East Representative Office
6, Little Road
Singapore 536 984
Tel. (65) 288 90 42, Fax (65) 288 12 53
Executive Management: C. Koufaris, M. Shammas, D. Lee
ET Systems S.L.
C/Constitución, 3
ES-08960 Sant Just Desvern
Tel. (34) 93 473 67 94, Fax (34) 93 473 56 37
Executive Management: R. Holmgren
Kardex Sistemas S.A.
Parque empresarial San Fernando
Edificio Italia-Primera planta
ES-28830 Madrid
Tel. (34) 91 291 09 00, Fax (34) 91 291 09 90
Executive Management: L. Morán
Switzerland
China
Eastern Europe
Turkey
Kardex Systems AG
Chriesbaumstrasse 2
CH-8604 Volketswil
Tel. (41) 1 947 61 11, Fax (41) 1 947 61 61
Executive Management: J. Müller
System Schultheis AG
Brauereiweg 23
CH-8640 Rapperswil
Tel. (41) 55 220 64 64, Fax (41) 55 220 64 50
Executive Management: B. A. Greub
USA
Canada
Middle and
South America
Remstar International Inc.
41 Eisenhower Drive
US-Westbrook ME 04092-2032
Tel. (1) 207 854 1861, Fax (1) 207 854 1610
Executive Management: G. Gould
AFT GROUP
Headquarters:
Germany
Branches:
Belgium
AFT Automatisierungs- und Fördertechnik GmbH & Co. KG
An der Wiese 14
DE-79650 Schopfheim
Tel. (49) 7622 39 98-0, Fax (49) 7622 39 98-999
Executive Management: G. Brutschin, H. Raupp, Dr. G. Ullrich
AFT Benelux NV
Pulsebaan 48/2
BE-2242 Zandhoven
Tel. (32) 34 66 05 57, Fax (32) 34 66 05 59
Executive Management: P. Thuysbaert
Germany
AFT Förderanlagen Bautzen GmbH & Co. KG
Edisonstrasse 1
DE-02625 Bautzen
Tel. (49) 3591 37 88-0, Fax (49) 3591 37 88-10
Executive Management: U. Meloh, H.-H. Volkstorf
Great Britain
AFT Automation and Conveying Systems UK, Ltd.
Grosvenor House, Central Park
GB-Telford Shropshire, TF2 9TW
Tel. (44) 1 90 52 21 01 50, Fax (44) 1 90 52 21 01 60
Executive Management: P. Glanz
Korea
Seo Kwang AFT Co. Ltd.
3DA 404, Shihwa Ind. Complex, #1288-4
Joung Wang-Dong, Shihung-Shi
KR-Kyeonggi-Do, Korea
Tel. (82) 31 499 04 45, Fax (82) 31 498 55 06
Executive Management: G. Popet
Mexico
AFT Automatización y Sistemas de Transportación
de México S.A. de C.V.
Av. Patriotismo 889-6° Piso B, Col. Mixcoac
Deleg. Denito Juarez
MX-03910 Mexico D.F.
Switzerland
Dreier Systemtechnik AG
PO Box
CH-4253 Reinach BL 1
Tel. (41) 61 712 05 77, Fax (41) 61 712 08 78
Executive Management: E. Dreier
USA
AFT Automation and Conveying Systems Ltd.
2619 Product Drive, Suite 108 B
US-Rochester Hills, MI 48309
Tel. (1) 248 844 29 85, Fax (1) 248 844 29 93
Executive Management: A. Brombacher
DISTRIBUTORS
Denmark
Dansk Kontorteknik
Langmosevej 1
DK-9632 Moeldrup
Tel. (45) 86 69 19 78, Fax (45) 86 69 20 49
Kjeld Johansen
Kardex Representative
Söbredden 21
DK-4000 Roskilde
Tel. (45) 46 38 34 00
Fax (45) 46 38 34 78
Representation:
China
AFT Shanghai China Office
Golden Bridge Manison/RM 2403
No. 2077 Yanan Rd. (W)
CN-200355 Shanghai
Tel. (86) 21 62 19 29 71, Fax (86) 21 62 19 29 03
Executive Management: U. Pietsch
9
Our global perspective
encourages the launching
of innovative products.
The expansion in the scope of engineering, computer-controlled logistics
systems, and software to further
applications in materials handling has
imposed new challenges on the
research and development centers of
today’s Kardex Remstar Group. In
addition to new standard products,
we are developing new systems in
cooperation with our customers that
can be deployed around the world for
the cost-effective production of their
innovations. Beyond that, our product/
service mix is being continuously
verticalized and extended with the
systematic acquisition of know-how
and production capacities. The year
2000 was the year of very numerous
new starts of trend-setting products
that will lead to further profitable
growth for the Kardex marketing companies, for Megamat, in the AFT Group,
Schultheis and fam Fördertechnik, but
also for the software companies GSS
and RETIS.
New shuttle for bulk goods handling.
New multi tower for the storage and
retrieval of long and heavy goods.
New clean room systems for
retrieval of electronic components.
New Data Stack paternoster for
document management applications.
New heavy load shuttle
for tools handling.
10
New Sentinel carousel for controlled
access management.
New inductive in-floor transport system
for automobile assembly.
New Sentinel carousel
for e-commerce shipping systems.
New Stakka heavy-load lift
for the storage and retrieval
of toolblocks.
New automatic aisle trucks
for food picking applications.
New electrical overhead system
for transporting car bodies.
New transport skid for flowline
fabrication.
New shift platform
for transporting vehicles.
New horizontal carousel for warehousing
and distribution centers.
11
drives advances into
totally new markets.
Hungary
Mergers and joint ventures have been
leading to ever-bigger industrial
conglomerates which sell their
products all over the world and also
decentralize their production for
economic and political reasons. This
creates new markets for Kardex
Remstar that need to be serviced.
To keep up with the globalization of
industry, Kardex Remstar must be
prepared to render services in new
regions and ship systems to new sites.
The priority is on Eastern Europe
and the Far East as well as on North
and South America.
Malaysia
Czech Republic
China
12
South Korea
Poland
Slovenia
Argentina
India
USA
Slovakia
Mexico
Indonesia
Brazil
13
creates opportunities
with new customers.
Operating in a new dimension and with
an expanding product/service mix,
the Kardex Remstar Group can now
serve new industries, participate in
more and larger tenders, and offer
more comprehensive logistics solutions.
The ability to advise and equip major
global customers results in higherworth contracts and more prestigious
references. However, expectations and
requirements increase hand in hand
with the value of a contract. Recent
successful ventures verify that Kardex
Remstar is capable of taking on the
challenges and measuring up to the
best competitors.
14
15
defines a new organizational and management
structure.
The rate of internal and external growth
is a further reflection of the Group’s
globalization. New international markets
and new business segments call for
an appropriate organizational and
management structure. The organization
follows the strategic directions and
market trends. To create a customerdriven structure and clearly define
responsibilities, the Kardex Remstar
Group is adopting a divisional approach.
AFT, acquired effective early 2000,
is one of these divisions. The Kardex
Remstar Megamat Division was newly
created to handle storage and retrieval
logistics. To intensify market contacts,
the national companies of this business
unit are now assigned to regions.
These moves constitute a qualitative
and quantitative adaptation of internal
structures to the new challenges
imposed by economic developments
and customer expectations. In turn, this
will result in many new opportunities
for career-minded staff members.
Dr. Silvio Anesini,
CEO,
Kardex Remstar Megamat Division
Gerhard Brutschin,
CEO,
AFT-Division
David J. Newman,
Regional Manager Northern Europe,
Armin Affentranger,
General Manager,
RETIS Software AG, Jona/Switzerland
Dr. Günter Ullrich,
General Manager Distribution and
Engineering,
AFT Schopfheim/Germany
Peter Glanz,
General Manager,
AFT Great Britain
16
Georg Popet,
General Manager,
Seo Kwang AFT, South Korea
Jürg Müller,
Regional Manager Central and Eastern
Europe, Kardex Remstar Megamat Division
Laureano Morán,
Regional Manager Mediterranean,
Chris Koufaris,
Regional Manager Overseas,
Gary Gould,
Regional Manager USA, Central
and South America, Kardex
Remstar Megamat Division
Daniel Reinmann,
Product Manager,
RETIS Software AG, Jona/Switzerland
Horst-Jürgen Raupp,
General Manager Commercial
Administration,
AFT Schopfheim/Germany
Ulrich Meloh,
General Manager,
AFT Bautzen/Germany
Uwe Pietsch,
Representative,
AFT China
Philippe Thuysbaert,
General Manager,
AFT Benelux
Axel Brombacher,
General Manager,
AFT USA
17
Financial information regarding the Kardex Remstar International Group
Comments to the consolidated
financial statements
I NCOME
STATEMENT
The Kardex Remstar International Group, expanded in 2000 through the acquisition of AFT, achieved an
increase of CHF 150.5 million in net revenues, which climbed to CHF 441.1 million. This increase of 51.8
percent was accomplished by growth in former Group activities of right at 10 percent plus an increase of
some 42 percent due to newly acquired subsidiaries. Kardex logistic systems’ share in total revenues was
51.5 percent, while the product sector automation and conveying technology, reported for the first time in
2000, accounted for 27.8 percent of revenues.
The decline in the gross margin to 30.1 percent (prior year 37.6 percent) is attributable on the one hand to
the newly acquired sector automation and conveying technology, where margins are traditionally lower. On
the other hand, the extremely high utilization of capacities experienced during the fourth quarter resulted in
cost increases which could not yet be completely offset by cost optimisation.
Administrative, selling and research and development expenses showed lower increases in proportion to
revenues. As a result, the profit from operations was CHF 34.1 million, representing 7.7 percent of revenues
(prior year 10.1 percent).
The net negative financial result of CHF 4.8 million (prior year CHF –0.7 million) showed a notable increase
for the year, which was almost completely offset by the CHF 3.3 million reduction in income taxes totalling
CHF 4.6 million in 2000. The purchase of the AFT Group and other acquisitions made during the year had a
significant impact on both of these line items.
The Kardex Remstar International Group was able to increase net profit for the period by 19.5% to CHF 24.6
million. The return on sales was 5.6 percent.
B ALANCE
SHEET
The impact of the acquisitions can also be clearly seen in the balance sheet. Total assets increased by 57.7
percent to CHF 300.6 million.
Of total assets, current assets account for 77 percent (prior year 80 percent), and non-current assets for
23 percent (prior year 20 percent). The reasons for this slight shift are to be found in the components of
non-current assets. On the one hand, the fixed assets of newly acquired companies were consolidated for
the first time. On the other hand, investments were made during 2000 in several properties necessary for
operations. In addition, of total research and development expenditures of some CHF 12.5 million, some
CHF 5.5 million were capitalized and included in intangible assets.
Total liabilities increased from 55.5 percent to 60.4 percent of total assets. This change occurred largely
as a result of the financing of acquisitions made during the year. Furthermore, provisions for deferred
taxes have also increased. Shareholders’ equity accounts for 39.6 percent (prior year 44.5 percent) of
total assets, or CHF 118.9 million. The decline in the equity ratio is largely attributable to recording goodwill
directly as a reduction in consolidated reserves.
C ASH F LOW
STATEMENT
Investments of CHF 36.2 million in current assets in 2000 led to a negative cash flow for operating activities
of CHF 7.1 million. Worthy of mentioning here are the substantial levels of trade account payables at year-end
as a result of high December invoicing.
Additional cash flows were used to purchase subsidiaries (CHF 36.9 million), for additions to fixed assets and
financial assets (CHF 20.9 million), and for the distribution of dividends to shareholders (CHF 10.1 million).
The capital increase (CHF 64.8 million) as well as the increase in short-term bank debt and long-term debt
(CHF 13.3 million) were the most important sources of cash used to finance cash outflows.
18
Consolidated income statement
Note
Total revenues
Cost of goods sold and service provided
Gross profit
1, 2, 3, 4
1999
TCHF
%
2000
TCHF
%
290 616
100.0
441 056
100.0
(181 276)
62.4
(308 485)
69.9
109 340
37.6
132 571
30.1
Administrative expenses
(25 413)
8.7
(35 930)
8.2
Selling expenses
(47 969)
16.5
(55 841)
12.7
Research and development expenses
5
(7 526)
2.6
(7 182)
1.6
Other operating result, net
6
896
0.3
467
0.1
29 328
10.1
34 085
7.7
9.8
29 276
Profit from operations
Financial result, net
Profit before taxes
7
(720)
28 608
Income taxes
Net profit for the period
1, 8
(8 004)
20 604
19
(4 809)
6.6
(4 646)
7.1
24 630
5.6
Consolidated balance sheet
Note
O THER
Dec. 31, 1999
TCHF
%
Dec. 31, 2000
TCHF
%
CURRENT ASSETS
Cash and cash equivalents
1, 10
25 858
28 788
Accounts receivable, trade
1, 11
80 117
137 724
7 067
7 953
1, 12
36 843
45 807
Other current assets
Inventories
Prepaid expenses
2 870
Total current assets
152 755
Fixed assets
10 199
80
230 471
1, 13
37 287
57 324
Financial assets
14
608
7 360
Intangible assets
15
0
5 476
Total non-current assets
Total assets
L IABILITIES
77
37 895
20
70 160
23
190 650
100
300 631
100
AND SHAREHOLDERS ’ EQUITY
Current borrowings
32 215
51 187
Accounts payable, trade
15 979
38 651
20 603
33 931
22 469
28 176
Other current liabilities
Accrued liabilities and deferred revenues
16
Total current liabilities
91 266
Long-term borrowings
Other non-current liabilities
Provisions
4 507
17 686
17
4 628
1 995
1, 18
Total liabilities
Share and participation certificate capital
5 454
Consolidated reserves
10 066
88
29 747
10
105 855
56
181 692
60
79 950
31 495
19, 19a
20
50
14 589
53 300
Total liabilities and shareholders’ equity
151 945
17, 22
Total non-current liabilities
Total shareholders’ equity
48
38 989
84 795
44
118 939
40
190 650
100
300 631
100
Consolidated cash flow statement
Note
Net income for the period
Depreciation of fixed assets
13
Cash flow
Change in provisions / other non-cash items
1999
TCHF
2000
TCHF
20 604
24 630
4 941
5 417
25 545
30 047
2 141
(974)
Change in non-cash working capital – net
(10 586)
(36 150)
Cash flow from/(for) operating activities
17 100
(7 077)
Additions to fixed assets
13
(14 234)
(13 544)
Proceeds on disposal of fixed assets
13
565
653
(6 444)
(36 860)
(269)
(7 396)
(20 382)
(57 147)
3 343
9 179
358
4 094
(9 540)
(10 127)
–
64 811
Purchase of subsidiaries
Change in investments
Cash flow for investing activities
Change in short-term debt
Change in long-term debt
Dividends paid
Capital increase, including additional paid-in capital
Cash flow from/(for) financing activities
(5 839)
67 957
Change in cash and cash equivalents
(9 121)
3 733
449
(803)
Effect of foreign currency translation
(8 672)
2 930
Cash and cash equivalents at Jan. 1
34 530
25 858
(8 672)
2 930
Cash and cash equivalents at Dec. 31
25 858
28 788
In contrast to the prior year, cash and cash equivalents have been defined to include cash and current accounts, fixed-term
deposits due within three months and marketable securities held as liquid resources. Prior-year figures have been
adjusted accordingly.
21
Notes to the
consolidated financial statements
NOTE 1:
ACCOUNTING
Any goodwill arising on the acquisition of subsidiaries is recorded directly against consolidated reserves. The effects
of a hypothetical capitalization of the goodwill are presented in note 19a "Alternative treatment of goodwill”. All significant intercompany transactions and intercompany profits within the KRI Group have been eliminated in the
consolidated financial statements.
PRINCIPLES
General information
The Kardex Remstar International Group (KRI Group) comprises the direct and indirect share holdings of Kardex AG,
Zurich. The companies manufacture and/or distribute Kardex,
Remstar and other products under distribution agreements
and provide related services. Through the acquisition of the
AFT Group, Kardex has now established its position in
automation and conveying technology.
The financial statements of the individual companies included in the consolidation are based on uniform accounting standards, using the historical cost principle.
Translation of foreign currencies
The consolidated financial statements are denominated in
Swiss Francs. The functional currency of each individual
company is its respective domestic currency. The assets
and liabilities of each company are translated into Swiss
Francs using year-end exchange rates, while the income
statements are translated at the average exchange rate
for the reporting period. Differences arising from such
translations are recorded directly in shareholders’ equity.
Exchange gains and losses resulting from transactions in
non-domestic currencies, compared with the functional
currency, are recorded in the subsidiaries’ respective
income statements.
The capital of Kardex AG consists of 375 000 bearer shares
and 424 500 participation certificates. A majority of the
shares (approximately 55%) are held by Ibemo AG, Cham,
itself a wholly owned subsidiary of Industrieholding Cham AG,
Cham. The remaining bearer shares and the participation
certificates are publicly held.
All of the companies included in the consolidated financial
statements have a December 31 financial year-end. Consistent with the previous reporting period the consolidated
financial statements where prepared in accordance with
Swiss Accounting and Reporting Recommendations (ARR).
While the consolidated financial statements reflect the economical situation of the Group as a whole, the information
contained in the Kardex AG (pages 34–37) financial statements relates to the ultimate parent company alone.
Marketable securities
Marketable securities are held as liquidity reserves and are
stated at market value.
Principles of consolidation
The financial statements of Kardex AG and all subsidiary
companies are fully consolidated. All subsidiaries are directly or indirectly owned 100% by Kardex AG, with the exception of Dreier AG (80%). No minority interests are shown
in the consolidated financial statements, as such amounts
are immaterial.
Accounts receivable
Customer accounts receivable are reported at nominal
values, less an allowance as necessary for doubtful accounts. The allowance for doubtful accounts covers known
individual risks as well as a lump sum amount based on
experience.
By founding new companies and acquiring others as of the
dates indicated below, the following changes were made in
Group companies:
Manufacturing and sales companies
AFT GmbH & Co. KG, Germany
Jan. 1, 2000
Seo Kwang AFT, South Korea
July 1, 2000
Kardex s.r.o., Czech Republic
Aug. 1, 2000
RETIS Software AG, Switzerland
Sept. 1, 2000
Inventories
Inventories are stated at the lower of purchase or manufacturing cost or market value. In general, cost valuations
are based on the first-in, first-out method (FIFO) or on the
average-cost method. Unrealized gains on purchases from
affiliates are eliminated in the consolidated income statement.
Fixed assets
Fixed assets are recorded at historical purchase cost.
Depreciation is provided on a straight-line basis over the
estimated useful lives, as follows:
Kardex Logistic Systems S.A. was excluded from the consolidation as of January 1, 2000.
Companies included in the consolidated financial statements are listed in note 25. Companies acquired during the
reporting period are, in principle, consolidated as of the
effective date of change in control. The capital is consolidated in accordance with the purchase method of accounting.
Buildings
Leasehold improvements
Machinery and equipment
Office and business
equipment, motor vehicles
22
20–40 years
lease term
5–15 years
3–10 years
Fixed assets acquired under the terms of financial leases
are treated the same as fixed assets purchased outright.
They are capitalized in the respective fixed asset caption at
the present value of the contractual lease installments, and
are depreciated on a straight-line basis over their estimated
useful lives. The corresponding liabilities are classified
under short-term and long-term debt.
NOTE 2:
NET REVENUES
Sales and
service revenues
1999
TCHF
2000
TCHF
290 330
440 959
286
97
290 616
441 056
Royalty income
Maintenance and repair expenses are charged against
income. Upon the sale of fixed assets, purchase cost and
related depreciation are eliminated; corresponding losses
or gains are recorded in the income statement.
Total
NOTE 3:
SALES BY
Revenue recognition
Revenue from the sale of goods and royalty income is recognized according to the shipment date. Revenues from
maintenance agreements are deferred and credited to income on a straight-line basis over the term of the agreement.
STRATEGIC REGIONS
1999
TCHF
EURO countries*
Taxes
Income taxes based on the reported taxable income of the
individual Group companies are provided for, as well as deferred taxes. The deferred tax provisions take into consideration the impact on income taxes of differences between
tax values and Group values based on internal Group accounting principles. Deferred taxes are provided using the
applicable local tax rates. Also accrued are non-refundable
withholding taxes on the distributable retained earnings of
subsidiaries. Tax benefits resulting from tax loss carryforwards whose realization is probable are capitalized.
%
2000
TCHF
%
158 502 54.5 230 709 52.3
Rest of Europe
80 065 27.6 117 320 26.6
North, Central
and South America
36 560 12.6
56 378 12.8
Middle and Far East,
Pacific
14 327
4.9
35 666
8.1
1 162
0.4
983
0.2
Other countries
Total
290 616 100 441 056 100
* Countries participating in the EEU as of January 1, 1999
NOTE 4:
SALES BY
PRODUCT LINE
1999
TCHF
Product development costs
Development costs related to new products were capitalized
for the first time in 2000, to the extent that such costs met
the criteria for capitalization. Development costs are recorded at the actual cost of purchase or production and are
amortized over a maximum of five years.
Logistic systems
for industrial
%
Automation and
conveying technology
Employee benefits
Most employees of the KRI Group companies are covered
by public or private Group employee benefit plans. The Accounting and Reporting Recommendation (ARR) 16 was applied for the first time in 2000 to the entire Kardex Remstar
Group. The excess of fund assets over projected employee
benefit obligations resulting from this calculation was capitalized and credited to income.
%
156 970 54.0 171 023 38.8
Logistic systems for office 52 758 18.2
Warranties
Six to twelve-month warranties are normally granted on
sales. Provisions are set up for recognizable risks.
2000
TCHF
–
56 054 12.7
– 122 693 27.8
Technical services
57 513 19.8
65 688 14.9
Software
10 860
3.7
10 438
2.4
Safety technology
4 417
1.5
4 639
1.1
Other products
8 098
2.8
10 521
2.3
Total
NOTE 5:
RESEARCH
290 616 100 441 056 100
AND DEVELOPMENT EXPENSES
Total development expenses
Less development cost capitalized
Net expense
1999
TCHF
2000
TCHF
7 526
12 514
0
(5 332)
7 526
7 182
Prior to 2000, development costs were charged completely
against net income.
23
NOTE 6:
OTHER OPERATING
The average effective tax rate is 15.9% of income before
taxes, compared with 28.0% in the previous year. This
change is largely attributable to tax planning measures
taken in connection with the acquisition of the AFT Group,
as well as to the capitalization of tax loss carry-forwards.
RESULT NET
1999
TCHF
2000
TCHF
Other operating income
13 109
2 682
Other operating expenses
(12 213)
(2 215)
896
467
Total
Theoretical future tax benefits in the amount of CHF 4.6
million arising from tax loss carry-forwards of CHF 12.2
million have not been capitalized for precautionary reasons.
The amounts reported in the previous year relate primarily
to the fire which occurred in Bellheimer Metallwerk GmbH
in Germany.
NOTE 7:
FINANCIAL
NOTE 9:
OTHER INFORMATION
Cost of materials
RESULT, NET
1999
TCHF
2000
TCHF
Financial expenses
(2 765)
(5 326)
Financial income
2 082
1 527
(37)
(1 010)
(720)
(4 809)
Foreign currency exchange
differences
Total
Depreciation of fixed assets
NOTE 9a:
PERSONNEL
The line items financial expenses and financial income
include interest income and expense and the result from
marketable securities.
Current tax expense
Change in tax loss
carry-forwards capitalized
2000
TCHF
3 999
–
(2 771)
Change in deferred
income taxes
2 030
3 418
Total
8 004
4 646
2000
TCHF
119 845
211 479
4 941
5 417
EXPENSE/EMPLOYEE BENEFITS
1999
TCHF
2000
TCHF
Salaries and wages
69 586
100 643
Social security expense
15 954
16 011
5 660
2 398
91 200
119 052
Other personnel expense
Total
Expenses related to employee benefit plans were determined for the first time in 2000 according to the provisions of
ARR 16. While expenses reported in the prior year reflect
merely the required employer contributions to such plans
(included under social security expense), a net credit to
income in 2000 amounting to TCHF 2 061 (note 14a)
resulted from the initial recognition of assets in excess of
benefit obligations net of the current year provision. This
income, together with the required employer contributions,
is reported net as employee benefit expense.
NOTE 8:
INCOME TAXES
1999
TCHF
5 974
1999
TCHF
The tax expense shown in the consolidated income statement includes income taxes, capital taxes and non-refundable withholding taxes on dividends.
Deferred income taxes result primarily from timing differences between the KRI Group accounting valuations of
fixed assets, accrued charges and prepaid expenses and
the tax bases of such assets and liabilities.
1999
TCHF
2000
TCHF
Contributions made to
defined contribution plans
1 146
1 814
Contributions made to
defined benefit plans
1 633
1 140
(451)
(2 061)
2 328
893
Initial recognition of difference,
net of current expense
Total employee
benefit expense
24
NOTE 10:
CASH AND
NOTE 12:
INVENTORIES
CASH EQUIVALENTS
Dec. 31, 1999 Dec. 31, 2000
TCHF
TCHF
Cash and current bank accounts 12 520
Dec. 31, 1999 Dec. 31, 2000
TCHF
TCHF
17 486
Raw materials
12 444
11 343
Fixed-term deposits
5 762
4 622
Work in process
6 905
15 882
Marketable securities
7 576
6 680
Finished goods
12 979
11 784
25 858
28 788
4 515
6 798
36 843
45 807
Total
Spare parts
Total
Marketable securities consist of traded fixed-interest
securities denominated in Swiss Francs, Euro and US-Dollars,
investment fund units as well as shares.
NOTE 11:
ACCOUNTS
RECEIVABLE, TRADE
Dec. 31, 1999 Dec. 31, 2000
TCHF
TCHF
Accounts receivable
81 427
139 931
Allowance for doubtful accounts (1 310)
(2 207)
Accounts receivable, net
80 117
137 724
NOTE 13:
Fixed assets
Total
1999
Land and
buildings
Machinery
Equipment
motor vehicles
Other fixed
assets
Total
2000
55 599
20 264
30 172
12 766
8 088
71 290
2 537
11 765
569
1 418
54
13 806
Additions
14 234
6 297
1 289
1 821
4 137
13 544
Disposals
Movement in TCHF
Cost at Jan. 1
Additions from subsidiaries acquired
(2 267)
(343)
(704)
(957)
(98)
(2 102)
Transfers from assets under construction
–
3 670
2 277
283
(6 230)
–
Restatement
–
–
–
1 636
–
1 636
1 187
(733)
(1 633)
(503)
(344)
(3 213)
Cost at Dec. 31
71 290
40 920
31 970
16 464
5 607
94 961
Accumulated depreciation Jan. 1
30 056
5 216
18 427
7 564
2 796
34 003
Additions
4 941
(48)
3 637
1 754
74
5 417
Disposals
(1 702)
(54)
(793)
(594)
(8)
(1 449)
–
–
1 636
–
1 636
708
(380)
(1 072)
(388)
(130)
(1 970)
Accumulated depreciation at Dec. 31
34 003
4 734
20 199
9 972
2 732
37 637
Net book value at Dec. 31
37 287
36 186
11 771
6 492
2 875
57 324
907
–
–
–
–
902
103 109
51 705
53 154
11 776
Exchange differences
Restatement
Exchange differences
Net book value of leased fixed assets
Insurance value at Dec. 31
25
3 530 120 165
NOTE 14:
FINANCIAL
NOTE 16:
ACCURED
ASSETS
LIABILITIES
Dec. 31, 1999 Dec. 31, 2000
TCHF
TCHF
Dec. 31, 1999 Dec. 31, 2000
TCHF
TCHF
–
2 771
Other financial assets
608
2 528
Deferred revenues
Income taxes payable
Accrued personnel expenses
Other accrued liabilities
Total
608
7 360
Total
Employee benefit plan assets
in excess of PBO (note 14a)
Deferred tax assets
NOTE 14a:
EMPLOYEE BENEFIT
–
2 061
NOTE 17:
NON-CURRENT
PLAN ASSETS
UK
%
Discount rate
6
5.75
Expected return on plan assets
6.5
7.5
Salary progression
2.75
4.5
Benefit progression
2
2.25
Assets in excess
TCHF
Assets below
TCHF
27 378
10 145
– Plan assets at market value (29 878)
(9 706)
Projected benefit
obligations (PBO)
Plan assets
(in excess of)/below PBO
Net capitalized pension
plan assets
(2 500)
17 686
1 995
Total
9 135
19 681
2003
4 269
2004
2 274
2005
1 705
later
8 040
Total
19 681
Non-current liabilities may be broken down by currency as
follows:
Dec. 31, 1999 Dec. 31, 2000
TCHF in %
TCHF in %
2 061
Swiss Francs
ASSETS
Dec. 31, 2000
TCHF
Development costs
–
5 332
Costs of foundation and others
–
144
Total
–
5 476
LIABILITIES
Non-current liabilities are due for repayment in the following
years:
TCHF
2002
3 393
439
Dec. 31, 1999
TCHF
28 176
4 507
4 628
Prior to 2000, product development costs were charged
completely against net income.
26
1 325
14.5
4 137 21.0
0
–
90
0.5
98
1.1
0
–
Euro
7 712
84.4
15 454 78.5
Total
9 135
100
19 681 100
Australian Dollars
Cost/book value
22 469
Long-term debt
Other non-current liabilities
US Dollars
NOTE 15:
INTANGIBLE
2 251
3 528
6 154
16 243
Dec. 31, 1999 Dec. 31, 2000
TCHF
TCHF
The projected benefit obligation (PBO) under defined benefit plans was calculated based on the following actuarial
assumptions. These assumptions vary due to the various
business activities and different countries within the Group.
D
%
5 604
3 165
7 833
5 867
NOTE 18:
PROVISIONS
1999
TCHF
2000
TCHF
4 564
7 982
Warranties, guarantees
643
785
Exchange risks
146
–
–
809
Deferred taxes
Employee benefit plans
Other provisions
Total
101
490
5 454
10 066
The category «Other provisions» is composed of provisions
for unsettled transactions, litigation risks and other liabilities
which can be foreseen in the future.
NOTE 19:
CHANGES
IN SHAREHOLDER’S EQUITY
Share and participation certificate capital at December 31, 1999 consists of 375 000 bearer shares and 424 500 participation certificates with a par value of CHF 100 each. During the year 2000, both the share and participation certificate
capital were increased in the ratio of one new share or certificate to two previously issued shares or certificates, respectively.
Cost related to the capital increase where recorded directly against additional paid-in capital.
Share
capital
Capital
reserves
Retained
earnings
TCHF
Participation
certificate
capital
TCHF
TCHF
TCHF
Total
shareholders’
equity
TCHF
25 000
28 300
48 233
(24 044)
77 489
Dividends paid
(9 540)
(9 540)
Goodwill paid on acquisitions
(4 891)
(4 891)
Balance at December 31,1998
Translation differences
Balance at December 31, 1999
25 000
28 300
48 233
Capital increase
12 500
14 150
38 161
1 133
1 133
20 604
20 604
(16 738)
84 795
64 811
Dividends paid
(10 127)
(10 127)
Goodwill paid on acquisitions
(39 999)
(39 999)
Translation differences
(5 171)
(5 171)
24 630
24 630
(47 405)
118 939
Balance at December 31, 2000
37 500
42 450
27
86 394
NOTE 19a:
ALTERNATIVE
NOTE 21:
CONTINGENT
TREATMENT OF GOODWILL
Goodwill arising from acquisitions has been charged against
retained earnings. The following table shows the effect on
shareholders’ equity and on the income statement which
would arise if goodwill were to be capitalized and amortized
over the useful life.
LIABILITIES
Contingent liabilities arise from guarantees and securities
granted for the benefit of third parties.
Total
Balance sheet
Dec. 31,1999 Dec. 31,2000
TCHF
TCHF
84 795
118 939
Goodwill charged against
shareholders’ equity
33 841
73 840
118 636
192 779
(7 588)
(14 610)
Shareholders’ equity assuming
capitalization of goodwill
111 048
178 169
Gross amount
- Accumulated amortization*
Income statement
1999
TCHF
2000
TCHF
Consolidated net income
20 604
24 630
- Amortization of goodwill*
(3 074)
(7 022)
Consolidated net income
assuming capitalization
of goodwill
17 530
17 608
NOTE 21a:
DERIVATIVE
Dec. 31, 1999
TCHF
Dec. 31, 2000
TCHF
3 606
5 200
FINANCIAL INSTRUMENTS
As per Dec. 31
Par value/
contractual value
1999
2000
TCHF
TCHF
Replacement
cost
1999
2000
TCHF
TCHF
Interest
1 327
1 127
+9
(58)
Currencies
9 656
3 222
+47
(181)
The contractual value shows the volume of the underlying
forward transactions and swaps. The replacement cost
reflects the differences between the contracted values and
the market value at the balance sheet date.
NOTE 22: ASSETS
*The goodwill is amortized over a maximum period of 10 years.
PLEDGED
AS COLLATERAL FOR LIABILITIES
Land, buildings and equipment, as well as certain current
assets are pledged as collateral for bank credit lines and
mortgages payable.
NOTE 20:
LEASE AGREEMENTS
The KRI Group companies have obligations under various
long-term non-cancellable operating leases and rental
commitments amounting to CHF 16.4 million as at
December 31, 2000 (prior year CHF 15.1 million). The
future minimum lease commitments as at December 31,
2000 are as follows:
Amounts (TCHF)
Rent
Leasing
Total
2001
1 677
4 248
5 925
2002
1 428
3 279
4 707
2003
1 306
1 698
3 004
2004
912
773
1 685
2005
363
231
594
thereafter
128
372
500
5 814
10 601
16 415
Total
Dec. 31, 1999
TCHF
Dec. 31, 2000
TCHF
For current liabilities
9 243
7 495
For long-term liabilities
4 669
10 354
13 912
17 849
Total
NOTE 23:
RELATED PARTY
TRANSACTIONS
No significant related party transactions were conducted in 2000.
NOTE 24:
POST-BALANCE
SHEET EVENTS
No events have occurred since the balance sheet date
which would materially influence the financial statements or otherwise require disclosure.
28
NOTE 25:
GROUP COMPANIES
Australia
Austria
Belgium
Cyprus
Czech Republic
Finland
France
Germany
Great Britain
Ireland
Italy
Mexico
Netherlands
Norway
South Korea
Spain
Switzerland
USA
AT DECEMBER
31, 2000
Kardex VCA Pty Ltd., Wodonga
Kardex Organisationssysteme GmbH, Vienna
AFT Benelux N.V., Zandhoven
S.A. Kardex N.V., Brussels
Kardex Systems (Cyprus) Ltd., Limassol
Megamat Overseas Ltd., Limassol
Remstar Overseas Ltd., Limassol
Kardex s.r.o., Prague
JKL-Logistics OY, Muurame
Kardex SA, Neuilly-Plaisance
AFT Automatisierungs- und Fördertechnik
GmbH & Co. KG, Schopfheim
AFT Förderanlagen Bautzen GmbH & Co. KG, Bautzen
Bellheimer Metallwerk GmbH, Bellheim
fam Fördertechnik GmbH, Memmingen
GSS Global Software Solutions GmbH, Filderstadt
Kardex Deutschland GmbH, Bellheim
Kardex Megamat Beteiligungs GmbH, Neuburg
Kardex Organisationssysteme GmbH, Kronberg
Megamat GmbH, Neuburg
AFT Automation and Conveying Systems UK, Ltd.,
Telford Shropshire
Kardex Holdings Ltd., London
Kardex Systems (UK) Ltd., London
Megamat (UK) Ltd., Milton Keynes
Kardex Systems Ireland Ltd., Dublin
Kardex TE-CO SpA, Opera
AFT Automatización y Sistemas de Transportación
de México S.A. de C.V., Mexico
Kardex Europe B.V., Amsterdam
Kardex Nederland B.V., Woerden
Kardex Systemen B.V., Woerden
Trisco Systemen B.V., Amsterdam
Kardex System AS, Oslo
Seo Kwang AFT Co. Ltd., Kyeonggi-Do
ET Systems S.L., Sant Just Desvern
Kardex Sistemas S.A., Madrid
Dreier Systemtechnik AG, Reinach
Kardex AG, Zurich
Kardex Systems AG, Volketswil
Kardimo AG, Zurich
Remstar AG, Cham
RETIS Software AG, Jona
Sistemco AG, Cham
System Schultheis AG, Rapperswil
AFT Automation and Conveying Systems Ltd.,
Rochester Hills
Remstar International Inc., Westbrook
29
Holding/ Development/ Marketing
Finance Production/
Service
Software
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
Report of the group auditors
To the General Meeting of Kardex AG, Zurich
As auditors of the group, we have audited the consolidated financial statements (income statement,
balance sheet, statement of cash flows and notes/pages 19 –29) of Kardex AG for the year ended
December 31, 2000.
These consolidated financial statements are the responsibility of the board of directors. Our responsibility
is to express an opinion on these consolidated financial statements based on our audit. We confirm that we
meet the legal requirements concerning professional qualification and independence.
Our audit was conducted in accordance with auditing standards promulgated by the Swiss profession and
with the International Standards on Auditing issued by the International Federation of Accountants (IFAC),
which require that an audit be planned and performed to obtain reasonable assurance about whether the
consolidated financial statements are free from material misstatement. We have examined on a test basis
evidence supporting the amounts and disclosures in the consolidated financial statements. We have also
assessed the accounting principles used, significant estimates made and the overall consolidated financial
statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the consolidated financial statements give a true and fair view of the financial position,
the results of operations and the cash flows in accordance with the Accounting and Reporting Recommendations (ARR) and comply with Swiss law.
We recommend that the consolidated financial statements submitted to you be approved.
Zurich, March 16, 2000
Ernst & Young Ltd.
Martin Schneider
Daniela Geissbühler
Certified Accountant
(in charge of the audit)
30
Price development and dividends
1999
2000
750
700
650
600
550
500
450
400
350
300
250
Jan.
Feb. March April
Share price
May
June
July
Aug. Sept.
Oct.
Nov.
Dec.
Jan.
Feb. March April
May
June
July
Aug. Sept.
Oct.
Nov.
Dec.
Participation
certificate price
1999
2000
CHF
CHF
Par value
100.–
100.–
High/Low
500.–/360.–
748.–/395.–
Par value
100.–
100.–
High/Low
460.–/350.–
735.–/359.–
B EARER
SHARE
P ARTICIPATION
D ATA
(195 748)
CERTIFICATE
(195 751)
PER EQUITY CERTIFICATE
Net profit per share/participation certificate
38.66
30.81
Cash flow per share/participation certificate (earnings before depreciation)
47.93
37.58
Gross dividend per share/participation certificate (proposed by the board)
19.–
14.–
Dividend rate
49.2%
45.4%
31
Evolution 1996 to 2000
D IVIDEND
CHF
20
PAYMENT AND DIVIDEND RATIO
1996
TO
2000
16.00
17.00
18.00
19.00
14.00
52.8%
52.8%
50.6%
49.2%
45.4%
96
97
98
99
00
16
12
8
4
0
D EVELOPMENT
CHF million
500
OF SALES
1996
TO
2000
187.4
226.4
261.2
290. 6
441.1
96
97
98
99
00
400
300
200
100
0
P RE - TAX
AND AFTER - TAX PROFIT
CHF million 20.2
30
TO
2000
25.6
22.5
14.2
25
1996
19.0
17.1
29.3
28.6
20.6
24.6
20
15
10
5
0
96
Pre-tax profit
97
98
After-tax profit
32
99
00
C ASH
FLOW
CHF million
30
(E ARNINGS
BEFORE DEPRECIATION )
1996
TO
2000
16.9
21.0
23.1
25.5
30.0
96
97
98
99
00
20
0
E ARNINGS
%
10
TO SALES RATIO
1996
TO
2000
7.6
7.6
7.3
7.1
5.6
96
97
98
99
00
8
6
4
2
0
T OTAL
ASSETS
1996
TO
2000
CHF million
300
250
200
150
100
50
0
E QUITY
153.8
168.2
190.7
96
97
98
99
00
RATIO
CHF million
120
300.6
131.8
1996
TO
2000
67.9
76.5
77.5
84.8
118.9
51.5%
49.8%
46.1%
44.5%
39.6%
96
97
98
99
00
90
60
30
0
33
Financial information regarding Kardex AG, Zurich
Income statement
1999
TCHF
2000
TCHF
14 786
15 964
3 558
4 742
Income
Dividend and other income from subsidiaries
Financial income
Other income
Total income
31
–
18 375
20 706
Expenses
Administrative expenses
Financial expenses
Taxes
Total expenses
34
(2 418)
(2 791)
(367)
(5 497)
(424)
(301)
(3 209)
(8 589)
15 166
12 117
Balance sheet
Dec. 31, 1999
TCHF
Dec. 31, 2000
TCHF
A SSETS
Cash and cash equivalents
1 443
807
Short-term investments
7 009
6 615
Receivables from Group companies
1 543
43 060
256
770
Other current assets
Prepaid expenses
348
906
Total current assets
10 599
52 158
Advances to Group companies
63 884
77 186
Investments in subsidiaries
83 772
110 354
Total non-current assets
147 656
187 540
Total assets
158 255
239 698
6 635
20 156
108
1 241
L IABILITIES
AND SHAREHOLDERS ’ EQUITY
Bank overdrafts
Payables to Group companies
Other liabilities
Accrued liabilities
Long-term liabilities
731
3 982
1 088
1 325
3 500
–
Provision for investments
12 000
12 000
Total liabilities
24 062
38 704
Common share capital
25 000
37 500
Participation certificate capital
28 300
42 450
General legal reserve
49 235
87 396
Free reserve
12 000
16 000
Balance brought forward
4 492
15 166
5 531
12 117
Total shareholders’ equity
134 193
200 994
Total liabilities and shareholders’ equity
158 255
239 698
35
Notes to the financial statements
A CCOUNTING
PRINCIPLES
The Kardex AG financial statements are prepared in compliance with Swiss Corporate Law. The related earnings reported
in these financial statements provide the basis for the decision regarding the distribution of earnings to be made during
the general meeting of shareholders.
C ONTINGENT
Dec. 31, 1999
TCHF
Dec. 31, 2000
TCHF
9 207
27 877
Share
capital
Percent ownership
Dec. 31, 1999
%
Percent ownership
Dec. 31, 2000
%
174 415
100
100
LIABILITIES
Contingent liabilities
in favour of subsidiaries and third parties
Country
I NVESTMENTS
Kardex Organisationssysteme GmbH, Vienna AT
EUR
Kardex VCA Pty Ltd., Wodonga
AU
AUD
200 000
100
100
S.A. Kardex N.V., Brussels
BE
EUR
348 736
100
100
Kardex Systems AG, Volketswil
CH
CHF 1 000 000
100
100
Kardimo AG, Zurich
CH
CHF
500 000
100
100
Remstar AG, Cham
CH
CHF
300 000
100
100
RETIS Software AG, Jona
CH
CHF
330 000
–
100
Sistemco AG, Cham*
CH
CHF 1 000 000
100
100
System Schultheis AG, Rapperswil
CH
CHF
500 000
100
100
Kardex Systems (Cyprus) Ltd., Limassol
CY
CYP
245 000
100
100
Megamat Overseas Ltd., Limassol
CY
CYP
10 000
100
100
Remstar Overseas Ltd., Limassol
CY
CYP
1 500
100
100
Kardex s.r.o., Prague
CZ
CSK
500 000
–
100
Kardex Deutschland GmbH, Bellheim
DE
EUR
511 292
100
100
ET Systems S.L., Sant Just Desvern
ES
EUR
3 005
100
100
Kardex Sistemas S.A., Madrid
ES
EUR
300 506
100
100
JKL-Logistics OY, Muurame
FI
EUR
134 550
100
100
Kardex S.A., Neuilly-Plaisance
FR
EUR
762 245
100
100
Kardex Holdings Ltd., London
GB
GBP 1 828 000
100
100
Megamat (UK) Ltd., Milton Keynes
GB
GBP
1 000
100
100
Kardex Systems Ireland Ltd., Dublin
IE
EUR
1 270
100
100
Kardex TE-CO SpA, Opera
IT
EUR
309 874
100
100
Kardex Nederland B.V., Woerden
NL
EUR
90 756
100
100
Kardex System AS, Oslo
NO
NOK
900 000
100
100
Remstar International Inc., Westbrook
US
USD 2 050 000
100
100
* Change of principal place of business in 2000
36
T REASURY
SHARES
Transaction price
per share in CHF
377.00
464.65
Balance at Jan. 1, 1999
Disposals 1999
Balance at Dec. 31, 1999
Balance at Jan. 1, 2000
Additions 2000
Disposals 2000
Balance at Dec. 31, 2000
329.68
672.93
D ETAILS
OF SHAREHOLDERS AS REQUIRED UNDER ARTICLE
AS OF DECEMBER 31, 2000
Number of
bearer stock
3 000
(3 000)
0
0
164
(164)
0
Value
TCHF
1 131
1 394
–
–
54
110
–
663 C CO
(Shareholders with more than 5% of voting rights)
Of the CHF 37.5 million share capital, CHF 20.5 million (54.8%) is owned by Ibemo AG, Cham, a subsidiary company
of Industrieholding Cham AG, Cham.
Disposal of available earnings
Proposal of the Board of Directors
Dec. 31, 1999
TCHF
Dec. 31, 2000
TCHF
Balance brought forward
Available earnings
4 492
5 531
15 166
12 117
19 658
17 648
Dividends
– Bearer shares
– Participation certificates
Allocation to free reserve
Balance carried forward to the new period
(4 750)
(5 377)
(4 000)
(5 250)
(5 943)
(2 000)
5 531
4 455
Subject to the approval of the General Meeting of the Shareholders,
the dividend per common share and per participation certificate
is CHF 14.– gross. After deduction of the Swiss federal
withholding tax of 35% the net amount is
The dividend payment may be claimed on presentation of
coupon no. 17 (Starting on June 11, 2001)
37
CHF 9.10
Report of the statutory auditors
To the General Meeting of Kardex AG, Zurich
As statutory auditors, we have audited the accounting records and the financial statements (income statement, balance sheet and notes /pages 34–37) of Kardex AG for the year ended December 31, 2000.
These financial statements are the responsibility of the board of directors. Our responsibility is to express
an opinion on these financial statements based on our audit. We confirm that we meet the legal requirements concerning professional qualification and independence.
Our audit was conducted in accordance with auditing standards promulgated by the Swiss profession, which
require that an audit be planned and performed to obtain reasonable assurance about whether the financial
statements are free from material misstatement. We have examined on a test basis evidence supporting
the amounts and disclosures in the financial statements. We have also assessed the accounting principles
used, significant estimates made and the overall financial statement presentation. We believe that our
audit provides a reasonable basis for our opinion.
In our opinion, the accounting records and financial statements and the proposed appropriation of available
earnings comply with Swiss law and the company’s articles of incorporation.
We recommend that the financial statements submitted to you be approved.
Zurich, March 16, 2001
Ernst & Young Ltd.
Martin Schneider
Daniela Geissbühler
(in charge of the audit)
38
Directors, Officers, Management and Auditors
of Kardex Remstar International Group
B OARD
K ARDEX AG
T ERM
Creed Kuenzle
Chairman (Term expiring with 2001 General Meeting)
2001
Richard Flury
Vice Chairman and Chief Executive Officer
2001
Michael Funk
Member
2001
Dr. Peter Isler
Member
2002
Ernst Meiss
Member
2002
Heinrich C. Spoerry
Member
2001
OF
D IRECTORS
OF
G ROUP M ANAGEMENT
Richard Flury
Dr. Georges Pasche
Chief Financial Officer
Dr. Silvio Anesini
CEO Kardex Remstar Megamat Division
Gerhard Brutschin
CEO AFT Division
K ARDEX R EMSTAR M EGAMAT D IVISION
Dr. Silvio Anesini
David Whelan
Production
Volker Batz
Finance Production
Adrian Siegler
Technical Services
Wolfgang Schall
Software
Jürg Müller
Central and Eastern Europe
Laureano Morán
Latin Europe
David Newman
Northern Europe
Gary Gould
USA, Central and South America
Chris Koufaris
Overseas
AFT D IVISION
Gerhard Brutschin
Dr. Günter Ullrich
Distribution and Engineering
Horst-Jürgen Raupp
Administration and Finance
A UDITORS
Ernst & Young Ltd.
Zurich (CH)
39
OF OFFICE
Kardex AG
Bellerivestrasse 3
CH-8008 Zurich
Telephone 01 431 99 62
Telefax 01 432 46 50
www.kri-group.com

Annual Report 2000

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