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Annual Report 2020

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Annual Report 2020 ANNUAL REPORT Consolidated financial statements for the financial year from January 1 to December 31, 2020 KEY FIGURES KEY FIGURES 1/1 - 12/31/2020 1/1 - 12/31/2019 Change Consolidated revenues 1,2 in mEUR 3,150.5 2,932.9 7% Consolidated revenues (annualized) 1,2 in mEUR 3,415.8 3,131.6 9% EBITDA 1,2 in mEUR 361.5 80.3 >100% Consolidated profit/loss1 in mEUR 121.6 18.3 >100% Earnings per share basic 1,2 in EUR 1.33 -3.79 >100% diluted 1,2 in EUR 1.31 -3.43 >100% Cash flows from operating activities1 in mEUR 227.5 -76.2 >100% Cash flows from investing activities 1 in mEUR -33.1 204.6 < -100% Free cash flow1 in mEUR 194.4 128.4 51% 12/31/2020 12/31/2019 Change Assets in mEUR 2,307.9 2,541.5 -9% of which cash and cash equivalents in mEUR 422.9 435.7 -3% Liabilities in mEUR 1,815.9 2,113.4 -14% of which financial liabilities in mEUR 386.7 468.9 -18% Equity 3 in mEUR 492.0 428.1 15% Equity ratio 3 in % 21.3 16.8 27% Employees at the reporting date 12,059 13,486 -11% 1 The prior-year consolidated statement of comprehensive income and the consolidated statement of cash flows were adjusted for com- parison purposes according to the provisions set forth under IFRS 5. 2 From continued operations. 3 Including non-controlling interests. Home 2 I AURELIUS ANNUAL REPORT CONTENT CONTENT TO OUR SHAREHOLDERS 04 LETTER TO SHAREHOLDERS 07 BOARD OF DIRECTORS - MANAGING DIRECTORS 08 BOARD OF DIRECTORS - NON-MANAGING DIRECTORS 10 REPORT OF THE SUPERVISORY BOARD 15 SUPERVISORY BOARD 17 THE AURELIUS SHARE 20 ESG HIGHLIGHTS COMBINED MANAGEMENT REPORT AND GROUP MANAGEMENT REPORT OF AURELIUS EQUITY OPPORTUNITIES SE & Co. KGaA AT DECEMBER 31, 2020 28 COMBINED MANAGEMENT REPORT AND GROUP MANAGEMENT REPORT OF AURELIUS EQUITY OPPORTUNITIES SE & CO. KGaA AT DECEMBER 31, 2020 32 ECONOMIC REPORT 81 NET ASSET VALUE OF THE GROUP COMPANIES 83 FORECAST REPORT 85 REPORT ON RISKS AND OPPORTUNITIES CONSOLIDATED FINANCIAL STATEMENT 96 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 98 CONSOLIDATED STATEMENT OF FINANCIAL POSITIONS 100 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 102 CONSOLIDATED STATEMENT OF CASH FLOWS 104 KEY ABBREVIATIONS 110 BASIC PRINCIPLES APPLIED IN PREPARING THE ­­FINANCIAL STATEMENTS 255 INDEPENDENT AUDITOR’S REPORT 260 IMPRINT/CONTACT AURELIUS ANNUAL REPORT I 3 LETTER TO SHAREHOLDERS LETTER TO SHAREHOLDERS Dear shareholders, employees and friends of our company, Last year was doubtlessly one of the most challenging years for the economy in recent history. Perennial issues like climate change, trade disputes, territorial conflicts, Brexit, the scarcity of skilled workers and digitalization were unexpectedly joined by another issue: the coronavirus. The virus that first emerged in China at the begin- ning of the year spread across the entire world over the course of the year and quickly became a dominant issue. The measures implemented by the governments of numerous countries to restrict social interaction led to strict and in some cases repeated lockdowns in many places. Economic activity was massively impacted by the com- plete shutdown of entire systems. The business models of certain sectors such as hotels and restaurants and retail stores were eviscerated practically overnight. The IMF estimates that the global economy contracted by around 3.5 percent last year. The AURELIUS Group was not completely immune to the repercussions of this crisis. But thanks to our almost fifteen years of experience in the management and turnaround of companies in exceptional and crisis situations, we managed to keep AURELIUS and its portfolio companies on a good course. The adverse impacts of the crisis were considerably attenuated by quick and flexible responses to the new circumstances, such as the shutdown of production, the build-up of additional inventories, stringent cost savings programs and/or the imposition of short-time work. At the same time, we successfully identified and seized the opportunities arising in this highly uncertain environment in the past financial year. In financial year2020 , we generated earnings before interest, taxes, depreciation and amortization (EBITDA) of EUR 361.5 million. In addition to the companies that have long been part of our portfolio, those companies that were acquired only in the last few years, such as VAG, Rivus Fleet Solutions or Zentia (formerly: Armstrong Ceiling Solutions), contributed to the positive development of operating earnings. And those portfolio companies that were able to benefit from the changed operating conditions and consumer behavior, such as the Conaxess Trade Group, a distributor of fast-moving consumer goods, Ideal Shopping Direct, a British home shopping provider, and the Danish DIY chain Sylvan posted highly satisfactory operating results. Several exit transactions contributed EUR 78.7 million to the Group’s total EBITDA in the 2020 financial year. The lion’s share of these proceeds was generated on the sale of GHOTEL Group to the Cologne-based Art-Invest Real Estate Group in February 2020. Bargain purchase gains of EUR 292.2 million were generated on company acquisitions in the past financial year. Even after fully redeeming the convertible bond in the amount of EUR 103.1 million in December 2020, AURELIUS had a comfortable liquidity cushion of EUR 422.9 million at the end of financial year 2020. After the dividend was suspended in 2020 due to the coronavirus, we want our shareholders to share in the company’s success this year with a dividend of EUR 1.00 per share. We will present the dividend proposal at the annual general meeting to be held virtually on May 18, 2021. Despite the special challenges presented by the coronavirus pandemic, we strengthened the AURELIUS portfolio by acquiring promising new companies in the 2020 financial year. The six new companies acquired in 2020 are Distrelec (online distributor) / Nedis (wholesaler of electronics products), Zentia (formerly: Armstrong Ceiling Solutions, producer of mineral fiber ceiling tiles and grid systems), ConverterTec (formerly: Woodward Renewable Power Systems, manufacturer of converters for the wind power industry) / SEG Electronics (formerly: Woodward Power Distribution, developer and producer of protective relays), GKN Wheels & Structures (manufacturer of Home 4 I AURELIUS ANNUAL REPORT LETTER TO SHAREHOLDERS off-highway wheels), Pullman Fleet Solutions (commercial vehicle fleet operator), and ZIM Flugsitz (manufacturer of economy and premium economy aircraft seats). In early October, the management of AURELIUS resolved to implement three key measures to improve efficiency and transparency. In the middle of November 2020, the formerly dualistically structured AURELIUS Management SE was converted to a monistic management structure under a newly formed Board of Directors according to the Anglo-Saxon model. All members of the Executive Board and Supervisory Board are united within the Board of Directors of AURELIUS Management SE under the chairmanship of Dr. Dirk Markus. The Board of Directors man- ages the company, defines the fundamental guidelines of its activity and oversees the implementation of those guidelines. Matthias Täubl was appointed as CEO and Managing Director and Fritz Seemann as Managing Direc- tor of AURELIUS SE. To enhance transparency, portfolio revenues and earnings will be reported in greater detail, broken out by different clusters, in the future. Moreover, a new compensation principle has been introduced: Members of the Board of Directors will no longer be granted virtual carried-interest sub-interest bonuses in future contracts. Instead, they will invest their own money in newly acquired companies in the form of co-invest- ments. In addition, they will be granted stock options based on the appreciation of the company’s share price in order to align their interests even more with those of shareholders. We continue to work on enhancing the trans- parency of our activities and will initiate new measures to this end in the current year. We continue to grapple with the effects of the coronavirus in the current year. Although epidemiologists and government officials are worried about new waves of infection and virus mutations, the approval of more and more vaccines is nurturing hope for the growing normalization of the situation in the further course of the year. The IMF expects that the worldwide launch of vaccination campaigns will give people confidence and predicts that the global economy will expand at a rate of approximately 5.5 percent this year. We too are looking to the future with optimism. The market for M&A transactions stands to benefit from the tremendous economic upheaval. More companies in exceptional situations will come into the market. We will analyze these market opportunities very carefully and take advantage of opportunities as they arise. We are strongly positioned financially and operationally and are therefore well equipped to generate further profitable growth from a position of strength. In order to take part in larger company transactions in the future, we are exploring the option of participating in co-investment funds to supplement our financing strategy. This approach is meant to bring additional groups of investors into the fold of the AURELIUS Group. The first acquisition in this regard was announced on March 17, 2021 with the takeover of all shares in the European consumer battery divisions (Panasonic Consumer Energy) from Panasonic Europe B.V. It was with profound sorrow that we announced the passing of our longtime colleague and companion Steffen Schiefer in September 2020. Steffen Schiefer had worked for the AURELIUS Group first as Director Finance since mid-2008 and then as CFO since mid-2012. He made a crucial contribution to the success of our company with his unwavering personal commitment. He deserves our heartfelt gratitude for this. In challenging times like these, the support given to the management by our employees and by you, our share- holders, is vital to the company’s success.
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