Annual Report 2012
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Annual Report 2012 [ LIVING OUR VALUES] CONTENTS 08 THE MANAGEMENT BOARD 14 SPECIAL: Living our Values 30 REPORT OF THE SUPERVISORY BOARD 36 THE HOMAG GROUP AG SHARE 41 CONSOLIDATED FINANCIAL STATEMENTS 181 ANNUAL FINANCIAL STATEMENTS (AG)* 210 FURTHER INFORMATION 217 HOMAG GROUP STRUCTURE * Parent company Key Group Figures 2012 2011 2010 2009 Total sales revenue EUR million 767.0 798.7 717.7 524.1 Sales revenue Germany EUR million 205.2 194.3 156.0 137.6 Sales revenue other EU countries EUR million 238.1 235.4 255.9 204.3 Sales revenue other European countries EUR million 103.1 154.7 91.8 53.6 Sales revenue North America EUR million 67.6 53.9 37.2 22.7 Sales revenue Central/South America EUR million 35.7 34.0 41.3 22.5 Sales revenue Asia/Pacific EUR million 114.0 124.0 132.5 78.5 Sales revenue Africa EUR million 3.3 2.4 3.0 4.9 operative EBITDA 1) 2) EUR million 71.0 70.5 65.1 15.6 operative EBITDA 1) 2) as % of sales revenue 9.3 8.8 9.1 3.0 EBIT 1) EUR million 38.4 20.8 32.0 -22.6 EBIT 1) as % of sales revenue 5.0 2.6 4.5 -4.3 EBT EUR million 24.3 6.4 14.4 -29.8 EBT as % of sales revenue 3.2 0.8 2.0 -5.7 Net profit/loss - before non-controlling interests EUR million 12.2 -3.3 8.1 -22.1 - after non-controlling interests EUR million 12.7 -4.7 6.7 -20.7 Earnings per share 3) EUR 0.81 -0.30 0.43 -1.32 ROCE 4) after taxes as % 10.4 10.5 8.6 -2.3 HVA 5) as % 0.8 0.9 -1.0 -11.2 Free cash flow 6) EUR million -2.8 9.3 42.2 -0.7 Equity as of the reporting date EUR million 165.8 161.7 170.0 157.2 Equity ratio as % 30.6 29.0 29.8 30.3 Net liabilities to banks EUR million 89.5 80.9 55.8 94.6 Net debt to EBITDA ratio 7) 1.3 1.1 0.9 6.1 Investments/capitalized intangible assets 8) EUR million 19.2 18.2 14.3 15.1 Investments in property, plant and equipment 8) EUR million 17.7 15.6 8.7 13.4 Amortization of intangible assets 8) EUR million 11.7 13.3 10.6 7.1 Depreciation of property, plant and equipment 8) EUR million 13.8 15.7 14.3 15.4 Employees annual average 5,075 5,110 4,981 5,158 thereof trainees annual average 343 368 388 387 Order intake accumulated 9) EUR million 575.8 574.8 541.0 413.0 Order backlog as of the reporting date 9) EUR million 179.7 158.6 149.3 171.0 1) Before taking into account employee profit participation 2) Before restructuring/non-recurring expenses 3) Net profit/loss after non-controlling interests, based on 15,668,000 shares 4) (Adjusted EBIT 1) 2) x 70%)/capital employed (non-current assets + net working capital) (assumed tax rate of 30%) 5) ROCE after taxes less weighted average cost of capital 6) Cash flow from operating activities plus cash flow from investing activities 7) Net liabilities to banks/operative EBITDA (before employee profit participation and before restructuring/non-recurring expenses) 8) Excluding leases 9) Order intake and order backlog only contain own machines without merchandise, spare parts and services SALES REVENUE BY REGION 2012 SALES REVENUE EUR million EUR million Other European countries 103.1 North America 67.6 Central/South America 35.7 2012 767.0 2011 798.7 Asia/Pacific 114.0 2010 717.7 Africa 3.3 2009 524.1 Germany 205.2 Other EU countries 238.1 operative EBITDA 1) NET PROFIT/LOSS (before non-controlling interests) EUR million EUR million 2012 71.0 2012 12.2 2011 70.5 2011 -3.3 2010 65.1 2010 8.1 2009 15.6 2009 -22.1 ORDER INTAKE 2) ORDER BACKLOG 2) EUR million EUR million 2012 575.8 2012 179.7 2011 574.8 2011 158.6 2010 541.0 2010 149.3 2009 413.0 2009 171.0 1) Before taking into account employee profit participation and before restructuring/non-recurring expenses 2) Order intake and order backlog only contain own machines without merchandise, spare parts and services Values for Sustainable Success The high-tech machines and production lines of the HOMAG Group manufacture the modern worlds we live and work in every day. With them, our customers produce home and office furniture, kitchens, parquet and laminate flooring, windows, doors, stairs or even complete wooden house construction systems. With an estimated global market share of 28 percent and some 5,000 employees, we are the world’s leading manufacturer of wood processing machines. We achieved this position also thanks to our clear values that we have demonstrated for more than 50 years. Our reliability and our acting in a responsible manner ensure sustainable success. Our great innovative power and our strategy for the long term are additional success factors. The offering for our customers ranges from stand-alone machines for cabinet shops to complete production lines for highly industrialized series production or even highly flexible production lines for the manufacture of individual furniture items. Add to this a comprehensive service offering that is perfectly tailored to our high-performance machines and production lines. We sell these products in over 90 countries and are represented in all key and growing regions with local production facilities as well as sales and service companies. HOMAG Group AG Annual Report 2012 Contents THE MANAGEMENT REPORT OF THE THE HOMAG GROUP AG CONSOLIDATED BOARD SUPERVISORY BOARD SHARE FINANCIAL STATEMENTS 08 Message from the 30 Personnel Changes 36 Development of 41 Combined Management Board Stock Markets Management Report 31 Significant Matters on the Agenda 37 The HOMAG Share 41 Business Environment in 2012 and Conditions 33 Work Performed by the Supervisory 37 Development at the 41 Group Structure and Management System Board’s Committees Beginning of 2013 43 Economy and 34 Separate and 37 Annual General Market Consolidated Financial Meeting and Dividend 44 Business Development 47 Employees Statements 2012 38 Communication with 49 Sustainability the Capital Market 51 Research and Development 54 Changes in Company Boards 54 Disclosures Pursuant to Sec. 289 (4) and to Sec. 315 (4) HGB CONTENTS 06 07 FINANCIAL FURTHER STATEMENTS (AG)* INFORMATION 57 Declaration of 90 Consolidated 181 Financial 210 Glossary Compliance (incl. Financial Statements Statements (AG)* Corporate Governance 216 Financial Calendar 90 Consolidated Income 181 Income Statement Report) Statement 58 Corporate Governance 182 Balance Sheet 216 Contact and at HOMAG Group 92 Consolidated Statement Disclaimer 60 Management and of Financial Position 184 Notes to the Financial Control Structure Statements (AG)* 217 Group Structure 64 Remuneration Report 94 Consolidated Cash Flow Statement 70 Results of Operations, 206 Declaration of the Net Assets and 96 Consolidated Statement Legal Representatives Financial Position of of Changes in Equity (AG)* the HOMAG Group 98 Notes to the 207 Audit Opinion on the 70 Results of Operations Consolidated Annual Financial 73 Net Assets and Financial Position Financial Statements Statements (AG)* 75 Capital Expenditures, Amortization and 177 Declaration of the Depreciation Legal Representatives 76 Overall Statement on (Group) the Economic Situation 178 Audit Opinion on the 76 Results of Operations, Consolidated Net Assets and Financial Statements Financial Position of (Group) the HOMAG Group AG* 77 Results of Operations 78 Net Assets and Financial Position 78 Subsequent Events 79 Risk and Opportunities Report * Parent Company 86 Forecast Report HOMAG Group AG Annual Report 2012 Dr. Markus Flik Harald Becker-Ehmck BORN 1960 BORN 1968 CEO, Corporate Development, CTO Head of Production, Materials Management, Joined the Company in 2011 Quality Management, Affiliates Joined the Company in July 2012 Ladies and Gentlemen, Dear shareholders, > We at the HOMAG Group met all our goals, fulfilled or exceeded our forecasts and improved our profitability in fiscal 2012. We were able to achieve this in spite of the difficult economic environment and the general downward trend in customers’ propensity to invest on account of the persisting uncertainty in the financial markets. In this way we were able to keep order intake at the good level of the prior year and outperformed our relevant market. Adjusted for the special effect from the large-scale project for the customer Mekran, we saw a slight rise in sales revenue compared to 2011. As announced, we strengthened our earning power in 2012. Here our measures to enhance efficiency are taking effect. These include the HOMAG Group Action Program and in particular the restructuring of three companies, where we have made good progress with the implementation phase. For instance, we agreed a reconciliation of interests and a redundancy plan at each of the subsidiaries concerned and we plan to conclude the restructuring in the first half of 2013. We were able to increase all key earnings figures and improved our position significantly in some cases in the past fiscal year. We thus achieved a slight increase in operative EBITDA compared to the prior year and the operative EBITDA margin rose from 8.8 to 9.3 percent. Earnings before taxes after employee profit participation expenses and after extraordinary expenses improved considerably from EUR 6.4 million to EUR 24.3 million. In this context, the prior-year figure mainly stemmed from high extraordinary expenses in relation to the restructuring.