Sartorius Stedim Biotech Universal Registration Document 2020 4
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Sartorius Stedim Biotech Key Figures All figures are given in millions of € according 2020 Δ in % 20197 2018 2017 2016 to the IFRS, unless otherwise specified Order intake, sales revenue and earnings Order intake 2,381.0 54.3 1,543.5 1,307.3 1,162.3 1,080.8 Sales revenue 1,910.1 32.6 1,440.6 1,212.2 1,081.0 1,051.6 Underlying EBITDA1, 2 604.7 43.5 421.5 342.4 294.9 288.7 Underlying EBITDA1, 2 as % of sales revenue 31.7 2.4 pp 29.3 28.2 27.3 27.5 Net profit after non-controlling interest 357.8 52.6 234.5 208.1 161.1 153.7 Underlying net profit1 after non-controlling interest2 383.8 45.9 263.0 219.3 180.4 176.6 Research and development costs 84.5 6.6 79.2 60.6 53.2 47.5 Financial data per share Earnings per share (in €) 3.88 52.6 2.54 2.26 1.75 1.67 Earnings per share (in €)1, 3 4.16 45.9 2.85 2.38 1.96 1.92 Dividend per share (in €) 0.684 100.0 0.34 0.57 0.46 0.42 Balance sheet Balance sheet total 3,069.3 66.3 1,845.4 1,571.5 1,403.9 1,195.8 Equity 1,482.9 24.7 1,188.9 1,044.9 879.5 763.6 Equity ratio (in %) 48.3 -16.1 pp 64.4 66.5 62.6 63.9 Financials Capital expenditures as % of sales revenue 8.3 -1.1 pp 9.4 14.6 12.6 7.6 Depreciation and amortization 100.9 38.5 72.8 60.9 50.6 44.7 Cash flow from operating activities 416.9 34.4 310.1 227.3 174.7 156.7 Net debt5 527.0 377.2 110.4 125.7 127.1 67.6 Ratio of net debt to underlying EBITDA1, 2, 6 0.8 0.5 pp 0.3 0.4 0.4 0.2 Total number of employees as of December 31 7,566 21.6 6,223 5,637 5,092 4,725 1 Adjusted for extraordinary items 2 For more information on EBITDA, net profit and the underlying presentation, please refer to the Group Business Development chapter and to the Glossary. 3 Adjusted for extraordinary items, non-cash amortization acc. to IFRS 3 and fair value adjustments of hedging instruments, as well as the corresponding tax effects for each of these items. 4 Amount suggested by the Board of Directors (Conseil d’administration) and subject to approval by the Annual General Shareholders’ Meeting. 5 Net debt excludes the liability for the remaining purchase price for acquisitions; 2020: €305.3 million euros, 2019: €72.5 million euros, 2018: €8.7 million euros, 2017: €46.5 million euros, 2016: €49.6 million euros 6 EBITDA includes underlying pro forma EBITDA of acquisitions completed in 2020 7 The figures for the reporting period 2019 were restated due to the finalization of the purchase price allocation for the acquisition of Biological Industries. Sartorius Stedim Biotech Share in Comparison to the CAC Large 60 (indexed) 700 600 500 400 300 200 100 0 2016 Sartorius Stedim Biotech CAC Large 60 2020 S i t e s i n m o r e t h a n 2 5 c o u n t r i e s , 25+ headquartered in Aubagne France >7,500 Employees ~16% Sales CAGR 2011-2020 Sales share with life ~90% science customers Change in underlying +10.8pp EBITDA margin 2011-2020 Sartorius Stedim Biotech S.A. market capitalization; listed on ~€26.8bn the CAC Large 60 Sales growth in constant currencies; underlying = excluding extraordinary items Strong Presence in All Major Biopharma Markets 17%35% 14%25% Americas Asia | Pacific 40% 69% Sales revenue EMEA Employees Innovative Solutions for Better Medications With its pioneering spirit and a profound understanding of customer requirements, Sartorius Stedim Biotech has evolved into a key partner for biopharmaceutical research and the industry. Our goal is to make complex and expensive development of biotech medicines and their production safer and more efficient. We cover the entire value-added chain of the biopharmaceutical industry and help with our products and services to ensure that novel therapies and vaccines reach the market faster and are accessible to more people worldwide. See page 18, Sartorius Stedim Biotech Group at a glance Mission At Sartorius Stedim Biotech, we empower engineers to simplify and accelerate progress in bioprocessing. In this way, we enable new and better pharmaceuticals to be manufactured and help keep medications affordable. Vision We are a magnet and dynamic platform for pioneers and leading experts in our field. We bring creative minds together for a common goal: technological breakthroughs that lead to better health for more people. Sartorius Stedim Biotech Universal Registration Document 2020 4 Universal Registration Document 2020 This Universal Registration Document has been filed on February 17, 2021, with the AMF, as competent authority under Regulation (EU) 2017/1129, without prior approval pursuant to Article 9 of the said regulation. The Universal Registration Document may be used for the purposes of an offer to the public of securities or admission of securities to trading on a regulated market if completed by a securities note and, if applicable, a summary and any amendments to the Universal Registration Document. The whole is approved by the AMF in accordance with Regulation (EU) 2017/1129. This Universal Registration Document incorporates by reference the preceding Reference Documents D. 20-0064 filed on February 17, 2020 and D.19-0060 filed on February 18, 2019. The following information is included by reference in the present Universal Registration Document: The year 2019 consolidated financial statements of Sartorius Stedim Biotech prepared using international accounting standards and the report of the statutory auditors relating to these statements, and the Group 2019 management report appearing on pages 95 to 145 and 17 to 58 respectively, of the Reference Document filed with the Autorité des Marchés Financiers on 17 February 2020, under the number D.20-0064. The year 2018 consolidated financial statements of Sartorius Stedim Biotech prepared using international accounting standards and the report of the statutory auditors relating to these statements, and the Group 2018 management report appearing on pages 90 to 137 and 18 to 56 respectively, of the Reference Document filed with the Autorité des Marchés Financiers on 18 February 2019, under the number D.19-0060. The sections of these documents not included are not of interest to an investor, and are covered in another part of this Universal Registration Document. Copies of the present Universal Registration Document can be obtained from the following: Sartorius Stedim Biotech S.A. - Z.I. Les Paluds - Avenue de Jouques CS 91051-13781 Aubagne Cedex Group website: www.sartorius.com Autorité des Marchés Financiers website: www.amf-france.org Sartorius Stedim Biotech Contents 5 Contents To Our Shareholders 7 Chairman's Message 8 Board of Directors 11 Sartorius Stedim Biotech Shares 13 Management Report 18 Structure and Management of the Group 19 Business Model, Strategy and Goals 22 Sector Conditions 26 Group Business Development 29 Net Worth and Financial Position 34 Products and Sales 38 Sustainability 41 Opportunity and Risk Report 42 Internal Control Procedures 54 Forecast Report 59 Financial Statements of the Parent Company Sartorius Stedim Biotech S.A. as of December 31, 2020 62 Corporate Governance 73 The Board of Directors and its Committees 74 Report on Corporate Governance 97 Shareholders' Meeting 103 Delegation granted for increase in capital by the Shareholders' meeting to the Board of Directors 106 Remuneration of the Members of the Board 108 Independent Auditors' Fees 122 Sartorius Stedim Biotech Contents 6 Consolidated Financial Statements and Notes 125 Statement of Profit or Loss and Other Comprehensive Income 126 Statement of Financial Position 128 Statement of Cash Flows 129 Statement of Changes in Equity 130 Notes to the Financial Statements 132 Notes to the Statement of Profit or Loss 147 Notes to the Individual Balance Sheet Items 153 Other Disclosures 183 Statutory Auditors' Report on the Consolidated Financial Statements 185 Annual Financial Statements and Notes 192 Annual Financial Statements 193 Statutory Auditors’ Report on the Financial Statements 205 Supplementary Information 210 Other Information of a Legal Nature 211 Other Information on the Assets, Financial Position and Results for the Group 222 Special Report of the Statutory Auditors on Related Party Agreements 223 Resolutions Submitted to the Annual Combined Shareholders' Meeting on March 24, 2021 225 Report of the Board of Directors 234 Information on the URD and the Annual Financial Report 242 Glossary 246 Financial Schedule 250 To Our Shareholders Sartorius Stedim Biotech To Our Shareholders Chairman's Message 9 Chairman's Message Dear Shareholders, dear Business Partners, We are currently going through extraordinary times. Our industry, the biopharma industry, is called upon to address the world's most pressing needs arising from the coronavirus pandemic. The level of effort, global collaboration and speed of progress on coronavirus vaccines and Covid-19 medications is unprecedented: Some of our customers went from mapping the coronavirus genome to delivering vaccines to patients in only nine months so biopharma has really demonstrated what it is able to achieve when it cooperates on a global scale and works at its best. It has also rewritten some implicit rules by which it used to operate. And I am convinced that many changes and lessons-learned are here to stay. In this joint effort, Sartorius Stedim Biotech is part of the solution.