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aap Implantate AG

Quarterly Report Aug 14, 2018

10_10-q_2018-08-14_b81583ab-6bf0-41b7-9607-883659d7b6bf.pdf

Quarterly Report

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2nd quarter Interim Report 2018 Half-Year Report

Selected figures (unaudited)

Sales and result 01/01-06/30/2018 01/01-06/30/2017 Change
Sales (KEUR) 5,436 5,439 0%
EBITDA (KEUR) -3,118 -3,307 +6%
EBIT (KEUR) -3,950 -4,276 +8%
Net result (KEUR) -3,615 -4,808 +25%
Cash flow and investments 01/01-06/30/2018 01/01-06/30/2017 Change
Operative cash flow (KEUR) -2,318 -2,933 +21%
Investing activities in intangible assets (KEUR) 995 514 +94%
Investing activities in tangible assets (KEUR) 330 374 -12%
Total investing activities (KEUR) 1,325 888 +49%
Value development 06/30/2018 12/31/2017 Change
Intangible assets (KEUR) 12,472 11,847 +5%
Tangible assets (KEUR) 6,989 7,196 -3%
Working capital (KEUR) 9,598 10,407 -8%
Working capital ratio1) (sales) 1.0 1.0 +4%
Non-current assets (KEUR) 21,748 21,704 0%
Current assets (KEUR) 24,503 28,766 -15%
Capital structure 06/30/2018 12/31/2017 Change
Total assets (KEUR) 46,251 50,469 -8%
Shareholders' equity (KEUR) 38,922 42,559 -9%
Equity ratio (%) 84% 84%
Share2) 01/01-06/30/2018 01/01-06/30/2017 Change
Total amount of shares 06/30 (million pieces) 28.67 30.83 -7%
Closing price 06/30 (EUR/Share) 1.94 1.42 +37%
Market Capitalization 06/30 (million EUR) 55.63 43.78 +27%
Average Price (EUR/Share) 1.87 1.32 +42%
High (EUR/Share) 2.17 1.48 +47%
Low (EUR/Share) 1.59 1.06 +50%
Ø Daily turnover (KEUR) 31.20 51.49 -39%
Employees 06/30/2018 12/31/2017 Change
Employees (Headcount) 145 141 +3%
Employees (FTE) 130 132 -2%

1) Sales for the last four quarters

2) Closing prices XETRA

Note: The figures contained in this quarterly report are unaudited. Technical rounding differences could exist, which have no impact on the entire statement.

Table of Contents
Selected Figures U2
Foreword by the Management Board 2
The Share 4
Interim Group Management Report
(unaudited)
8
• Business and General Conditions •
. 8
• Economic Report • .
9
Earnings Position 9
Asset Position 11
Financial Position 12
• Risk and Opportunity Report • 13
• Outlook • 13
Interim Consolidated Financial Statements
(unaudited)
14
• Consolidated Balance Sheet •.
14
• Consolidated Statement of Comprehensive Income •.
16
• Consolidated Statement of Cash Flows •.
18
• Consolidated Statement of Changes in Equity •
19
• Notes to the Interim Consolidated Financial Statements •
20
Responsibility Statement by the Legal Representatives 24
Company Calendar U3

Foreword by the Management Board

Ladies and Gentlemen, Dear Shareholders, Dear Employees,

we met our financial targets in the second quarter of 2018 as well. Both sales and EBITDA were within the guidance for the reporting period.

In terms of sales, we were able to achieve double-digit growth in the second quarter. Also in the first six months, our trauma sales were higher than the previous year. The growth drivers were in particular the German market as well as our international business. We are particularly pleased with the sales development in our home and focus market, Germany, in which we were able to post significant double-digit growth in both the quarterly and the half-year comparisons. Here, our preceding sales activities, such as the listing at major German hospital groups, are gradually bearing fruit. By contrast, we were unable to conclude further contracts with global partners in North America during the second quarter. Furthermore, changes at the end customer side at an important US distributor occurred which had a temporary negative influence on second quarter sales. Pleasingly developed, on the contrary, our business on the international level, where we recorded doubledigit growth rates in both the quarter and in the first half of the year. The background to this was the expansion of business with existing customers and the acquisition of new customers, for example in South Africa.

With respect to the earnings development, we are benefiting on the one hand from the gross margin, which continues to be at a good level. On the other hand, personnel expenses remained almost unchanged, while we are seeing a declining trend in other expenses. As a result, the EBITDA improved both in the second quarter as well as in the first six months in comparison with the respective values from the previous year.

In the context of the further completion of our LOQTEQ® portfolio, in the second quarter the focus continued to be on different polyaxial LOQTEQ® systems the development of which is already completed and which are now pending approval by the notified body for the European market. In addition, we have dealt intensively with the adaption of internal processes and documentations to the new regulatory requirements. At the same time, the development of sterile packaging for our implants was pushed further.

With a view to the intended CE and FDA approval of our innovative antibacterial silver coating technology, we are continuing to work intensely on the start of the planned human clinical study. In this context, the focus in the second quarter was on the intensive preparation of different applications for the

study at the competent authorities. An additional focus was on the internal validation of relevant processes, which is another important prerequisite to launch the human clinical study. In addition, we have started training the physicians participating in the study to fulfill the approval requirements in this area as well.

Last but not least, we can look back on a successful Annual General Meeting in Berlin in June, which was characterized by the active participation of the shareholders in attendance with several interesting speeches. All agenda items were accepted with a large majority. At this point, we would like to take the opportunity to thank again for the fruitful debate and the confidence expressed by our shareholders.

Several challenges await us in the second half of the year which must be overcome in order to meet our ambitious objectives for financial year 2018. In doing so, we want to maintain the pace of growth of the first half of the year in Germany and on the international level. In North America, we strengthened our sales team at the end of the second quarter in order to improve our growth dynamic in this market. Overall, we will continue to consistently implement our focused strategy and position aap sustainably as a pure player in trauma.

Bruke Seyoum Alemu Chairman of the Management Board / CEO

Marek Hahn

Member of the Management Board / CFO

The Share

General Information about aap's Share

International Securities DE0005066609
Identification Number (ISIN)
Securities Identification Number (WKN) 506 660
Listing All German stock
exchanges, XETRA
Stock Symbol AAQ
Market Segment Prime Standard
(since 16 May, 2003)
Indices CDAX
Prime All Share Index
Prime Sector Pharma & Healthcare
Capital Stock (06/30/2018) EUR 28,674,410.00
Number of Bearer Shares (06/30/2018) 28,674,410
Authorized Capital (06/30/2018) EUR 28,674,410

Key Figures* of aap's Share

H1
2018 2017
Closing Price 06/30 (EUR/Share) 1.94 1.42
Market Capitalization 06/30 (million EUR) 55.63 43.78
Average Price (EUR/Share) 1.87 1.32
High (EUR/Share) 2.17 1.48
Low (EUR/Share) 1.59 1.06
Ø Daily Turnover (KEUR) 31.20 51.49

* Data source: Bloomberg. Figures relate to XETRA closing prices of the day.

** As of 06/30/2018 the number of bearer shares amounted to 28,674,410 and as of 06/30/2017 to 30,832,156.

Trade war burdens stock exchanges

In the first half of 2018, sentiment on the international stock markets was mixed to negative. The major international stock indices, such as the Dow Jones (-1.8% since the beginning of the year) and the Euro Stoxx 50 Index (-3.1%), as well as the DAX (-4.7%), all posted price losses. In particular, the intensifying trade war between the US, China, and Europe had a negative impact, with the introduction of punitive tariffs and corresponding countermeasures. But also the US Federal Reserve's two interest rate hikes in March and June, as well as the US withdrawal from the nuclear deal with Iran, are likely to have had a negative impact on market sentiment. At the same time, for example, continued robust economic data in the US and China, a strengthening US dollar, and the European Central Bank's decision to keep interest rates unchanged until the summer of 2019 are likely to have capped price losses.

aap share developed positively

The aap share posted a positive development in the first half of 2018 and recorded an increase of approx. 10% at the end of the reporting period. The share therefore developed better than, for example, the relevant Prime All Share Index (around -3%). Starting from a XETRA closing price of EUR 1.76 on January 2, 2018, after a short increase, the share initially experienced a downturn, hitting the half-year low of EUR 1.59 on February 6, 2018. The share price recovered slightly over the subsequent days, but was also consistently accompanied by temporary setbacks, before significantly increasing at the end of February. This positive phase resulted in a half-year high of EUR 2.17 on March 6, 2018. However, the share could not sustain this level and the price gain was therefore lost again over the next few weeks. After a further increase in the share price above the significant EUR 2.00 mark in May, the share dropped again slightly in the final weeks of the reporting period, before evening out to around the level of the half-year XETRA closing price of EUR 1.94 (June 29, 2018).

Indices Share Price Comparison H1 | 2018

Analysts' Recommendations

All research reports by the analysis firms are available at https://www.aap.de/investor-relations/share/analyst-reports. The reports by Edison Investment Research GmbH are only available in English.

Research Company Analyst Recommen
dation
Target
Price
Date
Warburg Research
GmbH
Ulrich
Huwald
Buy 2.40 EUR 06/06/
2018
Edison Investment
Research GmbH
Dr. Andy
Smith
- - 02/21/
2018

Investor Relations

The objective of investor relations work at aap is to achieve a fair valuation of the share through the capital market. In the first half of 2018, this was again based on a continuous dialog with all market participants, as well as the transparent provision of accurate information relevant to the valuation. In addition to conventional IR communications, numerous meetings

Investor Relations app download

and conference calls were held with investors in the reporting period. The focus of the first half of the year was the spring conference in Frankfurt am Main. Here, the Management Board presented aap and held discussions on the equity story and current developments with existing and potential new investors in 1on1 meetings. In addition, the company was present at the Warburg Small Cap Selection Conference, also in Frankfurt am Main, a day later.

Shareholder Structure

In the first half of 2018, there were no significant changes in aap's shareholder structure, which therefore continues to be characterized by a stable investor base. The free float was approximately 43.54% on June 30, 2018.

The following table shows all shareholdings in aap ≥ 3% as of June 30, 2018 according to our information:

*according to Deutsche Börse.

Shareholdings Executive Bodies

The table below shows the direct and indirect shareholdings of all members of the company's Supervisory Board and Management Board as of June 30, 2018:

Shares Options
Supervisory Board Members
Biense Visser 300,373 0
Jacqueline Rijsdijk 0 0
Rubino Di Girolamo 1,559,258 0
Management Board Members
Bruke Seyoum Alemu 250,000 359,000
Marek Hahn 85,000 262,000

Annual General Meeting

On June 22, 2018, aap's Annual General Meeting took place at the Ludwig Erhard Haus in Berlin. In this context, the company can look back on a successful event. After an interesting discussion during the general debate with active participation from the shareholders present, all agenda items were accepted by a large majority. Further information on the Annual General Meeting, such as the exact voting results, can be found online at https://www.aap.de/investor-relations/annual-general-meeting.

Interim Group Management Report (unaudited)

Business and General Conditions

Organizational and Legal Structure

In the consolidated financial statements, aap Implantate AG and all of its companies have been consolidated using the full consolidation method, in which the parent company aap Implantate AG directly or indirectly holds the majority of voting rights through consolidated subsidiaries.

Shareholding in %
aap Implantate AG
Berlin
Parent company
aap Implants Inc.
Dover, Delaware, USA 100%
MAGIC Implants GmbH
Berlin 100%
AEQUOS Endoprothetik GmbH
Munich 4.57%

Subsidiaries

aap Implants Inc.

aap Implants Inc. is the distribution company of aap Implantate AG for the North American market. The company is based in Dover, Delaware, USA. All orders are logistically handled via a service provider in Atlanta, Georgia, USA.

MAGIC Implants GmbH

MAGIC Implants GmbH is a shelf company in which all potential development and, if applicable, marketing activities in the area of the resorbable magnesium implant technology should be bundled. The company is based in Berlin.

Holdings

AEQUOS Endoprothetik GmbH

There is a 4.57% stake in AEQUOS Endoprothetik GmbH that has no decisive influence on the operating and financial policies. The company is based in Munich.

Products, Markets & Sales

Most products are sold under the brand name "aap". While products in Germany are sold directly to hospitals, buying syndicates, and hospital groups, the company primarily uses a broad network of distributors in more than 25 countries at the international level. In North America, aap is pursuing a hybrid distribution strategy. Distribution takes place both via distribution agents and through partnerships with global orthopedic companies.

One of the highlights of aap's marketing and sales activities in the second quarter of 2018 was the 19th EFORT Congress (European Federation of National Associations of Orthopaedics and Traumatology) in Barcelona. With around 5,500 participants, the largest European congress in the fields of orthopedics and trauma was again well attended this year, allowing the company to present its innovative products and technologies to a large audience. Furthermore, aap ran the sixth "International Osteosynthesis Trauma Course" in collaboration with Giessen University Hospital and under the auspices of the Director of the Department of Trauma, Hand and Reconstructive Surgery and University Professor Dr. Christian Heiß. The event continues to be very popular and welcomed 33 participants from six different countries.

Product Developments and Approvals

In the LOQTEQ® area, aap focused its development activities on the further completion of the portfolio in the second quarter of 2018. There was a continued focus on various polyaxial LOQTEQ® systems, the development of which is already complete and which are now pending approval by the notified body for the European market. In addition, the company dealt intensively with the adaption of internal processes and documentations to the new regulatory requirements. At the same time, the development of sterile packaging for implants was pushed further.

In the field of silver coating technology, the focus in the second quarter of 2018 was on the preparatory work for the human clinical study for the aimed CE and FDA approval. In this context, aap is further on in intensive preparation of various applications for the study at the competent authorities. An additional focus was on the internal validation of relevant processes, which is a further important prerequisite for the beginning of the human clinical study. Additionally, training was

started for the physicians participating in the study in order to meet the approval requirements in this regard as well. aap aims to start the human clinical study in the course of financial year 2018.

In the area of resorbable magnesium implant technology, aap primarily focused on the further technological development of the implants in the second quarter of 2018.

Employees

As at the reporting date of June 30, 2018, a total of 145 employees were employed at aap (December 31, 2017: 141 employees).

Economic Report

Earnings position

Sales and margin development as well as total operating performance

Sales increased in the second quarter of 2018 by 13% in comparison with the same period in the previous year to EUR 2.7 million (Q2/2017: EUR 2.3 million) and was therefore at the upper end of the guidance of EUR 1.8 million to EUR 3.0 million. In the first six months of the current financial year, aap achieved sales of EUR 5.4 million, which is on the level of the previous year (H1/2017: EUR 5.4 million).

In terms of trauma sales, the company posted year-on-year growth of 16% and 5% in the second quarter and in the first half of the previous year respectively to EUR 2.7 million (Q2/2017: EUR 2.3 million) and EUR 5.5 million (H1/2017: EUR 5.2 million). Growth drivers were in particular the German market and the international business. In Germany, aap increased sales in the second quarter by 28% and in the first six months by 15%. This pleasing development shows that the sales activities of the past months, such as the listing at major German hospital groups, are gradually bearing fruit. In contrast, the company could not conclude any further contracts with global partners in North America in the second quarter. Furthermore, changes at the end customer side at an important US distributor occurred which had a temporary negative influence on second quarter sales. Pleasingly developed, on the contrary, the business on an international level. Here, aap achieved sales growth of 25% and 28% in the second quarter and in the first half of the year respectively in comparison with the respective periods of the previous year. The background to this was the expansion of business with existing customers and the acquisition of new customers, for example in South Africa. Assuming constant US\$-EUR exchange rates, year-on-year sales grew by 16% and 2% respectively in the second quarter 2018 and the first half of 2018.

Other sales in the second quarter and the first six months of 2017 came from the product business and from sales services

for the former shareholdings / subsidiaries aap Joints GmbH and aap Biomaterials GmbH, which were omitted in this year due to divestments performed in the previous year.

The total operating performance rose by EUR 0.3 million to EUR 3.2 million (+9%) in the second quarter of 2018 in the light of increased sales revenues, while in the first half of the year, at EUR 5.9 million, a value at the level of the previous year was achieved (H1/2017: EUR 5.9 million). In the first six months the reduction of inventory stocks of finished and unfinished goods and a higher volume of capitalized own and development services compared with the prior-year period virtually balanced each other out.

The cost of materials rose from 0.4 EUR million in the second quarter of 2017 to EUR 0.6 million in the reporting period and in the first half of the year was EUR 1.1 million, thus on the level of the previous year (H1/2017: EUR 1.1 million). The cost of materials ratio (with regard to sales revenues and changes in inventories) increased in the second quarter of 2018 to 24% (Q2/2017: 16%) and in the first six months to 23% (H1/2017: 20%). The background to this development was a changed product/market/customer mix with a higher cost of materials, inter alia temporarily influenced by the reduced share of high margin US sales in total sales, an increased volume of services purchased from third parties and an increased use of temporary workers.

Based on the aforementioned developments, the gross margin (in terms of sales revenues, changes in inventories of finished goods and work in progress and cost of purchased materials and services) fell from 84% to 76% in the second quarter of 2018 and from 80% to 77% over the first six months of 2018.

Cost Structure and Result

Personnel expenses in the second quarter of 2018 of EUR 2.0 million were at the same level as the previous year (Q2/2017: EUR 2.0 million), while a slight increase from EUR 3.9 million to EUR 4.0 million was recorded in the first half year comparison. During the second quarter, the personnel cost

ratio (in relation to total operating performance) fell from 68% to 63%, while, with an unchanged total operating performance, it increased in the first six months to 68% (H1/2017: 67%).

As at the reporting date of 06/30/2018, a total of 145 employees were employed at aap (12/31/2017: 141 employees).

The other operating expenses in the second quarter of 2018 fell by EUR 0.2 million to EUR 2.3 million (Q2/2017: EUR 2.5 million) and in the first six months by EUR 0.5 million to EUR 4.1 million (H1/2017: EUR 4.6 million). The sales-related costs of goods delivery (outgoing freight, packaging material and sales commissions) declined in line with the sales development in North America, while the costs for external employees and the costs for quality assurance measures increased against the backdrop of stricter regulatory requirements of the new EU Medical Devices Regulation (MDR). In contrast, the remaining cost items tended to decrease. Overall, the ratio of the other operating expenses (in relation to total operating performance) fell in comparison with the previous year from 84% to 72% in the second quarter of 2018, and from 79% to 71% over the first half of 2018.

Based on the developments described, aap thus recorded an improved year-on-year EBITDA of EUR -1.5 million in the second quarter of 2018 (Q2/2017: EUR -1.6 million), which was also at the upper end of the guidance of EUR -1.9 million to EUR -1.4 million issued in May. Overall, the company thus achieved an improvement of EUR 0.2 million in terms of EBITDA, rising to EUR -3.1 million in the first six months of the current financial year (H1/2017: EUR -3.3 million).

As one-time effects are included in both financial years, a comparison on the basis of the recurring EBITDA (EBITDA without one-time effects) is meaningful:

in EUR million Q2/2018 Q2/2017
EBITDA -1.5 -1.6
Project "Quality First" 0.1 0.0*
Risk provision voluntary product recalls 0.0 0.4
Voluntary share buy back offer 0.0* 0.0*
Personnel measures 0.0 0.1
External staff 0.2 0.0
Recurring EBITDA -1.2 -1.1

* Expenses in the reporting period <EUR 50k

in EUR million H1/2018 H1/2017
EBITDA -3.1 -3.3
Project "Quality First" 0.1 0.2
Value depreciations raw materials 0.0 0.2
Risk provision voluntary product recalls 0.0 0.4
Voluntary share buy back offer 0.0 0.0*
Personnel measures 0.0 0.1*
External staff 0.3 0.0
Recurring EBITDA -2.7 -2.4

* Expenses in the reporting period <EUR 50k

Based on the developments mentioned above, the recurring EBITDA, adjusted for one-time effects, for the second quarter of 2018 amounted to EUR -1.2 million (Q2/2017: EUR -1.1 million) and to EUR -2.7 million over the first half of the year (H1/2017: EUR -2.4 million).

The EBIT also improved in both periods under review and in the second quarter of 2018 was at EUR -2.0 million (Q2/2017: EUR -2.1 million) and in the first six months it was EUR -4.0 million (H1/2017: EUR -4.3 million).

The financial result increased in the second quarter and in the first six months to EUR 0.5 million (Q2/2017: EUR -0.7 million) and EUR 0.3 million (H1/2017: EUR -0.7 million) respectively. The background to this is the recognition of unrealized currency effects from intercompany transactions within the financial result (US\$/EUR rate as at 06/30/2018: 1.1658 vs. US\$/EUR rate 06/30/2017: 1.1412 and US\$/EUR rate as at 03/31/2018: 1.2321 vs. US\$/EUR rate 03/31/2017: 1.0691).

Overall, aap thus achieved a net result of EUR -1.4 million in the second quarter of 2018 (Q2/2017: EUR -2.6 million) and EUR -3.6 million over the first half of the year (H1/2017: EUR -4.8 million).

Asset Position

aap's balance sheet had not changed significantly at the end of the first half of 2018 compared to 12/31/2017. As such, total assets decreased by 9% from EUR 50.5 million at year-end 2017 to EUR 46.3 million at 06/30/2018.

The non-current assets at 06/30/2018 amounted to EUR 21.7 million and were therefore on the same level as at the end of financial year 2017 (12/31/2017: EUR 21.7 million). The intangible assets rose due to an increased volume of capitalized own work and development costs, while fixed assets decreased due to lower additions from investments in fixed assets in comparison with scheduled depreciation. In addition, the other financial assets fell due to released securities for balances with banks pledged to third parties to secure financial liabilities. The proportion of intangible assets to total assets stood at 27% as at 06/30/2018, having risen in comparison with year-end 2017 (12/31/2017: 23%).

Current assets dropped from EUR 28.8 million as at 12/31/2017 to EUR 24.5 million as at the balance sheet due date of the reporting period and were influenced above all by the reduction in stocks, the fall in other financial assets and the contraction in cash and cash equivalents.

aap was able to generate some of the sales in the first six months of the year from existing stocks, meaning that the inventories were further reduced as at the reporting date (EUR -0.5 million vs. 12/31/2017). Trade receivables as at 06/30/2018 amounted to EUR 2.5 million (12/31/2017: EUR 2.5 million) and the DSO figure (Days Sales Outstanding), which represents a key financial performance indicator for aap, is 84 days as at the end of June, and thus remained on a good level (12/31/2017: 85 days).

Cash and cash equivalents fell in the first six months of 2018 and amounted to EUR 9.5 million as at the reporting date (12/31/2017: EUR 13.3 million). Together with the liquidity holdings bound under the current and non-current other financial assets, the cash holdings as at 06/30/2018 stood at EUR 12.7 million (12/31/2017: EUR 17.1 million).

Based on the net result of EUR -3.6 million, equity decreased to EUR 38.9 million as of 06/30/2018 (12/31/2017: EUR 42.6 million). With total assets of EUR 46.3 million as of 06/30/2018 (12/31/2017: EUR 50.5 million), the equity ratio contiunes to be at a high level of 84%.

After the payment of the regularly scheduled loan repayments (EUR 0.2 million), financial liabilities fell from EUR 0.3 million as at year-end 2017 to EUR 0.2 million as at 06/30/2018. The trade accounts payable increased as at 06/30/2018 to EUR 2.1 million (12/31/2017: EUR 1.8 million), while other financial liabilities decreased by EUR 0.5 million to EUR 2.1 million. Provisions fell by EUR 0.3 million due to consumption to EUR 0.4 million at the reporting date of the reporting period (12/31/2017: EUR 0.7 million).

Financial position

Starting from a net result of EUR -3.6 million, aap's operating cash flow in the first half of 2018 increased to EUR -2.3 million compared to the previous year (H1/2017: EUR -2.9 million). The main changes year-on-year can be summarized as follows:

  • Improved operating result (EBIT)
  • Working capital: Positive effects from the reduction in inventories (EUR 0.5 million) and the increase in trade accounts payable (EUR 0.3 million) with a consistent level of trade receivables
  • The non-cash effect, which is reported in the changes to other accounts payable and other liabilities, primarily results from the currency effect on the valuation of intragroup transactions in the amount of EUR 0.4 million

Cash flow from investing activities increased significantly to EUR -1.3 million in the first six months of 2018 (H1/2017: EUR -0.3 million). Investments in development projects amounted to EUR 1.0 million (H1/2017: EUR 0.5 million) and property, plant and equipment amounted to EUR 0.3 million (H1/2017: EUR 0.4 million), while in the same period of the previous year inflows from investment allowances amounted to EUR 0.5 million.

The main effects in financing activities can be summarized as follows:

  • Repayments on loan contracts in the amount of EUR 0.2 million
  • Repayments on finance leasing agreements in the amount of EUR 0.2 million
  • Returns from released balances under pledged time deposits in the amount of EUR 0.3 million

This resulted in a cash outflow of EUR -0.1 million from financing activities during the first half of 2018 (H1/2017: EUR -0.1 million).

Cash and cash equivalents therefore decreased as at the reporting date, 06/30/2018, to EUR 9.5 million (12/31/2017: EUR 13.3 million). In addition, EUR 3.2 million in bank balances was recognized under non-current and current other financial assets, as it was pledged or deposited as a security to the financing bank for bank guarantees granted to third parties as part of the process to secure financial liabilities.

The net balance (the sum of all cash and cash equivalents minus all interest-bearing liabilities) was EUR 9.0 million as at 06/30/2018 (12/31/2017: EUR 12.7 million).

aap therefore had cash holdings (sum of all freely available cash and cash equivalents and the tied-up liquidity holdings under the current and non-current other financial assets) in the amount of EUR 12.7 million as at the reporting date (12/31/2017: EUR 17.1 million).

Risk and Opportunity Report

The risk and opportunity situation of aap Implantate AG has not materially changed since the year end 2017. There are still no risks that would threaten the company's continued existence. All existing risks and opportunities as well as the structure and set-up of our risk and opportunity management are comprehensively presented in the consolidated annual financial report 2017.

Outlook

For the third quarter of 2018 aap expects sales of EUR 2.0 million to EUR 3.8 million and EBITDA of EUR -1.8 million to EUR -0.9 million. Overall, the company confirms its outlook for financial year 2018 and expects sales and EBITDA at the lower end of the guidance of EUR 13 million to EUR 15 million and EUR -5.0 million to EUR -3.4 million respectively.

Bruke Seyoum Alemu Chairman of the Management Board / CEO

Marek Hahn Member of the Management Board / CFO

Interim Consolidated Financial Statements

Consolidated Balance Sheet (unaudited)

ASSETS (KEUR) 2018 2017
06/30/2018 12/31/2017
Non-current assets 21,748 21,704
• Intangible assets 12,472 11,847
 Capitalized services 12,337 11,739
 Other intangible assets 135 108
• Tangible assets 6,989 7,196
• Financial assets 192 192
• Other financial assets 680 1,065
• Deferred taxes 1,415 1,405
Current assets 24,503 28,766
• Inventories 9,142 9,617
• Accounts receivable (trade debtors) 2,527 2,543
• Other financial assets 2,797 3,001
• Other assets 505 326
• Cash and cash equivalents 9,532 13,279
Total assets 46,251 50,469
2018 2017
06/30/2018 12/31/2017
38,922 42,559
28,644 28,644
19.921 19,865
11,286 11,286
490 490
-21,622 -18,007
203 280
2,790
0 5
591 744
1,254 1,326
37 37
632 679
4,816 5,121
171 333
2,071 1,752
1,532 1,922
415 713
626 401
46,251 50,469
2,514

Consolidated Statement of Comprehensive Income (unaudited)

INCOME STATEMENT (KEUR)

2018 2017
04/01/2018 - 06/30/2018 04/01/2017 - 06/30/2017
• Sales 2,654 2,344
• Changes in inventories of finished goods
and work in progress
-63 323
• Other own and development work capitalized 575 243
Total operating performance 3,166 2,910
• Other operating income 184 309
• Cost of purchased materials and services -630 -423
• Personnel expenses -1,985 -1,982
• Other operating expenses -2,265 -2,456
EBITDA -1,530 -1,642
• Depreciation of tangible assets and intangible assets -422 -484
EBIT -1,952 -2,126
• Financial result 497 -655
EBT -1,455 -2,780
• Income tax 83 140
Net result/ Total comprehensive income -1,372 -2,641
Total result after taxes -1,372 -2,641
• Earnings per share (undiluted) in EUR -0.05 -0.09
• Earnings per share (diluted) in EUR -0.05 -0.09
• Weighted average shares outstanding (undiluted)
in thousand pieces
28,644 30,832
• Weighted average shares outstanding (diluted)
in thousand pieces
28,943 30,930

INCOME STATEMENT (KEUR)

2018 2017
01/01/2018 - 06/30/2018 01/01/2017 - 06/30/2017
• Sales 5,436 5,439
• Changes in inventories of finished goods
and work in progress
-452 -93
• Other own and development work capitalized 877 507
Total operating performance 5,860 5,853
• Other operating income 258 448
• Cost of purchased materials and services -1,123 -1,058
• Personnel expenses -3,990 -3,913
• Other operating expenses -4,135 -4,635
• Other taxes 11 -1
EBITDA -3,118 -3,307
• Depreciation of tangible assets and intangible assets -832 -969
EBIT -3,950 -4,276
• Financial result 259 -671
EBT -3,691 -4,947
• Income tax 76 139
Net result/ Total comprehensive income -3,615 -4,808
Total result after taxes -3,615 -4,808
• Earnings per share (undiluted) in EUR -0.13 -0.16
• Earnings per share (diluted) in EUR -0.13 -0.16
• Weighted average shares outstanding (undiluted)
in thousand pieces
28,644 30,832
• Weighted average shares outstanding (diluted)
in thousand pieces
28,902 30,905

Consolidated Statement of Cash Flows (unaudited)

(KEUR) 2018 2017
01/01/2018 - 06/30/2018 01/01/2017 - 06/30/2017
Cash & cash equivalents at beginning of period
(incl. held for sale)
13,279 23,774
Cash flow from operating activities -2,318 -2,933
Net income after tax -3,615 -4,808
• Changes in working capital 796 570
• Share-based compensation 56 21
• Depreciation / Appreciation on fixed assets 832 969
• Change in provisions -298 -39
• Changes in other assets 324 -415
• Changes in other liabilities -426 738
• Interest rate allowance / income 14 27
• Income tax allowance / income 7 0
• Income tax payments -7 3
Cash flow from investment activities -1,325 -342
• Outflows for investments in fixed assets -330 -374
• Outflows for investments in intangible assets -995 -514
• Other in- and outflows from investment grants 0 542
• Interest rates received 0 3
Cash flow from financial activities -120 -147
• Outflows for redemption of loans -166 -499
• Outflows from redemption of finance lease -219 -283
• Inflows from regranting of loan securities 279 665
• Interest rates paid -14 -30
Change of liquidity from exchange rate changes 17 -12
• Increase / Decrease in cash & cash equivalents -3,747 -3,434
Cash & cash equivalents at end of period 9,532 20,340

Consolidated Statement of Changes in Equity (unaudited)

reserves Revenue Non-cash changes
in equity
(KEUR) Subscribed capital
Initial capital payments made
for capital increase
Capital reserve
Legal reserves
Other revenue reserves
Reserve for available-for-sale assets
Difference from currency translation
Total
Balance sheet result
Total
Status 01/01/2018 28,644 0 19,865 42 11,244 490 280 770 -18,007 42,559
Increase in shares 0 0
Share buyback program 56 0 56
Stock options 0 0
Income of the group as of
06/30/2018
0 -3,615 -3,615
Currency conversion
differences
-77 -77 -77
Total comprehensive
income
0 0 56 0 0 0 -77 -77 -3,615 -3,637
Status 06/30//2018 28,644 0 19,921 42 11,244 490 203 693 -21,622 38,922
Status 01/01/2017 30,832 0 17,511 42 14,687 490 -50 440 -8,736 54,776
Increase in shares 0 0
Stock options 21 0 21
Income of the group as of
06/30/2017
0 -4,808 -4,808
Currency conversion
differences
197 197 197
Total comprehensive
income
0 0 21 0 0 0 197 197 -4,808 -4,590
Status 06/30/2017 30,832 0 17,532 42 14,687 490 147 637 -13,544 50,186

Notes to the Interim Consolidated Financial Statements (unaudited)

1. Accounting and Valuation Methods

The unaudited interim financial statements as at 06/30/2018 have been prepared in accordance with the International Financial Reporting Standards (IFRS) as adopted by the EU. The same accounting policies are applied in the interim financial statements as in the consolidated financial statements for financial year 2017. For more information, please refer to the consolidated financial statements of December 31, 2017, which form the basis for these interim financial statements.

During the preparation of consolidated financial statements for interim reporting in accordance with IAS 34, the Management Board is required to make judgements and estimates as well as assumptions that affect the application of accounting principles within the group and the approach, recognition and measurement of assets and liabilities, income and expenses. The actual amounts may differ from these estimates.

The consolidated interim financial statements account for all current transactions and deferrals that the Management Board deems necessary for an accurate presentation of the interim results. The Management Board is confident that the information and comments presented convey a true and fair view of the asset, financial and earnings position.

2. New and Amended Standards and their Application With effect as at 01/01/2018 the following new or amended standards which may be relevant for the group have been applied mandatorily:

  • IFRS 9 Standard
  • IFRS 15 Standard
  • IFRS 2 Standard

The changes have no impact on the asset, financial and earnings position of the group.

The effects of the changes to the IFRS 16 standard, which will replace the IAS 17 standard on 01/01/2019 mandatorily, will be stated in the 2018 consolidated financial statements. There has already been provided an outlook to the expected changes in the 2017 consolidated financial statements.

3. Changes to the Composition of the Company

Until June 30, 2018, no changes were made to the consolidation entity of the aap group.

4. Share-based Remuneration

The group-wide share-based remuneration system for the employees of aap and its affiliated companies was reported separately in the consolidated financial statements as at December 31, 2018. For further information please refer to the consolidated financial statements.

451,000 options were exercisable as of 06/30/2018.

The significant terms of the programs in force during the reporting period are summarized in the following overview:

Significant Terms of the Applicable Option Programs
2010, 2017 2012, 2013, 2014, 2015
Subscription
right
Each option grants the beneficiaries the right to subscribe one no-par value bearer share in aap Implantate AG upon payment of the
exercise price.
The pecuniary benefit is limited to four times the exercise price.
Authorized
individuals
• Employees and Management Board members of the company
• Employees of associated companies in accordance with Sections
15 et seq. AktG
• Only in option program 2010: Members of the management of
associated companies in accordance with Sections 15 et seq. AktG
• Only in option programs 2012, 2013 and 2014: Employees of the
company and employees of associated companies in accordance
with Sections 15 et seq. AktG
• Only in the 2015 option program: Management Board members
of the company
Issue period 2010: Until 12/19/2011
2017: Until 12/03/2019
2012: Until 12/19/2014, 2013: Until 12/19/2015
2014: Until 12/18/2016, 2015: Until 12/19/2017
Waiting period 4 years from the date of issue
Term 8 years from the date of issue
Exercise
periods
Within four weeks, beginning on the second trading day of the Frankfurt Stock Exchange
• After the company's Annual General Meeting
• After the date on which the management publishes at the stock exchange for the general public the company's annual financial report,
the half-year financial report or the interim reports for the first or third quarter of the financial year.
Exercise price The average closing price of the aap share in electronic trading (XETRA or a successor system) on the Frankfurt Stock Exchange on the five
trading days preceding the first day of the acquisition period, at least at the lowest issue price in accordance with Section 9 para. 1 AktG.
Performance
target
2010, 2012, 2013 and 2014 option programs: The (average) closing auction price of the aap share in XETRA trading (or a comparable
successor system) on the Frankfurt Stock Exchange on the last trading day prior to the date on which the subscription right is exercised
must exceed the exercise price by at least 10%.
2015 option program: Closing auction price of the aap share in XETRA trading (or a comparable successor system) on the Frankfurt Stock
Exchange on the last trading day prior to the date on which the subscription right is exercised must be at least EUR 3.50.
2017 Option program: The (average) closing auction price of the aap share in XETRA trading (or a comparable successor system) on the
Frankfurt Stock Exchange must exceed the exercise price on the last trading day prior to the date on which the subscription right is
exercised exceeds the exercise price by at least 15%.
Fulfilment The company can choose whether to fulfil the obligation by issuing equity instruments or cash settlement.

All option programs were issued in two or more tranches. In the past, payments have been settled in cash. On December 19, 2014, the Management Board decided that, with immediate effect, further options can only be exercised through the acquisition of equity instruments. Due to the legal requirements, only the options granted to the former Chief Executive Officer and current Chairman of the Supervisory Board have been fulfilled by cash settlement since the time of the Management Board resolution. As at June 30, 2018 no more exercisable stock options existed which had to be fulfilled by cash settlement.

As at the reporting date, the following option programs have not yet been exercised or fully exercised:

Option
program
Date of acceptance
per tranche
Number of options
granted
Expiration
date
Exercise price in
EUR
Fair value on the grant date
in EUR
2010 07/29/2010 360,000 07/28/2018 1.29 0.58
2010 11/17/2010 505,000 11/16/2018 1.17 0.50
2010 07/15/2011 481,600 07/14/2019 1.03 0.40
2010 11/15/2011 55,000 11/14/2019 1.00 0.39
2012 07/25/2012 65,000 07/24/2020 1.00 0.51
2012 11/28/2012 180,000 11/27/2020 1.30 0.63
2012 07/03/2013 65,000 07/02/2021 1.27 0.64
2012 11/25/2013 5,000 11/24/2021 1.78 1.02
2013 07/03/2013 165,000 07/02/2021 1.27 0.64
2013 11/25/2013 135,000 11/24/2021 1.78 1.02
2013 07/01/2015 49,000 06/30/2023 2.51 1.02
2013 12/02/2015 26,500 12/01/2023 1.53 0.67
2014 07/01/2015 155,000 06/30/2023 2.51 1.02
2014 12/02/2015 133,500 12/01/2023 1.53 0.67
2014 07/04/2016 30,000 07/03/2024 1.36 0.54
Option
program
Date of acceptance
per tranche
Number of options
granted
Expiration
date
Exercise price in
EUR
Fair value on the grant date
in EUR
2014 12/01/2016 66,500 11/30/2024 1.31 0.46
2015 07/01/2015 90,000 06/30/2023 2.51 1.00
2015 07/05/2017 60,000 07/04/2025 1.45 0.56
2017 07/05/2017 300,000 07/04/2025 1.45 0.61
2017 12/01/2017 149,500 11/30/2025 1.65 0.67
2017 06/28/2018 50,000 06/27/2026 1.94 0.41

The following table illustrates the quantity and weighted average exercise prices (WAEPs) and the development of the stock options during the reporting period:

2018 2017
Quantity WAEP
in EUR
Quantity WAEP
in EUR
Pending as of
01/01
1,436,000 1.44 1,046,000 1.42
Granted 50,000 1.94 0
Expired /
waived /
forfeited
-40,000 1.40 -55,000 1.87
Exercised -180,000 1.06 0
Pending as of
06/30
1,266,000 1.52 991,000 1.40
Of which
exercisable
451,000 552,500

The range of exercise prices for the stock options pending as of 06/30/2018 ranged from EUR 1.00 to EUR 2.51 (06/30/2017: EUR 1.00 to EUR 2.51). The stock options pending as of the end of the reporting period have a weighted average remaining term of 4.7 years (06/30/2017: 3.7 years). The expense shown in the reporting period for current option programs amounted to KEUR 56 (06/30/2017: KEUR 51) and related solely to the settlement by equity instruments.

5. Reporting on Financial Instruments

The following table shows the financial instruments held by the group as at 06/30/2018. Additional information on financial instruments can be found in the consolidated financial statements as at December 31, 2017.

Valuation
categories in
accordance with
IAS 39
Book value
06/30/2018
Amortized
costs
Fair value
without
impacting on income
Valuation
acc. to
IAS 17
Fair value
06/30/2018
Assets KEUR KEUR KEUR KEUR KEUR
Financial assets AfS 192 192 0
Accounts receivable LaR 2,527 2,527 2,527
Other financial assets LaR 505 505 505
Cash and cash equivalents LaR 9,532 9,532 9,532
Liabilities KEUR KEUR KEUR KEUR KEUR
Financial liabilities FLAC 171 171 171
Accounts payable FLAC 2,071 2,071 2,071
Capital lease obligations 876 876
Other financial liabilities FLAC 1,248 1,248 1,248
Valuation
categories in
accordance with
IAS 39
Book value
06/30/2017
Amortized
costs
Fair value
without
impacting on income
Valuation
acc. to
IAS 17
Fair value
06/30/2017
Assets KEUR KEUR KEUR KEUR KEUR
Financial assets AfS 192 192 0
Accounts receivable LaR 2,110 2,110 2,110
Other financial assets LaR 530 530 530
Cash and cash equivalents LaR 20,340 20,340 20,340
Liabilities KEUR KEUR KEUR KEUR KEUR
Financial liabilities FLAC 661 661 661
Accounts payable FLAC 1,969 1,969 1,969
Capital lease obligations 1,287 1,287

The aap group holds only primary financial instruments. The volume of primary financial instruments is shown in the balance sheet. The financial asset amount represents the maximum default risk. Where default risks are apparent, they are reflected as value adjustments. The fair values of cash and cash equivalents, current receivables, accounts payable, other current financial liabilities and financial debts correspond to their book values, in particular due to the short maturity of such financial instruments.

Non-current receivables with remaining terms of more than one year are valued on the basis of various parameters such as interest rates, individual creditworthiness of the customer and the risk characteristics of the financing transaction. Accordingly, the book values of these receivables less the shown value adjustments are approximately equivalent to their cash values. The fair value of non-current liabilities to banks and non-current finance lease liabilities are measured by discounting the expected future cash flows at interest market rates which are usual for similar financial liabilities with comparable maturities. The financial assets available for sale relate to shares in AEQUOS Endoprothetik GmbH. A new re-verification will be carried out as part of the preparation of the 2018 consolidated financial statements.

6. Relationships with Related Companies and Individuals Relationships with related companies and individuals are shown by groups of people.

Individuals and companies
with significant influence
on the group
Associated companies Individuals in key positions
within the group
06/30/2018 KEUR KEUR KEUR
Proceeds from sales of goods and services 0 0 0
Purchases of goods and services 0 0 0
Accounts receivable / other receivables 0 0 0
Accounts payable / other liabilities 0 0 45
Interest income 0 0 0
Interest rate 0 6.5% 0
Loan and interest receivables 0 0 0
Interest expenses 0 0 0
Interest rate 0 0 0
Loan obligations 0 0 0
Individuals and companies
with significant influence
on the group
Associated companies Individuals in key positions
within the group
06/30/2017 KEUR KEUR KEUR
Proceeds from sales of goods and services 0 0 0
Purchases of goods and services 0 0 0
Accounts receivable / other receivables 0 0 0
Accounts payable / other liabilities 0 0 0
Interest income 0 0 0
Interest rate 0 6.5 % 0
Loan and interest receivables 0 0 0
Interest expenses 0 0 0
Interest rate 0 0 0
Loan obligations 0 0 0

All transactions do not fundamentally differ from trade relationships with third parties.

7. Release of the Consolidated Financial Statements The Management Board of aap Implantate AG released the consolidated interim financial statements for the second quarter of 2018 on August 13, 2018 for submission to the Supervisory Board and subsequent publication.

Responsibility Statement by the Legal Representatives

To the best of our knowledge and in accordance with the applicable reporting principles for interim consolidated financial statements, these statements present a true and fair view of the group's asset, financial and earnings position and the interim group management report includes a fair review of the development and performance of the business and the group's position, together with a description of the principal opportunities and risks associated with the group's expected development in the remainder of the financial year.

Bruke Seyoum Alemu Chairman of the Management Board /CEO

Marek Hahn Member of the Management Board / CFO

Company Calendar

2018

November 14, 2018 Quarterly Statement 3rd quarter 2017

November 26 - 28, 2018 German Equity Forum 2018 (Analyst Meeting) Frankfurt am Main

Forward-looking statements

This report contains forward-looking statements based on current experience, estimates and projections of the management board and currently available information. They are not guarantees of future performance. Various known and unknown risks, uncertainties and other factors could lead to material differences between the actual future results, financial situation, development or performance of the company and the estimates given here. Many factors could cause the actual results, performance or achievements of aap to be materially different from those that may be expressed or implied by such statements. These factors include those discussed in aap's public reports. Forward-looking statements therefore speak only as of the date they are made. aap does not assume any obligation to update the forward-looking statements contained in this release or to conform them to future events or developments.

© aap Implantate AG Lorenzweg 5 • 12099 Berlin • Germany Phone +49 30 75019 -133 Fax +49 30 75019 -290

[email protected] Subject to change. Errors and omissions excepted. Design and Composing: deSIGN graphic - Wolfram Passlack

aap Implantate AG Lorenzweg 5 • 12099 Berlin • Germany Phone +49 30 75019-133 Fax +49 30 75019-290 [email protected]www.aap.de

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