Quarterly Report • Aug 26, 2013
Quarterly Report
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| Jan. 1 - Jun. 30, | Jan. 1 - Jun. 30, | |||
|---|---|---|---|---|
| FIGURES IN € k | 2013 | 2012 | Change | |
| Revenues | 6,862 | 6,878 | 0 % | |
| of which segment | Digital Mammography | 5,186 | 5,145 | 1 % |
| Other Diagnostics | 1,676 | 1,733 | -3% | |
| EBITDA | 2,671 | 2,912 | -8% | |
| EBITDA margin | 39 % | 42 % | ||
| EBIT | 1,638 | 1,256 | 30 % | |
| EBIT margin | 24 % | 18 % | ||
| Net financial result | -82 | 254 | -132 % | |
| EBT | 1,556 | 1,510 | 3 % | |
| Consolidated net profit | 1,551 | 666 | 133 % | |
| Earnings per share in € (basic and diluted) | 0.90 | 0.39 |
| Jun. 30, 2013 | Dec. 31, 2012 | ||
|---|---|---|---|
| Equity capital | 24,320 | 22,769 | 7 % |
| Intangible assets | 16,684 | 16,845 | -1 % |
| Non-current and current liabilities | 8,151 | 8,146 | 0 % |
| Balance sheet total | 32,471 | 30,915 | 5 % |
| Equity ratio | 75 % | 74 % | |
| Liquid Funds1 | 9,568 | 8,665 | 10 % |
| Employees2 | 106 | 112 | -5 % |
1 Comprising cash, cash equivalents and securities available for sale.
2 Full-time equivalents as of balance sheet date.
| as at June 30, 2013 | |
|---|---|
| Industry sector | Software / Medical Technology |
| Subscribed capital | € 1,820,000.00 |
| No. of shares | 1,820,000 |
| Last quotation on Dec. 28, 2012 | € 8.40 |
| Last quotation on Jun. 28, 2013 | € 10.90 |
| High/low 2013 | € 8.05 / € 11.69 |
| Market capitalization | € 18.775 Mio. |
| Treasury stock | 97,553 (5.4 %) |
| Free float | 20.7 % |
| Prime Standard (Regulated Market) | Frankfurt and Xetra |
| Over-the-counter markets | Frankfurt, Berlin, Dusseldorf, Munich, Stuttgart |
| Indices | CDAX, PrimeAS, TechnologyAS, DAXsector Software, |
| DAXsubsector Software, GEX | |
| ISIN / WKN / Ticker symbol | DE000A0LBFE4 / A0LBFE / M3V |
| Letter to the shareholders 4 | |
|---|---|
| MeVis Stock 6 | |
| Business activities of the MeVis Group 7 | |
| Interim management report of the MeVis Group 9 | |
| Interim consolidated financial statement for H1 2013 13 | |
| Consolidated income statement H1 2013 14 | |
| Consolidated statement of comprehensive income 14 | |
| Consolidated income statement Q2 2013 15 | |
| Consolidated statement of comprehensive income 15 | |
| Consolidated statement of financial positions 16 | |
| Consolidated cash flow statement 17 | |
| Consolidated statement of changes in equity 18 | |
| Responsibility Statement ("Bilanzeid") 25 | |
| Disclaimer 26 | |
| Finance Calendar 2013 27 | |
MeVis had a successful first half of the year. After declining sales in recent years, sales were stabilized in the first half of the year thanks to sales growth in the second quarter. EBIT rose considerably once again, despite lower capitalized development expenses; the EBIT margin increased to 24 %. In addition, liquidity of € 0.9 million was also generated in the first half of the year.
Sales in the second quarter of 2013 came to € 3,544 k, up a considerable 9 % on the second quarter of 2012 (€ 3,241 k). At € 6,862 k, sales in the first half of the year were constant year on year (prev. year: € 6,878 k). Maintenance and service revenues again rose – by 2 % – to € 3,036 k (prev. year: € 2,978 k) and amount to 44 % of total sales (prev. year: 43 %). In contrast, license sales declined slightly by 4 % to € 3,520 k (prev. year: € 3,670 k).
Sales in the Digital Mammography segment went up slightly by 1 % to € 5,186 k (prev. year: € 5,145 k). In contrast, sales in the Other Diagnostics segment declined by 3 % to € 1,676 k (prev. year: € 1,733 k).
Capitalized development expenses almost halved in the first half of 2013, falling by 46 % year on year to € 760 k (prev. year: € 1,409 k).
Operating costs were again significantly reduced in the second quarter of 2013. Personnel expenses amounted to € 1,927 k, 9 % down on the prior-year quarter. For the first half of the year, this corresponds to a total drop of 12 %. Other operating expenses also decreased to € 434 k, corresponding to a 21 % drop year on year. For the first half of 2013, these costs therefore also fell by 21 %. The € 1,270 k year on year reduction in personnel expenses and other operating expenses in the first half of 2013 was a major contributor to the improvement in EBIT.
EBITDA (earnings before interest, taxes, depreciation and amortization) decreased by 8 %, from € 2,912 k to € 2,671 k, despite the operating cost reduction and stable sales year on year, driven by the decline in capitalized development expenses.
Depreciation and amortization came to € 1,033 k (38 % down year on year), resulting in an EBIT (earnings before interest and taxes) of € 1,638 k (up a significant 30 % on the prior-year figure of € 1,256 k) and an EBIT margin of 24 % (prev. year: 18 %).
The net financial result of € -82 k (prev. year: € 254 k) was down considerably against the level of the previous year. Pre-tax earnings rose only slightly, correspondingly to € 1,556 k in the period under review (prev. year: € 1,510 k). Taking into account lower income tax expenses of € 5 k (prev. year: € 844 k), the first half of 2013 closed on a very positive note, with consolidated net profit of € 1,551 k (prev. year: € 666 k). This resulted in earnings per share of € 0.90 (prev. year: € 0.39).
Cash and cash equivalents went up in the second quarter of 2013 from € 8,665 k as of December 31, 2012 to € 9,568 k as of June 30, 2013.
We are raising our forecast for 2013 from that published in the 2012 Group Management Report on account of business development to date. We now anticipate that sales in 2013 will be on par with the 2012 fiscal year. We also expect consolidated earnings before interest and taxes (EBIT) to be up year on year, assuming that the cost reductions achieved will more than offset the reductions of capitalized development expenses. Furthermore, we expect our liquidity to increase again. As in the reporting period ended, the Executive
Board will regularly review and adjust its forecast during the course of the fiscal year based on business developments.
We announced the continuation of the Company's strategic reorientation at the annual general meeting held on June 20. The merger of MeVis BreastCare Solutions (MBS) with its parent company MMS AG, which came into effect on August 1 when it was entered into the Commercial Register, was also resolved as the last step in the streamlining of our Group structure. Now that consolidation measures have largely been concluded with corresponding positive effects on our results and liquidity, we will continue to focus on the development and implementation of measures to generate future sales growth. The expansion of business relationships with existing industrial customers is showing initial signs of success, which are expected to materialize into first small contributions to sales in the second half of the year. We will also continue our talks with potential new industrial customers to gain additional customers in our core business of selling software licenses and therefore to modify and expand our product portfolio to meet the needs of our customers. In order to build up the business with Internet-based services, we will launch initial services on the market in the fourth quarter of this year and gradually expand these services.
At this point, we would like to thank all employees for their exceptional performance as well as our business associates, customers and shareholders for their confidence in us!
Marcus Kirchhoff Dr. Robert Hannemann Chairman & CEO Member of the Executive Board
Throughout the second quarter the positive trend of the share price has been continued. The month-end price in June of € 10.90 was up significantly on the closing price in December 2012 of € 8.40.
After publication of the Q1 report on May 16, 2013 Warburg Research GmbH increased the target price, mentioned in their analyst recommendation, from € 11.60 to € 13.00.
The ownership structure has changed to the extent that with the Axxion SA, Luxembourg, another major investor has been added. At the end of the second quarter the three founders accounted for approximately 51 % of the share capital whereby the share owned by Mr. Evertsz has been reduced in the second uarter from 17.3 % to 15.3 %. The Company still held 97,553 treasury shares, equivalent to 5.4 % on the balance sheet date. The number of registered custodian accounts declined only marginally in the second quarter to 701.
Fig.: Shareholder structure as at June 30, 2013
Through a joint venture with Siemens Aktiengesellschaft, Berlin and Munich (hereafter: "Siemens"), MeVis Medical Solutions AG (hereafter: "MMS AG") holds 51 % of MeVis BreastCare GmbH & Co. KG (hereafter: "MBC KG"). Under an agreement of October 21, 2008, the business division comprising industry customer Hologic, Inc., Bedford, USA (hereafter: "Hologic") was carved out of the joint venture and Siemens' stake was taken over by MMS AG. The company MeVis BreastCare Solutions GmbH & Co. KG (hereafter: "MBS KG") arising from this spin-off has been fully included in the consolidated financial statements of MMS AG since November 1, 2008.
MMS AG has held around 41 % of the stock in Medis Holding B.V., Leiden (Netherlands) since the beginning of June 2010. The pro-rata earnings of this equity interest are reported in the net financial result.
MeVis plays a key role in the early detection and diagnosis of cancers, enabling these to be treated early on and tailored to requirements. To this end, MeVis develops innovative software to analyze and assess image data and markets these to the manufacturers of medical products and providers of medical IT platforms. MeVis' expertise is based on many years of technological experience and being close to users. MeVis' support for its industrial customers begins with an idea for a product, continues through developing the application and integrating it into customer-specific platforms all the way to sustainable quality assurance.
MeVis' clinical focuses are image-based early detection and diagnosis of epidemiologically important diseases such as breast, lung, prostate and colon cancer as well as neurological disorders. MeVis also offers image-based support for planning and conducting surgical interventions.
The MeVis software applications support all the imaging modalities available. These primarily include magnetic resonance imaging as well as digital mammography, tomosynthesis and ultrasound-based digital sonography.
For reporting purposes and internal governance, the MeVis Group has two operating segments ("Digital Mammography" and "Other Diagnostics").
The Digital Mammography segment develops and markets software products which support breast diagnostic imaging and intervention. Aside from the original products for digital mammography, new software applications for other imaging modalities such as ultrasound, magnetic resonance imaging and tomosynthesis were added. These products are distributed to the industrial customers Siemens and Hologic. The Digital Mammography segment includes the joint venture MBC KG, operated in conjunction with Siemens AG, which was consolidated at 51 %, and the wholly-owned subsidiary MBS KG, which includes the business with Hologic, Inc.
In addition to the business of breast diagnostics by means of magnetic resonance imaging conducted with Invivo, Corp., the Other Diagnostics segment also includes digital radiology products (e.g. magnetic resonance imaging (MRI), computed tomography (CT) etc.) for other types of diseases such as lung, prostate and intestinal disorders as well as the general image-based analysis and diagnostics of radiology images. Other main activities in this segment include image and risk analysis for planning liver surgery and tumor diagnostics in connection with clinical studies of pharmaceutical companies (Distant Services business segment). The Other Diagnostics segment comprises the parent company, MMS AG.
Consolidated sales of € 3,544 k in the second quarter of 2013 were up 9 % from the level of the previous year (€ 3,241 k). While the maintenance business remained stable at € 1,468 k (prev. year: € 1,465 k), the new license business increased significantly by 16 % to € 1,931 k (prev. year: € 1,659 k). This increase is attributable to increased license sales in both segments.
Thereby revenues in the first half of 2013 amounted to € 6,862 k and remained approximately at the same level (prev. year: €6,878 k). Revenues broke down into the segments Digital Mammography at € 5,186 k (prev. year: € 5,145 k) and Other Diagnostics at € 1,676 k (prev. year: € 1,733 k). At 76 % (prev. year: 75 %) the Digital Mammography segment continues to be the main source of revenues in the Group.
The installed base of software licenses once again led to stable and higher maintenance and service revenues. In the first half of 2013, the share of consolidated sales revenue accounted for by maintenance and service amounted to 44 % (prev. year: 43 %).
The decrease in staff costs by 12 % to € 3,876 k (prev. year: € 4,422 k) is largely due to the lower number of employees compared to the same period last year. At the end of the second quarter of 2013, the MeVis Group had 124 employees. This corresponds to 106 full-time equivalents (June 30, 2012: 147 employees or 120 full-time equivalents).
Capitalized development expenses in the period under review amounted to € 760 k (prev. year: € 1,409 k). Same as in the previous year period these were staff costs for the development of new products. The reduction of capitalized development expenses is due to a more conservative approach to capitalization of development costs in the Group.
Other operating expenses decreased again considerably year-on-year, totaling € 918 k (prev. year: € 1,158 k). This amount mainly comprised rental/leasing expenses of € 234 k (prev. year: € 300 k), travel expenses of € 79 k (prev. year: € 83 k), maintenance/repair costs of € 71 k (prev. year: € 84 k), external work (especially in connection with the office relocation of the companies) of € 62 k (prev. year: € 21 k), legal and consulting costs of € 58 k (prev. year: € 171 k), as well as cost of preparing and auditing the financial statements of € 56 k (prev. year: € 67 k).
EBITDA (earnings before interest, taxes, depreciation and amortization) totaled € 2,671 k in the period under review (prev. year: € 2,912 k). The EBITDA margin decreased accordingly to 39 % (prev. year: 42 %).
Depreciation and amortization decreased in the period under review to € 1,033 k (prev. year: € 1,656 k). These comprised amortization of intangible assets of € 251 k (prev. year: € 545 k), amortization of capitalized development expenses of € 676 k (prev. year: € 857 k) as well as depreciation of property, plant and equipment of € 106 k (prev. year: € 254 k).
Earnings before interest and taxes (EBIT) saw a corresponding increase to € 1,638 k (prev. year: € 1,256 k). The EBIT margin increased accordingly in the period under review to 24 % (prev. year: 18 %)
The net financial result of € -82 k (prev. year: € 254 k) has deteriorated significantly against the level of the previous year. This is due to a decline in the other interest result of € -47 k (prev. year: € 326 k), resulting mainly from the balance of income and expenses from exchange rate differences and the result of the equity stake.
In contrast, interest income fell to € 14 k in the period under review (prev. year: € 33 k). However, this is more than offset by the change in interest expense. This decreased to € 49 k (prev. year: € 105 k), which is due to the lower interest, at matching maturities, on the remaining licenses to be paid as purchase price components for the acquisition of the 49 % stake in MBS KG.
Earnings before taxes (EBT) amounted to € 1,556 k in the period under review (prev. year: € 1,510 k). This corresponds to a return on sales before tax of 23 % (prev. year: 22 %).
After-tax earnings are impacted by income taxes and the deferred tax expenses of € -5 k reported here (prev. year: € -844 k), amounting to € 1,551 k in the period under review (prev. year: 666 k). This resulted in earnings per share of € 0.90 (prev. year: € 0.39).
As of the balance sheet date, MeVis Group's liquid funds totaled € 9,568 k (December 31, 2012: € 8,665 k), comprising cash and cash equivalents and securities held for sale.
The balance sheet structure remained almost unchanged at the end of the second quarter compared with the end of the 2012 fiscal year. Assets of € 32,471 k (December 31, 2012: € 30,915 k) included € 17,266 k (December 31, 2012: € 17,496 k) in non-current assets. The latter mainly consisted of intangible assets amounting to € 16,684 k (December 31, 2012: € 16,845 k). Current assets essentially comprised trade receivables of € 4,833 k (December 31, 2012: € 3,903 k), other financial assets of € 383 k (December 31, 2012: € 686 k) as well as cash and cash equivalents of € 9,352 k (December 31, 2012: € 8,149 k). The other financial assets mainly consisted of fixed-income securities available for sale at short notice in the amount of € 216 k (December 31, 2012: € 516 k).
The Company's property, plant and equipment amounted to € 295 k at the balance sheet date (December 31, 2012: € 316 k).
Shareholders' equity as at June 30, 2013 amounted to € 24,320 k (December 31, 2012: € 22,769 k), mainly consisting of the capital reserve at € 28,079 k (December 31, 2012: € 28,079 k). The level of subscribed capital remained unchanged at € 1,820 k. The equity ratio is 75 % (December 31, 2012: 74 %).
Cash flow from current operating activities came to € 1,765 k (prev. year: € 2,995 k). It essentially comprised earnings before interest and taxes (EBIT) of € 1,638 k (prev. year: € 1,256 k), adjusted for depreciation in the amount of € 1,033 k (prev. year: € 1,656 k), taxes paid of € 45 k (prev. year: € 44 k), a change in provisions of € 179 k (prev. year: € 53 k) as well as changes in trade receivable and other assets of € -1,057 k (prev. year: € 807 k)
In the period under review, cash flow from investing activities came to € -552 k (prev. year: € -909 k) and mainly consisted of payments for capitalized development expenses of € 760 k (prev. year: € 1,409 k), and also payments received for the disposal of securities in the amount of € 300 k (prev. year: € 600 k).
Cash flow from financing activities, amounting to € -25 k (prev. year: € -24 k), consisted exclusively of leasing transactions.
Change in cash and cash equivalents in the period under review came to € 1,118 k (prev. year: € 2,062 k).
No material changes have occurred with regard to the risk situation of the MeVis Group since the beginning of the financial year. Therefore, the statements made in the risk report of the consolidated annual financial statements as of December 31, 2012 remain valid.
Based on the performance so far we are raising our forecast for 2013 compared to the forecast included in our 2012 Group Management Report. For the financial year 2013 we now expect sales at the level of the fiscal year 2012. In addition, we now expect consolidated earnings before interest and taxes (EBIT) above the previous year, with the decline of the capitalization of development costs is more than offset by the cost reductions achieved. Furthermore, we expect a positive cash flow from operating activities in 2013. As in the previous reporting period, the Executive Board will review its expectations during the financial year on a regular basis based on the current business deveopments.
The assets of MeVis BreastCare Solutions Verwaltungs-GmbH were transferred to MeVis Medical Solutions AG effective August 1, 2013 following the approval granted at the Company's annual general meeting on June 20, 2013, the signing of the merger agreement on June 21, 2013 and the entering of the merger agreement into the Commercial Register.
As MeVis BreastCare Solutions Verwaltungs-GmbH and MeVis Medical Solutions AG were the sole shareholders of MeVis BreastCare Solutions GmbH & Co. KG, all assets and liabilities of MeVis BreastCare Solutions GmbH & Co. KG were also transferred to MeVis Medical Solutions AG, and MeVis BreastCare Solutions GmbH & Co. KG was wound up.
The merger of MeVis BreastCare Solutions Verwaltungs-GmbH and the accretion of MeVis BreastCare Solutions GmbH & Co. KG with MeVis Medical Solutions AG took tax effect on January 1, 2013.
Bremen, August 26, 2013
Marcus Kirchhoff Dr. Robert Hannemann Chairman & CEO Member of the Executive Board
| Consolidated income statement H1 2013 14 | |
|---|---|
| Consolidated statement of comprehensive income 14 | |
| Consolidated income statement Q2 2013 15 | |
| Consolidated statement of comprehensive income 15 | |
| Consolidated statement of financial positions 16 | |
| Consolidated cash flow statement 17 | |
| Consolidated statement of changes in equity 18 |
for the period January 1 through June 30, 2013
| Jan. 1 - Jun 30, | Jan. 1 - Jun. 30, | ||
|---|---|---|---|
| FIGURES IN € k | Notes | 2013 | 2012 |
| Revenues | 1 | 6,862 | 6,878 |
| Income from the capitalization of development expenses | 2 | 760 | 1,409 |
| Other operating income | 211 | 378 | |
| Cost of material | -368 | -173 | |
| Staff costs | 3 | -3,876 | -4,422 |
| Other operating expenses | 4 | -918 | -1,158 |
| Earnings before interest, taxes, depreciation | |||
| and amortization (EBITDA) | 2,671 | 2,912 | |
| Depreciation and Amortization | 5 | -1,033 | -1,656 |
| Earnings before interest and tax (EBIT) | 1,638 | 1,256 | |
| Interest income | 14 | 33 | |
| Interest expenses | -49 | -105 | |
| Other net financial result | -35 | 186 | |
| Profit share from associated companies | -47 | 140 | |
| Net financial result | 6 | -82 | 254 |
| Earnings before taxes (EBT) | 1,556 | 1,510 | |
| Income tax | 7 | -5 | -844 |
| Consolidated net result for period | 1,551 | 666 | |
| Earnings per share in € | 14 | ||
| Basic | 0.90 | 0.39 | |
| Diluted | 0.90 | 0.39 |
for the period January 1 through June 30, 2013
| Jan. 1 - Jun. 30, | Jan. 1 - Jun. 30, | ||
|---|---|---|---|
| FIGURES IN € k | Notes | 2013 | 2012 |
| Consolidated net result for period | 1,551 | 666 | |
| Changes in the currency translation reserve | 0 | 22 | |
| Changes in fair value of available-for-sale financial instruments | 0 | 9 | |
| Deferred tax on changes in fair value | 0 | -2 | |
| Other comprehensive income | 0 | 29 | |
| Total comprehensive income | 1,551 | 695 |
for the period April 1 through June 30, 2013
| Apr. 1 - Jun 30, | Apr. 1 - Jun. 30, | ||
|---|---|---|---|
| FIGURES IN € k | Notes | 2013 | 2012 |
| Revenues | 1 | 3,544 | 3,241 |
| Income from the capitalization of development expenses | 2 | 350 | 718 |
| Other operating income | 120 | 246 | |
| Cost of material | -283 | -117 | |
| Staff costs | 3 | -1,927 | -2,124 |
| Other operating expenses | 4 | -434 | -552 |
| Earnings before interest, taxes, depreciation and amortization (EBITDA) |
1,370 | 1,412 | |
| Depreciation and Amortization | 5 | -538 | -778 |
| Earnings before interest and tax (EBIT) | 832 | 634 | |
| Interest income | 7 | 16 | |
| Interest expenses | -38 | -52 | |
| Other net financial result | -99 | 265 | |
| Profit share from associated companies | -85 | 115 | |
| Net financial result | 6 | -184 | 344 |
| Earnings before taxes (EBT) | 648 | 978 | |
| Income tax | 7 | 101 | -420 |
| Consolidated net result for period | 749 | 558 | |
| Earnings per share in € | 14 | ||
| Basic | 0.43 | 0.32 | |
| Diluted | 0.43 | 0.32 |
for the period April 1 through June 30, 2013
| Jan. 1 - Jun. 30, | Jan. 1 - Jun. 30, | ||
|---|---|---|---|
| FIGURES IN € k | Notes | 2013 | 2012 |
| Consolidated net result for period | 749 | 558 | |
| Changes in the currency translation reserve | 0 | 67 | |
| Changes in fair value of available-for-sale financial instruments | 0 | -4 | |
| Deferred tax on changes in fair value | 0 | 1 | |
| Other comprehensive income | 0 | 64 | |
| Total comprehensive income | 749 | 622 |
as at June 30, 2013
| FIGURES IN € k | Notes | Jun. 30, 2013 | Dec. 31, 2012 |
|---|---|---|---|
| Non-current assets | |||
| Intangible assets | 16,684 | 16,845 | |
| Property, plant and equipment | 295 | 316 | |
| Interest in associated companies | 8 | 287 | 335 |
| 17,266 | 17,496 | ||
| Current assets | |||
| Inventories | 2 | 181 | |
| Trade receivables | 4,833 | 3,903 | |
| Income tax receivables | 352 | 351 | |
| Other financial assets | 9 | 383 | 686 |
| Other assets | 283 | 149 | |
| Cash and cash equivalents | 9,352 | 8,149 | |
| 15,205 | 13,419 | ||
| ASSETS | 32,471 | 30,915 | |
| Equity capital | 10 | ||
| Subscribed capital | 1,820 | 1,820 | |
| Capital reserve | 28,079 | 28,079 | |
| Revaluation reserve | 682 | 753 | |
| Treasury stock | -3,300 | -3,300 | |
| Cumulated fair value changes of available-for-sale financial | |||
| instruments | 2 | 2 | |
| Retained earnings | -2,963 | -4,585 | |
| 24,320 | 22,769 | ||
| Non-current liabilities | |||
| Provisions | 237 | 234 | |
| Other financial liabilities | 11 | 276 | 314 |
| Deferred taxes | 1,921 | 1,961 | |
| 2,434 | 2,509 | ||
| Current liabilities | |||
| Provisions | 508 | 519 | |
| Trade payables | 468 | 1,144 | |
| Other financial liabilities | 11 | 939 | 518 |
| Deferred income | 2,091 | 2,136 | |
| Other liabilities | 649 | 175 | |
| Income tax liabilities | 1,062 | 1,145 | |
| 5,717 | 5,637 | ||
| EQUITIES AND LIABILITIES | 32,471 | 30,915 |
for the period January 1 through June 30, 2013
| Jan. 1 - Jun. 30, | Jan. 1 - Jun. 30, | |||
|---|---|---|---|---|
| FIGURES IN € k | Notes | 2013 | 2012 | |
| Earnings before interest and tax (EBIT) | 1,638 | 1,256 | ||
| + | Depreciation and amortization | 1,033 | 1,656 | |
| +/- | Increase/decrease in provisions | -8 | 223 | |
| +/- | Other non-cash expenses/income | -14 | -56 | |
| + | Interest received | 41 | 33 | |
| - | Interest paid | -30 | -1 | |
| + | Tax received | 0 | 84 | |
| - | Tax paid | -45 | -44 | |
| +/- | Exchange rate differences received/paid | -1 | -18 | |
| +/- | Decrease/increase in inventories | 179 | 53 | |
| +/- | Decrease/increase in trade receivables and other assets | -1,057 | 807 | |
| -/+ | Decrease/increase in trade payables and other liabilities | 29 | -998 | |
| = | Cash flow from operating activities | 1,765 | 2,995 | |
| - | Purchase of property, plant and equipment | -89 | -74 | |
| - | Purchase of intangible assets (excl. development cost) | -3 | -26 | |
| - | Payments for capitalized development expenses | -760 | -1,409 | |
| + | Proceeds from sale of marketable securities | 300 | 600 | |
| = | Cash flow from investing activities | -552 | -909 | |
| - | Repayment of finance lease liabilities | -25 | -24 | |
| = | Cashflow from financing activities | -25 | -24 | |
| Change in cash and cash equivalents | 1,118 | 2,062 | ||
| Effect of exchange rates on cash and cash equivalents | 15 | 73 | ||
| + | Cash and cash equivalents at the beginning of the period | 8,149 | 6,076 | |
| = | Cash and cash equivalents at the end of the period | 9,352 | 8,211 |
for the period January 1 through June 30, 2013
| FIGURES IN € k | Subscribed capital |
Capital reserve |
Re valuation reserve |
Treasury stock |
Cumulative change in fair value for sale of available assets |
Currency trans lation differ ences |
Retained earnings |
Total |
|---|---|---|---|---|---|---|---|---|
| Balance on January 1, 2012 | 1,820 | 28,079 | 1,024 | -3,300 | 2 | 124 | -7,020 | 20,729 |
| Transfer to retained earnings | ||||||||
| according to amortization | 0 | 0 | -136 | 0 | 0 | 0 | 136 | 0 |
| Consolidated net profit | 0 | 0 | 0 | 0 | 7 | 22 | 666 | 695 |
| Balance on June 30, 2012 | 1,820 | 28,079 | 888 | -3,300 | 9 | 146 | -6,218 | 21,424 |
| Balance on January 1, 2013 | 1,820 | 28,079 | 753 | -3,300 | 2 | 0 | -4,585 | 22,769 |
| Transfer to retained earnings | ||||||||
| according to amortization | 0 | 0 | -71 | 0 | 0 | 0 | 71 | 0 |
| Consolidated net profit | 0 | 0 | 0 | 0 | 0 | 0 | 1,551 | 1,551 |
| Balance on June 30, 2013 | 1,820 | 28,079 | 682 | -3,300 | 2 | 0 | -2,963 | 24,320 |
The interim financial report of the MeVis Group was prepared in accordance with the provisions of § 37x (3) of the German Securities Trading Act (WpHG) along with consolidated interim financial statements and a consolidated management report.
The consolidated interim financial statements of MeVis Medical Solutions AG, Bremen (MMS AG) as at June 30, 2013 were prepared in accordance with Section 315a (1) of the German Commercial Code (HGB) in line with the rules and regulations in force on the balance sheet date and approved by the European Union of the International Financial Reporting Standards (IFRS) published by the International Accounting Standards Board (IASB) as well as the interpretations of the International Financial Reporting Interpretations Committee (IFRIC). Accordingly, this interim report as at June 30, 2013 was prepared in conformity with IAS 34 "Interim Reporting". The notes to the consolidated interim financial statements are presented in abridged form in line with the option provided by IAS 34. The interim financial statements and interim management report have neither been audited nor subjected to accounting review.
The interim consolidated financial statements from January 1 to June 30, 2013 use the same recognition and measurement policies as the IFRS consolidated financial statements for the 2012 financial year. The interim consolidated financial statements as of June 30, 2013 must therefore be read in conjunction with the consolidated financial statements as of December 31, 2012.
MMS AG's consolidated interim financial statements as of June 30, 2013 including the previous year's figures have been prepared in accordance with IFRS as endorsed by the European Union as of December 31, 2012. The same accounting and valuation principles were applied that were used in preparing the consolidated financial statements as at December 31, 2012; in addition, IAS 34 "Interim reporting" was applied. Fresh announcements of the IASB newly applicable as of June 30, 2013 had no material impacts on the MeVis consolidated financial statements.
Revenues break down by type as follows:
| Jan. 1 - Jun. 30, | Jan. 1 - Jun. 30, | |
|---|---|---|
| FIGURES IN € k | 2013 | 2012 |
| Software and licenses | 3,520 | 3,670 |
| Maintenance (software service contracts) | 3,036 | 2,978 |
| Services (consulting and training) | 283 | 213 |
| Hardware | 23 | 17 |
| 6,862 | 6,878 |
In the period under review, expenditures on research and development came to € 2,077 k (prev. year: € 2,558 k). In accordance with IAS 38, development expenses of € 760 k (prev. year: € 1,409 k) were capitalized, of which none were accounted for by third-party services as in the previous year.
The average headcount was 126 (prev. year: 152). This is equivalent to an average of 108 full-time positions (prev. year: 123). Of the 126 employees, 19 (prev. year: 24) are accounted for by the proportionately consolidated company MeVis BreastCare GmbH & Co. KG. The average figures include 16 testers (as a rule, students employed on a negligible part-time basis) at the Group level (prev. year: 34).
| Jan. 1 - Jun. 30, | Jan. 1 - Jun. 30, | |
|---|---|---|
| FIGURES IN € k | 2013 | 2012 |
| Rental/leasing expense | 234 | 300 |
| Travel expense | 79 | 83 |
| Maintenance/repairs | 71 | 84 |
| External work | 62 | 21 |
| Legal and consulting costs | 58 | 171 |
| Cost of preparing and auditing financial statements | 56 | 67 |
| Supervisory Board remuneration | 40 | 34 |
| Advertising costs | 38 | 22 |
| Energy costs | 35 | 39 |
| Stationery | 32 | 25 |
| Insurances | 25 | 35 |
| Vehicle costs | 19 | 18 |
| Cleaning Expense | 19 | 19 |
| Internet Expense | 18 | 21 |
| Accounting costs | 14 | 41 |
| Others | 118 | 178 |
| 918 | 1,158 |
| Jan. 1 - Jun. 30, | Jan. 1 - Jun. 30, | |
|---|---|---|
| FIGURES IN € k | 2013 | 2012 |
| Amortization of industrial property rights and | ||
| similar rights and customer bases | 251 | 545 |
| Amortization of capitalized development expenses | 676 | 857 |
| Depreciation of property, plant and equipment | 106 | 254 |
| 1,033 | 1,656 |
The MeVis Group's net financial result as at June 30, 2013 amounted to € -82 k (prev. year: € 254 k). This comprises interest income from the investment of cash and cash equivalents of € 14 k (prev. year: € 33 k), interest expense of € 49 k (prev. year: € 105 k) and the result derived from associates, amounting to € -47 k (prev. year: € 140 k).
Income tax expenses were mainly the result of MBS KG's trade tax as well as deferred tax assets and liabilities resulting from the differences between amounts included in the IFRS financial statements (for income and expenditure and assets and liabilities) and those included in the tax assessment.
Financial assets concern the equity interest of roughly 41 %, valued in accordance with the equity method, in Medis Holding B.V., Leiden (Netherlands), which was acquired in the first half of 2010.
| FIGURES IN € k | Jun. 30, 2013 | Dec. 31, 2012 |
|---|---|---|
| Securities | 216 | 516 |
| Eligible expenses | 132 | 44 |
| Loans granted and receivables | 24 | 62 |
| Deferred interest | 5 | 29 |
| Derivatives | 2 | 31 |
| Other | 4 | 4 |
| 383 | 686 |
The securities are fixed-interest corporate and government bonds.
In connection with the acquisition of the 49 % interest in MBS KG from Siemens AG and the subsequent full consolidation of MBS KG, the assets and liabilities of MBS KG were completely remeasured. Where these increases were attributable to the 51 % interest in MBS KG already held by the Group, the difference was recognized within the revaluation reserve. Amounts equaling the depreciation expense recognized on these assets are reclassified as retained earnings on a proportionate basis.
| FIGURES IN € k | |
|---|---|
| Status as at Dec. 31, 2011 | 1,024 |
| - Transfer of the amount corresponding to write-downs and the associated deferred taxes to | |
| retained earnings, without an impact on profit and loss | -136 |
| Status as at Jun. 30, 2012 | 888 |
| Status as at Dec. 31, 2012 | 753 |
| - Transfer of the amount corresponding to write-downs and the associated deferred taxes to | |
| retained earnings, without an impact on profit and loss | -71 |
| Status as of Jun. 30, 2013 | 682 |
In accordance with a new resolution passed by the shareholders at the annual general meeting on September 28, 2007 concerning the acquisition of the Company's own stock in accordance with Section 71 (1) No. 8 of the German Stock Corporation Act (AktG), the Company was authorized to acquire up to 10 % of its current share capital (€ 1,300 k) on or before March 27, 2009. MMS AG already held 37,800 treasury shares on December 31, 2007. On March 4, 2008 the Executive Board decided to initially buy back up to a further 53,200 of the Company's own shares on the stock market by August 30, 2008. As part of this stock buyback program, the Company acquired 53,200 of its own shares for a total amount of € 1,502 k as of June 17, 2008.
In the course of acquiring the software product Colotux for a total of € 220 k on October 23, 2008, half of the first purchase price installment of € 110 k was settled in mid-November 2008 by the transfer of treasury shares (a total of 1,832 treasury shares with a market value of € 55 k).
In accordance with a new resolution passed by the shareholders at the annual general meeting on July 9, 2008 concerning the acquisition of the Company's own shares in accordance with Section 71 (1) No. 8 of the German Stock Corporation Act (AktG), the Company was authorized to acquire up to 10 % of its current share capital (€ 1,820 k) on or before January 8, 2010. On November 4, 2008, the Executive Board decided to buy up to a further 91,000 of the Company's own shares on the stock market. As part of this stock buyback program, the Company acquired 33,682 of its own shares for a total amount of € 1,163 k as of March 31, 2009. When the stock buyback program was concluded on March 31, 2009, MMS AG held a total of 122,850 treasury shares (6.75 % of share capital). A total of 18,726 treasury shares were transferred to the seller as part of the second stage in the acquisition of Medis shares on May 31, 2010. The second purchase price installment for the acquisition of the Colotux software product was paid in advance on April 15, 2011. The seller was paid a total of 6,571 treasury shares, among other things.
Therefore a total of 97,553 treasury shares were held as of June 30, 2013. This corresponds to 5.36 % of the current share capital.
| FIGURES IN € k | Jun. 30, 2013 | Dec. 31, 2012 |
|---|---|---|
| Liability from 49 % acquisition of MBS KG | 276 | 305 |
| Leasing liabilities | 0 | 9 |
| Other non-current financial liabilities | 276 | 314 |
| FIGURES IN € k | Jun. 30, 2013 | Dec. 31, 2012 |
|---|---|---|
| Staff liabilities | 767 | 330 |
| Liability from 49 % acquisition of MBS KG | 118 | 128 |
| Leasing liabilities | 34 | 51 |
| Derivative financial instruments | 12 | 0 |
| Miscellaneous other financial liabilities | 8 | 9 |
| Other current financial liabilities | 939 | 518 |
With reference to business transacted with related parties, there have been no material changes since December 31, 2012.
In comparison with the contingent receivables and contingent liabilities presented in the consolidated financial statements for the 2012 financial year, no changes occurred in the first half of the current fiscal year.
Earnings per share equal the profit on continuing activities or profit (after tax) divided by the weighted average number of shares outstanding during the financial year. Earnings per share (fully diluted) are calculated on the assumption that all securities, stock options and stock awards with a potentially dilutionary effect are converted or exercised.
As the criteria for exercising the options had not been satisfied as of the balance sheet date, it can be assumed that no options had been exercised by the employees and that no shares had been awarded to entitled members of the Executive Board. Accordingly, they are not included in the calculation of earnings per share, which means that diluted earnings per share are identical to basic earnings per share.
The weighted average of shares outstanding is determined by taking account of shares redeemed and reissued subject to a chronological weighting.
| Jun. 30, 2013 | Jun. 30, 2012 | |
|---|---|---|
| Consolidated net result for the period in € k | 1,551 | 666 |
| Weighted average of the number of no-par-value shares outstanding during the period under review |
1,722,447 | 1,722,447 |
| Basic earnings per share in € | 0.90 | 0.39 |
| Diluted earnings per share in € | 0.90 | 0.39 |
The activities of the MeVis Group are classified into the reportable segments of Digital Mammography and Other Diagnostics. The management of each of these segments reports directly to the Executive Board of MMS AG in its function as the responsible corporate entity.
Segment earnings and the result of operating activities remain the key benchmarks for assessing and controlling the earnings position of a particular segment. As a rule, the result of operating activities corresponds to earnings before interest and taxes (EBIT).
| Digital Mammography |
Other Diagnostics | Other/Consolidation and reconciliation |
MeVis Group | ||||||
|---|---|---|---|---|---|---|---|---|---|
| Jan. 1 - Jun. 30 | Jan. 1 - Jun. 30 | Jan. 1 - Jun. 30 | Jan. 1 - Jun. 30 | ||||||
| FIGURES IN € k | 2013 | 2012 | 2013 | 2012 | 2013 | 2012 | 2013 | 2012 | |
| External revenues | 5,186 | 5,145 | 1,719 | 1,733 | 0 | 0 | 6,905 | 6,878 | |
| Intersegment revenues | 0 | 0 | 0 | 0 | -43 | 0 | -43 | 0 | |
| Revenues | 5,186 | 5,145 | 1,719 | 1,733 | -43 | 0 | 6,862 | 6,878 | |
| Grants | 0 | 0 | 88 | 114 | 0 | 0 | 88 | 114 | |
| Total segment revenues | 5,186 | 5,145 | 1,807 | 1,847 | -43 | 0 | 6,950 | 6,992 | |
| Capitalization of development | |||||||||
| expenses | 760 | 1,409 | 0 | 0 | 0 | 0 | 760 | 1,409 | |
| Depreciation and amortization | -858 | -1,130 | -175 | -526 | 0 | 0 | -1,033 | -1,656 | |
| Operating expenses | -1,870 | -1,762 | -2,463 | -2,935 | 89 | 102 | 0 | -4,595 | |
| Result of operating activities | 3,218 | 3,662 | -831 | -1,614 | 46 | 102 | 2,433 | 2,150 | |
| Other operating income | 77 | 141 | 759 | 868 | -713 | -745 | 123 | 264 | |
| Other operating expenses | -797 | -963 | -788 | -904 | 667 | 709 | -918 | -1,158 | |
| Result of operating activities | 2,498 | 2,840 | -860 | -1,650 | 0 | 66 | 1,638 | 1,256 |
The assets of MeVis BreastCare Solutions Verwaltungs-GmbH were transferred to MeVis Medical Solutions AG effective August 1, 2013 following the approval granted at the Company's annual general meeting on June 20, 2013, the signing of the merger agreement on June 21, 2013 and the entering of the merger agreement into the Commercial Register.
As MeVis BreastCare Solutions Verwaltungs-GmbH and MeVis Medical Solutions AG were the sole shareholders of MeVis BreastCare Solutions GmbH & Co. KG, all assets and liabilities of MeVis BreastCare Solutions GmbH & Co. KG were also transferred to MeVis Medical Solutions AG, and MeVis BreastCare Solutions GmbH & Co. KG was wound up.
The merger of MeVis BreastCare Solutions Verwaltungs-GmbH and the accretion of MeVis BreastCare Solutions GmbH & Co. KG with MeVis Medical Solutions AG took tax effect on January 1, 2013.
Bremen, August 26, 2013
Marcus Kirchhoff Dr. Robert Hannemann Chairman & CEO Member of the Executive Board
Responsibility statement required by section 37y no. 1 of the Wertpapierhandelsgesetz (WpHG – German Securities Trading Act) in conjunction with sections 297(2) sentence 4 and 315(1) sentence 6 of the Handelsgesetzbuch (HGB – German Commercial Code) for the consolidated financial statements and the group management report:
"To the best of our knowledge, and in accordance with the applicable reporting principles, the consolidated financial statements give a true and fair view of the assets, liabilities, financial position and profit or loss of the group, and the group management report includes a fair review of the development and performance of the business and the position of the group, together with a description of the principal opportunities and risks associated with the expected development of the group."
Bremen, August 26, 2013
MeVis Medical Solutions AG
Marcus Kirchhoff Dr. Robert Hannemann Chairman & CEO Member of the Executive Board
This report contains forward-looking statements which are based on management's current estimates of future developments. Such statements are subject to risks and uncertainties, which MeVis Medical Solutions AG is not able to control or estimate with any precision, e.g. future market conditions and the general economic environment, the behavior of other market participants, the successful integration of new acquisitions and government acts. If any of these uncertainties or imponderabilities materialize or if the assumptions on which these statements are based prove to be incorrect, this may cause actual results to deviate materially from those expressly or implicitly contained in these statements. MeVis Medical Solutions AG does not intend and is under no obligation to update the forward-looking statements in the light of any events or developments occurring after the date of this report.
Deviations may occur between the accounting data contained in this report and that submitted to the electronic Bundesanzeiger for technical reasons (e.g. conversion of electronic formats). In the case of any doubt, the version submitted to the electronic Bundesanzeiger will prevail.
This report is also available in a German-language version. In case of any doubt, the German-language version takes priority over the English-language one.
The report is available for downloading in both languages on the Internet at http://www.mevis.de/ir\_finanzberichte.html.
| May 16, 2013 | Interim report for Q1 2013 |
|---|---|
| June 20, 2013 | Annual general meeting, Bremen |
| August 26, 2013 | Interim report for H1 2013 |
| August 26 through | |
| August 28, 2013 | Small Cap Conference, Frankfurt |
| November 11, 2011 | Interim report for Q3 2013 |
| November 11 through | |
| November 13, 2013 | German Equity Forum, Frankfurt am Main |
Phone +49 421 22495 0 Fax +49 421 22495 499 [email protected]
MeVis Medical Solutions AG Caroline-Herschel-Str. 1 28359 Bremen Germany Phone +49 421 22495 0 Fax +49 421 22495 499 [email protected] www.mevis.de
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