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DMG MORI AG

Interim / Quarterly Report Aug 23, 2005

119_10-q_2005-08-23_552b5eb5-f75b-46c2-94c7-ad424e2646d6.pdf

Interim / Quarterly Report

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Interim Report

First six months of 2005

Q2_2005_uk 22.08.2005 18:41 Uhr Seite 1

Ladies and Gentlemen,

Q2_2005_uk 22.08.2005 18:41 Uhr Seite 2

global demand for machine tools developed as expected. Course of business at gildemeister progressed on schedule over the first six months of 2005.

Sales revenues rose to € 517.8 million (+6%). Order intake increased to € 574.2 million (+6%), confirming the positive trend. ebitda reached € 34.0 million (previous year: € 31.9 million); ebit amounted to € 19.4 million (previous year: € 17.0 million). ebt was € 3.8 million (previous year: € 5.0 million). For the six months ended 30 June, the group reported an annual profit of € 1.7 million (previous year: € 0.7 million).

gildemeister confirms its forecasts for the financial year 2005. We expect fresh stimulus from the emo 2005 (14 – 21 September) in Hanover, the most important trade fair for machine tools worldwide. Over the entire year we are planning for an order intake of more than € 1,150 million. Based on our good order backlog and the expected "emo impact", we expect to increase sales revenues to around € 1.1 billion. For the financial year 2005 we expect ebt to exceed € 25 million and we expect an annual profit of more than € 10 million. If business and performance develop as planned, we intend to resume the distribution of a dividend for the current financial year.

Key Figures

Q2_2005_uk 22.08.2005 18:41 Uhr Seite 3

The Interim Consolidated Financial Statements of gildemeister Aktiengesellschaft were prepared in accordance with International Financial Reporting Standards (ifrs). The Interim Report has not been audited.

2005
First 6 months
2004
First 6 months
Changes
2005 against 2004
gildemeister group € m € m € m %
Sales revenues
Total 517.8 490.5 27.3 6
Domestic 220.3 237.6 -17.3 -7
International 297.5 252.9 44.6 18
% International 57 52
Order intake
Total 574.2 542.4 31.8 6
Domestic 251.5 247.4 4.1 2
International 322.7 295.0 27.7 9
% International 56 54
Order backlog*
Total 378.2 311.3 66.9 21
Domestic 144.8 117.4 27.4 23
International 233.4 193.9 39.5 20
% International 62 62
Investments 11.0 11.4 -0.4 -4
Personnel costs 147.5 139.7 7.8 6
Employees 5,103 4,901 202 4
Plus trainees 146 175 -29 -17
Total employees* 5,249 5,076 173 3
ebitda 34.0 31.9 2.1
ebit 19.4 17.0 2.4
ebt 3.8 5.0 -1.2
Annual profit 1.7 0.7 1.0

* Reporting date 30 June

Sales revenues in € million

Q2_2005_uk 22.08.2005 18:41 Uhr Seite 4

Number of employees incl. trainees

1999 3,340
2000 4,637
2001* 3,530 1,644 60
5,234
2002* 3,317 1,663
65 5,045
2003* 3,242 1,717
69 5,028
30 June 2004* 3,193 1,823
60
5,076
2004* 3,264 1,846
64 5,174
30 June 2005* 3,242 1,943
64 5,249
  • Services
  • Corporate Services
3
3 6
3 7
Key Figures
Overal Economic Development
Development of the Machine Tool Industry
3 8 - 20 Business Development in the gildemeister
group
8 Sales Revenues
10 Order Intake
11 Order Backlog
12 Results of Operations, Net Worth and Financial Position
14 The gildemeister
Share
15 Investments
15 Employees
16 Research and Development
17 Segments
"Machine Tools"
17
"Services"
18
"Corporate Services"
19

3 20 Forecast 2005

3 21 - 27 Interim Consolidated Financial Statements of

gildemeister Aktiengesellschaft as at 30 June 2005

  • 21 Notes to the Interim Consolidated Financial Statements
  • 23 Consolidated Balance Sheet
  • 24 Consolidated Income Statement
  • 25 Consolidated Statement of Group Equity
  • 26 Consolidated Cash Flow Statement
  • 27 Consolidated Segmental Reporting

cover picture

Workpiece: Steel boring head used in the oil industry. The new dmu 80 p duoblock® produced by dmg accommodates up to 60% higher dynamics through high-precision 5-axis machining with permanent precision at the nc swivel turntable.

Overall economic development lost some of its vigour in the first half of the year. This was primarily due to increased oil prices. Nevertheless, the economic situation in the usa and Asia remained buoyant. The strongest growth stimuli continued to come from China. The buoyant forces in the Euro region remained subdued. Germany followed the general trend, but did not achieve the vigour evident in other countries and regions. According to provisional calculations by the German Institute for World Economics (diw), growth in Germany was 0.9% in the first six months of the year.

Foreign exchange rates of the currencies relevant to us, i. e. the us-Dollar and the Yen, changed as follows over the second quarter of 2005: Following the first quarter, when a clear trend of the Euro was not evident, the Euro lost in value. The average rate in the second quarter amounted to us-Dollar 1.26. The highest rate of us-Dollar 1.31 was recorded on 20 April. Its lowest rate of us-Dollar 1.20 was reached at the end of the quarter. In April the Yen initially lost ground against the Euro. From the end of May to early June this was followed by another clear downward trend. In all, the exchange rate fluctuated between Yen 140 and 131.

Sources: German Economic Research Institute (diw), Berlin Economic Research Institute (ifo), Munich Institute for World Economics (IfW), Kiel

Exchange rate movements Euro in relation to us-\$ and Yen Source: European Central Bank 1.40

The worldwide market for machine tools is developing on schedule in 2005. The available statistics from the ten major national machine tools associations representing more than 80% of global production, all indicate an increase in order intake. In this respect the most significant growth stimuli continue to come from Asia. Reliable statements for demand and production development in the individual regions are currently not available. However, according to a survey for the entire year 2005 by the German Association of Machine Tool Factories (vdw) and the ifo Institute, the worldwide market will grow by approximately 8%.

With respect to cutting machines, the German machine tool industry reported an increase of 9% in order intake for the first six months compared to the corresponding figure for the previous year. This increase, however, is still exclusively due to international orders, whilst domestic demand has, up to now, continued to decline. This basically optimistic assessment of the economic situation in the machine tool building industry can also be noted in the business climate index that, according to surveys carried out by the ifo Institute, has followed a positive trend since the beginning of the year. Setbacks were recorded in February and June.

Source: vdw (Association of German Machine Tool Factories)

ifo Business Climate Balance from the percentage of positive and negative company reports, excluding the new Bundesländer (former East German states) Source: ifo-Institut, Munich

8 Business Development at the gildemeister group

Q2_2005_uk 22.08.2005 18:41 Uhr Seite 8

gildemeister
Aktiengesellschaft
Bielefeld
production plants
gildemeister
Drehmaschinen GmbH
gildemeister
Italiana S.p.A.
graziano
Tortona S.p.A.
deckel maho
Pfronten GmbH
deckel maho
Geretsried GmbH
deckel maho
Seebach GmbH
Bielefeld, 100% Brembate di Sopra, 100% Tortona, indirect 100% Pfronten, indirect 100% Geretsried, indirect 100% Seebach, 100%

On 30 June 2005, the gildemeister group comprised unchanged 63 companies, including gildemeister Aktiengesellschaft.

The shareholders' structure of gildemeister Aktiengesellschaft has not changed since the last quarter. The gildemeister shares continue to be held primarily in diversified holdings. The largest number of shares is held by Westlb ag.

Sales revenues

In the second quarter, sales revenues amounting to € 278.2 million (+16%) exceeded the figures for the first three months (€ 239.6 million) as planned. In the first six months, sales revenues amounted to € 517.8 million, which is 6% above the figure for the previous year (€ 490.5 million). International sales revenues rose by 18% to € 297.5 million. Domestic sales revenues reached € 220.3 million (-7%). Exports were 57% of our total sales (corresponding period of the previous year: 52%).

International

sales and service organisation

a & f Stahl- und Maschinenbau GmbH Würzburg, indirect 100%

famot Pleszew S.A.
Pleszew, 100%
sauer GmbH
Idar-Oberstein, Kempten
indirect 99%
deckel maho gildemeister
(Shanghai) Machine Tools Co., Ltd.
Shanghai, 100%
dmg Vertriebs
und Service GmbH
Bielefeld, 100%
59 Sales and Service
Organisations
worldwide
saco S.p.A.
Castelleone,
indirect 100%

The six domestic and four international production sites of the "Machine Tools" segment contributed 69% (corresponding period of the previous year: 71%) to total sales revenues. The deckel maho milling technology represented 42% of total sales revenues (corresponding six months of the previous year: 42%), whilst the gildemeister turning technology represented 25% (corresponding six months of the previous year: 27%). The new sauer ultrasonic and laser technologies contributed 2% (previous year's six months: 2%). The share in sales revenues contributed by the "Services" segment amounted to 31% (previous year's six months: 29%).

gildemeister group Distribution of sales revenues by segments / divisions

Q2_2005_uk 22.08.2005 18:41 Uhr Seite 9

For the later quarters of 2005, we expect our sales revenue development to be better than the sales revenues for the previous year's quarters. Based on our good order backlog and the expected "emo impact", we expect to increase sales revenues to around € 1.1 billion.

Order intake

In the second quarter, order intake amounting to € 293.2 million developed according to plan. In the first six months of the year, order intake totalled € 574.2 million, thereby exceeding the figure for the previous year's period (€ 542.4 million) by € 31.8 million or 6%. A good level of international transactions contributed to this development. However, contrary to the current industry trend, we were also able to slightly increase our order intake in Germany.

In the reporting period, international orders increased by 9% to € 322.7 million (previous year's six months: € 295.0 million). The international share thereby amounted to 56% (previous year: 54%). Domestic orders amounted to € 251.5 million, which is 2% more than the figure for the corresponding period of the previous year (€ 247.4 million). 72% were attributed to the "Machine Tools" segment (previous year: 73%) and 28% to the "Services" segment (previous year: 27%).

The order intake in each market region developed as follows:

We are planning for an order intake of more than € 1,150 million for the entire year. This will be supported by the industry's main event of the year 2005, the emo in Hanover. At this most important trade fair for machine tools worldwide that will take place in September, gildemeister will exhibit its production programme featuring all its innovative new products.

Order backlog

Q2_2005_uk 22.08.2005 18:41 Uhr Seite 11

On 30 June 2005, the group's order backlog amounted to € 378.2 million. 62% were attributed to international orders (previous year: 62%). When compared to the previous year, the backlog of international orders increased by € 39.5 million (+20%) to € 233.4 million and the domestic order backlog by € 27.4 million (+23%) to € 144.8 million.

Arithmetically, the order backlog represents a range of coverage of production of four months. Due to current trends in demand, the capacity use in production continues to be determined primarily by our technology machines, which require proportionally longer processing times. By the end of the first six months, order backlog pertaining to "Machine Tools" amounted to € 339.0 million, representing a 90% share in total order backlog. € 39.2 million or 10% were attributed to the "Services" segment.

Financial Calendar

Segments

Economic

Development

Results of Operations, Net Worth and Financial Position

In the second quarter, both ebitda and ebit improved when compared with the first quarter and with the corresponding figures for the preceding year. ebitda was € 21.1 million (previous year: € 20.4 million) and ebit of € 13.6 million exceeded the figure for the previous year (€ 12.7 million) by € 0.9 million. ebt amounted to € 5.6 million (previous year: € 6.8 million).

At the end of the first six months ebitda reached € 34.0 million (previous year: € 31.9 million); ebit amounted to € 19.4 million (previous year: € 17.0 million). Due to an increase in financial charges, ebt amounting to € 3.8 million remained below the corresponding figure for the previous year (€ 5.0 million). On 30 June 2005 the group reported an annual profit of € 1.7 million (previous year: € 0.7 million).

In relation to a total work done of € 540.5 million (previous year: € 496.4 million), the materials quota as of 30 June amounted to about 53.2% (previous year: 52.4%). This increase against the corresponding period of the previous year is primarily due to an increase of initial processing. Gross profit improved by € 16.8 million to € 253.1 million (previous year: € 236.3 million); at 46.8% the gross profit margin is below the figure for the previous year (47.6%). Personnel costs increased to € 147.5 million (+ € 7.8 million); the personnel costs quota amounted to 27.3% (previous year: 28.1%). The balance from other income and expenses rose by € 6.9 million to € 71.6 million. Whilst depreciation of € 14.6 million is € 0.3 million below the figure for the corresponding year, the financial result rose by € 3.6 million to € 15.6 million due to an increase in capital tie-up and an increase in interest costs of the group's financing. Tax expenditure amounted to € 2.1 million (previous year: € 4.3 million); the annual profit was € 1.7 million (previous year: € 0.7 million).

30 June 2005 31 Dec. 2004 30 June 2004
T€ € m € m € m
Net worth
Fixed assets 259.0 262.5 267.0
Current assets 708.0 677.5 642.4
Equity 255.6 250.5 245.7
Outside capital 711.4 689.5 663.7
Balance sheet total 967.0 940.0 909.4

The balance sheet total for the six months ended 30 June 2005 increased by € 27.0 million to € 967.0 million in comparison with the Annual Balance Sheet for 2004. On the assets side, a decrease in fixed assets of € 3.5 million was offset by an increase in current assets of € 30.5 million. This increase in current assets was primarily due to the increase in the supply of raw materials and consumables, a higher level

of initial processing of unfinished goods and an increase in finished goods, resulting primarily from spending on materials and services in view of the emo 2005. The application of ias 39, which was amended with effect from 1 January 2005, resulted in a balance sheet extension as of 30 June 2005 amounting to € 28.6 million. This corresponds to the statement of discounted bills of exchange, which were previously shown under contingencies. In comparison to 31 December 2004, cash and cash equivalents decreased by € 48.2 million to € 12.1 million.

Q2_2005_uk 22.08.2005 18:41 Uhr Seite 13

In the second quarter, the cash flow from current operations of € 6.3 million was positive; whilst still showing a loss of € 42.9 million in the first six months. In comparison to the 31 December 2004, appropriation of assets increased substantially by € 33.8 million due to the emo-related increase in inventories. When compared to 31 December 2004, trade receivables increased by € 6.4 million. The reduction in trade payables of € 13.2 million had a negative impact on cash flow. Cash flow from investment activity amounted to € -9.5 million (previous year: € -10.9 million). In the first six months, cash flow from financing activity amounted to € 1.9 million; the high positive figure of the previous year of € 45.9 million was primarily due to cash received from the capital increase.

2005 2004
First 6 months First 6 months
T€ € m € m
Financial position
Cash flow from current operations -42.9 -28.5
Cash flow from investment activity -9.5 -10.9
Cash flow from financing activity 1.9 45.9
Cash and cash equivalents -48.2 5.2
Cash as at 1 January 60.3 11.4
Cash as at 30 June 12.1 16.6

Business

Economic

Development

The gildemeister Share

In the second quarter, performance of the gildemeister share was stable. Its lowest value was quoted at € 5.27 (5 May 2005). At the end of the quarter, its price was € 5.46 (30 June 2005). Our share is currently quoted at € 6.24 (18 August 2005). Up-to-date studies can be viewed on the Internet or requested from our Investor Relations Team.

Your contact to the gildemeister Public- / Investor-Relations-Team:

gildemeister Aktiengesellschaft
Gildemeisterstraße 60
33689
Bielefeld, Germany
Phone: + 49 (0) 52 05 / 74 - 3001 Tanja Figge
+ 49 (0) 52 05 / 74 - 3004 Nadja Lüdke
Fax: + 49 (0) 52 05 / 74 - 3081
Internet: www.gildemeister.com
E-Mail: [email protected]

Investments

Q2_2005_uk 22.08.2005 18:41 Uhr Seite 15

In the first six months of the year, investments amounted to € 11.0 million and were therefore at the same level as the previous year (€ 11.4 million). Overall, gildemeister carried out 37% of the investments planned for the current financial year (€ 30 million) during the first six months. At € 8.3 million the focal points of investments in tangible and intangible fixed assets included models and fixtures for new machine types and expenditure to maintain operational readiness. In accordance with our planning, capitalised development costs of € 2.7 million were also maintained at the level of the previous year (€ 2.8 million).

First 6 months 2005: € 11.0 million Contribution of each segment /

Employees

On 30 June 2005, gildemeister had 5,249 employees, 146 of whom were trainees (31 March 2005: 5,234). The number of employees thereby increased slightly by 15 in the second quarter of the current financial year. Focal point of the staff consolidation was the development and expansion of our newly established sales and service companies in Russia and in Turkey and the continued increase in the number of personnel at our Pleszew production facility. In line with business development, staff adjustment measures were implemented at our Geretsried and Bergamo production sites. In comparison to the end of the financial year 2004, the number of employees increased by 75. This increased personnel requirement arose primarily in the "Services" segment and was due to the increased requirements of our customers throughout the world in line with current demand trends.

At the end of the second quarter, 3,133 employees were working in the national companies and 2,116 in our international companies. The percentage of staff working abroad now amounts to 40% (previous year: 39%). Due to the greater number of staff and increased expenses arising from increases in standard wages and overtime, personnel costs amounted to € 147.5 million (corresponding period of the previous year: € 139.7 million).

15

Financial Calendar

Research and Development

In the first six months of 2005, € 21.4 million was invested in research and development, thereby exceeding the figure for the corresponding period of the previous year (€ 18.1 million) by € 3.3 million. 420 employees are currently working on the development of new products; representing 13% of staff.

In the first six months gildemeister exhibited 12 out of a total of 22 planned new developments at in-house exhibitions and trade fairs. In line with current trends, focal points of these innovations included our technology machines. For example, the dmc-h line of horizontal machining centres was completed with the introduction of three machines for universal, heavy or dynamic applications. The dmu-line of universal milling machines was expanded by three new models that are up to 25% more productive. Along with increased dynamics, these compact machines also offer, among other things, a particularly easy-to-maintain motor spindle or a 3d-collision monitoring option. The sprint 65 linear and ctv 250 linear are able to meet complex productivity and technical performance requirements in the turning division. The gmx line of turning and milling centres for six-sided integrated machining was complemented by the gmx 250 linear. gildemeister expanded its leading position with respect to the new ultrasonic/laser technologies with two innovations produced by sauer GmbH. The ultrasonic 20-3 linear is used for the machining of advanced materials, such as glass, metal carbide or precious stones, and the lasertec 40 offers a new diode laser, which is able to increase precision, process quality and long-term stability at the same time.

Activities in research and development are targeted at the industry's showcase fair, the emo in Hanover, in order to secure the expected "emo impact" with carefully tested innovations available at short notice. At this most important trade fair, which will take place from 14 to 21 September, we will exhibit in Hall 2 all of our 22 newly developed products, including 9 world premières, such as the ultrasonic 20-5 linear.

Innovative dmg technology: The ultrasonic 20-5 linear provides flexible motive power engineering in five axes with up to 32 magazine stations

for micro and high-precision machining of advanced materials, such as quartz glass.

"Machine Tools"

2005 2004 Changes
First 6 months First 6 months 2005 against 2004
key figures € m € m € m %
Sales revenues
Total 359.5 347.1 12.4 4
Domestic 139.7 164.5 -24.8 -15
International 219.8 182.6 37.2 20
% International 61 53
Order intake
Total 414.1 397.6 16.5 4
Domestic 166.4 169.9 -3.5 -2
International 247.7 227.7 20.0 9
% International 60 57
Order backlog*
Total 339.0 276.4 62.6 23
Domestic 116.7 95.9 20.8 22
International 222.3 180.5 41.8 23
% International 66 65
Investments 7.9 7.5 0.4 6
Employees 3,096 3,018 78 3
Plus trainees 146 175 -29 -17
Total employees* 3,242 3,193 49 2
ebit 11.8 9.1 2.7

* Reporting date 30 June

The "Machine Tools" segment includes the group's new machines business. In the reporting period, sales revenues amounted to € 359.5 million, thereby exceeding the figure for the previous year (€ 347.1 million) by € 12.4 million or 4%.

In the first six months of 2005, the "Machine Tools" segment achieved ebit of € 11.8 million (previous year: € 9.1 million).

17

"Services"

2005 2004 Changes
First 6 months First 6 months 2005 against 2004
key figures € m € m € m %
Sales revenues
Total 158.0 143.1 14.9 10
Domestic 80.3 72.8 7.5 10
International 77.7 70.3 7.4 11
% International 49 49
Order intake
Total 159.8 144.5 15.3 11
Domestic 84.8 77.2 7.6 10
International 75.0 67.3 7.7 11
% International 47 47
Order backlog*
Total 39.2 34.9 4.3 12
Domestic 28.1 21.5 6.6 31
International 11.1 13.4 -2.3 -17
% International 28 38
Investments 2.7 3.3 -0.6 -19
Employees* 1,943 1,823 120 7
ebit 16.8 14.2 2.6

* Reporting date 30 June

The "Services" segment consists primarily of the business operations of dmg Vertriebs und Service GmbH and its subsidiaries. The Service Support offers our customers an additional range of services over the entire life cycle of their dmg machines. Along with the traditional maintenance and service activities, this includes installation and initial training, the vocational and further training provided by dmg Trainings Akademie GmbH, the retrofitting of machines and the used machines business.

Our Service Products – such as dmg spare parts, dmg Powertools, saco S.p.A. machine toll components and the setting equipment and tool management of dmg microset GmbH – provide the user with numerous options to further increase the productivity of their dmg machines.

In the reporting period, sales revenues in the "Services" segment amounted to € 158.0 million, which is 10% above the figure for the previous year (€ 143.1 million). Profitability improved according to plan and according to the sales revenues development. ebit amounted to € 16.8 million (previous year: € 14.2 million).

"Corporate Services"

Q2_2005_uk 22.08.2005 18:41 Uhr Seite 19

2005
First 6 months
2004
First 6 months
Changes
2005 against 2004
key figures € m € m € m %
Sales revenues 0.3 0.3 0.0 0
Order intake 0.3 0.3 0.0 0
Investments 0.4 0.6 -0.2 -26
Employees 64 60 4 7
Plus trainees 0 0 0
Total employees* 64 60 4 7
ebit -8.0 2.9 -10.9

* Reporting date 30 June

The "Corporate Services" segment is primarily comprised of gildemeister Aktiengesellschaft, which functions as the management holding company for the group. ebit amounted to € -8.0 million (previous year: € 2.9 million). This change in the result is due primarily to the profit arising from the transfer of the investment of gildemeister Aktiengesellschaft in deckel maho Geretsried GmbH to gildemeister Beteiligungen ag, which took place in the previous year. This effect is offset at group level; its corresponding adjustment is shown in the reconciliation column of the Segmental Reporting (see page 27).

According to forecasts by economic experts, the global economy will grow less in 2005 than it did in the previous year. Any movement in oil prices and foreign exchange rates remain factors of uncertainty.

The worldwide market for machine tools is developing in line with forecasts. In their latest medium-term forecast, the German Machine Tool Builders' Association (vdw) and the ifo Institute predict respective increases of 8% in global demand and global production. Asia and the usa continue to be seen as regions of growth, whilst in Europe only a slight rise in demand is expected. As regards the German Machine Tool Industry, an increase in production of 5% and in exports of 10% is expected. According to latest figures, this means an estimated production of € 9.4 billion. As before, the forecasted increase is due to international demand.

gildemeister confirms its forecasts for the financial year 2005. Over the entire year, we are planning for an order intake of more than € 1,150 million. This will be supported by the emo in Hanover that will take place in September. This most important of trade fairs worldwide plays a trendsetting role for the machine tool industry and its customers and provides an ideal forum for gildemeister to present its production programme featuring all its innovative new products. Based on our good order backlog and the expected "emo impact", we expect to increase sales revenues to around € 1.1 billion. Due to the optimisation of our cost and process management, we are planning a further strengthening of our profitability. For the financial year 2005 we expect ebt to exceed € 25 million and we expect an annual profit of more than € 10 million. If business and performance develop as planned, we intend to resume the distribution of a dividend for the current financial year.

Interim Consolidated Financial Statements of gildemeister Aktiengesellschaft as at 30 June 2005

Notes to the Interim Consolidated Financial Statements

1 application of regulations

Q2_2005_uk 22.08.2005 18:41 Uhr Seite 21

The Interim Consolidated Financial Statements of gildemeister Aktiengesellschaft for the six months ending 30 June 2005 were prepared, as were the Interim Consolidated Financial Statements for the six months ending 30 June 2004 and the Consolidated Annual Financial Statements for the year ending 31 December 2004, in accordance with International Financial Reporting Standards (ifrs) applicable on the reporting date and in accordance with the interpretation of the above Standards. The application of the ias 34 regulations on interim reporting was particularly relevant.

All Interim Financial Statements of those companies that were included in the Interim Consolidated Financial Statements were prepared in accordance with uniform accounting and valuation principles that also formed the basis for the Interim Consolidated Financial Statements as at 30 June 2004 and the Consolidated Annual Financial Statements for the year ending 31 December 2004.

In view of the purpose of interim reporting as an information vehicle based on the Consolidated Financial Statements, and in accordance with ias 1.103, we refer to the Notes to the Consolidated Annual Financial Statements for the year ending 31 December 2004, which set out in detail the accounting, valuation and consolidation methods applied. These Notes also cover the exercising of election rights according to ifrs.

The accounting and valuation principles and applied consolidation methods have not changed since the reporting period 2004.

In the context of a regular review of the economic value of inventories, it was possible in the second quarter to retransfer valuation allowances made previously for spare parts to a value of € 2.4 million.

As explained in detail in the Notes to the Interim Consolidated Financial Statements as at 31 March 2005, gildemeister has applied the amendments as a result of the so-called "Improvements Project" of the International Accounting Standards Board (iasb) since 1 January 2005. For gildemeister, major changes have resulted from the application of ias 1 "Presentation of Financial Statements" and ias 39 "Financial Instruments: Recognition and Measurement". For further details we refer to the Notes to the Interim Consolidated Financial Statements as at 31 March 2005.

On 30 June 2005, the gildemeister group comprised unchanged 63 companies, including gildemeister Aktiengesellschaft, 62 of which were included, as before, in the Interim Financial Statements as part of the full consolidation process. 2 consolidated group

22 Interim Consolidated Financial Statements of gildemeister Aktiengesellschaft as at 30 June 2005

Q2_2005_uk 22.08.2005 18:41 Uhr Seite 22

In accordance with ias 33, earnings per share are determined by dividing the consolidated earnings by the average number of shares. There were no dilution effects in the reporting periods shown. 3 earning per share

Group result excluding profit shares of minority interests € 1,838 k
Number of shares 43,302,503
Earnings per share € 0.04

The information with respect to segmental reporting is given in accordance with ias 34 and ias 14. Further details concerning the course of business are included in the "Segments" chapter. No changes have occurred in the demarcation of segments or in the determination of the result achieved by each segment when compared with the 31 December 2004. No material events have occurred after the date of the Interim Financial Statements. 4 consolidated segmental reporting 5 events occuring after the balance sheet date

June 2005
30 June 2005 31 Dec. 2004 30 June 2004
Assets € m € m € m
Long-term assets
Intangible assets 97.2 98.9 99.5
of which goodwill 67.9 67.9 67.9
Tangible fixed assets 161.6 163.3 167.3
Financial assets 0.2 0.2 0.2
Trade debtors 0.4 2.2 0.5
Other long-term assets 4.9 2.5 2.0
Deferred taxes 25.3 24.8 30.0
289.6 291.9 299.5
Short-term assets
Inventories 310.4 276.6 275.6
Trade debtors 287.7 279.5 274.9
Securities and liquid funds 12.2 60.4 16.6
Other short-term assets
and prepaid expenses 67.1 31.6 42.8
677.4 648.1 609.9
967.0 940.0 909.4
30 June 2005 31 Dec. 2004 30 June 2004
Total equity and liabilities € m € m € m
Equity
Subscribed capital 112.6 112.6 112.6
Capital provisions 68.3 68.3 68.3
Revenue reserves 73.8 68.6 63.7
Shares to other shareholders 0.9 1.0 1.1
255.6 250.5 245.7
Long-term liabilities
Long-term financial liabilities 289.0 300.2 57.6
Pension provisions 27.7 27.7 27.9
Other long-term provisions 20.7 20.8 20.1
Trade creditors 0.3 1.3 4.1
Other long-term liabilities and deferred income 10.9 11.4 13.6
Deferred taxes 4.5 4.0 9.0
353.1 365.4 132.3
Short-term liabilities
Short-term financial liabilities 65.9 24.2 250.5
Other short-term provisions 71.7 74.9 89.2
Payments received on account 28.9 27.7 29.0
Trade creditors 126.9 139.1 108.4
Other short-term liabilities 64.9 58.2 54.3
358.3 324.1 531.4
967.0 940.0 909.4

Consolidated Income Statement

2005
1 April - 30 June
2004 Changes
1 April - 30 June 2005 against 2004
2nd quarter € m % € m % € m %
Total work done 280.4 100.0 253.5 100.0 26.9 10.6
Cost of materials -148.3 -52.9 -127.0 -50.1 -21.3 16.8
Gross profit 132.1 47.1 126.5 49.9 5.6 4.4
Personnel costs -74.7 -26.6 -71.8 -28.3 -2.9 4.0
Other income
and expenses -36.3 -12.9 -34.3 -13.5 -2.0 5.8
Depreciation of assets -7.5 -2.7 -7.7 -3.0 0.2 -2.6
Financial result -8.0 -2.9 -5.9 -2.3 -2.1 35.6
Profit / loss on ordinary
activities (ebt) 5.6 2.0 6.8 2.7 -1.2 -17.6
Taxes on profit -1.2 -0.4 -3.9 -1.5 2.7 -69.2
Annual profit 4.4 1.6 2.9 1.2 1.5 51.7
Earnings per share
acc. to ias 33 (in Euro) 0.10 0.15
2005
1 Jan. - 30 June
2004 Changes
1 Jan. - 30 June 2005 against 2004
First 6 months € m % € m % € m %
Total work done 540.5 100.0 496.4 100.0 44.1 8.9
Cost of materials -287.4 -53.2 -260.1 -52.4 -27.3 10.5
Gross profit 253.1 46.8 236.3 47.6 16.8 7.1
Personnel costs -147.5 -27.3 -139.7 -28.1 -7.8 5.6
Other income
and expenses -71.6 -13.2 -64.7 -13.0 -6.9 10.7
Depreciation of assets -14.6 -2.7 -14.9 -3.0 0.3 -2.0
Financial result -15.6 -2.9 -12.0 -2.4 -3.6 30.0
Profit / loss on ordinary
activities (ebt) 3.8 0.7 5.0 1.0 -1.2 -24.0
Taxes on profit -2.1 -0.4 -4.3 -0.9 2.2 -51.2
Annual profit 1.7 0.3 0.7 0.1 1.0 142.9
Earnings per share
acc. to ias 33 (in Euro) 0.04 0.02

Consolidated Statement of Group Equity

Q2_2005_uk 22.08.2005 18:41 Uhr Seite 25

Subscribed
Capital
Capital-
provisions
Revenue
provisions
Shares to other
shareholders
Group
equity
€ m € m € m € m € m
As at 1 January 2004 75.1 48.7 63.8 1.2 188.8
Capital increase 37.5 19.6 0.0 0.0 57.1
Annual profit 0.0 0.0 0.7 -0.1 0.6
Changes in currency /
change in market valuation of
derivative financial instruments 0.0 0.0 0.2 0.0 0.2
Consolidation transactions /
other changes 0.0 0.0 -1.0 0.0 -1.0
As at 30 June 2004 112.6 68.3 63.7 1.1 245.7
Subscribed
Capital
Capital-
provisions
Revenue
provisions
Shares to other
shareholders
Group
equity
€ m € m € m € m € m
As at 1 January 2005 112.6 68.3 68.6 1.0 250.5
Annual profit 0.0 0.0 1.8 -0.1 1.7
Changes in currency /
change in market valuation of
derivative financial instruments 0.0 0.0 3.4 0.0 3.4
Consolidation transactions /
other changes 0.0 0.0 0.0 0.0 0.0
As at 30 June 2005 112.6 68.3 73.8 0.9 255.6

Consolidated Cash Flow Statement

2005
1 Jan.-30 June
2004
1 Jan.-30 June
€ m € m
Cash flow from current operations
1. Annual profit 1.7 0.7
2. Depreciation of fixed assets 14.6 14.9
3. Change in deferred taxes 0.0 1.3
4. Change in long-term provisions -0.1 0.4
5. Other income not affecting payments -0.1 0.0
6. Change in short-term provisions -3.2 2.3
7. Change in inventories,
trade debtors and other assets -50.0 -32.4
8. Change in trade creditors and
other liabilities -5.8 -15.7
-42.9 -28.5
Cash flow from investment activity
1. Amounts paid out for investments
in intangible and tangible assets -11.0 -10.6
2. Amounts paid out for investments in financial assets 0.0 -0.8
3. Amounts received from the disposal of fixed assets 1.5 0.5
-9.5 -10.9
Cash flow from financing activity
1. Amounts received from raising (financing) credits /
amounts paid out for the repayment of (financing) credits 1.9 -14.1
2. Distribution of dividends to other shareholders 0.0 -0.1
3. Amount received from the capital increase 0.0 60.1
1.9 45.9
Changes affecting payments -50.5 6.5
Consolidation and exchange rate
related changes not affecting payments 2.3 -1.3
Liquid funds as at 1 January 60.3 11.4
Liquid funds as at 1 June 12.1 16.6
Machine Corporate
Tools Services Services Transitions Group
2nd quarter 2004 € m € m € m € m € m
Sales revenues 188.7 78.9 0.2 267.8
ebit 6.3 10.6 5.3 -9.5 12.7
Investments 3.6 1.7 0.3 5.6
Employees 3,193 1,823 60 5,076
Machine Corporate
Tools Services Services Transitions Group
2nd quarter 2005 € m € m € m € m € m
Sales revenues 194.0 84.0 0.2 278.2
ebit 7.9 11.0 -4.2 -1.1 13.6
Investments 3.3 1.7 0.3 5.3
Employees 3,242 1,943 64 5,249
Machine Corporate
Tools Services Services Transitions Group
First 6 months 2004 € m € m € m € m € m
Sales revenues 347.1 143.1 0.3 490.5
ebit 9.1 14.2 2.9 -9.2 17.0
Investments 7.5 3.3 0.6 11.4
Employees 3,193 1,823 60 5,076
Machine Corporate
Tools Services Services Transitions Group
First 6 months 2005 € m € m € m € m € m
Sales revenues 359.5 158.0 0.3 517.8
ebit 11.8 16.8 -8.0 -1.2 19.4
Investments 7.9 2.7 0.4 11.0
Employees 3,242 1,943 64 5,249
8 November
2005
3rd Quarterly Report
2005
(1 July to 30
September)
14 February 2006 Press release on provisional figures
for the financial year 2005
30 March 2006 Press conference on Financial Statements
30 March 2006 Publication of Annual Report 2005
31 March 2006 Discussion with analysts
19 May 2006 General meeting of shareholders
at 10am in the Town Hall Bielefeld

Subject to alteration

Bielefeld, 23 August 2005 Yours faithfully,

gildemeister Aktiengesellschaft The Executive Board

Supervisory Board: Executive Board:

Hans Henning Offen, Chairman Dipl.-Kfm. Dr. Rüdiger Kapitza, Chairman Gerhard Dirr, Deputy Chairman Prof. Dr.-Ing. Raimund Klinkner, Deputy Chairman Dipl.-Kfm. Michael Welt

gildemeister Aktiengesellschaft Gildemeisterstraße 60 33689 Bielefeld, Germany Local court Bielefeld hrb 7144 Phone: +49 (0) 52 05 / 74-3001 Fax: +49 (0) 52 05 / 74-3081 Internet: www.gildemeister.com E-Mail: [email protected]

Economic Development
Business Development
Segments
Forecast 2005

Interim Consolidated Financial Statements

Financial Calendar

gildemeister Aktiengesellschaft Gildemeisterstraße 60 33689 Bielefeld, Germany Local court Bielefeld hrb 7144 Phone: +49 (0) 52 05 / 74-3001 Fax: +49 (0) 52 05 / 74-3081 Internet: www.gildemeister.com E-Mail: [email protected]

Q2_2005_uk 22.08.2005 18:41 Uhr Seite 30

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