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DMG MORI AG

Quarterly Report Nov 5, 2009

119_10-q_2009-11-05_2ad69114-3f6e-4c77-8c3a-8c8f0408e149.pdf

Quarterly Report

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Dear Shareholders,

the entire economic situation continues to be affected by the recession. The global machine tool market is suffering its historically worst crisis. In Germany, consumption in the first nine months of the year slumped by 66%. gildemeister, too, clearly felt the effects of a strong reluctance to purchase. Order intake, sales revenues and earnings continued to decline in the third quarter.

Order intake as at 30 September amounted to € 818.2 million (previous year: € 1,592.8 million). Sales revenues fell to € 847.7 million (previous year: € 1,363.2 million). In the third quarter ebt at € -8.1 million was negative for the first time since the first quarter 2005. Overall profitability remained positive: in the first nine months ebitda reached € 45.5 million (previous year: € 137.2 million), ebit amounted to € 23.8 million (previous year: € 114.8 million). ebt was positive at € 7.0 million (previous year: € 91.6 million). As at 30 September 2009, the group reported earnings after tax of € 4.5 million (previous year: € 57.6 million).

A radical improvement cannot be expected during the remaining course of the financial year 2009. We expect order intake for the fourth quarter 2009 to develop above the previous quarters. First positive impetus at the beginning of the fourth quarter came from the industry highlight, the emo 2009 in Milan. With order intake of € 52.6 million and 254 machines sold our expectations were met.

The machine tool business is actually suffering greatly from the lack of investment by our customers. The "Services" business is also in decline, however, it is comparatively satisfactory. We have successfully established the new business area of solar technology.

Our business model and our clear corporate strategy have proven their worth. The timely cost reduction measures will cushion the effects of the economic development. With our innovative range of products for a broad mix of customers and industries, as well as our global presence, we will overcome the crisis. The cooperation with Mori Seiki is generating important advantages for our international customers and is increasing the efficiency of gildemeister.

As announced, for the financial year 2009 we are expecting a clear downwards trend in order intake, sales revenues and earnings. Despite the continuing recession and the poor demand for machine tools worldwide, we continue to expect order intake of about € 1.2 billion. Sales revenues will be approximately € 1.2 billion. As a result of the measures we have initiated, we are assuming positive earnings (ebit) overall.

Key figures

The Interim Consolidated Financial Statements of gildemeister Aktiengesellschaft were prepared in accordance with the International Financial Reporting Standards (ifrs), as they have to be applied within the European Union. The interim financial statements have not been audited.

gildemeister group Changes
30 Sep. 2009
€ million
31 Dec. 2008
€ million
30 Sep. 2008
€ million
30 Sep. 2009 to 30 Sep. 2008
€ million
%
Sales Revenues
Total 847.7 1,904.0 1,363.2 -515.5 -38
Domestic 383.7 829.9 601.6 -217.9 -36
International 464.0 1,074.1 761.6 -297.6 -39
% International 55 56 56
Order Intake
Total 818.2 1,882.0 1,592.8 -774.6 -49
Domestic 244.8 843.4 718.4 -473.6 -66
International 573.4 1,038.6 874.4 301.0 -34
% International 70 55 55
Order Backlog
Total 622.9 727.4 979.0 -356.1 -36
Domestic 88.3 232.7 389.9 -301.6 -77
International 534.6 494.7 589.1 -54.5 -9
% International 86 68 60
Investments 38.6* 50.2 28.5 10.1 35
Personnel Costs 255.5 405.5 297.4 -41.9 -14
Personnel ratio in % 29.9 20.7 20.0
ebitda 45.5 188.9 137.2 -91.7 -67
ebit 23.8 158.2 114.8 -91.0 -79
ebt 7.0 126.7 91.6 -84.6 -92
Annual profit 4.5 81.1 57.6 -53.1 -92
Changes
30 Sep. 2009 31 Dec. 2008 30 Sep. 2008 30 Sep. 2009 to 31 Dec. 2008
Employees 5,587 6,191 6,172 -604 -10
plus Trainees 261 260 251 +1 0
Total Employees 5,848 6,451 6,423 -603 -9

sales revenues in € million 2003 2004 2005 2006 2007 2008 1st – 3rd quarter 2009 1,329.0 1,125.9 1,562.1 977.8 1,363.2 1,904.0 1,051.5 847.7

gildemeister group Key Figures

Sales Revenues Order Intake ebit Employees

ebit
in € million
2003 34.7
2004 41.9
2005 58.8
2006 82.5
2007 125.9
2008 114.8 158.2
1st – 3rd quarter 2009 23.8
number of employees
incl. trainees
Machine Tools
Services
Corporate Services
2003 3,242 1,717
69
5,028
2004 3,264 1,846
64
5,174
2005 3,270 1,935
67
5,272
2006 3,357 2,126
75 5,558
2007 3,609 2,307
82
5,998
30 Sep. 2008 3,754 2,577 92
6,423
2008 3,769 2,587 95
6,451
30 Sep. 2009 3,394 2,368
86
5,848

Key Figures

  • 2 Overall Economic Development
  • 3 Development of the Machine Tool Industry
  • 4 19 Business Development of the gildemeister group
  • 4 Sales Revenues
  • 5 Order Intake
  • 6 Order Backlog
  • 7 Results of Operations, Net Worth and Financial Position
  • 9 Investments
  • 9 Segmental Reporting
    • 10 "Machine Tools"
    • 11 "Services"
    • 13 "Corporate Services"
  • 13 Employees
  • 14 gildemeister Share
  • 15 Research and Development
  • 16 Opportunities and Risk Report
  • 17 Forecast
  • 20 27 Interim Consolidated Financial Statements of gildemeister Aktiengesellschaft as at 30 September 2009
  • 20 Consolidated Income Statement
  • 21 Consolidated Balance Sheet
  • 22 Consolidated Cash Flow Statement
  • 23 Group Statement of Comprehensive Income
  • 23 Statement of Changes in Group Equity
  • 24 Group Segmental Reporting
  • 25 Notes to the Interim Consolidated Financial Statements
  • 27 Information about gildemeister Aktiengesellschaft
  • 27 Responsibility Statement
  • 28 Financial Calendar

cover picture

efficient technology for tomorrow's energy

gildemeister has become established in the renewable energy market of the future. Since its entry into solar technology, gildemeister has installed solar plants in Germany, Spain, Italy, Greece, South Korea, the Czech Republic, Bulgaria, India, China and Japan. In the future gildemeister will focus the growing market in the usa. In implementing its international "SunCarrier" market strategy, a+f GmbH benefits from the worldwide coverage of the gildemeister group's sales and service network.

The main image shows one of the current 18 "SunCarrier" solar parks in Italy.

Financial Calendar

Overall economic development showed the first signs of an upwards trend in the third quarter of 2009. This could be seen primarily in Asia. China's growth continued. Japan made slight progress. In Europe the downwards trend also seems to have halted; this applies also for Germany. According to the provisional calculations of the Kiel-based Economic Research Institute (IfW), worldwide gross domestic product will decrease by 1.2% in the year 2009 (previous year: +3.2%).

For gildemeister's international business, the us dollar, the Chinese yuan and the Japanese yen are of particular importance. The exchange rate of the currencies most important for us changed in the third quarter 2009 as follows: the us dollar continued to lose value against the euro. The average value of 0.70 euros was above the comparison value of the previous year (0.66 euros). The Chinese yuan also lost in value against the euro. The euro closed the quarter at an exchange rate of 10.09 yuan (30 Sep. 2009). The Japanese yen closed the third quarter at a value of 134.96 yen (30 Sep. 2009). The average rate of exchange was 133.89 yen (previous year's quarter: 161.83 yen). This represents a margin loss for our products of 5.6% in the dollar and the yuan and of 3.5% in the yen.

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

The worldwide machine tool market will decline sharply in 2009. The latest forecasts (as at: October 2009) of the German Machine Tool Builders' Association (vdw) and the British economic research institute, Oxford Economics, now expect a decline in consumption of 30% to € 36.5 billion.

The German machine tool industry will develop even more weakly than the world market. The vdw expects a fall of up to 40% in consumption and in production. Since the start of the year, order intake has slumped to an extent that has never occurred before. In the first nine months, order intake at German machine tool builders fell by 66%. For cutting machines, which correspond to our product range, the industry recorded a deficit of 72%. This reflects a decline in both domestic (-75%) and international (-70%) orders in this segment.

The ifo business climate index for industry continues to fluctuate at a low level but has increasingly improved further over the course of the third quarter. Companies in the main consumer industrial sectors for machine tools rate their current business situation meanwhile as being less pessimistic than at the start of the year.

Source: vdw (German Machine Tool Builders' Association)

gildemeister Aktiengesellschaft
Bielefeld
Milling Union Milling and
Processing Union
Turning Union Ecoline Electronics
deckel maho
Pfronten GmbH
Pfronten
sauer GmbH
Idar-Oberstein, Kempten
deckel maho
Seebach GmbH
Seebach, Geretsried
famot Pleszew s.a.
Pleszew
gildemeister
Drehmaschinen GmbH
Bielefeld
graziano
Tortona S.r.l.
Tortona
gildemeister
Italiana S.p.A.
Bergamo
dmg Ecoline GmbH
Klaus
deckel maho
gildemeister
Machine Tools, Shanghai
dmg Electronics GmbH
Pfronten

The gildemeister group, including gildemeister Aktiengesellschaft, comprised 78 enterprises as at 30 September 2009. The consolidated group has changed as follows: in September, a+f GmbH founded a+f usa llc with registered office in Denver (usa), to strengthen its activities in the growing solar market in the usa.

Sales Revenues

Sales revenues in the third quarter reached € 235.0 million and were thus clearly below the previous year's figure (€ 511.7 million). This trend was a result of the strong decline in order intake. In the first nine months, sales revenues amounted in total to € 847.7 million and were thus 38% below the previous year's level (€ 1,363.2 million). In the "Machine Tools" segment, sales revenues fell by € 256.0 million (-31%) to € 569.6 million. The "Services" segment contributed € 277.9 million or 33% to sales revenues. The "Solar Technology" division accounted for € 24.1 million (previous year: € 140.9 million).

Domestic sales revenues fell by 36% to € 383.7 million, international sales revenues decreased by 39% to € 464.0 million. The export share amounted to 55% (corresponding period in the previous year: 56%).

sales revenues gildemeister group
in € million
Domestic
International
1st – 3rd quarter 2008 601.6 761.6 1,363.2
1st – 3rd quarter 2009 383.7 464.0 847.7

More detailed information on sales revenues in each segment is given on page 9 et seq.

Order Intake

Order intake in the third quarter reached € 237.5 million (-48% compared to the previous year's quarter: € 459.4 million). In the first nine months, order intake amounted to € 818.2 million and thus was 49% or € 774.6 million below that of the previous year's period (€ 1,592.8 million). The machine tool business showed a decline at € 393.2 million (-61%). The service business amounted to € 424.8 million (-29%). The solar business continued to develop positively (+41%).

Order intake suffered a severe setback both domestically and internationally: domestic orders shrank by 66% to € 244.8 million (previous year: € 718.4 million). International orders decreased by 34% to € 573.4 million (previous year: € 874.4 million). International orders accounted for 70% of orders (previous year: 55%).

In the third quarter, the "Solar Technology" division achieved order intake of € 40.5 million (previous year: € 2.6 million). Overall a+f GmbH increased order intake in the first nine months to € 213.9 million (+18%).

As a result of the global recession, order intake showed a strong decline compared to the same period in the previous year. The trade fairs and exibitions in the first nine months of the year attracted a lot of interest from our customers, order activity, however, continued to be very restrained.

More detailed information on order intake in each segment is given on page 9 et seq.

In the individual market regions, order intake developed as follows:

Sales prices in "Machine Tools" and "Services" were not increased in the third quarter.

Order Backlog

On 30 September 2009 the order backlog within the group amounted to € 622.9 million (-36%). The "Solar Technology" division of a+f GmbH accounted for € 216.5 million or 35% of this.

The domestic order backlog fell by € 301.6 million (-77%) to € 88.3 million. The international order backlog fell by € 54.5 million (-9%) to € 534.6 million compared to the previous year. Of the existing orders, international orders accounted for 86% (corresponding date of the previous year: 60%).

order backlog gildemeister group
in € million
Domestic
International
30 Sep. 2008 389.9 589.1 979.0
30 Sep. 2009
88.3
534.6 622.9

More detailed information on the order backlog in each segment is given on page 11 et seq. By adjusting production capacity, "Machine Tools" production capacity utilisation achieved an average of about three months, although the individual production companies differ in their capacity utilisation.

Results of Operations, Net Worth and Financial Position

The gildemeister group results of operations developed negatively in the third quarter for the first time since the first quarter 2005 as a result of the economic crisis. ebitda amounted to € 4.1 million (previous year: € 52.6 million). ebit amounted to € -3.1 million (previous year: € 44.8 million). ebt reached € -8.1 million (previous year: € 37.3 million). Earnings after taxes amounted to € -5.2 million (previous year: € 23.8 million).

As at 30 September, overall profitability remained positive: ebitda reached € 45.5 million (previous year: € 137.2 million), ebit amounted to € 23.8 million (previous year: € 114.8 million). ebt was positive at € 7.0 million (previous year: € 91.6 million). As at 30 September 2009, the group reports earnings after taxes of € 4.5 million (previous year: € 57.6 million).

Total operating revenue fell to € 853.6 million (previous year: € 1,485.0 million). This decline resulted particularly from reduced sales revenues of € 847.7 million (previous year: 1,363.2 million). The "SunCarrier" accounted for € 35.9 million of total operating revenue (previous year: € 47.7 million). The materials quota fell to 48.2% (previous year: 56.4%). An essential influence on this positive development is due to the intensive renegotiations of purchase conditions and to the synergies achieved by the cooperation with Mori Seiki. Gross profit decreased by € 205.5 million to € 442.5 million (previous year: € 648.0 million); the gross profit margin rose to 51.8% (previous year: 43.6%). Personnel expenditure fell by € 41.9 million to € 255.5 million (previous year: € 297.4 million). The decline resulted from our prematurely initiated measures such as short time working and a reduction in personnel as well as the reduction in the variable salary component. Personnel expenditure will decrease further in the fourth quarter. The personnel ratio as at 30 September amounted to 29.9% (previous year: 20.0%). The balance of other expenses and income fell, due to volume and to the consequently implemented cost reduction programme, by € 71.9 million to € 141.5 million. Depreciation amounted to € 21.7 million (previous year: € 22.4 million). The financial result improved to € -16.8 million (previous year: € -23.2 million). The tax ratio decreased to 36.0% (previous year: 37.1%). Total tax expense amounted to € 2.5 million (previous year: € 34.0 million).

30 Sep. 2009
€ million
31 Dec. 2008
€ million
30 Sep. 2008
€ million
Net worth
Fixed assets 320.5 301.3 291.2
Current assets 868.4 1,089.1 1,013.6
Equity 384.5 379.7 370.6
Outside capital 804.4 1,010.7 934.2
Balance sheet total 1,188.9 1,390.4 1,304.8

The balance sheet total decreased as at 30 September 2009 by € 201.5 million to € 1,188.9 million. On the assets side fixed assets increased by € 19.2 million to € 320.5 million. Current assets fell by € 220.7 million to € 868.4 million. Trade receivables decreased by € 76.7 million to € 209.3 million. Cash and cash equivalents, which rose at year-end 2008 to € 257.9 million through nearly completely drawing on the syndicated loan, fell as of 30 September by € 174.8 million to € 83.1 million due to the repayment.

Inventories rose by € 34.4 million to € 460.3 million, in doing so raw materials and consumables increased to € 180.1 million (€ + 20.0 million) primarily due to the material planning for solar modules. Inventories of unfinished goods fell to € 136.0 million (€ -16.6 million), in particular, due to the settlement of production orders in the supply plants. Finished goods increased as a result of persistent delayed acceptances and individual order cancellations as a consequence of the financial and economic crisis to € 137.3 million (€ +27.7 million). Measures have been introduced to reduce these inventories. The first effects were noticed in the third quarter. Inventories fell by € 9.4 million from € 469.7 million to € 460.3 million. We expect these measures to have a significant effect in the fourth quarter.

Under equity and liabilities, equity increased by € 4.8 million to € 384.5 million. The equity ratio rose to 32.3% (31 Dec. 2008: 27.3%). Outside capital decreased by € 206.3 million to € 804.4 million. Provisions decreased by € 48.6 million to € 204.1 million, payments on account received for orders placed decreased by € 46.0 million to € 50.4 million and trade creditors decreased by € 75.0 million to € 124.0 million.

The financial position developed as follows in the third quarter: The free cash flow amounted to € 13.9 million (previous year: € -10.5 million). Positive impact on the free cash flow development came in particular from a reduction in trade receivables (€ +27.5 million) as well as a reduction in inventories (€ +9.3 million). An opposing impact was caused by a decline in prepayments received (€ -7.2 million) and provisions (€ -4.1 million). The free cash flow as at 30 September amounted to € -138.8 million (previous year: € -108.4 million).

The cash flow from operating activities was € -122.3 million (previous year: € -81.0 million). Based on earnings before tax (ebt) of € 7.0 million (previous year: € 91.6 million), depreciation (€ 21.7 million) and a reduction in trade receivables (€ 76.8 million) had a positive impact on cash flow. An opposing impact resulted from a higher commitment of funds to inventories of € 34.5 million and a decline in trade creditors of € 75.0 million. Cash flow from investment activity amounted to € -38.0 million (previous year: € -27.4 million); this includes the purchase of Mori Seiki shares for € 21.5 million. The cash flow from financing activity was € -13.6 million (previous year: € 60.3 million).

For the financial year 2009 we are expecting a negative free cash flow as the planned revenue recognition by end of the year and revenue shifts in the "Solar Technology" division will lead to payments received amounting to about € 90 million in the first months of the financial year 2010.

2009
3rd quarter
€ million
2008
3rd quarter
€ million
2009
1st – 3rd quarter 1st – 3rd quarter
€ million
2008
€ million
Cash flow
Cash flow from operating activities 20.4 1.1 -122.3 -81.0
Cash flow from investment activity -13.3 -11.6 -38.0 -27.4
Cash flow from financing activity 8.1 5.6 -13.6 60.3
Changes in cash and cash equivalents 14.3 -5.2 -174.8 -48.9
Liquid funds at the start of the reporting period 68.8 51.9 257.9 95.6
Liquid funds at the end of the reporting period 83.1 46.7 83.1 46.7

As at 30 September 2009 we had sufficient liquidity and scope available for financing. The unused funding lines were € 219.9 million (31 Dec. 2008: € 128.3 million).

Investments

Investments in fixed assets and intangible assets in the first nine months amounted to € 17.1 million (previous year's figure: € 28.5 million). With the grand opening ceremony that was held on 7 July in Italy we concluded the modernisation of graziano Tortona that we already started last year. We could thus optimise the assembly area and improve material flow sustainably. A further main focus was placed on replacement purchases to maintain operational readiness and also on capitalised development costs. Additions to financial assets in the first nine months amounted to € 21.5 million, due to the shareholding in Mori Seiki Co. Ltd. Investments thus totalled € 38.6 million.

Segmental Reporting

Our business activities include the "Machine Tools" and "Services" segments as well as a+f GmbH with the two "SunCarrier" and "Components" business areas. With the "SunCarrier" and the "SkyCarrier" this company participates in the growing solar technology market. "Corporate Services" comprise the groupwide holding functions. The distribution of sales revenues, order intake and ebit to the single segments is as follows:

segment key figures of the gildemeister group

"Machine Tools" "Services" "Corporate Services"
Changes Changes Changes
2009 2009 2009
2009 2008 against 2009 2008 against 2009 2008 against
1st – 3rd quarter 1st – 3rd quarter 2008 1st – 3rd quarter 1st – 3rd quarter 2008 1st – 3rd quarter 1st – 3rd quarter 2008
€ million € million % € million € million % € million € million %
Sales revenues 569.6 825.6 -31 277.9 537.4 -48 0,2 0.2 0
of which a+f 43.3 182.1 -76
Order intake 393.2 996.4 -61 424.8 596.2 -29 0,2 0.2 0
of which a+f 213.9 181.3 +18
ebit -6.7 54.7 -112 41,4 88.6 -53 -11.5 -27.5 16
of which a+f
0.6
11.5 -95

Financial Calendar

"Machine Tools"

The "Machine Tools" segment forms the group's new machine business with the turning and milling, ultrasonic / laser and electronics business areas.

key figures 2009 2008** Changes
"machine tools" segment 1st – 3rd quarter
€ million
1st – 3rd quarter € million € million 2009 against 2008
%
Sales Revenues
Total 569.6 825.6 -256.0 -31
Domestic 261.8 397.4 -135.6 -34
International 307.8 428.2 -120.4 -28
% International 54 52
Order Intake
Total 393.2 996.4 -603.2 -61
Domestic 131.2 512.8 -74
International 262.0 483.6 -221.6 -46
% International 67 49
Order Backlog*
Total 294.5 768.8 -62
Domestic 42.8 295.8 -253.0 -86
International 251.7 473.0 -221.3 -47
% International 85 62
Investments 10.9 19.9 -9.0 -45
ebit -6.7 54.7 -61.4 -112
* reporting date 30 September
** previous year's values adjusted
Changes
30 Sep. 2009 31 Dec. 2008 30 Sep. 2008 30 Sep. 2009
to 31 Dec. 2008
Employees 3,136 3,512 3,506 -376 -11
plus Trainees 258 257 248 +1 0

The worldwide cyclical declining trend in the machine tools business continued strongly in the third quarter; due to a lack of orders we had to accept further noticeable losses. Sales revenues amounted to € 569.6 million and were thus € 256.0 million or 31% below the previous year's figure (€ 825.6 million). The "Machine Tools" segment contributed 67% of group sales revenues in the first nine months (previous year: 61%). The milling technology of deckel maho contributed 44% (previous year: 41%). The turning technology of gildemeister accounted for 20% (previous year: 18%). New technologies accounted for 3% (previous year's period: 2%).

Total Employees 3,394 3,769 3,754 -375 -10

Sales revenues in the group broke down as follows in the first nine months:

The worldwide economic crisis also had a significant effect on order intake development of machine tools. In all quarters orders were at a very low level. In the reporting period order intake amounted to € 393.2 million (previous year: € 996.4 million); this corresponds to a decrease of € 603.2 million or 61%. The "Machine Tools" segment only recorded 48% of all orders received by the group. The order backlog as at 30 September still amounted to € 294.5 million (corresponding date of the previous year: € 768.8 million). Due to the continuing difficult market situation, there was an increase in order cancellations. As a result of the fall in sales revenues, earnings also fell. A significantly increased price pressure resulted in higher discounts. On average they were at 3.5% compared to previous year's period. In the first nine months, gildemeister for the first time achieved a negative ebit of € -6.7 million (previous year: € 54.7 million). As at 30 September, 3,394 employees were employed (31 Dec. 2008: 3,769). This represents an adjustment of 375 employees at the end of the third quarter. Employment agreements with agency workers were terminated completely at the end of the first six months (469 workers). Moreover, we have adjusted our personnel capacity by way of short time working. More information can be found in the "Employees" chapter on page 13.

"Services"

The "Services" segment includes the business activities of dmg Vertriebs und Service GmbH and its subsidiaries, as well as a+f GmbH with its two "SunCarrier" and "Components" business areas. This company serves the growing solar technology market with the "SunCarrier". In the "Components" area, a+f GmbH focuses on the procurement of components especially for wind energy. dmg Service Solutions offers worldwide customised service solutions and service products over the entire lifespan of the dmg machine tools. The service solutions include various diverse services, which, through our highly-qualified service staff and our worldwide sales and service network, ensure direct

Financial Calendar

customer contact and rapid availability. dmg service products – such as dmg Powertools, adjustment devices and tool management from dmg microset, as well as dmg Spare Parts – provide users with an opportunity to increase the productivity of their dmg machines tools significantly. dmg automation, that organisational belongs to "Services" segment since July 2009, supplies integration solutions to automate machine tools. Up-to-date service news may be obtained at www.gildemeister.com. More detailed information on the "SunCarrier" can be found at www.suncarrier.com.

key figures 2009 2008** Changes
segment "services" 1st – 3rd quarter 1st – 3rd quarter 2009 against 2008
€ million € million € million %
Sales Revenues
Total 277.9 537.4 -259.5 -48
Domestic 121.7 204.0 -82.3 -40
International 156.2 333.4 -177.2 -53
% International 56 62
Order Intake
Total 424.8 596.2
-171.4
-29
Domestic 113.4 205.4 -92.0 -45
International 311.4 390.8 -79.4 -20
% International 73 66
Order Backlog*
Total 328.4 210.2 118.2 56
Domestic 45.5 94.1 -48.6 -52
International 282.9 116.1 166.8 144
% International 86 55
Investments 3.8 6.7 -2.9 -43
ebit 41.4 88.6 -47.2 -53
* reporting date 30 September
** previous year's values adjusted
30 Sep. 2009 31 Dec. 2008 30 Sep. 2008 Changes
30 Sep. 2009
to 31 Dec. 2008
Employees 2,365 2,584 2,574 -219 -8
plus Trainees 3 3 3 0 0
Total Employees 2,368 2,587 2,577 -219 -8

"Services" contributed a 33% share to group sales revenues (previous year: 39%). The declining trend in the segments continued into the third quarter; the spare parts and used machine businesses were particularly affected. In the first nine months, sales revenues reached € 277.9 million and were thus 48% below the previous year's level (€ 537.4 million). The "Solar Technology" division contributed € 24.1 million to sales revenues in the reporting period (previous year: € 140.9 million). Order intake of € 424.8 million was clearly below the level of the previous year (€ 596.2 million). The "Solar Technology" division achieved order intake of € 203.7 million (+41% on the previous year: € 144.6 million). "Services" accounted for 52% of orders received by the

Order intake in the "Solar Technology" was € 203.7 million in the first nine months.

group. Our customers ordered noticeably fewer spare parts and components, and also instigated extensive cost-savings in services. The order backlog amounted to € 328.4 million, of which the "SunCarrier" of a+f GmbH accounted for € 216.5 million (previous year: € 77.8 million). ebit amounted to € 41.4 million (previous year: € 88.6 million). In the "Services" segment, we have reduced the number of employees by 219 to 2,368 (31 Dec. 2008: 2,587). We already terminated all the employment agreements with agency workers by the end of the first six months of the year. More information can be found in the "Employees" chapter on page 13.

key figures
segment "corporate services"
2009
1st – 3rd quarter
€ million
1st – 3rd quarter 2008
€ million
Changes
2009 against 2008
€ million
Sales Revenues 0.2 0.2 0.0
Order Intake 0.2 0.2 0.0
Investments 23.9 1.9 22.0
ebit -11.5 -27.5 16.0
30 Sep. 2009 31 Dec. 2008 30 Sep. 2008 Changes
30 Sep. 2009
to 31 Dec. 2008
Employees 86 95 92 -9
-9

"Corporate Services"

In addition to gildemeister Aktiengesellschaft with its group-wide holding functions, the "Corporate Services" segment also includes gildemeister Beteiligungen ag. ebit amounted to € -11.5 million (previous year: € -27.5 million). This positive development resulted primarily from savings by the reduced personnel expenditure as well as from the reduction of variable salary components, significant cuts in consultancy services and the expiration of leasing agreements. We are planning an improvement in ebit for the whole of 2009 of about 50% compared to the previous year (ebit: € -41.2 million).

Employees

As at 30 September 2009, gildemeister had 5,848 employees, of whom 261 were trainees (31 Dec. 2008: 6,451). As of the end of the third quarter, the number of employees has fallen by 603. Parallel to the reduction in staff we have adjusted our capacities by cutting back on overtime and by using short time working. During short time working, training programmes in the individual corporate areas were reviewed and implemented according to need. We already terminated all employment agreements with agency workers by the end of the first six months. By these staffing measures we saved € 41.9 million in personnel expenditure in the reporting period and € 15.0 million in other expenses in the entire year.

In line with the initiated adjustment in personnel, by the end of the current financial year we plan to have employee numbers of about 5,500, of whom approximately 260 will be trainees. A figure of 5,200 employees is calculated from carrying out our actual examination of capacity. The surplus personnel capacity is managed, primarily, by the use of short time working combined with training measures in the individual companies. Further measures will be analysed and agreed upon promptly depending on business development at the individual companies.

At the end of the third quarter, 3,638 employees (62%) worked at our domestic companies and 2,210 employees (38%) at our international companies. Personnel expenditure fell by € 41.9 million to € 255.5 million (corresponding period in the previous year: € 297.4 million); the personnel ratio was 29.9% (previous year: 20.0%).

gildemeister Share

The gildemeister share showed a positive upwards trend in the third quarter and at +39% performed better than the mdax (+25%). This trend was driven by the stock markets with expectations of a lasting economic recovery as well as by the positive order intake trend in the "Solar Technology" division and by the cooperation with Mori Seiki. Following a share price of € 6.88 as of 1 July, the share closed the third quarter at € 9.53 (30 Sep. 2009). The share is currently listed at € 9.95 (04 Nov. 2009).

The gildemeister shares are held in free float. Based on the total number of shares of 45.6 million, a turnover of 1.5 times occurred in the first nine months (previous year's period: 2.5 times). The trading volume shrank by 36% to an average of 362,000 shares per trading day (previous year: 564.000 shares).

The annual report 2008 is again mdax winner.

Investor and Public Relations

In our investor relations work we have continued to maintain a continuous and open exchange of information with all participants in the capital market. The Executive Board presented the development and strategy of the company at road shows and capital market conferences both in Germany and abroad, in individual talks and in telephone conferences. Our public relations activities are an additional core element of our communications concept. We strengthen gildemeister's excellent public image by quickly, competently, openly and reliably providing information on the group's current position. For its exemplary transparency and open reporting in its annual report 2008, gildemeister once again received an award as the mdax winner. The manager magazin jury particularly highlighted the fact that gildemeister completely fulfils the requirements of the corporate governance code.

Your contact at gildemeister:

gildemeister Aktiengesellschaft Gildemeisterstraße 60 d-33689 Bielefeld

Investor Relations: Public Relations:
André Danks Tanja Figge
Telephone: + 49 (0) 52 05 / 74 - 3028 Telephone: + 49 (0) 52 05 / 74 - 3001
Telefax: + 49 (0) 52 05 / 74 - 3273 Telefax: + 49 (0) 52 05 / 74 - 3081
E-Mail: [email protected] E-Mail: [email protected]

Research and Development

Expenditure on research and development amounted to € 37.7 million in the first nine months and was thus below the previous year's level (€ 40.4 million). There are 450 employees working on the development of new products; this corresponds to 13% of the workforce at the plants. We strengthened our cooperation with the Japanese machine tool manufacturer, Mori Seiki Co. Ltd., in the third quarter in the area of product development; together we merchandise, amongst others, the successful ecoline range.

gildemeister presented 15 new developments at 66 trade fairs and exhibitions. At this year's industry highlight, the emo in Milan, gildemeister showed 41 exhibits, including 7 world premieres.

Our innovative product range offers our customers tailor-made solutions to carry out their complex production orders. Our trend-setting concepts in the field of software lead to a degree of convenience in programming and controls, which is unique in the industry, for example through the "ShopTurn 3g" software with common user interface for turning and milling machines, multi-channel capability and a choice between time-efficient din programming and convenient ShopTurn programming. In addition, the energy efficiency

Turn&Mill:

The ctx gamma 2000 tc offers maximal flexibility in processing and programming.

The dmu 50 eco unifies efficiency, proven technique and an unbeatable costperformance ratio.

of our machines has been further improved. Reduced power consumption when idling by means of the dmg Auto-Shutdown, the dmg Green-Machining-Mode and the intelligent machine design result in clear savings in power costs.

_ In the turning area, the gmc 20 and the ctx gamma 2000 tc with milling spindle and additional turret numbered among the highlights. The cnc multispindle gmc 20 facilitates top productivity for medium sized production batches. The ctx gamma 2000 tc offers up to 70% extended machining possibilities and offers significant potential for shortening processing times.

_ In the milling area the product range has been extended to include the dmc 100 h, the dmf 260 linear and the dmu 50 eco. The dmc 100 h horizontal machining centre in the third generation of the duoblock®-construction represents optimum stability and permits the machining of larger pieces and the use of larger tools with little space required. The dmf 260 linear offers ideal pre-conditions for use in the aerospace industry, in mechanical engineering and in tool and mould construction. The dmu 50 eco universal milling machine enables low cost entry into 5-axis machining with proven technology and the highest precision.

_ In the ultrasonic / lasering area the ultrasonic 10 extends the product portfolio. The compact 5-axis precision machine is particularly suitable for use in the dental field. The dmg s Loader extends the range of productivity-enhancing components for our turning machines available in the service products.

emo Trade Fair Highlight

At this year's industry highlight, the emo 2009 in Milan, gildemeister presented 7 world premieres and 41 selected exhibits over 1,500 square metres. Our product innovations set the technological trends and offer our customers a decisive competitive edge in the economic upturn.

Opportunities and Risk Report

gildemeister is exposed to various opportunities and risks in its business dealings. Our opportunities and risk management assists in recognising and evaluating these opportunities and risks timely. The Executive Board and the Supervisory Board are informed regularly about the current risk position of the group and of the individual business units.

Opportunities arise for gildemeister from the economy as a whole in particular from the growing legal certainty and stability in the growth markets in Asia and eastern Europe. Industry-specific opportunities arise from the fact that we are taking part in the growing solar market with the "SunCarrier". The cooperation with Mori Seiki offers an essential opportunity; we provide important advantages for our international customers and increase the efficiency of gildemeister. Our eco range offers further potential

opportunities in the world markets. Moreover, we see opportunities in the automation of machine tools. Corporate strategic opportunities arise for gildemeister from its leadership in innovations and technology. By integrating suppliers in the value added process, we can achieve optimisation and price advantages.

Risks are systematically identified, evaluated, aggregated, monitored and notified by the gildemeister risk management. The economic slump on the world markets and financial shortfalls of our customers lead to a marked decline in order intake in machine tool building. Furthermore, there is a strong increase in the cancellation and suspension of orders. The risk of bad debts is growing. In addition, competitors are employing aggressive pricing policies in the difficult market environment. The major orders in the "SunCarrier" business are subject to approval procedures abroad, which are costly and time-consuming. These bureaucratic hurdles may cause time delays in the construction of solar plants and thus result in revenue shifts. Compared to the last report for the first six months of 2009, risks have grown as a result of the continuing economic downturn. From today's perspective the future of the gildemeister group as a going concern is not at risk.

Forecast

According to the latest forecasts, the global economy is expected to have reached its cyclical lowest point in the second half of 2009. The important industrial markets are still affected by the global economic crisis. The strongest positive stimulus is expected to come from China. The situation in America and Europe remains difficult. In Germany there are no signs of a noticeable improvement. According to provisional calculations of the Kiel Institute for Economic Research (IfW), in 2009 worldwide gross domestic product will decrease by 1.2% (previous year: +3.2%). For 2010, +2.8% is being predicted.

Sources: Economic Research Institute (ifo), Munich Institute for World Economics (ifW), Kiel

The worldwide machine tool market will decline extremely in 2009. The current forecast (as at October 2009) of the German Machine Tool Builders' Association (vdw) and the British economic research institute, Oxford Economics, now expects a decline in global consumption of 30% to € 36.5 billion. This estimate is based on the weak demand worldwide and on continuing uncertainty as to whether and when the economic revival will commence. In an initial estimate for 2010, the vdw is expecting a stabilisation.

machine tools production in germany
in € billion
2008 8.2 6.0 14.2
2009 5.4
3.4
8.8 (estimate)
Source: vdw (German Machine Tool Builders' Association)

The German machine tool industry has also recorded a dramatic slump in order intake since the start of the financial and economic crisis. The vdw expects a decline in German machine tool consumption and production in the financial year 2009 of up to 40%. For the year 2010, there is no official estimate of the assocation at the date of publication.

gildemeister is not expecting a radical improvement in the financial year 2009. We expect order intake in the fourth quarter 2009 to develop above the previous quarters. First positive impetus at the beginning of the fourth quarter came from the industry highlight, the emo 2009 in Milan. gildemeister, as the biggest exhibitor on the most important machine tool trade fair for Europe, presented 41 exhibits on about 1,500 square metres including 7 world premieres. With order intake of € 52.6 million and 254 machines sold our expectations were met.

The machine tool business is actually suffering greatly from the lack of investment by our customers. The "Services" business is also in decline, however, is still comparatively satisfactory. We have successfully established the new business area of solar technology.

Our business model and our clear corporate strategy have proven their worth. The timely cost reduction measures will cushion the effects of the economic development. With our innovative range of products for a broad mix of customers and industries, as well as our global presence, we will overcome the crisis. The cooperation with Mori Seiki is generating important advantages for our international customers and is increasing the efficiency of gildemeister.

As announced, for the financial year 2009 we are expecting a clear downwards trend in order intake, sales revenues and earnings. Despite the continuing recession and the poor demand for machine tools worldwide, we continue to expect order intake of about € 1.2 billion. Sales revenues will be approximately € 1.2 billion. As a result of the measures we have initiated, we are assuming positive earnings (ebit) overall.

The order backlog in "Machine Tools" represents a calculated production capacity of about three months on average, although the individual production companies differ in their basic utilisation.

We cannot yet issue any valid forecasts for the financial year 2010. At the moment we are expecting order intake in the machine tools business to grow by 10-15% in the next year. Sales revenues will be lower in this segment. The profitable "Services" business will perform better overall than in the year 2009. We are expecting a further positive development in the solar business.

The financing structure ensures that we actually have sufficient financing scope for the further course of the business.

For the current financial year we are planning to reduce investments in fixed and intangible assets to approximately € 30 million. Also in 2010 we will continue to pursue an investment strategy that is appropriate for the economic climate. We plan to keep investments under the reduced level of the current financial year.

Activities in research and development are aimed at further consolidating our technological advance. Through synergy effects from the cooperation with Mori Seiki, as well as other adjustments due to the current economic environment, we reduce the development budget from the originally forecast € 58 million to below € 50 million. Depending on the cyclical development we are planning to further reduce expenditure on research and development for the coming financial year.

The number of employees will be continuously reviewed in relation to business development. In the event of a further worsening of the economic situation, additional personnel measures will be introduced. For the current financial year, we plan personnel expenditure of approximately € 355 million (previous year € 405.5 million) and thus cost-savings of approximately € 50 million.

In procurement we expect a cost reduction for the financial year 2009, which we intend to achieve in different material groups. Standardisation activities form a further main focus, by which we will decrease costs resulting from complexity.

In inventories we plan to further sustainably reduce inventories through a strict limit on the acquisition of raw materials, consumables and supplies, as well as through pushing the sale of finished goods.

Significant changes to the future corporate legal structure are not scheduled at the current time.

Financial Calendar

20 Interim Consolidated Financial Statements of gildemeister Aktiengesellschaft as at 30 September 2009

Consolidated Income Statement

2009
1 July – 30 Sep.
2008
1 July – 30 Sep.
Changes
2009 against 2008
3rd quarter € million % € million % € million %
Sales Revenues 235.0 98.0 511.7 101.3 -276.7 54.1
Changes in finished goods
and work in progress 2.1 0.9 -8.3 -1.6 10.4 125.3
Capitalised payments 2.6 1.1 1.6 0.3 1.0 62.5
Total Work Done 239.7 100.0 505.0 100.0 -265.3 52.5
Cost of materials -122.4 -51.1 -274.5 -54.4 152.1 55.4
Gross Profit 117.3 48.9 230.5 45.6 -113.2 49.1
Personnel costs -76.7 -32.0 -101.2 -20.0 24.5 24.2
Other income and expenses -36.5 -15.2 -76.7 -15.2 40.2 52.4
Depreciation -7.2 -3.0 -7.8 -1.5 0.6 7.7
Financial Result -5.0 -2.1 -7.5 -1.5 2.5 33.3
ebt -8.1 -3.4 37.3 7.4 -45.4
Income Taxes 2.9 1.2 -13.5 -2.7 16.4
Earnings after taxes (eat) -5.2 -2.2 23.8 4.7 -29.0
Earnings per share in accordance
with ias 33 (in euros) -0.11 0.55
2009
1 Jan. – 30 Sep.
2008
1 Jan. – 30 Sep.
Changes
2009 against 2008
1st – 3rd quarter € million % € million % € million %
Sales Revenues 847.7 99.3 1.363.2 91.8 -515.5 37.8
Changes in finished goods
and work in progress 0.7 0.1 117.2 7.9 -116.5 99.4
Capitalised payments 5.2 0.6 4.6 0.3 0.6 13.0
Total Work Done 853.6 100.0 1.485.0 100.0 -631.4 42.5
Cost of materials -411.1 -48.2 -837.0 -56.4 425.9 50.9
Gross Profit 442.5 51.8 648.0 43.6 -205.5 31.7
Personnel costs -255.5 -29.9 -297.4 -20.0 41.9 14.1
Other income and expenses -141.5 -16.6 -213.4 -14.3 71.9 33.7
Depreciation -21.7 -2.5 -22.4 -1.5 0.7 3.1
Financial Result -16.8 -2.0 -23.2 -1.6 6.4 27.6
ebt 7.0 0.8 91.6 6.2 -84.6
Income Taxes -2.5 -0.3 -34.0 -2.3 31.5
Earnings after taxes (eat) 4.5 0.5 57.6 3.9 -53.1
Earnings per share in accordance
with ias 33 (in euros) 0.10 1.33

Consolidated Balance Sheet

assets 30 Sep. 2009 31 Dec. 2008 30 Sep. 2008
€ million € million € million
Long-term assets
Goodwill 75.7 75.7 75.7
Other intangible assets 24.6 23.7 22.8
Tangible assets 195.1 201.6 192.3
Financial assets 25.1 0.3 0.4
Trade debtors 0.5 0.6 7.8
Other long-term financial assets 14.4 17.5 5.3
Other long-term assets 1.4 0.7 1.1
Deferred taxes 28.8 27.9 31.4
365.6 348.0 336.8
Short-term assets
Inventories 460.3 425.9 510.8
Trade debtors 208.8 285.4 335.1
Other short-term financial assets 46.2 55.4 38.9
Other short-term assets 24.9 17.8 36.5
Cash and cash equivalents 83.1 257.9 46.7
1,042.4
823.3 968.0
1,188.9 1,390.4 1,304.8
equity and liabilities 30 Sep. 2009
€ million
31 Dec. 2008
€ million
30 Sep. 2008
€ million
Equity
Subscribed capital 118.5 112.6 112.6
Capital provision
Revenue provisions
80.5
185.7
68.3
199.1
68.3
190.0
Total equity of shareholders
of gildemeister Aktiengesellschaft
Minority interests' share of equity
384.7
-0.2
380.0
-0.3
370.9
-0.3
Long-term liabilities
Long-term financial liabilities 238.0 240.3 228.2
Pension provisions 26.8 27.1 27.5
Other long-term provisions 45.2 47.1 34.8
Trade creditors 0.3 0.4 0.5
Other long-term financial liabilities 23.5 20.3 2.9
Other long-term liabilities 3.5 3.4 4.4
Deferred taxes 3.1 3.6 2.4
340.4 342.2 300.7
Short-term liabilities
Short-term financial liabilities 120.3 138.0 101.9
Tax provisions 6.9 19.0 24.8
Other short-term provisions 125.2 159.5 157.2
Payments received on account 50.4 96.4 126.8
Trade creditors 123.7 198.6 175.4
Other short-term financial liabilities 16.9 30.1 21.8
Other short-term liabilities 20.6 26.9 25.6
464.0 668.5 633.5
1,188.9 1,390.4 1,304.8

Consolidated Cash Flow Statement

2009 2008 2009 2008
1 July – 30 Sep.
€ million
€ million 1 July – 30 Sep. 1 Jan. – 30 Sep. 1 Jan. – 30 Sep.
€ million
€ million
cash flow from operating activities
Earnings before tax (ebt) -8.1 37.3 7.0 91.6
Income taxes 2.9 -13.5 -2.5 -34.0
Depreciation 7.2 7.8 21.7 22.4
Change in deferred taxes -3.3 -2.7 -1.5 -4.7
Change in long-term provisions -3.5 6.5 -2.3 3.2
Other income and expenses not affecting payments 0.1 0.3 0.7 1.9
Change in short-term provisions -0.6 15.2 -46.3 27.1
Changes in inventories, trade debtors and other assets 33.9 -21.7 40.5 -202.1
Changes in trade creditors and other liabilities -8.2 -28.1 -139.6 13.6
20.4 1.1 -122.3 -81.0
cash flow from investment activity
Amounts paid out for investments
in intangible and tangible assets -6.8 -11.6 -17.1 -28.5
Amounts paid out for investments in financial assets -6.8 0.0 -21.5 0.0
Amounts received from the disposal of fixed assets 0.3 0.0 0.6 1.1
-13.3 -11.6 -38.0 -27.4
cash flow from financing activity
Amount received from the issue
of a borrowers' note 0.0 200.0 0.0 200.0
Amount paid out for the costs of a
borrowers' note 0.0 -1.5 0.0 -1.5
Amount paid out for the redemption of the bond 0.0 -183.5 0.0 -183.5
Payment received made for drawing /
repaying financial debts 8.0 -9.4 -14.4 60.5
Dividends paid 0.0 0.0 -17.3 -15.2
Cash inflows from capital increase 0.0 0.0 18.1 0.0
8.0 5.6 -13.6 60.3
Changes affecting payments 15.1 -4.9 -173.9 -48.1
Effects of exchange rate changes
on financial securities -0.8 -0.3 -0.9 -0.8
Cash and cash equivalents at the
start of the reporting period 68.8 51.9 257.9 95.6
Cash and cash equivalents
at the end of the reporting period 83.1 46.7 83.1 46.7

Group Statement of Comprehensive Income

2009
€ million
2009
1 July – 30 Sep. 1 Jan. – 30 Sep.
€ million
2008
€ million
2008
1 July – 30 Sep. 1 Jan. – 30 Sep.
€ million
earnings after taxes -5.2 4.5 23.8 57.6
Changes in currency -0.5 -1.5 2.4 3.5
Changes in market value of derivative
financial instruments -0.4 -2.2 -5.6 -4.8
Changes in the fair value of available-for-sale-assets 1.7 3.2 0.0 0.0
Total of the changes in value
recognised in equity 0.8 -0.5 -3.2 -1.3
Total comprehensive income -4.4 4.0 20.6 56.3
Attributable to shareholders of
gildemeister Aktiengesellschaft -4.5 3.9 20.6 56.2
Attributable to minority interest 0.1 0.1 0.0 0.1

Statement of Changes in Group Equity

As at 30 September 2009 118.5 80.5 185.7 384.7 -0.2 384.5
Dividend 0.0 0.0 -17.3 -17.3 0.0 -17.3
Capital increase 5.9 12.2 0.0 18.1 0.0 18.1
Total comprehensive income 0.0 0.0 3.9 3.9 0.1 4.0
As at 1 Jan. 2009 112.6 68.3 199.1 380.0 -0.3 379.7
Subscribed
capital
€ million
Capital
provision
€ million
Revenue
provisions
€ million
Shareholders
equity of
gildemeister
Aktiengesellschaft
€ million
Minority
interest share
of equity
€ million
Group
Equity
€ million
As at 30 September 2009 112.6 68.3 190.0 370.9 -0.3 370.6
Dividend 0.0 0.0 -15.2 -15.2 0.0 -15.2
Total comprehensive income 0.0 0.0 56.2 56.2 0.1 56.3
As at 1 Jan. 2008 112.6 68.3 149.0 329.9 -0.4 329.5
Subscribed
capital
€ million
Capital
provision
€ million
Revenue
provisions
€ million
Shareholders
equity of
gildemeister
Aktiengesellschaft
€ million
Minority
interest share
of equity
€ million
Group
Equity
€ million

Group Segmental Reporting

per business segment

segmentation

3rd quarter 2009 Machine
Tools
€ million
Services
€ million
Corporate
Services
€ million
Transitions
€ million
Group
€ million
Sales revenues 156.0 78.9 0.1 235.0
ebit -14.1 13.0 -2.6 0.6 -3.1
Investments 4.1 1.8 7.7 13.6
Employees 3,394 2,368 86 5,848
3rd quarter 2008 Machine
Tools
€ million
Services
€ million
Corporate
Services
€ million
Transitions
€ million
Group
€ million
Sales revenues 275.7 235.9 0.1 511.7
ebit 21.0 36.3 -11.0 -1.5 44.8
Investments 7.9 3.1 0.8 11.8
Employees 3,754 2,577 92 6,423
1st – 3rd quarter 2009 Machine
Tools
€ million
Services
€ million
Corporate
Services
€ million
Transitions
€ million
Group
€ million
Sales revenues 569.6 277.9 0.2 847.7
ebit -6.7 41.4 -11.5 0.6 23.8
Investments 10.9 3.8 23.9 38.6
Employees 3,394 2,368 86 5,848
1st – 3rd quarter 2008 Machine
Tools
€ million
Services
€ million
Corporate
Services
€ million
Transitions
€ million
Group
€ million
Sales revenues 825.6 537.4 0.2 1,363.2
ebit 54.7 88.6 -27.5 -1.0 114.8
Investments 19.9 6.7 1.9 28.5
Employees 3,754 2,577 92 6,423

segmentation by geographical region

1st – 3rd quarter 2009 Germany
€ million
Rest of
Europe
€ million
North
America
€ million
Asia
€ million
€ million Other Transitions
€ million
Group
€ million
Revenues with group companies 211.5 89.3 3.4 11.5 1.3 -317.0 0.0
Revenues with third parties 478.9 229.8 45.9 85.9 7.2 847.7
Investments 34.8 3.1 0.4 0.3 0.0 38.6
1st – 3rd quarter 2008 Rest of North
Germany
€ million
Europe
€ million
America
€ million
Asia
€ million
€ million Other Transitions
€ million
Group
€ million
Revenues with group companies 292.7 124.8 6.2 24.2 1.4 -449.3 0.0
Revenues with third parties 862.0 377.0 50.9 63.2 10.1 1,363.2
Investments 21.9 4.5 0.1 1.8 0.2 28.5

Notes to the Interim Consolidated Financial Statements

1 application of regulations The interim consolidated financial statements of gildemeister Aktiengesellschaft as of 30 September 2009 were prepared, as were the Consolidated Financial Statements of the year ending 31 December 2008, in accordance with the International Financial Reporting Standards (ifrs) applicable on the reporting date and in accordance with the interpretation of the above standards; in particular, the regulations of the ias 34 on interim reporting were applied.

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 Consolidated Annual Financial Statements for the year ending 31 December 2008.

In view of the sense and purpose of interim reporting as an instrument of information based on the Consolidated Financial Statements, and in accordance with ias 1.112, we refer to the Notes to the Consolidated Annual Financial Statements. These set out in detail the accounting, valuation and consolidation methods applied and the right of choice contained in the ifrs that has been exercised.

The accounting and valuation principles and applied consolidation methods remain unchanged from the financial year 2008. For further details we refer to the Notes to the Consolidated Financial Statements of the year ending 31 December 2008.

2 seasonal and cyclical effects As a globally operating company the gildemeister group is subject to various economic trends. In the chapters "Overall Economic Development" on page 2 and "Development of the Machine Tool Industry" on page 3, cyclical influences during the reporting period have been described in detail. Industry-related seasonal fluctuations over the course of the year are normal and may lead to different sales revenues and results as a consequence.

3 consolidated group

As at 30 September 2009, the consolidated group comprised 78 companies (31 Dec. 2008: 75), including gildemeister Aktiengesellschaft, which were all included in the Interim Financial Statements as part of the full consolidation process. The changes are detailed in the section "Business Development of the gildemeister group". The changes do not impair comparison with the Consolidated Financial Statements for the year ending 31 December 2008. The foundation of a+f usa llc will not have any significant effect in the current financial year on the expenses and earnings structure. Overall, the organisation and administration of the gildemeister group have not changed significantly in comparison with 30 June 2009 and 31 December 2008, respectively.

26 Interim Consolidated Financial Statements of gildemeister Aktiengesellschaft as at 30 September 2009

In accordance with ias 33, earnings per share are determined by dividing the consolidated earnings by the average weighted number of shares as follows: 4 earnings per share

Group result excluding profit share of minority interests 4,438
Average weighted number of shares 44,780,421
Earnings per share acc. to ias 33 0.10

Earnings result exclusively from continued business. There were no dilution effects in the reporting period.

Details on the income statement, the balance sheet and on the cash flow statements may be found in the section "Results of Operations, Net Worth and Financial Position" on page 7 et seq. Other revenues comprise substantial income from the granting of licenses. 5 income statement, balance sheet, cash flow statement

Earnings after taxes as of 30 September 2009 of € 4.5 million caused an increase in equity. A reduction in equity resulted from the distribution of the dividend in May 2009 (€ -17.3 million), exchange rate changes and changes in the fair value of derivative financial instruments in an amount of € -3.7 million recognised directly in equity. A capital increase of € 18.1 million took place in April and has already been described in detail in the interim financial report as of 30 June 2009. 6 statement of changes in group equity

The application of ifrs 8 is compulsory for financial years that start on or after 1 January 2009. gildemeister is applying ifrs 8 as of the start of the new financial year 2009. The first-time application of ifrs 8 has not led to any significant changes to segmental reporting for gildemeister. The demarcation of the segments or the determination of the segment results remain unchanged from 31 December 2008. Since 1 July 2009 dmg Automation organisationally belongs to the "Services" segment. Previous year's figures were adjusted for reasons of comparison. Further details on business development are included in the "Segments" section on page 9 et seq. 7 segmental reporting

Related persons and companies within the meaning of ias 24 are, in principle, members of the Executive Board and of the Supervisory Board, close members of their families and subsidiaries that are not fully consolidated. Within the scope of our operative business we procure materials, inventories and services worldwide from numerous business partners. Related persons were not party to any major transaction or any transaction of an unusual nature or structure with companies of the gildemeister group. There is no intention of this occurring in the future. 8 transactions with related persons and companies

Significant events occurring after the balance sheet date are presented in the "Forecast" on page 17 et seq. Moreover, no significant events have occurred after the balance sheet date of the interim financial statements. 9 events occurring after the balance sheet date

Information about gildemeister Aktiengesellschaft

gildemeister Aktiengesellschaft has no operative business but functions as the management holding company for the gildemeister group. The sales revenues of € 8.8 million of the parent company result, apart from rental income, exclusively from the performance of holding functions for the group.

As of 30 September 2009, gildemeister Aktiengesellschaft was divided into four executive units with the following functional areas: corporate strategy, key accounting, human resources, purchasing, auditing, compliance and invest and public relations; technology and production; sales and service; controlling, finance, taxation, financial statements and information technology (it).

Dr. Klaus Kessler lay down his supervisory mandate on 31 October 2009. A complement of the Supervisory Board has been applied for at the local court Bielefeld in September.

As at 30 September 2009, 64 people were employed at gildemeister Aktiengesellschaft (31 Dec. 2008: 71).

Responsibility Statement

To the best of our knowledge, and in accordance with the applicable accounting and reporting principles for interim financial reporting, the interim consolidated financial statements give a true and fair view of the assets, liabilities, financial position and profit or loss of the group, and the interim management report of the group 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 for the remaining months of the financial year.

Bielefeld, 5 November 2009 gildemeister Aktiengesellschaft The Executive Board

Dipl.-Kfm. Dr. Thorsten Schmidt Dipl.-Kfm. Michael Welt

Supervisory Board: Hans Henning Offen, Chairman; Gerhard Dirr, Deputy Chairman

Dipl.-Kfm. Dr. Rüdiger Kapitza Dipl.-Ing. Günter Bachmann

Financial Calendar

5 November 2009 3rd Quarterly Report 2009
(1 July to 30 September)
11 February 2010 Press Release on Provisional Figures
for the Financial Year 2009
18 March 2010 Press conference on the balance sheet, Bielefeld
18 March 2010 Publication of Annual Report 2009
19 March 2010 Society of Investment Professionals in Germany
(dvfa), Analysts Conference, Frankfurt
4 May 2010 1st Quarterly Report 2010
(1 January to 31 March)
14 May 2010 108. Annual General Meeting at 10 a.m.
in the Stadthalle, Bielefeld
29 July 2010 2nd Quarterly Report 2010
(1 April to 30 June)
9 November 2010 3rd Quarterly Report 2010
(1 July to 30 September)

Subject to alteration

Statements relating to the future

This report contains statements relating to the future, which are based on current evaluations of the management regarding future developments. Such statements are subject to risks and uncertainties relating to factors that are beyond gildemeister's ability to control or estimate precisely, such as the future market environment and economic conditions. Such uncertainties may arise for gildemeister in particular as a result of the following factors:

Changes in general economic and business conditions (including margin developments in the major business areas as well as the consequences of recession); the risk that customers may delay or cancel orders or become insolvent or that prices will be further depressed due to a constantly unfavourable market environment than we currently expect; developments in the financial markets including fluctuations in interest rates and exchange rates, in the price of raw materials, in borrowing and equity margins as well as the general financial situation; increasing volatility and further decline in the capital markets; a worsening of conditions for borrowing and, in particular, increasing uncertainty arising out of the mortgage, financial and liquidity crisis, as well as the future economic success of the core business areas in which we operate; challenges arising of the integration of major acquisitions and the implementation of joint ventures and the realisation of anticipated synergy effects and other significant portfolio measures; the introduction of competitive products or technologies by other companies; a lack of acceptance of new products and services in customer target groups of the gildemeister group; changes in corporate strategy; the outcome of public investigations and associated legal disputes as well as other official measures.

Should one of these uncertainty factors or other unforeseeable event occur, or should the assumptions on which these statements are based prove incorrect, the actual results may differ materially from the results expressed in, or implied by, these statements. gildemeister disclaims any intention or special obligation to update any forward-looking statements to reflect any change in events or developments occurring after the reporting period. Forward-looking statements must not be understood as a guarantee or assurance of future developments or events contained therein.

This report is available in German and English; both versions are available on the Internet for download at www.gildemeister.com. Further copies and additional information on gildemeister are available free of charge upon request.

gildemeister Aktiengesellschaft Gildemeisterstraße 60 d-33689 Bielefeld 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]

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

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