AI assistant
DocCheck AG — Interim / Quarterly Report 2003
May 15, 2003
4574_10-q_2003-05-15_4308c2aa-b79a-419c-89bb-a20b341c5bf2.pdf
Interim / Quarterly Report
Open in viewerOpens in your device viewer


| 01/01/2003 – 03/31/2003 € |
01/01/2002 – 03/31/2002 € |
Change expressed as a percentage |
|
|---|---|---|---|
| Sales | 3,634,981 | 3,207,895 | 13.3% |
| of which sales Communication | 2,306,011 | 2,159,995 | 6.8% |
| ®, Commerce & Logistic of which DocCheck |
1,326,813 | 996,363 | 33.2% |
| Overall performance | 3,646,576 | 3,185,531 | 14.5% |
| EBITDA | 253,371 | 225,382 | 12.4% |
| EBIT | 92,263 | 47,029 | 96.2% |
| Group annual surplus | 144,495 | 177,293 | –18.5% |
| Annual surplus per share | 0.02 | 0.03 | –33.3% |
| Liquidity | 30,529,857 | 28,844,634 | 5.8% |
| Number of employees as at 03/31/2003 | 112 | 107 | 4.7% |
Indicators of antwerpes ag
Indicators Contents
Introduction & Outlook 04
1 Management Report 06
- 1.1 Group 06
- 1.2 antwerpes & partner 08
- 1.3 DocCheck ®, Commerce & Logistic 09
- 1.4 Employees 10
2 Balance Sheet 12
- 3 Profit and Loss Account 16
- 4 Statement of Sources and Application of Funds 18
- 5 Divisional Reporting 21
- 6 Statement of Changes in Equity Capital 22
- 7 Shareholder Structure and Notifiable Securities Transactions 24
- 8 Financial Calendar 2003 26


Introduction & Outlook
To the Shareholders and Friends of antwerpes ag,
Dear Sirs,
The financial year 2002 turned out to be better than was first expected for antwerpes ag and during the year the operational earning capacity could clearly be stepped up. At the final count, the holding company retained a profit of 17.5 cent for the financial year 2002. Therefore the Supervisory Board and Board of Directors of antwerpes ag will propose to the Annual General Meeting in June that a dividend of 10 cent should be paid out – a first amongst the internet agencies listed on the stock exchange!
Alongside the positive announcements, the difficult economic environment continues to exist. The last quarter of 2002 did in fact show signs of a slight upward trend. The first quarter of 2003 has however not yet produced the turnaround as hoped and the situation as regards orders is subject to heavy fluctuations.
The medianauts passed the time but not by waiting around. As a result, they were able to carry on acquiring budgets in the first quarter: The Swiss branch was able to formulate and implement a campaign for the product launch of a new-style neuroleptic drug for Janssen-Cilag. The Cologne medianauts got a six-digit budget from Bayer Corporation and are now developing a world-wide communications concept for Bayer's blood sugar measuring instruments. Golden days as well when it comes to winning awards: With their campaigns for Novartis animal health and for Janssen-Cilag, the medianauts won a gold when it came to the Comprix Award. The Berlin branch expanded its traditional activities and now over 200,000 users surf with DocCheck ®. Not a bad result!
The medianauts were able to increase sales to 3.6 million euro in the 1st quarter of the financial year 2003, compared to 3.2 million euro for the same period in the previous year. This corresponds to a growth in sales of 13 per cent. Profit before interest and taxes (EBIT) amounts to 0.09 million euro (previous year: 0.05 million euro) and profit per share totals 2 cent (3 cent). Funds to hand at the end of the 1st quarter have, due to seasonal influences, dropped slightly by 0.3 million euro to 30.5 million euro, when compared to the end of the 4th quarter in 2002. The stake in liquid assets is 5.17 euro per share.
Sales for the Division "Communication" (antwerpes & partner) went up slightly from 2.2 million euro to 2.3 million euro which represents an increase of 6.8 per cent, sales for the Divisions "DocCheck ®, Commerce & Logistic and Others" went up from 1.0 million euro to 1.3 million euro which represents an increase of 26.8 per cent.
In the first quarter of this year, unlike the major indices, the antwerpes share remained above the rock-bottom level of October 2002 and closed at 4.30 euro on 31.03.2003. At 4 euro a share, it also held its ground during the 1st quarter. antwerpes took part in the slight recovery of the share markets in April and at the end of April the antwerpes share was quoted as being just under 5 euro. Therefore, in terms of valuation, the gap has closed a little as far as our cash position of 5.17 euro/share is concerned.
Not to be forgotten: on 24 March the new indexation system started with the General Standard and the Prime Standard. From now on, antwerpes ag is quoted in Technology All-Share (Industry Group "Internet", Technology Branch "Software"). In Prime Standard, the highest standards apply in term of transparency. antwerpes ag already conformed with these standards at the start of the floatation in April 2000.
The Board of Directors
04
| antwerpes Aktiengesellschaft | antwerpes ag |
|---|---|
| Subsidiaries | |
| antwerpes & partner Aktiengesellschaft | antwerpes & partner ag |
| DocCheck® Medical Services Gesellschaft mit beschränkter Haftung | DocCheck® GmbH |
| DocCheck® Medical Services Limited | DocCheck® Ltd. |
| antwerpes romania Societate comerciala cu raspundere limitata | antwerpes romania |
| antwerpes.korte consulting Gesellschaft mit beschränkter Haftung | antwerpes.korte GmbH |
| Albert Geisselmann Medizinbedarf Gesellschaft mit beschränkter Haftung | Geisselmann GmbH |
| medicalpicture Gesellschaft mit beschränkter Haftung | medicalpicture GmbH |
1 Management Report
1.1 Group
antwerpes ag acts as a leading holding company and has its head office in Cologne. The service and consultancy business is operated by the subsidiaries. The following explanatory notes therefore relate to both the company and the Group.
The position as regards the order book At Group level, turnover increased during the first three months by 13 per cent, going from 3.2 million euro to 3.6 million euro, when compared to the same period in the previous year. At the end of the 1st quarter, orders amounted to 2 million euro.
The antwerpes Group (hereinafter referred to as "antwerpes" or "Group") comprises
Market and competitive environment The economic situation in Germany continued to be weak in the 1st quarter of 2003. Cost pressure within the company resulted in a cutback in the marketing budget and
therefore led to a drop in sales as far as some customers were concerned.
In the first quarter antwerpes did not make any significant investments. Research and development expenses have not changed when compared to the last quarter.


1.2 Communication
antwerpes & partner ag is responsible for the Division Classical and Digital Communication within the antwerpes Group. The Division Communication was able to increase its turnover by 6.8 per cent when compared to the same quarter in the previous year and it rose from 2.2 million euro to 2.3 million euro.

The segment DocCheck®, Commerce & Logistic, in which the activities of DocCheck® GmbH, Geisselmann GmbH and medicalpicture GmbH are consolidated, was able to increase turnover from 1.0 million euro to 1.3 million euro when compared to the previous year.



1.4 Employees
As at 03/31/2003 the number of employees totalled 112. They achieved a turnover of 32,000 euro per person in the 1st quarter.



* permanent full-time employees only

| Short-term liabilities | |
|---|---|
| Short-term loans and short-term participations | |
| Special items for investment grants | |
| Equity | |
| Explanatory Notes | 01/01/2003 – 03/31/2003 € |
01/01/2002 – 12/31/2002 € |
|
|---|---|---|---|
| Short-term liabilities | |||
| Short-term loans and short-term participations in long-term loans |
16,338 | 17,204 | |
| Trade creditors | 359,789 | 368,815 | |
| Payments received on account | 239,053 | 430,398 | |
| Provisions for liabilities and charges | 5 | 747,434 | 729,231 |
| Income tax liabilities | 316,318 | 280,009 | |
| Deferred income and other short-term liabilities | 6 | 704,013 | 1,009,283 |
| Amounts owed to group undertakings | 3,613 | 29,148 | |
| Total short-term liabilities | 2,386,558 | 2,864,088 | |
| Deferred taxes | 64,000 | 66,200 | |
| Minority shareholdings | 255,176 | 238,925 | |
| Special items for investment grants in respect of fixed assets |
22,524 | 23,673 | |
| Equity | |||
| Subscribed capital | 5,904,312 | 5,904,312 | |
| Capital reserve | 28,179,620 | 28,179,620 | |
| Unappropriated profit/accumulated deficit | 2,443,137 | 2,298,642 | |
| Revenue reserves | 72,686 | 72,686 | |
| Contra items for capital | –3,245,570 | –3,245,570 | |
| Own shares | –7,706 | –7,706 | |
| Total equity (less minority shareholdings) | 33,346,478 | 33,201,984 | |
| Total equity and liabilities | 36,074,737 | 36,394,870 |
2 Group Balance Sheet according to IAS
Assets
Equity and liabilities
| Short-term assets | Explanatory Notes | 01/01/2003 – 03/31/2003 € |
01/01/2002 –12/31/2002 € |
|---|---|---|---|
| Liquid funds | 1 | 20,563,857 | 20,841,420 |
| Short-term investments | 2 | 9,966,000 | 9,979,500 |
| Trade debtors | 2,101,124 | 2,092,910 | |
| Amounts owed by group undertakings | 43,245 | 42,132 | |
| Stocks | 271,882 | 224,130 | |
| Prepaid expenses and deferred charges and other short-term assets |
50,535 | 67,680 | |
| Total short-term assets | 32,996,643 | 33,247,772 | |
| Tangible fixed assets | 1,657,868 | 1,731,140 | |
| Intangible fixed assets | 250,108 | 278,035 | |
| Long-term investments | 172,456 | 178,391 | |
| Goodwill | 3 | 592,393 | 608,508 |
| Other assets | 4 | 405,268 | 351,024 |
| Total Assets | 36,074,737 | 36,394,870 |
1. During the 1st quarter of 2003, liquid funds were invested for the most part as time deposits with variable terms.
2. Short-term investments are made up of a fixed-interest-bearing public bond as well as a floating rate note.
3. Shares in the fully consolidated subsidiaries were set off, pro rata to their holding, against the capital of the companies at the time of the initial consolidation. This resulted in the following goodwill:
4. Other assets largely comprise deferred interest.
5. Other provisions consist of as yet unused provisions for the year 2002. Secondly, further transfers were made in particular to holiday provisions and provisions for end-of-year accounting and audit costs for 2003. As they stand now, these provisions ensure that there is a realistic deferment of expenditure for the current financial year.
6. Other liabilities are mainly made up of tax liabilities (sales tax, income and church tax), contributions relating to salaries and wages and doctors' fees which are still to be paid.

Goodwill
| Company | Goodwill at the time of initial consolidation € |
Book value goodwill | as at 03/31/2003 € |
Economic life in years |
|
|---|---|---|---|---|---|
| DocCheck Medical Services GmbH | 29,340 | 19,438 | 10 | ||
| antwerpes.korte consulting GmbH | 74,474 | 63,304 | 15 | ||
| medicalpicture GmbH | 92,452 | 86,289 | 15 | ||
| Albert Geisselmann Medizinbedarf GmbH | 755,956 | 423,363 | 15 | ||
| Total | 952,222 | 592,394 |
| Explanatory Notes | 01/01/2003 –03/31/2003 |
01/01/2002 –03/31/2002 |
|
|---|---|---|---|
| € | € | ||
| 8. Income from participating interests | 0 | 739 | |
| 9. Operating result (EBIT) | 92,263 | 47,029 | |
| for information: EBITDA | 253,371 | 225,382 | |
| 10. Interest and similar income | 181,005 | 299,182 | |
| 11. Interest and similar expenses | 2,484 | 2,338 | |
| 12. Result before tax (and minority shareholdings) | 270,784 | 343,873 | |
| 13. Personal income tax and tax on earnings | 5 | 109,555 | 121,340 |
| 14. Other taxes | 484 | ||
| 15. Result before minority shareholdings | 160,745 | 222,533 | |
| 16. Minority shareholdings | 16,250 | 45,240 | |
| 17. Group annual surplus | 144,495 | 177,293 | |
| Net earnings per share in accordance with IAS 33 (undiluted) | 6 | 0.02 | 0.03 |
| Net earnings per share in accordance with IAS 33 (diluted) | 0.02 | 0.03 | |
| Average shares currently in circulation (undiluted) | 5,902,812 | 5,904,312 | |
| Average shares currently in circulation (diluted) | 5,902,812 | 5,904,312 | |
| Net earnings per share in accordance with IAS 33 (undiluted) |
|---|
| let earnings per share in accordance with IAS 33 (diluted) |
| Average shares currently in circulation (undiluted) |
| Average shares currently in circulation (diluted) |
| Explanatory Notes | 01/01/2003 –03/31/2003 € |
01/01/2002 –03/31/2002 € |
||
|---|---|---|---|---|
| 1. Sales (net) | 1 | 3,634,981 | 3,207,895 | |
| 2. Other operating income | 2 | 33,459 | 16,473 | |
| 3. Differences between opening and closing stocks of finished and unfinished goods |
11,595 | –22,364 | ||
| 4. Cost of materials | ||||
| a) Cost of raw materials and supplies and goods purchased for resale |
996,904 | 641,644 | ||
| b) Cost of external services | 396,491 | 355,855 | ||
| 1,393,395 | 997,499 | |||
| 5. Staff costs | ||||
| a) Wages and salaries | 1,233,805 | 1,275,471 | ||
| b) Social security contributions | 227,424 | 203,515 | ||
| 3 | 1,461,229 | 1,478,986 | ||
| 6. Amortisation of intangible fixed assets and depreciation of tangible fixed assets |
161,108 | 178,353 | ||
| 7. Other operating expenses | 4 | 572,040 | 500,876 |
3 Profit and Loss Account
Profit and Loss Account
Profit and Loss Account
16
17
1. Net sales are showing an increase of 13 per cent to 3,635,000 euro when compared to the first three months of the previous year. Receivables on outstanding trade accounts amounted to 423,000 euro. In addition, according to IAS 11 in conjunction with IAS 18, turnover includes order projects estimated as being 119,000 euro in accordance with the Percentage of Completion Method.
2. The increase in other operating results is mainly due to revenue from rents.
3. Despite a slight growth in the number of employees, staff costs could be decreased slightly.
4. The increase in other operating expenses is due to increased marketing and trade fair costs.
5. Taxes on personal income and earnings mainly contain deferred taxes on valuation differences from IAS entries which are to be shown on the liabilities side in accordance with IAS 12 as well as capital gains taxes.
6. The profit per share for the first three months of 2003 was, in accordance with IAS 33, 2 cent.
| Explanatory Notes | 01/01/2003 –03/31/2003 |
01/01/2002 –03/31/2002 |
|---|---|---|
| € | € | |
| – Outgoings for investments in tangible and intangible fixed assets | –38,012 | –128,722 |
| +/– Increase/decrease in special items ensuing from investment grants | –1,149 | 0 |
| Cash flow from investment activities | –39,161 | –128,722 |
| +/– Repayment of loans | –866 | 0 |
| Cash flow from financing activities | –866 | 0 |
| Change in funds to hand which affects payment | –291,063 | 138,685 |
| + Funds to hand at the start of the period | 30,820,920 | 28,705,949 |
| Funds to hand at the end of the period Composition of the funds to hand |
30,529,857 | 28,844,634 |
| Cash and cash equivalent | 20,563,857 | 28,844,634 |
| Securities | 9,966,000 | 0 |
| Explanatory Notes | 01/01/2003 –03/31/2003 |
01/01/2002 –03/31/2002 |
|
|---|---|---|---|
| € | € | ||
| Surplus for the period before extraordinary profit | 144,495 | 222,534 | |
| + Amortisation of intangible fixed assets and depreciation of tangible fixed assets |
161,108 | 178,353 | |
| + Losses from the disposal of fixed assets | 153 | 0 | |
| +/– Increase/decrease in provisions | 54,512 | 90,386 | |
| –/+ Increase/decrease in trade debtors | 1 | –9,328 | 444,701 |
| –/+ Increase/decrease in other assets | –54,244 | –19,734 | |
| –/+ Increase/decrease in stocks | –47,751 | 24,611 | |
| –/+ Increase/decrease in prepaid expenses and deferred charges | 17,144 | –96,217 | |
| +/– Increase/decrease in deferred income | 9,179 | 0 | |
| –/+ Decrease/increase in deferred taxes on the liabilities side | –2,200 | 23,111 | |
| +/– Increase/decrease in trade creditors and other liabilities | 2 | –524,104 | –600,338 |
| Cash flow from current business activities | –251,036 | 267,407 |
Statement of Sources and Application of Funds
Statement of Sources and Application of Funds
4 Statement of Sources and Application of Funds
| Communication € |
DocCheck, Commerce & Logistic € |
Holding/ Other € |
Total € |
||
|---|---|---|---|---|---|
| Net sales for the Divisions | 2,306,011 | 1,277,366 | 51,604 | 3,634,981 | |
| Intra-Group sales | 0 | 393,475 | 715,958 | 1,109,433 | |
| EBIT | 127,836 | –45,617 | 10,044 | 92,263 | |
| Result before tax on earnings | 154,453 | –44,586 | 160,917 | 270,784 | |
| Total assets | 6,894,399 | 2,160,431 | 27,019,907 | 36,074,737 | |
| Employees | 77 | 23 | 12 | 112 |
5 Divisional Reporting
Total assets include the fixed assets, the current assets and the prepaid expenses and deferred charges.
The segment Communication comprises antwerpes & partner ag, Cologne with its business premises in Berlin and in Basle, Switzerland. DocCheck® GmbH, Geisselmann GmbH and medicalpicture GmbH together form the Division DocCheck®, Commerce & Logistic. The Holding/Other segment incorporates the whole of the administrative and service Division of antwerpes ag, as well as antwerpes.korte consulting GmbH. Since the activities of these two companies are currently located in the same area, a geographical segmentation was waived. Supplies and services within the Group were valued at purchase price plus a mark-up and cost sharing within the Group was valued at purchase price plus interest.

Divisional Reporting as at 03/31/2003
1. The constant improvement in credit management is the reason for the slight drop in trade debtors when compared to the same period in the previous year.
2. The decrease in trade creditors and other liabilities is mainly due to the deferment of payment deadlines for taxes and fiscal charges as well as to the release of payments received on account.
Following the hefty increase of 1.4 million euro in funds to hand in the 4th quarter of 2002, funds to hand have, due to seasonal influences, dropped by 0.3 million euro in the 1st quarter of 2003 and now amount to 30.5 million euro.
| Subscribed capital |
Capital reserve |
Statutory reserve |
Reserve according to articles of association |
Other revenue reserves |
Balance Sheet profit |
Contra items for capital |
Own shares |
Total | |
|---|---|---|---|---|---|---|---|---|---|
| € | € | € | € | € | € | € | € | € | |
| Balance as at 12/31/2000 | 5,904,312 | 28,179,620 | 18,287 | 0 | 32,448 | 318,411 | –3,245,570 | 0 | 31,207,508 |
| Annual result as at 12/31/2001 | 0 | 0 | 20,966 | 985 | 0 | 1,268,397 | 0 | 0 | 1,290,348 |
| Balance as at 12/31/2001 | 5,904,312 | 28,179,620 | 39,253 | 985 | 32,448 | 1,586,808 | –3,245,570 | 0 | 32,497,856 |
| Acquisition of own shares | –7,706 | –7,706 | |||||||
| Annual surplus as at 12/31/2002 | 711,834 | 711,834 | |||||||
| Balance as at 12/31/2002 | 5,904,312 | 28,179,620 | 39,253 | 985 | 32,448 | 2,298,642 | –3,245,570 | –7,706 | 33,201,984 |
| Annual surplus as at 03/31/2003 | 144,495 | 144,495 | |||||||
| Balance as at 03/31/2003 | 5,904,312 | 28,179,620 | 39,253 | 985 | 32,448 | 2,443,137 | –3,245,570 | –7,706 | 33,346,478 |
Statement of Equity Capital in accordance with IAS 1 Tz. 86-89
6 Statement of Changes in Equity Capital

| Stock options position as at 03/31/2003: | 104,000 |
|---|---|
| of which to the management board | 57,750 |
| of which to employees | 46,250 |
| of which with a waiting period until the first implementation on 05/31/2004 | 8,000 |
| of which with a waiting period until the first implementation on 05/31/2005 | 6,000 |
| of which with a waiting period until the first implementation on 05/31/2006 | 3,000 |
| of which with a waiting period until the first implementation on 05/31/2007 | 3,000 |
7 Shareholder Structure and Notifiable Securities Transactions
The administrative bodies of antwerpes ag and its subsidiaries did not carry out any notifiable securities transactions in the 1st quarter of 2003.
The shareholder structure of antwerpes ag consists of the following as at quarter-end:
Stock Options In accordance with the AGM's resolution dated 16 May 2001, the company grants certain employees, through the conclusion of an options contract, subscription rights so that they can purchase antwerpes ag shares. According to the position of the employee, the company offers certain employees contracts covering the granting of share options (options contract). On 31 March 2003, 104,000 (previous year: 88,000) stock options were issued.
Exercising a subscription right depends on whether the following profit targets were achieved:
- The market price of the antwerpes ag share has performed better than the Nemax All Share Index.
- The current market price of the share must be higher than the comparative market price and the compa ritive market price of the share is
– for subscription rights granted up to five days before the IPO, the initial public offering (IPO) price as determined in the book-building process for the antwerpes ag share for the purposes of the IPO
– for one or two subscription rights granted during an acquisition period, the average of the Xetra closing prices for the 20 trading days before the first day of the respective acquisition period.
| Shareholder | expressed as a percentage |
number of shares |
|---|---|---|
| Dr. Frank Antwerpes, CEO | 47.24 | 2,789,297 |
| Jan Antwerpes, CFO | 15.92 | 939,730 |
| Dr. Johannes Kersten, antwerpes & partner Supervisory Board | 7.83 | 462,031 |
| Invesco Kapitalanlagegesellschaft mbH | 5.31 | 313,514 |
| Freefloat (according to Dt. Börse AG) | 23.71 | 1,399,740 |
| 50% of the shares of immediate relatives was allocated to Messrs. Antwerpes. In addition, the shares of Dr. Frank Antwerpes' wife were included. |
||
| Hermann Korte, Board Member | 1.29 | 76,038 |
| Roland Ortloff, Managing Director of Geisselmann | 0.75 | 44,312 |
| Michael Thiess, Chairman of the Supervisory Board | 0.00 | 100 |
| Dr. Joachim Pietzko, Member of the Supervisory Board | 0.01 | 866 |
| Winfried Leimeister, Member of the Supervisory Board | 0.00 | 0 |
| antwerpes ag | 0.03 | 1,500 |
Shareholders' structure as at 05/31/ in accordance with §41 WpHG 2003
Composition of the stock options as at 03/31/2003
Dividend The Board of Directors and the Supervisory Board will propose to the AGM on 4 June 2003 that a dividend of 0.10 euro per share should be paid out.
8 Financial Calendar
Investor Relations
antwerpes ag Tanja Mumme Vogelsanger Str. 66 50823 Köln
fon: +49(0) 2 21-9 20 53-139 fax: +49(0) 2 21-9 20 53-133 eMail: [email protected] Home: www.antwerpes.de www.antwerpes.com


