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DocCheck AG — Interim / Quarterly Report 2005
May 27, 2005
4574_10-q_2005-05-27_6d160258-bbb4-4dca-a82c-b0b9bd06e7fd.pdf
Interim / Quarterly Report
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Symbol547100
ISIN 1007
0547
DE00

Contents
| Indicators | 3 |
|---|---|
| Introduction & Prospects | 4 |
| 1 Management Report | 5 |
| 1.1 Group | 5 |
| 1.2 Communication | 9 |
| 1.3 DocCheck®, Commerce & Logistic | 10 |
| 1.4 Employees | 11 |
| 1.5 Important Events after the Close of the Quarter | 12 |
| 2 Balance Sheet | 13 |
| 3 Profi t and Loss Account | 18 |
| 4 Statement of Sources and Application of Funds | 20 |
| 5 Divisional Reporting | 22 |
| 6 Statement of Changes in Equity Capital | 23 |
| 7 Shareholder Structure and Notifi able Securities Transactions | 24 |
| 8 Stock Options | 25 |
| 9 Financial Calendar 2005 | 28 |

Indicators of antwerpes ag
| Quarterly Report | 01.01.2005 - 31.03.2005 |
01.01.2004 - 31.03.2004 |
Change |
|---|---|---|---|
| € | € | % | |
| 1. Sales (net) | 2,606,149 | 2,422,925 | 8 |
| of which Sales Communication | 1,144,578 | 1,384,784 | -17 |
| of which DocCheck®, Commerce & Logistic | 1,461,572 | 1,037,447 | 41 |
| 2. Overall performance | 2,636,119 | 2,432,894 | 8 |
| 3. EBITDA | 105,548 | 110,702 | -5 |
| 4. EBIT | 7,539 | 11,667 | -35 |
| 5. Group annual surplus | 113,694 | 114,464 | -1 |
| 6. Annual surplus per share | 0,02 | 0,02 | 0 |
| 7. Liquid assets/securities* | 16,098,306 | 30,416,713 | -47 |
| 8. Number of employees as at 31.03.2005 | 76 | 70 | 9 |
* includes fixed-asset and current-asset securities

Dear Shareholders,
We were able to close the first quarter with sales totalling 2.61 million euro. This represents an increase of eight per cent when compared to the same quarter in the previous year. The DocCheck Division has proven to be the driving force for the increase and recorded a 41 per cent upturn in sales. This Division's total sales share is now 56 per cent and confirms the expectations of the Board - that the future growth impulses will be generated by this Division. Not least, these figures show that the change of name from antwerpes ag to DocCheck AG, as proposed to the Annual General Meeting, is the right way to go.
At this point may we remind you again: Our Annual General Meeting will be held on 15 June 2005 in Cologne. We cordially invite you to attend this meeting!
An important resolution passed at the last Annual General Meeting was implemented during the 1st quarter - the payment of the special dividend of 2.50 euro per share on 7 February 2005.
We had placed high expectations on the price trend of the antwerpes share following the special dividend. If you add the 2.50 euro to the current price of 4 euro, then you almost have the same price level as you did before the announcement of the special dividend in February 2004.
With a market capitalisation of 24 million euro and about 16 million euro security holdings and cash, antwerpes is recording goodwill totalling about 8 million euro. We are convinced that our business model will justify a higher evaluation. With the growth generator DocCheck, the change of company name, the share buy-back programme and the dividend payment of 8 cent, we are making every effort to increase this value for you!
The Board of Directors


1.1 The Group
The antwerpes Group (hereinafter referred to as "antwerpes" or "Group") consists of the antwerpes joint-stock company ("antwerpes ag") and its subsidiaries
- antwerpes & partner Aktiengesellschaft ("antwerpes & partner ag"),
- DocCheck® Medical Services Gesellschaft mit beschränkter Haftung ("DocCheck® GmbH"),
- DocCheck® Medizinbedarf und Logistik Gesellschaft mit beschränkter Haftung ("DocCheck® Medizinbedarf"),
- medicalpicture Gesellschaft mit beschränkter Haftung ("medicalpicture"),
- medizinstudent.de Gesellschaft mit beschränkter Haftung ("medizinstudent"),
- editworks Gesellschaft für digitale Medien mit beschränkter Haftung ("editworks"),
- antwerpes romania SRL (in liquidation) ("antwerpes romania").
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, sales increased in the 1st quarter by 8 per cent, going from 2.4 million euro to 2.6 million euro, when compared to the same period in the previous year. At the end of the 1st quarter, orders amounted to 1.7 million euro.
Market and competitive environment
The German advertising market continues to remain at a standstill. This particularly affects the agency business of antwerpes ag which, in the last few years, has been declining. Competition is great because, as the trade magazine w&v has alreay stated: "Instead of promoting their products, companies are preferring to keep quiet". This applies in particular in the Healthcare Division. Disenchantment continues to reign in our main market. The upward pressure on costs and the rise in advertising expenses continue. Now as before, the Health Modernisation Act (GMG) influences the investment behaviour of customers.
The solution for antwerpes ag lies in the online market. As of now, this represents about one per cent of the German advertising market and, according to Nielsen Media Research, it is continuing to increase sharply in the first quarter of 2005 as well (from January to March 2005, 78 million euro were invested in advertising in the online sector).
Ludger Vornhusen, managing director of Nielsen Media Research GmbH comments as follows on online market development: "The Internet has established itself as an advertising medium and becomes increasingly important in the link-up to the classic media". So, with DocCheck, antwerpes is perfectly equipped.
With DocCheck, we can serve our online customers appropriately. Online campaigns such as eDetailing are being requested by our customers more than ever before. In particular, with DocCheck TV and our subsidiary editworks we seem to have


been spot on. According to a study by the Economist Intelligence Unit and IBM, Germany is in fourth place worldwide as a result of being more than ready and willing to use ebusiness and online technologies. This is due in particular to the region-wide spread of broadband technology – the basic foundation for the use of online TV.
So the upshot is: The German advertising market is only recovering tentatively from the decline in sales over the last few years. Nevertheless, both prescribers and consumers do seem to be reacting slowly to the changes in the market. The trade magazine w&v reports that almost 27 million users of the Internet search for inforformation on the topic of health. Advertising manager Thomas Lindner from Focus Online confirms an advertising volume of one third within the sector, Pharma 2004. The reason that this line of business has increased in importance is most probably the sensitised awareness regarding health and responsibility for self-medication following the introduction of the surgery fee.
In the first quarter, antwerpes did not make any significant investments. Research and development expenses have not changed when compared to the last quarter.
antwerpes Group Sales Trend



antwerpes & partner ag represents the Classical and Digital Communication Division within the antwerpes Group and was particularly affected by the reduction in the marketing budgets, as already described in the management report. Sales in the last three months were 1.1 million euro which represented a drop of 17 per cent when compared to the same period in the previous year.
Communication


1.3 DocCheck® , Commerce & Logistic
The activities of DocCheck GmbH, DocCheck Medizinbedarf und Logistik GmbH, medicalpicture GmbH, editworks GmbH and medizinstudent.de GmbH are consolidated in the segment, DocCheck, Commerce & Logistic. Here sales in the last three months were 1.5 million euro, which represented a 41 per cent increase compared to those in the previous year.
DocCheck® , Commerce & Logistic

10

1.4 Employees
As at 31 March, the number of employees totalled 76. They achieved a turnover of about 34,000 euro per person in the last three months.
Employee Trend*

* only permanent full-time employees

1.5 Important events after the close of the quarter
On 13 April 2005, the antwerpes ag Board decided to start a share buy-back programme. The basis for the share buy-back is the Annual General Meeting's resolution dated 30.06.2004 which empowered the company to buy back up to 590,431 shares. The buy-back is first of all restricted to a maximum of 100,000 shares which corresponds to 1.7 per cent of the capital stock. The acquisition of the shares started on 14 April 2005 and is taking place exclusively via the stock exchange.
The paid purchase price per share may not exceed or fall below the price determined by the opening auction (on the same trading day for a company share in XETRA Trade) by more than 10 per cent.



Balance Sheet Assets
| Assets | 01.01.2005 - 31.03.2005 |
01.01.2004 - 31.12.2004 |
|---|---|---|
| € | € | |
| Short-term Assets | ||
| Liquid funds | 854,366 | 15,935,311 |
| Current-asset securities | 15,243,940 | 15,269,930 |
| Trade debtors | 1,619,061 | 1,115,159 |
| Amounts owed by group undertakings | 41,128 | 43,599 |
| Stocks | 341,585 | 265,745 |
| Accruals and deferrals | 51,565 | 48,775 |
| Total short-term Assets | 18,151,644 | 32,678,519 |
| Tangible fixed assets | 1,272,998 | 1,291,467 |
| Intangible fixed assets | 130,373 | 135,522 |
| Participating interests | 57,729 | 57,729 |
| Goodwill | 691,989 | 705,989 |
| Other assets | 1,196,329 | 961,514 |
| Deferred taxes | 5,145 | 7,715 |
| Total Assets | 21,506,207 | 35,838,456 |
Balance Sheet Equity and Liabilities
| Equity and liablities | 01.01.2005 - 31.03.2005 |
01.01.2004 - 31.12.2004 |
|
|---|---|---|---|
| € | € | ||
| Short-term Liabilities | |||
| Short-term loans and short-term share in long-term loans | 9,049 | 10,339 | |
| Trade creditors | 346,124 | 272,925 | |
| Payments received on account | 470,435 | 343,243 | |
| Other provisions for liabilities and charges | 486,251 | 611,054 | |
| Deferred tax provisions | 113,248 | 99,296 | |
| Deferred income and other short-term liabilities | 677,133 | 15,316,532 | |
| Amounts owed to group undertakings | 136,178 | 15,693 | |
| Total short-term Liabilities | 2,238,419 | 16,669,082 | |
| Deferred taxes | 86,000 | 83,200 | |
| Capital and Reserves | |||
| Subscribed capital | 5,904,312 | 5,904,312 | |
| Capital reserve | 13,331,816 | 13,331,816 | |
| Unappropriated profit/accumulated deficit | 2,760,599 | 2,646,905 | |
| Revenue reserves | 71,700 | 71,700 | |
| Adjusting items for capital | -3,245,570 | -3,245,570 | |
| Special revaluation reserve | 135,151 | 147,366 | |
| Minority shareholdings | 223,778 | 229,645 | |
| Total capital and Reserves | 19,181,787 | 19,086,175 | |
| Total Equity and Liabilities | 21,506,207 | 35,838,456 |

2 Balance Sheet
The quarterly financial statement as at 31.03.2005 has been prepared on the basis of the International Financial Reporting Standards (IFRS) of the International Accounting Standards Board (IASB), London, which were in force on the cut-off date, as well as on the basis of the interpretations of the International Financial Reporting Interpretations Committee (IFRIC) of the IASB, London.
On 18 December 2003, the "Improvement Project" of the IASB was concluded, with the publication of accounting standards which had been revised and in parts deleted. The accounting standards which had been revised in the course of the "Improvement Project" must be applied to years under review which commence on or after 1 January 2005. Regarding this, the following revised accounting standards were utilised for the first time in the quarterly financial statement dated 31 March 2005: IAS 1.68 (0), (p) in conjunction with IAS 27.33: Report on the shares of minority shareholders in the equity capital, distinct from the equity capital shares of the parent company's shareholders; IAS 1.96 in conjunction with IAS 27.33: Breakdown of equity capital supplemented by the statement on minority shares. All other accounting and evaluation methods from the annual financial statements as at 31 December 2004 were used with no changes made.
1. During the 1st quarter of 2005, liquid funds were invested for the most part as time deposits with variable terms. In the course of the special dividend distribution which took place on 7 February 2005, liquid funds were reduced, as expected, by 15 million euro.

- 2. As at 31 March 2005, the current-asset security holdings consist of two mortgage bonds and two loans against promissory notes. The accumulated fair value changes amounting to 135,000 euro were, in accordance with IAS 39 (revised 2003), allocated to a special revaluation reserve in the equity capital and did not affect the operating result.
- 3. With the exception of editworks GmbH whose shares were offset in accordance with the acquisition method pursuant to IFRS 3, shares in the fully consolidated subsidiaries were offset, pro rata to their holding in accordance with the book value method, against the capital of the companies at the time of the initial consolidation. This resulted in the following goodwill:
Goodwill
| Company | Goodwill from the initial consolidation |
Goodwill book value as at 31.03.2005 |
Goodwill book value as at 31.03.2004 |
|---|---|---|---|
| € | € | € | |
| DocCheck Medical Services GmbH | 29,340 | 17,238 | 17,238 |
| medicalpicture GmbH | 92,452 | 81,666 | 81,666 |
| DocCheck Medizinbedarf und Logistik GmbH* | 755,956 | 401,991 | 401,991 |
| medizinstudent.de GmbH | 181,609 | 50,523 | 50,523 |
| editworks GmbH | 154,572 | 140,572 | - |
| 1,213,929 | 691,989 | 551,418 |
* formerly Albert Geisselmann Medizinbedarf GmbH



Due to personnel changes at management level at editworks GmbH and the effects of these on future business development, antwerpes ag carried out an extraordinary impairment test on the participating interest in editworks GmbH on 31 March 2005. The impairment test resulted in goodwill depreciation requirements for editworks GmbH on 31 March 2005 which totalled 14,000 euro.
- 4. Other assets largely comprise deferred interest and taxes.
- 5. In other provisions transfers essentially took place within provisions for bonuses and provisions for shares in profits. In addition, provisions were made for end-of-year accounting and audit costs. 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 tax and church tax), contributions relating to salaries and wages and doctors' fees which are still to be paid. Due to the special dividend distribution which was carried out on 7 February 2005, other liabilities were reduced, as expected, by 14.8 million euro.
3 Profi t and Loss Account
| Group Profit and Loss Account in accordance with IFRS | 01.01.2005 - 31.03.2005 |
01.01.2004 - 31.03.2004 |
||
|---|---|---|---|---|
| 1. Sales (net) | 2,606,149 | 2,422,925 | ||
| 2. Other operating income | 36,367 | 84,659 | ||
| unfinished goods | 3. Differences between opening and closing stocks of finished and | 29,969 | 9,970 | |
| 4. Cost of materials | a) Cost of raw materials and supplies and goods purchased for resale |
853,450 | 647,935 | |
| b) Cost of external services | 258,772 | 155,951 | ||
| 1,112,222 | 803,885 | |||
| 5. Staff costs | a) Wages and salaries | 798,411 | 886,957 | |
| b) Social security contributions | 136,253 | 152,968 | ||
| 934,665 | 1,039,926 | |||
| tangible fixed assets | 6. Amortisation of intangible fixed assets and depreciation of | 98,008 | 99,035 | |
| 7. Other operating expenses | 520,051 | 563,041 | ||
| 8. Operating result (EBIT) | 7,539 | 11,667 | ||
| for information: EBITDA |
105,548 | 110,702 | ||
| financial assets | 9. Income from other securities and loans which form part of the | 0 | 184,575 | |
| 10. Interest and similar income | 166,745 | 52,923 | ||
| securities | 11. Write-downs on long-term investments and current-asset | 13,774 | 29,081 | |
| 12. Interest and similar expenses | 1,958 | 5,481 | ||
| 13. Result before tax (and minority shareholdings) | 158,552 | 214,602 | ||
| 14. Personal income tax and tax on earnings | 50,544 | 98,464 | ||
| 15. Other taxes | 179 | 1,175 | ||
| 16. Result before minority shareholdings | 107,828 | 114,963 | ||
| 17. Minority shareholdings | -5,866 | 499 | ||
| 18. Group annual surplus | 113,694 | 114,464 | ||
| Net earnings per share in accordance with IAS 33 (undiluted) | 0,02 | 0,02 | ||
| Net earnings per share in accordance with IAS 33 (diluted) | 0,02 | 0,02 | ||
| Average shares currently in circulation (undiluted) | 5,904,312 | 5,902,812 | ||
| Average shares currently in circulation (diluted) | 5,904,312 | 5,922,812 |

- 1. Net sales showed an increase of 8 per cent to 2,606,000 euro (previous year: 2,422,000 euro) when compared to the first three months of the previous year. Receivables on outstanding trade accounts amounted to 277,000 euro (previous year: 337,000 euro). In addition, according to IAS 11 and in conjunction with IAS 18, turnover includes order projects estimated as being 106,000 euro (previous year: 34,000 euro) in accordance with the percentage of completion method.
- 2. Other operating income is mainly made up of rent income and income from the release of provisions.
- 3. Due to the closure of the Berlin Branch of antwerpes & partner ag, Cologne, on 30 June 2004, staff costs have clearly dropped when compared to the first three months of the previous year. The staff costs of editworks GmbH, which amounted to 30,000 euro in the first quarter, were not included in the same period for the previous year.
- 4. Amortisation, depreciation and write-downs contain reductions in value for the goodwill of editworks GmbH which total 14,000 euro. In the same period for the previous year, this entry contained additional tangible fixed asset de-preciation totalling 15,000 euro in connection with the closing of the Berlin Branch of antwerpes & partner ag, Cologne.
- 5. Other operating expenses for the same period in the previous year were restructuring costs in connection with the closing of the Berlin Branch which totalled 50,000 euro.
- 6. In accordance with IAS 33, the profit per share for the first three months of 2005 was 2 cent (previous year: 2 cent).

4 Statement of Sources and Application of Funds
| Statement of Sources and Application of Funds (in euros) | 01.01.2005 - 31.03.2005 |
01.01.2004 - 31.03.2004 |
|
|---|---|---|---|
| Surplus for the period before extraordinary profi t | 113,694 | 114,464 | |
| of which funds received from interest | 166,745 | 237,498 | |
| of which funds paid as interest | 1,958 | 5,481 | |
| + | Amortisation of intangible fixed assets and depreciation of tangible fixed assets |
98,008 | 99,035 |
| + | Loss from the disposal of fixed assets | 0 | 18,772 |
| +/- Increase/decrease in provisions | -110,850 | -49,126 | |
| -/+ Increase/decrease in trade debtors | -501,431 | -440,803 | |
| -/+ Increase/decrease in other assets | -234,816 | -116,292 | |
| -/+ Increase/decrease in stocks | -75,839 | -57,983 | |
| -/+ Increase/decrease in prepaid expenses and deferred charges | -2,789 | -32,779 | |
| +/- Increase/decrease in deferred income | 98,052 | 0 | |
| -/+ Increase/decrease in deferred taxes on the assets side | 2,570 | -15,539 | |
| -/+ Decrease/increase in deferred taxes on the liabilities side | 2,800 | 6,800 | |
| +/- Increase/decrease in trade creditors and other liabilities | 358,320 | 263,142 | |
| Cash fl ow from current business activities | -252,280 | -210,309 | |
| +/- | Proceeds/ outgoings for disinvestments/investments in tangible and intangible fixed assets |
-60,389 | 618 |
| - | Outgoings from the sale of consolidated companies | 0 | -18,772 |
| + | Write-downs on fixed-asset securities | 0 | 29,081 |
| Cash fl ow from investment activities | -60,389 | 10,927 | |
| - | Repayment of loans | -1,290 | -590 |
| - | Payment to shareholders ensuing from capital reduction | -14,780,760 | 0 |
| Cash fl ow from fi nancing activities | -14,782,050 | -590 |
20

| Change in funds to hand which affects payment | -15,094,719 | -199,973 | |||
|---|---|---|---|---|---|
| - | Change in funds to hand due to evaluation (special revaluation reserve) |
-12,216 | 0 | ||
| + | Change in funds to hand as a result of the regrouping of securities |
0 | 7,666,654 | ||
| - | Funds to hand at the start of the period | 31,205,241 | 10,348,822 | ||
| Funds to hand at the end of the period | 16,098,306 | 17,815,503 | |||
| Composition of the funds to hand | |||||
| - | Cash and cash equivalent | 854,366 | 10,108,503 | ||
| - | Securities | 15,243,940 | 7,707,000 | ||
- 1. The change in Cash Flow from financing activities is mainly due to the special dividend distribution totalling 14.8 million euro which took place on 7 February 2005.
- 2. Contrary to the previous year's presentation and to improve the comparability of the Cash Flow from investment activities, the regrouping of fixed-asset securities which did not affect payment within the current assets of the previous year was shown below the change in funds to hand which did affect payment.
- 3. Borrowed monies totalling 85,000 euro (previous year: 538,000 euro) are included in the funds balance as at 31.03.2005. These represent outstanding doctors' fees which antwerpes ag cannot dispose of in any other way.
- 4. The liquid assets and current-asset securities totalled 16.1 million euro as at 31.03.2005 (previous year: 30.4 million euro). The drop results exclusively from the special dividend distribution totalling 14.8 million euro which took place on 7 February 2005.

5 Divisional Reporting as at 31.03.2005
| Communication | DocCheck. Commerce & Logistic |
Holding | Total | |
|---|---|---|---|---|
| € | € | € | € | |
| Net sales for the Divisions | 1,144,578 | 1,461,572 | 0 | 2,606,149 |
| Intra-Group sales | 784 | 20,501 | 580,736 | 602,021 |
| EBIT | 106,032 | -82,240 | -16,253 | 7,539 |
| Result before taxes on earnings | 106,113 | -82,640 | 135,079 | 158,552 |
| Total assets | 924,175 | 2,438,840 | 18,143,192 | 21,506,207 |
| Total liabilities | 573,289 | 690,702 | 267,697 | 1,531,688 |
| Amortisation of intangible fixed assets and depreciation of tangi ble fixed assets |
5,719 | 13,630 | 78,659 | 98,008 |
| Employees | 34 | 33 | 9 | 76 |
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 Basle, Switzerland. DocCheck GmbH, DocCheck Medizinbedarf und Logistik GmbH, medicalpicture GmbH, medizinstudent.de GmbH and editworks GmbH together form the Division DocCheck, Commerce & Logistic. The segment, Holding, incorporates the whole of the administrative and service Division of antwerpes ag. Since the activities of these two companies are currently located in the same area, a geographical segmentation was waived. Supplies and services within the combined group were valued at purchase price plus a mark-up and cost sharing within the Group was valued at purchase price plus interest.


6 Statement of Changes in Equity Capital
Statement of Equity Capital in accordance with IAS 1 Subsections 96-101 (in euro)
| Balance as at 31.12.2003 |
Deconsolidation of antwerpes.korte consulting GmbH |
Net income as at 31.03.2004 |
Balance as at 31.03.2004 |
|
|---|---|---|---|---|
| Subscribed capital | 5,904,312 | 5,904,312 | ||
| Capital reserve | 28,090,027* | 28,090,027 | ||
| Statutory reserve | 39,253 | 39,253 | ||
| Reserve according to the articles of association |
4,755 | -4,755 | 0 | |
| Other revenue reserves | 32,448 | 32,448 | ||
| Special revaluation reserve | 0 | 0 | ||
| Balance Sheet profit | 2,052,946* | 4,755 | 114,464 | 2,172,164 |
| Adjusting items for capital | -3,245,570 | -3,245,570 | ||
| Own shares | -7,706 | -7,706 | ||
| Minority shares | 275,256 | -56,871 | 499 | 218,885 |
| Total | 33,145,721 | -56,871 | 114,963 | 33,203,813 |
| Balance as at 31.12.2004 |
Revaluation of securities |
Net income as at 31.03.2005 |
Balance as at 31.03.2005 |
|
|---|---|---|---|---|
| Subscribed capital | 5,904,312 | 5,904,312 | ||
| Capital reserve | 13,331,816 | 13,331,816 | ||
| Statutory reserve | 39,253 | 39,253 | ||
| Reserve according to the articles of association |
0 | 0 | ||
| Other revenue reserves | 32,448 | 32,448 | ||
| Special revaluation reserve | 147,367 | -12,216 | 135,151 | |
| Balance Sheet profit | 2,646,905 | 113,694 | 2,760,599 | |
| Adjusting items for capital | -3,245,570 | -3,245,570 | ||
| Own shares | 0 | 0 | ||
| Minority shares | 229,645 | -5,866 | 223,778 | |
| Total | 19,086,175 | -12,216 | 107,828 | 19,181,788 |
* Retrospective adjustment as a result of the fiscal audit of the accounts in accordance with SIC 17 and in conjunction with IAS 8 as at 31.12.2004

7 Shareholder Structure and notifi able Securities Transactions
The administrative bodies of antwerpes ag and its subsidiaries carried out the following notifiable securities transactions in the first quarter of 2005:
| Sale: | 28 January 2005 | 63,540 shares | Jan Antwerpes |
|---|---|---|---|
| 4 Febuary 2005 | 62,600 shares | Jan Antwerpes |
The shareholder structure of antwerpes ag consists of the following as at quarter-end:
Shareholder structure according to § 21 of the Securities Trading Law as at 31 March 2005
| Share | Number | |
|---|---|---|
| % | € | |
| Dr. Frank Antwerpes, CEO* | 46.90 | 2,769,297 |
| Jan Antwerpes, CFO* | 13.78 | 813,590 |
| Dr. Johannes Kersten, Supervisory Board member of antwerpes & partner ag |
7.32 | 432,031 |
| Freefl oat | 32.00 | 1,889,394 |
| Hermann Korte, Board Member | 0.95 | 56,038 |
| Roland Ortloff, Managing Director of DocCheck Shop und Logistik GmbH |
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 | 0.00 | 0 |
* Half of the shares of immediate relatives were allocated to Messrs. Antwerpes. In addition, the shares of Dr. Frank Antwerpes' wife were included.


Stock Options
In accordance with the resolution passed at the annual general meeting dated 16 May 2001, the company grants, by means of an options contract, subscription rights to certain employees regarding the acquisition of antwerpes ag shares. According to the grade and position of the employee, the company offers contracts to certain employees which cover the granting of share options (options contract). As at 31 March 2005, 57,750 (in the previous year: 79,750) stock options had been issued. The reduction in the stock options portfolio is because some employees who were entitled to subscribe left the company. Exercising a subscription right depends on whether at the time the following performance goals were met:
- The market price of the antwerpes ag share has performed better than the Nemax All Share Index (now Technology All Share Index)
- The current market price of the share must be higher than the comparative market price and the comparative market price of the share is
- for subscription rights granted up to five days before the initial public offering, the initial public offering price as determined in the book-building process for the antwerpes ag share for the purposes of the initial public offering
- 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
- The employee has an employment contract with a company within the antwerpes Group and notice to terminate this has not been served nor has it been terminated in some other way.
Exercising the options granted is only permissible at any time during the following periods:
- On the respective fourth and the 19 subsequent bank working days following an antwerpes ag ordinary annual general meeting.
- On the respective fourth and the 19 subsequent bank working days following the publication of the antwerpes ag quarterly report which covers the 3rd quarter of a financial year.



Composition of stock options as at 31 March 2005 Issued stock options balance as at 31.12.2004 57,750 Options granted in the 1st quarter of 2005 0 Options exercised in the 1st quarter of 2005 0 Options which have lapsed in the 1st quarter of 2005 0 Issued stock options balance as at 31.03.2005 57,750 1. the fi rst tranche (Issue: April 2000, issue price: 21 €, term: 7 years) 42,500 of which to management 34,000 of which with a waiting period up until the first implementation on 05.04.05 5,100 of which are exercisable on 31.03.05 28,900 of which to employees 8,500 of which with a waiting period up until the first implementation on 05.04.05 0 of which are exercisable on 31.03.05 8,500 2. the second tranche (Issue: December 2000, issue price: 17.96 €, term: 7 years) 5,250 of which to employees 5,250 of which with a waiting period up until the first implementation on 27.11.05 374 of which are exercisable on 31.03.05 4,876 3. the third tranche (Issue: May 2002, issue price: 5.16 €, term: 7 years) 10,000 of which to management 10,000 of which with a waiting period up until the first implementation on 31.05.05 3,000 of which with a waiting period up until the first implementation on 31.05.06 1,500 of which with a waiting period up until the first implementation on 31.05.07 1,500 of which are exercisable on 31.03.05 4,000
Financial Calendar
| Date | Event |
|---|---|
| 15 June 2005 | Annual General Meeting in Cologne |
| Mid-August 2005 | Report for the 2nd Quarter |
| Mid-November 2005 | Report for the 3rd Quarter |
| November 2005 | Analysts' Conference in Cologne |
Investor Relations
antwerpes ag Tanja Mumme Vogelsanger Str. 66 50823 Cologne
tel: +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
