Quarterly Report • Nov 29, 2012
Quarterly Report
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INTERIM FINANCIAL REPORT AS AT SEPTEMBER 30, 2012
| KEY FIGURES ________________ 1 | |
|---|---|
| FOREWORD BY THE MANAGEMENT BOARD____________ 2 | |
| PERFORMANCE OF THE FIRST SENSOR SHARE__________ 4 | |
| GROUP MANAGEMENT REPORT___________ 5 | |
| Business model __________ 5 Business development in 9M 2012 _______ 6 Outlook____________ 7 |
|
| CONSOLIDATED BALANCE SHEET (IFRS) _________ 9 | |
| CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (IFRS)________ 10 | |
| CONSOLIDATED STATEMENT OF CASH FLOW (IFRS)_________ 11 | |
| STATEMENT OF CHANGES IN EQUITY (IFRS)___________ 12 | |
| ANNUAL FINANCIAL STATEMENTS (IFRS) _____________ 13 | |
| 1. General___________ 13 2. Consolidated interim financial statements ______ 13 3. Presentation of accounting policies_______ 13 4. Basis of consolidation _________ 13 5. Impairment of non-current assets_______ 14 6. Financial liabilities___________ 14 7. Change in contingent liabilities _____________ 14 |
|
| RESPONSIBILITY STATEMENT (BALANCE SHEET OATH)_______ 15 | |
| LEGAL NOTICE _____________ 15 | |
| CONTACT____________ 15 |
| in € thousands, unless otherwise specified | 9M 2012 | 9M 2011 | Δ | Δ% |
|---|---|---|---|---|
| Sales | 84,942 | 40,711 | 44,231 | 109 |
| Operating result (EBITDA) * | 11,013 | 5,734 | 5,270 | 92 |
| Total net profit for the period ** | 3,911 | 2,091 | 1,820 | 87 |
| Earnings per share (EUR) ** | 0.40 | 0.32 | 0.08 | 25 |
| Number of shares (weighted) | 9,842,973 | 6,625,899 | 3,217,074 | 49 |
| Equity | 70,089 | 39,909 | 30,180 | 76 |
| Equity ratio (%) | 43 | 55 | -12 | -22 |
| R&D expenses | 5,366 | 3,389 | 1,977 | 58 |
| Number of employees | 763 | 436 | 327 | 75 |
* adjusted for the integration costs in 2012
** adjusted for the integration costs and PPA-Amortization
| in € thousands, unless otherwise specified | Q3 2012 | Q3 2011 | Δ | Δ% |
|---|---|---|---|---|
| Sales | 28,723 | 13,546 | 15,177 | 112 |
| Operating result (EBITDA) * | 3,672 | 1,570 | 2,102 | 134 |
| Total net profit for the period ** | 1,531 | 363 | 1,168 | 322 |
| Earnings per share (EUR) ** | 0.16 | 0.05 | 0.11 | 220 |
| Number of shares (weighted) | 9,842,973 | 6,625,899 | 3,217,074 | 49 |
| Equity | 70,089 | 39,909 | 30,180 | 76 |
| Equity ratio (%) | 43 | 55 | -12 | -22 |
| R&D expenses | 2,221 | 1,119 | 1,102 | 98 |
| Number of employees | 763 | 436 | 327 | 75 |
* adjusted for the integration costs in 2012
** adjusted for the integration costs and PPA-Amortization
Dear shareholders, dear business partners and employees,
When the merger of First Sensor and Sensortechnics was entered in the commercial register on August 22 this year, the former Sensortechnics GmbH officially became the First Sensor AG Munich location. We offer our warmest welcome to the new First Sensor employees. First Sensor is now well established in both the Berlin and Munich metropolitan areas. We have thus come a major step closer to our goal of creating a globally renowned industrial company for innovative sensor solutions.
For several decades, precision, uniqueness and reliability have been our values that are prized by customers around the globe. For our integration efforts, which are running at full speed, the most important of these values is the reliability that our customers demand. The integration teams, comprised of employees from the formerly separately operating firms First Sensor and Sensortechnics, are taking great care that the reliable supply of highquality sensor components, sensor modules and sensor systems to our customers is not interrupted by our multifaceted integration efforts.
In the current financial year, we are continuing to focus our work on optimizing the structures of our company required for further development, tapping potential synergies and integrating the parts of the company added in the acquisition. We are firmly convinced that we can continue to grow successfully as an integrated and efficient industrial company.
First Sensor enjoyed a very successful first nine months of the current financial year. Sales more than doubled in the first half-year, partly as a result of the acquisition carried out last year. They rose by 109% from €40.7 million to around €85 million. This high growth significantly outstrips the average growth of our markets and clearly demonstrates the dynamism of our further development. In the first nine months we generated nearly doubled EBITDA before integration costs of approximately €11.0 million. Thus, the previous year's figure (€5.7 million) was increased by 92%. Before accounting for the integration costs and amortization effects from the Purchase Price Allocation, earnings per share were €0.40 in the first three quarters of 2012, an increase of around 25% (previous year: €0.32). A better result was forestalled primarily by the not yet satisfactory performance of the sensor division acquired last year from Augusta Technologies AG. However, the Management Board is entirely convinced that the advancing integration will also increase the performance of the acquired firms.
As reported in the previous quarter, the slowing general economic momentum since the third quarter of 2011 will not pick up again substantially in the second half of the current financial year. Our confidence that First Sensor would be able to buck the general market trend has not been fully realized. Especially with our existing customers, we are now seeing clear trends of restrained demand behavior in the wake of slowing sales. We are not currently able to estimate the consequences that this will have for us.
We are also paying particular attention to tracking the development of orders on hand. At the end of the third quarter, they had increased by 124% year-on-year to €67.5 million. The long-term delivery order issued by a major corporation in September this year made a particular contribution to this. The order, agreed over the unusually long period of 10 years, shows very clearly that our customers have recognized First Sensor's considerably strengthened performance since last year and are rewarding it with increased confidence.
Two of the major prospective orders from customers in the first half of the year have since been realized. The first major order worth €5 million from Asia is particularly important to us. This order unmistakably confirms the validity of the strategy of intensified involvement in Asia that we have pursued since 2009.
2012 will be dominated by consolidating our business processes, optimizing structures and in particular integrating the individual entities of the Augusta Technologies AG sensor division, acquired last year.
The "ONE FIRST SENSOR" consolidation program launched to accelerate the integration process was continued in a targeted fashion. We have come much closer to our target of sustainably saving costs of €4 million in the next 12 months. At the same time, the consolidation program "ONE FIRST SENSOR" is aimed at establishing more efficient, long-term-oriented management of all business processes in order to make the company better equipped for the future.
These are ambitious goals, but we are confident that we will be able to achieve them provided the general economic environment and the situation of the banks do not deteriorate significantly as a result of the euro crisis.
We will be delighted for you, our shareholders, business partners, customers and employees, to continue to accompany us on this path.
Kind regards, The Management Board
Dr. Hans-Georg Giering Joachim Wimmers CEO CFO
First Sensor AG ISIN: DE0007201907 WKN (German securities identification code): 720190 Symbol: SIS
First Sensor share and TecDax development from January 1, 2012 to September 30, 2012
First Sensor is a developer and manufacturer of customer-specific high-end sensor solutions. These innovative specialized sensor solutions are used for the high-quality conversion of non-electric variables (radiation, light, pressure, flow rate, position, speed, temperature, moisture, etc.) into electric variables that are then used in our customers' electronic systems. This means that our sensor solutions make an important contribution to the competitiveness of our customers' products. Our core competencies include solutions in the area of optoelectronics and MEMS sensor technology.
Customers include prominent industrial groups and research institutes. A project generally starts with the customer issuing the specifications and the joint preparation of a development strategy. Following an extensive development and test phase, a supply relationship is initiated that generally lasts for a number of years.
First Sensor's sensor solutions are mostly used as key components in a wide range of applications in several different industries. These include electronic folding rules, tank pressure and sun angle sensors for motor vehicles, fill level measurements in the food industry, air conditioning systems, blood glucose monitors, X-ray machines for baggage screening, machine controls, aerospace research, cancer diagnosis, truck toll monitoring, and measurement systems for the pharmaceutical and environmental technology industries. The broad mix of sectors means that First Sensor is generally independent of cyclical developments in the individual sectors. The market for high-end sensor solutions that we address remains a strong global growth market.
First Sensor is one of the world's technology leaders, developing and producing optoelectronic and MEMS-based high-end sensor solutions for the most stringent specifications. Among other things, this includes the avalanche photodiodes (APD) and avalanche photodiode arrays developed and manufactured by First Sensor in the past, which enjoy a leading global position in their field. One use for these APDs is in high-precision distance measurement systems for a wide range of applications together with laser modules.
First Sensor develops and produces sensor solutions across the individual stages of the value chain of sensor to the system of our customers. The individual companies of First Sensor are active along the entire value chain. In addition to sensor components, First Sensor develops and manufactures highly reliable customer-specific hybrid circuits and products in the areas of microsystems technology and advanced packaging (sensor modules) right through to complete sensor systems. The different locations in Berlin, Dresden, Oberdischingen, München, and the foreign locations in the Netherlands, the UK, Sweden, Singapore, Canada and the US vary in terms of their position along the value chain (including distribution). Several Group companies are often involved in processing a customer order.
Sensor components are developed and manufactured at the headquarters in Berlin. If the sensor component is later connected to a circuit together with other electronic components and switching circuits (layout and connection technology, hybrid technology, microsystems technology), this creates a sensor module. These process steps take place at five locations within First Sensor: Berlin, Dresden, Oberdischingen, Westlake Village and Singapore. If the sensor module is supplemented with additional stages of the value chain such as signal processing, calibration and product design, this creates a sensor system. This stage of the value chain is implemented at four locations in Berlin, Dresden, Dwingeloo and München.
With this positioning and interaction of the individual locations, First Sensor covers the entire value chain for a specialized sensor solution and is therefore able both to offer its customers "everything from one source" and also to take on individual steps of the value chain. The specific customer requirements in each case stipulate the stage of the value chain at which our services are called upon. Depending on cost effectiveness, some types of components and services are also purchased externally. Partial orders are allocated to the individual locations centrally.
First Sensor enjoyed a successful nine months of the financial year. Sales more than doubled in the first nine months, partly as a result of the acquisition carried out last year. They rose from €40.7 million to €84.9 million. Sales growth in the first half of the year was 107%, where it is now 109%. This high growth significantly outstrips the average growth of our markets and clearly demonstrates the dynamism of our further development.
With EBITDA in the same period of the previous year at €5.7 million, it has climbed 79% to €10.2 million. In the first three quarters of 2012, EBIT adjusted for the €0.8 million integration costs as well as the effects of the purchase price allocation (€2.5 million) amounted to €6.7 million.
Gross income doubled from €24.8 million in the same period of the previous year to €48.1 million. Due to the altered product mix, the gross profit margin fell only by the negligible amount of 3.0 percentage points from 54.8% to 51.8%.
Orders on hand increased by 124.2% as against September 30, 2011 to €67.5 million.
The 105.1% increase in staff costs to €26.5 million and the 87% increase in other operating expenses to €11.4 million are due to the effects of the acquisition last year. The first successes of the integration work can be seen in the staff costs of the last three quarters, which have decreased to €8.6 million in the third quarter, and other operating expenses that have continued to fall. The consolidation program "ONE FIRST SENSOR", which has just been launched, will lead to further improvements.
The financial result, which primarily includes interest for financing the acquisition and interest for investment loans, amounted in the first nine months 2012 to minus €1.8 million (previous year: minus €0.5 million). Before accounting for the integration costs and amortization effects from the acquisition of the Augusta Technology AG sensor division, earnings per share increased 25% to €0.40 in the first three quarters of 2012, despite the increase in the number of shares. As a result of the capital increase carried out in the fourth quarter of 2011, the total number of shares rose to 9,842,973 (previous year: 6,625,899).
Group equity amounted to €70.1 million, corresponding to an equity ratio of 43%. Cash and cash equivalents totaled €12.1 million. In light of the targeted further growth, there will be a focus on measures to increase liquidity in the coming quarters. In light of the targeted further growth, there will be a focus on measures to increase liquidity in the coming quarters. In the near future it will primarily be a case of further increasing First Sensor's profitability, since financial stability is particularly important for our customers when it comes to choosing their component supplier, as development and production processes take a number of years and the financial stability of the selected partner plays a major role.
Financial liabilities, which were largely taken out to finance the acquisition of the Augusta Technology AG sensor division, amounted to €52.9 million as of September 30, 2012. Assuming the general economic situation does not worsen further and there are no disturbances on the capital markets, the company currently continues to expect to repay all financial liabilities as due.
In the first three quarters of 2012, at €4.3 million, cash flow from operating activities was clearly up on the previous year's level of €2.1 million due to the reduction in working capital.
Cash flow from investment activities in the amount of minus €6.9 million (previous year: minus €7.9 million) for machinery and equipment increased by a further €4.5 million for the contractually agreed earnout payment connected to the acquisition of the Augusta Technologies AG sensor division.
Investment activities in property, plant and equipment was dominated by plant expansions at the locations Dresden (Microelectronic Packaging Dresden GmbH, Silicon Micro Sensors GmbH) and Berlin (First Sensor AG, Elbau Elektronik Bauelemente GmbH Berlin) as well as expansion of production capacity in Asia (Elbau Singapore Pte. Ltd.).
Repayments of loans (not including working capital loans) totaling €6.8 million were offset by new borrowings of €12.4 million, resulting in cash flow from financing activities in the amount of €5.6 million (previous year: €1.8 million) in the first nine months of 2012. Of this, €4.5 million are attributable to financing the earnout payment to the Augusta Technologies AG.
The increase in trade receivables (up €7.1 million to €14.6 million) and inventories (up €17.2 million to €30.4 million) as at September 30, 2012, is due to the inclusion of the firms acquired in 2011 in the consolidated financial statements.
The Group had a total of 763 employees as of September 30, 2012. This increase in comparison to September 30, 2011 is also due primarily to the inclusion of the acquisition in the consolidated financial statements.
Through the acquisition of the Augusta Technologies AG sensor division, First Sensor AG has strengthened its position as an innovative, globally operating manufacturer of specialized sensors. The strategic options and synergy potential resulting from the acquisition are systematically enhanced through the integration project and the "ONE FIRST SENSOR" consolidation project. These integration measures and the optimization of the corporate, management and controlling structures form the major focus of management activities in 2012.
In addition, by achieving a critical mass and increasing the degree of value added in the development and production of sensor solutions, First Sensor will be of interest to additional customer groups, particularly with regard to awarding major long-term contracts of global affiliated groups.
Contrary to our expectations, the slowing general economic momentum in the sensor market in the recent quarters did not pick up again substantially at the beginning of the second half of the year. Our confidence that First Sensor would be able to buck the general market trend due to new production starts has not been fully realized. This is primarily attributable to the unexpected weakness of growth in the sensor division acquired last year from Augusta Technologies AG, whose companies are affected by major deferred sales in the following years. At the same time, we are now seeing clear trends of restrained demand behaviour from our existing customers in the wake of slowing sales. We are not currently able to estimate the consequences that this will have for us. However, this could conceivably result in sales for the 2012 financial year amounting 72% to approximately €112 million, approximately €6 million lower than the original forecast. EBITDA on this basis would then be in the range of €12 to €14million before integration costs.
Irrespective of this, the Management Board is expecting positive performance in the long term. Key indicators here are the major long-term orders concluded in the last two months with a total volume of €18 million. The Management Board is also adhering to the target of generating total sales approaching €150 million by 2015.
These are ambitious goals, but we are confident that we will be able to achieve them provided the general economic environment and the situation of the banks do not deteriorate significantly as a result of the euro crisis.
Berlin, November 2012
First Sensor AG
Dr. Hans-Georg Giering Joachim Wimmers CEO CFO
| in € thousands | Sept. 30, 2012 | Dec. 31, 2011 |
|---|---|---|
| Cash and cash equivalents | 12,149 | 12,800 |
| Accounts receivable | 14,570 | 11,101 |
| Due from affiliated companies | 0 | 29 |
| Inventories | 30,362 | 31,368 |
| Tax refund claims | 292 | 438 |
| Other current assets | 2,216 | 2,747 |
| Total current assets | 59,589 | 58,483 |
| Property, plant and equipment | 41,339 | 39,141 |
| Intangible assets | 28,574 | 30,166 |
| Shares in affiliated companies | 771 | 980 |
| Securities in fixed assets | 150 | 141 |
| Goodwill | 29,816 | 30,306 |
| Deferred tax assets | 1,075 | 982 |
| Other non-current assets | 22 | 35 |
| Total non-current assets | 101,747 | 101,751 |
| TOTAL ASSETS | 161,336 | 160,234 |
| in € thousands | Sept. 30, 2012 | Dec. 31, 2011 |
|---|---|---|
| Current loans | 11,731 | 10,470 |
| Accounts payable | 9,443 | 8,130 |
| Due to affiliated companies | 0 | 55 |
| Advances from customers | 1,213 | 2,174 |
| Accrued liabilities | 902 | 1,140 |
| Liabilities from income tax | 1,896 | 2,273 |
| Other current liabilities | 11,058 | 12,331 |
| Total current liabilities | 36,243 | 36,573 |
| Non-current interest-bearing loans | 41,169 | 35,652 |
| Provisions | 161 | 173 |
| Deferred taxes | 7,225 | 7,812 |
| Prepayments and accrued income | 6,292 | 6,142 |
| Other non-current liabilities | 0 | 4,750 |
| Total non-current liabilities | 54,847 | 54,529 |
| Minority interests | 157 | 91 |
| Subscribed capital | 49,215 | 49,215 |
| Reserves | 14,828 | 15,032 |
| Currency adjustment items | -351 | -289 |
| Net profit | 6,397 | 5,083 |
| Total equity | 70,089 | 69,041 |
| TOTAL EQUITY AND LIA BILITIES |
161,336 | 160,234 |
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (IFRS)
| Jan. 1, - | Jan. 1, - | July 1, - | Jul. 1, - | |
|---|---|---|---|---|
| in € thousands unless otherwise specified | Sept. 30, 2012 | Sept. 30, 2011 | Sept. 30, 2012 | Sept. 30, 2011 |
| Sales | 84,942 | 40,711 | 28,723 | 13,546 |
| Other operating income | 3,218 | 1,153 | 690 | 401 |
| Change in inventories of finished goods and unfinished | ||||
| goods | 537 | 1,033 | -620 | 159 |
| Other own work capitalized | 1,054 | 1,356 | 251 | 595 |
| Cost of material/purchased services | -41,668 | -19,436 | -13,521 | -6,134 |
| Personnel expenses | -26.524 | -12,932 | -8,630 | -4,516 |
| Other operating expenses | -11,367 | -6,142 | -3,596 | -2,481 |
| Operating Result (EBITDA) | 10,192 | 5,743 | 3,297 | 1,570 |
| Depreciation of property, plant and equipment and | ||||
| amortization of intangible assets | -6,881 | -2,732 | -2,378 | -954 |
| Earnings before interest and tax (EBIT) | 3,311 | 3,011 | 919 | 616 |
| Income from equity investments | 8 | 0 | 0 | 0 |
| Interest income | 75 | 74 | 13 | 24 |
| Interest expenses | -2,061 | -624 | -730 | -239 |
| Currency gains | 360 | 117 | 8 | 69 |
| Currency losses | -197 | -105 | -32 | 3 |
| Result Before Taxes And Minority Interests | 1,496 | 2,473 | 178 | 473 |
| Taxes on income | -116 | -406 | 392 | -115 |
| NET PROFIT FOR THE PERIOD | 1,380 | 2,067 | 570 | 358 |
| Net profit for the period attributable to First Sensor AG | ||||
| shareholders | 1,313 | 2,091 | 527 | 363 |
| Net profit for the period attributable to minority interests | 67 | -24 | 43 | -5 |
| Differences from currency conversion (after tax) | -62 | -4 | 22 | 90 |
| Net gain/loss from cash flow hedges (after tax) | -313 | -42 | -120 | -53 |
| Net gain/loss from transaction costs | 0 | -260 | 0 | -195 |
| Total expenses and income recognized directly in equity | -375 | -306 | -98 | -158 |
| TOTAL NET PROFIT FOR THE PERIOD | 1,005 | 1,761 | 472 | 200 |
| Total net profit for the period attributable to shareholders | ||||
| of First Sensor AG | 938 | 1,785 | 429 | 205 |
| Total net profit for the period attributable to minority | ||||
| interests | 67 | -24 | 43 | -5 |
| Earnings per share (EUR) | 0.13 | 0.32 | 0.05 | 0.05 |
| Number of shares applied in the calculation of basic | ||||
| earnings per share (thousands) | 9,843 | 6,626 | 9,843 | 6,626 |
| Diluted earnings per share (EUR) | 0.13 | 0.31 | 0.05 | 0.04 |
| Number of shares applied in the calculation of diluted | 9,911 | 6,684 | 9,902 | 6,676 |
| earnings per share (thousands) |
| Jan. 1. - | Jan. 1. - | |
|---|---|---|
| in € thousands | Sept. 30, 2012 | Sept. 30, 2011 |
| PRE-TAX INCOME | 1,429 | 2,473 |
| Adjustments to reconcile operating result with cash flow from operating activities | ||
| Depreciation of property, plant and equipment and amortization of intangible assets | 6,881 | 2,733 |
| Other non-cash income | 109 | 117 |
| Income from investment grants | -372 | -391 |
| Loss on asset disposal | 500 | 11 |
| Interest income | -75 | -74 |
| Interest expense | 2,061 | 625 |
| Income from asset disposal | -14 | -1 |
| Decrease in provisions | -250 | -86 |
| Decrease in inventories, accounts receivable and other assets not assigned | ||
| to investment/financing activities | -1,832 | -2,745 |
| Increase/decrease in accounts payable and other liabilities not assigned | ||
| to investment/financing activities | -1,685 | 49 |
| Interest paid | -2,061 | -639 |
| Income tax paid | -659 | 49 |
| Other profit/losses | 310 | 0 |
| Cash flow from operating activities | 4,342 | 2,121 |
| Payments for investments in property, plant and equipment and intangible assets | -7,854 | -7,387 |
| Payments for investments in affiliated companies | 84 | -150 |
| Payments for acquisition of subsidiaries | -5,000 | 0 |
| Receipts from disposal of property, plant and equipment and intangible assets | 608 | 11 |
| Payments for acquisition of subsidiaries net of cash acquired | 0 | -469 |
| Loans to subsidiaries | 0 | 0 |
| Payments for acquisition of other financial assets | -9 | 0 |
| Receipts from investment grants | 212 | 13 |
| Interest received | 75 | 74 |
| Cash flow from investment activities | -11,884 | -7,908 |
| Receipts from equity contributions | 0 | 0 |
| Payments for redemption of financial loans | -6,821 | -3,533 |
| Distributions | 0 | 0 |
| Transaction costs for issuing shares | 0 | -260 |
| Proceeds from borrowings | 12,391 | 5,564 |
| Cash flow from financing activities | 5,570 | 1,771 |
| Currency differences from converting funds | 170 | 7 |
| Net change in cash and cash equivalents | -1,802 | -4,009 |
| Cash and cash equivalents at the start of the financial year | 10,305 | 14,058 |
| CASH AND CASH EQUIVALENTS AT THE REPORTING DATE | 8,503 | 10,049 |
| in € thousands unless otherwise specified |
Number of shares (in thousands) |
Subscribe d capital |
Share premium |
Revenue reserves |
Unrealized loss |
Consolidated balance sheet profit |
Exchange equalization items |
Equity attributable to shareholders |
Minority interests |
Total equity |
|---|---|---|---|---|---|---|---|---|---|---|
| As at January 1, 2011 | 6,626 | 33,130 | 2,136 | -404 | -90 | 3,477 | -241 | 38,008 | 78 | 38,086 |
| Net profit/loss for the period |
2,091 | -24 | 2,067 | |||||||
| Expenses and income recognized directly in equity |
-302 | -4 | -306 | |||||||
| Total net profit for the period | 0 | 0 | 0 | 0 | -302 | 2,091 | -4 | 0 | -24 | 1,761 |
| Share-based remuneration |
117 | 117 | ||||||||
| As at September 30, 2011 | 6,626 | 33,130 | 2,136 | -287 | -392 | 5,568 | -245 | 38,008 | 54 | 39,964 |
| in € thousands unless otherwise specified |
Number of shares (in thousands) |
Subscribe d capital |
Share premium |
Revenue reserves |
Unrealized loss |
Consolidated balance sheet profit |
Exchange equalization items |
Equity attributable to shareholders |
Minority interests |
Total equity |
|---|---|---|---|---|---|---|---|---|---|---|
| As at January 1, 2012 | 9,843 | 49,215 | 15,717 | -249 | -436 | 5,083 | -289 | 69,041 | 91 | 69,132 |
| Net profit/loss for the period |
1,313 | 67 | 1,380 | |||||||
| Result shown directly as equity, total |
-313 | -62 | -375 | |||||||
| Total net profit for the period |
0 | 0 | 0 | 0 | -313 | 1,313 | -62 | 0 | 67 | 1,005 |
| Share-based remuneration |
109 | 109 | ||||||||
| As at September 30, 2012 | 9,843 | 49,215 | 15,717 | -140 | -749 | 6,396 | -351 | 69,041 | 158 | 70,246 |
(all figures in € thousand unless otherwise specified)
First Sensor AG, Berlin, is a listed stock corporation domiciled in Berlin. At the Annual General Meeting on June 9, 2011, the shareholders resolved to rename the former Silicon Sensor International AG as First Sensor AG. The new name was entered in the commercial register on June 25, 2011.
First Sensor AG, Berlin, ("the company" or "First Sensor") and its subsidiaries operate in the sensor production and microsystems technology industries. The company's business mainly focuses on the development, manufacture and distribution of customer-specific optical and MEMS-based semiconductor sensors and systems. In addition, the First Sensor Group develops and manufactures highly reliable customer-specific hybrid circuits and products in the areas of microsystems technology and advanced packaging.
The consolidated interim financial report for the period ended June 30, 2012 was prepared in accordance with the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB) and the interpretations of the International Financial Reporting Interpretations Committee (IFRIC) approved by the IASB as required to be applied in the European Union (EU) and valid as of the reporting date. The requirements of the German Securities Trading Act (WpHG) were also applied.
All of the information in this consolidated interim financial report is unaudited. This means the information has been subject neither to any audit nor to any review by an independent auditor.
The reporting currency is the euro (€); unless otherwise indicated, all amounts are presented in thousands of euro (€ thousand).
As a matter of principle, the accounting policies applied in preparing the consolidated interim financial report was the same as those applied in preparing the 2011 consolidated financial report. A detailed description of these accounting policies can be found in the published consolidated financial report for the 2011 financial year.
The assets, liabilities and results of the acquired Sensortechnics Group, which consists of Sensortechnics GmbH, Puchheim, and its subsidiaries Elbau Elektronik Bauelemente GmbH Berlin, Berlin, Klay-Instruments B.V., Dwingeloo (Netherlands), and other subsidiaries, were included in consolidation for the first time with effect from October 1, 2011. This means that the comparability of the results of operations of 2011 and 2012 is limited.
With an agreement dated June 28, 2012, Sensortechnics GmbH, Puchheim, and Silicon Projects GmbH, Berlin, were merged with First Sensor AG with effect from January 1, 2012. The merger has no significant effects on the consolidated financial statements as of September 30, 2012.
The First Sensor Group continuously tests its goodwill and other non-current assets for impairment based on the provisions of IAS 36. The impairment test is performed on the basis of the future cash surpluses generated for individual assets or for groups of assets combined in cash-generating units.
The main non-current assets that are continuously tested for impairment are the goodwill reported in the First Sensor Group and the intangible assets acquired as part of business combinations. In the first six months of 2012, there were no indications that non-current assets were impaired above and beyond the reported carrying amount of these assets.
Due to the merger of Sensortechnics GmbH with First Sensor AG, the Sensortechnics brand will now be amortized on a scheduled basis over seven years starting January 1, 2012.
In the period from January 1 to September 30, 2012, the First Sensor Group had net cash flow from financing activities of €5.6 million. This includes borrowing to expand and improve the efficiency of production capacity as well as to settle purchase price liabilities (earnout) from the acquisition of the Sensortechnics Group (€4.5 million). The loans were concluded for a term of seven years. Interest is largely fixed. The loans are secured through the assignment of machinery and equipment and through storage assignment of inventories.
In accounting for the acquisition of the Sensortechnics group, a contingent purchase price payment of €9.8 million – consisting of an earnout (€5 million) and a deferred purchase price component (€4.8 million) – was assumed as part of the total consideration. This earnout component is dependent on future earnings. After the balance sheet date, the earnout component was calculated definitively and decreased by €0.5 million to €4.5 million. In accordance with IFRS 3, the goodwill resulting from the transaction therefore declined by €0.5 million to €26.4 million.
To the best of our knowledge, and in accordance with the applicable reporting principles for interim reporting, the consolidated interim financial statements give a true and for view of the net assets, financial position and results of operations of the Group, and the interim financial 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 over the remainder of the financial year.
Berlin, November 2012
Dr. Hans-Georg Giering Joachim Wimmers
CEO CFO
This report contains statements of a predictive nature and does not represent any incitement to purchase shares of First Sensor AG, but rather is intended exclusively for information purposes with regard to possible future developments at the company. All future-oriented specifications in this consolidated interim financial report were produced on the basis of a probability-based plan and represent statements regarding the future which cannot be guaranteed.
Investor Relations
First Sensor AG Peter-Behrens-Str. 15 D-12459 Berlin
T +49 30 639923-710 F +49 30 639923-719
[email protected] www.first-sensor.com
This consolidated interim financial report as at September 30, 2012 is available in German and English. Both versions are also available for download on the internet at www.first-sensor.com.
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