Quarterly Report • May 30, 2012
Quarterly Report
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INTERIM FINANCIAL REPORT AS AT MARCH 31, 2012
Financial Ratios 5
| Business Model | 10 |
|---|---|
| Business Development | 11 |
| Events After the Balance Sheet Date | 13 |
| Outlook | 14 |
| Consolidated Balance Sheet, Assets | 16 |
|---|---|
| Consolidated Balance Sheet, Liabilities | 17 |
| Consolidated Statement of Comprehensive Income | 18 |
| Consolidated Statement of Cash Flow | 19 |
| Consolidated Statement of Changes in Equity | 20 |
| Responsibility Statement | 23 |
|---|---|
| Legal Notice | 24 |
| Financial Calendar | 24 |
| Contact | 24 |
Financial Ratios
| in € thousands unless otherwise specified | 3M 2012 | 3M 2011 | | % |
|---|---|---|---|---|
| Sales | 28,487 | 13,111 | 15,376 | 117 |
| Operating result before depreciation and amortization (EBITDA) |
3,823 | 1,742 | 2,081 | 119 |
| Total net profit for the period | 675 | 606 | 69 | 11 |
| Earnings per share (EUR) | 0.07 | 0.09 | -0.02 | -22 |
| Number of shares (weighted) | 9,842,973 | 6,625,899 | 3,217,074 | 49 |
| Equity | 69,578 | 38,599 | 30,979 | 80 |
| Equity ratio (%) | 43 | 56 | -13 | -24 |
| R&D expenses | 1,345 | 1,167 | 178 | 15 |
| Number of employees | 735 | 384 | 351 | 91 |
3.8 EBITDA in € million Our operating result rose by 119% to € 3.8 million compared to Q1 2011
Orders on hand Interim Financial Report 3M 2010 - 2012
EBITDA Interim Financial Report 3M 2010 - 2012
Foreword
Dr. Hans-Georg Giering Chief Executive Officer
Joachim Wimmers Chief Financial Officer
Dear shareholders, dear business partners and employees,
Over the past two decades, First Sensor has successfully and sustainably established itself on the market as a provider of high-quality, customer-specific sensor solutions for renowned customers from a wide range of sectors. First Sensor is positioned to cover the entire value chain – from sensor components and modules through to sensor systems – via our locations. Through the successful acquisition of the sensor division of Augusta Technologies AG last year, we have come a major step closer to our goal of creating a globally renowned integrated industrial company for innovative sensor solutions. Precision, individuality and reliability are our values that are prized by customers around the globe. Following a rather subdued fourth quarter of 2011, we have now returned to our successful course. The results for the current quarter clearly show how much potential there is in the developing First Sensor. At the same time, we are fully aware of the challenges of the integration work that lies ahead. In
the financial year that has just begun, we are therefore focusing 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 our success in the future only as an integrated and efficient industrial company.
The goals for the current financial year 2012 are confirmed by the results of our work in the first quarter. We continue to anticipate sales of €118 million to €122 million, approximately doubling our business volume. We are thus closing the gap to the biggest companies worldwide in our sector. We have set ourselves the ambitious target of almost tripling our operating result before depreciation and amortization (EBITDA) to over €17 million in the current financial year 2012. In the coming years, we will focus on more closely integrating our business activities, increasing operating profitability and exploiting the many opportunities for synergies.
First Sensor has made a very successful start to the new financial year. Due in part to the acquisition last year, sales more than doubled in the first quarter, rising by 117% from €13.1 million to approximately €28.5 million. Particularly noteworthy was the increase of around 17% in comparison to the preceding fourth quarter of 2011. This high growth adjusted for acquisition effects significantly outstrips the average growth of our markets and clearly demonstrates the dynamism of our further development.
Although over the next two years the integration costs and the synergies to be exploited will roughly balance each other out, in the first quarter we already generated EBITDA of approximately €3.8 million.
In our current opinion, the slowing general economic momentum since the third quarter of 2011 will not pick up again more substantially until the second half of the current financial year. Therefore, we currently anticipate only a very slight upward trend for the second quarter of 2012 in comparison to the results for the current quarter presented here.
We also pay particular attention to tracking the development of orders on hand. These increased by around 7% to €68.3 million as of the end of the quarter in comparison to €63.6 million as of December 31, 2011. In the same period, the number of employees rose from 725 as of December 31, 2011 to 735.
The increase in orders on hand and the cautious but consistently positive statements from our customers confirm our expectation of a positive financial year. We are aiming to approximately double sales while roughly tripling earnings.
2012 will be dominated by consolidating our business processes, optimizing structures and in particular integrating the Sensortechnics Group. We began the relevant implementation immediately after concluding the acquisition. From the current perspective, we expect a considerably lower number of one-time negative influences as compared to 2011, but also another significant increase in investments. In the past financial year, we undertook enormous efforts and invested approximately €3.3 million in the relocation of MEMS-based sensor production from Berlin-Adlershof to the modern plant in Berlin-Oberschöneweide. To fully complete the integration work involved
117%
Increase in sales We more than doubled total sales in the first quarter 2012 to reach €28,5 million
17 EBITDA in € million We intend to threefold increase in operating result before depreciation and amortization (EBITDA) in 2012
Share Price Performance
17%
Organic growth Above-average organic growth of 17% compared to Q4 2011
in combining the two previously separate production locations, further investments totaling several million euro will be required in the current financial year. Securing the necessary financing for this will be a major challenge for us in the coming quarters. We are confident that we will be able to successfully complete the entire investment project at the headquarters in Berlin by the end of the first half of 2013 at the latest.
We will use the expertise that we have strengthened considerably over the past two years in the area of MEMS-based high-precision inertial sensors (acceleration, tilt and vibration sensors) to develop new products that will support our future growth. First Sensor has patents
Berlin, May 2012 The Management Board of First Sensor AG
Dr. Hans-Georg Giering Joachim Wimmers
Chief Executive Officer Chief Financial Officer
and technologies that allow for measurements with a much higher than average precision and that promise very innovative products and possible applications, for example for air traffic control systems, drilling platforms and container ships.
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.
First Sensor AG ISIN: DE0007201907 WKN (German Securities Identification Code): 720190 Symbol: SIS
Business Model Business Development
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 optical sensors and pressure sensors.
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 highend sensor solutions that we address remains a strong growth market.
First Sensor is one of the world's technology leaders, developing and producing optoelectronic and MEMS-based highend 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. The individual companies of the First Sensor Group 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, Puchheim, and the foreign locations in the Netherlands, the UK, Sweden, Singapore and the US vary in terms of their position in 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 Puchheim.
With this positioning and interaction of the individual locations, First Sensor covers the entire value chain for specialized sensor solutions 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.
In the past quarter, the First Sensor Group generated sales of €28.5 million (previous year: €13.1 million), representing growth of 117%. Particularly noteworthy was the increase of around 17% in comparison to the preceding fourth quarter of 2011. This high growth adjusted for acquisition effects significantly outstrips the average growth of our markets and clearly demonstrates the dynamism of our further development. The increase resulted in particular from existing customers, with whom significant increases in major projects were achieved in some cases, but initial project launches also contributed to the strong result.
In the first quarter of 2012, EBITDA of €3.8 million was generated, corresponding to a 119% increase as against the same quarter of the previous year (€1.7 million). This good result is also attributable to the inclusion of the sensor division of Augusta Technologies AG that was acquired last year.
Orders on hand increased by 154% as against March 31, 2011 to €68.3 million.
Gross income rose by 117% from €7.7 million in the first quarter of 2011 to approximately €16.7 million in the first quarter of the current financial year. The gross profit margin remained unchanged at 53%.
The 116% increase in staff costs to €9.1 million and the 117% increase in other operating expenses to €3.8 million are due to the effects of the acquisition last year.
The financial result, which primarily includes interest for financing the acquisition and interest for investment loans, amounted to minus €0.6 million (previous year: minus €0.2 million). After deducting taxes, net profit for the period amounted to €0.7 million, up 12% on the previous year's figure of €0.6 million, while earnings per share came to €0.07.
Group equity amounted to €69.6 million, corresponding to an equity ratio of 43%. Cash and cash equivalents totaled €8.7 million. 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 service providers, 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 Sensortechnics Group, amounted to €48.9 million as of March 31, 2012. Assuming the general economic situation improves and there are no disturbances on the capital markets, the company currently expects – based on the planning for the coming financial years – to repay all financial liabilities as due.
At minus €3.2 million, cash flow from operating activities was down on the previous year's level due to the increase in working capital as a result of the strong sales growth. Cash flow from investment activities in the amount of minus €3.5 million (previous year: minus €1.2 million) was dominated by investments in property, plant and equipment, including for further improving efficiency in production and expanding production lines at all locations. Repayments of loans (not including working capital loans) totaling €4.0 million were offset by new borrowings of €4.1 million, resulting in cash flow from financing activities in the amount of €0.1 million (previous year: €0.1 million). Overall, cash and cash equivalents fell by €6.7 million as against December 31, 2011 to €3.5 million.
The increase in trade receivables (up €8.0 million to €14.5 million) and inventories (up €21.2 million to €33.4 million) is due to the rise in sales and also in particular the inclusion of the Sensortechnics Group in the consolidated financial statements.
The Group had a total of 735 employees as of March 31, 2012. This increase in comparison to March 31, 2011 (384 employees) is also due primarily to the inclusion of the acquisition in the consolidated financial statements.
In the past financial year, we undertook enormous efforts and invested approximately €3.3 million in the relocation of MEMS-based sensor production from Berlin-Adlershof to the modern plant in Berlin-Oberschöneweide. To fully complete the integration work involved in combining the two previously separate production locations, further investments totaling several million euro will be required in the current financial year. Securing
the necessary financing for this will be a major challenge for us in the coming quarters. We are confident that we will be able to successfully complete the entire investment project at the headquarters in Berlin by the end of the first half of 2013 at the latest.
We will use the expertise that we have strengthened considerably over the past two years in the area of MEMS-based high-precision inertial sensors (acceleration, tilt and vibration sensors) to develop new products that will support our future growth. First Sensor has patents and technologies that allow for measurements with a much higher than average precision and that promise very innovative products and possible applications, for example for air traffic control systems, drilling platforms and container ships.
On May 4, 2012, the Executive Board of the company received a written request from the shareholder Alegria Beteiligungsgesellschaft mbH c/o DPE Deutsche Private Equity GmbH, Munich ("DPE" or "minority shareholder") in accordance with Section 122 (1) of the German Stock Corporation Act (AktG), which called for an extraordinary General Meeting to be convened. At the extraordinary General Meeting to be convened, a resolution was to be adopted to vote out all three of the Supervisory Board members elected by the shareholders of the company and replace them with three candidates proposed by DPE. Alternatively, DPE requested that this item be added to the agenda of the Annual General Meeting on June 14, 2012 in accordance with Section 122 (2) AktG.
The Executive Board has dealt intensively with this request and has come to the conclusion that it shall not be granted.
In view of the fact that an (extraordinary) General Meeting would be held no more than two months before the company's Annual General Meeting scheduled for mid/late August and there are no apparent objective reasons why the adoption of the resolution on the re-election
of the Supervisory Board should not be postponed until this date, DPE's request for the convention of an extraordinary General Meeting is regarded as a misapplication of the law. After considering the matter as it is required to do, the Executive Board has therefore come to the conclusion that the convention request is irrelevant and will refrain from convening an (extraordinary) General Meeting at DPE's request.
DPE has been notified of this position and accepted it. DPE asked that its convention request from May 4, 2012 be regarded as a request for addition to the agenda of the company's next Annual General Meeting.
In communicating its position to DPE, the Executive Board also clarified that the Executive Board and the current Supervisory Board work together in an extremely constructive and trust-based way and that the Executive Board and Supervisory Board do not support DPE's wish to vote out the current members of the Supervisory Board and elect three new members. By contrast, the Executive Board and Supervisory Board are in favor of expanding the Supervisory Board with three suitably qualified persons to bring it to a total of
six members, appropriately taking into account DPE's proposals. This course of action had also been agreed with DPE before it submitted the convention request. The Executive Board and Supervisory Board do not know why DPE wishes to depart from this agreed course of action. Dismissing the entire Board would be particularly detrimental since there was already a complete change in the composition of the Supervisory Board in 2010 and 2011 and in the event of replacement of the entire Supervisory Board any continuity within the Board would be lost.
The fact that the Annual General Meeting (originally scheduled for June 14) has not yet been convened is due to the fact that external factors, particularly in connection with the ongoing integration of the sensor division of Augusta Technologie AG, have resulted in reporting and resolution requirements for the Annual General Meeting (including with regard to intercompany agreements). In order to avoid unnecessary additional costs, the Executive Board and Supervisory Board have resolved to postpone the Annual General Meeting probably until August 2012 to allow these requirements to be taken into account.
Outlook
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. It business volume will roughly double in 2012. The acquisition gives rise to a number of strategic options and synergy potential to be exploited by means of appropriate integration measures. These integration measures and the optimization of the corporate, management and controlling structures will form a major focus of management activities in 2012. 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.
The strong results for the first quarter, the outlook for the coming quarters, the additional production starts planned and the initial effects of our investments underpin the forecast issued for the current
financial year. The company still expects to generate sales of between €118 million and €122 million in the 2012 financial year. EBITDA is expected to exceed €17 million.
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.
Dr. Hans-Georg Giering Joachim Wimmers Chief Executive Officer Chief Financial Officer
| in € thousands | March 31, 2012 | Dec. 31, 2011 |
|---|---|---|
| Cash and cash equivalents | 8,738 | 12,800 |
| Accounts receivable | 14,482 | 11,101 |
| Due from affiliated companies | 0 | 29 |
| Inventories | 33,359 | 31,368 |
| Tax refund claims | 459 | 438 |
| Payments and accrued income and other current assets | 3,606 | 2,747 |
| Total current assets | 60,644 | 58,483 |
| Property, plant and equipment | 41,207 | 39,141 |
| Intangible assets | 29,532 | 30,166 |
| Shares in affiliated companies | 771 | 980 |
| Investment securities | 107 | 141 |
| Goodwill | 30,306 | 30,306 |
| Deferred tax assets | 1,005 | 982 |
| Other non-current assets | 34 | 35 |
| Total non-current assets | 102,962 | 101,751 |
| TOTAL ASSETS | 163,606 | 160,234 |
Interim Financial Report Consolidated Balance Sheet, Assets/Liabilities as at March 31, 2012
| in € thousands | March 31, 2012 | Dec. 31, 2011 |
|---|---|---|
| Current loans | 10,465 | 10,470 |
| Accounts payable | 9,073 | 8,130 |
| Due to affiliated companies | 120 | 55 |
| Advances from customers | 2,194 | 2,174 |
| Accrued liabilities | 439 | 1,140 |
| Liabilities from income tax | 2,588 | 2,273 |
| Other current liabilities | 12,190 | 12,331 |
| Total current liabilities | 37,069 | 36,573 |
| Long-term interest-bearing loans | 38,409 | 35,652 |
| Provisions | 162 | 173 |
| Deferred taxes | 7,539 | 7,812 |
| Prepayments and accrued income | 5,987 | 6,142 |
| Other non-current liabilities | 4,750 | 4,750 |
| Total non-current liabilities | 56,847 | 54,529 |
| Minority interests | 112 | 91 |
| Subscribed capital | 49,215 | 49,215 |
| Reserves | 15,005 | 15,032 |
| Currency adjustment items | -401 | -289 |
| Net profit | 5,759 | 5,083 |
| Total equity | 69,578 | 69,041 |
| TOTAL EQUITY AND LIABILITIES | 163,606 | 160,234 |
| in € thousands unless otherwise specified | Jan. 01, 2012 - March 31, 2012 |
Jan. 01, 2011 - March 31, 2011 |
|---|---|---|
| Sales | 28,487 | 13,111 |
| Other operating income | 1,082 | 414 |
| Change in inventories of finished goods and unfinished goods | 732 | 256 |
| Other own work capitalized | 254 | 414 |
| Cost of material/purchased services | -13,810 | -6,481 |
| Personnel expenses | -9,114 | -4,223 |
| Depreciation of property, plant and equipment and amortization of intangible assets | -2,181 | -866 |
| Other operating expenses | -3,808 | -1,749 |
| Operating result | 1,642 | 876 |
| Income from equity investments | 8 | 0 |
| Interest income | 13 | 21 |
| Interest expenses | -611 | -183 |
| Currency gains | 87 | 32 |
| Currency losses | -98 | -59 |
| Result before taxes and minority interests | 1,041 | 687 |
| Taxes on income | -345 | -67 |
| Net profit for the period | 696 | 620 |
| Net profit for the period attributable to First Sensor AG shareholders | 675 | 606 |
| Net profit for the period attributable to minority interests | 21 | 14 |
| Differences from currency conversion (after tax) | -112 | -95 |
| Net gain/loss from cash flow hedges (after tax) | -66 | 41 |
| Total expenses and income recognized directly in equity | -178 | -54 |
| TOTAL NET PROFIT FOR THE PERIOD | 518 | 566 |
| Total net profit for the period attributable to shareholders of First Sensor AG | 497 | 552 |
| Total net profit for the period attributable to minority interests | 21 | 14 |
| Basic earnings per share (EUR) | 0.07 | 0.09 |
| Number of shares applied in the calculation of basic earnings per share (thousands) | 9,843 | 6,626 |
| Diluted earnings per share (EUR) | 0.07 | 0.09 |
| Number of shares applied in the calculation of diluted earnings per share (thousands) | 9,897 | 6,685 |
Financial Statements
Notes of the Financial Statements FIRST SENSOR AG
Consolidated Statement of Comprehensive Income Consolidated Statement of Cash Flow
Interim Financial Report as at March 31, 2012
| in € thousands | Jan. 01, 2012 - March 31, 2012 |
Jan. 01, 2011 - March 31, 2011 |
|---|---|---|
| Pre-tax income | 1,020 | 687 |
| Adjustments to reconcile operating result with cash flow from operating activities: | ||
| Depreciation of property, plant and equipment and amortization of intangible assets | 2,181 | 866 |
| Other non-cash expenses/income | 39 | 39 |
| Income from investment grants | -116 | -129 |
| Interest income | -13 | -21 |
| Interest expense | 611 | 183 |
| Income from asset disposal | 0 | -1 |
| Increase/decrease in provisions | -713 | -5 |
| Increase/decrease in inventories, accounts receivable and other assets not assigned to investment/financing activities |
-6,249 | -833 |
| Increase/decrease in accounts payable and other liabilities not assigned to investment/financing activities | 714 | 419 |
| Interest paid | -611 | -173 |
| Income tax paid | -64 | -45 |
| Other profit/losses | -42 | -27 |
| Cash flow from operating activities | -3,243 | 960 |
| Payments for investments in property, plant and equipment and intangible assets | -3,657 | -1,149 |
| Payments for investments in affiliated companies | 0 | -50 |
| Receipts from disposal of property, plant and equipment and intangible assets | 170 | 1 |
| Payments for acquisition of other financial assets | -3 | 0 |
| Interest received | 13 | 21 |
| Cash flow from investment activities | -3,477 | -1,177 |
| Repayments of financial liabilities | -4.021 | -777 |
| Proceeds from borrowings | 4.089 | 670 |
| Cash flow from financing activities | 68 | -107 |
| Currency differences from converting funds | -125 | 12 |
| Net change in cash and cash equivalents | -6,652 | -312 |
| Cash and cash equivalents at the start of the financial year | 10,305 | 14,058 |
| CASH AND CASH EQUIVALENTS AT THE REPORTING DATE | 3,528 | 13,746 |
| in € thousands unless otherwise specified |
Number of shares ('000) |
Sub scribed capital |
Share premi um |
Reve nue reser ves |
Un realized profit/ loss |
Conso lidated Balance sheet loss/ profit |
Exchange equalizati on items |
Equity attribu table to First Sensor AG shareholders |
Mino rity inte rests |
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 |
606 | 606 | 14 | 620 | ||||||
| Expenses and income recognized directly in equity |
41 | -95 | -54 | -54 | ||||||
| Total net profit for the period |
41 | 606 | -95 | 552 | 14 | 566 | ||||
| Share-based remuneration |
39 | 39 | 39 | |||||||
| As at March 31, 2011 | 6,626 | 33,130 | 2,136 | -365 | -49 | 4,083 | -336 | 38,599 | 92 | 38,691 |
| in € thousands unless otherwise specified |
Number of shares ('000) |
Sub scribed capital |
Share premi um |
Reve nue reser ves |
Un realized profit/ loss |
Conso lidated Balance sheet loss/ profit |
Exchange equaliza tion items |
Equity attribu table to First Sensor AG 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 |
675 | 675 | 21 | 696 | ||||||
| Expenses and income recognized directly in equity |
-66 | -112 | -178 | -178 | ||||||
| Total net profit for the period |
-66 | 675 | -112 | 497 | 21 | 518 | ||||
| Share-based remuneration |
39 | 39 | 39 | |||||||
| As at March 31, 2012 | 9,843 | 49,215 | 15,717 | -210 | -502 | 5,758 | -401 | 69,577 | 112 | 69,689 |
Notes of the Financial Statements FIRST SENSOR AG
Interim Financial Report Consolidated Statement of Changes in Equity as at March 31, 2012
(all figures in € thousands 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 non-optical 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 statements for the period ended March 31, 2012 were 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 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 (€ thousands).
As a matter of principle, the accounting policies applied in preparing the consolidated interim financial statements were the same as those applied in preparing the 2011 consolidated financial statements. A detailed description of these accounting policies can be found in the published consolidated financial statements for the 2011 financial year.
The assets, liabilities and results of the acquired Sensortechnics Group, which consists of Sensor technics GmbH, Puchheim, and its subsidiaries Elbau Elektronik Bauelemente GmbH, Berlin, Klay-Instruments B.V., 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 for the first three months of 2011 and 2012 is limited.
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 cashgenerating 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 three months of 2012, there were no indications that non-current assets were impaired above and beyond the reported carrying amount of these assets.
Explanations Responsibility Statement Interim Financial Report as at March 31, 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 cashgenerating 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 three months of 2012, there were no indications that non-current assets were impaired above and beyond the reported carrying amount of these assets.
In the period from January 1 to March 31, 2012, the First Sensor AG entered into
financial liabilities totaling €4.1 million for the expansion and efficiency improvement of its production capacities. 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 Sensortechnics acquisition, 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.
Other than the change in contingent liabilities, no further significant events took place after the balance sheet date.
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 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 over the remainder of the financial year.
Berlin, May 2012 The Management Board of First Sensor AG
Dr. Hans-Georg Giering Joachim Wimmers Chief Executive Officer Chief Financial Officer
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 report were produced on the basis of a probability-based plan and represent statements regarding the future which cannot be guaranteed.
| Date | Topic | Location |
|---|---|---|
| 2012-05-30 | Publication of Interim Financial Report as at March 31, 2012 |
|
| 2012-08-27 – 2012-08-29 |
Analysts´conference SCC Small Cap Conference |
Frankfurt am Main |
| 2012-08-30 | Publication of Interim Financial Report as at June 30, 2012 |
|
| 2012-11-12 - 2012-11-14 |
German Equity Capital Forum | Congress Center at Messe Frankfurt am Main |
| 2012-11-29 | Publication of Interim Financial Report as at September 30, 2012 |
First Sensor AG Peter-Behrens-Str. 15 12459 Berlin, Germany T +49 30 639923-710 F +49 30 639923-719 [email protected] www.first-sensor.com
First Sensor AG ISIN: DE0007201907 WKN (German Securities Identification Code): 720190 Symbol: SIS
This Interim Financial Report as at March 31, 2012 is available in German and English. Both versions are also available for download on the internet at www.first-sensor.com. Financial Statements Notes of the Financial Statements FIRST SENSOR AG 25
as at March 31, 2012 Legal Notice Financial Calendar 2012 Contact
Interim Financial Report
Peter-Behrens-Str. 15 12459 Berlin Deutschland T +49 30 6399 2399 F +49 30 6399 2333 [email protected] www.first-sensor.com
Peter-Behrens-Str. 15 12459 Berlin Deutschland T +49 30 639923-810 F +49 30 639923-816 [email protected] www.mems.first-sensor.com
Grenzstr. 22 01109 Dresden Deutschland T +49 351 2136-100 F +49 351 2136-109 [email protected] www.mpd.de
Königsbrücker Str. 96 01099 Dresden Deutschland T +49 351 3177 62-10 F +49 351 3177 62-12 [email protected] www.smicrosensors.com
Allee 35 89610 Oberdischingen Deutschland T +49 7305 9602-0 F +49 7305 9602-50 [email protected] www.lewicki-gmbh.de
5700 Corsa Avenue # 105 Westlake Village, CA 91362 USA T +1 818 706-3400 F +1 818 889-7053 [email protected] www.pacific-sensor.com
Peter-Behrens-Str. 15 12459 Berlin Deutschland T +49 30 6399 2399 F +49 30 6399 2333 [email protected] www.first-sensor.com
Technologie-Campus 1 09126 Chemnitz Deutschland T +49 371 5347-680 F +49 371 5347-681 [email protected] www.memsfab.de
Boschstr. 10 82178 Puchheim Deutschland T +49 89 8008-30 F +49 89 8008-333 [email protected] www.sensortechnics.com
1980 Sherbrooke St. West Suite 505 Montreal, QC H3H 1E8 Kanada T +1 514 938-8089 [email protected] www.sensortechnics.com
896 Main Street Walpole, MA 02081 USA T +1 508 66088-23 F +1 508 66088-36 [email protected] www.sensortechnics.com
Jägerhorns väg 10 141 75 Kungens Kurva Schweden T +46 8 4495642 F +46 8 4495649 [email protected] www.sensortechnics.com
Nijverheidsweg 5 7991 CZ Dwingeloo Niederlande T +31 521 5915-50 F +31 521 5920-46 [email protected] www.klay.nl
Deutschland T +49 30 92404-20 F +49 30 92404-292 [email protected] www.elbau-gmbh.de
3 Kallang Sector Singapore 349278 Republic of Singapore T +65 6747 6670 F +65 6747 5202 [email protected] www.elbau-gmbh.de
McGowan House 66C Somers Road Rugby, Warwickshire CV22 7DH Großbritannien T +44 1788 5604-26 F +44 1788 5612-28 [email protected] www.sensortechnics.com
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