AI assistant
Gerresheimer AG — Interim / Quarterly Report 2017
Oct 13, 2017
179_10-q_2017-10-13_6f245cb4-4152-432c-8ee9-af4115dc3073.pdf
Interim / Quarterly Report
Open in viewerOpens in your device viewer
GROUP KEY FIGURES
| Financial Year ended November 30 | Q3 2017 | Q3 2016 | Change in %7) |
Q1-Q3 2017 | Q1-Q3 2016 | Change in %7) |
|---|---|---|---|---|---|---|
| Results of Operations during Reporting Period in EUR m |
||||||
| Revenues | 331.5 | 350.4 | -5.4 | 973.8 | 1,017.8 | -4.3 |
| Adjusted EBITDA1) | 77.6 | 81.2 | -4.4 | 213.2 | 225.3 | -5.4 |
| in % of revenues | 23.4 | 23.2 | – | 21.9 | 22.1 | – |
| Adjusted EBITA2) | 55.2 | 59.5 | -7.3 | 145.4 | 161.0 | -9.7 |
| in % of revenues | 16.6 | 17.0 | – | 14.9 | 15.8 | – |
| Result from operations | 46.3 | 50.7 | -8.6 | 118.5 | 132.5 | -10.6 |
| Net income from continuing operations | 26.3 | 31.3 | -16.1 | 64.6 | 76.4 | -15.4 |
| Adjusted net income from continuing operations after non-controlling interests3) |
31.3 | 36.3 | -13.7 | 80.4 | 93.3 | -13.8 |
| Net Assets as of Reporting Date in EUR m |
||||||
| Total assets | 2,255.9 | 2,398.9 | -6.0 | 2,255.9 | 2,398.9 | -6.0 |
| Equity | 750.7 | 725.1 | 3.5 | 750.7 | 725.1 | 3.5 |
| Equity ratio in % | 33.3 | 30.2 | – | 33.3 | 30.2 | – |
| Net working capital | 223.9 | 243.7 | -8.2 | 223.9 | 243.7 | -8.2 |
| in % of revenues of the last twelve months | 16.8 | 17.8 | – | 16.8 | 17.8 | – |
| Capital expenditure | 28.9 | 32.4 | -10.9 | 64.3 | 67.4 | -4.7 |
| Net financial debt | 765.8 | 871.2 | -12.1 | 765.8 | 871.2 | -12.1 |
| Adjusted EBITDA leverage4) | 2.6 | 2.8 | – | 2.6 | 2.8 | – |
| Financial and Liquidity Position during Reporting Period in EUR m |
||||||
| Cash flow from operating activities | 69.7 | 61.3 | 13.6 | 103.0 | 92.4 | 11.4 |
| Cash flow from investing activities | -28.3 | -27.2 | 3.9 | -60.3 | -63.2 | -4.7 |
| thereof cash paid for capital expenditure | -28.9 | -27.4 | 5.4 | -64.3 | -62.4 | 3.0 |
| Free cash flow before financing activities | 41.4 | 34.1 | 21.4 | 42.7 | 29.2 | 46.3 |
| Employees | ||||||
| Employees as of the reporting date (total) | 9,808 | 10,752 | -8.8 | 9,808 | 10,752 | -8.8 |
| Stock Data | ||||||
| Number of shares as of the reporting date in million | 31.4 | 31.4 | – | 31.4 | 31.4 | – |
| Share price5) as of the reporting date in EUR | 66.08 | 74.45 | -11.2 | 66.08 | 74.45 | -11.2 |
| Market capitalization as of the reporting date in EUR m | 2,074.9 | 2,337.7 | -11.2 | 2,074.9 | 2,337.7 | -11.2 |
| Share price high5) during reporting period in EUR | 78.01 | 76.77 | – | 78.01 | 76.77 | – |
| Share price low5) during reporting period in EUR | 65.82 | 65.35 | – | 65.82 | 57.10 | – |
| Adjusted earnings from continuing operations per share in EUR after non-controlling interests6) |
1.00 | 1.17 | -14.5 | 2.56 | 2.97 | -13.8 |
1) Adjusted EBITDA: Earnings before income taxes, net finance expense, amortization of fair value adjustments, depreciation and amortization, impairment losses,
restructuring expenses, and one-off income and expenses.
2) Adjusted EBITA: Earnings before income taxes, net finance expense, amortization of fair value adjustments, impairment losses, restructuring expenses, and one-off income and expenses.
3) Adjusted net income from continuing operations after non-controlling interests: Consolidated net income from continuing operations after non-controlling interests before non-cash amortization of fair value adjustments, restructuring expenses, portfolio adjustments, one-off income and expenses (including significant non-cash expenses), and the related tax effects. 4) Adjusted EBITDA leverage: The relation of net financial debt to adjusted EBITDA of the last twelve months according to the credit agreement currently in place.
5) Xetra closing price.
6) Adjusted earnings from continuing operations per share after non-controlling interests divided by 31.4m shares.
7) The change has been calculated on a EUR k basis.
DIVISIONS
› Plastics & Devices
The product portfolio of the Plastics & Devices Division includes complex, customer-specific products for the simple and safe administration of medicines, such as insulin pens, inhalers and prefillable syringes. Also included are diagnostics and medical technology products such as lancets and test systems as well as pharmaceutical plastic containers for liquid and solid medicines with closure and safety systems.
| in EUR m | Q3 2017 |
Q3 2016 |
Change in %3) |
Q1-Q3 2017 |
Q1-Q3 2016 |
Change in %3) |
|---|---|---|---|---|---|---|
| Revenues1) | 184.1 | 195.2 | -5.7 | 534.5 | 566.0 | -5.6 |
| Adjusted EBITDA2) |
52.8 | 54.4 | -2.9 | 143.3 | 148.7 | -3.6 |
| in % of revenues |
28.7 | 27.9 | – | 26.8 | 26.3 | – |
| Capital expenditure |
22.1 | 8.2 | >100.0 | 42.8 | 22.9 | 86.8 |
› Primary Packaging Glass
The Primary Packaging Glass Division produces glass primary packaging for medicines and cosmetics, such as pharma jars, ampoules, injection vials, cartridges, perfume flacons and cream jars, plus special glass containers for the food and beverage industry.
| in EUR m | Q3 2017 |
Q3 2016 |
Change in %3) |
Q1-Q3 2017 |
Q1-Q3 2016 |
Change in %3) |
|---|---|---|---|---|---|---|
| Revenues1) | 147.8 | 155.2 | -4.7 | 440.1 | 452.3 | -2.7 |
| Adjusted EBITDA2) |
29.8 | 32.0 | -6.8 | 85.5 | 93.1 | -8.2 |
| in % of revenues |
20.1 | 20.6 | – | 19.4 | 20.6 | – |
| Capital expenditure |
6.8 | 23.3 | -70.6 | 19.0 | 42.5 | -55.4 |
› Life Science Research (sold as of October 31, 2016)
The Life Science Research Division produces reusable laboratory glassware for research, development and analytics, such as beakers, Erlenmeyer flasks and measuring cylinders as well as disposable laboratory products such as culture tubes, pipettes, chromatography vials and other specialty laboratory glassware. For further information we refer to note (2) in the notes to the consolidated financial statements 2016.
| Q3 | Q3 | Change | Q1-Q3 | Q1-Q3 | Change | |
|---|---|---|---|---|---|---|
| in EUR m | 2017 | 2016 | in %3) | 2017 | 2016 | in %3) |
| Revenues1) | – | – | – | – | – | – |
| Adjusted EBITDA2) |
– | – | – | – | – | – |
| in % of | ||||||
| revenues | – | – | – | – | – | – |
| Capital expenditure |
– | 0.4 | -100.0 | – | 1.0 | -100.0 |
1) Revenues by segment include intercompany revenues.
2) Adjusted EBITDA: Earnings before income taxes, net finance expenses, amortization of fair value adjustments, depreciation and amortization, impairment losses, restructuring expenses,
and one-off income and expenses. 3) The change has been calculated on a EUR k basis.
KEY FACTS THIRD QUARTER 2017
- Revenues down by 5.4%, from EUR 350.4m in the third quarter 2016 to EUR 331.5m in the third quarter 2017; on an organic basis, revenues decreased by 4.3% in the third quarter 2017
- Strict cost control and ongoing focus on operational efficiency led to a slight improvement in the adjusted EBITDA margin—despite the decrease in revenues—to 23.4% (Q3 2016: 23.2%)
- EBITDA leverage, at 2.6x, is back at the same level as of November 30, 2016 and thus significantly better than expected
- Guidance: We expect a good fourth quarter 2017. Nonetheless, there are signs of revenue risks of the order of EUR 30m relative to our last guidance of EUR 1.4bn for the financial year 2017. If that EUR 30m revenue risk materializes, it may have a negative impact of approximately EUR 10m on adjusted EBITDA and around EUR 0.17 on adjusted earnings from continuing operations per share after non-controlling interests.
- Successful launch of EUR 250.0m promissory loan on September 27, 2017, with a positive impact on net finance expense from May 2018 following bond redemption
CONTENTS
GERRESHEIMER ON THE CAPITAL MARKETS
- Gerresheimer share price in consolidation phase
- Buy or hold as leading analyst recommendation
- Gerresheimer bond price
INTERIM GROUP MANAGEMENT REPORT DECEMBER 2016 – AUGUST 2017
- Business environment
- Currency effects
- Revenue performance
- Results of operations
- Net assets
- Operating cash flow
- Cash flow statement
- Employees
- Report on opportunities and risks
- Outlook
INTERIM CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 2016 – AUGUST 2017
- Consolidated income statement
- Consolidated statement of comprehensive income
- Consolidated balance sheet
- Consolidated statement of changes in equity
- Consolidated cash flow statement
- Notes to the interim consolidated financial statements
FURTHER INFORMATION
- Financial calendar
- Imprint
GERRESHEIMER ON THE CAPITAL MARKETS
GERRESHEIMER SHARE PRICE IN CONSOLIDATION PHASE
A stock market consolidation anticipated by experts for some time took hold during the summer and sent prices downward across European share price indices. The main causes were appreciation of the euro and the US Federal Reserve decision—largely expected in the markets—for a further hike in the federal funds rate in June 2017.
Gerresheimer's share price was able to sustain its upward trend from the start of the year through to early June 2017. At its high of EUR 78.01 on June 2, 2017, our share price was up 14.83% on December 1, 2016, taking into account the EUR 1.05 dividend distribution. At the end of first nine months of the financial year 2017, our share price closed August 31, 2017 at EUR 66.08, marking a decrease of 2.50% with the dividend distribution factored in. Alongside the general consolidation in the share price indices, this also reflected recent forecasts from pharma companies. These indicate moderate revenue growth and delayed product launches and thus have a direct impact on our business performance as supplier to, among others, the world's ten biggest pharma companies. The share price recovered markedly following its early September 2017 low of EUR 61.03, with a price gain above the market trend. As of our September 25, 2017 editorial deadline, the share price stood at EUR 64.53.
BUY OR HOLD AS LEADING ANALYST RECOMMENDATION
Of the 15 bank analysts covering Gerresheimer shares as of our editorial deadline on September 25, 2017, six gave a buy recommendation and eight a hold recommendation. As before, just one analyst recommended selling. The average price target as of the editorial deadline was EUR 74.19.
Share price performance (indexed)
Index November 30, 2016 = 100%
Gerresheimer Shares: Key Data
| Q3 | Q3 | Q1–Q3 | Q1–Q3 |
|---|---|---|---|
| 2017 | 2016 | 2017 | 2016 |
| 31.4 | |||
| 66.08 | 74.45 | 66.08 | 74.45 Sep. |
| 2,074.9 | 2,337.7 | 2,074.9 | 2,337.7 |
| 78.01 | 76.77 | 78.01 | 76.77 |
| 65.82 | 65.35 | 65.82 | 57.10 |
| 1.00 | 1.17 | 2.56 | 2.97 |
| 31.4 Apr. |
31.4 May Jun. |
31.4 Jul. Aug. |
1) Xetra closing price.
2) Adjusted earnings from continuing operations per share after non-controlling interests divided by 31.4m shares.
GERRESHEIMER BOND PRICE
Gerresheimer bond, which mature on May 19, 2018, stood at 103.2% as of the editorial deadline September 25, 2017, with an effective interest rate of approximately 0.3% p.a. The effective interest rate in the reporting period remained at a virtually unchanged low level, showing that investors continue to assess Gerresheimer bond as a highly secure investment. Rating agencies Moody's and Standard & Poor's both reaffirmed their investment grade ratings for Gerresheimer at Baa3 and BBB-, respectively. The bond can be traded in floor trading in Frankfurt as well as on regional exchanges in Germany. 100% 90% 95% 110% 120% 125% 115% closing price
Bond price
Market price November 30, 2016 = 106.9%
Gerresheimer AG
Bond Reference Data
| ISIN | XS0626028566 |
|---|---|
| WKN | A1H3VP |
| Issuer | Gerresheimer AG |
| Volume | EUR 300m |
| Coupon/coupon date | 5% p.a./May 19 |
| Maturity date | May 19, 2018 |
| Bond price1) at reporting date | 103.4% |
| Effective annual interest rate2) | |
| at reporting date | 0.5% p.a. |
| Bond rating | Standard & Poor's: BBB-, stable outlook |
| at reporting date | Moody's: Baa3, negative outlook |
| Corporate rating | Standard & Poor's: BBB-, stable outlook |
| at reporting date | Moody's: Baa3, negative outlook |
| Denomination | EUR 1,000.00 par value |
| Berlin, Duesseldorf, Frankfurt (floor trading), | |
| Listings | Hamburg, Hanover, Munich, Stuttgart |
1) Closing price, Stuttgart Stock Exchange.
2) Based on the closing price on Stuttgart Stock Exchange.
INTERIM GROUP MANAGEMENT REPORT DECEMBER 2016 – AUGUST 2017
BUSINESS ENVIRONMENT
The International Monetary Fund (IMF) continues to forecast global economic growth of 3.5% for 2017.1) This compares with growth of 3.2% which is now estimated for 2016. While the global growth forecast remains unaltered since April, individual country forecasts have been revised slightly. This includes a lowering of the economic growth projection for the USA, based on assumptions that fiscal policy will be less expansionary going forward than previously anticipated. By contrast, projections for China and the euro area have been revised up on the back of strong first-quarter performance. As before, the IMF stresses that risks around the forecast are skewed to the downside overall. The current high market valuations and lower volatility in an environment of great political uncertainty thus harbor risk of a market correction that could dampen growth and confidence. Monetary policy normalization in some industrialized economies, notably the USA, could also trigger a tightening of global financial conditions. In contrast, the IMF notes that the cyclical rebound could be stronger and more sustained in Europe, where it says the political risk has diminished.
The IMF raised its economic growth projection for the euro area from 1.7% to 1.9%. Alongside Germany, this also reflected recent developments in France, Italy, and Spain, where first-quarter 2017 growth was above expectations. Together with positive growth revisions for the last quarter of 2016, this was said to indicate stronger momentum in domestic demand than previously anticipated.
According to the Federal Ministry for Economic Affairs and Energy (BMWi), the German economy sustained its accelerated upswing in the second quarter.2) This was confirmed by various survey indicators that reached new local highs in June. Based on this performance, the IMF once again increased its projection for German economic growth in 2017 by 0.2 percentage points to 1.8%.
As mentioned above, US economic growth projections for 2017 were lowered in the most recent IMF outlook. These now stand at 2.1%, compared with the 2.3% projected in April. Aside from weaker growth in the first quarter, the IMF based this on the assumption that fiscal policy will be less expansionary given uncertainty about the timing and nature of US fiscal policy changes.
The 2017 growth forecast for emerging and developing economies was increased by 0.1 percentage points to 4.6%. For China, the IMF projects growth of 6.7%, the same level as in 2016. This figure, too, was revised upward by 0.1 percentage points relative to the April forecast. According to the IMF, this reflects stronger-than-expected growth in the first quarter underpinned by monetary policy easing and supply-side reforms. The projection for India remains unchanged, with growth expected to increase to 7.2% in 2017. While economic activity slowed somewhat following the currency exchange initiative, growth was most recently higher than anticipated. The IMF attributed this to higher government spending and data revisions that show stronger momentum in the first quarter. After a strong first quarter, the 2017 growth forecast for Brazil was raised marginally from 0.2% to 0.3%. However, the IMF emphasized that an ongoing weakness in domestic demand coupled with an increase in political uncertainty will be reflected in a more subdued pace of recovery, and hence in lower projected growth in 2018.
For the global pharma market, research organization Quintiles IMS Institute considers the medium to long-term growth trend to be still intact and forecasts annual average spending growth of between 3% and 6% for the period 2016 to 2021, reaching some USD 1.4tn in 2021.3) For the USA, which remains the world's biggest pharma market, Quintiles IMS projects that spending will grow at an annual average of between 4% and 8% through to 2021. It expects lower single-digit percentage growth in Europe. Emerging markets, by contrast, are still expected to sustain average annual growth rates of 6% to 9% over the coming five years. According to the report, volume growth will be driven by a further increase in generics and slightly more moderate growth in emerging-market healthcare provision than in prior years. As in the period from 2011 to 2016, Quintiles IMS anticipates annual average global volume growth of 3% for 2016 to 2021, primarily driven by emerging markets.
CURRENCY EFFECTS
The Gerresheimer Group's strong international presence exposes our results of operations to external factors such as currency movements. We take account of this by additionally stating revenue growth on a constant exchange rate basis in the management report. For budgeting purposes, we have assumed a USD exchange rate of USD 1.10 per EUR 1.00 in the financial year 2017. Given our production locations in the USA and financial debt in US dollars, fluctuations in the US dollar/euro exchange rate have no material impact on Group earnings performance and essentially only result in translation effects. As in prior years, external factors such as energy and commodity price changes had little impact on the Gerresheimer Group's results of operations in the reporting period. Price fluctuations in the procurement markets for raw materials and energy are largely offset by contractually agreed price escalation clauses, hedging transactions, productivity gains and price increases.
REVENUE PERFORMANCE
The Gerresheimer Group generated revenues of EUR 331.5m in the third quarter of 2017, 5.4% less than the EUR 350.4m recorded in the prior-year quarter. On an organic basis—meaning adjusted for exchange rate effects, acquisitions and divestments—revenues decreased in the third quarter of 2017 by 4.3%. Revenues in the first nine months of the financial year 2017 went down to EUR 973.8m or by 4.3% compared with the comparative prior-year period. On an organic basis, nine-month revenues decreased by 4.7%.
| in EUR m | Q3 2017 |
Q3 2016 |
Change in %1) |
Q1-Q3 2017 |
Q1-Q3 2016 |
Change in %1) |
|---|---|---|---|---|---|---|
| Revenues | ||||||
| Plastics & Devices |
184.1 | 195.2 | -5.7 | 534.5 | 566.0 | -5.6 |
| Primary Packaging Glass |
147.8 | 155.2 | -4.7 | 440.1 | 452.3 | -2.7 |
| Subtotal | 331.9 | 350.4 | -5.3 | 974.6 | 1,018.3 | -4.3 |
| Intra-Group revenues |
-0.4 | – | -100.0 | -0.8 | -0.5 | 60.0 |
| Total revenues | 331.5 | 350.4 | -5.4 | 973.8 | 1,017.8 | -4.3 |
1) The changes have been calculated on a EUR k basis.
Revenues in the Plastics & Devices Division went down in the third quarter of 2017 by 5.7%, or EUR 11.1m, to EUR 184.1m. On an organic basis, revenues decreased in the third quarter of 2017 by 4.9%. The main reason for the decrease is to be found in the Medical Plastic Systems business. Firstly, there was lower demand from a number of pharma customers for whom Gerresheimer is the sole supplier, which we already announced at the beginning of the financial year and which continued in the third quarter of 2017. This effect was amplified by a decline in demand in the inhalation business, which we expect to partly offset in the fourth quarter of 2017 with strong growth anticipated from our new inhaler project in Peachtree. Secondly, as expected, revenues in the engineering and tooling business were lower in the third quarter of 2017 than in the third quarter of 2016. Temporary intra-year fluctuations are normal in the engineering and tooling business and essentially track the billing of large-scale customer projects. We continue to expect a substantial increase in the fourth quarter of 2017. Sales of plastic packaging for solid and liquid drugs were slightly higher in the third quarter of 2017 than in the prior-year quarter. The Plastics & Devices Division consequently generated revenues of EUR 534.5m in the first nine months of the financial year 2017, compared with EUR 566.0m in the prior-year period. On an organic basis, nine-month revenues decreased by 6.5%. The decrease in Plastics & Devices Division revenues in the first nine months of the financial year 2017 was mainly attributable to revenues in the Medical Plastic Systems business as well as a temporary shift in the revenue mix in the engineering and plastics business.
Revenues in the Primary Packaging Glass Division were EUR 147.8m in the third quarter of 2017, 4.7% down on the EUR 155.2m recorded in the prior-year quarter. On an organic basis, revenues decreased in the third quarter of 2017 by 3.2%. The main reason for the lower revenues compared with the prior-year quarter was a decrease in revenues in the primary packaging glass business in the North America region. There, the third quarter of 2017 saw a continuation of the combined effect of lower orders and inventory destocking at some of our US pharma customers that had already driven a marked reticence to place orders in the first half of 2017. Outside of the North America region, revenues in the Primary Packaging Glass Division were almost on a par with those of the prior-year quarter. The Primary Packaging Glass Division thus generated revenues of EUR 440.1m in the first nine months of the financial year 2017, versus EUR 452.3m in the first nine months of the financial year 2016. This represents a decrease of EUR 12.2m, or 2.7%. On an organic basis, revenues in the first nine months of the financial year 2017 went down by 2.3%. Most of this reduction in revenues in the period December 1, 2016 to August 31, 2017 was in the pharma business in the North America region.
RESULTS OF OPERATIONS
Adjusted EBITDA decreased from EUR 81.2m in the third quarter of 2016 to EUR 77.6m. At constant exchange rates, adjusted EBITDA in the third quarter of 2017 stood at EUR 79.0m. Strict cost control and ongoing focus on operational efficiency enabled us to slightly improve the adjusted EBITDA margin in the third quarter of 2017 to 23.4% (Q3 2016: 23.2%). In the first nine months of the financial year 2017, adjusted EBITDA was EUR 213.2m. This marks a decrease of EUR 12.1m, or 5.4%. Despite the 4.3% lower revenues, we delivered—under these circumstances—a good adjusted EBITDA margin of 21.9% in the first nine months of the financial year 2017.
| Margin in % | ||||||||
|---|---|---|---|---|---|---|---|---|
| in EUR m | Q3 2017 | Q3 2016 | Q3 2017 | Q3 2016 | Q1-Q3 2017 | Q1-Q3 2016 | Q1-Q3 2017 | Q1-Q3 2016 |
| Adjusted EBITDA | ||||||||
| Plastics & Devices | 52.8 | 54.4 | 28.7 | 27.9 | 143.3 | 148.7 | 26.8 | 26.3 |
| Primary Packaging Glass | 29.8 | 32.0 | 20.1 | 20.6 | 85.5 | 93.1 | 19.4 | 20.6 |
| Subtotal | 82.6 | 86.4 | – | – | 228.8 | 241.8 | – | – |
| Head office/consolidation | -5.0 | -5.2 | – | – | -15.6 | -16.5 | – | – |
| Total adjusted EBITDA | 77.6 | 81.2 | 23.4 | 23.2 | 213.2 | 225.3 | 21.9 | 22.1 |
The Plastics & Devices Division generated adjusted EBITDA of EUR 52.8m in the third quarter of 2017, compared with EUR 54.4m in the prior-year quarter. Its adjusted EBITDA margin for the third quarter of 2017 was a very good 28.7% and thus, despite the 5.7% drop in revenues, significantly higher than in the prior-year quarter. Factors contributing to the stability of the adjusted EBITDA margin included the positive trend in sales of plastic packaging for solid and liquid drugs, the small proportion of low-margin engineering and tooling revenues, and price escalation clauses in device contracts due to the low volume. Adjusted EBITDA in the Plastics & Devices Division in the first nine months of the financial year 2017 came to EUR 143.3m, compared with EUR 148.7m in the comparative prior-year period. In the nine-month period from December 1, 2016 to August 31, 2017 we achieved a slight increase in the adjusted EBITDA margin to 26.8% (December 1, 2015 to August 31, 2016: 26.3%). This positive margin performance relative to the comparative prior-year period mainly results from a temporary change in the mix of low-margin engineering and tooling revenues in the first nine months of the financial year 2017.
In the Primary Packaging Glass Division, adjusted EBITDA in the third quarter of 2017 came to EUR 29.8m, marking a decrease of EUR 2.2m on the EUR 32.0m generated in the prior-year quarter. The adjusted EBITDA margin stood at 20.1% in the third quarter of 2017, slightly down 0.5 percentage points on the 20.6% recorded in the prior-year quarter. Lower revenues in the North America region largely accounted for this slight decrease. The
decrease in margin mostly relates to plants running below capacity. In the period from December 1, 2016 to August 31, 2017, the Primary Packaging Glass Division generated adjusted EBITDA of EUR 85.5m, compared with EUR 93.1m in the comparative prior-year period. The adjusted EBITDA margin stood at 19.4% in the first nine months of the financial year 2017, versus 20.6% in the first nine months of the financial year 2016. The decrease in the adjusted EBITDA margin over this period likewise relates to the North America region.
In the third quarter of 2017, the head office expenses and consolidation item come to EUR 5.0m, EUR 0.2m less than in the same period a year earlier. For the first nine months of the financial year 2017, the head office expenses and consolidation item thus total EUR 15.6m (December 1, 2015 to August 31, 2016: EUR 16.5m).
The table below shows the reconciliation of adjusted EBITDA to results of operations:
| in EUR m | Q3 2017 | Q3 2016 | Change | Q1-Q3 2017 | Q1-Q3 2016 | Change |
|---|---|---|---|---|---|---|
| Adjusted EBITDA | 77.6 | 81.2 | -3.6 | 213.2 | 225.3 | -12.1 |
| Depreciation | -22.4 | -21.7 | -0.7 | -67.8 | -64.3 | -3.5 |
| Adjusted EBITA | 55.2 | 59.5 | -4.3 | 145.4 | 161.0 | -15.6 |
| Sale of the glass tubing business | – | – | – | – | 0.3 | -0.3 |
| Portfolio optimization | – | 0.4 | -0.4 | – | -0.8 | 0.8 |
| One-off income and expenses1) | -0.8 | -0.3 | -0.5 | -1.3 | -0.5 | -0.8 |
| Total of one-off effects | -0.8 | 0.1 | -0.9 | -1.3 | -1.0 | -0.3 |
| Amortization of fair value adjustments2) | -8.1 | -8.9 | 0.8 | -25.6 | -27.5 | 1.9 |
| Results of operations | 46.3 | 50.7 | -4.4 | 118.5 | 132.5 | -14.0 |
1) The one-off income/expenses consist of one-off effects that cannot be taken as an indicator of ongoing business. These comprise, for example, various reorganization and restructuring measures that are not included in restructuring expenses under IFRS.
2) Amortization of fair value adjustments relates to the assets identified at fair value in connection with the acquisitions of Gerresheimer Regensburg in January 2007; the pharma glass business of Comar Inc., USA, in March 2007; the acquisitions of Gerresheimer Zaragoza and Gerresheimer Sao Paulo in January 2008; the acquisition of Vedat in March 2011; the acquisition of Neutral Glass in April 2012; the acquisition of Triveni in December 2012; and the acquisition of Centor in September 2015. Amortization of fair value adjustments relates to amortization of identified intangible assets.
Adjusted EBITA came to EUR 55.2m in the third quarter of 2017 (Q3 2016: EUR 59.5m), based on adjusted EBITDA of EUR 77.6m in the third quarter of 2017 (Q3 2016: EUR 81.2m) less depreciation of EUR 22.4m (Q3 2016: EUR 21.7m). This is reconciled to the EUR 46.3m results of operations for the third quarter of 2017—compared with EUR 50.7m in the prior-year period—by deducting one-off effects in the reporting period in the amount of EUR 0.8m (Q3 2016: EUR -0.1m) and amortization of fair value adjustments in the amount of EUR 8.1m (Q3 2016: EUR 8.9m). The one-off effects for both the third quarter of 2017 and the first nine months of the financial year 2017 essentially related to analysis for an acquisition project in Italy that did not come to fruition because of irreconcilable differences on price.
| in EUR m | Q3 2017 | Q3 2016 | Change | Q1-Q3 2017 | Q1-Q3 2016 | Change |
|---|---|---|---|---|---|---|
| Results of operations | 46.3 | 50.7 | -4.4 | 118.5 | 132.5 | -14.0 |
| Net finance expense | -8.7 | -8.8 | 0.1 | -25.9 | -25.9 | – |
| Income taxes | -11.3 | -10.6 | -0.7 | -28.0 | -30.2 | 2.2 |
| Net income from continuing operations | 26.3 | 31.3 | -5.0 | 64.6 | 76.4 | -11.8 |
Net finance expense stood at EUR 8.7m in the third quarter of 2017, slightly down on the figure of EUR 8.8m for the prior-year quarter. This is the net outcome of a marginal decrease in interest expenses and interest income relative to the prior-year quarter and a slight increase in other financial expenses mainly due to larger exchange rate differences. Net finance expense for the period December 1, 2016 to August 31, 2017 was EUR 25.9m, on par with the net finance expense in the same period a year earlier. Within this figure, interest expenses stood at EUR 24.5m, which is EUR 0.9m lower than in the comparative prior-year period. Interest income for the first nine months of the financial year 2017 came to EUR 2.2m, slightly below the figure for the first nine months of the financial year 2016. Other financial expenses, at EUR 3.6m, were EUR 0.5m down in comparison to the first nine months of 2016, mainly due to larger exchange rate differences.
Income taxes came to EUR 11.3m in the third quarter of 2017, compared with EUR 10.6m in the third quarter of 2016. For the period December 1, 2016 to August 31, 2017, income taxes amounted to EUR 28.0m, as against EUR 30.2m in the comparative prior-year period. The effective tax rate for this period was 30.2%, compared with 28.3% in the same period of the prior year. This mainly relates to a shift in the timing of taxable income and non-deductible expenses.
The Gerresheimer Group generated net income from continuing operations of EUR 64.6m in the period December 1, 2016 to August 31, 2017. This was EUR 11.8m below the comparative figure of EUR 76.4m for the prior-year period.
| in EUR m | Q3 2017 | Q3 2016 | Change | Q1 -Q3 2017 | Q1-Q3 2016 | Change |
|---|---|---|---|---|---|---|
| Net income from continuing operations | 26.3 | 31.3 | -5.0 | 64.6 | 76.4 | -11.8 |
| One-off income and expenses | -0.8 | 0.1 | -0.9 | -1.3 | -1.0 | -0.3 |
| Related tax effect | 0.3 | – | 0.3 | 0.4 | 0.4 | – |
| Amortization of fair value adjustments | -8.1 | -8.9 | 0.8 | -25.6 | -27.5 | 1.9 |
| Related tax effect | 2.8 | 3.1 | -0.3 | 8.9 | 9.4 | -0.5 |
| Adjusted net income from continuing operations | 32.1 | 37.0 | -4.9 | 82.2 | 95.1 | -12.9 |
| Attributable to non-controlling interests | 0.7 | 0.6 | 0.1 | 1.6 | 1.5 | 0.1 |
| Amortization of fair value adjustments | -0.1 | -0.1 | – | -0.4 | -0.4 | – |
| Related tax effect | – | – | – | 0.2 | 0.1 | 0.1 |
| Adjusted net income from continuing operations attributable to non-controlling interests |
0.8 | 0.7 | 0.1 | 1.8 | 1.8 | – |
| Adjusted net income from continuing operations after non-controlling interests |
31.3 | 36.3 | -5.0 | 80.4 | 93.3 | -12.9 |
| Adjusted earnings from continuing operations per share in EUR after non-controlling interests |
1.00 | 1.17 | -0.17 | 2.56 | 2.97 | -0.41 |
In the third quarter of 2017, adjusted net income from continuing operations (defined as net income from continuing operations, including net income attributable to non-controlling interests, before non-cash amortization of fair value adjustments, all one-off effects and related tax items) came to EUR 32.1m, compared with EUR 37.0m in the prior-year quarter. Our adjusted net income from continuing operations after non-controlling interests stood at EUR 31.3m (Q3 2016: EUR 36.3m), showing a decrease of EUR 5.0m. Adjusted earnings from continuing operations per share after non-controlling interests consequently came to EUR 1.00 in the third quarter of 2017 (Q3 2016: EUR 1.17).
In the period December 1, 2016 to August 31, 2017, we generated adjusted net income from continuing operations of EUR 82.2m, compared with EUR 95.1m in the comparative prior-year period. Adjusted net income from continuing operations after non-controlling interests was EUR 80.4m, EUR 12.9m less than in the first nine months of the financial year 2016. Our adjusted earnings from continuing operations per share after non-controlling interests thus came to EUR 2.56 in the first nine months of the financial year 2017 (December 1, 2015 to August 31, 2016: EUR 2.97).
| in EUR m | Q3 2017 | Q3 2016 | Change | Q1-Q3 2017 | Q1-Q3 2016 | Change |
|---|---|---|---|---|---|---|
| Net income from continuing operations | 26.3 | 31.3 | -5.0 | 64.6 | 76.4 | -11.8 |
| Net income from discontinued operations | – | 0.7 | -0.7 | – | 4.2 | -4.2 |
| Net income | 26.3 | 32.0 | -5.7 | 64.6 | 80.6 | -16.0 |
The net income from discontinued operations totaling EUR 0.7m in the third quarter of 2016 and EUR 4.2m in the period December 1, 2015 to August 31, 2016 represents the ongoing net income of the Life Science Research Division sold as of October 31, 2016.
NET ASSETS
BALANCE SHEET
The Gerresheimer Group's net assets changed as follows as of August 31, 2017:
| August 31, | November | Change | |
|---|---|---|---|
| Assets in EUR m | 2017 | 30, 2016 | in %1) |
| Intangible assets, property, | |||
| plant, equipment and | |||
| investment property | 1,691.6 | 1,809.8 | -6.5 |
| Investment accounted for | |||
| using the equity method | 0.2 | 0.3 | -29.8 |
| Other non-current assets | 20.1 | 21.5 | -6.5 |
| Non-current assets | 1,711.9 | 1,831.6 | -6.5 |
| Inventories | 163.5 | 155.4 | 5.2 |
| Trade receivables | 221.6 | 232.1 | -4.5 |
| Other current assets | 158.9 | 155.2 | 2.4 |
| Current assets | 544.0 | 542.7 | 0.2 |
| Total assets | 2,255.9 | 2,374.3 | -5.0 |
| Equity and Liabilities | August 31, | November | Change |
| in EUR m | 2017 | 30, 2016 | in %1) |
| Equity and non-controlling | |||
| interests | 750.7 | 763.3 | -1.7 |
| Non-current provisions | 161.7 | 167.5 | -3.5 |
| Financial liabilities | 445.3 | 744.6 | -40.2 |
| Other non-current liabilities | 146.7 | 157.8 | -7.1 |
| Non-current liabilities | 753.7 | 1,069.9 | -29.6 |
| Financial liabilities | 462.8 | 185.4 | >100.0 |
| Trade payables | 119.1 | 157.0 | -24.1 |
| Other current provisions and | |||
| liabilities | 169.6 | 198.7 | -14.6 |
| Current liabilities | 751.5 | 541.1 | 38.9 |
| Total equity and liabilities | 2,255.9 | 2,374.3 | -5.0 |
1) The changes have been calculated on a EUR k basis.
The Gerresheimer Group's total assets decreased relative to November 30, 2016 by EUR 118.4m to EUR 2,255.9m as of August 31, 2017. There has been a significant decrease in non-current financial liabilities and a marked increase in current financial liabilities compared with November 30, 2016. This relates to the accounting presentation of the bond issue maturing on May 19, 2018, which now has to be classified within current liabilities. There were no other significant changes in balance sheet structure.
At EUR 1,711.9m, non-current assets were EUR 119.7m down on November 30, 2016. Intangible assets decreased by EUR 86.0m relative to the figure as of November 30, 2016. This related to a EUR 29.5m decrease in goodwill due to exchange rate changes and a EUR 68.8m reduction in customer relationships, comprising EUR 25.3m relating to amortization of fair value adjustments and EUR 43.5m attributable to exchange rate changes. Acquired licenses were additionally recognized as intangible assets, among other things in connection with development of the new Gx RTF® Vials product portfolio of prefillable sterile injection vials as well as an integrated, passive syringe safety solution. Property, plant and equipment decreased by EUR 32.2m. Non-current assets accounted for 75.9% of total assets as of August 31, 2017 and 77.1% as of November 30, 2016. Current assets stood at EUR 544.0m, up EUR 1.3m on the figure as of November 30, 2016. The increase mainly relates to higher cash and cash equivalents. A rise in inventories and a decrease in trade receivables more or less canceled out.
The Gerresheimer Group's consolidated equity, including non-controlling interests, went down from EUR 763.3m as of November 30, 2016 to EUR 750.7m as of August 31, 2017. The reduction reflects the EUR 33.0m dividend distribution and currency movements that likewise negatively impacted equity. These effects were partly offset by an increase in equity due to net income in the reporting period. The equity ratio increased from 32.1% as of November 30, 2016 to 33.3% as of August 31, 2017.
Non-current liabilities decreased by EUR 316.2m, from EUR 1,069.9m as of November 30, 2016 to EUR 753.7m as of August 31, 2017. The decrease is mainly due to the change in the accounting presentation of the bond issue, which has to be classified as current liabilities as of August 31, 2017 as the maturity is less than twelve months.
Conversly, current liabilities went up by EUR 210.4m to EUR 751.5m, mainly due to the reclassification of the bond issue to current liabilities. By contrast, trade payables and income tax liabilities decreased relative to November 30, 2016.
NET WORKING CAPITAL
As of August 31, 2017, the Gerresheimer Group's net working capital stood at EUR 223.9m, up EUR 23.6m compared with the November 30, 2016 figure.
| August 31, | November 30, | August 31, | |
|---|---|---|---|
| in EUR m | 2017 | 2016 | 2016 |
| Inventories | 163.5 | 155.4 | 188.0 |
| Trade receivables | 221.6 | 232.1 | 238.4 |
| Trade payables | 119.1 | 157.0 | 136.3 |
| Prepayments received | 42.1 | 30.2 | 46.4 |
| Net Working Capital | 223.9 | 200.3 | 243.7 |
The increase in net working capital compared with November 30, 2016 mainly reflected the decrease in trade payables and the increase in inventories. These were partly offset by the decrease in trade receivables and an increase in prepayments received. At constant exchange rates, the increase in net working capital during the first nine months of the financial year 2017 came to EUR 27.7m, compared with EUR 33.2m in the comparative prior-year period.
As a percentage of revenues in the last twelve months, average net working capital went up slightly relative to the prior year from 15.7%4) to 16.7%, primarily in anticipation of stronger sales performance in the last quarter of 2017.
FINANCIAL LIABILITIES AND CREDIT FACILITIES
The Gerresheimer Group's net financial debt developed as follows:
| August 31, | November 30, | August 31, | |
|---|---|---|---|
| in EUR m | 2017 | 2016 | 2016 |
| Financial debt | |||
| Syndicated facilities | |||
| Revolving credit facility (since June 15, 2015)1) |
137.0 | 162.7 | 250.6 |
| Total syndicated facilities | 137.0 | 162.7 | 250.6 |
| Senior notes - euro bond | 300.0 | 300.0 | 300.0 |
| Bonded loans | 425.0 | 425.0 | 425.0 |
| Local borrowings incl. bank overdrafts1) |
17.4 | 11.7 | 10.9 |
| Finance lease liabilities | 6.3 | 7.2 | 9.8 |
| Total financial debt | 885.7 | 906.6 | 996.3 |
| Cash and cash equivalents | 119.9 | 118.4 | 125.1 |
| Net financial debt | 765.8 | 788.2 | 871.2 |
1) The exchange rates used for the translation of US dollar loans to euros were as follows: as of August 31, 2017: EUR 1.00/USD 1.1825; as of November 30, 2016: EUR 1.00/USD 1.0635; as of August 31, 2016: EUR 1.00/USD 1.1132.
Net financial debt decreased by EUR 22.4m to EUR 765.8m as of August 31, 2017 (November 30, 2016: EUR 788.2m). The lower net financial debt as of August 31, 2017 mainly relates to lower drawings on the revolving credit facility and the positive impact of the underlying US dollar-euro exchange rate. In the opposite direction, there was an increase in local borrowings including bank overdrafts. Calculated as the ratio of net financial debt to adjusted EBITDA over the last twelve months, adjusted EBITDA leverage—in accordance with credit line agreement in force—came to 2.6x, and was thus back at the same level as at the last financial year-end on November 30, 2016. Drawings on the EUR 450m revolving credit facility totaled EUR 137.0m as of August 31, 2017.
We successfully launched a EUR 250.0m promissory loan on September 27, 2017. This means that funding for the EUR 300.0m bond issue maturing on May 19, 2018 is already secured. Starting from an initial issue size of EUR 150.0m, we attained our target issue size of EUR 250.0m. This figure was even oversubscribed by a further EUR 100.5m. The liquidity resulting from refinancing at this early stage will principally be used to temporarily scale back current drawings on the revolving credit facility up until redemption of the bond issue.
| Interest | ||||
|---|---|---|---|---|
| Due by | in EUR m | rate % p.a. | ||
| 5 year | September | fix | 90.0 | 0.82% |
| maturity | 27, 2022 | variable | 5.5 | 6m Euribor +0.60% |
| 7 year | September | fix | 104.5 | 1.25% |
| maturity | 27, 2024 | variable | 4.5 | 6m Euribor +0.75% |
27, 2027 fix 45.5 1.72% 250.0
CAPITAL EXPENDITURE
September
10 year maturity
In the first nine months of the financial year 2017, Gerresheimer incurred capital expenditure on property, plant and equipment and intangible assets as follows:
| in EUR m | Q3 2017 |
Q3 2016 |
Change in %1) |
Q1-Q3 2017 |
Q1-Q3 2016 |
Change in %1) |
|---|---|---|---|---|---|---|
| Plastics & Devices | 22.1 | 8.2 | >100.0 | 42.8 | 22.9 | 86.8 |
| Primary Packaging Glass |
6.8 | 23.3 | -70.6 | 19.0 | 42.5 | -55.4 |
| Life Science Research |
– | 0.4 | -100.0 | – | 1.0 | -100.0 |
| Head office | – | 0.5 | -100.0 | 2.5 | 1.0 | >100.0 |
| Total capital expenditure |
28.9 | 32.4 | -10.9 | 64.3 | 67.4 | -4.7 |
1) The changes have been calculated on a EUR k basis.
We continue to invest in the strong growth prospects of our business as well as in our quality and productivity initiatives. Capital expenditure totaled EUR 28.9m in the third quarter of 2017 (Q3 2016: EUR 32.4m). The lion's share of this was incurred in the Plastics & Devices Division. Capital expenditure here mainly related to the acquisition of an exclusive license for an integrated, passive syringe safety solution and additions to production capacity in the USA. In the Primary Packaging Glass Division, we essentially invested in molds, tools and modernization. The lower capital expenditure in this division mostly related to the scheduled furnace expansion in Tettau in the third quarter of 2016. Capital expenditure on intangible assets came to approximately EUR 15m in the first nine months of the financial year 2017.
The terms of the new promissory loan are as follows:
OPERATING CASH FLOW
| in EUR m | Q1-Q3 2017 | Q1-Q3 2016 |
|---|---|---|
| Adjusted EBITDA | 213.2 | 235.11) |
| Change in net working capital | -27.7 | -33.2 |
| Capital expenditure | -64.3 | -62.4 |
| Operating cash flow | 121.2 | 139.5 |
| thereof operating cash flow without Life Science Research Division |
121.2 | 131.5 |
| Net interest paid | -18.1 | -18.3 |
| Net taxes paid | -41.4 | -79.5 |
| Pension benefits paid | -8.9 | -9.3 |
| Other | -11.4 | -1.9 |
| Free cash flow before acquisitions/ divestments |
41.4 | 30.5 |
| thereof free cash flow before acquisitions without Life Science Research Division |
41.4 | 26.0 |
| Acquisitions/divestments | 1.3 | -1.3 |
| Financing activity | -43.2 | 0.9 |
| Changes in financial resources | -0.5 | 30.1 |
1) The presentation of adjusted EBITDA in connection with the calculation of
operating cash flow includes the adjusted EBITDA of the discontinued operation compromised by the Life Science Research Division.
We generated an operating cash flow of EUR 121.2m in the period December 1, 2016 to August 31, 2017. This is EUR 18.3m down on the figure of EUR 139.5m for the comparative prior-year period. The difference mainly relates to the lower adjusted EBITDA and, in the opposite direction, the smaller change in net working capital compared with the period December 1, 2015 to August 31, 2016. It must be kept in mind, however, that the prior-year figures also include some EUR 8m from the sold Life Science Research Division. Both remaining divisions—Plastics & Devices and Primary Packaging Glass—show positive operating cash flows. More detailed information is provided in the segmental overview in the notes to this interim report.
CASH FLOW STATEMENT
| in EUR m | Q1-Q3 2017 | Q1-Q3 2016 |
|---|---|---|
| Cash flow from operating activities | 103.0 | 92.4 |
| Cash flow from investing activities | -60.3 | -63.2 |
| Cash flow from financing activities | -43.2 | 0.9 |
| Changes in financial resources | -0.5 | 30.1 |
| Effect of exchange rate changes | ||
| on financial resources | -3.2 | -1.7 |
| Financial resources at the beginning | ||
| of the period | 107.7 | 87.1 |
| Financial resources at the end of the period | 104.0 | 115.5 |
Our operating activities generated a cash inflow of EUR 103.0m in the first nine months of the financial year 2017 (December 1, 2015 to August 31, 2016: EUR 92.4m). Lower tax payments relative to the prior-year period were the main driver of the increase in cash flow from operating activities.
At EUR 60.3m, the net cash outflow shown in cash flow from investing activities marks a EUR 2.9m decrease on the first nine months of the prior year. The cash outflow in both reporting periods contains payments for property, plant and equipment and intangible assets; in the period under review, it additionally includes a receipt of EUR 1.4m in connection with a purchase price adjustment on the sale of the Life Science Research Division. In addition, there were proceeds from asset disposals totaling EUR 2.7m in the period December 1, 2016 to August 31, 2017, as against EUR 0.5m in the same period a year earlier.
Cash flow from financing activities showed a cash outflow of EUR 43.2m in the first nine months of the financial year 2017 (December 1, 2015 to August 31, 2016: cash inflow of EUR 0.9m). Financial resources consequently stood at EUR 104.0m, compared with EUR 115.5m as of August 31, 2016.
EMPLOYEES
The Gerresheimer Group employed 9,808 people as of August 31, 2017 (November 30, 2016: 9,904).
| August 31, | November 30, | |
|---|---|---|
| 2017 | 2016 | |
| Emerging markets | 3,509 | 3,599 |
| Germany | 3,392 | 3,375 |
| Europe (without Germany) | 1,883 | 1,885 |
| Americas | 1,024 | 1,045 |
| Total | 9,808 | 9,904 |
As of the balance sheet date, the Gerresheimer Group employed 36% of the workforce in emerging markets, 35% of the workforce in Germany, 19% of the workforce in Europe (excluding Germany) and 10% of the workforce in the Americas.
REPORT ON OPPORTUNITIES AND RISKS
In the financial year 2017, Gerresheimer continues to focus on growth in primary pharma packaging and drug delivery devices. Global economic trends, exchange rate factors, rising commodity and energy prices as well as uncertainties about the future development of national healthcare systems and customer demand represent risks that may affect the course of business in the long term. We are conscious of these risks and carefully monitor their impact on our business.
No risks have currently been identified that raise doubt about the ability of the Gerresheimer Group to continue as a going concern. There has been no material change to the information provided in the Report on Opportunities and Risks section of our Annual Report 2016.
OUTLOOK
The forward-looking statements on the business performance of the Gerresheimer Group and Gerresheimer AG presented in the following and the assumptions deemed significant regarding the economic development of the market and industry are based on our own assessments, which we currently believe realistic according to the information we have available. However, such assessments entail uncertainty and the inevitable risk that projected developments may not correlate in direction or extent with actual developments.
DEVELOPMENT OF THE ECONOMIC ENVIRONMENT
Global and regional economic development
Assessments of the economic environment have not changed fundamentally compared with the information provided in our Annual Report. We therefore refer to the Outlook section in our Annual Report 2016. The IMF experts have marginally raised their global economic growth forecast for 2017 in April from 3.4% to 3.5% while stating that the existing trends remain as before. In their most recent report, they nonetheless emphasize that the risks around this forecast are still skewed to the downside.
MARKET AND BUSINESS OPPORTUNITIES FOR THE GERRESHEIMER GROUP
Prospects for the financial year 2017
Assessments of the prospects for the financial year 2017 have not fundamentally changed compared with the information provided in our Annual Report. We therefore refer to the Outlook section in our Annual Report 2016.
Overall Group
The Gerresheimer Group pursues a successful, clear-cut strategy geared to sustained and profitable growth. Our expectations for the financial year 2017, in each case assuming constant exchange rates and excluding acquisitions and divestments, are as follows: For the US dollar—which is expected to have the largest currency impact on our Group currency, accounting for about a third of Group revenues in 2017—we have assumed an exchange rate of approximately USD 1.10 to EUR 1.00.
We expect a good fourth quarter 2017. From today's perspective, however, our guidance for Group revenues at constant exchange rates of approximately EUR 1.4bn for the financial year 2017 is nonetheless fairly hard to attain. Internal estimates put the risk at approximately EUR 30m. Should that EUR 30m revenue risk materialize—which appears to be more likely than not at present—the Group's adjusted EBITDA may be about EUR 10m lower than our expectation of approximately EUR 320m. As a result, adjusted earnings from continuing operations per share after non-controlling interests may be approximately EUR 0.17 below our expectation of around EUR 4.25. This must also be viewed in light of the EUR 48m shortfall at constant exchange rates relative to the prior year that we have already accumulated up to the end of the third quarter of 2017. Overall, delivering all orders accepted for the fourth quarter of 2017 already presents a major challenge today. This effect is compounded among other things by extraneous factors such as the dynamic of pharma customers in the aggregate, and notably in relation to the US market, or supply chain interruptions all of which could possibly amplify the revenue risks described. We still anticipate that capital expenditure in the financial year 2017 will amount to around 8% of revenues at constant exchange rates.
In principle, we continue to adhere to our guidance for 2018. Based on revenues as of the year-end 2017, we currently see the targets for 2018 as follows:
- › We are aiming for organic revenue growth of 4% to 5%.
- › For the adjusted EBITDA margin, our target is some 23% for the financial year 2018.
- › In order to meet these targets, we will in all probability require annual capital expenditure of around 8% of revenues at constant exchange rates.
- › We anticipate that average net working capital as a percentage of revenues will be approximately 16%.
- › We continue to expect that our operating cash flow margin will be around 13%.
Our long-term target is as follows:
- › As before, attainment of at least 12% ROCE.
- › We believe a net financial debt to adjusted EBITDA ratio of 2.5x to be right for Gerresheimer, with temporary variation above or below this tolerated because expedient M&A activity cannot be planned in detail.
INTERIM CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 2016 – AUGUST 2017
CONSOLIDATED INCOME STATEMENT
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
- CONSOLIDATED BALANCE SHEET
- CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
CONSOLIDATED CASH FLOW STATEMENT
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
- (1) General
- (2) Cash Flow Statement
- (3) Seasonal Effects on Business Activity
- (4) Changes in Consolidated Group
Notes to the Condensed Interim Consolidated Financial Statements
- (5) Other Operating Income
- (6) Amortization of Fair Value Adjustments
- (7) Income Taxes
- (8) Distributions to Third Parties
- (9) Inventories
- (10) Financial Liabilities
- (11) Reporting on Financial Instruments
- (12) Other Financial Obligations
- (13) Segment Reporting
Other Notes
- (14) Related Party Disclosures
- (15) Events after the Balance Sheet Date
CONSOLIDATED INCOME STATEMENT
for the Period from December 1, 2016 to August 31, 2017
| in EUR k | Note | Q3 2017 | Q3 2016 | Q1-Q3 2017 | Q1-Q3 2016 |
|---|---|---|---|---|---|
| Revenues | 331,473 | 350,366 | 973,818 | 1,017,843 | |
| Cost of sales | -232,446 | -237,764 | -682,326 | -698,675 | |
| Gross profit | 99,027 | 112,602 | 291,492 | 319,168 | |
| Selling and administrative expenses | -61,370 | -62,957 | -189,547 | -190,812 | |
| Other operating income | (5) | 10,482 | 2,791 | 21,514 | 9,180 |
| Restructuring expenses | – | – | -9 | -10 | |
| Other operating expenses | -1,849 | -1,779 | -4,980 | -5,021 | |
| Results of operations | 46,290 | 50,657 | 118,470 | 132,505 | |
| Interest income | 653 | 917 | 2,209 | 2,490 | |
| Interest expense | -8,257 | -8,707 | -24,508 | -25,366 | |
| Other financial expenses | -1,153 | -1,011 | -3,600 | -3,060 | |
| Net finance expense | -8,757 | -8,801 | -25,899 | -25,936 | |
| Net income before income taxes | 37,533 | 41,856 | 92,571 | 106,569 | |
| Income taxes | (7) | -11,271 | -10,573 | -27,949 | -30,168 |
| Net income from continuing operations | 26,262 | 31,283 | 64,622 | 76,401 | |
| Net income from discontinued operations | – | 697 | – | 4,210 | |
| Net income | 26,262 | 31,980 | 64,622 | 80,611 | |
| Attributable to equity holders of the parent | 25,600 | 30,939 | 63,054 | 76,560 | |
| Attributable to non-controlling interests | 662 | 1,041 | 1,568 | 4,051 | |
| Earnings per share (in EUR)1) | 0.82 | 0.99 | 2.01 | 2.44 |
1) The basic earnings per share figure stated here also corresponds in absence of potential diluted shares to diluted earnings per share.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
for the Period from December 1, 2016 to August 31, 2017
| in EUR k | Q3 2017 | Q3 2016 | Q1-Q3 2017 | Q1-Q3 2016 |
|---|---|---|---|---|
| Net income | 26,262 | 31,980 | 64,622 | 80,611 |
| Changes in the fair value of derivatives used for | ||||
| hedging purposes and available for sale financial assets | – | -2 | – | -6 |
| Amount recognized in profit or loss | – | – | 51 | – |
| Income taxes | – | – | -15 | 1 |
| Other comprehensive income from financial instruments | – | -2 | 36 | -5 |
| Currency translation | -25,632 | 7,557 | -42,325 | -24,404 |
| Other comprehensive income from currency translation reserve | -25,632 | 7,557 | -42,325 | -24,404 |
| Other comprehensive income that will be reclassified to | ||||
| profit or loss when specific conditions are met | -25,632 | 7,555 | -42,289 | -24,409 |
| Other comprehensive income | -25,632 | 7,555 | -42,289 | -24,409 |
| Total comprehensive income | 630 | 39,535 | 22,333 | 56,202 |
| Attributable to equity holders of the parent | 832 | 38,174 | 21,453 | 53,837 |
| Attributable to non-controlling interests | -202 | 1,361 | 880 | 2,365 |
CONSOLIDATED BALANCE SHEET
as of August 31, 2017
ASSETS
| August 31, | November 30, | August 31, | ||
|---|---|---|---|---|
| in EUR k | Note | 2017 | 2016 | 2016 |
| Non-current assets | ||||
| Intangible assets | 1,107,878 | 1,193,902 | 1,183,463 | |
| Property, plant and equipment | 577,989 | 610,169 | 592,202 | |
| Investment property | 5,732 | 5,732 | 5,756 | |
| Investments accounted for using the equity method | 184 | 262 | 237 | |
| Income tax receivables | 1,345 | 1,173 | 681 | |
| Other financial assets | 5,114 | 5,262 | 5,344 | |
| Other receivables | 1,551 | 1,481 | 2,924 | |
| Deferred tax assets | 12,069 | 13,570 | 11,500 | |
| 1,711,862 | 1,831,551 | 1,802,107 | ||
| Current assets | ||||
| Inventories | (9) | 163,453 | 155,433 | 188,028 |
| Trade receivables | 221,552 | 232,051 | 238,384 | |
| Income tax receivables | 5,379 | 7,118 | 11,232 | |
| Other financial assets | 10,907 | 10,555 | 8,681 | |
| Other receivables | 22,863 | 19,157 | 25,307 | |
| Cash and cash equivalents | 119,864 | 118,391 | 125,111 | |
| 544,018 | 542,705 | 596,743 | ||
| Total assets | 2,255,880 | 2,374,256 | 2,398,850 |
EQUITY AND LIABILITIES
| August 31, | November 30, | August 31, | ||
|---|---|---|---|---|
| in EUR k | Note | 2017 | 2016 | 2016 |
| Equity | ||||
| Subscribed capital | 31,400 | 31,400 | 31,400 | |
| Capital reserve | 513,827 | 513,827 | 513,827 | |
| IAS 39 reserve | -5 | -41 | -40 | |
| Currency translation reserve | -68,079 | -26,442 | -54,657 | |
| Retained earnings | 237,497 | 207,413 | 163,022 | |
| Equity attributable to equity holders of the parent | 714,640 | 726,157 | 653,552 | |
| Non-controlling interests | 36,030 | 37,138 | 71,507 | |
| 750,670 | 763,295 | 725,059 | ||
| Non-current liabilities | ||||
| Deferred tax liabilities | 146,228 | 157,633 | 146,137 | |
| Provisions for pensions and similar obligations | 153,961 | 159,590 | 156,822 | |
| Other provisions | 7,715 | 7,928 | 7,018 | |
| Other financial liabilities | 445,296 | 744,551 | 746,199 | |
| Other liabilities | 444 | 198 | 7 | |
| 753,644 | 1,069,900 | 1,056,183 | ||
| Current liabilities | ||||
| Provisions for pensions and similar obligations | 11,766 | 13,621 | 15,738 | |
| Other provisions | 38,338 | 53,446 | 57,453 | |
| Trade payables | 119,107 | 156,996 | 136,250 | |
| Other financial liabilities | 462,825 | 185,428 | 269,840 | |
| Income tax liabilities | 5,876 | 25,001 | 10,675 | |
| Other liabilities | 113,654 | 106,569 | 127,652 | |
| 751,566 | 541,061 | 617,608 | ||
| 1,505,210 | 1,610,961 | 1,673,791 | ||
| Total equity and liabilities | 2,255,880 | 2,374,256 | 2,398,850 |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the Period from December 1, 2016 to August 31, 2017
| Other comprehensive income |
||||||||
|---|---|---|---|---|---|---|---|---|
| Currency | Equity | Non-con | ||||||
| Subscribed | Capital | IAS 39 | translation | Retained | holders of the | trolling | Total | |
| in EUR k | capital | reserve | reserve | reserve | earnings | parent | interests | equity |
| As of November 30/December 1, 2015 | 31,400 | 513,827 | -36 | -31,938 | 113,152 | 626,405 | 71,726 | 698,131 |
| Net income | – | – | – | – | 76,560 | 76,560 | 4,051 | 80,611 |
| Other comprehensive income | – | – | -4 | -22,719 | – | -22,723 | -1,686 | -24,409 |
| Total comprehensive income | – | – | -4 | -22,719 | 76,560 | 53,837 | 2,365 | 56,202 |
| Distribution | – | – | – | – | -26,690 | -26,690 | -2,584 | -29,274 |
| As of August 31, 2016 | 31,400 | 513,827 | -40 | -54,657 | 163,022 | 653,552 | 71,507 | 725,059 |
| As of November 30/December 1, 2016 | 31,400 | 513,827 | -41 | -26,442 | 207,413 | 726,157 | 37,138 | 763,295 |
| Net income | – | – | – | – | 63,054 | 63,054 | 1,568 | 64,622 |
| Other comprehensive income | – | – | 36 | -41,637 | – | -41,601 | -688 | -42,289 |
| Total comprehensive income | – | – | 36 | -41,637 | 63,054 | 21,453 | 880 | 22,333 |
| Distribution | – | – | – | – | -32,970 | -32,970 | -1,988 | -34,958 |
| As of August 31, 2017 | 31,400 | 513,827 | -5 | -68,079 | 237,497 | 714,640 | 36,030 | 750,670 |
CONSOLIDATED CASH FLOW STATEMENT
for the Period from December 1, 2016 to August 31, 2017
| in EUR k | Note | Q1-Q3 2017 | Q1-Q3 2016 |
|---|---|---|---|
| Net income | 64,622 | 80,611 | |
| Income taxes | (7) | 27,949 | 31,730 |
| Depreciation of property, plant and equipment | 66,210 | 63,182 | |
| Amortization of intangible assets | 27,173 | 31,257 | |
| Portfolio adjustment | – | 629 | |
| Change in other provisions | -13,890 | -3,580 | |
| Change in provisions for pensions and similar obligations | -6,294 | -5,788 | |
| Gain (-)/Loss (+) on the disposal of non-current assets/liabilities | -1,335 | -31 | |
| Net finance expense | 25,899 | 25,951 | |
| Interest paid | -19,473 | -19,445 | |
| Interest received | 1,327 | 1,193 | |
| Income taxes paid | -43,536 | -80,225 | |
| Income taxes received | 2,131 | 740 | |
| Change in inventories | -11,523 | -5,329 | |
| Change in trade receivables and other assets | -3,441 | -21,618 | |
| Change in trade payables and other liabilities | -29,847 | -18,169 | |
| Other non-cash expenses/income | 16,983 | 11,286 | |
| Cash flow from operating activities | 102,955 | 92,394 | |
| Cash received from disposals of non-current assets | 2,675 | 477 | |
| Cash paid for capital expenditure | |||
| in property, plant and equipment | -49,435 | -60,060 | |
| in intangible assets | -14,833 | -2,352 | |
| Cash received in connection with divestments, net of cash paid | (2) | 1,356 | -2,275 |
| Cash paid for the acquisition of subsidiaries, net of cash received | (2) | – | 1,013 |
| Cash flow from investing activities | -60,237 | -63,197 | |
| Distributions to third parties | -33,482 | -27,510 | |
| Distributions from third parties | 78 | – | |
| Raising of loans | 31,945 | 73,624 | |
| Repayment of loans | -41,315 | -44,277 | |
| Cash paid for finance lease | -459 | -884 | |
| Cash flow from financing activities | -43,233 | 953 | |
| Changes in financial resources | -515 | 30,150 | |
| Effect of exchange rate changes on financial resources | -3,193 | -1,716 | |
| Financial resources at the beginning of the period | 107,742 | 87,090 | |
| Financial resources at the end of the period | 104,034 | 115,524 | |
| Components of the financial resources | |||
| Cash and cash equivalents | 119,864 | 125,111 | |
| Bank overdrafts | -15,830 | -9,587 | |
| Financial resources at the end of the period | 104,034 | 115,524 |
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
of Gerresheimer AG for the Period from December 1, 2016 to August 31, 2017
(1) General
The Gerresheimer Group based in Duesseldorf, Germany, comprises Gerresheimer AG and its direct and indirect subsidiaries.
The present interim consolidated financial statements were prepared in accordance with the International Financial Reporting Standards (IFRSs), applicable as of the reporting date, issued by the International Accounting Standards Board (IASB) as adopted by the European Union as well as with regulations under commercial law as set fourth in section 315a of the German Commercial Code (Handelsgesetzbuch/HGB) and in accordance with IAS 34 "Interim Financial Reporting". These notes to the interim consolidated financial statements therefore do not contain all the information and details required by IFRS for consolidated financial statements at the end of a financial year, and should be read in conjunction with the consolidated financial statements as of November 30, 2016. The present financial statements have not been reviewed by our auditors.
The consolidated income statement was drawn up using the function of expense method and is supplemented by a consolidated statement of comprehensive income. The same accounting principles generally apply as in the consolidated financial statements for 2016.
The first time adoption of the following standards was mandatory:
- › IFRS 10, IFRS 12, IAS 28, Investment Entities Applying the Consolidation Exception
- › IFRS 11, Joint Arrangements Accounting for Acquisitions of Interests in Joint Operations
- › IAS 1, Presentation of Financial Statements Disclosure Initiative
- › IAS 16, Property, Plant and Equipment and IAS 38, Intangible Assets: Clarification of Acceptable Methods of Depreciation and Amortisation
- › IAS 16, Property, Plant and Equipment and IAS 41, Agriculture: Bearer Plants
- › IAS 27, Separate Financial Statements Equity Method in Separate Financial Statements
- › IFRS Annual Improvements
In September 2014, the IASB published the seventh set of annual improvements with a total of five amendments modifying four different standards. The amendments are effective for annual periods beginning on or after January 1, 2016.
The application of the above-mentioned standards has not had any material effect on these interim consolidated financial statements.
Preparation of the consolidated financial statements in compliance with the financial reporting principles applied requires estimates, assumptions and judgments that affect the recognition and measurement of assets and liabilities as of the balance sheet date, the disclosure of contingent liabilities and receivables as of the balance sheet date and the amounts of income and expenses reported in the reporting period. Although estimates are made to the best of management's knowledge of current events and transactions, actual future results may differ from the estimated amounts.
The interim consolidated financial statements are presented in euros, the functional currency of the parent company. Individual values as well as subtotal values reflect the value with the smallest rounding difference. Consequently, minor differences to subtotal values can occur when adding up reported individual values. The following exchange rates are used to translate the major currencies in the Group into reporting currency:
| Closing rate | Average rate | ||||
|---|---|---|---|---|---|
| August 31, | August 31, | Q1-Q3 | Q1-Q3 | ||
| 1 EUR | 2017 | 2016 | 2017 | 2016 | |
| Argentina | ARS | 20.6052 | 16.6117 | 17.8651 | 15.4979 |
| Brazil | BRL | 3.7410 | 3.6016 | 3.5355 | 4.0014 |
| Switzerland | CHF | 1.1446 | 1.0957 | 1.0902 | 1.0939 |
| China | CNY | 7.8059 | 7.4311 | 7.5296 | 7.2455 |
| Czech Republic |
CZK | 26.1010 | 27.0260 | 26.6874 | 27.0441 |
| Denmark | DKK | 7.4384 | 7.4432 | 7.4373 | 7.4499 |
| India | INR | 75.5995 | 74.5562 | 72.4489 | 74.1552 |
| Mexico | MXN | 21.0843 | 20.9424 | 21.1369 | 19.8521 |
| Poland | PLN | 4.2582 | 4.3533 | 4.2851 | 4.3499 |
| Singapore | SGD | 1.6094 | – | 1.5388 | – |
| United States of America |
USD | 1.1825 | 1.1132 | 1.1033 | 1.1060 |
The consolidated financial statements of Gerresheimer AG as of November 30, 2016, are published in German in the Federal Law Gazette (Bundesanzeiger) and on the Internet at www.gerresheimer.com.
(2) Cash Flow Statement
The cash flow statement shows how the financial resources of the Gerresheimer Group have changed due to cash inflows and outflows during the financial year. The cash flow effects of the initial consolidation of acquisitions, divestments and other changes in the consolidated group are presented separately. Financial resources as reported in the cash flow statement comprise cash and cash equivalents, which is cash on hand, checks, bills of exchange and bank balances, diminished by bank overdrafts. The item "Cash received in connection with divestments, net of cash paid" in the reporting period mainly includes the sale of the Life Science Research Division and contains cash inflow from a purchase price adjustment of prior-year accounted receivables. In the prior year it mainly includes the sale of the glass tubing business and results from payments of prior-year accounted liabilities from purchase price adjustments. The item "Cash paid for the acquisition of subsidiaries, net of cash received" in the prior year contains cash inflow from a purchase price adjustment for the US group Centor, which was part of the sale and purchase agreement.
(3) Seasonal Effects on Business Activity
The business is subject to seasonal influences, as revenues and cash flows in Europe and North America are usually lowest in the holiday period in December/January and during the summer months.
(4) Changes in Consolidated Group
With effective date June 14, 2017, Gerresheimer Singapore Pte. Ltd., Singapore, Singapore, was newly established. The foundation had no significant impact on the net assets, financial position and results of operations or cash flows of the Gerresheimer Group.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
(5) Other Operating Income
Income from refund claims against third parties amounting to EUR 3,381k (comparative prior-year period: EUR 1,250k) and income from the reversal of provisions of EUR 7,660k (comparative prior-year period: EUR 2,044k) are included in other operating income. The income from the reversal of provisions mainly results from provisions for guarantees, which have been accounted for in prior periods and are no longer needed.
(6) Amortization of Fair Value Adjustments
The amortization of fair value adjustments relates to the acquisitions of the Gerresheimer Regensburg Group in early January 2007, the pharmaceutical glass business of Comar Inc., US, in March 2007, Gerresheimer Zaragoza and Gerresheimer Plasticos Sao Paulo in January 2008, Vedat Tampas Hermeticas (merged with Gerresheimer Plasticos Sao Paulo) in March 2011, Neutral Glass in April 2012, Triveni in December 2012 and Centor in September 2015. Amortization of fair value adjustments relates to amortization of identified intangible assets.
The amortization of fair value adjustments is mainly disclosed in the functional area selling expenses.
In the reporting period, no impairment losses have been included in the amortization of fair value adjustments (comparative prior-year period: impairment losses on customer relationship in the Plastics & Devices Division of EUR 277k).
(7) Income Taxes
Income taxes break down as follows:
| in EUR k | Q1-Q3 2017 | Q1-Q3 2016 |
|---|---|---|
| Current income taxes | 24,414 | 29,354 |
| Deferred income taxes | 3,535 | 814 |
| Income Taxes | 27,949 | 30,168 |
The Group's current tax ratio is 30.2% (comparative prior-year period: 28.3%).
(8) Distributions to Third Parties
In addition to the dividend of EUR 32,970k (comparative prior-year period: EUR 26,690k) to the equity holders of Gerresheimer AG, distributions to the non-controlling interests of Gerresheimer Shuangfeng Pharmaceutical Packaging (Zhenjiang) Co. Ltd., China, of EUR 1,367k (comparative prioryear period: EUR 1,277k) were agreed. As of August 31, 2016, EUR 512k (comparative prior-year period: EUR 538k) had been distributed to the non-controlling interests of Gerresheimer Shuangfeng Pharmaceutical Packaging (Zhenjiang) Co. Ltd., China. Moreover, dividends to the non-controlling interests of Gerresheimer Shuangfeng Pharmaceutical Glass (Danyang) Co. Ltd., China, of EUR 550k (comparative prior-year period: EUR 965k) were agreed, but not paid. The outstanding balances were included in liabilities as of the balance sheet date.
Furthermore, a dividend to the non-controlling interests of Triveni Polymers Private Ltd., India, of EUR 282k was agreed and paid, in the comparative prior-year period.
(9) Inventories
Inventories break down as follows:
| in EUR k | August 31, 2017 | November 30, 2016 |
|---|---|---|
| Raw materials, consumables and supplies |
51,455 | 49,968 |
| Work in progress | 20,456 | 18,429 |
| Finished goods and merchandise | 86,435 | 83,983 |
| Prepayments made | 5,107 | 3,053 |
| Inventories | 163,453 | 155,433 |
Expenses arising from write-downs on inventory amount to EUR 3,893k in the reporting period (comparative prior-year period: EUR 5,312k). If the reasons which led to a write-down cease to exist, write-downs previously set up are reversed. Such reversals amount to EUR 1,145k in the reporting period (comparative prior-year period: EUR 621k).
(10) Financial Liabilities
In connection with the refinancing of the syndicated loans, a new revolving loan agreement of EUR 450,000k was signed on June 9, 2015 with a fiveyear term to maturity. This was used to redeem the bank loan for an initial EUR 400,000k on June 15, 2015, that was expired in 2016. As of the balance sheet date, EUR 137,006k of the revolving credit facility had been drawn.
The EUR 300,000k bond remains in place. It was issued on May 19, 2011 with an issue price of 99.4%, a coupon of 5.0% p.a. and a term to maturity ending in May 2018.
On November 10, 2015, bonded loans for a total of EUR 425,000k were launched with maturities of five, seven and ten years.
(11) Reporting on Financial Instruments
The Group's capital management objectives primarily consist of maintaining and ensuring the best-possible capital structure to reduce cost of capital, ensuring a sufficient level of cash and cash equivalents as well as active management of net working capital. Net financial debt as of August 31, 2017 amounts to EUR 765,811k (November 30, 2016: EUR 788,188k); net working capital is EUR 223,851k (November 30, 2016: EUR 200,300k).
The Gerresheimer Group's risk management system for credit risk, liquidity risk and individual market risks, including interest risks, currency risks and price risks, is described, including its objectives, policies, processes and measures to monitor compliance with covenants in the Opportunity and Risk Report section of the Group Management Report of the consolidated financial statements as of November 30, 2016.
Information on financial instruments by category and class
By type of determination of the fair values of financial assets and financial liabilities, three hierarchy levels must be distinguished. Gerresheimer reviews the categorization of fair value measurements to levels in the fair value hierarchy at the end of each reporting period.
- Level 1: Fair values are determined on the basis of quoted prices in an active market.
- Level 2: If no active market for a financial asset or a financial liability exists, fair value is established by using valuation techniques. The fair value measurements categorized in Level 2 were determined on the basis of prices in the most recent transactions between willing and independent parties or using prices in observable current market transactions for similar assets or liabilities.
- Level 3: The fair value measurements are based on models incorporating unobservable inputs that are significant to the measurement.
| August 31, 2017 | November 30, 2016 | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| in EUR k | Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | |
| Financial assets designated | |||||||||
| "available for sale" | |||||||||
| Securities | 75 | – | – | 75 | 646 | – | – | 646 | |
| Financial assets designated | |||||||||
| "at fair value through profit and loss" | |||||||||
| Derivative financial assets | – | 1,801 | – | 1,801 | – | 77 | – | 77 | |
| Measured at fair value | 75 | 1,801 | – | 1,876 | 646 | 77 | – | 723 | |
| Financial liabilities designated | |||||||||
| "at fair value through profit and loss" | |||||||||
| Derivative financial liabilities | – | 813 | – | 813 | – | 2,990 | – | 2,990 | |
| Put options | – | – | 15,215 | 15,215 | – | – | 14,706 | 14,706 | |
| Measured at fair value | – | 813 | 15,215 | 16,028 | – | 2,990 | 14,706 | 17,696 |
The following table shows the carrying amounts and fair values of the individual financial assets and liabilities for each individual category of financial instruments and reconciles them to the corresponding balance sheet items:
| August 31, 2017 | |||||||
|---|---|---|---|---|---|---|---|
| At amortized cost | At fair value | ||||||
| in EUR k | For information Carrying amount |
Carrying amount | Balance sheet amount |
||||
| Trade receivables | 188,771 | Fair value 188,771 |
– | 188,7711) | |||
| Loans and receivables | 188,771 | 188,771 | – | ||||
| Other financial assets | 14,145 | 13,917 | 1,876 | 16,021 | |||
| Available-for-sale financial assets | 2282) | – | 75 | ||||
| At fair value through profit or loss | – | – | 1,801 | ||||
| Loans and receivables | 13,917 | 13,917 | – | ||||
| Cash and cash equivalents | 119,864 | 119,864 | – | 119,864 | |||
| Financial assets | 322,780 | 322,552 | 1,876 | 324,656 | |||
| Other financial liabilities | 892,093 | 902,744 | 16,028 | 908,121 | |||
| At amortized cost | 892,093 | 902,744 | – | ||||
| At fair value through profit or loss | – | – | 16,028 | ||||
| Trade payables | 119,107 | 119,107 | – | 119,107 | |||
| At amortized cost | 119,107 | 119,107 | – | ||||
| Financial liabilities | 1,011,200 | 1,021,851 | 16,028 | 1,027,228 |
1) Receivables from construction contracts are additionally recognized in the balance sheet in the amount of EUR 32,781k.
2) Due to the non-availability of a reliably estimable quoted price, the fair value of investments with a carrying amount of EUR 228k is not stated.
| November 30, 2016 | ||||||
|---|---|---|---|---|---|---|
| At amortized cost | At fair value | |||||
| For information | Balance | |||||
| Carrying | purposes: | sheet | ||||
| in EUR k | amount | Fair value | Carrying amount | amount | ||
| Trade receivables | 211,265 | 211,265 | – | 211,2653) | ||
| Loans and receivables | 211,265 | 211,265 | – | |||
| Other financial assets | 15,094 | 14,859 | 723 | 15,817 | ||
| Available-for-sale financial assets | 2354) | – | 646 | |||
| At fair value through profit or loss | – | – | 77 | |||
| Loans and receivables | 14,859 | 14,859 | – | |||
| Cash and cash equivalents | 118,391 | 118,391 | – | 118,391 | ||
| Financial assets | 344,750 | 344,515 | 723 | 345,473 | ||
| Other financial liabilities | 912,283 | 933,982 | 17,696 | 929,979 | ||
| At amortized cost | 912,283 | 933,982 | – | |||
| At fair value through profit or loss | – | – | 17,696 | |||
| Trade payables | 156,996 | 156,996 | – | 156,996 | ||
| At amortized cost | 156,996 | 156,996 | – | |||
| Financial liabilities | 1,069,279 | 1,090,978 | 17,696 | 1,086,975 |
3) Receivables from construction contracts are additionally recognized in the balance sheet in the amount of EUR 20,786k.
4) Due to the non-availability of a reliably estimable quoted price, the fair value of investments with a carrying amount of EUR 235k is not stated.
Liabilities measured at amortized cost include finance lease liabilities for which Group companies are the lessees. As of August 31, 2017, these liabilities amount to EUR 6,301k (November 30, 2016: EUR 7,245k).
The fair values of receivables, loans and liabilities are measured at the present value of future cash flows discounted at the current interest rate as of the balance sheet date. The fair values are discounted at an interest rate, taking into account the maturity of the asset or the remaining term of the liability and the counterparty's credit standing as of the balance sheet date.
Due to the predominantly short terms, the fair values of trade receivables, trade payables, other financial assets, other financial liabilities as well as cash and cash equivalents do not differ significantly from their carrying amounts.
(12) Other Financial Obligations
Other financial obligations break down as follows:
| in EUR k | August 31, 2017 | November 30, 2016 |
|---|---|---|
| Obligations under rental and operating lease agreements |
42,747 | 44,172 |
| Capital expenditure commitments |
14,108 | 11,391 |
| Sundry other financial obligations |
6,609 | 7,564 |
| Other financial obligations |
63,464 | 63,127 |
The obligations from rental and operating lease agreements mainly relate to plant and to land and buildings used for operating purposes.
(13) Segment Reporting
Segment reporting follows internal reporting according to the management approach.
In the Gerresheimer Group, the Management Board of Gerresheimer AG, as the chief operating decision maker, allocates resources to the operating segments and assesses their performance. The reportable segments and regions as well as the performance data shown are consistent with the internal management and reporting system.
The Gerresheimer Group is managed through strategic business units organized as divisions. These are aggregated into reporting segments based on their specific production technologies and the materials we use in our products. Following the sale of the Life Science Research Division as of October 31, 2016, our business model is divided into two operating divisions for reporting purposes: Plastics & Devices and Primary Packaging Glass.
Our product portfolio in the Plastics & Devices Division includes complex, customer-specific products for simple and safe drug delivery. These include insulin pens, inhalers and prefillable syringes. The division also covers diagnostics and medical technology products such as skin-prick aids and test systems as well as pharmaceutical plastic containers for liquid and solid medicines with closure and safety systems.
In the Primary Packaging Glass Division, we produce primary packaging made of glass for medicines and cosmetics. This includes pharma jars, ampoules, injection vials, cartridges, perfume flacons and cream jars, plus special glass containers for the food and beverage industry.
The effects of services of Gerresheimer AG, consolidation measures and inter-segment reconciliations are presented in the segment reporting as "Head office/consolidation". The measurement principles for segment reporting are based on the IFRSs applied in the consolidated financial statements.
In the following, the key performance indicators used to assess the performance of the divisions of Gerresheimer AG are shown:
Segment data by division
| Primary Packaging | Life Science Research3) |
Head office/ consolidation |
Group | ||||||
|---|---|---|---|---|---|---|---|---|---|
| Q1-Q3 2017 |
Q1-Q3 2016 |
Q1-Q3 2017 |
Q1-Q3 2016 |
Q1-Q3 2017 |
Q1-Q3 2016 |
Q1-Q3 2017 |
Q1-Q3 2016 |
Q1-Q3 2017 |
Q1-Q3 2016 |
| 534,490 | 565,962 | 440,147 | 452,254 | – | – | – | – | 974,637 | 1,018,216 |
| -284 | -306 | -535 | -67 | – | – | – | – | -819 | -373 |
| 534,206 | 565,656 | 439,612 | 452,187 | – | – | – | – | 973,818 | 1,017,843 |
| 143,334 | 148,676 | 85,502 | 93,141 | – | – | -15,654 | -16,473 | 213,182 | 225,344 |
| -33,972 | -31,678 | -33,174 | -32,248 | – | – | -701 | -412 | -67,847 | -64,338 |
| 109,362 | 116,998 | 52,328 | 60,893 | – | – | -16,355 | -16,885 | 145,335 | 161,006 |
| 114,300 | 115,447 | 111,913 | 104,797 | – | 26,175 | -2,362 | -2,671 | 223,851 | 243,748 |
| 90,428 | 110,712 | 49,200 | 38,714 | – | 8,048 | -18,415 | -17,935 | 121,213 | 139,539 |
| 42,824 | 22,922 | 18,956 | 42,513 | – | 978 | 2,488 | 1,021 | 64,268 | 67,434 |
| 4,531 | 4,675 | 5,171 | 5,200 | – | 745 | 103 | 96 | 9,805 | 10,716 |
| Plastics & Devices | Glass |
1) Operating cash flow: Adjusted EBITDA plus or minus change in net working capital less capital expenditure.
2) The position capital expenditure in the prior-year period includes capital expenditure in connection with finance leases of EUR 5,022k, which have not been cash effective in Q1-Q3 2016.
3) Prior-year figures in the income statement as well as in the statement of other comprehensive income have been adjusted due to the sale of the Life Science Research Division in the prior year. In
contrast, the Life Science Research Division is still completely included in the prior-year figures of the balance sheet, in the prior-year cash flow statement as well as in the prior-year employee figures.
Reconciliation from Adjusted EBITA of the divisions to net income from continuing operations of the Group is shown in the following table:
| in EUR k | Q1-Q3 2017 | Q1-Q3 2016 |
|---|---|---|
| Adjusted segment EBITA | 161,690 | 177,891 |
| Head office/consolidation | -16,355 | -16,885 |
| Adjusted Group EBITA | 145,335 | 161,006 |
| Sale of the glass tubing business | – | 322 |
| Portfolio optimization | -21 | -821 |
| One-off expenses and income | -1,306 | -473 |
| Amortization of fair value | ||
| adjustments | -25,538 | -27,529 |
| Result of operations | 118,470 | 132,505 |
| Net finance expense | -25,899 | -25,936 |
| Net income before | ||
| income taxes | 92,571 | 106,569 |
| Income taxes | -27,949 | -30,168 |
| Net income from | ||
| continuing operations | 64,622 | 76,401 |
Transfer prices between the divisions are based on customary market terms on an arm's length basis.
OTHER NOTES
(14) Related Party Disclosures
In the course of our operating activities, we conduct business with legal entities and individuals who are able to exert influence on Gerresheimer AG or its subsidiaries or are controlled or significantly influenced by Gerresheimer AG or its subsidiaries.
Related parties include companies that are related parties of members of the Supervisory Board of Gerresheimer AG, non-consolidated companies and associated companies, and members of the Gerresheimer AG Supervisory Board and Management Board.
The table below shows transactions with related parties:
The transactions carried out include the Vetter Pharma-Fertigungs GmbH & Co. KG, Ravensburg, Germany, which is related to a member of the Supervisory Board.
All transactions are conducted at market prices and on arm's length terms.
(15) Events after the Balance Sheet Date
We successfully launched a EUR 250.0m promissory loan on September 27, 2017. This means that funding for the EUR 300.0m bond issue maturing on May 19, 2018 is already secure. Further information in regard to the promissory loan can be found in the section Net Assets in the interim management report.
In addition, there were no additional subsequent events after August 31, 2017, which had a significant effect on the net assets, financial position or results of operations of the Gerresheimer Group.
The Management Board approved the interim consolidated financial statements on October 10, 2017, after discussion with the Audit Committee of the Supervisory Board.
| Q1-Q3 2017 | August 31, 2017 | Q1-Q3 2016 | August 31, 2016 | |||||
|---|---|---|---|---|---|---|---|---|
| Sale of goods |
Purchase of goods |
Sale of goods |
Purchase of goods |
|||||
| and | and | Trade | Trade | and | and | Trade | Trade | |
| in EUR k | services | services | receivables | payables | services | services | receivables | payables |
| Company in relation to a member of the Gerresheimer AG Supervisory Board |
2,190 | – | 302 | – | 1,676 | – | 280 | – |
| Associated companies | 60 | 1,997 | – | 61 | – | 1,909 | – | 42 |
| 2,250 | 1,997 | 302 | 61 | 1,676 | 1,909 | 280 | 42 |
FINANCIAL CALENDAR
| February 22, 2018 | Annual Report 2017 | |
|---|---|---|
| April 12, 2018 | Interim Report 1st Quarter 2018 | |
| April 25, 2018 | Annual General Meeting 2018 | |
| July 12, 2018 | Interim Report 2nd Quarter 2018 | |
| October 11, 2018 | Interim Report 3rd Quarter 2018 |
IMPRINT
Publisher
Gerresheimer AG Klaus-Bungert-Strasse 4 40468 Duesseldorf Germany Phone +49 211 61 81-00 Fax +49 211 61 81-295 E-mail [email protected] www.gerresheimer.com
Concept and Layout Kirchhoff Consult AG, Hamburg, Germany
Text Gerresheimer AG, Duesseldorf, Germany
Note to the Interim Report
This Interim Report is the English translation of the original German version; in case of deviations between these two, the German version prevails.
Note regarding the rounding of figures
Due to the commercial rounding of figures and percentages, small deviations may occur.
Disclaimer
This Interim Report contains certain future-oriented statements. Future-oriented statements include all statements which do not relate to historical facts and events and contain future-oriented expressions such as "believe", "estimate", "assume", "expect", "forecast", "intend", "could" or "should" or expressions of a similar kind. Such future-oriented statements are subject to risks and uncertainties since they relate to future events and are based on the Company's current assumptions, which may not in the future take place or be fulfilled as expected. The Company points out that such future-oriented statements provide no guarantee for the future and that actual events including the financial position and profitability of the Gerresheimer Group and developments in the economic and regulatory fundamentals may vary substantially (particularly on the down side) from those explicitly or implicitly assumed or described in these statements. Even if the actual results for the Gerresheimer Group, including its financial position and profitability and the economic and regulatory fundamentals, are in accordance with such future-oriented statements in this Interim Report, no guarantee can be given that this will continue to be the case in the future.
Gerresheimer AG
Klaus-Bungert-Strasse 4 40468 Duesseldorf Germany Phone +49 211 61 81 - 00 Fax +49 211 61 81 - 295 E-mail [email protected] www.gerresheimer.com