AI assistant
Grenke AG — Interim / Quarterly Report 2013
Oct 24, 2013
189_10-q_2013-10-24_205ed320-59b1-4f43-8900-a5f9c4b909d5.pdf
Interim / Quarterly Report
Open in viewerOpens in your device viewer
GRENKELEASING AG Group
Financial Report for the 3rd Quarter and the First Nine Months 2013
Contents
| Key Figures | 2 |
|---|---|
| Letter to Shareholders from the Board of Directors | 4 |
| The GRENKELEASING AG Share | 5 |
| Interim Management Report | 6 |
| The Growth Strategy of the GRENKE Group | 6 |
| The Economic Environment | 8 |
| Report on the Results of Operations | 9 |
| Report on Financial Position and Net Assets | 12 |
| Matters Concerning the Board of Directors | 14 |
| Report on the Forecasts and Outlook (including Risks and Opportunities) | 14 |
| Interim Consolidated Financial Statements | 16 |
| Notes to the Interim Consolidated Financial Statements | 24 |
| Calendar of Events and Contact Information | 37 |
Key Figures GRENKE Group
| Jan. 1, 2013 to | Jan. 1, 2012 to | |||
|---|---|---|---|---|
| Sep. 30, 2013 | Change (%) | Sep. 30, 2012 | Unit | |
| New business | ||||
| GRENKE Group Leasing + Factoring + Business start-up financing incl. | ||||
| franchise partners | 851,807 | 16.7 | 729,952 | EURk |
| – of which Germany | 291,519 | 14.9 | 253,764 | EURk |
| – of which international | 560,288 | 17.7 | 476,188 | EURk |
| GRENKE Group Leasing | 720,303 | 12.4 | 640,743 | EURk |
| – of which international | 485,184 | 12.3 | 432,133 | EURk |
| – of which franchise international | 18,170 | 14.4 | 15,885 | EURk |
| – of which Germany | 216,949 | 12.6 | 192,725 | EURk |
| Western Europe (without Germany)* | 231,394 | 16.6 | 198,401 | EURk |
| Southern Europe* | 152,208 | 9.4 | 139,107 | EURk |
| Northern / Eastern Europe* | 107,089 | 9.1 | 98,199 | EURk |
| Other regions* | 12,663 | 2.9 | 12,311 | EURk |
| GRENKE Group Factoring | 127,045 | 49.1 | 85,212 | EURk |
| – of which Germany | 70,111 | 22.9 | 57,043 | EURk |
| – of which franchise international | 56,934 | 102.1 | 28,169 | EURk |
| GRENKE Bank | ||||
| Deposits | 246,379 | 29.1 | 190,873 | EURk |
| Business start-up financing volume | 4,458 | 11.5 | 3,997 | EURk |
| Contribution margin 2 (CM2) on new business | ||||
| GRENKE Group Leasing | 137,901 | 10.1 | 125,268 | EURk |
| – of which international | 102,213 | 10.5 | 92,519 | EURk |
| – of which franchise international | 6,364 | 50.5 | 4,229 | EURk |
| – of which Germany | 29,324 | 2.8 | 28,520 | EURk |
| Western Europe (without Germany)* | 49,735 | 20.3 | 41,343 | EURk |
| Southern Europe* | 32,797 | 2.1 | 32,122 | EURk |
| Northern / Eastern Europe* | 21,109 | 6.2 | 19,876 | EURk |
| Other regions* | 4,936 | 44.9 | 3,407 | EURk |
| Further information leasing business | ||||
| Number of new contracts | 88,402 | 14.9 | 76,935 | units |
| Share of IT products in lease portfolio | 86 | 0.0 | 86 | percent |
| Share of corporate customers in lease portfolio | 100 | 0.0 | 100 | percent |
| Mean acquisition value | 8.1 | –2.4 | 8.3 | EURk |
| Mean term of contract | 47 | 0.0 | 47 | months |
| Volume of leased assets | 2,903 | 16.9 | 2,483 | EURm |
| Number of current contracts | 356,411 | 14.3 | 311,723 | units |
*Regions: Western Europe (without Germany): Austria, Belgium, France, Luxembourg, the Netherlands, Switzerland
Southern Europe: Italy, Malta, Portugal, Slovenia, Spain
Northern / Eastern Europe: Denmark, Finland, Ireland, Norway, Sweden, UK / Czech Republic, Hungary, Poland, Romania, Slovakia Other regions: Brazil, Dubai, Turkey
GRENKE Group = GRENKE Consolidated Group including franchise partners
GRENKE Consolidated Group = GRENKELEASING AG and all consolidated subsidiaries and special-purpose entities according to IFRS
Key Figures GRENKE Consolidated Group
| Jan. 1, 2013 to | Jan. 1, 2012 to | |||
|---|---|---|---|---|
| Sep. 30, 2013 | Change (%) | Sep. 30, 2012 | Unit | |
| Key figures income statement | ||||
| Net interest income | 96,391 | 19.1 | 80,966 | EURk |
| Settlement of claims and risk provision | 36,797 | 13.1 | 32,536 | EURk |
| Profit from insurance business | 25,849 | 17.5 | 21,992 | EURk |
| Profit from new business | 32,031 | 24.2 | 25,791 | EURk |
| Profit from disposals (income exceeding the calculated residual value) | 2,034 | –33.3 | 3,051 | EURk |
| Other operating income | 2,114 | –13.3 | 2,439 | EURk |
| Cost of new contracts | 19,360 | 18.7 | 16,309 | EURk |
| Cost of current contracts | 6,119 | 13.8 | 5,377 | EURk |
| Project costs and basic distribution costs | 25,920 | 46.3 | 17,722 | EURk |
| Management costs | 16,795 | 18.8 | 14,139 | EURk |
| Other costs | 5,161 | 1.4 | 5,090 | EURk |
| Operating result | 48,267 | 12.1 | 43,066 | EURk |
| Other interest income (expense) | 346 | –47.0 | 653 | EURk |
| Income / expenses from fair value measurement | 75 | –30.6 | 108 | EURk |
| EBT (earnings before taxes) | 47,996 | 12.9 | 42,521 | EURk |
| Net Profit | 35,106 | 16.1 | 30,238 | EURk |
| Earnings per share (according to IFRS) | 2.42 | 9.5 | 2.21 | EUR |
| Further Information | ||||
| Dividends | 0.80 | 6.7 | 0.75 | EUR |
| Embedded value, leasing contract portfolio (incl. equity before taxes) | 648 | 24.9 | 519 | EURm |
| Embedded value, leasing contract portfolio (incl. equity after taxes) | 586 | 24.7 | 470 | EURm |
| Cost / income ratio | 60.5 | 4.3 | 58.0 | percent |
| Return on equity (ROE) after taxes | 10.9 | –8.4 | 11.9 | percent |
| Average number of employees | 808 | 23.2 | 656 | employees |
| Staff costs | 37,973 | 22.1 | 31,107 | EURk |
| – of which total remuneration | 31,302 | 22.2 | 25,608 | EURk |
| – of which fixed remuneration | 23,072 | 20.9 | 19,088 | EURk |
| – of which variable remuneration | 8,230 | 26.2 | 6,520 | EURk |
GRENKE Group = GRENKE Consolidated Group including franchise partners
GRENKE Consolidated Group = GRENKELEASING AG and all consolidated subsidiaries and special-purpose entities according to IFRS
Letter to Shareholders from the Board of Directors
Dear Shareholders, Ladies and Gentlemen,
We can summarise the third quarter and nine-month period of 2013 with the words: Everything according to plan and our success continues. We continued to experience positive growth and expanded the new business in the GRENKE Group by 17 percent to EUR 851.8 million in the first nine months of 2013. The Leasing business contributed to this with a growth rate of 12 percent. We have been very successful in generating additional business in Germany and in Western Europe. In these regions, new business in Leasing increased 13 percent and 17 percent respectively.
In other European regions we have reduced our growth to below 10 percent. In the other regions, which include our new countries Brazil, Dubai, and Turkey, we are still in a phase of careful observation of these markets which are new to us and have thus increased new business there by only 3 percent. This management of sales is a result of our on-going risk measurement and risk diversification. At the same time, we were still able to continue to achieve attractive contribution margins. Thus, the contribution margin 2 of GRENKE Group's Leasing segment amounted to 19.1 percent in the nine-month period after 19.6 percent in the previous year.
Earnings development is also right on schedule. In the first nine months of 2013, we increased the income from operating business by a total of 20 percent. We continue to benefit from very favourable new business in recent quarters and from the corresponding high contribution margins. Losses have also developed favourably: The sharp rise in the second quarter of 2013 receded again in the third quarter of 2013 so that the increase in losses for the nine-month period was below average.
In addition to our efforts at expanding the Group, the rate of growth in expenses continues to be overstated, as expected, due to the exceptionally large acquisitions of former franchise companies towards the end of the third quarter of 2012 and the two smaller acquisitions in 2013. Nevertheless, in the first nine months of 2013 we achieved 16 percent growth in the GRENKE Consolidated Group's net profit to EUR 35.1million. In addition, in the fourth quarter of 2013 the base effect of the consolidation will further diminish. Thus, we are fully on track for our full year guidance of achieving a net profit in the range of EUR 44 – 48 million.
For the GRENKE Group's future expansion, we have again opened four new locations in the reporting quarter and have made preparations for further openings, including the market entry in Canada in the fourth quarter. The financing of our growth strategy is well secured. Therefore, large individual transactions were not planned in the reporting quarter.
Baden-Baden, October 2013
Wolfgang Grenke Chairman of the Board of Directors
The GRENKELEASING AG Share
After slight nervousness on the part of investors at the end of the first half of the year, the markets experienced a significant recovery in the third quarter of 2013. Positive corporate news and a boost in the economy overall substantially advanced the overall performance of the German stock market index (DAX). The index reached a new record high of 8,694 points in mid-September. This was due, above all, to the decision by the U.S. central bank to continue to support the financial markets through bond purchases. This in turn led to a recovery on stock exchanges worldwide. The SDAX price index and the Prime Standard's German financial shares price index (DAXsector Financial Services) – of which the shares of GRENKELEASING AG are a member – also benefitted from this decision. Both indices showed a marked upward trend throughout the third quarter.
Compared to its closing level in 2012, the SDAX price index rose 17.2 percent in the first nine months of the year and the index of financial shares increased 6.9 percent. GRENKELEASING AG shares performed even better: After closing at EUR 50.61 on the last trading day of 2012, the stock closed at a price of EUR 68.00 on September 30, 2013 and thus rose 34 percent in the first nine months of 2013. This is even more impressive given that the number of outstanding shares increased to 14.7 million units following the capital increase in February 2013. In July, with a share price of EUR 69.00, we even achieved a level of market capitalisation of more than EUR 1 billion for the first time.
Interim Management Report
The Growth Strategy of the GRENKE Group
We see ourselves as a leading provider of financial services for small and mid-sized businesses. We have already achieved a leading market position in small-ticket IT leasing in our home market of Germany and in several European countries. Today, we stand on the threshold of global expansion: After recent market entries in Brazil, Dubai, and Turkey, we plan to commence business in Canada later this year.
In addition to opening up new attractive markets, we are also concentrating our proximity to customers in existing markets. After already opening additional locations in France, Italy, Romania, Switzerland, and Spain in the first half of 2013, we expanded in Belgium, the UK, and Austria in the third quarter.
We rigorously diversify our range of products above and beyond our regional growth in existing and new countries. Hence, we now also offer the purchase of receivables (factoring) of a smaller magnitude in different European countries. Additionally, various financing, investment, and payment products of GRENKE BANK AG are part of our extensive product range. The GRENKE Bank also offers investment products to private customers via online sales.
In addition, GRENKE Bank offers financing for business start-ups and provides development funds in collaboration with a growing number of development banks fromindividual German states and the federal government. Collaborations are currently in place with the KfW Mittelstandsbank, Investitionsbank Berlin (IBB), L-Bank Baden-Württemberg, LfA Förderbank Bayern, NRW.BANK in North Rhine-Westphalia, and Thüringer Aufbaubank. The development funds offered are targeted at small and mid-sized companies and self-employed professionals who use leasing to finance their new investments. To date, about 7,806 leasing contracts have been concluded within the framework of these collaborations. We have also continued our cooperation with Thüringer Aufbaubank following two new global loans from NRW.BANK and LfA Förderbank Bayern in the first half of 2013 totalling EUR 40 million. In the reporting quarter, Thüringer Aufbaubank has granted us a further global loan of EUR 5 million.
We focus our offer mainly towards contracts with smaller volumes in order to diversify risk. Our portfolio is broadly diversified across clients and industries. A sophisticated IT-based scoring model allows us to correctly assess risks and benefits equally in times of overall economic strength and recessionary periods. We do not compromise on our strategic targets of balance sheet strength and profitability. With our broad international presence we can specifically concentrate on those sales markets having the most attractive opportunity and risk profiles. Sales channels specialised in indirect and online solutions as well as standardised and IT-based business processing secure attractive margins.
We have proven the success of our business model once again in the first nine months of 2013 with the GRENKE Group's growth in new business – that is the total of the acquisition costs of newly purchased lease assets, factoring volume, and business start-up financing – increasing 17 percent to EUR 851.8 million. Thus, we will exceed our long-term growth target of ten percent per year once again in 2013. The international business will remain our focus. Nevertheless, we continue to achieve satisfactory growth rates in Germany despite the high penetration level already achieved in this market.
Regions: Western Europe (without Germany): Austria, Belgium, France, Luxembourg, the Netherlands, Switzerland
Southern Europe: Italy, Malta, Portugal, Slovenia, Spain
Northern / Eastern Europe: Denmark, Finland, Ireland, Norway, Sweden, UK / the Czech Republic, Hungary, Poland, Romania, Slovakia Other regions: Brazil, Dubai, Turkey
The Economic Environment
In the third quarter of the current year, the business sentiment in the eurozone improved slightly. According to the Ifo Institute, the economy tended above the level of the second quarter. Nevertheless, the economy remained clearly below its long-term average growth trend. Recently, business expectations for next year improved sharply. Accordingly, the economies in most of the euro countries are expected to stabilise further.
However, the southern countries of the eurozone, especially Greece, Italy, Portugal, Spain, and Cyprus, largely decoupled from this trend and the economic activity there remained weak. Furthermore, the economic downturn also continued in France, Europe's second largest economy. In contrast, the German economy showed a continuous upward trend. The economic upswing is supported by a gradual recovery in exports and increasing investments following a lower level of investments in the first half of the year which were partly due to adverse weather conditions. Above all, the economic recovery was also based on growing consumer spending as a result of record employment levels and increasing wages. The rising order intake should continue to bolster investment activity.
The trend in business insolvencies is closely correlated with the general trend in the overall economy. Our sophisticated scoring model makes the related risks transparent enough for us to control them in a targeted manner by adjusting our conditions. Nevertheless, the trend in insolvencies has a certain influence on GRENKELEASING AG Consolidated Group's (hereinafter referred to as GRENKE Consolidated Group) loss rate. The largest global credit insurer, Euler Hermes, currently expects the insolvency wave to continue in Italy, Spain, Portugal, and Greece (in Greece, we are not present). According to the Euler Hermes forecast, the increase in insolvencies in these countries is expected to be 33 percent in 2013 after a rise of 28 percent in 2012. We have not yet observed a trend of higher losses in Spain, Portugal, and Italy. Losses remained in line with our expectations, i.e. the conditions calculated at the conclusion of the contract fully cover the risks. Therefore, we continued to expand in these countries in a targeted manner and increased the GRENKE Group's new business in Southern Europe by 9 percent in the nine-month period of 2013. However, these growth rates are below the levels of previous years.
In contrast, in recent months we have increased our growth efforts in Germany and Switzerland, among others. Here, according to Euler Hermes, the number of corporate insolvencies in 2013 is expected to rise by just 1 percent. Credit losses, which more than doubled to EUR 41 billion in the previous year, are expected to decline by approximately EUR 10 billion in the current year.
GRENKE Group's new business continues to be impacted by the overall economic development in its respective target markets to only a limited extent. Here, key industry trends such as bank business policies in the leasing business and the sector's increasing regulatory requirements are of much greater significance. No deviations from these basic statements have occurred in any of our regional markets in the reporting quarter.
On the refinancing side, the GRENKE Group is generally profiting from the low level of interest rates worldwide. Nevertheless, the impact of the market and central bank interest rates on our refinancing opportunities and costs is limited. We have a broad range of refinancing instruments at our disposal which can be employed in a flexible manner depending upon the market environment and the expected development in interest rates. In September 2013, S&P confirmed our good credit rating once again which provides us with access to financing at all times whether it be through programmes with banks, via our direct access to the capital market, or through actively managed deposits at GRENKE BANK AG. One highlight of S&P's rating was in particular the assessment of our risk position. This was raised by one notch due to our excellent track record in risk management and risk pricing even in years of crisis and due to our outperformance versus our competitors.
Report on the Results of Operations
Selected information from the consolidated income statement
| Jul. 1, 2013 to | Jul. 1, 2012 to | |
|---|---|---|
| EURk | Sep. 30, 2013 | Sep. 30, 2012 |
| Net interest income | 33,126 | 28,771 |
| Settlement of claims and risk provision | 12,081 | 11,068 |
| Net interest income after settlement of claims and risk provision | 21,045 | 17,703 |
| Profit from insurance business | 9,204 | 8,068 |
| Profit from new business | 10,621 | 8,098 |
| Profit from disposals | 688 | 849 |
| Income from operating business | 41,558 | 34,718 |
| Staff costs | 13,112 | 10,892 |
| Of which total remuneration | 10,889 | 8,983 |
| Of which fixed remuneration | 7,873 | 6,618 |
| Of which variable remuneration | 3,016 | 2,365 |
| Selling and administrative expenses (excluding staff costs) | 9,792 | 7,006 |
| Earnings before taxes | 17,001 | 15,295 |
| Net profit | 12,755 | 10,639 |
| Earnings per share (basic) in EUR | 0.87 | 0.78 |
| Earnings per share (diluted) in EUR | 0.87 | 0.78 |
Quarterly Comparison 2013 versus 2012
In the third quarter of fiscal year 2013, GRENKE Consolidated Group's earnings strength remained high. Net interest income rose 15 percent over the previous year's quarter benefitting from the attractive contribution margins of new business in the past quarters and low interest rates when issuing new debt. The refinancing costs increased only marginally since we were able to utilise a number of instruments at attractive conditions in the reporting quarter thanks to our firmly-established access to the capital market.
Expenses for the settlement of claims and risk provision increased 9 percent in the reporting quarter. Thus, the unusually strong rise of 27 percent of this line item in the second quarter of 2013 over the second quarter of 2012 has proven to be temporary volatility during the fiscal year which can be observed regularly in our business. In absolute terms, expenses for the settlement of claims and risk provision declined from EUR 13.8 million in the second quarter of 2013 to EUR 12.1 million in the third quarter of 2013. The loss rate was 1.7 percent in the reporting quarter and remained within our long-term target range. Net interest income after settlement of claims and risk provision rose a satisfying 19 percent in the third quarter of 2013. Nevertheless, risks continue to remain high going forward due to the difficult overall economic situation found in some European countries.
The profit from insurance business improved 14 percent compared to the previous year's quarter and the profit from new business exceeded the previous year's quarter by a favourable 31 percent. Both items have demonstrated a continuous positive trend overall throughout fiscal year 2013. The profit from disposals, which is typically very volatile on a quarterly basis, declined 19 percent in the third quarter. In total, the income from the operating business expanded 20 percent as compared to the same period of 2012.
The effects from the acquisitions of the companies of former franchisees are still reflected in our expenses. In addition to acquisitions in the reporting year, acquisitions in the prior year must also be taken into consideration since these companies were not yet fully included in the three month period of the third quarter of 2012. Accordingly, the reported increases in the expense positions in the third quarter of 2013 are relatively high. Staff costs rose 20 percent as a result of an increase in headcount which amounted to 152 employees – 43 of those due to the acquisitions. Depreciation and amortisation increased significantly for the same reason. This reflects the capitalisation of customer relationships and non-competitive clauses as intangible assets in the context of the business combinations which are now subject to scheduled amortisation.
Selling and administrative expenses grew disproportionately by 40 percent in the third quarter as a result of GRENKE Group's on-going expansion. This increase is largely influenced by the first-time consolidation of the former franchise companies in fiscal years 2012 and 2013. Consulting and auditing fees rose particularly strong due to expenses for a tax audit, expenses for performance improvements in our IT infrastructure, and comprehensive legal advice regarding the increased internationalisation of our business. As in the prior quarter, other operating expenses had a noticeable decline as a result of currency effects. Overall, we achieved a satisfactory operating result of EUR 17.1million in the third quarter of 2013. This corresponds to an increase of eleven percent over the previous year.
The tax rate of 25 percent after 30 percent was within the range of normal quarterly fluctuations. Thus, net profit in the reporting quarter rose 20 percent to EUR 12.8 million after EUR 10.6 million in the previous year's quarter. This amounted to earnings per share of EUR 0.87 after EUR 0.78.
Nine-Month Comparison 2013 versus 2012
The above information on the quarter under review essentially also applies to the nine-month period since the development of the first half-year had largely continued into the third quarter. There were no unusual changes in either overall business or in the individual items of the income statement.
In the first nine months, net interest income improved 19 percent to EUR 96.4 million after EUR 81.0 million in the previous year. Expenses for the settlement of claims and risk provision increased at the much lower rate of 13 percent and amounted to EUR 36.8 million after EUR 32.5 million in the previous year. Net interest income after settlement of claims and risk provision rose 23 percent to EUR 59.6 million after EUR 48.4 million.
Income from the operating business climbed a total of 20 percent to EUR 119.5 million after EUR 99.3 million and included the higher profits from insurance business and new business as well as from disposals. The operating result rose 12 percent to EUR 48.3 million after EUR 43.1 million in the previous year as a result of the aforementioned above-average increase in operating expenses.
At EUR 48.0 million, earnings before taxes exceeded the previous year's figure of EUR 42.5 million by 13 percent. Net profit after taxes reached EUR 35.1 million after EUR 30.2 million in the previous year, corresponding to growth of 16 percent. Earnings per share amounted to EUR 2.42 after EUR 2.21.
Segment Development
Business segments
GRENKE Consolidated Group's reporting on the development of its segments is aligned with the predominant organisational structure within the GRENKE Consolidated Group. Therefore, operating segments are divided into Leasing, Banking, and Factoring in accordance with the management of the Company's segments. A regional split of business activities is provided on a yearly basis as part of GRENKE's consolidated financial statements for each fiscal year. Separate financial information is available for the three operating segments. The result from intra-group risk provisions resulting from GRENKE BANK AG's purchase of lease receivables which had been reported as other comprehensive income in the segment reporting in fiscal year 2012, has been reclassified as operating segment income in fiscal year 2013. For the nine-month period, the previous year's figure has been adjusted accordingly by EUR 2,683k. This had no impact on the segment results.
Business Development
The information in the previous section on the results of operations of the GRENKE Consolidated Group also essentially applies to this section since the GRENKE Group Leasing segment continues to be the most important earnings pillar for the GRENKE Consolidated Group.
In the first nine months, GRENKE Group Leasing's operating segment income rose 15 percent to EUR 109.1 million after EUR 94.6 million. The segment result increased five percent to EUR 41.3 million after EUR 39.2 million. The operating segment income of the relatively new Factoring segment declined six percent from EUR 1.14 million to EUR 1.07 million as a result of typical business fluctuations. The segment result also declined to EUR –0.08 million after EUR 0.20 million in the prior year's period. The Banking segment experienced exceptionally favourable development. Operating segment income grew an above-average 51 percent to EUR 9.4 million from EUR 6.2 million, whereas the segment result almost doubled to EUR 7.0 million after EUR 3.7 million. Hence, we have developed our banking business into a main earnings pillar within only a few years since the beginning of the expansion of this segment in early 2009.
New Business
GRENKE Group Leasing's new business performed satisfactorily in the first nine months of the current fiscal year. An agreeable first half-year followed by a very pleasing third quarter led to a twelve percent increase in new business and amounted to EUR 720.3 million after EUR 640.7 million in the comparable period of the previous year. Once again, our domestic business achieved high growth. Due to increased sales activities we were able to gain additional market share in the highly-penetrated German market and to increase new business versus the previous year by 13 percent. We also recorded sustainable growth in our international markets: In Western Europe (without Germany), new business increased 17 percent to EUR 231.4 million after EUR 198.4 million in the nine-month period of the previous year – the same growth rates as in the first half of the year. We continued to achieve stable growth in Southern Europe and in Northern / Eastern Europe. New business expanded nine percent in each of these regions. In our other regions, which include our new countries of Brazil, Dubai, and Turkey, we have purposely restricted the rate of new business growth. Here, new business grew only three percent in the nine-month period to EUR 12.7 million after EUR 12.3 million in the prior year. We are still in a phase of carefully observing these markets which are new to us.
In the first nine months, the contribution margin 2 of GRENKE Group Leasing's new business rose ten percent to EUR 137.9 million compared to EUR 125.3 million in the previous year (prior year's figure has been adjusted as of the first quarter of 2013 due to a modified calculation method). At 19.1 percent, the CM2 margin was only slightly below the prior year's level (previous year's figure was also adjusted). We are proud of this development as it underpins our ability to generate significant growth even in the highly-penetrated, established, and lower-risk markets of Germany and Western Europe without accepting substantially lower margins.
We were also very successful with our factoring offers: New business volume soared 49 percent to EUR 127.0 million from EUR 85.2 million. This was largely supported by our international business. We were able to more than double our international new business over the previous year. In our domestic market of Germany, we continued to experience a very high level of new business growth of 23 percent. GRENKE Group's Factoring profit margin of 2.3 percent was at the previous year's level and is based on an average factoring period of approximately 24 days after approximately 33 days in the previous year.
GRENKE Bank's business also performed very favourably in the first nine months. The deposit volume grew 29 percent to EUR 246.4 million from EUR 190.9 million in the previous year. The volume of business start-up financing increased 12 percent in the first nine months and amounted to EUR 4.5 million after EUR 4.0 million in the comparable prior year's period. Various partnerships with German state development banks give us the opportunity to provide small and medium-sized companies and self-employed professionals' with access to development funds when they finance business investments through lease financing. In the reporting quarter, we added a new agreement for a global loan with Thüringer Aufbaubank.
Report on Financial Position and Net Assets
Selected information from the consolidated statement of financial position and the consolidated statement of cash flows
| EURk | Sep. 30, 2013 | Dec. 31, 2012 |
|---|---|---|
| Current assets | 1,071,231 | 1,020,928 |
| thereof cash and cash equivalents | 86,214 | 116,707 |
| thereof lease receivables | 749,614 | 688,141 |
| Non-current assets | 1,466,320 | 1,331,364 |
| thereof lease receivables | 1,310,319 | 1,185,787 |
| Total assets | 2,537,551 | 2,352,292 |
| Current liabilities | 938,171 | 758,164 |
| thereof financial liabilities | 832,315 | 639,199 |
| Non-current liabilities | 1,171,846 | 1,243,155 |
| thereof financial liabilities | 1,127,662 | 1,203,107 |
| Equity | 427,534 | 350,973 |
| Equity ratio in percent | 16.8 | 14.9 |
| Total liabilities and equity | 2,537,551 | 2,352,292 |
| Cash flow from operating activities | –38,201 | 80,067 |
| Net cash flow from operating activities | –53,424 | 62,597 |
| Cash flow from investing activities | –20,858 | –39,333 |
| Cash flow from financing activities | 41,293 | –10,752 |
| Total cash flow | –32,989 | 12,512 |
As per the reporting date of September 30, 2013, the GRENKE Consolidated Group's total assets rose eight percent as compared to the end of fiscal year 2012. Once again, equity had a disproportionate increase of 22 percent as a result of the appropriation to retained earnings and the successful capital increase carried out in February 2013.
The equity ratio continued to be above our long-term minimum target of 16 percent. As per the reporting date, the equity ratio amounted to 16.8 percent after 14.9 percent at the end of fiscal year 2012. This solid equity base provides us with sufficient leeway for GRENKE Consolidated Group's future growth.
As per the end of the reporting period, GRENKE Consolidated Group's cash and cash equivalents were 26 percent below the level recorded at the end of fiscal year 2012. However, they were fully within the range of normal business fluctuations. In the nine-month period, we utilised significant proceeds from a variety of transactions primarily to refinance the new business. We generally strive to limit the volume of available cash and cash equivalents not utilised in the operating business and to continuously optimise the deployed refinancing mix in line with our strategic management and the change in market conditions. Recently, we have further expanded our control instruments in this area: Since the beginning of September 2013, GRENKE Bank has direct access to the European payment transaction system through the routing control, which is a service offered by the Deutsche Bundesbank. This helps us to control our cash management even more efficiently.
Following extensive refinancing transactions in the first half of 2013, we have not issued any additional substantial volumes in the reporting quarter. We have added a promissory note loan with a volume of EUR 5 million and have issued commercial paper with a volume of EUR 15 million. Overall, we have successfully issued new shares leading to net proceeds of EUR 53.7 million, placed a bond with a volume of EUR 100 million, considerably increased our ABCP programmes, issued additional promissory note loans and commercial paper, and concluded a further credit facility in the nine-month period. Furthermore, we have expanded our collaborations with development banks.
The largest single position on GRENKE Consolidated Group's balance sheet continues to be lease receivables. Due to our growth, lease receivables rose 10 percent, net of customer repayments, as compared to the end of fiscal year 2012. Due to the construction of two new buildings in Baden-Baden and Strasbourg (France) in the current fiscal year, property, plant, and equipment rose 9 percent to EUR 40.3 million as per the reporting date after EUR 37.0 million as per December 31, 2012. Goodwill rose 8 percent from EUR 48.8 million to EUR 52.7 million and other intangible assets increased 26 percent from EUR 10.3 million to EUR 13.0 million as a result of the acquisition of former franchise companies. In the context of these acquisitions, it was necessary to capitalise goodwill and, in addition, customer relationships and non-competitive clauses were capitalised as intangible assets.
In the nine-month period, cash flow from operating activities amounted to EUR –38.2 million. This was primarily the result of EUR 48.0 million in net profit, EUR 179.0 million in cash outflows from the change in lease receivables, EUR 78.9 million in cash inflows from the change in liabilities from the refinancing of lease receivables, and a EUR 37.0 million increase in liabilities from the deposit business. As per the end of the first nine months, the net cash flow from operating activities amounted to EUR –53.4 million after interest paid and received and taxes paid of EUR 14.9 million.
Cash flow from investing activities amounted to EUR –20.9 million in the first nine months of fiscal year 2013 and mainly included payments for the acquisition of former franchise companies. Total cash flow, including cash flow from financing activities of EUR 41.3 million, which mainly reflects the proceeds of EUR 53.7 million from the cash capital increase in the first quarter of 2013, amounted to EUR –33.0 million in the nine-month period.
Matters Concerning the Board of Directors
Ms Antje Leminsky, who initially joined the Company as a Representative of the Board on August 1, 2012 assumed both IT responsibility as well as the position of Chief Information Officer (CIO) from Mr Wolfgang Grenke on August 1, 2013 as planned. In addition, she was appointed Deputy Chairman of the Board of Directors of GRENKELEASING AG by the Supervisory Board.
IT is of strategic importance to the GRENKE Group since the business model is geared towards the highest efficiency and reliability of its IT systems as possible. Standardisation, IT-supported automation, and quick response times are essential barriers to entry in our market.
Report on the Forecasts and Outlook
Report on Risks and Opportunities
The following risks and opportunities report relates to both the GRENKE Consolidated Group and its segments. The risks and opportunities described in the 2012 Annual Financial Report continue to be relevant. Going forward, we continue to believe that opportunities for business development outweigh the customary risks associated with our business model.
In particular, the demand for lease financing – measured in terms of the number of applications received – remains high. This allows us to increase new business and at the same time generate risk adequate margins. Additional locations, branches, franchise partners, the penetration of new regional sales markets, and the diversification of our financial services should continue to contribute to our growth in the future.
A possible lack of willingness by the market in general to provide funds for refinancing at economically feasible conditions does not constitute a material risk for us since even in difficult market situations the capital markets still sufficiently provide such funds to issuers with a good reputation. Accordingly, we have been able to continuously and successfully place issues in very different market situations for many years. Furthermore, our access to banking deposits at GRENKE BANK AG also provides us with a remarkably attractive source of refinancing that we use with a high level of flexibility. We also continued to seize this opportunity in the third quarter.
Risks to income development result particularly from higher losses in periods of recession. Generally, losses are subject to a certain measure of volatility during the year. In addition, there is typically around a two year time lag compared to the underlying transactions, i.e. our new business. Taking such risks forms a key element of our business model. The steering of GRENKE Consolidated Group is geared towards the most precise assessment of risks at a contract's conclusion in order to determine conditions for financing with an appropriate premium.
The risk of rising interest rates continues to be of essential importance to the GRENKE Consolidated Group. Exposure to interest rate risks in connection with the refinancing of the lease receivables is limited since this refinancing – if subject to a floating rate at all – is hedged using derivatives. Nevertheless, risks due to changes in interest rates and spreads can arise in new business. Therefore, the delay with which we pass on interest rate changes to customers can have a temporary impact on the profitability of the new business. However, recent statements from the leading central bank representatives indicate a continuation of the extremely low interest rate policy meaning that a substantial change in the market's interest rate environment is not yet foreseeable.
Outlook
With growth of 17 percent to EUR 851.8 million, new business in the GRENKE Group for the nine-month period was fully on track to reach our full-year outlook of growth of between 13 and 16 percent. Thus, our rate of expansion continues to clearly exceed our longterm target of ten percent. We were also able to successfully sustain the growth trend of the two preceding quarters in the third quarter. Attractive and risk-adequate CM2 margins remain the focus of our Company's management. We focus on those respective markets in which we can achieve appropriate margins for the risks assumed and thus secure the profitability of the GRENKE Consolidated Group.
Going forward, we will continue to work diligently on our regional expansion and on the diversification of our financing solutions in order to achieve sustainable new business growth. We are taking advantage of various opportunities offered in different countries in a targeted manner – both within and especially outside of Europe. Following the continued expansion of our activities in Europe and South America, the market entry into Canada is still on the agenda for the current year. Overall, net interest income should benefit once again in the reporting year first and foremost from the strong and high-margin growth of the previous years which is increasingly generating income as the terms of the contracts progress.
Temporary burdens may result from losses which generally fluctuate in the course of the year. However, losses developed favourably in the reporting quarter. In addition, we will invest to a relatively significant scale in our expansion through increased sales efforts, the acquisition of previous franchise companies, and through a high frequency of "cell divisions". Initially, this will have an adverse effect on our cost basis. However, we will see a clear relief in expense growth in the fourth quarter due to basis effects. Therefore, we fully confirm our forecasts which were previously stated in the 2012 Annual Report: GRENKE Consolidated Group's net profit should noticeably improve and reach EUR 44 – 48 million in 2013.
Interim Consolidated Financial Statements
Consolidated Income Statement
| 3-month report | 9-month report | ||||
|---|---|---|---|---|---|
| July 1, 2013 to | July 1, 2012 to | Jan. 1, 2013 to | Jan. 1, 2012 to | ||
| EURk | Sept. 30, 2013 | Sept. 30, 2012 | Sept. 30, 2013 | Sept. 30, 2012 | |
| Interest and similar income from financing business | 47,734 | 43,342 | 140,055 | 124,690 | |
| Expenses from interest on refinancing and deposit business | 14,608 | 14,571 | 43,664 | 43,724 | |
| Net interest income | 33,126 | 28,771 | 96,391 | 80,966 | |
| Settlement of claims and risk provision | 12,081 | 11,068 | 36,797 | 32,536 | |
| Net interest income after settlement of claims and risk provision | 21,045 | 17,703 | 59,594 | 48,430 | |
| Profit from insurance business | 9,204 | 8,068 | 25,849 | 21,992 | |
| Profit from new business | 10,621 | 8,098 | 32,031 | 25,791 | |
| Profit from disposals | 688 | 849 | 2,034 | 3,051 | |
| Income from operating business | 41,558 | 34,718 | 119,508 | 99,264 | |
| Staff costs | 13,112 | 10,892 | 37,973 | 31,107 | |
| Depreciation and impairment | 1,468 | 848 | 3,932 | 2,266 | |
| Selling and administrative expenses (not including staff costs) | 9,792 | 7,006 | 28,349 | 21,276 | |
| Other operating expenses | 759 | 1,317 | 3,101 | 3,988 | |
| Other operating income | 662 | 713 | 2,114 | 2,439 | |
| Operating result | 17,089 | 15,368 | 48,267 | 43,066 | |
| Expenses / income from fair value measurement | –13 | 85 | 75 | 108 | |
| Other interest income | 119 | 79 | 424 | 273 | |
| Other interest expenses | 194 | 237 | 770 | 926 | |
| Earnings before taxes | 17,001 | 15,295 | 47,996 | 42,521 | |
| Income taxes | 4,246 | 4,656 | 12,890 | 12,283 | |
| Net profit | 12,755 | 10,639 | 35,106 | 30,238 | |
| Earnings per share (basic) in EUR | 0.87 | 0.78 | 2.42 | 2.21 | |
| Earnings per share (diluted) in EUR | 0.87 | 0.78 | 2.42 | 2.21 | |
| Average shares outstanding (basic) | 14,700,000 | 13,684,099 | 14,510,216 | 13,684,099 | |
| Average shares outstanding (diluted) | 14,700,000 | 13,684,099 | 14,510,216 | 13,684,099 |
Consolidated Statement of Comprehensive Income
| 3-month report | 9-month report | ||||
|---|---|---|---|---|---|
| July 1, 2013 to | July 1, 2012 to | Jan. 1, 2013 to | Jan. 1, 2012 to | ||
| EURk | Sept. 30, 2013 | Sept. 30, 2012 | Sept. 30, 2013 | Sept. 30, 2012 | |
| Net profit | 12,755 | 10,639 | 35,106 | 30,238 | |
| Items that may be reclassified to profit and loss in future periods | |||||
| Appropriation to / reduction of hedging reserve (before taxes) | –37 | –68 | 422 | –397 | |
| Income taxes | 6 | 3 | –22 | 43 | |
| Appropriation to / reduction of hedging reserve (after taxes) | –31 | –65 | 400 | –354 | |
| Change in currency translation differences | 738 | 565 | –962 | 1,755 | |
| Items that will not be reclassified to profit and loss in future periods | |||||
| Appropriation to / reduction of reserve for actuarial gains and losses from | |||||
| pensions (before taxes) | 0 | 0 | –148 | –83 | |
| Income taxes | 0 | 0 | 35 | 19 | |
| Appropriation to / reduction of reserve for actuarial gains and losses from | |||||
| pensions (after taxes) | 0 | 0 | –113 | –64 | |
| Other comprehensive income | 707 | 500 | –675 | 1,337 | |
| Total comprehensive income | 13,462 | 11,139 | 34,431 | 31,575 |
Consolidated Statement of Financial Position
| EURk | Sept. 30, 2013 | Dec. 31, 2012 |
|---|---|---|
| Assets | ||
| Current assets | ||
| Cash and cash equivalents | 86,214 | 116,707 |
| Positive market values of derivative financial instruments | 2,260 | 3,248 |
| Lease receivables | 749,614 | 688,141 |
| Other current financial assets | 80,453 | 84,903 |
| Trade receivables | 3,637 | 3,726 |
| Lease assets for sale | 9,741 | 8,588 |
| Tax assets | 10,653 | 4,838 |
| Other current assets | 128,659 | 110,777 |
| Total current assets | 1,071,231 | 1,020,928 |
| Non-current assets | ||
| Lease receivables | 1,310,319 | 1,185,787 |
| Positive market values of derivative financial instruments | 500 | 990 |
| Other non-current financial assets | 26,444 | 29,056 |
| Property, plant, and equipment | 40,291 | 37,035 |
| Goodwill | 52,746 | 48,815 |
| Other intangible assets | 12,971 | 10,328 |
| Deferred tax assets | 22,200 | 18,622 |
| Other non-current assets | 849 | 731 |
| Total non-current assets | 1,466,320 | 1,331,364 |
| Total assets | 2,537,551 | 2,352,292 |
Consolidated Statement of Financial Position
| EURk | Sept. 30, 2013 | Dec. 31, 2012 |
|---|---|---|
| Liabilities and equity | ||
| Liabilities | ||
| Current liabilities | ||
| Financial liabilities | 832,315 | 639,199 |
| Negative market values of derivative financial instruments | 3,057 | 3,800 |
| Trade payables | 11,909 | 14,828 |
| Tax liabilities | 4,730 | 2,836 |
| Deferred liabilities | 6,635 | 5,146 |
| Current provisions | 1,884 | 2,251 |
| Other current liabilities | 10,713 | 19,824 |
| Deferred lease payments | 66,928 | 70,280 |
| Total current liabilities | 938,171 | 758,164 |
| Non-current liabilities | ||
| Financial liabilities | 1,127,662 | 1,203,107 |
| Negative market values of derivative financial instruments | 1,192 | 3,553 |
| Deferred tax liabilities | 40,440 | 33,987 |
| Pensions | 2,354 | 2,156 |
| Non-current provisions | 197 | 322 |
| Other non-current liabilities | 1 | 30 |
| Total non-current liabilities | 1,171,846 | 1,243,155 |
| Equity | ||
| Share capital | 18,790 | 17,491 |
| Capital reserves | 112,757 | 60,166 |
| Retained earnings | 294,158 | 270,812 |
| Other components of equity | 1,829 | 2,504 |
| Total equity | 427,534 | 350,973 |
| Total liabilities and equity | 2,537,551 | 2,352,292 |
Consolidated Statement of Cash Flows
| Jan. 1, 2013 | Jan. 1, 2012 | ||
|---|---|---|---|
| EURk | to Sept. 30, 2013 | to Sept. 30, 2012 | |
| Earnings before taxes | 30,995 | 27,226 | |
| Non-cash items contained in net profit and reconciliation to cash flow from | |||
| operating activities | |||
| + | Depreciation and impairment | 3,932 | 2,266 |
| – / + | Profit / loss from the disposal of property, plant, and equipment and intangible assets | –19 | 66 |
| – / + | Net income from non-current financial assets | 346 | 653 |
| – / + | Non-cash changes in equity | –240 | 819 |
| + / – | Increase / decrease in deferred liabilities, provisions and pensions | 1,086 | 292 |
| – | Additions to lease receivables | –740,237 | –654,289 |
| + | Payments by lessees | 586,526 | 501,917 |
| + | Disposals / reclassifications of lease receivables at residual carrying amounts | 114,036 | 94,732 |
| – | Interest and similar income from financing business | –140,055 | –124,690 |
| + / – | Decrease / increase in other receivables from lessees | –3,238 | –3,136 |
| + / – | Currency translation differences | 3,943 | –7,195 |
| = | Change in lease receivables | –179,025 | –192,661 |
| + | Addition to liabilities from refinancing | 1,017,836 | 1,014,251 |
| – | Payment of annuities to refinancers | –239,972 | –209,666 |
| – | Disposal of liabilities from refinancing | –741,866 | –666,770 |
| + | Expenses from interest on refinancing and on deposit business | 43,664 | 43,724 |
| + / – | Currency translation differences | –775 | 2,264 |
| = | Change in refinancing liabilities | 78,887 | 183,803 |
| + / – | Increase / decrease in liabilities from deposit business | 37,019 | 35,746 |
| – / + | Increase / decrease in loans to franchisees | –142 | –1,577 |
| Changes in other assets / liabilities | |||
| – / + | Increase / decrease in other assets | –19,748 | –23,594 |
| + / – | Increase / decrease in deferred lease payments | –3,394 | –6,068 |
| + / – | Increase / decrease in other liabilities | –4,899 | 5,637 |
| = | Cash flow from operating activities | –38,201 | 47,903 |
continued on the next page
Consolidated Statement of Cash Flows
| Jan. 1, 2013 | Jan. 1, 2012 | |
|---|---|---|
| EURk | to Sept. 30, 2013 | to Sept. 30, 2012 |
| – / + Income taxes paid / received |
–14,877 | –12,475 |
| – Interest paid |
–770 | –926 |
| + Interest received |
424 | 273 |
| = Net cash flow from operating activities |
–53,424 | 34,775 |
| – Payments for the acquisition of property, plant, and equipment and intangible assets |
–5,145 | –5,516 |
| – / + Payments / proceeds from acquisition of subsidiaries |
–15,930 | –31,358 |
| + Proceeds from the sale of property, plant, and equipment and intangible assets |
217 | 80 |
| = Cash flow from investing activities |
–20,858 | –36,794 |
| + / – Borrowing / repayment of bank liabilities |
–638 | –667 |
| – Dividend payments |
–11,760 | –10,263 |
| + Proceeds from cash capital increase |
53,691 | 0 |
| = Cash flow from financing activities |
41,293 | –10,930 |
| Cash funds at beginning of period | ||
| Cash in hand and bank balances | 116,707 | 104,234 |
| – Bank liabilities from overdrafts |
–637 | –482 |
| = Cash and cash equivalents at beginning of period |
116,070 | –103,752 |
| + / – Change due to currency translation |
92 | –253 |
| = Cash funds after currency translation |
116,162 | 103,499 |
| Cash funds at end of period | ||
| Cash in hand and bank balances | 86,214 | 92,383 |
| – Bank liabilities from overdrafts |
–3,041 | –1,833 |
| = Cash and cash equivalents at end of period |
83,173 | 90,550 |
| Change in cash and cash equivalents during the period (= total cash flow) | –32,989 | –12,949 |
| Net cash flow from operating activities | –53,424 | 34,775 |
| + Cash flow from investing activities |
–20,858 | –36,794 |
| + Cash flow from financing activities |
41,293 | –10,930 |
| = Total cash flow |
–32,989 | –12,949 |
Consolidated Statement of Changes in Equity
| Retained | Reserve | ||||||
|---|---|---|---|---|---|---|---|
| Share | Capital | earnings / | Hedging | for actuarial | Currency | Total | |
| EURk | capital | reserves | Group net profit | reserve | gains / losses | translation | equity |
| Equity as per | |||||||
| January 1, 2013 | 17,491 | 60,166 | 270,812 | –445 | –494 | 3,443 | 350,973 |
| Comprehensive | |||||||
| income | 35,106 | 400 | –113 | –962 | 34,431 | ||
| Dividend payment in | |||||||
| 2013 for 2012 | –11,760 | –11,760 | |||||
| Cash capital increase | 1,299 | 52,591 | 53,890 | ||||
| Equity as per | |||||||
| Sept. 30, 2013 | 18,790 | 112,757 | 294,158 | –45 | –607 | 2,481 | 427,534 |
| Equity as per | |||||||
| January 1, 2012 | 17,491 | 60,166 | 238,613 | –248 | –105 | 1,740 | 317,657 |
| Comprehensive | |||||||
| income | 30,238 | –354 | –64 | 1,755 | 31,575 | ||
| Dividend payment in | |||||||
| in 2012 for 2011 | –10,263 | –10,263 | |||||
| Equity as per | |||||||
| Sept. 30, 2012 | 17,491 | 60,166 | 258,588 | –602 | –169 | 3,495 | 338,969 |
Consolidated Segment Report
| EURk | Leasing segment | Banking segment | Factoring segment | Total segments | Consolidation effects | Consolidated Group | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| January to September | 2013 | 2012 | 2013 | 2012 | 2013 | 2012 | 2013 | 2012 | 2013 | 2012 | 2013 | 2012 |
| Operating segment income | 109,073 | 94,604 | 9,362 | 6,201 | 1,073 | 1,142 | 119,508 | 101,947 | 0 | 0 | 119,508 | 101,947 |
| Segment result | 41,310 | 39,180 | 7,039 | 3,686 | –82 | 200 | 48,267 | 43,066 | 0 | 0 | 48,267 | 43,066 |
| Reconciliation to consoli | ||||||||||||
| dated financial statements | ||||||||||||
| Operating result | 48,267 | 43,066 | ||||||||||
| Other financial income | –271 | –545 | ||||||||||
| Taxes | 12,890 | 12,283 | ||||||||||
| Net profit according to | ||||||||||||
| consolidated income | ||||||||||||
| statement | 35,106 | 30,238 | ||||||||||
| As per September 30 | ||||||||||||
| Segment assets | 2,442,848 | 2,146,188 | 370,905 | 309,199 | 13,383 | 11,162 | 2,827,136 | 2,466,549 | –322,438 | –256,237 | 2,504,698 | 2,210,312 |
| Reconciliation to consoli | ||||||||||||
| dated financial statements | ||||||||||||
| Tax assets | 32,853 | 21,389 | ||||||||||
| Total assets according to | ||||||||||||
| consolidated statement of | ||||||||||||
| financial position | 2,537,551 | 2,231,701 |
Business Segments
GRENKE Consolidated Group's reporting on the development of its segments is aligned with the predominant organisational structure within the GRENKE Consolidated Group. Therefore, the operating segments are divided into Leasing, Banking, and Factoring in accordance with the management of the Company's segments. A regional spit of the business activities is provided on a yearly basis as part of GRENKE's consolidated financial statements for each fiscal year. Separate financial information is available for the three operating segments. The result from intra-group risk provision resulting from GRENKE BANK AG's purchase of lease receivables which had previously been reported as other comprehensive income in the segment reporting, has now been reclassified as operating segment income. The previous year's figure has been adjusted accordingly by EUR 2,683k. This had no impact on the segment results.
Reportable Segments
The Leasing segment comprises all of the activities that are related to the Consolidated Group's leasing business. The service offer encompasses the provision of financing to commercial lessees, rental, insurance, service, and maintenance offerings, as well as the disposal of used equipment.
The Banking segment comprises the activities of GRENKE BANK AG, which regards itself as a financing partner particularly to smalland medium-sized companies. Additionally, GRENKE BANK AG cooperates with development banks in providing financing to this clientele in the context of business start-ups. Furthermore, fixed-term deposits are offered to investors via its internet presence. The bank's business is focused primarily on German customers. In addition, GRENKE BANK AG supports the refinancing of GRENKE Consolidated Group's leasing business through intra-group purchases of lease receivables.
The Factoring segment contains the activities of GRENKEFACTORING GmbH, which performs traditional factoring services and which is focused on small-ticket factoring in Germany.
Notes to the Interim Consolidated Financial Statements
Accounting Policies
The interim consolidated financial statements of GRENKELEASING AG (hereafter also referred to as "GRENKE Consolidated Group") as per September 30, 2013 meet the requirements of the International Financial Reporting Standards (IFRS) published by the International Accounting Standards Board (IASB) and adopted by the EU, as did the consolidated financial statements as per December 31, 2012. The provisions on interim reporting set out in IAS 34 were applied accordingly. All interim financial statements of the companies included in the consolidated financial statements of the GRENKE Consolidated Group have been prepared using uniform accounting policies.
As interim reporting is based on the consolidated financial statements, detailed information on accounting and consolidation policies can be found in the notes to the consolidated financial statements for the year ended December 31, 2012. The accounting policies used are the same as those used in the previous year with the exception of the new standards that have become mandatory, which are presented briefly in the following paragraph below. In addition, some of the positions in the statement of financial position were renamed for better clarity of the content of the position. For overview purposes, financial liabilities were summarised in one balance sheet position and split into current and non-current. A detailed presentation of this position is still provided in the notes. The unappropriated surplus, which has been separately reported in the previous year, is now included in retained earnings.
The interim consolidated financial statements and the interim management report as per September 30, 2013 were neither subject to an audit nor an audit review by an auditor.
Mandatory New Accounting Standards
The first-time application of the amendment to IAS 19 "Employee Benefits" (revised in 2011, IAS 19R) published by the IASB in June 2011 had only a minor impact on GRENKELEASING AG's consolidated financial statements. The abolishment of the corridor method had no effect as it has not been applied in the GRENKE Consolidated Group and actuarial gains and losses had thus already been recognised in other comprehensive income. The adoption of a uniform net interest component for interest from plan assets and the interest expense of plan obligations had only an immaterial effect on the consolidated financial statements since plan assets within the GRENKE Consolidated Group only exist for defined benefit obligations in Switzerland. The disclosure information will continue to expand until the year's end. The amendments to termination benefit requirements had no influence on GRENKELEASING AG's consolidated financial statements.
In May 2011, the IASB published IFRS 13 "Fair Value Measurement" which compiles the regulations of fair value measurement previously found in individual IFRSs and replaces them with a uniform regulation. As only very few financial instruments of the GRENKE Consolidated Group were measured at fair value and the measurement and the former valuation was in accordance with the regulations of IFRS 13, there has been no impact on the consolidated financial statements. The supplementary disclosure requirements of IAS 34 in conjunction with IFRS 13 are provided in the notes under "Disclosures for Financial Instruments" in these interim financial statements. The amended pronouncements of IFRIC 20 "Stripping Costs in the Production Phase of a Surface Mine" had no effect on the consolidated financial statements of GRENKELEASING AG.
The amendments to IAS 32 and IFRS 7, which were published by the IASB in December 2011, also did not have an impact on the consolidated financial statements. These changes intend to clarify existing inconsistencies via amendments to the application guidelines. However, the existing basic regulations concerning the offsetting of financial instruments remain unchanged. The amendments also define increased disclosure requirements.
In June 2011, the IASB published amendments to IAS 1 "Presentation of Financial Statements" (July 1, 2012). GRENKELEASING AG applied these amendments in advance as per December 31, 2012. The presentation of other comprehensive income was changed to the extent that the items of other comprehensive income are presented dependent upon the possibility of whether or not they can be reclassified to profit and loss.
Use of Assumptions and Estimates
The main estimating uncertainties and the associated disclosure requirements are in the following areas:
- Determination of impairments on the basis of the recoverability rate for non-performing lease receivables from terminated lease contracts or contracts in arrears
- Use of estimated residual values at the end of the lease term to determine the present value of lease receivables
- Recognition of lease assets for sale at estimated residual values
Lease receivables from terminated lease contracts or contracts in arrears are carried at nominal value less appropriate bad debt allowances. The amount of bad debt allowances is determined using percentages and processing categories. Percentages are calculated using statistical methods. They are reviewed once a year for validity. Processing statuses are grouped together in processing categories which are set up with a view to risk.
The following table lists the processing categories:
| Description |
|---|
| Current contract not in arrears |
| Current contract in arrears |
| Terminated contract with serviced instalment agreement |
| Terminated contract (recently terminated or court order for payment applied for) |
| Legal action (pending or after objection to court payment order) |
| Order of attachment issued / Debt-collecting agency commissioned |
| Statement in lieu of oath (applied for or issued) and insolvency proceedings instituted but not completed |
| Derecognised |
| Being settled (not terminated) |
| Discharged (completely paid) |
Impairment is assumed for categories 2 to 7 as the contracts have been terminated due to defaults in payment. The allowance rates range between 5% and 100%. Estimated residual values are used to determine the present value of lease receivables. Nonguaranteed residual values are used to calculate lease receivables in accordance with the definition in IAS 17. Estimated residual values comprise anticipated sales proceeds and any revenues generated in a renewal period. They are determined on the basis of past experience and statistical methods.
Based on experience and dependent upon the terms of the lease, residual values of additions up until the end of 2006 ranged between 11% and 15% of historical cost. In fiscal year 2007, due to an improvement in forecasting capabilities for the statistical population, this allocation could be further broken down into more detailed maturity groups. For additions from 2007 to 2008, the residual values range between 7.7% and 28.4% of historical cost depending upon the duration of the lease. Residual values of between 6.5% and 28.4%
were used for additions from 2009. For additions after April 1, 2011, residual values of between 6.5% and 23.5% were applied and continue to be valid.
Proceeds are at best estimated based on statistical analyses. If the post-transaction recoverable amount is lower than expected (from sale and subsequent lease), the lease receivables are impaired. However, an increase in the recoverable amount remains unrecognised.
Lease assets for sale are measured on the basis of the average sales proceeds per age group realised in the past fiscal year in relation to the original cost. Lease assets for sale are measured at historical residual values, taking their actual saleability into account. As per the end of the reporting period, the residual values used had amounted to between 3.6% and 17.6% of the historical cost (previous year: between 3.2% and 16.4%). If a sale is considered unlikely due to the condition of the asset, the asset is impaired in profit and loss.
Lease Receivables
| EURk | Sep. 30, 2013 | Sep. 30, 2012 |
|---|---|---|
| Change in lease receivables from current contracts (performing lease receivables) | ||
| Balance at beginning of period | 1,771,673 | 1,484,934 |
| + Change during the period | 182,095 | 206,351 |
| Lease receivables (current + non-current) from current contracts at end of period | 1,953,768 | 1,691,285 |
| Changes in lease receivables from terminated contracts / contracts in arrears | ||
| (non-performing lease receivables) | ||
| Gross receivables at beginning of period | 198,623 | 168,393 |
| – accumulated valuation allowances at beginning of period | 96,368 | –84,573 |
| = Non-performing lease receivables at beginning of period | 102,255 | 83,820 |
| + Additions to gross receivables during the period | 39,818 | 42,937 |
| – Disposals of gross receivables during the period | 24,372 | 23,593 |
| + Disposal of accumulated valuation allowances during the period | 12,467 | 14,154 |
| – Addition of accumulated valuation allowances during the period | 24,003 | 20,979 |
| Non-performing lease receivables at end of period | 106,165 | 96,339 |
| Lease receivables (carrying amount, current and non-current) at beginning of period | 1,873,928 | 1,568,754 |
| Lease receivables (carrying amount, current and non-current) at end of period | 2,059,933 | 1,787,624 |
Financial Liabilities
The GRENKELEASING AG Consolidated Group's financial liabilities comprise liabilities from the refinancing of the leasing business, bank liabilities, and liabilities from deposit business.
| EURk | Sep. 30, 2013 | Dec. 31, 2012 |
|---|---|---|
| Financial liabilities | ||
| Current financial liabilities | ||
| Liabilities from the refinancing of the leasing business | 718,158 | 521,883 |
| ABS / ABCP related liabilities | 191,626 | 168,739 |
| Bonds, revolving facilities, debentures, and private placements | 445,309 | 287,873 |
| Committed development loans | 22,124 | 18,645 |
| Sales of receivables agreements | 59,099 | 46,626 |
| Current liabilities from deposit business | 110,277 | 115,890 |
| Current bank liabilities | 3,880 | 1,426 |
| thereof current account liabilities | 3,041 | 637 |
| Total current financial liabilities | 832,315 | 639,199 |
| EURk | Sep. 30, 2013 | Dec. 31, 2012 |
| Non-current financial liabilities | ||
| Liabilities from the refinancing of the leasing business | 990,522 | 1,107,911 |
| ABS / ABCP related liabilities | 221,424 | 182,009 |
| Bonds, debentures, and private placements | 689,766 | 873,778 |
| Committed development loans | ||
| 14,490 | 19,672 | |
| Sales of receivables agreements | 64,842 | 32,452 |
| Non-current liabilities from deposit business | 136,109 | 93,477 |
| Non-current bank liabilities | 1,031 | 1,719 |
| Total non-current financial liabilities | 1,127,662 | 1,203,107 |
ABS Bond
On February 4, 2010, an ABS bond amounting to EUR 160,000k was placed via the special-purpose entity GOALS FINANCING 2009 LIMITED (GOALS 2009-1). The contracts with GOALS FINANCING 2009 LIMITED allowed the GRENKE Consolidated Group to sell further lease agreements on a revolving basis for a total of three years and up to a maximum volume of EUR 300,000k. The interest rate is variable at three-month EURIBOR plus a spread ranging between 1.25% and 3.5% depending on the tranche. Three tranches of bonds with different ratings (risk classes) were issued by the SPE. The size of the highest rated tranche is a reflection of the quality of the leasing portfolio and the internal risk management and directly impacts the cost of this type of financing. Of this bond, 76.5% (EUR 122,400k) was given the highest rating by Standard & Poor's (AAA) and FITCH (AAA). The wholly-owned subsidiary of GRENKELEASING AG, GRENKE FINANCE Plc., Dublin/Ireland, subscribed on a pro rata basis to the second tranche and fully subscribed to the last tranche (nominal amount: EUR 24,200k) of the ABS bond. As a result, the Consolidated Group received a cash inflow of only EUR 135,800k. The carrying amount of the total liability was EUR 96,212k as per the end of the reporting period (previous year: EUR 136,028k).
ABCP Programmes
The GRENKELEASING AG Consolidated Group has several asset-backed commercial paper programmes (ABCPs) with a total volume of EUR 533,333k as per the end of the reporting period. An overview of the programmes as per the end of the reporting period is as follows:
| Lease receivables eligible | Programme volume in EURk | Programme volume in EURk | ||
|---|---|---|---|---|
| ABCP programme / SPE | Initiating bank | for refinancing | as per Sep. 30, 2013 | as per Dec. 31, 2012 |
| German and Austrian | ||||
| Compass Variety Funding Limited | Portigon | lease receivables | 40,000 | 40,000 |
| German and French | ||||
| Kebnekaise Funding Limited | SEB AB | lease receivables | 110,000 | 110,000 |
| CORAL PURCHASING Limited | DZ-Bank | German lease receivables | 150,000 | 150,000 |
| Elektra Purchase No. 25 Limited/ | ||||
| (FCT GK2) | UniCredit | French lease receivables | 100,000 | 100,000 |
| Regency Assets Limited / | ||||
| (FCT GK 3) | HSBC | French lease receivables | 133,333 | 0 |
| Total | 533,333 | 400,000 |
The ABCP programmes grant GRENKE FINANCE Plc. and Grenke Investitionen Verwaltungs KGaA the right to refinance or to sell receivables to the respective programmes for a certain period of time. The cap on the purchase volume is determined by the volume of the programme, which is normally backed by the organising bank in the form of a liquidity commitment in the corresponding amount. As per the reporting date, a total volume of EUR 346,360k (previous year: EUR 241,575k) at carrying amount was utilised.
The ABCP programme Compass Variety Funding Limited with Portigon AG (formerly WestLB) was fixed at EUR 40,000k and extended on January 19, 2012 by an additional two years until January 19, 2014.
The programme commitment for the Kebnekaise Funding Limited ABCP programme will run until November 30, 2013 and the programme commitment for the CORAL Purchasing Limited ABCP programme until September 3, 2014. The programme commitment for the Elektra Purchase No. 25 ABCP programme will run until July 15, 2014.
To reflect the current legal conditions in France for the securitisation of French lease receivables (separate French securitisation act), a French securitisation vehicle (FCT = fonds commun de titrisation à compartiments/French issuer) was founded in 2009. The FCT initially consisted of just one so-called compartment ("FCT GK 1"). A second compartment was founded on January 18, 2011 ("FCT GK 2"). "FCT GK 2" is refinanced through the issue of FCT notes which are 100% subscribed by SPE Elektra Purchase No. 25 Limited. A third compartment was founded on March 26, 2013 ("FCT GK 3"). This third compartment is refinanced through the issue of so-called FCT senior notes and FCT subordinated notes. The FCT senior notes are 100% subscribed by Regency Assets Limited and the FCT subordinated notes are 100% subscribed by GRENKE FINANCE Plc. Within the FCT, the individual compartments are kept strictly separate from one another ("ring-fenced") and they all exclusively serve to finance French lease receivables. Both of the latter compartments are included in the scope of consolidation.
At per the reporting date, 64.94% of the refinancing framework of the ABCP programmes was utilised (previous year: 59.31%). The corresponding amount of receivables is assigned by way of collateral.
Sales of Receivables Agreements
Such agreements are currently in place with Stadtsparkasse Baden-Baden Gaggenau, Sparkasse Karlsruhe, UBS AG in Switzerland, the Commerzbank subsidiary BRE-Bank SA and DZ Bank Polska in Poland, and Norddeutsche Landesbank for receivables in the UK. The existing agreements allow for revolving sales of new receivables up to a maximum amount of: Stadtsparkasse Baden-Baden Gaggenau EUR 6,400k; Sparkasse Karlsruhe EUR 10,000k; UBS AG CHF 50,000k; BRE-Bank PLN 50,000k; DZ Bank Polska PLN 50,000k; Norddeutsche Landesbank GBP 70,000k.
Bonds, Debentures, and Private Placements
On February 12, 2013, a new promissory note loan was issued with a volume of EUR 20,000k, a starting date of March 1, 2013, and a term of 3 years until March 1, 2016. The loan will be redeemed through six identical semi-annual instalments starting September 1, 2013. The interest coupon amounts to 2.15%.
On March 28, 2013, a bullet promissory note loan was initiated with a term until January 5, 2017 and a volume of EUR 20,000k. The fixed interest rate amounts to 2.41%.
On May 28, 2013, a new fixed-interest bond was issued with a volume of EUR 100,000k and a term of 4 years from June 7, 2013 until June 7, 2017. The interest coupon is 2.0% and the discount amounts to EUR 350k.
On August 1, 2013, a bullet promissory note loan was initiated with a term of 3 years until August 1, 2016 and a volume of EUR 5,000k. The fixed interest rate amounts to 1.88%.
In March 2013, three bullet promissory note loans with a total volume of EUR 24,000k and a bond with a volume of EUR 75,000k were repaid in due time. On July 4, 2013, an additional bond with a volume of EUR 5,800k was repaid on time.
Development Loans
NRW.Bank
On February 18, 2010, GRENKELEASING AG and GRENKE BANK AG entered into a cooperation agreement with NRW.Bank, the development bank of the state of North Rhine-Westphalia. This opens up a new opportunity for incorporating development funding into lease financing. The refinancing of lease agreements takes place through the purchase of receivables by GRENKE BANK AG. These lease agreements are available exclusively for investment plans of commercial enterprises and members of self-employed professions located in North Rhine-Westphalia with annual sales of up to EUR 500,000k.
GRENKE BANK AG was granted a global loan of EUR 15,000k by NRW.Bank for precisely this purpose. The loan was drawn down for the first time in the amount of EUR 7,500k on March 22, 2010. The interest rate related to the 6-month Euribor plus a margin of 0.21% and a term of three years. The second draw-down of a further EUR 7,500k on November 25, 2010 also had a reference interest rate of 6-month Euribor and a bullet maturity of three years. Here, the margin is 0.19%. Hence, the volume of EUR 15,000k of the first global loan is fully utilised. On March 22, 2013, the first draw-down in an amount of EUR 7,500k was redeemed as scheduled.
On July 28, 2011, GRENKELEASING AG and GRENKE BANK AG together with NRW.Bank, the development bank of the state of North Rhine-Westphalia, continued and expanded the cooperation, which had been concluded on February 18, 2010 by issuing another global loan totalling EUR 15,000k. This second loan was first drawn down in the amount of EUR 7,500k with a bullet maturity of three years on August 29, 2011. The interest rate relates to the 6-month Euribor plus a margin of 0.07%.
The second draw-down of EUR 7,500k took place on August 3, 2012 with a term of 4 years. The loan will be redeemed by semi-annual instalments. Hence, the second global loan is fully utilised up to the planned volume of EUR 15,000k. The interest rate over the total term amounts to 0.82%.
On March 25, 2013, the third global loan in the amount of EUR 15,000k was concluded between GRENKELEASING AG, GRENKE BANK AG, and NRW.BANK, the development bank of the state of North Rhine-Westphalia. As per the time this report was prepared, this loan had not yet been drawn down. A specific interest rate will not be determined until the amount of the first borrowing limit has been drawn down.
Thüringer Aufbaubank
On January 16, 2012, GRENKELEASING AG and GRENKE BANK AG entered into a cooperation agreement with Thüringer Aufbaubank (TAB), the development bank of the state of Thuringia, similar to the agreement with NRW.Bank. The refinancing of lease agreements takes place through the purchase of receivables by GRENKE BANK AG. These lease agreements are available exclusively for investments made by small and medium-sized enterprises and self-employed professions located in Thuringia with annual sales of up to EUR 500,000k.
GRENKE BANK AG was granted a global loan of EUR 5,000k by TAB for this purpose. The loan was drawn down for the first time in the amount of EUR 2,500k on August 3, 2012 with a term of 4 years. The loan is redeemed retroactively on a yearly basis at fixed instalments. The interest rate over the total term amounts to 1.385%. The second draw-down of an additional EUR 2,500k took place on March 22, 2013 with a term of 3 years. The loan is redeemed retroactively on a yearly basis at fixed instalments. The interest rate over the total term amounts to 1.153%.
On September 27, 2013, a third global loan in an amount of EUR 5,000k was concluded between GRENKE BANK AG and TAB. As per the time this report was prepared, this loan had not yet been drawn down. A specific interest rate will not be determined until the amount of the first borrowing limit has been drawn down.
Investitionsbank Berlin
On June 6, 2012, GRENKELEASING AG and GRENKE BANK AG also entered into a cooperation agreement with Investitionsbank Berlin (IBB), the development bank of Berlin. The refinancing of lease agreements takes place through the purchase of receivables by GRENKE BANK AG. These lease agreements are available exclusively for investments made by small and medium-sized enterprises and self-employed professionals located in Berlin with annual sales of up to EUR 500,000k.
GRENKE BANK AG was granted a global loan of EUR 5,000k by IBB for this purpose. The loan was drawn down for the first time in the amount of EUR 2,500k on April 2, 2013 with a term of 3 years. The loan will be redeemed retroactively on a yearly basis at fixed instalments. The interest rate over the total term amounts to 0.968%.
LfA Förderbank Bayern
On January 30, 2013, GRENKELEASING AG and GRENKE BANK AG have established a further cooperation agreement with LfA Förderbank Bayern by means of a global loan in the amount of EUR 25,000k. Through this collaboration, small and medium-sized enterprises and self-employed professionals located in Bavaria can access development funds for investments via leasing. The lease agreements are available exclusively for investment plans of commercial enterprises and members of self-employed professions with annual sales of up to EUR 500,000k located in Bavaria. The refinancing of lease agreements takes place through the purchase of receivables by GRENKE BANK AG. As per the time this report was prepared, this loan had not yet been drawn down. A specific interest rate will not be determined until the amount of the first borrowing limit has been drawn down.
L-Bank
Since the beginning of 2011, GRENKE BANK AG has also offered the business start-up programme "ERP Gründungskredit Startgeld" of L-BANK, the State bank of Baden-Württemberg, next to the "KfW-Startgeld" of KfW-Mittelstandsbank. The loans are refinanced directly by the respective bank.
Revolving Credit Facility
In the context of five revolving credit facilities with a total volume of EUR 125,000k available to GRENKE FINANCE Plc., Dublin/Ireland, the GRENKE Consolidated Group has the possibility of taking on short-term funds with a minimum amount of EUR 5,000k and a term of usually one month at a time.
The facility with HSBC with a volume of EUR 15,000k was prolonged at the beginning of July 2013 and will run until the end of June 2014. The facility with Nord LB with a volume of EUR 20,000k was newly concluded in the first quarter of 2013 and will run until March 2014. The facilities with SEB, Deutsche Bank, and DZ-Bank which have been in place for several years have a volume of EUR 30,000k each and have the following terms: SEB (until March 2014), Deutsche Bank (until September 2014), DZ-Bank (until October 2014). On February 28, 2013, the facility with Portigon AG expired with no prolongation.
As per September 30, 2013, the revolving credit facilities were utilised in the amount of EUR 15,000k (previous year: EUR 55,000k).
Money Market Trading
GRENKE FINANCE Plc., Dublin/Ireland has a non-committed money market facility of EUR 25,000k from Bayerische Landesbank. As per September 30, 2013, this credit line was utilised in the amount of EUR 10,000k (previous year: EUR 25,000k). A further money market facility in the amount of EUR 10,000k is in place with Norddeutsche Landesbank. As per September 30, 2013, this line was not utilised (previous year: EUR 15,000k). A further money market facility in the amount of EUR 10,000k is in place with Commerzbank AG. As per September 30, 2013, this line was not utilised as in the previous year.
Commercial Papers
The GRENKE Consolidated Group has the possibility to issue commercial paper of up to a total volume of EUR 250,000k with a term of between 1 and 364 days. As per September 30, 2013, the commercial paper programme was utilised in the amount of EUR 15,000k (previous year: EUR 55,000k).
Disclosures for Financial Instruments
Fair Value Hierarchy
According to the IFRS 13 hierarchy for the measurement of financial instruments at fair value, the fair value hierarchy is composed of the following:
- Level 1: quoted (unadjusted) prices on active markets for identical assets or liabilities,
- Level 2: measurement methods in which all input parameters are directly or indirectly observable and have a significant effect on the fair value recognised,
- Level 3: measurement methods which use input parameters that have a significant effect on the fair value recognised and are not based on observable market data.
Most financial instruments which are accounted for at fair value are assigned to level 2. All financial instruments assigned to level 3 have a value of "zero" as per the reporting date.
In the past fiscal year, there were no reclassifications among the three levels of the measurement hierarchy.
Financial Instruments Recognised at Fair Value
As per the reporting date, all derivative financial instruments in the GRENKE Consolidated Group, which include interest rate swaps, interest rate caps, and forward exchange contracts, are recognised at fair value and are assigned to level 2. The interest rate swaps in an effective hedging relationship have a total negative fair value of EUR 52k as per the reporting date (previous year: negative fair value of EUR 606k). The interest rate swaps without a hedging relationship have a negative fair value of EUR 2,148k (previous year: EUR 3,534k) and / or a positive fair value of EUR 2,014k (previous year: EUR 3,325k) as per the reporting date.
The fair value of primary financial instruments are summarised in the following table. The fair value of lease receivables is estimated by using an interest rate which would be available if the full amount were refinanced, instead of the internal rate. A market interest rate for borrowings as per September 30, 2013 was used for the liabilities from the refinancing of lease receivables.
| Fair value | Carrying amount | Fair value | Carrying amount | |
|---|---|---|---|---|
| EURk | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2012 |
| Assets | ||||
| Lease receivables | 2,265,539 | 2,059,933 | 2,057,204 | 1,873,928 |
| Other financial assets | 107,429 | 106,897 | 114,297 | 113,955 |
| Liabilities | ||||
| Refinancing liabilities | 1,735,677 | 1,708,680 | 1,631,159 | 1,629,794 |
| Liabilities from deposit business | 261,290 | 246,386 | 211,524 | 209,367 |
| Bank liabilities | 4,954 | 4,911 | 3,020 | 3,145 |
The line items cash and cash equivalents, trade receivables, and trade payables, are not listed since their carrying amounts correspond to their fair values.
Measurement Methods
Financial assets and liabilities from hierarchy level 2 are recognised as assets and liabilities at historic cost and are carried at fair value upon subsequent measurement. The derivative financial instruments used by the Company are measured using either Bloomberg data (interest rate swaps) or the measurement basis provided by the banks (forward exchange contracts).
Equity
On February 21, 2013, GRENKELEASING AG carried out a capital increase. The share capital was increased by EUR 1,298,554.84 to EUR 18,789,976.70 against cash contribution through the partial exercise of the authorised capital which was resolved upon by the Annual General Meeting on May 12, 2009. Shareholders' subscription rights were excluded. In total, 1,015,901 new ordinary no-par value bearer shares were issued at a price of EUR 53.50. The new shares have the same dividend entitlement as the existing shares. Hence, the Company's share capital is divided into 14,700,000 no-par value bearer shares.
Income Taxes
The main components of the income tax expense in the consolidated income statement are:
| EURk | Jan. 1. – Sep. 30, 2013 Jan. 1. – Sep. 30, 2012 | |
|---|---|---|
| Income taxes | ||
| Current tax expense | 10,655 | 12,339 |
| Deferred taxes | 2,235 | –56 |
| Income tax expense | 12,890 | 12,283 |
Other Financial Obligations
As per September 30, 2013, there were no obligations for the acquisition of property, plant, and equipment. As per September 30, 2012 there were obligations of EUR 2,010k for the extension of an office building.
Acquisitions
Business Combinations in Fiscal Year 2012
The purchase price allocation for the acquisition of GRENKELEASING S.R.L., Bucharest/Romania, GRENKE RENT S.A., Madrid/Spain, and Grenke Renting S.A., Lisbon/Portugal, which were acquired in the previous year, was finalised in the third quarter of 2013. There were no adjustments to the preliminary fair value of the assets and liabilities. For further information regarding business combinations prior to fiscal year 2013, please refer to the notes to the Company's consolidated financial statements for the year ended December 31, 2012.
Business Combinations in Fiscal Year 2013
GC Leasing Finland Oy, Vantaa/Finland
On June 24, 2013, which is both the date of the purchase agreement and the date of acquisition, GRENKELEASING AG acquired 100% of the voting shares in GC Leasing Finland Oy, Vantaa/Finland.
Prior to the acquisition, GC Leasing Finland Oy, Vantaa/Finland was active within GRENKELEASING AG's franchise system specialising in the sale of small-ticket leases with a strong focus on IT and IT equipment. Since not all of the relevant information needed for determining the final purchase price allocation is yet available, the fair value of the assets and liabilities are preliminary and may be subject to adjustments as a result of additional information gained in the acquisition process.
The following information relates to the preliminary fair value of the significant categories of the identifiable assets and liabilities at the date of acquisition of the company. The fair values have changed slightly compared to June 30, 2013 on the basis of better knowledge gained: Intangible assets EUR 2,955k, lease receivables EUR 1,482k, other assets EUR 1,114k, refinancing liabilities EUR 945k, and other liabilities EUR 3,030k. Intangible assets are largely attributable to non-contractual relationships of resellers with clients and non-competitive clauses. Of the lease receivables, an amount of EUR 164k is impaired and is not expected to be recovered. The refinancing liabilities are owed to GRENKE FINANCE Plc., Dublin/Ireland. Other liabilities mainly include other intra-group liabilities and deferred tax liabilities. The intra-group liabilities were eliminated as a result of the consolidation and are therefore not reported in the consolidated statement of financial position. The deferred tax liabilities resulted from the revaluation and identification of assets in the course of the purchase price allocation. The purchase price allocation which is still preliminary resulted in goodwill of EUR 3,608k which is not tax deductible. Goodwill includes intangible assets which could not be separately identified such as employees and expected synergy effects. Since the date of acquisition, the acquired company has contributed net interest income of EUR 32k and a negative net profit of EUR 83k to the Consolidated Group's net profit. The total consideration paid for the business combination amounted to EUR 5,184k and consisted solely of cash. Cash acquired with the business combination amounted to EUR 645k. All costs related to the acquisition were recognised in profit and loss.
GC Leasing Slovensko s.r.o., Bratislava/Slovakia
In addition, by way of a purchase agreement dated June 21, 2012, GRENKELEASING AG acquired 100% of the voting shares in GC Leasing Slovensko s.r.o., Bratislava/Slovakia. Control was assumed on June 28, 2012.
Prior to the acquisition, GC Leasing Slovensko s.r.o., Bratislava/Slovakia was active within GRENKELEASING AG's franchise system and specialised in the sale of small-ticket leases with a strong focus on IT and IT equipment. Since not all of the relevant information needed for determining the final purchase price allocation is yet available, the fair value of the assets and liabilities are preliminary and may be subject to adjustments as a result of additional information gained in the acquisition process.
The following information relates to the preliminary fair value of the significant categories of the identifiable assets and liabilities at the date of acquisition of the company. The fair values have changed slightly compared to June 30, 2013 on the basis of better knowledge gained: Intangible assets EUR 479k, lease receivables EUR 5,497k, other assets EUR 1,436k, refinancing liabilities EUR 5,025k, other intra-group liabilities EUR 949k, deferred tax liabilities EUR 966k, and other liabilities EUR 410k. Intangible assets are largely attributable to non-contractual relationships of resellers with clients and non-competitive clauses. Of the lease receivables, an amount of EUR 254k is impaired and is not expected to be recovered. The refinancing liabilities are owed to GRENKE FINANCE Plc., Dublin/Ireland and the other intra-group liabilities are also mainly owed to GRENKE FINANCE Plc. and GRENKELEASING AG. These loans were eliminated as a result of the consolidation and are therefore not reported in the consolidated statement of financial position. The deferred tax liabilities resulted from the revaluation and identification of assets and liabilities in the course of the purchase price allocation. The purchase price allocation which is still preliminary resulted in goodwill of EUR 589k which is not tax deductible. Goodwill includes intangible assets which could not be separately identified such as employees and expected synergy effects. Since the date of acquisition, the acquired company has contributed net interest income of EUR 147k and a positive net profit of EUR 118k to the Consolidated Group's net profit. The total consideration paid for the business combination amounted to EUR 650k and consisted solely of cash. Cash acquired with the business combination amounted to EUR 7k. All costs related to the acquisition were recognised in profit and loss.
Dividend Payment
The resolution on the appropriation of GRENKELEASING AG's unappropriated surplus for fiscal year 2012 in the amount of EUR 18,151,428.39 was adopted by the Annual General Meeting on May 7, 2013. The Annual General Meeting approved the proposal of the Board of Directors and the Supervisory Board, resolving to appropriate the unappropriated surplus as follows:
| Unappropriated surplus for 2012 | EUR 18,151,428.39 |
|---|---|
| Distribution of a dividend of EUR 0.80 per share for a total of 14,799,000 shares | EUR 11,760,000.00 |
| Appropriation to retained earnings | EUR 6,300,000.00 |
| Profit carryforward (to new account) | EUR 91,428.39 |
The dividend was paid to the shareholders of GRENKELEASING AG on May 8, 2013.
In the previous year, the Annual General Meeting adopted the proposal of the Board of Directors and the Supervisory Board, resolving and performing the appropriation of the unappropriated profit for 2011 as follows:
| Unappropriated surplus for 2011 | EUR 22,284,787.12 |
|---|---|
| Distribution of a dividend of EUR 0.75 per share for a total of 13,684,099 shares | EUR 10,263,074.25 |
| Appropriation to retained earnings | EUR 11,000,000.00 |
| Profit carryforward (to new account) | EUR 1,021,712.87 |
The dividend was paid to the shareholders of GRENKELEASING AG on May 11, 2012.
Related Party Disclosures
The Supervisory Board of GRENKELEASING AG had concluded phantom stock agreements with the Board of Directors' members Mr Gilles Christ, Mr Jörg Eicker, Mr Mark Kindermann, and Ms Antje Leminsky.
Under these agreements, Mr Gilles Christ, Mr Jörg Eicker, Mr Mark Kindermann, and Ms Antje Leminsky receive the entitlement to payment (tranche) equal to the increase in value of 15,000 shares, 30,000 shares, 4,000 shares, and 15,000 shares respectively in GRENKELEASING AG, in relation to a defined basic share price for fiscal years 2013, 2014, and 2015. This basic share price is the arithmetic mean of the Xetra closing prices on all trading days from December 1 to December 23 of the respective prior year. The basic share price for 2012 was EUR 52.01. The maximum payment arising from these agreements is limited to EUR 300,000, EUR 600,000, EUR 100,000, and EUR 300,000 respectively for the three tranches. Under the programme, the participants are required to invest the respective net amount paid plus a personal contribution of 25% of that amount in GRENKELEASING AG shares. The Company is entitled but not obligated to fully or partially provide the payment in shares rather than in cash for one or several tranches. In the latter case, the personal contribution is not applicable. The shares are subject to a vesting period of four years.
As per September 30, 2013, the value of the phantom stocks agreement granted totalled EUR 1,027k. As the entitlement for payment is not due until the end of 2013, a proportionate amount of EUR 771k has been expensed for the first ninemonths of the year.
Employees
In the interim reporting period, the GRENKELEASING AG Consolidated Group had an average of 808 employees (previous year: 656), not including the Board of Directors.
Events after the Balance Sheet Date
No events have occurred after the balance sheet date which require reporting.
Calendar of Events
October 24, 2013 Publication of Financial Report for the 3rd Quarter and the First Nine Months of 2013
Contact Information
Renate Hauss Corporate Communications
Phone: +49 (0) 7221 5007-204 Fax: +49 (0) 7221 5007-4218
Email: [email protected]
Figures in this report are usually presented in thousands and millions of euro. Due to rounding, differences as against the actual number in euro may emerge in individual figures. Naturally, such differences are not of a significant nature.
The report is published in German and as an English translation. In the event of any conflict or inconsistency between the English and the German versions, the German original shall prevail.
GRENKELEASING AG Neuer Markt 2 76532 Baden-Baden
Phone: +49 7221 5007-204 Fax: +49 7221 5007-4218
www.grenke.de www.grenkebank.de www.grenkefactoring.de
E-mail: [email protected]