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Polytec Holding AG

Interim / Quarterly Report Aug 3, 2011

754_ir_2011-08-03_114708eb-f45d-47df-b124-154422e64cfb.pdf

Interim / Quarterly Report

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HALF YEAR FINANCIAL REPORT 2011

EARNINGS FIGURES

in
EUR
million
Q2
2011
Q2
2010
CHANGE
IN
%
H1
2011
H1
2010
CHANGE
IN
%
Sales 204.6 201.1 1.7% 405.4 365.8 10.8%
EBITDA 24.8 13.0 91.3% 40.0 16.6 141.2%
thereof
deconsolidation
gain
7.2 7.2
EBIT 19.7 6.2 216.6% 29.0 3.0 879.6%
Net
income
17.9 4.3 316.5% 25.8 -1.2
EBITDA
margin
(adjusted)
8.6% 6.5% 8.1% 4.5%
EBIT
margin
(adjusted)
6.1% 3.1% 5.4% 0.8%

FINANCIAL FIGURES

in
EUR
million
H1
2011
H1
2010
CHANGE
IN
%
Cash
flow
from
operating
activities
28.6 -2.9
Cash
flow
from
investing
activities
18.2 -6.4
Cash
flow
from
financing
activities
-36.9 -8.3
Capital
expenditures
7.5 9.1 -17.5%

BALANCE SHEET RATIOS

in
EUR
million
June
30,
2011
December
31,
2010
Balance
sheet
total
271.9 308.5
Equity 110.8 87.3
Net
debt
(+)
/
cash
(-)
-20.5 26.6
Net
working
capital
20.1 16.5
Gearing -0.2 0.3
Equity
ratio
40.8% 28.3%
Employees
(End
of
period)
3,703 5,697

SHARE FIGURES

June
30,2011
December
31,
2010
Change
in
%
Closing
price
in
EUR
7,6 4,58 65,9%
Market
capitalisation
in
EUR
mill.
169.7 102.3 65.9%
H1
2011
H1
2010
Change
in
%
Earnings
per
share
in
EUR
1.14 -0.07
HALF
YEAR
FINANCIAL
REPORT
2011
1
GROUP
MANAGEMENT
REPORT
4
ECONOMIC
FRAMEWORK
CONDITIONS
4
GENERAL
INFORMATION
ABOUT
THE
CURRENT
INTERIM
REPORT
4
GROUP
RESULTS
4
SEGMENT
REPORTING
5
EMPLOYEES
6
CAPITAL
EXPENDITURES
AND
KEY
FINANCIAL
FIGURES
7
OUTLOOK 7
INTERIM
FINANCIAL
STATEMENTS
9
PROFIT
AND
LOSS
STATEMENT
9
TOTAL
COMPREHENSIVE
INCOME
9
BALANCE
SHEET10
CASH
FLOW
STATEMENT
11
SHAREHOLDERS
EQUITY11
SEGMENT
REPORTING12
SELECTED
EXPLANATORY
NOTES
13
DECLARATION
BY
THE
BOARD
OF
DIRECTORS
15

GROUP MANAGEMENT REPORT

ECONOMIC FRAMEWORK CONDITIONS

The development of the European automotive industry continued to show a dynamic trend during the first half of 2011. This applies to the sales performance of both passenger cars and commercial vehicles. In the passenger car segment, production and sales volumes of the German OEMs were once again driven by the favorable development in the BRIC countries and in the US market. Passenger car sales in Russia alone increased by 55% to 1.2 million vehicles in the first six months of 2011. In India, sales volumes rose by 16.0% to 1.3 million vehicles, followed by China with a growth rate of 9.7% (5.9 million vehicles) and Brazil, with car sales increasing by 9.5% (1.6 million vehicles) in the period under review.

The domestic markets in Europe (EU 27) showed a slight decrease in car sales of 1.8% to 7.4 million vehicles.

The European commercial vehicle industry was also able to report a considerable increase in the number of new registrations, with the heavy commercial vehicles over 16 tones showing a growth of 41% to 44 thousand new registrations in the first half of 2011.

ìThe favorable economic situation in the automotive industry is also reflected by the increase in the number of people employed in this key sector by 13,000 employees,î underlined Matthias Wissmann, President of the Association of the German Automotive Industry (VDA), at the VDA half-year press conference in Berlin. Mr. Wissmann remained confident also about the second half of the year under review: ìWe will continue to enjoy growth going forward. Forthe full year 2011 we expect new highs in passenger car exports and production.î

GENERAL INFORMATION ABOUT THE CURRENT INTERIM REPORT

Under the purchase agreement dated June 9, 2011 the ìInteriorî business area was sold to Toyota Boshoku Europe N.V., Zaventem, Belgium with the exception ofthe production site in Zaragoza (Spain). The transfer of the economic ownership took place on June 30, 2011 following the closing ofthe transaction. More detailed information about this disposal can be found in the selected explanatory notes of this interim report.

Given the experiences in recent years with the segment structure defined at the time of the IPO, which is no longer consistent with the

current organizational structure (changed operating responsibilities) and the internal reporting system, the companyís Board of Directors has decided to align the segment structure to the Groupís decision making processes pursuant to IFRS 8. The previously separate business segments Automotive Systems and Automotive Composites have therefore been merged to form a single segment.

For better comparability, previous yearís figures showed in this interim report have been adjusted accordingly.

GROUP RESULTS

in
EUR
million
Q2
2011
Q2
2010
CHANGE
IN
%
H1
2011
H1
2010
CHANGE
IN
%
Sales 204.6 201.1 1.7% 405.4 365.8 10.8%
EBITDA 24.8 13.0 91.3% 40.0 16.6 141.2%
thereof
deconsolidation
gains
7.2
EBIT 19.7 6.2 216.6% 29.0 3.0 879.6%
Net
income
17.9 4.3 316.5% 25.8 -1.2
EBITDA
margin
(adjusted)
8.6% 6.5% 8.1% 4.5%
EBIT
margin
(adjusted)
6.1% 3.1% 5.4% 0.8%
Earnings
per
share
(in
EUR)
0.80 0.18 337.0% 1.14 -0.07

In the first half of 2011, the POLYTEC GROUP reported an increase in sales of 10.8% to EUR 405.4 million. This favorable sales development is still attributable to the consistently positive performance of the European automotive industry. Sales volumes of the POLYTEC GROUPís most relevant customers in the passenger car and in the commercial vehicle sectors recorded strong growth rates in the first six months of 2011. The sales figures in the same period of the previous year included roughly EUR 13 million of POLYTEC Composites Italia, which was divested at the end ofthe 2010 business year.

Group EBITDA rose by 141.2% to EUR 40.0 million in the period under review. In addition to the positive market development and fixed cost digression, this disproportionate increase in results is mainly attributable to the successful restructuring of the production sites in Zaragoza (Spain) and Waldbrˆl (Germany), which made a positive contribution to Group results.

On June 9, 2011 the divestment of the ìInteriorî business area,which was sold to TOYOTA BOSHOKU, was communicated with an ìad hocî release. The closing ofthe transaction took place on June 30, 2011. Thus, sales and earnings figures of the ìInteriorî business area are included in this half-year interim reportuntil June 30,2011.

Following the deconsolidation of the ìInteriorî business area, Group EBITDA includes a deconsolidation gain of EUR 7.2 million. Adjusted for this one-off effect, operating EBITDA amounted to EUR 32.8 million in the period under review. This corresponds to an EBITDA margin of 8.1%.

In the first half of 2011, group EBIT increased almost tenfold totaling EUR 29.0 million. In addition to the effects mentioned above, this increase is mainly attributable to lower depreciation of fixed assets, which declined by roughly EUR 2.6 million due to the conservative investment policy of the POLYTEC GROUP in the recent past. Financing costs fell by approximately EUR 1.1 million in the first half of 2011 due to a considerable reduction of net debt and the renegotiation of lending terms and conditionswith the house bank in Q2 2011.

Nevertheless, the financial result only showed a slight change compared to the previous yearís period. This is mainly due to a gain of roughly EUR 0.8 million in Q2 2011.

In the first half of 2011, the POLYTEC GROUP recorded a net income of EUR 25.8 million compared to a loss of EUR 1.2 million in the same period of the previous year. This corresponds to earnings per share of EUR 1.14.

SEGMENT REPORTING

in EUR million Q2 2011 Q2 2010 CHANGE IN % H1 2011 H1 2010 CHANGE IN % Sales 179.5 176.6 1.6% 357.9 317.7 12.6% EBITDA 20.4 10.0 103.9% 33.1 11.1 197.6% thereof deconsolidation gain 7.2 7.2 EBIT 15.8 3.9 300.9% 23.3 -1.1 EBITDA margin 7.4% 5.7% 7.2% 3.5% EBIT margin 4.8% 2.2% 4.5% -0.3%

AUTOMOTIVE / SYSTEMS DIVISION

In the first half of 2011, the Automotive / Systems Division was able to report an increase in sales of 12.6% to EUR 357.9 million. This positive development was mainly driven by the dynamic trend showed by the German premium suppliers in the foreign markets of the BRIC countries and in the US. The solid recovery of the German

commercial vehicle industry also made a significant contribution to this positive performance. In Q2 2011, division sales recorded a growth of1.6% to EUR 179.5 million. Following the successful restructuring ofthe two production sites in Zaragoza (Spain) and Waldbrˆl (Germany) and their positive contribution to results,

EBITDA showed a disproportionate growth compared to the sales development, tripling to EUR 33.1 million in the period under review.

Under the purchase agreement dated June 9, 2011, the ìInteriorî business area, which was part of the Automotive /Systems Division, was divested and transferred to Toyota Boshoku Europe N.V., Zaventem, Belgium. The transfer of the economic ownership took

place at the closing ofthe transaction as of June 30, 2011. Division EBITDA includes a one-off gain of EUR 7.2 million resulting from the deconsolidation of the related companies. A more detailed description of the calculation of the deconsolidation figures can be found in the explanatory notes on page 13. The adjusted EBITDA margin ofthis segment amounted to 7.2% in the period under review.

CAR STYLING DIVISION

in
EUR
million
Q2
2011
Q2
2010
CHANGE
IN
%
H1
2011
H1
2010
CHANGE
IN
%
Sales 19.7 20.6 -4.6% 37.4 39.9 -6.3%
EBITDA 2.1 2.4 -10.4% 3.6 4.3 -16.0%
EBIT 1.9 1.9 2.9 3.4 -16.0%
EBITDA
margin
10.8% 11.5% 9.6% 10.7%
EBIT
margin
9.5% 9.4% 7.6% 8.5%

The Car Styling Division reported a decline in sales by 6.3% to EUR 37.4 million in the first half of 2011. In addition to lower tooling sales compared to the previous year, which were already mentioned in the Q1 2011 interim report, this drop in division sales is mainly

attributable to a delayed start of production for a large customer order. As a result of this decline in sales, division EBITDA also decreased by 0.7 million in the first half of 2011.

EMPLOYEES

END
OF
PERIOD
AVERAGE
PERIOD
JUNE
30,
2011
JUNE
30,
2009
CHANGE H1
2011
H1
2010
CHANGE
Automotive
Systems
Division
2.865 5.099 -2.234 4.949 4.683 266
Car
Styling
Division
670 687 -17 644 646 -2
Ohters/Consolidation 168 153 15 146 167 -21
Group 3.703 5.939 -2.236 5.739 5.496 243

Total group headcount (including leased staff) decreased by 2,236 employees as of June 30, 2011. This decline is mainly attributable to the disposal of the ìInteriorî business area as of end ofJune 2011 (closing of the transaction). Total headcount of the divested

ìInteriorî business area amounted to 2,133 employees as of end of June 2011. In the Car Styling Division, personnel resources were reduced by 17 employees in line with the changed production volumes.

CAPITAL EXPENDITURES AND KEY FINANCIAL FIGURES

CAPITAL EXPENDITURES

in
EUR
million
Q2
2011
Q2
2010
CHANGE
IN
%
H1
2011
H1
2010
CHANGE
IN
%
Automotive
Systems
Division
3.6 5.0 -28.9% 6.7 8.5 -21.3%
Car
Styling
Division
0.2 0.1 45.3% 0.4 0.3 36.7%
Others/Consolidation 0.1 0.1 -23.3% 0.4 0.3 38.6%
Group 3.8 5.2 -27.0% 7.5 9.1 -17.5%

In the first half of 2011, capital expenditures decreased by 17.5% to EUR 7.5 million. In the Automotive / Systems Division capital expenditures were mainly limited to project-related expenses in the period under review. The Board of Directors plans to expand its

business sites in Lohne (Germany) and Hˆrsching (Austria) in the second half of 2011 to meet future capacity requirements.

KEY FINANCIAL FIGURES

in
EUR
million
JUNE
30,
2011
DECEMBER
31,
2010
CHANGE
IN
%
Asset
ratio
28.2% 37.5%
Equity
ratio
40.8% 28.3%
Net
working
capital
20.1 16.5 21.8%
Net
working
capital
to
sales
2.5% 2.1%
Net
debt
(+)
/
cash
(-)
-
20.5
26.6
Net
debt
(+)
/
cash
(-)
to
EBITDA
-
0.3
0.5
Gearing
(Net
debt
(+)
/
cash
(-)
to
Equity)
-
0.2
0.3
Capital
employed
94.7 126.2 -24.9%

With regard to the Groupís key financial figures, the disposal of the ìInteriorî business area should be particularly mentioned as it contributed to considerably improve key figures at the group level. The net working capital rose by EUR 3.6 million to EUR 20.1 million compared to the balance sheet date as of December 31, 2010 driven by the positive business performance. The equity ratio increased to 40.8% as of June 30, 2011 due to the favorable earnings situation and the correlated deconsolidation gain in the amount of EUR 7.2

million. Net debt, which amounted to EUR 26.6 million as of December 31, 2010, turned into a positive net cash position of EUR 20.5 million as of June 30, 2011 mainly due to the cash inflow and repayment of debts resulting from the disposal of the ìInteriorî business area. A more detailed description of the retired assets and liabilities resulting from the divestment of the ìInteriorî business area can be found on page 13.

OUTLOOK

The outlook for the full year 2011 had to be revised due to the divestment of the ìInteriorî business area as of end ofJune 2011.

For the full year 2011, the Management expects consolidated group sales to amount to roughly EUR 620 million. This figure includes both the expected drop in sales resulting from the disposal of the Italian subsidiary POLYTEC Composites Italia, which was sold at the end of

2010, as well as the effects resulting from the divestment of the ìInteriorî business area at the end of the first half of 2011. The group operating result, adjusted for one-off effects from the disposal of the ìInteriorî business area, is anticipated to show a disproportionate increase compared to the sales development. The sales and earnings guidance for the full year 2011 is based on a further solid

development of the market as well as on the ongoing

implementation of internal measures to enhance productivity. Along with the continued optimization of operating processes, the Management will seek to seize value-enhancing organizational and acquisition opportunities going forward.

INTERIM FINANCIAL STATEMENTS

PROFIT AND LOSS STATEMENT

Q2
2011
Q2
2010
H1
2011
H1
2010
Net
Sales
204,564 201,068 405,358 365,778
Other
operating
income
2,817 5,660 5,604 9,467
Changes
in
inventory
of
finished
and
unfinished
goods
-4,022 -6,529 -1,136 585
Own
work
capitalised
313 116 563 290
Expenses
for
materials
and
services
received
-106,990 -105,505 -218,652 -202,511
Personal
expenses
-53,054 -54,346 -105,295 -105,659
Other
operating
expenses
-26,011 -27,483 -53,666 -51,370
Deconsolidation
gain
7,211 0 7,211 0
Earnings
before
interest,
taxes,
depreciation
and
amortisation
(EBITDA)
24,828 12,982 39,988 16,580
Depreciation -5,151 -6,767 -10,965 -13,618
Earnings
before
interest,
taxes,
depreciation
and
amortisation
of
goodwill
(EBITA)
19,678 6,215 29,023 2,963
Amortisation
of
goodwill
Operating
result
(EBIT)
0
19,678
0
6,215
0
29,023
0
2,963
Financial
expenses
-1,030 -1,819 -2,473 -3,595
Other
financial
results
-530 679 -407 776
Financial
result
-1,560 -1,139 -2,880 -2,820
Earnings
before
tax
18,118 5,075 26,143 143
Taxes
on
income
-247 -784 -310 -1,373
Net
profit
17,871 4,291 25,833 -1,229
thereof
minority
interest
-105 -231 -311 -368
thereof
group
result
17,765 4,060 25,522 -1,597
Earnings
per
share
0.80 0.18 1.14 -0.07

TOTAL COMPREHENSIVE INCOME

1.1.
-
30.6.
2011
GROUP MINORITIES TOTAL
Profit
after
tax
25.522 311 25.833
Currency
translation
-2,352 15 -2,337
Total
comprehensive
income
23,170 326 23,496
1.1.
-30.6.
2010
GROUP MINORITIES TOTAL
Profit
after
tax
-1,597 368 -1,229
Currency
translation
1,614 15 1,629
Market
valuation
of
securities
available
for
sale
2,946 0 2,946
Total
comprehensive
income
2,963 383 3,346

BALANCE SHEET

ASSETS JUNE
30,
2011
DECEMBER
31,
2010
A.
FIXED
ASSETS
I.
Intangible
assets
597 1,622
II.
Goodwill
19,180 19,180
III.
Tangible
assets
55,911 92,115
IV.
Investments
in
affiliated
companies
205 280
V.
Investments
in
associated
companies
31 31
VI.
Other
finacial
assets
873 2,478
VII.
Deferred
tax
assets
16,609 17,086
93,405 132,792
B.
CURRENT
ASSETS
I.
Inventories
56,313 67,141
II.
Trade
accounts
65,813 79,567
III.
Interest
bearing
receivables
17,479 0
VI.
Cash
and
cash
equivalents
38,920 29,013
178,525 175,720
271,930 308,512
LIABILITIES JUNE
30,
2011
DECEMBER
31,
2010
A.
SHAREHOLDERS
EQUITY
I.
Share
capital
22,330 22,330
II.
Capital
reserves
37,563 37,563
III.
Minority
interests
4,314 3,988
IV.
Retained
earnings
46,624 23,455
110,832 87,336
B.
LONG-TERM
LIABILITIES
I.
Interest
bearing
liabilities
15,518 22,206
II.
Provision
for
deffered
taxes
4,973 5,566
III.
Long
term
provisions
for
personnel
17,131 24,878
IV.
Other
long
term
liabilities
1,062 3,231
38,684 55,880
C.
SHORT-TERM
LIABILITIES
I.
Trade
accounts
payable
44,280 65,565
II;
Short-term
interest-bearing
liabilities
15,379 25,878
III.
Short-term
portion
of
long-term
loans
5,000 9,204
IV.
Income
tax
liabilities
4,702 2,922
V.
Other
short-term
liabilities
53,053 61,728
122,414 165,296
271,930 308,512

CASH FLOW STATEMENT

H1
2011
H1
2010
Earnings
before
tax
26,143 143
- Income
taxes
-589 -928
+(-) Depreciation
(appreciation)
of
fixed
assets
10,965 13,618
+(-) Non-cash
expenses/
gains
from
first-time-
and
deconsolidation
-7,211 0
+(-) Other
non-cash
expenses/income
462 552
= Consolidated
financial
Cash
flow
29,770 13,384
+(-) Changes
in
net
working
capital
-2,429 -16,274
= Cash
flow
from
operating
activities
27,340 -2,890
+(-) Cash
flow
from
investing
activities
18,162 -6,423
+(-) Cash
flow
from
financing
activities
-35,595 -8,344
= Changes
in
cash
and
cash
equivalents
9,908 -17,657
+ Opening
balance
of
cash
and
cash
equivalents
29,013 31,857
= Closing
balance
of
cash
and
cash
equivalents
38,920 14,199

SHAREHOLDERS EQUITY

SHARE
CAPITAL
CAPITAL
RESERVES
TREASURY
STOCK
MINORITY
INTERESTS
RETAINED
EARNINGS
TOTAL
Balance
as
of
January
1,
2011
22,330 37,563 0 3,988 23,455 87,336
Total
comprehensive
income
326 23,170 23,496
Balance
as
of
June
30,
2011
22,330 37,563 0 4,314 46,625 110,832
SHARE
CAPITAL
CAPITAL
RESERVES
TREASURY
STOCK
MINORITY
INTERESTS
RETAINED
EARNINGS
TOTAL
Balance
as
of
January
1,
2010
22,330 37,563 -216 3,406 -1,601 61,483
Total
comprehensive
income
383 2,963 3,346
Disposal
of
treasury
stock
216 -216 0
Dividend -105 -105
Balance
as
of
June
30,
2010
22,330 37,563 0 3,684 1,147 64,724

SEGMENT REPORTING

In TEUR

AUTOMOTIVE
/
SYSTEMS
Q2
2011
Q2
2010
Change
in
%
H1
2011
H1
2010
Change
in
%
Sales 179.516 176.607 1,6% 357.926 317.742 12,6%
EBITDA 20.398 10.001 103,9% 33.108 11.126 197,6%
EBIT 15.754 3.930 300,9% 23.350 -1.105 -2213,9%
Net
income
14,078 1,999 604.4% 20,281 -5,008 -505.0%
Capex 3,553 4,995 -28.9% 6,731 8,548 -21.3%
CAR
STYLING
Q2
2011
Q2
2010
Change
in
%
H1
2011
H1
2010
Change
in
%
Sales 19,661 20,605 -4.6% 37,357 39,851 -6.3%
EBITDA 2,129 2,375 -10.4% 3,575 4,258 -16.0%
EBIT 1,863 1,941 -4.0% 2,850 3,395 -16.0%
Net
income
1,667 1,616 3.1% 2,483 2,862 -13.3%
Capex 182 125 45.3% 428 313 36.7%
Others/Consolidation Q2
2011
Q2
2010
Change
in
%
H1
2011
H1
2010
Change
in
%
Sales 5,387 3,857 39.7% 10,075 8,185 23.1%
EBITDA 2,302 605 280.4% 3,306 1,197 176.3%
EBIT 2,061 344 499.1% 2,823 672 319.9%
Net
income
2,126 677 214.3% 3,069 916 235.0%
Capex 86 112 -23.3% 380 274 38.6%
GROUP Q2
2011
Q2
2010
Change
in
%
H1
2011
H1
2010
Change
in
%
Sales 204,564 201,068 1.7% 405,358 365,778 10.8%
EBITDA 24,828 12,982 91.3% 39,988 16,580 141.2%
EBIT 19,678 6,215 216.6% 29,023 2,963 879.6%
Net
income
17,871 4,291 316.5% 25,833 -1,229 -2201.2%

SELECTED EXPLANATORY NOTES

ACCOUNTING AND EVALUATION METHODS

This interim report as of June 30, 2011 was compiled pursuant to the legal provisions of International Financial Reporting Standards(IFRS), and more specifically, in conformity with IAS 34 (interim reports). The same accounting and evaluation methods adopted on December 31, 2010 were also applied to this report. For further information regarding accounting and evaluation principles ofthe POLYTEC GROUP, please refer to the consolidated financial statements as of December 31, 2010.

BUSINESS SEASONALITY

The quarterly reporting of POLYTEC GROUPís sales throughout one financial year strictly correlates to the car manufacturing operations of the groupís customers. For this reason, quarters in which customers normally close for works holidays generally have lower rates of sales turnover than quarters without such effects. In addition to this, sales from one quarter can also be influenced by the billing of large tool or development projects.

BASIS OF CONSOLIDATION

The consolidated financial statements include all relevant domestic and foreign companies, of which Polytec Holding AG directly or indirectly holds the majority of voting rights.

Under the purchase agreement dated June 9, 2011, the ìInteriorî business area was sold to Toyota Boshoku Europe N.V., Zaventem, Belgium. The transfer of the economic ownership took place at the closing ofthe transaction as of June 30, 2011. The Board ofDirectors of Polytec Holding AG decided to dispose of this business area despite its outstanding technology expertise. The main reasons behind this strategic decision include the low prospects to reach a global positioning in this area, which is considered a basic pre-requisite for future business success, and the extremely high competition pressure exerted by a few global players. After extensive examination and careful consideration by the Board of Directors of Polytec Holding AG, Toyota Boshoku proved to be the best candidate among all potential buyers in the interests of the shareholders, the customers and the employees of the concerned sites.

The sold ìInteriorî business area had a total headcount of roughly 2,000 employees and recorded total sales of approximately EUR 340 million in the 2010 business year. The main products of this business area encompassed door trim panels, headliners and pillar trims. POLYTECís production site in Spain (Zaragoza) was not sold. The divested sites include Polytec Interior South Africa (Proprietary) Ltd. in South Africa and Polytec Interior Polska Sp.z.o.o. in Poland aswell as 4 sites in Germany (POLYTEC Interior GmbH). These sites were passed on to the acquirer through the divestment of 100% of the stakes held in the corresponding companies. Sites in Hodenhagen (which had been part ofthe POLYTEC Riesselmann GmbH & Co KG so far)and Waldbrˆl (POLYTEC Intex GmbH & Co KG)were passed on to the acquirer based on asset deals. Polytec Automotive GmbH & Co KG was also transferred to POLYTEC Interior GmbH as of April 30, 2011 within the framework of an asset deal. The divestment of the ìInteriorî business area willhelp to considerably strengthen POLYTECís core business and increase the Groupís average operating margins. Furthermore, it provides POLYTECís management with the necessary flexibility to expand the companyís core activities in the exterior business as well as in the area of car engines, engine parts and injection-molded components, which is a top priority for the Board in line with the long-term strategy of the Group. Potential acquisitions aimed at strategically complementing POLYTECís core business activities are evaluated on an ongoing basis.

In the first half of 2011 the basis of consolidation changed asfollows:

As
of
December
31,
2010
29
Disposal
due
to
company
divestments
-3
As
of
June
30,
2011
26

As a result, the basis of consolidation has been further reduced by two companies, POLYTEC Intex GmbH & Co KG and Polytec Automotive GmbH & Co KG. Following the finalization of the asset deals, the remaining business activities will be of subordinated importance for the consolidated financial statements.

In the first half of 2011, the following companies were deconsolidated:

Company SHARE
ON
EQUITY
DECONSOLIDATION
DATE
Polytec
Interior
GmbH
100% June
30,
2011
Polytec
Interior
Polska
Sp.z.o.o.
100% June
30,
2011
Polytec
Interior
South
Africa
(Proprietary)
Ltd.
100% June
30,
2011

The contribution of the ìInteriorî business area to the values shown in the income statement for the 2011 business year is as follows:

in
TEUR
Sales 160,844
Net
profit
402

The gain resulting from the disposal of the ìInteriorî business area was calculated by offsetting the disposed net assets by the total consideration received for the disposal, while taking into account the translation differences that had been hitherto directly recognized in equity. At the time of the compilation of this interim report for the first half of 2011, the ultimate value of the net assets to be passed on to the buyer within the framework of asset deals between POLYTEC Holding AG and Toyota Boshoku Europe N.V., Zaventem Belgium, had not been determined yet. However, no major changes in the calculation of the divestment gain are expected.

in
TEUR
Consideration
received
24,454
Disposed
net
assets
-18,768
Cumulative
exchange
differences,
which
where
reclassified
from
the
equity
due
to
change
of
control
of
the
subsidiary 1,525
Gain
on
disposal
7,211

The gain on disposal was reported under the item deconsolidation gain in the income statement. The total consideration received for the disposal includes cash and cash equivalents as well as transaction-related expenses. Taking into account the cash and cash equivalents of the sold ìInteriorî business area with an amount of TEUR 6,179 as of June 30, 2011, total cash flow amounts to TEUR 24,128.

The net assets sold showed the following amount:

in
TEUR
Long
term
assets
32,384
Short
term
assets
90,709
Long
term
provisions
and
liabilities
-16,902
Short
term
provisions
and
liabilities
-87,422
Net
assets
ìInteriorî
as
of
30.6.2011
18,768

DECLARATION BY THE BOARD OF DIRECTORS

The Board ofDirectors declares that these condensed consolidated interim financialstatements, which were prepared in accordance with the applying accounting standards, provide a true and fair view of the asset, financial and earnings situation of the POLYTEC GROUP. The Board also declares that the consolidated half-year management report provides a true and fair view of the asset, financial and earnings situation of the Group with regard to the most important

events during the first six months of 2011 and their potential implications for the condensed consolidated interim financial statements. This half-year management report also takes the principal risks and uncertainties for the second half of 2011 into due account.

This interim report has not been subject to an audit or a review.

Hˆrsching, August 3, 2011

Friedrich Huemer Alfred Kollros Peter Haidenekl Chairman Member Member

POLYTEC GROUP

POLYTEC HOLDING AG Headquarters Linzer Strasse 50 4063 Hˆrsching AUSTRIA Phone: +43-7221-701-292 Fax: +43-7221-701-40 [email protected]

www.polytec-group.com/investor

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