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PVA TePla AG — Interim / Quarterly Report 2013
May 8, 2013
342_10-q_2013-05-08_a1501e95-bbe5-4863-a1a1-b446df84fcfa.pdf
Interim / Quarterly Report
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Intermediate Report
Intermediate Report January 1 - March 31, 2013
IMPORTANT CONSOLIDATED FIGURES AT A GLANCE
| Q1 / 2013 | Q1 / 2012 | Q1 / 2011 | |
|---|---|---|---|
| in EUR ´000 | adjusted 3) | ||
| Sales revenues | 14,634 | 30,985 | 23,142 |
| Industrial Systems | 7,135 | 13,798 | 11,253 |
| Semiconductor Systems | 7,067 | 14,517 | 8,801 |
| Solar Systems | 432 | 2,670 | 3,088 |
| Gross profit | 2,725 | 8,630 | 6,432 |
| in % sales revenues | 18.6 | 27.9 | 27.8 |
| R&D expenses | 521 | 1,623 | 791 |
| Operating result (EBIT) | -1,867 | 2,929 | 1,753 |
| in % sales revenues | -12.8 | 9.5 | 7.6 |
| Consolidated net income/loss | -1,328 | 2,009 | 1,265 |
| in % sales revenues | -9.1 | 6.5 | 5.5 |
| Earnings per Share (EPS) in EUR1) | -0.06 | 0.09 | 0.06 |
| Capital expenditure | 161 | 253 | 230 |
| Total assets | 101,926 | 103,7212) | 129,1312) |
| Shareholders equity | 58,475 | 59,8662) | 60,2982) |
| Equity ratio in % | 57.4 | 57.72) | 46.72) |
| Employees as of 31.03. | 495 | 515 | 488 |
| Incoming Orders | 17,213 | 18,885 | 38,952 |
| Order backlog | 32,979 | 60,458 | 68,661 |
| Book-to-bill-ratio | 1.18 | 0.61 | 1.68 |
| Cash Flow from operating activities | -1,732 | 3,865 | 2,302 |
1) Circulating shares on average 21,749,988
2) As of December, 31
3) Due to the amended IAS 19 the comparative figures have been adjusted. We refer to the notes.
Content
intermediate report January 1 - March 31, 2013
| Foreword by the Management Board | 4 |
|---|---|
| PVA TePla Shares | 7 |
| Interim Group Management Report | 11 |
| Reporting structure | 12 |
| Structural changes within the PVA TePla Group | 12 |
| Sales revenues | 13 |
| Orders | 13 |
| Research and development | 13 |
| Investments | 14 |
| Personnel | 14 |
| Net assets and financial position | 14 |
| Results of operations | 15 |
| Market opportunities and risks | 16 |
| Developments after March 31, 2013 and outlook | 17 |
| Interim Consolidated Financial Statements | 19 |
| Consolidated Balance Sheet | 20 |
| Consolidated Income Statement | 22 |
| Consolidated Statement of Comprehensive Income | 23 |
| Consolidated Cash Flow Statement | 24 |
| Consolidated Statement of Changes in Equity | 25 |
| Selected Notes to PVA TePla AG Interim Consolidated Financial Report | 26 |
| Financial Calendar | 35 |
| Imprint | 35 |
Foreword by the Management Board
OF PVA TEPLA AG FOR THE FIRST QUARTER 2013
Dear PVA TePla Shareholders, Business Partners and Colleagues,
The start to fiscal year 2013 was difficult, just as we expected. The weak volume of incoming orders, which was attributable to the second and third quarters of 2012 in particular, resulted in significantly lower sales revenues than in the previous year. Although the personnel and non-personnel cost reduction measures initiated so far are having the anticipated effect, the lower business volume led to an operating loss in the first quarter of 2013.
Incoming orders have seen a slight recovery since the fourth quarter of 2012. However, they have yet to return to a satisfactory level. In particular, none of the major projects in the pipeline could be realized. We continue to observe a tendency by our customers to postpone investment decisions, both in the Vacuum Systems business unit, with its long list of projects, and in crystal growing systems. Developments in the plasma nitriding systems business, where we received a number of systems commissions, have been positive. The series production business for plasma systems and analysis systems saw a good level of incoming orders in the first three months of 2013. Sales revenues here remained weak, because the amount of new orders around the start of the year was low.
The generally anticipated consolidation in the solar market continued, affecting manufacturers of solar cells and modules. The decision by Bosch, a major customer of ours, to get out of this market is one example of this trend, even though this move does not have a significant impact on our short-term business forecast. However, the exit of certain direct competitors, some of which were active in crystal growing systems, also opens the door to new opportunities. On a positive note, prices for solar products rose in April for the first time in years. We concur with the general forecast and are certain that this market will once again offer good sales opportunities in the medium to long term. In the short-term, we continue to see specific opportunities in markets looking to expand their own capacities in this up-and-coming segment for strategic reasons. We are involved in a number of promising discussions for turnkey projects in order to take advantage of these opportunities.
We are working intensively on a number of different topics to bring PVA TePla back onto a growth path. We continue to drive targeted product development, such as new applications in crystal growing systems or the further automation of analysis systems and their development towards higher resolutions in particular. Our stepping-up of sales activities is also bearing fruit. We have won new sales partners in certain markets, and the first promising projects in new markets are already underway.
We also continue to pursue growth through acquisitions. Recently, we strengthened our expertise in measuring and analysis systems by taking over JenaWave, giving us access to key technology employed to manufacture such systems within our Company.
From today's perspective, we confirm the forecast for the current fiscal year. We expect sales revenues of approximately EUR 90 - 100 million, with a tendency towards the lower end of this range, and an operating profit. This forecast assumes that a more significant recovery of incoming orders over the next couple of weeks will occur.
We would like to thank you on behalf of ourselves as well as our division managers for the trust and commitment you have shown to our Company.
Dr. Arno Knebelkamp Arnd Bohle Chief Executive Officer Chief Financial Officer
The Shares pva tepla ag
| The Shares | 8 |
|---|---|
| Shareholdings and Subscription Rights of Executive Body Members | 8 |
| Shareholding Structure | 8 |
| Performance of PVA TePla Shares | 9 |
The Shares
PERFORMANCE
During the first four months of 2013, PVA TePla shares remained more or less at the same level in comparison to the 2012 closing price, standing at EUR 2.08 as of April 25. At the annual analysts' conference in Frankfurt following the publication of the Annual Report 2012, the Management Board informed the analysts and banking representatives present of its latest assumptions concerning relevant markets and future prospects for PVA TePla.
Shareholdings and Subscription Rights of Executive Body Members
MANAGEMENT BOARD
| Shares Mar. 31, 2013 |
Shares Dec. 31, 2012 |
Subscrip tion rights Mar. 31, 2013 |
Subscrip tion rights Dec. 31, 2012 |
|
|---|---|---|---|---|
| Dr. Arno Knebelkamp |
35,000 | 35,000 | 0 | 0 |
| Arnd Bohle | 14,219 | 14,219 | 0 | 0 |
SUPERVISORY BOARD
| Shares Mar. 31, 2013 |
Shares Dec. 31, 2012 |
Subscrip tion rights Mar. 31, 2013 |
Subscrip tion rights Dec. 31, 2012 |
|
|---|---|---|---|---|
| Alexander von Witzleben |
0 | 0 | 0 | 0 |
| Dr. Gernot Hebestreit |
0 | 0 | 0 | 0 |
| Prof. Dr. Günter Bräuer |
0 | 0 | 0 | 0 |
Shareholding Structure
Performance of PVA TePla Shares January 1, 2013 – March 31, 2013 in % / 1-day-interval
PVA TePla AG DAXSubs. Advanced Industrial Equipment Tec All Share Photovoltaik Global 30 Total Return
Interim Group Management Report pva tepla ag
| 1. | Reporting structure | 12 |
|---|---|---|
| 2. | Structural changes within the PVA TePla Group | 12 |
| 3. | Sales Revenues | 13 |
| 4. | Orders | 13 |
| 5. | Research and development | 13 |
| 6. | Investments | 14 |
| 7. | Personnel | 14 |
| 8. | Net assets and financial position | 14 |
| 9. | Results of operation | 15 |
| 10. | Market opportunities and risks | 16 |
| 11. | Developments after March 31, 2013, and Outlook | 17 |
Interim Group Management Report
OF pva tepla ag as of March 31, 2013
1. Reporting Structure
This interim management report describes the business development of the PVA TePla Group in the first three months of the 2013 fiscal year. The structure of the divisions has not changed since the consolidated financial statements for December 31, 2012. The business activities of the Group are divided into three divisions: Industrial Systems, Semiconductor Systems and Solar Systems. The Group's reporting is also organized according to this structure.
2. Structural Changes within the PVA TePla Group
JenaWave GmbH, Jena was wholly taken over in April 2013. JenaWave develops and builds key components including optical measuring heads and complex data analysis and controlling software for the SIRD (scanning infrared depolarization) and TWIN (thermal wave inspection) analytical systems for the Metrology business unit, which is based in Kirchheim near Munich. This acquisition represents the addition to the company of a fundamental technology for analytical systems. Following the takeover of Munich Me-
trology in the 2012 fiscal year, it therefore strengthens the Measurement and Analytical Systems business unit. JenaWave GmbH and its three employees will be integrated into existing structures at the Jena site in the near future. JenaWave will be included for the first time in the interim consolidated financial statements as of June 30, 2013.
3. Sales Revenues
PVA TePla Group generated sales revenues of EUR 14.6 million in the first three months of 2013 (previous year: EUR 31.0 million). As expected, the weak order situation over the past few months and the distinct year-on-year decrease in order backlog at the start of the first quarter led to a substantial decline in consolidated sales revenues.
The Industrial Systems division generated sales revenues of EUR 7.1 million (previous year: EUR 13.8 million). In particular, sales revenues were generated by processing orders for the delivery of vacuum systems for the production of hard metal and vacuum interrupters as well as graphite processing systems. Sales revenues in the Semiconductor Systems division amounted to EUR 7.1 million (previous year: EUR 14.5 million). The decline in sales revenue volume was due to existing excess capacities in the semiconductor industry and the associated reluctance to invest. The Solar Systems division generated sales revenues of EUR 0.4 million (previous year: EUR 2.7 million).
| Sales revenues by division EUR ´000 |
Q1 / 2013 | Q1 / 2012 |
|---|---|---|
| Industrial Systems | 7,135 | 13,798 |
| Semiconductor Systems | 7,067 | 14,517 |
| Solar Systems | 432 | 2,670 |
| Total sales revenues | 14,634 | 30,985 |
4. orders
Incoming orders for PVA TePla Group were EUR 17.2 million in the first three months of 2013 (previous year: EUR 18.9 million). The book-to-bill-ratio stood at 1.2 (previous year: 0.6). The moderate recovery seen in Q4 2012 continued. However, customers in all business units and regions continued to show a reluctance to invest. In particular, none of the larger projects under negotiation concerning crystal growing systems for the semiconductor and solar industries were able to be realized.
Incoming orders in the Industrial Systems division in the first three months of 2013 stood at EUR 10.7 million (previous year: EUR 12.7 million). Orders were centered on high-vacuum brazing furnaces, hard metal manufacturing furnaces as well as melting and casting systems for German and Chinese customers. Incoming orders for plasma nitriding systems were satisfactory, with orders secured for several systems. The Semiconductor Systems division generated incoming orders of EUR 6.3 million, a slight year-on-year increase (EUR 5.8 million). Orders for plasma systems accounted for most of the incoming orders in this division. Incoming orders in the Solar Systems division were a mere EUR 0.2 million (previous year: EUR 0.3 million). Market research institutions have found that the systems supplier market shrank by some 75% in recent years and continues to be characterized by overcapacity. We are still in promising negotiations for larger projects. These are mainly focused on regions in which own production capacities for the up-and-coming photovoltaic market are to be expanded for economic reasons.
The order backlog, consolidated and net of sales revenues shares already realized according to the percentage of completion method (PoC), came to EUR 33.0 million on March 31, 2013 (previous year: EUR 60.5 million). All divisions reported a lower order backlog compared to the reporting date for the previous year. The order backlog in the Industrial Systems division as of March 31, 2013 stood at EUR 14.8 million (previous year: EUR 25.0 million). In the Semiconductor Systems division, the order backlog was EUR 15.0 million compared to the prior-year value of EUR 28.4 million. The Solar Systems division registered an order backlog of EUR 3.2 million as of March 31, 2013 (previous year: EUR 7.1 million).
5. Research and development
The costs for research and development (R&D) totaled EUR 0.5 million for the Group in the reporting period (previous year: EUR 1.6 million). The substantial year-on-year decline was due to the concentration of development activities in the Solar Systems division and the conclusion of some funding projects. A selection of R&D activities in the individual divisions is presented in the section below.
In the Industrial Systems division, R&D is largely conducted based on paid customer orders; these costs are therefore recorded under cost of sales and are not reported separately. R&D activities leading to innovations and product optimization are estimated at approximately 10% of the total design engineering output.
Development work in the Semiconductor Systems division continued to focus on SiC (silicon carbide). During the course of the previous year, the concept for the high-temperature "baSiC-T" system for manufacturing SiC-crystals, which is particularly suited to cost-effective mass production, was further enhanced. The construction of this system was largely completed in Q1 2013. Similarly to SiCube, typical areas of application include high-performance electronics and optoelectronics where the specific characteristics of silicon carbide such as high thermal conductivity are required. In the Metrology business unit, the main focus of development activities concerning ultrasound measurement systems is on the next generation of high-resolution ADC cards (analog digital converter). The latest transducer thin-film technology requires digitalization with high sampling rates in order to enhance acoustical imaging functionality and image resolution. These developments are also set to be deployed in the next generation of the SAM 2000, the only 2,000 MHz microscope available worldwide.
In the Solar Systems division, project activities as part of the Solar Valley top cluster were continued according to plan. In the course of the xμ-material funding project (reducing specific material costs is the primary technical objective of this cluster consortium), crystals were grown in the laboratory Cz (Czochralski) system developed especially for this purpose and made available to the project partners for characterization. As part of the FzSil top cluster project, further monocrystals were grown on a prototype floatzone system in Wettenberg for applications in the photovoltaic industry. In the area of feeder development, work was continued with the aim of installing this additional equipment to existing crystal growing systems in the market in order to retract the so-called "MULTIPULLING" process with at least two crystals per process cycle and to qualify them on a customer-specific basis. Feeder technology for larger silicon chunks was developed further at the same time. Customer-specific qualification of active cooling for Cz crystal growing systems and the extension of this technology to other system types continued.
6. Investments
Investments valued at a total of EUR 0.2 million were made in the first quarter of 2013 (previous year: EUR 0.3 million). Most of these investments were for smaller projects in the area of plant and office equipment.
7. Personnel
As of March 31, 2013 the Group employed 495 people (December 31, 2012: 514; March 31, 2012: 515 employees). The number of employees decreased slightly over December 31, 2012 because of measures to reduce personnel costs.
8. Net Assets and Financial Position
Total assets amounted to EUR 101.9 million as at March 31, 2013, slightly lower than the prior-year figure (December 31, 2012 [previous year]) of EUR 103.7 million.
Given the investments described above, the value of property, plant and equipment again declined slightly, to EUR 32.0 million in connection with depreciation (previous year: EUR 32.5 million). The value of intangible assets remains almost unchanged at EUR 8.8 million (previous year: EUR 8.9 million). The largest change was caused by an increase in deferred tax assets to EUR 4.4 million (previous year: EUR 4.1 million). Overall, non-current assets totaled EUR 45.5 million versus EUR 45.9 million in the previous year.
Overall, current assets declined slightly to EUR 56.4 million (previous year: EUR 57.9 million). The largest change was caused by a decrease in total receivables to EUR 12.6 million (previous year: EUR 14.8 million). This was due to a reduction in trade receivables to EUR 9.7 million (previous year: EUR 12.9 million). The rise in other current receivables to EUR 2.4 million (previous year: EUR 1.4 million) is primarily due to tax receivables and prepaid expenses. Tax repayments amounted to EUR 1.5 million (previous year: EUR 1.3 million).
Total inventories increased to EUR 22.9 million (previous year: EUR 20.8 million). A slight decrease in finished products was offset by a rise in raw materials and operating supplies and work in progress. The value of future obligations on construction contracts remains almost unchanged at EUR 10.1 million (previous year: EUR 10.0 million).
Due to cash flow, cash and cash equivalents decreased to EUR 8.3 million (previous year: EUR 10.0 million). There are also current securities of EUR 1.0 million (previous year: EUR 1.0 million).
On the liabilities side of the balance sheet, non-current liabilities (including non-current provisions) declined to EUR 23.0 million (previous year: EUR 23.6 million). This was the result of an expected increase in the reported value of pension provisions to EUR 11.4 million (previous year: EUR 11.3 million). Due to an amendment to IAS 19, the full amount of the unrealized actuarial losses is to be included as of fiscal year 2013. The rise in actuarial losses at the end of the past fiscal year is primarily caused by the drop in market interest rates on long-term deposits. The offsetting entry is charged to other reserves without impact on the income statement. Please refer to the Annual Report for fiscal year 2012 (note 17 of the Group notes) and the pension provisions section in the notes to this interim report for more details. The underlying pension schemes were taken on from previous companies and contain only existing commitments. New pension obligations are generally no longer entered into.
The other changes to non-current liabilities are immaterial in nature. Non-current financial liabilities decreased slightly to EUR 7.5 million (previous year: EUR 7.6 million) due to the scheduled repayment of loans. Other non-current liabilities totaled EUR 0.8 million (previous year: EUR 1.0 million). Deferred tax liabilities declined to EUR 2.6 million (previous year: EUR 3.2 million). Other non-current provisions totaled EUR 0.5 million (previous year: EUR 0.5 million).
Current liabilities rose slightly to EUR 20.5 million (previous year: EUR 20.3 million). Current financial liabilities remained unchanged at EUR 1.1 million (previous year: EUR 1.1 million). Trade payables increased to EUR 3.2 million (previous year: EUR 2.9 million) due to the slight rise in incoming orders. Obligations on construction contracts declined further to EUR 0.1 million (previous year: EUR 0.6 million). Advance payments on orders rose slightly again and amounted to EUR 7.1 million (previous year: EUR 6.5 million). Other current provisions decreased to EUR 2.4 million (previous year: EUR 2.2 million) and accruals increased slightly to EUR 5.8 million (previous year: EUR 5.7 million). There was also a decline in provisions for taxes to EUR 0.0 million (previous year: EUR 0.1 million).
Shareholders' equity decreased to EUR 58.5 million (previous year: EUR 59.9 million) due to the net loss for the period of EUR 1.3 million (previous year: profit EUR 2.0 million). Together with slightly lower total assets, the equity ratio decreased from 57.7% in the previous year to now 57.4%.
Operating cash flow amounted to EUR -1.7 million in the first quarter of 2013 (Q1/2012 [previous year] EUR +3.9 million). This figure fluctuates heavily in the Vacuum Systems and Crystal Growing Systems business units from one reporting date to the next due to the project nature of orders. We receive considerable advance payments at the beginning of a project, which for large orders influence net cash flow positively. Cash flow is then negative during order processing, whereas near the delivery date, the remaining amount due is paid, except for a small residual installment. Cash flow from investing activities amounted to EUR -0.2 million (previous year: EUR -0.2 million). Cash flow from financing activities was EUR -0.2 million (previous year: EUR -0.4 million). Total cash flow in the first quarter of 2013 including exchange rate differences, amounted to EUR -1.7 million (previous year: EUR +3.2 million). Free cash flow was EUR -1.9 million (previous year: EUR +3.6 million). Overall, the liquidity position of the PVA TePla Group remains positive.
9. Results of Operations
As expected, the low volume of incoming orders in the first quarter of 2013, especially as of the middle of the past fiscal year, resulted in a low level of sales revenues and the weak utilization of capacities. Cost reduction programs were implemented to compensate for these effects. Short time work was introduced at the Wettenberg and Jena sites in the first quarter. Measures were also implemented to reduce non-personnel costs. These programs are having the expected effect, although these were not enough to completely offset the drop in business volume. All in all, PVA TePla was unable to build on the good earnings situation seen in previous periods. The Company achieved operating result (EBIT) of EUR -1.9 million (previous year: EUR +2.9 million) and consolidated net loss of EUR 1.3 million (previous year: profit of EUR 2.0 million). The EBIT margin was -12.8% (previous year: +9.5%). The return on sales amounted to -9.1% (previous year: +6.5%).
Based on consolidated sales revenues of EUR 14.6 million (previous year: EUR 31.0 million), gross profit totaled EUR 2.7 million (previous year: EUR 8.6 million). A gross margin of 18.6% was therefore achieved (previous year: 27.9%). As mentioned above, this worsening was primarily due to the poor utilization of capacities and the low volume of sales, especially for the serial products plasma and analysis systems.
Selling and distribution expenses amounted to EUR 1.9 million (previous year: EUR 2.7 million). The decline is due to the above-mentioned cost reducing programs and, in particular, the drop in sales commission. Here, it is relevant in which market segments orders are being processed and whether representative commissions are incurred. General administrative expenses totaled EUR 1.9 million (prior year: EUR 1.9 million). The cost category figures for the previous year do not include the costs of Munich Metrology. Research and development expenses decreased considerably to EUR 0.5 million (previous year: EUR 1.6 million). The net balance of other operating expenses versus other operating income was EUR -0.3 million (previous year: EUR +0.5 million). Other operating income of EUR 0.4 million (previous year: EUR 1.2 million) primarily includes income from research and development project grants and income resulting from currency translation.
The drop in business volume impacted all divisions. In the Industrial Systems division, EBIT declined to EUR -0.02 million (previous year: EUR +1.3 million). Additionally delays in the acceptance of some systems affected the result. In the Semiconductor Systems division, EBIT of EUR -0.5 million was achieved (previous year: EUR +3.0 million). Due to extremely low levels of sales revenues, EBIT in the Solar Systems division was EUR -1.4 million (previous year: EUR -1.5 million).
The net interest position totaled EUR +0.02 million (previous year: EUR -0.23 million). Net profit before tax amounted to EUR -1.9 million (previous year: EUR +2.7 million) and the net loss for the period amounted to EUR 1.3 million (previous year: profit of EUR 2.0 million). Tax income of EUR +0.5 million (previous year: EUR -0.7 million) consisted of current tax expense of EUR 0.2 million (previous year: EUR 0.5 million) and income from deferred taxes of EUR 0.7 million (previous year expenses: EUR 0.2 million).
10. Results of Operations
The opportunities in the markets for the products of our Company depend on the investment activities of customers who process or produce high-tech materials. Growing investments in infrastructure measures and production facilities, e.g. in the automotive sector around the world, are only some examples of segments in which materials from our systems could be utilized. Increasing demand for materials such as graphite is providing new sales opportunities, too. In markets such as photovoltaics and the semiconductor industry, PVA TePla provides process technologies that will remain a firm part of each respective value chain in the future. In the semiconductor industry, this could be systems for growing silicon crystals with a 300mm diameter or high-purity silicon or silicon carbide crystals for high-performance electronics or analytical systems for nondestructive quality control in LED or MEMS production. In particular, the new materials being put into use or materials with modified properties can require new types of systems, making additional investments by customers necessary. Technologies connected to renewable energies such as photovoltaics provide system suppliers such as PVA TePla Group with growth opportunities. Leading research institutes continue to see significant growth potential in these areas. Additional sales opportunities also arise from product range expansion, whether involving inhouse developments or, as has often been the case in the past, through the acquisition of companies possessing interesting technologies.
One key risk in the markets in which PVA TePla operates is the risk of fluctuations in customers' investment activities and in the overall global economy. This risk is reduced by diversifying the range of products and services across different sectors including semiconductors, photovoltaics, tool making and hard metal technology, the production of high-quality metals and ceramics, the automotive and aerospace industries, and the electrical and electronic engineering sectors. The effects of cyclical, foreseeable fluctuations in market volume are primarily offset by increasing or decreasing outsourcing levels, although unexpectedly high demand can give rise to production bottlenecks. The strategy of maintaining a relatively low level of vertical integration allows rapid response in this regard. The PVA TePla Group also provides high-quality contract processing work – such as plasma treatment, high-vacuum brazing and heat treatment of components – in which greater customer demand has historically been seen in times of generally restrained capital expenditure. The semiconductor business in particular – a key segment for the Group – is highly cyclical in nature, and for that reason involves major risks as well as opportunities. The semiconductor industry in recent decades has enjoyed average annual growth rates well above those of most so-called old economy industries; however, this average includes periods of both robust growth and recession. In this respect, the current year and the previous year were therefore relatively poor years for the semiconductor industry. There is a great deal of uncertainty in terms of the future global economic climate, however analysts believe global GDP is set to increase by 3.2% in 2013. Although the threat of a global recession in the wake of the debt crisis in the established industrialized countries is not yet acute, their further economic development and particularly the investment activities of many companies in PVA TePla markets remain difficult to forecast. Positive trends in terms of incoming orders have become apparent over the course of the first quarter of 2013 after appearing to bottom out in the second and third quarters of 2012. In the Industrial Systems division, orders centered on brazing systems, hard metal manufacturing systems as well as melting and casting systems. Excess capacities remain in the hard metal area. PlaTeG GmbH plasma nitriding systems are enjoying increasing demand. Incoming orders in the Semiconductor Systems division were also very subdued in Q1 2013. Major wafer manufactures also have excess capacities to contend with in the semiconductor industry, meaning that no investment in new crystal growing systems is anticipated in the near future. The solar market has also been hit by significant overcapacity, which has negatively impacted solar module manufacturers as a result. Consolidation in both Europe and China is continuing in 2013. This initially affects module and cell manufacturers. News of the market exit of one of our major customers, Bosch, was certainly not a positive sign. However, this won't affect our business opportunities over the short term as we hadn't planned for any significant orders. On the other hand, this consolidation process is increasingly affecting equipment manufacturers and particularly companies with a strong focus on the solar market. By contrast, this consolidation also opens up the opportunity for solar module prices to increase over the short term and for the equipment market to pick up in 2014. In addition, it also increases our business opportunities by reducing the number of competitors, particularly in the crystal growing area. Maintaining a low level of vertical integration provides the Company with a flexible structure, enabling it to adjust capacity as needed in the event of lower demand. The decrease in the Group's cost base through a reduction in non-personnel costs and the introduction of short time work at the Company locations in Wettenberg and Jena is likely to contribute to positive operating profit and net profit in 2013, even if the Group's sales revenues in 2013 total between EUR 90 million and EUR 100 million.
11. Developments after March 31, 2013 and Outlook
Since April 1, 2013, there have been no significant events that are expected to have a material impact on the net assets, financial position and results of operations of PVA TePla. JenaWave GmbH, Jena was wholly taken over in April 2013. Following the acquisition of Munich Metrology GmbH the previous year, this takeover is another important step toward strengthening the Company's expertise in the area of metrology for the semiconductor industry. The acquisition of JenaWave represents the addition to the Company of fundamental technology for the construction of analytical systems.
The Management Board of PVA TePla expects the current fiscal year to generate a result in line with previous forecasts; this translates to consolidated sales revenue of between EUR 90 million and 100 million – more likely at the lower end of this range – and a positive operating profit (EBIT). This forecast assumes that a more significant recovery of incoming orders over the next couple of weeks will occur.
Wettenberg, May 7, 2013
Interim Consolidated Financial Statements
pva tepla ag
| Consolidated Balance Sheet | 20 |
|---|---|
| Consolidated Income Statement | 22 |
| Consolidated Statement of Comprehensive Income | 23 |
| Consolidated Cash Flow Statement | 24 |
| Consolidated Statement of Changes in Equity | 25 |
| Selected Notes to PVA TePla AG Interim Consolidated Financial Report | 26 |
Interim Consolidated Financial Statements
of pva tepla ag, JANUARy 1 – march 31, 2013
CONSOLIDATED BALANCE SHEET
as at March 31, 2013
| ASSETS in EUR ´000 | Mar. 31, 2013 | Dec. 31, 2012 adjusted 1) |
|---|---|---|
| Non-current assets | ||
| Intangible assets | 8,758 | 8,855 |
| Goodwill | 7,808 | 7,808 |
| Other intangible assets | 950 | 1,047 |
| Property, plant and equipment | 31,960 | 32,453 |
| Land, property rights and buildings, including buildings on third party land | 27,497 | 27,750 |
| Plant and machinery | 2,952 | 3,031 |
| Other plant and equipment, fixtures and fittings | 1,511 | 1,672 |
| Investment property | 405 | 410 |
| Non-current investments | 9 | 9 |
| Deferred tax assets | 4,351 | 4,130 |
| Total non-current assets | 45,483 | 45,856 |
| Current assets | ||
| Inventories | 22,906 | 20,818 |
| Raw materials and operating supplies | 8,966 | 8,061 |
| Work in progress | 11,024 | 9,648 |
| Finished products and goods | 2,916 | 3,109 |
| Coming receivables on construction contracts | 10,107 | 10,019 |
| Trade and other receivables | 12,601 | 14,754 |
| Trade receivables | 9,711 | 12,943 |
| Payments in advance | 467 | 446 |
| Other receivables | 2,423 | 1,365 |
| Tax repayments | 1,533 | 1,263 |
| Other financial assets | 1,001 | 1,001 |
| Cash and cash equivalents | 8,295 | 10,009 |
| Total current assets | 56,443 | 57,864 |
| Total | 101,926 | 103,721 |
1) Information on adjustments to previous year's figures due to revised IAS 19 are disclosed in the notes.
The following notes are an integral part of the Interim Consolidated Financial Statements.
| Mar. 31, 2013 | Dec. 31, 2012 | |
|---|---|---|
| LIABILITIES AND SHAREHOLDERS´ EQUITY in EUR ´000 | adjusted 1) | |
| Shareholders´equity | ||
| Share capital | 21,750 | 21,750 |
| Revenue reserves | 39,158 | 40,483 |
| Other reserves | -2,179 | -2,116 |
| Minority interest | -254 | -251 |
| Total shareholders´equity | 58,475 | 59,866 |
| Non-current liabilities | ||
| Non-current financial liabilities | 7,525 | 7,617 |
| Other non-current liabilities | 837 | 962 |
| Retirement pension provisions | 11,399 | 11,338 |
| Deferred tax liabilities | 2,654 | 3,158 |
| Other non-current provisions | 539 | 490 |
| Total non-current liabilities | 22,954 | 23,565 |
| Current liabilities | ||
| Short-term financial liabilities | 1,089 | 1,128 |
| Trade payables | 3,233 | 2,938 |
| Obilgations on construction contracts | 115 | 559 |
| Advance payments received on orders | 7,077 | 6,490 |
| Accruals | 5,772 | 5,722 |
| Other short-time liabilities | 818 | 1,215 |
| Provisions for taxes | 8 | 86 |
| Other short-term provisions | 2,385 | 2,152 |
| Total current liabilities | 20,497 | 20,290 |
Total 101,926 103,721
1) Information on adjustments to previous year's figures due to revised IAS 19 are disclosed in the notes.
The following notes are an integral part of the Interim Consolidated Financial Statements.
CONSOLIDATED INCOME STATEMENT
January 1 – March 31, 2013
| Jan. 01 - Mar. 31, 2013 |
Jan. 01 - Mar. 31, 2012 |
|
|---|---|---|
| in EUR ´000 | adjusted 1) | |
| Sales revenues | 14,634 | 30,985 |
| Cost of sales | -11,909 | -22,355 |
| Gross profit | 2,725 | 8,630 |
| Selling and distributing expenses | -1,865 | -2,702 |
| General administrative expenses | -1,921 | -1,851 |
| Research and development expenses | -521 | -1,623 |
| Other operating income | 413 | 1,207 |
| Other operating expenses | -698 | -732 |
| Operating profit (EBIT) | -1,867 | 2,929 |
| Finance revenue | 124 | 67 |
| Finance costs | -107 | -301 |
| Financial result | 17 | -234 |
| Net profit before tax | -1,850 | 2,695 |
| Income taxes | 522 | -686 |
| Consolidated net loss/profit for the period | -1,328 | 2,009 |
| of which attributable to | ||
| Shareholders of PVA TePla AG | -1,325 | 2,018 |
| Minority interest | -3 | -9 |
| Consolidated net loss/profit for the period | -1,328 | 2,009 |
| Earnings per share | ||
| Earnings per share (basic) in EUR | -0.06 | 0.09 |
| Earnings per share (diluted) in EUR | -0.06 | 0.09 |
| Average number of share in circulation (basic) | 21,749,988 | 21,749,988 |
| Average number of share in circulation (diluted) | 21,749,988 | 21,749,988 |
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
January 1 – March 31, 2013
| Jan. 01 - Mar. 31, 2013 |
Jan. 01 - Mar. 31, 2012 |
|
|---|---|---|
| in EUR ´000 | adjusted 1) | |
| Consolidated net profit for the period | -1,328 | 2,009 |
| of which attributable to shareholders of PVA TePla AG | -1,325 | 2,018 |
| of which attributable to minority interest | -3 | -9 |
| Other comprehensive income | ||
| Currency changes | -38 | -15 |
| Income taxes | -28 | 23 |
| Changes recognized outside profit or loss (currency changes) | -66 | 8 |
| Changes in fair values of derivative financial instruments | 4 | 0 |
| Income taxes | -1 | 0 |
| Changes recognized outside profit or loss (derivative financial instruments) | 3 | 0 |
| Changes in pension provisions | 0 | -936 |
| Income taxes | 0 | 262 |
| Changes recognized outside profit or loss (pension provisions) | 0 | -674 |
| Other comprehensive income after taxes (Changes recognized outside profit or loss) | -63 | -666 |
| of which attributable to shareholders of PVA TePla AG | -63 | -666 |
| of which attributable to minority interest | 0 | 0 |
| Total comprehensive income | -1,391 | 1,343 |
| of which attributable to shareholders of PVA TePla AG | -1,388 | 1,352 |
| of which attributable to minority interest | -3 | -9 |
CONSOLIDATED CASH FLOW STATEMENT
January 1 – March 31, 2013
| in EUR ´000 | Jan. 01 - Mar. 31, 2013 |
Jan. 01 - Mar. 31, 2012 adjusted 1) |
|
|---|---|---|---|
| Consolidated net loss/profit for the period | -1,328 | 2,009 | |
| Adjustments to the consolidated net loss/profit for the period for reconciliation to the cash flow operating activities: |
|||
| + | Income taxes | -522 | 690 |
| - | Finance revenue | -124 | -67 |
| + | Finance costs | 107 | 301 |
| = | Operating profit | -1,867 | 2,933 |
| - | Income tax payments | -553 | -1,287 |
| + | Amortization and depreciation | 724 | 664 |
| -/+ | Gains/losses on disposals of non-current assets | 35 | 8 |
| +/- | Other non-cash expenses (income) | 231 | 12 |
| -1,430 | 2,330 | ||
| -/+ | Increase/decrease in inventories, trade receivables and other assets | -45 | 6,368 |
| +/- | Increase/decrease in provisions | 343 | -1,442 |
| +/- | Increase/decrease in trade payables and other liabilities | -600 | -3,391 |
| = | Cash flow from operating activities | -1,732 | 3,865 |
| + | Proceeds from disposals of intangible assets and property, plant and equipment | 1 | 0 |
| - | Acquisition of intangible assets and property, plant and equipment | -161 | -253 |
| + | Interest receipts | 7 | 40 |
| = | Cash Flow from investing activities | -153 | -213 |
| - | Payments from redumption of debt and loans | -136 | -132 |
| - | Payment of interest | -107 | -301 |
| = | Cash Flow from financing activities | -243 | -433 |
| Net change in cash and cash equivalents | -2,127 | 3,219 | |
| +/- | Effect of exchange rate fluctuations on cash and cash equivalents | 413 | 27 |
| + | Cash and cash equivalents at the beginning of the period | 10,009 | 14,612 |
| = | Cash and cash equivalents at the end of the period | 8,295 | 17,858 |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
January 1 – March 31, 2013
| Revenue | Other equity | Pension | Minority | Total Share holders |
||||
|---|---|---|---|---|---|---|---|---|
| in EUR ´000 | Shared issues | reserves | components | provisions | Total | interest | equity | |
| Number | adjusted 1) | adjusted 1) | ||||||
| As at January 01, 2012 | 21,749,988 | 21,750 | 39,140 | -277 | 0 | 60,613 | -315 | 60,298 |
| Total income | 2,018 | 8 | -674 | 1,352 | -9 | 1,343 | ||
| As at March 31, 2012 | 21,749,988 | 21,750 | 41,158 | -269 | -674 | 61,965 | -324 | 61,641 |
| As at January 01, 2012 | 21,749,988 | 21,750 | 39,140 | -277 | 0 | 60,613 | -315 | 60,298 |
| Total income | 4,605 | 36 | -1,875 | 2,766 | 64 | 2,830 | ||
| Dividend | -3,262 | 0 | 0 | -3,262 | 0 | -3,262 | ||
| As at December 31, 2012 | 21,749,988 | 21,750 | 40,483 | -241 | -1,875 | 60,117 | -251 | 59,866 |
| As at January 01, 2013 | 21,749,988 | 21,750 | 40,483 | -241 | -1,875 | 60,117 | -251 | 59,866 |
| Total income | -1,325 | -63 | 0 | -1,388 | -3 | -1,391 | ||
| As at March 31, 2013 | 21,749,988 | 21,750 | 39,158 | -304 | -1,875 | 58,729 | -254 | 58,475 |
Selected Notes
TO PVA TEPLA AG INTERIM CONSOLIDATED FINANCIAL REPORT JANUARY 1 – MARCH 31, 2013
A. General Information and Explanatory Notes
PVA TePla AG is a stock corporation in accordance with German law. The Company is entered in the Commercial Register of the Giessen Local Court under HRB 6845. The registered address of the Company is 35435 Wettenberg, Germany.
General principles and accounting standards
This interim consolidated financial report of PVA TePla AG was prepared in accordance with International Financial Reporting Standards (IFRS). It thus also complies with IAS 34 (Interim Financial Reporting).
This interim financial report has not been audited.
These notes mainly contain details of items in which there have been significant changes as against the consolidated financial statements as of December 31, 2012.
Reporting currency and currency translation
The reporting currency and currency translation principles applied are the same as those used for the 2012 consolidated financial statements. The material exchange rates of countries outside the Eurozone that are included in the interim consolidated financial statements are as follows:
| EUR = 1 | Average exchange rate |
Exchange rate on the balance sheet date |
||
|---|---|---|---|---|
| Q1/2013 | Q1/2012 | 31.03.2013 31.12.2012 | ||
| USA (USD) | 1.32048 | 1.31044 | 1.28172 | 1.3217 |
| China (CNY) | 8.29187 | 8.26446 | 8.03859 | 8.3378 |
| Denmark (DKK) | 7.45712 | 7.43494 | 7.45712 | 7.4603 |
| Singapore (SGD) | 1.63372 | 1.65728 | 1.58983 | 1.6175 |
| Taiwan (TWD) | 38.91051 | 39.03530 | 38.31418 | 38.4908 |
Companies included in consolidation
These interim consolidated financial statements of PVA Te-Pla include its fully consolidated subsidiaries in which PVA TePla holds a majority of the shareholders´ voting rights (control). The following companies were fully consolidated in the interim financial report as of March 31, 2013:
| Name | Corporate domicile |
Ownership interrest |
|---|---|---|
| PVA TePla AG (parent company) |
Wettenberg, Germany |
|
| PVA TePla America Inc. | Corona / CA, USA |
100 % |
| PVA Jena Immobilien GmbH | Jena, Germany |
100 % |
| PVA Vakuum Anlagenbau Jena GmbH | Jena, Germany |
100 % |
| Xi'an HuaDe CGS Ltd. | Xi'an, PR China | 51 % |
| PVA Löt- und Werkstofftechnik GmbH | Jena, Germany |
100 % |
| PVA Control GmbH | Wettenberg, Germany |
100 % |
| PVA TePla Metrology Systems GmbH | Kirchheim, Germany |
100 % |
| PlaTeG GmbH | Wettenberg, Germany |
100 % |
| PVA TePla Singapore Pte. Ltd. | Singapore | 100 % |
| PVA TePla Analytical Systems GmbH | Westhausen, Germany |
100 % |
| PVA TePla (China) Ltd. | Beijing, PR China |
100 % |
| Munich Metrology GmbH | Munich, Germany |
100 % |
| Munich Metrology USA Inc. | Folsom / CA, USA |
100 % |
| Munich Metrology Taiwan Ltd. | Hsinchu, Taiwan |
100 % |
No changes have occurred since the 2012 consolidated financial statements.
Principles of consolidation
The principles of consolidation applied in this interim financial report are the same as those applied in the consolidated financial statements as of December 31, 2012. The single entity financial statements included in the interim financial statements are prepared with consistent accounting policies according to IAS 27 (Consolidated and Separate Financial Statements).
Accounting and valuation principles
Except for one change, the accounting and valuation principles applied in this interim financial report as of March 31, 2013 are the same as those applied in the consolidated financial statements as of December 31, 2012. Retrospective application of the changes to IAS 19, which were published by the IASB in June 2011, is mandatory for financial statements from fiscal years beginning on or after January 1, 2013. PVA TePla AG adjusted the reported prior-year figures for the effect from the changes to IAS 19. Please refer to the detailed explanations in the section on pension provisions in these notes for further information.
Roundings
The tables and figures used in this interim report are based on precisely calculated amounts that are subsequently rounded to the nearest million Euros or thousand Euros. Rounding differences within the tables or between figures thus cannot always be avoided.
Estimates and assumptions
The preparation of the consolidated interim financial statements requires estimates and assumptions to be made by management. These influence the presentation of income and expenditures, assets and liabilities, and the disclosure of contingent liabilities at the reporting date.
If in the future such estimates and assumptions taken by management and made to the best of its knowledge at the time of the consolidated interim financial report should deviate from actual circumstances, the original estimates and assumptions will be adjusted in the reporting period in which the conditions changed.
B. Notes on Selected Balance Sheet Items
Non-current investments
On March 31, 2013, non-current investments included other non-current receivables in the amount of EUR 9 thousand (previous year: EUR 9 thousand).
Coming receivables on construction contracts
As part of the partial recognition of sales revenues from customer-specific construction contracts based on the percentage of completion, any amount due from customers for contract work is reported as an asset in accordance with IAS 11.42. These items are shown separately under "Coming receivables on construction contracts".
| in EUR ´000 | Mar. 31, 2013 | Dec. 31, 2012 |
|---|---|---|
| Capitalized production costs including contract profits |
27,586 | 29,044 |
| for which advance payments received | -17,479 | -19,025 |
| Total | 10,107 | 10,019 |
Other financial assets
On March 31, 2013, other financial assets included a shortterm bonded loan in the amount of EUR 1,001 thousand (previous year: EUR 1,001 thousand).
Obligations on construction contracts
As part of the partial recognition of sales revenues from customer-specific construction contracts based on the percentage of completion, any amount due to customers for contract work is reported as a liability in accordance with IAS 11.42. This results from the excess of invoiced amounts over the corresponding proportionate revenue. These items are reported separately under "Obligations on construction contracts" on the balance sheet in the same manner as "Coming receivables on construction contracts".
Only partial payments that are due on the basis of the progress of each individual system, and hence that meet the scope of progressive billing, are recognized as invoiced amounts. Payments received at the inception of the order or partial payments that do not correspond to the progress of completion are presented separately on the balance sheet as "Advance payments received on orders".
These "Obligations on construction contracts" are composed as follows:
| in EUR ´000 | Mar. 31, 2013 | Dec. 31, 2012 |
|---|---|---|
| Advance payments received (progress billing) |
2,190 | 13,904 |
| less contract costs incurred (incl. share of profit) |
-2,075 | -13,345 |
| Total | 115 | 559 |
Other receivables
Other current receivables are composed as follows:
| in EUR ´000 | Mar. 31, 2013 | Dec. 31, 2012 |
|---|---|---|
| Receivables from investment incentives |
254 | 182 |
| Value added tax due | 735 | 384 |
| Accounts payable with debit balances | 117 | 32 |
| Deferred prepayments | 614 | 284 |
| Others | 703 | 483 |
| Total | 2,423 | 1,365 |
Shareholders' equity / authorized capital
Share capital
As of March 31, 2013, PVA TePla AG had issued 21,749,988 no-par value shares, each with a notional interest in the share capital of EUR 1.00.
Contingent and authorized capital
There was no contingent capital as of March 31, 2013.
On June 13, 2012, the Annual General Meeting of PVA Te-Pla AG authorized the Management Board to increase the Company's share capital with approval of the Supervisory Board on one or more occasions during the period to June 30, 2017 by a total of up to EUR 10,874,994 by issuing 10,874,994 new no-par value bearer shares against cash and/or non-cash contributions with shareholders' subscription rights excluded to the extent permitted by law. No capital increases from this authorized capital were resolved in 2013.
Non-current financial liabilities
Non-current financial liabilities totaled EUR 7,525 thousand (previous year: EUR 7,617 thousand) – all of which were liabilities to banks. Non-current financial liabilities are composed as follows:
| in EUR ´000 | Mar. 31, 2013 | Dec. 31, 2012 |
|---|---|---|
| Non-current financial liabilities | 8,610 | 8,741 |
| Portion of non-current financial liabilities due in less than one year |
-1,085 | -1,124 |
| Non-current financial liabilities less current position |
7,525 | 7,617 |
Pension provisions
In June 2011, the IASB announced changes to IAS 19 that were adopted by the EU in June 2012. Retrospective application of the changes to IAS 19 is mandatory for financial statements from fiscal years beginning on or after January 1, 2013. PVA TePla adjusted the reported prior-year figures for the effect of the changes to IAS 19.
These changes resulted in the following adjustments to pension provisions at PVA TePla AG: In the past, PVA TePla Group applied the corridor method. As the amended IAS 19 abolishes the corridor method, actuarial gains and losses have a direct effect on the consolidated balance sheet, thus increasing pension provisions and decreasing equity. The consolidated income statement will no longer be affected by changes in actuarial gains and losses in the future as these now have to be recognized in other comprehensive income.
The following table shows the effects of the application of IAS 19 on the significant items in the consolidated balance sheet as of January 1, 2012 and December 31, 2012.
Effects of the amended IAS 19 on the consolidated balance sheet:
| in EUR ´000 | Dec. 31, 2012 |
Jan. 01, 2012 |
|---|---|---|
| Equity | -1,875 | -261 |
| Pension provisions | 2,605 | 362 |
| Deferred tax assets | 730 | 101 |
The effects on the consolidated income statement for the period from January 1 to March 31, 2012 are shown in the table below:
| in EUR ´000 | Q1 2012 |
|---|---|
| Cost of sales | 0 |
| Selling and distribution expenses | 0 |
| General administrative expenses | 0 |
| Research and development expenses | |
| Other operating expenses | -14 |
| Operating result (EBIT) | -14 |
| Net interest income | 0 |
| Income taxes | 4 |
| Consolidated net profit for the period | -10 |
Basic and diluted earnings per share decreased by EUR 0.001 in the interim financial statements as of March 31, 2013.
The following table shows the effects on the consolidated balance sheet and consolidated income statement had IAS 19 been applied in its unchanged form.
| in EUR ´000 | 2013 |
|---|---|
| Equity | 1,843 |
| Pension provisions | -2,560 |
| Deferred tax assets | -717 |
| in EUR ´000 | Q1 2013 |
|---|---|
| Cost of sales | -34 |
| Selling and distribution expenses | -5 |
| General administrative expenses | -4 |
| Research and development expenses | 0 |
| Other operating expenses | -3 |
| Operating result (EBIT) | -46 |
| Net interest income | 0 |
| Income taxes | 13 |
| Consolidated net loss for the period | -33 |
Basic and diluted earnings per share would have been down EUR 0.002 in the first quarter of 2013.
current financial liabilities
Current financial liabilities reported here totaling EUR 1,085 thousand (previous year: EUR 1,124 thousand) primarily relate to the current positions of non-current financial liabilities. Current liabilities to banks amounted to EUR 4 thousand (previous year: EUR 4 thousand).
Advance payments received on orders
The financing of the PVA TePla Group is largely based on the advance payments and interim payments received from customers, particularly in the case of larger contracts. The value of the advance payments received as of March 31, 2013 was EUR 7,077 thousand (previous year: EUR 6,490 thousand).
Accruals
Accruals are liabilities payable for goods or services received that are neither paid nor invoiced or formally agreed upon by the supplier at the balance sheet date. This also includes amounts owed to employees.
Accrued liabilities are composed as follows:
| in EUR ´000 | Mar. 31, 2013 | Dec. 31, 2012 |
|---|---|---|
| Obligations to employees | 3,176 | 2,280 |
| Obligations to suppliers | 2,408 | 3,168 |
| Other commitments | 188 | 274 |
| Total | 5,772 | 5,722 |
Other current liabilities
Other current liabilities decreased to EUR 818 thousand (previous year: EUR 1,215 thousand) and are composed as follows:
| in EUR ´000 | Mar. 31, 2013 | Dec. 31, 2012 |
|---|---|---|
| Payroll and church tax liabilities | 312 | 504 |
| Other liabilities | 506 | 711 |
| Total | 818 | 1,215 |
Other provisions
Other provisions were divided into non-current (EUR 539 thousand; previous year: EUR 490 thousand) and current (EUR 2,385 thousand; previous year: EUR 2,152 thousand), and were composed as follows:
| in EUR ´000 | Mar. 31, 2013 | Dec. 31, 2012 |
|---|---|---|
| Warranty | 1,218 | 921 |
| Subsequent costs | 947 | 690 |
| Archiving | 197 | 197 |
| Penalties | 14 | 78 |
| Others | 548 | 756 |
| Total | 2,924 | 2,642 |
Provisions were recognized solely in respect of obligations to third parties where utilization is highly probable. Provisions are measured at the amount of probable utilization.
Non-current provisions primarily relate to provisions for archiving as well as non-current payments related to longterm performance-based compensation for the Management Board, and are shown separately in the balance sheet. All other provisions are short-term in nature.
Other financial obligations
There were no notable changes in other financial obligations from leases and other contracts as compared to the 2012 consolidated financial statements.
C. Notes on Selected Income Statement Items
Sales revenues
PVA TePla principally generates its sales revenues through the sale of systems. Additional sales revenues are generated from services and by supplying spare parts (referred to collectively as after-sales service), as well as providing services for customers in the Company's own facilities (contract processing, mainly carried out by PVA Löt- und Werkstofftechnik GmbH and in the field of plasma treatment by PVA TePla America Inc.). Sales revenues can be broken down into these categories as follows:
| in EUR ´000 | Jan. 01 - Mar. 31, 2013 |
Jan. 01 - Mar. 31, 2012 |
|---|---|---|
| Systems | 9,954 | 24,285 |
| After-sales | 3,671 | 5,959 |
| Contract processing | 965 | 709 |
| Others | 44 | 32 |
| Total | 14,634 | 30,985 |
Sales revenues in the first three months of 2013 were mainly comprised of systems business, which accounted for 68.0% of PVA TePla Group's total sales revenues. Sales revenues from the after-sales business accounted for 25.1% of total sales revenues. The share of contract processing sales revenues is slightly up on the previous year at 6.6% of total sales revenues for 2013 to date.
Research and development expenses
Research and development expenses reported in the income statement amounted to EUR 521 thousand in the first three months of 2013 and EUR 1,623 thousand in the first three months of 2012. Income from research and development project grants of EUR 108 thousand in 2013 and EUR 323 thousand in 2012 was recognized separately under "Other operating income".
Income taxes
Taxes on income are calculated on a best estimate basis for the projected weighted average tax rate for the full fiscal year.
A tax rate of 28% is applied for domestic companies. This includes corporation tax of 15%, a solidarity surcharge of 5.5% on corporation tax, and trade tax of 12%.
Deferred taxes were measured after they had been incurred using the tax rates stated above or country-specific tax rates for companies outside of Germany.
The actual tax charge is based on probable future tax liabilities and repayment claims.
Income tax expenses are broken down as follow:
| in EUR ´000 | Jan. 01 - Mar. 31, 2013 |
Jan. 01 - Mar. 31, 2012 |
|---|---|---|
| Current tax expense | -202 | -513 |
| Deferred tax expense (-) / income | 724 | -173 |
| Total income taxes | 522 | -686 |
Earnings per share
Consolidated net loss/profit for the period before minority interests amounted to EUR -1,325 thousand (previous year: EUR 2,018 thousand). As in the previous year, an average of 21,749,988 bearer shares without par value was in circulation in the first three months of 2013.
The earnings per share figure is calculated by dividing consolidated net profit by the weighted average number of shares outstanding during the year.
Calculation of earnings per share for January 1 to March 31, 2013 and 2012:
| in EUR ´000 | Jan. 01 - Mar. 31, 2013 |
Jan. 01 - Mar. 31, 2012 |
|---|---|---|
| Numerator: Consolidated net loss/profit for the period before minority interests (EUR '000) |
-1,325 | 2,018 |
| Denominator: Weighted number of shares outstanding - basic |
21,749,988 | 21,749,988 |
| Earnings per share (in EUR) | -0.06 | 0.09 |
At the balance sheet date, no stock options were issued to employees and members of the Management and Supervisory Boards entitling them to purchase PVA TePla AG shares. As a result, there were no dilution effects in regards to earnings per share as of March 31, 2013.
D. Notes on the Cash Flow Statement
The cash flow statement was prepared in line with the same principles as in the consolidated financial statements 2012 and is structured in the same way.
E. Additional Disclosures
Segment reporting
PVA TePla Group is divided into three divisions: Industrial Systems, Semiconductor Systems and Solar Systems. Performance is assessed and decisions regarding the assignment of resources to the segments are made on the basis of PVA TePla AG's three divisions. The following segment reporting therefore follows the Group's organizational structures of the three divisions based on PVA TePla's Group internal management system. Cross-segment transactions – this mainly concerns PVA Vakuum Anlagenbau Jena GmbH, which is assigned to Semiconductor Systems for organizational purposes but also works for Solar Systems – are broken down accordingly for segment reporting.
The following tables provide an overview of the operational segments of PVA TePla AG. Segment reporting in accordance with IFRS 8 also includes a reconciliation of the total result of the segments to the consolidated result for the period.
The segment information for the first quarter is as follows:
The reconciliation of the segment results (EBIT) to the consolidated net loss/profit for the period is as follows:
| in EUR ´000 | Q1 / 2013 | Q1 / 2012 |
|---|---|---|
| Total segment results | -1,933 | 2,877 |
| Consolidation | 66 | 52 |
| Group operating profit (EBIT) | -1,867 | 2,929 |
| Financial result | 17 | -234 |
| Results before taxes | -1,850 | 2,695 |
| Income taxes | 522 | -686 |
| Consolidated net loss / profit for the period |
-1,328 | 2,009 |
Business relationships between the segments were eliminated on consolidation.
Financial Instruments
In May 2011, the IASB published IFRS 13 "Fair Value Measurement". It combines the rules on measuring fair value, which were included in the individual IFRSs up to that point, into one standard and replaces it with one standardized provision. IFRS 13 must be prospectively applied for fiscal years starting on or after January 1, 2013. The firsttime application of this standard has no material effects on the measurement of PVA TePla AG's assets and liabilities.
| in EUR ´000 | External sales revenues |
Internal sales revenues |
Total sales revenues | EBIT | % of sales revenues |
EBIT | % of sales revenues |
|||
|---|---|---|---|---|---|---|---|---|---|---|
| 2013 | 2012 | 2013 | 2012 | 2013 | 2012 | 2013 | 2012 | |||
| Industrial Systems |
7,135 | 13,798 | 61 | 514 | 7,196 | 14,312 | -22 | -0.3 | 1,291 | 9.4 |
| Semiconduc tor Systems |
7,067 | 14,517 | 92 | 239 | 7,159 | 14,756 | -537 | -7.6 | 3,042 | 21.1 |
| Solar Systems |
432 | 2,670 | 0 | 0 | 432 | 2,670 | -1,374 | -317.8 | -1,456 | -54.5 |
| Segments total |
14,634 | 30,985 | 152 | 753 | 14,787 | 31,738 | -1,933 | -13.2 | 2,877 | 9.3 |
| Consolida tion |
0 | 0 | 0 | 0 | 0 | 0 | 66 | - | 52 | - |
| Group | 14,634 | 30,985 | 152 | 753 | 14,787 | 31,738 | -1,867 | -12.8 | 2,929 | 9.5 |
Of the financial instruments recognized as of the reporting date, only derivative financial instruments are measured at fair value. The fair value of a financial instrument is the price that would be received for the sale of an asset or paid for the transfer of a liability between market participants in an arm's length transaction on the measurement date. In view of varying external factors, the reported fair values can now be regarded as indicators for actual values realizable in the market.
The following table shows the classification of PVA TePla AG's derivative financial instruments into the three levels of the fair value hierarchy:
| As of Mar. 31, 2013 in EUR ´000 | Total | Level 1 | Level 2 | Level 3 |
|---|---|---|---|---|
| Financial liabilities measured at fair value: |
||||
| Derivative financial instruments | 1,090 | 0 | 1,090 | 0 |
Level 1: Fair value is measured on the basis of listed, unadjusted prices in active markets for these or identical assets and liabilities.
Level 2: The fair value of these assets and liabilities is measured on the basis of parameters for which directly or indirectly derived listed prices are available in an active market.
Level 3: Fair value measurement for these assets and liabilities is based on parameters for which no market data is available.
The fair values of both forward exchange contracts and interest hedges were determined on the basis of discounted expected future cash flows, using market interest rates applicable to the remaining terms of the financial instruments. In the first quarter, as in the 2012 consolidated financial statements, no reclassifications were made within the level hierarchy.
Derivative financial instruments
In PVA TePla Group, derivative financial instruments are used exclusively to hedge risks from underlying transactions. In particular, these include risks from sales in foreign currencies and interest rate risks.
Currency forwards and hedging
As the majority of sales are conducted in the respective currency of the supplying country (EUR in the Eurozone, USD in the US), exchange risks only arise in a limited number of cases. If material contracts are concluded in a foreign currency, the exchange risks occurring as a result are covered by corresponding hedging transactions.
Six forward exchange contracts with a total open volume of EUR 1,184 thousand or USD 1,550 thousand were concluded to hedge USD payment claims for deliveries of the Semiconductor Systems division. The maturities of the forward exchange contracts were established according to the dates the payments are expected to be received. These forward exchange contracts were measured at fair value on the basis of the forward exchange rate applicable on the reporting date for the remaining term. Their total present value on March 31, 2013 is EUR -22 thousand.
Interest hedges
To hedge the interest rate risk for financing investments in buildings at the Wettenberg and Jena sites, interest rate hedges originally totaling EUR 11,600 thousand were concluded. The open amount of these hedges as of the reporting date on March 31, 2013 was EUR 7,067 thousand. The fair value of these instruments is reported under other financial liabilities, totaling EUR -1,068 thousand as of the reporting date.
The loan, which was originally for EUR 10,000 thousand to finance the building at the Wettenberg site on which the above interest rate hedge is based, had not been utilized as of March 31, 2013. Accordingly, the fair value of the interest rate derivatives and deferred taxes on these were not reported under other provisions. As in the prior year, the changes in fair value were recognized through profit and loss in finance revenue in the amount of EUR +140 thousand in the first quarter of 2013 (previous year: EUR +27 thousand). Fair value of these hedges came to EUR -1,052 thousand as of the reporting date.
Personnel
The average number of employees by function has changed as follows in the reporting period:
| Number of employees by function (average for the period) |
Jan. 01 - Mar. 31, 2013 |
Jan. 01 - Mar. 31, 2012 |
|---|---|---|
| Administration | 64 | 63 |
| Sales | 52 | 52 |
| Engineering, research and development |
109 | 113 |
| Production and service | 270 | 287 |
| Total number of employees | 495 | 515 |
Executive bodies of the company
In the period from January 1 to March 31, 2013, the Management Board of PVA TePla AG consisted of the following persons:
Dr. Arno Knebelkamp, Mülheim (Chairman/CEO) Graduate chemist
Managing Director of the following Group companies: » PVA TePla Analytical Systems GmbH, Westhausen
Membership of supervisory bodies:
- » PVA TePla America Inc., Corona, USA (Director)
- » Profine GmbH, Troisdorf (Deputy Chairman of the Supervisory Board)
Arnd Bohle, Bochum (Chief Financial officer/CFO) Business graduate
Membership of supervisory bodies: » PVA TePla (China) Ltd. (Supervisor) In the period from January 1 to March 31, 2013, the Supervisory Board consisted of:
Alexander von Witzleben, Weimar (Chairman) Feintool International Holding AG, Lyss/Switzerland (President of the Administration Board)
Member of the following other supervisory bodies:
- » VERBIO Vereinigte BioEnergie AG, Leipzig (Chairman of the Supervisory Board)
- » KAEFER Isoliertechnik GmbH & Co. KG, Bremen (Member of the Advisory Board)
- » Siegwerk Druckfarben AG & Co. KGaA, Siegburg (Member of the Supervisory Board)
Dr. Gernot Hebestreit, Leverkusen (Deputy Chairman) Global Leader Business Development and Markets Grant Thornton International Limited, London/UK
Member of the following other supervisory bodies:
» Comvis AG, Essen (Deputy Chairman of the Supervisory Board)
Prof. Dr. Günter Bräuer, Cremlingen
Director of the Fraunhofer Institute for Laminate and Surface Engineering (IST), Braunschweig, and Managing Director of the Institute for Surface Engineering (IOT) of Braunschweig Technical University
Member of the following other supervisory bodies:
- » AMG Coating Technologies GmbH, Hanau (Member of the Advisory Board)
- » Institut für Solarenergieforschung GmbH, Emmerthal (Member of the Scientific Advisory Board)
There were no changes with regard to the functions and memberships of other bodies of the members of executive bodies at PVA TePla AG as of the reporting date March 31, 2013.
Related parties
Business transactions with related parties are on the one hand transactions with companies in which executive officers of PVA TePla AG have significant shareholdings or over which they exercise significant influence. On the other hand, these are business transactions with companies controlled by parties that may exercise significant influence on PVA TePla (particularly via participating interests in the Company).
In the reporting period, only the relationship to the majority shareholder Peter Abel is relevant in this context. PVA TePla AG's relevant transactions with related parties principally encompass purchases from IT companies. In the first quarter of 2013, the value of purchases from these companies amounted to EUR 166 thousand and the value of sales to EUR 1 thousand up to now. The net amounts of outstanding receivables and liabilities as of the reporting date on March 31, 2013 were EUR 0 thousand and EUR 26 thousand respectively. All transactions are conducted at arm's length conditions.
Disclosures under Section 160 (1) No. 8 AktG
No new disclosures were received in the period from January 1 to March 31, 2013.
Significant post-balance sheet date events
Please refer to section 11 of this interim report. There have been no significant events after March 31, 2013.
FINANCIAL CALENDAR
Date
| June 19, 2013 | Annual General Meeting at the Congress Hall Giessen |
|---|---|
| August 15, 2013 | Publication of the Q2 Report |
| November 8, 2013 | Publication of the Q3 Report |
| November 11-13, 2013 | German Equity Forum in Frankfurt |
IMPRINT
PVA TePla AG
Im Westpark 10 – 12 35435 Wettenberg Germany Phone +49 (0) 641 / 6 86 90 - 0 Fax +49 (0) 641 / 6 86 90 - 800 E-Mail [email protected] Home www.pvatepla.com
Investor Relations
Dr. Gert Fisahn Phone +49 (0) 641 / 6 86 90 - 400 E-Mail [email protected]
Published by
PVA TePla AG
Text PVA TePla AG Languages German/English
Layout Johannes Pentz
PVA TePla AG
Photography
Jürgen Jeibmann Photographik, Leipzig www.jeibmann-photographik.de
This report is available for download in English and German on the Internet at www.pvatepla.com under Investor Relations / Reports. In case of doubt the German version shall be authoritative.
35435 Wettenberg E-Mail [email protected]
PVA TePla AG Phone +49 (0) 641 / 68690-0 Im Westpark 10 – 12 Fax +49 (0) 641 / 68690-800 Germany Home www.pvatepla.com