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thyssenkrupp AG — Interim / Quarterly Report 2013
May 15, 2013
435_10-q_2013-05-15_f5843c72-e67f-4e7f-983f-77344061a020.pdf
Interim / Quarterly Report
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INTERIM REPORT 2012/2013
THYSSENKRUPP AG 1ST HALF OCTOBER 01, 2012 – MARCH 31, 2013

ThyssenKrupp in brief
ThyssenKrupp has more than 150,000 employees in around 80 countries working with passion and expertise to develop solutions forsustainable progress. Their skills and commitment are the basis of our success. In fiscal year 2011/2012 ThyssenKrupp generated sales of €40 billion.
For us, innovations and technical progress are key factors in managing global growth and using finite resources in asustainable way. With our engineering expertise in the areas of "Material", "Mechanical" and "Plant", we enable our customers to gain an edge in the global market and manufacture innovative products in a cost- and resource-efficient way.
THYSSENKRUPP STOCK MASTER DATA
| ISIN (International Stock Identification Number) | DE 000 750 0001 |
|---|---|
| Stock exchange | Frankfurt (Prime Standard), Düsseldorf |
| Symbols | |
| Frankfurt, Düsseldorf stock exchange | TKA |
| Reuters (Xetra trading) | TKAG.DE |
| Bloomberg (Xetra trading) | TKA GY |
CONTENTS
1s t HALF OCTOBER 01, 2012 – MARCH 31, 2013
INTERIM MANAGEMENT REPORT
02 THYSSENKRUPP IN FIGURES
03 STRATEGIC DEVELOPMENT OF THE GROUP
05 GROUP REVIEW
09 EXPECTED DEVELOPMENTS
11 BUSINESS AREA REVIEW
18 FINANCIAL POSITION
20 SUBSEQUENT EVENTS
21 THYSSENKRUPP STOCK
21 RATING
22 INNOVATIONS
22 EMPLOYEES
23 COMPLIANCE
24 MACRO AND SECTOR ENVIRONMENT
26 OPPORTUNITIES AND RISKS
CONDENSED INTERIM FINANCIAL STATEMENTS
29 CONSOLIDATED STATEMENT OF FINANCIAL POSITION
30 CONSOLIDATED STATEMENT OF INCOME
31 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
32 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
33 CONSOLIDATED STATEMENT OF CASH FLOWS
34 SELECTED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
45 REVIEW REPORT OF THE HALF-YEAR FINANCIAL REPORT
46 RESPONSIBILITY STATEMENT FURTHER INFORMATION
47 REPORT BY THE SUPERVISORY BOARD AUDIT COMMITTEE
48 CONTACT AND 2013/2014 DATES
This interim report was published on May 15, 2013.
ThyssenKrupp in figures
GROUP CONTINUING OPERATIONS
| 1st half 2011/2012 |
1st half 2012/2013 |
Change | Change in % |
2nd quarter 2011/2012 |
2nd quarter 2012/2013 |
Change | Change in % |
||
|---|---|---|---|---|---|---|---|---|---|
| Order intake | million € | 20,764 | 19,318 | (1,446) | (7) | 11,087 | 9,676 | (1,411) | (13) |
| Net sales total | million € | 19,791 | 17,939 | (1,852) | (9) | 10,195 | 9,102 | (1,093) | (11) |
| EBITDA | million € | 1,247 | 698 | (549) | (44) | 571 | 240 | (331) | (58) |
| EBIT | million € | 561 | 215 | (346) | (62) | 305 | (4) | (309) | -- |
| EBIT margin | % | 2.8 | 1.2 | (1.6) | — | 3.0 | 0.0 | (3.0) | — |
| Adjusted EBIT | million € | 733 | 470 | (263) | (36) | 361 | 241 | (120) | (33) |
| Adjusted EBIT margin | % | 3.7 | 2.6 | (1.1) | — | 3.5 | 2.6 | (0.9) | — |
| EBT | million € | 251 | (110) | (361) | -- | 149 | (176) | (325) | -- |
| Income/(loss) (net of tax) | million € | (84) | (44) | 40 | 48 | (138) | (77) | 61 | 44 |
| attributable to ThyssenKrupp AG's shareholders | million € | (123) | (60) | 63 | 51 | (164) | (89) | 75 | 46 |
| Basic earnings per share | € | (0.24) | (0.12) | 0.12 | 50 | (0.32) | (0.18) | 0.14 | 44 |
| Operating cash flow | million € | (1,132) | 243 | 1,375 | ++ | 195 | 165 | (30) | (15) |
| Free cash flow | million € | (1,393) | 705 | 2,098 | ++ | (63) | (31) | 32 | 51 |
| Employees (March 31) | 154,751 | 151,405 | (3,346) | (2) | 154,751 | 151,405 | (3,346) | (2) |
FULL GROUP
| 1st half 2011/2012 |
1st half 2012/2013 |
Change | Change in % |
2nd quarter 2011/2012 |
2nd quarter 2012/2013 |
Change | Change in % |
||
|---|---|---|---|---|---|---|---|---|---|
| Order intake | million € | 24,268 | 21,315 | (2,953) | (12) | 13,008 | 10,113 | (2,895) | (22) |
| Net sales total | million € | 23,293 | 19,952 | (3,341) | (14) | 12,155 | 9,540 | (2,615) | (22) |
| EBITDA | million € | 836 | 671 | (165) | (20) | 424 | 226 | (198) | (47) |
| EBIT | million € | (585) | (496) | 89 | 15 | (228) | (700) | (472) | -- |
| EBIT margin | % | (2.5) | (2.5) | 0.0 | — | (1.9) | (7.3) | (5.4) | — |
| Adjusted EBIT | million € | 177 | 301 | 124 | 70 | 152 | 227 | 75 | 49 |
| Adjusted EBIT margin | % | 0.8 | 1.5 | 0.7 | — | 1.3 | 2.4 | 1.1 | — |
| EBT | million € | (915) | (836) | 79 | 9 | (401) | (876) | (475) | -- |
| Net income/(loss) | million € | (1.067) | (822) | 245 | 23 | (587) | (852) | (265) | (45) |
| attributable to ThyssenKrupp AG's shareholders | million € | (1.047) | (621) | 426 | 41 | (587) | (656) | (69) | (12) |
| Basic earnings per share | € | (2.03) | (1.21) | 0.82 | 40 | (1.14) | (1.28) | (0.14) | (12) |
| Operating cash flow | million € | (1,719) | 22 | 1,741 | ++ | 96 | 162 | 66 | 69 |
| Free cash flow | million € | (2,475) | 286 | 2,761 | ++ | (421) | (75) | 346 | 82 |
| Net financial debt (March 31) | million € | 6,480 | 5,298 | (1,182) | (18) | 6,480 | 5,298 | (1,182) | (18) |
| Total equity (March 31) | million € | 8,872 | 3,575 | (5,297) | (60) | 8,872 | 3,575 | (5,297) | (60) |
| Employees (March 31) | 170,780 | 155,473 | (15,307) | (9) | 170,780 | 155,473 | (15,307) | (9) |
BUSINESS AREAS
| Order intake (million €) |
Sales (million €) |
EBIT (million €) |
Adjusted EBIT (million €) |
Employees | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 1st half 2011/2012 |
1st half 2012/2013 |
1st half 2011/2012 |
1st half 2012/2013 |
1st half 2011/2012 |
1st half 2012/2013 |
1st half 2011/2012 |
1st half 2012/2013 |
March 31, 2012 |
Sept. 30, 2012 |
March 31, 2013 |
|
| Components Technology | 3,636 | 2,684 | 3,633 | 2,705 | 297 | 108 | 231 | 105 | 31,304 | 28,011 | 27,698 |
| Elevator Technology | 3,007 | 3,249 | 2,670 | 2,920 | 231 | 304 | 274 | 315 | 46,605 | 47,561 | 48,150 |
| Industrial Solutions | 2,758 | 3,597 | 2,511 | 2,734 | 184 | 339 | 357 | 320 | 17,687 | 18,111 | 18,427 |
| Materials Services | 6,774 | 5,753 | 6,553 | 5,738 | 114 | (121) | 130 | 98 | 28,123 | 27,595 | 26,230 |
| Steel Europe | 5,695 | 5,023 | 5,416 | 4,765 | 123 | 19 | 132 | 39 | 28,137 | 27,761 | 27,773 |
| Corporate | 72 | 98 | 72 | 98 | (218) | (251) | (221) | (217) | 2,895 | 3,084 | 3,127 |
| Consolidation | (1,178) | (1,086) | (1,064) | (1,021) | (170) | (183) | (170) | (190) | |||
| Continuing operations | 20,764 | 19,318 | 19,791 | 17,939 | 561 | 215 | 733 | 470 | 154,751 | 152,123 | 151,405 |
| Order intake (million €) |
Sales (million €) |
EBIT (million €) |
Adjusted EBIT (million €) |
|||||
|---|---|---|---|---|---|---|---|---|
| 2nd quarter 2011/2012 |
2nd quarter 2012/2013 |
2nd quarter 2011/2012 |
2nd quarter 2012/2013 |
2nd quarter 2011/2012 |
2nd quarter 2012/2013 |
2nd quarter 2011/2012 |
2nd quarter 2012/2013 |
|
| Components Technology | 1,858 | 1,360 | 1,880 | 1,360 | 128 | 65 | 128 | 63 |
| Elevator Technology | 1,541 | 1,633 | 1,322 | 1,388 | 118 | 133 | 132 | 146 |
| Industrial Solutions | 1,665 | 1,595 | 1,202 | 1,428 | 175 | 198 | 193 | 180 |
| Materials Services | 3,573 | 2,988 | 3,408 | 2,923 | 74 | (157) | 90 | 58 |
| Steel Europe | 2,990 | 2,620 | 2,886 | 2,512 | 21 | (10) | 30 | 9 |
| Corporate | 39 | 43 | 37 | 43 | (119) | (139) | (120) | (120) |
| Consolidation | (579) | (563) | (540) | (552) | (92) | (94) | (92) | (95) |
| Continuing operations | 11,087 | 9,676 | 10,195 | 9,102 | 305 | (4) | 361 | 241 |
As part of its strategic development program ThyssenKrupp is divesting its steelmaking and processing plants in Brazil and the USA. At September 30, 2012 the Steel Americas business area met the requirements for classification as a discontinued operation under IFRS. This had been the case for Stainless Global since September 30, 2011; the combination of the stainless business with the Finnish company Outokumpu was successfully completed on December 28, 2012. ThyssenKrupp now holds a 29.9% financial interest in Outokumpu which is accounted for by the equity method and whose income effects are not included in EBIT due to its non-operating nature. At January 01, 2013 the business areas Plant Technology and Marine Systems were combined into the new business area Industrial Solutions; since then the continuing operations comprise five business areas and Corporate.
Strategic development of the Group
Global trends are leading to growing worldwide demand for consumer and capital goods, infrastructure, raw materials and energy. However, this growing demand is set against the finite nature of natural resources. The consequences of climate change and environmental legislation worldwide also require "better" solutions. So the world needs not just "more" but above all "better": more efficient use of resources, greener production processes, and more sustainable infrastructure and consumer and capital goods. As a diversified industrial group ThyssenKrupp is firmly focused on these markets of the future and can meet demands for both "more" and "better" in many areas. In partnership with our customers we use our leading engineering expertise to develop technological solutions and sustainable processes and products for greater resource efficiency.
To align the Group with these global trends we launched our strategic development program in May 2011. The pillars of this holistic program are continuous portfolio optimization, changes in our corporate culture, leadership and structure, and a stronger performance orientation. This will strengthen our financial base and give us freedom to strategically expand our business activities. In the 1st half 2012/2013 we reached important milestones in the implementation of the strategic development program:
Portfolio further optimized
After the successful combination of Inoxum, the former Stainless Global business area, with the Finnish stainless steel manufacturer Outokumpu in the 1st quarter of the current fiscal year we are now engaged in intensive negotiations on the sale of the two Steel Americas plants. These negotiations include shareholder partner Vale, the Brazilian development bank BNDES and Brazilian government agencies. We remain focused on signing a deal promptly. The proceeds from the sale will significantly reduce our net financial debt.
Despite the current financial constraints we made selective growth investments in the reporting period. For example the Elevator Technology business area strengthened its operations in the USA and Europe through various business acquisitions. The Industrial Solutions business area expanded its presence in the naval shipbuilding sector in Australia, New Zealand and Southeast Asia with the acquisition of an Australian engineering firm.
In addition we invested particularly in organic growth. In the Components Technology business area we expanded our presence in Germany and above all in the growth regions Brazil, China, India and the NAFTA region. The latest example is the investment in a new truck crankshaft factory in the Chinese metropolis of Nanjing. The factory was inaugurated in April 2013.
Efficiency gains and growth opportunities at Industrial Solutions
As part of a proactive strategic focus on markets and customers the two former business areas Plant Technology and Marine Systems were combined into the new business area Industrial Solutions on January 01, 2013. Leadership structures are being streamlined and complexity within the Group further reduced. The capabilities of the new business area range from patented processes and technologies and turnkey plants for the chemical and refinery industries to equipment for the cement industry and innovative solutions for the mining and processing of raw materials. In addition Industrial Solutions is active in naval shipbuilding and supplies production systems for the auto industry. The business area has great growth opportunities; its leading engineering expertise in project business as well as in processes and technologies enables it to meet requirements for "more" and "better", both in the industrialized countries and in the growth regions.
Corporate program "impact 2015" on track
The name impact describes the various initiatives we are pursuing to drive the strategic development of the Group. Under the "impact 2015" program the goal is to improve performance and achieve a cumulative EBIT effect of €2 billion from performance measures in the three fiscal years up to and including 2014/2015. We aim to achieve €500 million in the current fiscal year and another €750 million in each of the two following years. As far as the current fiscal year is concerned we are well on course to achieve the forecast €500 million. "impact 2015" covers all areas of the business . One example is the purchasing program "synergize+", aimed at achieving a sustainable reduction in material costs. The Steel Europe business area with its program "Best in Class – reloaded" aims to make a major contribution to the savings targets of "impact 2015" with a €500 million EBIT savings by fiscal year 2014/2015. The program is a first step in improving the Group's European steel operations in a difficult competitive climate and achieving the earnings, cash flow, value added and competitive profile demanded of all areas of the Group under the strategic development program. In this connection it is intended to sell the grain-oriented electrical steel business with plants in Gelsenkirchen, Germany, and Isbergues, France, as well as the electrical steel operation in Nashik, India, with altogether around 1,800 employees as part of a best owner solution.
ACT creating optimum Group leadership structure with competitive costs
Under the Group initiative ACT ("Achieve Change @ ThyssenKrupp") ThyssenKrupp is optimizing its leadership and business structure and associated processes. The aim is to change our understanding of leadership and our corporate culture in terms of greater openness, transparency and integration, and to improve performance and efficiency throughout the Group. The functions and structure of the Executive Board have been streamlined, and the corporate functions and corporate service units have been reduced in number from 26 to 17 and reorganized. The processes between corporate functions, business areas and new regional units are being standardized. In a detailed analysis of current function costs, savings and optimization opportunities totaling around €250 million have been identified in connection with the new structures and processes in the Group. Overall the number of employees in administrative functions in the Group worldwide is to be reduced by around 3,000 from its current level of around 15,000. In the coming months the Group will be adapted step by step to the new structure. We plan to operate in the new structure from October 2013. Most of the effects should be realized within the next three years. In addition, the Group's structure will be routinely reviewed in the future as part of the annual strategy process in order to ensure it is continuously enhanced and adapted in line with changing conditions.
Reorganization of Supervisory Board supports realignment of the Group
On March 08, 2013 Dr. Gerhard Cromme stepped down as Supervisory Board Chairman of ThyssenKrupp AG and from his seat on the Supervisory Board effective March 31, 2013. The decision facilitates a fresh start for the Supervisory Board as well and supports the necessary changes to the Group's leadership system and culture. In a special meeting on March 19, 2013 the Supervisory Board elected Prof. Dr. Ulrich Lehner as new Chairman of the Supervisory Board effective April 01, 2013. Prof. Lehner will reorganize the Supervisory Board in parallel with the realignment of the Group and make corporate governance and compliance key topics of the Supervisory Board's work in the future. Effective April 19, 2013 Dr. Kersten v. Schenck also left the Supervisory Board. The shareholder representatives on the Supervisory Board of ThyssenKrupp AG accepted a proposal by the nomination committee and recommended Carsten Spohr and Dr. Lothar Steinebach as new Supervisory Board members. Both were delegated to the Supervisory Board of ThyssenKrupp AG by the Alfried Krupp von Bohlen und Halbach Foundation effective April 19, 2013; they are not members of the board of trustees of the Alfried Krupp von Bohlen und Halbach Foundation.
Group review
Operational and strategic milestones achieved
ThyssenKrupp met its operational and strategic targets in the 2nd quarter (January 01 – March 31, 2013) and overall in the 1st half 2012/2013 (October 01, 2012 – March 31, 2013):
Adjusted EBIT from continuing operations came to €470 million in the 1st half. The 2nd quarter contributed €241 million to this, coming in at the top end of our guidance of around €200 million and slightly higher quarter-on-quarter. All business areas made positive contributions. The share of the capital goods operations in the 1st half was €740 million, significantly higher than the €137 million contributed by the materials operations. Adjusted EBIT of Corporate came to €(217) million and consolidation to €(190) million.
Free cash flow from continuing operations in the 1st half was €705 million. This represents a year-on-year improvement of around €2.1 billion and reflects our efforts to optimize the structure of our cash flow profile. In the 2nd quarter free cash flow was almost breakeven at €(31) million despite the interest payments typically concentrated in this quarter, and before divestments was better quarter-on-quarter and better than our guidance.
On this basis the net financial debt of the full Group, while increasing slightly by €0.1 billion in the 2nd fiscal quarter, decreased in total in the 1st half 2012/2013 from €5.8 billion to €5.3 billion; in the prior year we recorded an increase of around €2.9 billion.
Taking into account the current negotiations in connection with the disposal process for Steel Americas we have come to a new assessment of fair value less costs to sell at March 31, 2013. This has resulted in a further impairment loss of €683 million on property, plant and equipment. This book loss was the main reason for the net loss of €(822) million for the full Group in the 1st half (net loss attributable to shareholders of ThyssenKrupp AG: €(621) million), for the decline in the equity ratio to 9.5% and for the temporary increase in the gearing ratio (net debt to equity) to 148.2 %. With cash, cash equivalents and committed undrawn credit lines totaling €8.0 billion at March 31, 2013 and with our balanced maturity structure, ThyssenKrupp is solidly financed. The cash inflow from the sale of Steel Americas will significantly reduce our temporarily increased gearing again; in addition the sale will substantially improve the earnings, cash flow, value-added and competitive profile of the Group.
Growth in elevator and project business in a difficult climate
ThyssenKrupp held up generally well in a continuing difficult macroeconomic climate in the 1st half 2012/2013; key pillars were the solid performances of Elevator Technology and Industrial Solutions.

Order intake from continuing operations in the 1st half came to €19.3 billion, down 7% year-on-year. However there were significant increases in the elevator business, which achieved new record order levels in each of the first two quarters, and in particular in project business: Industrial Solutions increased its order intake by 30%. Based on this strong ordering activity, orders in hand at Elevator Technology and Industrial Solutions rose to a record level of altogether €20.2 billion. New orders in the components and materials businesses in the 2nd quarter were higher quarter-on-quarter following the typical seasonal pattern but down year-on-year due to lower demand and disposals. Low volumes and above all lower prices weighed on the steel business in Europe and global materials trading.
Sales from continuing operations decreased year-on-year by 9% to €17.9 billion. The effects of disposals and declines in the components and materials businesses were partly offset by higher sales in the elevator and project businesses.

Including the discontinued operations Steel Americas and Stainless Global (sold December 28, 2012) the Group's order intake in the 1st half 2012/2013 dropped by 12% to €21.3 billion, while Group sales fell by 14% to €20.0 billion.
Adjusted EBIT of €470 million on course to meet full-year target
In a difficult economic climate adjusted EBIT from continuing operations in the 1st half 2012/2013 decreased year-on-year from €733 million to €470 million, but is on course to meet the full-year target of around €1 billion. Of the half-year figure, the 2nd quarter contributed €241 million, which was at the top end of our guidance of around €200 million and up slightly from the prior quarter. All business areas ended the 1st half with a positive contribution; this is also true of Steel Europe, which delivered positive adjusted EBIT in both quarters in an industry at the bottom of its cycle. Industrial Solutions made the biggest earnings contribution.
In the more cyclical materials operations the earnings decline was mainly due to the weaker trend in prices. In the capital goods operations profits at Industrial Solutions were down slightly temporarily, while at Components Technology they were lower year-on-year due to disposals and lower demand. Elevator Technology increased its earnings year-on-year in both quarters. Overall the capital goods operations delivered €740 million of adjusted EBIT, much higher than the €137 million contributed by the materials operations. Adjusted EBIT of Corporate came to €(217) million and consolidation to €(190) million. Adjusted EBIT margin from continuing operations in the reporting half decreased year-on-year from 3.7% to 2.6%.


Including the discontinued operations, adjusted EBIT increased from €177 million to €301 million. The main reasons for this were the absence of losses at Stainless Global after conclusion of the sale and lower losses at Steel Americas; adjusted EBIT margin increased from 0.8% to 1.5%.
Earnings impacted by special items
In the 1st half 2012/2013 EBIT from continuing operations was impacted by net special items of €255 million. In connection with the so-called rail cartel additional provisions totaling €207 million were recognized for identifiable risks from expected fines and claims for damages. Further provisions were recognized for restructurings in particular at Elevator Technology, Materials Services and Steel Europe. In addition there were severance payments to former Executive Board members at Corporate. This was partly offset by non-operating income recorded mainly in the 2nd quarter at the shipbuilding operations of Industrial Solutions.
ADJUSTED EBIT IN MILLION €
| 1st half 2011/2012 |
1st half 2012/2013 |
Change in % |
2nd quarter 2011/2012 |
2nd quarter 2012/2013 |
Change in % |
|
|---|---|---|---|---|---|---|
| EBIT | 561 | 215 | (62) | 305 | (4) | -- |
| +/- Disposal losses/gains | (51) | (3) | 94 | 1 | 2 | 100 |
| + Restructuring expense | 40 | 45 | 13 | 8 | 32 | 300 |
| + Impairment | 191 | 4 | (98) | 36 | 5 | (86) |
| + Other non-operating expense | 20 | 234 | ++ | 11 | 228 | ++ |
| - Other non-operating income | (28) | (25) | 11 | 0 | (22) | — |
| Adjusted EBIT | 733 | 470 | (36) | 361 | 241 | (33) |
After special items, EBIT from continuing operations totaled €215 million. The prior-year figure was €561 million and was impacted by special items of €172 million mainly in connection with the sale of the civil shipbuilding operations.
Including the discontinued operations the Group's EBIT improved year-on-year from €(585) million to €(496) million but remained clearly negative. The main reason for this were net negative special items of €543 million attributable to the discontinued operations. These include €683 million negative effects from the fair value adjustment at Steel Americas and €140 million positive special items at Stainless Global, mainly due to the provisional disposal gain.
Loss from continuing operations (net of tax) improved from €(84) million to €(44) million; the figure attributable to shareholders of ThyssenKrupp AG increased from €(123) million to €(60) million. Earnings per share from continuing operations came to €(0.12). The net loss of the full Group was impacted particularly by the fair value adjustment at Steel Americas but improved from €(1,067) million in the prior year to €(822) million. The net loss attributable to shareholders of ThyssenKrupp AG improved year-on-year from €(1,047) million to €(621) million; earnings per share came to €(1.21).
Net financial debt and cash flow
We made progress with our goal of improving our cash flow profile and reducing net financial debt. The free cash flow of the full Group increased year-on-year by €2.8 billion to €286 million. With free cash flow from continuing operations almost breakeven before positive disposal effects in the first two quarters, cash outflow from discontinued operations was significantly outweighed by cash inflow from the successful closing of the stainless steel transaction. The full Group's net financial debt at March 31, 2013 came to €5,298 million, down both from a year earlier (€6,480 million) and from September 30, 2012 (€5,800 million). Taking into account cash, cash equivalents and committed undrawn credit lines totaling €8.0 billion and our balanced maturity structure, ThyssenKrupp is solidly financed. At March 31, 2013 the gearing ratio, temporarily increased as a result of the fair value adjustment, was 148.2%.
| in million €, quarter on quarter rate of change | |||
|---|---|---|---|
| December 31 March 31 |
+ 9% | 5,937 6,480 |
|
| June 30 September 30 |
(10)% 0% |
5,800 5,800 |
|
| December 31 | 2011/2012 | (10)% | 5,205 |
| March 31 | 2012/2013 | + 2% | 5,298 |
The net financial debt of the full Group is calculated as the difference between the cash and cash equivalents shown in the statement of financial position plus other current financial assets, and non-current and current financial debt; the corresponding assets intended for sale of the disposal groups and discontinued operations are also taken into account.
Bond successfully issued
On February 18, 2013 ThyssenKrupp AG issued a €1.25 billion 5 ½-year bond under its €10 billion debt issuance program. The bond was very well received by the capital market, with an order book in excess of €4 billion. In view of the good response, the bond was increased by €0.35 billion to a total of €1.6 billion on March 05, 2013. It pays a coupon of 4.0% p.a. at an issue price of 99.681% / 100.625%. The issue was timed to benefit from the advantageous market climate and achieved a historically favorable coupon for a ThyssenKrupp bond. In addition it extended the maturity profile of our financial debt and strengthened the capital market share of our financing mix. The minimum denomination of €1,000 allows retail investors to purchase the bond on the market.
Capital expenditures
In the 1st half 2012/2013 ThyssenKrupp invested a total of €719 million, €336 million less than a year earlier. €297 million of the decline was attributable to the discontinued operations and resulted from the absence of capital spending at Stainless Global after the disposal and from a sharp fall in capital spending at Steel Americas.
We invested €521 million in the continuing operations in the first 6 months of the current fiscal year, which was slightly less than the prior-year figure of €560 million and well within our guidance for the full-year budget of €1.4 billion maximum. More than half the capital spending in our continuing operations went on the capital goods businesses and here particularly on Components Technology. The majority of the budget for our components business relates to the growth regions BIC and NAFTA; the latest example is the investment in a new truck crankshaft factory in the Chinese metropolis of Nanjing.
Expected developments
Fiscal year 2012/2013
Since September 30, 2012 the Steel Americas business area has been treated as a discontinued operation – like the Stainless Global business area before it. The following forecast therefore applies to the Group's continuing operations; Steel Americas is no longer included. We remain focused on signing a deal for Steel Americas promptly. The sale of Stainless Global was closed on December 28, 2012.
Sales and earnings – From the present perspective the Group's business performance in the 2012/2013 fiscal year will be characterized to a very large extent by the continued absence of a global economic recovery, with an unsolved debt crisis in particular in the euro zone and slower growth in the emerging economies.
Based on the assumption of stagnation for the most part in the core markets of our more cyclical materials and components businesses, where in the current economic climate visibility does not extend much beyond a quarter, our expectations for sales and adjusted EBIT compared with the prior year are currently as follows:
- We expect the Group's sales in the 2nd half to come in higher than in the 1st half, but full-year sales will be down year-onyear (sales 2011/2012: €40.1 billion). We also expect there to be no major dislocations on the raw materials markets. Sales lost due to portfolio measures, in particular at Steel Europe and Components Technology, will not be fully offset by organic growth in the capital goods businesses; sales in the elevator and project businesses are already secured well into the future by existing high order backlogs.
- Assuming that the slower activity on the materials markets in the 1st half compared with the prior year continues but does not progressively worsen, adjusted EBIT from the Group's continuing operations should be around €1 billion (adjusted EBIT 2011/2012: €1.4 billion).
- In the capital goods operations (adjusted EBIT 2011/2012: €1.7 billion) earnings contributions from the Industrial Solutions business area should remain largely steady. In the elevator business we expect to see an improvement in margins and earnings. The components business will be impacted by portfolio adjustments, lower operating levels in existing plants, startup costs of new facilities in China and India, and increasing competition for slewing bearings for wind turbines.
- Adjusted EBIT from the generally more cyclical materials activities (adjusted EBIT 2011/2012: €0.6 billion) is expected to be lower year-on-year but clearly positive.
Our goal in the 2012/2013 fiscal year is to improve cash generation on a sustainable basis and reduce our net financial debt. Despite the problems on the European financial markets, the associated difficult conditions, and the temporary increase in gearing, our financing and liquidity in fiscal 2012/2013 will remain on a solid basis and able to cushion fluctuations resulting from specific short-term macroeconomic issues. After the high capital expenditures in prior years for the major projects in Brazil and the USA and following completion of the stainless steel transaction, we expect the full Group's capital spending to be well below the prior-year level.
Discontinued operations – If the discontinued operation Steel Americas were to remain in the Group for the full 2012/2013 fiscal year, we would expect negative adjusted EBIT for this operation in the low to mid three-digit million euro range. This figure does not include depreciation expenses as these are no longer required with the classification of Steel Americas as a discontinued operation.
Fiscal year 2013/2014
In the 2013/2014 fiscal year we will continue to work on the structural improvement of the Group and rigorously implement our integrated strategic development plan to make the Group competitive and sustainable. This may include among other things targeted growth stimulus and further portfolio optimization. Provided the economic effects of the debt crisis do not extend into our 2013/2014 fiscal year, we expect our sales to increase with general growth in the economy. Rising sales and structural improvements should have a correspondingly positive impact on earnings. In 2013/2014 we additionally expect significant improvements on the earnings side as a result of the corporate programs initiated, in particular "impact 2015", and the continuous stimulus to efficiency provided by benchmarking. Since we additionally assume that the portfolio measures described will be implemented, we expect an improvement in the equity and financing situation in 2013/2014.
Business area review
Components Technology
COMPONENTS TECHNOLOGY IN FIGURES
| 1st half 2011/2012 |
1st half 2012/2013 |
Change in % |
2nd quarter 2011/2012 |
2nd quarter 2012/2013 |
Change in % |
||
|---|---|---|---|---|---|---|---|
| Order intake | million € | 3,636 | 2,684 | (26) | 1,858 | 1,360 | (27) |
| Sales | million € | 3,633 | 2,705 | (26) | 1,880 | 1,360 | (28) |
| EBIT | million € | 297 | 108 | (64) | 128 | 65 | (49) |
| EBIT margin | % | 8.2 | 4.0 | — | 6.8 | 4.8 | — |
| Adjusted EBIT | million € | 231 | 105 | (55) | 128 | 63 | (51) |
| Adjusted EBIT margin | % | 6.4 | 3.9 | — | 6.8 | 4.6 | — |
| Employees (March 31) | 31,304 | 27,698 | (12) | 31,304 | 27,698 | (12) |
The Components Technology business area supplies a range of high-tech components for general engineering, construction equipment and wind turbines. In the auto sector our activities are focused on crankshafts, camshafts, steering systems, dampers, springs, stabilizers and the assembly of axle modules.
Order intake and sales down due to disposals and lower demand
As in the 1st quarter, the disposals of the previous fiscal year resulted in a structurally lower volume of business at Components Technology in the 2nd quarter 2012/2013 and therefore in the 1st fiscal half. Order intake in the 2nd quarter decreased year-on-year by 27% to €1.4 billion but increased slightly quarter-on-quarter. Excluding the prior-year disposals, order intake fell by 10% as a result of lower demand. There was no turnaround in the trend in western Europe. Demand for car and truck components remained weak. However there were positive developments on the car markets in the USA, Brazil, China and Russia; we will increase our presence in Brazil and China through plants currently in the ramp-up phase. The market for heavy trucks, especially in Europe, the USA and China, remained in steep decline, but there was a slight recovery in demand in Brazil. The uncertain investment climate resulted in project deferrals in the construction and wind energy sectors, especially in western Europe, leading to lower orders for components. In China, demand for components remained weak due to delays in connecting existing wind turbines to the grid.
Following the trend in orders, sales also came to €1.4 billion in the 2nd quarter. This represented a 28% decrease year-onyear, mainly due to the disposals; excluding the impact of disposals, sales fell by 11%.
| COMPONENTS TECHNOLOGY ORDER INTAKE | COMPONENTS TECHNOLOGY ADJUSTED EBIT | |||
|---|---|---|---|---|
| in million €, quarter on quarter rate of change | in million €, quarter on quarter rate of change | |||
| 1,778 | 103 | |||
| Q1 | Q1 | |||
| + 4% | 128 | |||
| 1,858 | + 24% | |||
| Q2 | Q2 | |||
| 1,828 | 134 | |||
| (2)% | + 5% | |||
| Q3 | 03 | |||
| 1,469 | 88 | |||
| (20)% | (34)% | |||
| Q4 | 04 | |||
| 2011/2012 | 2011/2012 | |||
| 1,324 | 42 | |||
| (10)% | (52)% | |||
| Q1 | Q1 | |||
| + 3% | 63 | |||
| 1,360 | + 50% | |||
| Q2 | Q2 | |||
| 2012/2013 | 2012/2013 |
EBIT in 2nd quarter up from 1st quarter but down year-on-year
At €108 million in the 1st half and €65 million in the 2nd quarter, EBIT at Components Technology was down from the high prior-year figures. Key factors were the absence of the operating profits of the US foundry group Waupaca, the slowdown in the western European market for car and heavy truck components, and continuing weak demand in the wind energy and infrastructure sectors. In addition the earnings figure includes startup costs of new plants and products. At ThyssenKrupp Federn & Stabilisatoren an extensive restructuring program was launched whose initial effects could already be seen in the 2nd quarter. Adjusted EBIT of €63 million for the 2nd quarter was down year-on-year but up quarter-on-quarter.
In Berco's undercarriage components business a restructuring program with extensive personnel measures is being introduced to improve profitability and sustainability. The new management team will develop rationalization measures with the active involvement of the trade unions concerned. The restructuring will form the basis to grow the company successfully, safeguard jobs over the long term and support disposal to a best owner.
Elevator Technology
ELEVATOR TECHNOLOGY IN FIGURES
| 1st half 2011/2012 |
1st half 2012/2013 |
Change in % |
2nd quarter 2011/2012 |
2nd quarter 2012/2013 |
Change in % |
||
|---|---|---|---|---|---|---|---|
| Orders in hand (March 31) | million € | 3,518 | 3,766 | 7 | 3,518 | 3,766 | 7 |
| Order intake | million € | 3,007 | 3,249 | 8 | 1,541 | 1,633 | 6 |
| Sales | million € | 2,670 | 2,920 | 9 | 1,322 | 1,388 | 5 |
| EBIT | million € | 231 | 304 | 32 | 118 | 133 | 13 |
| EBIT margin | % | 8.7 | 10.4 | — | 8.9 | 9.6 | — |
| Adjusted EBIT | million € | 274 | 315 | 15 | 132 | 146 | 11 |
| Adjusted EBIT margin | % | 10.3 | 10.8 | — | 10.0 | 10.5 | — |
| Employees (March 31) | 46,605 | 48,150 | 3 | 46,605 | 48,150 | 3 | |
The Elevator Technology business area supplies passenger and freight elevators, escalators and moving walks, passenger boarding bridges, stair and platform lifts as well as service for the entire product range. Over 900 locations worldwide form a tight-knit sales and service network that keeps us close to customers.
Significant growth in orders and sales
Elevator Technology continued its positive performance in the 1st half 2012/2013 and reported significant growth in orders and sales in the first two quarters of the current fiscal year.
Order intake continued to show a very positive trend, particularly on the Chinese market for new installations. Appreciable growth was also achieved on the North and South American markets. The level of business in Europe was steady overall. Order intake was 8% higher year-on-year at €3.2 billion and reached new record highs in each of the two first quarters. Sales were likewise driven by positive new installations business on the Asian markets. Some notable sales increases were also reported in North and South America. Overall volumes in both the new installations and the service and modernization businesses grew continuously. In the 1st half of the fiscal year Elevator Technology increased its sales by 9% to €2.9 billion. In the 2nd quarter, too, sales were higher year-on-year but, typically for this time of year, down from the previous quarter among other things due to the Chinese New Year holiday.
| ELEVATOR TECHNOLOGY ORDER INTAKE | ELEVATOR TECHNOLOGY ADJUSTED EBIT | |||
|---|---|---|---|---|
| in million €, quarter on quarter rate of change | in million €, quarter on quarter rate of change | |||
| Q1 +5% Q2 +2% 03 (1)% 04 |
1.466 1.541 1,575 1,567 |
Q1 Q2 03 04 |
(7)% + 11% + 13% |
142 132 147 166 |
| 2011/2012 | 2011/2012 | |||
| + 3% Q1 |
1,616 | Q1 | + 2% | 169 |
| + 1% Q2 2012/2013 |
1,633 | Q2 2012/2013 |
(14)% | 146 |
Earnings and margins higher year-on-year
In the 1st half 2012/2013 Elevator Technology achieved EBIT of €304 million. Adjusted EBIT came to €315 million and was higher year-on-year in the first half and each of the two first quarters. This was mainly the result of the growth in sales and positive effects from the restructuring measures initiated in the last fiscal year among other things in Spain and at Access Solutions in the USA. Under an extensive performance program focused on the areas production, service, growth markets, product and regional portfolios, and M&A, we are working intensively on continuously improving earnings and margins: In the 1st half adjusted EBIT margin rose to 10.8% from 10.3% a year earlier.
Industrial Solutions
INDUSTRIAL SOLUTIONS IN FIGURES
| in % |
|---|
| 23 |
| (4) |
| (94) |
| 19 |
| 82 |
| 13 |
| — |
| (7) |
| — |
| 4 |
| 2012/2013 16,440 1,595 45 1,428 400 198 13.9 180 12.6 18,427 |
* including other shareholdings and consolidation
Effective January 01, 2013 the former Plant Technology and Marine Systems business areas were combined into the new Industrial Solutions business area. Industrial Solutions comprises the operating units Process Technologies (Uhde), Resource Technologies (Polysius/Fördertechnik), Marine Systems (HDW/Blohm+Voss Naval) and System Engineering. The product portfolio encompasses chemical plants and refineries (Process Technologies), equipment for the cement industry and innovative solutions for the mining and extraction of raw materials (Resource Technologies), naval shipbuilding (Marine Systems), and production systems for the auto industry (System Engineering). A range of services rounds out the portfolio. Outstanding engineering expertise for patented processes and mechanical applications, global project management, system integration, reliable procurement and supplier management, and a service offering meeting the highest standards form the basis for lasting customer satisfaction.
Steep rise in order intake, order backlog at record level
The markets of Industrial Solutions performed positively overall in the 1st half 2012/2013. The excellent growth in order intake reflects the high standing of our engineering, which enables our customers to differentiate themselves by manufacturing innovative products in a cost and resource efficient way.
Order intake was significantly higher year-on-year at €3.6 billion in total. Chemical plant construction at Process Technologies played a key role in this. Due to low gas prices in North America, demand for fertilizer plants remains high; this will continue to open up opportunities for further chemical plant projects in North America over the long term. In the Resource Technologies area we benefited from strong infrastructure demand in Southeast Asia: We won a €190 million follow-up order to expand a cement plant in Indonesia, where double-digit growth is forecast for the cement market in 2013. System Engineering received an order for a manufacturing line for the aerospace industry – an activity we will be further expanding. Order intake in naval shipbuilding was down from the high prior-year figure, which contained a major order. Nevertheless, the markets of Marine Systems continue to perform positively; there are a number of promising projects worldwide, including some in the Asia/Pacific region. To strengthen its market position in the Southeast Asian region including Australia and New Zealand, Marine Systems acquired the Australian engineering firm Australian Marine Technologies.
The exceptionally high order backlog of €16.4 billion at March 31, 2013 continues to secure a good workload, provides planning certainty and contributes to the prospects for growth.
In the 1st half 2012/2013 Industrial Solutions' sales were 9% higher than a year earlier at €2.7 billion, confirming the stable upward trend.
| INDUSTRIAL SOLUTIONS ORDER INTAKE | INDUSTRIAL SOLUTIONS ADJUSTED EBIT |
|---|---|
| in million €, quarter on quarter rate of change | in million €, quarter on quarter rate of change |
| 1.093 | 164 |
| Q1 | Q1 |
| 1.665 | 193 |
| + 52% | + 18% |
| Q2 | 02 |
| 1,288 | 163 |
| (23)% | (16)% |
| Q3 | Q3 |
| + 178% | + 3% |
| 3,585 | 168 |
| 04 | 04 |
| 2011/2012 | 2011/2012 |
| (44)% | 140 |
| 2,002 | (17)% |
| Q1 | Q1 |
| 1,595 | 180 |
| Q2 | + 29% |
| (20)% | Q2 |
| 2012/2013 | 2012/2013 |
1st half EBIT significantly higher; adjusted EBIT down from high prior-year level
EBIT amounted to €339 million in the 1st half 2012/2013, and €197 million in the 2nd quarter. This was significantly higher than a year earlier, when EBIT was impacted by special items of €173 million.
At €320 million, adjusted EBIT in the 1st half 2012/2013 was down from the prior-year figure, which profited above all from the reversal of project-related risk provisions in shipbuilding. Adjusted EBIT in the 2nd quarter came to €180 million. At 11.7%, adjusted EBIT margin exceeded the minimum target of 10%.
Materials Services
MATERIALS SERVICES IN FIGURES
| 1st half 2011/2012 |
1st half 2012/2013 |
Change in % |
2nd quarter 2011/2012 |
2nd quarter 2012/2013 |
Change in % |
||
|---|---|---|---|---|---|---|---|
| Order intake | million € | 6,774 | 5,753 | (15) | 3,573 | 2,988 | (16) |
| Sales | million € | 6,553 | 5,738 | (12) | 3,408 | 2,923 | (14) |
| EBIT | million € | 114 | (121) | -- | 74 | (157) | -- |
| EBIT margin | % | 1.7 | (2.1) | — | 2.2 | (5.4) | — |
| Adjusted EBIT | million € | 130 | 98 | (25) | 90 | 58 | (36) |
| Adjusted EBIT margin | % | 2.0 | 1.7 | — | 2.6 | 2.0 | — |
| Employees (March 31) | 28,123 | 26,230 | (7) | 28,123 | 26,230 | (7) |
With 500 locations in more than 30 countries, the Materials Services business area specializes in materials distribution including technical services.
Holding up well – thanks to broad positioning and extensive program of measures
Materials Services' broad portfolio of products and services, international positioning and efficient IT, warehousing and logistics systems paid dividends again in the 1st half 2012/2013. In an early response to the increasingly difficult market conditions, an extensive program of measures was initiated at the end of the last fiscal year relating to inventory management, logistics, administration, and employees. As a result, the business area's performance remained relatively good, also in comparison with many competitors.
Order intake was down 15% at just under €5.8 billion. Sales were 12% lower at €5.7 billion, with warehouse sales of metals slipping 3.5% to 2.6 million tons. These figures reflect the continued economic slowdown in virtually all regions and sectors with the exception of our materials activities in North America. Despite the typical seasonal quarter-on-quarter growth in order intake and sales in the 2nd quarter, the general spring upturn was absent – due partly to the unusually long winter. However, we continued the successful expansion of our materials and service activities for the aerospace industry and in this connection launched new activities in India and Tunisia.
Demand for metallurgical raw materials remained weak as a result of numerous production cutbacks and stoppages in the steel industry. Due to the deferral of some special projects by customers in Brazil, operating levels and sales of our steel mill services decreased year-on-year in the 1st half. Here, too, we responded at an early stage with personnel measures.
For the "Railway/Construction" operations, with combined annual sales of around €400 million and roughly 800 employees, we have initiated a sale process in view of limited growth prospects on the German market and increased cost pressure.

2nd quarter adjusted EBIT higher quarter-on-quarter but lower year-on-year
In a difficult business environment, earnings in the 1st half 2012/2013 were down from a year earlier. Nevertheless, through the intensification and early initiation of performance programs, Materials Services made a clear positive contribution to the Group's earnings, with adjusted EBIT of €98 million. After special items of €219 million, mainly additional provisions for recognizable risks from anticipated fines and claims in connection with the rail cartel, and for restructurings, EBIT in the first half came to €(121) million. Analogously with order intake and sales, adjusted EBIT increased quarter-on-quarter to €58 million and EBIT margin to 2.0% in the 2nd quarter; however both figures were down from the year before.
Steel Europe
| 1st half 2011/2012 |
1st half 2012/2013 |
Change in % |
2nd quarter 2011/2012 |
2nd quarter 2012/2013 |
Change in % |
||
|---|---|---|---|---|---|---|---|
| Order intake | million € | 5,695 | 5,023 | (12) | 2,990 | 2,620 | (12) |
| Sales | million € | 5,416 | 4,765 | (12) | 2,886 | 2,512 | (13) |
| EBIT | million € | 123 | 19 | (85) | 21 | (10) | -- |
| EBIT margin | % | 2.3 | 0.4 | — | 0.7 | (0.4) | — |
| Adjusted EBIT | million € | 132 | 39 | (70) | 30 | 9 | (70) |
| Adjusted EBIT margin | % | 2.4 | 0.8 | — | 1.0 | 0.4 | — |
| Employees (March 31) | 28,137 | 27,773 | (1) | 28,137 | 27,773 | (1) |
STEEL EUROPE IN FIGURES
The Steel Europe business area brings together the Group's flat carbon steel activities, mainly in the European market. Premium flat products are supplied to customers in the auto industry and other steel-using sectors. The range also includes products for attractive specialist markets such as the packaging industry.
Orders and sales lower on account of selling prices
In a persistently difficult market environment order intake, sales and shipments showed typical 2nd quarter growth quarteron-quarter, but were lower year-on-year on account of disposals and particularly selling prices. Overall 1st half order intake at Steel Europe was down 12% at €5.0 billion. Excluding the construction elements business which was still contained in the year-earlier figure, orders received were 11% lower. With order volumes level year-on-year, the reduction was due to the lower prices at which these orders were booked. The negative trend in European spot market prices over long stretches of the 2012 calendar year affected our deals with customers with a time lag.
Sales were likewise 12% lower at around €4.8 billion; adjusted for portfolio effects the reduction was 11%. Shipments slipped 5%, but excluding disposals were roughly equal with the year before. The decrease in sales was therefore the result of lower average selling prices, which affected all businesses. Sales to automotive manufacturers and their suppliers fell short of the prior-year level for volume and price reasons. Business with other industrial customers and steel service centers profited in part from an upturn in volumes, not least as a result of the inventory cycle. Shipments to the packaging, iron, sheet metal, metal processing and tubes industries were higher than a year earlier. However, in the electrical steel area prices and volumes remained under substantial pressure, with grain-oriented material particularly affected.
Production cutbacks continue
Crude steel production at 5.6 million tons was 4% lower year-on-year. While the output of the Group's own mills was equal with the previous year, supplies from Hüttenwerke Krupp Mannesmann decreased by 15%. Lower operating levels also remained necessary in the downstream rolling and coating operations, though short-time working at ThyssenKrupp Steel Europe AG ceased at the end of January 2013. However, in electrical steel production two locations announced short-time working in the course of the 2nd fiscal quarter.
| STEEL EUROPE ORDER INTAKE | STEEL EUROPE ADJUSTED EBIT |
|---|---|
| in million €, quarter on quarter rate of change | in million €, quarter on quarter rate of change |
| 2,705 | 102 |
| Q1 | Q1 |
| 2,990 | 30 |
| + 11% | (71)% |
| Q2 | Q2 |
| (16)% | 52 |
| 2,511 | +73% |
| Q3 | Q3 |
| (10)% | 63 |
| 2,249 | +21% |
| 04 | Q4 |
| 2011/2012 | 2011/2012 |
| 2,403 | 30 |
| + 7% | (52)% |
| Q1 | Q1 |
| + 9% | 9 |
| 2,620 | (70)% |
| Q2 | 02 |
| 2012/2013 | 2012/2013 |
EBIT down sharply but still positive
In the 1st half 2012/2013 adjusted EBIT fell by €93 million to €39 million but remained positive in both quarters in an industry at the bottom of its cycle. The main reason for the slide in earnings was the inadequate price situation. EBIT amounted to €19 million. The special items of €20 million include initial provisions in connection with the "Best in Class – reloaded" program. Against the background of the inadequate earnings situation, we are working intensively on the detailed planning and implementation of the measures. These include the planned sale under a best-owner solution of the grainoriented electrical steel operation with plants in Gelsenkirchen/Germany, Isbergues/France, and the electrical steel operations in Nashik/India.
Corporate at ThyssenKrupp AG
Corporate comprises the Group's head office and the shared services activities. The Group is managed centrally by ThyssenKrupp AG as corporate headquarters. To achieve greater global integration, ThyssenKrupp is currently overhauling the way the Group is organized, moving towards a three-dimensional management structure (matrix organization) made up of operating businesses, functions and regions. As part of this new management model, regional headquarters are being set up in India, Brazil, China and Japan. The regional headquarters in North America has been fully operational since the beginning of the fiscal year.
The shared services activities comprise Business Services (finance and human resources), IT and Real Estate including nonoperating real estate. Sales of services by Corporate companies to Group companies and external customers in the 1st half came to €98 million, €26 million more than in the same period the year before.
EBIT slipped €33 million year-on-year to €(251) million. The deterioration was mainly the result of higher administrative costs, including consulting expenses for major projects such as the introduction of standardized data acquisition systems and the efficiency and restructuring program ACT. Adjusted EBIT came to €(217) million, compared with €(221) million a year earlier.
Steel Americas (discontinued operation)
STEEL AMERICAS IN FIGURES
| 1st half 2011/2012 |
1st half 2012/2013 |
Change in % |
2nd quarter 2011/2012 |
2nd quarter 2012/2013 |
Change in % |
||
|---|---|---|---|---|---|---|---|
| Order intake* | million € | 1,215 | 1,069 | (12) | 632 | 509 | (19) |
| Sales* | million € | 1,044 | 989 | (5) | 546 | 501 | (8) |
| EBIT | million € | (518) | (782) | (51) | (230) | (695) | -- |
| EBIT margin | % | — | — | — | — | — | — |
| Adjusted EBIT | million € | (516) | (99) | 81 | (228) | (12) | 95 |
| Adjusted EBIT margin | % | — | — | — | — | — | — |
| Employees (March 31) | 4,258 | 4,068 | (4) | 4,258 | 4,068 | (4) |
* including internal orders/sales within the Group
With its steelmaking and processing plants in Brazil and the USA Steel Americas is tapping into the North American market for premium flat steel products. As part of the strategic development program, ThyssenKrupp is to dispose of these plants. At September 30, 2012 Steel Americas met the requirements for classification as a discontinued operation under IFRS.
Difficult business environment on North American market
In the 1st half 2012/2013 order intake came to €1.1 billion, down 12% from the year before. In a difficult business environment sales at €1.0 billion were down by 5% as a result of lower prices, while production and shipments remained largely steady. The steel mill in Brazil produced around 1.7 million tons of slabs which it supplied to the US processing plant, Steel Europe, and customers in Brazil and North America. Altogether Steel Americas sold 1.3 million tons of flat steel to North American customers. 0.2 million tons of slabs were sold on the Brazilian and North American markets, and 0.3 million tons of slabs were supplied to Steel Europe.
Steel Americas made further progress with customer certification: The certification processes were rigorously expedited in the automotive industry and completed in the pipe & tube sector.
EBIT impacted by special items, adjusted EBIT significantly improved
In the 1st half EBIT came to €(782) million, but was impacted by special items of €683 million as a result of the new fair value estimate. Adjusted EBIT improved from €(516) million in the prior year to €(99) million. The significant improvement resulted from progress made on the operational side – in particular with cost optimization, lower reducing agent consumption, and an increased focus on customer segments with stronger margin potential in North America. Further factors were a successful drive to develop new customers at the Brazilian steel mill and in this connection a positive, non-period tax effect in the 2nd quarter. Also, classification as a discontinued operation resulted in the absence of depreciation expenses for non-current assets, which in the 1st half 2012/2013 would have come to €205 million; these were reported in the earnings of the prioryear period in the amount of €174 million. However, the difficult business environment on the North American market meant that earnings remained negative, mainly as a result of unsatisfactory price levels in service center business, which is particularly important for the startup. Inefficient utilization of capacities also weighed on earnings.
Stainless Global (discontinued operation)
The merger of the Stainless Global business area with the Finnish company Outokumpu was completed on December 28, 2012. In the 1st quarter 2012/2013 up to its exit from the Group, Stainless Global achieved order intake of €1.3 billion (1st quarter 2011/2012: €1.4 billion), sales of €1.4 billion (1st quarter 2011/2012: €1.4 billion) and EBIT of €72 million (1st quarter 2011/2012: €(321) million).
Following the disposal of Stainless Global, the Group holds a 29.9% financial interest in Outokumpu, which is accounted for in accordance with the equity method. The shareholding is strategically and operationally unrelated to the continuing operations and is therefore reported under Corporate; by definition its equity income is not attributable to financial income with an operating character and is therefore not included in EBIT.
Results of operations and financial position
Analysis of the statement of income
At €17,939 million, net sales from continuing operations in the 1st half 2012/2013 were €1,852 million or 9% lower than in the corresponding prior-year period. Cost of sales from continuing operations decreased at a slightly higher rate by €1,621 million or 10%. The reduction was mainly due to a sales-related decline in material expense. Gross profit from continuing operations decreased by €231 million to €2,772 million, while gross profit margin remained unchanged at 15%.
The main contributors to the €26 million rise in research and development cost from continuing operations were the Elevator Technology and Steel Europe business areas.
Selling expenses from continuing operations decreased by €12 million, mainly due to lower expenses for sales-related freight and insurance charges. General and administrative expenses from continuing operations decreased by €17 million, mainly due to lower restructuring expenses.
The €26 million rise in other income was mainly the result of higher insurance recoveries as well as subsequent income in connection with an old order in the Industrial Solutions business area.
Other expenses from continuing operations increased by €138 million. Higher allocations to provisions, in particular for recognizable risks from claims for damages and fines anticipated in connection with the rail cartel, were partly offset by the absence of goodwill impairment charges recognized in the prior-year period in connection with the sale of the civil operations of Blohm + Voss.
Other gains and losses attributable to continuing operations were €40 million lower than a year earlier. This was mainly due to the absence of the gains on the disposal of the Xervon group and the Brazilian Automotive Systems operations recognized in the 1st half 2011/2012.
The €58 million reduction in financing income from continuing operations was caused mainly by lower exchange rate gains in connection with finance transactions. The €92 million decrease in financing expense from continuing operations mainly reflected exchange rate losses in connection with finance transactions and lower interest expense for accrued pension and similar obligations.
The loss from continuing operations (before taxes) of €110 million resulted in a tax benefit from continuing operations of €66 million in the reporting period. A year earlier the effective tax charge was impacted by once-only effects from the disposal of the civilian shipbuilding operations.
After taking into account income taxes, the loss from continuing operations came to €44 million.
The after-tax loss from discontinued operations decreased by €205 million to €778 million. This is mainly due to the absence of the €515 million impairment charge for Stainless Global recognized in the prior-year period and the preliminary gain of €146 million on the disposal of the stainless steel business to Outokumpu provisionally recognized in the reporting period pending completion of the purchase price allocation in connection with the 29.9% share in Outokumpu. This was partly offset by €447 million higher after-tax losses at Steel Americas as a result of the valuation adjustments made in the 2nd quarter 2012/2013.
Including the after-tax loss from discontinued operations, a net loss of €822 million was posted in the reporting period, compared with a net loss of €1,067 million a year earlier.
Losses per share based on the net loss attributable to the shareholders of ThyssenKrupp AG decreased significantly year-onyear by €0.82 to €1.21. Losses per share from continuing operations came to €0.12, down €0.12 from a year earlier.
Analysis of the statement of cash flows
The amounts taken into account in the statement of cash flows correspond to the item "Cash and cash equivalents" as reported in the statement of financial position and also include the cash and cash equivalents relating to the disposal groups including the discontinued operations until the time of their actual sale. For the reporting period and the corresponding prioryear period the discontinued operations comprise the activities of Steel Americas and Stainless Global.
In the 1st half 2012/2013 there was a net cash inflow from operating activities of €22 million, compared with a substantial net cash outflow of €1,719 million the year before. Cash inflow from continuing operations amounted to €243 million, an improvement of €1,375 million from the year before. This was mainly due to a considerable improvement in funds tied up in inventories and trade accounts receivable and payable by altogether €1,186 million. In the discontinued operations, operating cash flow improved by €366 million to €(221) million, due in particular to improved net earnings before depreciation and deferred taxes.
Investing activities resulted in a net cash inflow of €264 million, compared with a cash outflow of €756 million a year earlier. In the continuing operations there was a cash inflow of €462 million, compared with a cash outflow of €261 million in the prior-year period. The main reason for the €723 million improvement was the disposal of the stainless steel business to Outokumpu, which after taking into account the divested cash and cash equivalents resulted in proceeds of €916 million; this was partly offset by the absence of the proceeds from the sale of the Xervon group and the Brazilian Automotive Systems operations recognized in the year-earlier period. In the discontinued operations the cash outflow from investing activities was €297 million lower, above all due to reduced capital expenditure for property, plant and equipment at Steel Americas.
Free cash flow, i.e. the sum of operating cash flows and cash flows from investing activities, in the continuing operations improved significantly year-on-year by €2,098 million to €705 million. This was mainly the result of higher cash inflow from operating activities and the disposal of the stainless steel business. In the discontinued operations negative free cash flow was reduced substantially to €(419) million thanks to reduced cash outflows from operating activities and investing activities. Overall, free cash flow thus came to €286 million.
Cash inflow from financing activities in the continuing operations was €1,283 million higher at €1,731 million. Of this change, €600 million resulted from lower cash outflows in connection with the financing of discontinued operations. The increase also reflects a €165 million rise in financial borrowings and €252 million reduction in profit distributions mainly as a result of the absence of dividend payments by ThyssenKrupp AG in the reporting period. There was also a cash inflow from other financing activities of €88 million, compared with a cash outflow of €169 million the year before. This €257 million change was mainly due to significantly reduced repayments of liabilities to associated companies and lower transfers to the factoring company of payments received from customers for already sold receivables. Cash inflow from financing activities of discontinued operations decreased by €585 million; this mostly reflected the €410 million reduction in funds allocated to Steel Americas under the Group financing system. Overall cash inflow from financing activities increased by €698 million to €2,084 million.
Analysis of the statement of financial position
Compared with September 30, 2012 total assets decreased by a total of €481 million to €37,803 million. This includes a currency translation-related increase of €135 million, mainly due to movements in the US dollar exchange rate.
Non-current assets increased by €1,881 million. This sharp rise related mainly to two transactions resulting from the combination of Stainless Global and the Finnish stainless steel producer Outokumpu implemented at the end of 2012. In this connection ThyssenKrupp has a financial receivable outstanding against Outokumpu; this was the main reason for a €1,214 million increase in other non-current financial assets. In addition, ThyssenKrupp has a 29.9% share in the new company; this resulted in particular in €466 million higher investments accounted for according to the equity method. Deferred tax assets were €222 million higher, largely as a result of the increase in tax-deductible losses in Germany and abroad.
Current assets decreased by a significant €2,362 million. Currency translation effects caused a €124 million increase.
Inventories stood at €6,434 million on March 31, 2013, negligibly higher than on September 30, 2012. Trade accounts receivable were €158 million lower at €4,968 million. In particular this reflected reduced receivables in connection with longterm construction contracts in the Industrial Solutions business area. The €157 million rise in current financial assets mainly reflected advance payments for the procurement of inventories and other advance payments.
Of the steep €2,465 million increase in cash and cash equivalents, €705 million resulted from the positive free cash flow in the reporting period – mainly due to a €1,000 million cash inflow from Outokumpu in connection with the disposal of the stainless steel business at the end of December 2012 – and €2,108 million from an increase in net borrowings. This was partly offset by cash outflows of €431 million in connection with the financing of discontinued operations.
Assets held for sale decreased by €4,902 million to €4,565 million. Of this sharp reduction, €4,383 million related to the completed disposal of Stainless Global to Outokumpu. In addition, there was a decrease of altogether €537 million at Steel Americas as a result of the valuation adjustments carried out in the 2nd quarter 2012/2013.
Total equity at March 31, 2013 was €3,575 million, down €951 million from September 30, 2012. The main factors were the net loss of €822 million in the reporting period and the net actuarial losses from pensions and similar obligations (€90 million after taxes) recognized in other comprehensive income. The equity ratio fell from 11.8% to 9.5%.
Non-current liabilities increased by a net €3,076 million. This was mainly due to a €2,816 million increase in non-current financial debt, mostly as a result of the placement of a bond with a total volume of €1,600 million in the 2nd quarter 2012/2013 and €1,173 million higher liabilities to financial institutions. The €39 million rise in accrued pension and similar obligations resulted mainly from the updated interest rates used for the revaluation of pension and healthcare obligations at March 31, 2013, and allocations recognized in income; this was offset above all by outpayments. Other non-current provisions at the end of the period take into account possible effects from requirements under merger control law in connection with the disposal of the stainless steel business to Outokumpu.
Current liabilities decreased overall by €2,606 million. Current provisions for employee benefits decreased by €58 million, mainly due to utilization. The €191 million increase in other current provisions related in particular to recognizable risks from claims for damages and anticipated fines in connection with the rail cartel. Current financial debt was €694 million lower, mainly due to the repayment of a bond in February 2013.
Trade accounts payable were €99 million lower, mainly due to reductions in the Materials Services business area. Other current financial liabilities decreased by €40 million, mainly due to lower interest amounts payable. The €521 million rise in other current non-financial liabilities was mostly caused by higher advance payments and obligations for subsequent production costs.
Liabilities associated with assets held for sale decreased by €2,381 million to €1,533 million, primarily due to the aforementioned disposal of Stainless Global to Outokumpu in December 2012 (€2,323 million). In addition, reductions of €46 million in the Steel Americas business area were the result of continuing business operation.
Subsequent events
Subsequent events between the end of the 1st half reporting period (March 31, 2013) and the date of authorization for issuance (May 10, 2013) are presented in Note 14 to the interim financial statements.
ThyssenKrupp stock
The value potential of our integrated strategic development program is currently an important factor in decisions to invest in ThyssenKrupp's stock. The progress achieved in implementing our Strategic Way Forward therefore had a major impact on the stock's performance; for much of the reporting period it outperformed the DAX and DJ STOXX indices. In particular after the announcement of the personnel changes on the Executive Board and Supervisory Board and the completion of the sale of the stainless steel business, the capital market responded positively to the signs of rapid cultural transformation and the changes in the portfolio which will play an important role in significantly improving our future earning power.
However, towards the end of the 2nd quarter investors' attention was drawn more strongly to potential balance sheet risks arising from the implementation of necessary structural measures under our strategic development program. In addition, compliance risks which cannot yet be reliably assessed weighed on the stock's performance.
On March 28, 2013 at the end of the reporting period ThyssenKrupp's share price stood at €15.87, 4% lower than on September 30, 2012. In the same period the DAX and DJ STOXX indices gained 8% and over 10% respectively.

Rating
We have been rated by Moody's and Standard & Poor's since 2001 and by Fitch since 2003. In January 2013 Moody's lowered ThyssenKrupp's rating from Baa3 to Ba1. At Standard & Poor's and Moody's our rating is therefore below investment grade. However, Fitch confirmed our investment grade rating in December 2012 with a negative outlook. A negative outlook means that the rating agency monitors the rating more closely and then reviews it, normally within a period of 12-18 months. As a result of the downgrading of our rating the Group's contractually fixed financing costs, mainly in connection with the 2009/2014 bond, will increase by a low two-digit million euro amount from June 2013.
| Long-term rating |
Short-term rating |
Outlook | |
|---|---|---|---|
| Standard & Poor's | BB | B | negative |
| Moody's | Ba1 | Not Prime | negative |
| Fitch | BBB- | F3 | negative |
Innovations
The innovative powers of our engineers are mainly focused on developing new products and services. But improving existing products and processes is also of great importance for securing and expanding our market positions. The two examples below show how product and process innovations deliver increased value for our customers.
Production of high-quality slewing bearings
Slewing bearings from ThyssenKrupp have been used in wind turbines around the world for many years. The high quality of these bearings is essential for smooth operation, especially in offshore installations. Our engineers have come up with a technical innovation that improves the quality of these bearings and extends their service life. Previously, an unhardened zone in the bearing raceway which occurs for technical reasons during the surface hardening process was treated by hand; this job has now been automated and is performed by robots.
Improving the energy efficiency of escalators
Escalator drive systems are generally designed to handle full passenger loads, and in these situations they display almost optimum efficiency. But in real life, traffic loads vary. For example, subway escalators transport people intermittently, and department store escalators often carry just one passenger. So it makes sense to tailor drive concepts to requirements. Our escalator experts have developed a smart frequency converter to improve efficiency in partial-load operation when there are only a few people on the escalator. Drive power is adjusted in line with passenger numbers, significantly reducing overall power consumption and even permitting energy recovery in downward operation. On customer request, intermittent operation can be optimized with a start and stop function.
Employees
On March 31, 2013 ThyssenKrupp employed 151,405 people in its continuing operations, 3,346 or 2.2% fewer than a year earlier. As a result of restructuring measures and disposals in connection with the strategic portfolio optimization, employee numbers decreased particularly in the Components Technology, Materials Services and Steel Europe business areas. By contrast, the headcount increased in the Elevator Technology and Industrial Solutions business areas, where new employees were recruited above all in Asia as well as in North, Central and South America. At the end of March 2013, Elevator Technology employed 1,655 more people in these regions than a year earlier.
Compared with September 30, 2012, the number of employees in the continuing operations decreased by 718 or 0.5%. In Germany the headcount fell by 538 or 0.9% to 57,909; its share in the total workforce was 38.3%. At the end of March 2013, 20.1% of all employees were based in Europe outside Germany, 12.5% in North and Central America, 12.3% in South America, 16.0% in the Asia/Pacific region – especially China and India – and 0.8% in Africa.

Including Steel Americas, ThyssenKrupp employed 155,473 people worldwide on March 31, 2013, a year-on-year decrease of 15,307 or 9.0%. Compared with September 30, 2012, the headcount was lower by 12,488 or 7.4%.
Compliance
In the reporting period we continued to rigorously apply our compliance program – with the three pillars "inform", "identify" and "report and act" – throughout the Company, focusing mainly on prevention. Measures in the "identify" pillar were dominated by the ongoing official investigation into the so-called rail cartel as well as the ongoing antitrust investigation into ThyssenKrupp Steel Europe AG; more information on economic risks from this investigation is provided in the section "Opportunities and risks". In response to these renewed antitrust allegations, in March 2013 the Executive Board of ThyssenKrupp AG decided to further intensify the Group's compliance efforts. Based on the existing compliance program on anti-corruption policy and competition law, the following three measures are being implemented under the direction of the Chief Compliance Officer:
- In parallel with our internal investigations into the steel antitrust case, our compliance work is being widened with external support from the law firm Noerr and other external partners. This is the Executive Board's response to the fact that despite significant and intensive compliance measures a number of serious compliance violations have been uncovered in the Group in recent times.
- As a further supporting measure and in keeping with the cultural change initiated by the Executive Board, a temporary amnesty program has been introduced for certain employees which will run until June 15, 2013. The aim of the amnesty program is to receive reliable information from within the Group's own ranks to allow compliance cases from the past to be cleared up. For employees who disclose compliance matters voluntarily, truthfully and fully and who cooperate with the company in investigating them, the company promises that it will not unilaterally terminate their employment or assert/enforce damage claims, even if they themselves have committed violations of the compliance program or the underlying laws in the past. The amnesty program represents a clear cut-off point for the Group and all employees; any compliance violations discovered after the program ends will be dealt with rigorously and credibly in line with the Group's policy of zero tolerance.
- Furthermore, the compliance program will be extended to include the function of an ombudsman. Dr. Dietrich Max, a lawyer from the law firm Taylor Wessing, Düsseldorf, took on the role of compliance ombudsman for ThyssenKrupp on April 15, 2013. In addition to supervisors, compliance officers and the whistleblower hotline, employees wishing to report possible compliance violations can now also contact the ombudsman on behalf of ThyssenKrupp.
These measures will improve ThyssenKrupp's compliance program on anti-corruption policy and competition law. Internal and external examinations have verified that the program complies with legal requirements. In November 2011 it was certified by KPMG as appropriately implemented and effective in accordance with the IDW PS 980 standard of the German Institute of Public Auditors (IDW).
In the investigation into the so-called rail cartel launched by the Federal Cartel Office in May 2011, the first part of the investigation – relating to rails for German rail operator Deutsche Bahn – was concluded in early July 2012 with a mutually agreed settlement. ThyssenKrupp paid a fine of €103 million to the Federal Cartel Office. Investigations are still ongoing in two other areas – turnouts and the so-called private market, i.e. business activities with transport operators and industrial enterprises. In addition to the risk of further fines, ThyssenKrupp also faces claims for damages from customers. For this reason ThyssenKrupp has set aside provisions to cover the risk of expected further fines and damages claims. More information is provided in Note 6 to the interim financial statements.
Macro and sector environment
General economic environment remains weak
The economic environment remains extremely weak. Global economic growth slowed further in 2012. The pace of growth slipped particularly in the final quarter, and according to current estimates the 1st quarter 2013 will show little improvement. Global GDP is expected to expand by 3.1% in 2013, virtually unchanged from the prior year (3.0%). There continue to be significant differences in growth between the industrialized and the emerging countries.
The industrialized nations recorded GDP growth of only 1.4% in 2012; this is expected to decline further to 1.2% in 2013. High sovereign debt, the need for fiscal consolidation, and cautious business spending are hampering growth in particular in the euro zone. Overall economic output fell in the 4th quarter 2012 and at the beginning of 2013. After a 0.6% decrease in 2012, GDP in the euro zone is expected to decline by a further 0.4% in 2013. The recessionary trend is particularly strong in the southern member states. The German economy is expected to achieve moderate growth after slowing in the winter halfyear. Following 0.7% expansion in 2012, Germany's GDP is forecast to increase by 1.0% in 2013, mainly due to continued high consumer spending.
The US economy cooled in the final quarter of 2012, weighed down in particular by the uncertainties surrounding fiscal consolidation. Rising consumer and business spending is expected to contribute to growth of 1.9% in 2013, following a 2.2% increase in the prior year. In Japan, impetus from the rebuilding process after the natural disaster is slowing, so lower GDP growth of 1.0% is forecast after 2.0% expansion in 2012.
In the emerging countries, the hitherto mainly high pace of expansion has slowed somewhat recently. GDP growth in these countries fell to 5.0% overall in 2012, in part due to the flat economy in Europe. Thanks to improved economic activity in some countries of Latin America and Asia, growth will accelerate slightly to 5.2% in 2013. Stimulus will come from China and India, where growth will quicken again – in China from 7.8% last year to 8.0% this, and in India from 5.0% to 6.0%.

Situation in the sectors mixed
Automotive – The automotive sector remains on an upward trajectory, especially in North America and China. In the USA, year-on-year sales of cars and light trucks rose by 10% to 3.6 million in the 4th quarter 2012, and by 6% to 3.7 million vehicles in the 1st quarter 2013. In China, demand for cars climbed by 16% to 4.1 million units in the final quarter of 2012, and by 11% to 4.3 million vehicles in the 1st quarter 2013. By contrast, new registrations in the European Union were down 10% year-on-year to 2.7 billion cars in the final quarter of 2012, and sales in the 1st quarter 2013 fell 10% to 3.0 million vehicles. Sales figures decreased particularly sharply in the southern EU countries. The German auto market has also been in decline since mid-2012. In the 1st quarter 2013 alone, new registrations decreased year-on-year by 13% to 674,000 cars. As exports declined by 9% in the same period, automotive output fell by 11%.
Following a 7% increase in global auto production to 79.0 million cars and light trucks in 2012, more vehicles are once again forecast to roll off the production lines in 2013; we expect growth of just under 2% to 80.4 million units. The regional picture remains very mixed. Output in China is expected to increase by 9%. In the USA, the strong prior-year growth will slow to just under 6%. Brazilian auto production will pick up pace and grow by over 4%. Following catch-up effects last year, Japanese car output will fall again by 4%. The vehicle market in Western Europe will weaken further. With demand subdued, output will be 2% down from the already very low prior-year volume. Automobile production in Germany is also forecast to slip by around 2%.
| 2012 | 2013* | |
|---|---|---|
| Vehicle production, million cars and light trucks | ||
| World | 79.0 | 80.4 |
| Westeuropa/Türkei | 13.7 | 13.4 |
| Germany | 5.6 | 5.5 |
| USA | 10.1 | 10.7 |
| Japan | 9.4 | 9.0 |
| China | 17.3 | 18.9 |
| Brazil | 3.1 | 3.3 |
| Machinery production, real, in % versus prior year | ||
| Germany | 0.9 | 0.0 |
| USA | 7.1 | 6.0 |
| Japan | (9.4) | 2.0 |
| China | 11.4 | 12.0 |
| Construction output, real, in % versus prior year | ||
| Germany | (1.3) | 1.0 |
| USA | 1.1 | 3.2 |
| China | 8.8 | 10.3 |
| India | 7.4 | 6.7 |
| Demand for finishes steel, million tons | ||
| World | 1,413 | 1,454 |
| Germany | 38 | 38 |
| USA | 97 | 99 |
| China | 646 | 669 |
SITUATION ON IMPORTANT SALES MARKETS
* Forecast
Machinery – The machinery industry also shows a mixed regional picture. China continues to achieve double-digit growth rates of 11% in 2012 and a forecast 12% in 2013. The US machinery sector is benefiting from higher business spending and the positive effects of low gas prices. Accordingly, US machinery output increased by 7% last year and will expand by a further 6% in 2013. Following a sharp decline in 2012, the Japanese machinery sector is expected to return to moderate growth this year. By contrast, machinery output in many EU countries will continue to decline in 2013.
German machinery manufacturers increased their output by just under 1% in 2012, but only thanks to a high order backlog from the prior year. Although orders in the 4th quarter 2012 were slightly higher year-on-year, they failed to improve further in the first three months of 2013 – while foreign orders remained at the year-earlier level, domestic orders decreased. Elevators and escalators fared better than the machinery sector as a whole; demand from foreign customers in particular rose strongly. Orders in Germany's plant construction sector declined appreciably in 2012, and there is not expected to be any broad recovery in demand in 2013. With the economic situation hampering capital spending in many countries, we expect production in Germany's export-oriented machinery sector to remain unchanged in 2013.
Construction – The situation in the construction sector varies sharply from region to region. In the euro zone, construction output slipped by more than 4% in 2012 as a result of the overall economic situation. There were particularly strong declines in the southern European countries. Construction activity in the euro zone is expected to slow by a further 2% in 2013. The German construction sector performed comparatively better. Boosted by good demand for housing construction, which benefited from favorable financing conditions, building output was down by only 1% in 2012. With prospects for commercial and public-sector building orders also improving, German construction activity is expected to achieve slight growth of 1% in 2013.
There were positive developments in the construction sector in the USA and in the emerging countries. In the USA, the worst of the real estate crisis is now over and housing construction and property prices are picking up again. Following a lengthy recession, construction output increased by 1% in 2012, with 3% growth forecast for 2013. Building activity remains strong in India and China. In India, construction output will expand by around 7% p.a. in 2012 and 2013. China is expected to report growth of 10% this year following a 9% improvement in 2012.
Flat carbon steel – Demand on the European flat carbon steel market recovered in the final quarter of 2012. Steel processors and distributors started cautiously replenishing their stocks. This was done to plug specific gaps in supply, but there were no signs of a stronger restocking trend. At the same time prices on the spot market recovered, primarily due to a significant rise in iron ore prices. This moderate upward trend continued in the first few months of 2013, although orders received by European steel producers were still significantly lower year-on-year. Shipments to the EU market also fell short of the prioryear volumes. Towards the end of the 1st quarter 2013, volumes and prices came under pressure again. The US flat carbon steel market was weaker than expected, with lower year-on-year demand in the 1st quarter 2013. As a result of continued high supply and aggressive pricing, steel prices in the USA – which had also risen previously – started to slip again from February 2013.
With the global economy recovering only slowly, the prospects for the finished steel market remain subdued overall. For the EU market, we forecast that steel demand in 2013 will at best stabilize at the prior-year level of around 140 million tons. Demand in Germany could improve slightly. In the USA, steel market growth will slow to just under 3%. Global demand for finished steel will rise by around 3% in 2013 to 1.45 billion tons. As previously, this will mainly be driven by the emerging countries of Asia and Latin America. However, demand growth in those countries – as already the case in 2012 – will continue to be far lower than in earlier years. This goes in particular for China, where growth of 3.5% is forecast for 2013.
Opportunities and risks
Opportunities
The global markets present ThyssenKrupp as a diversified industrial group with good opportunities to successfully market its innovative and resource-friendly products and processes, and in particular to achieve growth with our elevator and project businesses in the emerging countries. By systematically pursuing our corporate program impact we are aiming to improve productivity on a sustainable basis and contribute to value enhancement in all areas of the Group. The strategic, operating and performance-related opportunities presented in detail on pages 98-100 of our 2011/2012 Annual Report remain valid.
Risks
We see economic risks for ThyssenKrupp if the global economy does not continue to recover and the pace of growth also slows in the emerging economies. We monitor and continuously assess economic developments – including the unsolved debt crises in particular in the euro zone – to understand the consequences for our worldwide market prospects and enable us to respond quickly to new developments. We use our risk management system to ensure that there are no risks that could threaten the Group's ability to continue as a going concern.
ThyssenKrupp manages its liquidity and credit risks proactively. The Group's financing and liquidity remain on a secure foundation in fiscal 2012/2013. At March 31, 2013 the Group had €8.0 billion in cash, cash equivalents and undrawn committed credit lines.
Credit risks (default risks) arise from the fact that the Group is exposed to possible default by a contractual party in relation to financial instruments, e.g. money investments. In times of crisis default risks take on additional significance; we manage them with particular care as part of our business policy. Financial instruments used for financing are traded with specified risk limits only with counterparties who have very good credit standing and/or who are members of a deposit guarantee scheme.
Further financial risks such as currency, interest rate and commodity price risks are reduced by the use of derivative financial instruments. Restrictive principles regarding the choice of counterparties also apply to the use of these financial instruments.
In addition to the economic uncertainties, the market environment for the European steel industry is becoming increasingly difficult, in particular as a result of significantly lower consumption, high raw material and energy prices, CO2 allowance trading, and Russia's accession to the WTO. The "Best in Class – reloaded" integrated optimization program has been launched to counter the volume and price risks with the goal of improving the position of the Group's European steel operations in a difficult market environment and achieving a return to the earnings, cash flow, value added and competitive profile required of all Group businesses under the strategic development program.
With regard to the sale process for the Steel Americas business area (discontinued operation) we remain focused on signing a deal promptly. Until the disposal of Steel Americas is completed, the Group continues to take into account risks in particular on the sales and procurement markets, from exchange rate fluctuations, and in connection with the ramp-up and operation of facilities and production stages.
ThyssenKrupp's position as a diversified industrial group with leading engineering competencies reduces sales risks from dependency on individual markets and sectors. In addition, we complement our good and long-standing relationships with our existing customers with the active strategic development of customers and markets, in particular in the fast-growing emerging economies.
Following the disposal of Stainless Global, ThyssenKrupp remains exposed to risks from its 29.9% shareholding in Outokumpu and the vendor loans granted in the transaction. In addition to the usual stainless steel market risks and fluctuating raw material prices, these are mainly risks associated with the existing overcapacities in Europe as well as import and price pressure from Asia.
Political events, especially in the world's crisis regions, can result in country-specific risks for our activities. We monitor and assess current developments continuously so that if required we can respond quickly to any deterioration in conditions.
New laws and other changes in the legal framework at national or international level could entail risks for our business activities if they lead to higher costs or other disadvantages for ThyssenKrupp compared with our competitors. We support the related discussion process and reduce the corresponding risks through close working contacts with the relevant institutions.
Acting on an anonymous tip-off, the German Cartel Office is investigating ThyssenKrupp Steel Europe AG and other companies based on an initial suspicion of price fixing for specific steel supplies to the German automotive industry and its suppliers in a period dating back to 1998. ThyssenKrupp has launched its own investigation into the allegations with the support of external lawyers which also includes findings from the amnesty program. More information on the amnesty program is provided in the "Compliance" section. Our internal investigation and the investigations by the Federal Cartel Office are still ongoing. Significant risks for the Group's asset, financial and earnings situation cannot be ruled out at present.
Beyond this, the detailed information contained in the risk report on pages 100-112 of our 2011/2012 Annual Report is still valid.
We report on pending lawsuits, claims for damages and other risks in Note 6.
ThyssenKrupp AG Consolidated statement of financial position
ASSETS MILLION €
| Note | Sept. 30, 2012 | March 31, 2013 | |
|---|---|---|---|
| Intangible assets | 4,291 | 4,283 | |
| Property, plant and equipment | 6,053 | 5,991 | |
| Investment property | 283 | 277 | |
| Investments accounted for using the equity method | 647 | 1,113 | |
| Other financial assets | 85 | 1,299 | |
| Other non-financial assets | 219 | 274 | |
| Deferred tax assets | 1,479 | 1,701 | |
| Total non-current assets | 13,057 | 14,938 | |
| Inventories, net | 6,367 | 6,434 | |
| Trade accounts receivable | 5,126 | 4,968 | |
| Other financial assets | 289 | 316 | |
| Other non-financial assets | 1,656 | 1,813 | |
| Current income tax assets | 101 | 83 | |
| Cash and cash equivalents | 2,221 | 4,686 | |
| Assets held for sale | 02 | 9,467 | 4,565 |
| Total current assets | 25,227 | 22,865 | |
| Total assets | 38,284 | 37,803 |
EQUITY AND LIABILITIES MILLION €
| Note | Sept. 30, 2012 | March 31, 2013 | |
|---|---|---|---|
| Capital stock | 1,317 | 1,317 | |
| Additional paid in capital | 4,684 | 4,684 | |
| Retained earnings | (2,912) | (3,645) | |
| Cumulative other comprehensive income | 470 | 482 | |
| thereof relating to disposal groups/discontinued operations (Sept. 30, 2012: 190; March 31, 2013: 200) | |||
| Equity attributable to ThyssenKrupp AG's stockholders | 3,559 | 2,838 | |
| Non-controlling interest | 967 | 737 | |
| Total equity | 4,526 | 3,575 | |
| Accrued pension and similar obligations | 04 | 7,708 | 7,747 |
| Provisions for other employee benefits | 235 | 243 | |
| Other provisions | 557 | 749 | |
| Deferred tax liabilities | 32 | 59 | |
| Financial debt | 5,256 | 8,072 | |
| Other financial liabilities | 1 | 2 | |
| Other non-financial liabilities | 8 | 1 | |
| Total non-current liabilities | 13,797 | 16,873 | |
| Provisions for employee benefits | 276 | 218 | |
| Other provisions | 1,032 | 1,223 | |
| Current income tax liablilities | 349 | 303 | |
| Financial debt | 1,929 | 1,235 | |
| Trade accounts payable | 3,514 | 3,415 | |
| Other financial liabilities | 848 | 808 | |
| Other non-financial liabilities | 8,099 | 8,620 | |
| Liabilities associated with assets held for sale | 02 | 3,914 | 1,533 |
| Total current liabilities | 19,961 | 17,355 | |
| Total liabilities | 33,758 | 34,228 | |
| Total equity and liabilities | 38,284 | 37,803 |
See accompanying selected notes.
ThyssenKrupp AG Consolidated statement of income
MILLION €, EARNINGS PER SHARE IN €
| 1st half ended |
1st half ended |
2nd quarter ended |
2nd quarter ended |
||
|---|---|---|---|---|---|
| Note | March 31, 2012* | March 31, 2013 | March 31, 2012* | March 31, 2013 | |
| Net sales | 09 | 19,791 | 17,939 | 10,195 | 9,102 |
| Cost of sales | 10 | (16,788) | (15,167) | (8,679) | (7,716) |
| Gross profit | 3,003 | 2,772 | 1,516 | 1,386 | |
| Research and development cost | (97) | (123) | (51) | (67) | |
| Selling expenses | (1,325) | (1,313) | (674) | (667) | |
| General and administrative expenses | (984) | (967) | (492) | (485) | |
| Other income | 81 | 107 | 36 | 62 | |
| Other expenses | (162) | (300) | (28) | (273) | |
| Other gains/(losses) | 59 | 19 | (2) | 18 | |
| Income/(loss) from operations | 575 | 195 | 305 | (26) | |
| Income/(expense) from companies accounted for using the equity method | 11 | 12 | (3) | 5 | (14) |
| Finance income | 265 | 207 | (28) | 108 | |
| Finance expenses | (601) | (509) | (133) | (244) | |
| Financial income/(expense), net | (324) | (305) | (156) | (150) | |
| Income/(loss) before income taxes | 251 | (110) | 149 | (176) | |
| Income tax (expense)/income | (335) | 66 | (287) | 99 | |
| Loss from continuing operations (net of tax) | (84) | (44) | (138) | (77) | |
| Discontinued operations (net of tax) | 02 | (983) | (778) | (449) | (775) |
| Net loss | (1,067) | (822) | (587) | (852) | |
| Attributable to: | |||||
| ThyssenKrupp AG's stockholders | (1,047) | (621) | (587) | (656) | |
| Non-controlling interest | (20) | (201) | 0 | (196) | |
| Net loss | (1,067) | (822) | (587) | (852) | |
| Basic and diluted earnings per share | 12 | ||||
| Loss from continuing operations (attributable to ThyssenKrupp AG's stockholders) | (0.24) | (0.12) | (0.32) | (0.18) | |
| Net loss (attributable to ThyssenKrupp AG's stockholders) | (2.03) | (1.21) | (1.14) | (1.28) |
See accompanying selected notes.
* Prior year figures have been adjusted (see in particular Note 2).
ThyssenKrupp AG Consolidated statement of comprehensive income
MILLION €
| 1st half ended March 31, 2012 |
1st half ended March 31, 2013 |
2nd quarter ended March 31, 2012 |
2nd quarter ended March 31, 2013 |
|
|---|---|---|---|---|
| Net loss | (1,067) | (822) | (587) | (852) |
| Items of other comprehensive income that will not be reclassified to profit or loss in future periods: | ||||
| Actuarial gains/(losses) from pensions and similar obligations | ||||
| Change in actuarial gains/(losses), net | (434) | (129) | (64) | 16 |
| Tax effect | 130 | 39 | 19 | (5) |
| Net actuarial gains/(losses) from pensions and similar obligations | (304) | (90) | (45) | 11 |
| Gains/(losses) resulting from asset ceiling | ||||
| Change in gains/(losses), net | (4) | (8) | (12) | (6) |
| Tax effect | 1 | 2 | 3 | 2 |
| Net gains/(losses) resulting from asset ceiling | (3) | (6) | (9) | (4) |
| Share of unrealized gains/(losses) of investments accounted for using the equity-method | (2) | (20) | 1 | (14) |
| Subtotal of items of other comprehensive income that will not be reclassified to profit or loss in future periods: | (309) | (116) | (53) | (7) |
| Items of other comprehensive income that will be reclassified to profit or loss in future periods: | ||||
| Foreign currency translation adjustment | ||||
| Change in unrealized gains/(losses), net | 157 | 18 | (177) | 200 |
| Net realized (gains)/losses | (8) | 15 | (1) | 0 |
| Net unrealized gains/(losses) | 149 | 33 | (178) | 200 |
| Unrealized gains/(losses) from available-for-sale financial assets | ||||
| Change in unrealized gains/(losses), net | 1 | 0 | 1 | 0 |
| Net realized (gains)/losses | 0 | 0 | 0 | 0 |
| Tax effect | 0 | 0 | 0 | 0 |
| Net unrealized gains/(losses) | 1 | 0 | 1 | 0 |
| Unrealized (losses)/gains on derivative financial instruments | ||||
| Change in unrealized gains/(losses), net | 23 | (14) | (53) | 7 |
| Net realized (gains)/losses | (3) | 2 | 2 | (2) |
| Tax effect | (5) | 4 | 14 | (1) |
| Net unrealized gains/(losses) | 15 | (8) | (37) | 4 |
| Share of unrealized gains/(losses) of investments accounted for using the equity-method | 1 | 5 | (12) | 12 |
| Subtotal of items of other comprehensive income that will be reclassified to profit or loss in future periods: | 166 | 30 | (226) | 216 |
| Other comprehensive income | (143) | (86) | (279) | 209 |
| Total comprehensive income | (1,210) | (908) | (866) | (643) |
| Attributable to: | ||||
| ThyssenKrupp AG's stockholders | (1,208) | (725) | (824) | (488) |
| Non-controlling interest | (2) | (183) | (42) | (155) |
| Total comprehensive income attributable to ThyssenKrupp AG's stockholders refers to: | ||||
| Continuing operations | (342) | (166) | (325) | 31 |
| Discontinued operations | (866) | (559) | (499) | (519) |
See accompanying selected notes.
ThyssenKrupp Consolidated statement of changes in equity
MILLION € (EXCEPT NUMBER OF SHARES)
| Equity attributable to ThyssenKrupp AG's stockholders | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Cumulative other comprehensive income | |||||||||||
| Number of shares outstanding |
Capital stock |
Additional paid in capital |
Retained earnings |
Foreign currency translation adjustment |
Available-for sale financial assets |
Derivative financial instruments |
Share of investments accounted for using the equity method |
Total | Non controlling interest |
Total equity |
|
| Balance as of Sept. 30, 2011 | 514,489,044 | 1,317 | 4,684 | 2,833 | 170 | 2 | (22) | 28 | 9,012 | 1,370 | 10,382 |
| Net loss Other comprehensive income Total comprehensive income |
(1,047) (309) (1,356) |
133 133 |
1 1 |
13 13 |
1 1 |
(1,047) (161) (1,208) |
(20) 18 (2) |
(1,067) (143) (1,210) |
|||
| Profit attributable to non-controlling interest Dividend payment Other changes |
(232) (10) |
0 (232) (10) |
(48) 0 (10) |
(48) (232) (20) |
|||||||
| Balance as of March 31, 2012 | 514,489,044 | 1,317 | 4,684 | 1,235 | 303 | 3 | (9) | 29 | 7,562 | 1,310 | 8,872 |
| Balance as of Sept. 30, 2012 | 514,489,044 | 1,317 | 4,684 | (2,912) | 463 | 7 | (32) | 32 | 3,559 | 967 | 4,526 |
| Net loss Other comprehensive income Total comprehensive income |
(621) (116) (737) |
21 21 |
0 0 |
(14) (14) |
5 5 |
(621) (104) (725) |
(201) 18 (183) |
(822) (86) (908) |
|||
| Profit attributable to non-controlling interest |
0 | (28) | (28) | ||||||||
| Other changes | 4 | 4 | (19) | (15) | |||||||
| Balance as of March 31, 2013 | 514,489,044 | 1,317 | 4,684 | (3,645) | 484 | 7 | (46) | 37 | 2,838 | 737 | 3,575 |
See accompanying selected notes.
ThyssenKrupp Consolidated statement of cash flows
MILLION €
| 1st half | 1st half | 2nd quarter | 2nd quarter | |
|---|---|---|---|---|
| ended March 31, 2012* |
ended March 31, 2013 |
ended March 31, 2012* |
ended March 31, 2013 |
|
| Net loss | (1,067) | (822) | (587) | (852) |
| Adjustments to reconcile net loss to operating cash flows: | ||||
| Discontinued operations (net of tax) | 983 | 778 | 449 | 775 |
| Deferred income taxes, net | 29 | (283) | 116 | (197) |
| Depreciation, amortization and impairment of non-current assets | 693 | 489 | 269 | 247 |
| Reversals of impairment losses of non-current assets | (1) | (1) | 0 | (1) |
| (Income)/loss from companies accounted for using the equity method, net of dividends received | (11) | 2 | (5) | 14 |
| (Gain)/loss on disposal of non-current assets, net | (62) | (19) | 0 | (17) |
| Changes in assets and liabilities, net of effects of acquisitions and divestitures and other non-cash changes: | ||||
| - inventories | (331) | (93) | 278 | 160 |
| - trade accounts receivable | (409) | 166 | (526) | (325) |
| - accrued pension and similar obligations | (140) | (120) | (59) | (42) |
| - other provisions | (170) | 328 | (39) | 209 |
| - trade accounts payable | (461) | (88) | 86 | 126 |
| - other assets/liabilities not related to investing or financing activities | (185) | (94) | 213 | 68 |
| Operating cash flows - continuing operations | (1,132) | 243 | 195 | 165 |
| Operating cash flows - discontinued operations | (587) | (221) | (99) | (3) |
| Operating cash flows - total | (1,719) | 22 | 96 | 162 |
| Purchase of investments accounted for using the equity method and non-current financial assets | (18) | (1) | (8) | (1) |
| Expenditures for acquisitions of consolidated companies net of cash acquired | (39) | (6) | 0 | (5) |
| Capital expenditures for property, plant and equipment (inclusive of advance payments) and investment property | (431) | (467) | (215) | (220) |
| Capital expenditures for intangible assets (inclusive of advance payments) | (72) | (47) | (23) | (19) |
| Proceeds from disposals of investments accounted for using the equity method and non-current financial assets | 1 | 1 | 1 | 0 |
| Proceeds from disposals of previously consolidated companies net of cash acquired | 263 | 929 | (27) | 10 |
| Proceeds from disposals of property, plant and equipment and investment property | 28 | 52 | 14 | 39 |
| Proceeds from disposals of intangible assets | 7 | 1 | 0 | 0 |
| Cash flows from investing activities - continuing operations | (261) | 462 | (258) | (196) |
| Cash flows from investing activities - discontinued operations | (495) | (198) | (259) | (41) |
| Cash flows from investing activities - total | (756) | 264 | (517) | (237) |
| Proceeds from issuance of bonds | 1,250 | 1,600 | 1,250 | 1,600 |
| Repayment of bonds | 0 | (1,000) | 0 | (1,000) |
| Proceeds from liabilities to financial institutions | 1,738 | 1,880 | 853 | 195 |
| Repayments of liabilities to financial institutions | (1,050) | (530) | (805) | (151) |
| Proceeds from/(repayments on) notes payable and other loans | 4 | 162 | (147) | (113) |
| Increase/(decrease) in bills of exchange | 1 | (4) | (2) | 0 |
| Decrease in current securities | 0 | 1 | 0 | 0 |
| Payment of ThyssenKrupp AG dividend | (232) | 0 | (232) | 0 |
| Profit attributable to non-controlling interest | (48) | (28) | (28) | (15) |
| Expenditures for acquisitions of shares of already consolidated companies | (15) | (7) | 0 | (7) |
| Financing of discontinued operations | (1,031) | (431) | (293) | (81) |
| Other financing activities | (169) | 88 | 99 | 14 |
| Cash flows from financing activities - continuing operations | 448 | 1,731 | 695 | 442 |
| Cash flows from financing activities - discontinued operations | 938 | 353 | 292 | 43 |
| Cash flows from financing activities - total | 1,386 | 2,084 | 987 | 485 |
| Net increase/(decrease) in cash and cash equivalents - total | (1,089) | 2,370 | 566 | 410 |
| Effect of exchange rate changes on cash and cash equivalents - total | 46 | 16 | (15) | 53 |
| Cash and cash equivalents at beginning of reporting period - total | 3,568 | 2,347 | 1,974 | 4,270 |
| Cash and cash equivalents at end of reporting period - total | 2,525 | 4,733 | 2,525 | 4,733 |
| [thereof cash and cash equivalents within disposal groups] | [-] | [-] | [-] | [-] |
| [thereof cash and cash equivalents within discontinued operations] | [28] | [47] | [28] | [47] |
| Additional information regarding cash flows of continuing operations from interest, dividends and income taxes which are | ||||
| included in operating cash flows: | ||||
| Interest received | 78 | 55 | 40 | 26 |
| Interest paid | (256) | (305) | (215) | (266) |
| Dividends received | 4 | 3 | 2 | 1 |
| Income taxes paid | (134) | (157) | (86) | (55) |
See Note 13 of accompanying selected notes.
* Prior year figures have been adjusted (see in particular Note 2).
ThyssenKrupp AG Selected notes
Corporate information
ThyssenKrupp Aktiengesellschaft ("ThyssenKrupp AG" or "Company") is a publicly traded corporation domiciled in Duisburg and Essen in Germany. The condensed interim consolidated financial statements of ThyssenKrupp AG and subsidiaries, collectively the "Group", for the period from October 01, 2012 to March 31, 2013, were authorized for issue in accordance with a resolution of the Executive Board on May 10, 2013.
Basis of presentation
The accompanying Group's condensed interim consolidated financial statements have been prepared in accordance with section 37w of the German Securities Trading Act (WpHG) and International Financial Reporting Standards (IFRS) and its interpretations adopted by the International Accounting Standards Board (IASB) for interim financial information effective within the European Union. Accordingly, these financial statements do not include all of the information and footnotes required by IFRS for complete financial statements for year-end reporting purposes.
The accompanying Group's condensed interim consolidated financial statements have been reviewed. In the opinion of Management, the interim financial statements include all adjustments of a normal and recurring nature considered necessary for a fair presentation of results for interim periods. Results of the period ended March 31, 2013, are not necessarily indicative for future results.
The preparation of condensed interim financial statements in conformity with IAS 34 Interim Financial Reporting requires Management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. Actual results may differ from these estimates.
The accounting principles and practices as applied in the condensed interim consolidated financial statements correspond to those pertaining to the most recent annual consolidated financial statements. A detailed description of the accounting policies is published in the notes to the consolidated financial statements of our annual report 2011/2012.
Recently adopted accounting standards
In fiscal year 2012/2013, ThyssenKrupp adopted the following amendments:
In June 2011 the IASB issued amendments to IAS 1 "Presentation of Financial Statements" under the title "Presentation of Items of Other Comprehensive Income". The amendments require a classification of items presented in other comprehensive income into items that might subsequently be reclassified to the income statement and items that will not. The amendments to IAS 1 are compulsory for fiscal years beginning on or after July 01, 2012. The adoption of the amendments did not have a material impact on the Group's consolidated financial statements.
Recently issued accounting standards
In fiscal year 2012/2013, the following amendments to already existing standards have been issued which must still be endorsed by the EU before they can be adopted:
In October 2012 the IASB issued "Investment Entities" as amendments to IFRS 10, IFRS 12 and IAS 27 regarding the accounting of investment entities. The amendments define investment entities and provide an exception to the general consolidation requirements of subsidiaries in IFRS 10; instead of consolidating those subsidiaries are measured at fair value through profit or loss. In addition the amendments set out disclosure requirements for investment entities. The amendments are effective for fiscal years beginning on or after January 01, 2014, while earlier application is permitted. Currently, Management does not expect the amendments – if endorsed by the EU in the current version – to have any relevance for the Group's consolidated financial statements.
01 Acquisitions and disposals
After the disposal of the Stainless Global business area had been initiated as part of the program for the further strategic development as of September 30, 2011, the transaction was completed with the combination with the Finnish company Outokumpu on December 28, 2012. This disposal as well as other smaller disposals that are, on an individual basis, immaterial affected in total, based on the values as of the respective disposal date, the Group's consolidated financial statements as presented below:
MILLION €
| 1st half ended March 31, 2013 |
|
|---|---|
| Goodwill | 2 |
| Other intangible assets | 27 |
| Property, plant and equipment | 1,813 |
| Investment property | 12 |
| Investments accounted for using the equity method | 19 |
| Other financial assets | 2 |
| Other non-financial assets | 25 |
| Deferred tax assets | 87 |
| Inventories | 1,801 |
| Trade accounts receivable | 555 |
| Other current financial assets | 59 |
| Other current non-financial assets | 89 |
| Current income tax assets | 17 |
| Cash and cash equivalents | 85 |
| Total assets disposed of | 4,593 |
| Accrued pension and similar obligations | 351 |
| Provisions for other non-current employee benefits | 25 |
| Other non-current provisions | 106 |
| Deferred tax liabilities | 87 |
| Non-current financial debt | 39 |
| Other non-current non-financial liabilities | 1 |
| Provisions for current employee benefits | 3 |
| Other current provisions | 63 |
| Current income tax liablilities | 3 |
| Current financial debt | 137 |
| Trade accounts payable | 1,221 |
| Other current financial liabilities | 2,345 |
| Other current non-financial liabilities | 128 |
| Total liabilities disposed of | 4,509 |
| Net assets disposed of | 84 |
| Cumulative other comprehensive income | 9 |
| Non-controlling interest | (11) |
| Gain/(loss) resulting from the disposals | 151 |
| Selling prices | 233 |
| thereof: received in cash and cash equivalents | 9 |
In addition in the 1st half year ended March 31, 2013, the Group acquired smaller companies that are, on an individual basis, immaterial. Based on the values as of the acquisition date, these acquisitions affected in total the Group's consolidated financial statements as presented below:
MILLION €
| 1st half ended March 31, 2013 |
|
|---|---|
| Goodwill | 17 |
| Other intangible assets | 15 |
| Investments accounted for using the equity method | (5) |
| Inventories | 2 |
| Trade accounts receivable | 6 |
| Other current non-financial assets | 3 |
| Cash and cash equivalents | 2 |
| Total assets acquired | 40 |
| Accrued pension and similar obligations | 1 |
| Deferred tax liabilities | 1 |
| Other current provisions | 4 |
| Trade accounts payable | 2 |
| Other current financial liabilities | 2 |
| Other current non-financial liabilities | 4 |
| Total liabilities assumed | 14 |
| Net assets acquired | 26 |
| Non-controlling interest | 0 |
| Purchase prices | 26 |
| thereof: paid in cash and cash equivalents | 22 |
02 Discontinued operations and disposal groups
As part of the portfolio optimization and of the decision about the concept for the further strategic development in May 2011, in fiscal year 2010/2011 as well as in fiscal year 2011/2012 the disposal of the Berco group of the Components Technology business area and the disposal of the Tailored Blanks group of the Steel Europe business area have been initiated. Both disposals did not meet the requirements of IFRS 5 for a presentation as a discontinued operation and were not completed as of the balance sheet date. Therefore, revenues and expenses were continued to be presented as income from continuing operations until the date of the disposal.
The disposal of the entire Steel Americas business area initiated in September 2012, met the criteria for a presentation as a discontinued operation for the first time as of September 30, 2012, for the Stainless Global business area the criteria have already been met since September 30, 2011 and ended December 28, 2012 with the combination with the Finnish company Outokumpu. Therefore, for the reporting period all revenues and expenses of the Steel Americas business area until March 31, 2013 and all revenues and expenses of the Stainless Global business area until December 28, 2012 as well as income and expense incurred after the disposal but directly related to the disposal of Stainless Global will be presented in the consolidated statement of income in the line item "discontinued operations (net of tax)". The prior year presentation in which the Stainless Global business area has already been presented as a discontinued operation has been adjusted accordingly for the Steel Americas business area.
For entities for which the disposal has not been completed as of the balance sheet date of the respective reporting period, the assets and liabilities of the disposal group and of the discontinued operation have been disclosed separately in the consolidated balance sheet of the reporting period in the line items "assets held for sale" and "liabilities associated with assets held for sale".
In September 2012 the disposal of the Berco group has been initiated in the Components Technology business area. Berco is a leading global supplier of undercarriages, based mainly on forged components, for the construction machinery sector and offers a broad range of parts and services for both OEMs and the aftermarket. Its products are used in machinery from large mining equipment to mini excavators. In the context of the initiated disposal an impairment loss of €4 million on intangible assets and of €131 million on property, plant and equipment was recognized in cost of sales in the 4th quarter of 2011/2012 resulting from the write-down of the assets to fair value less costs to sell. At the same time a deferred tax asset of €1 million was recognized. The assets and liabilities of the disposal group as of March 31, 2013 are presented in the following table:
MILLION € / DISPOSAL GROUP BERCO GROUP
| March 31, 2013 | |
|---|---|
| Other intangible assets | 3 |
| Property, plant and equipment | 32 |
| Deferred tax assets | 13 |
| Inventories | 209 |
| Trade accounts receivable | 55 |
| Other current non-financial assets | 21 |
| Current income tax assets | 2 |
| Assets held for sale | 335 |
| Accrued pension and similar obligations | 31 |
| Other non-current provisions | 1 |
| Other current provisions | 7 |
| Current income tax liabilities | 1 |
| Trade accounts payable | 93 |
| Other current financial liabilities | 3 |
| Other current non-financial liabilities | 27 |
| Liabilities associated with assets held for sale | 165 |
In addition in September 2012 the disposal of the ThyssenKrupp Tailored Blanks group has been initiated in the Steel Europe business area. Tailored Blanks is supplier of body systems to the auto industry which produces tailored steel blanks. The sale is subject to approval by the supervisory bodies and the responsible regulatory authorities. The assets and liabilities of the disposal group as of March 31, 2013 are presented in the following table:
MILLION € / DISPOSAL GROUP TAILORED BLANKS GROUP
| March 31, 2013 | |
|---|---|
| Goodwill | 6 |
| Other intangible assets | 4 |
| Property, plant and equipment | 104 |
| Investments accounted for using the equity method | 2 |
| Deferred tax assets | 3 |
| Inventories | 59 |
| Trade accounts receivable | 124 |
| Other current financial assets | 3 |
| Other current non-financial assets | 11 |
| Current income tax assets | 5 |
| Assets held for sale | 321 |
| Accrued pension and similar obligations | 9 |
| Provisions for other non-current employee benefits | 1 |
| Deferred tax liabilities | 5 |
| Provisions for current employee benefits | 1 |
| Other current provisions | 1 |
| Current income tax liabilities | 3 |
| Trade accounts payable | 68 |
| Other current financial liabilities | 1 |
| Other current non-financial liabilities | 10 |
| Liabilities associated with assets held for sale | 99 |
Discontinued operations: Steel Americas and Stainless Global business areas
In September 2012, the Supervisory Board noted with assent the Executive Board's intention to open a bidding process for the Steel Americas business area. We remain on signing a deal promptly.
The €3,645 million impairment which became necessary as of September 30, 2012 due to the intention to sell. The impairment was based on the expected fair value less costs to sell. Non-binding offers had been received for each plant separately and both together. The valuation also included internal calculations, made in part with support from auditors and management consultants, which took into account all knowledge available to ThyssenKrupp from the ongoing sale process and overall represented a best possible estimate.
Taking into account the current negotiations, as of March 31, 2013 there is a new assessment of the fair value less costs to sell. This resulted in a further impairment loss of €683 million which was allocated to property, plant and equipment and in this context caused an adjustment of deferred tax assets of €86 million. The expense is recognized in income/(loss) of discontinued operations of the 1st half year ended March 31, 2013 and the 2nd quarter ended March 31, 2013, respectively.
The results of the Steel Americas business area that classifies as a discontinued operation are as follows:
MILLION € / DISCONTINUED OPERATION STEEL AMERICAS
| 1st half ended |
1st half ended |
2nd quarter ended |
2nd quarter ended |
|
|---|---|---|---|---|
| March 31, 2012 | March 31, 2013 | March 31, 2012 | March 31, 2013 | |
| Net sales | 770 | 834 | 443 | 461 |
| Other income | 134 | 42 | 108 | 10 |
| Expenses | (1,428) | (985) | (790) | (490) |
| Ordinary income/(loss) from discontinued operations (before taxes) | (524) | (109) | (239) | (19) |
| Income tax (expense)/income | 132 | 39 | 73 | 11 |
| Ordinary income/(loss) from discontinued operations (net of tax) | (392) | (70) | (166) | (8) |
| Gain/(loss) recognized on measurement adjustments of discontinued operations (before taxes) | — | (683) | — | (683) |
| Income tax (expense)/income | — | (86) | — | (86) |
| Gain/(loss) recognized on measurement adjustments of discontinued operations (net of tax) | 0 | (769) | 0 | (769) |
| Discontinued operations (net of tax) | (392) | (839) | (166) | (777) |
| thereof: | ||||
| ThyssenKrupp AG's stockholders | (334) | (623) | (140) | (569) |
| Non-controlling interest | (58) | (216) | (26) | (208) |
The assets and liabilities of the discontinued operation Steel Americas business area as of March 31, 2013 are presented in the following table:
MILLION € / DISCONTINUED OPERATION STEEL AMERICAS
| March 31, 2013 | |
|---|---|
| Other intangible assets | 26 |
| Property, plant and equipment | 2,415 |
| Other non-financial assets | 202 |
| Inventories | 732 |
| Trade accounts receivable | 240 |
| Other current financial assets | 12 |
| Other current non-financial assets | 228 |
| Current income tax assets | 7 |
| Cash and cash equivalents | 47 |
| Assets held for sale | 3,909 |
| Non-current financial debt | 634 |
| Other current provisions | 20 |
| Current income tax liabilities | 4 |
| Current financial debt | 95 |
| Trade accounts payable | 363 |
| Other current financial liabilities | 75 |
| Other current non-financial liabilities | 78 |
| Liabilities associated with assets held for sale | 1,269 |
On initial classification as a discontinued operation, non-current assets are no longer amortized and depreciated, therefore in the 1st half year ended March 31, 2013, amortization and depreciation of €221 million were suspended; thereof €110 million refer to the 2nd quarter ended March 31, 2013. Included in these amounts are capitalized borrowing costs of €16 million in the 1st half year ended March 31, 2013 and of €8 million the 2nd quarter ended March 31, 2013, respectively.
As of September 2011 as part of its program for the further strategic development, the corporate, organizational and contractual conditions for creating a separate Stainless Global and consequently the conditions for the first-time presentation as a discontinued operation were established.
In the context with the initiated disposal, as of September 30, 2011 the measurement of discontinued operations at fair value less costs to sell based on internal calculations and market observations resulted in an impairment loss of €510 million. Thereof, €45 million applied to goodwill and the remaining impairment loss was allocated to property, plant and equipment. The expense is recognized in income/(loss) of discontinued operations of the 4th quarter of 2010/2011.
On January 31, 2012, the agreement to combine the Finnish stainless steel producer Outokumpu and ThyssenKrupp's stainless steel operations was signed. The EU Commission approved the combination in November 2012 with certain conditions. Based on the contract with Outokumpu about the intented sale, in 2011/2012 the measurement resulted in an additional impairment loss of €400 million that was allocated to property, plant and equipment. The expense of €400 million in total is recognized in income/(loss) of discontinued operations of the year ended September 30, 2012. In the 1st half year ended March 31, 2012 an impairment loss of €515 million has been recognized; thereof €250 million refer to the 2nd quarter of 2011/2012.
Furthermore, due to the shut-down of the Krefeld melt shop by the end of 2013, an impairment loss of €42 million on property, plant and equipment was recognized in income/(loss) of discontinued operations of the 2nd quarter of 2011/2012. In May 2012, Inoxum agreed with the relevant works council on a social plan in connection with the consolidation measures regarding the relocation of the Düsseldorf-Benrath facility and the connected personnel reduction. The social plan includes early retirement models and compensations for employees leaving Inoxum. Further, it includes compensations for employees being relocated. The social plan will apply accordingly to the planned closure of the Krefeld melt shop in the event the Inoxum transaction is completed. As of September 30, 2012 the overall costs in connection with that social plan have been recognized as a restructuring provision of €58 million in the aggregate for Düsseldorf-Benrath and Krefeld.
On December 28, 2012 the combination of the Stainless Global business area with the Finnish company Outokumpu was completed. With the closing of this transaction ThyssenKrupp received €1 billion in cash from Outokumpu for the contribution of Inoxum. In addition Outokumpu took on the external net financial debt and pension obligations. ThyssenKrupp holds a share of 29.9% in Outokumpu and a financial receivable outstanding against Outokumpu with a current value of around €1.2 billion and an original maximum term of 9 years. Under the purchase agreement, this financial receivable can be adjusted by a maximum of €200 million in the event of negative financial consequences arising for Outokumpu from conditions imposed under merger control law.
The results of the Stainless Global business area that classified as a discontinued operation until December 28, 2012 are presented in the following table. In addition the table includes income and expense incurred after the disposal but directly related to the disposal of Stainless Global; these items are shown separately in the column for the 2nd quarter ended March 31, 2013 and are also included in the cumulative column for the 1st half year ended March 31, 2013. They mainly comprise transaction-related interest income and transaction costs.
| ended March 31, 2012 |
ended March 31, 2013 |
ended March 31, 2012 |
ended March 31, 2013 |
|
|---|---|---|---|---|
| Net sales | 2,904 | 1,268 | 1,597 | 0 |
| Other income | 14 | 12 | 9 | 3 |
| Expenses | (3,045) | (1,360) | (1,667) | (1) |
1st half
1st half
2nd quarter
2nd quarter ended March 31, 2013
MILLION € / DISCONTINUED OPERATION STAINLESS GLOBAL
| Ordinary income/(loss) from discontinued |
||||
|---|---|---|---|---|
| operations (before taxes) | (127) | (80) | (61) | 2 |
| Income tax (expense)/income |
51 | (5) | 28 | 0 |
| Ordinary income/(loss) from discontinued operations (net of tax) |
(76) | (85) | (33) | 2 |
| Gain/(loss) recognized on measurement adjustments/ disposal of discontinued |
||||
| operations (before taxes) | (515) | 146 | (250) | 0 |
| Income tax (expense)/income |
— | — | — | — |
| Gain/(loss) recognized on measurement adjustments/ disposal of discontinued |
||||
| operations (net of tax) | (515) | 146 | (250) | 0 |
| Discontinued operations (net of tax) |
(591) | 61 | (283) | 2 |
| thereof: | ||||
| ThyssenKrupp AG's stockholders |
(589) | 62 | (282) | 2 |
| Non-controlling interest | (2) | (1) | (1) | 0 |
On initial classification as a discontinued operation, non-current assets are no longer amortized and depreciated, therefore until the disposal as of December 28, 2012, amortization and depreciation of €52 million were suspended; in the 1st half year ended March 31, 2012, amortization and depreciation of €94 million were suspended; thereof €48 million refer to the 2nd quarter ended March 31, 2012.
The assets and liabilities that are assigned to the discontinued operation Stainless Global as of December 28, 2012 are presented in the following table:
MILLION € / DISCONTINUED OPERATION STAINLESS GLOBAL
| Dec. 28, 2012 | |
|---|---|
| Other intangible assets | 27 |
| Property, plant and equipment | 1,812 |
| Investment property | 12 |
| Investments accounted for using the equity method | 19 |
| Other financial assets | 2 |
| Other non-financial assets | 25 |
| Deferred tax assets | 87 |
| Inventories | 1,798 |
| Trade accounts receivable | 549 |
| Other current financial assets | 57 |
| Other current non-financial assets | 88 |
| Current income tax assets | 16 |
| Cash and cash equivalents | 84 |
| Assets disposed of | 4,576 |
| Accrued pension and similar obligations | 351 |
| Provisions for other non-current employee benefits | 25 |
| Other non-current provisions | 106 |
| Deferred tax liabilities | 87 |
| Non-current financial debt | 39 |
| Other non-current non-financial liabilities | 1 |
| Provisions for current employee benefits | 3 |
| Other current provisions | 62 |
| Current income tax liabilities | 3 |
| Current financial debt | 136 |
| Trade accounts payable | 1,220 |
| Other current financial liabilities | 2,345 |
| Other current non-financial liabilities | 122 |
| Liabilities disposed of | 4,500 |
The 29.9% shareholding in Outokumpu obtained after the disposal of the Stainless Global business area is accounted for in the consolidated financial statements according to the equity method. As of December 31, 2012 this shareholding is initially reported with a value of €491 million, based on the share price at the time of the transaction (€0.79) multiplied by the number of Outokumpu shares received. As of March 31, 2013, the adjustment of the carrying amount of the investment resulted in a reduction of €34 million to €457 million.
The fair value of the shares acquired at the time of the transaction is currently being determined in connection with the respective purchase price allocation. Any difference will impact the carrying amount of the investment.
03 Share-based compensation
Management incentive plans
In the 2nd quarter ended March 31, 2013, the members of the Executive Board of ThyssenKrupp AG were granted stock rights of the 3rd installment of the long-term incentive plan (LTI). At the same time, in the 2nd quarter ended March 31, 2013, the stock rights granted in the 8th and final installment of the mid-term incentive plan (MTI) expired without any payment due to the decline of the average ThyssenKrupp EVA over the three-year performance period compared to the average EVA over the previous three fiscal year period. In the 1st half year ended March 31, 2013, the Group recorded expenses of €2.2 million from the obligations of the long-term incentive plan LTI (1st half year ended March 31, 2012: expense of €1.4 million); thereof expenses of €0 million (1st half year ended March 31, 2012: income of €0.4 million) is presented in income/(loss) of discontinued operations. In the 2nd quarter ended March 31, 2013, the LTI resulted in an expense of €5.9 million (2nd quarter ended March 31, 2012: €11.2 million); thereof an expense of €0 million (2nd quarter ended March 31, 2012: €0 million) is presented in income/(loss) of discontinued operations.
In September 2010 the structure of the variable compensation for members of the Executive Board of ThyssenKrupp AG was modified. 25% of the performance bonus granted for the respective fiscal year and 55% of the additional bonus granted depending on the economic situation will be obligatorily converted into ThyssenKrupp AG stock rights to be paid out after a three-year lock-up period based on the average ThyssenKrupp share price in the 4th quarter of the 3rd fiscal year. In the 3rd quarter of 2010/2011 the structure of the variable compensation for additional executive employees was modified. 20% of the performance bonus granted for the respective fiscal year will be obligatorily converted into ThyssenKrupp AG stock rights to be paid out after a three-year lock-up period based on the average ThyssenKrupp share price in the 4th quarter of the 3rd fiscal year. This compensation item resulted in expenses of €0.1 million in the 1st half year ended March 31, 2013 (1st half year ended March 31, 2012: €4.4 million) and in income of €0.3 million in the 2nd quarter ended March 31, 2013 (2nd quarter ended March 31, 2012: expense of €4.3 million).
04 Accrued pension and similar obligations
Based on updated interest rates and fair value of plan assets, an updated valuation of accrued pension and health care obligations was performed as of March 31, 2013, taking into account these effects while other assumptions remained unchanged.
MILLION €
| Sept. 30, 2012 | March 31, 2013 | |
|---|---|---|
| Accrued pension liability | 6,922 | 6,690 |
| Accrued postretirement obligations other than pensions | 850 | 827 |
| Other accrued pension-related obligations | 314 | 270 |
| Reclassification due to the presentation as liabilities | ||
| associated with assets held for sale | (378) | (40) |
| Total | 7,708 | 7,747 |
The Group applied the following weighted average assumptions to determine pension and postretirement benefit obligations other than pensions:
IN %
| Sept. 30, 2012 | March 31, 2013 | |||
|---|---|---|---|---|
| Germany | Outside Germany |
Germany | Outside Germany |
|
| Discount rate for accrued pension liability |
3.60 | 3.44 | 3.30 | 3.53 |
| Discount rate for postretirement obligations other than pensions (only USA) |
— | 3.50 | — | 3.75 |
The net periodic postretirement benefit cost for health care obligations is as follows:
| MILLION € | ||||||||
|---|---|---|---|---|---|---|---|---|
| 1st half ended March 31, 2012 |
1st half ended March 31, 2013 |
2nd quarter ended March 31, 2012 |
2nd quarter ended March 31, 2013 |
|||||
| Germany | Outside Germany |
Germany | Outside Germany |
Germany | Outside Germany |
Germany | Outside Germany |
|
| Service cost | 38 | 17 | 53 | 18 | 19 | 9 | 26 | 9 |
| Interest cost | 134 | 45 | 114 | 39 | 67 | 22 | 57 | 19 |
| Expected return on plan assets | (6) | (50) | (6) | (52) | (3) | (25) | (3) | (25) |
| Past service cost | 0 | 0 | 12 | 0 | 0 | 0 | 12 | 0 |
| Curtailment and settlement gains | 0 | 0 | 0 | (11) | 0 | 0 | 0 | 0 |
| Net periodic pension cost | 166 | 12 | 173 | (6) | 83 | 6 | 92 | 3 |
The above presented net periodic pension cost for defined benefit plans in Germany include cost of €5 million in the 1st half year ended March 31, 2013 (1st half year ended March 31, 2012: €7 million) and of €0 million in the 2nd quarter ended March 31, 2013 (2nd quarter ended March 31, 2012: €4 million) attributable to discontinued operations. The above presented net periodic pension cost for defined benefit plans outside Germany does not include any cost in the 1st half year ended March 31, 2013 and in the 2nd quarter ended March 31, 2013 attributable to discontinued operations (1st half year ended March 31, 2012: €1 million and 2nd quarter ended March 31, 2012: €1 million). These costs are presented in income/(loss) from discontinued operations in the consolidated statement of income.
The net periodic postretirement cost for health care obligations is as follows:
| MILLION € | ||||
|---|---|---|---|---|
| 1st half ended March 31, 2012 |
1st half ended March 31, 2013 |
2nd quarter ended March 31, 2012 |
2nd quarter ended March 31, 2013 |
|
| USA | USA | USA | USA | |
| Service cost | 2 | 0 | 1 | (1) |
| Interest cost | 22 | 15 | 11 | 8 |
| Expected return on reimbursement rights | (2) | 0 | (1) | 0 |
| Past service cost | (33) | 0 | (3) | 0 |
| Net periodic postretirement benefit cost/(income) | (11) | 15 | 8 | 7 |
05 Issuance of a bond
In February 2013 ThyssenKrupp issued a 1.25 billion Euro bond documented under the existing 10 billion Euro Debt Issuance Programme. The bond has a 5 1/2 year maturity and carries a coupon of 4.0% p.a. at an issuance price of 99.681%. Due to the very strong performance of the secondary market the bond was raised by €350 million in March 2013 with an unchanged coupon at an issuance price of 100.625%. With this transaction ThyssenKrupp AG made use of the good market environment, extended its maturity profile and strengthened the debt capital market share in its financing mix.
06 Contingencies including pending lawsuits and claims for damages
Guarantees
ThyssenKrupp AG as well as, in individual cases, its subsidiaries have issued or have had guarantees in favour of business partners or lenders. The following table shows obligations under guarantees where the principal debtor is not a consolidated Group company:
| Maximum potential amount of future payments as of March 31, 2013 |
Provision as of March 31, 2013 |
|---|---|
| 267 | 1 |
| 121 | 1 |
| 174 | 0 |
| 61 | 2 |
| 110 | 1 |
| 733 | 5 |
The terms of those guarantees depend on the type of guarantee and may range from three months to ten years (e.g. rental payment guarantees). The basis for possible payments under the guarantees is always the nonperformance of the principal debtor under a contractual agreement, e.g. late delivery, delivery of non-conforming goods under a contract or nonperformance with respect to the warranted quality or default under a loan agreement.
All guarantees are issued by or issued by instruction of ThyssenKrupp AG or subsidiaries upon request of the principal debtor obligated by the underlying contractual relationship and are subject to recourse provisions in case of default. If such a principal debtor is a company owned fully or partially by a foreign third party, the third party is generally requested to provide additional collateral in a corresponding amount.
Commitments and other contingencies
Due to the high volatility of iron ore prices, in the Steel Europe and Steel Americas business areas the existing long-term iron ore and iron ore pellets supply contracts are measured for the entire contract period at the iron ore prices applying as of the respective balance sheet date. Compared to September 30, 2012, the purchasing commitments increased by €3.7 billion to €19.3 billion due to the higher ore prices.
Pending lawsuits and claims for damages
The Group is involved in pending and threatened litigation in connection with the purchase and sale of certain companies, which may lead to partial repayment of the purchase price or to the payment of damages. In addition, damage claims may be payable to contractual partners, customers, consortium partners and subcontractors under performance contracts. Some of these claims have proven unfounded, have been ended by settlement or expired under the statute of limitations. A number of these proceedings are still pending.
In connection with the rail cartel we and other participants have now been served with a statement of claim from Deutsche Bahn AG (DB). The claim is directed against ThyssenKrupp GfT Gleistechnik, ThyssenKrupp Materials International and further cartel participants. DB is seeking extensive information and in this connection estimates the total damages caused by all participants in the cartel at €550 million plus interest of approx. €300 million.
In addition to DB further customers have announced their intention to file claims for compensation. A reliable estimate of the financial consequences of such claims is not yet possible for ThyssenKrupp.
For recognizable risks from claims for compensation and anticipated fines in connection with the ongoing investigations of the Federal Cartel Office, additional provisions in the amount of €207 million were recognized as of March 31, 2013.
Following an anonymous tip, the Federal Cartel Office is investigating ThyssenKrupp Steel Europe AG and others on an initial suspicion of price agreements dating back to 1998 relating to the supply of specific steel products to German automotive manufacturers and their suppliers. ThyssenKrupp has initiated its own internal inquiry into the allegations with the support of external legal advisers which is also taking account of findings from the amnesty program. The internal inquiry and the investigations of the Federal Cartel Office are ongoing. At present significant risks for the Group's net assets, financial position and results of operations cannot be ruled out.
There have been no significant changes since September 30, 2012 to other contingencies, including pending litigations.
07 Derivative financial instruments
The notional amounts and fair values of the Group's derivative financial instruments are as follows:
MILLION €
| Notional amount Sept. 30, 2012 |
Fair value Sept. 30, 2012 |
Notional amount March 31, 2013 |
Fair value March 31, 2013 |
|
|---|---|---|---|---|
| Derivative financial instruments | ||||
| Assets | ||||
| Foreign currency derivatives including embedded derivatives | 1,695 | 35 | 2,381 | 80 |
| Interest rate derivatives* | 172 | 5 | 175 | 2 |
| Commodity derivatives | 221 | 20 | 287 | 12 |
| Total | 2,088 | 60 | 2,843 | 94 |
| Liabilities | ||||
| Foreign currency derivatives including embedded derivatives | 5,086 | 57 | 1,800 | 39 |
| Interest rate derivatives* | 1,122 | 70 | 1,355 | 74 |
| Commodity derivatives | 451 | 40 | 303 | 43 |
| Total | 6,659 | 167 | 3,458 | 156 |
* inclusive of cross currency swaps
08 Related parties
As of March 31, 2013 ThyssenKrupp holds a financial receivable outstanding against Outokumpu with a current value of around €1.2 billion and an original maximum term of 9 years.
09 Segment reporting
At January 01, 2013 the former Plant Technology and Marine Systems business areas were combined into the new Industrial Solutions business area. Industrial Solutions is a leading international supplier in special and large-scale plant construction as well as naval shipbuilding. The figures for the prior-year periods have been adjusted accordingly.
As a measure of the earning power of the individual segments, the EBIT key indicator by definition contains only financial income components of an operating nature. The 29.9% interest in Outokumpu now held by ThyssenKrupp following the sale of Stainless Global, which is accounted for using the equity method, is reported under Corporate as a financial interest due to its non-operating nature and the equity income/(expense) is not included in EBIT.
Segment information for the 1st half year ended March 31, 2012 and March 31, 2013 as well as for the 2nd quarter ended March 31, 2012 and March 31, 2013 is as follows:
MILLION €
| Components Technology |
Elevator Technology |
Industrial Solutions |
Materials Services |
Steel Europe |
Corporate | Steel Americas* |
Stainless Global* |
Consolidation | Group | |
|---|---|---|---|---|---|---|---|---|---|---|
| 1st half ended March 31, 2012 | ||||||||||
| External sales | 3,629 | 2,670 | 2,503 | 6,324 | 4,461 | 32 | 770 | 2,904 | 0 | 23,293 |
| Internal sales within the Group | 4 | 0 | 8 | 229 | 955 | 40 | 274 | 302 | (1,812) | 0 |
| Total sales | 3,633 | 2,670 | 2,511 | 6,553 | 5,416 | 72 | 1,044 | 3,206 | (1,812) | 23,293 |
| EBIT | 297 | 231 | 184 | 114 | 123 | (218) | (518) | (624) | (174) | (585) |
| Adjusted EBIT | 231 | 274 | 357 | 130 | 132 | (221) | (516) | (36) | (174) | 177 |
| 1st half ended March 31, 2013 | ||||||||||
| External sales | 2,699 | 2,919 | 2,724 | 5,572 | 3,895 | 41 | 834 | 1,268 | 0 | 19,952 |
| Internal sales within the Group | 6 | 1 | 10 | 166 | 870 | 57 | 155 | 134 | (1,399) | 0 |
| Total sales | 2,705 | 2,920 | 2,734 | 5,738 | 4,765 | 98 | 989 | 1,402 | (1,399) | 19,952 |
| EBIT | 108 | 304 | 339 | (121) | 19 | (251) | (782) | 70 | (182) | (496) |
| Adjusted EBIT | 105 | 315 | 320 | 98 | 39 | (217) | (99) | (70) | (190) | 301 |
| 2nd quarter ended March 31, 2012 | ||||||||||
| External sales | 1,875 | 1,319 | 1,197 | 3,316 | 2,382 | 26 | 443 | 1,597 | 0 | 12,155 |
| Internal sales within the Group | 5 | 3 | 5 | 92 | 504 | 11 | 103 | 171 | (894) | 0 |
| Total sales | 1,880 | 1,322 | 1,202 | 3,408 | 2,886 | 37 | 546 | 1,768 | (894) | 12,155 |
| EBIT | 128 | 118 | 175 | 74 | 21 | (119) | (230) | (303) | (92) | (228) |
| Adjusted EBIT | 128 | 132 | 193 | 90 | 30 | (120) | (228) | 20 | (93) | 152 |
| 2nd quarter ended March 31, 2013 | ||||||||||
| External sales | 1,356 | 1,387 | 1,423 | 2,841 | 2,058 | 14 | 461 | 0 | 0 | 9,540 |
| Internal sales within the Group | 4 | 1 | 5 | 82 | 454 | 29 | 40 | 0 | (615) | 0 |
| Total sales | 1,360 | 1,388 | 1,428 | 2,923 | 2,512 | 43 | 501 | 0 | (615) | 9,540 |
| EBIT | 65 | 133 | 198 | (157) | (10) | (139) | (695) | (2) | (93) | (700) |
| Adjusted EBIT | 63 | 146 | 180 | 58 | 9 | (120) | (12) | (1) | (96) | 227 |
* Discontinued operation
Net sales and adjusted EBIT as well as operating EBIT reconcile to EBT from continuing operations as presented in the consolidated statement of income as following:
MILLION €
| 1st half | 1st half | 2nd quarter | 2nd quarter | |
|---|---|---|---|---|
| ended | ended | ended | ended | |
| March 31, 2012 | March 31, 2013 | March 31, 2012 | March 31, 2013 | |
| Sales as presented in segment reporting | 23,293 | 19,952 | 12,155 | 9,540 |
| - Sales of Steel Americas | (1,044) | (989) | (546) | (501) |
| - Sales of Stainless Global | (3,206) | (1,402) | (1,768) | 0 |
| + Sales of discontinued operations to Group companies | 576 | 289 | 274 | 40 |
| + Sales of Group companies to discontinued operations | 172 | 89 | 80 | 23 |
| Sales as presented in the statement of income | 19,791 | 17,939 | 10,195 | 9,102 |
MILLION €
| 1st half ended |
1st half ended |
2nd quarter ended |
2nd quarter ended |
|
|---|---|---|---|---|
| March 31, 2012 | March 31, 2013 | March 31, 2012 | March 31, 2013 | |
| Adjusted EBIT as presented in segment reporting | 177 | 301 | 152 | 227 |
| Special items | (762) | (797) | (380) | (927) |
| EBIT as presented in segment reporting | (585) | (496) | (228) | (700) |
| - Depreciation of capitalized borrowing costs eliminated in EBIT | (21) | (7) | (10) | (4) |
| + Non-operating income/(expense) from companies accounted for using the equity method | 0 | (38) | 0 | (38) |
| + Finance income | 385 | 244 | 71 | 114 |
| - Finance expense | (667) | (557) | (208) | (273) |
| - Items of finance income assigned to EBIT based on economic classification | (64) | (6) | (63) | 20 |
| + Items of finance expense assigned to EBIT based on economic classification | 37 | 24 | 37 | 5 |
| EBT - Group | (915) | (836) | (401) | (876) |
| - EBT of Steel Americas | 524 | 792 | 239 | 702 |
| - EBT of Stainless Global | 642 | (66) | 311 | (2) |
| EBT from continuing operations as presented in the statement of income | 251 | (110) | 149 | (176) |
10 Cost of sales
Cost of sales for the 1st half year ended March 31, 2013, includes writedowns of inventories of €21 million which mainly relate to the Steel Europe, Components Technology and Materials Services business areas. As of September 30, 2012, write-downs amounted to €49 million. In the 1st half year ended March 31, 2012, cost of sales includes write-downs of inventories of €35 million which mainly related to the Steel Europe and Materials Services business areas. In addition, income/(loss) from discontinued operations includes write-downs of inventories of €41 million in the 1st half year ended March 31, 2013 (1st half year ended March 31, 2012: €31 million).
11 Income/(expense) from companies accounted for using the equity method
The line item includes pro rata losses of Outokumpu of €38 million.
12 Earnings per share
Basic earnings per share is calculated as follows:
| 1st half ended March 31, 2012 | 1st half ended March 31, 2013 | 2nd quarter ended March 31, 2012 | 2nd quarter ended March 31, 2013 | |||||
|---|---|---|---|---|---|---|---|---|
| Total amount in million € |
Earnings per share in € |
Total amount in million € |
Earnings per share in € |
Total amount in million € |
Earnings per share in € |
Total amount in million € |
Earnings per share in € |
|
| Loss from continuing operations (net of tax) (attributable to ThyssenKrupp AG's stockholders) |
(123) | (0.24) | (60) | (0.12) | (164) | (0.32) | (89) | (0.18) |
| Loss from discontinued operations (net of tax) (attributable to ThyssenKrupp AG's stockholders) |
(924) | (1.79) | (561) | (1.09) | (423) | (0.82) | (567) | (1.10) |
| Net loss (attributable to ThyssenKrupp AG's stockholders) |
(1,047) | (2.03) | (621) | (1.21) | (587) | (1.14) | (656) | (1.28) |
| Weighted average shares | 514,489,044 | 514,489,044 | 514,489,044 | 514,489,044 |
Relevant number of common shares for the determination of earnings per share
Earnings per share have been calculated by dividing net loss attributable to common stockholders of ThyssenKrupp AG (numerator) by the weighted average number of common shares outstanding (denominator) during the period. Shares sold during the period and shares reacquired during the period have been weighted for the portion of the period that they were outstanding.
There were no dilutive securities in the periods presented.
13 Additional information to the consolidated statement of cash flows
The liquid funds considered in the consolidated statement of cash flows correspond to the "Cash and cash equivalents" line item in the consolidated statement of financial position taking into account the cash and cash equivalents attributable to the disposal groups inclusive of discontinued operations.
Non-cash investing activities
In the 1st half year ended March 31, 2013, the acquisition and first-time consolidation of companies created an increase in non-current assets of €10 million (1st half year ended March 31, 2012: €65 million). In the 2nd quarter ended March 31, 2013 these increases amounted to €6 million (2nd quarter ended March 31, 2012: €3 million).
The non-cash addition of assets under finance leases in the 1st half year ended March 31, 2013 amounted to €5 million (1st half year ended March 31, 2012: €3 million) and in the 2nd quarter ended March 31, 2013 to €2 million (2nd quarter ended March 31, 2012: €1 million).
In connection with the second construction stage of the "ThyssenKrupp Quarter" located in Essen, there was a non-cash addition of property, plant and equipment of €10 million in the 1st half year ended March 31, 2013 (1st half year ended March 31, 2012: 0) and of €5 million in the 2nd quarter ended March 31, 2013 (2nd quarter ended March 31, 2012: 0).
Non-cash financing activities
In the 1st half year ended March 31, 2013, the acquisition and first-time consolidation of companies did not result in any increase in gross financial debt (1st half year ended March 31, 2012: €2 million); in the 2nd quarter ended March 31, 2013 as well as in the 2nd quarter ended March 31, 2012 there wasn't also any increase.
In connection with the second construction stage of the "ThyssenKrupp Quarter" located in Essen, there was a non-cash increase of financial debt of €10 million in the 1st half year ended March 31, 2013 (1st half year ended March 31, 2012: 0) and of €5 million in the 2nd quarter ended March 31, 2013 (2nd quarter ended March 31, 2012: 0).
14 Subsequent events
On April 17, 2013 the Supervisory Board of ThyssenKrupp Electrical Steel GmbH approved plans to find a best-owner solution for the electrical steel operations in Gelsenkirchen, Isbergues in France and Nashik in India and to carry out corresponding preparatory operational and administrative measures. The disposal concerns sales of approx. €450 million, noncurrent assets of approx. €180 million, and around 1,800 employees. At the same time approval was given for a reorganization of the electrical steel activities involving the transfer of the Bochum plant for non-oriented electrical steel to Steel Europe AG, where it is to be continued.
On May 06, 2013 by resolution of the Materials Services Executive Board the disposal process for the rail and construction equipment activities was initiated. This area has sales of approx. €400 million and around 800 employees.
Essen, May 10, 2013 ThyssenKrupp AG
The Executive Board
Hiesinger
Burkhard Kerkhoff
Review report of the half-year financial report
To ThyssenKrupp AG, Duisburg and Essen
We have reviewed the condensed consolidated interim financial statements - comprising statement of financial position, the statement of income and statement of comprehensive income, the statement of changes in equity, the statement of cash flows and selected explanatory notes – and the interim group management report of ThyssenKrupp AG, Duisburg and Essen, for the period from October 1, 2012, to March 31, 2013, which are part of the quarterly financial report pursuant to § (Article) 37w WpHG ("Wertpapierhandelsgesetz" German Securities Trading Act). The preparation of the condensed consolidated interim financial statements in accordance with the IFRS applicable to interim financial reporting as adopted by the EU and of the interim group management report in accordance with the provisions of the German Securities Trading Act applicable to interim group management reports is the responsibility of the parent Company's Board of Managing Directors. Our responsibility is to issue a review report on the condensed consolidated interim financial statements and on the interim group management report based on our review.
We conducted our review of the condensed consolidated interim financial statements and the interim group management report in accordance with German generally accepted standards for the review of financial statements promulgated by the Institut der Wirtschaftsprüfer (Institute of Public Auditors in Gemany) (IDW) and additional observed the International Standard on Review Engagements "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" (ISRE 2410). Those standards require that we plan and perform the review so that we can preclude through critical evaluation, with moderate assurance, that the condensed consolidated interim financial statements have not been prepared, in material respects, in accordance with the IFRS applicable to interim financial reporting as adopted by the EU and that the interim group management report has not been prepared, in material respects, in accordance with the provisions of the German Securities Trading Act applicable to interim group management reports. A review is limited primarily to inquiries of company personnel and analytical procedures and therefore does not provide the assurance attainable in a financial statement audit. Since, in accordance with our engagement, we have not performed a financial statement audit, we cannot issue an audit opinion.
Based on our review, no matters have come to our attention that cause us to presume that the condensed consolidated interim financial statements have not been prepared, in material respects, in accordance with the IFRS applicable to interim financial reporting as adopted by the EU nor that the interim group management report has not been prepared, in material respects, in accordance with the provisions of the German Securities Trading Act applicable to interim group management reports.
Without qualifying our review report, we draw attention to the disclosures in "Discontinued operations: Steel Americas and Stainless Global business areas" in Note 2 of the selected explanatory notes regarding the measurement of the assets of the Steel Americas business area.
Essen, May 14, 2013
PricewaterhouseCoopers Aktiengesellschaft Wirtschaftsprüfungsgesellschaft
Prof. Dr. Norbert Winkeljohann Volker Linke
(German Public Auditor) (German Public Auditor)
Responsibility statement
To the best of our knowledge, and in accordance with the applicable reporting principles for interim reporting, the condensed interim consolidated financial statements give a true and fair view of the assets, liabilities, financial position and profit and loss of the Group, and the Group interim management report includes a fair review of the development and performance of the business and the position of the Group, together with a description of the principal opportunities and risks associated with the expected development of the Group in the remaining months of the year.
Essen, May 10, 2013 ThyssenKrupp AG
The Executive Board
Hiesinger
Burkhard Kerkhoff
Report by the Supervisory Board Audit Committee
The interim report for the 1st half of the 2012/2013 fiscal year (October 2012 to March 2013) and the review report by the Group's financial statement auditors were presented to the Audit Committee of the Supervisory Board in its meeting on May 14, 2013 and explained by the Executive Board. The auditors were available to provide additional information. The Audit Committee approved the interim report.
Essen, May 14, 2013
Chairman of the Audit Committee Prof. Dr. Bernhard Pellens
Contact and 2013/2014 dates
Contacts
Corporate Communications Telephone +49 201 844-536043 Fax +49 201 844-536041 E-mail [email protected]
Investor Relations
E-mail [email protected]
Institutional investors and analysts
Telephone +49 201 844-536464 Fax +49 201 8456-531000
Private investors
Infoline +49 201 844-538382 Fax +49 201 8456-531000
Address
ThyssenKrupp AG ThyssenKrupp Allee 1, 45143 Essen, Germany P.O. Box, 45063 Essen Telephone +49 201 844-0 Fax +49 201 844-536000 E-mail [email protected]
2013/2014 dates
August 14, 2013
Interim report 9 months 2012/2013 (October to June) Conference call with analysts and investors
November 21, 2013 Annual press conference Conference call with analysts and investors
January 17, 2014 Annual General Meeting
February 14, 2014
Interim report 1st quarter 2013/2014 (October to December) Conference call with analysts and investors
May 15, 2014
Interim report 1st half 2013/2014 (October to March) Conference call with analysts and investors
Forward-looking statements
This document contains forward-looking statements that reflect management's current views with respect to future events. Such statements are subject to risks and uncertainties that are beyond ThyssenKrupp's ability to control or estimate precisely, such as future market and economic conditions, the behavior of other market participants, the ability to successfully integrate acquired businesses and achieve anticipated synergies and the actions of government regulators. If any of these or other risks and uncertainties occur, or if the assumptions underlying any of these statements prove incorrect, then actual results may be materially different from those expressed or implied by such statements. ThyssenKrupp does not intend or assume any obligation to update any forward-looking statements to reflect events or circumstances after the date of these materials.
Rounding differences and rates of change
Percentages and figures in this report may include rounding differences. The signs used to indicate rates of change are based on economic aspects: Improvements are indicated by a plus (+) sign, deteriorations are shown in brackets ( ). Very high positive and negative rates of change (1,000% or (100)%) are indicated by ++ and ðð respectively.
Variances for technical reasons
To meet statutory disclosure obligations, the Company has to submit the interim report to the electronic Federal Gazette (Bundesanzeiger). For technical reasons (e.g. conversion of electronic formats) there may be variances in the accounting documents published in the electronic Bundesanzeiger.
This English version of the annual report is a translation of the original German version; in the event of variances, the German version shall take precedence over the English translation.
Both language versions of the interim report can be downloaded from the internet at http://www.thyssenkrupp.com. An interactive online version is also available on our website in both languages.
