Earnings Release • Aug 27, 2009
Earnings Release
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TKH Group N.V. (TKH) Interim results 2009
• Barring a further deterioration of the market conditions, the net result before exceptional charges is expected to improve in the second half of 2009.
(in € million unless otherwise stated)
| st half year 1 2009 |
st half year 1 2008 |
Difference as a % |
|
|---|---|---|---|
| Turnover | 353.5 | 504.8 | - 30.0 |
| EBITA before exceptional charges | 13.8 | 44.1 | - 68.7 |
| EBITA after exceptional charges | 6.6 | 44.1 | - 85.1 |
| amortisation1) Net profit before and |
4.4 | 27.1 | - 83.6 |
| exceptional charges | |||
| Net profit | -2.6 | 25.5 | |
| Net earnings per ordinary share (in €) | -0.08 | 0.72 | |
| Solvency | 43.6% | 38.6% | |
| ROS before exceptional charges | 3.9% | 8.7% |
(in € million unless otherwise stated)
| Q2 | Q2 | Difference | |
|---|---|---|---|
| 2009 | 2008 | as a % | |
| Turnover | 165.0 | 249.6 | - 33.9 |
| EBITA before exceptional charges | 8.3 | 23.9 | - 65.3 |
| EBITA after exceptional charges | 1.1 | 23.9 | - 95.6 |
| amortisation1) Net profit before and |
2.4 | 14.8 | - 83.5 |
| exceptional charges | |||
| Net profit | -3.7 | 13.9 | |
| ROS before exceptional charges | 5.0% | 9.6% |
1) Net result before amortisation of intangible non current assets related to acquisitions (after tax).
Alexander van der Lof, CEO of technology company TKH: "In our effort to counterbalance the difficult market conditions and the ensuing considerable drop in turnover, TKH has cut its costs drastically and reduced debts. Our main priority is a return to profitability, although we will continue to work on our innovative strength. Also in these days, 18.5% of our turnover still comes from new products. We are convinced that the current economic situation will result in opportunities to which we will be able to respond well with our innovative strength."
Turnover in the first half of 2009 was down € 151.3 million (-30.0%) at € 353.5 million, (H1 2008: € 504.8 million). Of this reduction, 4.5% was due to the drop in raw materials prices passed on to customers. The companies acquired in 2008, Keyprocessor, Ithaca, AVO Techniek and VDG Security, contributed 2.0% to turnover. Turnover fell in all three solutions segments (Telecom, Building and Industrial Solutions), with Industrial Solutions showing the largest drop at 40%, due to the postponement of investments by customers in the industrial sector. This led to a decrease in the Industrial Solutions share in the turnover to 41%, from 48%. The share in turnover from Telecom Solutions increased from 17% and Building Solutions from 35% to 38%.
The gross margin as a percentage of turnover increased to 41.3% from 37.5%. This increase was caused by lower raw material prices and an improved mix of activities. The security activities in particular contributed to this increase. Operating costs excluding exceptional charges were down € 13.4 million in the first half of the year, with € 9.3 million of this drop being realised in the second quarter. The number of FTEs, including temporary staff, worldwide was reduced by 452 compared with yearend 2008. In addition, reduced working hours at a number of locations were introduced.
Depreciations, at € 8.1 million, were up compared to € 7.2 million in the first half of 2008, due to the investments in 2008 and the partial reversal of the impairment of the optical fibre activities at year-end 2008.
The operating result before amortisation of intangible assets (EBITA) and exceptional charges was down 68.7% at € 13.8 million in the first half of 2009, compared with € 44.1 million in the first half of 2008.
EBITA before exceptional charges in the second quarter of 2009 was up € 2.8 million (51%) compared with the first quarter of the year. However, turnover in the second quarter dropped by € 23.4 million (12.4%) compared with the first quarter. In line with the reorganisation programme of € 15 million for the entire year as announced in April, TKH took an exceptional charge of € 7.2 million in the second quarter. The main measures have been introduced in the Industrial Solutions segment. In the subsegment manufacturing systems, the systems portfolio have been further reduced and the production locations will be concentrated in the Netherlands and China. Due to these restructuring measures the costs will be € 25 million structurally lower as of 2010, of which € 15 million will be realised in 2009. The total cost level will be reduced by around € 40 million in 2009.
The EBITA after exceptional charges was € 6.6 million.
The ROS before exceptional charges increased from 2.9% in the first quarter to 5.0% in the second quarter. All three solutions segments saw their results fall in the first six months, with Industrial Solutions showing the greatest drop.
The amortisation charge increased to € 4.3 million in the first half of 2009 (H1 2008: € 3.2 million), primarily as a result of the acquisitions and capitalised R&D in the past 12 months.
The financial income and expenses increased to € 5.6 million in the first half of 2009, from € 5.4 million in the same period of 2008. This increase was due to currency effects. There was a € 1.0 million tax gain due to the negative pre-tax result of € 3.7 million.
The net profit before amortisation and excluding exceptional charges was € 4.4 million in the first half of 2009 (H1 2008: € 27.1 million). This led to a net loss of € 0.8 million before amortisation and including exceptional charges. After amortisation and exceptional charges, the net loss was € 2.6 million in the first half of 2009 (H1 2008: € 25.5 million). Ordinary earnings per share were minus € 0.08 (H1 2008: € 0.72).
Net bank debt fell € 43.5 million compared with year-end 2008 to € 143.3 million in the first half, as a result of a targeted programme for the reduction of working capital and limitation of investment levels. Working capital as a percentage of turnover fell to 18.3%, from 20.4% in the first half of 2008. The solvency ratio increased to 43.6% (H1 2008: 38.6%). Despite the substantial drop in results, TKH is operating well within the financial ratios as laid down in the loan agreements, also because of the reduced debt burden. The net debt/EBITDA ratio was 2.5 and the interest coverage ratio was 6.4 (including exceptional charges).
The net cash flow from operational activities was € 65.9 million (H1 2008: € 10.5 million), primarily as a result of strongly reduced working capital.
The number of employees under contract (FTEs) as of 30 June 2009 was 3,700.
Telecom Solutions develops, produces and supplies systems for a variety of applications, ranging from outdoor basic infrastructure for telecom and CATV networks up to and including indoor home networking. The focus is on supplying systems accompanied by guarantees that relieve the customer of any concern. Roughly 40% of the portfolio consists of optical fibre and copper cable for node-tonode connections. The other 60%, chiefly accounted for by components and systems relating to connectivity and peripherals, is mainly used in the network nodes.
| (in € million unless otherwise stated) | |||
|---|---|---|---|
| st half 1 |
st half year 1 |
Difference | |
| year 2009 | 2008 | as a % | |
| Turnover | 74.0 | 87.9 | - 15.8 |
| EBITA before exceptional charges | 8.8 | 12.3 | - 28.4 |
| ROS before exceptional charges | 11.9% | 14.0% |
Turnover in the Telecom Solutions segment fell to € 74.0 million in the first half of 2009. Turnover dropped by 1.0% due to lower raw materials prices. The turnover in optical fibre systems rose slightly, while the turnover in indoor telecom systems and outdoor copper network systems fell.
EBITA before exceptional charges fell to € 8.8 million in the first half of 2009. Purchasing costs rose due to an increase in the value of Asian currencies, which had a negative impact on the operating result. The impact on the margin was limited by a reduction in costs. Depreciations rose in the first half of 2009 as a result of the partial reversal of the impairment on the optical fibre activities at year-end 2008.
Turnover fell by 24.8% as a result of lower spending levels among consumers on upgrading peripheral equipment for broadband connections. Lower activity in the construction sector in Europe also had a negative impact on investments in this segment.
Fibre network systems: optical fibre, optical-fibre cable, connectivity systems and components, active peripherals
Turnover rose slightly by 3.8%. In Europe, demand fell by around 10%, while in China the demand for optical fibre systems increased. The investment priority for optical fibre networks continued to increase, which led to a further shift in investment from copper networks to optical fibre networks.
Capacity utilisation in the optical fibre production was high. TKH carried out a number of optimisations, which increased capacity by 15%. The increased value of Asian currencies led to a rise in purchasing costs, which led in turn to a drop in the margin.
Due to the fact that telecom companies are limiting their investment levels and there has been a shift towards optical fibre networks, the turnover in this segment fell by 27.3%. The cut in investments in the maintenance of the network nodes also had a negative impact on turnover.
Building Solutions develops, produces and supplies solutions ranging from efficient electrical engineering for applications in buildings to technical systems which, linked to software, provide greater efficiency for the health care and security sectors. The know-how is concentrated on connectivity systems in connection with efficiencyenhancing solutions that shorten the time needed to make installations in buildings. TKH also focuses on intelligent video, intercom and access control systems for a number of specific sectors, including care of the elderly, parking and security of buildings and grounds.
(in € million unless otherwise stated)
| st half 1 year 2009 |
st half year 1 2008 |
Difference as a % |
|
|---|---|---|---|
| Turnover | 134.4 | 173.7 | - 22.7 |
| EBITA before exceptional charges | 4.7 | 14.1 | - 66.7 |
| ROS before exceptional charges | 3.5% | 8.1% |
Turnover in the Building Solutions segment fell in the first half to € 134.4 million. Turnover fell by 5.6% due to the effect of raw materials prices. The most significant drop was seen in the connectivity segment. The security segment realised a rise in turnover, partly due to the acquisitions of Keyprocessor and VDG in 2008. Turnover in the second quarter of 2009 improved when compared with the first quarter of 2009.
EBITA before exceptional charges fell to € 4.7 million. This drop was seen primarily in the sub-segments connectivity systems and building technologies. The subsegment security systems realised an increase in result.
Turnover in building technologies fell by 19.8%, mainly in the structured cabling systems segment, due to lower activity in the construction sector. Due to the increase in turnover in domotic solutions, aimed for example at the reduction of energy use and increasing the efficiency in the care sector, TKH was able to offset the drop in turnover to some extent.
Turnover was up by 10.1%, largely due to the acquisitions of Keyprocessor and VDG in 2008. TKH was able to gain market share, thanks to the newly opened locations and distinctive technology, which did offset the drop in market demand. The share of security systems in the turnover rose approximately 11%.
Connectivity systems: specialty cable (systems) for ship building, railways, infrastructure, solar and wind energy and installation and energy cable for niche markets.
Turnover fell by 35.5%, mainly in the first quarter due to inventory reductions at customers and the harsh winter period. Turnover recovered somewhat in the second quarter and a better result was realised. Due to the fact that a large part of the activities in this segment are linked to infrastructural projects, the harsh winter period had an above-average impact.
Industrial Solutions develops, produces and supplies solutions ranging from specialty cable and 'plug and play' cable systems to integrated systems for the production of tyres for cars and trucks. With its know-how in the field of the automation of production processes and improving the reliability of production systems, TKH stands out in its ability to respond to the growing wishes of a number of specialists industrial sectors, such as the tyre manufacturing, robot, medical and machine industries, to increasingly outsource the construction of production systems or modules.
(in € million unless otherwise stated)
| st half 1 |
st half year 1 |
Difference | |
|---|---|---|---|
| year 2009 | 2008 | as a % | |
| Turnover | 145.1 | 243.2 | - 40.3 |
| EBITA before exceptional charges | 4.2 | 22.7 | - 81.6 |
| ROS before exceptional charges | 2.9% | 9.3% |
The turnover in the Industrial Solutions segment decreased to € 145.1 million in the first half of 2009. Turnover fell by 4.9% due to the effect of raw materials prices. Turnover fell in both connectivity systems and manufacturing systems. The activities within Industrial Solutions are strongly linked to capital goods, especially in robot and machine building and the tyre manufacturing industries. Investment levels have been sharply reduced in these sectors.
Before exceptional charges, EBITA fell to € 4.2 million the first half of 2009. Due to the very strong and sudden drop in turnover, it was not possible to fully adjust cost levels to lower levels of activity, which caused that the impact on results of the drop in turnover was disproportionate.
The turnover in cable systems and specialty cables fell by 42.0%. The activities related to the robot industry and the machine building industry in Germany were hit especially hard by the extremely low investment levels and the postponement of deliveries in these sectors.
Manufacturing systems: advanced manufacturing systems for the production of car and truck tyres, can washers, product handling systems and machine operating systems
Due to the postponement of deliveries and very low order intake, turnover also fell substantially by 38.0% in this sub-segment. The tyre manufacturing business, which accounts for more than 80% of the activities in this sub-segment, saw an strong drop in deliveries and order intake. Order intake improved in the second quarter but remained low.
The economic conditions will remain uncertain. The reduction of costs levels and the continued reduction of debt have a high priority for TKH. TKH will also push for adopting new market positions by means of innovations and reinforcing commercial efforts in the three solutions segments.
If market conditions do not deteriorate further in the second half of the year, the net result before exceptional changes will improve compared with the first half of 2009, partly due to the effects of the measures TKH has taken. The debt level will be further reduced with at least € 25 million in the second half of 2009.
Haaksbergen, 27 August 2009
Executive Board
| For further information: | J.M.A. (Alexander) van der Lof MBA, |
|---|---|
| Chairman of the Executive Board | |
| tel. +31 (0)53 5732901 | |
| Website: www.tkhgroup.com |
Timetable
12 November 2009 Trading update Q3 2009 10 March 2010 Publication of full year results 2009
Technology company, TKH Group NV (TKH) is an internationally operating group of companies specialised in creating and supplying innovative Telecom, Building and Industrial Solutions.
At TKH the solutions play the central role, not the kind of activity. In the business segments Telecom Solutions, Building Solutions and Industrial Solutions, basic technologies in the field of ICT and electro technology from the various business units, often in partnership with suppliers, are consolidated into total solutions.
Specialists in the field of marketing, process development, design, engineering and logistics add consultancy and project implementation to offer a tailor made solution. These locally developed concepts are subsequently offered internationally, in order to optimally capitalize on the expertise and knowledge within TKH.
The Telecom Solutions consist of solutions ranging from basic infrastructure to home networking applications, for both the outdoor and indoor telecom (ICT) -markets. TKH Telecom Solutions can be divided into three sub segments: Fibre Networks, Copper Networks and Indoor Telecom Systems.
The Building Solutions comprise solutions ranging from efficient electrical engineering to ICT systems for the care sector. Building Solutions can be divided into three sub segments: Building Technologies, Security Systems and Connectivity Systems.
The Industrial Solutions consist of advanced manufacturing systems for the car and truck tyre manufacturing industry and connectivity systems for the medical, robot, automotive and machine building industry.
Continuous focus on research and development provides a product and services portfolio that safeguards technologically advanced solutions. With its group companies, TKH group is active all over the world. Its growth is concentrated on Northwest, Central and Eastern Europe and Asia. In 2008 TKH secured a turnover of € 997 million with 3,882 employees.
In thousands of euros
| st half year 2009 1 |
1st half year 2008 | |||
|---|---|---|---|---|
| Net turnover Changes in inventory of finished goods and work in |
360,836 | 471,429 | ||
| progress | -8,112 | 32,651 | ||
| Other operating income | 756 | 690 | ||
| Total turnover | 353,480 | 504,770 | ||
| Costs of raw materials, consumables, trade products | ||||
| and subcontracted work | 207,593 | 315,270 | ||
| Personnel expenses | 90,245 | 91,999 | ||
| Depreciation | 8,128 | 7,144 | ||
| Amortisation | 4,333 | 3,233 | ||
| Other operating expenses | 40,940 | 46,297 | ||
| Total operating expenses 1) | 351,239 | 463,943 | ||
| Operating result | 2,241 | 40,827 | ||
| Financial income and expenses | -5,557 | -5,367 | ||
| Share in result of associates | -350 | -107 | ||
| Result before tax | -3,666 | 35,353 | ||
| Tax on profit | -1,021 | 9,901 | ||
| Net result | -2,645 | 25,452 | ||
| Attributable to: Shareholders of the company |
-2,764 | 25,244 | ||
| Minority interest | 119 | 208 | ||
| -2,645 | 25,452 | |||
| Earnings per share | ||||
| Weighted average number of shares (x 1,000) | 35,625 | 34,849 | ||
| Ordinary earnings per share before amortisation (in €) | -0.03 | 0.77 | ||
| Ordinary earnings per share (in €) | -0.08 | 0.72 | ||
| Diluted earnings per share (in €) | -0.08 | 0.72 |
1) The operating expenses include one-off restructuring costs of € 7.2 million. These expenses are recognised in the second quarter and relate for € 6.6 million to personnel expenses. The remaining restructuring costs are recognised in other operating expenses.
In thousands of euros
| st half year 2009 1 |
1st half year 2008 | |||
|---|---|---|---|---|
| Result for the period (ended 30 June) | -2,645 | 25,452 | ||
| Foreign exchange translation differences Effective portion of fair value changes of cash flow |
-325 | -247 | ||
| hedges (net of income tax) | -1,444 | 656 | ||
| Gain / (loss on revaluation of property | -49 | 0 | ||
| Other comprehensive income for the period | -1,818 | 409 | ||
| Total comprehensive income for the period | -4,463 | 25,861 | ||
| Attributable to: | ||||
| Shareholders of the company | -4,582 | 25,653 | ||
| Minority interests | 119 | 208 | ||
| Total comprehensive income for the period | -4,463 | 25,861 |
In thousands of euros
| 30-06-2009 | 31-12-2008 | |||
|---|---|---|---|---|
| Assets | ||||
| Non-current assets | ||||
| Intangible non-current assets | 168,260 | 168,895 | ||
| Tangible non-current assets | 156,858 | 161,427 | ||
| Investment property | 3,311 | 3,512 | ||
| Financial non-current assets | 3,058 | 3,417 | ||
| Deferred tax assets | 6,068 | 5,868 | ||
| Total non-current assets | 337,555 | 343,119 | ||
| Current assets | ||||
| Inventories | 124,572 | 140,405 | ||
| Receivables | 154,977 | 225,255 | ||
| Current tax assets | 1,267 | 0 | ||
| Cash and cash equivalents | 9,507 | 9,519 | ||
| Total current assets | 290,323 | 375,179 | ||
| Assets held for sale | 3,655 | 3,261 | ||
| Total assets | 631,533 | 721,559 | ||
| Equity and liabilities Group equity Equity |
274,366 | 292,404 | ||
| Minority interest | 1,124 | 1,089 | ||
| Total group equity | 275,490 | 293,493 | ||
| Long-term liabilities | ||||
| Long-term liabilities | 125,712 | 125,689 | ||
| Deferred tax liabilities | 30,691 | 31,795 | ||
| Provision for pensions | 13,160 | 13,643 | ||
| Other provisions | 8,207 | 11,092 | ||
| Total long-term liabilities | 177,770 | 182,219 | ||
| Short-term liabilities | ||||
| Borrowings | 27,047 | 70,623 | ||
| Trade and other payables | 144,779 | 166,724 | ||
| Current tax liabilities | 0 | 4,691 | ||
| Provisions | 6,447 | 3,809 | ||
| Total short-term liabilities | 178,273 | 245,847 | ||
| Total liabilities | 631,533 | 721,559 | ||
| In thousands of euros | st half 1 year 2009 |
st half 1 year 2008 |
|---|---|---|
| Cash flow from operating activities | ||
| Operating result | 2,241 | 40,827 |
| Depreciation and amortisation | 12,424 | 10,455 |
| Share and option schemes not resulting in a cash flow | 548 | 609 |
| Results on divestments | 37 | -78 |
| Changes in provisions | -635 | -1,893 |
| Changes in working capital | 62,090 | -30,817 |
| Cash flow from operations | 76,705 | 19,103 |
| Interest paid | -4,527 | -5,596 |
| Income tax paid | -6,241 | -2,960 |
| Net cash flow from operating activities (A) | 65,937 | 10,547 |
| Cash flow from investing activities | ||
| Dividend received from non-consolidated associates Investments less disposals in tangible non-current assets and |
9 | 48 |
| assets held-for-sale | -4,002 | -12.604 |
| Result on investments and divestments of investment property | 201 | 59 |
| Acquisition of subsidiaries | 0 | -9,119 |
| Acquisition of associates | 0 | -375 |
| Investments in other intangible non-current assets | -3,793 | -3,008 |
| Net cash flow from investing activities (B) | -7,585 | -24,999 |
| Cash flow from financing activities | ||
| Dividends paid | -13,970 | -11,929 |
| Sold less purchased shares for share and option schemes | -118 | -665 |
| Proceeds from long-term debts | 23 | 512 |
| Change in short-term borrowings | -43,576 | 22,735 |
| Net cash flow from financing activities (C ) | -57,641 | 10,653 |
| Net decrease in cash and cash equivalents (A+B+C) | 711 | -3,799 |
| Exchange differences | -723 | -31 |
| Change in cash and cash equivalents | -12 | -3,830 |
| Cash and cash equivalents at 1 January | 9,519 | 9,653 |
| Cash and cash equivalents at 30 June | 9,507 | 5,823 |
In thousands of euros
| Iss ued cap sh are ital |
Sh are pr em ium |
Leg al r ese rve |
Re val res uat erv ion e |
Tra nsl res atio erv e n |
hed ge Ca res sh- erv flow e |
Oth er res erv e |
Un app rop riat pro ed fit |
Tot al |
Min orit y in ter est |
Tot al e qui ty |
|
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at 1 January 2008 | 8,851 | 12,849 | 6,319 | 24,069 | 5,966 | 1,368 | 160,308 | 44,578 | 264,308 | 1,205 | 265,513 |
| Profit in financial year Reclassification of put options held by minority shareholders Changes cash-flow hedges |
476 | -7,548 | -476 | 49,934 | 49,934 0 -7,548 |
382 | 50,316 0 -7,548 |
||||
| Revaluations Release realised revaluation Change in tax rates |
-169 -448 |
448 | -169 0 0 |
-169 0 0 |
|||||||
| Exchange differences Total result |
0 | 0 | 476 | -617 | -1,921 -1,921 |
-7,548 | -28 | 49,934 | -1,921 40,296 |
382 | -1,921 40,678 |
| Appropriation profit last year Dividend paid |
166 | -166 | -438 | 32,773 | -32,773 -11,805 |
0 -11,805 -438 |
-81 | 0 -11,805 -519 |
|||
| Dividends to minority shareholders Share and option schemes (IFRS 2) Purchased shares for share and option |
1,112 | 1,112 | 1,112 | ||||||||
| schemes Sold shares for share and option |
-2,572 | -2,572 | -2,572 | ||||||||
| schemes Capitalised development costs and options on shares of participations of |
1,277 | 1,277 | 1,277 | ||||||||
| which legal ownership has not yet been obtained Acquisitions |
3,196 175 |
-3,196 51 |
0 226 |
-417 | 0 -191 |
||||||
| Balance at 31 December 2008 | 9,017 | 12,683 | 9,728 | 23,452 | 4,045 | -6,180 | 189,725 | 49,934 | 292,404 | 1,089 | 293,493 |
| Profit in financial year Reclassification of put options held by |
-2,764 | -2,764 | 119 | -2,645 | |||||||
| minority shareholders Change in cash-flow hedges Revaluations Exchange differences |
663 | -49 | -325 | -1,444 | -663 | 0 -1,444 -49 -325 |
0 | 0 -1,444 -49 -325 |
|||
| Total result | 0 | 0 | 663 | -49 | -325 | -1,444 | -3,427 | 0 | -4,582 | 119 | -4,463 |
| Appropriate profit last year Dividend paid Dividends to minority shareholders |
239 | -239 | 36,048 | -36,048 -13,886 |
0 -13,886 0 |
-84 | 0 -13,886 -84 |
||||
| Share and option schemes (IFRS 2) Purchased shares for share and option |
548 | 548 | 548 | ||||||||
| schemes Sold shares for share and option |
-612 | -612 | -612 | ||||||||
| schemes Capitalised development costs and options on shares of participations of |
494 | 494 | 494 | ||||||||
| which legal ownership has not yet been obtained |
1,523 | -1,523 | 0 0 |
0 0 |
|||||||
| Acquisitions Balance at 30 Juni 2009 |
9,256 | 12,444 | 11,914 | 23,403 | 3,720 | -7,624 | 221,253 | 0 | 274,366 | 1,124 | 275,490 |
The interim financial report has been prepared in accordance with IAS 34 Interim Financial Reporting. They do not include all of the information required for full annual financial statements, and should be read in conjunction with the consolidated financial statements of the Group for the year ended 31 December 2008.
Except as described below, the accounting principles applied for the valuation of assets and liabilities and the determination of result are the same as those applied in the consolidated financial statements as at and for the year ended 31 December 2008.
As of 1 January 2009, TKH applies revised IAS 1 Presentation of Financial Statements (2007). As a result, TKH presents all non-owner changes in equity in two statements, a statement of comprehensive income and a statement of consolidated changes in equity. The consolidated statement of changes in equity also include all owner changes in equity.
The preparation of the condensed consolidated interim financial statements 2009 requires from 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 key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements as at and for the year ended 31 December 2008.
The number of outstanding (depositary receipts of) shares as per 31 December 2008 was the equivalent of 35,293,566. As a result of the exercise of options rights and share schemes, a balance of 37,340 (depositary receipts of) shares were delivered and sold in the first half of 2009. In addition, a stock dividend of 957,106 (depositary receipts of) shares was paid out from the share premium reserve. As a result, the number of (depositary receipts of) shares outstanding with third parties as per 30 June 2009 was 36,288,012.
At the General Meeting of Shareholders the dividend over 2008 was declared at € 0.66 per (depositary receipt of) ordinary share. The dividend was proposed at the option of shareholders in cash or as a stock dividend. The dividend on the priority shares was declared at € 0.05 per share. The total amount in dividends paid in the first half of 2009 was € 13,885,630 and this amount was charged to the other reserves. For stock dividend an amount of € 239,276 was charged against the share premium reserve.
| Telecom Solutions |
Building Solutions |
Industrial Solutions |
Not attributable |
Total | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| st half 1 year 2009 |
st half 1 year 2008 |
st half 1 year 2009 |
st half 1 year 2008 |
st half 1 year 2009 |
st half 1 year 2008 |
st half 1 year 2009 |
st half 1 year 2008 |
st half 1 year 2009 |
st half 1 year 2008 |
||
| Turnover | 74,041 | 87,912 | 134,352 | 173,701 | 145,087 | 243,157 | 0 | 0 | 353,480 | 504,770 | |
| EBITA excl. exceptional losses | 8,803 | 12,298 | 4,676 | 14,065 | 4,173 | 22,732 | -3,841 | -5,035 | 13,811 | 44,060 | |
| Extraordinary gains and losses | -743 | 0 | -748 | 0 | -5,746 | 0 | 0 | 0 | -7,237 | 0 | |
| Segment EBITA | 8,060 | 12,298 | 3,928 | 14,065 | -1,573 | 22,732 | -3,841 | -5,035 | 6,574 | 44,060 | |
| Amortisation | -384 | -315 | -2,098 | -1,598 | -1,851 | -1,317 | 0 | -3 | -4,333 | -3,233 | |
| Segment operating result | 7,676 | 11,983 | 1,830 | 12,467 | -3,424 | 21,415 | -3,841 | -5,038 | 2,241 | 40,827 | |
| Financial income and expenses | -5,557 | -5,367 | |||||||||
| Share of result of associates | -350 | -107 | |||||||||
| Tax on profit | 1,021 | -9,901 |
Net result -2,645 25,452
| In thousands of euros | st half 1 year 2009 |
st half 1 year 2008 |
|---|---|---|
| Net profit attributable to shareholders of the company | -2.764 | 25.244 |
| Net profit attributable to minority shareholders | 119 | 208 |
| Net profit | -2.645 | 25.452 |
| Amortisation of acquisition-related intangible assets based on "purchase price | ||
| allocations" | 2.716 | 2.400 |
| Taxes on the amortisation | -844 | -763 |
| Net profit before amortisation | -773 | 27.089 |
| Attributable to minority interest | -119 | -208 |
| Ordinary earnings before amortisation attributable to shareholders of the | ||
| company | -892 | 26.881 |
| Net profit before amortisation | -773 | 27.089 |
| Exceptional charges | 7.237 | 0 |
| Taxes on exceptional charges | -2.026 | 0 |
| Net profit before amortisation and exceptional charges | 4.438 | 27.089 |
During the first half of 2009 TKH has not made material acquisitions.
The contingent liabilities which are not reflected in the balance sheet, as reported in the financial statements for 2008, have not essentially changed in the first half of 2009.
No events took place after the balance sheet date that significantly impact the insight into the recent most recent interim period.
In our Annual Report 2008 we have extensively described certain risk categories and risk factors which could have an (adverse) impact on our financial position and results. Those risk categories and risk factors are still applicable.
For the remainder of the year 2009, we see in particular the economic climate as an important risk and uncertainty. Measures have been taken to achieve further cost savings and debt reduction, but also to realise further synergy and autonomous growth within the TKH-activities.
This report contains the semi-annual financial report of TKH Group NV. The semi-annual financial report ended 30 June 2009 consists of the condensed consolidated semiannual financial statements, the semi-annual director's report and Executive Board declaration. The information in this semi-annual financial report is unaudited. The condensed consolidated semi-annual financial statements do not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with the consolidated financial statements of TKH for the year ended 31 December 2008.
The Executive Board hereby declares that to the best of their knowledge, the semiannual financial statements, which have been prepared in accordance with lAS 34 Interim Financial Reporting, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and the undertakings included in the consolidation taken as a whole, and the semi-annual director's report gives a fair review of the information required pursuant to section 5:25d(8)/(9) of the Dutch Financial Markets Supervision Act (Wet op het financieel toezicht).
Haaksbergen, 26 August 2009
Executive Board J.M.A. van der Lof MBA, chairman E.D.H. de Lange MBA
The figures in the interim financial report have not been audited.
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