Germany/9.Siemens Healthineers_$58.91 B_Health Care/2019/results.txt

Siemens Healthineers AG
0
12/01/2017
Contributions
Other addi-
Treasury shares
(in millions of €)
Subscribed capital
Equity
NOTE 11 -
The taxable temporary differences result, on the one hand,
from ownership interests in affiliated companies of Siemens
Healthineers AG and, on the other hand, from intangible as-
sets, ownership interests in affiliated companies, and deferrals
and receivables with a remaining term of less than one year
for Siemens Healthcare GmbH, the controlled company of
Siemens Healthineers AG. The deductible temporary differ-
ences, up to the amount of the taxable temporary differences,
result from the pension provisions of Siemens Healthineers AG
and the controlled company. Additionally, there were deducti-
ble temporary differences relating primarily to other provisions
of Siemens Healthineers AG and the controlled company, as
well as inventories and liabilities with a remaining term of
more than one year of the controlled company.
in kind
1.000
A tax rate of 29.63% was applied for the measurement of
deferred taxes. Deviating from this, for partnerships a tax rate
of 15.83% was applied for temporary differences of assets,
liabilities and prepaid/deferred items.
NOTE 10 - Deferred tax assets
Receivables from affiliated companies consist only of other
receivables. The receivables from affiliated companies of €50
thousand in the opening Balance Sheet represented receiva-
bles for outstanding contributions that had been called in.
All receivables and other assets at the reporting date had a
remaining term of less than one year.
NOTE 9 - Receivables and other assets
In the course of these transactions, additions of €14,399 mil-
lion were recorded in the financial assets (shares in affiliated
companies).
The Siemens Healthineers Group's business is conducted by
Siemens Healthcare GmbH and Siemens Healthineers Be-
teiligungen GmbH & Co. KG, Kemnath, together with their
directly and indirectly controlled subsidiaries. The shares of
Siemens Healthcare GmbH and the sole limited partner's share
and shares of the general partner of Siemens Healthineers
Beteiligungen GmbH & Co. KG were contributed by
Siemens AG or affiliated entities of Siemens AG in return for
the issue of new shares of Siemens Healthineers AG. In con-
nection with this contribution Siemens AG additionally trans-
ferred trust assets for pension obligations as voluntary addi-
tional contribution to Siemens Healthineers AG. Directly fol-
lowing this transfer Siemens Healthineers AG contributed
these trust assets to Siemens Healthcare GmbH. After these
contributions in kind Siemens Healthineers AG made a cash
contribution to Siemens Healthineers Beteiligungen GmbH &
Co. KG.
Siemens Healthineers AG was founded by a notarial deed of
incorporation in December 2017. In order to establish an in-
dependent Siemens Healthineers Group structure, all compa-
nies that conduct Siemens Healthineers business were bun-
dled under Siemens Healthineers AG and its subsidiaries.
Annual Financial Statements HGB | Siemens Healthineers AG
12/01/2017
The calculation of deferred taxes yielded a surplus of deferred
tax assets, which was not recognized, exercising the option
under Section 274 para. 1 sentence 2 of the German Commer-
cial Code.
40
tional contri-
butions
Share buy-
backs
-54
-390
766
10.403
Capital reserve
1.000
1
-1
1.000
Transfer from
capiral reserve
0
0
1
−1
1.000
09/30/2018
Net income
employee
share
programs
treasury
shares under
Issuance of
Issued capital
07
14.399
0
Non-current assets
-
NOTE 8
A.3.4 Notes to the Balance Sheet
90
06
Income taxes include only current income taxes resulting from
corporate income tax or trade tax, because the surplus of
deferred tax assets was not recognized owing to the exercise
NOTE 6 -Income taxes
Other financial income primarily included interest income of
€0.5 million from the measurement of pension provisions.
Both the interest component of the change in pension provi-
sions and the financial expenses relating to personnel-related
provisions constitute expenses from the discounting of provi-
sions.
(in millions of €)
-1
Financial expenses relating to the personnel-related provisions
Other financial income (expenses), net
Interest component of changes in the pension provisions
-1
2018
fiscal year
Short
(in millions of €)
Other taxes amounting to €31 thousand are included in the
relevant functional costs.
NOTE 7 - Other taxes
0
Financial assets
Shares in affiliated companies
Loans
14.399
09/30/2018
09/30/2018
Carrying amount
Annual Financial Statements HGB | Siemens Healthineers AG
14.399
0
14.399
0
0
0
14.399
14.399
12/01/2017
09/30/2018
Disposals
Accumulated Impairment
Additions
12/01/2017
Acquisition costs
Summary
45
10.770
Unappropriated net income
390
Liabilities to affiliated companies
5 years
up to 1 year
0
0
09/30/2018
Trade payables
(in millions of €)
1 year up to
Liabilities
2.414
-
For the method of determining the provision for share com-
mitments, please refer to the discussion in NOTE 17 - Share
based payments.
The main amounts in the miscellaneous provisions related to
provisions of €3 million for personnel expenses.
Other provisions included miscellaneous provisions of €3 mil-
lion and tax provisions of €35 million.
Other provisions
NOTE 13
For pension obligations, the 10-year average interest rate
(3.34%) pursuant to Section 253 para. 2 of the German Com-
mercial Code was applied. For other obligations, the 7-year
average interest rate (2.43%) was used. The valuation differ-
ence under Section 253 para. 6 of the German Commercial
Code from the discounting of pension provisions at the 10-
year average interest rate and the 7-year average interest rate
was €1.7 million at the reporting date. A rate of pension pro-
gression of 1.5% per year and an income progression of 2.25%
per year were applied for the pension obligations. The mortali-
ty rates are based on Siemens-specific mortality tables
(Richttafeln) with a mortality trend based on the Heubeck
mortality tables RT 2005 G.
The fulfillment amount of the provisions for pensions and
similar obligations came to €16 million at the reporting date.
The actuarial valuation of the fulfillment amount was based
substantially on the following parameters:
ees participate in the BSAV. The benefits from this plan are
predominantly based on contributions made by the Company
and returns earned on such contributions, subject to a mini-
mum return guaranteed by the Company. For benefits provid-
ed under the frozen legacy plans, the effects of compensation
increases were substantially eliminated, so that valuation
assumptions for salary and pension increases including career
trend are no longer of material significance for the pension
obligations of Siemens Healthineers AG.
As part of the transfer of employees of Siemens Healthcare
GmbH and Siemens AG, Siemens Healthineers AG assumed
pension obligations of €14 million resulting from the BSAV
pension plan and from frozen plans with legacy commitments.
In Germany, Siemens Healthineers AG generally provides pen-
sion benefits through the BSAV (Beitragsorientierte Siemens
Altersversorgung), frozen legacy plans and deferred compen-
sation plans; the latter were not claimed by any of the Compa-
ny's employees. The majority of the Company's active employ-
NOTE 14
2.414
Other liabilities
therein from taxes
10
within the Siemens Healthineers Group, and other liabilities of
€91 million resulting from the parent-subsidiary relationship
for value added tax purposes with several subsidiaries, and
from amounts collected for subsidiaries.
Tax liabilities as of September 30, 2018, came to €337 thou-
sand, and liabilities for social security came to €20 thousand.
The liabilities to affiliated companies pertained to liabilities of
€2,323 million to Siemens Healthcare GmbH for cash pooling
years
5 years
up to 1 year
12/01/2017
more than 5
1 year up to
thereof
maturities
thereof
maturities
more than 5
years
2.418
2.418
Liabilities
therein for social security
0
0
0
0
4
4
NOTE 12 - ·Provisions for pensions and similar com-
mitments
of the option under Section 274 para. 1 sentence 2 of the
German Commercial Code.
Siemens AG notified us on March 20, 2018, because of the
first admission of Siemens Healthineers AG stock for trading
on an organized market, that the percentage of voting rights
in Siemens Healthineers AG that it held either directly or indi-
rectly on March 15, 2018, amounted to 85.00% of the voting
rights (850,000,000 voting rights). At that time, moreover,
there was a claim for redelivery under a securities loan, as a
result of the Greenshoe option for Siemens Beteiligungsver-
waltung GmbH & Co. OHG with reference to 19,565,217 vot-
ing rights, or 1.96%.
Disclosures on holdings of the capital of Siemens
Healthineers AG
Additionally, as of September 30, 2018, Siemens Healthineers
AG had conditional capital of €100 million, or 100,000,000
shares. This capital may be used to service convertible bonds
or warrants from bonds with attached warrants issued on or
before February 18, 2023 (Conditional Capital 2018).
Conditional capital
As of September 30, 2018, Siemens Healthineers AG had au-
thorized capital of €500 million that may be issued in the form
of a total of up to 500,000,000 new registered shares of no
par value, on one or more occasions on or before February 18,
2023, in return for contributions in cash or in kind (Authorized
Capital 2018).
Authorized capital
Siemens Healthineers AG was first listed on an exchange on
March 16, 2018, when its shares began trading on the Frank-
furt Stock Exchange. A total of 150,000,000 registered shares
of no par value (including overallotments), equivalent to a free
float of 15%, were placed by the Siemens Group during the
initial public offering. The resulting proceeds were collected by
Siemens AG by way of Siemens Beteiligungsverwaltung GmbH
& Co. OHG. Since the IPO, the Siemens Group has held an
interest of 85% of Siemens Healthineers AG. The stock of Sie-
mens Healthineers AG is traded in the Regulated Market (Prime
Standard) of the Frankfurt Stock Exchange under the ticker
symbol SHL.
Annual Financial Statements HGB | Siemens Healthineers AG
08
As of September 30, 2018, the subscribed capital of Siemens
Healthineers AG was divided into 1,000,000,000 registered
shares of no par value with a notional value of €1.00 per
share. The shares are fully paid in. Each share confers one vote
in the Shareholders' Meeting and defines the shareholder's
interest in the Company's profit after taxes. All shares carry the
same rights and obligations.
kind in excess of the increase in the capital stock was appro-
priated to the capital reserve.
Capital reserve
Siemens Healthineers AG was founded on December 1, 2017,
in a notarial deed of incorporation, with a founding capital
stock of €50 thousand. In the course of the legal reorganiza-
tion of Siemens Healthineers, it was decided at the extraordi-
nary Shareholders' Meeting on February 2, 2018, to increase
the capital stock of Siemens Healthineers AG from €50 thou-
sand to €1.0 billion by issuing 999,950,000 new shares in
return for contributions in kind from Siemens AG and affiliated
companies of Siemens AG. The value of the contributions in
12.493
333
46
-55
766
11.403
0
Shareholders' equity
723
Subscribed capital
Additions to the capital reserve during the 2018 short fiscal
year came to €11,214 million. They primarily consisted of the
value of contributions in kind received in excess of the capital
stock in the course of the capital increase of February 2, 2018,
together with a voluntary additional contribution by
Siemens AG from the contribution of trust assets for pension
obligations. A further addition to the capital reserve resulted
from the release of treasury stock in connection with the "My
IPO Shares" employee stock plan.
In connection with setting up the Siemens Healthineers Group,
during the 2018 short fiscal year trust assets for the BSAV
Siemens contribution-based retirement plan and the frozen
plans with legacy commitments were transferred to Siemens
Healthineers AG from the trust structures of the Siemens
Group. This contribution represented an additional contribu-
tion into equity as defined in Section 272 para. 2 No. 4 of the
German Commercial Code. The fair value of the transferred
assets at the transfer date was €766 million. Siemens Healthi-
neers AG, in its turn, contributed these trust assets to Siemens
Healthcare GmbH.
Withdrawals from the capital reserve in the total amount of
€444 million only related to the capital reserve defined in
Section 272 para. 2 No. 4 of the German Commercial Code. An
amount of €54 million was withdrawn from this capital re-
serve for the repurchase of treasury shares. Additionally, the
management board decided to transfer €390 million from this
capital reserve in the course of the appropriation of income.
The capital reserve was distributable in an amount of €367
million as of September 30, 2018 before consideration of
amounts subject to dividend payout restrictions.
The amounts subject to payout restrictions are countered by a
capital reserve of €367 million that is not subject to such re-
strictions. Therefore there is no limitation on the payout of the
unappropriated net income of €723 million.
€131 million that is subject to dividend payout restrictions
under Section 253 para. 6 sentence 2 of the German Commer-
cial Code.
Annual Financial Statements HGB | Siemens Healthineers AG
09
The profit of €472 million transferred from the Siemens
Healthcare GmbH (the controlled company) to the parent
company for the short fiscal year also includes - as provided in
Section 301 of the Stock Corporation Act - the amount of
The difference as provided in Section 253 para. 6 sentence 2
of the German Commercial Code between the measurement
of provisions for post-retirement benefits according to the
corresponding average market interest rate over the preceding
ten years and the corresponding rate over the preceding seven
years, which is subject to dividend payout restrictions, was
€1.7 million.
Information on amounts subject to dividend payout
restrictions
In September 2018, 987,138 shares were sold as investment
shares to plan participants as part of the "My IPO Shares" em-
ployee share program, at a weighted average price of €38.54
per share; the purchase price was determined on the basis of
the closing price in Xetra trading on the transfer date of the
shares. The other 205,960 shares released during the report-
ing period were bonus shares awarded as part of the "My IPO
Shares" employee share program.
The 247,763 shares held by Siemens Healthineers AG corre-
spond to a nominal value of €247,763, or 0.02% of the capital
stock. During the 2018 short fiscal year, Siemens Healthineers
AG repurchased a total of 1,440,861 shares of its own stock
under this stock buyback program. This represents a nominal
amount of €1,440,861, or 0.14 % of the capital stock. During
this period, a total of €55 million (excluding incidental transac-
tion charges) was spent for this purpose; this represents a
weighted average stock price of €38.17 per share. The pur-
chase was made during the reporting period on 26 Xetra trad-
ing days during the months of August and September 2018,
by a bank engaged by Siemens Healthineers AG; the shares
were purchased solely on the electronic trading platform of
the Frankfurt Stock Exchange (Xetra). The average trading
volume on these trading days was about 526,532 shares. In
these transactions, the purchase price per repurchased share
(excluding incidental transaction charges) was not to exceed
by more than 10% the price of Siemens Healthineers stock as
determined in the opening auction in Xetra trading on the
trading date, or fall more than 20% below that price.
The extraordinary Shareholders' Meeting held on February 19,
2018, authorized the Managing Board to buy back treasury
shares until February 18, 2023 in an amount of up to 10% of
the capital stock at the time of the resolution, or at the date of
the exercise of the authorization if that value is lower, for any
permissible purpose.
247.763
-1.193.098
1.440.861
0
Short fiscal Year
2018
Treasury shares, end of fiscal year
Issuance under the employee share program "My IPO
Shares"
Share buyback
Treasury shares, beginning of fiscal year
(in numbers of shares)
Treasury Shares
As of September 30, 2018, the following information on
shareholdings subject to reporting requirements was available
to the Company pursuant to Section 160 para. 1 No. 8 of the
German Stock Corporation Act (AktG):
NOTE 5 - Other financial income (expenses), net
333
NOTE 4 - Interest income and interest expenses
-8
0
1
2
-9
0
-7
7
1
3
2018
Note
Annual Financial Statements HGB | Siemens Healthineers AG
Unappropriated net income
Transfer from capital reserves
Net income
Appropriation of net income
Income after taxes / Net income
Income taxes
Income from business activity
Short fiscal year
Other financial income (expenses), net
472
0
Current assets
Financial assets
Non-current assets
Assets
(in millions of €)
Balance Sheet
A.2
723
390
4
333
03
333
-126
6
459
-1
5
-5
4
63
Interest income
Income from investments, net
Income from operations
A.2
P. 20
P. 4
Responsibility Statement
B.1
Income Statement
A.1
P. 19
P. 3
Balance Sheet
Information
Financial
Statements
A. Annual
Table of contents
SIEMENS
Healthineers
siemens-healthineers.com
for the short fiscal year
from December 1, 2017 to September 30, 2018
Statements
Annual Financial
Interest income pertained only to third parties and did not
include negative interest. Interest expenses derived solely
from the cash pool liability to Siemens Healthcare GmbH and
included no positive interest from borrowings.
B. Additional
B.2 Independent Auditor's Report
P. 5
P. 24
Other operating expenses
Other operating income
General administrative expenses
Gross profit
Cost of Sales
Revenue
(in millions of €)
Income Statement
A.1
Annual Financial Statements
70
02
www.corporate.siemens-healthineers.com/investor-relations/presentations-financial-publications
The Annual Financial Statements of Siemens Healthineers AG as well as the Annual Report for the fiscal year 2018 are also availa-
ble for download on the Internet at:
The Annual Financial Statements for the fiscal year 2018 and the Combined Management Report of Siemens Healthineers AG are
filed with the operator of the electronic version of the German Federal Gazette and published in the electronic version of the
German Federal Gazette.
The Management Report of Siemens Healthineers AG has been combined with the Management Report of the Siemens Healthi-
neers Group in accordance with Section 315 para. 5 together with Section 298 para. 2 of the German Commercial Code (Han-
delsgesetzbuch) and is published in the 2018 Annual Report of the Siemens Healthineers Group.
Combined Management Report
Annual Financial Statements HGB | Siemens Healthineers AG
B.3 Further Information
Notes
A.3
Receivables and other assets
Receivables from affiliated companies
Interest expenses
Cash and cash equivalents
The Annual Financial Statements as of September 30, 2018,
were prepared in accordance with Section 264 para. 1 of the
German Commercial Code (Handelsgesetzbuch, HGB) in con-
junction with Section 267 para. 3 and Section 264d of that
Code, on the basis of the German Commercial Code's provi-
sions for the reporting of large capital corporations, as well as
under the terms of the German Stock Corporation Act (Ak-
tiengesetz, AktG). Amounts are presented in millions of euros
(€ million). Because of rounding, it is possible that some fig-
ures may not add up precisely to the presented totals.
The Company's shares were admitted for trading on the Frank-
furt Stock Exchange on March 16, 2018, and are traded in the
Prime Standard segment of the regulated market there. Since
the Company's initial public offering (IPO), the Siemens Ak-
tiengesellschaft, Berlin and Munich, as well as its directly and
indirectly controlled subsidiaries ("Siemens Group") have held
an interest of approximately 85% of Siemens Healthineers AG.
On June 18, 2018 the recently listed Company, which trades
under the ticker symbol SHL, was included in the TecDAX un-
der the Fast Entry rule, and on September 24, 2018 with the
inception of Deutsche Börse's new index structure, it was also
included in the MDAX.
The Company was founded in December 2017 and serves as
the holding company for the Siemens Healthineers Group.
Siemens Healthineers AG has its registered office in Munich,
Germany, where it is registered under entry number HRB
237558 with Munich Local Court.
General Disclosures
A.3.1
A.3 Notes
Annual Financial Statements HGB | Siemens Healthineers AG
04
0
14.965
4
2.414
0
2.418
14
38
13
16
12
54
The Income Statement was prepared using the cost of sales
method.
723
A.3.2 Accounting policies and methods
Financial assets: Financial assets acquired by contributions in
kind have been recognized with their fair value at the time of
the contribution in accordance with the principles for the
accounting for contributions in kind. The trust assets acquired
by a voluntary additional contribution have been recognized
and valued in the same way. The contribution of these trust
assets to Siemens Healthcare GmbH, Munich, has been valued
using the book value of the contributed assets in accordance
with the principle for the accounting for barter transactions.
Impairment losses are recognized if the decline in value is
presumed to be other than temporary. This applies when ob-
jective evidence, particularly events or changes in circum-
stances, indicate a significant or other than temporary decline
in value.
The former control and profit and loss transfer agreement
between Siemens AG and Siemens Healthcare GmbH was
terminated by mutual consent in a termination agreement
effective March 31, 2018.
Other receivables and other assets
The profit and loss transfer agreement between Siemens
Healthineers AG and Siemens Healthcare GmbH was entered
into in February 2018 with effect from April 1, 2018, and for
an indefinite duration. The agreement was entered in the
Commercial Register on April 16, 2018, and may be terminat-
ed for convenience on three months' notice, but not earlier
than the end of the day on September 30, 2023. It includes an
obligation to assume the losses of Siemens Healthcare GmbH
as provided in Section 302 of the German Stock Corporation
Act as amended from time to time.
Income from investments, totaling €472 million, derived en-
tirely from the profit and loss transfer agreement with Siemens
Healthcare GmbH, and therefore solely from affiliated compa-
nies. In connection with the profit transfer from Siemens
Healthcare GmbH, it should be noted that this represents the
profit for the short fiscal year from April 1 to September 30,
2018. The profit of Siemens Healthcare GmbH for its short
fiscal year
from October 1, 2017, to March 31, 2018 was trans-
ferred to Siemens AG.
NOTE 3 - Income from investments
from the profit transfer from Siemens Healthcare GmbH to
Siemens AG as of March 31, 2018.
Annual Financial Statements HGB | Siemens Healthineers AG
05
Other operating income substantially comprised reimburse-
ments by Siemens Aktiengesellschaft, Berlin and Munich,
("Siemens AG") of €0.7 million for the costs of share-based
payments awarded to Siemens Healthineers AG employees in
connection with the initial public offering (IPO). The associat-
ed expenses are recognized as either functional costs or as a
personnel expense. The cost reimbursement was provided on
the basis of an agreement entered into on March 1, 2018,
between Siemens Healthineers AG, Siemens Beteiligungsver-
waltung GmbH & Co. OHG, Grünwald, Germany, and Siemens
AG under which Siemens Healthineers AG was promised reim-
bursement of all costs reasonably necessary for the successful
completion of the IPO. The bulk of the costs of the IPO were
nevertheless incurred by Siemens Healthcare GmbH and were
assumed by Siemens AG by deducting the costs of the IPO
NOTE 2 - Other operating income and expenses
Revenue results entirely from providing management services
to affiliated companies, in the amount of €7 million.
Revenue is generated entirely from affiliated companies in
Germany.
Revenue
Notes to the Income Statement
NOTE 1 -
A.3.3
Classification of items in the Annual Financial Statements:
Siemens Healthineers AG aggregates individual line items in
the Income Statement and in the Balance Sheet if the individ-
ual line item is not material for providing a true and fair view
of the Company's financial position and if such an aggregation
improves clarity of presentation. Siemens Healthineers AG
discloses these items separately in the notes.
Deferred taxes are calculated for timing differences between
commercial and tax valuations of assets, liabilities and accruals
and deferrals. Any total representing a tax liability is recog-
nized as a deferred tax liability in the Balance Sheet. In the
event of a tax reduction, the associated capitalization option is
not exercised, and the amount is not capitalized.
Foreign currency translation: Receivables, other current assets,
cash and cash equivalents, provisions and liabilities as well as
commitments and contingencies denominated in foreign
currency are generally translated applying the mean spot ex-
change rate on the balance sheet date.
Other provisions are recognized in an appropriate and suffi-
cient amount to cover individual obligations for all identifiable
risks relating to liabilities of uncertain timing and amount,
taking account of price and cost increases expected to arise in
the future. Significant provi¬sions with a remaining term of
more than one year are discounted using a discount rate
which corresponds to the average market interest rate appro-
priate for the remaining term of the obligations, as calculated
and published by Deutsche Bundesbank.
the basis of biometric probabilities. The discount rate used for
discounting pension obligations corresponds to the average
market interest rate for instruments with an assumed remain-
ing maturity of 15 years as published by Deutsche Bundes-
bank.
Pensions and similar commitments: Siemens Healthineers AG
measures its pension obligations using the settlement amount
calculated with the actuarial projected unit credit method on
Proceeds from management services for affiliated companies
are recognized as revenue.
10.770
The year under report was a short fiscal year covering the
period from the founding of the Company on December 1,
2017, to September 30, 2018.
0
Notes
Dec 1,
Sept 30,
Annual Financial Statements HGB | Siemens Healthineers AG
Total shareholders' equity and liabilities
Other liabilities
Liabilities to affiliated companies
Trade payables
Other provisions
2018
Provision for pensions and similar commitments
Unappropriated net income
Capital reserve
Issued capital
Treasury shares
Subscribed capital
Shareholders' equity
Shareholders' equity and liabilities
Total assets
Prepaid expenses
Provisions
2017
Liabilities
14.399
1.000
8
0
0
1.000
0
12.493
11
14.965
0
0
0
14.399
0
479
0
566
9
0
566
86
PETNET Indiana LLC, Indianapolis, IN / United States
51
5
2
88
100
-3
0
P.E.T.NET Houston, LLC, Austin, TX / United States
3
PhSiTh LLC, New Castle, DE / United States
PETNET Solutions Cleveland, LLC, Wilmington, DE / United States
1
3
63
PETNET Solutions, Inc., Knoxville, TN / United States
11
145
100
EPOCAL INC., Toronto / Canada
N/A6
50²
80
2.817
-5
N/A6
−11
100
Siemens Medical Solutions Diagnostics Holding I B.V., The Hague / Netherlands
Siemens Medicina d.o.o., Sarajevo / Bosnia and Herzegovina
0
0
100
Steiermärkische Medizinarchiv GesmbH, Graz / Austria
1
2
52
TRIXELL SAS, Moirans / France
225
385
25
Americas (26 companies)
Dade Behring Hong Kong Holdings Corporation, Tortola Virgin Islands, British
33
100
Dedicated 2Imaging LLC, Wilmington, DE / United States
8
33
71
19
Siemens Healthcare Servicios S. de R.L. de C.V., Mexico City / Mexico
Siemens Healthcare, Sociedad Anonima, Antiguo Cuscatlán / El Salvador
Siemens Medical Solutions USA, Inc., Wilmington, DE / United States
Siemens Molecular Imaging, Inc., Wilmington, DE / United States
Siemens S.A., Montevideo / Uruguay
Siemens-Healthcare Cia. Ltda., Quito / Ecuador
Annual Financial Statements HGB | Siemens Healthineers AG
Net income in
Equity in
millions of €1 millions of €¹
Equity
interest in %
0
0
99
125
6.714
100
8
248
100
1
1
100
4
100
100
1
Siemens Healthcare S.A.S., Tenjo / Colombia
Siemens Healthcare S.A.C., Surquillo / Peru
Siemens Healthcare S.A., Buenos Aires / Argentina
Siemens Healthcare Limited, Oakville / Canada
136
100
1
The values correspond to the annual financial statements after
a possible profit transfer, for subsidiaries according to the
consolidated IFRS-closing.
2
Control due to a majority of voting rights.
3
Financial data for the short fiscal year November 10, 2017 -
September 30, 2018.
4
Financial data from local financial statements for the fiscal year
October 1, 2016 - September 30, 2017.
Siemens Healthcare Diagnósticos Ltda., São Paulo / Brazil
5
6
Usage of the exemption in accordance with Section 286 para. 3
sentence 2 German Commercial Code.
N/A = No data available.
16
September 30, 2018
SIEMENS HEALTHCARE DIAGNOSTICS GUATEMALA, S.A., Guatemala Guatemala
Siemens Healthcare Diagnostics Inc., Los Angeles, CA / United States
Siemens Healthcare Diagnostics Manufacturing Limited, Grand Cayman / Cayman Islands
Siemens Healthcare Diagnostics S.A., San José / Costa Rica
Siemens Healthcare Diagnostics, S. de R.L. de C.V., Mexico City / Mexico
Siemens Healthcare Equipos Médicos Sociedad por Acciones, Santiago de Chile / Chile
Siemens Healthcare Laboratory, LLC, Wilmington, DE / United States
Financial data from local financial statements for the fiscal year
January 1, 2017 - December 31, 2017.
2.502
Annual Financial Statements HGB | Siemens Healthineers AG
Siemens Healthineers Holding III B.V., The Hague / Netherlands
51
Siemens Healthcare Logistics LLC, Cairo / Egypt
1
0
100
Siemens HealthCare Ltd., Rosh HaAyin / Israel
Siemens Healthcare Medical Solutions Limited, Swords, County Dublin / Ireland
Siemens Healthcare Nederland B.V., The Hague / Netherlands
1
3
100
2
8
100
1
117
100
Siemens Healthcare Oy, Espoo / Finland
Siemens Healthcare Proprietary Limited, Halfway House / South Africa
Siemens Healthcare S.A.E., Cairo / Egypt
Siemens Healthcare S.R.L., Bucharest Romania
7
34
52
22
-75
16
Usage of the exemption in accordance with Section 286 para. 3
sentence 2 German Commercial Code.
N/A = No data available.
15
September 30, 2018
SIEMENS HEALTHCARE LIMITED LIABILITY COMPANY, Kiev / Ukraine
Siemens Healthcare Limited Liability Company, Moscow / Russian Federation
Siemens Healthcare Limited Liability Partnership, Almaty / Kazakhstan
Siemens Healthcare Limited, Frimley, Surrey / United Kingdom
Siemens Healthcare Limited, Riyadh / Saudi Arabia
Net income in
millions of €1 millions of €¹
Equity in
Equity
interest in %
1
2
100
6
6
100
-1
-3
100
30
100
100
5
38
100
Siemens Healthcare SAS, Saint-Denis / France
14
220
100
Siemens Healthcare Sp. z o.o., Warsaw / Poland
SIEMENS HEALTHCARE, S.L.U., Getafe / Spain
5
56
100
9
257
100
Siemens Healthcare, s.r.o., Prague / Czech Republic
5
38
100
SIEMENS HEALTHCARE, UNIPESSOAL, LDA, Amadora / Portugal
2
90
100
-2
-2
Siemens Healthcare SARL, Casablanca / Morocco
49
75
3
6
100
1
10
100
Siemens Healthcare S.r.l., Milan / Italy
10
239
83
100
2
-2
100
Siemens Healthcare SA/NV, Beersel / Belgium
11
87
100
Siemens Healthcare Saglik Anonim Sirketi, Istanbul / Turkey
5
20
Siemens Healthcare s.r.o., Bratislava / Slovakia
100
ters:
4
Siemens Shanghai Medical Equipment Ltd., Shanghai / China
Siemens Shenzhen Magnetic Resonance Ltd., Shenzhen / China
Siemens Technology Development Co., Ltd. of Beijing, Beijing / China
Siemens X-Ray Vacuum Technology Ltd., Wuxi, Wuxi / China
Annual Financial Statements HGB | Siemens Healthineers AG
Net income in
Equity in
millions of €1 millions of €¹
Equity
interest in %
41
92
100
48
100
100
4
7
90
2
20
100
1
The values correspond to the annual financial statements after
a possible profit transfer, for subsidiaries according to the
consolidated IFRS-closing.
2
September 30, 2018
Control due to a majority of voting rights.
17
Usage of the exemption in accordance with Section 286 para. 3
sentence 2 German Commercial Code.
100
15
90
100
3
6
100
48
74
100
1
The values correspond to the annual financial statements after
a possible profit transfer, for subsidiaries according to the
consolidated IFRS-closing.
2
Control due to a majority of voting rights.
3
Financial data for the short fiscal year November 10, 2017 -
September 30, 2018.
4
Financial data from local financial statements for the fiscal year
October 1, 2016 - September 30, 2017.
5
Financial data from local financial statements for the fiscal year
January 1, 2017 - December 31, 2017.
6
N/A = No data available.
3
Financial data for the short fiscal year November 10, 2017 -
September 30, 2018.
4
Report on the audit of the annual financial statements and of
the management report
Opinions
We have audited the annual financial statements of Siemens
Healthineers AG, Munich, which comprise the income state-
ment for the short fiscal year from December 1, 2017 to Sep-
tember 30, 2018, the balance sheet as of September 30, 2018
and the notes to the financial statements, including the
recognition and measurement policies presented therein. In
addition, we have audited the management report of Siemens
Healthineers AG, which is combined with the group manage-
ment report. In accordance with the German legal require-
ments we have not audited the content of chapter A.11.3
"Corporate Governance statement" of the Combined Manage-
ment Report, including chapter C.3.2 of the Annual Report
2018 referred to in chapter A.11.3.
In our opinion, on the basis of the knowledge obtained in the
audit,
•
•
the accompanying annual financial statements comply, in
all material respects, with the requirements of German
commercial law applicable to business corporations and
give a true and fair view of the assets, liabilities and finan-
cial position of the Company as of September 30, 2018 and
of its financial performance for the short fiscal year from
December 1, 2017 to September 30, 2018 in compliance
with German legally required accounting principles, and
the accompanying management report as a whole provides
an appropriate view of the Company's position. In all mate-
rial respects, this management report is consistent with the
annual financial statements, complies with German legal
requirements and appropriately presents the opportunities
and risks of future development. Our opinion on the man-
agement report does not cover the content of the Corporate
Governance statement referred to above.
Pursuant to Sec. 322 (3) Sentence 1 HGB ["Han-
delsgesetzbuch": German Commercial Code], we declare that
our audit has not led to any reservations relating to the legal
compliance of the annual financial statements and of the
management report.
Basis for the opinions
We conducted our audit of the annual financial statements
and of the management report in accordance with Sec. 317
HGB and the EU Audit Regulation (No 537/2014, referred to
subsequently as "EU Audit Regulation") and in compliance with
German Generally Accepted Standards for Financial Statement
Audits promulgated by the Institut der Wirtschaftsprüfer [Insti-
tute of Public Auditors in Germany] (IDW). In conducting the
audit of the annual financial statements we also complied with
International Standards on Auditing (ISA). Our responsibilities
under those requirements, principles and standards are further
described in the "Auditor's responsibilities for the audit of the
annual financial statements and of the management report"
section of our auditor's report. We are independent of the
Company in accordance with the requirements of European
law and German commercial and professional law, and we
have fulfilled our other German professional responsibilities in
accordance with these requirements. In addition, in accord-
ance with Art. 10 (2) f) of the EU Audit Regulation, we declare
that we have not provided non-audit services prohibited under
Art. 5 (1) of the EU Audit Regulation. We believe that the audit
evidence we have obtained is sufficient and appropriate to
provide a basis for our opinions on the annual financial state-
ments and on the management report.
Key audit matters in the audit of the annual financial
statements
Key audit matters are those matters that, in our professional
judgment, were of most significance in our audit of the annual
financial statements for the short fiscal year from December 1,
2017 to September 30, 2018. These matters were addressed
in the context of our audit of the annual financial statements
as a whole, and in forming our opinion thereon; we do not
provide a separate opinion on these matters.
Below, we describe what we consider to be the key audit mat-
6
Impairment of non-current financial assets
Reasons why the matter was determined to be a key audit
matter: The impairment test of non-current financial assets,
especially of shares in affiliated companies, entails an elevated
risk of material misstatement due to the materiality of these
assets as well as the judgment involved in assessing whether
there is objective evidence to indicate a lower net realizable
value and permanent impairment. The valuations also depend
to a large extent on the estimate of future cash inflows and
the discount rate applied. Consequently, the impairment of
non-current financial assets was a key audit matter.
Auditor's response: With regard to the lower net realizable
value determined and the assessment of permanent impair-
ment by management, we examined the underlying processes
and controls used to determine net realizable values and ex-
amined the process for budgeting future cash flows. With the
help of internal valuation experts, we obtained an understand-
ing of the underlying valuation models used to determine net
realizable value both methodologically and arithmetically. We
also examined whether the budget planning reflects general
and industry-specific market expectations.
We performed a budget to actual comparison of the historical-
ly forecasted data and the actual results on a sample basis to
assess forecast accuracy. We examined the inputs used to
estimate net realizable value, such as the estimated growth
rates and the weighted average cost of capital, comparing
them with publicly available market data and assessing them
in light of changes in key assumptions, including future market
conditions.
Our audit procedures did not lead to any reservations relating
to the impairment of non-current financial assets.
Reference to related disclosures: With regard to the recogni-
tion and measurement policies applied in relation to the im-
pairment of non-current financial statements, refer to chapter
A.3.2 Accounting policies and methods in the notes to the
financial statements.
20
To Siemens Healthineers AG, Munich
B.2 Independent Auditor's Report
Annual Financial Statements HGB | Siemens Healthineers AG
19
Financial data from local financial statements for the fiscal year
October 1, 2016 - September 30, 2017.
5
Financial data from local financial statements for the fiscal year
January 1, 2017 - December 31, 2017.
6
Usage of the exemption in accordance with Section 286 para. 3
sentence 2 German Commercial Code.
N/A No data available.
18
Additional Information
B.1
Responsibility Statement
-20
Annual Financial Statements HGB | Siemens Healthineers AG
Munich, November 19, 2018
Siemens Healthineers AG
Der Vorstand
J. Montan
Dr. Bernhard Montag
1.
Schmit
Dr. Jochen Schmitz
Materia
Michael Reitermann
To the best of our knowledge, and in accordance with the applicable reporting principles, the Annual Financial Statements give a
true and fair view of the assets, liabilities, financial position and profit or loss of the Company, and the Management Report for
Siemens Healthineers AG, which has been combined with the Group Management Report, includes a fair review of the develop-
ment and performance of the business and the position of the Company, together with a description of the material opportuni-
ties and risks associated with the expected development of the Company.
-1
4
Siemens Healthcare Pty. Ltd., Melbourne / Australia
0
3
100
0
3
100
Asia, Australia (24 companies)
Acrorad Co., Ltd., Okinawa / Japan
1
28
63
DPC (Tianjin) Co., Ltd., Tianjin / China
0
0
100
PETNET Radiopharmaceutical Solutions Pvt. Ltd., Mumbai / India
0
3
100
Siemens Healthcare Diagnostics (Shanghai) Co. Ltd., Shanghai / China
42
100
317
-102
100
100
12
71
100
-2
18
100
1
1
100
1
20
100
0
4
100
1
1
100
-47
4.924
-4
100
Siemens Healthcare Diagnostics K.K., Tokyo / Japan
4
Siemens Healthcare Limited, Hong Kong / Hong Kong
Siemens Healthcare Limited, Taipei / Taiwan, Province of China
Siemens Healthcare Ltd., Dhaka / Bangladesh
4
7
100
6
22
100
1
3
100
Siemens Healthcare Ltd., Shanghai / China
Siemens Healthcare Private Limited, Mumbai / India
71
117
100
7
-54
100
Siemens Healthcare Pte. Ltd., Singapore / Singapore
100
2
0
Siemens Healthcare Limited, Ho Chi Minh City / Viet Nam
200
100
Siemens Healthcare Diagnostics Manufacturing Ltd., Shanghai, Shanghai / China
-1
14
100
Siemens Healthcare Inc., Manila / Philippines
0
4
100
Siemens Healthcare Sdn. Bhd., Petaling Jaya Malaysia
Siemens Healthineers Ltd., Seoul / Korea, Republic of
Siemens Healthcare K.K., Tokyo / Japan
222
100
Siemens Healthcare Limited, Auckland / New Zealand
2
12
100
Siemens Healthcare Limited, Bangkok/Thailand
2
7
100
37
Financial data from local financial statements for the fiscal year
January 1, 2017 - December 31, 2017.
Siemens Healthcare d.o.o., Zagreb / Croatia
Financial data from local financial statements for the fiscal year
October 1, 2016 - September 30, 2017.
Employee in the Finance Department of
Siemens AG
• evosoft GmbH
Positions outside Germany:
⚫evosoft kft, Hungary
Members of the Supervisory Board
The Supervisory Board of Siemens Healthineers AG has nine
members. All members are appointed by the Shareholders'
Meeting and represent the shareholders. Under the German
rules for employee co-determination in companies, Siemens
Healthineers AG is not required to appoint a Supervisory Board
that includes employee representatives, as Siemens
Healthineers AG has fewer than the required number of em-
ployees. Consistently with the German provisions for employee
co-determination in companies, employees at other entities of
the Group are not attributed to Siemens Healthineers AG.
In the 2018 short fiscal year, the Supervisory Board had the
following members:
13
Name
Michael Sen
Chairman
Occupation
Year of birth
Member of the
Managing Board
1968
of Siemens AG
Dr. Norbert Gaus
Deputy Chairman
Annual Financial Statements HGB | Siemens Healthineers AG
Member since
03/01/2018
Memberships in supervisory boards whose establishment is required
by law or in comparable domestic or foreign controlling bodies of
business enterprises
(as of September 30, 2018)
None
German positions:
German positions:
12/01/2017
United Kingdom (Chairman)
(until 08/31/2018)
• Siemens AB, Sweden
(until 08/31/2018)
Michael Reitermann
1962
03/01/2018
02/28/2021
Positions outside Germany:
None
Member of the Managing Board, President
of the Segment Diagnostics
• Siemens Foundation, USA
Carina Schätzl
1987
12/01/2017
02/28/2018
None
Employee in the Finance Department of
Siemens AG
None
Wolfgang Seltmann
1963
02/28/2018
•
Siemens Healthcare GmbH (Chairman)
Positions outside Germany:
CEO of
Karl-Heinz Streibich
DeepHealth, Inc.
President of
acatech-Deut-
sche Akademie
der Technikwis-
senschaften
Dr. Ralf P. Thomas
Member of the
Managing Board
of Siemens AG
(Chief Financial
Officer)
Peter Kastenmeier
Chairman
(until 02/28/2018)
ment of
Steffen Großberger
Deputy Chairman
(until 02/28/2018)
1952
03/01/2018
1961
03/01/2018
Teamlead in the
Finance Depart-
1960
12/01/2017
Siemens AG
German positions:
⚫ evosoft GmbH (Chairman)
Positions outside Germany:
• evosoft kft, Hungary (Chairman)
President and
03/01/2018
1962
Executive Chair-
man of IMRIS
(Deerfield Imag-
ing, Inc.) and
• Siemens Gamesa Renewable Energy, S.A., Spain
Executive Vice
President Corpo-
rate Technology
of Siemens AG
1961
03/01/2018
Dr. Marion Helmes
Business Con-
sultant
1965
03/01/2018
Dr. Andreas C. Hoffmann
General Counsel
•Siemens Holdings plc,
1964
of Siemens AG
Dr. Philipp Rösler
Chief Executive
Officer of Hainan
Cihang Charity
Foundation Inc.
1973
03/02/2018
Dr. Nathalie von Siemens
Dr. Gregory Sorensen
Managing Direc-
tor and Spokes-
person of Sie-
mens Stiftung
1971
03/01/2018
03/01/2018
German positions:
(Chairman) (until 08/31/2018)
Positions outside Germany:
•Siemens Sp. z o.o, Polen
0
0
225.702
NOTE 16 - Personnel expenses
Personnel expenses did not include the expense for com-
pounding the interest on the pension and personnel-related
expenses, which are included in other financial income (ex-
penses), net.
Short
fiscal year
(in millions of €)
2018
Wages and salaries
-10
Social security contributions and expenses for other employee
benefits
-0
Expenses for / Income from pensions
Personnel expenses
-1
-12
During the 2018 short fiscal year, the Company had an aver-
age of 27 employees, who were engaged solely in administra-
tive functions. The average percentage of women was 7%.
NOTE 17
-
Share-based payment
Siemens Healthineers AG allows employees and members of
the Managing Board to participate in share--based payment
programs. For the purpose of servicing share¬-based payment
programs Siemens Healthineers AG also delivers Siemens
Healthineers shares that have been granted by affiliated com-
panies.
Stock awards
225.702
Siemens Healthineers AG grants stock awards to members of
the Managing Board, members of the senior management and
other eligible employees.
0
fiscal year
A.3.5 Other disclosures
NOTE 15 - Material expenses
(in millions of €)
Expenses for raw materials, supplies and purchased
merchandise
Costs of purchased services
Material expenses
Annual Financial Statements HGB | Siemens Healthineers AG
The following table shows the changes in the stock awards
held by members of the senior management and other eligible
employees of Siemens Healthineers AG:
Short
fiscal year
(in number of shares)
2018
Non-vested, beginning of fiscal year
-67
Granted
-337
Forfeited
-404
Settled
Non-vested, end of fiscal year
Short
2018
Stock awards to beneficiaries of Siemens Healthineers AG are
expensed as incurred over the vesting period and are meas-
ured at the intrinsic value (= share price of Siemens Healthi-
neers stock) on a pro rata basis for the proportion of the vest-
ing period expired considering the estimated target attain-
ment at the balance sheet date. The number of shares for
some of the stock awards is not known because the grant and
number of these awards still depends on attaining certain
targets. The provision for these awards is formed on the basis
of the projected number of stock awards to be issued. The
estimate of the numbers took account of the estimated target
attainment and other performance terms.
Additionally, 15,184 stock awards with cash settlement were
granted during the 2018 short fiscal year.
The pro rata intrinsic value of all stock awards issued to bene-
ficiaries of Siemens Healthineers AG amounted to €2 million at
the balance sheet date.
NOTE 23 - Declaration of Compliance with the Ger-
man Corporate Governance Code
As of September 30, 2018, the mandatory statement pursuant
to Section 161 of the German Stock Corporation Act (AktG)
has been issued by the Managing Board and the Supervisory
Board and is accessible to the public on the Company's website
at https://www.corporate.siemens-healthineers.com/investor-
relations/corporate-governance.
12
NOTE 25- Members of the Supervisory Board and
Managing Board and their mandates
Members of the Managing Board
In the 2018 short fiscal year, the Managing Board had the
following members:
Name and occupation
Dr. Bernhard Montag
Chairman
Year of birth
1969
First appointed
03/01/2018
Term expires
02/28/2021
Annual Financial Statements HGB | Siemens Healthineers AG
Memberships in supervisory boards whose establishment is
required by law or in comparable domestic or foreign controlling
bodies of business enterprises
External positions
(as of September 30, 2018)
None
Group company positions
(as of September 30, 2018)
None
Dr. Jochen Schmitz
1966
03/01/2018
02/28/2021
Chief Financial Officer
Information regarding the remuneration of the members of
the Managing Board and Supervisory Board is disclosed on an
individual basis in the Compensation Report, which is part of
the Combined Management Report (Section A.12).
Remuneration of the members of the Supervisory Board
Compensation attributable to members of the Supervisory
Board comprises a base compensation and additional compen-
sation for committee work, and amounted to €0.6 million
(including meeting fees).
Therefore the compensation and benefits attributable to
members of the Managing Board amounted to €6.6 million in
total.
Remuneration of the members of the Managing Board
Members of the Managing Board received cash compensation
of €2.5 million. The fair value of stock-based compensation
amounted to €3.4 million for 120,097 Stock Awards. The Com-
pany granted contributions (including one-time special contri-
butions) under the BSAV to members of the Managing Board
totaling €0.7 million.
Bonus shares
Under the "My IPO Shares" employee share program, which
was offered on a one-time basis on the occasion of the initial
public offering (IPO), plan participants were entitled to bonus
shares depending on the amount of their investment, with a
maximum permitted investment of €2,500 per plan partici-
pant. Up to an investment of €1,000, plan participants re-
ceived bonus shares worth 30% of the investment amount. For
any further investment of up to €1,500, the plan participants
received bonus shares worth 10% of this additional investment
amount; in other words, bonus shares worth a maximum €450
per plan participant were granted.
The "My IPO Shares" employee share program was settled on
September 14, 2018, so that on that date 323 bonus shares
worth €12 thousand were issued to employees of Siemens
Healthineers AG.
NOTE 18-Guarantees and other commitments
For two subsidiaries Siemens Healthineers AG has undertaken
under unrestricted letters of comfort to be responsible for all
liabilities recognized in these subsidiaries' Annual Financial
Statements for fiscal year 2018, within the meaning of Section
264 para. 3 sentence 1 No. 2 of the German Commercial Code,
that were undertaken by these subsidiaries up to the reporting
date of September 30, 2018. These liabilities comprise the
liabilities and provisions recognized in the Balance Sheets of
these subsidiaries' Annual Financial Statements as of Septem-
ber 30, 2018, as well as the off-balance-sheet contingent
liabilities and liabilities from pending transactions. The letters
of comfort and the associated responsibility obligations will
end at the end of fiscal year 2019.
5
11
Annual Financial Statements HGB | Siemens Healthineers AG
subsidiaries will be able to fulfill their obligations themselves.
For this reason, the Company does not consider it probable
that it will be called upon to perform in conjunction with any
of the commitments described above.
NOTE 19
None
-
There were no payment obligations under leasing and rental
arrangements.
NOTE 20 - Other financial obligations
There were no other financial obligations at the balance sheet
date.
NOTE 21 Proposal for the appropriation of net in-
come
NOTE 24 - Group affiliation
Siemens Healthineers AG itself prepares the Consolidated
Financial Statements for the smallest group of consolidated
companies to which it belongs. Pursuant to Section 290 para.
1 of the German Commercial Code, it is also included in the
Consolidated Financial Statements of Siemens AG (registered
offices in Munich and Berlin, Berlin Charlottenburg Local Court
HRB 12300), as the largest consolidated group.
The Consolidated Financial Statements are published in the
electronic version of the German Federal Gazette.
The Supervisory Board and the Managing Board propose that
the unappropriated net income of Siemens Healthineers AG for
the past short fiscal year 2018, amounting to €723 million, be
appropriated as follows: Distribution of a dividend of €0.70 on
each share of no par value entitled to the dividend, and carry-
forward of the remaining amount.
NOTE 22 -Remuneration of the members of the
Managing Board and the Supervisory Board
Financial payment obligations under leas-
ing and rental arrangements
•
Siemens Healthineers AG enters into contingent liabilities only
after careful consideration of the risks concerned. Based on an
ongoing risk evaluation of the arrangements entered into and
taking into account all information available up to the date on
which the Annual Financial Statements were prepared, Sie-
mens Healthineers AG currently concludes that the relevant
Uniper SE
100
19
1.330
100
−1
-2
100
4
27
100
5
33
100
3
120
100
4
35
100
0
1
1
100
1
1055
20
100
Impilo Consortium (Pty.) Ltd., La Lucia / South Africa
ITH icoserve technology for healthcare GmbH, Innsbruck / Austria
Medical Systems S.p.A., Genoa / Italy
PETNET Solutions SAS, Lisses / France
Siemens Diagnostics Holding II B.V., The Hague / Netherlands
Siemens Healthcare (Private) Limited, Lahore / Pakistan
Siemens Healthcare A/S, Ballerup / Denmark
Siemens Healthcare AB, Solna / Sweden
Siemens Healthcare AG, Zurich / Switzerland
Siemens Healthcare AS, Oslo / Norway
Siemens Healthcare d.o.o. Beograd, Belgrade / Serbia
Siemens Healthcare d.o.o., Ljubljana / Slovenia
-144
564
31
0
3
ProSiebenSat. 1 Media SE (Vice Chairwoman)
45
45
1
3
100
Siemens Healthcare L.L.C., Dubai / United Arab Emirates
4
3
100
1
56
100
2
3
100
10
-46
49
1
The values correspond to the annual financial statements after
2
Control due to a majority of voting rights.
3
a possible profit transfer, for subsidiaries according to the
consolidated IFRS-closing.
Financial data for the short fiscal year November 10, 2017 -
September 30, 2018.
4
Siemens Healthcare Kft., Budapest / Hungary
Siemens Healthcare Industrial and Commercial Société Anonyme, Athens / Greece
Siemens Healthcare FZ LLC, Dubai / United Arab Emirates
100
1
0
100
Siemens Healthcare Diagnostics GmbH, Vienna / Austria
0
105
100
Siemens Healthcare Diagnostics Ltd., Frimley, Surrey / United Kingdom
3
53
0
100
5
174
100
Siemens Healthcare Diagnostics Products Ltd, Frimley, Surrey / United Kingdom
4
165
100
Siemens Healthcare EOOD, Sofia / Bulgaria
1
3
Siemens Healthcare Diagnostics Manufacturing Ltd, Frimley, Surrey / United Kingdom
100
69
0
• Siemens Gamesa Renewable Energy, S.A., Spain
German positions:
76
Employee in the
1972
12/01/2017
None
Finance Depart-
ment of
Siemens AG
Martin Rohbogner
(until 02/28/2018)
ment of
Employee in the
Finance Depart-
1978
12/01/2017
None
Siemens AG
14
Annual Financial Statements HGB | Siemens Healthineers AG
NOTE 26 - List of subsidiaries and associated companies pursuant to Section 285 para. 11 of the German
Commercial Code
September 30, 2018
Siemens Corp., USA (Deputy Chairman)
Germany (11 companies)
Siemens Aktiengesellschaft Österreich, Austria
Siemens Healthcare GmbH
Positions outside Germany:
⚫British American Tobacco p.l.c., United Kingdom
• Heineken N.V., The Netherlands
None
German positions:
• Bertelsmann Stiftung
• Jacobs University Bremen
German positions:
• Messer Group GmbH
Siemens AG
• Siemens Healthcare GmbH
Positions outside Germany:
• Fusion Healthcare Staffing, LLC, USA (Chairman)
• Invicro, LLC, USA
• DFB Healthcare Acquisitions Corp., USA
German positions:
• Dürr AG (Chairman)
• Deutsche Telekom AG
• Deutsche Messe AG
•
Wittenstein SE
German positions:
•
Positions outside Germany:
Befund24 GmbH, Erlangen / Germany
• Flender GmbH, Bocholt (since February 1, 2018)
MeVis BreastCare GmbH & Co. KG, Bremen / Germany
34
786
100
-332
1.208
100
-3
12.898
100
6
100
34
16
121
94
Europe, Commonwealth of Independent States (C. I. S.), Africa, Middle East (EMEA) (without Germany)
(53 companies)
Fast Track Diagnostics Ltd, Sliema / Malta
FAST TRACK DIAGNOSTICS LUXEMBOURG S.à r.l., Esch-sur-Alzette / Luxembourg
FTD Europe Ltd, Sliema / Malta
Dade Behring Grundstücks GmbH, Marburg / Germany
21
100
100
1.089
2
100
44
Siemens Healthcare Diagnostics GmbH, Eschborn / Germany
Siemens Healthcare Diagnostics Holding GmbH, Eschborn / Germany
Siemens Healthcare Diagnostics Products GmbH, Marburg / Germany
Siemens Healthcare GmbH, Munich / Germany
Siemens Healthineers Beteiligungen GmbH & Co. KG, Kemnath / Germany
Siemens Medical Solutions Health Services GmbH, Grünwald / Germany
Siemens Real Estate GmbH & Co. KG, Kemnath / Germany
Net income in
millions of €1
Equity in
millions of €1
Equity
interest in %
03
23
70
NEO New Oncology GmbH, Cologne / Germany
36
94
14
44
49
-7
29
100
7
206
-1
German Public Auditor responsible for the engagement
The German Public Auditor responsible for the engagement is
Thomas Spannagl.
Munich, November 19, 2018
Annual Financial Statements HGB | Siemens Healthineers AG
Wirtschaftsprüfer
Wirtschaftsprüfungsgesellschaft
bunch
Spannagl
Ernst & Young GmbH
In addition to auditing the statutory financial statements of
Siemens Healthineers AG, we performed the statutory audit of
the Siemens Healthineers' consolidated financial statements,
audits of financial statements of subsidiaries of Siemens
Healthineers AG, reviews of interim financial statements being
integrated into the audit and project-accompanying IT audits.
Other attestation services include primarily a post-foundation
audit, an audit of a capital increase with contribution in kind
and other contractually agreed attestation services. Permissi-
ble tax services were performed to a minor extent.
We were elected as auditor by the Annual Shareholders' Meet-
ing on February 19, 2018. We were engaged by the Superviso-
ry Board on April 24, 2018. We have been the auditor of Sie-
mens Healthineers AG since the short fiscal year from Decem-
ber 1, 2017 to September 30, 2018.
22
In addition to the financial statement audit, we have provided
to the Company or entities controlled by it the following ser-
We declare that the opinions expressed in this auditor's report
are consistent with the additional report to the audit commit-
tee pursuant to Art. 11 of the EU Audit Regulation (long-form
audit report).
Further information pursuant to Art. 10 of the EU Audit
Regulation
Other legal and regulatory requirements
We also provide those charged with governance with a state-
ment that we have complied with the relevant independence
requirements, and communicate with them all relationships
and other matters that may reasonably be thought to bear on
our independence and where applicable, related safeguards.
From the matters communicated with those charged with
governance, we determine those matters that were of most
significance in the audit of the annual financial statements of
the current period and are therefore the key audit matters. We
describe these matters in our auditor's report unless law or
regulation precludes public disclosure about the matter.
We communicate with those charged with governance regard-
ing, among other matters, the planned scope and timing of
the audit and significant audit findings, including any signifi-
cant deficiencies in internal control that we identify during our
audit.
• Perform audit procedures on the prospective information
presented by management in the management report. On
the basis of sufficient appropriate audit evidence we evalu-
ate, in particular, the significant assumptions used by man-
agement as a basis for the prospective information, and
evaluate the proper derivation of the prospective infor-
mation from these assumptions. We do not express a sepa-
rate opinion on the prospective information and on the as-
sumptions used as a basis. There is a substantial unavoida-
ble risk that future events will differ materially from the
prospective information.
[German Public Auditor]
vices that are not disclosed in the annual financial statements
or in the management report:
Tropschug
Internet: siemens-healthineers.com
[German Public Auditor]
SIEMENS
Healthineers
siemens-healthineers.com
Annual Financial Statements HGB | Siemens Healthineers AG
24
24
O Siemens Healthineers AG, 2018
Phone +49 9131 84-0
siemens-healthineers.com
Henkestraße 127
D-91052 Erlangen
Siemens Healthineers AG
Investor Relations: www.corporate.siemens-healthineers.com/investor-relations
Press: siemens-healthineers.com/press-room
For technical reasons, there may be differences between the accounting records appearing in this document and those published
pursuant to legal requirements.
This document is an English language translation of the German document. In case of discrepancies, the German language doc-
ument is the sole authoritative and universally valid version.
Due to rounding, numbers presented throughout this and other documents may not add up precisely to the totals provided and
percentages may not precisely reflect the absolute figures.
Further Information
B.3
Annual Financial Statements HGB | Siemens Healthineers AG
223
23
Wirtschaftsprüferin
Evaluate the overall presentation, structure and content of
the annual financial statements, including the disclosures,
and whether the annual financial statements present the
underlying transactions and events in a manner that the
annual financial statements give a true and fair view of the
assets, liabilities, financial position and financial perfor-
mance of the Company in compliance with German legally
required accounting principles;
• Evaluate the consistency of the management report with
the annual financial statements, its conformity with Ger-
man law, and the view of the Company's position it pro-
vides;
•
In connection with our audit, our responsibility is to read the
other information and, in so doing, to consider whether the
other information
Our opinions on the annual financial statements and on the
management report do not cover the other information, and
consequently we do not express an opinion or any other
form of assurance conclusion thereon.
The notes and forward-looking statements in chapter C.4 of
the Annual report 2018.
•
Corporate Governance in chapter C.3 of the Annual report
2018, and
•
• The Report of the Supervisory Board in the Annual Report
2018
• The Responsibility Statement in chapter C.1 of the Annual
Report 2018
The notes in chapter B.3 of the report "Annual Financial
Statements for the short fiscal year from December 1, 2017
to September 30, 2018"
• The Responsibility Statement according to Sec. 264 (2)
Sentence 3 and Sec. 289 (1) Sentence 5 HGB in chapter B.1
of the report "Annual Financial Statements for the short fis-
cal year from December 1, 2017 to September 30, 2018"
The other information, of which we received a version prior
to issuing the auditor's report, includes:
The Supervisory Board is responsible for the Report of the
Supervisory Board in the Annual Report 2018. In all other
respects, management is responsible for the other infor-
mation.
Other information
Reference to related disclosures: With regard to the recogni-
tion and measurement policies applied in accounting for in-
come taxes, refer to chapter A.3.2 Accounting policies and
methods and chapter A.3.3 Notes to the income statement
Note 6 Income taxes and with respect to disclosures for de-
ferred tax assets, refer to chapter A.3.4 Notes to the balance
sheet, Note 10 Deferred tax assets in the notes to the financial
statements.
Our audit procedures did not lead to any reservations relating
to the accounting for uncertain tax positions and the assess-
ment of deferred taxes.
Reasons why the matter was determined to be a key audit
matter: The accounting for uncertain tax positions as well as
deferred taxes requires management to exercise considerable
judgment and make estimates and assumptions, and was
therefore a key audit matter. In particular, this relates to the
measurement and completeness of uncertain tax position.
Auditor's response: With the assistance of internal tax special-
ists who have knowledge of relevant tax law, we examined the
processes installed by management to identify, recognize and
measure tax positions. In the course of our audit procedures
relating to uncertain tax positions, we evaluated whether
management's assessment of the tax implications of signifi-
cant business transactions or events in the short fiscal year
2018, which could result in uncertain tax positions or influ-
ence the measurement of existing uncertain tax positions, was
in compliance with tax law. This includes, in particular, tax
effects from the acquisition or disposal of businesses, corpo-
rate (intragroup) restructuring activities, and cross-border
transactions including the determination of transfer prices. We
also obtained confirmations from external tax advisors to
assess measurement and completeness. Further, we evaluated
management's assessments with respect to the prospects of
success of appeal and tax court proceedings by inquiring of
the Siemens Healthineers tax department and by considering
current tax case law.
Uncertain tax positions and deferred taxes
Annual Financial Statements HGB | Siemens Healthineers AG
may cause the Company to cease to be able to continue as
a going concern;
•
is materially inconsistent with the annual financial state-
ments, with the management report or our knowledge ob-
tained in the audit, or
•
If, based on the work we have performed, we conclude that
there is a material misstatement of this other information,
we are required to report that fact. We have nothing to re-
port in this regard.
Conclude on the appropriateness of management's use of
the going concern basis of accounting and, based on the
audit evidence obtained, whether a material uncertainty ex-
ists related to events or conditions that may cast significant
doubt on the Company's ability to continue as a going con-
cern. If we conclude that a material uncertainty exists, we
are required to draw attention in the auditor's report to the
related disclosures in the annual financial statements and in
the management report or, if such disclosures are inade-
quate, to modify our respective opinions. Our conclusions
are based on the audit evidence obtained up to the date of
our auditor's report. However, future events or conditions
otherwise appears to be materially misstated.
Evaluate the appropriateness of accounting policies used by
management and the reasonableness of estimates made by
the management and related disclosures;
Obtain an understanding of internal control relevant to the
audit of the annual financial statements and of arrange-
ments and measures (systems) relevant to the audit of the
management report in order to design audit procedures
that are appropriate in the circumstances, but not for the
purpose of expressing an opinion on the effectiveness of
these systems of the Company;
Identify and assess the risks of material misstatement of the
annual financial statements and the management report,
whether due to fraud or error, design and perform audit
procedures responsive to those risks, and obtain audit evi-
dence that is sufficient and appropriate to provide a basis
for our opinions. The risk of not detecting a material mis-
statement resulting from fraud is higher than for one result-
ing from error, as fraud may involve collusion, forgery, in-
tentional omissions, misrepresentations, or the override of
internal control;
.•
•
•
We exercise professional judgment and maintain professional
skepticism throughout the audit. We also:
Our objectives are to obtain reasonable assurance about
whether the annual financial statements as a whole are free
from material misstatement, whether due to fraud or error,
and whether the management report as a whole provides an
appropriate view of the Company's position and, in all material
respects, is consistent with the annual financial statements
and the knowledge obtained in the audit, complies with the
German legal requirements and appropriately presents the
opportunities and risks of future development, as well as to
issue an auditor's report that includes our opinions on the
annual financial statements and the management report.
Reasonable assurance is a high level of assurance, but is not a
guarantee that an audit conducted in accordance with
Sec. 317 HGB and the EU Audit Regulation as well as in com-
pliance with German Generally Accepted Standards for Finan-
cial Statement Audits promulgated by the IDW and in supple-
mentary compliance with ISA will always detect a material
misstatement. Misstatements can arise from fraud or error and
are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the economic
decisions of users taken on the basis of these annual financial
statements and this management report.
•
annual financial statements and the management re-
port
Responsibilities of management and the Supervisory
Board for the annual financial statements and the man-
agement report
error.
In preparing the annual financial statements, management is
responsible for assessing the Company's ability to continue
as a going concern. It also has the responsibility for disclos-
ing, as applicable, matters related to going concern. In addi-
tion, it is responsible for financial reporting based on the
going concern basis of accounting, provided no actual or
legal circumstances conflict therewith.
Furthermore, management is responsible for the preparation
of the management report that, as a whole, provides an
appropriate view of the Company's position and is, in all
material respects, consistent with the annual financial
statements, complies with German legal requirements and
appropriately presents the opportunities and risks of future
development. In addition, management is responsible for
such arrangements and measures (systems) as it has consid-
ered necessary to enable the preparation of a management
report that is in accordance with the applicable German legal
requirements, and to be able to provide sufficient appropri-
ate evidence for the assertions in the management report.
The Supervisory Board is responsible for overseeing the
Company's financial reporting process for the preparation of
the annual financial statements and of the management
report.
Management is responsible for the preparation of the annual
financial statements that comply, in all material respects,
with the requirements of German commercial law applicable
to business corporations, and that the annual financial
statements give a true and fair view of the assets, liabilities,
financial position and financial performance of the Company
in compliance with the German legally required accounting
principles. In addition, management is responsible for such
internal control as it, in accordance with German legally
required accounting principles, has determined necessary to
enable the preparation of annual financial statements that
are free from material misstatement, whether due to fraud or
Annual Financial Statements HGB | Siemens Healthineers AG
Auditor's responsibilities for the audit of the
21
Acquisition costs
Carrying amount
9/30/2019
amortization
10/1/2018
Additions Disposals 9/30/2019
10/1/2018
Depreciation/
Accumulated Impairment
Financial assets
Other taxes
Other equipment, plant and office
equipment
Property, plant and equipment
(in millions of €)
Note 8 Non-current assets
Notes to the Balance Sheet
A.3.4
Other taxes amounting to €252 thousand (previous year:
€31 thousand) are included in the relevant functional costs.
Other financial income primarily included interest income of
€1 million from the measurement of pension provisions (previous
year: €1 million). Both the interest component of the change in
pension provisions and the financial expenses relating to person-
Note 7
9/30/2019 9/30/2018
Summary
0
0
0
Summary
0
-508
0
0
0
Loans
14,399
16,185
16,185
-613
2,400
14,399
Shares in affiliated companies
0
0
0
0
0
0
0
0
-1,353
07
13
Note 3 Income from investments
Other operating income substantially comprised a non-recurring
reimbursement by Siemens Aktiengesellschaft, Berlin and
Munich, ("Siemens AG") amounting to €5 million. This item also
included other reimbursements by Siemens AG for the cost of
share-based payments awarded to employees of Siemens
Healthineers AG as part of the IPO Incentive in the amount of
€1 million (previous year: €1 million). The associated expenses
are recognized within functional costs respectively personnel ex-
penses.
Note 2 Other operating income
Revenue is generated entirely from affiliated companies in
Germany.
Revenue results solely from providing management services to af-
filiated companies, in the amount of €14 million (previous year:
€7 million).
Note 1 Revenue
A.3.3 Notes to the Income Statement
In the previous year, the net income and equity figures in the list
of subsidiaries and associated companies were generally from the
consolidated IFRS-closing of the relevant company after profit
transfer, if any. To make this financial data more informative, the
net income and equity (after profit transfer, if any) figures that
are disclosed from this fiscal year onward are generally derived
from the annual financial statements of the relevant company
prepared according to local accounting principles. For this reason,
the figures for net income and equity in the list of subsidiaries
and associated companies are not comparable with those of the
prior year. This change did not affect the net assets, financial
position and results of operations of Siemens Healthineers AG.
Classification of items in the Annual Financial Statements: Siemens
Healthineers AG aggregates individual line items in the Income
Statement and in the Balance Sheet if the individual line item is
not material for providing a true and fair view of the Company's
financial position and if such an aggregation improves clarity of
presentation. Siemens Healthineers AG discloses these items
separately in the notes.
Deferred taxes are calculated for timing differences between valu-
ations in accordance with the German Commercial Code and tax
valuations of assets, liabilities and accruals and deferrals. Any
total representing a tax liability is recognized as a deferred tax
liability in the Balance Sheet. In case of a tax reduction, the
capitalization option is not exercised, and the amount is not
capitalized.
Income from investments, totaling €1,415 million (previous year:
€472 million), derived entirely from the profit and loss transfer
agreement with Siemens Healthcare GmbH, and therefore solely
from affiliated companies.
The option of applying hedge accounting is exercised on a case by
case basis. All derivative financial instruments in these Annual
Financial Statements were used for hedging purposes and com-
bined with the hedged items into hedges. Hedges are recognized
using the net hedge presentation method (Einfrierungsmethode).
Forward exchange contracts are generally designated as hedges
as a whole. In this case, when hedge accounting is applied, the
changes in the value of the hedged items and of the spot compo-
nents of the forward exchange contracts are offset. Only a net
negative amount from the ineffective portion of the change in
market value is recognized as a provision. The unrealized gains
and losses from the effective portion cancel each other out and
are not recognized either in the Balance Sheet or in the Income
Statement. The forward components at inception of forward
exchange contracts are recognized pro rata temporis over the
term of the forward as an adjustment of interest expenses, if they
are accounted for as a hedge of an interest-bearing liability. If the
forward component in this case results in a discount from the
spot rate, this is reported under other assets as long as the pre-
sentation as a receivable from affiliated companies does not take
precedent.
Siemens Healthineers AG Annual financial statements 2019
Annual financial statements - Notes
06
Distributions from other entities are presented as income from
investments if they do not demonstrably relate to reserves arising
prior to the acquisition of the investment or a repayment of pre-
vious capital increases or additional capital contributions.
Other provisions are recognized in an appropriate and sufficient
amount to cover individual obligations for all identifiable risks
relating to liabilities of uncertain timing and amount, taking ac-
count of price and cost increases expected to arise in the future.
Significant provisions with a remaining term of more than one
year are discounted using a discount rate which corresponds to
the average market interest rate appropriate for the remaining
term of the obligations, as calculated and published by Deutsche
Bundesbank.
Pensions and similar commitments: Siemens Healthineers AG mea-
sures its pension obligations using the settlement amount calcu-
lated with the actuarial projected unit credit method on the basis
of biometric probabilities. Entitlements resulting from plans based
on asset returns are generally measured at the fair value of the
underlying assets at the reporting date. If the performance of the
underlying assets is lower than a guaranteed return, the pension
obligation is measured by projecting forward the contributions at
the guaranteed fixed return and discounting back to a present
value. The discount rate used for discounting pension obligations
corresponds to the average market interest rate for instruments
with an assumed remaining maturity of 15 years as published by
Deutsche Bundesbank. In the 2019 fiscal year, the mortality rates
are based on Siemens' own mortality tables (Siemens Bio 2017)
for the first time, instead of the Siemens-specific tables (Richt-
tafeln) with a mortality trend based on the Heubeck mortality
tables RT 2005 G. This change did not have any material effect in
fiscal year 2019.
The Company exercises the option to recognize debt discounts as
prepaid expenses.
investment. Distributions from other entities are recognized as
repayment of capital or a reduction in acquisition costs to the
extent to which distributions demonstrably relate to reserves aris-
ing prior to the acquisition of the investment and therefore
included in the acquisition costs, or the distributions involve
previously executed capital increases or additional capital contri-
butions. Distributions of liquidity by partnerships are generally
treated as repayment of capital. Impairment losses are recognized
if the decline in value is presumed to be other than temporary.
This applies when objective evidence, particularly events or
changes in circumstances, indicate a significant or other than
temporary decline in value.
Financial assets acquired by way of contributions in kind from
shareholders are generally recognized in the amount issued ac-
cording to the resolution to increase the share capital, up to a
maximum of their fair value at the time of the contribution. Con-
tributions in kind to other entities are carried as acquisition costs
either at their carrying amount or at the fair value of the asset
contributed, up to a maximum of the fair value, on a case by case
basis, exercising the option provided under the principles govern-
ing exchanges of assets. Grants made to affiliated companies
without consideration are capitalized as acquisition costs only
when the grant increases the intrinsic value of the equity
Proceeds from management services for affiliated companies are
recognized as revenue.
A.3.2 Accounting policies and methods
Foreign currency translation: Receivables, other assets, cash and
cash equivalents, provisions and liabilities as well as commit-
ments and contingencies denominated in foreign currency are
generally translated applying the mean spot exchange rate on the
balance sheet date.
Other financial income (expenses), net
The profit and loss transfer agreement between Siemens
Healthineers AG and Siemens Healthcare GmbH was entered into
in February 2018 with effect from April 1, 2018, and for an indef-
inite duration. The agreement was entered in the Commercial
Register on April 16, 2018, and may be terminated for conve-
nience on three months' notice, but not earlier than the end of
the day on September 30, 2023. It includes an obligation to
assume the losses of Siemens Healthcare GmbH as provided in
Section 302 of the German Stock Corporation Act as amended
from time to time.
expenses
Income taxes included only current income taxes resulting from
corporate income tax and trade tax, because the surplus of de-
ferred tax assets was not recognized owing to the exercise of the
option under Section 274 para. 1 sentence 2 of the German Com-
mercial Code.
-1
-1
-507
-1,364
2018
2019
Fiscal year fiscal year
Income taxes
Note 6
Note 4 Interest income and interest
Short
Financial expenses relating to the personnel-related
provisions
Interest component of changes in the pension
provisions
(in thousands of €)
nel-related provisions constitute expenses from the discounting
of provisions. Other financial income exclusively relates to gains
from currency translation.
net
Note 5 Other financial income (expenses),
Siemens Healthineers AG Annual financial statements 2019
Annual financial statements - Notes
14,399
10
Interest income pertained only to third parties and did not inclu-
de negative interest. Interest expenses related exclusively to affi-
liated companies and included no positive interest from borro-
wings. The interest expenses item decreased by €12 million due
to the recognition pro rata temporis of the forward components
of forward exchange contracts included in hedges.
Other financial income
2,400
The calculation of deferred taxes yielded a surplus of deferred tax
assets, which was not recognized, exercising the option under
Section 274 para. 1 sentence 2 of the German Commercial Code.
16,185
An amount of €52 million was withdrawn from the freely avail-
able capital reserve for the repurchase of treasury shares.
A further addition to the capital reserve resulted from the release
of treasury shares in connection with the employee share pro-
grams totaling €36 million.
As of September 30, 2019, the capital reserve amounted to
€10,754 million (previous year: €10,770 million). They primarily
included the value of contributions in kind received in excess of
the capital stock in the course of the capital increase of February
2, 2018, together with a voluntary additional contribution by
Siemens AG in the 2018 short fiscal year from the contribution of
trust assets for pension obligations.
Capital reserve
Siemens Healthineers AG Annual financial statements 2019
Annual financial statements - Notes
09
Additionally, as of September 30, 2019, Siemens Healthineers AG
had conditional capital of €100 million, or 100,000,000 shares.
This capital may be used to service convertible bonds or warrants
from bonds with attached warrants issued on or before February
18, 2023 (Conditional Capital 2018).
Conditional capital
As of September 30, 2019, Siemens Healthineers AG had autho-
rized capital of €500 million that may be issued in the form of a
total of up to 500,000,000 new registered shares with no par
value, on one or more occasions on or before February 18, 2023,
in return for contributions in cash and/or in kind (Authorized
Capital 2018).
Authorized capital
Siemens Healthineers AG shares are traded on the Regulated
Market (Prime Standard) of the Frankfurt Stock Exchange under
the ticker symbol SHL.
As of September 30, 2019, the subscribed capital of Siemens
Healthineers AG was divided into 1,000,000,000 registered
shares with no par value with a notional value of €1.00 per share.
The shares are fully paid in. Each share confers one vote in the
Shareholders' Meeting and defines the shareholder's interest in
the Company's profit after taxes. All shares carry the same rights
and obligations.
Subscribed capital
12,811
1,034
1,057
1,034
-699
-699
-
10,754
999
The capital reserve was distributable in an amount of
€350 million as of September 30, 2019 (previous year:
€367 million) before consideration of amounts subject to divi-
dend payout restrictions.
Treasury Shares
Fiscal year
2019
247,763
The Income Statement was prepared using the cost of sales
method.
10
In Germany, Siemens Healthineers AG generally provides pension
benefits through the Siemens Healthineers BSAV (Beitragsorien-
tierte Siemens Altersvorsorge), frozen legacy plans and deferred
Note 13 Provisions for pensions and similar
obligations
Siemens AG notified us on March 20, 2018, because of the first
admission of Siemens Healthineers AG stock for trading on an
organized market, that the percentage of voting rights in Siemens
Healthineers AG that it held either directly or indirectly on March
15, 2018, amounted to 85.00% of the voting rights (850,000,000
voting rights). At that time, moreover, there was a claim for rede-
livery under a securities loan, as a result of the Greenshoe option
for Siemens Beteiligungsverwaltung GmbH & Co. OHG with refer-
ence to 19,565,217 voting rights, or 1.96%.
As of September 30, 2019, the following information on share-
holdings subject to reporting requirements was available to the
Company pursuant to Section 160 para. 1 No. 8 of the German
Stock Corporation Act (AktG):
Disclosures on holdings of the capital of Siemens
Healthineers AG
The amounts subject to payout restrictions are countered by a
capital reserve of €350 million (previous year: €367 million) that
is not subject to such restrictions. Therefore, there was no limita-
tion on the payout of the unappropriated net income of
€1.057 million (previous year: €723 million).
The 651,158 treasury shares held by Siemens Healthineers AG as
of September 30, 2019, correspond to a nominal value of
€651,158, or 0.07% of the capital stock. During the 2019 fiscal
year, Siemens Healthineers AG repurchased a total of 1,446,454
shares of its own stock under this share buyback program. This
represents a nominal amount of €1,446,454, or 0.14% of the
capital stock. During this period, a total of €55 million (excluding
incidental transaction charges) was spent for this purpose; this
represents a weighted average stock price of €36.75 per share.
The purchase was made during the reporting period on 28 Xetra
trading days during the months of November and December 2018
and January and September 2019, by a bank engaged by Siemens
Healthineers AG; the shares were purchased solely on the elec-
tronic trading platform of the Frankfurt Stock Exchange (Xetra).
The average trading volume on these trading days was about
580,333 shares. In these transactions, the purchase price per re-
purchased share (excluding incidental transaction charges) was
not to exceed by more than 10% the price of Siemens
Healthineers stock as determined in the opening auction in Xetra
trading on the trading date, or fall more than 20% below that
price.
The extraordinary Shareholders' Meeting held on February 19,
2018, authorized the Managing Board to buy back treasury shares
until February 18, 2023 in an amount of up to 10% of the capital
stock at the time of the resolution, or at the date of the exercise
of the authorization if that value is lower, for any permissible pur-
pose.
-1
sentence 2 of the German Commercial Code.
The difference as provided in Section 253 para. 6 sentence 2 of
the German Commercial Code between the measurement of pro-
visions for post-retirement benefits according to the correspond-
ing average market interest rate over the preceding ten years and
the corresponding rate over the preceding seven years, which is
subject to dividend payout restrictions, was €2 million (previous
year: €2 million).
Information on amounts subject to dividend payout
restrictions
In the months from February to September 2019, 918,389 shares
were sold as investment shares to plan participants in the employ-
ee share programs at a weighted average price of €37.49 per
share; the purchase price was determined on the basis of the clos-
ing price in Xetra trading on the transfer date of the shares. A
total of €33 million accrued to Siemens Healthineers AG from
these sales. This amount was generally freely available to the
Company and reduced the amount of liabilities to affiliated com-
panies. The other 124,671 shares released during the reporting
period were bonus shares awarded as part of the base share pro-
gram, which were issued in February 2019.
-1,043,059
651,158
Treasury shares, end of fiscal year
Issuance under share-based payments
1,446,454
Share buyback
Treasury shares, beginning of fiscal year
(in numbers of shares)
The profit of €1,415 million (previous year: €472 million) trans-
ferred from Siemens Healthcare GmbH (the controlled company)
to the parent company for the past fiscal year also includes - as
provided in Section 301 of the Stock Corporation Act - the
amount of €124 million (previous year: €131 million) that is sub-
ject to dividend payout restrictions under Section 253 para. 6
-613
1,000
Net income
The taxable temporary differences result from intangible assets,
receivables with a remaining term of less than one year, goodwill,
shares in affiliated companies, and investments of Siemens
Healthcare GmbH, the controlled company of Siemens
Healthineers AG. The deductible temporary differences, up to the
amount of the taxable temporary differences, result from the pen-
sion provisions of Siemens Healthineers AG and the controlled
company. Additionally, there were deductible temporary differ-
ences relating primarily to shares in affiliated companies of
Siemens Healthineers AG and to other provisions, inventories,
and current liabilities of the controlled company.
A tax rate of 29.54% was applied for the measurement of de-
ferred taxes. Deviating from this, for partnerships a tax rate of
15.83% was applied for temporary differences of assets, liabilities
and prepaid/deferred items.
Note 11 Deferred tax assets
was below their settlement amount, at which these were carried
as a liability. The debt discounts are reversed over the term of the
loans, i.e., by September 2021 or 2023.
Prepaid expenses included debt discounts of €33 million for the
first time. These discounts arose in the course of the assumption
of two loans from Siemens Healthineers Beteiligungen GmbH &
Co. KG, because the fair value of the loans assumed, which was
recognized as acquisition costs of the shares in the subsidiary,
Note 10 Accruals and deferrals
As in the previous year, all other receivables and other assets had
a remaining term of less than one year at the reporting date.
As in the previous year, receivables from affiliated companies did
not comprise trade receivables. Instead, this item exclusively com-
prised other receivables and other assets and included receivables
with a remaining term of more than one year of €12 million
(previous year: €0 million). Receivables from affiliated companies
included receivables from shareholders amounting to €13 million
(previous year: €0 million).
Note 9 Receivables and other assets
Disposals of €613 million and additions of €2,400 million were
reported in financial assets (shares in affiliated companies) as a
result of the transactions described above.
cash payment of €1,000 million, which the subsidiary had called
in, into its Capital Account II.
Siemens Healthineers AG Annual financial statements 2019
Annual financial statements - Notes
08
capital and therefore was presented as a disposal in shares in
affiliated companies. On May 29, 2019, Siemens Healthineers AG
also assumed two loans from Siemens Healthineers Beteiligungen
GmbH & Co. KG under a debt assumption with full discharge of
the debtor, waiving ex ante any recourse. This relates to loan lia-
bilities to Siemens Finance B.V., The Hague / Netherlands, in the
amount of US$ 1,602 million. The loans were assumed in the
course of restructuring financial liabilities within the Group, which
resulted in the transfer of three Siemens Finance B.V. loans total-
ing US$ 3,291 million. One of the loans remained with Siemens
Healthineers Beteiligungen GmbH & Co. KG. The loans were
originally made to Siemens Medical Solutions USA, Inc.,
Wilmington, DE/USA. This transaction was recognized as a grant
without an obligation to provide consideration, applying the
principles for the accounting for contributions in kind as acquisi-
tion costs for the investment in the amount of the fair value of
the loans assumed. By way of a shareholder resolution dated
August 16, 2019, Siemens Healthineers AG pledged to Siemens
Healthineers Beteiligungen GmbH & Co. KG to make an additional
€613 million, which was required to be treated as a repayment of
During the fiscal year 2019, Siemens Healthineers Beteiligungen
GmbH & Co. KG distributed liquidity in the amount of
In order to establish an independent Siemens Healthineers Group
structure, all companies that conduct Siemens Healthineers busi-
ness were bundled under Siemens Healthineers AG and its sub-
sidiaries in the previous year. The Siemens Healthineers Group's
business is conducted by Siemens Healthcare GmbH and Siemens
Healthineers Beteiligungen GmbH & Co. KG, Kemnath, together
with their directly and indirectly controlled subsidiaries. Shares in
affiliated companies acquired in the previous year from contribu-
tions in kind by shareholders were recognized with their fair value
at the time of the contribution in accordance with the principles
for the accounting for contributions in kind. The trust assets for
pension obligations acquired in the previous year as an additional
contribution to equity and contributed in the same year to
Siemens Healthcare GmbH, Munich, were recognized and valued
in the same way.
14,399
16,185
0
0
Note 12 Equity
Issuance of treasury
(in millions of €)
Subscribed capital
Treasury shares
Dividend 2018
37
-54
12,493
Shareholders' equity
723
Unappropriated net income
36
-52
10,770
9/30/2019
Capital reserve
-1
1,000
Issued capital
1
-1
0
1,000
shares under share-
based payments
Share
buybacks
10/1/2018
1
The Annual Financial Statements as of September 30, 2019, were
prepared in accordance with Section 264 para. 1 of the German
Commercial Code (Handelsgesetzbuch, HGB) in conjunction with
Section 267 para. 3 and Section 264d of that Code, on the basis
of the German Commercial Code's provisions for the financial re-
porting of large capital corporations, as well as under the terms of
the German Stock Corporation Act (Aktiengesetz, AktG). Amounts
are generally presented in millions of euros (€ million). Because
of rounding, it is possible that some figures may not add up
precisely to the presented totals.
Other operating income
The Company was founded in December 2017 and serves as the
management holding company for the Siemens Healthineers
Group providing central administrative services. The Company's
shares were admitted for trading on the Frankfurt Stock Exchange
on March 16, 2018. As of September 30, 2019, the Siemens
Group held an interest of approximately 85% of Siemens
Healthineers AG.
Income from operations
-8
-16
Other operating expenses
0
0
1
6
2
General administrative expenses
_9
-23
Gross profit
0
1
-7
-13
7
14
1
Cost of Sales
1,415
Revenue
472
4
Income after taxes / Net income
333
1,034
Income taxes
-126
-356
6
Income from business activity
459
1,389
-1
-1
5
Other financial income (expenses), net
Interest expenses
-5
-9
4
Interest income
0
0
Income from investments
(in millions of €)
Short fiscal year
2018
Notes
B.1 Responsibility Statement
B.2
Balance Sheet
A.2
S. 22
S. 5
Income Statement
S. 21
S. 4
A.1
Information
statements
A. Annual financial B. Additional
Table of content
SIEMENS
Healthineers
siemens-healthineers.com
2019
September 30,
statements as of
Annual financial
Siemens Healthineers AG
The previous year was a short fiscal year covering the period from
the founding of the Company on December 1, 2017, to
September 30, 2018. This limits the comparability of the previous
year's figures in the Income Statement.
Independent Auditor's
Report
S. 6
A.3
Notes
Fiscal year
A.1 Income Statement
Siemens Healthineers AG Annual financial statements 2019
Annual financial statements - Income Statement
13
03
Notes
Balance Sheet
A.3
S. 6
S. 5
A.2
Appropriation of net income
Income Statement
S. 4
Annual financial
statements
A.
www.corporate.siemens-healthineers.com/investor-relations/presentations-financial-publications
The Annual Financial Statements of Siemens Healthineers AG as well as the Annual Report for the fiscal year 2019 are also available for
download on the Internet at:
The Annual Financial Statements and the Combined Management Report of Siemens Healthineers AG for the fiscal year 2019 are filed
with the operator of the German Federal Gazette and published in the German Federal Gazette.
The Management Report of Siemens Healthineers AG has been combined with the Management Report of the Siemens Healthineers
Group in accordance with Section 315 para. 5 together with Section 298 para. 2 of the German Commercial Code (Handelsgesetzbuch)
and is published in the 2019 Annual Report of the Siemens Healthineers Group.
Combined Management Report
Further Information
S. 26
B.3
A.1
Net income
2019
Transfer from capital reserves
16
19
13
Provision for pensions and similar commitments
54
162
Provisions
723
1,057
10,770
10,754
1,000
999
0
-1
1,000
1,000
12,493
12,811
12
14,965
14
143
38
Liabilities
Siemens Healthineers AG has its registered office in Munich,
Germany, where it is registered under entry number HRB 237558
with Munich Local Court.
Profit carried forward
A.3.1 General Disclosures
Siemens Healthineers AG Annual financial statements 2019
Annual financial statements - Notes
A.3 Notes
14,965
17,747
4
15
2,414
17,747
4,759
0
2,418
4,774
15
50
05
Total shareholders' equity and liabilities
Other liabilities
Liabilities to affiliated companies
Trade payables
0
0
Other provisions
10
Shareholders' equity
Shareholders' equity and liabilities
Prepaid expenses
Total assets
Cash and cash equivalents
Receivables from affiliated companies
Other receivables and other assets
Receivables and other assets
Current assets
Financial assets
Non-current assets
Assets
(in millions of €)
A.2 Balance Sheet
Siemens Healthineers AG Annual financial statements 2019
Annual financial statements - Balance Sheet
723
1,057
390
24
333
1,034
=
33
04
Unappropriated net income
Subscribed capital
Treasury shares
Property, plant and equipment
1,524
4
Issued capital
86
96
479
1,428
566
566
1,529
14,399
16,185
0
14,399
16,185
8
Sept 30, 2018
Sept 30, 2019
Notes
Unappropriated net income
Capital reserve
0
TRIXELL SAS, Moirans/France
100
62
3,575
9
100
Siemens Medical Solutions Diagnostics Holding I B.V., The Hague/Netherlands
26
2
Siemens Healthineers Holding III B.V., The Hague/Netherlands
62
52
100
Siemens Medicina d.o.o., Sarajevo/Bosnia and Herzegovina
0
0
100
Steiermärkische Medizinarchiv GesmbH, Graz/Austria
1
2
9
SIEMENS HEALTHCARE, UNIPESSOAL, LDA, Amadora/Portugal
2,810
100
Siemens Healthcare Saglik Anonim Sirketi, Istanbul/Turkey
5
4
1
23
100
6
15
100
Siemens Healthcare SARL, Casablanca/Morocco
Siemens Healthcare SAS, Saint-Denis/France
-2
-3
8
100
66
100
Siemens Healthcare Sp. z o.o., Warsaw/Poland
6
24
100
SIEMENS HEALTHCARE, S.L.U., Getafe/Spain
-1
147
100
Siemens Healthcare, s.r.o., Prague/Czech Republic
16
40
Siemens Healthcare Diagnósticos Ltda., São Paulo/Brazil
Americas (26 companies)
1
3
50
3,13
3,13
PETNET Solutions Cleveland, LLC, Wilmington, DE/United States
1
3
63
3,13
3,13
PETNET Solutions, Inc., Knoxville, TN/United States
20
174
100
15.16
15,16
PhSiTh LLC, New Castle, DE/United States
Siemens Healthcare Diagnostics Inc., Los Angeles, CA/United States
N/A
N/A
Siemens Healthcare s.r.o., Bratislava/Slovakia
33
3,13
3,13
51
6
Dade Behring Hong Kong Holdings Corporation, Tortola/Virgin Islands, British
Dedicated 21maging LLC, Wilmington, DE/United States
EPOCAL INC., Toronto/Canada
Imricor Medical Systems, Inc., Dover, DE/United States
P.E.T.NET Houston, LLC, Austin, TX/United States
PETNET Indiana, LLC, Indianapolis, IN/United States
3,13
3,13
44
100
3,13
25
3,13
3
80
6
92
100
-5'
-5'
9
3,13
3,13
3
-6
100
2
8
22
100
Siemens Healthcare Industrial and Commercial Société Anonyme, Chalandri/Greece
3
15
100
Siemens Healthcare Kft., Budapest/Hungary
1
2
100
Siemens Healthcare L.L.C., Dubai/United Arab Emirates
7
59
49
SIEMENS HEALTHCARE LIMITED LIABILITY COMPANY, Kiev/Ukraine
2
0
100
Siemens Healthcare Limited Liability Company, Moscow/Russian Federation
2
0
100
9
2
Siemens Healthcare Limited Liability Partnership, Almaty/Kazakhstan
Siemens Healthcare FZ LLC, Dubai/United Arab Emirates
4'
0
3
100
Siemens Healthcare Diagnostics GmbH, Vienna/Austria
7
44
100
Siemens Healthcare Diagnostics Ltd., Frimley, Surrey/United Kingdom
13
36
100
Siemens Healthcare Diagnostics Manufacturing Limited, Swords, County Dublin/Ireland
Siemens Healthcare Diagnostics Manufacturing Ltd, Frimley, Surrey/United Kingdom
0
100
5
26
100
Siemens Healthcare Diagnostics Products Ltd, Frimley, Surrey/United Kingdom
Siemens Healthcare EOOD, Sofia/Bulgaria
4
47
100
9
1
100
-1°
1
100
50
100
Siemens Healthcare NV, Beersel/Belgium
6
19
100
Siemens Healthcare Oy, Espoo/Finland
6
27
100
Siemens Healthcare Proprietary Limited, Halfway House/South Africa
4
23
75
Siemens Healthcare S.A.E., Cairo/Egypt
3
5
100
Siemens Healthcare S.R.L., Bucharest/Romania
0
7
100
Siemens Healthcare S.r.l., Milan/Italy
13
Siemens Healthcare Nederland B.V., The Hague/Netherlands
100
8
Siemens Healthcare Limited, Frimley, Surrey/United Kingdom
28
182
100
17
Siemens Healthineers AG Annual financial statements 2019
Annual financial statements - Notes
September 30, 2019
Siemens Healthcare Limited, Riyadh/Saudi Arabia
Net income in
millions of €¹
Equity in
millions of €¹
Equity
interest in %
70
21
51
Siemens Healthcare Logistics LLC, Cairo/Egypt
0
0
100
Siemens HealthCare Ltd., Rosh HaAyin/Israel
0
3
100
Siemens Healthcare Medical Solutions Limited, Swords, County Dublin/Ireland
2
37
13
Siemens Healthcare Diagnostics Manufacturing Ltd., Shanghai, Shanghai/China
68
-57'
100
Siemens Healthcare Pte. Ltd., Singapore/Singapore
2
20
100
Siemens Healthcare Pty. Ltd., Melbourne/Australia
Siemens Healthcare Sdn. Bhd., Petaling Jaya/Malaysia
Siemens Healthineers Diagnostics (Shanghai) Co., Ltd., Shanghai/China
Siemens Healthineers Ltd., Seoul/Korea, Republic of
Siemens Healthineers Ltd., Shanghai/China
Siemens Shanghai Medical Equipment Ltd., Shanghai/China
Siemens Shenzhen Magnetic Resonance Ltd., Shenzhen/China
Siemens Technology Development Co., Ltd. of Beijing, Beijing/China
Siemens X-Ray Vacuum Technology Ltd., Wuxi, Wuxi/China
1 The financial data essentially corresponds to the figures in the annual
financial statements after profit transfer, if any, prepared according to
locally applicable accounting rules for the fiscal year from October 1,
2017, to September 30, 2018.
2 Control due to a majority of voting rights.
3 The values correspond to the annual financial statements according to
the consolidated IFRS-closing.
4 No annual financial statements available due to founding in fiscal year
2019.
5 Financial data for the fiscal year January 1, 2017 - December 31,
2017.
6 Financial data for the short fiscal year October 25, 2017 -
September 30, 2018.
7 Financial data for the short fiscal year November 1, 2017 -
September 30, 2018.
8 Financial data for the short fiscal year January 1, 2018 September
30, 2018.
9 Financial data for the fiscal year January 1, 2018 - December 31,
2018.
10 Financial data for the short fiscal year April 1, 2018 - September 30,
19
12
12
100
229
100
-1
9
100
1
8
100
0
3
100
2018.
Siemens Healthcare Limited, Hong Kong/Hong Kong
Siemens Healthcare Private Limited, Mumbai/India
5
7
100
6
23
100
13
13
0
3
Siemens Healthcare Limited, Taipei/Taiwan, Province of China
Siemens Healthcare Ltd., Dhaka/Bangladesh
51
11 Financial data for the short fiscal year April 6, 2018 - December 31,
12 Financial data for the fiscal year April 1, 2018 - March 31, 2019
66
96
100
3
7
90
9
3'
21
100
11
19
B.
Additional information
S. 21
B.1 Responsibility Statement
S. 22
B.2
S. 26
B.3
Independent Auditor's
Report
Further Information
20
9
100
109
67
13 Financial data for the fiscal year October 1, 2018 - September 30,
2019.
14 A profit transfer agreement was in place in the fiscal year listed.
15 Usage of the exemption in accordance with Section 286 para. 3
sentence 2 German Commercial Code.
16 N/A No data available.
4
79
100
3
8
100
2018.
9
36
300
100
14°
55
100
9
90
1379
100
9
9
17
100
2
11
175
100
Siemens Healthcare S.A., Buenos Aires/Argentina
0
9
100
9
Siemens Healthcare S.A.C., Surquillo/Peru
1
29
100
Siemens Healthcare S.A.S., Tenjo/Colombia
1
10°
100
Siemens Healthcare Servicios S. de R.L. de C.V., Mexico City/Mexico
1⁹
3
100
Siemens Healthcare, Sociedad Anonima, Antiguo Cuscatlán/El Salvador
0
2°
Siemens Healthcare Limited, Oakville/Canada
100
5
1
100
3,13
3,13
57
7,713
100
Siemens Healthcare Diagnostics Manufacturing Limited, Grand Cayman/Cayman Islands
Siemens Healthcare Diagnostics S.A., San José/Costa Rica
8
36
100
0
100
2
Siemens Healthcare Diagnostics, S. de R.L. de C.V., Mexico City/Mexico
5
34
100
Siemens Healthcare Equipos Médicos Sociedad por Acciones, Santiago de Chile/Chile
1
14
100
3,13
3,13
Siemens Healthcare Laboratory, LLC, Wilmington, DE/United States
100
24
18
September 30, 2019
PETNET Radiopharmaceutical Solutions Pvt. Ltd., Mumbai/India
0
3
100
4,16
4,16
Shanghai Meiling Medical Imaging Diagnosis Center Co., Ltd., Shanghai/China
Siemens Healthcare Diagnostics K.K., Tokyo/Japan
N/A
N/A
49
5
71
100
9
Siemens Healthcare d.o.o., Zagreb/Croatia
-1
28
100
Siemens Healthcare Inc., Manila/Philippines
Siemens Healthcare K.K., Tokyo/Japan
Siemens Healthcare Limited, Auckland/New Zealand
Siemens Healthcare Limited, Bangkok/Thailand
Siemens Healthcare Limited, Ho Chi Minh City/Viet Nam
96
25
2
Acrorad Co., Ltd., Okinawa/Japan
Siemens Medical Solutions USA, Inc., Wilmington, DE/United States
Siemens Molecular Imaging, Inc., Wilmington, DE/United States
Siemens S.A., Montevideo/Uruguay
Siemens-Healthcare Cia. Ltda., Quito/Ecuador
Asia, Australia (24 companies)
Net income in
millions of €¹
Equity in
millions of €¹
Equity
interest in %
3,13
3,13
87
Siemens Healthineers AG Annual financial statements 2019
Annual financial statements - Notes
9,721
3,13
3,13
-6
-108
100
0
1
100
0
3
100
100
100
1
1
market value of €53 million. The nominal volume equals the total
contract value. The market value of the forward exchange con-
tracts is calculated and measured based on exchange rate move-
ments.
If the requisite conditions are met and a decision has been made
to exercise this option, derivative financial instruments are com-
bined with the hedged items into hedges. Hedge effectiveness
was assessed both prospectively as well as retrospectively based
on the critical terms match method, because the Company only
had micro hedges in the 2019 fiscal year, i.e., the risk resulting
from a single hedged item is hedged with a single derivative fi-
nancial instrument. For this assessment, the change in the spot
component of the forward exchange contracts was offset against
the change in the value or payment flows of the hedged items
from exchange rate movements. The forward component is rec-
ognized pro rata temporis over the term of the forward exchange
contracts and reported as an adjustment to interest expenses.
Hedge accounting for currency risks
In accordance with business policy, each Siemens Healthineers
unit is responsible for documenting, measuring and monitoring
its foreign currency risks. The net foreign currency position of
each unit serves as the key performance indicator and must be
hedged in a bandwidth of no less than 75% but no more than
100%, generally with Siemens AG Group Treasury.
A separate hedge was designated for each payment due for the
loan liabilities. The hedges for the loan liabilities have terms up to
September 15, 2021, or up to September 15, 2023. As of the bal-
ance sheet date, based on the interest period of six months the
hedges for the interest payments had a term from five-and-a-half
months up to a maximum of 23.5 months or 47.5 months.
Note 20 Financial payment obligations
under leasing and rental
arrangements
There were no payment obligations under leasing and rental ar-
rangements at the balance sheet date.
Note 21 Other financial obligations
There were no other financial obligations at the balance sheet
date.
(in millions of US$)
Foreign currency risk from liabilities
Foreign currency risk from firm commitments and forecast
transactions
Net foreign currency position (before hedging)
Foreign currency exchange contracts with affiliated
companies
3
Sep 30, 2019
1,602
98
1,700
1,700
0
Note 22 Derivative financial instruments
and hedge accounting
Siemens Healthineers AG is exposed for the first time to signifi-
cant foreign currency risk from the loan liabilities to Siemens
Finance B.V. assumed from Siemens Healthineers Beteiligungen
GmbH & Co. KG, because these loans are denominated in U.S.
dollars. Since the loans carry fixed interest, there is no interest
rate risk. Siemens Healthineers AG has entered into forward ex-
change contracts with Siemens AG to hedge this foreign currency
risk.
As of September 30, 2019, the Company held forward exchange
contracts with a nominal volume of €1,411 million and a positive
Siemens Healthineers AG enters into contingent liabilities only
after careful consideration of the risks concerned. Based on an
ongoing risk evaluation of the arrangements entered into and
taking into account all information available up to the date on
which the Annual Financial Statements were prepared, Siemens
Healthineers AG currently concludes that the relevant subsidiaries
will be able to fulfill their obligations themselves. For this reason,
the Company does not consider it probable that it will be called
upon to perform in conjunction with any of the commitments de-
scribed above.
13
Furthermore, Siemens Healhtineers AG guaranteed the payment
of up to €914 million with regard to the acquisition of Corindus
Vascular Robotics, Inc., Wilmington, DE/USA in case the affiliated
company obliged to pay defaults in the due and punctual pay-
ment. This guarantee was valid until the earlier of the satisfaction
of the payment obligation and September 7, 2020.
September 30, 2019. These liabilities comprise the liabilities and
provisions recognized in the Balance Sheet of this subsidiary's An-
nual Financial Statements as of September 30, 2019, as well as
the off-balance-sheet contingent liabilities and liabilities from
pending transactions. The letter of comfort and the associated re-
sponsibility obligation will end at the end of fiscal year 2020.
The employees of Siemens Healthineers AG have several options
for participating in the Share Matching program: the base share
program and the share matching plan. Plan participants have the
right to receive one Siemens Healthineers share without payment
of consideration (matching share) for every three investment
shares held over the vesting period. Matching shares awarded to
beneficiaries of Siemens Healthineers AG are expensed as in-
curred over the vesting period and are measured on a pro rata
basis for the proportion of the vesting period expired at the intrin-
sic value (= share price of Siemens Healthineers AG stock) at the
balance sheet date.
During the 2019 fiscal year, the Company had an average of 53
employees, who were engaged solely in administrative functions.
The average percentage of women was 17%.
Note 18 Share-based payments
Siemens Healthineers AG allows employees and members of the
Managing Board to participate in share-based payment programs.
For the purpose of servicing share-based payment programs
Siemens Healthineers AG also delivers Siemens Healthineers
shares that have been granted by affiliated companies.
The following table shows the changes in claims by beneficiaries
of Siemens Healthineers AG to matching shares:
(in number of shares)
Outstanding, beginning of fiscal year
Granted
Forfeited
Outstanding, end of fiscal year
Fiscal year
2019
0
8,665
-198
8,467
Stock awards
Siemens Healthineers AG grants stock awards to members of the
Managing Board, members of the senior management and other
eligible employees.
The pro rata intrinsic value of all matching shares issued to bene-
ficiaries of Siemens Healthineers AG amounted to €0 million at
the balance sheet date.
Stock awards to beneficiaries of Siemens Healthineers AG are ex-
pensed as incurred over the vesting period and are measured at
the intrinsic value (= share price of Siemens Healthineers AG
stock) on a pro rata basis for the proportion of the vesting period
expired considering the estimated target attainment at the bal-
ance sheet date.
Note 19 Guarantees and other
commitments
For one subsidiary, Siemens Healthineers AG has undertaken un-
der an unrestricted letter of comfort to be responsible for all liabil-
ities recognized in this subsidiary's Annual Financial Statements
for fiscal year 2019, within the meaning of Section 264 para. 3
sentence 1 No. 2 of the German Commercial Code, that were un-
dertaken by this subsidiary up to the reporting date of
12
Siemens Healthineers AG Annual financial statements 2019
Annual financial statements - Notes
Further, as of September 30, 2019, there were two guarantee
agreements with unlimited amounts and indefinite term with
affiliated companies to take advantage of disclosure simpli-
fication options abroad, and sureties in favor of an affiliated
company in the amount of €2 million.
No provisions for pending losses were recognized because no
hedge ineffectiveness was determined for the hedged foreign
currency risks.
Carrying amounts of derivative financial instruments
requiring recognition
Because no provisions for pending losses were required to be rec-
ognized, only the forward component of the forward exchange
contracts not yet due recognized on a pro rata basis was reflected
in the balance sheet. Its carrying amount totaled €12 million as of
September 30, 2019, and was reported in receivables from affili-
ated companies.
Members of the Managing Board
In the 2019 fiscal year and the period up to the preparation of these Annual Financial Statements, the Managing Board had the
following members:
Memberships in supervisory boards whose establishment is
required by law or in comparable domestic or foreign controlling
bodies of business enterprises
External positions
None
Group company positions
None
Name and occupation
Dr. Bernhard Montag
Chairman
Year of birth
1969
First appointed Term expires
03/01/2018
02/28/2021
Dr. Jochen Schmitz
Chief Financial Officer
1966
03/01/2018
02/28/2021
German Positions:
None
• Universitätsklinikum Augsburg
(since 02/01/2019)
Michael Reitermann
1962
Note 28 Members of the Supervisory Board and Managing Board and their mandates
Annual financial statements - Notes
Siemens Healthineers AG Annual financial statements 2019
14
Siemens Healthineers AG Annual financial statements 2019
Annual financial statements - Notes
Note 23 Proposal for the appropriation of
net income
The Supervisory Board and the Managing Board propose that the
unappropriated net income of Siemens Healthineers AG for the
past
fiscal year 2019, amounting to €1,057 million, be appropri-
ated as follows: Distribution of a dividend of €0.80 on each no-
par value share entitled to the dividend, and carry-forward of the
remaining amount.
Note 24 Remuneration of the members of
the Managing Board and the
Supervisory Board
Remuneration of the members of the Managing Board
Members of the Managing Board received cash compensation of
€4.1 million. The fair value of share-based compensation amount-
ed to €3.9 million for 194,823 stock awards in fiscal year 2019.
The Company granted contributions (including one-time special
contributions) under the Siemens Healthineers BSAV pension plan
to members of the Managing Board totaling €0.9 million.
Therefore, the compensation and benefits attributable to mem-
bers of the Managing Board amounted to €8.8 million in total.
Total remuneration of the Managing Board member
stepping down at fiscal year-end
The Managing Board member stepping down at 2019 fiscal year-
end was awarded severance of €2.4 million in fiscal year 2019.
Siemens Healthineers AG has not recognized provisions for
pen-
sions commitments for the Managing Board member stepping
down at the end of the 2019 fiscal year. A subsidiary holds the
existing vested awards.
Share Matching program
Remuneration of the members of the Supervisory
Compensation attributable to members of the Supervisory Board
comprises a base compensation and additional compensation for
committee work, and totaled €1.1 million (including meeting
fees) in fiscal year 2019.
Information regarding the remuneration of the members of the
Managing Board and Supervisory Board is disclosed on an individ-
ual basis in the Compensation Report, which is part of the Com-
bined Management Report (Section A.8).
Note 25 Declaration of Compliance with the
German Corporate Governance
Code
As of September 30, 2019, the mandatory statement pursuant to
Section 161 of the German Stock Corporation Act (AktG) has been
issued by the Managing Board and the Supervisory Board of
Siemens Healthineers AG and is accessible to the public on the
Company's website at www.corporate.siemens-healthineers.com/
investor-relations/corporate-governance.
Note 26 Group affiliation
Siemens Healthineers AG itself prepares the Consolidated Finan-
cial Statements for the smallest group of consolidated companies
to which it belongs. Pursuant to Section 290 para. 1 of the
German Commercial Code, it is also included in the Consolidated
Financial Statements of Siemens AG (registered offices in Munich
and Berlin, Munich Local Court HRB 6684 and Berlin
Charlottenburg Local Court HRB 12300), as the largest consoli-
dated group.
The Consolidated Financial Statements are published in the
German Federal Gazette.
Note 27 Events after the balance sheet date
The following event of particular significance occurred after the
balance sheet date:
End of October 2019 the acquisition of Corindus Vascular
Robotics, Inc. was completed, and the consideration was paid.
Therefore, the guarantee existing as of the balance sheet date be-
came invalid.
±
Board
03/01/2018
The pro rata intrinsic value of all stock awards issued to beneficia-
ries of Siemens Healthineers AG amounted to €4 million at the
balance sheet date.
-23
0
0
0
4,759
3,282
1,437
2,414
2,414
15
15
4
4
0
0
0
0
therein for social security
0
0
0
0
Liabilities
4,774
0
3,296
therein from taxes
Liabilities to affiliated companies
Siemens Healthineers AG Annual financial statements 2019
Annual financial statements - Notes
compensation plans; the latter were not claimed by any of the
Company's employees. The majority of the Company's active em-
ployees participate in the Siemens Healthineers BSAV. The bene-
fits from this plan are predominantly based on notional contribu-
tions and their respective asset returns whereby a minimum re-
turn is guaranteed. For benefits provided under the frozen legacy
plans, the effects of compensation increases were substantially
eliminated, so that valuation assumptions for salary and pension
increases including career trend are no longer of material signif-
icance for the pension obligations of Siemens Healthineers AG.
The fulfillment amount of the provisions for pensions and similar
obligations came to €19 million at the reporting date (previous
year: €16 million). The actuarial valuation of the fulfillment
amount was based substantially on the following parameters:
For pension obligations, the 10-year average interest rate (2.82%)
pursuant to Section 253 para. 2 of the German Commercial Code
was applied. For other obligations, the 7-year average interest
rate (2.05%) was used. The valuation difference under Section
253 para. 6 of the German Commercial Code from the discount-
ing of pension provisions at the 10-year average interest rate and
the 7-year average interest rate was €2 million at the reporting
date (previous year: €2 million). A rate of pension progression of
1.50% per year and an income progression of 2.25% per year
were applied for the pension obligations. As of September 30,
2019, the mortality rates were based on Siemens' own mortality
tables (Siemens Bio 2017) for the first time, instead of the
Siemens-specific tables (Richttafeln) with a mortality trend based
on the Heubeck mortality tables RT 2005 G. This change did not
have any material effect in fiscal year 2019.
Note 14 Other provisions
Other provisions included miscellaneous provisions of €7 million
(previous year: €3 million) and tax provisions of €136 million
(previous year: €35 million).
The main amounts in the miscellaneous provisions related to pro-
visions of €5 million for personnel expenses (previous year:
€3 million).
For the method of determining the provision for stock awards,
please refer to the discussion in → Note 18 Share-based payment.
Note 15 Liabilities
(in millions of €)
Sept. 30,
2019
1 year up to
up to 1 year
5 years
thereof
maturities
more than 5
Sept. 30,
1 year up to
thereof
maturities
more than 5
2018
up to 1 year
5 years
Trade payables
Other liabilities
1,437
2,418
2,418
2019
225,702
413,376
-19,193
-23,661
596,224
Note 17 Personnel expenses
Personnel expenses did not include the expense for compounding
the interest on the pension and personnel-related expenses,
which are included in other financial income (expenses), net.
Short
Fiscal Year fiscal year
(in millions of €)
2019
2018
Wages and salaries
-22
-10
Social security contributions and expenses for other
employee benefits
-1
0
Expenses for / Income from pensions
-1
-1
Personnel expenses
Fiscal year
Non-vested, end of fiscal year
-404
-2,684
Tax liabilities as of September 30, 2019, came to €340 thousand
(previous year: €337 thousand), and liabilities for social security
came to €22 thousand (previous year: €20 thousand). The liabili-
ties to affiliated companies pertained to liabilities of
€2,222 million (previous year: €2,323 million) to Siemens
Healthcare GmbH for cash pooling within the Siemens
Healthineers Group, loans from Siemens Finance B.V. amounting
to €1,437 million, the liability from the additional contribution to
Capital Account II of Siemens Healthineers Beteiligungen GmbH &
Co. KG pledged and called in amounting to €1,000 million, and
other liabilities of €96 million (previous year: €91 million) resul-
ting from the tax group for value added tax purposes with several
subsidiaries, and from amounts collected for subsidiaries. The
loan liabilities to Siemens Finance B.V. comprise the loans as-
sumed from Siemens Healthineers Beteiligungen GmbH & Co. KG
on May 29, 2019, discharging the obligation.
11
A.3.5
Other disclosures
Note 16 Material expenses
(in thousands of €)
Expenses for raw materials, supplies and purchased
merchandise
Costs of purchased services
Material expenses
Siemens Healthineers AG Annual financial statements 2019
Annual financial statements - Notes
-12
The following table shows the changes in the stock awards held
by members of the Managing Board, senior management and
other eligible employees of Siemens Healthineers AG:
(in number of shares)
Fiscal year fiscal year
2019
Non-vested, beginning of fiscal year
2018
Granted
-165
-67
Forfeited
-2,519
-337
Organizational changes
Short
Member of the Managing Board
Net foreign currency position (after hedging)
1961
-37
11,651
100
1
31
100
15
91
94
4,16
4,16
N/A
ΝΙΑ
100
4,16
4,16
N/A
ΝΙΑ
100
Fast Track Diagnostics Ltd, Sliema/Malta
8
100
FAST TRACK DIAGNOSTICS LUXEMBOURG S.à r.I., Esch-sur-Alzette/Luxembourg
100
FTD Europe Ltd, Sliema/Malta
2,710
10,14
Net income in
millions of €1
Equity in
millions of €¹
Equity
interest in %
0
2
85
14
14
21
94
1
4
49
13
13
131
667
100
14
14
89
100
10,14
Impilo Consortium (Pty.) Ltd., La Lucia/South Africa
ITH icoserve technology for healthcare GmbH, Innsbruck/Austria
Medical Systems S.p.A., Genoa/Italy
1
100
-2
-2
100
2
7
100
1
5
100
13
13
11
80
100
5
17
100
34
98
100
Siemens Healthcare d.o.o., Ljubljana/Slovenia
1
100
2'
-1
Minicare B.V., Amsterdam/Netherlands
PETNET Solutions SAS, Lisses/France
Siemens Healthcare (Private) Limited, Lahore/Pakistan
Siemens Healthcare A/S, Ballerup/Denmark
Siemens Healthcare AB, Solna/Sweden
Siemens Healthcare AG, Zurich/Switzerland
Siemens Healthcare AS, Oslo/Norway
Siemens Healthcare d.o.o. Beograd, Belgrade/Serbia
1
Dr. Christoph Zindel
100
Europe, Commonwealth of Independent States (C. I. S.), Africa, Middle East (EMEA)
(without Germany) (54 companies)
8
9'
100
-13
58
31
0
69
4
109
45
11
3
Zeleni Real Estate GmbH & Co. KG, Kemnath/Germany
1
Siemens Real Estate GmbH & Co. KG, Kemnath/Germany
Dr. Andreas C. Hoffmann
Dr. Philipp Rösler
1964
03/01/2018
General Counsel of
Siemens Aktiengesellschaft
Supervisory board member
1973
03/02/2018
Dr. Nathalie von Siemens
Managing Director and
Spokesperson of Siemens
Stiftung
1971
03/01/2018
Dr. Gregory Sorensen
Karl-Heinz Streibich
CEO, DeepHealth, Inc.
and Executive Chairman,
IMRIS (Deerfield
Imaging, Inc.)
President of acatech -
Deutsche Akademie der
Technikwissenschaften
1962
03/01/2018
1952
03/01/2018
Prof. Dr. Ralf P. Thomas
Member of the
Managing Board of
Siemens Aktiengesellschaft
(Chief Financial Officer)
1961
03/01/2018
1965
Supervisory board member
Dr. Marion Helmes
Zeleni Holding GmbH, Kemnath/Germany
10/01/2019
original
appointment
ended 2021
09/30/2022
Positions outside Germany:
None
• Siemens Foundation, USA
(until 09/30/2019)
None
None
Member of the Managing Board
Michael Reitermann stepped down from the Managing Board effective at the end of the day on September 30, 2019.
15
Siemens Healthineers AG Annual financial statements 2019
Annual financial statements - Notes
03/01/2018
Members of the Supervisory Board
German provisions for employee co-determination in companies,
employees at other entities of the Group are not attributed to
Siemens Healthineers AG.
In the 2019 fiscal year, the Supervisory Board had the following
members:
Name
Michael Sen
Chairman
Dr. Norbert Gaus
Deputy Chairman
Occupation
Member of the
Managing Board of
Siemens Aktiengesellschaft
Year of birth
1968
Executive Vice President
Corporate Technology of
Siemens Aktiengesellschaft
1961
03/01/2018
The Supervisory Board of Siemens Healthineers AG has nine mem-
bers. All members were appointed by the Shareholders' Meeting
and represent the shareholders. Under the German rules for em-
ployee co-determination in companies, Siemens Healthineers AG
is not required to appoint a Supervisory Board that includes em-
ployee representatives, as Siemens Healthineers AG has fewer
than the required number of employees. Consistently with the
Memberships in supervisory boards whose establishment
Member since
03/01/2018
German positions:
• Dürr AG (Chairman)
• Deutsche Telekom AG
• Münchener Rückversicherungs-Gesellschaft AG
(since 04/30/2019)
• Wittenstein SE (until 03/31/2019)
German positions:
• Siemens Healthcare GmbH
Positions outside Germany:
• Siemens Aktiengesellschaft Österreich, Austria
• Siemens Corp., USA (until 06/30/2019)
• Siemens Gamesa Renewable Energy, S.A., Spain
Siemens Healthineers AG Annual financial statements 2019
Annual financial statements - Notes
Note 29 List of subsidiaries and associated companies of Siemens Healthineers AG
pursuant to Section 285 para. 11 of the German Commercial Code
September 30, 2019
Germany (11 companies)
Befund24 GmbH, Erlangen/Germany
Dade Behring Grundstücks GmbH, Kemnath/Germany
MeVis BreastCare GmbH & Co. KG, Bremen/Germany
NEO New Oncology GmbH, Cologne/Germany
Siemens Healthcare Diagnostics Products GmbH, Marburg/Germany
Siemens Healthcare GmbH, Munich/Germany
Siemens Healthineers Beteiligungen GmbH & Co. KG, Kemnath/Germany
is required by law or in comparable domestic or foreign
controlling bodies of business enterprises
Siemens Medical Solutions Health Services GmbH, Grünwald/Germany
German positions:
⚫DFB Healthcare Acquisitions Corp., USA
16
Positions outside Germany:
Positions outside Germany:
• Fusion Healthcare Staffing, LLC, USA (Chairman)
•Invicro, LLC, USA
Siemens Gamesa Renewable Energy, S.A., Spain
German positions:
⚫evosoft GmbH (Chairman)
Positions outside Germany:
• evosoft kft, Hungary (Chairman)
German positions:
• Siemens Healthcare GmbH (Chairman)
.
Uniper SE
Positions outside Germany:
• British American Tobacco p.l.c., United Kingdom
• ProSiebenSat.1 Media SE (Vice Chairwoman)
• Fortum Corporation, Finland (since 03/26/2019)
German positions:
• Siemens Aktiengesellschaft
• Heineken N.V., The Netherlands
• Messer Group GmbH
Positions outside Germany:
• Jacobs University Bremen
• Siemens Healthcare GmbH
• Arabesque S-Ray GmbH (since 07/01/2019)
German positions:
•Siemens Ltd., China (since 04/01/2019)
Positions outside Germany:
• Bertelsmann Stiftung
•
•
•
•
•
We communicate with those charged with governance regarding,
among other matters, the planned scope and timing of the audit
and significant audit findings, including any significant deficien-
cies in internal control that we identify during our audit.
Evaluate the consistency of the management report with the
annual financial statements, its conformity with German law,
and the view of the Company's position it provides.
Evaluate the appropriateness of accounting policies used by
management and the reasonableness of estimates made by
management and related disclosures;
Conclude on the appropriateness of management's use of the
going concern basis of accounting and, based on the audit evi-
dence obtained, whether a material uncertainty exists related
to events or conditions that may cast significant doubt on the
Company's ability to continue as a going concern. If we con-
clude that a material uncertainty exists, we are required to
draw attention in the auditor's report to the related disclosures
in the annual financial statements and in the management re-
port or, if such disclosures are inadequate, to modify our re-
spective opinions. Our conclusions are based on the audit evi-
dence obtained up to the date of our auditor's report. How-
ever, future events or conditions may cause the Company to
cease to be able to continue as a going concern.
Evaluate the overall presentation, structure and content of the
annual financial statements, including the disclosures, and
whether the annual financial statements present the under-
lying transactions and events in a manner that the annual fi-
nancial statements give a true and fair view of the assets, li-
abilities, financial position and financial performance of the
Company in compliance with German legally required
accounting principles.
Perform audit procedures on the prospective information pre-
sented by management in the management report. On the
basis of sufficient appropriate audit evidence we evaluate, in
particular, the significant assumptions used by management as
a basis for the prospective information, and evaluate the prop-
er derivation of the prospective information from these as-
sumptions. We do not express a separate opinion on the
prospective information and on the assumptions used as a
basis. There is a substantial unavoidable risk that future events
will differ materially from the prospective information.
We also provide those charged with governance with a statement
that we have complied with the relevant independence require-
ments, and communicate with them all relationships and other
Identify and assess the risks of material misstatement of the
annual financial statements and of the management report,
whether due to fraud or error, design and perform audit pro-
cedures responsive to those risks, and obtain audit evidence
that is sufficient and appropriate to provide a basis for our
opinions. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from error,
as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the
audit of the annual financial statements and of arrangements
and measures (systems) relevant to the audit of the manage-
ment report in order to design audit procedures that are appro-
priate in the circumstances, but not for the purpose of express-
ing an opinion on the effectiveness of these systems of the
Company.
•
Siemens Healthineers AG Annual financial statements 2019
Additional information - Independent Auditor's Report
24
We exercise professional judgment and maintain professional
skepticism throughout the audit. We also:
Reasonable assurance is a high level of assurance, but is not a
guarantee that an audit conducted in accordance with Sec. 317
HGB and the EU Audit Regulation as well as in compliance with
German Generally Accepted Standards for Financial Statement
Audits promulgated by the IDW and in supplementary compliance
with ISA will always detect a material misstatement. Misstate-
ments can arise from fraud or error and are considered material if,
individually or in the aggregate, they could reasonably be expect-
ed to influence the economic decisions of users taken on the basis
of these annual financial statements and this management re-
port.
Our objectives are to obtain reasonable assurance about whether
the annual financial statements as a whole are free from material
misstatement, whether due to fraud or error, and whether the
management report as a whole provides an appropriate view of
the Company's position and, in all material respects, is consistent
with the annual financial statements and the knowledge obtained
in the audit, complies with the German legal requirements and
appropriately presents the opportunities and risks of future devel-
opment, as well as to issue an auditor's report that includes our
opinions on the annual financial statements and on the manage-
ment report.
Auditor's responsibilities for the audit of the
annual financial statements and the management
report
The Supervisory Board is responsible for overseeing the Compa-
ny's financial reporting process for the preparation of the annual
financial statements and of the management report.
Furthermore, management is responsible for the preparation of
the management report that, as a whole, provides an appropriate
view of the Company's position and is, in all material respects,
consistent with the annual financial statements, complies with
German legal requirements and appropriately presents the oppor-
tunities and risks of future development. In addition, manage-
ment is responsible for such arrangements and measures (sys-
tems) as management has considered necessary to enable the
preparation of a management report that is in accordance with
the applicable German legal requirements, and to be able to pro-
vide sufficient appropriate evidence for the assertions in the man-
agement report.
In preparing the annual financial statements, management is re-
sponsible for assessing the Company's ability to continue as a
going concern. It also has the responsibility for disclosing, as
applicable, matters related to going concern. In addition, it is
responsible for financial reporting based on the going concern
basis of accounting, provided no actual or legal circumstances
conflict therewith.
responsible for such internal control as it, in accordance with
German legally required accounting principles, has determined
necessary to enable the preparation of annual financial state-
ments that are free from material misstatement, whether due to
fraud or error.
23
Management is responsible for the preparation of the annual fi-
nancial statements that comply, in all material respects, with the
requirements of German commercial law applicable to business
corporations, and that the annual financial statements give a true
and fair view of the assets, liabilities, financial position and finan-
cial performance of the Company in compliance with German
legally required accounting principles. In addition, management is
Responsibilities of management and the Supervisory
Board for the annual financial statements and the
management report
Siemens Healthineers AG Annual financial statements 2019
Additional information - Independent Auditor's Report
If, based on the work we have performed, we conclude that there
is a material misstatement of this other information, we are re-
quired to report that fact. We have nothing to report in this re-
gard.
•
matters that may reasonably be thought to bear on our indepen-
dence and where applicable, the related safeguards.
Investor Relations: www.corporate.siemens-healthineers.com/investor-relations
Other legal and regulatory requirements
otherwise appears to be materially misstated.
Phone +49 9131 84-0
Germany
91052 Erlangen
Henkestraße 127
Siemens Healthineers AG
26
Press: www.siemens-healthineers.com/press-room
Internet: www.siemens-healthineers.com
To facilitate readability mainly the masculine form is used in this report. However, this always relates to male and female persons alike.
For technical reasons, there may be differences in formatting between the accounting records appearing in this document and those
published pursuant to legal requirements.
This document is an English language translation of the German document. In case of discrepancies, the German language document is
the sole authoritative version and supersedes the English translation.
Due to rounding, numbers presented throughout this and other documents may not add up precisely to the totals provided and per-
centages may not precisely reflect the absolute figures.
B.3 Further Information
From the matters communicated with those charged with gover-
nance, we determine those matters that were of most signifi-
cance in the audit of the annual financial statements of the cur-
rent period and are therefore the key audit matters. We describe
these matters in our auditor's report unless law or regulation pre-
cludes public disclosure about the matter.
Additional information - Further Information
25
[German Public Auditor]
Tropschug
Wirtschaftsprüferin
[German Public Auditor]
Spannagl
Wirtschaftsprüfer
Ernst & Young GmbH
Wirtschaftsprüfungsgesellschaft
Munich, November 25, 2019
German Public Auditor responsible for the engagement
The German Public Auditor responsible for the engagement is
Thomas Spannagl.
In addition to the financial statement audit, we have provided to
the Company or entities controlled by it the following services
that are not disclosed in the annual financial statements or in the
management report:
We declare that the opinions expressed in this auditor's report are
consistent with the additional report to the Audit Committee pur-
suant to Art. 11 of the EU Audit Regulation (long-form audit re-
port).
We were elected as auditor by the Annual Shareholders' Meeting
on February 5, 2019. We were engaged by the Supervisory Board
on February 25, 2019. We have been the auditor of Siemens
Healthineers AG without interruption since the short fiscal year
from December 1, 2017 to September 30, 2018.
Other attestation services include primarily attestation services re-
quired by law, contractually agreed or requested on a voluntary
basis.
In addition to auditing the statutory financial statements of
Siemens Healthineers AG, we performed the statutory audit of
the Siemens Healthineers' consolidated financial statements, au-
dits of financial statements of subsidiaries of Siemens
Healthineers AG, reviews of interim financial statements being in-
tegrated into the audit, project-accompanying IT audits and audit
services in connection with the implementation of new account-
ing standards.
Further information pursuant to Art. 10 of the EU Audit Regula-
tion
Siemens Healthineers AG Annual financial statements 2019
is materially inconsistent with the annual financial statements,
with the management report or our knowledge obtained in the
audit, or
21
•
Key audit matters in the audit of the annual financial
statements
We conducted our audit of the annual financial statements and of
the management report in accordance with Sec. 317 HGB and the
EU Audit Regulation (No 537/2014, referred to subsequently as
"EU Audit Regulation") and in compliance with German Generally
Accepted Standards for Financial Statement Audits promulgated
by the Institut der Wirtschaftsprüfer [Institute of Public Auditors in
Germany] (IDW). In conducting the audit of the annual financial
statements we also complied with International Standards on
Auditing (ISA). Our responsibilities under those requirements,
principles and standards are further described in the "Auditor's
responsibilities for the audit of the annual financial statements
and of the management report" section of our auditor's report.
We are independent of the Company in accordance with the re-
quirements of European law and German commercial and pro-
fessional law, and we have fulfilled our other German profession-
al responsibilities in accordance with these requirements. In
addition, in accordance with Art. 10 (2) f) of the EU Audit
Regulation, we declare that we have not provided non-audit
services prohibited under Art. 5 (1) of the EU Audit Regulation.
We believe that the audit evidence we have obtained is sufficient
and appropriate to provide a basis for our opinions on the annual
financial statements and on the management report.
Basis for the opinions
22
22
Pursuant to Sec. 322 (3) Sentence 1 HGB ["Handelsgesetzbuch":
German Commercial Code], we declare that our audit has not led
to any reservations relating to the legal compliance of the annual
financial statements and of the management report.
the accompanying management report as a whole provides an
appropriate view of the Company's position. In all material re-
spects, this management report is consistent with the annual
financial statements, complies with German legal require-
ments and appropriately presents the opportunities and risks
of future development. Our opinion on the management re-
port does not cover the content of the Corporate Governance
statement referred to above.
the accompanying annual financial statements comply, in all
material respects, with the requirements of German commer-
cial law applicable to business corporations and give a true and
fair view of the assets, liabilities and financial position of the
Company as of September 30, 2019 and of its financial perfor-
mance for the fiscal year from October 1, 2018 to September
30, 2019 in compliance with German legally required account-
ing principles, and
•
•
In our opinion, on the basis of the knowledge obtained in the
audit,
We have audited the annual financial statements of Siemens
Healthineers AG, Munich, which comprise the income statement
for the fiscal year from October 1, 2018 to September 30, 2019,
the balance sheet as of September 30, 2019 and the notes to the
financial statements, including the recognition and measurement
policies presented therein. In addition, we have audited the man-
agement report of Siemens Healthineers AG, which is combined
with the group management report for the fiscal year from
October 1, 2018 to September 30, 2019. In accordance with the
German legal requirements we have not audited the content of
chapter A.7.4 "Corporate Governance statement" of the Com-
bined Management Report, including chapter C.3.2 "Corporate
Governance statement pursuant to Sections 289f and 315d of the
German Commercial Code" of the Annual Report 2019 referred to
in chapter A.7.4 "Corporate Governance statement”.
Opinions
Report on the audit of the annual financial statements and of the
management report
Key audit matters are those matters that, in our professional
judgment, were of most significance in our audit of the annual
financial statements for the fiscal year from October 1, 2018 to
September 30, 2019. These matters were addressed in the con-
text of our audit of the annual financial statements as a whole,
and in forming our opinion thereon; we do not provide a separate
opinion on these matters.
To Siemens Healthineers AG, Munich
Siemens Healthineers AG Annual financial statements 2019
Additional information - Independent Auditor's Report
Dr. Christoph Zindel
Dr. Jochen Schmitz
Schmit
The Managing Board
Dr. Bernhard Montag
B. Monta
Siemens Healthineers AG
Munich, November 25, 2019
To the best of our knowledge, and in accordance with the applicable reporting principles, the Annual Financial Statements give a true
and fair view of the net assets, financial position and results of operations of the Company, and the Management Report for Siemens
Healthineers AG, which has been combined with the Group Management Report, includes a fair review of the development and perfor-
mance of the business and the position of the Company, together with a description of the material opportunities and risks associated
with the expected development of the Company.
Responsibility Statement
Siemens Healthineers AG Annual financial statements 2019
Additional information - Responsibility Statement
B.1
siemens-healthineers.com
B.2 Independent Auditor's Report
•
Below, we describe what we consider to be the key audit matters:
Reasons why the matter was determined to be a key audit matter: The
impairment test of non-current financial assets was a key audit
matter, as in particular shares in affiliated companies entail a
significant risk of material misstatement due to the materiality of
these assets as well as the judgment involved in assessing
whether there is objective evidence to indicate a lower net real-
izable value and permanent impairment. The valuations of non-
current financial assets also depend to a large extent on the as-
sessment of future cash inflows and the discount rate applied.
In connection with our audit, our responsibility is to read the oth-
er information and, in so doing, to consider whether the other in-
formation
Our opinions on the annual financial statements and on the man-
agement report do not cover the other information, and conse-
quently we do not express an opinion or any other form of assur-
ance conclusion thereon.
•Notes and forward-looking statements in chapter C.4 "Notes
and forward-looking statements" of the Annual Report 2019.
Corporate Governance in chapter C.3 "Corporate Governance"
of the Annual Report 2019, and
the Responsibility Statement in chapter C.1 "Responsibility
statement" of the Annual Report 2019,
the section "To our shareholders" in the Annual Report 2019,
the "Report of the Supervisory Board" in the Annual Report
2019,
the notes in chapter B.3 "Further Information" of the report
"Annual financial statements as of September 30, 2019",
the Responsibility Statement according to Sec. 264 (2) Sen-
tence 3 and Sec. 289 (1) Sentence 5 HGB in chapter B.1 "Re-
sponsibility Statement" of the report "Annual financial state-
ments as of September 30, 2019",
•
•
•
•
•
Impairment of non-current financial assets
•
The Supervisory Board is responsible for the Report of the Super-
visory Board in the Annual Report 2019. In all other respects,
management is responsible for the other information.
Other information
refer to chapter A.3.2 "Accounting policies and methods" and
chapter A.3.3 "Notes to the income statement", Note 6 "Income
taxes" and with respect to disclosures for deferred tax assets, refer
to chapter A.3.4 "Notes to the balance sheet", Note 10 "Deferred
tax assets" in the notes to the financial statements.
Reference to related disclosures: With regard to the recognition and
measurement policies applied in accounting for income taxes,
Our audit procedures did not lead to any reservations relating to
the accounting for uncertain tax positions and the assessment of
deferred taxes.
Auditor's response: With the assistance of internal tax specialists
who have knowledge of tax law, we examined the processes in-
stalled by management for the identification, recognition and
measurement of tax positions. In the course of our audit proce-
dures relating to uncertain tax positions, we evaluated whether
management's assessment of the tax implications of significant
business transactions or events in fiscal year 2019, which could
result in uncertain tax positions or influence the measurement of
existing uncertain tax positions, was in compliance with tax law.
In particular, this includes the tax implications arising from the
acquisition or disposal of company shares, corporate (intragroup)
restructuring activities, and cross-border matters, such as deter-
mining transfer prices. In order to assess measurement and com-
pleteness, we also obtained confirmations from external tax ad-
visors. Further, we evaluated management's assessments with
respect to the prospects of success of appeal and tax court pro-
ceedings by inquiring of the Siemens Healthineers tax depart-
ment and by considering current tax case law.
Reasons why the matter was determined to be a key audit matter: The
accounting for uncertain tax positions as well as deferred taxes
requires management to exercise considerable judgment and
make estimates and assumptions, and was therefore a key audit
matter. In particular, this relates to the measurement and
completeness of uncertain tax positions.
Uncertain tax positions and deferred taxes
Reference to related disclosures: With regard to the recognition and
measurement policies applied for the impairment of non-current
financial assets, refer to chapter A.3.2 "Accounting policies and
methods" in the notes to the financial statements.
Our audit procedures did not lead to any reservations relating to
the impairment of non-current financial assets.
Forecast accuracy was assessed on a sample basis using budget-
to-actual comparisons of historically forecast data with the actual
results. The parameters used to estimate net realizable value such
as the estimated growth rates and the weighted average cost of
capital rates were assessed by comparing them to publicly avail-
able market data and considering changes in significant assump-
tions, including future market conditions. We also performed sen-
sitivity analyses to assess the impairment risk in the case of a rea-
sonably possible change in one of the significant assumptions.
well as to the calculation of net realizable value. We assessed the
underlying valuation models for the determination of net real-
izable value in terms of methodology and reperformed the calcu-
lations with the assistance of internal valuation specialists. We
further obtained explanations from management regarding ma-
terial value drivers of the planning and examined whether the
budget reflects general and industry-specific market expectations.
Siemens Healthineers AG Annual financial statements 2019
Additional information - Independent Auditor's Report
Auditor's response: With regard to the lower net realizable values
calculated by management and its assessment as to whether an
impairment is expected to be permanent, we examined the un-
derlying processes related to the planning of future cash flows as
The other information, of which we received a version prior to is-
suing this auditor's report, includes:
Siemens Healthineers AG, 2019