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Registre de Commerce et des Sociétés Numéro RCS : B60814 Référence de dépôt : L170048418 Déposé et enregistré le 28/03/2017 RCSL Nr. : B60814 JMVDTNP20161109T16064201_001 Matricule : 1997 2217 320 eCDF entry date : 27/03/2017 BALANCE SHEET Financial year from 01 01/09/2015 to 02 31/08/2016 (in 03 EUR ) FERRERO INTERNATIONAL S.A. Rue de Trèves (Findel Business Center) L-2632 Findel ASSETS A. Subscribed capital unpaid 1101 I. Subscribed capital not called 1103 II. Subscribed capital called but unpaid 1105 B. Formation expenses 1107 C. Fixed assets 1109 I. Intangible fixed assets 1111 1. Research and development costs 1113 2. Concessions, patents, licences, trade marks and similar rights and assets, if they were 1115 a) acquired for valuable consideration and need not be shown under C.I.3 1117 b) created by the undertaking itself 1119 3. Goodwill, to the extent that it was acquired for valuable consideration 1121 4. Payments on account and intangible fixed assets under development 1123 II. Tangible fixed assets 1125 1. Land and buildings 1127 2. Plant and machinery 1129 Reference(s) 101 103 105 107 109 3 111 113 115 117 119 121 123 125 3 127 129 Current year 102 104 106 108 5.255.185.511,00 110 59.213.106,00 112 114 Previous year 4.567.931.264,00
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2. Concessions, patents, licences, trade marks and similar rights and assets, if they were 1115 a) acquired for valuable consideration and need not be shown under C.I.3 1117 b) created by the undertaking itself 1119 3. Goodwill, to the extent that it was acquired for valuable consideration 1121 4. Payments on account and intangible fixed assets under development 1123 II. Tangible fixed assets 1125 1. Land and buildings 1127 2. Plant and machinery 1129 Reference(s) 101 103 105 107 109 3 111 113 115 117 119 121 123 125 3 127 129 Current year 102 104 106 108 5.255.185.511,00 110 59.213.106,00 112 114 Previous year 4.567.931.264,00 8.010.125,00 59.213.106,00 116 8.010.125,00 59.213.106,00 118 120 8.010.125,00 122 124 6.127.641,00 126 3.691.292,00 128 130 7.503.826,00 4.781.727,00 The notes in the annex form an integral part of the annual accounts RCSL Nr. : B60814 3. Other fixtures and fittings, tools and equipment 1131 4. Payments on account and tangible fixed assets under development 1133 III. Financial fixed assets 1135 1. Shares in affiliated undertakings 1137 2. Amounts owed by affiliated undertakings 1139 3. Shares in undertakings with which the undertaking is linked by virtue of participating interests 1141 4. Amounts owed by undertakings with which the undertaking is linked by virtue of participating interests
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8.010.125,00 59.213.106,00 116 8.010.125,00 59.213.106,00 118 120 8.010.125,00 122 124 6.127.641,00 126 3.691.292,00 128 130 7.503.826,00 4.781.727,00 The notes in the annex form an integral part of the annual accounts RCSL Nr. : B60814 3. Other fixtures and fittings, tools and equipment 1131 4. Payments on account and tangible fixed assets under development 1133 III. Financial fixed assets 1135 1. Shares in affiliated undertakings 1137 2. Amounts owed by affiliated undertakings 1139 3. Shares in undertakings with which the undertaking is linked by virtue of participating interests 1141 4. Amounts owed by undertakings with which the undertaking is linked by virtue of participating interests 1143 5. Securities and other financial instruments held as fixed assets 1145 6. Loans and claims held as fixed assets 1147 7. Own shares or own corporate units 1149 D. Current assets 1151 I. Inventories 1153 1. Raw materials and consumables 1155 2. Work and contracts in progress 1157 3. Finished goods and merchandise 1159 4. Payments on account 1161 II. Debtors 1163 1. Trade receivables 1165 a) becoming due and payable within one year 1167 b) becoming due and payable after more than one year 1169 2. Amounts owed by affiliated undertakings 1171 a) becoming due and payable within one year 1173 b) becoming due and payable after more than one year 1175 3. Amounts owed by undertakings with which
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1143 5. Securities and other financial instruments held as fixed assets 1145 6. Loans and claims held as fixed assets 1147 7. Own shares or own corporate units 1149 D. Current assets 1151 I. Inventories 1153 1. Raw materials and consumables 1155 2. Work and contracts in progress 1157 3. Finished goods and merchandise 1159 4. Payments on account 1161 II. Debtors 1163 1. Trade receivables 1165 a) becoming due and payable within one year 1167 b) becoming due and payable after more than one year 1169 2. Amounts owed by affiliated undertakings 1171 a) becoming due and payable within one year 1173 b) becoming due and payable after more than one year 1175 3. Amounts owed by undertakings with which the undertaking is linked by virtue of participating interests 1177 a) becoming due and payable within one year 1179 b) becoming due and payable after more than one year 1181 Reference(s) 3 131 133 135 4 137 5 139 141 143 145 147 149 151 153 155 157 159 161 163 165 167 169 171 6 173 175 177 179 181 JMVDTNP20161109T16064201_001 Matricule : 1997 2217 320 Current year 2.433.037,00 132 Previous year 2.722.099,00 3.312,00 134 5.189.844.764,00 136 1.976.794.017,00 138 3.212.621.945,00 140 4.552.417.313,00 1.620.505.927,00 2.931.565
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Income from financial fixed assets 1715 a) derived from affiliated undertakings 1717 b) other income from participating interests 1719 7. Income from financial current assets 1721 a) derived from affiliated undertakings 1723 b) other income from financial current assets 1725 8. Other interest and other financial income 1727 a) derived from affiliated undertakings 1729 b) other interest and similar financial income 1731 9. Share of profits of undertakings accounted for under the equity method 1745 10. Extraordinary income 1733 13. Loss for the financial year 1735 Reference(s) 16 701 703 705 707 709 711 713 17 715 717 719 721 723 725 727 729 731 745 733 735 Current year 178.293.608,00 702 Previous year 140.312.416,00 704 706 708 710 712 9.706.150,00 714 511.122.904,00 716 511.122.904,00 718 720 3.678.238,00 722 1.489.174,00 724 2.189.064,00 726 728 730 732 479.100,00 842.838.969,00 842.838.969,00 15.009.587,00 13.892.631,00 1.116.956,00 746 734 0,00 736 0,00 TOTAL INCOME 737 702.800.900,00 738 998.640.072,00 The notes in the annex form an integral part of the annual accounts Registre de Commerce et des Sociétés Numéro RCS : B60814 Référence de dépôt : L170048418 Déposé le 28/03/2017
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34 1635 15 635 18.885.734,00 636 1637 637 -306.064,00 638 544.260,00 1639 639 280.307.995,00 640 465.304.056,00 TOTAL CHARGES 641 702.800.900,00 642 998.640.072,00 The notes in the annex form an integral part of the annual accounts RCSL Nr. : B60814 Matricule : 1997 2217 320 B. INCOME 1. Net turnover 1701 2. Change in inventories of finished goods and of work and contracts in progress 1703 3. Fixed assets under development 1705 4. Reversal of value adjustments 1707 a) on formation expenses and on tangible and intangible fixed assets 1709 b) on current assets 1711 5. Other operating income 1713 6. Income from financial fixed assets 1715 a) derived from affiliated undertakings 1717 b) other income from participating interests 1719 7. Income from financial current assets 1721 a) derived from affiliated undertakings 1723 b) other income from financial current assets 1725 8. Other interest and other financial income 1727 a) derived from affiliated undertakings 1729 b) other interest and similar financial income 1731 9. Share of profits of undertakings accounted for under the equity method 1745 10. Extraordinary income 1733 13. Loss for the financial year 1735 Reference(s) 16 701 703 705 707 709 711 713 17 715 717 719 721 723 725 727 729 731 745 733 735 Current year 178.293.608,00 702 Previous year 140.312.416,00
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Registre de Commerce et des Sociétés B60814 - L160057573 déposé le 07/04/2016 Dépôt rectificatif du dépôt initial L1649459 déposé le 22 mars 2016 Nom de la Société : Siège Social : N° du registre de Commerce : FERRERO INTERNATIONAL S.A. Findel Business Center ­ Complexe B, rue de Trèves, L-2632 Findel B 60814 Les comptes annuels consolidés au : 31 août 2015 Ont été déposés au registre de commerce et des sociétés. Pour mention aux fins de publication au Mémorial, Recueil des Sociétés et Associations. Registre de Commerce et des Sociétés B60814 - L160057573 enregistré et déposé le 07/04/2016 FERRERO INTERNATIONAL S.A. Société Anonyme Consolidated Financial Statements As of and for the year ended August 31, 2015 together with Report of the Réviseur d'Entreprises Agréé Consolidated Financial Statements FERRERO INTERNATIONAL S.A. As of and for the year ended August 31, 2015 (amounts in thousands of Euro, unless differently stated) Table of Contents Pages Directors' Report 3 Consolidated Balance Sheet 8 Consolidated Income Statement 10 Consolidated Statement of Other Comprehensive Income 11 Consolidated Statement of Changes in Equity 12 Consolidated Cash Flow Statement 14 Notes to the Consolidated Financial Statements 15 Report of the Réviseur d'Entreprises Agréé 57 Attachment: Annex I : List of investments in consolidated subsidiaries 59 1 Consolidated Financial Statements FERRERO INTERNATIONAL S.A. As of and for the year ended August 31, 2015 (amounts in thousands of Euro, unless differently stated) Index to the Notes to the Consolidated Financial Statements Pages
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together with Report of the Réviseur d'Entreprises Agréé Consolidated Financial Statements FERRERO INTERNATIONAL S.A. As of and for the year ended August 31, 2015 (amounts in thousands of Euro, unless differently stated) Table of Contents Pages Directors' Report 3 Consolidated Balance Sheet 8 Consolidated Income Statement 10 Consolidated Statement of Other Comprehensive Income 11 Consolidated Statement of Changes in Equity 12 Consolidated Cash Flow Statement 14 Notes to the Consolidated Financial Statements 15 Report of the Réviseur d'Entreprises Agréé 57 Attachment: Annex I : List of investments in consolidated subsidiaries 59 1 Consolidated Financial Statements FERRERO INTERNATIONAL S.A. As of and for the year ended August 31, 2015 (amounts in thousands of Euro, unless differently stated) Index to the Notes to the Consolidated Financial Statements Pages 1. General information 15 2. Basis of presentation 15 3. New and revised Standards IAS/IFRS 16 4. Format and content of the Consolidated Financial Statements 19 5. Consolidation principles and accounting policies 20 6. Critical accounting judgements and key sources of estimation uncertainty 32 7. Risk Management 35 8. Business Combinations 37 9. Net sales 38 10. Other revenues 38 11. Cost of revenues 38 12. Taxation 39 13. Property, plant and equipment 41 14. Intangible assets 42 15. Biological assets 43 16. Investments and securities 43 17. Other non-current financial assets 44 18. Inventory 44 19. Trade and other commercial receivables 45 20. Other current receivables 46 21. Bonds and current securities 46 22. Financial derivatives 47 23. Issued capital and Shareholders'
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1. General information 15 2. Basis of presentation 15 3. New and revised Standards IAS/IFRS 16 4. Format and content of the Consolidated Financial Statements 19 5. Consolidation principles and accounting policies 20 6. Critical accounting judgements and key sources of estimation uncertainty 32 7. Risk Management 35 8. Business Combinations 37 9. Net sales 38 10. Other revenues 38 11. Cost of revenues 38 12. Taxation 39 13. Property, plant and equipment 41 14. Intangible assets 42 15. Biological assets 43 16. Investments and securities 43 17. Other non-current financial assets 44 18. Inventory 44 19. Trade and other commercial receivables 45 20. Other current receivables 46 21. Bonds and current securities 46 22. Financial derivatives 47 23. Issued capital and Shareholders' equity 47 24. Minority Interest 48 25. Employee benefit plans 49 26. Provisions 51 27. Banks and financial liabilities 52 28. Debt owed to Shareholders 52 29. Trade and other current payables 53 30. Transactions with related parties 55 31. Cash and cash equivalents 55 32. Commitments and guarantees 55 33. Events after the balance sheet date 56 34. Approval of Consolidated Financial Statements 56 2 Consolidated Financial Statements FERRERO INTERNATIONAL S.A. As of and for the year ended August 31, 2015 (amounts in thousands of Euro, unless differently stated) DIRECTORS' REPORT To the Shareholders of Ferrero International S.A. The consolidated financial statements of the Ferrero Group for the year ended August 31, 2015 have been prepared in accordance with International Financial Reporting Standards ("IFRS"), as supplemented by the interpretations provided by the International Accounting Standards Board ("IASB") and the International Financial Reporting Interpretation Committee ("IF
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equity 47 24. Minority Interest 48 25. Employee benefit plans 49 26. Provisions 51 27. Banks and financial liabilities 52 28. Debt owed to Shareholders 52 29. Trade and other current payables 53 30. Transactions with related parties 55 31. Cash and cash equivalents 55 32. Commitments and guarantees 55 33. Events after the balance sheet date 56 34. Approval of Consolidated Financial Statements 56 2 Consolidated Financial Statements FERRERO INTERNATIONAL S.A. As of and for the year ended August 31, 2015 (amounts in thousands of Euro, unless differently stated) DIRECTORS' REPORT To the Shareholders of Ferrero International S.A. The consolidated financial statements of the Ferrero Group for the year ended August 31, 2015 have been prepared in accordance with International Financial Reporting Standards ("IFRS"), as supplemented by the interpretations provided by the International Accounting Standards Board ("IASB") and the International Financial Reporting Interpretation Committee ("IFRIC"), and endorsed by the European Union. Below, we highlight the main aspects of the macroeconomic environment, supplemented by key highlights about the Group's operating performance, both past and future. Macroeconomic background The central theme of the economic scenario occurred in 2014/2015 was the differential between the growth in the United States and other advanced countries, which gave rise to totally different monetary policies and a willingness to strengthen the dollar. In this context, there was the collapse in oil prices and the crisis in emerging countries. The outlook of the global economy was affected by numerous sources of tension, such as the expectation of rising interest rates in the United States, the slowdown in economic activity in China and the connected impact on emerging countries as well as financial markets, the outcome of the crisis in Greece and the trend in the price of oil. During the first few months of 2015, economic data turned out to be slightly better than forecasted in Europe, but worse in the United States and Asia. Overall, the world economy has not shown any tendency to shift towards more sustained growth rates yet, despite of the loose financial conditions in advanced countries. The stimulus generated by the monetary policy measures introduced between June and September last year was considered insufficient by the European Central Bank ("
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Unipersonale Korvella Gida Sanayi Ve Di Tic. A.. (*) Oltan Boyer Sas Oltan Grout Ltd Oltan Gida Maddeleri Ihracat Ithalat Ve Ticaret A.S. SO.RE.MO. S.A.M. Soremartec Fontvieille S.A.M. Soremartec Italia S.r.l. Thorntons plc (**) Australia Bulgaria Georgia Serbia South Africa Italy Germany Italy The Netherlands Canada Czech Republic Croatia Germany Ecuador France Kazakhstan Colombia Hungary Malaysia Germany Belgium Germany Germany Austria Poland Poland Italy Romania Russia Sweden Switzerland Greece Luxembourg Ukraine Chile South Africa Cameroon Italy Turkey France United Kingdom Turkey Monaco Monaco Italy United Kingdom Sydney Plovdiv Tbilisi Belgrade Houghton Alba Stadtallendorf Alba Breda Toronto Prague Zagreb Frankfurt Quito M.S. Aignan Almaty Bogotà Budapest Kuala Lumpur Frankfurt Bruxelles Stadtallendorf Stadtallendorf Innsbruck Warsaw Warsaw Alba Bucarest Moscow Malmö Zug Chalandri Findel Kiev Curico Walkerville, Gauteng Yaoundé Alba Istanbul Bordeaux Sawbridgeworth Trabzon Monaco Monaco Alba Alfreton 100% 100% 100% 100% 100% 51% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 99.99% 100% 100% 100% 100% 100% 99.90% 99.99% 100% 93% Joint Ventures: Stelliferi & Itavex srl (***) Italy Caprarola 49.90% (*) During year 2014/2015 Korvella Gida Sanayi Ve Di Tic. A.. merged into Oltan Gida Maddeleri Ihracat Ithalat Ve Ticaret A.S. (**) Thorntons plc is consolidated at 100% considering the option on the residual 7% of the share capital. (***) Consolidated under Equity Method 60
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a.s. Ferrero Kazakhstan Limited Liability Partnership Ferrero Latin America Developing Markets S.A.S. Ferrero Magyarorszag Kft. Ferrero Malaysia Sdn. Bhd. Ferrero MSC G.m.b.H. & Co KG. Ferrero N.V. / S.A. Ferrero Nahrungs- und Genußmittel G.m.b.H. Ferrero O.H.G.m.b.H. Ferrero Österreich Handels G.m.b.H. Ferrero Polska Sp.zo.o. Ferrero Polska Commercial Sp.zo.o. Ferrero Pubbliregia S.r.l. Ferrero Romania S.r.l. Ferrero Russia CJSC Ferrero Scandinavia A.B. Ferrero Schweiz A.G. Ferrero SpA Greece Single-Partner Limited Liability Company Ferrero Trading Lux. S.A. Ferrero Ukraine T.o.v. Fruticola Agrichile S.A. Imsofer Manufacturing SA (Proprietary) Limited Imsofer S.A. Korvella Italia srl Unipersonale Korvella Gida Sanayi Ve Di Tic. A.. (*) Oltan Boyer Sas Oltan Grout Ltd Oltan Gida Maddeleri Ihracat Ithalat Ve Ticaret A.S. SO.RE.MO. S.A.M. Soremartec Fontvieille S.A.M. Soremartec Italia S.r.l. Thorntons plc (**) Australia Bulgaria Georgia Serbia South Africa Italy Germany Italy The Netherlands Canada Czech Republic Croatia Germany Ecuador France Kazakhstan Colombia Hungary Malaysia Germany Belgium Germany Germany Austria Poland Poland Italy Romania Russia Sweden Switzerland Greece Luxembourg Ukraine Chile South Africa Cameroon Italy Turkey France United Kingdom Turkey Monaco Monaco Italy United Kingdom Sydney Plovdiv Tbilisi Belgrade Houghton Alba Stadtallendorf Alba Breda Toronto Prague Zagreb Frankfurt Quito M.S. Aignan Almaty Bogotà Budapest Kuala Lumpur Frankfurt Bruxelles Stadtallendorf Stadtallendorf Innsbruck Warsaw Warsaw Alba Bucarest Moscow Malmö Zug Chalandri
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Registre de Commerce et des Sociétés B60814 - L150007908 déposé le 14/01/2015 MENTION Dénomination / Raison sociale de la Société : FERRERO INTERNATIONAL S.A. Siège Social : Findel Business Center, Complexe B, L-2632 Luxembourg Numéro d'immatriculation au registre de commerce et des sociétés : B 60814 Les comptes annuels au : 31 août 2014 Ont été enregistrés et déposés au registre de commerce et des sociétés. Pour mention aux fins de publication au Mémorial, Recueil des Sociétés et Associations. Registre de Commerce et des Sociétés B60814 - L150007908 enregistré et déposé le 14/01/2015 RCSL Nr. : B60814 Matricule : 1997 2217 320 BALANCE SHEET Financial year from 01 01/09/2013 to 02 31/08/2014 (in 03 EUR ) FERRERO INTERNATIONAL S.A. Rue de Trèves (Findel Business Center) L-2632 Findel ASSETS A. Subscribed capital unpaid 1101 I. Subscribed capital not called 1103 II. Subscribed capital called but unpaid 1105 B. Formation expenses 1107 C. Fixed assets 1109 I. Intangible fixed assets 1111 1. Research and development costs 1113 2. Concessions, patents, licences, trade marks and similar rights and assets, if they were 1115 a) acquired for valuable consideration and need not be shown under C.I.3 1117 b) created by the undertaking itself 1119 3. Goodwill, to the extent that it was acquired for valuable consideration 1121 4. Payments on account and intangible fixed assets under development 1123 II. Tangible
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03 EUR ) FERRERO INTERNATIONAL S.A. Rue de Trèves (Findel Business Center) L-2632 Findel ASSETS A. Subscribed capital unpaid 1101 I. Subscribed capital not called 1103 II. Subscribed capital called but unpaid 1105 B. Formation expenses 1107 C. Fixed assets 1109 I. Intangible fixed assets 1111 1. Research and development costs 1113 2. Concessions, patents, licences, trade marks and similar rights and assets, if they were 1115 a) acquired for valuable consideration and need not be shown under C.I.3 1117 b) created by the undertaking itself 1119 3. Goodwill, to the extent that it was acquired for valuable consideration 1121 4. Payments on account and intangible fixed assets under development 1123 II. Tangible fixed assets 1125 1. Land and buildings 1127 2. Plant and machinery 1129 Reference(s) 101 103 105 107 109 3 111 113 115 117 119 121 123 125 3 127 129 Current year 102 104 106 108 4.619.931.664,00 110 4.265.457,00 112 114 Previous year 4.015.336.157,00 3.201.734,00 4.265.457,00 116 3.201.734,00 4.265.457,00 118 120 3.201.734,00 122 124 6.602.082,00 126 4.429.415,00 128 130 7.017.088,00 4.765.904,00 The notes in the annex form an integral part of the annual accounts RCSL Nr. : B60814 Matricule : 1997
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fixed assets 1125 1. Land and buildings 1127 2. Plant and machinery 1129 Reference(s) 101 103 105 107 109 3 111 113 115 117 119 121 123 125 3 127 129 Current year 102 104 106 108 4.619.931.664,00 110 4.265.457,00 112 114 Previous year 4.015.336.157,00 3.201.734,00 4.265.457,00 116 3.201.734,00 4.265.457,00 118 120 3.201.734,00 122 124 6.602.082,00 126 4.429.415,00 128 130 7.017.088,00 4.765.904,00 The notes in the annex form an integral part of the annual accounts RCSL Nr. : B60814 Matricule : 1997 2217 320 3. Other fixtures and fittings, tools and equipment 1131 4. Payments on account and tangible fixed assets under development 1133 III. Financial fixed assets 1135 1. Shares in affiliated undertakings 1137 2. Amounts owed by affiliated undertakings 1139 3. Shares in undertakings with which the company is linked by virtue of participating interests 1141 4. Amounts owed by undertakings with which the company is linked by virtue of participating interests 1143 5. Securities held as fixed assets 1145 6. Loans and claims held as fixed assets 1147 7. Own shares or own corporate units 1149 D. Current assets 1151 I. Inventories 1153 1. Raw materials and consumables 1155 2. Work and contracts in progress 1157 3. Finished goods and merchandise 1159 4.
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2217 320 3. Other fixtures and fittings, tools and equipment 1131 4. Payments on account and tangible fixed assets under development 1133 III. Financial fixed assets 1135 1. Shares in affiliated undertakings 1137 2. Amounts owed by affiliated undertakings 1139 3. Shares in undertakings with which the company is linked by virtue of participating interests 1141 4. Amounts owed by undertakings with which the company is linked by virtue of participating interests 1143 5. Securities held as fixed assets 1145 6. Loans and claims held as fixed assets 1147 7. Own shares or own corporate units 1149 D. Current assets 1151 I. Inventories 1153 1. Raw materials and consumables 1155 2. Work and contracts in progress 1157 3. Finished goods and merchandise 1159 4. Payments on account 1161 II. Debtors 1163 1. Trade receivables 1165 a) becoming due and payable within one year 1167 b) becoming due and payable after more than one year 1169 2. Amounts owed by affiliated undertakings 1171 a) becoming due and payable within one year 1173 b) becoming due and payable after more than one year 1175 3. Amounts owed by undertakings with which the company is linked by virtue of participating interests 1177 a) becoming due and payable within one year 1179 b) becoming due and payable after more than one year 1181 4. Other receivables 1183 a) becoming due and payable within one year 1185 Reference(s) 3 131 133 135 4 137 5 139 141 143 145
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goods and of work and contracts in progress 1703 3. Fixed assets under development 1705 4. Reversal of value adjustments 1707 a) on formation expenses and on tangible and intangible fixed assets 1709 b) on current assets 1711 5. Other operating income 1713 6. Income from financial fixed assets 1715 a) derived from affiliated undertakings 1717 b) other income from participating interests 1719 7. Income from financial current assets 1721 a) derived from affiliated undertakings 1723 b) other income from financial current assets 1725 8. Other interest and other financial income 1727 a) derived from affiliated undertakings 1729 b) other interest and similar financial income 1731 9. Extraordinary income 1733 12. Loss for the financial year 1735 Reference(s) 16 701 703 705 707 709 711 713 4-5-17 715 717 719 721 723 725 727 729 731 733 735 Current year 125.957.349,00 702 Previous year 117.736.975,00 704 706 708 710 712 4.665.741,00 714 1.014.816.941,00 716 1.014.816.941,00 718 720 1.320.851,00 722 1.176.657,00 724 144.194,00 726 728 730 732 734 0,00 736 2.723.213,00 512.864.546,00 512.864.546,00 2.850.426,00 1.781.167,00 1.069.259,00 0,00 TOTAL INCOME 737 1.146.760.882,00 738 636.175.160,00 The notes in the annex form an integral part of the annual accounts
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66.891,00 106.977,00 91.859.914,00 The notes in the annex form an integral part of the annual accounts 10. Income tax 11. Other taxes not included in the previous caption 12. Profit for the financial year RCSL Nr. : B60814 Reference(s) 1635 15 635 1637 15 637 1639 639 Matricule : 1997 2217 320 Current year Previous year 636 2.143.727,00 638 826.896.335,00 640 357.555.005,00 TOTAL CHARGES 641 1.146.760.882,00 642 636.175.160,00 The notes in the annex form an integral part of the annual accounts RCSL Nr. : B60814 Matricule : 1997 2217 320 B. INCOME 1. Net turnover 1701 2. Change in inventories of finished goods and of work and contracts in progress 1703 3. Fixed assets under development 1705 4. Reversal of value adjustments 1707 a) on formation expenses and on tangible and intangible fixed assets 1709 b) on current assets 1711 5. Other operating income 1713 6. Income from financial fixed assets 1715 a) derived from affiliated undertakings 1717 b) other income from participating interests 1719 7. Income from financial current assets 1721 a) derived from affiliated undertakings 1723 b) other income from financial current assets 1725 8. Other interest and other financial income 1727 a) derived from affiliated undertakings 1729 b) other interest and similar financial income 1731 9. Extraordinary income 1733 12. Loss for the financial year 1735 Reference(s) 16 701 703 705 707 709 711 713 4-5-17
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Registre de Commerce et des Sociétés Numéro RCS : B135944 Référence de dépôt : L170164949 Déposé et enregistré le 07/08/2017 RCSL Nr. : B135944 VBHSCZP20170616T13500401_001 Matricule : 2007 2471 483 eCDF entry date : 16/06/2017 BALANCE SHEET Financial year from 01 01/01/2016 to 02 31/12/2016 (in 03 EUR ) B&S Holding S.à r.l. 18, place Bleech L-7610 Larochette ASSETS Reference(s) A. Subscribed capital unpaid 1101 101 I. Subscribed capital not called 1103 103 II. Subscribed capital called but unpaid 1105 105 B. Formation expenses 1107 107 C. Fixed assets 1109 109 I. Intangible assets 1111 111 1. Costs of development 1113 113 2. Concessions, patents, licences, trade marks and similar rights and assets, if they were 1115 115 a) acquired for valuable consideration and need not be shown under C.I.3 1117 117 b) created by the undertaking itself 1119 119 3. Goodwill, to the extent that it was acquired for valuable consideration 1121 121 4. Payments on account and intangible assets under development 1123 123 II. Tangible assets 1125 125 1. Land and buildings 1127 127 2. Plant and machinery 1129 129 Current year 0,00 102 0,00 104 0,00 106 0,00 108 171.809.641,04 110 0,00 112 0,00 114 Previous year 0,00 0,00 0,00 0
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1111 111 1. Costs of development 1113 113 2. Concessions, patents, licences, trade marks and similar rights and assets, if they were 1115 115 a) acquired for valuable consideration and need not be shown under C.I.3 1117 117 b) created by the undertaking itself 1119 119 3. Goodwill, to the extent that it was acquired for valuable consideration 1121 121 4. Payments on account and intangible assets under development 1123 123 II. Tangible assets 1125 125 1. Land and buildings 1127 127 2. Plant and machinery 1129 129 Current year 0,00 102 0,00 104 0,00 106 0,00 108 171.809.641,04 110 0,00 112 0,00 114 Previous year 0,00 0,00 0,00 0,00 140.944.972,39 0,00 0,00 0,00 116 0,00 0,00 118 0,00 120 0,00 0,00 0,00 122 0,00 0,00 124 0,00 126 0,00 128 0,00 130 0,00 0,00 0,00 0,00 The notes in the annex form an integral part of the annual accounts RCSL Nr. : B135944 Reference(s) 3. Other fixtures and fittings, tools and equipment 1131 131 4. Payments on account and tangible assets in the course of construction 1133 133 III. Financial assets 1135 135 1. Shares in affiliated undertakings 1137 137 2. Loans to affiliated undertakings 1139 139 3. Participating interests 1141 141 4. Loans to undertakings with which the undertaking is linked by virtue of participating interests
1
200003882_2
200003882
,00 140.944.972,39 0,00 0,00 0,00 116 0,00 0,00 118 0,00 120 0,00 0,00 0,00 122 0,00 0,00 124 0,00 126 0,00 128 0,00 130 0,00 0,00 0,00 0,00 The notes in the annex form an integral part of the annual accounts RCSL Nr. : B135944 Reference(s) 3. Other fixtures and fittings, tools and equipment 1131 131 4. Payments on account and tangible assets in the course of construction 1133 133 III. Financial assets 1135 135 1. Shares in affiliated undertakings 1137 137 2. Loans to affiliated undertakings 1139 139 3. Participating interests 1141 141 4. Loans to undertakings with which the undertaking is linked by virtue of participating interests 1143 143 5. Investments held as fixed assets 1145 145 6. Other loans 1147 147 D. Current assets 1151 151 I. Stocks 1153 153 1. Raw materials and consumables 1155 155 2. Work in progress 1157 157 3. Finished goods and goods for resale 1159 159 4. Payments on account 1161 161 II. Debtors 1163 163 1. Trade debtors 1165 165 a) becoming due and payable within one year 1167 167 b) becoming due and payable after more than one year 1169 169 2. Amounts owed by affiliated undertakings 1171 171 a) becoming due and payable within one year 1173 173 b) becoming due and payable after more than one year 1175
1
200003882_3
200003882
1143 143 5. Investments held as fixed assets 1145 145 6. Other loans 1147 147 D. Current assets 1151 151 I. Stocks 1153 153 1. Raw materials and consumables 1155 155 2. Work in progress 1157 157 3. Finished goods and goods for resale 1159 159 4. Payments on account 1161 161 II. Debtors 1163 163 1. Trade debtors 1165 165 a) becoming due and payable within one year 1167 167 b) becoming due and payable after more than one year 1169 169 2. Amounts owed by affiliated undertakings 1171 171 a) becoming due and payable within one year 1173 173 b) becoming due and payable after more than one year 1175 175 3. Amounts owed by undertakings with which the undertaking is linked by virtue of participating interests 1177 177 a) becoming due and payable within one year 1179 179 b) becoming due and payable after more than one year 1181 181 4. Other debtors 1183 183 a) becoming due and payable within one year 1185 185 b) becoming due and payable after more than one year 1187 187 VBHSCZP20170616T13500401_001 Matricule : 2007 2471 483 Current year Previous year 132 134 171.809.641,04 136 171.809.641,04 138 0,00 140 0,00 142 140.944.972,39 140.944.972,39 0,00 0,00 0,00 144 0,00 146 0,00 148 31.887.742,88 152 0,00 154
1
200003882_b0
200003882
ation of members of the Board of Directors and Supervisory Board The remuneration of members of the Board of Directors and Supervisory Board charged to the Group result amounted to: 2016 2015 Board of Managers Supervisory Board 3,349 1 198 3,547 Profit appropriation according to the Articles of Association 2,731 184 2,915 The Articles of Incorporation, as stipulated in Articles 19 and 20, can be summarized as follows: The Company may make distributions from the distributable profit to the shareholders, only insofar as its equity exceeds the capital increased by the reserves that must be maintained by law. Profit will be distributed after adoption of the annual accounts evidencing that such distribution is permitted. When calculating the appropriation of the profit, the shares held by the Company in its own capital will not be counted, unless those shares are encumbered with a pledge and the pledgee is entitled to the profit. A distribution can be made only by resolution of the General Meeting. The Company may make interim distributions only if the requirements stated here have been met. Proposed appropriation of the result for 2016 An amount of 43,525,000 has been distributed during the year as interim dividend and the remaining amount of 12,744,000 will be added to the reserves. This proposed appropriation has not been accounted for in the annual accounts. The financial statements do not yet reflect this proposal. Profit appropriation 2015 The 2015 financial statements were approved during the General Meeting on 18 March 2016. The General Meeting approved the proposed profit appropriation. B&S Holding S.àr.l. Annual Report 2016 114 Larochette, G.D. Luxembourg, 17 February 2017 Board of Managers Supervisory Board Lebaras Holding S.àr.l. Represented by J.B. Meulman, CEO Lebaras Holding S.àr.l Represented by B.L.M. Schreuders W.A. Blijdorp P.N.S. Luttjehuizen G. van Laar, CFO B.L.M. Schreuders J. Rotteveel B&S Holding S.àr.l. Annual Report 2016 115
1
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200003882
flow from financing activities (39,794) Net cash flow 4,748 Cash and cash equivalents: Balance as at 1 January Balance from change in consolidation Balance from acquired companies Movement Balance as at 31 December 8,166 - 300 4,748 13,214 2015 1,315,356 (1,301,968) 13,388 (3,039) (4,399) 229 (7,209) 6,179 (5,082) 100 2,420 16 (2,546) (6,044) (350) (433) 1,000 (800) 3,200 (23,500) (1,140) 15,791 8,632 (3,644) (11) 7,878 299 (11) 8,166 B&S Holding S.àr.l. Annual Report 2016 112 Other Information B&S Holding S.àr.l. Annual Report 2016 113 Other notes Remuneration of members of the Board of Directors and Supervisory Board The remuneration of members of the Board of Directors and Supervisory Board charged to the Group result amounted to: 2016 2015 Board of Managers Supervisory Board 3,349 1 198 3,547 Profit appropriation according to the Articles of Association 2,731 184 2,915 The Articles of Incorporation, as stipulated in Articles 19 and 20, can be summarized as follows: The Company may make distributions from the distributable profit to the shareholders, only insofar as its equity exceeds the capital increased by the reserves that must be maintained by law. Profit will be distributed after adoption of the annual accounts evidencing that such distribution is permitted. When calculating the appropriation of the profit, the shares held by the Company in its own capital will not be counted, unless those shares are encumbered with a pledge and the pledgee is entitled to the profit. A distribution can be made only by resolution of the General Meeting. The Company may make interim distributions only if the requirements stated here have been met. Proposed appropriation of the result for 2016 An amount
1
200003883_0
200003883
Registre de Commerce et des Sociétés Numéro RCS : B135944 Référence de dépôt : L160232280 Déposé et enregistré le 08/12/2016 RCSL Nr. : B135944 Matricule : 2007 2471 483 ABRIDGED BALANCE SHEET Financial year from 01 01/01/2015 to 02 31/12/2015 (in 03 EUR ) B&S Holding S.à r.l. 18, place Bleech L-7610 Larochette ASSETS Reference(s) A. Subscribed capital unpaid 1101 101 I. Subscribed capital not called 1103 103 II. Subscribed capital called but unpaid 1105 105 B. Formation expenses 1107 107 C. Fixed assets 1109 109 I. Intangible fixed assets 1111 111 II. Tangible fixed assets 1125 125 III. Financial fixed assets 1135 135 D. Current assets 1151 151 I. Inventories 1153 153 II. Debtors 1163 163 a) becoming due and payable within one year 1203 203 b) becoming due and payable after more than one year 1205 205 III. Transferable securities and other financial instruments 1189 189 IV. Cash at bank, cash in postal cheque accounts, cheques and cash in hand 1197 197 E. Prepayments 1199 199 Current year 0,00 102 0,00 104 0,00 106 0,00 108 140.996.245,27 110 0,00 112 0,00 126 140.996.245,27 136 44.278.557,67 152 0,00 154 43.970.382,85 164 43.970.382,85 204 0,00 206 0,00 190 Previous year 0,00 0,00 0,00 0,
1
200003883_1
200003883
1135 135 D. Current assets 1151 151 I. Inventories 1153 153 II. Debtors 1163 163 a) becoming due and payable within one year 1203 203 b) becoming due and payable after more than one year 1205 205 III. Transferable securities and other financial instruments 1189 189 IV. Cash at bank, cash in postal cheque accounts, cheques and cash in hand 1197 197 E. Prepayments 1199 199 Current year 0,00 102 0,00 104 0,00 106 0,00 108 140.996.245,27 110 0,00 112 0,00 126 140.996.245,27 136 44.278.557,67 152 0,00 154 43.970.382,85 164 43.970.382,85 204 0,00 206 0,00 190 Previous year 0,00 0,00 0,00 0,00 126.732.494,41 0,00 0,00 126.732.494,41 22.769.134,18 0,00 22.110.609,98 22.110.609,98 0,00 0,00 308.174,82 198 200 658.524,20 TOTAL (ASSETS) 201 185.274.802,94 202 149.501.628,59 The notes in the annex form an integral part of the annual accounts RCSL Nr. : B135944 Matricule : 2007 2471 483 LIABILITIES Reference(s) A. Capital and reserves 1301 301 I. Subscribed capital 1303 303 II. Share premium and similar premiums 1305 305 III. Revaluation reserves 1307 307 IV. Reserves 1309 309 V. Profit or loss brought forward 1319 319 VI. Profit or loss for the financial
1
200003883_2
200003883
00 126.732.494,41 0,00 0,00 126.732.494,41 22.769.134,18 0,00 22.110.609,98 22.110.609,98 0,00 0,00 308.174,82 198 200 658.524,20 TOTAL (ASSETS) 201 185.274.802,94 202 149.501.628,59 The notes in the annex form an integral part of the annual accounts RCSL Nr. : B135944 Matricule : 2007 2471 483 LIABILITIES Reference(s) A. Capital and reserves 1301 301 I. Subscribed capital 1303 303 II. Share premium and similar premiums 1305 305 III. Revaluation reserves 1307 307 IV. Reserves 1309 309 V. Profit or loss brought forward 1319 319 VI. Profit or loss for the financial year 1321 321 VII. Interim dividends 1323 323 VIII. Capital investment subsidies 1325 325 IX. Temporarily not taxable capital gains 1327 327 B. Subordinated debts 1329 329 a) becoming due and payable within one year 1425 425 b) becoming due and payable after more than one year 1427 427 C. Provisions 1331 331 D. Non subordinated debts 1339 339 a) becoming due and payable within one year 1407 407 b) becoming due and payable after more than one year 1409 409 E. Deferred income 1403 403 Current year 179.903.973,71 302 5.237.875,00 304 13.368.209,03 306 -207.795,15 308 57.740.613,47 310 46.134.532,29 320 57.
1
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200003883
year 1321 321 VII. Interim dividends 1323 323 VIII. Capital investment subsidies 1325 325 IX. Temporarily not taxable capital gains 1327 327 B. Subordinated debts 1329 329 a) becoming due and payable within one year 1425 425 b) becoming due and payable after more than one year 1427 427 C. Provisions 1331 331 D. Non subordinated debts 1339 339 a) becoming due and payable within one year 1407 407 b) becoming due and payable after more than one year 1409 409 E. Deferred income 1403 403 Current year 179.903.973,71 302 5.237.875,00 304 13.368.209,03 306 -207.795,15 308 57.740.613,47 310 46.134.532,29 320 57.630.539,07 322 0,00 324 0,00 326 0,00 328 0,00 330 0,00 426 0,00 428 0,00 332 5.370.829,23 340 5.370.829,23 408 0,00 410 0,00 404 Previous year 145.985.029,55 5.237.875,00 13.368.209,03 -334.989,23 81.240.620,76 1.417.646,81 45.051.874,41 0,00 0,00 3.792,77 0,00 0,00 0,00 0,00 3.516.599,04 3.516.599,04 0,00 0,00 TOTAL (LIABILITIES) 405 185.274.802,94 406 149.501.628,59 The notes in the annex form an integral part of the annual accounts Registre de Commerce et des Sociétés Numéro RCS : B135944 Référence de dépôt : L1602322
1
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200003883
Result preceding financial year 1 Profit rights 1 Exchange rate translation 1 Transfer to/from Legal reserve 1 Result current financial year 1 Deferred taxation 1 Other changes 1 1 Balance as at 31 December 2015 1 (208) 57,628 (5) 179,901 335 - (1,121) - - - - 2,037 2,037 (208) - (208) - - - 57,963 4,161 62,124 - - - (5) 17 12 178,780 15,578 194,358 B&S Holding S.àr.l. Annual Report 2015 68 Other information B&S Holding S.àr.l. Annual Report 2015 69 Profit appropriation according to the Articles of Association The Articles of Incorporation, as stipulated in Articles 19 and 20, can be summarized as follows: The Company may make distributions from the distributable profit to the shareholders, only insofar as its equity exceeds the capital increased by the reserves that must be maintained by law. Profit will be distributed after adoption of the annual accounts evidencing that such distribution is permitted. When calculating the appropriation of the profit, the shares held by the Company in its own capital will not be counted, unless those shares are encumbered with a pledge and the pledgee is entitled to the profit. A distribution can be made only by resolution of the General Meeting. The Company may make interim distributions only if the requirements stated here have been met. Proposed appropriation of the result for 2015 An amount of 23,500,000 has been distributed during the year as interim dividend and the remaining amount of 34,128,000 will be added to the reserves. This proposed appropriation has not been accounted for in the annual accounts. The financial statements do not yet reflect this proposal. Profit appropriation 2014 The 2014 financial statements were approved during the General Meeting on 18 February 2015. The General Meeting approved the proposed profit appropriation. B&S Holding S.àr.l. Annual Report 2015 70
1
200003883_b1
200003883
268 (20,999) - (335) 45,052 - 145,986 (23,500) - NL-LUX (1,512) - 56 - (1,456) 120,756 11,602 132,358 (20,999) - (20,999) - (784) (784) - (1,921) (1,921) - - - - 1,212 1,212 - - - (335) - (335) - - - 45,108 1,194 46,302 - - - - - - 144,530 11,303 155,833 (23,500) - (23,500) - (1,140) (1,140) - (800) (800) 1 Other transactions: 1 Result preceding financial year 1 Profit rights 1 Exchange rate translation 1 Transfer to/from Legal reserve 1 Result current financial year 1 Deferred taxation 1 Other changes 1 1 Balance as at 31 December 2015 1 (208) 57,628 (5) 179,901 335 - (1,121) - - - - 2,037 2,037 (208) - (208) - - - 57,963 4,161 62,124 - - - (5) 17 12 178,780 15,578 194,358 B&S Holding S.àr.l. Annual Report 2015 68 Other information B&S Holding S.àr.l. Annual Report 2015 69 Profit appropriation according to the Articles of Association The Articles of Incorporation, as stipulated in Articles 19 and 20, can
1
200003884_0
200003884
Registre de Commerce et des Sociétés B135944 - L150146716 déposé le 07/08/2015 #,',*%&$#"& ',!', ()!#(% %#'' &#!$'&""( &(,!% #"',',,$#&,&(%&'%#!!%'&&#,',& ()!#(% #(%!"'#"()"& $( '#"(,!#% ( &#,',&'&&#'#"& Registre de Commerce et des Sociétés B135944 - L150146716 enregistré et déposé le 07/08/2015 RCSL Nr. : B135944 Matricule : 2007 2471 483 BALANCE SHEET Financial year from 01 01/01/2014 to 02 31/12/2014 (in 03 EUR ) B&S Holding S.à r.l. 18, place Bleech L-7610 Larochette ASSETS Reference(s) A. Subscribed capital unpaid 1101 101 I. Subscribed capital not called 1103 103 II. Subscribed capital called but unpaid 1105 105 B. Formation expenses 1107 107 C. Fixed assets 1109 109 I. Intangible fixed assets 1111 111 1. Research and development costs 1113 113 2. Concessions, patents, licences, trade marks and similar rights and assets, if they were 1115 115 a) acquired for valuable consideration and need not be shown under C.I.3 1117 117 b) created by the undertaking itself 1119 119 3. Goodwill, to the extent that it was acquired for valuable consideration 1121 121 4. Payments on account and intangible fixed assets under
1
200003884_1
200003884
-7610 Larochette ASSETS Reference(s) A. Subscribed capital unpaid 1101 101 I. Subscribed capital not called 1103 103 II. Subscribed capital called but unpaid 1105 105 B. Formation expenses 1107 107 C. Fixed assets 1109 109 I. Intangible fixed assets 1111 111 1. Research and development costs 1113 113 2. Concessions, patents, licences, trade marks and similar rights and assets, if they were 1115 115 a) acquired for valuable consideration and need not be shown under C.I.3 1117 117 b) created by the undertaking itself 1119 119 3. Goodwill, to the extent that it was acquired for valuable consideration 1121 121 4. Payments on account and intangible fixed assets under development 1123 123 II. Tangible fixed assets 1125 125 1. Land and buildings 1127 127 2. Plant and machinery 1129 129 Current year 0,00 102 0,00 104 0,00 106 0,00 108 126.681.269,75 110 0,00 112 0,00 114 Previous year 0,00 116 0,00 118 0,00 120 0,00 122 0,00 124 0,00 126 0,00 128 0,00 130 The notes in the annex form an integral part of the annual accounts RCSL Nr. : B135944 Reference(s) 3. Other fixtures and fittings, tools and equipment 1131 131 4. Payments on account and tangible fixed assets under development 1133 133 III. Financial fixed assets 1135 135 1. Shares in affiliated undertakings 1137 137 2. Amounts owed by affiliated undertakings
1
200003884_2
200003884
development 1123 123 II. Tangible fixed assets 1125 125 1. Land and buildings 1127 127 2. Plant and machinery 1129 129 Current year 0,00 102 0,00 104 0,00 106 0,00 108 126.681.269,75 110 0,00 112 0,00 114 Previous year 0,00 116 0,00 118 0,00 120 0,00 122 0,00 124 0,00 126 0,00 128 0,00 130 The notes in the annex form an integral part of the annual accounts RCSL Nr. : B135944 Reference(s) 3. Other fixtures and fittings, tools and equipment 1131 131 4. Payments on account and tangible fixed assets under development 1133 133 III. Financial fixed assets 1135 135 1. Shares in affiliated undertakings 1137 137 2. Amounts owed by affiliated undertakings 1139 139 3. Shares in undertakings with which the undertaking is linked by virtue of participating interests 1141 141 4. Amounts owed by undertakings with which the undertaking is linked by virtue of participating interests 1143 143 5. Securities and other financial instruments held as fixed assets 1145 145 6. Loans and claims held as fixed assets 1147 147 7. Own shares or own corporate units 1149 149 D. Current assets 1151 151 I. Inventories 1153 153 1. Raw materials and consumables 1155 155 2. Work and contracts in progress 1157 157 3. Finished goods and merchandise 1159 159 4. Payments on account 1161 161 II. Debtors 1163 163 1. Trade receivables 1165
1
200003884_3
200003884
1139 139 3. Shares in undertakings with which the undertaking is linked by virtue of participating interests 1141 141 4. Amounts owed by undertakings with which the undertaking is linked by virtue of participating interests 1143 143 5. Securities and other financial instruments held as fixed assets 1145 145 6. Loans and claims held as fixed assets 1147 147 7. Own shares or own corporate units 1149 149 D. Current assets 1151 151 I. Inventories 1153 153 1. Raw materials and consumables 1155 155 2. Work and contracts in progress 1157 157 3. Finished goods and merchandise 1159 159 4. Payments on account 1161 161 II. Debtors 1163 163 1. Trade receivables 1165 165 a) becoming due and payable within one year 1167 167 b) becoming due and payable after more than one year 1169 169 2. Amounts owed by affiliated undertakings 1171 171 a) becoming due and payable within one year 1173 173 b) becoming due and payable after more than one year 1175 175 3. Amounts owed by undertakings with which the undertaking is linked by virtue of participating interests 1177 177 a) becoming due and payable within one year 1179 179 b) becoming due and payable after more than one year 1181 181 Matricule : 2007 2471 483 Current year 0,00 132 Previous year 0,00 134 126.681.269,75 136 120.286.369,75 138 0,00 140 0,00 142 0,00 144 0,00 146 6.394.900
1
200003884_b0
200003884
of value adjustments 1707 707 a) on formation expenses and on tangible and intangible fixed assets 1709 709 b) on current assets 1711 711 5. Other operating income 1713 713 6. Income from financial fixed assets 1715 715 a) derived from affiliated undertakings 1717 717 b) other income from participating interests 1719 719 7. Income from financial current assets 1721 721 a) derived from affiliated undertakings 1723 723 b) other income from financial current assets 1725 725 8. Other interest and other financial income 1727 727 a) derived from affiliated undertakings 1729 729 b) other interest and similar financial income 1731 731 9. Share of profits of undertakings accounted for under the equity method 1745 745 10. Extraordinary income 1733 733 13. Loss for the financial year 1735 735 Current year 18.562.513,99 702 Previous year 0,00 704 0,00 706 0,00 708 0,00 710 0,00 712 0,00 714 28.485.607,72 716 28.485.607,72 718 0,00 720 0,00 722 0,00 724 726 806.198,27 728 806.195,27 730 3,00 732 0,00 746 0,00 734 0,00 736 TOTAL INCOME 737 47.854.319,98 738 0,00 The notes in the annex form an integral part of the annual accounts
1
200003884_b1
200003884
RCSL Nr. : B135944 Reference(s) Matricule : 2007 2471 483 Current year Previous year 1649 649 0,00 650 1633 633 0,00 634 1635 635 0,00 636 1637 637 0,00 638 1639 639 45.051.874,41 640 TOTAL CHARGES 641 47.854.319,98 642 0,00 The notes in the annex form an integral part of the annual accounts RCSL Nr. : B135944 Matricule : 2007 2471 483 B. INCOME Reference(s) 1. Net turnover 1701 701 2. Change in inventories of finished goods and of work and contracts in progress 1703 703 3. Fixed assets under development 1705 705 4. Reversal of value adjustments 1707 707 a) on formation expenses and on tangible and intangible fixed assets 1709 709 b) on current assets 1711 711 5. Other operating income 1713 713 6. Income from financial fixed assets 1715 715 a) derived from affiliated undertakings 1717 717 b) other income from participating interests 1719 719 7. Income from financial current assets 1721 721 a) derived from affiliated undertakings 1723 723 b) other income from financial current assets 1725 725 8. Other interest and other financial income 1727 727 a) derived from affiliated undertakings 1729 729 b) other interest and similar financial income 1731 731 9. Share of profits of undertakings accounted for under the equity method 1745 745 10. Extraordinary income 1733
1
200004516_0
200004516
Registre de Commerce et des Sociétés Numéro RCS : B109526 Référence de dépôt : L170139241 Déposé et enregistré le 21/07/2017 RCSL Nr. : B109526 BTVFFDP20170406T14153201_001 Matricule : 2006 2226 146 eCDF entry date : 20/07/2017 BALANCE SHEET Financial year from 01 01/01/2016 to 02 31/12/2016 (in 03 EUR ) Gagfah S.A. 2-4, Rue Beck L-1222 Luxembourg ASSETS Reference(s) A. Subscribed capital unpaid 1101 101 I. Subscribed capital not called 1103 103 II. Subscribed capital called but unpaid 1105 105 B. Formation expenses 1107 107 C. Fixed assets 1109 109 I. Intangible assets 1111 111 1. Costs of development 1113 113 2. Concessions, patents, licences, trade marks and similar rights and assets, if they were 1115 115 a) acquired for valuable consideration and need not be shown under C.I.3 1117 117 b) created by the undertaking itself 1119 119 3. Goodwill, to the extent that it was acquired for valuable consideration 1121 121 4. Payments on account and intangible assets under development 1123 123 II. Tangible assets 1125 125 1. Land and buildings 1127 127 2. Plant and machinery 1129 129 Current year 102 104 106 108 1.882.930.654,00 110 112 114 Previous year 1.880.052.654,00 116 118 120 122 124 126 128 130 The notes in the annex form an
1
200004516_1
200004516
1. Costs of development 1113 113 2. Concessions, patents, licences, trade marks and similar rights and assets, if they were 1115 115 a) acquired for valuable consideration and need not be shown under C.I.3 1117 117 b) created by the undertaking itself 1119 119 3. Goodwill, to the extent that it was acquired for valuable consideration 1121 121 4. Payments on account and intangible assets under development 1123 123 II. Tangible assets 1125 125 1. Land and buildings 1127 127 2. Plant and machinery 1129 129 Current year 102 104 106 108 1.882.930.654,00 110 112 114 Previous year 1.880.052.654,00 116 118 120 122 124 126 128 130 The notes in the annex form an integral part of the annual accounts RCSL Nr. : B109526 3. Other fixtures and fittings, tools and equipment 1131 4. Payments on account and tangible assets in the course of construction 1133 III. Financial assets 1135 1. Shares in affiliated undertakings 1137 2. Loans to affiliated undertakings 1139 3. Participating interests 1141 4. Loans to undertakings with which the undertaking is linked by virtue of participating interests 1143 5. Investments held as fixed assets 1145 6. Other loans 1147 D. Current assets 1151 I. Stocks 1153 1. Raw materials and consumables 1155 2. Work in progress 1157 3. Finished goods and goods for resale 1159 4. Payments on account 1161 II. Debtors 1163 1. Trade debtors 1165 a) becoming
1
200004516_2
200004516
integral part of the annual accounts RCSL Nr. : B109526 3. Other fixtures and fittings, tools and equipment 1131 4. Payments on account and tangible assets in the course of construction 1133 III. Financial assets 1135 1. Shares in affiliated undertakings 1137 2. Loans to affiliated undertakings 1139 3. Participating interests 1141 4. Loans to undertakings with which the undertaking is linked by virtue of participating interests 1143 5. Investments held as fixed assets 1145 6. Other loans 1147 D. Current assets 1151 I. Stocks 1153 1. Raw materials and consumables 1155 2. Work in progress 1157 3. Finished goods and goods for resale 1159 4. Payments on account 1161 II. Debtors 1163 1. Trade debtors 1165 a) becoming due and payable within one year 1167 b) becoming due and payable after more than one year 1169 2. Amounts owed by affiliated undertakings 1171 a) becoming due and payable within one year 1173 b) becoming due and payable after more than one year 1175 3. Amounts owed by undertakings with which the undertaking is linked by virtue of participating interests 1177 a) becoming due and payable within one year 1179 b) becoming due and payable after more than one year 1181 4. Other debtors 1183 a) becoming due and payable within one year 1185 b) becoming due and payable after more than one year 1187 Reference(s) 131 133 135 3 137 4 139 141 143 145 147 151 153 155 157 159 161 163 165 167 169
1
200004516_3
200004516
due and payable within one year 1167 b) becoming due and payable after more than one year 1169 2. Amounts owed by affiliated undertakings 1171 a) becoming due and payable within one year 1173 b) becoming due and payable after more than one year 1175 3. Amounts owed by undertakings with which the undertaking is linked by virtue of participating interests 1177 a) becoming due and payable within one year 1179 b) becoming due and payable after more than one year 1181 4. Other debtors 1183 a) becoming due and payable within one year 1185 b) becoming due and payable after more than one year 1187 Reference(s) 131 133 135 3 137 4 139 141 143 145 147 151 153 155 157 159 161 163 165 167 169 5 171 173 175 177 179 181 183 185 187 BTVFFDP20170406T14153201_001 Matricule : 2006 2226 146 Current year Previous year 132 134 1.882.930.654,00 136 1.741.294.760,00 138 141.635.894,00 140 142 1.880.052.654,00 1.738.416.760,00 141.635.894,00 144 146 148 137.363.297,00 152 154 156 158 160 162 137.085.756,00 164 166 168 170 136.191.961,00 172 136.191.961,00 174 176 132.283.537,00 131.926.380,00 131.866.678,00 131.866.678,00 178 180 182 893.795,00 184 893.795,00 186 188 59.702,00 59.702,00 The notes in the annex form an integral part
1
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1727 a) derived from affiliated undertakings 1729 b) other interest and similar income 1731 12. Share of profit or loss of undertakings accounted for under the equity method 1663 13. Value adjustments in respect of financial assets and of investments held as current assets 1665 14. Interest payable and similar expenses 1627 a) concerning affiliated undertakings 1629 b) other interest and similar expenses 1631 15. Tax on profit or loss 1635 16. Profit or loss after taxation 1667 17. Other taxes not shown under items 1 to 16 1637 18. Profit or loss for the financial year 1669 Reference(s) 715 717 719 721 723 725 15 727 729 731 663 665 16 627 629 631 17 635 667 637 669 BTVFFDP20170406T15364701_001 Matricule : 2006 2226 146 Current year Previous year 716 718 720 722 724 726 5.231.151,00 728 5.231.151,00 730 732 4.541.266,00 4.541.266,00 664 666 -22.402.860,00 628 -22.402.860,00 630 632 -5.648,00 636 -15.187.937,00 668 638 -15.187.937,00 670 -36.726.854,00 -18.112.606,00 -18.614.248,00 -1.954,00 -32.282.040,00 -32.282.040,00 The notes in the annex form an integral part of the annual accounts Registre de Commerce et des Sociétés Numéro RCS : B109526 Référence de dépôt : L170139241 Déposé le 21/07/2017
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,00 606 -54.959,00 608 -6.857,00 610 654 -6.857,00 656 614 2.878.000,00 658 2.878.000,00 660 662 -216.988,00 622 Previous year 2.240.792,00 -1.681.589,00 -1.681.589,00 -333.301,00 -307.133,00 -26.168,00 -26.168,00 0,00 0,00 -320.400,00 The notes in the annex form an integral part of the annual accounts RCSL Nr. : B109526 9. Income from participating interests 1715 a) derived from affiliated undertakings 1717 b) other income from participating interests 1719 10. Income from other investments and loans forming part of the fixed assets 1721 a) derived from affiliated undertakings 1723 b) other income not included under a) 1725 11. Other interest receivable and similar income 1727 a) derived from affiliated undertakings 1729 b) other interest and similar income 1731 12. Share of profit or loss of undertakings accounted for under the equity method 1663 13. Value adjustments in respect of financial assets and of investments held as current assets 1665 14. Interest payable and similar expenses 1627 a) concerning affiliated undertakings 1629 b) other interest and similar expenses 1631 15. Tax on profit or loss 1635 16. Profit or loss after taxation 1667 17. Other taxes not shown under items 1 to 16 1637 18. Profit or loss for the financial year 1669 Reference(s) 715 717 719 721 723 725 15 727 729 731 663 665 16 627 629 631 17 635 667 637 669 BTVFFDP20170406T15364701_001 Matricule :
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Registre de Commerce et des Sociétés Numéro RCS : B109526 Référence de dépôt : L160103321 Déposé et enregistré le 14/06/2016 Annual Report Vonovia SE 2015 It's Time 01 to Rethink Housing GROUP Key Figures in million Financial Key Figures Rental income Adjusted EBITDA Rental Adjusted EBITDA Extension Income from disposal of properties Adjusted EBITDA Sales Adjusted EBITDA EBITDA IFRS FFO interest expense FFO 1 thereof attributable to shareholders thereof attributable to equity hybrid FFO 2 AFFO FFO 1 per share in * Net income from fair value adjustments of investment properties EBT Profit for the period Cash flow from operating activities Cash flow from investing activities Cash flow from financing activities Expenses for maintenance and modernization thereof for maintenance and capitalized maintenance thereof for modernization 2015 1,414.6 924.8 37.6 726.0 71.1 1,029.1 838.4 -339.8 608.0 575.0 33.0 662.1 520.5 1.30 1,323.5 1,734.5 994.7 689.8 -3,239.8 4,093.1 686.3 330.7 355.6 2014 789.3 483.1 23.6 287.3 50.1 554.0 500.3 -209.3 286.6 286.6 336.7 258.3 1.00 371.1 589.1 409.7 453.2 -1,177.9 1,741.7 345.5 173.8 171.7 Change in % 79.2 91.4 59.3 152.7 41.9 85.8 67.6 62.4 112.1 100.6 96.6 101.5 30.0 256.6 194.4 142.8 52.2 175.0 135.0 98.6 90.3 107.1 in million Key Balance Sheet Figures Fair value of the real estate portfolio Adjusted EPRA NAV Adjusted EPRA NAV per share in * LTV in %** Dec. 31, 2015 24,157.7 11,273.5 24
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1.30 1,323.5 1,734.5 994.7 689.8 -3,239.8 4,093.1 686.3 330.7 355.6 2014 789.3 483.1 23.6 287.3 50.1 554.0 500.3 -209.3 286.6 286.6 336.7 258.3 1.00 371.1 589.1 409.7 453.2 -1,177.9 1,741.7 345.5 173.8 171.7 Change in % 79.2 91.4 59.3 152.7 41.9 85.8 67.6 62.4 112.1 100.6 96.6 101.5 30.0 256.6 194.4 142.8 52.2 175.0 135.0 98.6 90.3 107.1 in million Key Balance Sheet Figures Fair value of the real estate portfolio Adjusted EPRA NAV Adjusted EPRA NAV per share in * LTV in %** Dec. 31, 2015 24,157.7 11,273.5 24.19 47.3 Dec. 31, 2014 12,759.1 6,472.0 22.67 49.7 Change in % 89.3 74.2 6.7 -2.4 pp Non-Financial Key Figures Number of units managed thereof own apartments thereof apartments owned by others Number of units bought Number of units sold thereof Privatize thereof Non-Core Vacancy rate in % Monthly in-place rent in /m2 Monthly in-place rent in /m2 like-for-like *** Number of employees (as of.December 31) 2015 397,799 357,117 40,682 168,632 15,174 2,979 12,195 2.7 5.75 5.78 6,368 2014 232,246 203,028 29,218 31,858 4,081 2,238 1,843 3.4 5.58 5.62 3,850 Change in % 71.3 75.9 39.2 429.3 271.8 33.1 561.7 -0.7 pp 3.0 2.9 65.4
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.19 47.3 Dec. 31, 2014 12,759.1 6,472.0 22.67 49.7 Change in % 89.3 74.2 6.7 -2.4 pp Non-Financial Key Figures Number of units managed thereof own apartments thereof apartments owned by others Number of units bought Number of units sold thereof Privatize thereof Non-Core Vacancy rate in % Monthly in-place rent in /m2 Monthly in-place rent in /m2 like-for-like *** Number of employees (as of.December 31) 2015 397,799 357,117 40,682 168,632 15,174 2,979 12,195 2.7 5.75 5.78 6,368 2014 232,246 203,028 29,218 31,858 4,081 2,238 1,843 3.4 5.58 5.62 3,850 Change in % 71.3 75.9 39.2 429.3 271.8 33.1 561.7 -0.7 pp 3.0 2.9 65.4 in million EPRA Key Figures EPRA NAV EPRA NAV per share in * EPRA NNNAV EPRA surplus EPRA net initial yield in % EPRA "topped-up" net initial yield in % EPRA vacancy rate in % EPRA cost ratio (incl. direct vacancy costs) in % EPRA cost ratio (excl. direct vacancy costs) in % 2015 13,988.2 30.02 12,988.2 239.5 5.6 5.6 2.5 31.9 30.1 2014 6,578.0 23.04 6,150.2 169.8 5.9 6.0 3.0 35.7 34.0 Change in % 112.7 30.3 111.2 41.0 -0.3 pp -0.4 pp -0.5 pp -3.8 pp -3.9 pp * Based on the shares carrying dividend rights on the reporting date Dec. 31, 2015: 466,000,624; Dec. 31, 2014: 271,622,425; Prior-year value TERP-adjusted ** Adjusted to reflect effects in connection
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in million EPRA Key Figures EPRA NAV EPRA NAV per share in * EPRA NNNAV EPRA surplus EPRA net initial yield in % EPRA "topped-up" net initial yield in % EPRA vacancy rate in % EPRA cost ratio (incl. direct vacancy costs) in % EPRA cost ratio (excl. direct vacancy costs) in % 2015 13,988.2 30.02 12,988.2 239.5 5.6 5.6 2.5 31.9 30.1 2014 6,578.0 23.04 6,150.2 169.8 5.9 6.0 3.0 35.7 34.0 Change in % 112.7 30.3 111.2 41.0 -0.3 pp -0.4 pp -0.5 pp -3.8 pp -3.9 pp * Based on the shares carrying dividend rights on the reporting date Dec. 31, 2015: 466,000,624; Dec. 31, 2014: 271,622,425; Prior-year value TERP-adjusted ** Adjusted to reflect effects in connection with the acquisitions of Franconia and GAGFAH as well as effects from portfolio sales / outstanding acquisitions *** Incl. DeWAG/Vitus excluding GAGFAH/Franconia/SÜDEWO ANNUAL REPORT 2015 It's Time Be it the printing press, the steam engine or the World Wide Web ­ history has repeatedly shown that when the time is right, developments can sometimes happen very quickly. Not even three years have passed since we started putting our concept ­ one that signaled a true innovation for the real estate sector ­ into practice. Our model is a simple one: We offer affordable apartments for rent and provide fairly priced housing-related services as part of our offerings. This strategy works because we have found a way of implementing it in a financially viable manner. And because we make sure that all of our stakeholder groups ­ our customers, our shareholders, our employees and, last but not least, society as a whole ­ reap the benefits in the process. With Vonovia, we want to provide people with a home and set trends in the housing industry at the same time. We, the more than 6,000 people now working for Vonovia, are not prepared to
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vacant units are counted at the end of each month. 243 VONOVIA SE ­ ANNUAL REPORT 2015 Contact Vonovia SE Philippstrasse 3 44803 Bochum Phone +49 234 314-0 Fax +49 234 314-1314 info@vonovia.de www.vonvovia.de Your contacts Corporate Communications Klaus Markus Head of Corporate Communications Phone +49 234 314-1149 Fax +49 234 314-1309 Email: klaus.markus@vonovia.de Investor Relations Thomas Eisenlohr Head of Investor Relations Phone +49 234 314-2384 Fax +49 234 314-2995 Email: thomas.eisenlohr@vonovia.de 244 INFORMATION ­ CONTACT / FINANCIAL CALENDAR Financial Calendar March 3, 2016 Publication of 2015 Annual Report May 12, 2016 Annual General Meeting May 12, 2016 Publication of Interim Report Q1 2016 August 2, 2016 Publication of Interim Report H1 2016 November 3, 2016 Publication of Interim Report Q3 2016 Note This Annual Report is published in German and English. The German version is always the authoritative text. The Annual Report can be found on the website at www.vonovia.de. Disclaimer This report contains forward-looking statements. These statements are based on current experience, assumptions and forecasts of the Management Board as well as information currently available to the Board. The forwardlooking statements are not guarantees of the future developments and results mentioned therein. The future developments and results depend on a large number of factors. They involve certain risks and uncertainties and are based on assumptions that may prove to be inaccurate. These risk factors include but are not limited to those discussed in the Risk Report of the 2015 Annual Report. We do not assume any obligation to update the forward-looking statements contained in this report. This financial report does not constitute an offer to sell or the solicitation of an offer to subscribe for or buy any security of Vonovia SE. Imprint Published by: The Management Board of Vonovia SE Concept and Realization: Berichtsmanufaktur GmbH, Hamburg Management Board Photography: Catrin Moritz Photos: Rainer Holz Status: March 2016 © Vonovia SE, Bochum 245 www.vonovia.de
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The monthly in-place rent is measured in per square meter and is the current gross rental income per month for rented units as agreed in the corresponding rent agreements at the end of the relevant month before deduction of non-transferable ancillary costs divided by the living area of the rented units. The in-place rent is often referred to as the net cold rent. The monthly in-place rent (in per square meter) on a like-for-like basis refers to the monthly in-place rent for the residential portfolio that was already held by Vonovia 12 months previous- 242 INFORMATION ­ GLOSSARY ly, i.e., portfolio changes during this period are not included in the calculation of the in-place rent on a like-for-like basis. Rating Classification of debtors or securities with regard to their creditworthiness or credit quality according to credit ratings. The classification is generally performed by rating agencies. Rental Income Rental income refers to the current gross income for rented units as agreed in the corresponding rent agreements before the deduction of non-transferable ancillary costs. Vacancy Rate The vacancy rate is the number of empty units as a percentage of the total units owned by the company. The vacant units are counted at the end of each month. 243 VONOVIA SE ­ ANNUAL REPORT 2015 Contact Vonovia SE Philippstrasse 3 44803 Bochum Phone +49 234 314-0 Fax +49 234 314-1314 info@vonovia.de www.vonvovia.de Your contacts Corporate Communications Klaus Markus Head of Corporate Communications Phone +49 234 314-1149 Fax +49 234 314-1309 Email: klaus.markus@vonovia.de Investor Relations Thomas Eisenlohr Head of Investor Relations Phone +49 234 314-2384 Fax +49 234 314-2995 Email: thomas.eisenlohr@vonovia.de 244 INFORMATION ­ CONTACT / FINANCIAL CALENDAR Financial Calendar March 3, 2016 Publication of 2015 Annual Report May 12, 2016 Annual General Meeting May 12, 2016 Publication of Interim Report Q1 2016 August 2, 2016 Publication of Interim Report H1 2016 November 3, 2016 Publication of Interim Report Q3 2016 Note This Annual Report is published in German
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Registre de Commerce et des Sociétés Numéro RCS : B109526 Référence de dépôt : L160122928 Déposé et enregistré le 07/07/2016 RCSL Nr. : B109526 Matricule : 2006 2226 146 BALANCE SHEET Financial year from 01 01/01/2014 to 02 31/12/2014 (in 03 EUR ) Gagfah S.A. 2-4, Rue Beck L-1222 Luxembourg ASSETS Reference(s) A. Subscribed capital unpaid 1101 101 I. Subscribed capital not called 1103 103 II. Subscribed capital called but unpaid 1105 105 B. Formation expenses 1107 107 C. Fixed assets 1109 109 I. Intangible fixed assets 1111 111 1. Research and development costs 1113 113 2. Concessions, patents, licences, trade marks and similar rights and assets, if they were 1115 115 a) acquired for valuable consideration and need not be shown under C.I.3 1117 117 b) created by the undertaking itself 1119 119 3. Goodwill, to the extent that it was acquired for valuable consideration 1121 121 4. Payments on account and intangible fixed assets under development 1123 123 II. Tangible fixed assets 1125 125 1. Land and buildings 1127 127 2. Plant and machinery 1129 129 Current year 102 104 106 108 1.880.052.654,00 110 112 114 Previous year 1.877.712.654,00 116 118 120 122 124 126 128 130 The notes in the annex form an integral part of the annual accounts RCSL Nr. : B109526 3. Other fixtures
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trade marks and similar rights and assets, if they were 1115 115 a) acquired for valuable consideration and need not be shown under C.I.3 1117 117 b) created by the undertaking itself 1119 119 3. Goodwill, to the extent that it was acquired for valuable consideration 1121 121 4. Payments on account and intangible fixed assets under development 1123 123 II. Tangible fixed assets 1125 125 1. Land and buildings 1127 127 2. Plant and machinery 1129 129 Current year 102 104 106 108 1.880.052.654,00 110 112 114 Previous year 1.877.712.654,00 116 118 120 122 124 126 128 130 The notes in the annex form an integral part of the annual accounts RCSL Nr. : B109526 3. Other fixtures and fittings, tools and equipment 1131 4. Payments on account and tangible fixed assets under development 1133 III. Financial fixed assets 1135 1. Shares in affiliated undertakings 1137 2. Amounts owed by affiliated undertakings 1139 3. Shares in undertakings with which the undertaking is linked by virtue of participating interests 1141 4. Amounts owed by undertakings with which the undertaking is linked by virtue of participating interests 1143 5. Securities and other financial instruments held as fixed assets 1145 6. Loans and claims held as fixed assets 1147 7. Own shares or own corporate units 1149 D. Current assets 1151 I. Inventories 1153 1. Raw materials and consumables 1155 2. Work and contracts in progress 1157 3. Finished goods and merchandise 1159 4
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and fittings, tools and equipment 1131 4. Payments on account and tangible fixed assets under development 1133 III. Financial fixed assets 1135 1. Shares in affiliated undertakings 1137 2. Amounts owed by affiliated undertakings 1139 3. Shares in undertakings with which the undertaking is linked by virtue of participating interests 1141 4. Amounts owed by undertakings with which the undertaking is linked by virtue of participating interests 1143 5. Securities and other financial instruments held as fixed assets 1145 6. Loans and claims held as fixed assets 1147 7. Own shares or own corporate units 1149 D. Current assets 1151 I. Inventories 1153 1. Raw materials and consumables 1155 2. Work and contracts in progress 1157 3. Finished goods and merchandise 1159 4. Payments on account 1161 II. Debtors 1163 1. Trade receivables 1165 a) becoming due and payable within one year 1167 b) becoming due and payable after more than one year 1169 2. Amounts owed by affiliated undertakings 1171 a) becoming due and payable within one year 1173 b) becoming due and payable after more than one year 1175 3. Amounts owed by undertakings with which the undertaking is linked by virtue of participating interests 1177 a) becoming due and payable within one year 1179 b) becoming due and payable after more than one year 1181 Reference(s) 131 133 135 3 137 4 139 141 143 145 147 149 151 153 155 157 159 161 163 165 167 169 171 5 173
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. Payments on account 1161 II. Debtors 1163 1. Trade receivables 1165 a) becoming due and payable within one year 1167 b) becoming due and payable after more than one year 1169 2. Amounts owed by affiliated undertakings 1171 a) becoming due and payable within one year 1173 b) becoming due and payable after more than one year 1175 3. Amounts owed by undertakings with which the undertaking is linked by virtue of participating interests 1177 a) becoming due and payable within one year 1179 b) becoming due and payable after more than one year 1181 Reference(s) 131 133 135 3 137 4 139 141 143 145 147 149 151 153 155 157 159 161 163 165 167 169 171 5 173 175 177 179 181 Matricule : 2006 2226 146 Current year Previous year 132 134 1.880.052.654,00 136 1.738.416.760,00 138 141.635.894,00 140 1.877.712.654,00 1.736.076.760,00 141.635.894,00 142 144 146 148 150 132.676.263,00 152 154 156 158 160 162 129.020.586,00 164 166 168 170 128.918.640,00 172 128.918.640,00 174 176 4.511.226,00 89.826,00 178 180 182 The notes in the annex form an integral part of the annual accounts RCSL Nr. : B109526 4. Other receivables 1183 a) becoming due and payable within one year 1185 b) becoming due and payable after more than one year 1187 III. Transferable securities and
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acceptance period and additional acceptance period of the voluntary public takeover offer to the shareholders of GAGFAH GROUP. This ratio refers to the actual share capital and the actual voting rights of GAGFAH GROUP. On January 28, 2015, the Federal Cartel Office has approved the Merger of Deutsche Annington and GAGFAH GROUP, that was planned in connection with the takeover bid of Deutsche Annington, without any conditions. With achievement of the acceptance level and the approval of the Federal Cartel Office, the essential conditions for the completion are fulfilled. The formal closing of the transaction is expected for early March, 2015. GAGFAH S.A. had issued a convertible bond with a total volume of 375 million on May 13, 2014. On December 19, 2014, GAGFAH had notified bondholders and the capital markets about the voluntary public takeover offer by Deutsche Annington Immobilien SE to shareholders of GAGFAH S.A. This notice included, inter alia, a reference to the change-of-control clause in the terms and conditions of the convertible bonds. Following Deutsche Annington Immobilien SE's announcement of the results of the offer period on January 26, 2015, GAGFAH published a note to convertible bondholders and the capital markets on the same day. This note included, inter alia, the date for the change of control and the adjusted conversion price. As of the relevant change-of-control date of January 21, 2015, pursuant to the convertible bonds terms and conditions, convertible bonds holders with a total of approximately 355 million nominal value (ca. 95%) had submitted a valid conditional conversion notice, leading to the creation of 28,864,657 shares (based on the adjusted conversion price of 12.3057. Hence, the total number of GAGFAH S.A. shares outstanding as of the end of January was 244,817,212 of which 459,057 were treasury shares. As of February 20, all remaining convertible bonds with a nominal value of about 20 million had submitted a regular conditional conversion notice and were also redeemed in shares and based on the adjusted conversion price. At the end of February, the total number of GAGFAH S. A. shares outstanding was 246,166,178, of which 199,017 were treasury shares. The Company's Articles of incorporation have been changed correspondingly on January 28, 2015 and February 6, 2015. - 34 -
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formerly: GAGFAH First Property Holding GmbH & Co. KG) and GAGFAH Acquisition 1 GmbH. In these letters GAGFAH S.A. guarantees to provide financial support to the extent necessary to repay all liabilities of the subsidiaries due to Wohnungsbauförderungsanstalt Nordrhein-Westfalen, Anstalt der NRW.BANK. The liabilities secured by these letters of comfort amount to 32,875,495 as of December 31, 2014. In the prior years, GAGFAH S.A. had pledged its share in GBH Acquisition GmbH and GAGFAH Acquisition 2 GmbH to secure liabilities of GBH Acquisition GmbH and GAGFAH Acquisition 2 GmbH to banks. Due to the refinancing of GBH Acquisition GmbH and GAGFAH Acquisition 2 GmbH in 2014, the pledges no longer exist as of December 31, 2014. Note 23 Subsequent events Deutsche Annington Immobilien SE, Düsseldorf, (subsequently short: Deutsche Annington), has achieved an acceptance level of 93.8 % at the end of the acceptance period and additional acceptance period of the voluntary public takeover offer to the shareholders of GAGFAH GROUP. This ratio refers to the actual share capital and the actual voting rights of GAGFAH GROUP. On January 28, 2015, the Federal Cartel Office has approved the Merger of Deutsche Annington and GAGFAH GROUP, that was planned in connection with the takeover bid of Deutsche Annington, without any conditions. With achievement of the acceptance level and the approval of the Federal Cartel Office, the essential conditions for the completion are fulfilled. The formal closing of the transaction is expected for early March, 2015. GAGFAH S.A. had issued a convertible bond with a total volume of 375 million on May 13, 2014. On December 19, 2014, GAGFAH had notified bondholders and the capital markets about the voluntary public takeover offer by Deutsche Annington Immobilien SE to shareholders of GAGFAH S.A. This notice included, inter alia, a reference to the change-of-control clause in the terms and conditions of the convertible bonds. Following Deutsche Annington Immobilien SE's announcement of the results of the offer period on January 26, 2015, GAGFAH
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Annual Report A/S TH. WESSEL & VETT MAGASIN DU NORD Annual Report for 1 September 2016 ­ 31 August 2017 CVR-NR. 58 19 12 13 The Annual Report was presented and adopted at the Annual General Meeting of the Company on 26 October 2017 Rasmus Elverdam Chairman Kongens Nytorv 13 1050 København K Contents Page Statements Statement by Management on the Annual Report 1 Independent Auditor's Report 2 Management´s Review Company Details 5 Financial Highlights 6 Management's Review 7 Financial Statements Accounting Policies 12 Income Statement 1 September - 31 August 18 Balance Sheet 31 August 19 Statement of Changes in Equity 21 Notes to the Annual Report 22 Statement by Management on the Annual Report The Executive Board and Board of Directors have today discussed and approved the Annual Report of Aktieselskabet Th. Wessel & Vett, Magasin du Nord for the financial year 1 September 2016 - 31 August 2017. The Annual Report is prepared in accordance with the Danish Financial Statements Act. In our opinion, the Financial Statements give a true and fair view of the Company's financial position at 31 August 2017 and of the results of the Company's operations for the financial year 1 September 2016 - 31 August 2017. In our opinion, Management's Review includes a fair review of the matters dealt with in the Management's Review. Management recommends that the Annual Report should be approved at the Annual General Meeting. Copenhagen, 26 October 2017 Executive Board Peter King CEO Peter Fabricius CFO Board of Directors Matthew George Smith Chairman Aoife Mary Blicher Staff Representative David John Smith Deputy Chairman Jette Lilian Frederiksen Staff Representative Sally Hyndman 1 Independent Auditor's Report To the shareholder of Aktieselskabet Th. Wessel & Vett, Magasin du Nord Opinion In our opinion, the Financial Statements give a true and fair view of the Company's financial position at 31 august 2017 and of the results of the Company's operations for the financial year 1 September 2016 - 31 August 2017 in accordance with the Danish Financial Statements Act
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The Annual Report is prepared in accordance with the Danish Financial Statements Act. In our opinion, the Financial Statements give a true and fair view of the Company's financial position at 31 August 2017 and of the results of the Company's operations for the financial year 1 September 2016 - 31 August 2017. In our opinion, Management's Review includes a fair review of the matters dealt with in the Management's Review. Management recommends that the Annual Report should be approved at the Annual General Meeting. Copenhagen, 26 October 2017 Executive Board Peter King CEO Peter Fabricius CFO Board of Directors Matthew George Smith Chairman Aoife Mary Blicher Staff Representative David John Smith Deputy Chairman Jette Lilian Frederiksen Staff Representative Sally Hyndman 1 Independent Auditor's Report To the shareholder of Aktieselskabet Th. Wessel & Vett, Magasin du Nord Opinion In our opinion, the Financial Statements give a true and fair view of the Company's financial position at 31 august 2017 and of the results of the Company's operations for the financial year 1 September 2016 - 31 August 2017 in accordance with the Danish Financial Statements Act. We have audited the Financial Statements of Aktieselskabet Th. Wessel & Vett, Magasin du Nord for the financial year 1 September 2016 - 31 August 2017, which comprise a summary of significant accounting policies, income statement, balance sheet, statement of changes in equity and notes ("Financial Statements"). Basis for Opinion We conducted our audit in accordance with International Standards on Auditing (ISAs) and the additional requirements applicable in Denmark. Our responsibilities under those standards and requirements are further described in the "Auditor's responsibilities for the audit of the Financial Statements" section of our report. We are independent of the Company in accordance with the International Ethics Standards Board for Accountants' Code of Ethics for Professional Accountants (IESBA Code) and the additional requirements applicable in Denmark, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Statement on management's review Management is responsible for management's review. Our opinion on the financial statements does not cover management's review, and we do not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, our responsibility is to read management
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. We have audited the Financial Statements of Aktieselskabet Th. Wessel & Vett, Magasin du Nord for the financial year 1 September 2016 - 31 August 2017, which comprise a summary of significant accounting policies, income statement, balance sheet, statement of changes in equity and notes ("Financial Statements"). Basis for Opinion We conducted our audit in accordance with International Standards on Auditing (ISAs) and the additional requirements applicable in Denmark. Our responsibilities under those standards and requirements are further described in the "Auditor's responsibilities for the audit of the Financial Statements" section of our report. We are independent of the Company in accordance with the International Ethics Standards Board for Accountants' Code of Ethics for Professional Accountants (IESBA Code) and the additional requirements applicable in Denmark, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Statement on management's review Management is responsible for management's review. Our opinion on the financial statements does not cover management's review, and we do not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, our responsibility is to read management's review and, in doing so, consider whether management's review is materially inconsistent with the financial statements or our knowledge obtained during the audit, or otherwise appears to be materially misstated. Moreover, it is our responsibility to consider whether management's review provides the information required under the Danish Financial Statements Act. Based on the work we have performed, we conclude that management's review is in accordance with the financial statements and has been prepared in accordance with the requirements of the Danish Financial Statements Act. We did not identify any material misstatement of management's review. 2 Independent Auditor's Report Management's Responsibilities for the Financial Statements Management is responsible for the preparation of Financial Statements that give a true and fair view in accordance with the Danish Financial Statements Act, and for such internal control as Management determines is necessary to enable the preparation of Financial Statements that are free from material misstatement, whether due to fraud or error. In preparing the Financial Statements, Management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting in preparing the Financial Statements unless Management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so
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's review and, in doing so, consider whether management's review is materially inconsistent with the financial statements or our knowledge obtained during the audit, or otherwise appears to be materially misstated. Moreover, it is our responsibility to consider whether management's review provides the information required under the Danish Financial Statements Act. Based on the work we have performed, we conclude that management's review is in accordance with the financial statements and has been prepared in accordance with the requirements of the Danish Financial Statements Act. We did not identify any material misstatement of management's review. 2 Independent Auditor's Report Management's Responsibilities for the Financial Statements Management is responsible for the preparation of Financial Statements that give a true and fair view in accordance with the Danish Financial Statements Act, and for such internal control as Management determines is necessary to enable the preparation of Financial Statements that are free from material misstatement, whether due to fraud or error. In preparing the Financial Statements, Management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting in preparing the Financial Statements unless Management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. Auditor's Responsibilities for the audit of the Financial Statements Our objectives are to obtain reasonable assurance about whether the Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditor's Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs and the additional requirements applicable in Denmark will always detect a material misstatement when it exists. 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 Financial Statements As part of an audit conducted in accordance with ISAs and the additional requirements applicable in Denmark, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: Identify and assess the risks of material misstatement of the Financial Statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. 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
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of the unlimited carryforward of unutilised tax losses. The recognised tax asset is based on Management's assessment of the utilisation opportunities available within a period of 3-5 years. 10 Prepayments Prepayments consist of prepaid property tax and rent and other prepaid expenses. 11 Equity The share capital consists of 184.000.001 shares of a nominal value of DKK 1. No shares carry any special rights. 12 Other provisions Balance at beginning of year at 1 September Applied in the year Balance at 31 August 2017 MDKK 2016 MDKK 6 6 -1 0 5 6 Other provisions consists of provision for refunds, insurance cases and regulation of concessions revenue. 25 Notes to the Annual Report 13 Long term debt Deposit received from concessions etc. Between 1 and 5 years Non-current portion Within 1 year Current portion 14 Rental agreements and lease commitments Operating lease commitments. Total future lease payments: Within 1 year Between 1 and 5 years After 5 years 2017 MDKK 2016 MDKK 10 10 10 10 104 94 104 94 114 104 200 825 2.228 3.253 187 736 2.246 3.169 The financial obligations are as follows: Lease obligations regarding buildings Other rental obligations 3.247 6 3.165 4 The lease with the longest duration cannot be terminated until 1 December 2034. There is an obligation on the Company's leases to refurbish the leases upon their expiration. 15 Securities As security for the loan facility, an agreement has been entered into with the Company's primary bank regarding negative pledge on the Company's assets as well as registered floating company charges equivalent to DKK 50 million. 26 Notes to the Annual Report 16 Related parties and group information Transactions Transactions with closely related parties are done at marked conditions. Consolidated financial statements The Company is included in the Group Annual Report of Debenhams plc. The Consolidated Financial Statements of the Group can be obtained at www.debenhamsplc.com. 17 Fee to auditors appointed at the general meeting The fee to the auditor is not disclosed in accordance with the Danish Financial Statements Act 96 (3). 27
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Cost at 31 August 2017 Other fixtures and fittings, tools and equipment MDKK Leasehold improve- ments MDKK 560 154 71 16 631 170 Impairment losses and depreciation at 1 September 2016 Depreciation for the year Impairment losses and depreciation at 31 August 2017 415 60 37 12 452 72 Carrying amount at 31 August 2017 179 98 Depreciated over 2-10 years 10-25 years 8 Financial investments Cost at 1 September 2016 Additions for the year Cost at 31 August 2017 Carrying amount at 31 August 2017 Deposits MDKK 147 2 149 149 24 Notes to the Annual Report 9 Deferred tax asset Deferred tax asset at 1 September Recognized in income statement Deferred tax asset at 31 August 2017 MDKK 2016 MDKK 27 38 -16 -11 11 27 Management has assessed the recognition of the tax asset, which is primarily a result of the unlimited carryforward of unutilised tax losses. The recognised tax asset is based on Management's assessment of the utilisation opportunities available within a period of 3-5 years. 10 Prepayments Prepayments consist of prepaid property tax and rent and other prepaid expenses. 11 Equity The share capital consists of 184.000.001 shares of a nominal value of DKK 1. No shares carry any special rights. 12 Other provisions Balance at beginning of year at 1 September Applied in the year Balance at 31 August 2017 MDKK 2016 MDKK 6 6 -1 0 5 6 Other provisions consists of provision for refunds, insurance cases and regulation of concessions revenue. 25 Notes to the Annual Report 13 Long term debt Deposit received from concessions etc. Between 1 and 5 years Non-current portion Within 1 year Current portion 14 Rental agreements and lease commitments Operating lease commitments. Total future lease payments: Within 1 year Between 1 and 5 years After 5 years 2017 MDKK 2016 MDKK 10 10 10 10 104 94
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LGI International Holding S.à r.l. and Subsidiaries Consolidated Financial Statements together with independent auditor's report December 31, 2017 Table of contents Management Report Independent Auditors' Report Financial Statements Consolidated balance sheet Consolidated statement of income Consolidated statements of stockholders' equity Consolidated statements of cash flows Notes to consolidated financial statements 1-5 6-8 9-10 11 12 13 14-29 LGI International Holding S.à r.l. Management Report to the consolidated accounts as at December 31, 2017 Dear Shareholders, In conformity with the applicable legal provisions, we report to you on the financial situation of LGI International Holding S.à r.l. and its consolidated affiliated undertakings ("the Group") as of December 31, 2017 and on the performance of the business of the Group for the year ended December 31, 2017. Accordingly, we submit the consolidated financial statement as at December 31, 2017, as well as the related notes for your approval. All amounts are presented in thousands of U.S. Dollars. The consolidated financial statements as at December 31, 2017 have been audited by Ernst & Young société anonyme. Business development 1. Main activities The Parent Company LGI International Holding S.à r.l. was incorporated on May 5, 2014 as a "société a responsabilitè limitèe" within the definition of the Luxembourg Law of August 10, 1915, as amended, on commercial companies for an unlimited period of time. The Group operates 17 plants in Europe (Denmark, France, Great Britain, Lithuania, Northern Ireland, Poland, Spain, and Sweden) and a plant in New Zealand which are primarily engaged in the manufacturing of edible and nonedible protein products. The Group is also a partner in joint ventures in Brazil, Canada, Denmark, Finland, and Sweden, which are primarily in the same business as the Group. The net consolidated result for the year ended December 31, 2017 was net income of $ 19,424. 1 Below are the key economic performances of the consolidated Group for 2017, compared to 2016: Consolidated profit and loss account ­ LGI International Holding S.à r.l. (USD/000) Net Sales Costs of sales Gross Profit Selling, general and administrative expenses Operating Profit Equity in income of joint venture Interest expense
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Business development 1. Main activities The Parent Company LGI International Holding S.à r.l. was incorporated on May 5, 2014 as a "société a responsabilitè limitèe" within the definition of the Luxembourg Law of August 10, 1915, as amended, on commercial companies for an unlimited period of time. The Group operates 17 plants in Europe (Denmark, France, Great Britain, Lithuania, Northern Ireland, Poland, Spain, and Sweden) and a plant in New Zealand which are primarily engaged in the manufacturing of edible and nonedible protein products. The Group is also a partner in joint ventures in Brazil, Canada, Denmark, Finland, and Sweden, which are primarily in the same business as the Group. The net consolidated result for the year ended December 31, 2017 was net income of $ 19,424. 1 Below are the key economic performances of the consolidated Group for 2017, compared to 2016: Consolidated profit and loss account ­ LGI International Holding S.à r.l. (USD/000) Net Sales Costs of sales Gross Profit Selling, general and administrative expenses Operating Profit Equity in income of joint venture Interest expense Interest Income Other income (loss), net Loss on foreign currency Gain (loss) on sale of assets Income before tax Income taxes expense Net income Net income (loss) attributable to noncontrolling interest in consolidated affiliates Net income attributable to The Lauridsen Group, Inc. 31.12.2017 412,443 (358,098) 54,345 (32,373) 21,972 2,815 (354) 241 696 (334) (24) 25,012 (5,588) 19,424 (164) 19,260 31.12.2016 378,532 (333,465) 45,067 (30,913) 14,154 2,937 (779) 321 (740) (630) 54 15,317 (3,218) 12,099 (290) 11,809 The New Zealand operations began to generate sales in the fourth quarter of 2017. This location did not have, and was not expected to have, a high volume of sales in 2017 as the processes and the products produced need to be tested and qualified by customers prior to ordering product for normal operations. In 2017, gross profit
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Interest Income Other income (loss), net Loss on foreign currency Gain (loss) on sale of assets Income before tax Income taxes expense Net income Net income (loss) attributable to noncontrolling interest in consolidated affiliates Net income attributable to The Lauridsen Group, Inc. 31.12.2017 412,443 (358,098) 54,345 (32,373) 21,972 2,815 (354) 241 696 (334) (24) 25,012 (5,588) 19,424 (164) 19,260 31.12.2016 378,532 (333,465) 45,067 (30,913) 14,154 2,937 (779) 321 (740) (630) 54 15,317 (3,218) 12,099 (290) 11,809 The New Zealand operations began to generate sales in the fourth quarter of 2017. This location did not have, and was not expected to have, a high volume of sales in 2017 as the processes and the products produced need to be tested and qualified by customers prior to ordering product for normal operations. In 2017, gross profit increased by $9,278 as compared to 2016. Gross profit margin was 13.2% in 2017 compared to 11.9% in 2016. Gross profit in 2016 was lower primarily due to inventory write-downs and costs to exit product markets which were not profitable. Income before tax increased by $9,695 in 2017 or 63% compared to 2016. The increase in income before tax was due to the increase in gross profit. 2 2. Balance-Sheet and Net Financial Position The tables set out below include the key indicators of the consolidated balance sheet of LGI International Holding S.à r.l. as at December 31, 2017, compared to December 31, 2016: Consolidated Balance sheet ­ LGI International Holding S.à r.l. (USD/000) Intangible Assets Goodwill Tangible Assets Investment in joint venture Deferred Tax Assets Other Assets Non current Assets Inventories Receivables Prepaid and other assets Cash and cash equivalents Current Assets Total Assets 31.12.2017 31.12.2016 1,556 12,540 73,852 10,573 2,646 987 102,154 48,189 54
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increased by $9,278 as compared to 2016. Gross profit margin was 13.2% in 2017 compared to 11.9% in 2016. Gross profit in 2016 was lower primarily due to inventory write-downs and costs to exit product markets which were not profitable. Income before tax increased by $9,695 in 2017 or 63% compared to 2016. The increase in income before tax was due to the increase in gross profit. 2 2. Balance-Sheet and Net Financial Position The tables set out below include the key indicators of the consolidated balance sheet of LGI International Holding S.à r.l. as at December 31, 2017, compared to December 31, 2016: Consolidated Balance sheet ­ LGI International Holding S.à r.l. (USD/000) Intangible Assets Goodwill Tangible Assets Investment in joint venture Deferred Tax Assets Other Assets Non current Assets Inventories Receivables Prepaid and other assets Cash and cash equivalents Current Assets Total Assets 31.12.2017 31.12.2016 1,556 12,540 73,852 10,573 2,646 987 102,154 48,189 54,246 740 7,429 110,604 212,758 1,751 11,038 67,423 8,389 3,061 1,154 92,816 38,227 42,675 907 5,272 87,081 179,897 Consolidated Balance sheet ­ LGI International Holding S.à r.l. (USD/000) Equity Non controlling interest Current liabilities Non-current liabilities Total Liabilities 31.12.2017 151,761 429 57,520 3,048 212,758 31.12.2016 119,091 659 51,950 8,197 179,897 Total assets for the Group are $212,758, of which equity amounts to $151,761 or 71%. Strategy and outlook The financial results and profitability of the Group are expected to improve in 2018 due to increased sales generated from New Zealand as customers qualify the products. Actual results may differ materially from those expected due to unforeseen market conditions or due to several risk factors as discussed in the next section. Risks relating to the industry and our business The products of the Group are primarily sourced from by
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373) $ 151,761 $ 429 $ 152,190 LUX GAAP adjustments Goodwill amortization 1 - Foreign currency translation difference 1 - Deferred tax assets 2 - Unrealized forex gain 3 - Deferred tax assets for unrealized forex gai3n - - (644) - - - (325) - (228) - 34 - (644) (39) (39) - (325) - (228) - 34 - (644) - (39) - (325) - (228) - 34 LUX GAAP Balance, December 31, 2017 $ 17 $ 124,562 $ 29,401 $ (16,214) $ 137,766 $ 429 $ 138,195 Details of the adjustments to the consolidated statements of Stockholders' Equity: 1) Goodwill In accordance with LUX GAAP and more specifically Article 59 of The Law, in exceptional cases where the useful life of goodwill cannot be reliably estimated, it shall be written off within a maximum period which shall not exceed 10 years. Such difference between LUX GAAP and US GAAP was adjusted. As the useful life of most of the goodwill could not be estimated reliably, a 10 years period was adopted to amortize them retroactively for the subsidiary `LGI DENMARK APS'. 2) Deferred Tax Assets (DTA) In accordance with LUX GAAP and more specifically the prudency principle, Deferred Tax Assets were reversed for the subsidiary `PROLIANT NEW ZEALAND LLC' for the financial year. 3) Unrealized foreign exchange gains In accordance with the prudency principle under LUX GAAP, unrealized foreign exchange gains were reversed for the financial year for the Company and the following subsidiaries: Regal Processors Ltd, LGI International Finance S.à. r.l, LGI International Holding S.à r.l. and Proliant New Zealand LLC. 29
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(320) - - - - - - - (579) - (320) - - - - 28 28 - (579) - (320) - - - - - 28 LUX GAAP Balance, December 31, 2016 $ 17 $ 124,562 $ 11,305 $ (29,585) $ 106,299 $ 659 $ 106,958 Net income - Foreign currency translation adjustment - Dividends - - 19,260 - - - - 13,410 - 19,260 13,410 - 164 (137) (257) 19,424 13,273 (257) US GAAP Balance, December 31, 2017 $ 17 $ 124,562 $ 43,555 $ (16,373) $ 151,761 $ 429 $ 152,190 LUX GAAP adjustments Goodwill amortization 1 - Foreign currency translation difference 1 - Deferred tax assets 2 - Unrealized forex gain 3 - Deferred tax assets for unrealized forex gai3n - - (644) - - - (325) - (228) - 34 - (644) (39) (39) - (325) - (228) - 34 - (644) - (39) - (325) - (228) - 34 LUX GAAP Balance, December 31, 2017 $ 17 $ 124,562 $ 29,401 $ (16,214) $ 137,766 $ 429 $ 138,
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Cobham plc Annual Report and Accounts 2017 Front cover image: Cobham is investing in the development of a next generation life support system, based on its revolutionary VigilOXTM breathing sensors, that will directly respond to changing aircraft conditions and pilot physiology. VigilOXTM monitors pilot health and cockpit conditions through a unique combination of rapid response sensors. The sensors will interact with the oxygen system to prevent the onset of physiologic events. Inside cover image: Cobham is developing the next generation of aircraft SATCOM products called the Aviator `S' Series. This provides cockpit connectivity and enables SwiftBroadband safety services in a smaller and smarter package. It is secured by over two million lines of code, protecting customers, including Airbus, from the next two decades of aviation related cyber threats. Cobham is a leading global technology and services innovator, respected for providing solutions for the most challenging problems, from deep space to the depths of the ocean. We employ about 11,000 people primarily in the US, UK, Europe and Australia. We have customers and partners in more than 100 countries. Total revenue £2,052.5m (2016: £1,943.9m) Free cash flow* £140.6m (2016: £50.7m) Earnings per ordinary share ­ underlying* 6.0p (2016: 7.8p**) Earnings per ordinary share ­ basic* 3.5p (2016: (45.9)p**) Highlights of the Year --Revenue 6% higher, benefiting from favourable currency translation. Organic revenue growth of 1% --Underlying operating profit of £210.3m, slightly ahead of expectations --Progressing delivery on the onerous contracts provided for in 2016, including KC-46, although risks and challenges remain --Strong free cash flow generation as a result of management focus, later phasing of 2016 onerous contract cash flows, lower capital expenditure and £27m of advance customer receipts --More resilient Balance Sheet with year-end gearing ratio at 1.3x and US$545m revolving credit facilities refinanced for five years or over --Agreed divestment of AvComm and Wireless test and measurement for US$455m in cash; transaction will increase focus, reduce risk and further strengthen Balance Sheet --Unchanged expectations for 2018 before divestment and currency translation
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flow* £140.6m (2016: £50.7m) Earnings per ordinary share ­ underlying* 6.0p (2016: 7.8p**) Earnings per ordinary share ­ basic* 3.5p (2016: (45.9)p**) Highlights of the Year --Revenue 6% higher, benefiting from favourable currency translation. Organic revenue growth of 1% --Underlying operating profit of £210.3m, slightly ahead of expectations --Progressing delivery on the onerous contracts provided for in 2016, including KC-46, although risks and challenges remain --Strong free cash flow generation as a result of management focus, later phasing of 2016 onerous contract cash flows, lower capital expenditure and £27m of advance customer receipts --More resilient Balance Sheet with year-end gearing ratio at 1.3x and US$545m revolving credit facilities refinanced for five years or over --Agreed divestment of AvComm and Wireless test and measurement for US$455m in cash; transaction will increase focus, reduce risk and further strengthen Balance Sheet --Unchanged expectations for 2018 before divestment and currency translation * For details refer to pages 94 and 102. ** Restated for the bonus element of the June 2017 Rights Issue. Contents Strategic Report Group at a Glance 02 Chairman's Statement 04 Chief Executive Officer's Statement 06 Our Markets 08 Our Business Model 10 Our Capabilities in Action 12 Our Turnaround Strategy 14 Future Strategic Direction 16 Our Key Performance Indicators 18 Communications and Connectivity Sector 20 Mission Systems Sector 22 Advanced Electronic Solutions Sector 24 Aviation Services Sector 26 Chief Financial Officer's Statement 28 Principal Risks 34 Corporate Responsibility and Sustainability 40 Corporate Governance Board of Directors 44 Corporate Governance Report 48 Compliance with the UK Corporate Governance Code 53 Nomination Committee Report 54 Audit Committee Report 56 Directors' Remuneration Report 62
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* For details refer to pages 94 and 102. ** Restated for the bonus element of the June 2017 Rights Issue. Contents Strategic Report Group at a Glance 02 Chairman's Statement 04 Chief Executive Officer's Statement 06 Our Markets 08 Our Business Model 10 Our Capabilities in Action 12 Our Turnaround Strategy 14 Future Strategic Direction 16 Our Key Performance Indicators 18 Communications and Connectivity Sector 20 Mission Systems Sector 22 Advanced Electronic Solutions Sector 24 Aviation Services Sector 26 Chief Financial Officer's Statement 28 Principal Risks 34 Corporate Responsibility and Sustainability 40 Corporate Governance Board of Directors 44 Corporate Governance Report 48 Compliance with the UK Corporate Governance Code 53 Nomination Committee Report 54 Audit Committee Report 56 Directors' Remuneration Report 62 Other Statutory Information 72 Statement of Directors' Responsibility 75 Group Financial Statements Independent Auditors' Report 76 Group Financial Statements 83 Parent Company Financial Statements 129 Other Information Group Financial Record 136 Shareholder Information 137 Visit us online at www.cobham.com You can also view this Annual Report and Accounts online at www.cobhaminvestors.com The Company is registered in England and Wales under company number 00030470. The Company's registered office is Brook Road, Wimborne, Dorset, BH21 2BJ, England. The Annual Report and Accounts contains certain forward looking statements with regard to the operations, performance and financial condition of the Group. By their nature, these statements involve uncertainty since future events and circumstances can cause results to differ from those anticipated. Nothing contained in this Annual Report and Accounts should be construed as a profit forecast. 01 Group at a Glance Cobham has four Sectors with differentiated technology and leading market positions The Group in 2017 Cobham offers technologies and services across its defence, aerospace and space markets. It has leading market
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Other Statutory Information 72 Statement of Directors' Responsibility 75 Group Financial Statements Independent Auditors' Report 76 Group Financial Statements 83 Parent Company Financial Statements 129 Other Information Group Financial Record 136 Shareholder Information 137 Visit us online at www.cobham.com You can also view this Annual Report and Accounts online at www.cobhaminvestors.com The Company is registered in England and Wales under company number 00030470. The Company's registered office is Brook Road, Wimborne, Dorset, BH21 2BJ, England. The Annual Report and Accounts contains certain forward looking statements with regard to the operations, performance and financial condition of the Group. By their nature, these statements involve uncertainty since future events and circumstances can cause results to differ from those anticipated. Nothing contained in this Annual Report and Accounts should be construed as a profit forecast. 01 Group at a Glance Cobham has four Sectors with differentiated technology and leading market positions The Group in 2017 Cobham offers technologies and services across its defence, aerospace and space markets. It has leading market positions in: air-to-air refuelling; aviation services; wireless; audio, video and data communications, including satellite communications; defence electronics; life support and mission equipment. Cobham has four Sectors, each with differentiated technology and capabilities and leading market positions. Three Sectors design and manufacture intelligent hardware, primarily subsystems, also supplying components particularly where these can be integrated higher up the value chain. Within the Aviation Services Sector we provide often complex and customised services under long term contracts. Our revenue split by: Sector (%) Aviation Services 18% Market (%) Communications & Commercial Connectivity 34% 40% Advanced Electronic Solutions 28% £2,052.5m (2016: £1,943.9m) Mission Systems 20% US defence/security 36% UK, RoW defence /security 24% For further information visit us online at www.cobham.com 02 Communications and Connectivity Provides high performance equipment and solutions to enable reliable connectivity across a range of demanding environments in aerospace, avionics, satellite and radio, wireless and mobile connectivity markets. Mission Systems Provides safety
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as `anticipates', `aims', `due', `could', `may', `should', `expects', `believes', `intends', `plans', `targets', `goal', or `estimates' (or the negative thereof). By their very nature forward looking statements are inherently unpredictable, speculative and involve risk and uncertainty because they relate to events and depend on circumstances that may or will occur in the future. There are various factors that could cause actual results and developments to differ materially from those expressed or implied by these forward looking statements. These factors include, but are not limited to, changes in economies, political situations and markets in which the Group operates; changes in government priorities due to programme reviews or revisions to strategic objectives; changes in regulatory or competition frameworks in which the Group operates; the impact of legal or other proceedings against or which affect the Group; changes to or delays in programmes in which the Group is involved; the completion of acquisitions and divestitures and changes in commodity prices, inflation or exchange rates. All written or verbal forward looking statements, made in this publication or made subsequently, which are attributable to Cobham or any other member of the Group or persons acting on their behalf, are expressly qualified in their entirety by the factors referred to above. Neither Cobham nor any other person intends to update these forward looking statements. No statement in this publication is intended as a profit forecast or should be interpreted to mean that underlying operating profit for the current or future financial years would necessarily be above a minimum level, or match or exceed the historical published operating profits or set a minimum level of operating profit. www.cobham.com Cobham plc Annual Report and Accounts 2017 137 The most important thing we build is trust Find more online Our website provides further information including shareholder services and governance, details of our products and services, corporate responsibility and sustainability, and more at: Products and service offerings www.cobham.com Investor information and share price performance Corporate responsibility and sustainability www.cobhaminvestors.com www.cobhamsustainability.com Cobham plc Brook Road, Wimborne, Dorset, BH21 2BJ, UK T: +44 (0)1202 882020 F: +44 (0)1202 840523 www.cobham.com
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on our website. If you receive any unsolicited advice, make sure you get the correct name of the person and organisation and check that they are appropriately authorised by the FCA by visiting www.fca.org.uk. You can also call the FCA Consumer Helpline on 0800 111 6768 (or +44 (0) 20 7066 1000 if calling from outside the UK). * Lines are open Monday to Friday 8:30am to 5:30pm; excluding Public Holidays in England and Wales. Financial calendar AGM Interim results 26 April 2018 1 August 2018 Registered Office Brook Road, Wimborne, Dorset, England BH21 2BJ Tel: +44 (0) 1202 882020 Fax: +44 (0) 1202 840523 Internet: www.cobham.com Registered Number in England: 00030470 Cautionary Statements This publication contains `forward looking statements' with respect to the financial condition, results of operations and business of the Cobham Group and to certain of Cobham's objectives with respect to these items. Forward looking statements are sometimes but not always identified by the use of a date in the future or such words as `anticipates', `aims', `due', `could', `may', `should', `expects', `believes', `intends', `plans', `targets', `goal', or `estimates' (or the negative thereof). By their very nature forward looking statements are inherently unpredictable, speculative and involve risk and uncertainty because they relate to events and depend on circumstances that may or will occur in the future. There are various factors that could cause actual results and developments to differ materially from those expressed or implied by these forward looking statements. These factors include, but are not limited to, changes in economies, political situations and markets in which the Group operates; changes in government priorities due to programme reviews or revisions to strategic objectives; changes in regulatory or competition frameworks in which the Group operates; the impact of legal or other proceedings against or which affect the Group; changes to or delays in programmes in which the Group is involved; the completion of acquisitions and divestitures and changes in commodity prices, inflation or exchange rates. All written or verbal forward looking statements, made in this publication or made subsequently, which are attributable to Cobham or any other member of the Group or persons acting on their behalf, are expressly qualified in
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ANNUAL REPORT A/S TH. WESSEL & VETT MAGASIN DU NORD Annual Report for 1 September 2017 ­ 31 August 2018 CVR-NR. 58 19 12 13 The Annual Report was presented and adopted at the Annual General Meeting of the Company on 25 October 2018 Rasmus Elverdam Chairman of the meeting Kongens Nytorv 13 1050 København K Contents Statements Statement by Management on the Annual Report Independent Auditor's Report Page 1 2 Management´s Review Company Details 5 Financial Highlights 6 Management's Review 7 Financial Statements Accounting Policies 12 Income Statement 1 September - 31 August 18 Balance Sheet 31 August 19 Statement of changes in equity 21 Notes to the Annual Report 22 Statement by Management on the Annual Report The Executive Board and Board of Directors have today discussed and approved the Annual Report of Aktieselskabet Th. Wessel & Vett, Magasin du Nord for the financial year 1 September 2017 - 31 August 2018. The Annual Report is prepared in accordance with the Danish Financial Statements Act. In our opinion, the Financial Statements give a true and fair view of the Company's financial position at 31 August 2018 and of the results of the Company's operations for the financial year 1 September 2017 - 31 August 2018. In our opinion, Management's Review includes a fair review of the matters dealt with in the Management's Review. Management recommends that the Annual Report should be approved at the Annual General Meeting. Copenhagen, 25 October 2018 Executive Board Peter King CEO Peter Fabricius CFO Supervisory board David John Smith Chairman Sally Hyndman Deputy Chairman Rachel Claire Elizabeth Osborne Aoife Mary Blicher Staff Representative 1 Independent Auditor's Report To the shareholder of Aktieselskabet Th. Wessel & Vett, Magasin du Nord Opinion In our opinion, the Financial Statements give a true and fair view of the Company's financial position at 31 August 2018 and of the results of the Company's operations for the financial year 1 September 2017 - 31 August 2018 in accordance with the Danish Financial Statements Act. We have audited the Financial Statements of Aktieselskabet
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Annual Report is prepared in accordance with the Danish Financial Statements Act. In our opinion, the Financial Statements give a true and fair view of the Company's financial position at 31 August 2018 and of the results of the Company's operations for the financial year 1 September 2017 - 31 August 2018. In our opinion, Management's Review includes a fair review of the matters dealt with in the Management's Review. Management recommends that the Annual Report should be approved at the Annual General Meeting. Copenhagen, 25 October 2018 Executive Board Peter King CEO Peter Fabricius CFO Supervisory board David John Smith Chairman Sally Hyndman Deputy Chairman Rachel Claire Elizabeth Osborne Aoife Mary Blicher Staff Representative 1 Independent Auditor's Report To the shareholder of Aktieselskabet Th. Wessel & Vett, Magasin du Nord Opinion In our opinion, the Financial Statements give a true and fair view of the Company's financial position at 31 August 2018 and of the results of the Company's operations for the financial year 1 September 2017 - 31 August 2018 in accordance with the Danish Financial Statements Act. We have audited the Financial Statements of Aktieselskabet Th. Wessel & Vett, Magasin du Nord for the financial year 1 September 2017 - 31 August 2018, which comprise a summary of accounting policies, income statement, balance sheet, statement of changes in equity and notes ("Financial Statements"). Basis for Opinion We conducted our audit in accordance with International Standards on Auditing (ISAs) and the additional requirements applicable in Denmark. Our responsibilities under those standards and requirements are further described in the "Auditor's Responsibilities for the Audit of the Financial Statements" section of our report. We are independent of the Company in accordance with the International Ethics Standards Board for Accountants' Code of Ethics for Professional Accountants (IESBA Code) and the additional requirements applicable in Denmark, and we have fulfilled our other ethical responsibilities in accordance with these requirements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Statement on Management's Review Management is responsible for Management's Review. Our opinion on the Financial Statements does not cover Management's Review, and we do not express any form of assurance conclusion thereon. In connection with our audit of the Financial Statements, our responsibility is to read Management's Review and, in doing so, consider whether Management's Review is materially
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Th. Wessel & Vett, Magasin du Nord for the financial year 1 September 2017 - 31 August 2018, which comprise a summary of accounting policies, income statement, balance sheet, statement of changes in equity and notes ("Financial Statements"). Basis for Opinion We conducted our audit in accordance with International Standards on Auditing (ISAs) and the additional requirements applicable in Denmark. Our responsibilities under those standards and requirements are further described in the "Auditor's Responsibilities for the Audit of the Financial Statements" section of our report. We are independent of the Company in accordance with the International Ethics Standards Board for Accountants' Code of Ethics for Professional Accountants (IESBA Code) and the additional requirements applicable in Denmark, and we have fulfilled our other ethical responsibilities in accordance with these requirements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Statement on Management's Review Management is responsible for Management's Review. Our opinion on the Financial Statements does not cover Management's Review, and we do not express any form of assurance conclusion thereon. In connection with our audit of the Financial Statements, our responsibility is to read Management's Review and, in doing so, consider whether Management's Review is materially inconsistent with the Financial Statements or our knowledge obtained during the audit, or otherwise appears to be materially misstated. Moreover, it is our responsibility to consider whether Management's Review provides the information required under the Danish Financial Statements Act. Based on the work we have performed, we conclude that Management's Review is in accordance with the Financial Statements and has been prepared in accordance with the requirements of the Danish Financial Statements Act. We did not identify any material misstatement of Management's Review. 2 Independent Auditor's Report Management's responsibilities for the Financial Statements Management is responsible for the preparation of Financial Statements that give a true and fair view in accordance with the Danish Financial Statements Act, and for such internal control as Management determines is necessary to enable the preparation of Financial Statements that are free from material misstatement, whether due to fraud or error. In preparing the Financial Statements, Management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting in preparing the Financial Statements unless Management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. Auditor's responsibilities for the audit of the Financial Statements Our objectives are
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inconsistent with the Financial Statements or our knowledge obtained during the audit, or otherwise appears to be materially misstated. Moreover, it is our responsibility to consider whether Management's Review provides the information required under the Danish Financial Statements Act. Based on the work we have performed, we conclude that Management's Review is in accordance with the Financial Statements and has been prepared in accordance with the requirements of the Danish Financial Statements Act. We did not identify any material misstatement of Management's Review. 2 Independent Auditor's Report Management's responsibilities for the Financial Statements Management is responsible for the preparation of Financial Statements that give a true and fair view in accordance with the Danish Financial Statements Act, and for such internal control as Management determines is necessary to enable the preparation of Financial Statements that are free from material misstatement, whether due to fraud or error. In preparing the Financial Statements, Management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting in preparing the Financial Statements unless Management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. Auditor's responsibilities for the audit of the Financial Statements Our objectives are to obtain reasonable assurance about whether the Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs and the additional requirements applicable in Denmark will always detect a material misstatement when it exists. 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 Financial Statements As part of an audit conducted in accordance with ISAs and the additional requirements applicable in Denmark, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: Identify and assess the risks of material misstatement of the Financial Statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. 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
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of prepaid property tax and rent and other prepaid expenses. 11 Equity The share capital consists of 184.000.001 shares of a nominal value of DKK 1. No shares carry any special rights. 12 Other provisions Balance at beginning of year at 1 September Applied in the year Balance at 31 August 2018 MDKK 2017 MDKK 5 6 0 -1 5 5 Other provisions consists of provision for refunds, insurance cases and regulation of concessions revenue. 25 Notes to the Annual Report 13 Long term debt Deposit received from concessionaires etc. Between 1 and 5 years Non-current portion Within 1 year Current portion 14 Rental agreements and lease commitments Operating lease commitments. Total future lease payments: Within 1 year Between 1 and 5 years After 5 years 2018 MDKK 2017 MDKK 9 10 9 10 109 104 109 104 118 114 212 827 2.071 3.110 200 825 2.228 3.253 The financial obligations are as follows: Lease obligations regarding buildings Other rental obligations 3.104 6 3.247 6 The lease with the longest duration cannot be terminated until 1 December 2034. There is an obligation on the Company's leases to refurbish the leases upon their expiration. The Company does not intend to terminate the lease agreements in the near future. 15 Securities As security for the loan facility, an agreement has been entered into with the Company's primary bank regarding negative pledge on the Company's assets as well as registered floating company charges equivalent to DKK 50 million. 26 Notes to the Annual Report 16 Related parties and group information Transactions Transactions with closely related parties are done at marked conditions. Consolidated financial statements The Company is included in the Group Annual Report of Debenhams Retail plc., London, UK The Consolidated Financial Statements of the Group can be obtained at www.debenhamsplc.com. 17 Fee to auditors appointed at the general meeting In accordance with the Danish Financial Statements Act 96 (3), the fee to the auditor is not disclosed. 18 Subsequent events No events materially affecting the assessment of the Annual Report have occurred after the balance sheet date. 27
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-46 -7 666 173 Impairment losses and depreciation at 1 September 2017 Depreciation for the year Impairment losses and depreciation at 31 August 2018 452 72 5 8 457 80 Carrying amount at 31 August 2018 209 93 Depreciated over 2-10 years 10-25 years 8 Financial investments Cost at 1 September 2017 Cost at 31 August 2018 Carrying amount at 31 August 2018 Deposits MDKK 149 149 149 24 Notes to the Annual Report 9 Deferred tax asset Deferred tax asset at 1 September Recognised in income statement Deferred tax asset at 31 August 2018 MDKK 2017 MDKK 11 27 -11 -16 0 11 Management has assessed the recognition of the tax asset, which was primarily a result of the unlimited carryforward of unutilised tax losses. The recognised tax asset was based on Management's assessment of the utilisation opportunities available within a period of 3-5 years. 10 Prepayments Prepayments consist of prepaid property tax and rent and other prepaid expenses. 11 Equity The share capital consists of 184.000.001 shares of a nominal value of DKK 1. No shares carry any special rights. 12 Other provisions Balance at beginning of year at 1 September Applied in the year Balance at 31 August 2018 MDKK 2017 MDKK 5 6 0 -1 5 5 Other provisions consists of provision for refunds, insurance cases and regulation of concessions revenue. 25 Notes to the Annual Report 13 Long term debt Deposit received from concessionaires etc. Between 1 and 5 years Non-current portion Within 1 year Current portion 14 Rental agreements and lease commitments Operating lease commitments. Total future lease payments: Within 1 year Between 1 and 5 years After 5 years 2018 MDKK 2017 MDKK 9 10 9 10 109 104 109 104 118 114 212 827 2.071 3.110 200 825 2.228 3.253 The financial obligations are as follows
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Registre de Commerce et des Sociétés Numéro RCS : B135944 Référence de dépôt : L180175543 Déposé et enregistré le 29/08/2018 ANNUAL REPORT As at 31st December 2017 B&S Group S.à r.l. Société à responsabilité limitée Address of the registered office : 18, place Bleech L - 7610 Larochette R.C.S. Luxembourg : B-135944 Share capital : EUR 5.237.875,- g r o u p Annual Report 2017 WE SOURCE WE SERVE WE SUPPLY value adding distribution partner CONTENTS Executive board report CEO's statement 2 Key figures 4 Company profile 6 Value adding distribution partner 6 Our business model 7 Our business segments 8 Markets we serve 10 Growth strategy 12 Our competitive edge 16 asset light operations 16 full compliance on all levels 20 value adding services 24 decentralised operations, centrally managed 28 Achievements and performance in 2017 30 Financial performance 30 Sustainable business 36 Skilled people, committed leaders 39 Governance 42 Executive board and Supervisory board 42 Corporate governance 43 Risk management & internal control 45 Report of the Supervisory board 55 Consolidated financial statements Consolidated statement of profit or loss 58 Consolidated statement of profit or loss and other comprehensive income 59 Consolidated statement of financial position 60 Consolidated statement of changes in equity 62 Consolidated statement of cash flows 64 Notes to the Consolidated Financial Statements 65 Other information Independent auditor's report 112 List of subsidiaries 114 Contact 115 B&S Group S.à r.l. Annual Report 2017 1 EXECUTIVE BOARD REPORT
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compliance on all levels 20 value adding services 24 decentralised operations, centrally managed 28 Achievements and performance in 2017 30 Financial performance 30 Sustainable business 36 Skilled people, committed leaders 39 Governance 42 Executive board and Supervisory board 42 Corporate governance 43 Risk management & internal control 45 Report of the Supervisory board 55 Consolidated financial statements Consolidated statement of profit or loss 58 Consolidated statement of profit or loss and other comprehensive income 59 Consolidated statement of financial position 60 Consolidated statement of changes in equity 62 Consolidated statement of cash flows 64 Notes to the Consolidated Financial Statements 65 Other information Independent auditor's report 112 List of subsidiaries 114 Contact 115 B&S Group S.à r.l. Annual Report 2017 1 EXECUTIVE BOARD REPORT CEO'S STATEMENT "2017 marked my 25 years with B&S Group. I am proud of the Company that we are today,and feel energised about our future" I am pleased to report that the year ended 31 December 2017 has been another strong year of development and growth for the B&S Group. Results These results reflect the continued successful execution of our strategy in growing our business both organically and through carefully selected acquisitions. This growth is supported by leveraging our scale in our sourcing activities, our clear focus on digitisation to further thrive efficiency and cost leadership, and focused business selection. For our HTG segment, the growth of internet retailing and demand for premium beauty products in Asia resulted in increased business in our Health & Beauty category. With the growth of European value retail, we were able to further increase the success of our 2016 acquisition of Topbrands, which strengthened our Health & Beauty sub-segment with private label products for value retail customers. Within our B&S segment, we saw subtle growth from further development of Consumer Goods distribution from our Dubai branch and the cross-selling opportunities between Topbrands and the B&S segment. The other markets remained fairly stable and, in comparison to
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CEO'S STATEMENT "2017 marked my 25 years with B&S Group. I am proud of the Company that we are today,and feel energised about our future" I am pleased to report that the year ended 31 December 2017 has been another strong year of development and growth for the B&S Group. Results These results reflect the continued successful execution of our strategy in growing our business both organically and through carefully selected acquisitions. This growth is supported by leveraging our scale in our sourcing activities, our clear focus on digitisation to further thrive efficiency and cost leadership, and focused business selection. For our HTG segment, the growth of internet retailing and demand for premium beauty products in Asia resulted in increased business in our Health & Beauty category. With the growth of European value retail, we were able to further increase the success of our 2016 acquisition of Topbrands, which strengthened our Health & Beauty sub-segment with private label products for value retail customers. Within our B&S segment, we saw subtle growth from further development of Consumer Goods distribution from our Dubai branch and the cross-selling opportunities between Topbrands and the B&S segment. The other markets remained fairly stable and, in comparison to 2016 showed either a small increase, for example offshore catering, or a small decrease, for example government and defence. For our Retail segment, we are proud to report that in 2017, we opened new stores at Vienna Airport and Helsinki Airport. On top of that, we were awarded the concession for five shops in the new terminal of Abu Dhabi Airport at the end of 2017. Strategy Our strategy of driving organic growth combined with carefully selected acquisitions, and our continuous focus on operational improvements, have led to a strengthened profile of the B&S Group. By offering both our suppliers and customers value adding services as their specialised distribution partner, we have further strengthened long term and mutually beneficial relationships. Our acquisition activities continued in 2017, where at the end of December we acquired a controlling interest in Alcodis, a liquor distribution company based in Spain, to further strengthen our position in the Liquor product category. EXECUTIVE BOARD REPORT We look to achieve further organic growth by enhancing leadership in the selected channels and specialised markets we operate and by exploring possibilities to expand our operations in other geographical areas. We seek to further optimise our global sourcing operations, to continue to focus on digitisation, to continue our service minded approach and to
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2016 showed either a small increase, for example offshore catering, or a small decrease, for example government and defence. For our Retail segment, we are proud to report that in 2017, we opened new stores at Vienna Airport and Helsinki Airport. On top of that, we were awarded the concession for five shops in the new terminal of Abu Dhabi Airport at the end of 2017. Strategy Our strategy of driving organic growth combined with carefully selected acquisitions, and our continuous focus on operational improvements, have led to a strengthened profile of the B&S Group. By offering both our suppliers and customers value adding services as their specialised distribution partner, we have further strengthened long term and mutually beneficial relationships. Our acquisition activities continued in 2017, where at the end of December we acquired a controlling interest in Alcodis, a liquor distribution company based in Spain, to further strengthen our position in the Liquor product category. EXECUTIVE BOARD REPORT We look to achieve further organic growth by enhancing leadership in the selected channels and specialised markets we operate and by exploring possibilities to expand our operations in other geographical areas. We seek to further optimise our global sourcing operations, to continue to focus on digitisation, to continue our service minded approach and to further simplify the supply chain for both our suppliers and customers. Additionally, we intend to further strengthen our growth with carefully selected acquisitions. Delivery against strategy B&S Group is an entrepreneurial business with a clear focus on consistent growth and performance. Our steady track record demonstrates yearlong strong top-line development in turnover and strong EBITDA growth with consistently improved margins on Group level. Over the past years we have further sharpened our business focus through prioritising higher margins over turnover increase, resulting in a 7.0% EBITDA margin in FY2017 and a return on capital employed of over 36% as at 31 December 2017. Our high solvency level of 43% as at 31 December 2017 and our limited long term financing provide a solid base and flexibility in seizing sourcing opportunities as soon as they arise. Investing in the future We will continue to invest in our centralised platform to support our organic growth. By doing so, we are able to enhance our customer offering and retain a competitive advantage. In 2017, we have continued to improve our existing warehouse facilities and invested in the construction of a new automated warehouse that makes our operations more efficient. We are centralising and continuously improving our IT systems by rolling out a tailored Enterprise Resource Planning (
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de Révision Agréé Eddy R. Termaten, Réviseur d'Entreprises Agréé Partner 20 February 2018 560, rue de Neudorf L-2220 Luxembourg Grand Duchy of Luxembourg B&S Group S.à r.l. Annual Report 2017 113 OTHER INFORMATION LIST OF SUBSIDIARIES OTHER INFORMATION INDEPENDENT AUDITOR'S REPORT Set out below are B&S Group's significant subsidiaries at 31 December 2017. The disclosed significant subsidiaries represent the largest subsidiaries and represent approximate 90% of the total result before taxation of the Group. All subsidiaries are 100% owned unless stated otherwise. F.C.T. B.V., the Netherlands JTG Trading B.V., the Netherlands (51%) Checkpoint Distribution B.V., the Netherlands B&S Holland Trading Group B.V., the Netherlands B&S Investments B.V., the Netherlands B&S International B.V., the Netherlands B&S Köpcke Global Supply B.V., the Netherlands Koninklijke Capi-Lux Holding B.V., the Netherlands Capi-Lux Distribution B.V., the Netherlands Capi-Lux Netherlands B.V., the Netherlands Topbrands Europe B.V., the Netherlands (51%) B&S B.V., the Netherlands B&S Bosman Global B.V., the Netherlands Paul Retail B.V., the Netherlands Anker Amsterdam Spirits B.V., the Netherlands B&S LMCS DMCC, U.A.E. B&S World Supply DMCC, U.A.E. GWN Investments Ltd., U.A.E. 114 B&S Group S.à r.l. Annual Report 2017 CONTACT B&S Group S.à r.l. 18, place Bleech L-7610 Larochette G.D. Luxembourg Tel: +352 (0) 2687 0881 www.bs-group-sa.com OTHER INFORMATION B&S Group S.à r.l. Annual Report 2017 115 OTHER INFORMATION INDEPENDENT AUDITOR'S REPORT 116 B&S Group S.à r.l. Annual Report 2017 B&S Group S.à r.l. Annual Report 2017 117
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to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our report of "Réviseur d'Entreprises Agréé" to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our report of "Réviseur d'Entreprises Agréé". However, future events or conditions may cause the Company to cease to continue as a going concern. Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. 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 deficiencies in internal control that we identify during our audit. Report on Other Legal and Regulatory Requirements The Report from the Executive Board and Supervisory Board Report are consistent with the consolidated financial statements and has been prepared in accordance with applicable legal requirements. For Deloitte Audit, Société à responsabilité limitée Cabinet de Révision Agréé Eddy R. Termaten, Réviseur d'Entreprises Agréé Partner 20 February 2018 560, rue de Neudorf L-2220 Luxembourg Grand Duchy of Luxembourg B&S Group S.à r.l. Annual Report 2017 113 OTHER INFORMATION LIST OF SUBSIDIARIES OTHER INFORMATION INDEPENDENT AUDITOR'S REPORT Set out below are B&S Group's significant subsidiaries at 31 December 2017. The disclosed significant subsidiaries represent the largest subsidiaries and represent approximate 90% of the total result before taxation of the Group. All subsidiaries are 100% owned unless stated otherwise. F.C.T. B.V., the Netherlands JTG Trading B.V., the Netherlands (51%) Checkpoint Distribution B.V., the Netherlands B&S Holland Trading Group B.V., the Netherlands B&S Investments B.V., the Netherlands B&S International B.V., the Netherlands B&S Köpcke Global Supply B.V., the Netherlands Koninklijke Capi-Lux Holding B.V., the Netherlands Capi-Lux Distribution
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INFORMATION ON THE COMPANY FINANCIAL HIGHLIGHTS MANAGEMENT REPORT MANAGEMENT STATEMENT INDEPENDENT AUDITOR'S REPORT ACCOUNTING POLICIES BHJ A/S INCOME STATEMENT BALANCE SHEET STATEMENT OF CHANGES IN EQUITY NOTES TO THE ACCOUNTS Page 1 2 3-7 8 9-10 11-16 17 18-19 20 21-27 INFORMATION ON THE COMPANY BHJ A/S Ulsnæs 33 DK-6300 Gråsten CVR no. 11 42 34 18 Board of directors: Vilhelm Hald-Christensen (Chairman) Christine J. Lauridsen Duane Everett Willey John F. Wheeler Management: Asger S. Jacobsen Torben Matzen Auditor: Ernst & Young Godkendt Revisionspartnerselskab Nørre Havnegade 43 DK-6400 Sønderborg State Authorised Public Accountant Christian S. Christiansen State Authorised Public Accountant René Kirkegaard Bank: Sydbank A/S Handelsbanken Annual General Meeting The Annual General Meeting will be held 20 May 2019 - 1 - BHJ A/S Financial highlights and key ratios Consolidated income statement 2014 DKK '000 2015 DKK '000 2016 DKK '000 2017 DKK '000 2018 DKK '000 Revenue Profit from ordinary activities Operating profit (EBIT) Financial items Profit before tax Profit for the year 1.510.764 80.407 76.145 2.152 78.297 59.087 1.385.638 66.692 54.399 (9.957) 45.093 33.679 1.464.573 24.131 8.265 (9.284) (3.651) (3.597) 1.512.609 30.401 30.019 (6.219) 21.242 15.743 1.517.598 32.326 24.894 (4.340) 17.721 13.006 Balance sheet Fixed assets Current assets Total assets Investement in items of property, plant and equipment Equity Provisions Interest-bearing debt Non-interest-bearing
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will be held 20 May 2019 - 1 - BHJ A/S Financial highlights and key ratios Consolidated income statement 2014 DKK '000 2015 DKK '000 2016 DKK '000 2017 DKK '000 2018 DKK '000 Revenue Profit from ordinary activities Operating profit (EBIT) Financial items Profit before tax Profit for the year 1.510.764 80.407 76.145 2.152 78.297 59.087 1.385.638 66.692 54.399 (9.957) 45.093 33.679 1.464.573 24.131 8.265 (9.284) (3.651) (3.597) 1.512.609 30.401 30.019 (6.219) 21.242 15.743 1.517.598 32.326 24.894 (4.340) 17.721 13.006 Balance sheet Fixed assets Current assets Total assets Investement in items of property, plant and equipment Equity Provisions Interest-bearing debt Non-interest-bearing debt 368.530 392.314 760.844 6.455 283.981 2.585 255.336 218.942 364.334 381.366 745.700 20.854 249.460 10.005 278.840 207.395 Number of employees at year-end 263 273 Key figures1 Operating margin Return On Capital Employed (ROCE) Return on equity Debt ratio Equity at year-end 5,0% 17,5% 21,5% 89,9% 37,3% 3,9% 10,7% 12,6% 111,8% 33,5% 1 Key figures are calculated according to definition described under accounting policies 292.881 407.711 700.592 4.938 250.859 1.569 188.811 259.353 0 275 0,6% 1,7% -1,4% 75,3% 35,8% 341.042 389.922 730.964 22.077 270.190 974 180.705
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debt 368.530 392.314 760.844 6.455 283.981 2.585 255.336 218.942 364.334 381.366 745.700 20.854 249.460 10.005 278.840 207.395 Number of employees at year-end 263 273 Key figures1 Operating margin Return On Capital Employed (ROCE) Return on equity Debt ratio Equity at year-end 5,0% 17,5% 21,5% 89,9% 37,3% 3,9% 10,7% 12,6% 111,8% 33,5% 1 Key figures are calculated according to definition described under accounting policies 292.881 407.711 700.592 4.938 250.859 1.569 188.811 259.353 0 275 0,6% 1,7% -1,4% 75,3% 35,8% 341.042 389.922 730.964 22.077 270.190 974 180.705 279.095 0 279 2,0% 6,9% 6,0% 66,9% 37,0% 472.006 397.881 869.887 18.634 282.118 823 303.798 283.149 -0 313 1,6% 4,8% 4,7% 107,7% 32,4% -2 - MANAGEMENT REPORT Main activities BHJ A/S operates with the following two business divisions: · Essentia Protein Solutions · BHJ Essentia Protein Solutions develops, produces and markets functional protein ingredients within meat processing, soup stock and nutrition. BHJ purchases, processes and sells meat and fish raw materials for pet food- and fur feed-industries and trades within food in pork, beef, poultry- and fish-products. Highlights of the financial year There were no significant events in 2018. Consolidated accounts have been prepared and disclosed for the ultimate parent company within the EU, LGI International Holding S.a.r.l., Luxembourg. The consolidated accounts include the activities of the BHJ group. The consolidated accounts for LGI
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279.095 0 279 2,0% 6,9% 6,0% 66,9% 37,0% 472.006 397.881 869.887 18.634 282.118 823 303.798 283.149 -0 313 1,6% 4,8% 4,7% 107,7% 32,4% -2 - MANAGEMENT REPORT Main activities BHJ A/S operates with the following two business divisions: · Essentia Protein Solutions · BHJ Essentia Protein Solutions develops, produces and markets functional protein ingredients within meat processing, soup stock and nutrition. BHJ purchases, processes and sells meat and fish raw materials for pet food- and fur feed-industries and trades within food in pork, beef, poultry- and fish-products. Highlights of the financial year There were no significant events in 2018. Consolidated accounts have been prepared and disclosed for the ultimate parent company within the EU, LGI International Holding S.a.r.l., Luxembourg. The consolidated accounts include the activities of the BHJ group. The consolidated accounts for LGI International Holding S.a.r.l. include all the necessary information to assess the activities of the BHJ group. Therefore, this annual report only includes the annual accounts of BHJ A/S in accordance with section 112 of the Danish Financial Statements Act, and in accordance with section 86 (4), no cash flow statement has been made. Financial performance Revenue has increased by 0,3% compared with 2017. BHJ A/S generated an EBIT of DKK 25 million in the financial year 2018, compared with DKK 30 million in 2017 ­ a decrease of 17%. This development is considered as satisfactory but lower than expected. BHJ A/S posted a profit on ordinary activities before tax of DKK 17,7 million. Total assets amount to DKK 869,9 million, of which equity amounts to DKK 282,1 million, equal to 32,4%. Outlook The overall expectation for BHJ A/S in 2019, is a positive development and improved earnings compared to 2018. Special risk It is BHJ A/S' policy to adequately hedge all major risks. Being affected by global veterinary factors, BHJ A/S takes a proactive approach to quality
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10.343) (9.279) - (443) (2.102) 2.331 (214) 64 1.001 827 3.691 5.583 443 (2.525) 13.219 868 12.005 132 919 (1.013) 38 366 (2.780) (21.555) 22.824 (1.145) (890) (890) 19.856 4.660 (37.042) - (12.526) Hedging of recognised transactions have a maturity of less than 1 year. - 26 - BHJ A/S Notes to the accounts for the year ended 31 December 2018 Non-recognised transactions BHJ A/S uses forward exchange contracts to hedge expected currency risks relating to sale and purchase of goods in the coming year. BHJ has entered foreign exchange contracts for hedging of future sale and purchase of goods in CAD, GBP, JPY, NOK, PLN, SEK and USD of totally kDKK 5.294. Compared to the forward exchange rate on the balance sheet date the foreign exchange contracts have a positive fair value of approx. 484 kDKK. The change in fair value is recognised in equity. Interest rate risks An interst rate swap was terminated in 2017, as the underlaying mortgages loan risk have been repaid. 18 Related parties Related party with controlling influence on the company is LGI Denmark ApS, Gråsten, and The Lauridsen Group Inc., Iowa, USA. Related parties with significant influence comprise group enterprises and associates as well as members of the Board of Directors, the Management and the managements of group enterprises and associates. During the year, transactions were made with group enterprises and associates. Intragroup transactions have been eliminated in the consolidated financial statements. Transactions with the Management and Board of Directors comprise management remuneration, which is disclosed in note 2. Transactions with related parties have been made in terms of commercial conditions. BHJ A/S is included in the consolidated accounts for LGI International Holding S.a.r.l., Luxembourg - 27 -
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monitored and assessed in an ongoing process. The BHJ group mainly has floating rate interest-bearing debt. An assessment of the need for hedging of interest rate risk is made on an ongoing basis. There are no current hedging. Baseline for foreign currency exposure hedging are assets and liabilities of BHJ A/S, whereas exposures are consolidated. Transactions in the below summary of recognised and non-recognised transactions are based on assets and liabilities of BHJ A/S. Recognised transactions Hedging of recognised transactions primarily includes receivables and payables. Currency AUD CAD GBP JPY NOK NZD PLN RUB SEK SGD USD Hedged using Bank- and forward Intercompany exchange rate Net Receivables Payables lending contracts positions -6 (6) 315 150 2.077 2.542 8.247 (2.456) 9.880 (31.871) (16.200) 7.667 - (6.603) (10.343) (9.279) - (443) (2.102) 2.331 (214) 64 1.001 827 3.691 5.583 443 (2.525) 13.219 868 12.005 132 919 (1.013) 38 366 (2.780) (21.555) 22.824 (1.145) (890) (890) 19.856 4.660 (37.042) - (12.526) Hedging of recognised transactions have a maturity of less than 1 year. - 26 - BHJ A/S Notes to the accounts for the year ended 31 December 2018 Non-recognised transactions BHJ A/S uses forward exchange contracts to hedge expected currency risks relating to sale and purchase of goods in the coming year. BHJ has entered foreign exchange contracts for hedging of future
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Contents The big picture 4 2018 in brief 16 Five-year summary 17 L etter from the Board of Directors 19 Letter from the CEO 22 This is Novozymes 24 Novozymes and the SDGs Our business 28 Business model 35 Strategy 37 Risk management 42 Targets 49 Outlook for 2019 Governance 53 Corporate governance 58 Board of Directors 62 Executive Leadership Team 65 Remuneration report 69 The Novozymes stock Our purpose Together we find biological answers for better lives in a growing world ­ Let's rethink tomorrow Accounts and performance 72 Performance and consolidated financial statements 80 Performance and environmental data 82 Performance and social & governance data 84 Notes 154 Statements 160 Financial statements for Novozymes A/S Customers Using Novozymes' solutions, our customers can make their production processes more efficient and sustainable. Partners As part of our "Partnering for Impact" strategy, we form partnerships with other influential industry players. Distribution Novozymes' products are delivered to customers in different ways, depending on the industry. Commercial execution In-depth understanding of customer needs and operating environments, enables us to market and sell impactful solutions. Together we find biological answers for better lives in a growing world ­ Let's rethink tomorrow Novozymes Novozymes is the global market leader in biological solutions. Monetary streams Novozymes' revenue comes from sales of enzymes and microorganisms. 13% of our revenue is reinvested in R&D. Innovation Novozymes innovates and patents unique biological solutions to meet our customers' needs. Production An effective global production setup enables us to produce high-quality enzymes and microorganisms. Technical services Novozymes' technical service teams help our customers adopt innovations smoothly to ensure the expected value and effects. Quality Novozymes' quality culture, capabilities and systems ensure that we deliver high-quality biological solutions. Suppliers Our trusted suppliers must balance reliability, quality and efficiency with a passion for sustainability and innovation. 2018 in brief: 2018 was a satisfactory year for Novozymes. We grew in most of our markets and across most geographies. Business model: Novozymes' business is about turning science into sustainable biological solutions. Our business model enables us to cater to many different industries.
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us to market and sell impactful solutions. Together we find biological answers for better lives in a growing world ­ Let's rethink tomorrow Novozymes Novozymes is the global market leader in biological solutions. Monetary streams Novozymes' revenue comes from sales of enzymes and microorganisms. 13% of our revenue is reinvested in R&D. Innovation Novozymes innovates and patents unique biological solutions to meet our customers' needs. Production An effective global production setup enables us to produce high-quality enzymes and microorganisms. Technical services Novozymes' technical service teams help our customers adopt innovations smoothly to ensure the expected value and effects. Quality Novozymes' quality culture, capabilities and systems ensure that we deliver high-quality biological solutions. Suppliers Our trusted suppliers must balance reliability, quality and efficiency with a passion for sustainability and innovation. 2018 in brief: 2018 was a satisfactory year for Novozymes. We grew in most of our markets and across most geographies. Business model: Novozymes' business is about turning science into sustainable biological solutions. Our business model enables us to cater to many different industries. Explore the online version of The Novozymes Report 2018 at report2018.novozymes.com SfWaNrpetohhehveaeoartreznaaydw®rmehoeeeitnmshlw'peiaenorckncrr"elzrefdeyraaweamtedseiedi-inftsferfhgoe.seumrdelcea"nhmcfctoaeaoosnsddes- The big picture Financial highlights 4% Organic sales growth (2017: 4%) Total sales in 2018 were DKK 14,390 million, an increase of 4% organically and a decrease of 1% in DKK. Bioenergy and Food & Beverages were the main contributors to organic sales growth. Novozymes A/S DKK 28.3% EBIT margin (2017: 27.9%) The EBIT margin was 28.3%, 0.4 percentage point higher than in 2017. Excluding the one-time costs incurred in 2017 relating to organizational changes and the divestment of Albumedix, the EBIT margin in 2018 was 0
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Explore the online version of The Novozymes Report 2018 at report2018.novozymes.com SfWaNrpetohhehveaeoartreznaaydw®rmehoeeeitnmshlw'peiaenorckncrr"elzrefdeyraaweamtedseiedi-inftsferfhgoe.seumrdelcea"nhmcfctoaeaoosnsddes- The big picture Financial highlights 4% Organic sales growth (2017: 4%) Total sales in 2018 were DKK 14,390 million, an increase of 4% organically and a decrease of 1% in DKK. Bioenergy and Food & Beverages were the main contributors to organic sales growth. Novozymes A/S DKK 28.3% EBIT margin (2017: 27.9%) The EBIT margin was 28.3%, 0.4 percentage point higher than in 2017. Excluding the one-time costs incurred in 2017 relating to organizational changes and the divestment of Albumedix, the EBIT margin in 2018 was 0.7 percentage point lower than in 2017. 3% Net profit growth (2017: 2%) Net profit grew by 3% to DKK 3,227 million in 2018, up from DKK 3,120 million in 2017. This was driven by both a lower tax rate and lower net financial costs. 24.2% ROIC (2017: 25.6%) Return on invested capital (ROIC) including goodwill was 24.2%, compared with 25.6% at year-end 2017. The lower ROIC was mainly due to higher net invested capital. Key figures 2018 2018 realized outlook1 Sales growth, organic 4% 4-6% EBIT margin 28.3% ~28.0% Net profit growth 3% ~0% Net investments excl. acquisitions, DKKbn 1.4 1.3­1.5 Free cash flow before acquisitions, DKKbn 2.3 2.3­2.6 ROIC (including goodwill) 24.2% 24-25%
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.7 percentage point lower than in 2017. 3% Net profit growth (2017: 2%) Net profit grew by 3% to DKK 3,227 million in 2018, up from DKK 3,120 million in 2017. This was driven by both a lower tax rate and lower net financial costs. 24.2% ROIC (2017: 25.6%) Return on invested capital (ROIC) including goodwill was 24.2%, compared with 25.6% at year-end 2017. The lower ROIC was mainly due to higher net invested capital. Key figures 2018 2018 realized outlook1 Sales growth, organic 4% 4-6% EBIT margin 28.3% ~28.0% Net profit growth 3% ~0% Net investments excl. acquisitions, DKKbn 1.4 1.3­1.5 Free cash flow before acquisitions, DKKbn 2.3 2.3­2.6 ROIC (including goodwill) 24.2% 24-25% Avg. USD/DKK 632 600 1. Outlook guided as of February 7, 2018. Outlook 2019 See more details on performance in Accounts and performance The big picture 2018 in brief 4 Sustainability highlights 88,000,000 tons of CO2 emissions saved In 2018, our customers saved an estimated 88 million tons of CO2 emissions by applying Novozymes' products. The savings achieved are equivalent to taking approximately 37 million cars off the road. 23% Renewable energy (2017: 24%) Energy from renewable sources accounted for 23% of our total energy consumption in 2018. In Denmark and Brazil, we purchase our electricity from renewable sources. See more details in Accounts and performance Novozymes A/S 78 Employee development (New in 2018) In 2018, we implemented TunedIn, a new employee survey and dialogue tool. The survey is used in conjunction with team talks throughout the company about how we work and grow together. The survey shows an employee development score of 78, which meets our target of 75
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based on the Global Reporting Initiative (GRI) as well as detailed sustainability data regarding our main activities in Argentina, Brazil, Canada, China, Denmark, India and the US. The report has been prepared in accordance with the International Financial Reporting Standards (IFRS), the Danish Financial Statements Act and the additional requirements of Nasdaq Copenhagen A/S for the presentation of financial statements by listed companies. It is also inspired by the GRI's G4 Sustainability Reporting Guidelines. See Basis of reporting in the report for more details. Forward-looking statements This annual report contains forward-looking statements, including statements about future events, future financial performance, plans, strategies and expectations. Forward-looking statements are associated with words such as, but not limited to, "believe," "anticipate," "expect," "estimate," "intend," "plan," "project," "could," "may," "might" and other words with a similar meaning. Forward-looking statements are by their very nature associated with risks and uncertainties that may cause actual results to differ materially from expectations, both positively and negatively. These risks and uncertainties may include unexpected developments in i) the ability to develop and market new products; ii) the demand for Novozymes' products, marketdriven price decreases, industry consolidation, and launches of competing products or disruptive technologies in Novozymes' core areas; iii) the ability to protect and enforce the company's intellectual property rights; iv) significant litigation or breaches of contract; v) the materialization of the company's growth platforms, notably the opportunity for marketing biomass conversion technologies or the development of microbial solutions for broad-acre crops; vi) political conditions, such as acceptance of enzymes produced by genetically modified organisms; vii) global economic and capital market conditions, including, but not limited to, currency exchange rates (USD/DKK and EUR/DKK in particular, but not exclusively), interest rates and inflation; and viii) significant price decreases for inputs and materials that compete with Novozymes' biological solutions. The company undertakes no duty to update any forward-looking statements as a result of future developments or new information. Novozymes A/S 176 © Novozymes A/S, Krogshoejvej 36 2880 Bagsvaerd, Denmark Eoxnplilnoehreerreoepuorrt report2018.novozymes.com
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team from Novozymes, headed by Global Communications Photography Lars Just, Thorbjørn Hansen and Ty Stange Design & web BystedFFW A/S Editing & proofreading Borella projects Reporting and audits The website contains The Novozymes Report 2018, which, pursuant to section 149 of the Danish Financial Statements Act, is an extract of the company's annual report. It also contains the financial statements of the parent company Novozymes A/S. Together, these constitute the company's annual report that is filed with the Danish Business Authority. PwC has audited the consolidated financial statements, the parent company financial statements, and the environmental and social data. PwC is also the sustainability assurance provider, basing its assurance on the AA1000 Assurance Standard (2008). The audit covers the financial, environmental and social data. These are marked "Audited by PwC." See also the statements in the report. PwC has not audited the sections of the report under the headings The big picture, Our business, Governance, and Sustainability. The Sustainability section includes our Communication on Progress made with respect to the UN Global Compact principles, our report index based on the Global Reporting Initiative (GRI) as well as detailed sustainability data regarding our main activities in Argentina, Brazil, Canada, China, Denmark, India and the US. The report has been prepared in accordance with the International Financial Reporting Standards (IFRS), the Danish Financial Statements Act and the additional requirements of Nasdaq Copenhagen A/S for the presentation of financial statements by listed companies. It is also inspired by the GRI's G4 Sustainability Reporting Guidelines. See Basis of reporting in the report for more details. Forward-looking statements This annual report contains forward-looking statements, including statements about future events, future financial performance, plans, strategies and expectations. Forward-looking statements are associated with words such as, but not limited to, "believe," "anticipate," "expect," "estimate," "intend," "plan," "project," "could," "may," "might" and other words with a similar meaning. Forward-looking statements are by their very nature associated with risks and uncertainties that may cause actual results to differ materially from expectations, both positively and negatively. These risks and uncertainties may include unexpected developments in i) the ability to develop and market new products; ii) the demand for
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Contents The big picture 4 2017 in brief 15 Letter from the Board of Directors 18 Letter from the CEO 21 Novozymes in a nutshell Our business 26 Business model 31 Strategy 33 Risk management 38 Targets Governance 49 Corporate governance 54 Board of Directors 57 Executive Leadership Team 59 Remuneration report 63 The Novozymes stock Accounts and performance 66 Performance and consolidated financial statements 74 Performance and environmental data 76 Performance and social & governance data 78 Notes 150 Statements 156 Financial statements for Novozymes A/S Novozymes A/S 2 The big picture Financial highlights 4% Organic sales growth Sales grew by 4% organically and by 3% in DKK. Sales to Food & Beverages and Bioenergy were the most significant contributors to organic sales growth in 2017. DKK 27.9% EBIT margin EBIT margin at 27.9% was on par with last year. Excluding the one-time costs relating to layoffs in 2017, the cost associated with the change to the Executive Leadership Team, and the loss relating to the Albumedix divestment, the EBIT margin was ~29% 2% Net profit growth Net profit was DKK 3,120 million, an increase of 2% from DKK 3,050 million in 2016. This was driven by higher EBIT and a lower tax rate, but partly offset by the write-down of a financial asset. Novozymes A/S 25.6% ROIC Return on invested capital (ROIC) including goodwill was 25.6%, compared with 25.1% in 2016. The increase was mainly a result of a higher EBIT and a lower tax rate partly offset by higher net investments. Key figures Sales growth, organic Sales growth, DKK EBIT growth EBIT margin Net profit growth Net investments excl. acquisitions, DKKm Free cash flow before acquisitions, DKKm ROIC (including goodwill) 2017 realized 2017 outlook* 4% 3% 3% 27.9% 2% 1,665 2,398 25.6% 2-5% 3-6% 3-6% ~28% 2-5% 1,7001,900 2,0002,200 24-25% * Outlook guided as of January 18, 2017. See
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Net profit growth Net profit was DKK 3,120 million, an increase of 2% from DKK 3,050 million in 2016. This was driven by higher EBIT and a lower tax rate, but partly offset by the write-down of a financial asset. Novozymes A/S 25.6% ROIC Return on invested capital (ROIC) including goodwill was 25.6%, compared with 25.1% in 2016. The increase was mainly a result of a higher EBIT and a lower tax rate partly offset by higher net investments. Key figures Sales growth, organic Sales growth, DKK EBIT growth EBIT margin Net profit growth Net investments excl. acquisitions, DKKm Free cash flow before acquisitions, DKKm ROIC (including goodwill) 2017 realized 2017 outlook* 4% 3% 3% 27.9% 2% 1,665 2,398 25.6% 2-5% 3-6% 3-6% ~28% 2-5% 1,7001,900 2,0002,200 24-25% * Outlook guided as of January 18, 2017. See more details on performance in Accounts & performance Outlook 2018 The big picture 2017 in brief 4 Sustainability highlights 76,000,000 tons of CO2 emissions saved In 2017, our customers saved an estimated 76 million tons of CO2 emissions by applying Novozymes' products. The savings achieved are equivalent to taking approximately 32 million cars off the road. 24% renewable energy Energy from renewable sources accounted for 24% of the total energy consumed in 2017. In Denmark, we purchase all our electricity from renewable sources. In March 2017, we also began purchasing all our electricity in Brazil from renewable sources. 1.6 frequency of occupational accidents In 2017, we experienced a decrease in the frequency of occupational accidents to 1.6 per million working hours, which met our target of 2.0 or below. This was driven by a continuous organizational focus on creating a safer and healthier working environment. Novozymes A/S 26% women in senior management Novozymes is committed to ensuring equal opportunities and avoiding discrimination in the workplace. In 2017, 26% of senior management (directors and higher)
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more details on performance in Accounts & performance Outlook 2018 The big picture 2017 in brief 4 Sustainability highlights 76,000,000 tons of CO2 emissions saved In 2017, our customers saved an estimated 76 million tons of CO2 emissions by applying Novozymes' products. The savings achieved are equivalent to taking approximately 32 million cars off the road. 24% renewable energy Energy from renewable sources accounted for 24% of the total energy consumed in 2017. In Denmark, we purchase all our electricity from renewable sources. In March 2017, we also began purchasing all our electricity in Brazil from renewable sources. 1.6 frequency of occupational accidents In 2017, we experienced a decrease in the frequency of occupational accidents to 1.6 per million working hours, which met our target of 2.0 or below. This was driven by a continuous organizational focus on creating a safer and healthier working environment. Novozymes A/S 26% women in senior management Novozymes is committed to ensuring equal opportunities and avoiding discrimination in the workplace. In 2017, 26% of senior management (directors and higher) were women. We are on track to meet our target to ensure that 30% of senior management positions are held by women in 2020. Key figures 2017 realized Estimated reduction in 76 CO2 emissions through our customers' application of our products, in million tons Water efficiency* -2% Energy efficiency* 4% CO2 intensity* 11% Renewable energy 24% Occupational accidents** 1.6 Employee absence 2.1% Women in senior 26% management Customer satisfaction 39 RobecoSAM class rating Yearbook Member*** 2017 target 72 4% 7% 9% 24% 2.0 2.0% 25% 35 Medal * Efficiency/intensity is measured by dividing net consumption by gross profit. The improvement is calculated as the relative improvement in efficiency/ intensity compared with the base year 2014. ** Per million working hours. *** Companies with good sustainability performance that have not received a medal distinction. The big picture 2017
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were women. We are on track to meet our target to ensure that 30% of senior management positions are held by women in 2020. Key figures 2017 realized Estimated reduction in 76 CO2 emissions through our customers' application of our products, in million tons Water efficiency* -2% Energy efficiency* 4% CO2 intensity* 11% Renewable energy 24% Occupational accidents** 1.6 Employee absence 2.1% Women in senior 26% management Customer satisfaction 39 RobecoSAM class rating Yearbook Member*** 2017 target 72 4% 7% 9% 24% 2.0 2.0% 25% 35 Medal * Efficiency/intensity is measured by dividing net consumption by gross profit. The improvement is calculated as the relative improvement in efficiency/ intensity compared with the base year 2014. ** Per million working hours. *** Companies with good sustainability performance that have not received a medal distinction. The big picture 2017 in brief 5 Sales by geography 4% 36% organic sales growth of sales 6% 34% organic sales growth of sales North America Sales increased by 6% organically and by 4% in DKK. Bioenergy posted solid organic growth throughout the year, whereas Agriculture & Feed was negative. Europe, the Middle East & Africa Sales increased by 4% organically and by 3% in DKK. Food & Beverages and Bioenergy posted good organic growth. Household Care ended flat for the year. Agriculture & Feed and Technical & Pharma declined compared with 2016. Sales in emerging and developed markets 35% Emerging markets 65% Developed markets 10% of sales -1% organic sales growth Latin America Sales declined by 1% organically and by 2% in DKK. The Latin American market continued to be impacted by weak consumer confidence. Bioenergy and Technical & Pharma posted good growth, but was more than offset by a decline in Food & Beverages, Household Care and Agriculture & Feed. Novozymes