Other disclosures relating to the consolidated financial statements

Consolidated cash flow statement

The consolidated cash flow statement is presented using the indirect method. The change in deferred taxes is included in the other non-cash operating expenses and income.

The table below shows the change in liabilities from financing activities:

kEUR

31/12/2018

Payments out

Payments in

Other changes

Changes in scope of consolidation

New lease contracts

Changes in fair value

Currency effects

31/12/2019

Non-current financial liabilities to banks

76,768

-32,795

77,500

-899

0

0

0

0

120,574

Current financial liabilities to banks

5,325

-268

0

883

-4,613

0

0

0

1,327

Lease liabilities

1,666

-3,741

0

11,358

0

10,412

0

0

19,696

Summe

83,759

-36,999

77,500

11,537

-4,613

10,412

0

0

141,596

Other changes in connection with lease liabilities involve the effect of the conversion to IFRS 16.

Research and development

Development costs totaling kEUR 2,676 were incurred in 2019 (previous year: kEUR 2,669). Of these, intangible assets amounting to kEUR 947 (previous year: kEUR 1,495) had to be capitalized in accordance with IAS 38. This corresponds to a capitalization rate of 35% (previous year: 56%). Depreciation on development costs amounted to kEUR 1,263 (previous year: kEUR 4,166), of which kEUR 208 (previous year: kEUR 1,249) relates to write-downs for technologies no longer in line with strategy.

Risk management

General information on financial risks

The MAX Group can be exposed to various risks through financial instruments. These are as follows:

  • Credit risks

  • Liquidity risks

  • Market price risks

Credit risks essentially arise from trade receivables. It is particularly important to assess the risks in connection with the project business, as in the provisional financing of orders, for example.

Liquidity risks ensue from the potential failure of meeting payment obligations on time. These risks are usually associated with negative outcomes in business operations.

Market price risks arise from changes in exchange rates and interest rates. Currency risks on the sales side essentially come about when invoicing on the basis of U.S. dollars.

Risk categories

Credit risks

The credit risk is the exposure to economic loss in a case where a counterparty fails to meet its contractual obligations or payment obligations. The risk essentially comprises the risk of default and the risk which ensues from a deterioration in creditworthiness.

Trade receivables are due as a result of the worldwide sales operations of the individual companies.

The following safeguarding measures are taken as a general rule as a result of the different credit ratings of the customers:

  • Export credit insurance

  • Letters of credit

  • Prepayments

  • Guarantees and sureties

  • Internal credit lines

  • Assignments as security

The maximum default risk (credit risk) entails the write-down of the carrying amounts of the financial instruments to zero. The default risk of the unimpaired financial instruments is fundamentally judged to be low from the present-day perspective due to the debtor structure, as the probability of default is kept to a minimum by the strict constraints of the risk management system.

Aside from the individual valuation adjustments on receivables in case of a default event, an allowance for expected credit losses was also recognized in accordance with IFRS 9. The Group’s financial assets which are subject to the model of expected credit losses are trade receivables and contractual assets. The Group applies the simplified approach in accordance with IFRS 9 in order to measure the expected credit losses. Accordingly, the expected credit losses over the relevant term are used for all trade receivables and contractual assets.

In order to measure the expected credit losses, trade receivables and contractual assets are clustered. The valuation allowance ratios are determined on the basis of the specific debtor, the industry or region using credit default swap spreads. The calculation takes into account the interest effect.

The following overviews show the calculated default risk position for the Group’s trade receivables and contractual assets:

Impariment Matrix 31/12/2019

 

 

 

 

Default rate
%

Gross book value Trade receivables & Contract assets
kEUR

Expected credit loss
kEUR

       

Customer specific

0.17%

44,217

74

       

Automotive Europe

0.16%

9,466

15

Automotive Asia

0.13%

3,929

5

Energy America

0.19%

3,649

7

Mechanical engineering Europe

0.12%

2,490

3

Pharmaceutical & healthcare industry Europe

0.08%

1,881

1

Industries Europe

0.15%

1,542

2

Food & Beverage Europe

0.06%

1,496

1

       

Europe

0.04%

8,413

4

America

0.07%

3,313

2

       

Others

0.11%

8,746

10

       

Total

0.14%

89,142

124

Impariment Matrix 31/12/2018

 

 

 

 

Default rate
%

Gross book value Trade receivables & Contract assets
kEUR

Expected credit loss
kEUR

       

Customer specific

0.28%

90,632

250

       

Automotive Europe

0.68%

5,489

37

Automotive Asia

0.55%

2,278

12

Energy America

0.83%

2,116

17

Mechanical engineering Europe

0.52%

1,444

7

Pharmaceutical & healthcare industry Europe

0.23%

1,091

2

Industries Europe

0.56%

894

5

Food & Beverage Europe

0.29%

867

2

       

Europe

0.20%

4,878

10

America

0.26%

1,921

5

       

Others

0.49%

5,071

25

       

Total

0.32%

116,682

375

Impariment Matrix 31/12/2018 (adjusted)

 

 

 

 

Default rate (adjusted)
%

Gross book value Trade receivables & Contract assets (adjusted)
kEUR

Expected credit loss
kEUR

       

Customer specific

0.28%

90,002

250

       

Automotive Europe

0.72%

5,219

37

Automotive Asia

0.55%

2,278

12

Energy America

0.83%

2,116

17

Mechanical engineering Europe

0.52%

1,444

7

Pharmaceutical & healthcare industry Europe

0.23%

1,091

2

Industries Europe

0.56%

894

5

Food & Beverage Europe

0.29%

867

2

       

Europe

0.20%

4,878

10

America

0.26%

1,921

5

       

Others

0.49%

5,071

25

       

Total

0.32%

115,782

375

Furthermore, depreciation of contractual assets and trade receivables was performed on a case-by-case basis in the amount of kEUR 2,629 (previous year: kEUR 2,504).

The transition from the opening balance to the closing balance as of 31 December for expected credit losses for trade receivables and contractual assets is presented as follows:

Expected credit loss

 

in kEUR

Trade receivables & Contract assets (simplified approach)

Expected credit loss as of 01/01/2019

375

increase

129

decrease

-378

currency translation differences and others

-1

Expected credit loss as of 31/12/2019

125

   

Opening balance gross book value as of 01/01/2019

116,682

Opening balance gross book value as of 01/01/2019 adjusted

115,782

Closing balance gross book value as of 31/12/2019

89,142

Expected credit loss

 

in kEUR

Trade receivables & Contract assets (simplified approach)

Expected credit loss as of 01/01/2018

346

increase

71

decrease

-41

currency translation differences and others

-1

Expected credit loss as of 31/12/2018

375

   

Opening balance gross book value as of 01/01/2018

139,966

Closing balance gross book value as of 31/12/2018

116,682

Closing balance gross book value as of 31/12/2018 adjusted

115,782

Liquidity risk

The Group monitors the risk of a potential liquidity squeeze by means of a liquidity planning tool as well as through rolling financial planning. In pursuing a broadly diversified refinancing approach, the Group takes advantage of various sources of liquidity, such as current account credit lines, syndicated loans, advance payments, leases and equity instruments. Sufficient sources of financing are available to the Group.

The short-term and medium-term cash flows of the companies at Group level are combined in operational liquidity management. In addition to the settlement dates of the financial assets and liabilities, these cash flows also include the expectations from the operating cash flows of the Group companies.

The following outgoing interest and principal payments ensue for the financial liabilities of the Group as of 31 December 2019:

kEUR

Book value 31/12/2019

Cashflow up to 1 year

Cashflow 1 to 5 years

Cashflow > 5 years

Non-derivative financial liabilities

 

 

 

 

Financial liabilities

121,900

34,369

12,269

90,945

Trad payables (excluding advances received)

49,818

49,818

0

0

Other interest-bearing and non-interest-bearing liabilities

40,144

25,268

12,925

23,061

Cash outflows from derivative financial instruments

 

 

 

 

- Currency derivatives

-163

10,585

0

0

- Interest rate derivatives

0

0

0

0

Cash inflows from derivative financial instruments

 

 

 

 

- Currency derivatives

-163

10,422

0

0

- Interest rate derivatives

0

0

0

0

kEUR

Book value31/12/2018

Cashflowup to 1 year

Cashflow1 to 5 years

Cashflow > 5 years

Non-derivative financial liabilities

 

 

 

 

Financial liabilities

82,093

6,931

9,212

74,633

Trad payables (excluding advances received)

100,529

100,529

0

0

Other interest-bearing and non-interest-bearing liabilities

34,652

149

0

0

Cash outflows from derivative financial instruments

 

 

 

 

- Currency derivatives

-57

2,943

0

0

- Interest rate derivatives

0

0

0

0

Cash inflows from derivative financial instruments

 

 

 

 

- Currency derivatives

-57

2,886

0

0

- Interest rate derivatives

0

0

0

0

Market price risk

The Group is exposed to market price risks in the form of exchange rate risks and interest rate risks due to its international operations. These risks can have a negative impact on the net assets, financial position and results of operations of the Group. The general economic conditions are constantly monitored and relevant market information is consulted in order to evaluate and assess the risks.

The Group has established a central risk management system for the systematic identification and assessment of market price risk. This involves reporting to the Managing Directors on an ongoing basis.

Currency risks

Due to its international orientation, the MAX Group is exposed to risks from exchange rate fluctuations in its business operations and with regard to the reported financial transactions and cash flows. The exchange rate risk for the Group is driven by its sales volume and to a large extent by conversions between the U.S. dollar and the euro. The transaction exposure is of particular importance here as the revenue is measured in foreign currency and the associated costs are in euro. Exchange rate fluctuations are hedged in part through appropriate hedging instruments.

Foreign currency forwards are used to minimize the transaction risks associated with individual projects. In the process, the open currency position is fully hedged using contractually defined milestones. In addition, planned foreign currency inflows are hedged on a continuous basis using a macro approach, whereby the hedging ratio here is in the range of 50-75%. Pure trading transactions are not entered into without corresponding underlying transactions.

Forward sales of currencies may give rise to market price risks in the form of potential obligations to sell foreign currencies at a spot rate below the market rate on the settlement date.

The terms and scope of the currency hedges correspond to those of the underlying transactions requiring hedging. The Group held the following hedging instruments as of the reporting date:

Financial instruments for currency hedging

 

Nominal volume in kEUR

Fair value in kEUR

 

31/12/2019

31/12/2018

31/12/2019

31/12/2018

Forward exchange transactions (sales)

10,585

3,397

-124

-57

The currency sensitivity analyses are based on the following assumptions:

  • Primary financial instruments which are denominated in a foreign currency are subject to currency risk and are therefore included in the sensitivity analysis.

  • Exchange rate-related changes in the market values of foreign exchange derivatives, for which no hedge accounting was applied, affect the currency result and are therefore included in the sensitivity analysis.

USD sensitivity analysis (in kEUR)

Impact on group result

 

2019

2018

Revaluation 10%

143

-98

Devaluation 10%

-180

120

The GBP, CNY and PLN risks have been subjected to a sensitivity analysis but no significant impact was noted.

Interest rate risks

Assets and liabilities which are sensitive to interest rate movements are held in the Group to the usual extent.

Business operations are financed by the syndicated loan at matching maturities. In order to maintain flexibility in the market, however, variable-interest refinancing options are used to a limited extent.

There is an interest cap arrangement – the contractual agreement of an interest rate ceiling – according to which the variable interest payable is limited to 4.35%. The cap is agreed for a fixed term until 7 June 2024.

in kEUR

Nominal volume

Fair value

 

31/12/2019

31/12/2018

31/12/2019

31/12/2018

Interest rate caps

169

234

0

0

Interest rate risks are presented by means of sensitivity analyses in accordance with IFRS 7. These analyses show the effects of changes in market interest rates on interest income and interest expense, other income components and, where applicable, on equity. The interest rate sensitivity analyses are based on the following assumptions:

  • Changes in the market interest rates of primary financial instruments with fixed interest rates only affect earnings if they are measured at fair value. All fixed-interest financial instruments measured at amortized cost are therefore not subject to interest rate risk as defined by IFRS 7.

  • Changes in market interest rates affect the result of primary variable-rate financial instruments, with respect to which the interest payments are not designated as underlying transactions in cash flow hedges against interest rate changes, and are therefore included in the sensitivity calculations.

  • Changes in market rates for interest rate derivatives which are not included in a hedging relationship under IFRS 9 have an impact on the interest result and are therefore taken into account in the sensitivity calculations.

Market interest rate sensitivity analysis (in kEUR)

Impact on group result

 

2019

2018

Revaluation 100 basis points

-884

-951

Devaluation 100 basis points

23

90

Other price risks

In the context of the presentation of market risks, IFRS 7 also requires disclosures on how hypothetical changes in other price risk variables affect the prices of financial instruments. Stock exchange prices or market averages are particularly suitable risk variables.

No financial instruments were held to this effect, either in the year under review or in the previous year.

Categorization of financial instruments

Financial assets and liabilities currently exist only for the categories "at amortized cost" and "at fair value with changes in value in profit or loss".

in kEUR

Valuation category according to IFRS 9

Book value 31/12/2019

Book value 31/12/2018 (adjusted)

Book value 31/12/2018

 

 

 

 

 

Financial Assets

 

 

 

 

Borrowings

AC

6,665

6,927

6,927

Trade receivables

AC

45,402

54,073

54,073

Cash and cash equivalents

AC

40,596

33,518

33,518

Other financial assets

AC

3,150

3,050

7,680

Financial liabilities

 

 

 

 

Loans

AC

121,900

82,093

82,093

Trade payables

AC

49,818

100,529

100,529

Derivative financial instruments

FVTPL

124

57

57

Other financial liabilities

AC

3,141

16,308

16,308

Measurement of fair value

All assets and liabilities for which fair value is determined or subsequently disclosed are assigned to the measurement hierarchy described below:

  • Level 1: All financial instruments traded on active markets whose quoted prices have been adopted for measurement without any change.

  • Level 2: The measurement is performed on the basis of procedures using input factors that have been derived directly or indirectly from observable market data.

  • Level 3: The measurement is performed on the basis of procedures using input factors that are not exclusively based on observable market data.

Since essentially the category “at amortized cost” is involved and fair value therefore corresponds to the carrying amount by approximation, no tabular display of the fair value hierarchy for financial instruments is provided.

Earnings per share

Since MAX Automation SE has not issued any dilutive instruments at present, the undiluted and diluted earnings per share are identical.

in kEUR

2019

2018 (adjusted)

2018

Profit attributable to the shareholders of MAX Automation SE used to determine the undiluted/diluted earnings per share

-34,733

-34,119

-31,547

Number

2019

2018 (adjusted)

2018

Weighted average number of shares used as denominator to calculate undiluted/diluted earnings per share

29,459,415

29,459,415

29,459,415

in EUR

2019

2018 (adjusted)

2018

Undiluted/diluted earnings per share due to shareholders of MAX Automation SE

-1.18

-1.32

-1.07

In the reporting period, the number of weighted shares corresponds to the number of shares issued.

Segment reporting

Segment

Process Technologies

Environmental Technologies

Reporting Period

2019
kEUR

2018
kEUR

2019
kEUR

2018
kEUR

Order intake

62,542

69,690

140,300

115,992

Order backlog

24,696

35,958

47,505

34,550

Segment sales

73,377

53,653

127,637

110,601

With external customers

73,323

53,037

127,633

110,599

- of which Germany

26,739

21,713

21,618

22,307

- of which other EU countries

20,321

14,199

39,277

30,915

- of which North America

10,863

6,278

56,990

43,791

- of which China

12,080

5,440

0

0

- of which Rest of the world

3,321

5,407

9,748

13,587

- Inter-Segment revenue

54

616

4

2

EBITDA

14,821

11,957

12,943

10,049

EBITDA margin (in %, in relation to sales )

20.2%

22.3%

10.1%

9.1%

Total operating revenue

68,861

58,866

131,241

109,883

Segment operating profit (EBIT before PPA amortization)

12,603

10,538

11,161

8,522

Including:

0

0

0

0

- depreciation/amortization

-2,219

-1,419

-1,782

-1,527

- Additions to other provisions and pension provisions

-1,201

-812

-4,662

-2,301

Segment operating profit after PPA amortization

12,380

10,316

11,161

8,522

Including:

0

0

0

0

- PPA amortization

-222

-222

0

0

- Goodwill Impairment

0

0

0

0

Segment result from ordinary activities (EBT)

12,081

10,106

11,088

8,305

Including:

0

0

0

0

- Interest and similar income

3

5

116

81

- Interest and similar expenses

-303

-214

-189

-298

- Income from equity accounted investments

0

0

0

0

Income taxes

-513

-147

-2,124

-1,860

Net income

11,567

9,958

8,964

6,445

Non-current segment assets (excluding deferred tax)

20,405

16,217

20,858

12,376

- of which Germany

15,256

12,372

17,268

9,918

- of which other EU countries

4,458

3,422

22

36

- of which North America

506

296

3,569

2,422

- of which Rest of the world

185

127

0

0

Investments in non-current segment assets

2,521

5,462

2,724

1,182

Working Capital

16,648

11,772

17,605

14,379

Goodwill

6,163

6,163

6,399

6,392

ROCE (in %)1)

34.9%

37.5%

36.7%

25.3%

Average number of personnel excluding trainees

368

301

404

375

1) The return on capital employed (ROCE) corresponds to the ratio of EBIT to capital employed. Capital employed corresponds to the sum of intangible assets, property, plant and equipment, working capital, investment property and goodwill based on the twelve-month average.

Segment

Evolving Technologies

Non-Core

Reporting Period

2019
kEUR

2018
kEUR

2018 (adjusted)
kEUR

2019
kEUR

2018
kEUR

Order intake

113,504

139,721

139,721

63,580

82,188

Order backlog

80,689

103,111

103,111

46,629

86,705

Segment sales

136,213

115,000

114,100

89,806

127,706

With external customers

134,918

113,535

112,635

89,608

127,502

- of which Germany

92,752

60,477

59,577

15,574

44,933

- of which other EU countries

22,184

26,789

26,789

34,569

27,295

- of which North America

4,648

8,441

8,441

-932

4,005

- of which China

1,394

649

649

-4,068

33,718

- of which Rest of the world

13,939

17,178

17,178

44,464

17,551

- Inter-Segment revenue

1,296

1,465

1,465

199

204

EBITDA

16,900

6,514

2,920

-36,580

-36,031

EBITDA margin (in %, in relation to sales )

12.4%

5.7%

2.6%

-40.7%

-28.2%

Total operating revenue

131,217

109,909

106,315

69,485

132,268

Segment operating profit (EBIT before PPA amortization)

13,143

4,411

817

-39,586

-39,907

Including:

0

0

0

0

0

- depreciation/amortization

-3,757

-2,103

-2,103

-3,007

-3,876

- Additions to other provisions and pension provisions

-2,495

-2,133

-2,133

-4,945

-3,770

Segment operating profit after PPA amortization

12,953

-559

-4,153

-40,363

-47,424

Including:

0

0

0

0

0

- PPA amortization

-189

-770

-770

-777

-2,312

- Goodwill Impairment

0

-4,200

-4,200

0

-5,205

Segment result from ordinary activities (EBT)

11,678

-2,465

-6,059

-42,195

-49,887

Including:

0

0

0

0

0

- Interest and similar income

252

185

185

162

21

- Interest and similar expenses

-1,514

-729

-729

-1,994

-2,484

- Income from equity accounted investments

0

0

0

0

0

Income taxes

255

1,433

2,455

-820

941

Net income

11,933

-1,032

-3,604

-43,015

-48,947

Non-current segment assets (excluding deferred tax)

41,172

22,018

22,018

15,903

20,569

- of which Germany

41,049

21,914

21,914

14,271

13,358

- of which other EU countries

0

0

0

1,633

26

- of which North America

0

0

0

0

0

- of which Rest of the world

123

104

104

0

7,185

Investments in non-current segment assets

1,518

1,102

1,102

1,662

17,023

Working Capital

7,668

2,997

-597

31,199

43,675

Goodwill

29,512

29,512

29,512

4,165

7,346

ROCE (in %)1)

23.0%

0.4%

-5.7%

-63.5%

-50.6%

Average number of personnel excluding trainees

549

547

547

486

550

1) The return on capital employed (ROCE) corresponds to the ratio of EBIT to capital employed. Capital employed corresponds to the sum of intangible assets, property, plant and equipment, working capital, investment property and goodwill based on the twelve-month average.

Segment

MAX Automation SE2)

Consolidation

Reporting Period

2019
kEUR

2018
kEUR

(2018 adjusted)
kEUR

2019
kEUR

2018
kEUR

Order intake

0

0

0

0

0

Order backlog

0

0

0

0

0

Segment sales

3,270

3,073

3,073

-4,816

-5,147

With external customers

6

213

213

0

0

- of which Germany

6

213

213

0

0

- of which other EU countries

0

0

0

0

0

- of which North America

0

0

0

0

0

- of which China

0

0

0

0

0

- of which Rest of the world

0

0

0

0

0

- Inter-Segment revenue

3,264

2,861

2,861

-4,816

-5,147

EBITDA

-8,641

-4,179

-8,159

-336

-989

EBITDA margin (in %, in relation to sales )

-

-

-

-

-

Total operating revenue

3,270

3,073

3,073

-4,816

-5,147

Segment operating profit (EBIT before PPA amortization)

-8,921

-4,381

-8,361

-336

-989

Including:

0

0

0

0

0

- depreciation/amortization

-281

-202

-202

0

0

- Additions to other provisions and pension provisions

-902

-1,894

-1,894

0

0

Segment operating profit after PPA amortization

-8,921

-4,381

-8,361

-3,012

-1,041

Including:

0

0

0

0

0

- PPA amortization

0

0

0

0

-51

- Goodwill Impairment

0

0

0

-2,676

0

Segment result from ordinary activities (EBT)

-36,523

-3,110

-7,740

9,550

-2,115

Including:

0

0

0

0

0

- Interest and similar income

3,475

2,333

2,333

-3,264

-2,556

- Interest and similar expenses

-3,702

-2,265

-2,915

3,252

2,558

- Income from equity accounted investments

-1,007

-1,237

-1,237

597

0

Income taxes

2,047

2,725

2,725

0

-278

Net income

-34,476

-385

-5,015

9,550

-2,394

Non-current segment assets (excluding deferred tax)

97,857

107,959

107,959

-60,300

-70,264

- of which Germany

97,857

107,959

107,959

-60,300

-70,264

- of which other EU countries

0

0

0

0

0

- of which North America

0

0

0

0

0

- of which Rest of the world

0

0

0

0

0

Investments in non-current segment assets

118

70

70

0

0

Working Capital

-1,157

-1,291

-1,291

0

0

Goodwill

0

0

0

0

0

ROCE (in %)1)

-

-

-

-

-

Average number of personnel excluding trainees

9

0

0

0

0

1) The return on capital employed (ROCE) corresponds to the ratio of EBIT to capital employed. Capital employed corresponds to the sum of intangible assets, property, plant and equipment, working capital, investment property and goodwill based on the twelve-month average.

2) The values of the parent company are included in the MAX Automation SE column; transactions between the segments are eliminated in the Consolidation column. The sum of the two aforementioned columns are presented in the Reconciliation column in order to reconcile the segment disclosures with the Group figures.

Segment

Reconciliation

Group

Reporting Period

2019
kEUR

2018
kEUR

2018 (adjusted)
kEUR

2019
kEUR

2018
kEUR

2018 (adjusted)
kEUR

Order intake

0

0

0

379,925

407,591

407,591

Order backlog

0

0

0

199,520

260,325

260,325

Segment sales

-1,546

-2,074

-2,074

425,488

404,885

403,985

With external customers

6

213

213

425,488

404,885

403,985

- of which Germany

6

213

213

156,689

149,643

148,742

- of which other EU countries

0

0

0

116,352

99,198

99,198

- of which North America

0

0

0

71,569

62,515

62,515

- of which China

0

0

0

9,405

39,806

39,806

- of which Rest of the world

0

0

0

71,472

53,723

53,723

- Inter-Segment revenue

-1,552

-2,287

-2,287

0

0

0

EBITDA

-8,977

-5,169

-9,148

-893

-12,678

-20,252

EBITDA margin (in %, in relation to sales )

-

-

-

-0.2%

-3.1%

-5.0%

Total operating revenue

-1,546

-2,074

-2,074

399,258

408,851

405,257

Segment operating profit (EBIT before PPA amortization)

-9,257

-5,370

-9,350

-11,937

-21,806

-29,379

Including:

0

0

0

0

0

0

- depreciation/amortization

-281

-202

-202

-11,044

-9,127

-9,127

- Additions to other provisions and pension provisions

-902

-1,894

-1,894

-14,205

-10,910

-10,910

Segment operating profit after PPA amortization

-11,933

-5,421

-9,401

-15,801

-34,567

-42,140

Including:

0

0

0

0

0

0

- PPA amortization

0

-51

-51

-1,189

-3,356

-3,356

- Goodwill impairment

-2,676

0

0

-2,676

-9,405

-9,405

Segment result from ordinary activities (EBT)

-26,974

-5,225

-9,855

-34,323

-39,167

-47,391

Including:

0

0

0

0

0

0

- Interest and similar income

211

-223

-223

744

69

69

- Interest and similar expenses

-451

293

-357

-4,450

-3,431

-4,081

- Income from equity accounted investments

-411

-1,237

-1,237

-411

-1,237

-1,237

Income taxes

2,047

2,447

2,447

-1,154

2,813

3,835

Net income

-24,926

-2,779

-7,409

-35,477

-36,354

-43,555

Non-current segment assets (excluding deferred tax)

37,557

37,696

37,696

135,896

108,877

108,877

- of which Germany

37,557

37,696

37,696

125,400

95,257

95,257

- of which other EU countries

0

0

0

6,113

3,484

3,484

- of which North America

0

0

0

4,074

2,719

2,719

- of which Rest of the world

0

0

0

308

7,416

7,416

Investments in non-current segment assets

118

70

70

8,543

24,839

24,839

Working Capital

-1,157

-1,291

-1,291

71,962

71,532

67,938

Goodwill

0

0

0

46,239

49,413

49,413

ROCE (in %)1)

-

-

-

-8.4%

-16.2%

-18.0%

Average number of personnel excluding trainees

9

0

0

1,816

1,773

1,773

1) The return on capital employed (ROCE) corresponds to the ratio of EBIT to capital employed. Capital employed corresponds to the sum of intangible assets, property, plant and equipment, working capital, investment property and goodwill based on the twelve-month average.

The breakdown of operations into the Process Technologies, Environmental Technologies, Evolving Technologies and Non-Core Business segments corresponds to the current status of internal reporting. Allocations to the respective segments are made on the basis of the products and services offered.

The MAX Group operates in the Process Technologies segment with the bdtronic Group and in the Environmental Technologies segment with the Vecoplan Group. In the Evolving Technologies segment, the MAX Group operates with the companies NSM Magnettechnik GmbH, the MA micro Automation Group, iNDAT Robotics GmbH, Mess- und Regeltechnik Jücker GmbH and AIM Micro Systems GmbH.

The Non-Core segment bundles the companies ELWEMA Automotive GmbH, IWM Automation Bodensee GmbH, IWM Automation Bodensee GmbH and IWM Automation Bodensee GmbH. These companies are all active in the area of special-purpose machine construction for the automotive sector, from which the Group is withdrawing.

Further information about the business operations of the individual enterprises is provided in the Group Management Report and can be taken from this source.

The reconciliation column shows in part income and expenses from transactions with other segments, which are eliminated for consolidation purposes. It also shows the income and expenses of the individual company MAX Automation SE since it involves a holding company and therefore lacks any operational activities.

Segment-related figures are published in accordance with IFRS 8 and these key ratios are also regularly reported to the Managing Directors and to the Supervisory Board and are of central importance for the management of the Company. A particular focus here is on sales and EBIT as performance variables. Working capital is also regularly subjected to more detailed analysis. Internal reporting is consistent with external accounting standards in accordance with IFRS.

The segment report shows the main income and expenses as well as the relevant earnings figures. The segmentation of assets is also observed, whereby the domicile of the Company is the decisive criterion.

Other performance indicators included in the segment report are the average headcount, investments, incoming orders and orders on hand. It is expected as a rule that revenue will be realized in the upcoming fiscal year from the existing orders on hand.

Transactions within the Group are generally conducted at arm's length.

The segmentation of revenue is determined by the sales markets. Contrary to the provisions of IFRS 8.33 (a), the Company does not break down sales in the North American market by country as this market is regarded as a single unit in its economic development.

Projects accounted for revenue of kEUR 346,418 (previous year: kEUR 335,910), while sales of kEUR 79,070 (previous year: kEUR 68,975) were generated by the service and spare parts business.

One customer in the Evolving Technologies segment was responsible for revenue of kEUR 52,407 in 2019 (previous year: kEUR 29,009 euro).

Events after the reporting period

On 18 February 2020 the Company submitted an application for contract modifications at the administrative office for the syndicated loan contract. The essential objective of the application for a contract modification was a readjustment of the covenants of the syndicated loan. On 28 February 2020, the bank syndicate accepted the application. As a result, the Company was able to strengthen its financing further.

Including two extension options, the syndicated loan contract has a term until 2024 for a total volume of 190 million euro.

With the signature on 2 March 2020, subleasing was arranged for half of the production area with adjacent offices at the Bermatingen property. The start of the lease is 1 April 2020. The sublease agreement has a minimum term of five years.

On 10 March 2020, Andreas Krause, member of the Supervisory Board and Chief Financial Officer of MAX Automation SE, who is simultaneously Chairman of the Management Board of the Company, notified the Company that he was stepping down from his positions for personal reasons. Andreas Krause has announced the resignation of his membership in the Supervisory Board of MAX Automation SE as of the end of this year’s General Meeting, which will be held on 29 May 2020, and his position as Managing Directors with effect from 15 June 2020.

Other financial obligations

Since 1 January 2019, the Group recognizes leases as rights of use in accordance with IFRS 16. For additional information, please refer to the section "Impact of the initial application of IFRS 16".

The following financial obligations from other non-cancelable contracts exist as of 31 December 2019:

in kEUR

2019

2018

up to 1 year

1,698

2,434

1 to 5 years

807

322

over 5 years

0

0

Total

2,505

2,756

Related party transactions

Related companies and persons as defined in IAS 24 are persons and enterprises (including affiliated enterprises) which can be controlled by the enterprise or which can control the enterprise. The enterprises in the MAX Group provide and purchase various services for or from related companies in the course of their business operations.

These supply and service relationships are arranged at standard market terms and conditions. Where services are involved, these are arranged on the basis of existing contracts.

Related enterprises

A free consultancy agreement was concluded with Günther Holding SE with effect from 1 September 2014, and was amended on 16 January 2017.

In 2019, expenses for auditing services of kEUR 6 were passed on to Günther Holding SE.

Related persons

Business transactions with related natural persons totaled kEUR 24 (previous year: kEUR 7). These relate to travel expenses incurred by Members of the Supervisory Board.

Auditor

Expenses for fees charged by the auditor of kEUR 522 (previous year: kEUR 335) were incurred in the year under review.

kEUR

2019

2018

1.

Audit services

449

317

a) Services for current year

449

317

b) Services for prior year

0

0

2.

Other assurance services

0

0

3.

Tax advisory services

0

6

4.

Other services

73

12

 

Total

522

335

No other certification services were rendered in the current financial year or in the previous year.

Services in connection with the review of the mid-year financial report pursuant to Section 37w (5) of the German Securities Trading Act (WpHG) are recorded under audit services.

The other services essentially constitute forensic investigations and services in connection with the review of quarterly reports without any certification being issued in this regard.

Corporate Bodies of MAX Automation SE

The Management Board of MAX Automation AG was in charge until the conversion to an SE became effective upon entry in the commercial register on 8 February 2018. The Supervisory Board advised and oversaw the Management Board in its management of the Company. Since the conversion, MAX Automation SE has had a monistic management structure which is characterized by the fact that the responsibility for the management of the SE is vested in a single management body, the Supervisory Board. The Managing Directors of MAX Automation SE conduct the business of the Company, taking joint responsibility for the goal of adding sustainable value. They implement the basic principles and guidelines set out by the Supervisory Board.

Managing Directors

Daniel Fink
Dusseldorf, Germany (until 31 March 2019) CEO

Member of the following other supervisory bodies:

  • Chairman of the Supervisory Board of Vecoplan AG, Bad Marienberg (until 31 March 2019)

Andreas Krause
Boppelsen, Switzerland (from 1 March 2018) CFO (since 1 April 2019 Chairman of the Management Board)

Member of the following other supervisory bodies:

  • Deputy Chairman of the Supervisory Board of Vecoplan AG, Bad Marienberg (until 31 March 2019)

  • Chairman of the Supervisory Board of Vecoplan AG, Bad Marienberg (from 1 April 2019)

Werner Berens
Fahrsweiler, Germany (from 1 May 2019) Member of the following other supervisory bodies:

  • No membership in other supervisory bodies

Dr. Guido Hild
Dusseldorf, Germany (from 1 July 2019) Member of the following other supervisory bodies:

  • Supervisory Board of GEA Orion Farm Technologies, Nagano (until 3 July 2019)

Patrick Vandenrijhn
Regensburg, Germany (from 1 May 2019)

Member of the following other supervisory bodies:

  • No membership in other supervisory bodies

Total compensation of the Managing Directors

The following amounts were granted to the Managing Directors of MAX Automation SE in the 2019 financial year:

kEUR

Daniel Fink, Managing Director (CEO) until 31/03/2019

 

 
2018

 
2019

2019
(min)

2019
(max)

Fixed compensation

320

80

80

80

Ancillary benefits*

34

7

7

7

Total

354

87

87

87

One-year variable compensation (STIP)

61

51

0

79

Multi-year variable compensation (LTIP)

266

314

0

393

thereof 2016 to 2019 program1)

0

0

0

189

thereof 2017 to 2020 program1)

126

0

0

131

thereof 2018 to 2021 program1)

140

0

0

73

Total

681

452

87

559

Pension expense

0

0

0

0

Total compensation

681

452

87

559

*The main ancillary benefits were private use of company car, insurance premiums and rent subsidies for housing.

1) Payment in 2019

kEUR

Fabian Spilker, Managing Director (CFO) until 31/03/2018

 

 
2018

 
2019

2019
(min)

2019
(max)

Fixed compensation

84

0

0

0

compensation

600

0

0

0

Ancillary benefits*

9

0

0

0

Total

693

0

0

0

One-year variable compensation (STIP)2)

0

0

0

0

Multi-year variable compensation (LTIP)2)

0

0

0

0

thereof 2016 to 2019 program

0

0

0

0

thereof 2017 to 2020 program

0

0

0

0

thereof 2018 to 2021 program

0

0

0

0

Total

693

0

0

0

Pension expense

0

0

0

0

Total compensation

693

0

0

0

*The main ancillary benefits were private use of company car and insurance premiums.

2) Offset against other compensation components on departure in 2018

kEUR

Andreas Krause, Managing Director (CFO) since 01/03/2018

 

 
2018

 
2019

2019
(min)

2019
(max)

Fixed compensation

225

270

270

270

Ancillary benefits*

24

35

35

35

Total

249

305

305

305

One-year variable compensation (STIP)

42

186

0

258

Multi-year variable compensation (LTIP)

92

92

0

92

thereof 2018 to 2021 program

92

46

0

46

thereof 2019 to 2022 program

0

46

0

46

Total

383

583

305

655

Pension expense

0

0

0

0

Total compensation

383

583

305

655

*The main ancillary benefits were private use of company car, insurance premiums and rent subsidies for housing.

kEUR

Werner Berens, Managing Director since 01/05/2019

 

 
2018

 
2019

2019
(min)

2019
(max)

Fixed compensation

0

153

153

153

Ancillary benefits*

0

23

23

23

Total

0

176

176

176

One-year variable compensation (STIP)

0

210

15

255

Multi-year variable compensation (LTIP)

0

48

0

105

thereof LTIP group 2019 to 2021

0

0

0

15

thereof LTIP Phantom Shares 2019 to 2021

0

24

0

60

thereof LTIP business unit 2019 to 2021

0

24

0

30

Total

0

434

191

536

Pension expense

0

0

0

0

Total compensation

0

434

191

536

*The main ancillary benefits were private use of company car, insurance premiums and rent subsidies for housing.

kEUR

Dr. Guido Hild, Managing Director, since 01/07/2019

 

 
2018

 
2019

2019
(min)

2019
(max)

Fixed compensation

0

93

93

93

Ancillary benefits*

0

11

11

11

Total

0

104

104

104

One-year variable compensation (STIP)

0

59

0

115

Multi-year variable compensation (LTIP)

0

29

0

78

thereof LTIP group 2019 to 2021

0

0

0

13

thereof LTIP Phantom Shares 2019 to 2021

0

20

0

50

thereof LTIP business unit 2019 to 2021

0

9

0

15

Total

0

202

104

297

Pension expense

0

0

0

0

Total compensation

0

202

104

297

*The main ancillary benefits were private use of company car and insurance premiums.

kEUR

Patrick Vandenrijhn, Managing Director, since 01/05/2019

 

 
2018

 
2019

2019
(min)

2019
(max)

Fixed compensation

0

153

153

153

Ancillary benefits*

0

13

13

13

Total

0

166

166

166

One-year variable compensation (STIP)

0

172

15

255

Multi-year variable compensation (LTIP)

0

275

0

340

thereof LTIP group 2019 to 2021

0

0

0

15

thereof LTIP Phantom Shares 2019 to 2021

0

24

0

60

thereof LTIP business unit 2019 to 2021

0

16

0

30

thereof special program 2017 to 2019

0

235

0

235

Total

0

613

181

761

Pension expense

0

0

0

0

Total compensation

0

613

181

761

*The main ancillary benefits were private use of company car, insurance premiums and rent subsidies for housing.

The following amounts accrued to the Managing Directors of MAX Automation SE in the financial year of 2019:

in kEUR

Daniel Fink, Managing Director (CEO) until 31/03/2019

Fabian Spilker, Managing Director (CFO) until 31/03/2018

Andreas Krause, Managing Director (CFO) since 01/03/2018

 

2018

2019

2018

2019

2018

2019

Fixed compensation

320

80

84

0

225

270

compensation

0

0

600

0

0

0

Ancillary benefits

34

7

9

0

24

35

Total

354

87

693

0

249

305

One-year variable compensation

0

51

0

0

0

40

Multi-year variable compensation

0

314

0

0

0

0

Total

354

452

693

0

249

345

Pension expense

0

0

0

0

0

0

Total compensation

354

452

693

0

249

345

in kEUR

Werner Berens, Managing Director since 01/05/2019

Dr. Guido Hild, >Managing Director since, 01/07/2019

Patrick Vandenrijhn, Managing Director since 01/05/019

 

2018

2019

2018

2019

2018

2019

Fixed compensation

0

153

0

93

0

153

compensation

0

0

0

0

0

0

Ancillary benefits

0

23

0

11

0

13

Total

0

176

0

104

0

166

One-year variable compensation

0

0

0

0

0

0

Multi-year variable compensation

0

0

0

0

0

0

Total

0

176

0

104

0

166

Pension expense

0

0

0

0

0

0

Total compensation

0

176

0

104

0

166

The other compensation for the Managing Directors of MAX Automation SE consists of ancillary benefits in kind, mainly including the use of a company car and the provision of a company apartment. The individual Managing Directors are responsible for the taxation on the benefits in kind forming part of the compensation package. Benefits from the D&O insurance were not quantifiable for the Managing Directors of MAX Automation SE as this is a collective insurance policy which covers a number of employees.

Additional information as well as relevant disclosures in accordance with IFRS 2 “Share-based payment” can be found in the compensation report in the Group Management Report.

Members of the Supervisory Board

Gerhard Lerch
Hanover, Germany Dipl.-Betriebswirt, Consultant Chairman of the Supervisory Board (until 31 December 2018)

Member of the following other supervisory bodies:

  • Chairman of the Supervisory Board of Vecoplan AG, Bad Marienberg (until June 2018)

Dr. Christian Diekmann
Hamburg, Germany Dipl.-Kaufmann, Managing Director of ZRT GmbH and Zertus GmbH, Hamburg Chairman of the Supervisory Board (since 18 May 2019)

Member of the following other supervisory bodies:

  • Member of the Board of Zertus Beteiligungen Lir Chocolates Ltd. Navan, Ireland,

  • Member of the Board of Zetar Ltd., London, Great Britain

  • Member of the Board of Zertus UK Ltd., London

  • Chairman of the Board of Gaea Products SA, Athens, Greece

Dr. Jens Kruse
Hamburg, Germany Fully Authorized Representative (Generalbevollmächtigter) of M.M. Warburg & CO (AG & Co.), Hamburg Deputy Chairman of the Supervisory Board

Member of the following other supervisory bodies:

  • Member of the Supervisory Board of Biesterfeld AG, Hamburg

  • Deputy Chairman of the Supervisory Board of PNE AG, Cuxhaven

Dr. Ralf Guckert
Hamburg, Germany Managing Director (CDO) Günther Holding SE, Hamburg Member of the Supervisory Board (since 25 January 2019)

Member of the following other supervisory bodies:

  • Member of the Advisory Board of Langenscheidt GmbH & Co. KG, Munich, of Langenscheidt Digital GmbH & Co. KG, Munich, and of Langenscheidt Management GmbH, Munich (Günther SE Group-internal position)

  • Member of the Advisory Board of all4cloud GmbH & Co. KG, Viernheim, and all4cloud Management GmbH, Hamburg (Günther SE Konzern-internal position)

  • Member of the Advisory Board of Günther Direct Services, Bamberg, and G Connect GmbH, Munich (Günther SE Group-internal position)

Oliver Jaster
Hamburg, Germany Chairman of the Supervisory Board of Günther Holding SE, Hamburg Member of the Supervisory Board

Member of the following other supervisory bodies:

  • Member of the Supervisory Board of ZEAL Network SE, London

  • Chairman of the Advisory Board of Langenscheidt GmbH & Co. KG, Munich, of Langenscheidt Digital GmbH & Co. KG, Munich, and of Langenscheidt Management GmbH, Munich (Günther SE Group-internal position)

  • Chairman of the Advisory Board of all4cloud GmbH & Co. KG, Viernheim, and all4cloud Management GmbH, Hamburg (Günther SE Konzern-internal position)

  • Chairman of the Advisory Board of Günther Direct Services, Bamberg, and G Connect GmbH, Munich (Günther SE Group-internal position)

  • Chairman of the Supervisory Board of Günther SE, Bamberg (Günther SE Group-internal position)

Daniel Fink
Dusseldorf, Germany Managing Director of MAX Automation SE (until 31 March 2019) Member of the Supervisory Board

Fabian Spilker, Dusseldorf, Germany
Managing Director of MAX Automation SE (until 31 March 2018)
Member of the Supervisory Board (until 18 May 2018)

Andreas Krause, Boppelsen, Switzerland
Managing Director of MAX Automation SE (from 1 March 2018) Member of the Supervisory Board (from 18 May 2018)

Total compensation of the Supervisory Board

The compensation paid to the Supervisory Board in 2019 amounted to kEUR 273 (Previous year: kEUR 232). Along with the reimbursement of their expenses, the Chairman of the Supervisory Board receives kEUR 120, the Deputy Chairman of the Supervisory Board receives kEUR 60 and the remaining members of the Supervisory Board with the exception of Managing Directors receive kEUR 40 after the end of the fiscal year.

in kEUR

Fixed remuneration

Consultancy services

Total

 

2018

2019

2018

2019

2018

2019

Gerhard Lerch, Chairman (until 31/12/2018)

132

0

0

0

132

0

Dr. Christian Diekmann, Chairman (from 18/05/2019)

0

75

0

27

0

102

Dr. Jens Kruse, Deputy Chairman (from 01/01/2019 until 17/05/2019 Chairman)

60

83

0

0

60

83

Dr. Ralf Guckert (from 25/01/2019, until 17/05/2019 Deputy chairman)

0

48

0

0

0

48

Oliver Jaster

40

40

0

0

40

40

The above list includes fixed compensation of kEUR 12 for Mr. Lerch for the positions on the Supervisory Board of Vecoplan AG in the 2018 fiscal year.

The members of the Supervisory Board did not receive any loans or advances in the 2019 fiscal year.

Further information can be found in the compensation report in the Group Management Report under "Report on Board Members’ compensation".

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