Annual Report 2013 - Wacker Neuson Group

Transcription

Annual Report 2013 - Wacker Neuson Group
Acting now.
Annual Report 2013
Facts and figures at a glance
Entwicklung der Geschäftsbereiche 2009–2013
Development by business
Development
segment 2009
by business
Development
toDevelopment
2013 segment
byby
business
2009
business
to 2013
segment
segment
2009
2009
Development
toto
2013
2013
by business segment 2009 to 2013
Entwicklung der Geschäftsbereiche 2009–
in2013
Mio. €
in € million
in € million
in in
€ million
€ million
in € million
Revenue
development of business segments
in
Mio. €
in € million
+1.7%
+1,7%
600
in € million
+11.5%
+1,7%
+1.7%
600
600600
+11,5%
600
400
400
500
500
500
400,4 407,2
400.4 407.2
520,0
466,5
400
300
300
200
200
100
100
0
0
300
300
200
200
100
100
0
+11,5%
520,0
520.0
520.0
466,5
500500
466.5
466.5
+3.9%
400,4 407,2
400
+3,9%
407.2
407.2
400.4
400.4
400.4 407.2
400400
600
500
+11.5%
+1.7%
+1.7%
300300
200
200 248,5
239,2
in € million
+11.5%
+11.5%
600
520.0
520.0
500 +3,9%
466.5
466.5
+3.9%
2011
2012
520.0
466.5
+3.9%
+3.9%
400.4 407.2
400
+3.9%
300
239,2 248,5
248.5
248.5
239.2 248.5
239.2
239.2
200
239.2 248.5
100100
239.2 248.5
100
0
0 0
0
Baugeräte
Kompaktmaschinen
Dienstleistungen
Light equipment
Compact
Light
equipment
equipment
Compact
Light
Services
Light
equipment
equipment
Compact
Compact
Services
equipment
equipment
Light
Services
Services
equipment
Baugeräte
Kompaktmaschinen
Dienstleistungen
2009
2010
2009
2010
2011
2013 vs. 2012
2013 vs. 2012
+11.5%
+1.7%
2009
2010
2011
2012
2013
2009
2012 2010
2013 2011
2009
20092012
2010
20102013
2011
2011 2012
2012
2013
2013 vs. 2012
More Information
2013 vs. 2012
2013
2013
vs.vs.
2012
2012
2013
2013
p. 61
2009
2010
Compact equipment
2011
2012
Services
2013
2013 vs. 2012
Revenue according to segment reporting
Revenue by business segment1
Sales by region
as a % (previous year)
as a % (previous year)
34.6 Light equipment (36.2)
44.2 Compact equipment (42.2)
21.1 Services (21.6)
1
71.3 Europe (71.1)
25.6 Americas (25.3)
3.1 Asia-Pacific (3.6)
Consolidated revenue before discounts; differences attributable to rounding.
More Information
More Information
p. 61
p. 58
Quarterly revenue trends
-6.2%
Quarter-on-quarter comparison: revenue 2009 to 2013
in € million
-6.2%
+15.8%
350
300
250
+8.6%
+6.4%
329.0
274.0
257.1
284.2
276.3
254.5
297.1
279.1
200
150
100
+15.8%
The first quarter of 2013 performed
to
the350
long winter in the northern hemisphere.300The situation had
329.0
274.0
already
improved by the second quarter, however.
Results
for
257.1
300
250
297.1
284.2
279.1
276.3
274.0
the250
third quarter
are
typically
lower
than
the
second
due
to
257.1
254.5200
seasonal
fluctuations. Nevertheless, it was150
a positive period
200
for Wacker Neuson. During the fourth quarter, the Group
150
100
benefited from the mainly mild winter conditions, which enabled
100
50
construction activity to continue longer into the winter season
50
0
in Europe. Revenue for Q4 was thus 6.4 percent higher
than in
Q1
0
the previous year.
Q1
Q2
Q3
Q4
2009
0
Q1
2010
2013 vs. 2012
Q2
2011
2012
Q3
2013
Q4
2010
2011
2013 vs. 2012
More Information
p. 42
2012
+15.8%
+8.6%
+6.4%
below expectations
due
350
2009
50
2009
-6.2%
2013
2010
2013 vs. 2012
2011
+8.6%
329.0
284.2
27
254.5
Q2
Q3
2012
2013
Development of revenue and profit margins 2009 to 2013
+94%
in € million
as a %
1,200
1,091.7
1,000
1,159.5
991.6
800
25
20
757.9
600
30
597.0
15
400
10
200
5
as a % relative to
Neuson’s revenue for 2013 rose by 6.2 percent
the
1,200previous year, reaching a new record high of EUR 1,159.5 million.
30
1,159.5
Group revenue has thus increased
by over 90 percent in just four
1,091.7
1,000
991.6 an easy year, however.
25
years.
2013 was by no means
Sales of
construction equipment fell at times, particularly in Europe, and
800
20
757.9 an impact on many manufacturers. The fact
this development had
that
Neuson’s business continued to develop
positively,
600 Wacker
597.0
15
however, confirms that the Group’s go-to-market strategy is on the
400 path. With an EBITDA margin of 13.2 percent,
10the Group has
right
met its profit forecast for 2013 and increased profitability relative
5
200
to the previous year.
0
1
0
0
20091
2010
2011
2012
+94%
in
€ million
Wacker
0
009 profit margins
2
adjusted to discount goodwill impairment,
20091
2010
2011
2012
2013
restructuring costs.
Revenue
2013
EBITDA margin
EBIT margin
Net earnings margin
2013 vs. 2009
Revenue
EBITDA margin
EBIT margin
Net earnings margin
2013 vs. 2009
Return on capital employed (ROCE)
as a %
in € million
859.4
800
35
793.6
30
646.9
600
538.9
25
531.3
as a %
in € million
Capital employed and ROCE II 2009 to 2013
20
400
15
Return on capital employed (ROCE) shows how much return a
859.4
company
realizes on the total capital
it employs. It35is calculated by
800
793.6
comparing EBIT with the capital invested during a fiscal year. In 2013,
30
Wacker Neuson realized a646.9
return of 11.0 percent before tax (ROCE I)
600
25
and 7.7 percent
tax (ROCE II). The ROCE II figure
was higher
538.9 after
531.3
than the weighted average cost of capital (WACC), 20
which came to
7.1400percent. Overall, the Group thus produced economic value added
15
(EVA) in the amount of EUR 5.1 million in 2013.
10
200
5
10
200
5
0
0
0
2009
2010
Average capital employed
2011
2012
2013
-5
0
2009
2010
Average capital employed
2011
2012
2013
ROCE II
ROCE II
as a %
in € million
Healthy assets and finances
950
as a %
in € million
901.1
789.0
901.1
789.0
Balance sheet ratios 2009 to 2013
950
914.7
935.5
95
830.6
750
75
550
55
350
214.2
0
-50
90.4
-24.9
2009
13.7
2010
Equity before minority interests
in € million
Gearing
as a %
177.2
2011
2012
2013
Net financial debt
in € million
Equity ratio before minority interests
as a %
935.5
95
750
75 a high equity
Wacker
Neuson is in a healthy financial position with
ratio of around 71 percent and gearing of around 19 percent. In 2013,
550
55
Wacker
Neuson reduced net financial debt by EUR 37 million
to
EUR 177 million. The Group has only drawn on just under 45 percent
350
35
of its credit lines and thus has sufficient financial headroom.
214.2
0
-50
-24.9
13.7
2009
15
Equity before minority interests
in € million
Gearing
as a %
177.2
90.4
35
0
-5
914.7
830.6
150
150
-5
2010
15
0
-5
2011
2012
2013
Net financial debt
in € million
Equity ratio before minority interests
as a %
p Facts and figures at a glance
Record-breaking revenue
Figures at a glance 2013
Wacker Neuson Group at December 31
in € million
2013
2012
Changes
1,159.5
1,091.7
6.2%
153.4
141.7
8.3%
Depreciation and amortization
58.6
56.8
3.2%
EBIT
94.7
84.9
11.6%
EBT
88.0
77.8
13.0%
Key figures
Revenue
EBITDA
Profit for the period
Number of employees
R&D ratio (incl. capitalized expenses) as a %
61.2
54.1
13.0%
4,157
4,096
1.5%
3.1
3.1
0 PP
Share
Earnings per share in €
0.87
0.77
13.0%
Dividends per share in €
0.401
0.30
33.3%
13.2
13.0
+0.2 PP
8.2
7.8
+0.4 PP
Non-current assets
792.0
790.2
0.2%
Current assets
530.4
554.6
-4.4%
Equity before minority interests
935.5
914.7
2.3%
Gearing as a %
18.9
23.4
-4.5 PP
Equity ratio before minority interests as a %
70.7
68.0
2.7 PP
6.6
6.1
0.6 PP
Key profit figures
EBITDA margin as a %
EBIT margin as a %
Key figures from the balance sheet
ROE as a %
Average working capital to revenue as a %
Capital employed (average)
ROCE II as a %
39.2
37.9
1.3 PP
859.4
793.6
8.3%
7.7
7.6
0.1 PP
Cash flow
Cash flow from operating activities
132.6
13.6
874.7%
Cash flow from investing activities
-75.9
-99.9
-24.0%
86.8
104.0
-16.6%
-60.1
88.8
–
56.7
-86.3
–
Investments (property, plant and equipment and intangible assets)
Cash flow from financing activities
Free cash flow
Dividend proposal for the AGM on May 27, 2014.
All consolidated figures prepared according to IFRS. A seven-year overview of key indicators is provided at the end of this report.
1 To our Shareholders
The Wacker Neuson Group
The Wacker Neuson Group is a leading manufacturer of light and compact equipment with
over 40 affiliates, 140 sales and service stations and more than 12,000 sales and service
partners across the globe. The Group can trace its roots back to 1848. With its broad
portfolio and efficient, global spare parts service, Wacker Neuson is the partner of choice
among professional users across a wide range of industries, including the construction,
gardening, landscaping and agriculture sectors, as well as among municipal bodies and
companies in industries such as recycling and energy. In 2013, Wacker Neuson achieved
revenue of EUR 1.16 billion and employed over 4,100 people worldwide.
Content
Along with this year’s Annual Report, you
are receiving a copy of the ­Wacker Neuson
To Our Shareholders
sustainability brochure. Anchored in
2
Interview with the CEO
the tradition of a family-run business
7
Management
and actively lived across generations,
8
Global Presence
sustainability has always enjoyed a high
10
Product Overview
priority at the Wacker Neuson Group.
13
The Share/Investor Relations
19
Report by the Supervisory Board
24
Corporate Governance Declaration and
Report
In 2013, we launched a far-reaching
initiative looking at our current and future
responsibilities towards society and the
environment as part of our commitment
to sustainable development. This brochure
outlines the insights we gained along with
33
Combined Management Report
97
Consolidated Financial Statements
Further Information
150
Glossaries
156
Publishing Details/Financial Calendar
7-Year Comparison
the goals we defined on that basis.
2
Wacker Neuson SE | Annual Report 2013
Interview with the CEO
“ON A STEADY GROWTH PATH”
Mr. Peksaglam, against a challenging market backdrop, Wacker Neuson
performed very well in 2013 compared with major competitors. And yet you
are not fully satisfied. Why is that?
We just about managed to achieve the targets we had set for ourselves at the start of
the year. With revenue of EUR 1.16 billion and an EBITDA margin of 13.2 percent, we did
what we set out to do, but of course we had expected better results. It is of little comfort
to us that only a few companies in our peer group and the construction sector as a whole
managed to improve on their prior-year results. Admittedly, market conditions were tough
in 2013. To use a sporting analogy: we did indeed jump the height we had set ourselves,
but we would have preferred to clear the bar by a much greater distance.
Why do you think you did not exceed expectations?
First of all we had to contend with a longer than usual winter on the Northern Hemisphere.
I remember that snow was on the ground when we were setting up for bauma 2013 in
Munich, and that was April. The winter slow-down was particularly pronounced in Q1
2013 compared with the previous year, with revenue down 6 percent and profit before
interest and tax down by as much as 58 percent. It was difficult to make up for that
setback over the rest of the year. Another
“One thing that paid off was our strategy
to broaden the reach of our compact
equipment segment beyond the traditional
confines of Europe.”
obstacle was the weak demand in some of
our core markets. Key customers in Australia
and New Zealand were reluctant to invest
because demand from the mining industries
had dropped off. In South America, the crisis
in Brazil saw our sales there shrink. We also
suffered losses in parts of Eastern Europe.
Of course this wasn’t helped by exchange rate fluctuations in some of our important
markets – if these were discounted, our revenues would actually be 8 percent higher to
previous year. Apart from that, a stronger Euro makes it harder to export to countries that
are not in the eurozone.
3
To our Shareholders
Interview with the CEO
› Cem Peksaglam
CEO and Chairman
of the Executive Board
Let’s move on to the good news. What were the success stories of the year?
Well, there was a lot of good news! Our strategy to broaden the reach of our compact
equipment segment beyond the traditional confines of Europe pays off. With this new
international focus, we achieved a 12-percent rise in revenue in this segment. We were
also very pleased to grow our business in Europe by 6 percent, which clearly outperforms
the industry average in Europe. Finally, signs of strong growth in key target markets filled
us with confidence for our future development. Revenue were up 72 percent in the UK for
instance, 28 percent in Russia and 24 percent in Turkey.
The trends you refer to – both positive and negative – are all of a short-term nature.
Are there any longer-term structural changes that could have a lasting impact on
Wacker Neuson’s business?
We are seeing fundamental shifts in the market – on both the provider and buyer sides.
More and more companies are forming alliances and merging in a bid to strengthen
their position in the global market and increase market share. The latest examples come
from Palfinger of Austria and China’s Sany, which underpinned their joint venture with
reciprocal shareholdings, and also Manitou from France and the Japanese company
4
Wacker Neuson SE | Annual Report 2013
Yanmar, which are coming together to strengthen their distribution activities in the
Americas. It is a similar story with our customers. Four major Southern European rental
companies have formed an alliance to meet the difficult economic challenges in their
home markets. Then there is the regional partnership between the two European rental
companies Cramo and Ramirent with the aim of jointly reaching into some Eastern
European markets. And of course we cannot ignore the new competitors encroaching
on our core markets, in particular the Chinese companies. Sany, for example, is looking
to get into the mini excavators segment in Europe. We too are constantly looking at ways
to optimize our market reach and position, whether organically or through alliances and
acquisitions, either on a regional or global scale.
So you are seeing consolidation of both manufacturers and customers, plus new
competitors. In other words, competition is getting hotter. How confident do you
feel in this climate?
Very confident. We regard competition as something to be welcomed. It forces companies
to provide better products and services, so in the end everyone benefits. Wacker Neuson
is on a strong footing right across the world. For one thing, the breadth of our light and
compact equipment portfolio is unique. Our customers increasingly welcome our one-stop
service. As we have integrated sales, service and logistics globally, our customers enjoy a
single point of contact. Another thing we can be proud of is the outstanding quality of our
products and services, which have set standards in many areas. These strengths, combined
with our extensive expertise in development and production,
“We will remain on the attack –
both on the technology and
­sales fronts.”
will continue to give us a powerful springboard. From a global
perspective, it is true of course that we are better positioned in
some markets than others. But we see this as an opportunity
to step up growth.
I take it that Wacker Neuson’s robust financial shape is fueling your confidence?
Yes, it provides certainty and ensures continuity. A solid financial footing is imperative for
companies seeking to maintain their technology leadership through innovation, further
expand their existing markets and tap into new markets. We are rock solid. Our equity ratio
of over 70 percent is very high, not only for our sector but for others, too. In 2013, this
metric actually increased by 3 percentage points. At the same time, our gearing fell from
23 percent to 19 percent, again a figure we are very comfortable with. Despite numerous
operational challenges, such as the start-up of our new compact equipment plant in
Hörsching near Linz (Austria) and more demanding market requirements in a difficult climate,
we were still able to improve several indicators. One of these was working capital, which
we managed to reduce in 2013 despite our revenue growth.
Your investment outlay fell from EUR 104 million to just under EUR 87 million.
Should this be interpreted as a defensive measure?
It would be hard to describe it as defensive given that investments are one and a half
times greater than write-downs. This clearly places us on an expansion curve, which is
where we need to be if we want to capitalize on opportunities in our markets. It must be
pointed out that we had two investment-heavy years prior to 2013, with major projects like
our new headquarters and R&D complex in Munich as well as the Hörsching plant, so it
is not surprising that we have consciously cut back to a lower level. Two thirds of our total
investment has gone into expanding our sales activities, sales promotion programs and
our rental fleet for Central Europe, all of which will aid our future growth. It is also the case,
of course, that this deliberate trimming of investment activity has resulted in us recording
a positive free cash flow for the first time since 2009, amounting to EUR 57 million. We are
targeting positive free cash flow again in 2014 – with investment of around EUR 85 million.
R&D expenditure has also fallen slightly. Is Wacker Neuson putting less effort
into innovation?
Not at all! When evaluating R&D figures, you have to look beyond current investments
recognized in the income statement to include R&D expenses capitalized according to
IFRS in other fiscal years. Overall, our R&D ratio for 2013 was 3.1 percent of revenue –
exactly the same as the previous year. In absolute terms, this represents an increase of
4 percent compared with the previous year. R&D has always been and will continue to be a
top priority at Wacker Neuson. Of our 4,100 employees currently over 8 percent work in R&D.
So Wacker Neuson is on a sound technological as well as financial footing.
How do you see the future panning out at this stage?
Well, after practically doubling our revenue in the past four years, we definitely want to
continue on this growth path in 2014 and beyond. A wider international footprint will play
a key role here. Our long-term goal is to increase our revenue share in markets outside
Europe from the current level of 29 percent to around 50 percent. Huge potential lies in
the emerging markets, which to date account for one eighth of our revenue. We see very
promising opportunities in fast-growing markets like China, South America and Russia,
but also in the ASEAN1 and SAARC2 countries. Indeed, we recently established a new
affiliate in Singapore. But we also want to continue growing in our core markets of Europe
and North America. Our strong financial position and market leadership in technology
and sales will stand us in good stead here. We also see scope for cost-cutting through
streamlining of our global operations. For example, we want to improve the coordination
1
2
ASEAN: Association of Southeast Asian Nations.
SAARC: South Asian Association for Regional Cooperation.
5
To our Shareholders
Interview with the CEO
6
Wacker Neuson SE | Annual Report 2013
of our sales activities and supplier management across the world. The same goes for
quality management. Through our corporate GIPI strategy, we will continue to focus on
Growth
Internationalization
Professionalization
Integration
our priorities of Growth, Internationalization, Professionalization and Integration.
And what are your targets for 2014?
We want to see fastest growth rates beyond Europe – this is where we see the greatest
potential. But at the same time we will certainly not be neglecting our core markets
in Europe an North America. We are targeting a revenue figure somewhere between
EUR 1,250 and 1,300 million and an EBITDA margin of between 13 and 14 percent this
year. At any rate, we intend to reinforce our comfortable financial and asset position.
This will be our foundation for international expansion and our springboard to capitalize
on M&A opportunities. One thing is certain: we will remain on the attack – both on the
technology and sales fronts.
Just a final few words on a new feature in your Annual Report. You have included
a separate corporate social responsibility brochure for the first time this year.
What is the thinking behind this?
“Quite rightly, a company’s environmental
performance and social engagement are
increasingly influencing the valuation of
listed companies.”
By publishing the “Thinking ahead. Sustainability
at the Wacker Neuson Group.” brochure, we
are responding to growing interest among our
shareholders and the general public in the
subject of corporate responsibility. Quite rightly,
a company’s environmental performance and
social engagement are increasingly influencing the valuation of listed companies. This gave
us the motivation to report on our committed efforts in this area in a separate brochure.
We consciously adopted a lighter style and focused on interesting projects in order to
reach a wide audience. The “Sustainability” section will of course still be included in our
Annual Report. Both our Annual Report and sustainability brochure are well worth reading!
Thank you for the interview, Mr. Peksaglam.
The CEO was interviewed by
Joachim Weber – Economics journalist
Joachim Weber started his career with an apprenticeship in industrial business management (mechanical
engineering). He followed up on this with a degree in business management (minor in business IT) at the University
of Hamburg. From 1974 to 2007, he worked as a business and industry reporter for the German-language daily
newspapers “Die Welt” and “Handelsblatt”. Today, Joachim Weber works as a freelance journalist, focusing
mainly on the interface between economics and technology, an area of journalism that continues to offer
interesting opportunities in Germany.
7
To our Shareholders
Management
Management
(from left to right)
› Martin Lehner
CTO
(Deputy Ceo)
› Günther C. Binder
CFO
› Cem Peksaglam
CEO
Responsible for procurement, production,
technology and quality.
Responsible for finance, audit and IT.
Responsible for strategy, sales, logistics,
service, marketing, investor relations,
corporate communication, sustainability,
compliance, HR, legal matters and
real estate.
8
Wacker Neuson SE | Annual Report 2013
Wacker Neuson
around the world
Global distribution via affiliates plus Wacker Neuson
stations and partners for sales and services.
Canada
Toronto
US
Menomonee Falls
US
Menomonee Falls
US
Norton Shores
The Netherlands
Ammersfoort
UK
London
France
Paris
Spain
Madrid
Mexico
Mexico City
European affiliates, sales
and service stations
Affiliates
Sales and service stations
Brazil
Juniai (near São Paulo)
Chile
Santiago de Chile
18.01.2008
CMYK
Headquarters of Wacker Neuson SE
(holding company)
Affiliates
Associated companies
Germany
Munich
Germany
Reichertshofen
Germany (Weidemann)
Korbach
Germany (Kramer)
Pfullendorf
Norway
Oslo
Production sites
Reichertshofen, Korbach, Pfullendorf (Germany), Linz/
Hörsching (Austria), Kragujevac (Serbia), M
­ enomonee
Falls, Norton Shores (US), Manila (Philippines)
Production
Site
Affiliate
Headquarters
Associated companies
China
Site
Denmark
Karlslunde
Sweden
Malmö
Russia
Moscow
18.01.2008
CMYK
Poland
Warsaw
Czech Republic
Prague
China
Beijing
Hungary
Budapest
China
Shanghai
Turkey
Istanbul
China
Shenzhen
Serbia
Kragujevac
China
Hong Kong
Philippines
Manila
Austria
Vienna
Thailand
Bangkok
Austria
Linz/Hörsching
Italy
Bologna
Singapore
Singapore
Switzerland
Zurich
South Africa
Johannesburg
India
Bangalore
Australia
Melbourne
9
To our Shareholders
Global presence
10
Wacker Neuson SE | Annual Report 2013
Our product philosophy:
Process know-how
Wacker Neuson is the ideal one-stop provider of light and compact equipment
guaranteed to optimize our customers’ construction processes. The Group is a
market leader in many product areas.
Light equipment
Selection
Concrete technology
Internal vibrators
External vibrators
Converters
Trowels
Rebar technology
Compaction
Rammers
Vibratory plates
Remote control ­
compaction equipment
Rollers
Worksite technology
Cut-off saws
Gasoline breakers
Floor saws
Electric breakers
Pumps
Generators
Lighting sytems
Hydronic surface heaters
The technical glossary contains more detailed information on exact areas of deployment
p. 150
11
To our Shareholders
Product overview
Compact equipment
Services
Selection
Excavators
Parts repair1
Compact excavators
Zero-tail excavators
Mobile excavators
Dumpers
Parts exchange
Track dumpers
Four-wheel dumpers
Four-wheel dumpers with cabs
Skid steer loaders
Rental service1
Skid steer loaders (< 700 kg)
Skid steer loaders (> 700 kg)
Track skid steer loaders
Wheel loaders
All-wheel-drive wheel
loaders
Maintenance1
All-wheel-drive
tele wheel loaders
Articulated
wheel loaders
Hoftracs® models and
All-wheel-drive
wheel loaders for the wheel loaders for the
agricultural industry ­agricultural industry
Telescopic handlers Compact telescopic handlers Financing
Telescopic handlers
Telescopic handlers for
the agricultural industry
Telescopic handlers for
the agricultural industry
1
in selected countries.
GIPI
corporate strategy
Growth
Internationalization
Professionalization
Integration
Growth
IN FOUR YEARS, WE HAVE
ALMOST DOUBLED OUR
REVENUE
Revenue
since 2009
+ 94%
€
€
597 m
2009
Read more on
1,160 m
p. 43
2013
Our share in 2013
For the markets, 2013 was one of the best years in
recent history. Germany’s main share index, the DAX,
made gains following the easing of the euro crisis
and an upturn in the all-important export markets
for German companies, especially in North America.
During 2013, the Wacker Neuson share rose by a
good 9 percent, with a further increase of around
7 percent recorded from January to mid-March 2014.
Share and index information
Shares in Wacker Neuson SE have been traded in the
regulated Prime Standard segment of the Frankfurt Stock
Exchange since 2007 and they are listed in the SDAX index.
Wacker Neuson has been included in the “DAXplus Family”
index since 2010. This index comprises around 120 German
and international companies from the Frankfurt Stock
Exchange’s Prime Standard segment. For a company to
be included in the DAXplus Family Index, the founders
must hold at least 25 percent of the voting rights, or sit on
the Executive or Supervisory Board and hold at least five
percent of the voting rights. The weighting in this index is
based on market capitalization of the free float.
Market conditions for construction
equipment manufacturers
2013 was not an easy year for the global construction
industry. Conditions in established markets proved
challenging because of continued cuts in government
spending and falling demand for construction equipment
in some quarters. Following the strong growth of previous
years, demand also fell back in many of the emerging
markets. Nearly all companies in the construction
equipment sector reported figures below their 2012 levels.
Despite a slow start to the year caused by harsh weather
conditions, the Wacker Neuson Group was able to recover
quickly and was recording good growth in some areas
from the second quarter of 2013, allowing us to deliver on
our ambitious forecast for the year.
The Wacker Neuson share
At the start of fiscal 2013, the Wacker Neuson share was
listed at EUR 10.51, rising to EUR 12.48 by the end of
March. It lost momentum after that, however, and fell to
a year low of EUR 9.24 on June 25, 2013. In the second
half of the year, the share rallied to peak at EUR 12.75 on
November 28, 2013. It closed the year on EUR 11.49 –
an increase of 9 percent on the year’s opening price.
Stock market trends in 2013
Following an outstanding year in 2012, when the DAX index
rose by as much as 29 percent, the continued easing of
monetary policy partly resulted in further significant gains
in 2013. Investors continued to be attracted by assets
like shares, not least because of low central bank interest
rates and the monthly purchase of government bonds and
securities by the US Federal Reserve. Another important
factor was the easing of the sovereign debt crises in the
eurozone, which gave markets a further boost. Germany’s
DAX leading index saw another 25-percent increase in
2013, reaching a record high of 9,500 points by the end of
the year. The SDAX rose by 27 percent during the same
period. Stock exchanges throughout Europe recorded
similar performance, and the US exchange proved
particularly successful. In Tokyo, the markets reached
levels not seen for over 40 years. In most cases, however,
company profits could not match the performance of the
markets during 2013.
13
To our Shareholders
The Share/Investor Relations
Key indicators for the Wacker Neuson share
in €
2013
2012
High
12.75
13.45
Low
9.24
9.06
Average
11.01
11.23
Year-end
11.49
10.35
25,899
27,354
0.87
0.77
Average daily trading volume
in shares
Earnings per share1
13.39
13.09
Dividend payment proposed1
0.402
0.30
Payout ratio as a %
45.92
38.9
805.6
725.9
Book value per share
1
Market capitalization
at year-end in € million
1
2
70,140,000 shares.
D ividend payment to be proposed at the AGM on May 27, 2014.
14
Wacker Neuson SE | Annual Report 2013
1. Share price trends
160
Jan. 1, 2013 – Mar. 12, 2014
as a %
150
140
130
120
110
100
90
80
Jan.
2013
Feb.
Mar.
WACKER NEUSON
Apr.
May
Peer group
Jun.
SDAX
Jul.
Aug.
Sep.
Oct.
Nov.
Dec.
Jan.
2014
Feb.
DAX
Peer group: Manitou, Haulotte, Palfinger, Caterpillar, Terex, Ramirent, Cramo, Atlas Copco, Bauer, Deutz.
Volatilität
in €
2. Monthly highs, lows and
14
averages for Wacker Neuson
share
12
Jan. 1, 2013 – Feb. 28, 2014
in Euro
10
8
6
Jan.
Feb.
Mar.
Apr.
May
Jun.
Jul.
Aug.
Sep.
2013
High/low price
Oct.
Nov.
Dec.
Jan.
2014
Monthly average
Share facts at a glance
ISIN / WKN
DE000WACK012 / WACK01
Trading symbol
WAC
Sector
Industrial
Reuters / Bloomberg
WACGn.DE/WAC GR
Stock category
Individual no-par value nominal shares
Share capital
EUR 70,140,000
Number of authorized shares
70,140,000
Stock exchange segment
Regulated market (Prime Standard), Frankfurt Stock Exchange
Indices
SDAX, DAXplus Family, CDAX, GEX, Classic All Shares
IPO
May 15, 2007
Designated sponsor
Deutsche Bank
Feb.
15
To our Shareholders
The Share/Investor Relations
The Executive Board and the Supervisory Board at the AGM on May 28, 2013 in Munich.
By March 12, 2014, it had climbed around 7 percent to reach
EUR 12.31, which corresponds to a market capitalization of
EUR 863.1 million. p. 14 figs. 1 + 2
Performance of construction and construction
supplier shares
p. 14 fig. 1 shows how the Wacker
The above chart
Neuson share performed in relation to our peer group as
a whole since January 2013. The index includes French
companies Manitou, a telescopic handler manufacturer,
and Haulotte, a lifting equipment specialist, Austrian crane
and hydraulic lifting systems manufacturer Palfinger,
the American construction equipment manufacturers
Caterpillar and Terex, north European rental companies
Ramirent and Cramo, the Swedish industrial company
Atlas Copco and German companies Bauer – specialist
in underground construction – and Deutz for engines.
Our share price development up to the middle of the
year was broadly similar to that of our peer group, but it
underperformed slightly in the second half of the year.
General meeting and dividends
The Annual General Meeting of Wacker Neuson SE took
place in Munich on May 28, 2013. Around 220 shareholders
with 57,576,099 voting rights were represented. Based on
a share capital of 70,140,000 shares, this corresponds to
82.1 percent of shareholders.
The AGM approved the proposal to pay out a dividend
of EUR 0.30 per share for 2012 (2011: EUR 0.50). This
represented a total payout of EUR 21.0 million. The
distribution ratio thus panned out at around 39 percent
based on Group profit for the year of EUR 54.1 million.
This was in line with the long-term dividend policy pursued
by the Supervisory Board and the Executive Board, which
defines a minimum distribution of 30 percent of Group profit.
At this year’s AGM on May 27, 2014, the Executive Board
and the Supervisory Board will propose a dividend of
EUR 0.40 for 2013. This would correspond to a payout
ratio of around 46 percent based on Group profit for 2013
of EUR 61.2 million.
Ownership structure
As of the closing date, December 31, 2013, 63.1 percent
of the share capital is held by a consortium made up
of the Wacker and Neunteufel families (for information
regarding the consortium and pool agreement, see p. 81).
The Executive Board of Wacker Neuson SE holds a further
0.5 percent of the shares. The remaining shares are held
by private and institutional investors. To the best of our
knowledge, the majority of our shares (free float) – over
60 percent – are held by German investors.
Strong relationships – proactive communication
Maintaining good relationships and regular contact
with private shareholders, analysts, investors and other
stakeholders is important to us; this is the only way to
ensure that market players can realistically assess and
evaluate our share and its development. In 2013, we
actively briefed capital market players at the AGM and
at investor conferences and roadshows in Germany
16
Wacker Neuson SE | Annual Report 2013
and abroad. The objective here is to keep analysts and
investors up to speed on trends in our markets and lines of
business, as well as on our current challenges and go-tomarket strategies.
Shareholder structure
as a % of total
33 Share consortium
(Wacker family share)1
30 Share consortium
(Neunteufel family share)1
0.5 Wacker Neuson Executive Board
36 2 Private and institutional
investors 3
A wealth of up-to-date information is available on our
website www.corporate.wackerneuson.com under Investor
Relations. This includes annual and quarterly reports, press
releases and ad-hoc announcements, plus presentations.
The latest share evaluations from analysts are also posted
on our website.
Annual report wins award
Geographic distribution of private and institutional investors
In 2013, we were very pleased to be awarded eighth place
among SDAX-listed companies in the Best Annual Reports
2012 competition organized by ‘manager magazin’ in
Germany. manager magazin analyzes the annual reports
of around 160 companies listed on the DAX, MDAX,
SDAX and TecDAX indices. With the wide range of criteria
evaluated, most notably regarding transparency, this
competition is regarded as the most comprehensive of its
kind in Germany.
(free float)
Sustainability management at the
Wacker Neuson Group
Our business strategy is to achieve sustainable profitable
growth, thus increasing the company’s value over the
long term. For us, sustainable profitable growth is not just
about the internal management of target and performance
indicators – it is also about measuring and managing the
“soft” factors that are likely to shape our future success.
As a global corporation, we take our responsibilities
towards our stakeholders seriously, especially towards
our business partners as well to towards our customers,
suppliers and, of course, our employees. But we step
up to our responsibilities towards the environment and
society as a whole.
In order to better meet our corporate social responsibilities
(CSR) in future, we have started to establish a professional
sustainability management organization. We will be
introducing targeted environment and energy management
systems at our sites that will enable us to collect and
evaluate data and to define appropriate measures (for
example to improve energy efficiency). We are publishing
our first sustainability brochure under the title “Thinking
ahead. Sustainability at the Wacker Neuson Group.”
together with this Annual Report. It contains several
examples of the ways we are responding to ever-increasing
sustainability concerns. For our customers in particular,
as a regional % of total
63.0
7.9
22.4
6.6
Germany
Austria
Europe (rest of Europe)
USA (and rest of world)
As of December 31, 2013.
Differences attributable to rounding.
Share capital/number of shares: 70.14 million
1
See information on consortium and pool agreement (p. 81).
2
According to the definition in “Guide to the equity indices of Deutsche Börse”,
31.61% of shares are in free float.
3
Includes shares held by the Wacker and Neunteufel families outside of the
consortium.
issues such as energy efficiency and cost-effectiveness
are increasingly important factors when it comes to
purchase decisions. Critical examination of our processes
and transparent reporting help us to identify areas for
improvement and the action we need to take. The attention
we pay to sustainability issues is a matter of growing
interest to all of our stakeholders. In 2014, we plan to
carry out an extensive survey, which will include analysts
and investors, to help identify the factors we should
be prioritizing.
Next year, we will publish our first Group-wide sustainability
report, which will bring us into line with other key capital
market competitors in the construction equipment sector.
You can learn more about our activities in this area in the
enclosed brochure, and in the section on sustainability on
page 66 of the Annual Report.
Current analyst recommendations for the Wacker Neuson share
Name of bank
Target price in €
Buy
Hold
Sell
Date
Deutsche Bank
15.00
Mar. 3, 14
HSBC Trinkhaus & Burkhardt
15.00
Mar. 5, 14
Exane BNP Paribas
14.00
Mar. 3, 14
Bankhaus Lampe
13.00
Mar. 4, 14
Goldman Sachs
13.00
Oct. 14, 13
BHF Bank
11.90
Aug. 9, 12
Commerzbank
11.80
Mar. 3, 14
Kepler Cheuvreux
11.00
Mar. 4, 14
M.M. Warburg
11.00
Nov. 13, 13
Berenberg Bank
Jan. 9, 14
9.60
Mean target price
12.53
As of March 12, 2014.
Historic overview of analyst recommendations on Wacker Neuson share
17
44
56
33
18
40
25
27
10
10
17
20
10
70
58
50
50
20
17
36
33
18
20
44
33
100
07/07
% Buy
67
03/08
56
09/08
% Hold
11
03/09
22
09/09
45
03/10
40
09/10
42
03/11
55
09/11
70
03/12
20
09/12
25
03/13
30
09/13
40
03/14
% Sell
Analysts watching our share with interest
Ten analysts regularly evaluate the Wacker Neuson share
price. In 2013, Bankhaus Lampe started following our
share, and immediately issued a “buy” recommendation.
40 percent of the analysts are currently recommending
“buy”. In mid-March 2014, the mean target price was
EUR 12.53 per share and the recommendations ranged
from EUR 9.60 to EUR 15.00.
When we released our preliminary figures for fiscal 2013
on March 3, 2014, the capital market responded positively
to our performance over the year. For example, Deutsche
Bank changed its recommendation from “hold” to “buy”.
The analysts’ positive evaluations of the Wacker Neuson
share are based on the following success factors and
opportunities in particular:
17
To our Shareholders
The Share/Investor Relations
Innovation and market leader in light equipment
and compact equipment up to 15 tons
JJ Sales synergies for compact equipment through
existing international sales network
JJ Strategic alliances with Caterpillar and Claas
JJ Diversification of product portfolio into various
sectors, for example agriculture
JJ Large share of revenue in Europe, where strong
growth is forecast for 2014
JJ
These opportunities must, however, be weighed up against
risks which have the potential to affect the entire industry.
These include general economic risks, currency risks and
raw materials risks.
GIPI
corporate strategy
Growth
Internationalization
Professionalization
Integration
Internationalization
MEGATRENDS ARE
INCREASING GLOBAL DEMAND
FOR OUR PRODUCTS
Looking ahead to 2050
+ 17 pp
The global population
will increase by
more than a third1
+ 35%
More than two thirds
of people will live in cities2
68 %
51%
9.3 bn
6.9 bn
2009
2050
2009
2050
1
Read more on
p. 91
2
United Nations, World Population Prospects: The 2010 Revision.
United Nations, World Urbanization Prospects: The 2009 Revision.
Report by the Supervisory Board
Board were discussed in depth during Supervisory Board
meetings amongst Supervisory Board members and with
the Executive Board.
Hans Neunteufel
Chaiman of the
Supervisory Board
Dear Ladies and Gentlemen,
For 2013 we can report yet another increase in our revenue,
in spite of difficult market conditions. In April, the bauma
trade fair in Munich provided us with an opportunity to
showcase our latest innovations, and ongoing dialog with
our employees convinced us of their strong commitment to
our company. We would like to take this opportunity to thank
all of our people for their dedication and active willingness
to assume responsibility, which was a great support to
company management over the year.
Cooperation between Supervisory and
Executive Boards
In the period under review, the Supervisory Board
performed the tasks assigned to it by law and the
Articles of Incorporation and verified that the Group was
governed soundly by the Executive Board. Furthermore,
the Supervisory Board regularly advised the Executive
Board on the management of the Group and supervised
management activities. It maintained continuous dialog
with the Executive Board regarding business development
and corporate strategy and was directly involved in all
major decisions regarding the company.
In the run-up to and during its meetings, the Supervisory
Board was brought up to date on business developments,
changes in assets/liabilities, profit and finances, fundamental
issues regarding company planning, company strategy and
other key measures by means of written and verbal reports
from the Executive Board. The reports to the Supervisory
Members of the Executive Board regularly took part
in Supervisory Board meetings. When necessary, the
Supervisory Board and its committees also convened
without the Executive Board. Once again, all Supervisory
Board members attended more than half of the Supervisory
Board Meetings in fiscal 2013.
Furthermore, the Executive Board provided the Supervisory
Board with regular, comprehensive and timely information
between meetings about current business trends as
well as special or urgent projects. This information
was made available in writing and also in person. Where
necessary, the Executive Board requested approval from
the Supervisory Board for suggested courses of action.
Together with the Executive Board, the Supervisory Board
discussed and examined in detail proposals that required
Supervisory Board ratification. The Supervisory Board
voted on resolutions of this kind during scheduled meetings
and in writing.
In addition, the Executive Board presented the Supervisory
Board with monthly reports on key financial and economic
figures. The Chairman of the Supervisory Board maintained
regular contact with the Executive Board, ensuring a
continuous flow of information on the current business and
financial situation of the Group and its members and on
major business events. In many instances, this information
was actively presented to the Chairman of the Supervisory
Board by the Executive Board, or the CEO in particular.
Main topics of Supervisory Board and committee
meetings in fiscal 2013
Eight plenary meetings of the Supervisory Board were held
in fiscal 2013 (with one of these sessions held as a telephone
conference). The Presiding Committee met five times and
the Audit Committee met on four occasions (with one of
these held as a telephone conference). On one occasion the
Supervisory Board voted by means of a written resolution.
19
To our Shareholders
Report by the Supervisory Board
20
Wacker Neuson SE | Annual Report 2013
The Supervisory Board was regularly involved in the dayto-day business of the Wacker Neuson Group and planning
activities at executive level. Discussions focused in
particular on the global economic downturn and its impact
on the business performance and organizational structures
of the company and of the Group. Particular emphasis
was placed on the analysis and discussion of Wacker
Neuson’s financial situation as well as the development of
sales, costs and earnings. During the relevant meetings,
any questions from the Supervisory Board that arose in
connection with the regular written and verbal reports
were answered in full by the Executive Board. In addition to
these regular reports, the Supervisory Board concentrated
its advice and auditing activities on the following matters in
particular during its meetings:
During its meeting conducted by telephone conference on
January 22, 2013, the Supervisory Board discussed the
composition of the Executive Board and the assignment of
executive mandates.
During its meeting on February 13, 2013, the Supervisory
Board focused on the preliminary figures for the previous
fiscal year, the updated declaration of compliance with
the German Corporate Governance Code and information
on the condensed version of Group strategy. Other items
on the agenda included the Group’s financing strategy
and an assessment of the Supervisory Board efficiency
audit. The Supervisory Board members also discussed
possible strategic alliances, compliance, various technical
development projects in the Wacker Neuson plants and an
update on plans to move to Hörsching.
Following appropriate preparations by the Audit
Committee, the Supervisory Board focused on examining
the Annual Financial Statements, the Consolidated
Financial Statements, the Combined Management Report
of Wacker Neuson SE and the Wacker Neuson Group,
as well as related party disclosures for fiscal 2012 at
the Supervisory Board meeting to approve the financial
statements on March 15, 2013. In its session immediately
before the Supervisory Board meeting, the Audit
Committee discussed these documents in detail with the
Executive Board, raising numerous questions with the
auditing company representative present at the meeting,
and discussing these issues at length. This was done in
addition to the Supervisory Board’s regular examinations
as part of its own preparation for the meeting to approve
the financial statements. The Annual and Consolidated
Financial Statements along with the Combined
Management Report and the appropriation of net profit
suggested by the Executive Board were approved. This
meeting also discussed strategic collaboration projects.
At the meeting on May 8, 2013, the agenda covered the
interim report for Q1 as well as various strategic alliances,
discussion on sales financing, a status report on strategy
implementation and approval of the merger of a nonoperating Group member with another Group member.
The August 1, 2013 meeting discussed the half-year report
for 2013 as well as aspects of staffing, IT and further
strategic alliances. The Executive Board also provided an
outlook for development in the Asia region as well as an
update on strategy execution. In addition, the Supervisory
Board agreed to exercise certain balance sheet exemptions
for various affiliates and thus invoked the company’s
obligation to carry the associated loss.
The Supervisory Board dedicated its October 22, 2013
meeting to a discussion on corporate strategy.
The meeting on November 8, 2013 covered in particular the
pending publication of the quarterly report and the latest
real estate projects. Other topics covered at the meeting
included sales financing and approval of the establishment
of an affiliate in Singapore.
During its meeting on December 10, 2013, the Supervisory
Board examined the Executive Board’s business plan for
fiscal 2014. Board members not only assessed the plan,
but also discussed the associated opportunities and risks
in detail with the Executive Board against the backdrop of
the unpredictable global economic climate. The Group’s
compliance management system was also discussed at
the meeting.
In a written circular resolution of November 25, 2013, the
Supervisory Board approved a Group real estate project.
The Supervisory Board examined each of the Executive
Board’s monthly reports. During numerous meetings, it
also addressed in detail various possible acquisition and
collaboration projects, aimed at expanding the product
portfolio of the Group, for example, and further developing
the Group’s general sales strategy.
Work performed by the Supervisory Board
committees in fiscal 2013
The two Supervisory Board committees (the Presiding
and Audit Committees) also continued their work
during the period under review, thus helping the entire
Supervisory Board to work more efficiently. The corporate
governance report names the members and chairmen
of both committees. The chairmen of the committees
reported on the work performed by the committees during
the Supervisory Board’s plenary meetings.
During the meeting on March 15, 2013, the Supervisory
Board Audit Committee prepared the Supervisory
Board’s resolution on the adoption of the Annual Financial
Statements and the Consolidated Financial Statements
for the year ending December 31, 2012. The Committee
also discussed the independence and appointment of an
auditor and submitted a recommendation in that regard to
the Supervisory Board plenary meeting. The Supervisory
Board, in turn, followed this recommendation and proposed
the same auditor at the AGM. At the May 8, 2013, August 1,
2013 and November 8, 2013 meetings, the Audit Committee
primarily dealt with publication of the pending interim
financial reports.
The Presiding Committee focused on matters relating to
the Executive Board and human resources during its five
meetings on January 7, January 17 (held as a telephone
conference), March 15, December 7 and December 11, 2013.
Changes in the composition of the executive
bodies
In January 2013, the Supervisory Board came to a mutual
agreement with Mr. Werner Schwind that he would step
down from the Executive Board on March 31, 2013 due
to a difference in opinion regarding the future direction
of the Group’s international sales strategy. Mr. Schwind’s
executive mandates included sales, marketing, service,
rental, training and logistics. The Supervisory Board would
like to thank Mr. Schwind for his many years of service to
the company and wish him all the best for the future. CEO
Mr. Cem Peksaglam has assumed responsibility for Mr.
Schwind’s executive mandates.
Meanwhile, Dr. Bruse has indicated that he will resign
from his position as a member of the Supervisory Board
for personal reasons with effect from the close of the
2014 AGM. The Supervisory Board would like to thank Dr.
Bruse for his dedication to the company and his valued
contribution over the years.
Risk assessment and compliance
The Supervisory Board is satisfied that the Group’s
internal control system and risk management system
meet the requirements of Section 91 (2) of the German
Stock Corporation Law (AktG), that insurable risks are
sufficiently insured and that operational, financial and
contractual risks are subject to suitable controls through
approval procedures and organizational processes.
A detailed risk reporting system is in place throughout
the Group and it is continuously maintained and further
developed. The internal control system and the risk
management system were also examined by the duly
appointed auditing company, which confirmed that the
Executive Board had met the requirements outlined under
Section 91 (2) AktG and established a suitable early
warning system capable of monitoring and identifying
developments that could pose a threat to the company’s
continued existence as a going concern. During Supervisory
Board meetings and personal conversations, the Executive
Board informed the Supervisory Board of the current risk
situation. The Supervisory and Executive Boards discussed all
areas deemed to be risks during these sessions. In addition,
the Audit Committee addressed compliance issues.
21
To our Shareholders
Report by the Supervisory Board
22
Wacker Neuson SE | Annual Report 2013
Corporate governance
Both the Supervisory Board and the Executive Board are
aware that sound corporate governance is essential to
protect shareholder interests and secure the company’s
long-term success. The Supervisory Board continuously
monitored the further development of the German Corporate
Governance Code and kept up to date with the capital
market and corporate legislative framework. The Executive
and Supervisory Boards issued an updated declaration of
compliance with the German Corporate Governance Code
pursuant to Section 161 AktG during the period under review
on January 21, 2013 and again after the close of the period
on February 20, 2014. The entire declaration is permanently
available on the company’s website and is also included in
the new declaration on corporate governance online and in
the annual report pursuant to Section 289a of the German
Commercial Code (HGB).
Supervisory Board members Mr. Neunteufel and Mr.
Helletzgruber are at the same time indirect shareholders
and members of executive bodies in the real estate
company Euroreal, which has been renting the production
facility in Linz to the Wacker Neuson Group member
based at this location since 1997. The resulting business
transactions are reported in the Executive Board’s
annual related party disclosures and assessed by the
Supervisory Board and the auditor. In light of the now
completed relocation of the Wacker Neuson production
activities to the new factory in Hörsching, Euroreal and
the Wacker Neuson Group had to reach agreements
regarding the termination of the contract and the handover
of real estate. To prevent possible conflicts of interest,
Mr. Neunteufel and Mr. Helletzgruber have taken the
precautionary measure of not participating in Supervisory
Board discussions and votes relating to this issue.
Annual and Consolidated Financial Statements
for 2013
At the AGM on May 28, 2013, the auditing company
Ernst & Young GmbH, Stuttgart, was appointed auditor
for the company and Group for fiscal 2013. The Chairman
of the Audit Committee commissioned the company in
writing with the task of auditing the accounting procedures.
Before the Supervisory Board made its proposal to the
AGM, the auditing company confirmed its independence
in writing to the Chairman of the Audit Committee.
The Annual Financial Statements for the year ending
December 31, 2013 were prepared by the Executive
Board in accordance with the German Commercial Code
(HGB). The Consolidated Financial Statements for the
year ending December 31, 2013 were prepared by the
Executive Board in line with the International Financial
Reporting Standards (IFRS) as adopted in the EU and
in supplementary compliance with Section 315a HGB.
The auditing company Ernst & Young GmbH, Stuttgart,
audited both sets of statements along with the books
and approved them without qualification.
Each member of the Supervisory Board received the audit
documents for appraisal in a timely manner. Together
with the Audit Committee, the entire Supervisory Board
undertook a thorough examination of the Annual Financial
Statements as well as the Consolidated Financial
Statements, the Combined Management Report and the
related party disclosures in conjunction with the audit
reports. The documents were discussed in detail at the
Audit Committee meeting on March 12, 2014 and at the
Supervisory Board plenary meeting of the same date, with
the Executive Board and in the presence of the auditors,
who reported the main findings of their audit and answered
questions from Supervisory Board members. After its
own close examination of the documents, the Supervisory
Board raised no objections and endorses the results of
the audit report. The Supervisory Board also approves
the Combined Management Report and, in particular, the
forecast regarding the company’s further development.
The final examination by the Supervisory Board revealed
no grounds for objections. The Supervisory Board
therefore endorsed the Annual Financial Statements, the
Consolidated Financial Statements and the Combined
Management Report prepared by the Executive Board for
the year ending December 31, 2013 on March 12, 2014.
The 2013 Annual Financial Statements have thus been
duly approved. The Supervisory Board also examined the
Executive Board’s suggested appropriation of profit for
fiscal 2013. It did not raise any objections and thus gives
it its unqualified consent.
Examination of the Executive Board report
­r egarding relations with related entities
(related party disclosures)
The Executive Board prepared a report on related
party disclosures for fiscal 2013. This report contains in
particular a declaration by the Executive Board about
the legal transactions undertaken by Wacker Neuson
SE. The Executive Board states that – to the best of its
knowledge and based on the information known to the
Executive Board at the time the transactions were entered
into – appropriate compensation was received in respect
of all transactions outlined in the related party disclosures
report. Auditing company Ernst & Young GmbH, Stuttgart,
examined the related party disclosures report and issued
the following auditor’s opinion:
“Based on our professional examination and evaluation,
we confirm that
1.the factual statements contained in the report are
correct, and
2.the performance provided by the company in respect
of the transactions listed in the report was not
unreasonably high.”
The Audit Committee and the entire Supervisory Board
received the Executive Board’s report on related party
disclosures in a timely manner. The contents of the report
and the assessment thereof by the auditors were read
and understood by these bodies, and both documents
and their results were examined and discussed with
the Executive Board and the auditors. The Supervisory
Board endorses the auditor’s assessment of the related
party disclosures report. Based on the final results of the
discussions and its own examination of the related party
disclosures, the Supervisory Board regards the Executive
Board’s conclusions to be true and accurate and has no
objection to the closing statement by the Executive Board.
The management and all employees of the Wacker Neuson
Group showed great personal dedication over the past
fiscal year, making a valuable contribution to the company’s
continued positive development. The Supervisory Board
would like to thank all employees and the Executive Board
for their commitment and performance – both on a day-today basis and under exceptional circumstances.
Munich, March 26, 2014
Supervisory Board
Hans Neunteufel
Chairman of the Supervisory Board
23
To our Shareholders
Report by the Supervisory Board
24
Wacker Neuson SE | Annual Report 2013
Corporate Governance Declaration and Report
Corporate governance takes high priority at
Wacker Neuson. Our Executive and Supervisory
Boards see it as their responsibility to comply
with principles ensuring responsible, professional
and transparent company management, as
stipulated in the German Corporate Governance
Code. Our activities are geared towards
securing our company’s long-term success
and increasing its value. The company‘s
mission statement is embedded within the
Group and all of its business practices.
Declaration on Corporate Governance
In the following statement the Executive Board reports
on the company’s corporate governance policies and
practices – also for the Supervisory Board. It therefore
complies with Section 289a (1) of the German Commercial
Code (HGB) and Section 3.10 of the German Corporate
Governance Code.
1. Declaration of compliance pursuant to Section
161 AktG (German Stock Corporation Act)
The Executive Board and the Supervisory Board of
Wacker Neuson SE consider the German Corporate
Governance Code as an important body of regulations.
Both executive bodies feel compelled to comply with its
principles of responsible, professional and transparent
company management. They have therefore thoroughly
examined the recommendations of the German Corporate
Governance Code and issued the following declaration of
compliance on February 20, 2014.
Declaration of compliance with the German Corporate Governance Code in accordance with Section
161 of the AktG (German Stock Corporation Act)
The German Corporate Governance Code contains
recommendations and proposals for managing and
monitoring German listed companies in relation to
shareholders and the Annual General Meeting (AGM),
the Executive Board and the Supervisory Board,
transparency, accounting and auditing. The German
Stock Corporation Act requires the Executive Board and
the Supervisory Board of listed companies to disclose
each year the recommendations of the German Corporate
Governance Code which the company has not followed
or is not following, and to explain the reasons for noncompliance (“comply or explain”).
The Executive Board and the Supervisory Board identify
with the duty as outlined in the German Corporate
Governance Code to uphold the principles of a social
market economy and maintain the substance of the
company as a going concern and its ability to generate
value in a sustainable fashion (company interest) and to
further promote responsible and transparent management
and governance of the company.
In accordance with Section 161 AktG, the Executive
Board and the Supervisory Board of Wacker Neuson SE
hereby declare that since the submission of the most
recent declaration of compliance of February 13, 2013 the
company has complied with the recommendations issued
by the German Corporate Governance Code Commission
published by the German Federal Ministry of Justice (BMJ)
in the official section of the Federal Gazette as amended
on May 15, 2012 and/or as amended on May 13, 2013 (as
of the effective dates) and continues to comply with the
recommendations of the Code as amended on May 13,
2013, with the exceptions listed and explained in more
detail below:
1. Section 3.8 (3) of the German Corporate Governance
Code: The company’s directors’ and officers’ (D&O)
liability insurance policy for its Supervisory Board has
been concluded without a deductible. The company is
of the opinion that a deductible would not improve the
sense of motivation and responsibility with which the
Supervisory Board members perform their duties. D&O
insurance safeguards the company against substantial
internal risks and – only as a secondary function –
protects the assets of members of its executive
bodies. Hence it is the company’s intention to refrain
from implementing a deductible on Supervisory Board
members until further notice.
2. Section 4.2.2 (2) of the German Corporate Governance
Code (as amended on May 13, 2013): When setting the
overall remuneration payable to individual members of
the Executive Board, the Supervisory Board respects
legal requirements and further ensures, in particular,
that such remuneration is commensurate with each
member’s responsibilities and performance, as well with
as the situation of the company, and that it does not
exceed customary remuneration levels unless there are
compelling grounds to do so.
Section 4.2.2 (2) sent. 3 of the German Corporate
Governance Code (as amended on May 13, 2013)
also recommends that the Supervisory Board set
the remuneration of the Executive Board in relation
to the remuneration of senior executives and staff
in general, also over time. The Supervisory Board is
responsible for defining how senior executives are to
be distinguished from staff in general. In the opinion
of the Executive Board and Supervisory Board, this
recommendation is not very practicable at present,
particularly as compliance with this guideline would
involve considerable effort. Furthermore, in the view
of the Executive Board and the Supervisory Board,
this information is not necessary at present to provide
a concrete corridor for reasonable Executive Board
remuneration levels. However, the Supervisory Board
is closely monitoring developments in this area and
will re-examine the possibility of complying with this
recommendation at a later point in time.
for the Executive Board (which the company does not
have in any case). For this reason, this information is not
presented in the model tables recommended in Section
4.2.5 (3) of the German Corporate Governance Code (as
amended on May 13, 2013).
5. Section 5.3.3 of the German Corporate Governance
Code: The Supervisory Board has not formed a
nomination committee. The size of the Supervisory
Board (four shareholder representatives) does not
warrant a dedicated committee for proposing the
shareholders’ Supervisory Board candidates.
6. Section 5.4.1 of the German Corporate Governance
Code: When submitting its election proposals to the
Annual General Meeting regarding the election of the
shareholder representatives, the Supervisory Board
takes into account the statutory requirements and
recommendations of the German Corporate Governance
Code in relation to the personal requirements to be met
by Supervisory Board members.
Here the focus is placed – irrespective of nationality and
gender – on the specialist and personal competence
of potential candidates, paying special attention to
the company-specific situation. Within the scope of
evaluating competence, the Supervisory Board also
factors in the company’s international involvement,
potential conflicts of interest, the number of independent
members of the Supervisory Board, the age limit
stipulated for members of the Supervisory Board and
the principle of diversity. In the Supervisory Board’s
view, it is not necessary to specify concrete aims
at this point in time, which means that Supervisory
Board‘s goals and progress in achieving those goals
are not published in the corporate governance report
either. If statutory requirements are introduced in this
context, the Supervisory Board will naturally comply
with these within the applicable time frames.
The maximum age limit for Supervisory Board members
is 75. One of the Supervisory Board members, who is a
shareholder representative, exceeded this age limit of
75 years during his term of office.
3. Section 4.2.3 (6) of the German Corporate Governance
Code: The AGM is not informed separately about the
main terms of and changes to the remuneration system
for Executive Board members as this information is
already disclosed in the Group Management Report,
which is available to all shareholders.
4. Section 4.2.4, 4.2.5, 5.4.6 (3) and 7.1.3 of the German
Corporate Governance Code: The AGM has decided not
to publish the income of each individual Executive Board
member in the notes to the Annual and Consolidated
Financial Statements. In line with this, the remuneration
report and the corporate governance report do not
include an individualized report on the remuneration
of the Executive Board. Nor does it contain specific
information about share-based incentive systems
Similarly, the remuneration of individual Supervisory
Board members is not published. Remuneration
is clearly regulated in the company’s Articles of
Incorporation. The Executive Board and Supervisory
Board are of the view that these Articles coupled with
other mandatory legal disclosures provide investors
and the public with sufficient information in this area.
25
To our Shareholders
Corporate Governance Declaration and Report
26
Wacker Neuson SE | Annual Report 2013
7. Section 5.4.2 and 5.3.2 of the German Corporate
Governance Code: The following situation is noted,
which is also described in the Group Management
Report: A pool agreement is in place between some of
the shareholders of the Wacker and Neunteufel families.
The parties to this pool agreement collectively hold
about 63 percent of the shares of Wacker Neuson
SE and can thus jointly (but not individually, i.e.
individual members of the pool agreement acting in
isolation) control the company. In accordance with the
provisions of the pool agreement, each party to the
pool agreement must exercise its right to vote and
submit proposals at the Annual General Meeting such
that two Supervisory Board members nominated as
shareholders’ representatives by the Wacker family and
two by the Neunteufel family are always elected.
The shareholders’ Supervisory Board members thus
elected are, however, not bound in any way to the
directions of individual, several or all of the parties
to the pool agreement and any and all decisions
they make within the Supervisory Board are made
exclusively in the company’s interests. Even though
these shareholders’ Supervisory Board members
always enjoy the special trust of the parties to the
pool agreement appointing them, they are not, in the
Supervisory Board’s view, in any personal or business
relationship with a controlling shareholder, which could
lead to a fundamental conflict of interest. In the view of
the Supervisory Board, the shareholder representatives
in the Supervisory Board, including the chairman
of the Audit Board, are therefore to be considered
independent. The Supervisory Board is thus composed
of a sufficient (in its opinion) number of independent
members. Given the ongoing legal uncertainty
surrounding interpretation of the term “independence”,
the company nonetheless declares non-conformance
as a precautionary measure.
8. Section 5.4.3. sent. 3 of the German Corporate
Governance Code: So that the Supervisory Board
can continue to vote impartially for its chairperson, the
proposed candidates will not be announced in advance.
9. Section 5.4.6 (2), sent. 2 of the German Corporate
Governance Code: Along with a fixed remuneration, the
Supervisory Board members shall be paid a variable
remuneration which depends exclusively on the success
of the relevant fiscal year. The Executive Board and
the Supervisory Board are of the view that the current
remuneration regulation is still appropriate and reflects
the Supervisory Board’s tasks and functions and
therefore are refraining from proposing a change at the
Annual General Meeting.
10.Section 6.6 sent. 1 of the German Corporate
Governance Code (as amended on May 15, 2012)
and/or Section 6.3 sent. 1 of the German Corporate
Governance Code (as amended on May 13, 2013):
Share ownership by individual members of the executive
bodies exceeding one percent of shares issued by
the company has not been and will not be stated in
the corporate governance report. The Executive and
Supervisory Boards are of the view that protecting
personal and family privacy takes priority here.
Munich, February 20, 2014
Wacker Neuson SE
Executive Board and Supervisory Board
The above declaration of compliance has been made
permanently available to shareholders on the Wacker
Neuson SE website (www.wackerneuson.com) under
Investor Relations, Corporate Governance. It is updated
as required, at least once a year. Previous declarations
of compliance are stored for reference purposes on our
website for a period of at least five years. Further details on
corporate governance at Wacker Neuson SE are presented
in the following corporate governance report.
2. Corporate governance report
The corporate governance report outlines the role of the
Executive Board and the Supervisory Board as well as the
composition and role of the committees.
Wacker Neuson SE is a European company (Societas
Europaea) incorporated under German law. Upon foundation
of the company, shareholders chose the dual management
system common under the German stock corporation law,
comprising two executive bodies, the Executive and the
Supervisory Board, each vested with different spheres of
competence. The two bodies work closely together on a
basis of mutual trust and are committed to increasing the
company’s long-term value.
Executive Board
The Executive Board represents the company towards third
parties and manages its business in accordance with legal
regulations, the Articles of Incorporation and the rules of
procedure for the Executive Board. The Executive Board
currently comprises three members. It is responsible for
managing the company and represents it both legally and
otherwise. The Executive Board functions on the basis of
joint accountability. In other words, all members of the Board
are jointly responsible for all areas of company management.
The Executive Board plans the company’s strategic
direction in collaboration with the Supervisory Board
and ensures it is appropriately executed. It is also
responsible for establishing the company and group’s
business plans for the coming year and beyond as well
as preparing legally required reports such as Annual
Financial Statements, Consolidated Financial Statements
and interim reports. In addition, the Executive Board also
ensures that a suitable risk management and control system
is in place and that regular, prompt and extensive reports are
made to the Supervisory Board regarding all issues relating
to strategy, company planning, business developments, the
risk situation, risk management and compliance activities
that are relevant to the company and the Group.
Cooperation and areas of responsibilities within the Board
are governed by the rules of procedure of the Executive
Board. These focus not only on the lines of responsibility
vested in individual Executive Board members, but also
the issues entrusted to the Executive Board as a whole,
resolutions (quorum requirements in particular) and the
rights and obligations of the chairperson of the Executive
Board (CEO). Executive Board meetings are held regularly
and are convened by the CEO or at the request of an
Executive Board member. The Executive Board generally
reaches decisions based on a simple majority of votes cast
unless other legal provisions apply. If an equal number of
votes are cast, the chairperson has the casting vote.
The CEO steers and coordinates the entire Executive
Board and represents the company and Group vis-à-vis the
public, in particular when dealing with the authorities, trade
associations and publishing houses.
Mr. Cem Peksaglam is CEO of Wacker Neuson SE,
the parent company of the Group. Mr. Martin Lehner is
Deputy CEO. Further details on individual members of the
Executive Board, in particular their areas of responsibility
within the Executive Board, are disclosed in the Notes
to the Consolidated Financial Statements in Section 31
“Executive bodies” (Wacker Neuson Annual Report 2013).
p. 145
Measures and transactions of fundamental importance
must be approved by the Supervisory Board as set down
in the rules of procedure for the Executive Board and/or
the Articles of Incorporation. They are also communicated
to shareholders and the capital market in a timely manner,
thus ensuring that decision-making processes remain
transparent – also throughout the year – and capital market
players are kept sufficiently up to date.
Supervisory Board
The Supervisory Board advises the Executive Board in
key decisions, monitors its activities, appoints members
and relieves them of their duties. The Supervisory Board
has six members. In accordance with the agreement
on employee representation in the Wacker Neuson
SE Supervisory Board and the German One-Third
Participation Act (Drittelbeteiligungsgesetz), four of these
are shareholder representatives and two are employee
representatives. Taking the company-specific situation into
consideration, the composition of the Supervisory Board
reflects the company’s international footprint, the need
to avoid conflicts of interest, the number of independent
Supervisory Board members in line with the German
Corporate Governance Code, the age limit applicable to
Supervisory Board members and the benefits of diversity.
The Supervisory Board also plans to propose female
members where appropriate in order to ensure that women
are adequately represented at Supervisory Board level.
The terms of office of all Supervisory Board members
run until the close of the AGM that tables a resolution to
formally approve the actions taken by Wacker Neuson SE
in fiscal 2014. Their terms may be no longer than six years.
Further details on individual members of the Supervisory
Board are disclosed in the Notes to the Consolidated
Financial Statements in Section 31, “Executive bodies”
p. 145
(Wacker Neuson Annual Report 2013).
27
To our Shareholders
Corporate Governance Declaration and Report
28
Wacker Neuson SE | Annual Report 2013
The principles of cooperation within the Supervisory Board
are governed by the rules of procedure for the Supervisory
Board. These rules reflect the recommendations of the
German Corporate Governance Code and – as an integral
part of the monitoring and controlling process – provide for
clear and transparent procedures and structures as well as
regular efficiency checks on Supervisory Board work. The
Supervisory Board reaches decisions based on a simple
majority of votes cast unless other legal provisions apply.
In the event of a tie, the resolution or nomination proposal
shall be deemed rejected; the chairperson shall not have
the casting vote. The chairperson of the Supervisory Board
convenes and oversees Supervisory Board meetings and
generally coordinates the activities of the Supervisory
Board and its committees.
The Supervisory Board defines the Executive Board’s
information and reporting duties in detail. The core areas
of collaboration between the Executive and Supervisory
Boards as well as specific details on the Supervisory
Board’s activities and committees are disclosed in the
report by the Supervisory Board.
Composition and role of committees
In contrast to the Executive Board, the Supervisory
Board forms two committees, the Presiding and the Audit
Committee.
The responsibilities of the Presiding Committee include in
particular submitting proposals for Executive Board member
appointments, terminations and mandate extensions, for
Executive Board remuneration and remuneration scales, and
for preparing measures to conclude, amend or terminate
contracts with Executive Board members. The Presiding
Committee members are Mr. Hans Neunteufel, Dr. Matthias
Bruse and Dr. Eberhard Kollmar. Mr. Hans Neunteufel is
Chairman of the Presiding Committee.
The Audit Committee maintains close contact with the
auditors. It appoints the auditors to review the Annual and
Consolidated Financial Statements, identifies the focal
points of the audit and receives the report. Furthermore,
the Audit Committee negotiates the fee with the auditor,
assesses their independence and additional services
provided by the auditor and submits a voting proposal
with regard to the auditor to the Supervisory Board for
the AGM. It prepares the Supervisory Board discussions
and resolutions required to approve the Annual and
Consolidated Financial Statements and to review the
Executive Board’s report. It supports and monitors the
Executive Board regarding accounting process issues, the
internal control system, risk management system, internal
auditing system and compliance. The Audit Committee
members are Dr. Eberhard Kollmar, Mr. Hans Neunteufel,
Mr. Kurt Helletzgruber and Mr. Elvis Schwarzmair. Mr. Kurt
Helletzgruber is the Chairman. As an independent financial
expert, he fulfills the requirements set out in Sections 100 (5)
and 107 (4) of the AktG.
The respective committee chairpersons provide the
Supervisory Board with regular and timely information
about the committees’ activities. The committees also
reach decisions with a simple majority of votes cast. In the
event of a tie, the resolution or nomination proposal shall
be deemed rejected; the respective chairpersons shall not
have the casting vote.
Further details on the activities of the Supervisory Board
and its committees can be found in the current Supervisory
Board report (Wacker Neuson Annual Report 2013).
Shareholders and the AGM
Shareholders exercise their rights, including voting rights,
at the AGM. All shares in Wacker Neuson SE provide
shareholders with full voting rights and are registered by
name. Each share shall entitle its holder to one vote. The
AGM agenda plus the reports and documents required for
the AGM are published in good time – also on the company’s
website, where they can be easily viewed by shareholders.
Our AGM this year will take place on May 27, 2014 in Munich.
The Executive Board makes it easier for shareholders
to exercise their voting rights at the AGM by offering the
opportunity to delegate binding voting instructions to proxies
named by the company. Shareholders can also do this
during the AGM. Information on how to vote by proxy will
also be included in the invitation to the AGM meeting. These
named proxies are also available at the AGM to shareholders
present at the AGM. It is also possible to delegate voting
rights to financial institutions, shareholder associations and
other third parties.
Accounting and auditing
The Consolidated Financial Statements of Wacker Neuson
SE are prepared in line with the International Financial
Reporting Standards (IFRS). The Annual Financial
Statements and the Combined Management Report
of Wacker Neuson SE and its Group are prepared in
accordance with the German Commercial Code (HGB).
The Supervisory Board proposes the election of the auditor
at the AGM, based on a recommendation from the Audit
Committee. Prior to making its proposal, the Supervisory
Board obtains a certificate of independence from the
auditor in question.
The Chairman of the Audit Committee asked the auditor
to immediately report all significant findings or incidents
identified during the audit and relating in the broadest
sense to Supervisory Board duties if these findings or
incidents could not be directly resolved.
Transparency
Regular, active dialog with our shareholders and other
stakeholders is one of the cornerstones of our corporate
governance policy. We provide shareholders, financial
analysts, shareholder associations and the media with
information about business trends and significant changes
within the company promptly, regularly and with the
greatest possible transparency. We are fully committed to a
policy of active and honest communication.
As stipulated by the German Securities Trading Act
(WpHG) and the German Corporate Governance Code,
we provide information on our company’s business
development and financial situation four times a year. This
takes the form of one annual report and three quarterly
reports. The Supervisory Board and the Audit Committee
discuss these reports with the Executive Board prior
to their publication. In addition, the Executive Board
answers shareholders’ questions at the AGM. We also
use our website as a way of keeping our stakeholders up
to date. All press and ad-hoc releases, financial reports
and our financial calendar detailing important events
throughout the year are permanently available and up to
date on www.wackerneuson.com under Wacker Neuson
Group, Investor Relations. Interested parties can join our
distribution list to receive regular updates.
Director’s dealings and significant voting interests
Risk management
Responsible handling of risks facing the group and the
company is, as always, a crucial part of sound corporate
governance. The Executive and the Supervisory Board
therefore continually monitor the Wacker Neuson Group’s
risk management and internal controlling systems along
with the accompanying reporting mechanisms.
Specific details on risk management within the Wacker
Neuson Group are disclosed in the risk report of the
Consolidated Management Report (Wacker Neuson Annual
Report 2013). This also includes a report on the controlling
and risk management systems within accounting.
p. 74
Wacker Neuson SE publishes reports on directors’ dealings
pursuant to Section 15a of the German Securities Trading
Act (WpHG), thereby ensuring compliance with the WpHG.
We use these reports to provide immediate information
about securities transactions with regard to Wacker
Neuson shares made by members of the Executive
and Supervisory Boards as well as by natural and legal
persons closely related to members of these bodies.
This information is also disclosed on the company’s
website (­w ww.wackerneuson.com) under Wacker Neuson
Group, Investor Relations, Corporate Governance. Also
under Investor Relations/IR News, we immediately publish
shareholder news releases regarding the purchase or sale
of significant voting rights in line with Section 21 WpHG and
the holding of financial and other instruments in line with
Sections 25 and 25a WpHG.
29
To our Shareholders
Corporate Governance Declaration and Report
30
Wacker Neuson SE | Annual Report 2013
Shares owned by the Executive Board
and the Supervisory Board
3. Corporate governance best practices
The total number of Wacker Neuson SE shares held by all
members of the Executive Board and Supervisory Board on
December 31, 2013 was more than 1 percent of all shares
issued by the company. Directly or indirectly, the Executive
Board holds around 1.0 percent (711,760 shares) and the
Supervisory Board around 29.7 percent (20,827,009 shares)
of issued shares.
Compliance – principles of sound business and
financial governance
Remuneration report in the
Corporate Governance Report
We report on the remuneration system applicable to the
Executive Board in our Combined Management Report
under section XII “Remuneration framework”. The AGM
approved a resolution not to publish remuneration details
for individual Executive Board members in the interest of
their privacy.
The overall remuneration of the Executive Board and the
Supervisory Board is disclosed in the above-mentioned
section and in the Notes to the Consolidated Financial
Statements in section 32 “Related party disclosures”
p. 146
(Wacker Neuson Annual Report 2013).
Moving beyond the guidelines and recommendations of
the German Corporate Governance Code, the Wacker
Neuson SE Executive Board is committed to conducting
its business worldwide in a lawful manner, along socially
and ethically responsible lines. Which is why we have
developed a group-wide strategic mission statement that
shapes the conduct of each and every individual in the
group – from the Executive Board through management to
all group employees. This mission frames the way we do
business for shareholders, customers, business partners,
the general public and our employees alike.
Our approach is anchored in the values you would expect
from a mid-sized family-owned company, geared towards
profitable sustainability. Shared values and sustainable
leadership principles underlie everything we do. Values
such as integrity, openness, honesty, and respect for other
people and our surroundings inspire us to succeed, serve
our shareholders with dedication and embrace sustainable
business practices. This mission statement captures our
commitment to all our stakeholders and can be seen on our
website at www.wackerneuson.com/leitbild.
On May 2, 2013, a Chief Compliance Officer was appointed.
This person serves as a contact point and advisor for
compliance issues and is responsible for implementing
a compliance management system geared towards the
specific requirements of the Wacker Neuson Group.
In this context, we defined a mission statement, outlining
our commitment to integrity and to systematic compliance
with statutory and regulatory requirements. This statement
is available to the public at the following link:
http://corporate.wackerneuson.com/en-compliance.php.
To ensure our values remain firmly embedded in every
aspect of our corporate structure, we regularly inform our
employees of the rules and requirements of responsible
conduct. In the interests of our company and the entire
workforce, we ensure that any infringements are traced
back to source and their causes rectified. This also
includes the rigorous pursuit of any violations of applicable
national regulations.
Moving forward, we are committed to sustaining this valuedriven approach, which we see as a solid ground for our
future success and credibility as a company.
Munich, February 20, 2014
Wacker Neuson SE
Executive Board
Cem Peksaglam
(CEO)
Günther C. Binder
Martin Lehner
(Deputy CEO)
This declaration on corporate governance is permanently available to shareholders
on the Wacker Neuson SE corporate website at www.corporate.wackerneuson.com
under Investor Relations/Corporate Governance. The declaration of compliance
will be revised annually. Wacker Neuson SE will make outdated declarations on
compliance available on its website for a period of at least five years.
31
To our Shareholders
Corporate Governance Declaration and Report
GIPI
corporate strategy
Growth
Internationalization
Professionalization
Integration
Professionalization
OUR KEY PERFORMANCE
INDICATORS HAVE IMPROVED
2013 figures compared with 2009 baseline
€
Profit on the upswing
28 m
4.6%
(EBITDA in € m and as a % of revenue)
+ € 125 m
+ 446%
2009
€ 153 m
13.2%
2013
€ 43 m
Investment in the future
Over € 400 m
invested since 2009
(investment in € m)
2009
€ 87 m
2013
€ 1,160 m
€ 597 m
Efficient working
capital management
(revenue in € m, working capital as a %
of revenue)
p. 36
39%
%
37%
%
2009
Read more on
Almost constant
ratio at high rate of
revenue growth
2013
Contents Combined Management Report
33
I. The Wacker Neuson Group
34
VIII. Other factors that impacted on results
62
Research and development
62
II. General background
37
Production and logistics
65
Overall economic trends
37
Sustainability and quality
66
Overview of construction and
Procurement
69
38
Human resources
70
General legal framework
39
Sales, customers and marketing
73
Competitive position
40
IX. Risk report
74
III. Business trends in 2013
41
IV. Profit, financials and assets
43
Section 315 (4) HGB and Section 289 (4) HGB
Profit
43
plus an explanatory report from the Executive
Financial position
47
Board in accordance with Section 176 (1)
Assets
52
Sentence 1 AktG
General overview of economic situation
54
agricultural industries
X. Information in accordance with
81
XI. Declaration on corporate governance
V. Profit, financials and assets
according to Section 289a HGB
86
of Wacker Neuson SE (condensed
version according to HGB)
54
XII. Remuneration framework
86
VI. Segment reporting by region
58
XIII. Supplementary report
87
Europe
58
Americas
58
XIV. Opportunities and outlook
88
Asia-Pacific
59
Overall economic outlook
88
Outlook for construction and
VII. Segment reporting by business segment
60
agricultural industries
Light equipment
60
Opportunities and outlook for future
Compact equipment
61
development of the Wacker Neuson Group
91
Services
62
Group forecast
94
Summary forecast
95
The graphics and tables below are provided for information purposes only. Market statistics and page references have not been audited and are
therefore not part of the Combined Management Report. Accounting methods, key indicators and financial terms are defined in the glossaries at the
end of this annual report.
89
Combined Management Report
Contents Combined Management Report
34
Wacker Neuson SE | Annual Report 2013
Combined Management Report
of Wacker Neuson SE and its Group
for fiscal 2013
Unless otherwise stated, the information contained in this
accordance with the provisions of HGB and the German
Management Report refers to the Wacker Neuson Group.
Stock Corporation Act (AktG). The Management Report of
We have prepared the Consolidated Financial Statements in
Wacker Neuson SE is included in this Group Management
accordance with the International Financial Reporting Standards
Report in line with Section 315 (3) of the HGB; further details are
(IFRS) as applicable in the EU in addition to the provisions of the
disclosed in section “V. Profits, financials and assets of Wacker
German Commercial Code (HGB) set forth in section 315a (1).
Neuson SE (condensed version according to HGB)”.
p. 54
The risks and opportunities facing Wacker Neuson SE cannot be
The Annual Financial Statements of Wacker Neuson SE (which
differentiated from those facing the Group.
is structured as a holding company) have been prepared in
I. The Wacker Neuson Group

A global leader in light and compact equipment

International sales and service network backed by
outstanding logistics know-how

Focus on sustainable increase in company value


Compact equipment up to 15 tons

Excavation technology

Material handling
Services (including spare parts, maintenance, financing and
used equipment)
With its broad and deep portfolio, wide range of services and
efficient, global spare parts service, Wacker Neuson is the
partner of choice among professional users across a wide range
The Wacker Neuson Group is a leading manufacturer of light
of industries, including the construction, gardening, landscaping
and compact equipment with 51 Group members (including the
and agriculture sectors, as well as among municipal bodies and
holding company, 49 of which are consolidated) and more than
companies in industries such as recycling and energy.
140 sales and service stations across the globe. Manufacturing
activities are distributed across three sites in Germany, one in
Wacker Neuson Group is the company’s umbrella brand. It is
Austria, two sites in the US and one in the Philippines. Wacker
used for all Group-wide communications. The Group distributes
Neuson also manufactures components in Serbia.
its products and services under the three separate brands,
namely Wacker Neuson, Kramer and Weidemann. The broadest
Our segment reporting is divided into three regions – Europe,
portfolio (light and compact equipment) is distributed worldwide
the Americas and Asia-Pacific.
under the Wacker Neuson brand. Under the Kramer brand, the
Group also distributes all-wheel drive wheel loaders, tele wheel
We also report revenue according to the following three strategic
loaders and telescopic handlers via an extensive sales network
business segments:
focusing on industry, construction and municipal services.
In 2013, Kramer launched its Green Line of products for the

Light equipment up to 3 tons with the following business
agricultural sector and is currently establishing a dedicated
fields:
network for the distribution of these products. The Weidemann

Concrete technology
brand is a by-word for long-standing expertise and experience

Compaction
in the agricultural sector. The company distributes its compact,

Worksite technology
articulated Hoftracs®, wheel loaders, tele wheel loaders and
telescopic handlers via a specialist dealer network.
The Wacker Neuson Group
35
Construction industry, gardening and landscaping firms, municipal
bodies, recycling, railroad/track construction, rescue services, etc.
Agriculture
Organizational and legal structure
Corporate governance and value management
Wacker Neuson SE is a European company with its
As a centralized function, the controlling department of the
headquarters in Munich. It is registered in the German Register
holding company Wacker Neuson SE is responsible for the
of Companies (Handelsregister) at the Munich Magistrate’s
Group’s internal controlling instruments. It steers and monitors
Court under HRB 177839. The company’s shares have been
deviations between ‘as is’ and ‘to be’ figures, primarily
listed since May 2007.
based on the development of revenue and profit reported by
affiliates. It also tracks the progress of operative measures and
The Consolidated Financial Statements of Wacker Neuson SE
prepares Group-wide key performance indicators (KPIs) for the
are prepared in accordance with the International Financial
Executive Board. The controlling instruments are adapted where
Reporting Standards (IFRS). Forty-nine companies, including the
necessary in the process to reflect developments both within
holding company, are fully consolidated in these statements.
and beyond company walls.
Wacker Neuson SE operates as a management holding
Important decisions on projects initiated by the company in
company with a central management structure. It directly or
response to changing market and customer requirements
indirectly holds the shares in its affiliates, which are mainly sales
are made by management committees. The committees
offices.
include members of the Executive Board, affiliate managers,
market developers plus senior employees from research and
The holding company’s Executive Board is responsible for
development, product management, quality management,
managing the Group. As a rule, the executive bodies of the
sales and service, marketing, controlling, treasury and strategic
affiliates report directly to the Group’s Executive Board.
procurement.
With the exception of Kramer-Werke GmbH and Weidemann
Our management strategy is geared toward creating a lasting
GmbH, which operate under their own brands and names, all
increase in company value. We have invested heavily over
significant operating affiliates worldwide now trade under the
the past few years to achieve and maintain long-term growth.
common name of Wacker Neuson.
Revenue, profit before interest, tax, depreciation and amortization
(EBITDA) and profit before interest and tax (EBIT) are our most
Please refer to the section entitled “General information on
important key performance benchmarks and targets – each in
accounting standards” in the Notes for detailed information on
absolute terms and as a percentage of revenue.
the legal structure.
p. 104
Combined Management Report
Group brands
36
Wacker Neuson SE | Annual Report 2013
Performance indicators (5-year period)
2013
2012
2011
2010
2009
1,159.5
1,091.7
991.6
757.9
597.0
13.2
13.0
16.4
10.3
4.6
8.2
7.8
1
4.8
-18.9 (-0.5)2
39.2
37.9
32.2
32.1
43.7
7.7
7.6
12.51
5.2
-1.9 3
Equity ratio (before minority interests)
70.7
68.0
74.2
80.6
81.2
Gearing
18.9
23.4
10.0
1.7
-3.1
Free cash flow in € million
56.7
-86.3
-61.9
-38.8
100.6
as a %
Revenue in € million
EBITDA margin
EBIT margin
Average working capital/revenue
ROCE II
12.5 (11.4)
1
Adjusted for reversal of brand impairment in 2011 (EUR 10.8 m).
Adjusted for write-downs on intangible assets (EUR 100.3 m) and restructuring costs (EUR 9.6 m) in 2009.
3
Adjusted for write-downs on intangible assets (EUR 100.3 m) in 2009.
2
We also govern our dividend payment policy, financing structure
especially in the US. Operative leading indicators for the
and return on capital employed. We use two indicators to do
European agricultural industry include the rate of mechanization
this: Average working capital in relation to revenue, and return
among landholdings, trends in agricultural technology and the
on capital employed after tax (ROCE II), which shows how
development of milk, food and animal feed prices. We use these
efficiently Wacker Neuson uses its capital (average capital
indicators to respond early to global economic developments
employed). The results are used to determined the economic
and dynamically adapt our course accordingly.
value added (EVA). The balance sheet performance indicators
for the Group also include equity ratio. The Group’s treasury
department controls financing by monitoring net financial debt
Performance indicators at a glance
and gearing. Free cash flow is also an important indicator of the
company’s ability to finance itself.
The table above shows a year-on-year comparison of how these
Revenue
Market shares
key indicators have developed. The terms are explained in the
financial glossary.
p. 152
In additional to these financial performance indicators,
the Wacker Neuson Group also regularly monitors key
Growth
operative leading indicators for operational business trends.
Financial security
Important indicators for the construction business include
Profitability
future investment plans in the construction equipment
and construction materials industries, the development of
production volumes and market shares, the number of building
permits issued as well as the development of real estate prices,
Free cash flow
Gearing
Equity ratio
EBITDA
EBIT
ROCE II
General background
Real GDP
Change from previous year
as a %
Overall economic trends
2013
2012
3.0
3.1
World
Eurozone
-0.4
-0.7

Stable growth in the global economy
Germany
0.5
0.9

European debt crisis on the road to recovery
USA
1.9
2.8

Euro continues to gain strength
Latin America
2.6
3.0
China
7.7
7.7
Weak economic performance in some eurozone countries
together with slow growth in North America and a comparatively
sluggish rate of development in emerging markets mean that
global gross domestic product (GDP) only rose by 3 percent in
Russia
1.5
3.4
Middle East and North Africa
2.4
4.1
South Africa
1.8
2.5
Source: IMF – International Monetary Fund, January 2014.
2013 according to International Monetary Fund (IMF) estimates.
The GDP of industrialized countries rose by just 1.1 percent in
2013. This slow rate of expansion is primarily due to a downturn
Weak economic growth in Europe and North America also
in growth in the eurozone.
contributed to the slightly slower pace of growth in some
emerging markets. The slowdown in economic growth among
Nevertheless, the seventeen eurozone countries seem to be
emerging economies proved a particular cause for concern
coping increasingly well with the financial crisis. Although
in the second half of 2013. Demand for industrial goods was
economic output fell once again, the 0.4 percent drop was
especially hard hit, revealing sharp drops at times. These
less severe than expected. Many eurozone countries did not
developments come on the back of strong growth in the
emerge from the recession until the second quarter of 2013.
previous three years, which resulted in individual markets
Government budget consolidation, weak consumer spending
becoming oversaturated.
and an unwillingness to invest on the part of companies had the
most dampening impact on growth here.
Compared with the development of key currencies, the euro
rose 4.5 percent against the US dollar (USD), 11.7 percent
In contrast, German economic growth was clearly bolstered by
against the Canadian dollar (CAD), 2.2 percent against the
industry and construction during 2013 – fueled above all by the
rising share of exports. Germany was thus able to report growth
of 0.5 percent. However, German companies still see mounting
Performance of key currencies against the euro
energy and raw materials prices as a threat to economic growth.
(End of year rates)
Change
In Italy and Spain, the recession eased somewhat in 2013.
However, neither country was able to report positive growth for
the year.
The US showed very cautious economic growth in 2013. Cutbacks
1 euro equals
US dollar (USD)
2013
2012
as a %
1.3791
1.3194
4.5
Swiss franc (CHF)
1.2276
1.2072
1.7
British pound (GBP)
0.8337
0.8161
2.2
Japanese yen (JPY)1
144.7200
113.6100
27.4
Australian dollar (AUD)
1.5423
1.2712
21.3
previous year. This was fueled primarily by a rise in consumer
Brazilian real (BRL)
3.2530
2.7011
20.4
spending and an increased willingness to invest among
Hong Kong dollar (HKD)
10.6933
10.2260
4.6
companies.
Indian rupee (INR)
85.1000
72.4700
17.4
1.4671
1.3137
11.7
in public spending had a major impact here. Nevertheless, the
US economy expanded in 2013 by 1.9 percent relative to the
Canadian dollar (CAD)
Russian ruble (RUB)
45.3246
40.3295
12.4
South African rand (ZAR)
14.5660
11.1727
30.4
Source: Notes to the Consolidated Financial Statements, p. 109.
1
Source for yen: European Central Bank
Combined Management Report
II. General background
37
38
Wacker Neuson SE | Annual Report 2013
British pound (GDP), 1.7 percent against the Swiss franc
Construction and economic growth (Europe) 2013
(CHF), and 27.4 percent against the Japanese yen (JPY). The
currencies of emerging markets1 fell significantly during the
period under review. For example, the euro rose 20.4 percent
Norway
3.7
Switzerland
2.8
against the Brazilian real (BRL), 12.4 percent against the Russian
Denmark
ruble (RUB), 17.4 percent against the Indian rupee (INR) and a
Hungary
hefty 30.4 percent against the South African rand (ZAR). The
euro’s 4.6-percent increase against the Hong Kong dollar (HKD)
proved a moderate rise compared with other figures.
2.4
1.3
Austria
0.5
Germany
0.3
Sweden
-0.4
Great Britain
-1.1
Belgium
Overview of construction and agricultural industries

Mixed growth in established markets
-1.3
Finland
-2.7
France
-2.8
EC-19

Construction activity in the US above previous
year’s level

European agricultural technology sector cautious
-3.0
Italy
-3.3
Ireland
-3.5
The Netherlands
-5.0
Slovakia
Regional differences in economic growth rates in 2013 called
Czech Republic
on manufacturers of construction and agricultural equipment
Poland
to display a high degree of flexibility. Dealers trimmed stock
to reduce capital tied up in inventory. Investment in new
-7.8
-8.2
-8.9
Portugal
Spain
-16.5
-23.0
machines was sluggish and selective. To benefit from new
machine sales made by dealers, manufacturers of construction
and agricultural equipment had to remain flexible and ensure
-30
-20
GDP (%)
-10
0
10
Construction (%)
rapid delivery capabilities.
Source: Euroconstruct, November 2013.
The construction industry showed particular signs of weakening
in Europe, where the construction equipment market is almost
the second quarter of the year, buildings and infrastructure
half the size it was in 2007. In 2013, construction activity fell
in Germany and Eastern Europe were damaged by extreme
in France, Italy, the Netherlands, Poland, Portugal and Spain.
flooding. This led to increased demand for repair and construction
Construction activity also fell markedly in the Middle East. After
work here in the second half of the year. According to the German
a experiencing a sharp decline in the recent years, Great Britain
Engineering Federation (VDMA), demand for compact equipment
developed extremely well to become the fifth largest market in
fell in Germany during the course of 2013. This was primarily due
Europe. Residential construction was one of the main growth
to a comparatively high baseline as unit sales for the majority of
drivers here. German-speaking countries and Norway continued
these products are higher than the long-term average. In addition,
to grow moderately from a high base level.
customers were still cautious about making investments despite
the healthy order situation. This means that machines are being
With the debt crisis calming in Europe, confidence levels have
used for longer periods of time.
risen among construction companies. The German construction
industry initially improved as the year progressed, pushing up
Demand in North America in 2013 was higher than in the
capacity utilization and employment levels. However, the pace
previous year. The real estate market in the US continued to
of growth slowed somewhat towards the end of the year. In
expand, with demand for residential real estate and house
1
The term emerging markets refers to 35 countries according to the Dow Jones
definition: Argentina, Bahrain, Brazil, Bulgaria, Chile, China, Colombia, Czech
Republic, Egypt, Estonia, Hungary, India, Indonesia, Jordan, Kuwait, Latvia,
Lithuania, Malaysia, Mauritius, Mexico, Morocco, Oman, Pakistan, Peru,
Philippines, Poland, Qatar, Romania, Russia, Slovakia, South Africa, Sri Lanka,
Thailand, Turkey, United Arab Emirates.
General background
prices rising at a steady pace. The US construction sector is
39
General legal framework
still far below the high levels of 2006, however, and construction
equipment markets are around 30 percent below the pre-crisis

Protection of users and the environment
levels of 2007.

Ongoing integration of new regulations in internal
process flows
Central America, South America, Africa, Eastern Europe and Asia
(excluding China) account for around 29 percent of today’s global

Compliance with new emissions standards
growth impetus in 2013, although the pace of growth did slow
As a global manufacturer and provider of light and compact
in some countries. The construction industry proved particularly
equipment, Wacker Neuson has to observe numerous national
strong in India and China. In 2013, construction activity increased
and international statutory guidelines governing environmental
by 5 and 9 percent respectively in these countries.
and user protection. These include provisions regulating exhaust
gas emissions and ergonomics as well as noise and vibration-
China remains the largest market for construction equipment
induced impact.
with a global market share of 29 percent. The market for
compact equipment developed particularly well in 2013. Local
At Wacker Neuson, we therefore continuously review and adapt
manufacturers are reporting a shift in demand for light and
our product portfolio to ensure compliance with new requirements
compact equipment. Customers looking to invest are now
and various harmonized standards and norms. We integrate new
placing more importance on a machine’s lifecycle and therefore
regulations as promptly as possible in our processes.
expect significantly higher levels of quality. It is becoming
increasingly important for manufacturers to tailor products to
Emission standards for light and compact equipment
the needs of customers in local markets. However, the rapid
Statutory exhaust emission regulations have a major impact on
increase in production volumes in recent years saturated the
the sale of compact equipment. As of 2012, the new TIER IV
market and resulted in large numbers of used machines in
interim and TIER IV final emissions regulations are effective in
China. This, in turn, is reducing demand for new equipment.
the US (mandated by the Environmental Protection Agency,
EPA). In Europe, stages 3b and 4 of Directive 97/68/EC are
From mid-2012 on, falling industrial metal prices caused mining
in force. These emission stages apply to diesel engines in
companies to cut back on investments. As a result, demand for
non-road mobile machinery – in other words, construction
equipment in Australia was below the previous year’s level.
equipment, forklifts and agricultural machines. The specific
compliance dates vary depending on engine power and
Agricultural sector cautious to invest
individual market requirements. The Wacker Neuson Group has
Economic assessments in the agricultural sector are
already equipped some of its compact equipment models with
closely linked to input and commodity price trends, political
compliant diesel engines. Further models will be adapted by
developments and the general competitive situation. The
2015 to comply with the new regulations. Components such as
financial situation on agricultural holdings is influenced by a
engines, cooling systems and exhaust gas treatment systems
range of factors, including income (which itself is determined
have to be modified.
by variables such as harvests) and the prices of energy,
fertilizer, feed and leasing agreements. According to the VDMA,
In 2013, Wacker Neuson made further efforts to comply with
revenue generated by agricultural machines rose by 4.0 percent
new product standards. This includes the above-mentioned EPA
in Europe in 2013 and by 5.6 percent worldwide. In 2013,
emissions regulations and the new RoHS 2 Directive1.
customers continued to focus on modern technology solutions
that make field and yard work more cost effective.
Beyond that, there were no legislative changes that had a
significant impact on the company’s business activities.
1
RoHS = Restriction of the use of (certain) hazardous substances.
Combined Management Report
market. These emerging markets continued to deliver the main
40
Wacker Neuson SE | Annual Report 2013
Competitive position
Since 2013, Kramer has also been establishing a dedicated
sales network for the distribution of its all-wheel drive machines

Maintaining and expanding market position

Differentiation from competitors

Highly efficient, international service network
in the agricultural sector. In this sector, the Group competes with
companies such as Schaeffer, Thaler and JCB.
Leading global manufacturer
Wacker Neuson’s strong market position is built on outstanding
The global construction equipment market, which is our
product and service quality, backed by in-depth product
competitive landscape, is very heterogeneous. The majority of
development and manufacturing know-how and an efficient
our competitors offer either light equipment or heavy equipment
sales network. Many of our products have established excellent
(machines weighing over 15 tons), or a combination of compact
market positions across the globe. However, there are few
and heavy equipment.
official statistics on market segmentation, thus making it difficult
for us to provide an overview of market shares, especially in the
Competitive edge – broad product portfolio backed
by a global sales and distribution network
case of light equipment.
The Wacker Neuson Group delivers an exceptionally broad range
End customers, dealers and professional rental companies
of products and premium services to customers the world over.
select the manufacturer that offers the most appealing overall
package consisting of innovative products, a strong brand,
Wacker Neuson’s combination of light and compact equipment
simple and efficient logistics and all-in service with an attractive
is one of the main factors that sets it apart from the competition.
price/performance ratio. Customers prefer a bundled package
The Group’s machines are aimed at professional users. The
that gives them a single point of contact to the manufacturer as
compact equipment segment, which comprises versatile,
this greatly simplifies processing and administration. As one of
efficient machines weighing up to 15 tons, grew significantly
the world’s leading manufacturers with an exceptionally broad
through the merger with the Neuson Kramer Group in 2007.
product portfolio of light and compact equipment, Wacker
The merger has enabled us to offer a much broader portfolio
Neuson is ideally placed to offer all of these benefits.
of products via our highly efficient, international sales and
distribution network.
Changes in the competitive landscape
In our global competitive landscape, it is becoming increasingly
In the light equipment segment, the company faces a variety
difficult to secure existing market shares. Consolidations,
of competitors, including Ammann, Bomag, Dynapac, Mikasa,
mergers, acquisitions and alliances are becoming an increasingly
Multiquip and Weber. In the compact equipment segment,
important and common response to intensified competition.
we also compete with specialist manufacturers and global
companies such as Bobcat (Doosan), Kubota, Takeuchi and
Following the merger of the two largest rental companies in the
Yanmar. Some international heavy equipment manufacturers
US, United Rentals and RSC, two years ago, the trend toward
such as Komatsu or Volvo offer compact equipment and are
mergers and alliances has increased among market players the
therefore part of our competitive landscape.
world over. In Italy, for example, four large rental firms (Venpa,
E-Mac, Milantractor and Tecnifor) agreed to work together in
The need to increase productivity on agricultural holdings is
response to the difficult economic conditions. Large rental
leading to increasingly industrialized structures across the
companies have also joined forces in Spain. The two northern
agricultural sector and greater demand for compact equipment.
European rental companies Cramo and Ramirent launched a
joint venture for Russia and the Ukraine in a bid to pool their
The acquisition of the Weidemann Group in fiscal 2005 has
resources and leverage market opportunities in these markets.
enabled the Wacker Neuson Group to expand its presence
in the agricultural machinery sector. Weidemann-branded
In North America, Volvo sold its Volvo Rents rental business to
articulated wheel loaders and telescopic handlers enjoy a
an American private equity company at the end of 2013. Volvo
leading position in the Central European agricultural market.
Rents included Volvo’s rental activities for the US, Canada and
Business trends in 2013
America. Also in December, Volvo bought the company Terex’s
Increasing market penetration, synergies and
diversification
truck business, which manufactures trucks weighing between 31
Wacker Neuson expanded its share in national and international
and 91 tons. Back in August of the same year, Atlas Maschinen
markets in the last fiscal year and was also able to strengthen its
bought Terex’s wheel loader division, which covers machines with
position in some declining markets. Wacker Neuson leveraged
bucket capacities between 1.5 and 3 cubic meters.
its core strengths to increase its overall market penetration,
Puerto Rico, making it the fifth largest rental business in North
41
capitalizing on its strong innovative drive, excellent product
The Austrian company Palfinger and Chinese operator Sany have
and service quality, reliable spare parts business, streamlined
expanded their 2012 joint venture by each acquiring a stake in the
business processes, strong financial position and independence.
strategic alliance, with Yanmar (mini excavator segment) acquiring
The Group’s existing sales networks in North and South
a stake in Manitou. Both companies want to expand the strategy
America, Europe and Asia-Pacific also offer further opportunities
that they are currently following in North America and distribute
to increase light and compact equipment sales. The company’s
each other’s products in South America in the future. Kubota
growing presence in a variety of other industries including
and Giant have intensified their collaboration on compact wheel
agriculture, gardening, landscaping, recycling and logistics is a
loaders in Europe.
further strategic growth driver.
Chinese companies are also entering our core markets. The
By continually improving its processes and modernizing its
company Sany, for example, aims to launch mini excavators (1.6
production facilities in recent years, Wacker Neuson has gained
and 3.5 tons) in Europe. In addition, SDLG has opened its first
a high degree of flexibility that enables the company to react
facility outside of China in Brazil and plans to launch its wheel
rapidly to fluctuations in demand and changing customer
loaders in the North American market. Chinese construction
requirements. This has significantly strengthened the company’s
equipment group XCMG is also increasing its focus on Europe.
competitive standing.
The company is expanding its portfolio to include premium
products, establishing a sales and service network and making
targeted acquisitions in a bid to strengthen its market presence.
III. Business trends in 2013
The mergers and events described above have not had a
material impact on Wacker Neuson’s position. The Group

remains in a good position on the strength of its product groups,
impact revenue
ongoing sales synergies resulting from the merger, and key
strategic alliances.
Strategic alliances
Positive business development; currency fluctuations

Revenue and EBITDA targets for 2013 achieved

Increased market presence with products tailored to
local requirements
Group member Kramer-Werke GmbH develops and manufactures
powerful, versatile telescopic handlers for the agricultural
General statement on business performance
industry. These are distributed by Claas Global Sales GmbH, a
Business for the Wacker Neuson Group developed positively
leading German agricultural machinery supplier, under the Claas
once again in 2013. Revenue rose 6.2 percent, from
brand. This cooperation has been in place since 2005.
EUR 1,091.7 million in the previous year to a record high of
EUR 1,159.5 million. However, this figure was impacted by the
Wacker Neuson and Caterpillar Inc (Peoria/USA) entered a long-
euro’s gain against other currencies relative to 2012. When
term strategic alliance in 2010. Wacker Neuson develops and
adjusted to discount currency fluctuation, revenue actually
manufactures mini excavators with a total weight of up to 3 tons
rose by 8.3 percent.
exclusively for Caterpillar. Caterpillar distributes these machines
under its own brand via its sales network, with the exception
This increase was primarily fueled by positive business trends in
of Japan. Caterpillar intends to cover global demand for its
North and South America as well as by strong revenue in Europe,
compact machines through the alliance. Both partners aim to
with markets such as Germany, Switzerland, Austria, Norway, the
strengthen their individual competitive positions in this highly
UK, Russia and Turkey playing a significant role here. The Group
fragmented market more quickly.
increased overall sales of light and compact equipment in Europe
and North America. This positive development shows that the
measures implemented by the Group to increase penetration in
core markets are having an effect.
Combined Management Report
other company. Manitou and Yanmar have also strengthened their
42
Wacker Neuson SE | Annual Report 2013
During the period under review, the light equipment and services
Healthy financials and assets
segments both reported revenue gains. Revenue in the compact
The Group’s financials and assets remain strong with a high
equipment segment rose at an above-average rate. This is a
equity ratio (before minority interests) of around 71 percent
result of the Group’s strategy to increasingly distribute compact
and net financial debt of around EUR 177 million (2012:
equipment via its global sales and distribution network for light
EUR 214 million). This corresponds to a gearing of approximately
equipment. As expected, the segment increased its share of
19 percent (2012: 23 percent).
overall revenue.
Skid steer loaders for the US market
The first quarter of 2013 got off to a weak start due to harsh
In 2013, Wacker Neuson developed a new platform for skid
weather conditions. However, the Group reported a significant
steer loaders tailored to the US market at its production site in
rise in revenue and profit relative to the previous year for each of
Hörsching, near Linz in Austria. These new products will also
the following quarters.
open up new sales channels for other compact equipment in
North America. Wacker Neuson presented the new skid steer
Quarter-on-quarter comparison: revenue 2009 to 2013
loader models to selected major dealers in the fall of last year
in € million
in Milwaukee, USA. The company will also be launching these
models to further markets in North and South America in the
-6.2%
+15.8%
+8.6%
first half of 2014. The machines will initially be produced at the
+6.4%
Hörsching site.
350
329.0
300
284.2
274.0
257.1
250
276.3
254.5
297.1
279.1
Products tailored to local market needs
200
In 2013, Wacker Neuson continued to establish and expand
150
its sales and service structures in emerging economies such
100
as South America, Africa and above all Asia. Each of these
50
regions has its own industry standards and product quality
requirements. The Group’s new Value Line products target more
0
Q1
2009
2010
Q2
2011
2012
Q3
Q4
price-sensitive customer groups. Last year, we expanded this
2013
portfolio significantly and currently distribute mainly in China.
2013 vs. 2012
Expanding customer financing options
The company posted an EBITDA margin1 for the year of
Customers in all industries are increasingly making use of
13.2 percent. This is a slight yet important increase on the
financing options to maintain liquidity despite large investments.
previous year (2012: 13.0 percent) especially considering the
Today, a higher percentage of all new machine sales in the
company’s efforts to expand its position in what were in some
compact equipment and light equipment segments are
cases extremely competitive markets. The following section
purchased in conjunction with financing plans. To provide
contains further information on items that impact profit in 2013.
customers with more information on financing options, the
p. 44
Wacker Neuson Group entered a global collaboration with
De Lage Landen (DLL) in July 2013. DLL is a specialist provider
Comparison between actual trends and projected
performance
of financing solutions for equipment manufacturers, dealers
In March 2013, Wacker Neuson forecast revenue of around
together within the framework of a virtual joint venture to provide
EUR 1.2 billion and an EBITDA margin in excess of 13.0 percent
customers with tailored financing solutions from DLL under
for the fiscal year. The Group achieved these targets despite the
the Wacker Neuson Finance, Weidemann Finance and Kramer
negative effects of currency fluctuations.
Finance brands.
Forecast
Revenue
and distributors. In Germany, the partners work very closely
Medium-term
March 2013
Achieved 2013
goal
approx. € 1.2 bn
€ 1.160 bn
yoy +> 10%
Investments
In mid-2013, Wacker Neuson Holding Limited was founded in
Samutprakarn in Thailand. The new entity functions solely as a
holding company.
EBITDA
margin
Changes to company organization and structure
> 13.0%
approx. € 80 m
13.2%
> 13.0%
€ 86.8 m
-
At the end of 2013, we founded a new company in Singapore
which will serve as a regional headquarters for the ASEAN and
SAARC markets.
1
EBITDA margin = EBITDA/revenue.
Profit, financials and assets
Please refer to the Notes to the Consolidated Financial Statements
43
Profit
for information on changes to the Group’s participating interests
that have had an impact on the consolidation structure.
Changes to the Executive Board
On January 22, 2013, the Supervisory Board of Wacker Neuson

Record revenue and increase in profit

Forecast met despite currency fluctuations

Cost structure geared toward further growth
he would step down from the Executive Board on March 31,
2013 got off to a difficult start for Wacker Neuson due to
2013 due to a difference in opinion regarding the future direction
poor weather conditions. After this initial phase, however,
of the Group’s international sales strategy. Mr. Schwind’s areas
the company was able to successfully implement its growth
of responsibility (sales, marketing, service, rental, training and
strategies. Group revenue rose by 6.2 percent to a new record
logistics) have been entrusted to CEO Mr. Cem Peksaglam.
high of EUR 1,159.5 million (previous year: EUR 1,091.7 million).
The Group uses hedging instruments to protect itself against
unfavorable exchange rates in key currencies. However, these
IV. Profit, financials and assets
instruments are subject to certain assumptions and opinions from
experts in the financial sector. The euro performed very strongly
against some key currencies in 2013. This increase in value had a
The report on profit, financials and assets covers a total of
negative impact on revenue in the Group’s consolidated financial
49 Group companies (previous year: 50) including the holding
statements for 2013, which are drawn up in euros.
company, Wacker Neuson SE.
Adjusted to discount these currency fluctuations, revenue for
2013 rose 8.3 percent, which – all things being equal – would
have resulted in revenue of EUR 1,182.3 million. Overall,
Group revenue aligns with the company’s forecast for 2013 of
approximately EUR 1.2 billion.
1
1
Record-breaking revenue
Development of revenue and profi t margins 2009 to 2013
relative to the previous year, reaching a new record high of
+94%
in € million
as a %
1,200
1,159.5
30
1,091.7
1,000
Wacker Neuson’s revenue for 2013 rose by 6.2 percent
991.6
25
EUR 1,159.5 million. Group revenue has thus increased by
over 90 percent in just four years. 2013 was by no means
an easy year, however. Sales of construction equipment
fell at times, particularly in Europe, and this development
800
600
20
757.9
597.0
15
had an impact on many manufacturers. The fact that
Wacker Neuson’s business continued to develop positively,
however, confirms that the Group’s strategy is on the
400
10
200
5
0
0
right path. With an EBITDA margin of 13.2 percent, the
Group has met its profit forecast for 2013 and increased
profitability relative to the previous year.
20091
Revenue
2013 vs. 2009
2010
EBITDA margin
2011
2012
EBIT margin
2013
Net earnings margin
1
2009 profit margins adjusted to discount goodwill impairment,
restructuring costs.
Combined Management Report
SE came to a mutual agreement with Mr. Werner Schwind that
44
Wacker Neuson SE | Annual Report 2013
Profit developments
A total of EUR 10.0 million in development costs was capitalized
This positive revenue development is also reflected in Group
by all manufacturing companies in 2013 (previous year:
profit. Group EBITDA for 2013 increased by 8.3 percent
EUR 7.4 million). The research and development ratio, including
to EUR 153.4 million and the EBITDA margin amounted to
capitalized expenditure, remained at 3.1 percent (previous
13.2 percent (2012: EUR 141.7 million; 13.0 percent).
year: 3.1 percent), a healthy figure for maintaining our leading
innovative position in many different areas.
Relative to previous years, the following items had an impact
on profit in 2013:



General administrative costs amounted to EUR 67.0 million
Focus on greater market penetration in increasingly
(previous year: EUR 62.2 million). The administrative cost ratio
competitive core markets
increased slightly to 5.8 percent (previous year: 5.7 percent).
Expansion into new markets (entering markets, developing
tailored product portfolios)
Other operating income fell to EUR 14.3 million (previous year:
Expenses related to bauma 2013, the world’s largest
EUR 15.1 million).
construction equipment trade fair, which is held every three
years in Munich
Other operating expenses amounted to EUR 12.8 million
(previous year: EUR 12.2 million).
Cost developments
Manufacturing costs rose 6.1 percent to EUR 806.8 million
Profit before interest, tax, depreciation and amortization (EBITDA)
(previous year: EUR 760.2 million) due to a rise in production
grew at a faster rate than revenue, increasing by 8.3 percent
volumes. This figure reflects strong growth in the compact
from EUR 141.7 million to EUR 153.4 million. The EBITDA margin
equipment segment (+12 percent), which typically involves higher
amounted to 13.2 percent (previous year: 13.0 percent) and is
manufacturing costs but also reports lower selling expenses.
therefore higher than our forecast for the year.
Gross profit for 2013 amounted to EUR 352.7 million (previous
Write-downs in 2013 totaled EUR 58.6 million (previous year:
year: EUR 331.5 million). The gross profit margin remained
EUR 56.8 million).
unchanged at 30.4 percent (previous year: 30.4 percent).
Profit before interest and tax (EBIT) rose 11.6 percent to
We continued to keep strict control over costs. Total sales,
EUR 94.7 million. This corresponds to an improved EBIT margin1
general and administrative (SG&A) expenses and research
of 8.2 percent (previous year: EUR 84.9 million; 7.8 percent).
and development (R&D) expenses grew at a slower rate
Purchase price allocation (PPA) from the merger with Neuson
than revenue, increasing by 4.0 percent to EUR 259.5 million
Kramer had the effect of reducing EBIT by EUR 2.6 million
(previous year: EUR 249.5 million). The cost-to-revenue ratio
(previous year’s PPA: EUR 4.0 million). The effects of PPA
improved on the previous year at 22.4 percent (previous year:
resulting from the 2007 merger with the Neuson Kramer Group
22.9 percent).
will continue to have an – albeit a diminishing – impact until the
end of 2017.
At EUR 166.8 million, selling expenses rose 3.9 percent on the
previous year’s figure of EUR 160.6 million. During the period
The financial result amounted to EUR -6.8 million (previous year:
under review, we implemented international market penetration
EUR -7.1 million). Further information on the financial result is
p. 47 and under
measures, expanded our sales team and took part in major
available in the “Financial position” section
industry trade shows such as bauma in Munich.
item 5 in the Notes to the Consolidated Financial statements.
p. 116
R&D expenses decreased by 4.1 percent to EUR 25.7 million
(previous year: EUR 26.8 million). Our expenses here were
Profit before tax (EBT) grew to EUR 88.0 million (previous
higher in 2012. This is because we were making targeted efforts
year: EUR 77.8 million). Tax expenditure was posted at
to complete a wide range of new products in time for their
EUR 26.4 million (previous year: EUR 23.1 million). The tax
launch at bauma in April 2013. In 2012, we also required more
rate was 30.0 percent (previous year: 29.7 percent).
funds to ensure that our products met stricter legal regulations
governing emissions.
Group profit amounted to EUR 61.2 million (previous year:
EUR 54.1 million). This corresponds to an increase of
13.1 percent. The return on revenue thus improved to
5.3 percent (previous year: 5.0 percent).
1
EBIT margin = EBIT/revenue.
Profit, financials and assets
45
Quarter-on-quarter comparison of revenue and earnings for 2012 and 2013
Q1 vs. Q4
Q1
prev. year
Q2
Q2 vs. Q1
Q3
Q3 vs. Q2
Q4
Q4 vs. Q3
Total year
2012 revenue in € million
274.0
3.8%
284.2
3.7%
254.5
-10.4%
279.1
9.7%
1,091.7
2013 revenue in € million
257.1
-7.9%
329.0
28.0%
276.3
-16.0%
297.1
7.5%
1,159.5
year as a %
-6.2
15.8
8.6
6.5
6.2
EBITDA margin 2012 as a %
14.2
13.1
13.4
11.2
13.0
EBITDA margin 2013 as a %
9.7
13.6
14.9
14.3
13.2
70.14 million ordinary shares were in circulation at all times
continue longer into the winter season in Europe. Revenue for
during the period. This resulted in earnings per share of
Q4 was thus 6.5 percent higher than in the previous year and
EUR 0.87 (previous year: EUR 0.77).
7.5 percent higher than Q3 2013. Earnings were also strong
in this quarter, with the Group reporting an EBITDA margin of
Quarterly developments
14.3 percent.
The table above shows quarterly revenue and profit for
2013 and 2012. The first quarter of 2013 performed below
Return on capital employed 2013
expectations due to the long winter in the northern hemisphere
At EUR 859.4 million, average capital employed – in other
(-6.2 percent relative to the previous year). The situation had
words, the book value of all assets used for operational
already improved by the second quarter, however (+15.8 percent
purposes – increased by 8.3 percent on the previous year as a
relative to the previous year, +28.0 percent relative to Q1 2013).
result of the rise in revenue (previous year: EUR 793.6 million).
Results for the third quarter are typically lower than the second
due to seasonal fluctuations. Nevertheless, it was a positive
Return on capital employed (ROCE I) increased from the
period for Wacker Neuson (+8.6 percent on the previous year).
prior-year figure of 10.8 to 11.0 percent. ROCE II amounted to
During the fourth quarter, the Group benefited from the mainly
7.7 percent (previous year: 7.6 percent).
2
mild winter conditions, which enabled construction activity to
2
Return on capital employed (ROCE)
Capital employed and ROCE II 2009 to 2013
Return on capital employed (ROCE) shows how much
return a company realizes on the total capital it employs.
as a %
in € million
859.4
800
793.6
646.9
600
538.9
35
invested during a fiscal year. In 2013, Wacker Neuson
30
realized a return of 11.0 percent before tax (ROCE I) and
25
531.3
200
0
produced economic value added (EVA) in the amount of
10
EUR 5.1 million in 2013.
0
Average capital employed
2011
ROCE II
2012
2013
which came to 7.1 percent. Overall, the Group thus
15
5
2010
7.7 percent after tax (ROCE II). The ROCE II figure was
higher than the weighted average cost of capital (WACC),
20
400
2009
It is calculated by comparing EBIT with the capital
-5
Combined Management Report
Change compared to previous
46
Wacker Neuson SE | Annual Report 2013
The indicators presented here are also described in more detail
in the “Corporate Governance and value management” section
(see section I. The Wacker Neuson Group
p. 35 ). They are
calculated as follows on the basis of the figures reported in the
Consolidated Financial Statements and the Notes:
Calculating ROCE I and II
in € K
EBIT
EBIT1
1
Tax ratio acc. to income statement as a %
NOPLAT1,2 = EBIT – (EBIT x tax rate)
Non-current assets
Goodwill
Brands
Other investments
Loans
Investment securities
2013
2012
2011
2010
2009
94,748
84,899
123,750
36,700
-113,134
94,748
85,649
112,951
36,700
-12,796
30.04
29.44
28.48
24.74
18.68
66,287
60,435
80,786
27,619
-10,406
792,047
790,208
742,132
673,903
632,696
-236,259
-236,603
-237,509
-236,550
-236,016
-64,838
-64,838
-64,838
-54,040
-54,040
0
0
-2,000
-5,478
-4,144
-25
-181
-310
-99
-99
-2,206
-3,449
-3,626
-3,540
-3,094
0
0
0
-4,381
-9,680
Present value (finance lease obligations)
of non-current assets
Non-current liabilities
-33,124
-33,475
-30,006
-23,957
-25,530
Non-current assets used in business
Deferred taxes
455,595
451,662
403,843
345,858
300,093
Current assets
530,360
554,597
471,207
356,314
339,042
-15,533
-18,867
-16,890
-36,559
-85,024
Cash and cash equivalents
Currency hedges
-4
0
-466
0
0
Interest rate swap
0
0
-6
-56
0
Trade payables
-44,702
-51,143
-62,362
-36,207
-21,251
Short-term provisions
-12,948
-12,804
-15,151
-12,317
-13,583
-310
-1,834
-1,967
-470
-413
Current tax payable
Other current liabilities
Net working capital
-59,759
-55,438
-57,102
-43,776
-29,102
397,104
414,511
317,263
226,929
189,669
Capital employed
852,699
866,173
721,106
572,787
489,762
Average capital employed
859,436
793,640
646,947
531,275
538,927
11.02
10.79
17.46
6.91
-2.37
7.71
7.61
12.49
5.20
-1.93
ROCE I (return on capital employed before tax) as a %
(EBIT/average capital employed)
ROCE II (return on capital employed after tax) as a %
(NOPLAT/average capital employed)
1
2
2009 EBIT was reported before one-off write-downs on intangible assets in the amount of EUR 100.3 million.
The tax ratio in 2009 does not contain the deferred taxes in the amount of EUR 2.7 million that were payable on these write-downs.
2011 EBIT was reported before one-off write-ups on intangible assets in the amount of EUR 10.8 million.
The tax ratio in 2011 does not contain the deferred taxes in the amount of EUR 2.7 million that are payable on these write-ups.
2012 EBIT is recognized before one-off write-downs on intangible assets in the amount of EUR 0.8 million.
The tax ratio in 2012 does not contain the deferred taxes in the amount of EUR 1.3 million that were payable on these write-downs.
NOPLAT = Net Operating Profit Less Adjusted Taxes. NOPLAT shows the annual profit a company would achieve if it were financed purely from equity.
Profit, financials and assets
Financial position
47
The Wacker Neuson Group uses standard derivative financial
instruments such as foreign exchange forward contracts and

Investments secure long-term growth prospects
interest rate swaps or caps exclusively for hedging purposes and

Positive free cash flow
to minimize risks. Financial instruments without a corresponding

Working-capital-to-revenue ratio in target range
underlying transaction are not carried out.
In 2012, Wacker Neuson SE placed Schuldschein loan
Principles and targets of financial management
at Wacker Neuson
agreements with cooperative, savings and private banks.
Financial management at the Wacker Neuson Group aims to
borrowings into long-term borrowings, thus optimizing the
strike a healthy balance between financial security, return on
Group’s capital structure.
These loan agreements were used to convert short-term
sheet ratios and key indicators to manage our financing
Ensuring payment flow through liquidity management
needs. The most important indicators here are net financial
The main objective of liquidity management is to ensure that the
debt – resulting from short-term net borrowings and long-term
Wacker Neuson Group has sufficient funds to meet payment
borrowings – and the equity ratio.
obligations as they arise. To this end, the Group maintains
cash pools in which most of its companies are incorporated.
The participants can draw on the positive cash pool balances
Key fi nancial instruments as at December 31, 2013
provided by Wacker Neuson SE up to individually fixed, fair
Amount in
€m
Due
Tax rate
as a %
89.7
2017
3.00
agreement (Tranche II)
29.9
2019
3.66
Borrowings from banks
72.9
n/a
variable
market limits. Interest accrues on deposits and withdrawals
effected by participants in keeping with the market conditions
Schuldschein loan
agreement (Tranche I)
prevailing in the respective currency and company.
Schuldschein loan
Positive free cash flow
As planned, Wacker Neuson financed day-to-day operations
with cash flow from operating activities. At the close of the
year, cash flow amounted to EUR 132.6 million (previous year:
Our aim is to fund day-to-day operations with cash flow from
EUR 13.6 million). This was due on the one hand to the increase
operating activities. Surplus funds are invested in liquid, safe
in the volume of business and, on the other, to the reduction
instruments where they earn the prevailing interest rates and are
of inventories.
available to finance sustainable growth.
Statement of free cash fl ow changes
in € K
Cash flow from operating activities
2013
2012
2011
2010
2009
132,584
13,602
43,581
44,918
138,255
Purchase of property, plant and equipment
-71,793
-93,944
-104,494
-75,618
-36,281
Purchase of intangible assets
-14,968
-10,085
-9,511
-9,344
-7,120
0
0
0
0
1,996
10,887
4,156
8,526
1,205
3,753
0
0
0
-1,467
-460
-75,874
-99,873
-105,479
-85,224
-38,112
0
0
0
+1,467
+460
56,710
-86,271
-61,898
-38,839
100,603
Proceeds from the sale of marketable securities
Proceeds from the sale of property, plant and equipment,
intangible assets and non-current assets held for sale
Change in consolidation structure
Cash flow from investment activities
Change in consolidation structure
Free cash flow
Combined Management Report
equity and earnings. To achieve this, we draw on set balance
48
Wacker Neuson SE | Annual Report 2013
3
Comfortable liquidity situation despite high investments
Change in cash and cash equivalents in 2013
in € million
3.8
128.9
150
132.6
-75.9
100
56.7
-21.0
50
0
-214.2
-39.0
18.9
15.5
-177.2
-50
-100
Cash and
cash
equivalents
Dec. 31,
2012
-150
-200
Net cash
position
Dec. 31,
2012
Cash flow
from
operating
activities
before
working
capital
investments
Working
capital
deinvestments
Cash flow
from
operating
activities
after
working
capital
investments
Cash flow
from
investing
activities
Free
cash flow
Dividend
Cash flow
from further
financing
activities
and effect
of exchange
rates
Cash and
cash
equivalents
Dec. 31,
2013
Net debt
position
Dec. 31,
2013
With initial liquidity of EUR 18.9 million and increased operative cash flow, Wacker Neuson was able to fund day-to-day
operations as planned in 2013. Following the reduction in working capital, cash flow from operating activities amounted
to EUR 138.6 million (previous year: EUR 13.6 million). The reduction in investments in 2013 relative to the previous year
resulted in a clearly positive free cash flow of EUR 56.7 million. The Group was thus able to reduce net financial debt.
The dividend payout to shareholders amounted to EUR 21.0 million. At EUR 15.5 million, the liquidity situation remained
comfortable as at December 31, 2013.
Cash flow from investment activities, which only covers
Comfortable liquidity situation
investments that have been paid, amounted to EUR -75.9 million
Wacker Neuson was able to meet liquidity needs in 2013
within the framework of planned investments realized (previous
through its own liquid funds. Credit line commitments provided
year: EUR -99.9 million). We reduced our investments in 2013.
additional backing. At the closing date, less than 45 percent of
This contrasts with previous years, when we channeled a
these had been drawn. The reduction in net financial debt did
significant amount of funds into a wide range of measures,
not have a noticeable impact on Wacker Neuson’s credit line
including projects to expand our production capacities.
structure. For further details on the terms and interest conditions
of credit lines, please refer to item 20 in the Notes to the
Cash flow from financing activities came to EUR -60.1 million
Consolidated Financial Statements.
p. 130
(previous year: EUR 88.8 million). The Schuldschein loan
agreements that we placed in the amount of EUR 120 million
The Group had liquid funds to the value of EUR 15.5 million
increased cash flow in 2012. The dividend payment of
(previous year: EUR 18.9 million) at year-end. Liquid funds are
EUR 35.1 million reduced cash flow correspondingly. The
only held by companies that do not participate in the cash pool
company made a dividend payout of EUR 21.0 million in 2013.
system. The slight drop in liquid funds is intentional, reflecting
the company’s decision to reduce short-term borrowings and
At the closing date, 46.9 percent of liabilities were current and
associated interest payments.
3
53.1 percent non-current.
Refinancing developments
Free cash flow corresponds to cash flow from operating activities
1
We continue to regard the banking sector as a volatile option
plus cash flow from investment activities . In 2013, Wacker
for refinancing, also in light of rising refinancing rates. However,
Neuson again generated clearly positive free cash flow and
Wacker Neuson benefits from its outstanding credit rating, which
reduced net debt. The sharp rise in cash flow from operating
is also acknowledged by the banks. The Deutsche Bundesbank
activities and the reduction in investments relative to previous
confirmed that Wacker Neuson SE was eligible for credit in 2013.
years meant that free cash flow rose to EUR 56.7 million (previous
year: EUR -86.3 million).
Our aim remains to organize our own direct refinancing options
irrespective of external market forces.
1
If available excluding changes to the consolidation structure and plus amounts
accruing from the issue of new shares including the costs of raising capital.
Profit, financials and assets
Working capital developments
The Wacker Neuson Group aims to keep working
Working capital 2009 to 2013
in € million
as a %
500
400
ratio amounted to 39 percent.
453.1
40
370.5
300
200
capital management, the working-capital-to-revenue
50
456.8
capital as low as possible. Due to efficient working
30
269.3
217.9
20
10
100
0
0
2009
2010
Working capital as of Dec. 31
2011
2012
2013
Working capital/Revenue as of Dec. 31
Working capital developments
The Group thus succeeded in reducing the working capital
We optimized our inventory management in recent years to
figure reported at September 30, 2013 (EUR 466.5 million)
improve our delivery capabilities and react rapidly to global
by EUR 13.4 million (2.9 percent) by the closing date, even
market developments. This led to an increase in working capital.
though revenue for Q4 2013 was 7.5 percent higher than in the
At December 31, 2013, average working capital (average capital
third quarter.
held in current assets) amounted to EUR 454.9 million. This
corresponds to a 10.0 percent increase on the previous year’s
Inventory decreased 7.3 percent in 2013 to EUR 333.8 million
figure of EUR 413.7 million. The working-capital-to-revenue ratio
(previous year: EUR 360.1 million). Trade payables fell to
came to 39.2 percent (previous year: 37.9 percent). Working
EUR 44.7 million (previous year: EUR 51.1 million). Trade
capital amounted to EUR 453.1 million at the closing date
receivables increased 11.0 percent to EUR 164.0 million
(previous year: EUR 456.8 million), a decrease of 0.8 percent
(previous year: EUR 147.8 million) due to the rise in revenue.
on the previous year’s closing date. If we compare the working
4
In certain cases, particularly outside of Central European
capital reported at the closing date against the figure based on
markets, Wacker Neuson provides customers with longer
annualized Q4 2013 revenue, the working-capital-to-revenue
payment terms in line with standard industry practices.
ratio increased to 38.11 percent, which is within the range
we expected.
Calculation of average working capital
in € K
2013
2012
2011
2010
2009
Inventory
333,812
360,121
274,492
183,980
148,301
+ Trade receivables
163,953
147,838
158,358
121,487
90,837
- Trade payables
44,702
51,143
62,362
36,207
21,251
Working capital
453,063
456,816
370,488
269,260
217,887
454,939
413,652
319,874
243,573
260,908
39.2%
37.9%
32.3%
32.1%
43.7%
Average working capital =
(opening inventory + closing inventory)/2
Average working capital to revenue ratio
1
Note on calculation: 453.1/(297.2*4) = 38.1 percent.
Combined Management Report
4
49
50
Wacker Neuson SE | Annual Report 2013
5
Cash flow and investments
Investments, write-downs and cash fl ow from
In 2013, the Group invested EUR 86.8 million (EUR 71.8
operating activities 2009 to 2013
million excluding intangible assets). This is EUR 22.1 million
in € million
less than in 2012. Although investments exceeded writedowns by a factor of 1.5, we were still able to achieve a
140
positive free cash flow in the amount of EUR 56.7 million.
120
114.0
104.0
100
86.8
85.0
80
1
60
40
56.8
41.1
43.4 40.0
2009 depreciation: Adjusted to reflect write-downs on intangible assets in
the amount of EUR 100.3 million.
2
2011 depreciation: Adjusted to reflect write-ups on intangible assets in the
amount of EUR 10.8 million.
58.6
49.6
20
0
Capital expenditure
20091
2010
20112
2012
2013
Depreciation
and amortization
Operating cash flow
Substantial investments for future growth
under review, we invested around EUR 86.8 million (2012:
Wacker Neuson continued to invest in its future growth in 2013,
EUR 104.0 million), EUR 15.0 million of which was channeled
although spending in this area was at a significantly lower level
into property plant and equipment (capitalization of research
than in 2012 (the new compact equipment production site in
and development activities, software, etc.). This figure is within
Hörsching pushed up investments in 2012). During the period
our expected range of around EUR 80 million.
Basis for calculating (WACC1)
2013
2012
2011
2010
Risk-free return (rf) as a %
2.75
2.50
2.75
3.00
4.25
Market risk premium (MRP) as a %
6.00
6.00
5.5
5.00
5.00
Leverage beta (ßL)
Average interest-bearing liabilities, € K
Interest expense (D x rD), € K
2009
1.037
1.094
1.001
1.050
1.028
288,061
219,921
108,149
88,053
130,452
4,987
7,971
7,731
4,525
4,333
Cost of debt (rD) as a %
2.77
3.52
4.18
4.92
3.82
Group tax rate (s) as a %
30.04
29.72
28.16
24.74
36.52
Share price at closing date (k) €
Number of shares (n) in thousands
Market capitalization (E), € K
Cost of equity (rE) as a %
11.49
10.35
9.55
13.00
8.20
70,140
70,140
70,140
70,140
70,140
805,558
725,949
669,837
911,820
575,148
8.97
9.06
8.26
8.25
9.39
Percentage of financing that is equity [E/(E+D)] as a %
73.66
76.75
86.10
91.19
81.51
Percentage of financing that is debt [D/(E+D)] as a %
26.34
23.25
13.90
8.81
18.49
Weighted average cost of capital (WACC) as a %
7.12
7.53
7.53
7.85
8.10
1
WACC: (percentage of financing that is equity x cost of equity) + (percentage of financing on average that is debt x cost of debt) x (1 – tax rate).
WACC = (rf+MRPxßL) x E/(E+D)+rDx(1-s)xD/(E+D).
WACC stands for weighted average cost of capital. It is calculated as the mean value of equity and debt costs, whereby tax benefits are to be deducted from the cost of
debt. Here, equity is taken at market value at the closing date.
In 2012, the calculation of WACC was adjusted. For the first time, the average interest-bearing liabilities were calculated precisely for each month. The previous year’s
figures have been adjusted in line with this new calculation.
Profit, financials and assets
51
2013
2012
2011
ROCE II as a %
7.71
7.62
WACC as a %
7.12
7.53
ROCE - WACC as a %
0.59
Average capital employed in € m
EVA in € m
2010
2009
12.49
5.20
-1.93
7.53
7.85
8.10
0.09
4.96
-2.65
-10.03
859.4
793.6
646.9
531.3
538.9
5.1
0.7
32.1
-14.1
-54.1
Investments 20131
Producing value
as a % of total investment
We also include the key indicator weighted average cost of
capital (WACC) for the Group in our financial reports. A company
66.3 Expansion of sales and
rental Central Europe
16.4 Renewal/maintenance and
other investments
17.3 Intangible assets
is producing value for its investors if return on capital employed
(ROCE) exceeds WACC. For shareholders and lenders, WACC
indicates the return they might expect on the funds or capital
they have provided. It also gives a company a good indication
of the type of return it needs to generate on prospective
investments.
1
Total investments for 2013: EUR 86.8 million (property, plant and
equipment and intangible assets).
The company produced value in 2013. At 7.71 percent (previous
year: 7.62 percent), ROCE II (return on capital employed after tax)
was higher than WACC, which came to 7.12 percent (previous
year: 7.53 percent).
We invested around EUR 58 million in the expansion of sales
activities, programs aimed at increasing sales and our own rental
Economic value added (EVA) is calculated by multiplying the
fleet (for Central Europe). This accounted for around 66 percent of
difference between ROCE II and WACC by the mean capital
total investment. The equipment and machines that we rent must
invested. This figure thus represents the net amount of economic
be below a certain average age. Our business model therefore
profit obtained from capital employed and shows how much
also includes the sale of used equipment. Wacker Neuson
value a company has gained or lost in a specific year. Following
equipment has a high resale value due to its outstanding quality
on from a slightly positive EVA of EUR 0.7 million in 2012,
and durability, coupled with the fact that it is maintained by
Wacker Neuson managed to increase economic value added to
the company itself. Part of our investment budget is therefore
EUR 5.1 million in the fiscal year under review.
earmarked for replacing older machines in our rental fleet.
Renewal/maintenance activities and other investments accounted
for around 16 percent (EUR 14.3 million) of total investments.
The investment (property, plant and equipment plus intangible
assets) to depreciation factor amounted to 1.5 (previous year: 1.8).
5
Combined Management Report
Calculation of the economic value added (EVA)
52
Wacker Neuson SE | Annual Report 2013
Balance sheet structure
in € million
ASSETS
1,344.8
EQUITY AND LIABILITIES
1,322.4
Inventories (current) 26.8%
1,322.4
25.2%
Other current assets 14.4%
1,344.8
3.4%
3.8% Trade payables (current)
10.2%
12.5% Other borrowings (current)
15.4%
15.4% Borrowings (non-current)
71.0%
68.3% Equity (before minority interests)
14.9%
Tangible assets 28.7%
29.2%
Goodwill 17.6%
17.9%
Other non-current assets 12.5%
12.8%
2012
2013
2013
2012
Differences attributable to rounding.
Assets
Strong return on equity plus high equity ratio
Net profit for the period pushed equity before minority interests

Solid balance sheet structure underpins further growth

High equity ratio compared with industry peers

Net financial debt reduced
up to EUR 935.5 million (previous year: EUR 914.7 million). At
70.7 percent (previous year: 68.0 percent), the equity ratio before
minority interests remained high for the industry. The company’s
share capital remained unchanged at EUR 70.14 million.
The balance sheet total fell 1.7 percent during the fiscal year to
Bolstered by profit figures after minority interests, return on
EUR 1,322.4 million (previous year: EUR 1,344.8 million).
equity (ROE) amounted to 6.6 percent for 2013 (previous year:
6.1 percent).
Return on assets (ROA) after tax and before minority interests
rose to 4.7 percent (previous year: 4.3 percent). Return on
Non-current liabilities fell slightly by 1.9 percent to EUR 203.2
assets expresses the ratio between profit/loss for the period
million (previous year: EUR 207.1 million). Long-term borrowings
before minority interests and the average balance sheet total.
also fell to EUR 130.6 million (previous year: EUR 134.8 million).
Deferred tax is always deducted when calculating ROA. In 2013,
At EUR 39.5 million, long-term provisions were higher than the
deferred tax liabilities amounted to EUR 30.3 million (previous
previous year’s level (previous year: EUR 38.9 million). Deferred
year: EUR 31.7 million).
tax liabilities amounted to EUR 33.1 million (previous year:
EUR 33.5 million).
Assets rose to EUR 749.6 million (previous year: EUR 746.5 million).
Total current liabilities fell to EUR 179.8 million (previous year:
At December 31, 2013, goodwill amounted to EUR 236.3 million
EUR 219.5 million). This is mainly due to a decrease in trade
(previous year: EUR 236.6 million). At EUR 108.5 million,
payables and short-term borrowings from banks. Trade payables
intangible assets were slightly higher than the previous year’s
fell to EUR 44.7 million (previous year: EUR 51.1 million). Short-
level (previous year: EUR 103.2 million).
term borrowings decreased to EUR 62.1 million (previous year:
EUR 98.3 million). This figure also includes the current portion of
Due to an increase in production volumes, the value of finished
products in 2013 grew from EUR 237.7 million to EUR 240.5
million. Current assets amounted to EUR 530.4 million (previous
year: EUR 554.6 million).
long-term borrowings.
Profit, financials and assets
53
Calculating ROE
in € K
Profit/loss after minority interests
2013
2012
2011
2010
2009
61,167
1
2
77,732
23,934
-12,4663
54,881
Equity before minority interests
935,481
914,658
901,064
830,618
789,049
Average equity before minority interests
925,070
907,861
865,841
809,834
849,069
6.61
6.05
8.98
2.96
-1.47
ROE as a %
(profit/loss after minority interests / average equity before
1
2
3
2012 figures are reported before one-off write-downs on intangible assets in the amount of EUR 0.8 million.
2011 figures are reported before one-off write-ups on intangible assets in the amount of EUR 10.8 million
including the associated deferred tax liabilities in the amount of EUR 2.7 million.
2009 figures are reported before one-off write-downs on intangible assets in the amount of EUR 100.3 million
including the associated deferred taxes in the amount of EUR 2.7 million.
Net financial debt at December 31, 2013 amounted to
The Group utilizes off-balance-sheet financial instruments such
EUR 177.2 million (previous year: EUR 214.2 million). Gearing1
as the sale of receivables to a limited extent only. In connection
decreased from 23.4 percent at the start of the year to
with the sale of receivables, customers are offered financing
18.9 percent at the closing date. The Group’s financing
models, in part interest-subsidized, which can also be reported
structure thus remains very strong for the industry. Please
as factoring in the wider context. However, these schemes are
refer to item 30 in the Notes (“Risk management/capital
only used to finance sales and are not a major source of funding
management”) for further information on calculating net
for the Group.
financial debt.
p. 142
Judgments and estimates
Financial structure
During the past fiscal year, no voting rights were exercised
Please refer to the “Financial liabilities” section (item 20) in the
and no balance-sheet disclosures made which, if exercised or
Notes to the Consolidated Financial Statements for information
disclosed differently, would have had a material effect on the net
on the financing structure, financial covenants and the terms of
assets, financials and profits of the Group.
covenants.
p. 130
Information about the use of estimates, assumptions and
Off-balance-sheet assets and financial instruments
judgments made, especially in connection with the valuation of
In addition to the assets shown in the consolidated balance
tangible and intangible assets, goodwill, doubtful debts, pension
sheet, the Group also makes customary use of assets that
liabilities, provisions, contingencies and information about
cannot be recognized in the balance sheet. These generally refer
tax expenses is presented in the Notes to the Consolidated
to leased, let or rented assets (operating leases). Please refer to
Financial Statements.
the “Other financial liabilities” section (item 25), in the Notes to
the Consolidated Financial Statements for detailed information.
p. 135
Net fi nancial position
2013
2012
2011
2010
2009
Long-term borrowings
-130,594
-134,807
-15,261
-32,218
-33,583
Short-term borrowings
-61,698
-97,853
-91,654
-5,958
-14,889
-428
-437
-421
-12,109
-11,698
in € K
Current portion of long-term borrowings
Cash and cash equivalents
Total net financial position
1
Gearing = net financial debt/equity before minority interests.
15,533
18,868
16,890
36,559
85,024
-177,187
-214,229
-90,446
-13,726
24,854
Combined Management Report
minority interests)
54
Wacker Neuson SE | Annual Report 2013
6
Healthy assets and finances
Balance sheet ratios 2009 to 2013
Wacker Neuson is in a healthy financial position with a
as a %
in € million
950
901.1
789.0
914.7
935.5
95
high equity ratio of around 71 percent and gearing of
around 19 percent. In 2013, Wacker Neuson reduced net
financial debt by EUR 37 million to EUR 177 million. The
830.6
750
75
550
55
Group has only drawn on just under 45 percent of its
credit lines and thus has sufficient financial headroom.
35
350
214.2
177.2
150
15
90.4
0
-50
13.7
-24.9
2009
2010
Equity before minority interests
in € million
Gearing
as a %
0
-5
2011
2012
2013
Net financial debt
in € million
Equity ratio before minority interests
as a %
General overview of economic situation
The Annual Financial Statements describe the results of business
The Group again reported record revenue in 2013. Profitability
activities conducted by Wacker Neuson SE during fiscal 2013.
was also above the previous year. With an equity ratio before
Here it should be noted that the company has been operating as
minority interests of around 71 percent and gearing of 19 percent,
a management and holding company since fiscal 2011.
the Group’s financials and assets remain strong, also for the
industry. At the close of 2013, the Group was again in a healthy
Operational activities in Germany (sales, production and
financial position. In light of the company’s secure liquidity
logistics) were dropped down from the parent company
situation and the fact that the company has still not drawn on
Wacker Neuson SE to separate companies in 2011. The
over 55 percent of its credit lines, Wacker Neuson will be able
three new affiliates are each structured as GmbH & Co. KG
to meet all of its financial obligations in the current year. In line
companies with headquarters in Munich. They are wholly
with its strategy, the Group is committed to further growth – at
owned by Wacker Neuson SE.
an international level in particular – and increasing its presence
in core markets.
6
All operational business segments have now been dropped
down from Wacker Neuson SE. As a result, the company now
only performs global, Group-wide management and holding
V. Profit, financials and assets of Wacker
Neuson SE (condensed version according
to HGB)
activities and no longer generates operating revenue.
The corporate purpose of Wacker Neuson SE is holding and
managing shares in companies that are directly or indirectly
involved in the development, manufacture and sale of
The Annual Financial Statements of Wacker Neuson SE have
machines, equipment, tools and processes – particularly for the
been prepared in accordance with the provisions of the German
construction and agricultural industries – as well as the provision
Commercial Code (HGB) and the German Stock Corporation
of all associated services.
Law (Aktiengesetz). For the 2013 fiscal year, the Management
Report of Wacker Neuson SE has been combined with the
Only central Group functions based in Munich remain at Wacker
Group Management Report.
Neuson SE together with Group-wide and/or non-transferrable
contractual relationships and other legal relationships,
receivables and liabilities. The holding is responsible for all
Profit, financials and assets of Wacker Neuson SE (condensed version according to HGB)
strategic functions of Group management. The Group Executive
General administrative costs amounted to EUR 26.1 million
Board plus all central Group-wide departments are with the
in fiscal 2013 (previous year: EUR 22.8 million). Other income
holding company. These include Group controlling, Group
came to EUR 28.1 million. This includes remuneration for
accounting, treasury, legal (in-cluding patent management),
services rendered within the Group. In 2012, other income was
internal auditing, compliance, real estate, investor relations and
posted at EUR 25.5 million.
55
corporate communication. In addition to the above-mentioned
departments, the holding company also has dedicated
The dividend payment made by Wacker Neuson SE to its
employees for IT, marketing and HR to steer these corporate
shareholders is dependent on the performance of its holding
functions at Group level. The company employed 39 people on
entities and the profit that they yield. In 2013, Wacker Neuson SE
average in fiscal 2013
received EUR 23.7 million in dividends (previous year:
EUR 24.1 million).
company also delivers administrative, financial, commercial
On April 4, 2012, Wacker Neuson SE concluded a profit transfer
and technical services for the holding entities under the terms
agreement with Weidemann GmbH, based in Diemelsee-
and conditions customary in the market. Some of these service
Flechtdorf, Germany. The proceeds from the profit transfer
contracts are reciprocal agreements.
agreement came to EUR 16.2 million in the period under review
(previous year: EUR 20.3 million).
The income statement is prepared in the “cost-of-sales” format.
Income from shareholdings in companies (dividends plus
proceeds from the profit transfer agreement) thus amounted to
Income statement for Wacker Neuson SE (condensed version)
EUR 39.9 million (previous year: EUR 44.4 million).
2013
2012
Revenue
0
0
Wacker Neuson SE realized profit before interest and tax (EBIT)
Cost of sales
0
0
of EUR 36.3 million (previous year: EUR 43.3 million).
Gross profit
0
0
Sales expenses
0
0
-26,121
-22,825
28,137
25,476
in € K
expenses
Other income
Profit before tax (EBT) came to EUR 32.4 million (previous year:
EUR 42.8 million). After tax, this results in profit for the period of
General and administrative
EUR 26.9 million (previous year: EUR 36.6 million).
Other expenses
-5,648
-3,715
Assets and financials
Dividends
23,685
24,080
Group software licenses, primarily for the ERP system1 as well
and long-term loans
16,208
20,297
across the Group are capitalized at Wacker Neuson SE. The
EBIT
36,261
43,313
holding company provides Group members with these licenses
6,144
4,541
Write-downs on financial assets
-3,942
0
Interest and similar expenses
-6,029
-5,090
0
0
Profit before tax (EBT)
32,434
42,764
Taxes on income and earnings
-5,343
-6,099
-182
-88
Net profit/loss
26,908
36,577
Profit/loss carried forward
20,488
4,953
as for the operating systems and office applications deployed
Income from other securities
Interest and similar income
Expenses from losses absorbed
Other taxes
in return for a fee. As in the previous year, Wacker Neuson SE
reported intangible assets of EUR 5.7 million (previous year:
EUR 5.7 million) for licenses and similar rights at December 31,
2013.
The property held by Wacker Neuson SE refers to the site of
the Group headquarters in Milbertshofen, Munich. Wacker
Neuson SE reported property, plant and equipment in the
amount of EUR 37.0 million at December 31, 2013 (previous
year: EUR 38.7 million).
Withdrawal from/allocation to other
revenue reserves
Retained earnings
0
0
47,396
41,530
The financial assets reported by Wacker Neuson SE refer
to its holdings in all Group members within and beyond
1
Enterprise Resource Planning system.
Combined Management Report
In its capacity as a management and functional holding, the
56
Wacker Neuson SE | Annual Report 2013
Germany. At December 31, 2013, financial assets amounted to
Balance sheet of Wacker Neuson SE (condensed version)
EUR 734.3 million (previous year: EUR 738.2 million). The slight
Dec. 31, 2013
Dec. 31, 2012
5,702
5,700
5,100
4,880
602
820
36,997
38,717
35,042
36,212
1
2
1,955
2,400
0
103
734,276
738,220
733,524
737,467
750
750
2
3
776,975
782,636
5
0
199,829
206,089
Other assets
1,127
1,645
Liquid funds
18,489
25,629
Current assets
219,450
233,363
At December 31, 2013, the company’s equity amounted
Deferred items
684
568
to EUR 784.3 million (previous year: EUR 778.4 million).
Balance sheet total (assets)
997,108
1,016,567
Equity
784,314
778,447
in € K
Intangible assets
of which: licenses for industrial
property rights and similar
of which: payments on account
Property, plant and equipment
drop resulted from an impairment loss in the amount of € K 3,942
(previous year: € K 0) in line with Section 253 (3) sent. 3 of the HGB.
Total assets attributable to Wacker Neuson SE amounted
to EUR 777.0 million at the closing date (previous year:
EUR 782.6 million).
of which: land, land titles and
buildings on third-party land
Wacker Neuson SE does not hold any inventory.
of which: machinery and
equipment
of which: office and other
equipment
of which: payments on account/
assets under construction
Financial assets
of which: shareholdings in
affiliated companies
of which: loans to affiliated
companies
of which: other loans
Assets
Trade receivables
Receivables from affiliated
companies
Trade receivables due from customers and sales partners
within Germany and beyond also accrue almost entirely to the
operational companies. Receivables from associated companies
of Wacker Neuson SE fell to EUR 199.8 million (previous year:
EUR 206.1 million). Wacker Neuson SE receivables are mainly
related to its shareholdings in Group members, in particular
resulting from cash pool borrowings, but also from external
loans and from the Schuldschein loan agreement.
Wacker Neuson SE reported liquid funds of EUR 18.5 million
at December 31, 2013 (previous year: EUR 25.6 million).
Total current assets amounted to EUR 219.5 million at the
closing date (previous year: EUR 233.4 million). The balance
sheet total is reported at EUR 997.1 million (previous year:
EUR 1,016.6 million).
Wacker Neuson SE’s share capital remained stable at
EUR 70.14 million. It is divided into 70,140,000 individual
no-par-value nominal shares.
70,140
70,140
of which: capital reserves
583,999
583,999
of which: revenue reserves
82,778
82,778
of which: retained earnings
47,396
41,530
53
62
13,059
11,829
199,672
226,229
54,729
89,970
553
547
21,327
12,518
year: EUR 90.0 million). External loans taken out by Wacker
123,063
123,193
Neuson SE will be extended to affiliates at prevailing market
10
0
997,108
1,016,567
of which: subscribed capital
Special tax-free reserves
Other provisions
Liabilities
Borrowings from banks
Trade payables
Payables to affiliated companies
Other liabilities
Deferred items
Balance sheet total (liabilities)
Other provisions amounted to EUR 13.1 million (previous year:
EUR 11.8 million).
Wacker Neuson SE has significant external financial liabilities as
a result of the cash pool and other financing agreements with
Group companies. These liabilities are managed by the holding’s
corporate treasury department, which is the central instance
responsible for securing and managing liquidity across the
Group. Borrowings from banks fell to EUR 54.7 million (previous
conditions
Payables to associated companies include fixed-term, inter
company loans and current liabilities from the cash pool. At the
closing date, payables to associated companies amounted to
EUR 21.3 million (previous year: EUR 12.5 million).
Profit, financials and assets of Wacker Neuson SE (condensed version according to HGB)
57
Dividend trends (the fi gures shown relate to the fi scal year in which the dividend was realized)
Total payout (€ m)
20131
2012
2011
2010
2009
28.06
21.04
35.07
11.9
–
Payout ratio (as a %)
45.9
38.9
40.9
49.8
–
Eligible shares (in m)
70.14
70.14
70.14
70.14
70.14
0.40
0.30
0.50
0.17
–
Dividend per share (in €)
Dividend proposal for the AGM on May 27, 2014.
Other liabilities amounted to EUR 123.1 million (previous
Forecast of Wacker Neuson SE
year: EUR 123.2 million) and include the Schuldschein loan
Wacker Neuson SE believes that it will continue to receive
agreements that the company raised in 2012.
sufficient income from its participating interests in future for it
to make appropriate dividend payments to its shareholders.
In summary, company management feels that Wacker
Neuson SE’s financial position remains strong.
Statement from the Executive Board pursuant to
Section 312 AktG
Dividend proposal
The following declaration concludes the Executive Board report
The Executive Board and Supervisory Board of Wacker
regarding relations with related entities.
Neuson SE will propose a dividend of EUR 0.40 per eligible
share (previous year: EUR 0.30) at the AGM on May 27, 2014
“Our company received appropriate compensation in respect
(based on a total of 70.14 million eligible shares). In total
of all transactions entered into with associated companies.
therefore, the company will be paying out EUR 28.1 million
These transactions did not put the company at a disadvantage.
(previous year: EUR 21.0 million). The distribution ratio pans
No measures were taken during the year under review that
out at around 46 percent (previous year: around 39 percent)
would have required reporting. This assessment is based on
based on Group profit for the year in the amount of EUR 61.2
the circumstances known to us at the time of transactions
million (previous year: EUR 54.1 million).
subject to reporting.”
The auditing company Ernst & Young GmbH Wirtschafts-
Executive Board
prüfungsgesellschaft, Munich, Germany, has audited the
Annual Financial Statements of Wacker Neuson SE in full and
approved them without qualification. The audited report will
be published in the electronic Federal Gazette. It can also be
downloaded from www.wackerneuson.com/finanzberichte
(only in German).
Combined Management Report
1
58
Wacker Neuson SE | Annual Report 2013
VI. Segment reporting by region
Germany was again the strongest revenue driver in Europe.
Business on the German market in 2013 benefited from ongoing
construction and infrastructure maintenance projects on the

Europe – company’s biggest revenue driver –
one hand and from the revival in residential construction on the
other. New product launches and an enhanced service offering
continues to grow

Americas report strongest growth

Asia-Pacific revenue down slightly
also strengthened our position in the German market.
In the rest of Europe, revenue development varied from region
to region. Sales in Southern European countries, for example,
With its broad product and service portfolio, the Wacker Neuson
continued to fall. In contrast, Central and Northern Europe
Group not only supplies construction companies, but also
developed positively. South Africa, Turkey and Russia (Wacker
dealers, rental organizations and importers across the globe.
Neuson includes these countries in its Europe segment although
– geographically speaking – they are located outside of the
Segment reporting provides an overview of business
region) also developed well.
developments according to region (Europe, Americas and
Asia-Pacific). We also break revenue down according to business
The fact that Wacker Neuson was able to increase its revenue in
segment (light equipment, compact equipment and services).
Europe in spite of the difficult market conditions clearly shows
that our product portfolio is targeted at growth segments and
We are happy to report that Wacker Neuson increased revenue
that our European sales strategies – including diversification into
across all core markets and business segments in 2013. The
other industries – have yielded positive results. Revenue growth
Asia-Pacific region, however, performed slightly below the
was fueled by rising demand across various other industries
previous year’s level due to a market downturn in Australia
in Europe, including the gardening, landscaping and industrial
coupled with exchange rate fluctuations.
sectors.
Sales by region
as a % (previous year)
Americas
71.3 Europe (71.1)
25.6 Americas (25.3)
3.1 Asia-Pacific (3.6)
Revenue at all-time high
In 2013, revenue in the Americas region rose 7.6 percent relative
to the previous year to reach EUR 297.2 million (previous year:
EUR 276.2 million). This was the Group’s highest ever annual
revenue figure in the region. Exchange rate fluctuations had
a negative impact on revenue in some markets, especially in
South America.
The average euro/dollar exchange rate in 2013 was EUR 1 to
USD 1.33 (previous year: EUR 1 to USD 1.29). Discounting
Europe
exchange rate fluctuations, revenue in the region as a whole
grew by 12.1 percent.
Europe – company’s core market –
report revenue growth
At 25.6 percent, the region’s share of total revenue was slightly
The Europe region accounts for the lion’s share of Group
above the previous year’s level (previous year: 25.3 percent).
revenue at 71.3 percent (previous year: 71.1 percent). Revenue
Profit before interest and tax (EBIT) fell from EUR 29.1 million to
for the period increased by 6.4 percent to EUR 826.2 million
EUR 21.4 million.
(previous year: EUR 776.4 million). Profit before interest and tax
(EBIT) rose significantly to EUR 79.8 million (previous year:
EUR 59.4 million).
As in previous years, North America accounted for the lion’s
While revenue in China was up, Australia and New Zealand
share of revenue in this region. In local currency, revenue in
figures were marked by a reticence to invest among key
the US and Canada again grew at double-digit rates from a high
accounts. This was due in particular to a drop in demand from
level. Although current uncertainties had an impact on demand in
the mining sector, which meant that large dealers and rental
Brazil, the Group continues to view Brazil as a promising market.
chains adopted a cautious approach to investment in machinery.
As anticipated, rental firms in the US invested in new equipment
Growing strategic importance of emerging markets
and machines (depending on the age of their existing fleets).
Emerging economies such as China and India are still at the
Our own dealers also reported increased product sales. We
early stage of infrastructural and industrial development, which
are gradually expanding our dealer network in North and South
primarily requires heavy equipment – for example, to build road
America to ensure we have the reach to distribute both our
and rail networks as well as tunnels, power plants and pipelines.
light and compact equipment offerings over as wide an area as
Nevertheless, demand in these geographies is growing for
possible here.
repair and maintenance work on infrastructure, especially in the
megacities, and this trend is bolstering our product sales.
Our strategy to distribute compact equipment in North and South
America had a positive impact on revenue. Demand for our
China and South-East Asia are key future markets for us –
compact offering was particularly high in the US and Canada.
notwithstanding short-term uncertainties surrounding growth
and currency fluctuations. We established our first affiliates in
the region some years ago. We have been playing an active role
Asia-Pacific
in the Indian market since 2008 through our affiliate Wacker
Neuson Equipment Private Ltd. based in Bangalore. Towards
Exchange rate fluctuations impact revenue growth
the end of 2013, we established a new affiliate in Singapore –
In the Asia-Pacific region, revenue dropped 7.7 percent from
Wacker Neuson (Singapore) PTE. LTD – which will act as
EUR 39.1 million the previous year to EUR 36.1 million. Here too,
regional headquarters for the ASEAN1 and SAARC2 countries.
the euro’s strong performance against local currencies strongly
impacted our revenue figure, which actually rose by 0.3 percent
discounting exchange rate fluctuations. The region’s share of total
revenue was 3.1 percent (previous year: 3.6 percent). Segment
profit before interest and tax (EBIT) amounted to just a few
1
2
thousand euro (previous year: EUR 2.1 million).
ASEAN: Association of Southeast Asian Nations.
SAARC: South Asian Association for Regional Cooperation.
Sales by region 2009 to 2013
EBIT by region 2009 to 2013
in € million
in € million
+34.3 %
+6.4%
1,000
800
600
80
826.2
776.4
723.9
+7.6%
558.6
465.7
-26.5 %
40
29.3 29.1
21.4
26.6
276.2 297.2
231.0
168.1
103.1
200
0
Europe
2010
79.8
59.4
60
400
2009
77.32
2011
Americas
2012
20
-7.7%
0
28.2
36.7
36.1
31.2
39.1
-99.8 %
14.4
-7.01
-20
0.8-0.3
-8.0
Europe
Americas
4.7 2.1
0.0
Asia-Pacific
Asia-Pacific
2009
2013
2010
2011
2012
2013
2013 vs. 2012
2013 vs. 2012
1
Adjusted to discount write-downs on intangible assets in the amount of
EUR 100.3 million.
2
Adjustment for reversal of brand impairment in the amount of EUR 10.8 million.
59
Combined Management Report
Segment reporting by region
60
Wacker Neuson SE | Annual Report 2013
In order to expand our product portfolio and secure a stronger
Our products complement each other perfectly and so customers
competitive position in Asia, we started to introduce light
often deploy several items of equipment simultaneously. We are
equipment products tailored to local market dynamics in the
committed to making high-quality equipment that excels under
second half of 2012. The bulk of these products are made in
what are usually harsh conditions. This commitment has enabled
the region, for the region. We have also launched compact
us to secure our leading market position, particularly in Europe
equipment in Asia, primarily in China.
and the US. Demand remained consistently high throughout
the four quarters of the year. We see this as a positive sign of a
In 2013, Wacker Neuson’s revenue from emerging markets (for
long-term trend as the light equipment segment is traditionally
a definition of the term, see “II. General background”
an early mover in economic cycles. Light equipment revenue
p. 38 )
rose by around 6 percent on the previous year. This figure put
before discounts for the period under review rose 1.7 percent
growth on a par with that reported for established markets. The
to EUR 407.2 million (previous year: EUR 400.4 million). The
region’s share of total revenue in 2013 remained unchanged at
effects of currency fluctuations played a significant role here
12 percent.
too; when adjusted to discount currency fluctuations, revenue
rose by 5.6 percent. This segment’s share of total revenue was
34.6 percent (previous year: 36.2 percent) as there was a bigger
VII. Segment reporting by business segment
increase in compact equipment revenue.
Product innovations and new models played a key role in the

Demand for light equipment remains high
light equipment segment’s positive performance over the last

Growth strongest in the compact equipment segment
year. At bauma 2013, two new lighting technology products

Product strategy for emerging markets in place
were unveiled: a light balloon (LBS 80M) and an electrohydraulic
telescopic mast (LTN 6LV). Innovations in our demolition portfolio
included new gasoline floor saws and the world’s most powerful
breaker (EH 100 with 100 joules of single-stroke impact). New
Revenue by business segments
products were also launched in our compaction equipment line.
2013
2012
Light equipment
407,169
400,404
We also introduced a new trench roller (RTx-SC2) which allows
Compact equipment
519,955
466,455
the working width to be adjusted between 56 cm and 82 cm. All
Services
248,453
239,155
of these innovations were well received by industry professionals
Less cash discounts
-16,055
-14,298
as they make the operator’s work significantly easier.
1,159,522
1,091,716
in € K
= Total revenue
For vibratory plates, there is the new Compatec control system.
Product strategy for emerging markets: our new
Value Line
Light equipment
We are currently establishing a range of light equipment products
tailored to the Asian market. The new Value Line products are
Demand for high-quality products remains strong
The light equipment business segment covers the Wacker
Neuson Group’s activities within the strategic business fields
of concrete technology, compaction and worksite technology.
Production is synchronized with demand and delivery times are
short. Orders are usually delivered within a few days. The Group
therefore does not report an order backlog for this segment.
robust and built to Wacker Neuson’s high quality standards.
Segment reporting by business segment
Compact equipment
61
sales network drove revenue in almost all countries where we
distribute compact equipment. Demand for compact equipment
Strong revenue growth in compact equipment
segment
was particularly strong in Germany, the UK, Switzerland, France,
The compact equipment business segment covers compact
produce our machines in Austria and Germany.
Turkey, South Africa, Australia, North America and Chile. We
machinery targeted at construction and agricultural industries,
gardening, landscaping and industrial firms as well as recycling
Compact equipment revenue before discounts increased to
companies and municipal bodies. The portfolio includes
EUR 520.0 million, an 11.5-percent rise on the previous year’s
excavators, wheel loaders, skid steer loaders, telescopic
figure of EUR 466.5 million. This segment’s share of total revenue
handlers, and four-wheel and track dumpers weighing up to
thus expanded to 44.2 percent (previous year: 42.2 percent).
compact equipment portfolio at more and more markets outside
Our customers continue to place orders at short notice. As
of Europe.
such, our forecasts are restricted to a period of three to four
months. It is therefore crucial that these short-term orders are
The trend toward compact, versatile machines in other
delivered as quickly as possible.
industries outside of the construction sector is gathering
momentum. At the same time, our measures to increase
Monthly order intake is a reliable indicator of demand for our
market penetration and distribute our offering via our existing
compact equipment. It also enables us to accurately forecast
capacity utilization at our production sites for the coming months.
Revenue by business segment1
At December 31, 2013, accumulated orders for compact
as a % (previous year)
equipment for the construction and agricultural sectors were
20 percent higher than the previous year, including internal
34.6 Light equipment (36.2)
44.2 Compact equipment (42.2)
21.1 Services (21.6)
deliveries.
We continually develop technical innovations in order to expand
and improve our compact portfolio. The Group unveiled a range
of new models and innovations at bauma 2013 in Munich. These
included the 803 mini excavator with dual power equipped with
an electric hydraulic motor for emission-free operation. Other
1
Consolidated revenue before discounts; differences attributable to rounding.
highlights were the new compact excavator (EZ17), the compact
telescopic handlers (TH412 and TH625) and the smallest wheel
loader (WL 20) in the product portfolio. These are described
in more detail in the “Research and development” section.
Development by business segment 2009 to 2013
in € million
p. 62
Fall in revenue in the agricultural sector
+11.5%
+1.7%
Due to a drop in demand, revenue generated by agricultural
600
520.0
466.5
500
equipment fell 5.2 percent to EUR 156.8 million in 2013 (previous
+3.9%
400.4 407.2
400
year: EUR 165.4 million). Challenging market conditions for
customers such as biogas plant operators meant that demand
300
239.2 248.5
for telescopic handlers from our Pfullendorf site also fell. In 2013,
200
agricultural compact equipment accounted for 13.3 percent of
100
total Group revenue (previous year: 15.0 percent).
0
Light equipment
2009
2010
2013 vs. 2012
2011
Compact equipment
2012
2013
Services
Combined Management Report
15 tons, as well as attachments. The Group is targeting its
62
Wacker Neuson SE | Annual Report 2013
At the closing date, order intake was more than 20 percent
Our Europe-wide used equipment center in Gotha, Germany,
higher than in the previous year. This can be attributed to
rounds off our service offering, providing a central location
the success of Agritechnica, which took place in Hanover in
for us to recondition used machines and market them
November 2013.
professionally in the used equipment market. Our online sales
platform (www.used.wackerneuson.com) is extremely popular
The Group continued to successfully deliver special financing
among our customers.
options for customers in the compact equipment business.
Our rental offering gives our customers a high degree of
flexibility. Our sales and service stations responded with great
Services
flexibility to customer requirements, making rental equipment
available at short notice wherever it was needed.
Segment growth in synch with new equipment sales
We believe in customer-centric service, advising and helping
each customer according to individual. Wacker Neuson
VIII. Other factors that impacted on results
therefore complements new equipment sales with an extensive
range of services. The services segment covers the business
fields of repair and spare parts, the reconditioned equipment
Research and development
business (for example, the European used equipment center
in Gotha) and rental in Central Europe. Flanking the rise in
new machine sales, the services segment is growing steadily.

Cross-factory innovation team formed

Numerous innovations premiered at bauma 2013

Kramer makes a return to agriculture
Wacker Neuson is also strengthening its international spare
parts business as part of its strategy to expand into new
international markets and ensure a seamless supply of spare
parts the world over.
Our research and development (R&D) activities are geared
towards the needs of the market and our customers, also
In 2013, Wacker Neuson increased its revenue before discounts
taking regional dynamics into account.
in the services segment by 3.9 percent to EUR 248.5 million
(previous year: EUR 239.2 million). At 21.1 percent, this segment’s
Formation of a cross-factory innovation team
share of total revenue remained more or less stable compared
The Group’s R&D departments are responsible for the
with the prior-year figure (previous year: 21.6 percent).
development of new products and the ongoing evolution of
existing models. We develop products at the following locations:
Services resonate strongly among customers
light equipment products are developed in Munich (Germany),
Our customer-centric strategy in the traditional repair and
Menomonee Falls (USA), Norton Shores (USA) and Manila
spare parts business again yielded results in 2013. In countries
(Philippines); compact equipment is developed at our sites in
with direct sales channels, we implemented measures aimed
Flechtdorf, Pfullendorf, Korbach (Germany) and in Hörsching
at reducing lead times for repairs, improved our equipment
(near Linz, Austria). Research and development activities are
pickup and delivery service from and to construction sites and
coordinated centrally to ensure that synergies are used efficiently.
intensified training for our service staff.
With this in mind, the cross-factory “Corporate Technology
Standardization & Design” innovation team was set up in 2013.
The team is also responsible for product design worldwide.
Other factors that impacted on results
63
Research and development 1
R&D costs (€ m)
R&D share (%)
Capitalized expenses (€ m)
2013
2012
2011
2010
2009
25.7
26.8
21.9
22.3
20.5
2.2
2.5
2.2
2.9
3.4
10.0
7.4
9.1
3.0
3.3
R&D share (incl. capitalized expenses) (%)
3.1
3.1
3.1
3.3
4.0
Share of employees working in R&D (%)
>8
>8
>8
>8
>7
Previous years adapted to current booking basis.
Research and development activities secure leading
position
New products and innovations in 2013
Many of its product innovations position Wacker Neuson as a
Wacker Neuson. We develop various basic models for the global
global technology leader. In 2013, our development was aimed in
market that can then be adapted to meet country-specific
particular at extending our pioneering position in product safety,
requirements thanks to numerous options and model variants.
2013 was again a year of new product developments across
operator safety and environmental protection. Light equipment
should be easy to operate and present no risk or hazard to the
New peak performance from light equipment
operator. Ideally it should have a reduced level of hand-arm
During the course of the year, Wacker Neuson launched a host
vibrations – the vibrations which the operator can actually feel.
of new light equipment products that deliver greater productivity
Looking beyond functional design, development work also
and safety to end customers. The EH 100 electric breaker
focuses heavily on ergonomics. Research, development and
delivers 100 joules of single-stroke impact – a huge amount of
innovation are playing an increasingly central role, for example,
power for an electric breaker weighing just 32 kilograms. This
in ensuring compliance with climate protection targets. Our
powerful piece of equipment features full-hood spring mounting,
activities here have a particularly high priority as we intend to
which enables operators to work with utmost precision,
maintain our high standards in the delivery of environmentally
accurately positioning the breaker while keeping a close eye on
sound, safe products as we move forward. That is why, in
the drill bit. The breaker is also extremely efficient and generates
addition to developing new products, we will continue to
hand-arm vibrations of just 5.8 meters per second.
focus our R&D efforts on compliance with, and even exceeding,
stricter environmental regulations governing combustion engine
Another Wacker Neuson innovation, the Compatec compaction
emissions. For further information on new exhaust emissions
display system, was developed specifically for the DPU 6555
regulations, please refer to the “General legal framework” section.
vibratory plate. The display system tells operators when a
p. 39
surface is sufficiently compacted, thus preventing them from
carrying out unnecessary work or over-compacting surfaces.
Staff profile
In response to positive market feedback, this option will be
Over eight percent of Wacker Neuson’s 4,100-plus employees
gradually implemented on additional plates.
around the globe work in research and development. The R&D
payroll mainly consists of mechanical and electronic engineers,
Wacker Neuson also optimized the performance and size of
technical engineers, technical drawers and other skilled workers.
its AR 36 external vibrator for exposed concrete surfaces. The
We provide ongoing training for these employees to ensure that
resulting AR 26 external vibrator delivers the same performance
they have the right qualifications for their demanding jobs.
as its predecessor but is around two kilograms lighter.
Combined Management Report
1
64
Wacker Neuson SE | Annual Report 2013
highly effectively. It also features a robust stand. The LTN 6LV
Kramer expands product portfolio to include
agriculture
light tower features a telescopic mast that can be electrically
To complement the established Weidemann brand and its
extended and retracted, allowing it to be put into action or
articulated wheel loaders (Hoftracs®) and telescopic loaders
packed away for transport in no time at all.
for the agricultural industry, Kramer launched all-wheel drive
The LBS 80M light balloon is easy to use and diffuses light
wheel loaders and compact telescopic handlers for this growing
Mindful of the specific requirements of its customers, Wacker
market in 2013. This move sees Kramer return to its roots: in
Neuson developed the HSH 650 hydronic heater as a lower-
1925, the company started life as a manufacturer of motorized
weight version of the HSH 700 as well as an additional version
mowers in the southern German town of Gutmadingen.
of the HSH 350 model. Like the two larger models, it comes with
Later, Kramer became a leading tractor manufacturer before
its own generator.
establishing a construction equipment division in the 1970s.
The company stopped production of agricultural equipment in
Launch of innovative compact equipment
the mid-1980s, only to make a return to the sector in 2013 with
Wacker Neuson unveiled an alternative drive concept for
a range of five wheel loader models, two tele wheel loaders
compact equipment at bauma 2013 in Munich. The 803 mini
and two compact telescopic handler models. Since 2013, the
excavator with dual power is the smallest in the Group’s
machines have been distributed in the traditional Kramer green
portfolio. An external, plug & play electrohydraulic drive can be
for the agricultural sector via a dedicated sales network and are
connected to the excavator and used as an alternative power
available with a range of agricultural attachments.
source to the diesel engine. This cost-effective option turns the
803 into a zero-emissions powerhouse on any construction site,
Awards underscore innovation leadership
also delivering enough cooling power for it to be operated in
The Wacker Neuson ET20 compact excavator and the Kramer
temperatures of up to 45°C. The 803 is the first excavator in this
Allrad 650 wheel loader were singled out for both the iF Product
weight class with this capability.
Design Award 2013 in the special vehicles category and a
Universal Design Award 2013. The DT12 track dumper received
Wacker Neuson’s EZ17 excavator is the company’s newest and
a Universal Design Award 2013.
smallest zero-tail model. It combines maximum maneuverability,
digging power and ergonomics with Wacker Neuson’s proven
Half of product portfolio less than five years old
design expertise. Wacker Neuson also launched the compact
Wacker Neuson regards R&D as a crucial growth driver and
WL 20 wheel loader. This new and smallest addition brings the
core element of the Group’s overall success. During the period
Group’s wheel loader range with a bucket capacity between
under review, around 50 percent of revenue was generated by
0.3 and 1 m3 to nine models.
products that were launched within the last five years.
Wacker Neuson has opened up new market segments with the
Over the last fiscal year, we filed a total of 24 new patents and
launch of its TH412 and TH625 telescopic handlers: the TH412
utility models around the world (previous year: 34). 22 patents
mini telescopic handler offers an impressive combination of
and utility models were granted (previous year: 37). In total,
compact footprint and powerful performance. The TH625 is a
Wacker Neuson owns over 430 patents and utility models
compact telescopic handler and a powerhouse in the popular
worldwide. At EUR 25.7 million, our research and development
2x2 meter class (< 2 m wide and < 2 m high).
costs for 2013 were slightly lower than the prior-year figure
of EUR 26.8 million. During the period under review, we also
Skid steer loaders are used in the US construction industry
capitalized costs in the total amount of EUR 10.0 million
primarily for transporting material. At a dealer event in the US
(previous year: EUR 7.4 million). The relative R&D ratio (R&D
in October, Wacker Neuson presented the new powerful skid
share of total revenue including capitalized expenditure) came to
steer loaders for the North American market. The first models
3.1 percent (previous year: 3.1 percent).
were well received by US dealers. The Group unveiled the new
products at CONEXPO in Las Vegas in March 2014.
Other factors that impacted on results
We only procure third-party services for R&D projects in
Flexible production
exceptional cases. However, we do work closely with national
The upswing in demand improved capacity utilization at our
and international universities and renowned research institutes.
production facilities in 2013. During the course of the year, we
This gives us access to the latest scientific insights in our areas
aligned manpower capacity with the rising order intake. We also
of research.
utilized existing flexitime options. Our forward-looking increase
65
in capacity puts us in a prime position to capitalize on further
growth opportunities in coming years.
Production and logistics
Outstanding production recognized
Innovative work models for greater flexibility

Ongoing process streamlining

Capacity adjusted in line with growth
In 2013, Austrian publication “Industriemagazin”, in cooperation
with Fraunhofer Austria Research GmbH, evaluated the
production efficiency of industrial companies in Austria for
the fourth time. In a complex, multi-step process, the best
companies were assessed and rated based on their value-add
The Group currently has eight production facilities across the
chain, production principles, inventory management, logistics
globe. We manufacture light equipment at Reichertshofen
operations, and customer and supplier relationship management
(Germany), Menomonee Falls and Norton Shores (both US)
practices. The best companies were honored with the “Fabrik
and Manila (Philippines). Cross-deliveries between the regional
2013” award.
logistics centers provide a certain degree of natural currency
hedging.
As an Austrian site with outstanding production standards,
Wacker Neuson Linz GmbH in Hörsching was awarded second
We manufacture compact equipment at our factories in
place in its category. The jury was especially impressed with
Pfullendorf and Korbach (both in Germany) and at the new
the efficient manufacturing strategy and the commitment to
facility in Hörsching (Austria), which started production in 2012.
continuous improvement through lean management.
Our plant in Kragujevac (Serbia) supplies our compact equipment
production sites with premanufactured steel components. This
Continuous improvements to production and
logistics processes
optimizes production processes and enables us to channel our
We have also implemented a variety of measures to streamline
own in-depth expertise in steelwork into innovations at an early
production processes and make them more customer-centric. In
stage of development processes.
addition to investing in a powerful machine pool, we reorganized
production structures (lean management), material flows and
New concepts for reducing delivery times
intralogistics across the Group.
In 2013, we optimized production processes at all of our
production facilities. Similar to the automotive industry, we
Smooth logistics
rely on premanufactured parts that involve their own complex
Compact equipment is delivered straight from the respective
supply chains before they get to us. This especially applies to
production sites. For light equipment, spare parts and
the manufacture of compact equipment. We made concerted
attachment deliveries, however, the Wacker Neuson Group
efforts here to increase inventory required for manufacturing our
uses a number of logistics centers located in Karlsfeld
products in order to cut production times. To further improve our
(Germany), Germantown (Milwaukee, US) and Hong Kong
ability to deliver in future, we jointly developed forward-looking
(China). In 2013, our logistics strategy focused on further
solutions with our key business partners and suppliers.
improving parts and product availability.
The delivery timeframe for almost all of our product groups
in our light equipment offering – which is less dependent on
supplier markets thanks to a high degree of vertical integration –
remained between 24 and 48 hours in 2013.
Combined Management Report

66
Wacker Neuson SE | Annual Report 2013
Sustainability and quality
an organizational level, this new role comes under investor
relations/communications with the creation of a separate

Professional sustainability management at the
Wacker Neuson Group
corporate social responsibility function.
One of the first steps taken on the path to an in-house

Wacker Neuson value wheel

Quality management system implemented, plans for
Group-internal dialog process. This process included the
energy and environmental management systems
entire Group Executive Board, the managing directors of

sustainability management system was to set up a far-reaching
ECO seal / further eco-friendly product innovations
unveiled at bauma
Internal stakeholders of the Wacker Neuson Group
Professional sustainability management at the
Wacker Neuson Group
R&D
As a global player, Wacker Neuson takes its responsibility to
Procurement
Quality
society and the environment very seriously. With over 4,100
employees, more than 5,200 dealers and 8 production sites on
Investor
relations
Marketing
Logistics
three continents, the Group’s business activities have an impact
around the world. Given this global reach, we are determined to
actively step up to and shape our responsibilities.
Plants/
technical staff
Sales
CSR
Internal auditing
In the second half of 2013, the Wacker Neuson Group began
implementing a professional and Group-wide sustainability
management system. This is not a question of starting from
scratch, but rather bundling and developing the many ongoing
Accounting/
controlling
HR/
occupational safety Compliance
Legal
Data security/IT
sustainability strategies in place throughout the Group. On
Wacker Neuson value wheel
“What we want to achieve”
Wacker Neuson’s corporate history stretches back over 160 years.
We can trace our roots to the mid-19th century, where our story
began with a blacksmith’s shop. The customer is at the heart of the
Wacker Neuson value wheel. Innovation and quality are an integral
Innovation
Quality
part of our corporate identity. Our customers experience these values
directly through our products and services. Looking within company
Customer
walls, performance and character are defining values for both our
employees and our organization as a whole. These values help make
Character
Performance
up the DNA of our employees and management teams. They steer
our success and shape the way we do business both within and
beyond the company.
“How we will achieve it”
Other factors that impacted on results
the production sites in Germany and Austria, the heads of
Basic framework of continuous improvement processes (CIP)
production, the quality management and occupational safety
and management systems
67
officers and the facility managers/technicians. The members of
the Executive Board responsible for procurement, compliance,
HR and investor relations/communications also took part in

Management responsibility
Defining the corporate
strategy

Appointment of officers

Preliminary assessment
of status quo

this dialog.
As a transparent and stakeholder-focused company, we intend
to start publishing a Group-wide sustainability report from 2015.
PLAN



Execution
Intra-Group communication
Provision of required
resources
DO
An important step in this direction is the sustainability brochure
accompanying this Annual Report. The brochure contains
in the areas of management/strategy, HR, environment/product
ACT
CHECK
stewardship and corporate social responsibility.
Wacker Neuson value wheel
The Wacker Neuson value wheel comprises our four core values
of quality, innovation, performance and character. These values

Review

Analysis
Corrective measures

Management review


Assessment
Defining new targets



Preventive measures
Internal audits
put the customer at the heart of everything we do. They serve
as a guideline for our everyday working lives and continually
remind us of our goal to be the partner of choice for our
customers the world over. Everything we do and every decision
we make builds on our values. To reward the achievements of
professional management systems. This is not entirely new to
individual employees and teams who particularly embody our
us, either. As a manufacturer of light and compact equipment,
corporate values, we introduced the annual Wacker Neuson
we are subject to a wide range of national and international
Award in 2013.
regulations aimed at protecting users and the environment.
We therefore comply with water and soil regulations just as
Quality management system implemented; plans for
energy and environmental management systems
meticulously as we comply with emissions regulations.
The Wacker Neuson Group has successfully introduced
We regularly arrange audits to identify areas within our Group
quality management systems certified to ISO 9001 at its
offering scope for energy efficiency gains. This includes
plants. Long service life and high reliability, ease of operation
improving energy management features on our light and
and repair, low operating costs and compliance with the
compact equipment – which means users release less carbon
highest safety standards are key benchmarks of our product
dioxide (CO2). We are also committed to managing energy
quality. To ensure we always meet our own high standards,
more efficiently in our own buildings and fleet in order to
our commitment to quality is hardwired throughout the entire
permanently reduce CO2 emissions. In the coming years, we
organization and we are continuously on the lookout for areas
will be raising our game here by improving compact equipment
offering scope for improvement. In 2013, we further optimized
environmental performance as we implement new exhaust
our Group-wide quality management system. This covers
emissions regulations.
our Group headquarters in Munich, the production plants in
Reichertshofen, Pfullendorf, Korbach (all Germany), Hörsching
The new plants we constructed in the past six years in Korbach,
(Austria), Norton Shores and Menomonee Falls (both US), as
Pfullendorf (both Germany), Manila (Philippines), Norton Shores
well as our logistics center in Karlsfeld (Germany) and all sales
(US) and Hörsching (Austria) have all been designed with
regions in Germany.
optimized building management systems. Pfullendorf takes
the lead here, with highlights including solar panels to heat
Building on the experience gained from our existing quality
running water, wastewater treatment, rainwater recycling, heat
management system and quality certification, in the future we
recovery and structural HVAC. Furthermore, an intelligent light
intend to steer more effectively key areas such as environmental
management system automatically adapts indoor hall lighting.
protection and energy across the Group by means of
The new plant in Hörsching was also built in line with the latest
Combined Management Report
examples of the sustainability measures we have put in place
68
Wacker Neuson SE | Annual Report 2013
architectural developments and features high-quality energy-
Wacker Neuson has added the ECO seal to some of its existing
saving insulation technology, biological water treatment, solar
products as well as a number of low-emission, value-for-money
energy to heat running water and heat recovery.
innovations unveiled at bauma. Alternative engine concepts
were a highlight of the bauma stand.
Our employees across the globe are trained to handle waste
carefully and are highly sensitive to the importance of recycling.
Regulations on this key area are embedded in Group guidelines
and the quality management handbook and are therefore part of
our regular training sessions.
Recycling and reuse have priority over disposal at all times. We
ECOlogy +
ECOnomy =
use Europe-wide standardized waste codes to categorize waste.
Paint, grinding and oil sludge are collected separately from
production processes to be filtered and reused, where possible,
or appropriately disposed of. We document the disposal of waste.
Energy efficiency, environmental protection and forward thinking
The information on waste treatment can then be processed and
are the key pillars of Wacker Neuson’s development work.
evaluated efficiently. In this way, we are raising sustainability
Indeed, some of our tried-and-true products prove that Wacker
levels across the entire company.
Neuson has always been inspired by these aims.
In the next few years, we plan to gradually introduce an
For instance, the WM 80 engine, developed in house, falls well
energy management system certified to ISO 50001 at our
within all current and upcoming emission limits. Our two-cycle
production sites in Germany and Austria in combination with
rammers and gasoline breakers are equipped with the WM 80
an environment management system certified to ISO 14001.
engine, which stands out for its low fuel consumption, excellent
An external auditor will be appointed for these tasks. This
starting performance, durable, high-quality components and
step flanks the lean management processes we have been
ease of deployment. The two-cycle rammer from Wacker Neuson
introducing since 2013, and will enable us not only to save
has the lowest emissions of any gasoline rammer on the market.
energy in our production processes, but also measure and
Hydrocarbon emissions are rated at a comparatively low 25 g/kWh
control all of our production activities in greater detail. In the
per machine, with CO2 output rated at approx. 70 g/kWh. This
medium to long term, our customers, the environment and the
gives customers the peace of mind of investing in cutting-edge
Wacker Neuson Group itself will benefit from the effects of more
equipment that also protects the operator from the danger
efficient energy use, closer monitoring of the (raw) material flows
of emissions.
through our facilities and an optimized recycling strategy.
Other highlights with the ECO factor launched in 2013 were the
ECO seal / further eco-friendly product innovations
unveiled at bauma
EH 75 and EH 100 electric breakers. The EH 100 in particular
As a company, we are responsible for protecting our
means that it is capable of emitting up to 1.2 tons less CO2
environment and conserving resources. Meanwhile, more and
over its lifetime, equating to a saving of up to EUR 5,500 in
more customers are paying attention to the cost-effectiveness
fuel costs. Operators will find this versatile breaker easy to
and eco-friendliness of the products they use – not least to
use because of its light weight and lack of air hoses. Another
improve their own environmental footprint. By introducing
Wacker Neuson ECO innovation is the world’s most powerful
the ECO seal, the Wacker Neuson Group wants to highlight
vibratory plate – the DPU 130. Delivering the same power as a
products and solutions that create added value for customers
7t roller, not only does it outperform the roller in terms of fuel
and that prove that environmental protection and cost
consumption, it is also much easier to transport, weighing in
efficiency can go hand in hand.
at only 1.2 tons. The Vertical Digging System (VDS) featured
boasts some impressive features. The machine’s fuel efficiency
in Wacker Neuson’s compact excavators has also proven
worthy of the ECO seal. The VDS can compensate for slopes
and gradients of up to 27 percent, resulting in a potential
productivity gain of 25 percent in time and materials.
Other factors that impacted on results
Procurement
69
We are increasingly looking to international markets for the
procurement of steel components and other parts. One region

New procurement organization leads to
greater synergies

Improved supplier management and qualification

Absorbing price fluctuations
where we will step up our activities in this regard is Asia, where
we have already established procurement offices.
The local procurement departments of our plants will be
structured into commodity groups and will be responsible for
cross-location and international procurement.
Global networking across procurement and the
supply chain
Indirect purchasing will be coordinated centrally as far as
Wacker Neuson is active in all parts of the world. In line with our
possible.
and manufactured in the regions in which they are primarily
We expect these Group-wide procurement changes to deliver
marketed to best meet the requirements of our customers.
significant cost savings in the coming years. The first projects
that have so far been partly implemented are already showing
Globalization is still the predominant trend in procurement.
potential.
This is closely linked to the huge improvement in quality of
premanufactured parts sourced from countries beyond Central
Sustainable supplier management
Europe and North America. Choosing the right procurement
We have optimized production processes in recent years by
markets is thus becoming an increasingly important success
maintaining close ties with our key suppliers and incorporating
factor in securing Wacker Neuson’s competitive position. As
them into our production planning processes at an early stage.
such, global procurement is positioned as the integration hub
We also managed to avoid supply bottlenecks over the year
for all value creation activities.
under review. While developing our global supply chains,
however, we identified potential areas for improvement. We plan
Under the cost of sales, the cost of materials and third-party
to close these gaps through qualification and by selectively
services constitute the largest cost factors for the Group. To
expanding our supplier audits. A special supplier qualification
manufacture its products, Wacker Neuson requires various
unit has been set up with this in mind. In the future, dedicated
components and raw materials – particularly steel, aluminum
employees will accompany and develop our suppliers along
and copper. We also require structural steel components and
the entire pathway from initial nomination through to series
precast parts as well as engines and hydraulic and chassis
production. Our focus here will very much be on prevention,
components.
ensuring that supplier mistakes do not occur in the first place.
For future projects, therefore, we will only consider suppliers
Reorganization of global procurement structure
who meet our quality, time and cost requirements. In addition,
For some time now, we have been operating a lead buyer
we will focus increasingly on the sustainability performance of
concept at our compact equipment production locations in
our supply chain.
Hörsching (Austria), Pfullendorf and Korbach (both Germany).
in this way has enabled us to negotiate more attractive
Reacting to price fluctuations in procurement
markets
purchasing terms in recent years by submitting joint tenders
Certain raw materials like steel went down in price in 2013.
and coordinating supplier selection.
Other components like the new generation of diesel engines for
Consolidating the procurement of identical or similar parts
regulated markets have on the other hand become markedly
To leverage further synergies in procurement and involve
more expensive. Our long-term contracts enabled us to absorb
all our sites around the world, a new central function for
almost all price increases or pass them on to the market in the
procurement & quality was created in 2013. Procurement and
form of a two to three percent price increase.
quality organization tasks and processes will henceforth be
managed in a uniform manner. The main tasks assigned to this
new central role include selective supplier management, the
consolidation of purchasing volumes and a greater focus on
internationalization.
Combined Management Report
corporate strategy, products are increasingly being developed
70
Wacker Neuson SE | Annual Report 2013
Human resources
Employees by sector
as a %

Selective new hires to meet rising demand

Emphasis on training for young people

Global HR strategy in place
Production
38.0
Sales and service
42.4
Administration
11.3
Other
8.3
Wacker Neuson Group employees play a key role in the
company’s successful growth and performance. Identifying and
promoting our employees’ skills and expertise is therefore a
Age structure1
cornerstone of our HR strategy. Fairness, respect and trust are
number of employees as a %
the core principles that define how we cooperate and interact
with each other across the Group.
5.1
21– 30
22.8
31– 40
25.1
41– 50
24.5
51– 60
18.3
above 60
4.2
Positive business development fuels increase in
manpower capacity
We increased headcount in 2013 as a result of the company’s
15 – 20
strong performance. Selective new hires were reported in all
regions. The number employed in manufacturing across the
1
Based on 79 percent of all employees.
Group fell slightly.
At December 31, 2013, the Group employed a total of 4,157
HR marketing and talent development intensified
employees (previous year: 4,096). These figures are calculated
Qualified professional training gives young people a good and
by converting the number of people working for the Group into
motivating start to their working lives. In 2013, we provided
full-time equivalents. They do not include temporary staff.
training for 173 young people in industrial, technical or business
posts at our production sites and German sales and service
Within the Wacker Neuson Group, 3,215 (77.3 percent) of all
stations (previous year: 159). We also provided opportunities
employees were based in Europe at the balance sheet date
within the framework of practical training programs flanked
(previous year: 3,187). 696 were employed in the Americas
by studies at technical or vocational colleges. Our training
region (previous year: 665), with 246 in the Asia-Pacific
philosophy centers on providing experience in a wide range
region (previous year: 244). Personnel costs amounted to
of disciplines, assigning individual areas of responsibility and
EUR 250.7 million (previous year: EUR 238.9 million).
ensuring intensive, one-to-one trainee support via contact
partners in all areas. The student training quota for Wacker
Neuson Group production sites over the last fiscal year was
Headcount by region1
5.1 percent (previous year: 4.7 percent). In 2013, 37 trainees
as a % (previous year)
completed their training (previous year: 30), with 32 of these
offered positions in the Group (previous year: 28). This
77.3 Europe (77.8)
16.7 Americas (16.2)
5.9 Asia-Pacific (6.0)
corresponds to a take-up rate of 86.5 percent (previous year:
93.3 percent).
We were able to attract qualified graduates to our company by
attending renowned career fairs. In order to bring this talent to
the Group, we will continue to attend these recruitment fairs but
will also focus more on recruiting networks and social media.
1
Differences attributable to rounding.
Other factors that impacted on results
71
Number of employees (Group)1 as of December 31
2
2012
2011
2010
2009
2008
2007
4,0962
3,514
3,142
3,059
3,665
3,659
Number of full-time jobs (FTE).
Newly consolidated employees as of December 31, 2012: 245
We also gave young people interesting insights into Wacker
WKO recognized apprenticeship providers for their measures and
Neuson by increasing the number of internships and student
efforts to support trainees. As well as innovation, sustainability
trainee positions across the entire Group. Furthermore, we
and commitment, the jury evaluated training plans, contact with
again assigned challenging thesis topics in 2013 to support
vocational schools, teachers and parents and the quality of final
qualified graduates.
examinations.
Training and voluntary benefits
“Karrieretag Familienunternehmen” careers day
The Wacker Neuson Group has always placed great importance
The “Karrieretag Familienunternehmen” initiative for family-
on ongoing employee development and continues to do so. In
run businesses was set up in 2006 by the Entrepreneurs Club,
2013, our internal training and development measures focused
a number of leading German family-run businesses and the
on IT systems, sales and soft skills (mainly leadership skills
Foundation for Family Business. Its aim is to promote careers
but also project management and sales techniques). Various
in family-run businesses and to enable young specialists
training sessions and courses were held at the Wacker Neuson
and managers to meet the owners and decision-makers of
Academy in Reichertshofen during the last fiscal year. Numerous
leading family-run businesses in Germany. In 2013, Wacker
employees from our own company and from our customer’s
Neuson hosted the 12th careers day. Out of 2,500 applicants,
businesses availed of our program. In 2014, we will also be
600 were chosen to attend and they made the most of the
placing greater focus on training managers and young talent.
opportunity to impress the 30 exhibitors from around the country.
Total staff development expenditure at our production
sites (around 79 percent of all employees) came to around
Human resources fi gures1
EUR 1.2 million in 2013 (previous year: EUR 770,000).
Dec. 31, 2013
Dec. 31, 2012
Part-time employees as a %
3.1
2.9
Number of trainees
173
159
company pension plan, healthcare schemes and a bonus plan
Quota of trainees as a %
5.1
4.7
for employees who work at the company for a certain number
Expenses for personnel
of years.
development in € K
approx. 1,200
approx. 770
We again offered our employees in Germany numerous
voluntary benefits in 2013, including our employer-funded
Average age in years
39.2
39.4
2,837 (83.4)
2,816 (83.9)
Recognition for apprentice training
Number of men (proportion as a %)
Wacker Neuson places great importance on training for young
Number of women
people. In 2013, the Chamber of Commerce of Upper Austria
(proportion as a %)
565 (16.6)
540 (16.1)
(WKO) presented our Austrian affiliate, Wacker Neuson Linz
Number of years with the company
9.9
9.7
GmbH, with the INEO Award for exemplary apprentice training
Fluctuation as a %
9.9
10.0
along with a special award for encouraging girls to take up
Sickness rate as a %
3.5
3.0
technical apprenticeships. This first-time award presented by
1
Based on 79 percent of all employees (2012: 79 percent).
Combined Management Report
1
2013
4,157
72
Wacker Neuson SE | Annual Report 2013
Wacker Neuson was able to showcase itself as an open and
Creating and strengthening our management culture and the
innovative company, forge contacts with other businesses and
long-term development of our management staff has been and
conduct several interesting interviews with potential applicants.
will continue to be a key priority. We laid a solid foundation for
The event was a great success and positive feedback was
this in 2013 by drafting the new Wacker Neuson management
received from companies, visitors and applicants alike.
guidelines in consultation with our international management
team and through the PerspActive management course.
Corporate HR as a strong strategic partner
Wacker Neuson’s corporate HR department has been re-
Long-term measures planned for 2014
organized for better management of strategic topics like top
In 2014, we are planning to introduce a modular management
talent management and global staff development. Under this
training program for our global managers at various locations.
realignment, HR management will be more international in
scope and more in tune with the needs of internal customers
Our PerspActive training course and Wacker Neuson
based on globally harmonized processes. Building on SAP ERP
International Circle management program, which will be
Human Capital Management (HCM), a global HR information
starting in the second half of 2014, will focus on developing the
system using will be developed and expanded in parallel.
professional and personal skills of our top talent, thus making a
Complementing standardized indicators, this system will form
lasting contribution to our management culture. Standardizing
the basis for qualified HR planning.
levels of remuneration for our global management will remain a
key element of our HR strategy. This will, with due consideration
HR marketing will focus increasingly on identifying target groups
of the component to incentivize profitable growth, be adapted to
of interest to Wacker Neuson in order to position the Group more
prevailing conditions.
prominently as an attractive employer across various media,
in particular on the Internet and online job sites. For instance,
In order to create further pay-related incentives for our
we will be stepping up our presence at recruitment fairs and on
employees, we will be revising the existing variable remuneration
social networks like Facebook and XING. This is where we will
models in both sales and manufacturing. Our aim is to reward
reach the young talent and managers of tomorrow, so we want
individual performance so that we can increasingly use the
to directly show them what we have to offer.
variable component of remuneration as an incentive in addition
to our existing employer benefits.
By introducing a standardized annual employee dialog process,
which took place in early 2014 at our Pfullendorf site, we are
creating new guidelines for communication and leadership
at Wacker Neuson. This will lay the foundation for a regular,
structured exchange of views and promote systematic HR
development within the Group.
In addition to the offerings of the Wacker Neuson Academy,
we complemented our ongoing training measures in 2013
by providing a comprehensive program of open courses in
collaboration with our training partner Integrata.
Other factors that impacted on results
Sales, customers and marketing
73
Expansion of global sales network
Our corporate culture enables us to create a decentralized

Successful marketing of compact equipment
via existing sales network
organization that reacts with greater speed and less
bureaucracy to customer needs. We align our sales structures
with local market dynamics and use different channels to

Strong resonance at industry trade fairs

Sales structures adapted to country-specific
customers. In most markets, the Group works with independent
market structures
dealers, and in some cases local sales affiliates support and
distribute our products, including a direct channel to end
in some countries like the US and China, Wacker Neuson
Neuson in 2007 has been the ability to market the entire product
distributes its products via sales partners who offer multiple
portfolio through existing distribution channels. In 2013, this
brand models of single products.
resulted in a significant rise in demand for compact equipment.
Diverse customer base
Strong resonance at industry trade fairs
Diversification is becoming an increasingly important part of
In 2013, Munich again hosted bauma – the leading trade fair
sales with a view to spreading economic risks and achieving
for the construction industry and the most important fair in the
further growth. Our customer base in 2013 again included
world for the Wacker Neuson Group. We used the event to
construction companies (public and private enterprises),
unveil new products and solutions to an international audience
gardening and landscaping firms, municipal bodies, companies
2
across 6,000 m of exhibition space. The product demos on the
from the industrial and agricultural sectors and rental firms.
Wacker Neuson stand also received widespread attention. With
We generated around 13 percent of worldwide revenue during
around 530,000 visitors from over 200 countries, bauma 2013
the past fiscal year with our ten largest accounts (previous
set a new attendance record.
year: 13 percent). This does not include sales made within the
framework of our strategic partnerships. We are not dependent
2013 also saw the first staging of bauma Africa in Johannesburg,
on individual customers to any significant degree.
South Africa. The fair was Africa’s largest event of its kind for the
construction sector, and interest in our products was very high.
Individualized solutions and customer-centric
strategy
Wacker Neuson used the BICES fair in Beijing to present a
During the period under review, our sales and service teams
product line conceived specifically for the Chinese market.
focused on customer acquisition, promotional measures and
The presentation of the 50Z3 excavator marked a further step in
attractive financing models via external service providers. We
the introduction of compact equipment to the Chinese market.
also offered our customers individualized sales and service
solutions tailored to their needs and held various specialist
Wacker Neuson was also present at two fairs in the growth
seminars around the world. These were targeted at the
market of India – bc India and Excon. As well as these
company’s own sales and service teams as well as at dealers,
international trade fairs, the Group also attended various
customers and employees looking for information on how to
regional and local exhibitions such as World of Concrete in
put our products and services to the best possible use and
Las Vegas (US), Baumag (Switzerland), Ecomondo (Italy) and
maximize process efficiencies for customers. We also held a
CTT (Russia), to name but a few examples. Live demos of
number of training courses around the world as part of our sales
our light and compact equipment was the highlight of our
support concept for compact equipment.
engagement at Plantworx in the UK, Demopark in Eisenach
and Tiefbau Live in Baden-Baden (both Germany).
Combined Management Report
advise major customers and dealers in these countries. Finally,
One of the biggest synergies from the merger of Wacker and
74
Wacker Neuson SE | Annual Report 2013
IX. Risk report
management goals and methods in the Management Report.
Furthermore, the key steps involved in the internal control
system and the risk management system in relation to the
As Wacker Neuson SE is largely affiliated with the companies
(consolidated) accounting process must be described in detail
of the Wacker Neuson Group through its direct and indirect
pursuant to Section 315 (2) No. 5 and Section 289 (5) HGB.
shareholdings in Wacker Neuson Group members, the risk
Since the internal control system is an integral part of the
situation facing Wacker Neuson SE is mainly determined by the
overall risk management system, the Executive Board has
risk situation facing the Wacker Neuson Group. The statements
decided to present both together. These disclosures are also
on the overall risk situation for the Group made by the Executive
explained in more detail – including in relation to the accounting
Board therefore also summarize the risk situation facing Wacker
process – as a precautionary measure pursuant to Section
Neuson SE.
175 (2) of the German Stock Corporation Act (AktG) in the
version outlining modernization of German accounting rules
Presentation of the internal control and risk
management system including information in
accordance with Section 315 (2) No. 5 and Section
289 (5) of the German Commercial Code (HGB) plus
an explanatory report from the Executive Board
(Bilanzrechtsmodernisierungsgesetz).
Risk reporting requires that the company outline its risk
communicates risks and enables the Group to implement
Risk management system
The Group-wide risk management system serves as an earlywarning safety net that identifies, assesses and appropriately
Risk management at the Wacker Neuson Group
Wacker Neuson SE Executive Board
reports to
Responsible for risk policy and
early risk warning system
Supervisory Board/
Audit Committee
Ensures that the early risk warning
system is implemented
Auditor
Examines the early
risk warning system1
reports to
Risk management team
in corporate controlling
control
Group-wide regulations,
uniform approach
Internal auditing
Ensures the proper performance
and security of the processes
aggregate
report to
Risk owners (affiliates, Group divisions)
Operative risk management
evaluate
1
identify
According to Section 317 (4) HGB: In a listed stock corporation, the audit should evaluate whether the Executive
Board has met the obligations set down in Section 91 (2) of the AktG to a suitable degree, and whether the resulting
monitoring system is capable of fulfilling its role.
Compliance
Managing compliance risks
by preventing, identifying and
responding to risk situations
Risk report
The Group’s comprehensive risk management system includes
for the reliable identification, evaluation and monitoring of all
systematic financial risk management. We have defined Group
risks that may prevent this goal from being achieved. In fiscal
guidelines and policies for certain activities such as dealing
2013, the Wacker Neuson Group continued to implement its
with foreign currency risks, interest rate risks and credit risks,
risk management system as a key steering tool for business
the use of derivative and other financial instruments and the
decisions and processes. This system covers planning for each
use of liquidity surpluses. We then assess the risks using
of the core business segments and comprehensive Group
both quantitative and qualitative methods that are uniform
reports on all affiliates (which are regularly analyzed, discussed,
throughout the Group, allowing comparison across the various
evaluated and submitted to all decision-makers). The risk
business segments. Please refer to item 30 in the Notes to the
management system also covers process definitions for all
Consolidated Financial Statements for further information on the
business segments and Group auditing.
risk management system.
The risk management handbook outlines the Group’s risk
The risks are evaluated according to probability of occurrence
policy in terms of defining, assessing and quantifying potential
and potential damages.
p. 142
risks, and the nature and procedures of the risk management
system. It also assigns roles and responsibilities for identifying,
Risk probability
analyzing, monitoring and communicating risks. This allows us
to derive suitable measures to actively counteract known risks.
Category
Every risk management system has certain limitations, however.
Low
Risk probability as a %
The Group makes every effort to rule out incorrectly applied
Medium
control mechanisms or similar irregularities. Nevertheless, the
High
20 to 50
control processes deployed in our company and described
Very high
50 to 99
0 to 5
5 to 20
in detail in this report do not provide an absolute guarantee
or warranty that all risks are always correctly identified and
Key features of our internal control and risk
management systems in relation to accounting plus
related disclosures
recorded in full and in good time.
Risk categorization
Risk class
To be monitored
Major
1
Risk exposure1
According to the law outlining modernization of German
€ 50,000 to 125,000
accounting rules, the internal control system covers the
€ 125,000 and above
Risk exposure = (probability in percent) x impact.
basic principles, processes and measures required to ensure
effective, efficient, due and proper performance of accounting
processes in compliance with the relevant legal guidelines. This
also includes the internal auditing system, to the extent that it
Our risk reporting system lists and describes each individual
relates to accounting. As part of the risk management system,
risk identified in our business segments. We examine the
the internal control system – similar to the auditing system –
situation every quarter and add newly identified risks if
draws on appropriate control and monitoring processes for
necessary. To this end, the corporate controlling department
accounting. This refers in particular to items on the balance
of Wacker Neuson SE consults the departments at Group
sheet recognizing the company’s risk hedging positions
headquarters and at the affiliates. Following completeness and
(hedging relationships).
plausibility checks, the data gathered is aggregated and made
available to management, for example the Executive Board.
Combined Management Report
corresponding counteractive measures in good time. This calls
75
76
Wacker Neuson SE | Annual Report 2013
The Wacker Neuson Group’s internal control and risk

management systems in relation to accounting can be
described as follows:

Accounting processes are also regularly checked by internal
auditing.

Various internal bodies, such as the auditing department
The entities responsible for accounting are clearly defined
or the Audit Committee of the Supervisory Board, regularly
at company and Group level. Responsibility has been
review and rate the effectiveness of the internal control
vested in the corporate accounting, corporate controlling,
and risk management systems in relation to accounting
auditing and treasury departments. Ultimate responsibility
processes.
lies with the Executive Board. Within accounting, we clearly


differentiate between booking and auditing financial data.
The aim of our internal control and risk management systems
Employees involved in accounting are qualified to the
in relation to accounting is to ensure that all company dealings
highest standards.
and circumstances are disclosed, calculated and categorized
We have suitable systems and processes in place for
correctly on the balance sheet, and correctly represented in the
planning, reporting, controlling and risk management,
accounting system. This enables the Group to avoid errors or at
and implement these across the Group. Reports due
least identify them in good time.
on a quarterly or monthly basis, financial accounting

reports included, enable the Group to respond quickly to
Efficient control processes are built on a framework comprising
unexpected negative developments.
suitably qualified employees, appropriate tools and software, a
Procedural guidelines, such as the Group-wide accounting
clearly defined management, control and monitoring structure
manual and the corporate treasury manual as well as other
plus internal regulations and guidelines. Clearly defined areas of
regulations such as the rating guide and list of processes
responsibility plus a range of controls and checks as described
subject to second sign-off, are documented in writing
in detail above (in particular second sign-off and regular
and accessible at all times to all Group employees. These
plausibility checks) ensure that our accounting processes are
guidelines guarantee uniform handling of specific scenarios
executed correctly and with due care and attention.
throughout the entire Group. We update them as required


and align them with new circumstances and requirements.
This framework ensures that business transactions are captured,
Proven standard software supports accounting functions,
processed and documented in the accounting systems of the
and all systems deployed are secured against unauthorized
company and Group in compliance with commercial law and
access from third parties.
other statutory regulations, international accounting standards,
Line managers double-check sample bookings and run
the Articles of Incorporation and internal company guidelines,
plausibility checks. Similarly, built-in electronic checks
and that these figures are rapidly and correctly recognized in the
are also actively and regularly verified. Effective controls
accounts. Our risk management strategy enables us to identify
(including second sign-off and analytical checks) are in
risks at an early stage, respond appropriately and communicate
place for all accounting-related processes (payment runs,
them in a timely manner. At the same time, it ensures that assets
for example).
and liabilities are correctly evaluated and disclosed in the Annual
and Consolidated Financial Statements. This provides our
stakeholders with reliable, meaningful and timely information.
Risk report
Risks
77
in good time. From an organizational perspective, we are also
implementing flexible work and production models that enable us
As of December 31, 2013, the company identified the following
to absorb capacity fluctuations.
significant risks to the Wacker Neuson Group that could have a
negative impact on business development:
The German, US, Canadian and Swiss markets account
for a sizeable chunk of Group revenue and earnings.
Unfavorable market dynamics in these countries could have
Greatest individual risks
Change relative
to previous year
a disproportionately high impact on Group earnings. We
Risk class
Risk
probability
Currency devaluation
Very high
Increased
strategies executed through a variety of clearly differentiated
equipment
High
Unchanged
Increased competition
High
Increased
Drop in demand for
are countering this risk with proactive, flexible go-to-market
The Wacker Neuson Group is also affected by seasonal
fluctuations. Sales may therefore fluctuate during the year.
Environment and industry risks (risks related to the
overall economic situation, the industry, locations
and countries as well as other sales risks)
The international nature of our business means the Group is
At 40 percent, environment and industry risks account for the
We face tough international competition. In 2013, the
largest share of overall risks (previous year: 48 percent).
competitive market situation was more intense than during the
exposed to a variety of national political and economic risks.
previous year. However, we are maintaining our price strategy,
The Wacker Neuson Group is dependent on the general
which is accepted by our customers. We are countering the
economic climate and international construction industry trends.
potential risk of losing market share as a result of this pricing
The affiliates Weidemann GmbH and Kramer-Werke GmbH and
policy by offering our customers attractive financing solutions
Wacker Neuson Linz GmbH are dependent on developments in
and further strengthening our spare parts and service offerings
agriculture and other industries.
(total cost of ownership approach). The Group has also
identified a risk resulting from variations in customer structure
Although forecasts for the construction industry in 2014 and 2015
from one country to another. Within an individual country,
are positive, there is still an underlying risk that some markets
the loss of a major customer (due to insolvency or market
could be affected by a renewed economic downturn. Following
consolidation, for instance) could have a serious impact on
strong growth in previous years, there is a growing measurable
demand for products and services from the affiliate concerned.
risk of demand dropping in the construction equipment sector, in
We are countering this risk by proactively maintaining strong
particular in light of the slowdown in growth in emerging markets.
customer relationships and by diversifying our customer base.
The debt situation in a number of European countries may lead to
the delay or cancelation of government-financed construction and
Demand on the international market is becoming increasingly
infrastructure projects. A slowdown in the construction industry
concentrated due to mergers among our customer base.
would depress light and compact equipment sales, and this drop
Customer takeovers by financial investors are also possible
in demand could squeeze Wacker Neuson Group profitability. We
here. This type of development can have a positive or negative
are countering these risks by diversifying sales across industries
impact on our unit sales and revenue, neither of which can be
and regions. The Group’s commitment to increasing its presence
accurately predicted at this stage. The Wacker Neuson Group
in established markets, expanding into targeted new markets and
is countering this risk through transparent yet flexible terms and
launching new products should offset any fluctuations in demand
conditions geared towards bolstering the overall market position
at country level. The Group regularly monitors key leading
of its customers.
indicators in order to implement appropriate countermeasures
Combined Management Report
sales channels in these countries.
78
Wacker Neuson SE | Annual Report 2013
Financial risks (risks associated with financial
instruments, exchange rate and interest fluctuations,
and financing)
The Group requires raw materials to manufacture its
Financial risks account for 37 percent of overall risk to the Group.
components, engines, precast parts as well as hydraulic
This is an increase on the previous year’s figure of 22 percent.
and chassis components. The Wacker Neuson Group relies
products – particularly steel, aluminum, copper and crude
oil. To produce machine components, we use structural steel
on timely delivery of defect-free, premanufactured parts. As
The Group used the successfully concluded hedging
demand increases, there is a continued risk of supply or quality
transactions in its key currencies. However, these instruments
problems developing, which – in turn – could lead to delays in
also rely on predictions that may ultimately differ from
production and sales losses. The company is countering this
actual developments. Our planning processes and hedging
risk by preemptively qualifying a range of key indicators for
transactions are based on forecasts made by currency experts.
its important suppliers, rating the quality, timescale and cost
Deviations do occur, however, and so we regularly adapt our
of services they provide. These key suppliers are supported
plans and instruments to reflect these changes.
on site by qualified Wacker Neuson personnel at every step
of the business relationship, from initial nomination through
The increase in financial risk to the Group primarily stems
prototyping to series production. The Group focuses on
from the risk of currencies in some emerging markets falling
ensuring short lead times so that it can react to fluctuations
sharply against the company’s production currencies (EUR/
in demand. Series-manufactured products are produced in
USD). This devaluation would significantly diminish the value of
advance, subject to tight management of capital investment
expected revenue and profit from these countries when they are
commitments.
translated into the Group’s consolidated financial statements,
which are drawn up in euro. The Group is countering this risk
Loss of a supplier (due to insolvency, for instance) could also
by continually monitoring the currencies in question. In some
impact our ability to deliver and therefore threaten individual
cases, we are countering the prospect of unfavorable currency
sales targets. We are minimizing these risks through proactive
developments by agreeing production currency prices with our
go-to-market strategies, supplier communication and special
customers on conclusion of a business deal. To a limited extent,
standard agreements that secure our partners’ delivery
the Group also hedges exchange rate risks for currencies in
capabilities to a certain extent.
which it conducts a large volume of business and therefore
regards as important to the Group.
Increases in the prices of raw materials, in particular for steel
but also for other components, caused by a rise in demand,
Please refer to items 23 and 30 in the Notes to the Consolidated
speculation on the raw materials markets and exchange rate
Financial Statements for further information on financial risks.
fluctuations could push up manufacturing costs for the Wacker
p. 133/142
Neuson Group. The Group is countering this risk through longerterm contracts and more flexible global procurement strategies.
Performance-related risks (risks associated with
procurement, production and R&D)
At around 16 percent, performance-related risks account for the
third largest share of overall risks (previous year: 19 percent).
We are maintaining regular contact with our business partners
and suppliers to jointly develop forward-looking solutions.
Risk report
In addition, we rely on delivered components and raw materials
contracts carefully and ensuring they are properly enforced.
being free of defects and meeting the relevant specifications
The Group minimizes the risk of disputes with third parties over
and quality standards. Defects in premanufactured parts could
intellectual property rights through extensive prior investigations
impact quality and slow production, which may ultimately
and research.
79
delay product deliveries, possibly damaging our corporate and
brand image. The Wacker Neuson Group is countering this risk
No legal proceedings are currently underway or pending
associated with key components with a systematic supplier
that might have a significant impact on the Wacker Neuson
selection process, pre-emptive supplier qualification during
Group’s financial situation. The Group has concluded insurance
series production preparations, regular audits and approval
policies worldwide to protect against liability risks and potential
of installed production systems within the framework of an
damages attributable to the company.
products and bringing these to market in good time. It is
Strategic business risks (risks arising from business
decisions, investments, entering new markets,
launching new products, and acquiring and
integrating new companies)
essential that we comply with national and international laws
Although the impact of the following risks cannot be quantified,
and directives and factor these into product development. If
they are an important element in risk reporting.
system also incorporates our suppliers.
The Wacker Neuson Group depends on developing new
this does not continue to happen, our competitive position
and growth opportunities may be impaired. The Group’s R&D
We continue to expand our business segments as well as
department therefore continuously works to develop new
our sales and service network in line with our Group growth
products and enhance our existing portfolio, always aligning
strategy. This involves investments, which may not necessarily
its activities with market demands and observing applicable
be recouped. Unforeseeable risks can also arise within
regulations, laws and directives.
individual projects and delay execution. We are countering
these risks by adapting our execution strategy to current market
Legal risks (risks related to pending legal
proceedings, patent and trademark law and tax law)
dynamics, carefully examining all planned investments and
If the Group were no longer able to protect its intellectual
policy and maintaining a high equity ratio.
possible imminent risks, pursuing a lean project management
property sufficiently, this would impair its competitive ability. We
are reducing this risk through focused patent and intellectual
The Group is also exposed to risks in connection with its
property management. Our market-leading products are being
ongoing international expansion activities. If our medium- to
copied – in particular by Chinese manufacturers – and this could
long-term expansion plans do not pan out as anticipated, or
reduce sales. We are minimizing this risk by systematically
if we are unable to harmonize national sales channels due, for
enforcing our intellectual property rights, while also expanding
example, to lower-than-anticipated demand for our products
our international sales and service network.
in certain countries, there is still a risk that we might have to
change or downscale our long-term growth strategies. Our
Warranties and product liability claims could result in claims
strategy department regularly evaluates the success of our
for damages and injunctions. We are minimizing this risk by
measures and we apply high quality standards for market
taking the greatest of care in the development and manufacture
analysis and development to counter this risk.
of our products on the one hand and, on the other, by drafting
Combined Management Report
ongoing supplier support process flow. Our quality management
80
Wacker Neuson SE | Annual Report 2013
We also consider and carefully assess alliances and acquisitions
Increasingly strict regulations governing noise, environmental
as a means of gaining market share and expanding our product
and user protection could entail additional costs for the Wacker
portfolio. However, failure to evaluate risks accurately when
Neuson Group. The Group is countering this risk through active
acquiring another company or entering into a partnership may
involvement in associations that may have an influence on
have a negative impact on Group business development and
new developments as well as through intensive research and
growth prospects.
development.
We have secured our strategic alliances with Claas
(Harsewinkel, Germany) and Caterpillar (Peoria, USA) with long-
Summary of risk situation facing the Group
(assessment of risk situation by management)
term contracts. The company is countering the risk of these
Viewed as a percentage of overall risks, our main risks lie in the
OEM alliances1 being terminated through close collaboration,
environment and industry, financial and performance-related
regular contact, the ongoing improvement of processes and
categories. Together, these three categories represent around
consistently high product quality.
93 percent of total risk (previous year: 89 percent).
Other risks (risks associated with human resources,
IT and the environment)
Distribution of risk
as a %
Percentage share of
total risk
The success of Wacker Neuson is due in large part to the skill
and motivation of its employees. The loss of highly qualified
people in key positions could impact negatively on our growth
Risk category
Environment and industry risks
40
1
plan. Wacker Neuson is countering this risk by offering
Financial risks
employees incentives to commit themselves to the company,
Performance-related risks
for example attractive remuneration and long-term development
Other risks
6
opportunities. In light of current market developments, the
Legal risks
<1
Wacker Neuson Group is looking from time to time to recruit
1
qualified employees in the field of mechanical engineering.
The labor market may not meet our need for qualified staff
37
16
The financial risks (risk associated with financial instruments, exchange rate
and interest fluctuations, and financing) are explained in the Notes to the
Consolidated Financial Statements (items 23 and 30).
in this area. The Group is countering this risk with dedicated
recruitment efforts, both in Germany and abroad. It also
In mid-2013, we changed our basis for evaluating risks.
offers attractive remuneration schemes and interesting work
As result, we can no longer compare the Group’s total risk
opportunities promising a high degree of personal responsibility.
exposure (overall risk) with the overall risk of the previous year,
although we can compare individual risks to those we faced in
The Group uses IT in numerous areas. Failure of these systems
2012. However, our assessment of the risk situation facing the
could negatively impact on our production and goods flow
Group remains the same as last year. We have listed the main
and lead to loss of revenue. The Group is countering this risk
risks in this risk report.
through IT backup strategies. We are pursuing a strict project
management policy to counter risks that can occur during the
We are not currently aware of any other significant risks to the
roll-out of global IT systems and to prevent additional costs.
Group. Furthermore, we have not identified any individual or
collective risks to our continued existence as a going concern
that might negatively affect the Group in the foreseeable future.
1
OEM: Original Equipment Manufacturer
Information in accordance with Section 315 (4) HGB and Section 289 (4) HGB plus an explanatory
81
report from the Executive Board in accordance with Section 176 (1) Sentence 1 AktG
The risk profile of the Wacker Neuson Group is not currently
of the information pursuant to Section 315 (4) and Section 289
analyzed or evaluated by an external body such as a rating
(4) HGB as well as the corresponding explanatory comments
agency.
pursuant to Section 176 (1) Sentence 1 AktG.
Opportunity management system
Opportunities relate to internal and external developments that
Composition of subscribed capital
for identifying and managing opportunities in a timely manner
At Tuesday, December 31, 2013, the company’s share capital
is vested in committees rather than specific individuals. These
amounted to EUR 70,140,000 divided into 70,140,000 individual
committees make decisions on innovation projects initiated
no-par-value nominal shares, each representing a proportionate
by the Group in response to changing market and customer
amount of the share capital of EUR 1 according to Article 3 (2)
requirements. The committees include high-ranking decision-
of the Articles of Incorporation of Wacker Neuson SE. There
makers from across the Group, including members of the
is only one type of share; all shares are vested with the same
Executive Board, affiliate managers, the strategy department,
rights and obligations as outlined in detail in particular under
market developers plus senior employees from research and
Sections 12, 53a, 188 et seq. and 186 AktG. The provisions of
development, product management, quality management,
AktG apply to Wacker Neuson SE in accordance with Article 9
sales and service, marketing, controlling, treasury and strategic
(1) c) ii) and Article 10 of Council Regulation (EC) No 2157/2001
procurement. Our decision-making process focuses on
of October 8, 2001 on the Statute for a European company (SE)
opportunities while at the same time taking the associated risks
(SE Regulation), unless otherwise specified in the SE Regulation.
into account. We will be developing this committee system into
a Group-wide, standardized opportunity management system in
future. Selected potential opportunities for the Wacker Neuson
Restrictions affecting voting rights or the transfer
of shares
Group are described in detail in the section “Opportunities and
outlook for future development of the Wacker Neuson Group”.
p. 91
Information on the pool agreement
There is a pool agreement between some of the shareholders
and companies attributable to the Wacker family on the one
hand, and shareholders and companies of the Neunteufel family
X. Information in accordance with Section 315
(4) HGB and Section 289 (4) HGB plus an
explanatory report from the Executive Board
in accordance with Section 176 (1) Sentence
1 AktG
on the other. Prior to each AGM of Wacker Neuson SE, the pool
members decide how to exercise voting and petition rights in
the meeting. Each pool member undertakes to exercise their
voting and petition rights in the AGM in line with the pool’s
decisions, or to have these rights exercised in this manner. If the
pool does not reach a decision with regard to a resolution on
the allocation of annual profits, adoption of the annual financial
According to Section 315 (4) of the HGB, listed companies
statements by the AGM, approval of Executive and Supervisory
must disclose information on the composition of capital,
Board members’ actions, appointment of the auditor, upholding
shareholders’ rights and restrictions, participating interests
minority interests and compulsory changes to the Articles of
and executive bodies that may be relevant for takeovers in the
Incorporation as a result of changes to legislation or jurisdiction,
Group Management Report. The same information must also
the pool members have the right to freely exercise their voting
be disclosed in the Management Report of Wacker Neuson SE,
rights. In all other cases, the pool members must vote to reject
pursuant to Section 289 (4) HGB. Furthermore, according to
the proposal. Two members of the Supervisory Board are
Section 176 (1) Sentence 1 of the German Stock Corporation
appointed by the Neunteufel family shareholders in the pool,
Act (AktG), the Executive Board must submit a report containing
and two by the Wacker family shareholders in the pool.
this information to the AGM. The following contains a summary
Combined Management Report
could have a positive impact on the Group. The responsibility
82
Wacker Neuson SE | Annual Report 2013
Shares can be transferred without restriction to spouses,
the criteria defining those individuals to whom shares can
registered partners, pool members’ children, children adopted
be freely transferred set forth in the above-mentioned pool
when they were minors by pool members, siblings, foundations
agreement. If a family shareholder exits the company as a result
set up by pool members that are either charitable foundations
of a termination, the remaining pool members have a preferential
or in which the beneficiaries and the controlling members of
purchase right to buy the shares for a period of two years from
the management board satisfy the aforementioned criteria, and
the date this shareholder exits the company. In addition, the
companies where the direct or indirect shareholders also satisfy
partners’ meeting can resolve that the exiting family shareholder
the aforementioned criteria. If shares are transferred to any
does not receive compensation in cash but in the form of the
such persons, they must join the pool agreement. If shares are
shares to which they are financially entitled. Since May 14,
transferred to third parties, either for a fee or free of charge, the
2012, each exiting family shareholder can demand to receive
other pool members have the right to acquire these shares. If
their compensation in the form of the shares to which they are
the shares are to be sold to third parties off the stock exchange,
financially entitled.
all of the other pool members have a preferential purchase right.
more than 50 percent of voting rights in Wacker Neuson SE
Pool agreement between Lehner and Neunteufel
shareholders
would be held by third parties who do not satisfy the criteria
Martin Lehner and one of the Neunteufel shareholders have
defining those individuals to whom transfers can be freely made,
a pool agreement. Under the terms of this agreement, the
the remaining pool members have the right to also sell their
Neunteufel shareholder exercises the voting rights in the
shares. If a pool member is excluded from the pool for good
company for all of Martin Lehner’s shares acquired as part
reason, the other pool members have a right to acquire the
of the merger between the company and Neuson Kramer
shares or a preferential purchase right. This also applies if a pool
Baumaschinen AG (now Wacker Neuson Beteiligungs GmbH).
member ceases to qualify as a pool member.
The Neunteufel shareholder is not bound by any instructions
If a pool member intends to transfer shares in such a way that
and will always exercise these voting rights in the same way as
Information on the partnership agreement of Wacker
Familiengesellschaft mbH & Co. KG
for the shares that they themselves hold. The pool agreement
Some of the Wacker family shareholders hold part of their
Lehner. In 2013, Adolf and Herta Lehner announced that
shares via Wacker Familiengesellschaft mbH & Co. KG, which
they had sold the shares in question to another Neunteufel
in turn also holds shares via Wacker-Werke GmbH & Co. KG.
shareholder and to members of the Wacker family. The terms of
Economic ownership of the shares is attributed to the Wacker
the pool agreement therefore apply directly to these shares.
also applies to shares held by Mr. Adolf Lehner and Ms. Herta
family shareholders.
The Neunteufel shareholder has a preferential purchase right to
The pool agreement has precedence over the regulations of the
these shares in the event of a transfer to parties other than the
partnership agreement as long as Wacker Familiengesellschaft
Neunteufel shareholder.
mbH & Co. KG is party to the above pool agreement. A partners’
meeting is held prior to every AGM of Wacker Neuson SE. In this
The Executive Board is not otherwise aware of any restrictions
meeting, the Wacker family shareholders define how they will
affecting voting rights or the transfer of shares.
vote and exercise their petitioning rights. Votes in the AGM are
family shareholders have the right to propose one member of
Direct or indirect participating interests in equity that
exceed ten percent of voting rights
the Supervisory Board each to the shareholders; this member is
Under the German Securities Trading Act (WpHG), every
then to be elected by the remainder.
shareholder of a listed company is obliged to inform the German
to be cast in line with the pool’s decisions. Two of the Wacker
Financial Services Supervisory Authority and the company in
Only the acquisition and preferential purchase rights in the pool
question, in this case Wacker Neuson SE, of the percentage of
agreement apply to family shareholders who are party to the
their voting rights as soon as these holdings reach, exceed or
pool agreement. In the case of a sale by a family shareholder
fall below certain thresholds. These thresholds are 3, 5, 10, 15,
who is not a pool member, acquisition and preferential purchase
20, 25, 30, 50 or 75 percent.
rights apply if shares are sold to third parties who do not fulfill
Information in accordance with Section 315 (4) HGB and Section 289 (4) HGB plus an explanatory
83
report from the Executive Board in accordance with Section 176 (1) Sentence 1 AktG
The Executive Board has been informed of the following direct
The voting rights held by the above-mentioned shareholders
or indirect participating interests in the share capital that exceed
correspond to around 63.1 percent of share capital. The
10 percent of voting rights:
shareholders are bound to exercise these voting rights under
the terms of a pool agreement (see “Restrictions affecting
Wacker Familiengesellschaft mbH &
Co. KG, Munich, Germany
Indirect
Wacker-Werke GmbH & Co. KG,
Reichertshofen, Germany
Direct and indirect
p. 81 ). The above
the WpHG that Wacker Neuson SE has received and published
since 2007, which was the year the company went public. The
disclosures are explained in detail in the Notes to the Annual
Financial Statements of Wacker Neuson SE under section
“IV. Notifications and disclosures of changes to voting interests
Interwac Holding AG, Volketswil,
Switzerland
voting rights or the transfer of shares”
information is based on notifications pursuant to Section 21 of
Indirect
pursuant to Section 21 (1) or (1a) WpHG”. The Executive Board
is not aware of any other direct or indirect participations in the
VGC Invest GmbH, Herrsching,
Germany
Indirect
Christian Wacker, Germany
Indirect
Dr. Ulrich Wacker, Germany
Indirect
Andreas Wacker, Germany
Indirect
Barbara von Schoeler, Germany
Indirect
company’s share capital that exceed 10 percent of voting rights.
Bearers of shares with extraordinary rights that
grant the holders controlling powers
Petra Martin, Germany
Indirect
There are no shares with extraordinary rights that grant the
Dr. Andrea Steinle, Germany
Indirect
holders controlling powers.
Ralph Wacker, Germany
Indirect
Susanne Wacker-Waldmann, Germany
Indirect
Benedikt von Schoeler, Germany
Indirect
Jennifer von Schoeler, Germany
Indirect
Leonard von Schoeler, Germany
Indirect
Vicky Schlagböhmer, Germany
Indirect
Christiane Wacker, Germany
Indirect
Georg Wacker, Germany
Indirect
Baufortschritt-Ingenieurgesellschaft
mbH, Munich, Germany
Indirect
PIN Privatstiftung, Linz, Austria
Indirect
NEUSON Industries GmbH,
Leonding, Austria
Indirect
Johann Neunteufel, Austria
Indirect
NEUSON Ecotec GmbH,
Haid bei Ansfelden, Austria
Martin Lehner, Austria
Direct and indirect
Indirect
Type of control of voting rights if employees hold
participating interests and if they do not directly
exercise their controlling rights
The company’s employees can exercise the controlling rights
vested in them through their shares directly, as is the case for
other shareholders, according to statutory provisions and the
Articles of Incorporation.
Statutory provisions and provisions of the Articles
of Incorporation regarding the appointment and
dismissal of members of the Executive Board and
changes to the Articles of Incorporation
Members of the Executive Board are appointed and dismissed
according to Sections 84 and 85 AktG. The Executive Board
of Wacker Neuson SE must have at least two board members
according to Article 6 (1) of the Articles of Incorporation
of Wacker Neuson SE. The Supervisory Board otherwise
determines the number of Executive Board members (Article 6
(2) Sentence 1 of the Articles of Incorporation). The Supervisory
Combined Management Report
Name/company
Direct/indirect participating
interests that exceed 10
percent of voting rights
84
Wacker Neuson SE | Annual Report 2013
Board is responsible for appointing and dismissing Executive
Board members; a simple majority of votes cast suffices for
these decisions. Executive Board members shall be appointed
The Executive Board’s powers, in particular with
regard to the possibility of issuing or buying back
shares
for a maximum term of six years (Section 9 (1) and Section 39
(2) and Article 46 of the SE Regulation, Sections 84 and 85 AktG
Treasury shares
and Section 6 (2) Sentence 1 of the Articles of Incorporation).
By a resolution passed at the AGM on May 22, 2012, the
The Supervisory Board can appoint a Chairman of the Executive
Executive Board is authorized, subject to the prior approval of
Board, a Deputy Chairman of the Executive Board and a
the Supervisory Board, to acquire 7,014,000 treasury shares
Spokesperson for the Executive Board (Section 6 (2) Sentence
via the stock exchange by May 21, 2017. This acquisition may
2 of the Articles of Incorporation). Currently, a CEO and Deputy
also be performed by one of the Group members on or for its or
CEO have been appointed.
their account by third parties. In so doing, the shares acquired
as a result of this authorization together with other shares in the
Sections 179 et seq. AktG must be observed in the event of
company that it has already acquired and still holds must not at
changes to the Articles of Incorporation. The AGM passes a
any time total more than 10 percent of the existing share capital.
resolution to approve changes to the Articles of Incorporation
Shares must not be purchased for the purpose of trading
(Sections 119 (1) No. 5 and 179 (1) AktG). Under the charter
company shares on the stock exchange.
of a European company (Societas Europaea or SE) such as
Wacker Neuson SE, all decisions affecting the Articles of
The compensation paid by the company per registered share
Incorporation must be approved with a majority of at least
(without incidental acquisition costs) must not be more than
two thirds of the votes cast, unless the legislation of the state
10 percent higher or lower than the arithmetic average of the
where the SE is based mandates or allows a larger majority
closing prices for shares in the company in XETRA trading
to apply (Section 59 (1) of the regulation on the charter of
(or a comparable successor system) on the Frankfurt Stock
an SE). Each member state is free, however, to rule that a
Exchange on the last five stock market days prior to the date on
simple majority of votes cast suffices, provided at least half
which the undertaking to acquire the shares was entered into.
of the subscribed capital is represented (Section 59 (2) of the
The authorization can be exercised in whole or in parts, in the
regulation on the charter of an SE). German legislation has
latter case also on multiple occasions.
instituted this option in Section 51 (1) of the law governing
implementation of the SE in Germany (SE-Ausführungsgesetz).
The Executive Board may also redeem the treasury shares
This does not apply to changes relating to the object/
still to be acquired without a renewed resolution to be passed
purpose of the company or relocation of the company’s
by the AGM with the permission of the Supervisory Board.
headquarters. Similarly, it does not apply to instances where
The authorization can be exercised in whole or in parts, in
the law mandates that the votes cast must represent a higher
the latter case also on multiple occasions. The redemption is
percentage of the subscribed capital (Section 51 (2) of the
performed such that the share capital is not changed, but that
SE-Ausführungsgesetz). Accordingly, Section 21 (1) of the
the proportion the other shares represent in the share capital is
Articles of Incorporation states that unless otherwise stipulated
increased in accordance with Section 8 (3) AktG (Section 237 (3)
by law, changes to the Articles of Incorporation require a two-
No. 3 AktG). The Executive Board is authorized to change the
thirds majority of the votes cast or – if at least half of the share
number of shares in the Articles of Incorporation accordingly.
capital is represented – a simple majority of votes cast.
The Executive Board is authorized, subject to the approval
The Supervisory Board is entitled to approve changes to the
of the Supervisory Board, to use shares in the company that
Articles of Incorporation that are merely a matter of wording
were acquired as a result of the above authorization as (partial)
(Section 179 (1) Sentence 2 AktG, Section 15 of the Articles of
compensation in the execution of mergers or to acquire
Incorporation).
companies, participating interests in companies or parts of
companies. The acquired treasury shares may also be sold to
Information in accordance with Section 315 (4) HGB and Section 289 (4) HGB plus an explanatory
85
report from the Executive Board in accordance with Section 176 (1) Sentence 1 AktG

in the case of capital increases resulting from the granting
bodies and employees of associated companies. If shares
of shares in exchange for cash contributions, provided
are to be sold to members of the Executive Board within the
that the issue price of the new shares is not significantly
framework of an executive profit-share model, the Supervisory
below the stock market price of the company’s shares listed
Board will determine the details when deciding on the overall
at the time when the issue price is finally determined in
remuneration for Executive Board members. In addition, the
accordance with Section 203 (1) and (2) in conjunction with
Executive Board is authorized, subject to the approval of the
Section 186 (3) Sentence 4 AktG and that the total number
Supervisory Board, to sell the treasury shares still to be acquired
of shares issued subject to the exclusion of subscription
at a price that is not substantially lower than the stock market
rights does not exceed 10 percent of the share capital
price on the date of the sale. The price at which shares in the
neither on the date on which this authorization takes effect
company can be sold must not be more than 5 percent lower
nor on the date this authorization is exercised. This limit of
than the arithmetic average of the closing prices of shares in
10 percent shall also include shares which are sold, issued
the company in XETRA trading (or a comparable successor
or due to be issued subject to the exclusion of subscription
system) at the Frankfurt Stock Exchange on the last five trading
rights during the term of this authorization up until the point
days prior to the date of the general sale. In this case, the
in time when it is exercised by virtue of other authorizations
number of the shares to be sold together with the new shares
in direct or corresponding application of Section 186 (3)
that were issued after this authorization was issued subject to
Sentence 4 AktG.
the exclusion of subscription rights in accordance with Section
186 (3) Sentence 4 AktG, and together with treasury shares
In all other respects, the Executive Board shall decide in
already sold, must not exceed 10 percent of the company’s
consultation with the Supervisory Board on the nature of share
share capital which exists on the date the resolution passed
rights, including the issue amount, and other conditions relating
at the AGM came into effect. The authorization to redeem/sell
to issuance of shares.
shares can be availed of in full or in several partial amounts.
The shareholders’ subscription rights to treasury shares in
The authorized capital provisions described above reflect the
the company are excluded to the extent that these shares are
practices typical of listed businesses similar to Wacker Neuson.
redeemed or sold according to the above authorizations.
They are not intended to obstruct takeover bids.
2012 Authorized Capital I
According to Section 3 (3) of the Articles of Incorporation,
the Executive Board is authorized to increase the company’s
share capital by May 21, 2017, subject to the approval of the
Key company agreements that are subject to a
change of control clause following a takeover bid
and the resulting impact
Supervisory Board, by issuing new, registered shares against
cash contributions, in full or in partial amounts, on one or
A long-term cooperation agreement with the company
several occasions, however at the most by a maximum of
Caterpillar covering the production of mini excavators includes
EUR 17,535,000 (2012 Authorized Capital I).
a provision that allows Caterpillar to terminate the agreement
under certain conditions should a competitor to Caterpillar
However, the Executive Board is authorized, with the approval
acquire a direct or indirect share in the company in excess
of the Supervisory Board, to exclude shareholder subscription
of 25 percent or a share in excess of 15 percent combined
rights:
with a seat on the company’s Supervisory Board. The list of

in the case of fractional amounts resulting from the
competitors is specified in detail in the agreement.
subscription ratio;

in the case of capital increases resulting from the granting of
The Schuldschein loan agreements with terms between five and
shares in exchange for contributions in kind for the purpose
seven years placed by Wacker Neuson SE in February 2012
of acquiring companies, parts of companies or participating
give the respective creditors termination options if third parties
interests in companies or other assets (even if alongside the
acquire at least 50 percent of voting rights in the company.
shares, part of the purchase price is paid out in cash) or as
part of amalgamations or mergers;
Combined Management Report
Executive Board members and to members of the executive
86
Wacker Neuson SE | Annual Report 2013
Compensation agreements between the company
and the members of the Executive Board or its
employees for the event of a takeover bid
majority of 75 percent of votes cast. This type of resolution can
be passed for a maximum period of five years. The company has
again availed of this option for fiscal years 2011 to 2015 inclusive
by way of a resolution passed at the AGM on May 26, 2011.
There is no such agreement.
The Executive Board’s remuneration is defined by the entire
Supervisory Board and reviewed at regular intervals. Defining
Concluding remark
the structure and amount of the remuneration is based on the
company’s size and economic position as well as the tasks and
During the period under review, the Executive Board had no
performance of the members of the Executive Board.
reason to address issues concerning a takeover, or engage with
disclosure details stipulated under the German Takeover Directive
The Executive Board’s remuneration comprises:
Implementation Act (Übernahmerichtlinie-Umsetzungsgesetz).

A fixed annual basic salary
The Executive Board therefore does not see the need to add

A variable annual salary
further details to the information provided above.

Transitional pay, compensation upon an early exit

Remuneration in the case of accident, illness or death

Non-cash remuneration and other additional remuneration

A pension commitment
XI. Declaration on corporate governance
according to Section 289a HGB
The individual remuneration components are as follows:
On February 20, 2014, the Executive Board of Wacker Neuson

The annual fixed salary is paid in equal monthly installments.

From fiscal 2011 onwards, the variable salary has been
SE issued a Corporate Governance Declaration pursuant to
based on average consolidated earnings after taxes for the
Section 289a of the German Commercial Code (HGB). This is
previous three fiscal years (with transitional provisions), as
available on the Wacker Neuson SE website at
reported in the approved Consolidated Financial Statements
http://corporate.wackerneuson.com/ir/en-cg-governance.php.
for the respective fiscal year, as well as on the return on
capital employed as reported in the Consolidated Financial
Statements. The Group’s performance may also be taken
XII. Remuneration framework
into consideration, as reflected in both the success with
which revenue goals are achieved and the size of the EBIT
margin. An upper threshold for the variable remuneration
Information on the Executive Board
According to the Vorstandsvergütungs-Offenlegungsgesetz
has been agreed for all Executive Board members.

The proportion of the variable remuneration within the
(German Executive Board Remuneration Disclosure Act), listed
overall remuneration package differs in each individual
companies must disclose individualized information on the
case and ranges from 56 to 70 percent for 100-percent
Executive Board’s remuneration in the Notes to the Annual
and Consolidated Financial Statements, broken down into
achievement of targets.

If the Executive Board members’ employment contract
performance-related and non-performance related components
is terminated prematurely, but not for good cause,
as well as long-term incentives. The Act stipulates that
the members of the Executive Board each receive
information may be withheld if the AGM resolves this with a
compensation in the amount of their average discounted


Remuneration framework
Supplementary report
annual remuneration for the remainder of the contractual
Information on the Supervisory Board
period including their variable remuneration, up to a
The remuneration structure for the members of the Supervisory
maximum of two annual remunerations. If the contract is
Board is set down in Section 14 of the Articles of Incorporation.
terminated after the age of 55 and prior to the member
It was last amended at the AGM in May 2012. In line with
reaching the age of 60, the members of the Executive Board
this provision, the fixed remuneration for each individual
may claim transitional payments.
member of the Supervisory Board amounts to EUR 30,000.
If they are temporarily prevented from working through no
The Chairman of the Supervisory Board receives twice this
fault of their own, members of the Executive Board continue
amount, and his/ her Deputy receives 1.5 times the fixed
to receive their fixed annual salary and bonus for a limited
remuneration. Members of committees receive an additional
period. In the event of death, widows and dependent
remuneration, with the Chairman of each committee receiving
children receive corresponding payments for a limited
twice the regular committee remuneration. The members
period. This does not affect widow’s and orphan’s pensions
of the Supervisory Board also receive a fixed allowance for
under the pension commitment.
each Supervisory Board meeting in which they participate. In
The non-cash remuneration and other remuneration includes
addition, members of the Supervisory Board are reimbursed
a subsidy for health insurance, premiums for life insurance
for their out-of-pocket expenses and any VAT that may be due
in favor of the Executive Board members, premiums for
on their remuneration and out-of-pocket expenses.
accident insurance, the use of a company car, etc.

The members of the Executive Board receive an old-age
The variable remuneration for the individual members of the
pension for life as part of the pension commitment upon
Supervisory Board is based on the consolidated earnings
reaching the age of 60 unless the employment relationship
after taxes. It is capped at 0.75 times their respective fixed
with the company was terminated for good cause attributable
remuneration. It is calculated in line with the company’s
to the Executive Board member in question. In addition,
approved Consolidated Financial Statements taking Section
an invalidity pension is paid in the event of disability or
113 (3) of the AktG into account.
professional incapacity, and a widow’s and orphan’s pension
is paid in the event of death. Other remuneration may have to
be offset against these amounts payable.
XIII. Supplementary report
Total remuneration for the Executive Board
Total remuneration for the Executive Board in the period
As of the end of the 2014 AGM, Dr. Matthias Bruse will be
under review amounted to EUR 4.9 million (previous year:
stepping down from the Supervisory Board for personal
EUR 5.4 million). Total remuneration for the Supervisory
reasons.
Board for the same period amounted to EUR 0.5 million
(previous year: EUR 0.5 million). At the AGM on May 26,
Wacker Neuson does not expect this to directly influence the
2011, a resolution was again passed to refrain from itemizing
company’s profits, financials and assets.
this information in accordance with Section 285 (1) No. 9 a
Sentences 5 to 8 in conjunction with Section 314 (2) Sentence 2
There have been no other events since the reporting date
HGB in conjunction with Section 315a (1) HGB.
that could have a significant impact on the Group’s earnings,
financials and assets.
87
Combined Management Report
Declaration on corporate governance according to Section 289a HGB
88
Wacker Neuson SE | Annual Report 2013
XIV. Opportunities and outlook
Global GDP growth 2014e to 2015e
3.7
3.9
World
Overall economic outlook
7.5
7.3
China
5.4
India

Global economy to remain on growth path

Mixed outlook for emerging markets

Solid performance in established markets
6.4
3.0
Mexico
3.5
2.8
3.0
2.8
3.3
2.4
2.2
2.3
2.8
2.2
2.4
2.0
2.5
1.7
United States
South Africa
United Kingdom
Brazil
Global economy to remain on growth path
According to experts from the International Monetary Fund
Canada
Russia
(IMF), the global economy will grow by 3.7 percent in 2014.
Japan
In contrast to recent years, this will largely be driven by the
developed economies.
1.0
1.6
1.4
1.0
1.4
0.9
1.5
0.6
1.1
0.6
0.8
Germany
Eurozone
Growth prospects for the emerging markets are less favorable
France
Italy
than they were one year ago. There are three main reasons
Spain
for this. The first is the economic slowdown in China, which
is set to continue over the coming years. Secondly, financial
market conditions in emerging economies are generally more
0
constrained, due to capital drain and restrictive monetary policy
by the central banks. And finally, weaker productivity growth,
2014e
3
6
9
2015e
a reduced level of competitiveness and a slow increase in the
demand for imports in the industrialized markets despite their
Source: IMF, WEO January 2014.
general economic recovery.
In view of the continuing high inflation rates in emerging
Solid performance in established markets
economies – the result of strong wage increases and
The US economy could potentially kick start global growth
governments failing to keep a tight rein on economic policy in
in 2014, with a growth rate of 2.8 percent expected for the
recent years – the latest developments have revealed some
year. Following a strong second half of 2013, growth is set to
clear imbalances between individual emerging countries. The
continue in 2014, driven in particular by domestic demand.
currencies of nations with current account deficits, such as
Indonesia, Turkey, South Africa and Brazil, have taken the worst
In Europe, the high debt levels of southern European countries
hits. Most of these countries have a large current account
remain a risk factor, hindering growth. The IMF predicts
deficit, which makes them dependent on foreign capital.
1.0 percent growth for the eurozone following the setback of
Emerging countries have already experienced widespread
2013 (-0.4 percent). For the UK, the experts are predicting
cash drain. In response, central banks in Turkey, Argentina and
growth as high as 2.4 percent for this year.
South Africa, for example, have hiked their prime rates to stem
the problematic outflow of capital. Two countries which continue
As for Germany, the IMF predicts growth of 1.6 percent for
to avoid these destabilizing risks are Russia – thanks to its
2014, following on from the slight expansion recorded in 2013.
current account surplus, low short-term cash inflows, stable
This would again make Germany one of the main growth drivers
foreign currency reserves and only mildly inflated credit growth –
in Europe.
and China, which has often been regarded with concern.
Overall there is a mixed outlook for the emerging markets, with
greater uncertainty surrounding their economic development.
We expect growth in these countries to slow down compared to
the strong performance of previous years.
Opportunities and outlook
Outlook for construction and agricultural industries
89
South American countries will also be investing billions in their
infrastructure in the coming years.

Increasing demand for efficient products with
customer demands varying at local level

Emerging markets investing heavily in infrastructure

Outlook improving for European construction and
The European companies that are already well positioned
in these markets will continue to profit from strong growth
conditions. This intense activity will push average annual global
construction equipment unit sales up to one million by 2016.
agricultural industries
shift in the revenue-generating share of individual countries.
markets is set to slow down, these countries will continue to
China in particular – already the world’s largest construction
invest in their infrastructure in the coming years, especially in
equipment market – will account for an above-average share
the megacities.
of construction equipment sales in the medium to long term,
with other emerging markets also accounting for a fast-growing
China’s infrastructure is very well developed compared with
share of global revenue. By 2020, these markets should make
some of its neighbors in Asia. Huge sums of money are invested
up a 62-percent share of the global construction machinery
in the expansion of its transport networks every year. Despite
market. Even allowing for rising demand in North America and
this, China is finding it hard to deliver infrastructure to keep
Western Europe, these regions will see their share of the overall
pace with its enormous economic growth. Plans are being made
market sink from 42 percent to 38 percent by 2020.
for several new railway lines to handle passenger and freight
transport. By 2020, the country will have invested around
Nevertheless, the established markets are still expected to
USD 700 billion in the expansion of its rail network. China’s
grow at a solid rate. In Western Europe, the construction
roads will also benefit from continued investment. At present,
equipment market is expected to grow by 1.6 percent per year.
many roads are in a poor state of repair. Nonetheless, it is now
For North America, the corresponding figure is 1.8 percent. In the
possible to reach practically every part of the country by car.
US, the market penetration of rental companies has increased in
recent years, and this segment already accounts for around
Economic growth will remain high in Indonesia, Vietnam,
50 percent of the overall construction equipment market. Because
Cambodia, Malaysia and parts of Africa. These countries, with
the US construction industry is only experiencing slow growth,
their considerable reserves of raw materials, will be building or
expanding roads, railways and airports to cater for the needs
of local growth industries. Increasing levels of wealth will lead
Global construction equipment market through 2020
to further, largely overground, construction activity, especially
Index (value), 2012 to 2020
production facilities, warehouses, administrative buildings and
housing. In these countries, the local construction industry
+2,6% p.a.
often has a low level of mechanization, with insufficient or
123
technologically outdated equipment.
100
32% Rest of the world
+3.6%
62% Emerging markets
Global sales of construction equipment 2000 to 2016e
in units
Average
2012–2016e: 998,927
1,100,000
58%
+2.9%
30% China
1,000,000
+0.9%
900,000
3% Japan/South Korea
800,000
15% Western Europe
+1.6%
700,000
38% Established markets
42%
600,000
+1.8%
500,000
20% North America
400,000
00 01 02 03 04 05 06 07 08 09 10 11
Revenues 2000–2011
12e 13e 14e 15e 16e
2012
2020
Revenues 2012–2016 (forecast)
Source: Off-Highway Research, October 2012.
Source: Oliver Wyman, 2013.
Combined Management Report
Rising demand for machinery will be accompanied by a clear
Even though the strong growth previously seen in the emerging
90
Wacker Neuson SE | Annual Report 2013
the experts are now speaking in terms of a new reality – a
Cumulated construction and economic growth (Europe)
level well below pre-crisis levels (2006). Rental companies
2014e to 2016e (3 years)
and construction equipment dealers are therefore increasingly
turning to other industries such as energy, where there is a
EC-19
growing demand for machinery.
Ireland
5.0
31.3
Hungary
21.5
Poland
US rental market: revenue and penetration
14.1
Denmark
13.3
Norway
as a %
in € million
100
40
30
20
10
2007
2008
2009
Revenue (rental market)
2010
2011
2012
2013
2014e
9.2
United Kingdom
80
Sweden
60
Switzerland
40
Finland
20
Germany
0
Belgium
0
9.6
The Netherlands
8.2
6.9
6.1
5.0
4.7
4.6
Austria
2015e
3.3
Italy
Penetration
3.3
Slovakia
Source: Executing for Growth and Returns, 2014 Outlook Investor Presentation,
Fourth Quarter – Full Year 2013.
2.4
Portugal
1.9
France
1.6
Czech Republic
In Europe, construction investment over the coming years
-3.9
Spain
-4.4
will be focused on road, rail and transport networks and on
telecommunications. Other priorities include general renovation
-10
and modernization projects and measures to protect the
environment and limit climate change. Residential investments
Construction (%)
0
10
20
30
GDP (%)
are due to rise. In the southern European countries, cuts in
government spending could continue to dampen willingness to
Source: Euroconstruct, November 2013.
invest in construction equipment.
According to the VDMA, German construction materials and
Bright prospects for European agricultural sector
equipment manufacturers reported a steady intake of orders
The outlook of European agricultural equipment manufacturers
in January 2014 – coming mainly from Germany and the
had brightened considerably at the start of 2014 according to
Scandinavian countries. The German construction industry
the VDMA. Over two thirds expect steady or increased sales in
expects revenue to rise by 3.5 percent in 2014 to just under
the first half of 2014. In general, all countries can look forward
EUR 100 billion. The number employed in the sector is also
to rising demand, although this will be less pronounced in
predicted to rise.
Italy, France and Poland. Even in Spain, a country that was
hit hard by the crisis, positive trends are emerging, although
developments are still at a very low level.
Residential construction output 2010 to 2016e
(Euroconstruct countries)
However, universal trends – such as the world’s growing
in € million (2012 prices)
as a %
600
400
0
2010
Investments
2011
2012
2013e
Year-to-year change
Source: Euroconstruct, November 2013.
2014e
2015e
2016e
continue to have a positive effect on demand for agricultural
5
equipment. The basic need for modern machines, particularly
0
to work agricultural holdings efficiently, will continue to
-5
200
population and the resulting increase in demand for foodstuffs –
increase. Rising agricultural prices should bolster landholders’
-10
income – a factor which, in turn, should further fuel demand for
-15
Weidemann- and Kramer-branded equipment.
Opportunities and outlook
91
Wider opportunities to drive product sales

Infrastructural needs in emerging markets

Consequences of climate change and greater
emphasis on environmental protection

Global opportunities for agriculture and other
sectors

population growth

Expansion of telecommunication networks (including
Expansion and modernization of road and rail
mechanization

networks worldwide

Reconstruction (renovation, modernization)

Greater demand for residential developments – partly
driven by rising urbanization

Structural shift towards fewer, larger holdings
(especially in Europe) with greater demand for
expansion of broadband network)

Increasing global demand for food and fodder due to
Increasing industrialization/automation of agricultural
operations, even in emerging economies

Trend towards multifunctional compact equipment for
transporting material in industrial sector

Recovery of commercial and residential construction
Rising demand for efficient products in the energy
sector (for example, for oil and gas production)
sectors
Opportunities and outlook for future development
of the Wacker Neuson Group

Data extrapolated by the International Energy Agency
(IEA) indicates an increase in demand for primary energy
of around 50 percent, accompanied by a corresponding

Strategies for further profitable growth

Internationalization, diversification, synergies

Strong performance expected in 2014 and 2015
increase in CO2 emissions.
These trends present huge opportunities for Wacker Neuson
to build on its cross-industry, leading expertise and expand its
business in both industrialized and emerging markets.
Strategic development at Wacker Neuson
Global trends in the construction and agricultural industries will
Wacker Neuson’s strategy is geared towards lasting, profitable
lead to greater global demand for compact and light equipment.
growth. As part of its 2012 strategic business planning process,
The biggest drivers of this growth will be as follows:
management set out its targets for the next five years. This

By 2050, the world’s population will have grown from
involved elaborating basic strategies and concrete measures for
6 billion to around 9 billion, with the greatest increases in
defined focus areas.
Asia and Africa.


In Asia in particular, higher purchasing power and demand
Further internationalization
from new groups of consumers will lead to increased
In the long-term, we want to extend our global reach and
investment in construction and housing.
establish a strong position in all construction and agriculture
By the year 2025, around two thirds of the world’s
markets where we have a presence. We see major growth
population will be living in cities. The greatest challenges
opportunities for Wacker Neuson in emerging markets. Currently,
in terms of construction, housing and infrastructure will be
these economies only account for around 12 percent of revenue.
faced by the megacities with over 10 million inhabitants in
Our long-term aim is to increase our share in markets outside of
the developing and emerging countries.
Europe to around 50 percent (2013: 29 percent). We see strong
prospects in emerging markets such as China, South America
Combined Management Report
Global opportunities for construction
92
Wacker Neuson SE | Annual Report 2013
will allow us to gain an even greater foothold in these markets.
Planned changes to company structure,
strategy and targets
We will supply products and services, in both the light and
The Wacker Neuson Group is pursuing a long-term growth
compact equipment segments, that are tailored to the market
strategy which will be implemented systematically. Short- to
and customer needs, increasing our chances of success. To
medium-term objectives and measures will be adapted as
support these efforts, we will also expand our sales and service
needed to changing dynamics in order to ensure focused
network. This increased level of internationalization will broaden
execution. The annual Global Leader Summit attended by
our activity base and make the Group more resilient to isolated
representatives of all global Group companies is a strategic
regional fluctuations.
platform for sharing information and international experience
and Russia in particular. The variety of our product portfolio
and for working on future projects. No major changes need
Further growth in established markets
to be made to the 2012 GIPI (Growth, Internationalization,
Our strong financial position and our market reach are a good
Professionalization, Integration) strategy and targets defined in
foundation for further growth in our core markets of Europe
line with this strategy.
and North America. Our strategy is based on strengthening our
innovation and quality leadership. We will therefore continue
A fundamental realignment took place in 2011, when Wacker
to invest in research and development with the aim of further
Neuson SE was restructured as a holding company. It now
expanding our portfolio and reinforcing our position as a
acts as an umbrella for operating companies that are separate
technology leader. We plan to expand our service portfolio in
legal entities. New companies can easily be integrated into the
particular in the spare parts and repairs business in line with
holding structure. As part of our expansion strategy, we intend
evolving customer requirements. Our strategy focuses on
to establish more new affiliates in the next few years. At the end
greater penetration of the European and American markets over
of 2013, for example, we set up a new regional headquarters for
the coming years. By focusing more on user processes and
ASEAN and SAARC in Singapore.
market requirements, we aim to align sales in both of our core
markets even more closely with customer needs and priorities.
In 2013, we created a number of new central functions and
In America, we will also focus on expanding our dealer network
roles, including procurement & quality, compliance, strategic
for light and compact equipment.
planning, corporate technology standardization & design,
corporate projects and corporate social responsibility & the
Sales synergies and greater diversification
environment.
Active cross-selling across different segments allows us to
continue to leverage global sales synergies. Our sales affiliates
New processes and technologies
will offer specific industries an even more tailored product
In 2014, we plan to realign our global procurement activities
portfolio in order to serve other markets outside the cyclical
through central management of purchasing and supplier
construction industry. Customers in gardening and landscaping,
management. Quality management will also be organized on a
agriculture and other branches of industry already contribute
Group-wide basis.
significantly to our revenue. Targeted diversification and crosssegment synergies will help to stabilize the Wacker Neuson
On the compliance front, we will be implementing preventative
Group in a volatile climate.
measures and initiatives aimed at raising awareness of
compliance guidelines worldwide as part of our plans to expand
Future partnerships and acquisitions
our global compliance management engagement. These
On the compact equipment front, we have formed strategic
activities will be aimed at our employees and business partners
alliances with market leaders like Caterpillar and Claas to
and will also include dedicated training sessions.
drive further growth potential in this segment. With a view to
enhancing our product portfolio and expanding our international
footprint, we are planning further partnerships and acquisitions
in the medium to long term.
Opportunities and outlook
93
Regional action items for Wacker Neuson

Market penetration of light
Europe

equipment via new sales
channels and products

Defend and expand market

leadership

Expansion of compact
equipment
Asia-Pacific

position and develop mid-market
segment for light equipment
Increase market share beyond
Central Europe

Launch of compact equipment
Expand agricultural offering

Expansion in ASEAN and SAARC

Sales synergies (cross-selling)
for farmyards, stalls and

Above-average growth in
pastures with the Weidemann
South America
and Kramer brands

Strengthen premium segment
countries

Establish compact equipment in
Australia/New Zealand
Expand service offering
The central strategic planning function will oversee the planning
in countries such as China, Thailand and South Africa and are
process and the implementation of important future projects.
currently considering expanding our offering to other selected
emerging markets.
Lean management is becoming an increasingly important
topic. Initial activities are already underway at a number of
Our development activities are geared towards creating
sites and will be standardized across the Group. We aim to
more efficient, environmentally sound machines with low or
further standardize our technology and reporting processes.
zero emissions levels. Our ECO range of products, which we
When it comes to innovative technologies, we will keep our
launched in 2013, together with our ECO seal (ECO = ECOlogy
focus firmly on meeting market requirements, whether we are
and ECOnomy) further reflects our commitment here.
developing new, alternative drive technologies or optimizing
user protection, comfort and efficiency levels.
In the services segment, we will be focusing on leveraging
and expanding our used equipment business (trade-in,
New products and services
maintenance and resale) and broadening our service network –
It is becoming increasingly important for manufacturers to
either through collaboration with external service partners or
tailor products to the needs of customers in local markets. We
our own in-house offers.
therefore focus our international marketing activities on our
customers’ regional requirements. We have taken the first steps
As we expand into new markets, we also have to offer our
to directing our marketing at specific target groups, for example
customers financing solutions. Wacker Neuson is intensifying its
in the underground, gardening and landscaping and track
collaboration with partners with this in mind and will be offering
construction sectors, both on our website and in our brochures
a wider portfolio of financing options in 2014.
and sales activities. We will align these activities with our target
groups even more closely in 2014.
The Wacker Neuson Academy near Munich offers specialized
training courses as well as global sales and service training
Over the coming years, the Wacker Neuson Group will be
concepts for our own sales and service employees and
looking to enter more emerging markets in which we do not
employees from our sales partners’ organizations. Due to the
currently have a foothold. We developed our range of Value
positive feedback we have received, we will be increasing the
products to meet the needs of regional customers and improve
number of courses over the coming years.
our market penetration. We have launched our Value products
Combined Management Report
Americas
94
Wacker Neuson SE | Annual Report 2013
Overview
2014e
2015e
€ 1.25 to 1.3 bn
Further growth
13.0 to 14.0%
Same as 2014
EBIT margin
8.0 to 9.0%
Same as 2014
Investments
approx. € 85 m
Adapted to market developments
Revenue
EBITDA margin
We believe that the decision to launch Kramer-branded products
We predict further growth through 2014 and the following years
for the agricultural sector will increase sales of our all-wheel
for all three business segments – light equipment, compact
drive wheel loaders and telescopic handlers. As for Weidemann,
equipment and services. Compact equipment is expected
we will continue to expand the brand outside of central Europe.
to continue realizing dynamic growth figures, attributable in
particular to increased international sales and our existing
strategic alliances. We expect the share of this business
Group forecast
segment in total revenue to further increase in the medium term.
As the services segment continues to grow, we expect its share
Revenue growth expected again in 2014
of revenue to remain at more or less the same level.
The fact that the Group has almost doubled its revenue in only
strategic course. We expect further growth in 2014 and in the
Planned financing options, future investments and
cost trends
following years.
We intend to remain on our proven path, continuing to invest
four years clearly confirms that the company is on the right
in profitable projects and building the business systematically
The current fiscal year again got off to a satisfactory start on the
across all regions and business segments. For the current fiscal
business front. In Europe, we benefited from a relatively mild
year, we have earmarked around EUR 85 million in total (2013:
winter. We have a healthy order book for compact equipment,
EUR 87 million) for investments.
and light equipment is also performing well.
As in 2013, we are again expecting a positive free cash flow for
Assuming market trends remain positive, the Executive Board
2014, with cash flow from operating activities exceeding cash
predicts overall revenue for fiscal 2014 to amount to between
flow from investment activities.
EUR 1.25 and 1.30 billion (2013: EUR 1.16 billion) with an
EBITDA margin of between 13.0 and 14.0 percent (2013:
We aim to maintain our sound balance sheet structure with a
13.2 percent). The EBIT margin is expected to lie somewhere
comparatively high equity ratio. Our equity ratio currently stands
between 8.0 and 9.0 percent (2013: 8.2 percent).
at around 71 percent, net financial debt is relatively low – we do
not intend to increase gearing by a significant margin – and our
The expansion of our global sales network and the costs
financial position is correspondingly healthy. Strong financials
associated with these efforts could impact our profit in the
and assets will help to drive our company’s growth over the next
medium term. However, we view this as an investment in our
two years.
future growth.
Outlook through 2015
Segment trends
As things stand and assuming market trends remain positive,
Although we expect positive development in our core Europe
we predict continued sales growth for fiscal 2015 and hope to
region, we expect the greatest growth figures to come from
maintain profitability at around the 2014 level.
beyond Europe.
Opportunities and outlook
95
Summary forecast
We are optimistic about fiscal 2014 and 2015 and expect further
growth.
The global trend towards infrastructure expansion and
improvement offers opportunities for our business model. Global
investments in road, rail and telecommunication networks as
well as the modernization of buildings is set to rise, fueling
demand for compact and light equipment. We will be able to
The overall economic outlook for 2014 and the following years
is positive, in particular in our core markets. We expect sales of
compact and light equipment to increase further as demand rises.
We want our shareholders to continue to share in the success
of the Group. We therefore aim to maintain our sound dividend
policy and plan to make yearly dividend payments to our
shareholders provided our projections are accurate.
Munich, March 12, 2014
Wacker Neuson SE, Munich
The Executive Board
Cem Peksaglam
(CEO)
Martin Lehner
(Deputy CEO)
Günther C. Binder
Combined Management Report
meet this demand by expanding our international presence.
GIPI
corporate strategy
Growth
Internationalization
Professionalization
Integration
Integration
WE USE SALES SYNERGIES
TO EXPAND ON OUR MARKET
POSITION
Revenue increase in light and compact equipment segments,
2009 through 2013
North America:
+ 231%
Europe:
Light equipment
+ 38%
+ 595%
Light equipment
Compact equipment
+ 135%
Asia-Pacific:
Compact equipment
+ 24%
Light equipment
+ 384%
Compact equipment
South America:
+ 68%
Light equipment
+ 1,248%
Compact equipment
South Africa:
+ 20%
Light equipment
+ 480%
Compact equipment
Read more on
p. 60
Contents Consolidated Financial Statements
97
Contents Consolidated Financial Statements
98
Consolidated Statement of
Comprehensive Income
99
14 Other current assets
124
15 Cash and cash equivalents
124
16 Non-current assets held for sale
124
124
Consolidated Balance Sheet
100
17 Total equity
Consolidated Statement of Change in Equity
101
18 Provisions for pensions and
Consolidated Cash Flow Statement
102
Consolidated Segmentation
103
Notes to the Consolidated
similar obligations
125
19 Other provisions
128
20 Financial liabilities
130
21 Trade payables
132
Financial Statements
104
22 Other current liabilities
132
General information on the company
104
23 Derivative financial instruments
133
General information on accounting standards
104
Changes in accounting under IFRS
105
Other Information
135
Accounting and valuation methods
110
24 Contingent liabilities
135
25 Other financial liabilities
135
Explanatory Comments on the
26 Additional information on
Income Statement
115
1
Revenue
115
27 Events since the balance sheet date
141
2
Other income
115
28 Segmentation
141
3
Personnel expenses
115
29 Cash flow statement
142
4
Other operating expenses
116
30 Risk management
142
5
Financial result
116
31 Executive bodies
145
6
Taxes on income
116
32 Related party disclosures
146
7
Earnings per share
117
33 Auditor’s fee
147
financial instruments
138
34 Declaration regarding the German
Explanatory Comments on the
Corporate Governance Code
Balance Sheet
118
35 Availing of exemption provisions
8
Property, plant and equipment
118
according to Section 264 (3)
9
Investment properties
119
and/or Section 264b HGB
147
147
10 Intangible assets
120
11 Other non-current assets
123
Responsibility Statement by the Management
148
12 Inventories
123
Unqualified Auditors’ Opinion
149
13 Trade receivables
123
Consolidated Financial Statements
Consolidated Income Statement
98
Wacker Neuson SE | Annual Report 2013
Consolidated Income Statement
For the period from January 1 through December 31
in € K
Notes
Revenue
(1)
Jan. 1 –
Jan. 1 –
Dec. 31, 2013
Dec. 31, 2012
1,159,522
1,091,716
Cost of sales
-806,806
-760,178
Gross profit
352,716
331,538
-166,757
-160,555
-25,690
-26,750
Sales and service expenses
Research and development expenses
General administrative expenses
-67,043
-62,235
Other income
(2)
14,283
15,072
Other expenses
(4)
-12,761
-12,171
94,748
84,899
Profit before interest and tax (EBIT)
Financial income
(5a)
1,898
1,627
Financial expenses
(5b)
-8,695
-8,688
87,951
77,838
-26,419
-23,135
61,532
54,703
61,167
54,131
Profit before tax (EBT)
Taxes on income
(6)
Profit for the year
Of which are attributable to:
Shareholders in the parent company
Minority interests
Earnings per share in euros (diluted and undiluted)
(7)
365
572
61,532
54,703
0.87
0.77
Consolidated Income Statement
Consolidated Statement of Comprehensive Income
99
Consolidated Statement of Comprehensive Income
For the period from January 1 through December 31
in € K
Notes
Profit for the year
Jan. 1 –
Jan. 1 –
Dec. 31, 2013
Dec. 31, 2012
61,532
54,703
-18,608
-1,600
0
16
0
0
-18,608
-1,584
-1,006
-4,858
Other income
Income to be recognized in the income statement for subsequent periods:
Exchange differences
Profit from securing cash flows
Effect of taxes on income
Income to be recognized in the income statement for subsequent periods
(23)
Actuarial gains/losses from pension obligations
Effect of taxes on income
312
1,302
-694
-3,556
Other comprehensive income after tax
-19,302
-5,140
Total comprehensive income after tax
42,230
49,563
41,865
48,991
Income not to be recognized in the income statement for subsequent periods
Of which are attributable to:
Shareholders in the parent company
Minority interests
365
572
42,230
49,563
Consolidated Financial Statements
Income not to be recognized in the income statement for subsequent periods:
100
Wacker Neuson SE | Annual Report 2013
Consolidated Balance Sheet
Balance at 31 December
in € K
Notes
Dec. 31, 2013
Dec. 31, 2012
386,384
386,075
Assets
Property, plant and equipment
(8)
Property held as financial investment
(9)
18,476
20,666
Goodwill
(10a)
236,259
236,603
Intangible assets
(10)
108,505
103,178
Deferred tax assets
(6)
30,285
31,706
Other non-current financial assets
(11)
10,457
9,923
Other non-current non-financial assets
(11)
Total non-current assets
1,681
2,056
792,047
790,207
Inventories
(12)
333,812
360,121
Trade receivables
(13)
163,953
147,838
Tax offsets
(6)
4,673
4,915
Other current financial assets
(14)
2,091
3,118
Other current non-financial assets
(14)
10,298
13,694
Cash and cash equivalents
(15)
15,533
18,867
Non-current assets held for sale
(16)
Total current assets
Total assets
0
6,045
530,360
554,598
1,322,407
1,344,805
Equity and liabilities
Subscribed capital
(17)
70,140
70,140
Other reserves
(17)
576,596
595,898
Net profit/loss
(17)
288,745
248,620
935,481
914,658
Equity attributable to shareholders in the parent company
Minority interests
Total equity
3,865
3,500
939,346
918,158
134,807
Long-term financial borrowings
(20)
130,594
Deferred tax liabilities
(6)
33,124
33,475
Long-term provisions
(18) (19)
39,498
38,856
Total non-current liabilities
203,216
207,138
Trade payables
(21)
44,702
51,143
Short-term borrowings from banks
(20)
61,698
97,853
Current portion of long-term borrowings
(20)
428
437
Short-term provisions
(19)
12,948
12,804
Tax liabilities
(6)
310
1,834
Other short-term financial liabilities
(22)
22,241
21,670
Other short-term non-financial liabilities
(22)
37,518
33,768
179,845
219,509
1,322,407
1,344,805
Total current liabilities
Total liabilities
Consolidated Balance Sheet
Consolidated Statement of Change in Equity
101
Consolidated Statement of Change in Equity
Balance at 31 December
Equity attributable to
in € K
Notes
Balance at January 1, 2012
shareholders
Other
Subscribed
Capital
Exchange
neutral
Net profit/
in the parent
Minority
Total
capital
reserves
differences
changes
loss
company
interests
equity
(17)
(17)
(17)
(17)
(17)
70,140
618,661
-13,680
-3,942
229,886
901,065
2,928
903,993
54,703
Profit for the year
0
0
0
0
54,131
54,131
572
Other income
0
0
-1,600
-3,541
0
-5,141
0
-5,141
Total comprehensive income
0
0
-1,600
-3,541
54,131
48,990
572
49,562
0
0
0
0
-327
-327
0
-327
structure
Dividends
Balance at December 31, 2012
0
0
0
0
-35,070
-35,070
0
-35,070
70,140
618,661
-15,280
-7,483
248,620
914,658
3,500
918,158
Profit for the year
0
0
0
0
61,167
61,167
365
61,532
Other income
0
0
-18,608
-694
0
-19,302
0
-19,302
Total comprehensive income
0
0
-18,608
-694
61,167
41,865
365
42,230
Dividends
Balance at December 31, 2013
0
0
0
0
-21,042
-21,042
0
-21,042
70,140
618,661
-33,888
-8,177
288,745
935,481
3,865
939,346
Consolidated Financial Statements
Change in consolidation
102
Wacker Neuson SE | Annual Report 2013
Consolidated Cash Flow Statement
For the period from January 1 through December 31
in € K
Notes
EBT
Jan. 1 –
Jan. 1 –
Dec. 31, 2013
Dec. 31, 2012
87,951
77,838
58,604
56,763
Adjustments to reconcile profit before tax to net cash flows:
Depreciation and amortization
Foreign exchange result
Gains/losses from sale of intangible assets and property, plant and equipment
Book value from the disposal of rental equipment
Losses from derivatives (cash flow hedging)
Actuarial losses from pension obligations
Financial result
(5)
Changes in misc. assets
-11,379
-806
709
-909
12,255
6,863
0
11
-694
-3,551
6,797
7,061
2,649
380
786
100
2,767
-1,222
(12)
26,309
-84,281
Changes in trade receivables
(13)
-16,115
10,520
Changes in trade payables
(21)
-6,441
-11,219
3,753
-84,980
Changes in provisions
Changes in misc. liabilities
Changes in net current assets:
Changes in inventories
Interest paid
Income tax paid
Interest received
Cash flow from operating activities
-8,500
-5,414
-25,192
-39,964
2,078
1,432
132,584
13,602
Purchase of property, plant and equipment
(8)
-71,793
-93,944
Purchase of intangible assets
(10)
-14,968
-10,085
Proceeds from the sale of property, plant and equipment,
intangible assets and non-current assets held for sale
Cash flow from investing activities
Dividends
(17)
Cash receipts from short-term/long-term borrowings
Repayments from short-term/long-term borrowings
Payment of finance lease liabilities
Cash flow from financing activities
Decrease in cash and cash equivalents
Change in cash and cash equivalents due to consolidation
Effect of exchange rates on cash and cash equivalents
Change in cash and cash equivalents
10,887
4,156
-75,874
-99,873
-21,042
-35,070
1,509
125,761
-40,411
-1,811
-123
-124
-60,067
88,756
-3,357
2,485
0
80
23
-588
-3,334
1,977
Cash and cash equivalents at beginning of period
(29)
18,867
16,890
Cash and cash equivalents at end of period
(29)
15,533
18,867
Consolidated Cash Flow Statement
Consolidated Segmentation
103
Consolidated Segmentation
For the period from January 1 through December 31
Segmentation (geographical segments)
in € K
Europe
Americas
Asia-Pacific
1,339,811
721,414
51,715
-449,887
-378,454
-3,017
Consolidation
Group
0
1,159,522
2013
Segment revenue
Total external sales
Less intrasegment sales
889,924
342,960
48,698
Intersegment sales
-63,699
-45,757
-12,604
Total
826,225
297,203
36,094
EBIT
EBITDA
79,802
21,425
4
-6,483
94,748
131,177
27,818
840
-6,483
153,352
Net financial debt
113,609
59,517
4,061
0
177,187
Working capital
300,711
145,019
22,163
-14,830
453,063
Non-current assets
680,527
60,568
10,210
0
751,305
3,211
680
244
0
4,135
Europe
Americas
Asia-Pacific
Consolidation
Group
1,277,946
384,877
55,651
-422,899
-65,997
-2,902
855,047
318,880
52,749
0
1,091,716
Average number of employees
in € K
Segment revenue
Total external sales
Less intrasegment sales
Intersegment sales
-78,642
-42,685
-13,633
Total
776,405
276,195
39,116
EBIT
EBITDA
59,350
29,106
2,101
-5,658
84,899
109,353
35,124
2,843
-5,658
141,662
Net financial debt
204,762
4,486
4,981
0
214,229
Working capital
320,306
128,736
25,511
-17,737
456,816
Non-current assets
673,002
64,018
11,558
0
748,578
3,070
650
238
0
3,958
2013
2012
Light equipment
407,169
400,404
Compact equipment
519,955
466,455
Average number of employees
Revenue with non-Group companies generated by affiliates
headquartered in Germany came to EUR K 437,948 (previous
year: EUR K 441,112).
Segmentation (business segments)
in € K
Segment revenue from external customers
Services
Less cash discounts
Total
248,453
239,155
1,175,577
1,106,014
-16,055
-14,298
1,159,522
1,091,716
Consolidated Financial Statements
2012
104
Wacker Neuson SE | Annual Report 2013
Notes to the Consolidated Financial Statements
General information on the company
The Consolidated Financial Statements comprise the
consolidated income statement, the consolidated statement
Wacker Neuson SE (referred to as the company in the following)
of comprehensive income, the consolidated balance sheet,
is a listed European stock corporation (Societas Europaea or SE)
the Notes to the Consolidated Financial Statements,
headquartered in Munich (Germany). It is entered in the Register
the consolidated cash flow statement, as well as the
of Companies at the Munich Local Court under HRB 177839.
consolidated statement of changes in equity. In addition, a
Group Management Report, which was combined with the
Wacker Neuson shares have been listed since May 2007 on
Management Report of Wacker Neuson SE, was prepared
the regulated Prime Standard segment of the German stock
in accordance with Section 315a HGB. The Consolidated
exchange in Frankfurt. The company has been listed in the
Financial Statements are prepared using the acquisition cost
SDAX since September 2007.
method. The income statement is prepared in the “cost-ofsales” format. The Consolidated Financial Statements have
been prepared in euros (EUR). All figures are presented in
General information on accounting standards
thousand euros (EUR K), rounded to the nearest thousand,
unless otherwise stated.
The following Consolidated Financial Statements for fiscal 2013
were prepared in accordance with the International Accounting
Wacker Neuson SE’s fiscal year corresponds to the calendar
Standards (IAS) as approved and published by the International
year. The Consolidated Financial Statements for fiscal 2013
Accounting Standards Board (IASB) and the International
(which include prior-year figures) were approved for publication
Financial Reporting Standards (IFRS) as interpreted by the IFRS
by the Executive Board on March 26, 2014.
Interpretation Committee (IFRS IC) as adopted by the EU, and
in supplementary compliance with the provisions set forth in
Section 315a (1) of the German Commercial Code (HGB). All
valid and binding standards for fiscal 2013 have been applied.
Notes to the Consolidated Financial Statements
Changes in accounting under IFRS
JJ
105
As a result of changes to IAS 1 (presentation of items of
other comprehensive income), the company presented
Standards and interpretations applied for the first
time in the fiscal year
information on the nature of items not recognized in profit/
The following standards, amendments to standards and
of comprehensive income those items that may be
loss for the period, indicating in the consolidated statement
reclassified and those that may not be reclassified.
interpretations are mandatory from January 1, 2013:
JJ
The new IFRS 13 standard defines uniform guidelines
Mandatory
Date of
governing the determination of fair value. As a result of the
Name
Description
as of1
­endorsement
application of the standard, the Group reevaluated the
IAS 1
Amendment: Recognition
July 1, 2012
June 5,
accounting methods that it uses to measure fair value, in
2012
particular the input parameters that the Group draws on
of items under other comprehensive income
Amendment: Recovery of
when determining the fair value of a liability, for example the
Jan. 1, 2013
underlying assets
IFRS 1
Amendment: Severe
Jan. 1, 2013
hyperinflation and removal
Dec. 11,
risk of non-performance. The application of IFRS 13 did not
2012
have an impact on the measurement of fair value for the
Dec. 11,
Group. However, it does call for additional disclosures.
2012
These can be found in the notes to the individual assets and
of fixed dates for first-time
liabilities whose fair value has been measured.
adopters
IFRS 7
Amendment: Information
Jan. 1, 2013
Dec. 11,
2012
on offsetting financial
assets and liabilities
IFRS 13
Fair value measurement
Jan. 1, 2013
Dec. 11,
2012
IFRIC
Stripping costs in the pro-
20
duction phase of a surface
Jan. 1, 2013
Dec. 11,
2012
Jan. 1, 2013
Mar. 27,
Jan. 1, 2013
Mar. 4,
(2009–2011)
IFRS 1
First-time adoption of
IAS 36, (Recoverable Amount Disclosures for Non-Financial
Assets) is mandatory for fiscal years that start after January 1,
2014. However, the Group applied it voluntarily in fiscal 2013.
and cash generating units.
2013
International Financial Re-
1
in 2011, IAS 19R) voluntarily in fiscal 2012 (previous year).
This resulted in changes to the disclosures regarding assets
mine
Improvements to IFRS
The Group already applied IAS 19 (Employee Benefits) (amended
2013
Standards and interpretations that have been
published but not yet applied
porting Standard (amended
The following financial reporting standards have been published
version)
but have not yet come into force, which is why there is no
For fiscal years that start on or after this date.
obligation to apply them yet. Should these financial reporting
standards be endorsed by the European Union, earlier voluntary
The standards to be applied for the first time in this fiscal year
adoption would be feasible. At present, the Group aims to apply
did not have any significant impact on the accounting and
these standards from the date on which they take effect.
valuation methods used by the Group, with the exception of
the following:
Consolidated Financial Statements
IAS 12
106
Wacker Neuson SE | Annual Report 2013
IFRS 12 is a new and comprehensive standard on
Mandatory
Date of
Name
Description
as of1
­endorsement
disclosure requirements for all forms of interests in other
IFRS 10
Consolidated financial
Jan. 1, 2014
Dec. 11,
entities, including joint arrangements, associated
2012
companies, structured entities and off-balance-sheet
Dec. 11,
units. The disclosures required under IFRS 12 will result in
2012
significantly more information in the Consolidated Financial
statements
IFRS 11
IFRS 12
Shared agreements
Disclosure of interests in
Jan. 1, 2014
Jan. 1, 2014
other entities
IAS 27
Consolidated and sepa-
Dec. 11,
2012
Jan. 1, 2014
rated financial statements
Investments in associates
Jan. 1, 2014
(amended version)
IAS 32
Offsetting assets and
liabilities
Investment entities
replace IAS 39. It deals with the classification and evaluation
of financial assets and liabilities in accordance with IAS 39.
Dec. 11,
Dec. 11,
2012
Jan. 1, 2014
Nov. 20,
2013
(amendments to IFRS 10,
IFRS 12 and IAS 27)
Transition guidance
Jan. 1, 2014
(amendments to IFRS 10,
Apr. 4,
Novation of derivatives
Jan. 1, 2014
and continuation of hedge
IAS 19
Public charges
Defined benefit plans:
Jan. 1, 2014
July 1, 2014
July 1, 2014
(2010–2012)
Improvements to IFRS
July 1, 2014
(2011–2013)
IFRS 9
Financial instruments
provisionally
(recognition, classification
decided
and measurement) and
Jan. 1, 2018
Regulatory deferrals/
Jan. 1, 2016
accruals
1
accounting. The standard is designed to enhance and
amend the previous version of IFRS 9. It differs from the
previous legal situation above all with regard to new
guidelines governing the designation of instruments and
risks, effectiveness requirements, amendments to and the
Dec. 19,
changes a number of existing standards, including IFRS 7,
2013
which governs mandatory disclosures relating to financial
disclosure of hedging instruments on the balance sheet. It
Planned for
affect the classification and evaluation of the Group’s
Q2/2014
financial assets. The Group does not expect the second
Planned for
part of this project phase to have a material impact on its
Q4/2014
assets, financials or earnings. The third phase, which was
Planned for
completed in November 2013, relates to hedge accounting.
Q4/2014
To obtain a comprehensive overview of the potential
Planned for
effects, the Group will quantify the impact in conjunction
Q4/2014
with the other phases, as soon as these are published.
delayed
Closing date
The closing date for all affiliates included in the Consolidated
hedging relationships
IFRS 14
standard by publishing guidelines governing hedge
instruments. The application of the first part of phase I will
employee contributions
Improvements to IFRS
development of the new IFRS 9 (Financial Instruments)
dissolution of hedging instruments and, in some cases, the
accounting
IFRIC 21
In November 2013, the IASB launched the next phase in the
2013
IFRS 11 and IFRS 12)
IAS 39
IFRS 9 represents the first phase of the IASB project to
2012
2012
Jan. 1, 2014
Statement, in particular regarding affiliates.
JJ
Dec. 11,
(amended version)
IAS 28
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Planned for
Q1/2015
Financial Statements is December 31 of the respective year.
The current accounting period is January 1, 2013 through
December 31, 2013.
For fiscal years that start on or after this date.
Consolidation structure
First-time application of the above-mentioned standards and
see fig. on p. 107
interpretations is unlikely to substantially change the current
accounting and valuation methods of the Group, with the
In addition to the parent company, Wacker Neuson SE, the
exception of the following amendments:
Consolidated Financial Statements as at December 31, 2013
include the following affiliates in which the company has the
following direct or indirect shareholdings:
Notes to the Consolidated Financial Statements
City
Country
Company Name
Munich
Germany
Wacker Neuson PGM Verwaltungs GmbH
Munich
Germany
Munich
Germany
Munich
Germany
Munich
Germany
Wacker Neuson SGM Verwaltungs GmbH
Wacker Neuson Vertrieb Europa GmbH & Co. KG
Wacker Neuson SEM Verwaltungs GmbH
Equity in
€K
direct
Wacker Neuson Produktion GmbH & Co. KG
Wacker Neuson Vertrieb Deutschland GmbH & Co. KG
Wacker Neuson SE
shareholding as a %
107
Segment
indirect
100
53,672
100
100
100
100
Europe
88,824
Europe
28
Europe
37,574
Europe
Munich
Germany
28
Europe
Weidemann GmbH
Diemelsee-Flechtdorf
Germany
100
38,106
Europe
Wacker Neuson Pty Ltd.
Springvale (near Melbourne)
Australia
100
13,441
Asia-Pacific
Wacker Neuson Máquinas Ltda.
Jundiaí (near Sao Paulo)
Brazil
100
3,167
Americas
Wacker Neuson Ltda.
Huechuraba (near Santiago)
Chile
100
7,948
Americas
Wacker Neuson Limited
Hong Kong
Hong Kong
100
4,042
Asia-Pacific
Shenzhen
China
0
Asia-Pacific
Wacker Neuson ApS
Karlslunde
Denmark
100
2,032
Europe
Wacker Neuson S.A.S.
Brie-Comte-Robert (near Paris)
France
100
7,541
Europe
Wacker Neuson Ltd.
Waltham Cross (near London)
UK
100
5,505
Europe
Wacker Neuson Equipment Private Ltd.
Bangalore
India
100
821
Asia-Pacific
Wacker Neuson srl con socio unico
San Giorgio di Piano
Italy
100
344
Europe
Wacker Neuson Machinery Trading (Shenzhen) Ltd. Co.
100
Europe
28
100
Wacker Neuson Ltd.
Mississauga (near Toronto)
Canada
100
7,178
Americas
Wacker Neuson S.A. de C.V.
Mexico City
Mexico
100
4,522
Americas
Wacker Neuson B.V.
Amersfoort
Netherlands
100
3,982
Europe
Wacker Neuson AS
Hagan (near Oslo)
Norway
100
5,058
Europe
Wacker Neuson Beteiligungs GmbH
Hörsching (near Linz)
Austria
100
142,936
Europe
Hörsching (near Linz)
Austria
100
90,208
Europe
Wacker Neuson Rhymney Ltd.
Tredegar
UK
100
4,179
Europe
Wacker Neuson Kragujevac d.o.o.
Kragujevac
Serbia
100
413
Europe
Wacker Neuson Lapovo d.o.o.
Lapovo
Serbia
100
1,445
Europe
Pfullendorf
Germany
95
96,339
Europe
Dusseldorf
Germany
90
8
Europe
Wacker Neuson Linz GmbH
Kramer-Werke GmbH
PADEM Grundstücks-Vermietungsgesellschaft mbH & Co. Objekt Gutmadingen KG
Wacker Neuson Grundbesitz GmbH & Co. KG
Pfullendorf
Germany
95
7,120
Europe
Wacker Neuson Grundbesitz Verwaltungs GmbH
Pfullendorf
Germany
95
23
Europe
Wacker Neuson Immobilien GmbH
Überlingen
Germany
3,160
Europe
Wacker Neuson GmbH
Vienna
Austria
100
95
15,048
Europe
Wacker Neuson Manila, Inc.
Dasmariñas (near Manila)
Philippines
100
8,039
Asia-Pacific
Wacker Neuson Sp. z.o.o.
Jawczyce (near Warsaw)
Poland
100
8,248
Europe
Wacker Neuson GmbH
Moscow
Russia
100
3,222
Europe
Wacker Neuson AB
Södra Sandby (near Malmö)
Sweden
100
814
Europe
Drillfix AG
Volketswil (near Zurich)
Switzerland
100
243
Europe
Wacker Neuson AG
Volketswil (near Zurich)
Switzerland
100
27,477
Europe
Wacker Neuson, S.A.
Torrejón de Ardoz (near Madrid)
Spain
100
4,713
Europe
Wacker Neuson (Pty) Ltd.
Florida (near Johannesburg)
South Africa
100
7,285
Europe
Wacker Neuson Limited
Samutprakarn (near Bangkok)
Thailand
1,417
Asia-Pacific
Wacker Neuson s.r.o.
Prague
Czech
100
6,445
Europe
100
Republic
Wacker Neuson Makina Limited irketi
Küçükbakkalköy (near Istanbul)
Turkey
100
7,929
Europe
Wacker Neuson Kft.
Törökbálint (near Budapest)
Hungary
100
973
Europe
Wacker Neuson Corporation
Menomonee Falls
USA
100
113,807
Americas
(near Milwaukee)
Wacker Neuson Logistics Americas LLC
Menomonee Falls
USA
100
61,742
Americas
USA
100
53,484
Americas
USA
100
21,318
Americas
(near Milwaukee)
Wacker Neuson Production Americas LLC
Menomonee Falls
(near Milwaukee)
Wacker Neuson Sales Americas LLC
Menomonee Falls
(near Milwaukee)
Consolidated Financial Statements
(near Bologna)
108
Wacker Neuson SE | Annual Report 2013
In fiscal 2013, the consolidation structure changed as described
JJ
Wacker Neuson Holding Limited was founded in
below; however this change did not have a significant impact on
Samutprakarn, Thailand on July 9, 2013. This company
the Group’s assets, financials and earnings:
was created as the new holding company for Wacker
Neuson Limited, Samutprakarn, Thailand. The new entity
JJ
functions solely as a holding company.
On July 11, 2013, an internal merger agreement was signed,
whereby STG Stahl und Maschinenbautechnik Gutmadingen
GmbH became part of Kramer-Werke GmbH, Pfullendorf.
JJ
Wacker Neuson (Singapore) PTE. LTD, was founded in
Singapore on December 24, 2013. It is wholly owned by
Wacker Neuson SE. In fiscal 2013, the company was not
The following companies were founded in fiscal 2013 but have
yet fully operational as a business.
not been included in the consolidation structure due to their
limited significance:
Company name
Wacker Neuson (Singapore) PTE. LTD
Country
Share (direct)
Share (indirect)
as a %
as a %
Segment
Singapore
100
Asia-Pacific
Thailand
100
Asia-Pacific
Wacker Neuson Holding Limited
No other significant acquisitions or disposals were made in
Equity was consolidated according to the acquisition method.
fiscal 2013.
For the first consolidation of subsidiaries, all identifiable assets,
liabilities and contingent liabilities of the acquired companies
The Group does not hold any investments in associate
are recognized at fair values.
companies or joint ventures that are recognized pro-rata or at
equity on the balance sheet.
During initial consolidation, positive balances remain after
reevaluation of all hidden assets and liabilities. These are
Consolidation principles
capitalized as goodwill resulting from equity consolidation
The Consolidated Financial Statements are based on the annual
and are subject to an annual impairment test. To carry out
financial statements of the domestic and foreign companies
the impairment test, this goodwill is allocated to the cash-
included in the Group, which were prepared in accordance
generating units of the Group likely to benefit from the merger.
with IFRS to the year ending December 31, 2013. The annual
financial statements of these companies were prepared
Receivables and payables as well as purchases and sales
according to the uniform accounting and valuation methods
between consolidated Group affiliates have been eliminated.
applied by the Group.
Group inventories and fixed assets have been adjusted for
intra-Group profits and losses.
Consolidation transactions affecting income and consolidation
transactions that do not affect income are subject to deferred tax.
Notes to the Consolidated Financial Statements
Exchange differences
whereas income and expenses are translated at the average
Transactions carried out in foreign currencies are recognized
annual rates of exchange, provided that the exchange rates did
at the exchange rate applicable at the time of the transaction.
not fluctuate strongly during the period under review.
109
Nominal assets and liabilities in foreign currencies are
converted at the exchange rate effective at the balance sheet
Exchange differences arising from the application of different
date. The resulting exchange differences are recognized in the
exchange rates for balance sheets and income statements are
income statement.
recorded directly as a separate item of equity and thus have no
impact on the financial result. Exchange differences resulting
The annual financial statements of consolidated Group members
from the translation of foreign affiliates into the Group’s currency
that are prepared in foreign currencies have been translated
are recognized in other income and are also recorded as a
into euros according to the concept of the functional currency.
separate item of equity with no impact on the financial result.
The functional currency is taken to refer to the relevant national
currency, with the exception of the Philippines (US dollar) and
The exchange rates of the main currencies relevant to the
Hungary (euro). Thus, assets and liabilities are translated at
Group are as follows:
the spot rates of exchange effective at the balance sheet date,
2013
2012
Annual average rates
2013
2012
Rates at balance sheet date
1
Australia
AUD
1.3936
1.2447
1.5423
Brazil
BRL
2.8945
2.5334
3.2530
2.7011
Chile
CLP
663.1867
628.7386
723.4884
631.6330
Denmark
DKK
7.4577
7.4452
7.4593
7.4610
UK
GBP
0.8501
0.8119
0.8337
0.8161
Hong Kong
HKD
10.3231
10.0296
10.6933
10.2260
India
1.2712
INR
78.4498
68.9458
85.1000
72.4700
Canada
CAD
1.3771
1.2906
1.4671
1.3137
Mexico
MXN
17.1245
16.9543
18.0350
17.1900
Norway
NOK
7.8664
7.4615
8.3630
7.3483
Philippines
USD
1.3308
1.2932
1.3791
1.3194
Poland
PLN
4.2134
4.1677
4.1543
4.0740
Russia
RUB
42.6203
40.1080
45.3246
40.3295
Sweden
SEK
8.6692
8.6839
8.8591
8.5820
Switzerland
CHF
1.2291
1.2044
1.2276
1.2072
Serbia
RSD
113.1190
112.0500
114.8550
113.5688
South Africa
ZAR
13.0128
10.5800
14.5660
11.1727
Thailand
THB
41.0803
40.0571
45.1780
40.3470
Czech Republic
CZK
26.0270
25.1395
27.4270
25.1510
Turkey
TRY
2.5675
2.3148
2.9605
2.3551
USA
USD
1.3308
1.2932
1.3791
1.3194
1
Rates at the balance sheet date: rates on the last working day of the year.
Consolidated Financial Statements
1 euro equals
110
Wacker Neuson SE | Annual Report 2013
Accounting and valuation methods
measured at fair value or recognized in the financial statements
are categorized into the following fair value hierarchies based
Recognition of profits and revenue
on the lowest level input that is significant overall to the
In the case of contracts for the sales of goods, profits are
measurements.
realized when the goods are delivered (passing of risk), whereas
profits arising from the provision of services are realized on
JJ
Level 1: Prices quoted in active markets (not adjusted)
completion of the work. In the case of short- and long-term
JJ
Level 2: Evaluation processes incorporating key lowest-level
service contracts, such as hire-purchase, profits are realized on
inputs that are observable for the asset or liability either
a pro-rata, straight-line basis over the duration of the service
agreement. Operating expenses are recognized in profit or
directly or indirectly on the market
JJ
Level 3: Evaluation processes incorporating key lowest-level
loss when the service has been rendered, or at the date the
inputs that are not observable on the market for the asset or
costs are incurred. Interest income is accrued based on the
liability
outstanding principal of the loan and the applicable interest
rates.
The categorizations are checked at the end of each reporting
period.
Determining fair value
The Group identifies certain financial instruments and non-
Property, plant and equipment
financial assets and recognizes them at fair value in line with
Property, plant and equipment is recognized in accordance with
applicable guidelines at every closing date. Fair value is the
IAS 16. Property, plant and equipment is valued at acquisition
price that would be received for the sale of an asset or paid
costs or manufacturing costs less accumulated scheduled
for the transfer of a liability in an orderly transaction between
depreciation and accumulated impairment. Property, plant and
market participants at the measurement date. Fair value
equipment is derecognized on disposal or when it is withdrawn
measurement assumes that the business transaction
from use.
JJ
takes place on the principle market for the asset or liability
Financing costs are capitalized provided there is a qualified
JJ
or, in the absence of a principle market, on the most
underlying asset.
advantageous market for the asset or liability.
Investment properties
The Group must have access to the principle market or the
Land and buildings held for the purpose of generating
most advantageous market.
rental revenue are disclosed at net book value. Straight-line
depreciation occurs using the pro rata temporis method.
The fair value of an asset or liability is measured on the basis of
assumptions that market participants would use to agree on a
Goodwill/acquisitions
price that is in their best economic interests.
Acquisitions are reported according to the acquisition method.
Consequently, income of an acquired company is included
A fair value measurement of a non-financial asset takes into
in the Consolidated Financial Statements as of the date
account the market participant’s ability to generate economic
of acquisition. For foreign companies that are acquired or
benefit from the asset’s highest and best use or from the sale of
founded, related acquisition costs are converted to euros at
the asset to another market participant capable of utilizing the
the spot rate effective at the date of purchase.
asset’s highest and best use.
Reported goodwill is subject to an impairment test at the end
The Group uses appropriate evaluation techniques that provide
of each fiscal year to verify its value. Goodwill is not subject to
sufficient data for measuring fair value. These processes must
scheduled straight-line amortization.
give the highest priority to observable inputs and the lowest
priority to non-observable inputs. All assets and liabilities to be
Notes to the Consolidated Financial Statements
Intangible assets
above fair value, they are written down to net realizable value
Intangible assets with a limited useful life are capitalized at
at the balance sheet date. The net realizable value corresponds
acquisition cost or manufacturing cost less accumulated
to the estimated realizable sales price under normal business
depreciation and accumulated impairment and amortized on a
conditions less estimated manufacturing and sales costs. If the
straight-line basis depending on their projected useful life.
net realizable value of formerly written-down inventories has
111
increased, corresponding write-ups will be made.
Intangible assets with an unlimited useful life are not subject to
scheduled amortization but are tested for impairment at least
In determining acquisition costs, incidental acquisition costs
once a year.
are added and rebates on purchase prices are deducted.
Manufacturing costs include all expenses which are allocable
Financing costs are capitalized provided there is a qualified
either directly or indirectly to the manufacturing process.
underlying asset.
Acquisition and manufacturing costs for inventories were,
Leases
for the main part, determined on the basis of the FIFO (first
in, first out) method; in other words, on the assumption that
When the Group is the lessor
those assets that were acquired first will be consumed first.
Leasing transactions regarding tangible assets in which the
The moving average cost procedure is also used to simplify
Group as the lessor transfers all material risks and rewards
valuation. Production orders are not included.
from the use of the leased object to the lessee are treated as
finance leases according to IAS 17. In such cases, the lessee
Financial instruments and hedging transactions
and it is therefore not entered in the Group balance sheet.
Non-derivative financial instruments
Leasing transactions regarding tangible assets and investment
Non-derivative financial instruments as disclosed on the
properties in which the Group as the lessor does not transfer
assets side of the balance sheet comprise investments,
all material risks and rewards are treated as operating leases
marketable securities and receivables. Marketable securities
according to IAS 17.
and investments are measured at fair value and recognized
under “Available-for-sale financial instruments”. Receivables
When the Group is the lessee
are recognized at amortized cost. Assets are recognized in
Leasing transactions regarding tangible assets in which the
the balance sheet for the first time when a Group company
Group as the lessee bears all material risks and rewards from
becomes party to a contract. Financial assets are recognized as
the use of the leased object are treated as finance leases
of the day of performance. Assets are derecognized upon transfer
according to IAS 17. In such cases, the lessee recognizes the
of ownership or expiration of contractual rights to cash flows.
leased object as an asset in the balance sheet and the payment
obligation of future lease installments is disclosed as a liability
The carrying amounts of assets valued at amortized cost are
item. Treatment as a finance lease leads to a depreciation
verified if there is any indication that the book value exceeds
expense on the income statement, dependent upon the useful
the useful value or the net realizable value (impairment test).
life of the leased object and the related interest expense.
Should the book value exceed the net realizable value, the
asset is written down.
All other leasing contracts are classified as operating leases.
In such cases, the leasing installments or the rental payments
Trade receivables and other receivables are recognized at their
are distributed on a straight-line basis over the duration of
nominal values less allowance for doubtful accounts based on the
the leasing contract and shown directly as an expense in the
probable default risk. Non-current receivables are discounted at
income statement.
standard interest rates.
Inventories
Credit balances with financial institutions are recognized at their
Inventories of work in process and finished products, as well
nominal values. Financial liabilities are categorized according
as raw materials and supplies, are valued at their acquisition
to type and intended purpose in line with IAS 39.9. All financial
or manufacturing cost, in accordance with IAS 2. To the extent
liabilities for the Group were classed as other financial liabilities
that acquisition and manufacturing costs of inventories are
as defined by IAS 39.9. They were initially recognized at
Consolidated Financial Statements
recognizes the leased object as an asset in the balance sheet
112
Wacker Neuson SE | Annual Report 2013
acquisition cost, which corresponds to the fair value through
Trade receivables and other assets
profit or loss of the consideration received. Transaction costs
Both trade receivables and other assets are principally valued
are included here. In subsequent years, all liabilities are
at amortized cost. They are, as a rule, valued at nominal value
measured at amortized cost using the effective interest method.
prior to allowances for uncollectable accounts. Provided they
are financial instruments, they are classified in the category
Derivative financial instruments
“loans and receivables”. Allowances are recognized for the full
The Wacker Neuson Group utilized standard financial instruments
amount for those receivables and other current assets for which
such as interest rate swaps/caps and foreign exchange forward
there is a high probability of default. Furthermore, general credit,
contracts exclusively for hedging purposes and to minimize risks.
interest and cash discount risks are recognized.
These kinds of financial instruments are organized centrally and
always have a corresponding underlying transaction.
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand, checks
Derivative financial instruments are utilized to hedge against
and demand deposits. They belong to the category “loans and
interest rate risks and exchange rate risks. The goal of hedging
receivables” and have maturities of three months or less. Cash
activities is to reduce risks arising from variable interest rate
and cash equivalents are recognized at current value, which, for
borrowing and future transactions in foreign currencies. Their
liquid funds, is equivalent to the nominal value in euro.
maturities are termed to match the terms of the corresponding
underlying transactions and range from several months to
Non-current assets held for sale
several years.
Non-current assets or groups of assets and liabilities are treated
in the balance sheet as being held for sale as defined by IFRS 5
Derivative financial instruments are recognized at fair value
if their carrying value is principally realized through a sale
when the contract is entered into and also when the contract
transaction rather than through continued use. Assets classified
is subsequently reevaluated at the respective closing date. The
according to IFRS 5 are valued at the lower of carrying amount
fair values are calculated based on market information available
or fair value less costs to sell. Property, plant and equipment
on the closing date and with the help of recognized actuarial
held for sale is not subject to scheduled depreciation.
principles.
Government subsidies
Recognition of gains and losses from derivative financial
Government subsidies are only recognized if there is reasonable
instruments is subject to the requirements for hedge accounting
assurance that the relevant criteria are fulfilled and the funding
as set forth in IAS 39. Derivative financial instruments are
will be approved. Subsidies are recognized by reducing the
allocated to the assets or liabilities held for trading and
book value of the asset. The subsidy is then recognized as
designated at fair value through profit or loss when first
income through a reduced write-down value over the duration
recognized and also in subsequent fiscal years. Profits and
of the depreciable asset’s useful life.
losses realized through fair value fluctuations are immediately
recognized.
Pensions and similar obligations
Provisions for pensions and similar obligations from defined
Research and development
benefit plans are recognized following the projected unit
Research expenses are recognized in the consolidated income
credit method, taking into consideration future adjustments to
statement in the period in which they are incurred.
remuneration and pension payments in compliance with the
regulations as set forth in IAS 19R. Reevaluations, primarily
Development costs are capitalized, providing the criteria as set
including actuarial gains and losses, are directly recognized
forth in IAS 38.57 onwards are fulfilled.
in the balance sheet and allocated to equity via other income
in the period in which they occur. Reevaluations may not be
moved to the income statement in subsequent periods.
Notes to the Consolidated Financial Statements
Unvested past service costs are recognized in profit or loss at
Other provisions are set up for all recognizable risks as well as for
the earlier of the following points in time:
all contingent liabilities in the amount of the probable occurrence.
JJ
JJ
The time at which the adjustment or curtailment of the plan
Financial liabilities
takes effect
Financial liabilities are recognized at amortized cost by applying
The time at which the Group recognizes any costs related to
the effective interest method and are disclosed under financial
the restructuring
liabilities recognized at amortized cost.
Net interest is determined by applying the discount rate to the
Deferred tax liabilities
balance of the defined benefit plan. The Group recognizes the
Deferred and current tax is calculated in line with IAS 12.
113
following amendments to defined benefit plans in the income
statement depending on the functional scope:
Deferred tax assets and liabilities are recognized for temporary
differences between carrying amounts and corresponding tax
JJ
JJ
JJ
Service costs, including current service costs, unvested
bases, for consolidation transactions recognized in the income
past service costs
statement and for tax loss carry-forwards.
Profits and losses from plan curtailments and extraordinary
plan payments
Deferred tax assets on tax loss carry-forwards are only
Net tax expense or income
recognized if the associated reductions in tax are likely to arise
in the next five years (maximum) and if they will be applicable
Pension obligations in Germany are calculated using the
in subsequent periods. Deferred tax was recognized for loss
demographic tables for 2005 G developed by Prof. Klaus
carry-forwards in the year under review.
Heubeck. Pension obligations abroad are calculated using
accounting principles and parameters specific to the
Deferred tax is calculated at the tax rate of the company in
corresponding country.
question valid or approved at the balance sheet date, which is
Service costs for vested rights to future pension payments
into effect.
result from the changes in the present value of the obligation.
The interest portion of the increase in pension provisions is
Changes to deferred tax in the balance sheet result in deferred
disclosed under financial results. Payments under defined
tax expense or income. If any movements that necessitate
contribution benefit plans are recognized directly as an expense.
a change in deferred tax are charged directly to equity, the
resulting change to deferred tax is also recognized directly in
Other provisions
equity.
Other provisions are recognized in accordance with IAS 37
as a result of a past event, which will probably result in an
Material discretionary decisions, estimates and
assumptions
outflow of resources with economic benefits, and when a
In preparing the Consolidated Financial Statements, it has
reliable estimate of the amount can be made. Other provisions
been necessary to make estimates and assumptions which
are made for all recognizable obligations. Valuation is based
may influence the carrying amounts of assets and liabilities,
on estimations of the expected settlement amount on due
income and expenses as well as contingent liabilities. The
consideration of all business circumstances. Provisions that
following significant estimates and assumptions, together with
are due after more than one year and for which the payment
the uncertainties associated with the accounting and valuation
amounts and due dates can be reliably estimated are measured
methods applied are crucial in understanding the underlying
at discounted present value.
risks of the financial report and the impact these estimates,
when the Group has a present legal or constructive obligation
assumptions and uncertainties could have on the Consolidated
Financial Statements:
Consolidated Financial Statements
likely to be valid when the reversal effects will probably enter
114
Wacker Neuson SE | Annual Report 2013
The value of goodwill, assets with an unlimited useful
life, development costs (at least one impairment test
per year)
Taxes on income and earnings
The company carries out an impairment test on goodwill,
tax assets. The recognized deferred tax assets may be
intangible assets of unlimited useful life and capitalized
reduced if the estimates regarding scheduled tax income and
development costs once a year or more often if there is
the tax benefits realizable through available tax strategies are
indication that an asset has been impaired. This involves
lowered, or should changes to current tax legislation restrict the
making estimates regarding the forecast and discounting of
timeframe or feasibility of future tax benefits. Refer to item 6
future cash flows. In fiscal 2013, no grounds were identified
“Taxes on income” in these Notes for more detailed information.
At each closing date, the Group determines whether the
probability of future tax benefits is sufficient to justify deferred
that would indicate impairment. In December 2012 (previous
year), a write-down in the amount of EUR K 750 was made
Employee benefits
on goodwill attributed to Wacker Neuson GmbH (Austria)/
Pensions and similar obligations are calculated in accordance
BAUMA operations following the annual impairment test. For
with actuarial valuations. These valuations are based on
more information on calculating impairment, the assumptions
a number of factors including statistical values in order to
indicating impairment and the sensitivity of these assumptions,
anticipate future events. These factors include actuarial
please refer to item 10 “Intangible Assets” in these Notes.
assumptions such as the discount rate, expected salary
increases and mortality rates. These actuarial assumptions can
Indications for tangible and intangible asset
­impairment (specific to events or circumstances)
deviate considerably from the actual obligations as a result of
At each closing date, the Group determines whether there are
in the associated future commitment.
changed market and economic conditions, resulting in a change
any grounds to assume that the book value of a tangible asset
or an item under other intangible assets has been impaired.
For more detailed information on this and issues relating to
In fiscal 2012 (previous year), a one-off impairment loss in the
sensitivity, please refer to item 18 “Provisions for pensions and
amount of EUR K 516 was reported on an investment property
similar obligations” in these Notes.
in Tredegar, UK. This non-cash, one-off write-down resulted
from the purchase price allocation (PPA) originally set in
Legal risks
connection with the 2007 merger. It is allocated to the European
Legal risks result from legal action against Wacker Neuson SE
segment. In fiscal 2013, no further grounds were identified
or individual Group members. The outcome of these disputes
that would indicate significant tangible or intangible asset
could have a substantial impact on Group assets, financials and
impairment.
earnings. Company management regularly analyses the current
information available about these cases and builds provisions
Useful lives of tangible assets and other intangible
assets
to cover probable obligations. Assessments are performed by
At the end of each fiscal year, the Group assesses the estimated
need to recognize provisions, company management takes
useful lives of tangible assets and other intangible assets.
sufficient account of the probability of an unfavorable outcome
Company management assumes that the assessments of the
and takes due care to estimate the amount of the obligation
relevant expected useful lives are appropriate. Estimations did
sufficiently reliably.
not need to be adjusted in 2013. For information on useful lives,
please refer to items 8 “Property, Plant and Equipment” to 10
“Intangible Assets” in these Notes.
internal and external lawyers. When reaching a decision on the
Notes to the Consolidated Financial Statements
Explanatory comments on the income
statement
115
3 Personnel expenses
Personnel expenses are composed as follows:
1 Revenue
in € K
Wages and salaries
2013
2012
191,291
178,629
With respect to the presentation and composition of revenue by
Social security contributions
41,036
39,673
geographic regions and by business segments, please refer to
Other personnel costs
13,691
16,569
the section on segment reporting.
Expenses for pensions
Total
4,665
4,042
250,683
238,913
2 Other income
The expenses for pensions include the expense for pension
2012
413
2,468
7,428
6,659
1,905
1,900
361
743
in € K
2013
2012
85
187
Redundancy payments
3,203
3,154
410
136
4
0
3,677
2,979
14,283
15,072
for pensions, which is recognized under financial results.
Proceeds from sale of property,
plant and equipment
Currency gains
Carry-forwards
Recovery of receivables written off
Insurance reimbursements
Gains on foreign-exchange forward
contracts
Other income
Total
Other personnel costs include redundancy payments to the
following extent:
Rental income on investment
properties
benefits without the interest portion of the additions to provisions
2013
The average number of employees broken down according to
fields of activity is as follows for the period under review:
2013
2012
Production
1,576
1,546
benefits, income from the sale of scrap, reimbursements of
Sales and service
1,756
1,680
electricity tax and official orders for payment as well as income
Research and development
341
316
Other items include income from the offsetting of non-cash
from derecognizing liabilities.
Administration
Total
462
416
4,135
3,958
Consolidated Financial Statements
in € K
116
Wacker Neuson SE | Annual Report 2013
4 Other operating expenses
in € K
Exchange losses
6 Taxes on income
2013
2012
11,329
8,182
Expense for taxes on income is composed as follows:
Value adjustments on Wacker
in € K
2013
2012
Neuson GmbH (Austria) /
Current tax expense
24,802
28,063
Deferred tax expense
1,617
-4,928
26,419
23,135
operational company BAUMA
goodwill/brands
0
750
1,112
1,650
Losses on the disposal of ­property,
plant and equipment
Other expenses
Total
320
1,589
12,761
12,171
Total
Reconciliation of calculated tax to actual tax expense:
in € K
For information on the write-down of goodwill attributed to
EBT
Wacker Neuson GmbH (Austria)/BAUMA operations in the
Tax at the applicable rate: 29.11%
2013
2012
87,951
77,838
previous year, please refer to item 10 “Intangible assets” in
(previous year: 28.74%)
25,603
22,371
these Notes.
Variance in Group tax rates
-999
1,085
Taxes from or for prior periods
-904
0
Tax effects of non-deductible
5 Financial result
­expenses and tax-exempt income
a) Financial income
in € K
2013
2012
Interest and similar income
1,851
1,571
47
56
1,898
1,627
Total
-358
156
37
Total
26,419
23,135
In some cases, the items “tax effects of non-deductible expenses
and tax-exempt income” and “Other” may contain expenses and
Income on disposals of financial
assets
2,563
Other
income from a period other than the period under review.
Taxes on income are calculated by applying the Group’s uniform
tax rate of 29.11 percent (previous year: 28.74 percent) to the
b) Financial expense
in € K
Interest and similar expense
profit before tax.
2013
2012
-8,623
-8,541
-22
-111
Unrealized gains and losses
Total
-50
-36
-8,695
-8,688
Interest expenses include expenses for interest resulting from
finance lease contracts in the amount of EUR K 12 (previous
year: EUR K 31).
income tax rate of 15.83 percent and a solidarity surcharge of
5.5 percent. Trade tax is set at a uniform 3.5 percent.
Expenses on disposals of financial
assets
Our tax assessment for the current year is based on a corporate
Notes to the Consolidated Financial Statements
Actual netted income tax receivables at the closing date
Deferred tax recognized in the consolidated balance sheet
amounted to EUR K 4,363 (previous year: EUR K 3,080).
arises from deferred tax recognized in the balance sheets
117
of individual Group companies. Deferred tax assets and
Deferred tax assets and liabilities are allocated to the following
liabilities were netted at the level of the individual company as
balance sheet items:
appropriate. This netting is accounted for in the above table by
the positive amounts under the heading deferred tax liabilities.
2013
2012
Valuation differences: assets
13,893
12,412
receivable was recognized in the balance sheet amount to
Valuation differences: inventories
12,397
17,273
EUR K 13,669 (previous year: EUR K 13,404).
2,315
0
provisions for pensions
927
946
year: EUR K 1,234) are allocable to individual companies which
Valuation differences: liabilities
546
618
incurred losses in the current or prior reporting period. The reason
Valuation differences: receivables
443
457
for the capitalization lies in the improved earnings situation in
Other
-236
0
Total
30,285
31,706
Deferred tax assets
Loss carry-forwards
Unused tax loss carry-forwards for which no deferred tax
With respect to deferred tax assets, EUR K 1,553 (previous
Valuation differences:
EUR K 3,247 were recognized directly in equity (previous year:
Recognition and valuation
-27,400
-25,542
-13,795
-15,115
Valuation differences:
tangible assets
Netted deferred tax assets
EUR K 2,935). The remaining deferred tax was recognized in the
income statement.
7 Earnings per share
and liabilities
Valuation differences:
provisions for pensions
in deferred tax receivables amounts to EUR K 865.
Deferred taxes from pension obligations in the amount of
Deferred tax liabilities
­differences: intangible assets
subsequent years. The deferred tax expense as a result of a drop
4,689
4,406
Loss carry-forwards
877
776
Valuation differences: inventories
611
315
Other
1,894
1,687
Total
-33,124
-33,473
in € K
2013
2012
61,167
54,131
70,140
70,140
Earnings of the current year attributable to shareholders in € K
Weighted average number of shares
outstanding during current period
Undiluted earnings per share in €
0.87
0.77
Diluted earnings per share in €
0.87
0.77
According to IAS 33, earnings per share are calculated by dividing
the total profit/loss for the year attributable to Wacker Neuson SE
shareholders by the weighted average number of shares issued.
This amount is entirely allocated to continuing operations.
There was no share dilution effect in the reporting period shown.
Consolidated Financial Statements
in € K
118
Wacker Neuson SE | Annual Report 2013
Explanatory comments on the balance sheet
8
Property, plant and equipment
Payments
Office and
on account/
Land and
Machinery and
other equip-
Assets under
buildings
equipment
ment
construction­
Total
Balance at January 1, 2013
299,686
241,683
83,406
2,306
627,081
Exchange rate differences
in € K
Acquisition costs
-4,980
-3,478
-1,471
-37
-9,966
Additions
2,377
56,453
9,081
1,457
69,368
Disposals
-561
-45,780
-6,421
-76
-52,838
Transfers
Balance at December 31, 2013
604
591
67
-1,262
0
297,126
249,469
84,662
2,388
633,645
63,393
127,599
50,014
0
241,006
Accumulated depreciation
Balance at January 1, 2013
-962
-1,995
-868
0
-3,825
Additions
Exchange rate differences
7,864
31,875
9,897
0
49,636
Disposals
-449
-33,378
-5,729
0
-39,556
Transfers
Balance at December 31, 2013
0
1
-1
0
0
69,846
124,102
53,313
0
247,261
Book value at December 31, 2012
236,293
114,084
33,392
2,306
386,075
Book value at December 31, 2013
227,280
125,367
31,349
2,388
386,384
1–50
1–20
1–27
Useful life in years
Payments
in € K
Office and
on account/
Land and
Machinery and
other equip-
Assets under
buildings
equipment
ment
construction
Total
251,643
219,480
73,591
45,371
590,085
Acquisition costs
Balance at January 1, 2012
Exchange rate differences
54
146
41
-28
213
138
1,815
550
1,085
3,588
Additions
8,735
51,351
15,135
18,724
93,945
Disposals
-11,906
-40,187
-7,640
-118
-59,851
Transfers
51,022
9,078
1,729
-62,728
-899
299,686
241,683
83,406
2,306
627,081
Balance at January 1, 2012
61,893
131,634
47,628
0
241,155
Exchange rate differences
-177
-245
-2
0
-424
Additions
7,759
29,160
9,400
0
46,319
Disposals
-5,431
-33,088
-6,875
0
-45,394
Transfers
-651
138
-137
0
-650
63,393
127,599
50,014
0
241,006
Book value at December 31, 2011
189,750
87,846
25,963
45,371
348,930
Book value at December 31, 2012
236,293
114,084
33,392
2,306
386,075
1–50
1–20
1–27
Change in consolidation structure
Balance at December 31, 2012
Accumulated depreciation
Balance at December 31, 2012
Useful life in years
Notes to the Consolidated Financial Statements
Amounts recognized for land and buildings as well as for
The profit derived from investment properties is shown in the
office and other equipment include the book values of finance
table below:
119
lease contracts. For further information on this, please refer to
item 25 “Other financial liabilities” in these Notes. Machinery
and equipment includes rental equipment.
in € K
2013
Rental income
2012
1,905
1,900
Depreciation and amortization
-712
-1,032
Total write-downs on property, plant and equipment,
Other expenses
-197
-288
investment property and intangible assets reported in the
Total
996
580
Group income statement amounted to EUR K 57,898 (previous
year: EUR K 55,845). EUR K 38,360 of this is attributable
to manufacturing costs, EUR K 6,463 to selling expenses,
The depreciation and amortization item includes a one-off
EUR K 3,901 to research and development costs and
write-down on real estate in the UK, in the amount of EUR K 235
EUR K 9,174 to general administrative costs.
(previous year: EUR K 516). Depreciation and amortization is
allocated to the European segment.
9
Investment properties
Investment properties include the land and buildings listed
below, which have all been rented to third parties or are
The table below shows the development of investment
intended to be rented to third parties. The reported depreciation
properties held during the years 2012 and 2013:
methods and useful lives only affect the buildings listed.
in € K
2013
2012
31,649
30,502
179
169
Exchange rate differences
Additions
72
0
Disposals
-2,364
0
Transfers
0
978
29,536
31,649
Balance at December 31
Balance at January 1
10,983
9,225
Exchange rate differences
141
75
Additions
712
1,032
Disposals
-776
0
Transfers
Balance at December 31
0
651
11,060
10,983
Book value on January 1
20,666
21,277
Book value on December 31
18,476
20,666
Property
Book value in € K
Fair value in € K
Germany
15,769
23,400
124
170
Gutmadingen
UK
Spain
South Africa
hierarchy level 3):
The fair values of properties were determined by surveyors
using the German income approach and discounted cash flow
methods. These evaluations are based on standard land values,
standard market rents, estimated running costs and estimated
residual useful lives. The fair values of properties in the UK
Accumulated depreciation
Überlingen
investment properties are as follows (measuring fair value;
and South Africa were determined by comparing against local
market pricing, which involved asking local real estate agents
about the square meter pricing of properties comparable in
terms of location, the transport infrastructure and substance.
Calculation method
Depreciation method
Useful life
Discounted cash flow
linear
33 years
1,412
5,250
Survey/German income approach
linear
33 years
14,233
17,980
Survey/German income approach
linear
33–50 years
2,399
2,399
Estate agent pricing
–
–
277
294
Survey/German income approach
linear
50 years
31
247
Estate agent pricing
–
–
Consolidated Financial Statements
Balance at January 1
Dortmund
The evaluation methods applied are listed in the table below.
The key, non-observable input parameters used to evaluate
Acquisition costs
120
Wacker Neuson SE | Annual Report 2013
10 Intangible assets
Intangible assets created internally refer to capitalized
development costs.
a) Goodwill
The down-payments effected relate primarily to development
Goodwill developed as follows:
costs for projects not yet completed at the closing date.
in € K
As at January 1
2013
2012
236,603
237,509
Impairment
0
-750
-344
-156
236,259
236,603
Foreign currency fluctuations
As at December 31
Capitalized borrowing costs only had a minor impact in 2013.
c) Impairment of goodwill and intangible assets with
an unlimited useful life
The goodwill and indefinite-lived “Weidemann” and “Neuson”
brands obtained through mergers are allocated for impairment
In the previous year, goodwill attributed to Wacker Neuson
testing to the following cash-generating units within the
GmbH (Austria)/BAUMA operations was written down in the full
Americas or Europe segments:
amount of EUR K 750.
b) Other intangible assets
see fig. on p. 121
The expected residual useful lives and residual book values of
JJ
Weidemann GmbH (Germany)
JJ
Wacker Neuson Production Americas LLC (USA)
JJ
Wacker Neuson Beteiligungs GmbH (subgroup/Austria)
The pro-rata book values break down as follows:
other intangible assets are as follows:
in € K
in € K
Brands
Customer base
Technologies
Total
Book value
Book value
on Dec. 31,
on Dec. 31,
2013
2012
Useful life
64,838
64,838
indefinite
1,631
1,847
5 years
66
2,627
max. 1 year
66,535
69,312
Dec. 31, 2013
Dec. 31, 2012
7,579
7,923
24,232
24,232
22,000
22,000
204,448
204,448
Wacker Neuson
Production Americas LLC
Book value of goodwill
Weidemann GmbH
Book value of goodwill
Book value of the
indefinite-lived brand
Wacker Neuson
Beteiligungs GmbH
Furthermore, other intangible assets include EUR K 22,000 for
Book value of goodwill
the brand name “Weidemann” resulting from the acquisition of
Book value of the
Weidemann GmbH in 2005. Due to the strong market position
indefinite-lived brand
of Weidemann GmbH, the brand name and trademark are
Book value of goodwill
considered to have an indefinite useful life.
Book value of the
indefinite-lived brand
EUR K 42,838 was recognized for the brand name in
connection with the merger with the Neuson Kramer Group.
This is also considered to have an indefinite useful life due to
the company’s strong market position. Wacker Neuson SE does
not own the “Neuson” logo. This is owned by the PIN Private
Trust (PIN Privatstiftung), which is part of the group founded
by the Chairman of the Supervisory Board, Hans Neunteufel.
Subject to certain guidelines, however, the company has an
exclusive, irrevocable and unlimited license to use this brand in
conjunction with the name “Wacker”.
42,838
42,838
236,259
236,603
64,838
64,838
Notes to the Consolidated Financial Statements
121
b) Other intangible assets
Internally
Licenses and
Other intangible
produced
Payments on
similar rights
assets
intangible assets
account
Total
Balance at January 1, 2013
24,277
101,985
24,696
3,065
154,023
Exchange rate differences
-306
-224
-431
-35
-996
in € K
Acquisition costs
Additions
3,021
315
9,653
1,978
14,967
Disposals
-823
-28,300
-2,253
-115
-31,491
Transfers
897
0
328
-1,225
0
27,066
73,776
31,993
3,668
136,503
Balance at January 1, 2013
12,024
32,673
6,148
0
50,845
Exchange rate differences
-115
-157
-81
0
-353
Balance at December 31, 2013
Additions
2,342
3,024
2,899
0
8,265
Disposals
-512
-28,299
-1,950
0
-30,761
Transfers
2
0
0
0
2
13,741
7,241
7,016
0
27,998
Balance at December 31, 2013
Book value at December 31, 2012
12,253
69,312
18,548
3,065
103,178
Book value at December 31, 2013
13,325
66,535
24,977
3,668
108,505
3–8
1–7
6
–
Licenses and
Other intangible
produced
Payments on
similar rights
assets
intangible assets
account
Total
Balance at January 1, 2012
25,156
101,991
17,653
2,922
147,722
Exchange rate differences
-175
-101
-76
-44
-396
70
0
0
0
70
Additions
1,504
75
6,542
1,964
10,085
Disposals
-2,393
0
-302
-683
-3,378
Transfers
115
20
879
-1,094
-80
24,277
101,985
24,696
3,065
154,023
Balance at January 1, 2012
12,448
28,658
3,823
Exchange rate differences
-111
-64
-26
0
-201
Additions
2,124
3,986
2,384
0
8,494
Disposals
-2,343
0
-33
0
-2,376
Transfers
-94
93
0
0
-1
Balance at December 31, 2012
12,024
32,673
6,148
0
50,845
Book value at December 31, 2011
12,708
73,333
13,830
2,922
102,793
Book value at December 31, 2012
12,253
69,312
18,548
3,065
103,178
3–8
1–7
6
–
Useful life in years
Internally
in € K
Acquisition costs
Change in consolidation structure
Balance at December 31, 2012
Accumulated depreciation
Useful life in years
44,929
Consolidated Financial Statements
Accumulated depreciation
122
Wacker Neuson SE | Annual Report 2013
With the exception of the year when they were first recognized
test, it is assumed that the entire distributable cash flow is
in the balance sheet, the carrying amounts of goodwill and
paid out each fiscal year. Distributable cash flow refers to free
indefinite-lived brands are verified during the annual impairment
cash flow after interest payments, tax effects from borrowings
test or subjected to an additional impairment test if there are
and changes in borrowings. Care is taken to ensure that the
indications of asset impairment. For this purpose, the book
cash flow distribution does not reduce the share capital. For
value is compared with the “fair value less cost to sell”. The
the period from 2017 to 2023, management anticipates results
“fair value less cost to sell” is determined using the discounted
and growth rates that more strongly align with past values.
cash flow method. Future cash flows are discounted to the
Various scenarios with annual revenue growth of between 5
respective balance sheet date. Value is impaired if “fair value
and 10 percent from 2017 to 2023 were created for the three
less cost to sell” is lower than the book value. No indications of
cash-generating units Weidemann GmbH, Wacker Neuson
value impairments have been identified in the current fiscal year.
Production Americas LLC and Wacker Neuson Beteiligungs
In the previous year, impairment was recognized on goodwill
GmbH (subgroup/Austria). A negative scenario with revenue
attributable to Wacker Neuson GmbH (Austria)/BAUMA
growth of just two percent as of 2017 was also calculated for
operations, which did not develop in line with expectations at
the three cash-generating units. In addition to revenue growth,
the time of purchase. The book value of this cash-generating
upper EBIT limits were also defined as restricting criteria for
unit exceeded the “fair value less cost to sell”. This resulted in
the cash-generating units. None of the scenarios resulted
a write-down on indefinite-lived intangible assets in the amount
in impairment.
of EUR K 750. This was entirely attributable to goodwill. The
value impairment was allocated to the European segment and
Discount rates: These reflect the management’s assessment of
recognized under “Other operating expenses”.
the risks associated with cash-generating units. This calculation
includes a risk-free and risk-weighted rate. A weighted average
The calculation of “fair value less cost to sell” is based on
cost of capital (WACC) after tax at a uniform rate of 9.24
assumptions, which in turn are dependent on the following
percent (previous year: 10.01 percent) was applied.
uncertain estimates:
Price increases of raw materials: Actual past price fluctuations
are used as indicators for estimating future price developments.
JJ
Free cash flow
JJ
Discount rates
JJ
Price increases for raw materials and supplies
Growth rate estimates: Management and affiliates estimate
JJ
Underlying growth rates for cash-flow predictions outside of
growth rates based on local market dynamics. As in the
the budget period
previous year, a growth rate of 1 percent was projected for
perpetual annuity.
Free cash flow – free cash flow is calculated based on a
detailed planning phase from 2014 to 2023. Growth rates are
Sensitivity of assumptions: These calculations did not reveal a
determined for the first three budget years (up to 2016) based
need to recognize impairment for any of the cash-generating
on market conditions. Adjustments were made based on
units even if no growth rate had been applied in perpetual
distribution plans. When performing the goodwill impairment
annuity or if WACC had been set 1 percent higher.
Notes to the Consolidated Financial Statements
11 Other non-current assets
13 Trade receivables
Other non-current assets are composed of the following
Trade receivables have the following components:
123
components:
in € K
in € K
Dec. 31, 2013
Dec. 31, 2012
Non-current trade receivables
6,838
4,614
Less allowance for doubtful
Investment securities
2,206
3,449
­accounts
25
181
1,388
1,679
10,457
9,923
1,681
2,056
12,138
11,979
Loans
Trade receivables at nominal value
Total
Dec. 31, 2013
Dec. 31, 2012
171,297
154,861
-7,344
-7,023
163,953
147,838
Misc. other non-current financial
assets
As of December 31, 2013, trade receivables (at nominal value)
were broken down as follows:
Other non-current financial
assets
in € K
Other non-current non-financial
assets
Total
Trade receivables
2013
2012
171,297
154,861
162,537
144,651
4,967
4,404
2,670
4,535
1,123
1,271
Nominal value of trade receivables
written down or not due
Overdue at nominal value but not
12 Inventories
written down < 30 days
Overdue at nominal value but not
Dec. 31, 2013
Dec. 31, 2012
Raw materials and supplies
79,683
107,503
Works in progress
13,604
14,914
Finished goods
240,525
237,704
Total
333,812
360,121
An expense of EUR K 756,281 (previous year: EUR K 720,960)
written down 30 – 90 days
Overdue at nominal value but not
written down > 90 days
Allowance for doubtful accounts developed as follows:
in € K
2013
2012
Balance at January 1
7,023
7,667
was recorded under acquisition and manufacturing costs for
Exchange rate differences
inventories.
Additions
-264
86
2,390
1,035
Additions from changes to the
Of the reported inventories, EUR K 40,253 (previous year:
consolidation structure
EUR K 62,322) is recognized at net realizable value. Write-downs
Amount used for write-offs
on inventories recognized as an expense amount to EUR K 2,772
Reversals
in the reporting period (previous year: EUR K 3,054). Write-ups on
inventories recognized as income amount to EUR K 3,792 in the
Balance at December 31
0
22
-779
-538
-1,026
-1,249
7,344
7,023
reporting period (previous year: EUR K 2,360).
Trade receivables are derived from trading with a large number
Similar to 2012, no inventories were pledged as collateral for
of companies from different industries and regions. Regular
liabilities during the period under review.
credit checks verify the financial stability of receivables.
Allowances for doubtful accounts are made where necessary.
The fair value is a reasonable approximation of the book value
since all receivables are due within less than one year. At
December 31, 2013, transfers of financial assets that have not
been derecognized amounted to EUR K 5,412. This specifically
refers to trade receivables that have been sold, but for which the
Group continues to bear the risk of customer default and has
therefore not derecognized. Payables were recognized in the
same amount.
Consolidated Financial Statements
in € K
124
Wacker Neuson SE | Annual Report 2013
16 Non-current assets held for sale
14 Other current assets
in € K
Dec. 31, 2013
Dec. 31, 2012
320
616
82
253
Derivatives
4
0
Receivables from public authorities
0
688
Misc. other current financial assets
1,685
1,561
in Leonding, Austria, which were disclosed under “Non-current
Other current financial assets
2,091
3,118
assets held for sale” at December 31, 2012, were sold to a
Advance payments
4,978
6,710
Sales tax
4,207
6,272
173
171
940
541
assets
10,298
13,694
Total
12,389
16,812
Receivables from customers
Interest receivables
Advances to employees
Misc. other current non-financial
assets
Other current non-financial
in € K
Non-current assets held for sale
Dec. 31, 2013
Dec. 31, 2012
0
6,045
The fixtures on third-party property or in third-party buildings
related party at book value during the first half of 2013.
17 Total equity
As in the previous year, subscribed capital amounted to
EUR K 70,140 and is divided into 70,140,000 individual no-parvalue registered shares, each representing a proportionate
amount of the share capital of EUR 1.00. The share capital was
fully paid in at the closing date of the Consolidated Financial
The fair value is a reasonable approximation of the book value
Statements.
since all items have a maturity of less than one year.
Other reserves are as follows:
15 Cash and cash equivalents
in € K
in € K
Dec. 31, 2013
Dec. 31, 2012
12,396
15,365
Bank balances
3,003
3,341
Cash deposits
134
161
15,533
18,867
Petty cash
Total
Dec. 31, 2013
Dec. 31, 2012
Capital reserves
618,661
618,661
Exchange rate differences
-33,888
-15,280
Other changes without effect
Total
-8,177
-7,483
576,596
595,898
The capital reserves primarily result from share premiums in
connection with the IPO and the merger with Wacker Neuson
Cash on hand and bank balances in foreign currencies are
Beteiligungs GmbH (formerly Neuson Kramer Baumaschinen AG).
converted at the spot rates.
The reserve for exchange differences includes gains and losses
Interest accrues at variable rates on the daily cash balances
from translating the annual financial statements of consolidated
held with banks. Depending on the company’s liquidity
affiliates that are prepared in foreign currencies according to the
requirements, short-term, term accounts running from one day
concept of the functional currency. This figure is recorded under
to three months are set up. The term money yielded interest at
equity and does not have an impact on the financial result.
the agreed prevailing rates.
Other neutral changes include reserves for the recognition of
Positive bank balances in the amount of EUR K 32,528
gains and losses from reevaluations of pensions and similar
(including cash pool current account balances) (previous year:
obligations, primarily actuarial gains and losses.
EUR K 42,537) were netted against cash pool current account
liabilities amounting to EUR K 20,132 (previous year: EUR
The company did not hold any treasury shares at December 31,
K 27,172), as a net balance (offset option) was agreed with the
2013, nor at any point during the 2013 fiscal year or the
cash pool bank. Current account balances at December 31,
previous year.
2013, after netting, amounted to EUR K 12,396 (previous year:
EUR K 15,365).
Notes to the Consolidated Financial Statements
18
Retained earnings developed as follows:
in € K
Dec. 31, 2013
Dec. 31, 2012
Provisions for pensions and similar obligations
in € K
248,620
229,886
Provisions for pension obligations
Dividends for respective fiscal year
-21,042
-35,070
Provisions for other obligations to
Change in consolidation structure
0
-327
Balance at January 1
Consolidated earnings
61,167
54,131
Balance at December 31
288,745
248,620
125
employees
Total
Dec. 31, 2013
Dec. 31, 2012
35,264
34,155
351
1,669
35,615
35,824
Within the Group, there are different types of retirement benefit
In 2013, the Group paid out EUR K 21,042 in dividends
schemes worldwide for old age and surviving dependents’
(EUR 0.30 per share). In 2012, it paid out EUR K 35,070 in
pensions. Most of the schemes provide for the payment of fixed
dividends (EUR 0.50 per share). The proposed dividend payout
lump-sum amounts. The others are defined retirement plans
for fiscal 2013 is EUR 0.40 per share. Proposed dividend
with a pension paid from retirement until death. The amounts to
payouts for no-par-value shares that require AGM approval
be paid are based on the respective employee’s ranking (both
were not recognized as a liability at December 31. Refer to the
with respect to salary as well as hierarchy) as well as her/his
statement of changes in equity for further details on equity.
years of service to the company.
JJ
Authorized Capital 2012 I
At the parent company, pension commitments due to enter into
On May 22, 2012 at the AGM, the Executive Board was
effect as of retirement age also exist vis-à-vis Executive Board
authorized to increase the company’s share capital by May 21,
members as well as former executives and Executive Board
2017, subject to the approval of the Supervisory Board, by
members.
contributions and/or contributions in kind, in full or in partial
For the remaining domestic and foreign companies, the
amounts, on one or several occasions, however at the most
schemes partly provide for a lump-sum payment which is based
by a maximum of EUR 17,535,000.00 (in words: seventeen
on the salary at retirement age multiplied by a factor based
million five hundred and thirty-five thousand euros) (Authorized
on years of service with the company, and partly for pension
Capital 2012 I).
payments from retirement until death based on earnings for
employees who fulfill the time-of-service requirements, which
JJ
Rights, preferential rights and restrictions on shares
differ from country to country.
There are pool agreements between some shareholders and
companies of the Wacker family on the one hand, and companies
The defined benefit plans are partly financed by liability
and shareholders of the Neunteufel family on the other, which
insurance. There are also pension commitments that are not
essentially regulate the exercise of voting and petition rights at
financed by liability insurance or funds, where the Group
the AGM and restrict the transfer of shares. A pool agreement
pledges to make future payments when the pension payouts
also exists between a shareholder of the Neunteufel family and
are due. This primarily refers to pension commitments governed
Mr. Martin Lehner that permits the Neunteufel shareholder to
by the legal framework of individual countries (adjustments to
exercise the voting rights attributable to the Mr. Lehner’s shares.
pensions, for example).
For detailed information, please refer to the Management Report
“Restrictions affecting voting rights or the transfer of shares”.
Foreign affiliates also have defined contribution plans. In such
cases, the individual company makes contributions to the
respective pension insurance schemes either because of legal
requirements or contracted agreements. There is no further
obligation for the company beyond these payments. The
periodic contributions are recognized as an expense under
profit before interest and tax (EBIT) in the respective year.
Consolidated Financial Statements
issuing up to 17,535,000 new, registered shares against cash
126
Wacker Neuson SE | Annual Report 2013
The actuarial valuation is based on the following assumptions:
The changes in the present value of pension obligations and of
plan assets are as follows:
in
2013
2012
in € K
Actuarial assumptions1
Discount rate
%
3.51
3.48
Salary trends
%
0.39
0.41
Pension trends
%
1.97
1.94
%
3.51
3.48
Expected return on plan
assets
Healthcare cost trends
%
Retirement age
Years
1
4.50
4.5
64
63
2013
2012
42,440
36,584
766
981
1,444
1,557
-206
539
Changes in the present value of
pension obligations
Balance at January 1
Current service costs
Interest expense
New valuations:
Actuarial gains/losses
- from changes to demographic
Weighted average of the individual benefit schemes.
assumptions
- from changes to financial
Pension obligations are distributed as follows:
in € K
assumptions
2013
2012
funded
19,777
17,662
Fair value of plan assets
-8,014
-6,746
11,763
10,916
not funded
23,852
24,778
Shortfall in all pension obligations
35,615
35,694
0
130
35,615
35,824
Fair value of pension obligations,
Shortfall in pension obligations,
funded
Fair value of pension obligations,
Pension obligations
4,452
947
-88
Changes in exchange rate
-173
-20
-1,762
-1,549
154
-16
43,629
42,440
2013
2012
Paid benefits
Past service cost
Balance at December 31
in € K
Plans with surplus/minimum funding
requirement
19
Experience adjustments
Changes in fair value of plan
assets
Balance at January 1
6,747
5,898
Interest income
266
261
Changes in exchange rate
-72
8
-179
106
New valuations:
in € K
2013
2012
Provisions for pension plans,
not funded
Experience adjustments
Employer’s contributions
23,852
24,778
fully or partly funded
19,777
17,662
Total
43,629
42,440
Provisions for pension plans,
Payouts
Balance at December 31
in € K
1,412
595
-160
-121
8,014
6,747
2013
2012
35,615
35,693
Other
0
94
Plan surplus
0
37
35,615
35,824
Financing status
Accruals for pensions
at December 31
Notes to the Consolidated Financial Statements
Plan assets include pension liability insurance where future
in € K
payments are pledged in favor of the entitled recipient. Pension
Due in 2014
1,757
liability insurance schemes are not listed on an active market.
Due in 2015
1,876
The fair value of plan assets amounts to EUR K 8,014 (previous
Due in 2016
1,998
year: EUR K 6,747).
Due in 2017
2,144
Due in 2018
2,275
127
The average term of a defined benefit obligation was 14.4 years
at the close of the reporting period (previous year: 13.4 years).
The following overview shows the sensitivity of key actuarial
The investment strategy for plan assets is designed to achieve a
assumptions:
sufficient return on investment in connection with contributions
to enable the company to manage the financing risk from
pension obligations appropriately. The actual contributions
may differ from the investment strategy as a result of changing
economic conditions.
Pension expenses are as follows:
2013
2012
766
981
obligations
1,444
1,557
Net interest
-266
-261
154
-16
Current service costs
on para­
in %
Sensitivity
meters
meters
Discount rate
3.51
+/- 1.00%
-5,812
6,776
Salary trends
0.39
+/- 0.50%
129
-42
Pension trends
1.97
+/- 0.50%
2,541
-2,257
obligations would develop if the individual actuarial assumptions
changed. The sensitivity is only determined following the
projected unit credit method. This involves determining and
displaying the impact of a change to individual actuarial
Pension expense from defined
benefit plans
on para­
in € K
The sensitivity analysis shows how the value of pension
Interest expense for pension
Past service cost
Decrease
in valuati-
2,098
2,261
616
635
pension insurance schemes
14,587
12,984
Total pension expense
17,301
15,880
assumptions, while all other assumptions remain unchanged.
Pension expense from defined
contribution plans
The following risks arise for the Group from pension
commitments:
Total contributions to statutory
JJ
A reduction in the discount rate results in a rise in pension
obligations.
JJ
Interest expense ensuing from pension obligations is recognized
An increase in life expectancy results in a rise in pension
obligations.
in the financial result. The remaining pension expense is part of
personnel costs shown in the appropriate functional line of the
The following actual return on plan assets was recognized for
income statement.
fiscal years 2013 and 2012:
The valuation date for the current value of plan assets and the
in € K
present value of obligations is December 31 for each year. The
Actual return on plan assets
2013
2012
81
368
base value for the calculation of unaccrued interest concerning
pension obligations is the present value of obligations as of
January 1. The base value for the anticipated return on plan
The following table shows the effects of a one percentage point
assets is the current value as per January 1. Transfers during
increase or reduction in healthcare costs:
the year are accounted for on a pro-rata basis.
in € K
The contributions expected to be made to German plan assets
in 2014 amount to EUR K 1,513 (previous year: EUR K 1,299).
for the next five years:
Reversals
198
-162
176
-145
Effect on the present value of
­pension obligations
The following overview shows the projected pension pay-outs
Additions
2013
2012
Effect on the present value of
­pension obligations
Consolidated Financial Statements
in € K
Increase
in valuati-
128
Wacker Neuson SE | Annual Report 2013
The present value of obligations as well as pension pay-outs
and reevaluations are distributed as follows across pension
obligations and healthcare contributions:
in € K
2013
2012
34,235
34,457
1,380
1,367
35,615
35,824
766
867
0
114
766
981
953
4,659
Provisions for pensions recorded
in the balance sheet
Pension obligations
Healthcare
Total
Pension expenses listed under
EBIT
Pension obligations
Healthcare
Total
New valuations
Pension obligations
Healthcare
Total
-8
138
945
4,797
The following information applies to the period 2009 through 2013:
Dec. 31,
Dec. 31,
Dec. 31,
Dec. 31,
2013
2012
2011
2010
2009
43,629
42,440
36,584
36,826
30,158
in € K
Present value of performance-oriented obligations
Fair value of the plan assets
Shortfall in pension obligations
Dec. 31,
8,014
6,747
5,898
5,301
4,847
35,615
35,693
30,686
31,525
25,311
947
-88
575
276
194
-179
106
494
-188
-62
Experience adjustments
of plan liabilities
of plan assets
19 Other provisions
The provisions are as follows:
Balance
in € K
Balance
Jan. 1, 2013
Currency
Utilization
Additions
Reversals
Dec. 31, 2013
Warranties
8,971
-185
3,301
3,457
630
8,312
Obligations towards employees
4,766
-96
1,793
3,630
169
6,338
454
-3
423
464
28
464
Provisions
Professional fees
Litigation costs
Other provisions
Total
471
-9
112
139
138
351
1,175
-26
733
1,262
312
1,366
15,837
-319
6,362
8,952
1,277
16,831
Notes to the Consolidated Financial Statements
Balance
in € K
129
Balance
Jan. 1, 2012
Currency
Utilization
Additions
Reversals
Dec. 31, 2012
11,825
-56
6,475
4,426
749
8,971
4,766
Provisions
Warranties
5,885
-4
3,068
2,049
96
Professional fees
Obligations towards employees
313
-1
226
472
104
454
Litigation costs
591
-8
260
260
112
471
Other provisions
Total
696
-18
499
1,123
127
1,175
19,310
-87
10,528
8,330
1,188
15,837
The due dates of the above provisions are distributed as follows:
in € K
Short-term (< 1 year)
Long-term (> 1 year)
Balance Dec. 31, 2013
Warranties
7,637
675
8,312
Obligations towards employees
6,338
3,648
2,690
Professional fees
464
0
464
Litigation costs
136
215
351
1,063
303
1,366
Total
Other provisions
12,948
3,883
16,831
in € K
Short-term (< 1 year)
Long-term (> 1 year)
Balance Dec. 31, 2012
Provisions
Warranties
8,422
549
8,971
Obligations towards employees
3,146
1,620
4,766
454
0
454
Professional fees
Litigation costs
57
414
471
Other provisions
725
450
1,175
12,804
3,033
15,837
Total
The increase in discounts for non-current provisions from
of acquiring the securities amounts to EUR K 2,286 (previous
December 31, 2012 through December 31, 2013 amounted to
year: EUR K 129) and the fair value at December 31, 2013 was
EUR K 50 (previous year: EUR K 41) for obligations towards
EUR K 2,448 (previous year: EUR K 135), of which EUR K 2,448
employees based on the applicable assessment basis.
is offset (previous year: EUR K 135).
Group obligations from employee work accounts are offset
The Group has not created any environmental provisions.
against securities classified as assets, which are created in
order to secure these claims. Obligations from work accounts
Other provisions include restructuring costs and default risks in
amount to EUR K 2,448 (previous year: EUR K 135). The cost
conjunction with financing options for dealers.
Consolidated Financial Statements
Provisions
130
Wacker Neuson SE | Annual Report 2013
20 Financial liabilities
Financial liabilities comprise the amounts recognized under
the balance sheet items long-term financial borrowings
EUR K 130,594 (previous year: EUR K 134,807); short-term
borrowings from banks EUR K 61,698 (previous year: EUR
K 97,853); and current portion of long-term financial
borrowings EUR K 428 (EUR K 437).
The following table shows the remaining contractual periods of
the financial liabilities at December 31, 2013 together with the
estimated interest payments. These are undiscounted gross
amounts which include the estimated interest payments.
in € K
Dec. 31, 2013
Up to 1 year
1 to 5 years
Over 5 years
73,944
62,465
9,446
2,033
136,986
3,797
102,203
30,986
200
101
99
0
Total
211,130
66,363
111,748
33,019
in € K
Over 5 years
Borrowings from banks
Schuldschein loan agreements
Liabilities from finance leases
Dec. 31, 2012
Up to 1 year
1 to 5 years
Borrowings from banks
114,884
98,743
13,693
2,448
Schuldschein loan agreements
140,671
3,797
104,812
32,062
Liabilities from finance leases
Total
331
129
202
0
255,886
102,669
118,707
34,510
Borrowings from banks
Borrowings from banks include the following items:
Dec. 31, 2013
Interest rate
Borrowings from banks
in € K
Interest rate as a percentage
type
Due dates
Long-term loan
3,883
6.00
fixed
> 1 year in annuities by 2017
Subtotal on fixed interest rate loans
3,883
Loan to purchase a tract of land
6,666
6 mo. Euribor + 1.85
variable
January 1, 2016
Money market loans in EUR
1,676
0.1– 3.9
variable
< 1 year
Money market loans in EUR
44,788
Euribor + (0.80–0.99)
variable
< 1 year
Money market loans in USD
195
1.42
variable
< 1 year
Money market loans in PLN
9,629
3.30
variable
< 1 year
Loans in Brazilian reals
1,912
13.60
variable
EUR K 1,912 < 1 year
Loans in Brazilian reals
668
13.60
variable
EUR K 668 > 1 year
Loans in Chilean pesos
3,500
8.52
variable
< 1 year
Subtotal on variable interest rate loans
69,034
Total
72,917
Notes to the Consolidated Financial Statements
Dec. 31, 2012
Interest rate
Borrowings from banks
in € K
Interest rate as a percentage
type
Due dates
Long-term loan
4,191
6.00
fixed
> 1 year in annuities by 2017
Subtotal on fixed interest rate loans
131
4,191
Loan to purchase a tract of land
10,000
6 mo. Euribor + 1.85
variable
January 1, 2016
Money market loans in EUR
74,789
Euribor + (0.80–0.95)
variable
< 1 year
Money market loans in USD
15,158
1.42
variable
< 1 year
Loans in Brazilian reals
3,903
8.30
variable
EUR K 3,903 < 1 year
Loans in Brazilian reals
1,230
8.30
variable
EUR K 1,230 > 1 year
Loans in Chilean pesos
3,877
7.56–8.40
variable
< 1 year
Can be terminated each year
126
Subtotal on variable interest rate loans
109,083
Total
113,274
2.00
variable
on March 31
Refer to item 30 “Risk management” in these Notes for
in € K
information on the sensitivity of interest risks associated with
First credit line EUR (Euribor + 0.85%)
variable-interest borrowings.
Second credit line EUR/USD (3 mo. Euribor + 0.80%/
2012
26,314
USD Libor + 1%)
33,897
The following table lists the credit lines that have been
Third credit line USD
18,190
confirmed in writing but were not utilized by Wacker Neuson SE:
Fourth credit line EUR
44,968
Fifth credit line EUR
10,000
Sixth credit line EUR
20,000
in € K
First credit line EUR (Euribor + 0.85%)
2013
25,440
Second credit line EUR/USD (3 mo. Euribor + 0.80%/
USD Libor + 1%)
25,153
Third credit line USD
17,048
Fourth credit line USD
14,502
Fifth credit line EUR
30,371
Sixth credit line EUR
308
Seventh credit line EUR
15,000
Eighth credit line EUR
44,940
Ninth credit line EUR
25,000
Tenth credit line EUR
19,978
Eleventh credit line EUR (2%)
16,586
Twelfth credit line BRL
Thirteenth credit line TRY
Fourteenth credit line BRL
Seventh credit line EUR (2%)
4,804
Eighth credit line BRL
2,416
Ninth credit line ZAR
45
Tenth credit line TRY
100
Eleventh credit line EUR
18
Twelfth credit line EUR
300
Thirteenth credit line RSD
455
Total
161,507
The book values of borrowings from banks with variable and
fixed interest rates were reported in the following currencies
(equivalent in EUR):
1,769
117
1,177
in € K
Euro
2013
2012
57,012
89,106
Fifteenth credit line EUR
300
USD (USA)
195
15,158
Sixteenth credit line RSD
61
BRL (Brazil)
2,581
5,133
828
CLP (Chile)
3,500
3,877
Seventeenth credit line CLP
Eighteenth credit line EUR
Total
10,000
248,578
PLN (Poland)
Total
9,629
0
72,917
113,274
The fair value for the Schuldschein loan agreement amounted
to EUR K 124,305 at December 31, 2013 (previous year:
EUR K 127,351); the fair value was measured in line with
hierarchy level 3. All other fair values of financial liabilities are
reasonable approximations of the book values.
Consolidated Financial Statements
Export incentive credit line
132
Wacker Neuson SE | Annual Report 2013
21 Trade payables
Schuldschein loan agreement
In the previous year, two tranches of a Schuldschein loan
agreement were issued:
As of December 31, 2013, trade payables (at book value) were
broken down as follows:
Dec. 31,
Dec. 31,
2013
2013
Total
Interest
nominal
rate
value
as a %
in € K
in € K
Due date
2012
44,702
51,143
Book value due < 30 days
35,627
41,613
8,804
9,227
271
303
Dec. 31, 2013
Dec. 31, 2012
Book value due 30–90 days
Schuldschein
Book value due > 90 days
loan agreement
– Tranche I
2013
Trade payables
89,715
3.00
February 2017
29,888
3.66
February 2019
Schuldschein
Interest does not accrue on trade payables.
loan agreement
– Tranche II
Total
119,603
22 Other current liabilities
Liquid funds payable from the Schuldschein loan agreement
in € K
refer to annual interest through 2017 on the first tranche
Other accruals/deferrals
19,603
18,982
amounting to EUR 2.7 million and a repayment in the amount
Liabilities to customers
1,159
696
of EUR 90 million to be made on February 27, 2017. For the
Misc. other current financial
1,449
1,992
30
0
second tranche, annual interest payments in the amount of
liabilities
EUR 1.1 million are to be made through 2019 and a repayment
Derivatives
in the amount of EUR 30 million is due on February 27, 2019.
Financial covenants
Financial covenants exist for the following financial instruments
of Wacker Neuson SE:
JJ
Schuldschein loan agreement
The Schuldschein loan agreement is subject to financial
covenants customary in the market, for example, cross default,
negative pledge and change of control clauses. A minimum
equity ratio of 30 percent has been agreed as a binding
Other current financial liabilities
22,241
21,670
Personnel accruals/deferrals
16,315
16,142
10,916
9,400
Tax accruals/deferrals and tax
liabilities
Sales tax liabilities
7,803
5,709
Advance payments received
1,923
1,774
561
743
liabilities
37,518
33,768
Total
59,759
55,438
Other
Other current non-financial
financial covenant. The covenants were observed in the fiscal
year under review.
The other accruals in 2013 mainly consist of costs for preparing
the Annual Financial Statements and outstanding invoices.
The fair values of the short-term borrowings are reasonable
approximations of the book values.
Notes to the Consolidated Financial Statements
133
23 Derivative financial instruments
Derivative financial instruments not treated according
to hedge accounting criteria
The derivatives concluded to hedge future foreign-exchange
transactions (underlying transaction) and to hedge interest
rates do not satisfy formal hedge accounting criteria and are
therefore classified as “held for trading” and recognized at fair
value through profit or loss. The nominal amounts and market
values of derivative financial instruments (interest rate caps and
foreign exchange forward contracts) are recognized as follows
as per December 31, 2013 and December 31, 2012:
in € K
Dec. 31, 2013
Nominal value
Market value
Dec. 31, 2012
Nominal value
Market value
Assets
Currency hedges
435
4
0
0
Interest hedges
24,502
0
21,369
0
Total
24,937
4
21,369
0
Currency hedges
21,120
30
0
0
Total
21,120
30
0
0
Changes in the values of the underlying transactions that offset
each other are not included when calculating the fair value of
the derivative financial instruments. Thus, they do not represent
the value that the companies would jointly realize from the
hedged item and hedge instrument under current market
conditions. The book values of derivatives correspond to the
fair values and there is no significant exposure to credit risks
since all derivative contracts were entered into with banks that
have a top credit rating.
Consolidated Financial Statements
Liabilities
134
Wacker Neuson SE | Annual Report 2013
Refer to item 26 “Additional information on financial
instruments” in these Notes for information regarding net profits
and losses from these financial instruments.
in € K
Up to 1 year
1 to 5 years
Over 5 years
Nominal value
Assets
Currency hedges
435
0
0
Interest hedges
14,502
10,000
0
Total
14,937
10,000
0
Currency hedges
21,120
0
0
Total
21,120
0
0
Liabilities
Notes to the Consolidated Financial Statements
Other information
25 Other financial liabilities
24 Contingent liabilities
a) Obligations for equipment rental and service
135
The terms of the obligations for rental equipment and service
contracts are as follows:
Contingent liabilities, on the one hand, represent possible
obligations that may be incurred depending on the outcome
of a future event or events which are of an uncertain nature
in € K
Dec. 31, 2013
Dec. 31, 2012
and not wholly within the control of the company. On the other
Obligations due within 1 year
12,515
12,125
hand, contingent liabilities represent present obligations for
Obligations due in 1 to 5 years
16,544
18,349
which payment is not probable or the amount of the obligation
Obligations due in more than 5 years
cannot be determined with sufficient reliability.
Total
5,705
7,553
34,764
38,027
The Group has undersigned the following guarantees:
b) Lease obligations
in € K
Guarantees
Dec. 31, 2013
Dec. 31, 2012
1,521
3,636
Finance lease obligations
When the Group is the lessee
Finance lease contracts mainly concern the purchase of office
Furthermore, the Group is liable to the amount of EUR 4.1 million
and other equipment and the purchase of real estate.
(previous year: EUR 4.1 million) in connection with a contract
The following table lists the net book values of the relevant
assets at the closing date:
in € K
Office and other equipment
Dec. 31, 2013
Dec. 31, 2012
22
112
Buildings
640
639
Total
662
751
Lease contracts for office and other equipment contain, for
the most part, a purchase option at the end of the basic term
of the lease which is also to be exercised. The real-estate
finance lease contract concerns the leasing of a self-occupied
administration building by the Hungarian affiliate, Wacker
Neuson Kft., which runs until 2015.
Consolidated Financial Statements
with the city of Munich to develop a property.
136
Wacker Neuson SE | Annual Report 2013
Future minimum lease payments and their present values are
presented in the following table:
in € K 2013
Future minimum lease ­payments (nominal)
Up to 1 year
1 to 5 years
Over 5 years
Total
107
105
0
212
Less discount
-6
-6
0
-12
Present value
101
99
0
200
Up to 1 year
1 to 5 years
Over 5 years
Total
136
214
0
350
Less discount
-7
-12
0
-19
Present value
129
202
0
331
Discount rate
in € K 2012
Future minimum lease p
­ ayments (nominal)
Discount rate
5.95%
2–8%
Notes to the Consolidated Financial Statements
137
Operating leases
When the Group is the lessee
To the extent that a Group entity acts as a lessee, the lease
payments are recognized as an expense over the term of the
lease on a straight-line basis. This essentially refers to leased
vehicles, computer hardware and other office equipment.
Outstanding commitments for future minimum lease payments
under operating leases that cannot be terminated can be seen
in the following table:
in € K 2013
Up to 1 year
1 to 5 years
Over 5 years
Total
3,124
4,568
43
7,735
Up to 1 year
1 to 5 years
Over 5 years
Total
3,160
3,315
46
6,521
Future minimum lease payments (nominal)
in € K 2012
Future minimum lease payments (nominal)
In 2013, a total of EUR K 4,099 (previous year: EUR K 4,421) for
operating lease agreements was expensed.
When the Group is the lessor
The Group has concluded lease agreements with its customers
can be terminated at any time and as such it is not possible
to specify minimum lease payments. During the period under
review, conditional lease payments amounting to EUR K 1,756
(previous year: EUR K 910) were recorded as income.
c) Obligations resulting from investment decisions/
takeback obligations
Financial obligations ensuing from construction and investment
projects amounting to EUR K 2,907 (previous year: EUR K 3,718)
and from takeback obligations amounting to EUR K 1,131
(previous year: EUR K 785) exist. In addition, unconditional
purchase commitments amounting to EUR K 140,418 also
exist (previous year: EUR K 99,114).
Consolidated Financial Statements
for the commercial rental of its equipment. These agreements
138
Wacker Neuson SE | Annual Report 2013
26 Additional information on financial instruments
The book and fair values of financial assets and liabilities
are presented in the following table. It also shows how the
individual items are categorized.
2013
Fair
value
in € K
2013
Book
value
Initial
­disclosure
Held for
trading
Held for
sale
Loans
and
receiv­
ables
Hedges
Held to
maturity
Leases
and others
(book
value)
IAS 39 classification (book value)
Measured at fair
value recognized in the
income statement
Measured at fair value
with changes
recognized in equity
At residual
book value
Assets
Other non-current financial
assets
Trade receivables
10,457
10,457
0
0
1,554
0
8,903
0
0
163,953
163,953
0
0
0
0
163,953
0
0
2,091
2,091
0
4
0
0
2,087
0
0
15,533
15,533
0
0
0
0
15,399
0
134
Other current financial
assets
Cash and cash equivalents
in € K
2013
Fair
value
2013
Book
value
Initial
­disclosure
Held for
trading
At
residual
book
value
Hedges
Leases
and others
(book
value
IAS 39 classification (book value)
Measured
at fair
value with
Measured at fair value
changes
recognized in the ­income At ­amortized recognized
statement
cost
in equity
Liabilities
Long-term borrowings
135,295
130,594
0
0
130,495
0
99
Trade payables
44,702
44,702
0
0
44,702
0
0
Short-term borrowings from banks
61,689
61,698
0
0
61,698
0
0
428
428
0
0
327
0
101
22,241
22,241
0
30
22,211
0
0
Current portion of
long-term borrowings
Other short-term financial borrowings
Notes to the Consolidated Financial Statements
2012
Fair
value
in € K
2012
Book
value
Initial
­ is­closure
d
Held for
trading
Held for
sale
Hedges
Loans
and
receiv­
ables
Held to
maturity
139
Leases
and others
(book value)
IAS 39 classification (book value)
Measured at fair
value recognized in the
income statement
Measured at fair value
with changes
recognized in equity
At residual
book value
Assets
Other non-current financial
assets
Trade receivables
9,923
9,923
0
0
1,599
0
8,324
0
0
147,838
147,838
0
0
0
0
147,838
0
0
3,118
3,118
0
0
0
0
3,118
0
0
18,867
18,867
0
0
0
0
18,707
0
160
Hedges
Leases
and others
(book value
Other current financial assets
Cash and cash equivalents
in € K
2012
Fair
value
2012
Book
value
Initial
­ isclosure
d
Held for
trading
At
residual
book
value
IAS 39 classification (book value)
Measured at fair value
recognized in the ­income
statement
Measured
at fair value
with changes
At ­amortized recognized in
cost
equity
Long-term borrowings
142,666
134,807
0
0
134,605
0
202
Trade payables
51,143
51,143
0
0
51,143
0
0
Short-term borrowings from banks
97,853
97,853
0
0
97,853
0
0
437
437
0
0
308
0
129
21,670
21,670
0
0
21,670
0
0
Current portion of
long-term borrowings
Other short-term financial borrowings
Consolidated Financial Statements
Liabilities
140
Wacker Neuson SE | Annual Report 2013
The following table shows the net profits and losses from
Total interest income (EUR K 110; previous year: EUR K 349) and
financial instruments based on valuation categories. It does not
total interest expense (EUR K 5,774; previous year: EUR K 5,537)
include the effects on income of finance leases or of derivatives
was recognized for financial assets and liabilities (calculated
that qualify for hedge accounting as these are not allocated to
using the effective interest method) that were not valued at fair
any valuation categories set down in IAS 39. Similarly, interest
value through profit or loss.
and dividends have not been recognized on the net profits and
Financial instruments in the form of foreign-currency trade
losses from financial instruments.
receivables and payables are valued at the relevant spot
in € K
Loans and receivables
2013
2012
rates applicable on the balance sheet dates. This resulted in
-2,174
-888
proceeds to amounting to EUR K 71 (previous year: expense
-4,120
37
of EUR K 345), which are reported in the cost of sales. Refer to
Financial liabilities measured at
amortized cost
items 2 and 4 “Other income” and “Other operating expenses”
in these Notes for information on exchange rate fluctuations
Net gain/loss in the category “loans and receivables” results
and adjustments to monetary holdings.
from allowances for doubtful accounts on trade receivables.
The table below shows the financial instruments subsequently
The gains and losses from adjustments to the fair value of
valued at fair value. Refer to the section on accounting
derivatives that do not meet hedge accounting criteria are
and valuation methods for information on how fair value is
included in the category of “assets held for trading”.
categorized (into hierarchical levels) in accordance with IFRS 13.
in € K
Level 1
Level 2
Level 3
Dec. 31, 2013
0
4
0
4
1,554
0
0
1,554
0
30
0
30
Level 1
Level 2
Level 3
Dec. 31, 2012
0
0
0
0
1,599
0
0
1,599
0
0
0
0
Financial assets categorized “measured at fair
value recognized in the income statement”
Non-hedged derivatives
Financial assets categorized “measured at fair
value not recognized in the income statement”
Securities
Financial liabilities categorized “measured at fair
value recognized in the income statement”
Non-hedged derivatives
in € K
Financial assets categorized “measured at fair
value recognized in the income statement”
Non-hedged derivatives
Financial assets categorized “measured at fair
value not recognized in the income statement”
Securities
Financial liabilities categorized “measured at fair
value recognized in the income statement”
Non-hedged derivatives
Notes to the Consolidated Financial Statements
The methods and assumptions used to determine the fair
27
141
Events since the balance sheet date
values were as follows:
On February 14, 2014, the Swedish affiliate Wacker Neuson AB
Long-term fixed and variable rate receivables/borrowings
acquired the company Skanska Mark och Exploatering Bygg
are evaluated by the Group based on parameters including
Invest AB. This is not an operational company; however, it owns
interest rates, country-specific risk factors, the creditworthiness
real estate on which the Swedish affiliate intends to build its
of individual customers and the risk profile of the financed
future headquarters. It will be merged shortly with the Swedish
project. Based on this evaluation, allowances for doubtful
affiliate. A contract for work and services to construct the new
accounts are made to account for the expected losses from
headquarters was signed at the same time.
these receivables. As of December 31, 2013, the book values
of these receivables, less allowances for doubtful accounts,
There have been no other events since the reporting date
corresponded approximately to their calculated fair values.
that could have a significant impact on the Group’s earnings,
financials and assets.
The fair value of financial assets available for sale is derived
from quoted prices on active markets.
28 Segmentation
counterparties, principally financial institutions with a high credit
Division and determination of operating segments
rating. Derivatives valued by applying an evaluation process with
The internal organizational structure and management structure
input parameters observable on the market primarily include
as well as the internal reports to the Executive Board and
forward exchange contracts. The most frequently used evaluation
Supervisory Board, which are based on geographic segments,
methods include forward price models using present value
form the basis for determining the operating segments of the
calculations. The models incorporate various inputs including the
company. For information regarding geographical segmentation
credit standing of the business partner, spot exchange rates and
of affiliates, please refer to the section on consolidation
forward exchange rates.
structure (see the general information on accounting standards/
consolidation structure). According to this structure, the
The fair values of the Group’s interest-bearing loans are
affiliates are geographically grouped into regional markets
determined using the discounted cash flow method. The
(Europe, Americas and Asia-Pacific). Reporting is also carried
discount rate used reflects the borrowing rate of the issuer at
out internally according to business segments. This exclusively
the close of the period under review. The Group’s own risk of
deals with revenue. Company management will therefore
non-performance was classified as low at December 31, 2013.
continue to focus on geographical segments. In the period
under review, no segmentation changes were made.
Products and services of operating segments
The products and services offered by the geographic operating
segments can be divided into light equipment, compact
equipment and services.
The light equipment business segment covers the manufacture
and sale of light equipment weighing up to 3 tons in the
business fields of concrete technology, compaction and
worksite technology.
The compact equipment business segment covers the
manufacture and sale of compact machinery weighing up to
15 tons.
Consolidated Financial Statements
The Group concludes derivative financial instruments with various
142
Wacker Neuson SE | Annual Report 2013
The services business segment houses the company’s activities
due to foreign exchange rate fluctuations, these are reported
in the business fields spare parts, maintenance, financing and
separately. The determination of cash flow from operating
used equipment.
activities was derived using the indirect method.
Segment valuation methods
Current liquid funds comprise cash and cash equivalents that
Segment valuation methods are based on the valuation methods
are as reported on the balance sheet. Short-term borrowings
used in internal reporting. Internal reporting is carried out
from banks in the Group cash pool were offset against cash and
exclusively in line with the valid IFRS standards as applicable.
cash equivalents.
Transactions between the individual Group segments are based
on prices that also apply to third-party transactions.
in € K
Cash deposits
Petty cash
Reporting format
Segment reporting is covered in a separate Note.
Bank balances
Liabilities from group cash pool
Total
Dec. 31, 2013
Dec. 31, 2012
134
161
32,528
42,537
3,003
3,341
-20,132
-27,172
15,533
18,867
Internal reporting reveals segment revenue and segment
earnings, expressed as EBIT. EBITDA is also disclosed as a
profit indicator.
Non-cash operating expenses and income as well as gains or
losses on the sale of property, plant and equipment have been
The figures for working capital and net financial debt are
eliminated from the cash flow from operating activities.
also derived from internal reporting and included in external
segment reporting for operating segments as segment assets
The item “Book value from the disposal of rental equipment”
and segment liabilities. Working capital comprises inventory
recognized in the cash flow from operating activities includes
plus trade receivables minus trade payables. Net financial debt
the book values of rental equipment formerly recognized under
refers to long-term financial borrowings, short-term borrowings
fixed assets and reclassified on sale of the equipment as
from banks and the current portion of long-term financial
current assets.
borrowings less cash and cash equivalents.
Cash flow from investment activities comprises the cash outlay
The operating segments are reported after elimination of
for intangible assets and property, plant and equipment.
transactions that have taken place within segments. The
consolidation column thus contains only the eliminated
Cash flow from financing activities contains payments received
transactions that took place between operating segments.
from and made to shareholders. It also contains payments
resulting from borrowing and repayment of debt.
Revenue from external customers, categorized according to
products and services, are recognized at company level. No
individual customer accounted for more than 10 percent of
30
Risk management
Group revenue.
Capital management
The main aim of the Group’s capital management policy is to
29
Cash flow statement
maintain a high equity ratio to support business activities.
The cash flow statement is prepared in accordance with IAS 7.
The Group actively controls and modifies its capital structure
The cash flow statement reports cash flows resulting from
in line with changing market dynamics. The goal of the
operating activities, from investing activities as well as from
capital management policy is to secure the Group’s business
financing activities. Insofar as changes in liquid funds are
and investment activities in the long term. To maintain a
Notes to the Consolidated Financial Statements
suitable capital structure, the Group can propose changes to
The Group finance department is responsible for risk
dividend payments to shareholders or issue new shares. As
management in accordance with the rules and guidelines
of December 31, 2013 and December 31, 2012, no changes
approved by the Executive Board. It identifies, evaluates
were made to objectives, guidelines or procedures within
and hedges against financial risks in close cooperation with
the framework of the capital structure control policy. The
the operating units of the Group. The Executive Board sets
Group monitors its capital using net financial debt resulting
guidelines for risk management as well as fixed policies for
from current net financial liabilities and non-current financial
specific areas of risk. These include dealing with foreign
liabilities as an indicator.
currency risks, interest rate risks and credit risks.
The minimum capital requirements for equity stipulated under
The guidelines also specify how derivative and other financial
German stock legislation have been fulfilled. Equity is subject to
instruments and liquidity surpluses are to be used.
143
an external minimum capital requirement of 30 percent under the
terms of a Schuldschein loan agreement. For further information,
Currency risks
please refer to item 20 “Financial liabilities” in these Notes.
Currency risks arise from expected future transactions, assets
and liabilities reported in the balance sheet, as well as from
in € K
Dec. 31, 2013
Dec. 31, 2012
62,126
98,290
currency (EUR). Exchange risks are naturally hedged by
61,698
97,853
offsetting receivables against payables in a given currency.
428
437
(without provisions)
130,594
134,807
is therefore a foreign currency that represents a significant
Total equity before minority interests
935,481
914,658
potential currency risk for financial instruments. If the USD/EUR
1,128,201
1,147,755
exchange rate increased or decreased by 5 percent, changes in
Current financial liabilities
Short-term financial liabilities
net investments in a currency that diverges from the functional
Current portion of long-term
financial liabilities
Total capitalization
Two major manufacturing affiliates prepare their balance sheets
in US dollars. From the Group’s perspective, the US dollar
Non-current financial liabilities
in € K
Current net financial liabilities
Short-term liabilities
Dec. 31, 2013
Dec. 31, 2012
46,593
79,423
62,126
98,290
in US dollars would have the following impact on profit before
tax and equity:
less liquid funds
-15,533
-18,867
USD currency trends as a %
Net financial debt
177,187
214,230
Impact on profit before tax (EBT)
46,593
79,423
Current net financial liabilities
plus non-current financial liabilities
130,594
134,807
2013
2012
+5.00/-5.00
+5.00/-5.00
in € K
-4,538/5,016
1,236/-1,366
Impact on equity in € K
-4,538/5,016
1,236/-1,366
Financial risk factors
Group profit was hardly affected by exchange rate fluctuations
Due to the global scope of its operations, the Group is exposed
arising from the international flow of goods due to natural
to various financial risks, including foreign currency risks, credit
currency hedging, in particular with regard to the euro/US dollar.
risks, liquidity risks and interest rate risks. The comprehensive
In 2013, the average EUR/USD exchange rate was EUR 1 to
risk management policy of the Group is focused on the
USD 1.33 (previous year: EUR 1 to USD 1.29). The Group uses
unpredictability of developments in financial markets and
derivative financial instruments to hedge other currencies.
aims to minimize any potential negative impact on the Group’s
financial position. It is the general policy of the company to
The Group is also subject to currency risks from individual
reduce these risks through systematic financial management.
transactions resulting from purchases and sales executed by a
The Group employs selective derivative financial instruments to
Group member in a currency other than the functional currency.
hedge against certain risks.
Consolidated Financial Statements
the financial assets and liabilities reported in the balance sheet
144
Wacker Neuson SE | Annual Report 2013
Credit risks
The Group hedges some of its cash flow against interest
The Group is not exposed to any material credit risks (default
rate risks arising from borrowings with variable interest rates
risks). Contracts for derivative financial instruments and
primarily by means of interest rate swaps (payer swaps), which,
financial transactions are concluded only with financial
taking the prevailing economic climate into consideration,
institutions with a high credit rating in order to keep the risk
convert the variable interest rate positions into positions with
of default by the contracting party as low as possible. The
fixed interest rates.
book value of financial assets recognized in the Consolidated
Financial Statements less impairment represents the maximum
Of the total financial liabilities listed in item 20 “Financial liabilities”
default risk. For further information on the book value of
in these Notes (EUR K 192,720; previous year: EUR K 233,097),
financial assets, please refer to item 26 “Additional information
EUR K 123,686 (previous year: EUR K 124,014) are attributable to
on financial instruments” in these Notes.
fixed interest rate liabilities, which are not subject to changes in
interest rate, and EUR K 69,034 (previous year: EUR K 109,083)
to variable interest rate liabilities.
Continued weakness on construction and financial markets
in some countries may present certain Group customers with
financial difficulties, possibly culminating in insolvency. This
The following table shows how the Group’s earnings before
would lead to a rise in accounts receivable and a subsequent
tax would respond to changes in interest rates that could be
increased risk of default. The Group is counteracting the risk
reasonably expected to occur based on the impact this would
of changes in individual customers’ payment patterns through
have on variable interest rate loans (EUR K 69,034; previous
our active accounts receivable management policy, partner
year: EUR K 109,083) and bank balances (EUR K 154; previous
“healthchecks” and tools such as credit hedging.
year: EUR K 0) resulting from a Group-wide cash pool system.
Interest rate risks
The effects on Group earnings before tax also reflect the impact
Interest rate risks are caused by market fluctuations in interest
on equity.
rates. On the one hand, they impact the amount of interest
payments for which the Group is liable. On the other hand, they
influence the market value of financial instruments.
in € K
Interest 2013
Impact on
profit before tax
(increase of 0.20%)
Impact on
profit before tax
­(decrease of 0.20%)
154
0.13%
0
0
69,034
2.45%
Book value at
Dec. 31, 2013
Financial assets with variable interest rates
Bank balances cash pool
Financial liabilities with variable interest
rates
Other borrowings from banks
Total
in € K
-138
138
-138
138
Impact on
profit before tax
­(decrease of 0.20%)
Book value at
Dec. 31, 2012
Interest 2012
Impact on
profit before tax
(increase of 0.20%)
0
0
0
0
109,083
2.88%
-218
218
-218
218
Financial assets with variable interest rates
Bank balances cash pool
Financial liabilities with variable interest
rates
Other borrowings from banks
Total
Notes to the Consolidated Financial Statements
Liquidity risks
JJ
Kurt Helletzgruber, businessman, member of the board of
the PIN Private Trust (PIN Privatstiftung), Linz, Austria
Liquidity risks involve the availability of funds needed to meet
payment obligations on time. The company is assured a supply
JJ
Elvis Schwarzmair, Chairman of the Reichertshofen Works
of liquid funds at all times by the lines of credit it is not currently
Council and Chairman of the Central Works Council, the
using. Liquidity is managed by the Group’s treasury department
Group Works Council, and the SE Works Council, Rohrbach,
via a Group-wide cash pool system. Refer to item 20 “Financial
liabilities” in these Notes for further information on existing
145
Germany
JJ
credit lines and financial covenants.
Hans Haßlach, Chairman of the Kramer-Werke GmbH Works
Council, Deputy Chairman of the Group Works council,
Deputy Chairman of the SE Works Council, UhldingenMühlhofen, Germany
31
Executive bodies
In accordance with the Articles of Incorporation, the terms of
Executive Board
office of the Supervisory Board members listed above will run
In the year under review, the Executive Board comprised
until the close of the AGM that tables a resolution to formally
four members up to and including March 31, 2013, and three
approve the actions taken by Wacker Neuson SE in fiscal 2014.
members at the reporting date:
The terms may be no longer than six years however.
JJ
JJ
Cem Peksaglam, CEO, responsible for Group strategy,
The following members of the Supervisory Board have
investor relations/communications, legal matters, real
additional supervisory board positions or seats on comparable
estate, HR and compliance.
supervisory committees for German or foreign commercial
Martin Lehner, Deputy CEO, responsible for technology,
companies outside of the Wacker Neuson Group:
plants, research and development, procurement and quality
JJ
Oberösterreich Bankaktiengesellschaft, Linz, Austria
auditing and IT.
JJ
Werner Schwind, responsible for sales, rental, logistics,
Hans Neunteufel
Chairman of the Supervisory Board of Allgemeine Sparkasse
Günther Binder, responsible for finance, controlling, Group
JJ
service, marketing and training.
Dr. Matthias Bruse
1) Member of the Supervisory Board of Klöpfer & Königer
GmbH & Co. KG, Garching, Germany
2) Member of the Supervisory Board of SURTECO SE,
Mr. Werner Schwind stepped down from his position as
Buttenwiesen, Germany
member of the Executive Board on March 31, 2013. Mr. Cem
Peksaglam assumed responsibility for his executive mandates.
JJ
Kurt Helletzgruber
Chairman of the Supervisory Board of HTI High Tech
The members of the company’s Executive Board do not
Industries AG, St. Marien bei Neuhofen, Austria
have any additional Supervisory Board positions or seats on
comparable supervisory committees outside of the Wacker
For information on the remuneration of the Executive and
Neuson Group in Germany or abroad.
Supervisory Boards, as well as remuneration of former Board
members, please refer to item 32 “Related party disclosures” in
Supervisory Board
The following members are appointed to the Supervisory Board
of Wacker Neuson SE as of the closing date:
JJ
Hans Neunteufel, engineer, Chairman of the PIN Private
Trust (PIN Privatstiftung), in Linz, Austria, Chairman of the
Supervisory Board
JJ
Dr. Matthias Bruse, attorney-at-law and partner at the P+P
Pöllath+Partners law firm, Munich, Germany, Deputy
Chairman of the Supervisory Board
JJ
Dr. Eberhard Kollmar, attorney-at-law at the Kollmar, Deby &
Sinz Rechtsanwaltsgesellschaft mbH law firm, Munich,
Germany, Deputy Chairman of the Supervisory Board
these Notes.
Consolidated Financial Statements
management.
JJ
146
Wacker Neuson SE | Annual Report 2013
32 Related party disclosures
In the case of the Group, IAS 24 defines a related party
necessitating disclosures as shareholders, entities over which
shareholders have control or significant influence (sister
companies), non-consolidated companies, members of the
Executive Board, members of the Supervisory Board and the
pension fund.
Key trade relations with related parties were as follows during
the period under review:
in € K
Current
receivables
Dec. 31, 2013
Current
payables
Dec. 31, 2013
Expenses for
business
transactions 2013
Income for
business
transactions 2013
152
124
558
998
6,365
Relations with shareholders
Relations with sister companies
27
16
779
Relations with non-consolidated companies
6
0
0
0
Pension fund
6
0
0
0
Total
191
140
1,337
7,363
in € K
Current
receivables
Dec. 31, 2012
Current
payables
Dec. 31, 2012
Expenses for
business
transactions 2012
Income for
business
transactions 2012
414
236
725
1,291
50
18
1,621
1,648
0
Relations with shareholders
Relations with sister companies
Relations with non-consolidated companies
0
0
0
41
199
0
3
505
453
2,346
2,942
Pension fund
Total
Relations with shareholders resulted mainly from goods and
Relations with non-consolidated companies resulted from
services traded with a shareholder. The goods and services
goods and services traded between the parent company and
delivered to the shareholder were valued at EUR K 998
companies that are not included in the consolidation structure
(previous year: EUR K 1,291). These were counterbalanced with
although the parent company has a shareholding in these
goods and services received by the shareholder to the value of
entities (see general information on accounting standards/
EUR K 558 (previous year: EUR K 725). The goods and services
consolidation structure). The pension fund is matched solely
were traded under the terms customary in the market, as
with a provision for voluntary support and pension benefits for
agreed with third parties.
employees both in the year under review and the prior fiscal
year.
Relations with sister companies and entities over which
shareholders have control or significant influence resulted from
Total remuneration for the Executive Board in the period under
deliveries and rental arrangements between affiliates and entities
review amounted to EUR K 4,924 (previous year: EUR K 5,435)
over which shareholders have control or significant influence.
of which EUR K 1,385 (previous year: EUR K 1,586) was
Notes to the Consolidated Financial Statements
147
35
Availing
of exemption provisions according to
Section 264 (3) and/or Section 264b HGB
paid out in connection with termination of employment. Total
remuneration for the Supervisory Board for the same period
amounted to EUR K 512 (previous year: EUR K 464). At the
AGM on May 26, 2011, a resolution was passed to refrain from
The following fully consolidated domestic affiliates avail of the
itemizing this information in accordance with Section 285 (1)
exemptions set down in Section 264 (3) HGB and/or Section
No. 9a sentences 5 to 8 in conjunction with Section 314 (2)
264b HGB for fiscal 2013:
sentence 2 HGB in conjunction with Section 315a (1) HGB. At
the closing date, short-term payables to the Executive Board
Company name
City
in the amount of EUR K 1,600 were outstanding (previous year:
Kramer-Werke GmbH
Pfullendorf
EUR K 1,700).
Wacker Neuson Grundbesitz GmbH & Co. KG
Pfullendorf
Wacker Neuson Grundbesitz Verwaltungs
Retirement commitments were agreed upon for members of the
GmbH
Pfullendorf
Executive Board. The value of pension obligations at the end
Wacker Neuson Produktion GmbH & Co. KG
Munich
of the accounting period totaled EUR K 2,320 (previous year:
Wacker Neuson PGM Verwaltungs GmbH
Munich
EUR K 4,404). The decrease in value (repayment) amounted to
Wacker Neuson Vertrieb Deutschland
EUR K 2,084 (previous year: EUR K 100). The value of pension
GmbH & Co. KG
Munich
obligations is based on pension obligations before netting
Wacker Neuson SGM Verwaltungs GmbH
Munich
with plan assets and before any possible actuarial gains or
Wacker Neuson Vertrieb Europa
losses that have not yet been recognized. For more detailed
information, please refer to item 18 “Provisions for pensions
and similar obligations” in these Notes.
Due to respective agreements, pension agreements have also
GmbH & Co. KG
Munich
Wacker Neuson SEM Verwaltungs GmbH
Munich
Weidemann GmbH
Diemelsee-Flechtdorf
Wacker Neuson Immobilien GmbH
Überlingen
been closed with former members of the Executive Board. The
Munich, March 12, 2014
period totaled EUR K 23,850 (previous year: EUR K 19,754).
In the period under review, EUR K 2,052 (previous year: EUR K
Wacker Neuson SE
2,321) was paid to former Executive Board members.
Executive Board
33
Auditor’s fee
Cem Peksaglam
The auditor’s fee is disclosed as an expense in fiscal 2013 and
(CEO)
is broken down as follows:
Martin Lehner
in € K
Auditing services
2013
2012
752
746
Other approval and
assessment services
202
114
Tax consultation services
423
292
64
80
Other services
Declaration
34
regarding the German Corporate
Governance Code
The Executive and Supervisory Boards have issued a declaration
stating which recommendations of the Government Commission
on the German Corporate Governance Code have been and are
being adopted. The declaration can be downloaded at any time
from the Group website at ­www.wackerneuson.com.
(Deputy CEO)
Günther C. Binder
Consolidated Financial Statements
value of these pension obligations at the end of the accounting
148
Wacker Neuson SE | Annual Report 2013
Responsibility Statement by Management
“To the best of our knowledge, and in accordance with the
applicable reporting principles, the Consolidated Financial
Statements give a true and fair view of the assets, financials
and earnings of the Wacker Neuson Group, and the Combined
Management Report includes a fair review of the development
and performance of the business and the position of the
Wacker Neuson Group and Wacker Neuson SE, together with a
description of the principal opportunities and risks associated
with the expected development of the Wacker Neuson Group
and Wacker Neuson SE.”
Munich, March 12, 2014
Wacker Neuson SE, Munich
Executive Board
Cem Peksaglam
(CEO)
Martin Lehner
(Deputy CEO)
Günther C. Binder
Responsibility Statement by Management
Unqualified Auditors’ Opinion
149
Unqualified Auditors’ Opinion
The following auditor’s opinion is based on the Consolidated
related internal control system and the evidence supporting
Financial Statements and Combined Management Report of the
the disclosures in the Consolidated Financial Statements and
Wacker Neuson Group:
the Group Management Report are examined primarily on a
sample test basis within the framework of the audit. The audit
“We have audited the Consolidated Financial Statements
includes assessing the annual financial statements of those
prepared by Wacker Neuson SE, Munich, Germany, comprising
entities included in consolidation, the determination of the
the consolidated income statement, consolidated statement
entities to be included in consolidation, the accounting and
of comprehensive income, consolidated balance sheet,
consolidation principles used and significant estimates made
consolidated statement of changes in equity, consolidated cash
by management, as well as evaluating the overall presentation
flow statement, consolidated segment report and the Notes to
of the Consolidated Financial Statements and the Group
the Consolidated Financial Statements, together with the Group
Management Report. We believe that our audit provides a
Management Report, which is combined with the Management
reasonable basis for our opinion.
Report of the Company, for the reporting period from January 1
through December 31, 2013. The preparation of the Consolidated
Our audit has not led to any reservations.
accordance with IFRS as adopted by the EU, and the additional
In our opinion and based on the findings of our audit, the
requirements of German commercial law pursuant to Section
Consolidated Financial Statements comply with those IFRS as
315a paragraph 1 HGB are the responsibility of the parent
adopted by the EU and the additional requirements of German
company’s management. Our responsibility is to express an
commercial law pursuant to Section 315a paragraph 1 HGB
opinion on the Consolidated Financial Statements and on the
and give a true and fair view of the net assets, financial position
Group Management Report based on our audit.
and results of operations of the Group in accordance with these
requirements. The Group Management Report is consistent with
We have conducted our audit of the Consolidated Financial
the Consolidated Financial Statements and as a whole provides
Statements in accordance with Section 317 HGB and
a suitable view of the Group’s position and suitably presents the
generally accepted German standards for the audit of financial
opportunities and risks of future development.”
statements promulgated by the “Institut der Wirtschaftsprüfer”
(Institute of Public Auditors in Germany). Those standards
require that we plan and perform the audit such that
Munich, March 12, 2014
misstatements materially affecting the presentation of the
net assets, financial position and results of operations in the
Ernst & Young GmbH
Consolidated Financial Statements in accordance with the
Wirtschaftsprüfungsgesellschaft
applicable financial reporting framework and in the Group
Management Report are detected with reasonable assurance.
Knowledge of the business activities and the economic and
KellerNöhmeier
legal environment of the Group and expectations as to possible
Wirtschaftsprüfer
Wirtschaftsprüferin
misstatements are taken into account in the determination
(Public Auditor) (Public Auditor)
of audit procedures. The effectiveness of the accounting-
Consolidated Financial Statements
Financial Statements and the Group Management Report in
150
Wacker Neuson SE | Annual Report 2013
Technical Glossary
Compact equipment
One of the Group’s strategic business segments. Compact equipment covers machinery weighing up
to 15 tons, particularly wheel loaders and telescopic wheel loaders, skid-steer loaders, four-wheel and
track dumpers, telescopic handlers as well as mobile and compact excavators.
Compaction
One of the Group’s business fields in the light equipment segment. Equipment in this field is used
for compacting soil and asphalt during the construction of trenches, roads, paths, foundations and
industrial buildings. It includes products such as rammers, vibratory plates and rollers.
Compatec
The Compatec display unit shows the degree of compaction achieved with vibratory plates, helping
operators determine when a surface has been sufficiently compacted.
Concrete technology
One of the Group’s business fields in the light equipment segment. The equipment is used to compact
concrete when laying concrete walls, ceilings and floors and includes internal and external vibrators as
well as trowels for applying a smooth finish to concrete surfaces.
dual power
This dual drive system for compact excavators enables conventional diesel-powered excavators to
be operated in zero-emissions mode simply by connecting an external electro-hydraulic unit to the
excavator’s undercarriage.
Dumpers
Track- or wheel-based machines in the compact equipment segment primarily used for transporting
backfill material.
ECO
Seal awarded by Wacker Neuson to products that are particularly environmentally friendly (ECOlogy)
and cost efficient (ECOnomy).
Floor saws
Hand-guided saws equipped with a diamond blade. Like cut-off saws, they are mainly used for
demolition work.
Heavy equipment
Large construction machinery which Wacker Neuson defines as having a total weight of over 15 tons.
Typically transported to construction sites for specific projects and operated by specially trained
employees.
Hoftrac ®
Compact wheel loaders made primarily for stable/barn and yard work in the agricultural sector.
Their compact footprint makes them highly maneuverable and ideal for indoor work. Hoftrac®
loaders are significantly narrower and more compact than conventional wheel loaders and have
a smaller turning radius.
Technical Glossary
Hydronic heating
Mobile heating equipment to thaw frozen ground, heat buildings and cure concrete at sub-zero
equipment
conditions, making construction work less dependent on weather conditions (for example in regions
151
with long winters such as Canada, Alaska, Russia and Scandinavia).
Internal vibrators
Used for concrete compaction, mainly on construction sites. These vibrators comprise eccentric
weights driven by an electrical motor, which are encased in a water-tight steel tube so that they can be
submerged in fresh concrete.
Light equipment
One of the Group’s strategic business segments. It covers predominantly hand-held, remote control
or ride-on equipment weighing up to 3 tons in the strategic business fields of concrete technology,
compaction and worksite technology.
Rammers
First developed in the 1930s by Wacker Neuson, this pioneering product is used in soil and asphalt
compaction, particularly in small spaces and narrow trenches.
Rebar technology
Part of the concrete technology business field. Rebar tiers are used to knot together the steel bars that
reinforce concrete. These devices can tie up to 1,000 knots an hour.
Skid steer loaders
Small loaders with four wheel drive steering or rubber tracks. They offer excellent maneuverability
thanks to their skid steering system. They can also be equipped with a wide range of attachments,
making them a flexible option for a wide range of jobs.
Telescopic handlers
Like wheel loaders, these compact machines are ideal for the construction and agricultural sectors.
Telescopic handlers, however, feature a detached cabin and support very high lifting heights despite
their compact dimensions. The telescopic arm on the tail provides these machines with a strong lever
effect.
Trowels
Trowels are used to smooth concrete surfaces, in particular freshly poured concrete, for example, in
industrial buildings.
Vibratory plate
Soil and asphalt compaction devices, mainly used to precompact foundation soil and compact paving
stones. They travel forwards and backwards, and can also be equipped with remote control technology.
Wheel loaders
Articulated and all-wheel drive wheel loaders are extreme versatile machines. Thanks to a broad range
of attachments and technologies, they are the perfect choice for a host of jobs, including transporting
and stacking material. Telescopic wheel loaders feature a telescopic arm, which gives them a greater
range and lifting height. Operators are seated in a central position with a clear view of their surroundings.
The telescopic boom is positioned directly in front of the cabin.
Worksite technology
One of the Group’s business fields in the light equipment segment. Products in this business field
include generators and lighting equipment for construction site activities as well as equipment used
Zero-tail excavators
The housing of zero-tail excavators does not protrude over the tracks when the superstructure
rotates (360°). Zero-tail excavators can be used directly next to walls as they will not cause any
damage when rotating.
Further Information
to break or cut asphalt such as cut-off saws, floor saws and breakers.
152
Wacker Neuson SE | Annual Report 2013
Financial Glossary
Capital employed
Invested capital: Capital employed represents the interest-bearing capital tied up in and required by
the Group to function. It is equal to the Group’s operating assets less the amount of non-interestbearing available capital.
Capital employed = non-interest-bearing assets less non-interest-bearing liabilities, less goodwill
and less brand value.
Cash flow
Refers to a company’s ability to finance itself, calculated by the excess of cash revenues over cash
outlays in a given period of time (not including non-cash expenses/income).
Cash flow from
Cash balance resulting from changes to financial liabilities, the issue of shares, cash inflow from
financing activities
disposal of treasury shares/cash outflow from the acquisition of treasury shares and dividend
payments.
Cash flow from
Cash balance resulting from the acquisition of financial, tangible or intangible assets and the
investment activities
disposal of financial, tangible or intangible assets.
Cash flow from operating
Cash flow generated from operating activities.
activities
Corporate governance
Sound and responsible management and control of a company with the aim of creating
long-term value.
Corporate social
CSR refers to a company‘s voluntary contribution to sustainable development above and beyond
responsibility (CSR)
the minimum legal requirements (compliance). Acting as a good corporate citizen, the company
explains how it is taking a responsible approach to business (markets), to the environment, to its
employees and to communication with key stakeholders.
Deferred taxes
Differences between the tax base and the carrying amounts in the IFRS accounts in order to
disclose tax expense and tax entitlement (actual and deferred) according to IFRS.
Derivatives
Financial instruments, such as futures and options that derive their value from the value of other
financial instruments or an underlying asset.
Discounted cash flow (DCF)
Valuation method used to estimate the market value by discounting a company’s future cash flows
method
to their present value.
Earnings per share (EPS)
EPS is defined as net Group profit for the year divided by the number of shares.
EBIT (margin)
The earnings before interest and taxes (EBIT) margin is the ratio of EBIT to revenue.
Financial Glossary
EBT
Earnings before taxes (EBT).
Economic Value Added (EVA)
Indicates whether company value has increased.
153
EVA = ROCE II less WACC, multiplied by average capital employed.
The company is producing value if ROCE II exceeds WACC.
Equity ratio
Ratio of equity before minority interests to total capital; indicates the financial stability of a company.
Free cash flow
Free cash flow refers to the amount of cash readily available to a company.
Gearing
Net financial debt as a percentage of equity before minority interests.
Goodwill
When a company purchases another company for a price that is higher than the fair value (book
value) of all assets and liabilities, the difference is recorded as goodwill.
Gross profit margin
A measure of operational efficiency, expressing the relationship between gross profit and sales
revenue or the percentage by which sales exceed cost of sales.
Hedge
Provides protection against risks arising from unfavorable exchange rate fluctuations and changes
to raw materials and other prices.
IFRS (IAS)
International Financial Reporting Standards. Internationally recognized and applied accounting
standards devised by the International Accounting Standards Board (IASB) in an effort to harmonize
accounting standards and principles worldwide.
Impairment test
Intangible assets are subject to an annual impairment test. This involves comparing the carrying
amount with the fair value less costs to sell. Fair value is calculated using the discounted cash flow
method. Future cash flows are discounted to the respective reporting date. The asset is deemed
impaired if the fair value less costs to sell is lower than the carrying value.
Key performance indicators
KPIs are used to define company targets and measure the extent to which a company is achieving
(KPI)
its goals.
NOPLAT
Net operating profit less adjusted taxes (NOPLAT) refers to earnings before interest and taxes (EBIT)
minus adjusted taxes. NOPLAT shows the annual profit a company would achieve if it were financed
purely from equity.
NOPLAT = EBIT less (EBIT x Group tax ratio)
Companies active in the same or similar branch or industry.
Further Information
Peer group
154
Wacker Neuson SE | Annual Report 2013
Purchase Price Allocation
A process whereby the purchase price paid for a company is allocated at fair value to the assets,
(PPA)
liabilities and contingent liabilities acquired. The difference in value is disclosed as goodwill (see
entry above).
ROA (Return on assets after
The ratio between profit for the period before minority interests and the average balance sheet total.
tax and before minority
interests)
ROE (return on equity)
This indicator measures the return a company is getting on its equity. It shows the relation between
profit for the period (after tax and after minority interests) and equity employed before minority
interests.
ROE = Profit for the period (after tax and after minority interests) in relation to average equity before
minority interests as a %
ROCE I (return on
ROCE I indicates the efficiency and profit generating ability of capital expenditure within a company.
capital employed)
ROCE I = EBIT ratio to average capital employed as a %
ROCE II (return on
ROCE II shows how much return a company realizes on the capital it invests after tax.
capital employed)
ROCE II = NOPLAT in relation to average capital employed as a %
ROS (Return on sales)
The ratio between profit for the period after minority interests and revenue.
Schuldschein loan
Schuldschein loan agreements (“Schuldscheindarlehen”) are bilateral loan agreements unique to the
agreements
German market. They represent a source of capital market financing similar to bond or syndicated
loan financing for issuers with long-term funding needs. Schuldschein loan agreements are typically
senior unsecured instruments that pay a fixed or a variable coupon. Unlike bonds, Schuldschein
loans are not securities but bilateral, unregistered, (usually) unrated and unlisted loan agreements
sold directly to institutional investors. Schuldschein loans are not exchange traded.
Swap
An agreement between two parties to exchange cash flows at a future point in time. The agreement
also defines how the payments are calculated and when they are to be made.
Tax shield
The reduction in income taxes that results from availing of tax deductions applicable to interest on
borrowings. It increases a company’s equity value.
Financial Glossary
Weighted average cost of
Indicates the minimum return on capital employed. It is calculated as the weighted average cost of
capital (WACC)
equity and debt, whereby tax benefits are deducted from the cost of debt. Here, equity is taken at
155
market value at the closing date and not at the balance sheet value. The cost of equity is based on
the risk-free return plus a company-specific market risk premium. This corresponds to the difference
between the risk-free return and the overall market return depending on the leverage beta.
The long-term conditions under which the Wacker Neuson Group can borrow funds are used to define debt costs. For shareholders and lenders, WACC indicates the return they might expect on the
funds or capital they have provided. It also gives a company a good indication of the type of return
it needs to generate on prospective investments. A company is producing value for its investors if
return on capital employed (ROCE) exceeds WACC.
WACC: (percentage of financing that is equity x cost of equity) + (percentage of financing on average
that is debt x cost of debt) x (1- tax rate)
Equity costs = basic interest rate (risk-free return) + market risk premium x leverage ß
Working capital
The difference between a company’s current (i.e. within a year) liquid assets and current liabilities. It
is thus the part of current assets that is not reserved to meet short-term borrowings and can therefore be used in procurement, production and sales processes.
Working capital = Total inventory plus trade receivables minus trade payables.
Working capital
Return on capital employed to generate revenue.
to revenue
(Average) working capital to revenue = (average) working capital divided by revenue.
The average is calculated by adding the opening and closing balances, and dividing this figure by two.
Write-downs
Scheduled or one-off write-downs indicating the impairment of an asset. The
impairment test in
fiscal 2009 resulted in the write-down of goodwill attributable to the Neuson Kramer subgroup in the
amount of EUR K 89,540 and a write-down in the amount of EUR K 10,798 attributable to the Neuson
brand – a constituent part of the Wacker Neuson name (total impairment losses of EUR 100.3
million). This one-off, non-cash write-down was reflected in the income statement. The portion of the
write-down attributable to brand impairment was reversed in fiscal 2011 (
This involves making an upward adjustment to the carrying value of an asset. If the impairment test
reveals that the reasons for writing down an asset in a previous accounting period no longer prevail,
IAS 36 provides for the reversal of impairment up to the maximum amount of the historic cost under
other intangible assets (brands, technologies, customer pool). This reversal is recognized in the
income statement. IAS 36 specifically prohibits the reversal of impairment losses for goodwill.
Further Information
Write-ups
write-ups).
156
Wacker Neuson SE | Annual Report 2013
Publishing Details/Financial Calendar
Contact
Publishing Details
Wacker Neuson SE
Issued by:
Wacker Neuson SE,
Katrin Neuffer
Department: Corporate Communication /
Investor Relations
Investor Relations
Preussenstrasse 41
80809 Munich, Germany
Concept, design and realization:
Kirchhoff Consult AG
Tel. +49 - (0)89 - 354 02 - 173
Fax +49 - (0)89 - 354 02 - 298
Content:
Wacker Neuson SE
ir@wackerneuson.com
www.wackerneuson.com
Financial Calendar 2014
March 31, 2014 Publication of 2013 financial results, press conference, Munich
May 13, 2014 Publication of first-quarter report 2014
May 27, 2014 AGM, Munich
August 5, 2014 Publication of half-year report 2014
November 11, 2014 Publication of nine-month report 2014
All rights reserved. Valid March 2014. Wacker Neuson SE accepts no liability for the accuracy and completeness of information provided
in this brochure. Reprint only with the written approval of Wacker Neuson SE in Munich, Germany. The German version shall govern in
all instances. In the event of discrepancies between the German and the English version, the German version shall prevail. Published on
March 31, 2014.
Disclaimer
This report contains forward-looking statements which are based on the current estimates and assumptions by
the corporate management of Wacker Neuson SE. Forward-looking statements are characterized by the use
of words such as expect, intend, plan, predict, assume, believe, estimate, anticipate and similar formulations.
Such statements are not to be understood as in any way guaranteeing that those expectations will turn out to be
accurate. Future performance and the results actually achieved by Wacker Neuson SE and its affiliated companies
depend on a number of risks and uncertainties and may therefore differ materially from the forward-looking statements. Many of these factors are outside the Company’s control and cannot be accurately estimated in advance,
such as the future economic environment and the actions of competitors and others involved in the marketplace.
The Company neither plans nor undertakes to update any forward-looking statements.
7-Year Comparison
in € million
2013
2012
2011
2010
2009
2008
2007
1,159.5
1,091.7
991.6
757.9
597.0
870.3
742.11
Revenue Europe
826.2
776.4
723.9
558.6
465.7
676.2
520.7
Revenue Americas
297.2
276.2
231.0
168.1
103.1
166.9
196.1
36.1
39.1
36.7
31.2
28.2
27.2
25.3
EBITDA
153.4
141.7
162.6
77.8
27.2 (36.7)2
100.9
117.0
Depreciation and amortization
-58.6
-56.8
-38.8
-41.1
-140.3
-43.0
-38.1
–
-0.8
10.8
–
-100.3
–
–
94.7
84.9
123.8
36.7
-113.1 (-3.2)3
58.0
78.9
Revenue
Revenue Asia-Pacific
Of which one-off write-ups/write-downs
EBIT
EBT
88.0
77.8
120.3
32.7
-115.5 (-5.6)3
55.7
78.2
Profit for the period
61.2
54.1
85.8
23.9
-110.1 (-2.9)3,4
37.4
54.1
4,157
4,096
3,514
3,142
3,059
3,665
3,659
3.1
3.1
3.1
3.3
4.0
3.0
2.9
Number of employees
R&D ratio (incl. capitalized expenses) as a %
Share
Earnings per share in €
0.87
0.77
1.22
0.34
-1.57
0.53
1.1
Dividends per share in €
0.405
0.30
0.50
0.17
0
0.19
0.50
Book value at Dec. 31 in €
13.4
13.1
12.9
11.9
11.3
13.0
13.0
Closing price at Dec. 31 in €
11.5
10.4
9.6
13.0
8.2
6.2
14.6
805.6
725.9
669.8
911.8
575.1
434.2
1,025.4
Gross profit margin as a %6
30.4
30.4
32.6
31.6
30.8
33.7
38.1
EBITDA margin as a %
13.2
13.0
16.4
10.3
4.6 (6.2)2
11.6
15.8
EBIT margin as a %
8.2
7.8
12.5
4.8
-18.9 (-0.5)3
6.7
10.6
Net return on sales (ROS) as a %
5.3
5.0
8.7
3.2
-18.4 (-2.1)4,7
4.4
7.3
1,214.5
Market capitalization at Dec. 31
Key profit figures
Key figures from the balance sheet
Balance sheet total
1,322.4
1,344.8
1,214.3
1,030.2
971.7
1,178.6
Return on assets (ROA) as a %
4.7
4.3
7.0
2.5
-1.14,7
3.2
7.5
Equity before minority interests
935.5
914.7
901.1
830.6
789.0
909.1
910.4
70.7
68.0
74.3
80.6
81.2
77.1
75.0
6.6
6.1
9.08
3.0
-1.5
4.2
12.3
177.2
214.2
90.4
13.7
-24.9
59.0
-43.1
Equity ratio before minority interests as a %
Return on equity (ROE) as a %
Net financial debt
Net financial debt/EBITDA
1.2
1.5
0.6
0.2
-0.9
0.6
-0.4
Gearing as a %
18.9
23.4
10.0
1.7
-3.2
6.5
-4.7
Working capital
453.1
456.8
370.5
269.3
217.9
303.9
271.5
39.2
37.9
32.3
32.1
43.7
33.1
29.0
852.7
866.2
721.1
572.8
489.8
588.1
486.7
Average working capital as a % of revenue
Capital employed
ROCE I as a %
11.0
10.8
17.58
6.9
-2.47
10.8
23.19
ROCE II as a %
7.7
7.6
12.58
5.2
-1.97
7.4
15.89
Weighted average cost of capital (WACC)
7.1
7.5
7.5
7.9
8.1
7.6
–
Economic value added (EVA)
5.1
0.7
32.1
-14.1
-54.1
-1.3
24.3
Cash flow from operating activities
132.6
13.6
43.6
44.9
138.3
38.110
55.0
Cash flow from investing activities
-75.9
-99.9
-105.5
-85.2
-38.1
-16.410
-141.8
Cash flow
Investments
Cash flow from financing activities
Free cash flow
86.8
104.0
114.0
85.0
43.4
101.8
84.0
-60.1
88.8
42.6
-10.3
-53.0
-21.9
96.4
56.7
-86.3
-61.9
-38.8
100.6
23.4
62.1
1
Pro-forma Group revenue amounted to EUR 979.5 million (Neuson Kramer Baumaschinen AG consolidated for the first time on October 1, 2007).
2 Adjusted to reflect restructuring costs (EUR 9.6 million).
3 Adjusted to reflect restructuring costs in the amount of EUR 9.6 million and write-downs on intangible assets in the amount of EUR 100.3 million.
4 Including deferred taxes in the amount of EUR -2.7 million (in conjunction with write-downs on brand value – intangible assets).
5 Dividend proposal for the AGM on May 27, 2014.
6
Since 2010, expenses for service technicians are reported in the income statement under cost of sales (instead of sales and service expenses).
7 Adjusted for write-down on intangible assets in the amount of EUR 100.3 million.
8
2011 figure adjusted for reversal of impairment in the amount of EUR 10.8 million.
9 On a pro-forma basis.
10 The item “Interest received” has been transferred from cash flow from investment activities to cash flow from operating activities.
Wacker Neuson SE
Preussenstrasse 41, 80809 Munich, Germany
Phone +49 - (0)89 - 354 02 - 0
Fax
+49 - (0)89 - 354 02 - 390
www.wackerneuson.com