sights set on global markets
Transcription
sights set on global markets
0695_13_Umschlag_aussen_e 27.04.2005 19:22 Uhr Seite 1 CONTENTS P R O V I S I O N A L K E Y D AT E S I N T H E F I N A N C I A L C A L E N D A R 11 April 2005 Accounts press conference, Nuremberg G f K G RO U P: G ROW T H F RO M K N OW L E D G E SIGHTS SET ON GLOBAL MARKETS 11 April 2005 Analysts’ conference, Frankfurt/Main III Our corporate values 13 May 2005 Quarterly report as at 31 March 1) IV Highlights of financial year 2004: GfK achieves record result and continues expansion GfK Group in figures 24 May 2005 Annual General Meeting, Nuremberg 12 August 2005 Interim report as at 30 June 1) 15 November 2005 Quarterly report as at 30 September 1) 28 February 2006 Provisional result for financial year 20051) 11 April 2006 Accounts press conference, Nuremberg 11 April 2006 Analysts’ conference, Frankfurt/Main 16 The Management Board 15 May 2006 Quarterly report as at 31 March 1) 21 GfK shares 23 May 2006 Annual General Meeting, Nuremberg 28 Special – GfK regions: sights set on global markets 14 August 2006 Interim report as at 30 June 1) 14 November 2006 Quarterly report as at 30 September 1) 2 GfK business divisions: knowledge is the basis for decision-making 4 2004 at a glance 6 GfK image campaign: global growth from local knowledge 8 The Supervisory Board 9 Report by the Supervisory Board 12 To our shareholders and business associates 18 Corporate Governance 26 Investor Relations 30 Germany GfK Group: Annual Report 2004 1 GfK Group: sights set on client markets 1) Publication is scheduled for before the start of the trading session. C O N TA CT S If you wish to order further copies of the Annual Report or have any queries, please contact: Public Affairs and Communications Dr. Ulrike Schöneberg Tel. +49 (0) 911 - 395 26 45 Fax +49 (0) 911 - 395 40 41 public.affairs@gfk.de Investor Relations Bernhard Wolf Tel. +49 (0) 911 - 395 20 12 Fax +49 (0) 911 - 395 40 75 bernhard.wolf@gfk.de Publisher: GfK ag Nordwestring 101 D-90319 Nuremberg http://www.gfk.de Editorial support services: Medienservice Peter Reichard, Ebersberg Design: Scheufele Kommunikationsagentur GmbH, Frankfurt/Main Photography: Annette Hornischer, Frankfurt/Main Lithography: 607er Druckvorlagen, Darmstadt Translation: aget Limited, London, uk Printing: Mediahaus Biering GmbH, Munich 46 Northern Europe 54 Central and Eastern Europe 62 America 70 Asia and the Pacific MANAGEMENT REPORT AND FINANCIAL S TAT E M E N T S O F T H E G f K G R O U P 80 Management report 110 Financial statements 116 Notes to the consolidated financial statements 146 Auditors’ report M I S S I O N S TAT E M E N T GfK. Growth from Knowledge Companies need to make decisions. Knowledge is the basis for decision-making. Annual Report 2004 Our business information services provide the essential knowledge that industry, retail, S I G H T S S E T O N G LO B A L M A R K E T S the service sector and the media need in order to make their decisions. GfK. Growth from Knowledge As a knowledge provider, we aim to be at the top in all the global markets in which we This Annual Report is also available in German. operate – in the interests of our clients, our employees, our company, our shareholders The English language version is a translation of the audited German Annual Report. and the general public. Printed on unchlorinated bleached paper 38 Western and Southern Europe A D D I T I O N A L I N F O R M AT I O N 148 Five-year overview 150 Glossaries V List of GfK company abbreviations used in the management report VI Index VII Financial calendar VII Contacts VII II 0695_13_Umschlag_aussen_e 27.04.2005 19:22 Uhr Seite 1 CONTENTS P R O V I S I O N A L K E Y D AT E S I N T H E F I N A N C I A L C A L E N D A R 11 April 2005 Accounts press conference, Nuremberg G f K G RO U P: G ROW T H F RO M K N OW L E D G E SIGHTS SET ON GLOBAL MARKETS 11 April 2005 Analysts’ conference, Frankfurt/Main III Our corporate values 13 May 2005 Quarterly report as at 31 March 1) IV Highlights of financial year 2004: GfK achieves record result and continues expansion GfK Group in figures 24 May 2005 Annual General Meeting, Nuremberg 12 August 2005 Interim report as at 30 June 1) 15 November 2005 Quarterly report as at 30 September 1) 28 February 2006 Provisional result for financial year 20051) 11 April 2006 Accounts press conference, Nuremberg 11 April 2006 Analysts’ conference, Frankfurt/Main 16 The Management Board 15 May 2006 Quarterly report as at 31 March 1) 21 GfK shares 23 May 2006 Annual General Meeting, Nuremberg 28 Special – GfK regions: sights set on global markets 14 August 2006 Interim report as at 30 June 1) 14 November 2006 Quarterly report as at 30 September 1) 2 GfK business divisions: knowledge is the basis for decision-making 4 2004 at a glance 6 GfK image campaign: global growth from local knowledge 8 The Supervisory Board 9 Report by the Supervisory Board 12 To our shareholders and business associates 18 Corporate Governance 26 Investor Relations 30 Germany GfK Group: Annual Report 2004 1 GfK Group: sights set on client markets 1) Publication is scheduled for before the start of the trading session. C O N TA CT S If you wish to order further copies of the Annual Report or have any queries, please contact: Public Affairs and Communications Dr. Ulrike Schöneberg Tel. +49 (0) 911 - 395 26 45 Fax +49 (0) 911 - 395 40 41 public.affairs@gfk.de Investor Relations Bernhard Wolf Tel. +49 (0) 911 - 395 20 12 Fax +49 (0) 911 - 395 40 75 bernhard.wolf@gfk.de Publisher: GfK ag Nordwestring 101 D-90319 Nuremberg http://www.gfk.de Editorial support services: Medienservice Peter Reichard, Ebersberg Design: Scheufele Kommunikationsagentur GmbH, Frankfurt/Main Photography: Annette Hornischer, Frankfurt/Main Lithography: 607er Druckvorlagen, Darmstadt Translation: aget Limited, London, uk Printing: Mediahaus Biering GmbH, Munich 46 Northern Europe 54 Central and Eastern Europe 62 America 70 Asia and the Pacific MANAGEMENT REPORT AND FINANCIAL S TAT E M E N T S O F T H E G f K G R O U P 80 Management report 110 Financial statements 116 Notes to the consolidated financial statements 146 Auditors’ report M I S S I O N S TAT E M E N T GfK. Growth from Knowledge Companies need to make decisions. Knowledge is the basis for decision-making. Annual Report 2004 Our business information services provide the essential knowledge that industry, retail, S I G H T S S E T O N G LO B A L M A R K E T S the service sector and the media need in order to make their decisions. GfK. Growth from Knowledge As a knowledge provider, we aim to be at the top in all the global markets in which we This Annual Report is also available in German. operate – in the interests of our clients, our employees, our company, our shareholders The English language version is a translation of the audited German Annual Report. and the general public. Printed on unchlorinated bleached paper 38 Western and Southern Europe A D D I T I O N A L I N F O R M AT I O N 148 Five-year overview 150 Glossaries V List of GfK company abbreviations used in the management report VI Index VII Financial calendar VII Contacts VII II 0695_12_Umschlag_innen_e 27.04.2005 19:16 Uhr Seite 1 O U R C O R P O R AT E VA L U E S HIGHLIGHTS OF FINANCIAL YEAR 2004 GfK achieves record result and continues expansion C L I E N T- D R IV E N B Our clients’ needs drive our business. We continuously seek to better understand our clients’ needs, improve all aspects of existing research products, offer innovative products and to be an integral part of our clients’ information systems. Accuracy, sound methodology, excellent client service, flexibility, timely delivery and cost effectiveness all ensure that we meet and even exceed our clients’ expectations. We build long-term partnerships with our clients, contributing to their success. Beyen Marktforschung, Germany Beyen Marktforschung GmbH, Düsseldorf, Germany. OUR PEOPLE People are our main asset. Development through training, sharing ideas and sound experience is essential to our business. Our people have the freedom to explore and develop their talents and are empowered to achieve our common goals. We encourage and reward initiative, dedication and hard work. Fairness, good communication and working relationships at all levels and locations are key to our success. Sales were up by 12.8 per cent to eur 671.7 million, with organic growth of 6.6 per cent coming in well above the sector average. ebit including income from participations climbed twice as fast as sales in percentage terms, rising by 31.2 per cent to eur 91.1 million. An increase in the margin of almost two percentage points to 13.6 per cent makes GfK one of the most profitable companies in the industry. bwv Group, Switzerland bwv Holding ag, St. Gallen, Switzerland, including its subsidiaries. C Following the acquisition of GfK Arbor, the GfK Group now ranks No. 15 among market research companies in the usa, the world’s biggest market research market. Caribou Lake Software, usa Caribou Lake Software, llc, Minneapolis, usa. F GfK is expanding the retail research activities of its Retail and Technology division to include additional countries in the regions of Central and Eastern Europe, America, Asia and the Pacific as well as in the Middle East. Fessel-GfK, Austria fessel-GfK Institut für Marktforschung Ges.m.b.H., Vienna, Austria. G GfK arbor usa GfK arbor, llc, Media, usa. GfK Asia, Singapore GfK Asia Pte Ltd., Singapore, Singapore. GfK Group in figures1) Change I N N O VAT I O N We recognize that investing in continuous innovation in both the process and the end product is a prerequisite to meeting clients’ requirements. Our aim is to be at the cutting edge with our key business activities. Clients’ needs, evolving markets, new technology and the expertise and ideas of our people throughout the world are what drive innovation. 671.7 + 12.8 ebitda in eur million 91.2 108.9 + 19.5 2) Consolidated total income before minority interests Tax rate Consolidated total income We respect and learn from local business practices and cultures and provide knowledge tailored to local needs. Our global network comprises international teams, tools and products to provide multinational clients with consistent services. As proud members of the GfK Group, we share local and international expertise to continually improve all aspects of our business. in eur million 66.4 86.9 + 30.9 in eur million 69.5 91.1 + 31.2 in % 11.7 13.6 + 1.9 3) in eur million 41.1 63.5 + 54.7 in % 38.0 34.3 – in eur million 33.3 52.6 + 57.8 Earnings per share in eur 1.06 1.68 + 57.8 Dividend per share in eur 0.214) 0.305) + 42.9 Cash flow from ongoing GROWTH business activity in eur million 69.2 92.3 + 33.3 Investment in eur million 47.7 85.1 + 78.4 Return on equity in % 17.3 23.2 + 6.0 3) Total return on equity in % 14.3 17.2 + 2.8 3) Sales return in eur million 6.9 9.5 + 2.6 3) Net indebtedness in eur million – 24.9 – 31.7 + 27.3 in years 0.5 0.5 – 11.5 44.3 + 3.6 3) + 0.5 3) Ratio of net indebtedness to cash flow Profitable growth results in greater opportunities. As individuals, teams and business units, we are aware of the impact of our decisions and actions at all levels. We use financial and non-financial measurements to review and improve performance on an ongoing basis. Our growth provides investors with a fair return on the financial resources they have entrusted to us. Shareholders’ equity Gearing No. of employees at year-end 1) 2) 3) 4) 5) III in % 595.3 ebit after income from participations GLOBAL EXPERTISE – LOCAL KNOWLEDGE 2004 in eur million Margin 2003 Sales ebit before income from participations IV in % 40.7 INDEX L I S T O F G f K C O M PA N Y A B B R E V I AT I O N S U S E D I N T H E M A N A G E M E N T R E P O R T A N D F I N A N C I A L S TAT E M E N T S in % 12.2 12.7 full-time 5,066 5,539 GfK Group financial reporting in accordance with us gaap ebit after income from participations in relation to sales Percentage points Dividend adjusted for the dilution effect resulting from the increase from company funds Proposal to the Annual General Meeting on 24 May 2005 + 9.3 GfK Bosnia Herzegovina, Bosnia Herzegovina GfK bh d.o.o, Sarajevo, Bosnia Herzegovina. GfK Business Solutions & Processing, Germany GfK Aktiengesellschaft, Bereich GfK Business Solutions & Processing, Germany. GfK Custom Research, usa GfK Custom Research Inc., Minneapolis, usa. GfK Custom Research Worldwide, Belgium GfK Ad Hoc Research worldwide gie, Brussels, Belgium. GfK Data Services, Germany GfK Aktiengesellschaft, GfK Data Services Division, Germany. GfK do Brasil, Brazil GfK do brasil ltda., São Paulo, Brazil. GfK Fernsehforschung, Germany GfK Fernsehforschung GmbH, Nuremberg, Germany. GfK Group Services, Germany GfK Aktiengesellschaft, GfK Group Services, Germany. GfK Indicator, Brazil indicator gfk ltda., São Paulo, Brazil. GfK Latino-america Holding, Spain gfk latinoamerica holding, s.l., Valencia, Spain. GfK Market Analysis, Greece GfK market analysis e.p.e., Athens, Greece. GfK Marketing Services Australia, Australia GfK Marketing Services Australia Pty. Ltd., Sydney, Australia. GfK Marketing Services uk, uk GfK Marketing Services Ltd., West Byfleet, Surrey, uk. GfK Marktforschung, Germany GfK Marktforschung GmbH, Nuremberg, Germany. GfK Morocco, Morocco GfK memrb Marketing Services Maroc, Casablanca, Morocco. GfK Martin Hamblin, uk GfK Martin Hamblin Limited, London, uk. GfK Media, uk GfK Media Ltd., London, uk. GfK Methoden- und Produktentwicklung GfK Aktiengesellschaft, GfK Methodenund Produktentwicklung, Germany. GfK MS Chile, Chile GfK Marketing Service Chile Limitada, Santiago, Chile. GfK ms Ltda Brasil, Brazil GfK marketing services ltda., São Paulo, Brazil. GfK Panel Services Benelux, Netherlands GfK Panelservices Benelux b.v., Dongen, Netherlands. GfK PS Benelux Holding, Netherlands GfK Panelservices Benelux Holding b.v., Dongen, Netherlands. GfK Rus, Russia GfK-rus Gesellschaft mbH, Moscow, Russia. GfK-usm, Ukraine GfK-Ukrainian Surveys & Market Research (usm), Kiev, Ukraine. gpi Kommunikationsforschung, Germany gpi Kommunikationsforschung Gesellschaft für Pharma-Informationssysteme mbH, Nuremberg, Germany. 116 Accounting and valuation methods I 96, 108 Acquisitions ifr GfK, France see ifr Group, France. Ad Hoc Research see Custom Research 120f., 142ff. Affiliated companies ifr Group, France cmi Field sarl, Viroflay, France Institut Français de Recherche ifr s.a., Viroflay, France ifr Europe Ltd., London, uk ifr France s.a., Viroflay, France ifr Italia S.r.L., Milan, Italy ifr Marketing España s.a., Madrid, Spain ifr Monitoring Deutschland GmbH, Düsseldorf, Germany ifr Nederland b.v., Amsterdam, Netherlands ifr Polska Sp. z o.o., Warsaw, Poland ifr u.k. Ltd., London, uk. iha-GfK-Group, Switzerland bwv Holding ag, St. Gallen, Switzerland Eiphos Holding ag, Hergiswil, Switzerland iha-GfK ag, Hergiswil, Switzerland iha·ims Health GmbH, Hergiswil, Switzerland iha Italia S.p.A., Milan, Italy Liechti ag, Kriegstetten, Switzerland dragon eye Ltd., Hergiswil, Switzerland Media Focus (arge), Hergiswil, Switzerland Modata ag, Hergiswil, Switzerland Modata GmbH, Berlin, Germany Telecontrol ag, Hergiswil, Switzerland. 62ff., 69, 94f., 136 America IV, 12, 84, 148 Margin 3, 92, 108, 135 Media Net income for the year see Consolidated total income 121, 145 Associated companies 85, 111, 125ff., 148 Balance sheet 125ff. Balance sheet, notes to the IV, 86, 148 Net indebtedness 122 Net interest income 85, 111 Total assets Non-Food Tracking see Retail and Technology 85f., 148 Borrowings 2f., 87ff., 105f., 108, 135, 148 Business divisions See also Consumer Tracking, Custom Research, HealthCare, Media, Retail and Technology Cash flow 86, 112 from investment activity 86, 112, V from ongoing business activity 86, 112, V Free cash flow 54ff., 61, 94, 136 Central and Eastern Europe 109ff. Consolidated financial statements: IV, 84f., 109, 148 Consolidated total income IV, 84f., 109, 148 Consolidated total income before minority interests Consolidation 116 Methods of consolidation 118f. Scope of consolidation 3, 89f., 103, 135, 148 Consumer Tracking 134 Contingencies 46ff., 53, 93f., 136 Northern Europe 2f., 84, 87ff., 92ff., 110, 148 Operating income IV, 87ff., 92ff., 107 Organic growth 99, 107 Organization and administration V Pay-out ratio 136 Pro forma statements (sfas 1) 130 Proposed appropriation of profits 86, 111, 118f., 130f. Provisions 100, 107 Purchasing IV, 151 Ratio of net indebtedness to cash flow 92ff., 136 Regions see also America, Asia and the Pacific, Germany, Northern Europe, Western and Southern Europe, Central and Eastern Europe 2, 98, 135, 148 Retail and Technology 6, 100f., 107 Corporate Communications 2, 88, 135, 148 Custom Research 85, 111, 148 Current assets 116 Currency conversion Information Resources Deutschland, Germany Information Resources GfK GmbH, Nuremberg, Germany. 86, 112, 148 Liquidity 12ff., 16ff., 19, 138, 140 Management Board 70ff., 77, 95f., 136 Asia and the Pacific 9, 18ff., 141 Corporate Governance iha·ims Health, Switzerland iha·ims Health GmbH, Hergiswil, Switzerland. 26f. Investor Relations IV, 86, 107, 148 Investment Return, see Margin IV, 149 Return on capital employed 96, 106 Research and development 101ff. Risk report IV, 84, 110, 116f., 148 Sales 111, 118, 123 Deferred taxes Segment report, see also Business divisions, Regions IV, 13, 25, 130, 148 Dividend ebit IV, 84, 110, 148 before income from participations IV, 84, 110, 148 after income from participations IRI/GfK, Germany Information Resources GfK GmbH, Nuremberg, Germany. 12, 21ff. IV, 23, 110, 124, 149 23, 149 22f. IV, 84, 110, 148 ebitda M ebit margin see Margin m2a, France m2a s.a., Saint Aubin, France. IV, 97f., 106, 138, 149 Employees media control GfK international, Germany media control GfK international GmbH, Baden-Baden, Germany. 100 Environmental protection 86, 107, 112 Financing 85, 111, 114f., 150 Fixed assets 86, 112, 119, 133, 149 Funds statement IV, 86, 149 Gearing T 30ff., 37, 92f., 136 Germany 117, 125 Goodwill Telecontrol, Switzerland Telecontrol ag, Hergiswil, Switzerland. 3, 90f., 105, 135, 148 HealthCare 85, 110, 148 Income from ongoing business activity V 84, 122, 148 Income from participations v2 GfK, usa v2 GfK llc, Blue Bell, usa. 84, 110, 121ff. Income statement 121f. Notes to the income statement V Shares Earnings per share Key indicators Share price performance Shareholders’ equity 85, 111, 113, 118, 127f., 148, IV 85, 148 IV, 149 Changes in shareholders’ equity Equity ratio RoE 24 Shareholder structure 142ff. Shareholdings 135f. Segment reporting see also business divisions, regions 86f., 107 Soft facts Staff see Employees 9f., 19, 117, 129 Stock options 1, 12f., 108f. Strategy 8ff., 18ff., 139f. Supervisory Board 84, 123f. Taxes on income and earnings 38ff., 45, 93, 136 Western and Southern Europe VI 0695_12_Umschlag_innen_e 27.04.2005 19:16 Uhr Seite 1 O U R C O R P O R AT E VA L U E S HIGHLIGHTS OF FINANCIAL YEAR 2004 GfK achieves record result and continues expansion C L I E N T- D R IV E N B Our clients’ needs drive our business. We continuously seek to better understand our clients’ needs, improve all aspects of existing research products, offer innovative products and to be an integral part of our clients’ information systems. Accuracy, sound methodology, excellent client service, flexibility, timely delivery and cost effectiveness all ensure that we meet and even exceed our clients’ expectations. We build long-term partnerships with our clients, contributing to their success. Beyen Marktforschung, Germany Beyen Marktforschung GmbH, Düsseldorf, Germany. OUR PEOPLE People are our main asset. Development through training, sharing ideas and sound experience is essential to our business. Our people have the freedom to explore and develop their talents and are empowered to achieve our common goals. We encourage and reward initiative, dedication and hard work. Fairness, good communication and working relationships at all levels and locations are key to our success. Sales were up by 12.8 per cent to eur 671.7 million, with organic growth of 6.6 per cent coming in well above the sector average. ebit including income from participations climbed twice as fast as sales in percentage terms, rising by 31.2 per cent to eur 91.1 million. An increase in the margin of almost two percentage points to 13.6 per cent makes GfK one of the most profitable companies in the industry. bwv Group, Switzerland bwv Holding ag, St. Gallen, Switzerland, including its subsidiaries. C Following the acquisition of GfK Arbor, the GfK Group now ranks No. 15 among market research companies in the usa, the world’s biggest market research market. Caribou Lake Software, usa Caribou Lake Software, llc, Minneapolis, usa. F GfK is expanding the retail research activities of its Retail and Technology division to include additional countries in the regions of Central and Eastern Europe, America, Asia and the Pacific as well as in the Middle East. Fessel-GfK, Austria fessel-GfK Institut für Marktforschung Ges.m.b.H., Vienna, Austria. G GfK arbor usa GfK arbor, llc, Media, usa. GfK Asia, Singapore GfK Asia Pte Ltd., Singapore, Singapore. GfK Group in figures1) Change I N N O VAT I O N We recognize that investing in continuous innovation in both the process and the end product is a prerequisite to meeting clients’ requirements. Our aim is to be at the cutting edge with our key business activities. Clients’ needs, evolving markets, new technology and the expertise and ideas of our people throughout the world are what drive innovation. 671.7 + 12.8 ebitda in eur million 91.2 108.9 + 19.5 2) Consolidated total income before minority interests Tax rate Consolidated total income We respect and learn from local business practices and cultures and provide knowledge tailored to local needs. Our global network comprises international teams, tools and products to provide multinational clients with consistent services. As proud members of the GfK Group, we share local and international expertise to continually improve all aspects of our business. in eur million 66.4 86.9 + 30.9 in eur million 69.5 91.1 + 31.2 in % 11.7 13.6 + 1.9 3) in eur million 41.1 63.5 + 54.7 in % 38.0 34.3 – in eur million 33.3 52.6 + 57.8 Earnings per share in eur 1.06 1.68 + 57.8 Dividend per share in eur 0.214) 0.305) + 42.9 Cash flow from ongoing GROWTH business activity in eur million Investment 92.3 + 33.3 in eur million 47.7 85.1 + 78.4 in % 17.3 23.2 + 6.0 3) Total return on equity in % 14.3 17.2 + 2.8 3) Sales return in eur million 6.9 9.5 + 2.6 3) Net indebtedness in eur million – 24.9 – 31.7 + 27.3 in years 0.5 0.5 – 11.5 44.3 + 3.6 3) + 0.5 3) Shareholders’ equity Gearing No. of employees at year-end 1) 2) 3) 4) 5) IV 69.2 Return on equity Ratio of net indebtedness to cash flow Profitable growth results in greater opportunities. As individuals, teams and business units, we are aware of the impact of our decisions and actions at all levels. We use financial and non-financial measurements to review and improve performance on an ongoing basis. Our growth provides investors with a fair return on the financial resources they have entrusted to us. III in % 595.3 ebit after income from participations GLOBAL EXPERTISE – LOCAL KNOWLEDGE 2004 in eur million Margin 2003 Sales ebit before income from participations in % 40.7 INDEX L I S T O F G f K C O M PA N Y A B B R E V I AT I O N S U S E D I N T H E M A N A G E M E N T R E P O R T A N D F I N A N C I A L S TAT E M E N T S in % 12.2 12.7 full-time 5,066 5,539 GfK Group financial reporting in accordance with us gaap ebit after income from participations in relation to sales Percentage points Dividend adjusted for the dilution effect resulting from the increase from company funds Proposal to the Annual General Meeting on 24 May 2005 + 9.3 GfK Bosnia Herzegovina, Bosnia Herzegovina GfK bh d.o.o, Sarajevo, Bosnia Herzegovina. GfK Business Solutions & Processing, Germany GfK Aktiengesellschaft, Bereich GfK Business Solutions & Processing, Germany. GfK Custom Research, usa GfK Custom Research Inc., Minneapolis, usa. GfK Custom Research Worldwide, Belgium GfK Ad Hoc Research worldwide gie, Brussels, Belgium. GfK Data Services, Germany GfK Aktiengesellschaft, GfK Data Services Division, Germany. GfK do Brasil, Brazil GfK do brasil ltda., São Paulo, Brazil. GfK Fernsehforschung, Germany GfK Fernsehforschung GmbH, Nuremberg, Germany. GfK Group Services, Germany GfK Aktiengesellschaft, GfK Group Services, Germany. GfK Indicator, Brazil indicator gfk ltda., São Paulo, Brazil. GfK Latino-america Holding, Spain gfk latinoamerica holding, s.l., Valencia, Spain. GfK Market Analysis, Greece GfK market analysis e.p.e., Athens, Greece. GfK Marketing Services Australia, Australia GfK Marketing Services Australia Pty. Ltd., Sydney, Australia. GfK Marketing Services uk, uk GfK Marketing Services Ltd., West Byfleet, Surrey, uk. GfK Marktforschung, Germany GfK Marktforschung GmbH, Nuremberg, Germany. GfK Morocco, Morocco GfK memrb Marketing Services Maroc, Casablanca, Morocco. GfK Martin Hamblin, uk GfK Martin Hamblin Limited, London, uk. GfK Media, uk GfK Media Ltd., London, uk. GfK Methoden- und Produktentwicklung GfK Aktiengesellschaft, GfK Methodenund Produktentwicklung, Germany. GfK MS Chile, Chile GfK Marketing Service Chile Limitada, Santiago, Chile. GfK ms Ltda Brasil, Brazil GfK marketing services ltda., São Paulo, Brazil. GfK Panel Services Benelux, Netherlands GfK Panelservices Benelux b.v., Dongen, Netherlands. GfK PS Benelux Holding, Netherlands GfK Panelservices Benelux Holding b.v., Dongen, Netherlands. GfK Rus, Russia GfK-rus Gesellschaft mbH, Moscow, Russia. GfK-usm, Ukraine GfK-Ukrainian Surveys & Market Research (usm), Kiev, Ukraine. gpi Kommunikationsforschung, Germany gpi Kommunikationsforschung Gesellschaft für Pharma-Informationssysteme mbH, Nuremberg, Germany. 116 Accounting and valuation methods I 96, 108 Acquisitions ifr GfK, France see ifr Group, France. Ad Hoc Research see Custom Research 120f., 142ff. Affiliated companies ifr Group, France cmi Field sarl, Viroflay, France Institut Français de Recherche ifr s.a., Viroflay, France ifr Europe Ltd., London, uk ifr France s.a., Viroflay, France ifr Italia S.r.L., Milan, Italy ifr Marketing España s.a., Madrid, Spain ifr Monitoring Deutschland GmbH, Düsseldorf, Germany ifr Nederland b.v., Amsterdam, Netherlands ifr Polska Sp. z o.o., Warsaw, Poland ifr u.k. Ltd., London, uk. iha-GfK-Group, Switzerland bwv Holding ag, St. Gallen, Switzerland Eiphos Holding ag, Hergiswil, Switzerland iha-GfK ag, Hergiswil, Switzerland iha·ims Health GmbH, Hergiswil, Switzerland iha Italia S.p.A., Milan, Italy Liechti ag, Kriegstetten, Switzerland dragon eye Ltd., Hergiswil, Switzerland Media Focus (arge), Hergiswil, Switzerland Modata ag, Hergiswil, Switzerland Modata GmbH, Berlin, Germany Telecontrol ag, Hergiswil, Switzerland. 62ff., 69, 94f., 136 America IV, 12, 84, 148 Margin 3, 92, 108, 135 Media Net income for the year see Consolidated total income 121, 145 Associated companies 85, 111, 125ff., 148 Balance sheet 125ff. Balance sheet, notes to the IV, 86, 148 Net indebtedness 122 Net interest income 85, 111 Total assets Non-Food Tracking see Retail and Technology 85f., 148 Borrowings 2f., 87ff., 105f., 108, 135, 148 Business divisions See also Consumer Tracking, Custom Research, HealthCare, Media, Retail and Technology Cash flow 86, 112 from investment activity 86, 112, V from ongoing business activity 86, 112, V Free cash flow 54ff., 61, 94, 136 Central and Eastern Europe 109ff. Consolidated financial statements: IV, 84f., 109, 148 Consolidated total income IV, 84f., 109, 148 Consolidated total income before minority interests Consolidation 116 Methods of consolidation 118f. Scope of consolidation 3, 89f., 103, 135, 148 Consumer Tracking 134 Contingencies 46ff., 53, 93f., 136 Northern Europe 2f., 84, 87ff., 92ff., 110, 148 Operating income IV, 87ff., 92ff., 107 Organic growth 99, 107 Organization and administration V Pay-out ratio 136 Pro forma statements (sfas 1) 130 Proposed appropriation of profits 86, 111, 118f., 130f. Provisions 100, 107 Purchasing IV, 151 Ratio of net indebtedness to cash flow 92ff., 136 Regions see also America, Asia and the Pacific, Germany, Northern Europe, Western and Southern Europe, Central and Eastern Europe 2, 98, 135, 148 Retail and Technology 6, 100f., 107 Corporate Communications 2, 88, 135, 148 Custom Research 85, 111, 148 Current assets 116 Currency conversion Information Resources Deutschland, Germany Information Resources GfK GmbH, Nuremberg, Germany. 86, 112, 148 Liquidity 12ff., 16ff., 19, 138, 140 Management Board 70ff., 77, 95f., 136 Asia and the Pacific 9, 18ff., 141 Corporate Governance iha·ims Health, Switzerland iha·ims Health GmbH, Hergiswil, Switzerland. 26f. Investor Relations IV, 86, 107, 148 Investment Return, see Margin IV, 149 Return on capital employed 96, 106 Research and development 101ff. Risk report IV, 84, 110, 116f., 148 Sales 111, 118, 123 Deferred taxes Segment report, see also Business divisions, Regions IV, 13, 25, 130, 148 Dividend ebit IV, 84, 110, 148 before income from participations IV, 84, 110, 148 after income from participations IRI/GfK, Germany Information Resources GfK GmbH, Nuremberg, Germany. 12, 21ff. IV, 23, 110, 124, 149 23, 149 22f. Shares Earnings per share Key indicators Share price performance 85, 111, 113, 118, 127f., 148, IV 85, 148 IV, 149 Changes in shareholders’ equity Equity ratio RoE IV, 84, 110, 148 ebitda M ebit margin see Margin m2a, France m2a s.a., Saint Aubin, France. IV, 97f., 106, 138, 149 Employees media control GfK international, Germany media control GfK international GmbH, Baden-Baden, Germany. 100 Environmental protection 86, 107, 112 Financing 85, 111, 114f., 150 Fixed assets 86, 112, 119, 133, 149 Funds statement IV, 86, 149 Gearing T 30ff., 37, 92f., 136 Germany 117, 125 Goodwill Telecontrol, Switzerland Telecontrol ag, Hergiswil, Switzerland. 3, 90f., 105, 135, 148 HealthCare 85, 110, 148 Income from ongoing business activity V 84, 122, 148 Income from participations v2 GfK, usa v2 GfK llc, Blue Bell, usa. 84, 110, 121ff. Income statement 121f. Notes to the income statement V Shareholders’ equity 24 Shareholder structure 142ff. Shareholdings 135f. Segment reporting see also business divisions, regions 86f., 107 Soft facts Staff see Employees 9f., 19, 117, 129 Stock options 1, 12f., 108f. Strategy 8ff., 18ff., 139f. Supervisory Board 84, 123f. Taxes on income and earnings 38ff., 45, 93, 136 Western and Southern Europe VI Financial year 2004 THE GfK GROUP G f K G RO U P: SIGHTS SET ON GLOBAL MARKETS Ranked No. 1 in Germany, No. 4 in Europe and No. 5 worldwide today, GfK is a leading global market research company. Our success is based largely on the commitment of our workforce, which includes some of the most talented, experienced and knowledgeable people in the sector worldwide. We combine in-depth knowledge of the methods and technology used in modern market research with vast market knowledge and marketing expertise, making us an indispensable and well-respected partner for our clients. M I S S I O N S TAT E M E N T Companies need to make decisions. Knowledge is the basis for decision-making. Our business information services provide the essential knowledge that industry, retail, the service sector and the media need in order to make their decisions. As a knowledge provider, we aim to be at the top in all the global markets in which we operate – in the interests of our clients, our employees, our company, our shareholders and the general public. OUR AIMS Outperform sector sales growth Achieve attractive margins Lead the way through innovation Focus on customer loyalty O U R S T R AT E G I E S We intend to achieve our aims through Expansion in selected markets Excellence in added value services and consultancy Leverage of our unique expertise in consumer, healthcare, media and retail markets Long-term investment in advanced technologies and Internet applications GfK_1 OVERVIEW OF THE GfK BUSINESS DIVISIONS KNOWLEDGE IS THE BASIS FOR DECISION-MAKING People often say that today, information about consumers, markets and market players abounds or, at any rate, such information is easy to get hold of. What counts is not the surplus of easily accessible data, but targeted knowledge based on careful analysis, which supports companies in their decision-making. And this is where experts like GfK come into play. Our five business divisions offer a comprehensive range of services to clients in the consumer goods markets, the pharma sector, retail, the media and service industries to facilitate their marketing decisions. C U S T O M R E S E A R C H (formerly Ad Hoc Research) Through our Custom Research division, our 47 subsidiaries provide clients in 30 countries around the world and via partnerships in another 63 countries with information services for their operating and strategic marketing decisions. These include tests and surveys on product and pricing policy, brand management, communication, distribution and customer loyalty. 2004 in figures Sales Operating profit HIGHLIGHTS 2004 Shareholding in GfK Martin Hamblin, uk and usa, topped up to 100 per cent Acquisition of GfK Arbor in the usa Shareholding in GfK Indicator, Brazil, increased to 95 per cent eur 252.1 million + 14.2 % eur 21.2 million + 37.7 % Margin 1) + 8.4 % + 1.4 %2) 1,961 + 14.9 % No. of employees 1) Operating profit in relation to sales 2) Percentage points R E TA I L A N D T E C H N O L O G Y (formerly Non-Food Tracking) In Retail and Technology, we provide clients in industry and retail with information services derived from continuous retail sales analyses and surveys on consumer technology products in 56 countries around the world. 2004 in figures Sales Operating profit Margin 1) eur 187.0 million + 12.2 % eur 46.9 million + 30.0 % + 25.1 % + 3.5 %2) 1,692 + 11.5 % No. of employees 1) Operating profit in relation to sales 2) Percentage points 2_GfK HIGHLIGHTS 2004 Latin American company network set up in Argentina, Brazil and Chile Expansion of the network in the Middle East and Africa, which is coordinated by GfK memrb, to include Morocco, Algeria, Yemen, Lebanon and Syria Launch of worldwide implementation of the startrack production and database system Business divisions – overview THE GfK GROUP CONSUMER TRACKING Through the Consumer Tracking division, we provide our clients with regular information services based on continuous surveys and analyses of consumer purchase decisions and behaviour in 25 countries across Europe. These cover consumer goods and services of all kinds. HIGHLIGHTS 2004 Introduction of the ScanIT technology in the ConsumerScan panel, which means that consumers can record their purchases on the spot and forward this data to GfK using their pc Expansion of the ConsumerScan panel in Germany from 15,000 to 17,000 and in Italy from 6,000 to 7,000 households New business as a result of additional services and gaining new major clients 2004 in figures Sales Operating profit eur 94.4 million + 5.2 % eur 5.9 million + 68.1 % + 6.2 % + 2.3 %2) 849 + 2.4 % eur 62.2 million + 6.8 % Margin 1) No. of employees 1) Operating profit in relation to sales 2) Percentage points MEDIA Through our Media division, we provide clients in 27 countries throughout Europe with information services on the reach, intensity and nature of media usage and media acceptance. The offering covers both the classic media such as television, radio, print and outdoor advertising as well as the Internet and new online and offline media. HIGHLIGHTS 2004 Contract with agf (Television Research Partnership) for measuring tv ratings in Germany renewed by a further seven years bbc commissions GfK Media uk to carry out a survey for which viewers evaluate tv and radio programmes in the uk online every day from 2005 onwards. Duration of the contract: three years GfK Media uk wins Innovation Award of the British Market Research Associations bmra and mrs 2004 in figures Sales Operating profit Margin 1) eur 7.8 million + 4.0 % + 12.5 % – 0.3 %2) 348 + 6.1 % eur 68.1 million + 38.2 % eur 7.7 million + 23.8 % + 11.4 % – 1.3 %2) 246 + 7.9 % No. of employees 1) Operating profit in relation to sales 2) Percentage points H E A LT H C A R E Through our HealthCare division, we provide clients with information services relating to product development, communication, image and price control of medicines covering 14 countries. We also provide analyses of market positioning and customer satisfaction in the healthcare sector as well as of the volume of materials and products used in the dental and veterinary sectors. HIGHLIGHTS 2004 Shareholding in French company, m2a, which focuses on veterinary market research, increased to 100 per cent Global harmonized system of instruments and services implemented in all companies belonging to the GfK HealthCare division Various HealthCare departments set up and activities launched in Central and Eastern Europe 2004 in figures Sales Operating profit Margin 1) No. of employees 1) Operating profit in relation to sales 2) Percentage points GfK_3 2 0 0 4 AT A G L A N C E 01 02 03 05 06 To mark the 125th birth- GfK among the top 50 On the strength of GfK subsidiary, GfK’s Investor Relations At the Week of Audience day of GfK’s founding German employers in newly acquired GfK Telecontrol, supplies receive Börse Online Measurement organized father, Professor Dr. 2004: a survey carried arbor and us-based 1,000 tv meters to award. According to by arf/esomar in Wilhelm Vershofen, out by Capital magazine companies, GfK Custom Decision Craft for a private investors, GfK Geneva, Switzerland, GfK donates eur 50,000 showed that GfK Research, v2 GfK pilot survey on tv provides the best GfK presents its to the Economics and employees rated their and Martin Hamblin ratings carried out Investor Relations latest multi-talent: Social Sciences Faculty company highly. Research, GfK becomes on the basis of two services in Germany. MediaWatch, a watch one of the top 15 representative house- which records the companies in this hold samples in the different mass media sector in the usa, the Indian cities of Mumbai to which its wearer is world’s largest national (Bombay) and exposed. marketing research Ahmedabad. at Erlangen-Nuremberg University for the modernization of one of the university’s lecture theatres. The joint “Best Brands 2004 – German brand ranking” survey by GfK and WirtschaftsWoche magazine determines agf extends contract with Adidas, Haribo and GfK Fernsehforschung Siemens as the strongest by a further seven years German brands. market. GfK market researchers The acquisition of all and representatives from GfK Bosnia Herzegovina of the shares in French GfK client companies established in Sarajevo. company m2a means provide examples of how – GfK entrusted with This completes GfK’s that GfK is the leading companies can make continuous tv research presence in all succes- provider in France of sustained improvements in Germany until 2011. sor countries of the ad hoc information to their marketing and former Yugoslavia. services relating to communication at the veterinary medicine. Research Summit 2004 Symposium in Lucerne, Switzerland, of GfK’s top 30 statistics and methodology experts from 16 countries. Focus of the conference: consumer and market segmentation. Professor Wagner a. Kamakura from the Fuqua School of Business at Duke University in the usa is guest speaker. 4_GfK 04 organized by GfK Custom Research Worldwide in Milan. 2004 at a glance 07 08 09 10 THE GfK GROUP 11 12 GfK ag scrip issue. Launch of the new The two major GfK GfK Media uk receives The 2004 International The bbc commissions GfK doubles its share gfk4u Intranet following divisions are renamed, the innovation prize Consumer Electronics GfK to carry out a survey capital following a share basic structural changes with Non-Food Tracking of British market Conference takes place on terrestrial radio and increase from company and a visual make-over. trading under the name research association, in Fürth. The slogan, tv programmes in the funds, increasing the The new communication “Retail and Technology” bmra, for its radio Consumer Electronics on uk from April 2005 number of shares by platform promotes and Ad Hoc Research ratings research, which the move, attracts over onwards. The three- 20 per cent. All GfK knowledge and becoming “Custom is based on Radiocontrol 270 experts from 21 year contract is the shareholders receive information sharing Research”. The change technology. The panel of countries interested in biggest ad hoc research one additional new and should enhance reflects the increasing judges decides that the the possibilities of adding contract awarded in share for each five and optimize cooperation volume of services innovative technology value in converging British media research. existing shares they throughout the global provided to countries generated sustained digital markets. already hold. GfK network. outside Europe by these value added for clients. GfK achieves an excellent With retrospective effect index value of over 450 from 1 January 2004, points in a Capital The GfK Management More than 100 experts Board approves the For the third time, GfK attend the financial Group’s new inter- The GfK Annual Report is the key sponsor of markets conference national advertising the GfK Group takes 2003 wins bronze the Nuremberg city run. organized by fessel- campaign, Global growth magazine survey on the over 100 per cent of the at Berliner Type 2004, Around 8,200 runners GfK in Austria. The from local knowledge. quality of the Investor shares in uk-based the prestigious take part in the race, discussions focus on To be launched in 2005, Relations work involving GfK Martin Hamblin. communication design including over 160 GfK the economic area of the campaign will see around 300 analysts, The move strengthens award. GfK’s Annual employees with their Central and Eastern ads published in trade ranking the company GfK’s presence in the Report is among the distinct t-shirts showing Europe and its financial magazines around the No. 2 among SDax second largest national 20 award-winning the orange GfK logo. and insurance markets. world. companies and No. 11 market research market. corporate communications among the 198 companies of the Euro Stoxx 50, Dr. Günther Beckstein, two divisions. publications. GfK is awarded the contract for continuous Minister of the Interior radio ratings research of Bavaria, visits GfK in Belgium for 2005 in Nuremberg with a and 2006, which is Almost 600 marketing delegation of members commissioned by the and market research of the regional parliament. cim media research experts from the whole The visit is aimed at working group. of Germany gathered at finding out more about the 2004 GfK conference, surveys on Nuremberg which was held in as a financial and Nuremberg’s Meister- property centre as well singerhalle. The as the consumer mood conference focused on in Germany and its the concept of time-poor neighbouring countries. Dax, MDax and SDax indices. consumers and guest speaker was August Oetker, grandson of the eponymous pioneer for convenience food in the German market. GfK_5 G f K I M A G E C A M PA I G N GLOBAL GROWTH FROM LOCAL KNOWLEDGE In December 2004, the GfK Management Board approved a new international advertising campaign for the Group. The new ads for the print media, which will only appear in trade publications, have been designed to visually communicate GfK’s claim, Growth from Knowledge. Based on a combination of intelligence, emotion and humour, the campaign features unique images. The basic idea was to ensure that the campaign could be used consistently all over the world for several years without losing impact. The new GfK campaign is built around one of the corporate values, global expertise – local knowledge, and illustrates growth using unusual pictures. Well-known symbols, products and other features from all parts of the world are transformed and people, monuments, indeed the world, expand. The images show that GfK is present throughout the world. Right royal growth a tall order in the uk? Impossible? Visions in the uk? Is nothing impossible today? Want a bigger share of the market? Going for specific targets? More customers? As many as possible? Want to grow? Even bigger? Want knowledge? GfK A fresh wind blowing in growth? Impossible? Visions in the Netherlands? Is nothing impossible today? Want a bigger share of the market? Going for specific targets? More customers? As many as possible? Want to grow? Even bigger? Want knowledge? GfK 6_GfK Image campaign THE GfK GROUP Lady Liberty growing? Impossible? Visions in the land where the sky’s the limit? Is nothing impossible today? Want a bigger share of the market? Going for specific targets? More customers? As many as possible? Want to grow? Even bigger? Want knowledge? GfK Your reach growing? Impossible? Visions in South America? Is nothing impossible today? Want a bigger share of the market? Going for specific targets? More customers? As many as possible? Want to grow? Even bigger? Want knowledge? GfK One of the wonders of the world growing? Impossible? Visions in Asia? Is nothing impossible today? Want a bigger share of the market? Going for specific targets? More customers? As many as possible? Want to grow? Even bigger? Want knowledge? GfK GfK_7 THE SUPERVISORY BOARD Hajo Riesenbeck hr Committee Hajo Riesenbeck (Chairman) Chairman of the Supervisory Board Dr. Wolfgang C. Berndt from 16 December 2004 Werner Spinner Director at McKinsey & Company, Düsseldorf Finance Committee Dr. Arno Mahlert (Chairman) Dr. Christoph Achenbach Dieter Wilbois Dr. Christoph Achenbach Dieter Wilbois Chairman of the Management Board of Senior Specialist Software Development at Karstadt Quelle ag, Essen GfK Aktiengesellschaft Jörg Bandt Elmar Wohlgensinger Data Collection Manager at until 15 June 2004 GfK Aktiengesellschaft President of the Board of Administration of iha-GfK ag, Hergiswil, Switzerland Dr. Wolfgang C. Berndt Member of the Board of Directors of Peter Zühlsdorff Cadbury Schweppes plc, London, uk Chairman of the Supervisory Board Kerstin Döpfert since then Honorary Chairman of the Independent Works Council representative at Supervisory Board GfK Aktiengesellschaft Managing shareholder of dih Deutsche until 16 December 2004, Industrie-Holding GmbH, Frankfurt/Main Klaus Hehl until 15 June 2004 Deputy Chairman of the Supervisory Board Dr. Arno Mahlert from 15 June 2004 cfo of Tchibo Holding ag Werner Spinner from 15 June 2004 Chairman of the Supervisory Board of Biotest ag, Dreieich 8_GfK Report by the Supervisory Board THE GfK GROUP REPORT BY THE SUPERVISORY BOARD In financial year 2004, the Supervisory Board kept itself informed on a regular basis of the GfK Group’s business development, income and financial position, its personnel situation and impending investments. It has monitored and advised on the activities of the company’s Management Board and discussed all significant business events with the Management Board. The Supervisory Board met six times in financial year 2004. At these meetings, the Management Board’s reports and the company’s prospects for development were discussed in depth. The main topics here were the strategic direction of the GfK Group and its international acquisitions activity, as well as discussion and approval of the annual accounts for 2003, the development of business during financial year 2004 and the budget for financial year 2005. During the financial year, the Chairman of the Supervisory Board maintained constant contact with the Management Board. The term “corporate governance” stands for responsible company management and control geared towards long-term value added. The Supervisory Board has dealt exhaustively with the rules of the German Corporate Governance Code and on 16 December 2004, issued a declaration of compliance pursuant to § 161 of the German Stock Corporation Act (AktG). In line with this, the Supervisory Board and the Management Board have agreed to disclose details of their individual remuneration components from 2005 onwards. For further information, see page 138 f. of the present Annual Report. From that time on, GfK will also comply with the statutory publication obligations in respect of quarterly reports and this will apply to the Annual Report from 2006 onwards. With these measures, the company will be in compliance with 96 per cent of all the mandatory and voluntary regulations which apply. The few deviations are indicated on page 18 ff. of the present Annual Report, where they are discussed in detail in a separate section. The Supervisory Board has formed two committees. The Finance Committee, which met four times in the reporting period, dealt with the company’s business development, income and financial position as well as impending investments. Additional focal points were the investment policy for the company’s liquid funds, issues of financing, as well as questions pertaining to the accounting system and interim reporting. The Personnel Committee met six times in 2004. One focal point was the remuneration of the Management Board. It instructed external specialists to carry out a market comparison of the Management Board remuneration and to draft amendment proposals. In a meeting held on 8 June 2004, the Personnel Committee passed some new regulations. The core of these is a new bonus system for the members of the Management Board. The benchmark factors will be the total income (ebit including participations) and the operating margin of the GfK Group. Other targets have also been defined for individual Management Board members. If performance is an agreed percentage below the defined targets for any of the benchmark factors, the remuneration for this component will drop to zero. In the GfK_9 case of performance above a particular percentage, there is an upper limit for the remuneration relating to the component concerned. A further measure will be to examine how the stock options system can be replaced by a different performancerelated system which is less dependent on the share prices. The Head of the Finance Committee is Dr. Arno Mahlert and the hr Committee is led by Hajo Riesenbeck. In accordance with the Corporate Governance Code, the Supervisory Board had instructed auditors kpmg in 2003 to examine the effectiveness of its activities. The auditing firm came to the conclusion that the Finance Committee was fulfilling its duties in accordance with the proposals put forward in the Corporate Governance Code. The examination was not repeated in 2004. As of 15 June 2004, Klaus Hehl and Elmar Wohlgensinger resigned from the Supervisory Board at their own request. Dr. Arno Mahlert, Finance Director of Tchibo Holding ag and Werner Spinner, Management Consultant, were elected to the Supervisory Board. Klaus Hehl can look back over 36 years with GfK, of which seven were spent as Chief Executive Officer and Deputy Chairman of the Supervisory Board. Elmar Wohlgensinger has been on the Supervisory Board of GfK for 13 years. The Supervisory Board would like to thank them for their many years of service and dedication to the company. The term of office of the new Supervisory Board member, Dr. Arno Mahlert, will run until the end of the Annual General Meeting which approves the actions of the Supervisory Board for financial year 2007. In the case of Werner Spinner, it will be financial year 2005. The Supervisory Board will benefit from the contribution made by its new members, two proven experts from the retail/consumer goods sector and from industry. At the meeting of the Supervisory Board held on 16 December 2004, Peter Zühlsdorff resigned his post as Chairman of the Supervisory Board at his own request. Hajo Riesenbeck was unanimously elected to succeed him and took over the post with immediate effect. Dr. Arno Mahlert was nominated as the Deputy Chairman of the Supervisory Board. Peter Zühlsdorff joined the Advisory Board of GfK GmbH in 1987 and in 1989, when the company changed to a joint stock company, he became a member of the Supervisory Board, rising to Chairman in 1992. During his term of office, Peter Zühlsdorff successfully advanced the initial public offering of the GfK Group, thereby laying the foundations for financing the future expansion of the company. The Supervisory Board wishes to thank Peter Zühlsdorff for the outstanding contribution that he has made to the Group and elected him as Honorary Chairman at its meeting on 16 December. Peter Zühlsdorff’s successor, Hajo Riesenbeck, who has been director of McKinsey & Company, Düsseldorf, since 1991, was appointed to the GfK Supervisory Board on 13 June 2002, and has been its Deputy Chairman since 15 June 2004. 10_GfK Report by the Supervisory Board THE GfK GROUP There have been two further Management Board changes. On April 6, the cfo of GfK ag, Professor Dr. Merl, requested the Supervisory Board to approve premature termination of his service contract. The Supervisory Board acceded to his request and wishes to thank Professor Dr. Merl for his commitment to the GfK Group. Heinrich A. Litzenroth, the Management Board member responsible for the Custom Research division, has been identified as a victim of the tsunami which occurred in South East Asia on 26 December 2004. The Supervisory Board remembers him thankfully for his 26 years of commitment to GfK and extends its sincerest sympathies to his family and friends, both within and outside GfK. In a meeting held on 22 February, the Supervisory Board resolved that for 2004, it would decline a component of the variable remuneration which is linked to the level of the dividend. This reflects that the Supervisory Board is prepared to treat the increase in dividend separately from its remuneration. The Supervisory Board is therefore of the opinion that an examination of the remuneration regulations by an independent external specialist is necessary. Accordingly, the Supervisory Board will be submitting a resolution to the Annual General Meeting for its agreement. The annual financial statements and management report for GfK ag and the GfK Group for financial year 2004 have been audited by kpmg Deutsche Treuhandgesellschaft Aktiengesellschaft, Wirtschaftsprüfungsgesellschaft, Nuremberg, taking into account the book-keeping and provided with an unqualified auditors’ report. All members of the Supervisory Board received copies of the auditors’ report in good time ahead of the accounts meeting. The Supervisory Board plenum discussed these documents in its accounts meeting, as did the Finance Committee of the Supervisory Board at its preparatory meeting. Both these meetings were attended by the auditors, who signed the annual and consolidated financial statements. They reported on the audit in general and on the key points stipulated in the audit mandate, and gave detailed responses to questions from the members of the Supervisory Board. The Supervisory Board has noted the audit report and, following its own examination of the annual financial statements drawn up by the Management Board, has given its approval. The financial statements are therefore adopted. The Supervisory Board has seconded the proposal of the Management Board for appropriation of the profits. The Supervisory Board would like to thank the members of the Management Board, the Works Councils, all GfK ag staff and the staff of affiliated companies for their hard work and commitment. Nuremberg, 4 April 2005 Hajo Riesenbeck GfK_11 T O O U R S H A R E H O L D E R S A N D B U S I N E S S A S S O C I AT E S Dear shareholders and business associates, I am delighted that as in the previous year, I can once again report a great deal of positive progress concerning the GfK Group’s business development to you. Having increased our profit forecast twice during the course of the year, we performed even better to achieve record results at the year-end, of which we can all be proud. Compared with the stock exchange share price indices, our shares recorded above-average growth. In 2004, we again succeeded in advancing our ambitious strategies and targets. Professor Dr. Klaus L. Wübbenhorst Chief Executive Officer of GfK ag We owe a debt of gratitude for this success to the dedication and expertise of our management and employees, throughout every business division and region in which we now operate. The interviews with six clients from Germany, the Netherlands, the uk, the Ukraine, the usa and China featured in the current Annual Report are prime examples illustrating the many and varied facets of our work in terms of instruments, markets and understanding of local conditions. These are evidence of the support given by our employees in the form of information and experience, enabling clients to keep identifying new markets and expanding their market potential on an ongoing basis. I should now like to summarize the key developments of the year in brief: 1. A financial year producing record results With sales totalling almost eur 672 million, in 2004 we succeeded in clearly outperforming our target sales in excess of eur 630 million for the year. 2004 was also a financial year in which our income rose by double the increase in sales. With a margin of 13.6 per cent, which represents a rise of 2 percentage points, we are positioned right at the top of the league of major market research organizations worldwide. 2. GfK shares on course for success For GfK shares too, 2004 has meant success right the way down the line. Our shares remained out in front of all the stock exchange indices. Having already risen by 78 per cent in 2003, the GfK share price was up by another 50 per cent last year, rising from its lowest point for the year of eur 18.75 on the first day of trading to peak at eur 28.80 on the final trading day of 2004. Again and again, the pleasing figures recorded in our interim reports exceeded the expectations of the analysts, providing them with good reason to revise their forecasts on business development and share price targets upwards on numerous occasions. To a large extent, we certainly owe the rise in our share price to you, our shareholders, with your loyal support for us and the company, for which we thank you. We should like to take this opportunity of assuring you that we regard the rules 12_GfK Letter to shareholders T H E G f K G R O U P of the Corporate Governance Code as the essential cornerstone of our corporate management and our communication with you and our stakeholders. The Supervisory Board and we, the Management Board, are particularly delighted that at this year’s Annual General Meeting taking place on 24 May 2005, we shall be proposing an increased dividend of eur 0.30 per share, which is 42,9 per cent higher than last year’s. 3. Spotlight on customer market potential Helping our clients to achieve success in the market based on knowledge not only means offering first class services, but also taking the trouble to listen carefully to what they have to say and contributing a rapid and reliable response. However much our services appear to be technology-based and rooted in statistics, in the first instance, their most salient features are the high level of knowledge and critical faculties of our employees when it comes to the business of our clients, their markets and consumers. The crux of the matter is finding solutions for clients which are forward-looking and home in on the target. Our task is to structure and make sense of the flood of facts and figures, so that together with our clients, we can use them to develop solutions for operational and strategic issues. 4. GfK network expansion advances globally One of the core strategic aims of GfK has been and remains expansion into new countries and regions. Since our stock exchange launch in 1999, GfK has taken a number of significant steps towards achieving this aim and at the same time, prepared the way for future market potential. For instance, we have systematically consolidated our presence in the usa, the biggest single global market for marketing, advertising, as well as for our business, market research. The latest major step in this direction was the acquisition of well-known communication and brand research company, GfK Arbor, based in Media, near Philadelphia. In 2004, almost 13 per cent of our sales were generated in the usa. We are now ranked 15th in the league table of American market research companies. In the uk, the second biggest market research market in the world, we have meanwhile reached 7th place in the rankings. In eight European countries including Germany, the Netherlands and Switzerland, we are the market leaders and in another five, including Belgium and Russia, we are in 2nd place, coming 3rd or 4th in a further 13 countries. We are growing in every region and at particularly strong rates in the dynamic Central and Eastern European markets as well as in Asia and the Pacific. In 2004, we advanced the Group presence significantly in South America, another region of the world which is currently recording strong growth. Our aim is to become the first port of call here for trade and industry, when it comes to market and consumer knowledge. GfK_13 5. New structure in top management 2004 was a year in which we also experienced much pain. Our colleague, Heinrich A. Litzenroth, who has been energetically advancing the business of the Custom Research division since 2000, was holidaying in Khaolak at the time of the tsunami in South East Asia on 26 December 2004 and has now been identified as a victim. Mindful of his fate, we would like express our deepest thanks for his work with GfK which spanned more than two decades and our sincerest condolences to his family. We, that is, the management, employees and associates of the company, have collected a total of eur 300,000 in his memory, which will be donated to a charity project in the damaged region. Until Heinrich A. Litzenroth’s body was identified, the Management Board was compelled to find a stopgap and then a permanent solution. On 22 February 2005, the Supervisory Board accepted our proposal and resolved to revoke the appointment of Heinrich A. Litzenroth and restructure the Management Board responsibilities for GfK’s operational business. When the vacant post of Chief Financial Officer (cfo) has been filled, the five-member Management Board will form a comprehensive and strong team at the core of the task of pursuing our ambitious strategies and targets with undiminished energy. Our strategic objectives are as follows: to pursue a consistent market philosophy to underpin the conditions required for growth and profitability to create comparable areas of responsibility in terms of size to consistently pool our information and advisory services in line with the needs and requirements of our clients to amalgamate comparable data collection instruments and measuring technology to obtain the optimum synergetic effect The Management Board now comprises: Petra Heinlein, previously head of the Media division, who will take over the division for which Heinrich A. Litzenroth formerly had responsibility. Dr. Gérard Hermet will continue to be responsible for the Retail and Technology division. Wilhelm R. Wessels, previously head of Consumer Tracking and HealthCare, will take over responsibility for Consumer Tracking, Media and HealthCare. Christian Weller von Ahlefeld, 46, has been appointed the new cfo by the Supervisory Board. Mr Weller von Ahlefeld will take up his appointment on 1 June 2005 and in future, will be responsible for finances, financial controlling and accounting, personnel and administration. 14_GfK Letter to shareholders T H E G f K G R O U P I shall continue in my capacity as Chief Executive Officer (ceo) and as soon as the new cfo takes up his appointment, I shall return to concentrating on the following tasks: developing strategy for the GfK Group, promoting management, research and development, corporate communications and contact with committees and boards, it services. Outlook: focus on global market potential We are confident that the business model we have adopted as a market researchbased Group is the right way to achieve the targets we have set ourselves and to continue the success story of our company, which was founded in Nuremburg over 70 years ago and is today present in almost 60 countries all over the world. All our decisions and actions focus primarily on the wishes of our clients and our shareholders. They give the lead which will largely determine the success and dynamics of our operations. We shall continue to use our best endeavours to follow this course and to expand the market potential of our clients, as well as our Group and our shares. We aim to grow even more and anticipate that the companies which currently belong to the GfK Group will achieve sales around the eur 710 million mark next year. We shall, of course, be continuing the process of expansion with company acquisitions as well as by setting up new companies. In particular, we are again aiming to achieve a significantly higher increase in income than in organic sales growth and therefore surpass even the current very good margin. I should like to express my thanks to all our employees all over the world, whose ideas and initiatives made such a major contribution to our success in 2004. May I ask for your continued commitment to our clients, our company and our shares. Nuremberg, 23 March 2005 Professor Dr. Klaus L. Wübbenhorst Chief Executive Officer GfK_15 THE MANAGEMENT BOARD Professor Dr. Klaus L. Wübbenhorst Petra Heinlein Chief Executive Officer (ceo) Responsible for Strategy, Investor Relations, Public Affairs and Communications, Method and Product Development, it and Management Development Responsible for the Media division born 23 February 1956 in Linnich née Dengler born 7 October 1958 in Bad Staffelstein Professional background Since 2005 President of the Chamber of Professional background Industry and Commerce for Middle Franconia Since 2005 Responsible for the Custom in Nuremberg Research division Since 1998 Spokesman and, since 1999, ceo of Since 2002 Member of the Management Board GfK ag, appointed until 2007 of GfK ag, appointed until 2007 Since 1997 Member, and Chairman since 2002, 2001 Integration management on behalf of of the Management Board of adm, the working GfK ag for the GfK Martin Hamblin Group and group of German market and social research GfK Great Britain, uk institutes 2000 Integration Management on behalf of GfK ag for GfK Custom Research Inc. in the usa 1992 – 1997 Member of the Management Board of GfK ag, responsible for Accounting, 1992 – 2000 Managing Director of contest Finances, Financial Controlling, Personnel, census in Frankfurt Purchasing, General Administration, Minority Interests, Production, it, Data Processing 1985 Joined GfK as project manager with GfK Marktforschung 1991 – 1992 Member of the Management Board of kba-Planeta ag, Radebeul near Dresden 1984 Research Assistant at the ArnoldBergstraesser-Institut, Freiburg (Germany) 1984 – 1991 Employee of Bertelsmann ag, Gütersloh, latterly as Managing Director of the Druck- und Verlagsanstalt Wiener Verlag. Ges. mbH Nfg. kg, Himberg near Vienna Training 1984 Degree in Political Science from the University of Bamberg Training 1984 Doctorate from the Technische Hochschule, Darmstadt 1981 Graduated as Dipl.-Kfm. from the Universität/Gesamthochschule, Essen 16_GfK The Management Board T H E G f K G R O U P Dr. Gérard Hermet Heinrich A. Litzenroth Wilhelm R. Wessels Responsible for the Retail and Technology division Responsible for the Custom Research division Responsible for the Consumer Tracking and HealthCare divisions born 19 January 1951 in Montpellier, France born 13 December 1951 in Mölln born 12 October 1952 in Haren deceased in December 2004, a victim of Professional background Since 1999 Member of the Management Board the tsunami of GfK ag, appointed until 2008 1991 – 1996 Managing Director of GfK ag Gesundheitsforschung /i+g Gruppe 1989 – 1999 Managing Director of 1984 – 1998 Managing Director of GfK France, Gesundheits- und Pharmamarktforschung GfK Testmarktforschung GmbH then General Manager GfK Marketing Services, 1986 – 1996 Managing Director of gpi 1978 – 1989 Employee of GfK, France 1978 Joined GfK, working for gpi Kommuni- responsible for the development of 1978 – 1984 Employee of Burke Marketing kationsforschung Gesellschaft für Pharma- GfK BehaviorScan in Germany and for Research, Paris, France 1975 Graduated from the French Business of GfK ag, appointed until 2006 GfK Marktforschung GmbH France 1978 Doctorate from the University of Grenoble Since 1996 Member of the Management Board 1993 – 1999 Managing Director of 1988 – 1998 General Manager of GfK Sofema, Training Tracking, Media and HealthCare divisions Board of GfK ag Association (afm) Informationssysteme, Nuremberg/Frankfurt setting up GfK Testmarktforschung Training 1977 Graduated as Dipl.-Kfm. from the Freie Universität Berlin Professional background Since 2005 Responsible for the Consumer Professional background 2000 – 2004 Member of the Management 1998 – 2000 Chairman of the French Marketing Training 1977 Graduated as Dipl.-Kfm. from the University of Saarbrücken School (icn) GfK_17 C O R P O R AT E G O V E R N A N C E Since 2002, the German Corporate Governance Code (“Code”), with its recommendations and suggestions, has been added to the statutory regulations. Recognition of these principles will promote and strengthen the confidence of current and future shareholders, clients, employees and the public on the national and international markets. GfK supports responsible management and control of the GfK Group all geared towards increasing value added. The Supervisory Board and the Management Board have resolved to disclose their individual remuneration components from 2005 onwards. For further information on this, see page 138 f. of the present Annual Report. From then on, GfK will also comply with the statutory publication obligations relating to quarterly reports. From 2006, GfK intends to publish its Annual Report with an even shorter deadline. With these measures, the company will comply with 96 per cent of all mandatory and voluntary regulations which apply. GfK’s existing practices already largely correspond to the recommendations and suggestions of the Code. For over ten years, there have been standing rules for the Supervisory Board and the Management Board. Since its stock market flotation in 1999, GfK has issued quarterly reports and broadcast its Annual General Meeting and accounts press conference on the Internet. In order to make it easier for private shareholders to exercise their voting rights, GfK appointed a proxy in 2003. This service will be extended further. As part of adapting to the Code, GfK will also expand the information supplied on the Internet. Pursuant to § 161 of the German Stock Corporation Act (AktG), the supervisory and management boards of listed companies must declare each year, the extent to which they have complied with and will continue to comply with the recommendations of the Government Commission of the German Corporate Governance Code published by the German Ministry of Justice in the official section of the online Federal Gazette and which recommendations have not been or will not be complied with. The declaration must be made available to shareholders at all times. The German Corporate Governance Code contains regulations, some of which are binding. In addition to outlining the prevailing company law, it also includes recommendations from which companies may deviate, although such companies are then obliged to publish information on such deviations each year. The Code also contains suggestions which may be deviated from without the need for this to be disclosed. The Supervisory Board and Management Board of GfK ag have resolved to continue the practice begun in 2002 of publishing details of deviations from recommendations and suggestions. These are reported separately below. I. Recommendations The Supervisory Board and Management Board of GfK ag declare that they have complied with and will continue to comply with the recommendations of the Government Commission of the German Corporate Governance Code in the version of 21 May 2003 published by the German Ministry of Justice on 30 June 2003 in the official section of the online Federal Gazette. Only the following recommendations will not be applied: 18_GfK Corporate Governance THE GfK GROUP 1) Point 4.2.3 Point 4.2.3 deals with variable remuneration components for the Management Board. With regard to stock options, there is a request for “the Supervisory Board to agree a limitation option (cap) for extraordinary, unforeseeable developments.” GfK’s stock option programme does not include such a cap. Any limitation on the potential profit would automatically bring with it a similar limitation on the loss, which is not in the interest of the company. GfK’s management stock option programme is not an additional remuneration element, but replaces the existing variable remuneration components. This means that eligible persons decide irrevocably to waive part of their variable remuneration in favour of receiving stock options. Once defined targets have been reached, and only then, do they receive these options. Whereas the variable remuneration component is paid once targets have been met, the stock options cannot be exercised during the first two years. The strike prices for the five tranches which were calculated in line with the capital increase from company resources are as follows: T1: eur 46.00 T2: eur 34.75 T3: eur 20.11 T4: eur 15.44 T5: eur 25.81 The risk/reward profile is therefore balanced and it is not possible to change any option conditions for tranches already issued or subscribed. 2) Point 7.1.2 Point 7.1.2 regulates the publication of the consolidated financial statements within 90 days and interim reports within 45 days. GfK is aiming to comply fully with these timeframes as of 2006. For 2005, in accordance with the financial calendar published in the Annual Report, the deadline for the Annual Report will be curtailed to 101 days (previously: 105 days) and the 2005 quarterly reports will be published within the required time limits. II. Suggestions (n. b.: there is no obligation to elucidate deviations from suggestions) The Supervisory Board and the Management Board of GfK ag declare that they have complied with and will continue to comply with the suggestions of the Government Commission of the German Corporate Governance Code in the version of 21 May 2003 published by the German Ministry of Justice on 30 June 2003 in the official section of the online Federal Gazette. Only the following suggestions will not be applied: GfK_19 1) Point 2.3.3 This sets out that the Management Board should ensure the appointment of a representative to exercise the voting rights for shareholders in accordance with instructions; this person should also be contactable during the Annual General Meeting. In the past, the company has appointed a representative to exercise the voting rights as instructed and will continue to do so in the future. The representation of the shares is assumed in accordance with the agenda. The details are published in the agenda and on GfK’s website at www.gfk.de/Investor. Voting during the Annual General Meeting is currently difficult for technical reasons. As soon as a practicable solution has been found for the secure transmission of the votes, the company will look at introducing such a system. 2) Point 2.3.4 Pursuant to point 2.3.4 of the Code, the company should enable shareholders to follow the Annual General Meeting using modern communication media (e. g. the Internet). Since GfK has been listed on the stock exchange, the Annual General Meeting has been broadcast on the Internet. The webcast lasts until the end of the report by the Management Board. The company has refrained from broadcasting more of the meeting in order to protect the privacy rights of the shareholders and will continue to refrain from doing so. A corresponding declaration is also available at www.gfk.de/Corporate_Governance. Compliance Officer Bernhard Wolf Tel. +49 911 395 2012 Fax +49 911 395 4075 bernhard.wolf@gfk.de 20_GfK The Compliance Officer monitors compliance with the principles and reports back on this to the Supervisory Board at least once a year. Since the beginning of 2005, GfK employees have had the opportunity of passing information to the Chairman of the Finance Committee, Dr. Arno Mahlert, via the GfK ag Intranet. GfK will continue to improve communication with shareholders and dealers as well as with the public. The aim continues to be full compliance with the Code. GfK shares THE GfK GROUP GfK SHARES 2004 financial year: second-tier stocks outperform Dax The recovery on the stock markets in the fourth quarter of 2004 took the major share indices to new peak levels for the year. However, overall the markets were fairly subdued in 2004. For the third year in succession, the German second-tier stock indices clearly outperformed both the Dax and international share indices. As was already the case in 2003, GfK shares performed considerably better than all the comparable indices. After three difficult years on the stock markets since the new millennium, the upward trend which started in 2003 continued at a lower level in 2004. While the Deutscher Aktienindex (Dax) climbed by more than 37 per cent in 2003, growth was significantly lower in 2004 at 7.3 per cent. However, this single figure relating to the index trend does not provide a true reflection of the dynamic upward and downward movement which has taken place. In the first two months of 2004, the Dax rose by almost five per cent from 3,965 points. In March, a correction phase set in, which pushed the index down by more than 6 per cent below the level at the beginning of the year. After a rollercoaster ride, in August the Dax fell to its lowest level for the year of 3,619 points. This represents a decline of almost 9 per cent compared to the beginning of the year. Only then did a recovery phase set in. On balance, in the last two months of 2004 the Dax showed upward movement. GfK shares: key data German Securities Code 587530 isin (International Stock Identification Number) DE0005875306 Reuters GFK.DE Bloomberg GFK GR Datastream D:GFKX First Call GFK.DE Essentially, there were three major themes which depressed investor sentiment on the stock markets and which were responsible for the fluctuations: several interest rate rises by the us Federal Reserve the hike in oil prices and the rise of the euro against the us dollar Highest and lowest values of GfK shares from January 2004 to December 2004 in eur 29 28.80 27.85 26 24.38 25.90 24.79 23.86 23 24.58 23.92 23.33 23.03 21.87 22.63 20.57 20 20.50 24.31 23.20 24.90 22.80 21.57 20.50 21.19 20.25 17 19.25 18.75 Jan 04 Feb 04 Mar 04 Apr 04 May 04 Jun 04 Highest and lowest values Jul 04 Aug 04 Sep 04 Oct 04 Nov 04 Dec 04 Monthly closing prices GfK_21 GfK share price performance from 1 January 2004 to 8 March 2005 in eur1) 34 30 26 22 18 16 January 2003 April 2003 July 2003 October 2003 January 2004 1) All values are indexed to the GfK share price. GfK SDax performance Dax 30 performance dj Stoxx Media The change in the us key interest rate policy strengthened the expectation that the pace of the economic upturn might be losing impetus worldwide. Last year, the us central bank, the fed, raised interest rates in five stages from one per cent at mid-year to 2.25 per cent. This trend continued into the current financial year with the sixth consecutive rise, with the Federal funds target being 2.5 per cent. GfK share price performance comparison In 2004 GfK ag From ipo to 08.03.20051) 50.60 % 31.96 % Dax 7.30 % – 17.04 % SDax 21.60 % 9.09 % 7.40 % – 31.07 % dj Stoxx Media 1) compared with the initial public offering (ipo) of eur 15.42 (adjusted for the capital increase from company funds) At its highest levels, the oil price increased by more than 70 per cent in the previous financial year. By the end of 2004, it was down again. However, the price per barrel (159 litres of Brent) was up by more than 30 per cent on the beginning of the year. One of the factors which fuelled the hike in oil prices was the fear that stocks might decline sharply due to exhausted production capacity and increased energy requirements in Asia. The stock markets were dominated by considerable uncertainty about the potential impact of the higher oil price on global economic growth, a development which also affected share price trends. Another complicating factor was the strengthening of the euro against the us dollar. At its peak, one euro was worth usd 1.36. The euro was therefore trading at its highest level for eight years. However, a strong euro has an adverse effect on the competitiveness of the heavily export-based German economy in the us dollar zone. Compared to other global indices, the Dax turned in an average performance in 2004. The European Dow Jones Stoxx was up by 4.3 per cent, and the British ftse 100 by 7.5 per cent. The us American key index, the Dow Jones Industrial Average, showed growth of 3.2 per cent last year, and the sector index, the Dow Jones Stoxx Media, an increase of 7.4 per cent. 22_GfK GfK shares THE GfK GROUP As in the previous year, 2004 was mainly a year for second-tier stocks. The MDax, which includes 50 companies, rose by more than 20 per cent in 2004, having already shown upward movement of almost 49 per cent in 2003. The SDax, on which GfK shares are listed, performed even better: after climbing 51 per cent in 2003, it increased by almost 22 per cent in the past financial year. GfK shares Unit 2003 2004 High eur 21.08 28.80 Low eur 7.93 18.75 Closing price eur 19.02 28.65 Average daily volume traded No. 19,236 14,517 No. of no-par shares No. 31,346,397 31,366,611 eur m 596.2 898.7 in % 15 4 3.8 17 2 4.7 0.30 Market capitalization as at 31.12. Ranking in the SDax by sales by market capitalization Index weighting by market capitalization Dividend2) eur 0.21 eur m 6.5 9.4 Earnings per share eur 1.06 1.68 Free cash flow1) per share eur 1.54 2.22 Total dividend2) 1) Before acquisitions, other investments and asset disposals; figures adjusted for the capital increase from company funds 2) Proposal to the Annual General Meeting on 24 May 2005 GfK shares: at the forefront with growth of almost 51 per cent Last year, the GfK shares once again had a clear edge on the trend of the SDax and the Dow Jones Stoxx Media. After growth in excess of 78 per cent in 2003, the share price improved by almost 51 per cent last year to eur 28.65. The GfK stock reached its lowest level for the year on the first trading day of 2004 with a price of eur 18.75 and peaked on the last trading day of the year at eur 28.80. The main reason for the very positive share price trend was the GfK Group’s healthy operating income. Based on the pleasing results in the respective quarters of the previous financial year, GfK repeatedly outperformed analysts’ forecasts. Analysts then raised their sales and earnings forecasts and price targets for GfK shares several times. For shareholders who bought GfK shares when the company went public, there was a price gain of almost 86 per cent at the 2004 year-end – excluding dividend income. This corresponds to an annual return on capital employed of 12.5 per cent. Investors who reinvested the dividend, which included a corporation tax credit up to 2000, in GfK shares achieved an average annual return of 13.4 per cent in the same period. An alternative investment in the bond market with a return at the level of the current yield would have generated an average profit of 4.5 per cent p.a. in this period. GfK_23 Current shareholder structure GfK-Nürnberg e.V. 63.8 % Institutional investors 20.6 % of which usa 7.0 % 5.7 % uk France 3.1 % Germany 2.2 % Other Private investors 2.6 % 14.1 % Management Board and Supervisory Board 1.5 % Stock valuation: followed by ten investment analysts Ten well-known banks regularly publish evaluations and reports on GfK shares. Although the number is unchanged from the previous year, there have been changes in terms of the banks which produce research on GfK shares. The stock market downturn has prompted banks to scale down or even close their research departments in recent years. Most of this restructuring had already been completed last year. However, there have been further adjustments to reflect altered demand from investors. This has also impacted on the group of banks which produce research on GfK. In 2004, two more banks began to follow GfK shares. At the same time, however, two analysts stopped following GfK as their departments were affected by restructuring measures. With ten analysts, GfK is well above-average for SDax companies. According to a survey by dirk (German Investor Relations Association) the average figure is just over 5 analysts per company. GfK is in discussion with other well-known international banks, with the aim of being included in their research universe. Shareholder structure: stable holding ratios by investor categories The composition of GfK’s shareholder base has not altered significantly from the previous year. The largest single shareholder remains GfK-Nürnberg e.V., whose stake reduced slightly in 2004 from 64.0 to 63.8 per cent as a result of options from the stock option programme for management being exercised. The free float has increased accordingly to 36.2 per cent. 14.1 per cent of the shares are held by private shareholders. Their stakes remained virtually unchanged on the previous year. 1.5 per cent of shares were held by the Supervisory and Management Boards last year (previous year: 2.3 per cent). This change is mainly due to the fact that the shareholdings of members of the Supervisory and Management Boards who have now left the company are no longer included in this investor category. The proportion of institutional investors increased slightly from 19.1 per cent to 20.6 per cent. Of the total share capital, 7.0 per cent is held by institutional investors 24_GfK GfK shares THE GfK GROUP from the usa (previous year: 6.2 per cent), 5.7 per cent from the uk (5.8 per cent), 3.1 per cent from France (2.5 per cent) and 2.2 per cent from Germany (3.4 per cent). SDax ranking: position improves further in terms of market capitalization GfK shares have been listed on the SDax since the resegmentation of the German stock market in March 2003. In terms of the market capitalization of the free float, the shares have improved since that time from eighth position to second at the end of 2004 (end of 2003: fourth). In October and November 2004 the shares even reached No. 1 on the SDax temporarily. The index weighting has increased from 3.1 per cent at the time of the reorganization to 4.7 per cent by 31 December 2004. In terms of the ranking by trading volume, GfK shares came in at No. 17 out of the 50 stocks on the SDax at the end of December 2004 (previous year: No. 15). In 2004, average trading volume adjusted for the capital increase from company funds was down from 19,200 to 14,500 shares daily. Thanks to the increase in the GfK share price last year, the average sales volume in euro increased, despite the lower average number of GfK shares traded daily. The low free float remains one of the reasons for the decline in trading volume. Large share blocks are usually handled via brokers, who bring the trading partners together directly. Revenue from such transactions will not be visible on the stock market and will not be included in Deutsche Börse ag’s sales ranking. The free float will increase as options rights are exercised in future. Capital increase: scrip issue at ratio of 5 : 1 At the 2004 Annual General Meeting, the shareholders resolved to virtually double GfK ag’s share capital from company funds by disclosing hidden reserves from the revaluation of foreign holdings. At the same time, GfK issued bonus shares to GfK shareholders at a ratio of 5:1 in July of last year. Including the exercising of options from the stock option programme, the number of shares increased from 26,121,998 at year-end 2003 to 31,474,522 one year later. The average number of shares in 2004 was 31,366,611. Dividend: 20 per cent more than planned in the previous year GfK had already announced at its 2004 Annual General Meeting that it would pay shareholders a dividend of eur 0.25 per share in 2005 on the increased number of shares resulting from the capital increase from company funds. The Supervisory and Management Boards will propose a further increase to a total of eur 0.30 per share at the next Annual General Meeting. Accordingly, the total dividend will increase by 44.6 per cent from eur 6.5 million to eur 9.4 million. Compared to the first post-flotation dividend of eur 0.11 paid in 1999 (adjusted for the capital increase from company funds), the dividend per share has risen by a total of 172.7 per cent. The pay-out ratio, i.e. the ratio of the total dividend to consolidated total income, is therefore 17.7 per cent. GfK_25 I N V E S T O R R E L AT I O N S Successful expansion of GfK’s Investor Relations activities GfK’s communication strategy is based on conveying the aims and strategies of the Group to institutional investors, private investors, analysts and financial journalists openly and comprehensively. The dialogue between GfK and investors and analysts facilitates transparency of GfK’s business model and activities, enabling the appropriate valuation of GfK shares. GfK ensures that all stakeholders in the capital market are provided with up-to-the minute information. In the past year, GfK further expanded its Investor Relations activities. In addition to the Annual General Meeting, GfK presented itself: at eight international investor conferences at two dvfa/analysts’ conferences at eight roadshows in the usa, England, France and Germany via six teleconferences in 108 individual conversations with fund managers and investment analysts at Invest 2004 in Stuttgart, one of the largest German investor fairs at the Munich stock exchange open day, attended by over 3,000 visitors at the Würzburg stock exchange open day, attended by over 2,000 investors Annual General Meeting 2004 Some 470 shareholders and shareholder representatives attended the Annual General Meeting in Nuremberg on 13 June 2004, 18 per cent more than in the previous year. The investors and shareholder representatives who attended represented almost 73 per cent of the shares issued. As in previous years, interested parties were able to follow the Annual General Meeting live on the Internet up until the discussion started. Investors agreed to the capital increase from company funds proposed by the Supervisory Board and Management Board. They unanimously welcomed the scrip issue in a ratio of 5 to 1. The shares were registered in shareholders’ securities accounts at the end of July 2004. 26_GfK Investor Relations THE GfK GROUP Investor Relations work recognized In 2004, the work of the Investor Relations department was commended on two separate occasions: with the award of the bird by the Börse Online stock market magazine. As was the case in the previous year, the magazine investigated how well the top 160 joint stock companies communicate with private investors. Readers believed that GfK provided the best Investor Relations service for private investors in Germany. As a result, GfK won the bird – Beste Investor Relations Deutschlands (Best Investor Relations in Germany) prize in the small caps category. In addition, GfK succeeded in beating all the other companies in the overall ranking to take first place. The survey focused on the credibility and comprehensibility of corporate communications. with the Investor Relations prize from Capital: for the eighth time the magazine Capital and the Deutsche Vereinigung für Finanzanalyse und Asset Management (German Association of Financial Analysis and Asset Management) assessed the capital market communication of listed companies. With a rise of 121.5 to 450.9 points, GfK took second place among the SDax companies. As a result, having been placed 11 out of 198 participants in the overall ranking, GfK is one of the 15 companies which were certified by the capital market players as providing (according to Capital) “excellent communication”. Both accolades show the high degree of trust investors place in GfK’s capital market communication. They provide affirmation for the strategy of open dialogue with all groups of investors and are also an incentive to further optimize and expand Investor Relations activities. GfK’s website offers comprehensive corporate information The website is the first port of call for anybody wanting information on GfK. The gfk impuls newsletter, which has been issued since 2003, has now become a set piece in communication with private investors. It provides information on business development, share price performance and other items of interest from GfK’s business divisions four times a year following publication of the quarterly figures. The newsletter can be ordered on GfK’s website in printed or electronic form. All back issues can be downloaded from the GfK website. For anyone preferring to contact us personally, the staff in the Investor Relations department are always happy to answer any questions. GfK_27 SPECIAL – GfK REGIONS GfK. Growth from Knowledge SIGHTS SET ON GLOBAL MARKETS The need to identify and exploit market potential at an early stage makes knowledge the decisive factor in determining corporate success and sustainability. This is not only true of the global giants, but also of companies operating at a regional level. A company’s success depends on identifying consumer attitudes and behaviour and understanding how product, service and media markets work. GfK provides knowledge relating to markets, brands and people in all economically relevant regions of the world. The following six regional reports highlight GfK’s achievements based on market research, GfK’s core business. CONTENTS 28_GfK Germany Western and Southern Europe Northern Europe Brand – the most valuable asset Concept c1000: caught in the price/competition crossfire Chivas Regal: breathing new life into a traditional brand How DaimlerChrysler is using market research to meet the requirements of its customers Even in the Netherlands, retailers are becoming fiercely competitive How market research helped a premium whisky to break new ground Page Page Page 30 38 46 SPECIAL GfK REGIONS Central and Eastern Europe America Asia and the Pacific Ambitious plans of the Ukrainian tv industry A question of leadership Connecting People The Ukraine is aiming to become a leading player in the European tv ratings business The Henkel Group is focusing its commitment to the newly acquired us Dial corporation on transnational brand strategy How Finnish mobile phone manufacturer Nokia is conquering the complex Chinese market Page Page Page 54 62 70 29_GfK Rainer Valentin, head of passenger vehicle research at the Mercedes Car Group, must be able to look very far ahead into the future, since it generally takes around 17 years from initial idea to launch of the next model. 30_GfK 30_GfK Germany SPECIAL – GfK REGIONS BRAND – THE MOST VA L U A B L E A S S E T How DaimlerChrysler is using market research to meet the requirements of its customers GfK_31 How DaimlerChrysler is using market research to meet the requirements of its customers B R A N D – T H E M O S T VA L U A B L E A S S E T Automotive group DaimlerChrysler is another company which is increasingly turning to market research to measure its sales success across the world. The process starts with the initial development of new models and continues far beyond investigating the effectiveness of advertising campaigns. Head of passenger vehicle market research for the Mercedes Group, Rainer Valentin, tells us more. Rainer Valentin, head of passenger vehicle market research at the Mercedes Car Group, has to look far into the future: “It can take anything between five and seven years to launch a new model onto the market following its initial conception. The vehicle must first enjoy global sales success and then eventually hold its value on the used car market. This means that market researchers must somehow be able to anticipate the requirements of consumers from all over the world for the next 17 years.” » the brand has become one of the most i m p o r t a n t c o r p o r a t e va l u e s , w h i c h m a y r i s e a n d f a l l j u s t l i k e a n y o t h e r s e c u r i t y. « Market research also involves anticipating consumer expectations, which can often be short-lived and vary according to region. This is a tall order, particularly for market research tools and their ability to examine current trends to predict those of the future. Valentin’s conclusion is brief but clear-cut: “When it comes to a new development, we have to start as early as possible with the market research if we want to avoid any nasty surprises along the way.” Or it might turn out that the concept or the design is not really what potential customers want when the investment in manufacturing has already been made. The car – a distinguishing feature of identity This was by no means always the case and previously, it was technological developments, in particular, as well as the key features of comfort and longevity, which created the unique selling point of the Mercedes brand. Since its launch 100 32_GfK years ago, it has become the most desirable and best known car make anywhere in the world. The company’s competitors are fighting back, however, by offering customers in the premium automobile segment a similar range of products and technological developments. Typically, in this type of situation, a strictly technical focus is being replaced by a strictly customeroriented focus. According to Valentin, “with an increasingly stronger focus on customers, marketing has become more important and market research now has a central role in product decision-making.” The potential for distinguishing variations in different models of vehicle have also soared over the past few years. While classic models such as the limousine, the estate car and the sports car may have been in demand previously, today’s customers are increasingly considering their car as an extension of themselves and their personality and a way to set themselves apart from others around them. Brand – an important corporate value With the advent of the sudden demand for niche products, managers started to pay more attention to the term “customer satisfaction” when making decisions. They needed answers to their questions on market positioning and they also needed to identify their target groups more accurately, and these answers had to be supported by facts and figures provided by market research. Today, in addition to image, quality and customer satisfaction, there are other more extensive aspects of modern brand management. The task of “developing a brand and tailoring it to the different cultures of an international market” involves adopting highly Germany SPECIAL – GfK REGIONS » m a r k e t re s e a rc h e r s m u st s o m e h ow b e a b l e to a n t i c i pat e t h e requirements of consumers from all over the world for the next 17 years.« complex marketing and management measures. The brand has become one of the most important corporate values, which may rise and fall just like any other security. The Mercedes brand alone outstrips eur 20 billion and is the most valuable automobile brand in the world, according to the findings of many surveys. Valentin describes the contribution a market researcher makes to successful brand management like this: “We stay on board at every stage, from initial conception to launch of a new series and throughout life cycle management in the markets.” This could involve conducting analyses and drawing conclusions derived from the market situation, locating vacant segments of the market and investigating the possibilities of developing classic models. When a completely new model is designed, product marketing will process the results of market research and integrate them into a “vehicle profile”, which stipulates how the new vehicle must meet consumer requirements to give it a competitive edge. The company demands outstanding results from its market research, because it needs useful information to be available, even during the initial design process of a new car. According to Valentin: “First, we carry out pre-design tests, during which representatives from our future target groups can literally build their ideal car. They can even put a design down on paper with the help of a designer. This provides us with a concrete image of what customers think the car should look like. These instruments are very helpful, as they enable us to understand our customers’ way of thinking.” Of course, customers do not have the ability to be able to see into the future and their reactions only reflect the current situation. They are also unable to predict possible technical developments. However, the ideas which they put on paper “help us to understand their thoughts and feelings and what they are actually looking for in a car. We can use this information to develop ideas,” explains Valentin, who heads up this market research initiative, as he goes on to describe the next step: “Even three years ahead of the launch of a new model and generally before the release of its design through the responsible managers, the vehicle undergoes a series of pre-design tests. Mercedes Benz star shining brightly On 29 January 1886, engineer Karl Benz applied for a patent for his three-wheeled “gas-powered car”. Today, patent application No. drp 37 435 is regarded as the birth certificate of the motor car. Strangely enough, motoring’s second greatest pioneer, Gottlieb Daimler, lived less than 100 kilometres away from Benz and also registered a number of automobile patents towards the end of the 19th century. Personalities who helped the brand on the road to success Bertha Benz, wife of one of the pioneers and the first woman in the world to drive, achieved the initial public breakthrough for her husband and his invention, when she went on a whistle-stop tour from Mannheim to Pforzheim in the new form of transport. In 1926, the company finally merged to become Mercedes Benz ag and in the first decades, the company owed its success to the innovative powers of Wilhelm Maybach, a brilliant engineer, who made Mercedes aka Daimler synonymous with everything it stands for today, namely quality and innovation. The quartet is completed by the visionary Emil Jellinek, who successfully marketed the Daimler brand and the Mercedes, named after his daughter, to Europe’s upper classes in the early part of the 20th century. A brand synonymous with quality and innovation Today, the name Mercedes stands for one of the most successful and innovative motor manufacturers in the world. The Mercedes star is the best known motor symbol in the world and one of the most valuable brand logos ever. The DaimlerChrysler Group, which was born out of the 1998 merger, is one of the global automotive giants. The workforce totals more than 380,000. In 2004, sales amounted to eur 142 billion. With car sales exceeding 1.2 million and revenues of eur 49.6 billion, the Mercedes Car Group contributed to this corporate success. The company has global market leadership in the luxury passenger vehicle segment, where the S class has a market share of 35 per cent and in the top end passenger car segment, where the e class has a similar share of the market. GfK_33 34_GfK Germany SPECIAL – GfK REGIONS » w h i l e p r e v i o u s ly, b u y i n g a c a r w a s t r a d i t i o n a l ly c o n s i d e r e d the exclusive preserve of men, there are now an increasing n u m b e r o f f e m a l e b u y e r s . c u r r e n t ly, o n e i n f i v e m e r c e d e s c a r s is bought by a woman.« “This allows us to test initial reactions to the newly developed model and its acceptance by the target group.” Then the planned interior of the new car must pass the tests before it is approved for the production line. When the most important components of the new car have been produced and just before its market launch, information from marketing or positioning surveys is finally provided, to determine whether the scheduled measures suit the positioning, price and communications strategy, or whether these require further adaptation. Women – an increasingly important target group in a male-dominated sector However, the market research carried out by DaimlerChrysler in the area of vehicle development is only one of the company’s market research activities. Equal importance is attached to the research conducted on the brand itself. According to these results, target groups see the brand as reliable. Demographic surveys and psychological tests also play a part, as this is how DaimlerChrysler distinguishes the gender differences when it comes to decision-making abilities. While previously, buying a car was traditionally considered the exclusive preserve of men, there are now an increasing number of female buyers. Currently, one in five Mercedes cars is bought by a woman. Premium car segment must be redefined Help is coming from communication research and surveys on the effectiveness of advertising, which support what communication experts predict. For instance, on the subject of humour in advertising, Valentin raises the question: “Is humour and intelligence right for a tv spot? This question can only be answered by market research data. We found humour to be a positive element of our advertising strategy, providing that we stuck to certain rules.” The most important principle is to “laugh with” and “not laugh at”, and it should also be borne in mind that the audience must be able to understand the joke within the short space of time of a tv ad, so it cannot be too complicated. Thirdly, the focus on humour must not lead us to lose sight of the actual message. An example of this is the most recent Mercedes advert featuring Formula One racing driver, Kimi Räikkönen, who never takes his eye off the dynamic handling of the sophisticated C class, regardless of what his attractive female passenger is asking him about – the gift for the host or pink rabbits. » the future needs new automobile concepts. the premium sector must a l s o b e c o m p l e t e ly r e d e f i n e d , i n c lu d i n g brand new interior designs, where m a t e r i a l s , c o l o u r s , l i g h t, s o u n d a n d l i n e s a r e a l l p e r f e c t ly c o o r d i n a t e d . « Returning to the daily business of market research, Valentin comments: “The future needs new automobile concepts. The premium car sector must also be completely redefined, including brand new interior designs, where materials, colours, light, sound and lines are all perfectly coordinated. Most importantly, Mercedes will continue to maintain its competitive edge.” He adds, “and this is where market research can influence the decisionmaking process with its contribution of key facts and figures.” GfK_35 36_GfK Germany SPECIAL – GfK REGIONS Region: Germany THE UNDISPUTED NO. 1 GfK was founded 71 years ago by Professors Wilhelm Vershofen and Erich Schäfer, who taught at the University of Erlangen-Nuremberg, and Vershofen’s assistant, Ludwig Erhard, later to become the “architect of the economic miracle”. It represented the beginning of commercial market research in Germany and explains why Nuremberg has remained at the heart of German market research, not least because of the successful development of GfK. GfK has played a pioneering role in market research in Germany and throughout Europe. As early as 1936, the company carried out Germany’s first ever brand survey on the Bayer “cross” logo and this was followed in 1937 by the development of the purchasing power indices, which are currently used all over Europe and overseas, as well as in Germany. In the mid 1950s, GfK was right at the forefront of introducing consumer panel research, developed in the usa, to Europe. GfK identified the opportunities offered by internationalization very early on. In 1960, the company was one of the co-founders of the Europanel, a household panel which is today operated in 26 Old World countries together with uk market research company, Taylor Nelson Sofres. Since 1983, GfK has been producing the consumer climate index: first in Germany and meanwhile in Austria, Denmark and the uk, and a series of Central and Eastern European countries. Since the 1980s, GfK has been the leading market research institute in Germany. It now accounts for far in excess of 25 per cent of sales generated by German research organizations. The GfK German network comprises 22 companies located in Nuremberg, Hamburg, Düsseldorf, Baden-Baden and Wiesbaden and the services offered cover the complete range provided by all business divisions. Selected GfK companies in Germany Market ranking Custom Research No. 2 GfK Marktforschung, Nuremberg GfK prisma, Hamburg GfK macon, Waghäusel Retail and Technology No. 1 GfK Marketing Services, Nuremberg encodex International, Nuremberg ifr Germany, Düsseldorf Highlights of 2004 and 2005 Beyen Marktforschung, Düsseldorf agf extend the tv research agreement with GfK Fernsehforschung by another seven years. media control GfK international, Baden-Baden GfK acquires a 100 per cent holding in Düsseldorf-based Beyen Marktforschung, which operates in the retail and technology sector. Beyen specializes in information services on pricing and shelfconfiguration for the electronic consumer goods retail sector and also offers services in the usa and Canada. GfK Fernsehforschung, Nuremberg For the second time, GfK supplies the data for adjudication of the best corporate brand and most dynamic and powerful product brand for the Best Brands awards organized by the WirtschaftsWoche magazine, the Serviceplan agency group, the German branded goods association and Seven One Media. According to an online stock exchange survey of investors, GfK is the company with the best Investor Relations department in Germany. The analysts surveyed by Capital magazine rated GfK No. 2 for Investor Relations in the SDax company league table. Consumer Tracking No. 1 GfK Panel Services Deutschland, Nuremberg Media No. 1 Media Markt Analysen, Frankfurt/Main enigma GfK, Wiesbaden HealthCare No. 1 GfK HealthCare, Nuremberg GPI Kommunikationsforschung, Nuremberg Other N. A. GfK Data Services, Nuremberg 2004 in figures Change in % Share of GfK Group overall In eur million 2003 2004 Sales 221.7 236.3 + 6.6 35.2 22.9 27.5 + 20.2 31.9 + 10.3 + 11.6 + 1.32) – 1,459 1,502 + 2.9 27.1 Operating profit Margin 1) No. of employees 1) Operating profit in relation to sales 2) Percentage points GfK_37 CONCEPT C1000: CAUGHT IN THE PRICE/COMPETITION CROSSFIRE 38_GfK Even in the Netherlands, retailers are becoming fiercely competitive Western and Southern Europe SPECIAL – GfK REGIONS After receiving his doctorate in economics at the University of Rotterdam in 1981, Dr. Jan Brouwer worked for Schuitema. In 1996, he was appointed as ceo of the company. Schuitema is the parent company of c1000, the second largest food retail chain in the Netherlands. GfK_39 Even in the Netherlands, retailers are becoming fiercely competitive CONCEPT C1000: CAUGHT IN THE PRICE/COMPETITION CROSSFIRE Dutch food retail chain, c1000, is using a precisely-defined marketing concept targeted at local individualization to compete with two mighty rivals. The market researchers from GfK Panelservices Benelux are supplying the critical data for the increasingly fierce battle for customers and market shares. “c1000” is synonymous with the concept and is also the name of 471 stores. 70 of the c1000 stores are independent franchises and 91 belong directly to Schuitema, a company with a long tradition founded in 1888. c1000 has positioned itself exactly between Albert Heijn and Aldi, with a high proportion of location-specific individually tailored ranges. It is precisely the tried and tested franchise system which facilitates such local flexibility, where independent businesses can join together to form a cooperative vertical structure. The conditions stipulated by the franchisor consist of a binding procurement, marketing, financing, organizational and training concept, but which, notwithstanding maintenance of a uniform appearance, still ensures enough room to manoeuvre for specific locally targeted activities by the franchisee. Customers should not be overwhelmed by the range on offer Brouwer explains: “The c1000 combines low prices with high quality.” Accordingly, Brouwer is reflecting on customers and their needs in the Netherlands. Certainly, the fact that they are looking for fresh products and good quality is nothing new in the history of retailing. However, what is new is the fact that customers want “shopping to be an enjoyable experience and not to be irritated by the tremendous range of products on the shelves during their 150 or so trips to the supermarket every year”. In addition, customers want adequate parking and a modern store environment offering a large, but easily chekked range of products at low prices. More than this, Brouwer adds: “Every customer wants his or 40_GfK her individual needs satisfied. And these may well vary from town to town and place to place, in accordance with the social and economic landscape in which the store is located.” The c1000 concept makes this possible. What is on offer is not only part of the standard range of the chain in every c1000 store, but there are also additional goods which are specifically tailored to suit the requirements of customers in individual locations. Around 20 per cent of the range can differ from c1000 store to c1000 store, although the basic concept remains: “Unlike Albert Heijn, we are aiming for an aggressive price policy and at the same time, we are trying to compete with Aldi with our flexible ranges.” A nickname proves it: customers have understood the message So Brouwer is proud of the nickname which the general public has given his supermarkets: “Aldi Heijn.” As a representative consumer survey carried out by Schuitema’s market research partners, GfK Panelservices Benelux, shows, consumers have understood the message. The difference between c1000 and Aldi was described by those surveyed as: “Not quite as cheap, but offering more service.” And as far as a comparison between competitors c1000 and Albert Heijn is concerned, the general consensus was: “c1000 offers a bit less service, but is much cheaper.” Market researchers are important partners for retailing. As Joop Holla, Divisional Manager and Retail Specialist of GfK Panelservices in the Netherlands comments: “This applies in the Western and Southern Europe SPECIAL – GfK REGIONS » w h at i s n e w i s t h e fact t h at c u sto m e r s wa n t s h o p p i n g to b e a n e n j 0 ya b l e e x p e r i e n c e a n d n ot to b e i r r i tat e d b y t h e t re m e n d o u s r a n g e o f p r o d u c t s o n t h e s h e lv e s d u r i n g t h e i r 1 5 0 o r s o s h o p p i n g trips to the supermarket every year.« forefront of strategic decisions like positioning, location analyses, image studies, competitor studies, as well as to every conceivable piece of information on customers and their needs, whether a campaign reaches them or what persuades them to prefer a particular supermarket or if not, why not.” Data like this is injected into what is known as category management and with this state-ofthe-art marketing tool, retail can put the spotlight squarely on consumers and their wants and needs in the way in which they present their wares. To the experts, “category” denotes each individual and distinctive group of products, which customers might regard as complementary and which they consequently are looking to find displayed together on the shelves of their supermarket. Brouwer states: “We are always avid to hear from GfK how we are doing in comparison to the competition.” Particularly important are the aspects concerning loyalty and customer migration and how these can be translated into policies for better product ranges and services. Above all, local market information is reflected in the planning process. To this end, Schuitema have developed a model in conjunction with Tilburg University, which establishes what the environment looks like for each individual store and how widely the households differ from the average Dutch household and the average c1000 household. In this way, the data gained can be used by marketing strategists in conjunction with household expenses to develop effective local models. conclusions on each individual c1000 market and its competitors possible, the more successfully the c1000 concept can be implemented at a decentralized level. Brouwer adds: “So we need a huge amount of data to back our aim of sharpening up our business profile, particularly in the local markets.” Being under pressure from competitors like Albert Heijn on one side and discounters with an aggressive price policy like Aldi on the other, compels c1000 to wage war on two fronts in a shrinking market. As Brouwer discovered, under the persistent hammering of the discounters, even customers in the Netherlands Schuitema and retail chain c1000 Founded in 1888 by Jacob Fokke Schuitema in the Dutch town of Groningen, Schuitema developed into a wholesale company for food retailers, becoming one of the pioneers in the establishment of modern supermarkets. Since 1981, it has been the driving force behind c1000, a unique franchising concept in Dutch food retail. Mission statement – Schuitema and c1000 Our most important task is to provide consumers with intelligent and convenient solutions for saving time, effort and money in their day-to-day shopping. Schuitema is one of the most successful retailers in the Netherlands and also one of the most unique. The Schuitema formula, known as c1000, is based on a franchise model in which franchisees own and operate one of Schuitema’s 430 c1000 outlets. The Schuitema The success of the discounters is causing the market to shrink Brouwer explains: “We are currently in the process of identifying our position from the consumer’s point of view and we also would like to find out, for instance, what effects the price war is having on local consumers. It’s not just a question of shopping trends. We also want to know what this will mean for our image.” The train of thought is clear: the more market research instruments are improving and expanding local market knowledge and making the drawing of accurate central support organization takes care of the overall company strategy as well as centralized operations including purchasing, logistics, distribution, marketing and public relations. Schuitema’s 15.8 per cent market share places them second behind giant retailer Albert Heijn. The Schuitema stores enjoy a sound reputation for quality and price. Schuitema has grown rapidly over the past few years with total sales in 2004 reaching eur 3.9 billion. Over 7,200 of the company’s approx. 9,900 employees work in c1000 stores. GfK_41 42_GfK Western and Southern Europe SPECIAL – GfK REGIONS » w e wa n t to m a k e o u r r a n g e o f g o o d s a n d e n v i r o n m e n t d i st i n ct i v e , b u t at t h e s a m e t i m e , w e wa n t to e n s u re t h at t h e o v e r a l l s t a n d a r d c o n c e p t i s r e t a i n e d i n e a c h l o c a l m a r k e t. « have become “much more price conscious than two or three years ago”. Still more, the discounters are conquering increasing numbers of locations and other players in the market are having to fight harder in the face of increasingly fierce competition in a market which is shrinking. The discounters currently already have around 20 per cent of the market and the trend is upwards. In Germany, the figure is almost double and in France, it has already reached 50 per cent. Brouwer and his colleagues will be trying to buck the trend by introducing four measures this year. The first consists of improving, upgrading, expanding and providing more parking for the c1000 locations. The second is to align the products on offer more accurately to the local conditions. As Brouwer surmises: “We don’t want to be a one formula for every supermarket business, where every store looks identical. We want to make our stores distinctive, but at the same time, we want to ensure that the overall standard concept is retained in each local market. After all, it is the concept which determines image and success.” “Preventing customers migrating to the competition” The third measure which the Schuitema boss has introduced is any step intended to increase customer satisfaction. And finally, the fourth measure is to “improve the quality of our supermarket staff. We shall be providing further training and making sure that they learn to love the customer.” Brouwer is certain that with this package, he will be able to successfully defend c1000’s position as the second largest food retail chain in the Netherlands, even in a shrinking market. And indeed, an initial success has already been recorded: in 2004, the c1000 market share represented approximately 15.8 per cent of the entire food retail market, which is 3.67 per cent up on the figure for 2003. The c1000 strategists do not have their sights set on any particular target group. However, a GfK survey of 2003 contained important pointers, as to the areas on which marketing should focus in the future. Most c1000 customers were identified as younger families with children, with singles not represented to any degree. c1000 stores were able to achieve a strong position in fresh produce, although for frozen products, Aldi were the leaders and for cosmetic, health and bodycare products, Albert Heijn were top of the league. The Schuitema boss is looking to the future: “We are open to all consumers. Our measures are intended to reach them and also to prevent them from migrating to discounters or other competitors.” This will require concentration on two important aspects: maintaining and carefully improving price image increasing the number of regular customers. » w h a t i s o n o f f e r i s n o t o n ly p a r t o f t h e sta n da rd r a n g e o f t h e c h a i n i n e v e ry c1000 store, but there are also additional g o o d s w h i c h a r e s p e c i f i c a l ly t a i l o r e d t o suit the requirements of customers in i n d i v i d ua l lo cat i o n s . « And he and his colleagues will be keeping up their fighting spirit, even in the face of tireless competition for territorial gains in the Dutch food retail market. GfK_43 44_GfK Western and Southern Europe SPECIAL – GfK REGIONS Region: Western and Southern Europe THE NO. 2 GfK REGION Ranked second of the GfK regions after Germany in terms of sales is Western and Southern Europe. GfK has been offering its services in Austria since 1960 and in 1978, the company expanded first into the Netherlands and then one year later into France and Switzerland. Today, GfK is the No. 1 market research organization in Austria, the Netherlands and Switzerland. In Belgium, the company is ranked No. 2 and in France, Greece, Italy and Portugal, No. 3 or 4. In all the countries making up the Western and Southern Europe region, GfK offers information and consulting services in Custom Research, Retail and Technology and Media. Apart from in France and Portugal, the company also offers services in Consumer Tracking, whilst HealthCare information is currently only offered by GfK companies based in France, Portugal and Switzerland. In Retail and Technology and Media, GfK is the market leader in both these sectors in the region. For example, the company is contracted to supply continuous tv and radio audience research data in Belgium, France, the Netherlands and Switzerland. The technology used in this type of media research employing electronic meters was developed by GfK subsidiary, Telecontrol. The company not only developed the tv meters, which GfK and other companies throughout Europe, South America and Asia currently use to measure tv audience ratings, but also created the innovative Radiocontrol and MediaWatch measuring systems. Highlights of 2004 and 2005 Selected GfK companies in Western and Southern Europe GfK increases its shareholding in m2a, a leading French market research institute in veterinary medicine, to 100 per cent. The company also extends its majority holding in France’s Retail and Technology research company, ifr, to more than 75 per cent. GfK and Telecontrol present MediaWatch technology to more than 600 media research experts at the 2004 Worldwide Audience Measurement conference organized in Geneva by European market research association, esomar, and the us Advertising Research Foundation. Present since Belgium France Market rating 1994 No. 2 Aspemar-GfK Audimétrie GfK Benelux Marketing Services, Division Belgium GfK Custom Research Worldwide GfK Panelservices Benelux, Division Belgium Significant GfK 1979 , ü B ü C No. 4 audimedia GfK Marketing Services France , GfK Sofema International ü ifr France , Institut de Recherche d’Informations statistiques , Institut de Sondage Lavialle (isl) üC m2a G MarketingScan ü Greece 1999 No. 3 GfK Market Analysis Like its predecessor, Radiocontrol, MediaWatch uses a meter in the form of a watch worn by survey participants. MediaWatch makes it possible to collect data on contact with tv and radio, as well as with the media in shopping centres, cinemas, billboards and the print media. Italy 1986 No. 4 iha Italia GfK cbi GfK Marketing Services Italia The cim Committee for Radio Research in Belgium awards GfK the contract to supply radio audience research data for Belgium in 2005 and 2006. From autumn 2005 onwards, this will also involve MediaWatch technology trials. Switzerland 1979 Spain 1996 In Italy, the ConsumerScan household panel is stocked up from 6,000 to 7,000. ü C ü,BC B üC , Netherlands 1978 No. 1 GfK Benelux Marketing Services GfK Panelservices Benelux Intomart GfK Austria 1960 No. 1 fessel-GfK ü,BC mmo Media-Market-Observer üC Portugal 1996 No. 3 GfK Portugal Marketing Services Intercampus MetrisGfK , B üC , üG üG No. 1 iha-GfK ü , B CG Modata C Telecontrol C No. 5 GfK emer Ad Hoc Research üC GfK Marketing Services España Business divisions: B Consumer Tracking ü Custom Research C Media , , Retail and Technology G HealthCare 2004 in figures Change in % Share of GfK Group overall In eur million 2003 2004 Sales 204.7 215.7 + 5.4 32.1 27.5 32.0 + 16.4 37.2 + 13.4 + 14.8 + 1.42) – 1,810 1,849 + 2.2 33.4 Operating profit Margin 1) No. of employees 1) Operating profit in relation to sales 2) Percentage points GfK_45 Peter Moore, Head of Consumer Insight at Chivas Brothers, London, and Nathalie de Rochechouart, Marketing Services Director of the Chivas parent company, Pernod Ricard, Paris, took a consultative role in the development of Chivas Regal’s global communication strategy. 46_GfK Northern Europe SPECIAL – GfK REGIONS C H I VA S R E G A L : B R E AT H I N G N E W L I F E INTO A TRADITIONAL BRAND How market research helped a premium whisky to break new ground GfK_47 How market research helped a premium whisky to break new ground C H I VA S R E G A L : B R E AT H I N G N E W L I F E INTO A TRADITIONAL BRAND Even in a global economy, the way consumers behave depends both on their cultural background and the attitudes of the age in which they live. This can be a particular problem for international brands, as Pernod Ricard discovered when they acquired Chivas Regal. The example of the premium whisky brand Chivas Regal shows how consumer and market surveys can be the decisive factor in bringing a brand up to date and continuing its development. Uisge beatha, water of life, was first distilled by the Gaels of Ireland, Scotland and the Isle of Man. Its name has survived until the present day, and so has the drink itself. Whisky, or whiskey as the Irish and Americans call this high-proof spirit made from barley, maize, wheat or rye, has conquered the world. To non-connoisseurs, a glance at the encyclopaedia offers an insight into the many different guises of this radiant amber beverage. Brockhaus, for example, says that malt whisky is distilled from barley malt dried over a peat fire; grain whisky is based on maize or rye, while Scotch is a blend of malt and grain whiskies. Irish whiskey comes from malted or unmalted Irish barley, while American bourbon is distilled primarily from maize and rye. Other American whiskies contain more rye than maize, while their Canadian counterparts use only wheat. » t h e va r i e t y o f c u lt u r e s a n d t r e n d s m a k e s m a r k e t i n g a n i n t e r n at i o n a l b r a n d l i k e c h i va s r e g a l d i f f i c u lt. « “Every second, someone in the world buys a bottle of Chivas Regal whisky.” That’s the proud boast of the Chivas Brothers distillery, acquired by the Pernod Ricard Group in 2001. The Scotch blend, made from 30 different malt whiskies, has achieved a leading position in the premium segment, its quality guaranteed by long years of ageing. While standard whiskies are aged for only three years, Chivas Regal is left for at least twelve, and the exclusive edition is no less than 18 years old. 48_GfK Huge differences between markets Head of Consumer Insight at Chivas Brothers, Peter Moore, says: “Chivas Regal is effectively the icon among prestige whiskies. It’s very fruity and flowery, with very little smoke aroma or astringency, and it’s also milder than any other Scotch whisky. It’s produced only in the Scottish region of Speyside.” Here, more than 36 million bottles of Chivas Regal are filled each year and sold in over 150 countries around the world. In the whisky industry’s units of measurement, this is equivalent to 3 million nine-litre barrels. Sales are rising; Chivas Brothers is the world’s third largest distiller of blended Scotch whisky and the European market leader. Distillers face a great variety of problems, not least because their product does not enjoy the same prestige in all countries, and standards also vary from one place to another. For example, Moore says, France is a big market, but people there have a preference for standard brands – a phenomenon also true of Britain. If consumers are looking for something special, they prefer single malts to prestigious brands made from different whiskies, like Chivas. In Germany, consumers opt mainly for American brands and, increasingly, also for Scottish prestige brands such as Chivas Regal, or single malts like Glenlivet. The key markets are other European countries, including Greece and Spain; North and South America; and the Asian countries, led by China and Malaysia. “Wherever you go in the world, drinking habits are closely tied up with a country’s social and cultural patterns,” says Moore’s colleague Nathalie Northern Europe SPECIAL – GfK REGIONS » i n st e a d o f ta l k i n g a b o u t h ow lu x u r i o u s t h e p r o d u ct was , w e h a d t o p l a c e m o r e e m p h a s i s o n i t s f l av o u r a n d t h e p l e a s u r e i t g i v e s . « de Rochechouart, Marketing Services Director of Chivas’s Paris-based parent company Pernod Ricard. For instance, the way whisky is drunk varies a great deal depending on where and when it’s consumed: in bars or restaurants, out with friends or at home. “That’s why we devote considerable resources to placing our products in the right locations at the right times. That way, the different contexts reinforce one another and strengthen the brand.” A common marketing language The variety of cultures and trends makes marketing an international brand like Chivas Regal difficult. Pernod Ricard is therefore highly decentralized, with managers having a great deal of responsibility for brands in their own particular regions and markets. But the Group also has a centralized marketing system, so that the Paris headquarters can exert control over the Group’s international brands. “We asked GfK to supply a consistent tool that would allow us to carry out comparative research in a huge variety of countries and cultures,” says Peter Moore. And Nathalie de Rochechouart adds: “The tool became a kind of common language for our company. It’s a big world, with a lot of very different countries and markets.” Moore was pleased not only with the comparability offered by the GfK tool, but also with the degree of detail which it allowed. “When we looked more closely at the data, we saw that in many of our markets, our consumers were mainly older people. However, a lot of young people were perfectly well aware of the brand, and we recognized that we should extend our advertising to target this consumer group as well.” This realization, together with other research data, led to major changes, as Chivas began setting up new distribution channels, changing its image and tailoring its advertising accordingly. The brand had been stuck in a rut and Chivas began bringing its tradition up to date. Placing the brand under the microscope First of all, a summary of the knowledge gained was produced together with GfK. “This showed that only regular Chivas drinkers associated the brand both with very high quality and with pleasure and enjoyment,” explains Karen Wise, Consumer and Brand General Manager at GfK Martin Hamblin, London, adding: “Almost all respondents had heard of Chivas, but hardly any of them had ever drunk it. Nevertheless, they had a great deal of respect for the brand, regarding it almost as a venerable institution but having no emotional connection or loyalty towards it. The brand was simply not relevant.” » t h e f o re g r o u n d m e s s ag e was t h at t h e b r a n d i s p r e s t i g i o u s a n d h i g h - q u a l i t y, b u t it also fits with people’s lifestyles and g i v e s j oy at l i f e ’s s p e c i a l m o m e n t s . « The company’s marketing therefore had to create a closer match between the brand’s 200-year heritage on the one hand, and consumers’ current needs, values and habits on the other. “Instead of talking about how luxurious the product was, we had to place more emphasis on its flavour and the pleasure it gives,” says Moore. This was reflected in a new eur 45 million press and tv campaign developed by ad agency tbwa/g1, which ran in over 50 countries. “The foreground message was that yes, the brand is prestigious and high-quality, but it also fits with people’s lifestyles and gives joy at life’s special moments,” Moore continues. Each of the ads tells a story in this vein, and in effect, it encourages people to join in. “This is summarized in the slogan, This is the Chivas life. It brings together the brand itself and the special joie de vivre that Chivas creates in a single advertising unit.” Chivas wants the brand to symbolize moments of happiness shared with friends, or in very prosaic but exciting settings. GfK_49 » t h e c h i va s r e g a l b r a n d i s o n t h e p a t h t o s u c c e s s , n o t o n ly i n e c o n o m i c t e r m s b u t a l s o i n re c l a i m i n g i t s i c o n i c stat u s i n t h e w h i s ky wo r l d . « A more open relationship with the brand Chivas Regal, a leading global brand Produced and sold since the first half of the 19th century by traders, James and John Chivas from Aberdeen, Chivas Regal today enjoys its reputation as the epitome of high quality whisky. Every second, somebody somewhere in the world is enjoying a Chivas Regal. Tasting note, according to Colin Scott, Master Blender at Chivas Brothers Colour: Nose: radiant warm amber an aromatic infusion of wild herbs, heather, honey and orchard fruits Taste: round and creamy on the palate, Chivas Regal has a full, rich taste of honey and ripe apples, with vanilla, hazelnut and butterscotch notes Finish: rich and lingering Chivas Regal, acquired in 2001, is one of the jewels in the Pernod Ricard portfolio. As a market leader in Europe and number two in the travel retail sector, more than 36 million bottles were sold worldwide in 2003, which represents 3 million nine-litre barrels. Chivas Regal is currently distributed in over 150 countries. New advertising campaign, Chivas life Chivas Brothers recently developed a global tv and print advertising campaign for Chivas Regal, leading with the central slogan, This is the Chivas life. Created by tbwa/g1, this campaign has been launched in over 50 countries, comprising a series of original creative sequences depicting people searching for fulfilment through new experiences like ice fishing in Alaska and travelling without a destination. The central theme of Chivas life presents an epicurean vision of life, shared by spontaneous, fun-loving people who do not take themselves too seriously. 50_GfK In this respect, the campaign reflects another important lesson of the GfK study: generally speaking, attitudes towards the brand have changed over time. In the past most consumers, including younger ones aged 25 to 40, used Chivas Regal as evidence of their social status; they were saying, “I’m important, because I can afford to spend this much money on a drink.” People today have a much more cultivated and open attitude towards the brand. Moore says they are more likely to think: “I’ve discovered this great brand; it’s really interesting and it has a long history. Yes, it’s expensive, but the taste is excellent with a soft aroma which encourages you to enjoy life.” The one exception is in Asia, where having the most expensive brand of whisky on the table is still an important status symbol. Moore believes that this is a typical example of the vast range of attitudes and different local customs global brands are faced with. So the pleasure of imbibing this cereal-based nectar is very much a reflection of today’s values – just as it probably was when uisge beatha was first distilled a couple of thousand years ago. The Chivas Regal brand is on course for success, not only in financial terms but also in reclaiming its iconic status in the whisky world. GfK and the Pernod Ricard Group have worked together to establish how the brand should develop. Malt whiskies such as Glenlivet and Royal Salute are also benefiting from the cooperation, as these whiskies are respectably placed among the prestige brands in Asia. That, however, is another story. Northern Europe SPECIAL – GfK REGIONS GfK_51 52_GfK Northern Europe SPECIAL – GfK REGIONS Region: Northern Europe W H E R E I N N O VAT I V E M E A S U R I N G S Y S T E M S ARE DEPLOYED After Austria, France and the Netherlands, Sweden was the next European neighbour into which GfK initially expanded from its base in Germany. GfK Sverige was launched in 1981 and now offers services in four business divisions: Custom Research, Retail and Technology, Consumer Tracking and Media. The same applies for GfK Danmark, which was established six years later. GfK Norge was set up in 1987 and supplies information and consultancy services for the Custom Research, Retail and Technology and Consumer Tracking divisions. Alongside Germany and the Netherlands, Sweden is one of the countries in which new technologies are trialled and introduced very early on, particularly in the consumer tracking sector. Particularly notable examples in this area are the launch of aTRACKtive, a production system for the ConsumerScan consumer panel which has meanwhile been implemented throughout Europe and the web-based new ecpo and ScanIT technologies. These scanners and meters log purchases made by participants of the ConsumerScan panels in the most varied locations and then enable them to transmit the findings to GfK via the Internet. GfK has been present in the uk since 1989 and, with sales totalling eur 1,769 million (2003), it is the second biggest national market research market in the world. At the outset, the company offered information services in Custom Research and Retail and Technology, however, with the acquisition of the majority holding in GfK Martin Hamblin, the uk’s largest privately-owned research company in 2000, GfK moved up the rankings to No. 7 in the uk market research organizations. GfK was subsequently able to significantly strengthen its presence in the custom research sector in the uk, undoubtedly a very important market for global research projects. Together with GfK Martin Hamblin and veterinary medicine specialists, GfK Animal Health uk, which was acquired shortly afterwards, GfK has also become one of the top providers of information services in the healthcare industry. which the new type of radio research provides, particularly for advertising industry clients, is specifically highlighted in the award speech. GfK Media is contracted by the bbc to carry out 15,000 online interviews per day for a period of three years starting from 2005, to find out what respondents had seen or heard the night before. Selected GfK companies in Northern Europe Denmark Finland uk Since 2001, GfK had been carrying out a pilot study to measure radio audience reach, initially at local level, using the newly developed Radiocontrol technology, which was commissioned by uk radio network, The Wireless Group. At the end of 2002, the radio network asked GfK to measure audience reach at national level throughout the uk for a period of three years starting from 2003 and this was the incentive which launched GfK Media. Present since Market rating 1987 No. 3 – – 1989 No. 7 GfK Danmark ü ,B CG Via GfK Sverige üG GfK Animal Health uk G GfK Media C Ireland 1989 – Norway 1987 No. 10 GfK Norge Sweden 1981 No. 4 GfK Sverige Via GfK Marketing Services ü, ü ,B C ü ,B CG Business divisions: ü Custom Research , Retail and Technology B Consumer Tracking C Media G HealthCare 2004 in figures In eur million Sales Operating profit The British Market Research Association (bmra) and the Market Research Society (mrs) award GfK Media the Innovation Prize for 2004 for its surveys carried out using Radiocontrol technology. The added value , GfK Martin Hamblin Highlights of 2004 and 2005 In 2004, GfK increases its 51 per cent shareholding in GfK Martin Hamblin to 100 per cent. , GfK Marketing Services Margin 1) No. of employees Share of GfK Group overall 2003 2004 Change in % 54.1 55.6 + 2.7 8.3 3.2 2.9 – 9.0 3.4 + 5.9 + 5.2 – 0.72) – 486 484 – 0.4 8.8 1) Operating profit in relation to sales 2) Percentage points GfK_53 Oleg Popenko, Chief Executive Officer of the largest media agency, Starkom, a subsidiary of international advertising agency, dmb&b, and Director of the Television Industry Committee of the Ukraine, is hoping that the Ukrainian tv audience panel will develop into one of the most modern in Europe. 54_GfK Central and Eastern Europe SPECIAL – GfK REGIONS AMBITIOUS PLANS OF THE UKRAINIAN TV INDUSTRY The Ukraine is aiming to become a leading player in the European tv ratings business GfK_55 The Ukraine is aiming to become a leading player in the European tv ratings business AMBITIOUS PLANS OF THE UKRAINIAN TV INDUSTRY After fierce debate and tough technical discussions, the Ukrainian Television Industry Committee began to reform its tv ratings system at the end of 2002. GfK-usm, Kiev, was selected from a shortlist of three candidates to be its market research partner. On 3 December 2002, GfK made an announcement to the international press, which began as follows: “GfK’s Ukrainian subsidiary GfK-usm has concluded an agreement with the Television Industry Committee (tic), an association of the main national television stations ictv, Inter, Novy Kanal and stb, as well as the Ukraine's three top advertising agencies, dmb&b, Effect Integrated Media and Provid/bbdo. Under its terms, GfK-usm will be conducting tv ratings research in the Ukraine for the next four years, starting in 2003.” » like all the other countries of the former c o m e c o n b lo c , t h e u k r a i n e w i t h i t s p o p u l at i o n o f 4 7 . 5 m i ll i o n i s ta k i n g i t s f i r st st e p s o n t h e t h o r n y p a t h t o d e v e l o p i n g t r u ly modern economic structures.« The report went on to say that the tic had commissioned GfK-usm to set up a corresponding tv panel, beginning with 1,200 representative telephone-owning households in towns with populations of 50,000 or more. After three years, the panel is to be increased to 1,500 households. The Ukraine is on the brink of modern marketing development The key factors that led the tic to its decision were GfK’s differentiated methodological and technical expertise and the long experience of GfK subsidiaries in continuous ratings research. At present, GfK conducts tv ratings research for television companies and media planners in six European countries: Austria, Belgium, France, Germany, the Netherlands and Switzerland. 56_GfK With its Swiss company Telecontrol, GfK is also the leading supplier of tv meters, which measure audience ratings. However, it was not just international expertise that tipped the balance in GfK’s favour with the Television Industry Committee (tic). With its comprehensive services in the fields of ad hoc research, consumer tracking and the media, GfKusm, Kiev, had also been working intensively on the challenges of the Ukrainian markets. Like all the other countries of the former Comecon bloc, the Ukraine with its population of 47.5 million is taking its first steps on the thorny path to developing truly modern economic structures. Self-organization of the industry didn’t work initially Though the basic statistics are available for the population and economic performance, the detailed data needed particularly for marketing and advertising is often lacking and is only now beginning to emerge slowly. The economic development and expansion of the country is held back primarily by the sharp contrasts between the relatively prosperous towns and the very poor rural areas, with around 29 per cent of Ukrainians living below the poverty line. Nevertheless, with gdp of usd 42 billion, the economic performance of the Ukraine places the country firmly in the top third in the world ranking. The 12 per cent growth in gnp in 2004 was not matched anywhere in Europe. The tv ratings research activity now getting under way in the Ukraine will undoubtedly generate the data needed for the cultivation of the consumer markets. Earlier efforts were made to supply Central and Eastern Europe SPECIAL – GfK REGIONS » s o f a r , p o p e n k o , a m e d i a p l a n n i n g e x p e r t, f e e l s o p t i m i s t i c a b o u t a c h i e v i n g h i s o b j e c t i v e o f e n s u r i n g t h a t, a s f a r a s m e a s u r e m e n t i s c o n c e r n e d , t h e u k r a i n i a n r at i n g sy st e m w i ll b e o n e o f t h e m o st s o p h i st i cat e d i n e u r o p e . « the advertisers and their advertising agencies with figures on the penetration and ratings of tv programmes. However, as Oleg Popenko, ceo of the media agency Starcom Mediavest Group Euroasia, Kiev, a subsidiary of international advertising agency dmb&b, and director of the Television Industry Committee recalls: “In the beginning, the market was simply unable to organize itself. The interests were too different and the methods used were too disputed.” An increasingly impenetrable web of interests organizing the interests of the television industry, ensuring the growth of the television industry and making it competitive and facilitating the development of ratings research. » with gdp of usd 42 billion, the economic performance of the ukraine places the c o u n t r y f i r m ly i n t h e t o p t h i r d o f t h e world rankings. the 12 per cent growth i n g n p i n 2 0 0 4 was n ot m at c h e d a n y w h e re in europe.« A market research firm was commissioned to set up a panel, but whether or not it was adequately representative was disputed by the Ukrainianspeaking tv stations, which are more popular in the west of the country, and by the Russian-speaking broadcasters with a higher audience share in the east. Many of the agencies and advertisers involved were not satisfied either. For several years, the panel did not expand beyond the start-up sample of the 25 regional capitals. This was down to the inability of the tv industry to agree on the extension plan. “We doubt that the regional capitals are representative of anything that could be of interest to the advertisers. Much more important for that kind of investigation is where the purchasing power lies,” commented Popenko by way of explanation for the refusal of the advertising industry to lend sufficient support. He added: “In 2001, the state of tension between opposed views on the status and future of tv research reached its peak. The threat of uncontrolled development of alternative tam systems became very real. This was not acceptable to us or our clients.” The need for suitable organization and the establishment of a reliable and generally accepted tv rating system came top of the industry agenda. In 2002, this led to the setting up of an initiative group which went on to become the institution we now know as the Television Industry Committee. The first step taken by the new organization was to lay down the ground rules, the panel design and the panel structure. The tic defined its tasks as Twin-track decision making To carry out its task, the organization developed “a unique and very well balanced system of decision making” to put it in Popenko’s words. Two voting methods are used. When it comes to the tic strategy and the acceptance of new members, every member has a vote. However, when the issues relate to fundamental decisions on the development of research that are linked to financial obligations, the decisions are taken by the founders alone. They are the people who bear the financial responsibility and they are also the people who concluded the agreement with GfK. The voting percentages are also precisely defined: 90 per cent of the votes are held by the tv stations and 10 per cent by the other founders. Still, despite the overwhelming voting power of the tv stations, the right of veto of the advertisers and media buyers gives them an important role in the decision-making process. If they believe that their interests are being damaged by the tv stations, their joint veto can block a decision or urge the tv stations to come to a compromise. The number of founder members is clear enough: five television stations and three advertising agencies. Since its founding, major advertisers, such as Coca-Cola, Gillette, Procter & Gamble and Unilever have also joined tic. “The organization remains open to further members, irrespective of whether they are advertisers, advertising agencies, media agencies or television stations.” According GfK_57 Konstantyn Stogny, police superintendent and at the same time editor-in-chief of the documentary and special projects film unit for Inter, the top Ukrainian tv station, is the producer of one of the Ukraine’s most popular reportage series on global political crisis areas. 58_GfK Central and Eastern Europe to Popenko, “Anyone who buys or sells air-time can become a member of the tic.” “Development is good for the markets,” comments Popenko. He points out that the television market has recorded impressive growth rates of 30 per cent per annum and that there is every likelihood that this will continue. Given this dynamic, it has already been decided that the panel should include people who do not have a telephone and the panel is set to be extended to the whole population. At present, it is representative only for towns with more than 50,000 inhabitants – 45 per cent of the population of the Ukraine. Once expanded, the GfK panel will represent 70 per cent of Ukrainians over 15 years of age. On the basis of what has been achieved so far, Popenko, a media planning expert, feels optimistic about achieving his objective of “ensuring that, as far as measurement is concerned, the Ukrainian rating system will be one of the most precise and technologically sophisticated in Europe.” Even though the Ukrainian television industry is still young and the financial volume of the market is not very big – with the investment in tv advertising estimated at eur 170 million per year as against total annual advertising investment of eur 500 million – he firmly believes that, even at this level, the advertisers are entitled to an ultra-precise measuring system for planning their television campaigns. His medium term objectives are correspondingly ambitious: tv rating studies should become representative of the whole population of the Ukraine within the next four or five years. The next phase should see the adoption of audio-metric technologies capable of giving a full picture of media behaviour. Single source data should be gathered. Advertisers need information on demographic groups as well as tv viewing data concerning users of specific brand and product groups. SPECIAL – GfK REGIONS GfK-usm is already geared up for this future, now that the foundation has been laid in the form of a panel constituted in the manner envisaged. Peter Menneer, head of Peter Menneer Research, an independent British consultant of the tic, has rated the GfK panel “the best controlled panel I have ever seen”. Ukraine’s tv market showing strong growth In addition to the two state-owned networks, ut1 and ut2 launched in 1951, there are now another 19 Ukrainian private stations which have only been established since 1996. In 2004, the major Ukrainian tv stations agreed to set up a working group for tv audience research, the Television Industrial Committee (tic). Its membership includes the big tv stations, Inter, Studio 1+1, New Channel, ictv and stb, three leading advertising agencies, dmb&b, Integrated Media and Provid, along with a series of Ukraine’s major brand manufacturers. At the end of 2002, tic commissioned GfK-usm to establish an electronic tv panel to measure tv audience coverage for a period up to 2007. The declared aim of the tic was to install a measuring system whose results would become the recognized currency for programme and station data for anyone involved in the tv market. Data gathering started at the beginning of 2003, with 1,200 households in 77 of the 102 Ukrainian towns and cities with a population of 50,000+. The 10 most popular tv programmes in the Ukraine in 2004 Title Genre Poor Nastya Series (Russia/usa) Coverage 27.9 % New Year’s Eve celebrations Variety show (Russia) 22.2 % tv election dual between Politics (Ukraine) 21.8 % Yushchenko and Yanukovich Taxi 3 Feature film (France) 21.5 % Undina 2 Series (Russia) 21.2 % Details News (Ukraine) 20.3 % Party concert Variety show (Ukraine) 20.2 % The hunt for two hares tv feature film (Ukraine) 20.1 % Distorted mirror Variety show (Russia) 19.9 % Undina Series (Russia) 19.8 % GfK_59 60_GfK Central and Eastern Europe SPECIAL – GfK REGIONS Region: Central and Eastern Europe E A R LY I D E N T I F I C A T I O N O F MARKET POTENTIAL Not very long ago, the countries of Central and Eastern Europe were to most people virtually terra incognita in the broadest sense. After the fall of the Iron Curtain, although there was a degree of rapprochement between the populations of the East and the West, the decades of separation had made their mark and to a certain extent, this still holds true today. However, as far as business is concerned, the situation is quite the reverse. Major international companies quickly identified the vast potential offered by the new markets and this triggered an increase in the amount of market research being carried out in this countries. GfK is among the early pioneers in this region, and this is due, in particular to the initiative of our Austrian subsidiary, FesselGfK. They opened their first office before the fall of the Iron Curtain as early as 1989, when GfK Hungaria, only the second foreign-owned company in Hungary, started operating in Budapest. GfK Polonia quickly followed in Warsaw and GfK Praha in the Czech Republic and GfK-rus in Russia and today, there are a total of 19 companies in 15 countries located throughout the region. In Romania, the Slovak Republic, Slovenia and the Ukraine, GfK is currently ranked No. 1 in the sector, while in Bulgaria, Croatia, Russia, the Czech Republic and Turkey, it is No. 2 and in Bosnia Herzegovina, Poland, Serbia, Montenegra and Hungary, GfK occupies either 3rd or 4th place. All the companies established up to 2000 now offer GfK’s information and consultancy services in the four business sectors, Custom Research, Retail and Technology, Consumer Tracking and Media. In Retail and Technology and Consumer Tracking, GfK is either the only company to supply data or the market leader. Since 2003, GfK usm has been operating an electronic tv panel in the Ukraine under contract from the Television Industry Committee, an organization whose membership is made up of tv stations, advertisers and media agencies. Highlights of 2004 and 2005 In 2004, the Central and Eastern Europe region achieved organic sales growth of 26.9 per cent, the highest of any region and, with an increase of 22.3 per cent in income, this again represented the highest organic growth of any region. With the establishment of GfK Bosnia Herzegovina in 2004, GfK now has a presence in all the countries of the former Yugoslavia. A new subsidiary in Kazakhstan opened its doors at the beginning of 2005. In 2005, GfK Retail and Technology also started to gather retail data in the Baltic states of Estonia, Latvia and Lithuania through GfK Polonia. Selected GfK companies in Central and Eastern Europe Present Market since rate Azerbaijan 1994 – The Baltic States: 2005 – GfK Marketing Services Via GfK Türkiye ü ,B , Estonia, Latvia, Lithuania Bosnia 2004 No. 3 GfK Bosnia Herzegovina Bulgaria 1995 No. 2 GfK-Bulgaria Croatia 1999 No. 2 GfK-Croatia Czech Republic 1990 No. 2 GfK Praha üB Herzegovina ü ,B C incoma Research s.r.o. incoma Consult. No. 3 GfK Hungária ü ,B CG ü ,B CG ü ü Hungary 1989 Kazakhstan 2005 Poland 1990 No. 3 GfK Polonia Romania 1995 No. 1 GfK Romania Russia 1991 No. 2 GfK-rus Serbia and 2001 No. 4 GfK Belgrade Slovak Republic 1995 Slovenia 1990 Turkey 1994 ü ,B C ü ,B C No. 2 ProCon GfK Research Services ü,CG Strateji GfK Research Services ü GfK Türkiye ü,C Ukraine 1998 No. 1 GfK-usm ü ,B CG – GfK Kazakhstan ü ü ,B CG ü ,B C ü ,B CG üC Montenegro Business divisions: B Consumer Tracking No. 1 GfK Slovakia No. 1 GfK gral-iteo ü Custom Research C Media ü ,B C , Retail and Technology G HealthCare 2004 in figures In eur million Sales Operating profit Margin 1) No. of employees Share of GfK Group overall 2003 2004 Change in % 31.8 40.1 + 26.0 6.0 3.7 4.5 + 21.7 5.2 + 11.6 + 11.2 – 0.42) – 697 826 + 18.5 14.9 1) Operating profit in relation to sales 2) Percentage points GfK_61 A QUESTION OF LEADERSHIP 62_GfK The Henkel Group is focusing its commitment to the newly acquired us Dial corporation on transnational brand strategy America S P E C I A L – G f K R E G I O N S Dr. Hans-Willi Schroiff, Vice President of International Market Research/Business Intelligence at Henkel kgaa in Düsseldorf, is sceptical of the purist doctrine of “global brands”, favouring Henkel’s “transnational strategy”. GfK_63 The Henkel Group is focusing its commitment to the newly acquired us Dial corporation on transnational brand strategy A QUESTION OF LEADERSHIP The question of whether brand management should be strictly global, or whether it is best tailored to suit the national market mechanics, has been successfully answered by the Henkel Group: as much standardization as possible, as much flexibility as necessary. However, the precondition for this is a profound empathy with the psychology of the brand and an extensive knowledge of the market and consumer factors prevailing in each market. Hans-Willi Schroiff has studied the world intensively. “We live in a world which is global, but not homogeneous,” said the Market Research Manager at Düsseldorf-based Henkel kgaa (Persil), whose success story began in 1867 with a universal washing powder and has taken it to global player. The group of companies, which operates in 75 countries, recorded revenues totalling around eur 10.6 billion in 2004. » brands are sensuous blends of as s o c i at i o n s , m e a n i n g s , p e rc e p t i o n s and other non-physical dimensions. b r a n d s h av e a f a c e w h i c h h e l p s t h e m to be recognizable.« Not least the take-over of the Dial Corporation of Scottsdale, Arizona, founded over a century ago, has put Henkel among the leading producers operating in the detergent and cosmetics market in the usa. Dial injected usd 1.3 billion into the Henkel Group with brands like Dial soaps, Dial shower gels and Purex detergent and this raised the question of how a parent should best deal with its new baby. The initial response from Schroiff is: “Henkel has never bought companies in order to destroy their identity. That would not make a great deal of sense. After all, we are not only buying production expertise, but in the first instance, intellectual entities in the form of brands and intellectual property.” The transnational Henkel strategy Schroiff knows that precisely because the world is not homogeneous and human beings are defined by the most varied cultures and consumer ideas, products cannot simply be marketed by the 64_GfK Düsseldorf corporate headquarters all over the world on a “one size fits all” basis. This is why he is sceptical about the strict dogma of the “global brand”, preferring to quote the successful Henkel management principle of “transnational strategy”, where: Henkel links the individual countries into “Euroteams“ created within the strategic corporate units and this generates a connecting thread between global and local management. In this way, Henkel is distinctive for its crossborder management of brand portfolios, where finding a balance between global and local brands is important. At the same time, Henkel provides for the development of products, irrespective of any geographic consideration. Schroiff postulates: “There should really be a transnational r&d department as well.” Logistics, production, product development and market research is equally transnational. This close interconnection of local and global brand strategies anchors every brand product in both local and global camps. In the first instance, every detergent or shower gel is a product, developed in the manufacturers’ laboratories. As Henkel’s top market researcher confirms: “Products are a faceless blend of physics and chemistry, which must function in a particular way which is useful to the user.” However, the shift towards the “emotional and persuasive elements” which make a brand out of a product is already present in these objective factors: strictly speaking, the smell, colour and texture of a detergent already enshrine the brand promises. America S P E C I A L – G f K R E G I O N S » t h e ‘ p syc h o lo g i ca l b r a n d - re l at e d ca r r i e r sy st e m ’ f u n ct i o n s d i f f e r e n t ly f r o m o n e c o u n t r y t o a n o t h e r a n d i t i s h e r e t h a t t h e c u lt u r a l d i f f e r e n c e s i m p a c t p a r t i c u l a r ly. « How similar should a global brand be? The brand itself takes shape in the imaginations of the consumers. Schroiff says: “Brands are sensuous blends of associations, meanings, perceptions and other non-physical dimensions. Brands have a face which helps them to be recognizable.” Of course, this does not happen just by itself: brand communication, ranging from advertising to event marketing, must anchor the face and spirit of the brand in the hearts and minds of the consumers. Once again, market research produces the facts and figures which help the management to achieve the right measure of effective standardization in its production, sales and marketing. And the same applies to the creative space in which the competitive battle for business and consumer preference will be fought. For there must be standardization, in order to make efficient mass production possible; after all, economics talk of “economies of scale”, but ultimately, it is the consumer who will decide the success or failure of a brand. And there simply is no standard global consumer. The “psychological brand-related carrier system” (Schroiff) therefore functions differently from one country to another and it is here that the cultural differences impact particularly. This certainly applies to the patchwork quilt that is Europe and is becoming evident in markets on the other side of the Atlantic, not to mention those countries which do not belong to the Western Christian culture club. By way of example, Schroiff cites the typical consumer preferences in fabric softener fragrances in different countries, where there are clear differences between Northern and Southern Europe. South Europeans prefer a strong floral accent, such as a powerful rose fragrance, which would immediately “… asphyxiate us Germans. But it’s just right for Italians”. Dial, the new Henkel subsidiary By taking over the Dial Corporation, one of the leading us producers of detergents, cosmetics, air fresheners and food, German detergent, cosmetics and glue manufacturers, Henkel, have significantly expanded their business in the usa. In future, around one fifth of sales will be generated in the usa. A story from the New World Philip Danforth Armour, who started to produce canned meat in 1868, is deemed to be the founder of Dial. In 1880, the company started producing the washing soda known as Borax and in 1888, soap, first known as Armour Family Soap, was added to the range. Later, the soap was renamed Dial, as was the company soon after that. This happened in the early 1950s, a time when the slogan “Aren’t you glad you use Dial?” was one of the best-known advertising phrases in the usa. The Dial Corporation, which is headquartered in Scottsdale, Arizona, usa, produces a range of goods including soap, shower gels and detergents. With a 14.5 per cent market share, its detergent, Purex, is ranked No. 2 in the us market. With a market share of 22.4 per cent, the air freshener, Renuzit, is also ranked No. 2 and, with 20 per cent, the soap bar, Dial, is No. 1. The main customer for Dial products in the usa is America’s biggest discount retail chain, Wal-Mart. The parent company, Henkel: a brand like a friend The parent company, Henkel kgaa, founded by salesman Fritz Henkel and two partners, also has over a century of history under its belt. Today, it ranks among the world’s leading providers of branded goods and technology which, according to the company’s corporate philosophy, “make life easier, better and more enjoyable”. In 2004, the Henkel Group achieved sales of almost eur 10.6 billion through its three strategic business divisions – detergents and cleaning products (No. 2 worldwide), cosmetics and bodycare (in the global top 10) and glues, sealants and surface technology (No. 1 worldwide). GfK_65 66_GfK America S P E C I A L – G f K R E G I O N S Americans prefer to use soap in the shower There are often chasms between the aesthetic preferences of us consumers and Europeans. In respect of packaging, for example, as Schroiff explains: “Let’s take typical air freshener packaging. This would alienate the average European, who would think it well over the top, kitsch, loud, not very elegant, even less aesthetically pleasing and rather shapeless.” Where shower gels are concerned, there are also cultural differences distinguishing Europeans from Americans. For instance, whilst in Germany the product has achieved wide coverage, this is clearly not so in the usa, where the more conservative Americans tend to shower with soap. Italian women are also on the conservative side when it comes to traditional washing powders, enthusiastically carrying heavy mega-packs home with them. Conversely, in Holland, these jumbo packs tend to languish on the shelves, because here, it’s the small, convenient detergent concentrates which are a hit with housewives. Schroiff says: “My message is simple: we respect these differences. They are an expression of what our consumers value and of the different consumption habits dictated by particular cultures.” This is enshrined in the Henkel management corporate philosophy, which is summarized in the slogan: “A brand like a friend.” Schroiff maintains: “We would never set ourselves against a consumer preference,” adding, “Naturally it is vital to achieve good corporate statistics and these can be generated by factors including synergies achieved by amalgamating production plants, but never at the cost of local consumer coverage.” It is precisely these insights which have led Henkel’s management away from believing in the opportunities offered by an unadulterated global brand, and have instead persuaded it to concentrate on the Henkel-specific strategy: as much standardization as possible and as much differentiation as necessary. For this purpose, extensive market research packages are loaded with all the information aimed at obtaining a picture of the market which is accurate enough to allow decisions to be made. Market researchers approach the task from the most varied angles and the study takes the form of an integrated market analysis seen from the perspective of the individual departments. Accordingly, surveys on the retail landscape, consumer habits and the changing demand structures are carried out. The broad horizon of the market researcher Worldwide, the Henkel brands and those of subsidiaries acquired will always remain at the core. Although according to Schroiff, not in the sense of a “doctrine of global brand management, where the same product of the same brand has to be marketed in the same packaging with the same advertising all over the world”. Flexibility, knowledge of the various cultural mechanics and respect for different consumer habits are the determining factors in Henkel marketing, which, although coordinated from the Henkel headquarters in Düsseldorf, still allows subsidiaries the necessary room to manoeuvre. And with success. For 2005, the Henkel Group aims to increase its sales by a figure “somewhere in the ten per cent range”, in the wake of the 2004 rise in return on earnings from 8.8 per cent to 9.4 per cent. » m y m e s s ag e i s s i m p l e : w e r e s p e c t t h e s e differences. they are an expression of w h at o u r c o n s u m e r s va lu e a n d o f t h e d i f f e r e n t c o n s u m p t i o n h a b i t s d i c tat e d b y pa r t i c u l a r c u lt u r e s . « Global presence as the solution for the whole group, is not in itself the aim, whereas securing the future is, according to Ulrich Lehner, Chairman of the Management Board of Henkel kgaa. In addition to Asia and Central and Eastern Europe, the us market has a key role and this includes Dial and its brands, in particular Purex, the detergent which is the market leader in terms of volume. Schroiff says that Dial and arl-Advanced Research Laboratories, the branded products company acquired at the same time, are more than just major sales generators in the Henkel portfolio. These companies provide “a wonderful springboard for expanding our business activities in North America, which is currently the most profitable consumer goods market in the world”. GfK_67 68_GfK America S P E C I A L – G f K R E G I O N S Region: America E X PA N S I O N A C C E L E R AT E D S I N C E 1 9 9 9 Just over five years ago, GfK had no presence in the usa, the world’s biggest market research market. This has since changed and GfK now has over 300 staff employed in both continents of the New World in a total of ten GfK companies throughout North, Central and South America. The cornerstone to realizing the target of gaining a foothold in the usa, which has been in the pipeline for a number of years, was laid with the stock market flotation of GfK in September 1999. The same year, the first us research institute was identified. The company, which today operates under the name, GfK Custom Research, was the first service company to be awarded the prestigious Malcolm Baldrige Prize for quality management by the President of the usa in 1996. GfK Custom Research maintains offices in Minneapolis and New York. At the same time as taking over uk company, GfK Martin Hamblin in 2001, GfK also acquired a second company in the usa: GfK Martin Hamblin Inc., headquartered in Southport, Connecticut. In July 2003, GfK took a further important strategic step, which not only distinctly strengthened its position in the usa, but also became a decisive factor in GfK establishing its own HealthCare business division: it bought a majority holding in pharmaceutical research specialists, v2 GfK in Blue Bell, near Philadelphia. Highlights of 2004 and 2005 In 2004, GfK finally acquired GfK arbor, a company with particular expertise in brand research, based in Media, near Philadelphia. With this, the Group was ranked 15th in the American market research sector. GfK also increased its minority holding in GfK Indicator in Brazil, a company founded in 2001 active in the Custom Research sector, to 95 per cent. This gave GfK 4th ranking in the Brazilian market research sector. Selected GfK companies in America Present since Brazil Market rating 2003 No. 4 GfK Indicator The same year, GfK also increased its share in the American Caribou Lake software house to 100 per cent. The company operates in close cooperation with GfK Custom Research in the database marketing and data mining sector. , Canada 2005 – Beyen Marktforschung , Chile 2004 – GfK Chile Marketing Services , usa 1999 No. 15 GfK Custom Research, Minneapolis üC GfK Custom Research, New York üC GfK Martin Hamblin üG v2 GfK 2005 In 2004, GfK set up several new companies for the Retail and Technology sector and began retail data gathering operations in the electronic consumer goods markets on the South American subcontinent, initially in Chile and later in Brazil. A further company is shortly to be launched in Argentina. ü GfK Marketing Services G GfK arbor ü Caribou Lake Software ä Beyen Marktforschung , Business divisions: ü Custom Research , Retail and Technology B Consumer Tracking C Media G HealthCare ä Other 2004 in figures In eur million Sales Operating profit Margin1) No. of employees Change in % Share of GfK Group overall 2003 2004 48.6 84.8 + 74.5 12.6 4.4 12.3 + 176.1 14.3 + 9.2 + 14.5 + 5.32) – 204 367 + 79.9 6.6 1) Operating profit in relation to sales 2) Percentage points With the acquisition of Beyer Marktforschung in 2005, GfK now has two subsidiaries in the Retail and Technology sector in the usa and Canada, which gather data on prices and shelfconfiguration for electronic consumer goods retailing. GfK_69 CONNECTING PEOPLE 70_GfK How Finnish mobile phone manufacturer Nokia is conquering the complex Chinese market Asia and the Pacific SPECIAL – GfK REGIONS Colin Giles is the Senior Vice President of Customer and Market Operations, China Area, and has helped Nokia to become the leading mobile phone manufacturer in China. He believes that to compete effectively with local brands and leverage their expertise in technology and r&d and their experience of countries with such a scale of production, companies like Nokia have to optimize their distribution network and expand it to non-urban areas of this vast country. GfK_71 How Finnish mobile phone manufacturer Nokia is conquering the complex Chinese market CONNECTING PEOPLE China has taken over the lead in the global mobile phone market. International companies and Chinese manufacturers are locked into battle over market shares, a tough challenge in a country of contrasts, where purchasing power and modern economic structures are evolving at different speeds. It is precisely the complexity and diversity of the People’s Republic of China and its 31 autonomous provinces and regions and rural communities which is presenting marketing and market research with a great challenge. The 1.3 billion potential employees and consumers and the percentage of annual economic growth measured in almost double digits have earned the respect of weekly magazine, WirtschaftsWoche, which recently pronounced “the resurgence of China and its rise to number one in the business world the most exciting story of our times”. Experts worldwide are in agreement with WirtschaftsWoche. China is on the way to becoming a highly attractive market. However, it is unlikely to become any easier, even if Chinese consumers with their irrepressible optimism and their desire for all the creature comforts which modern products and services can give them create the ideal consumer climate. » w e d o n ’ t c re at e t e c h n o lo g y f o r t h e s a k e o f i t. o n t h e c o n t r a r y, w e d e s i g n p r o d u c t s w h i c h p e o p l e ca n u s e a n d w e ca n i n t e g r at e i n t o t h e i r l i v e s . o u r a i m i s t o b e e x t r e m e ly i n n o va t i v e . « The statistics are impressive. According to the German Foreign Office in Berlin, with gdp of usd 1.4 billion in 2003, China has meanwhile risen to No. 6 in the international league table. In 1990, the figure was still usd 354 billion, representing ninth place, just above Mexico. By way of comparison: in 2003, the statisticians gave the usa and its gdp of around usd 10.9 billion the undisputed lead, ahead of Japan with usd 4.3 billion and Germany, usd 2.4 billion. China is now ranked the fourth biggest trading nation in the world. 72_GfK The Nokia story is one of innovation Above all, it is investment equating to about half the figure for gdp, which is feeding the economic boom in China and over usd 50 billion comes from abroad. However, foreign companies do not find it easy to share in the boom. Not least, this is due to the unfamiliar structures and habits of this vast country with a surface area of 9.6 million m2 (to allow comparison, Germany covers an area of 0.36 million m2), where the extreme differences between town and country present huge challenges to managers. Colin Giles, Senior Vice President of Customer and Market Operations, China Area, who has been managing the operations of Finland’s mobile phone supplier, Nokia, across the entire Chinese region since January 2004, shows how it can be done successfully. According to Giles, the Nokia success story is one of innovation and customer proximity. Describing the corporate philosophy as “standing for innovation and seeing ourselves closer to people than other companies”, he explains: “We don’t create technology for its own sake. Quite the contrary, we design products which people can use and which we can integrate into living and daily life. Our aim is to be extremely innovative, to develop innovative products and to retain the leading edge in the new technologies.” Of course, Giles also knows that these fine words need putting into practice. On the heels of the initial successes of Nokia and other international mobile phone companies, especially in China’s towns and cities, which, according to the German Embassy in Beijing, are home to just 40 per cent of Asia and the Pacific SPECIAL – GfK REGIONS » distribution is the real challenge in china, because it has to cover some 20,000 cities, each of which might represent a huge m a r k e t i n i t s e l f. « the population, there came a rude awakening three years ago. Chinese mobile phone brands like tcl and Bird used their greater local knowledge to advantage to focus their activities on selling into the national and above all, the local markets, whose commercial structure and operations are not very transparent to say the least. And they were successful. Virtually overnight, they wrested decisive market shares from international companies like Nokia, Motorola and Samsung, and even threatened to take over their leading position. According to Giles: “The reason was mainly down to distribution difficulties, which makes China very different from other markets: in particular, its size, complexity and the lack of distinct systems and working methods.” The local competitors had the edge in two specific aspects: firstly, with their better knowledge of the country and its people, they were able to ensure the best possible market penetration in the fastest possible time and second, they were more effective in activating dealers. Every place a different market This is where Nokia managers have found an appropriate solution. A combination of national distributors, also functioning as regional dealers, and a whole series of small town dealers in the provinces has created a balanced distribution system comprising around 100 distributors. Giles reports: “We also recently expanded our market presence in close cooperation with the major retail chains, as well as with the big electrical stores and telecommunications chains. And we appointed a Nokia celebrates 20th anniversary in China In 2004, Nokia succeeded not only in retaining, but also clearly extending its position as the No. 1 player in the Chinese mobile phone market. Nokia’s management believes that this is due to the strength of the Nokia brand, its leading technology and quality products, as well as the efforts recently undertaken to ensure the efficiency and expansion of our distribution system to the country’s more rural areas. Nokia’s mission Connecting People has always been, and will continue to be, the focus of our business. Nokia’s China manager adds: “This is the real challenge of China, because distribution has to cover some 20,000 cities, each of which might represent a huge market on its own.” Giles adds that the problem is not just one of delivering goods to a particular place, but also the need to be there locally in person. The Chinese companies already had the necessary expertise, which competitors from East and West still needed to acquire with some difficulty. Also, they were already represented throughout China, so that they were able to set up a network of local dealers. The various Chinese manufacturers had dispatched almost 10,000 people to either sell their mobile phones direct to shops, or to go from dealer to dealer convincing them to sell their brands. All this is legwork which costs time and effort, because unlike in the classic industrialized nations, Chinese retailers are as yet far from being organized in manageable sales and distribution structures. By connecting people, we are helping to meet a fundamental human need for social connections and contact. Nokia builds bridges between people, both when they are far apart and face-to-face, and also bridges the gap between people and the information they need. Founded in 1865 by the Nokia family in Finland, Nokia has been focusing on telecommunications since the early nineties. The company is one of the world leaders in mobile communications and is a driving force behind the growth and sustainability of the expanding mobile technology sector. As the developer of the first mobile phone network in Scandinavia in 1981, Nokia offers an extensive range of products, all of which have a connection with mobile communications. In 2004, the company recorded growth of almost eur 29.5 billion. Strategically, China is very important for Nokia. As the company's second largest market behind the usa, 2004 net sales for China rose sharply to usd 3.6 billion, representing growth of 44 % on the previous year. China also plays a major part in Nokia's global manufacturing base as a logistics hub and in its global r&d network. GfK_73 74_GfK Asia and the Pacific field sales force tasked with setting up sales depots. Many of the employees then switched from marketing to local sales. We have managed to acquire the necessary expertise, provide the training, modify the working methods and revise the work processes.” With pride, Giles adds: “These measures have given us a clear head start on our competitors. Compared with most and depending on which market we are going after, we are in a position to select from these sales channels. This means that we can choose between the national distributors, the retailers and the big retail chains. Added to this, we have around 170 of our own shops.” This provides Nokia China with a good mix of distribution channels to suit the specific requirements of each individual market, whether this is in the provinces or in the cities. Chinese market trends influencing the global market By comparison with the trade, consumers are less complicated. As in the West or countries like Japan in their turn, the mobile phone has swiftly become a status symbol in China, with the sending of text messages virtually the national sport of the young. Around 1,000 million sms texts are transmitted between mobiles in China every month and it has to be said that the international digits and letters on the keypad are a lot quicker to use than a pc keyboard with thousands of Chinese characters. The system is based on the Pinyin Roman alphabet transliteration method introduced in 1979. However, keypads which can be used with a stylus developed specifically for China and which have abbreviated character symbols are also quick to use. Nokia tailors its product strategy accordingly. Giles is convinced that in future, Chinese market trends will also influence the global markets, as is the case today for Taiwan, Korea and since even longer, Japan. The silver chrome cover, a nod by the designers to the Chinese love of metallic colours, is already well established all over the world, showing, as Giles maintains “how important this market is to Nokia in general. And this is why we have installed a Research & Development centre, which will be developing designs for the entire Nokia Group from here as well.” SPECIAL – GfK REGIONS In cultural terms, Giles believes the mobile phone and by extension, design, are of the utmost significance for China. For example, when an American wants to show someone else how important he is, he shows off his home. In China, the status symbols are watches like Rolex for example, or more recently, mobile phones. Giles says: “Brands are very important in the cities, where people feel drawn to the most sought-after brands. They are a symbol of status or a mark of international stature.” » b r a n d e d g o o d s s i g n i f y b e t t e r q u a l i t y. in the major cities people know this. however, in the smaller towns, the brands h av e n o t y e t a c h i e v e d t h i s i m p o r t a n c e . « The brand as a symbol of quality Branded goods also signify better quality. In the major cities people know this. However, in the smaller towns, the brands have not yet achieved this importance. Giles is relaxed about this: “The situation has already started to change in recent years, which is probably also down to the poor quality of products offered by our Chinese competitors. Consumers are slowly becoming more aware of the quality associated with a particular brand.” Although of course, haggling over the price is likely to remain the national sport in China for some time to come. Almost 100 million mobile phones were sold in China in 2004, which is 22 per cent more than in 2003. GfK was able to confirm that Nokia has achieved market leadership. With extensive research in this very disparate market supplying significant insights, GfK Asia has provided critical assistance for the marketing decision-making process. All the more since: “The number of competitors and the number of new mobile phone models is growing massively,” as Andy Drake, Managing Director of GfK Asia, describes the situation. The results will form the basis for Colin Giles’ vision of spreading the word according to Nokia of Connecting People in all 20,000 cities, so that the new technologies and products which are launched are understood in the major cities and that in the smaller towns and villages, people will be able to experience the sheer joy of being in touch with friends and family on the telephone. Of course, as the No. 1 in the whole of China. GfK_75 76_GfK Asia and the Pacific SPECIAL – GfK REGIONS Region: Asia and the Pacific HUGE MARKET POTENTIAL Experts estimate that the next ten years will see the emergence of a middle class comprising some 800 million enthusiastic consumers in Asia. This equates to around ten times the German population and 2.7 times that of the usa. Irrespective of how large the group of people with an adequate income in Asia really is, what is crystal clear is that Asia and the Pacific is well on the way to becoming a consumer paradise. The market research industry will also benefit from this development. This is a sector which is relatively new to Asia and the Pacific. In 2003, it accounted for 6.4 per cent of the global sales of the sector (up from 5.6 per cent in the previous year). Japan is by far the biggest national market research market in the region, followed by China and Australia. The GfK Group has been active in Asia and the Pacific for almost 20 years. It all started in Japan, where the company acquired its first regional minority shareholding in 1985. In the meantime, GfK has established its own subsidiaries in virtually every major economy in the region, as well as in Australia and New Zealand and all of these companies now offer a full range of information and consultancy services in the retail and technology sector. In 2004, GfK had subsidiaries in 13 countries in the region, with an additional minority holding in org-GfK Marketing Services in India. Although up to now, GfK has only offered services in one of its divisions, the Group is ranked 5th in the league table of market research companies operating in Asia and the Pacific. Selected GfK companies in Asia and the Pacific Present since Australia 1993 Highlights of 2004 and 2005 In recent years, the growth of GfK’s business has been particularly dynamic in the region. In 2004, with 27.6 per cent growth, GfK recorded the highest increase in income from organic growth, and at 17.6 per cent, the highest margin of any of the regions. With the establishment of its office in Manila, GfK has begun gathering retail data in the Philippines and the same applies in Cambodia, where data is gathered by GfK Marketing Services Thailand. In 2004, the companies in the region started setting up databases containing information on the structure and composition of the local and national retail landscape in the various countries, and they have been very successful in offering this as a service to their clients. GfK Marketing Services Australia , Oz Toys Marketing Services , Informark , Cambodia 2005 GfK Asia, Representative Office Vietnam , China 1999 GfK Asia, Beijing Office , GfK Market Research, Shanghai , Hong Kong 1994 GfK Marketing Services, Hong Kong , India 1994 org-GfK Marketing Services (India) , Indonesia 1994 pt GfK Marketing Services Indonesia , Japan 1985 GfK Marketing Services Japan , encodex Japan , Korea 2000 GfK Marketing Services Korea , Malaysia 1994 GfK Marketing Services (Malaysia) , New Zealand 1993 GfK Marketing Services Australia , Philippines 2005 GfK Asia Philippines , Singapore 1994 GfK Asia , Taiwan 1994 GfK Marketing Services (Taiwan) , Thailand 1996 GfK Marketing Services Thailand , Vietnam 1999 GfK Asia, Representative Office Vietnam , Business divisions: ü Custom Research , Retail and Technology B Consumer Tracking C Media G HealthCare ä Other 2004 in figures In eur million Sales Operating profit Margin 1) No. of employees Share of GfK Group overall 2003 2004 Change in % 34.4 39.3 + 14.3 5.8 5.6 6.9 + 24.0 8.0 + 16.3 + 17.6 + 1.32) – 410 511 + 24.6 9.2 1) Operating profit in relation to sales 2) Percentage points GfK_77 78_GfK MANAGEMENT REPORT MANAGEMENT REPORT OF THE GfK GROUP 80 1. General comments 80 2. The economy 83 3. Economic and financial development of the GfK Group 87 4. Business divisions 92 88 Custom Research 88 Retail and Technology 89 Consumer Tracking 90 Media 90 HealthCare 91 Other 5. Regions 92 Germany 93 Europe 94 America 95 Asia and the Pacific 96 GfK network 96 6. Research and development 97 7. Employees 99 8. Organization and administration 100 9. Purchasing 100 10. Environmental protection 100 11. Marketing and corporate communications 101 12. Risk 105 13. Major events since the 2004 financial statements 106 14. Outlook GfK_79 MANAGEMENT REPORT OF THE GfK GROUP 1. General comments The following report relates to the GfK Group. The management report and annual financial statements for GfK Aktiengesellschaft are published separately and can be downloaded from the website at www.gfk.de or ordered from GfK. gdp growth in regions and countries important to GfK (at constant prices from 1995 onwards – year-on-year change in %) Germany France The GfK Group is presenting its consolidated financial statements for financial year 2004 in accordance with the United States Generally Accepted Accounting Principles (us gaap). The previous year’s figures were also reported according to these principles. All financial data for the business divisions and regions is drawn from the management information system and, like the consolidated financial statements, is also reported according to us gaap. Minority participations are not taken into account and, in each case, operating profit therefore excludes net income from participations. The percentage figures reported in the details relating to the GfK Group’s business trend are based on figures in eur 1,000 from Group accounting and controlling. Accordingly, rounding differences may occur. Where statements refer to the number of employees, in principle, this represents the total number of full-time posts at the end of the financial year, irrespective of whether the individual posts are part-time or full-time posts. The terms full-time employees, staff, employees and persons are used synonymously. Companies mentioned in the management report are referred to by their abbreviated names. The “Additional information” section of the Annual Report includes a list of all companies indicated in the management report and their full names. 2. The economy Overall economic development: the upward trend has continued The global economy staged a strong recovery in 2004, with gnp increasing by 4.6 per cent. However, after initially aboveaverage growth, momentum was lost in the second half of the year. This applied, in particular, to the usa, but also to Asia. The main factor responsible for the slowing of growth in the global economy was economic policy. In the usa, action on monetary policy and the absence of impetus from financial policy measures and in China, measures to cool down the overheated economy. The sharp rise in oil prices also dampened global economic growth. In the European Union (eu), the moderate economic growth of the previous year continued in 2004. GfK_80 4) 2003 20041) 20052) 20062) 3) 3) 4) 2.34) – 0.1 1.6 1.4 0.5 2.1 2.0 2.3 UK 4) 2.2 3.2 2.6 2.4 Euro-zone 5) 0.5 1.8 2.0 2.4 eu 155) 0.8 2.0 2.1 2.4 eu accession countries 5) 3.6 4.1 5.5 4.2 eu 255) 0.9 2.1 2.2 2.5 usa4) 3.0 4.4 3.3 3.6 Latin America7) 1.4 5.4 3.9 4.0 South East Asia 6) 6.9 7.9 6.7 7.2 China6) 9.1 9.4 8.0 8.5 Japan4) 2.5 4.0 2.1 2.3 World 5) 3.9 4.6 4.1 3.9 1) Estimate 2) Forecast 3) Federal Statistical Office, Wiesbaden – however, the calendar effect had a particularly marked impact in 2004, accounting for 0.5 percentage points of growth alone. Excluding this effect, the Federal Statistical Office calculated growth in gdp of 1.1 per cent. 4) oecd Economic Outlook 76 database 5) The Euroframe Outlook for the Euro Area, 11/2004 6) diw weekly report “Grundlinien der Wirtschaftsentwicklung (Baseline of economic development) 2005/2006”, 1-2/2005, Berlin 7) Allianz Group: Economic Research – ”Wirtschaft und Märkte“, 02/2005 Germany: export demand the main engine of growth Thanks to very positive export demand, growth in the German economy, which was already showing an upturn in the second half of 2003, gained momentum in 2004. With growth in gdp of 1.6 per cent, the phase of economic stagnation which had lasted about three years came to an end. Export-driven growth increased by 1.2 percentage points. In contrast, growth in the domestic economy was not particularly buoyant in 2004. Public sector consumption expenditure and private sector investment made a modest, but still positive, contribution of 0.3 per cent to gdp. In contrast, private consumption was down by 0.3 per cent (previous year: + / – 0.0 per cent). The reasons for this are continuing major concerns about job security and fairly modest growth in private incomes. Perceptible cost savings achieved by reducing non-negotiated pay scale components and relinquishing productivity-linked wage growth meant that real wages rose only slightly. The savings ratio also increased further, in anticipation that the government reforms in Germany might result in further cuts in income. The consumer climate indicator used by GfK reflects very clearly that consumer mood in Germany was not exactly upbeat in 2004. Economy and the market research sector MANAGEMENT REPORT European Union: halting recovery Consumer attitudes during the reform debate in 2004 – results of the GfK consumer climate survey1) Month Opinion trend Propensity to buy2) Change from previous month Consumer climate indicator3) Change from previous month January Winter frost for German consumers – 41.7 – 9.5 4.1 – 1.1 February Optimism grows – 25.7 + 16.0 4.4 + 0.3 March Consumer uncertainly continues – 25.0 + 0.7 4.8 + 0.4 April As changeable as the April weather – 26.9 – 1.9 4.7 – 0.1 May Caution still prevails – 41.1 – 14.2 4.4 – 0.3 June A glimmer of hope on the horizon – 24.5 + 16.6 3.9 – 0.5 July Interim low or downward trend? – 37.4 – 12.9 3.4 – 0.5 Consumer climate: varied and changing – 27.8 + 9.6 2.5 – 0.9 September Two trends in Germany – 27.4 + 0.4 2.2 – 0.3 October Uncertainty up slightly – 28.6 – 1.2 2.3 + 0.1 November Domestic demand waiting for the starting signal – 24.4 + 4.2 2.4 + 0.1 December Year end optimism – 22.3 + 2.1 2.6 + 0.2 August 1) These are the findings of the survey, “GfK-Wirtschaftsdienst Konsum- und Sparklima” (GfK financial services, consumer and savings climate), published by GfK Marktforschung. The results are based on monthly consumer interviews, which GfK has been carrying out on behalf of the eu Commission since 1980. In the first half of each month, around 2,000 representatively selected people are asked about their perceptions of the overall economic situation, their propensity to buy and their income expectations. 2) The indicator on consumer confidence is based on the following question to consumers: “Do you think it is advisable to make major purchases at the moment?” (good time – neither good nor bad time – bad time). The values shown above are deviations from the long-term average value. The historic maximum value is + 36.5 in April 1999, whilst the historic minimum value is – 55.5 in November 2003. 3) The consumer climate indicator is used to describe private consumption. Key factors are income expectations and buying propensity. The economic outlook has a more indirect effect on the consumer climate, generally as a result of income expectations. The historic maximum value for the indicator was 27.9 in March 1999, whilst the historic minimum value was – 8.7 in February 1994. A widespread economic recovery in the eu is proving to be a slow process, despite considerable impetus from foreign trade. With gnp up by 2.1 per cent (previous year: 0.9 per cent), the pace of the upturn lags far behind that of previous years and that in other regions of the world. Growth in the Euro-zone is particularly disappointing: after a positive trend in the first six months of the year, it weakened perceptibly in the course of the second half of 2004. Conversely, economic growth in the uk was above-average again in 2004. Following growth of more than 2 per cent in the previous year, the 3.2 per cent increase in gdp this year was significantly higher, for example, than in the two other major countries – France (2.1 per cent, previous year: 0.5 per cent) and Germany (1.6 per cent, previous year: – 0.1 per cent). New eu member countries: dynamic growth continues In the countries which joined the eu in May 2004, the dynamic growth of the previous year continued. Up by 4.1 per cent (previous year: 3.6 per cent), the percentage growth in gnp was more than double the level of the 15 countries which already belonged to the eu before 1 May. Once again, the Baltic countries showed particularly strong growth. All eu accession countries are benefiting from strong demand from abroad. However, domestic demand has also increased in these countries and investment activity has stabilized almost everywhere. In addition to exports, private consumption was a major factor in economic growth. usa: boom in private consumption The omens for the us American economy were good in 2004. The pace of growth slackened in 2004 compared to the high level which prevailed into the second half of 2003. However, full-year growth amounted to 4.4 per cent (previous year: 3.0 per cent). The driving force behind the economy throughout the whole year, despite a lack of impetus from financial policy, was growing private consumption and increased private investment as well as public sector consumption. Although still banking on economic growth, the usa scaled down its previous expansive economic policy last year with gradual increases in key lending rates by the us Federal Reserve. The recent rate of 2.25 per cent was still very low in a long-term comparison. Correspondingly, monetary policy continued to provide major impetus. The same applies to fiscal policy, which supported the economy following the tax GfK_81 reforms. us exports rose sharply in 2004, although the pace slakkened here too, mainly due to economic growth in export countries declined and the devaluation of the us dollar was no longer triggering a corresponding rise in demand. Since the marked increase in domestic demand continued, but export activity lost momentum, the trade balance deficit widened. Other contributory factors were higher raw material prices and deteriorated terms of trade. Central and South America: demand for raw materials generates economic growth Almost without exception, the countries of Central and South America in which GfK is expanding its activities are experiencing an economic upturn. This is largely based on the sharp rise in demand for raw materials. The increase in exports also revived domestic demand, with investment rising and private consumption picking up. Economic policy measures have reduced the rate of inflation almost everywhere to below 10 per cent. In 2004, gnp increased by 5.4 per cent in the region. Asia: dynamic growth continues In 2004, Asia was the region with the highest macroeconomic growth, although the rate of expansion slowed down at the end of the year. In Japan gdp virtually stagnated by mid-year. The domestic economy had, however, recovered again by the year-end and gdp increased by 4 per cent, despite continuing deflationary tendencies and less impetus from financial policy. The main causes were a sharp rise in private investment and strong growth in export activity, triggered particularly by China and other parts of the world. The Chinese economy has been experiencing a boom for some time. gdp rose by 9.4 per cent in 2004. A rise in inflation is an important sign of overheating: while in previous years, prices remained virtually stable, the rate of price increase had accelerated to 5 per cent by the summer of 2004. Economic policy was therefore aimed at slowing economic growth, for example by means of interest rate rises by the central bank and the imposition of credit restrictions. The first sign of the restrictive measures taking effect was slower growth in raw material imports in the second half of 2004. In the emerging markets of Asia, rapid economic growth also continued in 2004. Supported by expansionary monetary policy, this was attributable to strong foreign demand, especially from the usa and China. However, consumption and investment reacted sensitively to the hike in oil prices during the year. 82_GfK Nevertheless, gdp in all these countries increased by five or more per cent, exceeding the respective growth levels of the previous year. Market research sector: slight recovery Since the 1990s, when market research recorded very strong growth rates, the sector has faced much slower growth in the first decade of the new millennium. After real growth of 2.7 per cent in 2003 (esomar), experts estimate that sector sales rose by around 3.5 per cent in 2004. In line with the varying growth rates in different regions of the world, the sector is also showing particularly dynamic growth in the Asia and Pacific region, in the new eu member countries, and in Central and South America. In contrast, sector growth has stagnated in the eu 15 region. Market research by region and by country 2002 2003 Change in real terms 2002/20031) Europe eu 15 uk Germany France eu accession countries Rest of Europe 41.3 38.0 10.6 9.0 7.6 1.1 2.2 43.8 40.2 10.6 9.5 8.4 1.3 2.3 1.0 0.7 – 0.1 – 0.1 2.4 11.8 0.7 America usa Central and South America 44.0 37.8 41.3 35.2 N.A. 3.3 3.2 3.6 8.3 Asia/Pacific Japan China 13.4 6.3 1.8 13.6 6.2 2.0 5.6 2.1 28.0 Middle East/Africa 1.3 1.3 1.1 Market research sales in usd million 16,668 18,922 2.7 In % 1) Rates of change based on national currencies. Source: esomar 2004 The largest national market research market is the usa, followed by the uk, Germany, France and Japan. China, where growth in market research sales was particularly dynamic in 2003 with 28 per cent, is ninth ahead of Australia in the ranking of national market research markets. The two largest market research countries in Europe, the uk and Germany, experienced a slight decline in growth in 2003. In contrast, the Japanese market research market recovered. Economic and financial development Generally, market research is less affected by economic fluctuations than the media and advertising industry. This is partly due to the fact that clients still require continuous research into consumer habits, retail figures and media reach even in times of slow economic growth. MANAGEMENT REPORT Market research volume by client segment 2003 in % Industry 45 Media, agencies, research institutes 21 Retail, financial services, utilities 15 Market research industry in comparison with gnp and advertising industry 1) 1995 1996 1997 1998 1999 2000 100 % 100 % 100 % Business to business 107.9 % 103.7 % 103.0 % 7 Other 6 Source: esomar 2004 115.7 % 108.9 % 106.6 % The most important client segment, which generates 45 per cent of overall market research sales, is the consumer goods industry (2002: 50 per cent), followed by companies from the media and agencies operating in the communications sector market segment and the retail, financial services and utilities sector. 76 per cent of all market research surveys produced worldwide in 2003 related solely to national or local markets, while 24 per cent were cross-border international surveys (2002: 20 per cent). 131.4 % 112.7 % 109.5 % 143.1 % 121.0 % 112.9 % 149.0 % 131.4 % 117.3 % 2001 6 Government institutions 155.8 % 123.0 % 118.3 % 2002 162.7 % 122.7 % 120.5 % 2003 3. Economic and financial development of the GfK Group Sales and income: GfK achieves record income levels 167.1 % 124.3 % 122.9 % 2004 172.9 % 132.9 % 128.6 % 1) Basis: values 1995 = 100 per cent – for 1995–1996, the 1997 conversion factor for the euro to the us dollar was used: eur 1 = usd 1.1346 Sources: oecd and Euroframe for gnp, Zenith Optimedia for the advertising industry, esomar and expert forecasts for market research (2004 growth rate: 3.5 per cent) Market research Advertising gnp In 2003, 46 per cent of global market research volume was generated from continuous panel and tracking surveys (2002: 40 per cent). 54 per cent of sales came from ad hoc surveys. In 2004, the GfK Group generated sales of eur 671.7 million. This represents a 12.8 per cent increase on the previous year. Thanks to this positive growth, the company strengthened its position worldwide as the number 5 in the market research sector. Organic growth of 6.6 per cent once again clearly outpaced the market research sector, whose total order volume rose by around 3.5 per cent. 7.2 percentage points of sales growth resulted from the first-time consolidation of subsidiaries in the year under review. These included GfK Arbor in the usa, acquired on 1 January 2004, and the companies v2 GfK, usa and media control GfK international, Germany, which were consolidated for only six months in 2003. GfK_83 Earnings In eur million Sales 2003 Actual 2004 Actual Change in % 595.3 671.7 + 12.8 – 528.0 – 585.6 + 10.9 Operating income 67.3 86.1 + 27.9 Other income less other expenses Operating costs – 0.9 0.8 + 184.1 ebitda 91.2 108.9 + 19.5 as a percentage of sales 15.3 16.2 – ebit before income from participations 66.4 86.9 + 30.9 as a percentage of sales 11.1 12.9 – 3.1 4.3 + 37.5 + 31.2 Net income from participations ebit after income from participations 69.5 91.1 as a percentage of sales 11.7 13.6 – Net interest income – 2.0 – 2.7 – 33.1 Net other financial income – 1.2 2.1 + 277.4 Result from ongoing business activity 66.3 90.5 + 36.6 Taxes on income and earnings – 25.2 – 31.1 + 23.3 Net extraordinary income 0.0 4.0 N. A. Consolidated total income before minority interests 41.1 63.5 + 54.7 Minority interests’ share of total income – 7.7 – 10.9 + 41.0 Consolidated total income 33.3 52.6 + 57.8 The 27.9 per cent increase in operating income resulted from a comparatively low increase in operating costs. At 10.9 per cent, this figure was almost two percentage points lower than sales growth. The personnel cost ratio, defined as the ratio of personnel expenses to sales, was down from 43.1 per cent in the previous year to 41.8 per cent in 2004. personnel expenses amounted to eur 280.7 million (previous year: eur 256.6 million). Scheduled depreciation and amortization, particularly on software and fixtures and fittings, decreased from eur 24.8 million in 2003 to eur 22.0 million in 2004. other income and expenses showed income of eur 2.6 million from currency effects (previous year: earnings from currency effects virtually zero). Income from deconsolidations was virtually flat (previous year: eur – 0.8 million). Other income was depressed by expenses relating to compensation payments of eur 1.1 million. 84_GfK The GfK Group increased its ebit before income from participations by a pleasing 30.9 per cent from eur 66.4 million in 2003 to eur 86.9 million. The ebit margin in relation to sales improved accordingly from 11.1 to 12.9 per cent. net income from participations was up by 37.5 per cent from eur 3.1 million to eur 4.3 million. In the previous year, depreciation on participations in GfK do Brasil, Brazil (eur 1.5 million) and m2a, France (eur 1.0 million) depressed income from participations. Unlike in 2003 when an amount of eur 1.6 million was generated, there was no income from the disposal of participations in the year under review. ebit after income from participations also increased by a substantial 31.2 per cent on the previous year to eur 91.1 million. The ratio of ebit after income from participations to sales rose by almost 2 percentage points from 11.7 per cent in 2003 to 13.6 per cent in 2004. After a deficit of eur 1.2 million in 2003, GfK’s net other financial income showed a profit of eur 2.1 million in the past financial year. This significant improvement compared to the previous year was mainly attributable to income from the repayment of loans provided to the bwv Group in Switzerland, for which bad debt charges had been made. As part of the process of focusing business on core competences, GfK sold all major participations of bwv. The sales proceeds have been used for the repayment of these loans. Moreover, in 2004 there were no write-offs on loans to associated companies (previous year: eur 1.9 million). In aggregate, this resulted in a pleasing 36.6 per cent increase in the result from ongoing business activity from eur 66.3 million to eur 90.5 million. The income tax ratio fell from 38.0 to 34.3 per cent on a year-on-year basis. This was mainly due to lower tax rates abroad. Economic and financial development MANAGEMENT REPORT Balance sheet growth 31.12.2003 31.12.2004 Change in % Share of total assets in % Fixed assets 285.0 334.2 + 17.3 59.7 Current assets 200.9 210.7 + 4.9 37.6 Deferred taxes 8.3 8.0 – 4.4 1.4 Prepaid expenses 7.8 7.4 – 5.2 1.3 GfK Group: ebit after income from participations and consolidated total income before minority interests 2000 – 2004 in eur million1) In eur Million 2000 39.4 Assets 25.4 2001 45.6 12.3 2002 50.0 30.0 2003 69.5 41.1 2004 91.1 63.5 Shareholders’ equity and liabilities Shareholders’ equity 1) Up to 2001, in accordance with the German Commercial Code (hgb); from 2002, in accordance with us gaap ebit after income from participations Consolidated total income before minority interests net extraordinary income of eur 4.0 million was generated by the buyback of profit-sharing certificates at iha-GfK ag, Switzerland. Accordingly, the GfK Group increased its consolidated total income before minority interests by a very positive 54.7 per cent from eur 41.1 million in 2003 to eur 63.5 million in 2004. 204.1 248.4 + 21.7 44.3 Minority interests 25.5 16.3 – 35.9 2.9 Other provisions and liabilities 262.7 281.6 + 7.2 50.3 Deferred taxes 9.1 13.8 + 51.4 2.5 Deferred income 0.6 0.2 – 70.8 0.0 502.0 560.3 + 11.6 100.0 Total assets Asset and capital situation: equity ratio increased to 44.3 per cent current assets increased from eur 200.9 million in 2003 to eur 210.7 million as at 31 December 2004. This is mainly attributable to the fact that trade receivables increased by eur 12.6 million and other receivables and assets by eur 3.0 million. In contrast, liquid funds and securities were down by eur 5.6 million. Compared with the previous year, the GfK Group’s total assets increased by eur 58.3 million to eur 560.3 million. On the assets side of the balance sheet, the increase was mainly attributable to growth of eur 49.2 million in fixed assets. Thanks to company acquisitions and the topping-up of shareholdings, goodwill increased by eur 54.7 million from eur 161.8 million at the end of 2003 to eur 216.5 million as at 31 December 2004. In contrast, financial assets in particular showed a downward trend. This related mainly to loans worth eur 8.1 million in existence in 2003 to former shareholders of GfK Martin Hamblin in the uk, which were used to increase the shareholding to 100 per cent. shareholders’ equity increased by eur 44.3 million to eur 248.4 million. This rise is based on consolidated total income of eur 52.6 million less the dividend pay-out and currency effects relating to consolidations, which are reported under other comprehensive income. Other comprehensive income amounted to eur – 8.2 million as at 31 December 2004 (previous year: eur – 2.9 million). The change is largely a result of the us dollar having lost value against the euro. The equity ratio rose once again from 40.7 per cent at the end of 2003 to a very pleasing level of 44.3 per cent as at 31 December 2004. Development of equity ratio 2000 – 2004 in per cent1) 2000 2001 2002 2003 2004 49.6 39.5 38.7 40.7 44.3 1) Up to 2000, in accordance with the German Commercial Code (hgb); from 2001, in accordance with us gaap GfK_85 minority interests decreased by eur 9.2 million, totalling eur 16.3 million as at 31 December 2004. This was mainly accounted for by the fact that the minority stake in the iha-GfK Group, Switzerland no longer featured and the minority stake in the ifr Group, France was scaled down. The remaining other provisions and liabilities increased by 7.2 per cent to eur 281.6 million. The increase resulting from the expansion of business activity was based on two factors: firstly, trade payables rose, as did liabilities for orders in progress. Secondly, provisions relating mainly to taxes and personnel were up by eur 10.3 million. Investment and financing: net indebtedness remains low Change in free cash flow Cash flow from ongoing business activity Capital expenditure Free cash flow before acquisitions, other investments and asset disposals Acquisitions Other financial investments Asset disposals Free cash flow after acquisitions, other investments and asset disposals 31.12. 2004 Change in % 69.2 92.3 + 33.3 – 20.9 – 22.8 + 8.9 31.12. 2003 48.3 69.5 + 44.0 – 24.8 – 59.6 + 140.8 – 2.0 – 2.6 + 32.0 5.0 2.0 – 58.8 26.5 9.3 – 65.0 Capital expenditure was fully financed out of cash flow from ongoing business activity of eur 92.3 million (2003: eur 69.2 million). This amounted to eur 22.8 million. free cash flow totalled eur 69.5 million (2003: eur 48.3 million). As in the previous year, it was therefore possible for GfK to finance all its acquisitions and other financial investments out of free cash flow. Despite further acquisitions, GfK’s financial liabilities in 2004 were virtually unchanged on the previous year. Cash flow from financing activity of eur – 12.1 million is largely attributable 86_GfK Change in net indebtedness In eur million Change in % 31.12. 2003 31.12. 2004 53.3 48.7 – 8.5 7.5 6.5 – 13.9 Liquid funds and short-term securities 60.8 55.2 – 9.2 Liabilities to banks 45.0 45.4 + 0.9 Pension provisions 19.0 20.0 + 5.0 Liabilities under leases 17.1 16.4 – 4.1 4.6 5.1 + 12.0 Liquid funds Short-term securities Other interest-bearing liabilities In 2004, GfK investments totalled eur 85.1 million (2003: eur 47.7 million). Of this, eur 59.6 million related to the acquisition of consolidated companies and other business units, while GfK spent eur 22.8 million on software, fixtures and fittings and other tangible assets. In eur million to the payment of dividends to shareholders of GfK ag and minority shareholders of subsidiaries. Interest-bearing liabilities Net indebtedness 85.7 86.9 + 1.4 – 24.9 – 31.7 + 27.3 net indebtedness, defined as the balance of cash, cash equivalents and short-term securities less interest-bearing liabilities and pension provisions, stood at eur 31.7 million (2003: eur 24.9 million). Gearing and ratio of net indebtedness to ebit, ebitda, free cash flow In % 2003 Gearing (net indebtedness/shareholders’ equity) 12.2 2004 12.7 Net indebtedness/ebit 37.5 36.5 Net indebtedness/ebitda 27.3 29.1 Net indebtedness/free cash flow 51.5 45.6 gearing, which is the ratio of net indebtedness to shareholders’ equity, amounted to 12.7 per cent in the past financial year (2003: 12.2 per cent). The ratio of net indebtedness to ebit, ebitda and free cash flow shows that, as in 2003, GfK was in a position last year to repay its borrowings in significantly less than a year. In 2004, the GfK Group invested eur 35.1 million in soft facts (2003: 35.0 million). These intangible assets are not capitalized, but are charged directly to the income statement. They include mainly expenses for setting up and maintaining panels, noncapitalized costs of proprietary software as well as costs relating to training and continuous professional development. The investments included under soft facts play a crucial role in Business divisions securing the company’s future success, as they help to raise market entry barriers against possible competitors. MANAGEMENT REPORT GfK Group: breakdown of growth in sales and operating profit 2004 Expenses for soft facts Total growth In eur million 2003 2004 + 12.8 % Change in % + 27.9 % Growth from acquisitions Costs of maintaining panels (incl. recruitment) 20.8 21.9 + 5.6 Software development costs 8.5 7.4 – 13.1 Training and continuous professional development 5.0 5.3 + 6.0 Other 0.7 0.5 – 29.7 Total 35.0 35.1 + 0.4 + 7.2 % + 14.7 % Organic growth + 6.6 % + 14.2 % Currency effects – 0.9 % – 1.0 % Sales Increased expenses for the recruitment and payment of panel households and retailers produced higher panel costs in 2004. The decrease in costs for proprietary software is mainly attributable to the fact that the startrack analysis and production system entered the final stages of development in 2003. GfK started to implement the system in the year under review. Operating profit Proportion of divisional sales to total sales 1) In % In eur million Custom Research 37.9 252.1 Retail and Technology 28.2 187.0 Consumer Tracking 14.2 94.4 9.4 62.2 4. Business divisions The GfK Group provides information services in the following business divisions: Custom Research (until mid-year: Ad Hoc Research), Retail and Technology (until mid-year Non-Food Tracking), Consumer Tracking, Media and HealthCare (set up by GfK in 2003). Media HealthCare 10.3 68.1 Total 100 663.8 1) The division Other is not taken into account. Proportion of divisional operating profit to total operating profit1) In % Margin by business division in per cent 1) Custom Research 23.7 21.2 Retail and Technology 52.4 46.9 6.6 5.9 Media 8.7 7.8 HealthCare 8.6 7.7 100 89.5 Consumer Tracking Custom Research 8.4 Retail and Technology Consumer Tracking Media In eur million 25.1 6.2 12.5 Total 1) The division Other is not taken into account. HealthCare 11.4 1) Operating profit in relation to sales GfK_87 In addition, the division Other comprises mainly central services provided by GfK ag to subsidiaries, participations and their partners. In financial year 2004, all GfK business divisions performed very well in terms of both sales and operating profit. Custom Research: significant improvement in sales and margin Through more than 47 subsidiaries in 30 countries and via partnerships in another 63 countries, the Custom Research division, which is GfK’s largest business division in terms of sales and the number of employees, provides clients from industry and the retail and services sectors with standardized and customized services which form the basis for operational and strategic business decisions by those companies. Operating profit in the Custom Research division increased by a healthy 37.7 per cent to eur 21.2 million (2003: eur 15.4 million). Acquisition-based growth amounted to 37.4 per cent. Currency effects reduced growth by 1.1 percentage points. The margin improved significantly from 7.0 to 8.4 per cent. Main contributors were GfK Marktforschung, Germany, and GfK Arbor, usa. At the end of December 2004, the Custom Research division had a workforce of 1,961, or 35.4 per cent of all GfK employees. Around 80 per cent of these employees work at GfK companies outside Germany. Compared to the previous year, the number of employees at the 47 subsidiaries increased by 255. Approximately 95 per cent of these work outside Germany, mainly at companies consolidated for the first time. Retail and Technology: position as market leader expanded Custom Research: key figures In eur million 2003 2004 Change in % Sales 220.8 252.1 + 14.2 Operating profit 15.4 21.2 + 37.7 Margin in %1) + 7.0 + 8.4 + 1.42) Number of employees 1,706 1,961 + 14.9 of which abroad 1,336 1,577 + 18.0 1) Operating profit in relation to sales 2) Percentage points Custom Research performed very well in 2004, with sales up by 14.2 per cent to eur 252.1 million (2003: eur 220.8 million). Of this, around a third was attributable to organic growth. Acquisition-driven growth, which amounted to 10.7 per cent, was largely due to the first-time consolidation of GfK Arbor, usa, with effect from 1 January 2004. Currency effects reduced sales growth by 1.1 percentage points. Custom Research: breakdown of growth in sales and operating profit Total growth + 14.2 % + 37.7 % Growth from acquisitions + 10.7 % + 37.4 % Organic growth + 4.6 % + 1.5 % Currency effects – 1.1 % – 1.1 % Sales 88_GfK Operating profit GfK’s Retail and Technology division provides clients with information services for 56 countries on sales of consumer durables and services, particularly in the it, consumer electronics, telecommunications, household appliances and photographic and entertainment sectors. Retail and Technology: key figures Change in % In eur million 2003 2004 Sales 166.7 187.0 + 12.2 36.1 46.9 + 30.0 + 3.52) Operating profit Margin in %1) + 21.6 + 25.1 Number of employees 1,517 1,692 + 11.5 of which abroad 1,224 1,378 + 12.6 1) Operating profit in relation to sales 2) Percentage points Last year, the Retail and Technology division continued the successful trend of previous years. Sales increased by 12.2 per cent from eur 166.7 million to eur 187.0 million. As in 2003, Retail and Technology achieved the highest organic growth of all business divisions with 11.2 per cent. Growth from acquisitions, mainly a result of the acquisition of a majority stake in media control GfK International, Germany, on 1 July 2003, accounted for 1.7 percentage points. Currency effects reduced sales by 0.7 per cent. Business divisions Operating profit rose considerably, up 30.0 per cent, to eur 46.9 million. The main contributors were the GfK companies in Germany and in the Asia and Pacific region. Organic growth accounted for 28.0 percentage points of the rise in profit. The good margin of 21.6 per cent, already achieved in 2003, increased to an above-average 25.1 per cent. MANAGEMENT REPORT Consumer Tracking: key figures 2003 2004 Sales 89.8 94.4 + 5.2 3.5 5.9 + 68.1 + 3.9 + 6.2 + 2.32) Number of employees 829 849 + 2.4 of which abroad 576 590 + 2.4 Operating profit Margin in %1) Retail and Technology: breakdown of growth in sales and operating profit Change in % In eur million 1) Operating profit in relation to sales 2) Percentage points Total growth + 12.2 % + 30.0 % Growth from acquisitions + 1.7 % + 2.5 % Organic growth + 11.2 % + 28.0 % Currency effects – 0.7 % – 0.5 % Sales Operating profit The positive trend in Retail and Technology is a result of the division’s market leadership and is also attributable to the growth strategy, which was successfully pursued in 2004. The growth strategy includes expansion into new countries and a broadening of the offering to include new information services. The dynamic growth in the Asian markets generated additional impetus for growth. In 2004, business in Latin America also continued to grow rapidly. At the end of the financial year, the Retail and Technology division employed 1,692 people (2003: 1,517). This represents 30.5 per cent of all GfK employees. 81.4 per cent of staff in this division work at GfK companies outside Germany. Operating profit rose by an above-average 68.1 per cent from eur 3.5 million to eur 5.9 million. The margin also showed a correspondingly strong increase from 3.9 per cent in 2003 to 6.2 per cent in 2004. Currency effects had a negligible impact on profit. Efficient cost management contributed to this success, resulting mainly from the aTRACKtive production platform which has been introduced throughout Europe. Continuing demand, in particular from producers of branded goods, for special analyses and the expansion of the ConsumerScan panel in Germany to 17,000 and in Italy from 6,000 to 7,000 households were other contributing factors. Consumer Tracking: breakdown of growth in sales and operating profit Total growth + 5.2 % + 68.1 % Growth from acquisitions 0.0 % 0.0 % Organic growth + 5.3 % + 68.2 % Currency effects – 0.1 % – 0.1 % Consumer Tracking: margin improves significantly GfK’s Consumer Tracking division provides clients in 25 countries throughout Europe with information and advisory services relating to the purchasing decisions and behaviour patterns of consumers. Sales in the Consumer Tracking division rose by 5.2 per cent to eur 94.4 million in the past financial year. 5.3 percentage points of the sales growth was of an organic nature, with currency effects reducing the figure by 0.1 percentage points. All regions in which GfK operates ConsumerScan and ConsumerScope panels contributed to this pleasing growth. Sales Operating profit The number of employees at the 25 subsidiaries active in Consumer Tracking reached 849 at year-end. As in 2003, around 70 per cent of staff were employed outside Germany. The number of employees was up by 20 on the previous year. GfK_89 Media: lowest point of economic cycle overcome GfK’s Media division provides its clients from industry, media, retail and the service sector with information services on the reach, intensity and nature of media usage and acceptance covering 27 countries. Media: key figures In eur million Sales Operating profit Margin in %1) 2003 2004 Change in % 58.3 62.2 + 6.8 7.5 7.8 + 4.0 + 12.8 + 12.5 – 0.32) Number of employees 328 348 + 6.1 of which abroad 206 210 + 1.9 cost of groundwork relating to tenders for contracts lasting several years and for the development of innovative software solutions. In 2004, a total of 348 people were employed in the 36 subsidiaries in the Media division. This represents 6.3 per cent of the GfK Group’s total workforce. Around 60 per cent were employed outside Germany. HealthCare: high level of acquisition-driven growth GfK’s HealthCare division provides information and advisory services on drugs, biotechnology, diagnostics, medical equipment, laboratory and medical practice supplies, as well as dental and veterinary medicine in a total of 13 European countries and the usa. 1) Operating profit in relation to sales 2) Percentage points HealthCare: key figures As a result of a slight increase in demand, particularly in the print media sector, the Media division saw a recovery in 2004 following two weak years. It generated sales of eur 62.2 million (2003: eur 58.3 million), which corresponds to growth of 6.8 per cent. Of this, 7.1 percentage points were of an organic nature. Currency effects reduced growth by 0.3 percentage points. In eur million Sales Operating profit Margin in %1) Change in % 2003 2004 49.3 68.1 + 38.2 6.3 7.7 + 23.8 + 12.7 + 11.4 – 1.32) Number of employees 228 246 + 7.9 of which abroad 159 177 + 11.3 1) Operating profit in relation to sales 2) Percentage points Media: breakdown of growth in sales and operating profit Total growth + 6.8 % + 4.0 % Growth from acquisitions 0.0 % 0.0 % Organic growth + 7.1 % + 4.5 % Currency effects – 0.3 % – 0.5 % Sales Operating profit Operating profit increased by 4.0 per cent to eur 7.8 million. Organic growth amounted to 4.5 per cent. The margin of 12.5 per cent in the Media division was slightly below its 2003 level of 12.8 per cent. This is mainly attributable to the 90_GfK The HealthCare division achieved the highest sales growth within the GfK Group in 2004. With an increase of 38.2 per cent, sales rose to eur 68.1 million. Of this, 33.7 percentage points related to acquisition-driven growth. This was essentially a result of the acquisition of v2 GfK, usa, in which a 51 per cent shareholding had already been acquired with effect from 1 July 2003 and which was only consolidated on a pro rata basis in 2003 and then consolidated for the full year in 2004, and m2a, France, which has been wholly owned by the GfK Group since the beginning of 2004. Organic growth accounted for 7.8 percentage points, while currency effects reduced sales by 3.2 per cent. Business divisions MANAGEMENT REPORT Sales of eur 7.9 million generated by the Other division in 2004 were down 24.3 per cent on the previous year (eur 10.4 million). The main reason for this decline in sales, which GfK had expected, was the lower volume of services provided by GfK Business Solutions & Processing for the company, Information Resources, Germany. HealthCare: breakdown of growth in sales and operating profit Total growth + 38.2 % + 23.8 % Growth from acquisitions + 33.7 % + 51.1 % Organic growth Other: breakdown of growth in sales and operating profit + 7.8 % – 23.6 % Total growth Currency effects – 24.3 % – 3.2 % – 3.8 % Sales – 137.8 % Growth from acquisitions 0.0 % 0.0 % Operating profit Organic growth Operating profit in the HealthCare division rose by 23.8 per cent from eur 6.3 million to eur 7.7 million. Growth resulted solely from acquisitions, especially from the excellent earnings trend at v2 GfK. In contrast, income generated by the HealthCare business of GfK Martin Hamblin in the uk and the usa failed to meet expectations. At 11.4 per cent, the margin was therefore 1.3 percentage points lower than in the previous year. The HealthCare division is still the smallest business division in the GfK Group in terms of the number of staff, employing a total of 246 people (2003: 228) at 18 subsidiaries. This represents 4.4 per cent of GfK’s total workforce. 72 per cent were employed outside Germany. Other: internal services The Other division primarily comprises GfK Group Services, GfK Data Services and GfK Business Solutions & Processing as well as GfK Methoden- und Produktentwicklung (Method and Product Development). These companies mainly provide services for subsidiaries, participations and their business partners. – 23.8 % – 137.8 % Currency effects – 0.5 % 0.0 % Sales Operating profit Operating profit in this business division was also down on its 2003 level. At eur 3.4 million, the loss was almost double that of the previous year. This was mainly attributable to expenses relating to the switch to ifrs accounting and the introduction of optimized information systems for clients and employees. The early departure of the cfo and the associated use of consultancy services also generated additional expenses. In 2004, this division employed 443 full-time staff (2003: 458), mainly in Germany. Other: key figures In eur million 2003 2004 Change in % Sales 10.4 7.9 – 24.3 Operating profit – 1.4 – 3.4 – 137.8 – 13.9 – 43.5 – 29.62) Margin in %1) Number of employees 458 443 – 3.3 of which abroad 106 105 – 0.9 1) Operating profit in relation to sales 2) Percentage points GfK_91 5. Regions Regional breakdown of total sales 2004 In 2004, all regions increased their sales and, with the exception of Northern Europe, their operating profit compared to the previous year. GfK Group sales 2000 – 2004 in Germany and abroad in eur million 1) 2000 192 35.2 236.3 Western and Southern Europe 32.1 215.7 Northern Europe 8.3 55.6 Central and Eastern Europe 6.0 40.1 12.6 84.8 Total 39.3 671.7 In % In eur million 506 354 559 222 2003 595 Regional breakdown of operating profit 672 Germany 31.9 27.5 Western and Southern Europe 37.2 32.0 3.4 2.9 373 236 2004 436 1) 2000 in accordance with hgb, from 2001 in accordance with us gaap Germany 2) Figure calculated in the pro forma statements (reconciliation hgb to 2001 us gaap) Abroad Northern Europe GfK Group employees 2000 – 2004 Germany and abroad Central and Eastern Europe Total 1,345 20011) 2002 2003 2004 America 2,867 4,212 1,443 3,210 5.2 4.5 14.3 12.3 Asia and the Pacific 8.0 6.9 Total 100 86.1 4,653 1,465 3,414 4,879 1,459 3,607 5,066 1,502 4,037 Germany Regional margins in % 1) Germany 11.6 Western and Southern Europe Northern Europe Central and Eastern Europe Germany: significant increase in operating profit and margin 5,539 1) Figure calculated in the pro forma statements (reconciliation hgb to us gaap) Abroad In Germany, the home country of the GfK Group and still its most important market in sales terms, there are 23 (13 active operating) subsidiaries. 12 of these are based in Nuremberg, where GfK was founded in 1934. For many years, GfK has been by far the largest market research company in Germany with a market share well in excess of 25 per cent. Germany: key figures 14.8 5.2 2003 2004 Sales 221.7 236.3 + 6.6 22.9 27.5 + 20.2 + 10.3 + 11.6 + 1.32) 1,459 1,502 + 2.9 Operating profit 11.2 Asia and the Pacific 1) Operating profit in relation to sales 14.5 Number of employees 17.6 Change in % In eur million Margin in %1) America 92_GfK 5.8 100 314 205 2002 2000 Germany Asia and the Pacific 293 470 20012) In eur million America Total 177 In % 1) Operating profit in relation to sales 2) Percentage points Regions In 2004, GfK achieved sales of eur 236.3 million in Germany (2003: eur 221.7 million). This represents a 6.6 per cent increase on the previous year and 35.2 per cent of total sales at the GfK Group. 5.5 percentage points of growth was of an organic nature. In line with expectations, sales growth was depressed by the decline in business at GfK Business Solutions & Processing for the company, Information Resources, Germany. Germany: breakdown of growth in sales and operating profit MANAGEMENT REPORT solidation of m2a, France, led to acquisition-based sales growth of 0.8 per cent. Currency effects reduced growth by 0.3 percentage points. Western and Southern Europe: key figures 2003 2004 Sales 204.7 215.7 + 5.4 27.5 32.0 + 16.4 + 13.4 + 14.8 + 1.42) 1,810 1,849 + 2.2 Operating profit Margin in %1) Number of employees Total growth + 6.6 % + 20.2 % Change in % In eur million 1) Operating profit in relation to sales 2) Percentage points Growth from acquisitions + 1.1 % + 4.0 % Operating profit was up by 16.4 per cent to eur 32.0 million (2003: eur 27.5 million), a similar level as in Germany, with a Organic growth + 5.5 % + 16.2 % Currency effects 0.0 % 0.0 % Sales Operating profit One pleasing factor was the 20.2 per cent increase in operating profit in Germany to eur 27.5 million (2003: eur 22.9 million). In percentage terms, this was around three times the level of sales growth. Most of the growth in profit (16.2 percentage points), to which all business divisions contributed, was organic. The sales-related margin increased sharply from 10.3 to 11.6 per cent. percentage increase three times as high as sales. 15.2 percentage points of growth was organic. As in 2003, this was mainly due to the success of the Custom Research, Retail and Technology and Consumer Tracking divisions. 1.5 percentage points of profit growth resulted from the new consolidation of m2a, France. Currency effects reduced operating profit by 0.3 per cent. The margin increased considerably from 13.4 to 14.8 per cent. Western and Southern Europe: breakdown of growth in sales and operating profit Total growth + 5.4 % + 16.4 % At the year-end, the German GfK companies employed a workforce of 1,502. This corresponds to 27.1 per cent of the total number of staff employed by the GfK Group. The number of permanent employees rose by 43. Growth from acquisitions + 0.8 % + 1.5 % Organic growth + 4.9 % + 15.2 % Europe: mainly very positive growth In the European countries outside Germany, GfK was represented by 89 (67 active operating) subsidiaries in 29 countries in 2004. western and southern europe which comprises 56 (44 active operating) subsidiaries in 9 countries, is the second largest region after Germany for the GfK Group in terms of sales. GfK increased sales in this region by 5.4 per cent from eur 204.7 million to eur 215.7 million. Most of the growth (4.9 percentage points) is organic in nature. The new con- Currency effects – 0.3 % – 0.3 % Sales Operating profit A total of 1,849 staff (2003: 1,810) was employed in Western and Southern Europe at year-end. This represents 33.4 per cent of GfK’s total staff complement. northern europe comprises 14 (8 active operating) subsidiaries in Denmark, the uk, Norway and Sweden. Sales in this region rose from eur 54.1 million to eur 55.6 million. This represents growth of 2.7 per cent, of which organic growth accounts for 1.6 percentage points. Currency effects boosted sales growth by 1.1 percentage points. GfK_93 Northern Europe: key figures In eur million Sales Operating profit Margin in %1) Number of employees 2003 2004 Change in % 54.1 55.6 + 2.7 3.2 2.9 – 9.0 + 5.9 + 5.2 – 0.72) 486 484 – 0.4 particularly dynamic growth for many years and achieved the highest sales growth in organic terms of all the GfK regions in 2004. Central and Eastern Europe: key figures In eur million Sales 1) Operating profit in relation to sales 2) Percentage points Operating profit Margin in %1) Number of employees Operating profit of eur 2.9 million in Northern Europe was down by 9.0 per cent on the 2003 level of eur 3.2 million. Organically, profit decreased by 11.2 per cent. Currency effects partially offset the decline by 2.2 percentage points. The decrease in profit resulted mainly from the ongoing restructuring of GfK Martin Hamblin in the uk. The sales-related margin was down accordingly from 5.9 per cent in 2003 to 5.2 per cent. Northern Europe: breakdown of growth in sales and operating profit Total growth 2003 2004 Change in % 31.8 40.1 + 26.0 3.7 4.5 + 21.7 + 11.6 + 11.2 – 0.42) 697 826 + 18.5 1) Operating profit in relation to sales 2) Percentage points Operating profit also rose by a pleasing 21.7 per cent from eur 3.7 million to eur 4.5 million in 2004. Of this, 22.3 percentage points were organic in nature. Currency effects reduced profit growth by 0.6 percentage points. The sales-related margin stood at 11.2 per cent (2003: 11.6 per cent). The slight decline was mainly attributable to additional expenses for innovative projects and quality enhancing measures. + 2.7 % – 9.0 % Central and Eastern Europe: breakdown of growth in sales and operating profit Growth from acquisitions 0.0 % 0.0 % Total growth Organic growth + 26.0 % + 21.7 % + 1.6 % – 11.2 % Growth from acquisitions Currency effects 0.0 % 0.0 % + 1.1 % + 2.2 % Organic growth Sales Operating profit + 26.9 % + 22.3 % Currency effects The virtually unaltered number of employees compared to 2003 was 484, or 8.8 per cent of GfK’s total workforce. – 0.9 % – 0.6 % Sales In central and eastern europe, where GfK had a presence in 14 countries with a total of 19 (15 active operating) subsidiaries in 2004, the company once again performed very well. Sales at GfK subsidiaries in the region increased by a very healthy 26.0 per cent to eur 40.1 million in 2004 (2003: eur 31.8 million). Of this, organic growth accounted for 26.9 percentage points. Currency effects reduced sales growth by 0.9 percentage points. Accounting for 6.0 per cent of total sales, Central and Eastern Europe is one of the GfK Group’s smaller regions. However, the region has been showing 94_GfK Operating profit At the year-end, 826 people were employed in the companies in this region (2003: 697). This is 18.5 per cent more than in the previous year and 14.9 per cent of GfK’s total workforce. America: acquisitions create new market potential In 2004, GfK had 12 (7 active operating) subsidiaries in South America and the usa. Regions MANAGEMENT REPORT Asia and the Pacific: highest organic operating profit growth in the GfK Group America: key figures In eur million 2003 Sales Operating profit Margin in %1) Number of employees 2004 Change in % 48.6 84.8 + 74.5 4.4 12.3 + 176.1 + 9.2 + 14.5 + 5.32) 204 367 + 79.9 1) Operating profit in relation to sales 2) Percentage points In financial year 2004, GfK expanded sales in the America region very strongly from eur 48.6 million to eur 84.8 million. America has therefore become the GfK Group’s third largest region. Despite the weak dollar, which reduced growth by 8.5 percentage points, the region achieved sales growth of 74.5 per cent. Of this, 3.4 percentage points was attributable to organic growth. Acquisition-driven growth accounted for 79.6 percentage points. In addition to the majority acquisition of v2 GfK in 2003, which was consolidated for a whole year for the first time in 2004, GfK Arbor, usa and GfK Indicator, Brazil also contributed. In Asia and the Pacific, there are 15 (13 active operating) subsidiaries, which provide services for 15 countries, including Australia, China, Japan and South Korea. The companies supply information and advisory services exclusively in Retail and Technology. Last year, the companies in this region achieved a considerable sales increase of 14.3 per cent to eur 39.3 million (2003: eur 34.3 million). With 17.3 percentage points, the major proportion of the growth was organic in nature. The success was attributable to dynamic growth, particularly in the Chinese market, and the introduction of new information services. Currency effects reduced growth by 3.6 percentage points. Asia and the pacific: key figures In eur million Sales Operating profit Margin in %1) Number of employees America: breakdown of growth in sales and operating profit Change in % 2003 2004 34.3 39.3 + 14.3 5.6 6.9 + 24.0 + 16.3 + 17.6 + 1.32) 410 511 + 24.6 1) Operating profit in relation to sales 2) Percentage points Total growth + 74.5 % + 176.1 % Growth from acquisitions + 79.6 % + 192.3 % Organic growth + 3.4 % – 7.6 % Operating profit in the region increased by 24.0 per cent from eur 5.6 million to eur 6.9 million. Of this, organic growth accounted for 27.9 percentage points, which represents the highest organic profit growth in the GfK Group. Currency effects reduced growth by 3.9 percentage points. The margin improved from 16.3 per cent in 2003 to 17.6 per cent in 2004. Currency effects – 8.5 % – 8.6 % Sales Asia and the Pacific: breakdown of growth in sales and operating profit Operating profit Total growth + 14.3 % With growth of 176.1 per cent to eur 12.3 million, in percentage terms, operating profit in America rose by more than double the level of sales growth. This extraordinary rate of increase was due to acquisitions, which generated profit growth of 192.3 per cent for GfK in this region. Currency effects reduced growth by 8.6 percentage points. In organic terms, profit decreased by 7.6 per cent as a result of the continuing difficult order situation at GfK Martin Hamblin in the usa. However, the margin improved significantly from 9.2 to 14.5 per cent. As at 31 December 2004, the company had 367 employees in America, which was an increase of 163 on the previous year. This represents 6.6 per cent of GfK’s overall staff complement. + 24.0 % Growth from acquisitions + 0.6 % + 0.0 % Organic growth + 17.3 % + 27.9 % Currency effects – 3.6 % – 3.9 % Sales Operating profit At the end of the last financial year, the staff complement of 511 in the region was up 101 on the 2003 level. The total proportion of the GfK Group’s workforce employed in Asia and the Pacific was 9.2 per cent. GfK_95 GfK network: further expansion 6. Research and development In 2004, the GfK Group continued to expand its international network. The table below gives details of the activities: GfK provides its clients with information and consultancy services which lead the sector in terms of methodology and content. This was demonstrated by the fact that the British Market Research Association (bmra) and the Market Research Society (mrs) in the uk awarded GfK Media uk the 2004 innovation prize for its services in the field of electronic radio research. The award speech emphasized that the information on listener behaviour provided by the new technology had offered significant value added, particularly for the users of the information such as the media, advertisers and advertising and media agencies, compared with traditional survey techniques. Company Classification Shareholding acquired/ altered in % Business division(s) Region GfK Arbor, usa Acquisition 100 Custom Research America Decision Shop, renamed GfK Bosnia Herzegovina Acquisition and establishment 100 Custom Research, Consumer Tracking Central and Eastern Europe GfK Market Analysis, Greece Shareholding increased from 80 to 99.5 Custom Research Western and Southern Europe GfK Martin Hamblin, uk Shareholding increased from 51 to 100 Custom Research, HealthCare Northern Europe, America ifr GfK Shareholding increased from 51.4 to 75.7 Retail and Technology Western and Southern Europe GfK Morocco, Morocco Establishment 99.98 Retail and Technology via Cyprus: Western and Southern Europe GfK Latinoamerica Holding, Spain Establishment 64.99 Retail and Technology Western and Southern Europe GfK ms Ltda Brasil, Brazil Establishment 100 Retail and Technology America GfK ms Chile, Chile Establishment 100 Retail and Technology America GfK Indicator Brazil Shareholding increased from 19.9 to 95 Custom Research America GfK Panelservices Benelux, Netherlands Shareholding increased from 92.4 to 100 Consumer Tracking Western and Southern Europe iri GfK, Divestment from 49.5 to 0 Consumer Tracking Germany Divestment from 19.9 to 0 Consumer Tracking Western and Southern Europe Shareholding increased from 35 to 100 HealthCare Western and Southern Europe Germany iri GfK, Netherlands m2a, France In December, the GfK Group and the American company Information Resources Inc. completed the process of separating their joint activities in Germany and the Benelux countries. GfK returned its shares in the German and Dutch participations to the American company. At the same time, the remaining 7.6 per cent stake in GfK Panelservices Benelux, Netherlands, was transferred to GfK. 96_GfK Aims and focus: develop innovative instruments and technologies Innovative methods and the further development of existing research instruments are at the centre of the GfK Group’s strategy and aims. GfK’s research and development projects are mainly developed and implemented in cooperation with clients, but also with university institutions and management consultancy companies. Development projects are carried out on a centralized basis at GfK’s head office and on a decentralized basis at GfK subsidiaries. GfK’s central method and product development department (GfK Methoden- und Produktentwicklung) is staffed by 16 statisticians and method specialists, who are responsible for particularly complex cross-divisional projects and standard research methods. In addition, the team advise GfK subsidiaries and their clients on the development of new services and the processing of orders involving new types of research methods and requirements. In 2004, GfK had three main focuses: firstly, basic projects, secondly, the development of research instruments for new surveys, and thirdly, the development and updating of hardware and software used to collect, process, store and analyze data. Basic projects: new research methods In 2004, GfK Methoden- und Produktentwicklung (Method and Product Developement) set up two basic projects which are helping to develop further the range of survey and analysis instruments used in market research: Employees Firstly, in conjunction with experts from McKinsey management consultants and the University of Hohenheim, the company is working on the further development of a multivariate process for conjoint analysis. The aim is to develop instruments which are capable of simulating reality more effectively and correspondingly provide more valid results. Secondly, the company has developed a new process to optimize survey samples. This involves enhancing a process for the optimization of survey samples developed by an American, Neyman, and a Russian, Tschuprow. The results of the new approach have been published in the Statistical Journal. Evaluation instruments: focus on new surveys In 2004, GfK Methoden- und Produktentwicklung worked on a series of new instruments: The department has developed the ProductChallenger Volumetric, a combined instrument consisting of product and price tests, which can be used to forecast the sales volume of new products launched on the market. The GfK Brand Simulator, development of which by the department had already started in 2003, was completed. This is a model used to analyze the marketing mix, based on raw data provided by the ConsumerScan panel. GfK’s Consumer Tracking division increased the sample used in its ConsumerScan panel in Germany from 14,000 to 17,000 households, and in Italy from 6,000 to 7,000. GfK Methoden- und Produktentwicklung and its clients have also worked on developing further consumer segmentation models, where data from various scale levels is processed simultaneously. In March 2004, 30 GfK statisticians from 18 countries gathered in Switzerland to discuss the topic of market segmentation. The Japanese Wagner Kamakura, who is regarded as the leading expert worldwide on segmentation and who teaches at Duke University in Durham, North Carolina, usa, took part in the symposium and workshop. MANAGEMENT REPORT Metering technology: smaller and more powerful In 2004, GfK introduced and used two newly developed metering instruments for the first time. One of these was the ScanIT. This enables members of the ConsumerScan household panel in the Consumer Tracking division to collect information on the purchase of fast moving consumer goods by using a pen scanner and to transmit this information to GfK via the Internet. The technology is currently being used in Denmark, Germany and Sweden. In mid-2004, GfK presented its new multitalent, the MediaWatch, to an audience of 200 media research experts from all regions of the world attending Media Week in Geneva, which is hosted by the European Market Research Association and the Advertising Research Foundation, usa. The metering instrument, which is worn as a watch, collects large amounts of information on media consumption, to which the user is exposed on a daily basis. The device records the wearer’s exposure to the electronic media of tv, radio, and cinema, as well as poster advertising and print media. GfK can download the data daily by modem. 7. Employees Number of employees: main growth outside Germany GfK’s workforce amounted to 5,539 at the end of 2004, representing a 9.3 per cent increase on the previous year. Number of employees in Germany and abroad Number of employees (full-time) 2003 Actual 2004 Actual Change in % Germany 1,459 1,502 + 2.9 Abroad 3,607 4,037 + 11.9 Total 5,066 5,539 + 9.3 The staff number rose in Germany and abroad. The 2.9 per cent increase in Germany was of a purely organic nature. In contrast, around 40 per cent of the 11.9 per cent growth in the number of employees at GfK abroad resulted from the acquisition of GfK Arbor, m2a and GfK Indicator. 73 per cent of the GfK workforce was employed in companies outside Germany. GfK_97 Staff turnover: particularly low in Germany Number of employees by region 2004 In % Full-time Germany 27.1 1,502 Western and Southern Europe 33.4 1,849 8.8 484 Northern Europe Central and Eastern Europe 14.9 826 America 6.6 367 Asia and the Pacific 9.2 511 100 5,539 Total As in the previous year, staffing levels in 2004 increased most in America. The 367 employees represented a 79.9 per cent increase on the year-end 2003 (204). The number of employees in Asia and the Pacific also showed an above-average increase of 24.6 per cent to 511 (2003: 410), mainly due to dynamic business growth in China. As a result of the boom in business in Russia and the Ukraine and the further expansion of GfK’s own interviewer organization in Turkey, Central and Eastern Europe also recorded a significant rise of 18.5 per cent in the workforce to 826 (2003: 697). Number of employees by division 2004 In % Full-time Custom Research 35.4 1,961 Retail and Technology 30.6 1,692 Consumer Tracking 15.3 849 Media 6.3 348 HealthCare 4.4 246 Other 8.0 443 Total 100 5,539 Of the business divisions, the workforce in Custom Research showed a particularly sharp increase of 14.9 per cent to 1,961 (2003: 1,706). Around two thirds of this increase was attributable to the new acquisitions in the usa and South America. Thanks to growth at the Asian subsidiaries, the staff complement in the Retail and Technology division also showed above-average growth of 11.5 per cent from 1,517 employees in 2003 to 1,692 in 2004. 98_GfK Staff turnover at the GfK Group, expressed as the ratio of employee resignations to the total number of employees, rose from 7.7 per cent in 2003 to 8.7 per cent in the past financial year. In Asia, in particular, the dynamic market conditions impacted on this trend. Conversely, staff turnover in Germany was down from 2.4 per cent in 2003 to 1.7 per cent. Human resources strategy and Corporate Management Principles In 2004, the Management Board resolved a forward-looking, international human resources strategy. The strategy, which was developed by a team of human resources managers from various selected GfK companies, is in line with the GfK Group’s strategic goals and the Corporate Values introduced throughout the company in 2003. From 2005 onwards, the new human resources strategy will be implemented worldwide. It specifies the elements that should be present worldwide in relation to leadership and staff development. The new strategy sets the standards which every company must meet. The aim is to give countries the greatest possible freedom to take into account existing concepts and cultural features. The strategy is to be fully implemented by the end of 2006. The human resources strategy will provide all managers worldwide with the necessary means to apply the Corporate Management Principles developed by the Excellence Team II and agreed by the Management Board in 2004. These highlight in the form of five guidelines – respect, profit management, people management, change management, and leadership – what is expected of GfK managers. From 2005 onwards, all managers worldwide will be assessed accordingly by their superiors. GfK regards the introduction of the human resources strategy and of the Management Principles as essential strategic steps towards translating the company’s guiding principle of Our People into daily working practice. Organization and administration 8. Organization and administration With its business model as a “pure” market research company, GfK offers information services to the consumer goods industry, the pharmaceutical sector, retail, the media and service providers. The company has consistently geared its organization and administration to the crucial elements of global growth. These include the decentralization of functions which guarantee and promote an optimum business performance at the individual companies. In addition to the parent company, the GfK Group’s network comprises 23 affiliated companies and a participation in Germany as well as a total of 148 subsidiaries and participations in another 43 countries. GfK ag acts both as a holding company and as an active operating unit. The Group is based in Nuremberg. management board and divisional executive bodies. In 2004, until the departure of the Chief Financial Officer (cfo), the company was run by a Management Board consisting of six members. The Chief Executive Officer (ceo) is responsible for Strategy, Investor Relations, Internal Audit, Product and Method Development, Public Affairs and Communications and it Services. Until his departure in April 2004, the cfo was responsible for Financial Services, Human Resources and Central Services. These tasks are being managed temporarily by the ceo until a new cfo is appointed. GfK is organized on a matrix basis. In 2004, each of the four members of the Management Board responsible for the operating business was responsible for one business division and certain companies. The same member of the Management Board was responsible for the Consumer Tracking and HealthCare divisions. MANAGEMENT REPORT centralized services. GfK AG’s Group Services comprise the following centralized, administrative departments: Investor Relations, Public Affairs and Communications and the Financial Services department which includes Group Accounting, Group Controlling, Treasury, Tax and Mergers and Acquisitions; all of these have global responsibility. The Financial Accounting and Operational Accounting departments of Financial Services as well as Central Services and Human Resources are responsible for most of the companies in Germany. Outside Germany, responsibility for the functions of the latter departments rests with the individual GfK companies. sub-holdings. As locally-based centres, sub-holdings assume national or international functions for the operating business. Since the expansion of the alliance with the npd group in the Retail and Technology division, GfK has set up three regionallybased holding companies and a Coordination Board to regulate international cooperation: 1. for Europe, Asia and the Middle East (share of the GfK Group: 95 per cent), 2. for the usa, Canada and Mexico (share of the GfK Group: 25 per cent) and 3. for Latin America, i. e. mainly Brazil, Chile and Argentina (share of the GfK Group: 65 per cent). The Coordination Board is responsible for developing global concepts for business policy and services as well as coordinating relationships between clients and partner companies within each regional holding company. GfK also has other sub-holdings. Each business division also has its own executive body consisting of the responsible member of the Management Board and selected managing directors. The members of the executive bodies are tasked with developing divisional strategies on a global basis and allocating resources for international projects. Sales and operating profit are collated along divisional and regional lines. Hurdle rates for operating profit in relation to sales are set as target and management indicators for each business division. These are used as set targets at divisional level. The Chief Information Officer (cio), who reports directly to the ceo, is tasked with advising the Management Board on the global harmonization of it Services – in particular, standards for optimizing procedures and costs for the purchase of hardware and software and the organization of the network. GfK_99 9. Purchasing As one of the leading international market research companies, GfK essentially purchases raw data and additional services. The anonymous data provided by retail companies and private households is either retrieved electronically at intervals or, depending on the task in hand, gathered using other methods such as surveys or studies. In a series of guidelines, GfK has stated what criteria should be applied by GfK employees when purchasing data and other goods and services. Regular monitoring of purchasing procedures ensures that the guidelines are followed. GfK also monitors the quality and price of services and materials purchased and existing lease and service level agreements, which are re-tendered on a regular basis. 10. Environmental protection In line with the company’s proactive approach, all GfK employees are urged to comply with environmental and recycling standards when purchasing, using and disposing of work materials and office equipment. The GfK environmental officer and Central Services and it Services support employees in this endeavour. key account management and new business. A series of cross-divisional marketing activities include the position of Global Head of Strategic Accounts and Client Development in GfK’s Custom Research division, which was created in 2004. This is intended to underpin the expansion of business with major existing clients and new clients. The tasks focus primarily on the increasing demand for international market research surveys by a growing number of clients. In 2004, the position of Business Development Manager cee was also created in Central and Eastern Europe, with the aim of developing strategies for new client business and marketing geared to conditions in this dynamic growth region. conferences and other events. The trade conferences and client events organized by GfK, and the company’s active participation in events hosted by German and international marketing and market research associations, play a key role in maintaining contact with existing clients and establishing relationships with potential new clients. Examples of events organized or co-organized by GfK in 2004 are: the GfK Annual Conference in Nuremberg on the theme “Time – brake or motor for consumption”, the Best Brands event in Munich organized together with WirtschaftsWoche, Serviceplan, Seven One Media and the German branded goods association, for which GfK Marktforschung produced a special report to determine the prizewinners for the categories of best corporate brand, most dynamic brand and strongest product brand, the Research Summit in Milan organized by GfK Custom Research Worldwide, the Financial Markets Conference in Vienna organized by Fessel-GfK, the Client Conference hosted by GfK-rus and the Retail and Technology division in Moscow, the Indicator GfK International Meeting in São Paulo and the Australian dvd & Video Awards in Sydney organized by the national Association for the Entertainment Industry, to which GfK contributes information used to select prizewinners. These departments also ensure that used materials and equipment are recycled appropriately. 11. Marketing and corporate communications For companies providing market information services to clients from the consumer goods and pharmaceutical industries, retail, the media and the services sector, regular, direct contact with existing and potential new clients is the most important marketing instrument. Accordingly, all GfK subsidiaries and their departments, which are organized as profit centres, are responsible for their own marketing activities. The high degree of decentralization is aimed at giving the GfK subsidiaries the necessary flexibility to carry out client-oriented marketing appropriate to the respective market environment and local factors. In addition, the GfK Academies in the Custom Research and Consumer Tracking divisions offered their clients a total of more than 20 seminars and workshops on special instruments and services. Finally, both the GfK Group and individual GfK companies contributed to numerous conferences, sector events and trade fairs, delivering specialist lectures and company presentations. 100_GfK Risk public affairs and communications. In 2004, the activities of Public Affairs and Communications, which is tasked with corporate communications at Group level, focused on the completion of the redesigned Intranet. The navigation structure, functions and design are new and the Intranet can now be used globally. An associated development was setting up a flexible system to update employees promptly on the GfK Group, its subsidiaries, participations and partners as well as the market research sector in general and regarding client markets. Given the increasing internationalization and differentiation, in recent years, GfK has invested substantial effort in developing the GfK umbrella brand. Following the approval of the redesigned logo in 2003, the Corporate Design guidelines, which apply to all subsidiaries, were revised and new work materials and templates for documents and presentations were designed in 2004. The company also set up an extensive digital picture library consisting of more than 5,000 images. All material can now be accessed by anyone at any time via the Intranet. In 2004, GfK also developed its first international image campaign, which communicates the GfK. Growth from Knowledge slogan at emotional level. The campaign, which can be extended by adding motifs, is designed for use by GfK companies worldwide. MANAGEMENT REPORT Risk management system: identifying and assessing risks principles of risk management policy. As a basis for positive risk management, the GfK Group applies principles of risk management policy, on which the risk management systems in all the divisions must be based. The main principles are: You can only manage known risks: As a result of constantly changing circumstances and demands, identifying risks is one of the ongoing tasks which form an integral part of daily working practices. Risk management acts as an early warning system which enables appropriate measures to be implemented at an early stage to avert any negative impact on business growth. GfK’s flat organizational structure and the culture of open communications also increase transparency and facilitate the management of potential risks. Risks are systematically assessed: Public Affairs and Communications carry out national and international press services for the German GfK subsidiaries and the GfK Group as a whole from the company’s headquarters. The department advises GfK companies based outside Germany on the structure of their pr activities. The international communications strategy resolved by the Management Board also defines the pr criteria to be taken into account by the subsidiaries in their work. Not all risks are of equal importance. To ensure efficient risk management, any risks identified must be assessed systematically in terms of the potential damage and the probability of the risk occurring. The potential damage is measured in terms of the negative impact on the company’s results over the next two years. The aim of the risk assessment is to establish which risks could fundamentally jeopardize the company’s success. To this end, GfK has specified standard quantitative and qualitative threshold values for all business divisions. In addition to the materiality of a risk, another criterion is whether a risk might endanger the company’s survival. By applying the threshold values, it is possible to define when such a risk would be present for the GfK Group. 12. Risk Risk management is everyone’s responsibility: As the number 5 market research organization worldwide, in future GfK will continue to actively exploit opportunities to enhance its market position. However, opportunities also carry risks. The early identification, assessment and professional management of risks enable GfK to take a commercially sound approach when seizing opportunities. It is the responsibility of every employee to avert potential damage to the company. In addition to a fundamental knowledge of the risk management system, this requires a high level of risk awareness among employees. GfK uses targeted information material and workshops to raise risk awareness among its workforce. All aspects of risk management at the GfK Group are integrated in a comprehensive early warning system, which is being developed further on a continuous basis. As in previous years, in 2004 the Group’s external and internal auditors confirmed the effectiveness of the system. responsibilities and functions. As part of its overall responsibility for the risk management system, the Management Board has appointed a risk management committee which continually extends the Group’s arrangements for efficient and effective risk management. This committee is responsible not only for the planning and ongoing methodical development of the system, but also for ensuring its effectiveness. Its key tasks GfK_101 include identifying risks relevant to the Group and informing the Management and Supervisory Boards about the current risk situation in the Group. As a result of the Group’s decentralized structure, direct responsibility for the early identification, management and communication of risks rests locally with the operating management of the individual GfK companies. Risk management coordinators at the companies ensure that the central regulations are applied in the respective organization and promote risk awareness. For every risk identified, a risk owner is appointed to take and implement the decisions necessary to overcome the risk. processes. In order to take full account of risks, the GfK Group applies an integrated risk management approach. This involves identifying and managing strategic and operating risks at the level of the various companies and at regional, divisional and Group level. information to the Management Board at an early stage about any possible risks to the business trend. A continuously updated set of guidelines, which includes all mandatory approval processes, also forms part of the internal controlling process. Reporting system Risk management handbook Risk inventory Exceptional risk reporting Guidelines Other (e. g. security standards, integration concepts etc.) Company level Group level GfK integrated risk management system The Internal Audit department regularly monitors the concept Division level The core of the risk management system is the annual risk inventory carried out by the risk management coordinators, which covers developments relating to risks identified in the previous year and new risks that emerge. Using a checklist which contains all the areas to be monitored in terms of risk, risks are assessed according to the probability of their occurrence and the extent of potential damage, so that concrete measures can be planned and specified to manage them. If new risks emerge during the year, or if the risk situation changes significantly, ad hoc reporting ensures that the Management Board is informed immediately. In addition, a standardized reporting system, which is based on Group-wide criteria, has also guaranteed for many years that financial risks relating to current and future business trends are monitored. Based on the commercial data provided by the various business units of the company, Group Controlling produces monthly internal reports, which provide comprehensive 102_GfK documentation and monitoring. All principles, functions and processes of the GfK Group’s risk management system are documented in a handbook which applies throughout the Group. Every employee can access the handbook on the Intranet. and functionality of the risk management system. Risk management is also assessed as part of all audits carried out at subsidiaries in Germany and abroad. The findings of such audits, combined with advice from the auditors, help to improve the early warning risk management system on an ongoing basis. Risk situation: company growth not affected economic risks. The upturn in the global economy, which already started in 2003, continued in 2004. Generally, and in almost all regions and countries, the sales growth at the GfK Group outperformed general economic growth and the market research sector. Bad debts due to insolvency were minimal and did not affect the Group’s liquidity. GfK assumes that the economy has passed its lowest point and that slightly positive economic growth will provide additional impetus in the next financial year. According to internal forecasts, sales growth will outpace growth in the market research sector as a whole. Risk GfK does not therefore currently foresee any fundamental risks resulting from the economic situation which might cause a marked drop in orders or a decline in sales at Group level. sector risks. The last few decades have shown that, unlike other segments of the marketing and advertising sector, market research is relatively unaffected by economic fluctuations. In terms of sales and income growth, the GfK Group has positioned itself well in recent years when economic growth has been less dynamic. As a full-service provider offering a vast range of services and on the basis of its global corporate network, GfK is in a position to compensate for regional and sector-related fluctuations in orders. The risks detailed below relating to the individual business divisions do not therefore pose any major threat to the GfK Group’s performance. The segment of the market research sector in which the custom research division provides services is characterized by the presence of a few large, international suppliers and a much larger number of smaller, local companies. Market entry barriers are significantly lower on account of the much lower investment costs compared to continuous consumer, media user and retail panel research. Economic trends also impact on order books. As in previous years, this division took considerable precautions in 2004 to minimize the potential risk in this segment by systematically standardizing instruments used internationally and introducing key account management for major clients, as well as through the targeted expansion of the network and consistent cost-cutting programmes. The retail and technology division’s excellent market position in the countries where it today operates its own companies, makes a major contribution to the overall success of the GfK Group. GfK is by far the leading supplier of information on consumer durables markets worldwide. The division’s strength lies in the vast market knowledge, the competence of the local management and the availability of cutting edge instruments, enabling it to provide global clients with comprehensive and up-to-date services. The systematic expansion into economically relevant countries in all regions of the world and the consistent broadening of the range of services are the strategic cornerstones for further enhancing this market position. With newly developed services and an extensive cost-cutting programme, the consumer tracking division achieved another marked increase in earnings in the year under review. However, fierce international competition is persisting and making market conditions difficult. GfK is confident that, in the countries where it is active, Consumer Tracking is strategically well placed and is providing essential services to clients. MANAGEMENT REPORT The slow rise in demand for advertising in print media is boosting demand for media research services again. In the past financial year, the media division booked considerably more orders in this segment. Major sporting events such as the Olympic Games in Athens and the European Football Championships in Portugal generated additional impetus. However, 58 per cent of sales in this division resulted from long-term contracts with fixed order volumes relating to continuous tv and radio ratings research. For example, the seven-year tv research contract in Germany was extended in financial year 2004. The expansion of the healthcare division, which was set up in 2003, is still ongoing. The risk associated with setting up a new business division remains small thanks to the sector knowledge acquired over decades by the companies in the HealthCare division and GfK’s experience in integrating new acquisitions into the company. The HealthCare Board, whose members are all managers from the companies in this division, has developed an action programme to optimize the range of services offered by the company network and establish HealthCare as a highly profitable business division. Compared to other sectors, HealthCare operates in a tightly regulated market. This presents both risks and opportunities for the division. Mergers and takeovers involving clients affect all business divisions, as they result in a process of concentration. As a result, there is a risk of marketing budgets being reduced, however, such a situation also presents an opportunity to increase existing budgets. GfK has responded to the concentration process by strengthening business with new clients and its key account management, as well as further developing services, innovative technology and methods. This also includes consistent quality management. GfK’s overall dependence on major clients remains generally low. As in in the previous year, the share of global Group sales attributable to the top 10 clients amounted to around 15 per cent. operating risks. The pressure resulting from costs has increased at all the GfK companies. In addition to the growing number of discount suppliers, who use dumping prices to gain a foothold in the market or attempt to squeeze competition out of the market, customers are very price-conscious. The demand for more cost-intensive advisory services and integrated information solutions has also risen. As in previous years, GfK continued to invest substantially in the ongoing optimization of processes, cost-cutting programmes and innovations, aimed at boosting competitiveness in 2004. To meet increasing demand for international or global market surveys, GfK is carrying out a targeted expansion into economically relevant product markets and regions. GfK_103 GfK monitors the progress of major, cost-intensive innovation projects by means of regular reporting. At present, no major risks associated with research and development activities have been identified. Operating risks are restricted by the fact that no more than 10 per cent of consolidated Group sales is transacted with a single client in any of the divisions. The GfK Group’s global presence ensures that no regional dependencies emerge which could represent a relevant risk. personnel risks. GfK’s success depends largely on the qualifications, motivation and performance of its employees. In order to attract, integrate and retain specialists and managers, GfK offers a differentiated qualification and continued professional development programme. The Group constantly optimizes remuneration and personnel concepts. As the German economy picks up, the currently low rate of staff turnover could increase again. GfK is counteracting this risk with systematic staff recruitment and retention programmes. financial risks. The Group is mainly financed by GfK ag. Loans from GfK subsidiaries are repaid on schedule. GfK’s net indebtedness amounts to eur 31.7 million and has risen by only eur 6.8 million on the previous year (eur 24.9 million), despite acquisitions worth eur 59.6 million. One of the reasons for this was the increased utilization of internal financing and further optimization resulting from a centralized cash pooling system. In terms of interest rates, almost 90 per cent of GfK ag’s bank liabilities are secured as at the reporting date. The low, medium-term fixed rate of interest provides GfK ag with a secure basis for calculation. Since, in 2004, acquisitions in the usa were financed in us dollars as a natural hedge, GfK ag has benefited considerably from the low exchange rate of the American dollar at the year-end. Despite the consolidation process in the banking sector, GfK ag had access to short-term credit lines of an amount just under the three-digit million mark. GfK ag had utilized around 10 per cent of these credit lines as at the year-end. In addition to external borrowing, GfK ag has access to authorized capital of 4.9 million no-par shares, which may be used to increase the equity base as required. Further liquid funds are available from the Group. Financing is therefore available on a broad and secure basis. There are currently no risks in this respect. 104_GfK Since 61 per cent of consolidated sales is generated by companies within the euro-zone, currency risks have only a limited impact on the GfK Group. The weak dollar versus the euro and other exchange rate effects depressed the Group’s sales and profit growth by around one per cent in the last financial year. legal risks. The concept of “apparent self-employment” is still a matter of debate in many countries. This is associated with the risk that social security payments would have to be made for interviewers and other freelance staff working for GfK, which would result in costs for GfK. GfK’s response to this situation is to adjust terms of employment in line with the respective developments. At present, there are no significant risks relating to compensation claims or pending legal actions which are not already covered by provisions. risks of acquisitions. The acquisition of new companies and their integration into the Group is associated with risks. GfK prepares for such risks with extensive due diligence checks prior to any acquisitions and through measures which support the acquisition process. GfK maintains its own team of specialists for this purpose, supported by external consultants as required. Comprehensive acquisition programmes also ensure the gradual integration of new companies into the GfK Group. The Supervisory Board of GfK ag actively monitors acquisitions on a regular basis. it and other risks. Setting up, maintaining and developing security measures to protect information systems and the data stored on them is crucial for a company which provides information on markets, consumers and brands. Precautions to secure information technology and associated applications have always been given the highest priority. In the years 2002 to 2004, GfK carried out additional security checks at its head office in Nuremberg as well as systematic checks as part of routine audits at other GfK subsidiaries. In 2004, mandatory it security standards were drawn up for all companies and an it Security Policy was developed based on British Standard 7799. These are being implemented across the Group in 2005 and 2006. The Chief Information Officer (cio) coordinates and optimizes Group-wide it strategies and security concepts. As part of its disaster recovery plan, GfK monitors other risks arising outside the it division on a continuous basis. Major events In 2004, GfK reviewed the insurance cover of all its companies worldwide. In order to guarantee and optimize this, at the year-end, GfK took out Group-wide umbrella insurance to cover compensation claims and liability risks and made additional recommendations. These measures largely rule out possible financial consequences of risks which may arise. pursuing a consistent market philosophy, underpinning the conditions required for growth and profitability, creating comparable areas of responsibility in terms of sales, consistently pooling information and advisory services in line with the needs and requirements of clients and amalgamating comparable data collection instruments and metering technology and exploiting the resulting synergies. No major it or other risks have currently been identified within the GfK Group. assessment of overall risk. An assessment of GfK’s overall risk situation shows that the risks are limited and manageable and do not materially affect the assets, financial position and profit or loss of the GfK Group. No lasting damage to business growth at the GfK Group is currently anticipated due to individual risks, or the interaction or accumulation of risks. The Group’s above-average equity ratio of 44.3 per cent reduces the overall risk considerably. Compared to previous years, the GfK Group’s total risk position remains virtually unchanged at a low level. In summary, there are at present no risks which could endanger the continued existence of the GfK Group. 13. Major events since the 2004 financial statements personnel changes and restructuring of the management board. Heinrich A. Litzenroth, the member of the Management Board responsible for the Custom Research division, was identified as a victim of the tsunami which hit South East Asia on 26 December 2004. Until the body of Heinrich A. Litzenroth was identified, the Management Board adopted an interim solution, which meant that Mr Litzenroth’s daily tasks were divided between the various Management Board members. At its meeting on 22 February 2005, the Supervisory Board accepted the Management Board’s proposal to revoke Heinrich A. Litzenroth’s appointment and restructure responsibilities for GfK’s operating business. This change has now been completed. Following the appointment of a new cfo, the reorganization of responsibilities in the operating business is aimed at creating a team of five Management Board members. In line with the decisions taken by the Supervisory Board and the Personnel Committee, GfK’s operating business, which is organized in five business divisions, will in future comprise three areas of responsibility. This is intended to optimize conditions for the realization of the Management Board’s ambitious targets and strategies of MANAGEMENT REPORT The new structure is as follows: custom research. This business division focuses essentially on tailormade information and advisory services, comprising the whole life cycle of products, brands, marketing and customer loyalty concepts as well as the attitudes and lifestyles of the target groups at which companies aim their product, brand, marketing and communication policies. Petra Heinlein, who was previously responsible for the Media business division, will take over Heinrich A. Litzenroth’s role as head of this division. retail and technology. This business division provides clients with information and consultancy services relating to trends in prices, supply and sales structures in the dynamic markets for technical consumer goods. Information required by industry and the retail sector is collected directly from the retail sector. This division will continue to be run by Dr. Gérard Hermet. consumer tracking, media und healthcare. The Consumer Tracking and Media divisions are involved in gathering information about the decisions and behaviour of consumers and media users in specific purchasing situations. The information is mainly collected electronically. The specialist field of HealthCare also forms part of this division. Wilhelm R. Wessels, previously head of Consumer Tracking and HealthCare, will in future also assume responsibility for the Media division. chief financial officer (cfo). The Supervisory Board has appointed Christian Weller von Ahlefeld, 46, as the new Chief Financial Officer. Mr Weller von Ahlefeld will take up his appointment on 1 June 2005 and his contract will run until 2008. In future, he will take responsibility for the following areas: Financial Services, Human Resources and Central Services. chief executive officer (ceo). Professor Dr. Klaus L. Wübbenhorst will continue to act as ceo and, as soon as the new cfo has taken up his post, will again concentrate on the following tasks: GfK Group strategy, contact with committees and boards, Research and Development, Public Affairs and Communications, Investor Relations, it Services and management development strategy. GfK_105 investment and divestment. With effect from 1 January 2005, GfK acquired 100 per cent of the shares in Beyen Marktforschung. The company specializes in continuous retail pricing research in the electronic consumer goods industry, in particular concerning price-related advertising and promotional activities. It supports the Retail and Technology division. In Germany, the scene is set for a modest economic revival. Experts believe that two factors could contribute to growth: firstly, an increase in investment demand in 2005 following years of restraint, and secondly, a possible upturn in private consumption. The fact that the economies of other European countries are stabilizing will also have a positive impact. In January 2005, GfK sold its 50 per cent stake in iha-ims Health in Switzerland. At the same time, the Group increased its shareholding in the German company, gpi Kommunikationsforschung, from 80 per cent to 100 per cent. The aim of this transaction is to focus the HealthCare business on its core competence. The positive net effect on the GfK Group’s income from participations in 2005 will total around eur 22 million. market research sector. Irrespective of the subdued economic At the beginning of February 2005, GfK announced the acquisition of further shares in the American company, Caribou Lake Software, increasing its stake from 19.9 per cent to 69.8 per cent with effect from 1 January 2005. This company strengthens GfK’s presence in the dynamically growing markets of database marketing and customer relationship management in the usa. proposed dividend increase. The Management and Supervisory Boards will propose to the Annual General Meeting a 42.9 per cent increase in the dividend of eur 0.21 (adjusted following the capital increase in 2004 as per the Annual General Meeting on 15 June 2004) to eur 0.30. This would increase the total payout from eur 6.5 million to eur 9.4 million. Since it went public in September 1999, GfK has steadily increased its dividend by a total of more than 170 per cent. The latest increase reflects the performance-related dividend policy, which enables shareholders to benefit from the very positive growth in GfK’s business last year. 14. Outlook development of recent years, the market research sector remains a growth market with above-average potential. The main growth drivers are: Tougher competition in many national markets between global and locally-based companies as a result of globalization Continued growing demand from smes for market information Demand for information on new markets for products and services, which have emerged mainly as a result of innovative communication and information technology Rising demand for market research services in the Central and Eastern European countries and in the emerging markets of Latin America and Asia. Experts forecast sector growth of four to five per cent in 2005. Employees: slight growth Based on an unchanged scope of consolidation, GfK expects the number of employees to increase slightly in 2005. Human Resources will focus on optimizing organizational structures and processes in personnel administration and ensuring the systematic use of sap standards. Another focus is the launch of the implementation process relating to the international Human Resources strategy and Management Principles at GfK subsidiaries. Economic conditions: stabilization continues the economy in general. According to economic research institutes, following a weaker second half of 2004, the global economy will regain stability in the current financial year and will also remain stable in 2006. However, growth in the usa may be lower given the lower level of private consumption and a further increase in the savings ratio. In contrast, the national economies in Europe will stabilize and gain momentum. Growth in Asia is expected to slow down, but will remain above-average compared to the rest of the world. The future exchange rate of the dollar to other currencies and oil prices will continue to represent risk factors. 106_GfK Research and development: electronic metering technology gaining ground Over the coming years, Research and Development will concentrate on the further fine-tuning of processes used to merge and integrate data from various sources and on optimizing their measurement and forecasting quality. In addition, the ongoing development of electronic metering technology and analysis software takes high priority. Another focus is the further development of information systems and analysis instruments available to clients, which will provide clients with increasingly flexible option for carrying out analysis by directly accessing GfK’s databases. Outlook Organization and administration: focus on Corporate Governance From 2005 onwards, GfK will adhere to the deadlines specified in the German Corporate Governance Code in relation to the publication of quarterly results. The company also plans to publish its annual report earlier in order to meet the deadline here too. GfK is also preparing to switch its accounting to the International Financial Reporting Standards (ifrs), which will be applied with effect from financial year 2005. Purchasing: optimization continues GfK will develop further and optimize the regulations on purchasing materials, data and supplementary services. In particular, this will include ongoing harmonization and benchmarking processes within the Group for the purchase of hardware and software and the structuring of service level agreements. Corporate communications and marketing: international harmonization continues The continued development of the newly designed image campaign and the review of an updated, uniform international Internet presence for GfK will be given priority in 2005. Investment and financing: driving forward promising projects In the years ahead, GfK will invest in new, promising projects, securing a profitable future. In order to strengthen its leadership position as an innovative Group, GfK will continue to focus on the development of innovative instruments and methods. However, the consistent further development of existing technologies and instruments is also a high priority. To this end, capital expenditure of eur 20 million is planned for 2005 and the two subsequent years. As in previous years, this figure does not include financial investment in the expansion of the GfK network. Nor does it include any expenditure on the expansion and enhancement of panels or the completion and upgrading of production and evaluation software. The GfK Group still books such expenses directly under soft facts. The only potential additional capital requirement is for the possible financing of potential acquisitions. As before, GfK aims to structure this financing at matching maturities, utilizing the free cash flow and existing credit lines. With authorized capital of 4.9 million no-par shares, the Group also has sufficient self-financing capacity. MANAGEMENT REPORT Corporate growth at the GfK Group: securing good margins By the end of February 2005, GfK had already invoiced, or recorded as existing or incoming orders, 45 per cent of this year’s sales target. This figure is virtually unchanged on the previous year, based on the actual sales figure achieved in 2004. In 2005 the GfK Group aims to significantly increase sales and income again and outperform the market research sector. With an unchanged scope of consolidation, GfK expects to achieve sales of eur 710 million, which represents an increase of 5.8 per cent. GfK also anticipates consolidated sales to increase as more acquisitions are made. In addition, the GfK Group will continue to work towards achieving higher growth in ebit including income from participations than in organic sales. The company is seeking to increase the margin, i.e. the ratio of ebit including income from participations to sales, to almost 17 per cent. This includes eur 22 million from the disposal of the 50 per cent stake in iha-ims Health, Switzerland, and the increased shareholding in the German company, gpiKommunikationsforschung, from 80 to 100 per cent. Excluding these factors, GfK aims to improve its margin on the previous year’s level. Divisional trends: optimization and integration GfK expects all five business divisions to increase sales and income. The details below relate solely to organic growth. The company anticipates the following individual trends: In the custom research division, GfK expects an increase in sales of more than 5.5 per cent. Two tasks are top of the agenda in 2005: firstly, GfK plans to harmonize its extensive range of services and integrate the services in a service system. Secondly, the company plans to drive forward expansion in regions outside Europe. In the retail and technology division, GfK expects sales to increase by around 7 per cent and the margin to around 24 per cent. Opportunities in this business division are based mainly on innovation and the dynamic growth of consumer technology markets. Accordingly, GfK plans to extend its range of services in this division. In the consumer tracking division, GfK expects sales to be up by around 5 per cent, with a margin in the region of 6 per cent. Sales growth is to be achieved by expanding and optimizing the business. Additional advisory services and further differentiation of product group information will make a positive contribution. GfK_107 In the media division, GfK anticipates that sales will increase by around 4 per cent and that the margin will improve to more than 13 per cent. Long-term contracts for continuous tv and radio research provide a good order basis for the media division. The trend in ad hoc media research in the current financial year will depend on the extent of the recovery in the print media market, which has shown signs of economic weakness for some years. In the healthcare division, GfK aims to increase sales by around 8 per cent and achieve a margin of more than 13 per cent. In addition, the aim is to strengthen GfK’s presence in the global pharmaceutical markets of the usa and Europe and launch activities in Asia. In the other division, GfK expects a decrease in sales of around eur 1 million and a loss. The reason for this is the further reduction in data collection services for external clients. Strategy: sights set on global markets Two of GfK’s key strategic aims are the expansion into new countries and regions and broadening its range of services to meet changing client requirements. Since its ipo in 1999, GfK has reached important stages in achieving these aims and has paved the way for a promising future. The following aims will be top priorities in 2005: strengthening and expanding the us presence. In recent years, GfK has established and systematically expanded its presence in the usa, the largest single market research market in the world. In the financial year under review, GfK generated almost 13 per cent of Group sales in the usa and ranked number 15 among us market research companies. In the current financial year, GfK expects to achieve more than 14 per cent of forecast total Group sales in this region. rapid establishment of activities of retail and technology division in south america. In 2004, GfK progressed the establishment of retail panels in South America and will continue to give this project high priority this year. The aim is to be the top provider of information on the technical consumer goods markets for retail and industry in this currently fast growing region. key account management and harmonized, integrated services. In all business divisions, top priority is given to setting up and further developing key account management, harmonized service offerings and optimized information systems and instruments for clients, which are based on cutting edge technology. In 2005, the most important task for the HealthCare division will be to harmonize the range of services of the 108_GfK companies which belong to the international HealthCare network and expand the integrated client management system. divisional expansion strategies. In 2005, the Europe-based Consumer Tracking division will continue to advance the optimization of business processes at the companies which belong to the network. The globally orientated business divisions of Custom Research, Retail and Technology, and HealthCare will use any acquisition potential available to continue the expansion into all economically relevant regions of the world. The Media division will focus its acquisition and new business activities on Europe. gradual acquisition and integration strategy. GfK will essentially maintain the gradual acquisition strategy it has used for many years. Based on this strategy, GfK generally aims to acquire a stake in excess of 50 per cent in a company at the outset. A future increase in the shareholding to 100 per cent is already agreed when the acquisition contract is signed. The stage at which the further acquisition of shares takes place depends on the extent to which sales and income targets are achieved. This means that GfK can pursue two targets. Firstly, the strategy minimizes the acquisition risk. Secondly, it enables GfK to motivate the management, owners and employees of the newly acquired company to enhance the performance of their company and promote its integration in the GfK network. focus on market research business. GfK is confident that it is excellently placed as a specialist market research company, and regards its focus on the provision of related services as a crucial competitive advantage. The company intends to fully exploit and extend market opportunities. Nuremberg, 23 March 2005 Prof. Dr. Klaus L. Wübbenhorst Petra Heinlein Dr. Gérard Hermet Wilhelm R. Wessels FINANCIAL S TAT E M E N T S FINANCIAL STATEMENTS FOR THE GfK GROUP 110 Consolidated income statement 111 Consolidated balance sheet 112 Consolidated funds statement 113 Changes in consolidated shareholders’ equity 114 Consolidated fixed assets schedule 116 Notes to the consolidated financial statements for 2004 116 General information 116 Methods of consolidation 116 Currency conversion 116 Accounting and valuation methods 120 Scope of consolidation and major acquisitions 121 Notes to the consolidated income statement 125 Notes to the consolidated balance sheet 130 Proposed appropriation of profits 135 Segment reporting 136 Pro forma statements in accordance with sfas 141 137 Changes since the previous year 138 Number of employees 138 Total remuneration and shares of the Management Board and Supervisory Board 140 Supervisory Board 141 Management Board 142 Shareholdings of the GfK Group 146 Auditors’ report GfK_109 Consolidated income statement for the period 1 January to 31 December 2004 in eur’000 Sales 2003 24, p. 135 Cost of sales Gross income from sales Selling and general administrative expenses Operating income Other income less other expenses 24, p. 135 1, p. 121 ebit before income from participations Net income from participations 2, p. 122 ebit after income from participations 595,282 671,735 – 402,585 – 447,199 192,697 224,536 – 125,412 – 138,447 67,285 86,089 – 925 778 66,360 86,867 3,108 4,275 69,468 91,142 – 2,689 Net interest income 3, p. 122 – 2,020 Net other financial income 4, p. 122 – 1,179 2,091 66,269 90,544 Result from ongoing business activity Taxes on income and earnings 5, p. 123 – 25,208 – 31,080 Net extraordinary income 6, p. 124 – 4,038 Consolidated total income before minority interests 41,061 63,502 Minority interests’ share of total income – 7,739 – 10,910 Consolidated total income 33,322 52,592 Earnings per share, undiluted (in eur) 7, p. 124 1.061) 1.68 Earnings per share, diluted (in eur) 7, p. 124 1.061) 1.67 1) The number of shares for the previous year has been corrected to take account of the capital increase from company funds. The Notes below form an integral part of the consolidated financial statements. GfK_110 2004 Consolidated balance sheet F I N A N C I A L S TAT E M E N T S Consolidated balance sheet as at 31 December 2004 in eur’000 31.12.2003 31.12.2004 245,640 Assets Intangible assets 8, p. 125 189,136 Tangible assets 9, p. 125 66,095 64,621 Financial assets 10, p. 126 29,760 23,942 p. 114 284,991 334,203 1,406 1,172 11, p. 127 125,487 138,128 Other accounts receivable and other assets 12, p. 127 13,197 16,239 Securities 14, p. 127 7,538 6,488 Fixed assets Inventories Trade receivables Liquid funds 53,241 48,697 200,869 210,724 8,327 7,962 7,816 7,406 Total assets 502,003 560,295 of which short-term 210,352 218,474 Subscribed capital 66,872 133,734 Capital reserve 87,098 89,196 Retained earnings 53,062 33,730 p. 130 – 2,887 – 8,221 15, p. 127 204,145 248,439 25,488 16,347 Current assets Deferred taxes p. 123 Prepaid expenses Shareholders’ equity and liabilities Other comprehensive income Shareholders’ equity Minority interests Provisions 16, p. 130 74,742 84,949 Financial liabilities 17, p. 132 66,607 66,853 Trade payables 18, p. 133 Liabilities on orders in progress Other liabilities 19, p. 133 Provisions and liabilities Deferred taxes Deferred income p. 123 28,156 30,444 62,677 66,286 30,515 33,047 262,697 281,579 9,088 13,759 585 171 Total liabilities 297,858 311,856 of which short-term 198,178 204,592 Total shareholders’ equity and liabilities 502,003 560,295 The Notes below form an integral part of the consolidated financial statements. GfK_111 Consolidated funds statement for the period 1 January to 31 December 2004 in eur’000 Consolidated total income before minority interests Net extraordinary income not affecting payment Ordinary consolidated total income before minority interests Write-down/write-up of intangible assets 2004 41,061 63,502 0 – 4,038 41,061 59,464 8,846 7,623 Write-down/write-up of tangible assets 15,931 14,393 Write-down/write-up of financial assets 3,508 – 1,799 Change in deferred taxes 3,831 4,756 – 154 – 619 – 1,651 – 399 Income from companies valued at equity, not affecting payment Profit/loss from the disposal of fixed assets Net interest income affecting payment 1,715 2,778 Increase/decrease in provisions 6,024 10,100 301 – 4,020 – 10,715 – 9,054 Other expenses/revenue not affecting payment Increase/decrease in inventories, receivables and other assets, not attributable to investment or financing activity Increase/decrease in liabilities and other liabilities, not attributable to investment or financing activity 524 9,075 a) Cash flow from ongoing business activity 69,221 92,298 Cash outflows for investment in intangible assets – 9,576 – 8,767 Cash outflows for investment in tangible assets – 11,390 – 14,065 Cash outflows for the acquisition of consolidated companies and other business units – 22,481 – 59,136 – 4,270 – 3,121 Cash outflows for investment in other financial assets Cash inflows from disposal of intangible assets 337 26 Cash inflows from disposal of tangible assets 476 681 Cash inflows from disposal of consolidated companies and other business units 1,404 0 Cash inflows from disposal of other financial assets 2,755 1,339 – 42,745 – 83,043 b) Cash flow from investment activity Cash inflows from equity capital contributions 0 2,628 Cash outflows to company owners – 5,224 – 6,530 Cash inflows from/outflows to minority interests – 3,011 – 6,711 Net interest income – 1,715 – 2,778 Cash inflows from the raising of loans 11,392 30,053 Cash outflows from the repayment of loans – 17,664 – 28,779 c) Cash flow from financing activity – 16,222 – 12,117 Changes in liquid funds affecting payment (total of a), b) and c)) 10,254 – 2,862 Changes in liquid funds owing to exchange gains/losses, scope of consolidation and valuation – 2,180 – 1,682 Liquid funds at the start of the period 45,167 53,241 Liquid funds at the end of the period 53,241 48,697 The Notes below form an integral part of the consolidated financial statements. 112_GfK 2003 Changes in consolidated shareholders’ equity F I N A N C I A L S TAT E M E N T S Changes in consolidated shareholders’ equity for the period 1 January to 31 December 2004 in eur’000 Other comprehensive income As at 1 January 2003 Number of shares (in thousand) Subscribed capital Capital reserve Retained earnings Difference from currency conversion 26,122 66,872 87,098 27,357 191 Market valuation of securities Valuation of cash flow hedges Total – 14 0 181,504 Dividend – 5,224 Consolidated total income after tax 33,322 33,322 Other changes – 2,393 – 2,393 Other comprehensive income As at 31 December 2003 26,122 66,872 87,098 53,062 – 5,224 – 3,205 51 90 – 3,064 – 3,014 37 90 204,145 Dividend – 6,530 – 6,530 Consolidated total income after tax 52,592 52,592 Capital increase from company funds Other changes 5,225 66,337 128 525 31,475 133,734 – 66,337 0 2,098 943 3,566 89,196 33,730 Other comprehensive income As at 31 December 2004 – 5,207 – 11 – 116 – 5,334 – 8,221 26 – 26 248,439 The Notes below form an integral part of the consolidated financial statements. GfK_113 Consolidated fixed assets schedule in eur’000 (Appendix to the Notes) acquisition and manufacturing costs Change Brought in scope forward to Currency of con- Reclassi- Equity As at 1.1. 2004 effects solidation Additions Disposals fications adjustment 31.12. 2004 1. Software 57,461 – 321 117 8,390 1,738 616 64,525 2. Goodwill 203,067 – 2,159 35,684 23,344 650 – 700 258,586 I. Intangible assets 3. Other intangible assets 12,789 78 8 1,201 7,916 76 6,236 273,317 – 2,402 35,809 32,935 10,304 –8 329,347 32,105 252 – 1,115 302 74 – 122 31,348 124,107 – 229 124 13,812 6,413 394 131,795 27,991 – 27 870 507 – 264 28,063 184,203 –4 – 991 14,984 6,994 8 191,206 7,016 –5 – 2,639 760 367 150 –3 – 100 2,790 486 13,689 – 470 – 1,613 401 6 II. Tangible assets 1. Land, land rights and buildings, including buildings on land owned by third parties 2. Other equipment, fixtures and fittings 3. Leased items III. Financial assets 1. Shares in affiliated companies 2. Loans to affiliated companies 3. Participations in associated companies 4. Loans to associated companies 6,355 42 5. Other participations 1,800 –2 6. Payment on account for shareholdings 161 7. Available-for-salesecurities 764 8. Other loans 1) Contains write-ups of eur 1,872 thousand 2) Contains unrealized profits of eur 55 thousand 114_GfK 829 4,765 4,068 6,419 620 – 4,068 1,500 11 – 160 1 96 12,621 1,809 1 96 26 7912) 10,227 3 – 8,084 2 195 40,162 – 434 – 12,596 4,086 1,884 620 29,954 1,953 497,682 – 2,840 22,222 52,005 19,182 620 550,507 Consolidated fixed assets schedule F I N A N C I A L S TAT E M E N T S cumulative depreciation/amortization book values Change Brought in scope forward to Currency of con- 1.1. 2004 effects solidation Additions Disposals 34,719 – 248 190 6,717 1,085 41,294 869 8,168 36 84,181 – 212 9,968 85 1,059 As at fications 31.12. 2004 31.12. 2004 31.12. 2003 40,293 24,232 22,742 42,106 216,480 161,773 – 57 906 7,859 7,623 8,944 848 74 12,298 1,247 57 1,308 4,928 4,621 83,707 245,640 189,136 –9 10,818 20,530 22,137 5,727 186 101,155 30,640 29,977 450 – 177 14,612 13,451 13,981 94,130 – 126 14,010 – 18 118,108 – 59 394 14,393 6,251 126,585 64,621 66,095 3,005 3 – 1,513 74 367 1,202 3,563 4,011 12 –2 – 12 2,356 4,063 138 12,621 13,689 881 619 540 1,520 289 280 96 161 5,815 394 Reclassi- 486 – 36 2,0541) 1,520 50 3 2,844 – 2,844 53 738 714 1,953 10,227 10,402 – 35 – 1,525 77 2,907 6,012 23,942 29,760 212,691 – 306 – 72 22,093 18,102 216,304 334,203 284,991 GfK_115 N O T E S T O T H E C O N S O L I D AT E D F I N A N C I A L S TAT E M E N T S 2 0 0 4 General information The consolidated financial statements of GfK Aktiengesellschaft (GfK ag) include the company itself and all consolidated subsidiaries (the GfK Group). The statements have been prepared in accordance with the United States Generally Accepted Accounting Principles (us gaap) and all figures are given in eur thousand, unless specified otherwise. The income statement has been prepared using the cost of sales accounting format. Since financial year 2002, the GfK Group has no longer prepared its consolidated financial statements in compliance with the accounting principles of the German Commercial Code (hgb). The us gaap consolidated financial statements are supplemented by a management report and other required information, so that, pursuant to § 292 a hgb, the GfK Group is exempt from the duty to prepare consolidated financial statements in accordance with hgb. The annual financial statements of the parent company, GfK ag, have been prepared in accordance with hgb and are filed with the Commercial Register at the district court of Nuremberg under hr b 9398. Pursuant to § 264b hgb, GfK Marketing Services GmbH & Co. kg, Nuremberg, is exempt from preparing annual financial statements and a management report, having these audited and disclosing these in accordance with the provisions for corporations under §§ 264 et seq. Methods of consolidation The annual financial statements of GfK ag and all material subsidiaries over which control is exercised directly or indirectly are included in the consolidated financial statements of GfK ag. Companies in which the GfK Group has a participation of not more than 50 per cent, but over which significant influence can be exercised, are generally accounted for at equity as associated companies. All other companies in the GfK Group are reported at acquisition cost. Shares in the equity capital and in the subsidiaries’ results attributable to minority interests are reported as a separate item in the annual financial statements. Currency conversion The balance sheets of foreign subsidiaries which were not prepared in euros are translated into euros at the mean rates on the balance sheet date in line with the concept of the functional currency. The annual average euro exchange rate for these currencies, determined as the mean of all monthly closing rates, is applied to the income statements of these subsidiaries. Differences arising between the conversion of assets and liabilities at the rate on the reporting date and their conversion at the rate on the previous reporting date, and differences arising from conversion of the income for the year on the balance sheet (rate on reporting date) and income statement (average rate) are recorded in equity with no impact on income. Differences in exchange rates arising from capital consolidation are reported in equity within other comprehensive income. All monetary assets and the short-term non-monetary assets and liabilities of subsidiaries in countries with high inflation are converted at the rate on the reporting date, whilst long-term assets and liabilities along with the equity capital are translated at historic prices. Any resultant exchange rate differences are reported and recognized as income on the income statement. The exchange rates of the main currencies used as a basis for currency translation in the GfK Group’s consolidated financial statements are as follows: Capital consolidation is carried out in accordance with the Statement of Financial Accounting Standards (sfas) 141 on the basis of the purchase accounting method, whereby the acquisition costs of the participation are charged against the parent company’s pro rata share in the newly valued equity capital of the subsidiary at the time of purchase. Any difference arising on the assets side is reported under fixed assets as goodwill. Main currencies Euro mean rate on balance sheet date Country, unit of currency All transactions and balances between the companies of the GfK Group which are included in the consolidated financial statements are eliminated when preparing the consolidated financial statements. Differences arising from debt consolidation are treated as income. Intercompany results and asset movements are eliminated with impact on the income statement if they are significant. Switzerland, chf 100 Associated companies that are included at equity (one-line consolidation) are generally included for the first time at the time of acquisition. The initial valuation takes place similarly to full consolidation. Any difference on the assets side arising from offsetting the book value of the participation against the pro rata equity capital at initial valuation is added to the equity book value. 116_GfK The consolidation on transition from equity valuation to full consolidation takes place with no impact on income but is carried out separately for every part-acquisition. The acquisition costs included in capital consolidation comprise the equity net book value and the acquisition costs for the majority acquisition. Euro average rate during reporting period 31.12.2003 31.12.2004 2003 2004 usa, usd 1 0.80 0.74 0.88 0.80 uk, gbp 1 1.42 1.41 1.44 1.47 Japan, jpy 100 0.75 0.71 0.76 0.75 64.11 64.70 65.65 64.75 Accounting and valuation methods GfK has applied the same accounting and valuation methods as used in the previous year’s consolidated financial statements. Recognition of sales The method of recognizing sales depends on the nature of the underlying transaction. For business involving panels, the GfK Group recognizes its sales according to the progress pro rata Notes: accounting and valuation methods temporis of the project (proportional performance method). Business in ad hoc research is valued by the percentage of completion method. In the case of the proportional performance method, the sales for a project are distributed evenly over its duration. Each month during the term of a contract the same sales are recognized in terms of amount. Where over 50 per cent of the costs occur in the following month, the sales are recognized with one month’s delay. When applying the percentage of completion method, the sales are recognized in accordance with the actual progress of the project. Progress on the project is determined as the ratio of the actual costs incurred to the costs expected overall for the project. The estimate of total cost is continuously checked during the life of the project. Changes in the estimate of total cost flow into the calculation of recognizable sales at the point in time at which they can be anticipated. The costs to be included in this calculation comprise all direct cost of sales and personnel expenses as well as pro rata indirect costs. Provisions are set up for anticipated losses on orders in progress when they can be anticipated. F I N A N C I A L S TAT E M E N T S Consolidated total income Plus: personnel expenses (after tax) in connection with stock-based compensation on application of apb 25 2003 2004 33,322 52,592 0 0 Less: total personnel expenses (after tax) in connection with stock-based compensation on application of the accounting method based on fair values (sfas 123) – 3,466 – 3,391 Pro forma consolidated total income 29,856 49,201 Earnings per share in eur 1.061) 1.68 Pro forma earnings per share in eur 0.951) 1.57 Earnings per share (diluted) in eur 1.061) 1.67 Pro forma earnings per share (diluted) in eur 0.951) 1.57 1) Taking into account the increase in subscribed capital Intangible assets Software In all other business transactions the completed contract method is used, according to which sales are only recognized once the work has been completed and invoiced. As a rule, software developed by companies in the GfK Group is used internally for analyzing and processing market research data. In some cases, it is destined for external users and was written specifically to meet user requirements. Earnings per share Precisely defined portions of the internal costs of software development are capitalized under fixed assets. Amortization commences on completion of the software. The earnings per share (eps) reported in the consolidated income statement show the proportion of consolidated total income which theoretically relates to each share issued. In addition to proprietary software, the item software also includes software acquired for internal use. As at 31 December 2004, there was a dilution effect amounting to eur –0.01 per share arising from the stock options issued. Goodwill Stock options for employees and executives of the GfK Group The GfK Group applies apb (Accounting Principles Board) Opinion No. 25 and associated interpretations to depict the existing Stock Option Plan in the consolidated financial statements. According to apb 25, expenditure for employee stock options with no intrinsic value on the balance sheet date cannot be recognized. The following table shows the effects on consolidated total income and the eps which would have resulted had sfas 123, “Accounting for Stock-Based Compensation” been applied to all issued options. Goodwill arising from capital consolidation of subsidiaries and that transferred from subsidiaries’ financial statements into the consolidated financial statements is reported by the GfK Group under intangible assets. Goodwill arising from first-time consolidations prior to 1 July 2001 and that transferred from company financial statements has been amortized over its useful life until 31 December 2001. According to sfas 142, such goodwill is no longer subject to regular amortization after 31 December 2001. Goodwill arising after 1 July 2001 is also not subject to scheduled amortization. The GfK Group checks the valuation of its goodwill as part of an impairment test once a year or when triggering events or changed circumstances arise by making a management accounting valuation. GfK_117 Other intangible assets Trade receivables In addition to other intangible assets, this item includes payments on account for intangible assets. Apart from the payments on account, the other intangible assets are subject to scheduled straight-line amortization. The amortization period is governed by the contract term or the useful life, applying the shorter of the two periods. Trade receivables include both invoiced and non-invoiced receivables. They are stated at nominal value or, in the case of specific risks, at the lower attributable value. Non-invoiced receivables can arise in the context of the valuation of sales. Tangible assets Tangible assets are valued at acquisition or manufacturing costs, less cumulative depreciation. Cumulative depreciation includes scheduled straight-line depreciation up to the balance sheet date and any extraordinary depreciation recorded. The depreciation period corresponds to the useful life. Payments on account and assets in the course of construction are not subject to regular depreciation. The GfK Group normally applies the following useful life periods: Asset Software and other intangible assets Useful life in years 3 to 10 Administrative buildings it equipment 50 3 to 5 Cars and other vehicles Office equipment Office furniture 5 3 to 5 10 to 13 In cases involving a capital lease, the leased asset is capitalized and a corresponding lease commitment is carried as a liability. The period of depreciation is equivalent to the shorter of the contract period and useful life. Securities held as current assets Securities held as current assets represent the trading securities destined for short-term sale. They are valued at fair value on the balance sheet date. Unrealized profits and losses are taken to income and reported under net other financial income on the income statement. Liquid funds The liquid funds contain cash on hand and in banks as well as liquid investments with a remaining term of less than three months. Deferred tax assets According to the asset-and-liability method described in sfas 109, the respective local tax balance sheet is compared with the us gaap balance sheet and the differences ascertained. Future tax effects arising from the differences are entered in the form of deferred tax assets or liabilities. The effects on deferred taxes of changes in tax legislation are recognized as income from the date on which the tax legislation is passed. Deferred tax assets accordingly consist of theoretical tax balances resulting from comparing the us gaap balance sheet with the local tax balance sheet, and from the theoretical tax advantage arising from tax loss carryforwards. If it is unlikely that these theoretical tax credits can be realized, valuation allowances are applied. Available-for-sale securities Available-for-sale securities are valued at fair value on the balance sheet date. Each security is considered individually. These are securities which are not treated as part of the trading securities. The GfK Group only shows trading securities under current assets; all other securities are reported under fixed assets as available-for-sale securities. In the case of lasting impairment of value, available-for-sale securities are written down and charged to income under net other financial income on the income statement. In the case of a temporary fall or rise in value, the new valuation of these securities is reported as other comprehensive income within equity with no impact on income. Inventories Inventories are stated at acquisition or manufacturing costs, or fair value if lower. The manufacturing costs are entered at full cost. 118_GfK Shareholders’ equity – other comprehensive income Other comprehensive income contains changes in the Group’s equity which have no impact on income and do not comprise contributions by shareholders or dividends paid to shareholders. These changes are a result of exchange rate differences arising from capital consolidation and equity valuation, unrealized profits and losses from available-for-sale securities, as well as unrealized profits and losses from derivative financial instruments. Provisions In principle, provisions are set up when there is an obligation to a third party which is likely to be enforced and the level can be estimated reliably. If the obligation contains an interest portion, the provision will be stated at the present value. Notes: accounting and valuation methods F I N A N C I A L S T A T E M E N T S Provisions for pensions according to sfas 87 are valued in accordance with the projected unit credit method, in which future compensation increases are taken into account. Financial liabilities This item contains liabilities relating to financing, particularly loans from banks and other lenders, liabilities under capital leases and liabilities resulting from the acquisition of companies or business units. They are stated at the repayment amounts. Liabilities on orders in progress Liabilities on orders in progress comprise payments on account and accrued amounts from the recognition of sales. Within this item, sales are accrued which have arisen from contractually agreed invoices for prepayments or payments in advance, but cannot yet be recognized as sales according to the above described sales recognition methods. Derivative financial instruments The GfK Group concludes transactions throughout the world in various international currencies, which may involve currency risks. Short-term financial investments, investment in securities and borrowing from banks take place in various currencies and can result in risks due to changes in exchange rates, rates of interest and market prices. Derivative instruments are selectively used to hedge variablerate liabilities and to secure future payment flows. As per sfas 133 “Accounting for Derivative Instruments and Hedging Activities”, in conjunction with sfas 149 “Amendment of Statement 133 on Derivative Instruments and Hedging Activities”, the GfK Group states these at fair value on the reporting date as assets or liabilities. Depending on their type, changes in the fair value of the derivative financial instruments are recognized in the relevant period either in income or – without affecting income – in other comprehensive income. The counterparty risk resulting from the positive fair values of the derivatives is deemed to be insignificant, as transactions are only carried out with banks with top ratings. Consolidated funds statement The funds statement shows the changes to the balance sheet item liquid funds resulting from cash flows from ongoing business activity, investment activity and financing activity. Some entries in the consolidated funds statement are derived indirectly from changes to balance sheet entries. These are adjusted for the effects of currency translations and changes in the scope of consolidation. As a consequence, only a limited reconciliation is possible between the changes in the balance sheet items according to the consolidated funds statement and the arithmetical changes in the consolidated balance sheet, the fixed assets schedule and other information from the notes to the financial statements. New developments in accounting In February 2004, the sec published sab No. 105, “Application of Accounting Principles to Loan Commitments”. It concerns the valuation of loan commitments which, in accordance with sfas 133, “Accounting for Derivative Instruments and Activities”, are to be valued at the fair value. In addition, sab 105 requires that accounting policy in relation to these loan commitments be disclosed and the assumptions and estimations which determine the fair value be described. This guideline applies to all loan commitments which were agreed after 31 March 2004 and are treated as derivative financial instruments. It has no impact within the GfK Group. In March 2004, eitf Issue No. 04-8, “The Effect of Contingently Convertible Instruments on Diluted Earnings per Share”, was published. It deals with the inclusion of convertible financial instruments in the calculation of diluted earnings per share. Definitions and examples of such instruments are given. The guideline applies to reporting periods ending after 15 December 2004. It does not affect the consolidated financial statements of GfK. In April 2004, the fasb published Staff Position fas 129-1, “Disclosure of Information about Capital Structure, Relating to Contingently Convertible Securities”. It is intended to supplement Statement No. 129 regarding disclosure requirements for contingently convertible securities. These cover aspects such as the exercise terms of the securities and possible effects of the conversion. This statement has no effect on the present consolidated financial statements. Topic No. d-108, “Use of the Residual Method to Value Acquired Assets Other Than Goodwill” was published in September 2004. This announcement sets out in concrete terms fasb Statement No. 141 by making clear that intangible assets (other than goodwill) have to be valued separately and directly using the fair value and not using the residual value method. This approach was already being practised by the GfK Group and therefore has no impact. eitf Issue 03-1-1, “Effective Date of Paragraphs 10-20 of eitf Issue 03-1, ‘The Meaning of Other-Than-Temporary Impairment and Its Application to Certain Investments’” was also issued in September. It suspends the validity of Issue 03-1 until further notice and specifies transitional provisions. This also has no impact on the financial statements of the GfK Group. Finally, eitf 04-10, “Determining Whether to Aggregate Operating Segments That Do Not Meet the Quantitative Thresholds”, was also published in September. It clarifies the conditions under which segments may be aggregated. eitf 04-10 makes reference to sfas 131, “Disclosures about Segments of an Enterprise and Related Information”, and clarifies how the criteria for aggregating segments in sfas 131.17 are to be interpreted in compliance with the requirements of sfas 131.19. The consolidated financial statements of the GfK Group are not affected by eitf 04-10. In November 2004, the fasb published Statement No. 151, “Inventory Costs – an amendment of arb No. 43, Chapter 4”. The aim was to achieve harmonization of the provisions of arb 43 and ias 2. While both standards require the recording of unusual expenses in relation to inventories as period-specific GfK_119 expenses, differences in linguistic usage provided scope for different interpretations. This divergence has now been removed. This has no impact on the consolidated financial statements. In December 2004, Statement No. 153, “Exchanges of Nonmonetary Assets – an amendment of apb Opinion No. 29” was published. According to Opinion No. 29, in a barter transaction, the assets concerned were reported at their fair value. There were, however, exemptions from this. These have now been replaced by the general exemption that assets which have no “commercial substance”, i.e. do not significantly change the future cash flows of the company, would not be reported at fair value. This Statement is also intended to harmonize the rules with the ias. It does not have any effect on the consolidated financial statements of GfK. fasb Statement No. 123 r (revised 2004), “Share-Based Payment” also appeared in December. It replaces Statement 123, “Accounting for Stock-Based Compensation”, and apb Opinion No. 25, “Accounting for Stock Issued to Employees”. The aim is again the convergence of international standards, in this case, with the ifrs 2. The core of the Statement is that the costs which arise due to a share option programme have to be accounted for in the financial statements through the income statement. These costs are measured by the fair value of the share options. This discontinued the method of valuation according to the internal value taken from Opinion No. 25, which was still valid. The fair value must be redetermined on each reporting date and the changes in the period disclosed as costs. For the GfK Group, this standard will become valid in the first reporting period beginning after 15 June 2005, which is the third quarter of 2005. Estimates To a certain extent, estimates and assumptions cannot be avoided in the consolidated financial statements. They may affect assets and liabilities as well as contingencies on the balance sheet date and the income and expenses for the financial year. The actual amounts concerned may deviate from such estimates. GfK Arbor, llc, Media, usa was first consolidated on 1 January 2004. It operates in the Custom Research division. Its holding company, GfK us Custom Research Holding GmbH, Nuremberg (previously GfK International Consultancy & Development GmbH), was also included in the consolidated financial statements for the first time on 1 January 2004. It was not previously consolidated. The participation in m2a s.a., Saint Aubin, France was increased. The company operates in the HealthCare division. It was previously classified as an associated company and was first consolidated on 1 January 2004. Also consolidated for the first time on 1 January 2004 was GfK Marketing Services South Africa (Proprietary), Sandton, South Africa, which operates in the Retail and Technology division. In June 2004, GfK-Memrb Marketing Services fz-llc, Dubai, United Arab Emirates, which falls within the Retail and Technology division, was founded. The previously non-consolidated gfk do brasil ltda., São Paulo, Brazil, was consolidated for the first time on 1 July 2004. The company functions as a holding company for the participation, increased on 1 July 2004, in indicorp participações s.a., São Paulo, Brazil, which had previously been carried as an associated company. This company and its Brazilian subsidiaries indicator gfk ltda., São Paulo, and indicator gfk consultoria e processamento de informações ltda., Santana do Parnaíba, were first consolidated on 1 July 2004. They operate in the Custom Research division. var finance et reinvestissement – v.f.r. sas, La Valettedu-Var, France, in which a participation was acquired in July 2004, was first consolidated on 1 July 2004. This company holds a participation in the holding company of the ifr Group, which operates throughout Europe in the Retail and Technology field. GfK Great Britain Ltd., London, uk, and Romtec-GfK Limited, Maidenhead, Berkshire, uk, were deconsolidated on 1 January 2004. Both companies no longer conduct operational business. In the reporting period, the purchase price for the acquisitions stated amounted to a total of eur 44,865 thousand. This resulted in goodwill of eur 37,142 thousand, which relates to the Custom Research, Retail and Technology and HealthCare segments. Scope of consolidation and major acquisitions Fully consolidated companies As at 31 December 2004, the scope of consolidation in accordance with us gaap includes thirteen (2003: twelve) German and 87 (2003: 80) foreign subsidiaries in addition to the parent company. The following table shows the changes in fully consolidated subsidiaries between 1 January 2004 and 31 December 2004: The GfK Group did not include 42 (2003: 35) companies in the consolidated financial statements during the reporting year because they were only of minor significance for the net assets, financial position and results of operations of the Group. In the year under review, the following companies were founded, which due to their minor importance, are not included in the consolidated financial statements: Fully consolidated subsidiaries (No.) 120_GfK Companies of minor importance 1.1. 2004 Additions Disposals 31.12.2004 Germany 12 1 0 13 Abroad 80 9 2 87 Total 92 10 2 100 Notes: scope of consolidation F I N A N C I A L S T A T E M E N T S The participations in m2a s.a., Saint Aubin, France, and indicorp participações s.a., São Paulo, Brazil, were increased in the year under review. The companies are now fully consolidated. – GfK bh d.o.o., Sarajevo, Bosnia Herzegovina – GfK Marketing Services Eastern Europe Holding spol. z o. o., Warsaw, Poland – GfK Erste Vermögensverwaltungs GmbH, Nuremberg The participation in bwv Holding ag, St. Gallen, Switzerland, was increased. Consolidation of the company was waived due to its minor importance. – gfk latinoamerica holding, s.l., Valencia, Spain – GfK memrb Marketing Services Maroc, Casablanca, Morocco – GfK Marketing Service Chile Limitada, Santiago, Chile Other participations – gfk marketing services ltda., São Paulo, Brazil The number of other participations rose by comparison with the previous year from seven to eight. The companies GfK Great Britain Ltd., London, and RomtecGfK Limited, Maidenhead, Berkshire, both in the uk, were deconsolidated in the year under review because they are no longer conducting operational business. The addition is a minority participation in Phononet ag, Zurich, Switzerland. The participation in bwv Holding ag, St. Gallen, Switzerland, was increased to 100 per cent. It is not included, however, due to its minor importance. The same applies to its subsidiary, dm-plus Direktmarketing GmbH, Nuremberg. GfK us Custom Research Holding GmbH, Nuremberg, GfK Marketing Services South Africa (Proprietary), Sandton, South Africa, and gfk do brasil ltda., São Paulo, Brazil, were consolidated for the first time in the year under review. Notes to the consolidated income statement The breakdown of sales by region and segment is shown as part of the segment reporting (section 24). 1. Other income less other expenses The breakdown of other income and expenses is as follows: Borell Market Research Aktiebolag, Stockholm, Sweden was wound up in 2004. Exchange gains 2003 2004 6,219 6,536 Associated companies Income from previous reporting periods 280 1,350 The following table shows the changes in associated companies between 1 January 2004 and 31 December 2004: Income from rental and lease agreements 500 553 Profits from the disposal of tangible and intangible assets 213 63 Income from deconsolidation 447 21 Miscellaneous 811 555 Other income 8,470 9,078 Exchange losses 6,246 3,942 Associated companies (No.) Germany 1.1. 2004 Additions Disposals 31.12.2004 3 0 2 1 Abroad 24 1 5 20 Total 27 1 7 21 Expenses from previous reporting periods Expenses from indemnity payments The consolidated financial statements as at 31 December 2004 report on participations in 21 (2003: 27) associated companies. A minority participation was acquired in Media Services agb d.o.o., Ljubljana, Slovenia. The participations in Information Resources GfK GmbH, Nuremberg, and in Information Resources-GfK b.v., Dongen, Netherlands, were sold. Consumerscope International gie, Nuremberg, and net survey szonda ipsos és GfK Hungária Internet Kutató Intézete Kft., Budapest, Hungary, were liquidated. Expenses under rental and lease agreements Losses from the disposal of tangible and intangible assets Expenses from deconsolidation 303 1,893 0 1,077 370 284 391 107 1,237 68 848 929 Other expenses 9,395 8,300 Other income less other expenses – 925 778 Miscellaneous Miscellaneous other income essentially contains income from further offsetting and transitory items (eur 203 thousand) and insurance recoveries (eur 151 thousand). Miscellaneous other expenses essentially comprise bank charges (eur 265 thousand), expenses for public authorities (eur 121 thousand) and charitable donations (eur 101 thousand). GfK_121 2. Net income from participations 4. Net other financial income Net income from participations is as follows: Net other financial income breaks down as follows: Income from participations in associated companies Income from other participations Income from participations in affiliated companies 2003 2004 4,167 4,528 21 21 18 16 Profits from the disposal of participations 1,569 5 Income from participations 5,775 4,570 Expenses from loss transfer from affiliated companies 55 221 Depreciation on participations in affiliated companies 2,550 74 Losses from the disposal of participations in affiliated and associated companies 62 0 Expenses on participations 2,667 295 Net income from participations 3,108 4,275 Write-ups on loans to associated companies Profits from disposal of loans to affiliated companies Depreciation of participations in affiliated companies relates to GfK Panel Arastirma Hizmetleri a.s., Istanbul, Turkey. Net interest income is as follows: 2003 2004 Interest income from bank balances 736 884 Interest income from receivables 182 294 Interest income from other loans 292 176 Income from derivative financial instruments 178 61 Interest income from affiliated companies Interest income from associated companies 9 16 339 215 1,777 1,655 Interest and similar expenses due to banks 2,306 2,924 Interest and similar expenses due to others 1,410 1,364 Interest and similar expenses due to affiliated companies 29 33 Miscellaneous interest expenses 52 23 Net interest income 122_GfK 4 46 Interest income Interest expenses 0 1,872 0 486 156 73 Write-ups on securities held as current assets 123 21 Income from derivative financial instruments 616 0 Other financial income 895 2,452 0 292 98 69 Expenses from derivative financial instruments Losses from securities held as current assets Write-downs on loans to associated companies Miscellaneous other financial expenses Net other financial income 1,940 0 36 0 2,074 361 – 1,179 2,091 The profits from the disposal of loans to affiliated companies relate, as do the write-ups, to loans to bwv Holding ag, St. Gallen, Switzerland. The expenses from derivative financial instruments essentially result from the balance sheet date valuation of hedging transactions in connection with covering of foreign-currency intercompany loans. The item contains the adjustment of positive fair values of hedging transactions to the lower level compared to the previous year. 3. Net interest income Interest income from available-for-sale securities 2004 Profits from securities held as current assets Other financial expenses Profits from the disposal of participations essentially comprise in the previous year the profit from the disposal of the participation in Centrum voor Marketing Analyses b.v., Amsterdam, Netherlands. 2003 3,797 4,344 – 2,020 – 2,689 The depreciation on loans to associated companies of eur 1,940 thousand reported in the previous year related to loans to the bwv Group, Switzerland and to Caribou Lake Software, llc, Minneapolis, usa. Notes: consolidated income statement 5. Taxes on income and earnings The result before income taxes is divided between Germany and abroad as follows: 2003 2004 Germany (after consolidation measures) 19,130 47,928 Abroad (after consolidation measures) 47,139 42,616 Result from ongoing business activity 66,269 90,544 F I N A N C I A L S TAT E M E N T S Since 1 January 2004, a change in tax legislation has meant that gains from disposals of participations in corporations as well as dividends from German companies are no longer exempt from tax. These gains now incur tax at 5 per cent. Losses on disposals remain non tax deductible. This amendment in tax legislation has not given rise to any material impact on the present consolidated financial statements of the GfK Group. The deferred taxes of the remaining German companies and the foreign companies are calculated according to the respective country-specific tax rates. The following table contains a reconciliation of the anticipated income tax expense and the income tax expense stated in financial year 2004. To calculate the anticipated tax expenses, the tax rate of the parent company, GfK ag, valid during the financial year is multiplied by the pre-tax result. The Group’s taxes on income are as follows: 2003 2004 Current taxes Germany (before consolidation measures) Abroad (before consolidation measures) 8,061 8,947 13,442 17,475 Total tax rate 21,503 26,422 Expected income tax 11,698 Increase/reduction in income tax debt resulting from differences in tax rates Deferred taxes Germany Abroad Taxes on income and earnings 2,576 1,129 – 7,040 3,705 4,658 25,208 31,080 The tax advantage from the utilization of loss carryforwards during financial year 2004 amounts to eur 636 thousand (2003: eur 1,401 thousand). Adjustments in deferred taxes because of changes in the underlying tax rates reduced tax expenses by a further eur 54 thousand (2003: eur 156 thousand). Deferred tax assets existing at the start of the year were revalued by eur 29 thousand (2003: eur 0 thousand) to take account of the reassessment of the probability that deferred tax assets would be recognized. As in the previous year, government investment tax credits had no impact on income tax. The rates used to calculate taxes for the German companies with registered offices in Nuremberg comprise corporation tax of 25 per cent (2003: 26.5 per cent) plus the unchanged solidarity surcharge of 5.5 per cent on the corporation tax debt paid as well as the unchanged effective trade tax rate of 13.449 per cent. The flood victim solidarity law (Flutopfersolidaritätsgesetz) passed in September 2002 had caused a one-off rise in the corporation tax rate from 25 per cent to 26.5 per cent for financial year 2003. This results in a tax rate of 39.824 per cent as at 31 December 2004 (2003: 41.118 per cent). 2003 2004 41.118 % 39.824 % 27,248 36,059 – 4,281 – 5,101 other tax-exempt income – 803 – 1,935 additional tax payments or refunds from previous years 1,303 – 475 income from participations valued at equity, not eligible for tax 78 – 179 adjustment of deferred tax due to tax rate changes – 156 – 92 tax-exempt income from the disposal of participations – 552 0 change in valuation allowance for deferred tax assets change in permanent differences consolidation of taxable income from participations 298 72 – 3,021 208 315 330 4,184 523 deviating tax base 617 1,094 other – 22 576 25,208 31,080 other non-deductible expenses Tax expenses reported GfK_123 The deferred taxes result from the following balance sheet items: 31.12.2003 31.12.2004 2,872 2,870 Tangible assets 713 844 Financial assets 567 192 1,641 1,345 214 193 Intangible assets Inventories Accounts receivable and other assets Prepaid expenses 19 8 Provisions 3,670 3,469 Liabilities 20,896 19,576 Deferred income Loss carryforwards and tax credits 60 0 5,249 6,111 Deferred tax assets before valuation allowance 35,901 34,608 Valuation allowance – 1,780 – 1,895 Deferred tax assets 34,121 32,713 Intangible assets – 5,403 – 9,054 Tangible assets – 8,777 – 8,521 Financial assets – 180 – 113 Inventories – 210 – 92 – 17,196 – 16,951 Prepaid expenses – 112 – 189 Special reserve item – 402 – 381 Provisions – 1,156 – 1,090 Liabilities – 1,414 – 2,022 Accounts receivable and other assets Deferred income Deferred tax liabilities Net deferred tax liabilities – 32 – 97 – 34,882 – 38,510 – 761 – 5,797 After netting out, the deferred taxes are reported in the balance sheet as follows: 31.12.2003 Deferred tax assets Deferred tax liabilities Net deferred tax liabilities Total Total of which long-term 8,327 4,822 7,962 4,605 – 9,088 – 5,490 – 13,759 – 10,573 – 668 – 5,797 Tax expenses reported Tax expenses on components of the other comprehensive income Total income tax expenses in shareholders’ equity 2003 2004 25,208 31,080 66 – 68 25,274 31,012 As at 31 December 2004, the Group had domestic tax loss carryforwards amounting to eur 1,944 thousand (2003: eur 2,106 thousand) and foreign tax loss carryforwards of eur 16,797 thousand (2003: eur 14,344 thousand). The domestic loss carryforwards can be carried forward without restriction in terms of date and amount. Among the foreign tax loss carryforwards, the amount of eur 10,739 thousand may be carried forward without limit or for a period of more than 15 years, and the amount of eur 6,058 thousand is available for carryforward until 2014. The estimate of their future realizability governs the valuation of deferred tax assets. This is dependent on the creation of future taxable profits during accounting periods in which tax valuation differences are reversed and tax loss carryforwards can be applied. In view of expected future performance, it is assumed more likely than not that the relevant benefits of the recognized deferred tax credits will be realized according to the provisions of us gaap. For the portion of deferred tax assets not covered by these assumptions, a corresponding valuation allowance amounting to eur 1,895 thousand (2003: eur 1,780 thousand) was applied. The eur 115 thousand increase in the valuation allowance on deferred tax assets is essentially due to the change in deferred tax assets at the affected companies. 6. Net extraordinary income The net extraordinary income of eur 4,038 thousand stems from the repurchase of profit-sharing certificates of iha-GfK ag, Hergiswil, Switzerland. 7. Earnings per share 31.12.2004 of which long-term – 761 The total income tax expenses in shareholders’ equity are as follows: – 5,968 Consolidated total income 2003 2003 adjusted1) 2004 33,322 33,322 52,592 Weighted average of shares outstanding – non-diluted – 26,121,998 31,346,397 31,366,611 Weighted average of shares outstanding – diluted – 26,121,998 31,346,397 31,411,022 Earnings per share in eur 1.28 1.06 1.68 Earnings per share (diluted) in eur 1.28 1.06 1.67 1) The number of shares of the previous year has been corrected to take account of the bonus stock issued in 2004, so as to ensure the comparability of the previous year's figures. 124_GfK Notes: consolidated income statement F I N A N C I A L S TAT E M E N T S The expected amortization expenses for intangible assets within the next five financial years are as follows: Notes to the consolidated balance sheet A breakdown of the fixed assets and their development during the reporting period is given in the fixed assets schedule, which is attached as an appendix to these Notes. Non-scheduled depreciation of eur 74 thousand was incurred. This relates exclusively to write-downs of financial assets. Further details are set out in the above explanatory comment on net income from participations. The basis for the write-down is that the expected discounted future cash flows from this financial asset are less than the book value. Expected amortization expenses 2005 6,268 2006 4,164 2007 3,664 2008 2,123 2009 1,856 8. Intangible assets 9. Tangible assets Software Leasing Software breaks down as follows: The GfK Group leases office premises and business equipment under long-term lease agreements. As a rule, the lease rates consist of a minimum lease payment plus a contingent lease payment whose level is governed by the level of use of the leased assets. In cases in which the GfK Group bears the risks and opportunities arising from the use of the leased assets to a substantial extent, these are capitalized (capital lease). Otherwise the lease payments are carried as an expense (operating lease). There are no significant sub-leases. 31.12.2003 Software as per sfas 86 Software as per sop 98-1 Other software Software 31.12.2004 391 1,570 16,734 17,717 5,617 4,945 22,742 24,232 sfas 86 applies to software which is to be sold, leased or otherwise marketed. sop 98-1 applies to software specifically developed for internal use. The item other software contains standard software for internal use. Goodwill a) Operating leases The following payments under operating lease agreements were carried as expenses: Minimum lease payment An impairment test is carried out in accordance with sfas 142 each year to determine the extent to which there is an extraordinary amortization requirement for existing goodwill. No requirements for amortization resulted from the impairment test for 2004. Contingent lease payment Less sub-lease payments received Lease payments 2003 2004 15,092 15,887 391 368 – 469 – 528 15,014 15,727 The future minimum lease payments arising from such agreements are due as follows as at 31 December 2004: Other intangible assets Other intangible assets are as follows: 31.12.2003 Miscellaneous intangible assets 3,510 31.12.2004 3,436 2005 14,905 2006 11,793 2007 8,901 6,069 Payments on account for intangible assets 1,111 1,492 2008 Other intangible assets 4,621 4,928 2009 4,560 Subsequent years 9,384 Future minimum lease payments under operating leases 55,612 GfK_125 b) Capital lease Company name and registered office The capitalized leased assets comprise eur 15,717 thousand (unchanged) in respect of buildings and eur 12,347 thousand (2003: eur 12,275 thousand) in respect of tangible assets. Net of cumulative depreciation, the resultant book value is eur 11,464 thousand (2003: eur 11,862 thousand) for buildings and eur 1,987 thousand (2003: eur 2,119 thousand) for tangible assets. The future minimum lease payments under such agreements are due as follows as at 31 December 2004: Net income for the year fessel-GfK Institut für Marktforschung Ges.m.b.H., Vienna, Austria 1,535 GfK Arbor, llc, Media, usa 5,511 GfK Asia Pte Ltd., Singapore, Singapore 1,937 GfK Custom Research Inc., Minneapolis, usa 1,124 GfK Danmark a/s, Frederiksberg, Denmark 122 gfk emer ad hoc research, s.l., Valencia, Spain 888 g.f.k. marketing services france sas, Rueil-Malmaison, France 2,680 8,281 2005 2,380 GfK Marketing Services GmbH & Co. kg, Nuremberg 2006 2,073 GfK Marketing Services Italia S.r.l., Milan, Italy 1,740 2007 1,862 GfK Marketing Services Japan k.k., Tokyo, Japan 1,744 2008 1,719 GfK Marketing Services Ltd., West Byfleet, Surrey, uk 2009 1,597 GfK Martin Hamblin Limited, London, uk 3,310 – 1,390 Subsequent years 11,568 GfK Panelservices Benelux b.v., Dongen, Netherlands 1,343 Future minimum lease payments under capital leases 21,199 GfK Sofema International sarl, Rueil-Malmaison, France 1,021 Less: (interest expenses in particular) – 4,808 GfK Sverige Aktiebolag, Lund, Sweden Liabilities under capital leases 16,391 iha-GfK ag, Hergiswil, Switzerland 71 5,442 Institut de Sondage Lavialle (isl) s.a., Issy les Moulineaux, France In April 1992, GfK ag entered into a sale-and-leaseback agreement for part of the office building at Nordwestring 101, Nuremberg, which qualifies as a capital lease. The lease was concluded for 30 years with an original obligation amounting to eur 13,012 thousand. The lease agreement can be terminated from March 2012 onwards with the option to acquire the building for eur 7,533 thousand. If the lease continued over the remaining 10 years, the purchase value in March 2022 would amount to eur 5,028 thousand. The capital lease liability is eur 16,391 thousand (2003: eur 17,087 thousand) of which eur 1,582 thousand (2003: eur 1,491 thousand) has a remaining term of under one year. 581 Institut Français de Recherche-ifr s.a., Viroflay, France 4,044 Intomart b.v., Hilversum, Netherlands – 285 v2 GfK llc, Blue Bell, Pennsylvania, usa 5,538 Loans Loans to affiliated and associated companies include value-adjusted loans with a disbursed amount of eur 5,080 thousand (2003: eur 6,455 thousand). The accumulated write-downs on these loans amount to eur 3,237 thousand (2003: eur 5,827 thousand). Securities 10. Financial assets The composition and development of the financial assets are shown in the consolidated fixed assets schedule. Further information on the GfK Group’s participations in affiliated and associated companies and other participations is provided in the list of shareholdings. The following table shows the annual results for the main companies in the GfK Group: The following table shows an overview of the acquisition costs, fair values and unrealized profits and losses of the portfolio of available-for-sale securities: Bearer instruments 31.12.2003 734 736 Fair value 714 738 29 55 Unrealized profit Each security is valued separately. The bearer instruments held in the portfolio at the end of the year have a remaining term of up to one year. No proceeds were obtained from the sale of available-for-sale securities for financial year 2004 (2003: eur 5 thousand). During the year under review, there were, as in the previous year, no reclassifications of securities from fixed assets to current assets. 126_GfK 31.12.2004 Acquisition costs Notes: consolidated balance sheet F I N A N C I A L S TAT E M E N T S 13. Valuation allowances 11. Trade receivables Valuation allowances developed as follows: 31.12.2003 31.12.2004 Invoiced trade receivables, in respect of third parties affiliated companies associated companies other participations 109,694 118,063 477 1,277 1,485 308 127 334 111,783 119,982 20,036 23,109 131,819 Less: valuation allowance Trade receivables Changes in the scope of consolidation Additions Utilization Receivables not yet invoiced to third parties As at 31.12. 2002 143,091 Release Reclassification – 6,332 – 4,963 Currency difference 125,487 138,128 As at 31.12. 2003 Changes in the scope of consolidation Of the trade receivables, an amount of eur 48 thousand (2003: eur 63 thousand) has a remaining term of over one year. Additions Utilization Release Reclassification 12. Other receivables and assets Currency difference As at 31.12. 2004 31.12.2003 Other receivables and assets 6,251 1,573 10 0 2,212 26 – 604 – 10 – 1,495 0 11 0 – 53 –1 6,332 1,588 10 0 1,459 39 – 592 –5 – 2,293 – 560 42 0 5 2 4,963 1,064 31.12.2004 Receivables from tax and other authorities 4,121 8,169 Receivables from insurance companies 1,839 2,292 Guarantee deposits 1,429 1,528 Other amounts owed by affiliated companies 1,210 1,350 Other assets 1,261 1,127 Other amounts owed by associated companies 2,088 634 Advance payments, credit balances and refund claims 708 567 Amounts owed by related parties 909 554 Amounts owed by employees 496 520 Other receivables under share and asset deals 382 339 Stationery and office supplies and gifts Trade receivables 342 223 14,785 17,303 Less: valuation allowance – 1,588 – 1,064 Other receivables and assets 13,197 16,239 Of the other receivables and assets, an amount of eur 2,842 thousand (2003: eur 2,192 thousand) has a remaining term of over one year. The advance payments, credit balances and refund claims essentially comprise amounts owed by households, suppliers and employees. 14. Securities The trading securities reported under current assets are carried at fair value. During the year under review, write-downs of eur 69 thousand (2003: eur 98 thousand) and write-ups of eur 21 thousand (2003: eur 123 thousand) were booked to the income statement. 15. Shareholders’ equity Subscribed capital The subscribed capital of GfK Aktiengesellschaft was increased on the basis of the capital increase from company funds resolved by the General Meeting on 15 June 2004 and the accompanying issue of bonus shares in the ratio 5:1 from eur 66,872 thousand to eur 133,209 thousand. In order to establish the issue ratio of 5:1, the shareholding was cut by three no-par shares through the acquisition of the shares (with a total fair value at the time of the acquisition of eur 80.40). These shares were called in. In accordance with the option terms 2002/2007, the holders of option rights were entitled, prior to the capital increase from company funds, to acquire new no-par shares in GfK ag in the ratio 1:1 at the price of eur 24.14 per share against submission of the option rights. By the date of registration of the capital increase, 11,530 options were exercised and the same number of new no-par shares issued. On the basis of the capital increase from company funds resolved by the General Meeting of Shareholders on 15 June 2004 and the accompanying issue of bonus shares, the subscription ratio pursuant to § 216 Para. 3 of the German Stock Corporation Act for the issue and exercise of share option rights was adjusted. After the GfK_127 capital increase from company funds becomes effective, each subscriber is entitled to acquire 1.2 no-par ordinary bearer shares in GfK Aktiengesellschaft at the similarly adjusted exercise price against submission of an option right. Of those eligible, 97,166 option rights were submitted, in respect of which 116,598 new no-par ordinary bearer shares were issued. As a result of the measures mentioned above, the capital and the number of no-par ordinary bearer shares issued developed as follows: As at 1 January 2004 Subscribed capital eur’000 Number of no-par shares issued 66,872 26,121,998 – –3 66,337 5,224,399 29 11,530 Redemption of 3 shares Capital increase from company funds and issue of new shares in the ratio of 5 :1 Issue of new shares through conversion of options before capital increase Issue of new shares through conversion of options after capital increase As at 31 December 2004 496 116,598 133,734 31,474,522 GfK Aktiengesellschaft does not hold any of its own shares. As the main shareholder, GfK-nürnberg Gesellschaft für Konsum-, Marktund Absatzforschung e.V., Berlin holds 64 per cent of the shares. Authorized and contingent capital The Management Board is authorized, subject to the approval of the Supervisory Board, to increase the company’s subscribed capital on one or more occasions up to 12 June 2007, by issuing new no-par shares in return for cash or non-cash contributions up to a maximum amount of eur 21,000 thousand. In June 1999, the shareholders passed a resolution for a contingent increase of eur 5,120 thousand in the company’s subscribed capital by issuing up to 2,000,000 new no-par bearer shares. At the Extraordinary General Meeting of 3 September 1999, a resolution was passed to relate profit entitlement to the start of the financial year in which options are exercised. The aim of the contingent capital increase is to grant option rights to the senior management team of the company and its affiliated companies in terms of §§ 15 ff. of the German Stock Corporation Act. The prerequisite for acquiring option rights is the achievement of a minimum target, to be agreed with each individual entitled person, for their immediate area of responsibility. The number of options available to each entitled person is based on the variable salary component advised to each entitled person in an individual letter. By waiving a portion of the promised bonus in the ratio of 1:2.5, this component can be replaced by options. The actual number of options for the first six tranches (2000/2005, 2001/ 2006, 2002/2007, 2003/2008, 2004/2009, 2005/2010) results from division of this figure by a factor of 4.5. The option rights of the 2000/2005 tranche have a term ending on 31 December 2005. Thereafter, options not exercised will expire from this tranche. 128_GfK The option right can be exercised at the earliest two years after issue and only within the defined exercise windows. The exercise price is 120 per cent of the average price of GfK shares in the Xetra closing auction on the five trading days prior to the issue of the option rights, or 120 per cent of the price of GfK shares in the Xetra closing auction on the date of issue if this is higher than the aforementioned average price. In June 2002, the shareholders consented to cancel the existing authorization to grant option rights and approved a new authorization and an adjustment of the contingent capital. The contingent capital so far permitted, which amounts to eur 2,000 thousand, is insufficient to service all the options which can be issued based on the authorization of the General Meetings dated 3 September 1999 and 13 June 2002. The subscribed capital is therefore being increased by a further eur 1,567,229.44, using up the permissible maximum amount, by issuing up to 612,199 no-par bearer shares (contingent capital II). The shares are being issued to the holders of option rights based on the resolutions of the company dated 3 September 1999 and 13 June 2002. The new option terms deviate from those of the first two tranches of the programme as follows: – Members of the Management Board of GfK ag may hold a maximum of 30 per cent of the option rights being granted (previously 20 per cent). – Options may not be exercised during the 14 days before publication of quarterly, half-yearly, annual or provisional annual figures. In addition, the company may set further periods at its discretion during which options may not be exercised. For each of the tranches to be issued, the exercise price to acquire a share is the share’s average Xetra price between the respective previous accounts press conference and the Annual General Meeting or, if higher, the price of the share in the Xetra closing auction on the trading day on which the respective tranche is issued, plus a premium of 5 per cent. Trading days are those days on which the Frankfurt stock exchange determines a price for the company’s shares. The application of the new option terms has been resolved for tranche 3 (issue and exercise) and for all subsequent tranches. Together with the resolutions regarding the increase in share capital, the General Meeting authorized the Supervisory Board on 15 June 2004 to effect the automatic increase in contingent capital which accompanies the capital increase. As a result of this procedure, the contingent capital was increased through use of the new accounting par value of a share from eur 2.56 to eur 4.25 per share. In addition, the conditionally negotiable shares rose by 520,133 shares as a result of the issue of bonus shares in the ratio 5:1. Between the General Meeting and the time of registration of the capital increase, 11,530 options were exercised and new shares issued. After the registration of the capital increase in the Commercial Register on 27 July 2004, a further 116,598 new shares were issued by the year end due to the exercise of options. The contingent capital of the company amounts as at 31 December 2004 to eur 12,768 thousand, corresponding to 3,004,204 no-par bearer shares. Notes: consolidated balance sheet At the same General Meeting, the shareholders approved, in respect of continuation of the stock option plan (tranche 7), a further authorization of up to 780,000 new option rights for the senior management team of the company. During financial year 2004, the stock option programme involved no personnel expenses. Fair value information If the accounts were drawn up according to sfas 123 “Accounting for Stock Based Compensation”, the fair value would be used in valuing the stock options. Stock options As a result of the capital increase from company funds and the issue of bonus shares in the ratio 5:1, the subscription right in respect of the issued options of tranches one to six increased from one share to 1.2 shares per option. The exercise prices were adjusted accordingly. The following details of the stock options, with regard to the values of the previous year, have been adjusted where necessary to the change in number of shares brought about by the issue of bonus shares. Tranche Term 1 2000/05 Total options 380,130 of which Manage- Exercise ment price in Board eur 76,512 46.00 exercisable from to 20021) Options exercised 20051) – F I N A N C I A L S TAT E M E N T S Shares issued – 2 2001/06 366,690 85,215 34.75 20031) 20061) – – 3 2002/07 380,300 85,215 20.11 20042) 20072) 108,696 128,128 4 2003/08 457,319 149,9993) 15.44 20052) 20082) – – 5 2004/09 419,720 128,110 25.81 20062) 20092) – – 6 2005/10 489,8914) 122,2214) TBA 20072) 20102) – – 7 2006/11 596,2084) 146,6644) TBA 20082) 20112) – – 1) Exercise of options commences after the General Meeting. Options may be exercised during the following periods: from the third trading day on the Frankfurt stock exchange after the General Meeting of GfK ag until 30 June (inclusive) and from the first day after publication of the half-yearly figures until 30 September (inclusive) and from the first day after publication of q3 figures until 14 days before the financial year ends (inclusive). 2) Exercise of options commences after the General Meeting. Options may not be exercised during the 14 days before publication of quarterly, half-yearly, annual or preliminary annual figures. The company may set further periods during which options may not be exercised. 3) Including members of the Management Board who have since left the company. 4) Subscribed; entitlement to options does not yet exist; options not yet issued. The development of the stock options issued has been as follows: The fair value of the stock options issued by GfK during 2000, 2001, 2002, 2003 and 2004 has been calculated at the date of granting the options on the basis of a Black-Scholes option pricing model, taking into account the terms of issue. The parameters used in determining the fair value and the totals based on these were as follows: Tranche Options granted 4 5 33 % 39 % 39 % 42 % 22 % 4.8 % 4.7 % 2.8 % 3.9 % 5.54 Term in years 5.58 5.59 5.55 5.55 Fair value per option in eur 16.42 12.92 7.63 7.30 8,19 Total value per programme 6,390 4,854 2,902 3,399 3,455 1) Yields on German public sector bearer bonds outstanding with average remaining terms of over five to six years inclusive. The average weighted remaining term of the stock options as at 31 December 2004 was 3.1 years (2003: 3.6 years). Supplementary disclosures (valuation at fair value as at 31 December 2004) The following table shows the parameters and totals of the five issued tranches when valued at the 2004 year-end: Tranche 1 2 3 4 5 Implicit volatility on closing date 18 % 18 % 18 % 18 % 18 % Risk-free investment interest 1) 2.4 % 2.6 % 2.8 % 3.0 % 3.2 % 1 2 3 4 5 0.02 1.77 12.54 18.02 9.87 8 665 4,769 8,390 4,163 Total value per programme Balance at start of year 3 5.2 % Term in years 2004 2 Risk-free investment interest 1) Fair value per option in eur 2003 1 Implicit volatility on date of issue 1) Swap rates with identical maturities. Number of options Average exercise price in eur/share Number of options Average exercise price in eur/share 1,145,190 33.72 1,610,764 28.43 25.81 465,574 15.44 421,805 Exercised – – 108,696 20.11 Expired – – 28,410 32.56 Repayments – – – – Balance at year end 1,610,764 28.43 2,169,675 27.55 Exercisable at year end 764,890 40.48 1,018,424 35.04 As at the reporting date of 31 December 2004, the option value is calculated taking into account the remaining terms of the individual tranches. Market rates as at the balance sheet date of 31 December 2004 were used for the parameters. GfK_129 Other comprehensive income The changes in other comprehensive income are as follows: Before tax 2003 tax effect 29 –9 31 0 Unrealized profits/losses from market valuation of available-for-sale securities: Change in unrealized profits/losses Differences from currency conversion Total unrealized profits/losses from available-for-sale securities Change in unrealized profits/losses from derivative financial instruments 2004 tax effect 20 21 –7 14 31 – 25 0 – 25 Net Net 60 - 9 51 –4 –7 – 11 149 - 59 90 – 192 76 – 116 Difference from currency conversion – 3,207 2 – 3,205 – 5,206 –1 – 5,207 Change in other comprehensive income – 2,998 – 66 – 3,064 – 5,402 68 – 5,334 Proposed appropriation of profits Pension provisions In accordance with the German Stock Corporation Act, the dividend that may be distributed is determined by the retained profit reported in the annual financial statements of GfK ag. These are prepared under the provisions of the German Commercial Code (hgb). A proposal will be made to the General Meeting to distribute a dividend of eur 9,442 thousand (eur 0.30 per no-par share) to shareholders out of the retained profit for 2004 of eur 41,105 thousand and to carry forward eur 31,663 thousand. The following tables provide more detailed information about the GfK Group’s pension plans. The projected benefit obligation (pbo) has developed as follows: 2003 Germany Projected benefit obligation as at 1.1. 1,612 19,334 1,695 – 93 – – 69 Service costs 447 188 717 213 Interest costs 941 48 946 46 – 9 – – 739 190 2,339 167 – 1,881 – 259 – 597 – 80 – – – 494 – –4 – – – 19,334 1,695 22,245 1,972 The breakdown of provisions is as follows: 31.12.2004 Total > 1 year Pension provisions 19,045 18,470 19,998 19,424 Provisions for taxes 9,651 0 13,543 0 Other provisions 46,046 5,517 51,408 7,385 Provisions 74,742 23,987 84,949 26,809 2004 Germany Abroad – Price differences 31.12.2003 Total > 1 year Abroad 19,092 16. Provisions Participant contributions 130_GfK Before tax Actuarial gains/losses Benefits paid Cuts in benefits Settlements Projected benefit obligation as at 31.12. Notes: consolidated balance sheet The following values result for pension plans in which the accumulated benefit obligation (abo) exceeds the fair value of the plan assets: The following table shows the development of plan assets: 2003 Germany Abroad 2004 Germany Abroad Fair value of plan assets as at 1.1. 404 486 93 371 Price differences – – 34 – – 22 Actual return on plan assets 10 –2 6 –2 Employer contributions 16 71 5 62 Benefits paid Settlements Fair value of plan assets as at 31.12. – – 51 – – 13 – 337 – 99 – – 43 93 371 104 353 The measurement date for plan assets in Germany is 31 December 2004. The anticipated contributions for the following year amount to eur 5 thousand. Due to the minor importance of the German pension fund, the supplementary disclosures according to sfas 132 have not been provided. The following table shows the reconciliation from the financing status of the plan assets to the amounts stated in the consolidated balance sheet: 2003 Germany Extent to which the pension plan is financed Unrealized actuarial gains/losses Unrealized service cost relating to previous years Non-amortized amount from initial application of sfas 87 or sfas 106 Net figure reported Included in the balance sheet: pension provisions 19,241 Abroad 1,324 2004 Germany Abroad 22,141 1,619 – 1,230 – 242 – 1,396 – 360 – – – 1,963 – 10 18,021 18,021 – 58 1,024 1,024 F I N A N C I A L S TAT E M E N T S 9 18,791 18,791 – 52 1,207 1,207 2003 Germany Accumulated benefit obligation (abo) Abroad 2004 Germany Abroad 16,394 1,097 20,286 1,090 93 371 104 353 Fair value of plan assets at the end of the reporting period The assumptions regarding the discount rate and compensation trends as well as long-term return on the plan assets used to calculate the pbo vary depending on the general economic conditions of the country for which the pension plan has been set up. The actuarial calculation of value is based on the following assumptions (weighted averages): 2003 2004 5.2 % 4.7 % Expected long-term return on plan assets 1.2 % 2.3 % Long-term compensation increase 4.5 % 3.4 % Discount rate The period-related net pension expenses for financial years 2003 and 2004 contain the following items: Components of pension expenses 2003 Germany Abroad 2004 Germany Abroad Service cost (present value of entitlement acquired during financial year) 447 188 717 213 Interest cost 941 48 946 46 Expected return on plan assets –4 –2 –4 –2 Amortization of amounts from initial application of sfas 87 or sfas 106 –1 3 –1 8 Realized gains and losses – 21 –2 47 Amortization of service cost relating to previous years – – 218 – – – – 494 – 1,383 258 1,380 312 Profit from the curtailment or discontinuation of the pension plan Pension expenses (net) GfK_131 Defined contribution plans 17. Financial liabilities Some companies within the GfK Group offer their staff defined contribution plans. The concrete benefits can vary depending on the legal, tax and economic framework conditions of the country concerned. The basis of assessment for contributions to such plans is mainly the length of service with the company and the wage or salary level of the employee. The pension expenses of defined contribution plans amounted to eur 3,159 thousand (2003: eur 4,367 thousand) in financial year 2004. Financial liabilities are as follows: Amounts due to banks 31.12.2003 31.12.2004 17,014 9,865 Liabilities under capital leases 1,491 1,582 Other financial liabilities 3,617 4,446 22,122 15,893 Short-term liabilities with a term of up to 1 year Other provisions The breakdown of other provisions is as follows: Amounts due to banks (of which with a remaining term of over 5 years) Personnel 31.12.2003 31.12.2004 31,337 36,362 Invoices outstanding 2,882 3,369 Commitments to authorities and insurance companies 2,885 2,801 External accounting and auditing costs 1,930 2,482 Sales 2,223 2,347 Commitments to households, respondents etc. 1,065 1,339 693 897 Lawyers’ and consultants’ fees Financial instruments 686 453 Anticipated losses on pending transactions 122 158 Commitments arising out of letters of comfort Miscellaneous Other provisions 700 0 1,523 1,200 46,046 51,408 Liabilities under capital leases (of which with a remaining term of over 5 years) Other financial liabilities (of which with a remaining term of over 5 years) 27,948 35,490 (4,898) (3,161) 15,596 14,809 (11,158) (10,155) 941 661 (0) (236) Long-term liabilities with a term of over 1 year 44,485 50,960 Financial liabilities 66,607 66,853 Other financial liabilities contain loan liabilities totalling eur 5,043 thousand (2003: eur 4,444 thousand) as at 31 December 2004, of which eur 4,417 thousand (2003: eur 3,588 thousand) concerned related parties. As at 31 December 2004, the weighted average interest rate for amounts due to banks was 3.73 per cent (2003: 3.71 per cent). The financial liabilities become due in the next five years and thereafter as follows: The provisions for employees comprise mainly commitments for the payment of bonuses (eur 13,158 thousand), holiday arrears (eur 8,301 thousand), severance payments (eur 7,370 thousand), partial retirement (eur 2,119 thousand) anniversary expenses (eur 1,834 thousand) and flexitime balances (eur 1,589 thousand). Miscellaneous other provisions mainly comprise amounts owed to suppliers (eur 747 thousand) and obligations to related parties (eur 109 thousand). 20051) 15,893 2006 8,261 2007 7,743 2008 16,042 2009 13,554 Financial liabilities 66,853 1) Contains current account liabilities payable on demand in the context of credit lines. As at 31 December 2004, the GfK Group had confirmed credit lines of eur 142,635 thousand (2003: eur 162,800 thousand), of which eur 95,430 thousand (2003: eur 116,015 thousand) has not been used. The weighted average rate of interest on the credit lines is 3.79 per cent (2003: 3.91 per cent). 132_GfK 5,360 Subsequent years Notes: additional information 19. Other liabilities There is collateral amounting to eur 9,112 thousand (2003: eur 17,172 thousand) for amounts due to banks and liabilities under leases amounting to eur 61,746 thousand (2003: eur 62,049 thousand). The collateral breakdown is as follows: 31.12.2003 Other liabilities comprise the following: 31.12.2004 Amounts due to banks secured by mortgages deposit or pledging of securities assignment of receivables other collateral 12,752 5,821 451 – 1,313 1,200 258 – Liabilities under leases secured by transfer of movable assets 173 113 assignment of receivables 2,150 1,978 other collateral Secured liabilities F I N A N C I A L S TAT E M E N T S 75 – 17,172 9,112 Tax liabilities 7,088 Wages and salaries 1,922 2,857 Accounts payable to clients 1,673 2,464 Other accounts payable under share and asset deals 459 2,040 Other accounts payable to households, respondents, interviewers 657 930 12 664 Accruals and deferrals Accounts payable to insurance companies 700 633 Accounts payable to employees 520 369 Other accounts payable to affiliated companies 476 238 2,463 194 138 79 18. Trade payables Trade payables are as follows: Other accounts payable to other participations Miscellaneous liabilities Trade payables owed to third parties owed to affiliated companies owed to associated companies owed to other participations Trade payables 26,690 – 28,800 443 1,147 – 1,188 – 319 – 427 – – – 29 – 28,156 0 30,444 443 14,664 6,436 Other accounts payable to associated companies 31.12.2004 Remaining term Total > 1 year 31.12.2004 14,171 Liabilities in connection with social security Other accounts payable to related parties 31.12.2003 Remaining term Total > 1 year 31.12.2003 Other liabilities 48 0 840 827 30,515 33,047 As at 31 December 2004, there were other liabilities amounting to eur 966 thousand (2003: eur 133 thousand) with a remaining term of over one year. 20. Notes to the consolidated funds statement Of the cash flow from ongoing business activity of eur 92,298 thousand (2003: eur 69,221 thousand), an amount of eur 85,089 thousand (2003: eur 47,717 thousand) was invested, of which eur 59,136 thousand (2003: eur 22,481 thousand) related to the acquisition of affiliated companies and other business units. Dividends totalling eur 13,241 thousand (2003: eur 8,235 thousand) were paid to shareholders of GfK ag and to minority shareholders in subsidiaries. The liquid funds in the balance sheet fell by eur 4,544 thousand (2003: up by eur 8,074 thousand). 21. Related parties During the year under review, significant relationships going beyond the normal course of business existed with the following persons and groups: On the basis of loans to GfK Group companies, there were liabilities to The npd Group, Inc., Port Washington, New York, usa, amounting to eur 515 thousand as at the reporting date. This figure includes a loan obligation of eur 132 thousand with a remaining term of more than one year. In the reporting year, interest on loans totalled eur 38 thousand. GfK_133 There were mainly loan obligations amounting to eur 2,010 thousand due to GfK-nürnberg, Gesellschaft für Konsum-, Markt- und Absatzforschung e.V., Berlin, the majority owner of GfK ag. The corresponding interest expenses amounted to eur 39 thousand. In January 2004, Arbor Inc., Media, usa granted GfK Arbor, llc, Media, usa an interest-free operating loan of usd 2.5 million (eur 1,838 thousand) with a term of two years. Some top managers have posts in both companies. that may arise for The npd Group, Inc. from the credit guarantee issued to a bank. This credit guarantee was given by The npd Group, Inc. vis-à-vis the bank in favour of npd Intelect, l.l.c., to secure a loan for usd 8,950 thousand. The loan commitment as at 31 December 2004 amounted to eur 2,083 thousand (usd 2,834 thousand). At GfK Danmark a/s, Frederiksberg, Denmark, there is the risk of a payment of taxes for prior years of approx. eur 188 thousand (dkk 1,400 thousand) arising from non-deductible expenses of eur 631 thousand (dkk 4,700 thousand) to 31.12. 2004. Ms Elcin Üner and Mr Ali Levent Orhun are minority shareholders and managing directors of Procon GfK Arastirma Hizmetleri a.s., Istanbul, Turkey. On the reporting date, there were other loans with a remaining term of more than one year of eur 858 thousand in each case. The interest income on these amounted to eur 33 thousand in each case. At GfK – Centar za istrazivanje trzista d. o. o., Zagreb, Croatia, there are contingent liabilities of eur 60 thousand (hrk 450 thousand) to eur 182 thousand (hrk 1,361 thousand) arising from disputes under employment law. Ms Margaret Martin, Mr Derek Martin and Mr Allan Bowditch are minority shareholders and managing directors of GfK Martin Hamblin Limited, London, uk. Prior to the additional acquisition of the remaining shares in GfK Martin Hamblin Limited, London, uk by GfK ag, there were other loans totalling eur 8,084 thousand relating to these minority shareholders and managing directors, with a remaining term of more than one year. The interest income from these amounted to eur 55 thousand in respect of Ms Margaret Martin, eur 47 thousand in respect of Mr Derek Martin and eur 34 thousand in respect of Mr Allan Bowditch. There were loan liabilities amounting to eur 421 thousand in respect of the members of the management and minority shareholders of various subsidiaries. In the years 2005 to 2009, purchase price payment obligations for additional shares and purchase price adjustments of eur 66,326 thousand (2003: eur 54,173 thousand) will result from purchase contracts concluded in connection with the acquisition of participations. In case of compliance by the contractual parties, payment obligations of eur 40 thousand will arise for the GfK Group in 2005 as a result of competition agreements that have been concluded. The future commitments arising from lease agreements are described in the section on leases. 23. Financial instruments and derivatives The carrying amounts and fair values of the financial instruments of the GfK Group are shown in the following table. The receivables and liabilities in respect of related parties have a remaining term of up to one year, unless indicated otherwise. 31.12. 2003 Carrying amount Fair value 22. Contingencies and other financial commitments Financial instruments other than derivatives The contingencies and other financial commitments that are not carried as liabilities in the consolidated balance sheet are reported at nominal values and represent the following amounts: Financial assets guarantees and sureties order commitments 29,760 29,760 23,942 7,538 7,538 6,488 6,488 Liquid funds 53,241 53,241 48,697 48,697 Financial liabilities 66,607 66,607 66,853 66,853 19 19 33 33 167 167 2 2 17 17 199 199 181 181 254 254 Securities 31.12.2003 31.12.2004 8,784 6,738 573 131 2,010 2,574 Commitments arising from maintenance, service and licence agreements 31.12. 2004 Carrying amount Fair value 23,942 Derivative financial instruments Assets Currency hedging contracts Interest rate hedging contracts Liabilities In addition, there are the following contingencies and financial commitments: GfK Aktiengesellschaft has given a guarantee vis-à-vis The npd Group, Inc., Port Washington, New York, usa, corresponding to its participation in npd Intelect l.l.c., Port Washington, New York, usa, held since 1 January 2001 via GfK Holding, Inc., Wilmington, usa, to the effect that it assumes 25 per cent of the liability for the contractual fulfilment of any commitments 134_GfK Currency hedging contracts Interest rate hedging contracts The derivative financial instruments are valued on a marking-tomarket basis by the respective banks. Notes: segment reporting As at 31 December 2004, the GfK Group’s portfolio included currency hedging contracts to hedge against the Japanese yen, the Hungarian forint, the uk pound, the Polish zloty, the Swiss franc and the us dollar. The nominal amount of the currency hedging contracts totalled eur 11,337 thousand, of which eur 42 thousand had a residual term of over one year. In addition, as at the end of the financial year, the GfK Group had contracts to hedge against interest rate risks with a total nominal value of eur 26,260 thousand with a residual term of over one year. Of this amount, a nominal volume of eur 17,175 thousand relates to interest rate swaps with a residual term of 3.5 to 5 years, which are classified as cash flow hedges. In the case of derivatives utilised for cash flow hedging, fluctuations in fair value are reported as other comprehensive income. For the year under review, the amount booked under other comprehensive income totalled eur 192 thousand before taxes. Gains or losses from derivative financial instruments which are not reported as part of the hedge accounting are booked in net interest income or net other financial income. In total, the income from these financial instruments amounted to eur 61 thousand, while expenses amounted to eur 292 thousand. 24. Segment reporting The primary classification of the GfK Group into segments is based on the organization of the divisions corresponding to the products and services offered. The secondary classification is by region. The GfK Group provides services in the segments Custom Research (previously: Ad Hoc Research), Retail and Technology (previously: Non-Food Tracking), Consumer Tracking, Media, HealthCare and Other. Custom Research: information services for developing, positioning and maintaining products and services, aimed at optimizing the mix of marketing policy activities and managing product and corporate brands and customer loyalty. F I N A N C I A L S TAT E M E N T S Retail and Technology: information services regarding marketing, sales, logistics in retail and industry for companies operating in consumer technology markets. Consumer Tracking: information services regarding market and marketing matters relating to day-to-day consumer buying decisions and habits, providing information on almost all fast moving consumer goods plus a large number of slow moving consumer goods and services. Media: information services on media consumer behaviour and attitudes. Services include quantitative analyses of viewer, reader and listener reach and qualitative surveys on acceptance, preferences and recall of media content. HealthCare: information services relating to product development, communication, image and price control of medicines, market positioning and customer satisfaction, measuring the unit number and sales of materials and products used by dentists and laboratories as well as measuring the consumption of veterinary medicines. Other: internal services relating to it and administration, services in connection with data collection, processing and analysis, method and product research. In the GfK Group, the internal control and reporting are largely based on the same accounting and valuation methods as the consolidated financial statements. The Group measures the success of its segments by reference to the operating profit. The operating profit of a segment is determined on the basis of the result before financial income (excluding other income) produced by the Management Information System. As a rule, internal Group transactions are carried out at market prices. Sales are attributed to the countries in accordance with the principle of country of origin. The segment information for financial years 2003 and 2004 is as follows: Sales 2003 Operating profit Depreciation Sales 2004 Operating profit Custom Research 220,824 15,423 4,265 252,096 21,243 4,341 Retail and Technology 166,700 36,071 6,235 187,001 46,878 4,583 Consumer Tracking 89,764 3,499 3,354 94,405 5,881 2,329 Media 58,293 7,480 3,073 62,237 7,780 2,757 HealthCare 49,269 6,258 1,503 68,094 7,746 1,662 Other 10,432 – 1,446 6,346 7,902 – 3,439 6,344 Group 595,282 67,285 24,776 671,735 86,089 22,016 Depreciation GfK_135 Sales by region are as follows: Germany Northern Europe 2003 2004 221,696 236,337 54,131 55,584 204,735 215,720 Central and Eastern Europe 31,792 40,053 America 48,601 84,787 Asia and the Pacific 34,327 39,254 595,282 671,735 Western and Southern Europe Group During the reporting year and in the previous year, none of the segments recorded sales with any single client exceeding 10 per cent of consolidated sales. Due to company acquisitions and other changes in the scope of consolidation, the previous year’s figures cannot be compared directly with the figures for the consolidated financial statements as at 31 December 2004. To facilitate a comparison, the influences resulting from changes are eliminated in the following pro forma statements in accordance with sfas 141. The following pro forma statement prepared in accordance with sfas 141 shows selected items from the income statement for 2004 on the assumption that all significant acquisitions and additional acquisitions concerning affiliated companies which took place during the financial year under review had already taken place on 1 January 2004. In the pro forma statement, the following transactions are taken into account: First-time consolidation of indicator gfk ltda., São Paulo, Brazil First-time consolidation of the 48 per cent share in Institut Français de Recherche-ifr s.a., Viroflay, France (held by the first-time consolidated var finance et reinvestissement – v.f.r. sas, La Valette-du-Var, France) Additional acquisition of 20.12 per cent of iha-GfK ag, Hergiswil, Switzerland Additional acquisition of 49 per cent of GfK Martin Hamblin Limited, London, uk Sales Result from ongoing business activity Difference Absolute Per cent 671,735 673,605 1,870 0.3 90,544 89,942 – 602 – 0.7 Consolidated total income before minority interests 63,502 63,036 – 466 – 0.7 Consolidated total income 52,592 52,946 354 0.7 Earnings per share in eur 1.68 1.69 0.01 0.7 136_GfK First-time consolidation of GfK Marketing Services South Africa (Proprietary), Sandton, South Africa First-time consolidation of GfK Arbor, llc, Media, usa Additional acquisition of 65 per cent of m2a s.a., Saint Aubin, France 2003 Actual Pro forma Sales Result from ongoing business activity 25. Pro forma statements in accordance with sfas 141 2004 Actual Pro forma The income statement 2003 is the basis for the following pro forma statement in accordance with sfas 141. It has been assumed that all material changes in the scope of consolidation that took place in 2004, had already taken place on 1 January 2003. In addition to the above-mentioned changes in the scope of consolidation, the following transactions were also taken into account: Difference Absolute Per cent 595,282 623,825 28,543 4.8 6,496 9.8 66,269 72,765 Consolidated total income before minority interests 41,061 45,336 4,275 10.4 Consolidated total income 33,322 39,762 6,440 19.3 Earnings per share in eur 1.06 1.27 0.21 19.3 26. Pending litigation and claims for compensation Neither GfK ag nor any of its subsidiaries were involved in any significant legal disputes as at 31 December 2004. 27. Events after the balance sheet date Heinrich A. Litzenroth, the member of the Management Board responsible for the Custom Research division, was identified in Khaolak, Thailand as a victim of the tsunami in South East Asia of 26 December 2004. On 1 March 2005, Mr Litzenroth’s membership of the Management Board was revoked for legal reasons. His previously held responsibility for the Custom Research division is being taken over by Petra Heinlein. The Media division, for which she was previously responsible, is being taken over by Wilhelm Wessels in addition to Consumer Tracking and HealthCare divisions. Also on 1 March, Mr Christian Weller von Ahlefeld was appointed as the new Chief Financial Officer. He will be responsible for the Financial Services, Central Services and Human Resources Services departments. Mr von Ahlefeld will commence his work on 1 June 2005 and has been appointed in the post until 2008. With effect from 1 January 2005, GfK has acquired full ownership of Beyen Marktforschung. The company, which is represented in Germany, the usa and Canada, is a specialist in continuous pricing research in the electronic consumer goods market, particularly in the area of price-related advertising and promotional activities. This will strengthen the Retail and Technology division. Notes: supplementary disclosures In January 2005, GfK sold its 50 per cent participation in iha•ims Health GmbH in Switzerland. At the same time, the holding in the German gpi Kommunikationsforschung Gesellschaft für Pharma-Informationssysteme mbH was increased from 80 per cent to 100 per cent. The goal of these transactions is to focus HealthCare business on its core competency. At the start of February 2005, GfK announced an increase in its shareholding in the American company Caribou Lake Software, llc from 19.9 per cent to 69.8 per cent with effect from 1 January 2005. The company operates in the Custom Research segment. 28. Changes since the previous year The accounting and valuation methods used in the consolidated financial statements for the previous year have been retained. The changes in the scope of consolidation have already been outlined above. 29. Notes to the consolidated financial statements pursuant to § 292 a HGB Accounting in accordance with us gaap, the method applied by the GfK Group, differs from accounting under hgb (German Commercial Code). Any differences which have a material impact on the consolidated financial statements of the GfK Group are explained below. Intangible assets In accordance with hgb, only intangible assets acquired for consideration may be capitalized. In accordance with us gaap, proprietary intangible assets must be capitalized in specific circumstances (especially software). Goodwill In principle, goodwill from the first-time consolidation of subsidiaries is determined in the same way for both accounting systems. In accordance with hgb, there is the option to either offset goodwill against reserves with no impact on the result and disclose this, or to write down over the anticipated useful life or over four years by means of regular amortization. In accordance with us gaap, goodwill should not be subject to regular amortization but should be subject to an annual impairment test, which may involve the application of extraordinary amortization. Leases The criteria, in accordance with which, in hgb accounting, a leased asset must be capitalized by the lessee, are based on taxation rules. They therefore differ from the criteria of us gaap. As a result, capitalization duties for the lessee under us gaap (capital leases) are more extensive than under hgb. F I N A N C I A L S TAT E M E N T S Reinstatement of original values In certain cases, it is prescribed in accordance with hgb that write-downs of an asset to a lower attributable value must be reversed by reinstating the original value when the reasons for the earlier write-down cease to exist. us gaap does not, in principle, permit the reinstatement of original values. Recognition of sales In accordance with hgb, a sale may only be recognized when the service has been completed and invoiced. Ongoing orders are reported as inventories until such time. In accordance with us gaap, the recognition of sales is determined by the portion of the service that has already been delivered. Sales may therefore also be recognized before the completion of the service to be delivered and when the services have not yet been invoiced. Reporting unrealized profits In accordance with hgb, the principle of imparity does not permit the inclusion of unrealized profits, but requires unrealized losses to be stated as soon as they can be anticipated. us gaap permits the inclusion of unrealized profits. For assets and liabilities in foreign currencies, this means that, in accordance with us gaap, these must be converted at the rate of exchange on the reporting date. In principle, exchange gains and losses are included on the income statement. hgb provides no specific rules for the valuation of derivative instruments, which means that the general principles of valuation at acquisition cost and of the principle of prudence apply. In accordance with us gaap, derivative instruments must be valued at their fair value as at the balance sheet date. Special rules apply to hedging transactions. Provisions for pensions and similar obligations In accordance with hgb, the valuation of pension obligations is largely carried out applying the partial value method pursuant to § 6 a EStG (German Income Tax Act), but other methods are also permissible. In accordance with us gaap, the application of the projected unit credit method is mandatory. In contrast with hgb, future salary rises of the person entitled to the pension are taken into account. Entitlements in respect of pension funds are offset against the provision. In accordance with us gaap, an allocation to the pension provisions that initially has no impact on income is possible in some cases. Other provisions hgb permits the setting up of provisions for amounts owed to third parties and for internal costs such as maintenance (provisions for operating expenditure). Provisions must be valued according to the principle of prudence. In accordance with us gaap, provisions for operating expenditure are not permitted. Provisions must be valued at the amount most likely to be used. If several equally probable amounts exist, the lowest of the range must be stated. GfK_137 Liabilities on orders in progress Number of employees In accordance with hgb, invoices for prepayments or payments on account which have not been paid by the balance sheet date may not be stated as payments on account received. The underlying receivable must also be eliminated, because this is a pending transaction for both sides. Given the different way of realizing sales, receivables from pending transactions may be reported in accordance with us gaap. Liabilities on orders in progress include accrued sales which have resulted from invoices for prepayments or payments on account, but cannot yet be recognized as sales in accordance with the method of realizing sales. The accrued amounts may be matched both by open and already settled receivables. The GfK Group employed 5,417 (2003: 5,000) staff on average during the year under review. The average number of employees over the year was determined on the basis of full-time employees. The calculation of the average was carried out using the key dates 31 March, 30 June, 30 September and 31 December. The employees were distributed over the divisions as follows: 2003 2004 Custom Research 1,663 1,862 Retail and Technology 1,457 1,612 Consumer Tracking 834 834 Scope of consolidation Media 326 330 In accordance with hgb, subsidiaries are included in the consolidated financial statements if the parent company holds the majority of the voting rights or if the companies are under the uniform management of the parent company. A company is assumed to be an associated company if, in the event of a participation quota of at least 20 per cent, a determining influence is actually exercised on its business and financial policies. In accordance with us gaap, the consolidation of subsidiaries depends on the possibility of control being exercised by the parent company. The rights of minority shareholders in particular have to be examined to determine whether they hinder the control of the parent company. A minimum participation of 20 per cent in accordance with us gaap is not a precondition for qualification as an associated company. By contrast with the corresponding hgb provision, it is only a question of the possibility of exercising a determining influence. HealthCare 192 238 Other 409 405 Minority interests The minority interests in accordance with hgb are included in the consolidated shareholders’ equity. In accordance with us gaap, these are reported in a separate item between shareholders’ equity and liabilities. 4,881 5,281 Managing Directors/Management Board members 75 84 Trainees 44 52 5,000 5,417 Full-time employees Total remuneration and shares of the Management Board and Supervisory Board The total remuneration and shares of the Management Board are as follows: In eur’000 Fixed remuneration The expense items of the income statement contain the following personnel expenses: Wages and salaries Social security contributions Personnel expenses 138_GfK 2003 2004 210,180 232,633 46,464 48,053 256,644 280,686 Number of stock options 443.9 700.3 1,144.2 33,333 Petra Heinlein 262.2 350.3 612.5 22,222 Dr. Gérard Hermet 307.3 520.3 827.6 22,222 Heinrich Litzenroth 298.8 370.3 669.1 22,222 96.2 191.3 287.5 – 300.7 360.3 661.0 22,222 2004 1,709.1 2,492.8 4,201.9 122,221 2003 1,882.3 1,119.0 3,001.3 128,110 Wilhelm Wessels Personnel expenses – information pursuant to § 314 Para. 1 No. 4 hgb (German Commercial Code) Total remuneration Professor Dr. Klaus L. Wübbenhorst (ceo) Professor Dr. Franz Merl (until 30.04.2004) 30. Supplementary disclosures Variable remuneration Notes: supplementary disclosures F I N A N C I A L S TAT E M E N T S The total remuneration of the Supervisory Board amounts to: In eur’000 Fixed Variable Total remuneration remuneration1) remuneration Hajo Riesenbeck (Chairman) 8.4 19.5 27.9 Dr. Arno Mahlert (Deputy Chairman) 3.7 8.5 12.2 Dr. Christoph Achenbach 6.5 15.0 21.5 Jörg Bandt 6.5 15.0 21.5 Dr. Wolfgang C. Berndt 6.5 15.0 21.5 Kerstin Döpfert 6.5 15.0 21.5 Klaus Hehl 4.9 10.3 15.2 Werner Spinner 3.6 8.2 11.8 Dieter Wilbois 6.5 15.0 21.5 Elmar Wohlgensinger 3.3 6.8 10.1 Peter Zühlsdorff 12.7 29.3 42.0 2004 69.1 157.6 226.7 2003 68.3 99.7 168.0 1) Subject to the resolution on the appropriation of profits at the 2005 Annual General Meeting In total, the Management Board holds 464,113 shares and, inclusive of the options listed in the table, 528,728 options to shares. The Supervisory Board owns 11,987 shares. The members of the Supervisory Board hold no options to shares. Former members of the management of GfK GmbH, Nuremberg, and of the Management Board of GfK ag, received total remuneration including indemnity payments of eur 1,901 thousand (2003: eur 716 thousand); an amount of eur 8,538 thousand (2003: eur 8,458 thousand) was set aside by GfK ag for pension commitments to former members of the Management Board and Managing Directors. There were no loans or advances to members of the Management Board or Supervisory Board, and no contingent liabilities were incurred for this group. GfK_139 Supervisory Board Hajo Riesenbeck Chairman (from 16 December 2004) Kerstin Döpfert Management Consultant Director at McKinsey & Company, Düsseldorf Vice President of GfK-nürnberg Gesellschaft für Konsum-, Markt- und Absatzforschung e.V., Berlin Dr. Arno Mahlert Deputy Chairman (from 15 June 2004) (from 16 December 2004) Member of the Management Board of Tchibo Holding ag, Hamburg Klaus Hehl Deputy Chairman (until 15 June 2004) Werner Spinner Management Consultant (from 15 June 2004) Chairman of the Supervisory Board of Biotest ag, Dreieich Member of the Supervisory Board of csm n.v., Diemen, Netherlands Merz GmbH Holding, Frankfurt/Main Chairman of the Supervisory Board of Springer Science + Business Media s.a., Luxembourg Deputy Chairman of the Supervisory Board of Saarbrücker Zeitung GmbH, Saarbrücken Member of the Board of Administration of GfK-nürnberg Gesellschaft für Konsum-, Markt- und Absatzforschung e.V., Berlin Dieter Wilbois Member of the Supervisory Board of Beiersdorf ag, Hamburg Member of the Board of Administration of GfK-nürnberg Gesellschaft für Konsum-, Markt- und Absatzforschung e.V., Berlin Dr. Christoph Achenbach Chairman of the Management Board of KarstadtQuelle ag, Essen Chairman of the Supervisory Board of Karstadt Warenhaus ag, Essen Neckermann Versand ag, Frankfurt am Main Quelle Aktiengesellschaft, Fürth Member of the Supervisory Board of Thomas Cook ag, Oberursel Member of the Board of Administration of GfK-nürnberg Gesellschaft für Konsum-, Markt- und Absatzforschung e.V., Berlin Jörg Bandt Data Collection Manager at GfK Aktiengesellschaft, Nuremberg Dr. Wolfgang C. Berndt Chairman of the Board of Directors of the Institute For The Future, Menlo Park, California, usa Member of the Board of Directors of Cadbury Schweppes plc, London, uk Lloyds tsb Bank plc, London, uk Lloyds tsb Group plc, London, uk Member of the Board of Administration of GfK-nürnberg Gesellschaft für Konsum-, Markt- und Absatzforschung e.V., Berlin 140_GfK Independent Works Council representative at GfK Aktiengesellschaft, Nuremberg Independent Works Council representative (Chairman) at GfK Aktiengesellschaft, Nuremberg Elmar Wohlgensinger (until 15 June 2004) Peter Zühlsdorff Honorary Chairman (from 16 December 2004) Chairman (until 16 December 2004) Managing shareholder of dih Deutsche Industrie-Holding GmbH, Frankfurt/Main Chairman of the Management Board of Duales System Deutschland ag, Cologne President of GfK-nürnberg Gesellschaft für Konsum-, Markt- und Absatzforschung e.V., Berlin Chairman of the Supervisory Board of Merck kgaa, Darmstadt Escada ag, Munich Member of the Supervisory Board of Deutz ag, Cologne Kaiser’s Tengelmann ag, Viersen tv Loonland ag, Munich Member of the Advisory Board of Tengelmann Verwaltungs- und Beteiligungs GmbH, Mülheim/Ruhr Member of the Board of The New Germany Fund, New York, usa Notes: Supervisory Board and Management Board F I N A N C I A L S TAT E M E N T S Management Board Prof. Dr. Klaus L. Wübbenhorst Chief Executive Officer Declaration on the German Corporate Governance Code The declaration prescribed by § 161 of the German Stock Corporation Act has been given by the Management Board and Supervisory Board and has been made accessible to shareholders. Deputy Chairman of the Supervisory Board of bu Holding GmbH & Co. kg, Nuremberg Member of the Supervisory Board of Neckermann Versand ag, Frankfurt/Main Quelle ag, Fürth Nuremberg, 23 March 2005 Petra Heinlein Responsible for the Media division Dr. Gérard Hermet Responsible for the Retail and Technology division Prof. Dr. Klaus L. Wübbenhorst Petra Heinlein Heinrich A. Litzenroth Responsible for the Custom Research division (deceased on December 2004, in Khaolak, Thailand) Prof. Dr. Franz X. Chief Financial Officer Merl Responsible for the Financial Services, (until 30 April 2004) Central Services and Human Resources divisions Dr. Gérard Hermet Wilhelm R. Wessels Christian Weller Chief Financial Officer von Ahlefeld Responsible for the Financial Services, (from 1 June 2005) Central Services and Human Resources Services divisions Wilhelm R. Wessels Responsible for the Consumer Tracking and HealthCare divisions Member of the Supervisory Board of Information Resources – GfK b.v., Zaltbommel, Netherlands GfK_141 Shareholdings of the GfK Group As at 31 December 2004 Company name and registered office Share in the capital in % Financial year 95.0 2004 Equity eur’000 Affiliated companies (Germany) included in the consolidated financial statements (all details according to hgb commercial balance sheet I) encodex International GmbH, Nuremberg – 55 1) enigma GfK Medien- und Marketingforschung GmbH, Wiesbaden 100.0 2004 673 GfK cee Finance GmbH, Nuremberg 100.0 3) 2004 3,289 51.0 2004 GfK macon ag, Waghäusel 3) 878 2) GfK Marketing Services GmbH & Co. kg, Nuremberg 100.0 2004 560 GfK Non-Food Tracking Holding GmbH, Nuremberg 95.0 2004 135,459 GfK prisma Institut für Handels-, Stadt- und Regionalforschung GmbH & Co. kg, Hamburg 100.0 2004 405 GfK u.s. Equity GmbH, Nuremberg 100.0 2004 3,427 1) GfK us Custom Research Holding GmbH, Nuremberg 100.0 2004 6,158 1) gpi Kommunikationsforschung Gesellschaft für PharmaInformationssysteme mbH, Nuremberg 80.0 2004 872 media control GfK international GmbH, Baden-Baden 51.0 4) 2004 1,360 2) Media Markt Analysen GmbH & Co. kg, Frankfurt/Main 100.0 2004 25 Modata GmbH, Berlin 100.0 3) 2004 99 2) Adware Media Solutions b.v., Hilversum, Netherlands 100.0 3) 2004 Aspemar-GfK n.v., Brussels, Belgium 100.0 3) 2004 – 87 audimedia sarl, Issy les Moulineaux, France 100.0 3) 2004 1,363 Audimetrie n.v., Brussels, Belgium 100.03) 2004 796 Eiphos Holding ag, Hergiswil, Switzerland 100.0 3) 2004 4,790 Encodex Japan k.k., Osaka, Japan 63.0 3) 2004 – 215 fessel-GfK Institut für Marktforschung Ges.m.b.H., Vienna, Austria 94.8 2004 9,223 Financière isl Société Anonyme, Issy les Moulineaux, France 71.9 3) 2004 3,314 GfK - Centar za istrazivanje trzista d.o.o., Zagreb, Croatia 100.0 3) 2004 373 GfK - memrb Marketing Services Limited, Nicosia, Cyprus 60.0 3) 2004 412 100.0 3) 2004 7,021 Affiliated companies (abroad) included in the consolidated financial statements (all details according to us gaap commercial balance sheet II) GfK (u.k.) Ltd., West Byfleet, Surrey, uk GfK Animal Healthcare Limited, West Byfleet, Surrey, uk 100.0 2004 10,928 GfK Arbor, llc, Media, usa 100.03) 2004 26,068 89.5 3) 2004 2,776 3) 2004 3,110 GfK consumer and business information italy S.p.A., Milan, Italy 100.0 2004 – 505 GfK Custom Research Inc., Minneapolis, usa 100.0 3) 2004 4,387 GfK Asia Pte Ltd., Singapore, Singapore GfK Benelux Marketing Services b.v., Amstelveen, Netherlands GfK Danmark a/s, Frederiksberg, Denmark gfk do brasil ltda., São Paulo, Brazil gfk emer ad hoc research, s.l., Valencia, Spain 100.0 87.0 2004 824 100.04) 2004 4,406 50.1 2004 3,014 GfK Holding, Inc., Wilmington, usa 100.0 2004 26,156 GfK Hungaria Piackutató Kft., Budapest, Hungary 100.0 3) 2004 1,223 GfK Immobilier Société a responsabilité limitée, Rueil-Malmaison, France 100.0 3) 2004 32 99.54) 2004 – 66 GfK Market Research (Shanghai) Co. Ltd., Shanghai, China 100.0 3) 2004 393 GfK Marketing Services (Malaysia) Sdn. Bhd., Kuala Lumpur, Malaysia 100.0 3) 2004 316 49.0 3) 2004 20 100.0 3) 2004 1,334 GfK market analysis e.p.e., Athens, Greece GfK Marketing Services (Thailand) Limited, Bangkok, Thailand GfK Marketing Services Australia Pty. Ltd., Sydney, Australia 1) Profit and loss transfer agreement 2) Details as per commercial balance sheet II 3) Fully indirect shareholding 142_GfK – 190 4) Partially indirect shareholding 5) Details not available 6) Details as per provisional financial statements drawn up under national law 7) Newly established in 2004 8) In liquidation Notes: shareholdings Company name and registered office F I N A N C I A L S TAT E M E N T S Share in the capital in % Financial year Equity eur’000 50.13) 2004 6,976 100.03) 2004 3,884 89.5 3) 2004 203 GfK Marketing Services Indonesia, pt, Jakarta, Indonesia 100.03) 2004 42 GfK Marketing Services Italia S.r.l., Milan, Italy 100.0 3) 2004 2,877 84.2 3) 2004 5,972 100.0 3) 2004 – 1,002 GfK Marketing Services Ltd., Hong Kong, China 100.0 3) 2004 1,152 GfK Marketing Services Ltd., West Byfleet, Surrey, uk 100.0 3) 2004 6,297 GfK Marketing Services South Africa (Proprietary), Sandton, South Africa 100.03) 2004 – 98 GfK Martin Hamblin Inc., Hartford, Connecticut, usa 100.03) 2004 298 GfK Martin Hamblin Limited, London, uk 100.0 2004 – 2,135 – 501 gfk marketing services españa, sociedad anonima, Valencia, Spain g.f.k. marketing services france sas, Rueil-Malmaison, France GfK Marketing Services Hong Kong Limited, Hong Kong, China GfK Marketing Services Japan k.k., Tokyo, Japan GfK Marketing Services Korea Limited, Seoul, Korea GfK Media Ltd., London, uk 100.0 2004 GfK Norge a/s, Oslo, Norway 100.0 2004 370 GfK Panelservices Benelux b.v., Dongen, Netherlands 100.0 3) 2004 5,924 GfK Panelservices Benelux Holding b.v., Dongen, Netherlands 100.0 2004 6,242 GfK Polonia Sp. z o.o., Warsaw, Poland 100.0 3) 2004 2,031 80.0 3) 2004 1,906 100.0 3) 2004 140 GfK portugal – Marketing Services, Limitada, Lisbon, Portugal GfK Romania-Institut de Cercetare de Piata Srl, Bucharest, Romania GfK Slovakia Inštitút pre prieskum trhu s r.o., Bratislava, Slovakia 100.0 3) 2004 345 GfK Sofema International sarl, Rueil-Malmaison, France 100.0 2004 6,423 GfK Sverige Aktiebolag, Lund, Sweden 100.0 2004 1,042 GfK-Bulgaria, Institut für Marktforschung EGmbH, Sofia, Bulgaria 100.0 3) 2004 184 GfK-Memrb Marketing Services fz-llc, Dubai, United Arab Emirates 100.03) 7) 2004 81 GfK-Praha, spol s r.o., Prague, Czech Republic 3) 100.0 2004 1,504 GfK-rus Gesellschaft mbH, Moscow, Russia 100.0 3) 2004 439 GfK-Ukrainian Surveys & Market Research (usm), Kiev, Ukraine 100.0 3) 2004 755 85.0 4) 2004 451 100.0 3) 2004 1,051 ifr Italia S.r.L., Milan, Italy 85.0 4) 2004 485 ifr Marketing España s.a., Madrid, Spain 71.0 4) 2004 356 iha Italia S.p.A., Milan, Italy 100.0 3) 2004 2 iha-GfK ag, Hergiswil, Switzerland 100.0 2004 37,126 75.0 3) 2004 187 indicator gfk consultoria e processamento de informações ltda., Santana do Parnaíba, Brazil 100.03) 2004 – 127 indicator gfk ltda., São Paulo, Brazil 100.03) 2004 161 3) 2004 660 Inform Business Development Pty. Ltd., Sydney, Australia 100.0 3) 2004 1,257 Informark Pty. Ltd., Braddon, Australia 100.0 3) 2004 187 Institut de Recherche d’Informations statistiques (irdis) sarl, Montigny le Bretonneux, France 95.0 3) 2004 186 Institut de Sondage Lavialle (isl) s.a., Issy les Moulineaux, France 99.9 3) 2004 2,757 100.04) 2004 10,415 50.1 3) 2004 355 Intomart b.v., Hilversum, Netherlands 100.0 3) 2004 4,526 Intomart GfK Belgium n.v., Brussels, Belgium 100.0 3) 2004 2,241 ifr Europe Ltd., London, uk ifr France s.a., Viroflay, France incoma Research, s.r.o., Prague, Czech Republic indicorp participações s.a., São Paulo, Brazil Institut Français de Recherche-ifr s.a., Viroflay, France intercampus-recolha, tratamento e distribuição de informação, Limitada, Lisbon, Portugal 1) Profit and loss transfer agreement 2) Details as per commercial balance sheet II 3) Fully indirect shareholding 4) Partially indirect shareholding 5) Details not available 6) Details as per provisional financial statements drawn up under national law 95.0 7) Newly established in 2004 8) In liquidation GfK_143 Company name and registered office Share in the capital in % Financial year Equity eur’000 Intomart GfK Group b.v., Hilversum, Netherlands 100.0 2004 2,893 Liechti ag, Kriegstetten, Switzerland 100.0 3) 2004 2,211 m2a s.a., Saint Aubin, France 100.0 2004 382 metris-métodos de recolha e investigação social, lda, Lisbon, Portugal 51.0 3) 2004 435 mmo Media-Market-Observer GmbH & Co kg, Vienna, Austria 54.6 3) 2004 – 530 Modata ag, Hergiswil, Switzerland 100.0 3) 2004 456 Orange Interactive Research ab, Stockholm, Sweden 100.0 3) 2004 501 Oz Toys Marketing Services Pty. Ltd., Sydney, Australia 51.0 3) 2004 – 230 Procon GfK Arastirma Hizmetleri a.s., Istanbul, Turkey 70.1 2004 1,333 Significant GfK bvba, Heverlee, Belgium 83.73) 2004 1,106 Strateji GfK Research Services a.s., Istanbul, Turkey 99.6 3) 2004 168 100.0 3) 2004 2,164 Telecontrol ag, Hergiswil, Switzerland v2 GfK llc, Blue Bell, Pennsylvania, usa 51.0 3) 2004 5,096 var finance et reinvestissement – v.f.r. sas, La Valette-du-Var, France 50.0 2004 543 dm-plus Direktmarketing GmbH, Nuremberg 100.03) 2004 63 GfK Data Services GmbH, Nuremberg 100.0 2004 29 GfK Erste Vermögensverwaltungs GmbH, Nuremberg 100.07) 2004 25 1) GfK Fernsehforschung GmbH, Nuremberg 100.0 2004 29 GfK Marketing Services Verwaltungs-GmbH, Nuremberg 100.03) 2004 29 GfK Marktforschung GmbH, Nuremberg 100.0 2004 30 GfK Panel Services Deutschland GmbH, Nuremberg 100.0 2004 29 GfK prisma Verwaltungs-GmbH, Hamburg 100.0 2004 34 ifr Monitoring Deutschland GmbH, Düsseldorf 100.03) 2004 85 6) Media Markt Analysen Verwaltungs-GmbH, Frankfurt/Main 100.0 2004 29 6) Adfinders b.v., Hoofddorp, Netherlands 100.0 3) 2004 – 654 6) bwv Holding ag, St. Gallen, Switzerland 3) 100.0 2004 – 1,083 6) caticall – recolha de informação assistida por computador, lda., Lisbon, Portugal 100.0 3) 2004 5 2) 100.0 3) 2004 43 6) 100.0 3) 2004 – 259 6) Affiliated companies (Germany), not included in the consolidated financial statements (all details according to hgb commercial balance sheet I) Affiliated companies (abroad), not included in the consolidated financial statements cmi Field sarl, Viroflay, France dragon eye Ltd., Hergiswil, Switzerland GfK - european opinion research centre eeig, Brussels, Belgium GfK Ad Hoc Research worldwide gie, Brussels, Belgium GfK Belgium s.a., Brussels, Belgium 5) 2004 0 6) 3) 2004 617 6) 2004 119 2) 2004 56 6) 3) 2004 0 6) 65.0 4) 7) 2004 132 6) 99.0 3) 7) 2004 35 6) 81.0 100.0 GfK Belgrade d.o.o., Belgrade, Federal Republic of Yugoslavia 100.0 3) GfK BH d.o.o., Sarajevo, Bosnia Herzegovina 100.0 3) GfK Great Britain Ltd., London, uk 100.0 GfK latinoamerica holding, s.l., Valencia, Spain GfK Marketing Service Chile Limitada, Santiago, Chile GfK Marketing Services Eastern Europe Holding spol. z o. o., Warsaw, Poland GfK marketing services ltda., São Paulo, Brazil GfK Marknadsundersökning Sverige ab, Lund, Sweden GfK memrb Marketing Services Maroc, Casablanca, Morocco 1) Profit and loss transfer agreement 2) Details as per commercial balance sheet II 3) Fully indirect shareholding 144_GfK 2004 4) 85.0 4) Partially indirect shareholding 5) Details not available 6) Details as per provisional financial statements drawn up under national law 100.0 3) 7) 7) 2004 5) 3) 7) 2004 257 6) 100.0 3) 2004 69 2) 100.0 3) 7) 2004 – 99 6) 99.0 7) Newly established in 2004 8) In liquidation Notes: shareholdings F I N A N C I A L S T A T E M E N T S Company name and registered office Share in the capital in % Financial year 75.0 Equity eur’000 2004 23 6) 3) 2004 34 6) 100.0 3) 2004 80 6) 100.0 3) 2004 359 6) 70.0 4) 2004 41 6) 100.0 3) 2004 16 6) 4) 2004 – 13 6) 100.0 3) 2004 – 337 6) Media Control ag, Zurich, Switzerland 100.0 3) 2004 35 Media Control Marketing Research España, s.l., Madrid, Spain 100.0 3) 2004 – 51 6) mmo Media-Market-Observer GmbH, Vienna, Austria 100.0 3) 2004 41 6) 80.23) 2004 444 6) 100.0 3) 2004 0 6) 100.0 3) 2004 – 73 6) 100.0 3) 2004 GfK npd Marketing Services Worldwide b.v., Amstelveen, Netherlands GfK Panel Arastirma Hizmetleri a.s., Istanbul, Turkey GfK Stratégie et développement Groupement d'intérêt Economique, Rueil-Malmaison, France gral-iteo tržne raziskave d.o.o., Ljubljana, Slovenia ifr Nederland b.v., Amsterdam, Netherlands ifr Polska Sp. z o.o., Warsaw, Poland ifr u.k. Ltd., London, uk 93.5 85.1 Intomart DataCall b.v., Hilversum, Netherlands mmxi Switzerland GmbH, Hergiswil, Switzerland Procon GfK Ltd., Baku, Azerbaijan ps - Martin Hamblin Limited, London, uk Romtec-GfK Limited, Maidenhead, Berkshire, uk 0 6) 8) Associated companies (Germany) (all details according to hgb commercial balance sheet I) Ernst und GfK Grundstücksgesellschaft, Nuremberg 50.0 2004 587 Associated companies (abroad) Brand Index vof, Hilversum, Netherlands 33.3 3) 3) 5) Caribou Lake Software, llc, Minneapolis, usa 19.9 Common Technology Centre eeig, London, uk 25.0 3) 5) 5) Europanel Raw Database gie, Brussels, Belgium 50.0 5) 5) 50.0 5) European Flash Surveys eeig, Brussels, Belgium 3) GfK-Media Research Middle East ag, Hergiswil, Switzerland 49.0 i + g Infratest Medical Research Inc., Rhode Island, usa 50.0 2004 5) 2004 iha·ims Health GmbH, Hergiswil, Switzerland 50.0 2004 incoma Consult, s.r.o., Prague, Czech Republic 19.5 3) 2004 20.0 3) 38 4,917 2) 5) 8) 59 2) 5) MarketingScan snc, Rueil-Malmaison, France 50.0 2004 Media Focus (arge), Hergiswil, Switzerland 50.0 3) 2003/2004 Media Services agb d.o.o., Ljubljana, Slovenia 21.0 3) npd Intelect, l.l.c., Port Washington, New York, usa 5) 2) 5) 3) Jan Schipper Compagnie b.v., Bussum, Netherlands – 294 2) 5) 5) 2,726 2) 387 2) 5) 3) 2003/2004 14,893 6) 3) 2003/2004 311 6) 2003/2004 67 2) 2004 534 2) 25.0 org-GfK Marketing Services (India) Private Limited, Mumbai, India 40.0 Sports Tracking Europe b.v., Amstelveen, Netherlands 25.0 St. Mamet Saisie Informatique (smsi) sarl, Saint Mamet-la Salveta, France 20.0 3) 50.0 3) 5) 5) 50.0 3) 5) 5) 50.0 3) 5) 5) 49.0 3) 5) 5) iri Infoscan Ltd., Maidenhead, Berkshire, uk 5.84) 5) 5) 1) Profit and loss transfer agreement 2) Details as per commercial balance sheet II 3) Fully indirect shareholding 7) Newly established in 2004 8) In liquidation ufo Veld b.v., Amsterdam, Netherlands Unified Fieldwork Organisation ufo v.o.f., Amsterdam, Netherlands v.o.f. Projectbureau Politiemonitor, Hilversum, Netherlands Other participations (abroad) Bureau voor Reclame Statistiek Hoofddorp b.v., Hoofddorp, Netherlands 4) Partially indirect shareholding 5) Details not available 6) Details as per provisional financial statements drawn up under national law GfK_145 AUDITORS’ REPORT We have audited the consolidated financial statements, comprising the balance sheet, the income statement and the statements of changes in shareholders’ equity and cash flows as well as the notes to the financial statements prepared by the GfK Aktiengesellschaft, Nuremberg for the business year from 1 January 2004 to 31 December 2004. The preparation and the content of the consolidated financial statements in accordance with Accounting Principles Generally Accepted in the United States of America (us gaap) are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our audit of the consolidated financial statements in accordance with German auditing regulations and German generally accepted standards for the audit of financial statements promulgated by the Institut der Wirtschaftsprüfer (idw). Those standards require that we plan and perform the audit such that it can be assessed with reasonable assurance whether the consolidated financial statements are free of material misstatements. Knowledge of the business activities and the economic and legal environment of the Group and evaluations of possible misstatements are taken into account in the determination of audit procedures. The evidence supporting the amounts and disclosures in the consolidated financial statements is examined on a test basis within the framework of the audit. The audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audit provides a reasonable basis for our opinion. 146_GfK In our opinion, the consolidated financial statements give a true and fair view of the net assets, financial position, results of operations and cash flows of the Group for the business year in accordance with Accounting Principles Generally Accepted in the United States of America. Our audit, which also extends to the group management report prepared by the Company’s management for the business year from 1 January 2004 to 31 December 2004, has not led to any reservations. In our opinion, on the whole, the group management report provides a suitable understanding of the Group’s position and suitably presents the risks of future development. In addition, we confirm that the consolidated financial statements and the group management report for the business year from 1 January 2004 to 31 December 2004 satisfy the conditions required for the Company’s exemption from its duty to prepare consolidated financial statements and the group management report in accordance with German law. Nuremberg, 24 March 2005 kpmg Deutsche Treuhand-Gesellschaft Aktiengesellschaft Wirtschaftsprüfungsgesellschaft Kozikowski (German Public Auditor) Renner (German Public Auditor) ADDITIONAL I N F O R M AT I O N A D D I T I O N A L I N F O R M AT I O N 148 150 152 V VI VII VII GfK Group: five-year overview Glossary of financial terminology Glossary of specialist GfK terms List of GfK company abbreviations used in the management report Index Financial calendar Contacts GfK_147 G f K G RO U P: F IV E -Y E A R OV E RV I E W Financial reporting for 2000 as per hgb, from 2001 as per us gaap 2000 2001 eur million Key indicators – balance sheet Fixed assets 77.2 Change in % on previous year Current assets Change in % on previous year 208.6 2001 2002 2003 2004 Change Pro in forma1) % – 263.8 285.0 334.2 eur million Key indicators – balance sheet + 17.3 Fixed assets – 21.2 170.1 – 26.5 8.0 17.3 – 190.4 189.8 – 189.8 200.9 210.7 + 4.9 Change in % on previous year 7.4 – 0.3 – – 0.1 5.9 4.9 – Current assets Change in % on previous year 2) Asset structure in % 40.6 109.9 – 139.0 141.9 158.6 + 16.7 Asset structure in % Investments 35.2 108.3 – 76.6 47.7 85.1 + 78.4 Investments 23.2 31.1 – 28.6 20.9 22.8 + 8.9 thereof in tangible assets 3) thereof in financial assets Shareholders’ equity Equity ratio in % Borrowings Gearing ratio in % Total assets Net indebtedness Liquidity ratio I in % 11.9 77.2 – 48.0 26.8 62.3 + 132.7 132.7 163.1 – 181.5 204.1 248.4 + 21.7 49.6 39.5 – 38.7 40.7 44.3 133.1 243.3 – 281.2 288.2 297.9 49.7 58.9 – 59.9 57.4 53.2 thereof in tangible assets 3) thereof in financial assets Shareholders’ equity + 3.62) + 3.4 Equity ratio in % Borrowings – 4.22) Gearing ratio in % 267.6 413.1 – 469.6 502.0 560.3 + 11.6 Total assets – – 23.7 – – 39.6 – 24.9 – 31.7 + 27.3 Net indebtedness 62.6 – 52.4 59.0 48.8 – 10.22) 2) 136.9 Liquidity ratio II in % 257.5 127.5 – 122.4 137.6 143.3 + 5.7 Liquidity ratio III in % 268.0 131.1 – 125.2 140.1 146.1 + 5.92) eur million Key indicators – income statement Liquidity ratio I in % Liquidity ratio II in % Liquidity ratio III in % eur million Key indicators – income statement Total performance (from 2001 sales) 469.0 482.1 505.8 559.4 595.3 671.7 + 12.8 Total performance (from 2001 sales) 183.5 199.6 214.5 224.5 220.8 252.1 + 14.2 thereof Custom Research4) 112.9 119.5 122.2 137.3 166.7 187.0 + 12.2 thereof Retail and Technology4) 89.4 84.8 84.8 86.0 89.8 94.4 + 5.1 thereof Consumer Tracking4) 53.6 56.5 62.6 61.3 58.3 62.2 + 6.7 thereof Media4) – – – 35.8 49.3 68.1 + 38.1 thereof HealthCare4) 30.2 21.6 21.6 14.5 10.4 7.9 – 23.6 thereof Other4) 62.4 60.1 62.0 63.4 62.8 64.8 + 2.02) Proportion from outside Germany in % 206.7 209.7 223.2 244.1 256.6 280.7 + 9.4 Personnel expenses 44.1 43.5 44.1 43.6 43.1 41.8 – 1.32) Depreciation/amortization on tangible assets3) 16.6 37.0 28.2 24.9 24.8 22.0 – 11.3 ebitda 53.0 52.8 58.0 68.5 91.2 108.9 + 19.5 thereof Custom Research4) thereof Retail and Technology4) 4) thereof Consumer Tracking 4) thereof Media thereof HealthCare4) 4) thereof Other Proportion from outside Germany in % Personnel expenses Personnel cost ratio in % ebitda margin in % Personnel cost ratio in % Depreciation/amortization on tangible assets3) ebitda 2) 11.3 10.9 11.5 12.2 15.3 16.2 + 0.9 36.4 15.8 29.8 43.6 66.4 86.9 + 30.9 ebit 3.0 3.7 2.9 6.4 3.1 4.3 + 37.5 Net income from participations 39.4 19.5 32.7 50.0 69.5 91.1 + 31.2 ebit after income from participations 8.4 4.0 6.5 8.9 11.7 13.6 activity 37.1 3.9 17.0 45.3 66.3 90.5 + 36.6 Result from ongoing business activity Consolidated total income before minority interests 25.4 – 6.1 5.5 30.0 41.1 63.5 + 54.7 Consolidated total income before minority interests Tax ratio in % 28.0 260.3 68.7 33.7 38.0 34.3 Consolidated total income 22.9 – 4.7 6.3 25.7 33.3 52.6 ebit Net income from participations ebit after income from participations ebit margin in %5) + 1.92) Result from ongoing business GfK_148 – 3.72) + 57.8 ebitda margin in % ebit margin in %5) Tax ratio in % Consolidated total income Five-year overview OT H E R I N F O R M AT I O N G f K G RO U P: F IV E -Y E A R OV E RV I E W Financial reporting for 2000 as per hgb, from 2001 as per us gaap 2000 2001 eur million Key indicators – funds statement Cash flow from ongoing business activity Cash flow from investment activity Cash flow from financing activity Free cash flow 2001 2002 2003 2004 Change Pro in forma1) % eur million Key indicators – funds statement 24.8 76.0 – 69.3 69.2 92.3 + 33.3 Cash flow from ongoing business activity – 31.1 – 104.2 – – 73.2 – 42.7 – 83.0 + 94.3 Cash flow from investment activity – 4.7 16.8 – 2.9 – 16.2 – 12.1 – 25.3 Cash flow from financing activity 5.7 44.8 – 40.7 48.3 69.5 + 44.0 Free cash flow Key indicators – profitability Key indicators – profitability Capex as a percentage of sales 4.1 6.5 – 5.1 3.5 3.4 – 0.12) Capex as a percentage of sales Return on equity in % 19.6 – 3.3 – 14.9 17.3 23.2 + 6.02) Return on equity in % Return on capital employed in % 14.5 5.7 – 11.3 14.3 17.2 + 2.82) Return on capital employed in % Profit to sales ratio in % 5.4 – 1.3 – 5.4 6.9 9.5 + 2.62) Profit to sales ratio in % Ratio of net indebtedness to cash flow, in years – 0.5 – 1.0 0.5 0.5 – – 20.2 19.5 17.9 Pay-out ratio in % 17.0 Ratio of net indebtedness to cash flow, in years – 11.5 – 1.62) Pay-out ratio in % Key indicators – company valuation Key indicators – company valuation Earnings per share in eur 6) Cash flow per share in eur 6) 0.73 – 0.15 0.18 1.43 0.20 0.82 1.06 1.68 + 57.8 Earnings per share in eur 6) – 1.30 1.54 2.22 + 44.0 Cash flow per share in eur 6) Gearing in % – 14.5 – 21.8 12.2 12.7 + 0.52) Gearing in % Net indebtedness in relation to: ebit in %7) – 150.2 – 90.8 37.5 36.5 – 1.0 2) Net indebtedness in relation to: ebit in %7) ebitda in % – 44.9 – 57.8 27.3 29.1 + 1.8 2) Free cash flow in % – 52.8 – 97.2 51.5 45.6 – 5.9 2) Dividend per share in eur 6) 0.13 0.14 – 0.17 0.217)) 0.30 + 42.9 Total dividend 6) 3.9 4.4 – 5.2 6.5 9.4 + 44.8 Dividend yield in % 6) Year-end share price in eur 6) Average number of shares (in thousand) 6) Number of employees at year-end 0.48 0.83 – 1.56 1.10 1.05 25.83 16.99 – 10.68 19.02 28.65 31,346 31,346 – 31,346 31,346 31,367 4,212 4,396 4,879 5,066 5,539 4,653 ebitda in % Free cash flow in % Dividend per share in eur 6) Total dividend 6) 2) – 0.05 + 25.5 – + 9.3 Dividend yield in % 6) Year-end share price in eur 6) Average number of shares (in thousand) 6) Number of employees at year-end 1) The pro forma statements for 2001 are for the purpose of comparability of the figures for 2001 with those for subsequent years. 2) Percentage points 3) On tangible and intangible assets 4) The figures for total performance (hgb) and sales (us gaap) for the business divisions are based on figures from the Management Information System. They may differ from the figures reported in the income statement. 5) ebit after income from participations in relation to total performance until 2000 and to sales from 2001. 6) These represent adjusted values for 2000 to 2003, which result from the capital increase from company funds. 7) Before income from participations GfK_149 GLOSSARY OF FINANCIAL TERMINOLOGY A D G Affiliated companies Companies which are controlled by the parent company. As a rule, the parent company holds the majority of the voting rights and capital of the company. Deferred taxes Tax assets or liabilities reported in the balance sheet to equalize the difference between the tax debt actually assessed and the commercial tax burden based on the financial reporting in accordance with us gaap for the commercial balance sheet. The basis for determining deferred taxes is the difference between the value of the assets and liabilities reported in the balance sheet in accordance with us gaap and the local tax balance sheet. Gearing Ratio of net indebtedness to shareholders’ equity. Asset structure The asset structure describes the relationship between fixed assets and current assets. It is determined by multiplying the ratio of fixed assets to current assets by 100. Associated companies Minority participations in companies on whose business or company policy a decisive, but not controlling influence is exercised. Associated companies are in principle valued at equity. C Cash flow Balance of funds inflow and outflow affecting payment. Cost of sales All types of operating costs which can be directly allocated to clients’ orders. These include in particular costs for external data procurement, and costs for interviewees and interviewers. Cost of sales accounting Form of income statement which shows the income achieved in the market during the accounting period. Opposite: total cost accounting. Here the total operating income for the period is shown, whereby the sales and changes in inventories are shown against the total cost. Both forms of accounting produce the same income for the accounting period. Current assets Assets intended for short-term use in business operations. Dividend yield Dividend per share in relation to the annual closing price. E ebit Abbreviation for earnings before interest and taxes calculated as operating income plus other income less other expenses. ebitda Earnings before interest, taxes, depreciation and amortization, calculated as ebit plus depreciation and amortization charges. ebit margin ebit in relation to sales. The higher the indicator, the higher the earnings power. Equity ratio Balance sheet equity in relation to total assets. The higher the indicator, the lower the level of indebtedness. F Fixed assets Assets intended for ongoing use in business operations. Free cash flow Cash flow from ongoing business activity less capex. Free float Free float is the portion of shares in a joint stock company measured in terms of the total number of shares issued, which is not held by major shareholders. At GfK, 36 % of the share capital is in free float. 150_GfK Goodwill Intangible business asset that represents the value of the existing organization, its image, client base etc. at the time of acquisition of a company. Calculation: purchase price of the company less pro rata net worth. Gross income from sales Sales less cost of sales. I Income from participations Contains the items income from participations, profits and losses on the disposal of participations and depreciation on participations. L Liquidity ratio I Financial resources and securities held as current assets in relation to short-term liabilities. Liquidity ratio II Total from financial resources, securities held as current assets and short-term receivables and assets in relation to the total from short-term liabilities and liabilities from work in progress. Liquidity level III Current assets in relation to the total from short-term liabilities and liabilities from work in progress. M Majority participations Affiliated companies Minority participations Generic term for associated companies and other participations. The participation quota is below 50 %. Glossaries N Net indebtedness Financial resources and securities held as current assets less pension liabilities and financial liabilities. Net interest income Interest income less interest expenses. This item includes interest income and expenses on bank credits and liabilities, loans, securities, liabilities under leases and other accounts receivable and payable. O Operating income Gross income from sales less sales and general administrative expenses. Operating profit Sales less operating costs according to the Management Information System. The most important internal income indicator. Other expenses Expenses in connection with ongoing business activity, excluding financial expenses not attributable to cost of sales or sales and general administrative expenses. Examples are losses from the disposal of fixed assets and exchange losses. Other financial income Financial income which is not attributable to income from participations or net interest income. Examples are profits or losses on the disposal of securities and write-downs on loans. Other income Income from ongoing business activity, excluding financial income, which does not represent sales. Examples are profits on the disposal of fixed assets and exchange gains. OT H E R I N F O R M AT I O N Profit to sales ratio Consolidated total income before minority interests in relation to sales. R Ratio of net indebtedness to cash flow Net indebtedness in relation to free cash flow. Return on equity Consolidated total income in relation to average shareholders’ equity. S Sales and general administrative expenses Operating costs which are not directly related to individual client orders such as costs for general marketing measures and for accounting. Stock option programme Profit-sharing programme for managers, whereby managers waive variable salary components and instead receive options. Options can be exercised at the earliest after two years within set periods. In order for options to be received, the managers entitled must achieve individually agreed targets. T Tax rate Taxes on income and earnings in relation to income from ongoing business activity. Total return on equity ebit after income from participations in relation to average total assets. U us gaap Abbreviation for United States Generally Accepted Accounting Principles. Other participations Companies in which a participation is held but on whose business policy no decisive influence is exercised. The participation quota is below 20 %. P Pay-out ratio Total dividend in relation to consolidated total income. GfK_151 GLOSSARY OF SPECIALIST GfK TERMS A Ad Hoc Research Custom Research. Advertising effectiveness research Analysis of the success of an advertising measure in terms of brand awareness, advertising recall and, in the case of recalled elements, media-specific advertising recall and attitudes towards the advertised product. Advertising test Testing of ads, commercials and other advertising media before or after they are published or shown. agf – Television Research Partnership The body for which GfK Fernsehforschung carries out continuous television audience research ( tv panel) in Germany. Founded in 1988, the agf now comprises the tv networks ard, ProSiebensat.1 Media ag, rtl and zdf. aTRACKtive A software package used to carry out standard and one-off analyses of data from the consumer panel ConsumerScan. aTRACKtive*web is the Internet-compatible version of aTRACKtive, giving clients and employees anywhere in the world access to the ConsumerScan databases at any time. B Brand and campaign controlling Standard instrument for the continuous measurement of the advertising effectiveness of campaigns, generally broken down into advertising resonance, advertising recall, brand awareness, ad awareness, recall of advertising details for individual brands, slogans, images etc. Advertising effectiveness research. Brand Equity Monitor Instrument used to assess and monitor brand value. 152_GfK Brand Simulator A model based on consumer panel data, used to optimize the marketing mix. C Car clinics A method used to evaluate cars, e. g. prototypes and accessories, prior to or just after market launch by asking drivers to assess these in a competitive market environment. Category Management A concept whereby manufacturers and retailers set joint marketing targets and develop strategies for a particular product category and then endeavour to realize these. The aim is to increase sales and income. CatmanGuide. CatmanGuide System of services for Category Management of fast moving consumer goods. Communication research Surveys and tests used to assess the effectiveness and impact of advertising and marketing communication. Concept Challenger Concept test against competitive brands with market share forecasts. Concept test, concept test research Tools used to assess acceptance of a new product or advertising campaign based on a verbal description or picture, carried out before a product test. Conjoint analysis The latest statistical analysis method. Consumer panel A sample of households which provide regular information on their purchases. ConsumerScope ConsumerScan aTRACKtive. ConsumerScan Consumer panel in which the purchasing behaviour of households and individuals is recorded. Covers purchases of nearly all fast moving consumer goods. Panel household panel aTRACKtive. ConsumerScope Mail panel, carrying out continuous surveys of purchases of consumer goods with slower-moving acquisition cycles and the use of services. Consumer panel. Consumer Tracking A survey of households and individual consumers that is repeated at regular intervals: Consumer Tracking is one of GfK’s business divisions. Tracking panel household panel. Customer segmentation Market segmentation. Custom Research Systematic, empirical research used as the basis for marketing decisions. Custom Research is one of GfK’s business divisions (formerly Ad Hoc Research). D Data merging A statistical process whereby the features of subjects in one sample are transferred to those in another sample. Single source. H HealthCare Specialist area of market research for pharmaceutical companies and companies in the healthcare sector operating in human, dental and veterinary medicine. HealthCare has been a GfK business division since August 2003. Household panel A representative sample of households which regularly report on their purchases. Consumer Tracking ConsumerScan panel I Image and brand research Information gathering relating to the image of a company or specific product or service. Glossaries M P Mail panel A postal survey of units of the same sample which is repeated at regular intervals. ConsumerScope. Panel A survey of individuals, households, companies etc. to obtain data on a single subject at regular intervals over a longer period, using the same sample and carried out using the same methods each time tv panel ConsumerScan ConsumerScope household panel tracking. Marketing mix Specific combination of marketing tools and individual campaign parameters derived from product, distribution, contractual and communications policy. Market segmentation Division of an overall market into sub-markets using different categories. Segmentation can be by product type, price classes, geographic split or socio-economic lifestyle features and value categories. Media planning Media planning involves decisions about what advertising media to use in marketing communication by selecting the media that best match the intended marketing aims and creating the optimum mix based on the use of different techniques. The aim of all media planning is to find the ideal solution for one or more communication aims. Media research Systematic, empirical research used as a basis for media planning by media companies and their advertising clients. This form of research is the responsibility of GfK’s Media business division. Reach reach research Radiocontrol. MediaWatch An electronic metering device incorporated into a wristwatch, used to measure usage of various electronic and print media. Radiocontrol reach research media research portable people meter. Multivariate analysis Method which is used to analyze a minimum of three features (variables) at the same time. Portable people meter Metering devices which are used in reach research and worn at all times. A typical portable people meter is Radiocontrol. Pre-concept clinics Car clinics PriceChallenger International price simulation model, which is used to quantify consumer response to changes in prices. Price test, price test research Tests used in establishing the optimum price. PriceChallenger. ProductChallenger Volumetric Test used to estimate the potential sales volume of new products in relation to price. Product test, product test research Concept test, concept research R Radiocontrol Electronic meter, incorporated into a wristwatch, that measures radio listening. Reach reach research media research portable people meter. Radio research Measuring the listening habits of radio listeners. Radiocontrol. Reach The percentage of the total population or a specific target group reached by a medium. A central concept in media planning and media research. Reach research tv panel Radiocontrol. OT H E R I N F O R M AT I O N Retail and Technology Business division which provides retail information about consumer technology markets. Formerly Non-Food Tracking. retail tracking retail panel startrack. Retail panel Regular recording of sales, product categories and products via a representative sample of retailers with different retail types and sales channels Retail tracking. Retail tracking, retail research Continuous, systematic monitoring of sales in the markets of consumer technology goods and services. These product movements are recorded in all relevant sales channels and distribution forms in the retail trade. Retail panel. S Sample The observation data and/or survey units which are selected from all of the units and included in a specific survey. ScanIT Pen scanner used to record purchases. Segmentation Market segmentation. Single source Survey to gather information about various behavioural aspects using the same sample. startrack SysTem to Analyse and Report on tracking data. A host-free it platform for the production and analysis of data from the GfK Retail and Technology division. Data warehouse. Store test Test carried out in selected, real stores to make subsequent recommendations for new products, product changes and other measures such as placement, promotion and price changes. The test includes measuring unit sales. Reach research The continuous recording of media usage; part of media research. Reach portable people meter Radiocontrol. GfK_153 T Telecontrol xl The latest generation of tv meters produced by GfK subsidiary, Telecontrol. Tracking Surveys of individuals, households and companies, repeated at regular intervals and using the same interview method each time. Unlike a panel, the data is not necessarily collected from the same sources each time, but the structure of the sample is the same in each case. Consumer Tracking retail tracking. tv meter An electronic instrument that measures a person’s tv viewing at regular intervals; in Germany and Austria this is done on a second-by-second basis. tv panel Telecontrol xl. tv panel A representative group of households whose tv viewing is continuously metered by GfK Fernsehforschung and used as the basis for audience share and ratings figures. tv meter reach panel. 154_GfK 0695_12_Umschlag_innen_e 27.04.2005 19:16 Uhr Seite 1 O U R C O R P O R AT E VA L U E S HIGHLIGHTS OF FINANCIAL YEAR 2004 GfK achieves record result and continues expansion C L I E N T- D R IV E N B Our clients’ needs drive our business. We continuously seek to better understand our clients’ needs, improve all aspects of existing research products, offer innovative products and to be an integral part of our clients’ information systems. Accuracy, sound methodology, excellent client service, flexibility, timely delivery and cost effectiveness all ensure that we meet and even exceed our clients’ expectations. We build long-term partnerships with our clients, contributing to their success. Beyen Marktforschung, Germany Beyen Marktforschung GmbH, Düsseldorf, Germany. OUR PEOPLE People are our main asset. Development through training, sharing ideas and sound experience is essential to our business. Our people have the freedom to explore and develop their talents and are empowered to achieve our common goals. We encourage and reward initiative, dedication and hard work. Fairness, good communication and working relationships at all levels and locations are key to our success. Sales were up by 12.8 per cent to eur 671.7 million, with organic growth of 6.6 per cent coming in well above the sector average. ebit including income from participations climbed twice as fast as sales in percentage terms, rising by 31.2 per cent to eur 91.1 million. An increase in the margin of almost two percentage points to 13.6 per cent makes GfK one of the most profitable companies in the industry. bwv Group, Switzerland bwv Holding ag, St. Gallen, Switzerland, including its subsidiaries. C Following the acquisition of GfK Arbor, the GfK Group now ranks No. 15 among market research companies in the usa, the world’s biggest market research market. Caribou Lake Software, usa Caribou Lake Software, llc, Minneapolis, usa. F GfK is expanding the retail research activities of its Retail and Technology division to include additional countries in the regions of Central and Eastern Europe, America, Asia and the Pacific as well as in the Middle East. Fessel-GfK, Austria fessel-GfK Institut für Marktforschung Ges.m.b.H., Vienna, Austria. G GfK arbor usa GfK arbor, llc, Media, usa. GfK Asia, Singapore GfK Asia Pte Ltd., Singapore, Singapore. GfK Group in figures1) Change I N N O VAT I O N We recognize that investing in continuous innovation in both the process and the end product is a prerequisite to meeting clients’ requirements. Our aim is to be at the cutting edge with our key business activities. Clients’ needs, evolving markets, new technology and the expertise and ideas of our people throughout the world are what drive innovation. 671.7 + 12.8 ebitda in eur million 91.2 108.9 + 19.5 2) Consolidated total income before minority interests Tax rate Consolidated total income We respect and learn from local business practices and cultures and provide knowledge tailored to local needs. Our global network comprises international teams, tools and products to provide multinational clients with consistent services. As proud members of the GfK Group, we share local and international expertise to continually improve all aspects of our business. in eur million 66.4 86.9 + 30.9 in eur million 69.5 91.1 + 31.2 in % 11.7 13.6 + 1.9 3) in eur million 41.1 63.5 + 54.7 in % 38.0 34.3 – in eur million 33.3 52.6 + 57.8 Earnings per share in eur 1.06 1.68 + 57.8 Dividend per share in eur 0.214) 0.305) + 42.9 Cash flow from ongoing GROWTH business activity in eur million Investment 92.3 + 33.3 in eur million 47.7 85.1 + 78.4 in % 17.3 23.2 + 6.0 3) Total return on equity in % 14.3 17.2 + 2.8 3) Sales return in eur million 6.9 9.5 + 2.6 3) Net indebtedness in eur million – 24.9 – 31.7 + 27.3 in years 0.5 0.5 – 11.5 44.3 + 3.6 3) + 0.5 3) Shareholders’ equity Gearing No. of employees at year-end 1) 2) 3) 4) 5) IV 69.2 Return on equity Ratio of net indebtedness to cash flow Profitable growth results in greater opportunities. As individuals, teams and business units, we are aware of the impact of our decisions and actions at all levels. We use financial and non-financial measurements to review and improve performance on an ongoing basis. Our growth provides investors with a fair return on the financial resources they have entrusted to us. III in % 595.3 ebit after income from participations GLOBAL EXPERTISE – LOCAL KNOWLEDGE 2004 in eur million Margin 2003 Sales ebit before income from participations in % 40.7 INDEX L I S T O F G f K C O M PA N Y A B B R E V I AT I O N S U S E D I N T H E M A N A G E M E N T R E P O R T A N D F I N A N C I A L S TAT E M E N T S in % 12.2 12.7 full-time 5,066 5,539 GfK Group financial reporting in accordance with us gaap ebit after income from participations in relation to sales Percentage points Dividend adjusted for the dilution effect resulting from the increase from company funds Proposal to the Annual General Meeting on 24 May 2005 + 9.3 GfK Bosnia Herzegovina, Bosnia Herzegovina GfK bh d.o.o, Sarajevo, Bosnia Herzegovina. GfK Business Solutions & Processing, Germany GfK Aktiengesellschaft, Bereich GfK Business Solutions & Processing, Germany. GfK Custom Research, usa GfK Custom Research Inc., Minneapolis, usa. GfK Custom Research Worldwide, Belgium GfK Ad Hoc Research worldwide gie, Brussels, Belgium. GfK Data Services, Germany GfK Aktiengesellschaft, GfK Data Services Division, Germany. GfK do Brasil, Brazil GfK do brasil ltda., São Paulo, Brazil. GfK Fernsehforschung, Germany GfK Fernsehforschung GmbH, Nuremberg, Germany. GfK Group Services, Germany GfK Aktiengesellschaft, GfK Group Services, Germany. GfK Indicator, Brazil indicator gfk ltda., São Paulo, Brazil. GfK Latino-america Holding, Spain gfk latinoamerica holding, s.l., Valencia, Spain. GfK Market Analysis, Greece GfK market analysis e.p.e., Athens, Greece. GfK Marketing Services Australia, Australia GfK Marketing Services Australia Pty. Ltd., Sydney, Australia. GfK Marketing Services uk, uk GfK Marketing Services Ltd., West Byfleet, Surrey, uk. GfK Marktforschung, Germany GfK Marktforschung GmbH, Nuremberg, Germany. GfK Morocco, Morocco GfK memrb Marketing Services Maroc, Casablanca, Morocco. GfK Martin Hamblin, uk GfK Martin Hamblin Limited, London, uk. GfK Media, uk GfK Media Ltd., London, uk. GfK Methoden- und Produktentwicklung GfK Aktiengesellschaft, GfK Methodenund Produktentwicklung, Germany. GfK MS Chile, Chile GfK Marketing Service Chile Limitada, Santiago, Chile. GfK ms Ltda Brasil, Brazil GfK marketing services ltda., São Paulo, Brazil. GfK Panel Services Benelux, Netherlands GfK Panelservices Benelux b.v., Dongen, Netherlands. GfK PS Benelux Holding, Netherlands GfK Panelservices Benelux Holding b.v., Dongen, Netherlands. GfK Rus, Russia GfK-rus Gesellschaft mbH, Moscow, Russia. GfK-usm, Ukraine GfK-Ukrainian Surveys & Market Research (usm), Kiev, Ukraine. gpi Kommunikationsforschung, Germany gpi Kommunikationsforschung Gesellschaft für Pharma-Informationssysteme mbH, Nuremberg, Germany. 116 Accounting and valuation methods I 96, 108 Acquisitions ifr GfK, France see ifr Group, France. Ad Hoc Research see Custom Research 120f., 142ff. Affiliated companies ifr Group, France cmi Field sarl, Viroflay, France Institut Français de Recherche ifr s.a., Viroflay, France ifr Europe Ltd., London, uk ifr France s.a., Viroflay, France ifr Italia S.r.L., Milan, Italy ifr Marketing España s.a., Madrid, Spain ifr Monitoring Deutschland GmbH, Düsseldorf, Germany ifr Nederland b.v., Amsterdam, Netherlands ifr Polska Sp. z o.o., Warsaw, Poland ifr u.k. Ltd., London, uk. iha-GfK-Group, Switzerland bwv Holding ag, St. Gallen, Switzerland Eiphos Holding ag, Hergiswil, Switzerland iha-GfK ag, Hergiswil, Switzerland iha·ims Health GmbH, Hergiswil, Switzerland iha Italia S.p.A., Milan, Italy Liechti ag, Kriegstetten, Switzerland dragon eye Ltd., Hergiswil, Switzerland Media Focus (arge), Hergiswil, Switzerland Modata ag, Hergiswil, Switzerland Modata GmbH, Berlin, Germany Telecontrol ag, Hergiswil, Switzerland. 62ff., 69, 94f., 136 America IV, 12, 84, 148 Margin 3, 92, 108, 135 Media Net income for the year see Consolidated total income 121, 145 Associated companies 85, 111, 125ff., 148 Balance sheet 125ff. Balance sheet, notes to the IV, 86, 148 Net indebtedness 122 Net interest income 85, 111 Total assets Non-Food Tracking see Retail and Technology 85f., 148 Borrowings 2f., 87ff., 105f., 108, 135, 148 Business divisions See also Consumer Tracking, Custom Research, HealthCare, Media, Retail and Technology Cash flow 86, 112 from investment activity 86, 112, V from ongoing business activity 86, 112, V Free cash flow 54ff., 61, 94, 136 Central and Eastern Europe 109ff. Consolidated financial statements: IV, 84f., 109, 148 Consolidated total income IV, 84f., 109, 148 Consolidated total income before minority interests Consolidation 116 Methods of consolidation 118f. Scope of consolidation 3, 89f., 103, 135, 148 Consumer Tracking 134 Contingencies 46ff., 53, 93f., 136 Northern Europe 2f., 84, 87ff., 92ff., 110, 148 Operating income IV, 87ff., 92ff., 107 Organic growth 99, 107 Organization and administration V Pay-out ratio 136 Pro forma statements (sfas 1) 130 Proposed appropriation of profits 86, 111, 118f., 130f. Provisions 100, 107 Purchasing IV, 151 Ratio of net indebtedness to cash flow 92ff., 136 Regions see also America, Asia and the Pacific, Germany, Northern Europe, Western and Southern Europe, Central and Eastern Europe 2, 98, 135, 148 Retail and Technology 6, 100f., 107 Corporate Communications 2, 88, 135, 148 Custom Research 85, 111, 148 Current assets 116 Currency conversion Information Resources Deutschland, Germany Information Resources GfK GmbH, Nuremberg, Germany. 86, 112, 148 Liquidity 12ff., 16ff., 19, 138, 140 Management Board 70ff., 77, 95f., 136 Asia and the Pacific 9, 18ff., 141 Corporate Governance iha·ims Health, Switzerland iha·ims Health GmbH, Hergiswil, Switzerland. 26f. Investor Relations IV, 86, 107, 148 Investment Return, see Margin IV, 149 Return on capital employed 96, 106 Research and development 101ff. Risk report IV, 84, 110, 116f., 148 Sales 111, 118, 123 Deferred taxes Segment report, see also Business divisions, Regions IV, 13, 25, 130, 148 Dividend ebit IV, 84, 110, 148 before income from participations IV, 84, 110, 148 after income from participations IRI/GfK, Germany Information Resources GfK GmbH, Nuremberg, Germany. 12, 21ff. IV, 23, 110, 124, 149 23, 149 22f. Shares Earnings per share Key indicators Share price performance 85, 111, 113, 118, 127f., 148, IV 85, 148 IV, 149 Changes in shareholders’ equity Equity ratio RoE IV, 84, 110, 148 ebitda M ebit margin see Margin m2a, France m2a s.a., Saint Aubin, France. IV, 97f., 106, 138, 149 Employees media control GfK international, Germany media control GfK international GmbH, Baden-Baden, Germany. 100 Environmental protection 86, 107, 112 Financing 85, 111, 114f., 150 Fixed assets 86, 112, 119, 133, 149 Funds statement IV, 86, 149 Gearing T 30ff., 37, 92f., 136 Germany 117, 125 Goodwill Telecontrol, Switzerland Telecontrol ag, Hergiswil, Switzerland. 3, 90f., 105, 135, 148 HealthCare 85, 110, 148 Income from ongoing business activity V 84, 122, 148 Income from participations v2 GfK, usa v2 GfK llc, Blue Bell, usa. 84, 110, 121ff. Income statement 121f. Notes to the income statement V Shareholders’ equity 24 Shareholder structure 142ff. Shareholdings 135f. Segment reporting see also business divisions, regions 86f., 107 Soft facts Staff see Employees 9f., 19, 117, 129 Stock options 1, 12f., 108f. Strategy 8ff., 18ff., 139f. Supervisory Board 84, 123f. Taxes on income and earnings 38ff., 45, 93, 136 Western and Southern Europe VI 0695_12_Umschlag_innen_e 27.04.2005 19:16 Uhr Seite 1 O U R C O R P O R AT E VA L U E S HIGHLIGHTS OF FINANCIAL YEAR 2004 GfK achieves record result and continues expansion C L I E N T- D R IV E N B Our clients’ needs drive our business. We continuously seek to better understand our clients’ needs, improve all aspects of existing research products, offer innovative products and to be an integral part of our clients’ information systems. Accuracy, sound methodology, excellent client service, flexibility, timely delivery and cost effectiveness all ensure that we meet and even exceed our clients’ expectations. We build long-term partnerships with our clients, contributing to their success. Beyen Marktforschung, Germany Beyen Marktforschung GmbH, Düsseldorf, Germany. OUR PEOPLE People are our main asset. Development through training, sharing ideas and sound experience is essential to our business. Our people have the freedom to explore and develop their talents and are empowered to achieve our common goals. We encourage and reward initiative, dedication and hard work. Fairness, good communication and working relationships at all levels and locations are key to our success. Sales were up by 12.8 per cent to eur 671.7 million, with organic growth of 6.6 per cent coming in well above the sector average. ebit including income from participations climbed twice as fast as sales in percentage terms, rising by 31.2 per cent to eur 91.1 million. An increase in the margin of almost two percentage points to 13.6 per cent makes GfK one of the most profitable companies in the industry. bwv Group, Switzerland bwv Holding ag, St. Gallen, Switzerland, including its subsidiaries. C Following the acquisition of GfK Arbor, the GfK Group now ranks No. 15 among market research companies in the usa, the world’s biggest market research market. Caribou Lake Software, usa Caribou Lake Software, llc, Minneapolis, usa. F GfK is expanding the retail research activities of its Retail and Technology division to include additional countries in the regions of Central and Eastern Europe, America, Asia and the Pacific as well as in the Middle East. Fessel-GfK, Austria fessel-GfK Institut für Marktforschung Ges.m.b.H., Vienna, Austria. G GfK arbor usa GfK arbor, llc, Media, usa. GfK Asia, Singapore GfK Asia Pte Ltd., Singapore, Singapore. GfK Group in figures1) Change I N N O VAT I O N We recognize that investing in continuous innovation in both the process and the end product is a prerequisite to meeting clients’ requirements. Our aim is to be at the cutting edge with our key business activities. Clients’ needs, evolving markets, new technology and the expertise and ideas of our people throughout the world are what drive innovation. 671.7 + 12.8 ebitda in eur million 91.2 108.9 + 19.5 2) Consolidated total income before minority interests Tax rate Consolidated total income We respect and learn from local business practices and cultures and provide knowledge tailored to local needs. Our global network comprises international teams, tools and products to provide multinational clients with consistent services. As proud members of the GfK Group, we share local and international expertise to continually improve all aspects of our business. in eur million 66.4 86.9 + 30.9 in eur million 69.5 91.1 + 31.2 in % 11.7 13.6 + 1.9 3) in eur million 41.1 63.5 + 54.7 in % 38.0 34.3 – in eur million 33.3 52.6 + 57.8 Earnings per share in eur 1.06 1.68 + 57.8 Dividend per share in eur 0.214) 0.305) + 42.9 Cash flow from ongoing GROWTH business activity in eur million 69.2 92.3 + 33.3 Investment in eur million 47.7 85.1 + 78.4 Return on equity in % 17.3 23.2 + 6.0 3) Total return on equity in % 14.3 17.2 + 2.8 3) Sales return in eur million 6.9 9.5 + 2.6 3) Net indebtedness in eur million – 24.9 – 31.7 + 27.3 in years 0.5 0.5 – 11.5 44.3 + 3.6 3) + 0.5 3) Ratio of net indebtedness to cash flow Profitable growth results in greater opportunities. As individuals, teams and business units, we are aware of the impact of our decisions and actions at all levels. We use financial and non-financial measurements to review and improve performance on an ongoing basis. Our growth provides investors with a fair return on the financial resources they have entrusted to us. Shareholders’ equity Gearing No. of employees at year-end 1) 2) 3) 4) 5) III in % 595.3 ebit after income from participations GLOBAL EXPERTISE – LOCAL KNOWLEDGE 2004 in eur million Margin 2003 Sales ebit before income from participations IV in % 40.7 INDEX L I S T O F G f K C O M PA N Y A B B R E V I AT I O N S U S E D I N T H E M A N A G E M E N T R E P O R T A N D F I N A N C I A L S TAT E M E N T S in % 12.2 12.7 full-time 5,066 5,539 GfK Group financial reporting in accordance with us gaap ebit after income from participations in relation to sales Percentage points Dividend adjusted for the dilution effect resulting from the increase from company funds Proposal to the Annual General Meeting on 24 May 2005 + 9.3 GfK Bosnia Herzegovina, Bosnia Herzegovina GfK bh d.o.o, Sarajevo, Bosnia Herzegovina. GfK Business Solutions & Processing, Germany GfK Aktiengesellschaft, Bereich GfK Business Solutions & Processing, Germany. GfK Custom Research, usa GfK Custom Research Inc., Minneapolis, usa. GfK Custom Research Worldwide, Belgium GfK Ad Hoc Research worldwide gie, Brussels, Belgium. GfK Data Services, Germany GfK Aktiengesellschaft, GfK Data Services Division, Germany. GfK do Brasil, Brazil GfK do brasil ltda., São Paulo, Brazil. GfK Fernsehforschung, Germany GfK Fernsehforschung GmbH, Nuremberg, Germany. GfK Group Services, Germany GfK Aktiengesellschaft, GfK Group Services, Germany. GfK Indicator, Brazil indicator gfk ltda., São Paulo, Brazil. GfK Latino-america Holding, Spain gfk latinoamerica holding, s.l., Valencia, Spain. GfK Market Analysis, Greece GfK market analysis e.p.e., Athens, Greece. GfK Marketing Services Australia, Australia GfK Marketing Services Australia Pty. Ltd., Sydney, Australia. GfK Marketing Services uk, uk GfK Marketing Services Ltd., West Byfleet, Surrey, uk. GfK Marktforschung, Germany GfK Marktforschung GmbH, Nuremberg, Germany. GfK Morocco, Morocco GfK memrb Marketing Services Maroc, Casablanca, Morocco. GfK Martin Hamblin, uk GfK Martin Hamblin Limited, London, uk. GfK Media, uk GfK Media Ltd., London, uk. GfK Methoden- und Produktentwicklung GfK Aktiengesellschaft, GfK Methodenund Produktentwicklung, Germany. GfK MS Chile, Chile GfK Marketing Service Chile Limitada, Santiago, Chile. GfK ms Ltda Brasil, Brazil GfK marketing services ltda., São Paulo, Brazil. GfK Panel Services Benelux, Netherlands GfK Panelservices Benelux b.v., Dongen, Netherlands. GfK PS Benelux Holding, Netherlands GfK Panelservices Benelux Holding b.v., Dongen, Netherlands. GfK Rus, Russia GfK-rus Gesellschaft mbH, Moscow, Russia. GfK-usm, Ukraine GfK-Ukrainian Surveys & Market Research (usm), Kiev, Ukraine. gpi Kommunikationsforschung, Germany gpi Kommunikationsforschung Gesellschaft für Pharma-Informationssysteme mbH, Nuremberg, Germany. 116 Accounting and valuation methods I 96, 108 Acquisitions ifr GfK, France see ifr Group, France. Ad Hoc Research see Custom Research 120f., 142ff. Affiliated companies ifr Group, France cmi Field sarl, Viroflay, France Institut Français de Recherche ifr s.a., Viroflay, France ifr Europe Ltd., London, uk ifr France s.a., Viroflay, France ifr Italia S.r.L., Milan, Italy ifr Marketing España s.a., Madrid, Spain ifr Monitoring Deutschland GmbH, Düsseldorf, Germany ifr Nederland b.v., Amsterdam, Netherlands ifr Polska Sp. z o.o., Warsaw, Poland ifr u.k. Ltd., London, uk. iha-GfK-Group, Switzerland bwv Holding ag, St. Gallen, Switzerland Eiphos Holding ag, Hergiswil, Switzerland iha-GfK ag, Hergiswil, Switzerland iha·ims Health GmbH, Hergiswil, Switzerland iha Italia S.p.A., Milan, Italy Liechti ag, Kriegstetten, Switzerland dragon eye Ltd., Hergiswil, Switzerland Media Focus (arge), Hergiswil, Switzerland Modata ag, Hergiswil, Switzerland Modata GmbH, Berlin, Germany Telecontrol ag, Hergiswil, Switzerland. 62ff., 69, 94f., 136 America IV, 12, 84, 148 Margin 3, 92, 108, 135 Media Net income for the year see Consolidated total income 121, 145 Associated companies 85, 111, 125ff., 148 Balance sheet 125ff. Balance sheet, notes to the IV, 86, 148 Net indebtedness 122 Net interest income 85, 111 Total assets Non-Food Tracking see Retail and Technology 85f., 148 Borrowings 2f., 87ff., 105f., 108, 135, 148 Business divisions See also Consumer Tracking, Custom Research, HealthCare, Media, Retail and Technology Cash flow 86, 112 from investment activity 86, 112, V from ongoing business activity 86, 112, V Free cash flow 54ff., 61, 94, 136 Central and Eastern Europe 109ff. Consolidated financial statements: IV, 84f., 109, 148 Consolidated total income IV, 84f., 109, 148 Consolidated total income before minority interests Consolidation 116 Methods of consolidation 118f. Scope of consolidation 3, 89f., 103, 135, 148 Consumer Tracking 134 Contingencies 46ff., 53, 93f., 136 Northern Europe 2f., 84, 87ff., 92ff., 110, 148 Operating income IV, 87ff., 92ff., 107 Organic growth 99, 107 Organization and administration V Pay-out ratio 136 Pro forma statements (sfas 1) 130 Proposed appropriation of profits 86, 111, 118f., 130f. Provisions 100, 107 Purchasing IV, 151 Ratio of net indebtedness to cash flow 92ff., 136 Regions see also America, Asia and the Pacific, Germany, Northern Europe, Western and Southern Europe, Central and Eastern Europe 2, 98, 135, 148 Retail and Technology 6, 100f., 107 Corporate Communications 2, 88, 135, 148 Custom Research 85, 111, 148 Current assets 116 Currency conversion Information Resources Deutschland, Germany Information Resources GfK GmbH, Nuremberg, Germany. 86, 112, 148 Liquidity 12ff., 16ff., 19, 138, 140 Management Board 70ff., 77, 95f., 136 Asia and the Pacific 9, 18ff., 141 Corporate Governance iha·ims Health, Switzerland iha·ims Health GmbH, Hergiswil, Switzerland. 26f. Investor Relations IV, 86, 107, 148 Investment Return, see Margin IV, 149 Return on capital employed 96, 106 Research and development 101ff. Risk report IV, 84, 110, 116f., 148 Sales 111, 118, 123 Deferred taxes Segment report, see also Business divisions, Regions IV, 13, 25, 130, 148 Dividend ebit IV, 84, 110, 148 before income from participations IV, 84, 110, 148 after income from participations IRI/GfK, Germany Information Resources GfK GmbH, Nuremberg, Germany. 12, 21ff. IV, 23, 110, 124, 149 23, 149 22f. IV, 84, 110, 148 ebitda M ebit margin see Margin m2a, France m2a s.a., Saint Aubin, France. IV, 97f., 106, 138, 149 Employees media control GfK international, Germany media control GfK international GmbH, Baden-Baden, Germany. 100 Environmental protection 86, 107, 112 Financing 85, 111, 114f., 150 Fixed assets 86, 112, 119, 133, 149 Funds statement IV, 86, 149 Gearing T 30ff., 37, 92f., 136 Germany 117, 125 Goodwill Telecontrol, Switzerland Telecontrol ag, Hergiswil, Switzerland. 3, 90f., 105, 135, 148 HealthCare 85, 110, 148 Income from ongoing business activity V 84, 122, 148 Income from participations v2 GfK, usa v2 GfK llc, Blue Bell, usa. 84, 110, 121ff. Income statement 121f. Notes to the income statement V Shares Earnings per share Key indicators Share price performance Shareholders’ equity 85, 111, 113, 118, 127f., 148, IV 85, 148 IV, 149 Changes in shareholders’ equity Equity ratio RoE 24 Shareholder structure 142ff. Shareholdings 135f. Segment reporting see also business divisions, regions 86f., 107 Soft facts Staff see Employees 9f., 19, 117, 129 Stock options 1, 12f., 108f. Strategy 8ff., 18ff., 139f. Supervisory Board 84, 123f. Taxes on income and earnings 38ff., 45, 93, 136 Western and Southern Europe VI 0695_13_Umschlag_aussen_e 27.04.2005 19:22 Uhr Seite 1 CONTENTS P R O V I S I O N A L K E Y D AT E S I N T H E F I N A N C I A L C A L E N D A R 11 April 2005 Accounts press conference, Nuremberg G f K G RO U P: G ROW T H F RO M K N OW L E D G E SIGHTS SET ON GLOBAL MARKETS 11 April 2005 Analysts’ conference, Frankfurt/Main III Our corporate values 13 May 2005 Quarterly report as at 31 March 1) IV Highlights of financial year 2004: GfK achieves record result and continues expansion GfK Group in figures 24 May 2005 Annual General Meeting, Nuremberg 12 August 2005 Interim report as at 30 June 1) 15 November 2005 Quarterly report as at 30 September 1) 28 February 2006 Provisional result for financial year 20051) 11 April 2006 Accounts press conference, Nuremberg 11 April 2006 Analysts’ conference, Frankfurt/Main 16 The Management Board 15 May 2006 Quarterly report as at 31 March 1) 21 GfK shares 23 May 2006 Annual General Meeting, Nuremberg 28 Special – GfK regions: sights set on global markets 14 August 2006 Interim report as at 30 June 1) 14 November 2006 Quarterly report as at 30 September 1) 2 GfK business divisions: knowledge is the basis for decision-making 4 2004 at a glance 6 GfK image campaign: global growth from local knowledge 8 The Supervisory Board 9 Report by the Supervisory Board 12 To our shareholders and business associates 18 Corporate Governance 26 Investor Relations 30 Germany GfK Group: Annual Report 2004 1 GfK Group: sights set on client markets 1) Publication is scheduled for before the start of the trading session. C O N TA CT S If you wish to order further copies of the Annual Report or have any queries, please contact: Public Affairs and Communications Dr. Ulrike Schöneberg Tel. +49 (0) 911 - 395 26 45 Fax +49 (0) 911 - 395 40 41 public.affairs@gfk.de Investor Relations Bernhard Wolf Tel. +49 (0) 911 - 395 20 12 Fax +49 (0) 911 - 395 40 75 bernhard.wolf@gfk.de Publisher: GfK ag Nordwestring 101 D-90319 Nuremberg http://www.gfk.de Editorial support services: Medienservice Peter Reichard, Ebersberg Design: Scheufele Kommunikationsagentur GmbH, Frankfurt/Main Photography: Annette Hornischer, Frankfurt/Main Lithography: 607er Druckvorlagen, Darmstadt Translation: aget Limited, London, uk Printing: Mediahaus Biering GmbH, Munich 46 Northern Europe 54 Central and Eastern Europe 62 America 70 Asia and the Pacific MANAGEMENT REPORT AND FINANCIAL S TAT E M E N T S O F T H E G f K G R O U P 80 Management report 110 Financial statements 116 Notes to the consolidated financial statements 146 Auditors’ report M I S S I O N S TAT E M E N T GfK. Growth from Knowledge Companies need to make decisions. Knowledge is the basis for decision-making. Annual Report 2004 Our business information services provide the essential knowledge that industry, retail, S I G H T S S E T O N G LO B A L M A R K E T S the service sector and the media need in order to make their decisions. GfK. Growth from Knowledge As a knowledge provider, we aim to be at the top in all the global markets in which we This Annual Report is also available in German. operate – in the interests of our clients, our employees, our company, our shareholders The English language version is a translation of the audited German Annual Report. and the general public. Printed on unchlorinated bleached paper 38 Western and Southern Europe A D D I T I O N A L I N F O R M AT I O N 148 Five-year overview 150 Glossaries V List of GfK company abbreviations used in the management report VI Index VII Financial calendar VII Contacts VII II 0695_13_Umschlag_aussen_e 27.04.2005 19:22 Uhr Seite 1 CONTENTS P R O V I S I O N A L K E Y D AT E S I N T H E F I N A N C I A L C A L E N D A R 11 April 2005 Accounts press conference, Nuremberg G f K G RO U P: G ROW T H F RO M K N OW L E D G E SIGHTS SET ON GLOBAL MARKETS 11 April 2005 Analysts’ conference, Frankfurt/Main III Our corporate values 13 May 2005 Quarterly report as at 31 March 1) IV Highlights of financial year 2004: GfK achieves record result and continues expansion GfK Group in figures 24 May 2005 Annual General Meeting, Nuremberg 12 August 2005 Interim report as at 30 June 1) 15 November 2005 Quarterly report as at 30 September 1) 28 February 2006 Provisional result for financial year 20051) 11 April 2006 Accounts press conference, Nuremberg 11 April 2006 Analysts’ conference, Frankfurt/Main 16 The Management Board 15 May 2006 Quarterly report as at 31 March 1) 21 GfK shares 23 May 2006 Annual General Meeting, Nuremberg 28 Special – GfK regions: sights set on global markets 14 August 2006 Interim report as at 30 June 1) 14 November 2006 Quarterly report as at 30 September 1) 2 GfK business divisions: knowledge is the basis for decision-making 4 2004 at a glance 6 GfK image campaign: global growth from local knowledge 8 The Supervisory Board 9 Report by the Supervisory Board 12 To our shareholders and business associates 18 Corporate Governance 26 Investor Relations 30 Germany GfK Group: Annual Report 2004 1 GfK Group: sights set on client markets 1) Publication is scheduled for before the start of the trading session. C O N TA CT S If you wish to order further copies of the Annual Report or have any queries, please contact: Public Affairs and Communications Dr. Ulrike Schöneberg Tel. +49 (0) 911 - 395 26 45 Fax +49 (0) 911 - 395 40 41 public.affairs@gfk.de Investor Relations Bernhard Wolf Tel. +49 (0) 911 - 395 20 12 Fax +49 (0) 911 - 395 40 75 bernhard.wolf@gfk.de Publisher: GfK ag Nordwestring 101 D-90319 Nuremberg http://www.gfk.de Editorial support services: Medienservice Peter Reichard, Ebersberg Design: Scheufele Kommunikationsagentur GmbH, Frankfurt/Main Photography: Annette Hornischer, Frankfurt/Main Lithography: 607er Druckvorlagen, Darmstadt Translation: aget Limited, London, uk Printing: Mediahaus Biering GmbH, Munich 46 Northern Europe 54 Central and Eastern Europe 62 America 70 Asia and the Pacific MANAGEMENT REPORT AND FINANCIAL S TAT E M E N T S O F T H E G f K G R O U P 80 Management report 110 Financial statements 116 Notes to the consolidated financial statements 146 Auditors’ report M I S S I O N S TAT E M E N T GfK. Growth from Knowledge Companies need to make decisions. Knowledge is the basis for decision-making. Annual Report 2004 Our business information services provide the essential knowledge that industry, retail, S I G H T S S E T O N G LO B A L M A R K E T S the service sector and the media need in order to make their decisions. GfK. Growth from Knowledge As a knowledge provider, we aim to be at the top in all the global markets in which we This Annual Report is also available in German. operate – in the interests of our clients, our employees, our company, our shareholders The English language version is a translation of the audited German Annual Report. and the general public. Printed on unchlorinated bleached paper 38 Western and Southern Europe A D D I T I O N A L I N F O R M AT I O N 148 Five-year overview 150 Glossaries V List of GfK company abbreviations used in the management report VI Index VII Financial calendar VII Contacts VII II