Annual Report 2009/2010
Table of Contents
04 THE COMPANY
04 Corporate Values
05 Directors’ Letter to Shareholders
06 Legal Representatives
07 Organisational Chart
08 Reports of the Chairman of the Supervisory Board
11 Investor Relations
12 Corporate Governance Report
16 GROUP STATUS REPORT 2009/2010
16 Business Development and Financial Position
16 Business Development
18 Material Events after the Balance Sheet Date
19 Key Financial Indicators
20 Key Non-Financial Indicators
20 Major Events after the Balance Sheet
20 Composition of the Share Capital
20 Future Developments and Risks of the Group
20 Future Developments
21 Risk Report
22 Internal Control System
22 Financial Instruments
23 Research and Development
23 Disclosure according to Article 243 a of the
Austrian Commercial Code (UGB)
26 CONSOLIDATED FINANCIAL
STATEMENTS 2009/2010
27 Consolidated Profit and Loss Account
28 Consolidated Total Net Results after Tax
29 Consolidated Balance Sheet
30 Consolidated Cash Flow Statement
32 Schedule of Development of Shareholders’ Funds
33 Notes to the Consolidated Financial Statements
66 Consolidated Schedule of Fixed Assets
68 Auditor’s Report
70 Statement of all Legal Representatives
71 Important Addresses
Table of Contents
04 THE COMPANY
04 Corporate Values
05 Directors’ Letter to Shareholders
06 Legal Representatives
07 Organisational Chart
08 Reports of the Chairman of the Supervisory Board
11 Investor Relations
12 Corporate Governance Report
16 GROUP STATUS REPORT 2009/2010
16 Business Development and Financial Position
16 Business Development
18 Material Events after the Balance Sheet Date
19 Key Financial Indicators
20 Key Non-Financial Indicators
20 Major Events after the Balance Sheet
20 Composition of the Share Capital
20 Future Developments and Risks of the Group
20 Future Developments
21 Risk Report
22 Internal Control System
22 Financial Instruments
23 Research and Development
23 Disclosure according to Article 243 a of the
Austrian Commercial Code (UGB)
26 CONSOLIDATED FINANCIAL
STATEMENTS 2009/2010
27 Consolidated Profit and Loss Account
28 Consolidated Total Net Results after Tax
29 Consolidated Balance Sheet
30 Consolidated Cash Flow Statement
32 Schedule of Development of Shareholders’ Funds
33 Notes to the Consolidated Financial Statements
66 Consolidated Schedule of Fixed Assets
68 Auditor’s Report
70 Statement of all Legal Representatives
71 Important Addresses
FINANCIAL CALENDAR 2011/2012
29/04/2011 Annual General Meeting, Kapfenberg
16/05/2011 Publication first quarter results 2011
22/08/2011 Publication half-year results 2011
21/11/2011 Publication third quarter results 2011
February 2012 Publication preliminary results for 2011
Key Figures
12M 15M
EARNINGS RATIOS 2006/2007 2007/2008 2008/2009 2009/2010 2009/20101 Change
Revenues in €k 100,054 105,909 88,939 87,553 109,175 23%
EBITDA in €k 17,325 16,868 10,709 12,010 14,260 33%
EBIT in €k 10,124 8,805 1,904 3,701 3,879 104%
Earnings before tax (EBT) in €k 8,446 7,364 (308) 2,577 2,367 pos.
Earnings after tax in €k 8,288 6,858 1,199 3,313 2,824 136%
EBITDA margin 17% 16% 12% 14% 13% –
EBIT margin 10% 8% 2% 4% 4% –
BALANCE SHEET
RATIOS
Total assets in €k 127,068 141,992 122,479 120,330 117,911 (4%)
Net working capital2 in €k 26,772 36,147 35,575 31,859 33,434 (6%)
Capital employed3 in €k 80,823 98,924 97,155 91,835 92,201 (5%)
Shareholders’ equity in €k 64,561 67,399 62,307 65,338 64,421 3%
Equity in % of total assets 51% 48% 51% 54% 55% –
Net debt4 in €k 14,217 29,428 32,759 26,105 25,612 (22%)
Gearing5 22% 44% 53% 40% 40% –
CASH FLOW
AND CAPEX
Cash flow from
operating activities in €k 17,412 8,849 6,834 14,088 13,872 103%
Free cash flow in €k 5,759 (10,362) 2,723 10,194 8,328 206%
Capital expenditure
in fixed assets in €k 8,713 14,791 5,697 4,358 6,319 11%
EMPLOYEES
Employees per 30/09 (31/12) 859 977 836 809 823 (2%)
VALUE CREATION
ROCE (Return on capital employed)6 12% 9% 3% 5% 5% –
ROE (Return on equity)7 14% 10% 2% 5% 4% –
STOCK EXCHANGE
RATIOS
Share price per 30/09 (31/12)
(XETRA) in € 38.20 25.30 9.60 13.45 17.88 86%
Number of shares issued m share 3.88 3.88 3.88 3.50 3.50 (10%)
Number of treasury shares share 585 62,861 337,563 56,973 73,405 (78%)
Market capitalisation in €m 148.22 98.20 34.08 46.31 61.27 80%
Earnings per share in € 2.03 1.67 0.37 0.89 0.78 111%
Book value per share in € 16.61 17.34 16.03 18.67 18.41 15%
1
Due to the change of the balance sheet date, the reporting period 2009/2010 is comprised of 15 months (1 October 2009 until 31 December 2010),
which represents a one-off. The percentage change refers to the fiscal year 2008/2009 (12 months).
2
Net working capital = Inventories + accounts receivable + other short-term receivables – accounts payable – short-term provisions – other short-term liabilities
3
Capital employed = Shareholders’ equity including minorities + financial debt (short-term and long-term) – cash and cash equivalents
4
Net debt = Financial debt (short term and long term) – cash and cash equivalents – short-term securities and long-term financial assets
5
Gearing = Net debt / shareholders’ equity including minorities
6
ROCE (Return on capital employed) = NOPAT (Net operating profit after tax) / average capital employed
7
ROE (Return on equity) = Earnings after tax / average shareholders’ equity
Annual Report 2009/2010
for the Period from
1 October 2009 to 31 December 2010
SHARE PRICE DEVELOPMENT VS. EBIT
30/09/2000 – 31/12/2010
€ 60
€ 50
€ 9,296k € 10,124k
€ 40 € 8,805k
€ 30
€ 7,824k
€ 4,616k
€ 20
€ 3,511k € 3,701k
€ 10
€ 2,676k
€ 422k € 1,904k
€0
00 01 02 03 04 05 06 07 08 09 10
/20 /20 /20 /20 /20 /20 /20 /20 /20 /20 /20
/09 0/0
9
0/0
9
0/0
9
0/0
9
0/0
9
0/0
9
0/0
9
0/0
9
0/0
9
0/0
9
30 3 3 3 3 3 3 3 3 3 3
(€ 3,700k)
■ Share price Pankl Racing Systems AG ■ EBIT
04
Corporate Values
HIGH TECH
WE DEVELOP AND MANUFACTURE TECHNICAL SYSTEMS THAT LEAD THE MARKET.
OUR WORK IS BASED ON STATE-OF-THE-ART KNOW HOW IN EACH OF OUR FIELDS.
WE FULLY SUPPORT THE IMPLEMENTATION OF NEW IDEAS. OUR INTENSIVE RESEARCH
EFFORT ENABLES US TO SECURE OUR TECHNOLOGICAL LEAD.
HIGH SPEED
WE STRIVE TO BE THE FASTEST IN EVERY ASPECT OF OUR BUSINESS. WE WANT TO
ADVANCE MATTERS AND ARE WILLING AND PREPARED TO IMPROVE ON OURSELVES
CONTINUOUSLY. WE RECOGNISE THE OPPORTUNITIES AVAILABLE IN OUR FIELD OF
BUSINESS AND TAKE APPROPRIATE STEPS TO EXPLOIT THESE TO THE FULL.
HIGH QUALITY
WE BELIEVE THAT QUALITY MEANS PERFECTION RIGHT DOWN TO THE LAST DETAIL.
WE FOCUS OUR EFFORTS ON MEETING THE REQUIREMENTS OF OUR CUSTOMERS.
WE BELIEVE THAT QUALITY ALSO MEANS ASPIRATION TO ESTABLISH AND MAINTAIN
ENDURING RELATIONSHIPS WITH OUR BUSINESS ASSOCIATES AND COLLEAGUES
BASED ON MUTUAL TRUST.
OUR STAFF
WE ACT IN THE BELIEF THAT OUR FAITHFUL MEMBERS OF STAFF REPRESENT OUR
MOST VALUABLE ASSET. IN CREATING A PERFORMANCE-DRIVEN ENVIRONMENT,
WE AIM TO BE AN ATTRACTIVE EMPLOYER FOR CREATIVE AND LOYAL EMPLOYEES.
WE APPRECIATE AND ACTIVELY PROMOTE BOTH PROFESSIONAL TRAINING AND
PERSONALITY DEVELOPMENT (LEADERSHIP QUALITIES, HOLISTIC THINKING,
ROLE MODELS, ETC.) OF OUR STAFF MEMBERS. WE PUT EMPHASIS ON OPENNESS
AND FAIRNESS IN DEALING WITH OUR MEMBERS OF STAFF AND COLLEAGUES.
05
Director’s Letter to Shareholders
DEAR SHAREHOLDERS, Despite of the crisis, we have not lowered our R&D effort and are thus
DEAR BUSINESS PARTNERS, technologically well prepared for the next few years with a wide, inno-
vative product range. The development of the new Formula 1 engine,
the past business year proved to be demanding and challenging. In our new, high-end piston, which allows us to develop, manufacture and
many respects it was very inconsistent with very little visibility. In the deliver complete piston systems including screws and bearing shells
beginning it was severely affected by the financial- and economic crisis. ready to use even for Formula 1 as well as the future hybrid racing
In autumn 2009 declining sales, low numbers of incoming orders and cars offer us, as the leading supplier of dynamically loaded lightweight
growing uncertainty in all industrial sectors were the rule. Numerous construction systems, a good outlook and growth potential.
bigger and even more, smaller individual measures were necessary
in order to cope with the crisis. Capacities had to be lowered, costs had The aerospace business, which was affected by the crisis a little bit
to be cut and at the same time we had to secure know how and keep later also stagnated during the total reporting period and will benefit
up efficiency. from the recently increasing amount of incoming orders at the earliest
in the second half of 2011.
Already at the beginning of 2010 – namely after the first quarter –
a first significant pick-up was recognisable in the high performance- Although the 15-month reporting period 2009/2010 went off very
and after market business. Our American brands “CP” and “Carrillo” volatile and inconsistent for the Pankl Group, we can proudly say that
as well as our Slovakian subsidiary have particularly benefited from this we have managed this challenge quite well, since we achieved a
development. The recovery of our Californian companies can be mainly trend reversal after two very difficult quarters with a decline in sales
attributed to the maintenance of high level service quality in connect- of 14%, turnover and the number of incoming orders significantly
ion with our short lead times. Thus, despite of difficult economic frame- increased again and we managed to double the operating result both
work conditions and contrary to the general trend, we managed to in the 12-months- and in the 15-months comparison.
gain additional market shares and grow again.
At the extraordinary general meeting on 29 July 2010 the shareholders
From summer, after three very moderate quarters an unexpected, but agreed to adjust the business year to the calendar year. According to
sustainable increase in our business activity was recorded also in the IFRS regulations, the reporting period is thus exceptionally extended to
European racing companies. Some automotive manufacturers saw 15 months. For the purpose of better comparability, on page 2 of this
their improved business situation as an opportunity to slowly invest in annual report, we not only state the key comparative figures of the profit
racing activities again. Numerous projects, which have been stopped and loss account and the cash flow statement for the 15-month report-
during the financial- and economic crisis, were continued again. Many ing period, but also for the 12-month period for calendar year 2010.
manufacturers will launch high-quality hybrid models as of 2012. In
order to boost sales, their motor sport derivates shall prove their ability I wish to express my deep gratitude to all our employees, who showed
on the race track, so we can see exciting races against conventionally great commitment. I would also like to thank our customers, business
driven vehicles in the next few years. The racing market, which has partners and shareholders for the trust in the past business year.
shrunk significantly in the past five years due to various new regulations We will continue to fully commit ourselves to the best possible develop-
and the effects of the crisis, has probably passed its low in 2010. ment of the Pankl Group in the future.
Bruck upon Mur, on 22 February 2011
Wolfgang Plasser
CEO
06
Legal Representatives
MANAGEMENT BOARD
WOLFGANG PLASSER
CEO
appointed until 31 May 2012
ALFRED HÖRTENHUBER
COO
appointed until 31 May 2012
SUPERVISORY BOARD
STEFAN PIERER,
WELS
Chairman of the Supervisory Board
from 29 June 2006 until the General
Meeting that votes on the discharge
of directors for the fiscal year 2013
RUDOLF KNÜNZ,
DORNBIRN
Deputy Chairman of the Supervisory Board
from 29 June 2006 until the General
Meeting that votes on the discharge
of directors for the fiscal year 2013
GEROLD PANKL,
HUNTINGTON BEACH (US)
Member of the Supervisory Board
from 28 February 2003 until the General
Meeting that votes on the discharge
of directors for the fiscal year 2013
JOSEF BLAZICEK,
PERCHTOLDSDORF
Member of the Supervisory Board
from 22 April 2005 until the General
Meeting that votes on the discharge
of directors for the fiscal year 2013
07
Pankl Racing Systems AG
RACING/ AEROSPACE OTHERS
HIGH PERFORMANCE
PANKL ENGINE PANKL AEROSPACE PANKL HOLDINGS, INC.
SYSTEMS GMBH & CO KG SYSTEMS, INC. Carson City, NV (US), 100%
Bruck upon Mur (AT), 100% Cerritos, CA (US), 100%
CAPITAL TECHNOLOGY
PANKL DRIVETRAIN PANKL AEROSPACE BETEILIGUNGS GMBH
SYSTEMS GMBH & CO KG SYSTEMS EUROPE GMBH Bruck upon Mur (AT), 100%
Kapfenberg (AT), 100% Kapfenberg (AT), 100%
PANKL EMISSION
PANKL RACING CONTROL SYSTEMS GMBH
SYSTEMS UK LTD. Kapfenberg (AT), 100%
Bicester (UK), 100%
Leicester (UK), 100% PANKL
BETEILIGUNGS GMBH
PANKL SCHMIEDETECHNIK Kapfenberg (AT), 100%
GMBH & CO KG
Kapfenberg (AT), 100%
PANKL AUTOMOTIVE
SLOVAKIA S.R.O.
Topol’cany (SK), 100%
ˇ
CP-CARRILLO, LLC
Irvine, CA (US), 70%
CARRILLO
INDUSTRIES, INC.
San Clemente, CA (US), 100%
PERFORMANCE
EQUIPMENT COMPANY, LLC
Irvine, CA (US), 70%
PANKL JAPAN, INC.
Tokyo (JP), 100%
08
Report of the Chairman of the Supervisory Board
for the Fiscal Year 2009/2010
In the fiscal year 2009/2010, the Supervisory Board carried out the The Auditor confirmed that the accounting systems and the unconsoli-
tasks as required by law and the Company’s Articles in its four formal dated financial statements per 30 September 2010 are in compliance
meetings. In addition, the Management Board regularly briefed the with all appropriate rules and regulations. The unconsolidated financial
Supervisory Board on business progress and the financial position of statements show a true and fair view of the financial situation of the
the Company and its subsidiaries. The Chairman of the Supervisory Company. The status report is consistent with the financial statements.
Board entertained regular contact to the Management Board discuss-
ing strategy, business developments and risk management also out- The Supervisory Board approved the unconsolidated financial state-
side formal supervisory board meetings. ments per 30 September 2010 and the status report for the fiscal year
2009/2010. The financial statements of the Company for the fiscal year
In November 2010, the Audit Committee met for scrutinising and 2009/2010 were hence formally concluded in accordance with Article
preparing the financial statements and the status report and agree- 96 chapter 4 of the Austrian Public Companies Act (§ 96 Abs. 4 AktG).
ing on proposals on profit distribution. The members of the Audit
Committee were Mr. Rudolf Knünz and Mr. Josef Blazicek. As Chairman of the Supervisory Board and on behalf of my colleagues
of the Supervisory Board I would like to express my sincere gratitude
KPMG Austria GmbH, Wirtschaftsprüfungs- und Steuerberatungs- to the management and all employees of the Pankl Group for their con-
gesellschaft, Linz, in accordance with the legal requirements, audited tribution to the good results in the past fiscal year.
the unconsolidated financial statements and the status report of
the Company. The audit did not raise any issues or complaints. The Equally I would also like to thank all shareholders, customers and
auditor issued unqualified audit opinions on the financial statements partners for their trust in the Pankl Group that has made this success
and the status report of the Company. possible.
Bruck upon Mur, on 2 December 2010
Stefan Pierer
Chairman of the Supervisory Board
09
Report of the Chairman of the Supervisory Board
for the Short Fiscal Year 2010
In the short fiscal year from 1 October 2010 to 31 December 2010 Company. The status report is consistent with the financial statements.
the Supervisory Board carried out the tasks as required by law and the The Auditor also confirmed that the consolidated financial statements
Company’s Articles. In addition, the Management Board regularly briefed for the reporting period from 1 October 2009 to 31 December 2010
the Supervisory Board on business progress and the financial position are in compliance with all appropriate rules and regulations and show
of the Company and its subsidiaries. The Chairman of the Supervisory a true and fair view of the Group’s financial situation, its profitability
Board entertained regular contact to the Management Board discuss- and its cash flows in accordance with International Financial Reporting
ing strategy, business developments and risk management also outside Standards (IFRS). The Group status report is consistent with the consoli-
formal supervisory board meetings. dated financial statements.
In February 2011, the Audit Committee met for scrutinising and pre- The Supervisory Board approved the unconsolidated financial state-
paring the financial statements and the status report for the short fiscal ments per 31 December 2010 and the status report for the short
year, agreeing on proposals on profit distribution and auditor nomina- fiscal year 2009/2010. The financial statements of the Company per
tion and discussing any accounting related matters. The members 31 December 2010 were hence formally concluded in accordance
of the Audit Committee were Mr. Rudolf Knünz and Mr. Josef Blazicek. with Article 96 chapter 4 of the Austrian Public Companies Act (§ 96
Abs. 4 AktG). The Supervisory Board acknowledged the consolidated
KPMG Austria GmbH, Wirtschaftsprüfungs- und Steuerberatungsgesell- financial statements and the Group status report for the reporting
schaft, Linz, in accordance with the legal requirements, audited the period from 1 October 2009 to 31 December 2010 and supports the
unconsolidated financial statements and the status report for the short Management Board proposal regarding profit distribution.
fiscal year 2010 of the Company and the consolidated financial state-
ments and the status report of the Group for the reporting period from As Chairman of the Supervisory Board and on behalf of my colleagues
1 October 2009 to 31 December 2010. The audit did not raise any of the Supervisory Board I would like to express my sincere gratitude
issues or complaints. The auditor issued unqualified audit opinions to the management and all employees of the Pankl Group for their con-
on the financial statements and the status report of the Company and tribution to the good results in the past short fiscal year.
the Group.
Equally I would also like to thank all shareholders, customers and
The Auditor confirmed that the accounting systems and the unconsoli- partners for their trust in the Pankl Group that has made this success
dated financial statements per 31 December 2010 are in compliance possible.
with all appropriate rules and regulations. The unconsolidated financial
statements show a true and fair view of the financial situation of the
Bruck upon Mur, on 2 December 2010
Stefan Pierer
Chairman of the Supervisory Board
HighTech
Crank train
11
Investor Relations
PANKL SHARE DIVIDEND
Since 2007 the Pankl shares have been quoted on the Mid Market The Management Board proposed to the Supervisory Board to
Continuous Trading Segment of the Vienna Stock Exchange. suspend a dividend distribution for both the fiscal year 2009/2010
In Germany, Pankl shares are traded in the unofficial markets of and the short fiscal year from 1 October to 31 December 2010.
Frankfurt, Stuttgart, Berlin, Munich, Hamburg and Dusseldorf.
During the last 15 months the shares performed very well and FINANCIAL CALENDAR 2011/2012
gained 90.2%. As of 31 December 2010 the market capitalisation 29/04/2011 Annual General Meeting, Kapfenberg
of Pankl shares amounted to € 61.27m. The share price reached 16/05/2011 Publication first quarter results 2011
its low of € 8.10 on 27 November 2009 and its high of € 23.98 22/08/2011 Publication half-year results 2011
on 28 October 2010. 21/11/2011 Publication third quarter results 2011
February 2012 Publication preliminary results for 2011
IR ACTIVITIES
In the past fiscal year the Management Board informed analysts and FURTHER INFORMATION
shareholders about corporate developments via conference calls, ON PANKL SHARES
investor conferences and road shows. To ensure transparency and an Investor Relations: Brigitte Putz
effective and efficient service, we regularly publish all relevant infor- Phone: +43-3862-33 999-317
mation and news on our website www.pankl.com. Fax: +43-3862-33 999-810
e-mail: ir@pankl.com, www.pankl.com
Securities Code (NM): 914732
ISIN: AT0000800800
Bloomberg symbol: PARS:AV
Reuters symbol: PARS.VI
SHARE PRICE DEVELOPMENT OF PANKL SHARE DETAILS ON PANKL SHARES
01/10/2009 – 31/12/2010 01/10/2009 – 31/12/2010
€ 25 Share price on 31/12/2010 € 17.88
High (28/10/2009) € 23.98
€ 20
Low (27/11/2009) € 8.10
€ 15 Performance
Pankl Racing Systems AG 90.2%
€ 10 Performance
Prime Automobile (XETRA) 58.7%
€5 Market capitalisation € 61.27m
Q1 Q2 Q3 Q4 Q5
■ Pankl Racing Systems AG (Vienna) ■ ATX Prime Index, indexed ■ Prime Automobile (XETRA) Price Index, indexed
12
Corporate Governance Report
The Austrian Corporate Governance Codex represents a set of rules ❚ Rule 39, 41 and 43, which require the establishment of super-
to support responsible management and leadership of companies in visory board sub-committees, are not complied with, because the
Austria. The Codex aims at establishing sustainable and long term Supervisory Board only consists of four members. The establishment
values and improving transparency for the benefit of all shareholders. of sub-committees would therefore not improve the efficiency of
The Codex is based on legal provisions, primarily within the Austrian supervisory board activities. Further provisions of the Corporate Gover-
corporate, stock exchange and capital markets laws and the OECD nance Codex connected with the establishment of sub-committees
guidelines for Corporate Governance. (e.g. Rule 34 and 42) are therefore not applicable.
The Austrian Corporate Governance Codex has been in force since ❚ Rule 83 is not complied with in so far, as the functionality of the
1 October 2002. The Codex was adapted several times since 2002, risk management is not assessed individually by the Auditor. Of course,
the present Corporate Governance Report is based on the Codex the Company has installed a risk management system.
revision published in January 2009. The Codex beyond the scope of
the legal provisions comes into force once a company adopts them
voluntarily. The adoption of the Codex requires companies to explain GUIDELINES TO AVOID
non-conformance with C-rules (“comply or explain”). ILLEGAL INSIDER DEALINGS
It is a major priority for Pankl Racing Systems AG to ensure that all
This voluntary self-regulation effort is designed to improve the trust shareholders are treated equally and are informed comprehensively.
of shareholders via more transparency, higher quality interaction A Compliance Guideline was implemented to avoid illegal insider
between Supervisory Board, Management Board and shareholders dealings. This Compliance Guideline is based on the requirements
and its strong bias on the creation of long term values. The Austrian of the Issuer Compliance Directive of the Austrian Financial Markets
Corporate Governance Codex is considered a major element to pro- Authority (Finanzmarktaufsicht, FMA) and is also binding for all Super-
mote and further develop the Austrian capital markets. visory Board members. The Compliance Officer is responsible to
monitor compliance with the Compliance Guideline on a permanent
Due to the change of the official stock exchange listing from the basis. The Compliance Guideline is published on the homepage of
Frankfurt to the Vienna Stock Exchange in March 2007, Pankl Racing the Company.
Systems AG has adopted the Austrian Corporate Governance Codex.
Before this time, the company was bound by the German Corporate
Governance Codex. Pankl Racing Systems AG bases its corporate MANAGEMENT BOARD
activities on the strict principles of good corporate leadership and The Management Board of the Company consists of two members:
transparency.
❚ Wolfgang Plasser, born in 1962, member of the Management
At the beginning of March 2007, the Management Board and the Board since 1 October 2004. Current term of office until 31 May 2012.
Supervisory Board adopted the Austrian Corporate Governance Codex CEO, responsible for divisions Racing and Aerospace.
and are hence bound by it. In addition to L-Rules (Legal Require-
ments), the Company also complies with C-Rules (Comply or Explain) ❚ Alfred Hörtenhuber, born in 1955, member of the Management
with the following exceptions (Rule 60): Board since 1 November 2008. Current term of office until 31 May
2012. CEO, responsible for the division High Performance.
The members of the Management Board do not exercise any Super-
visory Board functions or any similar functions in other companies.
Remuneration of Management Board members contains fixed and
variable components. Variable components depend on operating earn-
Corporate Values 13
Directors’ Letter to Shareholders
Legal Representatives
Organisational Chart
Reports of the Chairman of the Supervisory Board
Investor Relations
Corporate Governance Report
ings. Variable remuneration components are capped at a certain per- visory Board Meetings to discuss the development and strategic
centage of the total remuneration. In this context there were no major positioning of the Company. The Supervisory Board may form dedicated
changes compared to the year before. Currently there is no stock sub-committees to carry out its consulting and control activities in
option programme for the Management Board. The Company took out certain areas. Between 1 October 2009 and 31 December 2010 five
a D&O insurance, which, in addition to the Management Board and the Supervisory Board meetings were held (Rule 36).
Supervisory Board also comprises the management boards of group
companies. Mr. Rudolf Knünz and Mr. Josef Blazicek form the Audit Committee of
the Company. Services rendered between the Company and members
In the period from 1 October 2009 to 31 December 2010, Manage- of the Supervisory Board as well as companies, in which members of
ment Board remuneration amounted to € 600k, with variable remuner- the Supervisory Board have a material economic interest, are invoiced
ation components accounting for € 84k. at arm’s length basis.
There is no agreement between the members of the Management According to Rule 49, the Company publishes the following business
Board and the Company with regard to pension plans. In the period relationships:
from 1 October 2009 to 31 December 2010, there were no pension
plan contributions for Management Board members. Management ❚ The Company completed a comprehensive competition clause with
Board members’ entitlements arising out of the termination of their Mr. Gerold Pankl. This competition clause is in force for a period of
contracts are based on the legal provisions of Austrian employment seven years from 2004 onwards and involves payments of € 200k per
law (Article 23 of the Angestelltengesetz). year from the Company to Mr. Pankl in exchange for him not compet-
ing with the Company.
SUPERVISORY BOARD ❚ The Supervisory Board member Mr. Josef Blazicek and Mr. Wolfgang
The Supervisory Board of the Company is composed of the following Plasser are shareholders of Ocean Consulting GmbH. Ocean Consul-
members: ting GmbH occasionally provides translation services for Pankl Racing
Systems AG. In the period from 1 October 2009 to 31 December 2010,
❚ Stefan Pierer, born in 1956, Chairman of the Supervisory Board these translation services amounted to € 5k.
since 29 June 2006 until the General Meeting that votes on the
discharge of directors for the fiscal year 2013. ❚ Pankl Racing Systems AG generated revenues of € 946k from
CROSS Industries AG and its subsidiaries. There are business relation-
❚ Rudolf Knünz, born in 1951, Deputy Chairman of the Supervisory ships between Pankl Racing Systems AG and KTM Powersports AG and
Board since 29 June 2009 until the General Meeting that votes on its subsidiaries (“KTM”), which are indirectly controlled by Mr. Stefan
the discharge of directors for the fiscal year 2013. Pierer and Mr. Rudolf Knünz. These transactions are invoiced at arm’s
length basis. Between 1 October 2009 and 31 December 2010 Pankl
❚ Gerold Pankl, born 1959, member of the Supervisory Board Group generated revenues of € 714k from KTM.
since 28 February 2003 until the General Meeting that votes on the dis-
charge of directors for the fiscal year 2013. ❚ The services of Mr. Wolfgang Plasser and Mr. Alfred Hörtenhuber
as members of the Management Board are based on assignment
❚ Josef Blazicek, born 1964, member of the Supervisory Board agreements and are invoiced by CROSS Motorsport Systems AG.
since 22 April 2005 until the General Meeting that votes on the
discharge of directors for the fiscal year 2013. ❚ Moreover, the Pankl Group makes use of software licences made
available by the CROSS Group. Pankl Racing Systems also leases office
In compliance with the Codex, Management Board and Supervisory accommodation from the CROSS Group. In the period from 1 October
Board are in regular contact also beyond the scope of formal Super- 2009 to 31 December 2010, these services amounted to € 177k.
14 Corporate Governance Report
Pankl Group
❚ The remuneration of the Chairman of the Supervisory Board is SHAREHOLDER STRUCTURE (RULE 64)
higher than the remuneration of ordinary members. The exact amount ❚ Shareholder structure according to shares in the share capital:
of these remunerations is, however, defined by the Shareholders’ CROSS Group > 55%, Qino Group 65%, Qino Group < 15%,
free float < 20%, Pankl Racing Systems AG 2%
INDEPENDANCE OF THE SUPERVISORY
BOARD Bruck upon Mur, on 22 Feburary 2011
According to Rule 53 of the Corporate Governance Codex, a Super-
visory Board member is deemed independent if he/she does not
have any business or personal relationships with the Company The Management Board
or its Management Board, which may constitute a material conflict
of interest and hence may have an influence on the actions of the
Supervisory Board member.
The Rules of Procedure define the independence of Supervisory
Board members. The Rules of Procedure of the Supervisory Board Wolfgang Plasser Alfred Hörtenhuber
are available on the homepage of the Company. On the basis of these CEO COO
criteria, all members of the Supervisor Board are considered to be
independent (Rule 53 and 54 of the Corporate Governance Codex)
The following table shows other supervisory board mandates and
similar functions of the individual Supervisor Board members (Rule 58,
chapter 2):
SUPERVISORY BOARD MANDATES OR SIMILAR FUNCTIONS
SUPERVISORY BOARD MEMBERS OF PANKL RACING SYSTEMS AG
Name Company Function
Stefan Pierer Austria Email AG Chairman until 30/06/2010
BEKO Holding AG Member
Brain Force Holding AG Chairman from 24/02/2010;
before Member
TRIPLAN AG Member until 30/04/2010
Unternehmens Invest AG Deputy Chairman until 12/02/2010
Rudolf Knünz Austria Email AG Chairman until 30/06/2010
BEKO Holding AG Member
KTM Power Sports AG Chairman
Unternehmens Invest AG Chairman until 21/07/2010
Josef Blazicek All for One Midmarket AG Member
BEKO Holding AG Chairman
Brain Force Holding AG Member
Unternehmens Invest AG Member
Update Software AG Member until 21/07/2010
Gerold Pankl no other functions
HighSpeed
Wheel hub
16
Group Status Report 2009/2010
for the Period from 1 October 2009 to 31 December 2010
Business Development Bentley, BMW, Bugatti, Ferrari, Lamborghini, Mercedes and Porsche.
and Financial Position Sports motor bike customers include Ducati, Honda, Kawasaki, KTM
and Yamaha. Compared to motor racing this niche is characterised
BUSINESS DEVELOPMENT by more intense pricing pressures due to larger production lots and
MARKET ENVIRONMENT a higher number of competitors. Cost leadership is hence a major
Pankl Racing Systems AG Group (“the Group”) specialises in the success factor. For this reason, Pankl extended the Topol’cany produc-
ˇ
production of lightweight and high-strength components for the inter- tion facility in Slovakia (Pankl Automotive Slovakia s.r.o.).
national niche markets motor racing, luxury/high performance cars
and aerospace. Pankl focuses primarily on developing, optimising and In motor racing, demand is also driven by regulatory changes. The
testing products to be able to react to its special market challenges ban on in-season testing in Formula 1 and the requirements of a longer
in a timely and flexible manner. In accordance with the mission state- F1 engine life had adverse impacts on our business. Nevertheless a
ment “High Tech – High Speed – High Quality” Pankl aims at premium significant stabilisation in the racing sector took place in the reporting
technologies, lowest tolerances and prompt delivery. It is an integral period. A number of new projects as well as additional development
part of Pankl’s corporate culture to anticipate and meet customers’ activities resulting from new regulations or changes in regulations
needs and requirements with the outmost flexibility and in a timely suggest a sustainable recovery of the racing market.
fashion. Pankl customers are served via a global network of compa-
nies and facilities in Austria, the United Kingdom, Slovakia, Japan and In the past fiscal year, the high performance division was directly
the USA. With production sites in the USA, the Pankl Group is well affected by the crisis in the automotive industry. Significant declines
positioned to balance exchange rate fluctuations via the shifting in the first half of the fiscal year were followed by a stabilisation and
of production steps in a certain division from one location to another. tentative recovery in the second half of the fiscal year. By combining
product know-how available in Austria and cost benefits from the
Racing/High Performance production in Slovakia, Pankl was able to achieve optimal benefits from
In motor racing, Pankl supplies international motor racing series such the positive market development.
as Formula 1, NASCAR, MotoGP, LeMans, DTM or WRC. In terms of
revenues, Formula 1 continues to represent the most important racing Aerospace
series for Pankl. Global aerospace companies and helicopter manufacturers increasingly
move towards the outsourcing of components’ and systems’ develop-
The last few years saw a trend towards super sports cars, i. e. serial ment and production. In contrast to motor sports, where product life
produced cars with similar performance as racing cars. Many major cycles may be short, the helicopter business requires long component
automotive companies developed a dedicated luxury sports car brand. life cycles. The highest standards in quality and process management
Pankl benefits from its experiences of prototype and low volume are hence major requirements in this industry. Strict safety regula-
production. tions require certain helicopter components to be replaced in defined
intervals. Replacement parts are, as a result, an important portion of
In the racing and high performance divisions, Pankl’s main products this market.
are connecting rods, bolts/stuts/nuts, pistons, piston pins, complete
drivetrain systems, wheel uprights/suspensions/hubs and flanges. Pankl supplies the aerospace industry with main rotor driveshafts,
The motor racing market demands extreme flexibility, short planning hubs and gearboxes, tail rotor driveshafts, hubs and gearboxes, inflight
and product life cycles. The customers require state-of-the-art tech- refueling pipes for helicopters and jet engine driveshafts for airplanes.
nology and top quality, which is why this market features significant Pankl supplies these products to the globally leading helicopter and
barriers to market entry. The high performance market features project jet engine producers from its production facilities in Austria and the
life cycles of three to five years. Motor racing know how continuously United States.
filters into serial production. Pankl targets OEMs (Original Equipment
Manufacturers) producing vehicles (sports cars, sports motor bikes) In the past fiscal year, similar to the year before, the aerospace industry
with high performance engines in production lots from a few hundred was severely affected by the global economic crisis. Despite generally
up to 30,000 units per year. Sports car customers include Audi, longer planning horizons this led to declines and delays in orders. Those
Business Development and Financial Position 17
Future Developments and Risks of the Group
Research and Development
Disclosure acc. to Article 243 a UGB
helicopter manufacturers, which are relevant to Pankl, had to face very for the Pankl Group, followed by the USA with 34.5% (12M 2008/2009:
moderate numbers of incoming orders. At the same time they tried 32.7%), Asia with 3.6% (12M 2008/2009: 4.6%) and the remaining
to reduce stock levels and secure their own production by means countries 6.1% (12M 2008/2009: 7.0%). The share of turnover in the
of insourcing. In 2010, the aerospace sector also experienced certain racing/high performance sector amounted to 82.5%, in the aerospace
stabilisation so that a slow recovery of the market can be anticipated sector 17.5%.
for the second half of 2011.
Measures to strengthen profitability as well as the balance sheet
Others structure, which have already been implemented in 2008/2009, have
The segment Others includes the business activities of the holding helped the Pankl Group to significantly increase EBIT despite of an
company, the group financing company as well as the general partner almost identical sales trend compared with the previous year. The
company. operating group result, which was doubled both in the 12 months and
in the 15 months periods amounted to € 3.9m in the reporting year
2009/2010 (12M 2008/2009: € 1.9m), the EBIT margin amounted
REVENUES AND EARNINGS to 3.6% (12M 2008/2009: 2.1%). Adding back depreciation in the
During the extraordinary General Meeting on 29 July 2010, it was amount of € 10.4m resulted in EBITDA of € 14.3m (12M 2008/2009:
agreed to adjust the fiscal year of Pankl Racing Systems AG to the one € 10.7m). Consequently, the EBITDA margin amounted to 13.1% (12M
of CROSS Industries AG. Consequently, from now on the fiscal year of 2008/2009: 12.0%). The financial result of € –1.5m (12M 2008/2009:
Pankl Racing Systems AG will be from 1 January until 31 December € –2.2m) benefitted from favourable foreign exchange fluctuations
(until now: 1 October until 30 September). in the last few months. Through the positive tax effect, which resulted
from the closing of a British subsidiary, the Pankl Group achieved a
In order to be able to manage this synchronisation as of fiscal year result after taxes of € 2.8m (12M 2008/2009: € 1.2m). In the report-
2011, the reporting year 2009/2010 of Pankl Racing Systems AG will ing period, the minorities’ share of the profit amounted to € 72k
uniquely comprise 15 months (12 months of the fiscal year 2009/2010 (12M 2008/2009: € –131k). Considering the average number of shares
and three months of the short fiscal year 2010). In the present status in issue of 3,514,633 shares, the profit per share was € 0.78 after
report this shall be considered when comparing figures of the fiscal € 0.37 in the previous year.
year 2008/2009 with the ones of the reporting year 2009/2010.
The first quarter of the reporting period 2009/2010 was particularly
During the 15 months of the reporting year 2009/2010, the Pankl characterised by a difficult economic environment and a resulting
Group achieved revenues in the amount of € 109.2m (12M 2008/2009: decline in sales. Although signs for a sustainable stabilisation of the
€ 88.9m). A regional breakdown of the total revenue in percent shows economic situation were noted in the racing/high performance sector
that the EU-countries France, Great Britain, Italy, Germany and Austria already in the second quarter, the aerospace sector, which lags the
with 55.8% (12M 2008/2009: 55.7%) form the most important market general economic trend, was severely affected by the downturn during
the whole reporting period.
REVENUES BY REGION REVENUES BY SEGMENT
01/10/2009 – 31/12/2010 01/10/2009 – 31/12/2010
6% Other 17.5% Aerospace
4% Asia
6% France
7% Italy 34% USA
82.5% Racing/
High Performance
11% Austria
16% Great Britain 16% Germany
18 Group Status Report 2009/2010
Pankl Group
SEGMENT REPORTING BALANCE SHEET AND FINANCIAL
Racing/High Performance POSITION
In the reporting period 2009/2010, the racing/high performance In the reporting period 2009/2010, the balance sheet total decreased
segment achieved a turnover of € 90.2m (12M 2008/2009: € 72.8m), by 3.7% from € 122.5m on 30 September 2009 to € 117.9m on
which can be mainly attributed to a very positive development of the 31 December 2010. Short-term debt decreased, which can be mainly
American and Slovakian subsidiaries in the second half of the reporting attributed to the repayment of the bond, which was partly refinanced
period. These subsidiaries tend to lead the general economic trend. by means of a ULSG-loan. With an equity ratio of 54.6% (30 September
The increase in turnover confirms the upward trend through positive 2009: 50.9%) the equity capital of € 64.4m was € 2.1m above the
effects on the earnings performance in this segment. In the racing/ level of the balance sheet date on 30 September 2009 with € 62.3m.
high performance segment the very favourable operating result (EBIT) In July 2010, the share capital of Pankl Racing Systems AG was
amounted to € 3.8m (12M 2008/2009: € 2.3m) or 4.2% of revenues decreased to € 3.5m by cancelling 388,000 treasury shares. The net
(12M 2008/2009: 3.2%). debt of the group amounted to € 25.6m; financial gearing amounted
to 39.8% compared to 52.6% per 30 September 2009.
Aerospace
Similar to the previous year the aerospace segment and the helicopter
business in particular suffered from the global economic crisis. This MATERIAL EVENTS
resulted in sales of € 19.4m in the reporting period (12M 2008/2009: AFTER THE BALANCE SHEET DATE
€ 16.4m). In 2010, there was, however, a certain stabilisation in this ❚ At the 12th Annual General Meeting on 29 January 2010
segment, which was recently confirmed by a pickup in incoming orders. a resolution was passed to carry forward the balance sheet profit
In the reporting period 2009/2010, EBIT amounted to € 0.3m (12M of € 9,686,310.64.
2008/2009: € 0.9m) or 1.4% of revenues (12M 2008/2009: 5.3%).
❚ Furthermore, with the end of the Annual General Meeting on
Others 29 January 2010, the period of office of Stefan Pierer, Rudolf Knünz,
For the first time the segment Others is represented in the notes Josef Blazicek and Gerold Pankl as members of the Supervisory
to the financial statements for the consolidated financial statements Board ended. At the Annual General Meeting the mentioned members
as of 31 December 2010. The turnover in this segment amounted were re-elected to the Supervisory Board unanimously for another
to € 3.7m (12M 2008/2009: € 2.9m), EBIT amounted to € –0.2m term of office.
(12M 2008/2009: € –1.3m).
❚ The € 20m bond, which was due in September 2010, was
refinanced by means of a loan in the amount of € 18m. The loan
CAPITAL EXPENDITURE period is four years and eight months. For this loan the Österreichische
According to plan and similar to the previous year, capital expenditure Kontrollbank AG granted a 50% guarantee in the framework of the
for fixed assets was reduced and kept at a low level with € 6.3m Austrian corporate liquidity strengthening act (Unternehmensliquiditäts-
(12M 2008/2009: € 5.7m). The investments were distributed as follows: stärkungsgesetz, ULSG). The loan agreement was completed with
properties and buildings with € 291k, machines and mechanical plants a consortium of banks consisting of Raiffeisen Bank International AG
€ 5,286k as well as other fixed assets with € 742k. (consortium leader), Steiermärkische Bank und Sparkassen AG as
well as Raiffeisenlandesbank Oberösterreich AG.
CASH FLOW ❚ The current share buyback program of Pankl Racing Systems AG
As a result of improved operating results and the success in the prematurely ended on 19 July 2010. In the period of time between
working capital management, a cash flow from operating activities 24 November 2008 and 19 July 2010 325,139 shares were repur-
of € 13.9m was achieved (12M 2008/2009: € 6.8m). In total, Pankl chased through the Vienna Stock Exchange. The company owned
generated a remarkable free cash flow of € 8.3m (12M 2008/2009: further 62,861 own shares from share purchases prior to this period
€ 2.7m), which further strengthened the financial position. The cash of time. As of 19 July 2010, Pankl Racing Systems AG owned 388,000
flow from financing activities comprised in particular the repayment own shares, which equalled 9.9794% of the share capital.
of long-term credit lines as well as the repayment of the bond, which
resulted in a decrease of liquid funds.
Business Development and Financial Position 19
Future Developments and Risks of the Group
Research and Development
Disclosure acc. to Article 243 a UGB
❚ On the basis of the authorisations of the shareholder meetings held resolution of 17 November 2008 on the basis of a share buyback
on 9 February 2007 and on 17 November 2008 all own shares, which program, to € 3,500,000. Hence the new share buyback programme
were 388,000 shares (9.9794%) were cancelled. This resulted in comprises a maximum of 350,000 shares. Moreover, the General
a decrease of Pankl Racing Systems AG’s share capital by € 388,000 Meeting, among other things, passed a resolution to change the
to € 3,500,000 per 20 July 2010. The share capital is now divided up balance sheet date from 30 September to 31 December. A short
into 3,500,000 shares (until now 3,888,000 shares). fiscal year will be formed from 1 October 2010 to 31 December 2010.
The following fiscal years shall be identical with the calendar year.
❚ At the extraordinary General Meeting of 29 July 2010 the
Management Board was authorised by the shareholders to purchase ❚ Pankl increased its holding in the Californian aerospace subsidiary
own shares up to 30 months from the time the resolution was passed, from 75% to 100%. In 2006, the US-investor Admirality Partners
representing up to 10% of the share capital, which was reduced bought a 25%-share in Pankl Aerospace Systems, Inc. Pankl exercised
due to the cancellation of own shares according to the shareholder a repurchase option, which was then agreed upon and increased its
share back to 100%.
KEY FINANCIAL INDICATORS
12M 15M
in €k 2006/2007 2007/2008 2008/2009 2009/2010 2009/20101 Change
EARNING RATIONS
Revenues 100,054 105,909 88,939 87,553 109,175 23%
EBITDA 17,325 16,868 10,709 12,010 14,260 33%
EBIT 10,124 8,805 1,904 3,701 3,879 104%
Earnings before tax (EBT) 8,446 7,364 (308) 2,577 2,367 pos.
Earnings after tax 8,288 6,858 1,199 3,313 2,824 136%
EBITDA margin 17% 16% 12% 14% 13% –
EBIT margin 10% 8% 2% 4% 4% –
BALANCE SHEET RATIOS
Total assets 127,068 141,992 122,479 120,330 117,911 (4%)
Net working capital2 26,772 36,147 35,575 31,859 33,434 (6%)
Capital employed3 80,823 98,924 97,155 91,835 92,201 (5%)
Shareholders’ equity 64,561 67,399 62,307 65,338 64,421 3%
Equity in % of total assets 51% 48% 51% 54% 55% –
Net debt4 14,217 29,428 32,759 26,105 25,612 (22%)
Gearing5 22% 44% 53% 40% 40% –
CASH FLOW AND CAPEX
Cash flow from operating activities 17,412 8,849 6,834 14,088 13,872 103%
Free cash flow 5,759 (10,362) 2,723 10,194 8,328 206%
Capital expenditure in fixed assets 8,713 14,791 5,697 4,358 6,319 11%
EMPLOYEES
Average number of employees 808 896 927 816 817 (12%)
VALUE CREATION
ROCE (Return on capital employed)6 12% 9% 3% 5% 5% –
ROE (Return on equity)7 14% 10% 2% 5% 4% –
1
Due to the change of the balance sheet date, the reporting period 2009/2010 is comprised of 15 months (1 October 2009 until 31 December 2010), which represents a one-off.
The percentage change refers to the fiscal year 2008/2009 (12 months).
2
Net working capital = Inventories + accounts receivable + other short-term receivables – accounts payable – short-term provisions – other short-term liabilities
3
Capital employed = Shareholders’ equity including minorities + financial debt (short-term and long-term) – cash and cash equivalents
4
Net debt = Financial debt (short term and long term) – cash and cash equivalents – short-term securities and long-term financial assets
5
Gearing = Net debt / shareholders’ equity including minorities
6
ROCE (Return on capital employed) = NOPAT (Net operating profit after tax) / average capital employed
7
ROE (Return on equity) = Earnings after tax / average shareholders’ equity
20 Group Status Report 2009/2010
Pankl Group
KEY NON-FINANCIAL INDICATORS Registrations and certifications guarantee customers highest product
EMPLOYEES quality. Annual compliance audits are required to maintain the certified
During the reporting period the average number of employees at status. Pankl Group has the following certifications complying with the
Pankl Racing Systems AG amounted to 817 persons, compared appropriate requirements of the automotive and aerospace industries:
to 927 in the previous year. This decrease can be mainly attributed ISO 9001, ISO/TS 16949, VDA 6.1, Aviation Approval EN 9100.
to the reduction of workforce, which was carried out in the course
of the fiscal year 2008/2009. At the moment however, the number of In the reporting period, a license for the Part 21G was received from
employees is increasing again. In the Racing/High Performance the aviation authority Austro Control. This refers to the production of
segment, 703 persons were employed on average in the reporting aerospace components.
period (12M 2008/2009: 800), in the Aerospace segment 106 per-
sons (12M 2008/2009: 117) and in the Others segment 8 persons Moreover, Pankl focuses its attention on securing and observing com-
(12M 2008/2009: 10). pliance with its quality requirements by suppliers and supply chains
(“flow down of requirements”).
Keeping in mind the recovering economic environment, we consider
our employees to be the most important success factor of our com-
pany. Responsible HR management hence enjoys major management CORPORATE SOCIAL RESPONSIBILITY
attention. Apprentice training remains a major constituent of our Our operating entities choose which social projects are supported,
personnel management. In Austria, we currently train 36 apprentices because they know the local needs and requirements. Since we strive
mainly as machine operators in production and as IT specialists. In this to assume socio-political responsibility, for many years we have
way, we aim to assure that our future skilled workers learn the very been appointing BBRZ (education and rehabilitation centre) to run the
specific requirements of our production processes from the beginning canteen of our Kapfenberg facility in order to help integration of handi-
and develop them towards perfection in the course of time. capped persons. By now the Pankl canteen is also very popular with
employees of neighbouring companies.
In addition, we aim to fill our management positions mainly internally.
In this way we provide our employees numerous career opportunities
within the company. Apart from a stronger bond with the company, the MAJOR EVENTS
opportunity for executives to understand and know the requirements AFTER THE BALANCE SHEET
and the environment of the company’s business from scratch is another There were no reportable events after the balance sheet date per
advantage. 31 December 2010.
ENVIRONMENT COMPOSITION OF THE SHARE CAPITAL
Acting in an environmentally responsible und sustainable manner is The share capital of the company amounts to € 3,500,000. It is divided
of highest priority to Pankl Racing Systems AG. In the reporting period, into 3,500,000 bearer shares with voting rights. Every share consti-
energy expenses amounted to 2.2% of turnover (2.4% in the past tutes a pro-rata share in the share capital of the company amounting
fiscal year), which is considered very low for a manufacturing com- to € 1.00. The whole share capital of the company is paid in. There
pany. Pankl Group did not incur any expenses in connection with are no unpaid amounts of subscribed share capital issued by Pankl.
the acquisition of CO2-certificates and is not included in the National
Allocation Plan (NAP).
Future Developments
QUALITY and Risks of the Group
The development, production and distribution of high quality products
are major constituents of the Pankl Racing Systems AG mission state- FUTURE DEVELOPMENTS
ment. We secure highest quality standards via comprehensive quality After very weak first six months the improved economic environment
management regarding product quality and process supervision. during the rest of the reporting period had a positive effect on the
Pankl Group and resulted in an increase in sales. We assume that
Business Development and Financial Position 21
Future Developments and Risks of the Group
Research and Development
Disclosure acc. to Article 243 a UGB
this trend will continue and expect increasing sales for 2011 again. In and teams from certain racing series remains a risk, there is also the
the racing/high performance sector, apart from the general improved chance that new participants engage in motor racing. In the Formula 1
economic climate, the regulatory changes planned for 2013, which will racing season 2009/2010 there were, for the first time, three new
result in increasing development- and testing activities by our custom- teams contending.
ers, will also have a positive effect.
Generally speaking, a growing interest in racing as a marketing plat-
form can be observed as a result of the improved economic climate
RISK REPORT in the automotive industry. The economic development also has
Pankl Racing Systems AG is a technology business and is hence exposed a strong impact on the competition between suppliers in the racing
to a very dynamic environment. Risks are part of the daily business. segment. We could already notice in 2010 a reduction of potential
We understand risk as the probability of deviations of actual develop- competitors being active in the market place.
ments from our corporate targets. Risk contains positive (chances) as
well as negative (risks) deviations from our corporate targets.
CHANGES IN THE
The following are the major risks of the Pankl Group: COMMODITIES’ MARKETS
Pankl requires premium raw materials such as stainless steel, titan
and aluminium alloys for the production of its products. Availability
RULE CHANGES of appropriate raw materials at the right time and quality depends
Demand in the motor racing market is heavily dependent on rule on careful forward planning of required order volumes. Any shortages
changes. The Formula 1 regulator has been allowing only the use of of required raw materials may lead to production or delivery delays
homologated engines since the racing season 2007. or increasing material expenses. We obtain most of our raw materials
internationally and are hence subject to a large number of risks,
In the racing season 2011, numerous new regulations and regulatory including economical or political disturbances, transport delays or
changes will come into effect for a number of international racing exchange rate fluctuations. Each of these risks may have a materially
series, which will lead to increasing development- and testing activi- adverse effect on the Company’s earnings or its financial position.
ties. The general trend of “engine downsizing” and “hybridisation”
in the automotive industry, which is a major part of the regulatory
changes, brings about new technological challenges for racing partici- PRODUCTION RISKS
pants. These challenges provide opportunities for Pankl to further Production facilities of the Pankl Group are equipped with state-of-
increase market share and to strengthen the leading market position the-art machinery. Continuous and regular maintenance procedures
through innovations. are carried out to minimise the risk of production disruptions. In
addition, in 2010 risk analyses of the production locations in Kapfen-
In the medium term, more efficiency- and technology-oriented berg and Bruck upon Mur were carried out in co-operation with our
regulatory changes will come into play in world wide leading racing insurance provider.
series requiring a great deal of R&D activities.
RISKS FROM RESEARCH AND
ECONOMIC DEVELOPMENT OF THE DEVELOPMENT
AUTOMOTIVE AND AEROSPACE INDUSTRIES Research and development activities are of special importance for
The global economic crisis had a significant adverse impact on the the Pankl Group. R&D activities always carry the risk that they may
automotive and aerospace industries and hence also on Pankl Racing not bring the desired results or that customers may not honour
Systems AG. All automotive companies have reduced their motor the effort with appropriate orders. The Pankl Group aims to minimise
sports budgets, some of which terminated racing activities in certain these risks through ongoing market observation and close co-opera-
racing categories altogether. While the exit of automotive companies tion with customers.
22 Group Status Report 2009/2010
Pankl Group
CURRENCY AND INTEREST RATE RISKS INTERNAL CONTROL SYSTEM
Pankl Racing Systems AG has subsidiaries outside the Euro area, The department “Internal Audit”, which reports directly to the manage-
primarily in the USA and the UK. A major portion of revenues and ment board, is responsible for the ongoing improvement of the Internal
expenses is denominated in other currencies than the EUR, mainly Control System of the Pankl Group and carries out adequate measures
in USD. Exchange rate fluctuations may hence result in exchange together with the appropriate specialist departments. During the report-
rate losses in the consolidated financial accounts. In addition, there ing period, the accounting methods of the subsidiaries of the Pankl
is a risk from the translation of financial statements of the interna- Group were analysed in particular. Internal control measures to assure
tional subsidiaries into the group currency EUR. Exchange rate reliability and quality of financial reports, which are used internally
fluctuations may also lead to a change in the competitive position or distributed to third parties, in addition to the documentation of these
of the Pankl Group. controls are continuously reviewed. Particular emphasis is put on
compliance with group wide standards. Internal control measures are
Interest for most of Pankl’s financial debt is variable, in this respect executed by decentralised organisational units which are supervised
there is an interest rate risk. The credit risk from holding financial by the internal audit department.
assets is minimised as Pankl invests in or deposits funds only with
top rated institutions. Group wide accounting and reporting guidelines assure consistency
of financial information within the Pankl Group. Dedicated personnel
within the appropriate organisational units are responsible for the
PERSONNEL RISKS execution of these standards in a decentralised manner. Compliance
Employee knowledge is a decisive competitive edge for Pankl. The with internal guidelines and processes is continuously monitored based
Company supports the idea of live-long learning. In the internal training on the audit plan which is designed by the internal audit department
centre, the Pankl@kademie, customised training is offered to enable and approved by the management board. Internal audit results are
employees to deal with changing requirements in the Company. communicated to the management board and the managing directors
The focus is not just on professional qualifications but also on social of the appropriate organisational units. Know how to carry out improve-
and methodological competences. ments is provided, if needed. At the request of the management board,
the internal audit department may also carry out adhoc inspections
By filling executive positions mostly internally and thus creating career which aim at evaluating current and future risks.
opportunities for employees within the company, we strive to create
a bond with the company and counteract the risk to lose know how The controlling departments of the subsidiaries produce standardised
via employee fluctuation. reports on a monthly basis, which outline the current development of
the Company and analyse deviations from expectations. The scope
of these reports is defined group wide and contains detailed financial
OTHER RISKS data and non-financial performance indicators. The production of these
The Pankl Group is exposed to legal risks due to numerous rules, regu- reports is supported by a group wide management information system,
lations and contractual relationships. To deal with these risks, Pankl which assures that management is informed in a timely manner. The
employs a number of internal specialists who are involved in important preparation of the consolidated financial statements is the responsibility
decision-making processes. If required, the Company draws also on of the group accounting department. External and internal reporting is
external specialists. To assure appropriate insurance protection, there based on the same sources of information. Continuous reconciliation
is a group-wide insurance scheme. The financial reporting is essential and checks between the local accounting departments, the controlling
in supervising and monitoring the economic risks of ongoing business department and the group accounting department assure reliability of
operations. The management board and the appropriate decision the reported data.
makers are informed about potential risks in a timely and comprehen-
sive manner. The group-wide information flow is supported by appro-
priate computer systems. FINANCIAL INSTRUMENTS
For information on derivative financial instruments, please refer to
the chapter “Book Values, Fair Values and Net Results from the
Use of Financial Instruments” in the Notes to the Consolidated Financial
Statements.
Business Development and Financial Position 23
Future Developments and Risks of the Group
Research and Development
Disclosure acc. to Article 243 a UGB
Research and Development There are voting rights restrictions due to a voting rights agreement
completed between Qino Group and CROSS Group. According to this
Research and development activities are of major importance for agreement, Qino Group transferred 10% of its voting rights to CROSS
Pankl’s strategic planning. Co-operation with academic research Group. There are no restrictions regarding share transfers.
institutes such as the Technical Universities of Graz and Vienna and
the Leoben University for Mining, Metallurgy and Materials forms an The share of the CROSS Group in the share capital of the company
important basis for innovative projects. per 31 December 2010 amounts to over 55%, the share of the Qino
Group amounts to less than 25%.
Internally, we manage R&D activities centrally from the Bruck upon
Mur and Kapfenberg facilities. The R&D infrastructure at these There are no shares with preferential voting rights.
facilities is available for all Pankl Group companies allowing also
small operating units to have access to state-of-the-art R&D equip- Currently there is no employee share participation programme.
ment and know how.
The Supervisory Board’s rules of procedure define an age restriction
Primarily in motor racing, technological leadership is a key success of 65 years for members of the Supervisory Board and members
factor. All components and systems have to be further advanced and of the Management Board. Other than that there are no restrictions
improved to satisfy the most demanding customers’ requirements. outside the legal provisions regarding members of the Supervisory
We mainly focus on weight reductions of components via the use and Management Boards. There are also no rules outside the legal
of ever better materials and ongoing design improvements. In addition, provisions for changing the Articles.
we heavily research surface technologies to minimise friction losses
from the interaction of individual components. Know how gained from At the extraordinary General Meeting held on 29 July 2010 the Manage-
the R&D developments in motor racing is systematically utilised in ment Board was granted the authorisation, valid up to 30 months
the high performance and aerospace divisions strengthening Pankl’s from passing the resolution, according to Article 65, Chapter 1 Austrian
appropriate market position. In particular in aerospace, this allowed Public Companies Act (§ 65 Abs 1 Aktiengesetz), to purchase own
Pankl to develop from a toll manufacturer to an equal partner. shares in the amount of up to 10% of the share capital. In order
to purchase these shares the purchase price shall not exceed or fall
below the market price by more than 20%.
Disclosure according The appropriate stock exchange price is the closing price on the
to Article 243 a of the Austrian relevant stock exchange of the last five preceding trading days before
Commercial Code (UGB) the purchase is executed. In addition, the Management Board was
authorised to sell these shares at a price which is not materially lower
On the basis of resolutions passed at the General Meetings on 9 Feb- than the prevailing stock exchange price at the time of the sale with-
ruary 2007 and 17 November 2008, all own shares, which were out any further resolution of a shareholders’ meeting and without any
388,000 shares, were cancelled resulting in a reduction of the share preemption rights. The Management Board is also authorised without
capital of the company per 20 July 2010 by € 388,000 to € 3,500,000. any further resolution of a shareholders’ meeting to cancel own
The share capital in the amount of € 3,500,000 is divided into shares. The authorisations can be executed in whole or in part. The
3,500,000 bearer shares, each share representing one equal voting Management Board is hence authorised to cancel own shares, that
right. Every share constitutes a pro-rata share in the share capital were acquired in accordance with Article 65 Chapter 1 of the Austrian
of the company amounting to € 1.00. The whole share capital of the Public Companies Act (§ 65 Abs 1 AktG) in part and to sell the
company is paid in. There are no unpaid amounts of subscribed share remaining part or to cancel all own shares or to sell all own shares.
capital issued by Pankl. The Management Board may sell the shares in any legal manner, also
outside stock exchange trading. The Supervisory Board was authorised
to adjust the Articles accordingly.
24 Group Status Report 2009/2010
Pankl Group
Based on these resolutions, a share buyback programme was
initiated for a period from 9 August 2010 until 28 January 2013.
Within this share buyback programme, a total of 73,405 own shares
were bought until 31 December 2010.
The authorisation for the purchase of own shares, existing at the
time when the General Meeting took place was revoked unutilised
(800 shares).
The Company did not enter into any material contracts, which would
be subject to change or termination in case of a change in control.
There are no compensation agreements between the Company and
the Management Board and/or Supervisory Board members in case
there is a public takeover bid.
Bruck upon Mur, on 22 February 2011
The Management Board
Wolfgang Plasser Alfred Hörtenhuber
CEO COO
HighQuality
Tail rotor driveshaft
26
Consolidated Financial Statements acc. to IFRS
for the Reporting Period 2009/2010
27 CONSOLIDATED PROFIT AND LOSS ACCOUNT
28 CONSOLIDATED TOTAL NET RESULTS
29 CONSOLIDATED BALANCE SHEET
30 CONSOLIDATED CASH FLOW STATEMENT
32 SCHEDULE OF DEVELOPMENT
OF SHAREHOLDERS’ FUNDS
33 NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
33 The Company
33 Reporting Rules, Accounting and Valuation Methods
41 Notes to the Consolidated Profit and Loss Account
45 Notes to the Consolidated Total Net Results
46 Notes to the Consolidated Balance Sheet
51 Other Notes
63 Other Information
66 CONSOLIDATED SCHEDULE OF FIXED ASSETS
68 AUDITOR’S REPORT
27
Consolidated Profit and Loss Account
for the Reporting Period 2009/2010
15M 2009/2010 12M 2008/2009
in €k in % in €k in %
(01) COST OF GOODS SOLD 109,175 100.0 88,939 100.0
(02) Cost of goods sold (85,407) (78.2) (70,720) (79.5)
Gross profit 23,768 21.8 18,219 20.5
(02) Distribution expenses (6,198) (5.7) (5,671) (6.4)
(02) Administrative expenses (16,320) (14.9) (13,172) (14.8)
(04) Other operating income 3,084 2.8 2,840 3.2
(04) Other operating expenses (455) (0.4) (312) (0.4)
Operating income (EBIT) 3,879 3.6 1,904 2.1
(05) Financial income 1,163 1.1 638 0.7
(05) Financial expenses (2,675) (2.5) (2,850) (3.2)
Financial result (1,512) (1.4) (2,212) (2.5)
Earnings before income taxes (EBT) 2,367 2.2 (308) (0.4)
(06) Income taxes 457 0.4 1,507 1.7
EARNINGS AFTER INCOME TAXES 2,824 2.6 1,199 1.3
Attributable to shareholders of parent company 2,752 2.5 1,330 1.5
Attributable to minorities 72 0.1 (131) (0.2)
EARNINGS PER SHARE
(18) Undiluted = fully diluted earnings per share € 0.78 € 0.37
28
Consolidated Total Net Results
for the Reporting Period 2009/2010
15M 2009/2010 12M 2008/2009
Shareholders Shareholders
in €k of parent Minorities Total of parent Minorities Total
EARNINGS
AFTER TAX 2,752 72 2,824 1,330 (131) 1,199
Foreign exchange
differences 1,159 160 1,319 (877) (19) (896)
Reserves from
cash flow hedging (9) 0 (9) 9 0 9
Fair value reserves
from securities
available for sale 67 0 67 0 0 0
Other changes 0 0 0 (61) (4) (65)
Results directly
accounted for in equity 1,217 160 1,377 (929) (23) (952)
TOTAL
NET RESULTS 3,969 232 4,201 401 (154) 247
29
Consolidated Balance Sheet
per 31 December 2010
31/12/2010 30/09/2009
ASSETS in €k in % in €k in %
SHORT-TERM ASSETS
(07) Cash and cash equivalents 9,359 8.0 13,055 10.7
(08) Short-term securities 1,091 0.9 0 0.0
(08) Trade accounts receivables 11,443 9.7 12,095 9.9
(08) Other short-term assets and receivables 2,810 2.4 2,610 2.1
(09) Stock 31,866 27.0 30,736 25.1
Total short-term assets 56,569 48.0 58,496 47.8
LONG-TERM ASSETS
(10) Goodwill 9,627 8.1 9,208 7.5
(10) Intangible assets 2,136 1.8 2,889 2.4
(11) Fixed assets 41,951 35.6 44,949 36.7
(12) Financial assets 2,191 1.9 2,132 1.7
(06) Deferred taxes 5,437 4.6 4,805 3.9
Total long-term assets 61,342 52.0 63,983 52.2
TOTAL BALANCE SHEET 117,911 100.0 122,479 100.0
LIABILITIES
SHORT-TERM LIABILITIES
(17) Short-term loans and short-term portion of long-term loans 9,854 8.3 6,470 5.3
(17) Bond 0 0.0 17,000 13.9
(11) Short-term leasing obligations 727 0.6 750 0.6
(13) Other short-term liabilities 5,607 4.8 5,163 4.2
(17) Trade accounts payables 6,036 5.1 3,771 3.1
(14) Short-term Provisions 315 0.3 182 0.1
Total short-term liabilities 22,539 19.1 33,336 27.2
LONG-TERM LIABILITIES
(17) Long-term loans 26,981 22.9 22,468 18.3
(11) Long-term finance lease obligations 1,395 1.2 1,965 1.6
(15) Personnel related provisions 1,043 0.9 984 0.8
(14) Long-term Provisions 350 0.3 0 0.0
(17) Investment grants 766 0.6 1,112 0.9
(06) Deferred taxes 416 0.4 307 0.3
Total long-term liabilities 30,951 26.3 26,836 21.9
Total liabilities 53,490 45.4 60,172 49.1
SHAREHOLDERS’ EQUITY
(16) Share capital 3,500 3.0 3,888 3.2
(16) Capital reserves 37,434 31.7 37,046 30.3
(16) Treasury shares (977) (0.8) (4,888) (4.0)
(16) Reserve from currency translations 22,405 19.0 23,533 19.2
(16) Share of minorities 2,059 1.7 2,728 2.2
Total shareholders’ equity 64,421 54.6 62,307 50.9
TOTAL BALANCE SHEET 117,911 100.0 122,479 100.0
30
Consolidated Cash Flow Statement
for the Reporting Period 2009/2010
15M 2009/2010 12M 2008/2009
in €k in €k
EARNINGS AFTER INCOME TAXES 2,824 1,199
Calculation of operating cash flow
starting from earnings after tax
Depreciation and amortisation 10,381 8,805
Profit/loss from sale of fixed assets (50) (475)
Change in long-term provisions 408 (149)
CASH FLOW FROM EARNINGS 13,563 9,380
Change of trade accounts receivables 652 5,128
Change in other assets and receivables (176) 1,162
Change of stock (1,129) (665)
Change in short-term securities (1,091) 0
Change in short-term assets (1,744) 5,625
Change of trade accounts payables 2,265 (1,631)
Change of provisions 133 (141)
Change in other liabilities and income tax payables 406 (4,283)
Change in short-term liabilities 2,804 (6,055)
Change of long-term deferred taxes (523) (1,487)
Change in translation reserve and other non-cash expenses (228) (629)
Change in long-term assets/liabilities (751) (2,116)
CASH FLOW FROM OPERATING ACTIVITIES 13,872 6,834
Consolidated Profit and Loss Account 31
Consolidated Total Net Results
Consolidated Balance Sheet
Consolidated Cash Flow Statement
Schedule of Development of Shareholders’ Funds
Notes to the Consolidated Financial Statements
Consolidated Schedule of Fixed Assets
Auditor’s Report
15M 2009/2010 12M 2008/2009
in €k in €k
Capital expenditure in fixed assets (5,906) (4,658)
Proceeds from sale of fixed assets 562 803
Capital expenditure in intangible assets (96) (178)
Investments in financial asset (104) (78)
CASH FLOW FROM INVESTING ACTIVITIES (5,544) (4,111)
Change of short-term loans 3,289 (3,436)
Change of long-term loans 4,232 (1,671)
Change of leasing obligations (593) (767)
Change of other long-term debt (346) 66
Change of bond (17,000) (3,000)
Acquisition of treasury shares (1,606) (3,527)
Paid dividends 0 (1,811)
CASH FLOW FROM FINANCING ACTIVITIES (12,024) (14,146)
CHANGE OF CASH AND CASH EQUIVALENTS (3,696) (11,423)
Cash and cash equivalents at the beginning of the year 13,055 24,478
Change of cash and cash equivalents (3,696) (11,423)
CASH AND CASH EQUIVALENTS
AT THE END OF THE YEAR 9,359 13,055
Interest received 414 608
Interest paid (1,934) (1,978)
(1,520) (1,370)
Income taxes paid (69) (283)
The consolidated cash flow statement of Pankl Group shows how cash in- and outflows have impacted liquid funds during the reporting period.
The consolidated cash flow statement was derived from the consolidated financial statements using the indirect method. The position liquid
funds contains cash and bank deposits and hence corresponds with the balance sheet position “cash and cash equivalents”. Liquid funds do not
contain short-term securities and short-term bank debt.
At the balance sheet date there were no major restrictions regarding the free availability of liquid funds.
32
Schedule of Development of Shareholders’ Funds
for the Reporting Period 2009/2010
Reserves from retained earnings Share-
holders’
equity Share-
Other attributable holders’
Share Additional Treasury Fair value Cash flow Translation reserves to share- equity Total
capital paid-in shares reserve/ hedging reserve from holders attribut-
capital AfS reserve retained of parent able to
in €k securities earnings company minorities
BALANCE PER
30/09/2008
(= 01/10/2008) 3,888 37,046 (1,361) 0 0 (6,246) 31,189 64,517 2,882 67,399
Earnings after tax 0 0 0 0 0 0 1,330 1,330 (131) 1,199
Results directly
accounted for in equity 0 0 0 9 0 (877) (61) (929) (23) (952)
Purchase of own shares 0 0 (3,527) 0 0 0 0 (3,527) 0 (3,527)
Distributions to shareholders 0 0 0 0 0 0 (1,811) (1,811) 0 (1,811)
BALANCE PER
30/09/2009
(= 01/10/2009) 3,888 37,046 (4,888) 9 0 (7,123) 30,647 59,579 2,728 62,307
Earnings after tax 0 0 0 0 0 0 2,752 2,752 72 2,824
Results directly
accounted for in equity 0 0 0 (9) 67 1,159 0 1,217 160 1,377
Acquisitions 0 0 0 0 0 0 420 420 (901) (481)
Purchase of own shares 0 0 (1,606) 0 0 0 0 (1,606) 0 (1,606)
Cancellation of own shares (388) 388 5,517 0 0 0 (5,517) 0 0 0
BALANCE PER
31/12/2010 3,500 37,434 (977) 0 67 (5,964) 28,302 62,362 2,059 64,421
For more detail on the development of consolidated shareholders’ funds, please refer to Note (16).
33
Notes to the Consolidated Financial Statements
for the Reporting Period 2009/2010
1. The Company
Pankl Racing Systems AG, together with its subsidiaries (together referred to as the “Pankl Group”), is an international technology group based
in Bruck upon Mur in Austria. Pankl Racing Systems AG is registered in the commercial register (Firmenbuch) of the Leoben district court under
the number FN 143981 m. The business activities of the Company are broken down in three segments: Racing/High Performance, Aerospace
and Others. From the fiscal year 2006/2007 onwards, the Pankl Group has been fully consolidated in the consolidated financial statements of
CROSS Industries AG based in Wels, Austria.
The Extraordinary General Meeting of 29 July 2010, among other things, passed a resolution to change the balance sheet date from 30 September
to 31 December. A short fiscal year had to be formed from 1 October 2010 to 31 December 2010. The following fiscal years shall be identical
with the ones of CROSS Industries AG. IAS 1.36 allows choosing reporting periods which are longer than 12 months if the balance sheet date is
changed. The management board is then required to draw up complete consolidated financial statements for the extended reporting period (i.e. for
the 15 months from 1 October 2009 until 31 December 2010). Figures from the previous fiscal year 2008/2009 are not entirely comparable,
because they refer to a 12-month period.
2. Reporting Rules, Accounting and Valuation Methods
REPORTING RULES
The consolidated financial statements per 31 December 2010 were prepared in accordance with the International Financial Reporting Standards
(IFRS), issued by the International Accounting Standards Board (IASB), in conjunction with the interpretations of the International Financial Report-
ing Interpretations Committee (IFRIC) to the extent used in the EU. According to article 245 a of the Austrian Companies Act (Unternehmensgesetz-
buch, UGB), which was added within the Consolidated Financial Statements Law (Konzernabschlussgesetz), these consolidated financial state-
ments based on IFRS fulfil all Austrian reporting requirements. The Consolidated Financial Statements per 31 December 2010 were released by
the Management Board on 22 February 2011.
IASB issued the following amendments for existing IFRS and also some new IFRS and IFRIC, which were adopted by the EU Commission and
are hence to be applied from 1 October 2009.
❚ IAS 1 – Presentation of the financial statements (amended in 2007)
❚ IAS 27 – Consolidated and non-consolidated financial statements
❚ IAS 39 – Amendments regarding suitable underlying transactions
❚ IFRS 1 – First application of International Financial Reporting Standards (amended) and
changes to IFRS 1: additional exceptions for the first application
❚ IFRS 2 – Amendment of IFRS 2: share-based remuneration with regards to cash settlement by a group company
❚ IFRS 3 – Mergers (amended)
❚ IFRS 8 – Business segments
❚ IFRIC 12 – Service concession arrangements
❚ IFRIC 15 – Contracts for the construction of buildings
❚ IFRIC 16 – Protection of capital expenditure in a foreign business entity
❚ IFRIC 17 – Contributions in kind to shareholders
❚ IFRIC 18 – Asset transfers by customers
❚ Amendments of different IFRS as result of the improvement process 2009
The first application of the mentioned new IFRS causes the following major changes compared to 31 December 2010:
❚ IFRS 8 – Business segments: From 1 October 2009 segment reporting is carried out in accordance with IFRS 8, which requires the segments
and their results to be based on the internal reporting (management approach). The total results based on the internal reporting shall be trans-
lated into an IFRS result.
34 Consolidated Financial Statements 2009/2010
Pankl Group
❚ IAS 1 – Presentation of the financial statements (amended in 2007): From 1 October 2009, IAS 1 requires to draw up a total net results state-
ment. This statement is drawn up in accordance with IAS 1.81 b and consists of a composition of the earnings constituents (separate profit
and loss statement) and a translation from net profit to total net results showing the individual components of the other results (total net results
statement). In the development of shareholders’ equity only the changes which refer to the shareholders of the parent are shown. Comparison
figures were adjusted to the new rules.
The first application of the new IFRS and IFRIC mentioned above were of minor importance for the consolidated financial statements of Pankl Racing
Systems AG per 31 December 2010 as the changes applied only for isolated matters. There were no changes in the accounting and valuation
methods.
Future changes of accounting rules
IASB and IFRIC issued further standards and interpretations, which did not have to be applied in the reporting period 2009/2010 and which have
not yet been adopted by the EU Commission. These are the following standards and interpretations:
To be applied for fiscal years
which commence on or after
the following dates
acc. to IASB acc. to EU endorsement
IAS 24 – Information regarding companies and persons with close links 01/01/2011 01/01/2011
IAS 32 – Changes regarding the treatment of subscription rights 01/02/2010 01/02/2010
IFRS 1 – Additional exceptions for the first time application in combination with IFRS 7 01/07/2010 01/07/2010
IFRS 1 – Major hyper inflation and alternative for the fixed conversion date for first time users 01/07/2011 not yet adopted
IFRS 7 – Information regarding the transfer of assets 01/07/2011 not yet adopted
IFRS 9 – Financial instruments 01/01/2013 not yet adopted
IAS 12 – Realisation of underlying asset prices 01/01/2012 not yet adopted
IFRIC 19 – Redemption of financial obligations by means of equity instruments 01/07/2010 01/07/2010
IFRIC 14 – Amendment – prepayments with regards to minimum payment requirements 01/01/2011 01/01/2011
Amendments of a number of IFRS as result of the annual improvement process 2010 01/07/2010 not yet adopted
or 01/01/2011
We do not expect any major impacts on the consolidated financial statements. Potential impacts of the new IFRS 9 have not yet been analysed.
We do not expect to apply any of the new standards and IFRIC early.
SCOPE OF CONSOLIDATION
The consolidated financial statements per 31 December 2010 consist of the financial statements of Pankl Racing Systems AG and its subsidiaries.
A subsidiary is fully consolidated for the time during which the parent company exercises control over the assets and the business of the respective
subsidiary. The financial statements of all fully consolidated domestic and foreign subsidiaries were audited by independent auditors either voluntarily
or based on legal requirements. All such audits resulted in unqualified auditor’s opinions.
Pankl Racing Systems AG and its subsidiaries: The Company holds shares in 15 subsidiaries (30 September 2009: 17 subsidiaries). One of these
companies is not included in the consolidated financial statements because of a lack of materiality (30 September 2009: 1). The following list shows
the 14 subsidiaries included in the consolidated financial statements:
Consolidated Profit and Loss Account 35
Consolidated Total Net Results
Consolidated Balance Sheet
Consolidated Cash Flow Statement
Schedule of Development of Shareholders’ Funds
Notes to the Consolidated Financial Statements
Consolidated Schedule of Fixed Assets
Auditor’s Report
Date of
Company Location Share acquisition
Pankl Engine Systems GmbH & Co KG Bruck upon Mur (AT) 100% 17/06/1985
Pankl Drivetrain Systems GmbH & Co KG Kapfenberg (AT) 100% 26/02/1996
Pankl Racing Systems UK Ltd. Bicester (UK) 100% 07/03/1998
Pankl Holdings, Inc. Carson City (US) 100% 07/03/1998
Capital Technology Beteiligungs GmbH Bruck upon Mur (AT) 100% 16/01/1998
CP-CARRILLO, LLC Irvine (US) 70% 03/08/1998
Performance Equipment Company, LLC Irvine (US) 70% 25/09/1998
Pankl Emission Control Systems GmbH Kapfenberg (AT) 100% 23/12/1999
Pankl Aerospace Systems, Inc. Cerritos (US) 100% 25/04/2000
Pankl Beteiligungs GmbH Kapfenberg (AT) 100% 13/01/2005
Pankl Schmiedetechnik GmbH & Co KG Kapfenberg (AT) 100% 30/09/2005
Pankl Aerospace Systems Europe GmbH Kapfenberg (AT) 100% 29/09/2006
Pankl Automotive Slovakia s.r.o. Tovarniky (SK) 100% 24/11/2006
Carrillo Industries, Inc. San Clemente (US) 70% 31/05/2008
Pankl Racing Systems AG’s net investments in its subsidiaries consist of the financial investment shown in the fixed assets of the balance sheet
and the following long-term loans:
Company Loan amount Currency
Pankl Racing Systems UK Ltd. 1,614,923 GBP
CP-CARRILLO, LLC 1,069,478 USD
Performance Equipment Company, LLC 1,000,000 USD
Pankl Holdings, Inc. 14,850,000 USD
It is neither planned nor foreseeable that these loans are repaid. Any profits or losses resulting from exchange rate fluctuations are directly reported
in the shareholders’ funds without impacting the profit and loss account.
The following company of the Pankl Group is neither fully consolidated nor equity consolidated: Pankl Japan, Inc. (a sales subsidiary of the Pankl
Group based in Tokyo, Japan).
Pankl Japan, Inc. was not consolidated due to a lack of materiality. It was accounted for in the category Available-for-Sale (at Cost) and valued at cost,
as its Fair Value could not be determined reliably.
The effective balance sheet date for all companies included in the consolidated financial statements is 31 December 2010.
NOTES REGARDING COMPANY MERGERS AND ACQUISITIONS
Fully consolidated Fully consolidated
Balance per 01/10/2009 16 Balance per 01/10/2008 18
Included for first time in the financial year 0 Included for first time in the financial year 0
Reduction due to mergers 0 Reduction due to mergers (1)
Reduction due to liquidation (2) Reduction due to liquidation (1)
Balance per 31/12/2010 14 Balance per 30/09/2009 16
thereof foreign companies 7 thereof foreign companies 9
There were no corporate mergers in the fiscal years 2008/2009 and in the reporting year 2009/2010.
36 Consolidated Financial Statements 2009/2010
Pankl Group
Changes in the scope of consolidation
❚ Pankl Inc.: Business activities of Pankl Inc., a US distribution company, were discontinued in the fiscal year 2008/2009. The company was
deconsolidated on 1 October 2008.
❚ Pankl Automotive, a.s.: Pankl Automotive, a.s. was reorganised into Pankl Automotive, s.r.o. and merged into Pankl Automotive Slovakia s.r.o.
as of 1 October 2008.
❚ Pankl Racing Systems UK Ltd.: As of 1 October 2009, the businesses of the three British subsidiaries in Bicester, Leicester and Weymouth
were combined into one company. This company operates under the name Pankl Racing Systems UK Ltd. For the remaining companies North-
bridge Motorsport Ltd. and Pankl Engine Systems Weymouth Pin Ltd. the liquidation process was initiated. This process was not completed by
31 December 2010. Otherwise the scope of consolidation remained the same.
❚ Pankl Aerospace Systems, Inc.: In 2006, the US investor Admirality Partners acquired a 25% stake in Pankl Aerospace Systems, Inc. Pankl
exercised a repurchase option which was agreed upon already at that time and increased its stake to 100% as of 31 December 2010.
The purchase price amounted to € 481k. The minorities shown in the consolidated financial statements amounted to € 901k at the time of the
transaction. The share of the minorities (€ 420k) exceeding the purchase price were directly accounted for in the shareholders’ equity without
any impact on the profit and loss account.
CONSOLIDATION METHODS
Capital consolidation is carried out according to IFRS 3 based on the revaluation model. Under this method, the book value of the investment is
compared with the newly valued, pro-rata equity of the subsidiary (Purchase Accounting). Any positive differences, which can be attributed to identifi-
able intangible assets acquired in the merger, are shown as separate items. As far as useful lives can be determined, these assets are depreciated
over their useful lives. Intangible assets with an undeterminable useful life are valued each year and are depreciated if required by an impairment test.
A remaining positive difference is capitalised as goodwill and is subject to an annual impairment test in accordance with IAS 36. Existing goodwill
is hence not subject to linear depreciation charges. According to IFRS 3, a remaining negative difference shall be stated in the profit and loss account
in the first year of consolidation.
In the reporting period 2009/2010, goodwill in the amount of € 9,627k resulted from the first time consolidation of acquired companies. For more
details, please refer to Note (10) “Intangible Assets and Goodwill”.
The minorities’ shares in the shareholders’ equity of consolidated companies are shown in a separate line item within consolidated shareholders’
equity. Profit and loss attributable to other shareholders are shown in a separate line item in the consolidated profit and loss account.
Debt consolidation: All intra-group receivables and debt balances are determined at the balance sheet date and eliminated via debt consolidation.
Consolidation of expenses and revenues: Revenues, rent and leasing income and other operating income from activities between Group compa-
nies are accrued and charged against the appropriate expense in the period. All major expenses, income and inter-group balances are included
and eliminated.
Inter-group profits and losses: All major inter-group profits and losses resulting from intra-group deliveries are eliminated unless they are not
material.
Deferred tax items: In the consolidated profit and loss account, tax implications are taken into consideration and deferred tax items are created.
Consolidated Profit and Loss Account 37
Consolidated Total Net Results
Consolidated Balance Sheet
Consolidated Cash Flow Statement
Schedule of Development of Shareholders’ Funds
Notes to the Consolidated Financial Statements
Consolidated Schedule of Fixed Assets
Auditor’s Report
Foreign currency translation: Foreign currency transactions are translated using the exchange rate at the day of the transaction. Balance sheet
items which are denominated in a foreign currency are translated using the exchange rate at the balance sheet date. Exchange rate differences
represent an expense or income for the period in which the difference occurred. The currency of the consolidated financial statements is the Euro (€).
The financial statements of the subsidiaries are drawn up using the relevant local currencies.
The various balance sheet items of such subsidiaries, including goodwill and adaptations resulting from first-time consolidation, are translated into
the Group balance sheet using the mid exchange rate at the balance sheet date. Items from the profit and loss account are translated using the
weighted average exchange rate for the reporting year. Resulting exchange rate gains or losses are accounted for in the balance sheet item “exchange
rate reserves” and do not impact on the profit and loss account. Exchange rate differences shown as assets in the balance sheet result from the
difference in the value of assets based on the exchange rates at the beginning and at the end of the reporting year.
The exchange rates used in currency conversions in the consolidated financial statements developed as follows:
Exchange rate Average exchange rate
31/12/2010 30/09/2009 15M 2009/2010 12M 2008/2009
US-Dollar 1.3362 1.4592 1.3571 1.3548
Great Britain Pound 0.8608 0.9166 0.8678 0.8754
Slovak Crown 30.1260 30.1260 30.1260 30.2106
ACCOUNTING AND VALUATION METHODS
The accounting methods have been applied by all companies in the Pankl Group and are identical with the methods used in the reporting year
2008/2009. To improve readability and comprehensibility, separate positions may be summarised in the profit and loss account as well as the
balance sheet. Such positions are then shown separately in the notes. In principle, all short-term assets and liabilities are realisable or repayable
within 12 months from the balance sheet date. All other assets and debts are basically realisable or repayable after this time period.
Amounts shown are rounded to thousand Euros (€k) unless a different unit is shown. In sums of rounded values and percentages, differences
from rounding may occur due to the use of automated computation tools.
CONSOLIDATED PROFIT AND LOSS ACCOUNT
For the consolidated profit and loss account the Cost of Sales Method was used.
Revenue realisation: Revenues are realised when all major risks with respect to the sold product have been transferred to the buyer. With regards
to services, revenue is realised after completion of the service. Revenues are only realised if there are no major uncertainties with regards to the
service and the directly related expenses and if there are no issues with product acceptance. Rent and similar income is realised when there is
a sound contractual basis for such income and its amount. Rent income, which is paid in advance or is due, is accrued. Interest income is realised
over time based on the calculated effective interest rate. Dividends are realised from the time of the legal entitlement.
CONSOLIDATED BALANCE SHEET
Cash and cash equivalents include cash at hand, cash in banks, cheques and are valued at fair value at the balance sheet date.
Receivables: Trade receivables and other short-term receivables and assets are valued at their nominal amount. Financial receivables are included
in the category loans and receivables and are valued at amortised cost. Foreseeable risks are accounted for via appropriate write-offs. Receivables
with a maturity of more than one year are shown at the discounted present value if they are not interest bearing. Receivables denominated in foreign
currency are valued using the mid foreign exchange rate at the balance sheet date.
38 Consolidated Financial Statements 2009/2010
Pankl Group
Stock is valued at the lower of historic or production cost and net selling price. Used method is the First-in-First-out Method (or the weighted average
price procedure, where applicable). Historic costs include all expenses, which are necessary to put the good in the required order and location to
be used. Historic and production costs include direct material and production expenses as well as appropriate fixed and variable indirect production
overheads. Foreign exchange costs are not capitalised.
Marketable securities – with exception of derivative financial instruments – have been included in the category Available-for-Sale and are in principle
valued at Fair Value without impacting the profit and loss account.
Goodwill: Goodwill resulting from first-time consolidation is capitalised. The intrinsic value is reviewed each year or, if required, also at shorter periods
of time, using the Discounted-Cash-Flow-Method and applying the weighted average cost of capital (WACC) which is adapted each year. Therefore,
the recoverable amount (net sales revenue) of the cash-generating unit, corresponding to the higher of fair value less cost to sell and value in
use, has to be estimated. Capital costs were 8.79% in the reporting period (previous year: 9.1%). Data used in the Discounted-Cash-Flow-Method
is based on a four year plan. More future data is derived by extrapolation. Long-term extrapolations are based on growth rates which do not exceed
average inflation expected in the long run (2.0%). Uncertainty is taken into account by applying discounts on future cash flows. A loss in value
is accounted for via unscheduled write-offs, which are shown in the consolidated profit and loss account within other operating expenses. In the
reporting period 2009/2010, there were no goodwill write-offs.
The valuation approach for material assumptions refers to the valuation of future trends on the part of management and is based on external
as well as internal sources. For this purpose, the companies’ management established medium and long-term plans, assuming overall economic
recovery in the medium term. Estimates concerning goodwill are particularly sensitive in the following areas:
An increase in capital costs in the amount of 1 percentage point would have required impairment charges of € 0k (2008/2009: € 3,637k).
A decrease in future cash flows by 10% would have resulted in impairment charges of € 0k (2008/2009: € 2,856k).
Intangible and tangible assets: Acquired intangible and tangible assets are carried in the balance sheet at historic or production cost reduced by
scheduled, straight line or utilisation-related depreciation. Historic and production costs include all expenses, which are necessary to put the good
in the required order and location to be used. Production costs include direct expenses and appropriate fixed and variable indirect material and
production overheads. General administration and distribution overheads as well as interest on foreign exchange are not capitalised. The tangible
asset is written off over its useful life and on a straight-line basis. Useful lives for different asset categories are listed in the table below:
Depreciation Useful economic live
Intangible assets 4 to 10 years
Buildings 10 to 33 years
Machinery 5 to 15 years
Other tangible fixed assets 4 to 10 years
Depreciation starts with the commissioning date or, for produced goods, with the day of commencement of utilisation. Land is not written off, with
the exception of unscheduled write-offs. Expenses for repairs and maintenance of buildings, land or machines are shown in the profit and loss account
of the appropriate period. Additionally, the company has intangible assets with indefinite useful lives in the amount of € 499k (2008/2009: € 402k).
Pankl Group does not hold any real estate (investment property) as financial investments. In the reporting period, Pankl Group did not capitalise any
interest expenses for intangible assets or fixed assets as there was no acquisition or production of (major) qualified assets in accordance with IAS 23.
Consolidated Profit and Loss Account 39
Consolidated Total Net Results
Consolidated Balance Sheet
Consolidated Cash Flow Statement
Schedule of Development of Shareholders’ Funds
Notes to the Consolidated Financial Statements
Consolidated Schedule of Fixed Assets
Auditor’s Report
Research and development: Research activities are directly shown as expenses in the period, in which they are carried out. Development expenses,
which fulfil the criteria set out in IAS 38.57 are capitalised as intangible assets. Capitalised development expenses are written off over the period, in
which a benefit is expected. If the benefit proves to wane sooner than expected, then the valuation of the capitalised development is to be adjusted.
Per 31 December 2010, there were no development expenses which fulfil all requirements of IAS 38.57.
Leasing: Fixed assets financed via leasing arrangements are capitalised in the balance sheet if the Company carries all major rights and risks of
an owner (financial leasing). Such assets are valued at the present value of minimum leasing payments expected in the future. At the same time, a
liability of the same amount is raised in the balance sheet. Depreciation is spread linear over the useful lives of the leased objects.
Financial assets: Shares in non-consolidated associated companies and other investments are included in the category Available-for-Sale and are
valued at cost, because a Fair Value cannot be determined reliably. Granted loans are included in the category Loans and Receivables. They are
valued at amortised cost. Other financial assets (securities) are included in the category Available-for-Sale and are generally valued at their Fair Value
without impacting the profit and loss account.
Write-offs: Assets (except stock and deferred tax assets) are scrutinised at every balance sheet date whether it is necessary to apply a write-off.
If a write-off is necessary, the recoverable amount is determined as the higher of the fair value less cost to sell and the value in use. If the value
in use is taken, future cash flows are discounted with a pre-tax discount rate to calculate the present value. A write-off is applied if the book value
is higher than the value derived. The present value of an asset, the realisation of which is dependent on another fixed asset, is calculated by taking the
other asset into account as well. A write-off is necessary if the book value exceeds this present value. A write-off is reversed if the expectations with
regard to the recoverable amount change over time. Such reversals must not exceed the original book value. Write-offs of goodwill are not reversed.
Liabilities are carried in the balance sheet at nominal value or at the repayment amount. In the case of additional payments, the actually received
amount is entered as the liability. Discounts and premiums or any other differences between the amounts received and the amounts due are spread
over the financing time and shown in the financial result.
Trade liabilities are valued at the fair value of the received product or service at the time when they come into existence. Later on, these liabilities are
valued at amortised cost. Liabilities not resulting from trading activities are carried in the balance sheet with their repayment value. Foreign exchange
liabilities are valued at the average exchange rate on the reporting date. Financial liabilities are included in the category Liabilities at Amortised Cost
and are valued at amortised cost.
Subsidies: Subsidies are accounted for as soon as payment is to be expected and the Pankl Group is able to fulfil the appropriate requirements.
As a principle, subsidies should impact the profit and loss account in the same manner as directly related expenses, which the subsidy is designed
to eliminate. Investment grants for fixed assets are accrued on the liabilities side of the balance sheet and released into the profit and loss account
in accordance with effected depreciation charges.
Provisions are formed if the Pankl Group is under a legal or actual obligation that may result in a future expense. The provision amount is estimated
on the basis of the expected future cash flow.
Personnel provisions: Austrian law requires companies to pay employees that started employment before 1 January 2003 a one-off severance
payment in the case of redundancy or retirement. The amount of such payment depends on the number of years served in the company and the
appropriate salary. For such obligations, the Company forms a provision using the “Projected-Unit-Credit Method”, accumulating the present value
for such payments over the years served by the employees using an actuarial procedure.
The differences between expected and actual values (“actuarial profits and losses”) are accounted for immediately in the profit and loss account.
The corridor approach is not applied.
40 Consolidated Financial Statements 2009/2010
Pankl Group
Calculations per 31 December 2010 are based on an interest rate of 4.75% (30 September 2009: 5.5%), expected average salary increases of
3.0% (30 September 2009: 3.0%) and a fluctuation rate depending on number of years served. The retirement age is 62 years for women and
62 years for men, taking into consideration the transition rules of the Amendment of the Social Security Law 2008 (Sozialrechtsänderungsgesetz 2008)
and the rules on age limits for women (“BVG Altersgrenzen”).
Interest expenses resulting from personnel provisions are shown in the operating result.
In Austria, the employer is obliged to pay monthly instalments into a retirement fund for all employees that entered into service after 1 January 2003.
There is no legal requirement to pay any additional severance payments when these employees end service. Therefore, this model does not require
the formation of provisions.
Deferred taxes: In accordance with IAS 12, all temporary valuation differences between the financial statements drawn up for taxation purposes
and the financial statements according to IFRS are shown as deferred tax items. The calculation uses the expected future tax rates at the time the
item is reversed – taking into consideration the local tax rate of the respective Group company. Deferred tax assets for tax losses carried forward
are created as far as use of the asset is expected within a foreseeable time frame.
The calculation is based on the common forward tax rate in the respective country at the time of the expected reversal of the value. Future changes
in tax rates are considered only if the change has been valid or announced at the balance sheet date.
Deferred tax assets are created only if a reversal is expected within a foreseeable time frame. The calculation is based on the common forward tax
rate in the respective country at the time of the expected reversal of the value.
Derivative financial instruments: According to IAS 39, derivatives are basically valued at fair value. Based on the probability of the transactions,
the hedge accounting relationship between underlying transaction and derivative is shown separately in the balance sheet for recognised assets or
liabilities as well as firm commitments and forecasted transactions.
Cash flow hedges refer to the hedging of variable cash flows from recognised assets or liabilities and forecasted transactions that are subject to
market price risks. If the requirements for cash flow hedges are met, the effective part of market price changes in hedging instruments is to be
reported in the consolidated shareholders’ funds, thus not affecting net income. It is only included in the profit and loss account upon occurrence
of the transactions. Except for the reporting of unrealised profits or losses, cash flow hedge accounting is in line with fair value hedge accounting.
Market price changes in hedging transactions not meeting the requirements for hedging instruments in accordance with IAS 39 as well as hedging
inefficiencies are stated in full, affecting the profit and loss account.
Hedging transactions, not meeting the criteria for hedging instruments in accordance with IAS 39, are qualified as held for trading and allocated
to the category At Fair Value through Profit or Loss. Market price changes are stated in full during the period, affecting the profit and loss account,
and shown in the financial result.
Contingent liabilities: Contingent liabilities are possible or existing obligations resulting from past events, which are deemed unlikely to turn into
expenses. According to IFRS, these liabilities are not shown in the balance sheet but are listed in the notes.
Consolidated Profit and Loss Account 41
Consolidated Total Net Results
Consolidated Balance Sheet
Consolidated Cash Flow Statement
Schedule of Development of Shareholders’ Funds
Notes to the Consolidated Financial Statements
Consolidated Schedule of Fixed Assets
Auditor’s Report
Estimates and uncertainties in discretionary decisions and assumptions: In setting up the consolidated financial statements, estimates and
assumptions are necessary to a certain degree, which influence the assets and liabilities and other obligations shown at the balance sheet date as
well as expenses and income during the reporting period. Actual future amounts may deviate from these estimates. The principle of “True and Fair
View” has been applied without limitation to all estimates.
Uncertainty affects especially the reporting of intangible assets as well as the assessment of the ability to realise deferred tax assets.
The reporting of intangible assets and tangible fixed assets requires estimates for the expected useful lives of the assets and is based on manage-
ment’s assessment of the intrinsic value of the asset or any applicable reduction in value. Smaller than expected net cash flows or changes in the
discount rate may lead to a decrease in value. Regarding the assessment of goodwill, we refer to the respective text.
Deferred tax assets are stated to the extent to which it is likely that they might be used. The assessment of the future usability is based on factors
like past profitability, operating plans, expiry period of tax losses carried forward and tax planning strategies. If actual results are below estimates,
this may result in the write-off of deferred tax assets affecting the profit and loss account.
In addition, there are uncertainties regarding estimates for the valuation of receivables, personnel-related obligations and other provisions.
3. Notes to the Consolidated Profit and Loss Account
The Cost of Sales Method was used to draw up the consolidated profit and loss account.
(01) REVENUES
Consolidated revenues increased by 22.8% to € 109,175k (12M 2008/2009: € 88,939k). The Racing/High Performance Segment accounted for
€ 90,152k (12M 2008/2009: € 72,805k), the Aerospace Segment for € 19,383k (12M 2008/2009: € 16,411k) and the Segment Others for € 3,703k
(12M 2008/2009: € 2,884k). Revenues between the segments amounted to € 4,063k (12M 2008/2009: € 3,161k).
(02) COST OF GOODS SOLD, DISTRIBUTION AND ADMINISTRATION EXPENSES
Cost of goods sold was broken down in expense categories as follows:
in €k 15M 2009/2010 12M 2008/2009
Expenses for materials and external supplies 35,317 28,254
Personnel expenses 31,945 27,541
Depreciation or amortisation of fixed assets or intangible assets 8,481 7,181
Other operating expenses 9,664 7,744
Total 85,407 70,720
Distribution expenses were broken down in expense categories as follows:
in €k 15M 2009/2010 12M 2008/2009
Personnel expenses 3,326 2,871
Depreciation or amortisation of fixed assets or intangible assets 178 171
Other operating expenses 2,694 2,629
Total 6,198 5,671
42 Consolidated Financial Statements 2009/2010
Pankl Group
Administration expenses were broken down in expense categories as follows:
in €k 15M 2009/2010 12M 2008/2009
Personnel expenses 8,372 7,170
Depreciation or amortisation of fixed assets or intangible assets 1,722 1,453
Other operating expenses 6,226 4,549
Total 16,320 13,172
Cost of goods sold, administration and distribution costs included the following personnel expenses:
in €k 15M 2009/2010 12M 2008/2009
Wages 22,412 19,287
Salaries 19,602 16,975
Other personnel expenses 1,629 1,320
Personnel expenses 43,643 37,582
thereof compulsory social security contributions 6,918 6,001
thereof payments into private contribution schemes 536 477
The cost of sales and the administration and distribution expenses in total contain scheduled depreciation and amortisation charges for intangible
assets and fixed assets amounting to € 10,381k (12M 2008/2009: € 8,805k).
(03) MANAGEMENT BOARD REMUNERATION AND EMPLOYMENT DATA
The remuneration of the Management Board amounted to € 600k in the reporting period 2009/2010 (12M 2008/2009: € 557k). In addition,
pension contributions amounting to € 0k (12M 2008/2009: € 0k) were paid. For the fiscal year 2008/2009 no supervisory board remuneration was
applied for, hence there was no appropriate AGM resolution and there were no payments to the Supervisory Board in the reporting period 2009/2010
(12M 2008/2009: € 21k).
At the balance sheet date, there were no loans or advance payments for members of the Management Board or Supervisory Board of Pankl Racing
Systems AG granted or outstanding.
Employees
The average number of employees developed as follows:
15M 2009/2010 12M 2008/2009
Employees by segment
Racing/Performance Segment 703 800
Aerospace Segment 106 117
Others Segment 8 10
Employees by region
Austria 410 475
Great Britain 61 72
USA 170 180
Slovakia 176 200
Employees broken down by employment type
Blue-collar employees 516 589
White-collar employees 301 338
Total 817 927
Consolidated Profit and Loss Account 43
Consolidated Total Net Results
Consolidated Balance Sheet
Consolidated Cash Flow Statement
Schedule of Development of Shareholders’ Funds
Notes to the Consolidated Financial Statements
Consolidated Schedule of Fixed Assets
Auditor’s Report
(04) OTHER OPERATING INCOME AND EXPENSES
Other operating income contained the following:
in €k 15M 2009/2010 12M 2008/2009
Grants and subsidies 1,189 1,095
Rental income from the leasing of buildings 85 54
Scrap sales 151 472
Other 1,659 1,219
Total 3,084 2,840
Other operating expenses amounted to € –455k (12M 2008/2009: € –312k) and contained public fees and taxes of € 165k (12M 2008/2009: € 104k).
(05) FINANCIAL RESULT
The financial result in the amount of € –1,512k (12M 2008/2009: € –2,212k) contained interest for short-term loans and investment income.
Interest is expensed in the period to which it contractually refers to.
in €k 15M 2009/2010 12M 2008/2009
Interest received and similar income 414 608
Interest paid and similar expenses (1,934) (1,978)
Foreign exchange differences 748 (521)
Other financial expenses (740) (351)
Other income from financing activities 0 30
Financial result (1,512) (2,212)
Financial income shown in the profit and loss account refers to received interest from investments, dividends, profits from the sale of Available-for-
Sale securities, profit from changes in market values of financial investments. Interest income is recorded in the period when it arises using the effective
interest rate method. Dividend income is recorded from the day when Pankl Group acquires the right to receive a dividend payment.
Financial expenses shown in the profit and loss account refer to interest expenses from liabilities, interest added to provisions, losses from changes
in market values of financial investments as well as depreciation of financial assets. The other financial result mainly refers to bank charges.
(06) INCOME TAXES
Income taxes comprise taxes being owed by Group companies and deferred tax items:
in €k 15M 2009/2010 12M 2008/2009
Effective tax results (51) 48
Deferred tax results 508 1,459
Income taxes 457 1,507
44 Consolidated Financial Statements 2009/2010
Pankl Group
The appropriate tax rate according to Austrian law is 25% (12M 2008/2009: 25%). The reasons for the difference between the Austrian corporation
tax rate of 25% (12M 2008/2009: 25%) and the Group tax rate shown were as follows:
in €k 15M 2009/2010 12M 2008/2009
Profit before taxes on earnings 2,367 (308)
thereof 25% calculated income tax (12M 2008/2009: 25%) 592 (77)
Deviating foreign tax rates (33) 30
Non-temporary differences and tax additions and deductions (1,014) (2,044)
Tax loss carry forwards not accounted for in prior periods 179 0
Taxes referring to other periods 81 67
Non-capitalised losses brought forward from foreign subsidiaries 0 427
Other factors (263) 90
Effective tax burden (457) (1,507)
Tax losses of the Group carried forward were:
31/12/2010 30/09/2009
Tax loss Tax loss
in €k carry forwards Deferred taxes carry forwards Deferred taxes
Pankl Racing Systems AG 9,109 2,278 4,352 1,088
Pankl Emission Control Systems GmbH 3,600 900 6,866 1,717
Pankl Racing Systems UK Ltd. 407 114 0 0
Pankl Automotive Slovakia s.r.o. 4,890 0 7,017 0
Pankl Aerospace Systems, Inc. 6,736 940 5,123 811
Total 24,742 4,232 23,358 3,616
No deferred tax assets are formed for loss carry forwards of Pankl Automotive Slovakia s.r.o. and Pankl Aerospace Systems, Inc. as restriction apply
and it is uncertain whether these tax losses can be utilised in the future.
Deferred tax assets and liabilities were calculated based on the following balance sheet items:
in €k 31/12/2010 30/09/2009
Deferred tax assets
Short-term assets 30 66
Long-term assets
Fixed assets 1,547 1,475
Tax loss carry forwards 4,232 3,616
Short-term liabilities 18 145
Long-term liabilities 248 345
Other reserves 0 45
Total 6,075 5,692
Netting out within the same tax regime (638) (887)
Deferred taxes as per balance sheet 5,437 4,805
Consolidated Profit and Loss Account 45
Consolidated Total Net Results
Consolidated Balance Sheet
Consolidated Cash Flow Statement
Schedule of Development of Shareholders’ Funds
Notes to the Consolidated Financial Statements
Consolidated Schedule of Fixed Assets
Auditor’s Report
in €k 31/12/2010 30/09/2009
Deferred tax liabilities
Short-term assets (133) (47)
Long-term assets
Fixed assets (888) (1,006)
Short-term liabilities (12) (137)
Other reserves (21) (4)
Total (1,054) (1,194)
Netting out within the same tax regime 638 887
Deferred taxes as per balance sheet (416) (307)
According to Austrian Corporation Tax Law (Körperschaftsteuergesetz) write-offs of investments for taxation purposes must be spread over a period
of seven years. Deferred tax assets contain such depreciation charges spread over seven years of € 1,545k (previous year: € 1,847k).
In accordance with article 12 of the Austrian Corporation Tax Law all such due depreciation charges which have to be spread over seven years are
accounted for as deferred tax assets.
Deferred tax assets and deferred tax liabilities were netted against each other, if possible. Net deferred tax assets and liabilities were as follows:
in €k 31/12/2010 30/09/2009
Deferred tax assets 5,437 4,805
Deferred tax liabilities (416) (307)
Deferred taxes (net) 5,021 4,498
During the reporting period, deferred taxes developed as follows:
in €k 15M 2009/2010 12M 2008/2009
Deferred taxes (net) per 01/10 4,498 3,011
Change in deferred taxes impacting the profit and loss 508 1,459
Change in deferred taxes without impact on the profit and loss 15 28
Deferred taxes (net) per 30/09 or 31/12 5,021 4,498
No deferred taxes were formed for temporary differences arising from holding shares in subsidiaries based on IAS 12.39.
4. Notes to the Consolidated Total Net Results
Foreign exchange differences which were not booked through the profit and loss account amounted to € +1,159k (30 September 2009: € –877k)
and referred to the USD and to a lesser extent the GBP. The cash flow hedges reserve changed by € –9k (30 September 2009: € +9k) with the
appropriate deferred taxes increasing the shareholders’ equity by € +3k (30 September 2009: € –3k). Other profit reserves increased by € +67k
(30 September 2009: € –61k) with the appropriate deferred taxes decreasing shareholders’ equity by € –22k (30 September 2009: increase
of € +6k).
46 Consolidated Financial Statements 2009/2010
Pankl Group
5. Notes to the Consolidated Balance Sheet
(07) CASH AND CASH EQUIVALENTS
Cash and cash equivalents (liquid funds) contain bank deposits, cash at hand and cheques and amounted to € 9,359k (30 September 2009:
€ 13,055k). Liquid funds have maturities of less than three months and are not subject to any restrictions regarding availability.
(08) SHORT-TERM SECURITIES, TRADE RECEIVABLES AND
OTHER SHORT-TERM RECEIVABLES AND ASSETS
Short-term receivables consisted of the following:
in €k 31/12/2010 30/09/2009
Trade receivables 11,443 12,095
thereof against subsidiaries or associated companies 0 0
Receivables from derivative financial instruments 0 36
thereof derivatives held for trading 0 0
thereof cash flow hedge derivatives 0 36
Other assets and receivables 2,104 1,957
thereof against subsidiaries or associated companies 0 0
Income tax claims 77 141
Deferred assets 629 476
Total 14,253 14,705
All receivables were repayable within one year. Other receivables and assets were mainly receivables against tax authorities.
Direct write-offs of receivables and other assets are deducted from the nominal value. As per 31 December 2010, value adjustments amounted
to € 1,319k (30 September 2009: € 1,145k).
Value adjustments to receivables developed as follows:
Trade Other short-term
in €k receivables financial claims
Balance per 01/10/2008 744 0
Foreign exchange differences 16 0
Increase 551 0
Decrease (110) 0
Write-off (56) 0
Balance per 30/09/2009 (= 01/10/2009) 1,145 0
Foreign exchange differences 0 0
Increase 475 0
Decrease (167) 0
Write-off (134) 0
Balance per 31/12/2010 1,319 0
Consolidated Profit and Loss Account 47
Consolidated Total Net Results
Consolidated Balance Sheet
Consolidated Cash Flow Statement
Schedule of Development of Shareholders’ Funds
Notes to the Consolidated Financial Statements
Consolidated Schedule of Fixed Assets
Auditor’s Report
Specific value adjustments to financial assets are applied if the book value of the financial asset is higher than the net present value of the discounted
future cash flows. Write-offs have to be considered if debtors are in financial difficulties, are insolvent, breach contractual obligations or pay late.
Specific value adjustments consisted of several positions, of which we consider no single one to be material. In addition, we apply write-offs for general
credit risks based on debtor risk groups.
Other short-term securities included securities from Austrian issuers that can be freely sold at any time.
(09) STOCK
Stock was broken down as follows:
in €k 31/12/2010 30/09/2009 Change
Raw materials 13,337 13,674 (2.5%)
Work in progress 12,387 10,173 21.8%
Finished goods 6,142 6,889 (10.8%)
Total 31,866 30,736 3.7%
Inventories were written off by € 2,027k (30 September 2009: € 1,556k). This write off was carried out for products where the net resale value
(sale price minus attributable distribution and administration expenses) was lower than historic or production cost.
At the balance sheet date, stock in the amount of € 2,331k (30 September 2009: € 1,162k) was pledged or otherwise of limited availability.
(10) INTANGIBLE ASSETS AND GOODWILL
The breakdown of intangible assets and their development in the reporting period 2009/2010 as well as 2008/2009 are shown in the fixed assets
schedule (see notes to the consolidated financial statements). Other intangible assets mainly comprise software, customer base as well as brand
equity.
At the balance sheet date, intangible assets in the amount of € 0k (30 September 2009: € 0k) were pledged as collateral for bank debts or liabilities
from finance leases or were otherwise of limited availability.
At the balance sheet date, contractual obligations for the acquisition of intangible assets amounted to € 0k (30 September 2009: € 0k).
Goodwill broken down by Group company was as follows:
in €k 31/12/2010 30/09/2009
CP-CARRILLO, LLC 661 661
Performance Equipment Company, LLC 51 51
Pankl Aerospace Systems, Inc. 1,754 1,754
Pankl Automotive Slovakia s.r.o. 1,463 1,463
Pankl Racing Systems UK Ltd. 2,605 2,446
Carrillo Industries, Inc. 3,093 2,833
Total 9,627 9,208
Impairment tests did not require any write-offs of goodwill.
48 Consolidated Financial Statements 2009/2010
Pankl Group
(11) TANGIBLE ASSETS
The break-down of the tangible assets and their development in the reporting period 2009/2010 as well as 2008/2009 are shown in the fixed
assets schedule (see notes to the consolidated financial statements). Companies of the Pankl Group partly lease land with buildings and machines.
According to IFRS, these lease agreements are categorised as finance leasing. In the lease agreements, only variable interest rates are used. There
are purchase options in particular with regard to buildings. Liabilities from leasing are valued at the present value of future minimum leasing payments.
Within tangible assets (land and buildings, machines as well as other fixed assets), the following assets were leased:
in €k 31/12/2010 30/09/2009
Leasing of buildings
Cost 1,068 1,068
Accumulated depreciation (412) (378)
Net book value 656 690
Leasing of machinery
Cost 4,279 5,972
Accumulated depreciation (1,763) (2,292)
Net book value 2,516 3,680
Leasing payments from finance leasing over the next years are as follows:
Leasing payments Net present value
in €k 31/12/2010 30/09/2009 31/12/2010 30/09/2009
Less than 1 year 779 857 727 750
Between 1 and 5 years 1,451 2,057 1,395 1,965
Total 2,230 2,914 2,122 2,715
Payments for un-callable operating leasing contracts in the following years are as follows
in €k 31/12/2010 30/09/2009
Less than 1 year 1,105 1,177
Between 1 and 5 years 2,056 3,370
More than 5 years 657 725
Total 3,818 5,272
In the reporting period, total rental and leasing expenses from the use of tangible assets not stated in the balance sheet amounted to € 1,995k
(12M 2008/2009: € 1,416k).The expenses shown in the accounts do not include any material conditional rental or sublease payments.
At the balance sheet date, fixed assets amounting to € 2,560k (30 September 2009: € 4,662k) were pledged to secure liabilities against banks and
finance lease obligations or were otherwise restricted in their disposability. At the balance sheet date there were no major obligations to purchase
fixed assets.
(12) FINANCIAL ASSETS
The consolidated fixed assets schedule shows the development of financial fixed assets in the reporting period 2009/2010 and the fiscal year
2008/2009 (please refer to the appendix to the notes). Financial fixed assets consist of stakes in consolidated companies, investments and a loan
granted by Pankl Holdings, Inc. amounting to $ 3,051k.
At the balance sheet date, financial assets in the amount of € 0k (30 September 2009: € 0k) were pledged or otherwise limited in availability.
Consolidated Profit and Loss Account 49
Consolidated Total Net Results
Consolidated Balance Sheet
Consolidated Cash Flow Statement
Schedule of Development of Shareholders’ Funds
Notes to the Consolidated Financial Statements
Consolidated Schedule of Fixed Assets
Auditor’s Report
(13) OTHER SHORT-TERM LIABILITIES
Other short-term liabilities were broken down as follows:
in €k 31/12/2010 30/09/2009
Liabilities from unconsumed holiday entitlements 714 513
Liabilities from deferred expenses 1,471 1,122
Other 3,422 3,528
Total 5,607 5,163
Other liabilities contain mainly liabilities against employees, a liability from the purchase of the shares of Pankl Engine Systems Weymouth Pin Ltd.,
Weymouth, UK, and a liability from the purchase of the 25%-stake in Pankl Aerospace Systems. Inc.
(14) PROVISIONS
Provisions and accruals comprised the following items:
Reversals/
in €k 01/10/2009 Additions utilisation 31/12/2010
Warranties 125 158 (95) 188
Provision for closure expenses 0 390 0 390
Legal actions and claims 57 105 (75) 87
Total 182 653 (170) 665
Provisions for warranties contain provisions for expenses resulting from customer complaints. Expenses for the closure and the transfer of produc-
tion facilities of Carrillo Industries, Inc. and Pankl Engine Systems Weymouth Pin Ltd. were provided for in the provision for closure expenses. The
provision for legal actions and claims refer to potential expenses from legal disputes.
(15) PERSONNEL PROVISIONS
The provisions for retirement and severance payments shown in the balance sheet were broken down as follows:
in €k 15M 2009/2010 12M 2008/2009
Net present value of liability (DBO) = provision for severance payments 1,043 984
Current office hour expenses 54 43
Interest expense 61 49
Realised actuarial profits and losses 134 96
Expense recorded in the profit and loss account 249 188
Provisions for severance payments at the beginning of the year 984 1,133
Expenses for the financial year 249 188
Actual severance payments (190) (337)
Provisions for severance at the end of the year 1,043 984
50 Consolidated Financial Statements 2009/2010
Pankl Group
During the past five fiscal years, the net present value of performance-based commitments has developed as follows:
in €k 30/09/2006 30/09/2007 30/09/2008 30/09/2009 31/12/2010
Net present value
of commitments 1,331 1,193 1,133 984 1,043
The relevant actuarial parameters and accounting principles are illustrated in the section “Accounting and Valuation Methods”.
(16) SHAREHOLDERS’ FUNDS AND NOTES TO CAPITAL MANAGEMENT
The consolidated development of shareholders’ equity is shown for the reporting period 2009/1010 and the fiscal year 2008/2009. On the basis of
resolutions passed at the General Meetings on 9 February 2007 and 17 November 2008, all own shares, which were 388,000 shares, were cancelled
resulting in a reduction of the share capital of the company per 20 July 2010 by € 388,000 to € 3,500,000. The share capital in the amount of
€ 3,500,000 is divided into 3,500,000 bearer shares, each share representing one equal voting right. Every share constitutes a pro-rata share in the
share capital of the company amounting to € 1.00. The shares grant the usual shareholder rights in accordance with the Austrian Public Companies
Act. These contain rights to receive dividends in accordance with appropriate AGM resolutions and the right to vote in shareholders’ meetings. The
whole share capital of the company is paid in. During the reporting period, shareholders did not receive any dividends (12M 2008/2009: € 1,811k).
Share issue expenses were directly accounted for in shareholders’ equity. The purchase price plus direct expenses of acquired own shares are
deducted from the shareholders’ equity.
The capital reserve reflects mainly share premiums which were achieved when the company issued new shares and capital decreases via the cancella-
tion of repurchased own shares. The fair value reserve for securities Available-for-Sale shows the changes in value of financial instruments from
the valuation category Available-for-Sale which were not carried through the profit and loss account. The cash flow hedge reserve which is shown
in the consolidated balance sheet in the reserves represents the change in value of derivative financial instruments from cash flow hedges. As of
31 December 2010, the cash flow hedges reserve amounted to € 0k (30 September 2009: € 9k). Reserves from foreign exchange differences refer
to foreign exchange differences resulting from the conversion of subsidiaries’ financial statements drawn up in a foreign currency into Euro. Other
profit reserves contain mainly the profit of the period and retained profits from previous periods.
Minorities refer to shares of third parties in fully consolidated subsidiaries. Minorities shown in the balance sheet represent a 30% stake in CP-CARRILLO,
LLC and its subsidiary Carrillo Industries, Inc. and a 30% stake in Performance Equipment Company, LLC.
The aim of capital management is to maintain a solid capital base in order to allow a return on equity reflecting the appropriate risk profile of the
company, to promote the future development of the company and to provide benefits for other stakeholders. Management considers as capital the
shareholders’ equity as shown in the consolidated balance sheet according to IFRS. At the balance sheet date, shareholders’ equity represented
54.6% of total assets (30 September 2009: 50.9%).
On 30 January 2009, the 11th Annual General Meeting of Pankl Racing Systems AG authorised the Management Board, subject to Supervisory Board
approval, to issue within five years from the day of the resolution financial instruments in accordance with article 174 of the Austrian Public Compa-
nies Act (Aktiengesetz), in particular convertible bonds, participation bonds and participation certificates, with a nominal value of up to € 50,000,000.
These financial instruments may contain the right to acquire or receive up to 1,944,000 new shares of the Company. These financial instruments
may be structured in a way that they can be recorded as shareholders’ equity. They may be issued in one or more tranches or different combinations.
They may also be issued indirectly via a guarantee regarding the issue of financial instruments by a related company, which may convert into shares
of the Company. The Management Board may use contingent capital or own shares to deliver the appropriate shares. The Management Board decides,
subject to Supervisory Board approval, on issue amounts and conditions for such financial instruments and the exclusion of pre-emption rights.
Consolidated Profit and Loss Account 51
Consolidated Total Net Results
Consolidated Balance Sheet
Consolidated Cash Flow Statement
Schedule of Development of Shareholders’ Funds
Notes to the Consolidated Financial Statements
Consolidated Schedule of Fixed Assets
Auditor’s Report
In addition, the Management Board was authorised, subject to Supervisory Board approval, to increase the share capital by another 1,944,000.00
shares until 30 January 2014 by issuing up to 1,944,000 new bearer shares (no par value shares) against cash and/or contributions in kind – in
several tranches, if necessary – and to stipulate the issuing price as well as issuing conditions authorised capital in accordance with article 169
of the Austrian Public Companies Act (Aktiengesetz). Upon approval by the Supervisory Board, the Management Board is also authorised to exclude –
if necessary – the shareholders’ pre-emption rights only if the share capital increase is due to contributions in kind by companies, business opera-
tions or shares in one or more domestic or foreign companies.
At the Extraordinary General Meeting held on 29 July 2010 the Management Board was granted the authorisation, valid up to 30 months from
passing the resolution, according to article 65, chapter 1 of the Austrian Public Companies Act (§ 65 Abs 1 Aktiengesetz), to purchase own shares
in the amount of up to 10% of the share capital. In order to purchase these shares the purchase price shall not exceed or fall below the market
price by more than 20%. The appropriate stock exchange price is the closing price on the relevant stock exchange of the last five preceding trading
days before the purchase is executed.
In addition, the Management Board was authorised to sell these shares at a price which is not materially lower than the prevailing stock exchange
price at the time of the sale without any further resolution of a shareholders’ meeting and without any pre-emption rights. The Management Board
is also authorised without any further resolution of a shareholders’ meeting to cancel own shares. The authorisations can be executed in whole
or in part. The Management Board is hence authorised to cancel own shares, that were acquired in accordance with article 65 chapter 1 of the Austrian
Public Companies Act (§ 65 Abs 1 Aktiengesetz) in part and to sell the remaining part or to cancel all own shares or to sell all own shares. The
Management Board may sell the shares in any legal manner, also outside stock exchange trading. The Supervisory Board was authorised to adjust
the Articles accordingly.
Based on these resolutions, a share buyback programme was initiated for the period from 9 August 2010 until 28 January 2013. Within this share
buyback programme, a total of 73,405 own shares were bought until 31 December 2010.
The authorisation for the purchase of own shares, existing at the time when the General Meeting took place was revoked unutilised (800 shares).
6. Other Notes
(17) FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT
BASIC PRINCIPLES
The Pankl Group holds primary and derivative financial instruments. Primary financial instruments mainly include financial assets, trade receivables
and payables, cash in banks and financial liabilities. The level of primary financial instruments held by the Group is shown in the balance sheet and
the notes.
Derivative financial instruments are basically used to hedge against interest rate and foreign currency risks. The use of derivatives is subject to
respective approval and control procedures. It has to be bound to the underlying basic transaction, speculative transactions are not allowed.
All purchases and sales of financial instruments are entered at the day of settlement.
Financial instruments are initially generally valued at cost. Financial instruments are removed from the balance sheet as soon as all rights to payments
from the investment have ceased to exist or have been transferred and the Group has basically transferred all risks and chances connected with
the instrument’s ownership.
52 Consolidated Financial Statements 2009/2010
Pankl Group
BOOK VALUES, FAIR VALUES AND NET RESULTS OF THE FINANCIAL INSTRUMENTS
Book values, fair values and valuations of financial assets (financial instruments of the assets side) according to the valuation categories of IAS 39
or IAS 17 were broken down as follows:
Valuation method in acc. with IAS 39
Fair value,
Historic Fair value, not Valuation
cost impacting impacting in acc.
Valuation categories Book Fair carried Historic the profit the profit with Non
in €k acc. to IAS 39 value Value forward cost and loss and loss IAS 17 financial
31/12/2010
Cash and
cash equivalents Loans and Receivables 9,359 9,359 9,359 0 0 0 0 0
Short-term
securities Available-for-Sale 1,091 1,091 0 0 0 1,091 0 0
Trade receivables Loans and Receivables 11,443 11,443 11,443 0 0 0 0 0
Other short-term
receivables Loans and Receivables 2,810 n/a 0 0 0 0 0 2,810
Financial assets –
associated
companies and Available-for-Sale
participations (at Cost) 23 23 0 23 0 0 0 0
Financial assets –
long-term lending Loans and Receivables 2,168 2,168 2,168 0 0 0 0 0
Total 26,894 24,084 22,970 23 0 1,091 0 2,810
30/09/2009
Cash and
cash equivalents Loans and Receivables 13,055 13,055 13,055 0 0 0 0 0
Trade receivables Loans and Receivables 12,095 12,095 12,095 0 0 0 0 0
Other short-term
receivables Loans and Receivables 2,574 n/a 0 0 0 0 0 2,574
Receivables from
derivative financial
instruments Hedging Instrument 36 36 0 0 0 36 0 0
Financial assets –
associated
companies and Available-for-Sale
participations (at Cost) 23 23 0 23 0 0 0 0
Financial assets –
long-term securities Available-for-Sale 20 20 0 0 0 20 0 0
Financial assets –
long-term lending Loans and Receivables 2,089 2,089 2,089 0 0 0 0 0
Total 29,892 27,318 27,239 23 0 56 0 2,574
Consolidated Profit and Loss Account 53
Consolidated Total Net Results
Consolidated Balance Sheet
Consolidated Cash Flow Statement
Schedule of Development of Shareholders’ Funds
Notes to the Consolidated Financial Statements
Consolidated Schedule of Fixed Assets
Auditor’s Report
The analysis for financial instruments valued-at-fair-value is as follows:
Valuation using Valuation using
Valuation at market input other valuation
in €k market prices factors methods Total
31/12/2010
Short-term securities 1,091 0 0 1,091
Total assets 1,091 0 0 1,091
Derivatives with negative market value 0 310 0 310
Total liabilities 0 310 0 310
30/09/2009
Receivables from derivative financial instruments 0 36 0 36
Financial fixed assets – long-term securities 0 0 20 20
Total assets 0 36 20 56
Derivatives with negative market value 0 143 0 143
Total liabilities 0 143 0 143
Trade receivables as well as other short-term financial receivables mainly have short maturities. Therefore, their book values at the balance sheet
date correspond more or less to the appropriate fair value. The fair values of long-term loans equal the net present value of the payments associated
with the assets, taking the respective current market parameters into account.
The financial assets of the valuation category Available-for-Sale contain stock exchange quoted equity instruments and non-quoted equity instruments
amounting to € 23k (30 September 2009: € 23k), whose fair value was not reliably definable. These equity instruments are shown in the tables
above in the valuation category Available-for-Sale (at Cost) and are valued at cost.
The book values, fair values and valuations of financial debts (financial instruments of the liabilities side) according to the valuation categories of IAS 39
or IAS 17 were broken down as follows:
Valuation method in acc. with IAS 39
Fair value,
Historic Fair value, not Valuation
cost impacting impacting in acc.
Valuation categories Book Fair carried Historic the profit the profit with Non
in €k acc. to IAS 39 value Value forward cost and loss and loss IAS 17 financial
31/12/2010
Short-term loans
and short-term portion Financial Liabilities
of long-term loans at Amortised Cost 9,854 9,854 9,854 0 0 0 0 0
Trade payables Financial Liabilities
at Amortised Cost 6,036 6,036 6,036 0 0 0 0 0
Other short-term
financial debt –
liabilities from
finance leasing Not applicable 727 727 0 0 0 0 727 0
54 Consolidated Financial Statements 2009/2010
Pankl Group
Valuation method in acc. with IAS 39
Fair value,
Historic Fair value, not Valuation
cost impacting impacting in acc.
Valuation categories Book Fair carried Historic the profit the profit with Non
in €k acc. to IAS 39 value Value forward cost and loss and loss IAS 17 financial
Other Financial Liabilities
short-term debt at Amortised Cost 5,297 1,711 1,711 0 0 0 0 3,586
Other short-term
financial debt –
derivatives with Trading/Hedging
negative market values Instruments 310 310 0 0 310 0 0 0
Long-term loans Financial Liabilities
at Amortised Cost 26,981 26,997 26,981 0 0 0 0 0
Investment Financial Liabilities
grants at Amortised Cost 766 766 766 0 0 0 0 0
Long-term
leasing liabilities Not applicable 1,395 1,395 0 0 0 0 1,395 0
Total 51,366 47,796 45,348 0 310 0 2,122 3,586
30/09/2009
Short-term loans
and short-term portion Financial Liabilities
of long-term loans at Amortised Cost 6,470 6,470 6,470 0 0 0 0 0
Bond Financial Liabilities
at Amortised Cost 17,000 17,353 17,000 0 0 0 0 0
Trade payables Financial Liabilities
at Amortised Cost 3,771 3,771 3,771 0 0 0 0 0
Other short-term
financial debt –
liabilities from
finance leasing Not applicable 750 750 0 0 0 0 750 0
Other Financial Liabilities
short-term debt at Amortised Cost 5,020 1,316 1,316 0 0 0 0 3,704
Other short-term
financial debt –
derivatives with Trading/Hedging
negative market values Instruments 143 143 0 0 120 23 0 0
Long-term loans Financial Liabilities
at Amortised Cost 22,468 22,522 22,468 0 0 0 0 0
Investment Financial Liabilities
grants at Amortised Cost 1,112 1,112 1,112 0 0 0 0 0
Long-term
leasing liabilities Not applicable 1,965 1,965 0 0 0 0 1,965 0
Total 58,699 55,402 52,137 0 120 23 2,715 3,704
Consolidated Profit and Loss Account 55
Consolidated Total Net Results
Consolidated Balance Sheet
Consolidated Cash Flow Statement
Schedule of Development of Shareholders’ Funds
Notes to the Consolidated Financial Statements
Consolidated Schedule of Fixed Assets
Auditor’s Report
Short-term loans and short-term portions of long-term loans, trade payables as well as other short-term liabilities regularly have short maturities;
the book values are estimates for the respective fair values. If necessary, the appropriate fair values of long-term loans, bonds and long-term finance
lease liabilities are determined as book values of the payments associated with the debts, taking the respective market parameters into account.
The net result from financial instruments according to the valuation categories of IAS 39 includes net profits/losses as well as total interest income/
expenses and was broken down as follows:
From From valuation From
in €k interest at Fair value depreciation Net result
15M 2009/2010
Loans and Receivables 398 0 (112) 286
Trading 16 (190) 0 (174)
Financial Liabilities at Amortised Cost (1,803) 0 0 (1,803)
Total (1,389) (190) (112) (1,691)
12M 2008/2009
Loans and Receivables 350 0 (3) 347
Available-for-Sale 257 0 0 257
Trading (120) (35) 0 (155)
Financial Liabilities at Amortised Cost (1,714) 0 0 (1,714)
Total (1,227) (35) (3) (1,265)
Changes in loss allowance for loans and receivables are shown in other operating expenses. The part of financial assets valued at Fair Value without
effect on the profit and loss account is shown in the Fair Value reserve of Available-for-Sale securities. Financial income and expenses include the
remaining components of the net result.
FINANCIAL RISK MANAGEMENT
Principles of Financial Risk Management
The assets, liabilities and planned transactions of the Pankl Group are subject to credit, market and liquidity risks. Financial risk management is aim-
ing at controlling and limiting these risks. The Management Board and the Supervisory Board are periodically informed about those risks which may
significantly impact business development.
The principles of financial risk management are defined by the Management Board, which also monitors compliance. Implementation is carried out
by the Group Treasury and the decentralised treasury departments.
Foreign Currency Risks
Foreign currency risks derive from financial assets and liabilities being denominated in a different currency than the local currency of the respective
Group company. Group companies primarily invoice in the local currency and also obtain financing primarily in local currency. Investments are carried
out primarily in the local currency of the investing Group company. For these reasons, there are regularly covered currency positions.
Foreign currency risks were analysed by sensitivity analyses that show the consequences of hypothetical changes in currency exchange rates on the
net result (after taxes) and the equity. The calculations were based on the balance sheet positions at the balance sheet date, assuming that the risk
at balance sheet date was basically the same as during the fiscal year. The tax rate applied was the Group tax rate of 25%. Furthermore, the analysis
56 Consolidated Financial Statements 2009/2010
Pankl Group
was based on the assumption that all other factors, especially interest rates, would remain constant. The analysis included the foreign currency risks
of all financial instruments that are denominated in a currency other that the functional currency. Currency risks from Euro positions of subsidiaries
with a functional currency other than the Euro were included in the foreign currency risk of the functional currency of the respective subsidiary. Risks
from foreign non-Euro currency positions were aggregated on a Group level. Exchange rate-related differences from conversion of financial state-
ments into the Group currency were not taken into consideration.
Based on the assumptions mentioned above, an increase (decrease) in the value of the Euro by 10% compared to all other currencies would have
resulted in a decrease (increase) in net income (after taxes) and equity in the amount of € –191k or € +191k respectively. (30 September 2009:
€ –22k or € +22k respectively). Here, the sensitivity of equity was only influenced by the sensitivity of the net income (after taxes).
Interest Rate Risks
Both financial assets and financial liabilities are partly based on contracts with variable interest rates. Interest rate risks, therefore, arise from rising
interest rates for interest expenses and decreasing interest rates for interest income due to a disadvantageous change in the interest rates in the
debt markets. In special cases, interest rate risks are hedged by interest rate swaps.
Interest rate risks mainly derive from financial instruments with variable interest payments (cash flow risk). Interest risk of these instruments were
analysed by means of sensitivity analyses. These analyses show the effect of hypothetical changes in market interest rates on the net profit (after tax)
and on equity. The calculations were based on the balance sheet values at the balance sheet date. It is assumed that the risk at the balance sheet
date is basically the same as during the fiscal year. The tax rate applied was the Group tax rate of 25%. Furthermore, the analysis was based on the
assumption that all other factors, especially exchange rates, remain constant.
Based on the assumptions mentioned above, an increase (decrease) in market interest rates by 50 basis points at the balance sheet date would
result in a decrease (increase) of the net income (after taxes) and equity by € –75k or € +75k respectively (30 September 2009: € –26k or € +26k
respectively). The sensitivity of equity was only influenced by the sensitivity of the net income (after taxes).
Other Market Price Risks
The Pankl Group is also subject to other market price risks beside interest rate risks and foreign currency risks. These are, however, considered to
be of minor importance.
Credit Risks
Credit risks of trade receivables can be regarded as small as the creditworthiness of all new and existing customers is monitored continuously. Credit
risks of other financial instruments shown on the assets side of the balance sheet are also regarded as small since the debtors are of highest credit-
worthiness.
There are internal procedures for the regulation and monitoring of credit risks. For derivative instruments with a positive market value, credit risks are
limited to the replacement costs. Credit risks are considered to be low in this case as all contractual partners are banks with high creditworthiness.
The values shown on the assets side of the balance sheet represent the maximum potential loss from credit risks because there are no general
netting agreements.
Consolidated Profit and Loss Account 57
Consolidated Total Net Results
Consolidated Balance Sheet
Consolidated Cash Flow Statement
Schedule of Development of Shareholders’ Funds
Notes to the Consolidated Financial Statements
Consolidated Schedule of Fixed Assets
Auditor’s Report
Book values of financial receivables were as follows:
thereof: thereof: not depreciated
not depreciated and overdue for the
or overdue as following time periods
of the balance Within 30 to 60 to More than thereof:
in €k Book value sheet date 30 days 60 days 90 days 90 days depreciated
31/12/2010
Trade receivables 11,443 8,413 2,065 459 129 184 193
Long-term lending 2,168 2,168 0 0 0 0 0
Total 13,611 10,581 2,065 459 129 184 193
30/09/2009
Trade receivables 12,095 6,997 1,590 857 573 398 1,680
Long-term lending 2,089 2,089 0 0 0 0 0
Total 14,184 9,086 1,590 857 573 398 1,680
Regarding financial receivables which were neither written off nor in default, there were no signs at the balance sheet date that the debtors may not
fulfil their financial obligations.
Liquidity Risks
An important aim of financial risk management in the Pankl Group is to guarantee liquidity and financial flexibility at any time. For this purpose, a
liquidity reserve consisting of unused credit lines (cash credits and guarantees) – and also cash, if required – is maintained with banks of high rating.
These unused credit lines mostly have a term of 12 months after which they are renewed.
The Pankl Group has credit lines in domestic currency (EUR) as well as other currencies (CHF, JPY, GBP, USD) up to an amount of € 40,825k
(30 September 2009: € 17,117k). Interest rates depend on the respective currencies and range from 1.7% to 5.6% (30 September 2009: from 1.6%
to 5.6%). Bank loans were secured by a specific amount mortgage on land in Kapfenberg in the amount of € 1,090k.
The medium and long-term liquidity demand is secured by issued Company shares and bonds as well as bank loans. On 15 September 2005,
Pankl Racing Systems AG issued a corporate bond with a volume of € 20,000k. The bond is repayable at the end of a 5-year-term. The interest rate
is fixed at 3.25% of the nominal value. The € 20m bond, which was due in September 2010, was refinanced by means of a € 18m loan within
the framework of the Austrian corporate liquidity strengthening act (Unternehmensliquiditätsstärkungsgesetz, ULSG). The loan period is four years
and eight months.
58 Consolidated Financial Statements 2009/2010
Pankl Group
The maturities of financial liabilities are as follows:
Maturities
Within More than
in €k Valuation categories acc. to IAS 39 Book value 1 year 1 to 5 years 5 years
31/12/2010
Short-term loans
and short-term portion
of long-term loans Financial Liabilities at Amortised Cost 9,854 9,854 0 0
Trade payables Financial Liabilities at Amortised Cost 6,036 6,036 0 0
Other short-term
financial debt –
liabilities from
finance leasing Not applicable 727 727 0 0
Other short-term debt Financial Liabilities at Amortised Cost 1,711 1,711 0 0
Other short-term
financial debt –
derivatives with
negative market values Trading/Hedging Instrument 310 310 0 0
Long-term loans Financial Liabilities at Amortised Cost 26,981 0 22,756 4,225
Investment grants Financial Liabilities at Amortised Cost 766 0 676 90
Long-term leasing liabilities Not applicable 1,395 0 1,395 0
Total 47,780 18,638 24,827 4,315
30/09/2009
Short-term loans
and short-term portion
of long-term loans Financial Liabilities at Amortised Cost 6,470 6,470 0 0
Bond Financial Liabilities at Amortised Cost 17,000 17,000 0 0
Trade payables Financial Liabilities at Amortised Cost 3,771 3,771 0 0
Other short-term
financial debt –
liabilities from
finance leasing Not applicable 750 750 0 0
Other short-term debt Financial Liabilities at Amortised Cost 1,316 1,316 0 0
Other short-term
financial debt –
derivatives with
negative market values Trading/Hedging Instrument 143 23 120 0
Long-term loans Financial Liabilities at Amortised Cost 22,468 0 11,477 10,991
Investment grants Financial Liabilities at Amortised Cost 1,112 0 1,112 0
Long-term leasing liabilities Not applicable 1,965 0 1,965 0
Total 54,995 29,330 14,674 10,991
Consolidated Profit and Loss Account 59
Consolidated Total Net Results
Consolidated Balance Sheet
Consolidated Cash Flow Statement
Schedule of Development of Shareholders’ Funds
Notes to the Consolidated Financial Statements
Consolidated Schedule of Fixed Assets
Auditor’s Report
The contractually agreed (not discounted) cash flows (interest and repayments) of financial liabilities are as follows:
Cash flows 2011 Cash flows for the period Cash flows from 2016
2012 until 2015
Fixed Variable Re- Fixed Variable Re- Fixed Variable Re-
in €k Book value interest interest demption interest interest demption interest interest demption
31/12/2010
Short-term loans
and short-term portion
of long-term loans 9,854 (7) (55) (9,854) 0 0 0 0 0 0
Trade payables 6,036 0 0 (6,036) 0 0 0 0 0 0
Other short-term
financial debt – liabilities
from finance leasing 727 0 25 (727) 0 0 0 0 0 0
Other short-term debt 1,711 0 0 (1,711) 0 0 0 0 0 0
Other short-term
financial debt – derivatives
with negative market values 310 0 0 (310) 0 0 0 0 0 0
Long-term loans 26,981 (573) (448) 0 (725) (773) (22,756) (26) (160) (4,225)
Investment grants1 766 0 0 0 0 0 0 0 0 0
Long-term leasing liabilities 1,395 0 (51) 0 0 (57) (1,395) 0 0 0
Total 47,780 (580) (529) (18,638) (725) (830) (24,151) (26) (160) (4,225)
Cash flows 2009/2010 Cash flows for the period Cash flows from 2014/2015
2010/2011 until 2013/2014
Fixed Variable Re- Fixed Variable Re- Fixed Variable Re-
in €k Book value interest interest demption interest interest demption interest interest demption
30/09/2009
Short-term loans
and short-term portion
of long-term loans 6,470 0 (31) (6,470) 0 0 0 0 0 0
Bond 17,000 (553) 0 (17,000) 0 0 0 0 0 0
Trade payables 3,771 0 0 (3,771) 0 0 0 0 0 0
Other short-term
financial debt – liabilities
from finance leasing 750 (3) (29) (750) 0 0 0 0 0 0
Other short-term debt 1,316 0 0 (1,316) 0 0 0 0 0 0
Other short-term
financial debt – derivatives
with negative market values 143 0 0 (23) 0 0 (120) 0 0 0
Long-term loans 22,468 (975) (519) 0 (1,063) (1,173) (11,477) (139) (2,475) (10,991)
Investment grants1 1,112 0 0 0 0 0 0 0 0 0
Long-term leasing liabilities 1,965 0 (75) 0 (2) (90) (1,965) 0 0 0
Total 54,995 (1,531) (654) (29,330) (1,065) (1,263) (13,562) (139) (2,475) (10,991)
1
They refer to subsidies for assets not subject to contractual repayment obligations.
60 Consolidated Financial Statements 2009/2010
Pankl Group
Included are all financial instruments that were held at the balance sheet date and where payments have already been agreed upon on a contractual
basis. Budgeted figures for any additional future financial liabilities are not included. Working capital loans are assumed to have a 12-month-term.
These loans are regularly renewed and are, therefore, available to the Company for a longer period of time. Foreign exchange balances were converted
using the exchange rate at the balance sheet date. Variable interest payments were estimated based on the most recent interest rate fixing before
the balance sheet date. Financial liabilities repayable at any time are allocated to the group with the shortest maturity.
DERIVATIVES AND HEDGING
Derivative financial instruments are used to hedge interest rate and foreign currency risks. Distinctions are to be made as to whether these instruments
are included in an effective hedging relationship according to IAS 39 (Cash flow hedge) or not.
Derivative financial instruments were as follows:
Type and major terms 31/12/2010 30/09/2009
Nominal Book Time Nominal Book Time
in €k value value value value value value
Derivatives (not hedging related)
Cross currency swaps
Swap from EUR into CHF
Maturity until 2011 1,050 (310) (310) 1,750 (120) (120)
Derivatives (cash flow hedging related)
Foreign exchange forward transactions
Forward rate agreement GBP into EUR
Maturity until 2010 0 0 0 1,830 13 13
To hedge foreign currency risks arising from future revenues and expenses in foreign currencies, companies of the Pankl Group conclude currency
derivatives (forward exchange deals) which are used as hedging instruments within cash flow hedge relationships. The following nominal payments
of the revenues and expenses, forming the basis of these forward exchange deals, are expected:
31/12/2010 30/09/2009
Expected payments – nominal terms Within In more than Within In more than
in €k 6 months 6 months Total 6 months 6 months Total
Hedging transaction
Foreign exchange
forward transactions 0 0 0 1,536 1,255 2,791
The actual portion of hedging transactions from cash flow hedge relationships are shown in the cash flow hedge reserve under the shareholders’
funds section until the underlying transactions affect net income, taking deferred taxes into account. For information on the cash flow hedge reserve’s
amount, please refer to the notes to the consolidated shareholders’ funds. Deferred taxes amounted to € 0k (12M 2008/2009: € 3k). The ineffective
portion of hedging transactions amounted to € 0k in the fiscal year 2009/2010 (12M 2008/2009: € 0k). The fair value of cash flow hedges wasn’t
transferred from the cash flow hedge reserve to the operating or financial results (12M 2008/2009: € 0k).
Consolidated Profit and Loss Account 61
Consolidated Total Net Results
Consolidated Balance Sheet
Consolidated Cash Flow Statement
Schedule of Development of Shareholders’ Funds
Notes to the Consolidated Financial Statements
Consolidated Schedule of Fixed Assets
Auditor’s Report
(18) EARNINGS PER SHARE
During the reporting period 2009/2010, the average number of shares in issue was 3,514,633. The consolidated net profit amounted to € 2,752k.
Earnings per share according to IAS 33 amounted to € 0.78. During the fiscal year 2008/2009, the average number of shares in issue amounted
to 3,628,278. The consolidated net profit amounted to € 1,330k. Earnings per share according to IAS 33 amounted to € 0.37.
In accordance with IAS 33, the undiluted earnings per share are derived from dividing the net profit attributable to the parent’s shareholders by the
weighted average number of shares in issue during the period. Undiluted earnings per share correspond to diluted earnings per share.
Based on the resolutions from the shareholders’ meetings held on 9 February 2007 and 17 November 2008, 50,437 own shares were repurchased
in the period 24 June 2010 until 16 July 2010 for € 630,110.14. The share buyback was aimed at improving the capital structure, optimising the
demand and supply of Pankl Racing Systems AG shares in the stock exchange and the reselling or cancelling of these shares at any time. The average
repurchase price amounted to € 12.49 per share. The pro-rata amount of the share capital amounted to € 50,437 representing 1.30% of the issued
share capital before the cancellation of own shares on 20 July 2010.
Based on the resolutions of the shareholders’ meeting held on 29 July 2010, a share buyback programme was commenced for the period from
9 August 2010 until 28 January 2013. The share buyback is aimed at improving the capital structure, optimising the demand and supply of Pankl
Racing Systems AG shares in the stock exchange and the reselling or cancelling of these shares at any time. Within this share buyback programme,
73.405 own shares were purchased for € 976.675 during the period 9 September 2010 until 8 October 2010. The average repurchase price
amounted to € 13.31 per share. The pro-rata amount of the share capital amounted to € 73,405 representing 2.10% of the issued share capital
as of 31 December 2010.
15M 2009/2010 12M 2008/2009
Consolidated net profit in €k 2,824 1,199
Net profit contributable to the shareholders in €k 2,752 1,330
Average number of ordinary and preference shares in issue share 3,514,633 3,628,278
Undiluted = fully diluted earnings per share in €/share 0.78 0.37
(19) SEGMENT REPORTING
The business activities of the Company are managed within in the business segments Racing/High Performance (engine and drivetrain components
for motor racing and the luxury automotive industry), Aerospace (drivetrain systems for the helicopter market) and Others (investment and financing
companies). The breakdown in business segments and the presentation of segment results follows the Management Approach according to IFRS 8
and the internal reporting of the management information system to the Management Board as the key operating decision maker.
The segment EBIT is defined as operating earnings for the period before deduction of financial results and income taxes. Apart from depreciation,
there were no other material non-cash expenses in the respective segments. The segment results refer to earnings before deducting minority shares.
Expenses and earnings of a segment refer either directly to the relevant segment or can reliably be allocated using an appropriate formula. Expenses
and income of a segment derive either from external sources or from appropriate other segments. Services rendered between segments are basically
invoiced at market prices. Amounts, which are not directly related to a segment, mainly refer to administration, research and development costs as
well as other expenses.
Assets, which are contributed to a segment, refer either directly to the segment or are allocated using an appropriate formula. Write-offs are directly
deducted from the appropriate assets.
62 Consolidated Financial Statements 2009/2010
Pankl Group
Segment assets include that part of short and long-term assets which are required for the operations of the segment. They particularly comprise
intangible assets (including goodwill from acquisition), tangible assets, stock, trade receivables as well as the portion of other receivables and assets,
which is required for operations. Segment assets do not account for any deferred or other taxes.
Segment liabilities include that part of short and long-term liabilities resulting from the operations of the segment. They particularly comprise personnel
provisions and other expenses, trade payables as well as the portion of provisions and liabilities resulting from operations. Both segment assets as
well as segment liabilities do not carry any interest.
Segment capital expenditures include all historic and production costs resulting from the purchase or production of segment assets during the
reporting period as well as investments in long-term financial assets.
Revenues within one segment are consolidated.
Racing/
in €k High Performance Aerospace Others Total Translation Group
15M 2009/2010
Segment revenues 90,152 19,383 3,703 113,238 (4,063) 109,175
thereof internal 104 258 3,701
thereof external 90,048 19,125 2
Operating earnings (EBIT) 3,759 278 (158) 3,879 0 3,879
EBIT in %
of segment revenues 4.2% 1.4% (4.3%) 3.4% 3.6%
Interest expenses (2,180) (829) (2,047) (5,056) 3,122 (1,934)
Interest income 39 5 3,492 3,536 (3,122) 414
Total segment assets 72,416 17,524 9,893 99,833 18,078 117,911
Segment liabilities 12,599 1,932 1,707 16,238 37,252 53,490
Segment capital expenditure 4,992 1,246 281 6,519 0 6,519
Segment depreciation (8,563) (1,056) (762) (10,381) 0 (10,381)
thereof exceptional 0 0 0 0 0 0
12M 2008/2009
Segment revenues 72,805 16,411 2,884 92,100 (3,161) 88,939
thereof internal 174 120 2,867
thereof external 72,631 16,291 17
Operating earnings (EBIT) 2,306 871 (1,273) 1,904 0 1,904
EBIT in %
of segment revenues 3.2% 5.3% (44.1%) 2.1% 2.1%
Interest expenses (2,333) (719) (2,258) (5,310) 3,332 (1,978)
Interest income 654 8 3,278 3,940 (3,332) 608
Total segment assets 74,102 17,875 10,510 102,487 19,992 122,479
Segment liabilities 11,576 1,698 651 13,925 46,247 60,172
Segment capital expenditure 4,824 790 339 5,953 0 5,953
Segment depreciation (7,128) (1,044) (633) (8,805) 0 (8,805)
thereof exceptional 0 0 0 0 0 0
Consolidated Profit and Loss Account 63
Consolidated Total Net Results
Consolidated Balance Sheet
Consolidated Cash Flow Statement
Schedule of Development of Shareholders’ Funds
Notes to the Consolidated Financial Statements
Consolidated Schedule of Fixed Assets
Auditor’s Report
The column Translation contains intra-segment revenues and interest expenses/income and assets/liabilities which cannot be directly allocated to
individual segments (e.g. liquid funds and bank loans).
In the fiscal year 2008/2009, revenues, operating earnings, assets and liabilities of the segment Others were allocated to the segments Racing/
High Performance and Aerospace according to a formula and were not presented separately. The figures for the previous fiscal year in this report
were appropriately adjusted.
Segment revenues according to the customers’ residence were as follows:
15M 2009/2010 12M 2008/2009
in €k Revenues in % Revenues in %
Asia 3,915 3.6% 4,075 4.6%
France 6,786 6.2% 6,308 7.1%
Great Britain 17,056 15.6% 12,300 13.8%
USA 37,682 34.5% 29,056 32.7%
Italy 7,413 6.8% 8,113 9.1%
Germany 17,792 16.3% 16,200 18.2%
Austria 11,850 10.9% 6,702 7.5%
Other 6,681 6.1% 6,185 7.0%
Total 109,175 100.0% 88,939 100.0%
7. Other Information
(20) EVENTS AFTER THE BALANCE SHEET DATE
After the balance sheet date there were no reportable events.
(21) RELATED PARTIES TRANSACTIONS
The Company completed a comprehensive competition clause with the supervisory board member Gerold Pankl. This competition clause is in force
for a period of seven years from 2004 onwards and involves annual payments of € 200k from the Company to Mr. Pankl in exchange for him not
competing with the Company.
Since the fiscal year 2006/2007, Pankl Group is fully consolidated in the consolidated financial statements of CROSS Industries AG, domiciled in
Wels, Austria. Because of business relationships between the two groups, Pankl Group achieved revenues from the CROSS Group amounting to
€ 946k (30 September 2009: € 575k). In addition, Pankl Group uses software licenses which are provided out of the pool of CROSS Group. Pankl
Racings Systems AG rents office space from CROSS Group. In the reporting period 2009/2010, these services amounted to € 177k. As of 31 December
2010, Pankl Group had receivables against CROSS Group amounting to € 186k (30 September 2009: € 18k). All services are provided at arm’s
length basis. For information regarding management board and supervisory board remuneration please refer to item (3).
Wolfgang Plasser and the supervisory board member Josef Blazicek are shareholders of Ocean Consulting GmbH. Ocean Consulting GmbH occasion-
ally provides translation services for Pankl Racing Systems AG. In the reporting year 2009/2010, these translation services amounted to € 5k.
64 Consolidated Financial Statements 2009/2010
Pankl Group
(22) DISTRIBUTION OF PROFIT
According to the Austrian Public Companies Act (Aktiengesetz), the non-consolidated financial statements of Pankl Racing Systems AG per
31 December 2010 form the basis for dividend distributions. According to the financial statements of this period complying with Austrian account-
ing rules, net profit amounted to € 4,968k (30 September 2009: € 9,686k). For the reporting period 2009/2010, the Management Board recommends
to carry the entire net profit forward into the next fiscal year.
(23) AUDITOR’S FEE
The auditor KPMG Austria GmbH Wirtschaftsprüfungs- und Steuerberatungsgesellschaft invoiced audit fees referring to the reporting period
2009/2010, in the amount of € 298k, € 92k of which referred to the audit of the financial statements per 30 September 2010 and 31 December
2010, € 62k referred to the audit of the consolidated financial statements per 31 December 2010. For other services € 144k were invoiced.
(24) LEGAL REPRESENTATIVES OF PANKL RACING SYSTEMS AG
During the reporting period 2009/2010 and until the preparation of the consolidated financial statements, members of the Company’s
Management Board were:
❚ Wolfgang Plasser, Kaltenleutgeben
❚ Alfred Hörtenhuber, Stadl-Paura
The Supervisory Board was comprised of the following persons:
❚ Stefan Pierer, Wels (Chairman)
❚ Rudolf Knünz, Dornbirn (Deputy Chairmann)
❚ Josef Blazicek, Perchtoldsdorf
❚ Gerold Pankl, Huntington Beach, USA
Bruck upon Mur, on 22 February 2011
The Management Board
Wolfgang Plasser Alfred Hörtenhuber
CEO COO
Consolidated Profit and Loss Account 65
Consolidated Total Net Results
Consolidated Balance Sheet
Consolidated Cash Flow Statement
Schedule of Development of Shareholders’ Funds
Notes to the Consolidated Financial Statements
Consolidated Schedule of Fixed Assets
Auditor’s Report
66
Consolidated Schedule of Fixed Assets
Historic Foreign Historic
cost exchange cost
in €k 01/10/2009 differences Additions Disposals Transfer 31/12/2010
31 December 2010
Goodwill 12,272 419 0 0 0 12,691
Other intangible assets 6,758 234 96 (49) 0 7,039
Total intangible assets 19,031 653 96 (49) 0 19,730
Land and buildings 30,487 39 291 (66) (9) 30,742
Plant, machinery
and equipment 65,926 1,107 5,286 (5,479) (87) 66,753
Other tangible assets 10,183 210 742 (240) 96 10,991
Total tangible assets 106,596 1,356 6,319 (5,785) 0 108,486
Share in
associated companies 23 0 0 0 0 23
Loans 2,091 190 104 (215) 0 2,170
Other financial assets 24 4 0 (4) (24) 0
Total financial assets 2,137 194 104 (219) (24) 2,193
Total fixed assets 127,764 2,203 6,519 (6,053) (24) 130,409
Historic Foreign Historic
cost exchange cost
in €k 01/10/2008 differences Additions Disposals Transfer 30/09/2009
30 September 2009
Goodwill 12,658 (386) 0 0 0 12,272
R&D expenses 1,716 0 0 (1,716) 0 0
Other intangible assets 6,662 (128) 178 (1) 47 6,758
Total intangible assets 21,037 (514) 178 (1,717) 47 19,031
Land and buildings 30,205 109 225 0 (52) 30,487
Plant, machinery
and equipment 62,003 (640) 4,353 (1,111) 1,321 65,926
Other tangible assets 11,148 (35) 1,119 (733) (1,316) 10,183
Total tangible assets 103,356 (566) 5,697 (1,844) (47) 106,596
Share in
associated companies 23 0 0 0 0 23
Loans 2,100 (21) 78 (66) 0 2,091
Other financial assets 50 0 0 (26) 0 24
Total financial assets 2,172 (21) 78 (92) 0 2,137
Total fixed assets 126,565 (1,101) 5,953 (3,653) 0 127,764
In the reporting period 2009/2010, other financial assets amounting to € 24k were transfered into current assets.
Consolidated Profit and Loss Account 67
Consolidated Total Net Results
Consolidated Balance Sheet
Consolidated Cash Flow Statement
Schedule of Development of Shareholders’ Funds
Notes to the Consolidated Financial Statements
Consolidated Schedule of Fixed Assets
Auditor’s Report
Accumulated Foreign Accumulated Net book Net book
depreciation exchange depreciation value value
01/10/2009 differences Additions Disposals Transfer 31/12/2010 31/12/2010 30/09/2009
(3,064) 0 0 0 0 (3,064) 9,627 9,208
(3,869) (83) (1,003) 52 0 (4,903) 2,136 2,889
(6,933) (83) (1,003) 52 0 (7,967) 11,763 12,097
(7,915) (13) (1,747) 12 15 (9,648) 21,094 22,572
(45,898) (840) (6,350) 5,266 41 (47,781) 18,972 20,028
(7,834) (142) (1,281) 207 (56) (9,106) 1,885 2,349
(61,648) (995) (9,378) 5,485 0 (66,535) 41,951 44,949
0 0 0 0 0 0 23 23
(2) 0 0 0 0 (2) 2,168 2,089
(4) 0 0 4 0 0 0 20
(6) 0 0 4 0 (2) 2,191 2,132
(68,586) (1,078) (10,381) 5,541 0 (74,504) 55,905 59,178
Accumulated Foreign Accumulated Net book Net book
depreciation exchange depreciation value value
01/10/2008 differences Additions Disposals Transfer 30/09/2009 30/09/2009 30/09/2008
(3,064) 0 0 0 0 (3,064) 9,208 9,594
(1,716) 0 0 1,716 0 0 0 0
(3,094) 19 (795) 1 0 (3,869) 2,889 3,568
(7,874) 19 (795) 1,717 0 (6,933) 12,097 13,162
(6,638) 13 (1,289) 8 (9) (7,915) 22,572 23,567
(40,860) 696 (5,609) 921 (1,046) (45,898) 20,028 21,143
(8,506) 51 (1,112) 678 1,055 (7,834) 2,349 2,642
(56,005) 760 (8,010) 1,607 0 (61,648) 44,949 47,352
0 0 0 0 0 0 23 23
(2) 0 0 0 0 (2) 2,089 2,098
(4) 0 0 0 0 (4) 20 46
(6) 0 0 0 0 (6) 2,132 2,166
(63,884) 779 (8,805) 3,324 0 (68,586) 59,178 62,680
68
Auditor’s Report
REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS
We have audited the accompanying consolidated financial statements of Pankl Racing Systems AG, Bruck upon Mur, Austria, for the period from
1 October to 31 December 2010. These consolidated financial statements comprise the consolidated balance sheet as of 31 December 2010,
the consolidated income statement, the consolidated statement of comprehensive income, the consolidated cash flow statement and the consolidated
statement of changes in equity for the 15 months period ended 31 December 2010 and a summary of significant accounting policies and other
explanatory notes.
Management’s Responsibility for the Consolidated Financial Statements and for the Accounting System
The Company’s management is responsible for the group accounting system and for the preparation and fair presentation of these consolidated
financial statements in accordance with International Financial Reporting Standards (IFRSs) as adopted by the EU. This responsibility includes: design-
ing, implementing and maintaining internal control relevant to the preparation and fair presentation of the consolidated financial statements that
are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting
estimates that are reasonable in the circumstances.
Auditor’s Responsibility and Description of Type and Scope of the Statutory Audit
Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our audit in accordance
with laws and regulations applicable in Austria and as well as in accordance with International Standards on Auditing, issued by the International
Auditing and Assurance Standards Board (IAASB) of the International Federation of Accountants (IFAC). Those standards require that we comply with
professional guidelines and that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements
are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The
procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the consolidated financial
statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Group’s prepara-
tion and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances,
but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control. An audit also includes evaluating the appropriate-
ness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation
of the consolidated financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
Our audit did not give rise to any objections. In our opinion, which is based on the results of our audit, the consolidated financial statements comply
with legal requirements and give a true and fair view of the financial position of the Group as of 31 December 2010 and of its financial performance
and its cash flows for the year from 1 October to 31 December 2010 in accordance with International Financial Reporting Standards (IFRSs) as
adopted by the EU.
Consolidated Profit and Loss Account 69
Consolidated Total Net Results
Consolidated Balance Sheet
Consolidated Cash Flow Statement
Schedule of Development of Shareholders’ Funds
Notes to the Consolidated Financial Statements
Consolidated Schedule of Fixed Assets
Auditor’s Report
REPORT ON THE MANAGEMENT REPORT FOR THE GROUP
Pursuant to statutory provisions, the management report for the Group is to be audited as to whether it is consistent with the consolidated financial
statements and as to whether the other disclosures are not misleading with respect to the Company’s position. The auditor’s report also has to
contain a statement as to whether the management report for the Group is consistent with the consolidated financial statements and whether
the disclosures pursuant to Article 243 a UGB (Austrian Commercial Code) are appropriate.
In our opinion, the management report for the Group is consistent with the consolidated financial statements. The disclosures pursuant to Article 243 a
UGB (Austrian Commercial Code) are appropriate.
Linz, on 22 February 2011
KPMG Austria GmbH
Wirtschaftsprüfungs- und Steuerberatungsgesellschaft
Helge Löffler Peter Humer, CIA
Wirtschaftsprüfer Wirtschaftsprüfer
(Austrian Chartered Accountant) (Austrian Chartered Accountant)
This report is a translation of the original report in German, which is solely valid. Publication of the consolidated financial statements together with our
auditor’s opinion may only be made if the consolidated financial statement and the group management report are identical with the audited version
attached to this report. Article 281 section 2 UGB applies.
70
Statement of all Legal Representatives
We confirm to the best of our knowledge that the consolidated financial
statements give a true and fair view of the assets, liabilities, financial
position and profit or loss of the group as required by the applicable
accounting standards and that the group management report gives a
true and fair view of the development and performance of the business
and the position of the group, together with a description of the princi-
pal risks and uncertainties the group faces.
We confirm to the best of our knowledge that the separate financial
statements give a true and fair view of the assets, liabilities, financial
position and profit or loss of the parent company as required by the
applicable accounting standards and that the management report
gives a true and fair view of the development and performance of the
business and the position of the company, together with a description
of the principal risks and uncertainties the company faces.
Bruck upon Mur, on 22 February 2011
The Management Board
Wolfgang Plasser Alfred Hörtenhuber
CEO COO
71
Important Addresses
Pankl Racing Systems AG CP-CARRILLO, LLC
Industriestrasse West 4, A-8605 Kapfenberg 1902 Mc Gaw Ave., Irvine, CA 92614, USA
phone: +43-3862-33 999-0, fax: 33 999-181 phone: +1-949-567 9000, fax: 567 9010
e-mail: office@pankl.com e-mail: sales@cp-carrillo.com
Pankl Engine Systems GmbH & Co KG Pankl Japan, Inc.
Kaltschmidstrasse 2–6, A-8600 Bruck upon Mur 301 Storia Shinagawa
phone: +43-3862-51 250-0, fax: 51 250-290 2-16-8 Konan, Minato-ku, Tokyo, Japan
e-mail: engine@pankl.com phone: +81-3-5715 3877, fax: 5715 3878
e-mail: kkagii@pankl.co.jp
Pankl Drivetrain Systems GmbH & Co KG
Industriestrasse West 4, A-8605 Kapfenberg Pankl Automotive Slovakia s.r.o.
phone: +43-3862-33 999-0, fax: 33 999-719 Práznovská cesta 4707/10, SK-95501 Topol’cany
ˇ
e-mail: drivetrain@pankl.com phone: +421-38-536 98-11, fax: 536 98-98
e-mail: highperformance@pankl.com
Pankl Aerospace Systems Europe GmbH
Industriestrasse West 4, A-8605 Kapfenberg Pankl Racing Systems UK Ltd.
phone: +43-3862-33 999-0, fax: 33 999-860 Telford Road, Bicester, OXON, OX26 4LD, UK
e-mail: aerospace@pankl.com phone: +44-1869-243 344, fax: 248 005
e-mail: enquiries@pankl.co.uk
Pankl Schmiedetechnik GmbH & Co KG
Industriestrasse West 2, A-8605 Kapfenberg Pankl Racing Systems UK Ltd.
phone: +43-3862-33 999-902, fax: 33 999-910 Trading as Northbridge Motorsport
e-mail: forging@pankl.com Unit 16 Viking Road, Wigston
Leicester, LE 18 2BL, UK
Pankl Aerospace Systems, Inc. phone: +44-1162-578 040, fax: 578 041
16615 Edwards Rd., Cerritos, CA 90703, USA e-mail: engine@pankl.com
phone: +1-562-207 6300, fax: 207 6301
e-mail: aerospace@pankl.com
Imprint
Owner and publisher: Pankl Racing Systems AG, Industriestrasse West 4, 8605 Kapfenberg, Austria
Investor Relations: Brigitte Putz, phone: +43-3862-33 999-317, fax: +43-3862-33 999-810, e-mail: ir@pankl.com
Concept and design: marchesani_kreativstudio, 1080 Vienna · Photos: Johannes Seidl, 8054 Graz
Print: Druckerei Paul Gerin, 2120 Wolkersdorf
In case of deviating interpretations between the German and the English language annual report,
please note that the German version has priority.
www.pankl.com