Panalpina Annual Report 2009
Panalpina Annual Report 2009
Panalpina Annual Report 2009
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<strong>Panalpina</strong><br />
<strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
A Passion for Solutions
<strong>2009</strong> at a glance<br />
Gross profit for the Group declined by 21%.<br />
Strict cost management.<br />
Net working capital intensity at all-time low of 1.8%.<br />
Free cash flow improved from CHF 170 million to CHF 226 million.<br />
Volumes, gross profit impacted by weak market demand and rate volatility.<br />
Net forwarding revenue per segment<br />
Air Freight<br />
Ocean Freight<br />
Supply Chain Management<br />
Returns<br />
in percent<br />
40%<br />
15%<br />
45%<br />
<strong>2009</strong> 2008<br />
Return on equity (ROE) 1.2 12.1<br />
Return on capital employed (ROCE) 6.14 23.03<br />
Net forwarding revenue per region<br />
Europe/Africa/Middle East/CIS<br />
North America<br />
Central and South America<br />
20%<br />
12%<br />
53%<br />
Asia Pacific 15%<br />
Share price development in comparison to SPI<br />
<strong>Panalpina</strong> World Transport<br />
SPI Swiss Performance Index<br />
50<br />
1 Jan 09 1 Mar 1 May 1 Jul 1 Sep 1 Nov 1 Jan 10<br />
170<br />
150<br />
130<br />
110<br />
90<br />
70
Glossary<br />
Tonnage<br />
A ship’s freight capacity (in metric tons, or “tonnes”)<br />
TEU (twenty-foot equivalent unit)<br />
Unit of measurement based on a 20-foot ISO container<br />
(6.10 meters long)<br />
Full Container Load (FCL)<br />
This refers to containers that are fully loaded by the consignor and<br />
unloaded by the recipient at the destination.<br />
Less than Container Load (LCL)<br />
This refers to part-loads or small loads that are grouped together<br />
and transported in containers throughout the transport chain.<br />
The containers are unloaded when they reach the various recipients<br />
at different destinations. The term LCL is used mainly for containers<br />
shipped as ocean freight.<br />
Ocean freight and air freight: a comparison of freight capacity<br />
The capacity of a 12,000-TEU container ship is equivalent to that of<br />
1,000 Boeing 747 cargo planes.<br />
The English version takes precedence over the German version.
Five-year development<br />
in million CHF<br />
Net forwarding revenue<br />
9,000<br />
7,500<br />
6,000<br />
4,500<br />
3,000<br />
1,500<br />
0<br />
EBIT<br />
320<br />
280<br />
240<br />
200<br />
160<br />
120<br />
80<br />
40<br />
0<br />
210<br />
175<br />
140<br />
105<br />
70<br />
35<br />
0<br />
6,949<br />
7,735<br />
8,641<br />
8,878<br />
5,958<br />
2005 2006 2007 2008 <strong>2009</strong><br />
166<br />
Consolidated profit<br />
261<br />
299<br />
193<br />
30<br />
2005 2006 2007 2008 <strong>2009</strong><br />
120<br />
184<br />
211<br />
114<br />
10<br />
2005 2006 2007 2008 <strong>2009</strong><br />
Gross profit<br />
1,900<br />
1,750<br />
1,600<br />
1,450<br />
1,300<br />
1,150<br />
1,000<br />
1,000<br />
875<br />
750<br />
625<br />
500<br />
375<br />
250<br />
125<br />
0<br />
1,408<br />
1,591<br />
1,803<br />
1,742<br />
1,377<br />
2005 2006 2007 2008 <strong>2009</strong><br />
Shareholders’ equity<br />
858<br />
978<br />
1,026<br />
871<br />
864<br />
2005 2006 2007 2008 <strong>2009</strong>
Contents<br />
Introduction 4<br />
<strong>Panalpina</strong> in brief 4<br />
Interview with the Chairman and the CEO 6<br />
Group Management Structure 12<br />
<strong>Report</strong>s of the Board of Directors and<br />
the Executive Board 14<br />
<strong>Report</strong> of the Board of Directors 14<br />
<strong>Report</strong> of the Executive Board 16<br />
<strong>Report</strong>ing Regions 24<br />
Europe /Africa / Middle East / CIS 26<br />
North America 28<br />
Central and South America 29<br />
Asia Pacific 30<br />
Core Activities 32<br />
Air Freight 34<br />
Ocean Freight 35<br />
Supply Chain Management 36<br />
Customer Groups 38<br />
Telecom 40<br />
Hi-tech 42<br />
Automotive 44<br />
Healthcare and Chemicals 46<br />
Retail and Fashion 48<br />
Oil and Gas 50<br />
Industrial Projects 52<br />
Sustainable Growth 54<br />
Quality, Security and HSE 56<br />
Employees 60<br />
Corporate Culture 62<br />
Information Technology 64<br />
Social Commitment 65<br />
Corporate Governance 66<br />
Global <strong>Report</strong>ing Initiative 77<br />
Consolidated and <strong>Annual</strong><br />
Financial Statements <strong>2009</strong> 78<br />
Consolidated Financial Statement 80<br />
<strong>Annual</strong> Financial Statement 149<br />
Appendix 158<br />
Information for Investors 158<br />
Main Offices Worldwide 160<br />
Pictures 162<br />
Imprint 163<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
3
4<br />
Introduction<br />
<strong>Panalpina</strong> in brief<br />
A Passion for Solutions<br />
The <strong>Panalpina</strong> Group is one of the world’s leading suppliers of forwarding and<br />
logistics services, specializing in end-to-end supply chain management solutions<br />
and intercontinental air freight and ocean freight shipments.<br />
<strong>Panalpina</strong> is considered the market leader in the provision<br />
of freight forwarding services for the oil and gas industry<br />
globally and also maintains leading expertise and capabilities<br />
in providing supply chain management (SCM) solutions<br />
to the Telecom, Hi-tech, Automotive, Retail and Fashion as<br />
well as Healthcare and Chemical sectors. With one of the<br />
largest global networks in air and ocean freight forwarding,<br />
best-in-class technology systems, well-tried relationships<br />
with transportation providers and complementary logistics<br />
services, the Group assists a diverse base of over 100,000<br />
global and SME (small and medium enterprise) customers<br />
with the management of their global supply chains.<br />
<strong>Panalpina</strong> is primarily organized by regions, with secondary<br />
segmentation based on its core business activities.<br />
In <strong>2009</strong>, the Group generated 53% of its gross profit in<br />
Europe /Africa / Middle East / CIS, 19% in North America,<br />
18% in Asia Pacific and 10% in Central and South America.<br />
The Group has a particularly strong presence in the major<br />
Asia – Europe – Asia trade lane which accounted for about<br />
a third of its total transported volumes in <strong>2009</strong>.<br />
<strong>Panalpina</strong> invoices services based on customer requirements.<br />
Air freight services sold and invoiced in Europe may<br />
cover transports from Asia to Europe. Thus invoiced revenues<br />
are fully reflected within Europe. However, a portion<br />
of the gross profit is shared with Asia in line with revenuesharing<br />
agreements and responsibilities. Therefore, when<br />
comparing <strong>Panalpina</strong>’s regional reporting, no final conclusions<br />
on the absolute level of revenues or gross profit<br />
generated by the various regions and trade lanes can be<br />
drawn. However, comparing a specific geographic region’s<br />
revenues and gross profit over a period of time can reveal<br />
trends within that region and help to explain the business<br />
development.<br />
In terms of core business activities, the Group derived 41%<br />
of its gross profit in <strong>2009</strong> from air freight forwarding,<br />
33% from ocean freight forwarding and 26% from SCM<br />
services.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
Strategic business priorities<br />
Based on its primary strategic focus as an asset-light<br />
global supply chain management company, the Group aims<br />
to maintain a balanced customer mix of SMEs and Global<br />
Accounts. <strong>Panalpina</strong> generates approximately 30% and<br />
70% of total net forwarding revenue with its Global Accounts<br />
and SME customers, respectively. On one hand, Global<br />
Accounts provide significant volume on certain trade lanes,<br />
which enables the Group to optimize the procurement of<br />
transportation capacity and foster the expansion of its<br />
operations. On the other hand, maintaining a highly diversified<br />
portfolio of SME customers mitigates the Group’s<br />
exposure to any individual global account, with the single<br />
largest customer comprising approximately 3% of turnover.<br />
During <strong>2009</strong>, the Group announced its intention to increase<br />
the focus of its sales activities on medium-sized clients<br />
with the goal to grow this customer segment faster than<br />
Global Accounts in order to optimize the customer mix.<br />
In addition to its air and ocean freight service offering, the<br />
Group provides its customers with logistics and SCM solutions.<br />
Such services will lead to closer cooperation with key<br />
customers in the longer term and provide opportunities<br />
for profitable growth. The Group therefore intends to further<br />
extend its service offering in its core activity SCM and to<br />
grow this business segment faster relative to its freight forwarding<br />
activities. To lay the foundations for this growth,<br />
various important milestones have been achieved and<br />
methodologies and tools were developed and invested in<br />
during <strong>2009</strong>. Moreover, eight globally offered SCM core<br />
products have been defined and launched during the year<br />
to further enhance the service offering in this segment.<br />
The Group intends to maintain its asset-light business<br />
model for all logistics services (including SCM) and will<br />
therefore focus on the service aspects of such businesses.<br />
As a lead logistics provider, the Group will concentrate<br />
on the management and coordination of such services<br />
and keep investments and operation of assets (such as<br />
warehouses and related equipment) to a minimum by subcontracting<br />
to best-in-class partners. This allows the
development of custom-made solutions for each customer<br />
as the Group is not constricted by the utilization of own<br />
assets.<br />
The Group strives to continue to lower its cost base by<br />
further optimizing its core processes, by developing shared<br />
service centers for its operations, and by consequently<br />
utilizing the economies of scale created by increasing volumes.<br />
Management believes that its ongoing drive to<br />
improve efficiency and reduce costs will allow <strong>Panalpina</strong> to<br />
further increase its profit margins.<br />
The Group aims to achieve strong organic growth, supported<br />
by selected bolt-on acquisitions. Its acquisition<br />
strategy is based on three pillars: 1. Scale expansion to<br />
further strengthen its position in the fast-growing trade<br />
lanes out of and within Asia and to improve the Group’s<br />
market position in areas in which the Group expects superior<br />
growth opportunities. 2. Network expansion to acquire<br />
well-known partner companies in strategic markets to gain<br />
direct control of the customer base and to enable customers<br />
to fully benefit from the services the Group provides<br />
globally. 3. Skill expansion to add and strengthen its capability<br />
in selected industries, in specific geographic areas<br />
and in the logistics and SCM business. The current strategy<br />
does not involve any diversification into areas in which the<br />
Group does not have a specific competence.<br />
<strong>Panalpina</strong>’s service offering of managing global trade<br />
flows is well diversified across a wide variety of trade lanes<br />
and industries. Among these, the Asia – Europe – Asia<br />
trade lane represents the Group’s most important market,<br />
and it intends to capitalize on its strong presence in Asia,<br />
where demand for transportation is expected to develop<br />
faster than in other regions of the world, especially for traffic<br />
between Asian countries.<br />
The Group will further strengthen the industry-specific<br />
competence centers it has established in order to provide<br />
tailor-made services to the Hi-tech, Automotive, Retail and<br />
Fashion, Healthcare and Telecom sectors and for Industrial<br />
Projects and the Oil and Gas industries. The Group believes<br />
these industry verticals offer promising long-term potential<br />
and growth and require industry-specific transportation<br />
services.<br />
Core activities<br />
Through its own offices and partner companies, <strong>Panalpina</strong><br />
provides air freight forwarding services in some 160 countries.<br />
The Group operates a system of hubs and gateways<br />
Introduction<br />
which allows the bundling of cargo flows. In the past years,<br />
the Group has usually purchased approximately 70% of<br />
the total air transport capacity on a short-term basis and<br />
without financial risk. Approximately 25% of capacity has<br />
been contracted medium-term (up to six months in<br />
advance) with limited financial risk arising from potential<br />
dead freight payments. The remaining 5% of the total air<br />
transport capacity has been contracted long-term (more<br />
than six months). As of the beginning of <strong>2009</strong>, due to<br />
the existing economic uncertainty, the Group significantly<br />
reduced the percentage of advance purchasing of air<br />
transport capacity: over 80% of the total capacity is now<br />
procured on a short-term basis, and only 10% to 15% is<br />
contracted medium-term. The long-term contract share<br />
remains at about 5% and is directly related to a specific<br />
<strong>Panalpina</strong> own-controlled flight where management believes<br />
that the associated financial risk is more than offset by the<br />
added value of this product. The proactive management of<br />
the procurement mix – fine-tuned per trade lane – ensures<br />
a balance between capacity access guarantees and financial<br />
risks, always in line with the present and anticipated<br />
supply/demand market.<br />
The Group has tailored its ocean freight services to the<br />
transportation needs of its customers. For customers who<br />
transport full container loads, it offers FCL (Full Container<br />
Load) services. To accommodate customers who ship<br />
smaller consignments, the Group offers a competitively<br />
priced consolidation product with its LCL (Less than Container<br />
Load) service. Customers can combine these products<br />
with standardized service options, such as door-todoor,<br />
door-to-port, port-to-door and port-to-port deliveries,<br />
which enables the services the Group offers in the ocean<br />
freight area to be tailored to each customer’s needs.<br />
The Group offers a whole range of services and logistics<br />
solutions designed to improve the management of its<br />
customers’ supply chains. For customers who run supply<br />
chain management in-house, the Group offers consulting<br />
services entailing both the planning of logistics processes<br />
and the selection and management of logistics service<br />
suppliers. For clients who outsource supply chain management,<br />
the Group also provides warehousing and distribution<br />
services, including order fulfillment, invoicing and<br />
reporting. In this way, the Group combines its traditional<br />
forwarding services with logistics services tailored to<br />
customers’ needs, offering customers complete supply<br />
chain solutions.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
5
6<br />
Introduction<br />
Interview with the Chairman and the CEO<br />
A period of transition<br />
The Chairman of the Board of Directors and the Chief Executive Officer of the<br />
<strong>Panalpina</strong> Group discuss the results and challenges of <strong>2009</strong> and the long-term outlook<br />
for the forwarding and logistics company.<br />
How has the market environment changed for <strong>Panalpina</strong><br />
in the past twelve months?<br />
Rudolf W. Hug: Freight flows have declined drastically<br />
overall, so forwarding and logistics companies are<br />
now competing for a slice of a significantly smaller pie.<br />
The global economy is undergoing a period of transition<br />
generally. We are moving towards a world economy with<br />
multiple centers. Rules that applied until recently are<br />
no longer appropriate to the current situation. In the past,<br />
<strong>Panalpina</strong>’s freight volumes grew alongside those of its<br />
customers. Just as we benefited from this trend, we now<br />
have to accept the present situation and exploit the<br />
medium- and long-term opportunities that arise – with the<br />
primary aim of safeguarding and expanding service<br />
and quality standards for our customers. We have been<br />
pleased to note a growing willingness on the part of<br />
customers to work with us on reviewing the entire supply<br />
chain in order to identify potential cost savings and<br />
efficiency improvements.<br />
The pressure on market<br />
participants is evidently spreading.<br />
Monika Ribar: Global forwarding and logistics providers<br />
are of course fighting over the forwarding volumes that<br />
remain – and price is more crucial than ever. However,<br />
factors such as service quality and effective compliance<br />
will continue to be important sales arguments. This is why<br />
we strive towards market leadership in freight forwarding<br />
and supply chain solutions backed by an integrated IT platform<br />
and leadership in terms of compliance.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
Steep drops in volumes – such as have been experienced<br />
in our Automotive and Hi-tech customer segments – have<br />
not been offset by new customer business for some time<br />
now. Our partners, the air and ocean freight providers and<br />
our suppliers are all subject to the same market conditions.<br />
The economic crisis has caused high fluctuations<br />
in freight rates. Insufficient freight volumes led to expensive,<br />
but unused, freight capacity being withdrawn from the<br />
market. This widespread artificial shortage of forwarding<br />
capacity then forced rates up again after a sharp drop.<br />
In the circumstances, planning for the medium or long term<br />
and stabilizing margins – already very tight in our business –<br />
presents a considerable challenge. The pressure on market<br />
participants – customers, partners, suppliers and subcontractors<br />
– is evidently spreading. Nevertheless, the<br />
relationships <strong>Panalpina</strong> has built up with its partners and<br />
suppliers over the years are still sound and the transport<br />
and logistics market still has excellent long-term growth<br />
potential.<br />
What measures were introduced in the year under<br />
review in response to the market situation?<br />
Rudolf W. Hug: In addition to the need to monitor the market<br />
situation at all times and work out possible scenarios for<br />
future trends, we see internal transparency as an increasingly<br />
important success factor in such a challenging, constantly<br />
changing environment. That is why we emphasize<br />
centrally run global processes and systems as effective<br />
tools in combination with our regional customer focus and<br />
expert knowledge.<br />
We are continuing to invest in profitable markets with growth<br />
potential, and we are also ready to cut capacity appropriately<br />
wherever the market dries up owing to the outsourcing<br />
of production facilities, for example. Equally, the resources<br />
thus freed up can then be deployed wherever the market<br />
is growing: this is where a global organization with diversification<br />
across industries and trade lanes such as <strong>Panalpina</strong><br />
comes into its own.
Monika Ribar: Greater flexibility, like increasing visibility, is<br />
another key to success in the medium term and beyond.<br />
The same applies to the Group’s finances, as the trend in<br />
our free cash flow during the reporting year illustrates. This<br />
important indicator of our company’s payment power and<br />
potential cash flow underlines our financial strength. Due to<br />
our asset-light business model we offer a strong balance<br />
sheet and high returns on capital. On the sales front we are<br />
even closer to the customer. For instance, <strong>Panalpina</strong> was<br />
prominently represented at the leading European trade fair<br />
for the sector. There, and in several other locations, we<br />
held customer advisory boards – events designed to help<br />
us identify our customers’ future needs in advance, in<br />
order to enable us to meet them with an appropriate range<br />
of services offering customer-focused end-to-end supply<br />
chain management solutions. Our Supply Chain Diagnostics<br />
Tool for example is one such new service. This extremely<br />
useful tool allows our customers to identify potential added<br />
value within their supply chains. Furthermore, at the beginning<br />
of the year we demonstrated our ability to adjust rapidly<br />
to new market realities by promptly introducing a cost-cutting<br />
program, which included reducing the headcount.<br />
The measures were implemented on time and achieved the<br />
intended results. We did not curtail our training and professional<br />
development programs or schemes to transfer<br />
skills within the company, however, since we recognize that<br />
we need properly trained staff if we are to meet the needs<br />
of our customers and generate growth for the company.<br />
We ensure that our employees<br />
are continuously trained in<br />
order to meet the needs of our<br />
customers.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong>
Is this also reflected in <strong>Panalpina</strong>’s corporate strategy<br />
and culture?<br />
Rudolf W. Hug: Our strategy takes the long view, and we<br />
are placing greater emphasis on growth, people, systems<br />
and cost control.<br />
During the reporting period,<br />
we succeeded in establishing<br />
an appropriate level of cost<br />
awareness within the company.<br />
Monika Ribar: We are currently improving the balance<br />
between major clients and customers from the SME seg-<br />
ment. There are growth opportunities in both segments,<br />
as well as in our key industries. We lay particular stress on<br />
expanding our supply chain management competence,<br />
which of course also covers the established air and ocean<br />
freight business. As I have already mentioned, we are<br />
continuing to invest in the training and professional development<br />
of our staff without restriction. In addition, we<br />
ensure that our partners and suppliers keep their employees<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
fully up to date with the latest legal provisions, guidelines,<br />
regulations and current safety and environmental standards,<br />
for example. Our internal and external network of welltrained,<br />
motivated people is our biggest asset. Our staff are<br />
supported by centrally run systems and processes that<br />
make the work of our local offices easier while safeguarding<br />
the quality of our services throughout the world. During<br />
the period under review, we succeeded in establishing<br />
an appropriate level of cost awareness within the company.<br />
However, cost control will continue to play an important<br />
role and has now become an integral part of our corporate<br />
culture.<br />
Rudolf W. Hug: The highly motivated management team<br />
led by Monika Ribar has successfully strengthened<br />
<strong>Panalpina</strong>’s team outlook during a very challenging period,<br />
and has been able to deploy this to the clear benefit of our<br />
customers. We regularly find that we win orders because<br />
of our proven ability to present ourselves, and work together,<br />
as a global team. As ever, <strong>Panalpina</strong>’s employees are the<br />
key to our success. Our customers are increasingly recognizing<br />
that <strong>Panalpina</strong> maintains quality standards throughout<br />
its worldwide network and that the Company knows<br />
how to pass on important aspects of its business culture to<br />
partners, suppliers and subcontractors, too.
Were targets met in the year under review?<br />
Rudolf W. Hug: The targets set for the year under review<br />
were not met, nor were we able to expand our market<br />
position. However, <strong>Panalpina</strong> achieved an increase in volumes<br />
for both air and ocean freight, from the second to<br />
the third and again from the third to the fourth quarter of<br />
<strong>2009</strong>. Nevertheless, this trend was not able to compensate<br />
for the previous big drop in freight volumes in various<br />
customer segments, or for the collapse in rates previously<br />
mentioned. Our balance sheet was also hit by legal costs,<br />
incurred mainly in connection with the government investigations<br />
that are underway. We did not expect these costs to<br />
be so high but our ability to control these costs is limited.<br />
As previously mentioned, there was a gratifying increase in<br />
free cash flow, despite a fall in gross profit. Operating<br />
expenditure was successfully reduced to the target amount<br />
during the year under review. Although there was only<br />
weak growth in freight volumes on most trade lanes, from<br />
a low baseline owing to the crisis, we were able to gain<br />
additional market share on the most important ocean freight<br />
route between Asia and Europe, for example.<br />
The <strong>Panalpina</strong> network has<br />
demonstrated its strength, even in<br />
times of crisis. We all know that<br />
there are no easy answers to the<br />
challenges we currently face.<br />
Monika Ribar: I would like to seize this opportunity to thank<br />
our employees most sincerely for all their hard work during<br />
the past twelve months. The <strong>Panalpina</strong> network has demonstrated<br />
its strength, even in times of crisis. We all know<br />
that there is no easy answer to the challenges we currently<br />
face. However, I am convinced that the measures already<br />
implemented will bear fruit in the medium term.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong>
10<br />
What is the current situation regarding the FCPA and<br />
antitrust allegations?<br />
Rudolf W. Hug: The investigation in connection with alleged<br />
violations of the Foreign Corrupt Practices Act (FCPA),<br />
mainly in Nigeria, is drawing to a close. At the start of<br />
December <strong>2009</strong>, <strong>Panalpina</strong> commenced settlement negotiations<br />
with the U.S. Department of Justice (DOJ). For<br />
almost three years, in-depth reviews of operational activities<br />
in several countries, among them difficult markets in West<br />
Africa and Central Asia, have been conducted.<br />
As part of its numerous initiatives to strengthen and expand<br />
compliance on a global level, <strong>Panalpina</strong>’s Compliance<br />
Department has played an active role in critical aspects of<br />
the investigation under the oversight of outside counsel<br />
and in coordination with the DOJ. <strong>Panalpina</strong>’s compliance<br />
initiatives include the decision to close its Nigerian organization<br />
and restructure its operations in West Africa. It is an<br />
inherent feature of <strong>Panalpina</strong>’s business philosophy that<br />
the Company should demonstrate the highest levels of<br />
trustworthiness and reliability in relation to its customers.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
At meetings between representatives of the DOJ and<br />
<strong>Panalpina</strong>’s Compliance Department, the U.S. authorities<br />
have received regular updates on the Company’s compliance<br />
programs and their implementation at local level.<br />
<strong>Panalpina</strong>’s compliance efforts have been applauded<br />
by major customers.<br />
We are confident that the settlement discussions with<br />
the U.S. Department of Justice in connection with alleged<br />
violations of the FCPA will be finalized in the first half of<br />
2010.<br />
Monika Ribar: In October <strong>2009</strong>, there was a new development<br />
in connection with the alleged anticompetitive behavior:<br />
the Canadian and the Australian Competition Bureaus<br />
closed their investigations into alleged anticompetitive<br />
activity in the international freight forwarding industry, citing<br />
a lack of evidence for any undue lessening of competition.<br />
In February 2010, <strong>Panalpina</strong> was served with a Statement<br />
of Objections by the European Commission. This<br />
document contains the European Commission’s preliminary<br />
view with respect to alleged anticompetitive behavior<br />
in the freight forwarding industry. It is not possible to predict<br />
the outcome of the antitrust proceedings at this stage.<br />
They may, however, result in material penalties being<br />
imposed on <strong>Panalpina</strong> entities.
What is your assessment of <strong>Panalpina</strong>’s share price<br />
performance during the year under review?<br />
Rudolf W. Hug: The share price rallied during the course<br />
of the 52-week period but reflects the problems previously<br />
described. In the coming months our task is to convince<br />
the market of our potential and earnings power. We believe<br />
there is a good chance that the market will value the Company<br />
realistically once the legal cases previously mentioned<br />
have been resolved.<br />
What challenges do you see facing the Company over<br />
the medium to long term?<br />
Rudolf W. Hug: The trend towards globalization has led to<br />
multinational companies either outsourcing their production<br />
to low-wage countries or relocating their factories<br />
nearer to the distribution markets again for quality reasons.<br />
<strong>Panalpina</strong> can and must keep pace with the current trend.<br />
In addition, huge new consumer markets are appearing,<br />
with new centers that will eventually challenge the traditional<br />
dominance of the purely Western-oriented economy. The<br />
economic crisis has struck a blow against free trade, with<br />
a number of governments moving further in the direction<br />
of protectionism. As a forwarding and logistics company,<br />
<strong>Panalpina</strong> has to face up to this reality. We are very well<br />
positioned, thanks to our global presence and industry<br />
knowledge. Sustainability will certainly be taken more<br />
seriously in future – <strong>Panalpina</strong> sets a good example and<br />
was awarded global ISO 14001 certification in January<br />
2010. The next step is to help partners and suppliers make<br />
similar progress.<br />
Monika Ribar: We have noticed that in some cases it is<br />
now easier to implement cost-cutting measures on behalf<br />
of our customers to make their supply chains greener<br />
and more efficient. “Green logistics” will increasingly feature<br />
on the agenda as dwindling fossil fuel reserves and<br />
emission restrictions push up the oil price when the economy<br />
recovers. Cost competitiveness remains a constant<br />
challenge, but as one of the key competencies in our fragmented<br />
market it is also crucial to future growth.<br />
<strong>Panalpina</strong>’s compliance efforts<br />
have been applauded by major<br />
customers.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
11
12<br />
Introduction<br />
Group Management Structure<br />
As at 31 December <strong>2009</strong><br />
Chief M and S and<br />
SCM Officer<br />
Sandro Knecht<br />
Global Accounts<br />
Industry Verticals*<br />
Supply Chain<br />
Management<br />
Marketing and CRM<br />
Tender Management<br />
* Automotive, Healthcare and Chemicals, Hi-tech, Oil and Gas, Retail and Fashion, Telecom<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
Corporate Audit Board of Directors<br />
Compensation and<br />
Chairman<br />
Günther Casjens<br />
Nomination Committee<br />
Rudolf W. Hug<br />
Yuichi Ishimaru<br />
Vice Chairman<br />
Wilfried Rutz<br />
Glen R. Pringle<br />
Guenter Rohrmann<br />
Roger Schmid<br />
Audit Committee<br />
Legal and Compliance Committee<br />
Chief Product and<br />
Procurement Officer<br />
Dominik Tichelkamp<br />
Air Freight<br />
∙ Own Controlled<br />
Network<br />
∙ Commercial<br />
Ocean Freight<br />
∙ FCL Product<br />
∙ LCL Product<br />
Overland<br />
Chief Operating<br />
Officer<br />
Karl Weyeneth<br />
Asia Pacific<br />
Europe /Africa /<br />
Middle East /CIS<br />
Central and South<br />
America<br />
North America<br />
Panprojects<br />
Operations<br />
BPQ<br />
Chief Executive Officer<br />
Monika Ribar<br />
Corporate Communications Corporate Development<br />
Corporate Compliance Corporate Information Technology<br />
Chief Financial<br />
Officer<br />
Marco Gadola<br />
Corporate Accounting<br />
Corporate Taxes<br />
Corporate Controlling<br />
Investor Relations<br />
Indirect Purchasing<br />
Strategic Finance and<br />
Projects<br />
Group Treasury<br />
Chief Human<br />
Resources Officer<br />
Alastair Robertson<br />
HR Processes and<br />
Projects<br />
International<br />
Compensation and<br />
Benefits<br />
HR Operations<br />
Capability<br />
Development and<br />
<strong>Panalpina</strong> Academy<br />
www.panalpina.com / organization<br />
Corporate Secretary /<br />
General Counsel<br />
Christoph Hess<br />
Corporate Legal<br />
Services<br />
Government Affairs<br />
Corporate Insurance<br />
Management
Executive Board<br />
From the left:<br />
Christoph Hess (Corporate Secretary and General Counsel)<br />
Sandro Knecht (Chief Marketing and Sales and Supply Chain Management Officer)<br />
Monika Ribar (President and CEO)<br />
Karl Weyeneth (Chief Operating Officer)<br />
Marco Gadola (Chief Financial Officer)<br />
Alastair Robertson (Chief Human Resources Officer)<br />
Dominik Tichelkamp (Chief Product and Procurement Officer)<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
13
14<br />
<strong>Report</strong>s of the Board of Directors and the Executive Board<br />
<strong>Report</strong> of the Board of Directors<br />
Focus on compliance<br />
<strong>2009</strong> has been a very challenging year with various of <strong>Panalpina</strong>’s industry verticals hit<br />
hard by the decline in volumes as well as volatile freight rates. <strong>Panalpina</strong> continued to<br />
invest into building up a rigorous and industry-leading compliance structure, providing<br />
the Group with an additional competitive edge in the medium term. Compliance will<br />
be one of the key drivers to gain back lost business and to generate new business in<br />
the future.<br />
Results and business performance<br />
In the year under review, the <strong>Panalpina</strong> Group posted<br />
gross profit of CHF 1,377 million (– 20.9%), EBITDA of<br />
CHF 80 million (– 66.9%) and consolidated net earnings of<br />
CHF 10 million (– 90.8%). At Air Freight, forwarding volumes<br />
decreased by 19% to 731,000 tonnes. At Ocean Freight,<br />
forwarding volumes decreased by 14% to 1,103 million TEUs.<br />
The Group maintained its position among the world’s top<br />
five in air freight and ocean freight. Supply Chain Management<br />
saw net revenues decline by 29% to 884 million. Of<br />
the strategic customer segments, Automotive and Hi-tech<br />
were particularly hard hit by the global decline in freight<br />
volumes, which also affected all the other industries. On<br />
the other hand, numerous sizeable new and additional<br />
contracts were acquired in the other customer segments,<br />
both from major customers and in the SME segment,<br />
although these were not sufficient to offset the overall drop<br />
in volumes.<br />
<strong>Panalpina</strong>’s asset-light business model once again proved<br />
its worth in the extremely difficult market conditions<br />
experienced during the reporting year: as far as possible,<br />
the Group provides services by managing the resources<br />
of top-class subcontractors rather than by tying up capital<br />
in infrastructure of its own.<br />
Shareholder structure<br />
Ernst Göhner Stiftung remains <strong>Panalpina</strong>’s main shareholder,<br />
having increased its stake by about one percentage<br />
point to approximately 45%. On the cutoff date, one institutional<br />
investor held over 5% of the share capital (for details,<br />
see page 66). At this point in time, the company itself held<br />
5.33% of all shares.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
Board of Directors and Executive Board<br />
During the period under review there were no changes to<br />
the composition of the Board of Directors or the Executive<br />
Board. <strong>Panalpina</strong> was thus able to send a clear signal of<br />
stability and continuity, both internally and externally, even<br />
in a particularly challenging market environment. The<br />
amendments to the Articles of Association approved at the<br />
last <strong>Annual</strong> General Meeting, at which the mandate of<br />
each member of the Board of Directors was limited to one<br />
year, require elections to be held for all members of the<br />
Board of Directors at the 2010 <strong>Annual</strong> General Meeting.<br />
Compliance<br />
The Compliance Program underwent a major expansion<br />
during the year under review. This involved doubling the<br />
size of the Compliance team to eight full-time posts,<br />
including the Corporate Compliance Officer, who reports<br />
directly to the CEO and the Legal and Compliance Committee<br />
of the Board of Directors.<br />
By the end of <strong>2009</strong>, 40 training modules for managers<br />
had been completed at various sites throughout the world.<br />
These modules were mainly on the topic of preventing<br />
violations of antitrust laws. During the reporting year, two<br />
modules were added to the e-learning platform that had<br />
been successfully launched in 2008 in order to provide<br />
training and development on the theme of compliance. Its<br />
initial focus was on the Code of Conduct and the topic<br />
of anticorruption. The antitrust submodule was completed<br />
by 11,500 employees in <strong>2009</strong>. A second new e-learning<br />
module, focusing on topics connected with commercial<br />
law, was launched in November of the year under review.<br />
Detailed information about the entire Compliance Program,<br />
including the Group’s regular compliance audits and joint
compliance activities with customers, partners, suppliers<br />
and subcontractors, can be found in the Corporate Culture<br />
section starting on page 62.<br />
Investigations by the U.S. Department of Justice (DOJ)<br />
into alleged violations of the U.S. Foreign Corrupt Practices<br />
Act (FCPA) were largely completed during the year under<br />
review. <strong>Panalpina</strong> is now taking part in settlement negotiations<br />
with the DOJ.<br />
As reported earlier, <strong>Panalpina</strong> is a party to a multinational<br />
probe into alleged anticompetitive behavior conducted<br />
by several competition authorities, including the European<br />
Commission, the U.S. Department of Justice and the<br />
Swiss Competition Commission, against a number of major<br />
freight forwarding companies. The investigations commenced<br />
in October 2007. In Canada and Australia respective<br />
investigations have been closed in the meantime due<br />
to a lack of evidence. In February 2010, <strong>Panalpina</strong> was<br />
served with a Statement of Objections by the European<br />
Commission. This document contains the European Commission’s<br />
preliminary view with respect to alleged anticompetitive<br />
behaviour in the freight forwarding industry.<br />
<strong>Panalpina</strong> will closely examine the Commission’s preliminary<br />
findings and will respond in due time. The Statement<br />
of Objections enables the addressees to respond to the<br />
Commission’s preliminary findings and does not prejudge<br />
the final decision of the European Commission which is<br />
subject to appeal to the European courts.<br />
It is not possible to predict the outcome of these proceedings<br />
at this stage. They may, however, result in<br />
material penalties being imposed on <strong>Panalpina</strong> entities.<br />
<strong>Panalpina</strong> has also intensified its cooperation with the<br />
U.S. DOJ (Antitrust Division), with the aim of reaching<br />
a settlement in the first half of 2010. It is not yet possible<br />
to predict how long proceedings of other compliance<br />
authorities will take.<br />
Legal and consultancy costs, incurred mainly in connection<br />
with the DOJ investigations into alleged violations of the<br />
FCPA, came to CHF 55 million in total during the year under<br />
review, which is higher than originally expected.<br />
Dividend distribution<br />
<strong>Report</strong>s of the Board of Directors and the Executive Board<br />
Based on the results for fiscal <strong>2009</strong>, the Board of Directors<br />
of <strong>Panalpina</strong> World Transport (Holding) Ltd. proposes to<br />
the <strong>Annual</strong> General Meeting that no dividend shall be paid.<br />
Rudolf W. Hug<br />
Chairman of the Board of Directors<br />
www.panalpina.com/bod<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
15
16<br />
<strong>Report</strong>s of the Board of Directors and the Executive Board<br />
<strong>Report</strong> of the Executive Board<br />
Strong free cash flow generation despite lower volumes<br />
and gross profits<br />
<strong>2009</strong> was a difficult year for <strong>Panalpina</strong> and the forwarding and logistics industry.<br />
World trade was hit hard by an exceptionally weak demand for investment and consumer<br />
goods as well as significant inventory destocking around the globe, leading to trade<br />
volumes plummeting at an unprecedented rate and therefore affecting <strong>Panalpina</strong>’s core<br />
markets. The Company reacted early by downsizing its cost base and by stringently<br />
focusing on cash generation.<br />
Market conditions and outlook<br />
<strong>2009</strong> could hardly have been a more turbulent or challeng-<br />
ing year. The international forwarding and logistics industry<br />
has been confronted with an extremely difficult economic<br />
environment. The World Bank estimates that global trade<br />
volumes fell by 14%. China overtook Germany in <strong>2009</strong> to<br />
become the world’s top exporting nation, another milestone<br />
in China’s rapid rise and growing economic influence. But<br />
in a year of global economic turmoil and weakness, China<br />
achieved the top ranking because its exports fell only 16%,<br />
while Germany’s exports fell more steeply.<br />
In this harsh environment, while <strong>Panalpina</strong> reacted quickly<br />
and stringently on the cost side and increased productivity,<br />
the measures taken could not compensate for the sharp<br />
fall in volumes, and, during the latter part of the year, the<br />
unprecedented pressure on the Company’s unit revenues<br />
following the rapid increase in buying rates which are<br />
passed on to customers with a time lag. In addition, while<br />
<strong>Panalpina</strong> has consistently been gaining market share<br />
across most trade lanes and products over the last few<br />
years, this trend was interrupted in <strong>2009</strong> on a number of<br />
trade lanes and products for a variety of reasons. While<br />
management believes the Company is generally well diversified<br />
geographically as well as by focusing on a variety<br />
of customer segments and industries, it is within the cyclical<br />
industries (in particular Automotive, Hi-tech and Telecom,<br />
which jointly accounted for approx. 39% of Group turnover<br />
in 2008 and approx. 36% in <strong>2009</strong>) where the Company’s<br />
turnover suffered over proportionately. Compared to some<br />
of its peers in the industry, management also believes<br />
<strong>Panalpina</strong> has a relatively high proportion of large customers<br />
(so-called “Global Accounts,” which jointly accounted<br />
for approx. 32% of Group turnover in 2008 and approx.<br />
29% in <strong>2009</strong>), with which the Company generated overproportionately<br />
lower turnover in the year under review.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
Moreover, <strong>Panalpina</strong> has also been impacted in generating<br />
new business by the ongoing investigation of the U.S.<br />
Department of Justice regarding potential violations of the<br />
Foreign Corrupt Practices Act, which made it difficult to<br />
obtain business from certain customers.<br />
However, the Company has considerably invested into<br />
building up a rigorous and industry-leading compliance<br />
structure over the last two years, and management believes<br />
that this will give the Group an additional competitive edge<br />
in the medium term. Furthermore, the Company has<br />
achieved various milestones in further strengthening its<br />
sales and product structure. During the course of the year,<br />
<strong>Panalpina</strong> has not only extended the service offering by<br />
defining and launching a range of new, Group-wide Supply<br />
Chain Management products, but the Company has also<br />
worked out a Trade Lane Concept with the goal to propel<br />
sales and improve unit profitability by more closely aligning<br />
procurement and sales activities. Another important<br />
achievement in <strong>2009</strong> includes the roll-out of a new management<br />
information system (MIS) which greatly improves the<br />
level of visibility and transparency on individual customer<br />
and core product level and will thus support the business<br />
decision-making process. Moreover, the Group has started<br />
to roll out a generic process framework which is geared<br />
at growing particularly the Company’s client base in the<br />
medium-sized enterprise segment. Another priority is to<br />
actively manage sales by leveraging the increased visibility<br />
and transparency on individual customer and core product<br />
level, and also includes the redefinition and global alignment<br />
of sales incentives which historically have largely been<br />
handled locally.
The world economy has been stabilized through interest<br />
rate cuts and various government stimulus programs. As<br />
a result, a rebound in global trade took place during the<br />
last few months of <strong>2009</strong>. Many countries technically overcame<br />
the recession in the third quarter, with trade volumes<br />
starting to accelerate and freight rates (i.e. forwarders’ buying<br />
rates) rising again. The sustainability of this rebound<br />
is highly controversial amongst economists, given that the<br />
government stimulus programs are soon to run out. While<br />
management believes that any economic recovery in 2010<br />
will be moderate, the market fundamentals in the industry<br />
remain intact and the global outsourcing trend and with it<br />
the demand for increasingly complex supply chain management<br />
solutions is likely to continue and should offer ample<br />
new business opportunities for <strong>Panalpina</strong>.<br />
For the coming year, the Group will have to demonstrate<br />
its capability of building on the range of measures taken<br />
and milestones achieved during <strong>2009</strong> by accelerating and<br />
effectively executing on the sales process. <strong>Panalpina</strong>’s<br />
financial strength, as well as its high degree of customer<br />
orientation and business model of integrated asset-light<br />
supply chain management solutions form a solid basis to<br />
achieve this. While focusing on profitable growth opportunities<br />
on one side and stringent cost management as well<br />
as increasing productivity on the other side, the Group<br />
is at the same time committed to continuing to invest in its<br />
people and IT systems.<br />
Net forwarding revenue (NFR)<br />
In <strong>2009</strong>, <strong>Panalpina</strong>’s net forwarding revenue (NFR)<br />
amounted to CHF 5,958 million (CHF 6,292 million in local<br />
currencies), down from CHF 8,878 million a year earlier.<br />
The reduction can be attributed to a variety of factors,<br />
including distinctly lower freight volumes as a result of the<br />
significant decline in world trade, as well as the discontinuation<br />
of business following the divestment of the Group’s<br />
Nigerian assets (effective as of 1 October 2008). Other<br />
important factors leading to the reduction in turnover but on<br />
which the company has limited influence include the<br />
sharply lower freight rates prevailing in the market throughout<br />
a large part of the year, lower average fuel surcharges<br />
as well as exchange rate fluctuations.<br />
At regional level, net forwarding revenue fell significantly in<br />
all four reporting regions but was overproportionately hit in<br />
Europe /Africa / Middle East / CIS (EMEA) where NFR in<br />
<strong>2009</strong> declined by 35.9% to CHF 3,189 million. Apart from<br />
weak consumer demand and severely depressed freight<br />
<strong>Report</strong>s of the Board of Directors and the Executive Board<br />
rates, this region was impacted the most from the withdrawal<br />
from Nigeria and from the depreciation of the euro (– 4.9%)<br />
and the British pound (–15.2%) vs. the Swiss franc.<br />
In North America, NFR declined by 32.8% to CHF 1,176 million.<br />
This can be attributed to the difficult economic situation<br />
which particularly affected transatlantic trade flows.<br />
The U.S. dollar (+0.1%) on average was almost unchanged<br />
vs. the Swiss franc during <strong>2009</strong>.<br />
Compared to 2008, the Group’s NFR in <strong>2009</strong> in Asia<br />
Pacific fell 25.9% to CHF 891 million, and in Central and<br />
South America it fell 25.9% to CHF 702 million. In these<br />
two regions, the decline in turnover was underproportionate,<br />
which management believes is related to relatively<br />
strong intraregional traffic and the first signs of an economic<br />
recovery which became apparent in these markets<br />
in the latter half of the year.<br />
In <strong>2009</strong>, the <strong>Panalpina</strong> Group generated 53% of its net<br />
forwarding revenue in Europe /Africa/Middle East / CIS,<br />
20% in North America, 15% in Asia Pacific and 12% in<br />
Central and South America.<br />
Net forwarding revenue per region<br />
<strong>2009</strong> 2008<br />
in million CHF<br />
5,000<br />
4,000<br />
3,000<br />
2,000<br />
1,000<br />
0<br />
3,189<br />
4,976<br />
Europe/Africa/<br />
Middle East/CIS<br />
1,176<br />
1,751<br />
North<br />
America<br />
702<br />
Central and<br />
South America<br />
Net forwarding revenue per region (<strong>2009</strong>)<br />
Europe/Africa/Middle East/CIS<br />
North America<br />
Central and South America<br />
20%<br />
948<br />
12%<br />
53%<br />
Asia Pacific 15%<br />
891<br />
1,203<br />
Asia Pacific<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
17
18<br />
<strong>Report</strong>s of the Board of Directors and the Executive Board<br />
All of the Group’s core business segments recorded a<br />
decline in net forwarding revenue in <strong>2009</strong>. According to the<br />
International Air Transport Association (IATA), international<br />
air freight volumes (measured in freight ton kilometers) contracted<br />
by 14% during <strong>2009</strong>. Drewry Shipping Consultants<br />
estimate that at the same time, global volumes handled in<br />
the ocean container market shrunk by 12%, the first year<br />
ever in history that the ocean container market faced negative<br />
growth. Notwithstanding these market developments,<br />
the Group’s transported volumes and turnover were substantially<br />
impacted. Following the resulting supply overhang<br />
in the carrier market, air and ocean freight rates collapsed<br />
to historically unprecedented levels, leading to a significant<br />
reduction of the Group’s NFR due to the pass-through<br />
nature of freight rates to customers for an asset-light forwarder<br />
such as <strong>Panalpina</strong>. In addition, average jet fuel and<br />
bunker prices in <strong>2009</strong> were 44% and 30%, respectively,<br />
below 2008 levels, resulting in much lower fuel and bunker<br />
surcharges (essentially a pass-through item for a forwarder)<br />
which the Group invoiced to its customers.<br />
As a result of these developments, the Group’s air freight<br />
NFR decreased by 37.4% to CHF 2,714 million and was<br />
the segment which suffered the most. In the ocean freight<br />
segment, NFR declined by 28.5% to CHF 2,360 million.<br />
In the third segment, Supply Chain Management (SCM),<br />
NFR declined by 29.0% to CHF 884 million. This segment<br />
was most affected by the Group’s withdrawal from Nigeria<br />
and the ongoing investigation by the U.S. Department<br />
of Justice.<br />
In <strong>2009</strong>, the <strong>Panalpina</strong> Group generated 45% of its net<br />
forwarding revenue with air freight, 40% with ocean freight<br />
and 15% with SCM.<br />
Net forwarding revenue per segment<br />
<strong>2009</strong> 2008<br />
in million CHF<br />
4,500<br />
4,000<br />
3,500<br />
3,000<br />
2,500<br />
2,000<br />
1,500<br />
1,000<br />
500<br />
0<br />
2,714<br />
4,334<br />
Air Freight Ocean Freight Supply Chain<br />
Management<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
2,360<br />
3,299<br />
884<br />
1,245<br />
Net forwarding revenue per segment (<strong>2009</strong>)<br />
Air Freight<br />
Ocean Freight<br />
Supply Chain Management<br />
Gross profit (GP)<br />
40%<br />
15%<br />
45%<br />
Gross profit, a better measure for actual sales perfor-<br />
mance than net forwarding revenue in the forwarding<br />
industry, decreased by 20.9% from CHF 1,742 million in<br />
2008 to CHF 1,377 million in <strong>2009</strong>. In local currencies,<br />
the decrease was 16.9%. This 4% difference, which had a<br />
negative impact on GP of CHF 70 million, is mainly due to<br />
the adverse movement of the euro against the Swiss franc.<br />
Apart from markedly lower freight volumes, gross profit<br />
was also negatively affected in EMEA and North America<br />
by the full-year impact of the Group’s withdrawal from<br />
Nigeria, which management estimates had a CHF 42 million<br />
negative impact on GP in <strong>2009</strong>.<br />
The gross profit margin (gross profit as a percentage of<br />
net forwarding revenue) increased from 19.6% to 23.1%,<br />
mostly due to the markedly lower average fuel surcharges<br />
and freight rates, which depressed net forwarding revenue<br />
while having a relatively neutral effect on gross profit as<br />
these are normally pass-through items (subject to a time<br />
lag) for a freight forwarder.<br />
Europe /Africa / Middle East / CIS (EMEA) is the most important<br />
region within <strong>Panalpina</strong>, representing more than half<br />
of the Group’s gross profit. In <strong>2009</strong>, gross profit generated<br />
in EMEA decreased by 24.9% to CHF 731 million. Apart<br />
from sharply lower business volumes related to the significant<br />
contraction in world trade, it was the Group’s withdrawal<br />
from Nigeria which impacted this region the most.<br />
For this region, the negative incremental impact on gross<br />
profit from this effect in <strong>2009</strong> compared to 2008 is estimated<br />
at approximately CHF 35 million. In addition, the currency<br />
development was not favorable within the region, mainly<br />
due to the euro but also the British pound, with both significantly<br />
depreciating against the Swiss franc.<br />
In North America, gross profit declined by 19.2% to<br />
CHF 256 million, which is a reflection of the lower volumes
handled in this region as a consequence of the global<br />
recession and destocking which led to a substantial<br />
reduction of global trade flows. Included in the decline of<br />
GP in this region is also the incremental effect from the<br />
withdrawal from Nigeria which was equivalent to approximately<br />
CHF 7 million in <strong>2009</strong> compared to 2008.<br />
The Asia Pacific region recorded a fall in GP of 14.0% to<br />
CHF 245 million, and GP in Central and South America<br />
fell 13.2% to CHF 145 million. The contraction of business<br />
in both regions was less than in EMEA and North America<br />
and is in large parts related to the relatively better economic<br />
development of these regions in <strong>2009</strong>, which manifested<br />
itself in relatively strong intraregional and interregional trade<br />
flows in and between these parts of the world.<br />
In <strong>2009</strong>, the <strong>Panalpina</strong> Group generated 53% of its gross<br />
profit in Europe /Africa / Middle East / CIS (EMEA), 19% in<br />
North America, 18% in Asia Pacific and 10% in Central and<br />
South America.<br />
Gross profit per region<br />
<strong>2009</strong> 2008<br />
in million CHF<br />
1,000<br />
800<br />
600<br />
400<br />
200<br />
0<br />
731<br />
973<br />
Europe/Africa/<br />
Middle East/CIS<br />
Gross profit per region<br />
Europe/Africa/Middle East/CIS<br />
North America<br />
Central and South America<br />
Asia Pacific<br />
256<br />
317<br />
North<br />
America<br />
145<br />
167<br />
Central and<br />
South America<br />
19%<br />
10%<br />
53%<br />
245<br />
285<br />
Asia Pacific<br />
18%<br />
<strong>Report</strong>s of the Board of Directors and the Executive Board<br />
As with turnover, all of the Group’s core business segments<br />
also recorded a decline in gross profit in <strong>2009</strong>, albeit to a<br />
lesser extent. The Group’s gross profit realized through air<br />
freight forwarding services decreased by 24.5% in <strong>2009</strong>,<br />
reaching CHF 562 million versus CHF 744 million the year<br />
before. Most of the reduction was related to the sharp fall<br />
in volumes in the global air freight market which affected<br />
the Group. Negative exchange rate developments have negatively<br />
impacted the air freight gross profit by CHF 31 million.<br />
In addition, this segment also suffered from the withdrawal<br />
from Nigeria (estimated CHF 13 million less GP in <strong>2009</strong><br />
compared to 2008).<br />
In the ocean freight segment, GP declined by 17.8% to<br />
CHF 458 million. The ocean freight market faced factors<br />
similar to the air freight market – specifically, a significant<br />
decrease in demand for freight forwarding services leading<br />
to a double-digit fall in freight volumes and an unprecedented<br />
volatility in buying rates. During the first half of the<br />
year, the Group was able to compensate a part of the significant<br />
volume drop by taking advantage of the rapid fall<br />
of buying rates, driven by the overcapacities in the market,<br />
and hence experienced an improvement in its gross profit<br />
per transported cargo unit. On the other hand, during the<br />
second half of the year, this situation reversed: while volumes<br />
slowly improved sequentially, carriers implemented<br />
substantial rate increases at various points in time, leading<br />
to a severe erosion of the Group’s gross profit per unit of<br />
cargo, as rate changes can only be passed on to customers<br />
with a certain time lag.<br />
Exchange rate fluctuations had a negative impact on<br />
the gross profit generated from ocean freight activities<br />
amounting to CHF 12 million in <strong>2009</strong>. The impact from<br />
the Group’s withdrawal from Nigeria on its ocean freight<br />
business was only marginal.<br />
Gross profit generated through the Group’s Supply Chain<br />
Management (SCM) activities declined by 19.0% to<br />
CHF 357 million. This segment was most affected by the<br />
Group’s withdrawal from Nigeria and the ongoing investigation<br />
by the U.S. Department of Justice. The related incremental<br />
shortfall in GP in <strong>2009</strong> is estimated at CHF 27 million<br />
compared to 2008. Organically, this segment was<br />
less affected by the global economic downturn than the<br />
Group’s freight forwarding activities, which management<br />
attributes to the first visible successes from the various SCM<br />
initiatives launched and implemented during the course<br />
of last year. Exchange rate fluctuations in <strong>2009</strong> had a negative<br />
impact of CHF 27 million on gross profit derived from<br />
SCM activities.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
19
20<br />
<strong>Report</strong>s of the Board of Directors and the Executive Board<br />
In <strong>2009</strong>, the <strong>Panalpina</strong> Group generated 41% of its<br />
gross profit with air freight, 33% with ocean freight and<br />
26% with SCM.<br />
Gross prot per segment<br />
<strong>2009</strong> 2008<br />
in million CHF<br />
800<br />
700<br />
600<br />
500<br />
400<br />
300<br />
200<br />
100<br />
0<br />
Air Freight<br />
Ocean Freight<br />
562<br />
744<br />
Air Freight Ocean Freight Supply Chain<br />
Management<br />
Gross prot per segment (<strong>2009</strong>)<br />
Supply Chain Management<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
458<br />
557<br />
33%<br />
26%<br />
357<br />
441<br />
41%<br />
Earnings before interest, taxes,<br />
depreciation and amortization<br />
(EBITDA)<br />
The Group’s EBITDA decreased by 66.9% at actual<br />
exchange rates (– 61.3% in local currencies) from<br />
CHF 241 million in 2008 to CHF 80 million in <strong>2009</strong>. The<br />
development of EBITDA was impacted by the following<br />
two factors:<br />
• Personnel expenses decreased by 11.4% (– 7.5% currency<br />
adjusted) from CHF 992 million in 2008 to<br />
CHF 879 million in <strong>2009</strong>. The substantial reduction in<br />
personnel expenses mainly came from the strict costsavings<br />
program which the Group implemented at the<br />
end of the first quarter in reaction to the sharp volume<br />
declines and which resulted in the Company reducing<br />
its workforce by some 12% during <strong>2009</strong>. Through this<br />
reduction in personnel, the Group also incurred non-recurrent<br />
severance charges in the amount of CHF 10 million,<br />
the full amount of which was booked to personnel<br />
expenses.<br />
• Other operating expenses dropped by 17.8% (–14.2%<br />
currency adjusted), from CHF 509 million in 2008 to<br />
CHF 419 million in <strong>2009</strong>. This category of expenses<br />
includes certain costs that need to be stripped out to<br />
assess the underlying development during the reporting<br />
period. Figures for the fiscal years <strong>2009</strong> and 2008 comprise<br />
additional expenses mainly related to the FCPA<br />
investigation by the U.S. Department of Justice. These<br />
legal and consulting fees amounted to CHF 45 million in<br />
2008 and CHF 55 million in <strong>2009</strong>. In 2008, the Company<br />
had also incurred CHF 10 million for the liquidation of its<br />
Nigerian subsidiary.<br />
Overall development<br />
EBITDA Operating expenses<br />
in million CHF<br />
<strong>2009</strong><br />
2008<br />
80<br />
241<br />
1,297<br />
1,501
Regional development<br />
In addition to the factors that have impacted the gross<br />
profit, the following operating cost items had a significant<br />
influence on the EBITDA per region during the reporting<br />
period:<br />
• The region Europe /Africa / Middle East / CIS (EMEA)<br />
incurred severance charges in the amount of<br />
CHF 7 million during <strong>2009</strong>. In the previous year, this<br />
region had absorbed the CHF 10 million of liquidation<br />
costs mentioned above.<br />
• North America incurred CHF 22 million in legal and<br />
consulting fees in <strong>2009</strong> and CHF 18 million in 2008.<br />
• The region labeled “Corporate” incurred CHF 33 million<br />
in legal and consulting fees in <strong>2009</strong> and CHF 27 million<br />
in 2008.<br />
• There were no material non-recurring charges incurred<br />
in any of the other two reporting regions, neither in <strong>2009</strong><br />
nor in 2008.<br />
EBITDA per region<br />
<strong>2009</strong> 2008<br />
in million CHF<br />
150<br />
125<br />
100<br />
75<br />
50<br />
25<br />
0<br />
–25<br />
–50<br />
43<br />
139<br />
Europe/<br />
Africa/Middle<br />
East/CIS<br />
–27<br />
14<br />
North<br />
America<br />
15<br />
24<br />
Central<br />
and South<br />
America<br />
64<br />
108<br />
–15<br />
–44<br />
Asia Pacific Corporate<br />
Balance sheet<br />
Current assets<br />
<strong>Report</strong>s of the Board of Directors and the Executive Board<br />
The Group’s cash and cash equivalents increased by<br />
CHF 170 million during the reporting period – from<br />
CHF 362 million on 31 December 2008 to CHF 532 million<br />
on 31 December <strong>2009</strong>. Despite the lower profitability,<br />
the Group was able to increase its cash balance significantly<br />
which can be attributed mainly to a very favorable<br />
development of net working capital.<br />
Trade receivables and unbilled forwarding services<br />
decreased by CHF 254 million, from CHF 1,194 million at<br />
the end of 2008 (equivalent to 61% of total assets) to<br />
CHF 940 million at the end of <strong>2009</strong> (equivalent to 49% of<br />
total assets). The strong decrease in trade receivables was<br />
the result of a combination of a strong focus on collection,<br />
the depreciation of the euro versus the Swiss franc during<br />
the reporting year, and the significant drop in turnover.<br />
Other current assets remained relatively stable and<br />
amounted to CHF 127 million at the end of the reporting<br />
period <strong>2009</strong> compared to CHF 123 million at the end of<br />
the reporting period 2008.<br />
Non-current assets<br />
The Group’s non-current assets increased from CHF<br />
292 million on 31 December 2008 to CHF 326 million on<br />
31 December <strong>2009</strong>, primarily as a result of an increase<br />
in both post-employment benefit assets and deferred<br />
income tax assets. Property, plant and equipment were<br />
held at the same level. The decrease of CHF 6 million is<br />
almost fully attributable to currency effects.<br />
Total assets<br />
Cash and cash equivalents<br />
Trade receivables and unbilled forwarding services<br />
in million CHF<br />
<strong>2009</strong><br />
2008<br />
Other current assets<br />
Non-current assets<br />
532 940 127 326<br />
362 1,194 123 292<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
21
22<br />
<strong>Report</strong>s of the Board of Directors and the Executive Board<br />
Trade payables and accrued cost of services<br />
The Group’s trade payables and accrued cost of services,<br />
which jointly comprised 64% of total liabilities on<br />
31 December <strong>2009</strong>, slightly increased to CHF 679 million,<br />
compared to CHF 670 million on 31 December 2008. This<br />
favorable development – in light of the significant decrease<br />
of cost of goods sold during the reporting period – is primarily<br />
a result of a significantly improved payment discipline<br />
and renegotiation of payment terms with various<br />
vendors.<br />
Borrowings (short-/long-term)<br />
Total borrowings were reduced from CHF 20 million at<br />
year-end 2008 to CHF 13 million at year-end <strong>2009</strong>.<br />
Other liabilities<br />
The Group’s other liabilities only showed minor fluctuations<br />
during the reporting period and decreased from<br />
CHF 410 million at year-end 2008 to CHF 369 million at<br />
year-end <strong>2009</strong>, helped by currency effects and a reduction<br />
in provisions.<br />
Total equity<br />
The most significant factors influencing the development<br />
of shareholders’ equity were the income of CHF 10 million<br />
and dividend payments of CHF 45 million (2008: CHF<br />
77 million). Total equity decreased by CHF 7 million during<br />
the reporting period, from CHF 871 million on 31 December<br />
2008 to 864 million on 31 December <strong>2009</strong>.<br />
Total liabilities and equity<br />
Trade payables and accrued cost of services<br />
Short- and long-term borrowings<br />
in million CHF<br />
<strong>2009</strong><br />
2008<br />
13<br />
679<br />
670<br />
20<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
369<br />
410<br />
Other liabilities<br />
Equity<br />
864<br />
871<br />
Cash flow<br />
Net cash from operating activities<br />
The Group’s business operations showed cash generation<br />
of CHF 260 million, CHF 67 million above last year (2008:<br />
CHF 193 million). The drop in EBITDA was compensated<br />
by a stringent working capital management, especially by<br />
reducing trade receivables and increasing days payable<br />
outstanding, which resulted in additional cash generation<br />
of CHF 175 million.<br />
Working capital management<br />
The net working capital decreased from CHF 352 million on<br />
31 December 2008 to CHF 132 million on 31 December<br />
<strong>2009</strong>. The decrease is mainly driven by a substantially lower<br />
balance of trade receivables and a reduction in unbilled<br />
forwarding services. At the same time, the Company managed<br />
to keep its trade payables and accrued cost of services<br />
on a consistently high level, which is primarily a result<br />
of a significantly improved payment discipline across<br />
the Group. A comparison of net working capital to gross<br />
forwarding revenue reveals a significant reduction of net<br />
working capital intensity, which decreased from 3.3% on<br />
31 December 2008 to 1.8% on 31 December <strong>2009</strong>.<br />
Cash flow from investing activities<br />
The largest part of investing cash outflows in <strong>2009</strong> was<br />
for expenditures on property, plant and equipment in<br />
the amount of CHF 33 million (mainly IT equipment). The<br />
net cash outflow from investing activities increased to<br />
CHF 34 million and represents an increase of CHF 11 million<br />
over the prior year. The difference to the prior year stems<br />
mainly from a purchase of investments held for trading in<br />
the amount of CHF 11 million and lower proceeds from<br />
selling property, plant and equipment. All capital expenditures<br />
were financed by the cash from operations generated<br />
during the year under review.
Free cash flow<br />
The free cash flow, calculated as net cash from operating<br />
activities and subtracting the cash outflow from investing<br />
activities, accordingly increased from CHF 170 million in<br />
2008 to CHF 226 million in <strong>2009</strong>.<br />
Cash flow development<br />
Free cash flow Net cash from<br />
operating activities<br />
in million CHF<br />
<strong>2009</strong><br />
2008<br />
Cash flow from financing activities<br />
The net cash used in financing activities decreased significantly<br />
from CHF 182 million in 2008 to CHF 57 million in<br />
<strong>2009</strong>. The largest part of this improvement relates to the<br />
share buyback program, which the Group completed in<br />
2008 and for which CHF 100 million of cash was used during<br />
that year. Dividends paid in <strong>2009</strong> were CHF 45 million<br />
compared to CHF 77 million in 2008.<br />
Net cash<br />
in million CHF 31 Dec<br />
<strong>2009</strong><br />
170<br />
193<br />
226<br />
31 Dec<br />
2008<br />
260<br />
%<br />
change<br />
Cash and cash equivalents 532 362 47%<br />
Other current financial assets 11 0 –<br />
Short-term debt –12 –18 – 33%<br />
Long-term debt –1 – 3 – 67%<br />
Net cash 530 341 55%<br />
Net cash increased by CHF 189 million during <strong>2009</strong>.<br />
Part of the cash generated from operations was used for<br />
capital expenditures of CHF 39 million (net) and dividend<br />
payments of CHF 45 million.<br />
Employees<br />
<strong>Report</strong>s of the Board of Directors and the Executive Board<br />
During <strong>2009</strong>, in reaction to the significantly lower business<br />
volumes, the Group reduced the number of FTEs by<br />
12%, from 15,630 on 31 December 2008 to 13,773 on<br />
31 December <strong>2009</strong>. Significant reductions took place in all<br />
four reporting regions, and were executed in proportion to<br />
the respective volume declines.<br />
The Group fine-tuned its definition of FTE during the year<br />
<strong>2009</strong> to account for specific employees provided by labor<br />
agencies that have previously not been included in the FTE<br />
count. Accordingly, the 2008 FTE figure has been restated<br />
from 15,270 to 15,630 (+ 360 FTEs). Moreover, certain<br />
reclassifications have been made between the regional and<br />
corporate FTE count, which resulted in certain FTEs being<br />
included in the corporate FTE count in <strong>2009</strong> but not in 2008.<br />
When excluding these reclassifications, the corporate FTE<br />
count decreased during the year <strong>2009</strong>.<br />
Employees<br />
in full time equivalents (FTEs)<br />
Region <strong>2009</strong> 2008<br />
%<br />
change<br />
Europe /Africa / Middle East / CIS 6,007 6,766 –11%<br />
North America 2,237 2,685 –17%<br />
Central and South America 2,202 2,533 –13%<br />
Asia Pacific 2,951 3,286 –10%<br />
Corporate 376 360 4%<br />
Total 13,773 15,630 –12%<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
23
<strong>Report</strong>ing Regions
26<br />
<strong>Report</strong>ing Regions<br />
Europe / Africa / Middle East / CIS<br />
Challenging freight volumes, margins and rates<br />
The largest reporting region was hit hard by the economic crisis, which led to declining<br />
freight volumes, volatile rates and shrinking margins. Targets for this region were<br />
not met, however, <strong>Panalpina</strong> proved capable of overcoming adversity by extending and<br />
winning new contracts.<br />
Areas: 11<br />
Benelux, Central Europe, Eastern Europe, France,<br />
Iberia, Northern Europe, Northwest Europe,<br />
Southwest Europe, Sub-Saharan, Black and<br />
Caspian Sea, Arabian Belt<br />
Net revenue: CHF 3,189 million<br />
Headcount: 6,822<br />
Europe: Supply Chain Management gains momentum<br />
In June of the year under review, <strong>Panalpina</strong> became the first<br />
forwarding and logistics provider with direct access to the<br />
tarmac at Amsterdam’s Schiphol Airport, where it moved its<br />
offices and warehouse into brand new premises covering an<br />
area of 12,000 square meters. This has enabled <strong>Panalpina</strong><br />
to speed up its ground handling activities and improve the<br />
security of the supply chain.<br />
In the UK, there were a number of gratifying developments<br />
even though the market shrank noticeably. <strong>Panalpina</strong> won<br />
a contract from one of Europe’s biggest manufacturers<br />
of electrical appliances to export its goods to nine different<br />
European countries. Progress was also made in the area<br />
of supply chain management, particularly in the Retail and<br />
Fashion customer segment. That is why <strong>Panalpina</strong> has<br />
opened a dedicated logistics center for fashion in London.<br />
The new building has 3,300 square meters of office space<br />
and 17,500 square meters of warehousing, and is specially<br />
designed to meet the particular needs of the fashion<br />
industry.<br />
Germany was hit particularly hard in the recession – its gross<br />
domestic product fell by five percent – whereas Poland<br />
posted a small amount of growth. Altogether, gross profit<br />
was lower than expected, but strict cost discipline and<br />
adjustments to the <strong>Panalpina</strong> Group’s headcount around<br />
the world enabled a positive overall result to be achieved.<br />
Good progress was made with the hotel business (a new<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
area) and solar energy in addition to the traditionally strong<br />
Retail and Fashion, Automotive, Hi-tech, and Healthcare<br />
and Chemicals industries. Air and ocean freight volumes<br />
handled for Germany and Poland were both significantly<br />
above the market level, which declined sharply, and there<br />
was significant pressure on margins, particularly for ocean<br />
freight. The volatility affecting freight rates contributed<br />
to the extremely challenging business environment. Road<br />
haulage volumes increased in the second half of the year.<br />
The Supply Chain Management division made encouraging<br />
progress, winning a number of new projects. A leading<br />
company in the field of planning, developing and producing<br />
machinery and systems for process technology and<br />
for filling and packaging operations awarded <strong>Panalpina</strong><br />
a contract to distribute several thousand air freight consignments<br />
per year, carrying spare parts from Europe to the<br />
Asia Pacific region and China. The project also includes<br />
building a distribution and warehousing center in Bangkok,<br />
Thailand. A new center, which opened in Nuremberg last<br />
year, was working at full capacity right from its first year in<br />
operation, thanks to additional customer projects. Work<br />
started on a new site in Munich in November.<br />
Competition for existing and new business became considerably<br />
fiercer in the Western European region, too.<br />
The air freight segment declined by around a quarter, ocean<br />
freight volumes remained more or less stable. In Switzerland,<br />
the main focus of the business is on the Healthcare<br />
and Chemicals, Retail and Fashion, and engineering sectors.<br />
It is clear that the company’s innovative drive is a<br />
source of long-term success, even in a challenging market<br />
environment. The guaranteed temperature-controlled<br />
shipments which <strong>Panalpina</strong> looks after globally for a major<br />
Swiss pharmaceuticals customer are a good example.<br />
Italy is still strongly represented in the retail and fashion<br />
segment, handling exports for the upmarket fashion sector<br />
and imports of clothing, in addition to its activities in<br />
healthcare and chemicals. <strong>Panalpina</strong>’s 8,000-square-meter<br />
logistics warehouse in Milan, which is operated exclusively
for one customer, and its air freight shipments of various<br />
European luxury brands to the USA, demonstrate the importance<br />
of this customer segment.<br />
The central and eastern European countries also suffered<br />
significant reductions in volume as a consequence of the<br />
general market trend and the resulting extreme pressure<br />
on prices. The Far East trade lane was the only one to post<br />
volume growth, for ocean freight shipped to the west. In<br />
the year under review, the Austrian group again raised its<br />
profile as a provider of comprehensive SCM solutions to<br />
customers in a variety of sectors. At the beginning of the<br />
reporting year, <strong>Panalpina</strong> pursued its expansion strategy<br />
by opening a branch in Rijeka, Croatia.<br />
Africa: focus firmly on Oil and Gas<br />
The withdrawal from Nigeria overshadowed <strong>Panalpina</strong>’s<br />
performance in the year under review. The trends in all<br />
other countries in the reporting region – Angola, Cameroon,<br />
the Republic of the Congo, Gabon and Ghana, along with<br />
South Africa, which is served in collaboration with longstanding<br />
local partner Safcor – were generally in line with<br />
the market environment. The slowdown triggered by the<br />
financial crisis was compounded by falling oil prices.<br />
Nonetheless, the discovery of fresh oil reserves not only in<br />
East Africa, but also in Angola and Ghana, looks set to<br />
open up new market opportunities in the long term. Having<br />
honed its infrastructure in Cabinda and added a further<br />
10,000 square meters to its warehouse capacity in Luanda<br />
since the third quarter of the reporting year, <strong>Panalpina</strong> is<br />
now well-equipped to meet the present and future challenges<br />
posed by the major oil and gas projects in Angola.<br />
Similar preparations have been made for the forthcoming<br />
offshore oil production projects in Takoradi (Ghana)<br />
by beefing up the workforce of the local organization.<br />
Measures have also been taken to optimize the <strong>Panalpina</strong>operated<br />
African Star coastal shipping line, which directly<br />
links West Africa to the Group’s air freight network. Not<br />
only has transfer of the hub from Brazzaville to Pointe-Noire<br />
(Republic of the Congo) cut transit times, the new transshipment<br />
location also offers greater reliability.<br />
Except for the forwarding and logistics services provided<br />
for the automotive and hi-tech sectors in South Africa,<br />
operations in the reporting region are primarily focused on<br />
the aforementioned oil and gas industry along with the<br />
telecommunications sector. Despite the challenging economic<br />
backdrop, <strong>Panalpina</strong> managed to clinch major deals<br />
with new customers and expand business with existing<br />
<strong>Report</strong>ing Regions<br />
customers, particularly in Angola and the Congo. In Gabon,<br />
<strong>Panalpina</strong> also landed a supply chain management contract<br />
for the nationwide distribution of telecommunications<br />
goods from Libreville.<br />
In the wake of the concluding investigations by the U.S.<br />
Department of Justice (see Board of Directors report on<br />
page 14), winning back customers remains difficult. However,<br />
our agents in the reporting region are confident that<br />
the prospects for a resumption of business will rise significantly<br />
as soon as a settlement is reached.<br />
Middle East: a linchpin between continents<br />
With the air freight hub in Dubai, the Persian Gulf region<br />
offers an ideal interface between Asia, Europe, Africa<br />
and the Indian subcontinent. Here, the oil and gas sector<br />
continues to dominate the local markets. Though not<br />
yet in operation during the reporting year, the new logistics<br />
center in Dubai Logistics City is reserved for exclusive use<br />
by <strong>Panalpina</strong>.<br />
CIS: divergent trends in shipment volumes<br />
The volume of ocean freight imported to Russia was down<br />
by roughly one-third on the previous reporting year. This was<br />
mainly precipitated by a scarcity of local financing options<br />
coupled with a dramatic slide in domestic purchasing power.<br />
Ukraine experienced a similar fate. In the air freight sector,<br />
the dynamic development of the telecommunications<br />
industry fueled a rise in forwarding contracts. The increase<br />
in freight volumes reflected a growing demand among<br />
<strong>Panalpina</strong>’s regular customers in the mobile operator segment.<br />
Heartening news also came from the hi-tech sector,<br />
where <strong>Panalpina</strong>, among other things, successfully tendered<br />
for a supply chain management services contract.<br />
A further fillip to forwarding and logistics business in the<br />
region came from the oil and gas sector, thanks to the high<br />
demand for the shipment of drilling rigs from the USA and<br />
China to Russia. While the site in Georgia was closed on<br />
account of the deteriorating market conditions, December<br />
<strong>2009</strong> saw <strong>Panalpina</strong> open a new branch in the Russian<br />
city of Murmansk, near the Norwegian and Finnish borders<br />
and in close proximity to the Shtokman field, one of the<br />
world’s largest natural gas fields.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
27
28<br />
<strong>Report</strong>ing Regions<br />
North America<br />
Sustainable solutions in an unfavorable market<br />
Despite the prompt implementation of measures including process optimization,<br />
cost savings and job cuts, <strong>Panalpina</strong> USA could not escape the impact of the<br />
economic crisis. Freight volumes continued to decline and the reporting region was<br />
unable to meet its growth targets.<br />
Areas: 2<br />
Canada, USA<br />
Net revenue: CHF 1,176 million<br />
Headcount: 2,187<br />
During the year, <strong>Panalpina</strong> USA noted a shortage of cargo<br />
capacity, which led to bottlenecks on all trade lanes, especially<br />
in the second half of the year. The resulting increase<br />
in freight rates could not be fully passed on to customers,<br />
and this eventually hit <strong>Panalpina</strong>’s margins.<br />
The difficult business climate experienced in recent months,<br />
together with a desire to make cost savings, prompted<br />
many companies to optimize their supply chains. <strong>Panalpina</strong><br />
was able to exploit this opportunity and conclude significant<br />
new supply chain management contracts. These successes<br />
were particularly gratifying because they dovetail so<br />
well into <strong>Panalpina</strong>’s vision: constantly to create compelling,<br />
value-creating solutions for all its customers.<br />
The Group-wide strategic focus and orientation of business<br />
activities towards the logistics requirements of the<br />
key industries – Automotive, Healthcare and Chemicals,<br />
Hi-tech, Telecom, Oil and Gas, and Retail and Fashion –<br />
again paid off in the year under review. Growth was posted<br />
especially by Healthcare and Chemicals and by Retail and<br />
Fashion.<br />
Dixie Jet – an example of a successful partnership<br />
In autumn <strong>2009</strong>, <strong>Panalpina</strong> renewed its cooperation agreement<br />
with its air freight partner Atlas Air, thus ensuring the<br />
continuation of the successful “Dixie Jet” service, which<br />
connects the southern, south-eastern and central regions<br />
of the USA with Europe. Each week, a Boeing 747F<br />
freighter flies from Luxembourg to Huntsville /AL and back,<br />
as well as from Luxembourg to Huntsville, on to Guadala-<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
jara (Mexico), and back to Huntsville, before returning to<br />
Luxembourg via Prestwick (Scotland). From Luxembourg,<br />
<strong>Panalpina</strong> also operates a connection service to West<br />
Africa, which the company uses to link its main oil and gas<br />
hubs in Houston, Aberdeen, Moerdijk (Netherlands) and<br />
West Africa. This service is of particular benefit to customers<br />
in the oil and gas sector, but it is also useful to<br />
large companies and SMEs.<br />
Cold-storage facilities for a seamless cold chain<br />
A seamless cold chain is of decisive importance to the<br />
pharmaceutical industry and its logistics. Medical products<br />
are often very sensitive to changes of temperature.<br />
The shelf-life of vaccines, for example, may be significantly<br />
reduced if the temperature at which they are stored fluctuates<br />
up or down, even for a short time. The commissioning<br />
of a 460-square-meter cold store in Huntsville presents a<br />
valuable business opportunity for <strong>Panalpina</strong> USA.<br />
Optimizing the customer mix<br />
<strong>Panalpina</strong> USA is expecting the market environment to<br />
remain challenging in 2010. As before, it believes that<br />
growth opportunities are to be found by concentrating its<br />
business activities on the key industries. In addition, the<br />
Group intends to go on steadily expanding the Marketing<br />
and Sales division with an increased focus on the SME<br />
segment, in order to optimize the customer mix. <strong>Panalpina</strong><br />
also intends to achieve additional growth by means of the<br />
new Trade Lane Management concept.<br />
By expanding its premises in Laredo (Texas), McAllen<br />
(Texas) and Los Angeles (California), <strong>Panalpina</strong> is strengthening<br />
its presence and customer focus in North America.
Central and South America<br />
New logistics centers add depth to Supply Chain<br />
Management offering<br />
In contrast to other parts of the world, the financial and economic crisis had only a<br />
limited impact in Central and South America. Although <strong>Panalpina</strong> can look back<br />
on pleasing progress, especially in the telecom sector, it failed to meet its growth<br />
targets for the reporting region.<br />
Compared with the rest of the world, South America suf-<br />
fered less than other regions in the financial and economic<br />
crisis. Nevertheless, <strong>Panalpina</strong> saw freight volumes decline,<br />
especially in the first half of the year. From mid-year onwards,<br />
the Group noted a slight trend reversal, with demand for<br />
forwarding and logistics services increasing in both the air<br />
and ocean freight segments.<br />
New logistics centers in Chile and Brazil<br />
Supply chain management was the growth driver in this<br />
region. New contracts were concluded in this segment,<br />
thanks to new logistics centers in Santiago, Chile and<br />
Manaus, Brazil. However, operations at the new facility<br />
commenced unexpectedly slowly, and <strong>Panalpina</strong> was not<br />
able to achieve the targets set for the new state-of-the-art<br />
center in Santiago, Chile.<br />
In the Brazilian freeport of Manaus, capital of the state of<br />
Amazonas, <strong>Panalpina</strong> moved into a new, larger warehouse<br />
facility. This serves as a base from which the company<br />
arranges shipments throughout Brazil and to other Latin<br />
American countries, primarily for customers in the telecommunications<br />
sector.<br />
By commissioning these facilities, <strong>Panalpina</strong> has consolidated<br />
its supply chain management service in the region<br />
and paved the way for further growth in this business area.<br />
Positive trend in the key industries<br />
Business activity in the Telecom sector, which – alongside<br />
Hi-tech and Automotive – is one of <strong>Panalpina</strong> Brazil’s main<br />
key industries, also made a positive contribution to the result.<br />
For instance, <strong>Panalpina</strong> provides comprehensive forwarding<br />
solutions between China and Brazil for a leading global<br />
telecommunications company. The Group also offers local<br />
distribution and warehousing services in Brazil.<br />
Areas: 3<br />
Andina, Mercosur, Middle America<br />
Net revenue: CHF 702 million<br />
Headcount: 1,755<br />
<strong>Panalpina</strong> believes that there is growth potential in the oil<br />
and gas business, too. During the year under review, the<br />
Group was able to reinforce its market position in the region<br />
thanks to new contracts. One example is <strong>Panalpina</strong>’s<br />
freight forwarding contract for a project to lay a 150-kilometer<br />
pipeline for an oil and gas extraction facility in Santos<br />
Basin (Brazil). The discovery of huge oil fields off the coast<br />
of Brazil, and the ensuing investment in infrastructure in<br />
order to exploit them, gives the company cause for optimism.<br />
Sports events set to boost the economy<br />
Rio de Janeiro will host the 2014 FIFA World Cup, and<br />
then the summer Olympics two years later. These prestigious<br />
sports events present a considerable challenge for<br />
the Brazilian government. The World Cup and the Olympic<br />
Games can be expected to accelerate the expansion of<br />
the country’s infrastructure, boosting demand for forwarding<br />
and logistics services.<br />
Stronger presence in domestic market<br />
With its population of nearly 200 million, Brazil has an<br />
enormous domestic market. <strong>Panalpina</strong> intends to<br />
increase its presence in the domestic air freight market,<br />
which has hitherto been dominated by local firms.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
29
30<br />
<strong>Report</strong>ing Regions<br />
Asia Pacific<br />
Process optimization, cost reduction and new business<br />
New contracts in the telecom and healthcare sectors show that <strong>Panalpina</strong> is able to<br />
hold its own, even when market conditions are difficult. In the current economic situation,<br />
<strong>Panalpina</strong> believes that new opportunities will be found through developing new<br />
services and products tailored to the market, which is why the Group is investing in<br />
a new service center in China.<br />
Areas: 5<br />
India, East Asia, Southeast Asia,<br />
Greater China, Oceania<br />
Net revenue: CHF 891 million<br />
Headcount: 2,806<br />
While most countries of the world have had to battle against<br />
the impact of the financial and economic crisis over the<br />
past twelve months, China was able to avoid a recession<br />
and even grow slightly – mainly thanks to government<br />
stimulus measures and tax cuts. Nevertheless, the world’s<br />
third-largest economy did not escape the global crisis<br />
unscathed. Year-on-year, Chinese foreign trade shrank by<br />
around a quarter in the first half of <strong>2009</strong>. Exports declined<br />
by at least 20%, primarily because of lower demand from<br />
the country’s biggest trading partners: the EU, the USA,<br />
Japan and the members of ASEAN (Association of Southeast<br />
Asian Nations). Strong domestic demand and consumer<br />
spending also helped the Chinese economy grow.<br />
China – Taiwan: more direct links – higher freight volumes<br />
Relations between China and Taiwan are continuing to ease:<br />
several freight and passenger flights now cross the strait<br />
between China and Taiwan daily, and numerous ports and<br />
airports have opened up to direct traffic between the two<br />
countries. Freight volumes have risen steadily since the<br />
direct connections were launched in mid-December 2008.<br />
Further increases are expected in the future.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
Supply Chain Management: focus on developing<br />
new solutions<br />
In times of crisis, many companies review their supply chains<br />
and logistics arrangements. This means that numerous<br />
new opportunities are opening up for <strong>Panalpina</strong>. The Group<br />
intends to strengthen its position in this business segment,<br />
so it is focusing on the development of new products and<br />
services tailored to the market. Sizeable contracts have<br />
been concluded in the telecom and healthcare sectors.<br />
Air freight bottlenecks from the third quarter onwards<br />
In recent years, the high season that traditionally begins<br />
at the end of the third quarter has failed to occur, and this<br />
situation prompted carriers to withdraw freight capacity<br />
from the market in the course of the reporting year. A rise<br />
in demand led to some bottlenecks from the third quarter<br />
onwards.<br />
New centralized services center opens in Wuhan<br />
In <strong>2009</strong>, <strong>Panalpina</strong> set up a new centralized services<br />
center in Wuhan, capital of Hubei province in central China.<br />
The center’s immediate task is to optimize internal processes,<br />
thus helping to reduce the Group’s cost base.<br />
At some point in the future, <strong>Panalpina</strong> plans to set up an<br />
independent subsidiary in Wuhan. The reason for this<br />
decision is the favorable location of the city, which is about<br />
halfway between Beijing and Shanghai and has a population<br />
of eight million. It is a major transport hub and a center<br />
of industry, trade and finance. Many international firms<br />
and hi-tech companies have established offices there. In<br />
addition, <strong>Panalpina</strong> intends to work closely with the many<br />
universities in Wuhan and the surrounding area. The Group<br />
hopes to enable new graduates to build a career in the<br />
logistics sector.
Japan, Thailand, Vietnam and the Philippines<br />
The recession prevented the growth targets for Japan,<br />
Thailand, Vietnam and the Philippines being achieved.<br />
Forwarding volumes were hit by the downturn, with both<br />
air and ocean freight suffering. Furthermore, expectations<br />
were not met in the key Automotive, Hi-tech, and Retail<br />
and Fashion industries.<br />
<strong>Panalpina</strong> noted a positive trend in the oil and gas and<br />
supply chain management segments. The Group therefore<br />
intends to focus more on these areas in the future. It has<br />
succeeded in gaining market share in Vietnam, for example,<br />
and has opened a satellite office in Vung Tauin in the south<br />
of the country, since this is an important hub for oil and gas.<br />
<strong>Panalpina</strong> is paying careful attention to supply chain<br />
management in Japan, where it has seen a rise in demand<br />
in the retail and fashion sector.<br />
Independently run subsidiaries in Japan<br />
Japan was significantly affected by the financial and economic<br />
crisis, and the deep recession also hit <strong>Panalpina</strong>’s<br />
business activities. The Group was not able to meet its<br />
growth targets for <strong>2009</strong>. It is nevertheless gratifying to note<br />
that <strong>Panalpina</strong>, which this year celebrated the 40th anniversary<br />
of its arrival in Japan, was able to outperform the<br />
market, especially in the air freight segment.<br />
In November, <strong>Panalpina</strong> relinquished its status as a commercial<br />
delegation and began functioning as an independent<br />
operational business. Existing and future customers<br />
will be offered an even wider range of services by the<br />
95 staff employed in Tokyo, Osaka, Narita, Nagoya and<br />
Fukuoka, and the entire air and ocean freight business will<br />
be run in-house.<br />
India<br />
The crisis did not have a particularly big impact on the<br />
Indian economy. This was partly owing to the country’s<br />
massive domestic market, which, up to a point, makes the<br />
Indian economy independent of global demand. Indian<br />
companies responded to the global situation by cutting their<br />
inventories, and this had a knock-on effect on freight<br />
volumes. However, <strong>Panalpina</strong> India can look back on a<br />
successful year.<br />
Australia and New Zealand<br />
<strong>Report</strong>ing Regions<br />
A leading technology and service company active in the<br />
field of vehicle and industrial engineering has entrusted<br />
<strong>Panalpina</strong> with its entire air freight business from and to<br />
Australia and New Zealand for the next two years. This<br />
amounts to around 3,000 tonnes annually. When awarding<br />
the tender, this customer singled out <strong>Panalpina</strong>’s outstanding<br />
supply chain focus for special notice.<br />
Expansion in the Asia Pacific region<br />
<strong>Panalpina</strong> opened a new distribution and logistics center in<br />
Singapore in spring <strong>2009</strong>. The complex has a total area<br />
of 11,277 square meters and includes warehousing as well<br />
as various forms of office space. The warehouse covers<br />
8,546 square metres and has been designed to meet a<br />
variety of customer requirements. Its up-to-date facilities<br />
provide ideal storage conditions and ensure smooth goods<br />
handling. Designed with customer requirements in mind,<br />
it functions as a distribution center for goods from all the<br />
key industries, especially the Healthcare and Chemicals,<br />
Hi-tech and Telecom sectors. The newly opened office and<br />
warehouse building is very close to the international airport.<br />
The center’s easy accessibility via major transport<br />
routes also complements the existing air and ocean freight<br />
offices and <strong>Panalpina</strong>’s other logistics sites. This will allow<br />
<strong>Panalpina</strong> to expand its range of services throughout the<br />
Asia Pacific region.<br />
By opening a subsidiary in Ho Chi Minh City, <strong>Panalpina</strong> is<br />
sending a clear signal about its forward-looking growth<br />
strategy. Today, <strong>Panalpina</strong> employs some 70 people in Ho<br />
Chi Minh City, Hanoi, Haiphong, Da Nang and Qui Nhon.<br />
In Shah Alam, Malaysia, <strong>Panalpina</strong> has moved into new,<br />
larger premises near Subang Airport. The new branch office<br />
is strategically located and its product range is designed<br />
to cater to the growth potential in Malaysia.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
31
Core Activities
34<br />
Core Activities<br />
Air Freight<br />
<strong>Panalpina</strong> reacts flexibly to the crisis in the global air<br />
freight market<br />
The economic crisis caused an unprecedented drop in volumes in the global air freight<br />
market. <strong>Panalpina</strong> reacted to the challenging market environment with flexibility and<br />
the further development of proven products, including adjusting the relative proportions<br />
of the capacity purchased on the open market and that chartered by the Company<br />
itself. Volumes totaled 731,000 tons.<br />
The main features of <strong>2009</strong> were the biggest-ever fall in<br />
volumes on all major trade routes, a price war, and highly<br />
volatile freight rates. <strong>Panalpina</strong>’s strong presence in<br />
the badly hit Automotive, Hi-tech and Telecom segments<br />
meant that its air freight business was worse affected<br />
by declining volumes than the overall market. However, the<br />
Company was able to increase volumes from quarter to<br />
quarter. <strong>Panalpina</strong> was successful in gaining market share<br />
on the trans-Pacific route.<br />
<strong>Panalpina</strong> reacted promptly to exceptionally volatile freight<br />
rates. Having seen rates plummet in the third quarter of<br />
2008, the airlines tried to raise prices again from the third<br />
quarter of <strong>2009</strong> onwards. However, adjusting capacity<br />
to match the reduced demand was a largely unachievable<br />
goal as new cargo aircraft were delivered. The uncertainty<br />
about freight rates led <strong>Panalpina</strong> to adjust the relative<br />
proportions of the capacity purchased on the open market<br />
and that chartered by the company itself.<br />
New agreement with Atlas Air<br />
Effective capacity management has a significant role to play<br />
when coping with falling volumes. Up until autumn 2008,<br />
<strong>Panalpina</strong> procured around 70% of its capacity on the spot<br />
market, another 25% through medium-term commitments<br />
(blocked space agreements) and 5% by means of longterm<br />
charter agreements within its “own controlled” network.<br />
The crisis prompted <strong>Panalpina</strong> to change these proportions<br />
and place greater weight on short-term capacity procurement.<br />
Meanwhile, the longstanding cooperation agreement<br />
with air freight company Atlas Air was renewed. This cooperation<br />
allows <strong>Panalpina</strong> to offer own-controlled capacity<br />
between Europe, North America and Mexico, and to link<br />
its Oil and Gas hubs. A thorough analysis had already clearly<br />
shown that the service could be run in a commercially successful<br />
manner and that there was considerable customer<br />
demand for it. The capacities of this service, known as the<br />
“Dixie Jet,” are marketed and supplied by <strong>Panalpina</strong>, while<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
the Boeing 747-400F cargo aircraft is operated by Atlas<br />
Air. This service offers regular flights between the air<br />
freight hubs in Luxembourg and Huntsville /AL. It has been<br />
well received by the market and generates clear added<br />
value for customers. There are five frequencies a week<br />
serving the southern, south-eastern and central regions of<br />
the USA. From Luxembourg, <strong>Panalpina</strong> also operates and<br />
controls a connection service to West Africa, which links<br />
up with the company’s main Oil and Gas hubs in Houston,<br />
Aberdeen, Moerdijk (Netherlands) and West Africa. Customers<br />
in the Oil and Gas segment benefit in particular,<br />
but the service is also useful for companies in the Hi-tech,<br />
Healthcare and Chemicals and Automotive industries.<br />
Cold-storage facilities for pharmaceutical products have<br />
been opened in Luxembourg and Huntsville, enabling a<br />
seamless door-to-door cold chain to be provided. In <strong>2009</strong>,<br />
<strong>Panalpina</strong> was awarded the important status of “Qualified<br />
Envirotainer Provider” by its partner Envirotainer, with whom<br />
the company cooperates to provide seamless cold chains.<br />
New services to Dubai and India and rapid adjustment<br />
to the markets<br />
High importance is attached to consolidating air freight<br />
flows through the hubs and gateways. The <strong>Panalpina</strong> air<br />
freight network relies heavily on two hubs in Luxembourg<br />
and Dubai. While regular flights connect Luxembourg<br />
with North and South America, Dubai acts as the hub for<br />
shipments to the Middle East and Africa. In November,<br />
<strong>Panalpina</strong> added a new service to its product portfolio<br />
using its own capacities: from Liège (Belgium) to Dubai and<br />
onwards to Chennai (India). The aircraft then flies from<br />
Chennai to Africa. These services can be set up quickly and<br />
discontinued just as rapidly if the market situation alters.<br />
www.panalpina.com/air
Ocean Freight<br />
<strong>Panalpina</strong> makes strategic changes<br />
Core Activities<br />
<strong>2009</strong> was a difficult year for the international ocean freight business. Most shipping<br />
lines and carriers were hit by wildly fluctuating freight rates, changing transport<br />
capacity, and declining volumes. <strong>Panalpina</strong> was nevertheless able to retain a strong<br />
market position with 1,103,000 transported TEUs.<br />
Two years ago, many large new container ships were still<br />
being brought into service and demand for shipping capacity<br />
seemed to be growing apace. A very different picture<br />
emerged in <strong>2009</strong>: forwarding volumes declined rapidly while<br />
shipping lines fought over consignments on all the major<br />
trade lanes as they attempted to fill their ships. As a result,<br />
freight rates came under pressure and rapidly fell to unsustainable<br />
levels. As the year went on, the carriers tried to<br />
make up for this by withdrawing capacity from the market<br />
on all the major routes, thus pushing prices up. Rates tripled<br />
or even quadrupled between spring and autumn, especially<br />
on the trade lane from the Far East to Europe. Such<br />
volatility made it particularly difficult to plan for the medium<br />
to long term. Flexibility was needed, not only to gain new<br />
customers but also to generate profit margins. The financial<br />
situation led some companies to switch some of their<br />
shipments from air to ocean, although this did not have a<br />
lasting impact on the number of containers being forwarded.<br />
An out-and-out price war was unleashed in the forwarding<br />
market, with some firms offering their services at less than<br />
cost price.<br />
Volumes were soberingly low compared with the previous<br />
year. Key industries such as the Automotive, Hi-tech and<br />
Telecom sectors cut production massively, which had a big<br />
knock-on effect on <strong>Panalpina</strong>. The company was nevertheless<br />
able to increase volumes during the course of the<br />
reporting year. In the second half of the year, <strong>Panalpina</strong><br />
gained market share on the important ocean freight route<br />
between Asia and Europe.<br />
Clear sales strategy<br />
<strong>Panalpina</strong> refocused its global sales organization. A steep<br />
decline in orders from former growth sectors led <strong>Panalpina</strong><br />
to concentrate more of its sales efforts on alternative industry<br />
groups, and to conclude new business deals with many<br />
small and medium-sized companies, too. Although the<br />
new business was not able to compensate for the decline<br />
in orders from major corporations, a solid basis for future<br />
progress has nevertheless been established. One of the<br />
new contracts was with a leading food trading company,<br />
which sends consignments from Latin America to Europe,<br />
the Middle East, Africa and Asia. New agreements to forward<br />
goods from China and the USA to the Netherlands<br />
were concluded with a long-established customer in the<br />
hi-tech segment, and a well-known sports equipment manufacturer<br />
appointed <strong>Panalpina</strong> as its NVOCC (Non Vessel<br />
Operating Common Carrier). This contract involves freight<br />
volumes of more than 20,000 TEUs. <strong>Panalpina</strong> also won<br />
further ocean freight business from a cosmetics company<br />
and a computer manufacturer.<br />
Demand for LCL shipments stable<br />
Demand for LCL (less than container load) ocean shipments<br />
remained high in <strong>2009</strong>, as in the previous year.<br />
<strong>Panalpina</strong> opened a new hub at Jebel Ali, the port of Dubai,<br />
to connect the global LCL network with the Middle East<br />
and East Africa. All in all, more than 20 new consolidated<br />
shipment services were introduced in <strong>2009</strong>. These include<br />
services between India and Germany, Singapore and Vietnam/Malaysia,<br />
China and the Czech Republic, and China<br />
and the west coast of America. Other services from Asia<br />
linked up with Canada, the United Arab Emirates, Austria,<br />
Romania, Australia, Hungary and Colombia. <strong>Panalpina</strong><br />
has established itself firmly in the LCL market and is set to<br />
continue expanding its position steadily.<br />
www.panalpina.com/ocean<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
35
Supply Chain Management<br />
Supply Chain Management wins profitable new contracts<br />
A study supported by <strong>Panalpina</strong> shows that there is still excellent growth potential<br />
for outsourcing and comprehensive supply chain management (SCM) solutions.<br />
<strong>Panalpina</strong> further strengthened its internal SCM organization in <strong>2009</strong> and was able<br />
to win profitable new contracts.<br />
<strong>Panalpina</strong> supported the fourteenth “<strong>Annual</strong> Third-Party<br />
Logistics Study,” which was carried out in mid-<strong>2009</strong> and<br />
published in September. This survey examines how the<br />
market for third-party logistics (3PL) and logistics services<br />
is developing, and investigates the central issues affecting<br />
the industry. The <strong>2009</strong> study was even more significant<br />
than usual because of the challenging economic situation.<br />
Customers are confronted with unpredictable trends, very<br />
volatile fuel prices, fluctuating currencies, high inventories<br />
and a changing labor market in many places formerly<br />
regarded as low-wage countries. They are also experiencing<br />
enormous pressure on costs. For these reasons, many<br />
companies are reviewing their logistics arrangements and<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
supply chains with the aim of making them more flexible<br />
and cost-effective. This makes it a good time to negotiate<br />
new arrangements with their providers. The study shows<br />
that there is therefore considerable growth potential in the<br />
SCM market, which more than justifies investment spending.<br />
The study’s findings also clearly indicate the great importance<br />
that customers attach to their logistics providers’<br />
IT systems, since in many cases there is significant room<br />
for improvement in this area. <strong>Panalpina</strong> has constantly<br />
expanded and optimized its IT network in recent years and<br />
has designed many innovative solutions: in the year under<br />
review, for example, the company launched the Supply<br />
Chain Diagnostics Tool which was developed in-house.
Supply Chain Diagnostics Tool<br />
The Supply Chain Diagnostics Tool identifies potential savings<br />
and optimization opportunities in the supply chains<br />
of <strong>Panalpina</strong>’s customers. The supply chain is then reconfigured<br />
to take account of these findings, with costs,<br />
service levels and sustainability being fine-tuned. Supply<br />
chain costs can be calculated using the Supply Chain<br />
Diagnostics Tool, whether they are direct (forwarding, warehousing,<br />
administration) or indirect (inventory costs, depreciation<br />
of goods, opportunity costs). <strong>Panalpina</strong> can thus<br />
offer a simplified process that is much faster and no less<br />
accurate: using a representative product and its entire<br />
supply chain, the tool works out the optimization potential<br />
available throughout the company for all its products. The<br />
Supply Chain Diagnostics Tool is particularly appropriate<br />
for industries with a special interest in continually optimizing<br />
their production and supply chains because of the<br />
fast-moving and volatile nature of the markets in which<br />
they operate.<br />
Close cooperation within the Group<br />
Supply chain management requires teamwork within the<br />
Group. As a result, numerous projects developed within<br />
the supply chain community were implemented during the<br />
reporting year. In addition to the core SCM team at head<br />
office and in the national organizations, this community<br />
includes Marketing and Sales, Global Accounts, Industry<br />
Verticals, Operations, Business Processes and Quality<br />
(BPQ), Finance, Global Tender Management and of course<br />
the IT specialists. Supply chain management affects<br />
nearly all departments within the organization and everyone<br />
involved has to contribute to the development of optimal<br />
customer solutions while also ensuring that their expertise<br />
is shared and made available to the Group as a whole.<br />
New business throughout the world<br />
Core Activities<br />
Many SCM contracts were concluded during the reporting<br />
year, the foremost being with the Sigma-Aldrich corporation.<br />
<strong>Panalpina</strong> had already been chosen as Sigma-Aldrich’s<br />
main logistics provider in 2008, but the relationship was<br />
significantly expanded in <strong>2009</strong>, including in Chile, China and<br />
Germany. <strong>Panalpina</strong> signed further significant SCM contracts<br />
with customers from a variety of industries in Poland,<br />
the USA, Italy, India and West Africa, among others.<br />
<strong>Panalpina</strong> is aiming for an even<br />
stronger global position as a leading<br />
provider of complete supply<br />
chain management solutions.<br />
www.panalpina.com/scm<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
37
Customer Groups
40<br />
Telecom<br />
The growing importance of being connected anytime and<br />
anywhere by means of mobile high-bandwidth services,<br />
video commu nication, as well as media-driven entertain-<br />
ment have been stimulating significant investments in wire-<br />
less telecom infra structure across developed countries –<br />
and will con tinue to do so. At the same time, in developing<br />
and emerging markets mobile subscriptions are added in<br />
the millions on a daily basis, thus also driving basic mobile<br />
infrastructure investments as well as sales of end devices.<br />
All of this makes for an extremely dynamic market and one<br />
of <strong>Panalpina</strong>’s key industries. The diverse requirements<br />
of <strong>Panalpina</strong>’s telecom customers – which include many of<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
the world market leaders in this sector – range from global<br />
forwarding and logistics solutions for the manufacture<br />
and distribution of premium fast-moving consumer goods<br />
to complex transport projects for the construction of<br />
large-scale mobile communications infrastructure covering<br />
extensive and sometimes remote areas. <strong>Panalpina</strong> has<br />
industry-specific competence centers at its disposal, particularly<br />
in the key strategic markets of Scandinavia, South<br />
Africa, Brazil, India and China.
Customer case Alcatel-Lucent<br />
The customer<br />
Alcatel-Lucent, listed in Paris and New York, is the trusted<br />
partner of service providers, enterprises and governments<br />
worldwide, providing solutions to deliver voice, data and<br />
video communication services to end-users. A leader in<br />
fixed, mobile and converged broadband networking, IP technologies,<br />
applications and services, Alcatel-Lucent leverages<br />
the unrivaled technical and scientific expertise of<br />
Bell Labs, one of the largest innovation powerhouses in the<br />
communications industry. With operations in more than<br />
130 countries and the most experienced global services<br />
organization in the industry, Alcatel-Lucent is a local partner<br />
with a global reach. Alcatel-Lucent achieved revenues<br />
of EUR 15.16 billion in <strong>2009</strong> and is incorporated in France,<br />
with executive offices located in Paris.<br />
The challenge<br />
The recently created Alcatel-Lucent branch in Mexico was<br />
the result of the merging of two well-known organizations<br />
in the telecom industry. In the process both companies<br />
needed to align their cultures and optimize their operations.<br />
It was defined this optimization would be achieved through<br />
asset reduction, inventory accuracy, head count reduction,<br />
changing fixed costs to variable costs, and using best<br />
practices in the market. To this end, Alcatel-Lucent started<br />
their search for a logistics partner that would be able to<br />
bring them the innovation needed to succeed in the competitive<br />
telecom industry environment.<br />
The solution<br />
Customer Groups<br />
<strong>Panalpina</strong> Mexico has been entrusted by Alcatel-Lucent to<br />
handle material in and out of their Tres Rios warehouse in<br />
the northern suburbs of Mexico City. Operations include<br />
receiving shipments at the warehouse, segregating inbound<br />
shipments into separate sales order/purchase order groups<br />
when allocated, and into separate code groups anonymous<br />
stock, scanning barcode information or entering information<br />
into the warehouse management systems and issuing<br />
warehouse receipts when material is received, placing<br />
material into and removing material from storage, packing,<br />
marking, tagging and stenciling when required, loading<br />
and unloading of vehicles when it is the shipper’s or consignee’s<br />
obligation to perform these functions, preparing<br />
shipping documents when required, issuing delivery<br />
receipts and tendering material for delivery. <strong>Panalpina</strong> also<br />
performs a variety of quality inspections and prepares the<br />
corresponding reports.<br />
“Within a market as competitive and complex as telecom, I consider two factors as key<br />
to better serve our customers: flexibility and fast execution. This is where <strong>Panalpina</strong><br />
has been a true logistics strategic partner to us, accommodating our ever-changing needs<br />
and requirements, providing extensive support and rapid response to meet deadlines.”<br />
Jorge De León, Logistics Senior Manager, Alcatel-Lucent Mexico Cluster<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
41
42<br />
Hi-tech<br />
Within the hi-tech segment, <strong>Panalpina</strong>’s global reach and<br />
industry competence ensures complete supply chain integration<br />
and management. The spread of new technologies<br />
– in particular the universally growing broadband and<br />
mobile coverage – has inevitably led to shorter product life<br />
cycles. These, in turn, require more complex and sophisticated<br />
transportation and supply chain services. Typically,<br />
the hi-tech industry needs logistics chains linking the industry’s<br />
key production sites with distribution operations in<br />
the rest of the world. With its global presence and industry<br />
know-how, <strong>Panalpina</strong> is able to meet the needs of hi-tech<br />
industry customers. It offers them not only transport services<br />
ensuring the timely delivery of parts and products<br />
(a growing portion of which is being shifted from air to<br />
ocean freight, with considerable cost benefits), but also<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
integrated Supply Chain Management solutions. These<br />
range from full order management services, to VMI (vendor<br />
managed inventory) inbound operations, to warehousing<br />
and outbound distribution, with TAPA (Technology Asset<br />
Protection Association) certification for <strong>Panalpina</strong>-operated<br />
warehouses and logistics centers. This fast-moving market<br />
continues to be characterized by technological innovations<br />
and a backlog of demand in the world’s emerging markets.<br />
The latter are rapidly catching up with developed countries’<br />
consumer habits, thus at least partially offsetting the<br />
very challenging economic environment.
Customer case Lenovo<br />
The customer<br />
Lenovo is dedicated to building exceptionally engineered<br />
PCs. Its business model is built on innovation, operational<br />
efficiency and customer satisfaction as well as a focus on<br />
investment in emerging markets. Formed by Lenovo Group’s<br />
acquisition of the former IBM Personal Computing Division,<br />
the company develops, manufactures and markets reliable,<br />
high-quality, secure and easy-to-use technology products<br />
and services worldwide. Lenovo has approximately<br />
21,000 employees worldwide, is operating in more than<br />
60 countries and has major research centers in Japan,<br />
China and the USA. Revenues in 2008/<strong>2009</strong> fiscal year<br />
amounted to USD 14.9 billion.<br />
The challenge<br />
As one of the major players in the highly competitive PC<br />
market, Lenovo is facing multiple logistic challenges: short<br />
end-to-end transit times of direct deliveries to distribution<br />
partners and customers in a number of EMEA countries,<br />
management of customs clearance, communication focal<br />
points, as well as full visibility and transparency with end-toend<br />
web tracking. More specifically, the target transit time<br />
from pick-up point in Asia to destination in EMEA including<br />
customs clearance is five days. As a consequence, clear<br />
mappings need to be established in order to meet the exact<br />
serviceability requirements. Transparent pricing including<br />
pick-up, air freight and destination processes are required<br />
to facilitate financial planning. Finally, special security<br />
requirements have to be set up in order to protect Lenovo’s<br />
high-value cargo from damage and theft.<br />
The solution<br />
Customer Groups<br />
Lenovo’s cargo is consolidated by <strong>Panalpina</strong> in Shenzhen<br />
and Shanghai, China, where the company’s manufacturing<br />
base is located, and is subsequently shipped to Frankfurt,<br />
Germany, by air. Frankfurt is used as a central gateway<br />
to the European Union and Eastern European countries for<br />
customs clearance and handover to a final-mile delivery<br />
partner. Since the network is designed to manage shipments<br />
from a single package level up to full truckloads it<br />
requires a lot of coordination. Therefore, dedicated control<br />
towers have been set up in Frankfurt and Hong Kong to<br />
allow for the execution of the planning process. Moving<br />
directly from factory to customer, cargo does not need to<br />
transit through a warehouse which reduces handling and<br />
thus saves process time and costs. In addition, consolidation<br />
programs both at origin and destination further reduce<br />
costs. End-to-end visibility is achieved by involving unique<br />
partners and special IT programs.<br />
“This is a good example of how <strong>Panalpina</strong>, a strategic global partner, has created an<br />
innovative solution based on Lenovo’s specific needs to drive productivity improvements<br />
throughout our supply chain. As our logistics network evolves, <strong>Panalpina</strong> continues<br />
to focus on productivity improvements to reduce cost, time and handling, thus allowing<br />
us to increase customer satisfaction while additionally reducing our supply chain costs.”<br />
Josh Skeen, Global Provider Manager, Lenovo<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
43
44<br />
Automotive<br />
<strong>Panalpina</strong> provides its automotive customers with transportation<br />
and logistics services that enable them to optimize<br />
their supply chains, to meet tighter production schedules<br />
and to operate on the basis of lean inventory management.<br />
The automotive industry’s just-in-sequence and just-in-time<br />
supply systems, where the delivery of components from<br />
numerous companies in different countries must be carefully<br />
coordinated to ensure a smooth manufacturing and<br />
assembly process, pose a particular challenge. This requires<br />
expertise in information design, process planning and<br />
operations efficiency. <strong>Panalpina</strong>’s services aim to deliver<br />
quality solutions at the lowest possible cost and yet with<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
the flexibility demanded by the world’s leading vehicle manufacturers<br />
and their suppliers. To ensure the proper functioning<br />
of such complex supply chains, the Group develops<br />
and implements fine-tuned supply chain solutions with<br />
integrated air and ocean freight services for the automotive<br />
industry. It also offers these companies comprehensive<br />
service packages for the operation of distribution centers<br />
and warehouses, thus optimizing the customers’ supply<br />
processes and data transfer.
Customer case Schaeffler<br />
The customer<br />
The Schaeffler Group with its brands INA, FAG and LuK<br />
is a leading manufacturer of rolling bearings and linear<br />
products as well as a renowned supplier to the automotive<br />
industry of high-precision products and systems for<br />
engines, transmissions and chassis applications. The group<br />
of companies stands for exceptional customer focus,<br />
innovative ability and the highest possible level of quality.<br />
Approximately 61,000 employees at over 180 locations<br />
in more than 50 countries worldwide generated sales of<br />
EUR 7.3 billion in <strong>2009</strong>. This makes the Schaeffler Group<br />
one of the largest German and European industrial companies<br />
in family ownership.<br />
The challenge<br />
Schaeffler was searching for a reliable partner to manage<br />
their ocean freight traffic from Europe to Asia and Australia<br />
as well as their FOB (free on board) deliveries to the north<br />
continent ports. Schaeffler has numerous production sites<br />
as well as customers in Asia Pacific and these are procuring<br />
material from over 100 Schaeffler plants and suppliers<br />
in Europe. This complex setup presents the company with<br />
numerous challenges involving supply chain visibility, standardization,<br />
efficiency and freight costs. Schaeffler’s main<br />
goal was to engineer an intelligent European consolidation<br />
concept that would address all of the aforementioned<br />
issues. The service provider would also get involved in<br />
continuous improvement programs.<br />
The solution<br />
Customer Groups<br />
A central control tower was set up at <strong>Panalpina</strong> in Nuremberg<br />
which allows Schaeffler easy communication through<br />
one single point of contact. The freight itself is being consolidated<br />
at the very best point: the <strong>Panalpina</strong> Automotive<br />
Hub in Hamburg, Germany. All the cargo from the European<br />
suppliers is consolidated using an existing and well-established<br />
transportation network and a swap body concept<br />
provided there is enough volume. This allows Schaeffler to<br />
reduce trucking and freight handling in their European<br />
plants as well as reduce costs in their supply chain. Across<br />
the entire supply chain, <strong>Panalpina</strong> provides in-transit reports<br />
as well as document visibility through its track & trace system<br />
Intrac. An EDI connection allows data feedback with<br />
delay coding on shipment level. Schaeffler and <strong>Panalpina</strong><br />
are working toward a completely paperless operation.<br />
Regular performance review meetings allow both parties to<br />
improve and better align their processes. A continuous<br />
improvement program has been set up through 8D-<strong>Report</strong>ing.<br />
This improvement in visibility combined with standardized<br />
processes and simplified communication results in<br />
optimized pre-carriage schedules, leaner transport cycles<br />
and reduced inventory.<br />
“This new partnership has been established with the intention to blend the Schaeffler<br />
goal of continuous efficiency improvements with <strong>Panalpina</strong>’s efforts to optimize<br />
transportation flows and transparency across the entire Schaeffler supply chain.”<br />
Guenter Gumboldt, Director Global Provider Management, Schaeffler Group<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
45
46<br />
Customer Groups<br />
Healthcare and Chemicals<br />
For its customers in the healthcare sector, <strong>Panalpina</strong> pro-<br />
vides just-in-time delivery to global destinations and bestin-class<br />
forwarding services that safeguard the integrity of<br />
pharmaceutical products throughout the entire supply chain.<br />
The healthcare industry is facing increasing pressure to<br />
grow profits by bringing new products to the market faster<br />
and more efficiently while delivering affordable healthcare.<br />
Moreover, the investment in Research and Development<br />
has given rise to more sophisticated and high-value biotech<br />
products with increasingly complex transportation and<br />
security requirements. These developments have no doubt<br />
contributed to the rising logistics and transportation cost.<br />
<strong>Panalpina</strong> considers this to be an interesting business<br />
opportunity, not least because the growing prosperity in<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
the developing economies is boosting per capita spending<br />
on healthcare to satisfy the increasing demand for quality.<br />
<strong>Panalpina</strong> offers flexible forwarding and logistics solutions<br />
by giving customers a choice of transportation mode – air<br />
freight, ocean freight or road services – depending on<br />
urgency and consignment size. <strong>Panalpina</strong> also offers valueadded<br />
services such as order confirmation, consignment<br />
documentation and forwarding procedures that meet the<br />
industry’s hygiene, temperature and humidity requirements<br />
through the entire supply chain.
Customer case ResMed<br />
The customer<br />
ResMed was formed in 1989 with the primary purpose to<br />
commercialize a device for treating obstructive sleep apnea<br />
(OSA), a major subset of sleep-disordered breathing (SDB).<br />
Today the company is listed at the New York Stock Exchange<br />
and the Australian Securities Exchange and has become a<br />
leading developer, manufacturer and marketer of products<br />
for the screening, treatment and long-term management of<br />
SDB and other respiratory disorders. Every year approximately<br />
6% of revenues are invested in research and product<br />
development. ResMed operates in over 68 countries via<br />
18 direct offices and a network of distributors with extensive<br />
knowledge and experience of local markets. Its team of<br />
over 2000 people based around the globe is working to<br />
help the millions of people suffering from SDB and other<br />
respiratory disorders.<br />
The challenge<br />
To support the Australian and Singapore manufacturing<br />
facilities, ResMed source raw product globally within<br />
a lean management environment. Standardization, best<br />
practice solutions, efficiency and stable cost management<br />
are required to support their product suite and new<br />
model releases that are distributed to the market worldwide.<br />
The geographical location in Australia also presents<br />
a logistics challenge to support time to market within an<br />
increasingly volatile carrier market.<br />
The solution<br />
Customer Groups<br />
<strong>Panalpina</strong> supports ResMed’s logistics in two dozen local<br />
organizations on four continents and with a wide array of<br />
services. The two partners have come a long way in a very<br />
short time: It all started in September 2007 when <strong>Panalpina</strong><br />
was awarded a two month trial of air freight export from<br />
Sydney to the USA In March 2008, <strong>Panalpina</strong> was among<br />
a group of service providers invited to RFQ and subsequent<br />
tender on a new logistics warehouse in Singapore to<br />
support ResMed’s newly created manufacturing facility<br />
to support the company’s ongoing growth. <strong>Panalpina</strong> was<br />
awarded the international air and ocean freight into and<br />
out of Australia, customs brokerage worldwide, the Singapore<br />
logistics warehousing, the international air and ocean<br />
freight into and out of Singapore, the ResMed third-party<br />
suppliers world wide into Singapore and intra-Asia cross<br />
traffic to support new product lines, the international air<br />
and ocean freight from Asia to North America to support<br />
the ResMed Motor Technology business as well as traffic<br />
to India where ResMed had just established their local<br />
operation in <strong>2009</strong>.<br />
“We were looking for a global service provider who takes initiative and continuously<br />
seeks improvements, for example by changing routing or minimizing lead times.<br />
With <strong>Panalpina</strong> we have developed strong relationships within all levels of the business<br />
in all locations within our supply chain.”<br />
Graeme Scott, Global Director of Logistics, ResMed<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
47
48<br />
Customer Groups<br />
Retail and Fashion<br />
The complexity, IT dependency and globalization of the<br />
Retail and Fashion industries are increasing steadily. The<br />
evolution of supply chains, at SKU (stock-keeping unit) level<br />
with shorter product life spans, plus the need for increased<br />
security and green supply chains add to the complexity.<br />
<strong>Panalpina</strong>’s Retail and Fashion vertical focus is on fashion,<br />
retail, FMCG (fast moving consumer goods), personal care<br />
and home goods. <strong>Panalpina</strong> collaborates with its customers<br />
to provide end-to-end solutions that deliver cost-saving<br />
and value-adding benefits. <strong>Panalpina</strong>’s dedicated Retail<br />
and Fashion industry specialists have extensive experience<br />
and in-depth industry know-how in supply chain design,<br />
implementation and execution. This gives its customers<br />
access to best-in-class added-value solutions. <strong>Panalpina</strong>’s<br />
people are strategically located in key areas around the<br />
world, depending on customer requirements. Delivering<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
operational excellence across Air Freight, Ocean Freight<br />
and Supply Chain Management is the essence of the way<br />
<strong>Panalpina</strong> does business. Utilizing leading-edge technology,<br />
<strong>Panalpina</strong>’s IT platforms provide intelligent tools to<br />
manage end-to-end processes, including real time, scheduled<br />
and exception reporting driven by an array of mutually<br />
agreed value-added key performance indicators. Many<br />
of the world’s leading fashion and retail companies recognize<br />
<strong>Panalpina</strong> as a first-class logistics service provider<br />
because of its dedicated, experienced and passionate employees,<br />
its global network and the value and flexibility of<br />
the solutions it delivers.
Customer case Manor<br />
The customer<br />
Manor is Switzerland’s biggest and most successful<br />
department-store chain. The Manor Group extends to the<br />
71 Manor stores employing some 11,300 personnel, the<br />
Athleticum sports goods chain and Switzerland’s FLY furniture<br />
shops. The Group, which is owned by Geneva-based<br />
Maus Frères Holding, generated total sales of CHF 3.35<br />
billion in <strong>2009</strong>. With an estimated share of over 60%, Manor<br />
is the market leader in the Swiss department-store segment.<br />
“Donnons du style à la vie” – “Let’s give life some<br />
style” – is the brand promise with which Manor strives to<br />
stand out from its competitors, by maintaining a firm focus<br />
on lifestyle and value for money and offering an everchanging<br />
range of fashionable items to delight and inspire<br />
its customers.<br />
The challenge<br />
Manor sources 750,000 food and non-food product lines<br />
from 6,500 different suppliers located all around the world,<br />
and a significant part of it from overseas, for example from<br />
the People’s Republic of China. Textiles, household goods,<br />
furnishings and other products are produced at several<br />
sites in the Shanghai area and around the Pearl River Delta.<br />
Within a saturated and highly competitive market such as<br />
the Swiss retail trade, the rapidly changing product lines<br />
create fast dynamics, which have to be managed with a<br />
state-of-the-art supply chain. Manor aims to keep processing<br />
time in Switzerland to a minimum and therefore allow<br />
for significant time and cost savings. Smooth communication<br />
processes between Manor and its logistics service<br />
providers require seamless IT integration. In addition, environmental<br />
considerations also have to be taken into account.<br />
The solution<br />
Customer Groups<br />
Manor and <strong>Panalpina</strong> have devised an integrated solution<br />
that gives Manor the commercial flexibility to successfully<br />
compete in the dynamic retail business. <strong>Panalpina</strong> first<br />
brings the different products together on a consolidation<br />
platform, where they are subjected to a number of checks:<br />
Are the necessary commercial documents available?<br />
Have the goods been correctly packed and tagged by the<br />
supplier? Are there any signs of external damage to the<br />
boxes? Are the goods undamaged? In order to verify this,<br />
<strong>Panalpina</strong> opens every tenth box on the spot and in case<br />
of a new supplier even every single box. Goods that arrive<br />
ahead of schedule are temporarily stored in the consolidation<br />
platform in order to guarantee just-in-time delivery<br />
in accordance with Manor’s operational excellence philosophy.<br />
All boxes are pre-tagged with the barcode of the<br />
Manor branch they are destined for and containers are<br />
loaded according to instructions from Manor’s distribution<br />
center. Regarding the transport, <strong>Panalpina</strong> offers various<br />
different packages (ocean, air and rail) that Manor can<br />
adjust according to their specific processing time and cost<br />
requirements. <strong>Panalpina</strong> is bound to use the containers<br />
to full capacity, which reduces the impact on the environment<br />
as well as total transportation costs. Standardized<br />
EDI notifications allow for smooth information exchange<br />
between Manor and <strong>Panalpina</strong>.<br />
“We believe that <strong>Panalpina</strong> shares the same service values as Manor. They know what we<br />
need to keep our customers happy, we speak the same language. Other key success factors<br />
in the retail business are innovation and proactive behavior. The partners in our supply chain<br />
have to comply with these requirements, which <strong>Panalpina</strong> does.”<br />
Rainer Deutschmann, Director Supply Chain Management, Manor AG<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
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50<br />
Customer Groups<br />
Oil and Gas<br />
With over four decades’ experience in the oil and gas<br />
industry, <strong>Panalpina</strong> is the recognized market leader<br />
with a special focus on serving the highly demanding upstream<br />
part of the business (exploration and production).<br />
The entire value chain in exploration and production consists<br />
of various cycles that all have the same end goal but<br />
require a variety of different supply chain solutions. Rather<br />
than homogenous containerized cargo shipped within the<br />
known consumer goods trade lanes, requirements range<br />
from sizeable capital equipment, rig components, subsea<br />
installations, pipes, associated chemicals, electronic equipment<br />
and consumables – all of which have to be moved<br />
to places as remote as the Siberian tundra or to odd shore<br />
bases along the West African coast. Yet the requirements<br />
do not stop at moving freight and transmitting information.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
In deep water, ship agency-related demands become an<br />
integral part of the upstream value chain: attending to<br />
floating installations, supply and service boats, people<br />
transfers, as well as board and lodging services.<br />
<strong>Panalpina</strong>’s leading market position is built on sturdy pillars<br />
that include a strong commitment to the industry, a global<br />
network covering the horizontal industry axis (Houston,<br />
Aberdeen, Singapore), a presence in all major oil and gas<br />
exploration and production sites around the world, a dedicated<br />
management structure with profound industry and<br />
mate rials know-how, logistic solutions that comply with the<br />
industry’s high HSE and compliance standards, and of<br />
course customer recognition as being among the industry’s<br />
best of the best.
Customer case KCA DEUTAG<br />
The customer<br />
KCA DEUTAG, a wholly owned subsidiary of Abbot Group<br />
Ltd, has a history of over 100 years of drilling and engineering<br />
activities across the globe, and undertakes projects<br />
in some of the most demanding corners of the world,<br />
including the deserts of the Middle East and North Africa,<br />
arctic Siberia and Kazakhstan, tropical regions, and the<br />
challenging offshore conditions in the North Sea and offshore<br />
Sak halin Island, far Eastern Russia. Headquartered<br />
in Aberdeen, Scotland, KCA DEUTAG employs over<br />
8,000 people and operates in over 20 countries worldwide,<br />
managing more than 100 drilling and work-over rigs,<br />
over 30 offshore platforms in the North Sea, Caspian Sea,<br />
in Angola and Sakhalin.<br />
The challenge<br />
KCA DEUTAG is committed to constantly reviewing and<br />
improving its business performance to ensure that it is both<br />
effective and efficient and continues to meet the needs of<br />
its clients. Naturally, the Global Supply Management (GSM)<br />
function plays a key role in this and regularly undertakes<br />
reviews of its suppliers to ensure that KCA DEUTAG’s<br />
requirements are met. The consequences of underperformance<br />
in the drilling business are especially severe and<br />
the sector is strongly focused on eliminating non-productive<br />
time (NPT) from its operations. The role of logistics<br />
providers in this is highly significant and particularly challenging.<br />
KCA DEUTAG selects its suppliers according to<br />
how competitive they are and how capable they are in<br />
meeting the given requirements. In this case, a strong focus<br />
Customer Groups<br />
on efficiency and ability to deliver door-to-door service<br />
was vital. In keeping with the company’s focus on business<br />
improvement, KCA DEUTAG sees the foundation of its<br />
relationships with logistics providers as being based on<br />
measurable performance.<br />
The solution<br />
<strong>Panalpina</strong>’s tender response contained the offer to assist<br />
in supply chain optimization as to identify further cost<br />
efficiency possibilities. This approach would support KCA<br />
DEUTAG’s intentions for improvement projects covering<br />
inventory alignment, RFID (radio frequency identification)<br />
and training. <strong>Panalpina</strong> has been awarded additional business<br />
in the key regions of Africa and Central Asia over the<br />
period of the next three years. The decision – representing<br />
the retention of both key current business and the award<br />
of new business activity – strongly increases <strong>Panalpina</strong>’s<br />
overall commercial relationship with KCA DEUTAG. The<br />
foundation of this existing strong and successful partnership<br />
with KCA DEUTAG is the application of integrated key<br />
account management principals.<br />
“<strong>Panalpina</strong>’s approach to supply chain optimization, inventory alignment and risk<br />
management fits with our own intention to bring greater visibility and efficiency to this<br />
area of the business. Our aim is always on meeting the needs of our business and,<br />
in turn, the needs of our clients. We believe that the service supplied by <strong>Panalpina</strong> will<br />
play a significant role in meeting these needs.”<br />
Alistair McGregor, Global Procurement and Supply Chain Manager, KCA DEUTAG<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
51
52<br />
Industrial Projects<br />
The construction of industrial plants and large infrastructure<br />
projects as well as the manufacturing of oversized equipment<br />
and modules presents highly challenging and complex<br />
transport logistics problems that often involve the transportation<br />
of very heavy and oversized loads.<br />
<strong>Panalpina</strong>’s dedicated project competence center, Panprojects,<br />
is based in Bremen, Germany, and employs some<br />
300 specialists at 44 strategic locations around the world.<br />
They develop transportation solutions that are tailor-made<br />
for each project and allow fast and secure shipment of<br />
plant parts as well as bulky and oversized goods for a great<br />
variety of projects.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
Panprojects provides its services mainly to companies<br />
involved in constructing refineries, LNG and petrochemical<br />
plants, mining emplacements or extensions, and power<br />
plants, and is working directly for suppliers of other industrial<br />
plants, heavy and oversized equipment and modules.
Customer case Uhde<br />
The customer<br />
Founded in 1921, today Uhde is part of the Plant Technology<br />
business area of the ThyssenKrupp Group. With more<br />
than 2,000 plants to its credit, it is one of the world’s leading<br />
engineering companies in the design and construction<br />
of chemical, refining and other industrial plants. Uhde has<br />
subsidiaries and associates in all four corners of the globe.<br />
This worldwide network, with over 4,900 employees, is<br />
active in a number of different fields: fertilizers, electrolysis,<br />
gas technologies, oil, coal and residue gasification, refining<br />
technologies, organic intermediates, polymers and synthetic<br />
fibers as well as coke plant and high-pressure technologies.<br />
Uhde offers their customers not only cost-effective<br />
high-tech solutions in industrial plant construction and<br />
the entire range of services associated with an EPC (engineering,<br />
procurement, construction) contractor but also<br />
provides comprehensive service packages for the entire<br />
life cycle of their plants.<br />
The challenge<br />
Egyptian Propylene & Polypropylene Company (EPPC),<br />
under the lead of Oriental Weavers Group, has commissioned<br />
Uhde to build a turnkey petrochemical complex<br />
in Port Said, some 170 kilometers north-east of Cairo. In<br />
the same country, Egyptian Nitrogen Products Co. SAE<br />
(ENPC) has commissioned Uhde to build a turnkey fertilizer<br />
complex in Damietta, some 160 kilometers north-east of<br />
Cairo. The worldwide material supply (excluding local content)<br />
Customer Groups<br />
for each project was estimated at about 100,000 freight<br />
tons. The total of about 200,000 freight tons for both<br />
plants included units from the size of a small family house<br />
with weights of up to 307 metric tons to small air freight<br />
packages that could be carried by hand. Shipments for<br />
EPPC have been completed, while shipments for ENPC are<br />
still ongoing. For both projects it was essential for Uhde<br />
to find a partner for shipments of all materials from origin<br />
to Egypt port and subsequent on-carriage to jobsite. The<br />
majority of the materials were ordered by Uhde from suppliers<br />
in central Europe, South Korea, India and China.<br />
The solution<br />
Against strong competition, <strong>Panalpina</strong>’s industrial projects<br />
division Panprojects was commissioned by Uhde with<br />
the shipping services for both projects. The execution plan<br />
of Panprojects with its dedicated offices at the main origin<br />
countries and the worldwide office structure of <strong>Panalpina</strong><br />
for each possible material supply plus the competitive rates<br />
convinced Uhde to nominate Panprojects as their partner<br />
for providing the shipping services for their two plants in<br />
Egypt. Even though the main communication and coordination<br />
was between Uhde Dortmund and Panprojects Bremen,<br />
the local contacts between their respective branches in<br />
Shanghai and India were essential for the success of the<br />
shipping arrangements. These included part charter of<br />
self-geared heavy lift vessels, part charter of non-geared<br />
breakbulk vessels, all types of container movements, and<br />
air freight arrangements.<br />
“When developing the shipping concept for these projects, we were looking for a<br />
true project forwarder with strong international presence to support our world-wide<br />
sourcing. The shipping services were tendered on a broad basis and <strong>Panalpina</strong><br />
won the tender against strong competition. <strong>Panalpina</strong>’s professional approach to the<br />
project and its international setup were the key factors for the successful shipping of<br />
our project. Our expectations have been completely fulfilled and the services rendered<br />
are most appreciated by Uhde.”<br />
Arvid Grosse-Bley, Head of Shipping Department, Uhde GmbH<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
53
Sustainable Growth
Overcoming business challenges sustainably<br />
The current business environment is challenging for the<br />
logistics sector. Many consumers are buying less while<br />
also demanding lower prices. The result is reductions in<br />
shipped volumes and price pressure throughout the whole<br />
supply chain, including logistics. There are different ways<br />
a company can react to this environment. Some might<br />
consider lowering their quality of service in order to lower<br />
costs. Others, however, see this business climate as a<br />
chance to increase efficiency and lower costs by applying<br />
innovation rather than elimination, and to enhance their<br />
positioning to take full advantage of the next market upturn.<br />
<strong>Panalpina</strong> clearly takes the second approach, and our<br />
sustainability initiative factors prominently in this business<br />
direction.<br />
Global Supply Chain Management, the key focus of<br />
<strong>Panalpina</strong>’s vision and strategy, has great potential to<br />
increase savings not only of energy use and emissions but<br />
also logistics costs. SMEs, in particular, can profit from<br />
highly efficient logistics solutions to control costs in a difficult<br />
market. <strong>Panalpina</strong> is well positioned to provide them<br />
with full-service solutions, and in return can benefit from<br />
attractive margins and risk diversification that the SME<br />
market offers. But for all clients of all sizes, greater cost<br />
awareness is increasing their acceptance of more sustainable<br />
solutions that increase the proportion of low-emission<br />
legs of shipments like ocean freight, and increase fuel efficiency<br />
in all shipment modes. The flexibility of <strong>Panalpina</strong>’s<br />
asset-light model allows us to make such shifts more easily<br />
than competitors who own more aircraft, ships, trucks<br />
or warehouses. Also, our financial flexibility, with a very low<br />
debt level, and our organizational flexibility, with a lean<br />
business structure, support our ability to react nimbly to<br />
market fluctuations.<br />
To take full advantage of the benefits of our asset-light<br />
model, close partnerships based on fairness and trust with<br />
centrally managed processes in areas such as security<br />
and compliance are essential for <strong>Panalpina</strong>. Innovative solutions<br />
such as transport services with low and transparent<br />
carbon footprints must include our partners to be successful.<br />
And employees that think globally and share responsibility<br />
with openness and appreciation are the foundation of<br />
operating a successful global network of business relationships.<br />
In <strong>2009</strong>, we again increased our positioning in these<br />
regards. We were admitted as a signatory member to the<br />
World Economic Forum’s Partnering Against Corruption<br />
Initiative (PACI), introduced a company-wide environmental<br />
data monitoring including CO2 emissions, and conducted<br />
our first global Employee Engagement Survey.<br />
I am confident that <strong>Panalpina</strong> has an excellent foundation<br />
for sustainable growth. We have the global footprint, deep<br />
industry know-how, and strong centralized processes and<br />
systems to use our asset-light model to enhance our position<br />
within the industry in the current challenging market.<br />
An increased globalization evolving around several global<br />
economic centers offers substantial growth potential for<br />
the future.<br />
Monika Ribar<br />
Chief Executive Officer
56<br />
Sustainable Growth<br />
Quality, Security and HSE<br />
Global approaches to sustainable values<br />
As a global organization with operations on six continents, <strong>Panalpina</strong> is focused<br />
on applying outstanding quality and strong environmental performance to meet and<br />
exceed its customers’ expectations.<br />
Over the past year, systems and processes have been<br />
deployed, upgraded and improved to do just this. With<br />
programs to ensure the health and safety of its employees,<br />
to enhance the quality of its customers’ experience, and to<br />
monitor and minimize the environmental impacts of global<br />
operations, <strong>Panalpina</strong> is positioning itself as an industry<br />
leader that can meet the most exacting freight transport and<br />
logistics challenges.<br />
Unwavering focus on quality<br />
<strong>Panalpina</strong>’s success depends on how well it serves its<br />
customers. This responsibility extends throughout the organization<br />
and across the globe and is embodied in its<br />
employee training and development programs, its culture of<br />
responsibility and accountability, and its close cooperation<br />
with its vendors and subcontractors. In <strong>2009</strong>, <strong>Panalpina</strong><br />
enhanced its focus on quality services by adding expertise<br />
in Six Sigma methodologies to its quality management<br />
team, and expanding its emphasis on performance measurement<br />
and monitoring. A key organizational development<br />
was the alignment of <strong>Panalpina</strong>’s Quality Department<br />
with the Corporate Audit Department. This shift enables<br />
coordinated reviews that utilize aligned standards and methodologies,<br />
the results of which can then be efficiently<br />
communicated to the Executive Board.<br />
Another element of <strong>Panalpina</strong>’s approach to quality management<br />
is the continued expansion and improvement of<br />
the Integrated Management System (IMS) – a repository<br />
for information regarding its business processes and standards.<br />
The IMS serves as a core component of <strong>Panalpina</strong>’s<br />
global Quality Management System which was audited<br />
and recertified in <strong>2009</strong> according to the ISO 9001: 2000<br />
standards. There are regular audits of <strong>Panalpina</strong>’s facilities<br />
around the world to ensure compliance with its global<br />
Quality Management System. In 2010, the IMS will continue<br />
to be the bedrock of <strong>Panalpina</strong>’s freight handling practices,<br />
and additional attention will be given to improving error<br />
handling and incident management.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
Customer feedback is also central to <strong>Panalpina</strong>’s commitment<br />
to high quality. Collected largely through customer<br />
surveys, this feedback plays an important role in informing<br />
continual improvement efforts. Projects are underway to<br />
standardize the methodologies for the surveys conducted<br />
at country level to ensure that they are as effective and<br />
informative as possible.<br />
High security awareness<br />
<strong>Panalpina</strong> Security stayed on course in <strong>2009</strong> with its proactive<br />
approach towards security. Remaining consistent<br />
with the new corporate structure and strategic focus, the<br />
regional security teams have become part of the corporate<br />
structure. The realignment permits Corporate Security<br />
to take an expanded view of the supply chain, customer<br />
requirements and internal operations to support policy<br />
development. The security team combines knowledge on<br />
transportation security, regulatory development, claims<br />
management and law enforcement, and forms the basis<br />
for sound security management by bringing together<br />
industry know-how, global experience and best practices.<br />
It is strongly supported by the Group’s Executive Board.<br />
In <strong>2009</strong>, <strong>Panalpina</strong> remained keenly aware of its customers’<br />
supply chain concerns. As part of a continuous improvement<br />
strategy, the Global Security Committee began retooling<br />
<strong>Panalpina</strong> Security Standards. Key to this effort was<br />
the introduction of an amended policy for Highly Vulnerable<br />
Cargo (HVC). <strong>Panalpina</strong>’s HVC offers our customers a<br />
variety of security-related options to enhance the standard<br />
of care we exercise for all business. HVC protocols give<br />
higher security consideration for at-risk products and shipping<br />
lanes. Also in <strong>2009</strong>, <strong>Panalpina</strong> expanded its support<br />
of the fight against global terrorism by securing Authorized<br />
Economic Operator (AEO) certification in Germany, the<br />
Nether lands and the United Kingdom and achieving global<br />
revalidation in the Customs-Trade Partnership Against<br />
Terrorism (C-TPAT).
To meet new airline cargo screening rules set by the U.S.<br />
Transportation Security Administration, <strong>Panalpina</strong> voluntarily<br />
began an initiative to make key U.S. hubs and gateways<br />
Certified Cargo Screening Facilities (CCSF). Participating<br />
in the CCSF program will permit <strong>Panalpina</strong> to offer greater<br />
safeguards to U.S. exports and transshipments while embracing<br />
international efforts to safeguard the world against<br />
acts of terrorism. At the same time <strong>Panalpina</strong> continues<br />
to support other global government supply chain programs<br />
and industry initiatives.<br />
A commitment to the environment<br />
As of <strong>2009</strong>, <strong>Panalpina</strong> has global certification according to<br />
the ISO 14001 framework, reflecting their commitment<br />
to the highest level of environmental responsibility. This certification<br />
was achieved through the PanGreen program,<br />
launched internally at the end of 2008. PanGreen is a corporate-wide<br />
initiative to, among other things, measure<br />
and monitor the environmental impacts of the company’s<br />
global operations. Phase 1 was completed during <strong>2009</strong>,<br />
and the initial global carbon dioxide footprint was assessed.<br />
In the coming years, this program will be extended to<br />
include <strong>Panalpina</strong>’s primary subcontractors in order to<br />
understand more fully the various environmental impacts<br />
across its supply chain. In conjunction with the Eco-Consumption<br />
program, <strong>Panalpina</strong> is deepening its commitment<br />
to minimizing its own environmental footprint and to<br />
helping its customers find ways to minimize the impact of<br />
their shipments.<br />
Globally, there are now 70 health, safety and environment<br />
representatives in place. These representatives are responsible<br />
for providing guidance and advice regarding HSE<br />
issues to the <strong>Panalpina</strong> management team. Internal audits<br />
are performed by more than 100 trained auditors, and<br />
696 on-site inspections were carried out in <strong>2009</strong> (previous<br />
year: 591).<br />
Health and safety programs<br />
The health and safety of <strong>Panalpina</strong>’s employees is of paramount<br />
importance. The company’s efforts in this arena<br />
include ensuring a safe and hygienic workplace, instilling a<br />
culture of responsibility and risk mitigation, and communicating<br />
with employees, contractors and vendors on issues<br />
of health risks, preventive measures, hygiene and proper<br />
medical care.<br />
Sustainable Growth<br />
A particular challenge to the HSE strategy arose in <strong>2009</strong> in<br />
the form of the global swine flu pandemic. <strong>Panalpina</strong><br />
responded to this challenge by developing an emergency<br />
response plan for this outbreak, which was singled out for<br />
praise by customers across the globe.<br />
<strong>Panalpina</strong> insists upon the highest standards of safety in<br />
transportation, logistics and risk mitigation associated<br />
with the handling, storage and transportation of cargo. Its<br />
training programs and staffing procedures ensure that<br />
employees are qualified for the tasks they are assigned,<br />
and that state-of-the-art equipment is used for lifting,<br />
shelving, and storing cargo. Employees must use personal<br />
protective equipment and must be authorized to work with<br />
hazardous goods. Highly trained special response teams<br />
are in place to respond rapidly and appropriately to any<br />
emergency situation that may arise. In <strong>2009</strong>, <strong>Panalpina</strong>’s<br />
Emergency Response plan was deployed globally across<br />
all <strong>Panalpina</strong> facilities.<br />
<strong>Panalpina</strong> extended its Occupational Health and Safety<br />
Assessment Series (OHSAS) 18001 certification to include<br />
its facilities in China, Poland and Colombia, in addition<br />
to the twenty-three sites already certified in previous years.<br />
The company is committed to complying with international<br />
standards such as the ADR (European Agreement concerning<br />
the International Carriage of Dangerous Goods by<br />
Road), the IATA Dangerous Goods Regulations and the<br />
IMDG Code. <strong>Panalpina</strong> reported no fatal accidents in <strong>2009</strong>,<br />
with the total number of nonfatal accidents recorded at 37.<br />
As part of the Behavioral Safety Program, employees are<br />
also encouraged to report events which might have led to<br />
an accident. As a result, in <strong>2009</strong>, 102 “near-misses” were<br />
reported (previous year: 97). The rate of lost working day<br />
incidents in the certified areas stayed low, at 11.4 (in days<br />
lost per 200,000/total working hours) compared to 15.4 in<br />
the previous year.<br />
Working with subcontractors<br />
<strong>Panalpina</strong>’s success depends partly upon the quality<br />
delivered by its subcontractors. By closely monitoring<br />
all steps along its supply chain, the <strong>Panalpina</strong> team can<br />
recognize opportunities to improve the safety, reliability<br />
and environmental performance of the services it offers to<br />
its customers. This is accomplished through regular communication<br />
with subcontractors and a rigorous audit program,<br />
whereby vendors are spot-checked for compliance<br />
with <strong>Panalpina</strong>’s policies, as well as contractual and regulatory<br />
obligations. In <strong>2009</strong>, 9 instances (previous year: 28)<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
57
58<br />
Sustainable Growth<br />
were noted where <strong>Panalpina</strong> issued corrective action<br />
requests to subcontractors, requiring them to improve their<br />
HSE policies or procedures.<br />
Through these interactions, opportunities for improvement<br />
can also be recognized. <strong>Panalpina</strong> subcontractors are<br />
sometimes the source of new ideas for product or service<br />
offerings, and, likewise, <strong>Panalpina</strong> can offer its own experience<br />
and insight to its subcontractors on how they could<br />
improve their operations. As an example, in 2010, <strong>Panalpina</strong><br />
will pilot a program in which the energy and environmental<br />
impacts of some of its subcontractors will be assessed,<br />
with the aim of accurately calculating the carbon footprint<br />
of a particular shipment. This will undoubtedly provide<br />
new insights for <strong>Panalpina</strong>’s network of subcontractors for<br />
improving their own environmental performance.<br />
Environmental initiatives<br />
<strong>Panalpina</strong> is committed to minimizing the environmental<br />
impact of its operations. To accomplish this, it pilots<br />
new projects, programs and technologies to reduce or<br />
even eliminate releases of pollutants to air, water or soil.<br />
Training and education play a key role in <strong>Panalpina</strong>’s environmental<br />
portfolio. In <strong>2009</strong>, an environmental e-learning<br />
training program was launched, and all employees participated<br />
globally. In addition to this, <strong>Panalpina</strong> has made<br />
this training program available to its subcontractors so their<br />
employees can also benefit from <strong>Panalpina</strong>’s experience<br />
in this area.<br />
Automating trucking transactions: Freight forwarding companies<br />
frequently seek to automate transactions in order<br />
to increase efficiency, lower costs, and monitor quality.<br />
However, as <strong>Panalpina</strong> has learned, it also eliminates large<br />
amounts of paper, sometimes as much as several hundred<br />
trees’ worth annually. By utilizing electronic versions of<br />
invoices, insurance certificates, contracts and other supporting<br />
documents, <strong>Panalpina</strong> has not only made their<br />
operations more efficient, but realized a significant environmental<br />
benefit.<br />
CO2-neutral shipping: Customers can request that their<br />
shipments be made carbon neutral through the use of<br />
carbon offset credits. <strong>Panalpina</strong> will calculate the total car-<br />
bon footprint using the methodologies of the Greenhouse<br />
Gas Protocol, and order traceable, documented carbon<br />
offsets in order to render a particular shipment, or set of<br />
shipments, carbon neutral.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
Reusing shipping materials: <strong>Panalpina</strong>’s Beijing gateway<br />
initiated a program to reuse shipment covers that were<br />
previously discarded. When shipments that are covered by<br />
these tarpaulins are received at the destination, the tarpaulins<br />
are stored until enough are collected to fill a container,<br />
which is then returned to the originating point. Thus far,<br />
over 950 tarpaulins have been returned for reuse, not only<br />
eliminating the waste, but also saving over 20% in costs.<br />
Overview of environmental performance indicators <strong>2009</strong><br />
In <strong>2009</strong>, <strong>Panalpina</strong> reached an important milestone in terms<br />
of its environmental monitoring. For the first time, key<br />
indicators of the environmental impacts of the company’s<br />
internal operations could be collected in a systematic,<br />
harmonized manner across 80 countries in all regions<br />
where <strong>Panalpina</strong> operates.<br />
This enhanced data set will be essential in planning for<br />
further reductions of environmental inputs, and will be<br />
the foundation of extending environmental monitoring to<br />
<strong>Panalpina</strong>’s subcontractors, especially with regard to<br />
energy use and CO2 emissions.<br />
The following table at the right gives an overview of the<br />
environmental performance figures collected as of <strong>2009</strong><br />
across <strong>Panalpina</strong>’s internal operations globally. Compari-<br />
sons with previous year figures will be available starting<br />
next year, when the data management system will have<br />
been used for a second full business year.
Almost 30% of indirect energy use – electricity and<br />
district heat consumption – is sourced from renewable<br />
sources.<br />
Sustainable Growth<br />
Activties 1 Performance indicator Unit <strong>2009</strong> values<br />
Energy and CO2<br />
Electricity Consumption terajoule 173<br />
Heating Overall consumption terajoule 76<br />
– District heat terajoule 9<br />
Vehicle fuel Consumption (<strong>Panalpina</strong>-owned and lease vehicles only) terajoule 195<br />
CO2 emissions 2 Total emissions tons 38,200<br />
– Direct (Scope 1) tons 17,700<br />
– Indirect (Scope 2) tons 20,500<br />
Materials<br />
Paper Consumption Sheets /106 204<br />
Toner cartridges Consumption Number 12,600<br />
Water Consumption m3 /1000 331<br />
Spillages 3 Incident number 10<br />
Notes:<br />
1 For each indicator, there are some countries where no data was provided in this first year of monitoring. For more details, please refer<br />
to the GRI Content Index.<br />
2 C O 2 emissions were calculated according to guidelines of the Greenhouse Gas Protocol. Emission factors for direct emissions were<br />
taken from IPCC, 2006. Emission factors for indirect emissions were taken from the International Energy Agency (IEA). For more details,<br />
please refer to the GRI Content Index.<br />
3 There was no case with significant damage.<br />
Energy balance by energy category<br />
Indirect<br />
renewable energy<br />
in GJ<br />
200,000<br />
175,000<br />
150,000<br />
125,000<br />
100,000<br />
75,000<br />
50,000<br />
25,000<br />
0<br />
Indirect<br />
energy<br />
Direct<br />
renewable energy<br />
Electricity Heating Owned<br />
vehicles<br />
Direct energy<br />
Vehicle fuels and electricity use are the main sources<br />
of direct (scope 1) and indirect (scope 2) CO2 emissions<br />
by <strong>Panalpina</strong>’s operations.<br />
CO2 emission by scope and activity<br />
Scope 2 Scope 1<br />
in t CO2<br />
20,000<br />
17,250<br />
15,000<br />
12,250<br />
10,000<br />
7,250<br />
5,000<br />
2,250<br />
0<br />
Electricity Heating Owned<br />
vehicles<br />
www.panalpina.com / quality<br />
www.panalpina.com / security<br />
www.panalpina.com / hse<br />
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Sustainable Growth<br />
Employees<br />
Engagement, development and compensation<br />
for long-term success<br />
<strong>Panalpina</strong>’s Global Human Resource Processes support employees in contributing<br />
to the company’s strategic business goals by focusing on securing organizational<br />
capabilities, individual competencies and employee engagement.<br />
For the first time in its history, the company had to reduce<br />
staff to adjust to lower business volumes. Certain organizational<br />
layers were eliminated to further improve efficiency<br />
and enabling decisions to be made closer to the market.<br />
In such an environment, <strong>Panalpina</strong> has relied upon each and<br />
every employee’s passion in contributing to the company’s<br />
goals and focused upon ensuring that our employees feel<br />
valued for their efforts. To bolster organizational support,<br />
the Global HR Process has been further aligned with the<br />
corporate strategy and strengthened as a service partner<br />
for the entire company. In our Business Areas we are also<br />
focusing far more on the implementation of HR processes<br />
and policy.<br />
A global team with high engagement<br />
At the end of <strong>2009</strong>, <strong>Panalpina</strong> had 13,570 employees in<br />
80 countries. Committed employees have the opportunity<br />
to grow with <strong>Panalpina</strong>, enhancing the service provided<br />
to customers. In order to better understand how our employees<br />
are “thinking, feeling and acting,” <strong>Panalpina</strong>’s first<br />
global Employee Engagement Survey was conducted in<br />
<strong>2009</strong> in ten languages. 10,993 employees took part in the<br />
survey, representing a 81.5% response rate, with 47.3%<br />
of the respondents having more than five years of experience<br />
at <strong>Panalpina</strong>. Women comprised 48% of respondents.<br />
Results from the survey indicate that levels of employee<br />
engagement are in line with Towers Watson Global High<br />
Performance Norm and significantly above typical values<br />
in our industry. Topics on which employees expressed<br />
particular satisfaction included efficiency and quality, systems<br />
and tools and collaboration and alignments, while<br />
room for improvement was identified, for example, in relation<br />
to Communication and learning & development –<br />
areas which will be addressed by follow-up initiatives.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
Continued commitment to learning and development<br />
Today’s challenging environment notwithstanding, <strong>Panalpina</strong><br />
remains committed to providing need-based and timely<br />
training for its employees. The <strong>Panalpina</strong> Academy increased<br />
its focus on aligning individual learning and development<br />
plans with the capability requirements of the organization,<br />
supporting <strong>Panalpina</strong>’s ability to deliver on its strategy.<br />
One focus in <strong>2009</strong> was the continued rollout of a financial<br />
skills building program. Over 170 key non-financial personnel<br />
with P & L responsibilities completed an intensive<br />
“Basics of Finance” program now bringing the total to more<br />
than 400 key personnel trained over the past 2 years. An<br />
Advanced Finance Program based on value creation was<br />
also rolled out, led by the CFO who was supported by<br />
the Academy. Over 500 members of key management have<br />
completed the program by the end of February 2010.<br />
In addition to the major e-learning initiative on compliance<br />
(see Corporate Culture chapter), e-learning at <strong>Panalpina</strong><br />
has been extended by the development of programs on<br />
Customer Satisfaction for operations employees and<br />
Product Training for the sales force. Initially in English and<br />
thereafter in an additional five languages, these trainings<br />
will be offered to over 4,000 employees in 2010. And within<br />
the PanGreen initiative, e-learning was provided on Ecoconsumption<br />
and the <strong>Panalpina</strong> Environmental Management<br />
System, with over 9,000 employees successfully<br />
completing those modules in <strong>2009</strong>.<br />
The Company’s global high-potential program on collaborative<br />
strategic leadership skills, now in its very successful<br />
sixth year, enrolled an additional thirty-three candidates in<br />
<strong>2009</strong>. This year, the company also re-launched an intensive<br />
global leadership and managerial skills program. Over<br />
250 department heads, team leaders, and supervisors<br />
will undergo three modules of this program over the course<br />
of the next twelve months in Mandarin, German, French,<br />
Portuguese, Spanish and English.
Assessment centers to identify the leaders of tomorrow<br />
Having the right people in the right positions and having a<br />
leadership pipeline is key for the future success of <strong>Panalpina</strong>.<br />
To build on our internal Performance and Appraisal process,<br />
and to successfully select, promote and develop highpotential<br />
candidates for leadership positions, assessment<br />
centers have been established as another tool in helping<br />
us build a high-performance organization. They complement<br />
interviews with other forms of exchanges, including presentation<br />
exercises and role-play. Studies have shown that<br />
such a comprehensive method is over three times more<br />
effective at predicting success of candidates selected as<br />
compared to pure interview processes.<br />
Assessment centers are currently offered to selected senior<br />
management staff members to evaluate and nurture talent.<br />
Their goals include accelerated employee development and<br />
improved succession planning.<br />
Fair, transparent and motivating compensation<br />
<strong>Panalpina</strong> takes pride in continuing to be an Employer of<br />
Choice despite the harsh economic reality of <strong>2009</strong>.<br />
<strong>Panalpina</strong> achieves its goals by benchmarking its HR pro-<br />
cesses against Global Best Practices. <strong>Panalpina</strong> ensures<br />
fair and competitive compensation through participation<br />
in market surveys thereby maintaining a keen competitive<br />
edge and retaining top talent. Further reflecting fairness,<br />
2010 will be a year to consolidate compensation and benefit<br />
practices across its global locations. Both the number<br />
of key executives offered and the number participating<br />
in the Management Incentive Plan are at an all-time high,<br />
clearly demonstrating commitment by staff to align with<br />
shareholders and their long-term faith in <strong>Panalpina</strong> and its<br />
strategic outlook.<br />
To streamline the cross-border transfers for key personnel<br />
the Global Mobility Policy developed in 2008 was extended<br />
in <strong>2009</strong> by establishing a global employment company for<br />
international assignees. This facilitates employee career<br />
progression and increases cost controls and unprecedented<br />
transparency. Affordable, focused and fair compensation<br />
is key to future success.<br />
Employees Number<br />
Europe/Africa /Middle East/CIS 6,822<br />
North America 2,187<br />
Central and South America 1,755<br />
Asia Pacific 2,806<br />
Total 13,570<br />
www.panalpina.com / jobs<br />
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Sustainable Growth<br />
Corporate Culture<br />
Shared values, ethical behavior<br />
<strong>Panalpina</strong>’s corporate culture embodies shared values, cross-cultural understanding,<br />
and ethical behavior based on fairness, respect and responsibility in all dealings within<br />
and outside the company.<br />
Multicultural exchange and cross-border collaboration are<br />
integral components of <strong>Panalpina</strong>’s corporate culture.<br />
They are essential for the success of <strong>Panalpina</strong>, with its<br />
ca. 500 own representative offices in over 80 countries,<br />
and close collaboration with partner companies in a further<br />
80 countries.<br />
During the year under review, 21 employees from 8 countries<br />
took advantage of <strong>Panalpina</strong>’s exchange program,<br />
allowing them to spend an average of three months abroad<br />
within the company. Participation was particularly intense<br />
by employees from China, North America, Germany and<br />
the Netherlands. The respect for all cultural backgrounds<br />
strengthened by such exchanges is also supported by the<br />
company’s Code of Conduct.<br />
Also during this year we have engaged many employees<br />
from right around the globe in revisiting our core values.<br />
Our aim is to bring more to the forefront of peoples minds<br />
the values we espouse and live and to secure that all our<br />
employees really do understand what values mean to them<br />
in relation to the daily work decisions they make and the<br />
manner in which they interact with their customers and<br />
their colleagues. Building an understanding of the values<br />
we want all our employees to share takes time and effort<br />
but we see this as a fundamental investment in maintaining<br />
a relevant, strong and healthy corporate culture.<br />
Securing business responsibility: The Code of Conduct<br />
Introduced in 2006 and enhanced in 2008, <strong>Panalpina</strong>’s<br />
Code of Conduct represents the company’s commitment<br />
to honesty, integrity and responsibility. The Code is based<br />
on principles derived from the United Nations’ Universal<br />
Declaration of Human Rights and from internationally<br />
recognized environmental standards and labor laws. The<br />
Code of Conduct requires <strong>Panalpina</strong> to comply with all<br />
legal provisions in force and with the highest ethical standards.<br />
It contains binding rules on health, safety, and<br />
environment, on employee relations, including protection<br />
from discrimination and harassment, on ethical business<br />
conduct, including fair competition and antitrust and<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
trade regulations, on the strict prohibition of bribery and<br />
corruption, including a prohibition on political contributions<br />
by the company, and on responsibility for company<br />
assets and financial integrity.<br />
The Code of Conduct is available in 30 languages via<br />
the Intranet, and can also be downloaded from<br />
www.panalpina.com/culture. It applies to all <strong>Panalpina</strong><br />
employees. In keeping with the successful 2008 program<br />
to obtain signatures from all employees confirming their<br />
commitment to following the Code’s provisions, all new<br />
employees that joined the company in <strong>2009</strong> have signed<br />
the Code. Staff members can report breaches of the<br />
Code of Conduct to their line or HR managers or directly<br />
to the Corporate Compliance Office.<br />
Strong continuation of Compliance Program expansion<br />
Reflecting the importance <strong>Panalpina</strong> attaches to compliance<br />
issues, in the year under review a decision was made<br />
to double the size of the compliance team. When the<br />
new positions have been filled, seven full-time Corporate<br />
Compliance Managers will assist the Corporate Compliance<br />
Officer, Markus Heyer, who reports directly to the<br />
CEO and to the Legal and Compliance Committee of the<br />
Board of Directors.<br />
In the year under review, the compliance team visited<br />
<strong>Panalpina</strong> operations in more than 20 countries to make<br />
sure that Code of Conduct and Compliance programs<br />
were implemented fully and correctly. The selection of the<br />
countries chosen for these checks was partly based on<br />
the Corruption Perceptions Index of Transparency International,<br />
a global civil society organization focused on the<br />
fight against corruption.<br />
In 2008, a major expansion of internal instruction under<br />
<strong>Panalpina</strong>’s Compliance Program was started. This initiative<br />
continued in <strong>2009</strong>, with 40 management training sessions<br />
on compliance conducted in the year under review,<br />
and a particular focus on antitrust issues. The company’s<br />
e-learning platform that supports employees in familiarizing
themselves with the Code of Conduct and key compliance<br />
issues was initiated in 2008 with a first module on general<br />
introduction to the Code of Conduct with a focus on anticorruption.<br />
In <strong>2009</strong>, two additional modules were made<br />
available in 16 languages. The first new module, focusing<br />
on antitrust issues, was successfully completed by more<br />
than 11,500 employees by the end of the year. Roll-out of<br />
the second new compliance e-learning module, focusing<br />
on trade regulation issues, started in November <strong>2009</strong>.<br />
Working with suppliers, customers and peers on<br />
securing compliance<br />
In addition to continuing the roll-out of the compliance<br />
program for corruption prevention to suppliers and subcontractors,<br />
in the year under review <strong>Panalpina</strong> also increasingly<br />
discussed compliance issues directly with its customers.<br />
The Corporate Compliance team gave presentations on<br />
the company’s compliance programs to major customers<br />
around the world. The focus was on Oil and Gas customers,<br />
but other sectors such as Hi-tech were included as<br />
well. The customer feedback was very positive and supportive,<br />
and <strong>Panalpina</strong> is committed to continue working<br />
with its clients on securing compliance throughout the<br />
value chain.<br />
<strong>Panalpina</strong> is known for its clearly<br />
defined values and for rules<br />
of behavior that meet the highest<br />
standards.<br />
Also in <strong>2009</strong>, <strong>Panalpina</strong> was admitted as a signatory<br />
member to the World Economic Forum Partnering Against<br />
Corruption Initiative (PACI). The PACI requires CEO com-<br />
mitment to zero tolerance for bribery and a commitment<br />
to implement a practical and effective anticorruption program<br />
within the company, benchmarked against the PACI<br />
Principles.<br />
www.panalpina.com / culture<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
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Sustainable Growth<br />
Information Technology<br />
Building integrated data systems for a<br />
global organization<br />
In this era of instantaneous global information exchange and an ever-growing need for<br />
visibility, <strong>Panalpina</strong>’s customers are increasingly expecting immediate and accurate<br />
data regarding all aspects of the freight transport process, including locations, security<br />
and detailed environmental impacts. As a result, the company is taking steps to<br />
meet these demands through the deployment of state-of-the-art IT systems, new technologies<br />
and smart, robust systems architecture.<br />
<strong>Panalpina</strong>’s aim is to offer a bundle of IT solutions to support<br />
customers to create value along their supply chain.<br />
In the past year, the <strong>Panalpina</strong> IT team continued to expand<br />
various key components of its IT portfolio. As part of its<br />
objectives to more seamlessly integrate <strong>Panalpina</strong>’s data<br />
landscape with that of its customers, several key systems,<br />
notably the SAP-based Transport Management System<br />
and the Supply Chain Toolbox, were slated for significant<br />
upgrades. Worldwide rollout of the new Document Management<br />
System was finished at the end of <strong>2009</strong>, which will<br />
enhance productivity and consolidate and optimize processes<br />
across all business units.<br />
In <strong>2009</strong>, a new Management Information System was<br />
implemented to enable <strong>Panalpina</strong>’s business units, partners<br />
and customers easier access to data and improve<br />
the control mechanisms for data quality and security. This<br />
system is a key element in a shift toward online reporting<br />
throughout the <strong>Panalpina</strong> organization, and ultimately<br />
will consolidate financial reporting, shipment information,<br />
customer-relevant information and the measuring and<br />
monitoring of key performance indicators into one integrated<br />
infrastructure.<br />
Meeting customer expectations<br />
The SAP Transport Management System is an end-to-end<br />
business solution that successfully passed the pilot rollout<br />
in December <strong>2009</strong> and did go live with the first implementation<br />
for Ocean Freight in January 2010. The tool that soon<br />
will be used globally and is planned to cover all <strong>Panalpina</strong><br />
products, offers several advantages. First, it unifies the<br />
quotation process, providing a single portal where a customer<br />
can receive transport shipment rates. Second, it<br />
automates the billing process, allowing for a smooth workflow.<br />
Lastly, the system will facilitate increased data quality<br />
and simplify the documentation process.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
To further improve <strong>Panalpina</strong>’s data systems, two key<br />
legacy applications, the Order Management System and<br />
the Track and Trace System, were migrated to a new<br />
technology platform. This has several key benefits, includ-<br />
ing enhanced scalability in line with market expectations,<br />
a more complete integration of the Supply Chain Manage-<br />
ment landscape into <strong>Panalpina</strong>’s core operations systems,<br />
and greater flexibility to respond to various customer<br />
requirements.<br />
State-of-the-art IT infrastructure<br />
The optimization of <strong>Panalpina</strong>’s hardware infrastructure<br />
also continues to be a priority, as evidenced by ongoing<br />
efforts to virtualize its IT server systems. The benefits to<br />
be gained from this include a reduction in the total cost of<br />
ownership, the optimization of hardware utilization, reduced<br />
maintenance and energy requirements for the company’s<br />
data centers, and thus improved overall environmental<br />
performance.<br />
Outlook for 2010<br />
In the upcoming year, efforts will continue to completely<br />
integrate the data and IT systems across <strong>Panalpina</strong>.<br />
Specifically, an Air Freight application will be developed for<br />
the Transport Management System and the Ocean Freight<br />
system will be rolled out globally. Responding to the needs<br />
of customers will continue to be a priority, particularly in<br />
the area of providing data, labeling, and information regarding<br />
their shipments, and deploying new technologies to<br />
track shipments anywhere in the world. With the help of the<br />
most advanced tools in place, <strong>Panalpina</strong> is strengthening<br />
its position as a global supply chain management company<br />
with state-of-the-art IT solutions.
Social Commitment<br />
Preventing poverty-induced blindness<br />
Sustainable Growth<br />
<strong>Panalpina</strong> believes its social responsibilities extend beyond fair and ethical conduct<br />
toward customers, employees and suppliers, and include a responsibility toward<br />
society as a whole. Since 2003, <strong>Panalpina</strong> has supported the Vision First program in<br />
Ghana, which prevents avoidable blindness by offering clinical and surgical eye care<br />
to patients who otherwise would not have access to treatment.<br />
In order to focus its social commitment on a project where<br />
the company’s engagement makes a clear difference,<br />
<strong>Panalpina</strong> has chosen one key initiative that has measureable<br />
outcomes and is conducted in one of the regions<br />
where the company operates.<br />
Estimates indicate that more than 25 million people in the<br />
African region live with visual impairment. One child goes<br />
blind every minute and has a 50% risk of dying within two<br />
years of the onset of blindness. In Ghana alone about<br />
230,000 people, or more than 1% of its estimated 20 million<br />
inhabitants, are blind. Over 80% of these cases are caused<br />
by preventable and curable diseases such as cataract,<br />
trachoma and nutritional blindness. Receiving appropriate<br />
treatment is difficult for the affected, due in part to both<br />
poverty and a scarcity of trained healthcare providers. Africa<br />
has just one ophthalmologist for every one million inhabitants,<br />
compared to the one to thirteen thousand ratio in<br />
Switzerland.<br />
Combining international and local resources for success<br />
To mitigate this situation, the Vision First program has a<br />
three-pronged approach: treating eye disorders that can<br />
lead to blindness, training specialized medical personnel,<br />
and expanding infrastructure and technology. This is<br />
made possible by a combination of external funding like<br />
Right to Sight and Vision First<br />
The global Right to Sight program, a partnership between<br />
the WHO and the International Agency for Prevention of<br />
Blindness, was established in 1999 to eliminate avoidable<br />
blindness by the year 2020, and prevent the 100%<br />
increase in the prevalence of avoidable visual impairment<br />
between 1990 and 2020 projected at that time. In Ghana,<br />
the Swiss Red Cross and the Ghana Red Cross Society<br />
collaborate with the Ministry of Health to implement these<br />
goals via the Vision First initiative. <strong>Panalpina</strong> has supported<br />
Vision First since 2003.<br />
<strong>Panalpina</strong>’s support with local resources: a key contribution<br />
to the program is a network of volunteers that provide<br />
eye care in remote village communities. These volunteers<br />
conduct eye checks, support the affected in receiving<br />
glasses or treatment in the nearest clinic, and offer vital<br />
information on eye care that helps many to avoid blindness.<br />
Since its initial involvement in 2003, <strong>Panalpina</strong> has supported<br />
Vision First in an ongoing partnership with the<br />
program’s organizers. The company’s commitment was<br />
extended for three further years in both 2006 and <strong>2009</strong>.<br />
In each three-year period, <strong>Panalpina</strong> commits CHF 600,000<br />
to this program, which has provided clinical services to<br />
more than 750,000 people and surgical services to over<br />
20,000 patients since its inception.<br />
<strong>2009</strong> results<br />
Patients treated<br />
(in clinics, in the field and in schools)<br />
121,898<br />
Surgeries performed 1,190<br />
Patients issued with vision aids 892<br />
Clinics / hospitals in operation 13<br />
Persons reached by Red Cross volunteers for health<br />
education<br />
Number of personnel<br />
420,241<br />
Ophthalmologists 1<br />
Opticians 2<br />
Eye-care advisors 0<br />
Nurses (trained to treat minor eye diseases) 23<br />
Schoolteachers (with special training on healthcare<br />
m a t t e r s )<br />
325<br />
Active Red Cross volunteers 878<br />
www.panalpina.com / society<br />
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Sustainable Growth<br />
Corporate Governance<br />
Corporate Governance and Remuneration <strong>Report</strong>:<br />
committed to a transparent management structure<br />
<strong>Panalpina</strong> is committed to a transparent management structure that is governed<br />
by international corporate governance principles. This Corporate Governance <strong>Report</strong><br />
complies with the revised Directive of the SIX Swiss Exchange and therefore serves<br />
to provide investors with key information regarding corporate governance in an<br />
acces sible format. Section 5 of this report also serves as a Compensation <strong>Report</strong> as<br />
recommended by economiesuisse in its Swiss Code of Best Practice for Corporate<br />
Governance guidelines.<br />
1 Group structure and shareholders<br />
1.1 Group structure<br />
1.1.1 Operational group structure<br />
<strong>Panalpina</strong>’s business activities are primarily regionally<br />
oriented. The operating structure is divided into the following<br />
four regional units:<br />
• Europe/Africa/Middle East/CIS<br />
• Asia Pacific<br />
• North America (USA and Canada)<br />
• Central and South America<br />
Effective 1 January <strong>2009</strong>, <strong>Panalpina</strong> integrated the regional<br />
management layer into its Head Office structure.<br />
Secondary, the business activities are subdivided into the<br />
following business segments:<br />
• Air Freight<br />
• Ocean Freight<br />
• Supply Chain Management (logistics and overland<br />
transportation activities)<br />
Supplementary information can be taken from the segmental<br />
reporting section of the Consolidated Financial<br />
Statements (pages 104 – 105).<br />
1.1.2 Listed companies within the scope of<br />
consolidation<br />
<strong>Panalpina</strong> World Transport (Holding) Ltd. (PWT), the ultimate<br />
holding company of the <strong>Panalpina</strong> Group, is the only listed<br />
company within the scope of consolidation. PWT has its<br />
registered office in Basel, Switzerland. The PWT shares<br />
are exclusively listed on the SIX Swiss Exchange.<br />
The market capitalization on the closing date amounted to<br />
CHF 1,645 million (25,000,000 registered shares at<br />
CHF 65.80 per share).<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
The PWT shares are traded under Valor no. 216808 /<br />
ISIN CH0002168083, symbol PWTN.<br />
1.1.3 Non-listed companies within the scope of<br />
consolidation<br />
The main subsidiaries and associated companies are<br />
disclosed in the Consolidated Financial Statements<br />
(pages 138 – 140) itemized by registered office, nominal<br />
capital, equity interest in percent, investment and method<br />
of consolidation.<br />
1.2 Significant shareholders<br />
The Ernst Göhner Foundation, Zug, Switzerland, is the<br />
main shareholder of PWT, with an equity participation<br />
of 44.58%.<br />
<strong>Panalpina</strong> World Transport (Holding) Ltd., Basel, Switzerland,<br />
held a share capital of 5.33% on closing date. The<br />
respective treasury shares were purchased as a result of<br />
PWT’s share buyback program (referenced in section 2.3)<br />
and its share and option program (referenced in section 5.1).<br />
With regard to other significant shareholders, during the<br />
reporting year various disclosures were made on the SIX<br />
online publication platform. The various notifications (listed<br />
by shareholder and transaction date) are summarized as<br />
follows:<br />
The Income Fund of America Inc., Los Angeles, USA<br />
12. 02. <strong>2009</strong> increase of share capital to 3.2%<br />
17. 04. <strong>2009</strong> decrease of share capital to less than 3%<br />
Deccan Value Advisors LP, Greenwich, USA<br />
11. 06. <strong>2009</strong> decrease of share capital to less than 5%<br />
30. 06. <strong>2009</strong> increase of share capital to 5.01%<br />
31. 07. <strong>2009</strong> decrease of share capital to less than 5%<br />
16. 09. <strong>2009</strong> decrease of share capital to less than 3%
Artisan Partners Limited Partnership, Milwaukee, USA<br />
03. 11. <strong>2009</strong> increase of share capital to 5.01%<br />
FIL Ltd. (Fidelity International) Hamilton, Bermuda<br />
29. 07. <strong>2009</strong> increase of share capital to 3.01%<br />
17. 09. <strong>2009</strong> increase of share capital to 5.37%<br />
24. 11. <strong>2009</strong> decrease of share capital to less than 5%<br />
Capital Group Companies, Los Angeles, USA<br />
29. 10. <strong>2009</strong> decrease of share capital to less than 5%<br />
01. 12. <strong>2009</strong> decrease of share capital to less than 3%<br />
After the balance sheet date the following disclosure<br />
notices were published:<br />
FIL Ltd. (Fidelity International) Hamilton, Bermuda<br />
28. 01. 2010 decrease of share capital to less than 3%<br />
Cevian Capital II Master Fund L.P.<br />
27. 01. 2010 increase of share capital to 3.77%<br />
23. 02. 2010 increase of share capital to 5.19%<br />
1.3 Cross-shareholdings<br />
No cross-shareholdings exist between PWT and any other<br />
company.<br />
2 Capital structure<br />
2.1 Capital<br />
On the closing date, the ordinary share capital of PWT<br />
amounted to CHF 50,000,000 and is divided into<br />
25,000,000 registered shares, with a nominal value of<br />
CHF 2.00 each.<br />
2.2 Authorized and conditional share capital<br />
The extraordinary Shareholders’ Meeting of PWT held<br />
on 23 August 2005 agreed with the Board of Directors’<br />
proposal to create an authorized share capital up to a<br />
maximum aggregate amount of CHF 6,000,000 by issuing<br />
a maximum of 3,000,000 registered shares with a nominal<br />
value of CHF 2.00 each. At the Shareholders’ Meeting<br />
of 15 May 2007 and subsequently at the meeting of 5 May<br />
<strong>2009</strong> the authorized share capital was renewed at the<br />
same value until 5 May 2011.<br />
The Board of Directors is authorized to exclude the preemptive<br />
rights of shareholders and to convey them to third<br />
parties, provided that such new shares are to be used<br />
for the takeover of entire enterprises, divisions or assets of<br />
enterprises or participations or for the financing of such<br />
transactions. The Board of Directors has not yet made use<br />
of this authorization.<br />
Sustainable Growth<br />
No decision has been made regarding the creation of<br />
conditional capital.<br />
2.3 Change in capital over the past three years<br />
With the exception of the share split introduced at the IPO,<br />
there has been no change in the share capital structure<br />
during the years 2005 through <strong>2009</strong>.<br />
In August 2007, the Board of Directors initiated a share<br />
buyback program. Under this program, shares amounting<br />
to 5% of the share capital (1,250,000 shares) have been<br />
repurchased. The buyback program was concluded on<br />
2 September 2008. The proposal of the Board of Directors<br />
to the <strong>Annual</strong> General Meeting to reduce the share capital<br />
and cancel the repurchased shares has been postponed.<br />
2.4 Shares and participation certificates<br />
On the closing date, 25,000,000 fully paid-in PWT registered<br />
shares with a nominal value of CHF 2.00 each<br />
were issued. On this date, no participation certificates<br />
were issued.<br />
2.5 Dividend-right certificates<br />
On the closing date, no dividend-right certificates had<br />
been issued.<br />
2.6 Limitations on transferability and nominee<br />
registrations<br />
2.6.1 Limitations on transferability for each share<br />
category; indication of statutory group clauses and rules<br />
for granting exceptions<br />
Acquirers of PWT shares are entered into the share register<br />
as shareholders with voting rights upon provision of proof<br />
of the acquisition of the shares and provided that they<br />
expressly declare that they hold the shares in their own<br />
name and for their own account.<br />
The Articles of PWT specify that any shareholder may<br />
exercise voting rights to a maximum of 5% of the total<br />
number of shares recorded in the commercial register. This<br />
limitation for registration in the share register shall also<br />
apply to persons who hold shares fully or in part through<br />
nominees within the meaning of the Articles. Furthermore,<br />
this limitation for registration in the share register also<br />
applies to registered shares that are acquired through the<br />
exercising of preemptive rights, warrants and conversion<br />
rights. The Board of Directors is empowered to allow<br />
exemptions from the limitation for registration in the share<br />
register in particular cases.<br />
The Articles make provision for group clauses.<br />
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The limitations on transferability do not apply to the shares<br />
held by the Ernst Göhner Foundation because it held<br />
PWT shares prior to the implementation of the limitations<br />
(so-called grandfathering).<br />
2.6.2 Reasons for granting exceptions in the year under<br />
review<br />
No exceptions were granted during the reporting year.<br />
2.6.3 Admissibility of nominee registrations; indication<br />
of any percent clauses and registration conditions<br />
The Articles of PWT specify that the Board of Directors<br />
may register nominees with voting rights in the share register<br />
up to a maximum of 2% of the share capital recorded<br />
in the commercial register. Nominees are persons who do<br />
not expressly declare in their application that they hold the<br />
shares for their own account and with whom the company<br />
has entered into an agreement to this effect.<br />
The Board of Directors is empowered to register nominees<br />
with voting rights exceeding 2% of the share capital<br />
recorded in the commercial register as long as the respective<br />
nominees inform PWT of the names, addresses, nationalities<br />
(registered office in the case of legal entities) and the<br />
shareholdings of those persons for whose account they<br />
hold 2% or more of the share capital recorded in the commercial<br />
register.<br />
The Articles make provision for group clauses.<br />
2.6.4 Procedure and conditions for canceling statutory<br />
privileges and limitations on transferability<br />
A resolution of the General Shareholders Meeting of PWT<br />
on which at least two-thirds of the voting shares represented<br />
agree is required for any abolition or change of the<br />
provisions relating to transfer limitations.<br />
2.7 Convertible bonds and warrants / options<br />
There were no convertible bonds outstanding on the<br />
closing date.<br />
The only issued options relate to the share and option participation<br />
program for 440 senior managers of <strong>Panalpina</strong>.<br />
As of <strong>2009</strong> the Executive Board has been excluded from<br />
participation in this program. For further details please refer<br />
to section 5.1.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
3 Board of Directors<br />
3.1 Members of the Board of Directors<br />
On the closing date, the Board was composed of seven<br />
persons.<br />
Three members of the Board of Directors (Rudolf W. Hug,<br />
Wilfried Rutz and Roger Schmid) are also members of<br />
the Board of Trustees (Stiftungsrat) of PWT’s main shareholder,<br />
the Ernst Göhner Foundation.<br />
The biographies of the members are as follows:<br />
Rudolf W. Hug, Chairman. Swiss citizen. Born in 1944.<br />
Re-elected in 2008 (until 2010).<br />
Rudolf W. Hug holds a PhD in law from the University of<br />
Zurich and a MBA from INSEAD, Fontainebleau (France).<br />
In 1985, he participated in the Executive Program of the<br />
Graduate School of Business at Stanford University. From<br />
1977 to 1997, he worked in several positions for Schweizerische<br />
Kreditanstalt (today Credit Suisse). During the<br />
period from 1987 to 1997, he ran the international division<br />
and served as a member of the Executive Board of Credit<br />
Suisse and Credit Suisse First Boston. Since 1998, Rudolf<br />
W. Hug has been active as an independent management<br />
consultant. Rudolf W. Hug has been a member of the<br />
Board of Directors since 2005 and was appointed Chairman<br />
of the Board of Directors on 15 May 2007 following<br />
the retirement of his predecessor.<br />
Wilfried Rutz, Vice Chairman. Swiss citizen. Born in 1939.<br />
Re-elected in 2007 (until 2010).<br />
Wilfried Rutz holds a university degree in economics as<br />
well as a PhD from the University of St. Gallen. From 1992<br />
to 2004, he acted as CEO of the Debrunner Koenig Group.<br />
Further he has been a member of the board of several<br />
Swiss companies in the private and the public sector. Since<br />
2003, he has been a Member of the Board of Directors<br />
of PWT and in 2005 he was elected as Vice Chairman.<br />
Günther Casjens, Member of the Board of Directors.<br />
German citizen. Born in 1950. First election 2005,<br />
re-elected in 2008 (until 2010).<br />
Günther Casjens is a trained forwarding and shipping<br />
merchant. From 1974 to 2004, he held several positions at<br />
Hapag-Lloyd, in 1983 as Deputy Director of Europe / Far<br />
East Services, in 1987 as Managing Director North America<br />
Services, and in 1988 as Managing Director North and<br />
South America Services. In 1990, Günther Casjens became<br />
a deputy member of the Executive Board of Hapag-Lloyd,<br />
and from 1991 to 2004, he was member of the Executive<br />
Board of Hapag-Lloyd. From 2004 to 2008, Günther Casjens
was Managing Partner and Chief Executive Officer of<br />
Nord capital Holding GmbH & Cie KG. Since 2008, he has<br />
been an independent investment consultant.<br />
Yuichi Ishimaru, Member of the Board of Directors. Japanese<br />
citizen. Born in 1939. First election 2005, re-elected<br />
in 2008 (until 2010).<br />
Yuichi Ishimaru holds a bachelor degree in economics from<br />
Keio University. He has worked for the Marubeni Corporation<br />
since 1963. From 1995 to 1998, Yuichi Ishimaru has<br />
been member of the Board of Directors of Marubeni Corporation<br />
and served as COO for Marubeni America Corporation,<br />
New York. From 1998 to 2000, Yuichi Ishimaru served<br />
as CEO for Europe and Africa for Marubeni Europe PLC,<br />
London. Since 2001, he also holds a position as Executive<br />
Vice President of Marubeni Corporation, and since 2003<br />
he has acted as a special advisor to Marubeni Corporation.<br />
Glen R. Pringle, Member of the Board of Directors. American<br />
citizen. Born in 1947. First election 2005, re-elected in<br />
2008 (until 2010).<br />
Glen R. Pringle holds a Bachelor of Arts degree from the<br />
University of Alabama (College of Arts and Sciences).<br />
After his studies, Glen R. Pringle worked as State Director<br />
of Sales for CENCO Instrument Company. Thereafter he<br />
worked at WVMI / WBIL Radio Station as a manager of<br />
sales. Starting 1986, Glen R. Pringle held the position of<br />
Development Director for the Alabama Development Office<br />
until 1995, when he became the Development Director of<br />
Retirement Systems of Alabama.<br />
Guenter Rohrmann, Member of the Board of Directors.<br />
German citizen. Born in 1939. Elected in 2008 (until 2010).<br />
Guenter Rohrmann is a trained forwarding and shipping<br />
merchant. He started his forwarding career at Seaboard<br />
World Airline in 1961. From 1962 to 1982, he held several<br />
positions at Air Express International (AEI) and in 1982<br />
he became the Vice President Operations USA. From 1985<br />
to 1989, he was COO and the following year he became<br />
the CEO of the AEI Group. From 2000 to 2002, he was the<br />
Vice Chairman of Danzas AEI Inc. Guenter Rohrmann<br />
became COO DHL GCS Global Customer Solutions from<br />
2002 to 2005. In 2005, he was appointed as CEO DHL<br />
Emerging Markets and in 2007 he became a consultant for<br />
DHL Emerging Markets. Since the beginning of 2008, he<br />
has been an independent management consultant working<br />
on a variety of industry projects.<br />
Roger Schmid, Member of the Board of Directors. Swiss<br />
citizen. Born in 1959. Re-elected in 2007 (until 2010).<br />
Sustainable Growth<br />
Roger Schmid holds a university degree in law as well as<br />
a PhD in law from the University of Zurich. From 1991<br />
to 1995, he was Legal Counsel and Director at Bank Leu,<br />
a subsidiary of Credit Suisse. Since 2003, he has been<br />
a member of the Board of Directors. Roger Schmid works<br />
as an Executive Director of the Ernst Göhner Foundation.<br />
All the members of the Board are non-executive members<br />
and do not actively perform any managerial functions at<br />
PWT or any of the Group companies. Nor have they held<br />
any executive positions within the past three years prior to<br />
this reporting year.<br />
None of the members of the Board of Directors has a<br />
substantial business relationship with PWT or any of its<br />
group companies.<br />
3.2 Other activities and vested interests<br />
Rudolf W. Hug, Member of the Board of Trustees<br />
(Stiftungs rat) of the Ernst Göhner Foundation, Zug, and<br />
Member of the Board of Directors of the following<br />
com panies: Swiss Post, Berne (until December <strong>2009</strong>);<br />
Orell Füssli Holding AG, Zurich; Deutsche Bank (Schweiz)<br />
AG, Geneva; Allreal Holding AG, Baar.<br />
Wilfried Rutz, Chairman of the Board of Trustees<br />
(Stiftungs rat) of the Ernst Göhner Foundation, Zug.<br />
Günther Casjens, Member of the Advisory Board at<br />
Deutsche Bank AG, Hamburg, Corporate Adviser of<br />
Temasek Group, Singapore.<br />
Roger Schmid, Member of the Board of Trustees and<br />
Executive Director of the Ernst Göhner Foundation, Zug,<br />
Member of the Board of Directors of Verwaltungs- und<br />
Privatbank (Schweiz) AG, Zurich (until April <strong>2009</strong>), and AIG<br />
Private Equity Ltd., Zug (until May <strong>2009</strong>).<br />
Other than these, the members of the Board of Directors<br />
do not hold other material offices, nor do they carry<br />
out any other principal activities that affect the Group.<br />
3.4 Elections and terms of office<br />
3.4.1 Principles of the election procedure and limitations<br />
on the terms of office<br />
The Articles of PWT do not make provision for the general<br />
renewal of office for the Board of Directors. The members<br />
of the Board of Directors are elected at each General<br />
Meeting of Shareholders with a one-year period of office.<br />
They may be re-elected at any time. The Organizational<br />
Regulations of PWT specify an age limit of 72 years for the<br />
members of the Board of Directors.<br />
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3.4.2 The first election and remaining term of office for<br />
each member of the Board of Directors<br />
The timing of the first election and the remaining term of<br />
office for each member of the Board of Directors is specified<br />
under section 3.1.<br />
3.5 Internal organizational structure<br />
The Board of Directors is responsible for the ultimate management<br />
of the company and monitoring of the Executive<br />
Board. It represents the company externally and is responsible<br />
for all matters which have not been transferred to<br />
another executive body of the Company by the Swiss Code<br />
of Obligations or the Articles. In line with the Articles, the<br />
Board of Directors has established Organizational Regulations<br />
that transfer certain management responsibilities to<br />
the Executive Board.<br />
3.5.1 Allocation of tasks within the Board of Directors<br />
The Board of Directors self-constitutes and appoints its<br />
Chairman and Vice Chairman. The Chairman (in his absence<br />
the Vice Chairman) directly supervises the business affairs<br />
and activities of the Executive Board and is entitled to regularly<br />
attend Executive Board meetings. The Corporate<br />
Auditor as well as the Corporate Secretary, in his capacity<br />
as secretary to the Board of Directors, are directly subordinated<br />
to the Chairman of the Board of Directors.<br />
3.5.2 Member list, tasks and areas of responsibility for<br />
each committee of the Board of Directors<br />
Three committees exist under the Board of Directors.<br />
The Audit Committee consists of the following members of<br />
the Board of Directors: Wilfried Rutz (Chairman), Günther<br />
Casjens and Roger Schmid. The Audit Committee supports<br />
the Board of Directors with the review of the company’s<br />
financial statements, the supervision of the financial accounting<br />
standards and reporting, the review of the effectiveness<br />
of the Internal Control System (ICS) and with the efficiency<br />
of external and internal audit procedures including risk<br />
management. The Audit Committee reviews the consolidated<br />
annual financial statements as well as the published<br />
interim financial statements and submits an application<br />
to the Board of Directors for approval. It regularly maintains<br />
contact with the Group Auditor and the Corporate Auditor.<br />
On this basis, it adopts the detailed reports of the Group<br />
Auditors and semi-annual reports of Corporate Audit. It is<br />
therefore in the position to audit the quality, effectiveness<br />
and interaction between the control systems, to determine<br />
the audit priorities, to introduce proposed measures and<br />
to monitor their implementation. The Audit Committee<br />
determines the organization of Corporate Audit, adopts the<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
internal audit charter and approves the annual planning /<br />
scope of internal audit.<br />
In the field of risk management, the Audit Committee<br />
approves the detailed and weighted risk map of the Executive<br />
Board, adopts the necessary measures for risk control<br />
and risk mitigation and reports the respective outcome<br />
to the Board of Directors on a yearly basis. The risk map<br />
itself covers any strategic, financial, operational, legal and<br />
compliance risks that could significantly impact the company’s<br />
ability to achieve its business goals and financial<br />
targets. Identified risks are weighted and prioritized by the<br />
Executive Board according to their significance and likelihood<br />
of occurrence. For each risk, specific risk mitigation<br />
measures – including their current status – are defined and<br />
responsibilities are allocated. The risk map, which is compiled<br />
by the Risk Review Committee, chaired by the Corporate<br />
Secretary, for review by the Executive Board and<br />
subsequent approval by the Audit Committee, contains risks<br />
identified and assessed by the respective corporate functions,<br />
selected country management, Corporate Audit and<br />
the group auditors. The annual risk map also features risks<br />
which have increased or decreased in the course of the<br />
reporting year.<br />
During the reporting year the Audit Committee held five<br />
half-day meetings. During Audit Committee meetings, direct<br />
discussions took place with representatives of the Group<br />
Auditors and Corporate Audit. Representatives from the<br />
Group Auditors were present at three of these meetings and<br />
the Corporate Auditor attended four of the above-mentioned<br />
meetings. At these meetings, the Executive Board<br />
was regularly represented by the CEO, the CFO and the<br />
Corporate Secretary.<br />
The Compensation and Nomination Committee consists<br />
of the following members of the Board of Directors: Rudolf<br />
W. Hug (Chairman), Wilfried Rutz, Yuichi Ishimaru and<br />
Guenter Rohrmann (as of December <strong>2009</strong>). It monitors the<br />
selection process for members of the Board of Directors<br />
and the Executive Board and determines the overall remuneration<br />
and terms of employment for members of the<br />
Board of Directors and the Executive Board as well as for<br />
highly compensated employees. Regarding the compensation<br />
of the members of the Executive Board (overall<br />
remuneration including target bonus), the Committee makes<br />
a decision subject to the final approval of the Board of<br />
Directors, whereas the application for the compensation<br />
of the Board members is prepared and submitted to the<br />
Board of Directors. The Committee each year decides on<br />
the bonus compensation for the CEO and the other members<br />
of the Executive Board for the previous year based on<br />
recommendations of the Chairman (for the CEO) and the
CEO (for other Executive Board members). Furthermore,<br />
the Committee regularly reviews the Group’s proposed<br />
management share and option programs and submits<br />
proposals to the Board of Directors. Moreover, it approves<br />
concepts and policies for the Group’s management performance<br />
assessment, succession planning and expat<br />
programs. During the reporting year, the Compensation and<br />
Nomination Committee held three meetings of approximately<br />
two hours each. The Executive Board was regularly<br />
represented at these meetings by the CEO, the Chief HR<br />
Officer and the Corporate Secretary.<br />
The Legal and Compliance Committee consists of the following<br />
members of the Board of Directors: Rudolf W. Hug<br />
(Chairman) and Roger Schmid. It oversees the company’s<br />
handling of major legal matters, in particular, the ongoing<br />
governmental investigations against the company and<br />
related proceedings as well as the development of the company’s<br />
compliance policies and procedures. During the<br />
reporting year, the Committee has held 22 meetings or<br />
telephone conferences with the participation of outside<br />
counsel. The Executive Board was represented at these<br />
conferences by the CEO, the CFO and the Corporate<br />
S e c r e t a r y.<br />
The Committees generally meet prior to Board of Directors<br />
meetings. The chairmen of the committees inform and<br />
update the Board of Directors on the topics discussed and<br />
decisions made during such meetings. They submit proposals<br />
for approval related to decisions that fall within the<br />
scope of the Board of Directors.<br />
Objectives, organization, duties and the cooperation with<br />
the Board of Directors are defined in the Terms of Reference<br />
of the respective committees which are reviewed and<br />
adopted by the Board of Directors.<br />
The overall responsibility of the Board of Directors is not<br />
affected by these committees.<br />
3.5.3 Working methods of the Board of Directors and<br />
its committees<br />
During the reporting year, the Board of Directors held four<br />
full-day meetings and one two-day meeting. The Executive<br />
Board was represented by the CEO, the CFO, the COO<br />
and the Corporate Secretary at these meetings. In urgent<br />
cases, telephone conferences or decisions by circular may<br />
be organized in order for decisions to be taken.<br />
At every meeting, the Executive Board updates the Board of<br />
Directors on business and key financial developments and<br />
main regional development. On a quarterly basis, detailed<br />
consolidated financial statements on the group, regional<br />
and business segment levels are reported to the Board of<br />
Sustainable Growth<br />
Directors in accordance with IFRS standards. The Board<br />
of Directors is furnished in time with an agenda, detailed<br />
meeting documentation related to topics on the agenda<br />
and minutes.<br />
3.6 Definition of areas of responsibility<br />
In line with the law and the Articles, the Board of Directors<br />
has transferred the responsibility to develop and implement<br />
the group strategy, as well as the responsibility to supervise<br />
business and financial development of the Group’s<br />
subsidiaries, to the Executive Board.<br />
The Organizational Regulations adopted by the Board of<br />
Directors govern the cooperation between the Board<br />
of Directors, the Chairman and the Executive Board. It contains<br />
a detailed catalogue of duties and competencies<br />
which determine the financial thresholds within which the<br />
Board of Directors and the Executive Board can efficiently<br />
execute their daily business. The Organizational Regulations,<br />
which are accessible on <strong>Panalpina</strong>’s Web site, also<br />
outline the reporting duties of the Executive Board on<br />
Group and Holding level.<br />
The main responsibilities of the Board of Directors on Group<br />
level include the determination of the business strategy<br />
on the basis of the proposals of the Executive Board, the<br />
approval of major Group policies and organizational structures<br />
including topics related to Corporate Governance<br />
and Compliance, the approval of the annual operational and<br />
investments budgets, the approval of any extraordinary<br />
additional investment applications as well as financial planning.<br />
Further responsibilities include decisions regarding<br />
mergers and acquisitions and major human resources and<br />
remuneration decisions following recommendations and<br />
preparatory work of its Compensation and Nomination<br />
Committee.<br />
3.7 Information and control instruments<br />
vis-à-vis the senior management<br />
The Executive Board informs the Board of Directors of<br />
business developments in a written format on a monthly<br />
basis and a detailed update is provided at each Board<br />
of Directors meeting. Elements of this reporting include<br />
monthly financial reports, consolidated quarterly regional<br />
and business segment results according to IFRS (with<br />
actual figures, previous years’ figures, quarter results and<br />
budget figures as well as a comparison with the financial<br />
guidance), the reporting of business development in all<br />
regions and business segments (including focus on problematic<br />
organizations), the development of shipments,<br />
volumes and tonnages, the debtors’ and creditors’ reports<br />
(including DSO / DPO) as well as the net working capital.<br />
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Further information regarding personnel and organizational<br />
changes, extraordinary events and the activities of analysts,<br />
investors and competitors form part of the regular reporting.<br />
Moreover, the Board of Directors annually reviews and<br />
approves the Group’s targets for the individual regions and<br />
business segments and adopts the respective report of<br />
the Executive Board.<br />
The Chairman of the Board of Directors occasionally<br />
attends Executive Board meetings and regularly receives<br />
the minutes of the Executive Board meetings. The CEO<br />
and individual members of the Executive Board regularly<br />
join meetings of the Board of Directors as well as meetings<br />
of its committees. In addition, individual Executive Board<br />
members and other senior executives attend specific topic<br />
discussions pertaining to their particular field of expertise<br />
when required. Furthermore, specific meetings of the<br />
Board of Directors are dedicated to a detailed review of<br />
major markets, business segments and the Group’s development<br />
according to predefined schedule. For further<br />
details please refer to sections 3.5.2 and 3.5.3. The Audit<br />
Committee of the Board of Directors monitors and<br />
assesses the activities of the Corporate Auditor as well as<br />
his cooperation with the Group Auditor.<br />
The Audit Committee receives the Corporate Auditor’s<br />
half-year reports and also adopts the comprehensive<br />
annual risk map of the Executive Board. The Audit Committee<br />
approves the proposed risk control and risk mitigation<br />
measures as well as the annual planning / scope of<br />
the internal audit, which also is also based on the Risk Map.<br />
For further details please refer to section 3.5.2.<br />
4 Executive Board<br />
4.1 Members of the Executive Board<br />
The biographies of the Executive Board members are as<br />
follows:<br />
Monika Ribar, CEO, Swiss citizen. Born in 1959.<br />
Member of the Executive Board since 2000 and CEO<br />
since October 2006.<br />
Monika Ribar joined the Group in 1991. She held several<br />
positions within the Group’s controlling, IT and global<br />
project management departments. From 2000 to 2005,<br />
she held the position of the CIO (Chief Information Officer)<br />
of the Group and was member of the Executive Board.<br />
In 2005, Monika Ribar was appointed as CFO of the Group<br />
and her appointment as CEO was announced in June 2006.<br />
She officially took office as CEO in October 2006. Apart<br />
from individual Executive Board members, the Heads of<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
Corporate Communications, Corporate Compliance, Corporate<br />
Development and Corporate IT also report directly<br />
to her. She holds a university degree in Finance and Controlling<br />
from the University of St. Gallen. She participated in<br />
the Executive Program of the Graduate School of Business<br />
at Stanford University, Palo Alto, California in 1999.<br />
Marco Gadola, Chief Financial Officer, Swiss citizen.<br />
Born in 1963. Joined <strong>Panalpina</strong> as a member of the<br />
Executive Board in September 2008. Responsible for<br />
Corporate Finance, Controlling and Investor Relations.<br />
Marco Gadola is a finance and economics expert with<br />
many years’ experience in international companies. Before<br />
joining <strong>Panalpina</strong> he was Group CFO and Executive Vice<br />
President Operations of Straumann Holding, a world-leading<br />
Swiss-based dental and oral technology company;<br />
prior to that he was Group CFO of the Swiss-based international<br />
consumer foods company Hero. He also held<br />
leading management positions at the Hilti Group, which<br />
manufactures and sells products for the construction and<br />
building industries. Furthermore, both at Straumann and<br />
at Hero Marco Gadola oversaw production, logistics, investor<br />
relations and information technology worldwide, and<br />
played a leading part in the acquisition and integration of<br />
companies.<br />
Marco Gadola has a Masters Degree in Business Administration<br />
and Economics from the University of Basel<br />
(Switzerland). He also completed the Accelerated Management<br />
Development Programme at the London School of<br />
Economics.<br />
Christoph Hess, General Counsel and Corporate Secretary,<br />
Swiss citizen. Born in 1955. Member of the Executive<br />
Board since October 2006. Responsible for Corporate<br />
Legal Services and Insurance.<br />
Christoph Hess joined the Group’s head office in 1994 as<br />
Secretary of the Board of Directors and the Executive<br />
Board. In this capacity he also manages both the Group’s<br />
Legal and Insurance departments. He also managed<br />
Corporate Communications until August 2008. Christoph<br />
Hess holds a degree in law from the University of Basel<br />
and has been admitted to the bar in Switzerland.<br />
Sandro Knecht, Chief Marketing and Sales and Supply<br />
Chain Management Officer, Swiss Citizen. Born in 1966.<br />
Member of the Executive Board since April 2008. Responsible<br />
for Global Key Account Management, Key Industry<br />
Verticals, Supply Chain Management and Marketing and<br />
Customer Relationship Management.
Sandro Knecht joined the Group in 1982 for an apprenticeship<br />
at <strong>Panalpina</strong> Zurich and graduated in 1985 from the<br />
Zurich Business School. Thereafter he completed an internship<br />
at <strong>Panalpina</strong> Bradford, UK. He had his first management<br />
assignment as Marketing and Sales Executive from<br />
1987 to 1989 at <strong>Panalpina</strong> Switzerland. Between 1989 and<br />
2000, he worked for <strong>Panalpina</strong> USA as Assistant Vice<br />
President and Marketing and Sales Manager for <strong>Panalpina</strong><br />
Greenville / Spartanburg. In 1993, he was promoted to<br />
Vice President and Business Unit Manager for <strong>Panalpina</strong><br />
Atlanta. From 2000 to 2006, he acted as Managing Director<br />
for <strong>Panalpina</strong> United Kingdom and Ireland based in<br />
London. In January 2007, he was promoted to Regional<br />
CEO Europe and Member of the Global Management<br />
Board. He completed senior management courses with<br />
Krauthammer International in New York and Washington<br />
DC, and completed the “Managing Corporate Resources”<br />
program at IMD Lausanne.<br />
Alastair Robertson, Chief Human Resources Officer,<br />
British citizen. Born in 1960. Member of the Executive<br />
Board since April 2008. Responsible for Human<br />
Resources.<br />
Alastair Robertson joined the Group in 2007 as Head of<br />
Global Human Resources. Before joining <strong>Panalpina</strong> he<br />
had been a Vice President at Tetra Pak since 1996, where<br />
he held various positions in the field of Human Resources:<br />
between 1999 and 2001 as Vice President Human<br />
Resources Americas and from 2002 to 2004 as Vice President<br />
Human Resources Europe and Africa. From 1992 to<br />
1996, he worked for W. H. Smith in the field of Personnel,<br />
Development and Training and between 1989 and 1992 he<br />
was with Graham Builders Merchants as Manager Human<br />
Resources Management, Training and Development. He<br />
previously served in the military, where he attained the rank<br />
of Major and served in numerous countries. Alastair Robertson<br />
holds an MBA in Strategy and Marketing from the University<br />
of Huddersfield, Bradford (UK). He also attended<br />
the Royal School of Military Engineering, UK and the Royal<br />
Military Academy, UK.<br />
Dominik Tichelkamp, Chief Product and Procurement<br />
Officer, German citizen. Born in 1963. Member of the<br />
Executive Board since April 2008. Responsible for Air<br />
Freight, Ocean Freight and Overland Transport.<br />
Dominik Tichelkamp joined the Group in 2006 as Head<br />
of Corporate Ocean Freight at our headquarters in Basel,<br />
Switzerland. Before joining <strong>Panalpina</strong> he was Managing<br />
Director with Volkswagen Transport from 2004 to 2006,<br />
where he started his automotive career in 1991 as Assistant<br />
to the Management of the Volkswagen Transport team in<br />
Wolfsburg, Germany. From 1992 to 1994, he worked as<br />
Sustainable Growth<br />
Transport Manager with Volkswagen de México. Upon his<br />
return to Wolfsburg he managed the Material Transports<br />
Europe division until 1996 after which he took over the<br />
responsibility for Material Transports Worldwide. From 2000<br />
to 2004 he was Director Logistics with Audi Hungaria Kft<br />
in Györ / Hungary. Prior to his studies from 1989 to 1991 he<br />
held a position as a liner agent with Nedlloyd Lines, based<br />
in London (UK) after having completed his apprenticeship<br />
as a ship broker in Bremen. Dominik Tichelkamp holds a<br />
degree in transportation and economics from the German<br />
Foreign Trade and Transport Academy eV (DAV), Bremen<br />
(Germany).<br />
Karl Weyeneth, Chief Operating Officer, Swiss citizen.<br />
Born in 1964. Member of the Executive Board since April<br />
2008. Responsible for worldwide Operations, Security<br />
and HSE, Business Processes and Quality, Agent Relations<br />
and Panprojects.<br />
Karl Weyeneth joined the Group in 2007 as Regional CEO<br />
for North America, where he was responsible for the<br />
development and results of the subsidiaries in USA and<br />
Canada. He is a professional with 15 years’ leadership<br />
and management expe rience in logistics, including freight<br />
management, 3PL and contract logistics. Before joining<br />
<strong>Panalpina</strong> he was President and CEO Americas of Hellmann<br />
Worldwide Logistics, Inc. (USA) and prior to this he was<br />
Executive Vice President and CFO of Danzas Management<br />
Latin America (USA), where he attained profound experience<br />
in all finance matters. He holds a Bachelor in Economics<br />
and Business Administration from the University of Berne,<br />
Switzerland.<br />
4.2 Other activities and vested interests<br />
Monika Ribar: Member of the Board of Directors of Bank<br />
Julius Bär Ltd., Zurich; Member of the Board of Directors<br />
of Logitech International SA, Romanel / Morges.<br />
4.3 Management contracts<br />
No management contracts exist with any third party<br />
outside the Group.<br />
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74<br />
Sustainable Growth<br />
5 Compensation, shareholdings and loans<br />
5.1 Content and method of determining<br />
the compensation and the share-ownership<br />
programs<br />
The compensation and principles governing the Board of<br />
Directors Stock Award Plan, the Executive Board mid- and<br />
long-term incentive plans and the share and option program<br />
for other senior management (excluding the Executive<br />
Board) are determined and approved by the Board of<br />
Directors based on the proposal of the Compensation and<br />
Nomination Committee. Further the Committee regularly<br />
updates the Board of Directors during the Board of Directors<br />
meetings, applies for changes in the remuneration<br />
system as required and annually reports the bonus allocation<br />
of individual Executive Board members. Members of<br />
the Executive Board do not attend respective discussions<br />
regarding decisions related to their own remuneration.<br />
Remuneration of the Executive Board members and other<br />
500 executive positions is based on a job and salary banding<br />
which is itself the result of multiple market data surveys<br />
compiled through four leading global HR consultants from<br />
a normative group of companies comparable by size and<br />
geographical reach. The identities of these companies are<br />
not disclosed to <strong>Panalpina</strong>.<br />
The members of the Board of Directors receive a fixed<br />
annual compensation. Moreover and introduced in <strong>2009</strong><br />
(reflecting fiscal 2008), part of each Board member’s<br />
remuneration is in free shares of the company to the value<br />
of CHF 50,000. The corresponding number of shares are<br />
based on the share’s closing price on 30 April and have a<br />
one-year restriction period. This Stock Award Plan has<br />
replaced the former share and option program for Board<br />
members.<br />
The salary package for the members of the Executive Board<br />
consists of a fixed basic salary, lump sum vehicle and general<br />
expense allowances, additional pension contributions<br />
and a target bonus. 50% of the target bonus depends on<br />
various Group Key Performance Indicators (KPIs), such as<br />
development of group gross profit, Days Sales Outstanding<br />
(DSO), cargo volumes, EBITDA margin and Net Working<br />
Capital intensity, while 50% depends on the achievement<br />
of measurable individual performance targets. Individual<br />
performance targets are defined for the CEO by the Chairman<br />
and for other Executive Board members by the CEO.<br />
Each Executive Board member is subject to a formal<br />
performance appraisal process. For each reporting year<br />
performance targets are jointly determined and a year-end<br />
performance assessment is carried out. The maximum<br />
target bonus of the CEO equals 100% of the annual basic<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
salary, whereas maximum target bonuses of other Executive<br />
Board members equal between 50% and 67% of their<br />
respective annual basic salaries depending on their function.<br />
All bonus payments are cut if the respective group or<br />
individual performance targets have not been reached.<br />
For <strong>2009</strong> the Compensation and Nomination Committee<br />
has reduced group bonus (50% of overall target bonus) for<br />
Executive Board members to zero.<br />
The Compensation and Nomination Committee annually<br />
reports to the Board of Directors on bonus payments to<br />
the members of the Executive Board.<br />
In the reporting year, the target bonus scheme for Executive<br />
Board members (reflecting fiscal 2008) has been<br />
adjusted to focus on the Company’s sustainable mid- and<br />
long-term success. Only 60% of the bonuses – which continue<br />
to be set by the achievement of annually reviewed<br />
Group KPI’s and individual performance targets – is paid<br />
out in cash whereas the remainder is paid out in company<br />
shares based on the share’s closing price on 30 April with<br />
a restriction period of one year. This number of shares<br />
will be matched by the company after this restriction period<br />
and has been fixed for a three-year period (i.e. 2010 to<br />
2012). These shares are also subject to a one-year restriction<br />
period. Furthermore, a long-term incentive plan has<br />
been introduced which rewards long-term value creation<br />
measured by economic profit. Under this plan, which has<br />
a five-year cycle up until and including fiscal 2013, the<br />
individual Executive Board member is entitled to an equal<br />
share of the respective pool after the expiry of the five-year<br />
plan period.<br />
Due to the introduction of a new share program for the<br />
members of the Board of Directors and the Executive Board<br />
in the reporting year, neither the members of the Board<br />
of Directors nor the members of the Executive Board are<br />
eligible to participate in the company’s share and option<br />
program, which have been outlined in previous Corporate<br />
Governance <strong>Report</strong>s.<br />
Employment agreements with Executive Board members<br />
stipulate a notice period of 12 months. They do not contain<br />
“golden parachutes” in case of a change of control nor<br />
severance payments after termination of employment.<br />
Further information related to both overall and individual<br />
remuneration of the Board of Directors and Executive<br />
Board members as well as shares and options held by<br />
these persons at the closing date including a comparison<br />
with the previous year are reflected in the audited Notes<br />
to the Consolidated Financial Statements (pages 133 –135)<br />
according to article 663 bbis CO.
Except for the above-mentioned share award plan, the<br />
remuneration of the Board of Directors has not changed<br />
in comparison to the previous year. The remuneration<br />
of the CEO has been reduced due to the aforementioned<br />
decrease in group bonus, which also affected all other<br />
Executive Board members. The overall remuneration of the<br />
other Executive Board members cannot be compared<br />
with the previous year as five members joined the Executive<br />
Board in May and September of the previous year.<br />
6 Shareholders’ participation<br />
6.1 Voting rights and representation restrictions<br />
Each share carries one vote at the General Meeting of<br />
Shareholders. The Articles state that when exercising voting<br />
rights, no shareholder may directly or indirectly represent<br />
more than 5% of the total shares issued by the Company<br />
for own and represented shares.<br />
The Articles provide for group clauses.<br />
The voting right restrictions are not applicable to representatives<br />
of the corporate body (Organvertreter) as well as<br />
the independent proxy holder of voting rights (Unabhängiger<br />
Stimmrechtsvertreter). In order to facilitate the exercise of<br />
voting rights of deposited shares, the Board of Directors is<br />
entitled to enter into agreements with banks which deviate<br />
from the voting restrictions.<br />
The voting restrictions do not apply to the shares held by<br />
the Ernst Göhner Foundation, because it held PWT shares<br />
prior to the introduction of the voting restrictions (grandfathering).<br />
Any abolition or change of the provisions relating to the<br />
restrictions on voting rights requires a resolution of<br />
the General Meeting of Shareholders on which at least<br />
two-thirds of the voting shares represented agree.<br />
A written proxy entitles a shareholder to be represented<br />
at the General Meeting of Shareholders by his / her legal<br />
representative, or by another shareholder with the right to<br />
vote, or by the representative of the corporate body<br />
(Organvertreter), or by the independent proxy holder of<br />
voting rights (unabhängiger Stimmrechtsvertreter) or<br />
by the proxy holder of deposited shares (Depotvertreter).<br />
Sustainable Growth<br />
6.2 Statutory quorums<br />
In principle, the legal rules on quorums apply. Supplementary<br />
to the quorums legally listed, a two-thirds majority<br />
of the shares represented at the General Meeting of Shareholders<br />
is required for the following resolutions:<br />
• any abolition or change of the provisions relating to<br />
transfer restrictions;<br />
• any abolition or change of the provisions relating to the<br />
restriction of voting rights;<br />
• the transformation of registered shares into bearer<br />
shares;<br />
• the dissolution of the company by way of liquidation;<br />
• the removal of two or more members of the Board of<br />
Directors;<br />
• the abolition of the respective provision in the Articles as<br />
well as the repeal or relief of the stated quorum. A resolution<br />
to increase the quorum as set forth in the Articles<br />
must be based on the consent of the increased quorum.<br />
6.3 Convocation of the General Meeting<br />
of Shareholders<br />
There are no provisions deviating from the law.<br />
6.4 Agenda<br />
Shareholders who individually or together with other<br />
shareholders represent shares in the nominal value of<br />
CHF 1 million may request that an item be placed on<br />
the agenda. Such request must be made in writing to<br />
PWT at least 60 days prior to the General Meeting of<br />
Shareholders.<br />
6.5 Inscriptions into the share register<br />
Registered shares can only be represented by shareholders<br />
(or nominees) who have been entered into the PWT<br />
share register. Shareholders (or registered nominees) who<br />
cannot personally attend the General Meeting of Shareholders<br />
are entitled to nominate a representative according<br />
to the provisions in the Articles, who represents them by<br />
written proxy.<br />
For the purpose of determining voting rights, the share<br />
register is closed for registration from the date upon which<br />
the General Meeting of Shareholders has been called<br />
(date of invitation) until the day after the General Meeting of<br />
Shareholders has taken place.<br />
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76<br />
Sustainable Growth<br />
7 Changes of control and defense measures<br />
7.1 Duty to make an offer<br />
No opting-out or opting-up provisions exist.<br />
7.2 Clauses on changes of control<br />
Neither the contracts of the members of the Board of<br />
Directors nor of the Executive Board have a change-ofcontrol<br />
clause.<br />
8 Auditors<br />
8.1 Duration of the mandate and term of office<br />
of the lead auditor<br />
The mandate to act as statutory and Group Auditors is<br />
assumed by KPMG, Zurich.<br />
The lead auditor, Regula Wallimann, took up office on<br />
6 May 2008 for a seven-year term.<br />
8.2 Auditing fees<br />
According to financial accounting, invoices for auditing<br />
fees for the financial year amounted to TCHF 3,600.<br />
8.3 Additional fees<br />
The auditors KPMG were compensated an additional<br />
amount of TCHF 497 for further services rendered<br />
in the financial year. KPMG was mandated in the reporting<br />
year in particular for tax consulting (TCHF 347) and transaction<br />
consulting (TCHF 150).<br />
8.4 Informational instruments pertaining<br />
to the external audit<br />
The Group Auditors are supervised and controlled by the<br />
Audit Committee. The Group Auditors report to the Audit<br />
Committee and periodically the lead auditor participates in<br />
the meetings. During these meetings, the Group Auditors<br />
present a detailed audit plan for the current year including<br />
risk based audit priorities, the audit scope, proposals<br />
regarding audit fees, organization and timing as well as<br />
updates and status of the results of the Internal Control<br />
System (ICS). In subsequent meetings they present interim<br />
audit findings with respective statements and recommendations<br />
later followed by a detailed audit report. Presentations<br />
also contain references to upcoming changes in<br />
legislation and IFRS standards. The main criteria for the<br />
selection of Group Auditors include independence, network<br />
capabilities, industry and IT experience of the audit team,<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
a risk-based audit approach, a central process management<br />
as well as the integration of Corporate Audit and<br />
risk management functions. The Audit Committee annually<br />
assesses the performance of the Group Auditors and<br />
determines the audit fees (refer to section 3.5).<br />
9 Information policy<br />
<strong>Panalpina</strong> regularly updates its Internet Web site at<br />
www.panalpina.com, informing the public of any major<br />
events, organizational changes and (quarterly) financial<br />
results. Press releases are accessible to all visitors to the<br />
Web site; alternatively, subscriptions can be made so that<br />
the latest press releases are automatically forwarded via<br />
e-mail. Furthermore, all publications such as the <strong>Annual</strong><br />
<strong>Report</strong> (including the Corporate Governance and Compensation<br />
<strong>Report</strong>), customer magazine and sales brochures<br />
are available online. The dates of the General Meeting of<br />
Shareholders as well as dates of publication of the quarterly<br />
financial results are printed in the <strong>Annual</strong> <strong>Report</strong> and<br />
appear in the Financial Calendar on the Web site (under<br />
Investor Relations). The minutes of shareholder meetings<br />
are available online.<br />
www.panalpina.com / corpgov
Global <strong>Report</strong>ing Initiative<br />
Integrated sustainability reporting in line with<br />
international GRI standard<br />
Sustainable Growth<br />
At <strong>Panalpina</strong>, sustainability is an integral part of successful, long-term-focused corporate<br />
management. To inform shareholders, customers, employees and others about<br />
the company’s sustainability performance in a transparent manner, <strong>Panalpina</strong>’s <strong>Annual</strong><br />
<strong>Report</strong> <strong>2009</strong> complies with the guidelines of the Global <strong>Report</strong>ing Initiative (GRI).<br />
For the third year in a row, the <strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong><br />
has applied the current G3 version of the GRI guidelines –<br />
the world’s leading voluntary standard on corporate sustainability<br />
reporting. The main goal of the GRI, a nonprofit<br />
organization, is to create a framework for systematic and<br />
transparent sustainability reporting by corporations in<br />
a format that is standardized and therefore comparable.<br />
To this end, the GRI is committed to a continual international<br />
dialogue involving a large number of stakeholders<br />
on experiences with applying the current guidelines for<br />
sustainability reporting and on ways to further refine them.<br />
Notes on this report<br />
This <strong>Annual</strong> <strong>Report</strong> covers the business year <strong>2009</strong>. While<br />
the report makes certain comparisons to previous years<br />
in order to illustrate developments at the <strong>Panalpina</strong> Group<br />
and its business environment in general, the data provided<br />
relate to the year <strong>2009</strong> and to the entire <strong>Panalpina</strong> Group<br />
unless explicitly noted otherwise. Key criteria for the inclusion<br />
of various GRI items is, first, their relevance to <strong>Panalpina</strong><br />
within the framework of the <strong>Annual</strong> <strong>Report</strong> – which aims to<br />
provide shareholders and other stakeholders with a fair<br />
picture of the company’s <strong>2009</strong> performance – and second,<br />
the availability of corresponding data. <strong>Report</strong>ing of included<br />
indicators complies with the GRI guidelines as much as data<br />
availability allows. In relation to environmental data, where<br />
in previous years only incomplete data for parts of the company<br />
could be obtained, a new Group-wide system of data<br />
collection allows for the first time systematic reporting on<br />
environmental performance for the operations of the whole<br />
<strong>Panalpina</strong> Group.<br />
Apart from this extension of environmental data monitoring,<br />
no reporting changes were made that would materially<br />
impact comparisons relating to GRI topics. Furthermore,<br />
unless explicitly noted otherwise, in the year under review<br />
there were no major changes regarding sustainability<br />
matters in subsidiaries, leased facilities or outsourced operations<br />
that significantly affect comparability with information<br />
disclosed in the previous year’s report (for information<br />
on subsidiary companies, see the Financial <strong>Report</strong>,<br />
pages 138 –140).<br />
GRI check confirms C-level application<br />
This <strong>Annual</strong> <strong>Report</strong>, together with the supplementary document<br />
– the Annotated Index of GRI Content, published<br />
online at www.panalpina.com/gri – meets the requirements<br />
of the GRI G3 <strong>Report</strong>ing Guidelines for application level C.<br />
This has been verified and confirmed by the GRI.<br />
www.panalpina.com / gri<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
77
Consolidated and <strong>Annual</strong><br />
Financial Statements <strong>2009</strong>
Contents<br />
Consolidated Financial Statements <strong>2009</strong><br />
Consolidated Income Statement 80<br />
Consolidated Statement of Comprehensive Income 81<br />
Consolidated Statement of Financial Position 82<br />
Consolidated Statement of Changes in Equity 83<br />
Consolidated Statement of Cash Flows 85<br />
Notes to the Consolidated Financial Statements 86<br />
Principal Group Companies and Participations 138<br />
<strong>Report</strong> of the Group Auditors 141<br />
Key Figures five-year review in CHF 142<br />
Balance Sheet five-year review in CHF 144<br />
Key Figures five-year review in EUR 145<br />
Balance Sheet five-year review in EUR 147<br />
<strong>Annual</strong> Financial Statements <strong>2009</strong> of<br />
<strong>Panalpina</strong> World Transport (Holding) Ltd.<br />
Income Statement 150<br />
Balance Sheet as of 31 December<br />
(before profit appropriation) 151<br />
Notes to the Financial Statements 153<br />
Appropriation of Available Earnings 156<br />
<strong>Report</strong> of the Statutory Auditors 157<br />
Information for Investors 158
80<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Consolidated Income Statement<br />
for the years ended 31 December <strong>2009</strong> and 2008<br />
in thousand CHF Notes <strong>2009</strong> 2008<br />
Forwarding services 7,340,327 10,597,121<br />
Customs, duties and taxes (1,382,414) (1,719,472)<br />
Net forwarding revenue 5 5,957,913 8,877,649<br />
Forwarding services from third parties 5 (4,581,020) (7,136,052)<br />
Gross profit 5 1,376,893 1,741,597<br />
Personnel expenses 6 (879,142) (992,495)<br />
Other operating expenses 9 (418,518) (509,251)<br />
Gains on sales of non-current assets 10 495 877<br />
EBITDA 79,728 240,728<br />
Depreciation of property, plant and equipment 14 (37,224) (36,054)<br />
Amortization of intangible assets 15 (10,771) (11,693)<br />
Impairment of financial assets 0 (4)<br />
Goodwill impairment 15 (1,823) 0<br />
Operating result (EBIT) 29,910 192,977<br />
Finance income 11 6,612 14,953<br />
Finance costs 11 (22,653) (43,512)<br />
Profit before income tax (EBT) 13,869 164,418<br />
Income tax expenses 12 (3,426) (50,649)<br />
Consolidated profit 10,443 113,769<br />
Consolidated profit attributable to:<br />
Owners of the parent 8,492 112,722<br />
Non-controlling interests 24 1,951 1,047<br />
Earnings per share (in CHF per share)<br />
Basic 13 0.36 4.70<br />
Diluted 13 0.36 4.70<br />
The notes on pages 86 to 140 are an integral part of these consolidated financial statements.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong>
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Consolidated Statement of Comprehensive Income<br />
for the years ended 31 December <strong>2009</strong> and 2008<br />
in thousand CHF Notes <strong>2009</strong> 2008 1<br />
Consolidated profit 10,443 113,769<br />
Other comprehensive income<br />
Available-for-sale financial assets 16 (943) 0<br />
Amounts recognized in equity for defined benefit post-employment plans<br />
– Actuarial gains (losses) 7 18,908 (35,169)<br />
– Effect from asset ceiling 7 0 5,753<br />
– Exchange difference 7 6 458<br />
Other long-term employee benefits<br />
– Defined benefit obligation jubilee 0 (1,704)<br />
Exchange difference on translations of foreign operations 9,416 (71,666)<br />
Income tax on components of other comprehensive income 12 (4,465) 7,387<br />
Other comprehensive income for the period, net of tax 22,922 (94,941)<br />
Total comprehensive income for the period 33,365 18,828<br />
Attributable to owners of the parent 31,498 17,938<br />
Attributable to non-controlling interests 24 1,867 890<br />
1 Certain comparatives have been reclassifi ed to conform to the current period’s presentation.<br />
The notes on pages 86 to 140 are an integral part of these consolidated financial statements.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
81
82<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Consolidated Statement of Financial Position<br />
as at 31 December <strong>2009</strong> and 2008<br />
Assets<br />
in thousand CHF Notes <strong>2009</strong> 2008<br />
Non-current assets<br />
Property, plant and equipment 14 141,273 147,696<br />
Intangible assets 15 71,877 73,733<br />
Investments 16 37,404 37,823<br />
Derivative financial instruments 21 5,561 0<br />
Post-employment benefit assets 7 14,444 0<br />
Deferred income tax assets 27 55,339 32,614<br />
Total non-current assets 325,898 291,866<br />
Current assets<br />
Other receivables and other current assets 19 110,422 84,001<br />
Unbilled forwarding services 83,103 116,198<br />
Trade receivables 20 856,872 1,077,625<br />
Derivative financial instruments 21 5,725 38,755<br />
Other current financial assets 22 10,809 0<br />
Cash and cash equivalents 22 531,803 362,409<br />
Total current assets 1,598,734 1,678,988<br />
Total assets 1,924,632 1,970,854<br />
Liabilities and equity<br />
in thousand CHF Notes <strong>2009</strong> 2008<br />
Equity<br />
Share capital 23 50,000 50,000<br />
Treasury shares 23 (192,567) (197,753)<br />
Reserves 999,131 1,011,469<br />
Total equity attributable to owners of the parent 856,564 863,716<br />
Non-controlling interests 24 7,015 7,632<br />
Total equity 863,579 871,348<br />
Non-current liabilities<br />
Borrowings 25 891 2,647<br />
Provisions 26 66,658 75,770<br />
Post-employment benefit liabilities 7 39,126 42,920<br />
Deferred income tax liabilities 27 21,915 19,445<br />
Total non-current liabilities 128,590 140,782<br />
Current liabilities<br />
Trade payables 519,596 500,995<br />
Other payables and accruals 122,823 142,897<br />
Accrued cost of services 159,712 168,617<br />
Borrowings 25 11,995 17,642<br />
Derivative financial instruments 21 2,233 14,894<br />
Provisions and other liabilities 28 103,371 91,677<br />
Current income tax liabilities 12,733 22,002<br />
Total current liabilities 932,463 958,724<br />
Total liabilities 1,061,053 1,099,506<br />
Total equity and liabilities 1,924,632 1,970,854<br />
The notes on pages 86 to 140 are an integral part of these consolidated financial statements.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong>
Consolidated Statement of Changes in Equity<br />
for the year ended 31 December <strong>2009</strong><br />
in thousand CHF Notes<br />
Share<br />
capital<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Attributable to the owners of the parent Noncontrolling<br />
interests<br />
Treasury<br />
shares<br />
Other<br />
reserves<br />
Translation<br />
reserve<br />
Retained<br />
earnings Total<br />
Balance on 1 January <strong>2009</strong> 50,000 (197,753) (117,423) (145,973) 1,274,865 863,716 7,632 871,348<br />
Consolidated profit 8,492 8,492 1,951 10,443<br />
Available-for-sale financial assets 16 (943) (943) (943)<br />
Total<br />
equity<br />
Amounts recognized in equity for<br />
defined benefit post-employment plans<br />
– Actuarial gains (losses) 7 18,908 18,908 18,908<br />
– Exchange difference<br />
Exchange difference on translations<br />
7 6 6 6<br />
of foreign operations<br />
Income tax on components<br />
9,500 9,500 (84) 9,416<br />
of other comprehensive income<br />
Total comprehensive income<br />
12 (4,465) (4,465) (4,465)<br />
for the period 0 0 13,506 9,500 8,492 31,498 1,867 33,365<br />
Dividends paid<br />
Share-based payments –<br />
23 (44,895) (44,895) (290) (45,185)<br />
employee share plan<br />
Share-based payments –<br />
8 2,461 2,461 2,461<br />
option plan 8 1,793 1,793 1,793<br />
Changes in treasury shares, net 23 5,186 (5,389) (203) (203)<br />
Acquired non-controlling interests 24 2,194 2,194 (2,194) 0<br />
Balance on 31 December <strong>2009</strong> 50,000 (192,567) (101,723) (136,473) 1,237,327 856,564 7,015 863,579<br />
The notes on pages 86 to 140 are an integral part of these consolidated financial statements.<br />
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Consolidated Statement of Changes in Equity<br />
for the year ended 31 December 2008<br />
in thousand CHF Notes<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
Share<br />
capital<br />
Attributable to the owners of the parent Noncontrolling<br />
interests<br />
Treasury<br />
shares<br />
Other<br />
reserves<br />
Translation<br />
reserve<br />
Retained<br />
earnings Total<br />
Balance on 1 January 2008 50,000 (101,397) (95,330) (74,464) 1,240,329 1,019,138 6,638 1,025,776<br />
Consolidated profit 112,722 112,722 1,047 113,769<br />
Total<br />
equity<br />
Amounts recognized in equity for<br />
defined benefit post-employment plans<br />
– Actuarial (losses) gains 7 (35,169) (35,169) (35,169)<br />
– Effect from asset ceiling 7 5,753 5,753 5,753<br />
– Exchange difference<br />
Other long-term employee benefits<br />
7 458 458 458<br />
– Defined benefit obligation jubilee<br />
Exchange difference on translations<br />
(1,704) (1,704) (1,704)<br />
of foreign operations<br />
Deferred income taxes related to<br />
components of other comprehensive<br />
(71,509) (71,509) (157) (71,666)<br />
income<br />
Total comprehensive income<br />
12/27 6,969 418 7,387 7,387<br />
for the period 0 0 (21,989) (71,509) 111,436 17,938 890 18,828<br />
Dividends paid<br />
Share-based payments –<br />
23 (77,103) (77,103) (77,103)<br />
employee share plan<br />
Share-based payments –<br />
8 1,251 1,251 1,251<br />
option plan 8 1,850 1,850 1,850<br />
Changes in treasury shares, net 23 (96,356) (2,898) (99,254) (99,254)<br />
Acquired non-controlling interests 24 (104) (104) 104 0<br />
Balance on 31 December 2008 50,000 (197,753) (117,423) (145,973) 1,274,865 863,716 7,632 871,348<br />
The notes on pages 86 and 140 are an integral part of these consolidated financial statements.
Consolidated Statement of Cash Flows<br />
for the years ended 31 December <strong>2009</strong> and 2008<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
in thousand CHF Notes <strong>2009</strong> 2008 1<br />
Profit for the period 10,443 113,769<br />
Income tax expenses 12 3,426 50,649<br />
Depreciation of property, plant and equipment 14 37,224 36,054<br />
Amortization of intangible assets 15 10,771 11,693<br />
Goodwill impairment charge 15 1,823 0<br />
Impairment of financial assets 0 4<br />
Finance income 11 (6,612) (14,953)<br />
Interest expenses 11 15,192 22,560<br />
Exchange differences 11 2,153 13,258<br />
(Gain) on sales of property, plant and equipment 10 (495) (877)<br />
Adjustment of net expenses for defined benefit plans 996 1,755<br />
Equity-settled share-based payment transactions 8 5,697 3,101<br />
Other non-cash expenses 1,338 0<br />
Working capital adjustments:<br />
81,956 237,013<br />
Decrease receivables and other current assets 219,800 67,716<br />
Decrease payables, accruals and deferred income (5,784) (29,003)<br />
(Decrease) long-term provisions (8,728) (5,809)<br />
Increase short-term provisions and other liabilities 24,516 4,566<br />
Cash generated from operations 311,760 274,483<br />
Interest paid (8,937) (22,685)<br />
Income taxes paid (43,060) (58,592)<br />
Net cash from operating activities 259,763 193,206<br />
Interest received 14,977 11,261<br />
Dividends received 11 228 804<br />
Proceeds from sales of PPE and assets held for sale 3,883 11,155<br />
Proceeds from sales of securities 239 0<br />
Loan and receivables repayments 2,643 2,360<br />
Repayment of other financial assets 4,834 21,606<br />
Purchase of property, plant and equipment (33,263) (48,816)<br />
Purchase of intangible assets and other assets (9,420) (12,734)<br />
Purchase of investments held for trading (10,906) 0<br />
Purchase of other financial assets (7,086) (8,659)<br />
Net cash flows from investing activities (33,871) (23,023)<br />
Free cash flow 225,892 170,183<br />
Proceeds of short- and long-term borrowings 862 13,363<br />
Repayment of short- and long-term borrowings (12,705) (21,482)<br />
Dividends paid 23 (44,895) (77,103)<br />
Dividends paid to non-controlling interests 24 (290) 0<br />
Purchase of non-controlling interests 30 (268) 0<br />
Purchase of treasury shares (3,259) (104,836)<br />
Sale of treasury shares 3,331 8,480<br />
Net cash used in financing activities (57,224) (181,578)<br />
Effect of exchange rate changes on cash and cash equivalents 726 22,293<br />
Net increase (decrease) in cash and cash equivalents 169,394 10,898<br />
Cash and cash equivalents at the beginning of the year 362,409 351,511<br />
Cash and cash equivalents at the end of the year 22 531,803 362,409<br />
1 Certain comparatives have been restated to conform to the current period’s presentation.<br />
The notes on pages 86 to 140 are an integral part of these consolidated financial statements.<br />
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1<br />
2<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Notes to the Consolidated Financial Statements<br />
General information<br />
<strong>Panalpina</strong> World Transport (Holding) Ltd. (referred hereafter as the “Company”) and its subsidiaries is one of the world’s leading providers<br />
of forwarding and related logistics services, specializing in intercontinental air freight and ocean freight and associated supply chain<br />
management solutions. Thanks to its in-depth industry know-how and state-of-the-art IT systems, <strong>Panalpina</strong> provides globally integrated<br />
door-to-door forwarding solutions tailored to its customers’ individual needs.<br />
<strong>Panalpina</strong> World Transport (Holding) Ltd. is a limited company incorporated and domiciled in Basel. The registered address is Viaduktstrasse<br />
42, 4002 Basel, Switzerland. The Company shares are publicly traded and its primary listing is on the SIX Swiss Exchange in Zurich.<br />
The consolidated financial statements for the year ending 31 December <strong>2009</strong> were authorized for issuance in accordance with a resolution<br />
by the Board of Directors on 5 March 2010.<br />
Summary of significant accounting policies<br />
Restatement Statement of Cash Flows<br />
In the past the Group erroneously assigned additional currency impacts such as differences between average and closing rate in the line<br />
item “effect of exchange rate changes on cash and cash equivalents.”<br />
To be in compliance with IAS 7.28, the Group extracted all exchange differences which are not part of cash and cash equivalents from<br />
the above-mentioned line item and assigned it to the corresponding cash flow position. The impact on the subtotals of the statement of<br />
cash flows 2008 is as follows:<br />
in thousand CHF<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
Adjusted 2008<br />
Statement of<br />
Cash Flows<br />
2008<br />
Statement of<br />
Cash Flows<br />
Cash generated from operations 274,483 279,579<br />
Net cash from operating activities 193,206 209,563<br />
Net cash flows from investing activities (23,023) (31,931)<br />
Free cash flow 170,183 177,632<br />
Net cash used in financing activities (181,578) (180,744)<br />
Effect of exchange rate changes on cash and cash equivalents 22,293 14,040<br />
(single line items are disclosed in the consolidated statement of cash fl ows).<br />
Basis of preparation of the consolidated financial statements<br />
The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. The consolidated<br />
financial statements of the Company as at and for the year ended 31 December <strong>2009</strong> comprise the Company and its affiliates (together<br />
referred to as the “Group” and individually as “Group entities”).<br />
Statement of compliance<br />
The consolidated financial statements are based on the accounts of the individual subsidiaries on 31 December, which have been drawn<br />
up according to uniform Group accounting principles. The consolidated accounts have been prepared in accordance with the International<br />
Financial <strong>Report</strong>ing Standards (IFRS) and interpretations thereof adopted by the International Accounting Standards Board (IASB), and<br />
comply with Swiss law.<br />
Basis of measurement<br />
The consolidated financial statements have been prepared on the historical cost basis except for derivative financial instruments, financial<br />
instruments at fair value through profit or loss, available-for-sale financial assets which have been measured at fair value and liabilities<br />
for cash-settled share-based payment arrangements. Defined benefit assets are recognized at the net total of the plan assets plus unrecognized<br />
past-service costs and unrecognized actuarial losses and the present value of the defined benefit obligation.<br />
The methods used to measure fair values are discussed further in note 3.
Functional and presentation currency<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
The consolidated financial statements are presented in Swiss francs (CHF) and all values are rounded to the nearest thousand except<br />
when otherwise indicated.<br />
Use of estimates and judgments<br />
The preparation of the consolidated financial statements in conformity with IFRS requires management to make estimates, judgments and<br />
assumptions that affect the reported amounts of revenues, expenses, assets and liabilities as well as the disclosure of contingent liabilities<br />
on the date of the financial statements.<br />
It also requires management to exercise its judgment in the process of applying the Group’s accounting policies. Actual results may differ<br />
from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Deviations from estimates and judgments<br />
are recognized in the period in which the estimates are revised and in any future periods affected.<br />
The areas involving a higher degree of judgment or complexity, or areas in which assumptions and estimates are significant to the consolidated<br />
financial statements, are disclosed in note 4.<br />
3<br />
Significant accounting policies<br />
The accounting policies set out below have been applied consistently to all periods presented in these consolidated financial statements,<br />
and have been applied consistently by Group entities, unless otherwise stated. If necessary, comparative amounts have been reclassified<br />
to conform with the current year’s presentation.<br />
Effective from 1 January <strong>2009</strong>, the Group adopted the newly issued IFRSs and IFRIC interpretation or amendments:<br />
IFRS 1 (amendment) “First-time Adoption of IFRS” and IAS 27 “Consolidated and Separate Financial Statements”<br />
The amended standard allows first-time adopters to use a deemed cost of either fair value or the carrying amount under the previous<br />
accounting practice to measure the initial cost of investments in subsidiaries, jointly controlled entities and associates in the separate<br />
financial statements. The amendment also removes the definition of the cost method from IAS 27 and replaces it with a requirement to<br />
present dividends as income in the investor’s separate financial statements.<br />
IFRS 2 (amendment) “Share-based Payment”<br />
The amended standard clarifies the definition of vesting conditions and prescribes the treatment for an award that is cancelled. The Group<br />
adopted this amendment. It did not have an impact on the financial position or performance of the Group.<br />
In addition the IASB issued an amendment to IFRS 2 that clarified the scope and the accounting for group cash-settled share-based<br />
payment transactions. The adoption of this amendment did not have an impact on the financial position or performance of the Group.<br />
IFRS 3 (revised) “Business Combinations” and IAS 27 (amended) “Consolidated and Separate Financial Statements”<br />
IFRS 3 (revised) introduces significant changes in the accounting for business combinations occurring after 1 January <strong>2009</strong>. Changes<br />
affect the valuation of non-controlling interest, the accounting for transaction costs, the initial recognition and subsequent measurement<br />
of a contingent consideration and business combinations achieved in stages. These changes will impact the amount of goodwill<br />
recognized, the reported results in the period that an acquisition occurs and future reported results.<br />
IAS 27 (amended) requires that a change in the ownership interest of a subsidiary (without loss of control) is accounted for as a transaction<br />
with owners in their capacity as owners. Therefore, such transactions will no longer give rise to goodwill, nor will it give rise<br />
to a gain or loss. Furthermore, the amended standard changes the accounting for losses incurred by the subsidiary as well as the loss<br />
of control of a subsidiary. The changes by IFRS 3 and IAS 27 will affect future acquisitions or loss of control of subsidiaries and<br />
transactions with non-controlling interest.<br />
The change in accounting policy has been early adopted and had no material impact on earnings per shares.<br />
IFRS 7 (amendment) “Financial Instruments: Disclosures”<br />
The amended standard requires additional disclosures about fair value measurement and liquidity risk. Fair value measurements related<br />
to items recorded at fair value are to be disclosed by source of inputs using a three-level fair value hierarchy, by class, for all financial<br />
instruments recognized at fair value. In addition, reconciliation between the beginning and ending balance for level 3 fair value measurements<br />
is now required, as well as significant transfer between levels in the fair value hierarchy. The amendments also clarify the requirements<br />
for liquidity risk disclosures with respect to derivative transactions and assets used for liquidity management. The fair value<br />
measurement disclosures are presented in note 18. The liquidity risk disclosures are not significantly impacted by the amendments and<br />
are also presented in note 18.<br />
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IFRS 8 “Operating Segments”<br />
The new standard replaces IAS 14 “Segment reporting” upon its effective date. The Group concluded that the operating segments<br />
determined in accordance with IFRS 8 are the same segments previously identified under IAS 14.<br />
The internal reporting provided to the Executive Board and the Board of Directors is generated according to the existing four geograph<br />
ical operating segments and based on the same recognition and measurement principles as the consolidated financial statements.<br />
There have been no changes in the composition of operating segments due to the adoption of IFRS 8 but additional disclosures.<br />
An operating segment is a component of the Group that engages in business activities from which it may earn external and internal<br />
revenues and incur expenses. Segment results that are reported to the Executive Board and the Board of Directors include directly<br />
attributable items to a segment. Unallocated items comprise mainly corporate assets, head office expenses and income tax assets and<br />
liabilities. Formerly, corporate activities were included in Europe / Africa / Middle East / CIS. Comparative segment information has been<br />
represented.<br />
IAS 1 (revised) “Presentation of Financial Statements”<br />
The revised standard separates owner and non-owner changes in equity. The statement of changes in equity includes only details of<br />
transactions with owners with non-owner changes in equity presented in a reconciliation of each component of equity. In addition,<br />
the standard introduces the statement of comprehensive income. It presents all items of recognized income and expenses, either in<br />
one single statement or in two linked statements. The Group has elected to present two statements.<br />
IAS 23 (amendment) “Borrowing Costs”<br />
The amended standard requires capitalization of borrowing costs that are directly attributable to the acquisition, construction or production<br />
of a qualifying asset. The Group’s previous policy was to expense borrowing costs as they were incurred. In accordance<br />
with the transitional provision of the amended IAS 23, the Group has adopted the standard on a prospective basis. The change in account<br />
ing policy did not have any impact on earnings per share as the Group does not have any qualifying assets.<br />
IAS 32 (amendment) “Financial Instruments: Presentation” and IAS 1 (amendment)<br />
“Puttable Financial Instruments and Obligations Arising on Liquidation”<br />
The standards have been amended to allow a limited scope exception for puttable financial instruments to be classified as equity<br />
if they fulfil a number of specified criteria. The adoption of these amendments did not have any impact on the financial position or the<br />
performance of the Group.<br />
IAS 39 (amendment) “Financial Instruments: Recognition and Measurement – Eligible Hedged Items”<br />
The amendment clarifies that an entity is permitted to designate a portion of the fair value changes or cash flow variability of a particular<br />
situation. The Group has concluded that the amendment will have no impact on the financial position or performance of the Group, as<br />
the Group has not entered into any such hedges.<br />
IFRIC 9 (amendment) “Reassessment of Embedded Derivatives” and IAS 39 (amendment)<br />
“Financial Instruments: Recognition and Measurement”<br />
This amendment to IFRIC 9 requires an entity to assess whether an embedded derivative must be separated from a host contract when<br />
the entity reclassifies a hybrid financial asset out of the fair value through profit or loss category. This assessment is to be based on<br />
circumstances that existed on the later of the date the entity first became a party to the contract and the date of any contract amendments<br />
that significantly change the cash flow of the contract. IAS 39 now states that if an embedded derivative cannot be reliably<br />
measured, the entire hybrid instrument must remain classified as at fair value through profit or loss.<br />
IFRIC 13 “Customer Loyalty Programs”<br />
IFRIC 13 requires customer loyalty credits to be accounted for as separate component of the sales transaction in which they are granted.<br />
A portion of the fair value of the consideration received is allocated to the award credits and deferred. This is then recognized as<br />
revenue over the period that the award credits are redeemed. As the Group does not maintain a loyalty program, the interpretation is<br />
not relevant to the Group’s operations.<br />
IFRIC 15 “Agreements for Construction of Real Estates”<br />
The interpretation clarifies whether IAS 18 “Revenue” or IAS 11 “Construction Contracts” should be applied to particular transactions.<br />
It is likely to result in IAS 18 being applied to a wider range of transactions. IFRIC 15 is not relevant to the Group’s operations as all revenue<br />
transactions are accounted for under IAS 18 and not IAS 11.<br />
IFRIC 16 “Hedges of a Net Investment in a Foreign Operation”<br />
The interpretation is not to be applied prospectively. IFRIC 16 provides guidance on the accounting for a hedge of a net investment.<br />
As such it provides guidance on identifying the foreign currency risks that qualify for hedge accounting in the hedge of a net investment,<br />
where within the Group the hedging instruments can be held in the hedge of a net investment and how an entity should determine<br />
the amount of foreign currency gain or loss, relating to both the net investment and the hedging instrument, to be recycled on disposal<br />
on the net investment.<br />
IFRIC 18 “Transfer of Assets from Customers”<br />
This interpretation clarifies how to account for transfer of items of property, plant and equipment by entities that receive such transfers<br />
from their customers. The interpretation also applies to agreements in which an entity receives cash from a customer when that amount<br />
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Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
of cash must be used only to construct or acquire an item or property, plant or equipment and the entity must then use that item to<br />
provide the customer with ongoing access to supply goods or services. <strong>Panalpina</strong> is not impacted by applying IFRIC 18.<br />
Improvements to IFRSs<br />
In May 2008 and April <strong>2009</strong>, the IASB issued amendments to its standards, primarily with a view to removing inconsistencies and<br />
clarifying wording. There are separate transitional provisions for each standard. The adoption of the following amendments resulted in<br />
changes to accounting policies but did not have any impact on the financial position or performance of the Group.<br />
IFRS 5 “Non-current Assets Held for Sale and Discontinued Operations” clarifies that the disclosures required in respect of noncurrent<br />
assets and disposal groups classified as held for sale or discontinued operations are only those set out in IFRS 5. The disclosure<br />
requirements of other IFRSs only apply if specifically required for such non-current assets or discontinued operations. This amendment<br />
does not affect the Group’s disclosure as the Group did not have non-current assets and disposal groups classified as held for<br />
sale or discontinued operations.<br />
IFRS 8 “Operating Segment Information” clarifies that segment assets and liabilities need only be reported when those assets<br />
and liabilities are included in measures that are used by the chief operating decision maker.<br />
As the Group’s chief operating decision maker does review segment assets and liabilities, the Group has continued to disclose this<br />
information in note 5.<br />
IAS 1 “Presentation of Financial Statements”: Assets and liabilities classified as held for trading in accordance with IAS 39<br />
“Financial Instruments: Recognition and Measurement” are not automatically classified as current in the statement of financial position.<br />
The Group analyzed whether the expected period of realization of financial assets and liabilities differed from the classification of<br />
the instrument. This did not result in any reclassification of financial instruments between current and non-current in the statement<br />
of financial position.<br />
IAS 7 “Statement of Cash Flows” explicitly states that only expenditure that results in recognizing an asset can be classified as<br />
cash flow from investing activities. This amendment will impact the presentation in the statement of cash flows of the contingent<br />
consideration on the business combination. As in the period under review there were no business combinations, the amendment did<br />
not affect the presentation of the statement of cash flows.<br />
IAS 16 “Property, Plant and Equipment” with “fair value less costs to sell.” The Group amended its accounting policy accordingly,<br />
which did not result in any change in the Group’s financial position.<br />
IAS 18 “Revenue”: The Board has added guidance, which accompanies the standard, to determine whether an entity is acting as<br />
a principal or as an agent. The features to consider are whether the entity:<br />
has primary responsibility for providing the goods or service<br />
has inventory risk<br />
has discretion in establishing prices<br />
bears the credit risk<br />
The Group has assessed its revenue arrangements against these criteria and concluded that it is acting as principal in all arrangements.<br />
The revenue recognition accounting policy has not been updated as the new guidance does not effect the Group’s policy.<br />
IAS 20 “Accounting for Government Grants and Disclosures of Government Assistance”: Loans granted with no or low interest<br />
will not be exempted from the requirement to impute interest. Interest is to be imputed on loans granted with below-market interest<br />
rates. This amendment did not impact the Group as the government assistance received is not loans but direct grants.<br />
IAS 23 “Borrowing Costs”: The definition of borrowing costs is revised to consolidate two types of items that are considered<br />
com ponents of “borrowing costs” into one – the interest expense calculated using the effective interest rate method in accordance<br />
with IAS 39. The Group has amended its accounting policy accordingly which did not result in any change in its financial position.<br />
IAS 36 “Impairment of Assets”: When discounted cash flows are used to estimate “fair value less cost to sell”, additional disclosure<br />
is required for the discount rate, consistent with disclosures required when the discounted cash flows are used to estimate “value<br />
in use.” This amendment had no immediate impact on the consolidated financial statements of the Group because the recoverable<br />
amount of its cash generating units is currently estimated using “value in use.”<br />
The amendment clarified that the largest unit permitted for allocating goodwill acquired in a business combination is the operating<br />
segment as defined in IFRS 8 before aggregation for reporting purposes. The amendment has no impact on the Group as the annual<br />
impairment test is performed before aggregation.<br />
IAS 38 “Intangible Assets”: Expenditure on advertising and promotional activities is recognized as an expense when the Group<br />
either has the right to access the goods or has received the service. This amendment has no impact on the Group because it does<br />
not enter into such promotional activities.<br />
The reference to there being rarely, if ever, persuasive evidence to support an amortization method of intangible assets other than<br />
a straight-line method has been removed.<br />
Other amendments resulting from improvements to IFRSs did not have any impact on the accounting policy, financial position or<br />
performance of the Group. <strong>Panalpina</strong> generally early adopted improvements to IFRSs (April <strong>2009</strong>) except the amendments relating<br />
to IFRS 5 / IAS 1.<br />
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The following new standards, amendments to standards and interpretations that have been published are mandatory for the Group’s<br />
accounting periods beginning on or after 1 January 2010 or later periods, but the Group has not early adopted them:<br />
IFRS 1 (revised) “First-Time Adoption of IFRSs”<br />
This revised version restructures the format of IFRS 1 without changing the standard’s technical content. The revised standard has no<br />
impact on the financial statements as <strong>Panalpina</strong> is not applying International Financial <strong>Report</strong>ing Standards for the first time.<br />
IFRS 1 (amended) “First-Time Adoption of IFRSs – Additional Exemptions”<br />
This amendment includes, for companies adopting IFRS for the first time, further exemptions from the generally mandatory retrospective<br />
application of all standards and interpretations in force as of the balance sheet date as of which the initial IFRS financial statements<br />
are drawn up. The amendment has no impact on the financial statements as <strong>Panalpina</strong> is not applying International Financial <strong>Report</strong>ing<br />
Standards for the first time.<br />
IFRS 2 (amendment) “Group’s Cash-settled and Share-based Payment Transactions”<br />
In addition to incorporating IFRIC 8 “Scope of IFRS 2” and IFRIC 11 “IFRS 2: Group and treasury share transactions,” the amendments<br />
expand on the guidance in IFRIC 11 to address the classification of Group arrangements that were not covered by that interpretation.<br />
The new guidance is not expected to have a material impact on the Group’s financial statements.<br />
IFRS 5 (amendment) “Measurement of Non-current Assets (or Disposal Groups) classified as Held-for-Sale”<br />
The amendment is part of the IASB’s annual improvements project published in April <strong>2009</strong>. The amendment provides clarification that<br />
IFRS 5 specifies the disclosures required in respect of non-current assets (or disposal groups) classified as held for sale or discontinued<br />
operations. It also clarifies that the general requirements of IAS 1 still apply, particularly paragraph 15 (to achieve a fair presentation)<br />
and paragraph 125 (sources of estimation uncertainty) of IAS 1. The Group will apply IFRS 5 (amendment) from 1 January 2010. It is not<br />
expected to have a material impact on the Group’s financial statements.<br />
IFRS 9 “Financial Instruments: Measurement and Classification”<br />
IFRS 9 was issued in November <strong>2009</strong> and is intended to replace IAS 39 “Financial Instruments: Recognition and Measurement”. This<br />
will take place in three main phases. IFRS 9 as published deals with classification and measurements of financial assets only. IFRS 9<br />
reduces the existing measurement categories of financial instruments to two primary categories of financial assets: amortized cost and<br />
fair value. The categorization of financial assets is based on the newly introduced business model approach, i.e. it aligns the accounting<br />
with the way that the management deploys assets in its business while also considering the characteristics of the assets. IFRS 9<br />
is applicable for periods beginning on or after 1 January 2013. The impact on the consolidated financial statements can not yet be<br />
determined with sufficient reliability.<br />
IAS 1 (amendment) “Presentation of Financial Statements”<br />
The amendment is part of the IASB’s annual improvements project published in April <strong>2009</strong>. The amendment provides clarification that<br />
the potential settlement of a liability by the issue of equity is not relevant to its classification as current or non-current. By amending<br />
the definition of current liability, the amendment permits a liability to be classified as non-current (provided that the entity has an unconditional<br />
right to defer settlement by transfer of cash or other assets for at least 12 months after the accounting period) notwithstanding<br />
the fact that the entity could be required by the counter party to settle in shares at any time. The Group will apply IAS 1 (amendment)<br />
from 1 January 2010. It is not expected to have a material impact on the Group’s financial statements.<br />
IAS 24 (revised) “Related Party Disclosures”<br />
The revised standard provides a simplified definition of related parties by clarifying its intended meaning and eliminating inconsistencies<br />
from the definition. <strong>Panalpina</strong> is in process to analyze whether IAS 24 (revised) will impact the composition of related parties. The<br />
Company will apply IAS 24 (revised) for the financial year 2011.<br />
IAS 32 (amended) “Financial Instruments: Presentation – Classification of Rights Issues”<br />
The amendment to IAS 32 addresses the accounting for rights issues such as rights, options or warrants that are denominated in a<br />
currency other than the functional currency of the issuer. In particular, when the amendment is applied, rights (and similar derivatives)<br />
to acquire a fixed number of an entity’s own equity instruments for a fixed price stated in a currency other than the entity’s functional<br />
currency, would be equity instruments, provided the entity offers the rights pro rata to all of its existing owners of the same class of its<br />
own non-derivative equity instruments. <strong>Panalpina</strong> will apply IAS 32 (amended) for periods beginning on 1 January 2011. As <strong>Panalpina</strong><br />
has no rights issues, no impact is expected on the consolidated financial statements.<br />
IFRIC 14 (amended) “The Limit on a Defined Benefit Asset, Minimum Funding Requirement and their Interaction –<br />
Prepayment of a Minimum Funding Requirement”<br />
The amendment concerns those cases where a company is subject to minimum funding requirements and makes advance contribution<br />
payments in order to settle these minimum funding commitments. The amendment permits the recording of the benefit from such<br />
advance payments as an asset. <strong>Panalpina</strong> is in the process of analyzing the impact of each of this amendment.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong>
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
IFRIC 17 “Distribution of Non-cash Assets to Owners”<br />
The interpretation is part of the IASB’s annual improvements project published in April <strong>2009</strong>. The interpretation provides guidance on<br />
accounting for arrangements whereby an entity distributes non-cash assets to shareholders either as a distribution of reserves or<br />
as dividends. The Group will apply IFRIC 17 from 1 January 2010. It is not expected to have a material impact on the Group’s financial<br />
statements.<br />
IFRIC 19 “Extinguishing Financial Liabilities with Equity Instruments”<br />
The interpretation clarifies that the issue of an entity’s equity instruments to a creditor to extinguish all or part of a financial liability qualifies<br />
as consideration paid and therefore as extinguishment of the liability. The entity shall measure the equity instruments issued at the<br />
fair value of the equity instruments issued or the fair value of the liability extinguished, whichever is more reliably determinable. Possible<br />
gains or losses are to be disclosed separately. <strong>Panalpina</strong> will apply the new interpretation for annual periods beginning on 1 January 2011,<br />
but anticipates no impact on its financial statements from the implementation of this interpretation.<br />
Basis of consolidation<br />
Business combination<br />
The Group has adopted early IFRS 3 “Business Combinations” (2008) and IAS 27 “Consolidated and Separate Financial Statements” (2008)<br />
for all business combinations in the financial year starting 1 January <strong>2009</strong>. All business combinations occurring on or after 1 January <strong>2009</strong><br />
are accounted for by applying the acquisition method. The change in accounting policy is applied prospectively.<br />
Subsidiaries<br />
Subsidiaries are entities over which the Group has the power to govern the financial and operating policies generally accompanied by<br />
a shareholding of more than one half of the voting rights. The existence and effect of potential voting rights that are currently exercisable or<br />
convertible are considered when assessing whether the Group controls another entity. Subsidiaries are fully consolidated as of the date<br />
on which control is transferred to the Group and are deconsolidated as of the date control ceases.<br />
Acquisitions of entities<br />
The acquisition method of accounting is used for the acquisition of subsidiaries by the Group. The consideration transferred for the acquisition<br />
of a subsidiary is determined by the fair values of the assets transferred, the liabilities incurred to previous owners and the equity<br />
interests issued by the Group. The consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration<br />
arrangement. Acquisition-related costs are expense as incurred. Identifiable assets acquired and liabilities assumed in a business<br />
combination are measured initially at their fair value at acquisition date.<br />
The Group measures goodwill as the fair value of the consideration transferred including the recognized amount of any non-controlling<br />
interest in the acquiree, less the net recognized amount (generally fair value) of the identifiable assets acquired and liabilities assumed, all<br />
measured as at the acquisition date.<br />
The Group measures any non-controlling interest at its proportionate interest in the fair value of identifiable net assets of the acquiree.<br />
Transactions with non-controlling interests<br />
Under the new accounting policy, transactions with non-controlling interests while retaining control are accounted for as transactions with<br />
equity holders in their capacity as equity holders. As long as there is no change in control, all transactions with non-controlling interests<br />
are recorded in equity and are no longer resulting in goodwill or gains and losses. For purchases of non-controlling interests, the difference<br />
between any consideration transferred and the relevant share acquired of the carrying value of net assets of the subsidiary is recorded in<br />
equity. Gains and losses on disposal of non-controlling interests are also recorded in equity.<br />
If a transaction with non-controlling interests results in a change of control, any previously held or retained interest in the entity is remeasured<br />
to fair value, and a gain or loss is recognized in profit or loss, together with the realized gain or loss on the portion of interest<br />
sold.<br />
Transactions eliminated on consolidation<br />
Intragroup transactions, balances and unrealized gains on transactions between Group companies are eliminated. Unrealized losses are<br />
also eliminated. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted<br />
by the Group.<br />
Associates<br />
Associates are all entities in which the Group has significant influence, but where it does not have control, generally accompanying a shareholding<br />
of between 20 % and 50 % of the voting rights. Investments in associates are accounted for using the equity method of accounting<br />
and are initially recognized at cost. The Group’s investment in associates includes goodwill identified on acquisition, net of any accumulated<br />
impairment loss.<br />
The Group’s share of its associates’ post-acquisition profits or losses is recognized in the income statement, and its share of post-acquisition<br />
movements in reserves is recognized in reserves. The cumulative post-acquisition movements are adjusted against the carrying<br />
amount of the investment. When the Group’s share of losses in an associate equals or exceeds its interest in the associate, including any<br />
other unsecured receivables, the Group does not recognize further losses, unless it has incurred obligations or made payments on<br />
behalf of the associate.<br />
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Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Unrealized gains on transactions between the Group and its associates are eliminated to the extent of the Group’s interest in the associates.<br />
Unrealized losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting<br />
policies of associates have been aligned where necessary to ensure consistency with the policies adopted by the Group. Dilution gains<br />
and losses arising in investments in associates are recognized in the income statement.<br />
Foreign currency<br />
Functional and presentation currency<br />
Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic<br />
environment in which the entity operates (the functional currency). The consolidated financial statements are presented in Swiss francs,<br />
which is the Group’s presentation currency.<br />
Transactions and balances<br />
Foreign currency transactions and balances are translated into the functional currency using the exchange rates prevailing at the transaction<br />
or reporting dates. Foreign exchange gains and losses resulting from the settlement of such balances and from the remeasurement<br />
at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized in the income statement.<br />
Changes in the fair value of securities denominated in foreign currency classified as available-for-sale are split into components resulting<br />
from changes in the amortized cost of the security and other changes in the carrying amount of the security. Foreign exchange remeas urement<br />
differences related to changes in amortized cost are recognized in profit or loss, and other changes in the carrying amount are<br />
recog nized in equity.<br />
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates as of the<br />
dates of the initial transaction. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates on<br />
the date on which the fair value is determined.<br />
On consolidation, exchange differences arising from the translation of net investments in foreign operations are taken to other comprehensive<br />
income. When a foreign operation is partially disposed of or sold, exchange differences that were recorded in other comprehensive<br />
income are recognized in the income statement as part of the gain or loss on sale.<br />
Group Companies<br />
The results and financial positions of Group entities that have a functional currency different from the presentation currency are translated<br />
into the presentation currency as follows:<br />
assets and liabilities for each statement of financial position presented are translated at the closing rate at the reporting date;<br />
income and expenses for each income statement are translated at average exchange rates; and<br />
all resulting exchange differences are recognized as a separate component of other comprehensive income.<br />
The income and expenses of foreign operations in hyperinflationary economies are translated to Swiss francs at the exchange rate on<br />
the reporting date. Prior to translating the financial statement of foreign operations in hyperinflationary economies, their financial statements<br />
are restated to account for changes in the general purchasing power of the local currency. The restatement is based on relevant<br />
price indices on the reporting date. Foreign currency differences are recognized directly in comprehensive income in the foreign currency<br />
translation reserve. When a foreign operation is disposed of, in part or in full, the relevant amount in the foreign currency translation reserve<br />
is transferred to profit or loss.<br />
Any goodwill arising on the acquisition is treated as assets and liabilities of the foreign operation and translated at the closing rate.<br />
The most important exchange rates used in the reported financial statements are:<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
Balance<br />
Sheet<br />
<strong>2009</strong> 2008<br />
Income<br />
Statement<br />
Balance<br />
Sheet<br />
Income<br />
Statement<br />
EUR 1.48429 1.51006 EUR 1.48959 1.58707<br />
USD 1.02940 1.08465 USD 1.05690 1.08339<br />
HKD 0.13274 0.13992 HKD 0.13637 0.13915<br />
CNY 0.15078 0.15877 CNY 0.15483 0.15602<br />
CAD 0.97917 0.95269 CAD 0.86888 1.01891<br />
GBP 1.66053 1.69541 GBP 1.52785 1.99850
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Hedge of a net investment in a foreign operation<br />
The Group applies hedge accounting to foreign currency differences arising between the functional currency of the foreign operation and<br />
the parent entity’s functional currency, regardless of whether the net investment is held directly or through an intermediate parent.<br />
Foreign currency differences arising on the retranslation of a financial liability designated as a hedge of a net investment in a foreign<br />
operation are recognized in other comprehensive income to the extent that the hedge is effective, and are presented within equity in the<br />
foreign currency translation reserve (FCTR). To the extent that the hedge is ineffective, such differences are recognized in the income<br />
statement. When the hedged part of a net investment is disposed of, the relevant amount in the FCTR is transferred to profit or loss as<br />
part of the profit or loss on disposal.<br />
Operating segment information<br />
The Group’s operations are predominantly determined by the geographical location of the Group’s operation. The determination of the<br />
Group’s operating segments is based on the organization units for which information is reported to the Group’s management. The Group<br />
is primarily organized by regions and has four reportable segments, “Europe / Africa / Middle East / CIS,” “North America,” “Central and<br />
South America” and “Asia / Pacific.” Each reportable segment offers the same product and services. As chief operating decision maker the<br />
Executive Board has been identified. The Executive Board monthly reviews the Group’s internal reporting in order to assess performance<br />
and allocate resources. Management has determined the operating segments based on these reports.<br />
Performance is measured based on gross profit and operating result (EBIT). Income tax expenses as well as finance income and costs<br />
are not assessed by segment.<br />
Certain headquarter activities are reported as “Corporate.” These consist of corporate headquarters, including the Corporate Executive<br />
Committee, corporate communications, corporate operations, corporate human resources, corporate finance, including treasury, taxes<br />
and pension fund management, corporate legal and corporate safety and environmental services. Previously the corporate functions have<br />
been reported within “Europe / Africa / Middle East / CIS.”<br />
Transfer prices between operating segments are set out at arm’s-length basis. Operating assets and liabilities consist of property, plant<br />
and equipment, goodwill and intangible assets, trade receivables / payables, other assets and liabilities such as provisions and current<br />
income taxes, which can be reasonably attributed to the reported operating segments. Non-operating assets and liabilities mainly include<br />
deferred income tax balances, post-employment benefit assets / liabilities and financial assets / liabilities such as marketable securities<br />
and investments.<br />
Revenue recognition<br />
Net forwarding revenue includes services for forwarding performed for third parties after deducting trade discounts and volume rebates<br />
and excluding sales taxes and value-added taxes less charges for customs and duty.<br />
Trade discounts and volume rebates are recorded on an accrual basis consistent with recognition of the related revenue recorded as<br />
a deduction for accounts receivables or as accrued liabilities. Such estimates are based on analyses of existing contractual or legislatively<br />
mandated obligations, historical trends and the Group’s experience.<br />
Net forwarding revenue is recognized at the time the services are performed. Logistics projects with a longer period of delivery are<br />
recognized to the stage of completion of the services on the reporting date. The stage of completion is assessed in reference to completion<br />
of the specific transaction assessed on the basis of the actual service provided as a proportion of the total services to be provided.<br />
Gross profit includes net forwarding revenue from services rendered less related expenses for services provided by third parties net of<br />
customs, duty and taxes.<br />
Interest income<br />
Revenue is recognized as interest accrued using the effective interest method. Interest income is included in finance income in the income<br />
statement.<br />
Dividends<br />
Revenue is recognized when the Group’s right to receive the payment is established.<br />
Forwarding services from third parties<br />
Forwarding services from third parties include the corresponding direct services costs and related services costs rendered by a third<br />
party. Trade discounts, cash discounts and volume rebates are recorded on an accrual basis consistent with the recognition of the related<br />
services.<br />
Employee benefits<br />
Short-term benefits<br />
Short-term employee benefit obligations are measured on an undiscounted basis and are expensed as the related service is provided.<br />
When an obligation can be estimated reliably, a liability is recognized for the amount expected to be paid under short-term cash bonus or<br />
profit-sharing plans if the Group has present legal or constructive obligation to pay this amount as a result of past service provided by<br />
the employee.<br />
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Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Termination benefits<br />
Termination benefits are recognized as an expense when the Group is demonstrably committed, without realistic possibility of withdrawal,<br />
to a formal detailed plan to either terminate employment before the normal retirement date, or to provide termination benefits as a result<br />
of an offer made to encourage voluntary redundancy. Termination benefits for voluntary redundancies are recognized as an expense if the<br />
Group has made an offer of voluntary redundancy and it is probable that the offer will be accepted.<br />
Pension obligation<br />
Group companies operate various pension schemes. The schemes are generally funded through payments to insurance companies or<br />
trustee-administrated funds. The Group has both defined benefit and defined contribution plans.<br />
A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. The Group has no<br />
legal or constructive obligations to pay further contributions. Contributions to defined contribution plans are recognized in the income<br />
statement when they are due. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in the future<br />
payments is available.<br />
The asset and liability recognized in the balance sheet in regard to defined benefit pension plans is the present value of the defined<br />
benefit obligation at the balance sheet date less the fair value of plan assets, together with adjustments for unrecognized past-service<br />
costs. The defined benefit obligation is calculated annually by qualified actuaries using the projected unit credit method. The present value<br />
of the defined benefit obligation is determined by discounting the estimated future cash outflows using the interest rates of high-quality<br />
corporate bonds that are denominated in the currency in which the benefits will be paid and which have maturity dates approximating the<br />
terms of the related pension liability.<br />
When the calculation results in a benefit to the Group, the recognized asset is limited to the total of any unrecognized past-service costs<br />
and the present value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions<br />
to the plan. An economic benefit is available to the Group if it is realizable during the life of the plan, or on settlement of the plan liabilities.<br />
Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to equity<br />
in the other comprehensive income in the period in which they arise.<br />
Past-service costs are recognized immediately in income, unless the changes to the pension plan are conditional on the employees remaining<br />
in service for a specified period of time. In this case, past-service costs are amortized on a straight-line basis over the vesting period.<br />
Other long-term employee benefits<br />
Net obligation in regard to long-term employee benefits other than pension plans is the amount of future benefits that employees have<br />
earned in return for their service in the current and / or prior periods. Benefits are discounted to determine its present value and the fair<br />
value of any related asset is deducted. The expected costs of these benefits are accrued over the period of employment using the same<br />
method of valuation that is used for defined benefit pension plans. Any actuarial gains or losses are recognized in the income statement<br />
in the period in which they arise.<br />
Share-based compensation<br />
The Group operates equity-settled, share-based compensation plans. The fair value of the employee services received in exchange for the<br />
granting of the options and the discount on the shares granted are recognized as an expense, together with a corresponding increase<br />
in equity, over the period in which the performance and / or service conditions are fulfilled, ending on the date on which the relevant employees<br />
become fully entitled to the award (the vesting date). Non-market vesting conditions are included in assumptions about the number of<br />
options that are expected to become exercisable. On each balance sheet date, the Company revises its estimates of the number of options<br />
that are expected to become exercisable. The impact of the revision of original estimates, if any, is recognized immediately in the income<br />
statement, with a corresponding adjustment to equity.<br />
Other operating expenses<br />
Other operating expenses primarily include administrative expenses, communication expenses, rent and utilities expenses, travel and promotion<br />
expenses, insurance expenses and claims, changes in provisions from impairments of trade receivables and collection expenses<br />
and other operating expenses necessary to render forwarding revenue to third parties. The expenses are recognized when the expenses<br />
recorded on an accrual basis have been occurred.<br />
Finance income and costs<br />
Finance income comprises interest income on funds invested, dividend income, gains on disposals of available-for-sale financial assets,<br />
changes in the fair value of financial assets at fair value through profit or loss, and gains on derivatives that are recognized in profit or loss.<br />
Interest income is recognized as it accrues in profit or loss, using the effective interest method.<br />
Finance costs comprise interest expense on borrowings, unwinding of the discount on provisions, changes in the fair value of financial<br />
assets at fair value through profit or loss, impairment losses recognized on financial assets, losses on hedging instruments that are<br />
recog nized in profit or loss, bank charges and bank guarantee fees. All borrowing costs are recognized in profit or loss using the effective<br />
interest method.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong>
Income tax expenses<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Income tax expenses comprise current and deferred tax. Income taxes include all taxes based upon the taxable profits of the Group,<br />
including withholding taxes payable on the distribution of retained earnings within the Group. Other taxes not based on income, such as<br />
capital taxes, are included within general expenses. Current tax and deferred tax are recognized in profit or loss except to the extent<br />
that it relates to a business combination, or items recognized directly in equity or in other comprehensive income.<br />
Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantively<br />
enacted at the reporting date, and any adjustment to tax payable in respect of previous years.<br />
Deferred tax is recognized in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting<br />
purposes and the amounts used for taxation purposes. Deferred tax is not recognized for the initial recognition of assets and liabilities<br />
in a transaction that is not a business combination and that affects neither accounting nor taxable profit or loss, and differences relating<br />
to investments in subsidiaries and jointly controlled entities to the extent that it is probable that they will not reverse in the foreseeable<br />
future. In addition, deferred tax is not recognized for taxable temporary differences arising on the initial recognition of goodwill. Deferred<br />
tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, based on the laws that have<br />
been enacted or substantively enacted by the reporting date. Deferred tax assets and liabilities are offset if there is a legally enforceable<br />
right to offset current tax liabilities and assets and if it is intended either to settle on a net basis or to realize the asset and settle the liability<br />
simultaneously.<br />
A deferred tax asset is recognized for unused tax losses, tax credits and deductible temporary differences, to the extent that it is probable<br />
that future taxable profits will be available against which they can be utilized. Deferred tax assets are reviewed at each reporting date and<br />
are reduced to the extent that it is no longer probable that the related tax benefit will be realized.<br />
Cash and cash equivalents and other current financial assets<br />
Cash and cash equivalents included in the statement of financial position and statement of cash flows represent cash on hand, bank<br />
and postal checks, bills of exchange net, bank current account balances and time deposits and highly liquid money market papers with<br />
a maturity period of less than 3 months from the date of acquisition.<br />
Other current financial assets include time deposits with a maturity period between 3 months and 1 year.<br />
Trade receivables<br />
Accounts receivable are recognized initially at fair value and are subsequently measured at amortized cost using the effective interest<br />
method, less valuation adjustments for impairments. A provision for impairment of trade receivables is established when there is objective<br />
evidence that the Group will not be able to collect all amounts due according to the original terms of receivables. Significant financial<br />
difficulties of the debtor, probability that the debtor will enter bankruptcy or financial reorganization, and default or delinquency in payments<br />
(more than 30 days overdue) are considered indicators that the trade receivable is impaired. The amount of the provision is the difference<br />
between the asset’s carrying amount and the present value of estimated future cash flows. The carrying amount of the asset is reduced<br />
through the use of an allowance account, and the amount of the loss is recognized in the income statement within other operating expenses.<br />
When a trade receivable is uncollectible, it is written off against the allowance account for trade receivables. Subsequent recoveries<br />
of amounts previously written off or one hundred percent impaired are credited against operating expenses in the income statement.<br />
Unbilled forwarding services<br />
Unbilled forwarding services represents the gross unbilled amount expected to be collected from customers for forwarding services in<br />
progress for which costs are incurred but not yet invoiced. For logistics projects and other services with a longer period of delivery, recognized<br />
profits are included.<br />
Non-current assets held for sale<br />
Non-current assets or disposal groups are classified as assets held for sale when their carrying amount is to be recovered principally through<br />
a sales transaction and a sale is considered highly probable. Before classification as held for sale, the assets or components of a disposal<br />
group are remeasured in accordance with the Group’s accounting policies. Thereafter, generally the assets or disposal groups are measured<br />
at the lower of their carrying amount and fair value less costs. Any impairment loss on a disposal group is allocated first to goodwill, and<br />
then to remaining assets and liabilities on a pro rata basis, except that no loss is allocated to financial assets, deferred tax assets and employee<br />
benefit assets, which continue to be measured. Impairment losses on initial classification as held for sale and subsequent gains or<br />
losses on remeasurement are recognized in the income statement. Gains are not recognized in excess of any cumulative impairment loss.<br />
Property, plant and equipment<br />
Property, plant and equipment are measured at cost, net of accumulated depreciation and / or accumulated impairment losses, if any. Cost<br />
includes expenditure that is directly attributable to the acquisition of the asset and the cost of replacing part of the property, plant and<br />
equipment as well as borrowing costs for long-term construction projects if the recognition criteria are met. All other repair and maintenance<br />
costs of the day-to-day servicing are recognized in the income statement as incurred. The present value of the expected cost for the<br />
decommissioning of the asset after its use is included in the cost of the respective asset if the recognition criteria for a provision are met.<br />
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Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Refer to provisions for further information about the measurement of the decommissioning provision.<br />
When components of an item of property, plant and equipment have different useful lives, they are accounted for as separate items of<br />
property, plant and equipment.<br />
Gains and losses on a disposal of an item of property, plant and equipment are determined by comparing the process from disposal with<br />
the carrying amount of property, plant and equipment, and are recognized net within gains or losses on sales of non-current assets in<br />
the income statement.<br />
Land and buildings are carried at cost less depreciation and / or accumulated impairment losses.<br />
Depreciation is recognized in the income statement on a straight-line basis over the estimated useful lives of each part of an item of property,<br />
plant and equipment. Leased assets are depreciated over the shorter of the lease term and their useful lives unless it is reasonably<br />
certain that the Group will obtain ownership by the end of the lease term. Land and construction in progress are not depreciated. The estimated<br />
useful lives for the current and comparative periods are as follows:<br />
Warehouse and office buildings<br />
Years<br />
25 – 40<br />
Warehouse and transportation equipment 3 – 10<br />
Office furnishings and equipment 5 – 10<br />
EDP hardware 3<br />
Trucks, trailers and special vehicles 3 – 10<br />
Automobiles 3 – 5<br />
The assets’ residual value and useful lives are reviewed, and adjusted if appropriate, at each balance sheet date.<br />
Leases<br />
Leases in which a significant portion of the risks and rewards of ownership are retained by the lessor are classified as operating leases.<br />
Payments made under operating leases are recognized in the income statement on a straight-line basis over the shorter of the estimated<br />
useful life of the asset and the lease term.<br />
The Group leases certain property, plants and equipment. Leases of property, plant and equipment in which the Group substantially bears<br />
all the risks and rewards of ownership are classified as finance leases. Finance leases are capitalized at the lease’s commencement at<br />
the lower of the fair value of the leased property and the present value of the minimum lease payments. Subsequent to initial recognition,<br />
the asset is accounted for in accordance with the accounting policy applicable for that asset.<br />
Each lease payment is allocated between the liability and finance charges so as to achieve a constant rate on the finance balance outstanding.<br />
The corresponding leasing obligations, net of finance charges, are included in borrowings. The interest element of the finance cost<br />
is charged to the income statement over the lease period so as to produce a constant periodic rate of interest on the remaining balance of<br />
the liability for each period.<br />
Intangible assets<br />
Business combinations and goodwill<br />
Business combinations are accounted for using the purchase method. The cost of an acquisition is measured as the fair value of the assets<br />
given, equity instruments issued and liabilities incurred or assumed at the date of exchange. Identifiable assets acquired and liabilities<br />
and contingent liabilities assumed in a business combination are measured initially at fair values at the date of acquisition, irrespective of<br />
the extent of any non-controlling interest.<br />
Goodwill is initially measured at cost, being the excess of the cost of the business combination over the Group’s share in the net fair value<br />
of the acquiree’s identifiable assets, liabilities and contingent liabilities. If the cost of acquisition is less than the fair value of the net assets<br />
of the affiliate acquired, the difference is recognized in the income statement.<br />
After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing,<br />
goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Group’s cash-generating units that are<br />
expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the acquiree are assigned<br />
to those units.<br />
Where goodwill forms part of a cash-generating unit and part of the operation within that unit is disposed of, the goodwill associated with<br />
the operation disposed of is included in the carrying amount of the operation when determining the gain or loss on disposal of the operation.<br />
Goodwill disposed of under this circumstance is measured based on the relative values of the operation disposed of and the portion<br />
of the cash-generating unit retained.<br />
Goodwill on acquisitions of subsidiaries is included in intangible assets. Goodwill is tested annually for impairment and carried at cost less<br />
accumulated impairment losses. Impairment losses on goodwill are not reversed.<br />
When subsidiaries are sold, the difference between the selling price and the net assets plus cumulative translation differences and unamortized<br />
goodwill is recognized in the income statement.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong>
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Trademarks and licenses<br />
Separately acquired trademarks and licenses are shown at historical cost. Trademarks and licenses acquired in a business combination<br />
are recognized at fair value at the acquisition date. Trademarks and licenses have a finite useful life and are carried at cost less accumulated<br />
amortization and / or accumulated impairment losses. Amortization is calculated using the straight-line method to allocate the cost of<br />
trademarks and licenses over their estimated useful lives of 5 to 10 years.<br />
Customer relationships<br />
Customer relationships acquired in a business combination are recognized at fair value at the acquisition date. Customer relations have<br />
a finite useful life and are carried at cost less accumulated amortization and / or accumulated impairment losses. Amortization is calculated<br />
using the straight-line method over the expected life of the customer relationship of 3 to 5 years.<br />
Computer software<br />
Development costs that are directly attributable to the design and testing of identifiable and unique software products controlled by the<br />
Group are recognized as intangible assets when the following criteria are met:<br />
it is technically feasible to complete the software product so that it will be available for use;<br />
management intends to complete the software product and use or sell it;<br />
there is an ability to use or sell the software product;<br />
it can be demonstrated how the software product will generate probable future economic benefits;<br />
adequate technical, financial and other resources to complete the development and to use or sell the software product are available;<br />
and<br />
the expenditure attributable to the software product during its development can be reliably measured.<br />
Directly attributable costs that are capitalized as part of the software product include software development costs, employee costs and<br />
an appropriate portion of relevant overhead costs. Other development expenditures that do not meet these criteria are recognized as an<br />
expense as incurred. Development costs previously recognized as expenses are not recognized as an asset in a subsequent period.<br />
Costs associated with maintaining computer software programs are recognized as an expense as incurred.<br />
Computer software development costs recognized as assets are amortized over their estimated useful life, which does not exceed 3 years.<br />
Other intangible assets<br />
Other intangible assets that are acquired by the Group that have finite useful lives are measured at cost less accumulated amortization and<br />
accumulated impairment losses.<br />
Impairment of non-financial assets<br />
The Group assesses on each reporting date whether there is an indication that an asset may be impaired. If any such indication exists, or<br />
when annual impairment testing for an asset is required, the Group makes an estimate of the asset’s recoverable amount. An asset’s<br />
recoverable amount is the higher of an asset’s or cash-generating unit’s fair value less costs to sell and its value in use and is determined<br />
for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or asset<br />
groups. Where the carrying amount of an asset exceeds its recoverable amount, the asset is considered impaired and is written down<br />
to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pretax<br />
discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. An appropriate<br />
valuation model is used to determine fair value less costs to sell. These calculations are corroborated by valuation multiples, quoted share<br />
prices for publicly traded subsidiaries or other available fair value indicators. Impairment losses are recognized in the income statement.<br />
For assets excluding goodwill, an assessment is made on each reporting date as to whether there is any indication that previously recognized<br />
impairment losses may no longer exist or may have decreased. If such indication exists, the Group estimates the asset’s or cashgenerating<br />
unit’s recoverable amount. A previously recognized impairment loss is reversed only if there has been a change in the assumptions<br />
used to determine the asset’s recoverable amount since the last impairment loss was recognized. The reversal is limited so that the<br />
carrying amount of the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined,<br />
net of depreciation, had no impairment loss been recognized for the asset in prior years. Such reversal is recognized in the income statement.<br />
The following criteria are also applied in assessing impairment of specific assets:<br />
Goodwill<br />
Goodwill is reviewed for impairment annually, or more frequently if events or changes in circumstances indicate that the carrying value may<br />
be impaired.<br />
Impairment is determined for goodwill by assessing the recoverable amount of the cash-generating unit to which the goodwill relates.<br />
Where the recoverable amount of the cash-generating unit is less than the carrying amount of the cash-generating unit to which the goodwill<br />
has been allocated, an impairment loss is recognized. Impairment losses relating to goodwill cannot be reversed in future periods.<br />
The Group performs its annual impairment test of goodwill as of 31 December.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
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98<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Intangible assets<br />
Intangible assets with indefinite useful lives are tested for impairment annually as of 31 December either individually or at the cash-generating<br />
unit level, as appropriate and when circumstances indicate that the carrying value may be impaired.<br />
Financial assets<br />
The Group classifies its financial assets into the following categories: at fair value through profit or loss, loans and receivables, availablefor-sale<br />
and in exceptional cases as held-to-maturity. The classification depends on the purpose for which the financial assets were<br />
acquired. Management determines the classification of its financial assets at initial recognition.<br />
Financial assets are recognized initially at fair value plus, in the case of investments not at fair value through profit or loss, directly attributable<br />
transaction costs.<br />
Purchases or sales of financial assets that require delivery of assets within a time frame established by regulation or conversion in the<br />
market place are recognized on the trade date, i.e. the date the Group commits to purchase or sell the asset.<br />
The Group’s financial assets include cash and marketable securities, short-term deposits, trade and other receivables, loans and other<br />
receivables, quoted and unquoted financial instruments and derivative financial instruments.<br />
Subsequent measurement<br />
Financial assets at fair value through profit or loss<br />
Financial assets at fair value through profit or loss include financial assets held for trading and financial assets designated upon initial recognition<br />
at fair value through profit or loss. Financial assets are classified as held for trading if they are acquired for the purpose of selling<br />
in the near term. This category includes derivative financial instruments entered into by the Group that do not meet the hedge accounting<br />
criteria. Derivatives, including separately embedded derivatives, are also classified as held for trading unless they are designated as effective<br />
hedging instruments. Financial assets at fair value through profit or loss are carried on the balance sheet at fair value with gains or<br />
losses recognized in the income statement.<br />
Loans and receivables<br />
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market.<br />
Such financial assets are carried at amortized cost using the effective interest rate method. Gains and losses are recognized in the income<br />
statement when the loans and receivables are derecognized or impaired, as well as through the amortization process.<br />
Trade receivables originated by the Group are financial assets that are created by providing money or services directly to the debtor. Such<br />
receivables are not quoted and not originated with the intention to be sold immediately or in the near term. Receivables are presented in<br />
current assets for maturities up to twelve months (accounting treatment of trade receivables is outlined in more detail in the section: Trade<br />
receivables).<br />
Held-to-maturity investments<br />
Non-derivative financial assets with fixed or determinable payments and fixed maturities are classified as held-to-maturity when the Group<br />
has the positive intention and ability to hold them until maturity. After initial measurement, held-to-maturity investments are measured at<br />
amortized cost using the effective interest method. This method uses an effective interest rate that exactly discounts estimated future cash<br />
receipts through the expected life of the financial asset to the net carrying amount of the financial asset. Gains and losses are recognized<br />
in the income statement when the investments are derecognized or impaired, as well as through the amortization process. The Group did<br />
not have any held-to-maturity investments during the periods under review.<br />
Available-for-sale financial assets<br />
Available-for-sale financial assets are non-derivative financial assets that are designated as available-for-sale or are not classified in any of<br />
the three preceding categories. After initial measurement, available-for-sale financial assets are measured at fair value with unrealized gains<br />
or losses recognized in comprehensive income until the investment is derecognized, at which time the cumulative gain or loss recorded in<br />
comprehensive income is recognized in the income statement, or determined to be impaired, at which time the cumulative loss recorded<br />
in comprehensive income is recognized in the income statement.<br />
Financial liabilities<br />
Financial liabilities are classified as financial liabilities at fair value through profit or loss, financial liabilities at amortized cost or as derivatives<br />
designated as hedging instruments in an effective hedge as appropriate. The Group determines the classification of its financial liabilities at<br />
initial recognition.<br />
Financial liabilities are recognized initially at fair value and, in the case of loans and borrowings, directly attributable transaction costs.<br />
The Group’s financial liabilities include trade and other payables, bank overdrafts, loans and borrowings, financial guarantee contracts and<br />
derivative financial instruments.<br />
Subsequent measurement<br />
Financial liabilities at fair value through profit or loss<br />
Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities designated upon initial<br />
recognition as at fair value through profit or loss. This category includes derivative financial instruments entered into by the Group that do not<br />
meet the hedge accounting criteria. Gains or losses on liabilities at fair value through profit or loss are recognized in the income statement.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong>
Loans and borrowings<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortized cost using the effective rate method.<br />
Gains and losses are recognized in the income statement when the liabilities are derecognized as well as through the amortization process.<br />
Financial guarantee contracts<br />
Financial guarantee contracts issued by the Group are those contracts that require a payment to be made to reimburse the holder for a<br />
loss it incurs because the specified debtor fails to make a payment when due in accordance with the terms of a debt instrument. Financial<br />
guarantee contracts are recognized initially as a liability at fair value, adjusted for transaction costs that are directly attributable to the<br />
issuance of the guarantee. Subsequently, the liability is measured at the higher of the best estimate of the expenditure required to settle<br />
the present obligation on the balance sheet date and the amount recognized less cumulative amortization.<br />
Fair values of financial instruments<br />
The fair value of financial instruments traded in active markets is determined by reference to quoted market bid prices at the close of business<br />
on the balance sheet date. For unlisted financial instruments where there is no active market, fair value is determined using valuation<br />
techniques. Such techniques may include using recent arm’s-length market transactions, reference to the current fair value of another instrument<br />
that is substantially the same, discounted cash flows analysis or other valuation models. The fair value of forward foreign exchange<br />
contracts is determined using quoted forward exchange rates on the balance sheet date.<br />
Due to the short-term character of trade receivables, the fair value of the trade receivables approximates their carrying amount.<br />
Amortized cost of financial instruments<br />
Amortized cost is computed using the effective interest method less any allowance for impairment and principal repayment or reduction.<br />
The calculation takes into account any premium or discount on acquisition and includes transaction costs that are an integral part of the<br />
effective interest rate.<br />
Impairment of financial assets<br />
The Group assesses on each balance sheet date whether there is any objective evidence that a financial asset or a group of financial assets<br />
is impaired. A financial asset or a group of financial assets is deemed to be impaired if there is objective evidence of impairment as a result<br />
of one or more events that have occurred after the initial recognition of the asset and if the loss event has an impact on the estimated<br />
future cash flows of the financial asset that can be reliably estimated.<br />
Evidence of impairment may include indications that the debtors or a group of debtors are experiencing significant financial difficulty, default<br />
or delinquency in interest or principal payments, the probability that they will enter bankruptcy or other financial reorganization and where<br />
observable data indicate that there is a measurable decrease in the estimated future cash flows, such as changes in arrears or economic<br />
conditions that correlate with defaults.<br />
Assets carried at amortized cost<br />
If there is objective evidence that an impairment loss on loans and receivables carried at amortized cost has been incurred, the amount<br />
of the loss is measured as the difference between the asset’s carrying amount and the present value of future cash flows discounted at<br />
the financial asset’s original effective interest rate. The carrying amount of the asset is reduced through the use of an allowance account.<br />
The amount of the loss shall be recognized in the period of loss.<br />
The Group first assesses whether objective evidence of impairment exists individually for financial assets that are individually significant,<br />
and individually or collectively for financial assets that are not individually significant. If it is determined that no objective evidence of impairment<br />
exists for an individually assessed financial asset, whether significant or not, the asset is included in a group of financial assets<br />
with similar credit risk characteristics and the group of financial assets is collectively assessed for impairment. Assets that are individually<br />
assessed for impairment and for which an impairment loss is or continues to be recognized are not included in a collective assessment<br />
of impairment.<br />
If within a subsequent period the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring<br />
after the impairment was recognized, the previously recognized impairment loss is reversed. Any subsequent reversal of an impairment<br />
loss is recognized in profit or loss, to the extent that the carrying value of the asset does not exceed its amortized cost on the reversal date.<br />
In relation to trade receivables, individual provision for impairment is made when there is objective evidence (such as the probability of<br />
insolvency or significant financial difficulties of the debtor) that the Group will not be able to collect all of the amounts due under the original<br />
terms of the invoice. For trade receivables not individually impaired the Group implemented a policy to determine the best estimation of<br />
the fair values. Such estimates are based on analyses of historical trends, the Group’s experience and market observations. The estimates<br />
are reviewed and adjusted if appropriate at each financial year-end. The carrying amount of the receivables is reduced through the use of<br />
an allowance account. Impaired debts are derecognized when they are assessed as uncollectible.<br />
Available-for-sale financial investments<br />
If an available-for-sale asset is impaired, an amount comprising the difference between its cost (net of any principal payment and amortization)<br />
and its current fair value, less any impairment loss previously recognized in the income statement, is transferred from equity to the<br />
income statement. Reversals in regard to equity instruments classified as available-for-sale are not recognized in the income statement.<br />
Reversals of impairment losses on debt instruments are reversed through the income statement if the increase in fair value of the instrument<br />
can be objectively related to an event occurring after the impairment loss was recognized in the income statement.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
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100<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Derecognition of financial assets and liabilities<br />
Financial assets<br />
A financial asset is derecognized when:<br />
the rights to receive cash flows from the asset have expired; or<br />
the Group has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash<br />
flows in full without material delay to a third party under a “pass-through” arrangement; and either (a) the Group has transferred<br />
substantially all the risks and rewards of the asset or (b) the Group has neither transferred nor retained substantially all the risks<br />
and rewards of the asset, but has transferred control of the asset.<br />
Financial liabilities<br />
A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expired.<br />
Where a financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability<br />
are substantially modified, such an exchange or modification is treated as a derecognition of the original liability. The recognition of a new<br />
liability and the difference in the respective carrying amounts is recognized in the income statement.<br />
Derivative financial instruments, including hedge accounting<br />
The Group holds derivative financial instruments to hedge its foreign currency and interest rate risk exposures. Derivatives are initially<br />
recognized at fair value on the date a derivative contract is entered into and are subsequently remeasured at fair value. Attributable transaction<br />
costs are recognized in the income statement when incurred.<br />
Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative.<br />
Any gains or losses arising from changes in fair value on derivatives during the year that do not qualify for hedge accounting and the<br />
ineffective portion of an effective hedge are taken directly into the income statement.<br />
The fair value of forward currency contracts is the difference between the forward exchange rate and the contract rate. The forward<br />
exchange rate is referenced to current forward exchange rates for contracts with similar maturity profiles. The fair value of interest swap<br />
contracts is determined by reference to market value for similar instruments.<br />
For the purpose of hedge accounting, hedges are classified as:<br />
fair value hedges when hedging the exposure to change in the fair value of a recognized asset or liability or an unrecognized firm<br />
commitment (except for foreign currency risk); or<br />
cash flow hedges when hedging exposure to variability in cash flow that is either attributable to a particular risk associated with a<br />
rec ognized asset or liability or a highly probable forecast transaction or the foreign currency risk in an unrecognized firm commitment;<br />
or<br />
hedges of a net investment in a foreign operation.<br />
To qualify for hedge accounting, the hedging relationship must meet several strict conditions regarding documentation, probability of<br />
occurrence, hedge effectiveness and reliability of measurement. If these conditions are not met, then the derivative instrument does not<br />
qualify for hedge accounting. In this case, the hedging instrument and the hedged item are valued independently of one another. The<br />
derivative hedging instrument is reported at fair value with the changes in fair value included in income or expenses. The hedging instruments<br />
are classified as current or non-current or separated into a current and non-current portion based on an assessment of the facts<br />
and circumstances.<br />
Where the Group will hold a derivative as an economic hedge for a period beyond 12 months after the balance sheet date, the derivative<br />
is classified as non-current consistent with the classification of the underlying item.<br />
Embedded derivatives that are not closely related to the host contract are classified in a manner consistent with the cash flows of the host<br />
contract.<br />
Derivative instruments that are designated as hedging instruments and are effective as such are classified in a manner consistent with<br />
the classification of the underlying hedged item. The derivative instrument is separated into a current portion and non-current portion only<br />
if a reliable allocation can be made.<br />
At the inception of a hedge relationship, the Group formally designates and documents the hedge relationship to which the Group wishes<br />
to apply hedge accounting and the risk management objective and strategy for undertaking the hedge. The documentation includes<br />
identification of the hedging instrument, the hedged item or transaction, the nature of the risk being hedged and how the entity will assess<br />
the hedging instrument’s effectiveness in offsetting the exposure to changes in the hedged item’s fair value or cash flow attributable to<br />
the hedged risk. Such hedges are expected to be highly effective in achieving offsetting changes in fair value or cash flows and are<br />
assessed on an ongoing basis to determine whether they actually have been highly effective throughout the financial reporting periods for<br />
which they were designated.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong>
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Hedges that meet the strict criteria for hedge accounting are accounted for as follows:<br />
Fair value hedges<br />
The change in the fair value of hedging derivatives is recognized in the income statement. The change in the fair value of the hedged item<br />
attributable to the risk hedged is recorded as part of the carrying value of the hedged item and is also recognized in the income statement.<br />
For fair value hedges relating to items carried to amortized cost, the adjustment to carrying value is amortized through the income statement<br />
over the remaining term to maturity. Amortization may begin as soon as an adjustment exists and shall begin no later than when the hedge<br />
item ceases to be adjusted for changes in its fair value attributable to the risk being hedged. If the hedge item is derecognized, the unamortized<br />
fair value is recognized immediately in the income statement.<br />
When an unrecognized firm commitment is designated as a hedged item, subsequent cumulative change in the fair value of the firm commitment<br />
attributable to the hedged risk is recognized as an asset or liability with a corresponding gain or loss recognized in the income<br />
statement.<br />
Cash flow hedges<br />
The effective portion of the gain or loss on the hedging instrument is recognized directly in equity, while any ineffective portion is recognized<br />
in the income statement. Amounts taken to equity are transferred to the income statement when the hedged transaction affects profit or<br />
loss, such as when the hedged financial income or financial expense is recognized or when a forecast sale occurs. Where the hedged item<br />
is the cost of a non-financial asset or non-financial liability, the amounts taken to equity are transferred to the initial carrying amount of the<br />
non-financial asset or liability.<br />
If the forecast transaction or firm commitment is no longer expected to occur, amounts previously recognized in equity are transferred to<br />
the income statement. If the hedging instrument expires or is sold, terminated or exercised without replacement or rollover, or if its designation<br />
as a hedge is revoked, amounts previously recognized in equity remain in equity until the forecast transaction or firm commitment<br />
occurs.<br />
Hedges of a net investment<br />
Hedges of a net investment in a foreign operation, including a hedge of a monetary item that is accounted for as part of the net investment,<br />
are accounted for in a manner similar to cash flow hedges. Gains or losses on the hedging instrument relating to the effective portion<br />
of the hedge are recognized directly in equity while any gains or losses relating to the ineffective portion are recognized in the income<br />
statement. Upon disposal of the foreign operation, the cumulative value of any such gains or losses recognized directly in equity is transferred<br />
to the income statement.<br />
Hedging activities and derivative financial instruments<br />
The Group uses foreign-currency-denominated borrowings and forward contracts to manage its transaction exposures. These currency<br />
forward contracts are not designated as cash flow, fair value or net investment hedges and are entered into for periods consistent with<br />
currency transaction exposure (generally one to three months). Such derivatives do not qualify for hedge accounting.<br />
At year-end, the contract value is calculated on the total volume of individual contracts using the fair value at this time. The positive<br />
replacement value represents the theoretical profit if the open currency contracts were closed out as of 31 December. Correspondingly,<br />
the negative replacement value represents the theoretical loss on closing the currency transactions open as of 31 December.<br />
Provisions<br />
A provision is recognized, as a result of a past event, if the Group has a present legal or constructive obligation that can be estimated<br />
reliably, and if it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting<br />
the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and the<br />
risks specific to the liability. The unwinding of the discount is recognized as finance cost.<br />
Provisions are established in particular for accrued costs of services, freight forwarding claims (short- and long-term), short-term employee<br />
benefits, termination and other long-term employee benefits, post-employment benefit liabilities and decommissioning provision.<br />
Provisions for restructuring are recognized only when the Group has approved a detailed and formal restructuring plan, and the restructuring<br />
either has commenced or has been announced publicly. Future operating costs are not provided for.<br />
Share capital<br />
Ordinary shares are classified as equity. Incremental cost directly attributable to the issue of new shares or options are recognized in equity<br />
as a deduction, net of tax effects, from the proceeds.<br />
Repurchase of share capital (treasury shares)<br />
When share capital recognized as equity is repurchased, the amount of the consideration paid, which includes directly attributable costs,<br />
is net of any tax effects and is recognized as a deduction from equity. Repurchased shares are classified as treasury shares and are<br />
presented as a deduction from total equity. Where such shares are subsequently reissued, any consideration received, net of any directly<br />
attributable incremental transaction costs and the related income tax effects, the resulting surplus or deficit on the transaction is<br />
transferred to retained earnings.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
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102<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
4<br />
Critical accounting estimates and judgments<br />
The preparation of the Group’s consolidated financial statement requires management to make estimates and judgments that affect the reported<br />
amounts of revenues, expenses, assets and liabilities, and the disclosure of contingent liabilities, at the reporting date. Estimates<br />
and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events<br />
that are believed to be reasonable under the circumstances.<br />
The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will by definition seldom equal the<br />
related actual results. The estimations and assumptions that have a significant risk of causing a material adjustment to the carrying amount<br />
of assets and liabilities within the next financial year are discussed below.<br />
Estimated impairment of goodwill<br />
The Group tests annually whether goodwill has suffered any impairment, in accordance with the accounting policy stated in note 15 –<br />
Intangible assets, section Impairment test for goodwill. The recoverable amounts of cash-generating units (CGUs) have been determined<br />
based on value-in-use calculations. The underlying calculations require the use of estimates.<br />
Fair value of financial instruments<br />
Where the fair value of financial assets and financial liabilities recorded in the balance sheet cannot be derived from future markets, it is<br />
determined using the valuation technique including the discounted cash flow model. The inputs to these models are taken from observable<br />
markets where possible, but where this is not feasible, a degree of judgment is required to establish fair value. The judgments<br />
include considerations of inputs such as credit risk, liquidity risk and volatility. Changes in assumptions concerning these factors could<br />
affect the reported fair value of financial instruments.<br />
Pension and other post-employment benefits<br />
The cost of defined benefit pension plans and other post-employment medical benefits as well as the present value of the pension obligation<br />
are determined using actuarial valuations. The actuarial valuation involves making assumptions about discount rates, expected rates<br />
of return of assets, future salary increases, mortality rates and future pension increases. All assumptions are reviewed at each reporting<br />
date. When determining the appropriate discount rate, management considers the interest rates on high-quality corporate bonds (with<br />
an AAA or AA rating) in the respective country and appropriate duration. The mortality rate is based on publicly available mortality tables<br />
for the specific country. Future salary increases and pension increases are based on expected future inflation rates for the specific country.<br />
Such differences are recognized in full directly in equity in the period in which they occur without affecting the income statement. At 31 December<br />
<strong>2009</strong> the Group had a surplus of the fair value of plan assets over the present value of funded obligations of CHF 11.9 million (2008:<br />
deficit of CHF 10.6 million) for funded plans and a negative present value of unfunded plans of CHF 36.6 million (2008: CHF 32.3 million)<br />
for unfunded plans (see note 7). The actuarial assumptions used may differ materially from actual results due to changes in market and<br />
economic conditions, higher or lower withdrawal rates, longer or shorter life spans of participants and other changes in the factors assessed.<br />
These differences could impact the assets or liabilities recognized in the balance sheet in future periods.<br />
Provisions<br />
A number of subsidiaries are subject to litigation arising from the normal conduct of their businesses, as a result of which claims could<br />
be raised against them.<br />
The Group has established a captive reinsurance company, Mondi Reinsurance Ltd., Hamilton, Bermuda, that insures a dedicated risk<br />
portion of its errors and omissions, transport-operator and commercial general liability programs. The exposure of its captive reinsurance<br />
company is limited by a third-party insurer that covers losses exceeding an amount of CHF 1 million on a single case basis and a total<br />
aggregate limit of CHF 9 million annually, for claims exceeding CHF 50,000 per incident. In a consolidated view, the Group, through its<br />
captive reinsurance company, bears the risks insured with its captive reinsurance company up to the limit as if such risks were not insured<br />
at all. Furthermore, as third-party coverage is subject to a considerable deductible and a total aggregated limit per year, the Group,<br />
in effect, bears the risk of damages, losses and claims that are above such aggregated limits as well. The Group used for the abovementioned<br />
provision an actuarial calculation method, which requires for the calculation of the “incurred but not reported reserves (IBNR),”<br />
among other estimations, the overall circumstances which may impact the future losses, such as the growth of business. At 31 December<br />
<strong>2009</strong> the recognized liability for claims amounts to CHF 47.6 million (2008: CHF 48.8 million). If the management decided to use the<br />
optimal actuarial calculation method, which only takes into consideration the linear loss development according to historical figures, the<br />
carrying amount of claim provisions would be approximately CHF 0.5 million lower (2008: CHF 1.1 million). Using a more conservative<br />
percentile, the carrying amount of claim provisions would be approximately CHF 0.3 million higher (2008: CHF 0.7 million).<br />
The Group is also subject to legal and regulatory proceedings and government investigations in various jurisdictions. These proceedings<br />
are related to the area of competition law and to possible breaches of anticorruption legislation. Such proceedings may result in criminal or<br />
civil sanctions, penalties or damages against the Company. Regulatory and legal proceedings as well as government investigations involve<br />
complex legal issues, the outcome of which is difficult to predict. Accordingly, management’s judgment is affected in determining<br />
whether it is more likely or not that such a proceeding will result in an outflow of resources and whether the amount of the obligation can<br />
be reliably estimated. These judgments are subject to change as new information becomes available. Upon resolution of any legal or regulatory<br />
proceeding or government investigation, the Group may incur a provision for such matters. It cannot be ruled out that the financial<br />
condition or results of operations of the Group will be materially affected. For additional information see note 31 – Pending legal claims.<br />
Related legal costs are recognized when incurred.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong>
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Deferred income tax assets<br />
Deferred tax assets are recognized for unused tax losses to the extent that it is probable that taxable profit will be available against which<br />
the losses can be utilized. Significant management judgment is required to determine the amount of deferred tax assets that can be recognized,<br />
based upon the likely timing and level of future taxable profits.<br />
The carrying value of recognized tax loss carry-forwards amounts to CHF 87.0 million (2008: CHF 33.1 million) and unrecognized tax loss<br />
carry-forwards to CHF 55.0 million (2008: CHF 29.7 million). Further details are provided in note 27.<br />
If the Group were able to recognize all unrecognized deferred tax assets, actual profit would increase by CHF 15.0 million (2008:<br />
CHF 5.4 million). If the Group failed to achieve the expected future taxable profits, the actual profit would decrease by CHF 26.7 million<br />
(2008 CHF 7.8 million).<br />
Income taxes<br />
At 31 December <strong>2009</strong>, the net liability for current income taxes amounts to CHF 12.7 million (2008: CHF 22.0 million). As the Group is<br />
subject to income taxes in numerous jurisdictions, significant judgments are required in determining worldwide provisions for income taxes.<br />
Some of these estimates are based on interpretations of existing tax laws or regulations. Management believes that the estimates are<br />
reasonable and that the recognized liabilities for income-tax-related uncertainties are adequate. Various external factors may have favorable<br />
or unfavorable effects on income taxes. These factors include, but are not limited to, changes in tax law regulations and / or rates,<br />
changing interpretation of existing tax laws or regulations and changes in management estimations. Such changes that arise could affect<br />
the assets and liabilities recognized in the balance sheet in future periods.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
103
104<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
5<br />
Operating segment information<br />
Segment profit or loss Europe / Africa /<br />
Middle East / CIS North America<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
Central and South<br />
America<br />
in million CHF <strong>2009</strong> 2008 1 <strong>2009</strong> 2008 1 <strong>2009</strong> 2008 1<br />
External forwarding services 3,189 4,976 1,176 1,751 702 948<br />
Intragroup forwarding services 1,281 2,220 349 466 121 157<br />
Net forwarding revenue 4,470 7,196 1,525 2,217 823 1,105<br />
Forwarding services from third parties (3,739) (6,223) (1,269) (1,900) (678) (938)<br />
Gross profit 731 973 256 317 145 167<br />
Personnel expenses (453) (528) (173) (199) (74) (80)<br />
Other operating expenses (235) (306) (110) (104) (56) (63)<br />
EBITDA 43 139 (27) 14 15 24<br />
Depreciation and amortization (26) (23) (6) (7) (4) (4)<br />
Goodwill impairment (2) 0 0 0 0 0<br />
Operating result (EBIT) 15 116 (33) 7 11 20<br />
Finance income<br />
Finance costs<br />
Profit before income tax (EBT)<br />
Income tax expenses<br />
Consolidated profit<br />
Segment assets and liabilities Europe / Africa /<br />
Middle East / CIS North America<br />
Central and South<br />
America<br />
in million CHF <strong>2009</strong> 2008 1 <strong>2009</strong> 2008 1 <strong>2009</strong> 2008 1<br />
Segment assets 735 951 201 235 158 161<br />
Segment liabilities 439 517 149 145 61 63<br />
1 Certain prior-year fi gures have been restated / reclassifi ed to conform with the current period’s presentation due to introduction of IFRS 8.<br />
Information about country of domicile (Switzerland) and major countries of the above-mentioned segments:<br />
Switzerland Germany<br />
United States of<br />
America<br />
in million CHF <strong>2009</strong> 2008 <strong>2009</strong> 2008 <strong>2009</strong> 2008<br />
Net forwarding revenue 900 1,698 1,176 1,706 1,251 1,786<br />
Segment assets 73 114 176 231 164 185<br />
The Group does not have sales in excess of 10 percent of the total net forwarding revenues to any single external customer.<br />
Information by business<br />
Air Freight Ocean Freight<br />
Supply Chain<br />
Management<br />
in million CHF <strong>2009</strong> 2008 <strong>2009</strong> 2008 <strong>2009</strong> 2008<br />
Net forwarding revenue 2,714 4,334 2,360 3,299 884 1,245<br />
Forwarding services from third parties (2,152) (3,590) (1,902) (2,742) (527) (804)<br />
Gross profit 562 744 458 557 357 441<br />
The Group’s business can be divided into three divisions: Air Freight, Ocean Freight and Supply Chain Management.
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Asia / Pacific Total segment Eliminations Corporate Total Group<br />
<strong>2009</strong> 2008 1 <strong>2009</strong> 2008 1 <strong>2009</strong> 2008 1 <strong>2009</strong> 2008 1 <strong>2009</strong> 2008 1<br />
891 1,203 5,958 8,878 0 0 0 0 5,958 8,878<br />
1,279 1,326 3,030 4,169 (3,030) (4,169) 0 0 0 0<br />
2,170 2,529 8,988 13,047 (3,030) (4,169) 0 0 5,958 8,878<br />
(1,925) (2,244) (7,611) (11,305) 3,030 4,169 0 0 (4,581) (7,136)<br />
245 285 1,377 1,742 0 0 0 0 1,377 1,742<br />
(104) (110) (804) (917) 0 0 (75) (75) (879) (992)<br />
(77) (67) (478) (540) 0 0 60 31 (418) (509)<br />
64 108 95 285 0 0 (15) (44) 80 241<br />
(7) (9) (43) (43) 0 0 (5) (5) (48) (48)<br />
0 0 (2) 0 0 0 0 0 (2) 0<br />
57 99 50 242 0 0 (20) (49) 30 193<br />
Asia / Pacific Total segment<br />
Non-segment<br />
assets<br />
7 15<br />
(23) (44)<br />
14 164<br />
(4) (50)<br />
10 114<br />
Non-segment<br />
liabilities Total Group<br />
<strong>2009</strong> 2008 1 <strong>2009</strong> 2008 1 <strong>2009</strong> 2008 1 <strong>2009</strong> 2008 1 <strong>2009</strong> 2008 1<br />
304 262 1,398 1,609 525 362 1,925 1,971<br />
219 163 868 888 193 212 1,061 1,100<br />
Brazil Republic of China<br />
<strong>2009</strong> 2008 <strong>2009</strong> 2008<br />
251 310 1,047 989<br />
38 34 129 90<br />
Unallocated Total Group<br />
<strong>2009</strong> 2008 <strong>2009</strong> 2008<br />
0 0 5,958 8,878<br />
0 0 (4,581) (7,136)<br />
0 0 1,377 1,742<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
105
106<br />
6<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Personnel expenses<br />
in thousand CHF <strong>2009</strong> 2008<br />
Salaries and wages 678,514 777,014<br />
Cost of defined contribution plans 47,059 49,480<br />
Expenses for defined benefit plans (note 7) 6,632 5,361<br />
Social security costs 87,706 94,266<br />
Staff training 5,852 6,899<br />
Share-based compensation (note 8)<br />
Equity-settled compensation plan 4,254 3,101<br />
Cash-settled compensation plan 1,443 0<br />
Other personnel-related expenses 47,682 56,374<br />
Total personnel expenses 879,142 992,495<br />
Number of employees 13,570 14,804<br />
thereof in Switzerland 737 778<br />
7<br />
Post-employment benefit obligations<br />
The Group has numerous pension funds. Retirement benefits vary from plan to plan, reflecting applicable local practices and legal<br />
requirements. Defined benefit pension plans exist predominantly in Switzerland, Germany, Taiwan, Japan and France. The expenses of<br />
the defined contribution plans are charged to personnel expenses.<br />
The amounts recognized in the balance sheet are determined as follows:<br />
in thousand CHF <strong>2009</strong> 2008<br />
Fair value of plan assets 208,217 213,520<br />
Present value of funded obligation (196,307) (224,168)<br />
Surplus (deficit) 11,910 (10,648)<br />
Present value of unfunded obligations (36,592) (32,272)<br />
(Net liability) net asset recognized in balance sheet (24,682) (42,920)<br />
thereof recognized as asset 14,444 0<br />
thereof recognized as liability (39,126) (42,920)<br />
The following amounts relating to defined benefit pension plans were recorded in the income statement:<br />
in thousand CHF <strong>2009</strong> 2008<br />
Net pension cost for year ending<br />
Current service cost (12,568) (13,992)<br />
Recognized past-service cost (50) 0<br />
Interest cost (8,510) (9,009)<br />
Expected return on plan assets 8,828 11,177<br />
Employee contribution 4,518 5,387<br />
Settlements 976 933<br />
Curtailments 174 143<br />
Expenses for defined benefit plans (6,632) (5,361)<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong>
The movement in the defined benefit obligation over the year is as follows:<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
in thousand CHF <strong>2009</strong> 2008<br />
Changes in defined benefit obligation (DBO)<br />
DBO at beginning of year (256,441) (268,675)<br />
Settlement with pension assets 0 6,348<br />
Current service cost (12,568) (13,992)<br />
Recognized past-service cost (50) 0<br />
Interest cost (8,510) (9,009)<br />
Actuarial gains (losses) recognized in equity (2,422) 10,070<br />
Benefits paid 46,686 14,932<br />
Curtailments 174 143<br />
Currency impact 232 3,742<br />
DBO at end of year (232,899) (256,441)<br />
The movement in the fair value of plan assets of the year is as follows:<br />
in thousand CHF <strong>2009</strong> 2008<br />
Changes in fair value of plan asset<br />
Fair value at beginning of year 213,520 255,989<br />
Settlement with DBO 0 (6,348)<br />
Employer contributions 5,504 6,473<br />
Employee contributions 4,518 5,387<br />
Expected return on plan assets 8,828 11,177<br />
Actuarial gains (losses) recognized in equity 21,330 (45,239)<br />
Benefits paid (45,485) (13,803)<br />
Currency impact 2 (116)<br />
Fair value at end of year of plan asset 208,217 213,520<br />
In <strong>2009</strong>, the actual return on plan assets was CHF 30.2 million (2008: CHF – 34.1 million).<br />
An analysis of the amounts recognized in equity is shown in the table below:<br />
in thousand CHF <strong>2009</strong> 2008<br />
Analysis of amounts recognized in equity<br />
Recognized in equity on 1 January 112,919 83,961<br />
Actuarial (gains) losses plan asset (21,330) 45,239<br />
Actuarial losses (gains) DBO 2,422 (10,070)<br />
Effect from asset ceiling 0 (5,753)<br />
Currency impact (6) (458)<br />
Recognized in equity on 31 December 94,005 112,919<br />
Plan assets are comprised as follows:<br />
in thousand CHF <strong>2009</strong> 2008<br />
Major categories of plan assets<br />
in CHF in % in CHF in %<br />
Cash and cash equivalents 3,814 1.83 % 6,433 3.01 %<br />
Equity investments 65,522 31.47 % 67,194 31.47 %<br />
Bonds 106,866 51.33 % 108,863 50.98 %<br />
Hedge funds and private equity 2,878 1.38 % 7,983 3.74 %<br />
Real estate funds 23,484 11.28 % 23,047 10.80 %<br />
Others 5,653 2.71 % 0 0.00 %<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
107
108<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
The principal actuarial assumptions used (expressed as weighted averages) are as follows:<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
<strong>2009</strong> 2008<br />
Discount rate 3.56 % 3.58 %<br />
Expected return on pension plan assets 4.74 % 4.49 %<br />
Future salary increase 1.78 % 2.66 %<br />
Future pension increase 1.22 % 1.19 %<br />
The overall expected return of plan assets is based on country-specific long-term market expectations at the beginning of the period.<br />
A five-year summary of the Group’s defined benefit plans is shown in the table below:<br />
in thousand CHF <strong>2009</strong> 2008 2007 2006 2005<br />
DBO 232,899 256,441 268,675 263,151 242,137<br />
Plan assets (208,217) (213,520) (255,989) (266,449) (261,744)<br />
Deficit (surplus) 24,682 42,920 12,686 (3,298) (19,607)<br />
Experienced gains (losses) on plan liability 2,422 10,070 (8,325) (14,210) 9,832<br />
Experienced gains (losses) on plan asset 21,330 (45,239) (9,378) (514) 11,993<br />
8<br />
Share and option ownership program<br />
The Group operates several share and option ownership programs. The members of the Board of Directors, the members of the Executive<br />
Board as well as selected preferential employees had the option of voluntarily participating in the share and option ownership program<br />
introduced in 2005 and continued in a modified program in 2006, 2007, 2008 and in the reporting year.<br />
Management Incentive Program I (MIP I)<br />
The Group introduced the Management Incentive Program I in 2005. Participants in the program were offered a certain number of <strong>Panalpina</strong><br />
World Transport (Holding) Ltd. (PWT) registered shares at the offering price of CHF 80.00 each with a lock-up period of one year. For every<br />
purchased share, the subscribers of this program were allocated two options, each option entitling them to purchase one further share at<br />
the offering price. The options cannot be settled in cash. The options were exercisable unconditionally starting one year from the grant<br />
date and had a vesting period of 1 – 2 years. The option valuation was performed using the Black-Scholes valuation model. The significant<br />
inputs into the model were the standard deviation of expected share price returns of 22.59 %, dividend yield of 2.05 %, annual risk-free<br />
interest rate of 1.103 % as well as the share price, the exercise price and the option life.<br />
At the end of September 2008, a total of 17,496 unvested options within the MIP I expired. During the period under review no additional<br />
options were granted within the scope of the MIP I. On the balance sheet date no options within the scope of the MIP I were outstanding.<br />
Management does not intend to grant any further options from the above-mentioned plan.<br />
Management Incentive Program II (MIP II)<br />
In June 2006, the existing Management Incentive Program I was continued in a slightly modified Management Incentive Program II. Participants<br />
in this modified program had the right to purchase shares with a discount of 25 % based on the share price corresponding to the<br />
average closing price of one share at the SIX Swiss Exchange during the months January to May in the respective year of purchase. The<br />
difference between the discounted share price on the grant date and the share price paid by the participants is recognized as personnel<br />
expenses on the date of the issue of the shares. The shares are subject to a one-year lock-up period. For every purchased share under this<br />
plan, the Group granted one option free of charge to the participant. The options have a contractual term of six years and a vesting period<br />
of one to three years. Each option entitles the participant to obtain one share of <strong>Panalpina</strong> World Transport (Holding) Ltd. at a predetermined<br />
strike price which equals the average closing price of one share at the SIX Swiss Exchange during the months January to May in<br />
2006. The share options cannot be settled in cash. In May 2007, the Board of Directors decided to divide the Management Incentive<br />
Program II into an International Incentive Plan (the “International Management Incentive Plan”) and a “United States Management Incentive<br />
Plan.” Beneficiaries of the “United States Management Incentive Plan” are selected preferential employees of the subsidiary in the United<br />
States of America and members of the Board of Directors with residence in the United States of America. The conditions of this plan do<br />
not differ from those of the “International Management Incentive Plan” except for the strike price, which equals the closing price of one<br />
share at the SIX Swiss Exchange on the date of disbursement. Under this changed program, beneficiaries of the “United States Management<br />
Incentive Plan” holding options to purchase shares of the Group’s capital stock were given the opportunity to exchange their existing<br />
options for new options to purchase an equal number of shares. 3,550 options with a strike price of CHF 111.30 were tendered pursuant<br />
to the “United States Management Incentive Plan.” In May 2007, those options were accepted and cancelled by the Group. The Group<br />
undertook to grant new options on a one-for-one basis, in lieu of the tendered options, to the affected employees. The new options, which<br />
totaled 5,350, were granted with a strike price of CHF 114.00. The options have a remaining contractual option term of 4 years.
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
The following table lists the parameters based on which the option valuation of both plans was performed using the Black-Scholes model:<br />
in CHF<br />
International<br />
Management<br />
Incentive<br />
Plan II<br />
United States<br />
Management<br />
Incentive<br />
Plan II<br />
Market price of share 114.00 114.00<br />
Exercise price of option 111.30 114.00<br />
Expected volatility (in %) 30.00 30.00<br />
Option life (in years) 5 5<br />
Dividend yield (in %) 1.78 1.78<br />
Risk-free interest rate based on Swiss government bonds (in %) 2.670 2.670<br />
Management Incentive Program III (MIP III)<br />
A third share and option program was introduced in June 2007 which conceptually follows in its entirety the modified program of 2006.<br />
Participants of the “International Management Incentive Plan III” subscribed 38,921 options with a strike price of CHF 201.10. Participants<br />
in the “United States Management Incentive Plan III” subscribed 4,096 options with a strike price of CHF 251.00. The difference between<br />
the discounted share price on the grant date and the share price paid by the participants is recognized as personnel expense on the date<br />
of the issue of the shares. The options have a remaining contractual option term of 5 years.<br />
The following table lists the parameters based on which the option valuation of both plans was performed using the Black-Scholes model:<br />
in CHF<br />
International<br />
Management<br />
Incentive<br />
Plan III<br />
United States<br />
Management<br />
Incentive<br />
Plan III<br />
Market price of share 251.00 251.00<br />
Exercise price of option 201.10 251.00<br />
Expected volatility (in %) 22.74 22.74<br />
Option life (in years) 5 5<br />
Dividend yield (in %) 1.20 1.20<br />
Risk-free interest rate based on Swiss government bonds (in %) 4.250 4.250<br />
Management Incentive Program IV (MIP IV)<br />
A fourth share and option program was introduced in June 2008. The conditions of this share and option program are identical to the Management<br />
Incentive Program II of the Group except for the purchase price of the shares, which equals 75 % of the closing price of one<br />
share at the SIX Swiss Exchange on 30 April 2008. The difference between the discounted share price on the grant date and the share<br />
price paid by the participants is recognized as personnel expense on the date of the issue of the shares. The plan is also divided into<br />
an “International” and a “United States” Management Incentive Plan. The exercise price of options of the “International Management Incentive<br />
Plan” is equal to the closing price of one share at the SIX Swiss Exchange on 30 April 2008. The exercise price of options of the<br />
“United States Management Incentive Plan” is equal to the share price at the SIX Swiss Exchange on the grant date. Participants in the<br />
“International Management Incentive Plan IV” subscribed 32,436 options with a strike price of CHF 132.00. Participants in the “United<br />
States Management Incentive Plan IV” subscribed 4,689 options with a strike price of CHF 122.40.<br />
The following table lists the parameters based on which the option valuation of both plans was performed using the Black-Scholes model:<br />
in CHF<br />
International<br />
Management<br />
Incentive<br />
Plan IV<br />
United States<br />
Management<br />
Incentive<br />
Plan IV<br />
Market price of share 122.40 122.40<br />
Exercise price of option 132.00 122.40<br />
Expected volatility (in %) 50.28 50.28<br />
Option life (in years) 5 5<br />
Dividend yield (in %) 2.39 2.39<br />
Risk-free interest rate based on Swiss government bonds (in %) 3.408 3.408<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
109
110<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Management Incentive Plan 08 / 09 (MIP 08 / 09)<br />
As in previous years a management incentive plan was set up in <strong>2009</strong>. The terms of this share and option program are identical to the<br />
Management Incentive Program IV as described above apart from the strike price of the “International Management Incentive Plan” which<br />
equals the closing price of the share on the cut-off day at the SIX Swiss Exchange. Under this program participants of the “International<br />
Management Incentive Plan” received 65,921 options with a strike price of CHF 62.50 and participants of the “United States Management<br />
Incentive Plan” received 5,132 options with a strike price of CHF 83.05.<br />
The weighted average fair value of the share options granted during the reporting period is determined using the Black-Scholes valuation<br />
model, applying the following significant inputs into the model:<br />
in CHF<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
International<br />
Management<br />
Incentive<br />
Plan 08 / 09<br />
United States<br />
Management<br />
Incentive<br />
Plan 08 / 09<br />
Market price of share 83.05 83.05<br />
Exercise price of option 62.50 83.05<br />
Expected volatility (in %) 56.91 56.91<br />
Option life (in years) 5 5<br />
Dividend yield (in %) 2.84 2.84<br />
Risk-free interest rate based on Swiss government bonds (in %) 2.360 2.360<br />
The following table summarizes the movements in the number of share options outstanding and their related average exercise prices:<br />
Average exercise<br />
price<br />
per share<br />
(in CHF)<br />
<strong>2009</strong> 2008<br />
Options<br />
(number)<br />
Average exercise<br />
price<br />
per share<br />
(in CHF)<br />
Options<br />
(number)<br />
Options outstanding on 1 January 148.39 113,002 137.77 107,445<br />
Granted 63.98 71,053 132.23 40,250<br />
Exercised 0.00 0 83.17 (9,319)<br />
Forfeited 154.99 (2,570) 162.01 (6,874)<br />
Expired 154.34 (2,116) 82.33 (18,500)<br />
Options outstanding on 31 December 114.79 179,369 148.39 113,002<br />
Options exercisable on 31 December 141.48 68,062 136.01 28,452<br />
During the reporting year the following numbers of options were exercised with the respective exercise prices:<br />
Exercise<br />
price<br />
of option<br />
(in CHF)<br />
<strong>2009</strong> 2008<br />
Number of<br />
exercised<br />
options<br />
Exercise<br />
price<br />
of option<br />
(in CHF)<br />
Number of<br />
exercised<br />
options<br />
Management Incentive Plan I 0.00 0 80.00 8,377<br />
International Management Incentive Plan II 0.00 0 111.30 922<br />
United States Management Incentive Plan II<br />
Weighted average exercise price of options<br />
0.00 0 114.00 20<br />
exercised during the year 0.00 83.17
The average exercise prices and the expiry date of the outstanding options at period-end are as follows:<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Average<br />
exercise price<br />
per share (in CHF)<br />
<strong>2009</strong><br />
Number of options<br />
expiring at year-end<br />
2012 111.63 38,591<br />
2013 206.46 34,123<br />
2014 130.83 36,077<br />
2015 63.99 70,578<br />
Total 114.79 179,369<br />
The Group holds its own shares in order to meet its obligations under the Management Incentive Programs. These own shares are<br />
deducted from equity (note 23).<br />
The members of the Executive Board and the Boards of Directors did not participate in the above-mentioned incentive plans.<br />
In <strong>2009</strong>, the target bonus scheme for Executive Board members as well as the remuneration of the Board of Directors has been adjusted<br />
to focus on the company’s sustainable mid- and long-term success:<br />
Executive Board Mid-Term Incentive Plan<br />
Only 60 % of the bonuses, which continue to be set by the achievement of annually reviewed Group key performance indicators (KPI’s)<br />
and individual performance targets, have been paid out in cash whereas the remainder has been paid out in shares with a restriction period<br />
of one year. This number of shares will be matched by the company after this restriction period. In addition the members of the Executive<br />
Board will receive the corresponding number of shares (11,470), based on the share’s closing price on 30 April <strong>2009</strong> of CHF 62.50.<br />
These shares will thereafter be subject to a further one-year restriction period.<br />
Executive Board Long-Term Incentive Plan<br />
Furthermore, a long-term incentive plan has been implemented which rewards long-term value creation measured by economic profit.<br />
Under this plan, which has a five year cycle, the individual Executive Board member is entitled to an equal share of the respective pool after<br />
the expiry of the five-year plan period. This plan can be cash settled. The carrying amount of the liability at 31 December <strong>2009</strong> amounts to<br />
CHF 1,443 thousand which is also the intrinsic value.<br />
Board of Directors Restricted Stock Award Plan<br />
A restricted stock award plan for the Board of Directors has been introduced in <strong>2009</strong>. Part of each Board member’s remuner ation was<br />
settled in free shares of the company. The corresponding number of shares of 800 per member was based on the share’s closing price on<br />
30 April <strong>2009</strong> of CHF 62.50. The shares have a one-year restriction period.<br />
Costs of share-based compensation<br />
Recognized costs of share-based compensation was as follows:<br />
in CHF <strong>2009</strong> 2008<br />
Employee share plan 3,903,988 1,250,692<br />
Option plan 1,793,041 1,849,910<br />
Total cost share-based payments 5,697,029 3,100,602<br />
Share-based compensation costs are not reported in operating segments. They are reported under “Corporate”.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
111
112<br />
9<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Other operating expenses<br />
in thousand CHF <strong>2009</strong> 2008<br />
Administrative expenses 79,051 74,759<br />
Communication expenses 65,037 74,851<br />
Rent and utilities expenses 182,468 196,956<br />
Travel and promotion expenses 34,773 49,943<br />
Insurance expenses and claims 8,283 46,220<br />
Bad debt and collection expenses 11,046 12,017<br />
Other 37,860 54,505<br />
Total other operating expenses 418,518 509,251<br />
Rent and utilities expenses includes rentals amounting to CHF 97.5 million (2008: CHF 94.4 million) and lease of machinery, equip ment<br />
and vehicles of CHF 20.8 million (2008: CHF 23.4 million). Bad debt and collection expenses include CHF 1.4 million (2008: CHF 2.2 million)<br />
credit insurance premiums.<br />
10<br />
Gains and losses on sales of non-current assets<br />
in thousand CHF <strong>2009</strong> 2008<br />
Gains on sales of property, plant and equipment 972 1,410<br />
Losses on sales of property, plant and equipment (477) (533)<br />
Total net gains on sales of non-current assets 495 877<br />
In the current year, there were no significant items. In 2008, net gains on sales of assets resulted mainly from the sale of operational equipment<br />
and the services portfolio in Nigeria.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong>
11<br />
Finance income and costs<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
in thousand CHF <strong>2009</strong> 2008 1<br />
Interest income<br />
Interest income on current bank accounts 2,622 6,531<br />
Interest income on financial assets at fair value through profit or loss 16 27<br />
Interest differential on forwards and swaps 2,127 4,394<br />
Interest income on loans 1,502 3,110<br />
Cash discount income 81 87<br />
Subtotal interest income 6,348 14,149<br />
Dividend on available-for-sale financial assets 228 804<br />
Fair value adjustments on financial assets 36 0<br />
Total finance income 6,612 14,953<br />
Interest expenses<br />
Interest expenses on loans (7,717) (3,845)<br />
Interest expenses on current bank accounts (635) (5,054)<br />
Interest differential on forwards and swaps (6,675) (13,484)<br />
Interest expenses on financial leasing (120) (100)<br />
Cash discount expenses (45) (77)<br />
Subtotal interest expenses (15,192) (22,560)<br />
Bank charges (3,424) (4,344)<br />
Exchange differences (2,153) (13,258)<br />
Guarantee fees expenses (848) (897)<br />
Other financial expenses (1,036) (2,453)<br />
Total finance costs (22,653) (43,512)<br />
Net finance costs (16,041) (28,559)<br />
1 The prior year’s presentation has been adapted to the <strong>2009</strong> format.<br />
12<br />
Income tax expenses<br />
in thousand CHF <strong>2009</strong> 2008<br />
Current income taxes<br />
Current period 23,392 60,542<br />
Adjustments for prior periods 4,310 (2,630)<br />
Total income taxes 27,702 57,912<br />
Deferred income taxes (note 27)<br />
Origination and reversal of taxes on temporary differences and tax loss carry forwards (25,145) (5,183)<br />
Effect of changes in the tax rate on temporary differences 987 358<br />
Utilization of non-recognized tax loss carry-forwards (118) (2,438)<br />
Total deferred income taxes (24,276) (7,263)<br />
Total income tax expenses 3,426 50,649<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
113
114<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Management decided to calculate the applicable standard tax rate based on the standard tax rate in Basel, headquarters domicile.<br />
Hence the expected tax rate declined from 27 % to 23.37 %, as in previous years applicable tax rate was calculated as weighted average.<br />
For comparison reason the previous year has been recalculated to conform current year’s presentation.<br />
The Group’s effective tax rate can be reconciled to the Group’s average expected tax rate as follows:<br />
in thousand CHF <strong>2009</strong> 2008<br />
Profit before income tax 13,869 164,418<br />
Tax at the applicable tax rate of 23.37 % (2008: 23.95 %) 3,241 39,385<br />
Effect of differing national tax rates (12,152) (8,182)<br />
Utilization of not yet recognized tax loss carry-forwards 0 (2,438)<br />
Recognition of deferred tax assets from previous periods (118) 1,822<br />
Not yet recognized tax loss carry-forwards 157 4,405<br />
Adjustment of previous year tax provision 4,310 (2,630)<br />
Effect of changes in the tax rate on temporary differences 987 358<br />
Withholding tax on dividends received 480 4,915<br />
Expenses not deductible for tax purposes and non-taxable income 6,254 12,698<br />
Miscellaneous 267 316<br />
Actual tax charge 3,426 50,649<br />
Income tax recognized in consolidated statement of comprehensive income:<br />
in thousand CHF Before tax<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
<strong>2009</strong> 2008<br />
Tax<br />
benefit<br />
(expense)<br />
Net of tax Before tax<br />
Tax<br />
benefit<br />
(expense)<br />
Net of tax<br />
Translation and exchange differences 9,416 0 9,416 (71,666) 0 (71,666)<br />
Available-for-sale financial assets (943) 0 (943) 0 0 0<br />
Other taxes directly recognized in equity<br />
Actuarial gains (losses)<br />
0 (127) (127) 0 0 0<br />
on defined benefit plans 18,914 (4,338) 14,576 (28,958) 6,969 (21,989)<br />
Defined benefit obligation jubilee 0 0 0 (1,704) 418 (1,286)<br />
Total 27,387 (4,465) 22,922 (102,328) 7,387 (94,941)
13<br />
Earnings per share<br />
Basic earnings per share<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Basic earnings per share is calculated by dividing the profit attributable to ordinary shareholders of the Company by the weighted average<br />
number of ordinary shares outstanding (total shares less treasury shares) during the period.<br />
in thousand CHF <strong>2009</strong> 2008<br />
Consolidated profit attributable to owners of the parent 8,492 112,722<br />
Weighted average number of ordinary shares outstanding 23,657 23,961<br />
Basic earnings per share (in CHF) 0.36 4.70<br />
Diluted earnings per share<br />
Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion<br />
of all dilutive potential ordinary shares. The Group only has share options outstanding that can be categorized as dilutive potential ordinary<br />
shares. For the share options, a calculation is made to determine the number of shares that could have been acquired at fair value based<br />
on the monetary value of the subscription rights attached to outstanding share options. The number of shares calculated as above is compared<br />
with the number of shares that would have been issued assuming the exercise of the share options.<br />
in thousand CHF <strong>2009</strong> 2008<br />
Consolidated profit attributable to owners of the parent 8,492 112,722<br />
Weighted average number of ordinary shares outstanding 23,657 23,961<br />
Adjustments for share options 7 0<br />
Adjustments for share ownership program 15 0<br />
Weighted average number of ordinary shares for diluted earnings per share 23,679 23,961<br />
Diluted earnings per share (in CHF) 0.36 4.70<br />
At 31 December <strong>2009</strong> 113,923 options (2008: 116,054 options) were excluded from the diluted weighted average number of ordinary<br />
shares calculation as their effect would have been anti-dilutive.<br />
14<br />
Property, plant and equipment<br />
<strong>2009</strong> (in thousand CHF)<br />
Land and<br />
buildings<br />
Machinery<br />
and<br />
equipment Vehicles<br />
Construction<br />
in<br />
progress Total<br />
Acquisition costs<br />
Balance on 1 January 132,264 229,115 40,384 12,541 414,304<br />
Translation differences 2,148 2,733 (114) (326) 4,441<br />
Additions 5,555 19,708 3,621 3,534 32,418<br />
Disposals (6,134) (12,331) (2,490) 0 (20,955)<br />
Balance on 31 December 133,833 239,225 41,401 15,749 430,208<br />
Accumulated depreciation<br />
Balance on 1 January 74,529 174,451 17,628 0 266,608<br />
Translation differences 517 2,054 99 0 2,670<br />
Additions 7,248 22,300 7,676 0 37,224<br />
Disposals (5,893) (9,643) (2,031) 0 (17,567)<br />
Balance on 31 December 76,401 189,162 23,372 0 288,935<br />
Net book value on 1 January 57,735 54,664 22,756 12,541 147,696<br />
Net book value on 31 December 57,432 50,063 18,029 15,749 141,273<br />
Of which net book value of assets<br />
acquired under finance leases 432 0 2,226 0 2,658<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
115
116<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
2008 (in thousand CHF)<br />
Acquisition costs<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
Land and<br />
buildings<br />
Machinery<br />
and<br />
equipment Vehicles<br />
Construction<br />
in<br />
progress Total<br />
Balance on 1 January 160,807 252,537 47,612 3,672 464,628<br />
Translation differences (19,413) (28,943) (7,211) (256) (55,823)<br />
Additions 4,449 28,691 3,632 9,133 45,905<br />
Disposals (13,662) (19,273) (7,471) 0 (40,406)<br />
Reclassifications 83 (3,897) 3,822 (8) 0<br />
Balance on 31 December 132,264 229,115 40,384 12,541 414,304<br />
Accumulated depreciation<br />
Balance on 1 January 81,038 193,361 22,609 0 297,008<br />
Translation differences (8,096) (24,080) (4,149) 0 (36,325)<br />
Additions 8,058 23,260 4,736 0 36,054<br />
Disposals (6,539) (16,658) (6,932) 0 (30,129)<br />
Reclassifications 68 (1,432) 1,364 0 0<br />
Balance on 31 December 74,529 174,451 17,628 0 266,608<br />
Net book value on 1 January 79,769 59,176 25,003 3,672 167,620<br />
Net book value on 31 December 57,735 54,664 22,756 12,541 147,696<br />
Of which net book value of assets<br />
acquired under finance leases 375 0 1,713 0 2,088<br />
15<br />
Intangible assets<br />
<strong>2009</strong> (in thousand CHF) Goodwill Software<br />
Brands /<br />
Customer<br />
lists<br />
Other<br />
intangible<br />
assets Total<br />
Acquisition costs<br />
Balance on 1 January 43,546 63,101 22,392 15,754 144,793<br />
Translation differences 769 713 1,253 188 2,923<br />
Additions 0 9,270 6 149 9,425<br />
Disposals 0 (9,205) 0 (15,403) (24,608)<br />
Balance on 31 December 44,315 63,879 23,651 688 132,533<br />
Accumulated depreciation or impairment losses<br />
Balance on 1 January 0 40,865 14,774 15,421 71,060<br />
Translation differences 0 415 858 337 1,610<br />
Additions 1,823 7,495 3,123 153 12,594<br />
Disposals 0 (9,205) 0 (15,403) (24,608)<br />
Balance on 31 December 1,823 39,570 18,755 508 60,656<br />
Net book value on 1 January 43,546 22,236 7,618 333 73,733<br />
Net book value on 31 December 42,492 24,309 4,896 180 71,877
2008 (in thousand CHF) Goodwill Software<br />
Acquisition costs<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Brands /<br />
Customer<br />
lists<br />
Other<br />
intangible<br />
assets Total<br />
Balance on 1 January 60,185 58,717 30,286 16,243 165,431<br />
Translation differences (4,323) (7,143) (7,894) 250 (19,110)<br />
Additions 0 12,461 0 27 12,488<br />
Disposals (12,316) (1,680) 0 (20) (14,016)<br />
Reclassifications 0 746 0 (746) 0<br />
Balance on 31 December 43,546 63,101 22,392 15,754 144,793<br />
Accumulated depreciation or impairment losses<br />
Balance on 1 January 11,294 37,869 14,991 15,477 79,631<br />
Translation differences 0 (2,791) (4,761) 281 (7,271)<br />
Additions 0 6,892 4,544 257 11,693<br />
Disposals (11,294) (1,679) 0 (20) (12,993)<br />
Reclassifications 0 574 0 (574) 0<br />
Balance on 31 December 0 40,865 14,774 15,421 71,060<br />
Net book value on 1 January 48,891 20,848 15,295 766 85,800<br />
Net book value on 31 December 43,546 22,236 7,618 333 73,733<br />
The net book value of software is comprised of accumulated internally generated capitalized software development costs of CHF 4.8 million<br />
(2008: CHF 10.3 million).<br />
Impairment test for goodwill<br />
Goodwill is allocated to the Group’s cash-generating units (CGUs) identified according to the country of operation. The recoverable amount<br />
of a CGU is determined based on value-in-use calculations. These calculations use cash flow projections based on financial budgets approved<br />
by management covering a five-year period. Cash flows beyond the five-year period are extrapolated using the estimated growth<br />
rates stated below. The growth rate does not exceed the long-term average growth rate for the business in which the CGU operates.<br />
A summary of the goodwill allocation per CGU is presented below:<br />
in thousand CHF <strong>2009</strong> 2008<br />
Air Freight division (CGU Airfreight) 31,151 31,151<br />
Grampian International Freight Aberdeen & Beverwijk (CGU Grampian) 7,307 8,366<br />
<strong>Panalpina</strong> World Transport (Singapore) Pte. Ltd. (CGU Janco) 4,034 4,029<br />
Total goodwill 42,492 43,546<br />
The following key assumptions have been used for the value-in-use calculations of each CGU:<br />
<strong>2009</strong> CGU Airfreight CGU Grampian CGU Janco<br />
Growth rate1 2.25 % 3.13 % 3.13 %<br />
Operating expenses in % of forwarding revenues2 98.90 % 98.71 % 95.84 %<br />
WACC3 9.32 % 12.25 % 9.41 %<br />
2008 CGU Airfreight CGU Grampian CGU Janco<br />
Growth rate1 2.00 % 3.00 % 3.25 %<br />
Operating expenses in % of forwarding revenues2 97.70 % 97.85 % 94.38 %<br />
WACC3 11.60 % 12.02 % 11.77 %<br />
1 Weighted average growth rate used to extrapolate cash fl ows beyond the budget period<br />
2 Budgeted operating expenses in % of forwarding revenues<br />
3 Pre-tax discount rate applied to the cash fl ow projections<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
117
118<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
The management determined budgeted growth rates based on past performance and its expectations of market development. The<br />
operating expenses as a percentage of forwarding revenues are consistent with the forecasts and past experience. The weighted average<br />
cost of capital (WACC) used are pre-tax and reflect specific risks relating to the relevant CGUs. For the impairment testing procedure the<br />
planning assumptions of prior years were critically reviewed as a result of the recovery of the activities which was realized at a slower pace<br />
than originally expected. For the impairment testing procedure it was assumed that the CGU would achieve sales growth at market growth<br />
for the planning period. It was also assumed that the percentage of operating expenses as a percentage of forwarding revenue will remain<br />
stable.<br />
For the CGU Grampian a minimal change in the assumptions of the growth rate of the gross profit (0.1 percentage points) or the WACC<br />
(0.1 percentage points) would cause the carrying value of goodwill to exceed the recoverable amount.<br />
For both other CGUs the carrying value of goodwill would only exceed the recoverable amount if following changes in the key assumptions<br />
gross profit growth or WACC would occur:<br />
CGU Airfreight<br />
Gross profit growth rate – 38.3 percentage points<br />
WACC + 21.5 percentage points<br />
CGU Janco<br />
Gross profit growth rate – 56.6 percentage points<br />
WACC + 33.4 percentage points<br />
16<br />
Investments<br />
in thousand CHF <strong>2009</strong> 2008<br />
Available-for-sale investments 17,794 18,629<br />
Fair value through profit or loss investments 618 818<br />
Loans receivable 166 203<br />
Long-term receivables 15,250 15,752<br />
Other 3,576 2,421<br />
Total investments 37,404 37,823<br />
Long-term receivables primarily include rental and guarantee deposits of CHF 14.9 million (2008: CHF 15.7 million).<br />
Available-for-sale investments – unquoted equity shares<br />
in thousand CHF <strong>2009</strong> 2008<br />
Balance on 1 January 18,629 18,773<br />
Translation differences 71 (199)<br />
Additions 42 55<br />
Disposals (5) 0<br />
Fair value adjustments recognized in statement of comprehensive income (943) 0<br />
Balance on 31 December 17,794 18,629<br />
Less: non-current portion 17,794 18,629<br />
Current portion 0 0<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong>
17<br />
Fair value through profit or loss investments<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
in thousand CHF <strong>2009</strong> 2008<br />
Balance on 1 January 818 15,251<br />
Translation differences (2) (5)<br />
Additions 0 1,297<br />
Disposals (234) (15,725)<br />
Fair value adjustments recognized in profit or loss 36 0<br />
Balance on 31 December 618 818<br />
Less: non-current portion 618 818<br />
Current portion 0 0<br />
Group risk management<br />
In the field of risk management, the Audit Committee approves the detailed and weighted risk map of the Executive Board. It adopts the<br />
necessary measures for risk control and risk mitigation and reports the respective outcome to the Board of Directors on a yearly basis.<br />
The risk map itself covers any strategic, financial, operational, legal and compliance risks that could significantly impact the company’s<br />
ability to achieve its business goals and financial targets. Identified risks are weighted and prioritized by the Executive Board according<br />
to their significance and likelihood of occurrence. For each risk, specific risk mitigation measures – including their current status – are defined<br />
and responsibilities are allocated. The risk map, which is compiled by the Risk Review Committee, chaired by the Corporate Secretary,<br />
for review by the Executive Board and the Audit Committee and subsequently approved by the Audit Committee, contains risks identified<br />
and assessed by the respective corporate functions, selected country management, Corporate Audit and the group auditors. The<br />
annual risk map also features risks which have increased or decreased in the course of the reporting year. Financial risk management<br />
specifically is described in further detail below.<br />
18<br />
Financial risk management<br />
The Group’s principal financial liabilities, other than derivatives, comprise loans and borrowings, trade and other payables. The main purpose<br />
of these financial liabilities is to raise funds for the Group operations. The Group has trade and other receivables, loans, cash,<br />
short- and long-term deposits that arise directly from its operations. The Group also holds available-for-sale investments and enters into<br />
derivative transactions.<br />
The Group is exposed to market risk, credit risk and liquidity risk. The Group’s senior management oversees the management of these<br />
risks. It is supported by a financial risk committee that advises on financial risks and the appropriate financial risk governance framework<br />
for the Group. The financial risk committee provides assurance to the Group’s senior management that the Group’s financial risk-taking<br />
activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance<br />
with Group policies and Group risk appetite. All derivative activities for risk management purposes are carried out by specialist<br />
teams that have the appropriate skills, experience and supervision. It is the Group’s policy that no trading in derivatives for speculative<br />
purposes shall be undertaken.<br />
The Board of Directors reviews and agrees on policies for managing each of these risks, which are summarized below.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
119
120<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Financial risk factors<br />
Carrying amount and fair value of financial assets by asset classes<br />
in thousand CHF Cash<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
Availablefor-sale<br />
Fair value<br />
through<br />
profit or<br />
loss / held<br />
for trading<br />
Loans<br />
and<br />
receivables<br />
Carrying<br />
amount<br />
Total<br />
(fair value)<br />
Trade receivables and other receivables 959,436 959,436 959,436<br />
Unbilled forwarding services 83,103 83,103 83,103<br />
Accrued interest income 524 524 524<br />
Cash and cash equivalents 3,215 528,588 531,803 531,803<br />
Other current financial assets 10,809 10,809 10,809<br />
Derivative financial instruments 11,286 11,286 11,286<br />
Investments:<br />
Bonds and debentures 212 212 212<br />
Shares 17,794 114 17,908 17,908<br />
Other investments 292 292 292<br />
Third-party loans 5,542 5,542 5,542<br />
Rental and guarantee deposits 15,250 15,250 15,250<br />
Total on 31 December <strong>2009</strong> 3,215 17,794 11,904 1,603,252 1,636,165 1,636,165<br />
in thousand CHF<br />
Financial<br />
liabilities at<br />
fair value<br />
through<br />
profit or<br />
loss<br />
Financial<br />
liabilities<br />
measured<br />
at amortized<br />
cost<br />
Carrying<br />
amount<br />
Total<br />
(fair value)<br />
Payables and accruals 802,131 802,131 802,131<br />
Borrowings 11,226 11,226 11,226<br />
Finance lease liabilities 1,660 1,660 1,875<br />
Derivative financial instruments 2,233 2,233 2,233<br />
Provisions and other liabilities 78,268 78,268 78,268<br />
Total on 31 December <strong>2009</strong> 2,233 893,285 895,518 895,733<br />
in thousand CHF Cash<br />
Availablefor-sale<br />
Fair value<br />
through<br />
profit or<br />
loss / held<br />
for trading<br />
Loans<br />
and<br />
receivables<br />
Carrying<br />
amount<br />
Total<br />
(fair value)<br />
Trade receivables and other receivables 1,158,701 1,158,701 1,158,701<br />
Unbilled forwarding services 116,198 116,198 116,198<br />
Accrued interest income 982 982 982<br />
Cash and cash equivalents 2,562 359,847 362,409 362,409<br />
Derivative financial instruments 38,755 38,755 38,755<br />
Investments:<br />
Bonds and debentures 197 197 197<br />
Shares 18,629 105 18,734 18,734<br />
Other investments 516 516 516<br />
Third-party loans 344 344 344<br />
Rental and guarantee deposits 15,752 15,752 15,752<br />
Total on 31 December 2008 2,562 18,629 39,573 1,651,824 1,712,588 1,712,588
in thousand CHF<br />
Financial<br />
liabilities at<br />
fair value<br />
through<br />
profit or<br />
loss<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Financial<br />
liabilities<br />
measured<br />
at amortized<br />
cost<br />
Carrying<br />
amount<br />
Total<br />
(fair value)<br />
Payables and accruals 799,197 799,197 799,197<br />
Borrowings 18,800 18,800 18,555<br />
Finance lease liabilities 1,489 1,489 1,489<br />
Derivative financial instruments 14,894 14,894 14,894<br />
Provisions and other liabilities 66,736 66,736 66,736<br />
Total on 31 December 2008 14,894 886,222 901,116 900,871<br />
Fair value hierarchy<br />
The table below analyzes financial instruments carried at fair value, by valuation method. The different levels have been defined as follows:<br />
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities<br />
Level 2: inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly<br />
(i.e., as prices) or indirectly (i.e., derived from prices)<br />
Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).<br />
<strong>2009</strong> (in thousand CHF) Level 1 Level 2 Level 3 Total<br />
Available-for-sale financial assets 252 1,068 15,963 17,283<br />
Financial assets at fair value through profit or loss / held for trading 463 155 0 618<br />
Derivative financial assets 0 11,286 0 11,286<br />
Available-for-sale financial assets – at cost 511<br />
Total 29,698<br />
Derivative financial liabilities 0 2,233 0 2,233<br />
Total financial liabilities 2,233<br />
The fair value of financial instruments traded in active markets is based on quoted market prices at the balance sheet date. A market is<br />
regarded as active if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service<br />
or regulatory agency, and those prices represent actual and regularly occurring market transactions on an arm’s-length basis. The quoted<br />
market price used for financial assets held by the Group is the current bid price. These instruments are included in level 1.<br />
The fair value of financial instruments that are not traded in an active market (for example, over-the-counter derivatives) is determined<br />
by using valuation techniques. These valuation techniques maximize the use of observable market data where it is available and rely as<br />
little as possible on entity-specific estimates. If all significant inputs required to fair-value an instrument are observable, the instrument<br />
is included in level 2.<br />
If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.<br />
The Group used the discounted cash flow method to determine the fair value of level 3 financial instruments.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
121
122<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
The following table presents the changes in level 3 instruments for the year ended 31 December <strong>2009</strong>:<br />
in thousand CHF<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
Available-for-sale<br />
financial assets Total<br />
Balance on 1 January 17,176 17,176<br />
Fair value adjustments statement of comprehensive income (1,213) (1,213)<br />
Balance on 31 December 15,963 15,963<br />
Total gains or losses for the period included in statement of comprehensive income<br />
for assets held at the end of the reporting period (1,213) (1,213)<br />
In <strong>2009</strong>, the group did not transfer any financial instruments into another level.<br />
Market risk<br />
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate due to changes in market price. Market<br />
prices entail three types of risk: foreign currency risk, interest rate risk and other price risk such as equity risk.<br />
The Group’s activities expose it primarily to financial risk due to changes in foreign currency exchange rates.<br />
Foreign currency risk<br />
The Group operates internationally and is exposed to foreign exchange risk arising from various currency exposures, primarily in regard<br />
to the US dollar and the Euro. Foreign exchange risk arises from future commercial transactions, recognized assets and liabilities as well as<br />
net investments in foreign operations.<br />
Management has set up a policy to require Group companies to manage their foreign exchange risk against their functional currency. The<br />
Group companies are required to hedge their entire foreign exchange risk exposure with the Group Treasury, if possible. To manage foreign<br />
exchange risks arising from future commercial transactions or recognized assets and liabilities, entities in the Group use forward contracts.<br />
Foreign exchange risk arises when future commercial transactions or recognized assets and liabilities are denominated in a currency that<br />
is not the Group entity’s functional currency. Group Treasury is responsible for managing the net position using external derivative contracts.<br />
For segment reporting purposes, each subsidiary designates contracts with Group Treasury as fair value hedges. External foreign<br />
exchange contracts are designated at Group level as hedges of foreign exchange risk on specific assets and liabilities on a gross basis.<br />
At 31 December <strong>2009</strong>, the Group’s net foreign currency risk exposure amounts to CHF 52.2 million. The following table demonstrates the<br />
sensitivity to a reasonable possible change of 10 % in the USD, EUR and HKD exchange rate, with all other variables held constant, of the<br />
Group’s profit before income tax (due to changes in the fair value of monetary assets and liabilities).<br />
Profit before income tax<br />
Effect in thousand CHF <strong>2009</strong> 2008<br />
US dollar 5,753 2,759<br />
Euro 704 571<br />
Hong Kong dollar (482) (398)<br />
Total effect 5,975 2,932<br />
The movement on the pre-tax effect is a result of change in the fair value of derivative financial instruments not designated in a hedging<br />
relationship and monetary assets and liabilities denominated in USD, EUR and HKD, where the functional currency of the entity is a currency<br />
other than USD, EUR or HKD. Although the derivatives have not been designated in a hedge relationship, they act as a commercial<br />
hedge and will offset the underlying transactions should they occur. If the exchange rates of all currencies changed by 10 %, the total<br />
maximum net effect would amount to CHF 5.2 million (2008: CHF 2.4 million).<br />
Interest rate risk<br />
The Group has a clear funding policy that prohibits affiliates from borrowing in foreign currency and has a clear preference for intragroup<br />
financing. Affiliates are also required to repatriate their excess cash. Liquidity is mainly managed at corporate level by using money market<br />
products. Derivative instruments are used to manage the duration of financial instruments in a prudent manner.<br />
As the Group generally has no significant interest-bearing liabilities, and given their short-term nature, the Group has a limited exposure to<br />
interest rate risk. Consequently the Group’s expense and operating cash flows are substantially independent of changes in market interest<br />
rates.
Credit risk<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial<br />
loss. The Group is exposed to credit risk from its operating activities (primarily for trade receivables) and from its financing activities,<br />
including deposits with banks and other financial institutions, foreign exchange transactions and other financial instruments.<br />
Credit risk related to trade receivables<br />
Customer credit is managed by each business unit and subject to the Group’s established policy, procedures and control relating to customer<br />
credit risk management. Credit limits are established for all customers based on external ratings, or, if not available, according<br />
to internal rating criteria. The customer’s credit quality is assessed based on an extensive credit rating scorecard. Outstanding customer<br />
receivables are regularly monitored. The objective of the management of trade receivables is to sustain the growth and profitability of<br />
the Group by optimizing asset utilization while maintaining risks at an acceptable level. There is no significant concentration of counterparty<br />
credit risk due to the Group’s large number of customers and their wide geographical spread. Risk limits and exposures are continuously<br />
monitored by country and by the nature of counterparties. Additionally, the Group obtains credit insurance and similar enhancements when<br />
appropriate to protect the collection of trade receivables. The maximum exposure is the carrying amount as disclosed in note 20 – Trade<br />
receivables.<br />
Credit risk related to financial instruments and cash deposit<br />
Credit risk from balances with banks and financial institutions is managed by Group Treasury in accordance with the Group’s policy. Investments<br />
of surplus funds are made only with approved counterparties and with credit limits assigned to each counterparty with a minimum<br />
rating of A. Counterparty credit limits are reviewed by senior management on a regular basis. The limits are set to minimize the concentration<br />
of risks and therefore mitigate financial loss through potential counterparty failure.<br />
The table below shows the Group’s maximum exposure to credit risk:<br />
in thousand CHF <strong>2009</strong> 2008 1<br />
Cash and cash equivalents (without cash in hand) 528,588 359,847<br />
Derivative financial instruments 11,286 38,755<br />
Receivables 985,327 1,228,188<br />
Loans and other financial assets 20,792 16,096<br />
Total financial assets shown in balance sheet subject to credit risk 1,545,993 1,642,886<br />
Guarantees 144,509 135,589<br />
Total credit risk 1,690,502 1,778,475<br />
1 Certain prior-year fi gures have been reclassifi ed to conform with the current period’s presentation.<br />
Liquidity risk<br />
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they become due. The Group’s approach to<br />
managing liquidity is to ensure, to the extent possible, that it will always have sufficient liquidity to meet its liabilities when due, under both<br />
normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group’s reputation.<br />
The Group’s objective is to maintain a balance between continuity of funding and flexibility through the use of overdrafts, bank loans,<br />
de bentures, finance leases and hire purchase contracts. The Group’s liquidity is reported to the Management on a monthly basis.<br />
To secure liquidity, the Group holds a net cash position of CHF 529.7 million (2008: CHF 342.1 million) and credit lines with various financial<br />
institutions totaling CHF 530.9 million (2008: CHF 279.3 million). Of this total, CHF 224.8 million is allocated to bank guarantees and<br />
foreign exchange lines.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
123
124<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
The table below summarizes the maturity profile of the Group’s financial liabilities on 31 December <strong>2009</strong> / 2008 based on contractual<br />
un discounted payments.<br />
<strong>2009</strong> (in thousand CHF)<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
between<br />
1 and 3 months<br />
between<br />
3 months<br />
and 1 year<br />
between<br />
1 and 5 years<br />
Total remaining<br />
contractual<br />
payments<br />
Borrowings (note 25) 193 11,802 891 12,886<br />
Trade and other payables 579,619 0 0 579,619<br />
Accruals 159,712 62,800 0 222,512<br />
Provisions and other liabilities<br />
Foreign exchange contracts<br />
0 78,268 0 78,268<br />
Cash inflow 627,978 16,440 57,675 702,093<br />
Cash outflow (623,461) (17,362) (51,470) (692,293)<br />
Total 744,042 151,948 7,096 903,085<br />
2008 (in thousand CHF)<br />
between<br />
1 and 3 months<br />
between<br />
3 months<br />
and 1 year 1<br />
between<br />
1 and 5 years<br />
Total remaining<br />
contractual<br />
payments<br />
Borrowings (Note 25) 188 17,454 2,647 20,289<br />
Trade and other payables 556,575 0 0 556,575<br />
Accruals 168,617 87,317 0 255,934<br />
Provisions and other liabilities<br />
Foreign exchange contracts<br />
0 66,736 0 66,736<br />
Cash inflow 921,809 181,634 0 1,103,443<br />
Cash outflow (900,297) (179,192) 0 (1,079,489)<br />
Total 746,892 173,949 2,647 923,488<br />
1 Certain prior-year fi gures have been reclassifi ed to conform with the current period’s presentation.<br />
Capital risk management<br />
The Group’s objectives when managing capital are to safeguard its ability to continue as an ongoing concern in order to provide returns<br />
for shareholders and benefits for other stakeholders and to maintain an optimal capital structure in order to reduce the cost of capital.<br />
In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to<br />
shareholders, issue new shares or sell assets to reduce debts.<br />
Capital is monitored on the basis of the equity ratio, which is calculated as equity (including non-controlling interests) as a percentage of<br />
total assets. This is reported to the management as part of the Group’s regular internal management reporting.<br />
The Group’s capital and equity ratio is shown in the table below:<br />
in thousand CHF <strong>2009</strong> 2008<br />
Capital and reserves attributable to <strong>Panalpina</strong> shareholders 856,564 863,716<br />
Equity attributable to non-controlling interests 7,015 7,632<br />
Total equity 863,579 871,348<br />
Total assets 1,924,632 1,970,854<br />
Equity ratio 44.9 % 44.2 %<br />
The Group is not subject to regulatory capital adequacy requirements.
19<br />
Other receivables and other current assets<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
in thousand CHF <strong>2009</strong> 2008<br />
Office supplies 1,958 1,803<br />
Taxes (VAT, withholding tax) 40,308 30,898<br />
Accrued income 528 6,259<br />
Accrued interest income 524 854<br />
Personnel advances 4,687 2,429<br />
Social security and payroll taxes 5,504 0<br />
Prepaid rent expenses 6,943 2,563<br />
Prepaid communication and IT expenses 4,084 0<br />
Supplier rebates 12,034 18,308<br />
Short-term loans 5,376 141<br />
Others 28,476 20,746<br />
Total other receivables and other current assets 110,422 84,001<br />
20<br />
Trade receivables<br />
in thousand CHF <strong>2009</strong> 2008<br />
Commercial clients 872,556 1,082,448<br />
Agents 19,164 28,968<br />
Total trade receivables (gross values) 891,720 1,111,416<br />
Individual allowance (5,104) (11,724)<br />
Overall allowance (29,744) (22,067)<br />
Total trade receivables (net) 856,872 1,077,625<br />
Europe / Africa / Middle East / CIS 478,716 653,977<br />
thereof European Union 365,974 487,996<br />
thereof Switzerland 41,936 75,741<br />
North America 159,681 186,445<br />
Central and South America 85,048 88,317<br />
Asia / Pacific 133,427 148,886<br />
Total trade receivables (net) 856,872 1,077,625<br />
There is no concentration of credit risk with regard to trade receivables as the Group has a large number of customers that are dispersed<br />
internationally.<br />
Provisions for impaired trade receivables are established based upon the difference between the receivable value and the estimated net<br />
collectible amount. <strong>Panalpina</strong> establishes its provisions for doubtful trade receivables based on its historical loss experiences. Significant<br />
financial difficulties of the debtor are individually impaired. The maximum exposure to credit risk on the reporting date is the carrying<br />
amount of net trade receivables mentioned above. Based on past experience, the Group does not anticipate writing off not-past-due nor<br />
unprovided trade receivables. The creation and usage of provisions for impaired trade receivables have been included in other operating<br />
expenses in the income statement.<br />
The following table summarizes the movement in the provision for impairment of trade receivables:<br />
in thousand CHF <strong>2009</strong> 2008<br />
Balance as of 1 January 33,791 30,515<br />
Receivables written off during the year as uncollectible (8,875) (6,541)<br />
Changes in provision for doubtful accounts 9,932 9,817<br />
Balance as of 31 December 34,848 33,791<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
125
126<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
The following table provides details about the age of trade receivables that are not overdue as the payment terms specified in the terms<br />
and conditions established with <strong>Panalpina</strong> customers have not been exceeded, as well as an analysis of overdue amounts and related<br />
provisions for doubtful trade receivables:<br />
in thousand CHF <strong>2009</strong> 2008<br />
Commercial clients 872,556 1,082,448<br />
Agents 19,164 28,968<br />
Total trade receivables (gross values) 891,720 1,111,416<br />
Allowance for bad debt (34,848) (33,791)<br />
Total trade receivables (net) 856,872 1,077,625<br />
of which:<br />
Not overdue 624,809 726,398<br />
Past due not more than 30 days 171,315 248,938<br />
Past due more than 30 days up to 180 days 79,236 118,261<br />
Past due more than 180 days up to 360 days 8,370 20,169<br />
Past due more than 360 days 19,110 17,227<br />
Prepayment (11,120) (19,577)<br />
Total trade receivables (gross) 891,720 1,111,416<br />
Allowance for bad debt (34,848) (33,791)<br />
Total trade receivables (net) 856,872 1,077,625<br />
21<br />
Derivative financial instruments<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
Contract value<br />
Positive<br />
replacement value<br />
Negative<br />
replacement value<br />
in thousand CHF <strong>2009</strong> 2008 <strong>2009</strong> 2008 <strong>2009</strong> 2008<br />
Forward foreign exchange contracts 692,239 1,071,999 11,286 38,755 (2,233) (14,894)<br />
Forward trading hedges 692,239 1,071,999 11,286 38,755 (2,233) (14,894)<br />
Contract value<br />
Positive<br />
replacement value<br />
Negative<br />
replacement value<br />
in thousand CHF <strong>2009</strong> 2008 <strong>2009</strong> 2008 <strong>2009</strong> 2008<br />
Terms of the forward foreign<br />
exchange contracts 692,239 1,071,999 11,286 38,755 (2,233) (14,894)<br />
0 – 3 months 623,408 891,375 5,681 34,811 (1,409) (12,722)<br />
4 – 12 months 17,361 180,624 44 3,944 (824) (2,172)<br />
13 – 18 months 51,470 0 5,561 0 0 0
Derivative financial instruments are spread over the following currencies:<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Forward foreign<br />
exchange contracts<br />
in thousand CHF <strong>2009</strong> 2008<br />
USD 271,313 526,636<br />
EUR 263,523 403,363<br />
SEK 45,651 31,847<br />
CAD 29,375 10,529<br />
HKD 21,762 3,598<br />
COP 17,105 9,356<br />
GBP 15,167 16,504<br />
JPY 7,029 13,477<br />
NZD 6,734 14,394<br />
PEN 6,242 4,843<br />
SGD 2,572 10,701<br />
CHF 1,600 1,507<br />
DKK 1,097 200<br />
MYR 1,028 0<br />
CZK 954 1,123<br />
AUD 194 12,336<br />
MXN 0 3,956<br />
Other 893 7,629<br />
Total 692,239 1,071,999<br />
22<br />
Cash and cash equivalents<br />
in thousand CHF <strong>2009</strong> 2008<br />
Cash on hand 3,215 2,562<br />
Cash at bank 536,788 368,479<br />
Checks and bills of exchange / in transit (8,200) (8,632)<br />
Total cash and cash equivalents 531,803 362,409<br />
Net cash (debt) is comprised as follows:<br />
in thousand CHF <strong>2009</strong> 2008<br />
Cash and cash equivalents 531,803 362,409<br />
Other current financial assets 10,809 0<br />
Short-term borrowings (11,995) (17,642)<br />
Long-term borrowings (891) (2,647)<br />
Net cash (debt) 529,726 342,120<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
127
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
128 23 Share capital and treasury shares<br />
in thousand CHF<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
Outstanding<br />
number of shares<br />
(numbers)<br />
Ordinary<br />
shares<br />
Treasury<br />
shares Total<br />
On 1 January <strong>2009</strong> 23,635,185 50,000 (197,753) (147,753)<br />
Treasury shares<br />
Purchased (58,980) 0 (5,242) (5,242)<br />
Sold under employee share plan 91,272 0 10,428 10,428<br />
On 31 December <strong>2009</strong> 23,667,477 50,000 (192,567) (142,567)<br />
The share capital is presented by 25 million issued shares (2008: 25 million) of CHF 2.00 par value, fully paid-in.<br />
On 31 December <strong>2009</strong>, the number of outstanding shares amounted to 23,667,477 shares (2008: 23,635,185) and the number of<br />
treas ury shares to 1,332,523 (2008: 1,364,815). Treasury shares have been deducted from equity attributable to owners of the parent.<br />
All shares issued by the Company were fully paid-in.<br />
The extraordinary Shareholders’ Meeting, held on 23 August 2005, authorized the Board of Directors to create authorized capital in the<br />
maximum amount of CHF 6 million by issuing a maximum of 3,000,000 registered shares with a nominal value of CHF 2.00 each at any<br />
time until 22 August 2007. At the <strong>Annual</strong> General Meeting held on 15 May 2007, the shareholders approved the proposal of the Board of<br />
Directors to extend the authorized share capital until May <strong>2009</strong> with an unchanged amount. The extension of the authorized capital for<br />
another two years was approved at the <strong>Annual</strong> General Meeting held on 5 May <strong>2009</strong>. The Board of Directors has not made use of this authorization.<br />
The Company has no conditional share capital.<br />
In 2007, the Board of Directors decided to return excess capital to the shareholders by launching a share buyback program via a second<br />
trading line on the SIX Swiss Exchange. Between 13 August 2007 and 2 September 2008 the Group repurchased 1,250,000 registered<br />
shares totaling a value of CHF 185.0 million and representing 5 % of share capital.<br />
The amount available for dividend distribution is based on the available distributable retained earnings of <strong>Panalpina</strong> World Transport (Holding)<br />
Ltd. determined in accordance with the legal provisions of the Swiss Code of Obligations. On 5 May <strong>2009</strong>, the shareholders approved the<br />
distribution of a dividend of CHF 1.90 per share in respect of the 2008 business year (2008: CHF 3.20). The distribution to holders of outstanding<br />
shares totalled to CHF 45 million (2008: CHF 77 million) and had been recorded against retained earnings. Except for 1,371,113<br />
treasury shares (2008: 905,370 treasury shares), all shares were dividend-bearing. The Board of Directors has proposed that no dividends<br />
should be distributed for the fiscal year <strong>2009</strong>. This proposal is subject to approval at the <strong>Annual</strong> Meeting on 4 May 2010.<br />
24<br />
Non-controlling interests<br />
in thousand CHF <strong>2009</strong> 2008<br />
Balance on 1 January (net) 7,632 6,638<br />
Increase of parent’s ownership interest (2,194) 786<br />
Translation differences (84) (157)<br />
Reclassification of translation differences to parent shareholders’ equity 0 (682)<br />
Interest in profit 1,951 (1,964)<br />
Reclassification interest in profit to parent shareholders’ equity 0 3,011<br />
Dividend paid (290) 0<br />
Total net non-controlling interests 7,015 7,632<br />
During the year under review, <strong>Panalpina</strong> took over the 30 % shares from non-controlling interests of <strong>Panalpina</strong> Thailand. In 2008, the<br />
man agement decided to reclassify the negative balance of non-controlling interests of <strong>Panalpina</strong> Nigeria to parent shareholders’ equity.
25<br />
Borrowings<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
This note provides information about the contractual terms of the Group’s interest-bearing loans and borrowings, which are measured at<br />
amortized cost. For more information about the Group’s exposure to foreign currency and liquidity risk, see note 18.<br />
in thousand CHF <strong>2009</strong> 2008<br />
Current liabilities<br />
Overdraft 39 5,208<br />
Current portion of secured bank loans 11,183 11,681<br />
Current portion of finance lease liabilities 773 753<br />
Total current liabilities 11,995 17,642<br />
Non-current liabilities<br />
Secured bank loans 0 1,907<br />
Non-current portion of finance lease liabilities 887 736<br />
Other loans 4 4<br />
Total non-current liabilities 891 2,647<br />
Terms and repayment schedule<br />
in thousand CHF Currency<br />
Nominal<br />
interest rate<br />
Year of<br />
maturity<br />
<strong>2009</strong> 2008<br />
Carrying<br />
amount Fair value<br />
Carrying<br />
amount Fair value<br />
Current liabilities<br />
Secured bank loan ARS 28.00 % <strong>2009</strong> 0 0 1,316 1,316<br />
Secured bank loan COP DTF + 3.00 % <strong>2009</strong> 0 0 2,554 2,554<br />
Secured bank loan COP Libor + 6.50 % <strong>2009</strong> 0 0 1,057 1,057<br />
Secured bank loan COP 15.70 % – 16.75 % <strong>2009</strong> 0 0 6,754 6,754<br />
Secured bank loan USD 5.85 % 2010 10,809 10,809 0 0<br />
Secured bank loan COP DTF + 3.00 % 2010 374 374 0 0<br />
Total current liabilities 11,183 11,183 11,681 11,681<br />
Non-current liabilities<br />
Secured bank loan NOK 9.70 % 2010 0 0 5 5<br />
Secured bank loan USD Libor + 0.50 % <strong>2009</strong> 0 0 1,902 1,657<br />
Total secured bank loans 0 0 1,907 1,662<br />
Other loans SGD n / a 2011 4 4 4 4<br />
Total interest-bearing liabilities 11,187 11,187 13,592 13,347<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
129
130<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Finance lease liabilities<br />
in thousand CHF<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
Future<br />
minimum<br />
lease<br />
payments<br />
<strong>2009</strong> 2008<br />
Interest<br />
Present<br />
value<br />
of minimum<br />
lease<br />
payments<br />
Future<br />
minimum<br />
lease<br />
payments<br />
Interest<br />
Present<br />
value<br />
of minimum<br />
lease<br />
payments<br />
Less than one year 874 101 773 848 95 753<br />
Between one and five years 1,001 114 887 835 99 736<br />
Total interest-bearing liabilities 1,875 215 1,660 1,683 194 1,489<br />
The weighted average interest rate of bank borrowings and other financing liabilities is 5.00 % (2008: 9.08 %). The carrying amounts<br />
of short-term bank borrowings approximate their fair value.<br />
The maturity of the Group’s long-term financial debts (excluding lease liabilities) is shown in the following table:<br />
<strong>2009</strong> 2008<br />
in thousand CHF<br />
2010 0 1,911<br />
2011 4 0<br />
Total 4 1,911<br />
The carrying amounts of the Group’s borrowings are denominated in the following currencies:<br />
in thousand CHF <strong>2009</strong> 2008<br />
USD 10,809 0<br />
GBP 1,347 1,251<br />
COP 373 13,075<br />
EUR 162 538<br />
PLN 133 0<br />
AUD 58 0<br />
XAF 0 2,479<br />
ARS 0 1,316<br />
DZD 0 1,055<br />
VEF 0 371<br />
MYR 0 131<br />
Others 4 73<br />
Total 12,886 20,289
26<br />
Long-term provisions<br />
<strong>2009</strong> (in thousand CHF)<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Employee<br />
provision<br />
Claims<br />
and other<br />
provisions Total provisions<br />
Balance on 1 January 26,784 48,986 75,770<br />
Translation differences (4) (806) (810)<br />
Addition 6,692 4,869 11,561<br />
Reversal of unused amount (339) (3,618) (3,957)<br />
Charged in income statement 6,353 1,251 7,604<br />
Utilization (4,377) (11,529) (15,906)<br />
Balance on 31 December 28,756 37,902 66,658<br />
2008 (in thousand CHF)<br />
Employee<br />
provision<br />
Claims<br />
and other<br />
provisions Total provisions<br />
Balance on 1 January 37,440 34,678 72,118<br />
Translation differences (4,503) (3,128) (7,631)<br />
Addition 3,624 21,345 24,969<br />
Reversal of unused amount (2,089) (1,085) (3,174)<br />
Charged in income statement 1,535 20,260 21,795<br />
Utilization (8,792) (2,824) (11,616)<br />
Transfers 1,104 0 1,104<br />
Balance on 31 December 26,784 48,986 75,770<br />
Employee provision mostly relate to certain employee benefit obligations, such as “anniversary” benefits, termination payments and longservice<br />
benefits mainly in Switzerland, Germany, Austria, Italy, France and USA. The timings of these cash outflows can be reasonably<br />
estimated based on past performance. In addition employee provision includes the liability of CHF 1,443 thousand for the cash settled<br />
compensation plan. Significant provisions are discounted by using the corresponding discount rate applicable in respective countries<br />
were the obligation occurs.<br />
The balance for claims represents a provision for certain claims brought forward against the Group by customers and forwarding agents.<br />
The balance as of 31 December is expected to be utilized within the next two to five years. Long-term claims include an additional<br />
provision for probable potential future payments in connection with transport damages. The management determined the provision based<br />
on past performance and its expectation of the funds needed for the future settlement of the claims which are not yet reported (see also<br />
note 4 Critical accounting estimates and judgements).<br />
The current portion of employee provision and claim provision are disclosed in note 28.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
131
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
132 27<br />
Deferred income taxes<br />
Deferred taxes are related to the following balance sheet items:<br />
in thousand CHF<br />
Deferred tax assets<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
Balance<br />
1 January<br />
2008<br />
Recognized<br />
translation<br />
differences<br />
Recognized<br />
in income<br />
statement<br />
Recognized<br />
in equity<br />
Balance<br />
31 December<br />
2008<br />
Recognized<br />
translation<br />
differences<br />
Recognized<br />
in income<br />
statement<br />
Recognized<br />
in equity<br />
Balance<br />
31 December<br />
<strong>2009</strong><br />
Receivables 6,603 (573) (1,569) 0 4,461 186 (1,719) 0 2,928<br />
Fixed assets 3,995 (349) (1,697) 0 1,949 81 2,030 0 4,060<br />
Provisions 12,377 (1,074) (2,567) 0 8,736 365 5,545 1,064 15,710<br />
Other balance sheet<br />
captions<br />
Deductible loss<br />
7,335 (624) 3,523 0 10,234 428 (1,899) 0 8,763<br />
carry-forwards 4,634 (392) 2,992 0 7,234 304 16,340 0 23,878<br />
Total deferred tax assets 34,944 (3,012) 682 0 32,614 1,364 20,297 1,064 55,339<br />
Deferred tax liabilities<br />
Receivables (960) 49 131 0 (780) (42) 182 0 (640)<br />
Fixed assets (15,790) 910 4,403 0 (10,477) (565) 1,871 0 (9,171)<br />
Provisions<br />
Other balance sheet<br />
(7,562) 110 2,102 7,387 2,037 110 (5,336) (5,402) (8,591)<br />
captions<br />
Deductible loss<br />
(10,634) 332 (2,746) 0 (13,048) (703) 8,950 0 (4,801)<br />
carry-forwards 0 132 2,691 0 2,823 153 (1,688) 0 1,288<br />
Total deferred tax liabilities (34,946) 1,533 6,581 7,387 (19,445) (1,047) 3,979 (5,402) (21,915)<br />
Net deferred tax assets<br />
(liabilities) (2) (1,479) 7,263 7,387 13,169 317 24,276 (4,338) 33,424<br />
The gross movement on the deferred income tax account is as follows:<br />
in thousand CHF <strong>2009</strong> 2008<br />
Balance 1 January 13,169 (2)<br />
Translation differences 317 (1,479)<br />
Income statement charge 24,276 7,263<br />
Tax charged to equity due to IAS 19 (4,338) 7,387<br />
Balance 31 December 33,424 13,169<br />
In <strong>2009</strong>, the amount of CHF 8,705 (2008: CHF 121,952) was not capitalized because it was not probable that it can be set off against<br />
future profits.<br />
Year of expiry of unrecognized tax loss carry-forwards (in thousand CHF) <strong>2009</strong> 2008<br />
<strong>2009</strong> 0 6,297<br />
2010 623 83<br />
2011 2,190 8,030<br />
2012 17,781 990<br />
2013 595 2,183<br />
2014 11,127 0<br />
Later 22,715 12,081<br />
Total unrecognized tax loss carry-forwards 55,031 29,664<br />
The total increase of CHF 25.4 million (2008: decrease of CHF 7.8 million) derived mainly from unrecognized tax loss carry-forwards in<br />
Angola, Australia, Ireland and Russia. During the period under review tax loss carry-forward expired mainly in Turkey. Tax loss carryforwards<br />
of CHF 31.1 million (2008: CHF 3.3 million) have been utilized mainly in Switzerland, the Netherlands, Brazil, Argentina, Chile<br />
and Sweden.
28<br />
Provisions and other liabilities<br />
<strong>2009</strong> (in thousand CHF)<br />
Employee<br />
benefits and<br />
others<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Outstanding<br />
vacation<br />
entitlement Claims<br />
Restructuring<br />
Total<br />
Balance on 1 January 31,172 24,941 35,564 0 91,677<br />
Translation differences 1 736 (26) 0 711<br />
Addition 79,021 25,252 12,062 10,645 126,980<br />
Reversal of unused amounts (10,293) (11,926) (4,840) (2,753) (29,812)<br />
Charged in income statement 68,728 13,326 7,222 7,892 97,168<br />
Utilization (54,616) (17,926) (9,777) (3,866) (86,185)<br />
Balance on 31 December 45,285 21,077 32,983 4,026 103,371<br />
2008 (in thousand CHF)<br />
Employee<br />
benefits and<br />
others<br />
Outstanding<br />
vacation<br />
entitlement Claims Total<br />
Balance on 1 January 37,981 28,662 23,946 90,589<br />
Translation differences (2,062) (3,387) (214) (5,663)<br />
Addition 41,919 23,366 12,386 77,671<br />
Reversal of unused amounts (6,341) (5,245) (101) (11,687)<br />
Charged in income statement 35,578 18,121 12,285 65,984<br />
Utilization (40,325) (18,455) (453) (59,233)<br />
Balance on 31 December 31,172 24,941 35,564 91,677<br />
Apart from outstanding vacation entitlement and the current portions of provisions as disclosed in note 26, provisions and other liabilities<br />
include personnel profit participation, social security and payroll taxes. As disclosed in note 3 and 26 claim provision includes the current<br />
portion of certain claims brought forward against the Group by customers and forwarding agents. The balance as of 31 December is<br />
expected to be utilized within one year.<br />
Restructuring provisions arise from planned programs that materially change the scope of business undertaken by the Group or the manner<br />
in which business is conducted. Such provisions include only the costs necessarily entailed by the restructuring which are not associated<br />
with the recurring activities of the Group. The restructuring provisions newly added in <strong>2009</strong> concern headcount reductions in all functions<br />
mainly in operation and marketing and sales in various countries with the largest amount incurred in Germany, Venezuela, Luxembourg,<br />
Spain, Italy, France, Austria and Switzerland. Costs recognized in <strong>2009</strong> by segments are as follows: Europe / Africa / Middle East /<br />
CIS CHF 7.8 million; North America CHF 0.2 million; Central and South America CHF 1.9 million and Asia / Pacific CHF 0.6 million. The<br />
timings of these cash outflows are expected to occur within one year.<br />
29<br />
Related parties<br />
Key management personnel compensation<br />
Key management personnel consists of the Board of Directors and the Executive Board. The members of the Board of Directors receive<br />
a fixed annual compensation and participate in certain equity compensation plans (see note 8). In <strong>2009</strong>, there were 7 (2008: 7) members<br />
of the Board of Directors.<br />
The compensation of the Executive Board consists of a fixed portion and a variable portion, which depends on the course of business<br />
and the individual manager’s performance. In addition, members of the Executive Board receive indirect benefits and are able to participate<br />
in certain equity compensation plans (see note 8). In <strong>2009</strong>, there were 7 (2008: 10) members of the Executive Board.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
133
134<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
The following table shows the compensation of key management personnel:<br />
<strong>2009</strong> (in thousand CHF)<br />
Board of Directors<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
<strong>Annual</strong><br />
salary 1 Bonus<br />
Termination<br />
benefits<br />
Other<br />
benefits 2<br />
Share-<br />
based<br />
payment<br />
Social<br />
security<br />
contribution<br />
Total<br />
compensation<br />
<strong>2009</strong><br />
Rudolf W. Hug, Chairman 454 50 50 554<br />
Wilfried Rutz, Vice Chairman 256 50 28 334<br />
Günther Casjens, Member 155 50 205<br />
Yuichi Ishimaru, Member 154 50 18 222<br />
Glen R. Pringle, Member 102 50 13 165<br />
Roger Schmid, Member * 155 50 205<br />
Guenter Rohrmann, Member 103 50 11 164<br />
Options<br />
granted<br />
Total remuneration of Board of Directors 1,379 0 0 0 350 120 1,849 0<br />
Executive Board<br />
Monika Ribar, Chief Executive Officer 800 0 27 109 936<br />
Members of the Executive Board 3,120 794 298 281 504 4,997<br />
Executive Management leaving 575 13 42 630<br />
Total remuneration of Executive Board 4,495 794 0 338 281 655 6,563 0<br />
Total remuneration of key management<br />
personnel 5,874 794 0 338 631 775 8,412 0<br />
2008 (in thousand CHF)<br />
<strong>Annual</strong><br />
salary 1 Bonus<br />
Termination<br />
benefits<br />
Other<br />
benefits 2<br />
Value of<br />
options<br />
on grant<br />
date<br />
Social<br />
security<br />
contribution<br />
Total<br />
compensation<br />
2008<br />
Options<br />
granted<br />
Board of Directors<br />
Rudolf W. Hug, Chairman 520 79 50 649 2,020<br />
Wilfried Rutz, Vice Chairman 322 79 29 430 2,020<br />
Günther Casjens, Member 204 59 263 1,500<br />
Yuichi Ishimaru, Member 220 79 21 320 2,020<br />
Glen R. Pringle, Member 135 41 14 190 990<br />
Roger Schmid, Member * 155 155<br />
Guenter Rohrmann, Member 169 79 12 260 2,020<br />
Total remuneration of Board of Directors 1,725 0 0 0 416 126 2,267 10,570<br />
Executive Board<br />
Monika Ribar, Chief Executive Officer 867 560 27 79 121 1,654 2,020<br />
Members of the Executive Board 2,797 999 126 278 192 4,392 8,548<br />
Executive Management leaving 297 2,835 85 356 3,573<br />
Total remuneration of Executive Board 3,961 1,559 2,835 238 357 669 9,619 10,568<br />
Total remuneration of<br />
key management personnel 5,686 1,559 2,835 238 773 795 11,886 21,138<br />
1 <strong>Annual</strong> salary incl. fi xed remuneration respectively salary and discount on shares granted (share discount only 2008)<br />
2 Other benefi ts incl. expense allowance and fringe benefi ts<br />
* Remuneration respectively shares have been transferred to Ernst Göhner Stiftung (employer of respective board member)<br />
There were no contributions or donations to close members of the families of the key management.
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
The following table shows the equity holdings in <strong>Panalpina</strong> World Transport (Holding) Ltd. of key management personnel and their related<br />
parties in line with article 663b bis and 663c of the Swiss Code of Obligations.<br />
Number of PWT<br />
nominal shares<br />
Number of options<br />
(end of vesting period)<br />
2012 2013 2014<br />
Board of Directors<br />
Rudolf W. Hug, Chairman 7,935 1,200 1,325 2,020<br />
Wilfried Rutz, Vice Chairman 12,795 1,800 1,325 2,020<br />
Günther Casjens, Member 13,175 1,200 1,325 1,500<br />
Yuichi Ishimaru, Member 15,542 1,800 1,325 2,020<br />
Glen R. Pringle, Member 4,040 1,800 995 990<br />
Roger Schmid, Member 9,375 1,800 1,325 0<br />
Guenter Rohrmann, Member 2,820 0 0 2,020<br />
Total on 31 December <strong>2009</strong> 65,682 9,600 7,620 10,570<br />
Executive Board<br />
Monika Ribar, Chief Executive Officer 17,479 1,800 1,325 2,020<br />
Christoph Hess, General Counsel and Corporate Secretary<br />
Sandro Knecht, Chief Marketing and Sales and<br />
4,218 600 600 1,000<br />
Supply Chain Management Officer 6,538 670 497 1,000<br />
Dominik Tichelkamp, Chief Product and Procurement Officer 2,255 446 373 900<br />
Karl Weyeneth, Chief Operating Officer 2,479 0 497 303<br />
Marco Gadola, Chief Financial Officer 8,318 1,800 1,325 2,020<br />
Alastair Robertson, Chief Human Resources 1,400 0 0 200<br />
Total on 31 December <strong>2009</strong> 42,687 5,316 4,617 7,443<br />
Total on 31 December <strong>2009</strong> 108,369 14,916 12,237 18,013<br />
Number of PWT<br />
nominal shares<br />
Number of options<br />
(end of vesting period)<br />
2012 2013 2014<br />
Board of Directors<br />
Rudolf W. Hug, Chairman 7,135 1,200 1,325 2,020<br />
Wilfried Rutz, Vice Chairman 11,995 1,800 1,325 2,020<br />
Günther Casjens, Member 12,375 1,200 1,325 1,500<br />
Yuichi Ishimaru, Member 14,742 1,800 1,325 2,020<br />
Glen R. Pringle, Member 5,040 1,800 995 990<br />
Roger Schmid, Member 9,375 1,800 1,325 0<br />
Guenter Rohrmann, Member 2,020 0 0 2,020<br />
Total on 31 December 2008 62,682 9,600 7,620 10,570<br />
Executive Board<br />
Monika Ribar, Chief Executive Officer 13,895 1,800 1,325 2,020<br />
Christoph Hess, General Counsel and Corporate Secretary<br />
Sandro Knecht, Chief Marketing and Sales and<br />
2,850 600 600 1,000<br />
Supply Chain Management Officer 5,167 670 497 1,000<br />
Dominik Tichelkamp, Chief Product and Procurement Officer 1,273 446 373 900<br />
Karl Weyeneth, Chief Operating Officer 800 0 497 303<br />
Marco Gadola, Chief Financial Officer 8,318 1,800 1,325 2,020<br />
Alastair Robertson, Chief Human Resources 200 0 0 200<br />
Total on 31 December 2008 32,503 5,316 4,617 7,443<br />
Total on 31 December 2008 95,185 14,916 12,237 18,013<br />
Shareholders, pension funds, associated companies and all subsidiaries are defined as parties related to the Group. Apart from the transactions<br />
with related parties mentioned above, we refer to note 7 and 8.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
135
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
136 30 Business combinations / disinvestments<br />
In <strong>2009</strong> and 2008, there were no business combinations, nor were any significant subsidiaries sold.<br />
Acquisition of non-controlling interests<br />
In June <strong>2009</strong>, the Group acquired an additional 30-percent interest in <strong>Panalpina</strong> World Transport (Thailand) Ltd. for CHF 268 thousand in<br />
cash, increasing its ownership from 70 to 100 percent. The carrying amount of <strong>Panalpina</strong> Thailand’s net assets in the consolidated financial<br />
statement on the date of the acquisition was CHF 8,467 thousand. The Group recognized a decrease in non-controlling interest of<br />
CHF 2,194 thousand and an increase in retained earnings of CHF 1,926 thousand.<br />
The following table summarizes the effect of changes in the Group’s (parent) ownership interest in <strong>Panalpina</strong> World Transport (Thailand) Ltd.:<br />
in thousand CHF <strong>2009</strong><br />
Parent’s ownership interest at beginning of period 4,790<br />
Effect of increase in parent’s ownership interest (Note 24) 2,194<br />
Share of comprehensive income 2,397<br />
Parent’s ownership interest at end of period 9,381<br />
31<br />
Additional information<br />
Contractual commitments on non-cancellable operating lease contracts <strong>2009</strong> 2008<br />
in thousand CHF<br />
Less than one year 123,585 121,083<br />
Between one and five years 217,174 241,670<br />
More than five years 105,392 132,240<br />
Total residual commitments 446,151 494,993<br />
Included in the residual lease commitments is an operating lease contract for an aircraft of CHF 30.2 million (2008: CHF 22.6 million),<br />
leased by <strong>Panalpina</strong> Air & Ocean Ltd. The contract with a one-year notice period expired in August <strong>2009</strong> and was renewed for two years<br />
effective 1 January 2010.<br />
Pledged assets<br />
On the balance sheet date <strong>2009</strong> and 2008, the Group does not have any pledged assets.<br />
Pending legal claims<br />
Introduction<br />
In addition to the matters discussed in note 4 – Provision, from time to time the Group is involved in legal proceedings in the ordinary course<br />
of its business. Other than as noted below, the Group is not a party to any legal, administrative or arbitration proceedings which could<br />
significantly harm the Group’s business, financial condition and results of operations taken as a whole, and it does not know of any such<br />
proceedings which may currently be contemplated by governmental or third parties.<br />
Claims against Pantainer Ltd.<br />
During the reporting year, Pantainer Ltd. has amicably settled by process of mediation the lawsuit reported in previous annual reports concerning<br />
a liability claim of approximately USD 30 million in connection with an incident involving significant damage related to a fire on<br />
a container vessel. The claim amount includes USD 19.1 million in regard to the loss of the vessel, loss of cargo and containers, general<br />
average contributions and other costs, fees and expenses. Pantainer has agreed with claimants not to disclose the terms of settlement.<br />
In a second case it is also alleged that a fire occurred on a container vessel due to containers shipped under Pantainer bills of lading containing<br />
chemicals that were not declared as hazardous cargo. As a consequence the vessel has declared general average. The operation<br />
of the vessel was deliberately stopped for safety reasons, the fire was extinguished and the operation of the vessel continued. Claimants<br />
may seek compensation of general average contributions, damage / loss of cargo and potential damages to the vessel. Formal legal proceedings<br />
have been launched in Tokyo against the shipper which in turn has commenced third-party proceedings against Pantainer Ltd.<br />
and other companies of the group. Neither Pantainer nor any other <strong>Panalpina</strong> group companies are named defendants in the Tokyo litigation<br />
which was initiated in 2005. The value in dispute amounts to approximately CHF 8.5 million.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong>
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Business practices investigation<br />
In January 2007, <strong>Panalpina</strong> Inc. was served a “subpoena” by the U.S. Department of Justice (DOJ). The subpoena required <strong>Panalpina</strong>, Inc.<br />
to produce all documents related to the provision of its services for two specific customers. The subpoena resulted from an investigation<br />
and a subsequent plea agreement with one such customer and the DOJ for potential violations of the U.S. Foreign Corrupt Practices Act<br />
(FCPA) by allegedly making improper payments through <strong>Panalpina</strong> as its customs agent to Nigerian officials to secure preferential customs<br />
treatment. In March 2007, a supplemental subpoena was issued to demand information on <strong>Panalpina</strong> services for its customers in Nigeria,<br />
Kazakhstan and Saudi Arabia. In May 2007, the DOJ issued a letter listing specific customer files of <strong>Panalpina</strong> Inc. to be produced to the<br />
DOJ. As a consequence, <strong>Panalpina</strong>’s board of directors retained the services of an external counsel and a forensic accounting expert company<br />
to conduct an independent and comprehensive internal investigation.<br />
During 2007, <strong>Panalpina</strong> reviewed its range of services and practices in problematic countries. During the same year, <strong>Panalpina</strong> established<br />
a worldwide compliance organization and has rolled out an enhanced Code of Business Conduct together with dedicated training programs<br />
on all staff levels, as a result of its cooperation with the renowned Basel Institute on Governance and in order to globally improve<br />
compliance of <strong>Panalpina</strong> companies with the FCPA and other applicable anti corruption laws. Furthermore, as part of its compliance<br />
remediation efforts, <strong>Panalpina</strong> closed its operations in Nigeria in September 2008.<br />
<strong>Panalpina</strong> has fully cooperated with the DOJ and the Securities and Exchange Commission (SEC) in the conduct of its internal investigation<br />
into possible improper conduct in certain of its operations in selected countries. The investigation has been substantially completed,<br />
and in December <strong>2009</strong>, <strong>Panalpina</strong> commenced settlement discussions with the DOJ and the SEC. It is expected that this process will take<br />
sev eral months until finalization.<br />
Based on the information obtained in the investigation to date, potential corrupt conduct may have occurred. As a result, legal proceedings<br />
may be brought against the company, its affiliates and / or certain of its employees in connection with potential violations of law including<br />
the FCPA. The company’s operating activities and financial results may also be negatively affected, particularly due to potential<br />
fines, claims or the loss of business. As of 31 December <strong>2009</strong>, no provisions have been made, as management does not have sufficient<br />
information to reliably estimate the related financial impact. The company will have to bear legal and accounting fees until settlement<br />
as well as the costs of continuing compliance remediation efforts.<br />
Individual shareholder compensation complaint<br />
In July <strong>2009</strong>, <strong>Panalpina</strong> was named as co-defendant in a civil action filed in the US District Court for the Southern District of Texas,<br />
Laredo Division, in which plaintiffs pertaining to the same group of a former minority shareholder are seeking compensation for not yet<br />
substantiated damages, alleging misrepresentations and the omission of material facts related to <strong>Panalpina</strong>’s business in Nigeria<br />
and the termination thereof. <strong>Panalpina</strong> is contesting jurisdiction and assertions made by plaintiffs. In view of this, <strong>Panalpina</strong> is not in<br />
a position to assess its exposure and potential financial consequences, if any. Consequently no provision has been made.<br />
Freight forwarding antitrust investigation<br />
In October 2007, <strong>Panalpina</strong>’s headquarters in Switzerland and the USA were raided by the respective competition authorities. Further,<br />
a request for information was served by the New Zealand Commerce Division and a document retention notice by the Competition Bureau<br />
Canada. In April 2008, the Australian Competition and Consumer Commission served a notice on the Australian subsidiary requesting<br />
information and documents and in June 2008, <strong>Panalpina</strong>’s UK subsidiary was the recipient of a request for information issued by the European<br />
Commission requesting certain information and records relating to alleged anti-trust violations in the freight forwarding industry.<br />
These activities were part of a coordinated investigation of several competition authorities against various major freight forwarding companies<br />
for alleged anti competitive behavior.<br />
Furthermore, a civil class action lawsuit was filed in the USA against <strong>Panalpina</strong> and a number of its major competitors as a direct consequence<br />
of these investigations alleging a conspiracy in the pricing of freight forwarding services. In July <strong>2009</strong>, plaintiffs filed an amended<br />
complaint adding additional defendants and claims. In November <strong>2009</strong>, the Company, along with other defendants, filed motions to dismiss<br />
the amended complaint for failure to state a claim and for lack of subject matter jurisdiction. Oppositions to the motions were filed in<br />
January 2010. At this stage, <strong>Panalpina</strong> is unable to express an opinion as to the probable outcome of this litigation and thus to estimate<br />
the potential loss, if any.<br />
In October <strong>2009</strong>, the Competition Bureau Canada closed its investigation into alleged anti-competitive activity due to a lack of evidence<br />
substantiating an undue lessening of competition.<br />
In January 2010, also the Australian Competition and Consumer Commission discontinued its investigation.<br />
In February 2010, <strong>Panalpina</strong> was served with a Statement of Objections by the European Commission, alleging anticompetitive behavior in<br />
the freight forwarding industry. The Statement of Objections enables the addressees to respond to the Commission’s preliminary findings<br />
and does not prejudge the final decision of the European Commission.<br />
Internal fact finding and <strong>Panalpina</strong>’s cooperation with the competition authorities in jurisdictions which are still investigated is ongoing. It is<br />
not possible to predict the outcome of these proceedings at this stage. They may, however, result in material penalties being imposed<br />
on <strong>Panalpina</strong>. <strong>Panalpina</strong> is not yet in a position to assess its exposure and the potential financial consequences and therefore no related<br />
provisions have been made as of 31 December <strong>2009</strong>.<br />
Subsequent events<br />
Since the balance sheet date, no events have become known for which a disclosure is required.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
137
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
138 32<br />
Principal Group companies and participations<br />
Company<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
Registered<br />
Currency<br />
Nominal<br />
capital<br />
in 1,000<br />
Equity<br />
interest<br />
in %<br />
Investment<br />
Method<br />
of consolidation<br />
Europe<br />
<strong>Panalpina</strong> World Transport (Holding) Ltd. Basel CHF 50,000 K<br />
<strong>Panalpina</strong> Management Ltd. Basel CHF 2,500 100 1 K<br />
<strong>Panalpina</strong> Ltd. Basel CHF 600 100 1 K<br />
Pantainer Ltd. Basel CHF 100 100 1 K<br />
<strong>Panalpina</strong> Insurance Broker Ltd. Basel CHF 100 100 1 K<br />
Hausmann Transport Ltd. Reinach CHF 100 100 1 K<br />
<strong>Panalpina</strong> Air & Ocean Ltd. Basel CHF 2,700 100 1 K<br />
Jacky Maeder international forwarding Ltd. Basel CHF 2,000 100 1 K<br />
<strong>Panalpina</strong> Global Employment Services Ltd. Basel CHF 100 100 1 K<br />
<strong>Panalpina</strong> Welttransport (Deutschland) GmbH Mörfelden EUR 10,226 100 1 K<br />
<strong>Panalpina</strong> Welttransport GmbH Vienna EUR 36 100 1 K<br />
<strong>Panalpina</strong> Welttransport GmbH Höchst EUR 36 100 1 K<br />
<strong>Panalpina</strong> France Transports Internationaux S.A.S. Paris-Roissy EUR 2,000 100 1 K<br />
<strong>Panalpina</strong> Trasporti Mondiali S.p.A. Milan EUR 2,000 100 1 K<br />
<strong>Panalpina</strong> Transportes Mundiales S.A. Madrid EUR 451 100 1 K<br />
<strong>Panalpina</strong> Transportes Mundiais Lda Lisbon EUR 50 100 1 K<br />
<strong>Panalpina</strong> World Transport Ltd. London GBP 500 100 1 K<br />
<strong>Panalpina</strong> World Transport (Ireland) Ltd. Dublin EUR 25 100 1 K<br />
<strong>Panalpina</strong> World Transport N.V. Antwerp EUR 7,500 100 1 K<br />
<strong>Panalpina</strong> Luxembourg S.A. Luxembourg EUR 31 100 1 K<br />
<strong>Panalpina</strong> World Transport B.V. Amsterdam EUR 91 100 1 K<br />
Grampian International Freight B.V. Beverwijk EUR 18 100 1 K<br />
<strong>Panalpina</strong> Czech Sro. Prague CZK 1,000 100 1 K<br />
<strong>Panalpina</strong> Spedicija d.o.o. Koper EUR 100 100 1 K<br />
<strong>Panalpina</strong> Croatia d.o.o. Rijeka HRK 400 100 1 K<br />
<strong>Panalpina</strong> Slovakia S.R.O. Bratislava SKK 700 100 1 K<br />
<strong>Panalpina</strong> Magyarorszag Kft. Budapest HUF 3,000 100 1 K<br />
<strong>Panalpina</strong> Romania S.R.L. Oradea ROL 72 100 1 K<br />
<strong>Panalpina</strong> Polska Sp. z. oo. Wroclaw PLN 1,500 100 1 K<br />
<strong>Panalpina</strong> AB Gothenburg SEK 1,000 100 1 K<br />
<strong>Panalpina</strong> Overseas Shipping A / S Oslo NOK 1,000 100 1 K<br />
<strong>Panalpina</strong> World Transport Nakliyat Ltd. Srk. Istanbul YTL 300 100 1 K<br />
<strong>Panalpina</strong> World Transport ZAO Moscow RUB 2,100 100 1 K<br />
<strong>Panalpina</strong> CIS Helsinki OY Vantaa EUR 8 100 1 K<br />
<strong>Panalpina</strong> Logistics LLC Moscow RUB 240 100 1 K<br />
<strong>Panalpina</strong> World Transport Ltd. Kiev UAH 1,111 100 1 K<br />
Luxair S.A. Luxembourg EUR 13,744 12 3 N
Company<br />
Registered<br />
Currency<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Nominal<br />
capital<br />
in 1,000<br />
Equity<br />
interest<br />
in %<br />
Investment<br />
Method<br />
of consolidation<br />
North, Central and South America<br />
<strong>Panalpina</strong> Inc. Jersey USD 4,000 100 1 K<br />
<strong>Panalpina</strong> FMS, Inc. (Washington) Jersey City USD 1 100 1 K<br />
Hensel, Bruckmann & Lorbacher, Inc. Farmingdale N.Y. USD 50 100 1 K<br />
International Claims Handling Services Inc. Miami USD 1 100 1 K<br />
<strong>Panalpina</strong> Inc. Toronto CAD 100 100 1 K<br />
<strong>Panalpina</strong> Transportes Mundiales, S.A. de C.V. Mexico City MXN 35,834 100 1 K<br />
<strong>Panalpina</strong> S.A. Panama City USD 1,250 100 1 K<br />
Almacenadora Mercantil S.A. Panama City USD 25 100 1 K<br />
<strong>Panalpina</strong> S.A. de C.V. San Salvador SVC 100 100 1 K<br />
<strong>Panalpina</strong> Transportes Mundiales S.A. San José CRC 2,500 100 1 K<br />
Las Fronteras S.A. San José CRC 1,590 100 1 K<br />
<strong>Panalpina</strong> Uruguay Transportes Mundiales S.A. Montevideo<br />
Santa Fé de<br />
UYU 3,526 100 1 K<br />
<strong>Panalpina</strong> S.A.<br />
Bogotá<br />
Santa Fé de<br />
COP 7,450,838 100 1 K<br />
DAPSA Depositos Aduaneros <strong>Panalpina</strong> S.A.<br />
Bogotá COP 2,815,208 100 1 K<br />
<strong>Panalpina</strong> C.A. Caracas VEF 7,299,297 100 1 K<br />
<strong>Panalpina</strong> Ecuador S.A. Quito USD 1 100 1 K<br />
<strong>Panalpina</strong> Aduanas S.A. Lima PEN 732 100 1 K<br />
<strong>Panalpina</strong> Transportes Mundiales S.A. Lima PEN 4,008 100 1 K<br />
<strong>Panalpina</strong> Ltda São Paulo BRL 51,050 100 1 K<br />
<strong>Panalpina</strong> Chile Transportes Mundiales Ltda Santiago CLP 68,960 100 1 K<br />
<strong>Panalpina</strong> Transportes Mundiales S.A. Buenos Aires ARS 795 100 1 K<br />
<strong>Panalpina</strong> Transportes Mundiales S.A. de C.V. Santo Domingo DOP 25 100 1 K<br />
Mondi Reinsurance Ltd. Hamilton CHF 2,000 100 1 K<br />
Asia and Australia<br />
<strong>Panalpina</strong> World Transport (Singapore) Pte. Ltd. Singapore SGD 2,500 100 1 K<br />
PT <strong>Panalpina</strong> Nusajaya Transport Jakarta IDR 1,500,000 100 1 K<br />
<strong>Panalpina</strong> China Ltd. Hong Kong HKD 1,000 100 1 K<br />
<strong>Panalpina</strong> World Transport (PRC) Ltd. Shanghai CNY 13,500 100 1 K<br />
<strong>Panalpina</strong> Logistics (Wuhan) Ltd. Wuhan CNY 5,000 100 1 K<br />
<strong>Panalpina</strong> Asia-Pacific Services Ltd. Hong Kong HKD 500 100 1 K<br />
<strong>Panalpina</strong> World Transport Ltd. Hong Kong HKD 500 100 1 K<br />
International Claims Handling Services Ltd. Hong Kong HKD 10 100 1 K<br />
<strong>Panalpina</strong> Taiwan Ltd. Taipei TWD 15,500 100 1 K<br />
<strong>Panalpina</strong> IAF (Korea) Ltd. Seoul KRW 500,000 100 1 K<br />
<strong>Panalpina</strong> World Transport (Thailand) Ltd. Bangkok THB 14,000 100 1 K<br />
<strong>Panalpina</strong> Asia-Pacific Services (Thailand) Ltd. Bangkok THB 10,000 100 1 K<br />
<strong>Panalpina</strong> Macao Ltd. Macao HKD 1,000 100 1 K<br />
<strong>Panalpina</strong> World Transport (Vietnam) Company Ltd. Ho Chi Minh City VND 4,120,250 49 2 K<br />
<strong>Panalpina</strong> Transport (Malaysia) Sdn. Bhd. Kuala Lumpur MYR 4,215 100 1 K<br />
<strong>Panalpina</strong> World Transport (Japan) Ltd. Tokyo JPY 50,000 100 1 K<br />
<strong>Panalpina</strong> World Transport (India) Pvt. Ltd. Delhi INR 1,668 100 1 K<br />
Panindia Cargo Private Ltd., Delhi Delhi INR 100 100 1 K<br />
<strong>Panalpina</strong> World Transport (Philippines) Inc. Manila PHP 10,000 100 1 K<br />
<strong>Panalpina</strong> World Transport (Pty) Ltd. Sydney AUD 7,500 100 1 K<br />
<strong>Panalpina</strong> Kazakhstan LLP Almaty KZT 145 100 1 K<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
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140<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Company<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
Registered<br />
Currency<br />
Nominal<br />
capital<br />
in 1,000<br />
Equity<br />
interest<br />
in %<br />
Investment<br />
Method<br />
of consolidation<br />
Africa and Middle East<br />
<strong>Panalpina</strong> Gulf LLC Dubai AED 1,000 49 2 K<br />
<strong>Panalpina</strong> Jebel Ali Ltd. Jebel Ali AED 100 100 1 K<br />
<strong>Panalpina</strong> World Transport (Dubai) DWC-LLC Dubai AED 300 100 1 K<br />
<strong>Panalpina</strong> World Transport (Kuwait) WLL Kuwait KWD 20 49 2 K<br />
<strong>Panalpina</strong> (Bahrain) WLL Manama BHD 20 100 1 K<br />
<strong>Panalpina</strong> Central Asia EC Manama USD 300 100 1 K<br />
<strong>Panalpina</strong> Georgia LLC Tbilisi GEL 11 100 1 K<br />
<strong>Panalpina</strong> Azerbaijan LLC Baku AZN 1 100 1 K<br />
<strong>Panalpina</strong> Turkmenistan LLC Turkmenbashi TMT 62 100 1 K<br />
Qatar Shipping Company (<strong>Panalpina</strong> Qatar) WLL Doha QAR 200 49 2 K<br />
<strong>Panalpina</strong> Transports Mondiaux Cameroun S.A.R.L. Douala XAF 150,000 100 1 K<br />
<strong>Panalpina</strong> Transports Mondiaux Algerie EURL Hassi Messaoud DZD 5,000 100 1 K<br />
<strong>Panalpina</strong> Transports Mondiaux Congo SARL Pointe-Noire XAF 70,000 100 1 K<br />
<strong>Panalpina</strong> Transports Mondiaux Gabon S.A. Port-Gentil XAF 50,000 90 1 K<br />
<strong>Panalpina</strong> (Ghana) Ltd.<br />
<strong>Panalpina</strong> Transportes Mundiais Navegaçao e Transitos,<br />
Accra GHS 10 100 1 K<br />
S.A.R.L. Luanda AON 18,000,000 92 1 K<br />
K = fully consolidated<br />
N = not consolidated<br />
1 = capital participation 50 – 100 %<br />
2 = controlling influence over management<br />
3 = capital participation less than 50 %
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
<strong>Report</strong> of the Statutory Auditor on the Consolidated<br />
Financial Statements to the General Meeting<br />
of Shareholders of<br />
<strong>Panalpina</strong> World Transport (Holding) Ltd., Basel<br />
As statutory auditor, we have audited the consolidated financial statements of <strong>Panalpina</strong> World Transport (Holding) Ltd., which comprise<br />
the consolidated income statement, consolidated statement of comprehensive income, consolidated statement of financial position,<br />
consolidated statement of changes in equity, consolidated statement of cash flows and notes on pages 80 to 140 for the year ended<br />
31 December <strong>2009</strong>.<br />
Board of Directors’ Responsibility<br />
The board of directors is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with<br />
International Financial <strong>Report</strong>ing Standards (IFRS) and the requirements of Swiss law. This responsibility includes designing, implementing<br />
and maintaining an internal control system relevant to the preparation and fair presentation of consolidated financial statements that are<br />
free from material misstatement, whether due to fraud or error. The board of directors is further responsible for selecting and applying<br />
appropriate accounting policies and making accounting estimates that are reasonable in the circumstances.<br />
Auditor’s Responsibility<br />
Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our audit in<br />
ac cordance with Swiss law and Swiss Auditing Standards as well as International Standards on Auditing. Those standards require<br />
that we plan and perform the audit to obtain reasonable assurance whether the consolidated financial statements are free from material<br />
misstatement.<br />
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements.<br />
The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of<br />
the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers the internal<br />
control system relevant to the entity’s preparation and fair presentation of the consolidated financial statements in order to design audit<br />
procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s<br />
internal control system. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness<br />
of accounting estimates made, as well as evaluating the overall presentation of the consolidated financial statements. We believe that the<br />
audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.<br />
Opinion<br />
In our opinion, the consolidated financial statements for the year ended 31 December <strong>2009</strong> give a true and fair view of the financial<br />
position, the results of operations and the cash flows in accordance with International Financial <strong>Report</strong>ing Standards (IFRS) and comply<br />
with Swiss law.<br />
<strong>Report</strong> on Other Legal Requirements<br />
We confirm that we meet the legal requirements on licensing according to the Auditor Oversight Act (AOA) and independence (article<br />
728 CO and article 11 AOA) and that there are no circumstances incompatible with our independence.<br />
In accordance with article 728a paragraph 1 item 3 CO and Swiss Auditing Standard 890, we confirm that an internal control system exists,<br />
which has been designed for the preparation of consolidated financial statements according to the instructions of the board of directors.<br />
We recommend that the consolidated financial statements submitted to you be approved.<br />
KPMG AG<br />
Regula Wallimann Fabien Lussu<br />
Licensed Audit Expert Licensed Audit Expert<br />
Auditor in Charge<br />
Zurich, 5 March 2010<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
141
142<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Key Figures in CHF<br />
Five-year review<br />
in million CHF <strong>2009</strong> 2008 2007 2006 2005<br />
Forwarding services 7,340 10,597 10,548 9,301 8,280<br />
Change in % (30.73) 0.47 13.41 12.33 11.11<br />
Net forwarding revenue 5,958 8,878 8,641 7,735 6,949<br />
Change in % (32.89) 2.74 11.71 11.31 13.55<br />
Gross profit 1,377 1,742 1,803 1,591 1,408<br />
Change in % (20.94) (3.43) 13.35 13.00 6.10<br />
in % of net revenue 23.11 19.62 20.87 20.57 20.26<br />
Consolidated profit 10.4 113.8 210.6 183.5 120.3<br />
Change in % (90.82) (45.98) 14.77 52.54 20.30<br />
in % of gross profit 0.76 6.53 11.68 11.53 8.54<br />
EBITDA 79.7 240.7 360.8 312.7 214.2<br />
Change in % (66.88) (33.29) 15.39 45.99 8.13<br />
in % of gross profit 5.79 13.82 20.01 19.65 15.21<br />
EBITA 42.5 204.7 310.7 277.9 177.9<br />
Change in % (79.23) (34.13) 11.80 56.21 10.84<br />
in % of gross profit 3.09 11.75 17.23 17.47 12.63<br />
EBIT 29.9 193.0 299.4 261.0 165.6<br />
Change in % (84.50) (35.54) 14.70 57.61 19.14<br />
in % of gross profit 2.17 11.08 16.60 16.40 11.76<br />
Cash generated from operations 311.8 274.5 278.9 321.3 216.4<br />
Change in % 13.58 (1.58) (13.20) 48.48 9.07<br />
in % of gross profit 22.64 15.76 15.47 20.19 15.37<br />
Net cash from operating activities 259.8 193.2 209.5 240.9 141.9<br />
Change in % 34.45 (7.78) (13.03) 69.77 318.58<br />
in % of gross profit 18.87 11.09 11.62 15.14 10.08<br />
Free cash flow 225.9 170.2 138.1 186.0 121.4<br />
Change in % 32.73 23.20 25.74 53.21 (256.24)<br />
in % of gross profit 16.41 9.77 7.66 11.69 8.62<br />
Net working capital 132.2 351.6 487.8 414.4 418.7<br />
Change in % (62.42) (27.92) 17.72 (1.03) 17.55<br />
Capital expenditure on fixed assets 41.8 58.4 50.8 57.0 59.9<br />
Change in % (28.34) 14.90 (10.84) (4.84) (22.31)<br />
in % of gross profit 3.04 3.35 2.82 3.58 4.25<br />
Net capital expenditure on fixed assets 29.4 25.6 45.4 54.0 33.2<br />
Change in % 14.81 (43.56) (15.90) 62.65 (46.10)<br />
in % of gross profit 2.14 1.47 2.52 3.39 2.36<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong>
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
in million CHF <strong>2009</strong> 2008 2007 2006 2005<br />
Depreciation and amortization 49.8 47.8 61.5 51.7 48.5<br />
Change in % 4.33 (22.33) 18.91 6.60 (17.94)<br />
in % of gross profit 3.62 2.74 3.41 3.25 3.44<br />
Personnel expenses 879.1 992.5 1,002.5 886.9 843.7<br />
Personnel<br />
Number of employees at year-end (world) 13,570 14,804 15,301 14,304 13,583<br />
Number of employees at year-end (Switzerland) 737 778 769 755 659<br />
Productivity ratios (CHF)<br />
Net sales per average employee 429,864 582,867 587,344 579,766 533,241<br />
Gross profit per average employee 99,343 114,356 122,581 119,235 108,050<br />
Personnel expenses per average employee 63,430 65,163 68,138 66,474 68,747<br />
Personnel cost in % of gross profit 63.85 56.99 55.59 55.74 59.92<br />
Leverage (liabilities / equity) 1.24 1.27 1.23 1.17 1.13<br />
Net interest-bearing liabilities (535) (381) (325) (372) (221)<br />
Gross gearing (interest-bearing liabilities / equity) 0.02 0.02 0.03 0.03 0.02<br />
Net gearing (net interest-bearing liabilities / equity) (0.63) (0.44) (0.32) (0.38) (0.26)<br />
ROCE (EBIT less tax / capital employed) in % 6.14 23.03 34.84 31.96 20.95<br />
Current cash debt coverage ratio<br />
(net operating cash flow / average current liability) 0.27 0.19 0.20 0.26 0.18<br />
Cash debt coverage ratio<br />
(net operating cash flow / average total liability) 0.24 0.16 0.18 0.23 0.16<br />
Return on equity in % 1.2 12.1 21.2 20.2 14.6<br />
Change in % (89.97) (42.92) 4.83 38.07 5.81<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
143
144<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Balance Sheet in CHF<br />
Five-year review<br />
in million CHF <strong>2009</strong> 2008 2007 2006 2005<br />
ASSETS 1,925 1,971 2,278 2,108 1,830<br />
Change in % (2.35) (13.48) 8.08 15.17 16.26<br />
Current assets 1,599 1,679 1,922 1,773 1,496<br />
Change in % (4.78) (12.64) 8.40 18.48 18.45<br />
Liquid funds 548 401 358 376 241<br />
Change in % 36.69 12.00 (4.73) 56.00 (2.22)<br />
Receivables and other current assets 1,050 1,278 1,564 1,397 1,255<br />
Change in % (17.80) (18.28) 11.94 11.28 23.45<br />
Non-current assets 326 292 356 336 334<br />
Change in % 11.66 (18.00) 6.06 0.48 7.40<br />
Property, plant and equipment 141 148 168 162 152<br />
Change in % (4.35) (11.89) 3.47 6.58 (4.40)<br />
Financial assets 113 70 103 72 73<br />
Change in % 60.07 (31.29) 42.59 (1.51) 19.67<br />
Intangible assets 72 74 86 102 109<br />
Change in % (2.52) (14.06) (15.63) (6.70) 19.78<br />
LIABILITIES AND EQUITY 1,925 1,971 2,278 2,108 1,830<br />
Change in % (2.35) (13.48) 8.07 15.16 16.28<br />
Liabilities 1,061 1,100 1,252 1,131 972<br />
Change in % (3.50) (12.18) 10.73 16.29 23.55<br />
Payables, accruals and deferred income 878 912 1,056 1,002 837<br />
Change in % (3.69) (13.65) 5.33 19.79 26.79<br />
Borrowings 13 20 33 27 52<br />
Change in % (36.49) (39.38) 22.60 (46.99) (9.65)<br />
Provisions 170 167 163 101 84<br />
Change in % 1.54 2.91 61.10 20.24 20.00<br />
Non-controlling interests 7 8 7 8 7<br />
Equity 857 864 1,019 970 851<br />
Change in % (0.83) (15.25) 5.07 13.98 8.55<br />
Share capital 50 50 50 50 50<br />
Change in % 0.00 0.00 0.00 0.00 0.00<br />
Treasury shares (193) (198) (101) (15) (20)<br />
Change in % (2.62) 95.03 575.98 (25.00) 100.00<br />
Translation differences (136) (146) (74) (65) (57)<br />
Change in % (6.51) 96.03 13.50 14.04 (34.48)<br />
Retained earnings 1,136 1,157 1,145 1,000 878<br />
Change in % (1.89) 1.09 14.50 13.90 6.94<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong>
Key Figures in EUR<br />
Five-year review<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
in million EUR <strong>2009</strong> 2008 2007 2006 2005<br />
Forwarding services 4,861 6,677 6,421 5,895 5,339<br />
Change in % (27.20) 3.99 8.92 10.41 10.61<br />
Net forwarding revenue 3,945 5,594 5,260 4,903 4,480<br />
Change in % (29.47) 6.34 7.28 9.44 13.02<br />
Gross profit 912 1,097 1,098 1,008 908<br />
Change in % (16.88) (0.04) 8.91 11.01 5.58<br />
in % of net revenue 23.11 19.62 20.87 20.56 20.27<br />
Consolidated profit 6.9 71.7 128.2 116.3 77.6<br />
Change in % (90.35) (44.08) 10.23 49.87 19.75<br />
in % of gross profit 0.76 6.53 11.68 11.54 8.55<br />
EBITDA 52.8 151.7 219.7 198.2 138.1<br />
Change in % (65.19) (30.96) 10.83 43.52 7.64<br />
in % of gross profit 5.79 13.82 20.01 19.66 15.21<br />
EBITA 28.1 129.0 189.1 176.1 114.7<br />
Change in % (78.17) (31.80) 7.40 53.53 10.29<br />
in % of gross profit 3.09 11.75 17.23 17.47 12.63<br />
EBIT 19.8 121.6 182.2 165.4 106.8<br />
Change in % (83.71) (33.26) 10.18 54.87 18.67<br />
in % of gross profit 2.17 11.08 16.60 16.41 11.76<br />
Cash generated from operations 206.5 176.2 232.1 203.6 139.5<br />
Change in % 17.20 (24.09) 13.98 45.95 8.56<br />
in % of gross profit 22.64 16.05 21.14 20.20 15.36<br />
Net cash from operating activities 172.0 132.0 127.5 152.7 91.5<br />
Change in % 30.28 3.54 (16.48) 66.89 315.91<br />
in % of gross profit 18.87 12.03 11.62 15.15 10.08<br />
Free cash flow 149.6 111.9 84.1 117.9 78.3<br />
Change in % 33.65 33.11 (28.68) 50.57 255.67<br />
in % of gross profit 16.41 10.20 7.66 11.70 8.62<br />
Net working capital 89.0 236.1 293.1 256.9 269.0<br />
Change in % (62.28) (19.46) 14.09 (4.49) 16.50<br />
Capital expenditure on fixed assets 28.2 39.2 30.5 35.4 38.5<br />
Change in % (28.09) 28.38 (13.75) (7.88) (23.00)<br />
in % of gross profit 3.09 3.57 2.78 3.51 4.24<br />
Net capital expenditure on fixed assets 19.8 17.2 27.3 33.6 21.3<br />
Change in % 15.22 (36.94) (18.79) 57.75 (46.62)<br />
in % of gross profit 2.17 1.57 2.49 3.33 2.35<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
145
146<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
in million EUR <strong>2009</strong> 2008 2007 2006 2005<br />
Depreciations and amortization 31.4 30.1 37.4 32.7 31.3<br />
Change in % 4.33 (19.55) 14.44 4.73 (18.28)<br />
in % of gross profit 3.62 2.74 3.41 3.25 3.44<br />
Personnel expenses 553.9 625.4 610.2 562.1 544.0<br />
Personnel<br />
Number of employees at year-end (world) 13,570 14,804 15,301 14,304 13,583<br />
Number of employees at year-end (Switzerland) 737 778 769 755 659<br />
Productivity ratios<br />
Net sales per average employee 284,667 367,260 357,539 367,461 343,816<br />
Gross profit per average employee 65,787 72,048 74,620 75,572 69,667<br />
Personnel expenses per average employee 39,967 41,059 41,478 42,130 41,747<br />
Personnel cost in % of gross profit 60.75 56.99 55.59 55.75 59.92<br />
Leverage (liabilities / equity) 1.24 1.27 1.23 1.17 1.13<br />
Net interest-bearing liabilities (359) (256) (195) (231) (142)<br />
Gross gearing (interest-bearing liabilities / equity) 0.02 0.02 0.03 0.03 0.02<br />
Net gearing (net interest-bearing liabilities / equity) (0.63) (0.44) (0.32) (0.38) (0.26)<br />
ROCE (EBIT less tax / capital employed) in % 6.14 23.03 34.84 31.96 20.95<br />
Current cash debt coverage ratio<br />
(net operating cash flow / average current liability) 0.27 0.19 0.20 0.26 0.18<br />
Cash debt coverage ratio<br />
(net operating cash flow / average total liability) 0.24 0.16 0.18 0.23 0.16<br />
Return on equity in % 1.2 12.1 21.2 20.2 14.6<br />
Change in % (89.97) (42.93) 4.83 38.07 5.81<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong>
Balance Sheet in EUR<br />
Five-year review<br />
Consolidated and <strong>Annual</strong> Financial Statements <strong>2009</strong><br />
in million EUR <strong>2009</strong> 2008 2007 2006 2005<br />
ASSETS 1,294 1,323 1,311 1,169 1,021<br />
Change in % (2.18) 0.92 12.17 14.56 7.09<br />
Current assets 1,075 1,127 1,155 1,103 954<br />
Change in % (4.65) (2.39) 4.69 15.54 16.54<br />
Liquid funds 369 269 215 233 148<br />
Change in % 37.33 25.14 (7.63) 57.26 (7.43)<br />
Receivables and other current assets 705 858 940 870 806<br />
Change in % (17.81) (8.70) 7.99 7.89 22.35<br />
Non-current assets 220 196 214 209 215<br />
Change in % 12.02 (8.38) 2.33 (2.80) 6.53<br />
Property, plant and equipment 95 99 101 100 98<br />
Change in % (3.86) (1.55) 0.71 2.61 (4.98)<br />
Financial assets 76 47 62 45 47<br />
Change in % 61.62 (23.23) 36.89 (5.01) 18.67<br />
Intangible assets 48 49 52 64 70<br />
Change in % (1.17) (3.98) (19.45) (8.90) 18.48<br />
LIABILITIES AND EQUITY 1,297 1,323 1,369 1,311 1,169<br />
Change in % (1.99) (3.33) 4.39 12.17 14.48<br />
Liabilities 715 738 752 703 618<br />
Change in % (3.14) (1.88) 7.01 13.79 23.18<br />
Payables, accruals and deferred income 592 612 634 623 551<br />
Change in % (3.33) (3.52) 1.83 13.07 31.61<br />
Borrowings 9 14 20 17 13<br />
Change in % (37.99) (32.27) 18.30 30.19 (45.24)<br />
Provisions 115 112 98 63 54<br />
Change in % 2.28 14.99 55.18 17.19 (8.81)<br />
Non-controlling interests 5 5 4 5 4<br />
Equity 577 580 612 603 547<br />
Change in % (0.50) (5.31) 1.55 10.35 5.60<br />
Share capital 34 34 30 32 32<br />
Change in % (0.92) 11.73 (6.12) 0.00 0.00<br />
Treasury shares (130) (133) (61) (1) (13)<br />
Change in % (2.45) 117.91 5,992.36 26.17 100.00<br />
Translation differences (92) (98) (45) (41) (37)<br />
Change in % (6.18) 119.03 9.12 11.45 (33.46)<br />
Retained earnings 765 777 688 622 564<br />
Change in % (1.53) 12.94 10.61 10.27 4.35<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
147
Financial Statements <strong>2009</strong><br />
<strong>Panalpina</strong> World Transport (Holding) Ltd.<br />
<strong>Annual</strong> Financial Statements <strong>2009</strong><br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
149
150<br />
<strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Income Statement<br />
for the years ended 31 December <strong>2009</strong> and 2008<br />
in thousand CHF <strong>2009</strong> 2008<br />
Income<br />
Income from participations 127,312 264,648<br />
Financial income 37,295 39,488<br />
Royalties income 21,859 0<br />
Release of valuation allowance on loans to Group companies 61,579 0<br />
Rental income 0 350<br />
Total income 248,045 304,486<br />
Expenses<br />
Personnel expenses 10,252 11,591<br />
Other administrative expenses 45,525 34,843<br />
Financial expenses 35,792 152,743<br />
Depreciation and value adjustments 33,077 27,534<br />
Total expenses 124,646 226,711<br />
Taxes 0 1,165<br />
Profit for the year 123,399 76,610<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong>
Balance Sheet<br />
as of 31 December (before profit appropriation)<br />
Assets<br />
<strong>Annual</strong> Financial Statements <strong>2009</strong><br />
in thousand CHF <strong>2009</strong> 2008<br />
Current assets<br />
Cash 332,067 198,113<br />
Cash Pool receivables from Group companies 23,264 0<br />
Receivables:<br />
– from Group companies 9,069 2,803<br />
– from third parties 811 772<br />
Financial receivables from Group companies 87,724 159,216<br />
Marketable securities 10,808 0<br />
Prepaid expenses and deferred charges 43,147 52,297<br />
Total current assets 506,890 413,201<br />
Long-term assets<br />
Participations 76,953 97,827<br />
Loans to Group companies 263,132 287,859<br />
Own shares 79,418 80,524<br />
Total long-term assets 419,503 466,210<br />
Total assets 926,393 879,411<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
151
152<br />
<strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Liabilities and Equity<br />
in thousand CHF <strong>2009</strong> 2008<br />
Short-term liabilities<br />
Cash Pool payables to Group companies 47,743 84,863<br />
Payables:<br />
– due to Group companies 481 3,384<br />
– due to third parties 1,873 2,907<br />
Financial liabilities to Group companies 119,657 110,466<br />
Accrued expenses 8,838 21,707<br />
Total short-term liabilities 178,592 223,327<br />
Long-term liabilities<br />
Provisions 19,855 6,642<br />
Total long-term liabilities 19,855 6,642<br />
Total liabilities 198,447 229,969<br />
Equity<br />
Share capital 50,000 50,000<br />
General legal reserve 10,000 10,000<br />
Reserve for own shares 192,567 197,753<br />
Special reserve 135,283 130,097<br />
Accumulated earnings:<br />
– balance brought forward from previous year 216,697 184,982<br />
– profit for the year 123,399 76,610<br />
Total equity 727,946 649,442<br />
Total liabilities and equity 926,393 879,411<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong>
Notes to the Financial Statements<br />
General<br />
<strong>Annual</strong> Financial Statements <strong>2009</strong><br />
The Group’s consolidated financial statements must be considered for an appropriate financial and economic assessment of the Group.<br />
The presented statutory financial statements of <strong>Panalpina</strong> World Transport (Holding) Ltd., were prepared in accordance with the requirements<br />
of the Swiss Code of Obligations (SCO).<br />
Valuation methods and translation of foreign currencies<br />
Treasury shares are valued at the lower of cost and market value. All other assets including participations are reported at cost less appropriate<br />
write-downs. Assets and liabilities denominated in foreign currencies are translated into Swiss francs (CHF), using year-end rates<br />
of exchange, except participations which are translated at historical rates. Marketable securities are reported at market value. Transactions<br />
during the year which are denominated in foreign currencies are translated at exchange rates effective at the relevant transaction dates.<br />
Resulting exchange gains and losses are recognized in the income statement with the exception of unrealized gains which are deferred.<br />
Income from participations<br />
The decrease of CHF 137.3 million is mainly attributable to the fact that the profit of most subsidiaries declined due to the financial crisis<br />
and thus less dividends were distributed to <strong>Panalpina</strong> World Transport (Holding) Ltd.<br />
Financial income<br />
The decrease of CHF 2.1 million compared to the prior year is predominantly attributable to CHF 3.7 million less interest income from third<br />
parties and CHF 3.4 million less interest income from subsidiaries, as well as CHF 5.0 million increased income from guarantee fees.<br />
Royalties income<br />
In <strong>2009</strong>, <strong>Panalpina</strong> World Transport (Holding) Ltd. received for the first time a fee from its subsidiaries for usage of the <strong>Panalpina</strong> network<br />
and trademark.<br />
Release of valuation allowance on loans to group companies<br />
As a result of a transfer of loans to a subsidiary, the Company was able to release valuation allowance amounting to CHF 61.6 million on<br />
these loans.<br />
Rental income<br />
All real estate was sold in 2008, thus no rental income was generated in <strong>2009</strong>.<br />
Personnel expenses<br />
The decrease of CHF 1.3 million is mainly due to lower compensation of the members of the Executive Board and members of key management.<br />
In accordance with the Transparency Act, the compensation of the key management personnel is disclosed in note 29 in the<br />
Group’s financial statements.<br />
Other administrative expenses<br />
The increase of CHF 10.7 million compared to prior year is for the most part attributable to additional legal and consulting expenses.<br />
Financial expenses<br />
The net decline in financial expenses of CHF 116.9 million is mainly due to the fact that in <strong>2009</strong> no further value adjustment of treasury<br />
shares had to be recognized (2008: CHF 117.2 million).<br />
Depreciation and value adjustments<br />
In <strong>2009</strong>, value adjustments to participations on subsidiaries amounting to CHF 33.0 million were debited to the income statement.<br />
Net reversal of hidden reserves<br />
In <strong>2009</strong>, hidden reserves of net CHF 29 million (2008: nil) were reversed.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
153
154<br />
<strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Financial receivables and loans Group companies<br />
Financial receivables and loans Group companies decreased by CHF 96.2 million compared to the previous year. This overall decrease<br />
is partly a result of repayment and partly a result of movement from short-term loans to long-term loans. This is also the reason for the<br />
increase of CHF 134.0 million in the cash position as well as the increase of CHF 23.3 million in Cash Pool receivables.<br />
Marketable securities<br />
In the year under review, investments of CHF 10.8 million were made in fixed-term deposits.<br />
Participations<br />
The principal direct and indirect subsidiaries of <strong>Panalpina</strong> World Transport (Holding) Ltd. are listed under the heading “Principal Group<br />
companies and participations” on pages 138 to 140. The decrease of CHF 20.9 million is primarily due to the recording of a valuation<br />
allowance on participations Group and third party.<br />
Own shares<br />
In the year under review, treasury shares purchased totalled 58,980 shares (2008: 878,630 shares) with an average purchase price per<br />
share of CHF 88.89 (2008: CHF 119.32) and treasury share sales totalled 91,272 shares (2008: 54,156 shares) with an average sale price<br />
of CHF 40.26 (2008: CHF 84.76). Of these shares a total of 82,523 (2008: 114,815) are held for serving the employee option plan. The<br />
other 1,250,000 shares (2008: 1,250,000) are held for the share buyback program. This program was launched in 2007 by the Board of<br />
Directors to return excess capital to the shareholders. The share buyback program includes up to 5 % of the total share capital, which<br />
represents a maximum of 1,250,000 registered shares. The number of treasury shares held by <strong>Panalpina</strong> World Transport (Holding) Ltd.<br />
meets the definitions and requirements of art. 659, 659a, 663b para 10 and 671a SCO.<br />
Number of shares 31.12.<strong>2009</strong><br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
Movement<br />
in year 31.12.2008<br />
Movement<br />
in year 31.12.2007<br />
Total <strong>Panalpina</strong> World Transport (Holding) Ltd.<br />
shares issued<br />
Total Treasury shares held by<br />
25,000,000 0 25,000,000 0 25,000,000<br />
<strong>Panalpina</strong> World Transport (Holding) Ltd. 1,332,523 (32,292) 1,364,815 824,474 540,341<br />
in % 5.33 5.46 2.16<br />
Provisions<br />
These include provisions relating to foreign exchange risks.<br />
Share capital<br />
As in the previous year, the fully paid-in share capital on 31 December <strong>2009</strong> amounts to CHF 50 million consisting of 25 million registered<br />
shares at a par value of CHF 2.00 each. With regard to the authorized capital increase and share buyback program we refer to note 23 in<br />
the Group’s financial statements.<br />
in % <strong>2009</strong> 2008<br />
Shareholders<br />
Ernst Göhner Stiftung, Switzerland 44.58 43.5<br />
Deccan Value Advisors L.P., USA < 3 7.36<br />
Capital Group Companies, Inc., USA < 3 5.05<br />
Artisan Partners Limited Partnership, USA 5.01 3.03<br />
FIL Ltd. (Fidelity International), Bermuda < 5 0<br />
The Income Fund of America Inc., USA<br />
Portfolio investment (according to the share register,<br />
< 3 0<br />
there are no more shareholders with holdings of more than 3 % or 5 %) 50.41 41.06<br />
Nominees<br />
Chase Nominees Ltd., UK 6.79 0<br />
Nortrust Nominees Ltd., UK 2.29 0
General legal reserves<br />
<strong>Annual</strong> Financial Statements <strong>2009</strong><br />
The legal reserve must be at least 20 % of the share capital of <strong>Panalpina</strong> World Transport (Holding) Ltd. in order to comply with the SCO.<br />
<strong>Panalpina</strong> World Transport (Holding) Ltd. has met the legal requirements for legal reserves under Article 671 SCO.<br />
Guarantees<br />
in thousand CHF <strong>2009</strong> 2008<br />
Guarantees in favor of third parties<br />
Guarantees and indemnity liabilities, Swiss Code of Obligations, article 663b para 1 136,002 110,430<br />
Additionally, <strong>Panalpina</strong> World Transport (Holding) Ltd., Basel, has issued letters of awareness in favor of various banks concerning liabilities<br />
due from subsidiaries amounting to CHF 0.2 million (previous year: CHF 11.9 million).<br />
Contingent liabilities<br />
In 2008, <strong>Panalpina</strong> World Transport (Holding) Ltd. has signed a letter of indemnity as a security for the intraday Cash Pool overdraft limits<br />
over a maximum amount of CHF 60 million.<br />
<strong>Panalpina</strong> World Transport (Holding) Ltd. carries joint liability to the federal tax authorities for value-added tax of all Swiss subsidiaries.<br />
Pending legal claims<br />
As described under note 31 to the consolidated financial statements, <strong>Panalpina</strong> Inc., a wholly owned subsidiary of <strong>Panalpina</strong> World Transport<br />
(Holding) Ltd., was served a “subpoena” by the U.S. Department of Justice (DOJ) in January 2007. The subpoena resulted from an investigation<br />
and a subsequent plea agreement with one customer and the DOJ for potential violations of the U.S. Foreign Corrupt Practices Act<br />
(FCPA) by allegedly making improper payments through <strong>Panalpina</strong> as its customs agent to Nigerian officials to secure preferential customs<br />
treatment. The investigation has been substantially completed, and in December <strong>2009</strong>, <strong>Panalpina</strong> commenced settlement discussions<br />
with the DOJ and the SEC. It is expected that this process will take several months until finalization.<br />
In October 2007, <strong>Panalpina</strong>’s headquarter in Switzerland was raided by the Swiss competition authorities. This activity was part of a coordinated<br />
investigation of several competition authorities against various major freight forwarding companies for alleged anti competitive<br />
behavior. In February 2010, <strong>Panalpina</strong> was served with a Statement of Objections by the European Commission, alleging anti competitive<br />
behaviour in the freight forwarding industry. The Statement of Objections enables the addressees to respond to the Commission’s<br />
preliminary findings and does not prejudge the final decision of the European Commission.<br />
For further details, descriptions and assessment, please refer to note 31 to the consolidated financial statements.<br />
Risk management<br />
The detailed disclosures regarding risk management / assessment that are required by Swiss law are included in the <strong>Panalpina</strong> Group’s<br />
consolidated financial statement on page 119.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
155
156<br />
<strong>Annual</strong> Financial Statements <strong>2009</strong><br />
Appropriation of Available Earnings<br />
The Board of Directors proposes the following appropriation of available earnings of total CHF 340,096,360 at the <strong>Annual</strong> General Meeting:<br />
in CHF <strong>2009</strong><br />
Distribution of an ordinary dividend of CHF 0.00 gross per share* 0<br />
To be carried forward 340,096,360<br />
Total 340,096,360<br />
* It is not planned to pay dividends on own shares held by the Group.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong>
<strong>Panalpina</strong> World Transport (Holding) Ltd., Basel<br />
<strong>Annual</strong> Financial Statements <strong>2009</strong><br />
<strong>Report</strong> of the Statutory Auditor on the Financial<br />
Statements to the General Meeting of Shareholders of<br />
As statutory auditor, we have audited the financial statements of <strong>Panalpina</strong> World Transport (Holding) Ltd. which comprise the balance<br />
sheet, income statement and notes on pages 150 to 156 for the year ended 31 December <strong>2009</strong>.<br />
Board of Directors’ Responsibility<br />
The board of directors is responsible for the preparation of the financial statements in accordance with the requirements of Swiss law and<br />
the company’s articles of incorporation. This responsibility includes designing, implementing and maintaining an internal control system<br />
relevant to the preparation of financial statements that are free from material misstatement, whether due to fraud or error. The board of<br />
directors is further responsible for selecting and applying appropriate accounting policies and making accounting estimates that are<br />
reasonable in the circumstances.<br />
Auditor’s Responsibility<br />
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with<br />
Swiss law and Swiss Auditing Standards. Those standards require that we plan and perform the audit to obtain reasonable assurance<br />
whether the financial statements are free from material misstatement.<br />
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures<br />
selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial<br />
statements, whether due to fraud or error. In making those risk assessments, the auditor considers the internal control system relevant to<br />
the entity’s preparation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but<br />
not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control system. An audit also includes evaluating<br />
the appropriateness of the accounting policies used and the reasonableness of accounting estimates made, as well as evaluating the<br />
overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide<br />
a basis for our audit opinion.<br />
Opinion<br />
In our opinion, the financial statements for the year ended 31 December <strong>2009</strong> comply with Swiss law and the company’s articles of<br />
incorporation.<br />
<strong>Report</strong> on Other Legal Requirements<br />
We confirm that we meet the legal requirements on licensing according to the Auditor Oversight Act (AOA) and independence<br />
(article 728 CO and article 11 AOA) and that there are no circumstances incompatible with our independence.<br />
In accordance with article 728a paragraph 1 item 3 CO and Swiss Auditing Standard 890, we confirm that an internal control system<br />
exists, which has been designed for the preparation of financial statements according to the instructions of the board of directors.<br />
We further confirm that the proposed appropriation of available earnings complies with Swiss law and the company’s articles of incorporation.<br />
We recommend that the financial statements submitted to you be approved.<br />
KPMG AG<br />
Regula Wallimann Fabien Lussu<br />
Licensed Audit Expert Licensed Audit Expert<br />
Auditor in Charge<br />
Zurich, 5 March 2010<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
157
158<br />
Appendix<br />
Information for Investors<br />
Share information<br />
Share symbol PWtN<br />
Reuters PWtN.S<br />
bloomberg PWtN SW<br />
trading exchange SiX<br />
Key figures<br />
Five-year development<br />
in million CHF<br />
Net forwarding revenue<br />
9,000<br />
7,500<br />
6,000<br />
4,500<br />
3,000<br />
1,500<br />
0<br />
1,000<br />
875<br />
750<br />
625<br />
500<br />
375<br />
250<br />
125<br />
0<br />
6,949<br />
7,735<br />
2005 2006 2007 2008 <strong>2009</strong><br />
Shareholders’ equity<br />
Gross profit<br />
1,900<br />
1,750<br />
1,600<br />
1,450<br />
1,300<br />
1,150<br />
1,000<br />
858<br />
978<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> 2008<br />
8,641<br />
1,026<br />
8,878<br />
871<br />
5,958<br />
864<br />
2005 2006 2007 2008 <strong>2009</strong><br />
1,408<br />
1,591<br />
1,803<br />
1,377<br />
2005 2006 2007 2008 <strong>2009</strong><br />
8<br />
Fiscal year ends 31 december<br />
Valoren 000216808<br />
iSiN CH0002168083<br />
Share register SiS Aktienregister AG, Olten, Switzerland<br />
in million CHF <strong>2009</strong> 2008 * Change in %<br />
Net forwarding revenue 5,958 8,878 – 32.9<br />
Gross profit 1,377 1,742 – 21.0<br />
EbitdA 80 241 – 66.8<br />
Ebit (operating result) 30 193 – 84.5<br />
Consolidated profit 10 114 – 91.2<br />
Cash generated from operations 312 274 +13.9<br />
Net capital expenditure 29.4 25.6 +14.8<br />
balance sheet 1,925 1,971 – 2.3<br />
Equity 864 871 – 0.8<br />
Employees (average) 13,860 15,231 – 9.0<br />
Gross profit per employee (in CHF) 99,343 114,346 –13.1<br />
* Certain comparatives have been restated to conform to the current period’s presentation.<br />
1,742<br />
Consolidated profit<br />
210<br />
175<br />
140<br />
105<br />
70<br />
35<br />
0<br />
EBIT<br />
320<br />
280<br />
240<br />
200<br />
160<br />
120<br />
80<br />
40<br />
0<br />
120<br />
2005 2006 2007 2008 <strong>2009</strong><br />
166<br />
184<br />
261<br />
211<br />
299<br />
114<br />
193<br />
10<br />
30<br />
2005 2006 2007 2008 <strong>2009</strong>
Ordinary gross dividend payments<br />
Financial year<br />
<strong>Panalpina</strong> World Transport<br />
SPI Swiss Performance Index<br />
50<br />
1 Jan 09 1 Mar 1 May 1 Jul 1 Sep 1 Nov 1 Jan 10<br />
170<br />
150<br />
130<br />
110<br />
90<br />
70<br />
Amount<br />
(in million CHF) *<br />
Per share<br />
(in CHF)<br />
<strong>2009</strong> 0 *** 0.00<br />
2008 45 1.90<br />
2007 80 3.20<br />
2006 75 3.00<br />
2005 50 ** 2.00<br />
2004 60 * 2.40<br />
2003 30 1.20<br />
* based on 25,000,000 shares<br />
** included a special one-time jubilee dividend of CHF 20 million declared at the ordinary Shareholders’ Meeting of 20 May 2005<br />
*** Subject to vote by the <strong>Annual</strong> General Meeting of 4 May 2010<br />
Earnings per share<br />
Weighted average of<br />
oustanding shares <strong>2009</strong> 2008 Change in %<br />
basic EPS 23,657,343 CHF 0.36 CHF 4.70 – 92.3<br />
diluted EPS 23,678,743 CHF 0.36 CHF 4.70 – 92.3<br />
Share price development<br />
<strong>2009</strong> 2008<br />
Last day of trading previous year (in CHF) 59.00 196.30<br />
High 90.95 199.00<br />
Low 37.20 50.50<br />
Last day of trading current year 65.80 59.00<br />
Average trading volume 73,178 131,837<br />
total shareholder return (in %) 11.5% – 69.0%<br />
Market capitalization as per 31 december (in CHF million) 1,645 1,475<br />
Share price development in comparison to SPI<br />
1 January <strong>2009</strong> to 31 december <strong>2009</strong><br />
Financial calendar<br />
Appendix<br />
1 January to 31 december Financial year<br />
11 March 2010 <strong>2009</strong> full-year result<br />
29 April 2010 Q1 result<br />
4 May 2010 <strong>Annual</strong> General Meeting<br />
4 August 2010 Half-year result<br />
4 November 2010 Nine-months result<br />
9 March 2011 2010 full-year result<br />
3 May 2011 <strong>Annual</strong> General Meeting<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> 2008<br />
159
160<br />
Appendix<br />
<strong>Panalpina</strong> – Main Offices Worldwide<br />
Algeria<br />
Algiers, Hassi Messaoud<br />
Angola<br />
Cabinda, Lobito, Luanda, Soyo<br />
Argentina<br />
buenos Aires, Ezeiza<br />
Australia<br />
brisbane, Melbourne, Perth, Sydney<br />
Austria<br />
Graz, Hoechst, innsbruck, Linz,<br />
Salzburg, Vienna<br />
Azerbaijan<br />
baku<br />
bahrain<br />
Manama<br />
belgium<br />
Antwerp, brussels, Liège<br />
brazil<br />
belo Horizonte, Campinas, Curitiba,<br />
Joinville, Manaus, Porto Alegre,<br />
Rio de Janeiro, São Paulo<br />
Cameroon<br />
douala<br />
Canada<br />
Calgary, Edmonton, Kitchener,<br />
London, Montreal, Ottawa, Quebec<br />
City, toronto, Vancouver, Windsor,<br />
W i n n i p e g<br />
Chile<br />
iquique, Santiago<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> 2008<br />
China<br />
beijing, Changsha, Changzhou,<br />
Chengdu, Chongqing, dalian,<br />
Fuzhou, Guangzhou, Hangzhou,<br />
Hong Kong, Macau, Nanjing, Ningbo,<br />
Qingdao, Shanghai, Shenyang, Shen-<br />
zhen, Suzhou, tianjin, Urumqi,<br />
Weihai, Wuhan, Wuxi, Xiamen, Xi’an,<br />
Zhongshan<br />
Colombia<br />
barranquilla, bogotá, buenaventura,<br />
Cali, Cartagena, Medellín, Pereira<br />
Congo<br />
Pointe-Noire<br />
Costa Rica<br />
San José<br />
Croatia<br />
Rijeka<br />
Czech Republic<br />
brno, Ceske budejovice, Ostrava,<br />
Prague<br />
denmark<br />
Copenhagen<br />
dominican Republic<br />
Santo domingo<br />
Ecuador<br />
Guayaquil, Quito<br />
Egypt<br />
Cairo<br />
El Salvador<br />
San Salvador<br />
Finland<br />
Helsinki<br />
France<br />
Annecy, blois, bordeaux, Fos,<br />
Giberville, Le Havre, Lille, Lyon,<br />
Marseille, Montpellier, Mulhouse,<br />
Nantes, Nice, Paris, Strasbourg,<br />
toulouse<br />
Gabon<br />
Libreville, Port-Gentil<br />
Germany<br />
bad Waldsee, berlin, bremen,<br />
Cologne, dortmund, dresden,<br />
dussel dorf, Frankfurt, Hamburg,<br />
Hanover, Kassel, Kehl, Leipzig,<br />
Mannheim, Munich, Muens ter /<br />
Osnabrueck, Nuremberg, Stuttgart<br />
Ghana<br />
Accra, takoradi, tema<br />
Hungary<br />
budapest<br />
india<br />
bangalore, Chennai, Cochin,<br />
Coimbatore, Hyderabad, Kolkata,<br />
Mumbai, New delhi, Pune, tirupur,<br />
Vishakhapatnam<br />
indonesia<br />
Jakarta, Semarang, Surabaya<br />
ireland<br />
dublin, Shannon<br />
italy<br />
bergamo, biella, bologna, Florence,<br />
Genoa, Milan, Rome, turin, Vicenza<br />
Japan<br />
Nagoya, Osaka, tokyo<br />
Kazakhstan<br />
Aktau, Almaty, Atyrau<br />
Korea<br />
busan, iksan, incheon, Seoul
Kuwait<br />
Safat<br />
Luxembourg<br />
Luxembourg<br />
Malaysia<br />
Johor bahru, Kuala Lumpur, Penang<br />
Mexico<br />
Cancún, Guadalajara, Mexico City,<br />
Monterrey, Queretaro, Villahermosa<br />
the Netherlands<br />
Amsterdam, Eindhoven, Maastricht,<br />
Moerdijk, Rotterdam<br />
New Zealand<br />
Auckland<br />
Norway<br />
Oslo, Sandnes<br />
Panama<br />
Colón, Panamá<br />
Peru<br />
Callao, Lima<br />
Philippines<br />
Cebu, Manila<br />
Poland<br />
Gdynia, Warsaw, Wroclaw<br />
Portugal<br />
Lisbon, Porto<br />
Puerto Rico<br />
San Juan<br />
Qatar<br />
doha<br />
Romania<br />
bucharest<br />
Russia<br />
Astrakhan, Chelyabinsk, irkutsk,<br />
Moscow, Murmansk, Nakhodka,<br />
St. Petersburg, tyumen, Usinsk,<br />
Yekaterinburg, Yuzhno-Sakhalinsk<br />
Saudi Arabia<br />
Al Khobar, Jeddah, Riyadh<br />
Serbia<br />
belgrade<br />
Singapore<br />
Singapore<br />
Slovakia<br />
bratislava<br />
South Africa<br />
Johannesburg<br />
Spain<br />
barcelona, bilbao, Madrid, Valencia<br />
Sweden<br />
Gothenburg, Stockholm<br />
Switzerland<br />
basel, berne, Geneva, Lugano,<br />
St. Gallen, Zurich<br />
taiwan<br />
Kaohsiung, taichung, taipei<br />
thailand<br />
bangkok<br />
turkey<br />
istanbul, izmir<br />
turkmenistan<br />
Ashgabat, balkanabat, turkmenbashi<br />
Ukraine<br />
Kiev<br />
United Arab Emirates (UAE)<br />
dubai, Jebel Ali, Sharjah<br />
Appendix<br />
United Kingdom (UK)<br />
Aberdeen, birmingham, Glasgow,<br />
Great Yarmouth, London, Manchester<br />
United States of America (USA)<br />
Atlanta, boston, bradley, Charleston,<br />
Charlotte, Chicago, Columbus,<br />
dallas, denver, detroit, El Paso,<br />
Greenville, Houston, Huntsville,<br />
Laredo, Los Angeles, McAllen,<br />
Memphis, Miami, Minneapolis,<br />
Nashville, New Orleans, New York,<br />
Norfolk, Orlando, Philadelphia,<br />
Phoenix, San diego, San Francisco,<br />
Seattle, Saint Louis, tampa, tulsa,<br />
Washington dC<br />
Uruguay<br />
Montevideo<br />
Venezuela<br />
Caracas, Maiquetía / La Guaira,<br />
Maracaibo, Puerto Cabello,<br />
Puerto La Cruz, Puerto Ordaz,<br />
Valencia<br />
Vietnam<br />
Hanoi, Ho Chi Minh City<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> 2008<br />
161
162<br />
Appendix<br />
Pictures<br />
the black and white illustrations show the Chairman<br />
of the board of directors and members of the Executive<br />
board as well as representatives of the management.<br />
Pages 7,<br />
8 and 9<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> 2008<br />
Rudolf W. Hug (Chairman of the board of<br />
directors) and Monika Ribar (CEO)<br />
Page 10 Monika Ribar (CEO)<br />
Page 11 Rudolf W. Hug (Chairman of the board of<br />
directors)<br />
Page 13 <strong>Panalpina</strong> Executive board<br />
Page 36 Renate Möckli (Corporate Head of<br />
Controlling)<br />
Page 61 Nicholas Wyss (Global Head of industry<br />
Vertical Retail and Fashion)<br />
Page 63 Glen barnes (Area Manager Northwest<br />
Europe)<br />
Photography Julian Salinas
Imprint<br />
<strong>Panalpina</strong> World Transport<br />
(Holding) Ltd.<br />
Viaduktstrasse 42<br />
P. O. Box<br />
CH-4002 Basel<br />
Switzerland<br />
Phone +41 61 226 11 11<br />
Fax +41 61 226 11 01<br />
info@panalpina.com<br />
www.panalpina.com<br />
The <strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> is published<br />
in German and English.<br />
For additional copies please refer to the<br />
above address or send us an e-mail.<br />
An electronic version is available at:<br />
www.panalpina.com /ar<br />
Editorial body<br />
<strong>Panalpina</strong> World Transport (Holding) Ltd.<br />
Corporate Communications<br />
Concept / Design<br />
Wirz Corporate AG, Zurich<br />
English translation/editing<br />
text control, Zurich<br />
BMP Translations AG, Basel<br />
Word + Image, Zufikon<br />
Lithography<br />
Detail AG, Zurich<br />
Printed by<br />
Neidhart + Schön AG, Zurich<br />
Consultant on sustainability chapter<br />
sustainserv, Zurich and Boston<br />
Appendix<br />
Disclaimer<br />
Certain sections of this <strong>Annual</strong> <strong>Report</strong> may contain forward-looking statements that are based on management’s expectations,<br />
estimates, projections and assumptions. These statements are not guarantees of future performance and involve certain<br />
risks and uncertainties, which are difficult to predict. Therefore, future developments and trends may differ materially from what<br />
is forecast in forward-looking statements.<br />
All forward-looking statements speak only as of the date of their publication or, in the case of any document incorporated by<br />
reference, the date of that document. All subsequent written and oral forward-looking statements attributable to the Company<br />
or any person acting on the Company’s behalf are qualified by the cautionary statements. The Company does not undertake<br />
any obligation to update or publicly release any revisions to forward-looking statements to reflect events, circumstances or<br />
changes in expectations after the date of this report.<br />
<strong>Panalpina</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong><br />
163
<strong>Panalpina</strong> World Transport<br />
(Holding) Ltd.<br />
Viaduktstrasse 42<br />
P. O. Box<br />
CH-4002 Basel<br />
Phone +41 61 226 11 11<br />
Fax +41 61 226 11 01<br />
info@panalpina.com<br />
www.panalpina.com