Scholz & Friends - ADAPT
Scholz & Friends - ADAPT
Scholz & Friends - ADAPT
Create successful ePaper yourself
Turn your PDF publications into a flip-book with our unique Google optimized e-Paper software.
The Orchestra of Ideas ® Annual Report 2002<br />
The Orchestra of Ideas ®<br />
Annual Report 2002
The Orchestra of Ideas in Berlin for Mercedes-Benz (examples: see page 52). From left to right, top row: Tim Stübane (advertising),<br />
Holger Gerecke (CRM), Thomas Caprano (advertising), Philipp Wöhler (advertising), Sandra Schilling (design), Jörg Hoppenstedt<br />
(advertising); second row: Birgit van den Valentyn (advertising), Yvonne Laubach (event), Matthias Schmidt (advertising), Christiane<br />
Schmid (advertising), Janina Rahaus (advertising), Robert Krause (advertising), Christina Kloss (advertising); third row: Eva <strong>Scholz</strong>e<br />
(advertising), Anke Specht (advertising), Ulf Cerning (dialogue); bottom row: Stefanie Wurst (advertising), Holger Oppolzer (advertising);<br />
not shown: Sebastian Turner (advertising), Martin Pross (advertising), Esther Braun (advertising), Claudia Knipping (advertising),
Mathis Rekowski (advertising), Michael Winterhagen (advertising), Malte Fischer (advertising), Michael Wagner (advertising), Ijeoma<br />
Ugwuanyi (advertising), Susanne Hirsch (advertising), Charlotte Meyer (advertising), Fei Hupfer (advertising), Susi Schulz (advertising),<br />
Peter Quester (advertising), Alexandra Roth Belkova (advertising), Julia Schmidt (advertising), Ingo Höntschke (advertising), Gerald<br />
Meilicke (advertising), Anne Schöber (advertising), Maja Mack (advertising), Gregory French (advertising), Melanie Carels (advertising),<br />
Dagmar Klose (advertising), Sabine Bäsler (advertising), Stefan Schmidt (advertising), Nina Falk (advertising), Frigga Schmidt (advertising),<br />
Adriana Meneses (advertising), Stefan Flessner (advertising), Jens Stein (advertising).
Financial Highlights, Mission Statement<br />
4 Financial Highlights, Mission Statement<br />
l<br />
Tapple 2002 2001<br />
Billings 460,050 496,515<br />
Net sales 68,973 74,440<br />
EBIT (9,656)* 1,421<br />
EBITA 2,751 6,568<br />
EBITDA 6,472 10,451<br />
Total assets 68,754 99,446<br />
Fixed assets 31,762 46,119<br />
Liquid funds as of 31 December 2002 12,035 17,735<br />
Equity 26,867 37,747<br />
Equity-to-assets ratio (in %) 39.1% 38.0 %<br />
Number of employees as of 31 December 2002 665 744<br />
* Conditional on one-time unscheduled depreciation of the goodwill, which is non-cash effective (see page 56).<br />
What is at the core of communication?<br />
People, of course.<br />
How can we fascinate them?<br />
By ideas.<br />
But then, what is an idea?<br />
An idea is new. It touches you.<br />
It is relevant. It makes you think.<br />
Or dream. Or both.<br />
An idea challenges<br />
what you thought before.<br />
Everyone can have ideas. You can.<br />
But: An idea is weak if its power is limited.<br />
If an idea is not orchestrated, it’s noise.<br />
Imagine an orchestra where all talent<br />
is combined to one end:<br />
the performance of ideas, to move people.<br />
<strong>Scholz</strong> & <strong>Friends</strong>:<br />
The orchestra of ideas.
Table of Contents<br />
Financial Highlights, Mission Statement . . . . . . . . . . . . . . 4<br />
Letter to Shareholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6<br />
Supervisory Board Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8<br />
The Orchestra of Ideas . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12<br />
Efficiency booster 1:<br />
Push and pull – Full blast on all channels . . . . . . . . 13<br />
Efficiency booster 2:<br />
Orchestration – Every instrument follows the<br />
conducting idea . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14<br />
Efficiency booster 3:<br />
International network – The ensemble performs<br />
in 18 countries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17<br />
Efficiency booster 4:<br />
Creativity – Ideas generate value . . . . . . . . . . . . . . . . . . 19<br />
The Instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26<br />
Creative Awards . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32<br />
Employees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34<br />
Environment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 37<br />
Research and Development . . . . . . . . . . . . . . . . . . . . . . . . . . 40<br />
Corporate Governance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 45<br />
The Share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 47<br />
Consolidated Financial Report (IFRS) . . . . . . . . . . . . . . . . 53<br />
Annual Financial Report (HGB) . . . . . . . . . . . . . . . . . . . . . 107<br />
Directors and Supervisory Board . . . . . . . . . . . . . . . . . . . . 132<br />
Glossary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 134<br />
Chronology . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 138<br />
Offices . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 142<br />
Contacts, Key Dates and Imprint . . . . . . . . . . . . . . . . . . . . 144<br />
Annual Report – English version<br />
The original version of this Annual Report is in German. In the event that there are<br />
differences between the two versions, the German version shall prevail.<br />
Wolf for every day: Scenes from<br />
everyday life show how Wolf<br />
Bergstrasse snacks fit into anyone’s<br />
life. <strong>Scholz</strong> & <strong>Friends</strong> Praha.<br />
5 l Table of Contents
Letter to Shareholders<br />
Thomas Heilmann<br />
and Sebastian Turner<br />
6 Letter to Shareholders<br />
l<br />
Our product is ideas. They alone have the power to move people. But amidst<br />
today’s deluge of advertising, it is just as important to make sure that good ideas<br />
actually reach their intended audience. How do we get the idea to the housewife? Our<br />
answer is the integrated use of all relevant channels of communication, in a process of<br />
orchestration. So we have responded to the urgent need for integrated communication<br />
by restructuring <strong>Scholz</strong> & <strong>Friends</strong> around a new principle: the Orchestra of Ideas,<br />
whereby all communication measures derive from a single, shared creative idea. The<br />
brand idea thus assumes the role of the conductor while the instruments – events, classic<br />
advertising, PR and programming to name a few – make up the orchestra. The result<br />
is orchestrated communication – achieving maximum impact for the brand and a<br />
competitive advantage for our clients. Resulting in a powerful competitive edge for<br />
<strong>Scholz</strong> & <strong>Friends</strong>, too. This principle also works inwardly, stimulating cooperation within<br />
the group.<br />
Thus <strong>Scholz</strong> & <strong>Friends</strong> has armed itself for persistently difficult market conditions.<br />
Because 2002 was by no means a good year for the industry. 91% of GWA agencies<br />
announced that their clients further reduced their advertising spends (GWA Autumn<br />
Monitor 2002). <strong>Scholz</strong> & <strong>Friends</strong> reported turnover of apple 69.0 million for 2002 according<br />
to IAS/IFRS. Turnover including acquisitions was apple 81.5 million. As expected,<br />
operating profit for the year was positive and in line with our published forecasts.<br />
EBITA was apple 2.8 million and EBITDA apple 6.5 million. Unscheduled depreciation was<br />
written off as goodwill to avoid burdening future years.<br />
As such, <strong>Scholz</strong> & <strong>Friends</strong> comfortably achieved its 2002 targets – thanks in part<br />
to a good new business result. Both in Germany and internationally, a large number of<br />
new customers have come to <strong>Scholz</strong> & <strong>Friends</strong>, while many relationships with existing<br />
clients have been broadened and deepened. Furthermore, we were able to complete a<br />
greater degree of restructuring than had been anticipated. Nevertheless, the value of<br />
<strong>Scholz</strong> & <strong>Friends</strong> shares fell by 68.6% in the course of the year, reflecting neither the<br />
value of the business nor the potential of the agency network. In order to ensure that<br />
we continue to provide investors with the greatest possible transparency, we issued our<br />
Declaration of Conformity on the German Corporate Governance Code in November<br />
2002 – becoming the first German advertising and media company ever to do so and<br />
underlining our commitment to responsible, value-building-oriented leadership and<br />
supervision of the company.<br />
Despite the difficult market situation, 2002 provided opportunities to continue<br />
with our expansion strategy, with further additions made to our comprehensive range<br />
of communication services via acquisitions and fresh start-ups. For the first time in the<br />
industry, specialists in both push communication (e.g. advertising) and pull communication<br />
(e.g. entertainment) are working together under one roof. 2002 saw us further<br />
consolidating our position in this fast-moving field and profiting from the demand for<br />
integrated communication. Our European expansion also continued apace, with new
offices opened in Zurich, Skopje, Ljubljana and Belgrade. Now <strong>Scholz</strong> & <strong>Friends</strong> is<br />
the best established network in southeast Europe.<br />
The new business successes in the first quarter of 2003 are certainly a reason to feel<br />
encouraged, and although our targets for the present year are conservative, we believe<br />
that the bottom has been reached and that it is now just a matter of time until the upturn<br />
gets underway. We aim to achieve positive, significantly increased group earnings before<br />
interest and taxes (EBIT) on a stable turnover as capacity adjustments undergone in<br />
2002 take effect. <strong>Scholz</strong> & <strong>Friends</strong> will continue to concentrate on the expansion of the<br />
network in the coming year, in terms of both countries and disciplines.<br />
In early 2003 the market welcomed the news that our parent company, Cordiant<br />
Communications plc., intends to sell its stake in <strong>Scholz</strong> & <strong>Friends</strong> AG. The split will free<br />
<strong>Scholz</strong> & <strong>Friends</strong> from Cordiant’s restrictions, enabling us to accelerate expansion. Overall,<br />
the sale provides <strong>Scholz</strong> & <strong>Friends</strong> with a tremendous opportunity to move forward.<br />
We always see building value for you, the shareholders, as a top priority. This is<br />
why creating good ideas continues to be our most important task, as it is our ideas<br />
that underpin our business. <strong>Scholz</strong> & <strong>Friends</strong> is one of Europe’s foremost creative<br />
agencies, and has long held the lead in Germany: last year <strong>Scholz</strong> & <strong>Friends</strong> was named<br />
best German agency at the Cannes Lions International Advertising Festival for the fifth<br />
year running. We were also Germany’s most successful participant at the Clio Awards,<br />
the ADC of New York and the London International Advertising Festival. Our International<br />
Creative Committee (ICC) has the task of maintaining and further improving<br />
these outstanding achievements of the international offices. Last year, the ICC helped<br />
raise the number of prize-winning works throughout the network and broaden the<br />
creative talent base. As a result, more awards were won for more clients by more offices,<br />
both domestically and internationally. In addition to our creative expertise, we have<br />
strengthened our leadership team by hiring the respected communication strategist<br />
and network manager Frank-Michael Schmidt to take on the newly created position<br />
of Germany Manager of <strong>Scholz</strong> & <strong>Friends</strong> AG.<br />
Ideas come from people, and we would first and foremost like to thank all our<br />
colleagues for their marvellous ideas and hard work throughout the year. And, furthermore,<br />
for their dedicated efforts for the victims of the terrible flooding that struck<br />
Germany in the summer, when they set up an aid portal for the “Ich helfe dir” (I help<br />
you!) appeal in just five days. The portal mobilised 40,000 donations in kind to the<br />
appeal run by <strong>Scholz</strong> & <strong>Friends</strong>, the TV station ZDF and the Internet service provider<br />
T-Online. Once the greater part of the damage had been rectified, our colleagues<br />
proved that Dresden is ready to receive visitors once more with the “Dresden leuchtet<br />
wieder” (Dresden shines again) light extravaganza. The event, under the artistic<br />
direction of Gert Hof, was experienced by 100,000 people in the Theaterplatz, in the<br />
heart of Dresden, and the good news was beamed by 400 TV stations to an audience<br />
of 500 million world-wide.<br />
In the following pages we have much more to tell you about the news and ideas<br />
of 2002 at <strong>Scholz</strong> & <strong>Friends</strong>. So please read on. And we have saved the best for last on<br />
page 146.<br />
Thomas Heilmann Sebastian Turner<br />
CEO CEO<br />
“Enjoy the chill” limited edition<br />
for Coca-Cola. Packaging adaption<br />
by <strong>Scholz</strong> & <strong>Friends</strong> Antwerp.<br />
Nalu from Coca-Cola – an energy<br />
drink containing caffeine from<br />
green coffee beans, with a visual<br />
foretaste by <strong>Scholz</strong> & <strong>Friends</strong><br />
Antwerp.<br />
7 l Letter to Shareholders
Supervisory Board Report<br />
Peter Martin Schöning<br />
8 Supervisory Board Report<br />
l<br />
The previous fiscal year has been an eventful one. It was characterised by a continued<br />
strong global economic decline. The advertising industry in Germany also suffered<br />
as a result of a continuing decline in the volume of contracts. Despite these factors, we<br />
were nonetheless successful in achieving satisfactory results in the 2002 fiscal year. For<br />
<strong>Scholz</strong> & <strong>Friends</strong> AG the year 2002 saw the implementation of various steps designed<br />
to increase the value of the company. These steps were planned in 2001 on the basis of<br />
the merger with United Visions Entertainment AG and the subsequent launch of the<br />
company on the stock exchange.<br />
The Supervisory Board met a total of ten times during the course of the 2002<br />
fiscal year. We carried out the tasks specified in the applicable provisions of the law and<br />
the articles of association of the company and supervised, advised and accompanied<br />
the Board of Directors in the management of the company. The Supervisory Board was<br />
regularly informed about the course of business, company planning and the planning<br />
of financial matters, investments and staff matters. The Board of Directors informed<br />
the Supervisory Board separately and directly of any individual transactions that were<br />
of particular importance to the group. Any actions of the Board of Directors that<br />
required the prior consent of the Supervisory Board were presented for consideration<br />
and in all cases the decisions taken were unanimously agreed upon. Outside the Supervisory<br />
Board meetings, the Chairman of the Supervisory Board was in close and constant<br />
contact with the Board of Directors at all times.<br />
At the first Supervisory Board meeting on 31 January 2002, the Supervisory Board<br />
approved a set of internal rules of procedure for the Supervisory Board and Board of<br />
Directors. No committees were set up during the course of the 2002 fiscal year but<br />
certain committees are being planned to bring the company into line with the requirements<br />
of the Corporate Governance Code.<br />
Important themes that were discussed in the Supervisory Board meetings in the<br />
2002 fiscal year included the strategic and operative development of the agency<br />
network, the risk situation and the financial position of the company, as well as the<br />
implementation of the German Corporate Governance Code.<br />
•The strategic expansion policy of the company was discussed in depth. Besides<br />
strengthening the international agency network, this has also led to the expansion of<br />
the national presence of the company, above all in the area of non-classic communication.<br />
There was further investment in the expansion of the network and the range of<br />
services offered by the group. These investments included the acquisition of 51% of the<br />
company Couch Potatoes Fernsehproduktions GmbH in Cologne and the increase of<br />
the shareholding in deepblue networks AG, Hamburg, to 49%, which in the meantime<br />
now comes to 100 %. These acquisitions have meant the expansion of the range of<br />
services on offer in the area Entertainment (pull communication) and the considerable<br />
strengthening of our business relations with one of our most important key customers.<br />
•Another significant event in the 2002 fiscal year was the implementation of the Corporate<br />
Governance Code through the introduction of our own Corporate Governance<br />
Principles. After careful preparation and revision, these principles were made accessible
to the general public on the <strong>Scholz</strong> & <strong>Friends</strong> AG website at the end of the fiscal year.<br />
This means that <strong>Scholz</strong> & <strong>Friends</strong> AG has now committed itself to a method of management<br />
and control orientated around the creation of wealth.<br />
Other themes discussed by the Supervisory Board included the current general<br />
political and economic framework conditions, the strategic and operative development<br />
of the area of classical advertising, the economic situation of the various group companies<br />
and the safeguarding of a staffing policy that is in line with market conditions.<br />
The <strong>Scholz</strong> & <strong>Friends</strong> AG annual accounts drawn up by the Board of Directors for<br />
the 2002 fiscal year, including the management report and Consolidated Financial<br />
Statement (in accordance with IFRS), have been audited by the auditing company KPMG<br />
Deutsche Treuhand-Gesellschaft Aktiengesellschaft Wirtschaftsprüfungsgesellschaft in<br />
Hamburg, which was selected by the General Meeting. These documents were issued<br />
with an unqualified audit certificate and forwarded to the Supervisory Board for<br />
approval.<br />
The annual auditor was also present at the Supervisory Board’s discussion of the<br />
audited documents and reported to the Supervisory Board on the major results of his<br />
audit. Furthermore, the annual auditor also adequately answered all of the questions of<br />
the individual members of the Supervisory Board concerning the audited documents.<br />
The Supervisory Board approved the results of the audit and no objections were raised.<br />
The Supervisory Board also carried out its own examination of the annual accounts<br />
of <strong>Scholz</strong> & <strong>Friends</strong> AG, the Consolidated Financial Statement, the management report<br />
and the proposal put forward by the Board of Directors for the disposal of the retained<br />
year-end earnings. The results of the Supervisory Board’s own examination also led to<br />
no objections being raised. The Supervisory Board has approved and officially verified<br />
the annual accounts drawn up by the Board of Directors. The Supervisory Board also<br />
approved the proposal put forward by the Board of Directors for the disposal of the<br />
retained year-end earnings, as well as the statements made in the management report<br />
concerning the prospects for further development of the company. The proposal for<br />
the disposal of the retained year-end earnings, which suggests the carryforward of the<br />
balance sheet losses of apple 10,459,995.99 to a new account, was also approved.<br />
Dr. Rüdiger Rönck gave up his position on the Supervisory Board on 4 July 2002.<br />
The Supervisory Board would like to take this opportunity to thank him for his valuable<br />
work and his helpful and knowledgeable advice. Dr. Rönck was replaced on 4 July 2002<br />
by Mr Klaus Droste, who was appointed to the Supervisory Board upon ratification by<br />
the General Meeting.<br />
The Supervisory Board would also like to thank the Board of Directors and all of the<br />
employees of <strong>Scholz</strong> & <strong>Friends</strong> AG and affiliated companies for their dedicated commitment<br />
to the company and for all the successful work carried out over the last year.<br />
Berlin, 28 March 2003<br />
The Supervisory Board<br />
Peter Martin Schöning<br />
Chairman<br />
“Acting while others are still turning<br />
pages.” With the campaign for<br />
FINANCIAL TIMES DEUTSCH-<br />
LAND, <strong>Scholz</strong> & <strong>Friends</strong> Hamburg<br />
confirms that the newspaper’s<br />
readers are always a decisive step<br />
ahead.<br />
9 l Supervisory Board Report
The Orchestra of Ideas in Hamburg for Tchibo Non Food (examples: see page 46). From left to right, top row: Susanne Klee (advertising),<br />
Günter Spandau (design), Julia Blanke (advertising), Tjard Hansen (CRM); centre: Anja Semrau (advertising), Claudia Severin (advertising),<br />
Barbara König (advertising), Sandra Römmeler (design), Heidi Bosin (advertising), Marc Schröter (advertising), Günter Wischmann<br />
(advertising), Sven Jarck (advertising); bottom row: Wolfgang Bark (advertising), Andreas Natter (advertising), Daniela Klenk (advertising<br />
and promotion), Ulrich Althofen (advertising); not shown: Annette Röskau (advertising), Tatjana Henschel (advertising).
The Orchestra of Ideas<br />
The Four Roads to Greater Efficiency<br />
Increase in advertising pressure, 1992–2002<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . 1,300 . . freesheets . . . . . . . . . 415,000 . . . Billboards . . . .<br />
(+30 %)<br />
. . . . . . . . . . . . . . . (+46 . %) . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. 5.5 . million . . .de . domains . . . . . . . . 820 . magazines . . . (+45 . %) . .<br />
(+4,897 %)<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
60,000 brands advertised<br />
2.4 million commercials<br />
. . . . . . . . . . . . . . . (+220 . %) . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . Over . 3,000 . . advertising . . . signals . . each . day! . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
Source: Annual panel by ZAW, dmmv, IVW, GfK<br />
12 l The Orchestra of Ideas<br />
The cost of brand communication continues to escalate, but its effectiveness is<br />
in decline. New, efficient means have to be found to reach and have any meaningful<br />
effect on the public. The <strong>Scholz</strong> & <strong>Friends</strong> network uses four “efficiency boosters” to<br />
achieve really effective results for its clients: push and pull communication, orchestration,<br />
the international network and – of course – outstanding creativity. Why does brand<br />
communication increasingly depend on these boosters? And how do they work?<br />
The growing expense of awareness<br />
Steadily declining reach is costing steadily more money. One major cause of this<br />
trend is the ongoing fragmentation of the media. The number of TV stations, newspapers,<br />
magazines, websites, events and flyers is multiplying, while the audience of<br />
each one is getting smaller and smaller. The age of a whole nation sitting down to<br />
watch the same TV programmes is long gone: consumers now fashion a personalised<br />
media world for themselves. To make a permanent impression on them, advertisers<br />
have to approach them from many different angles.<br />
Thus the explosion of media has led to a corresponding explosion of advertising.<br />
And you may add the media that carry no editorial content at all, existing for advertising<br />
purposes alone – billboards, flyers, brochures, mailshots and promotion teams.<br />
Consumers are switching off<br />
. . . . . . . . . . . . . . . . . . . .<br />
Only 8 %<br />
. . . . . . On average . . . . . . . remember . . . . . . .<br />
adverts are read<br />
commercials<br />
for less than<br />
they have<br />
. . . . . . two seconds. . . . . . . . seen.<br />
. . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
Only<br />
75 % of all<br />
7 % watch<br />
advertising<br />
. . . a whole . . . . . . . . . . . . . efforts . fizzle . . .<br />
commercial<br />
out without<br />
break.<br />
effect.<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . 19 % . switch.<br />
. . . . . . . . . . . . .<br />
stations during<br />
commercial<br />
67 % say:<br />
. . . . . breaks. . . . . . . . . . Advertising . . . . . .<br />
is<br />
annoying.<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . Brand . . communication . . . costs . more . . and . more . . . . . .<br />
but achieves less and less.<br />
. . . . . . . . . . . . . . . . . . . .<br />
Source: Annual surveys by ZAW, GfK
Unfortunately, the public’s readiness actually to pay attention to this growing swell<br />
of advertising has failed to increase. The efforts made by the 60,000 brands out there<br />
to get their messages across tend to be treated as nothing other than a nuisance.<br />
Under these conditions, only a handful of brands can afford to gain attention by<br />
means of sheer advertising pressure. Constant repetition is not just expensive – it is<br />
boring, too, making viewers even more immune to the message. <strong>Scholz</strong> & <strong>Friends</strong><br />
makes use of four “efficiency boosters” to avoid this vicious circle.<br />
Efficiency booster 1: Push and pull – Full blast on all channels<br />
Brands communicate far more efficiently if they do not just rely on “push”<br />
methods – such as spots in commercial breaks or sponsorship notices on the periphery<br />
of a programme – but actually use the programme itself to convey their message. The<br />
multiplication of print media, TV and web-based channels along with the growing<br />
demand for participation events opens up new opportunities to capture the attention<br />
of the public via “pull” communication such as programming, events and publishing.<br />
Pull communication achieves much higher levels of attention if it is consumed<br />
voluntarily with a far higher degree of emotional involvement, making it a prized addition<br />
to the communication mix.<br />
Push and pull multi-channelling is more effective<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
Advertising<br />
Programming<br />
. . . . . Sponsoring . . . . . . Entertainment<br />
Push<br />
. . . . . . . . .<br />
Design<br />
Event-Marketing Pull<br />
. . . . . Promotion . . . . . . . Public . Affairs . . . . . . .<br />
CRM/Dialogue Public Relations<br />
. . . . . Trademarketing . . . . . . . . . . . . . . .<br />
. . . . . . . . . Interactive . . . . . . . . . . .<br />
Consulting<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . Brand . . . . . . . . . . .<br />
Merging with United Visions Entertainment in 2001, <strong>Scholz</strong> & <strong>Friends</strong> added<br />
expertise in the innovative pull disciplines of entertainment and programming to its<br />
network. This step represents a major advantage over competitors, many of which –<br />
like many clients – have yet to enter this uncharted territory. <strong>Scholz</strong> & <strong>Friends</strong>’ lead in<br />
the field provides its clients with a decisive competitive edge.<br />
13 l The Orchestra of Ideas
A design as exciting as its contents:<br />
Formula 1 simulator featuring real<br />
racing circuits and F1 competitors.<br />
Created for West by <strong>Scholz</strong> &<br />
<strong>Friends</strong> Sensai.<br />
14 l The Orchestra of Ideas<br />
The brand creating content<br />
<strong>Scholz</strong> & <strong>Friends</strong> has embraced this new area of business, developing and finding<br />
slots for a large number of programme concepts for its clients over the past year. In the<br />
field of entertainment, the life of Stephanie Gräfin von Pfuel, the face of Eduscho’s<br />
Gala brand, was made the subject of various domestic stories for magazine-style TV<br />
programmes. At the other end of the scale, a six-part reportage series on the n-tv news<br />
network, “Wirstschaftswunder International”, supported by the Initiative Neue Soziale<br />
Marktwirtschaft (New Social Market Economy Initiative), advocated economic reforms<br />
in Germany by highlighting successful examples of reform in neighbouring countries.<br />
In addition to entertainment and programming, <strong>Scholz</strong> & <strong>Friends</strong> has offered<br />
further pull disciplines over the past year. Gert Hof, the world-renowned lighting artist,<br />
joined our new events agency, Light Monuments, to stage spectacular events reaching<br />
millions both live and via media coverage.<br />
Meanwhile <strong>Scholz</strong> & <strong>Friends</strong> Sensai, a 3D communication agency, has been creating<br />
encounters between people and brands since June 2002, working at trade fairs, exhibitions,<br />
events and points of sale. The combination of architecture and product design<br />
with the latest media technologies creates intense sensory experiences.<br />
The group extended its competence in PR and public affairs with the founding of<br />
<strong>Scholz</strong> & <strong>Friends</strong> Agenda. Its objective is to bring the fields and messages of its clients<br />
onto the public agenda with the help of various communication tools, such as press<br />
campaigns, TV programming, multimedia and advertising (agenda setting).<br />
Efficiency booster 2: Orchestration – Every instrument follows the conducting idea<br />
Good use of a range of push and pull channels, fully engaging the senses of the<br />
consumer, boosts the efficiency of brand communication. But with so many lines of<br />
communication open, there is a danger that coherence will be lost, and that the overall<br />
image of the brand that ultimately forms in the consumer’s mind is no longer what<br />
was intended. How can we safeguard against this?<br />
Every brand needs to be credible, coherent and distinctly recognisable. Protecting<br />
these qualities is much more than an aesthetic exercise – it is economically essential.<br />
A dissonant message devours a marketing budget on its journey to the consumer.<br />
More and more channels are complementing classic advertising<br />
Over the past 30 years, the call for an holistic approach has been answered with a<br />
notion of “integrated communication”. But there are far more examples of its failure<br />
than success stories. In the past this mattered little – as long as classic advertising was<br />
so dominant, discrepancies in brochure, event and shop design could be overlooked.<br />
These days, however, classic advertising accounts for only 40 % of the total volume of<br />
communication in the United States. The balance is closer to 50:50 in Germany, but<br />
the downward trend is inexorable.
Orchestration succeeds where integration fails<br />
The term “integration” itself contains the cause of its own failure. If integration<br />
simply means complementing one communication channel with a number of others,<br />
the path to fragmentation is clear – because then the idea is forced to follow the<br />
structure. This is the fundamental mistake. The structure must follow the idea.<br />
This simple but basic necessity also applies to all other creative disciplines. One<br />
might think of an architect trying to design a house by first designing walls, floors and<br />
ceilings which are then integrated to form a house. Fools build houses this way. Of<br />
course the architect actually develops an overall concept of a building – be it a house,<br />
a power station or an underground car park – and develops each individual element<br />
according to this conducting idea: the structure follows the idea! Likewise in music,<br />
composers do not try to integrate sixty independent musicians – they write a musical<br />
theme and the score gives it a voice – not reversed. Each instrument is chosen to play<br />
the strands of the piece best suited to it. Examples can be found in every creative field<br />
revolving around ideas: You cannot integrate around ideas – the idea has to set the<br />
pace, tone and rule over all details. Like in an orchestra, with a conductor at its<br />
heart.<br />
Every instrument follows the leitmotif<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
<strong>Scholz</strong> & <strong>Friends</strong>: The orchestra model<br />
What can we, in communications, learn from this example? The first lesson of the<br />
orchestra model teaches us to play as a team. From this perspective, there is no longer<br />
one dominant discipline – the conducting idea is now supreme. Furthermore, the<br />
orchestra depends on a conductor independent of the various groups of instruments –<br />
in our case, the brand manager with overall responsibility.<br />
<strong>Scholz</strong> & <strong>Friends</strong> has been restructuring along these lines over the past year. In the<br />
first step, Brand Management Groups (BMG) were established. They oversee the<br />
brand concept, implement it across all instruments and conduct the specialists in the<br />
orchestra.<br />
West’s Easter reinvention: <strong>Scholz</strong><br />
& <strong>Friends</strong> Hamburg introduces<br />
Easter Edition bunny packaging.<br />
And thanks to deepblue networks’<br />
web expertise, West’s Internetbased<br />
promotion sets hearts<br />
beating faster under the same<br />
motto.<br />
15 l The Orchestra of Ideas
Messy structure: A cacophony<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
Client<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
16 l The Orchestra of Ideas<br />
This new model highlights another valuable insight: individual virtuosos can play in<br />
an orchestra, too. The solos follow the score: what matters is the overall performance.<br />
It is so simple and yet so difficult, for many agency networks suffer from incentive<br />
systems that obstruct cooperation. If every agency component is seen as its own profit<br />
centre, instruments from other parts of the network are inevitably seen as a threat to<br />
local income. Passing on tasks to those best suited to them is effectively punished.<br />
Structures like this reward conflict more than they do constructive progress.<br />
Orchestration: The <strong>Scholz</strong> & <strong>Friends</strong> solution<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
BMG<br />
<strong>Scholz</strong> & <strong>Friends</strong><br />
. . . . . . . . . . . . . . . . . . . .<br />
Client<br />
. . . . . . . . . . . . . . . . . . . .<br />
Singing from the same songsheet<br />
The solution is simpler than it at first may seem. After all, legal firms and<br />
management consultants, for example, dealt with similar issues long ago – giving<br />
employees a stake in the success of the overall organisation. In the past year, <strong>Scholz</strong> &<br />
<strong>Friends</strong> has been preparing the establishment of a Partners’ Board, modelled on<br />
similar bodies in other consulting businesses. Members of any subsidiary can become<br />
partners and are nominated according to performance, account volume and feedback<br />
from their colleagues. Their annual bonus is proportional to the results of the whole<br />
<strong>Scholz</strong> & <strong>Friends</strong> Group, so their first interest is to serve the orchestrated cooperation<br />
between every member agency in order to benefit the client. They can even benefit by<br />
passing on new business to other specialist members of the group.<br />
<strong>Scholz</strong> & <strong>Friends</strong>’ restructuring around the orchestra model extends throughout<br />
the business. Responsibility and expertise are distributed clearly, and employees from<br />
differing disciplines recognise their respective contributions. Internal seminars and<br />
other events are used regularly to improve team play still further.
The early successes of the Orchestra of Ideas are hugely encouraging. The new<br />
model was used to conduct the campaign for Hapag-Lloyd Express, the new no-frills<br />
airline, with even better results than we had hoped for. The taxi design concept (developed<br />
by Interbrand Zintzmayer & Lux) set the tone, and very soon – and at little expense<br />
– a striking, friendly and, most important, successful new airline took off. From<br />
billboard to pizza box, from press event to trade fair, every strand of communication<br />
faithfully followed the New York taxi motif and the tagline “Fly for the price of a taxi.”<br />
Efficiency booster 3: International network – The ensemble performs in 18 countries<br />
Orchestrated communication helps not only in managing multiple communication<br />
channels but also in achieving results on an international level. Encouraged by the<br />
ongoing integration in the Euro zone, fewer and fewer companies are restricting<br />
themselves to a single national market; most operate internationally after reaching a<br />
given size.<br />
From the client’s point of view, it is inefficient and often even destructive to the<br />
brand’s image to employ a different agency for each country, because in acting like this<br />
orchestrated communication is very difficult to achieve. But a centralised implementation<br />
of communication operations can be just as risky; even in a united Europe there<br />
are just as many national distinctions as similarities. The best solutions are offered by<br />
agency networks that are familiar with local markets and consumers and at the same<br />
time can ensure orchestrated brand messages that span beyond national borders.<br />
European locations of <strong>Scholz</strong> & <strong>Friends</strong><br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
Moscow<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
London<br />
Hamburg<br />
. . . . . . . . . . . . . . . . Berlin . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . Antwerp . . . . . . . . Warszawa . . . . . . . . . .<br />
Praha<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . Paris . . . . . . . . . . . . . . . . . Kyiv<br />
Zürich<br />
Budapest . . . . .<br />
. . . . . . . . . . . . . . . . Wien . . . . . . . . . . . . . .<br />
. . . . . . . . . . . Milano . . . Ljubljana . . . . . . Beograd . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
Madrid<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
Skopje<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
Athens<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
Adrenaline-fuelled: an ad for West<br />
by <strong>Scholz</strong> & <strong>Friends</strong> Moscow.<br />
Light cigarettes, powerful engines.<br />
West Race Day: a chance to feel<br />
the power of West Lights at the<br />
wheel of a Formula 1 car.<br />
Billboard by <strong>Scholz</strong> & <strong>Friends</strong><br />
Moscow.<br />
17 l The Orchestra of Ideas
Presso: the new, shorter, fatter lifestyle<br />
cigarette from West, boasting<br />
a powerful flavour. In a word:<br />
“Kurzdickdoll” (“shortfat’n’phat”).<br />
A campaign by <strong>Scholz</strong> & <strong>Friends</strong><br />
Brand Affairs, realised on the<br />
Internet by deepblue networks.<br />
18 l The Orchestra of Ideas<br />
They alone are in a position to confront the challenges of a changing market with highquality<br />
services; they alone have the size and expertise that enable them to provide the<br />
security that clients have a right to expect.<br />
This insight is neither new nor surprising. Nevertheless, <strong>Scholz</strong> & <strong>Friends</strong> is the first<br />
German communications company to put it into practice. Our Europe-wide network is<br />
an important success factor and plays an important part in our strategy for the future.<br />
Quality throughout Europe<br />
In 1995 <strong>Scholz</strong> & <strong>Friends</strong> opened its first offices outside Germany, in Athens,<br />
Brussels, Budapest, Madrid, Warsaw and Vienna. With London and Paris, branches in<br />
important European centres followed, and from 1997 <strong>Scholz</strong> & <strong>Friends</strong> was the first<br />
German communications agency to establish offices in Prague, Kiev and Moscow.<br />
<strong>Scholz</strong> & <strong>Friends</strong> now offers a unique strategic advantage in Central and Eastern<br />
Europe. In addition to its Austrian operations, <strong>Scholz</strong> & <strong>Friends</strong> Wien manages business<br />
in Slovakia, Hungary and the Balkans; “S Team <strong>Scholz</strong> & <strong>Friends</strong>” provides international<br />
network clients a tailor-made solution in the former Yugoslavia and the<br />
broader Balkan region. <strong>Scholz</strong> & <strong>Friends</strong> is currently serving network clients in Serbia<br />
and Montenegro, Slovenia, Bosnia-Herzegovina, Croatia, Albania, Romania and<br />
Bulgaria.<br />
In February 2003 <strong>Scholz</strong> & <strong>Friends</strong> closed its last gap in German-speaking Europe<br />
by opening an office in Zurich. The branch is managed by Günther Schneider and<br />
Christian Binder. Yvonne Hodel, the internationally renowned creative, is a member<br />
of its administrative board.<br />
The guiding principle behind our international expansion is achieving qualitative<br />
and enduring growth. Every <strong>Scholz</strong> & <strong>Friends</strong> agency has strong local roots, working<br />
for domestic brands as well as for international accounts. It has thus been possible to<br />
manage close network ties while avoiding the disadvantages of a rigid, over-centralised<br />
structure. Our international work also follows the needs of the brand in question. For<br />
example, <strong>Scholz</strong> & <strong>Friends</strong> London is world-wide lead agency for Imperial Tobacco’s<br />
international Davidoff account.<br />
The impressive growth in our international offices’ creative performance over the<br />
last years presents another competitive advantage for <strong>Scholz</strong> & <strong>Friends</strong>. For decades,<br />
clients had to decide between having a creative agency or an international network.<br />
Today, this kind of restrictive choice is neither acceptable nor necessary.
Efficiency booster 4: Creativity – Ideas generate value<br />
Along with orchestration, creativity is one of the most effective efficiency boosters<br />
in brand communication. In the light of the growing flood of advertising out there,<br />
even a perfectly orchestrated campaign will barely get noticed if its creative idea fails<br />
to seize the imagination.<br />
Which spots stand out and attract interest? Which spots do we pay attention to<br />
and even talk about? It is precisely those that people even choose to watch in the<br />
cinema inplace of a normal movie – the Cannes Reel, showing the world’s most creative<br />
spots, finds a big audience every year. And the TV-show “The world’s wittiest ads”<br />
runs every week.<br />
Surprise, entertain and persuade<br />
How do we escape from the crisis of awareness? By surprising people, countering<br />
their expectations, entertaining them and persuading them. An ad or a spot has to be<br />
different – better, more creative – in order to stand out from the rest and be remembered<br />
right from the first or second viewing. Today’s consumers are extremely well versed in<br />
advertising. If, as rarely happens, they are entertained by a spot in the cinema, they will<br />
clap. They consciously base their opinion of a brand on its advertising. Thus, relying<br />
solely on sheer force of advertising rather than on creativity does not just waste<br />
money – it jeopardises the sympathy of the consumer.<br />
Worth its weight in gold<br />
The connection between creativity and efficiency in advertising is backed up by<br />
many scientific studies. The winners of creative competitions have been scrutinised to<br />
see whether they really perform better on the market, whereas efficiency award-winners<br />
have been assessed for their creative content. The results are clear. Highly creative<br />
campaigns show above-average efficiency. Likewise, highly efficient campaigns are<br />
more creative than those representing the norm.<br />
Andy Farr and Sue Gardiner of Millward Brown, the international market research<br />
institute, also researched how creative advertising goes on to create value. Their study,<br />
10 years among the top five – <strong>Scholz</strong> & <strong>Friends</strong> in the creative rankings<br />
Rank<br />
1<br />
5<br />
10<br />
15<br />
20<br />
1993 1994 1995 1996 1997 1998 1999 2000 2001 2002<br />
<strong>Scholz</strong> & <strong>Friends</strong>’ annual results in creative rankings. Source: Horizont 1993–2002<br />
T-shirts for Presso seize the rhythm<br />
of the tagline and play with clichés<br />
about German cities. By <strong>Scholz</strong> &<br />
<strong>Friends</strong> Brand Affairs.<br />
19 l The Orchestra of Ideas
Winning creative awards in more and more markets<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . <strong>Scholz</strong> . & <strong>Friends</strong> . award-winning . . . markets<br />
. . . . . . . . . . . . .<br />
<strong>Scholz</strong> & <strong>Friends</strong> offices<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . .<br />
20 l The Orchestra of Ideas<br />
“Creative Enough for the Financial Director”*, found that “By its sheer creative power,<br />
advertising can change the way you think about a brand. Love the ad, then you may<br />
come to love the brand. Values can be transferred from ad to brand. The interest,<br />
saliency and excitement produced by the ad can make the brand seem more popular<br />
and appealing, directly feeding into sales.”<br />
* M. Brown, S. Gardiner, A. Farr: Creative Enough for the Financial Director, Henley-on-Thames 2001<br />
Creativity is booming<br />
Evidence is mounting that more and more businesses are seeing the poor economic<br />
climate as grounds to invest more heavily in creative solutions. In fact, for the first time<br />
large companies are encouraging their agencies to increase their efforts to win creative<br />
competitions. Heading this trend is Procter & Gamble. And at the German Effie<br />
awards for advertising efficiency, creative campaigns won a landslide victory: every Goldwinning<br />
campaign, and most of the Silver and Bronze recipients, had already been<br />
decorated for creative quality.<br />
Accordingly, international networks hitherto not known for their creative prowess<br />
now list creative performance among their top corporate priorities. They will, however,<br />
take quite some time to catch up with the creative agencies. <strong>Scholz</strong> & <strong>Friends</strong> is the<br />
first German player to offer both: outstanding creativity as well as an international<br />
network.<br />
Consistently among the top of the creative field<br />
<strong>Scholz</strong> & <strong>Friends</strong> has been one of Germany’s foremost creative agencies for many<br />
years. 2002 was no exception: once again, our creative network was Germany’s most<br />
successful entrant at the Cannes Lions International Advertising Festival, winning four<br />
of the six German Lion awards for press ads as well as 12 shortlists. This result earns<br />
<strong>Scholz</strong> & <strong>Friends</strong> a place among the international elite, and, for the fifth year in succession,<br />
the agency proved itself to be Germany’s best at the world’s premiere creative<br />
competition. This success was mirrored at other major international festivals, with<br />
<strong>Scholz</strong> & <strong>Friends</strong> leading the German pack with five Clio Statues and 20 shortlists at<br />
More awards for more honoured clients<br />
180<br />
160<br />
140<br />
120<br />
100<br />
80<br />
60<br />
40<br />
20<br />
0<br />
13<br />
2000 2002<br />
54<br />
Clients Shortlists/Winner Clients Shortlists/Winner<br />
Shortlists and winner based on manager magazin, creative index<br />
30<br />
146
The Orchestra of Ideas for Baden-Württemberg<br />
Full view on page 24<br />
Good image advertising works<br />
inwardly, too.The tagline does more<br />
than simply attract investors – it<br />
has been hugely popular as a sticker<br />
within Baden-Württemberg itself.<br />
Not every Baden-Württemberg<br />
resident is remembered for their<br />
accent: Natalie Lumpp has<br />
slurped, gulped and …<br />
Objective: Baden-Württemberg should become the<br />
most attractive German state for potential investors,<br />
domestic and international work forces, visitors and<br />
its own population.<br />
Conducting idea: The success of the people of Baden-<br />
Württemberg lies in their humanity. We present people<br />
who achieve great things but retain an endearing sense<br />
of perspective.<br />
Tagline: Wir können alles. Außer Hochdeutsch.<br />
(We are perfect. If you ignore our accent.)<br />
Results: The campaign obtained recognition levels of<br />
up to 86% among the specific target groups (investors,<br />
travel agents, opinion-formers). The popularity of the<br />
state among German citizens who knew the tagline<br />
leapt to first place. One in four Germans was familiar<br />
with the tagline, and almost 50% of Baden-Württemberg<br />
residents use it in private conversation.<br />
<strong>Scholz</strong> & <strong>Friends</strong> Berlin wishes<br />
investors sweet dreams. And the<br />
agency knows that the sweetest<br />
of all are to be had in Baden-<br />
Württemberg.<br />
… gargled her way to becoming<br />
one of Germany’s foremost wine<br />
experts. Winner of a Clio creative<br />
award.<br />
The sweet smell of success in<br />
Baden-Württemberg: chocolate<br />
from <strong>Scholz</strong> & <strong>Friends</strong> Berlin lures<br />
investors and their children.<br />
<strong>Scholz</strong> & <strong>Friends</strong> Berlin marks<br />
Baden-Württemberg’s 50th<br />
anniversary with a TV spot in<br />
which the whole state takes part<br />
in a serenade.<br />
Sven Hannawald, the ski-jump<br />
star, lives in Baden-Württemberg.<br />
Who better to promote the state’s<br />
aerospace capabilities?<br />
A follow-up on TV: Factual Films,<br />
a <strong>Scholz</strong> & <strong>Friends</strong> subsidiary,<br />
documents the making of the<br />
anniversary spot.<br />
21 l The Orchestra of Ideas
Factual Films accompanies the<br />
meteoric rise of the Chinese<br />
economy with the first Western<br />
lifestyle programme to be broadcast<br />
by a Chinese station.<br />
22 l The Orchestra of Ideas<br />
the Clio Festival, four medals and seven distinctive merits at the ADC of New York and<br />
two “winners” and 60 shortlist placements at the London International Advertising<br />
Awards (LIAA).<br />
Horizont, the marketing trade magazine, placed <strong>Scholz</strong> & <strong>Friends</strong> third in its 2002<br />
creative rankings – the tenth year in which <strong>Scholz</strong> & <strong>Friends</strong> has been at the top of the<br />
creative game.<br />
Award-winning ideas do not grow on trees. Sustained creative performance can,<br />
however, be cultivated and planned. <strong>Scholz</strong> & <strong>Friends</strong> established the International<br />
Creative Committee (ICC) two years ago to serve exactly this purpose, making quarterly<br />
evaluations of every work by <strong>Scholz</strong> & <strong>Friends</strong> offices world-wide and giving awards to<br />
the best.<br />
Turnover by sector<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
Others 29%<br />
Tobacco 17%<br />
Efficiency always helps<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
Cars, holidays, potato crisps – as varied<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
as our work may be, the tools remain the<br />
. . . . . . . . . . . . . . . . . . . Retail . . 11% . . . . . . . . . . . . . . . . . . .<br />
same. Our efficiency boosters are a help<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
to all our clients, as is the depth of our<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
experience in every major sector, a benefit<br />
. . . Telco/IT . . . 2% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
to both existing and new clients. Our<br />
Tourism 3%<br />
. . . . . . . . . . . . . . . . . . Food . . and . . . . . . . . . . . . . . . . . . . .<br />
Media 3%<br />
beverages 11% shareholders also benefit from the broad<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
Entertainment 3%<br />
financial base of the business.<br />
. . Corporate/Government . . . . . . . 5% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
Automotive<br />
. . . . . . . . . . Finance . . 6% . . . and . Acc. . 10% . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
The jury for this internal competition consists of seven leading creatives from<br />
<strong>Scholz</strong> & <strong>Friends</strong> agencies in all regions, together with invited clients, journalists and<br />
prominent advertising colleagues. The permanent members of the ICC are Yvonne Hodel<br />
(<strong>Scholz</strong> & <strong>Friends</strong> Zürich), Sebastian Turner (director, CEO of <strong>Scholz</strong> & <strong>Friends</strong> AG),<br />
Angel Campanero (<strong>Scholz</strong> & <strong>Friends</strong> Madrid), Peter Galik (<strong>Scholz</strong> & <strong>Friends</strong> Budapest),<br />
Martin Pross (<strong>Scholz</strong> & <strong>Friends</strong> Berlin), Marc Schwieger (<strong>Scholz</strong> & <strong>Friends</strong> Hamburg)<br />
and Steve Spence (<strong>Scholz</strong> & <strong>Friends</strong> London). Among the guests at the first ICC meeting<br />
was Michael Conrad, then Chief Creative Officer of Leo Burnett Worldwide, who put<br />
forward some important suggestions for the concept.
Each office ranks its own work on a scale of 1 to 10 before submitting it. The<br />
projects are then evaluated by the jury during a two-day meeting. The extensive<br />
documentation of every ICC session provides an accurate reflection of the network’s<br />
entire creative achievements and enables each office to classify its own. On the basis<br />
of these results, target figures are set for each office.<br />
After two years of continued work, the ICC enjoys a high acceptance within the<br />
whole network. The number of entries has grown from 147 at its inauguration to 390<br />
at its last meeting in Berlin. At the fifth meeting, the Belgrade office came second after<br />
Berlin, and Ljubljana shone last time round, winning top honours in an outstanding<br />
performance. The establishment of the ICC has yielded the following, strategically<br />
valuable achievements:<br />
•The ICC 1-to-10 point scale has become the standard measure of the creative quality of<br />
work throughout the company, making creativity a better understood, transparent<br />
product in itself.<br />
•This rating system has also fed through to everyday work. Each office’s creatives meet<br />
regularly to discuss current projects. Before a work reaches the client it is assessed using<br />
the 1-to-10 scale at least once. Works that fail to pass muster are discarded or heavily<br />
revised according to concrete proposals.<br />
•Award-quality works are evaluated internally before submission, helping to improve the<br />
efficiency of participation in competition.<br />
•The number of prize-winning works – internally and externally – has increased across all<br />
offices. Overall, creativity has gained breadth throughout the network: more awards<br />
have been won for more clients by more offices.<br />
Holidays with Factual Films:<br />
“Gute Reise TV” (“Happy Travels<br />
TV”), a new format shown on the<br />
German stations MDR and SFB.<br />
23 l The Orchestra of Ideas
The Orchestra of Ideas in Berlin for Baden-Württemberg (examples: see page 21). From left to right, top row: Stefanie Wurst (advertising),<br />
Martin Pross (advertising), Jens Heyken (programming); second row: Josephine Rahns (advertising), Iris Mittelberg (advertising),<br />
Simone Roggel (advertising), Jens Stein (advertising); third row: Mathis Rekowski (advertising), Alexa Montag (advertising), Ingo<br />
Höntschke (advertising), Christine Winter (advertising); bottom row: Claudia Knipping (advertising), Julia Schmidt (advertising),<br />
Anke Specht (advertising); not shown: Sebastian Turner (advertising), Dagmar Klose (advertising), Katharina Heidschmidt (advertising),<br />
Henk Knaupe (event), Malte Mählmann (event), Thomas Krecker (event), Philipp Wöhler (advertising).
The Instruments<br />
From Classic Advertising to Programming<br />
A complexion as pure as the page<br />
thanks to Kozmetika Kancilja.<br />
A prize-winning ad concept by<br />
S Team <strong>Scholz</strong> & <strong>Friends</strong> Ljubljana.<br />
26 l The Instruments<br />
The introduction of the Orchestra of Ideas was of great importance for all <strong>Scholz</strong> &<br />
<strong>Friends</strong> Group companies, establishing a clear group profile both outwardly and<br />
inwardly. One year on, the new model has already made its mark on <strong>Scholz</strong> & <strong>Friends</strong>’<br />
culture and grown into a platform for collective new business and cross-selling<br />
initiatives. A visible result is the newly designed Internet portal introduced in 2002 to<br />
represent every <strong>Scholz</strong> & <strong>Friends</strong> office (see www.s-f.com).<br />
Furthermore, the ensemble of <strong>Scholz</strong> & <strong>Friends</strong> agencies was extended last year to<br />
ensure that the network is able to offer expertise in every major communications<br />
discipline. And happily, all subsidiaries signed new business despite the poor conditions<br />
in the industry, helping to absorb the effects of cyclical account cutbacks made by<br />
existing customers.<br />
Classic advertising: New accounts in Hamburg and Berlin<br />
The core business of classic advertising is handled by the <strong>Scholz</strong> & <strong>Friends</strong> offices<br />
in Hamburg and Berlin along with international bureaux in 18 other countries.<br />
Twenty-two years ago, a group of around fifty friends founded a new agency.<br />
<strong>Scholz</strong> & <strong>Friends</strong> quickly won clients such as Reemtsma, Tchibo and Doppelherz, for<br />
whom many successful campaigns have continued to be developed ever since. The<br />
Hamburg <strong>Friends</strong> also handle major brands such as Chio, AXA, RWE Gas, Eduscho’s<br />
Gala brand and AWD, as well as institutions such as the Federal Ministry for Family<br />
Affairs, Senior Citizens, Women and Youth, and the Hamburger Schauspielhaus theatre.<br />
In addition, the Hamburg <strong>Friends</strong> also handle international campaigns for numerous<br />
clients. <strong>Scholz</strong> & <strong>Friends</strong> Hamburg has also won important new accounts over the<br />
course of the year, including the FINANCIAL TIMES DEUTSCHLAND, VELUX and<br />
Oase Pumpen (pumps).<br />
The fall of the Berlin Wall made <strong>Scholz</strong> & <strong>Friends</strong> Berlin possible. In February<br />
1990, Thomas Heilmann, Olaf Schumann and Sebastian Turner founded an agency in<br />
Dresden. It moved to Berlin in 1992 and grew to become the capital’s largest. <strong>Scholz</strong> &<br />
<strong>Friends</strong> Berlin now works for major clients such as DaimlerChrylser, the Süddeutsche<br />
Zeitung, Ministry of the State of Baden-Württemberg, Messe Frankfurt (trade fair) and<br />
Meissen Porcelain. New clients added in the past year include The Boston Consulting<br />
Group, the TV station N24, Hapag-Lloyd Express and the Ecumenical Kirchentag 2003.<br />
The Berlin <strong>Friends</strong> also won the account for the international launch of Mercedes-Benz’s<br />
successor to the V-Class.<br />
International: Expansion in Eastern Europe and Switzerland<br />
In 1995 <strong>Scholz</strong> & <strong>Friends</strong> opened its first offices outside Germany, in Athens,<br />
Brussels, Budapest, Madrid, Warsaw and Vienna. With London and Paris, branches<br />
in important European centres followed, and from 1997 <strong>Scholz</strong> & <strong>Friends</strong> was the first<br />
German communications agency to establish offices in Prague, Kiev and Moscow. The<br />
group has continued to develop its European presence ever since. <strong>Scholz</strong> & <strong>Friends</strong>
Moscow is run as a joint venture with local partners, and a 30% stake was acquired<br />
in <strong>Scholz</strong> & <strong>Friends</strong> Kyiv. The Brussels office, seeking to handle both Dutch and Belgian<br />
clients, moved to Antwerp.<br />
<strong>Scholz</strong> & <strong>Friends</strong> prepared itself last year for the forthcoming expansion of the EU.<br />
In addition to its Austrian operations, <strong>Scholz</strong> & <strong>Friends</strong> Wien manages business in<br />
Slovakia, Hungary and the Balkans; “S Team <strong>Scholz</strong> & <strong>Friends</strong>” provides international<br />
network clients a tailor-made solution in the former Yugoslavia and the broader Balkan<br />
region. <strong>Scholz</strong> & <strong>Friends</strong> is currently serving network clients in Serbia and Montenegro,<br />
Slovenia, Bosnia-Herzegovina, Croatia, Albania, Romania and Bulgaria.<br />
<strong>Scholz</strong> & <strong>Friends</strong> opened an office in Zurich in February 2003. The new bureau<br />
closes the gap in the group’s coverage of German-speaking Europe, and looks forward<br />
to benefiting from the strength of the Swiss economy.<br />
New international business for 2003<br />
Our international offices fortified the position of <strong>Scholz</strong> & <strong>Friends</strong> in Europe by<br />
winning a great deal of new business in the reporting year. New clients included Nestlé<br />
Purina PetCare; Coca-Cola’s Cappy, Mezzomix and Mickey’s Abenteuer Drink brands;<br />
Bosch; and Ferrero. A promising start to 2003 followed, with further important accounts<br />
won in the first few months: the Cyprus Tourism Organisation handed its<br />
international account to the network with <strong>Scholz</strong> & <strong>Friends</strong> London as lead agency,<br />
<strong>Scholz</strong> & <strong>Friends</strong> Zürich took on Coca-Cola AG Schweiz and the music channel Viva-TV,<br />
and <strong>Scholz</strong> & <strong>Friends</strong> Hamburg will handle the Siemens Home Appliances account<br />
from the middle of the year.<br />
Pull expertise – The competitive edge<br />
In 2001 the merger with United Visions, the established entertainment production<br />
company, added important specialist disciplines to <strong>Scholz</strong> & <strong>Friends</strong>’ range of capabilities.<br />
The merger and restructuring of the new field of business was successfully<br />
completed in 2002, with three companies emerging with clear profiles tailored to the<br />
needs of the market. They take their seats in the orchestra while continuing to work<br />
independently for their clients.<br />
Factual Films (Berlin), a broadcaster-independent media company, produces and<br />
markets TV magazine programmes, documentaries and reports, features and segments,<br />
and PR films. It has produced many image films for the top brands in the automotive<br />
industry, including the presentation to the media of the new Mercedes-Benz CLK<br />
Convertible. The magazine editorial team, set up at the beginning of 2002, produces<br />
TV segments, documentaries and reports for public and private TV stations, with its<br />
editorial team researching lifestyle, science and cultural topics every day. It also<br />
journalistically developed and slotted many programming ideas for <strong>Scholz</strong> & <strong>Friends</strong><br />
network clients. TV segments covering the fiftieth anniversary of the State of Baden-<br />
Württemberg represent an example of this closely cooperative work. TV segments<br />
were also produced, and suitable programming slots found, for clients such as Tchibo,<br />
Doppelherz, Eduscho’s Gala brand and DaimlerChrysler.<br />
Factual Films’s economics editors formulated a comprehensive TV concept for the<br />
Initiative Neue Soziale Marktwirtschaft (New Social Market Economy Initiative) in 2002.<br />
Last year also saw the company achieving the long-term establishment of a brand<br />
communication platform on China’s second-largest TV station.<br />
Neusiedler’s new copier paper<br />
enables reproductions that fool<br />
the keenest eagle’s eye. Ad by<br />
<strong>Scholz</strong> & <strong>Friends</strong> Wien.<br />
An intelligent representation of<br />
environmental protection: packaging<br />
design for IQ color recycled<br />
paper by <strong>Scholz</strong> & <strong>Friends</strong> Wien.<br />
Ad for Neusiedler recycled paper<br />
by <strong>Scholz</strong> & <strong>Friends</strong> Wien.<br />
27 l The Instruments
Millions are switching from bikes<br />
to cars in China. With Car Visions,<br />
Factual Films produces China’s<br />
first international motoring<br />
programme for Beijing TV 7.<br />
28 l The Instruments<br />
Live Line Entertainment (based in Wiesbaden/Eltville) develops and produces<br />
mass-market TV programmes with an emphasis on events, linking brand messages to<br />
entertaining content. The company moulded the New Year’s Eve celebrations at<br />
Berlin’s Brandenburg Gate into a communication platform for Deutsche Post AG.<br />
The broadcast of the event on the SAT.1 TV station attracted 26% of 14–49-year-old<br />
viewers, making it the night’s most successful celebration broadcast. Around a million<br />
people also watched the event on location, while the Federal Ministry of Education and<br />
Research used the platform to declare the new year the “Year of Chemistry”. Brands<br />
such as Bitburger beer and Rotkäppchen sparkling wine also tied their messages to this<br />
successful event.<br />
United Visions Interactive Entertainment (Berlin) develops interactive online and<br />
offline entertainment formats and operates the K1010.de game show portal. K1010<br />
was successfully relaunched in August 2002, when users were asked to re-register and<br />
supply a detailed profile. The portal now boasts more than 170,000 registered users,<br />
enabling it to offer tailor-made target group segments to advertising partners. The<br />
K1010 club was introduced at the same time, a paid, ad-free entertainment product<br />
that won 4,000 users by the end of 2002.<br />
The expansion into the field of entertainment is proving to be a marked strategic<br />
success, with the merger handing <strong>Scholz</strong> & <strong>Friends</strong> the continued competitive advantage<br />
of being the only German communication business to provide a one-stop-shop<br />
for all push and pull disciplines. Intra-network cooperation has been improved for<br />
<strong>Scholz</strong> & <strong>Friends</strong> clients, and the combination of disciplines has become a major factor<br />
in winning new business. However, the cross-selling potential between push and pull<br />
fields has yet to be fully tapped – and promises to contribute still more to <strong>Scholz</strong> &<br />
<strong>Friends</strong>’ growth in the future.<br />
New pull instruments strengthen the orchestra<br />
<strong>Scholz</strong> & <strong>Friends</strong> added further important pull disciplines to the orchestra in<br />
2002, completing the range of non-classic communication instruments.<br />
In June 2002 Gert Hof, the internationally renowned light artist, joined our newly<br />
established event agency Light Monuments GmbH (Berlin). The result is a unique offer<br />
to <strong>Scholz</strong> & <strong>Friends</strong> clients – the director combines lighting, pyrotechnics, neon, lasers,<br />
helium balloons, fireworks and other special effects into spectacular visual experiences.<br />
His events attract audiences of millions, with TV coverage all over the world. Hof was<br />
the first foreigner ever to direct a state ceremony in China, when over a billion people<br />
watched his light spectacle and choreography of 5,000 extras. He has also staged<br />
enormous events in Athens and Budapest and was described on one of Germany’s<br />
most important news programmes, Tagesthemen, as “the world’s most sought-after<br />
lighting and pyrotechnics architect”. So far, these events have been the reserve of states<br />
and governments. Hof’s joining the <strong>Scholz</strong> & <strong>Friends</strong> group now enables companies and<br />
brands to communicate emotionally to audiences of millions world-wide. Company<br />
anniversaries, international brand launches and introductions of new products can be<br />
communicated in this spectacular – and efficient – fashion.<br />
Hof proved the extraordinary effect of his events once more on 7 December 2002<br />
with the light extravaganza “Dresden leuchtet wieder” (Dresden shines again). Performed<br />
in front of the city’s famous Semperoper opera house, the event was designed<br />
to undo damage done to the public perception of Dresden by the catastrophic floods<br />
seen earlier in the year and to send a positive signal to tourists and potential investors.
The event was made possible by financial support from Deutsche Bank and many other<br />
sponsors. One hundred thousand people watched the show on location, and images<br />
were beamed world-wide by approximately 400 TV stations. In Germany alone, over 100<br />
million media impressions were made, and the international reach was estimated to be<br />
500 million impressions.<br />
The founding of <strong>Scholz</strong> & <strong>Friends</strong> Sensai (Berlin) in June 2002 added a further<br />
important discipline to the Orchestra of Ideas. The new agency develops communicationand<br />
participation-oriented ambient concepts to present companies and brands at<br />
trade fairs, exhibitions, points of sale and events. Its role in the orchestra is to turn the<br />
brand idea into a three-dimensional experience. Thus <strong>Scholz</strong> & <strong>Friends</strong> will take part<br />
in one of the communication industry’s growth segments: the market for participatory<br />
experiences and brandlands such as VW’s Autostadt and Nike Town was estimated to<br />
be worth apple 3.1 billion in 2001, with continued growth anticipated. <strong>Scholz</strong> & <strong>Friends</strong><br />
Sensai’s success in its first few months speaks for itself, with projects realised in its first<br />
half-year for many network clients, including the brands Tchibo, West, Davidoff and<br />
The Boston Consulting Group.<br />
PR specialists enjoy above-average success<br />
<strong>Scholz</strong> & <strong>Friends</strong> meets the strong demand for PR services with three agencies,<br />
each with a profile tailored to particular client requirements.<br />
<strong>Scholz</strong> & <strong>Friends</strong> Agenda (Berlin), founded in April 2002, bridged a gap by<br />
marrying traditional PR with special expertise in multi-channel communication and<br />
agenda-setting. The latter technique increases the effectiveness of a campaign by<br />
preparing a communicative culture for new themes to feed from. Instruments such as<br />
press relations, issue management and programming are used to generate public consciousness<br />
of a problem so that other means of communication, such as advertising,<br />
have a more lasting effect. Examples include <strong>Scholz</strong> & <strong>Friends</strong> Agenda’s orchestrated<br />
work for the Initiative Neue Soziale Marktwirtschaft (New Social Market Economy<br />
Initiative), which, with the help of many high-profile advocates, underlined the necessity<br />
of comprehensive reforms and submitted concrete proposals. Media cooperations for<br />
Hapag-Lloyd Express had the aim, among others, of presenting unusual reasons for<br />
spontaneous short-haul flights in the press, thereby readying the public for the destinations<br />
and low prices (Europe-wide from apple 19.99) that the new airline offers.<br />
Germany and China have enjoyed<br />
diplomatic relations for thirty<br />
years. Cause for celebration at<br />
<strong>Scholz</strong> & <strong>Friends</strong> Brand Affairs<br />
Beijing, organiser of the official<br />
celebrations in Beijing.<br />
29 l The Instruments
Rare delicacies from the best<br />
growing regions: Raritäten von<br />
Privat Kaffee. Ads for Kenya<br />
Pearls, Guatemala Acatenango<br />
and Papua New Guinea Bunum<br />
Wo, seasonally available roasts<br />
from Tchibo. By <strong>Scholz</strong> & <strong>Friends</strong><br />
Hamburg.<br />
30 l The Instruments<br />
Plato Kommunikation (Berlin), the political communication and public relations<br />
consultancy founded in 1999, continued to make progress in the 2002 fiscal year. Its<br />
range of political communication services covers the monitoring and appraisal of<br />
planned legislation, forming dialogue between decision-makers in ministries and<br />
political parties, and developing media strategies for political and social policy topics.<br />
In the PR field, the agency supports its clients in classic press relations along with<br />
speechwriting and the production of presentations, annual reports and image<br />
brochures. Furthermore, Plato advises companies, associations and ministries on<br />
internal communication; devises websites; and organises conferences, panel discussions<br />
and roundtable meetings. All four current Plato units – Finance and Corporate, Europe,<br />
Life Sciences and Media – expanded their activities considerably last year and won a<br />
number of important new clients, including the logistics company Röhlig & Co., the<br />
European Commission’s German Representation, the German Medical Technology<br />
Association, the Verband Deutscher Biodieselhersteller e.V. (German Biodiesel Producers’<br />
Association), Cisco Systems GmbH and the VDI Technology Centre.<br />
<strong>Scholz</strong> & <strong>Friends</strong> Brand Affairs (Hamburg, Budapest, Beijing), the agency for<br />
brand PR and active brand presentation within the <strong>Scholz</strong> & <strong>Friends</strong> Group, offers PR,<br />
promotion, events and sponsoring and is expanding into an international network of<br />
its own. The first office was opened on 1 December 2001 in Hamburg and handles<br />
accounts for Reemtsma’s West, Davidoff, Polo, Cabinet and R1 brands and Intersnack’s<br />
Chio Chips. In January 2002, <strong>Scholz</strong> & <strong>Friends</strong> Brand Affairs opened a branch in<br />
Beijing to sound out the Chinese market for German companies, and since February<br />
2002 the agency has held an office in Budapest to handle the Reemtsma account in<br />
Hungary. New additions to the client roster last year included Mercedes-Benz and<br />
Buena Vista International.<br />
<strong>Scholz</strong> & <strong>Friends</strong> Brand Affairs comprehensively manages brands in the fields of<br />
PR, promotion, events and sponsoring. For example, last year the agency organised<br />
“Chio Kick 2002”, a national table football competition, for Chio, in order to engage<br />
a young, trend-conscious target group with the brand. And an international below-theline<br />
campaign for the cigarette brand West enabled consumers from seven countries<br />
to enter a multi-stage selection procedure to win a drive in a genuine Formula 1 car<br />
from the West McLaren Mercedes team. The campaign, which lasted several months,<br />
ended with a memorable finale on the Brno circuit in the Czech Republic, where the<br />
Hungarian winner drove the West McLaren Mercedes and joined the rarefied ranks of<br />
Formula 1 drivers.<br />
Broadening the Hamburg portfolio<br />
In July 2002 <strong>Scholz</strong> & <strong>Friends</strong> bolstered its presence in Hamburg with the fullscale<br />
takeover of deepblue networks AG. The agency had been founded in 2000 with<br />
<strong>Scholz</strong> & <strong>Friends</strong> as a shareholder, it unifies expertise in above- and below-the-line<br />
communication with outstanding digital media capabilities. deepblue networks has<br />
handled the online account for Reemtsma’s West brand since mid-2002, and it became<br />
the lead agency for West’s overall brand communication within the group upon its<br />
acquisition by <strong>Scholz</strong> & <strong>Friends</strong>. West, now available in 72 countries and Germany’s<br />
second-largest cigarette brand, has been looked after by <strong>Scholz</strong> & <strong>Friends</strong> since the<br />
mid-1980s. deepblue networks’ other clients include Universal Music, Germanischer<br />
Lloyd WindEnergie, Wenco GmbH, “Diddl – die Springmaus” for Depesche, and<br />
Nordzucker.
Since 1999 <strong>Scholz</strong> & <strong>Friends</strong> NeuMarkt (Hamburg) has specialised in retail clients,<br />
handling areas of strategy, packaging design, magazine/point of sale/print, dialogue,<br />
TV and the Internet. One example is its work for Tchibo, with the planning and execution<br />
of the brand’s entire non-food segment marketing. The agency brought Tchibo Non-<br />
Food to the UK in 2001 and gained another major retail client last year, establishing a<br />
new shop concept for the private ferry operator TT-Line.<br />
<strong>Scholz</strong> & <strong>Friends</strong> Consulting (Berlin) offers strategic advice covering the whole<br />
process of brand management prior to communication. <strong>Scholz</strong> & <strong>Friends</strong> Consulting<br />
assesses the strengths and weaknesses of a brand according to a thorough analysis of<br />
the company, competition and target group, determining the optimal positioning on<br />
the market and developing a coherent communication strategy. The consultants work<br />
closely with the network’s classic and specialist agencies when it comes to implementing<br />
the results. Last year, for example, <strong>Scholz</strong> & <strong>Friends</strong> Consulting conducted a<br />
comprehensive brand study for Liechtenstein Global Trust. On this basis the consultants<br />
drew up an umbrella brand concept, helping with the naming, positioning and<br />
communication strategy. Subsequently, a claim and classic campaign were produced<br />
in cooperation with <strong>Scholz</strong> & <strong>Friends</strong> Berlin for the private banking brand LGT Bank<br />
in Liechtenstein.<br />
Outlook<br />
Last year <strong>Scholz</strong> & <strong>Friends</strong> both consolidated and extended its international<br />
network. This process will continue in the future, beginning with the strengthening of<br />
coverage of the European market. The expansion will occur both in the form of<br />
acquisitions – in some cases using our stocks as currency – and through opening new<br />
branches abroad.<br />
In the field of classic advertising we shall above all focus on winning new clients<br />
and accounts, despite the tense economic background. Our classic agencies’ continued<br />
creative performance and our efforts to make the most of cross-selling opportunities<br />
within the network will form the bedrock of this effort.<br />
With “Frische Ernte” (“Fresh<br />
Harvest”), Tchibo offers the latest,<br />
freshest crop of coffee three times<br />
per year – but supplies are limited<br />
by the size of the harvest. Launch<br />
spot for TV by <strong>Scholz</strong> & <strong>Friends</strong><br />
Hamburg.<br />
Budapest enjoys Tchibo’s best<br />
coffee, too: <strong>Scholz</strong> & <strong>Friends</strong><br />
Hamburg relaunches the flagship<br />
“Tchibo Exclusive” variety<br />
throughout Eastern Europe.<br />
31 l The Instruments
Creative Awards<br />
Provides energy: a sandwich<br />
container from RWE Gas gives<br />
school beginners a great start.<br />
In the process, it also conveys<br />
the origin of the new brand<br />
RWEnaturgas ® . Gold for <strong>Scholz</strong><br />
& <strong>Friends</strong> Hamburg at the 2003<br />
Deutscher Direktmarketingpreis<br />
(German Direct Marketing Prize).<br />
32 l Creative Awards<br />
Art Directors Club,<br />
Germany<br />
1 Gold<br />
1 Silver<br />
5 Bronze<br />
13 Shortlists<br />
Art Directors Club<br />
Nachwuchswettbewerb,<br />
Germany<br />
1 Shortlist<br />
Art Directors Club of<br />
Europe, London<br />
1 Nomination<br />
Art Directors Club of<br />
New York<br />
2 Gold<br />
2 Silver<br />
2 Distinctive Merits<br />
5 Merits<br />
AdForum Creative Award,<br />
www.adforum.com<br />
1 Eastern Europe<br />
Bronze Hit<br />
AdForum Dove Award,<br />
www.adforum.com<br />
1 Bronze<br />
International Advertising<br />
Festival Cannes<br />
5 Bronze<br />
12 Shortlists<br />
Creative Club Austria,<br />
Vienna<br />
1 Shortlist<br />
<strong>Scholz</strong> & <strong>Friends</strong> Berlin can even<br />
come up with a good idea for a<br />
plastic bag, turning milk products<br />
from Hoppenstedt into the talk of<br />
the town. The ADC awarded the<br />
refreshing package design with a<br />
Bronze.<br />
Caucasus International<br />
Festival of Advertising,<br />
Tbilisi<br />
2 1 st Place<br />
1 2 nd Place<br />
3 3 rd Place<br />
1 Special Prize<br />
Clio Award, Chicago<br />
5 Bronze<br />
20 Shortlists<br />
Corporate Media Award,<br />
Germany<br />
1 Award of Master<br />
2 Shortlists<br />
Das Plakat, Germany<br />
1 Mention with Honour<br />
Schröder and Stoiber as pistolswinging<br />
outlaws. These prizewinning<br />
TV commercials for the<br />
six-week trial subscription to the<br />
Süddeutsche Zeitung by <strong>Scholz</strong> &<br />
<strong>Friends</strong> Berlin guarantee an<br />
unusual angle on the national<br />
elections.
Deutscher<br />
Dialogmarketing Preis,<br />
Germany<br />
1 Shortlist<br />
Die Anzeige, Germany<br />
1 Bronze<br />
1 Shortlist<br />
International Echo Awards,<br />
New York<br />
1 Semi-Finalist<br />
National Hungarian Effie<br />
Award, Budapest<br />
1 Silver<br />
flash-camp 2002,<br />
Germany<br />
1 1 st Place<br />
2 in 1: the brochure for the<br />
smallest special vehicle in the world<br />
fits into a normal-sized format<br />
twice. ADC Bronze for two good<br />
ideas by <strong>Scholz</strong> & <strong>Friends</strong> Berlin in<br />
this campaign for smart ® .<br />
International Newspaper<br />
Marketing Association,<br />
Dallas<br />
1 1 st Place<br />
Journalistenpreis für<br />
wegweisende Printwerbung,<br />
Germany<br />
2 Mentions with Honour<br />
Lisbon Erotic Advertising<br />
Festival, Portugal<br />
1 Silver<br />
London International<br />
Advertising Award<br />
2 Winner<br />
60 Shortlists<br />
Nutcracker, Prague<br />
1 Winner<br />
The game never ends – even in the<br />
men’s room. <strong>Scholz</strong> & <strong>Friends</strong><br />
Hamburg with a prize-winning<br />
promotional idea for Video World.<br />
Even commercial vehicles can move<br />
your heart: a large format newspaper<br />
insert for Mercedes-Benz<br />
shows how they enrich our world.<br />
An idea by <strong>Scholz</strong> & <strong>Friends</strong> Berlin<br />
which captured several awards.<br />
33 l Creative Awards
Employees<br />
Cultivating a Climate of Cooperation<br />
<strong>Scholz</strong> & <strong>Friends</strong> Hamburg<br />
presents the benefit of being an<br />
AXA customer: individual concepts<br />
tailored to people, not statistics.<br />
34 l Employees<br />
The central challenge to personnel management last year was readying our<br />
employees for the demands of orchestrated communication. In addition, adjustments<br />
to staffing levels were necessary due to the continued weakness of the communication<br />
market.<br />
The entire sector has experienced a marked reduction in personnel, as the autumn<br />
evaluation of the German Association of Communications Agencies (GWA) verifies.<br />
From January to December 2001, 42% of the agencies surveyed had already reduced a<br />
personnel by an average of 6.1%. From January 2001 to the end of September 2002,<br />
64% of these agencies made reductions in staff of 10%. At the end of 2002, <strong>Scholz</strong> &<br />
<strong>Friends</strong> AG employed a European staff of 665, approximately 10.6% less than the<br />
previous year. This figure was due to the sales of individual business units as well as a<br />
reduction in staff, which was absorbed by normal turnover of personnel.<br />
In the specialised services division, the number of employees was formally reduced<br />
by 6.7% to 208. However, in real terms, the business division grew according to its<br />
strategic orientation: the sale of the PR agency Bönig & Yamaoka was balanced in<br />
terms of staff by the complete acquisition of the specialist deepblue networks. Due to<br />
standards in place for the year 2002, deepblue employees may not be counted for the<br />
purposes of this report. In real terms, specialised services grew organically by 9%.<br />
Approximately one third of the <strong>Scholz</strong> & <strong>Friends</strong> Group is employed in the specialised<br />
services division.<br />
In the classic agencies, both domestically and abroad, the number of employees<br />
shrank by 12.3% to 457. International offices declined in size by 19.3%, mainly due to<br />
restructuring measures. In this process, profitability was reviewed and costs were cut,<br />
creating a strong starting position for healthy growth.<br />
<strong>Scholz</strong> & <strong>Friends</strong> becomes The Orchestra of Ideas<br />
Over the course of the past year, <strong>Scholz</strong> & <strong>Friends</strong> began to align its internal structures<br />
to the requirements of orchestrated communication. Modelled on a conductor,<br />
the first Brand Management Groups were installed in <strong>Scholz</strong> & <strong>Friends</strong> Hamburg. The<br />
BMGs consist of a top creative director and an experienced consultancy team which, in<br />
collaboration with the client, maintains watch over the brand idea and directs it using<br />
all instruments at its disposal. The groups oversee the work of all network agencies, in<br />
special disciplines as well as in the international offices.<br />
In order to optimise the collaboration of the individual agencies under the roof<br />
of <strong>Scholz</strong> & <strong>Friends</strong>, a regular “rehearsal day” takes place for the entire orchestra: the<br />
Cross Selling Day is a one-day employee event with lectures and discussions, dedicated<br />
to the intensive exchange between disciplines. Best-practice examples from the network<br />
are used to illustrate how divisions can continue to learn from each other.<br />
In order to develop this process even further, the <strong>Scholz</strong> & <strong>Friends</strong> Intranet was<br />
also redeveloped for international, network-wide use. The first international tools have<br />
been online in German and English since 1 January 2003, with overall integration to be
completed by the first half of 2003. The Intranet has been designed to increase the<br />
transparency and efficiency of network-wide collaboration. It offers all subsidiaries<br />
and units a platform for presentation and provides uniform administrative tools, such<br />
as a media database, an image and award archive, a contract database, company<br />
guidelines and digital templates for numerous work processes.<br />
A culture of openness<br />
The introduction of the orchestra concept has met fertile ground in the corporate<br />
culture of <strong>Scholz</strong> & <strong>Friends</strong>. Existing company values, such as openness, mutual respect,<br />
thoroughness and enthusiasm for details, are the ideal prerequisites for orchestral<br />
harmony. For a producer of ideas, a successfully functioning corporate culture is one<br />
of the most important ingredients of success. The corporate climate must encourage<br />
creativity, and not only in the creative departments. <strong>Scholz</strong> & <strong>Friends</strong> has therefore<br />
developed a system of rules and structures to positively influence the creative process.<br />
These include flat hierarchies, an open-door policy and the encouragement of dialogue.<br />
In the end, it all comes down to a good idea and efficient cooperation.<br />
Encouraging initiative<br />
In addition to the corporate culture, each individual employee remains in focus.<br />
To create a closer bond with good employees and also acquire new ones, <strong>Scholz</strong> &<br />
<strong>Friends</strong> must be an attractive employer. Our guiding principles are to create as much<br />
room as possible for personal development and self-initiative, define collective goals<br />
and as orient a part of the salary to performance.<br />
Together, supervisors and employees look for opportunities to bring both staff<br />
and the company ahead collectively. New challenges often arise within the network and<br />
managers are asked to use their own initiative for expansion into new business areas.<br />
In this way, <strong>Scholz</strong> & <strong>Friends</strong> was able to utilise its own employees for newly founded<br />
subsidiaries, including <strong>Scholz</strong> & <strong>Friends</strong> Agenda and <strong>Scholz</strong> & <strong>Friends</strong> Zürich – further<br />
enhancing seamless agency collaboration in the sense of orchestral communication.<br />
Advanced training at the <strong>Friends</strong> Academy<br />
Employee satisfaction depends strongly on the opportunity for further personal<br />
development. Employees who hope to grow with their work are sponsored by the<br />
advanced <strong>Friends</strong> Academy training programme. Within the framework of the <strong>Friends</strong><br />
Academy, both instructors from the <strong>Scholz</strong> & <strong>Friends</strong> network and external specialists<br />
pass their knowledge on to others. The courses support key qualifications such as<br />
foreign languages, computer literacy, rhetoric skills and presentation practice. Furthermore,<br />
special seminars such as “Creative Copywriting”, “Creative Planning” or “Brand<br />
Technology” are regularly held.<br />
Thanks to a database system introduced in 2002, advanced training has been<br />
able to be designed more efficiently and on a more individual basis. Over the course of<br />
the year, 72 <strong>Friends</strong> Academy courses were attended by 653 participants. On average,<br />
almost every Friend took part in at least one course. In addition, the <strong>Friends</strong> Academy<br />
organises regular, modular-based intensive seminars for managers, as well as individual<br />
coaching. In this way, managerial competence has been systematically developed across<br />
the company and top positions have been able to be filled internally.<br />
Little players, big fun. <strong>Scholz</strong> &<br />
<strong>Friends</strong> Hamburg develops trailers<br />
for the media cooperation<br />
between AXA and the ran-SAT.1-<br />
Bundesliga.<br />
35 l Employees
<strong>Scholz</strong> & <strong>Friends</strong> Berlin presents<br />
25 tips from the Deutsche<br />
Energie-Agentur (German Energy<br />
Agency), proving that it’s this easy<br />
to save the climate.<br />
36 l Employees<br />
Partner Board and baby boom<br />
An important instrument for the creation of close bonds with executive managers<br />
is the new Partner Board, a practice familiar to that found in law firms and corporate<br />
consultancies. In order to obtain commitment from executive managers over the long<br />
term, <strong>Scholz</strong> & <strong>Friends</strong> has made them co-employers. Partners are eligible from all subsidiaries<br />
and are nominated and elected based on performance, customer responsibility<br />
and employee feedback. They receive corporate responsibilities, genuine opportunities<br />
to shape the company, and are offered a financial stake in the overall success of the<br />
<strong>Scholz</strong> & <strong>Friends</strong> Group. Their economic interest is thus related to the orchestral collaboration<br />
of all special agencies for the good of the client. And partners also benefit from<br />
handing over tasks to other disciplines.<br />
An ongoing baby boom has brought about changes to <strong>Scholz</strong> & <strong>Friends</strong> during the<br />
past years (see page 146). The agency would not like to forego the experience and knowhow<br />
of its young mothers and fathers. As far as possible, therefore, we have created<br />
tailored work-time and workstation models for these employees in order to create a<br />
compatible situation for family and career. While often requiring small additional<br />
administrative efforts, this also leads to a high degree of employee satisfaction in the<br />
long run.<br />
Overall, we have achieved a flexible work force, displaying a level of engagement<br />
which is well above average. Our employees take on responsibility earlier and change<br />
employers less frequently than is common in the sector. Still, <strong>Scholz</strong> & <strong>Friends</strong> is constantly<br />
on the lookout for new talent.<br />
Opportunities for young talent<br />
Each year <strong>Scholz</strong> & <strong>Friends</strong> agencies take on numerous interns, apprentices and<br />
trainees in order to give them insight into the working day of a communications firm.<br />
For us, this is much more than simply an investment in the future. <strong>Scholz</strong> & <strong>Friends</strong><br />
also profits in the training phase from the ideas and enthusiasm of our new <strong>Friends</strong>.<br />
Indeed, many are hired full time or return to us at a later date.<br />
During the past year, the agency trained 14 apprentices in our Hamburg and<br />
Berlin bases alone in the positions of account executive and media designer. In order<br />
to nurture creative talent, the Creative Village programme has been continued:<br />
students of all faculties with intermediate diplomas can spend half a year broadening<br />
their horizons at <strong>Scholz</strong> & <strong>Friends</strong> Berlin, the daily newspaper taz and the multi-media<br />
service provider Pixelpark. In order to maintain a theoretical basis, participants also<br />
visit courses at the Henri Nannen School Berlin, as well as the Adolf Grimme Academy.<br />
The project has now run for twelve semesters, with 150 to 200 programme applicants<br />
per semester.
Environment<br />
Careful Consideration Helps to Save<br />
Sometimes a campaign can have an important effect even before the advertisement<br />
appears – on the people who create it. After all, if you want to convince others,<br />
you must first be convinced yourself. For the Deutsche Energie-Agentur (German<br />
Energy Agency), <strong>Scholz</strong> & <strong>Friends</strong> developed a four-year communication model for the<br />
“Climate Protection” campaign. It is designed to inform citizens about the basic effects<br />
of climate change while motivating them to save energy – simply, concretely, emotionally<br />
and without a moralising undertone. The campaign was centred around the two<br />
penguins “Prima” and “Klima” (“Great” and “Climate”), who picket for climate<br />
protection (“We’re getting too warm!”) and inspire others with creative tips. The<br />
penguins can see everything – so it is best to turn off the lights and scale down both<br />
refrigerator and heating. Through work on the campaign, environmental concern grew<br />
at <strong>Scholz</strong> & <strong>Friends</strong>. Employees sought opportunities not only to save energy but also<br />
for the more efficient use of other resources. Thus, for example, house photocopiers<br />
now use ecological paper, printed on both sides. With the help of refill materials,<br />
packaging waste has been reduced. Where rubbish cannot be avoided, it is separated<br />
carefully and disposed of in an environmentally friendly fashion. An in-house paper press<br />
is utilised to recycle paper, with printing cartridges being returned to the manufacturer.<br />
As a result of an employee initiative, ecological toilet paper and biologically decomposable<br />
cleaning materials are used.<br />
As digital technology advances, the work processes of a communication service<br />
provider also become increasingly environmentally friendly. Today, a print or television<br />
advertisement can exist solely as a computer data record, spanning from the initial<br />
order to its printing or transmission. <strong>Scholz</strong> & <strong>Friends</strong> is firmly committed to digital<br />
communication both within the agency network and with clients and service providers.<br />
Many processes are already computer-based, leading to a considerable reduction in<br />
material, transport and travel expenses.<br />
Such investments can quickly lead to considerable financial savings, as careful use<br />
of resources can save money as well as the environment. <strong>Scholz</strong> & <strong>Friends</strong> will continue<br />
to be committed to environmental protection in all its activities.<br />
Climate change hits the Antarctic<br />
biosphere first, so two penguins<br />
are the ideal mascots for the<br />
Deutsche Energie-Agentur climate<br />
protection campaign. By <strong>Scholz</strong> &<br />
<strong>Friends</strong> Berlin.<br />
The sight of the cute little penguins<br />
“Prima” and “Klima” (“Great”<br />
and “Climate”) demonstrating for<br />
climate protection makes joining in<br />
irresistible. A campaign by <strong>Scholz</strong><br />
& <strong>Friends</strong> Berlin.<br />
37 l Environment
The Orchestra of Ideas in Berlin and London for Hapag-Lloyd Express (examples: see page 123). From left to right, outer row: Sebastian<br />
Wilke (trade marketing and CRM), Johannes Bohnen (PR), Matthias Spaetgens (advertising), Jörg Mayer (trade marketing and CRM),<br />
Stephan Goldemund (trade marketing and CRM), Jan Leube (advertising), Tim Stockmar (advertising), Sebastian Turner (advertising);<br />
centre: Cathleen Michaelis (advertising), Kay Lübke (advertising), Verena Winkler (trade marketing and CRM), Harald Koonert (trade
marketing and CRM), Dirk Haase (advertising), Nina Krasemann (PR); front row: Katharina Heidschmidt (advertising), Iris Mittelberg<br />
(advertising), Penelope Winterhager (advertising), Wolfgang Schlutter (advertising); not shown: Michael Häußler (advertising), Alexa<br />
Montag (advertising), Torsten Lindner (advertising), Detlef Arnold (event), Heidrun Funk (event), Stephan Koltai (advertising), Steve<br />
Spence (advertising), Pamela Erdmann (advertising), Sabine Bäsler (advertising).
Research and Development<br />
Knowledge and Putting It to Good Use<br />
An ad by S Team <strong>Scholz</strong> & <strong>Friends</strong><br />
Ljubljana simply and vividly shows<br />
how to make the trip home after a<br />
night out drinking.<br />
40 l Research and Development<br />
In a communication company “research and development” does not mean a lab<br />
full of scientists or engineers. All creative and account management employees are<br />
also researchers and developers in their own right: analysis and creative solutions are<br />
their daily bread. Or, as the advertising legend Bill Bernbach put it, “Creative is not a<br />
department.”<br />
Theory from day to day<br />
Nevertheless, <strong>Scholz</strong> & <strong>Friends</strong> also integrates theoretical discourse in its daily work,<br />
as this frequently yields new ideas for practical application. One of our main research<br />
emphases has always been to deepen our understanding of the connection between<br />
creativity and efficiency. The aim is to put empirical findings – that creative campaigns<br />
are more efficient – on an objective and academically sound basis. One result has been<br />
a prominent 2001 study by the Technical University Berlin, co-sponsored by <strong>Scholz</strong> &<br />
<strong>Friends</strong>.* Many additional studies have contributed to a widespread appreciation of<br />
the efficiency of creative advertising in the industry.<br />
* V. Trommsdorf and J. Becker: Werbekreativität und Werbeeffektivität – eine empirische Untersuchung,<br />
in: transfer, Werbeforschung und Praxis, 3/2001<br />
A second study also initiated at the Technical University Berlin researched the<br />
effectiveness of pretests as forecasting tools. Entitled “Ways out of the misery of<br />
testing”,* the study made a broad assessment of how pretesting helps agencies and<br />
marketing departments to predict the success of a campaign. The results provided<br />
valuable pointers on how cooperation between agencies, clients and testing institutes<br />
can be optimised. Two insights were of particular interest: the creative quality of a<br />
campaign is the strongest indicator of success on the market, and pretests tend to<br />
yield a high percentage of misleading results.<br />
* V. Trommsdorf: Werbe-Pretests – Praxis- und Erfolgsfaktoren, in: stern Bibliothek, Gruner+Jahr, Hamburg 2003<br />
<strong>Scholz</strong> & <strong>Friends</strong>’ latest subject is the critical debate between theory and practice in<br />
integrated communication. <strong>Scholz</strong> & <strong>Friends</strong> has developed its own model, “Orchestrated<br />
Communication”, and discussed it in many publications. This new buzzword has<br />
already entered the industry’s vocabulary, and the model is the subject of lively discussion,<br />
for example on the Deutsche Effizienz-Tag 2002 in Berlin.*<br />
* Dokumentation zum Deutschen Effizienz-Tag 2002 in Berlin, Spiegel-Verlag<br />
Exchanging knowledge and passing it on<br />
Our theoretical work extends beyond these topics. Further contents under discussion<br />
at <strong>Scholz</strong> & <strong>Friends</strong> and presented at teaching events and conferences include:<br />
•“Good advertising, or how to organise awareness” – Marc Schwieger, lecture at the<br />
Mid Ruhr Chamber of Commerce and Industry, Bochum<br />
•“Easy come, easy go. Fashion as a principle of value creation” – Marc Schwieger, lecture<br />
at the radio drama forum of the NRW Film Foundation, Cologne
•“Communication in China and Germany. On the occasion of the 30th anniversary of<br />
German-Chinese diplomatic relations” – Sebastian Turner, lecture at the Chinese<br />
reception, Konzerthaus am Gendarmenmarkt, Berlin, April 2002<br />
•“Sex tells. What erotic advertising says about the product and the advertiser” –<br />
Sebastian Turner/Christian Schmuck, lecture at the advertising business conference,<br />
Publica April 2002, Messezentrum Vienna<br />
•“Agency of the future: Orchestrate your brand idea” – Sebastian Turner, lecture at the<br />
Reemtsma Marketing Academy, Hamburg, May 2002<br />
•“Agency of the future: don’t just push, pull!” – Sebastian Turner, lecture at the Clio<br />
Festival, Miami, May 2002<br />
•“We are not in the advertising business, we are in the idea business” – Sebastian Turner,<br />
lecture on the occasion of Clio Ad China, Shanghai, September 2002<br />
•“Developing and assessing creative advertising concepts” – Sebastian Turner, guest<br />
professorial seminar at the Institut für Visuelle Kommunikation, Berlin University of<br />
the Arts<br />
•“Managing an advertising agency” – Thomas Heilmann, guest professorial seminar at the<br />
Institut für Gesellschafts- und Wirtschaftskommunikation, Berlin University of the Arts<br />
Teaching positions at educational establishments have enabled us to promote young<br />
talent and generate interest in the agency. <strong>Scholz</strong> & <strong>Friends</strong> co-founded the student<br />
agency “Töchter und Söhne” at the Berlin University of the Arts and works closely with<br />
it. We also continue to support the Texterschmiede Hamburg (copywriting academy)<br />
and the student initiative “MTP – marketing between theory and practice” in Hamburg<br />
and Berlin.<br />
Scholarship for young creative talent from across Europe<br />
With the “Jürgen <strong>Scholz</strong> Scholarship for Creative Excellence”, <strong>Scholz</strong> & <strong>Friends</strong><br />
supports young creative talents from all over Europe, while paying tribute to the agency<br />
founder, Jürgen <strong>Scholz</strong>. Students with a creative major at a European academy or<br />
university, who are in their last year of studies and who are either working on or<br />
preparing their thesis, may apply.<br />
Creating space for ideas<br />
Van Gogh, Hemingway and Matisse used them, so <strong>Scholz</strong> & <strong>Friends</strong> thought it<br />
would be nice to see what creatives could do with a pocket moleskine notebook.<br />
Our black special edition in English, with a calendar and all sorts of goodies,<br />
such as “22 favourite presentation one-liners” and a glossary of advertising jargon<br />
in 13 languages – from Spanish to Mandarin. But above all we want it to be a<br />
place for ideas. We hammer it home with a checkbox at the bottom of each page:<br />
“Idea: yes/no?”, reflecting our agency philosophy of throwing out all the bad<br />
suggestions until the right idea comes along. The first edition is now sold out, but<br />
the new run for 2004 will be available from the autumn at selected bookshops<br />
and via e-mail from www.s-f.com.<br />
41 l Research and Development
Do you speak the language of advertising?<br />
42 l Research and Development<br />
The agency supports the holders of the scholarship with apple 500 per month until the<br />
end of their studies. The maximum period for financial support is one year. In addition,<br />
their progress is accompanied by the counsel of a top creative from one of the agency<br />
offices.<br />
Members of the jury are Mark Featherstone-Witty (CEO, Liverpool Institute of<br />
Performing Arts, LIPA), Professor Wolfgang Schönholz (Hochschule für Angewandte<br />
Wissenschaft Hamburg), Peter Martin Schöning (Chairman of the Supervisory Board,<br />
<strong>Scholz</strong> & <strong>Friends</strong> AG) and Sebastian Turner.<br />
The second of these scholarships was awarded in January of this year to Peter<br />
Stauch, a 27-year-old film student from Munich whose two subtly composed and<br />
humorous short films convinced the jury. Young creatives submitted entries from<br />
twelve countries: Australia, Austria, Belgium, Bosnia-Herzegovina, the Czech Republic,<br />
Germany, Hungary, Israel, Poland, Ukraine, the UK and Yugoslavia. The closing date<br />
for next year’s submissions is 15 November 2003 (scholarship@s-f.com).<br />
Development: Setting new standards<br />
The challenge of creative communication is to develop something new and exciting<br />
out of every briefing. Achieving this raises the chances of both success on the market<br />
and recognition at creative competitions. The Gold Medal of the Art Directors Club of<br />
Germany, for example, is awarded for “an outstanding creative innovation of international<br />
class”. One such award was won by <strong>Scholz</strong> & <strong>Friends</strong>’ campaign last year for the<br />
Ecumenical Kirchentag 2003. Many more innovations of this kind in 2002 confirmed<br />
the agency’s continued position at the top of German creative rankings.<br />
However, as an all-encompassing communication service provider, <strong>Scholz</strong> &<br />
<strong>Friends</strong> does not just develop groundbreaking creative campaigns. We also find new<br />
means and instruments of communication. Last year we brought many to fruition:<br />
•Europe on the factory floor<br />
Plato Kommunikation developed a new dialogue format, “Werkhallen Talks” (factory<br />
talks), for the European Commission and the European Parliament, in cooperation with<br />
various corporate partners. Representatives of business, politics, employees’ groups and<br />
the media come together in authentic industrial surroundings to discuss the regional<br />
Understanding advertising lingo is not a problem with <strong>Scholz</strong> & <strong>Friends</strong>’ indispensable<br />
“Werbisch-Deutsch” (Advertising German – German) dictionary. The new edition<br />
for 2003 is dedicated to all those who live and thrive in the world of German advertising,<br />
who want to understand advertising German, or who need such a dictionary<br />
for their academic pursuits. <strong>Scholz</strong> & <strong>Friends</strong> delivers translations for single terms<br />
and turns of phrase: from “ABC-Kunden-Analyse”, “Cocooning” and “Eiertanz” to<br />
“rumhühnern” and “Zweitnutzen”, consult the dictionary to find out more. It<br />
makes a good read, providing scintillating insights into a wealth of findings culled<br />
from everyday life in an international agency network. The dictionary is published<br />
by Redline Wirtschaft bei Ueberreuter and is available in bookshops for apple 15.90.
implications of EU enlargement with the work force. Media partners host the talks and<br />
provide them with extensive coverage. Thanks to their popularity among workers and<br />
regional multipliers, Werkhallen Talks will continue in 2003.<br />
•Lifestyle for China<br />
Last year Factual Films secured long-term scheduling for two programming projects<br />
on China’s second-largest TV station. Now being produced together with commercial<br />
breaks in Berlin by a Chinese/German team, the motoring and lifestyle magazine shows<br />
are transmitted on Beijing TV. A large number of German companies are taking advantage<br />
of this unique platform to bring their brand messages to a Chinese audience.<br />
•100 days, 100 ads<br />
From the entrepreneur to the trainee, from the professor to the student, from the shop<br />
steward to the umemployed person: for the first time people from every imaginable<br />
walk of life are taking part in an advertising campaign. They are presenting suggestions<br />
for solving Germany’s pressing economic problems under the motto “Aufbruch jetzt!”<br />
(action now!) in a daily ad on the back page of the tabloids Bild and Bild am Sonntag.<br />
The forum for the 100-day campaign was created by <strong>Scholz</strong> & <strong>Friends</strong> Agenda and<br />
<strong>Scholz</strong> & <strong>Friends</strong> Berlin for the Vereinigung der Bayerischen Wirtschaft (vbw) and the<br />
Verband der Bayerischen Metall- und Elektro-Industrie e.V. (VBM). These institutions<br />
representing industry and commerce in Bavaria seized the frustration felt by many over<br />
the slow progress of reform and gave the federal government an extra 100 days after their<br />
first 100 to get moving with some substantial action. The campaign is also represented<br />
on the Internet at www.aufbruch-jetzt.de. High-profile contributors have included<br />
the historian Arnulf Baring, the editor in chief of manager magazin Wolfgang Kaden,<br />
the celebrity hairdresser Gerhard Meir, the two-time Olympic cycling champion Jens<br />
Lehmann, the pop singer Bernhard Brink, the former footballer Manfred Burgsmüller,<br />
the President of the German Institute of Economic Research Klaus Zimmermann, the<br />
Olympic dressage champion Nicole Uphoff, the designer Willy Bogner, the comedian<br />
Pit Krüger, the President of TSV 1860 München Karl-Heinz Wildmoser, Tobias Künzel<br />
of the pop band “Die Prinzen” and the publicist Hugo Müller-Vogg.<br />
•A market for donations in kind<br />
More than 370,000 people were affected by the German floods of summer 2002. The<br />
flooding destroyed many households, but people were eager to help. So <strong>Scholz</strong> & <strong>Friends</strong><br />
developed a concept that, for the first time, made it possible to give donations in kind –<br />
of items or services – to victims quickly and easily. At the heart of the “Ich helfe dir”<br />
(I help you!) promotion was a web portal where contributors offered their donation<br />
and those affected by the flood could search for the items or services they needed. The<br />
portal matched donations with requests. The promotion was conducted in partnership<br />
with T-Online and the TV station ZDF, with German president Johannes Rau<br />
acting as patron. The marketplace was accessible via www.ich-helfe-dir.t-online.de and<br />
www.ich-helfe-dir.zdf.de, and those without Internet access could use a free hotline run<br />
by Deutsche Telekom. Items up to 31.5 kg in weight were delivered by Hermes delivery<br />
service free of charge, while heavier deliveries were handled by the logistics company<br />
GEL. More than 46,000 offers were received, 13,391 donations brokered and 11,000 of<br />
them delivered free of charge during the course of the promotion. The market principle<br />
of the portal also ensured a high degree of efficiency: only donations for which there<br />
was a genuine need were delivered. All donations went to the benefit of those affected<br />
by the floods (see also page 141).<br />
Sugar is not just about sweetness,<br />
as charmingly shown in an image<br />
campaign for Nordzucker, one of<br />
Europe’s leading sugar producers,<br />
by the <strong>Scholz</strong> & <strong>Friends</strong> subsidiary<br />
deepblue networks.<br />
43 l Research and Development
Branding people<br />
44 l Research and Development<br />
•Artistry in light draws a line under the flooding crisis<br />
Images of the flooding crisis dominated the media for a whole week, and not just in<br />
Germany. After the waters had ebbed away and the worst of the damage had been<br />
rectified, a new problem emerged. Pictures of the destruction had been so vivid that<br />
tourism and investment in Dresden and throughout Saxony were failing to recover. So<br />
<strong>Scholz</strong> & <strong>Friends</strong> developed an idea with the world-renowned artist Gert Hof: the imagery<br />
of the floods could only be erased by a new imagery – one that showed Dresden shining<br />
brightly once again. Hof, supported by <strong>Scholz</strong> & <strong>Friends</strong> Group, Deutsche Bank, the<br />
publishing house Gruner+Jahr and other sponsors, realised a light extravaganza within a<br />
matter of weeks, to maximum image-building effect. Shortly before Christmas, 100,000<br />
people saw the epic display on location at the city’s Semperoper opera house, with<br />
approximately 400 TV stations broadcasting the scene around the world. In Germany<br />
alone, over 100 million media impressions were made via print and TV reports, and<br />
the world-wide reach was estimated to be around 500 million impressions. End-of-year<br />
reviews and documentaries highlighted the images showing the return to normality,<br />
emphasiting that “Dresden shines again” (see also page 141).<br />
Artists, politicians, sports stars and even jobseekers and one-man companies are<br />
active in markets where they have to present themselves in a compelling light. And<br />
as is the case for many products, these markets are largely saturated, and abilities<br />
are often interchangeable. In this light, it is becoming more important for many<br />
people to build up a distinctive, enduring image. Perhaps they might also profit from<br />
the extensive insights of modern brand management? This collection of essays,<br />
“Der Mensch als Marke” (People as brands), a scholarly and entertaining look at the<br />
subject, was produced mainly by contributors from the Berlin University of the Arts,<br />
and published by Verlag Business Village, Göttingen. The project was supported by<br />
<strong>Scholz</strong> & <strong>Friends</strong>. In addition to the editor, Prof. Dr. Dieter Herbst, and other academic<br />
staff and students of the Berlin University of the Arts, contributors included pop star<br />
Thomas Anders of “Modern Talking” and “Der Spiegel” columnist Matthias Matussek.<br />
Copies can be ordered at www.der-mensch-als-marke.de.
Corporate Governance<br />
Our Principles<br />
In December 2002 <strong>Scholz</strong> & <strong>Friends</strong> AG issued through its Board of Directors and<br />
Supervisory Board as the first German advertising company their own Corporate<br />
Governance Principles. The company <strong>Scholz</strong> & <strong>Friends</strong> AG attaches a high level of importance<br />
to the concept of corporate governance. Our Corporate Governance Principles<br />
illustrate to the public how we as a company want to achieve responsible, value driven<br />
management and control of the company. The establishment and observance of our own<br />
corporate governance system is an intrinsic part of the conscious image and philosophy<br />
of our company. The Board of Directors, the Supervisory Board and the employees<br />
of <strong>Scholz</strong> & <strong>Friends</strong> AG all identify with the principles, which we have introduced on a<br />
corporate-wide basis.<br />
We trade in the knowledge that it is the shareholder that has provided the equity<br />
capital of the company and therefore the shareholder that bears the entrepreneurial<br />
risk. Our Corporate Governance Principles are designed to stabilise and increase the<br />
level of trust of our present and future shareholders, customers, employees, business<br />
partners and the public on national and international markets.<br />
In order to ensure that the company’s Corporate Governance Principles are observed,<br />
the Board of Directors and the Supervisory Board have appointed Mr Christian<br />
Tiedemann (CFO) as corporate governance supervisor. He will be responsible for reporting<br />
to the Board of Directors and the Supervisory Board on all matters concerning<br />
corporate governance.<br />
The specific principles set out by <strong>Scholz</strong> & <strong>Friends</strong> AG are designed to regulate the<br />
relationship of the company to its shareholders, the tasks and obligations of the Board<br />
of Directors and the Supervisory Board, the specific tasks of the Chairman of the Supervisory<br />
Board, the cooperation between the Board of Directors and the Supervisory<br />
Board, the transparency disclosed by the company and the company’s reporting and<br />
auditing procedures.<br />
Special emphasis should be placed on the facts that:<br />
1 In the interest of the equal treatment of shareholders and the fair disclosure of<br />
information, all important company publications and disclosures will be posted on our<br />
website.<br />
2 Members of the Board of Directors and the Supervisory Board are obliged to observe<br />
the company’s Corporate Governance Principles at all times in order to avoid<br />
any potential conflicts of interest. The Board of Directors and Supervisory Board will<br />
work very closely together to the benefit of the company.<br />
3 We intend to create more transparency by providing information on the individual<br />
ownership of shares in <strong>Scholz</strong> & <strong>Friends</strong> AG by members of the Board of Directors and<br />
Supervisory Board, including any existing option rights.<br />
4 Further Corporate Governance Principles have been included in the internal rules<br />
of procedure of both the Board of Directors and the Supervisory Board. These include<br />
the obligation of the Board of Directors to submit regular reports to the Supervisory<br />
Board, a description of the business transactions of the Board of Directors that will<br />
“Not what you expect.” The Jewish<br />
Museum is always good for a<br />
surprise: with its architecture, with<br />
a new museum concept and with<br />
this campaign by <strong>Scholz</strong> & <strong>Friends</strong><br />
Berlin.<br />
45 l Corporate Governance
The Orchestra of Ideas for Tchibo Non Food<br />
Full view on page 10<br />
A successful UK premiere:<br />
<strong>Scholz</strong> & <strong>Friends</strong> NeuMarkt issues<br />
the first English version of TCM<br />
Magazine.<br />
A print campaign accompanies<br />
Tchibo to the UK, highlighting the<br />
unique nature of the Tchibo shop<br />
concept.<br />
46 l Corporate Governance<br />
require the consent of the Supervisory Board and the definition of the jurisdiction of<br />
the Board of Directors and Supervisory Board.<br />
You can download the complete Corporate Governance Report of <strong>Scholz</strong> & <strong>Friends</strong> AG<br />
as well as the Corporate Governance Declaration of Conformity and Corporate<br />
Governance Principles from our homepage at www.s-f.com under the category Investor<br />
Relations/Corporate Governance.<br />
Objective: Tchibo shops’ weekly-changing product<br />
groups should be brought together under a single<br />
brand.<br />
Conducting idea: Product changes form the basis of<br />
the campaign: every week a new, unique and inspiring<br />
world of Tchibo products is born.<br />
Tagline: A new experience every week<br />
Results: Growth in sales and market share (countering<br />
the general market trend); successful expansion into<br />
the UK and Switzerland; increased brand awareness.<br />
The weekly TCM Magazine<br />
presents the product range and<br />
the key visual of the week.<br />
Opening decoration of Tchibo<br />
shops in the UK.<br />
Multiple media, simultaneously:<br />
the world of Tchibo as seen on TV.<br />
Ads on the theme of the week<br />
provide further information.<br />
Product packaging: orchestrated<br />
in line with the conducting idea.<br />
Orchestrated communication<br />
right down to the window displays,<br />
where the theme of the week is<br />
revealed.
The Share<br />
Difficult Environment Affects the Share Price<br />
Trends in the financial markets during 2002<br />
The German capital market was badly affected in 2002 by the continuing uncertainties<br />
arising from the threat of military conflicts, new scandals in American and German<br />
financial markets and persistent weakness of the economy.<br />
The main German share index, DAX, was down by around 44% over the full year<br />
and thus chalked up a loss for the third year in succession. The MDAX index put up a<br />
generally better performance during the course of the year but still finished 30% down.<br />
The SDAX and the CDAX were 28% and 40% down respectively. The worst loss was<br />
suffered by the NEMAX 50, which slumped by nearly 70%.<br />
Despite the hesitant mood prevailing on the capital market in 2002, one encouraging<br />
sign was that the number of persons directly owning shares had started to rise<br />
again by the end of the year. Attractively low share prices and the increasing readiness<br />
of many corporate managements to disclose more information on their operations<br />
helped to fuel investor interest.<br />
The dominant mood in 2003 is one of muted confidence. Realism has returned to<br />
the market, and investors are back with their feet on the ground. The uncertain geopolitical<br />
situation and the stagnant global economy remain the dominant issues at the<br />
start of 2003. Attempts were made during 2002 to restore investor confidence with<br />
new regulations and reorganisation of the stock market. The year 2003 will show what<br />
effect these actions will have.<br />
Share price development<br />
Comparison of <strong>Scholz</strong> & <strong>Friends</strong> AG with the CDAX-Media-Index 2002<br />
Market value of <strong>Scholz</strong> & <strong>Friends</strong> share in apple<br />
5<br />
4.5<br />
4<br />
3.5<br />
3<br />
2.5<br />
2<br />
1.5<br />
1<br />
0.5<br />
0<br />
Date 2/1 2/2 2/3 2/4 2/5 2/6 2/7 2/8 2/9 2/10 2/11 2/12<br />
<strong>Scholz</strong> & <strong>Friends</strong> AG CDAX-Media-Index<br />
Summer 2002: Dresden’s<br />
cultural treasure is under water.<br />
<strong>Scholz</strong> & <strong>Friends</strong> Berlin commits<br />
itself spontaneously with a call<br />
for donations.<br />
47 l The Share
With this image campaign, the<br />
Süddeutsche Zeitung discovers<br />
new readers. The German Art<br />
Directors Club discovered this<br />
idea by <strong>Scholz</strong> & <strong>Friends</strong> Berlin:<br />
prize in “Newspaper” category.<br />
48 l The Share<br />
The weak market environment did not deter <strong>Scholz</strong> & <strong>Friends</strong> AG from pressing<br />
ahead during 2002 with its plans to transform the company into a pan-European<br />
communication services provider. The management has declared itself satisfied with the<br />
restructuring, but emphasised that the share price at the end of the year reflects neither<br />
the company’s net worth nor the potential now available in the agency network.<br />
With trading generally running at a low level, the <strong>Scholz</strong> & <strong>Friends</strong> share price fell<br />
by 68.6% during 2002 from apple 4.52 to apple 1.42. Performance of the CDAX-Media-Index<br />
was also negative, falling by around 50% during 2002.<br />
Main shareholder planning to sell out<br />
The announcement early in 2003 that the parent company Cordiant Communications<br />
plc. was planning to sell its shares in <strong>Scholz</strong> & <strong>Friends</strong> AG was welcomed by the<br />
market. This separation will release <strong>Scholz</strong> & <strong>Friends</strong> from the restrictions imposed by<br />
Cordiant’s stringent austerity programme and enable it to speed up progress with its<br />
expansion plans. The sale of the shares will open up some potentially big opportunities<br />
for the <strong>Scholz</strong> & <strong>Friends</strong> Group. Cordiant’s announcement pushed up the <strong>Scholz</strong> &<br />
<strong>Friends</strong> share price by a few percentage points.<br />
<strong>Scholz</strong> & <strong>Friends</strong> shares at a glance<br />
Initial capital apple 21,460,000 apple 21,460,000<br />
Number of shares 21,460,000 21,460,000<br />
Market capitalisation* apple 30,473,200 apple 96,999,200<br />
Close of the year price apple 1.42 apple 4.52<br />
Highest variable price apple 4.50 apple 6.30<br />
Lowest variable price apple 1.40 apple 3.60<br />
Earnings per share apple (0.52) apple (0.15)<br />
Earnings per share after DVFA/SG apple (0.52) apple (0.15)<br />
Cash flow per share after DVFA/SG apple 0.31 apple 0.85<br />
Equity per share apple 1.25 apple 1.76<br />
Free float** 13.92% 14.68%<br />
* On 31 December 2002 and 2001, respectively, related to the end-of-year price<br />
** In conformity with the free float definition of Deutsche Börse AG<br />
2002 2001<br />
Market segment Geregelter Markt (General Standard)<br />
Type of share Individual shares<br />
Security code no. 697 280<br />
ISIN Code DE 000 697 280 5<br />
Stock exchange contraction SFA<br />
Reuters contraction SFAG.F<br />
Bloomberg contraction SFA GR<br />
Market locations Xetra, Frankfurt, Berlin, Hamburg, Munich, Stuttgart
The <strong>Scholz</strong> & <strong>Friends</strong> AG share was listed for trading on Frankfurt Stock Exchange’s<br />
regulated market (Geregelter Markt) on 26 November 2001 and has been included in<br />
Deutsche Börse AG’s General Standard as from the beginning of 2003. <strong>Scholz</strong> & <strong>Friends</strong><br />
AG will comply not only with the General Standard’s legal requirements but also with<br />
the following obligations imposed on shares included in the Prime Standard: voluntary<br />
presentation of consolidated annual financial statements prepared in accordance with<br />
IAS, annual analysts’ conferences, publication of a financial calendar and publication<br />
(as in the past) of ad hoc announcements in German and English.<br />
Shareholder structure on 31 December 2002<br />
Shareholder Number of shares %<br />
BATES Deutschland Holding GmbH 16,589,000 77.30<br />
Millennium Venture Capital AG 1,883,000 8.78<br />
Media Port Beteiligungs- und Verwaltungs GmbH 1,011,185 4.71<br />
Penk Pannier Beteiligungsgesellschaft mbH 551,960 2.57<br />
Wolfgang Boyé* 76,200 0.36<br />
Ekkehard Streletzki** 43,916 0.20<br />
Tewe Pannier* 37,623 0.18<br />
Thomas Heilmann* 8,400 0.04<br />
Sebastian Turner* 8,400 0.04<br />
Further free float 1,250,316 5.82<br />
Total 21,460,000 100.00<br />
* Member of the Board of Directors<br />
** Member of the Supervisory Board<br />
BATES Deutschland Holding GmbH is a wholly-owned subsidiary of Cordiant Holdings GmbH of Frankfurt/Main,<br />
which is itself a wholly-owned subsidiary of Cordiant Communications Group plc. of London.<br />
Thomas Heilmann and Sebastian Turner, both of whom are Chairmen of the Board of Directors of <strong>Scholz</strong> & <strong>Friends</strong><br />
AG, each own a 50% interest in Millennium Venture Capital AG.<br />
Ekkehard Streletzki, a member of the <strong>Scholz</strong> & <strong>Friends</strong> AG Supervisory Board, indirectly owns a 50% interest in<br />
Media Port Beteiligungs- und Verwaltungs GmbH.<br />
Tewe Pannier and Wolfgang Penk each own a 50% interest in Penk Pannier Beteiligungsgesellschaft mbH. Tewe<br />
Pannier has resigned his position as a member of the Board of Directors of <strong>Scholz</strong> & <strong>Friends</strong> AG with effect from<br />
31 December 2002.<br />
As of 31 December 2002, the members of the Board of Directors directly owned 130,623 shares in the company.<br />
Deutsche Börse AG defines the term “free float” as the total number of shares in the possession of shareholders<br />
whose direct interest in a company’s share capital is less than 5%.<br />
According to this definition, the free float in <strong>Scholz</strong> & <strong>Friends</strong> AG totalled 13.92% at the end of 2002.<br />
“You’ve never experienced the<br />
World Cup like this before.”<br />
This statement applies not only<br />
to the advertisement concept by<br />
<strong>Scholz</strong> & <strong>Friends</strong> Berlin but also<br />
to the first-class reports in the<br />
sports section of the Süddeutsche<br />
Zeitung.<br />
49 l The Share
For the consumer goods trade fair<br />
Tendence, <strong>Scholz</strong> & <strong>Friends</strong> Berlin<br />
was inspired by the best designer<br />
in the world: nature.<br />
50 l The Share<br />
Share segment changes by Deutsche Börse AG<br />
In the autumn of 2002 Deutsche Börse AG announced details of its plans to<br />
rearrange its share segments. The new stock exchange regulations (BörsO neu) entered<br />
into force on 1 January 2003. They include the creation of two new segments – Prime<br />
Standard and General Standard – and the reorganisation of the index systems to cater<br />
for the needs of investors. Deutsche Börse AG’s objectives in making these changes are,<br />
firstly, to give the capital market more integrity and make it more attractive to both<br />
investors and companies planning share issues and, secondly, to create a transparent<br />
and attractive stock market in Europe.<br />
Directors’ Dealings<br />
Many companies accorded high priority in 2002 to the task of regaining investor<br />
confidence. The Fourth Financial Market Development Act passed by the German<br />
parliament sought to support this objective and includes provisions stipulating disclosure<br />
of so-called directors’ dealings. These relate to trading in a company’s shares by<br />
members of its executive or supervisory bodies. During the period under review there<br />
were no directors’ dealings in <strong>Scholz</strong> & <strong>Friends</strong> AG shares requiring disclosure under<br />
the new regulations.<br />
Corporate Governance<br />
The German Corporate Governance Code contains important regulations for the<br />
management and supervision of companies listed on German stock exchanges and lists<br />
generally recognised standards of good, responsible corporate governance.<br />
Among the many companies signing declarations of conformity with the German<br />
Corporate Governance Code in 2002, <strong>Scholz</strong> & <strong>Friends</strong> AG was in December 2002 the<br />
first German advertising and media company to issue such a declaration after approval<br />
by its Board of Directors and Supervisory Board. The wording of the Declaration of<br />
Conformity, the Corporate Governance Principles and the Corporate Governance<br />
Report can be found on the company’s website at www.s-f.com. Additional information<br />
on corporate governance at <strong>Scholz</strong> & <strong>Friends</strong> can be found on page 45 of this report.<br />
Intensification of investor relations activities<br />
The Investor Relations Department at <strong>Scholz</strong> & <strong>Friends</strong> is part of the company’s<br />
communications team. Together with the Public Relations and New Business teams, it<br />
is responsible for dissemination of clear, detailed information on the <strong>Scholz</strong> & <strong>Friends</strong><br />
agency network.<br />
<strong>Scholz</strong> & <strong>Friends</strong> intensified its investor relations activities considerably over the<br />
past year as part of its policy of satisfying the needs of its shareholders and strengthening<br />
their confidence in the company.
The capital market sets high standards, irrespective of the segment to which a<br />
company belongs. <strong>Scholz</strong> & <strong>Friends</strong> AG regards it as one of its key duties to create, maintain<br />
and strengthen shareholder confidence. This is why the company has undertaken<br />
to comply with the Corporate Governance Code and to make voluntary announcements<br />
on its financial situation.<br />
The e-mail newsletter circulated in 2002 contained detailed reports on the <strong>Scholz</strong><br />
& <strong>Friends</strong> communications network. Anyone interested was able to obtain regular,<br />
up-to-date news of recent campaigns and productions and information on the share.<br />
<strong>Scholz</strong> & <strong>Friends</strong> also published voluntary ad hoc announcements and made its annual<br />
report available in German and English. It will continue to do this in the future as a<br />
way of ensuring that international investors can obtain clear, detailed information on<br />
the company.<br />
The Investor Relations pages at the www.s-f.com website were redesigned last year.<br />
They now provide all relevant information on the share and the company and explain<br />
how to obtain copies of the annual report and place an order for the newsletter, both<br />
of which can also be downloaded in German or English.<br />
Analyst and media conferences were held during 2002, at which the management<br />
made presentations of <strong>Scholz</strong> & <strong>Friends</strong> AG and held interviews with individual analysts,<br />
institutional investors and representatives of the financial press. <strong>Scholz</strong> & <strong>Friends</strong> AG’s<br />
first Annual General Meeting was held on 4 July 2002 in Berlin and was attended by<br />
over one hundred shareholders, employees and other interested persons. 18,787,325<br />
votes, equivalent to 87.55% of the subscribed capital, were present or represented at<br />
the meeting. The next Annual General Meeting will be held in Berlin on 27 August 2003.<br />
New pages have been added to the website at www.s-f.com, from which shareholders<br />
can obtain all relevant information and documents as well as proxy forms granting<br />
powers of attorney to vote at the meeting.<br />
51 l The Share
The Orchestra of Ideas for Mercedes-Benz Commercial Vehicles<br />
Full view on page 2<br />
Buyers of the Actros with the<br />
most powerful V8 engine get this<br />
revision of the “long vehicle” sign<br />
for free.<br />
Mercedes-Benz looked a little<br />
closer at the everyday problems of<br />
motoring, and answered them<br />
with the Vaneo.<br />
When Mercedes-Benz does<br />
particularly well in a magazine<br />
readers’ poll, the vehicles themselves<br />
bask in the glory.<br />
52 l The Share<br />
Objective: Add emotional value to all Mercedes-Benz<br />
Commercial Vehicles, from the Transporter right up to a<br />
40-tonne HGV.<br />
Conducting idea: All advertising material should demonstrate<br />
what it is that Mercedes-Benz shares with its customers,<br />
whether tradesmen, truckers, hauliers or building<br />
contractors: the passion to achieve perfect results.<br />
Results: In every segment, market leadership was either<br />
consolidated or even extended. Communication for<br />
commercial vehicles has become an important part of<br />
Mercedes-Benz’s overall brand presentation. Many<br />
awards have been won at creative competitions, including<br />
a Golden Lion at Cannes.<br />
The Mercedes-Benz Axor has the<br />
largest payload in its class, and<br />
thus quite a predilection for extralarge<br />
cargo.<br />
An image campaign for the<br />
Mercedes-Benz Transporter by<br />
<strong>Scholz</strong> & <strong>Friends</strong> Berlin shows<br />
how to win the hearts of the<br />
tradesmen.<br />
A nice surprise at the trade fair:<br />
child-friendly giveaways for travel<br />
enthusiasts to promote Mercedes-<br />
Benz recreational vehicles.<br />
The Mercedes-Benz Atego is so<br />
easy to handle that delivery men<br />
get almost anywhere.<br />
The laundry’s not real, of course.<br />
Just an amusing reference to<br />
driving-school vehicles from<br />
Mercedes-Benz.<br />
Communicating at the point of<br />
sale: “Caution! Falling prices!”<br />
Special versions of the smart ® are<br />
available – as a police car, for<br />
example.<br />
Not a good place to get stranded.<br />
Thanks to the Mercedes-Benz<br />
mobility guarantee, there’s no<br />
problem for the driver, the haulier,<br />
or the fish.<br />
Making light of heavy loads:<br />
dumbbells pointing to the HGV<br />
“Tyre service for heavyweights”.
Consolidated Financial Report<br />
53 l Consolidated Financial Report
Group Management Report<br />
<strong>Scholz</strong> & <strong>Friends</strong> Sensai designed<br />
a trade fair stand for The Boston<br />
Consulting Group using bold<br />
campaign motifs to create an<br />
appropriate space for interviews.<br />
54 l Consolidated Financial Report<br />
Stagnation of the global economy<br />
The outlook on the global economy grew increasingly sombre over the course of<br />
fiscal year 2002, particularly in the face of an impending war with Iraq.<br />
The impact of the weak economy in North America and Europe affected Germany<br />
in particular; one clear indication of this impact was that economic growth in Germany<br />
was again very low, as in the previous year, with an increase in gross domestic product<br />
(GDP) of significantly less than 1%.<br />
Difficult global market situation for the advertising industry<br />
Consolidation continued to shape the international communication industry in<br />
2002, and the level of competition within the industry intensified considerably. In<br />
particular, fiscal year 2002 saw increasing pressure exerted on agency fees and<br />
remuneration. As in the previous year, the key factors which contributed towards this<br />
situation included the weak international demand of important markets and a sustained<br />
reduction in advertising outlay, leading to a decline in capacity utilisation. In an<br />
attempt to balance out short-term fluctuations in marketing outlay the international<br />
agency networks reacted with headcount adjustments and enhanced cost flexibility.<br />
Advertising environment in Germany<br />
The SCHOLZ & FRIENDS Group earned 83% (PY 81%) of its turnover in Germany,<br />
where the 2002 fiscal year saw the average outlay of trade and industry on advertising<br />
decline by approximately 4%, as in the previous year (source: Nielsen Media Research<br />
GmbH). The biggest cutbacks in advertising outlay were made by the office, IT, telecommunications<br />
and banking industries. Other industries, such as personal hygiene and<br />
cosmetics and the tourism industry, recognised the opportunity to promote attractive<br />
products with countercyclical advertising investments, thereby influencing the market<br />
structure in the coming years, and increased their outlay on advertising accordingly.<br />
However, the increased outlay from these industries was not sufficient to compensate<br />
for the cutbacks made by the majority of market participants.<br />
Many advertising agencies were forced to lay off qualified employees. Unemployment<br />
in the advertising industry reached an all-time high of nearly 5%.<br />
The market environment of SCHOLZ & FRIENDS Group<br />
For the SCHOLZ & FRIENDS Group the 2002 fiscal year saw the implementation of<br />
a number of measures designed to increase the value of the company. These measures<br />
were planned in 2001 on the basis of the merger with United Visions Entertainment AG<br />
and the subsequent flotation of the company on the stock exchange. The merger of<br />
SCHOLZ & FRIENDS and UVE has created a good strategic positioning for the group’s
services. One of our main objectives is to continue to reinforce and expand this position.<br />
Increasing media convergence is constantly placing higher demands on the creative<br />
and communicative abilities of advertising agencies, and it is becoming more and more<br />
difficult and expensive to grab and keep the attention of the consumer and the target<br />
group in the face of predatory competition. The resulting rise in marketing costs makes<br />
the diversification of brand communication, the integration of marketing procedures<br />
and the development of new formats absolutely imperative. The integration of United<br />
Visions Group means that SCHOLZ & FRIENDS Group has now expanded its range of<br />
services to include the promising segments event marketing and entertainment, thus<br />
creating an excellent basis to develop new platforms for brand advertising.<br />
These platforms enable us to powerfully communicate our clients’ brands to<br />
potential consumers. The brand is the most important distinguishing characteristic of<br />
a product, and it can only be successfully and profitably established if it is carefully<br />
positioned, systematically nurtured and professionally managed.<br />
SCHOLZ & FRIENDS is one of the most attractive addresses for creative services<br />
in Germany; the company is eminently well equipped to satisfy customer needs. After<br />
holding the number one spot in the creative rankings published by the respected<br />
specialist publication for the advertising industry, werben & verkaufen, in the previous<br />
year, SCHOLZ & FRIENDS again occupied one of the top spots this year, thus underscoring<br />
the position we have held for many years as a leading creative force in the<br />
marketing industry.<br />
Share price development<br />
Shares in SCHOLZ & FRIENDS AG have been quoted on the regulated market of<br />
the German stock exchange in Frankfurt since 26 November 2001 under the securities<br />
identification number 697 280. In comparison to the general development of the stock<br />
market, the development of our shares over the fiscal year was unsatisfactory. The<br />
shares lost 68.6% of their market value during the 2002 fiscal year.<br />
Company situation 2002<br />
Group structure: Integration of the UVE Group and consistent expansion of the network<br />
After its merger with UVE in the previous year, SCHOLZ & FRIENDS Group is the<br />
first group of agencies to offer its clients integrated push- and pull-communication<br />
services under the same roof, that is, the strategic combination of advertising and<br />
entertainment formats. This allows us to communicate our clients’ brand messages<br />
efficiently and consistently.<br />
The 2002 fiscal year saw the founding of Light Monuments GmbH in Berlin and<br />
Mar.s Communications GmbH in Munich. The Berlin-based company Light Monuments<br />
GmbH organises events involving creative light shows and pyrotechnics. We intend to<br />
incorporate SCHOLZ & FRIENDS brands into these global events and thus generate<br />
increased levels of product recognition. Mar.s Communications GmbH in Munich was<br />
set up to service the needs of regional clients.<br />
Furthermore, at the end of the fiscal year we also made the first part payment for<br />
the purchase of 51% of the company COUCH POTATOES Fernsehproduktions GmbH<br />
in Cologne (hereafter referred to as “CP”). This company is one of the leading TV<br />
production companies in Germany and will bring even more strength to our range of<br />
services in the area of entertainment (pull communication). CP produces more than<br />
400 hours of televisual entertainment every year. Customers include RTL, RTL II,<br />
Thinking is doing. <strong>Scholz</strong> & <strong>Friends</strong><br />
Berlin created this tagline for The<br />
Boston Consulting Group’s<br />
recruitment campaign. Different<br />
artworks by Keith Haring, Horst<br />
Antes and Felix Reidenbach show<br />
how consultants need both brains<br />
and hands to develop ideas that<br />
have a substantial positive impact<br />
on their clients’ performance.<br />
55 l Consolidated Financial Report
This calendar with collectable<br />
images from the cigarette brand<br />
Prima Optima caused quite a<br />
sensation in the Ukraine.<br />
A below-the-line campaign by<br />
<strong>Scholz</strong> & <strong>Friends</strong> Kyiv.<br />
56 l Consolidated Financial Report<br />
ProSieben and TV 3. The founding shareholders Bärbel Schäfer, a well-known television<br />
presenter, and Martin Schäfer, managing director, will remain with the company and<br />
continue to be shareholders.<br />
In the area of push communication SCHOLZ & FRIENDS AG has strengthened its<br />
business relationship with one of its key clients by increasing the company’s equity<br />
investment in deepblue networks AG from 19% to 49%. Preparations are being made<br />
for the purchase of the remaining shares in the company.<br />
Furthermore, the shares of the minority shareholder of Metagate GmbH in Hamburg<br />
were purchased at the end of the first half of the 2002 fiscal year, and our interest in<br />
the company Bönig & Yamaoka GmbH Int. Public Relations in Hamburg was sold.<br />
A further acquisition was the purchase of 30% of the company DDB (Ukraine) Ltd.<br />
in Nikosia, Cyprus, through which we now have an indirect interest in SCHOLZ &<br />
FRIENDS Kyiv, a limited company under Ukrainian law.<br />
Earnings situation: In line with the general market environment<br />
•Net sales<br />
In comparison to the Consolidated Profit and Loss Account for the previous year,<br />
turnover has fallen from Tapple 74,440 to Tapple 68,973. This is mainly due to the phasing<br />
out of unprofitable business fields and the generally poor development of the advertising<br />
market. The increased pressure on margins is also reflected slightly in these figures.<br />
•Earnings before interest, taxes, depreciation and amortisation (EBITDA)<br />
The EBITDA fell from Tapple 10,451 to Tapple 6,472. The decline in turnover of Tapple 5,467 was<br />
absorbed by savings in personnel expenses. However, other operating expenses increased<br />
by Tapple 1,843. This is largely attributable to the allocation of accruals for contingent losses<br />
from leasing agreements. Furthermore, other operating income also fell by Tapple 1,002.<br />
This is largely due to a lower level of reversal of accruals than in the previous year.<br />
•Earnings before interest and taxes (EBIT)<br />
The EBIT fell from Tapple 1,421 to Tapple (9,656). In addition to the aforementioned<br />
influences on the EBITDA, this can be attributed to unscheduled depreciation of the<br />
goodwill of the UVE Group of Tapple 8,039 due to adjustment of our services portfolio, as<br />
well as two capitalised goodwills from agency acquisitions at our subsidiary company<br />
SCHOLZ & FRIENDS London Ltd. in London (Tapple 567).<br />
•Financial results<br />
The financial results improved by Tapple 355 in comparison to the previous year. This<br />
is mainly attributable to the repayment of existing financing loans of apple 2 million to<br />
Cordiant Holdings GmbH, Frankfurt/Main.<br />
•Taxes on income and earnings<br />
The reduction in tax expenditure of Tapple 642 is primarily due to offsetting the tax<br />
loss carry-forward of our subsidiary company SCHOLZ & FRIENDS London Ltd.,<br />
London, with the positive tax results of other British companies of the Cordiant Group.<br />
The resulting tax saving of Tapple 883 gives our company a claim to the payout of the tax<br />
advantage. Only Tapple 336 of deferred tax assets were accrued in the previous year for the<br />
tax loss carry-forward of our London subsidiary deferred in the fiscal year.<br />
Equity situation: High equity-to-assets ratio maintained<br />
In comparison to the Consolidated Balance Sheet of the previous year, the balance<br />
sheet total has fallen by apple 30.7 million. Our equity-to-assets ratio has improved from<br />
38.0% in 2001 to 39.1% in the year under review. This is due to the extensive reduction
of the debts of the group. Short-term liabilities have been reduced by apple 9 million and<br />
long-term liabilities by apple 7 million. As a countermove fixed assets have been reduced<br />
by apple 14.4 million, and other assets to the value of apple 5.4 million have been realised.<br />
Resources of liquid funds amounted to apple 12 million on the balance sheet date. This puts<br />
SCHOLZ & FRIENDS Group in a position, at least for the foreseeable future, to<br />
operate independently without having to rely on borrowed capital.<br />
Financial position: Liquidity excellent<br />
The net change in cash and cash equivalents of Tapple (5,703) was substantially<br />
lower than the cash flow statement for the previous year (Tapple 17,683). However, as<br />
the cash flow statement for the previous year was based on the annual accounts of<br />
NetFree AG from 31 December 2000, these figures are not wholly comparable due to<br />
the fact that the high influx of funds in the previous year resulted from the merger of<br />
the UVE Group with NetFree AG. The financial resources available at the beginning of<br />
the fiscal year and the influx of funds from operative activities (Tapple 607) were used for<br />
investments (an amount of Tapple 2,585 (PY Tapple 3,971)) and for the reduction of financial<br />
liabilities (an amount of Tapple 3,725 (PY Tapple 4,270)). The resources of cash and<br />
cash equivalents at the end of the fiscal year were excellent at a level of Tapple 12,035<br />
(PY Tapple 17,735), meaning that, as well as being able to guarantee our debt service, we<br />
have flexibility to make investments and are in a position to achieve additional earnings<br />
through the investment of these funds.<br />
Risks to future development<br />
The Act on Control and Transparency in the Company Sector (KonTraG) obliges<br />
us as a public limited company to set up an internal system of supervision within the<br />
group in order to detect and highlight any significant risks to future development that<br />
could have a detrimental effect or considerable influence on the company’s equity,<br />
earnings or financial situation.<br />
The risk management system of SCHOLZ & FRIENDS Group is an integral component<br />
of the entire planning, control and reporting process and ensures the systematic<br />
identification, assessment, control and communication of any possible risk factors.<br />
A comprehensive management system has been established for the swift recognition<br />
of any significant risks to the company. This system comprises two separate components.<br />
The management of all the company’s operative units systematically registers and<br />
assesses all risks to the company. Risks are classified in accordance with the probability<br />
of occurrence and expected level of damages incurred. This is an effective and standardised<br />
benchmark for the assessment of risks.<br />
The risk assessment system is closely linked with the controlling procedure. All<br />
the company’s units regularly examine whether there have been any changes to risk<br />
expectations and whether any anticipated risks have actually occurred.<br />
Amongst the risks that could possibly affect the future development of the<br />
company, the following merit particular emphasis:<br />
Economic risks<br />
Should the downswing of the European economy continue on a long-term basis,<br />
the resulting reticence in awarding international advertising budgets could have a<br />
direct impact on SCHOLZ & FRIENDS Group. We are currently combating this risk<br />
Fierce yet sweet, a hot combination.<br />
Just like this advertisement<br />
by <strong>Scholz</strong> & <strong>Friends</strong> Kyiv for a<br />
new vodka with honey and pepper<br />
flavouring from Nemiroff.<br />
57 l Consolidated Financial Report
A, D, H, I, O, P and S.<br />
Continues on the next page.<br />
58 l Consolidated Financial Report<br />
through the expansion of our range of services, the expansion of our network and the<br />
consistent strengthening of our market position.<br />
Sector-related risks<br />
When creating advertising concepts SCHOLZ & FRIENDS Group are subject to<br />
restriction by certain legal stipulations, in particular concerning the protection of<br />
minors, the protection of privacy and personal rights and the prevention of unfair<br />
competition. At the same time SCHOLZ & FRIENDS’ clients and the products and<br />
services that are being advertised are sometimes subject to other advertising restrictions,<br />
including the following:<br />
Impending prohibition of advertising for tobacco products<br />
(European SCHOLZ & FRIENDS companies)<br />
One advertising budget held by SCHOLZ & FRIENDS is that of the Reemtsma Group,<br />
which makes the company dependent to a certain extent on net sales from tobacco advertising.<br />
These revenues are threatened by the tobacco advertising guidelines submitted by<br />
the EU Council of Ministers in 2002 and approved by the EU Minister for Health at the<br />
start of 2003. These guidelines impose considerable restrictions on the advertising of tobacco<br />
products. The new guidelines state that advertising of cigarettes and other tobacco<br />
products will no longer be permitted in newspapers and magazines, on the radio, on the<br />
Internet and at international sporting events. Tobacco products may still be advertised on<br />
billboards and hoardings and in cinemas. The advertising ban does not affect holidays,<br />
shoes and cosmetics that are marketed by the tobacco companies. The EU Member States<br />
must implement the new tobacco advertising guidelines until 31 July 2005. A separate<br />
transitional period has been granted for tobacco advertising at sporting events, which<br />
runs until 1 October 2006. After voting against the proposed guidelines in the EU Council<br />
of Ministers, the governments in Germany and Great Britain have announced their<br />
intention to bring an action against the guidelines at the European Court of Justice.<br />
Nonetheless, the implementation of the new tobacco advertising guidelines, as well as<br />
tighter legal obligations in other areas, constitutes a risk for SCHOLZ & FRIENDS Group.<br />
However, current assessment of the risk indicates that it will have only a limited effect<br />
in Germany because only interregional media are affected by the ban and advertising in<br />
cinemas and on regional billboards and hoardings (Citylight) will still be permitted.<br />
Decision on copyright contract law (German SCHOLZ & FRIENDS companies)<br />
A bill has now been passed to reinforce the contractual position of authors and<br />
performing artists. This bill grants more rights to the originators of a creative work but<br />
also takes into account the requirements of the advertising industry. The main concern<br />
of the reform is to guarantee authors and freelance artists an appropriate amount of<br />
remuneration for the use of their work in the future.<br />
Because the legislators do not want to, nor are able to, regulate the multitude of<br />
forms of use of a creative work, the relevant parties (associations of authors and users<br />
of original works, such as advertising agencies and film producers) will determine the<br />
amount of remuneration that is appropriate for the use of the work themselves on the<br />
basis of a procedural code (common payment regulations). This will then form a mutual<br />
and binding basis for the appropriateness of an amount of remuneration.<br />
In the event that the parties involved in the aforementioned procedure fail to agree<br />
on the stipulations of the payment regulations, the new bill makes provision for an
arbitration procedure between the parties with the aim of reaching a settlement. If the<br />
arbitration ruling proves to be unacceptable to both parties, it will have no binding<br />
effect. The arbitration ruling should certainly be seen as an indicator for the calculation<br />
of an appropriate price. Advertising agencies and film producers will have three months<br />
in which to object to a settlement on the amount of remuneration payable as a result<br />
of the use of a work. We will have to wait and see the extent to which such settlements<br />
are tacitly established in practice as models for the amount of remuneration payable to<br />
authors and actors in the industry.<br />
Dependency on important clients<br />
To a large extent we have become dependent on current business relationships<br />
with our most important clients, who at the moment include Reemtsma, Tchibo,<br />
DaimlerChrysler, Activest, Hapag-Lloyd, Coca-Cola and the Ministry of the State of<br />
Baden-Württemberg. In the event that some of these clients choose to take their business<br />
elsewhere, this would have a considerable effect on the business operations of<br />
SCHOLZ & FRIENDS. We are combating this risk by ensuring that we provide top-quality<br />
services from qualified personnel, by making every effort to ensure the satisfaction of<br />
our clients and by expanding our clientele to include new clients.<br />
Financial situation of our parent company/Possible change of the majority shareholder<br />
SCHOLZ & FRIENDS AG is an indirect subsidiary company of the Cordiant<br />
Communications Group plc., London (hereafter referred to as “Cordiant”). Due to the<br />
strained financial position of our current parent company, plans have been made to<br />
sell its 77% interest in SCHOLZ & FRIENDS AG. In the event that this sale does not<br />
take place and Cordiant becomes illiquid, there is a danger that the loan granted to<br />
our company, which at the moment stands at apple 8.9 million, will mature. In order to<br />
combat this risk we have made sure that we have sufficient liquid funds to cover the<br />
repayment of the loan. Furthermore, if the shares in our company are sold, there is a<br />
good chance that our expansion plans could be implemented better under a new parent<br />
company, leading to a more significant increase in the value of the company.<br />
Dependence on qualified personnel<br />
The entire advertising and entertainment industry is characterised by its high requirement<br />
for qualified, and in particular creative, personnel. Due to the poor economic<br />
environment and the current situation in the advertising industry the staff turnover rate<br />
has decreased considerably and the number of qualified personnel applying for jobs<br />
has increased. As the future success of SCHOLZ & FRIENDS is dependent to a large extent<br />
on the quality of its work force and managerial staff, the company intends to build<br />
long-term working relationships with these employees through participation in share<br />
ownership schemes for partners and employees.<br />
Other risks<br />
We do not foresee any significant legal risks. In our branch of industry there is<br />
always the possibility of risks arising due to the infringement of utilisation rights or<br />
privacy and personal rights. We protect ourselves against such risks by employing a<br />
system to safeguard our interests. Other risks, for example in the area of IT, are not<br />
considered significant.<br />
The alphabet, composed of typical<br />
views from Berlin. <strong>Scholz</strong> &<br />
<strong>Friends</strong> Berlin created this cinema<br />
commercial to convey what is in<br />
the Berliner Zeitung: No other city<br />
has more to say.<br />
59 l Consolidated Financial Report
60 l Consolidated Financial Report<br />
We are convinced that we deal with and protect ourselves against all possible risks<br />
adequately. At the moment there are no risks that could possibly endanger the existence<br />
of SCHOLZ & FRIENDS Group.<br />
Outlook<br />
The research institutes predict growth (GDP) in the world economy of between 3%<br />
and 4% in the year 2003. The mainstay for this economic recovery will be growth in the<br />
United States. However, this predicted growth in 2003 is dependent on avoiding the<br />
negative effects that would result from a possible war with Iraq and further terrorist<br />
attacks. The current economic weakness will continue in the European Union. Experts<br />
predict growth of the GDP in the EU of about 1.5%. In the opinion of the research<br />
institutes, growth within the German economy will be below average. Current estimates<br />
state that growth (GDP) will be around 1.0%, and the outlook remains cautious. One<br />
factor that has an impact is the rising euro. Furthermore, ongoing discussions on<br />
amendments to taxation law make it difficult to draw up definite plans. Stock markets<br />
and capital markets put pressure on growth, as does the increased price of oil. These<br />
factors have a detrimental effect on employment and consumption expenditure.<br />
These unfavourable economic framework conditions are also having an effect on the<br />
communication industry. The Central Association of German Advertisers (ZAW) predicts<br />
growth of a mere 1% for the German advertising market in 2003. The mood continues to<br />
be restrained on all three levels of the advertising industry – advertising companies, advertising<br />
agencies and advertising media – although the outlook is by no means pessimistic.<br />
Along with the other significant operatives in the advertising market, we assume that we<br />
have already reached rock bottom and that it is only a matter of time before recovery<br />
starts. However, we still expect a sluggish market and therefore an unchanged level of<br />
turnover in 2003. At the same time we also expect an improvement in the amount of<br />
earnings on account of the restructuring measures that have already been implemented.<br />
We have been focusing on preparations for further company acquisitions during<br />
the course of the fiscal year. This refers in particular to the purchase of the remaining<br />
shares in the company deepblue networks AG in Hamburg and the takeover of the<br />
majority shareholding in the company COUCH POTATOES Fernsehproduktions GmbH<br />
in Cologne. Both companies are operating with above-average profit at the moment<br />
and will be in a position to further increase their yield through the synergy effect<br />
generated by the merger with SCHOLZ & FRIENDS.<br />
Despite the negative economic data, we expect to be able to improve considerably<br />
on the net loss in the 2002 fiscal year before interest and tax (EBIT) of apple (9.7) million<br />
and, with stable turnover, achieve positive results.<br />
This forecast already takes into account the Exposure Draft 3 of the International<br />
Accounting Standards Board (IASB), which states that as of the 2003 fiscal year it will<br />
no longer be permitted to carry out scheduled depreciation on any goodwill that results<br />
from company mergers in accordance with IAS 22. In the event that, contrary to our<br />
expectations, the aforementioned exposure draft does not lead to an amendment of the<br />
current legal structure, we intend to carry out scheduled depreciation of apple 2.7 million<br />
whilst maintaining a positive EBIT.<br />
Despite the aforementioned negative influences, we view SCHOLZ & FRIENDS’<br />
business prospects with confidence. The advertising budgets secured in the first two<br />
months of the current fiscal year back up this positive outlook. The improved networking
of all of our company’s communicative activities should lead to higher proceeds and a<br />
greater level of synergy. Targeted acquisitions in both national and international growth<br />
areas (e.g. customer relationship management/CRM and PR) will allow us to fulfil the<br />
requirements of our clients and enable us to safeguard and strengthen our position on<br />
the market. The profitability of SCHOLZ & FRIENDS Group in the 2003 fiscal year will<br />
benefit from the elimination of certain extra burdens from the 2002 fiscal year, mainly<br />
attributable to unscheduled depreciation on goodwill.<br />
Corporate Governance Code<br />
On 20 August 2002 the government commission appointed by the Federal Ministry<br />
of Justice to draw up Corporate Governance Principles issued the “German Corporate<br />
Governance Code”. A revised version of the code was published on 25 November 2002<br />
on the Federal Gazette Web site, which can be found under www.ebundesanzeiger.de.<br />
SCHOLZ & FRIENDS AG, as parent company of SCHOLZ & FRIENDS Group, issued its<br />
own Corporate Governance Principles in December 2002 (www.s-f.com). As far as possible<br />
these company principles are in line with the principles of the German Corporate<br />
Governance Code. The members of the Board of Directors and Supervisory Board of<br />
SCHOLZ & FRIENDS AG, as well as the managerial staff of SCHOLZ & FRIENDS<br />
Group, are committed to observing the Corporate Governance Principles of SCHOLZ<br />
& FRIENDS AG during the performance of their duties for the company. SCHOLZ &<br />
FRIENDS AG has issued the declaration stipulated in section 161 of the German Stock<br />
Corporation Act (Aktiengesetz [AktG]) and provided access to these documents for<br />
the shareholders through publication on the company’s Web site (www.s-f.com).<br />
Reference to the dependent company report<br />
The dependent company report drawn up by the Board of Directors of SCHOLZ &<br />
FRIENDS AG in accordance with section 312 of the German Stock Corporation Act<br />
(AktG) concludes with the following declaration:<br />
“Our company receives appropriate compensation for all legal transactions cited<br />
in the report concerning relations with affiliated companies. We are not disadvantaged<br />
in any way as a result of the undertaking or forbearance of any of the actions listed in<br />
the report. This assessment is based on our knowledge of circumstances at the time of<br />
carrying out the transactions listed in the report.”<br />
Significant events after the end of the 2002 fiscal year<br />
With the exception of the current negotiations for the sale of the majority shareholding<br />
in our company by Cordiant, as described above, there have been no other<br />
occurrences after the end of the 2002 fiscal year that hold any particular significance<br />
for SCHOLZ & FRIENDS AG or that could lead to changes to the assessment of the<br />
company’s current situation.<br />
Berlin, 28 February 2003<br />
SCHOLZ & FRIENDS AG<br />
The Board of Directors<br />
First class! The fan advertisements<br />
by <strong>Scholz</strong> & <strong>Friends</strong> Hamburg for<br />
the AWD Arena allude to the<br />
national football division as well<br />
as AWD’s financial strategy.<br />
61 l Consolidated Financial Report
Consolidated Balance Sheet (IFRS)<br />
as of 31 December 2002<br />
ASSETS Actual Actual<br />
Tapple Appendix 31 Dec. 2002 31 Dec. 2001<br />
A Fixed assets<br />
I Intangible assets<br />
1 Concessions, industrial and similar rights and<br />
assets and licences in such rights and assets<br />
V.1.1 354 495<br />
2 Goodwill V.1.1 19,504 31,179<br />
3 Payments on account 104 11<br />
4 Leased software V.1.1 47 116<br />
II Tangible assets<br />
1 Technical equipment and machines 196 617<br />
2 Other equipment, factory and office equipment 3,729 4,671<br />
3 Fixtures and reconstructions 4,749 5,413<br />
4 Payments on account and assets under construction 0 369<br />
5 Capital leases 929 1,795<br />
III Financial assets<br />
1 Shares in affiliated enterprises V.1.2 0 25<br />
2 Participations V.1.2 58 58<br />
3 Investment in associated enterprises V.1.2 1,476 998<br />
4 Long-term investments V.1.2 8 3<br />
5 Other loans V.1.2 317 369<br />
6 Payments on account V.1.2 291 0<br />
62 l Consolidated Financial Report<br />
31,762 46,119<br />
B Deferred tax assets V.5 5,067 5,852<br />
C Current assets<br />
I Inventories<br />
1 Raw materials and supplies 7 0<br />
2 Work in progress V.2 849 504<br />
3 Finished products V.2 0 779<br />
4 Payments on account 5 0<br />
II Receivables and other assets<br />
1 Billable prodution orders V.3 1,108 4,952<br />
2 Trade receivables 12,544 14,559<br />
3 Receivables from affiliated enterprises V.3 1,909 793<br />
4 Receivables from associated enterprises V.3 850 7<br />
5 Other assets V.3 2,235 7,668<br />
III Cash in hand, bank balances and cheques V.4 12,035 17,802<br />
31,542 47,064<br />
D Prepaid expenses 383 411<br />
Total assets 68,754 99,446
EQUITY AND LIABILITIES Actual Actual<br />
Tapple Appendix 31 Dec. 2002 31 Dec. 2001<br />
A Equity<br />
1 Subscribed capital 21,460 21,460<br />
2 Capital reserves 16,965 16,965<br />
3 Revenue reserves 70 79<br />
4 Foreign currency translation adjustment 252 (83)<br />
5 Retained earnings year-end (11,880) (674)<br />
26,867 37,747<br />
B Minority interest VI.2 47 393<br />
C Grants related to assets VI.3 384 486<br />
D Accruals<br />
1 Tax accruals 1,072 1,916<br />
2 Other accruals VI.4 10,461 11,824<br />
E Long-term liabilities<br />
11,533 13,740<br />
1 Leasing liabilities 527 1,056<br />
2 Trade payables VI.5 1,718 3,486<br />
3 Payables to affiliated enterprises VI.5 2,000 6,455<br />
4 Deferred tax liabilities VI.7 64 180<br />
F Short-term liabilities<br />
4,309 11,177<br />
1 Leasing liabilities 511 990<br />
2 Liabilities to banks 0 67<br />
3 Payments received on accounts of orders 1,151 5,207<br />
4 Trade payables VI.5 6,905 8,393<br />
5 Payables to affiliated enterprises VI.5 9,817 7,411<br />
6 Payables to associated enterprises VI.5 295 1,326<br />
7 Other liabilities,<br />
of which taxes: Tapple 1,850 (PY: Tapple 5,647),<br />
of which relating to social security and<br />
similar obligations Tapple 902 (PY: Tapple 1,196)<br />
VI.5 4,351 8,641<br />
23,030 32,035<br />
G Deferred income VI.6 2,584 3,868<br />
Total equity and liabilities 68,754 99,446<br />
63 l Consolidated Financial Report
Consolidated Profit and Loss Account (IFRS)<br />
1 January until 31 December 2002<br />
Actual Actual<br />
Tapple Appendix 2002 2001<br />
1 Net sales III.1 68,973 74,440<br />
2 Decrease in work in progress (202) (352)<br />
3 Other operating income III.2 4,078 5,080<br />
4 Cost of materials<br />
a) Cost of raw materials, consumables and supplies (497) (1,520)<br />
b) Cost of purchased services III.3 (11,256) (8,176)<br />
5 Personnel expenses<br />
a) Wages and salaries III.4 (30,009) (36,208)<br />
b) Social security and other pension costs,<br />
of which in respect of old age pensions:<br />
Tapple 6 (PY: Tapple (5))<br />
(5,294) (5,414)<br />
6 Depreciation and amortisation III.5 (16,128) (9,030)<br />
of intangible and tangible assets<br />
7 Other operating expenses III.6 (19,381) (17,538)<br />
8 Income from participations<br />
of which from affiliated enterprises: Tapple 0 (PY: Tapple 0)<br />
III.7 0 43<br />
9 Income from associated enterprises III.8 60 96<br />
10 Other interest and similar income<br />
of which from affiliated enterprises: Tapple 55 (PY: Tapple 101)<br />
III.9 336 316<br />
11 Interest and similar expenses<br />
of which to affiliated enterprises:<br />
Tapple (642) (PY: Tapple (646))<br />
III.9 (1,096) (1,431)<br />
12 Result from ordinary activities (10,416) 306<br />
13 Taxes on income payable – current III.10 311 (2,574)<br />
14 Taxes on income payable – deferred III.10 (677) 1,566<br />
15 Other taxes payable (389) (47)<br />
16 Minority interests in net income III.11 (44) (677)<br />
17 Consolidated net loss for the year (11,215) (1,426)<br />
18 Beginning retained earnings (674) 5,586<br />
19 Dividends paid 0 (4,834)<br />
20 Transfer from capital reserves 0 0<br />
21 Transfer from revenue reserves 9 0<br />
22 Retained earnings year-end (11,880) (674)<br />
Earnings per share VI.1 apple (0.52) apple (0.15)<br />
64 l Consolidated Financial Report
Consolidated Cash Flow Statement (IFRS)<br />
1 January until 31 December 2002<br />
Actual Actual<br />
Tapple 2002 2001<br />
Cash flows from operating activities<br />
Net loss for the year (11,215) (1,426)<br />
+ Depreciation and amortisation expenses 16,128 9,030<br />
+ Increase in provisions for doubtful accounts 119 257<br />
+/– Income/loss on disposal of fixed assets (156) 692<br />
+/– Taxes from income payable - current 677 (1,566)<br />
+/– Minority interests in net income 44 (328)<br />
– Other non-cash items (60) (53)<br />
+ Change in operating assets 9,857 3,909<br />
– Change in operating liabilities (14,787) (7,038)<br />
Net cash from operating activities 607 3,477<br />
Cash flows from investing activities<br />
– Investments in intangible assets (1,893) (114)<br />
– Additions to fixed assets (1,649) (1,174)<br />
+/– Cash flow from disposal/acquisition of subsidiaries/<br />
other business units<br />
(590) 19,115<br />
+ Proceeds from sale of fixed assets 1,547 119<br />
Net cash from investing activities (2,585) 17,946<br />
Cash flows from financing activities<br />
– Dividends paid 0 (4,834)<br />
+ Proceeds from borrowings 0 7,059<br />
– Repayments of funds (2,678) (4,096)<br />
– Payments of finance lease liabilities and similar obligations (1,047) (1,869)<br />
Net cash used in financing activities (3,725) (3,740)<br />
Net increase in cash and cash equivalents (5,703) 17,683<br />
Effect of foreign currency translation on cash 3 0<br />
Cash and cash equivalents at beginning of period 17,735 52<br />
Cash and cash equivalents at end of period 12,035 17,735<br />
65 l Consolidated Financial Report
Movement in Equity Shareholders’ Fund (IFRS)<br />
Foreign<br />
Retained currency<br />
Subscribed Capital Revenue earnings translation<br />
Tapple capital reserve reserve year-end adjustment Equity<br />
At beginning of year 2001 (NetFree AG) 50 0 0 0 0 50<br />
Recapitalisation through investment<br />
in kind of shares SCHOLZ & FRIENDS<br />
Group GmbH by BATES Deutschland<br />
Holding GmbH (reverse acquisition)<br />
15,877 (4,919) 79 5,586 (30) 16,593<br />
Recapitalisation through investment 1,833 0 0 0 0 1,833<br />
in kind of shares SCHOLZ & FRIENDS<br />
Group GmbH by Millennium Venture<br />
Capital AG<br />
Merger with United Visions 3,700 21,884 0 0 0 25,584<br />
Entertainment AG,<br />
including recapitalisation<br />
Net loss for the year 0 0 0 (1,426) 0 (1,426)<br />
Foreign currency translation 0 0 0 0 (53) (53)<br />
Dividends 0 0 0 (4,834) 0 (4,834)<br />
At end of year 2001 21,460 16,965 79 (674) (83) 37,747<br />
At beginning of year 2002 21,460 16,965 79 (674) (83) 37,747<br />
Transfer from revenue reserves 0 0 (9) 9 0 0<br />
Net loss for the year 0 0 0 (11,215) 0 (11,215)<br />
Foreign currency translation 0 0 0 0 335 335<br />
At end of year 2002 21,460 16,965 70 (11,880) 252 26,867<br />
66 l Consolidated Financial Report
Reconciliation of Accruals (IFRS)<br />
for the fiscal year 2002<br />
Changes in<br />
companies to be<br />
consolidated,<br />
foreign currency Used Reserved Made<br />
At start of adjustment, during during during At end of<br />
Tapple year 2002 reclassifications the year the year the year year 2002<br />
Tax Accruals<br />
Other Accruals<br />
1,916 0 1,175 116 447 1,072<br />
Accruals for impending losses 0 0 0 0 2,041 2,041<br />
Outstanding invoices 2,935 (47) 2,120 517 1,361 1,612<br />
Outstanding holiday 1,056 24 146 263 302 973<br />
Acquisition of company shares 2,108 (71) 1,574 0 458 921<br />
Repayment requirements 836 0 0 0 0 836<br />
Director’s fee 690 (4) 509 131 597 643<br />
Audit and consultancy fee 402 (8) 297 49 520 568<br />
Addtl. taxes from a tax audit 0 0 0 0 370 370<br />
Termination pay 1,149 (10) 1,062 77 289 289<br />
Employee bonuses 284 2 77 159 107 157<br />
Write-off adjustments 578 (38) 540 0 138 138<br />
Contributions to professional<br />
associations<br />
60 21 80 1 117 117<br />
Restructuring 242 0 162 80 0 0<br />
Other 1,484 (98) 644 194 1,248 1,796<br />
11,824 (229) 7,211 1,471 7,548 10,461<br />
13,740 (229) 8,386 1,587 7,995 11,533<br />
67 l Consolidated Financial Report
Summary of Fixed Assets<br />
(Gross figures)<br />
Acquisition and production costs<br />
Balance brought<br />
forward to Reclassi- As of<br />
Tapple 1 Jan. 2002 Additions fications Disposals 31 Dec. 2002<br />
I Intangible assets<br />
1 Concessions, industrial and similar rights<br />
and assets and licences in such rights<br />
and assets<br />
694 137 0 50 781<br />
2 Goodwill 36,317 1,642 0 871 37,088<br />
3 Payments on account 252 93 0 0 345<br />
4 Leased software 225 21 0 4 242<br />
37,488 1,893 0 925 38,456<br />
II Tangible assets<br />
1 Technical equipment and machines 760 96 0 85 771<br />
2 Other equipment, factory and office<br />
equipment<br />
5,722 707 0 565 5,864<br />
3 Fixtures and reconstructions 6,006 202 247 437 6,018<br />
4 Payments on account and assets under<br />
construction<br />
369 0 (247) 122 0<br />
5 Capital leases 2,948 0 0 125 2,823<br />
15,805 1,005 0 1,334 15,476<br />
III Financial assets<br />
1 Shares in affiliated enterprises 25 0 0 21 4<br />
2 Loans in affiliated enterprises 53 0 0 53 0<br />
3 Participations 58 0 0 0 58<br />
4 Investment in associated enterprises 998 620 0 142 1,476<br />
5 Long-term investments 3 5 0 0 8<br />
6 Other loans 369 16 0 64 321<br />
7 Payments on account 0 291 0 0 291<br />
1,506 932 0 280 2,158<br />
Total 54,799 3,830 0 2,539 56,090<br />
68 l Consolidated Financial Report
Accumulated depreciation Net book value<br />
Balance brought Depreciation<br />
forward to of the Reclassi- As of Currency As of As of<br />
1 Jan. 2002 period fications Disposals 31 Dec. 2002 differences 31 Dec. 2002 31 Dec. 2001<br />
199 250 0 24 425 (2) 354 495<br />
5,138 12,407 0 1 17,544 (40) 19,504 31,179<br />
241 0 0 0 241 0 104 11<br />
109 87 0 3 193 (2) 47 116<br />
5,687 12,744 0 28 18,403 (44) 20,009 31,801<br />
143 456 0 16 583 8 196 617<br />
1,051 1,303 1 301 2,054 (81) 3,729 4,671<br />
593 783 0 107 1,269 0 4,749 5,413<br />
0 0 0 0 0 0 0 369<br />
1,153 834 (1) 92 1,894 0 929 1,795<br />
2,940 3,376 0 516 5,800 (73) 9,603 12,865<br />
0 4 0 0 4 0 0 25<br />
53 0 0 53 0 0 0 0<br />
0 0 0 0 0 0 58 58<br />
0 0 0 0 0 0 1,476 998<br />
0 0 0 0 0 0 8 3<br />
0 4 0 0 4 0 317 369<br />
0 0 0 0 0 0 291 0<br />
53 8 0 53 8 0 2,150 1,453<br />
8,680 16,128 0 597 24,211 (117) 31,762 46,119<br />
69 l Consolidated Financial Report
The Orchestra of Ideas in Hamburg, Budapest, Kiev and Prague for Chio (examples: see page 73). From left to right, top row: Michael<br />
von Bach (advertising), Stefanie Zimmermann (advertising), Martina Haut (advertising), Henk Knaupe (event); centre: Birgit Puklitzsch<br />
(PR), Malte Mählmann (event), Gregor Stute (advertising), Achim Krempel (advertising); bottom row: Christian Stegemann (PR), Stefan<br />
Setzkorn (advertising), Joachim Vornkahl (advertising); not shown: Nicole Drabsch (advertising), Nina Herrmann (advertising), Juliane
Schröter (advertising), Silke Schneider (advertising), Rudolf Rodenburg (advertising), Emese Foldhazi (advertising), Serge Lavrentyev<br />
(advertising), Sona Lorenzova (advertising), Yana Gorelina (advertising), Stas Muhin (advertising), Sveta Tkachenko (advertising),<br />
Alena Shramchenko (advertising), Olesya Poludnenko (advertising), Melanie Bienemann (event), Christian Ringel (advertising), Peter<br />
Galik (advertising).
Appendix (IFRS)<br />
I Standards for the Consolidated Financial Statement<br />
in accordance with International Financial Reporting<br />
Standards (IFRS)<br />
1 General . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 74<br />
2 Statement of currency . . . . . . . . . . . . . . . . . . . . . . . 74<br />
3 Changes to the method of portrayal . . . . . . . . . 74<br />
4 Significant differences between HGB and<br />
IFRS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 74<br />
5 Use of estimates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 75<br />
6 Value clarification . . . . . . . . . . . . . . . . . . . . . . . . . . . 75<br />
7 Principles of consolidation . . . . . . . . . . . . . . . . . . 75<br />
8 Companies included in the consolidation . . . . 76<br />
9 Founding, acquisition and sale of subsidiary<br />
companies and other business entities . . . . . . . 76<br />
10 Companies that make use of the exemption<br />
granted in section 264 subsection 3 of<br />
German Commercial Code (HGB) . . . . . . . . . . . 78<br />
11 Currency conversion . . . . . . . . . . . . . . . . . . . . . . . . . 78<br />
II Accounting methods and valuation principles<br />
1 General principle . . . . . . . . . . . . . . . . . . . . . . . . . . . . 78<br />
2 Fixed assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 79<br />
2.1 Industrial and similar rights and assets and<br />
licences in such rights and assets . . . . . . . . . . . . 79<br />
2.2 Goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 79<br />
2.3 Depreciation and amortisation of the<br />
fixed assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 79<br />
2.4 Leasing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 79<br />
2.5 Shares of subsidiary companies/participations . 80<br />
2.6 Loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 80<br />
2.7 Payments on account . . . . . . . . . . . . . . . . . . . . . . . 80<br />
3 Deferred tax from income . . . . . . . . . . . . . . . . . . . 80<br />
4 Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 80<br />
5 Receivables and other net assets . . . . . . . . . . . . . 80<br />
6 Short-term investments . . . . . . . . . . . . . . . . . . . . . . 81<br />
7 Liquid funds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 81<br />
8 Equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 81<br />
9 Minority interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . 81<br />
10 Grants related to assets . . . . . . . . . . . . . . . . . . . . . 81<br />
11 Accruals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 81<br />
12 Liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 81<br />
13 Deferred income . . . . . . . . . . . . . . . . . . . . . . . . . . . . 82<br />
72 l Consolidated Financial Report<br />
14 Market value of financial instruments . . . . . . . 82<br />
15 Revenue<br />
a) Net sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 82<br />
b) Grants . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 82<br />
16 Expenses<br />
a) Operating lease payments . . . . . . . . . . . . . . . . 82<br />
b) Tax on income . . . . . . . . . . . . . . . . . . . . . . . . . . . . 82<br />
III Notes to the Consolidated Profit and Loss Account<br />
1 Net sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 83<br />
2 Other operating income . . . . . . . . . . . . . . . . . . . . . 84<br />
3 Cost of materials . . . . . . . . . . . . . . . . . . . . . . . . . . . . 84<br />
4 Personnel expenses . . . . . . . . . . . . . . . . . . . . . . . . . . 84<br />
5 Depreciation and amortisation of tangible<br />
and intangible assets . . . . . . . . . . . . . . . . . . . . . . . . 85<br />
6 Other operating expenses . . . . . . . . . . . . . . . . . . . 86<br />
7 Income from participations . . . . . . . . . . . . . . . . . 86<br />
8 Income from associated enterprises . . . . . . . . . 86<br />
9 Interest and similar income/expenses . . . . . . . . . 86<br />
10 Tax on income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 87<br />
11 Minority interests in net income . . . . . . . . . . . . . 90<br />
IV Notes to the Consolidated Cash Flow Statement<br />
1 Income from associated enterprises . . . . . . . . . 90<br />
2 Change in operating assets . . . . . . . . . . . . . . . . . . 90<br />
3 Change in operating liabilities . . . . . . . . . . . . . . . 90<br />
4 Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 91<br />
5 Dividends paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 91<br />
6 Proceeds from/repayment of borrowings . . . . . 91<br />
7 Effects of changes to exchange rates on<br />
liquid funds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 92<br />
8 Liquid funds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 92<br />
9 Interest and tax payments . . . . . . . . . . . . . . . . . . . 92<br />
V Notes to the Consolidated Balance Sheet – Assets<br />
1 Fixed assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 92<br />
1.1 Intangible assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . 92<br />
1.2 Financial assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 93<br />
2 Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 93<br />
3 Receivables and other assets . . . . . . . . . . . . . . . . . 94<br />
4 Cash and cash equivalents . . . . . . . . . . . . . . . . . . . 94<br />
5 Deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . 95
VI Notes to the Consolidated Balance Sheet –<br />
Equity and Liabilities<br />
1 Earnings per share . . . . . . . . . . . . . . . . . . . . . . . . . . 95<br />
2 Minority interests . . . . . . . . . . . . . . . . . . . . . . . . . . . 95<br />
3 Grants related to assets . . . . . . . . . . . . . . . . . . . . . 96<br />
4 Accruals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 96<br />
5 Liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 96<br />
6 Deferred income . . . . . . . . . . . . . . . . . . . . . . . . . . . . 97<br />
7 Deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . 98<br />
VII Segment information<br />
1 Business fields . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 98<br />
2 Regions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 99<br />
VIII Miscellaneous information<br />
1 Operating lease payments . . . . . . . . . . . . . . . . . . . 99<br />
The Orchestra of Ideas for Chio<br />
Full view on page 70<br />
Participate at your own risk!<br />
<strong>Scholz</strong> & <strong>Friends</strong> Hamburg and<br />
<strong>Scholz</strong> & <strong>Friends</strong> Brand Affairs<br />
realised the Chio Kick 2002<br />
promotion event.<br />
Chio’s own font is an important<br />
part of coherent corporate identity.<br />
Designed by <strong>Scholz</strong> & <strong>Friends</strong><br />
Hamburg with FontShop Berlin.<br />
Objective: Brand extension from a classic potato chips<br />
brand to a snack brand<br />
Conducting idea: Chio snacks are so irresistibly spicy<br />
that you’d risk everything to get them.<br />
Tagline: Würze auf eigene Gefahr! (Spiciness at your<br />
own risk!)<br />
Results: Acceptance of the brand in the youth target<br />
group significantly increased. Market leadership consolidated<br />
in the tortilla chips and dips segment.<br />
A large audience crowded around<br />
the spectacle at the Chio Kick<br />
event.<br />
Thanks to a TV commercial created<br />
by <strong>Scholz</strong> & <strong>Friends</strong> Kyiv, even<br />
people in the Ukraine are aware of<br />
the dangers of the spicy Chio Chips.<br />
2 Contingencies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 100<br />
3 Employee benefit programme/Stock option plan 100<br />
4 Capitalisation of SCHOLZ & FRIENDS AG . . . . . . . . 101<br />
5 Board of Directors and Supervisory Board . . . 101<br />
6 Employees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 102<br />
7 Related parties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 103<br />
7.1 Companies: Cordiant Group . . . . . . . . . . . . . . . . 103<br />
7.2 Natural persons . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 103<br />
7.3 Relationship of the UVE Group to related<br />
parties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 103<br />
8 Declaration of Conformity with the<br />
Corporate Governance Code . . . . . . . . . . . . . . . . 104<br />
9 Significant events after the end of the<br />
fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 104<br />
Auditors’ Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 105<br />
Chio Jumbo Flips not only taste<br />
great, they are also much bigger<br />
than other peanut flips. Billboard<br />
designed by <strong>Scholz</strong> & <strong>Friends</strong><br />
Hamburg.<br />
<strong>Scholz</strong> & <strong>Friends</strong> Hamburg also<br />
warns German television viewers<br />
of the perils of eating while<br />
driving …<br />
A classic ad motif for Chio’s<br />
“Curry Ketchup” flavoured chips,<br />
by <strong>Scholz</strong> & <strong>Friends</strong> Hamburg.<br />
… the red splatters are luckily only<br />
drips from Chio’s “Dip!”.<br />
73 l Consolidated Financial Report
Appendix (IFRS)<br />
Crocodiles are killed to produce<br />
crocodile bags. This advertisement<br />
by <strong>Scholz</strong> & <strong>Friends</strong> Budapest<br />
reinforces this idea for the animal<br />
protection organisation Cites.<br />
74 l Consolidated Financial Report<br />
I Standards for the Consolidated Financial Statement in accordance with<br />
International Financial Reporting Standards (IFRS)<br />
1 General<br />
The Consolidated Financial Statement of the SCHOLZ & FRIENDS Group (SCHOLZ<br />
& FRIENDS) dated 31 December 2002 has been drawn up in accordance with the standards<br />
issued by the International Accounting Standards Board (IASB) in London, as well<br />
as the interpretations of these standards issued by the Standing Interpretations Committee<br />
(SIC, since December 2001 known as the International Financial Reporting Interpretations<br />
Committee [IFRIC]) of the IASB. The annual accounts of the companies included<br />
in the Consolidated Financial Statement have been drawn up in accordance with the<br />
applicable conditions and standards in the countries in which the companies are based<br />
and adjusted accordingly to comply with the IFRS accounting principles and valuation<br />
methods. This Consolidated Financial Statement satisfies the requirements of section<br />
292a of German Commercial Code (HGB). In accordance with the requirements of<br />
section 292a of German Commercial Code (HGB), the accounting principles and valuation<br />
methods used during the preparation of this Consolidated Financial Statement in<br />
accordance with IFRS are compatible with the conditions of the Seventh EC guideline.<br />
All of the individual annual accounts included in this Consolidated Financial<br />
Statement have the same balance sheet date as the Consolidated Financial Statement.<br />
2 Statement of currency<br />
This Consolidated Financial Statement has been drawn up in euros. All amounts are<br />
shown in thousands of euros. Excepted from this rule are figures relating to earnings<br />
per share.<br />
3 Changes to the method of portrayal<br />
Due to its negligible level of significance, the item reinsurance claims, which in the<br />
previous year was listed as a separate item under financial assets, is shown this fiscal year<br />
together with other loans. The previous year’s figures have been adjusted accordingly.<br />
The reductions to operating lease payments due to the granting of rent-free periods<br />
for business premises in both Hamburg and Berlin, which were shown under trade<br />
payables, have been shown this fiscal year under deferred income. The previous year’s<br />
figures have been adjusted accordingly.<br />
4 Significant differences between HGB and IFRS<br />
For SCHOLZ & FRIENDS the following differences exist between the accounting<br />
principles and valuation methods stipulated in the German Commercial Code (HGB) and<br />
those in the International Financial Reporting Standards (IFRS):<br />
•Formation of deferred taxes on the basis of balance-sheet-orientated liability methods<br />
whilst taking into account tax loss carry-forward (IAS 12)<br />
•Periodic allocation of received investment grants to the corresponding balance sheet<br />
item grants related to investment (IAS 20)
•Change to the allocation of economic ownership from finance leasing contracts (IAS 17)<br />
•Treatment of goodwill from capital consolidation (IAS 22)<br />
•Prohibition of the formation of expense accruals, as well as no formation of other<br />
accruals if the probability of recourse to such accruals is less than 50% (IAS 37)<br />
•Consideration of leasing-incentive agreements (landlord subsidies, rent-free periods,<br />
graduated rent) for the entire term of the rental contract (SIC 15)<br />
•Consideration of the cost of flotation on the stock exchange with no effect on the<br />
operating results as a reduction of the capital reserves after deduction of effects of tax<br />
on income (SIC 17)<br />
5 Use of estimates<br />
During the course of the preparation of both the individual annual accounts and the<br />
Consolidated Financial Statement in accordance with IFRS, the company had to make<br />
certain estimates and assumptions, which influence the valuation and assessment of<br />
the assets and liabilities shown on the balance sheet, the details concerning possible<br />
liabilities and contingent claims on the date of the balance sheet and estimated income<br />
and expenses for the fiscal year. The actual amounts could possibly deviate from these<br />
estimates.<br />
6 Value clarification<br />
All value-clarifying events between the date of the balance sheet and the preparation<br />
of the financial statements have been taken into account.<br />
7 Principles of consolidation<br />
The Consolidated Financial Statement of the group of companies includes the<br />
figures of SCHOLZ & FRIENDS AG and the enterprises under its control. An enterprise is<br />
usually described as under the control of a group if the group holds more than 50% of<br />
the voting rights of the enterprise. The equity attributable to minority shareholders and<br />
the annual results of subsidiary companies included in the group are shown separately<br />
on the Consolidated Balance Sheet and the Consolidated Profit and Loss Account.<br />
The capital consolidation of SCHOLZ & FRIENDS was carried out on 1 January<br />
1998, or at a later date of purchase, in accordance with the purchase method. The<br />
consolidation of the SCHOLZ & FRIENDS Group GmbH with SCHOLZ & FRIENDS AG<br />
occurred through reverse acquisition on 1 January 2001. There are no considerable<br />
differences between the first consolidation on 1 January 1998 and the consolidation to<br />
be carried out in accordance with IFRS at the earlier time of purchase, because all the<br />
companies involved in the consolidation are companies founded by SCHOLZ & FRIENDS.<br />
The differences that arise on the asset side of the balance sheet due to the offset of the<br />
acquisition costs of the company or of the subsidiary companies included in the Consolidated<br />
Financial Statement against the current value of the net assets of the company,<br />
either in their entirety or in proportion to the shareholding of the group in the company,<br />
are shown as goodwill and are depreciated on a linear basis over an estimated useful<br />
life of ten years.<br />
Receivables and liabilities between companies included in the consolidation have<br />
been set off against each other. Accruals, accumulated depreciation and valuation<br />
allowances that have been formed by consolidated companies for intra-group risks have<br />
been reversed to the benefit of the annual net income and/or the profit/loss carried<br />
Last year 957 homeless dogs found<br />
a home with the help of the animal<br />
protection organisation Rex Dog<br />
Shelter Foundation. Reason<br />
enough to thank the helpers for<br />
their support with this campaign<br />
from <strong>Scholz</strong> & <strong>Friends</strong> Budapest.<br />
75 l Consolidated Financial Report
A promotion with tradition:<br />
rallies featuring Mercedes-Benz<br />
classic cars. Atmospheric<br />
advertising material created<br />
by <strong>Scholz</strong> & <strong>Friends</strong> Berlin.<br />
76 l Consolidated Financial Report<br />
forward, insofar as the group as an economic unit does not expect any disadvantages<br />
as a result of such a reversal.<br />
Interim results from intra-group payment transactions have been eliminated for<br />
the benefit of the current assets. There have been no sales of fixed assets within the<br />
reporting period. Shares in associated enterprises have been assessed in accordance<br />
with the equity accounting method. The proportional income from associated enterprises<br />
is shown separately on the Consolidated Profit and Loss Account under the<br />
balance sheet item income from associated enterprises. If the group’s proportional loss<br />
from an associated company exceeds the net book value of the participation, this is<br />
reduced to zero and further losses are not taken into account. Associated enterprises<br />
are companies on which the group has a significant influence. This is usually the case<br />
when the group holds a proportional shareholding of between 20% and 50%.<br />
8 Companies included in the consolidation<br />
In accordance with the aforementioned principles of consolidation, in addition to<br />
SCHOLZ & FRIENDS AG, the Consolidated Financial Statement of 31 December 2002<br />
includes 29 (PY 28) subsidiary companies, of which 18 (PY 17) are based within Germany<br />
and 11 (PY 11) are based in countries outside Germany by way of full consolidation.<br />
Furthermore, another 3 (PY 3) companies were included on the balance sheet on the<br />
basis of the equity accounting method (see table below).<br />
9 Founding, acquisition and sale of subsidiary companies and other business entities<br />
The group’s share of Metagate GmbH, Hamburg, was increased from 80% to 100%<br />
in the 2002 fiscal year. The purchase price was Tapple 130. This has resulted in goodwill of<br />
Tapple 98. The two companies Light Monuments GmbH, Berlin, and Mar.s Communications<br />
GmbH, Munich, were founded in the 2002 fiscal year and are therefore included in the<br />
Consolidated Financial Statement for the first time. Bönig & Yamaoka GmbH Int. Public<br />
Relations, Hamburg, which was included in the Consolidated Financial Statement as a<br />
result of its full consolidation in the group, was sold on 30 April 2002 along with this<br />
company’s significant shareholding in John Warning GmbH, Hamburg. The shareholding<br />
in Lentz Entertainment GmbH, Berlin, which was shown on the previous year’s Consolidated<br />
Financial Statement as an associated company, was written off due to the<br />
opening of insolvency proceedings against assets of the company; this balance sheet<br />
entry has been reposted to the balance sheet item participations.<br />
Companies of the SCHOLZ & FRIENDS Group made the following investments in<br />
the following associated companies in the 2002 fiscal year:<br />
Tapple Purchase price<br />
SCHOLZ & FRIENDS Group GmbH, Hamburg 379<br />
DDB (Ukraine) Ltd., Nicosia/Cyprus, 30%<br />
SCHOLZ & FRIENDS AG 149<br />
deepblue networks AG, Hamburg, 19%<br />
The company DDB (Ukraine) Ltd. in Cyprus is the sole shareholder of SCHOLZ &<br />
FRIENDS Kyiv/Ukraine. This acquisition is shown on the Consolidated Financial Statement<br />
in accordance with the equity accounting method. The amount of the goodwill<br />
resulting from these acquisitions and the useful life of these acquisitions are described<br />
in subsection V.1.1 of these notes. The income achieved by these acquisitions in the
Affiliated and associated enterprises Subscribed Share<br />
Since capital in Tapple in %<br />
Affiliated enterprises in Germany<br />
SCHOLZ & FRIENDS Group GmbH, Hamburg 1999 570 100.0<br />
SCHOLZ & FRIENDS Hamburg GmbH, Hamburg 1999 50 100.0<br />
SCHOLZ & FRIENDS International GmbH, Hamburg 1986 26 100.0<br />
SCHOLZ & FRIENDS NeuMarkt GmbH, Hamburg 1995 51 100.0<br />
SCHOLZ & FRIENDS Berlin (formerly Dresden) GmbH, Berlin 1991 51 100.0<br />
Light Monuments GmbH, Berlin 2002 25 100.0<br />
Mar.s Communications GmbH, Munich 2002 25 100.0<br />
Bönig & Yamaoka GmbH Int. Public Relations, Hamburg<br />
(deconsolidated 30 April 2002)<br />
1997 51 80.0<br />
Metagate GmbH, Hamburg 1997 51 100.0<br />
SCHOLZ & FRIENDS Agenda GmbH<br />
(formerly SCHOLZ & FRIENDS Consulting AG), Berlin<br />
1998 52 100.0<br />
Plato GmbH, Berlin 2000 25 84.0<br />
LIVE LINE Entertainment GmbH<br />
(formerly Live Line TV Productions GmbH), Berlin<br />
2000 381 100.0<br />
SCHOLZ & FRIENDS Brand Affairs GmbH<br />
(formerly CULTNET AG), Hamburg<br />
2001 50 100.0<br />
Appel Grafik Berlin GmbH, Berlin (subsidiary since 2001) 2001 153 51.0<br />
Factual Films GmbH (formerly UNITED VISIONS<br />
TV und Filmproduktionsgesellschaft mbH), Berlin<br />
2001 26 100.0<br />
UV Interactive Entertainment GmbH, Berlin 2001 25 100.0<br />
United Visions GmbH, Berlin 2001 100 100.0<br />
UV Interactive Services GmbH, Berlin<br />
Affiliated enterprises – abroad<br />
2001 25 100.0<br />
SCHOLZ & FRIENDS Athens S.P. Llc., Athens/Greece 1995 118 100.0<br />
SCHOLZ & FRIENDS Antwerp S.A./N.V., Antwerp/Belgium 1995 62 100.0<br />
SCHOLZ & FRIENDS Budapest Kft., Budapest/Hungary 1995 21 100.0<br />
SCHOLZ & FRIENDS London Ltd., London/Great Britain 1997 0 100.0<br />
SCHOLZ & FRIENDS Madrid S.A.L., Madrid/Spain 1995 60 70.0<br />
SCHOLZ & FRIENDS Paris S.A.R.L., Paris/France 1999 8 100.0<br />
SCHOLZ & FRIENDS Praha s.r.o., Prague/Czech Republic 1997 3 100.0<br />
SCHOLZ & FRIENDS Singapore Pte. Ltd., Singapore/Singapore 1997 11 100.0<br />
SCHOLZ & FRIENDS Warszawa Sp.z.o.o., Warsaw/Poland 1995 1 100.0<br />
SCHOLZ & FRIENDS Wien Ges.m.b.H., Vienna/Austria 1995 36 100.0<br />
SCHOLZ & FRIENDS Milano S.r.l., Milan, Rome/Italy<br />
Associated enterprises in Germany<br />
2000 26 100,0<br />
deepblue networks AG, Hamburg 2000 50 49.0<br />
John Warning GmbH, Hamburg (until 30 April 2002) 2000 51 32.0<br />
DDB (Ukraine) Ltd., Nicosia/Cyprus 2002 17 30.0<br />
Perfect camouflage is everything.<br />
An advertisement for German<br />
army commercial vehicles by<br />
Mercedes-Benz. <strong>Scholz</strong> & <strong>Friends</strong><br />
Berlin.<br />
77 l Consolidated Financial Report
78 l Consolidated Financial Report<br />
proportion of the fiscal year remaining after the completion of purchase is described in<br />
subsection III.8 of these notes.<br />
10 Companies that make use of the exemption granted in section 264 subsection 3<br />
of German Commercial Code (HGB)<br />
In accordance with section 264 subsection 3 of the German Commercial Code<br />
(HGB), the following subsidiary companies of SCHOLZ & FRIENDS AG are exempted<br />
from the obligation to prepare, audit and disclose annual accounts and a management<br />
report in accordance with the applicable regulations for companies limited by shares:<br />
SCHOLZ & FRIENDS Group GmbH, Hamburg<br />
SCHOLZ & FRIENDS Berlin GmbH, Berlin<br />
SCHOLZ & FRIENDS Hamburg GmbH, Hamburg<br />
SCHOLZ & FRIENDS International GmbH, Hamburg<br />
SCHOLZ & FRIENDS NeuMarkt GmbH, Hamburg<br />
Metagate GmbH, Hamburg<br />
11 Currency conversion<br />
In accordance with IFRS, the annual accounts of group companies based abroad<br />
have been converted to euros on the basis of the concept of functional currency. This<br />
concept states that, because group companies based abroad are economically separate<br />
subunits of the group, the value of these companies’ assets and liabilities should be<br />
converted for the purposes of the Consolidated Financial Statement using the mean rate<br />
on the balance sheet date and that items on the Profit and Loss Account should be<br />
converted using the average exchange rate over the consolidation period. This method<br />
does not lead to significant differences with respect to conversion on the basis of the<br />
exchange rate at the time at which a transaction took place. The equity capital components<br />
of the subsidiary companies are converted on the basis of the relevant historical<br />
exchange rate at the time of coming into existence. The resulting currency differences<br />
are posted with no effect to the operating results as balancing items for foreign currency<br />
conversion within the equity or the minority interest in the equity.<br />
II Accounting methods and valuation principles<br />
The following section describes the accounting methods and valuation principles<br />
used during the preparation of the Consolidated Financial Statement. More detailed<br />
explanations of the individual items of the Consolidated Profit and Loss Account and<br />
the Consolidated Balance Sheet can be found in sections III, V and VI of these notes.<br />
1 General principle<br />
The Consolidated Financial Statement of the SCHOLZ & FRIENDS Group has been<br />
prepared on the basis of a set of accounting methods and valuation principles that is<br />
uniform throughout the group. These methods and principles have not been amended<br />
since the previous year (continuity).
2 Fixed assets<br />
2.1 Industrial and similar rights and assets and licences in such rights and assets<br />
These assets are evaluated on the basis of acquisition and production costs minus<br />
scheduled linear depreciation.<br />
2.2 Goodwill<br />
Differences resulting from capital consolidation, from the acquisition of agencies<br />
or from conversion transactions are shown as goodwill. This is subject to linear<br />
depreciation affecting expenses over an estimated useful life of 10 years.<br />
2.3 Depreciation and amortisation of the fixed assets<br />
The acquisition costs of intangible assets and tangible assets are subject to linear<br />
depreciation over the period of their anticipated useful life.<br />
Differences between the useful lives of assets arise as a result of differences in the<br />
type and intensity of the use of an asset. The following useful lives are used:<br />
Useful lives Years<br />
Licences 2 to 15<br />
Goodwill 10<br />
Technical equipment and machinery 3 to 10<br />
Fixtures and fittings 5 to 10<br />
Data processing hardware and software 3 to 4<br />
The useful lives and the methods of depreciation are examined for each reporting<br />
period in order to ensure that they correspond to the anticipated commercial benefit<br />
of the fixed asset in question. In the event that the net book value exceeds the anticipated<br />
“attainable amount” (the higher amount of the net saleable value and the utility value of<br />
an asset), the “attainable value” will be made subject to unscheduled depreciation. Lowvalue<br />
fixed assets of German companies are written off in full in the year of acquisition.<br />
2.4 Leasing<br />
Leasing agreements are divided into operating leases and financial leases. A leasing<br />
agreement is classified as an operating lease if it does not transfer all the risks and<br />
opportunities connected with ownership. All other leasing agreements completed with<br />
a company within the group as lessee are classified as financial leases.<br />
In the case of financial leases, assets and liabilities are assessed at the ascribed<br />
current value of the subject matter of the lease at the start of the leasing agreement or<br />
the cash value of the minimum leasing payment if this is lower. When calculating the cash<br />
value, the marginal interest rate for borrowed capital was used because that the actual<br />
interest rate for the leasing agreements could not be established. Leasing payments are<br />
divided into financing costs and the amortisation component of the remaining debt.<br />
Because that there are no existing leasing agreements involving the transfer of ownership<br />
of the leased object to the group and no existing leasing agreements with a term of<br />
contract that exceeds the anticipated useful life of the leased object, the subject matter<br />
of the lease is written off over the term of the leasing agreement. The full amount of all<br />
leasing payments for operative leases is posted as expenses within the relevant<br />
accounting period.<br />
Less is more: this applies not only<br />
to the ultra-light R1 Minima, but<br />
also to the campaign created by<br />
<strong>Scholz</strong> & <strong>Friends</strong> Hamburg for<br />
the cigarette’s market launch in<br />
Eastern Europe.<br />
79 l Consolidated Financial Report
Classic shoes by Migato are<br />
suitable for any wardrobe.<br />
Product communication by<br />
<strong>Scholz</strong> & <strong>Friends</strong> Athens.<br />
80 l Consolidated Financial Report<br />
2.5 Shares of subsidiary companies/participations<br />
Shares of subsidiary companies that are not included in the consolidation and<br />
participations are shown on the balance sheet at acquisition cost or as evaluated on<br />
the basis of the equity accounting method.<br />
2.6 Loans<br />
Loans are evaluated at nominal value.<br />
2.7 Payments on account<br />
Payments on account are shown at acquisition cost.<br />
3 Deferred tax from income<br />
Deferred taxes from income are accrued for any temporary differences arising on<br />
the Consolidated Balance Sheet between the taxable value of an asset or liability and<br />
its net book value. Temporary differences are subject to the rates of taxation that are<br />
expected at the anticipated time of the reversal of the temporary differences. In this<br />
case the tax rates that are valid or announced on the date of the balance sheet are used.<br />
Excluded from this accrual are deferred taxes on temporary differences for goodwill for<br />
which depreciation is not tax deductible.<br />
Furthermore, deferred tax assets are accrued for tax loss carry-forward.<br />
The formation of a deferred tax asset is dependent on the extent to which it is<br />
probable that sufficient taxable income will be available in the near future in order to<br />
be in a position to take advantage of a deferred tax asset. On the other hand, deferred<br />
tax assets that have not been shown on the balance sheet up to now are formed to the<br />
extent to which it is probable that future taxable income will allow the realisation of<br />
the deferred tax asset.<br />
Deferred tax assets and liabilities are liquidated/amortised if the relevant group<br />
company has an enforceable right to set off actual tax assets and liabilities and if the<br />
deferred tax assets and liabilities pertain to tax on income that is collected by the same<br />
tax authority.<br />
4 Inventories<br />
Raw materials and supplies are evaluated at acquisition cost or, if lower, at net<br />
sale value on the date of the balance sheet.<br />
Incomplete services are evaluated at group acquisition or production costs or a<br />
lower ascribed value. The group production costs include the cost of individual materials,<br />
individual production costs and any special production costs, as well as any indirect<br />
costs and overheads incurred for materials or production and the cost of any deterioration<br />
to the value of fixed assets as a result of production.<br />
5 Receivables and other net assets<br />
Receivables and other net assets are evaluated at their nominal value. Recognisable<br />
individual risks connected with trade receivables are taken into account in valuation<br />
allowances for losses on receivables. Uncollectable receivables were written off. Foreigncurrency<br />
receivables of German group companies are evaluated on the basis of the<br />
valid buying rate at the time at which they arose. Any unrealised income due to subsequent<br />
exchange rate fluctuations is credited to income.
6 Short-term investments<br />
Short-term investments are evaluated on the basis of the relevant stock market<br />
prices on the date of the balance sheet. All income and expenses resulting from shortterm<br />
investments are credited to income.<br />
7 Liquid funds<br />
For the purpose of the Cash Flow Statement, liquid funds include cash in hand<br />
and any bank balances that are available at a short notice (original term of max. three<br />
months) minus any current account obligations to banks and financial institutions.<br />
There were no cash equivalents in the reporting period. Cash equivalents are shortterm,<br />
highly liquid investments that can be easily converted into cash at short notice,<br />
which have original terms of three months or less and are not subject to any significant<br />
risk of loss of value.<br />
8 Equity<br />
The capital reserves contained within the equity were reduced by expenses that are<br />
directly connected with the flotation of UVE AG on the stock exchange in 2000 and of<br />
SCHOLZ & FRIENDS AG in 2001 and that are not classified as expenses on the Consolidated<br />
Profit and Loss Account. This set-off was net taking into account the fiscal<br />
effects in accordance with Interpretation SIC 17 of the IASB.<br />
9 Minority interest<br />
In accordance with IFRS, minority interests in the equity and in the year-end results<br />
of a group company are shown separately on the balance sheet (separate to borrowed<br />
capital and equity) and on the Profit and Loss Account. Minority interests are evaluated<br />
at the time of the acquisition or founding of the company as the share of the net book<br />
value of the assets and liabilities of the acquired/founded enterprise that is allocated to<br />
the minority shareholder. Proportional year-end results increase or decrease this item,<br />
dividends paid out to the minority shareholders reduce it.<br />
10 Grants related to assets<br />
Public grants in accordance with the German Investment Grant Act (InvZulG) and<br />
the sponsorship programme of the Investitionsbank Berlin are transferred to the item<br />
“Grants related to assets” in the full amount of the grant in the year of acquisition (allowances)<br />
or award (grants) and reversed over the useful life of the acquired asset.<br />
11 Accruals<br />
Accruals are formed for legal and de facto obligations that have their origins in the<br />
past if it is probable that the fulfilment of these obligations will lead to a drain on<br />
group resources and if it is possible to reliably estimate the size of the obligation.<br />
Accruals take into account all recognisable risks and contingent liabilities.<br />
12 Liabilities<br />
Liabilities are evaluated at the repayment amount. Short-term liabilities include<br />
those liabilities that will become due for repayment within one year. Long-term interestfree<br />
or low-interest liabilities are evaluated at their cash value. Foreign-currency liabilities<br />
of group companies based in Germany are evaluated on the basis of the selling rate on<br />
the date of the balance sheet. Unpaid dividends are only shown as liabilities once they<br />
have been proposed by the Board of Directors and approved by the General Meeting.<br />
A risk analysis by F. Van Lanschot<br />
Bankiers could have prevented<br />
passengers on the Titanic from<br />
investing in a ticket. <strong>Scholz</strong> &<br />
<strong>Friends</strong> Antwerp publicises the<br />
bank’s consulting services using<br />
well-known works of art.<br />
81 l Consolidated Financial Report
The sign is playing on the German<br />
saying “like an elephant in a<br />
porcelain shop”, which is equivalent<br />
to “like a bull in a china shop”. An<br />
award-winning sticker by <strong>Scholz</strong> &<br />
<strong>Friends</strong> Berlin for Meissen<br />
Porcelain.<br />
82 l Consolidated Financial Report<br />
13 Deferred income<br />
Individual group companies that relocated during the course of the fiscal year were<br />
granted rent subsidies on business premises for lessee improvements. In accordance<br />
with SIC 15, all incentive agreements within operative leasing contracts (i.e. incl. rental<br />
contracts) must be shown on the balance sheet as a component of net return agreed for<br />
the use of a leased asset, regardless of the form of the incentive or the form and point<br />
in time of the payments. The lessee is obliged to record the amount of benefit due to<br />
incentives as a reduction of rental expenses on a linear basis over the term of the lease.<br />
As term of lease we have used the term of the rental contract because the improvements<br />
made will probably still be useful for the entire duration of this period.<br />
14 Market value of financial instruments<br />
As a result of their liquidity, cash in hand, bank balances and cheques, trade<br />
receivables, trade payables and accrued advance payments have a market value that<br />
corresponds to the net book value. In the case of long-term liabilities, the net book<br />
value on the date of the balance sheet approximately corresponds to the market value.<br />
The exact market value is established by way of the discounting of payment flows.<br />
Marketable securities are evaluated at market value.<br />
15 Revenue<br />
a) Net sales<br />
Net sales are only recorded once it is probable that the economic benefit of a<br />
business transaction will be accrued by the company and once the amount of the<br />
revenue from the sale can be reliably estimated. Net sales are achieved through the<br />
performance of services. As a rule services are carried out within a defined individual<br />
period; accounts can therefore generally be settled close to the expiry of this period.<br />
With larger customers a monthly, lump-sum payment is generally agreed.<br />
b) Grants<br />
Grants are recorded as deferred income upon issuance once the receipt of the grant<br />
is guaranteed and it is guaranteed that the company fulfils all the conditions required<br />
for the issuance of the grant. Grants awarded to the company as compensation for the<br />
acquisition costs of assets are systematically recorded as income over the anticipated<br />
useful life of the asset.<br />
16 Expenses<br />
a) Operating lease payments<br />
Operating lease payments are spread on a linear basis over the term of the rental/<br />
leasing contract. Incentives such as graduated rental/leasing payments, rent-free<br />
months, and so on, are treated as an integral component of the total leasing expenses.<br />
b) Tax on income<br />
Tax on income includes current and deferred taxes. Tax on income is recorded on<br />
the Profit and Loss Account, except for the fiscal effects of business transactions,<br />
which are posted directly in the equity.<br />
Current tax expenses is the anticipated amount of taxation to pay on income for<br />
the fiscal year. The amount of tax is calculated on the basis of the applicable rates of<br />
taxation for that fiscal year.<br />
Deferred tax expenses is described in more detail in subsection II.3 of these notes.
III Notes to the Consolidated Profit and Loss Account<br />
1 Net sales<br />
The business fields of the SCHOLZ & FRIENDS Group are “Classic Communication”,<br />
“Public Relations” and “Technical Services”, as well as the services performed via the<br />
UVE Group in the areas of the production and marketing of entertainment programmes<br />
for television and the Internet and the production of television programmes in the<br />
areas of entertainment and non-fiction.<br />
The business field Classic Communication incorporates classic advertising concepts,<br />
such as mass communication via television, cinema, radio, newspapers, consumer<br />
publications and outdoor advertising. Furthermore, this business field also includes<br />
the area of integrated communication, encompassing all the relevant communication<br />
disciplines (e.g. direct-response marketing, sales promotion, trade marketing, merchandising),<br />
strategic brand consultancy and communication-orientated management<br />
consultancy.<br />
Classic Communication is the most central and traditional business field and<br />
accounts for around 86% (PY 89%) of net sales. This business field is operated primarily<br />
by the full-service offices, that is, the offices of SCHOLZ & FRIENDS Hamburg<br />
GmbH, Hamburg, and of SCHOLZ & FRIENDS Berlin GmbH, Berlin, as well as the<br />
various subsidiary companies outside Germany.<br />
The Classic Communication business field is supplemented by the company’s<br />
second business field, Public Relations. This subdivision of the communication services<br />
offered by the company deals specifically with the systematic creation and care of a<br />
relationship between a company and/or organisation and the public and was an area<br />
of continued growth during the 2002 fiscal year. This business field was responsible for<br />
about 7% (PY 4%) of net sales in the 2002 fiscal year.<br />
The business field Technical Services deals with the various technical support<br />
services offered by SCHOLZ & FRIENDS for the support of the advertising and<br />
production industry. This area of the company was responsible for 7% (PY 7%) of total<br />
sales in the 2002 fiscal year. These technical support services were used by both the<br />
companies of the SCHOLZ & FRIENDS Group and other companies in the advertising<br />
industry.<br />
The strategically most important business field of the UVE Group is the area<br />
Entertainment Shows, which has its main focus on the development and marketing of<br />
events. This business field was responsible for around 35% (PY 41%) of the net sales of<br />
the UVE Group in the 2002 fiscal year. We define the term “event” as a large-scale<br />
happening that is broadcast live on television or via another medium. The UVE Group<br />
develops, produces and markets entertainment events for both television and the<br />
Internet. The main source of revenue in this area comes from the licensing and royalty<br />
payments of the TV broadcasters.<br />
In the business field TV and Film Production, which contributed roughly 48%<br />
(PY 50%) of the net sales in the 2002 fiscal year, the UVE Group produces high-quality<br />
films and upmarket magazine programmes promoting the corporate image and brand<br />
articles of companies and public-law organisations.<br />
The business field Interactive Entertainments was responsible for 11% (PY 7%) of the<br />
net sales in the 2002 fiscal year. The remaining 6% (PY 2%) of net sales is attributable<br />
to miscellaneous services.<br />
For 300 years Meissen Porcelain<br />
has been one of the best forms of<br />
private retirement provision. This<br />
campaign shows how modern a true<br />
classic can be. <strong>Scholz</strong> & <strong>Friends</strong><br />
Berlin.<br />
83 l Consolidated Financial Report
84 l Consolidated Financial Report<br />
The total net sales of the entire group can be broken down as follows:<br />
Tapple 2002 2001<br />
Classic advertising 46,120 55,946<br />
Public relations 4,598 2,729<br />
Technical services 4,125 4,943<br />
TV and film productions 3,678 1,727<br />
Event marketing 2,815 1,445<br />
Direct-response/interactive marketing 2,226 1,044<br />
New media (online marketing) 871 558<br />
Sales promotion/merchandising 247 190<br />
Other 4,293 5,858<br />
68,973 74,440<br />
The increases in the areas of event marketing and TV and film production can be<br />
attributed to the fact that in the previous year only the net sales from these areas for the<br />
fourth quarter were taken into account in the figures due to the fact that the merger of<br />
the UVE Group with SCHOLZ & FRIENDS AG was completed on 30 September 2001.<br />
A breakdown of net sales revenue for business fields and regions can be found in<br />
section VII of these notes (segment information).<br />
2 Other operating income<br />
Other operating income for the 2002 fiscal year amounts to Tapple 4,078 (PY Tapple 5,080).<br />
This can largely be attributed to the reversal of accruals formed in the previous year in<br />
the amount of Tapple 1,471 (PY Tapple 1,939). This can be seen in more detail in the presentation<br />
of the development of the group’s accruals. In the previous year other operating<br />
income was primarily due to the renunciation of the applicable bonus regulations by<br />
several of the group’s managing directors as of the 2001 fiscal year.<br />
Revenue of Tapple 82 (PY Tapple 158) came about as a result of the reversal of the special<br />
balance sheet item public-sector grants. Other significant balance sheet items were<br />
income from other services in the amount of Tapple 433 (PY Tapple 199), which does not<br />
count as net sales; rental income of Tapple 232 (PY Tapple 183); compensation from insurance;<br />
proceeds from the sale of fixed assets; income from trade discounts and proceeds from<br />
the reversal of valuation allowances.<br />
3 Cost of materials<br />
The cost of materials refers predominantly to purchased services. These are primarily<br />
non-reimbursable, customer-related services from outside the group, fees for freelancers<br />
employed for the performance of either creative or technical services, film production<br />
services within the UVE Group or expenses for presentations.<br />
4 Personnel expenses<br />
Personnel expenses for the 2002 fiscal year included Tapple 677 (PY Tapple 1,912) in termination<br />
pay.
5 Depreciation and amortisation of tangible and intangible assets<br />
Depreciation and amortisation in the 2002 fiscal year can be broken down as<br />
follows:<br />
Tapple 2002 2002 2001 2001<br />
Licences, software 250 645<br />
Goodwill 3,801 2,465<br />
Intangible assets 4,051 3,110<br />
Tangible assets 3,463 3,185<br />
Total scheduled depreciation 7,514 6,295<br />
Goodwill 8,606 2,682<br />
Financial assets 8 53<br />
Total unscheduled depreciation 8,614 2,735<br />
16,128 9,030<br />
Depreciation of goodwill in the 2002 fiscal year can be broken down as follows:<br />
Tapple<br />
Scheduled depreciation<br />
2002 2001<br />
SCHOLZ & FRIENDS Berlin GmbH, Berlin 1,985 1,424<br />
Herman Beasley Ltd. and CKMP Ltd., both London 314 372<br />
Kennedy Communications Sp.z.o.o., Warsaw 169 169<br />
UVE Group, Berlin 1,233 262<br />
SCHOLZ & FRIENDS Madrid S.A.L., Madrid 17 189<br />
Other goodwill depreciation<br />
Unscheduled depreciation<br />
83 49<br />
Herman Beasley Ltd. and CKMP Ltd., both London 567 2,682<br />
UVE Group, Berlin 8,039 0<br />
12,407 5,147<br />
The unscheduled depreciation of the goodwill of Herman Beasley Ltd. and CKMP<br />
Ltd. in London and the UVE Group were due to the decreased profit expectations from<br />
these companies.<br />
In order to determine the required depreciation for the UVE Group, the net book<br />
value of the company’s goodwill was compared to the total cash value of future net<br />
income.<br />
Active and vital despite one’s<br />
age – or perhaps because of it?<br />
The power of the double heart is<br />
evident in this commercial by<br />
<strong>Scholz</strong> & <strong>Friends</strong> Hamburg for<br />
the brand Doppelherz.<br />
85 l Consolidated Financial Report
Winter shoes with special soles<br />
create publicity for a winter tyre<br />
exchange service. <strong>Scholz</strong> & <strong>Friends</strong><br />
Berlin.<br />
86 l Consolidated Financial Report<br />
6 Other operating expenses<br />
Other operating expenses can be broken down as follows:<br />
Tapple 2002 2001<br />
Office and administrative expenses 4,068 3,943<br />
Expenditure on office space 5,708 5,180<br />
Travel and accommodation expenses 1,271 2,104<br />
Staff costs 403 1,085<br />
Car pool costs 862 1,034<br />
Consultancy and auditing expenses 1,834 932<br />
House advertising 1,098 752<br />
Accruals for impending losses 1,213 0<br />
Presentation costs 515 164<br />
Other expenses 2,409 2,344<br />
19,381 17,538<br />
7 Income from participations<br />
The income from participations shown in the previous year can be attributed to the<br />
distribution of dividends from the unconsolidated subsidiary company ADSERVICE<br />
GmbH (see subsection I.7 of these notes, “Principles of consolidation”).<br />
8 Income from associated enterprises<br />
The income from associated companies can be broken down as follows:<br />
Tapple 2002 2001<br />
deepblue networks AG 5 105<br />
John Warning GmbH 0 (9)<br />
DDB (Ukraine) Ltd. 55 0<br />
60 96<br />
The size of the shareholding in each of the aforementioned associated companies<br />
can be seen in subsection I.8 of these notes, “Companies included in the consolidation”.<br />
9 Interest and similar income/expenses<br />
Interest and similar income/expenses can be broken down as follows:<br />
Tapple 2002 2001<br />
Interest and similar income 336 316<br />
Interest and similar expenses (1,096) (1,431)<br />
(760) (1,115)<br />
Interest income was accrued primarily as a result of the short-term investment of<br />
the liquidity from the flotation of UVE AG on the stock exchange.<br />
Interest revenue was significantly influenced by interest expenditure for investments<br />
in fixed assets because that these investments were financed almost entirely by<br />
investment loans and hire/purchase agreements.
Interest income from affiliated companies of Tapple 55 (PY Tapple 101) resulted primarily<br />
from the granting of a loan to the company n.a.s.a.2.0 GmbH, which was taken over<br />
within the fiscal year by Cordiant Holdings GmbH, Frankfurt/Main.<br />
Interest expenditure from affiliated companies of Tapple 642 (PY Tapple 646) resulted<br />
primarily from loans agreed with Cordiant Holdings GmbH, Frankfurt/Main, as well as<br />
from the existing cash-pooling agreement with BATES UK Ltd., London (see subsection<br />
VI.5 of these notes, “Liabilities”).<br />
10 Tax on income<br />
As a rule German companies were obliged to pay corporate income tax in the<br />
years 2001 and 2002 at a rate of 25%, as well as commercial rates, the amount of<br />
which is dependent on the rates of assessment used by the local authority responsible<br />
for the area in which the company has its business premises. The amount of the commercial<br />
rates paid by group companies varied between 13% and 20% of trade income.<br />
Furthermore, German companies also have to pay a solidarity surcharge of 5.5% of the<br />
amount of the corporate income tax.<br />
These rates of taxation were also used to calculate the deferred tax of group<br />
companies within Germany.<br />
Tax on income can be broken down as follows:<br />
Tapple 2002 2001<br />
Tax on income – current (311) 2,574<br />
Tax on income – deferred 677 (1,566)<br />
366 1,008<br />
The following summary shows the connection between the amount of tax expenditure<br />
determined on the basis of the actual rate of taxation in Germany of 41.2%<br />
(PY 41.2%) of the company’s income before income tax, other taxes and minority<br />
interests and the effective tax expenditure shown on the Consolidated Financial<br />
Statement.<br />
Tapple 2002 2001<br />
Computed tax expenditure (4,291) 107<br />
Fiscal effects on non-deductible expenses:<br />
Depreciation of goodwill from consolidation<br />
4,658 715<br />
Tax-free book profit from the sale of the interest<br />
in Bönig & Yamaoka GmbH Int. Public Relations<br />
(17) 0<br />
Effect of deviating rates of taxation and the impossibility<br />
of loss compensation between group companies<br />
16 186<br />
366 1,008<br />
<strong>Scholz</strong> & <strong>Friends</strong> Kyiv invites<br />
consumers to discover a world in<br />
which technological perfection,<br />
exemplary service and skilful design<br />
enjoy a long tradition. Launch<br />
brochure for the first Mercedes-<br />
Benz subsidiary in the Ukraine.<br />
87 l Consolidated Financial Report
The Orchestra of Ideas in London, Hamburg, Vienna, Budapest, Madrid, Antwerp, Prague,<br />
Athens, Warsaw, Moscow and Kiev for Davidoff (examples: see page 106). From left to<br />
right, top row: Roger Parkyn (advertising), Daniel Floyed (advertising), Dirk Rossbach<br />
(advertising), Trevor Kennedy (advertising); second row: Anette Schubert (advertising),<br />
Gorden Mross (advertising), Bettina Kornau (PR); third row: Tina Allerheiligen (PR),<br />
Remo Gschwend (advertising); bottom row: Marcus Korell (advertising), Axel Diegel<br />
(advertising), Bettina Heinz (advertising); not shown: Melanie Bienemann (event),<br />
Dunja Piwkowski (advertising), Henk Knaupe (event), Mathieu Diette (advertising),<br />
Michael Tönnis (advertising), Luc Bridel (advertising), Rudolf Rodenburg<br />
(advertising), Roman Stubics (advertising), Nicole Reicher (advertising),<br />
Christian Ringel (advertising), Gabor Kovacs (advertising), Magdalena<br />
Ringel (advertising), Mate Olah (advertising), Bernadett<br />
Dubovszky (advertising), Katarzyna Pikul (advertising),<br />
Izabela Gramburg (advertising), Bartek Dylinski (advertising),<br />
Piotr Kowalczyk (advertising), Garegin Brutens (advertising),<br />
Sergey Sintsov (advertising), Dmitriy Boldinov (advertising),<br />
Alyona Slipchenko (advertising), Frederic Tassin (advertising),<br />
Michael Chamberlain (advertising), Tara Wright (advertising),<br />
Angel Campanero (advertising), Penny Vlachou (advertising), George<br />
Botsos (advertising), Ivan Hulik (advertising), Petr Bejsovec (advertising),<br />
Jan Horak (advertising), Dominique Joye (advertising),<br />
Jeremy Blezard (advertising).
On behalf of the Office of the<br />
Federal President and the<br />
Bertelsmann Foundation, <strong>Scholz</strong><br />
& <strong>Friends</strong> Berlin stands up for<br />
the integration of immigrants.<br />
On behalf of the European<br />
Commission, Plato, the consultancy<br />
for political communication and<br />
public relations, organised a panel<br />
discussion with prominent EU<br />
experts in Berlin. The opening<br />
speech was held by EU commissioner<br />
Günter Verheugen.<br />
90 l Consolidated Financial Report<br />
11 Minority interests in net income<br />
The minority interests in net income of Tapple 44 (PY Tapple 677) are distributed proportionally<br />
between the following companies:<br />
Tapple 2002 2001<br />
Appel Grafik Berlin GmbH 142 568<br />
SCHOLZ & FRIENDS Madrid S.A.L. (175) 0<br />
Bönig & Yamaoka GmbH Int. Public Relations 10 (10)<br />
Metagate GmbH 19 39<br />
Plato GmbH 48 80<br />
44 677<br />
The losses at SCHOLZ & FRIENDS Madrid S.A.L., Madrid, are the result of a sale<br />
and transfer agreement for shares completed with the shareholders, in which it was<br />
agreed that the purchase price for the shares guaranteed to the minority shareholders<br />
would be dependent on the future results of the company.<br />
IV Notes to the Consolidated Cash Flow Statement<br />
The Consolidated Cash Flow Statement shows the changes that have occurred to<br />
the liquid funds of the SCHOLZ & FRIENDS Group in the 2002 fiscal year and the<br />
previous year (on the basis of stocks of cash and cash equivalents of NetFree AG on<br />
1 January 2001) as a result of the influx and outflow of funds. The payment flows<br />
included in this Cash Flow Statement are divided into cash flows from operating<br />
activities, investment activities and financing activities. The Cash Flow Statement has<br />
been drawn up using the indirect method. This means that the results for the period<br />
under review are adjusted in order to eliminate the effects of non-cash business transactions;<br />
changes to the levels of inventories, receivables, liabilities and deferred items;<br />
and other items that relate to cash flows from investment activities or financing activities.<br />
The following individual items appear on the Consolidated Cash Flow Statement:<br />
1 Income from associated enterprises<br />
Please refer to subsection III.8 of these notes.<br />
2 Change in operating assets<br />
Operating assets include inventories, receivables and other assets, as well as prepaid<br />
expenses. Trade receivables are reduced by valuation allowances for uncollectable<br />
accounts. Any changes to valuation allowances are shown separately.<br />
3 Change in operating liabilities<br />
Operating liabilities include grants related to assets, accruals, payments received<br />
on account of orders, trade payables, payables to affiliated enterprises, other liabilities<br />
and deferred income.
4 Investments<br />
Investments include investments in intangible assets, tangible assets and financial<br />
assets.<br />
The net effect of the sale of all shares held in Bönig & Yamaoka GmbH Int. Public<br />
Relations, Hamburg, is shown in the item disposal of subsidiary companies and business<br />
units. In the previous year this item involved the acquisition of subsidiary companies and<br />
business units, including the merger with the UVE Group (see explanation in subsection<br />
V.1.1) and the initial inclusion of two companies in accordance with the full consolidation<br />
method (SCHOLZ & FRIENDS Brand Affairs GmbH [formerly CULTNET AG],<br />
Hamburg, and Appel Grafik Berlin GmbH, Berlin).<br />
This had the following effect on the assets and liabilities of the group:<br />
Disposal Acquisition<br />
Tapple 2002 2001<br />
Intangible, tangible and financial assets (448) 28,502<br />
Inventories 5 1,705<br />
Trade receivables, receivables from affiliated<br />
enterprises and participations<br />
(245) 28,327<br />
Other assets, deferred tax assets (199) 8,682<br />
Cash and cash equivalents (672) 19,644<br />
Minority interests (4) 721<br />
Grants related to assets, accruals (95) 14,267<br />
Trade payables, payments received on account (1,106) 35,051<br />
Other liabilities, deferred income and deferred<br />
tax liabilities<br />
(326) 13,597<br />
Net assets (28) 23,224<br />
Goodwill resulting from acquisitions 0 12,351<br />
Total purchase price (82) 35,575<br />
Less increase in the share capital and capital<br />
reserves through the issue of own shares<br />
0 (33,643)<br />
Less deferred and contingent purchase price instalments 0 (1,403)<br />
Part of the purchase price received (PY paid) in cash or<br />
cash equivalents<br />
(82) 529<br />
Stock of cash and cash equivalents sold with subsidiary<br />
companies and business units<br />
(PY assumed from subsidiary companies and business units)<br />
672 (19,644)<br />
Net cash decrease (+), net cash increase (–) 590 (19,115)<br />
5 Dividends paid<br />
The item dividends paid includes all the dividend payments made to companies<br />
outside the group in the previous year.<br />
6 Proceeds from/repayment of borrowings<br />
This item includes granted and repaid loans of Cordiant Holdings GmbH (see<br />
subsection VI.5 of these notes).<br />
Greetings from hell: with this free<br />
postcard, Ärzte ohne Grenzen e.V.<br />
(MEDICINS SANS FRON-<br />
TIERES) creates publicity for its<br />
work in areas of conflict. ADC<br />
Bronze for <strong>Scholz</strong> & <strong>Friends</strong> Berlin.<br />
91 l Consolidated Financial Report
This print campaign by <strong>Scholz</strong> &<br />
<strong>Friends</strong> Hamburg for VELUX roof<br />
windows shows how to bring the<br />
sky into your home.<br />
92 l Consolidated Financial Report<br />
7 Effects of changes to exchange rates on liquid funds<br />
The item effects of changes to exchange rates on liquid funds shows the extent to<br />
which fluctuations between the exchange rates on the first day of the fiscal year and<br />
the last day of the fiscal year affected the stock of cash and cash equivalents available<br />
at the beginning of the fiscal year. Exchange rate fluctuations affect our subsidiary<br />
companies SCHOLZ & FRIENDS Budapest Kft., SCHOLZ & FRIENDS London Ltd.,<br />
SCHOLZ & FRIENDS Praha s.r.o. and SCHOLZ & FRIENDS Warszawa Sp.z.o.o.<br />
8 Liquid funds<br />
The item liquid funds includes cash in hand, bank balances and cheques reduced<br />
by the amount of outstanding overdrafts of Tapple 0 (PY Tapple 67).<br />
9 Interest and tax payments<br />
Net interest in the amount of Tapple 216 (PY Tapple 131) was paid in the fiscal year. In the<br />
same period a reimbursement of tax on income was received in the amount of Tapple 259<br />
(PY Tapple 4,687 paid).<br />
V Notes to the Consolidated Balance Sheet – Assets<br />
1 Fixed assets<br />
Please refer to the separate summary of fixed assets.<br />
1.1 Intangible assets<br />
The item concessions, industrial and similar rights and assets and licences in such<br />
rights and assets in the amount of Tapple 354 (PY Tapple 495) primarily capitalises purchased<br />
software products.<br />
A significant item of the intangible assets is goodwill in the amount of Tapple 19,504<br />
(PY Tapple 31,179), which is the result of company mergers and is capitalised in accordance<br />
with IAS 22.<br />
The main individual items of goodwill are as follows:<br />
Tapple 31 Dec. 2002 31 Dec. 2001<br />
SCHOLZ & FRIENDS Berlin GmbH, Berlin 13,855 15,834<br />
UVE AG, Berlin 2,500 10,227<br />
SCHOLZ & FRIENDS Madrid S.A.L., Madrid 829 1,697<br />
Kennedy Communications Sp.z.o.o., Warsaw 1,353 1,522<br />
Herman Beasley Ltd., CKMP Ltd., both London 230 1,171<br />
Others 737 728<br />
19,504 31,179<br />
All of the individual items of goodwill are subject to depreciation over a period of<br />
10 years.<br />
Goodwill resulting from the merger of UVE AG and SCHOLZ & FRIENDS AG was<br />
subject to unscheduled depreciation during the fiscal year. Furthermore, goodwill from<br />
the purchase of Herman Beasley Ltd. and CKMP Ltd., both in London, was also subject<br />
to unscheduled depreciation. Goodwill from the purchase of E.S.C. COMUNICACION<br />
EISEN SAN MARTIN CAMINA, S.A.L., Madrid, was recalculated due to a change of
the purchase price in 2002. Additions in the fiscal year result from the purchase of 20%<br />
of Metagate GmbH, Hamburg. The net book value on the date of the balance sheet<br />
was Tapple 93. This goodwill will also be subject to depreciation over a period of 10 years.<br />
The capitalised software from leasing contracts is subject to depreciation over the<br />
term of the applicable leasing contract. As a rule this is three years.<br />
1.2 Financial assets<br />
In the previous year the item shares in affiliated enterprises included shares of<br />
companies that were not included in the Consolidated Financial Statement. These<br />
shares were primarily in the company Imagerefinery GmbH (Tapple 25), which was<br />
founded in the year 2000 as a 100% subsidiary of Metagate GmbH. This company was<br />
sold in the 2002 fiscal year for Tapple 25.<br />
There are existing participations in the company Immobilienfonds Rosenthaler Weg 8<br />
GbR, Berlin, of Tapple 53 and in the company Partner für Berlin GmbH, Berlin, of Tapple 5.<br />
Furthermore, the shareholding in Lentz Entertainment GmbH was also reposted to this<br />
item.<br />
The following shares in associated companies have been evaluated in accordance<br />
with the equity accounting method:<br />
Tapple 31 Dec. 2002 31 Dec. 2001<br />
deepblue networks AG 1,042 990<br />
DDB (Ukraine) Ltd. 434 0<br />
John Warning GmbH 0 8<br />
1,476 998<br />
The group’s participation in deepblue networks AG was increased in the 2002<br />
fiscal year by 19% to 49%. Furthermore, we also purchased a 30% shareholding in<br />
DDB (Ukraine) Ltd. The shares held in the company John Warning GmbH were sold<br />
together with the shareholding in the fully consolidated subsidiary company Bönig &<br />
Yamaoka GmbH Int. Public Relations. Shares in Lentz Entertainment GmbH were made<br />
subject of depreciation and reposted to participations due to the initiation of insolvency<br />
proceedings on the assets of this company.<br />
Long-term investments of Tapple 8 (PY Tapple 3) are held by SCHOLZ & FRIENDS Wien<br />
Ges.m.b.H.<br />
The financial assets also include other loans of Tapple 317 (PY Tapple 369). These are<br />
essentially deposits for rented business premises in Berlin.<br />
The part payment of the purchase price for the shareholding in COUCH POTATOES<br />
Fernsehproduktions GmbH, Cologne, is posted under the item payments on account in<br />
financial assets because the beneficial ownership of this shareholding had not yet been<br />
transferred to the purchaser, SCHOLZ & FRIENDS AG, on the date of the balance<br />
sheet.<br />
2 Inventories<br />
The item inventories primarily shows orders still in progress, which are listed<br />
under incomplete services, such as services of the UVE Group in the area of car and<br />
travel formats.<br />
The first air-conditioning system<br />
with 500 different designs: window<br />
shades and blinds by VELUX.<br />
A television commercial by <strong>Scholz</strong><br />
& <strong>Friends</strong> Hamburg.<br />
93 l Consolidated Financial Report
Flat, located 30 cm from the train<br />
station. Only to be found in the<br />
world’s largest model railway<br />
system. <strong>Scholz</strong> & <strong>Friends</strong> Hamburg<br />
with an extremely cost-effective<br />
classified ad campaign for the<br />
Miniatur Wunderland.<br />
94 l Consolidated Financial Report<br />
Finished products includes services completed in the previous year that have not<br />
yet been invoiced, primarily services for the festival at the Brandenburg Gate by Live<br />
Line Entertainment GmbH, Berlin.<br />
3 Receivables and other assets<br />
Uninvoiced production costs includes external services, which are evaluated on the<br />
basis of existing received invoices. This refers to invoiced services related to customer<br />
orders that can only be on-charged to the customer after the date of the balance sheet.<br />
The risk of not being able to on-charge invoiced services to the customer is taken into<br />
account through the formation of individual valuation allowances.<br />
Uninvoiced production costs of Tapple 1,108 (PY Tapple 4,952) are offset by payments<br />
received on account of Tapple 1,151 (PY Tapple 5,207).<br />
Receivables from affiliated companies exist primarily against Cordiant Holdings<br />
GmbH, Frankfurt/Main, as a result of the assumption of the loan made to n.a.s.a.2.0<br />
GmbH, Hamburg, which left the Cordiant Group in the fiscal year. Furthermore, there<br />
is also an existing claim to the benefit of subsidiary SCHOLZ & FRIENDS London Ltd.,<br />
London, against the Cordiant Communications Group plc., London, arising as a result<br />
of the fiscal unity of these companies.<br />
Tapple 31 Dec. 2002 31 Dec. 2001<br />
Non-consolidated subsidiaries of the<br />
SCHOLZ & FRIENDS Group<br />
0 13<br />
n.a.s.a.2.0 GmbH, Hamburg 0 610<br />
Cordiant Holdings GmbH, Frankfurt/Main 1,121 39<br />
Cordiant Communications Group plc., London/Great Britain 662 26<br />
Other companies of the Cordiant Group 126 105<br />
1,909 793<br />
Receivables from associated companies of Tapple 850 (PY Tapple 7) result primarily from<br />
trade with deepblue networks AG, Hamburg.<br />
Other assets include the following:<br />
Tapple 31 Dec. 2002 31 Dec. 2001<br />
Tax receivables 1,651 7,059<br />
Supplies with debit balances 57 58<br />
Receivables from employees 58 74<br />
Receivables from Media Port 0 210<br />
Other assets 469 267<br />
2,235 7,668<br />
Tax receivables result primarily from the overpayment of tax on income by the<br />
German SCHOLZ & FRIENDS companies.<br />
Receivables from Media Port GmbH, Berlin, have been written off.<br />
4 Cash and cash equivalents<br />
Cash and cash equivalents on 31 December 2001 resulted primarily from the<br />
influx of funds as a result of the flotation of UVE AG on the stock exchange.
5 Deferred tax assets<br />
Deferred tax assets resulted from the following temporary differences:<br />
Tapple 31 Dec. 2002 31 Dec. 2001<br />
Finance leasing 86 270<br />
Loss carry-forward 4,484 5,056<br />
Long-term liabilities 387 417<br />
Grants related to assets 113 113<br />
Other (3) (4)<br />
5,067 5,852<br />
Loss carry-forward is not subject to time limits. Deferred tax assets on tax loss<br />
carry-forward are, however, only formed to the extent that it is probable that they can<br />
be set off against positive fiscal results within two to three fiscal years of the date of<br />
the Financial Statement. For this reason the deferred tax assets of the companies<br />
SCHOLZ & FRIENDS Budapest Kft., Budapest/Hungary (Tapple 36), SCHOLZ & FRIENDS<br />
Paris S.A.R.L., Paris/France (Tapple 149) and SCHOLZ & FRIENDS London Ltd., London/<br />
Great Britain (Tapple 346) were reversed in the fiscal year to the benefit of income.<br />
VI Notes to the Consolidated Balance Sheet – Equity and Liabilities<br />
1 Earnings per share<br />
The undiluted earnings per share were determined on the basis of the consolidated<br />
net loss for the year of Tapple 11,215 (PY Tapple 1,426) and the weighted average of the<br />
number of 21,460,000 (PY 9,677,250) ordinary shares:<br />
2002 2001<br />
Consolidated net loss for the year in Tapple (11,215) (1,426)<br />
Weighted average of the number of ordinary shares 21,460,000 9,677,250<br />
Earnings per share in apple – undiluted (0.52) (0.15)<br />
2 Minority interests<br />
Minority interests refers exclusively to the minority shareholders of the following<br />
subsidiary companies:<br />
Tapple 31 Dec. 2002 31 Dec. 2001<br />
Appel Grafik Berlin GmbH, Berlin 148 266<br />
SCHOLZ & FRIENDS Madrid S.A.L., Madrid (153) 0<br />
Bönig & Yamaoka GmbH Int. Public Relations 0 (5)<br />
Plato GmbH, Hamburg 52 84<br />
Metagate GmbH, Hamburg 0 48<br />
47 393<br />
With regard to the losses at SCHOLZ & FRIENDS Madrid S.A.L., Madrid, please<br />
refer to the comment made in subsection III.11 of these notes.<br />
Communication for the young<br />
generation. The well-known Diddl<br />
mouse needed a new website.<br />
deepblue networks created one of<br />
the largest German children’s<br />
communities for this purpose.<br />
95 l Consolidated Financial Report
At the consumer goods trade fair<br />
Ambiente, dealers discover which<br />
products will be fought over by<br />
their customers during the coming<br />
season. An advertising campaign<br />
by <strong>Scholz</strong> & <strong>Friends</strong> Berlin.<br />
96 l Consolidated Financial Report<br />
3 Grants related to assets<br />
The average useful life for subsidised assets, for which this special account was<br />
formed, is 5 years.<br />
4 Accruals<br />
Please refer to the supplement to the notes on the Consolidated Financial Report.<br />
Accruals for impending losses were primarily formed for losses from rental contracts<br />
for business premises incurred by our London-based subsidiary (Tapple 1,167) and<br />
UV GmbH (Tapple 789).<br />
Group companies also set up accruals for claims arising from unused holidays.<br />
This makes provision for holiday allowances and pro rata social welfare contributions.<br />
An accrual of Tapple 921 has been set up for the acquisition of shares in the company<br />
Kennedy Communications Sp.z.o.o. in Warsaw.<br />
Repayment obligations refers to grants issued to the former UVE AG by the State<br />
of Berlin.<br />
Accruals for director’s fees refers primarily to bonus agreements completed with<br />
the managing directors of SCHOLZ & FRIENDS companies.<br />
The increase in the accruals for legal fees and consultancy costs is due to the<br />
increased requirements resulting from the flotation of the company on the stock<br />
exchange.<br />
Accruals for additional taxes from a tax audit were set up for probable claims<br />
against SCHOLZ & FRIENDS Berlin GmbH, Berlin.<br />
Accruals for termination pay have been formed primarily for the laying off of<br />
several employees of SCHOLZ & FRIENDS Hamburg GmbH, Hamburg, and SCHOLZ &<br />
FRIENDS Berlin GmbH, Berlin.<br />
Accruals for bonus payments for employees were set up for bonus payments for<br />
managing directors and bonuses for individual employees.<br />
Accruals for valuation adjustments to orders on hand refers to SCHOLZ &<br />
FRIENDS London Ltd., London/Great Britain.<br />
Accruals for restructuring measures were formed in the previous year within the<br />
UVE Group primarily for personnel matters.<br />
Other accruals have been set up by the group companies for other recognisable<br />
risks.<br />
5 Liabilities<br />
Long-term trade payables in the fiscal year are primarily due to liabilities of Tapple 947<br />
(PY Tapple 1,584) from the purchase of fixtures and fittings by SCHOLZ & FRIENDS<br />
Hamburg GmbH, Hamburg. Furthermore, this item also includes liabilities from the<br />
purchase of E.S.C. COMUNICACION EISEN SAN MARTIN CAMINA, S.A.L. of Tapple 720<br />
(PY Tapple 1,817) by SCHOLZ & FRIENDS Madrid S.A.L.<br />
Long-term liabilities to affiliated companies includes liabilities from loans with a<br />
residual term to maturity of more than one year. One such loan is that granted by<br />
Cordiant Holdings GmbH to the SCHOLZ & FRIENDS Group GmbH, Hamburg, in the<br />
amount of Tapple 4,000 (PY Tapple 6,000), of which Tapple 2,000 (PY Tapple 2,000) is repayable in<br />
2003. Interest is charged at the three-monthly EURIBOR rate plus a margin of 2%.<br />
The loan of Tapple 7,289 that was granted to SCHOLZ & FRIENDS London Ltd.,<br />
London/Great Britain, by BATES UK Ltd., London, in the previous year was integrated<br />
into the cash-pooling agreement existing between the British companies of the
Cordiant Group in the fiscal year. As a result of this agreement there were short-term<br />
liabilities on the date of the balance sheet of Tapple 7,546 (PY Tapple 2,835).<br />
Short-term trade payables refers primarily to liabilities for transitory production<br />
costs.<br />
Short-term liabilities to affiliated companies can be broken down as follows:<br />
Tapple 31 Dec. 2002 31 Dec. 2001<br />
Cordiant Holdings GmbH 2,058 4,141<br />
BATES companies 7,546 2,835<br />
Cordiant Communications Group plc. 29 28<br />
Subsidiary companies not included in the<br />
SCHOLZ & FRIENDS Group<br />
0 41<br />
Other companies of the Cordiant Group 184 366<br />
9,817 7,411<br />
As in the previous year, payables to associated companies primarily exist with<br />
regard to deepblue networks AG and are a result of a shareholder contribution of<br />
Tapple 281 (PY Tapple 281), which is to be paid in by SCHOLZ & FRIENDS Group GmbH in<br />
instalments. Furthermore, there are also trade payables of Tapple 14 (PY Tapple 157). In the<br />
previous year there were liabilities from cash pooling of Tapple 888.<br />
Other short-term liabilities in the fiscal year include the following:<br />
Tapple<br />
Tax liabilities:<br />
2002 2002 2001 2001<br />
from profit distribution<br />
(capital gains tax/solidarity surcharge)<br />
563 767<br />
from sales tax 533 4,073<br />
from wage and church tax 697 763<br />
from other tax 57 44<br />
Total tax liabilities 1,850 5,647<br />
Liabilities relating to social security and similar obligations 902 1,196<br />
Customers with credit balances 230 13<br />
Liabilities to employees 70 90<br />
Other liabilities 1,299 1,695<br />
4,351 8,641<br />
6 Deferred income<br />
The largest individual item is in connection with the relocation to new business<br />
premises. This refers to the company SCHOLZ & FRIENDS Hamburg GmbH, Hamburg.<br />
The deferral of the subsidies for lessee improvements has led to a total consideration<br />
for the fiscal year of Tapple 1,387 (PY Tapple 1,762).<br />
The reduction of expenditure on rent due to the granting of rent-free periods for the<br />
business premises in Hamburg and Berlin in the year 2000, which in accordance with<br />
IFRS must be recorded on a linear basis over the term of the rental contract, is shown<br />
on the balance sheet as Tapple 969 (PY Tapple 1,056).<br />
Summer, sun and Schwarzkopf:<br />
<strong>Scholz</strong> & <strong>Friends</strong> Athens develops<br />
promotional material for the hair<br />
styling festival “The Rhythm of<br />
Cuba”.<br />
97 l Consolidated Financial Report
Cabinet shows how to invest money<br />
in cigarettes economically – with<br />
a wink. A trade-marketing idea by<br />
<strong>Scholz</strong> & <strong>Friends</strong> Hamburg.<br />
98 l Consolidated Financial Report<br />
7 Deferred tax liabilities<br />
The deferred tax liabilities are a result of the following temporary differences:<br />
Tapple 2002 2001<br />
Finance leasing 64 180<br />
Fixtures 0 62<br />
Deferred income 0 (62)<br />
Deferred tax liabilities 64 180<br />
VII Segment information<br />
In accordance with the conditions of IAS 14, certain information is given in the<br />
following on the basis of individual business fields and regions.<br />
1 Business fields<br />
2002 2001<br />
Tapple Push Pull Group Push Pull Group<br />
Sales 43,083 25,890 68,973 53,905 20,535 74,440<br />
Depreciation/amortisation 5,434 10,694 16,128 8,002 1,028 9,030<br />
Operating results I (EBIT) (2,139) (7,517) (9,656) (2,105) 3,526 1,421<br />
Operating results II (EBITA) 927 1,824 2,751 2,750 3,818 6,568<br />
Segment assets* 50,090 13,597 63,687 80,269 13,325 93,594<br />
Segment liabilities** 34,318 5,968 40,286 51,324 7,358 58,682<br />
* Segment assets = fixed assets + current assets + prepaid expenses<br />
** Segment liabilities = other accruals + long-term liabilities (without deferred tax liabilities) + short-term<br />
liabilities + deferred income<br />
The division of push communications shall primarily continue with classic advertising<br />
under the name of SCHOLZ & FRIENDS. This will continue to be the most<br />
important field of business in the future with a share of around three-quarters of the<br />
turnover.<br />
In the area of pull communication emphasis is being placed on the areas of<br />
entertainment shows, interactive entertainment and TV and film production within<br />
the company UNITED VISIONS. SCHOLZ & FRIENDS will supplement this business<br />
area with its range of services in the area of integrated brand communication and<br />
trade marketing, public relations, communications-orientated business consulting and<br />
production.<br />
The segment assets of the push communication business field include additions<br />
to the fixed assets of Tapple 2,233 (PY Tapple 16,839). A further Tapple 1,597 (PY Tapple 13,192) has<br />
been added to the business field of pull communications.<br />
The operating results (EBIT and EBITA) for the segment of push communication<br />
includes non-cash expenditure from the formation of the accruals for impending losses<br />
of Tapple 1,167 (PY Tapple 0) and from the formation of accruals for termination pay of Tapple 619<br />
(PY Tapple 1,899). The pull communication segment includes accruals for impending<br />
losses of Tapple 985 (PY Tapple 0) and for termination pay of Tapple 58 (PY Tapple 13).
Unscheduled depreciation of goodwill of Tapple 567 (PY Tapple 2,682) and Tapple 8,039<br />
(PY Tapple 0) had an affect on the push communication and pull communication segments,<br />
respectively.<br />
The push communication segment includes income from associated companies of<br />
Tapple 55 (PY Tapple 0). The pull communication segment includes income from associated<br />
companies of Tapple 5 (PY Tapple 96). The segment assets of the push communication segment<br />
includes shares in associated companies to the value of Tapple 434 (PY Tapple 0). The segment<br />
assets of the pull communication segment includes shares in associated companies to<br />
the value of Tapple 1,042 (PY Tapple 998).<br />
2 Regions<br />
2002 2001<br />
Tapple Inland Abroad Group Inland Abroad Group<br />
Sales 57,356 11,617 68,973 60,396 14,044 74,440<br />
Depreciation/amortisation 14,734 1,394 16,128 5,286 3,744 9,030<br />
Operating results I (EBIT) (6,763) (2,893) (9,656) 7,551 (6,130) 1,421<br />
Operating results II (EBITA) 4,732 (1,981) 2,751 9,436 (2,868) 6,568<br />
Segment assets* 53,177 10,510 63,687 80,362 13,232 93,594<br />
Segment liabilities** 25,898 14,388 40,286 41,189 17,493 58,682<br />
* Segment assets = fixed assets + current assets + prepaid expenses<br />
** Segment liabilities = other accruals + long-term liabilities (without deferred tax liabilities) + short-term<br />
liabilities + deferred income<br />
The inland segment includes all German-based companies and associated companies<br />
(see “Companies included in the consolidation”). Correspondingly, the abroad segment<br />
includes all affiliated companies outside Germany. The main emphasis of foreign<br />
activity is in Europe. Only one subsidiary company is located in Asia.<br />
The segment assets and corresponding segment liabilities are classified according<br />
to geographic location. The classification of segment revenue is based on the geographic<br />
location of the company performing the services, which is the company whose<br />
location corresponds best with the location of the customer on the basis of the existing<br />
group network organisation.<br />
The segment assets of the inland segment include additions to the fixed assets of<br />
Tapple 3,533 (PY Tapple 29,593). A further Tapple 297 (PY Tapple 438) has been added to the abroad<br />
segment.<br />
VIII Miscellaneous information<br />
1 Operating lease payments<br />
Obligations from rental/leasing contracts, which are treated as “operating leases”,<br />
are as follows:<br />
Tapple 2003 2004–2007 After 2007 Total<br />
4,152 11,332 6,134 21,618<br />
The above rental/leasing obligations are shown up to the earliest point of termination<br />
of contract. The leasing liabilities from leasing contracts that are shown in the Consoli-<br />
Finding and experiencing a<br />
community – this is what Cabinet<br />
stands for. A campaign for the<br />
most successful East German<br />
cigarette brand of Reemtsma,<br />
by <strong>Scholz</strong> & <strong>Friends</strong> Hamburg.<br />
99 l Consolidated Financial Report
Small drops. Big effects! Health<br />
that you really do get used to:<br />
Béres Drops Plus strengthen the<br />
immune system. A campaign by<br />
<strong>Scholz</strong> & <strong>Friends</strong> Kyiv.<br />
100 l Consolidated Financial Report<br />
dated Financial Statement are based on the cash value of the leasing instalments for<br />
leased software and equipment. These are payable as follows:<br />
Payments Interest Reduction of lease liability<br />
Tapple 2002 2001 2002 2001 2002 2001<br />
Within one year 569 1,098 58 108 511 990<br />
Within 1–5 years 566 1,151 39 95 527 1,056<br />
Total 1,135 2,249 97 203 1,038 2,046<br />
2 Contingencies<br />
SCHOLZ & FRIENDS AG owns a shareholding in the company Immobilienfonds<br />
Rosenthaler Weg 8 GbR. In addition to the joint property, SCHOLZ & FRIENDS AG is<br />
also proportionally liable, based on the percentage of shares held, with its other assets.<br />
The company Penk Pannier Beteiligungsgesellschaft mbH has indemnified SCHOLZ &<br />
FRIENDS AG against these risks.<br />
On 31 December 2002 there were financial obligations of Tapple 51 (PY Tapple 51) as a<br />
result of co-liability for the company Lentz Entertainment GmbH towards the company<br />
Deutsche Leasing AG.<br />
3 Employee benefit programme/Stock option plan<br />
The General Meeting of UVE AG on 30 May 2000 authorised the Board of Directors<br />
and Supervisory Board to introduce a share option scheme for members of the Board of<br />
Directors and employees of the company and made a corresponding amount of conditional<br />
capital available. A total of 67,500 share options were issued for the share option<br />
scheme, which granted subscription rights to a total of 67,500 individual shares in the<br />
company UVE AG. The striking price of the options corresponds to the issue price on<br />
20 June 2000 of apple 24.00 per share. Of these options 25% could be exercised at the earliest<br />
after two years, a further 25% at the earliest after 3 years and the final 50% could be<br />
exercised after 4 years of being issued. Now that the merger has come into effect, the<br />
shares in UVE AG no longer exist. Therefore the options to purchase these shares have<br />
perished. Upon the completion of the merger SCHOLZ & FRIENDS AG therefore offered<br />
the holders of share options for UVE AG shares the equivalent subscription rights to<br />
shares in the company SCHOLZ & FRIENDS AG. These share options must be exercised<br />
before 30 May 2006. Options can only be exercised within 14 banking days of the publication<br />
of the operational figures for the third calendar quarter or, in case these figures<br />
are not published, within 14 banking days of the end of the third calendar quarter if at<br />
this time the General Meeting for the expired fiscal year has already been held, or within<br />
4 banking days of the General Meeting. The preferential price for these share options is<br />
apple 24.00, apart from 1,493 options that have a preferential price of apple 5.40.<br />
Various employees of the SCHOLZ & FRIENDS Group already participate in the<br />
stock option plan introduced by the parent company of SCHOLZ & FRIENDS AG,<br />
Cordiant Communications Group plc. For further details please refer to subsection<br />
VIII.7.3 of these notes.<br />
Board of Directors member Christian Tiedemann has a share option for the<br />
purchase of up to 214,599 shares in SCHOLZ & FRIENDS AG within three years from<br />
the company BATES Deutschland Holding GmbH at a total price of 1.00 German mark.<br />
Chairman of the Supervisory Board Peter Martin Schöning has an option to<br />
purchase 214,500 shares in the company from BATES Deutschland Holding GmbH.
The number of existing share options did not change in the fiscal year. No further<br />
options were granted, no options were exercised and no option rights expired.<br />
It was not necessary to form any special accruals in the Consolidated Financial<br />
Statement for the option obligations to be fulfilled by BATES Deutschland Holding<br />
GmbH due to the lack of financial burden.<br />
The option obligations assumed as a result of the merger with UVE AG (see above),<br />
which have led to obligations being imposed on our company, did not necessitate the<br />
forming of accruals due to the high preferential price for the options in relation to the<br />
current stock exchange price.<br />
Otherwise, there are no holders of any other special rights (i.e. holders of option<br />
certificates, convertible bonds or profit participation rights, etc.).<br />
4 Capitalisation of SCHOLZ & FRIENDS AG<br />
The share capital of the company has been conditionally increased by a total of<br />
Tapple 67.5 through the issue of 67,500 shares on the basis of the decision made at the<br />
General Meeting on 28 August 2001 to introduce an employees’ stock option plan.<br />
This conditional increase of the share capital will only be carried out insofar as share<br />
options have been issued granting subscription rights to these new shares and as the<br />
bearers of these share options choose to exercise their subscription rights. The new<br />
shares will give the holder the right to participate in the profits of the company as of<br />
the beginning of the year in which they are issued.<br />
Furthermore, section 6 of the articles of association of SCHOLZ & FRIENDS AG<br />
authorises the Board of Directors, with the prior consent of the Supervisory Board, to<br />
increase the share capital once or more than once before 1 June 2006, if necessary under<br />
exclusion of the legally stipulated subscription rights, by up to Tapple 8,500 through the issue<br />
of new bearer shares in return for cash payments or payment in kind (authorised capital).<br />
The Board of Directors, with the consent of the Supervisory Board, is also authorised<br />
to determine the exact conditions for the issue of new shares. Furthermore, the Board<br />
of Directors is authorised, with the consent of the Supervisory Board, to preclude the<br />
subscription rights of existing shareholders in certain cases, for example in order to<br />
issue the new shares to the employees of the company as part of a stock option plan.<br />
5 Board of Directors and Supervisory Board<br />
Members of the Board of Directors of SCHOLZ & FRIENDS AG in the 2002 fiscal<br />
year were:<br />
•Mr Wolfgang Boyé, Berlin, businessman,<br />
•Mr Thomas Heilmann (Chairman), Berlin, advertising expert<br />
Chairman of the Supervisory Board of Ampere AG, Berlin<br />
Chairman of the Supervisory Board of Econa AG, Berlin<br />
Chairman of the Supervisory Board of MHH AG, Hamburg<br />
Chairman of the Supervisory Board of Aperto AG/cell network Germany, Berlin<br />
•Mr Tewe Pannier, Berlin, journalist,<br />
•Mr Christian Tiedemann, Hamburg, businessman,<br />
Chairman of the Supervisory Board of deepblue networks AG, Hamburg<br />
•Mr Sebastian Turner (Chairman), Berlin, advertising expert.<br />
The total amount of wages paid to the members of the Board of Directors<br />
amounted to Tapple 1,502 (PY Tapple 553) plus 5,000 (PY 5,000) subscription rights to shares<br />
in the company as part of the company’s stock option plan.<br />
What do healthy skin, eyes,<br />
muscles and bones require? Not<br />
skin cream, but milk, cheese and<br />
yogurt from Northern Ireland.<br />
A television commercial by <strong>Scholz</strong><br />
& <strong>Friends</strong> London for the Dairy<br />
Council of Northern Ireland.<br />
101 l Consolidated Financial Report
How to save money and motivate<br />
employees at the same time?<br />
Easy enough with Mercedes-Benz<br />
communal service vehicles.<br />
<strong>Scholz</strong> & <strong>Friends</strong> Berlin.<br />
102 l Consolidated Financial Report<br />
For one member of the Board of Directors there is an existing accrual for pension<br />
of Tapple 22 (PY Tapple 22).<br />
No loans have been granted to any members of the Board of Directors, nor any<br />
related parties, by the company or by any of its subsidiary companies.<br />
Supervisory Board<br />
The following table contains a list of all the members of the Supervisory Board<br />
and their main professions:<br />
Name Profession<br />
Peter Martin Schöning Chairman Advertising expert<br />
Andrew Boland Deputy Chairman Businessman<br />
Michael Bungey Businessman<br />
Klaus Droste since 4 July 2002 Investment banker<br />
Prof. Dr. Ronald Frohne Lawyer and chartered accountant<br />
Dr. Rüdiger Rönck until 4 July 2002 Lawyer<br />
Ekkehard Streletzki Graduate engineer<br />
The members of the Supervisory Board also have positions in the supervisory<br />
boards and/or other control boards of the following companies.<br />
Supervisory Board Membership in other legally Supervisory and<br />
Control Boards<br />
Peter Martin Schöning SCHOLZ & FRIENDS Brand Affairs GmbH (formerly CULTNET AG),<br />
Chairman<br />
Andrew Boland (Only positions within the Cordiant Group)<br />
Michael Bungey (Only positions within the Cordiant Group)<br />
Klaus Droste None<br />
Prof. Dr. Ronald Frohne 8SensBiognostic AG, Agicoa Association (Member of the Executive Board),<br />
CAB (Member of the Board), Eckart & Ziegler Medizintechnik AG,<br />
GE Rückversicherungs-Beteiligungs AG, Filmboard Berlin-Brandenburg<br />
GmbH, Kirch Stiftung (Member of the Board of Trustees), McDonald’s<br />
Deutschland Inc. (Member of the Board), TAG Immobilien- und Beteiligungs<br />
AG, Tellux-Beteiligungs GmbH, Würzburger Versicherung AG<br />
(Chairman)<br />
Dr. Rüdiger Rönck bbv AG Consultants for Finance and Technology (Chairman),<br />
BRANDERS Marken AG, Millennium Venture Capital AG,<br />
traveljames.com AG, Venture Werk AG, Xx-well.com AG (Chairman)<br />
Ekkehard Streletzki None<br />
None of the members of the Supervisory Board have been granted loans by the<br />
company.<br />
In the 2002 fiscal year the Supervisory Board received a total amount of wages of<br />
Tapple 56 (PY Tapple 0).<br />
6 Employees<br />
On 31 December 2002 SCHOLZ & FRIENDS employed a total work force of 665<br />
(PY 744).
7 Related parties<br />
Companies and persons are considered to be related parties if the possibility exists<br />
of one of the parties controlling the other party or having a significant influence over<br />
the financial and business policies of the other party.<br />
7.1 Companies: Cordiant Group<br />
The company SCHOLZ & FRIENDS AG is a company of the Cordiant Group. The<br />
English parent company of the Cordiant Group, Cordiant Communications Group plc.,<br />
has its registered office in London and is quoted on the London and New York stock<br />
exchanges. Via Cordiant Holdings GmbH, this company is the indirect holder of all shares<br />
in the company BATES Deutschland Holding GmbH, which owned 77.30% (PY 76.54%)<br />
of SCHOLZ & FRIENDS AG on 31 December 2002.<br />
Legal relationship between Cordiant and SCHOLZ & FRIENDS<br />
SCHOLZ & FRIENDS acts on the market under its own name, independently of the<br />
other companies of the Cordiant Group. There are only a few legal relations between<br />
SCHOLZ & FRIENDS and the Cordiant Group. This includes primarily the following:<br />
•Cordiant Holdings GmbH granted the SCHOLZ & FRIENDS Group GmbH the loan<br />
described in more detail in subsection VI.5 of these notes.<br />
•SCHOLZ & FRIENDS Group GmbH has agreed to stand surety for an amount of GBP<br />
2.8 million in favour of BATES UK Ltd. for the loans taken up by SCHOLZ & FRIENDS<br />
London Ltd.<br />
•Various employees of the SCHOLZ & FRIENDS Group participate in the stock option plan<br />
offered by the parent company of SCHOLZ & FRIENDS AG, the Cordiant Communications<br />
Group plc. There are two types of stock option plan in which the employees of the<br />
SCHOLZ & FRIENDS Group participate: the “Equity Participation Plan (EPP)” and the<br />
“Performance Share Option Scheme (PSOS)”. More details of these equity participation<br />
programmes can be found in the Group Management Report of the Cordiant Communications<br />
Group plc., which was translated into German together with the Consolidated<br />
Financial Statement dated 31 December 2000 and disclosed in the Federal Gazette, as<br />
well as being filed in the commercial register of the SCHOLZ & FRIENDS Group GmbH,<br />
Hamburg.<br />
7.2 Natural persons<br />
Mr Eisen, Mr San Martín and Mr Camina are managing directors of SCHOLZ &<br />
FRIENDS Madrid S.A.L. There are outstanding obligations to these gentlemen of<br />
Tapple 720 (PY Tapple 1,817) from the acquisition of the company E.S.C. COMUNICACION<br />
EISEN SAN MARTIN CAMINA, S.A.L. by SCHOLZ & FRIENDS Madrid S.A.L. These<br />
obligations are posted under the item long-term trade payables.<br />
7.3 Relationship of the UVE Group to related parties<br />
The company UNITED VISIONS GmbH, Berlin, has rented studio and administrative<br />
facilities of approximately 2,280 square metres in Brunnenstraße 154/155, Berlin.<br />
These premises are rented from the company <strong>Scholz</strong>/Diobos GbR. The partners of<br />
<strong>Scholz</strong>/Diobos GbR are Mr Hans-Peter <strong>Scholz</strong> as direct partner and Mr Ekkehard<br />
Streletzki, member of the Supervisory Board, as indirect partner. The rental costs for<br />
these premises amounted to Tapple 111 (PY Tapple 187) in the fiscal year.<br />
What could speak more for a<br />
Vaneo with anti-slip mats for dogs<br />
than a flat snout? <strong>Scholz</strong> & <strong>Friends</strong><br />
Berlin.<br />
103 l Consolidated Financial Report
Featuring popular hits of the 70s,<br />
80s and 90s, <strong>Scholz</strong> & <strong>Friends</strong><br />
Warszawa’s advertising campaign<br />
for Radio Kolor 103 FM promoted<br />
the station’s versatile musical<br />
programme.<br />
104 l Consolidated Financial Report<br />
Moreover, UNITED VISIONS GmbH also rents approximately 1,789 square metres<br />
of premises in Linienstraße 214, Berlin, as well as three car-parking spaces, from the<br />
company Linienstraße GbR. The annual rental costs for these premises amounts to<br />
Tapple 226. Mr Hans-Peter <strong>Scholz</strong> has an interest in the company Linienstraße GbR of<br />
4.2% and an interest in the company Media Port Berlin GmbH of 16.6%. During the<br />
course of the merger these leases were transferred to SCHOLZ & FRIENDS AG, who<br />
then transferred them to UNITED VISIONS GmbH.<br />
For several years the company UVE AG had a cooperation agreement with the<br />
company K.M.C. GmbH, Berlin, concerning the joint marketing of meetings and<br />
events. As a result of this relationship between the two companies, UVE AG acquired<br />
rights to a total value of Tapple 1,329 of K.M.C. GmbH. The aforementioned contract can<br />
be terminated at the earliest on 30 June 2002, with a period of notice of three months.<br />
The Supervisory Board member Mr Ekkehard Streletzki holds 100% of the stock of<br />
K.M.C. GmbH.<br />
8 Declaration of Conformity with the Corporate Governance Code<br />
SCHOLZ & FRIENDS AG has issued the declaration stipulated in section 161 of the<br />
German Stock Corporation Act (AktG) and provided access to these documents for the<br />
shareholders through publication on the company’s Web site (www.s-f.com).<br />
9 Significant events after the end of the fiscal year<br />
With the exception of the current negotiations for the sale of the majority shareholding<br />
in our company by Cordiant, there have been no other occurrences after the<br />
end of the 2002 fiscal year that hold any particular significance for SCHOLZ &<br />
FRIENDS AG or that could lead to changes to the assessment of the company’s current<br />
situation.<br />
Berlin, 28 February 2003<br />
The Board of Directors of<br />
SCHOLZ & FRIENDS AG<br />
In der Lokfabrik<br />
Chausseestraße 8/E<br />
10115 Berlin, Germany<br />
Wolfgang Boyé Thomas Heilmann Christian Tiedemann Sebastian Turner
Auditors’ Report<br />
We have audited the Consolidated Financial Statements, comprising the Balance<br />
Sheet, the Profit and Loss Account and the Statements of Changes in Shareholders’<br />
Equity and Cash Flow Statement as well as the Notes to the financial statements prepared<br />
by the SCHOLZ & FRIENDS AG for the fiscal year from 1 January to 31 December<br />
2002. The preparation and the content of the Consolidated Financial Statements in<br />
accordance with International Financial Reporting Standards (IFRS) are the responsibility<br />
of the company’s management. Our responsibility is to express an opinion on<br />
these Consolidated Financial Statements based on our audit.<br />
We conducted our audit of the Consolidated Financial Statements in accordance<br />
with German auditing regulations and German generally accepted standards for the<br />
audit of financial statements promulgated by the Institut der Wirtschaftsprüfer (IDW).<br />
Those standards require that we plan and perform the audit such that it can be<br />
assessed with reasonable assurance whether the Consolidated Financial Statements are<br />
free of material misstatements. Knowledge of the business activities and the economic<br />
and legal environment of the group and evaluations of possible misstatements are<br />
taken into account in the determination of audit procedures. The evidence supporting<br />
the amounts and disclosures in the Consolidated Financial Statements is examined<br />
on a test basis within the framework of the audit. The audit includes assessing the<br />
accounting principles used and significant estimates made by management, as well as<br />
evaluating the overall presentation of the Consolidated Financial Statements. We<br />
believe that our audit provides a reasonable basis for our opinion.<br />
In our opinion, the Consolidated Financial Statements give a true and fair view of<br />
the net assets, financial position, results of operations and cash flows of the group for<br />
the fiscal year in accordance with International Financial Reporting Standards.<br />
Our audit, which also extends to the Group Management Report prepared by the<br />
company’s management for the fiscal year from 1 January to 31 December 2002, has<br />
not led to any reservations. In our opinion on the whole the Group Management<br />
Report provides a suitable understanding of the group’s position and suitably presents<br />
the risks of future development. In addition, we confirm that the Consolidated Financial<br />
Statements and the Group Management Report for the fiscal year from 1 January to<br />
31 December 2002 satisfy the conditions required for the company’s exemption from<br />
its duty to prepare Consolidated Financial Statements and the Group Management<br />
Report in accordance with German law.<br />
Hamburg, 28 February 2003<br />
KPMG Deutsche Treuhand-Gesellschaft Aktiengesellschaft<br />
Wirtschaftsprüfungsgesellschaft<br />
Ditting Gries<br />
Wirtschaftsprüfer Wirtschaftsprüfer<br />
In case of publication or transmission of the Consolidated Financial Statements in a version different to the<br />
version confirmed by us (including translations into other languages), in so far as our audit opinion is quoted<br />
or our review referred to, a new statement is to be obtained from us. Please refer to section 328 HGB.<br />
The durable hole punchers by<br />
Herlitz are perfect for filing. And<br />
with a bit of fantasy, they are also<br />
perfect for a confetti parade.<br />
<strong>Scholz</strong> & <strong>Friends</strong> Berlin.<br />
105 l Consolidated Financial Report
The Orchestra of Ideas for Davidoff Cigarettes<br />
Full view on page 88<br />
Celebrities enjoy the culinary<br />
skills of their friends on “Davidoff<br />
Cooking for <strong>Friends</strong>” – and<br />
Davidoff its media profile.<br />
<strong>Scholz</strong> & <strong>Friends</strong> Brand Affairs.<br />
The consistent and atmospheric<br />
presentation of Davidoff<br />
Cigarettes in cinema spots.<br />
106 l Consolidated Financial Report<br />
Objective: Develop a concise, world-wide brand image<br />
for Davidoff Cigarettes, positioning the brand as the<br />
world’s best cigarette in the premium price segment.<br />
Conducting idea: Charismatic protagonists embody the<br />
promise and aura of the brand. The tagline cements the<br />
brand’s three critical facets: connoisseurship, prestige<br />
and ultimate quality.<br />
Tagline: the more you know<br />
Results: Uninterrupted growth in sales, against market<br />
trends; a leading position among international premium<br />
tobacco brands in Eastern Europe and Asia; the brand<br />
image is absorbed by consumers as an entirely coherent<br />
and independent whole.<br />
The Davidoff print campaign has<br />
created a unique and identifiable<br />
brand image. By <strong>Scholz</strong> & <strong>Friends</strong><br />
London.<br />
Cigarette advertising is strictly<br />
regulated in Slovakia. But good<br />
ideas are allowed. <strong>Scholz</strong> & <strong>Friends</strong><br />
Wien establishes the Prestige Car<br />
of the Year poll.<br />
Promotional installations by<br />
<strong>Scholz</strong> & <strong>Friends</strong> Sensai make the<br />
world of Davidoff Cigarettes all<br />
the more tangible.<br />
The conducting idea of<br />
“stylish men” is used in Russia,<br />
too – adapted to local ideals of<br />
beauty.<br />
Solid foundations: Reemtsma is<br />
building on the success of the<br />
established brand campaign for<br />
the introduction of Davidoff line<br />
extenders.
Annual Financial Report<br />
107 l Annual Financial Report
Management Report<br />
Management Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 108<br />
Economic environment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 109<br />
Stagnation of the global economy . . . . . . . . . . . . . . 109<br />
Difficult global market situation for the<br />
advertising industry . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 109<br />
Advertising environment in Germany . . . . . . . . . . . . . . . . 109<br />
The market environment of<br />
SCHOLZ & FRIENDS AG . . . . . . . . . . . . . . . . . . . . . . . . 110<br />
Equity, profitability and financial position for<br />
the 2002 fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 110<br />
Annual income increased considerably . . . . . . . . . . 110<br />
Excellent liquidity situation . . . . . . . . . . . . . . . . . . . . . . 111<br />
Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 111<br />
Personnel and social security . . . . . . . . . . . . . . . . . . . . 111<br />
Risks to future development . . . . . . . . . . . . . . . . . . . . . . . . . 112<br />
Economic risks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 112<br />
Sector-related risks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 112<br />
Impending prohibition of advertising for<br />
tobacco products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 112<br />
Ruling on copyright contract law . . . . . . . . . . . . . . . . 113<br />
Dependence on important clients . . . . . . . . . . . . . . . 113<br />
Dependence on qualified personnel . . . . . . . . . . . . . 114<br />
Financial situation of our parent company/<br />
Possible change of the majority shareholder . . . . . 114<br />
Affiliated companies . . . . . . . . . . . . . . . . . . . . . . . . . . . . 114<br />
Other risks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 114<br />
Outlook . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 114<br />
Reference to the dependent company report . . . . 115<br />
Significant events after the end of the<br />
2002 fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 115<br />
108 l Annual Financial Report<br />
Annual Financial Statement AG . . . . . . . . . . . . . . . . . . . . . . 116<br />
Balance Sheet – Assets . . . . . . . . . . . . . . . . . . . . . . . . . . 116<br />
Balance Sheet – Equity and Liabilities . . . . . . . . . . . . 117<br />
Profit and Loss Account . . . . . . . . . . . . . . . . . . . . . . . . 118<br />
List of Equity Interests . . . . . . . . . . . . . . . . . . . . . . . . . . 119<br />
Summary of Fixed Assets . . . . . . . . . . . . . . . . . . . . . . . . 120<br />
Notes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 122<br />
Auditors’ Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 129
SCHOLZ & FRIENDS AG has participations in SCHOLZ & FRIENDS Group GmbH<br />
and UV GmbH, under which all of the subsidiary companies, both within Germany and<br />
abroad, are subordinated. With the consent of the General Meeting on 4 July 2002,<br />
the company completed a profit and loss transfer agreement with SCHOLZ & FRIENDS<br />
Group GmbH with retroactive effect to the start of the 2002 fiscal year.<br />
Shares in SCHOLZ & FRIENDS AG have been quoted on the regulated market of<br />
the German stock exchange in Frankfurt since 26 November 2001 under the securities<br />
identification number 697 280. The development of our shares over the fiscal year was<br />
unsatisfying, as was the development of the stock market in general. Shares in our<br />
company lost 68.6% of their market value over the course of the year (see page 47).<br />
Economic environment<br />
Stagnation of the global economy<br />
The outlook on the global economy grew increasingly sombre over the course of<br />
fiscal year 2002, particularly in the face of an impending war with Iraq.<br />
The impact of the weak economy in North America and Europe affected Germany<br />
in particular; one clear indication of this impact was that economic growth in Germany<br />
was again very low, as in the previous year, with an increase in gross domestic product<br />
(GDP) of significantly less than 1%.<br />
Difficult global market situation for the advertising industry<br />
Consolidation continued to shape the international communication industry in<br />
2002, and the level of competition within the industry intensified considerably. In<br />
particular, fiscal year 2002 saw increasing pressure exerted on agency fees and remuneration.<br />
As in the previous year, the key factors which contributed towards this situation<br />
included the weak international demand of important markets and a sustained reduction<br />
in advertising outlay, leading to a decline in capacity utilisation. In an attempt<br />
to balance out short-term fluctuations in marketing outlay the international agency<br />
networks reacted with headcount adjustments and enhanced cost flexibility.<br />
Advertising environment in Germany<br />
At present the advertising industry is suffering as a result of an enduring decline in the<br />
volume of contracts. The 2002 fiscal year saw the average outlay of trade and industry on<br />
advertising decline by approximately 4%, as in the previous year (source: Nielsen Media<br />
Research GmbH). The biggest cutbacks in advertising outlay were made by the office,<br />
IT, telecommunications and banking industries. Other industries, such as personal<br />
hygiene and cosmetics and the tourism industry, recognised the opportunity to promote<br />
attractive products with countercyclical advertising investments, thereby influencing<br />
the market structure in the coming years, and increased their outlay on advertising<br />
accordingly. However, the increased outlay from these industries was not sufficient to<br />
compensate for the cutbacks made by the majority of market participants.<br />
Many advertising agencies were forced to lay off qualified employees. Unemployment<br />
in the advertising industry reached an all-time high of nearly 5%.<br />
To invest money wisely, you don’t<br />
have to be a financial expert.<br />
Advertisements by <strong>Scholz</strong> & <strong>Friends</strong><br />
Berlin visualise different Activest<br />
funds, using scenes from everyday<br />
life.<br />
109 l Annual Financial Report
Who says that capital goods have<br />
to be boring? <strong>Scholz</strong> & <strong>Friends</strong><br />
Berlin makes Linde forklifts look<br />
as aesthetic as sports cars.<br />
110 l Annual Financial Report<br />
The market environment of SCHOLZ & FRIENDS AG<br />
For SCHOLZ & FRIENDS AG the 2002 fiscal year saw the implementation of a<br />
number of measures designed to increase the value of the company. These measures<br />
were planned in 2001 on the basis of the merger with United Visions Entertainment AG<br />
and the subsequent flotation of the company on the stock exchange. The merger of<br />
SCHOLZ & FRIENDS and UVE has created a good strategic positioning for the group’s<br />
services. One of our main objectives is to continue to reinforce and expand this position.<br />
Increasing media convergence is constantly placing higher demands on the creative<br />
and communicative abilities of advertising agencies, and it is becoming more and more<br />
difficult and expensive to grab and keep the attention of the consumer and the target<br />
group in the face of predatory competition. The resulting rise in marketing costs makes<br />
the diversification of brand communication, the integration of marketing procedures<br />
and the development of new formats absolutely imperative. The integration of United<br />
Visions Group means that SCHOLZ & FRIENDS Group has now expanded its range of<br />
services to include the promising segments event marketing and entertainment, thus<br />
creating an excellent basis to develop new platforms for brand advertising.<br />
These platforms enable us to powerfully communicate our clients’ brands to<br />
potential consumers. The brand is the most important distinguishing characteristic of<br />
a product, and it can only be successfully and profitably established if it is carefully<br />
positioned, systematically nurtured and professionally managed.<br />
SCHOLZ & FRIENDS is one of the most attractive addresses for creative services<br />
in Germany; the company is eminently well equipped to satisfy customer needs. After<br />
holding the number one spot in the creative rankings published by the respected<br />
specialist publication for the advertising industry, werben & verkaufen, in the previous<br />
year, SCHOLZ & FRIENDS again occupied one of the top spots this year, thus underscoring<br />
the position we have held for many years as a leading creative force in the<br />
marketing industry.<br />
Equity, profitability and financial position for the 2002 fiscal year<br />
Annual income increased considerably<br />
The annual income of the financial holding company SCHOLZ & FRIENDS AG for<br />
the 2002 fiscal year amounted to Tapple 2,124. This figure was largely influenced by the<br />
profit and loss transfer agreement completed with the SCHOLZ & FRIENDS Group and<br />
is therefore only to a very limited extent comparable with the previous year’s loss of<br />
Tapple 12,584. The loss incurred in the previous year was largely attributable to extraordinary<br />
expenses (Tapple 10,010). The results for the 2002 fiscal year were also affected by<br />
extraordinary expenses of approximately apple 2 million as a result of the depreciation of<br />
assets during the course of restructuring measures. Despite these expenses, the annual<br />
income of Tapple 2,124 is very positive and is a good indication of the success of the<br />
restructuring measures carried out over the course of the year.<br />
In order to establish and safeguard the profitability of SCHOLZ & FRIENDS Group<br />
on a long-term basis, despite the increasingly tough market conditions, and improve<br />
the company’s competitiveness, we spent last year implementing the comprehensive<br />
restructuring measures planned in 2001. These include preparations for the sale of<br />
non-profitable business fields in order to avoid encumbrances to the operative results.
The concentration of UV Group on the business fields Entertainment and TV and<br />
Film Production in the fiscal year has led to constantly improving positive results. In<br />
future, business fields will focus more stringently on profitability instead of increasing<br />
market shares.<br />
The net sales of SCHOLZ & FRIENDS Group decreased in comparison to the<br />
Consolidated Profit and Loss Account of the previous year, from Tapple 74,440 to<br />
Tapple 68,973. This is largely attributable to the phasing out of non-profitable business<br />
fields and the generally poor development of the advertising market.<br />
The EBIT of SCHOLZ & FRIENDS Group in the 2002 fiscal year failed to match<br />
the EBIT of Tapple 1,421 achieved in the previous fiscal year. It decreased to Tapple (9,656),<br />
attributable largely to restructuring measures and unscheduled depreciation of goodwill<br />
(Tapple 8,606). Taking into account the additional scheduled depreciation of goodwill<br />
that was also carried out, the EBITA was clearly positive at a level of Tapple 2,751.<br />
Excellent liquidity situation<br />
The financial resources available to SCHOLZ & FRIENDS AG at the beginning of<br />
the fiscal year were used for ongoing business activities (Tapple 10,715, of which apple 3 million<br />
was used for the repayment of debts and the rest primarily for the financing of group<br />
companies) and investments (Tapple 1,218).<br />
The equity ratio of SCHOLZ & FRIENDS AG was increased from 84.5% to 91.6%.<br />
This is a very gratifying development.<br />
On 31 December 2002, SCHOLZ & FRIENDS Group had a stock of liquid funds of<br />
Tapple 12,035. This means that the group has a very satisfactory amount of funds available<br />
and is in a good position to achieve our challenging goals.<br />
Investments<br />
During the course of the 2002 fiscal year Tapple 927 was invested in the expansion of<br />
the network and the range of services offered by the group. These acquisitions can be<br />
broken down as follows:<br />
1. Acquisition of 51% of the company COUCH POTATOES Fernsehproduktions<br />
GmbH in Cologne (hereafter referred to as “CP”) for Tapple 778 (part payment). CP<br />
is one of Germany’s leading television production companies. This acquisition is<br />
intended to further strengthen our range of services in the area of integrated push<br />
and pull communications. CP produces more than 400 hours of televisual entertainment<br />
every year. Customers include RTL, RTL II, ProSieben and TV3. The<br />
founding shareholders Bärbel Schäfer, a well-known television presenter, and<br />
Martin Schäfer, managing director, will remain with the company and continue to<br />
be shareholders.<br />
2. Increase of our shareholding in the company deepblue networks AG in Hamburg<br />
by 19% from 30% to 49% (Tapple 149). This acquisition was designed to strengthen<br />
our business relations with one of our key customers.<br />
Further investments were made in office equipment, fixtures and fittings and<br />
in software.<br />
Personnel and social security<br />
As at 31 December 2002, only the members of the Board of Directors were employed<br />
by SCHOLZ & FRIENDS AG. SCHOLZ & FRIENDS Group was forced to lay off a further<br />
79 employees during the course of the fiscal year as a result of the slight decline in<br />
In its image campaign for RWE<br />
Gas, <strong>Scholz</strong> & <strong>Friends</strong> Hamburg<br />
uses expressive fossil motifs to<br />
visualise the million-year-old history<br />
of the product RWEnaturgas ® .<br />
111 l Annual Financial Report
Germany needs reform. With<br />
advertisements and PR, <strong>Scholz</strong> &<br />
<strong>Friends</strong> Berlin and <strong>Scholz</strong> &<br />
<strong>Friends</strong> Agenda create a striking<br />
message for Initiative Neue Soziale<br />
Marktwirtschaft.<br />
112 l Annual Financial Report<br />
business, as well as the synergy effects and organisational changes brought about by<br />
restructuring measures. The number of employees had decreased by the end of the<br />
fiscal year to a total of 665 (PY 744).<br />
Risks to future development<br />
The Act on Control and Transparency in the Company Sector (KonTraG) obliges us<br />
as a public limited company to set up an internal system of supervision within the group<br />
in order to detect and highlight any significant risks to future development that could<br />
have a detrimental effect or considerable influence on the company’s equity, earnings<br />
or financial situation.<br />
The risk management system of SCHOLZ & FRIENDS AG is an integral component<br />
of the entire planning, control and reporting process and ensures the systematic<br />
identification, assessment, control and communication of any possible risk factors.<br />
A comprehensive management system has been established for the swift recognition<br />
of any significant risks to the company. This system comprises two separate components.<br />
The management of all the company’s operative units systematically registers<br />
and assesses all risks to the company. Risks are classified in accordance with the<br />
probability of occurrence and expected level of damages incurred. This is an effective<br />
and standardised benchmark for the assessment of risks.<br />
The risk assessment system is closely linked with the controlling procedure. All the<br />
company’s units regularly examine whether there have been any changes to risk expectations<br />
and whether any anticipated risks have actually occurred.<br />
Amongst the risks that could possibly affect the future development of the company,<br />
the following merit particular emphasis:<br />
Economic risks<br />
Should the downswing of the European economy continue on a long-term basis, the<br />
resulting reticence in awarding international advertising budgets could have a direct<br />
impact on SCHOLZ & FRIENDS Group. We are currently combating this risk through<br />
the expansion of our range of services, the expansion of our network and the consistent<br />
strengthening of our market position.<br />
Sector-related risks<br />
When creating advertising concepts the company is subject to restriction by certain<br />
legal stipulations, in particular concerning the protection of minors, the protection of<br />
privacy and personal rights and the prevention of unfair competition. At the same time<br />
SCHOLZ & FRIENDS’ clients and the products and services that are being advertised<br />
are sometimes subject to other advertising restrictions, including the following.<br />
Impending prohibition of advertising for tobacco products<br />
One advertising budget held by SCHOLZ & FRIENDS is that of the Reemtsma Group,<br />
which makes the company dependent to a certain extent on net sales from tobacco<br />
advertising. These revenues are threatened by the tobacco advertising guidelines submitted<br />
by the EU Council of Ministers in 2002 and approved by the EU Minister for<br />
Health at the start of 2003. These guidelines impose considerable restrictions on the<br />
advertising of tobacco products. The new guidelines state that advertising of cigarettes
and other tobacco products will no longer be permitted in newspapers and magazines,<br />
on the radio, on the Internet and at international sporting events. Tobacco products<br />
may still be advertised on billboards and hoardings and in cinemas. The advertising<br />
ban does not affect holidays, shoes and cosmetics that are marketed by the tobacco<br />
companies.<br />
EU Member States must implement the new tobacco advertising guidelines until<br />
31 July 2005. The transitional period for the elimination of tobacco advertising at<br />
sporting events runs until 1 October 2006. After voting against the proposed guidelines<br />
in the EU Council of Ministers, both Germany and Great Britain intend to bring an<br />
action against the guidelines at the European Court of Justice. Nonetheless, the implementation<br />
of the new tobacco advertising guidelines, as well as tighter legal obligations<br />
in other areas, constitutes a risk for SCHOLZ & FRIENDS AG.<br />
Ruling on copyright contract law<br />
A bill was passed in 2001 to reinforce the contractual position of authors and<br />
performing artists. This bill grants more rights to the originators of a creative work but<br />
also takes into account the requirements of the advertising industry. The main concern<br />
of the reform is to guarantee authors and freelance artists an appropriate amount of<br />
remuneration for the use of their work in the future.<br />
Because the legislators do not want to, nor are able to, regulate the multitude of<br />
forms of use of a creative work, the relevant parties (associations of authors and users<br />
of original works, such as advertising agencies and film producers) will determine the<br />
amount of remuneration that is appropriate for the use of the work themselves on the<br />
basis of a procedural code (common payment regulations). This will then form a<br />
mutual and binding basis for the appropriateness of an amount of remuneration.<br />
In the event that the parties involved in the aforementioned procedure fail to agree<br />
on the stipulations of the payment regulations, the new bill makes provision for an<br />
arbitration procedure between the parties with the aim of reaching a settlement. If the<br />
arbitration ruling proves to be unacceptable to both parties, it will have no binding<br />
effect. The arbitration ruling should certainly be seen as an indicator for the calculation<br />
of an appropriate price. Advertising agencies and film producers will have three months<br />
in which to object to a settlement on the amount of remuneration payable as a result<br />
of the use of a work. We will have to wait and see the extent to which such settlements<br />
are tacitly established in practice as models for the amount of remuneration payable<br />
to authors and actors in the industry.<br />
Dependence on important clients<br />
To a large extent we have become dependent on current business relationships<br />
with our most important clients, who at the moment include Reemtsma, Tchibo,<br />
DaimlerChrysler, Activest, Hapag-Lloyd, Coca-Cola and the Ministry of the State of<br />
Baden-Württemberg. In the event that some of these clients choose to take their<br />
business elsewhere, this would have a considerable effect on the business operations<br />
of SCHOLZ & FRIENDS. We are combating this risk by ensuring that we provide<br />
top-quality services from qualified personnel, by making every effort to ensure the<br />
satisfaction of our clients and by expanding our clientele to include new clients.<br />
How to help hungry children? By<br />
enjoying a picnic in the park and<br />
supporting the aid organisation<br />
Pozywienie Darem Serca Foundation<br />
through the entrance fee. TV<br />
commercial by <strong>Scholz</strong> & <strong>Friends</strong><br />
Warszawa.<br />
113 l Annual Financial Report
With this unusual promotion for<br />
the magazine mare, <strong>Scholz</strong> &<br />
<strong>Friends</strong> Hamburg reaches its<br />
target group at the perfect location:<br />
the fish counter.<br />
114 l Annual Financial Report<br />
Dependence on qualified personnel<br />
The entire advertising and entertainment industry has a high requirement for<br />
qualified personnel, and accordingly there is a high staff turnover rate. As the future<br />
success of SCHOLZ & FRIENDS is dependent to a large extent on the quality of its<br />
work force and managerial staff, the company intends to build long-term working<br />
relationships with these employees through participation in share ownership schemes<br />
for partners and employees.<br />
Financial situation of our parent company/Possible change of the majority shareholder<br />
SCHOLZ & FRIENDS AG is an indirect subsidiary company of the Cordiant<br />
Communications Group plc., London (hereafter referred to as “Cordiant”). Due to the<br />
strained financial position of our current parent company, plans have been made to sell<br />
its 77% interest in SCHOLZ & FRIENDS AG. In the event that this sale does not take<br />
place and Cordiant becomes insolvent, there is a danger that the loan granted to our<br />
company, which at the moment stands at apple 8.9 million, will mature.<br />
In order to combat this risk we have made sure that we have sufficient liquid funds<br />
to cover the repayment of the loan. Furthermore, we could stand to benefit if the<br />
shares in our company are sold, as Cordiant has adopted a rigid cost-saving strategy<br />
which is in direct conflict with our expansion plans.<br />
Affiliated companies<br />
Through our subsidiary companies we are indirectly exposed to the respective risk<br />
factors affecting these subsidiary companies. We may be made subject to certain<br />
encumbrances as a result of liabilities and financing arrangements assumed by us through<br />
the relationships we have to our subsidiary companies. This includes in particular the<br />
further development of business at SCHOLZ & FRIENDS London Ltd. and SCHOLZ &<br />
FRIENDS Paris S.A.R.L., as well as at our subsidiary company UV GmbH.<br />
Other risks<br />
We do not foresee any significant legal risks. In our branch of industry there is always<br />
the possibility of risks arising due to the infringement of utilisation rights or privacy<br />
and personal rights. We protect ourselves against such risks by employing a system to<br />
safeguard our interests. Other risks, for example in the area of IT, are not considered<br />
significant.<br />
We are convinced that we deal with and protect ourselves against all possible risks<br />
adequately. The punctual reporting of all essential information to the Board of Directors,<br />
including information concerning consolidated affiliated companies, is guaranteed at<br />
all times and takes into consideration the size of the company and nature of the business<br />
of the individual units of the company.<br />
In the 2002 fiscal year we were not aware of any significant defects in the management<br />
system which would necessitate the introduction of correctional procedures to<br />
our system of control. At the moment there are no risks that could possibly endanger<br />
the existence of the SCHOLZ & FRIENDS Group.<br />
Outlook<br />
In the opinion of the research institutes, growth (GDP) in the German economy<br />
will be around 1.0% in the 2003 fiscal year. Hence, outlook remains cautious. One<br />
factor for this is the rising euro. Furthermore, ongoing discussions on amendments to
taxation law make it difficult to make definite plans. Stock markets and capital markets<br />
put pressure on growth, as does the increased price of oil. These factors have a detrimental<br />
effect on production volume and consumption expenditure.<br />
These unfavourable economic framework conditions are also affecting the communication<br />
industry. The Central Association of German Advertisers (ZAW) predicts<br />
growth of a mere 1% in 2003. The mood continues to be restrained on all three levels<br />
of the advertising industry – advertising companies, advertising agencies and advertising<br />
media – although the outlook is by no means pessimistic. Along with the other significant<br />
operatives in the advertising market, we assume that we have already reached rock<br />
bottom and that it is only a matter of time before recovery starts. However, we still<br />
expect a sluggish market and therefore an unchanged level of turnover in 2003. At the<br />
same time we also expect an improvement in the amount of earnings on account of the<br />
restructuring measures that have already been implemented.<br />
We welcome the decision of our British parent company Cordiant to sell its shareholding<br />
in SCHOLZ & FRIENDS AG. With the help of an investor we intend to become a<br />
complete service provider on the market within two years through further acquisitions<br />
and growth. International expansion and the inclusion of further specialist branches<br />
of the advertising industry into the group are priorities. In particular we see further<br />
possibilities in the areas of direct marketing, the Internet and event marketing.<br />
The Group is continuing its course of expansion with the founding of the Swiss<br />
company SCHOLZ & FRIENDS Zürich AG at the beginning of the 2003 fiscal year. The<br />
new office in Zurich is designed to capitalise on the economic strength of the Swiss<br />
market and fill the international group of agencies’ remaining gap on the Germanspeaking<br />
market. The new office started superbly by acquiring its first internationally<br />
known customer Coca-Cola AG Schweiz.<br />
Reference to the dependent company report<br />
The dependent company report drawn up by the Board of Directors of SCHOLZ &<br />
FRIENDS AG in accordance with section 312 of the German Stock Corporation Act<br />
(AktG) concludes with the following declaration:<br />
“Our company receives appropriate compensation for all legal transactions cited<br />
in the report concerning relations with affiliated companies. We are not disadvantaged<br />
in any way as a result of the undertaking or forbearance of any of the actions listed in<br />
the report. This assessment is based on our knowledge of circumstances at the time of<br />
carrying out the transactions listed in the report”.<br />
Significant events after the end of the 2002 fiscal year<br />
With the exception of the current negotiations for the sale of the majority shareholding<br />
in our company by Cordiant, as described above, there have been no other<br />
occurrences after the end of the 2002 fiscal year that hold any particular significance<br />
for SCHOLZ & FRIENDS AG or that could lead to changes to the assessment of the<br />
company’s current situation.<br />
Berlin, 28 February 2003<br />
SCHOLZ & FRIENDS AG<br />
The Board of Directors<br />
The big eat the small – in front<br />
of the television and in the TV<br />
programme. Advertisement and<br />
poster for mareTV by <strong>Scholz</strong> &<br />
<strong>Friends</strong> Hamburg.<br />
115 l Annual Financial Report
Balance Sheet (HGB)<br />
as of 31 December 2002<br />
ASSETS<br />
apple 31 Dec. 2002 31 Dec. 2001<br />
A Fixed assets<br />
I Intangible assets<br />
1 Concessions, industrial and similar rights<br />
and assets and licences in such rights<br />
and assets<br />
49,779.92 25,363.59<br />
2 Payments on account on software 61,754.00 0.00<br />
111,533.92 25,363.59<br />
II Tangible assets<br />
1 Factory and office equipment 98,937.73 69,076.27<br />
2 Fixtures and reconstructions 347,545.13 0.00<br />
3 Payments on account 0.00 246,663.22<br />
446,482.86 315,739.49<br />
III Financial assets<br />
1 Shares in affiliated enterprises 27,251,012.84 26,473,294.38<br />
2 Participations 207,134.99 58,223.74<br />
3 Reinsurance claims 7,780.71 7,012.36<br />
27,465,928.54 26,538,530.48<br />
28,023,945.32 26,879,633.56<br />
B Current assets<br />
I Receivables and other assets<br />
1 Trade receivables 15,626.28 0.00<br />
2 Receivables from affiliated enterprises 16,157,128.73 5,792,937.09<br />
3 Receivables from enterprises in which<br />
participations are held<br />
47,228.42 0.00<br />
4 Other assets 630,412.22 805,031.50<br />
16,850,395.65 6,597,968.59<br />
II Cash in hand, bank balances and cheques 42,307.83 11,975,161.40<br />
116 l Annual Financial Report<br />
16,892,703.48 18,573,129.99<br />
C Prepaid expenses 16,568.44 0.00<br />
Total assets 44,933,217.24 45,452,763.55
EQUITY AND LIABILITIES<br />
apple 31 Dec. 2002 31 Dec. 2001<br />
A Equity<br />
I Subscribed capital<br />
Conditional capital apple 67,500.00<br />
21,460,000.00 21,460,000.00<br />
II Capital reserve 29,540,921.20 29,540,921.20<br />
III Beginning retained earnings (12,584,002.15) 0.00<br />
IV Net profit for the year<br />
(PY: Net loss for the year)<br />
2,124,006.16 (12,584,002.15)<br />
40,540,925.21 38,416,919.05<br />
B Contribution made for the implementation<br />
of the approved share capital increase<br />
486,818.00 0.00<br />
C Accruals<br />
1 Accruals for pensions and similar<br />
obligations<br />
21,817.33 21,817.33<br />
2 Tax accruals 185,100.19 185,100.19<br />
3 Other accruals 1,432,248.08 1,106,874.34<br />
1,639,165.60 1,313,791.86<br />
D Liabilities<br />
1 Trade payables of which apple 147,968.59<br />
(PY: apple 783,629.84) with a residual term<br />
up to one year<br />
147,968.59 783,629.84<br />
2 Payables to affiliated enterprises of which 1,838,735.72 4,918,004.35<br />
apple 1,838,735.72 (PY: apple 4,918,004.35) with a<br />
residual term up to one year<br />
3 Other liabilities of which apple 279,604.12 279,604.12 20,418.45<br />
(PY: apple 20,418.45) with a residual term up<br />
to one year, of which apple 49,496.34<br />
(PY: apple 17,812.66) from taxes, of which<br />
apple 57.39 (PY: apple 57.39) for social security<br />
2,266,308.43 5,722,052.64<br />
Total equity and liabilities 44,933,217.24 45,452,763.55<br />
117 l Annual Financial Report
Profit and Loss Account (HGB)<br />
1 January until 31 December 2002<br />
apple 2002 2001<br />
1 Net sales 1,081,291.80 1,170,492.21<br />
2 Other operating income 34,131.64 74,454.91<br />
3 Cost of materials<br />
a) Cost of goods purchased 0.00 (110,708.95)<br />
b) Cost of purchased services (231,055.27) (346,403.01)<br />
4 Personnel expenses<br />
118 l Annual Financial Report<br />
(231,055.27) (457,111.96)<br />
a) Wages and salaries (1,502,367.55) (856,327.71)<br />
b) Social security of which apple 6,389.16<br />
(PY: apple 2,323.31) for pension costs<br />
(6,666.79) (91,848.64)<br />
(1,509,034.34) (948,176.35)<br />
5 Depreciation and amortisation<br />
of intangible and tangible assets<br />
(75,431.63) (433,814.08)<br />
6 Other operating expenses (2,271,434.52) (2,783,635.93)<br />
7 Income from profit transfer agreements 8,142,162.54 231,042.73<br />
8 Other interest and similar income of which<br />
apple 400,875.55 (PY: apple 53,779.70)<br />
from affiliated enterprises<br />
487,010.58 670,331.37<br />
9 Expenses from loss transfer (1,353,654.33) 0.00<br />
10 Interest and similar expenses of which<br />
apple 17,497.18 (PY: apple 0.00) to affiliated<br />
enterprises<br />
(18,219.80) (18,917.29)<br />
11 Result from ordinary activities 4,285,766.67 (2,495,334.39)<br />
12 Extraordinary charges/results (2,157,088.56) (10,010,036.64)<br />
13 Taxes on income payable 0.00 (46,455.93)<br />
14 Other taxes payable (4,671.95) (32,175.19)<br />
15 Net income for the year<br />
(PY: Net loss for the year)<br />
2,124,006.16 (12,584,002.15)<br />
16 Beginning retained earnings (12,548,002.15) 0.00<br />
17 Retained earnings year-end (10,459,995.99) (12,584,002.15)
List of Equity Interests (HGB)<br />
as of 31 December 2002<br />
Held Share of equity Annual<br />
Company directly via capital in % Currency Equity profit<br />
1. SCHOLZ & FRIENDS AG, Berlin apple 40,540,925.21 2,124,006.16<br />
2. SCHOLZ & FRIENDS Group GmbH, Hamburg 1) 1. 100.00 apple 5,507,035.38 0.00<br />
3. SCHOLZ & FRIENDS International GmbH, Hamburg 2) 2. 100.00 apple 25,564.95 0.00<br />
4. SCHOLZ & FRIENDS Hamburg GmbH, Hamburg 2) 2. 100.00 apple 2,626,448.02 0.00<br />
5. SCHOLZ & FRIENDS NeuMarkt GmbH, Hamburg 2) 2. 100.00 apple 51,129.19 0.00<br />
6. SCHOLZ & FRIENDS Berlin GmbH, Berlin 2) 2. 100.00 apple 5,220,869.31 0.00<br />
7. Appel Grafik Berlin GmbH, Berlin 6. 51.00 apple 427,921.97 266,837.42<br />
8. SCHOLZ & FRIENDS Brand Affairs, Hamburg<br />
(formerly CULTNET AG)<br />
2. 100.00 apple (452,501.31) (17,999.66)<br />
9. deepblue networks AG, Hamburg 3) 1./2. 49.00 apple 1,036,417.73 122,302.98<br />
10. SCHOLZ & FRIENDS Agenda GmbH, Berlin<br />
(formerly SCHOLZ & FRIENDS Consulting AG)<br />
6. 100.00 apple 169,773.99 302,166.37<br />
11. Metagate GmbH, Hamburg 2) 2. 100.00 apple 51,129.19 0.00<br />
12. United Visions GmbH, Berlin 1. 100.00 apple 619,965.03 (994,072.28)<br />
13. Live Line Entertainment GmbH, Berlin 1) 12. 100.00 apple 894,662.40 0.00<br />
14. Factual Films GmbH (formerly UNITED VISIONS TV<br />
und Filmproduktionsgesellschaft mbH), Berlin<br />
12. 100.00 apple 1,031,981.86 (40,045.15)<br />
15. UV Interactive Entertainment GmbH, Berlin 12. 100.00 apple (2,154,566.18) (209,674.38)<br />
16. UV Interactive Service GmbH, Berlin 15. 100.00 apple (27,882.05) (5,759.06)<br />
17. Plato GmbH, Berlin 6. 84.00 apple 321,277.38 296,277.38<br />
18. Light Monuments GmbH, Berlin 2. 100.00 apple (405,070.42) (430,070.42)<br />
19. Mar.s Communications GmbH, Munich 2. 100.00 apple 48,280.78 23,280.78<br />
20. COUCH POTATOES Verwaltungs GmbH, Hamburg 1. 51.00 apple 25,000.00 –<br />
21. COUCH POTATOES Fernsehproduktions GmbH, Cologne 1. 51.00 apple 737,050.47 687,050.20<br />
22. SCHOLZ & FRIENDS Athens S.P. Llc., Athens/Greece 2. 100.00 apple 181,000.00 (50,000.00)<br />
23. SCHOLZ & FRIENDS Antwerp S.A./N.V., Antwerp/Belgium 2./3. 100.00 apple (80,000.00) 96,000.00<br />
24. SCHOLZ & FRIENDS Budapest Kft., Budapest/Hungary 2. 100.00 HUF (86,906,000.00) (70,940,000.00)<br />
25. SCHOLZ & FRIENDS London Ltd., London/Great Britain 2. 100.00 GBP (5,074,000.00) (1,499,000.00)<br />
26. SCHOLZ & FRIENDS Madrid S.A.L., Madrid/Spain 2. 70.00 apple (810,000.00) (34,000.00)<br />
27. SCHOLZ & FRIENDS Milano S.r.l., Milan, Rome/Italy 2. 100.00 apple 24,842.00 0.00<br />
28. SCHOLZ & FRIENDS Paris S.A.R.L., Paris/France 2. 100.00 apple (864,000.00) (427,000.00)<br />
29. SCHOLZ & FRIENDS Praha s.r.o., Prague/Czech Republic 2. 100.00 CZK 7,068,000.00 94,000.00<br />
30. SCHOLZ & FRIENDS Singapore Pte. Ltd., Singapore/Singapore 2. 100.00 S$ 52,000.00 (10,000.00)<br />
31. SCHOLZ & FRIENDS Warszawa Sp.z.o.o., Warsaw/Poland 2. 100.00 PLZ 3,658,000.00 1,114,000.00<br />
32. SCHOLZ & FRIENDS Wien Ges.m.b.H., Vienna/Austria 2. 100.00 apple 567,000.00 32,000.00<br />
33. DDB (Ukraine) Limited, Nikosia/Cyprus 2. 30.00 C-Pound 10,000.00 –<br />
34. SCHOLZ & FRIENDS Kyiv, Kiev/Ukraine 2. 30.00 US$ 38,711.00 291,616.03<br />
35. Immobilienfonds Rosenthaler Weg 8 GbR, Berlin 1. 1.32 apple 4,023,867.11 –<br />
36. Lentz Entertainment GmbH, Berlin (in insolvency proceedings) 1. 37.00 apple – –<br />
37. Partner für Berlin Gesellschaft für Hauptstadt-<br />
Marketing mbH, Berlin<br />
1. 0.22 apple – –<br />
1) SCHOLZ & FRIENDS AG concluded profit and loss transfer agreements with these shareholdings.<br />
2) SCHOLZ & FRIENDS Group GmbH concluded profit and loss transfer agreements with these shareholdings.<br />
3) SCHOLZ & FRIENDS Group GmbH has a 30% stake and SCHOLZ & FRIENDS AG a 19% stake in deepblue networks AG.<br />
119 l Annual Financial Report
Summary of Fixed Assets (HGB)<br />
(Gross figures)<br />
Acquisition and production costs<br />
Balance brought<br />
forward to Reclassi- As of<br />
apple 1 Jan. 2002 Additions fications Disposals 31 Dec. 2002<br />
I Intangible assets<br />
1 Concessions, industrial and similar rights<br />
and assets and licences in such rights<br />
and assets<br />
26,968.50 46,253.34 0.00 0.00 73,221.84<br />
2 Payments on account on software 0.00 61,754.00 0.00 0.00 61,754.00<br />
26,968.50 108,007.34 0.00 0.00 134,975.84<br />
II Tangible assets<br />
1 Factory and office equipment 87,699.93 43,736.70 0.00 0.00 131,436.63<br />
2 Fixtures and reconstructions 0.00 140,601.29 246,663.22 0.00 387,264.51<br />
3 Payments on account 246,663.22 0.00 (246,663.22) 0.00 0.00<br />
334,363.15 184,337.99 0.00 0.00 518,701.14<br />
III Financial assets<br />
1 Shares in affiliated enterprises 30,918,644.46 777,718.46 0.00 0.00 31,696,362.92<br />
2 Participations 428,223.23 148,911.25 0.00 0.00 577,134.48<br />
3 Reinsurance claims 7,012.36 768.35 0.00 0.00 7,780.71<br />
31,353,880.05 927,398.06 0.00 0.00 32,281,278.11<br />
31,715,211.70 1,219,743.39 0.00 0.00 32,934,955.09<br />
120 l Annual Financial Report
Accumulated depreciation Net book value<br />
Balance brought<br />
forward to Depreciation As of As of As of<br />
1 Jan. 2002 of the period Disposals 31 Dec. 2002 31 Dec. 2002 31 Dec. 2001<br />
1,604.91 21,837.01 0.00 23,441.92 49,779.92 25,363.59<br />
0.00 0.00 0.00 0.00 61,754.00 0.00<br />
1,604.91 21,837.01 0.00 23,441.92 111,533.92 25,363.59<br />
18,623.66 13,875.24 0.00 32,498.90 98,937.73 69,076.27<br />
0.00 39,719.38 0.00 39,719.38 347,545.13 0.00<br />
0.00 0.00 0.00 0.00 0.00 246,663.22<br />
18,623.66 53,594.62 0.00 72,218.28 446,482.86 315,739.49<br />
4,445,350.08 0.00 0.00 4,445,350.08 27,251,012.84 26,473,294.38<br />
369,999.49 0.00 0.00 369,999.49 207,134.99 58,223.74<br />
0.00 0.00 0.00 0.00 7,780.71 7,012.36<br />
4,815,349.57 0.00 0.00 4,815,349.57 27,465,928.54 26,538,530.48<br />
4,835,578.14 75,431.63 0.00 4,911,009.77 28,023,945.32 26,879,633.56<br />
121 l Annual Financial Report
Notes<br />
“How do I explain it to my neighbour?”<br />
This and other questions<br />
posed by potential Mercedes-Benz<br />
customers in East Germany are<br />
answered by <strong>Scholz</strong> & <strong>Friends</strong><br />
Berlin with emotional and rational<br />
argumentation.<br />
What could one possibly advertise<br />
with an oversized air freshener?<br />
The roomy cabin of the Mercedes-<br />
Benz Actros. A dialogue marketing<br />
idea by <strong>Scholz</strong> & <strong>Friends</strong> Berlin,<br />
awarded with an ADC Silver in<br />
Germany.<br />
122 l Annual Financial Report<br />
I General information<br />
The annual accounts for the 2002 fiscal year have been drawn up in accordance<br />
with the applicable regulations for companies limited by shares stipulated in the<br />
German Commercial Code (HGB), as well as the applicable conditions of the German<br />
Stock Corporation Act (AktG).<br />
The legally applicable regulations for the layout and organisation of accounts, as<br />
specified in sections 266 and 275 of the German Commercial Code (HGB), have been<br />
observed. The type-of-expenditure format (section 275 subsection 2, HGB) has been<br />
observed when drawing up the Profit and Loss Account.<br />
The SCHOLZ & FRIENDS AG General Meeting of 4 July 2002 approved the profit<br />
and loss transfer agreement completed between SCHOLZ & FRIENDS AG and SCHOLZ &<br />
FRIENDS Group GmbH in Hamburg on 24 May 2002. This agreement has a retroactive<br />
effect to 1 January 2002.<br />
II Accounting methods and valuation principles<br />
Intangible assets and tangible assets are shown on the balance sheet at acquisition<br />
cost less scheduled linear depreciation. Unscheduled depreciation was carried out in<br />
cases of permanent diminution in value.<br />
Any additions to movable assets are subject to pro rata temporis depreciation on<br />
a linear basis. The company does not make use of the voting rights granted in section 6<br />
subsection 2 of the German Income Tax Law (EStG).<br />
Financial assets are evaluated at acquisition cost. In the event of anticipated permanent<br />
diminution in value, these assets are made the subject of unscheduled depreciation.<br />
Receivables and other assets are evaluated at acquisition cost or at a lower ascribed value<br />
in accordance with section 253 subsection 3 of the German Commercial Code (HGB).<br />
Accruals for pensions are evaluated at the value of the individual asset as part of<br />
the enterprise in accordance with section 6a of the German Income Tax Act (EStG),<br />
which is calculated according to established actuarial principles on the basis of the<br />
applicable fiscal legislation with an interest rate of 6%.<br />
When forming accruals, all recognisable risks and contingent liabilities are taken<br />
into account to an appropriate and sufficient extent. Accruals are formed in the amount<br />
of the total sum that is necessary on the basis of a reasonable commercial assessment.<br />
Liabilities are evaluated at the amount of repayment. Foreign-currency liabilities<br />
are evaluated on the basis of the selling rate on the date on which they arose or, if<br />
higher, the selling rate on the date of the balance sheet.<br />
III Notes to the Balance Sheet<br />
a Fixed assets<br />
The development of the fixed assets can be seen in the enclosed Summary of Fixed<br />
Assets (see page 120). The shareholdings shown under financial assets are presented in<br />
a separate section (see page 119).
Receivables and other assets<br />
All receivables and other assets are due within one year.<br />
Receivables from affiliated companies includes loans (Tapple 722), receivables from<br />
the cash management system (Tapple 6,556), receivables from profit and loss transfer<br />
agreements (Tapple 8,142) and receivables from ongoing set-off transactions (Tapple 737).<br />
Receivables from enterprises in which the company has a participating interest<br />
includes receivables from ongoing business transactions.<br />
The Orchestra of Ideas for Hapag-Lloyd Express<br />
Full view on page 38<br />
Bringing a fresh, unconventional<br />
presence to the travelling public –<br />
right at the airport.<br />
The new airline’s first flight was<br />
from Cologne to Berlin. The event<br />
was supported by <strong>Scholz</strong> & <strong>Friends</strong><br />
Agenda.<br />
Objective: Build up and increase brand awareness and<br />
likeability; communicate the Internet address; generate<br />
bookings.<br />
Conducting idea: Hapag-Lloyd Express cites a popular<br />
means of transportation: Flying with HLX is as easy and<br />
affordable as taking a taxi.<br />
Tagline: Fly for the price of a taxi<br />
Results: Best-known low-cost airline in Germany (53%)*;<br />
900,000 bookings in the first six months; over 75,000<br />
registered newsletter subscribers; the Internet address is<br />
directly entered by 90% of users.<br />
*“Reisetrends 2003” stern-Trendprofile<br />
Promotions at the pub: taking the<br />
airborne taxi can cost less than<br />
some evening’s beers.<br />
Present at the special occasion:<br />
Wolfgang Kurth of HLX, Michael<br />
Frenzel of TUI and the actress,<br />
Mariella Ahrens.<br />
Fly for the price of a taxi: a natural<br />
fit on taxis in Berlin, Hamburg<br />
and Cologne.<br />
Subway trains convey the message<br />
to residents of Berlin and Cologne.<br />
Successfully preparing the new<br />
airline for take-off. With a clear<br />
look and a bold campaign to whip<br />
up enthusiasm for budget flights,<br />
centred around the tagline<br />
“Fly for the price of a taxi”.<br />
Calling all Italy lovers – promotional<br />
pizza boxes spread the word<br />
of HLX’s Italian destinations.<br />
123 l Annual Financial Report
In this image campaign, <strong>Scholz</strong> &<br />
<strong>Friends</strong> Antwerp shows how one<br />
can quickly find natural pleasures:<br />
with a cigarette from Bastos<br />
Classic.<br />
124 l Annual Financial Report<br />
Other assets primarily includes receivables from the tax authorities (Tapple 473).<br />
Credits with banks and financial institutions are investments with short-term<br />
availability.<br />
c Equity<br />
The subscribed capital on 31 December 2002 was Tapple 21,460 and is divided into<br />
21,460,000 no par bearer shares, each with a proportional value of the share capital of<br />
apple 1.00.<br />
The capital reserves are Tapple 29,541.<br />
The balance sheet deficit developed as follows:<br />
Tapple<br />
Status 1 January 2002 (12,584)<br />
Net annual income 2002 2,124<br />
Status 31 December 2002 (10,460)<br />
On 31 December 2002 the conditional capital was apple 67,500.00, which was divided<br />
into 67,500 individual share certificates. In accordance with section 192 subsection 2<br />
no. 3 of the German Stock Corporation Act (AktG), the purpose of the conditional<br />
capital is to safeguard the subscription rights granted to members of the Board of<br />
Directors, to employees of the company and to members of affiliated companies<br />
(members of the management boards and other employees of affiliated companies).<br />
The only parties entitled to exercise share options on the aforementioned shares are<br />
those parties that were formerly granted subscription rights on the basis of the stock<br />
option plan approved by the General Meeting of United Visions Entertainment AG on<br />
30 May 2000. These options will expire on 30 May 2006.<br />
With the prior consent of the Supervisory Board, the Board of Directors is<br />
authorised to increase the share capital once or more than once before 1 June 2006 by<br />
up to apple 8,500,000.00 through the issue of new no par bearer shares in return for cash<br />
payments or payment in kind (authorised capital). With the prior consent of the<br />
Supervisory Board, the Board of Directors is also authorised to determine the exact<br />
conditions for the issue of new shares.<br />
Furthermore, with the prior consent of the Supervisory Board, the Board of<br />
Directors is authorised to preclude the subscription rights of existing shareholders in<br />
the following cases:<br />
•where fractional amounts arise;<br />
•where this is necessary in order to give holders of convertible bonds a subscription<br />
right equivalent to that which they would have as shareholders after exercise of their<br />
conversion rights;<br />
•where a share capital increase is used for the issue of shares to pay for the acquisition<br />
of an interest in another company;<br />
•where a share capital increase is used for the issue of shares to pay for the acquisition<br />
of other companies or parts of companies;<br />
•where shares are issued for the purpose of distribution to employees of the company<br />
as staff shares;<br />
•where a share capital increase against cash subscription does not exceed 10% of the<br />
total nominal share capital and the issue price of the new shares does not significantly<br />
fall below the current stock market quotation;
•where the share issue is intended for placement on a German or foreign stock exchange.<br />
The Board of Directors made a decision on 19 December 2002, which was approved<br />
by the Supervisory Board on 20 December 2002, to take advantage of the available<br />
authorised capital in order to increase the share capital of SCHOLZ & FRIENDS AG by<br />
apple 486,818.00 in return for contributions in kind in the form of a shareholding in the<br />
company COUCH POTATOES Fernsehproduktions GmbH in Cologne with a nominal<br />
value of apple 5,100.00. The increase in the share capital was brought about through the<br />
issue of 486,818 new bearer shares in SCHOLZ & FRIENDS AG, with each share having<br />
an arithmetical proportion of the share capital of apple 1.00.<br />
The new shares entitle the bearers to participate in the profits for the 2002 fiscal<br />
year. In the event that the share capital increase is first registered after the decision has<br />
been made on the disposition of the profits for the 2002 fiscal year, the bearers of the<br />
new shares will be entitled to participate in the profits for the year in which they are<br />
issued. Only the contributing shareholders will be entitled to subscribe for the 486,818<br />
new shares in SCHOLZ & FRIENDS AG. The subscription rights of the other shareholders<br />
have been expressly precluded with regard to these 486, 818 shares.<br />
Because the issue of these new shares has still not been registered in the commercial<br />
register, this has been posted on the balance sheet as a contribution made for the<br />
implementation of the approved share capital increase.<br />
d Accruals<br />
The company has accruals for the pension of one member of the Board of Directors<br />
of Tapple 22. There is also employer’s pension liability insurance of Tapple 8, the redemption<br />
value of which is posted under fixed assets. The employer’s pension liability insurance<br />
is fully paid-up. In accordance with an agreement made on 11 July 2000, the party<br />
entitled to the pension has expressly renounced his entitlement to the continued<br />
accrual of company pension. The claim to the pension accrued up to 31 July 2000 is<br />
not affected by this agreement.<br />
Tax accruals include accruals for possible non-deductible input tax for the costs<br />
incurred for flotation on the stock exchange (Tapple 150), as well as for deferred taxes<br />
(Tapple 35) attributable to the fact that the fiscal treatment of the participation in the<br />
company Immobilienfonds Rosenthaler Weg 8 GbR differs from that on the commercial<br />
balance sheet.<br />
Other accruals can be broken down into accruals for the impending repayment of<br />
investment grants (Tapple 836), accruals for legal and consultancy fees (Tapple 338), accruals<br />
for a possible financial burden as a result of a guarantee to the benefit of United Visions<br />
Media Services GmbH, Berlin (Tapple 54), and accruals for outstanding holidays (Tapple 60),<br />
outstanding wages (Tapple 96) and other outstanding invoices (Tapple 48).<br />
e Liabilities<br />
All liabilities have a residual term of less than one year.<br />
Liabilities are not secured by liens or similar rights.<br />
Liabilities from affiliated companies includes liabilities from profit and loss transfer<br />
agreements (Tapple 1,354) and liabilities from ongoing set-off transactions (Tapple 485).<br />
Sooner or later, those who want to<br />
concentrate on the basics will find<br />
the new cigarette brand Red and<br />
Blue by Bastos. A campaign by<br />
<strong>Scholz</strong> & <strong>Friends</strong> Antwerp.<br />
125 l Annual Financial Report
Nothing could be clearer: a simple<br />
transformation of the wheelchairuser<br />
symbol publicises automobiles<br />
that are suitable for the disabled.<br />
<strong>Scholz</strong> & <strong>Friends</strong> Berlin.<br />
126 l Annual Financial Report<br />
IV Notes to the Profit and Loss Account<br />
Net sales primarily includes the on-charging of services to affiliated companies<br />
(Tapple 1,041). In the previous year this was shown under other operating income (Tapple 246).<br />
The previous year’s figures have been adjusted accordingly.<br />
Other operating income includes income from outside the accounting period<br />
(Tapple 31) arising from the reversal of accruals.<br />
Cost of purchased services primarily includes the expense incurred as a result of<br />
the purchase of services from affiliated companies (Tapple 205). In the previous year this<br />
was shown under other operating income (Tapple 124). The previous year’s figures have<br />
been adjusted accordingly.<br />
Other operating expenses primarily includes the costs incurred as a result of the<br />
on-charging of the staff costs of affiliated companies (Tapple 606), other entertainment<br />
expenses (Tapple 442) and legal and consultancy fees (Tapple 382).<br />
The income from the profit and loss transfer agreement only includes income from<br />
the profit and loss transfer agreement completed with the SCHOLZ & FRIENDS Group<br />
GmbH, Hamburg (Tapple 8,142).<br />
Expenses from loss assumptions is a result of the profit and loss transfer agreement<br />
with Live Line Entertainment GmbH, Berlin (Tapple 1,354).<br />
Extraordinary expenses primarily includes allocations to individual value allowances<br />
on receivables from affiliated companies (Tapple 1,985), in particular from UV Interactive<br />
Entertainment GmbH, Berlin.<br />
V Other information<br />
a Contingencies<br />
SCHOLZ & FRIENDS AG owns a shareholding in the company Immobilienfonds<br />
Rosenthaler Weg 8 GbR. In addition to the joint property, SCHOLZ & FRIENDS AG is<br />
also proportionally liable, based on the percentage of shares held, with its other assets.<br />
The company Penk Pannier Beteiligungsgesellschaft mbH has indemnified SCHOLZ &<br />
FRIENDS AG against these risks.<br />
Furthermore, the company is also jointly and severally liable for a sum of up to<br />
Tapple 51 as a result of obligations from leasing contracts completed by the company<br />
Lentz Entertainment GmbH.<br />
b Other financial liabilities<br />
On 31 December 2002 there were the following financial liabilities from rental and<br />
leasing contracts:<br />
Tapple 2003 2004 2005 2006 ≥ 2007 Total<br />
459 280 276 197 414 1,626<br />
c Declaration of conformity with the Corporate Governance Code<br />
SCHOLZ & FRIENDS AG has issued the declaration stipulated in section 161 of the<br />
German Stock Corporation Act (AktG) and provided the shareholders with access to<br />
these documents through publication on the company’s Web site (www.s-f.com).
d Organs of the company<br />
The Supervisory Board is composed as follows:<br />
Member of Positions held in other statutory supervisory boards and<br />
Name Supervisory Board Main profession control boards in the sense of section 125 AktG<br />
Peter Martin Schöning since 28 August 2001 Advertising None<br />
Chairman expert<br />
Dr. Rüdiger Rönck until 3 July 2002 Lawyer bbv AG Consultants for Finance and Technology (Chairman),<br />
BRANDERS Marken AG, Millennium Venture Capital AG, travel<br />
james.com AG, Venture Werk AG, Xx-well.com AG (Chairman)<br />
Andrew Boland since 28 August 2001 Businessman (only positions within the Cordiant Group)<br />
Prof. Dr. Ronald Frohne since 23 November 2001 Lawyer and 8SensBiognostic AG, Agicoa Association (Member of the<br />
chartered Executive Board), CAB (Member of the Board), Eckart & Ziegler<br />
accountant Medizintechnik AG, GE Rückversicherungs-Beteiligungs AG, Filmboard<br />
Berlin-Brandenburg GmbH, Kirch Stiftung (Member of the<br />
Board of Trustees), McDonald’s Deutschland Inc. (Member of the<br />
Board), TAG Immobilien- und Beteiligungs AG, Tellux-Beteili<br />
gungs GmbH, Würzburger Versicherungs AG (Chairman)<br />
Michael Bungey since 23 November 2001 Businessman (only positions within the Cordiant Group)<br />
Ekkehard Streletzki since 23 November 2001 Graduate engineer None<br />
Klaus Droste since 4 July 2002 Investment banker None<br />
In the period of the report the Supervisory Board received remuneration of Tapple 56<br />
in total. None of the members of the Supervisory Board were granted loans by the<br />
company in the 2002 fiscal year.<br />
Since the merger came into effect, Mr Ekkehard Streletzki holds 43,916 shares in<br />
the company. Furthermore, Mr Streletzki also owns 50% of the company Media Port<br />
Beteiligungs- und Verwaltungs GmbH, which holds 1,011,185 shares in the company<br />
since the merger came into effect. Altogether this equates to an equity interest of about<br />
2.55%. The other members of the Supervisory Board have no direct or indirect shareholding<br />
in the company. Mr Peter Martin Schöning has an option to buy 214,500<br />
shares in the company from BATES Deutschland Holding GmbH.<br />
The Board of Directors is composed as follows:<br />
•Mr Wolfgang Boyé, businessman<br />
•Mr Thomas Heilmann, advertising expert (Chairman)<br />
•Mr Tewe Pannier, journalist (until 31 December 2002)<br />
•Mr Christian Tiedemann, businessman<br />
•Mr Sebastian Turner, advertising expert (Chairman)<br />
The total amount of wages paid to the members of the Board of Directors in the<br />
period of the report amounted to Tapple 1,447 plus 5,000 subscription rights to shares in<br />
the company as part of the company’s stock option plan.<br />
For one member of the Board of Directors there is an existing accrual for pension<br />
of Tapple 22.<br />
On 31 December 2002 the members of the Board of Directors directly held a<br />
total of 130,623 shares in the company. The company Millennium Venture Capital AG,<br />
in which Thomas Heilmann and Sebastian Turner hold 50% each, holds a further<br />
1,883,000 shares in the company. Christian Tiedemann has an option to purchase<br />
214,599 shares in the company from BATES Deutschland Holding GmbH. No loans<br />
have been granted to any members of the Board of Directors, nor any related parties,<br />
by the company or by any of its subsidiary companies.<br />
A special full-size sticker on the<br />
Mercedes-Benz Atego reveals a<br />
view of the interior – advertising<br />
the advantages of the vehicle’s<br />
superior brake system. <strong>Scholz</strong> &<br />
<strong>Friends</strong> Berlin.<br />
127 l Annual Financial Report
A graffiti artist has written “It<br />
doesn’t matter who is president.”<br />
An opinion shared by Magyar<br />
Hírlap journalists – who are only<br />
interested in the facts. A campaign<br />
by <strong>Scholz</strong> & <strong>Friends</strong> Budapest.<br />
128 l Annual Financial Report<br />
e Employees<br />
In the period of the report SCHOLZ & FRIENDS AG employed an average of 5 fulltime<br />
employees.<br />
f Group companies<br />
SCHOLZ & FRIENDS AG is the parent company of various companies both within<br />
Germany and abroad. The company itself is an indirect subsidiary company of the<br />
Cordiant Communications Group plc. SCHOLZ & FRIENDS AG is included, along with all<br />
of its subsidiary companies, in the Cordiant Consolidated Financial Statement. The place<br />
of disclosure of the original English-language version of this Consolidated Financial Statement<br />
is: Companies Registration Office, Crown Way, Maindy, Cardiff/Great Britain.<br />
The company makes use of the exemption granted in section 292a of the German Commercial<br />
Code (HGB), as the Consolidated Financial Statement of SCHOLZ & FRIENDS<br />
AG is drawn up in accordance with the International Accounting Standards (IAS).<br />
g Proposal for the disposition of profits<br />
With the consent of the Supervisory Board, the Board of Directors proposes to the<br />
General Meeting that the balance sheet deficit of apple 10,459,995.99 is carried forward<br />
to a new account.<br />
h Shareholders of SCHOLZ & FRIENDS AG<br />
On 31 December 2002 the following parties had shareholdings in SCHOLZ &<br />
FRIENDS AG:<br />
Shareholder Number %<br />
1 BATES Deutschland Holding GmbH 16,589,000 77.30<br />
2 Millennium Venture Capital AG 1,883,000 8.78<br />
3 Media Port Beteiligungs- und Verwaltungs GmbH 1,011,185 4.71<br />
4 Penk Pannier Beteiligungsgesellschaft mbH 551,960 2.57<br />
5 Thomas Heilmann 8,400 0.04<br />
6 Sebastian Turner 8,400 0.04<br />
7 Tewe Pannier 37,623 0.18<br />
8 Wolfgang Boyé 76,200 0.36<br />
9 Ekkehard Streletzki 43,916 0.20<br />
10 Free Float 1,250,316 5.82<br />
Total 21,460,000 100.00<br />
1 BATES Deutschland Holding GmbH is a 100% subsidiary company of Cordiant Holdings GmbH, Frankfurt/<br />
Main, which is 100% owned by the Cordiant Communications Group plc.<br />
2 Thomas Heilmann and Sebastian Turner, who are both members of the SCHOLZ & FRIENDS AG Board of<br />
Directors, each own 50% of Millennium Venture Capital AG.<br />
3 Ekkehard Streletzki, who is a member of the SCHOLZ & FRIENDS AG Supervisory Board, indirectly holds<br />
50% of the shares of Media Port Beteiligungs- und Verwaltungs GmbH.<br />
4 Penk Pannier Beteiligungsgesellschaft mbH is jointly owned by Tewe Pannier and Wolfgang Penk, with each<br />
holding 50% of the shares. Mr Pannier resigned from the Board of Directors on 31 December 2002.<br />
5–8Thomas Heilmann, Sebastian Turner, Wolfgang Boyé and Tewe Pannier (until 31 December 2002) are<br />
members of the Board of Directors of SCHOLZ & FRIENDS AG.<br />
9 Ekkehard Streletzki is a member of the Supervisory Board of SCHOLZ & FRIENDS AG.<br />
Berlin, 27 February 2003<br />
The Board of Directors<br />
Wolfgang Boyé Thomas Heilmann Christian Tiedemann Sebastian Turner
Auditors’ Report<br />
We have audited the annual financial statements, together with the bookkeeping<br />
system, and the management report of the SCHOLZ & FRIENDS AG, Berlin, for the<br />
fiscal year from 1 January to 31 December 2002. The maintenance of the books and<br />
records and the preparation of the annual financial statements and management report<br />
in accordance with German Commercial Law are the responsibility of the company’s<br />
management. Our responsibility is to express an opinion on the annual financial<br />
statements, together with the bookkeeping system, and the management report based<br />
on our audit.<br />
We conducted our audit of the annual financial statements in accordance with<br />
section 317 HGB [“Handelsgesetzbuch”: “German Commercial Code”] and German<br />
generally accepted standards for the audit of financial statements promulgated by the<br />
Institut der Wirtschaftsprüfer in Deutschland (IDW). Those standards require that we<br />
plan and perform the audit such that misstatements materially affecting the presentation<br />
of the net assets, financial position and results of operations in the annual<br />
financial statements in accordance with [German] principles of proper accounting and<br />
in the management report are detected with reasonable assurance. Knowledge of the<br />
business activities and the economic and legal environment of the company and<br />
evaluations of possible misstatements are taken into account in the determination of<br />
audit procedures. The effectiveness of the accounting-related internal control system<br />
and the evidence supporting the disclosures in the books and records, the annual<br />
financial statements and the management report are examined primarily on a test<br />
basis within the framework of the audit. The audit includes assessing the accounting<br />
principles used and significant estimates made by management, as well as evaluating<br />
the overall presentation of the annual financial statements and management report.<br />
We believe that our audit provides a reasonable basis for our opinion.<br />
Our audit has not led to any reservations.<br />
In our opinion, the annual financial statements give a true and fair view of the net<br />
assets, financial position and results of operations of the SCHOLZ & FRIENDS AG in<br />
accordance with [German] principles of proper accounting. On the whole the management<br />
report provides a suitable understanding of the company’s position and suitably<br />
presents the risks of future development.<br />
Hamburg, 28 February 2003<br />
KPMG Deutsche Treuhand-Gesellschaft Aktiengesellschaft<br />
Wirtschaftsprüfungsgesellschaft<br />
Ditting Gries<br />
Wirtschaftsprüfer Wirtschaftsprüfer<br />
In case of publication or transmission of the financial statements and/or the management report in a version<br />
different to the version confirmed by us (including translations into other languages), in so far as our audit opinion<br />
is quoted or our review referred to, a new statement is to be obtained from us. Please refer to section 328 HGB.<br />
Die Zeit is chosen as the<br />
world’s best-designed newspaper.<br />
<strong>Scholz</strong> & <strong>Friends</strong> Berlin congratulates<br />
with an advertisement that<br />
gives viewers a fresh look at its<br />
impeccable design.<br />
129 l Annual Financial Report
The Orchestra of Ideas in Berlin and Hamburg for “Dresden leuchtet wieder” (Dresden shines again) and “Ich helfe dir” (I help you!)<br />
(examples: see page 141). From left to right, top row: Andreas Heine (event and PR), Stefan Setzkorn (advertising), Sven Sochaczewsky<br />
(advertising), Klaus Dittko (PR); bottom row: Ulrike Peckskamp (programming), Raphael Brinkert (advertising), Gert Hof (event),<br />
Thomas Heilmann (PR); not shown: Sebastian Turner (advertising), Karin von Hülsen (PR), Asteris Koutoulas (event), Christian Schmuck
(promotion), Evelyn Simon (PR), Dominik Thesing (PR), Cornelie Kunkat (PR), Pedro Sydow (advertising), Stefanie Zimmermann<br />
(advertising), Stephanie Völzow (advertising), Daniel Richter (advertising), Ulrike Eßlinger (promotion), Simone Düker (advertising),<br />
Jana Ulrich (PR), Stefanie Frey (PR), Marc Schwieger (advertising), Hendrik Schulze (advertising).
Directors and Supervisory Board<br />
132 l Directors and Supervisory Board<br />
Wolfgang Boyé<br />
Wolfgang Boyé (33) is currently a member of the Board of Directors and in charge<br />
of the international activities of the <strong>Scholz</strong> & <strong>Friends</strong> Group.<br />
Boyé was born in Munich in 1969. He studied business management at University<br />
of St. Gallen and ESSEC (Paris). After the completion of his studies he was employed<br />
at The Boston Consulting Group in Munich, Moscow and Düsseldorf, working his way<br />
up to the position of project manager. Before the merger came into effect he was<br />
employed at United Visions and was responsible for the areas of Production and<br />
Finance & Controlling (investor relations, personnel, controlling, finance/accounting)<br />
as well as for the game show project K1010. From 2000 to 2001 he was employed at<br />
United Visions as Chief Financial Officer. He was responsible for the launch of United<br />
Visions Entertainment AG on the stock exchange in the year 2000.<br />
Thomas Heilmann, CEO<br />
Thomas Heilmann, 38, is currently Chairman of the Board at <strong>Scholz</strong> & <strong>Friends</strong> AG<br />
and responsible in particular for the areas of strategy and expansion of the group.<br />
Prior to this position, he spent over ten years as a managing partner of <strong>Scholz</strong> & <strong>Friends</strong><br />
Berlin in collaboration with Sebastian Turner. He is visiting professor at the Berlin<br />
University of the Arts.<br />
Heilmann was born in Dortmund in 1964. He studied jurisprudence in Bonn and<br />
Munich whilst simultaneously working as a freelance journalist for, among others, the<br />
Frankfurter Allgemeine Zeitung and Tagesthemen. The qualified lawyer was also<br />
employed at the management consultancy company McKinsey in Munich and in the<br />
marketing department of Lufthansa New York. Together with Sebastian Turner, he was<br />
voted the “Agent of the Year 1999” by the magazine new business.<br />
Tewe Pannier<br />
Tewe Pannier, 42, was a member of the Board of Directors of <strong>Scholz</strong> & <strong>Friends</strong> AG<br />
and responsible for the group’s entertainment division through the end of 2002. In 2003<br />
he founded Mitte-Media GmbH, and since then has been running the firm as producer<br />
and managing director.<br />
Pannier was born in Nebel on the island Amrum in 1961. He studied journalism<br />
and was employed initially as the Bonn correspondent for Bild-Zeitung. He then<br />
changed to television and worked as managing director and producer for Frank Elstner.<br />
After other positions as editor in chief at Burda TV and in the editor in chief’s office of<br />
SAT.1, he was employed in 1995 as a producer at Live Line. Before the merger came<br />
into effect he was employed at United Visions as head of the organisational department<br />
for content management. The area included marketing/PR, interactive entertainment,<br />
talent management and non-fiction.
Christian Tiedemann, CFO<br />
Christian Tiedemann, 37, is the company’s Chief Financial Officer and is head of<br />
the areas finance and controlling as well as the IT and legal departments. Prior to this,<br />
he was the chief financial officer of the <strong>Scholz</strong> & <strong>Friends</strong> Group.<br />
Tiedemann was born in Gehrden near Hanover in 1966. He was trained as an industrial<br />
business executive at Philips GmbH in Hamburg between the years 1985 and 1987<br />
and worked there until 1989 in the areas of controlling and sales coordination. After<br />
spending a period working in controlling at Feldmuehle UK, London, Mr Tiedemann<br />
started studying for his diploma in business management in 1993. Upon completing<br />
his study he was employed in the International Marketing & Controlling department at<br />
the British American Tobacco cigarette factory. Three years later he was employed by<br />
A&M management consultancy company and advertising agency as managing director<br />
in charge of finance and controlling. He has been employed at <strong>Scholz</strong> & <strong>Friends</strong> since<br />
1998 and is managing director (CFO) of <strong>Scholz</strong> & <strong>Friends</strong> Group GmbH, in charge of<br />
the areas finance and controlling.<br />
Sebastian Turner, CEO<br />
Sebastian Turner, 36, is currently Chairman of the Board at <strong>Scholz</strong> & <strong>Friends</strong> AG,<br />
responsible for the creative product of the agency and head of the International Creative<br />
Committee (ICC). He is also the management board spokesman of the Art Directors<br />
Club and is a visiting professor at the Berlin University of the Arts.<br />
Turner was born in Clausthal-Zellerfeld in 1966. He founded MediumMagazin,<br />
which has since become the leading magazine for journalists, back in 1985. He obtained<br />
a Master of Arts degree from Duke University (USA), in 1990 in Political Science,<br />
Business Administration and Economic History. Turner is one of the most celebrated<br />
creative minds in Germany and has won many awards. Together with Thomas Heilmann,<br />
he was voted the “Agent of the Year 1999” by the magazine new business. He was the<br />
first German citizen to be appointed Chairman of the Clio Jury in New York.<br />
Peter Martin Schöning, Chairman of the Supervisory Board<br />
Peter Martin Schöning, 57, is Chairman of the Supervisory Board of <strong>Scholz</strong> &<br />
<strong>Friends</strong> AG.<br />
Born in 1945 in Bad Elster, Schöning graduated from Hamburg’s Advertising Academy<br />
and then went on to work for various advertising agencies in Munich, Paris and Hamburg.<br />
His last post in Hamburg was at Lintas. In 1984 Schöning joined <strong>Scholz</strong> & <strong>Friends</strong> as a<br />
managing director and became managing partner three years later. In 1993 he was<br />
appointed CEO of <strong>Scholz</strong> & <strong>Friends</strong> Hamburg and in 1995 Chairman/CEO of <strong>Scholz</strong> &<br />
<strong>Friends</strong> Group, taking responsibility for all the group’s domestic and international offices.<br />
He is Executive Board Director of Cordiant Communications Group plc., the majority<br />
shareholder of <strong>Scholz</strong> & <strong>Friends</strong>, since 1997. After the flotation of <strong>Scholz</strong> & <strong>Friends</strong> in<br />
2001, he also became Chairman of the Supervisory Board of the newly listed company.<br />
He was named “Ad Man of the Year” in 1996 by the German trade magazine<br />
Horizont.<br />
Everyday objects reveal their true<br />
faces with the help of Krass glasses.<br />
An eye-catching print campaign by<br />
<strong>Scholz</strong> & <strong>Friends</strong> Berlin.<br />
133 l Directors and Supervisory Board
Glossary A to M<br />
Above-the-line communication<br />
This term comprises all classic advertising media which<br />
pay media commission to advertising agencies buying<br />
space or time from them. This includes print advertisements,<br />
billboards, TV commercials and radio commercials.<br />
Antonym: | Below-the-line communication<br />
Advertising<br />
Process by which an enterprise seeks to shift consumer<br />
attitudes and if possible induce them to change their<br />
behaviour using a range of | Marketing communication<br />
tools.<br />
Advertising awareness<br />
Degree to which a campaign has managed to get into<br />
the mind of consumers. Also serves as an indicator of<br />
advertising pressure.<br />
Advertising message<br />
The underlying message of | Advertising. An advertising<br />
message should be relevant, unique and credible. It<br />
needs to promote the | Benefit of an offer and substantiate<br />
it. It is essential to focus on a benefit that will<br />
get the attention of a given target group.<br />
Below-the-line communication<br />
Below-the-line communication comprises all advertising<br />
media which do not pay media commission to advertising<br />
agencies buying space or time from them. In practice<br />
the term usually refers to | Sponsoring, | Promotion<br />
and | Event marketing.<br />
Antonym: | Above-the-line communication<br />
Benefit<br />
A consumer’s assessment of the ability of a product or a<br />
| Brand to satisfy his or her individual needs. A distinction<br />
is made between emotional and rational benefit.<br />
Brand<br />
An aid to orientation in markets. A network of emotions<br />
and associations linked in the minds of consumers to a<br />
branded product. A brand comes alive in the hearts and<br />
minds of consumers.<br />
134 l Glossary<br />
Brand awareness<br />
Percentage of people in a | Target group who know a<br />
given brand. A distinction is made between aided and<br />
unaided brand awareness.<br />
Brand management<br />
The systematic process of building and maintaining a<br />
brand and managing the brand/consumer relation.<br />
A distinction is made between operative and strategic<br />
brand management. Strategic brand management<br />
defines the fundamental structure of a brand and its<br />
position in the market | Positioning. Operative brand<br />
management involves the actual implementation of<br />
policies with regard to marketing communication,<br />
products, prices and distribution.<br />
Synonym: Branding<br />
Brand profile<br />
The desired and, if possible, distinct brand image that<br />
distinguishes the brand from its competitors.<br />
Brand strategy<br />
The brand strategy charts a course of action and defines<br />
an overall goal for the brand. This goal is binding for all<br />
operative activities.<br />
Communication policy<br />
The policy applied by a company to all information<br />
targeted on a given sales market which aims to influence<br />
the behaviour of existing and potential clients.<br />
Company brand<br />
The name of a company provides the name for the<br />
| Brand. In some cases the company brand is used<br />
discreetly to indicate the sender of a branded message<br />
(e.g. Nestlé, Henkel). In others, the company brand is<br />
used as a dominant umbrella brand (e.g. Allianz,<br />
Dr. Oetker).<br />
Cross-selling<br />
Cross-selling is the process of selling additional or<br />
complementary products or services to clients who<br />
already use part of one’s product range.
Dialogue marketing<br />
A form of | Direct marketing that aims to collect<br />
information on clients and enter into a genuinely twoway<br />
dialogue with your | Target group.<br />
| One-to-one marketing<br />
Direct marketing<br />
All those marketing activities that enable a business to<br />
make direct contact with consumers or potential clients.<br />
| Dialogue marketing<br />
Entertainment<br />
Formats such as TV shows, sitcoms, etc.<br />
Event<br />
In terms of marketing an event is defined as an occurrence<br />
capable of arousing people’s interest or emotions on a<br />
large scale. An event can be transmitted live or at a later<br />
time via TV or other media.<br />
Event marketing<br />
The staging and management of such events for<br />
marketing purposes.<br />
Fiction<br />
TV formats of a predominantly entertaining (noninformative)<br />
character.<br />
Antonym: | Non-fiction<br />
Final artwork<br />
Preparation of artwork for | Lithography and printing.<br />
Full-service agency<br />
Classic advertising agency offering the full range of<br />
services, i.e. creative work, consultancy, media planning<br />
and production.<br />
Image<br />
The entirety of ideas and concepts formed of a product,<br />
product group or a company.<br />
Integrated communication<br />
An approach to corporate communication that aims to<br />
combine different communication disciplines such as<br />
| Public Relations, classic advertising, | Sponsoring,<br />
| Events and | Direct marketing. See also under:<br />
| Orchestrated communication.<br />
Interactive entertainment<br />
Entertainment formats broadcast via interactive media<br />
such as the Internet.<br />
International Creative Committee (ICC)<br />
International body set up by <strong>Scholz</strong> & <strong>Friends</strong>, which<br />
evaluates and promotes the quality of creative work.<br />
Investor Relations<br />
Communication aimed at investors, analysts and<br />
financial experts in the media.<br />
Lithography<br />
The process by which films are produced for offset.<br />
Marketing communication activity<br />
The actual implementation of a strategic course of<br />
action devised to solve a clearly defined marketing<br />
communication requirement. Communication activity<br />
is geared to the needs and demands of given | Target<br />
groups and conveys the specifically developed | Advertising<br />
message.<br />
Marketing communication tool<br />
A tool designed to reach and appeal to | Target<br />
groups. In addition to classic advertising this comprises<br />
| Direct marketing, | Sales promotion and | Public<br />
Relations as well as | Sponsoring, | Event marketing,<br />
| Programming and fairs and exhibitions.<br />
135 l Glossary
Glossary M to Z<br />
Merchandising<br />
The sale of merchandise – often under licence and linked<br />
to an | Event – to a wide clientele by utilising a given<br />
| Brand.<br />
Non-fiction<br />
Formats and topics such as sports, cars, travel, etc., that<br />
provide information or are of predominantly documentary<br />
character.<br />
Antonym: | Fiction<br />
One-to-one marketing<br />
A form of | Dialogue marketing that looks at each<br />
client or potential client as an individual segment of the<br />
market and addresses them individually.<br />
The Orchestra of Ideas<br />
Tagline of the <strong>Scholz</strong> & <strong>Friends</strong> Group.<br />
Orchestrated communication<br />
The most efficient form of brand communication:<br />
| Integrated communication on the basis of a consistently<br />
applied idea.<br />
Point of sale (POS)<br />
Location where a purchase is made, e.g. supermarkets,<br />
petrol stations, department stores.<br />
Positioning<br />
The process of defining a position for one’s products or<br />
services in the market which is distinctly different from<br />
the competition and promoting it in such a way as to reinforce<br />
the consumer’s favourable perception of it.<br />
Programming<br />
Programming is a form of | Pull communication, in<br />
which | Brands are integrated into existing programme<br />
schedules or new programmes are created around<br />
them.<br />
Promotion<br />
| Sales promotion<br />
136 l Glossary<br />
Public Affairs<br />
Political communication directed predominantly at<br />
opinion leaders and decision-makers in the public<br />
sector.<br />
Public Relations<br />
Systematic development and management of a company’s<br />
or organisation’s relations with the public. Its ultimate<br />
goal is to create a positive image of the company or<br />
organisation in the minds of its suppliers, clients, employees<br />
and shareholders, and to inspire an atmosphere<br />
of mutual trust.<br />
Pull communication<br />
Pull communication places advertising messages of<br />
| Brands within a context that audiences actively seek.<br />
E.g. SKL-Show, Formula 1<br />
Antonym: | Push communication<br />
Push communication<br />
Any form of communication unsolicited by the audience<br />
at which it is directed, e.g. classic advertising.<br />
Antonym: | Pull communication<br />
Sales promotion<br />
| Marketing communication activity, intended to<br />
generate immediate sales.<br />
Sponsoring<br />
Sponsoring of sporting, cultural or social events/institutions.<br />
The sponsor provides funds, know-how or<br />
materials for these causes to gain or maintain an image.<br />
Target group<br />
A clearly defined group of people targeted by advertising.<br />
A target group should be defined not only in<br />
socio-demographic but also in psychological terms and<br />
according to motivational qualities.<br />
Testimonial advertising<br />
A form of advertising that builds up or uses the appeal<br />
of celebrities to convey branded messages.
Tonality<br />
The “tone” or “register” of communication activities.<br />
The tonality needs to possess a distinct, individual<br />
character and be compatible with the brand identity.<br />
Umbrella brand<br />
This unites the complete range of a company’s products<br />
under one unified brand. An umbrella brand does not<br />
necessarily have to be identical with the | Company<br />
brand, e.g. Dr. Oetker, Siemens.<br />
USP (Unique Selling Proposition)<br />
A unique property of a product that can be used to<br />
distinguish a product from its competitors.<br />
The Süddeutsche Zeitung turns its<br />
readers into discoverers. Advertisements<br />
in 17 different Munich<br />
subway stations each tell one part<br />
of a serial by the SZ columnist<br />
Axel Hacke. <strong>Scholz</strong> & <strong>Friends</strong><br />
Berlin.<br />
137 l Glossary
Chronology<br />
Using the tagline “Werden Sie<br />
Augenzeuge” (Be an eyewitness)<br />
along with provocative headlines<br />
and famous protagonists, <strong>Scholz</strong> &<br />
<strong>Friends</strong> Berlin helped the TV<br />
station N24 stimulate the public<br />
appetite for up-to-date news and<br />
solid reportage.<br />
138 l Chronology<br />
The <strong>Scholz</strong> & <strong>Friends</strong> history<br />
1981 Agency founded in Hamburg with 48 <strong>Friends</strong>. The German trade magazine<br />
Horizont called it the agency to watch in the coming decade.<br />
1982 <strong>Scholz</strong> & <strong>Friends</strong> is ranked one of the most creative agencies in Germany by<br />
trade magazines, a status it has held on to ever since.<br />
1986 Continuous growth leads <strong>Scholz</strong> & <strong>Friends</strong> to innovate in the realm of<br />
corporate structure, introducing the family system. Soon this would become an industry<br />
standard.<br />
1987 <strong>Scholz</strong> & <strong>Friends</strong> enters the international Cordiant Communications Group,<br />
joining the likes of Bates, Zenith Media, Diamond Ad and Fitch.<br />
1990 After the fall of the Berlin Wall, <strong>Scholz</strong> & <strong>Friends</strong> is the first agency to<br />
venture into former East Germany. Starting in Dresden, then onwards to Berlin where<br />
the agency quickly became No.1 in the capital. And it still is.<br />
1995 <strong>Scholz</strong> & <strong>Friends</strong> lays the cornerstones of its international network, opening<br />
offices in Athens, Antwerp, Budapest, Madrid, Vienna and Warsaw. Bureaux in<br />
Prague, London, Moscow, Kiev, Milan and Paris follow.<br />
1998 <strong>Scholz</strong> & <strong>Friends</strong> Consulting is founded in Berlin, offering strategic advice<br />
for brands prior to communication.<br />
1999 <strong>Scholz</strong> & <strong>Friends</strong> NeuMarkt (Hamburg) is established, specialising in the<br />
retail business. Plato Kommunikation, a <strong>Scholz</strong> & <strong>Friends</strong> subsidiary in Berlin, opens its<br />
doors for public affairs and political communication.<br />
2000 An independent survey in the German trade magazine werben & verkaufen<br />
reveals that <strong>Scholz</strong> & <strong>Friends</strong> achieves the highest levels of client satisfaction in the<br />
industry.<br />
2001 <strong>Scholz</strong> & <strong>Friends</strong> merges with the TV production company United Visions<br />
Entertainment and is floated on the Frankfurt Stock Exchange. Contemporaneous,<br />
orchestrated communication is taking on a more and more central position in the<br />
network’s services. The newly founded <strong>Scholz</strong> & <strong>Friends</strong> Brand Affairs adds to the<br />
network’s brand-PR expertise.<br />
2002 <strong>Scholz</strong> & <strong>Friends</strong> is ranked top creative agency in Germany by the trade<br />
magazine werben & verkaufen. FINANCIAL TIMES DEUTSCHLAND presents the<br />
agency with the IPO Management Award of “Best Newcomer”.<br />
<strong>Scholz</strong> & <strong>Friends</strong> Agenda is set up in Berlin as a PR and agenda-setting agency.<br />
Hot on its heels and also in Berlin, <strong>Scholz</strong> & <strong>Friends</strong> Sensai and Light Monuments are<br />
founded, offering 3D communication and light/music extravaganzas respectively.<br />
<strong>Scholz</strong> & <strong>Friends</strong> Brand Affairs opens branches in Budapest and Beijing. In the<br />
Balkans, offices are opened in Belgrade, Ljubljana and Skopje.<br />
<strong>Scholz</strong> & <strong>Friends</strong> boosts its presence in Hamburg with the complete acquisition of<br />
deepblue networks AG, an agency combining expertise in above- and below-the-line<br />
communication with a deep knowledge of digital media.<br />
Klaus Droste is elected to the Supervisory Board at the first AGM of <strong>Scholz</strong> &<br />
<strong>Friends</strong> AG. The Board of Directors publishes Corporate Governance Principles and<br />
commits itself to the obligations of the German Corporate Governance Code.
The first Jürgen <strong>Scholz</strong> Scholarship for Creative Excellence is awarded to three<br />
young creatives from London, Kiev and Hamburg.<br />
With a team of 665 <strong>Friends</strong> and billings of apple 460 million, <strong>Scholz</strong> & <strong>Friends</strong> AG is<br />
Germany’s seventh largest agency group and one of Europe’s top twenty.<br />
2003 <strong>Scholz</strong> & <strong>Friends</strong> expands into Switzerland, with Yvonne Hodel on the new<br />
office’s Administrative Board and Coca-Cola AG Schweiz among its clients.<br />
<strong>Scholz</strong> & <strong>Friends</strong> classics<br />
“Ist die Katze gesund, freut sich der Mensch” – If the cat’s healthy, the people are happy<br />
Kitekat<br />
“Die Kraft der zwei Herzen” – The power of two hearts<br />
Doppelherz<br />
“Ich rauche gern!” – I love to smoke!<br />
R1<br />
“Test it”<br />
West<br />
“Der Norden taut auf” – The North’s loosening up<br />
Astra Pilsener<br />
“Come together”<br />
Peter Stuyvesant<br />
“Innen gut, außen mit Hut” – It’s good, and it wears a hat<br />
Sierra Tequila<br />
“Heute ein König” – A king for today<br />
König Pilsener<br />
Photo series “Dahinter steckt immer ein kluger Kopf” –<br />
There is always a clever mind behind it<br />
F.A.Z.<br />
“Jede Woche eine neue Welt” – A new experience every week<br />
Tchibo Non Food<br />
“the more you know”<br />
Davidoff Cigarettes<br />
“Deutschland geht T-Online” – Germany’s going T-Online<br />
T-Online<br />
“Ein schönes Leben noch” – Have a nice life<br />
Activest<br />
“Wir können alles. Außer Hochdeutsch.” – We are perfect. If you ignore our accent.<br />
Baden-Württemberg<br />
“Entdecker gesucht” – Keep exploring<br />
Süddeutsche Zeitung<br />
“Fliegen zum Taxipreis” – Fly for the price of a taxi<br />
Hapag-Lloyd Express<br />
Good advertising need not be<br />
expensive. The Deutsches Museum<br />
showed off its collection of classic<br />
cars right where budding mechanics<br />
look most closely: in the classified<br />
sections of daily newspapers. By<br />
<strong>Scholz</strong> & <strong>Friends</strong> Berlin.<br />
139 l Chronology
Locations of <strong>Scholz</strong> & <strong>Friends</strong><br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
<strong>Scholz</strong> & <strong>Friends</strong><br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
<strong>Scholz</strong> & <strong>Friends</strong> Partner<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .<br />
140 l Chronology
The Orchestra of Ideas for “Dresden leuchtet wieder” (Dresden shines again) and “Ich helfe dir” (I help you!)<br />
Full view on page 130<br />
Summer 2002: images of the<br />
flooding are beamed around the<br />
world, dominating the media for<br />
an entire week.<br />
Light Monuments, a <strong>Scholz</strong> &<br />
<strong>Friends</strong> subsidiary, created a new<br />
media image …<br />
Objective: After the flooding crisis, two things were of<br />
crucial importance. Firstly, collecting donations. Secondly,<br />
boosting tourism and investment once the worst was over.<br />
Conducting idea: On the Internet, victims and donors can<br />
request and offer donations respectively, free of charge. A<br />
major event marked the end of the crisis on an optimistic<br />
note.<br />
Taglines: “Ich helfe dir” (I help you!) (Internet platform)<br />
“Dresden leuchtet wieder” (Dresden shines again) (event)<br />
Results: More than 46,000 donations offered<br />
(approximately 400 per day); free delivery of over 11,000<br />
donations in kind. Over 100 million impressions in Germany<br />
alone thanks to coverage of the Dresden light gala on TV<br />
and in the press both before and after the event; worldwide<br />
transmission by over 400 TV channels with a range<br />
of approximately 500 million people; very good quality of<br />
impressions due to high proportion of serious media<br />
involved and credible reporting of events.<br />
In the print campaign, <strong>Scholz</strong> &<br />
<strong>Friends</strong> let those affected speak for<br />
themselves. (“My kids now have to<br />
sleep at the supermarket. At least<br />
it’s dry there.”)<br />
… of Dresden under the direction<br />
of the artist Gert Hof. The<br />
extravaganza of light …<br />
The innovative concept aimed to<br />
make use of the willingness to help<br />
that was seen all around Germany.<br />
… finally drove images of the<br />
flood disaster out of the minds<br />
of tourists and investors.<br />
The Internet-based exchange<br />
system enabled the direct donation<br />
of goods and services for the first<br />
time.<br />
The world-wide media coverage<br />
acted as free advertising for the<br />
newly recovered city of Dresden.<br />
141 l Chronology
Offices<br />
<strong>Scholz</strong> & <strong>Friends</strong> AG<br />
In der Lokfabrik<br />
Chausseestraße 8/E, 10115 Berlin, Germany<br />
Tel.: +49-(0)30-59 00 53-0<br />
Fax: +49-(0)30-59 00 53-299<br />
info@s-f.com<br />
<strong>Scholz</strong> & <strong>Friends</strong> Agenda<br />
In der Dampfbrotbäckerei<br />
Wöhlertstraße 12/13, 10115 Berlin, Germany<br />
Tel.: +49-(0)30-285 35-500<br />
Fax: +49-(0)30-285 35-584<br />
agenda@s-f.com<br />
<strong>Scholz</strong> & <strong>Friends</strong> Berlin<br />
In der Dampfbrotbäckerei<br />
Wöhlertstraße 12/13, 10115 Berlin, Germany<br />
Tel.: +49-(0)30-285 35-300<br />
Fax: +49-(0)30-285 35-599<br />
berlin@s-f.com<br />
<strong>Scholz</strong> & <strong>Friends</strong> Brand Affairs<br />
Hanseatic Trade Center<br />
Am Sandtorkai 76, 20457 Hamburg, Germany<br />
Tel.: +49-(0)40-376 81-0<br />
Fax: +49-(0)40-376 81-147<br />
brandaffairs@s-f.com<br />
<strong>Scholz</strong> & <strong>Friends</strong> Consulting<br />
In der Dampfbrotbäckerei<br />
Wöhlertstraße 12/13, 10115 Berlin, Germany<br />
Tel.: +49-(0)30-285 35-300<br />
Fax: +49-(0)30-285 35-599<br />
consulting@s-f.com<br />
<strong>Scholz</strong> & <strong>Friends</strong> Hamburg<br />
Hanseatic Trade Center<br />
Am Sandtorkai 76, 20457 Hamburg, Germany<br />
Tel.: +49-(0)40-376 81-0<br />
Fax: +49-(0)40-376 81-681<br />
hamburg@s-f.com<br />
<strong>Scholz</strong> & <strong>Friends</strong> NeuMarkt<br />
Große Reichenstraße 27, 20457 Hamburg, Germany<br />
Tel.: +49-(0)40-302 12-0<br />
Fax: +49-(0)40-302 12-100<br />
neumarkt@s-f.com<br />
<strong>Scholz</strong> & <strong>Friends</strong> Sensai<br />
In der Lokfabrik<br />
Chausseestraße 8/F, 10115 Berlin, Germany<br />
Tel.: +49-(0)30-28 44 97-10<br />
Fax: +49-(0)30-28 44 97-99<br />
sensai@s-f.com<br />
142 l Offices<br />
Couch Potatoes<br />
Am Coloneum 1, 50829 Cologne, Germany<br />
Tel.: +49-(0)221-250 51-00<br />
Fax: +49-(0)221-250 51-01<br />
info@couch-potatoes.de<br />
deepblue networks<br />
Phoenixhof<br />
Schützenstraße 21, 22761 Hamburg, Germany<br />
Tel.: +49-(0)40-28 40 88-0<br />
Fax: +49-(0)40-28 40 88-111<br />
contact@deepblue-networks.com<br />
Factual Films<br />
Linienstraße 214, 10119 Berlin, Germany<br />
Tel.: +49-(0)30-240 86-0<br />
Fax: +49-(0)30-240 86-200<br />
office@united-visions.de<br />
Light Monuments<br />
An den Treptowers 1, 12435 Berlin, Germany<br />
Tel.: +49-(0)30-530 00-20<br />
Fax: +49-(0)30-530 00-215<br />
info@light-monuments.com<br />
Live Line Entertainment<br />
Walluferstraße 3a, 65343 Eltville, Germany<br />
Tel.: +49-(0)61 23 -79 34-0<br />
Fax: +49-(0)61 23 -79 34-24<br />
info@live-line.tv<br />
Plato Kommunikation<br />
Reinhardtstraße 19, 10117 Berlin, Germany<br />
Tel.: +49-(0)30-72 62 67-60<br />
Fax: +49-(0)30-72 62 67-61<br />
mail@plato.de<br />
United Visions Interactive Entertainment<br />
Erkelenzdamm 59, Portal 3a, 10999 Berlin, Germany<br />
Tel.: +49-(0)30-69 59 79-50<br />
Fax: +49-(0)30-69 59 79-20<br />
contact@k1010.com<br />
International Offices<br />
<strong>Scholz</strong> & <strong>Friends</strong> International<br />
Hanseatic Trade Center<br />
Am Sandtorkai 76, 20457 Hamburg, Germany<br />
Tel.: +49-(0)40-376 81-0<br />
Fax: +49-(0)40-376 81-681<br />
international@s-f.com<br />
<strong>Scholz</strong> & <strong>Friends</strong> Antwerp<br />
Lange Nieuwstraat 68, 2000 Antwerp, Belgium<br />
Tel.: +32-(0)3-234 87-20<br />
Fax: +32-(0)3-234 87-31<br />
antwerp@s-f.com
<strong>Scholz</strong> & <strong>Friends</strong> Athens<br />
47 Agiou Konstandinou Str., 15124 Maroussi, Greece<br />
Tel.: +30-2-(0)1-0-80 60 34-0<br />
Fax: +30-2-(0)1-0-806 26 05<br />
athens@s-f.com<br />
<strong>Scholz</strong> & <strong>Friends</strong> Brand Affairs Beijing<br />
Fengdanlishe Garden C7-2-302<br />
Haidian District, 100096 Beijing, P.R. China<br />
Tel.: +86-(0)10 -82 9510-17<br />
Fax: +86-(0)10 -82 9510-17<br />
beijing@s-f.com<br />
S Team <strong>Scholz</strong> & <strong>Friends</strong> Beograd<br />
c/o New Moment Ideas Group<br />
Hilandarska 14, 11000 Belgrade, Yugoslavia<br />
Tel.: +381-(0)11-322 99 92<br />
Fax: +381-(0)11-334 65 60<br />
belgrade@s-f.com<br />
<strong>Scholz</strong> & <strong>Friends</strong> Budapest<br />
Tapolcsányi utca 18, 1022 Budapest, Hungary<br />
Tel.: +36-(0)1-326 57 76<br />
Fax: +36-(0)1-326 50 10<br />
budapest@s-f.com<br />
<strong>Scholz</strong> & <strong>Friends</strong> Brand Affairs Budapest<br />
Tapolcsányi utca 18, 1022 Budapest, Hungary<br />
Tel.: +36-(0)1-326 62 62<br />
Fax: +36-(0)1-326 50 10<br />
budapest@s-f.com<br />
<strong>Scholz</strong> & <strong>Friends</strong> Kyiv<br />
19 Predslavinska Str., 3 floor, 03150 Kiev, Ukraine<br />
Tel.: +380-(0)44-201 02-78<br />
Fax: +380-(0)44-201 02-77<br />
kyiv@s-f.com<br />
S Team <strong>Scholz</strong> & <strong>Friends</strong> Ljubljana<br />
Bezigrad 10, 61000 Ljubljana, Slovenia<br />
Tel.: +386-(0)1-436 25-33<br />
Fax: +386-(0)1-436 25-21<br />
ljubljana@s-f.com<br />
<strong>Scholz</strong> & <strong>Friends</strong> London<br />
80 Clerkenwell Road, London EC1M 5RJ, United Kingdom<br />
Tel.: +44-(0)20-7-961 40-00<br />
Fax: +44-(0)20-7-961 40-40<br />
london@s-f.com<br />
ESC/<strong>Scholz</strong> & <strong>Friends</strong> Madrid<br />
Cristóbal Bordiú 22, 28003 Madrid, Spain<br />
Tel.: +34-91-451 47-00<br />
Fax: +34-91-442 31 84<br />
madrid@s-f.com<br />
<strong>Scholz</strong> & <strong>Friends</strong> Milano<br />
Via Paleocapa 7, 20121 Milan, Italy<br />
Tel.: +39-02-722 23-0<br />
Fax: +39-02-805 61 26<br />
milano@s-f.com<br />
<strong>Scholz</strong> & <strong>Friends</strong> Moscow<br />
25 Ul-Akademika Pavlova, Moscow 121359, Russia<br />
Tel.: +7-(0)95-232 94-21/23<br />
Fax: +7-(0)95-232 94-25<br />
moscow@s-f.com<br />
<strong>Scholz</strong> & <strong>Friends</strong> Paris<br />
68, rue Léon Frot, 75011 Paris, France<br />
Tel.: +33-(0)1-53 27 66 90<br />
Fax: +33-(0)1-53 27 66 99<br />
paris@s-f.com<br />
<strong>Scholz</strong> & <strong>Friends</strong> Praha<br />
Na Moráni 5, 1200 Prague 2, Czech Republic<br />
Tel.: +42-(0)2-24 91 52-39/41<br />
Fax: +42-(0)2-24 91 52-40<br />
praha@s-f.com<br />
S Team <strong>Scholz</strong> & <strong>Friends</strong> Skopje<br />
Gjuro Gjakovic 67, 1000 Skopje, Macedonia<br />
Tel.: +389-(0)2-313 02 76<br />
Fax: +389-(0)2-329 85 52<br />
account@steam.com.mk<br />
<strong>Scholz</strong> & <strong>Friends</strong> Warszawa<br />
ul. Malczewskiego 24, 02-612 Warsaw, Poland<br />
Tel.: +48-(0)22-646 56 22<br />
Fax: +48-(0)22-627 46 57<br />
warszawa@s-f.com<br />
<strong>Scholz</strong> & <strong>Friends</strong> Wien<br />
Zirkusgasse 13, 1020 Vienna, Austria<br />
Tel.: +43-(0)1-21 85 40-0<br />
Fax: +43-(0)1-21 85 40-0-054<br />
wien@s-f.com<br />
<strong>Scholz</strong> & <strong>Friends</strong> Zürich<br />
Seefeldstraße 301, 8008 Zurich, Switzerland<br />
Tel.: +41-(0) 43-499 95 88<br />
Fax: +41-(0) 43-499 95 22<br />
zurich@s-f.com<br />
143 l Offices
Contacts, Key Dates and Imprint<br />
144 l Contacts, Key Dates and Imprint<br />
For up-to-date and comprehensive information on the <strong>Scholz</strong> & <strong>Friends</strong> share, the<br />
company or new campaigns and productions, simply sign up for our e-mail newsletter<br />
on our homepage or write an e-mail to ir@s-f.com.<br />
This Annual Report is available in German and English. Both versions can be<br />
ordered directly from <strong>Scholz</strong> & <strong>Friends</strong> AG or downloaded from www.s-f.com.<br />
Current press releases are also available online at www.s-f.com. Please contact<br />
one of the following representatives should you have any questions:<br />
<strong>Scholz</strong> & <strong>Friends</strong> Investor Relations<br />
Please contact: Stefanie Frey<br />
Tel.: +49-(0)30- 59 00 53-114<br />
Fax: +49-(0)30- 59 00 53-298<br />
stefanie.frey@s-f.com<br />
ir@s-f.com<br />
<strong>Scholz</strong> & <strong>Friends</strong> Corporate Communications<br />
Please contact: Karin von Hülsen<br />
Tel.: +49-(0)30- 59 00 53-115<br />
Fax: +49-(0)30- 59 00 53-298<br />
karin.huelsen@s-f.com<br />
pr@s-f.com<br />
<strong>Scholz</strong> & <strong>Friends</strong> New Business<br />
Please contact: Roland Bös<br />
Tel.: +49-(0)30- 59 00 53-112<br />
Fax: +49-(0)30- 59 00 53-298<br />
roland.boes@s-f.com<br />
group@s-f.com<br />
Key Dates<br />
Annual General Meeting: 27 August 2003, Berlin
Imprint<br />
Published by: <strong>Scholz</strong> & <strong>Friends</strong> AG<br />
“The orchestra of ideas.” is a registered wordmark<br />
of <strong>Scholz</strong> & <strong>Friends</strong> AG.<br />
Editors: Stefanie Frey, Karin von Hülsen, Marion Kuka<br />
Layout: <strong>Scholz</strong> & <strong>Friends</strong> Berlin<br />
Image rights: <strong>Scholz</strong> & <strong>Friends</strong> AG<br />
Final artwork: GrafikDesign Bettina Fortak, Berlin<br />
Lithography: Appel Grafik Berlin<br />
Printed by: Ruksaldruck, Berlin<br />
The devil’s feeling rather lonely<br />
because organ donors go to heaven.<br />
A TV spot by <strong>Scholz</strong> & <strong>Friends</strong><br />
London for the British Organ<br />
Donor Society.<br />
145 l Contacts, Key Dates and Imprint
And finally, our best ideas of all from 2002.<br />
Carl, son of Christiane Hoffmann<br />
(<strong>Scholz</strong> & <strong>Friends</strong> Hamburg), born 21.8.2002<br />
Caspar Thomas, son of Thomas Heilmann<br />
(<strong>Scholz</strong> & <strong>Friends</strong> AG Hamburg/Berlin),<br />
born 30.10.2002<br />
Justina, daughter of Bozidar Kale Kacunkovic<br />
(S Team <strong>Scholz</strong> & <strong>Friends</strong> Beograd),<br />
born 10.4.2002<br />
Maja, daughter of Izabella Gramburg<br />
(<strong>Scholz</strong> & <strong>Friends</strong> Warszawa), born 2.5.2002<br />
Jona Tove Lina, daughter of Stefan Willm<br />
(<strong>Scholz</strong> & <strong>Friends</strong> Berlin), born 6.9.2002<br />
Philipp, son of Andreas Rehm (Plato Kommunikation<br />
Berlin), born 19.9.2002<br />
Ivo, son of Moritz Pietzcker<br />
(<strong>Scholz</strong> & <strong>Friends</strong> AG Hamburg/Berlin),<br />
born 26.6.2002<br />
Leonid Mika, son of Aleksandra Roth-Belkova<br />
(<strong>Scholz</strong> & <strong>Friends</strong> Berlin), born 10.3.2002<br />
Luis, son of Pia Kempen<br />
(<strong>Scholz</strong> & <strong>Friends</strong> Hamburg), born 8.3.2002
Carl Philipp, son of Michael Emmermann<br />
(deepblue networks Hamburg), born 23.9.2002<br />
Ben Joshua, son of Christine Ameskamp<br />
(<strong>Scholz</strong> & <strong>Friends</strong> Brand Affairs),<br />
born 27.9.2002<br />
Emilia Mercedes, daughter of Kristin Brunner<br />
(<strong>Scholz</strong> & <strong>Friends</strong> Hamburg), born 22.10.2002<br />
Marlon, son of Dirk Bartel<br />
(<strong>Scholz</strong> & <strong>Friends</strong> Hamburg), born 2.2.2002<br />
Eliˇska, daughter of Milan Kadlec<br />
(<strong>Scholz</strong> & <strong>Friends</strong> Praha), born 25.8.2002<br />
Michalina, daughter of Beata Sitek<br />
(<strong>Scholz</strong> & <strong>Friends</strong> Warszawa), born 20.6.2002<br />
Lucy, daughter of Britta Dias<br />
(<strong>Scholz</strong> & <strong>Friends</strong> Hamburg), born 16.5.2002<br />
Grzegorz, son of Hania Bielawska-Koc<br />
(<strong>Scholz</strong> & <strong>Friends</strong> Warszawa), born 23.8.2002<br />
Janne Clara, daughter of Wolfgang Boyé<br />
(<strong>Scholz</strong> & <strong>Friends</strong> AG Hamburg/Berlin),<br />
born 24.9.2002
<strong>Scholz</strong> & <strong>Friends</strong> AG I In der Lokfabrik I Chausseestraße 8/E I 10115 Berlin I www.s-f.com