Interim Report as at 30th June 2006 - aleo-solar.com

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➔ Notes to the Consolidated Financial Statements IAS 14.3 requires companies whose dividend papers or debt securities are traded publicly or that have initiated trading in them to publish a segment report. Since 14 July 2006 shares in aleo solar AG, Prenzlau, (formerly S.M.D Solar- Manufaktur Deutschland GmbH, Prenzlau) have been listed in the Prime Standard segment on the Frankfurt Stock Exchange. aleo solar AG, Prenzlau, (formerly S.M.D Solar- Manufaktur Deutschland GmbH, Prenzlau) intends in the near future to access the public capital market. By the terms of IAS 14.9 the company is therefore required to provide segment reporting. Given, however, that aleo solar AG, Prenzlau, (formerly S.M.D Solar-Manufaktur Deutschland GmbH, Prenzlau) is a single-product company that only manufactures solar modules and that its sales are for the most part generated in Germany, providing a segment report is considered to be superfluous. 5. Seasonal or cyclical influences on business activity The sales of aleo solar AG, Prenzlau, (formerly S.M.D Solar-Manufaktur Deutschland GmbH, Prenzlau) tend to be lower in the first half of a calendar year than in the two following quarters. The company assumes that its earnings position could continue to be subject to seasonal fluctuation. 6. Notes on the Consolidated Interim Financial Statements Equity and conversion of legal status Conversion into an Aktiengesellschaft (public limited company) Based on the March 2006 capital increase, the meeting of shareholders resolved on 12 April 2006 to convert the company into an Aktiengesellschaft. aleo Solar AG, Prenzlau, now trades, with an entry dated 4 May 2006 (HRB 7522 NP) in the Commercial Register of Neuruppin District Court (Amtsgericht), as aleo solar Aktiengesellschaft, Prenzlau. The EUR 10.180 million (31.12.2005: EUR 2.545 million) of subscribed capital is divided in such a way into 10,180,000 non-par registered shares each with a nominal value of one euro that each shareholder receives a registered share for each euro originally invested. Resolution to increase the company’s capital stock By the terms of a resolution adopted by the annual general meeting of shareholders held on 23 May 2006 the company’s capital stock was increased in cash by up to EUR 2,850,400 to up to EUR 13,030,400 by the issue of up to 2,850,400 new shares. The capital increase was registered in July 2006. Earnings per share The figures for earnings per share relate both for this interim financial report and for the comparative period last year to the 10,180,000 shares outstanding as of 30 June 2006. 7. Major business transactions Participation in Johanna Solar Technology GmbH aleo solar Aktiengesellschaft, Prenzlau, acquired on signing the 13 April 2006 participation agreement a 19% stake in Johanna Solar Technology GmbH, located in Brandenburg an der Havel. The participation sum of EUR 1,907,000 and an agreed extra sum of EUR 712,500 make up an investment totalling EUR 2,619,500. On 5 May 2006 a capital increase was undertaken at Johanna Solar Technology GmbH. aleo solar Aktiengesellschaft, Prenzlau, took part in this capital increase and invested a further EUR 943,000. So the total amount invested is at present EUR 3,562,500. The shareholding is unchanged at 19%. By the terms of a contract dated 13 April 2006, aleo Solar AG, Prenzlau, agreed with 3E Finanz GmbH, which after the capital increase entered into the Oldenburg Commercial Register on 25 April 2006 held 38.0% of the shares in Johanna Solar Technology GmbH, that aleo Solar AG, Prenzlau, was to be given an option to acquire 20 21
➔ Notes to the Consolidated Financial Statements from 3E Finanz GmbH at least a further 31.1% of the shares in Johanna Solar Technology GmbH. This option will be open from 1 January 2008 to 31 March 2009. Should sales of thin-film solar modules by Johanna Solar Technology GmbH in 2008 fall short of EUR 43 million, the abovementioned option period will be postponed by a year. The precondition for this entitlement and for the share purchase is that the two parties agree on a price for the shares to be acquired. Pricing orientation aids will be the Principles of Company Valuation (IDW Standard S1) drawn up by the Institute of Accountants in Germany (Institut der Wirtschaftsprüfer in Deutschland e. V.) and a comparison with the market valuation of a peer group of comparable listed companies. Insofar as aleo solar Aktiengesellschaft, Prenzlau, still holds a 19% share in Johanna Solar Technology GmbH at the time when the option is exercised, it would then hold a majority stake in the company. If aleo solar Aktiengesellschaft, Prenzlau, were to exercise this option, the other shareholders in Johanna Solar Technology GmbH would have the right to offer their shares for purchase by aleo solar Aktiengesellschaft, Prenzlau. 8. Further details Dividend payment Dividends totalling EUR 4.0 million were paid out in the reporting period. No proposals for further dividend payments were made. Management Board: Members of aleo solar AG’s Management Board in the reporting period were: - Jakobus Smit - Heinrich Willers Supervisory Board: Members of aleo solar AG’s Supervisory Board in the reporting period were: - Marius Eriksen, Chairman - Claus von Loeper, Vice-Chairman - Jörg Friedrich Bätjer - Prof. Dr. Jürgen Parisi (since 23 May 2006) - Dr. Stefan Reineck (since 23 May 2006) - Gerold Heinen (since 23 May 2006) - Dr. Andreas Zanner (until 23 May 2006) - Dr. Rupert Doehner (until 23 May 2006) - Helmut Bögershausen (until 23 May 2006) Employees The aleo solar Group’s headcount as at 30 June 2006 was 239 employees, including management and Board members (30 June 2005: 190). Investments In the second quarter of 2006 the aleo solar Group invested a total of EUR 1.478 million. Much of this investment went toward setting up the Spanish subsidiaries and enlarging production capacities accordingly. 9. Events since the reporting date IPO aleo solar AG has been listed on the Frankfurt Stock Exchange since 14 July 2006 in the Prime Segment. The issue price was EUR 13.50. The company earned gross issuance proceeds of around EUR 38.5 million from the sale of the 2,850,400 new shares. By 30 June 2006 expenditure totalling EUR 724,000 had been incurred in direct connection with the IPO. IAS 32.35 requires this expenditure to be charged to equity in the balance sheet. This deduction is, however, to be reduced by any earnings tax benefits gained (IAS 12.61). Taking these regulations into account, the sum of EUR 448,000 was charged. Prenzlau, August 2006 Heinrich Willers Jakobus Smit 22 23
Page 1 and 2: 2006 First-Half Report aleo solar A
Page 3 and 4: ➔ Foreword Dear Sirs, aleo solar
Page 5 and 6: ➔ Business Development Course of
Page 7 and 8: ➔ Business Development ➔ Consol
Page 9 and 10: ➔ Consolidated Profit ➔ Consoli
Page 11: ➔ Notes to the Consolidated Finan

Interim Report as at 30th June 2006 - aleo-solar.com

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