Joint Status Report of <strong>SinnerSchrader</strong> <strong>AG</strong>295Development and Situationof <strong>SinnerSchrader</strong> <strong>AG</strong><strong>SinnerSchrader</strong> <strong>AG</strong> is the managing holding companyof the <strong>SinnerSchrader</strong> Group. Its business activitiesmainly comprise developing and implementing theGroup strategy, expanding the business portfoliothrough acquisitions, among other things, guidingand controlling the operating Group companies andfinancing them, administering and controlling Groupliquidity, managing the German tax integration,providing and administering the infrastructures jointlyused by the Group companies, in particular the officespace, centrally providing administrative services,and performing central Group tasks, such as investorrelations work.There is a profit and loss transfer agreement between<strong>SinnerSchrader</strong> <strong>AG</strong> and the German subsidiaries<strong>SinnerSchrader</strong> Deutschland GmbH and spot-media<strong>AG</strong>. This means that the profits and losses from theoperating business of these two companies are alsoreflected in the individual results of the <strong>AG</strong> for therelevant year of the report, in each case as incomefrom transfers of profits or as expenditure fromtransfers of losses. With respect to the provision ofinfrastructure and the central provision of administrativeservices, <strong>SinnerSchrader</strong> <strong>AG</strong> is in a directbusiness relationship to different extents with itssubsidiaries; it charges for the services rendered andearns its own revenues from this.In the <strong>2008</strong>/<strong>2009</strong> financial year, the revenues were€ 3.1 million and thus matched the value of theprevious year. The expansion of the business portfoliohas not yet had a major impact on the total servicesinvoiced by the <strong>AG</strong>.However, the <strong>AG</strong> incurred higher operating costs inthe <strong>2008</strong>/<strong>2009</strong> financial year than in the previous yearbecause of the preparations for the expansion ofbusiness. The number of full-time employees inthe <strong>AG</strong> on average over the year was 5 full-timeemployees higher than in the previous year, meaningthat the personnel costs of € 1.7 million were a good€ 0.2 million higher. The other operating expensesand the expenditure for purchased services rose by€ 0.1 million each to € 1.9 million and € 0.2 million,respectively. In view of the low investments forreplacements and expansions in the central infrastructure,depreciations fell slightly. Furthermore, anagreement with the landlord of the office space inHamburg rented by <strong>SinnerSchrader</strong> <strong>AG</strong> made apositive contribution of € 0.1 million to the profitdevelopment in the <strong>2008</strong>/<strong>2009</strong> financial year; as aresult of this, the accrued expenses formed for cuts inrent could be dissolved.Income from the profit and loss transfer agreementwas well above that of the previous year because aprofit and loss transfer was conducted for spot-media<strong>AG</strong> for the first time in the year of the report. In total,the <strong>AG</strong> received an amount of € 2.9 million from profitand loss transfers, in comparison to € 2.6 million inthe previous year. Taking into account that the depreciationof a minority participation in the amount of€ 0.25 million in the previous year was not counteredby a similar burden in the <strong>2008</strong>/<strong>2009</strong> financial year,the contribution to profits from the subsidiaries andparticipations rose by around € 0.6 million, whichmore than balanced out the higher operating expensesdue to the expansion of business.In the <strong>2008</strong>/<strong>2009</strong> financial year, much lower incomewas earned than in the previous year from investingthe liquid funds that the <strong>AG</strong> administers and investscentrally for the <strong>SinnerSchrader</strong> Group. The incomewas € 0.2 million and was earned from other interestand similar income and as other operating incomewhere it was realised from the sale of securities. In2007/<strong>2008</strong>, this amount was just under € 0.4 million.In addition to lower average available funds, themarked fall in interest in short-term investmentsresulted in a fall in income opportunities. In view ofthe financial crisis, investment was also aimed at
30Joint Status Report of <strong>SinnerSchrader</strong> <strong>AG</strong>reducing liquidity and contractor risks, which alsoimpaired the earnings potential. As in the previousyears, the interest expenditure listed in the Statementsof Operations is largely associated with liquiditycontrol within the Group. <strong>SinnerSchrader</strong> <strong>AG</strong> still hasno interest-bearing liabilities outside the Group.On balance, there was an annual pre-tax income of€ 2.1 million for <strong>2008</strong>/<strong>2009</strong>, which was around € 0.1million higher than the previous year. After deductionof the income taxes to be assessed in the full extentfor the first time – the former loss carry-forwardspreviously in place in the <strong>AG</strong> had already been usedup in the previous year – an annual net incomeof € 1.4 million remained for the financial year. In2007/<strong>2008</strong>, the annual net income was € 1.6 million.The annual net income in the year of the report washigher than the earnings attributed to the Sinner-Schrader shareholders in the Consolidated FinancialStatements mainly because the losses of the newbusiness units not yet covering costs were notincluded in the <strong>AG</strong>.Together with the profit brought forward from theprevious year of € 0.3 million, the accumulated incomeof the <strong>2008</strong>/<strong>2009</strong> financial year amounts to € 1.7million.As at the Group level, the development of the <strong>AG</strong>’sasset and financial situation was characterised bythe further expansion of the business portfolio. Onthe assets side, the value of the shares in associatedcompanies rose by € 0.9 million to € 20.4 million.€ 0.7 million of this amount is accounted for by theexpansion of the business portfolio to include thenewtention group and next commerce GmbH. Theremaining € 0.2 million concerns the increase in theestimate for the total volume of the earn-out componentsfrom the acquisition of spot-media <strong>AG</strong> inFebruary <strong>2008</strong>.In comparison to the balance sheet date of theprevious year, as of 31 August <strong>2009</strong> the receivablesfrom affiliated companies rose markedly by € 1.3million to € 2.3 million. This is largely due to the factthat there was a profit and loss transfer agreementwith spot-media <strong>AG</strong> for the first time as of 31 August<strong>2009</strong>.The rises in assets are countered by the fall in theliquid funds and securities (without treasury stock)held by the <strong>AG</strong> by € 1.8 million to € 7.2 million. € 0.3million of this was used to buy treasury stock. As of31 August <strong>2009</strong>, there were 270,656 shares oftreasury stock with procurement costs of € 0.4million on the books.The total value of assets rose by € 0.6 million to € 31.0million in the <strong>2008</strong>/<strong>2009</strong> financial year.On the liabilities side, only the tax reserves rosemarkedly by € 0.8 million. Since the loss carryforwardsin the tax integration conducted by Sinner-Schrader <strong>AG</strong> had been used up in the previous year,the effective tax burden on the <strong>AG</strong> rose to a normallevel and, with it, the tax reserves.The <strong>AG</strong> treasury stock rose only slightly by € 0.1million and was € 28.2 million as of 31 August <strong>2009</strong>.The positive effect from the annual net income earnedis largely compensated for by the dividend paymentof € 0.12 per share paid in December <strong>2008</strong>. Theshareholders’ equity rate therefore fell slightly by justunder 2 percentage points, but at 91 % was still abovethe 90 % level.