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Annual Report 2001 - KSPG AG

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Kolbenschmidt Pierburg <strong>AG</strong><br />

Rheinmetall Allee 1<br />

40476 Düsseldorf, Germany<br />

Postfach 104261<br />

40033 Düsseldorf<br />

Phone (+49-2131) 520-2115<br />

Fax (+49-2131) 520-2116<br />

www.kolbenschmidt-pierburg.com<br />

<strong>Annual</strong> <strong>Report</strong> <strong>2001</strong><br />

Kolbenschmidt Pierburg <strong>AG</strong>


Division Air Supply & Pumps Pistons Plain Bearings Aluminum<br />

Technology<br />

Product groups<br />

Major locations<br />

Sales<br />

(€million)<br />

Organization and management structure<br />

of the Kolbenschmidt Pierburg Group as of March 1, 2002<br />

Kolbenschmidt Pierburg <strong>AG</strong><br />

(listed)<br />

Sales: €1.8 billion<br />

Employees: 11,600<br />

Systems and<br />

components for air<br />

supply, fuel supply,<br />

emission control<br />

Oil and water pumps,<br />

vacuum pumps,<br />

fuel delivery units<br />

Germany<br />

France<br />

Italy<br />

Spain<br />

USA<br />

Brazil<br />

China (joint venture)<br />

Passenger car pistons<br />

Piston modules<br />

Commercial-vehicle<br />

pistons<br />

Large-bore pistons<br />

Germany<br />

France<br />

Czech Republic<br />

USA<br />

Canada<br />

Brazil<br />

China (joint venture)<br />

Plain bearings<br />

Bushings<br />

Thrust washers<br />

Dry bearings for<br />

low-maintenance and<br />

maintenance-free<br />

operation (Permaglide)<br />

Nonferrous extrusions<br />

Germany<br />

USA<br />

Brazil<br />

Germany<br />

Motor Service<br />

Engine blocks Automotive parts for<br />

engine repair and<br />

workshops<br />

820 570 150 140 150<br />

Employees 4,000 5,400 1,000 800 400<br />

Germany<br />

France<br />

Great Britain<br />

Turkey<br />

Brazil<br />

Czech Republic


Kolbenschmidt Pierburg at a glance<br />

€million 1997 1) 1998 1999 2000 2) <strong>2001</strong><br />

(HGB) (HGB) (HGB) (IAS) (IAS)<br />

Net sales<br />

EBITDA (earnings before interest,<br />

1,076.3 1,473.3 1,527.1 1,776.2 1,825.5<br />

taxes, depreciation and amortization)<br />

EBIT (earnings<br />

142.8 167.2 184.4 202.0 238.2<br />

before interest and taxes) 63.3 68.3 69.2 54.5 90.3<br />

EBT (earnings before taxes) 57.4 61.9 61.1 21.6 49.5<br />

Net income 51.6 54.0 26.6 7.4 31.8<br />

EpS (earnings per share) (€)<br />

DVFA/SG 1.74 3) 1.37 1.21<br />

IAS 0.28 1.18<br />

Cash dividend per share, net (€) 0.51 0.77 0.77 0.77 0.50<br />

plus bonus plus bonus<br />

of €0.26 of €0.53<br />

Capital expenditures<br />

(excl. financial assets) 82.9 125.5 177.9 171.1 174.6<br />

Amortization/depreciation 92.7 110.7 129.0 147.5 147.9<br />

Capital stock 68.0 68.0 68.1 68.1 71.7<br />

Accounting equity 323.0 327.3 263.2 319.9 345.1<br />

Cash flow 132.5 161.0 150.3 160.8 174.4<br />

Employees (Dec. 31) 10,804 11,443 11,789 12,164 11,662<br />

1) Fiscal 1997 includes the former Kolbenschmidt Group only prorated from April 1 to Dec. 31, 1997<br />

2) Consolidated financial statements retroactively restated to conform to IAS<br />

3) Determined according to the DVFA/SG formula of 1996


<strong>Annual</strong> <strong>Report</strong> <strong>2001</strong><br />

Kolbenschmidt Pierburg <strong>AG</strong>


Contents<br />

Agenda of the<br />

annual stockholders’ meeting<br />

Supervisory and Executive Boards<br />

<strong>Report</strong> of the Supervisory Board<br />

Letter to the stockholders<br />

<strong>Report</strong> of the Executive Board<br />

Kolbenschmidt Pierburg stock<br />

Management report on the<br />

Kolbenschmidt Pierburg Group<br />

The divisions<br />

Parent’s financial statements <strong>2001</strong> *<br />

Consolidated financial statements <strong>2001</strong><br />

Notes<br />

4<br />

6<br />

8<br />

10<br />

11<br />

12<br />

13<br />

15<br />

18<br />

21<br />

24<br />

31<br />

35<br />

36<br />

40<br />

44<br />

48<br />

52<br />

56<br />

62<br />

63<br />

66<br />

67<br />

68<br />

69<br />

70<br />

74<br />

84<br />

98<br />

103<br />

104<br />

105<br />

109<br />

110<br />

112<br />

<strong>Report</strong>ing format<br />

Business trend<br />

Results of operations<br />

Capital and capital expenditures<br />

Employees<br />

Research and development<br />

Risks of future development (risk report)<br />

Prospects<br />

Air Supply & Pumps<br />

Pistons<br />

Plain Bearings<br />

Aluminum Technology<br />

MotorEngineering<br />

Motor Service<br />

Balance sheet<br />

Income statement<br />

Consolidated balance sheet<br />

Consolidated income statement<br />

Cash flow statement<br />

Statement of changes in equity<br />

Segment report<br />

Accounting principles<br />

Comments on the consolidated balance sheet<br />

Comments on the consolidated income statement<br />

Comments on the cash flow statement<br />

Comments on the segment reports<br />

Supplementary disclosures<br />

Auditor’s report and opinion<br />

Group of consolidated companies<br />

Supervisory and Executive Boards<br />

* For the full annual accounts of Kolbenschmidt Pierburg <strong>AG</strong><br />

(including the notes), visit us at<br />

www.Kolbenschmidt-Pierburg.com<br />

or, to obtain a hard copy, write to:<br />

Rheinmetall Allee 1, 40476 Düsseldorf, Germany


4<br />

Kolbenschmidt Pierburg <strong>AG</strong><br />

Agenda<br />

for the annual stockholders’ meeting<br />

Our stockholders are hereby invited<br />

to the annual stockholders’ meeting<br />

to be held on Wednesday, June 05,<br />

2002, at 11 a.m., in the Festhalle<br />

Harmonie, Allee 28, Heilbronn,<br />

Germany.<br />

(1)<br />

Presentation of Kolbenschmidt Pierburg<br />

<strong>AG</strong>’s adopted annual accounts<br />

and management report, as well as of<br />

its consolidated financial statements<br />

and Group management report and<br />

the Supervisory Board report, all for<br />

fiscal <strong>2001</strong><br />

(2)<br />

Vote on the appropriation of net<br />

earnings<br />

(3)<br />

Vote on the official approval of the<br />

acts and omissions of the Executive<br />

Board for fiscal <strong>2001</strong><br />

(4)<br />

Vote on the official approval of the<br />

acts and omissions of the Supervisory<br />

Board for fiscal <strong>2001</strong><br />

(5)<br />

Appointment of statutory auditors for<br />

fiscal 2002<br />

(6)<br />

Election of supplementary Supervisory<br />

Board members<br />

(7)<br />

Authorization to acquire treasury stock<br />

under the terms of Art. 71(1)(8) AktG<br />

The preceding agenda text has been<br />

abridged. Legally binding will be the<br />

agenda of the Company’s annual stockholders’<br />

meeting as published in the<br />

German Federal Gazette (“Bundesanzeiger”).<br />

Final inspection of a DC intake<br />

manifold at the Nettetal plant


6<br />

Kolbenschmidt Pierburg <strong>AG</strong><br />

Supervisory and Executive Boards<br />

Supervisory Board<br />

Klaus Eberhardt<br />

Düsseldorf,<br />

Executive Board Chairman of Rheinmetall <strong>AG</strong>,<br />

Düsseldorf<br />

Chairman<br />

Dr. rer. soc. Rudolf Luz *)<br />

Weinsberg,<br />

Union secretary of the German Metalworkers<br />

Union (“IG Metall”), Heilbronn/Neckarsulm office,<br />

Neckarsulm<br />

Vice-Chairman<br />

Wigand Frhr.v.Salmuth<br />

Heidelberg,<br />

Chairman of the Stockholders' Committee of<br />

Röchling Industrie Verwaltung GmbH, Mannheim<br />

Additional Vice-Chairman<br />

(up to June 12, <strong>2001</strong>)<br />

Dr. jur. Erich Coenen<br />

Frankfurt/Main,<br />

Executive Board member of Commerzbank <strong>AG</strong>,<br />

Frankfurt/Main (up to June 12, <strong>2001</strong>)<br />

Dr.-Ing. Ludwig Dammer *)<br />

Düsseldorf,<br />

Central Production Engineering,<br />

Pierburg <strong>AG</strong>, Neuss<br />

Rolf Dollmann *)<br />

Neckarsulm,<br />

Chairman of the General Works Council of<br />

KS Kolbenschmidt GmbH, Neckarsulm<br />

(up to March 31, 2002)<br />

Dipl. rer. pol. Werner Engelhardt<br />

Karlsruhe,<br />

Management Board Chairman of Röchling<br />

Industrie Verwaltung GmbH, Mannheim<br />

(up to January 14, 2002)<br />

Additional Vice-Chairman<br />

(from September 10, <strong>2001</strong>, to January 14, 2002)<br />

Georg Hadlaczki *)<br />

Mühlhausen,<br />

Member of the Works Council of the<br />

St. Leon-Rot plant of KS Gleitlager GmbH,<br />

St. Leon-Rot<br />

Dr. jur. Martin Hirsch<br />

Frankfurt/Main,<br />

Lawyer and partner of the law firm<br />

Gleiss Lutz Hootz Hirsch,<br />

Frankfurt/Main<br />

Dr. Bernd M. Hönle<br />

Weisenheim a. S.,<br />

Management Board member of<br />

Röchling Industrie Verwaltung GmbH,<br />

Mannheim (as from June 12, <strong>2001</strong>)<br />

Erich Hüskes *)<br />

Nettetal,<br />

Member of the Works Council of the Nettetal<br />

plant of Pierburg <strong>AG</strong>, Neuss<br />

Dr. jur. Klaus Kessler<br />

Stuttgart,<br />

Lawyer<br />

Dr. Schelling & Partner GbR<br />

Deutsche Schutzvereinigung für<br />

Wertpapierbesitz e.V., Stuttgart<br />

Heinrich Kmett<br />

Fahrenbach/Robern<br />

Works Council Vice-Chairman of<br />

KS Kolbenschmidt GmbH, Neckarsulm<br />

(as from April 1, 2002)<br />

Jürgen Lemmer<br />

Bad Homburg,<br />

Executive Board member of<br />

Commerzbank <strong>AG</strong>, Frankfurt/Main<br />

(as from June 12, <strong>2001</strong>)<br />

Dr. rer. oec. Herbert Müller<br />

Bochum,<br />

Executive Board member of<br />

Rheinmetall <strong>AG</strong>, Düsseldorf<br />

(as from March 28, 2002)<br />

Dr. Siegfried Roth *)<br />

Rüsselsheim,<br />

Secretary at the General Secretariat of<br />

IG Metall, Frankfurt/Main<br />

*) elected by the employees<br />

For details of further board memberships of<br />

Supervisory Board members, see pages 112 et seq.<br />

Executive Board<br />

Dr. Gerd Kleinert<br />

Gottmadingen<br />

Chairman<br />

Development, Coordination<br />

(as from November 1, <strong>2001</strong>)<br />

Dr. Dieter G. Seipler<br />

Meerbusch<br />

Chairman<br />

R&D, Coordination<br />

(up to October 31, <strong>2001</strong>)<br />

Dr. W. Hans Engelskirchen<br />

Kaarst<br />

Production<br />

Dr. Jörg-Martin Friedrich<br />

Ludwigsburg<br />

Human Resources<br />

Heinz-Ludger Heuberg<br />

Wülfrath<br />

Finance, Controlling<br />

(up to February 28, 2002)<br />

Georg Liebler<br />

Düsseldorf<br />

Sales<br />

Dr. Peter Merten<br />

Herrsching<br />

Finance, Controlling<br />

(as from March 1, 2002)<br />

For details of further board memberships of Executive Board members,<br />

see page 114.<br />

7


8<br />

Kolbenschmidt Pierburg <strong>AG</strong><br />

<strong>Report</strong> of the Supervisory Board<br />

Klaus Eberhardt<br />

Chairman of the Supervisory Board<br />

In fiscal <strong>2001</strong>, Kolbenschmidt Pierburg<br />

<strong>AG</strong>’s Supervisory Board performed the<br />

functions and duties incumbent on it<br />

under law and the memorandum &<br />

articles of association. The Supervisory<br />

Board monitored the Company’s management<br />

and conduct of business by<br />

the Executive Board.<br />

The Executive Board regularly reported<br />

to the Supervisory Board on the Company’s<br />

and the Group’s position and<br />

development, as well as on fundamental<br />

issues of business policy, management<br />

and corporate planning, including<br />

finance, capital expenditure and<br />

human resources planning. In addition,<br />

the Supervisory Board was regularly<br />

briefed in writing on the Kolbenschmidt<br />

Pierburg Group’s business position<br />

and trend.<br />

The Supervisory Board met twice each<br />

in the first and the second half-year<br />

periods of <strong>2001</strong>. The Supervisory<br />

Board’s Personnel Committee members<br />

convened three times in fiscal <strong>2001</strong><br />

(April 25, <strong>2001</strong>; September 10, <strong>2001</strong>;<br />

and November 22, <strong>2001</strong>) and took the<br />

actions considered necessary.<br />

When the Finance Committee met on<br />

April 3, <strong>2001</strong>, it dealt with the preparatory<br />

deliberations about the 2000<br />

annual accounts and, on June 20, with<br />

the preparations for, and voting on,<br />

the capital increase by means of the<br />

distribute-capture method. There was<br />

no reason for the Slate Submittal<br />

Committee to convene.<br />

The full Supervisory Board was duly informed<br />

about its committees’ activities.<br />

At the full Supervisory Board meetings,<br />

the members discussed in detail the<br />

situation and development of the<br />

Group, the various divisions and all<br />

major Group companies in Germany<br />

and abroad, as well as all material<br />

transactions.<br />

Furthermore, the Supervisory Board<br />

dealt with issues of strategic and<br />

organizational orientation and, at its<br />

meeting of November 22, <strong>2001</strong>,<br />

deliberated on the Group's mediumterm<br />

plan. All Executive Board actions<br />

requiring Supervisory Board approval<br />

were timely and fully submitted to the<br />

Supervisory Board for information and<br />

decision. After scrutiny and detailed<br />

discussion, all issues were approved.<br />

In particular, the Supervisory Board<br />

dealt with and approved<br />

– the financial reorganization concept<br />

for KUS Zollner, the US Pistons<br />

subsidiary,<br />

– the conclusion of a P&L transfer<br />

and direct-control agreement with<br />

Pierburg <strong>AG</strong>,<br />

– the changeover to IAS as primary<br />

group accounting system,<br />

– the capital increase through a<br />

distribute-recapture transaction.<br />

The annual accounts and management<br />

report of the Company, as well as the<br />

consolidated financial statements and<br />

Group management report of Kolbenschmidt<br />

Pierburg <strong>AG</strong> for the fiscal year<br />

ended December 31, <strong>2001</strong>, including<br />

the accounting system, were all audited<br />

by Düsseldorf-based PwC Deutsche<br />

Revision <strong>AG</strong>, Wirtschaftsprüfungsgesellschaft,<br />

which had been appointed<br />

as statutory auditors by the<br />

annual stockholders’ meeting of June<br />

12, <strong>2001</strong>. On March 22, 2002, the statutory<br />

auditors issued their unqualified<br />

opinion on both sets of financial statements.<br />

In the scope of their audit engagement,<br />

the statutory auditors also<br />

had to examine whether the Executive<br />

Board implemented the legally required<br />

procedures, especially set up a monitoring<br />

system that would early on<br />

identify any risks likely to jeopardize<br />

the Company’s continued existence as<br />

a going concern. The auditors stated<br />

that the Executive Board met the requirements<br />

of Art. 91(2) German Stock<br />

Corporation Act (“AktG”). At a joint<br />

meeting held on April 8, 2002, with the<br />

auditors (who reported on major audit<br />

conclusions and answered queries),<br />

the Supervisory Board’s Finance<br />

Committee discussed the separate<br />

annual accounts of the Company and<br />

the consolidated financial statements<br />

for the fiscal year ended December 31,<br />

<strong>2001</strong>, on the basis of the audit reports<br />

and findings. No objections were<br />

raised. All members of the Supervisory<br />

Board received their copies of both<br />

sets of financial statements, the management<br />

reports and audit reports in<br />

due course prior to the Supervisory<br />

Board’s annual accounts meeting on<br />

April 18, 2002. At this meeting, in<br />

which the statutory auditors also participated<br />

to the extent that the separate<br />

and consolidated financial statements<br />

were discussed, the Supervisory Board<br />

carefully reviewed all of these documents<br />

and concurs with the results of<br />

the auditors' examination after its own<br />

review of the separate and consolidated<br />

financial statements, the management<br />

reports on the Company and<br />

the Group, and the profit appropriation<br />

as proposed by the Executive Board.<br />

No objections were raised. At its meeting<br />

of April 18, 2002, the Supervisory<br />

Board approved the annual accounts<br />

for fiscal <strong>2001</strong> as submitted by the<br />

Executive Board, which are thus adopted.<br />

The Executive Board proposes for<br />

the appropriation of the net earnings<br />

for fiscal <strong>2001</strong> that a cash dividend of<br />

€0.50 per no-par share be distributed.<br />

The Executive Board argued that the<br />

dividend had to be reduced in the<br />

wake of the difficult business and<br />

shrinking results of operations in the<br />

year under review which affected<br />

both the Company and the Group.<br />

The Supervisory Board endorses the<br />

profit distribution as proposed by the<br />

Executive Board. The Executive Board’s<br />

report concerning affiliations for fiscal<br />

<strong>2001</strong> according to Art. 312 AktG and<br />

the pertinent report of the statutory<br />

auditors were submitted to the Supervisory<br />

Board, which examined the<br />

report of the Executive Board and concurs<br />

with it, as with the results of the<br />

examination by the statutory auditors.<br />

The auditors issued the following<br />

opinion on the dependency report of<br />

the Executive Board concerning<br />

affiliations:<br />

“Based on our examination, which we<br />

performed with due professional care,<br />

and on our evaluation we certify that<br />

(1) the facts stated in the report are<br />

valid;<br />

(2) the Company’s consideration for<br />

the legal transactions referred to<br />

in the report was not unreasonably<br />

high.”<br />

After reviewing the final results of its<br />

own examination, the Supervisory<br />

Board has found no reasons for objections<br />

to the Executive Board’s concluding<br />

representation in the report on<br />

affiliations for fiscal <strong>2001</strong>.<br />

Versus the year before, the Supervisory<br />

Board changed as follows: With effect<br />

as of the close of the annual stockholders’<br />

meeting on June 12, <strong>2001</strong>,<br />

Wigand Frhr. v. Salmuth and Dr. Erich<br />

Coenen stepped down from this Board,<br />

and so did Mr. Werner Engelhardt as<br />

of January 14, 2002. Mr. Rolf Dollmann<br />

resigned from the Supervisory Board<br />

as of March 31, 2002, to go into retirement<br />

at April 1, 2002. The Supervisory<br />

Board thanks Wigand Frhr. v. Salmuth,<br />

Dr. Erich Coenen, Mr. Werner Engelhardt,<br />

and Mr. Rolf Dollmann for their<br />

dedicated work in the Company’s best<br />

interests. At the election of supplementary<br />

Supervisory Board members,<br />

the Company’s annual stockholders’<br />

meeting of June 12, <strong>2001</strong>, elected<br />

Dr. Bernd M. Hönle and Jürgen Lemmer<br />

Supervisory Board members. The Supervisory<br />

Board meeting of June 12, <strong>2001</strong>,<br />

appointed Dr. Hönle to the Company’s<br />

Finance Committee. The Düsseldorf<br />

Local Court of Registration appointed<br />

Dr. Herbert Müller and Mr. Heinrich<br />

Kmett as Supervisory Board members.<br />

In fiscal <strong>2001</strong> and early 2002, Kolbenschmidt<br />

Pierburg <strong>AG</strong>’s Executive Board<br />

changed, too: Executive Board Chairman<br />

Dr. Dieter Seipler and Mr. Heinz-<br />

Ludger Heuberg asked to be released<br />

from their Executive Board duties with<br />

effect as of October 31, <strong>2001</strong>, and<br />

February 28, 2002, respectively. The<br />

Supervisory Board complied with both<br />

requests and appointed Dr. Gerd<br />

Kleinert Executive Board Chairman<br />

effective November 1, <strong>2001</strong>, and<br />

Dr. Peter Merten Executive Board member<br />

with effect as of March 1, 2002.<br />

The Supervisory Board thanks<br />

Dr. Seipler and Mr. Heuberg for their<br />

services on behalf of Kolbenschmidt<br />

Pierburg <strong>AG</strong>.<br />

Moreover, the Supervisory Board thanks<br />

all employees of the Kolbenschmidt<br />

Pierburg Group for their dedication and<br />

commitment in the fiscal year <strong>2001</strong>.<br />

Düsseldorf, April 18, 2002<br />

The Supervisory Board<br />

Klaus Eberhardt<br />

Chairman<br />

9


10<br />

Kolbenschmidt Pierburg <strong>AG</strong><br />

Letter to the stockholders<br />

Dear Stockholders:<br />

Fiscal <strong>2001</strong> was a period in which the<br />

Kolbenschmidt Pierburg Group<br />

successfully upheld its position in a<br />

market that is becoming more difficult.<br />

Given the worsening economy, it was<br />

inevitable that the Group’s operating<br />

results would decline. Still, with an<br />

EBIT margin of 4.9 percent, we were<br />

able to largely compensate for the<br />

burdens piling up in the marketplace<br />

in <strong>2001</strong>. The driving force behind this<br />

positive result was organic growth<br />

inside Europe. With sales up by 2.8<br />

percent in <strong>2001</strong>, Kolbenschmidt Pierburg<br />

again managed to outpace the<br />

market.<br />

Nonetheless, we still did not achieve<br />

in <strong>2001</strong> our basic target of a sustained<br />

EBIT-based return on sales (ROS) of<br />

6.3 percent, mainly due to the ailing<br />

US economy.<br />

Forecasts indicate that the economy<br />

will continue to contract in the United<br />

States and Europe in 2002. We are<br />

facing up to these challenges and endeavoring<br />

to improve our performance<br />

through further consolidation and enhancement<br />

of our operating results.<br />

Kolbenschmidt Pierburg will focus on<br />

its core business in the period ahead,<br />

review marginal activities, and concentrate<br />

on enhancing shareholder<br />

value through operational improvements.<br />

Earnings growth with limited<br />

capital employed will, even more<br />

than up to now, take priority over sheer<br />

sales growth, in particular business<br />

expansion engendered through acquisitions.<br />

A review of our non-core businesses in<br />

<strong>2001</strong> prompted us to shed our majority<br />

stake in the MotorEngineering division.<br />

This logical decision proved successful<br />

not only for our group but also for the<br />

employees all of which were taken<br />

over by the new owner.<br />

At four major locations, whose losses<br />

are currently burdening our earnings<br />

at around €50 million, extensive restructuring<br />

programs have been in<br />

force since the end of 2000. Most of<br />

these will be successfully completed<br />

in the course of 2002. As these lossmakers<br />

are gradually eliminated, the<br />

earnings generated by other subsidiaries<br />

will in future flow undiluted to<br />

the Group’s profit.<br />

Market capitalization/EBIT<br />

Basis: Price as of Dec. 31<br />

Dividend in €<br />

Dividend incl. bonus<br />

After only a few months, it is evident<br />

that the year 2002 will not bring about<br />

any economic relief. Yet thanks to our<br />

sound technological and financial<br />

bases plus the highly consistent valueadding<br />

policies we have adopted, we<br />

expect to close 2002 by again outperforming<br />

the market. In the continuation<br />

of this successful course, I ask<br />

you, our stockholders, in the name of<br />

my Executive Board colleagues, for<br />

your ongoing confidence.<br />

Sincerely,<br />

Dr. Gerd Kleinert<br />

Executive Board Chairman<br />

5.3<br />

3.7<br />

2000 <strong>2001</strong><br />

1.30<br />

0.53<br />

0.77<br />

2000<br />

0.50<br />

<strong>2001</strong><br />

Executive Board report<br />

Kolbenschmidt Pierburg Stock<br />

Share prices compared with M-DAX,<br />

indexed to the Kolbenschmidt Pierburg stock price on January 2, <strong>2001</strong> (up to March 28, 2002)<br />

16<br />

14<br />

12<br />

10<br />

8<br />

6<br />

€<br />

Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar<br />

01 01 01 01 01 01 01 01 01 01 01 01 02 02 02<br />

M-DAX Kolbenschmidt Pierburg <strong>AG</strong><br />

Phoenix <strong>AG</strong><br />

Continental <strong>AG</strong><br />

Worldwide, <strong>2001</strong> was a period of<br />

plunging stock prices, the most important<br />

US barometer, the Dow Jones,<br />

losing just under six percent, NASDAQ<br />

as much as 19 percent. The Euro Stoxx<br />

shed over 20 percent, tumbling from<br />

4,770 to 3,806 points.<br />

Compared with year-end 2000, the DAX<br />

slumped by almost 20 percent from<br />

6,433 to 5,160 points. Following the<br />

events of September 11, the DAX was<br />

at times 45 percent below December<br />

31, 2000. This indicates that in the<br />

final three months of <strong>2001</strong>, these steep<br />

losses were followed by a recovery,<br />

which lifted the DAX over 1,600 points<br />

above its yearly low. Sectorwise, automobile<br />

shares put in the relatively<br />

best performance in <strong>2001</strong>, BMW rising<br />

12 percent, DaimlerChrysler 8 percent,<br />

with only Volkswagen receding almost<br />

6 percent.<br />

The M-DAX slid by 7.4 percent in <strong>2001</strong><br />

(from 4,675 to 4,326 points) and was<br />

thus caught up in the general trend of<br />

the period.<br />

Kolbenschmidt Pierburg <strong>AG</strong> stock<br />

gained in the course of last year. At the<br />

close of 2000, our stock had fallen to<br />

an unsatisfactory €10.75, but then as<br />

the year progressed, rebounded by<br />

June, rising to €16.10 (+49.8 percent).<br />

On an annual average, the stock price<br />

was 18 percent higher than at the end<br />

of 2000, a commendable performance<br />

particularly against the background<br />

of the capital increase obtained by<br />

applying the distribute-recapture<br />

method around mid-year. We will do<br />

our utmost to perpetuate this trend in<br />

the course of the present fiscal period.<br />

Other comparable M-DAX listed automotive<br />

stock, Phoenix and Continental,<br />

fell by almost 20 percent, in contrast.<br />

The early months of 2002 saw a continuation<br />

of Kolbenschmidt Pierburg<br />

stock’s upswing, with the year-end<br />

<strong>2001</strong> price of €12.65 gaining up to<br />

€2 in the first months.<br />

As to 2002, we expect the stock markets<br />

to show a slight recovery, given a<br />

revival in the world economy in the<br />

second half of 2002. This will open<br />

up further growth potentials for our<br />

stock, which is still comparatively<br />

underpriced.<br />

Fiscal <strong>2001</strong> was again another very<br />

successful year for our Investor Relations<br />

efforts, the first annual accounts<br />

conference for financial analyst being<br />

held in Frankfurt/Main by Kolbenschmidt<br />

Pierburg <strong>AG</strong>. The very many<br />

interested analysts and their positive<br />

response, endorsed the success of<br />

our Investor Relations work. At a DVFA<br />

conference staged at the IAA in<br />

Frankfurt, Kolbenschmidt Pierburg <strong>AG</strong><br />

presented itself to a broad audience<br />

of investors and, in October, a further<br />

such event was organized to accompany<br />

the opening of our Shanghaibased<br />

joint venture. Completing the<br />

picture are our quarterly teleconferences<br />

on the current business situation.<br />

Analysts, investors and banks alike<br />

commend our enlightening annual<br />

report and, in a survey conducted by<br />

Manager Magazin, the annual report<br />

2000 generally scored very high.<br />

The rating agencies, too, have once<br />

more confirmed that Kolbenschmidt<br />

Pierburg <strong>AG</strong> pursues a circumspect<br />

and safe financial policy and, despite<br />

the tougher markets in <strong>2001</strong>, rated<br />

our company BBB/A-2 (S&P) and Baa2<br />

(Moody’s), hence investor’s grade for<br />

our debt securities.<br />

11


Kolbenschmidt Pierburg <strong>AG</strong><br />

Executive Board report<br />

Management report on the Kolbenschmidt Pierburg Group<br />

<strong>Report</strong>ing format<br />

This report on <strong>2001</strong> is the first annual<br />

report the Kolbenschmidt Pierburg<br />

Group has prepared in accordance with<br />

the IASB’s International Accounting<br />

Standards (IAS). To ensure a meaningful<br />

comparison, the prior-year data<br />

(in 2000 still based on the German<br />

Commercial Code, or “HGB”) was<br />

subsequently restated to conform to<br />

IAS and contrasted to the IAS-based<br />

disclosures for fiscal <strong>2001</strong>.<br />

Kolbenschmidt Pierburg <strong>AG</strong>’s<br />

Executive Board<br />

Dr. Gerd Kleinert<br />

The changeover to IAS as primary<br />

accounting basis meant that three<br />

special-purpose property companies<br />

had to be additionally included in the<br />

consolidation group as of December<br />

31, 2000 as well as <strong>2001</strong>.<br />

Set up as of April 1, <strong>2001</strong>, together<br />

with SAIC, one of China's biggest<br />

automotive companies, the joint<br />

venture Kolbenschmidt Pierburg<br />

Shanghai Nonferrous Components<br />

Co. Ltd. (KPSNC), Shanghai, China,<br />

has been included at equity in the<br />

Air Supply & Pumps division.<br />

MotorEngineering is a division operating<br />

in the market for exhaust gas,<br />

flowmeter and workshop measuring<br />

equipment for developing and servicing<br />

I.C. engines and accounts for a<br />

mere 2 percent of the Group’s annual<br />

sales. Thus, it is not eligible for inclusion<br />

as one of the Kolbenschmidt<br />

Pierburg Group’s core businesses<br />

and therefore effective the turn of<br />

<strong>2001</strong>/2002, AVL Holding GmbH, Graz,<br />

Austria, as part of a joint venture<br />

agreement, has taken over a majority<br />

stake in the division’s parent company<br />

Pierburg Instruments GmbH, in which<br />

it is also exercising industrial management.<br />

While this company’s income<br />

statement is reflected in Kolbenschmidt<br />

Pierburg <strong>AG</strong>’s consolidated<br />

financial statements, its balance sheet<br />

as of December 31, <strong>2001</strong>, is not. In<br />

future, this company will be included<br />

at equity. Additionally, the 100-percent<br />

stake held in Pierburg Instruments Inc.,<br />

Auburn Hills, Michigan, USA, a company<br />

serving the American market with<br />

the development, manufacture, and<br />

marketing of flowmeter and exhaust<br />

gas measuring equipment, was deconsolidated<br />

and sold as of January 1,<br />

<strong>2001</strong>, to AVL Michigan Holding Inc.,<br />

Plymouth, Michigan, USA.<br />

As of January 1, <strong>2001</strong>, Vehicle Spares<br />

Ltd., Dublin, Ireland, was sold and<br />

likewise deconsolidated.<br />

Regarding changes in the consolidation<br />

group, the comparative figures<br />

for the past two years are those certified<br />

in the annual accounts; due to<br />

the marginal significance of such<br />

changes, a comparable restatement<br />

has been waived.<br />

Dr. W. Hans Engelskirchen Dr. Jörg-Martin Friedrich Georg Liebler Dr. Peter Merten<br />

12 13<br />

Business trend<br />

Fiscal <strong>2001</strong> for Kolbenschmidt Pierburg<br />

was overclouded by the worsening<br />

economic conditions in the course of<br />

the year. Nonetheless, most of the<br />

Group’s companies successfully upheld<br />

their position in the markets, the<br />

consequence being that Group sales<br />

gained by 2.8 percent to €1,825.5<br />

million. Five of the six divisions played<br />

their part in improving sales revenues<br />

over the previous year. The growth<br />

regions in <strong>2001</strong> were Western Europe<br />

and South America, whereas the<br />

Group’s activities in North America<br />

suffered from reduced customer calloffs<br />

and project postponements.<br />

World production down<br />

Passenger car production by<br />

selected regions<br />

(million units)<br />

Following the upswing of 2000, auto<br />

and LCV production in Asia in <strong>2001</strong><br />

re-declined (down 1.7 percent). It was<br />

particularly in the volume markets of<br />

Japan and South Korea that car production<br />

fell by 2.1 and 3.4 percent,<br />

respectively. LCV production in these<br />

countries also dropped, by 6.0 and<br />

1.7 percent, respectively. In contrast<br />

and although from a relatively low<br />

baseline, car production in China<br />

again revved up, by 28.1 percent to<br />

0.7 million units. Including the LCVs,<br />

which account for a major slice of<br />

automotive output in China, production<br />

added up to 1.8 million units (up<br />

10.4 percent).<br />

On the basis of the existing projections,<br />

world production of autos and<br />

light commercial vehicles (LCVs, under<br />

3.5 t) in <strong>2001</strong> dropped by 3.1 percent<br />

to 53.6 million, of which automobiles<br />

accounted for 39.8 million (down 2.3<br />

percent) and LCVs for 13.8 million<br />

(down 5.5 percent). A major problem<br />

for the carmakers is the declining<br />

sales in major world markets (NAFTA,<br />

Japan), which are hardly retrievable<br />

elsewhere.<br />

Within NAFTA, the United States produced<br />

much fewer autos (around 4.9<br />

million, down 11.9 percent) and LCVs<br />

(around 6.3 million, down 9.0 percent)<br />

than back in 2000, even though the<br />

final quarter of the period saw a number<br />

of special campaigns such as zerointerest<br />

financing, cash incentives,<br />

and early re-leasing options, which<br />

together did help prop up sales,<br />

Western/Eastern Europe<br />

2000<br />

<strong>2001</strong> (provisional)<br />

NAFTA<br />

Asia incl. Japan<br />

8.4<br />

7.4<br />

Western Europe in <strong>2001</strong> again showed<br />

a slight gain in the production of cars<br />

and LCVs, this time by 1.4 percent to<br />

16.8 million units. Whereas France<br />

and Germany boosted production to<br />

just over 3.5 million vehicles (up 7.8<br />

percent) and 5.2 million (up 3.5 percent),<br />

respectively, output in Italy fell<br />

to a good 1.5 million units (down 9.5<br />

percent) as in Spain to just under 2.9<br />

million units (down 1.9 percent) and<br />

Britain to just under 1.7 million units<br />

(down 7.1 percent). In Germany, exports<br />

rose by 5 percent to a good 3.6 million<br />

units. In contrast, the number of newly<br />

registered vehicles fell by 1.4 percent<br />

in Western Europe. The number of<br />

foreign makes registered declined by<br />

though at the expense of severely<br />

eroded earnings. Production figures<br />

in Canada slumped too, cars falling to<br />

1.3 million units (down 17.2 percent)<br />

and LCVs to 1.2 million (down 8.4 percent).<br />

In South America, the number of cars<br />

and LCVs produced gained by 1.9 percent<br />

to around 1.9 million units. Whereas<br />

production in Brazil advanced by<br />

over 8 percent, the figure for Argentina<br />

crumbled by almost 31 percent due to<br />

that nation’s economic woes.<br />

–11.9%<br />

Sales growth<br />

despite<br />

tough conditions<br />

13.1<br />

12.9<br />

–1.5%<br />

17.2<br />

17.4 +1.2%<br />

6 percent whereas German brands<br />

gained by almost 1 percent.<br />

Diesel engines<br />

advancing<br />

Diesel engine cars and station wagons<br />

once more progressed in the markets<br />

of Western Europe, particularly those<br />

of the mass producers Volkswagen,<br />

PSA, and Renault, which offer a large<br />

number of diesel engines. In Germany<br />

and France, the proportion of such<br />

vehicles as a percentage of car and<br />

station wagon production, rose by<br />

almost 4 percent to some 38 and 41<br />

percent, respectively.


14<br />

Management report on the Kolbenschmidt Pierburg Group<br />

Executive Board report<br />

Non-German sales<br />

over 66 percent at<br />

Kolbenschmidt Pierburg<br />

Sales breakdown by regions<br />

(in %)<br />

Sales growth in five<br />

of six divisions<br />

Kolbenschmidt Pierburg’s business<br />

continues to be highly international.<br />

Unchanged from 2000, Group sales<br />

to customers outside of Germany<br />

exceeded 66 percent. In fact, this<br />

would have been even higher, but<br />

for the dents inflicted by the North<br />

American automotive market. For the<br />

automotive vendor industry, this is an<br />

important region, and here the proportion<br />

of sales fell by 1 percentage point<br />

from the prior-year level. Whereas<br />

sales to customers in Western Europe<br />

(excluding Germany) gained one<br />

percentage point to 44 percent, the<br />

proportion of sales in the other regions<br />

remained unchanged. This also applies<br />

to sales to German OEMs, which once<br />

more accounted for 34 percent of the<br />

total.<br />

17<br />

3<br />

2 1<br />

3 2 1<br />

Europe (excl. Germany)<br />

34<br />

16<br />

North America<br />

2000 <strong>2001</strong><br />

South America<br />

43<br />

Germany<br />

Asia<br />

Other<br />

Fiscal <strong>2001</strong> was a period in which five<br />

out of the six divisions posted sales<br />

growth, in some cases quite appreciable,<br />

with Air Supply & Pumps and<br />

Aluminum Technology stepping up<br />

sales versus the previous year by<br />

€49.4 million and €19.6 million, respectively.<br />

In fact, Air Supply & Pumps<br />

achieved a new record of €819.8<br />

million. It was the Air Supply unit, in<br />

particular, that grabbed an extra share<br />

of business from the mounting wave<br />

of diesel engine cars. Heavy year-earlier<br />

cost input for preparing the series<br />

production start-up of several new products<br />

allowed Aluminum Technology to<br />

grow its sales to €135.8 million.<br />

Compared with the previous year,<br />

steep sales hikes were recorded in<br />

Europe (up €51 million) and Germany<br />

(up €17 million). Business in Asia<br />

throve, too, with additional sales of<br />

€8 million. Within these three regions,<br />

sales growth outpaced the local automotive<br />

market. In contrast, sales in<br />

North America dropped by around<br />

€25 million. The South American<br />

automotive market was likewise<br />

infected by the situation in North<br />

America, with the result that the<br />

improvement fell short of the yearearlier<br />

addition, reaching only around<br />

€5 million.<br />

44<br />

34<br />

Likewise successful performers in<br />

their respective markets were Plain<br />

Bearings (sales of €153.2 million),<br />

MotorEngineering (€37.8 million)<br />

and MotorService (€151.3 million)<br />

with increases between €2 million<br />

and €8 million. In fact, it was only<br />

the Pistons division that had to<br />

contend with sales losses of €35.0<br />

million to €571.5 million, due to its<br />

heavy involvement in the North<br />

American market and the latter’s<br />

feeble automotive economy.<br />

Sales by divisions<br />

(in %)<br />

Compared with the previous year, there<br />

were no substantial changes in the<br />

shares of the divisions as a percentage<br />

of consolidated sales. With an increase<br />

of two percentage points, Air Supply &<br />

Pumps managed to cement its position<br />

as the highest sales generator among<br />

the divisions, with Pistons falling back<br />

correspondingly by two percentage<br />

points.<br />

The Kolbenschmidt Pierburg Group’s<br />

core business in fiscal <strong>2001</strong> was once<br />

again sales to automotive industry<br />

Results of operations<br />

Starting with the <strong>2001</strong> annual accounts,<br />

the Kolbenschmidt Pierburg Group<br />

changed its primary accounting basis<br />

to IAS, thus adding transparency to<br />

its consolidated financial statements.<br />

Moreover, IAS-based financial information<br />

facilitates comparative analyses<br />

among other internationally operating<br />

companies which use the same accounting<br />

standards.<br />

To create a reproducible starting basis,<br />

the consolidated financial statements<br />

2000, originally prepared in accordance<br />

with the regulations of the<br />

German Commercial Code (“HGB”),<br />

were retrospectively restated to<br />

conform to IAS rules. Apart from the<br />

differences arising from the disparity<br />

of HGB and IAS rules, also additional<br />

material conclusions subsequently<br />

reached in <strong>2001</strong> and retroactively<br />

8<br />

2<br />

7<br />

33<br />

8<br />

42<br />

Plain Bearings<br />

8<br />

2000 <strong>2001</strong><br />

Aluminum Technology<br />

shedding new light on business in<br />

2000 were reflected in the restated<br />

2000 financial statements, in due<br />

accordance with the recommendations<br />

published by IDW, the German Institute<br />

of Sworn Public Auditors & Accountants,<br />

in RH HFA 1.001. This approach meant<br />

that, according to IAS, certain expenses<br />

and income were allocated to other<br />

periods than under HGB regulations.<br />

While IAS rules hardly affected the<br />

disclosure of sales in Kolbenschmidt<br />

Pierburg’s consolidated financial statements,<br />

the disclosure of earnings was,<br />

inter alia, influenced by the different<br />

rules for (i) goodwill capitalization<br />

and amortization, (ii) accounting for<br />

expenses for pension accruals, (iii)<br />

the nonrecognition of HGB-based<br />

accrued restructuring expenses, and<br />

(iv) the accounting treatment of untaxed/special<br />

reserves.<br />

Air Supply & Pumps<br />

Pistons<br />

MotorEngineering<br />

Motor Service<br />

OEMs worldwide which account for<br />

around 85 percent of the total volume<br />

(down from 86 percent). And, as in the<br />

previous year, about 10 percent of<br />

Group sales revenues was generated<br />

with engine repair shops and workshops<br />

(spares, parts and measuring<br />

equipment), while nonautomotive<br />

business (such as large-bore pistons<br />

for stationary applications and continuous<br />

castings) contributed some<br />

5 percent (up from 4 percent) of Group<br />

sales.<br />

2<br />

7<br />

31<br />

Disclosure of earnings<br />

rebased on IAS<br />

8<br />

44<br />

15


Management report on the Kolbenschmidt Pierburg Group<br />

Executive Board report<br />

Earnings before taxes (EBT) by the<br />

Kolbenschmidt Pierburg Group in<br />

<strong>2001</strong> reached €49.5 million, well<br />

in excess of the year-earlier €21.6<br />

million.<br />

At €90.3 million, EBIT topped the<br />

previous year’s €54.5 million, while<br />

EBITDA in <strong>2001</strong> clearly surpassed the<br />

year-earlier level to reach €238.2<br />

million (up 18 percent).<br />

Year-earlier EBT<br />

well exceeded<br />

Expense structure of the Group<br />

(in %)<br />

Value added<br />

per capita up<br />

by 8 percent<br />

1.2<br />

12.8<br />

8.2<br />

29.3<br />

48.5<br />

The pretax return on sales (EBT-based<br />

ROS) for the Kolbenschmidt Pierburg<br />

Group in <strong>2001</strong> amounted to 2.7 percent<br />

(up from 1.2 percent), and EBIT-based<br />

to 4.9 percent (up from 3.1 percent).<br />

EBITDA as a proportion of sales came<br />

to 13.1 percent (up from 11.4 percent).<br />

From an operational viewpoint, earnings<br />

are still heavily handicapped by<br />

the weak US economy, which clearly<br />

emphasized the need to restructure a<br />

number of our companies in this region<br />

of the world. As a consequence, the<br />

already initiated restructuring and<br />

reorganization programs for the US<br />

locations were thoroughly revised<br />

and amplified. One of the production<br />

locations will substantially be closed<br />

down in 2002 and facilities at another<br />

will be reduced to two mass-produced<br />

products. Even though such expenses<br />

will partly burden earnings in 2002,<br />

profitability improvements are budgeted<br />

for the US activities of the Group<br />

as early as this year.<br />

Total operating<br />

performance<br />

€1,804.5 million<br />

EBT<br />

Sundry<br />

Cost of materials as a percentage of<br />

total operating performance rose, in<br />

particular due to the geographical<br />

relocation of value-adding processes,<br />

whereas the Group’s payroll ratio was<br />

slightly lower. The burdening effect<br />

on earnings of the individual personnel<br />

expense increases was outcompensated<br />

within the Group through a<br />

The Group’s earnings in <strong>2001</strong> were<br />

squeezed by even keener pricing<br />

competition in the automotive market<br />

as well as by higher levels of the cost<br />

of materials and personnel expenses.<br />

This earnings pressure was counteracted<br />

through sweeping rationalization<br />

efforts, engineering improvements,<br />

and a marked reduction in purchase<br />

prices. Growth in excess of budget<br />

led to unit cost economies of scale<br />

while closer cooperation among the<br />

international production locations<br />

allowed us to consistently allocate<br />

products to the least expensive of the<br />

production locations.<br />

Total operating<br />

performance<br />

€1,833.3 million<br />

Amortiz./depreciation<br />

Personnel expenses<br />

2000 Cost of materials<br />

<strong>2001</strong><br />

2.7<br />

10.3<br />

8.1<br />

28.5<br />

50.4<br />

headcount reduction and the again<br />

large share of production outside of<br />

Germany. As a consequence, it proved<br />

possible to raise sales per capita by<br />

4.8 percent to €0.152 million (up<br />

from €0.145 million). Concurrently,<br />

value added per capita advanced by<br />

8.0 percent to €0.054 million.<br />

Kolbenschmidt Pierburg again invested<br />

heavily in tangible assets during <strong>2001</strong><br />

with the target of entrenching market<br />

position and furthering growth. Total<br />

amortization and depreciation remained<br />

at around €148 million.<br />

Among the divisions, Plain Bearings<br />

and Motor Service (aftermarket) turned<br />

in very creditable performances with<br />

EBT-based ROS of 9.9 and 8.8 percent,<br />

respectively. Pistons, too, managed<br />

to largely absorb the burdens from its<br />

extensive US operations through success<br />

in Europe and South America to<br />

achieve an ROS of 3.5 percent. Finally<br />

and in its last year of full consolidation<br />

by Kolbenschmidt Pierburg, the Motor-<br />

Engineering division achieved a sharp<br />

earnings improvement, attributable<br />

to both the very successful operations<br />

as well as the book gains related to<br />

the transfer of the majority stake.<br />

Despite the dividend payments partly<br />

accruing through the disposal of the<br />

Value added by the Kolbenschmidt<br />

Pierburg Group in <strong>2001</strong> advanced by<br />

around 4.9 percent to €645.2 million<br />

and broke down as follows:<br />

Distribution of value added 2000 <strong>2001</strong><br />

<strong>KSPG</strong> <strong>AG</strong> stockholders 3% 2%<br />

Employees 86% 83%<br />

Lenders 3% 3%<br />

Treasury 6% 5%<br />

Companies of the Group 2% 7%<br />

majority stake held in the MotorEngineering<br />

subsidiary, the biggest of the<br />

divisions, Air Supply & Pumps (Pierburg),<br />

fell short of expectations with<br />

an ROS of only 1.5 percent. The same<br />

applies to Aluminum Technology<br />

which failed to break even in <strong>2001</strong>,<br />

generating a negative EBT of €3.6<br />

million. Earnings at Pierburg were<br />

squeezed by the need to restructure<br />

the Berlin and Nettetal locations as<br />

well as the poor performance of the<br />

US subsidiary. At the engine block<br />

division, Aluminum Technology,<br />

concurrent production start-ups in<br />

the summer of <strong>2001</strong> and the related<br />

preproduction costs prevented any<br />

profit from being achieved.<br />

Big differences<br />

in division returns<br />

on sales<br />

Group EBT by divisions 2000 <strong>2001</strong><br />

€million €million<br />

Air Supply & Pumps 7.2 12.3<br />

Pistons 14.0 20.2<br />

Plain Bearings 4.5 15.1<br />

Aluminum Technology (5.2) (3.6)<br />

MotorEngineering (1.5) 7.5<br />

Motor Service 10.4 13.4<br />

Others/consolidation (7.8) (15.4)<br />

Group 21.6 49.5<br />

16 17


18<br />

Management report on the Kolbenschmidt Pierburg Group<br />

Executive Board report<br />

The Kolbenschmidt Pierburg Group’s<br />

net income for <strong>2001</strong> totaled €31.8<br />

million (up from €7.4 million), which<br />

limited the income tax load ratio to<br />

35.8 percent of EBT. We assume that<br />

the average income tax burden within<br />

the Kolbenschmidt Pierburg Group will<br />

Income tax load ratio<br />

limited to 36 percent<br />

remain at around 37 percent in the<br />

years ahead. Net ROS <strong>2001</strong> (after taxes)<br />

came to 1.7 percent. A decisive contribution<br />

to the higher net income came<br />

from the improved EBT; in contrast,<br />

capitalized deferred tax assets in <strong>2001</strong><br />

sank versus the year before. Deferred<br />

taxes were recognized in <strong>2001</strong> for<br />

temporary differences between the<br />

financial statements and the tax accounts<br />

as well as for loss carryovers<br />

available short term to reduce the tax<br />

load.<br />

Achieving the long-term targets set<br />

for the returns on sales and capital<br />

proved impossible in the difficult<br />

year <strong>2001</strong>. In the current year 2002,<br />

we will center our efforts on getting<br />

closer to our self-set ambitious targets.<br />

Targets and achievements Target Actual Actual<br />

2000 <strong>2001</strong><br />

Return on sales (EBT-based ROS) 4.5% 1.2% 2.7%<br />

Return on sales (EBIT-based ROS) 6.3% 3.1% 4.9%<br />

Return on capital employed (ROCE) 15.0% 6.3% 10.1%<br />

Capital expenditure<br />

ratio almost unchanged<br />

Capital expenditure by divisions<br />

(in %)<br />

Capital and capital expenditures<br />

During fiscal <strong>2001</strong>, the Kolbenschmidt<br />

Pierburg Group spent altogether<br />

€174.6 million (up from €171.1 million)<br />

on intangible and tangible assets<br />

(capitalized). The IAS-based disclosure<br />

includes the additions of leased assets.<br />

Despite the modestly higher amount<br />

compared with the previous year, the<br />

ratio of capital expenditures to sales<br />

was again 9.6 percent.<br />

1 1<br />

Air Supply & Pumps<br />

In 2000, capital expenditures had been<br />

more or less fully shared between the<br />

German and non-German operations.<br />

In <strong>2001</strong>, in contrast, the larger share<br />

went into expanding the domestic<br />

production operations (approximately<br />

62 percent or €107.7 million).<br />

Spending abroad accounted for around<br />

38 percent or €66.9 million of the<br />

funds invested, with emphasis on the<br />

locations in Western Europe (€34.1<br />

million). Due to the weak economy,<br />

capital outlays in North America<br />

dropped from €37.3 million to €23.1<br />

million.<br />

9<br />

Pistons<br />

12<br />

7<br />

2000<br />

44<br />

Plain Bearings<br />

Aluminum Technology<br />

MotorEngineering<br />

7<br />

<strong>2001</strong><br />

38<br />

Motor Service<br />

Other<br />

33<br />

1 1<br />

46<br />

Premachining a<br />

BMW V8 engine block<br />

at the Neckarsulm plant


20<br />

Management report on the Kolbenschmidt Pierburg Group<br />

Executive Board report<br />

Investments in<br />

innovative projects<br />

Most of the capital expenditures by<br />

Air Supply & Pumps during the past<br />

fiscal year concentrated on completing<br />

two production lines for intake manifolds<br />

and setting up extra capacities<br />

for electric throttle bodies. For the<br />

growing segment of emission control<br />

products, further production facilities<br />

were created for manufacturing exhaust<br />

gas recirculating valves and<br />

control dampers in order to share in<br />

the growth opportunities.<br />

Outside of Germany, the European<br />

water and oil pump operations were<br />

further expanded. To address the<br />

growing proportion of diesel engines<br />

and the related demand for vacuum<br />

pumps, this division's activities for<br />

these products were again extended<br />

in France and Italy. In the United States,<br />

spending focused on the start-up of<br />

a new line for manufacturing electric<br />

throttle bodies.<br />

Inside Germany, Pistons devoted its<br />

efforts to enlarging capacities, both<br />

in the foundries as well as in the<br />

machining shops, in order to implement<br />

new products related to new<br />

engine programs of notable OEMs.<br />

Efforts were also stepped up toward<br />

automating the engine test rigs.<br />

Gross cash flow<br />

clearly improved<br />

Investments at the US subsidiaries of<br />

the Pistons division centered on the<br />

restructuring and expansion of the<br />

manufacturing lines in order to achieve<br />

a further pronounced enhancement in<br />

productivity. The subsidiaries in France<br />

and the Czech Republic installed production<br />

lines for new product start-ups.<br />

Plain Bearings pushed ahead with<br />

expanding the Papenburg-based plant.<br />

As part of this project, further facilities<br />

were set up for completing the connecting-rod<br />

bearing production line<br />

and other manufacturing equipment<br />

for car engine bearings. Papenburg<br />

also saw the start-up of a second<br />

coating line for high-duty slide bearings<br />

(sputter line). The St. Leon-Rot factory<br />

spent most of the funds on facilities<br />

for cladding and for mass-producing<br />

bushings.<br />

Aluminum Technology focused its<br />

expenditure on extending the lowpressure<br />

casting capacities to cater<br />

for budgeted sales increases assured<br />

through customer projects. Together<br />

with an associate, this division also<br />

continued work on setting up plant<br />

for finish-machining engine blocks<br />

used in the premium off-road vehicle<br />

of a German carmaker.<br />

Capital outlays by Motor Service<br />

amounted to €1.0 million in fiscal<br />

<strong>2001</strong> (up from €0.8 million). Most<br />

of the spending was related to the<br />

relocation of a French subsidiary.<br />

The Group’s gross cash flow for the<br />

year ended December 31, <strong>2001</strong>, was<br />

ramped up significantly in comparison<br />

to 2000, from €160.8 million to<br />

€174.4 million. With amortization/depreciation<br />

virtually unchanged and<br />

With the transfer of our majority stake,<br />

MotorEngineering’s capital expenditure<br />

is no longer reflected in Kolbenschmidt<br />

Pierburg <strong>AG</strong>’s consolidated financial<br />

statements.<br />

Financial investments in fiscal <strong>2001</strong><br />

added up to €21.6 million, mainly<br />

due to the new Chinese joint venture<br />

by Air Supply & Pumps; this follows a<br />

mere €1.1 million in the previous year.<br />

Amortization and depreciation (excluding<br />

goodwill amortization) by the<br />

Kolbenschmidt Pierburg Group as of<br />

December 31, <strong>2001</strong>, amounted to<br />

€145.6 million, approximating the<br />

year-earlier level of €144.8 million.<br />

Capital expenditures in <strong>2001</strong> exceeded<br />

amortization and depreciation by<br />

19.9 percent. Goodwill amortization<br />

came to €2.3 million in <strong>2001</strong>.<br />

pension accruals receding, the improvement<br />

was ascribable to the upgraded<br />

net income. The €174.6 million<br />

capital expenditures in <strong>2001</strong> were<br />

almost fully funded from the cash<br />

flow.<br />

At €1,343 million as of December 31,<br />

<strong>2001</strong>, total assets inched down €46<br />

million from the year-earlier €1,389<br />

million, despite the higher business<br />

volume. The ratios and proportions<br />

continued healthy on either side of<br />

the balance sheet.<br />

Fixed assets accounted for 59 percent<br />

of total assets, thus definitely up in<br />

relative and absolute terms (7.1 percentage<br />

points or €71.6 million).<br />

Tangible assets were increased to<br />

secure future business but financial<br />

assets rose, too, mainly due to the<br />

fair valuation of one investee when<br />

applying IAS 39 for the first time, and<br />

to the addition of two joint ventures.<br />

Employees<br />

As of December 31, <strong>2001</strong>, Kolbenschmidt<br />

Pierburg <strong>AG</strong> along with its<br />

subsidiaries in Germany and abroad<br />

employed a workforce of 11,662, down<br />

from 12,164 at December 31, 2000.<br />

The decline by 502 was the outcome<br />

of the deconsolidation of MotorEngineering<br />

plus retrenchments at various<br />

locations in Germany and abroad.<br />

Affected by the measures were in<br />

particular the Fort Wayne plant of<br />

KUS Zollner Division Inc., as well as<br />

the Greensburg site of KS Bearings Inc.<br />

and the Berlin and Nettetal plants of<br />

Pierburg <strong>AG</strong>. The retrenchment programs<br />

at the Berlin plant of Pierburg <strong>AG</strong>,<br />

to be continued this and next year,<br />

have been accompanied by agreements<br />

on a reconciliation of interests<br />

and a severance package.<br />

In contrast, the ratio of current to total<br />

assets shrank by 7.1 percentage points<br />

to 37.5 percent. The program to scale<br />

down inventories and trade receivables<br />

was successfully implemented. Cash<br />

& cash equivalents were whittled down<br />

by €33.6 million to €21.2 million.<br />

Total equity (i.e., stockholders’ equity<br />

plus minority interests) improved by<br />

€25.1 million from €319.9 million to<br />

€345.1 million. Kolbenschmidt Pierburg’s<br />

equity base was strengthened<br />

not only by the increased capital stock<br />

and additional paid-in capital after the<br />

dividends and bonuses distributed<br />

for 2000 were recaptured but also<br />

through the healthy net income. The<br />

equity ratio gained accordingly, rising<br />

from 23.0 percent in 2000 to 25.7<br />

percent as of December 31, <strong>2001</strong>.<br />

Headcount down<br />

During <strong>2001</strong>, an average of 228 persons<br />

were on limited-term contracts. This<br />

compares with 165 the year before.<br />

The domestic companies of the Kolbenschmidt<br />

Pierburg Group had a<br />

workforce of 6,160 as of December<br />

31, <strong>2001</strong> (down from 6,328). Of these,<br />

4,519 were blue- and 1,641 whitecollar.<br />

German operations accounted<br />

for around 53 percent of the total headcount.<br />

Personnel expenses incurred by<br />

Kolbenschmidt Pierburg <strong>AG</strong> and its<br />

subsidiaries in <strong>2001</strong> added up to<br />

€522.1 million. This total included in<br />

<strong>2001</strong> €414.4 million for wages and<br />

salaries, €46.0 million for social<br />

security taxes, and €61.7 million for<br />

pension expenses.<br />

Sound asset and<br />

capital structure<br />

In fiscal <strong>2001</strong>, the collective agreement<br />

for the metalworking industry signed<br />

back in 2000 was in force and expired<br />

February 28, 2002. This agreement<br />

meant a 2.1-percent pay raise in Germany<br />

as from May 1, <strong>2001</strong>.<br />

Domestic workforce<br />

at 53 percent<br />

The new parameters set by the collectively<br />

negotiated agreement for preretirement<br />

part-time arrangements<br />

were applied on the basis of a general<br />

works agreement. These are tailored<br />

to the specific needs of the Kolbenschmidt<br />

Pierburg Group’s German<br />

operations and allow us to deploy<br />

preretirement part-time to improve<br />

age and skill structures at the various<br />

operations and units.<br />

21


Tool setting prior to machining<br />

the large-bore pistons at the<br />

Neckarsulm plant<br />

Further agreements were concluded on<br />

the deployment of flexible working<br />

hour arrangements and the introduction<br />

of group work at one of the plants.<br />

Skilled and motivated employees in<br />

Germany and abroad are essential if<br />

we are to master the challenges posed<br />

by our markets and enhance the value<br />

of the Group. We prize employees that<br />

identify with the Group and whose<br />

know-how we are able to retain for<br />

lengthy periods. The stock appreciation<br />

rights (SAR) program for the second<br />

and third management tiers was continued<br />

in <strong>2001</strong>. Hence, all managers<br />

now have a part of their pay anchored<br />

to Kolbenschmidt Pierburg’s stock price<br />

performance and, as a consequence,<br />

shareholder value notions are given<br />

even greater emphasis throughout<br />

the Group.<br />

A large number of training courses not<br />

only in the field of modern working<br />

techniques but also in management<br />

and communication were staged in<br />

order to promote the skills of our employees<br />

in and outside of Germany.<br />

This ongoing enhancement of employee<br />

skills and motivation is essential<br />

in order to cope with changes due to<br />

new technologies and the ongoing<br />

progress toward state-of-the-art and<br />

efficient forms of business organization.<br />

One ingredient of this is the continuous<br />

improvement process in effect at all<br />

the plants. The corporate suggestions<br />

schemes with their continuously growing<br />

improvement potential are also<br />

helping to fine-tune some of the internal<br />

work flows. In submitting these<br />

suggestions, employees are demonstrating<br />

their interest in improving<br />

the organization of the operations at<br />

which they work.<br />

Apprentice training was again pursued<br />

resolutely and is necessary in order to<br />

increase the efficiency of our operations<br />

within the competitive environment.<br />

As of December 31, <strong>2001</strong>, we<br />

employed 358 apprentices and vocational<br />

trainees worldwide.<br />

The employee representatives at all<br />

the companies cooperated constructively<br />

in putting into effect our measures.<br />

This constructive cooperation<br />

with the works councils, the spokesperson<br />

committees of the managerial<br />

employees and the employee representatives<br />

on the Supervisory Board<br />

was and is an important foundation<br />

stone in the success of the Group as<br />

a whole.<br />

We thank all the employees of the<br />

Kolbenschmidt Pierburg <strong>AG</strong> companies<br />

for their dedicated efforts and commendable<br />

achievements in fiscal <strong>2001</strong>.<br />

Stock appreciation rights<br />

program continued<br />

Employees 12-31-2000 12-31-<strong>2001</strong> Change<br />

Air Supply & Pumps 4,109 4,010 –99<br />

Pistons 5,618 5,416 –202<br />

Plain Bearings 1,094 1,045 –49<br />

Aluminum Technology 689 772 +83<br />

MotorEngineering 210 0 –210<br />

Motor Service 396 381 –15<br />

Others 48 38 –10<br />

Total, Group<br />

thereof<br />

12,164 11,662 –502<br />

Germany 6,328 6,160 –168<br />

abroad 5,836 5,502 –334<br />

23


Management report on the Kolbenschmidt Pierburg Group<br />

Executive Board report<br />

Research and development<br />

Whereas the consolidation process<br />

among the automotive manufacturers<br />

has almost come to a standstill, the<br />

relationship between manufacturers<br />

and their vendors is still undergoing<br />

change. Broader platform-based model<br />

ranges together with the necessity to<br />

Even now, Kolbenschmidt Pierburg<br />

with its products “for every aspect of<br />

the engine” is a longstanding and<br />

successful partner of the international<br />

carmakers in the development of<br />

Expenses for R&D<br />

again raised<br />

differentiate among vehicle types, the<br />

extension of product ranges but with<br />

ever shorter model lifetimes as well<br />

as a concentration on core competencies<br />

all lead to the outsourcing of tasks<br />

previously performed by the assemblers<br />

themselves. This trend is also<br />

true of development and production<br />

functions, the vendors having to<br />

functional, economic, low-emission<br />

and cost-optimized engine components.<br />

In order to maintain this reputation<br />

and widen it within the product<br />

sectors, where Kolbenschmidt Pierburg<br />

is represented with the individual<br />

components but still lacks sufficient<br />

first-tier systems competence, the<br />

internal and external expenses for<br />

research and development in fiscal<br />

<strong>2001</strong> again rose, to €79.8 million,<br />

exceeding the already high previous<br />

R&D by divisions 2000 <strong>2001</strong><br />

€million €million<br />

Air Supply & Pumps 45.3 49.3<br />

Pistons 19.2 19.9<br />

Plain Bearings 2.1 2.4<br />

Aluminum Technology 8.0 5.0<br />

MotorEngineering 4.5 3.2<br />

Group 79.1 79.8<br />

High technical competence<br />

in the divisions<br />

In fiscal <strong>2001</strong>, the Group made quite<br />

some progress toward its targets of<br />

emission control, performance<br />

gains, as well as consumption and<br />

weight reduction through the series<br />

start-up or ongoing development of<br />

a number of innovative products.<br />

The basis for this are the successful<br />

R&D efforts within the Group's<br />

divisions:<br />

Air Supply & Pumps’ technical competence<br />

was proven with numerous<br />

innovative projects, such as electric<br />

coolant pumps for the main cooling<br />

circuit, regulated oil pumps, motorized<br />

exhaust gas recirculating valves for<br />

direct-injection gasoline and diesel<br />

engines as well as complete predelivery<br />

units for diesel applications. All these<br />

projects were developed ready for<br />

series production by interdisciplinary<br />

teams. Furthermore, work started on<br />

the gestation of sensors and valves<br />

for fuel-cell propulsion systems. The<br />

worldwide first steplessly variable<br />

intake manifold module from thinwalled<br />

magnesium for boosting performance<br />

and torque went into series<br />

shoulder ever greater responsibilities.<br />

A decisive factor in the success or<br />

failure of an automotive vendor industry<br />

is more than ever before the<br />

vendor’s ability to deliver innovative<br />

contributions within the value-adding<br />

chain culminating in the automobile.<br />

year’s level. This is equivalent to 4.4<br />

percent of sales (up from €79.1 million<br />

or 4.5 percent). In all, in the Kolbenschmidt<br />

Pierburg Group almost 6 percent<br />

of the total workforce was entrusted<br />

with research and development<br />

tasks as of December 31, <strong>2001</strong>.<br />

production and proved successful.<br />

Various electronically controlled throttle<br />

bodies (drive-by-wire) and exhaust<br />

gas recirculating valves for gasoline<br />

and diesel engines on the European<br />

and North American market, valueoptimized<br />

oil and water pumps (for<br />

commercial vehicles, too) likewise<br />

came on stream.<br />

Value engineering teams are busy finetuning<br />

series products for improving<br />

the cost/revenue situation. In this way,<br />

potentials for current projects and<br />

rationalization approaches for succeeding<br />

product generations are worked<br />

out and implemented.<br />

Visual inspection of the<br />

piston shaft coating at the<br />

Neckarsulm plant<br />

24 25


Coating unit for<br />

high-duty plain bearings<br />

at the Papenburg plant<br />

In the Air Supply & Pumps division,<br />

€49.3 million was spent in fiscal<br />

<strong>2001</strong> for research & development<br />

activities, equivalent to 6.0 percent<br />

of sales.<br />

In the Pistons division, the share of<br />

pistons for passenger car diesel<br />

engines again climbed, a trend set<br />

to continue over the years ahead. To<br />

address this, R&D staff in <strong>2001</strong> developed<br />

solutions for high-duty diesel<br />

pistons in passenger car engines rated<br />

at 55 kW and more per liter displacement.<br />

For various European customers,<br />

pistons are currently being developed,<br />

with ratings partly clearly above today’s.<br />

So far, there has not been any breakthrough<br />

in the market for direct-injection<br />

gasoline engines, despite the very<br />

many development projects and some<br />

successful series launches in the past<br />

year. Kolbenschmidt Pierburg is well<br />

prepared for a partial substitution of<br />

conventional gasoline engines thanks<br />

to its new casting technology matured<br />

in the course of last year which enables<br />

a less costly production of the necessary<br />

complex surface geometry. Further<br />

projects in this sector are under development.<br />

In recent years, articulated pistons for<br />

commercial vehicles have been developed<br />

for various customers and are<br />

now being or about to be series-produced.<br />

We are already working on follow-up<br />

models for cylinder pressures<br />

of 250 bar or more. Steel pistons, also<br />

for diesel engine commercial vehicles,<br />

are being advanced according to plan.<br />

A similar engineering trend as for commercial<br />

vehicle engines is also evident<br />

in the case of large-displacement engine<br />

pistons. Continuously increasing<br />

cylinder pressures require even higherduty<br />

pistons and in answer to this,<br />

multipart steel pistons are being produced<br />

for several customers to take<br />

the place of the existing spherical casting/steel<br />

variety. Moreover, a onepiece<br />

steel piston is being developed<br />

for medium-diameter cylinders. The<br />

first of both designs were delivered to<br />

customers for field tests.<br />

The mounting wave of development<br />

projects and the growing complexity<br />

of the project themselves place high<br />

demands on the organization’s capabilities,<br />

its processes, process stages<br />

and structures. In order to dig deeper<br />

into the market and secure technological<br />

leadership, the KS OPUS project<br />

(Optimized Processes Up to Series<br />

production) is being advanced. KS<br />

OPUS’s aim of vastly raising innovation<br />

potentials and streamlining development<br />

processes was impressively<br />

achieved. The efficiency and effectiveness<br />

of such processes were clearly<br />

improved and it is planned to promote<br />

the KS OPUS project outside of Europe.<br />

In the Pistons division, expenses for<br />

research & development activities<br />

amounted to €19.9 million, or 3.5<br />

percent of sales.<br />

In <strong>2001</strong>, the focus of R&D activities in<br />

the Plain Bearings division was again<br />

materials development against the<br />

background of rising demands for<br />

environmentally compatible materials<br />

and the EU regulation regarding<br />

scrapped cars to take effect in 2004.<br />

In the case of steel/aluminum materials,<br />

development activities headed<br />

in two directions, on the one hand,<br />

focusing on use in the high-duty<br />

direct-injection diesels set for series<br />

production in 2002, the aim being to<br />

have the division grab a larger share<br />

in the growth of this engine breed.<br />

On the other hand, connecting-rod<br />

bearings are being developed which<br />

can be used on both direct-injection<br />

gasoline as well as diesel engines.<br />

In 2002, the first of these can go into<br />

series production.<br />

Efforts in the area of steel/plastic<br />

composites for the maintenance-free<br />

and low-maintenance Permaglide<br />

bearings product group are intended<br />

at further enhancing temperature resistance<br />

through material refinements<br />

and, at the same time, dispensing<br />

with lead. Apart from compliance with<br />

environmental requirements, this is<br />

one way to tap further applications.<br />

An engineering process for achieving<br />

self-sufficiency in the growing market<br />

of connecting-rod bearings used in<br />

direct-injection engines was a major<br />

development project within strategic<br />

product planning.<br />

The R&D expenses of Plain Bearings<br />

totaled €2.4 million in <strong>2001</strong>, equivalent<br />

to 1.6 percent of sales.<br />

27


28<br />

Management report on the Kolbenschmidt Pierburg Group<br />

Executive Board report<br />

The core competence of Aluminum<br />

Technology is the casting of engine<br />

blocks from aluminum according to<br />

various processes. Due to the ongoing<br />

substitution of gray cast iron by lightweight<br />

aluminum, the market is still<br />

growing. Given the continuously rising<br />

technical requirements and falling<br />

market prices, close and cooperative<br />

OEM teamwork and simultaneous<br />

engineering have proven themselves.<br />

The division’s development activities<br />

focus on process refinements, further<br />

and new developments of cylinder<br />

sleeve concepts, material developments<br />

including technologies for local<br />

material reinforcement and added<br />

downstream machining (vertical integration).<br />

The strategy of sharpening<br />

our profile over rivals through wideranging<br />

concepts and specific problem<br />

solutions over competitors is making<br />

good progress.<br />

Maintaining high quality standards<br />

while keeping manufacturing costs<br />

down calls for constant and reproducible<br />

processes. The division’s process<br />

development covers the entire production<br />

chain from the casting to the<br />

ready-to-ship product. Computer-aided<br />

simulation tools for mold filling and<br />

solidification are used in the development<br />

of new products right from the<br />

start. In fact, computer-aided process<br />

planning comprises the entire valueadding<br />

chain. Conventional engineering<br />

techniques are constantly being<br />

fine-tuned, too. The automatic monitoring<br />

and controlling of the casting<br />

process have become an integral<br />

element of production technology.<br />

New technical solutions concentrating<br />

on the central and critical element of<br />

the engine block, the cylinder sleeve,<br />

will continue to be the force driving<br />

new product concepts. The fact that the<br />

division has all the standard solutions,<br />

especially for gasoline engines, as<br />

well as concepts of its own, will enable<br />

it to stand out in the marketplace.<br />

Within this context, a megaproject for<br />

a new aluminum engine block to go<br />

into a strong-selling V6 engine was<br />

awarded by a German carmaker.<br />

The commencement of new projects,<br />

mainly in the low-pressure casting<br />

sector, was a focal point of product<br />

and process development. In recent<br />

years, more and more high-performance<br />

passenger car diesel engines<br />

have been using an aluminum engine<br />

block. In two ambitious projects, including<br />

a ten-cylinder V-engine, the<br />

preproduction phase was successfully<br />

completed. In <strong>2001</strong>, innovative<br />

ideas for engineering the cylinder<br />

sleeve were again explored.<br />

This division’s R&D expenses amounted<br />

to €5.0 million in the past fiscal<br />

year, 3.7 percent of sales.<br />

In fiscal <strong>2001</strong>, R&D activities by Motor-<br />

Engineering focused on the core areas<br />

of exhaust gas measuring units, flowmeters,<br />

and measuring equipment for<br />

workshops.<br />

In the measurement of exhaust gases,<br />

product generation 4000 made further<br />

advances. The same applies to the<br />

CVS 4000 exhaust gas dilution system,<br />

the particle collector, and the minidiluter.<br />

A new automated CHD 4000<br />

dynamometer saw development startup.<br />

These efforts continued against<br />

the background of employing only the<br />

latest technologies to achieve the<br />

prescribed cost reduction targets.<br />

The expected series production of gasoline<br />

engine high-pressure injection<br />

systems (GDI) in Europe and the USA<br />

was shelved beyond the year <strong>2001</strong><br />

and hence resulted in a postponement<br />

for Pierburg Instruments Inc. in the USA<br />

in the use of precision flowmeters for<br />

high-pressure applications. In 2002,<br />

the product range is being rounded<br />

off with a system metering the intake<br />

air of I.C. engines in order to meet<br />

customer demands for single-source<br />

measuring units.<br />

The measuring equipment for workshops<br />

unit pushed ahead with a PCaided<br />

version of the diesel opacimeter<br />

for measuring diesel exhaust gases.<br />

Work continued on an intelligent<br />

interface for communicating with<br />

automotive control units. The basis<br />

for this are the expected EOBD regulations<br />

(European On-Board Diagnosis)<br />

as well as the alternative exhaust gas<br />

inspection methods of a well-known<br />

German carmaker. Work on a new<br />

monochrome graphics adapter for<br />

gas testers was also completed, as<br />

was the origination of software for<br />

bidirectional data communication<br />

between gas tester and computer.<br />

MotorEngineering spent €3.2 million<br />

on R&D activities, equivalent to 8.4<br />

percent of sales.<br />

Final inspection at the<br />

solenoid assembly line<br />

at the Neuss plant


Production line for<br />

car engine bearings shells<br />

at the Papenburg plant<br />

Risks of future development<br />

(risk report)<br />

Doing business inevitably entails risks<br />

and rewards. At Kolbenschmidt Pierburg,<br />

business opportunities are<br />

seized and risks only accepted when<br />

these are considered in all likelihood<br />

to be controllable and conducive to<br />

the economic success of the Group.<br />

Given this, risk management is an<br />

essential element of the processes<br />

and decisions within our group.<br />

General economic and industry<br />

sector risks<br />

Kolbenschmidt Pierburg <strong>AG</strong> and its<br />

subsidiaries develop and manufacture<br />

components, modules and systems<br />

for the international automotive industry<br />

and hence, the Group and its<br />

subsidiaries are in their future business<br />

development largely dependent on<br />

how the automotive climate develops<br />

worldwide.<br />

The year <strong>2001</strong> was a period in which<br />

the world's automotive industry was<br />

battered by a recession unforeseeable<br />

to this extent a year ago, and by the<br />

terrorist attacks on the World Trade<br />

Center in New York, and on the Pentagon,<br />

Washington, on September 11,<br />

<strong>2001</strong>. The reverberations will in all<br />

likelihood be felt until far into the<br />

current fiscal year 2002. According<br />

to forecasts by market research organizations<br />

and industry associations,<br />

2002 will generally see declining production<br />

and shipments in the three<br />

most important automotive markets<br />

of North America, Japan, and Western<br />

Europe. Particularly lackluster are the<br />

prospects in the USA. Ever since the<br />

aftermath of the terrorist attacks, the<br />

US manufacturers have been launching<br />

zero-interest car financing programs.<br />

This may have triggered demand but<br />

The instruments for the identification,<br />

analysis, control and monitoring of<br />

risks as part of the risk management<br />

system are defined groupwide.<br />

Embedded in the annual strategic and<br />

operative plans and accompanied by<br />

monthly controlling reviews, risk reports<br />

and meetings of the Risk Committee,<br />

these risk management instruments<br />

ensure that any potential risks<br />

are identified in good time. In this way,<br />

any necessary remedial action can be<br />

initiated early on at the individual<br />

companies, divisions, or at a Group<br />

level. Moreover, whenever a defined<br />

ceiling is exceeded, the Supervisory<br />

Board is alerted.<br />

the consequence is that new cars initially<br />

planned for 2002 were bought<br />

in <strong>2001</strong> in some instances. The decline<br />

in Western Europe and Japan will<br />

probably not be so severe as in North<br />

America.<br />

Some of our US customers have to<br />

contend with financial problems and<br />

the same applies to major rival suppliers<br />

to the auto industry. Although<br />

the Kolbenschmidt Pierburg Group<br />

may in some instances benefit from<br />

competitor weakness, itself it is exposed<br />

to risk through the financial<br />

problems of some customers. This is<br />

reflected in reduced call-offs and fewer<br />

orders placed with the Kolbenschmidt<br />

Pierburg <strong>AG</strong> subsidiaries.<br />

The impact of individual markets on the<br />

economic situation of Kolbenschmidt<br />

Pierburg is abated by the Group’s<br />

measured globalization from an<br />

economic point of view. Additionally,<br />

downsizing measures already launched<br />

the year before in the United States,<br />

including programs for restructuring<br />

and improved integration at individual<br />

subsidiaries, are being hastened. At<br />

the start of the new fiscal year, Kolbenschmidt<br />

Pierburg <strong>AG</strong> decided to shut<br />

down a part of the Ft. Wayne, Indiana,<br />

plant at the turn of 2002/2003, in order<br />

to accelerate the return to profit-<br />

Verifying the risk management system<br />

for workability is among the functions<br />

of the statutory auditors (elected by<br />

the stockholders’ meeting) during<br />

their annual audit.<br />

The potential risks to which the Kolbenschmidt<br />

Pierburg Group is exposed<br />

subdivide into general economic, industry<br />

sector, performance, financial<br />

as well as legal risks.<br />

ability of the division’s US subsidiaries.<br />

A consequence is that this plant at<br />

Ft. Wayne will only be used for mass<br />

production, the idled machines being<br />

largely employed elsewhere by other<br />

Group companies.<br />

In the wake of the industry’s woes,<br />

customers have stepped up their pressure<br />

to obtain further price reductions.<br />

This risk is contained by the creation<br />

of additional product and process<br />

innovations to generate broader<br />

price/cost latitude and the realization<br />

of product and process innovations<br />

as well as the enactment of continuous<br />

improvement processes and the enforcement<br />

of strict cost management.<br />

In the <strong>2001</strong> annual accounts, the accrual<br />

for impending losses on uncompleted<br />

contracts adequately provides<br />

for any losses related to individual<br />

products.<br />

The current collective agreements<br />

between the employer federations<br />

and the German Metalworkers’ Union<br />

expired February 28, 2002. At the end<br />

of January, the Metalworkers’ Union<br />

was demanding pay increases of 6.5<br />

percent, which met with wide criticism.<br />

Consensus will prove difficult and<br />

industrial action at some of the<br />

Group’s German locations cannot be<br />

ruled out.<br />

31


32<br />

Management report on the Kolbenschmidt Pierburg Group<br />

Executive Board report<br />

Performance risks<br />

Kolbenschmidt Pierburg intends to<br />

continue to outpace the international<br />

automotive industry by generating<br />

better-than-average growth rates.<br />

The steep organic growth budgeted in<br />

Financial risks<br />

Due to the international nature of the<br />

Kolbenschmidt Pierburg Group’s business,<br />

certain currency and interest<br />

rate risks may arise which are profiled<br />

centrally by Kolbenschmidt Pierburg<br />

<strong>AG</strong>'s Treasury and hedged by means<br />

of currency futures and forwards, as<br />

well as caps wherever possible. It is a<br />

fact that the progressing globalization<br />

of procurement, production and financing<br />

will gradually curb the effect of<br />

parities, especially between the dollar<br />

Legal risks<br />

Sufficient insurance contracts have<br />

been taken out to adequately cover<br />

risks from loss or damage by natural<br />

forces and the resulting business interruption,<br />

as well as warranty, product<br />

liability, and callback risks. The existing<br />

insurance cover is regularly reviewed<br />

for adequacy and, where necessary,<br />

adapted. At the same time,<br />

ongoing projects for process reliability<br />

as well as extensive quality assurance<br />

programs aim at avoiding the occurrence<br />

of such risks. In the <strong>2001</strong> balance<br />

sheet, adequate accruals provide for<br />

such risks where covered not at all or<br />

not fully (deductible loss).<br />

the sales plans for fiscal 2002 calls<br />

for a large number of complex and<br />

technologically advanced new-product<br />

start-ups which because of their<br />

number, extent and in some instances<br />

the limited availability of skilled labor,<br />

inherently involve risks. A comprehen-<br />

and the euro, on the financial result.<br />

Because of the nature and mix of our<br />

customers, credit risks are very low.<br />

The auto assemblers will continue to<br />

download value-adding and engineering<br />

development functions to the industry<br />

vendors. This, in turn, premises<br />

the considerable financial resources<br />

required by the vendors if they are to<br />

prefinance their R&D and fund the<br />

cost input caused by the necessary<br />

additions to tangible assets. Any<br />

investment resources deployed by<br />

A certain tax risk emanates from<br />

unexercised option rights under the<br />

warrant bond issue floated by Kolbenschmidt<br />

<strong>AG</strong>. However, Kolbenschmidt<br />

Pierburg <strong>AG</strong> assumes, supported by<br />

the prevailing view of tax law pundits<br />

and in jurisprudence publications,<br />

that bond redemption is unlikely to<br />

entail any tax burden; however, the<br />

final judgment in a comparable case<br />

has not yet been passed.<br />

Moreover, certain risks exist from proceedings<br />

pending before the court of<br />

competent jurisdiction which have<br />

been instituted by 10 stockholders for<br />

review of the share exchange ratio<br />

under the merger of Kolbenschmidt<br />

Pierburg (Rheinmetall shareholdings),<br />

as well as for additional cash compensation.<br />

Kolbenschmidt Pierburg con-<br />

sive project management scheme is<br />

being applied through all the phases,<br />

from conceptualization, invitation to<br />

bid through to series start-up and<br />

mass production to ensure that these<br />

new products translate into profitable<br />

growth.<br />

any of the Kolbenschmidt Pierburg<br />

Group’s divisions are therefore subject<br />

to a particularly strict scrutiny in terms<br />

of efficiency both during the budgeting<br />

and PIA approval stages in order thus<br />

to relieve cash flows. In view of the<br />

gloomy economic prospects, further<br />

possibilities of cutting back on capital<br />

expenditure are presently being explored.<br />

tinues to believe in the underlying<br />

share exchange ratio fairly reflecting<br />

corporate value relations and that<br />

therefore the proceedings still underway<br />

represent only a slight risk. An<br />

additional provision in 1999 still allows<br />

for the fees and charges associated<br />

with such court proceedings.<br />

From today’s vantage point, potentially<br />

ruinous material risks do not exist for<br />

Kolbenschmidt Pierburg <strong>AG</strong> or its divisions,<br />

nor do any other risks that might<br />

have a long-term significant adverse<br />

effect on either the Company’s or the<br />

Group’s net assets, financial position<br />

or results of operations.<br />

Final inspection of the steplessly<br />

variable intake manifold on the<br />

BMW V8 at the Nettetal plant


Final assembly of the variable<br />

intake manifold on the GM V6<br />

at the Nettetal plant<br />

Prospects<br />

At the start of 2002, production and<br />

car sales were somewhat down in the<br />

global automotive industry. In the<br />

United States and following the financial<br />

incentives of the final quarter of<br />

<strong>2001</strong>, fewer vehicles were sold than a<br />

year ago. In Western Europe, the first<br />

two months of the current year failed<br />

to match the year-earlier production<br />

and sales figures.<br />

There is still vast uncertainty regarding<br />

what lies ahead in 2002. So far, the<br />

markets have not collapsed as feared.<br />

In all, we expect production figures in<br />

2002 to show a worldwide decline,<br />

most steeply probably in the United<br />

States, whereas Europe and, especially,<br />

Germany will only suffer slight losses.<br />

As to the remaining markets important<br />

to Kolbenschmidt Pierburg such as<br />

Brazil and China, we expect 2002 to<br />

show growth.<br />

In terms of units sold, the heavy-duty<br />

vehicles have suffered much more<br />

than the light-duty. Among the lightduty,<br />

it is the cars that are least affected<br />

by the shrinkage.<br />

Kolbenschmidt Pierburg managed to<br />

contain its sales decrease in the first<br />

two months of 2002 to less than 1 percent,<br />

this being solely due to the deconsolidation<br />

of the MotorEngineering<br />

division, which this year is no longer<br />

providing the Group with sales revenues.<br />

Despite the further contraction<br />

in the United States, the OEM markets<br />

of Air Supply & Pumps, Pistons, Plain<br />

Bearings, and Aluminum Technology<br />

all showed marginal sales rises.<br />

On the basis of orders and products<br />

already placed or scheduled by our<br />

customers for the months ahead, we<br />

expect sales for the first half of 2002<br />

to approximate the magnitude of the<br />

previous year. For the year as a whole,<br />

we expect, and contrary to market<br />

trends, to show a slight uptrend versus<br />

the <strong>2001</strong> level thanks to gains through<br />

soon-to-be-launched products.<br />

Once again, Kolbenschmidt Pierburg<br />

will achieve this sales growth in 2002<br />

through extensive investments in R&D<br />

and additions to tangible assets.<br />

Nevertheless and in view of stalling<br />

business, special attention will be<br />

paid to the cost efficiency of such<br />

investments in 2002.<br />

Our top priority in 2002 is to maintain<br />

and enhance our own organic profitability.<br />

This is a target we have set<br />

ourselves in particular in view of the<br />

lackluster market expected in 2002.<br />

And this is why restructuring programs,<br />

substantial productivity enhancements<br />

and process improvements, in particular<br />

with new-product start-ups, will<br />

have to largely compensate for<br />

increasing costs and heavier price<br />

pressure. For 2002 and assuming<br />

only slight increases in sales, the<br />

Kolbenschmidt Pierburg Group is<br />

targeting earnings of the magnitude<br />

of the previous period.<br />

Production figures<br />

declining worldwide<br />

in 2002<br />

Same earnings<br />

level envisaged<br />

35


36<br />

Management report on the Kolbenschmidt Pierburg Group<br />

The divisions<br />

Air Supply & Pumps<br />

Air Supply & Pumps is our division that<br />

develops, manufactures, and markets<br />

systems and components for use in the<br />

series production of autos. Air supply,<br />

emission reduction, fuel supply, and<br />

pumps are the subdivisions. As the<br />

parent of Air Supply & Pumps, Pierburg<br />

<strong>AG</strong> controls all shareholdings in the<br />

division’s companies.<br />

Changes to the<br />

business portfolio<br />

As of April 1, <strong>2001</strong>, Pierburg <strong>AG</strong> founded<br />

together with Shanghai Automotive<br />

Industry Company Ltd. (SAIC) the<br />

joint venture Kolbenschmidt Pierburg<br />

Shanghai Nonferrous Components Co.<br />

Ltd. (KPSNC) in Shanghai. Pierburg <strong>AG</strong>’s<br />

stake amounts to 50 percent. The venture<br />

makes it possible for Air Supply<br />

& Pumps to access the strategically<br />

important Chinese automotive market.<br />

At the same time it is an excellent platform<br />

to further widen sales opportunities.<br />

The joint venture develops, manufactures<br />

and markets intake manifolds,<br />

cylinder heads, and steering gear<br />

components. Moreover, it aims at<br />

extending the range to complete firsttier<br />

oil and water pump assemblies.<br />

Air Supply & Pumps 2000 <strong>2001</strong><br />

€million €million<br />

Net sales 770.4 819.8<br />

EBIT 16.8 24.8<br />

EBT 7.2 12.3<br />

Net income 7.3 14.1<br />

Capital expenditures 75.4 80.4<br />

Headcount at Dec. 31 4,109 4,010<br />

As of December 31, <strong>2001</strong>/January 1,<br />

2002, AVL Holding GmbH in Graz,<br />

Austria, was merged into Pierburg<br />

Instruments GmbH (previously wholly<br />

owned by Pierburg <strong>AG</strong>) by capital increase.<br />

AVL now holds a majority stake<br />

in the joint venture and will take over<br />

management control. Pierburg Instruments<br />

GmbH’s stake in Pierburg Instruments<br />

Inc., Auburn Hills, USA,<br />

was completely sold to AVL Michigan<br />

Holding Inc., Plymouth, USA, as of<br />

January 1, <strong>2001</strong>.<br />

In fiscal <strong>2001</strong> and at €819.8 million,<br />

sales by Air Supply & Pumps were<br />

€49.4 million above the previous<br />

year’s level of €770.4 million (up<br />

6.4 percent), the main reason for the<br />

sales increases being the mounting<br />

wave of diesel vehicles in a high-volume,<br />

yet stalling Western European<br />

car market.<br />

Sales gains due to<br />

rising share of dieselengine<br />

passenger cars<br />

At Pierburg <strong>AG</strong>, sales amounted to<br />

€470.1 million in <strong>2001</strong>. Hence, the<br />

previous year’s €465.6 million inched<br />

up 1 percent. Sales advances in solenoid<br />

valves, exhaust gas recirculating<br />

valves, electric throttle bodies, and<br />

electric auxiliary water pumps as well<br />

as oil and vacuum pumps outcompensated<br />

the budgeted declines in intake<br />

manifolds and intake manifold modules<br />

as well as electric fuel pumps.<br />

All the division’s companies managed<br />

to boost sales over the previous year.<br />

Carbureibar S.A., Spain, up 19.9 percent<br />

or €19.8 million, Pierburg Inc.,<br />

USA, up 45.0 percent or €13.5 million<br />

and Pierburg S.a.r.l., France, up 12.0<br />

percent or €11.8 million, generated<br />

better-than-average sales, whereas<br />

Pierburg S.p.A., Italy, up 0.1 percent<br />

or €0.2 million, gained only slightly.<br />

In the air supply unit, the sales increase<br />

by €36.7 million (7.9 percent)<br />

was mainly attributable to the throttle<br />

body, exhaust gas recirculating valve<br />

and solenoid valve product groups,<br />

these having benefited from the<br />

launch of new product families, the<br />

high proportion of diesel engines and<br />

re-tightened exhaust gas regulations.<br />

Intake module sales fell over the previous<br />

year, chiefly due to the receding<br />

shipments for a megaproject. Secondary<br />

air systems sales continued at the<br />

year-earlier level.<br />

Fuel pump assembly line<br />

at the Neuss plant


Assembly of the steplessly<br />

variable intake manifold on the<br />

BMW V8 at the Nettetal plant<br />

The divisions<br />

Air Supply & Pumps<br />

Pump sales climbed €12.7 million to<br />

€321.0 million (up 4.1 percent). The<br />

oil pump, water pump and vacuum<br />

pump groups had a good year. Fuel<br />

pump sales shrank as a consequence<br />

of a strategy of concentrating on<br />

sophisticated and profitable types of<br />

pump.<br />

Earnings up<br />

In fiscal <strong>2001</strong>, earnings at Air Supply<br />

& Pumps rose. EBT was boosted by<br />

€5.1 million to €12.3 million, ROS<br />

climbed from 0.9 to 1.5 percent.<br />

In the year under review, Pierburg <strong>AG</strong><br />

posted an EBT gain of €5.3 million to<br />

€9.0 million due to earnings improvement<br />

from restructuring measures at<br />

the Nettetal and Berlin locations as<br />

well as extensive product-related<br />

rationalization efforts. The OEMs’ ongoing<br />

price squeeze eroded earnings.<br />

Moreover, start-up losses for new<br />

products likewise took a toll on EBT.<br />

The return on sales was upped 1.9<br />

percent (from 0.8 percent).<br />

The division’s non-German companies<br />

showed a mixed performance.<br />

Carbureibar S.A., Spain, had a good<br />

year, the company again improving<br />

EBT over the previous period, and<br />

hence largely contributing to the<br />

division’s earnings, despite a slightly<br />

poorer sales mix and several start-ups.<br />

Pierburg Inc., USA, managed to upgrade<br />

its performance over the prior<br />

year, basically due to strong sales<br />

gains while failing to break even because<br />

of heavy start-up costs for new<br />

projects and unbudgeted special<br />

freight charges. At Pierburg S.à.r.l.,<br />

France, productivity advancements<br />

and climbing sales raised EBT. In all,<br />

EBT was well in the black. Restructuring<br />

expenditures from the takeover<br />

of pump operations at Magneti Marelli<br />

as well as declining sales from former<br />

businesses at Pierburg S.p.A., Italy,<br />

squeezed earnings to a degree only<br />

partly compensated by productivity<br />

enhancements. EBT was negative.<br />

Another improvement<br />

in financial indicators<br />

The financial strength of the Air Supply<br />

& Pumps division was continuously<br />

built up in <strong>2001</strong>, the period’s gross<br />

cash flow reaching €83.0 million.<br />

The capital expenditures of €80.4<br />

million incurred in <strong>2001</strong> were thus<br />

fully funded by the gross cash flow. In<br />

comparison to the year before, total<br />

assets crept down by an insignificant<br />

€0.3 million to €554.8 million.<br />

Accounting equity diminished by<br />

€9.4 million to €143.7 million, slimming<br />

the equity ratio from 27.6 percent<br />

at December 31, 2000, to 25.9 at the<br />

close of <strong>2001</strong>.<br />

Prospects<br />

Despite the clouded climate in the<br />

automotive markets of Western Europe<br />

and North America, Pierburg <strong>AG</strong> and<br />

Air Supply & Pumps expect 2002<br />

sales to top the previous year’s level.<br />

Momentum will be delivered by the<br />

numerous start-ups of the year <strong>2001</strong>,<br />

for the first time having a full-period<br />

impact and hence leading to sharp<br />

sales rises, mainly for the intake manifold,<br />

throttle body, vacuum pump and<br />

water pump product groups.<br />

For 2002, earnings are generally<br />

expected to improve at Pierburg <strong>AG</strong><br />

and Air Supply & Pumps due to the<br />

<strong>2001</strong> cost input and lower burdens<br />

from production start-ups.<br />

39


40<br />

Management report on the Kolbenschmidt Pierburg Group<br />

The divisions<br />

Pistons<br />

The Pistons division develops, manufactures<br />

and distributes pistons for<br />

I.C. engines and piston compressors.<br />

The product range stretches from<br />

pistons for heavy-duty machines via<br />

pistons for all kinds of applications in<br />

passenger cars and trucks to pistons<br />

for ships and stationary applications.<br />

These pistons, which have a wide<br />

variety of uses, measure between 20<br />

and 640 mm in diameter, and are made<br />

from aluminum, spherical castings and<br />

steel or a mixture of these materials.<br />

For a long time now, all the notable<br />

engine manufacturers have counted<br />

among our customers. KS Kolbenschmidt<br />

GmbH is the division’s parent.<br />

Sales drop<br />

due to burdens<br />

in US business<br />

In the past fiscal year, total sales of<br />

the Pistons division amounted to<br />

€571.5 million, equivalent to a drop<br />

of €35.0 million or 5.8 percent. The<br />

division’s performance was highly<br />

influenced by the North American automotive<br />

economy, not only affecting<br />

the indigenous operations but also<br />

infecting the Brazilian subsidiary.<br />

With a 3.2-percent gain, KS Kolbenschmidt<br />

<strong>AG</strong>’s sales amounted to<br />

€250.0 million, thus above the Western<br />

European market for passenger<br />

cars. Revenues generated from our<br />

own production, especially of largebore<br />

pistons, rose sharply, these<br />

however partly being negated due to<br />

Pistons 2000 <strong>2001</strong><br />

€million €million<br />

Net sales 606.5 571.5<br />

EBIT 32.8 40.1<br />

EBT 14.0 20.2<br />

Net income 1.3 9.3<br />

Capital expenditures 65.0 57.7<br />

Headcount at Dec. 31 5,618 5,416<br />

expectedly reduced merchandise<br />

sales as well as idle capacity in the<br />

second half of the year at one location.<br />

Within the small-bore pistons product<br />

group, sales of pistons for diesel<br />

engines (passenger cars) were clearly<br />

lifted, however at the expense of the<br />

gasoline engine (passenger cars) and<br />

commercial vehicle varieties, this<br />

matching the general market trend.<br />

At the European subsidiaries, Société<br />

Mosellane de Pistons S. A., Thionville,<br />

mainly active on the French market,<br />

managed to stabilize its sales of<br />

€59.8 million at the high prior-year<br />

level. The French carmakers’ strong<br />

demand for diesel pistons balanced<br />

any declines in gasoline engine<br />

business. In fiscal <strong>2001</strong> and at €26.8<br />

million, the Czech company Metal a.s.,<br />

Ústí, slightly topped the previous<br />

year’s sharp gain to €26.4 million.<br />

A number of start-up postponements<br />

prevented further growth.<br />

The North American market, the<br />

world’s biggest, was for the Pistons<br />

division in <strong>2001</strong> a period of severe<br />

sales problems. After €240.5 million<br />

in the previous year, in <strong>2001</strong> sales of<br />

only €208.9 million were generated,<br />

the changed euro-dollar parity abating<br />

the loss slightly. Apart from the general<br />

market trend, as for instance, the<br />

weakness of the US manufacturers<br />

and the soft demand for commercial<br />

vehicles, there were also internal<br />

causes such as the phase-out of projects<br />

and the loss of a parts distributor,<br />

both factors sharing in this decline.<br />

Affected are the two large companies<br />

active on the US market. After €118.7<br />

million in 2000, Karl Schmidt Unisia<br />

Inc., Marinette, Wisconsin, generated<br />

sales in <strong>2001</strong> of €95.7 million, and<br />

KUS Zollner Division Inc., Fort Wayne,<br />

Indiana, contributed €90,7 million<br />

(down from €107.3 million) to the<br />

total. With sales of €15.3 million in<br />

<strong>2001</strong>, the Canadian production company<br />

KUS Zollner Canada Ltd.,<br />

Leamington, Ontario, on the other<br />

hand, surpassed the previous year’s<br />

€9,7 million.<br />

After a steep sales surge to €102.5<br />

million in the previous year, the Brazilian<br />

subsidiary KS Pistões Ltda.,<br />

Nova Odessa, had to contend with a<br />

decline to €93.5 million in <strong>2001</strong>.<br />

Good domestic market sales failed<br />

to compensate for lower exports to<br />

North America and Western Europe.<br />

Previous year’s earnings<br />

clearly surpassed<br />

For fiscal <strong>2001</strong>, Pistons achieved an<br />

EBT of €20.2 million, hence exceeding<br />

the previous year’s €14.0 million. ROS<br />

climbed to 3.5 percent.<br />

3-D blank checking<br />

at the Neckarsulm plant


Alfinizing of diesel piston ring<br />

mounts at the Neckarsulm plant<br />

The divisions<br />

Pistons<br />

For <strong>2001</strong>, KS Kolbenschmidt GmbH’s<br />

EBT amounted to a negative €43.0<br />

million, compared to an equally negative<br />

€1.7 million the year before. The<br />

loss was exclusively caused by the<br />

write-down of the stake held in KS<br />

International Investment Corp., the<br />

intermediate holding company for the<br />

activities of Pistons and Plain Bearings<br />

in the USA and Canada. Apart from the<br />

strained earnings situation, especially<br />

at KS Bearings Inc., Greensburg, and<br />

KUS Zollner Division Inc., Fort Wayne,<br />

extensive restructuring expenses<br />

incurred for the realignment of both<br />

companies, also contributed to this<br />

loss. The previous year, too, had been<br />

burdened by write-down, albeit clearly<br />

below the <strong>2001</strong> level. This write-down<br />

did not, however, impact on the division’s<br />

bottom line. The good prior-year<br />

operating result at KS Kolbenschmidt<br />

GmbH was maintained. Under the P&L<br />

transfer agreement with, the (HGBbased)<br />

net loss of €46.5 million of KS<br />

Kolbenschmidt GmbH was absorbed<br />

by, Kolbenschmidt Pierburg <strong>AG</strong>.<br />

All the European and South American<br />

subsidiaries generated a positive EBT<br />

in the period under review. Meriting<br />

special mention is the Brazilian KS<br />

Pistões, which generated a rising profit<br />

thanks to changed parities and productivity<br />

improvements. Again, the French<br />

as well as the Czech subsidiaries<br />

turned in slightly improved profits at<br />

a stable sales level. The American Karl<br />

Schmidt Unisia Inc., Marinette, had to<br />

face a sharp drop in earnings chiefly<br />

due to sales reasons. At KUS Zollner<br />

Division Inc., Fort Wayne, falling sales<br />

and a worsening product mix in connection<br />

with cost burdens from restructuring<br />

work and rising expenses for<br />

health insurance and retirement were<br />

not offset by productivity improvement<br />

measures. For the company, this led<br />

to a clear loss. Zollner Canada Ltd.,<br />

Leamington, on the other hand, again<br />

delivered an encouraging performance.<br />

At the Chinese joint venture Kolbenschmidt<br />

Shanghai Piston Co. Ltd. in<br />

which KS Kolbenschmidt GmbH holds<br />

a 35-percent stake and which is included<br />

at equity in the division’s segment<br />

accounts, sales were slightly<br />

bettered over the previous year, and<br />

the venture again closed the period<br />

well in the black.<br />

Capital expenditures<br />

below the previous<br />

year’s level<br />

In fiscal <strong>2001</strong>, capital outlays by<br />

Pistons amounted to €57.7 million,<br />

hence €7.3 million below the prior<br />

year. The division’s gross cash flow<br />

amounted to €56.2 million in <strong>2001</strong>,<br />

almost enough to fully fund the capital<br />

investments made.<br />

The total assets of €491.2 million<br />

reported by the division included<br />

equity of €154.0 million, equivalent<br />

to an equity ratio of 31.4 percent, a<br />

leap from the prior year’s 9.7 percent<br />

mainly attributable to two factors:<br />

Kolbenschmidt Pierburg <strong>AG</strong> increased<br />

the additional paid-in capital by<br />

€56.6 million and absorbed the net<br />

loss.<br />

Stable development<br />

in 2002<br />

Against the background of a presumably<br />

slight global decline in the automotive<br />

market in 2002, for Pistons we<br />

predict an almost stable sales situation.<br />

At KS Kolbenschmidt GmbH, and<br />

especially at the North American companies,<br />

planned project start-ups are<br />

expected to stimulate sales.<br />

From today’s vantage point, the aim<br />

of the Pistons division is to avoid as<br />

much as possible any negative impact<br />

on profitability due to the–from today’s<br />

vantage point–difficult environment<br />

of 2002. Apart from the management<br />

of numerous product start-ups, another<br />

essential factor will be to boost performance<br />

at the Fort Wayne location.<br />

43


44<br />

Management report on the Kolbenschmidt Pierburg Group<br />

The divisions<br />

Plain Bearings<br />

This division’s business concentrates<br />

on the development, manufacture and<br />

marketing of metal bearings for engine<br />

and other applications, as well as<br />

maintenance-free dry bearings for the<br />

automotive and mechanical engineering<br />

sectors. Moreover, copper-based<br />

continuous castings (tubes, bars, profiles)<br />

are also produced. KS Gleitlager<br />

GmbH is the division’s parent company.<br />

Sales raised further<br />

In the past fiscal year, the division’s<br />

sales volume was stepped up from<br />

the already high 2000 level by 3.2<br />

percent to €153.2 million. KS Gleitlager<br />

GmbH clearly increased sales,<br />

by 9.2 percent to €135.1 million<br />

(year-on-year). On account of the full<br />

start-up of customer projects in the<br />

engine bearings sector, incremental<br />

sales of around €5.5 million were<br />

achieved. With the division’s high-duty<br />

plain bearings (sputter technology),<br />

further shares were acquired in the<br />

market for direct-injection diesel<br />

engines.<br />

Plain Bearings 2000 <strong>2001</strong><br />

€million €million<br />

Net sales 148.4 153.2<br />

EBIT 6.8 17.7<br />

EBT 4.5 15.1<br />

Net income 1.9 6.0<br />

Capital expenditures 11.9 12.7<br />

Headcount at Dec. 31 1,094 1,045<br />

The Permaglide product group contributed<br />

to the sales increase through<br />

new automotive applications as well<br />

as through higher market shares.<br />

The mechanical engineering market,<br />

crucial for the rising volume of continuous<br />

castings business, was stable,<br />

sales here advancing by around €2.2<br />

million over the year before.<br />

In fiscal <strong>2001</strong>, KS Bearings Inc., USA,<br />

generated sales revenues of €26.1<br />

million, hence not re-achieving the<br />

prior year’s €31.2 million. The sharp<br />

economic downturn in the USA, especially<br />

in the heavy-duty sector with<br />

much reduced orders over 2000, is<br />

mainly responsible.<br />

The South American KS Bronzinas<br />

Ltda., Brazil, boosted sales in fiscal<br />

<strong>2001</strong> from €1.8 million to €2.1 million<br />

thanks to new customer projects and<br />

intensified export activity.<br />

Electroplating shop for<br />

trimaterial bearings<br />

at the Papenburg plant


46<br />

Lagebericht und Konzernlagebericht<br />

Checking the light-metal bushings<br />

for shape and dimensions<br />

at the Papenburg plant<br />

The divisions<br />

Plain Bearings<br />

In fiscal <strong>2001</strong>, the division’s EBT<br />

soared from €4.5 to €15.1 million,<br />

thus returning 9.9 percent on sales.<br />

At KS Gleitlager GmbH, the significantly<br />

improved earnings were ascribable to<br />

the metallic plain bearings product<br />

group. The pretax loss at KS Bearings<br />

Inc., USA, worsened over the previous<br />

year. Apart from the sales decrease<br />

this was attributable to expenses for<br />

a partial shutdown and relocation under<br />

the approved and already initiated<br />

restructuring program. KS Bronzinas<br />

Ltda., Brazil, upgraded its EBT over<br />

the previous year as a result of higher<br />

sales.<br />

Improved earnings<br />

In the past fiscal year, the division<br />

generated a gross cash flow of €16.0<br />

million. The total investment volume of<br />

€12.7 million was thus fully financed<br />

from the annual cash flow. As of yearend<br />

<strong>2001</strong>, Plain Bearings showed<br />

sound capital ratios. With total assets<br />

of €77.7 million, the division’s equity<br />

came to €16.9 million, equivalent to<br />

an equity ratio of 21.8 percent.<br />

For KS Gleitlager GmbH, we presently<br />

expect ongoing good business with<br />

sales inching up for all product groups<br />

and markets in Europe. With the commissioning<br />

of another coating line for<br />

high-duty plain bearings, the division’s<br />

own production in Papenburg is being<br />

extended in order to meet mounting<br />

market demands.<br />

Despite fiercer competition and the<br />

sustained pressure on margins, KS<br />

Gleitlager GmbH is targeting an EBT<br />

level above that of fiscal <strong>2001</strong> due to<br />

its product innovations and productivity<br />

enhancements.<br />

At the American subsidiary KS Bearings<br />

Inc., the shutdown and partial<br />

relocation project is top on the agenda<br />

in 2002. Following the discontinuation<br />

of some nonprofitable product groups<br />

in <strong>2001</strong>, the entire parts manufacture<br />

at Greensburg is being relocated to<br />

the new site at Fountain Inn, South<br />

Carolina, and Papenburg. This project,<br />

which is designed to re-achieve profitability,<br />

is scheduled for completion<br />

mid-2002.<br />

With sales up, the Brazilian subsidiary<br />

KS Bronzinas Ltda. expects to again<br />

deliver a profit.<br />

In 2002 as a whole, the division aims<br />

at higher segment earnings than in<br />

fiscal <strong>2001</strong>.<br />

47


48<br />

Management report on the Kolbenschmidt Pierburg Group<br />

The divisions<br />

Aluminum Technology<br />

Aluminum Technology subsumes the<br />

Kolbenschmidt Pierburg Group’s manufacture<br />

of cylinder crankcases (engine<br />

blocks) from aluminum and aluminumsilicon<br />

alloys. Pressure, low-pressure<br />

and squeeze casting processes are<br />

all applied. Through the planned collaboration<br />

with a partner, the division<br />

hopes to access the module manufacturing<br />

market–downstream machining<br />

and part assembly of engine blocks.<br />

The necessary costs were already inputted<br />

in <strong>2001</strong>.<br />

Sales clearly raised<br />

Due to its specific product range, the<br />

division managed in <strong>2001</strong> to generate<br />

a net sales gain of €19.6 million to<br />

€135.8 million, mainly at the parent<br />

company KS Aluminium-Technologie<br />

<strong>AG</strong>. The addition of a total €20.9<br />

million at this company is made up of<br />

Aluminum Technology 2000 <strong>2001</strong><br />

€million €million<br />

Net sales 116.2 135.8<br />

EBIT (1.7) 0.7<br />

EBT (5.2) (3.6)<br />

Net income/(net loss) (4.4) (3.1)<br />

Capital expenditures 16.4 21.2<br />

Headcount at Dec. 31 689 772<br />

higher series production sales (up<br />

€7.9 million) and a steep increase in<br />

development and tooling revenues<br />

(up €13.0 million). The rise in seriesproduction<br />

business was ascribable<br />

to higher shipments by our customers<br />

in the large-displacement engine sector,<br />

the start-up of new engine generations<br />

and a slight improvement in<br />

market shares. The again rising development<br />

and tooling sales over the<br />

high prior-year level reflect the division’s<br />

intense activities in preparing<br />

new products.<br />

Visual inspection of a<br />

BMW V8 engine block<br />

at the Neckarsulm plant


Testing an engine block<br />

for leakage at the<br />

Neckarsulm plant<br />

The divisions<br />

Aluminum Technology<br />

Less loss Further earnings<br />

In <strong>2001</strong> and at a negative €3.6 million,<br />

EBT at Aluminum Technology improved<br />

over the previous year's pretax loss of<br />

€5.2 million, as did the negative ROS<br />

from 4.5 to 2.7 percent. In the past fiscal<br />

year, KS Aluminium-Technologie<br />

<strong>AG</strong>’s earnings were again burdened<br />

by high start-up costs for new products<br />

in the low-pressure casting sector.<br />

Idle capacities at the new foundry as<br />

well as a product cancellation depressed<br />

EBT, customer compensation<br />

failing to completely recover the costs.<br />

From added tooling sales, no commensurately<br />

higher profits were earned,<br />

since tooling products incorporate<br />

little added value. KS Doehler Jarvis<br />

GmbH and Werkzeugbau Walldürn<br />

GmbH again delivered slight profits,<br />

however somewhat under the corre-<br />

sponding year-earlier level. The collectively<br />

negotiated pay raise and heavy<br />

start-up costs for the new series products<br />

generally burdened earnings.<br />

The development costs and cost input<br />

for process engineering required for<br />

the new low-pressure casting products,<br />

on the other hand, were clearly scaled<br />

back.<br />

The heavy investments in fiscal <strong>2001</strong><br />

due to numerous series production<br />

start-ups as well as the additional<br />

preparation for more new products<br />

(€21.2 million, up from €16.4 million)<br />

were as in the year before not covered<br />

by the gross cash flow of €8.7 million.<br />

Due to the additional sales and the<br />

necessary cost input, total assets<br />

rose as of December 31, <strong>2001</strong>, by 4.9<br />

percent to €129.7 million, as expected.<br />

With equity of €20.6 million at yearend<br />

<strong>2001</strong>, the division’s equity ratio<br />

amounted to 15.9 percent (down from<br />

19.2 percent).<br />

improvement<br />

expected in 2002<br />

In fiscal 2002, further product startups<br />

will significantly contribute to<br />

series-production sales, whereas<br />

older models will slowly phase out.<br />

Moreover, the current year will be<br />

affected by the start-up management<br />

of the products rolled out in <strong>2001</strong> and<br />

ready for series production in 2002.<br />

Despite the substantial cost input,<br />

which will squeeze earnings, the<br />

division expects a profit improvement<br />

through further sales and productivity<br />

enhancements.<br />

51


52<br />

Management report on the Kolbenschmidt Pierburg Group<br />

The divisions<br />

MotorEngineering<br />

MotorEngineering comprises the<br />

exhaust gas measuring equipment,<br />

workshop equipment, and flowmeter<br />

product groups.<br />

Industrial management<br />

transferred<br />

Within the Kolbenschmidt Pierburg<br />

Group, Pierburg Instruments GmbH<br />

had been the parent company for<br />

MotorEngineering until December 31,<br />

<strong>2001</strong>. As part of a joint venture and<br />

since the turn of <strong>2001</strong>/2002, AVL<br />

Holding GmbH, Graz, Austria, has<br />

acquired and held a majority stake in<br />

Pierburg Instruments GmbH and has<br />

taken over industrial management.<br />

At the same time, the wholly owned<br />

subsidiary Pierburg Instruments Inc.,<br />

Auburn Hills, Michigan, USA, operating<br />

in the American market for the development,<br />

production and marketing of<br />

flowmeter and exhaust gas measuring<br />

equipment, was sold and transferred<br />

as of January 1, <strong>2001</strong>, to AVL Michigan<br />

Holding Inc., Plymouth, Michigan, USA.<br />

MotorEngineering 2000 <strong>2001</strong><br />

€million €million<br />

Net sales 30.4 37.8<br />

EBIT (1.2) 8.4<br />

EBT (1.5) 7.5<br />

Net income/(net loss) (0.7) 6.1<br />

Capital expenditures 0.3 0.8<br />

Headcount at Dec. 31 210 --<br />

24-percent sales rise<br />

In fiscal <strong>2001</strong>, sales by MotorEngineering<br />

were revved up by around 24 percent,<br />

from €30.4 million to €37.8<br />

million.<br />

Pierburg Instruments GmbH generated<br />

sales of €34.3 million in <strong>2001</strong> (up from<br />

€25.6 million), the measuring equipment<br />

for workshops group posting<br />

sales of €10.6 million after €7.6 million<br />

a year before. The sales gain over<br />

2000 resulted from rising sales of<br />

workshop measuring equipment to<br />

a leading German carmaker.<br />

In <strong>2001</strong>, the flowmeters unit generated<br />

sales of €4.8 million, thus missing the<br />

previous year’s record by only €0.2<br />

million. The relocation in December<br />

<strong>2001</strong> of the entire production line including<br />

the test rigs led to the slightly<br />

lower level over the previous year. The<br />

launch of the KMA 121 new measuring<br />

system was well received by the market,<br />

a megaorder by a carmaker largely<br />

contributing to the tall order backlog.<br />

Assembling the<br />

PLU 401/121 measuring unit<br />

at the Neuss plant


The PLU 401/121 for continuous<br />

fuel consumption metering<br />

at the Neuss plant<br />

The divisions<br />

MotorEngineering<br />

Within Pierburg Instruments GmbH, the<br />

exhaust gas measuring unit generated<br />

sales of €18.9 million, hence €5.9<br />

million higher than one year before.<br />

The start-up difficulties encountered<br />

with the new AMA 4000 measuring<br />

system were successfully overcome.<br />

A wave of incoming contracts led to<br />

a very high order backlog, which, at<br />

€15.2 million, already meets 75 percent<br />

of the sales budgeted for all of<br />

2002.<br />

In <strong>2001</strong>, Pierburg Instruments Inc.<br />

posted sales of €5.4 million, €1.2 million<br />

below the year 2000. The economic<br />

situation in the USA meant that customers<br />

were most unwilling to invest,<br />

especially in the latter half of the year,<br />

and thus order intake for this company<br />

declined.<br />

Adjusted ROS at 5.3<br />

percent<br />

In <strong>2001</strong>, MotorEngineering yielded an<br />

EBT of €7.5 million after the previous<br />

year’s negative €1.5 million. Adjusted<br />

for the book gains from the disposal<br />

of Pierburg Instruments Inc. (€5.5 million),<br />

EBT was €2.0 million, equivalent<br />

to 5.3 percent of sales.<br />

Within Pierburg Instruments GmbH,<br />

the workshop measuring equipment<br />

unit expects sales to stay steady for<br />

this year. Due to high customer acceptance<br />

of the new 4000 product generation<br />

and tall order backlogs for the<br />

exhaust gas measuring unit as well<br />

as additional sales opportunities for<br />

flowmeter products through the globally<br />

present AVL distribution organization,<br />

Pierburg Instruments GmbH<br />

predicts healthy sales. Given these<br />

circumstances the present fiscal year<br />

2002 is expected to once again deliver<br />

sound earnings which will be included<br />

at equity in the consolidated financial<br />

statements of, pro rata of the voting<br />

interest held by, Kolbenschmidt Pierburg<br />

<strong>AG</strong>.<br />

55


56<br />

Management report on the Kolbenschmidt Pierburg Group<br />

The divisions<br />

Motor Service<br />

The Motor Service division subsumes<br />

the Kolbenschmidt Pierburg Group’s<br />

worldwide aftermarket activities for<br />

engine repair shops and the workshop<br />

trade. With economic effect as of January<br />

1, <strong>2001</strong>, the Irish company Vehicle<br />

Spares Ltd. was sold to an Irish competitor<br />

due to poor market presence<br />

combined with faltering sales and<br />

repeated losses. This investor still<br />

represents the KS brand in Ireland.<br />

Sales slightly widened<br />

In fiscal <strong>2001</strong>, the Motor Service division<br />

generated sales of €151.3 million<br />

(up from €149.0 million). The declining<br />

sales at the subsidiaries were outcompensated<br />

by rising sales at the<br />

parent company MSI Motor Service<br />

International GmbH. Despite the loss<br />

of Irish business, sales were elevated<br />

by more than €2 million over the previous<br />

year.<br />

Motor Service 2000 <strong>2001</strong><br />

€million €million<br />

Net sales 149.0 151.3<br />

EBIT 13.4 16.8<br />

EBT 10.4 13.4<br />

Net income 7.9 7.9<br />

Capital expenditures 0.8 1.0<br />

Headcount at Dec. 31 396 381<br />

All the traditional product groups<br />

posted, in some cases even steep,<br />

growth rates over fiscal 2000. Sales<br />

advanced especially in the regions of<br />

Eastern Europe, the Near/Middle East,<br />

Africa, Central America, and the Far<br />

East. Also generating momentum were<br />

improved customer service, customer<br />

loyalty programs and more customer<br />

staff training courses.<br />

Earnings well up<br />

With an EBT of €13.4 million, the previous<br />

year’s earnings of €10.4 million<br />

were again clearly raised. ROS thus<br />

amounted to 8.9 percent following<br />

the year-earlier 7.0 percent.<br />

Apart from the added sales, the higher<br />

earnings at the parent company MSI<br />

Motor Service International GmbH<br />

were also ascribable to better profit<br />

contributions compared with one year<br />

before. Moreover, the logistics, purchase<br />

and sales units were streamlined<br />

and thus rendered more efficient.<br />

Despite much higher sales, headcount<br />

growth lagged behind. The extra work<br />

was handled through overtime.<br />

The German subsidiary MTS Motorenteile-Service<br />

GmbH managed to slash<br />

its <strong>2001</strong> loss compared with 2000.<br />

Due to the still difficult market environment<br />

because of higher competitive<br />

pressure by OEMs, the company failed<br />

to break even. As part of a costs reengineering<br />

program, the foundation<br />

for a leaner organization was laid. All<br />

the logistic processes are now handled<br />

at a single location.<br />

Checking pistons<br />

prior to dispatch at<br />

the Neckarsulm plant


Ecotec test rig<br />

at the Neckarsulm plant<br />

The divisions<br />

Motor Service<br />

The French KS Motorac S.A. also implemented<br />

a restructuring program in fiscal<br />

<strong>2001</strong>. The related expenses squeezed<br />

earnings below the previous year’s<br />

level. Besides reviewing customer<br />

structures and product ranges, the program<br />

mainly comprised the concentration<br />

of warehousing functions at<br />

Lyon. The warehouse in Paris was<br />

closed by mid-year; apart from marketing,<br />

which is still handled in Paris,<br />

all the other corporate processes are<br />

carried out from the Lyon location.<br />

The British KS Winston Ltd. managed<br />

to whittle down its loss over the previous<br />

year. As of mid-<strong>2001</strong>, new management<br />

was appointed in order to<br />

achieve the company’s turnaround<br />

in the year 2002. The second half of<br />

<strong>2001</strong> was characterized by restructuring<br />

measures as, for instance, closing<br />

two of the warehousing locations and<br />

optimizing logistics processes.<br />

In <strong>2001</strong>, the environment for the Turkish<br />

KS Istanbul A.S. company was<br />

clouded by the plunging Turkish lira<br />

and the related national economic<br />

crisis. The loss in <strong>2001</strong> was mainly<br />

caused by the necessity of revaluing<br />

hard-currency liabilities. The Czech<br />

distribution company KS Motor Servis<br />

CZ s r.o. generated a slightly positive<br />

EBT. Due to plunging sales because<br />

of the devaluation of the Brazilian<br />

currency over the US dollar and the<br />

collapse of the Argentine market in<br />

<strong>2001</strong>, KS Produtos Automotivos S.A.<br />

showed a slump in earnings while not,<br />

however, slipping into the red.<br />

At €1.0 million (0.7 percent of sales),<br />

capital expenditures in the Motor<br />

Service division in <strong>2001</strong> were slightly<br />

above the previous year’s €0.8 million<br />

(0.5 percent of sales), absorbing only<br />

a minor portion of the cash flow of<br />

€9.6 million.<br />

With equity of €18.2 million and a<br />

related equity ratio of 16.5 percent in<br />

<strong>2001</strong> (down from 18.0 percent), the<br />

division has sufficient funds for future<br />

growth.<br />

2002 at a high level<br />

Fiscal 2002 is expected to result worldwide<br />

for MSI and all of its subsidiaries<br />

in a continuation of high-volume business<br />

combined with sustained profitability.<br />

In 2002, an important goal will<br />

be to ensure groupwide product availability,<br />

implement customer loyalty<br />

programs while simultaneously securing<br />

long-term supply sources. The<br />

core product lineup will be augmented<br />

by new production runs, especially of<br />

the plain bearings and pistons, as<br />

well as a program of items for “every<br />

aspect of the engine.”<br />

59


Balance sheet and income statement<br />

for the year ended December 31, <strong>2001</strong><br />

Kolbenschmidt Pierburg <strong>AG</strong>


62<br />

Kolbenschmidt Pierburg <strong>AG</strong><br />

Balance sheet of Kolbenschmidt Pierburg <strong>AG</strong>, Düsseldorf<br />

as of December 31, <strong>2001</strong>, according to HGB<br />

ASSETS<br />

€million 12-31-2000 12-31-<strong>2001</strong><br />

Fixed assets<br />

Intangible assets 0.0 0.0<br />

Tangible assets 0.2 0.3<br />

Financial assets 256.8 313.4<br />

Current assets<br />

Receivables and sundry assets<br />

257.0 313.7<br />

Trade receivables 0.0 0.6<br />

Due from group companies 166.1 126.9<br />

Sundry assets 0.4 3.3<br />

Cash & cash equivalents 24.2 7.5<br />

190.7 138.2<br />

Prepaid expenses & deferred charges 0.0 0.0<br />

EQUITY & LIABILITIES<br />

447.8 452.0<br />

€million 12-31-2000 12-31-<strong>2001</strong><br />

Stockholders’ equity<br />

Capital stock 68.1 71.7<br />

Additional paid-in capital 162.1 174.0<br />

Reserves retained from earnings 49.9 22.3<br />

Net earnings 34.6 14.0<br />

314.7 282.0<br />

Untaxed/special reserves 6.1 4.1<br />

Accruals<br />

Accruals for pensions and similar obligations 10.9 11.3<br />

All other accruals 31.9 13.4<br />

42.8 24.7<br />

Liabilities<br />

Due to banks 55.3 82.9<br />

Trade payables 0.6 0.7<br />

Due to group companies 28.2 57.5<br />

Sundry liabilities 0.2 0.2<br />

84.2 141.3<br />

447.8 452.0<br />

Income statement of Kolbenschmidt Pierburg <strong>AG</strong><br />

for the year ended December 31, <strong>2001</strong>, according to HGB<br />

€million 2000 <strong>2001</strong><br />

Income from investments 49.6 (4.0)<br />

Net interest income 6.0 4.3<br />

Net financial result 55.6 0.3<br />

Other operating income 21.3 13.5<br />

Personnel expenses (7.4) (7.4)<br />

Amortization/depreciation/write-down (0.1) (0.1)<br />

Other operating expenses (17.5) (15.5)<br />

Earnings before taxes (EBT) 51.8 (9.2)<br />

Income taxes (17.2) (4.4)<br />

Net income/(Net loss) 34.6 (13.6)<br />

Transfer from reserves retained from earnings 0.0 27.6<br />

Net earnings 34.6 14.0<br />

63


Consolidated financial statements <strong>2001</strong><br />

Kolbenschmidt Pierburg <strong>AG</strong>


Consolidated financial statements <strong>2001</strong> of Kolbenschmidt Pierburg <strong>AG</strong><br />

Kolbenschmidt Pierburg Group<br />

Consolidated balance sheet as of December 31, <strong>2001</strong><br />

ASSETS<br />

€million Note 12-31-2000 12-31-<strong>2001</strong><br />

Fixed assets (7)<br />

Intangible assets (8) 50.5 53.5<br />

Tangible assets (9) 657.4 681.7<br />

Investments stated at equity (10) 5.2 27.5<br />

Other financial assets (10) 5.8 27.8<br />

Current assets<br />

718.9 790.5<br />

Inventories (11) 264.9 244.3<br />

Trade receivables (12) 280.5 203.6<br />

All other receivables and sundry assets (12) 19.3 34.5<br />

Cash & cash equivalents (13) 54.8 21.2<br />

619.5 503.6<br />

Income tax assets (14) 46.3 45.3<br />

Prepaid expenses & deferred charges 3.9 3.6<br />

EQUITY & LIABILITIES<br />

Total equity (15)<br />

Kolbenschmidt Pierburg <strong>AG</strong> stockholders’ equity<br />

1,388.6 1,343.0<br />

Capital stock 68.1 71.7<br />

Additional paid-in capital 162.1 174.0<br />

Other reserves<br />

Group net income proratable to<br />

68.2 52.4<br />

Kolbenschmidt Pierburg <strong>AG</strong> stockholders 7.6 32.1<br />

306.0 330.2<br />

Minority interests 13.9 14.9<br />

Accruals<br />

319.9 345.1<br />

Accruals for pensions and similar obligations (16) 291.3 287.7<br />

Other accruals (17) 144.9 121.4<br />

Liabilities<br />

436.2 409.1<br />

Noncurrent financial debts (18) 209.4 199.1<br />

Current financial debts (18) 138.3 77.9<br />

Trade payables (18) 162.4 152.6<br />

All other liabilities (18) 60.3 101.3<br />

570.4 530.9<br />

Income tax liabilities (19) 44.3 34.6<br />

Deferred income (20) 17.8 23.3<br />

1,388.6 1,343.0<br />

Kolbenschmidt Pierburg Group<br />

Consolidated income statement for fiscal <strong>2001</strong><br />

€million Note 2000 <strong>2001</strong><br />

Net sales (21) 1,776.2 1,825.5<br />

Net inventory changes, other work and material capitalized (22) 28.3 7.8<br />

Total operating performance 1,804.5 1,833.3<br />

Other operating income (23) 34.4 57.1<br />

Cost of materials (24) (874.60) (924.0)<br />

Personnel expenses (25) (528.0) (522.0)<br />

Amortization/depreciation/write-down (26) (147.5) (147.9)<br />

Other operating expenses (27) (238.8) (210.2)<br />

Operating result 50.0 86.3<br />

Net interest expense (28) (32.9) (40.8)<br />

Net investment income and other financial results (29) 4.5 4.0<br />

thereof profit shares of investees stated at equity 0.5 0.7<br />

Net financial result (28.4) (36.8)<br />

Earnings before taxes (EBT) 21.6 49.5<br />

Income taxes (30) (14.2) (17.7)<br />

Group net income 7.4 31.8<br />

Minority interests (31) 0.2 0.3<br />

Group earnings (after minority interests) 7.6 32.1<br />

EBIT * 54.5 90.3<br />

EBITDA ** 202.0 238.2<br />

Earnings per share (EpS) (32) €0.28 €1.18<br />

* EBT plus net interest expense<br />

** EBT plus net interest expense and amortization/depreciation/write-down<br />

66 67


68<br />

Consolidated financial statements <strong>2001</strong> of Kolbenschmidt Pierburg <strong>AG</strong><br />

Kolbenschmidt Pierburg Group<br />

Cash flow statement for fiscal <strong>2001</strong><br />

€million Note (33) 2000 <strong>2001</strong><br />

Cash & cash equivalents at Jan. 1 (BoP) 45.2 54.8<br />

Group net income 7.4 31.8<br />

Amortization/depreciation/write-down of fixed assets 147.5 147.9<br />

Change in pension accruals 5.9 (5.3)<br />

Cash flow 160.8 174.4<br />

Net result from fixed-asset disposal 0.2 0.1<br />

Change in other accruals 27.9 (23.3)<br />

Change in inventories<br />

Change in receivables, liabilities (excl. financial debts)<br />

(38.8) 9.5<br />

and prepaid & deferred items 1.8 (24.3)<br />

Gain from deconsolidation 0.0 (5.4)<br />

Other noncash expenses and income, net (22.7) (3.5)<br />

Net cash provided by operating activities 129.2 127.5<br />

Cash outflow for additions to tangible and intangible assets (171.1) (174.7)<br />

Cash inflow from the disposal of tangible and intangible assets 6.6 1.3<br />

Cash outflow for additions to consolidated subsidiaries and financial assets (10.0) (11.9)<br />

Cash inflow from the disposal of consolidated subsidiaries and financial assets 0.6 21.0<br />

Net cash used in investing activities (173.9) (164.3)<br />

Capital paid in 0.0 15.4<br />

Dividends paid out (20.5) (34.6)<br />

Financial debts raised 97.6 37.9<br />

Financial debts redeemed (22.9) (15.7)<br />

Net cash provided by financing activities 54.2 3.0<br />

Cash-based change in cash & cash equivalents 9.5 (33.8)<br />

Parity-related change in cash & cash equivalents 0.1 0.2<br />

Total net change in cash & cash equivalents 9.6 (33.6)<br />

Cash & cash equivalents at Dec. 31 (EoP) 54.8 21.2<br />

Kolbenschmidt Pierburg Group<br />

Statement of changes in equity<br />

€million Note (15) Group<br />

net income Stockproratable<br />

holders’<br />

Reserves to Kolben- equity of<br />

Addi- Reserves from fair schmidt Kolbentional<br />

retained Currency and Pierburg <strong>AG</strong> schmidt<br />

Capital paid-in from translation other All other stock- Pierburg Minority Total<br />

stock capital earnings differences valuation reserves holders <strong>AG</strong> interests equity<br />

Balance at January 1, 2000 68.1 162.1 80.5 11.8 92.3 0.0 322.5 13.0 335.5<br />

Capital contributions 0.0 0.0 0.0<br />

Dividend payments (20.5) (20.5) (20.5) (20.5)<br />

Currency adjustments (3.6) (3.6) (3.6) 1.1 (2.5)<br />

Group net income 0.0 7.6 7.6 (0.2) 7.4<br />

Balance<br />

at December 31, 2000 68.1 162.1 60.0 8.2 0.0 68.2 7.6 306.0 13.9 319.9<br />

Adjustment from the first-time<br />

application of IAS 39 12.9 12.9 12.9 12.9<br />

Balance at January 1, <strong>2001</strong> 68.1 162.1 60.0 8.2 12.9 81.1 7.6 318.9 13.9 332.8<br />

Capital contributions 3.6 11.9 0.0 15.5 15.5<br />

Dividend payments (34.6) (34.6) (34.6) (34.6)<br />

Currency adjustments 0.5 0.5 0.5 1.3 1.8<br />

Differences from changes<br />

in consolidation group (1.9) (1.9) (1.9) (1.9)<br />

Other comprehensive income 7.6 (0.3) 7.3 (7.6) (0.3) (0.3)<br />

Group net income 0.0 32.1 32.1 (0.3) 31.8<br />

Balance<br />

at December 31, <strong>2001</strong> 71.7 174.0 31.1 8.7 12.6 52.4 32.1 330.2 14.9 345.1<br />

69


70<br />

Consolidated financial statements <strong>2001</strong> of Kolbenschmidt Pierburg <strong>AG</strong><br />

Kolbenschmidt Pierburg Group<br />

Segment report by divisions (primary segments)<br />

Segments Note (34)<br />

€million 2000 <strong>2001</strong> 2000 <strong>2001</strong> 2000 <strong>2001</strong> 2000 <strong>2001</strong> 2000 <strong>2001</strong> 2000 <strong>2001</strong> 2000 <strong>2001</strong> 2000 <strong>2001</strong> 2000 <strong>2001</strong><br />

Balance sheet<br />

Segment assets 478.7 512.6 457.1 487.5 76.0 76.7 123.7 129.7 20.1 0.0 103.5 108.3 1,259.1 1,314.8 74.7 7.0 1,333.8 1,321.8<br />

thereof investments at equity 0.0 19.9 5.2 7.6 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 5.2 27.5 0.0 0.0 5.2 27.5<br />

Total equity 153.1 143.7 44.9 154.0 4.8 16.9 23.7 20.6 0.8 0.0 19.1 18.2 246.4 353.4 73.5 (8.3) 319.9 345.1<br />

Segment liabilities 193.6 226.7 116.7 106.4 27.3 30.2 36.7 39.4 3.1 0.0 22.9 21.3 400.3 424.0 29.4 9.2 429.7 433.2<br />

Capital employed 285.1 285.9 340.4 381.1 48.7 46.5 87.0 90.3 17.0 0.0 80.6 87.0 858.8 890.8 45.3 (2.2) 904.1 888.6<br />

Net financial debts 5.9 15.5 176.4 111.1 24.3 10.2 54.9 60.6 14.1 0.0 58.7 65.8 334.3 263.2 (41.4) (7.4) 292.9 255.8<br />

Income statement<br />

Net external sales 758.8 813.6 589.2 551.2 136.0 138.5 115.9 135.3 27.5 35.7 148.6 150.9 1,776.0 1,825.2 0.2 0.3 1,776.2 1,825.5<br />

Intersegment transfers 11.6 6.2 17.3 20.3 12.4 14.7 0.3 0.5 2.9 2.1 0.4 0.4 44.9 44.2 (44.9) (44.2) 0.0 0.0<br />

Total segment sales 770.4 819.8 606.5 571.5 148.4 153.2 116.2 135.8 30.4 37.8 149.0 151.3 1,820.9 1,869.4 (44.7) (43.9)<br />

1,776.2 1,825.5<br />

thereof Germany (%) 42.6 40.9 19.2 19.9 57.8 58.3 63.7 56.2 45.0 64.0 11.0 9.8 34.8 35.0 0.0 0.0 33.7 33.7<br />

thereof abroad (%) 57.4 59.1 80.8 80.1 42.2 41.7 36.3 43.8 55.0 36.0 89.0 90.2 65.2 65.0 0.0 0.0 66.3 66.3<br />

EBITDA 1) 82.1 93.1 87.1 93.8 17.4 28.0 10.4 11.9 (0.7) 8.8 15.3 18.2 211.6 253.8 (9.6) (15.6)<br />

202.0 238.2<br />

thereof P/L of investments at equity 0.0 0.4 0.5 0.3 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.5 0.7 0.0 0.0 0.5 0.7<br />

thereof write up 0.0 0.0 0.0 2.5 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 2.5 0.0 0.0 0.0 2.5<br />

Amortization/depreciation/write-down (65.3) (68.3) (54.3) (53.7) (10.6) (10.3)<br />

(12.1) (11.2) (0.5) (0.4) (1.9) (1.4) (144.7) (145.3) (2.8) (2.6) (147.5) (147.9)<br />

thereof write-down 0.0 0.0 0.0 0.0 (1.4) (1.3) (0.5) 0.0 0.0 0.0 (0.1) 0.0 (2.0) (1.3) 0.0 0.0 (2.0) (1.3)<br />

EBIT 16.8 24.8 32.8 40.1 6.8 17.7 (1.7) 0.7 (1.2) 8.4 13.4 16.8 66.9 108.5 (12.4) (18.2) 54.5 90.3<br />

Net interest expense (9.6) (12.5) (18.8) (19.9) (2.3) (2.6) (3.5) (4.3) (0.3) (0.9) (3.0) (3.4) (37.5) (43.6) 4.6 2.8 (32.9) (40.8)<br />

EBT 7.2 12.3 14.0 20.2 4.5 15.1 (5.2) (3.6) (1.5) 7.5 10.4 13.4 29.4 64.9 (7.8) (15.4) 21.6 49.5<br />

Income taxes 0.1 1.8 (12.7) (10.9) (6.4) (9.1)<br />

0.8 0.5 0.8 (1.4) (2.5) (5.5) (19.9) (24.6) 5.7 6.9 (14.2) (17.7)<br />

Net income/(Net loss) 7.3 14.1 1.3 9.3 (1.9) 6.0 (4.4) (3.1) (0.7) 6.1 7.9 7.9 9.5 40.3 (2.1) (8.5) 7.4 31.8<br />

EBIT margin (%) 2.2 3.0 5.4 7.0 4.6 11.6 (1.5) 0.5 (3.9) 22.2 9.0 11.1 3.7 5.8 0.0 0.0 3.1 4.9<br />

Other data<br />

Pension expense 10.0 8.3 8.9 10.2 2.3 1.1 1.5 0.9 0.5 0.2 0.2 0.3 23.4 20.8 1.0 1.0 24.4 21.8<br />

Capital expenditures 75.4 80.4 65.0 57.7 11.9 12.7 16.4 21.2 0.3 0.0 0.8 1.0 169.8 173.0 1.3 1.6 171.1 174.6<br />

ROCE 6.3 8.7 9.9 11.1 13.2 37.2 (2.3) 0.8 (8.7) 0.0 17.0 20.0 8.2 12.4 0.0 0.0 6.3 10.1<br />

Headcount at Dec. 31 4,108.5 4,009.5 5,618.0 5,416.0 1,094.0 1,045.0 689.0 772.0 209.5 0.0 396.5 381.5 12,115.5 11,624.0 48.0 38.0 12,163.5 11,662.0<br />

1) Operating result + net financial result + amortization/depreciation/write-down<br />

Air Supply<br />

& Pumps<br />

Pistons Plain Bearings Aluminum<br />

Technology<br />

MotorEngineering Motor Service Aggregated total<br />

of segments<br />

Others/Consolidation/<br />

Holding Company<br />

Group<br />

71


72<br />

Consolidated financial statements <strong>2001</strong> of Kolbenschmidt Pierburg <strong>AG</strong><br />

Kolbenschmidt Pierburg Group<br />

Segment report by regions (secondary segments)<br />

Segments Note (34)<br />

Germany<br />

Net external sales by customer location 316.4 329.5 104.6 97.7 73.9 75.0 73.7 75.8 13.6 22.1 16.3 14.8 598.5 614.9<br />

Segment assets 256.6 306.1 129.8 161.4 50.3 53.7 123.7 129.7 14.5 0.0 77.2 85.5 652.1 736.4<br />

Capital expenditures 45.8 52.8 16.4 21.5 7.6 10.3 16.4 21.2 0.2 0.0 0.5 0.3 86.9 106.1<br />

Other Europe<br />

Net external sales by customer location 405.6 426.3 209.1 211.5 28.6 35.3 42.2 58.9 4.4 6.1 70.6 73.3 760.5 811.4<br />

Segment assets 189.3 174.2 64.0 62.9 0.0 0.0 0.0 0.0 0.0 0.0 18.5 15.8 271.8 252.9<br />

Capital expenditures 22.4 26.0 8.9 7.5 0.0 0.0 0.0 0.0 0.0 0.0 0.3 0.6 31.6 34.1<br />

North America<br />

Net external sales by customer location 27.7 44.7 243.0 204.5 28.7 24.7 0.0 0.0 6.4 5.4 2.6 4.6 308.4 283.9<br />

Segment assets 29.1 29.0 200.5 200.1 22.1 19.0 0.0 0.0 5.6 0.0 0.0 0.0 257.3 248.1<br />

Capital expenditures 5.7 1.6 27.3 20.1 4.2 1.5 0.0 0.0 0.1 0.0 0.0 0.0 37.3 23.2<br />

South America<br />

Net external sales by customer location 4.2 7.0 21.5 26.9 2.2 1.6 0.0 0.0 0.2 0.7 17.0 13.8 45.1 50.0<br />

Segment assets 3.7 3.3 62.8 63.1 3.6 4.0 0.0 0.0 0.0 0.0 7.8 7.0 77.9 77.4<br />

Capital expenditures 1.5 0.0 12.4 8.6 0.1 0.9 0.0 0.0 0.0 0.0 0.0 0.1 14.0 9.6<br />

Other regions<br />

Air Supply<br />

& Pumps<br />

Pistons Plain Bearings Aluminum<br />

Technology<br />

MotorEngineering Motor Service Aggregated total<br />

of segments<br />

€million 2000 <strong>2001</strong> 2000 <strong>2001</strong> 2000 <strong>2001</strong> 2000 <strong>2001</strong> 2000 <strong>2001</strong> 2000 <strong>2001</strong> 2000 <strong>2001</strong><br />

Net external sales by customer location 4.9 6.1 11.0 10.6 2.6 1.9 0.0 0.6 2.9 1.4 42.1 44.4 63.5 65.0<br />

Segment assets 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0<br />

Capital expenditures 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0<br />

73


74<br />

Consolidated financial statements <strong>2001</strong> of Kolbenschmidt Pierburg <strong>AG</strong><br />

Notes<br />

Accounting principles<br />

(1) General<br />

The consolidated financial statements<br />

of Kolbenschmidt Pierburg <strong>AG</strong> and its<br />

subsidiaries for the fiscal year <strong>2001</strong><br />

have for the first time been prepared<br />

in accordance with the International<br />

Accounting Standards (IAS) of the<br />

International Accounting Standards<br />

Board (IASB) and comprise balance<br />

sheet, income statement, cash flow<br />

statement, segment reports, and statement<br />

of changes in equity.<br />

All IAS effective at balance sheet date<br />

have been applied, as have the Interpretations<br />

of the Standing Interpretations<br />

Committee (SIC). The requirements<br />

of IAS 12 and IAS 19 (both<br />

revised 2000) have voluntarily been<br />

satisfied in the restated annual<br />

accounts 2000. The IAS 39 rules are<br />

applied as from Jan. 1, <strong>2001</strong>, restatement<br />

of the prior-year comparatives<br />

having been waived under the terms<br />

of IAS 39. The effects of the first-time<br />

application of IAS 39 have been recognized<br />

as of Jan. 1, <strong>2001</strong>, in equity only<br />

(other reserves).<br />

For enhanced transparency of presentation,<br />

certain items of the consolidated<br />

income statement and<br />

balance sheet have been subsumed<br />

in captions, however, which are<br />

broken down and detailed further<br />

below in these notes. The consolidated<br />

income statement has been<br />

prepared in the total-cost format.<br />

The consolidated financial statements<br />

are presented in euro (€), based on<br />

the official exchange rate of €1.00 =<br />

DM 1.95583. Amounts are almost<br />

throughout indicated in €million.<br />

With its IAS-based consolidated financial<br />

statements, Kolbenschmidt Pierburg<br />

<strong>AG</strong> has exercised the exemption<br />

option under the terms of Art. 292a<br />

HGB, viz. to draw up the consolidated<br />

accounts in accordance with internationally<br />

accepted accounting principles<br />

in lieu of consolidated financial<br />

statements according to German<br />

commercial accounting regulations.<br />

The assessment of whether the consolidated<br />

financial statements and<br />

group management report meet the<br />

prerequisites of Art. 292a HGB has<br />

been made in conformity with the<br />

DRSC interpretation in German<br />

Accounting Standard DRS-1. The<br />

present consolidated statements<br />

substantially reflect the following<br />

accounting and valuation methods in<br />

derogation of the German Commercial<br />

Code (HGB):<br />

– capitalization of internally created<br />

intangible assets<br />

– recognition at fair value of certain<br />

primary and derivative financial<br />

instruments<br />

– translation of non-euro receivables<br />

and payables at the current closing<br />

rate and recognition in net income<br />

of the resulting translation<br />

differences<br />

– capitalization of the asset and<br />

recognition of the residual liability<br />

under capital leases according to<br />

the definition criteria of IAS 17<br />

– measurement of pension accruals<br />

according to the projected unit<br />

credit (PUC) method with due<br />

regard to future pay rises and the<br />

corridor rule of IAS 19<br />

– waiver of providing for accrued<br />

liabilities if the probability of accrual<br />

utilization is below 50 percent<br />

– discounting of noncurrent accruals<br />

– accounting for deferred taxes<br />

according to the liability method<br />

The fiscal year of Kolbenschmidt Pierburg<br />

<strong>AG</strong> and its subsidiaries equals<br />

the calendar year. Kolbenschmidt<br />

Pierburg <strong>AG</strong> prepares consolidated<br />

financial statements on a voluntary<br />

basis, waiving the optional exemption<br />

under the terms of Art. 291(1) HGB.<br />

Kolbenschmidt Pierburg <strong>AG</strong>’s consolidated<br />

accounts will be included<br />

through the voluntarily prepared<br />

group accounts of Düsseldorf-based<br />

Rheinmetall <strong>AG</strong> in the statutory consolidated<br />

financial statements of<br />

Röchling Industrie Verwaltung GmbH,<br />

Mannheim, as the great grandparent<br />

and highest tier of consolidation.<br />

Rheinmetall <strong>AG</strong>'s consolidated financial<br />

statements will be deposited with<br />

the Commercial Register of the Local<br />

Court of Düsseldorf under number<br />

HRB 39401, and those of Röchling<br />

Industrie Verwaltung GmbH with the<br />

Commercial Register of the Local<br />

Court of Mannheim under number<br />

HRB 3594.<br />

75


76<br />

Consolidated financial statements <strong>2001</strong> of Kolbenschmidt Pierburg <strong>AG</strong><br />

Notes<br />

Accounting principles<br />

(2) Transition to IAS By rebasing the primary accounting<br />

system on IAS, international comparability<br />

of Kolbenschmidt Pierburg <strong>AG</strong>’s<br />

consolidated financial statements<br />

and other financial information about<br />

the Group has been enhanced.<br />

Reconciliation<br />

of equity to IAS<br />

€million<br />

The changeover to IAS has been based<br />

on the assumption that the IAS had<br />

The equity adjustments are mainly predicated on the following material facts:<br />

always been applied (SIC-8). The differences<br />

from restatements resulting<br />

from the Jan. 1, 2000 opening balances<br />

were recognized in equity only, to<br />

the debit or credit of the other reserves<br />

and the minority interests. The synopsis<br />

below summarizes the reconciliation<br />

of equity as of Dec. 31, 1999 (HGB),<br />

to equity as of Jan. 1, 2000 (IAS).<br />

Total equity (incl. minority interests) acc. to HGB at 12-31-1999 263.2<br />

Goodwill 35.0<br />

Tangible assets 56.8<br />

Current assets 9.0<br />

Untaxed/special reserves 11.2<br />

Accruals for pension and similar obligations (50.6)<br />

Other accruals 2.0<br />

Income taxes 2.2<br />

Sundry 6.7<br />

Total equity (incl. minority interests) acc. to IAS at 1-1-2000 * 335.5<br />

* IAS-based total equity (stockholders’ equity + minority interests) as of Jan. 1, 2000, includes minority interests of €13.0 million.<br />

– Goodwill created on or after Jan. 1, 1995, from acquisitions is capitalized in accordance with IAS 22 and amortized<br />

by straight-line charges over its useful life. Under HGB regulations, part of such goodwill was offset against the<br />

reserves retained from earnings.<br />

– Tangible assets, to which partly declining-balance depreciation had been charged, are now depreciated on a<br />

straight-line basis, except for the property, plant and equipment of insignificant companies.<br />

– Tangible assets held under capital leases (aka finance leases) are capitalized and the future rents (excluding<br />

interest portion) concurrently recognized as liability. According to SIC-12, special-purpose leasing firms are<br />

consolidated, too. Where sale & leaseback transactions are involved, the gains on asset disposal realized under<br />

HGB regulations have been recognized as deferred income.<br />

– Being based on tax regulations, untaxed/special reserves are not disclosed in the consolidated financial<br />

statements according to IAS.<br />

– The pension accruals, previously stated in the HGB-based accounts in accordance with Art. 6a German Income<br />

Tax Act (“EStG”), have been redetermined and are annually remeasured to account for future pay, pension and<br />

interest rate rises.<br />

–Accruals for impending losses from uncompleted contracts are recognized at direct production cost with due regard<br />

to directly proratable indirect materials and indirect labor, including production-related depreciation and pension<br />

expenses but excluding any general administrative and selling expenses. In conformity with IAS 37, expenses are<br />

not provided for.<br />

– Assets and liabilities from any future income tax relief or burden (deferred taxes) are recognized according to the<br />

liability method, based on the future tax load. Deferred taxes also include assets created by the offset of tax loss<br />

carryovers against anticipated future profits, however, always provided that their realization is reasonably certain.<br />

– Moreover, the Sundry line mainly mirrors the effects of IAS rules for the accounting treatment of development costs.<br />

(3) Group of consolidated companies Besides Kolbenschmidt Pierburg <strong>AG</strong>,<br />

the consolidated accounts include all<br />

German and foreign subsidiaries in<br />

which Kolbenschmidt Pierburg <strong>AG</strong><br />

holds the majority of voting rights<br />

(whether directly or indirectly). Principally,<br />

companies are initially consolidated<br />

or deconsolidated when control<br />

is transferred. Associated affiliates<br />

and joint ventures are stated at equity.<br />

The additions to investees stated at<br />

equity involve the following:<br />

12-31-2000 Additions Disposals 12-31-<strong>2001</strong><br />

Fully consolidated companies 47 -- (4) 43<br />

thereof German 20 -- (1) 19<br />

thereof foreign 27 -- (3) 24<br />

Investees stated at equity 1 2 -- 3<br />

thereof German -- 1 -- 1<br />

thereof foreign 1 1 -- 2<br />

The disposals from the consolidation<br />

group concern, apart from Pierburg<br />

Instruments GmbH, the following<br />

companies:<br />

– With effect as of December 31,<br />

<strong>2001</strong>/January 1, 2002, the share<br />

capital of Pierburg Instruments<br />

GmbH was raised to admit a new<br />

majority shareholder, thus reducing<br />

the Kolbenschmidt Pierburg Group’s<br />

equity interest in Pierburg Instruments<br />

GmbH to a mere 49 percent.<br />

As of December 31, <strong>2001</strong>, this company<br />

is carried at equity. While<br />

Pierburg Instruments GmbH had<br />

– As and when the controlling<br />

majority was transferred as of<br />

December 31, <strong>2001</strong>, the shares in<br />

Pierburg Instruments Inc. were<br />

sold at a price of €6.0 million.<br />

been fully consolidated in fiscal<br />

2000, this company has been<br />

carried at equity as from fiscal <strong>2001</strong>.<br />

– The other addition to investees<br />

carried at equity refers to Kolbenschmidt<br />

Pierburg Shanghai Nonferrous<br />

Components Co. Ltd., a<br />

joint venture formed in China with<br />

effect as of April 1, <strong>2001</strong>. The share<br />

of €11.5 million was paid up cash.<br />

– Moreover, the shares in Vehicle<br />

Spares Ltd. were sold and transferred<br />

at a price of £1 with economic<br />

effect as of January 1, <strong>2001</strong>.<br />

– In the year under review,<br />

SEM Bailly Compte S.A.S. was<br />

merged into Pierburg S.à.r.l.<br />

77


78<br />

Consolidated financial statements <strong>2001</strong> of Kolbenschmidt Pierburg <strong>AG</strong><br />

Notes<br />

Accounting principles<br />

The divestments and shareholding<br />

reductions in the period impacted on<br />

major asset and liability lines as of<br />

December 31, <strong>2001</strong>, and the consol-<br />

€million<br />

The subsidiaries and the investees<br />

stated at equity which are included in<br />

the consolidated financial statements<br />

of Kolbenschmidt Pierburg <strong>AG</strong> are<br />

idated income statement for fiscal<br />

<strong>2001</strong> as follows:<br />

Fixed assets (0.6)<br />

Current assets (excl. cash & cash equivalents) (19.1)<br />

Cash & cash equivalents (0.3)<br />

Income tax assets/prepaid expenses & deferred charges (0.3)<br />

(20.3)<br />

Pension accruals (2.1)<br />

Other accruals (1.3)<br />

Financial debts (0.6)<br />

Trade payables and all other liabilities (1.9)<br />

Income tax liabilities/deferred income (0.1)<br />

(6.0)<br />

Net sales (1.6)<br />

Operating result 0.3<br />

EBT 0.3<br />

Net income 0.3<br />

listed on pages 110 and 111. A comprehensive<br />

listing of the shareholdings<br />

of Kolbenschmidt Pierburg <strong>AG</strong> will be<br />

deposited with the Commercial<br />

(4) Consolidation principles The financial statements of consolidated<br />

German and foreign companies<br />

are prepared in accordance with<br />

groupwide uniform accounting and<br />

valuation methods.<br />

Companies in which a direct or indirect<br />

majority stake is held and over<br />

which a controlling influence can be<br />

exercised are subsidiaries. Subsidiaries<br />

included for the first time<br />

are consolidated according to the<br />

purchase method, specifically the<br />

book value method under the terms<br />

Register of the Local Court of<br />

Düsseldorf (HRB 34883).<br />

of IAS 22, by offsetting the cost of<br />

shares acquired against the subsidiaries’<br />

prorated equity. Any difference<br />

between cost and prorated<br />

equity is, if based on hidden reserves<br />

or burdens, allocated at the Group’s<br />

percentage shareholding in such<br />

hidden reserves or burdens to the<br />

subsidiaries’ assets and liabilities.<br />

Any net equity over cost is allocated<br />

to the assets of companies acquired<br />

and released over the assets’ average<br />

useful lives. Any residual net equity<br />

under or over cost is capitalized as<br />

goodwill or badwill within intangible<br />

assets. Goodwill is amortized over its<br />

estimated useful life. Any residual<br />

net equity under cost from pre-1995<br />

acquisitions has been offset against<br />

the Group's reserves retained from<br />

earnings. Upon deconsolidation the<br />

residual book values of goodwill and<br />

badwill are accounted for accordingly<br />

when measuring the net gain or loss<br />

on disposal.<br />

Expenses and income from intragroup<br />

transactions, as well as intercompany<br />

receivables and payables are elimi-<br />

Variations in the year of major<br />

currencies versus the €:<br />

In the local-currency financial statements<br />

of consolidated companies,<br />

currency receivables and payables<br />

nated in consolidation. Intercompany<br />

profits and losses are eliminated unless<br />

insignificant. Deferred taxes are<br />

recognized for temporary differences<br />

from consolidation, as required by<br />

IAS 12.<br />

Companies in which stakes between<br />

20 and 49 percent are held and over<br />

which a controlling influence is<br />

exercised (so-called associated affiliates)<br />

are stated at equity. To determine<br />

their goodwill (if any), principles<br />

analogous to consolidation are adopted,<br />

goodwill amortization being<br />

(5) Currency translation The functional currency concept has<br />

been adopted to translate the annual<br />

financial statements of non-German<br />

group companies into €. As a rule,<br />

their functional currency equals the<br />

local currency, except for a Turkish<br />

subsidiary. Therefore, assets and<br />

liabilities are translated at the mean<br />

current rates and the income statements<br />

at the annual average rates.<br />

The translation differences resulting<br />

herefrom, as well as those from translating<br />

prior-year carryovers are recognized<br />

in, and only in, equity. Goodwill<br />

created from the capital consolidation<br />

are translated at the current rate while<br />

for the translation of foreign-currency<br />

cash & cash equivalents, the current<br />

recognized in net investment income.<br />

Joint ventures (jointly controlled companies<br />

in which a 50-percent stake is<br />

owned) are also carried at equity.<br />

of non-German companies is carried<br />

at historical cost.<br />

The functional currency of the Turkish<br />

subsidiary is the euro (€), and its<br />

financial statements are accordingly<br />

prepared in €. Nonmonetary assets<br />

and liabilities are translated at the<br />

historical rate, income statement lines<br />

at the monthly average rates. The exchange<br />

rate gains/losses from this<br />

translation are recognized in financial<br />

income or expense, as appropriate.<br />

Mean rate in € at <strong>Annual</strong> average rate in €<br />

12-31-2000 12-31-<strong>2001</strong> 2000 <strong>2001</strong><br />

1 Brazilian real 0.5513 0.4852 0.5883 0.4823<br />

1 pound sterling 1.6044 1.6418 1.6431 1.6139<br />

1 Canadian dollar 0.7179 0.7092 0.7276 0.7221<br />

1 Czech koruna 0.0285 0.0312 0.0281 0.0294<br />

1 US dollar 1.0750 1.1334 1.0791 1.1176<br />

buying rate is used. Currency translation<br />

differences are duly recognized<br />

in the net financial result.<br />

79


80<br />

Consolidated financial statements <strong>2001</strong> of Kolbenschmidt Pierburg <strong>AG</strong><br />

Notes<br />

Accounting principles<br />

(6) Accounting and<br />

valuation methods<br />

The following unchanged useful lives<br />

underlie amortization:<br />

The following unchanged asset depreciation<br />

ranges (ADRs) apply to<br />

property, plant & equipment within<br />

tangible assets:<br />

Intangible assets<br />

Purchased intangible assets are capitalized<br />

at (acquisition) cost, internally<br />

created intangibles from which the<br />

Group is believed to derive future<br />

economic benefits and which can<br />

reliably be measured are recognized<br />

at production cost, either type of<br />

intangible asset being amortized by<br />

straight-line charges over the estimated<br />

useful life. Production cost covers<br />

all costs directly allocable to the production<br />

process, including any proratable<br />

production-related overheads.<br />

The cost of finance is not capitalized.<br />

R&D costs are principally expensed.<br />

Development costs are exceptionally<br />

capitalized and amortized on a<br />

straight-line basis if a newly developed<br />

product or process can be<br />

clearly defined, technologically realized<br />

and used either internally or is<br />

destined for marketing (IAS 38),<br />

and if there is a reasonable assurance<br />

that its costs will be recovered by<br />

future cash inflows. If certain factors<br />

hint at an impairment and the recoverable<br />

amount is below amortized<br />

cost, an intangible asset is written<br />

down. Wherever the reason for writedown<br />

has ceased to exist, the charge<br />

is reversed and the asset written up<br />

accordingly.<br />

Concessions, franchises, industrial property rights 2-20 years<br />

Development costs 5 years<br />

Goodwill from consolidation or the<br />

statement at equity is amortized<br />

over its estimated period of benefit,<br />

as a rule 15 to 20 years. The period<br />

is estimated with due regard to the<br />

Tangible assets<br />

Tangible assets are carried at depreciated<br />

cost less any write-down. The<br />

production cost of internally made<br />

tangible assets comprises all costs<br />

directly allocable to the production<br />

process, including the proratable production-related<br />

overheads. Borrowing<br />

expected benefits from the market<br />

position achieved through the acquisition<br />

and from the acquiree’s valueadding<br />

potential.<br />

costs are not capitalized as part of<br />

cost. Tangible assets are principally<br />

depreciated on a straight-line basis<br />

over their estimated useful lives unless<br />

in exceptional cases another<br />

method better reflects the pattern of<br />

use.<br />

IAS 40 is not applied since no investment<br />

properties exist.<br />

Buildings 20-77 years<br />

Other structures 8-20 years<br />

Production plant and machinery 3-20 years<br />

Other plant, factory and office equipment 2-23 years<br />

Tangible assets obtained under capital<br />

leases are capitalized at the lower<br />

of their fair values or the present value<br />

of minimum rents and depreciated<br />

over the shorter of their estimated<br />

useful lives or underlying lease terms<br />

(IAS 17). If certain factors hint at an<br />

impairment and the recoverable<br />

amount is below depreciated cost,<br />

a tangible asset is written down.<br />

Wherever the reason for write-down<br />

has ceased to exist, the charge is<br />

reversed and the asset written up<br />

accordingly.<br />

Financial assets The shares in nonconsolidated group Long-term loans bearing interest at<br />

companies and in associated affiliates<br />

not stated at equity and the other<br />

fair market rates are carried at par.<br />

long-term securities, all shown as The shares in associated affiliates<br />

financial assets, are carried at their and joint ventures disclosed as such<br />

fair values. The fair value of nonlisted are stated at equity. Based on the cost<br />

shares is derived from the going at share acquisition date, the invest-<br />

concern value, the latter being determent book value is increased or<br />

mined by means of generally accepted decreased to reflect the changes in<br />

appraisal and valuation techniques. equity of the associated affiliates or<br />

Changes in fair value are not recog- joint ventures to the extent such<br />

nized in income until realized. changes are allocable to the shares<br />

However, if a value has been impaired held by the Kolbenschmidt Pierburg<br />

and fallen below cost, even unrealized<br />

losses are recognized in net income.<br />

Group.<br />

Inventories and prepayments<br />

received<br />

Inventories are recognized at cost,<br />

as a rule applying the average-price<br />

method to acquisition cost whereas<br />

production cost includes the absorbed<br />

costs according to IAS 2 and is determined<br />

on the basis of normal workloads.<br />

Specifically, capitalized production<br />

cost comprises direct costs<br />

plus any portions of indirect materials,<br />

indirect manufacturing costs (labor,<br />

etc.), as well as production-related<br />

depreciation and pension expenses,<br />

but excludes any borrowing costs<br />

(IAS 23). Risks inherent in inventories<br />

due to reduced utility or to obsolescence<br />

are adequately allowed for. If<br />

the net realizable value (NRV) of any<br />

inventories at balance sheet date is<br />

below their carrying value, such in-<br />

ventories are written down to NRV.<br />

If the NRV of inventories previously<br />

written down has risen, the ensuing<br />

write-up is offset against cost of<br />

materials (raw materials and supplies)<br />

or shown as increase in inventories<br />

of finished products and work in<br />

process (WIP).<br />

Prepayments received from customers<br />

are recognized as liabilities.<br />

Receivables and sundry assets Receivables and sundry assets are fair-valued as of the balance sheet<br />

capitalized at cost. Adequate allowances<br />

provide for bad debts and<br />

doubtful accounts. Non-euro receivables<br />

are translated at the mean<br />

current rate. Short-term securities are<br />

date. Changes in fair value are not<br />

recognized in income until realized.<br />

However, if a value has been impaired<br />

and fallen below cost, even unrealized<br />

losses are recognized in net income.<br />

81


82<br />

Consolidated financial statements <strong>2001</strong> of Kolbenschmidt Pierburg <strong>AG</strong><br />

Notes<br />

Accounting principles<br />

Deferred taxes<br />

Deferred taxes are duly recognized on<br />

the differences between the values of<br />

assets and liabilities in the consolidated<br />

balance sheet and those in the<br />

individual companies' tax accounts if<br />

such different values entail a higher<br />

or lower taxable income than would be<br />

the case if the consolidated balance<br />

sheet prevailed. Differences between<br />

the investment book value in the tax<br />

accounts and the investee’s equity<br />

are not recognized since, for lack of<br />

any intention to dispose of such investees,<br />

the valuation differences will<br />

not reverse in the foreseeable future.<br />

Deferred tax assets also include tax<br />

reduction claims from the expected<br />

future utilization of tax loss carryovers<br />

(if their realization is reasonably certain).<br />

If the recent history of a company<br />

reports a series of losses, deferred<br />

tax assets from unutilized tax<br />

losses or credits are only recognized<br />

to the extent that the company shows<br />

sufficient taxable temporary differences<br />

or that conclusive substantive<br />

evidence exists which suggests with<br />

reasonable assurance that sufficient<br />

taxable income will be earned by the<br />

company to utilize the hitherto unused<br />

tax losses or credits. Deferred taxes<br />

are determined by applying the local<br />

tax rates current or anticipated in each<br />

country at the time of realization.<br />

Due to the reduction in corporate income<br />

tax rates, resolved and meantime<br />

enacted in Germany under the<br />

tax reform, to a standard 25 percent,<br />

the prior-year deferred tax rate had to<br />

be clipped from 50 to 40 percent in<br />

Germany. Deferred tax assets and liabilities<br />

that reverse in future periods<br />

were adjusted accordingly, to the<br />

debit or credit of net income or equity,<br />

depending on whether initially recognized<br />

in net income or in reserves.<br />

Deferred taxation rates outside of<br />

Germany ranged between an unchanged<br />

32.5 and 38 percent.<br />

Minority interests Minority interests represent those equity as well as to Group net income.<br />

Accruals<br />

Accruals for pensions and similar obligations<br />

are determined according to<br />

the internationally accepted projected<br />

unit credit (PUC) method, which is<br />

predicated not only on expected future<br />

pay and pension increases but<br />

also other actuarial assumptions.<br />

The actuarial gains and losses ensuing<br />

from differences between actuarial<br />

assumptions and actual trends<br />

of the underlying parameters give rise<br />

to a gap between the present value of<br />

portions of a subsidiary’s net income<br />

and equity which are allocable to<br />

shares not held by Kolbenschmidt<br />

Pierburg <strong>AG</strong>, whether directly, or indirectly<br />

via other subsidiaries. Minority<br />

interests are shown in separate lines,<br />

in addition to debt and stockholders’<br />

the defined benefit obligation (DBO)<br />

and the pension liabilities accrued<br />

in the balance sheet. Actuarial gains<br />

and losses outside a 10-percent corridor<br />

of the DBO are distributed over<br />

the average residual service years of<br />

employees. The fair market value of<br />

any existing pension fund assets is<br />

deducted from pension accruals.<br />

Service cost is treated as personnel<br />

expense while the interest portion of<br />

pension provisions in the fiscal year<br />

is shown within the net financial<br />

result.<br />

Minority interests in losses are offset<br />

against the majority interests in the<br />

Group’s equity and Group net income<br />

unless a contractual obligation exists<br />

for the minority shareholders to absorb<br />

and offset such losses.<br />

The remaining accruals according to<br />

IAS 37 provide at balance sheet date<br />

for all identifiable legal and constructive<br />

commitments and obligations to<br />

third parties if based on past transactions<br />

or events and if their amount,<br />

due date or maturity is uncertain. If<br />

the probability of their utilization exceeds<br />

50 percent, accruals are measured<br />

at the best estimate of settlement<br />

amount. Noncurrent accruals are<br />

shown, if the effect of discounting is<br />

significant, at the settlement amount<br />

discounted as of balance sheet date.<br />

Liabilities Pursuant to IAS 39, liabilities are capital leases are recognized at the<br />

measured at amortized cost, which<br />

as a rule equals their settlement or<br />

repayment amounts. Liabilities under<br />

Prepaid and deferred items Such items are shown to appropriately Public grants and subsidies for<br />

recognize pro rata temporis (p.r.t.)<br />

prepaid rents, interest, insurance<br />

premiums, non-public investment<br />

grants or allowances, etc.<br />

present value of rents. Liabilities denominated<br />

in any non-euro currency<br />

are translated at the mean current rate.<br />

capital expenditures are recognized<br />

as deferred income in line with IAS 20.<br />

Operating income and expenses Net sales (revenues) and other oper- Operating expenses are recognized<br />

Derivative financial instruments<br />

Within the Kolbenschmidt Pierburg<br />

Group, financial derivatives are solely<br />

used to hedge against currency and<br />

interest rate risks from operations.<br />

In the prior-year accounts as of Dec.<br />

31, 2000, valuation units were regularly<br />

created between an underlying<br />

transaction and the offsetting hedge<br />

provided that, if intended and viewed<br />

at arm’s length, both the underlying<br />

transaction and the hedge were interrelated<br />

for one use and functional<br />

purpose, with the result that gains<br />

and losses from the underlying transactions<br />

and the hedge would very<br />

likely level. Where currency forwards<br />

contrasted with an asset or liability<br />

at balance sheet date, currency translation<br />

was based on the hedged rate.<br />

Where currency forwards referred to<br />

cash inflows or outflows in foreign<br />

currency, the derivative was not rec-<br />

ating income are recognized upon performance<br />

of the contract for goods/<br />

services or upon passage of risk to<br />

the customer.<br />

ognized due to the offsetting effect<br />

of the underlying transaction.<br />

An accrual provided for impending<br />

losses if a derivative was used to<br />

hedge proposed currency transactions<br />

and its market value was negative.<br />

Future interest rate differences from<br />

interest rate swaps were not recognized<br />

due to the compensatory effect<br />

of the underlying transaction. Option<br />

premiums paid when contracting interest<br />

rate or currency hedges, were<br />

carried under sundry assets at the<br />

lower of cost or market until the option<br />

was either exercised or expired.<br />

Upon the first-time application of IAS<br />

39 Financial Instruments as from<br />

January 1, <strong>2001</strong>, a financial derivative<br />

is initially recognized at settlement<br />

date, which would normally lag just a<br />

few days behind the trading date.<br />

Principally, any changes in the fair<br />

value of financial derivatives are<br />

immediately recognized in net income<br />

unless an effective hedge exists that<br />

when caused or when the underlying<br />

service, etc. is used.<br />

satisfies the criteria of IAS 39. In this<br />

case, the changes in the derivative’s<br />

value would not impact on net income<br />

until after the hedged underlying<br />

transaction has fallen due or<br />

been settled. If the derivative is a<br />

cash flow hedge (CFH) and hence<br />

used to effectively hedge expected<br />

future cash flows, changes in the<br />

financial derivative’s fair value are<br />

recognized under the other reserves<br />

only and not in net income.<br />

Changes in the value of financial derivatives<br />

used in fair value hedges<br />

(FVHs) to effectively hedge the fair<br />

value of recognized assets and liabilities<br />

are posted to net income as<br />

are any changes in the hedged assets<br />

or liabilities (where appropriate, by<br />

adjusting their book values), with the<br />

result that the compensatory effects<br />

are all reflected in the income statement.<br />

83


84<br />

Consolidated financial statements <strong>2001</strong> of Kolbenschmidt Pierburg <strong>AG</strong><br />

Notes<br />

Comments on the consolidated balance sheet<br />

(7) Fixed-asset analysis<br />

€million<br />

1-1-<strong>2001</strong><br />

First-time<br />

application<br />

of IAS 39<br />

Book<br />

Changes<br />

in<br />

consolidation<br />

Translation 12-31-<br />

Additions Disposals transfers group<br />

differences <strong>2001</strong> 1-1-<strong>2001</strong> Additions Disposals Write-up<br />

Intangible assets<br />

Development costs<br />

and other internally created intangible assets 8.7 0.0 4.3 0.0 0.0 0.0 0.0 13.0 3.8 1.7 0.0 0.0 0.0 0.0 0.0 5.5 4.9 7.5<br />

Concessions, franchises, industrial property rights and licenses 18.9 0.0 1.1 2.7 0.3 (2.6) 0.0 15.0 13.9 1.8 2.7 0.0 0.0 (2.6) 0.0 10.4 5.0 4.6<br />

Goodwill 61.5 0.0 0.0 0.0 (0.5) (1.3) 0.4 60.1 18.4 2.3 0.0 0.0 (0.5) 0.3 0.4 20.9 43.1 39.2<br />

Badwill from consolidation (6.6) 0.0 0.0 0.0 0.0 0.0 0.0 (6.6) (3.8) 0.0 0.0 (1.6) 0.0 0.0 0.0 (5.4) (2.8) (1.2)<br />

Prepayments on intangibles 0.3 0.0 3.4 0.0 (0.3) 0.0 0.0 3.4 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.3 3.4<br />

Tangible assets<br />

Land, equivalent titles and buildings<br />

82.8 0.0 8.8 2.7 (0.5) (3.9) 0.4 84.9 32.3 5.8 2.7 (1.6) (0.5) (2.3) 0.4 31.4 50.5 53.5<br />

(incl. buildings on leased land) 330.7 0.0 2.5 0.5 2.6 (0.2) 0.7 335.8 118.5 11.5 0.2 0.0 0.0 0.0 0.1 129.9 212.2 205.9<br />

Production plant and machinery 1,016.8 0.0 65.6 17.5 25.8 (0.7) 8.0 1,098.0 685.2 95.8 17.1 0.0 0.5 (0.8) 4.8 768.4 331.6 329.6<br />

Other plant, factory and office equipment 248.9 0.0 37.8 24.3 8.5 (3.5) (2.1) 265.3 183.4 34.8 23.7 0.0 0.0 (3.1) (1.8) 189.6 65.5 75.7<br />

Prepayments on tangibles, construction in progress 48.1 0.0 59.9 1.3 (36.4) (0.2) 0.4 70.5 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 48.1 70.5<br />

Financial assets<br />

1,644.5 0.0 165.8 43.6 0.5 (4.6) 7.0 1,769.6 987.1 142.1 41.0 0.0 0.5 (3.9) 3.1 1,087.9 657.4 681.7<br />

Shares in joint ventures 0.0 0.0 12.0 0.0 0.0 0.0 0.0 12.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 12.0<br />

Shares in associated affiliates 7.7 0.0 8.4 0.6 0.0 0.0 0.0 15.5 2.5 0.0 0.0 2.5 0.0 0.0 0.0 0.0 5.2 15.5<br />

Other long-term securities 3.7 21.6 0.0 0.0 0.0 0.0 0.0 25.3 0.3 0.0 0.0 0.0 0.0 0.0 0.0 0.3 3.4 25.0<br />

Other long-term loans 2.5 0.0 1.2 0.8 0.0 0.0 0.0 2.9 0.1 0.0 0.0 0.0 0.0 0.0 0.0 0.1 2.4 2.8<br />

13.9 21.6 21.6 1.4 0.0 0.0 0.0 55.7 2.9 0.0 0.0 (2.5) 0.0 0.0 0.0 0.4 11.0 55.3<br />

Total 1,741.2 21.6 196.2 47.7 0.0 (8.5) 7.4 1,910.2 1,022.3 147.9 43.7 (4.1) 0.0 (6.2) 3.5 1,119.7 718.9 790.5<br />

(8) Intangible assets The intangible assets mainly comprise<br />

goodwill from consolidation, as well<br />

as capitalized development costs.<br />

In the year under review, research<br />

expenses of €79.8 million were<br />

incurred (up from €79.1 million).<br />

Total amortization of intangible assets<br />

of €5.8 million (down from €6.5 million)<br />

includes write-down of €0.1 million<br />

(up from €0 million). The badwill<br />

was amortized to other operating income<br />

at €1.6 million (up from €1.3<br />

million).<br />

Gross values Amortization/depreciation/write-down<br />

Net values<br />

Book<br />

transfers<br />

Changes<br />

in<br />

consolidation<br />

group<br />

(9) Tangible assets Depreciation in the period totaled<br />

€142.1 million (down from €147.6<br />

million) and includes write-down at<br />

€1.3 million (down from €2.0 million).<br />

Under an impairment test, one company<br />

wrote down production plant and<br />

machinery due to the closedown of<br />

production lines which was approved<br />

in a final restructuring plan.<br />

Translation<br />

differences<br />

12-31-<br />

<strong>2001</strong><br />

12-31-<br />

2000<br />

12-31-<br />

<strong>2001</strong><br />

Encumbrances of €20.2 million (virtually<br />

unchanged) rest on land and<br />

buildings to collateralize long-term<br />

investment loans. Moreover, production<br />

plant and machinery of €9.7<br />

million (up from €2.2 million) and<br />

future fixed-asset additions of €4.0<br />

million (down from €11.5 million)<br />

were assigned as security for an investment<br />

loan.<br />

85


86<br />

Consolidated financial statements <strong>2001</strong> of Kolbenschmidt Pierburg <strong>AG</strong><br />

Notes<br />

Comments on the consolidated balance sheet<br />

Rents falling due under capital leases<br />

in the years ahead:<br />

The tangible assets capitalized under<br />

capital leases and from the consolidation<br />

of special-purpose leasing<br />

firms total €89.6 million (down from<br />

€99.2 million), of which €44.8 million<br />

(down from €46.2 million) is allocable<br />

to a long-term property lease and to<br />

the consolidation of several specialpurpose<br />

leasing firms formed to fi-<br />

Rents due in succeeding years under capital leases<br />

nance various properties and buildings;<br />

another €44.8 million (down<br />

from €53.0 million) refers exclusively<br />

to capital leases for production plant<br />

and machinery used in current production.<br />

Leases for personal property<br />

principally provide for a purchase<br />

option. Lease terms vary between<br />

4 and 10 years.<br />

€million 2002 2003-2006 after 2006<br />

Rents 13.7 49.8 45.7<br />

Discount 0.9 8.3 11.5<br />

Present values 12.8 41.5 34.2<br />

Rents include €37.4 million of<br />

payments to banks of consolidated<br />

special-purpose leasing firms.<br />

Rents due in succeeding years under operating leases<br />

€million 2002 2003-2006 after 2006<br />

Land and buildings 2.0 5.5 23.1<br />

Production plant and machinery 1.6 1.9 0.0<br />

Other leases 0.6 1.4 0.0<br />

The rents for land and buildings chiefly<br />

refer to a long-term property lease that<br />

neither includes a purchase option<br />

nor a firmly agreed passage of title<br />

and, therefore, is an operating lease.<br />

4.2 8.8 23.1<br />

In the year under review, €2.3<br />

million was paid under operating<br />

leases and recognized in net<br />

income. No subleases existed.<br />

(10) Financial assets Analysis of shares in joint ventures<br />

and associated affiliates:<br />

€million<br />

Joint ventures<br />

Kolbenschmidt Pierburg Shanghai<br />

Nonferrous Components Co. Ltd. 0.0 11.6 0.5 0.0 0.0 0.1 12.0<br />

Associated affiliates<br />

Pierburg Instruments GmbH, a subsidiary<br />

fully consolidated in 2000,<br />

has been stated at equity as of<br />

December 31, <strong>2001</strong>.<br />

Long-term securities<br />

The Kolbenschmidt Pierburg Shanghai<br />

Nonferrous Components Co. Ltd.<br />

joint venture was formed with effect<br />

as of April 1, <strong>2001</strong>. The joint venture’s<br />

€million<br />

Book<br />

value<br />

1-1-<strong>2001</strong> Additions<br />

P/L share<br />

Kolbenschmidt Shanghai Piston Co. Ltd. 5.2 0.0 0.5 0.6 2.5 0.0 7.6<br />

Pierburg Instruments GmbH 0.0 7.9 0.0 0.0 0.0 0.0 7.9<br />

5.2 7.9 0.5 0.6 2.5 0.0 15.5<br />

Assets 1) 22.5<br />

Equity 10.6<br />

Debt 2) 12.0<br />

Net sales 15.4<br />

EBT 0.5<br />

1) including income taxes and prepaid expenses & deferred charges<br />

2) accruals, liabilities, income taxes, deferred income<br />

The other long-term loans are carried<br />

at amortized cost pursuant to IAS 39.<br />

proratable assets, liabilities, income<br />

and expenses presented the following<br />

balances at Dec. 31, <strong>2001</strong>:<br />

€million 12-31- 12-31-<br />

2000 <strong>2001</strong><br />

Book value 3.4 25.0<br />

Fair value 25.0 25.0<br />

Unrealized gain 21.6 21.6<br />

All these securities are available for<br />

sale. The first-time application of IAS<br />

39 implied the initial fair valuation of<br />

one investee. €21.6 million was recognized<br />

as unrealized gain within equity.<br />

Dividend<br />

payments Write-up<br />

Goodwill<br />

amortization<br />

Book<br />

value<br />

12-31-<br />

<strong>2001</strong><br />

Long-term securities at a total book<br />

value of €0.8 million for which no<br />

quoted market price is available and<br />

whose fair value cannot reliably be determined<br />

are stated at amortized cost.<br />

87


88<br />

Consolidated financial statements <strong>2001</strong> of Kolbenschmidt Pierburg <strong>AG</strong><br />

Notes<br />

Comments on the consolidated balance sheet<br />

(11) Inventories<br />

(12) Receivables and sundry assets<br />

€million 12-31- 12-31-<br />

2000 <strong>2001</strong><br />

Raw materials and supplies 79.7 81.0<br />

Work in process 75.9 54.9<br />

Finished products and merchandise 104.4 107.1<br />

Prepayments made 4.9 1.3<br />

The book value of inventories stated<br />

at the lower NRV totals €68.9 million<br />

(down from €74.7 million). In the<br />

year under review, €2.8 million (down<br />

from €4.9 million) of inventories pre-<br />

The disclosed book values of the<br />

monetary assets covered by these<br />

items approximate their fair values.<br />

Under an ABT program, the Kolbenschmidt<br />

Pierburg Group sells trade<br />

receivables on a revolving basis up<br />

to a maximum volume of €129 million.<br />

After these receivables had still re-<br />

264.9 244.3<br />

viously written down was written up<br />

as NRV had risen.<br />

Inventories do not collateralize any<br />

liabilities.<br />

€million thereof thereof<br />

12-31- due after 12-31- due after<br />

2000 1 year <strong>2001</strong> 1 year<br />

Trade receivables<br />

thereof due from<br />

280.5 0.0 203.6 0.1<br />

group companies 0.0 0.0 3.4 0.0<br />

joint ventures and associated affiliates 0.0 0.0 1.2 0.0<br />

All other receivables and sundry assets 19.3 1.2 34.5 3.4<br />

299.8 1.2 238.1 3.5<br />

quired recognition as assets in 2000,<br />

contract amendments effective as from<br />

<strong>2001</strong> resulted in the sold receivables<br />

being treated as such pursuant to IAS<br />

39 and hence no longer recognized in<br />

the balance sheet. As of Dec. 31, <strong>2001</strong>,<br />

the receivables sold had a par value of<br />

€99.0 million.<br />

Breakdown of the remaining<br />

receivables and sundry assets:<br />

(13) Cash & cash equivalents<br />

(14) Income tax assets<br />

The deferred taxes include tax reduction<br />

claims of €22.4 million (up from<br />

€16.6 million) derived from loss carryovers<br />

utilizable in future periods. Loss<br />

carryovers are stated on the basis of<br />

corporate planning data at the amount<br />

of budgeted future taxable income.<br />

€million 12-31- 12-31-<br />

Accounts due for/from<br />

2000 <strong>2001</strong><br />

non-income taxes 5.9 11.2<br />

financing 1.9 7.8<br />

prepayments made 1.1 6.2<br />

guaranty fund 1.5 1.3<br />

investment grants/allowances 1.0 0.9<br />

sundry assets 7.9 7.1<br />

€million 12-31- 12-31-<br />

2000 <strong>2001</strong><br />

Cash on hand and in bank (incl. checks) 47.1 21.2<br />

Due under intercompany finance arrangements 7.7 0.0<br />

The accounts due under intercompany<br />

finance arrangements result from the<br />

investment of monies due on demand<br />

from Rheinmetall Finanz GmbH.<br />

Over and above the deferred tax assets<br />

from loss carryovers and tax credits,<br />

German and foreign tax loss carryovers<br />

exist at a total €131.7 million<br />

(up from €92.4 million) which was not<br />

recognizable. The German loss carryovers<br />

are not subject to expiration<br />

19.3 34.5<br />

54.8 21.2<br />

Such investments are not exposed<br />

to any valuation risk. Their fair value<br />

approximates their book value.<br />

€million 12-31- 12-31- thereof thereof not<br />

2000 <strong>2001</strong> recognized in recognized in<br />

Deferred taxes net income net income<br />

from temporary differences 22.7 18.4 18.3 0.1<br />

from loss carryovers 16.6 22.4 22.4 0.0<br />

39.3 40.8 40.7 0.1<br />

Income tax refundable by the tax office 7.0 4.5 4.5 0.0<br />

46.3 45.3 45.2 0.1<br />

whereas the foreign ones as a rule are<br />

(e.g., in the United States utilizable<br />

within 20 years). Furthermore, deferred<br />

tax assets from temporary<br />

differences at a total €104.6 million<br />

(up from €93.3 million) were not<br />

recognized. Deferred taxes adjusted<br />

89


90<br />

Consolidated financial statements <strong>2001</strong> of Kolbenschmidt Pierburg <strong>AG</strong><br />

Notes<br />

Comments on the consolidated balance sheet<br />

in prior periods were written up at<br />

€0.6 million (up from €0 million).<br />

According to the German Tax Reduction<br />

Act of Oct. 23, 2000, the changeover<br />

from the imputation system to<br />

the split rate system (split income<br />

taxation) is accompanied by a 15-year<br />

transition period during which dividends<br />

distributed from EK-40 equity<br />

portions formerly subject to the full<br />

(15) Total equity Kolbenschmidt Pierburg <strong>AG</strong>’s capital<br />

stock amounts to €87.1 million and is<br />

divided into 28,003,395 no-par bearer<br />

shares of fully voting common stock.<br />

There is no unpaid capital subscribed.<br />

The Executive Board is authorized to<br />

raise the capital stock on or before<br />

June 30, 2003, after first obtaining the<br />

Supervisory Board’s approval, by issuing<br />

once or several times new stock<br />

against cash contributions for an aggregate<br />

maximum of €25.6 million, duly<br />

granting the stockholders their subscription<br />

rights. However, the Executive<br />

Board is authorized with the Supervisory<br />

Board’s prior approval to exclude<br />

subscription rights to fractions and,<br />

moreover, to the extent required to<br />

grant the holders of option or conversion<br />

rights under bonds (whether<br />

floated or yet to be issued) the same<br />

statutory subscription right of Kolbenschmidt<br />

Pierburg <strong>AG</strong> stockholders as<br />

if such stock options or conversion<br />

rights had already been exercised<br />

(authorized capital I). In the year under<br />

review, part of the authorized capital I<br />

was utilized pursuant to Art. 4(2) of<br />

the Company’s articles of association<br />

to raise the capital stock by €3.6 million<br />

by issuing 1,400,200 no-par bearer<br />

shares of common stock. After this increase,<br />

a total 28,003,395 bearer<br />

shares of issued common stock have<br />

been outstanding.<br />

German income tax now entail a corporate<br />

income tax reduction and<br />

those distributed from EK-02 equity<br />

portions exempt from corporate income<br />

tax increase corporate income<br />

tax. As of December 31, <strong>2001</strong>, EK-40<br />

portions no longer existed and, therefore,<br />

no potential for any deferred tax<br />

relief did either. The potential for deferred<br />

tax burdens amounts to €0.5<br />

million.<br />

Furthermore, the Executive Board is<br />

authorized to raise the capital stock<br />

on or before June 30, 2003, after first<br />

obtaining the Supervisory Board’s<br />

approval, by issuing once or several<br />

times new stock against cash contributions<br />

for an aggregate maximum of<br />

€6.6 million. With the Supervisory<br />

Board’s prior approval, the Executive<br />

Board may generally exclude the<br />

subscription rights if issuing the new<br />

stock at a price that is not significantly<br />

below the market price. If the Executive<br />

Board does not exercise its authority<br />

to exclude subscription rights, such<br />

subscription may with the Supervisory<br />

Board’s approval nonetheless<br />

be excluded for fractions and to the<br />

extent required to grant the holders<br />

of option or conversion rights under<br />

bonds (whether already floated or yet<br />

to be issued) the same statutory subscription<br />

right of Kolbenschmidt Pierburg<br />

<strong>AG</strong> stockholders as if such stock<br />

options or conversion rights had<br />

already been exercised (authorized<br />

capital II).<br />

Moreover, the Executive Board has<br />

been authorized to acquire on or before<br />

December 12, 2002, treasury stock<br />

equivalent to an aggregate maximum<br />

of 10 percent of the current capital<br />

stock. In the year under review, the<br />

authority to repurchase any of the<br />

Company’s stock was not exercised.<br />

€million<br />

Upon transfer of the stock premium<br />

from the capital increase, the additional<br />

paid-in capital rose by €11.9<br />

million to €174.0 million.<br />

The other reserves include, besides<br />

the reserves retained by Kolbenschmidt<br />

Pierburg <strong>AG</strong> from earnings,<br />

also the other comprehensive income,<br />

which breaks down into the reserve<br />

for adjustments due to the first-time<br />

application of the IAS (which are recognized<br />

in equity only), differences<br />

from currency translation, as well as<br />

reserves from fair valuation.<br />

The analysis in <strong>2001</strong> of such reserves<br />

presents the following picture:<br />

Initial application of IAS 39 (Jan. 1, <strong>2001</strong>)<br />

Deferred taxes on differences<br />

0.0 21.6 21.6<br />

from the first-time application of IAS 39 (Jan. 1, <strong>2001</strong>) 0.0 (8.7) (8.7)<br />

Balance at January 1, <strong>2001</strong> 0.0 12.9 12.9<br />

Changes in the fair valuation of derivatives (0.4) 0.0 (0.4)<br />

Deferred taxes on changes in the hedge reserve 0.1 0.0 0.1<br />

Balance at December 31, <strong>2001</strong> (0.3) 12.9 12.6<br />

(16) Accruals for pensions and<br />

similar obligations<br />

Hedge<br />

reserve<br />

The differences from the fair valuation<br />

of interest rate swaps (which mature in<br />

2005) were transferred to the hedge<br />

reserve.<br />

These accruals provide for obligations<br />

under vested rights and current pensions<br />

payable to eligible active and<br />

former employees and their surviving<br />

dependants. Such commitments<br />

primarily encompass pensions, both<br />

basic and supplementary. The individual<br />

confirmed pension entitlements<br />

are based on benefits that vary according<br />

to country and company and,<br />

as a rule, are measured according to<br />

service years and employee pay.<br />

Being a noncurrent provision for the<br />

accumulated postretirement benefit<br />

obligation, the accrued health care<br />

obligations to the retirees of some<br />

US group companies are also included<br />

in the pension accruals recognized<br />

hereunder.<br />

Securities<br />

available<br />

for sale<br />

Reserves<br />

from fair<br />

valuation<br />

The separate financial statements of<br />

Kolbenschmidt Pierburg <strong>AG</strong> close the<br />

fiscal year with net earnings of €14.0<br />

million, proposed to be distributed in<br />

full to pay a cash dividend of €0.50<br />

per no-par share of stock.<br />

The company pension system consists<br />

of both defined-contribution and defined-benefit<br />

plans. Under a DCP, the<br />

company incurs no obligations other<br />

than the payment of contributions to<br />

earmarked funds. These pension expenses<br />

are shown within personnel<br />

expenses. In the year under review,<br />

a total €32.6 million (up from €31.9<br />

million) was paid to DCPs.<br />

Under defined benefit plans, a company<br />

is obligated to meet its confirmed<br />

commitments to active and former<br />

employees. In accordance with IAS 19,<br />

the projected unit credit (PUC) method<br />

is used to measure accrued defined<br />

benefit obligations. To this end, the<br />

present value of the defined benefit<br />

91


92<br />

Consolidated financial statements <strong>2001</strong> of Kolbenschmidt Pierburg <strong>AG</strong><br />

Notes<br />

Comments on the consolidated balance sheet<br />

obligation (DBO) is determined<br />

through actuarial techniques on the<br />

basis of assumptions about mortality,<br />

pay and pension rises, employee<br />

turnover, interest rate trends, as well<br />

as additional parameters. The fair<br />

The following actuarial parameters<br />

has been assumed to determine<br />

the present value of the DBO of all<br />

German pension obligations:<br />

Analysis of pension accruals<br />

as of December 31:<br />

Breakdown and reconciliation of pension accruals:<br />

value of current plan assets is offset<br />

against the accrual. Service cost is<br />

disclosed within personnel expenses,<br />

interest cost and expected return on<br />

plan assets being shown under the<br />

net interest result.<br />

in % 12-31- 12-31-<br />

2000 <strong>2001</strong><br />

Discount rate 6.25 5.75<br />

Pay rise 3.00 3.00<br />

Pension rise 1.25 1.25<br />

Expected return on plan assets 8.84 8.87<br />

Locally adjusted assumptions<br />

underlie the obligations to employees<br />

abroad.<br />

€million 2000 <strong>2001</strong><br />

Carryover 272.4 291.3<br />

Translation difference 11.2 3.8<br />

Change in consolidation group 7.6 (2.2)<br />

Pensions paid (25.0) (24.9)<br />

<strong>Annual</strong> provision 25.1 19.7<br />

Balance at December 31 291.3 287.7<br />

€million 12-31- 12-31-<br />

2000 <strong>2001</strong><br />

Present value of non-funded DBO 252.9 273.9<br />

Present value of plan-funded DBO 118.6 133.7<br />

Total present value of DBO 371.5 407.6<br />

Plan assets at fair value (77.7) (80.7)<br />

Adjustment for unrecognized actuarial losses (2.5) (39.2)<br />

Accruals for pensions and similar obligations 291.3 287.7<br />

Breakdown of plan assets:<br />

Breakdown of pension expense:<br />

The €36.7 million hike of the unrecognized<br />

adjustment of actuarial losses<br />

to €39.2 million was caused at €9.9<br />

million by the reduced German DBO<br />

discount rate (down from 6.25 to 5.75<br />

percent). Another €13.9 million of the<br />

increase was attributable to the negative<br />

variance of the expected return<br />

on the US plan assets from the actual<br />

income realized in the fiscal year.<br />

The rising retiree rate in <strong>2001</strong> and the<br />

€million 12-31- 12-31-<br />

2000 <strong>2001</strong><br />

Guaranteed deposits 6.6 8.1<br />

Equities 45.5 38.8<br />

Government and corporate bonds 25.3 18.3<br />

Cash & cash equivalents 0.3 15.5<br />

Plan assets 77.7 80.7<br />

In <strong>2001</strong>, plan assets returned a loss of<br />

€4.6 million, comparing with a profit<br />

of €1.5 million the year before.<br />

higher health care costs stepped up<br />

actuarial losses by €6.9 million and<br />

€4.6 million, respectively. The remaining<br />

surge in actuarial loss was<br />

accounted for by the lower discount<br />

rate for US DBO, down from 7.0 to<br />

6.5 percent. Under the terms of IAS 19,<br />

actuarial gains and losses are expensed<br />

over the average residual<br />

service years if outside a corridor<br />

of 10 percent of total DBO.<br />

€million 2000 <strong>2001</strong><br />

Current service cost 8.4 4.5<br />

Amortized actuarial gains and losses (0.1) 0.1<br />

Past service cost 0.1 0.1<br />

Effects of plan curtailments/settlements 0.0 0.1<br />

Expected return on plan assets (7.0) (6.9)<br />

Compounding of expected pension obligations 23.0 23.9<br />

24.4 21.8<br />

93


94<br />

Consolidated financial statements <strong>2001</strong> of Kolbenschmidt Pierburg <strong>AG</strong><br />

Notes<br />

Comments on the consolidated balance sheet<br />

(17) Other accruals (18) Liabilities<br />

€million<br />

1-1-<strong>2001</strong> Utilized<br />

Released<br />

Added/<br />

newly<br />

provided<br />

Compounded<br />

Change in<br />

consolidation<br />

group<br />

Translation<br />

differences/<br />

sundry<br />

Warranties 24.3 (6.0) (2.8) 3.4 0.2 (0.3) 0.2 19.0<br />

Identifiable losses 29.9 (17.3) (0.8) 2.8 0.0 0.0 0.8 15.4<br />

Yet unbilled costs 4.3 (3.9) (0.1) 6.2 0.0 (0.2) 0.0 6.3<br />

Restructuring 5.4 (2.9) (0.5) 0.9 0.0 0.0 0.1 3.0<br />

Personnel 55.6 (36.4) (1.0) 36.1 0.0 (0.8) (0.1) 53.4<br />

Other 25.4 (10.2) (2.8) 11.6 0.2 0.0 0.1 24.3<br />

€million<br />

12-31-<br />

<strong>2001</strong><br />

144.9 (76.7) (8.0) 61.0 0.4 (1.3) 1.1 121.4<br />

Known specific warranty risks are<br />

accrued at the anticipated amount of<br />

the obligation.<br />

Accruals for identified losses provide<br />

for binding purchasing obligations.<br />

Any economic risks beyond are also<br />

adequately provided for.<br />

Accruals for obligations to personnel<br />

basically provide for accrued vacation,<br />

residual annual leave, overtime and<br />

flextime at a total €22.0 million<br />

(down from €24.5 million), for preretirement<br />

part-time work at €10.6<br />

within 1 year<br />

million (down from €11.1 million),<br />

and for termination benefits at €8.4<br />

million (up from €6.3 million).<br />

The other accruals cover environmental<br />

risks, bonuses, discounts and<br />

rebates, as well as legal, consultancy<br />

and audit fees.<br />

Unchanged versus the year before,<br />

no refunds are expected from accruals.<br />

The following cash outflows are expected<br />

from each of the noncurrent<br />

accrual categories:<br />

1-5 years<br />

after 5 years<br />

Warranties 15.4 3.6 0.0 19.0<br />

Identifiable losses 15.4 0.0 0.0 15.4<br />

Yet unbilled costs 6.3 0.0 0.0 6.3<br />

Restructuring 2.6 0.4 0.0 3.0<br />

Personnel 45.2 6.7 1.5 53.4<br />

Others 23.2 0.7 0.4 24.3<br />

Total<br />

108.1 11.4 1.9 121.4<br />

€million<br />

Financial debts<br />

due to banks 193.1 29.8 53.2 168.9 45.9 30.5<br />

due to nonconsolidated group companies 0.0 0.0 0.0 18.5 18.5 0.0<br />

under leases 58.1 12.0 18.1 88.5 12.8 32.5<br />

other 96.5 96.5 0.0 1.1 0.7 0.4<br />

347.7 138.3 71.3 277.0 77.9 63.4<br />

Trade payables 162.4 162.4 0.0 152.6 152.6 0.0<br />

All other liabilities<br />

prepayments received on orders 10.4 10.4 0.0 3.4 3.4 0.0<br />

notes payable 5.2 5.2 0.0 5.2 5.2 0.0<br />

sundry liabilities 44.7 44.7 0.0 92.7 91.2 0.0<br />

The sundry liabilities break down as follows:<br />

12-31-<br />

2000<br />

thereof<br />

due<br />

within<br />


96<br />

Consolidated financial statements <strong>2001</strong> of Kolbenschmidt Pierburg <strong>AG</strong><br />

Notes<br />

Comments on the consolidated balance sheet<br />

The analysis below reflects the terms<br />

and book and fair values of financial<br />

debts:<br />

Due to banks<br />

Weighted average<br />

rate <strong>2001</strong><br />

%<br />

Weighted average<br />

rate <strong>2001</strong><br />

%<br />

Rates fixed<br />

up to<br />

Book value<br />

12-31-2000<br />

€million<br />

Fair value<br />

12-31-2000<br />

€million<br />

Book value<br />

12-31-<strong>2001</strong><br />

€million<br />

Fair value<br />

12-31-<strong>2001</strong><br />

€million<br />

4.5 2002 31.4 31.4 44.9 44.9<br />

4.9 2004 46.0 43.8 46.0 45.8<br />

7.9 2005 51.9 53.1 52.4 58.0<br />

5.4 2020 25.6 20.5 25.6 19.8<br />

Due to the banks of nonconsolidated special-purpose leasing firms<br />

Due under capital leases<br />

Weighted average<br />

rate <strong>2001</strong><br />

%<br />

Rates fixed<br />

up to<br />

5.96 2008 38.2 35.3 37.4 37.6<br />

Rates fixed<br />

up to<br />

Book value<br />

12-31-2000<br />

€million<br />

Book value<br />

12-31-2000<br />

€million<br />

Fair value<br />

12-31-2000<br />

€million<br />

Fair value<br />

12-31-2000<br />

€million<br />

Book value<br />

12-31-<strong>2001</strong><br />

€million<br />

Book value<br />

12-31-<strong>2001</strong><br />

€million<br />

Fair value<br />

12-31-<strong>2001</strong><br />

€million<br />

Fair value<br />

12-31-<strong>2001</strong><br />

€million<br />

4.0 2002 5.3 4.9 0.0 0.0<br />

6.5 2003 3.7 4.0 0.8 0.9<br />

6.1 2004 6.5 7.3 3.3 3.5<br />

5.9 2005 7.0 7.0 3.1 3.2<br />

5.1 2006 0.0 0.0 6.8 7.3<br />

8.1 2008 6.7 6.7 15.6 18.6<br />

6.5 2009 1.4 1.3 1.2 1.3<br />

6.5 2010 4.0 3.9 3.7 4.0<br />

6.5 2011 2.0 1.9 2.0 2.1<br />

7.7 2020 0.0 0.0 7.6 9.3<br />

The monies maturing in 2002 are<br />

short-term borrowings whose book<br />

values approximate their fair values.<br />

(19) Income tax liabilities<br />

€million<br />

Deferred taxes 4.2 17.9 9.2 8.7<br />

Current income taxes 40.1 16.7 16.7 0.0<br />

The deferred tax assets and liabilities refer to the following:<br />

(20) Deferred income<br />

12-31-<br />

2000<br />

The deferred public grants and subsidies<br />

mainly refer to investment grants.<br />

In the year under review, grants of<br />

€4.1 million (down from €5.3 million)<br />

were received.<br />

12-31-<br />

<strong>2001</strong><br />

thereof<br />

recognized in<br />

net income<br />

thereof not<br />

recognized in<br />

net income<br />

44.3 34.6 25.9 8.7<br />

€million 12-31- 12-31- 12-31- 12-31-<br />

2000<br />

assets<br />

2000<br />

liabil.<br />

<strong>2001</strong><br />

assets<br />

<strong>2001</strong><br />

liabil.<br />

Loss carryovers and tax credits 16.6 0.0 22.4 0.0<br />

Tangible assets 15.3 (56.5) 13.4 (67.0)<br />

Pension accruals 25.1 0.0 22.6 0.0<br />

Other accruals 12.1 (0.4) 9.8 0.0<br />

Liabilities 56.3 (38.6) 89.3 (75.8)<br />

Sundry 12.3 (7.1) 31.5 (23.3)<br />

Offset (98.4) 98.4 (148.2) 148.2<br />

39.3 (4.2) 40.8 (17.9)<br />

€million 12-31- 12-31-<br />

2000 <strong>2001</strong><br />

Deferred grants by customers 10.6 19.7<br />

Deferred public grants and subsidies 7.2 3.6<br />

17.8 23.3<br />

97


98<br />

Consolidated financial statements <strong>2001</strong> of Kolbenschmidt Pierburg <strong>AG</strong><br />

Notes<br />

Comments on the consolidated income statement<br />

(21) Net sales For a breakdown of the net sales of<br />

€1,825.5 million (up from €1,776.2<br />

(22) Net inventory changes, other<br />

work and material capitalized<br />

(23) Other operating income<br />

(24) Cost of materials<br />

€million 2000 <strong>2001</strong><br />

Change in inventories<br />

of finished products and work in process 17.0 (11.3)<br />

Other work and material capitalized 11.3 19.1<br />

The cost of materials decreased in <strong>2001</strong><br />

as inventories were written up at €2.8<br />

million (down from €4.9 million).<br />

28.3 7.8<br />

€million 2000 <strong>2001</strong><br />

Cost of raw materials, supplies,<br />

million) by divisions and regions, see<br />

the segment reports.<br />

€million 2000 <strong>2001</strong><br />

Income from the release of accruals 4.0 7.8<br />

Income from damages/claims 2.2 6.8<br />

Gain from the deconsolidation of subsidiaries<br />

Income from the payment of bad debts charged off<br />

0.0 4.8<br />

and from the reversal of bad-debt allowances 1.5 3.0<br />

Income from credit notes for prior periods 1.9 2.7<br />

Income from investment grants 1.9 1.6<br />

Income from the release of badwill 1.3 1.6<br />

Rental income 1.8 1.5<br />

All other 19.8 27.3<br />

34.4 57.1<br />

and merchandise purchased 808.7 841.7<br />

Cost of services purchased 65.9 82.3<br />

874.6 924.0<br />

(25) Personnel expenses<br />

(26) Amortization/<br />

depreciation/write-down<br />

€million 2000 <strong>2001</strong><br />

Wages and salaries 420.8 414.4<br />

Social security taxes<br />

Expenses for pensions<br />

46.2 46.0<br />

and related employee benefits 61.0 61.6<br />

Pension expense primarily reflects<br />

the annual provision for accrued<br />

pension liabilities — cf. Note (23) —<br />

and the DCP contributions.<br />

The companies consolidated for the<br />

last time in 2000 accounted for 217<br />

employees.<br />

For a breakdown by amortization and<br />

depreciation, see the notes to the respective<br />

fixed-asset lines.<br />

Write-down was charged to tangible<br />

and intangible assets at €1.3 million<br />

528.0 522.0<br />

<strong>Annual</strong> average headcount 2000 <strong>2001</strong><br />

Air Supply & Pumps 4,077 4,058<br />

Pistons 5,772 5,563<br />

Plain Bearings 1,115 1,069<br />

Aluminum Technology 677 725<br />

MotorEngineering 210 193<br />

Motor Service 395 390<br />

Other 49 42<br />

12,295 12,040<br />

(down from €2.0 million), largely<br />

for impairment losses of production<br />

plant and machinery which, due to<br />

restructuring, can no longer be used<br />

in the future.<br />

99


100<br />

Consolidated financial statements <strong>2001</strong> of Kolbenschmidt Pierburg <strong>AG</strong><br />

Notes<br />

Comments on the consolidated income statement<br />

(27) Other operating expenses<br />

€million 2000 <strong>2001</strong><br />

M&R 47.7 55.1<br />

Other general administration 36.7 43.8<br />

Selling, promotion and advertising 29.7 25.7<br />

Rheinmetall Group allocations and service fees 13.1 16.9<br />

Legal, consultancy and audit fees 7.3 10.9<br />

Rents 11.2 10.4<br />

Other payroll incidentals 12.4 9.0<br />

Non-income taxes 6.5 6.6<br />

Losses from damaging events 0.4 5.9<br />

Severance packages, termination benefits, preretirement part-time work 5.6 5.8<br />

Insurances 6.0 5.6<br />

Outsourced support services 3.6 2.7<br />

Warranties 7.1 2.2<br />

Write-down of current assets 6.4 1.8<br />

All other 45.1 7.8<br />

(28) Net interest expense<br />

Income from the release of accruals<br />

was offset at €20.6 million (up from<br />

238.8 210.2<br />

€11.6 million) against other operating<br />

expenses.<br />

€million 2000 <strong>2001</strong><br />

Interest income<br />

return on plan assets 7.0 6.9<br />

from long-term loans and financial receivables 0.0 0.2<br />

other interest and similar income 1.7 0.9<br />

Interest expense<br />

8.7 8.0<br />

from capital leases (2.6) (2.8)<br />

compounding of pensions (23.0) (23.9)<br />

compounding of other noncurrent accruals (0.3) (0.4)<br />

other interest and similar expenses (15.7) (21.7)<br />

(41.6) (48.8)<br />

(32.9) (40.8)<br />

(29) Net investment income and<br />

other financial results<br />

(30) Income taxes<br />

€million 2000 <strong>2001</strong><br />

Net investment income<br />

from joint ventures 0.0 0.4<br />

from associated affiliates 0.5 2.8<br />

from other long-term securities 0.7 0.8<br />

Other financial results<br />

1.2 4.0<br />

from foreign exchange 3.3 0.3<br />

from financial derivatives 0.0 (0.3)<br />

The table below reconciles the expected<br />

to the recognized tax expense,<br />

which is determined by multiplying<br />

EBT by a tax rate of 40 percent (down<br />

4.5 4.0<br />

€million 2000 <strong>2001</strong><br />

Current income tax expense 31.1 18.1<br />

Refunds for prior years (0.5) (4.0)<br />

Deferred taxes (16.4) 3.6<br />

14.2 17.7<br />

from 50). This tax expense comprises<br />

German corporate income tax, the<br />

solidarity surtax thereon, and municipal<br />

trade tax.<br />

€million 2000 <strong>2001</strong><br />

EBT 21.6 49.5<br />

Expected tax expense 10.8 19.8<br />

Differences from German tax rates 1.0 (1.0)<br />

Differences from foreign tax rates (1.4) (1.3)<br />

Losses of subsidiaries not subjected to deferred taxation 11.4 11.1<br />

Tax-exempt income and nondeductible expenses (5.3) (3.5)<br />

Nondeductible goodwill amortization 0.7 1.2<br />

Adjustment for nonperiod income taxes 0.6 (0.5)<br />

Reduction of deferred taxes due to tax rate change (1.3) 0.0<br />

Tax privileges for capital expenditures 0.0 (2.4)<br />

Tax changes from accounting for the tax burden on next-year distribution (3.3) (4.9)<br />

Other 1.0 (0.8)<br />

Effective tax expense 14.2 17.7<br />

Effective tax rate in % 66% 36%<br />

Expected tax rate in % 50% 40%<br />

101


102<br />

Consolidated financial statements <strong>2001</strong> of Kolbenschmidt Pierburg <strong>AG</strong><br />

Notes<br />

Comments on the consolidated income statement<br />

(31) Minority interests Minority interests in profit came to<br />

€0.9 million (down from €1.4 million)<br />

and in loss to €1.2 million (down from<br />

€1.6 million).<br />

(32) Earnings per share (EpS) EpS is obtained by dividing the weighted<br />

average number of shares issued<br />

and outstanding in the fiscal year into<br />

the Group’s earnings. The capital was<br />

increased by issuing 1,400,200 new<br />

no-par shares in mid-July <strong>2001</strong>.<br />

Neither as of December 31, <strong>2001</strong> nor<br />

2000, were any shares outstanding<br />

that could dilute earnings per share.<br />

Therefore, both in the year under review<br />

and the previous year, the undiluted<br />

EpS equals the diluted EpS.<br />

€ 2000 <strong>2001</strong><br />

Group earnings<br />

(after minority interests) 7,563,080 32,123,570<br />

Weighted average number of shares 26,603,195 27,244,953<br />

Earnings per share (EpS) 0.28 1.18<br />

Comments on the cash flow statement<br />

(33) Cash flow statement The cash flow statement conforms with<br />

IAS 7 and breaks down into the cash<br />

flows generated by operating, investing<br />

and financing activities. The effects of<br />

changes in the consolidation group are<br />

eliminated but they and parity changes,<br />

if impacting on cash & cash equivalents,<br />

are shown in separate lines.<br />

Starting from the beginning of period<br />

(BoP) balance of cash & cash equivalents,<br />

this statement shows a slightly<br />

higher cash flow of €174.4 million.<br />

The net cash provided by operating<br />

activities was virtually unchanged at<br />

€127.5 million and included a cash<br />

inflow from interest of €1.1 million<br />

(down from €1.7 million) and a cash<br />

outflow for interest of €21.3 million<br />

(up from €15.3 million). Income taxes<br />

paid came to €37.6 million (up from<br />

€21.5 million), those refunded totaling<br />

€1.5 million (down from €2.6 million).<br />

The dividends received from associated<br />

affiliates and investees amounted to<br />

€0.7 million (up from €0.6 million).<br />

The net cash used in investing activities<br />

sank €9.6 million to €164.3 million.<br />

The cash outflow for acquisitions totaled<br />

€11.6 million and represented<br />

the purchase price of Kolbenschmidt<br />

Pierburg Shanghai Nonferrous Components<br />

Co Ltd., an investee carried at<br />

equity. The disposal of Pierburg Instruments<br />

Inc. produced a cash inflow of<br />

€6.0 million. When the stake in Pierburg<br />

Instruments GmbH was transferred,<br />

a €14.4 million loan was repaid. All<br />

acquisitions and disposals were settled<br />

in cash.<br />

Cash inflows and outflows from<br />

financing activities almost balanced.<br />

The remaining finance requirements<br />

are shown in the change in cash &<br />

cash equivalents. Cash & cash equivalents<br />

are identical in the cash flow<br />

statement and balance sheet.<br />

103


104<br />

Consolidated financial statements <strong>2001</strong> of Kolbenschmidt Pierburg <strong>AG</strong><br />

Notes<br />

Comments on the segment reports Supplementary disclosures<br />

(34) Segment reports In accordance with the Kolbenschmidt<br />

Pierburg Group’s internal controlling<br />

organization, the Group breaks down<br />

into six divisions, viz.<br />

– Air Supply & Pumps<br />

– Pistons<br />

– Plain Bearings<br />

– Aluminum Technology<br />

– MotorEngineering<br />

– Motor Service<br />

as primary segments.<br />

The “Others/consolidation” column<br />

includes, apart from the Group’s<br />

parent (Kolbenschmidt Pierburg <strong>AG</strong>),<br />

further companies not allocable to any<br />

defined segment, as well as<br />

consolidation transactions.<br />

With economic effect as of December<br />

31, <strong>2001</strong>, the MotorEngineering division<br />

was deconsolidated, which is<br />

why no balance sheet data is reported<br />

for <strong>2001</strong> for this segment.<br />

Responsibilities are clearly separated<br />

between the segments and Kolbenschmidt<br />

Pierburg <strong>AG</strong>, which performs<br />

the functions of a strategic management<br />

holding company. Both corporate<br />

governance and internal reporting<br />

have been structured accordingly.<br />

The companies belonging in each<br />

segment/division result from the list<br />

headed “Group of consolidated companies”<br />

on pages 110 and 111. In line<br />

with the Kolbenschmidt Pierburg<br />

Group’s shareholder value concept,<br />

segment assets and liabilities include<br />

the essential assets (excluding cash<br />

& cash equivalents) and liabilities (excluding<br />

pension accruals and financial<br />

debts). Capital employed (CE), which<br />

is used to generate EBIT, is deter-<br />

mined as the difference between<br />

segment assets and liabilities. The<br />

return on capital employed (ROCE)<br />

equals EBIT divided into average<br />

capital employed (average of the<br />

balances at December 31, 2000 and<br />

<strong>2001</strong>). Net financial debts reflect the<br />

sum total of financial debts (current<br />

and noncurrent) less cash & cash<br />

equivalents.<br />

The intersegment transfers principally<br />

indicate sales among divisions and<br />

are priced as if at arm’s length.<br />

EBITDA means earnings before interest,<br />

taxes, depreciation and amortization.<br />

Write-up of badwill has consistently<br />

been included in EBITDA. The EBIT<br />

margin equals EBIT divided into total<br />

segment sales.<br />

Capital expenditures and amortization/depreciation<br />

refer to tangible<br />

and intangible assets (including<br />

goodwill).<br />

(35) Contingent liabilities<br />

Contingent liabilities under bonds and<br />

guaranties total €2.6 million (up from<br />

€1.9 million), while none exist to joint<br />

venture creditors.<br />

Due to its hardly probable utilization,<br />

the provision for several accrued liabilities<br />

with a potential impact on<br />

future net incomes of €0.9 million<br />

(up from €0 million) had to be waived.<br />

(36) Other financial obligations As of December 31, <strong>2001</strong>, the commitments<br />

to purchase tangible and intangible<br />

assets totaled €36.6 million (up<br />

from €31.4 million).<br />

(37) Subsequent events After closing the fiscal year, Kolbenschmidt<br />

Pierburg <strong>AG</strong>’s Executive Board<br />

decided to shut down part of the<br />

Ft. Wayne, Indiana, plant at the turn<br />

of 2002/03 in order for the US Pistons<br />

subsidiaries to return to sustained<br />

profitability as early as possible.<br />

(38) Stock appreciation rights<br />

(SARs)<br />

Since 1999, the Kolbenschmidt Pierburg<br />

Group has granted qualifying<br />

managerial staff SARs for them to<br />

participate in any stock appreciation.<br />

SAR programs are basically phantom<br />

stock option plans under which participants<br />

receive a cash compensation<br />

upon exercise that equals the difference<br />

between the stock price at exercise<br />

date and the base (reference)<br />

price. There are two different programs.<br />

For managerial staff, this base price<br />

has been fixed at the arithmetic mean<br />

of the closing prices quoted on the 10<br />

market days preceding plan commencement;<br />

for executive board members,<br />

the base price is determined at<br />

50 percent from the arithmetic mean<br />

of the closing prices of Kolbenschmidt<br />

Pierburg common stock and, at 25<br />

percent each, from the arithmetic<br />

Refunds of €0.3 million (up from €0<br />

million) are expected for contingent<br />

liabilities.<br />

One consequence is that this plant at<br />

Ft. Wayne will be reformatted for its<br />

use as mass production location only,<br />

the idled machines being largely employed<br />

elsewhere by other companies<br />

of the Group.<br />

mean of Rheinmetall preferred and<br />

common stock. Either SAR program<br />

has an overall term of 7 years: after<br />

a 3-year qualifying period, SARs may<br />

be exercised during defined time windows<br />

during the residual 4-year term.<br />

If not exercised during such period or<br />

when eligible staff leave Kolbenschmidt<br />

Pierburg for any reason other than retirement<br />

or death, the SARs become<br />

forfeited and lapse. SARs cannot be<br />

exercised unless and until the base<br />

price has been exceeded by 25 percent<br />

or more on the day of exercise.<br />

105


106<br />

Consolidated financial statements <strong>2001</strong> of Kolbenschmidt Pierburg <strong>AG</strong><br />

Notes<br />

Supplementary disclosures<br />

(39) Hedging policy and<br />

financial derivatives<br />

Key parameters of the SAR programs<br />

launched to date:<br />

SAR<br />

program<br />

Executive board<br />

Exercisable<br />

after<br />

Base<br />

price<br />

Number<br />

issued<br />

thereof<br />

forfeited<br />

after<br />

12-31-00<br />

thereof<br />

forfeited<br />

in<br />

<strong>2001</strong><br />

SARs as of<br />

12-31-01<br />

1998 end-<strong>2001</strong> 18.09 70,000 0 30,000 40,000<br />

1999 end-2002 12.95 60,000 0 30,000 30,000<br />

2000 end-2003 9.24 60,000 0 30,000 30,000<br />

100,000<br />

Managerial staff<br />

1999 end-2002 15.07 247,500 5,000 7,500 235,000<br />

2000 end-2003 13.29 247,500 0 2,500 245,000<br />

At the end of <strong>2001</strong>, Kolbenschmidt Pierburg<br />

<strong>AG</strong>’s Executive Board resolved to<br />

continue the SAR program. The SARs<br />

under the <strong>2001</strong> program will mostly be<br />

granted in Q1/2002, a minor portion<br />

having been promised within the year<br />

The operations and financial transactions<br />

of Kolbenschmidt Pierburg as<br />

an international group are exposed to<br />

financial risks, mainly from exchange<br />

rate volatility and interest rate changes.<br />

In accordance with the groupwide implemented<br />

risk management system<br />

of Kolbenschmidt Pierburg <strong>AG</strong>, such<br />

risks are not only identified, analyzed<br />

and measured but also managed<br />

through derivative financial instruments.<br />

No such derivatives may be acquired<br />

for speculation. Counterparties of Kolbenschmidt<br />

Pierburg Group companies<br />

for contracting financial derivatives are<br />

exclusively German and foreign banks<br />

of prime standing. By setting these<br />

high standards on counterparties, the<br />

risk of uncollectible debts is minimized.<br />

All transactions involving financial derivatives<br />

are subject to stringent monitoring,<br />

which is particularly ensured by<br />

the strict segregation of the contracting,<br />

settlement and control functions.<br />

480,000<br />

under review. Obligations under SARs<br />

are fair-valued pro rata temporis by<br />

using an option price model. An accrual<br />

of €0.3 million (up from €0 million)<br />

provides for the obligations incurred up<br />

to December 31, <strong>2001</strong>.<br />

Currency risk<br />

Due to the international nature of the<br />

Kolbenschmidt Pierburg Group’s business,<br />

certain operational currency<br />

risks arise from the fluctuating parity<br />

of the euro to other currencies. Open<br />

positions exposed to a currency risk<br />

are principally hedged through financial<br />

derivatives, generally currency<br />

forwards or futures.<br />

Interest rate risk<br />

The Kolbenschmidt Pierburg Group’s<br />

financing activities also use such<br />

funding tools as floating-rate facilities.<br />

Interest rate hedges such as caps/<br />

floors/collars and interest rate swaps<br />

contain the risks emanating from<br />

market rate changes.<br />

These hedges are contracted centrally<br />

by Kolbenschmidt Pierburg <strong>AG</strong>. The<br />

interest rate swaps are embedded in<br />

a cash flow hedge with loan arrange-<br />

ments and, therefore, the differences<br />

from fair value remeasurement are<br />

recognized in equity only (reserves<br />

retained from earnings).<br />

As of December 31, <strong>2001</strong>, the currency<br />

and interest rate hedges tabled below<br />

have existed, their notional volumes<br />

being shown non-netted and thus reflecting<br />

the total amounts of all indiv-<br />

idual contracts. Being marked to the<br />

market at December 31, the fair values<br />

of financial derivatives correspond to<br />

prices in arm’s length transactions.<br />

Currency hedges<br />

Notional volume Maturing after<br />

Fair market values<br />

€million 12-31-00 12-31-01<br />

(months) 12-31-00 12-31-01<br />

Currency forwards/futures 98.9 40.6 3 (0.9) (0.5)<br />

Interest rate hedges<br />

Notional volume Maturing after<br />

Fair market values<br />

€million 12-31-00 12-31-01<br />

(months) 12-31-00 12-31-01<br />

Swaps 15.6 15.2 42 (0.9) (1.5)<br />

Other derivatives 25.0 25.0 33-35 0.1 0<br />

(40) Transactions with<br />

related companies<br />

The subsidiaries consolidated by Kolbenschmidt<br />

Pierburg <strong>AG</strong> directly or<br />

indirectly maintain ordinary business<br />

relations with many nonconsolidated<br />

group companies, as well as associated<br />

affiliates and joint ventures. Any and<br />

all trade transactions conducted in the<br />

scope of ordinary day-to-day business<br />

with unconsolidated related companies<br />

conform with the arm’s length principle.<br />

In addition, Rheinmetall <strong>AG</strong> as Kolbenschmidt<br />

Pierburg <strong>AG</strong>’s majority stockholder<br />

as well as Rheinmetall service<br />

companies provide extensive services<br />

to companies of the Kolbenschmidt<br />

Pierburg Group, including (without<br />

being limited to) legal, tax and PR consultancy<br />

and support, data processing<br />

and insurance services.<br />

In the scope of the cash management<br />

system of majority stockholder Rheinmetall<br />

<strong>AG</strong>, the Kolbenschmidt Pierburg<br />

Group invests and/or borrows cash &<br />

cash equivalents within the Rheinmetall<br />

Group. All cash management<br />

business is transacted as if at arm’s<br />

length.<br />

107


108<br />

Consolidated financial statements <strong>2001</strong> of Kolbenschmidt Pierburg <strong>AG</strong><br />

Notes<br />

Supplementary disclosures<br />

Volume of services provided to/by<br />

related companies:<br />

€million Volume of<br />

services rendered<br />

2000 <strong>2001</strong> 2000 <strong>2001</strong><br />

Rheinmetall <strong>AG</strong> 0.2 0.2 6.4 4.9<br />

Rheinmetall Service Gesellschaft mbH 0.0 0.0 0.0 1.2<br />

Rheinmetall Finanz GmbH 0.1 0.0 0.0 0.0<br />

Rheinmetall Informationssysteme GmbH 1.5 1.6 20.9 22.6<br />

Jagenberg London Ltd. 0.0 0.0 0.2 0.2<br />

(41) Supervisory and Executive Boards<br />

For their duties performed on behalf of<br />

the parent and its subsidiaries, Executive<br />

Board members received a total<br />

€1.9 million in the year under review<br />

for <strong>2001</strong> and €0.1 million for 2000; in<br />

fiscal 2000, they had received a total<br />

€2.5 million for 2000. For the accrued<br />

pension obligations to former Management<br />

or Executive Board members and<br />

their surviving dependants, a total<br />

€3.8 million has been provided (up<br />

from €3.5 million). Supervisory Board<br />

fees amounted to €0.2 million in fiscal<br />

<strong>2001</strong> (virtually unchanged).<br />

Düsseldorf, March 21, 2002<br />

Kolbenschmidt Pierburg <strong>AG</strong><br />

The Executive Board<br />

Volume of<br />

services utilized<br />

Dr. Kleinert<br />

Dr. Merten Liebler<br />

Dr. Engelskirchen Dr. Friedrich<br />

Auditor’s report and opinion<br />

Kolbenschmidt Pierburg <strong>AG</strong><br />

Düsseldorf, Germany<br />

Independent group<br />

auditor’s report and opinion<br />

We have audited the consolidated financial<br />

statements prepared by Kolbenschmidt<br />

Pierburg <strong>AG</strong> and consisting<br />

of balance sheet, income statement,<br />

statement of changes in equity,<br />

cash flow statement and the notes<br />

thereto, for the fiscal year ended December<br />

31, <strong>2001</strong>. The consolidated<br />

financial statements in accordance with<br />

the IASC’s International Accounting<br />

Standards (IAS) are the responsibility<br />

and assertions of the Company’s<br />

Executive Board. Our responsibility<br />

is, based on our audit, to express an<br />

opinion on whether the consolidated<br />

financial statements conform with IAS.<br />

We have conducted our audit of the<br />

consolidated financial statements in<br />

accordance with German auditing<br />

regulations and with due regard to<br />

generally accepted standards on the<br />

audit of financial statements as established<br />

by IDW, the Institute of Sworn<br />

Public Auditors in Germany. Those<br />

standards require that we plan and<br />

perform the audit to obtain reasonable<br />

assurance about whether the consolidated<br />

financial statements are free of<br />

any material misstatement. An audit<br />

includes examining, on a test basis,<br />

the evidence supporting the amounts<br />

and disclosures in the consolidated<br />

financial statements. The audit also<br />

involves assessing the accounting<br />

principles used, and significant estimates<br />

made, by the Executive Board,<br />

as well as evaluating the overall presentation<br />

of the consolidated financial<br />

statements. We believe that our audit<br />

provides a reasonable basis for our<br />

opinion.<br />

Based on our audit, it is our opinion<br />

that the consolidated financial statements,<br />

in accordance with the IAS,<br />

present a true and fair view of the<br />

Group’s net assets, financial position<br />

and results of operations as well as of<br />

its cash flows in the fiscal year under<br />

review.<br />

Our audit, which in accordance with<br />

German auditing regulations also<br />

covered the group management report<br />

as prepared by the Executive Board<br />

for the fiscal year ended December 31,<br />

<strong>2001</strong>, has not resulted in any objections<br />

or exceptions. It is our opinion<br />

that the group management report<br />

presents fairly both the Group’s overall<br />

position and the risks inherent in its<br />

future development. In addition, we<br />

confirm that the consolidated financial<br />

statements and group management<br />

report for the fiscal year ended<br />

December 31, <strong>2001</strong>, satisfy the requirements<br />

for exempting the Company<br />

from preparing consolidated financial<br />

statements and a group management<br />

report in accordance with German law.<br />

Düsseldorf, March 22, 2002<br />

PwC Deutsche Revision<br />

Aktiengesellschaft<br />

Wirtschaftsprüfungsgesellschaft<br />

Bovensiepen Schwalm<br />

Wirtschaftsprüfer Wirtschaftsprüfer<br />

109


110<br />

Consolidated financial statements <strong>2001</strong> of Kolbenschmidt Pierburg <strong>AG</strong><br />

Group of consolidated companies<br />

Group of consolidated companies as of December 31, <strong>2001</strong><br />

Kolbenschmidt Pierburg <strong>AG</strong>, Düsseldorf € 283,484,550<br />

Equity Interest held (%)<br />

(IAS) direct indirect<br />

Air Supply & Pumps<br />

Pierburg <strong>AG</strong>, Neuss 3) € 109,501,360 100<br />

Carbureibar S.A., Abadiano, Spain € 28,526,688 100<br />

Pierburg S.à r.l., Basse-Ham (Thionville), France € 21,100,554 100<br />

Pierburg Inc., Fountain Inn (Greenville), SC, USA US$ 4,677,391 100<br />

Pierburg do Brasil Ind. e Comércio Ltda., Nova Odessa, Brazil Rs 5,724,735 100<br />

Pierburg S.p.A., Lanciano, Italy € 9,342,155 100<br />

Société Mosellane de Services Holding S.A., Basse-Ham (Thionville), France € 3,321,034 100<br />

Société Mosellane de Services S.C.I., Basse-Ham (Thionville), France € 10,151,913 100<br />

Kolbenschmidt Pierburg Shanghai Nonferrous Components Co. Ltd., Shanghai, China 2) Yuan 153,872,081 50<br />

Calor Grundstücksverwaltungsgesellschaft mbH & Co KG, Grünwald € (2,011,045) 95<br />

MotorEngineering<br />

Pierburg Instruments GmbH, Neuss 2) € 18,120,537 49<br />

Pistons<br />

KS Kolbenschmidt GmbH, Neckarsulm 3) € 172,742,684 100<br />

KS Pistões Ltda., Nova Odessa, Brazil RS 97,346,268 100<br />

KS International Investment Corp., Southfield, MI, USA US$ 159,168,982 100<br />

Karl Schmidt Unisia Inc., Marinette, WI, USA US$ 59,245,348 80<br />

KS Large Bore Pistons Inc., Marinette, WI, USA US$ 5,511,929 100<br />

Karl Schmidt Unisia, Zollner Division, Inc., Fort Wayne, IN, USA US$ (77,790,358) 80<br />

Zollner Canada Limited, Leamington, Canada Can$ 6,989,642 80<br />

KS France S.A., Paris, France € 18,600,757 100<br />

Société Mosellane de Pistons S.A., Basse-Ham (Thionville), France € 19,435,736 100<br />

Metal a.s., Ústí, Czech Republic Ck 405,060,697 87<br />

Kolbenschmidt Shanghai Piston Co., Ltd., Shanghai, China 2) ˘<br />

Yuan 182,616,790 35<br />

Tiro Grundstücks-Verwaltungsgesellschaft mbH & Co KG, Grünwald € (331,382) 0<br />

Plain Bearings<br />

KS Gleitlager GmbH, St. Leon-Rot 3) € 13,106,935 100<br />

KS Bearings Inc., Greensburg, USA US$ 326,148 100<br />

KS Bronzinas Ltda., Nova Odessa, Brazil Rs 7,542,972 100<br />

Aluminum Technology<br />

KS Aluminium-Technologie <strong>AG</strong>, Neckarsulm € 16,700,200 100<br />

Werkzeugbau Walldürn GmbH, Walldürn € 709,725 100<br />

KS Doehler-Jarvis GmbH, Neckarsulm € 986,174 65<br />

KS Aluminium Beteiligungs-GmbH, Neckarsulm € 3,571 100<br />

Motor Service<br />

MSI Motor Service International GmbH, Neckarsulm 3) Equity Interest held (%)<br />

(IAS) direct indirect<br />

€ 15,811,430 100<br />

G. Krull Gesellschaft mit beschränkter Haftung, Neckarsulm € 10,269 100<br />

MTS Motorenteile-Service GmbH, Neuenstadt € (450,857) 100<br />

KS Motorac S.A., Le Blanc Mesnil, France € 1,280,795 100<br />

KS Winston Ltd., Maidenhead, UK £ (171,840) 100<br />

Kolbenschmidt Istanbul Dis Ticaret ve Pazarlama A.S., Istanbul, Turkey € 1,983,772 51<br />

KS Produtos Automotivos Ltda., São Paulo, Brazil Rs 9,596,188 92<br />

KS Motor Servis CZ s.r.o., Trmice, Czech Republic Ck ˘<br />

15,352,681 64<br />

Litos Grundstücks-Verwaltungsgesellschaft mbH & Co KG, Grünwald € (802,270) 0<br />

Other<br />

Kolbenschmidt Liegenschaftsverwaltung GmbH Berlin, Berlin € 7,273,979 100<br />

KS Grundstücksverwaltung Beteiligungs-GmbH, Neckarsulm € 28,989 100<br />

KS Grundstücksverwaltung GmbH & Co. KG, Neckarsulm € 10,702,325 100<br />

IDEKO Industrie Einkauf- und Koordination GmbH, Neckarsulm € 55,204 100<br />

KS Airbag <strong>AG</strong>, Neckarsulm € 46,736 100<br />

KS Auto- und Motorteile <strong>AG</strong>, Neckarsulm € 47,203 100<br />

Kolbenschmidt Pierburg K.K., Yokohama, Japan ¥ 6,669,726 100<br />

1) consolidated pro rata<br />

2) included at equity<br />

3) P&L transfer agreement with Kolbenschmidt Pierburg <strong>AG</strong><br />

111


112<br />

Consolidated financial statements <strong>2001</strong> of Kolbenschmidt Pierburg <strong>AG</strong><br />

Supervisory Board<br />

Supervisory Board<br />

Dipl.-Math. Klaus Eberhardt,<br />

Düsseldorf,<br />

Executive Board Chairman<br />

of Rheinmetall <strong>AG</strong>, Düsseldorf<br />

Chairman<br />

Dr. rer. soc. Rudolf Luz *)<br />

Weinsberg,<br />

Union secretary of the German<br />

Metalworkers Union (“IG Metall”),<br />

Heilbronn/Neckarsulm office,<br />

Neckarsulm<br />

Vice-Chairman<br />

Member of comparable German or foreign<br />

boards:<br />

- Aesculap <strong>AG</strong> & Co. KG, Tuttlingen<br />

advisory board member<br />

- Wirtschaftsfördergesellschaft<br />

Raum Heilbronn GmbH, Heilbronn<br />

supervisory board member<br />

Dipl.-Ing. Wigand Frhr. v. Salmuth<br />

Heidelberg,<br />

Chairman of the Stockholders’<br />

Committee of<br />

Röchling Industrie Verwaltung GmbH,<br />

Mannheim<br />

Additional Vice-Chairman<br />

(up to June 12, <strong>2001</strong>)<br />

Member of further supervisory boards:<br />

- Rheinmetall DeTec <strong>AG</strong>, Ratingen<br />

chairman<br />

- STN ATLAS Elektronik GmbH, Bremen<br />

chairman<br />

- ADITRON <strong>AG</strong>, Düsseldorf (as from April 2, <strong>2001</strong>)<br />

2nd Member of further supervisory boards:<br />

- Rheinmetall <strong>AG</strong>, Düsseldorf<br />

additional vice-chairman<br />

vice-chairman (as from June 8, <strong>2001</strong>)<br />

- Rheinmetall DeTec <strong>AG</strong>, Ratingen<br />

- Jagenberg <strong>AG</strong>, Neuss<br />

vice-chairman<br />

chairman<br />

- Rheinmetall Elektronik <strong>AG</strong>, Düsseldorf<br />

- Rheinmetall Elektronik <strong>AG</strong>, Düsseldorf<br />

chairman<br />

(as from March 20, <strong>2001</strong>)<br />

- STN ATLAS Elektronik GmbH, Bremen<br />

chairman<br />

2<br />

- Pierburg <strong>AG</strong>, Neuss<br />

chairman<br />

Member of comparable German<br />

or foreign boards:<br />

- Preh Group, Bad Neustadt/Saale<br />

chairman of the shareholder committee<br />

- Shareholder Committee EMG, Hamburg<br />

chairman<br />

nd vice-chairman<br />

- ADITRON <strong>AG</strong>, Düsseldorf<br />

2nd vice-chairman<br />

- Jagenberg <strong>AG</strong>, Neuss<br />

2nd vice-chairman<br />

- Pierburg <strong>AG</strong>, Neuss<br />

2nd vice-chairman<br />

- Mauser Waldeck <strong>AG</strong>, Waldeck<br />

vice-chairman<br />

- DeTeWe Beteiligungs <strong>AG</strong>, Berlin<br />

vice-chairman<br />

Dr. jur. Erich Coenen<br />

Frankfurt/Main,<br />

Executive Board member<br />

Commerzbank <strong>AG</strong>, Frankfurt/Main<br />

(up to June 12, <strong>2001</strong>)<br />

Member of comparable German<br />

or foreign boards:<br />

- Security Capital European Realty, Luxembourg<br />

- CargoLifter <strong>AG</strong>, Berlin<br />

Dr.-Ing. Ludwig Dammer *)<br />

Düsseldorf,<br />

Central Production Engineering,<br />

Pierburg <strong>AG</strong>, Neuss<br />

Member of further supervisory boards:<br />

- Rheinmetall <strong>AG</strong>, Düsseldorf<br />

Rolf Dollmann *)<br />

Neckarsulm,<br />

Chairman of the General Works<br />

Council of KS Kolbenschmidt GmbH,<br />

Neckarsulm<br />

(up to March 31, 2002)<br />

Dipl. rer. pol. Werner Engelhardt<br />

Karlsruhe,<br />

Management Board Chairman of<br />

Röchling Industrie Verwaltung GmbH,<br />

Mannheim (up to January 14, 2002)<br />

Additional Vice-Chairman<br />

(from Sep. 10, <strong>2001</strong>–Jan. 14, 2002)<br />

Member of further supervisory boards:<br />

- Rheinmetall <strong>AG</strong>, Düsseldorf<br />

chairman<br />

- ADITRON <strong>AG</strong>, Düsseldorf<br />

chairman<br />

- Rheinmetall DeTec <strong>AG</strong>, Ratingen<br />

- STN Atlas Elektronik GmbH, Bremen<br />

- Pierburg <strong>AG</strong>, Neuss (up to Jan. 14, 2002)<br />

- BEA Holding <strong>AG</strong>, Düsseldorf<br />

chairman<br />

- DeTeWe - Deutsche Telephonwerke<br />

Beteiligungs <strong>AG</strong>, Berlin<br />

chairman<br />

- Francotyp-Postalia Beteiligungs <strong>AG</strong>,<br />

Birkenwerder<br />

chairman<br />

- Seeber Beteiligungs <strong>AG</strong>, Mannheim<br />

chairman<br />

- Gossen-Metrawatt GmbH, Nürnberg<br />

chairman<br />

- Jagenberg <strong>AG</strong>, Neuss<br />

Member of comparable German<br />

or foreign boards:<br />

- Seeber Srl., Leifers, Italy<br />

- Camille Bauer <strong>AG</strong>, Wohlen, Switzerland<br />

Georg Hadlaczki *)<br />

Mühlhausen,<br />

Member of the Works Council<br />

of the St. Leon-Rot plant of<br />

KS Gleitlager GmbH, St. Leon-Rot<br />

*) employee representative<br />

Dr. jur. Martin Hirsch<br />

Frankfurt/Main,<br />

Lawyer<br />

Law firm of Gleiss Lutz Hootz Hirsch,<br />

Frankfurt/Main<br />

Member of further supervisory boards:<br />

- Rheinmetall <strong>AG</strong>, Düsseldorf<br />

- ADITRON <strong>AG</strong>, Düsseldorf<br />

- BARTEC Barlian Holding <strong>AG</strong>, Bad Mergentheim<br />

chairman<br />

- Bestfoods Deutschland GmbH & Co. OHG,<br />

Heilbronn<br />

Dr. Bernd M. Hönle<br />

Weisenheim a. S.,<br />

Management Board member of<br />

Röchling Industrie Verwaltung GmbH,<br />

Mannheim (as from June 12, <strong>2001</strong>)<br />

Member of further supervisory boards:<br />

- Rheinmetall <strong>AG</strong>, Düsseldorf<br />

- ADITRON <strong>AG</strong>, Düsseldorf<br />

- Pierburg <strong>AG</strong>, Neuss<br />

- STN ATLAS Elektronik GmbH, Bremen<br />

- Jagenberg <strong>AG</strong>, Neuss (as from March <strong>2001</strong>)<br />

- Rheinmetall DeTec <strong>AG</strong>, Ratingen<br />

(as from <strong>AG</strong>M <strong>2001</strong>)<br />

- BEA Holding <strong>AG</strong>, Düsseldorf<br />

- DeTeWe - Deutsche Telephonwerke<br />

Beteiligungs <strong>AG</strong>, Berlin<br />

- Francotyp-Postalia Beteiligungs <strong>AG</strong>,<br />

Birkenwerder<br />

- PFEIFFER & MAY Grosshandel <strong>AG</strong>,<br />

Karlsruhe<br />

- Seeber Beteiligungs <strong>AG</strong>, Mannheim<br />

Erich Hüskes *)<br />

Nettetal,<br />

Member of the Works Council<br />

of the Nettetal plant of<br />

Pierburg <strong>AG</strong>, Neuss<br />

Dr. jur. Klaus Kessler<br />

Stuttgart,<br />

Lawyer<br />

Dr. Schelling & Partner GbR<br />

Deutsche Schutzvereinigung für<br />

Wertpapierbesitz e.V., Stuttgart<br />

Member of a further supervisory board:<br />

- Schleicher & Co. International <strong>AG</strong>, Markdorf<br />

Heinrich Kmett<br />

Fahrenbach/Robern<br />

Works Council Chairman of<br />

KS Kolbenschmidt GmbH,<br />

Neckarsulm (as from April 1, 2002)<br />

Member of a further supervisory board:<br />

- KS Kolbenschmidt GmbH, Neckarsulm<br />

Jürgen Lemmer<br />

Bad Homburg,<br />

Executive Board member of<br />

Commerzbank <strong>AG</strong>, Frankfurt/Main<br />

(as from June 12, <strong>2001</strong>)<br />

Member of further supervisory boards:<br />

- Buderus <strong>AG</strong>, Wetzlar<br />

- Clearing Bank Hannover <strong>AG</strong>, Hannover<br />

chairman<br />

- GKN Automotive International GmbH, Lohmar<br />

chairman<br />

- Commerz International Capital Management<br />

GmbH, Frankfurt/Main<br />

Member of comparable German<br />

or foreign boards:<br />

- ARGOR-HERAEUS S.A., Mendrisio, Switzerland<br />

Director<br />

- Banque Marocaine du Commerce Extérieur,<br />

Casablanca, Morocco<br />

Director<br />

- Korea Exchange Bank, Seoul, Korea<br />

Non-Standing Director<br />

- Majan International Bank SAOC, Ruwi,<br />

Sultanate of Oman<br />

Director<br />

- Verlagsbeteiligungs- und Verwaltungsgesellschaft<br />

mbH, Frankfurt/Main<br />

advisory board member<br />

- ADIG-Investment Luxemburg S.A., Luxembourg,<br />

Luxembourg<br />

Director<br />

- Commerz (East Asia) Ltd., Hong Kong, China<br />

Chairman of the Board of Directors<br />

- Commerz Securities (Japan) Company Ltd.,<br />

Hong Kong/Tokyo<br />

Director<br />

- Commerzbank Europe (Ireland) Unltd., Dublin,<br />

Ireland<br />

Chairman of the Board of Directors<br />

- Commerzbank International (Ireland Unltd.,<br />

Dublin, Ireland<br />

Chairman of the Board of Directors<br />

- Commerzbank International S.A. (DISAL),<br />

Luxembourg, Luxembourg<br />

Director<br />

- Commerzbank (South East Asia) Ltd.,<br />

Singapore<br />

Chairman of the Board of Directors<br />

Dr. rer. oec. Herbert Müller<br />

Bochum,<br />

Executive Board member of<br />

Rheinmetall <strong>AG</strong>, Düsseldorf<br />

(as from March 28, 2002)<br />

Member of further supervisory boards:<br />

- Pierburg <strong>AG</strong>, Neuss<br />

- Rheinmetall DeTec <strong>AG</strong>, Ratingen<br />

- ADITRON <strong>AG</strong>, Düsseldorf<br />

- Rheinmetall Elektronik <strong>AG</strong>, Düsseldorf<br />

- Jagenberg <strong>AG</strong>, Neuss<br />

Dr. Siegfried Roth *)<br />

Rüsselsheim,<br />

Union Secretary at<br />

the General Secretariat of IG Metall,<br />

Frankfurt<br />

Member of further supervisory boards:<br />

- Ford-Werke <strong>AG</strong>, Cologne<br />

- Ford Deutschland Holding GmbH, Cologne<br />

113


114<br />

Consolidated financial statements <strong>2001</strong> of Kolbenschmidt Pierburg <strong>AG</strong><br />

Executive Board of Kolbenschmidt Pierburg <strong>AG</strong><br />

Executive Board<br />

Dr. rer. nat. Dipl.-Phys.<br />

Dieter G. Seipler<br />

Meerbusch<br />

Chairman (up to Oct. 31, <strong>2001</strong>)<br />

Development, Coordination<br />

Supervisory board memberships:<br />

- KS Kolbenschmidt GmbH, Neckarsulm<br />

- KS Gleitlager GmbH, St. Leon-Rot<br />

(chairman)<br />

Member of comparable German<br />

or foreign boards:<br />

- Karl Schmidt Unisia Inc., Marinette, USA<br />

(chairman)<br />

- Pierburg S.p.A., Lanciano, Italy<br />

- Carbureibar S.A., Abadiano, Spain<br />

Dr. Gerd Kleinert<br />

Gottmadingen<br />

Chairman (as from Nov. 1, <strong>2001</strong>)<br />

Development, Coordination<br />

Supervisory board memberships:<br />

- KS Kolbenschmidt GmbH, Neckarsulm<br />

- KS Gleitlager GmbH, St. Leon-Rot<br />

(chairman)<br />

Member of comparable German<br />

or foreign boards:<br />

- Karl Schmidt Unisia Inc., Marinette, USA<br />

(Chairman)<br />

- Pierburg S.p.A., Lanciano, Italy<br />

- Carbureibar S.A., Abadiano, Spain<br />

Dr.-Ing. W. Hans Engelskirchen<br />

Kaarst<br />

Production<br />

Supervisory board memberships:<br />

- KS Kolbenschmidt GmbH, Neckarsulm<br />

- KS Gleitlager GmbH, St. Leon-Rot<br />

- KS Aluminium-Technologie <strong>AG</strong>, Neckarsulm<br />

(chairman)<br />

Dr. jur. Jörg-Martin Friedrich<br />

Ludwigsburg<br />

Human Resources<br />

Supervisory board memberships:<br />

- KS Gleitlager GmbH, St. Leon-Rot<br />

- KS Aluminium-Technologie <strong>AG</strong>, Neckarsulm<br />

Member of comparable German<br />

or foreign boards:<br />

- Kolbenschmidt Istanbul Dis Ticaret<br />

ve Pazarlama A.S.,<br />

Istanbul, Turkey<br />

- KS International Investment Corp.,<br />

Southfield, USA<br />

- KS France S.A., Paris, France<br />

Dipl.-Kfm. Heinz-Ludger Heuberg<br />

Wülfrath<br />

Finance/Controlling<br />

(up to Feb. 28, 2002)<br />

Supervisory board memberships:<br />

- KS Kolbenschmidt GmbH, Neckarsulm<br />

- KS Gleitlager GmbH, St. Leon-Rot<br />

- KS Aluminium-Technologie <strong>AG</strong>, Neckarsulm<br />

Dipl.-Betriebswirt Georg Liebler<br />

Düsseldorf<br />

Marketing<br />

Supervisory board memberships:<br />

- KS Kolbenschmidt GmbH, Neckarsulm<br />

(chairman)<br />

- KS Aluminium-Technologie <strong>AG</strong>, Neckarsulm<br />

- Société Mosellane de Mécanique S.A.,<br />

Thionville, France<br />

Member of comparable German<br />

or foreign boards:<br />

- Karl Schmidt Unisia Inc., Marinette, USA<br />

- Carbureibar S. A., Abadiano, Spain<br />

- Pierburg Inc., Fountain Inn (Greenville), USA<br />

- Hirschmann Ges.m.b.H., Rankweil, Austria<br />

- Märkisches Werk Halver GmbH, Halver<br />

advisory board chairman<br />

- Preh Group, Bad Neustadt/Saale<br />

Member of the shareholder committee<br />

Dr. Peter P. Merten<br />

Herrsching<br />

Finance/Controlling<br />

(as from Mar. 1, 2002)<br />

Supervisory board memberships:<br />

- KS Kolbenschmidt GmbH, Neckarsulm<br />

- KS Gleitlager GmbH, St. Leon-Rot<br />

- KS Aluminium-Technologie <strong>AG</strong>, Neckarsulm<br />

115

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