GFT Solutions emagine Total Eliminations Consolidated
€ thsd. 30/06/2013 30/06/2012 30/06/2013 30/06/2012 30/06/2013 30/06/2012 30/06/2013 30/06/2012 30/06/2013 30/06/2012
External sales 69,137 60,849 45,035 55,533 114,172 116,382 16 0 114,188 116,382
Inter-segment sales 295 13 642 2,288 937 2,301 -937 -2,301 0 0
Total revenues 69,432 60,862 45,677 57,821 115,109 118,683 -921 -2,301 114,188 116,382
scheduled depreciation -582 -578 -90 -158 -672 -736 -55 -27 -727 -763
significant non-cash income/expenditure
other than depreciation -58 -32 0 0 -58 -32 -36 -268 -94 -300
Interest income 53 47 1 2 54 49 160 190 214 239
Interest expenses -63 -70 -13 -13 -76 -83 4 -32 -72 -115
share of net profits of associated companies
reported according to the equity method -2 -13 0 0 -2 -13 0 0 -2 -13
Segment result (EBT) 6,928 4,252 3 1,146 6,931 5,398 -1,431 -1,615 5,500 3,783
segment assets 90,864 77,827 31,861 38,748 122,725 116,575 10,831 14,138 133,556 130,713
shares in associated companies reported according to the equity method 28 34 0 0 28 34 0 0 28 34
Investments in non-current intangible and tangible assets 872 684 13 91 885 775 1,978 25 2,864 800
segment liabilities 29,630 29,752 18,104 24,936 47,734 54,688 7,169 2,868 54,903 57,556
31/06/2013 31/06/2012 adjusted*
Total segment revenue 115,109 118,683
Occasionally occurring revenue 16 0
Elimination of intersegment revenue -937 -2,301
Group revenue 114,188 116,382
Total segment results (EBT) 6,931 5,398
Non-attributed expenses/income of group hq -876 -2,500
Non-attributed income for elimination of interim results 0 876
Other -555 9
Group result before taxes 5,500 3,783
€ thsd. 30/06/2013 30/06/2012
Total segment assets 122,725 116,575
Non-attributed assets of group hq 114 116
securities 1,238 7,426
Assets from income taxes 6,679 6,447
Other 2,800 149
Group assets 133,556 130,713
Total segment liabilities 47,734 54,688
Non-attributed liabilities of group hq 198 322
liabilities from income taxes 5,272 2,114
Other 1,699 432
Group liabilities 54,903 57,556
* We refer to Note 1 of the Consolidated Interim financial statements.
The reconciliation discloses items which per definition are not compo-nents of the segments. Non-attributed items of group hq, e.g. from centrally managed issues, are also included. Business transactions between the segments are also eliminated in the reconciliation.
Due to reduced earnings expectations for gfT financial solutions Ag, as described in point 2, the segment liabilities of gfT solutions were re-duced by €1,282 thousand.
tangible assets
in € million 01/01/–
30/06/2013
01/01/–
30/06/2012
30/06/2013 30/06/2012
germany 40.18 44.72 34.84 32.67
uK 25.94 18.11 0.03 0.07
spain 13.21 13.95 1.35 1.21
france 20.66 19.92 0.08 0.10
usA 4.29 5.96 5.15 5.33
switzerland 4.37 6.19 0.09 0.38
Other countries 5.54 7.53 0.34 0.29
Total 114.19 116.38 41.88 40.05
* Determined by client location
Revenue from clients who account for more than 10% each of group revenue is shown below:
Revenue Segments in which this revenue
is generated
in € million 01/01/–
30/06/2013
01/01/–
30/06/2012
01/01/–
30/06/2013
01/01/–
30/06/2012
Client 1 44.20 36.26 gfT solutions,
emagine
gfT solutions, emagine
5. Changes to contingent liabilities · · · ·
As of 30 June 2013, there were no significant changes to contingencies and other financial commitments compared to the Consolidated financial statements as at 31 December 2012. As at 31 December 2012, there were no contingent receivables.
€ thsd. 30/06/2013 31/12/2012
Valued at amortised cost
Valued at fair value Carrying
amount in the balance sheet
Valued at amortised cost
Valued at fair value Carrying
amount in
Receivables from goods and services rendered
loans and receivables 49,295 49,295 49,295 40,351 40,351 40,351
Amounts due from customers for construction work
loans and receivables 5,115 5,115 5,115 3,855 3,855 3,855
securities held as non-current assets 118 118 118 3,189 3,189 3,189
fixed-interest securities Available-for-sale financial assets
0 0 0
3,071 3,071 3,071
variable-interest securities financial assets measured at fair value through profit or loss and classified as such upon initial recognition
118 118 118 118 118
securities held as current assets 1,120 1,120 1,120 1,316 1,316 1,316
variable-interest securities Available-for-sale financial assets
1,120 1,120 1,120 861 861 861
variable-interest securities financial assets measured at fair value through profit or loss and classified as such upon initial recognition
0 0 455 455 455
Cash and cash equivalents loans and receivables 26,472 26,472 26,472 35,912 35,912 35,912
Other long-term assets loans and receivables 609 609 609 411 411 411
Other short-term assets loans and receivables 416 416 416 416 416 416
Total financial assets 81,907 81,907 1,238 1,238 83,145 80,945 80,945 4,505 4,505 85,450
loans and receivables
Available-for-sale financial assets 1,120 1,120 1,120 3,932 3,932 3,932
financial assets measured at fair value through profit or loss
118 118 118 573 573 573
1 fair values were measured on the basis of quoted prices (unadjusted) in active markets for identical assets or liabilities.
2 fair values were measured on the basis of inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
3 fair values were measured on the basis of inputs for the asset or liability that are not based on observable market data (unobservable inputs).
(not certified)
€ thsd. 30/06/2013 31/12/2012
Valued at amortised cost
Valued at fair value Carrying
amount in the balance sheet
Valued at amortised cost
Valued at fair value Carrying
amount in
Receivables from goods and services rendered
loans and receivables 49,295 49,295 49,295 40,351 40,351 40,351
Amounts due from customers for construction work
loans and receivables 5,115 5,115 5,115 3,855 3,855 3,855
securities held as non-current assets 118 118 118 3,189 3,189 3,189
fixed-interest securities Available-for-sale financial assets
0 0 0
3,071 3,071 3,071
variable-interest securities financial assets measured at fair value through profit or loss and classified as such upon initial recognition
118 118 118 118 118
securities held as current assets 1,120 1,120 1,120 1,316 1,316 1,316
variable-interest securities Available-for-sale financial assets
1,120 1,120 1,120 861 861 861
variable-interest securities financial assets measured at fair value through profit or loss and classified as such upon initial recognition
0 0 455 455 455
Cash and cash equivalents loans and receivables 26,472 26,472 26,472 35,912 35,912 35,912
Other long-term assets loans and receivables 609 609 609 411 411 411
Other short-term assets loans and receivables 416 416 416 416 416 416
Total financial assets 81,907 81,907 1,238 1,238 83,145 80,945 80,945 4,505 4,505 85,450
loans and receivables
Available-for-sale financial assets 1,120 1,120 1,120 3,932 3,932 3,932
financial assets measured at fair value through profit or loss
118 118 118 573 573 573
1 fair values were measured on the basis of quoted prices (unadjusted) in active markets for identical assets or liabilities.
2 fair values were measured on the basis of inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
3 fair values were measured on the basis of inputs for the asset or liability that are not based on observable market data (unobservable inputs).
€ thsd. 30/06/2013 31/12/2012
Valued at amortised cost
Valued at fair value Carrying
amount in the balance sheet
Valued at amortised cost
Valued at fair value Carrying
amount in the balance sheet
Carrying amount
Fair value
Carrying amount
Fair value Carrying
amount
Fair value
Carrying amount
Fair value
Level 1 1 Level 2 2 Level 3 3 Level 1 1 Level 2 2 Level 3 3
Financial liabilities
financial liabilities financial liabilities valued at amortised cost
2,596 2,596 2,596 0 0 0
Trade liabilities valued at amortised cost 16,690 16,690 16,690 19,835 19,835 19,835
Other liabilities valued at amortised cost 676 676 676 685 685 685
financial liabilities from subsequent purchase price payments
valued at amortised cost 2,209 2,209 2,209 3,671 3,671 3,671
Total financial liabilities 22,171 22,171 22,171 24,191 24,191 24,191
financial liabilities valued at amortised cost
22,171 22,171 22,171 24,191 24,191 24,191
1 fair values were measured on the basis of quoted prices (unadjusted) in active markets for identical assets or liabilities.
2 fair values were measured on the basis of inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
3 fair values were measured on the basis of inputs for the asset or liability that are not based on observable market data (unobservable inputs).
€ thsd. 30/06/2013 31/12/2012
Valued at amortised cost
Valued at fair value Carrying
amount in the balance sheet
Valued at amortised cost
Valued at fair value Carrying
amount in the balance sheet
Carrying amount
Fair value
Carrying amount
Fair value Carrying
amount
Fair value
Carrying amount
Fair value
Level 1 1 Level 2 2 Level 3 3 Level 1 1 Level 2 2 Level 3 3
Financial liabilities
financial liabilities financial liabilities valued at amortised cost
2,596 2,596 2,596 0 0 0
Trade liabilities valued at amortised cost 16,690 16,690 16,690 19,835 19,835 19,835
Other liabilities valued at amortised cost 676 676 676 685 685 685
financial liabilities from subsequent purchase price payments
valued at amortised cost 2,209 2,209 2,209 3,671 3,671 3,671
Total financial liabilities 22,171 22,171 22,171 24,191 24,191 24,191
financial liabilities valued at amortised cost
22,171 22,171 22,171 24,191 24,191 24,191
1 fair values were measured on the basis of quoted prices (unadjusted) in active markets for identical assets or liabilities.
2 fair values were measured on the basis of inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
3 fair values were measured on the basis of inputs for the asset or liability that are not based on observable market data (unobservable inputs).
ments show the carrying amounts and the fair value of the individual financial assets and liabilities for each individual class of financial instru-ments, and transfers them to the corresponding balance sheet items.
The fair value of a financial instrument is the price at which a party would take on the rights and/or obligations from this financial instru-ment from an independent, contractually-willing other party.
In the case of financial instruments to be accounted for at fair value, the fair value is determined on the basis of market prices. If no market prices are available, a valuation is carried out using typical valuation methods based on instrument-specific market parameters.
The fair value of loans and receivables and of original liabilities is deter-mined as the present value of future cash inflows or outflows, discounted at a current interest rate on the balance sheet date taking into account the respective due date of the asset items or the residual term of the liability. Owing to the mainly short maturity term of trade payables and receivables, other receivables and liabilities and cash and cash equivalents,
financial instruments stated in the balance sheet at fair value can be classified according to the following hierarchy which reflects to which extent the fair value is observable:
level 1: measurement at fair value on the basis of quoted prices (un-adjusted) in active markets for identical assets or liabilities.
level 2: measurement at fair value using inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
level 3: measurement at fair value based on inputs for the asset or liabil-ity that are not based on observable market data (unobservable inputs).
quantitative disclosures for financial instruments stated in the balance sheet at fair value are included in the table on pages 30 –33 of the Notes to the Interim financial statements.
As in the previous period, no reclassifications between the three levels were made during the current financial year.
7. Investments/disinvestments · · · ·
During the period 1 January to 30 June 2013, the gfT group invested
€71 thousand in intangible assets (1 January – 30 June 2012: €162 thousand) and €2,793 thousand in tangible assets (1 January – 30 June 2012: €638 thousand). There were no significant disinvestments in the reporting period. Additions to non-current tangible assets mainly refer to the purchase of an administration building totalling €1,950 thousand.
changes in related party disclosures. There were also no changes in the composition of related parties nor in relations with such parties.
9. Events after 30 June 2013 · · · ·
In an agreement dated 30 May 2013, gfT holding Italy s.R.l., Milan, Italy, acquired an 80% stake in the Italian IT service provider sempla s.R.l., Milan, Italy, for a purchase price of €21,080 thousand. The acquisition of the company was closed on 3 July 2013 and gfT holding Italy s.R.l., Milan, Italy, has controlled the acquired company since this date.
gfT holding Italy s.R.l., Milan, Italy, has agreed a put and call option for the acquisition of the remaining 20%.
The main motivation for the acquisition was to strengthen the position of gfT as an IT specialist for banks and to add high-quality consulting expertise on the Italian market. further reasons included:
a) The high level of skill and motivation of employees at sempla s.R.l.
b) Expected synergies between gfT and sempla s.R.l. in the joint tapping of customers on the Italian market
c) Positioning of selected expertise of sempla s.R.l. among European clients of the gfT group (credit products)
In total, the acquisition is intended to drive the continued international-isation of the gfT group.
Due to the proximity of the acquisition and the reporting date, the disclo-sures required by IfRs 3 B 64(f)-(o), (q) in conjunction with IfRs 3 B 66 could not be made as there was not yet any opening balance sheet nor purchase price allocation.
Stuttgart, 6 August 2013
gfT Technologies Aktiengesellschaft The Executive Board
Ulrich Dietz Jean-François Bodin Marika Lulay Dr. Jochen Ruetz
Executive Board Executive Board Executive Board Executive Board
(Chairman)
To the best of our knowledge, and in accordance with the applicable reporting principles, the Interim Consolidated financial statements give a true and fair view of the assets, liabilities, fi nancial position and profi t or loss of the group, and the Interim group Management Report includes a fair review of the development and performance of the business and the position of the group, together with a description of the principal opportunities and risks associated with the expected development of the group for the remaining fi scal year 2013.
Stuttgart, 6 August 2013
gfT Technologies Aktiengesellschaft The Executive Board
Ulrich Dietz Jean-François Bodin Marika Lulay Dr. Jochen Ruetz
Executive Board Executive Board Executive Board Executive Board
(Chairman)
Stuttgart, 6 August 2013
KPMg Ag
Wirtschaftsprüfungsgesellschaft
schwebler Bauer Auditor Auditor To GFT Technologies AG, Stuttgart
We have reviewed the condensed interim consolidated financial statements of the gfT Technologies Ag, stuttgart, – comprising the consolidated income statement, consolidated statement of comprehensive income, consolidated balance sheet, consolidated statement of changes in equity, consolidated cash flow statement and the notes – together with the interim group management report of the gfT Technologies Ag, for the period from January 1 to June 30, 2013 that are part of the semi annual according to § 37 w (or
§ 37 x Abs. 3) Wphg [»Wertpapierhandelsgesetz«: »german securities Trading Act«]. The preparation of the condensed interim consolidated financial statements in accordance with those IfRs applicable to interim financial reporting as adopted by the Eu, and of the interim group management report in accordance with the requirements of the Wphg applicable to interim group management reports, is the responsibility of the Company’s management. Our responsibility is to issue a report on the condensed interim consolidated financial statements and on the interim group management report based on our review.
We performed our review of the condensed interim consolidated financial statements and the interim group management report in accordance with the german generally accepted standards for the review of financial statements promulgated by the Institut der Wirtschaftsprüfer (IDW). Those standards require that we plan and perform the review so that we can preclude through critical evaluation, with a certain level of assurance, that the condensed interim consolidated financial statements have not been prepared, in material respects, in accordance with the IfRs applicable to interim financial reporting as adopted by the Eu, and that the inte-rim group management report has not been prepared, in material respects, in accordance with the require-ments of the Wphg applicable to interim group management reports. A review is limited primarily to inquiries of company employees and analytical assessments and therefore does not provide the assurance attainable in a financial statement audit. since, in accordance with our engagement, we have not performed a financial statement audit, we cannot issue an auditor’s report.
Based on our review, no matters have come to our attention that cause us to presume that the condensed interim consolidated financial statements have not been prepared, in material respects, in accordance with the IfRs applicable to interim financial reporting as adopted by the Eu, or that the interim group manage-ment report has not been prepared, in material respects, in accordance with the requiremanage-ments of the Wphg applicable to interim group management reports.