Consolidated Financial Statements Geberit Group
Notes to the Consolidated Financial Statements
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1. Basis of preparation
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2. Changes in Group organization
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3. Summary of significant accounting policies
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4. Risk assessment and management
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5. Management of capital
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6. Marketable securities
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7. Trade accounts receivable
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8. Other current assets and current financial assets
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9. Inventories
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10. Property, plant and equipment
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11. Other non-current assets and non-current financial assets
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12. Goodwill and intangible assets
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13. Short-term debt
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14. Other current provisions and liabilities
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15. Long-term debt
2011 2010 MCHF MCHF Private Placement 61.0 60.7 Revolving Facility 0.0 0.0 Other debt 14.6 12.7 Total debt 75.6 73.4 Short-term portion of debt (see Note 13) -64.8 -3.3 Total long-term debt 10.8 70.1 Private Placement
In December 2002, the Group raised MUSD 100.0 from various US insurance companies through a privately placed debt (“Private Placement”) issued by its US subsidiary The Chicago Faucet Company. The Private Placement is split into (i) a series A (MUSD 35.0), which carries a coupon of 5.0% and was due on December 19, 2009, and (ii) a series B (MUSD 65.0), which carries a coupon of 5.54% and is due on December 19, 2012. The series A (MUSD 35.0) was paid back on maturity (December 19, 2009).
The Private Placement is secured by guarantees from Geberit AG, Geberit Holding AG and Geberit Verwaltungs GmbH. The Group must comply with the following financial ratios. Both conditions were met on December 31, 2011.
- EBITDA/financial result, net: min. 3.0x - Net debt/EBITDA: max. 3.5x As of December 31, 2011, the fair value of the Private Placement amounted to MCHF 63.2 (PY: MCHF 65.2). It is calculated by discounting all future cashflows with the current interest rate (swap rate applicable for remaining time to maturity plus credit spread).
Revolving Facility
At the end of June 2009, the Geberit Group opened a firmly committed credit line (“Revolving Facility”) of MCHF 250 with a banking syndicate. The Group changed the conditions of the firmly committed credit line of MCHF 250 as of June, 2011, and rolled over the credit term. Apart from a reduction of the credit line by MCHF 100 to MCHF 150, an improvement of the financial conditions could be achieved. The credit line is newly firmly committed until June 2016 and will ensure the Group’s financial flexibility. At December 31, 2011, the Revolving Facility bears interest at LIBOR plus an annual interest margin of 0.5%. The interest margin depends on the net debt to EBITDA ratio. This ratio is verified on a quarterly basis. In addition in the case of a drawdown of the credit line of 33⅓%, a utilization fee of 0.15% is due on the entire credit portion and in the case of a drawdown of 66⅔%, a utilization fee of 0.30% is due. The interest is payable at the maturity date of the respective drawing used under the Revolving Facility. The drawings can have terms of one to six months. A commitment fee of 35% of the applicable interest margin is due on the unused portion. Drawings under the Revolving Facility are secured by guarantees from Geberit AG, Geberit Holding AG, Geberit Verwaltungs GmbH, and the Chicago Faucet Company, and contain covenants and conditions typical for syndicated financing, among others, compliance with the following financial ratios:
- EBITDA/financial result, net: min. 5.0x - Net debt/EBITDA: max. 3.0x - Equity/total assets: min. 25% The limits for these financial ratios were fulfilled on December 31, 2011. In 2011 and 2010, no drawdown of the Revolving Facility took place.
Other debt
As of December 31, 2011, the Group had MCHF 14.6 of other debt (PY: MCHF 12.7). This debt incurred an effective interest rate of 6.0% (PY: 6.0%).
Currency mix
Of the debt outstanding as of December 31, 2011, MCHF 14.6 was denominated in EUR (PY: MCHF 12.3) and MCHF 61.0 in USD (PY: MCHF 60.9).
Convertible Bond
On June 14, 2004, the Group issued a Convertible Bond at a nominal value of MCHF 170.0. The Convertible Bond was split into 34,000 bond fractions at a par value of CHF 5,000 each. By the maturity date of June 14, 2010, a total of 5,189 fractions of the Convertible Bond in the nominal value of MCHF 25.8 had been converted into 266,431 shares in the first half-year. By the maturity of the Convertible Bond, all 34,000 fractions of the Convertible Bond in the nominal value of MCHF 170.0 had been converted into 1,718,095 shares. The effective interest rate of the Convertible Bond charged to the income statement was 3.56% (MCHF 0.1) in 2010.
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16. Derivative financial instruments
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17. Retirement benefit plans
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18. Participation plans
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19. Deferred tax assets and liabilities
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20. Other non-current provisions and liabilities
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21. Contingencies
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22. Capital stock and treasury shares
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23. Earnings per share
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24. Cash discounts and customer bonuses
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25. Other operating expenses, net
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26. Financial result, net
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27. Income tax expenses
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28. Cashflow figures
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29. Segment reporting
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30. Related party transactions
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31. Foreign exchange rates
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32. Subsequent events
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33. Additional disclosures on financial instruments
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34. Group companies as of December 31, 2011
