ANNUAL REPORT 2012 - Berndorf AG

ANNUAL REPORT 2012

facts & figUREs
in EUR million 2012 2011
2010 2009
Net sales 496.0 528.5 374.6 337.0
Operating income 513.8 549.5 384.7 330.7
Result from ordinary activites 36.8 58.3 29.0 17.3
Net profit 23.7 40.4 25.1 0.3
Gross cash flow 64.0 82.8 41.6 32.7
Equity 174.1 165.3 125.7 106.6
Interest bearing net debt* 88.8 77.4 13.4 18.3
Fixed assets 194.2 171.6 111.4 115.8
Working Capital** 152.0 149.0 139.5 126.6
Total assets* 417.8 405.0 286.6 262.2
Return on result from ordinary activites 7.2% 10.6% 7.5% 5.2%
Return on gross cash flow 12.5% 15.1% 10.8% 9.9%
Equity ratio* 41.7% 40.8% 43.9% 40.7%
Long term capital ratio** 75.5% 71.9% 68.2% 70.7%
Employees 2,429 2,364 1,926 2,136
Operating income per employee 0.21 0.23 0.20 0.15
* minus cash & marketable securities
** according to company standards

CONTENT
Management & Supervisory Board
Organigram
History
Strategy & Positioning
Operational Review
Trading Environment
Revenue
Earnings
Financial position
Investment
Research & Developement
Employees
Risk & opportunity management
Outlook
Financials
Balance sheet
Income statement
Cashflow statement
Report of the supervisory board
Auditor‘s report
Adresses
page 3
page 4
page 6
page 8
page 10
page 18
page 25
1

2
“Sustained innovation over the long
term is the key to our ongoing
success – as highlighted by the
exciting projects Group companies
submitted to our annual innovation
competition, the ‘Innovationskaiser‘.
Most of the projects are well past
the conceptual stage and already
close to being implemented...“
Peter Pichler Chief Executive Offi cer,
Chairman of the Management Board;
at Berndorf since 1990

MEMBERS OF THE
MANAGEMENT & SUPERVISORY BOARD
Dietmar Müller
Member
of the Management Board
Sonja Zimmermann
Shareholders‘ Representative
Wilfried Zimmermann
Shareholders‘ Representative
Peter Pichler
Chairman
of the Management Board Franz Viehböck
Norbert Zimmermann
Chairman of the Supervisory Board
Shareholders‘ Representative
Michael Lokay
Employee Representative
Member
of the Management Board
Thomas Riecker
Shareholders‘ Representative
Rainer Koller
Employee Representative
3

4
THE COMPANIES AT BERNDORF AG
Tool & mould making
HASCO Hasenclever GmbH & Co. KG
HASCO Austria GmbH
HASCO Suisse AG
HASCO form service AB
HASCO INTERNORM Ltd.
HASCO India Pvt. Ltd.
HASCO Encounter Ltd.
HASCO Trading (Shenzen) Co. Ltd.
HASCO America Inc.
Automotives
stoba Präzisionstechnik GmbH & Co. KG
stoba Präzisionstechnik UK Limited
Joh. Pengg AG
Process- & surface technology
Berndorf Band GmbH
Berndorf Band Engineering GmbH
Berndorf Belt Technology, Inc.
Hueck Rheinische GmbH
Hueck Engraving GmbH & Co. KG
Berndorf Sondermaschinenbau GmbH
Beijing Baidefu
Technology Developement Co., Ltd.
Nippon Belting Co., Ltd.
Berndorf Steel Belt Systems Ltd. Co.
SBS Steel Belt Systems s.r.l.
SBS Steel Belt Systems USA, Inc.
OOO Rheinische Technology

Heat treatment
Aichelin GmbH
Aichelin Service GmbH
EMA Indutec GmbH
NOXMAT GmbH
Aichelin Heat Treatment Systems
(Beijing) Co. Ltd.
SAFED Suisse SA
SAFED France S.A.S.
SAFED Industrieöfen GmbH
Aichelin
Heat Treatment Systems Inc. Ltd.
EMA
Induction Technology Beijing Co., Ltd.
Aichelin Unitherm
Heat Treatment Systems India Pvt. Ltd.
Aichelin Tianjie
Heat Treatment Systems (Tangshan)
Co., Ltd.
Tangshan Aichelin Pioneer
Heat Treatment Systems Co., Ltd.
Bosio d.o.o.
NOXMAT Energy Technique
Beijing Co. Ltd.
Pool construction
Berndorf Metall- und Bäderbau GmbH
Berndorf Bäderbau Deutschland GmbH
Berndorf Bäderbau Schweiz AG
Berndorf Bäderbau s.r.o.
Berndorf Bäderbau Polen sp. z o.o.
Berndorf Bäderbau SK s.r.o.
Berndorf Bäderbau Rumänien s.r.l.
Process engineering
Silica Verfahrenstechnik GmbH
Silica Anlagenbau GmbH & Co. KG
Joint ventures
PC Electric GmbH
Lumpi-Berndorf Draht- und
Seilwerk GmbH
Imagination Computer Services GmbH
Online Media Communications
Design GmbH
Easyfocus GmbH
FerRobotics GmbH
5

6
“In industry, ‘soft’ site factors will
become the new hard currency –
because a firmly established corporate
culture is vital to improving
employee performance. And the
Berndorf Group is set to benefit
from this.”
Dietmar Müller, Chief Financial Offi cer,
Member of the Management Board;
at Berndorf since 1990

HISTORY OF BERNDORF AG
1843
Alfred Krupp and
Alexander Schoeller found
Berndorfer Metallwerke
1856
The company makes
its first profits
1870
More than 1,000 employees
1874
First company in Austria
using electricity
1900
Global market leader for tableware,
approximately 3,000 employees
1938
Incorporation into the Krupp Group,
arms production
1945
Company under Soviet administration,
removal of all machinery
1957
Merger with the Ranshofen
aluminium plant to form
Vereinigte Metallwerke
Ranshofen-Berndorf
1986
Restructuring and reorganisation
under Norbert Zimmermann’s
leadership
1988
Management buyout by
nine-member management team
1991
Participation in Silica
Verfahrenstechnik
1994
Participation in PC Electric
1995
Acquisition of Schoeller-Bleckmann
Oilfield Equipment AG (SBO)
1997
Acquisition of Aichelin
Flotation of Schoeller-Bleckmann
on EASDAQ in Brussels,
Participation in Joh. Pengg
1999
Cooperation between Berndorf Band
and Hueck Engraving
2001
Sale of cutlery division to
Guy Degrenne
2005
Capital increase of Schoeller-
Bleckmann and reduction of shares
to 31%, start of an investment
programme worth €150 million at
Schoeller-Bleckmann
2006
Joint venture of Lumpi-Berndorf
Draht- und Seilwerk
SBO Spin-off
2007
Acquisitions of HASCO, SAFED
and Rheinische Press Pad
2008
New Board of Directors
at Berndorf AG
2011
Acquisition of stoba
Präszisionstechnik
2012
Acquisition Bosio d.o.o.
Acquisition of suppliers of
Aichelin China
7

8
“The decisive factor is that we have
been able to keep the brightest
minds and their unique know-how
on board, even during periods of
economic volatility. This means we
are well placed to take advantage of
an upturn in the economy. HASCO,
Aichelin and stoba all have excellent
potential for growth.”
Franz Viehböck, Chief Technical Offi cer,
Member of the Management Board;
at Berndorf since 2002

STRATEGY & POSITIONING
Medium sized companies,
managed decentralized
The Berndorf Group comprises a
number of internationally active
companies which are very well positioned
in niche markets. These medium-sized
companies are managed
on a decentralized, entrepreneurial
basis by managing directors who
are fully authorised to take swift,
strategic decisions. This structure
enables us to respond quickly and
flexibly to customer and market
needs. Our corporate culture emphasises
trust and openness. The
fact that managing directors and
employees own shares and profit
participation rights in their own lead
companies contributes considerably
to the Group’s success by boosting
the entrepreneurial involvement of
the entire workforce. This employee
shareholding scheme, which was revised
in 2004, has proved a great
success. This direct participation
in the success of the company also
strengthens the desire of employees
to remain with the company.
„Hidden Champions“
Our policy of strategically positioning
our companies in niche markets
enables them to gain a substantial
share of their market and makes
each one of them a „hidden champion“
amongst Austrian and German
exporters. Our companies maximise
their competitiveness by carefully
targeting their product programmes
and maintaining an awareness of
their own strengths. We believe that
our efficient innovation processes
and global approach to the marketing
of products, solutions and services
will secure our market-leading
position and drive our future growth.
Long term perspective
Acquisitions and restructuring are
amongst the core competencies of
Berndorf Group. We have shown on
a number of occasions that we can
act quickly to offer successful entrepreneurs,
employees, suppliers and
customers a partnership opportunity
with genuine long-term prospects.
Indeed, we place great value on a
culture of mutual trust and respect
in working towards an optimum solution
for all parties.
After the management buyout in
1988, the Berndorf Group elected
to transform itself into an internationally
focused company. Whilst only
2% of our employees worked abroad
in 1988, by 2012, this figure had
increased to two thirds. International
and export sales now account for
95% of Group revenues.
Tool making and plant construction
Metalworking
The companies in the Berndorf
Group specialise in high-tech toolmaking,
plant engineering and
construction, and metalworking. Our
employees are skilled in all of the
production processes involved in the
manufacture of high-tech niche products,
including forging, drilling and
milling using highly sophisticated,
state-of-the-art machines, levelling,
grinding, polishing, welding and
texturing – all with great precision
and to extremely fine tolerances. We
also design and develop plant and
machinery for innovative process
technologies.
Global outlook
The Berndorf Group is an international
concern with more than 60 production
and service companies in
over 20 countries, mainly in Europe,
the USA, China, India and Brazil.
Over the past few years, Berndorf
Group has turned itself into a successful
international group. This
success will form the basis for further
growth, powered equally by innovation
and a strong desire to shape
the future.
9

10
OPERATIONAL REVIEW
TRADING ENVIRONMENT,
REVENUE AND EARNINGS
Austria holds its own in a weak
economic climate
In light of the gloomy conditions on
the global economy in the first half of
2012, Austria’s economic stability in
the final two quarters of last year can
be regarded as a success. The country
achieved modest full-year growth:
the Austrian Institute of Economic
Research (WIFO) expects real GDP
growth for 2012 in Austria to come
in at around 0.7%, following forecasts
of poorer performance during
the year. This means that growth was
below the OECD average, but significantly
above the average among EU
member states.
Sluggish exports and investment
The WIFO believes that the foundations
for a long, broad-based recovery
remain in place. However, as an
open economy Austria is heavily dependent
on levels of demand in the
countries it trades with, and the effects
of the generally weak economic
environment throughout 2012 were
keenly felt. The Oesterreichische Nationalbank
(OeNB) estimates that exports
grew by only 0.7% in real terms
in 2012 (nominal growth: 1.9%).
Lacklustre export performance meant
that companies were very reluctant
to make investments. Despite healthy
profit growth and the low cost of
borrowing, fixed investment has fallen
steadily since the end of 2011,
according to the OeNB.
Auftragseingänge unter dem
Rekordniveau aus 2011
Order intake below record 2011 level
The momentum built up in 2011 –
the most successful year in the Berndorf
Group’s history – continued into
the first quarter of 2012. However,
the significant global downturn in the
third and fourth quarters of the year
resulted in a 10% drop in Groupwide
order intake compared with the
previous year. This meant we were
unable to match the record revenue
figure achieved in 2011. Group-wide
revenue dropped by 6.2% year-on-year
to EUR 496 million (m), compared
with EUR 529m a year earlier.
Given the difficult economic conditions
worldwide, the liquidity provided
by Berndorf AG became increasingly
important, ensuring financial independence
and enhancing the Group’s
flexibility. Our Best in Class internal
optimisation programme, which has
been running for two years, has put
Group companies in a better position
to handle the challenges of a difficult
economic climate independently,
and to do well even in stagnating
markets.
Lower growth affecting all sectors of
the economy
The noticeable deterioration in economic
growth affected virtually all
sectors of the economy in 2012.
While weak demand in emerging
markets and the euro zone was a
drag on global trade growth, Berndorf
Group companies used the downturn
to build on their strengths.
Regrettably, cuts were also necessary
in 2012 – in particular at Berndorf
Bäderbau. The company faced
an extraordinary situation: with the
finances of many Central European
local authorities still under strain,
the main market for swimming pool
construction collapsed. This resulted
in cuts to the workforce. The operational
management team at Berndorf
Bäderbau is implementing a restructuring
programme that will open up
new business segments for the company
and drive growth in the private
customer segment.

in per cent TOTAL CAPITAL YIELD
15%
12%
9%
6%
3%
The 10% fall in Group order intake
in 2012 meant that at the end of the
year total orders on hand at Group
companies were down by almost a
fi fth on their record level at the end
of 2011.
Emerging markets
The decline in performance is partly
due to the Group’s strong global presence.
Berndorf’s larger businesses,
which have production locations
in China and India, felt the impact
of the economic slowdown in these
countries, as the sustained period of
high growth in both countries faltered.
Weak earnings
Profi t from ordinary activities in 2012
was EUR 36.8m, a fall of 36.9% on
the record result of EUR 58.3m in
the previous year.
The unusually strong profi t for 2012
is mainly due to the costs of restructuring
measures in our Heat Treatment
Division, as well as a social plan
and allowances for doubtful debts in
the Pool Construction Division.
0%
2008 2009 2010 2011 2012
SHARE OF BUSINESS AREAS
OF TOTAL CONSOLIDATED TURNOVER
24%
7%
25%
2%
20%
22%
Heat treatment Tool & mould making
Process- & surface technology Pool construction
Automotive industry Process engineering
11

12
OPERATIONAL REVIEW
FINANCIAL POSITION, INVESTMENT
The Berndorf Group’s total assets
rose by EUR 31m year-on-year,
and stood at EUR 505m as of 31
December 2012. Equity edged up
by EUR 9m to EUR 171m.
Strong equity ratio
The equity ratio remained almost unchanged
in 2012, at 34.5% (2011:
34.9%). Adjusted for cash and marketable
securities, the equity ratio
was 41.7%, a slight improvement
on the 2011 figure of 40.8%.
Gross cash flow from operations
totalled EUR 64m (2011: EUR
82.8m).
Liquidity safeguards flexibility
The Berndorf Group has cash and
marketable securities worth EUR
87.2m (2011: EUR 68.9m) which
can be used to make additional investments
at any time. These liquid
assets provide considerable flexibility,
allowing us to react quickly
and effectively in times of economic
uncertainty, and to support the
growth of our subsidiaries and the
Group as a whole.
They also mean that the Group is
well-positioned in volatile conditions.
Net debt increased to EUR
88.8m (2011: EUR 77.4m) as a
result of investment programmes at
stoba and HASCO.
Long-term finance
As in the previous year, the longterm
investment programmes at the
HASCO and stoba sites in Germany,
and at the Berndorf Band site
in Austria were financed largely by
the Group’s own funds. A restrained
approach to acquisitions combined
with the Group’s good performance
in 2012 (despite the slowing economy)
enabled us to increase our reserves.
In order to secure long-term
finance, a large portion of the bonds
due to mature in 2013 were prematurely
redeemed and refinanced by
means of bonded loans. The remaining
small part of the bond issue
will be redeemed in 2013.
Detailed, forward-looking liquidity
planning will give the Group the resources
it needs to maintain financial
independence in the future. At
present, the Group makes only limited
use of factoring to collect receivables,
and none of our receivables
are securitised. The Group continues
to favour extremely cautious
accounting methods, avoiding the
use of generous valuations.
Following a significant acquisition
in 2011 (stoba Präzisionstechnik),
investment in 2012 focused on modernisation
and new construction
at the production facilities in Lüdenscheid
(HASCO) and Backnang
(stoba Präzisionstechnik), both in
Germany.
A major milestone in HASCO’s
multi-year investment programme
was reached with the completion of
a 3,000m2 production hall, including
installation of the world’s most
up-to-date steel cutting system and
erection of a new raw steel warehouse.
These measures have greatly
increased vertical integration and
taken automation to a new level.
Two-thirds of the current investment
plan at HASCO has now been completed.

in Euro million
75
60
45
30
15
stoba Präzisionstechnik’s investments
in extended capacity at the
Backnang plant and a new site in
the UK have created greater flexibility
and expanded the company’s
international presence, bringing it
closer to its customers.
Meanwhile, energy efficiency renovations
and improvements to the
building stock were implemented at
our site in Berndorf.
With regard to acquisitions, Berndorf
AG continues to examine potential
targets with corporate philosophies
that would make them a good
fit for the Berndorf Group. There is
also a focus on integrating smaller
long-term suppliers and partners
into the Group, as demonstrated by
the Aichelin Group’s acquisitions in
Europe and Asia.
Group investment remained unchanged
year on year at EUR 52m,
or approximately 80% of gross cash
flow. Group companies financed investment
principally from their operating
cash flows.
INCOME FROM
ORDINARY ACTIVITIES
0
2008 2009 2010 2011 2012
Investment in intangible assets and
plant, property and equipment was
EUR 41m, while depreciation and
amortisation totalled EUR 27.2m.
About EUR 11m was invested in financial
assets.
in per cent EQUITY RATIO net
50%
40%
30%
20%
10%
0%
2008 2009 2010 2011 2012
58%
42%
BALANCE SHEET STRUCTURE
54%
46%
59%
41%
58%
42%
2012 2011
Equity
Fixed assets
Liabilities
Current assets
* minus cash & mareketable securities
*
13

14
OPERATIONAL REVIEW
RESEARCH AND DEVELOPMENT,
HUMAN RESOURCES,
RISK AND OPPORTUNITY MANAGEMENT
Research and Development
Innovation is a natural human impulse
– and if effectively channelled
and supported, it can become the
cornerstone of a sustainable corporate
culture. Our long track record of
effectively combining strong innovative
capabilities with the Berndorf
brand - which requires a blend of
commercial, technological and research
excellence - is now into its
second century of success.
Since 2011, the Group’s internal
innovation competition, the Innovation
Kaiser, has encouraged and
rewarded outstanding innovation in
Berndorf Group companies. When
judging entries to the competition,
emphasis is placed on originality,
efficiency, and the degree to which
a project has been implemented and
is ready for use. Eight Group companies
submitted entries in 2012.
Joh. Pengg AG, based in Thörl, Styria,
won the 2012 Innovation Kaiser
for developing a special process to
improve the two opposing material
properties in the manufacture of
steel wire, hardness and flexibility.
The annual competition is intended
to boost long-term awareness of the
importance of innovation, irrespective
of current economic trends, and
to recognise the achievements of the
Group companies’ R&D teams.
Human resources
In 2012 the Berndorf Group had an
average of 2,429 employees at fully
consolidated subsidiaries, of whom
1,226 were non-salaried and 1,203
were salaried employees.
The Group sees itself as a global
company with a European outlook.
Although over 95% of revenue comes
from operations or customers
in foreign countries, almost a quarter
of the workforce is still based in
Austria, the Group’s historic heartland.
This reflects our unequivocal
commitment to our Austrian base –
in particular Lower Austria, home to
our sites at Berndorf, Mödling and
Guntramsdorf, as well as to Thörl in
Styria. Just over half of all Berndorf
Group employees are based in Germany.
Berndorf attaches great importance
to promoting development opportunities
for staff in individual Group
companies. The Berndorf Academy,
the Group’s development programme
for high potentials, was established
four years ago to enable participants
to hone their team leadership skills
and learn how application of our
corporate values can support their
day-to-day work. In 2012, the fourth
round of the Berndorf Academy took
place and the programme was conducted
in English for the first time,
making it much easier for staff from
non-German speaking countries to
take part.
The talents@berndorf programme,
which is aimed at attracting highly
qualified management trainees to
Group companies, made its debut
in 2012. Business and technology
students are invited to work at Berndorf
companies in the course of their
degrees, spending time at a number
of different locations.
Management training is provided
by the Berndorf Executive Academy
coaching and leadership programme,
which is also held in English.
Risk and opportunity management
Risk awareness among staff and alertness
to the risks associated with
procurement, distribution, customer
retention and the technological de-

velopment of our products is successfully
embedded and strongly
pronounced throughout the Group.
Each of the Group’s business divisions
has an internal control system
(ICS) as part of its enterprise risk
management system, so that risk
awareness is established and defined
as a formal, transparent requirement.
This issue is also covered
in the rules of procedure of the various
subsidiaries. New Group-wide
financial management guidelines
were introduced in 2011, in order to
promote an increased focus on the
flexible availability of working capital.
Our diverse product portfolio
provides a cushion against the impact
of cyclical downturns, and our
broad customer base minimises our
exposure to sudden falls in demand.
We negotiate fixed interest rates
in order to manage financial risks.
Where appropriate, currency risks
are balanced by means of currency
futures transactions and local production.
Variations in prices and
base materials can largely be passed
on to customers. Liquidity risk is
limited, thanks to sufficient equity
(gross equity ratio: 34.5%, net equity
ratio: 41.7%) and cash and mar-
2.500
2.000
1.500
1.000
ketable securities of EUR 87.2m.
Default risks are kept to a minimum
by insurance and the subsidiaries’
broad customer base.
The risks faced by the Berndorf
Group remain manageable and do
not present any cause for concern
regarding the continued success of
our operations.
Events after the reporting period
There were no events after the reporting
period with an impact on
the disclosures made regarding the
2012 financial year.
500
0
WORKFORCE
2008 2009 2010 2011 2012
15

16
OPERATIONAL REVIEW
OUTLOOK
Outlook for 2013
Our core markets in the EU, USA and
East Asia are currently presenting a
range of different challenges, which,
as a heavily export-orientated Group,
Berndorf must be prepared to meet
with a high degree of flexibility.
In the USA, contracting investment
was offset by robust growth in consumer
spending. The latest report
released by the Austrian Institute
of Economic Research (WIFO) highlights
the effect of the diplomatic
row with China on the development
of the Japanese economy. While the
pace of economic growth has picked
up once again in China, it has yet
to return to the heights reached over
the past few years. Sideways growth
in Europe is further compounded
by tough austerity programmes and
the instability dogging parts of the
continent’s banking sector. However,
industrial production has ceased to
slide in the EU.
We are confident that 2013 will bring
a slow but significant acceleration of
growth in our home market, following
a weak year for the Austrian economy
in 2012. The WIFO figures are
currently pointing towards economic
growth of 1.0% for 2013, a number
that is expected to increase to 1.8%
in 2014. These forecasts are made
on the assumption that there will
be no significant deepening of the
sovereign debt crisis and that consumer
and investor confidence will
continue to mount. The latest business
climate indicator surveys, such
as the latest report published by the
Federation of Austrian Industry (IV)
in January 2013 go some way to
confirming this outlook. In light of
this, businesses are expecting to see
a significant hike in demand in the
second half of the year.
Strategic alignment
We do not expect that the ongoing
volatility and sudden shifts in the
overall economic climate will make
way for a phase of sustained economic
stability in the near future.
As a result, the Berndorf Group will
continue to monitor the economic
landscape carefully, and to increase
our flexibility so that we are prepared
for all eventualities – an approach
that has proved its worth in
the past. Consistent application of
the Group’s risk management strategy,
strong liquidity and the proactive
role played by management in the
Berndorf Group’s day-to-day operations
will ensure that we are able to
continue to build on this successful
strategy.
According to the analysts, Central
European countries are benefiting
greatly from the fact that they produce
many of the capital goods that are
in such high demand from emerging
economies. As the majority of production
sites in the Berndorf Group
are located in this region (particularly
in Austria and Germany), we
believe that the current economic
outlook sets the signal for the continued
positive development of our
subsidiaries and their broad portfolios
of products.
We will work hard to ensure that this
goal remains achievable and that our
Group has sufficient capacities to
keep pace with the forecasted upswing
in demand in 2013/2014. The
Institute for Advanced Studies (IHS)
is predicting growth of 3.3% for
Austrian export markets in 2013, a
figure set to advance to 6% in 2014.
The successful conclusion of various
phases of the Best in Class programme
and the Group’s innovative
spirit should enable Berndorf’s sub-

sidiaries to continue to extend their
market shares in 2013, harnessing
the full potential of their individual
organisational structures, fi nancial
structures and operational independence.
Internationalisation at the heart of the
Group’s development
Value needs to be created in the
markets that are growing. This philosophy
provides the inspiration for
a host of Berndorf Group companies
– chief among them the Aichelin
Group, which has been steadily expanding
its international footprint
for many years now. Aichelin now
employs many more people in China
than it does at its Austrian headquarters
in Mödling, Lower Austria.
Far from being the result of a drive
to relocate Austrian jobs elsewhere,
this development comes courtesy of
the region’s intrinsic dynamism.
Berndorf, 12 March 2013
Despite a slump in growth last year
in Aichelin’s markets in India and
China, all of the company’s forecasts
point towards rapid recovery. Economic
growth for the year is expected
to hover around the 8% mark for the
next few years, and beyond that by
2016. In a breakdown by industry,
India and Russia are expected to
play an increasingly important role
for the automotive sector and related
industries. These countries are
expected to break into the top fi ve
automotive markets by 2015, while
the USA’s number one status remains
unchallenged.
In light of these developments, we
expect many of the Berndorf Group’s
subsidiaries to sharpen the focus on
these growth markets. Rapid expansion
of Berndorf production facilities
in these countries will enable us to
signifi cantly increase our market
share. We are currently drawing up
strategies that will permit us to participate
in the economic upturn in
North America.
The Group’s decentralised organisational
structure and the entrepreneurial
spirit of its employees make
Berndorf a truly global company –
with strong European roots. We will
continue to develop in the same vein
with the support of our Supervisory
Board and strong and visionary owners.
We should like to take this opportunity
to thank all of the Group’s
employees for their hard work and
dedication during the past year, and
are certain that we are excellently
placed to meet the challenges ahead
with their continued support.
Franz Viehböck Peter Pichler Dietmar Müller
17

18
FINANCIALS
BALANCE SHEET (ASSETS)
IN TEUR 2012 2011
A. Fixed assets 194,166 171,577
I. Intangible asset 3,192 2,690
1. Concessions, copyrights and other rights 1,912 1,193
2. Goodwill 980 1,429
3. Advance payments 300 68
II. Property, plant and equipment 142,756 130,572
1. Land, buildings and improvements on leasehold property 41,226 36,090
2. Machinery, plant and equipment 66,433 56,972
3. Other machinery, plant and equipment 25,502 20,993
4. Advance payments and assets under construction 9,595 16,517
III. Financial assets 48,218 38,315
1. Investments in affiliated companies (not consolidated) 15,104 6,610
2. Investments 12,155 11,793
a) Investments in associated companies (consolidated) 8,096 7,733
b) Investments in associated companies (not consolidated) 3,740 3,740
c) Other investments 319 319
3. Loans to affiliated companies (not consolidated) 218 218
4. Marketable securities and rights 20,398 18,591
5. Other loans 344 1,104
B. Current assets 308,845 300,268
I. Inventories 94,316 85,845
1. Raw materials and supplies 32,768 32,986
2. Work in progress less prepayments from customers 34,069 27,175
3. Finished goods and trading stock less prepayments from customers 9,860 8,790
4. Merchandise 8,754 7,612
5. Service not yet invoiced less prepayments from customers 2,659 3,635
6. Advance payments less prepayments from customers 6,206 5,647
II. Receivables and other assets 127,326 145,510
1. Trade accounts receivable 79,805 96,587
2. Accounts receivable from affiliated companies (not consolidated) 6,205 7,601
3. Accounts receivable from associated companies 3,081 6,192
4. Other receivables and assets 38,235 35,130
III. Marketable securities 20,388 16,863
IV. Cash on hand and in banks 66,815 52,050
C. Prepaid Expenses 1,944 2,062
(incl. deferred taxes of TEUR TEUR 1.171; pev. year: TEUR 1.055)
TOTAL ASSETS 504,955 473,906

BALANCE SHEET (LIABILITIES)
IN TEUR 2012 2011
A. Shareholders‘ equity 170,662 161,436
I. Capital stock 11,000 11,000
II. Participation certificate 1,222 1,222
III. Capital surplus 1,778 1,778
IV. Reserves 20,826 21,914
V. Translation component 2,810 3,107
VI. Minority interests 38,308 33,346
VII. Unappropriated retained earnings 94,718 89,069
(thereof retained earnings TEUR 76,338; prev. year: TEUR 62,359)
B. Untaxed reserves 3,478 3,908
1. Reserve from accelerated depreciation and other special write-off 3,120 3,444
2. Other untaxed reserves 358 464
C. Grants 534 674
Grants, § 3 Abs 1 Z 6 EStG
D. Accrued liabilities 81,028 87,342
1. Accrual for serverence payments 8,909 7,683
2. Accruals for pensions 18,628 18,501
3. Tax accruals 4,085 9,720
4. Other accruals 49,405 51,438
E. Liabilities 248,639 219,440
1. Loans 10,500 45,000
2. Bank loans and overdrafts 165,542 101,272
3. Advance payments 28,482 22,351
4. Trade accounts payable 22,426 25,784
5. Accounts payable to affiliated companies (not consolidated) 1,798 1,936
6. Accounts payable to associated companies 37 1,187
7. Other liabilities 19,854 21,910
F. Deferred income 614 1,106
TOTAL LIABILITIES 504,955 473,906
Contingent liabilities 33,918 39,190
19

20
FINANCIALS
INCOME STATEMENT
IN TEUR 2012 2011
1. Net sales 495,978 528,532
2. Decrease/increase in finished and unfinished goods and work in progress 10,934 12,384
3. Own work capitalized 6,906 8,607
4. Other operating income 10,431 11,648
a) Income from sale of property, plant and equipment 165 415
b) Income from reversal of accruals 3,285 2,745
c) Other 6,980 8,488
5. Costs of materials and purchased services -229,967 -250,168
a) Cost of raw materials, supplies and trading stock -191,201 -213,741
b) Cost of purchased services -38,766 -36,427
6. Personnel expenses -143,355 -138,757
a) Wages -43,608 -40,824
b) Salaries -71,063 -69,744
c) Allocation of accrual for severance payments -2,779 -1,993
d) Expenses for pensions -1,139 -1,886
e) Expenses for statutory social security and payroll related contributionse -23,745 -22,667
f) Other social benefit -1021 -1,643
7. Amortization on intangible and depreciation on tangible assets -27,175 -24,444
8. Other operating expenses -83,229 -84,170
a) Taxes -857 -800
b) Other -82,372 -83,370
9. OPERATING INCOME 40,523 63,632

IN TEUR 2012 2011
10. Income from investments 1,895 2,347
a) Affiliated companies 753 648
b) Associated companies 1,142 1,699
11. Income from other longterm securities and loans 795 288
12. Other interest and similar income 1,984 1,911
(thereof affiliated companies: TEUR 169; prev. year: TEUR 279)
13. Income from retirements and writeup of financial assets and marketable securities 702 1,581
14. Expenses related to financial assets and marketable securities -456 -1,733
a) Amortization -190 -1,508
b) Other -266 -225
15. Interest and similar expenses -8,623 -9,693
(thereof affiliated companies: TEUR 15; prev. year: TEUR 6)
16. RESULT FROM FINANCIAL ACTIVITIES -3,704 -5,299
17. RESULT FROM ORDINARY ACTIVITIES 36,818 58,335
18. Extraordinary income 0 541
19. Extraordinary expense -4,182 -7,919
20. EXTRAORDINARY RESULT -4,182 -7,378
21. Income taxes -8,967 -10,526
22. NET PROFIT 23,669 40,429
23. Transfer from untaxed reserves 430 346
24. Minority interests -5,720 -14,066
25. Retained earnings/accumulated losses 76,338 62,359
26. DIVIDENDS DECLARED AND PAYABLE 94,718 89,069
21

22
FINANCIALS
CASH FLOW STATEMENT
IN TEUR 2012 2011
Result from ordinary activities 36,818 58,335
Transition to the net cash flow from operating activities:
Depreciation/write-back of depreciation of fixed assets 27,296 25,733
Write-ups of investment assets 0 0
Profit/loss on the sale of fixed assets -763 -1,890
Release of investment grants -140 -163
Other non-cash transactions 0 1,030
Changes in inventories, receivables and other assets 9,765 -22,514
Changes in provisions and accruals, excluding corporate income tax -1,675 3,859
Changes in trade and other liabilities -2,341 -6,336
Net cash flow from ordinary activities 68,960 58,054
Net cash flow from extraordinary activities -1,754 -4,069
Payments for corporate income taxes -14,719 -6,395
Net cash flow from operating activities 52,537 47,590
Cash received from the sale of fixed assets (excl. financial assets) 1,408 33,476
Cash received from the sale of financial assets and other financial investments 1,529 3,691
Payments from first-time consolidated companies and associated companies
and other payments from additionally bought shares -1,089 -1,515
Payments from deconsolidation of subsidiaries 0 0
Payments for fixed assets (excl. financial assets) purchased during the year -40,982 -39,956
Payments for financial assets purchased during the year -11,127 -11,131
Net cash flow from investment activities -50,261 -15,435
Capital contribution from shareholders -13,507 -9,641
Repayments of loans 34,500 -46,906
Proceeds of new loans 64,270 0
Payments from participation certificates 0 468
Net cash flow from financial activities 16,263 -56,079
Effective payment changes in cash and cash equivalents 18,489 -23,924
Changes arising from exchange rates or other changes -206 623
Cash received on consolidation of subsidiaries 7 1,260
Liquid funds at the beginning of the year/period 68,913 90,954
Liquid funds at the end of the year/period 87,203 68,913
Cash (+) increase/(-) decrease 18,290 -22,042
Composition of liquid funds
Cash on hand and in banks 66,815 52,050
Marketable securities (current assets) 20,388 16,863

REPORT OF THE SUPERVISORY BOARD
In the 2012 fi nancial year, the Supervisory Board held
fi ve meetings and performed its duties in accordance
with the law and the articles of association.
The Board of Directors informed the Supervisory Board
at regular intervals verbally and in writing about the
course of business and about the situation of the Group
and the Group companies. The Supervisory Board discussed
in detail all transactions and measures requiring
its approval.
At the meetings of the Supervisory Board, members particularly
discussed acquisitions, the economic situation
of the Group companies and their outlook, measures to
improve competitiveness and market position, as well as
the Group’s investment and fi nancial planning.
The 2012 fi nancial statements and consolidated fi nancial
statements of Berndorf AG prepared by the Board
of Directors, and the consolidated management report
summarised in the management report, were audited by
Deloitte Wirtschaftsprüfungs GmbH. Examination of the
fi nancial statements and consolidated fi nancial state-
ments did not reveal any material grounds for objection
and were thus awarded an unqualifi ed opinion.
The Supervisory Board agrees with the result of the audit,
with the fi nancial statements including the management
report and proposal for the appropriation of net income
submitted by the Board of Directors, and approves
the fi nancial statements in accordance with § 125 par.
3 of the Austrian Stock Exchange Act (Aktiengesetz),
which are thus considered adopted.
The Board also agrees with the consolidated fi nancial
statements prepared in accordance with § 246 of the
Austrian Corporate Code (Unternehmensgesetzbuch).
We would like to express our sincere thanks to the members
of the Board of Directors and to all employees for
their dedication and outstanding performance.
Berndorf, March 2013
Norbert Zimmermann,
Chairman of the supervisory board
23

24
AUDITOR‘S REPORT
The operational review and consolidated financial statements
of Berndorf Aktiengesellschaft, Berndorf, for the
year ended 31 December 2012 (comprising the balance
sheet, income statement and cash flow statement) shown
in the annual report are abridged versions. The abridged
version of the consolidated financial statements does not
include a consolidated statement of changes in equity
for the year ended 31 December 2012 or notes to the
accounts.
However, pursuant to section 281(2)(3) UGB [Austrian
Business Code], we hereby state that the consolidated
financial statements of Berndorf Aktiengesellschaft,
Berndorf for the year ended 31 December 2012, drawn
up in accordance with the statutory requirements, comprising
the consolidated balance sheet as at 31 December
2012, and the consolidated income statement, cash
flow statement and statement of changes in equity for
the year then ended, as well as the notes to the accounts,
were given an audit certificate by Deloitte Audit
Wirtschaftsprüfungs GmbH.
The full consolidated financial statements and audit certificate
have not yet been disclosed in the official gazette
section of the Wiener Zeitung and entered in the company
register of the Republic of Austria under reg. no.
FN 115391i.
Vienna, March 2013
Deloitte Audit Wirtschaftsprüfungs GmbH
Dr. Christoph Waldeck
Mag. Andrea Kraus
Auditors
Publication or dissemination of the financial statements in a form that
deviates from the approved version requires our prior consultation if our
report is quoted or referenced.
Berndorf AG / Consolidated financial statements.

ADRESSES
Berndorf AG
Leobersdorfer Str. 26
A-2560 Berndorf – Austria
T: +43 / 2672 / 829 00
F: +43 / 2672 / 834 26
www.berndorf.at
HASCO Hasenclever GmbH + Co KG
Im Wiesental 77
D-58513 Lüdenscheid – Germany
T: +49 / 2351 957 / 0
F: +49 / 2351 957 / 237
www.hasco.de
stoba Präzisionstechnik GmbH + Co KG
Lange Äcker 8
D-71522 Backnang – Germany
T: +49 / 7191 806 / 115
F: +49 / 7191 806 / 169
Aichelin GmbH
Fabrikgasse 3
A-2340 Mödling – Austria
T: +43 / 2236 / 236 46-200
F: +43 / 2236 / 222 291
www.aichelin.at
Berndorf Band GmbH
Leobersdorfer Str. 26
A-2560 Berndorf – Austria
T: +43 / 2672 / 800
F: +43 / 2672 / 84 176
www.berndorf-band.at
HUECK Rheinische GmbH
Helmholtzstr. 9
D-41747 Viersen - Germany
T: +49 / 2162 / 94694-0
F: +49 / 2162 / 94694-51
www.hueck-rheinische.com
Berndorf Metall- und Bäderbau GmbH
Leobersdorfer Str. 26
A-2560 Berndorf – Austria
T: +43 / 2672 / 836 40
F: +43 / 2672 / 836 40-49
www.berndorf-baederbau.com
Silica Verfahrenstechnik GmbH
Wittestr. 24
D-13509 Berlin – Germany
T: +49 / 30 / 435 73 5
F: +49 / 30 / 435 73 300
www.silica.de
Joh. Pengg AG
A-8621 Thörl – Austria
T: +43 / 3861 / 5090
F: +43 / 3861 / 2318
www.wire-pengg.com
PC Electric GmbH
Diesseits 145
A-4973 St. Martin – Austria
T: +43 / 7751 / 61 220
F: +43 / 7751 / 69 69
www.pcelectric.at
Lumpi-Berndorf Draht- und
Seilwerk GmbH
Binderlandweg 7
A-4030 Linz – Austria
T: +43 / 732 / 381 271-0
F: +43 / 732 / 383 848-20
www.lumpi-berndorf.at

Publisher
Berndorf AG
Leobersdorfer Straße 26
A-2560 Berndorf, Austria
Company Reg. Number: FN117391i
Company Registrar: LG als HG Wr. Neustadt
VAT-Nr.: ATU14689005
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