OFFERING MEMORANDUM Global Offering of up to ... - Nordex

(7) Comments on the cash flow statement
The cash flow statement for First Quarter for Fiscal Year 2000/2001 shows the changes in the flow of
funds during the period under review. In accordance with IAS 7, a distinction is made between the cash
flows from (i.e. the net cash used in or provided by) operating, investing and financing activities.
The cash and cash equivalents as shown in the cash flow statement comprises cash on hand and in
bank. Current liabilities due to banks were deducted. Included in cash and cash equivalents were,
moreover, debit and credit balances of the intercompany clearing account provided by Babcock Borsig
AG for intragroup cash management purposes since such funds represent cash equivalents under the
terms of IAS 7.
The indirect approach was adopted to determine the cash flow from operating activities. The changes
in balance sheet lines ensue from the difference of the closing balances as of December 31, 2000,
versus September 30, 2000. The cash flow from investing activities breaks down into cash outflows for
expenditures for intangible assets, property, plant and equipment and financial assets, as well as into
cash inflows from fixed-asset disposal. The cash flow from financing activities was provided by cash
inflows from capital stock increases of Taifun AG, as well as by the effects of the pro forma capital
consolidation in Q4/2000 on the pro forma net earnings as of December 31, 2000, cf. Notes (1) and (3).
On balance, the change in cash and cash equivalents in First Quarter for Fiscal Year 2000/2001 was a
decrease by kE7,049.7 (versus a decrease of E25,087.2 in First Quarter for Fiscal Year 1999/2000),
mainly attributable to the (on balance) utilization of funds from the aforesaid intercompany clearing
account.
(8) Details of related-party transactions
At the legal and organizational levels, the Taifun Group was in the quarter under review part of Borsig
Energy GmbH, Oberhausen, and included in the group of BDAG Balcke-Dürr AG, Oberhausen. First-tier
parent is Babcock Borsig AG, Oberhausen. In the quarter under review, a controlling stake in all
subsidiaries included in the pro forma consolidated interim statements as of December 31, 2000, was
held by Taifun AG, which, in turn, was held as of December 31, 2000, by Borsig Energy GmbH (80.49 %)
and Nordvest A/S, Give, Denmark (19.51%). Transactions of the Taifun Group with the remaining
Babcock Borsig Group companies substantially involved the aforementioned intercompany clearing [on
balance, funds were utilized, cf. note (7)] as well as trade business.
(9) Details of the boards of Taifun AG, Oberhausen
Supervisory Board members appointed:
– Dr.-Ing. Hans Fechner, Düsseldorf
– Dipl.-Ökonom Ludger Kramer, Kempen
– Dr. Siegfried Michelfelder, Gummersbach
Taifun AG’s Executive Board members as of December 31, 2000:
– Dr.-Ing. Dietmar Kestner, Essen
– Dipl.-Wirtsch.-Ing. Rudolf Schulz, Hamburg (as from December 21, 2000)
– Carsten Risvig Pedersen, Brande, Denmark (as from December 21, 2000)
(10) Segment report
The Taifun Group’s business activities encompass the development, production and marketing of wind
turbines. Apart from development and production, upstream project development services are
rendered, the appropriate rights acquired, and the infrastructures created in order to install wind
turbines on suitable sites and locations. Such activities require to be depicted in the primary segment
report since the major risks and rewards originate therefrom, in contrast to the various geographical
sales markets of Taifun AG, which form the secondary segment.
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