OFFERING MEMORANDUM Global Offering of up to ... - Nordex
OFFERING MEMORANDUM Global Offering of up to ... - Nordex
OFFERING MEMORANDUM Global Offering of up to ... - Nordex
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With the exception <strong>of</strong> the development and provision <strong>of</strong> technical equipment for wind farms, the<br />
Gro<strong>up</strong>’s other consolidated subsidiaries are primarily involved with providing parts, sales and<br />
distribution services for <strong>Nordex</strong> Energy GmbH and Südwind Energy GmbH.<br />
During the periods under review, the proportion <strong>of</strong> foreign sales <strong>to</strong> sales generated in Germany<br />
developed as follows:<br />
Net sales Fiscal years<br />
1999/2000 1998/1999 1997/1998<br />
EUR thousand % EUR thousand % EUR thousand %<br />
Germany 152,319.0 55.9 173,792.9 77.7 79,975.4 96.9<br />
Foreign sales 120,351.0 44.1 49,949.9 22.3 2,501.2 3.1<br />
Total 272,670.0 100.0 223,742.8 100.0 82,476.6 100.0<br />
While net sales in the periods under review increased, work in process also increased by approximately<br />
193% from EUR 2.8 million in fiscal year 1997/1998 <strong>to</strong> EUR 8.4 million in fiscal year 1998/1999, and<br />
then decreased EUR -3.2 million in fiscal year 1999/2000.<br />
In fiscal year 1999/2000, the effect <strong>of</strong> using the percentage-<strong>of</strong>-completion method required by IAS 11<br />
resulted in a decrease in inven<strong>to</strong>ries. This method leads <strong>to</strong> sales being recognized before the transfer <strong>of</strong><br />
risk according <strong>to</strong> German commercial law, and thus <strong>to</strong> a technical reduction in the item ‘‘work in<br />
process’’. This effect will be reversed when these orders are actually invoiced. At present, these effects<br />
are expected <strong>to</strong> balance each other out after a maximum <strong>of</strong> two years, depending on the period for<br />
which the <strong>Nordex</strong> Gro<strong>up</strong> has advance orders.<br />
Total operating performance, which compensate for these effects, increased during each <strong>of</strong> the periods<br />
under review. Total operating performance increased by approximately 173% from EUR 85.2 million in<br />
fiscal year 1997/1998 <strong>to</strong> EUR 232.6 million in fiscal year 1998/1999 and by approximately 16% <strong>to</strong> EUR<br />
270.1 million in fiscal year 1999/2000.<br />
Cost <strong>of</strong> materials<br />
Cost <strong>of</strong> materials, increased by approximately 183% from EUR 66.6 million in fiscal year 1997/1998 <strong>to</strong><br />
EUR 189 million in fiscal year 1998/1999, and by approximately 7% <strong>to</strong> EUR 204 million in fiscal year<br />
1999/2000. In addition <strong>to</strong> an increase in net sales, the relatively high cost <strong>of</strong> materials in fiscal year<br />
1998/1999 compared <strong>to</strong> 1997/1998 was primarily due <strong>to</strong> the fact that for larger wind farms (e.g., the<br />
Zafarana project in Egypt), assembly aids such as cranes, were accounted for as purchased services. In<br />
the following fiscal year 1999/2000, these types <strong>of</strong> components were leased, leading <strong>to</strong> a decrease in<br />
the cost <strong>of</strong> materials purchased in fiscal year 1999/2000 compared <strong>to</strong> the previous fiscal year. Lease<br />
payments are not recorded and disclosed under cost <strong>of</strong> materials, but as other operating expenses,<br />
ins<strong>of</strong>ar as they do not constitute finance leases under IAS.<br />
Also contributing <strong>to</strong> the increase in cost <strong>of</strong> materials, the cost <strong>of</strong> raw materials and s<strong>up</strong>plies increased<br />
by approximately 196% from EUR 52.7 million in fiscal year 1997/1998 <strong>to</strong> EUR 156 million in fiscal year<br />
1998/1999, and by approximately 7% <strong>to</strong> EUR 167 million in fiscal year 1999/2000. In addition, EUR 13.8<br />
million was spent on services purchased in fiscal year 1997/1998, EUR 32.9 million in fiscal year 1998/<br />
1999 and EUR 37.3 million in fiscal year 1999/2000. The services purchased primarily relate <strong>to</strong> freight,<br />
sales commissions, outsourced services for order fulfillment, outside labor and the changes in contractrelated<br />
accruals.<br />
The increased use <strong>of</strong> outside labor in fiscal year 1998/99 also contributed <strong>to</strong> a temporary increase in the<br />
cost <strong>of</strong> materials ratio and, at the same time, <strong>to</strong> proportionately lower personnel expenses.<br />
Personnel expenses<br />
Expenses for wages and salaries and for social security taxes increased disproportionately <strong>to</strong> the<br />
increase in the number <strong>of</strong> employees during the period under review, by approximately 113% from EUR<br />
6 million in fiscal year 1997/1998 <strong>to</strong> EUR 12.8 million in fiscal year 1998/1999, and by approximately<br />
50% <strong>to</strong> EUR 19.2 million in fiscal year 1999/2000. The disproportionate increase in personnel expenses<br />
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