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

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was due primarily <strong>to</strong> the Company initially paying very low entry-level wages in the German state <strong>of</strong><br />

Mecklenburg-Vorpommern, but these were adjusted when market conditions changed. The average<br />

number <strong>of</strong> employees increased by approximately 134% from 145 in fiscal year 1997/1998 <strong>to</strong> 340 in<br />

fiscal year 1998/1999, and by approximately 53% <strong>to</strong> 523 in the following year.<br />

Depreciation/amortization expense<br />

Depreciation/amortization expense constituted an insignificant percentage <strong>of</strong> the Gro<strong>up</strong>’s sales during<br />

the period under review due <strong>to</strong> the low level <strong>of</strong> components manufactured within the Gro<strong>up</strong>. The<br />

establishment <strong>of</strong> industrial ro<strong>to</strong>r blade manufacturing facilities had not yet had a significant effect on<br />

depreciation/amortization expense as <strong>of</strong> September 30, 2000.<br />

Depreciation/amortization expense increased by approximately 144% from EUR 0.86 million in fiscal<br />

year 1997/1998 <strong>to</strong> EUR 2.10 million in fiscal year 1998/1999, and by approximately 78% <strong>to</strong> EUR 3.73<br />

million in the following fiscal year. Amortization <strong>of</strong> intangible assets accounted for EUR 0.21 million <strong>of</strong><br />

<strong>to</strong>tal depreciation/amortization expense in fiscal year 1997/1998 and EUR 0.64 million in fiscal year<br />

1998/1999, representing an increase <strong>of</strong> approximately 205%, and increased again by approximately<br />

116% in fiscal year 1999/2000 <strong>to</strong> EUR 1.38 million. Amortization <strong>of</strong> intangible assets relates <strong>to</strong><br />

development costs capitalized pursuant <strong>to</strong> IAS and <strong>to</strong> purchases <strong>of</strong> licenses, s<strong>of</strong>tware and similar rights.<br />

Increased depreciation during the period under review was primarily caused by the <strong>Nordex</strong> Gro<strong>up</strong>’s<br />

overall increase in investments during the period (see ‘‘—Comparison <strong>of</strong> Fiscal Years 1999/2000, 1998/<br />

1999 and 1997/1998—Financial Conditions’’).<br />

Other operating expenses<br />

Other operating expenses increased by approximately 113% from EUR 9.9 million in fiscal year 1997/<br />

1998 <strong>to</strong> EUR 20.1 million in fiscal year 1998/1999, and by approximately 60% <strong>to</strong> EUR 32.2 million in<br />

fiscal year 1999/2000. There are several reasons for the changes:<br />

Outside and s<strong>up</strong>port services decreased by approximately 16% from EUR 0.44 million in fiscal year<br />

1997/1998 <strong>to</strong> 0.37 million in fiscal year 1998/1999, and then increased by approximately 1060% <strong>to</strong><br />

EUR 4.29 million in fiscal year 1999/2000. This increase was primarily due <strong>to</strong> the <strong>Nordex</strong> Gro<strong>up</strong>’s<br />

substantially increased outsourcing <strong>of</strong> services both in general administration expenses and in research<br />

and development. Expenses for maintenance, legal and consultancy and advertising costs and costs for<br />

equipment leases increased at similarly high rates.<br />

The Gro<strong>up</strong>’s establishment <strong>of</strong> production facilities in Ros<strong>to</strong>ck and the expansion <strong>of</strong> its vehicle fleet also<br />

caused an increase in maintenance costs. The increased legal and consulting costs were due <strong>to</strong> the<br />

Gro<strong>up</strong>’s increased activities overseas, increased use <strong>of</strong> local advisors and increased purchases <strong>of</strong><br />

planning services. The increase in costs for equipment leases reflected the increase in the vehicle fleet<br />

for exhibitions and servicing activities.<br />

Leasing rights expenses amounting <strong>to</strong> EUR 0.74 million were incurred for the first time in fiscal year<br />

1999/2000 because the Company leased land in Denmark. These long-term leases are expected <strong>to</strong> be<br />

invoiced <strong>to</strong> the cus<strong>to</strong>mer when the relevant wind turbine is transferred <strong>to</strong> the cus<strong>to</strong>mer.<br />

Non capitalized commissions expenses increased by approximately 65% from EUR 3.23 million in fiscal<br />

year 1997/1998 <strong>to</strong> EUR 5.33 million in fiscal year 1998/1999, and decreased by approximately 45% <strong>to</strong><br />

EUR 2.90 million in 1999/2000. Commissions primarily depend on the Gro<strong>up</strong>’s progress in the<br />

construction <strong>of</strong> wind turbines. In the case <strong>of</strong> larger projects in particular, commissions can increase<br />

rapidly and unevenly as a result. This effect influenced the Gro<strong>up</strong>’s domestic business substantially in<br />

fiscal year 1998/1999. Outside <strong>of</strong> Germany, commissions have been increasingly paid <strong>to</strong> third parties<br />

and are accounted for as consulting services.<br />

Advertising expenses increased similarly by approximately 335% from EUR 0.55 million in fiscal year<br />

1997/1998 <strong>to</strong> EUR 2.39 million in fiscal year 1998/1999, but decreased by approximately 62% <strong>to</strong> EUR<br />

0.91 million in fiscal year 1999/2000. These changes were primarily due <strong>to</strong> the fact that the key trade<br />

fairs for the <strong>Nordex</strong> Gro<strong>up</strong>, the Hannover Fair (energy sec<strong>to</strong>r) and the Husum Fair, are both held every<br />

two years only or the Gro<strong>up</strong> participates in such fairs only every other year. Accordingly, the Gro<strong>up</strong><br />

91

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