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Annual Report 2000/01 - Sonova

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Moving<br />

to the top<br />

<strong>Annual</strong> <strong>Report</strong><br />

<strong>2000</strong>/<strong>01</strong>


Front cover<br />

At the end of August <strong>2000</strong>, 150 senior Phonak<br />

Group employees met for a week in the Bernese<br />

Oberland. The aim of the meeting was to map out<br />

the company's future and the program was<br />

intensive and demanding. One thing was clear<br />

from the start: we are on the way up.<br />

1<br />

2 Foreword<br />

4 Five-year key figures<br />

5 Management<br />

Financial and business review<br />

7 Overview / financial results<br />

11 Capital structure<br />

12 Products<br />

13 Markets<br />

15 Research and development<br />

19 Production<br />

19 Business information systems<br />

19 Personnel<br />

20 Holding company Board<br />

20 Outlook<br />

Portraits<br />

22 Auris A/S<br />

23 Indo Laem Audiologia SA<br />

24 Unitron Industries Ltd.<br />

25 Hansaton Akustische Geräte GmbH<br />

Financial reporting<br />

27 Consolidated Financial Statements<br />

55 Financial Statements of Phonak Holding Ltd.<br />

64 Information for the investor<br />

67 Addresses<br />

69 Claro product overview<br />

Contents


Dear Shareholder,<br />

The financial year <strong>2000</strong>/<strong>01</strong> proved to be an exceptionally suc-<br />

cessful year. We clearly surpassed all our targets, with almost all<br />

key figures climbing to record heights. Sales increased by 46.4 %<br />

to CHF 460.2 million and consolidated profits soared by 93.1 % to<br />

CHF 65.7 million. “Moving to the top”– the motto of this<br />

year’s <strong>Annual</strong> <strong>Report</strong> – forcefully conveys our past commitment<br />

and our determination to achieve continued success in the<br />

future.<br />

This would be impossible without highly motivated teams of qualified<br />

employees at every level of activity. They provide the innovative potential, energy<br />

and industry that are essential if we are to continue developing leading-edge tech-<br />

nologies and products that perform well on the market. Phonak now has a younger<br />

and stronger management staff, who are ideally equipped to meet the challenges<br />

of the coming years.<br />

Within no time, the fully digital Claro hearing computer range has<br />

established itself as the driving force in our future development. Just one year after<br />

launch, the system already accounts for approximately 30 % of our consolidated<br />

sales. The purchase of the Canadian company Unitron Industries<br />

Ltd. has enabled the Group to expand its activities massively and further<br />

strengthened its market position. The acquisition has also made Phonak one of the<br />

three largest manufacturers in the industry worldwide. Other acquisitions in<br />

2


In August <strong>2000</strong> the Phonak Group's entire management staff met up in the Bernese<br />

Oberland (Switzerland) under the motto “Join together – build the future”. The event was<br />

an opportunity to swap ideas and opinions and develop strategies designed to ensure that<br />

the success of the Phonak Group continues well into the future.<br />

3<br />

Foreword<br />

Denmark, Spain and Austria, coupled with<br />

the launch of new distribution companies<br />

in Switzerland and the Middle East, have<br />

further consolidated the Group’s position.<br />

Finally, technological partner-<br />

ships with the Australian implant manu-<br />

facturer, Cochlear Ltd., and the American<br />

Beckman Institute, which is based at the<br />

University of Illinois, are opening promising<br />

and lucrative avenues of development for<br />

the future.<br />

The Phonak Group is now on<br />

the crest of another wave of<br />

growth. This has been made<br />

possible by the efforts of all our employees and we should like to extend a special thank you to<br />

them. The high rates of growth place considerable demands on us all and represent a huge chal-<br />

lenge. We should like to thank our shareholders for the confidence they have shown in us. We are<br />

happy to see that during <strong>2000</strong>/<strong>01</strong> their number rose again from 4,900 to over 6,700.<br />

Andreas E. Rihs Peter Pfluger<br />

Chairman of the Board of Directors Chief Executive Officer


4<br />

Five-year key figures (consolidated)<br />

in CHF 1,000<br />

unless otherwise specified <strong>2000</strong>/<strong>01</strong> 1999/00 1998/99 1997/98 1996/97<br />

Consolidated sales 460,152 314,281 258,668 218,600 171,020<br />

increase compared to prev. year (%) 46.4 21.5 18.3 27.8 29.4<br />

Operating profit (EBIT) 95,310 48,803 42,457 34,995 27,260<br />

change compared to prev. year (%) 95.3 14.9 21.3 28.4 –2.1<br />

in % of consolidated sales 20.7 15.5 16.4 16.0 15.9<br />

Consolidated net profit 65,717 34,033 30,082 23,592 17,550<br />

change compared to prev. year (%) 93.1 13.1 27.5 34.4 –0.6<br />

in % of consolidated sales 14.3 10.8 11.6 10.8 10.3<br />

in % of shareholders’ equity (ø) 26.0 20.4 21.6 20.2 17.7<br />

Net cash from operating activities 91,454 36,391 27,652 23,171 22,629<br />

change compared to prev. year (%) 151.3 31.6 19.3 2.4 37.3<br />

in % of consolidated sales 19.9 11.6 10.7 10.6 13.2<br />

Free cash flow 1) –63,221 17,126 16,381 –8,919 –37,163<br />

in % of consolidated sales –13.7 5.4 6.3 –4.1 –21.7<br />

Capital expenditure 21,842 17,426 11,815 28,038 21,961<br />

Depreciation of tangible fixed assets 13,245 10,088 8,429 7,<strong>01</strong>4 6,047<br />

Research & development costs 33,400 25,300 20,200 16,000 15,000<br />

increase compared to prev. year (%) 32.0 25.2 26.3 6.7 17.2<br />

in % of consolidated sales 7.3 8.1 7.8 7.3 8.8<br />

Total assets 704,498 346,273 300,180 268,238 227,542<br />

Cash and cash equivalents 96,108 47,965 36,591 28,230 29,717<br />

Shareholders’ equity 323,610 182,839 151,162 127,048 106,633<br />

Quick ratio (%) 2) 132.1 155.2 150.0 148.9 153.1<br />

Equity financing ratio (%) 3) 45.9 52.8 50.4 47.4 46.9<br />

Personnel expenses 128,007 99,412 86,237 69,794 56,907<br />

in % of consolidated sales 27.8 31.6 33.3 31.9 33.3<br />

Number of employees (average) 1,583 1,239 1,064 906 748<br />

Sales per employee 291 254 243 241 229<br />

Total shares issued 646,864 630,875 628,872 628,297 627,054<br />

average number of shares,<br />

on which information<br />

per share is based 632,574 628,885 628,022 627,795 627,054<br />

Information per share<br />

Earnings per share (CHF) 103.89 54.12 47.90 37.58 28.00<br />

Shareholders’ equity per share (CHF) 511.58 290.74 240.70 202.37 170.05<br />

Dividend per share (CHF) 0 4) 12.00 11.00 9.00 7.00<br />

1) Net cash from operating activities less net cash used in investing acitivities<br />

2) Cash and cash equivalents + receivables in % of current liabilities<br />

3) Shareholders’ equity in % of total assets<br />

4) Instead of a dividend, a repayment of CHF 15 on the nominal value per share<br />

will be proposed to the General Meeting of July 5, 20<strong>01</strong>.


Board of Directors<br />

Andreas E. Rihs<br />

Chairman (until 2003 AGM)<br />

Co-founder of Phonak Group<br />

Dr. Alexander Krebs<br />

Vice-Chairman (until 2003 AGM)<br />

Partner CapVis Equity Partners Ltd.<br />

Vice-Chairman of the Board of Tobler Management Holding Ltd.<br />

Member of the Board of sia Abrasives Holding Ltd.<br />

Dr. h.c. Daniel Borel<br />

Member (until 2002 AGM)<br />

Chairman of the Board of Logitech International Ltd.<br />

Heliane Canepa<br />

Member (until 2002 AGM)<br />

Vice-Chairman of the Board of Nobel Biocare<br />

Member of the Board of BB Medtech<br />

Member of the Administration Board of Migros Cooperatives<br />

Beda Diethelm<br />

Member (until 2003 AGM)<br />

Co-founder of Phonak Group<br />

Hans-Ueli Rihs<br />

Member (until 2003 AGM)<br />

Co-founder of Phonak Group<br />

Dr. Ernst Thomke<br />

Member (until 2002 AGM)<br />

Chairman of the Board of BB Biotech, BB Medtech,<br />

Nobel Biocare and Metalor Technologies Ltd.<br />

Member of the Executive Committee of the<br />

Foundation Board of ISREC (Swiss Institute for<br />

Experimental Cancer Research)<br />

Audit Committee<br />

Dr. Alexander Krebs (Chairman)<br />

Heliane Canepa<br />

Hans-Ueli Rihs<br />

Auditors<br />

Ernst & Young, Zurich<br />

5<br />

Management<br />

Group Executive Management<br />

Dr. Peter Pfluger<br />

Chief Executive Officer<br />

Ernst O. Vogelsang<br />

Chief Financial Officer<br />

Michael Jones<br />

North American Markets<br />

Alain Spinedi<br />

International Sales<br />

Stefan Dingerkus<br />

Worldwide Operations


Top performance<br />

Outstanding performance<br />

is a precondition for<br />

long-term market leadership


Since 1968, Martina Nicolai has been<br />

suffering from otosclerosis – a condition<br />

affecting the auditory ossicles, or small<br />

bones in the ear – coupled with a progressive<br />

loss of hearing in the inner ear.<br />

Hearing loss was a particularly heavy blow<br />

for the music therapist, now 54. Today,<br />

thanks to the fully digital Claro hearing<br />

system, she can hear her flute clearly and<br />

undistorted again, even at the top end of<br />

the scale.<br />

1. Overview/financial results<br />

1.1 Introduction<br />

In many ways, <strong>2000</strong>/<strong>01</strong> was an extraordinary and<br />

highly successful year. We achieved all our ambitious<br />

financial objectives. Almost all key figures climbed to<br />

record levels, both in terms of sales growth, which<br />

stood at 46 % (of which 34 % was organic), and<br />

margins, which reached more than 24 % on the<br />

EBITDA level, more than 20 % on the EBIT level and<br />

more than 14 % net. These pleasing figures are, in<br />

the main, due to the resounding success of the Claro<br />

fully digital hearing computer line which was<br />

launched at the end of 1999.<br />

However, it was also a year of acquisitions and<br />

investment in the future. For the first time, Phonak<br />

purchased a major competitor, the Canadian Unitron<br />

Group, number seven world-wide. We also extended<br />

our distribution network on several fronts, through<br />

acquisitions of companies in Spain and Austria and<br />

by establishing our own distribution companies in<br />

Switzerland and the Middle East (Dubai). Finally, the<br />

acquisition of a Danish manufacturer, Auris A/S,<br />

strengthened our production resources in the<br />

In-The-Ear (ITE) hearing instrument sector.<br />

1.2 Consolidated sales<br />

Overall, consolidated sales rose by CHF 145.9 million,<br />

or 46.4 %, to CHF 460.2 million. Organic growth<br />

accounted for approximately three quarters, or<br />

34.3 %, of this figure, while the companies acquired<br />

during the year contributed 9.7 % and foreign<br />

exchange gains 2.4 %.<br />

This exceptional level of organic growth was due<br />

primarily to the strong impact made by the Claro<br />

fully digital hearing computers on the market. The<br />

acquisition-related growth came mainly from the<br />

Unitron Group, which has been consolidated since<br />

the beginning of January 20<strong>01</strong>, and contributed<br />

CHF 24 million to consolidated sales. The other<br />

acquired companies, the Spanish Laem and the<br />

Danish Auris, made further contributions towards<br />

sales. Gains from foreign exchange rates were due<br />

exclusively to the strong North American currencies<br />

(US and Canadian dollars). Gains relating to these<br />

two currencies accounted for 4.6 % of the increase<br />

in sales. While the pound remained stable, other<br />

currencies, and in particular the Euro, weakened<br />

7<br />

Consolidated sales<br />

550<br />

500<br />

450<br />

400<br />

350<br />

300<br />

250<br />

200<br />

150<br />

100<br />

50<br />

0<br />

CHF in millions<br />

Financial and business review<br />

96/97 97/98 98/99 99/00 00/<strong>01</strong><br />

against the Swiss franc and pared 2.2 % off consolidated<br />

sales.<br />

Claro's success has resulted in significant shifts in<br />

the individual hearing instrument segments. The top<br />

price and quality segment accounted for 31 %<br />

(previous year 6.5 %) of sales, of which Claro alone<br />

generated 29.6 % (previous year 5.3 %). The fully<br />

digital products manufactured by other producers<br />

and marketed by some of the Phonak companies, as<br />

well as the initial sales of Unitron's Nexus line, made<br />

up the rest. However, as expected, sales of the<br />

medium-price segment of digitally programmable<br />

hearing computers fell by 8.7 % in absolute terms as<br />

PiCS, previously the leading range, was superseded<br />

by Claro. Nevertheless, digitally programmable<br />

instruments continued to account for 24.6 % of<br />

consolidated sales. Despite a fall in its share of overall<br />

sales (to 23.5 %), the lower segment – consisting<br />

of classic-analog hearing instruments – still posted<br />

continued growth of 13.5 % in <strong>2000</strong>/<strong>01</strong> (previous<br />

year 9 %). In particular, the new Classica and<br />

PicoForte3 lines, both introduced over the last two<br />

years, were very much in demand.<br />

Wireless communication (MicroLink and MicroVox<br />

systems) had another extremely positive year,<br />

growing by 38 % and contributing approximately<br />

7 % to total sales. This was due in particular to the<br />

encouraging success of the MicroLink MLx receiver,<br />

which can also be used with our competitors' hearing<br />

instruments.<br />

Finally: the outstanding quality of the sales growth,<br />

with well above average increase in the top hearing


Top technology<br />

The compulsion to surmount existing technological<br />

barriers has taken<br />

hearing performance into<br />

new dimensions.


For the first time ever, a digital microphone<br />

designed by Phonak has been incorporated<br />

in the new, miniaturized Claro CIC hearing<br />

computer. Phonak is thus paving the way<br />

towards new technological standards. The<br />

device is destined to become an integrated<br />

component of high-quality hearing instruments<br />

in the future because it significantly<br />

reduces the electromagnetic interference<br />

from devices such as cell phones.<br />

instrument segment, is also reflected in the fact that<br />

the average unit price per hearing instrument sold<br />

rose by more than 16%.<br />

1.3 Operating cash flow and operating profit<br />

At 85.9 %, operating cash flow (EBITDA) grew<br />

almost twice as strongly as sales, and the operating<br />

profit measures EBITA (before amortization of goodwill)<br />

and EBIT, at 97.1 % and 95.3 % respectively,<br />

increased more than twice as strongly as sales.<br />

This resulted in significant increases in margins:<br />

for EBITDA from 19.4 % to 24.6 %, for EBITA from<br />

16.1 % to 21.7 % and for EBIT from 15.5 % to<br />

20.7 %. On the one hand, these improvements are<br />

due to the strong shift towards products in the top<br />

price segment and, on the other hand, to the fact<br />

that operating expenses grew less strongly than<br />

sales (+35.5 %, versus 46.4 % sales growth).<br />

However, periods of strong growth such as Phonak<br />

experienced in <strong>2000</strong>/<strong>01</strong>, are necessarily followed by<br />

a period of consolidation. The personnel, organization<br />

and infrastructure have meanwhile been<br />

reinforced to ensure success in the long term. In<br />

cost terms, these measures will only become fully<br />

effective in the new financial year.<br />

1.4 Consolidated net profit<br />

Consolidated net profit rose by 93.1 %, exactly twice<br />

the rise in consolidated sales. The net margin could<br />

be correspondingly improved to 14.3 % (previous<br />

year 10.8 %). The fact that consolidated net profit<br />

grew at a slightly lower level than the operating<br />

profit is due primarily to a slightly disproportionate<br />

rise in taxes. The reason for this can be found in the<br />

significant increase in goodwill amortization which<br />

followed on from the year's acquisitions and is, in<br />

most cases, not tax-deductible. This meant that the<br />

tax rate (taxes as a % of the pre-tax profit) rose<br />

from 26.9% to 28.3%. As a result of new debt raised<br />

in connection with the acquisition of Unitron, net<br />

interest expense also rose by approximately 50 %.<br />

However, the absolute increase (CHF 1.1 million)<br />

remained at a modest level due to the fact that the<br />

new debt was only contracted at the beginning of<br />

the last quarter of the year.<br />

9<br />

Consolidated net profit<br />

66<br />

60<br />

54<br />

48<br />

42<br />

36<br />

30<br />

24<br />

18<br />

12<br />

6<br />

0<br />

Financial and business review<br />

CHF in millions in % of consolidated sales<br />

96/97 97/98 98/99 99/00 00/<strong>01</strong><br />

22<br />

20<br />

18<br />

16<br />

14<br />

12<br />

10<br />

8<br />

6<br />

4<br />

2<br />

0<br />

1.5 Investment activity<br />

In the course of <strong>2000</strong>/<strong>01</strong>, investments touched a<br />

record level of CHF 235 million, CHF 214 million of<br />

which was accounted for by the acquisitions of<br />

Auris (Denmark), Laem (Spain), Unitron (Canada) and<br />

Hansaton (Austria). Hansaton is consolidated effective<br />

from April 1, 20<strong>01</strong> only.<br />

Capital expenditure (investments in property, plant<br />

and equipment) rose from CHF 17.4 million to<br />

CHF 21.8 million (+25 %) and accounted for 24 %<br />

(previous year 48 %) of cash flow from operating<br />

activities. As in recent years, the biggest amounts<br />

were invested in expanding and rationalizing production<br />

facilities as well as IT systems.<br />

1.6 Free cash flow<br />

The free cash flow (cash flow from operating activities<br />

minus investments) increased before acquisition<br />

of subsidiaries from CHF 19.3 million to CHF 70.5<br />

million. After deduction of acquisitions, for which a<br />

total amount of CHF 133.7 million was spent (net<br />

after deduction of the purchase price portions paid<br />

in Phonak Holding shares, totaling CHF 80.8 million),<br />

the free cash flow was negative for the first time in<br />

several years (– CHF 63.2 million, previous year<br />

+ CHF 17.1 million). This amount was financed by a<br />

bank credit facility with a seven-year term, contracted<br />

in connection with the Unitron acquisition.<br />

As a result, net indebtedness (total interest-bearing<br />

debt minus cash and cash equivalents) rose from<br />

CHF 27.9 million to CHF 139.3 million during the<br />

year.


Top teams<br />

People value encourages efficient cooperation<br />

and creates added value<br />

for hearing instrument users, acousticians,<br />

employees and shareholders.


Phonak places great value on a working<br />

environment that encourages the exchange<br />

of ideas and draws together the Group's<br />

collective expertise. Close, target-oriented<br />

cooperation in interdisciplinary teams<br />

makes a crucial contribution to a<br />

company's innovative strength.<br />

1.7 Balance sheet<br />

Particularly as a result of the Unitron acquisition, the<br />

balance sheet structure has changed considerably.<br />

The balance sheet total doubled from CHF 346 million<br />

to CHF 704 million. On the assets side, current<br />

assets fell from 56 % to 41 % while non-current<br />

assets rose from 44 % to 59 %. The most important<br />

non-current asset item is now goodwill, which rose<br />

from CHF 30 million to CHF 214 million through the<br />

purchase of Auris, Laem and Unitron. The goodwill<br />

paid for Hansaton is not yet included, since this<br />

company is consolidated only as of April 1, 20<strong>01</strong>. On<br />

the liabilities and shareholders’ equity side, total<br />

liabilities rose from 47 % to 54 %, with a particularly<br />

high increase in debt (by CHF 160 million to<br />

CHF 235 million). This debt can be contrasted to<br />

cash and cash equivalents of CHF 96 million<br />

(+ CHF 48 million) which are being used as a liquidity<br />

reserve for the time being. The reported equity<br />

financing ratio (equity in % of total assets) has<br />

fallen from 53 % to 46 %. However, when deducting<br />

cash and cash equivalents from debt, the equity<br />

financing ratio remains at 53% – and thus the<br />

Phonak Group remains solidly financed.<br />

2. Capital structure<br />

2.1 Conditional capital<br />

In accordance with Art. 3a of the Articles of Assocation,<br />

the Ordinary General Meeting of July 13, <strong>2000</strong><br />

approved an increase of the conditional capital<br />

by a maximum of CHF 1 million to a maximum of<br />

CHF 1,382,500. This corresponds to an increase of at<br />

most 50,000 registered shares with a par value of<br />

CHF 20 each to a maximum of 69,125 registered<br />

shares. In the financial year <strong>2000</strong>/<strong>01</strong>, a further 2,911<br />

registered shares of CHF 20 par value were issued to<br />

key personnel within the Phonak Group. This reduced<br />

the conditional capital to CHF 1,324,280 corresponding<br />

to 66,214 registered shares of CHF 20 par value.<br />

During the year, managerial staff in the Group companies<br />

in Switzerland and abroad received a total of<br />

11,121 options as part of the Phonak Key People<br />

Program. Each of these options entitles the holder to<br />

purchase one registered share in Phonak Holding Ltd.<br />

after a waiting period of normally two years.<br />

11<br />

Capital expenditure<br />

33<br />

30<br />

27<br />

24<br />

21<br />

18<br />

15<br />

12<br />

9<br />

6<br />

3<br />

0<br />

Financial and business review<br />

CHF in millions % of cash flow 1)<br />

96/97 97/98 98/99 99/00 00/<strong>01</strong><br />

1) Net cash from operating activities<br />

175<br />

160<br />

145<br />

130<br />

115<br />

100<br />

75<br />

60<br />

45<br />

30<br />

15<br />

0<br />

2.2 Authorized capital<br />

At the Extraordinary General Meeting held on<br />

December 7, <strong>2000</strong> shareholders approved the creation<br />

of an authorized capital for the first time. This<br />

permits the Board of Directors to increase the company's<br />

share capital by a maximum of CHF 400,000<br />

through the issue of a maximum of 20,000 fully<br />

paid-up registered shares of CHF 20 par value at any<br />

time up to December 7, 2002. The Board of Directors<br />

has already made use of this right in connection<br />

with the acquisitions of the Canadian Unitron<br />

Group and the Austrian Hansaton Akustische Geräte<br />

GmbH. With the decisions of January 19, 20<strong>01</strong> and<br />

March 21, 20<strong>01</strong> it increased the share capital by a<br />

total of CHF 261,560 or 13,078 registered shares of<br />

CHF 20 par value.<br />

At March 31, 20<strong>01</strong> the total number of issued shares<br />

had risen from 630,875 to 646,864 and the share<br />

capital from CHF 12,617,500 to CHF 12,937,280 as<br />

a result of the capital increases from the conditional<br />

and authorized capital.


In its December <strong>2000</strong> issue, the American<br />

magazine Popular Science singled out the<br />

Claro fully digital hearing computer and<br />

associated WatchPilot remote control for a<br />

“Medical Technology Grand Award”, an<br />

acknowledgement of Phonak's outstanding<br />

contribution to innovative technology. For<br />

the first time ever, WatchPilot integrated<br />

the hearing computer's remote control in a<br />

stylish wristwatch.<br />

Claro 21 dAZ: ITE hearing computer<br />

with adaptive digital multi-microphone<br />

technology.<br />

Remote control WatchPilot –<br />

Phonak’s latest exclusive innovation.<br />

3. Products<br />

3.1 Fully digital hearing computers<br />

of the top-price segment<br />

Just a year after market launch, the Claro fully digital<br />

hearing computer line accounted for no less than<br />

30 % of sales (CHF 137 million). This success confirms<br />

how right we were to push ahead with our<br />

strategy of innovation. Thanks to Claro, Phonak is<br />

now present in the top-price segment with a breakthrough<br />

system that is shaping the market. Some of<br />

its features, such as Adaptive digital AudioZoom or<br />

the ability to integrate an FM function for wireless<br />

voice transmission, are unique and will set the standard<br />

for quality products of the future. The system<br />

offers users special advantages in the choice of their<br />

hearing programs. They can choose freely between<br />

manual adjustment via remote control (SoundPilot<br />

and WatchPilot) and AutoSelect, the first fully automatic<br />

program selector. Currently, more than 30 %<br />

of all Claro users opt for a remote control. The market<br />

has been particularly impressed by WatchPilot,<br />

the world's first remote control of its type. In this<br />

product, the remote control is built into an attractive<br />

wristwatch. Thanks to this device, available on<br />

the wrist whenever it is needed, all Claro instruments<br />

can be operated comfortably and discreetly.<br />

Over the past few months, the Claro range has been<br />

extended to include several other instruments.<br />

Thanks to the Claro 311 dAZ Behind-The-Ear (BTE)<br />

instrument, individuals with moderate to severe<br />

hearing impairment are now able to benefit from<br />

Claro technology. Another BTE instrument, the<br />

Claro 111 dAZ, offers people with steep high-frequency<br />

hearing losses significantly better sound<br />

quality coupled with improved speech intelligibility<br />

in difficult acoustic environments.<br />

The miniature Claro Completely-In-the-Canal (CIC)<br />

instrument, which is based on the latest, exclusive<br />

technology, holds out exciting prospects for the<br />

future. A world first, it will be equipped with a digital<br />

microphone designed and co-developed by<br />

Phonak. The Claro CIC will be launched during the<br />

summer of 20<strong>01</strong> and has significant sales potential,<br />

particularly in the ITE markets of North America and<br />

Australia as well as in Germany and France.<br />

During the first quarter of 20<strong>01</strong>, Unitron launched<br />

Nexus, its leading-edge premium hearing computer<br />

12<br />

line. It is based on the world's first fully digital chip<br />

which is genuinely open platform. This means the<br />

system can be retrofitted with new audiological<br />

features or functions without changing the hardware.<br />

The introduction of the Nexus product line<br />

will be concluded during the first six months of the<br />

current financial year.<br />

At the same time, Argosy, a 100 %-owned Unitron<br />

subsidiary which has a solid base in the US market,<br />

will be launching its own Axiom range of fully digital<br />

hearing computers. Axiom is based on the same<br />

platform as Nexus and offers the same possibility to<br />

upgrade performance. The two product lines were<br />

developed independently of each other and differ<br />

primarily in their digital signal processing, their fitting<br />

software and in other functions. With these two<br />

products, the Unitron Group has succeeded in developing<br />

two independent concepts that specifically<br />

target the Unitron and Argosy markets. The flexibility<br />

in creating and complementing the product portfolio,<br />

that was made use of here for the first time,<br />

demonstrates the strategic advantages of the open<br />

platform.<br />

3.2 Digitally programmable hearing instruments<br />

of the mid-price segment<br />

Despite focusing efforts on the introduction of the<br />

Claro line, we also managed, by and large, to maintain<br />

our market share in the mid-price segment<br />

(reaching 91 % of last year’s sales). While the PiCS<br />

range is most exposed to pressure from the competition’s<br />

new digital products in the mid-price sector,<br />

the Astro instruments performed well. As a result of<br />

additional sales efforts in the existing lines and the<br />

launch of a new, fully digital hearing computer<br />

range during the second half of the current financial<br />

year, Phonak expects to strengthen its position again<br />

in the middle price segment.<br />

3.3 Classical hearing instruments<br />

The healthy demand for classical hearing instruments<br />

continued through <strong>2000</strong>/<strong>01</strong>. Sales were well<br />

ahead of expectations despite a reduction in the<br />

number of instruments on offer. Overall, sales rose<br />

20 % by volume (units sold) and 14 % by value.<br />

Classical hearing instruments continue to play an<br />

important role, especially in countries with extensive


Worn almost invisibly, completely in the<br />

ear canal, Claro 11 offers all the advantages<br />

of Phonak’s digital technology despite its<br />

tiny size.<br />

welfare markets or regions lacking widespread<br />

medical structures.<br />

The PicoForte 3 line, designed for individuals with<br />

moderate to severe hearing loss and successfully<br />

introduced last year, was completed. Hearingcare<br />

professionals can now choose between a total of<br />

four different instrument models in this range. In<br />

addition, the Phonak offer has been extended in the<br />

Classica series of instruments, which offers five<br />

models.<br />

3.4 Cordless communication<br />

Sales of wireless communication systems (MicroLink<br />

and its predecessor, MicroVox) rose by 33 % in units<br />

and by 38 % in value. Thanks to its unique radio<br />

technology, MicroLink enables users to hear clearly<br />

in noisy environments and even over distances such<br />

as those encountered in conference halls or seminar<br />

rooms. The market reacted very positively to the new<br />

MLx radio receiver which is compatible with most of<br />

the Behind-The-Ear (BTE) instruments offered by the<br />

major suppliers.<br />

In addition, a global distribution agreement was<br />

concluded in mid March 20<strong>01</strong> with Cochlear Ltd.,<br />

Sydney (Australia), for Phonak's miniature FM communication<br />

systems. Cochlear Ltd. is the world<br />

leader in the fast-growing market for cochlear<br />

implants. The new distribution agreement with<br />

Cochlear now also enables patients who wear a<br />

cochlear implant to benefit from the advantages of<br />

wireless communication.<br />

4. Markets<br />

4.1 General market development<br />

Unit sales on the overall global market are estimated<br />

to have risen by 3 to 4 % with major differences<br />

from country to country. While overall market<br />

growth in America came to a standstill in the second<br />

half of the year, the majority of European markets<br />

and, in particular, Germany and France saw welcome<br />

gains due to the continuing trend towards quality<br />

products.<br />

The shift towards hearing instruments based on<br />

digital technology continues. In unit terms, digital<br />

instruments now account for approximately 25 % of<br />

instruments sold, whereas value-wise their share<br />

reaches as much as 50 % of the overall market. This<br />

13<br />

Share of sales by product groups<br />

in %<br />

70<br />

60<br />

50<br />

40<br />

30<br />

20<br />

10<br />

0<br />

Financial and business review<br />

96/97 97/98 98/99 99/00 00/<strong>01</strong><br />

Classical hearing instruments<br />

Digitally programmable hearing computers<br />

Fully digital hearing computers<br />

Accessories/spare parts<br />

Miscellaneous<br />

Share of sales by main markets<br />

<strong>2000</strong>/<strong>01</strong> 1999/00<br />

Switzerland 4 % 5 %<br />

Europe (excl. Switzerland) 42 % 50 %<br />

North America 46 % 35 %<br />

Australasia 4 % 5 %<br />

Rest of the world 4 % 5 %<br />

100% 100%<br />

market share will continue to grow during the<br />

current year and the increase will accelerate as<br />

digital products take their place in the mid-price and<br />

lower price segments.<br />

Currently, annual sales of hearing instruments<br />

amount to some 6 million. Approximately 45 % of<br />

these are Behind-The-Ear (BTE) and 55 % In-The-Ear<br />

(ITE) instruments. Of the ITE instruments, approximately<br />

20 % are miniature – or CIC – instruments.<br />

In <strong>2000</strong>/<strong>01</strong>, sales of ITE instruments fell slightly in<br />

Europe while continuing to grow in North America<br />

and Asia. Traditionally, Phonak and Unitron have<br />

occupied a strong position in the BTE segment. With<br />

new products such as the Claro CIC and a completely<br />

new, fully digital product line in the mid-price segment,<br />

the Phonak Group intends to reinforce and<br />

expand its market position in the ITE segment.


Top design<br />

State-of-the-art digital technology packaged in<br />

attractively shaped shells and housings has even caught<br />

the eye of the fashion world and contributes to<br />

the positive perception of modern hearing systems.


Star Japanese fashion designer Issey<br />

Miyake puts on special shows for his<br />

twice-yearly collections. The impression<br />

made by the clothes presented at these<br />

shows is crucial and everything else has<br />

to complement them perfectly: movement,<br />

choreography and lighting effects. Using<br />

innovative communication systems such<br />

as Claro dAZ FM, the director has constant<br />

wireless contact with the models on the<br />

catwalk.<br />

4.2 Phonak's international markets<br />

All markets where Phonak has its own sales organizations<br />

made significant advances during the past<br />

year. Once again, North America was particularly<br />

successful, with sales excluding Unitron up by 36 %<br />

and including Unitron by 50 %. Thanks to the acquisition<br />

of Unitron, we were able to increase our market<br />

share in the USA to approximately 15 % and in<br />

Canada to over 20 %.<br />

Thanks to Claro, the Phonak Group posted even<br />

higher growth rates in Europe, where technologically<br />

advanced products are decisive for capturing market<br />

share. In the important German market, sales rose<br />

by over 60 %, in Scandinavia by 40 %, in France by<br />

35 % – and our young sales company, Phonak BV,<br />

which was set up two years ago in the Netherlands,<br />

reported even a sales increase of almost 120 %.<br />

Our long-standing strategy of establishing our own<br />

sales organizations in all major markets proved its<br />

worth once again. In the year under review, we consistently<br />

pursued this strategy. In Spain, following<br />

our acquisition of Laem, the leading hearing instrument<br />

importer and wholesaler, we increased our<br />

market share from approximately 3 % to some 15 %<br />

and are now number two in the market. In Austria,<br />

we have also become one of the two leading suppliers<br />

thanks to the acquisition of Hansaton. With<br />

the establishment of our own sales company in<br />

Switzerland, we believe we can further strengthen<br />

our position in the domestic market. And finally, we<br />

are convinced that the founding of Phonak Middle<br />

East in Dubai will give us a more pre-eminent position<br />

in the Middle East and enable us to participate<br />

in the great potential of this region.<br />

Generally speaking, markets served by independent<br />

general agents have likewise done well, even if the<br />

introduction of Claro takes longer here than in markets<br />

with our own sales companies. The biggest<br />

advances in <strong>2000</strong>/<strong>01</strong> were achieved in Argentina<br />

where sales – partly as a result of our gaining<br />

government contracts – more than doubled. This<br />

makes Argentina the second most important agency<br />

market after Japan, followed by Poland, South Africa<br />

and Hong Kong.<br />

Finally, significant effort was invested during the<br />

year in the extension and reinforcement of our key<br />

account management. Thanks to this work, sales to<br />

15<br />

Financial and business review<br />

various national and international retail chains<br />

operating in the hearing instrument sector were<br />

significantly increased.<br />

5. Research and development<br />

The past year saw a substantial increase in the<br />

Phonak Group's Research and Development activities:<br />

The acquisition of the Canadian Unitron Group,<br />

the setting-up of new development teams and the<br />

conclusion of a series of new partnerships in the<br />

USA have resulted in the creation of a strong, interdisciplinary<br />

network of teams with various spheres<br />

of responsibility. The activities of the various<br />

R&D Centers, their core skills and the development<br />

approaches they use are in the process of being<br />

coordinated and harmonized. By optimizing the use<br />

of existing resources and technologies, we aim to<br />

make the planning and conduct of research and<br />

development projects more efficient. We also have<br />

an intensive staff-exchange program, which encourages<br />

the transfer of ideas and know-how and avoids<br />

duplication of effort.<br />

During the year under review, spending on Research<br />

and Development amounted to CHF 33.4 million.<br />

This represents an increase of 32 % over the previous<br />

year and is equivalent to 7.3 % of consolidated<br />

sales. For the new financial year, we plan a further<br />

increase in R&D expenditure approximately in line<br />

with the growth in sales. In particular, the companies<br />

in the Unitron Group will reinforce their own<br />

R&D activities. The focus in terms of product development<br />

will be placed on extending the range of<br />

fully digital hearing computers in the mid-price and<br />

high performance segment.<br />

Alongside the work conducted by our own R&D team<br />

of over 140 employees, some 35 employee years of<br />

external R&D work was subcontracted outside the<br />

company.


Top partners<br />

Success depends on<br />

business partnerships<br />

that put big demands on the two partners involved.<br />

Ultimately, this is of<br />

immense benefit to both.


Martin Kind was selected as the Hanover<br />

region's Businessman of the Year <strong>2000</strong>.<br />

With this award the jury honored the<br />

owner of Germany's largest hearing<br />

healthcare company. He has expanded his<br />

parent's small business to a chain of more<br />

than 200 specialist stores extending from<br />

Spain to Georgia. The exacting demands<br />

that the company makes of its partners<br />

help Phonak achieve its own outstanding<br />

performance.<br />

TelCom, a new transmitter for the<br />

MicroLink cordless communication system,<br />

is the first stationary FM transmitter that<br />

allows optimal television, telephone and<br />

audio system use.<br />

5.1 Extension of the Claro family<br />

In the course of <strong>2000</strong>/<strong>01</strong>, Phonak cooperated with<br />

several universities abroad on in-depth evaluation of<br />

the various new concepts (Digital Perception Processing,<br />

AutoSelect, Adaptive digital AudioZoom) made<br />

available to the world of hearing instrument technology<br />

as part of the Claro system. These studies<br />

revealed that the new functions introduced with<br />

Claro represent a significant step forward in the<br />

improvement of speech intelligibilty, hearing comfort,<br />

operation and adaptation to the individual<br />

requirements of users. However, field studies, in conjunction<br />

with the practical experience of hearing<br />

instrument acousticians, reveal further potential for<br />

optimization. These improvements are fed directly<br />

back to the market in the form of the PFG fitting<br />

software and thus benefit all Claro customers.<br />

With the introduction of the fully digital Claro CIC<br />

instrument, Claro 11, Phonak has taken another<br />

major step in the field of hearing computer technology<br />

worldwide. To make a Claro CIC instrument a<br />

technical possibility, considerable miniaturization<br />

of the complex Claro microprocessor system was<br />

necessary. This step was made possible through the<br />

use of state-of-the-art microelectronics technologies<br />

and cutting-edge microphone technology.<br />

Largely conceived and developed by Phonak, the<br />

Claro CIC has the first digital microphone to be<br />

integrated in a hearing instrument.<br />

5.2 Future product developments<br />

One of the focal points of our research activity in<br />

<strong>2000</strong>/<strong>01</strong> was the development of new approaches to<br />

high-performance digital hearing instruments, a project<br />

that aims to make the advantages of digital technology<br />

available to individuals with severe hearing loss.<br />

This resulted in several major innovations to improve<br />

speech intelligibility in difficult situations and in the<br />

fitting of hearing instruments to the needs of individual<br />

customers, particularly children.<br />

Another focal point was work relating to subsequent<br />

generations of the Claro family. The features that have<br />

already been successfully integrated in the Claro concept<br />

will be further developed. On top of this, Phonak<br />

intends to go on introducing new technological standards<br />

to the hearing instrument market in the future.<br />

This work will also include the development of flexible<br />

17<br />

Financial and business review<br />

production techniques because these will facilitate the<br />

realization of a wide range of different products. This<br />

step will make production techniques both simpler and<br />

more efficient while significantly reducing development<br />

times. Special attention will be paid to the development<br />

of new computer-aided production techniques<br />

for in-the-ear instruments. As yet, this sector still<br />

requires a large amount of manual work.<br />

5.3 Cordless communication<br />

During the past financial year, our wireless communication<br />

operations produced several most innovative<br />

products. With Claro dAZ FM, Phonak successfully<br />

launched the world's first digital hearing computer<br />

with an integrated FM receiver.<br />

We also successfully concluded the development of<br />

TelCom, a new interface that permits the simultaneous<br />

wireless connection of hearing instruments to<br />

various TV and audio systems as well as telephones.<br />

The system guarantees that people with hearing<br />

impairment have top-quality sound from their television<br />

sets at a volume they choose – or hear the<br />

talker’s voice in case of a telephone call.<br />

5.4 Fundamental research activities<br />

Two subjects attracted in-depth attention during the<br />

year under review. As regards automated production<br />

technologies for in-the-ear hearing systems, we<br />

made significant advances in the laser-controlled<br />

construction of complex plastic components. The aim<br />

of these efforts is to fully automate the methods<br />

used to manufacture individual shells for in-the-ear<br />

hearing systems.<br />

In addition, Phonak entered into a partnership with<br />

the Beckman Institute at the University of Illinois in<br />

Urbana, USA. The Institute is one of the leading US<br />

research centers in the fields of artificial intelligence,<br />

intelligent interactions between humans and computers<br />

and – of special interest to Phonak – the interfaces<br />

between biology, neurology, signal processing<br />

and electronics technology. Phonak is financing a<br />

special research program dedicated to binaural hearing.<br />

Phonak has also set up its own development laboratory<br />

at the campus of the University of Illinois. The Phonak<br />

team there is to develop commercially viable products<br />

from the research results.


Top outlook<br />

Determination, clear vision<br />

and a stated objective are the<br />

way to the top.


<strong>2000</strong> was the first year in which the<br />

“Phonak Hearing Systems” cycling team<br />

actively participated in cycle races. The<br />

team is young and highly motivated and<br />

takes the name Phonak out onto Europe's<br />

roads under the motto “Race for better<br />

hearing”. Another group of people on its<br />

way to the top.<br />

Employees as of March 31, 20<strong>01</strong><br />

By region<br />

Australasia<br />

1<strong>01</strong> (5 %)<br />

North America<br />

889 (42 %)<br />

By field of activity<br />

Marketing/sales<br />

and administration<br />

995 (47%)<br />

Switzerland<br />

617 (29 %)<br />

Europe (without<br />

Switzerland)<br />

515 (24 %)<br />

Research and<br />

development 142 (7 %)<br />

Production<br />

985 (46%)<br />

5.5 Intellectual property<br />

The number of patent applications made in the course<br />

of <strong>2000</strong>/<strong>01</strong> rose to over 20. We were particularly<br />

anxious to protect innovations stemming from our<br />

R&D activities in the high-potential fields of materials<br />

technology, digital signal processing and wireless communications.<br />

With our long-term cooperation agreement with the<br />

renowned Beckman Institute, Phonak has secured<br />

exclusive access to state-of-the-art developments in<br />

binaural signal processing and cordless communication<br />

on the surface of the body.<br />

6. Production<br />

The number of hearing instruments manufactured at<br />

the main production site in Stäfa increased by more<br />

than a third during <strong>2000</strong>/<strong>01</strong>. Generally speaking, the<br />

year was characterized by the rapid, trouble-free<br />

ramp-up of the production of Claro fully digital<br />

hearing computers. The extension of flexible and<br />

process-oriented production installations permitted<br />

a striking increase in production levels.<br />

The production sites of Unitron in Kitchener (Ontario,<br />

Canada) and Minneapolis (USA) have considerably<br />

extended the Group's production capacity. Thanks to<br />

the great adaptability of their organization structure,<br />

these two sites offer special strengths in the flexible<br />

production of small series.<br />

The output in units at the Murten production site<br />

increased by approximately 60 %. This welcome<br />

boost is due to the continuing increase in the market<br />

acceptance of wireless communication systems.<br />

The customized manufacture of shells and final<br />

assembly of all In-The-Ear (ITE) instruments are<br />

handled by the production laboratories of our<br />

sales organizations. In response to market needs –<br />

ITE instruments account for 80 % of total sales in<br />

North America – centers of competence in ITE production,<br />

with continuously rising production figures,<br />

have developed particularly in Warrenville (Chicago)<br />

and Minneapolis. In Europe, an ITE training center<br />

has been established in recent years at Phonak<br />

France headquarters in Lyon. In Denmark, the<br />

acquisition of Auris A/S has greatly expanded ITE<br />

instrument production capacity in northern Europe.<br />

19<br />

Financial and business review<br />

7. Business information systems<br />

During the year under review Phonak Ltd. introduced<br />

the SAP R/3 ERP (Enterprise Resource Planning)<br />

management system. The integration of the business<br />

processes in all sectors of the company played a crucial<br />

role in this project. Following successful introduction<br />

of the new ERP system, internal processes<br />

can now be optimized and adapted to the ever<br />

increasing complexities of the corporate world. In<br />

the future, Phonak intends to exploit the advantages<br />

of a uniform solution worldwide. The integration of<br />

further Group companies is planned.<br />

8. Personnel<br />

During <strong>2000</strong>/<strong>01</strong>, the number of people employed by<br />

the Phonak Group rocketed by 843 to 2,122 as of<br />

March 31, 20<strong>01</strong>, in the wake of vigorous growth and<br />

acquisitions. Acquisitions brought 650 new employees<br />

into the Phonak Group. Another 72 are employed<br />

in the newly founded companies Phonak Switzerland,<br />

Phonak Middle East and Phonak Marketing<br />

International. Finally, 121 new jobs were created in<br />

the existing companies, 41 of them in Switzerland<br />

and 36 in Phonak USA.<br />

The average number of people employed by the<br />

Phonak Group during the year was 1,583 (previous<br />

year 1,239). This figure included 105 (+18) in research<br />

and development, 688 (+155) in production,<br />

604 (+134) in marketing and sales and 186 (+37)<br />

in administration and management.


9. Holding company Board<br />

The <strong>Annual</strong> General Meeting of July 13, <strong>2000</strong> reelected<br />

the Chairman of the Board of Directors,<br />

Andreas E. Rihs, the Vice Chairman of the Board,<br />

Dr. Alexander Krebs, together with the members<br />

Beda Diethelm and Hans-Ueli Rihs for a further<br />

period of three years.<br />

No elections to the Board of Directors are due to be<br />

held at the forthcoming <strong>Annual</strong> General Meeting of<br />

July 5, 20<strong>01</strong>.<br />

10. Outlook<br />

The Phonak Group expects a continued positive<br />

development of business. As already announced in<br />

the Shareholder Letter of April 20<strong>01</strong>, the current<br />

financial year will be characterized again by strong<br />

growth: we expect sales to increase by at least 30 %<br />

and thereby to exceed the CHF 600 million mark.<br />

This increase will consist of double-digit internal<br />

growth, on the one hand, and growth through the<br />

companies acquired in <strong>2000</strong>/<strong>01</strong> (primarily Unitron<br />

and Hansaton) on the other. Internal growth will<br />

again be fuelled mainly by new products during the<br />

financial year 20<strong>01</strong>/02. We expect the miniature<br />

Claro CIC instrument, which will be launched during<br />

the summer of 20<strong>01</strong>, to provide a major impetus.<br />

Unitron's business will be influenced largely by the<br />

introduction of the Nexus and Axiom hearing computer<br />

lines, which is currently under way. We foresee<br />

these products making a considerable contribution<br />

to sales and profits, especially in the second half of<br />

the year.<br />

We expect continued double-digit growth in consolidated<br />

profits. The exact development of profits will<br />

depend on different factors: on the progress made<br />

with the integration of companies acquired in the<br />

year <strong>2000</strong>, on the question of how quickly the great<br />

demand for the Nexus and Axiom products can be<br />

met, on the overall market growth in Europe and<br />

North America, etc.<br />

Generally speaking, we can predict that the financial<br />

year 20<strong>01</strong>/02 will be a year of two contrasting<br />

halves: a somewhat quieter first half followed by a<br />

clear upturn during the second half, due, in particular,<br />

to Claro CIC and Nexus.<br />

20<br />

Financial and business review<br />

Capital expenditure will rise significantly (a good<br />

CHF 30 million have been budgeted) but still requires<br />

only approximately a third of the cash flow<br />

from operating activities. A main focus of the investment<br />

activity will be on the three largest production<br />

sites of Stäfa (Phonak), Kitchener and Minneapolis<br />

(Unitron) where further investments will be made in<br />

the renewal and modernization of production plant<br />

and IT systems. At the same time, Phonak USA is<br />

planning a sizeable investment in an e-commerce<br />

project that will represent a pilot project for the<br />

entire Group.


In the financial year <strong>2000</strong>/<strong>01</strong><br />

acquired companies<br />

at a glance<br />

21<br />

Portraits


Auris A/S strengthens Phonak's<br />

position in northern European<br />

in-the-ear sector.<br />

Auris specializes in the manufacture of In-The-Ear (ITE)<br />

hearing instruments. Its proven expertise will consolidate<br />

and strengthen Phonak Denmark’s market<br />

position in the ITE segment. Auris also manufactures<br />

the ITE instruments sold by other Phonak companies in<br />

northern Europe. Production at Auris is currently<br />

undergoing further expansion and the product range –<br />

which will continue to include “Auris” brand ITE instruments<br />

– will be complemented with devices based on<br />

Phonak's proven technological platforms.<br />

Auris was founded in 1989 by Finn<br />

Weber Nielsen and Ole Kaas Nielsen who<br />

remained the owners and managers of<br />

the company until it was purchased by<br />

the Phonak Group. They continue to run<br />

the company now it has become part of<br />

Phonak.<br />

Legally Auris is now part of Phonak<br />

Denmark A/S and is run as a branch.<br />

22<br />

Headquarters Middelfart, island of Fyn, Denmark<br />

Number of instruments sold in <strong>2000</strong>/<strong>01</strong> Approximately 3,000<br />

Market share in Denmark Together with Phonak, approximately 25 %<br />

Number of employees 25<br />

Consolidated by Phonak since April 1, <strong>2000</strong><br />

Cooperation with Auris will significantly<br />

increase Phonak's market share in the<br />

strategically important Danish in-the-ear<br />

segment. Consequently, the necessary<br />

investments are being made at the company's<br />

own premises on the island of Fyn.<br />

The management team of Phonak Denmark and Auris (left to right):<br />

Lars Gertsen (Sales Manager), Kirsten Blak (Controller), Lars Peter<br />

Offersen (Factory Manager), Finn Weber Nielsen and Ole Kaas<br />

Nielsen (Production Management), Søren Iversen (Managing<br />

Director).


Indo Laem Audiologia SA<br />

gives Phonak<br />

a strong sales network in Spain.<br />

New company name Phonak Laem S.A.<br />

(the company was merged with Phonak España SA<br />

after being purchased by Phonak)<br />

Locations Alicante and Madrid, Spain<br />

Number of instruments sold in <strong>2000</strong>/<strong>01</strong> approximately 15,000<br />

Market share in Spain together with Phonak, approximately 15 %<br />

Number of employees approximately 75<br />

Consolidated by Phonak since October 1, <strong>2000</strong><br />

The management team of Phonak Laem (left to right): Miguel Tomás<br />

(Technology), Cristina Rico (Purchasing), Ignacio Martínez<br />

(Managing Director), Juan Miguel Ivorra (Finance), Jesús Borrell<br />

(Sales) and Tomás Sánchez (Training).<br />

Founded in 1952, the company was owned and managed by the<br />

Gimeno family until 1997, when the family sold a majority interest to<br />

Indo Internacional SA (Barcelona, Spain). The company was then<br />

purchased in full by the Phonak Group in September <strong>2000</strong>. Currently,<br />

Phonak Laem SA is the second largest supplier in the Spanish<br />

market.<br />

23<br />

Portraits<br />

This company has been an established distributor of<br />

hearing instruments in Spain for many years and is particularly<br />

strong in the In-The-Ear (ITE) sector, with this<br />

segment currently accounting for more than 50 % of<br />

sales. Alongside the full Phonak range, the company<br />

continues to market other manufacturers' products<br />

and ensures their after-sales service.<br />

The previous majority shareholder, Barcelona-based Indo Internacional<br />

SA, had decided to focus on its core activity, the optical<br />

business. Indo Laem’s management was, therefore, seeking an<br />

industrial partner with a long-term interest in the business who<br />

would guarantee first-class products, high service quality, professional<br />

marketing and a genuine concern for employees' interests.


Unitron Industries Ltd.<br />

strengthens Phonak's<br />

multi-brand strategy.<br />

The top management of the Unitron Group:<br />

Paul Thompson (COO and CFO) and Gary<br />

Ullman (President and CEO). The following<br />

also belong to the management team:<br />

Gary Maas (President of Lori/Unitron and<br />

Argosy), Doug Brander (COO of Lori/Unitron<br />

and Argosy), Roberto Reale (General<br />

Manager of Unitron International),<br />

Mike Moore (General Manager of the<br />

distribution company in Canada) and<br />

Wolfgang Wolter (General Manager of<br />

Unitron Germany).<br />

Headquarters Kitchener, Ontario, Canada<br />

Subsidiaries Lori/Unitron, Golden Valley, Minnesota, USA<br />

Argosy, Eden Prairie, Minnesota, USA<br />

Unitron Industries GmbH, Bremen, Germany<br />

Number of instruments sold in <strong>2000</strong>/<strong>01</strong> 205,000<br />

Current global market share 3.4 %<br />

Number of employees approximately 600<br />

Consolidated by Phonak since January 1, 20<strong>01</strong><br />

Unitron Industries designs and manufactures a range of analog, digitally programmable<br />

and fully digital hearing instrument lines from high-performance<br />

Behind-The-Ear (BTE) instruments through to miniature Completely-In-the-Canal<br />

(CIC) devices. An expert in-house R&D team drives the development of new products,<br />

including Nexus, a fully digital hearing computer line that features the first freely<br />

programmable digital platform. This product was launched in Spring 20<strong>01</strong>.<br />

In <strong>2000</strong> Unitron took one of the “50 Best Managed Private Companies<br />

in Canada” awards. This prestigious award is presented each<br />

year by the country's leading business federation in recognition of<br />

exemplary management practices, attitudes towards employees<br />

and customers, and technological innovation.<br />

24<br />

Founded in 1964, Unitron Industries<br />

quickly earned a reputation for their<br />

powerful instruments that helped users<br />

overcome severe hearing impairment.<br />

This success was largely responsible for<br />

the company's growth into one of the<br />

largest suppliers of hearing instruments<br />

in North America. During 1999 and<br />

<strong>2000</strong>, Unitron purchased two US companies<br />

- Lori Medical Laboratories and<br />

Argosy Electronics, both of which<br />

specialize in In-The-Ear (ITE) instruments<br />

and are located in Minnesota.


Hansaton gives<br />

Phonak a<br />

leading position in Austria.<br />

Headquarters Salzburg, Austria<br />

Branches 30 specialist outlets and approximately<br />

100 consultancy and service centers<br />

Number of instruments sold in <strong>2000</strong>/<strong>01</strong> Approximately 9,000<br />

Market share in Austria Approximately 30 %<br />

Number of employees 125<br />

Consolidated by Phonak since April 1, 20<strong>01</strong><br />

Hansaton was founded in Salzburg in<br />

1961 as the Austrian distributor of the<br />

Hamburg-based German hearing instrument<br />

manufacturer, Hansaton Fischer<br />

KG. The company was sold to Siemens in<br />

1981. In 1993 the top management took<br />

over the company in a management<br />

buy-out.<br />

Integration with Phonak will ensure the successful, long-term<br />

development of Hansaton. Andreas Schlatte (right) and Hannes<br />

Reichl (left) – pictured here with Peter Pfluger (middle) at the<br />

announcement of the tie-up – will remain joint managing directors<br />

of the company.<br />

Portraits<br />

Hansaton provides the Austrian market, through its own specialist outlets as well as<br />

further consultancy and service centers, with most modern hearing systems. Furthermore,<br />

the company sells diagnostic equipment to Ear, Nose and Throat (ENT)<br />

specialists throughout Austria. Hansaton holds a leading position as a supplier of<br />

instruments for children with hearing impairment and has been successful with a<br />

therapeutic program for tinnitus sufferers.<br />

25


28 Consolidated Income Statement<br />

29 Consolidated Balance Sheet<br />

30 Consolidated Statement of Cash Flows<br />

31 Summary of Changes in Shareholders’ Equity<br />

32 Notes to the Consolidated Financial Statements<br />

53 <strong>Report</strong> of the Group Auditors<br />

27<br />

Consolidated Financial Statements


Consolidated Income Statement <strong>2000</strong>/<strong>01</strong><br />

<strong>2000</strong>/<strong>01</strong> 1999/00<br />

Notes 1,000 CHF 1,000 CHF<br />

Consolidated sales 4 460,152 314,281<br />

Sales related costs 5 (30,555) (19,052)<br />

Changes in finished goods and<br />

work-in-process 4,171 (185)<br />

Own work capitalized 6 1,979 2,554<br />

Share of loss of unconsolidated associates (185) (203)<br />

Other operating income 90 992<br />

Operating income 435,652 298,387<br />

Direct material costs (105,528) (71,772)<br />

Personnel expenses (128,007) (99,412)<br />

Other operating expenses 7 (97,133) (67,856)<br />

Depreciation and amortization 8 (17,945) (12,122)<br />

Exchange differences 7,219 2,282<br />

Other income/(expense), net 9 1,052 (704)<br />

Operating profit (EBIT) 95,310 48,803<br />

Financial expense, net 10 (3,158) (2,091)<br />

Profit before deduction of taxes<br />

and minority interests 92,152 46,712<br />

Taxes 11 (26,102) (12,587)<br />

Minority interests’ share of profit (333) (92)<br />

Consolidated net profit 65,717 34,033<br />

Basic earnings per share (CHF/share) 12 103.89 54.12<br />

Diluted earnings per share (CHF/share) 102.61 53.81<br />

28


Consolidated Balance Sheet at March 31, 20<strong>01</strong><br />

29<br />

Consolidated Financial Statements<br />

Assets<br />

31.3.20<strong>01</strong> 31.3.<strong>2000</strong><br />

Notes 1,000 CHF 1,000 CHF<br />

Cash and cash equivalents 14 96,108 47,965<br />

Trade receivables 15 92,616 66,429<br />

Other receivables and prepayments 16 15,654 12,782<br />

Inventories 17 85,555 68,114<br />

Total current assets 289,933 195,290<br />

Land and buildings 18 70,085 68,078<br />

Plant and equipment 18 49,322 36,250<br />

Total tangible fixed assets 119,407 104,328<br />

Investments in associates 19 0 185<br />

Other investments 20 47,577 3,682<br />

Deferred tax assets 11 33,803 12,851<br />

Intangible assets (Goodwill) 21 213,778 29,937<br />

Total non-current assets 414,565 150,983<br />

Total assets 704,498 346,273<br />

Liabilities and shareholders’ equity<br />

31.3.20<strong>01</strong> 31.3.<strong>2000</strong><br />

Notes 1,000 CHF 1,000 CHF<br />

Short-term debts 22 32,687 12,973<br />

Trade payables 31,380 25,992<br />

Taxes payable 18,635 4,599<br />

Other payables and accruals 23 71,987 38,376<br />

Total current liabilities 154,689 81,940<br />

Mortgages 24 42,504 44,656<br />

Other long-term debts 25 160,263 18,266<br />

Deferred tax liabilities 11 17,607 13,709<br />

Other long-term provisions 26 5,282 4,367<br />

Total long-term liabilities 225,656 80,998<br />

Total liabilities 380,345 162,938<br />

Minority interests 543 496<br />

Share capital 27 12,937 12,618<br />

Capital reserves 121,198 36,488<br />

Treasury shares (3,969) (1,198)<br />

Retained earnings 189,887 131,731<br />

Cumulative translation adjustment 3,557 3,200<br />

Total shareholders’ equity 323,610 182,839<br />

Total liabilities and shareholders’ equity 704,498 346,273


Consolidated Statement of Cash Flows <strong>2000</strong>/<strong>01</strong><br />

<strong>2000</strong>/<strong>01</strong> 1999/00<br />

Notes 1,000 CHF 1,000 CHF<br />

Consolidated net profit 65,717 34,033<br />

Non cash items<br />

Depreciation of tangible fixed assets 13,245 10,088<br />

Amortization of intangible assets 4,480 1,814<br />

Write-down of other investments 220 220<br />

Loss on sale of tangible fixed assets, net 227 2<strong>01</strong><br />

Minority interest in net profit 333 92<br />

Share of loss of associates 185 203<br />

Change in deferred taxes, net (6,173) (2,032)<br />

Change in other long-term provisions, net (2,820) 9,697 650 11,236<br />

Cash flow before changes in working capital 75,414 45,269<br />

Changes in net current assets<br />

Increase<br />

Trade receivables (11,145) (13,347)<br />

Other receivables and prepayments (1,534) (4)<br />

Inventories (4,559) (4,176)<br />

Increase<br />

Trade payables (2,768) 7,662<br />

Tax payable 13,940 (4,547)<br />

Other payables and accruals 22,106 16,040 5,534 (8,878)<br />

Net cash from operating activities 91,454 36,391<br />

Purchase of tangible fixed assets (21,842) (17,426)<br />

Proceeds from sale of tangible fixed assets 900 339<br />

Acquisition of subsidiaries (net of cash acquired) 28 (109,272) (1,871)<br />

Acquisition of minority interests 29 (632) (863)<br />

(Increase)/decrease in other investments, net (23,829) 556<br />

Net cash used in investing activities (154,675) (19,265)<br />

Increase in short-term debts, net 4,029 3,629<br />

Decrease in mortgages (2,626) (2,650)<br />

Increase/(decrease) in other long-term debts, net 119,508 (1,994)<br />

Capital increase Phonak Holding Ltd. 4,239 2,336<br />

Acquisition of treasury shares (2,771) (83)<br />

Dividend paid by Phonak Holding Ltd. (7,561) (6,908)<br />

Minority interests in dividends paid<br />

by Group companies (54) (61)<br />

Net cash from financing activities 114,764 (5,731)<br />

Currency translation differences (3,400) (21)<br />

Increase in cash and cash equivalents 48,143 11,374<br />

Cash and cash equivalents per April 1 47,965 36,591<br />

Cash and cash equivalents per March 31 96,108 47,965<br />

Additional details: • interest paid 4,640 3,298<br />

• taxes paid 18,402 18,372<br />

30


Summary of Changes in Shareholders’ Equity<br />

31<br />

Consolidated Financial Statements<br />

Share Capital Retained Cumulative Treasury Total<br />

capital reserves earnings translation shares shareholders’<br />

1,000 CHF adjustment equity<br />

Balance April 1, 1999<br />

Capital increase of<br />

12,577 34,193 104,540 967 (1,115) 151,162<br />

Phonak Holding Ltd. 1)<br />

Acquisition of<br />

41 2,295 2,336<br />

treasury shares<br />

Dividend paid<br />

(83) (83)<br />

by Phonak Holding Ltd. (6,908) (6,908)<br />

Consolidated net profit<br />

Currency translation<br />

34,033 34,033<br />

differences 2,233 2,233<br />

Other changes 66 66<br />

Balance March 31, <strong>2000</strong><br />

Capital increases of<br />

Phonak Holding Ltd.<br />

12,618 36,488 131,731 3,200 (1,198) 182,839<br />

1)<br />

from conditional capital 58 4,181 4,239<br />

from authorized capital 2)<br />

Acquisition of<br />

261 80,529 80,790<br />

treasury shares<br />

Dividend paid<br />

(2,771) (2,771)<br />

by Phonak Holding Ltd. (7,561) (7,561)<br />

Consolidated net profit<br />

Currency translation<br />

65,717 65,717<br />

differences 357 357<br />

Balance March 31, 20<strong>01</strong> 12,937 121,198 189,887 3,557 (3,969) 323,610<br />

1)<br />

The capital increase was made from the conditional capital.<br />

2)<br />

Used as partial purchase price for the acquisition of the Unitron Group (see also Note 28) and as partial purchase price prepayment for the<br />

acquisition of Hansaton (see also Note 20).<br />

Definition of the different categories of shareholders’ equity recognized in the Phonak Group:<br />

• Share capital is the share capital of the parent company Phonak Holding Ltd.<br />

• Capital reserves represent the share premiums arising out of the capital increases of Phonak Holding Ltd.<br />

• Retained earnings comprise the undistributed profits of group companies and all other reserves including<br />

adjustments arising on consolidation.<br />

• Treasury shares comprise the repurchased shares of Phonak Holding Ltd. at their respective acquisition<br />

costs.


Notes to the Consolidated Financial Statements at March 31, 20<strong>01</strong><br />

1. Corporate information<br />

The Phonak Group (the “Group”) is involved in the development, manufacture and distribution of hearing<br />

systems and related products for the hard of hearing. The Group operates world-wide and distributes its<br />

products through its own distribution network in the major industrial countries and through independent<br />

representatives in over 60 other countries. The ultimate parent company is Phonak Holding Ltd., a limited<br />

liability company incorporated in Switzerland. Phonak Holding Ltd.’s registered office is located at<br />

Laubisrütistrasse 28, CH-8712 Stäfa, Switzerland.<br />

2. Basis of the consolidated financial statements<br />

The consolidated financial statements of the Phonak Group are based on the financial statements at March 31<br />

of the individual Group companies prepared in accordance with uniform policies. The consolidated financial<br />

statements have been prepared on a historical cost basis except for the measurement at market value of<br />

short-term securities and comply with International Accounting Standards (IAS). The consolidated financial<br />

statements were approved by the Board of Directors of Phonak Holding Ltd. on June 7, 20<strong>01</strong>. During the year,<br />

the following Standards have been adopted for the first time:<br />

• IAS 10 (revised 1999) Events After the Balance Sheet Date<br />

• IAS 22 (revised 1998) Business Combinations<br />

• IAS 36 Impairment of Assets<br />

• IAS 37 Provisions, Contingent Liabilities and Contingent Assets<br />

• IAS 38 Intangible Assets.<br />

The preparation of financial statements requires management to make estimates and assumptions that affect<br />

the amounts reported for assets and liabilities and contingent assets and liabilities at the date of the financial<br />

statements as well as revenue and expenses reported for the period. Actual results could differ from these<br />

estimates.<br />

2.1 Basis of consolidation<br />

The consolidated financial statements include the financial statements of Phonak Holding Ltd. as well as the<br />

domestic and foreign subsidiaries in which Phonak Holding Ltd. holds directly or indirectly more than 50 % of<br />

the share capital. These companies have been fully consolidated in the consolidated financial statements.<br />

Minority investments in associated companies (generally investments between 20 % and 50 %) are consolidated<br />

using the equity method. Investments of below 20 % are recorded at acquisition cost less any necessary<br />

write-downs. A list of the significant consolidated companies is given in Note 37.<br />

2.2 Principles of consolidation<br />

Under the full consolidation method, 100 % of assets, liabilities, income and expenses are included. The interests<br />

of minority shareholders in equity and net profit are shown separately in the balance sheet and income<br />

statement. The Group’s share of equity in those companies consolidated using the equity method is shown in<br />

the balance sheet as “Investments in associates”, and its share in the net profit or loss for the year is shown in<br />

the income statement as “Share of profit or loss of unconsolidated associates”.<br />

Group companies acquired during the year are included in the consolidation from the date of acquisition, and<br />

companies disposed of excluded as of the date of disposal.<br />

32


33<br />

Consolidated Financial Statements<br />

Intercompany receivables, liabilities, expenses and income are eliminated. Unrealised profit on intercompany<br />

inventories is eliminated.<br />

2.3 Goodwill<br />

The assets and liabilities of newly acquired Group companies are revalued at the estimated market values at the<br />

date of acquisition. The difference between the purchase price and the revalued net assets represents goodwill.<br />

Goodwill is capitalised and amortised on a straight line basis over its expected economic useful life, not exceeding<br />

a maximum of 20 years. Goodwill denominated in foreign currencies is translated into Swiss francs at the<br />

exchange rate applicable at year-end.<br />

2.4 Currency translation<br />

The consolidated financial statements are expressed in Swiss francs (“CHF”). The functional currency of each<br />

group company is the applicable local currency.<br />

Monetary assets and liabilities of Group companies which are denominated in foreign currencies are translated<br />

using year-end exchange rates. Transactions in foreign currencies are accounted for at the rates prevailing at<br />

the dates of the transactions. The resulting exchange differences are recorded in the local income statements of<br />

the Group companies and included in net profit.<br />

When translating foreign currency financial statements into Swiss francs, year-end exchange rates are applied<br />

to assets and liabilities, while average annual rates are applied to income statement accounts. Translation<br />

differences arising from this process are recorded in a separate component of shareholders’ equity.<br />

2.5 Accounting and valuation principles<br />

Cash and cash equivalents<br />

Cash and cash equivalents consist of cash on hand, postal checking and bank account balances, time deposits<br />

with a maturity of 3 months or less, and securities. The securities are quoted, easily realisable and valued at<br />

market values. Adjustments to reflect market value are recorded as a component of net profit.<br />

Trade receivables<br />

Trade receivables are recorded at nominal value. Provision is made for doubtful accounts.<br />

Inventories<br />

Purchased raw materials, components and finished goods are valued at the lower of cost (usually average) or<br />

market value. Manufactured finished goods and work-in-process are valued at the lower of production cost or<br />

market value. The main elements of production cost are materials, direct labour, and an allocation of production<br />

overhead expense.<br />

Tangible fixed assets<br />

Tangible fixed assets (land, buildings, plant and equipment) are valued at purchase or manufacturing cost less<br />

accumulated depreciation. Depreciation is calculated on a straight line basis over the expected useful lives of the<br />

individual assets or asset categories. The applicable useful lives are 25–40 years for buildings, and 3–10 years for<br />

production facilities, machinery, equipment and vehicles. Land is not depreciated.<br />

Leased assets (financial leasing) are capitalized and depreciated over their estimated useful life, as defined above.<br />

The corresponding liabilities are classified as “short-term debts” or “other long-term debts”, depending on whether<br />

they are payable within or after 12 months.<br />

Expenditures for repair and maintenance which do not increase the estimated useful lives of the related assets are<br />

recognized as an expense in the period in which they are incurred.


Intangible assets<br />

Intangible assets are comprised solely of goodwill arising on acquisitions. Goodwill is amortised on a straight line<br />

basis over the expected useful life, not exceeding 20 years (see also Note 2.3).<br />

Short-term debts<br />

Short-term debts consist of short-term bank debts and all other interest bearing debts with a maturity of<br />

12 months or less.<br />

Income taxes<br />

Full provision is made for taxes which are to be paid on taxable profits of the individual Group companies.<br />

Deferred tax is provided on the valuation differences (timing differences) between the tax bases of assets and<br />

liabilities and their carrying values in the consolidated balance sheet. Deferred tax assets relating to tax loss<br />

carry-forwards are recognised only to the extent that it is probable that taxable income will be available against<br />

which the tax losses can be offset.<br />

Provision is made for non-recoverable withholding taxes only on anticipated dividend distributions from subsidiaries.<br />

No provision is made in respect of possible future dividend distributions from undistributed earnings, as<br />

these are generally reinvested.<br />

Employee benefits<br />

Pension plans<br />

Certain Group companies have additional pension plans in addition to the mandatory local statutory social security<br />

plans. Such plans are defined contribution plans (future benefits are determined by reference to the amount<br />

of contributions paid) and are generally administered by autonomous pension plans or independent insurance<br />

companies. The pension plans are financed through employer and employee contributions. The employer’s<br />

contributions are charged to income and amounted to CHF 4.1 million during the current year (previous year<br />

CHF 3.4 million).<br />

Phonak Holding Ltd.’s pension fund, in which the Swiss Group companies Phonak Ltd., Phonak Switzerland Ltd.<br />

and Phonak Marketing International Ltd. participate, has been treated up until now as a defined contribution<br />

plan. Subsequent to a detailed evaluation made by the Swiss IAS Forum and the Audit Commission of the Swiss<br />

Institute of Accountants, and as a result of the special features of the Swiss employee benefit system, it will be<br />

treated in the future as a defined benefit plan. The new valuation and treatment will become effective as of<br />

April 1, 20<strong>01</strong>.<br />

Other long-term benefits<br />

Other long-term benefits comprise mainly length of service compensation which certain subsidiary companies are<br />

required to provide in accordance with legal requirements in the respective countries. These benefits are accrued,<br />

and the corresponding liabilities are included under “Provisions for severance allowances” in the balance sheet<br />

position “Other long-term provisions” (see also Note 26).<br />

Employee share option plan<br />

No costs are recognised in the consolidated financial statements for options granted to employees, as the<br />

strike price normally equals the average market value during the three months prior to the date of grant<br />

(see also Note 31).<br />

Revenue recognition<br />

Consolidated sales represent invoiced sales to third parties excluding sales taxes and net of returns. Revenue<br />

from long-term service contracts is recognised on a pro rata basis over the contract period.<br />

34


Research and development costs<br />

All research and development costs are expensed as incurred. The R&D costs for <strong>2000</strong>/<strong>01</strong> amounted to<br />

CHF 33.4 million (previous year CHF 25.3 million). In addition to the internal costs (direct personnel and<br />

other operating costs, depreciation on R&D equipment and allocated occupancy costs), total costs also<br />

include externally contracted R&D work amounting to CHF 12.0 million (previous year CHF 7.5 million).<br />

Financial instruments<br />

Financial instruments comprise cash and bank balances, securities, trade receivables, trade payables, mortgage<br />

liabilities and other long-term debts. The carrying amounts of cash and bank balances, securities, trade receivables<br />

and trade payables approximate their market values. Mortgages and other long-term debts subject to<br />

floating interest rates are based on normal market conditions, and these balances are adjusted to reflect changes<br />

in interest rates. Interest rates on fixed mortgages approximate current market interest rates or, in some<br />

instances, tend to be lower. Therefore, no detailed calculation of market values was made, as no significant<br />

deviations from the carrying values of these liablities are to be expected. Information concerning the balances,<br />

base currencies and interest rates of mortgages and other long-term debts is disclosed in Notes 24 and 25.<br />

Interest rate risk<br />

Interest rate risk relates primarily to the long-term interest bearing liabilities. The Group’s mortgages as well as<br />

a portion of the other long-term debts represent long-term fixed-rate contracts, which minimizes the risk of<br />

changing interest rates. The remainder of the long-term debts (entered into during the business year <strong>2000</strong>/<strong>01</strong>)<br />

are currently subject to money market rates. The interest situation and hedging possibilities are continuously<br />

monitored. Derivative instruments are not currently being used to hedge against changes in interest rates.<br />

Exchange rate risk<br />

The Group buys and sells products in foreign currencies and is therefore exposed to exchange rate risks. To<br />

hedge against foreign currency exchange risks, in particular relating to intercompany sales and the settlement<br />

of intercompany loans, forward currency contracts are entered into. The unsettled contracts at March 31,<br />

20<strong>01</strong>, have a nominal book value of CHF 3.5 million (previous year CHF 6.1 million) and a fair value of<br />

CHF 3.6 million (previous year CHF 6.4 million). Unrealized exchange losses on forward currency contracts,<br />

to the extent that these are not offset by unrealized gains on the corresponding hedged transactions, are<br />

recognized and charged fully against net profit. No other financial instruments (e.g. derivative instruments)<br />

have been entered into.<br />

Concentration risk<br />

Financial instruments which could expose the Group to a potential concentration risk are principally cash and<br />

bank balances and trade receivables. Banking relations are maintained only with first class financial institutions.<br />

The Group performs continuous credit checks on its customers and is not exposed to any significant<br />

concentration risks.<br />

Impairment of assets<br />

At each balance sheet date, the carrying values of assets are reviewed for any indication of impairment. If such<br />

indication exists, the recoverable amount of the asset is estimated. The recoverable value is the higher of an<br />

asset’s net selling price and its value in use. The value in use is the present value of estimated future cash<br />

flows expected to arise from the continuing use of the asset. If the recoverable amount is less than the carrying<br />

value, the carrying value of the asset is reduced to the recoverable amount and the amount of the reduction<br />

recognized as an impairment loss. Any indication that a previously recognised impairment loss no longer<br />

exists or has decreased will give rise to a reversal of an impairment loss and will be recognised in income.<br />

35<br />

Consolidated Financial Statements


Related Parties<br />

Related parties are defined to include the main shareholders and members of the Board of Directors of<br />

Phonak Holding Ltd. and Group management. All transactions with related parties are conducted on armslength<br />

bases.<br />

4. Segment information<br />

The Group is active in only one segment: the development, production, distribution and service of hearing<br />

instruments and related products. The primary segment information is presented according to geographical<br />

regions, which also correspond to the organisational structure. Transactions between segments are generally<br />

conducted at market rates.<br />

36<br />

Europe North America<br />

1,000 CHF <strong>2000</strong>/<strong>01</strong> 1999/00 <strong>2000</strong>/<strong>01</strong> 1999/00<br />

Sales<br />

Third parties 225,914 167,675 217,371 131,392<br />

Intersegment sales 188,984 123,356 0 179<br />

Total sales 414,898 291,031 217,371 131,571<br />

Segment result 109,295 52,549 14,118 14,786<br />

Share of loss of unconsolidated associates (185) (203) 0 0<br />

Operating profit (EBIT) 109,110 52,346 14,118 14,786<br />

Financial expense, net<br />

Profit before taxes and minority interests<br />

Taxes<br />

Minority interests in net profit<br />

Consolidated net profit<br />

Segment assets 774,332 421,654 310,451 57,354<br />

Investments in associates 0 185 0 0<br />

Total assets 774,332 421,839 310,451 57,354<br />

Total liabilities 420,782 232,160 226,120 39,584<br />

Other information:<br />

Investments in tangible and intangible fixed assets 31,429 14,2<strong>01</strong> 183,622 2,734<br />

Depreciation on tangible fixed assets 10,928 8,943 2,026 854<br />

Depreciation on intangible assets<br />

and write-offs of other investments 2,402 1,994 2,290 32


Australasia Eliminations / Total<br />

Other<br />

<strong>2000</strong>/<strong>01</strong> 1999/00 <strong>2000</strong>/<strong>01</strong> 1999/00 <strong>2000</strong>/<strong>01</strong> 1999/00<br />

16,867 15,214 0 0 460,152 314,281<br />

14,159 15,316 (203,143) (138,851) 0 0<br />

31,026 30,530 (203,143) (138,851) 460,152 314,281<br />

5,313 4,687 (33,231) (23,<strong>01</strong>6) 95,495 49,006<br />

0 0 0 0 (185) (203)<br />

5,313 4,687 (33,231) (23,<strong>01</strong>6) 95,310 48,803<br />

(3,158) (2,091)<br />

92,152 46,712<br />

(26,102) (12,587)<br />

(333) (92)<br />

65,717 34,033<br />

14,457 16,285 (394,742) (149,205) 704,498 346,088<br />

0 0 0 0 0 185<br />

14,457 16,285 (394,742) (149,205) 704,498 346,273<br />

8,609 7,772 (275,166) (116,578) 380,345 162,938<br />

583 491 0 0 215,634 17,426<br />

291 291 0 0 13,245 10,088<br />

8 8 0 0 4,700 2,034<br />

37<br />

Consolidated Financial Statements<br />

3. Changes in Group structure<br />

During the <strong>2000</strong>/<strong>01</strong> business year, the following companies were included in the consolidation for the first<br />

time:<br />

• Phonak Laem SA, Madrid, Spain (resulting from the merger of Phonak España SA, Madrid, and Indo Laem<br />

Audiologia SA, Alicante, in which a 100% interest was acquired in September <strong>2000</strong>)<br />

• Auris Holding ApS and its wholly owned subsidiary Auris A/S, Middelfart, Denmark (100% interest acquired<br />

as of April 1, <strong>2000</strong> and included in Phonak Danmark A/S following the merger of these companies)<br />

• Phonak Switzerland Ltd., Bubikon, Switzerland (founded in August <strong>2000</strong>)<br />

• Phonak Middle East FZE, Dubai, United Arabian Emirates (founded in December <strong>2000</strong>)<br />

• Unitron Group, Kitchener, Ontario, Canada (100% interest purchased as of January 1, 20<strong>01</strong>)


5. Sales related costs<br />

These consist of expenditures which relate directly to sales revenue, such as cash discounts, year-end rebates,<br />

third party sales commissions, outward freight costs, bad debts, and the cost of warranty work.<br />

6. Own work capitalized<br />

Own work capitalized includes material and personnel costs and allocated production overhead expense in<br />

connection with the production of self-constructed fixed assets, particularly production equipment and tools.<br />

7. Other operating expenses<br />

Other operating expenses are comprised of the following items:<br />

<strong>2000</strong>/<strong>01</strong> 1999/00<br />

1,000 CHF 1,000 CHF<br />

Energy, small materials, tools 13,364 7,731<br />

External R & D costs 12,047 7,521<br />

Maintenance, other third party services 6,183 4,907<br />

Rent and leasing costs 5,204 3,628<br />

Office and professional expenses 15,215 9,568<br />

Travel and car expenses 8,878 6,516<br />

Advertising and PR expenses 30,205 24,086<br />

Other operating expenses 6,037 3,899<br />

Total 97,133 67,856<br />

The notable increase in office and professional expenses as well as in other operating expenses is attributable<br />

among others to the transaction costs in connection with purchases of subsidiaries made during the year.<br />

8. Depreciation and amortization<br />

<strong>2000</strong>/<strong>01</strong> 1999/00<br />

1,000 CHF 1,000 CHF<br />

Depreciation on tangible fixed assets<br />

Buildings 1,918 1,855<br />

Plant and equipment 11,327 8,233<br />

Total 13,245 10,088<br />

Amortization of goodwill 4,480 1,814<br />

Write-down of other investments 220 220<br />

Total 17,945 12,122<br />

38


9. Other income/(expenses), net<br />

<strong>2000</strong>/<strong>01</strong> 1999/00<br />

1,000 CHF 1,000 CHF<br />

Loss on disposal of fixed assets, net (227) (2<strong>01</strong>)<br />

Income from non-consolidated investments 0 900<br />

Other income 1,664 1,247<br />

Other expenses (385) (2,650)<br />

Total 1,052 (704)<br />

Other income/(expenses) comprise non-recurring items which are incurred in the ordinary course of business.<br />

The most significant amount included in Other income for the <strong>2000</strong>/<strong>01</strong> business year was a one-time<br />

compensation that the Belgium subsidiary Lapperre BHAC NV received in connection with the termination of<br />

an exclusive distribution agreement for surgical instruments. During the prior year, the main component of<br />

Other income was a one-time payment of CHF 0.8 million received from the grant of employee options on<br />

Phonak Holding shares, and in Other expenses it was a one-time penalty which had to be paid to the previous<br />

insurer of the Phonak Ltd. pension scheme as a result of Phonak Ltd.’s early termination of the contract<br />

(CHF 2.6 million).<br />

10. Financial expense, net<br />

<strong>2000</strong>/<strong>01</strong> 1999/00<br />

1,000 CHF 1,000 CHF<br />

Mortgage interest (1,840) (1,932)<br />

Leasing interest (finance leasing) (4) (6)<br />

Other interest expense (2,796) (1,360)<br />

Total interest expense (4,640) (3,298)<br />

Interest income 1,328 821<br />

Securities income 154 386<br />

Total financial expense, net (3,158) (2,091)<br />

39<br />

Consolidated Financial Statements


11. Taxes<br />

<strong>2000</strong>/<strong>01</strong> 1999/00<br />

1,000 CHF 1,000 CHF<br />

Income taxes 32,275 14,619<br />

Change in deferred taxes (6,173) (2,032)<br />

Total 26,102 12,587<br />

Reconciliation of tax expense<br />

Net profit before taxes 92,152 46,712<br />

Weighted average expected tax rate 1)<br />

25.55 % 26.63 %<br />

Tax at weighted average rate<br />

+/- effects of<br />

23,541 12,438<br />

non tax deductible expenses 1,832 649<br />

non capitalized tax loss carry forwards and current year losses (net) (45) 50<br />

tax concessions 2)<br />

(579) (346)<br />

change in tax rates on deferred tax balances 14 (82)<br />

prior year expense and other items 3)<br />

1,339 (122)<br />

Total tax expense 26,102 12,587<br />

as a % of consolidated net profit before taxes 28.3 % 26.9 %<br />

1)<br />

The expected Group tax rate is the aggregate obtained by applying the currently effective rate for each individual jurisdiction to its respective<br />

profit before taxes.<br />

2)<br />

In connection with an economic incentive program, one subsidiary company is subject to a reduced tax rate for a limited time period.<br />

3) “Prior year expense and other items” includes non-refundable foreign withholding taxes of 1,113 (prior year 709).<br />

Composition of deferred tax assets and liabilities<br />

31.3.20<strong>01</strong> 31.3.<strong>2000</strong><br />

1,000 CHF 1,000 CHF<br />

Assets Liabilities Assets Liabilities<br />

Tax loss carry forwards 9,599 0 1,227 0<br />

Allowance for doubtful receivables 1,990 292 482 293<br />

Prepayments 0 775 0 782<br />

Inventories 9,976 2,563 5,206 2,220<br />

Tangible fixed assets 152 9,514 169 7,755<br />

Intangible assets 314 457 107 381<br />

Leasing liabilities 15 2 35 0<br />

Short-term provisions 9,039 98 3,758 0<br />

Long-term provisions 2,524 3,906 1,867 2,278<br />

Other items 194 0 0 0<br />

Deferred taxes 33,803 17,607 12,851 13,709<br />

The tax loss carry forwards on which deferred taxes have been calculated amount to 37,187<br />

(previous year 3,253) and expire between 2005 and 2<strong>01</strong>9.<br />

40


41<br />

Consolidated Financial Statements<br />

12. Earnings per share<br />

The basic earnings per share are calculated by dividing the consolidated net profit by the weighted average<br />

number of shares outstanding (net of treasury shares) during the period. For the current business year, the<br />

weighted average number of shares outstanding amounted to 632,574 shares (previous year 628,885 shares).<br />

The diluted earnings per share considers the dilutive effect which could arise upon the possible exercise of all<br />

outstanding options. The weighted average number of shares thus used to determine the diluted earnings per<br />

share was 640,452 shares (previous year 632,484 shares).<br />

13. Dividend per share<br />

The Board of Directors of Phonak Holding Ltd. proposes to the General Meeting to be held on July 5, 20<strong>01</strong> that<br />

a repayment reducing the nominal value of shares by CHF 15.00 each be made instead of a dividend distribution<br />

(previous year dividend of CHF 12.00 per share).<br />

14. Cash and cash equivalents<br />

31.3.20<strong>01</strong> 31.3.<strong>2000</strong><br />

1,000 CHF 1,000 CHF<br />

Cash on hand 191 77<br />

Postal checking and current bank accounts 53,923 25,421<br />

Time deposits 31,275 11,486<br />

Quoted securities 10,711 10,981<br />

Payments in transit 8 0<br />

Total 96,108 47,965<br />

15. Trade receivables<br />

31.3.20<strong>01</strong> 31.3.<strong>2000</strong><br />

1,000 CHF 1,000 CHF<br />

Accounts receivable 100,734 68,882<br />

Provision for doubtful debts (8,118) (2,453)<br />

Total 92,616 66,429<br />

16. Other receivables and prepayments<br />

31.3.20<strong>01</strong> 31.3.<strong>2000</strong><br />

1,000 CHF 1,000 CHF<br />

Other receivables 9,098 7,782<br />

Prepayments 6,556 5,000<br />

Total 15,654 12,782<br />

The largest individual items included in other receivables are recoverable withholding taxes on interest and dividend<br />

income, recoverable value added taxes, and advances to suppliers. Prepayments comprise mainly prepaid<br />

operating expenses. The by far most significant component relates to pension and other insurance premiums of<br />

CHF 4.2 million (previous year CHF 4.2 million).


17. Inventories<br />

31.3.20<strong>01</strong> 31.3.<strong>2000</strong><br />

1’000 CHF 1’000 CHF<br />

Raw materials and components 35,204 20,932<br />

Work-in-process 13,753 12,899<br />

Finished products (incl. purchased goods) 49,640 40,294<br />

Allowances (13,042) (6,<strong>01</strong>1)<br />

Total 85,555 68,114<br />

18. Tangible fixed assets<br />

Total Total<br />

land & Plant & fixed assets<br />

1,000 CHF Land Buildings buildings equipment 31.3.20<strong>01</strong> 31.3.<strong>2000</strong><br />

Cost<br />

Balance April 1 8,874 72,535 81,409 78,422 159,831 145,724<br />

Change in Group companies 1,023 4,060 5,083 19,614 24,697 533<br />

Additions 0 334 334 21,508 21,842 17,426<br />

Disposals 0 0 0 (4,253) (4,253) (4,419)<br />

Exchange differences (107) (97) (204) (708) (912) 567<br />

Balance March 31 9,790 76,832 86,622 114,583 2<strong>01</strong>,205 159,831<br />

Accumulated depreciation<br />

Balance April 1 0 13,331 13,331 42,172 55,503 48,603<br />

Change in Group companies 0 1,374 1,374 15,542 16,916 360<br />

Depreciation for the year 0 1,918 1,918 11,327 13,245 10,088<br />

Disposals 0 0 0 (3,126) (3,126) (3,879)<br />

Exchange differences 0 (86) (86) (654) (740) 331<br />

Balance March 31 0 16,537 16,537 65,261 81,798 55,503<br />

Net book value<br />

Balance April 1 8,874 59,204 68,078 36,250 104,328 97,121<br />

Balance March 31 9,790 60,295 70,085 49,322 119,407 104,328<br />

The additions to plant and equipment comprise CHF 7.7 million (previous year CHF 8.0 million) for production facilities<br />

and machines, CHF 12.2 million (previous year CHF 8.3 million) for tools and office equipment, and CHF 1.6 million<br />

(previous year CHF 1.1 million) for motor vehicles. The tangible fixed assets (buildings, plant and equipment)<br />

are insured against fire at a value of CHF 177 million (previous year CHF 116 million). Plant and equipment includes<br />

assets held under financial leases with the following values:<br />

• cost value CHF 2.1 million (previous year CHF 0.1 million)<br />

• net book value CHF 0.8 million (previous year CHF 0.1 million)<br />

The corresponding leasing liabilities amount to CHF 0.8 million (previous year CHF 0.1 million).<br />

The Group has commitments for the purchase of fixed assets totalling CHF 0.7 million (previous year 0).<br />

42


43<br />

Consolidated Financial Statements<br />

19. Investments in associates<br />

Investments in associates relate to a 25% investment in the software development company HIMSA A/S<br />

(a joint-venture with the three Danish hearing instrument manufacturers). The company closed its fiscal year<br />

<strong>2000</strong> with a loss. The Group’s pro-rata share in that loss of CHF 0.5 million exceeded the book value of the<br />

investment, which has therefore been reduced to zero and the use of the equity method of accounting discontinued.<br />

The Group’s share in losses which was therefore not recognized was CHF 0.3 million at March 31, 20<strong>01</strong>.<br />

20. Other investments<br />

31. 3.20<strong>01</strong> 31. 3.<strong>2000</strong><br />

1,000 CHF 1,000 CHF<br />

Other investments 5,527 3,382<br />

Prepayment of purchase price for subsidiary 40,075 0<br />

Other long-term loans 1,975 300<br />

Total 47,577 3,682<br />

The other investments consist mainly of a minority interest in the Danish patent holding company K/S HIMPP<br />

(Hearing Instrument Manufacturers Patent Partnership), in which Phonak and Unitron have invested together<br />

with other leading hearing instrument manufacturers.<br />

The prepayment of purchase price for subsidiary relates to the acquisition of a 100% interest in<br />

Hansaton Audiologische Geräte GmbH (Salzburg, Austria). Of the purchase price, CHF 16.2 million was paid in<br />

Phonak Holding shares and CHF 23.9 million was paid in cash. As Phonak assumed control over this company<br />

on April 1, 20<strong>01</strong>, it is not yet consolidated at March 31, 20<strong>01</strong> (see also Note 35, “Events after the balance<br />

sheet date”).<br />

The other long-term loans concern a loan arising from the sale of an investment of the Unitron Group during<br />

1999. As of March 31, 20<strong>01</strong>, the balance outstanding was CHF 0.4 million, which bears interest at the rate of<br />

8% and is scheduled for repayment in annual instalments until the year 2004. This line item also includes a<br />

non-interest bearing loan receivable from a supplier which is due by December 31, 2006.<br />

21. Intangible assets (Goodwill)<br />

31. 3.20<strong>01</strong> 31. 3.<strong>2000</strong><br />

1,000 CHF 1,000 CHF<br />

Cost<br />

Balance April 1 36,489 35,445<br />

Additions 186,<strong>01</strong>1 883<br />

Exchange differences 2,220 161<br />

Balance March 31<br />

Accumulated depreciation<br />

224,720 36,489<br />

Balance April 1 6,552 4,729<br />

Amortization for the year 4,480 1,814<br />

Exchange differences (90) 9<br />

Balance March 31<br />

Net book value<br />

10,942 6,552<br />

Balance April 1 29,937 30,716<br />

Balance March 31<br />

Goodwill is being amortized over 20 years.<br />

213,778 29,937


22. Short-term debts<br />

31. 3.20<strong>01</strong> 31. 3.<strong>2000</strong><br />

1,000 CHF 1,000 CHF<br />

Bank debts 2,040 8,262<br />

Current maturities of long-term debts 30,647 4,711<br />

Total 32,687 12,973<br />

The current maturities of long-term debts consist of amounts falling due in the next 12 months in respect<br />

of mortgage repayments of CHF 2.7 million (previous year CHF 2.7 million) and other long-term debts of<br />

CHF 27.9 million (previous year CHF 2.0 million).<br />

23. Other payables and accruals<br />

31. 3.20<strong>01</strong> 31. 3.<strong>2000</strong><br />

1,000 CHF 1,000 CHF<br />

Other payables 9,231 5,024<br />

Accruals 60,350 31,687<br />

Deferred income 2,406 1,665<br />

Total 71,987 38,376<br />

Other payables include principally amounts to be remitted in respect of sales taxes, value added taxes, social<br />

security payments, employees’ income taxes deducted at source and customer prepayments. Accruals include,<br />

among other items, provisions for vacation entitlement, salaries and bonuses payable, customer sales rebates,<br />

and other short-term expenditures for which the amount is not precisely determinable. The substantial increase<br />

compared with the previous year is due partially to new Group companies acquired as well as to the large<br />

increase in customer sales rebates. Deferred income represents the deferred portion of long-term service<br />

contract revenue.<br />

24. Mortgages<br />

31. 3.20<strong>01</strong> 31. 3.<strong>2000</strong><br />

1,000 CHF 1,000 CHF<br />

Analysis by currency<br />

Swiss Francs 40,700 43,000<br />

German Marks 1,053 1,335<br />

Danish Crowns 508 0<br />

French Francs 169 321<br />

Canadian Dollars 74 0<br />

Total 42,504 44,656<br />

Of which maturing in beyond 5 years 28,184 29,175<br />

The above-mentioned mortgages are all secured by lien on the related real estate. Principal amounts bear<br />

interest at the following rates per annum: CHF 16.5 million at 3.0 %, CHF 12.0 million at 4.0 %, CHF 4.8 million<br />

at 4.2 %, CHF 2.4 million at 4.25 %, CHF 5.0 million at 5.25 % and the remainder at 5.0 % to 10.0 %. The<br />

major portion of the Swiss franc mortgages are repaid in annual instalments representing 5 % of the principal<br />

amount. The mortgages expressed in German marks and French francs are also repayable in annual instalments<br />

and mature within a maximum of 5 years. The mortgages denominated in Danish crowns are repayable on a<br />

quarterly basis and mature over the next 6 to 19 years.<br />

44


25. Other long-term debts<br />

31. 3.20<strong>01</strong> 31. 3.<strong>2000</strong><br />

1,000 CHF 1,000 CHF<br />

Bank loans 156,776 18,102<br />

Loans from supplier 1,690 0<br />

Other 1,797 164<br />

Total 160,263 18,266<br />

Analysis by currency<br />

Swiss Francs 141,400 0<br />

Belgian Francs 15,376 18,102<br />

Canadian Dollars 2,487 0<br />

Spanish Pesetas 438 0<br />

Danish Crowns 409 0<br />

French Francs 79 116<br />

Australian Dollars 72 42<br />

New Zealand Dollars 2 6<br />

Total 160,263 18,266<br />

Of which maturing in beyond 5 years 54,380 9,809<br />

Long-term debts denominated in Swiss francs relate to a bank loan obtained to finance the purchase of the<br />

Unitron and Hansaton subsidiaries. This loan bears interest at LIBOR +0.9 % (currently 4.34667 %) and is<br />

scheduled for repayment semi-annually over seven years (until December 31, 2007).<br />

The debt in Belgian francs relates to two long-term bank credits which are repayable in annual instalments<br />

with a final maturity date of 2008 (for the purchase of Lapperre BHAC NV during the 1996/97 business year)<br />

and in monthly instalments through the year 2<strong>01</strong>8 (for the purchase of the hearing instrument sales facilities<br />

during the 1997/98 business year). Of these loans, the equivalent of CHF 5.8 million bear interest at the shortterm<br />

money market rate (currently 3.60 %) and CHF 9.6 million at the long-term capital market rates (fixed<br />

rates for 5 years and 10 years of 5.955 % and 5.56 % respectively).<br />

Long-term debts denominated in Canadian dollars represent largely a non-interest bearing loan from a<br />

supplier which will mature by December 31, 2006.<br />

The other long-term debts relate to remaining purchase prices payable for acquisitions of subsidiaries made<br />

during <strong>2000</strong>/<strong>01</strong>: CHF 0.4 million for Auris Holding ApS, Denmark, which was acquired as of April 1, <strong>2000</strong> (noninterest<br />

bearing, maturing in May 2002), and also CHF 0.4 million for Laem Audiologia SA, Spain, which was<br />

taken over as of October 1, <strong>2000</strong> (subject to 6.2 % annual interest and maturing in September 2003). In addition,<br />

this line item contains leasing liabilities with a maturity in excess of one year and up to five years<br />

maximum.<br />

45<br />

Consolidated Financial Statements


26. Other long-term provisions<br />

Provisions Provisions Provisions Others Total<br />

for product for employee for severance provisions<br />

warranties benefits allowances<br />

Balance April 1, <strong>2000</strong> 3,143 209 214 8<strong>01</strong> 4,367<br />

Changes in Group companies 998 0 0 0 998<br />

Amounts used (186) (20) (136) (67) (409)<br />

Reversals 0 (241) 0 (767) (1,008)<br />

Increases 895 261 21 234 1,411<br />

Exchange differences 12 (17) 0 (72) (77)<br />

Balance March 31, 20<strong>01</strong> 4,862 192 99 129 5,282<br />

In general, Phonak grants a 15 month warranty period on its products. During this period, products will be repaired<br />

or replaced free of charge. The provision is based on turnover and past experience of warranty claims.<br />

27. Movements in share capital<br />

Issued shares<br />

(each share has a nominal value of CHF 20)<br />

Issued shares Treasury Outstanding<br />

shares 2)<br />

shares<br />

Balance April 1, 1999<br />

Issue of new shares<br />

628,872 (868) 628,004<br />

from conditional capital 1)<br />

2,003 0 2,003<br />

Purchase of treasury shares 0 (24) (24)<br />

Balance March 31, <strong>2000</strong><br />

Issue of new shares<br />

630,875 (892) 629,983<br />

from conditional capital 1)<br />

2,911 0 2,911<br />

from authorized capital 13,078 0 13,078<br />

Purchase of treasury shares 0 (495) (495)<br />

Balance March 31, 20<strong>01</strong> 646,864 (1,387) 645,477<br />

Nominal value of share capital<br />

Share capital Treasury Outstanding<br />

1,000 CHF shares 2)<br />

share capital<br />

Balance April 1, 1999<br />

Issue of new shares<br />

12,577 (17) 12,560<br />

from conditional capital 1)<br />

41 0 41<br />

Purchase of treasury shares 0 (1) (1)<br />

Balance March 31, <strong>2000</strong><br />

Issue of new shares<br />

12,618 (18) 12,600<br />

from conditional capital 1)<br />

58 0 58<br />

from authorized capital 261 0 261<br />

Purchase of treasury shares 0 (10) (10)<br />

Balance March 31, 20<strong>01</strong><br />

1)<br />

Created for the purpose of the employee share option plan.<br />

12,937 (28) 12,909<br />

2)<br />

The treasury shares, which are not entitled to dividends, were purchased on the open market. Other than 115 shares which are reserved for<br />

an option plan for the Phonak Cycling Team, treasury shares are at the company’s disposal.<br />

46


At March 31, 20<strong>01</strong>, the authorized share capital amounted to CHF 14.4 million (previous year CHF 13.0 million),<br />

representing 720,000 (previous year 650,000) registered shares of CHF 20 par value. During the annual<br />

shareholders’ meeting on July 13, <strong>2000</strong>, the conditional share capital was increased from a maximum of<br />

50,000 shares to a maximum of 69,125 shares. As of March 31, 20<strong>01</strong>, 66,214 shares thereof had not yet been<br />

issued. These shares are reserved for use in the Key People program (employee share option plan for key employees<br />

of the Phonak Group). In addition, the shareholders approved an authorized share capital consisting<br />

of a maximum of 20,000 shares during their extraordinary meeting on December 7, <strong>2000</strong>. Of these shares,<br />

13,078 had been issued as of March 31, 20<strong>01</strong> and used to cover a portion of the purchase price for Unitron<br />

and Hansaton. The remaining maximum 6,922 shares are available for use to carry out further acquisitions<br />

until December 7, 2002.<br />

28. Acquisition of subsidiaries<br />

The Phonak Group acquired 100 % interests in the following subsidiaries during the year: Auris Holding ApS (DK)<br />

as of April 1, <strong>2000</strong>, Indo Laem Audiologia SA (E) as of October 1, <strong>2000</strong>, and the Unitron Group as of<br />

January 1, 20<strong>01</strong>. These acquisitions were accounted for using the purchase method of accounting. Operating<br />

losses related to Unitron amounting to CHF 3.3 million (after deduction of the goodwill amortization of<br />

CHF 2.3 million) are included in the consolidated income statement. Because both of the other newly acquired<br />

subsidiaries were integrated in the previously existing national companies (see also Note 3 “Changes in Group<br />

structure”), their operating results cannot be determined.<br />

<strong>2000</strong>/<strong>01</strong> 1999/00<br />

1,000 CHF 1,000 CHF<br />

Acquisition Acquisition<br />

Cash and cash equivalents 6,208 6<br />

Trade receivables 15,865 1,387<br />

Other receivables and prepayments 1,428 44<br />

Inventories 14,067 1,275<br />

Tangible fixed assets 8,158 147<br />

Investments and loans 4,005 0<br />

Deferred tax assets 9,076 20<br />

Short-term debts (15,743) (425)<br />

Trade payables (9,698) (567)<br />

Other payables and accruals (12,956) (214)<br />

Tax payable (256) 0<br />

Mortgages (566) 0<br />

Other long-term debts (22,842) 0<br />

Deferred tax liabilities (134) 0<br />

Other long-term provisions (2,149) (59)<br />

Total net assets (5,537) 1,614<br />

Of which 100% (prior year 81%) acquired (5,537) 1,307<br />

Goodwill 185,594 570<br />

Purchase price 180,057 1,877<br />

For which Phonak Holding shares were given in consideration (64,577) 0<br />

Cash consideration 115,480 1,877<br />

Less cash and cash equivalents acquired (6,208) (6)<br />

Cash flow on acquisition, net of cash acquired 109,272 1,871<br />

47<br />

Consolidated Financial Statements


Details regarding the acquisitions made during the year:<br />

Interest Purchase price Goodwill<br />

held 1,000 CHF 1,000 CHF<br />

Auris Holding ApS (DK) 100 % 3,633 3,216<br />

Indo Laem Audiologia SA (E) 100 % 11,827 9,888<br />

Unitron Group (CDN) 100 % 164,597 172,490<br />

180,057 185,594<br />

29. Acquisition of minority interests<br />

During the current year, the Phonak Group acquired the remaining 9 % minority interest in Phonak Italia,<br />

already a consolidated subsidiary, for a cash consideration of TCHF 632, of which TCHF 417 represents goodwill.<br />

As a result, the total equity share of the Phonak Group in the company now amounts to 100 %.<br />

30. Related party transactions<br />

The total remuneration of the Board of Directors and Group executive management of Phonak Holding Ltd. for<br />

the current business year amounted to CHF 2.6 million (previous year CHF 2.4 million). The loan of CHF 0.8<br />

million which had been granted to a member of Group executive management during the previous year in<br />

connection with options granted was paid back according to the terms of the contract in <strong>2000</strong>/<strong>01</strong>.<br />

31. Employee share option plan<br />

In accordance with the “Key People program” established in 1997, members of the Board of Directors of<br />

Phonak Holding Ltd., Group executive management as well as management and senior employees of other<br />

Group companies receive annually a certain number of options on the shares of Phonak Holding Ltd.; this is<br />

basically on the condition that the respective employees have been employed by the Phonak Group for a period<br />

of at least two years. The options are granted for no consideration and each option entitles the holder to one<br />

Phonak Holding Ltd. share after a lock-up period of at least two years at a pre-defined exercise price. The<br />

exercise price corresponds as a rule to the average market price over the last three months immediately prior<br />

to the month of the grant. Also, in accordance with special agreements, key people of the Phonak Group are<br />

granted options, partially with and partially without consideration. The shares required for the share option<br />

plan are issued from the conditional share capital which was created by resolutions of the 1994 and <strong>2000</strong><br />

general meetings in accordance with Article 3a of Phonak Holding Ltd.’s articles of incorporation.<br />

48


Changes in outstanding options:<br />

<strong>2000</strong>/<strong>01</strong> 1999/00<br />

Weighted Weighted<br />

Number of average Number of average<br />

options exercise price options exercise price<br />

CHF CHF<br />

Outstanding options at April 1 12,375 1,886 6,075 1,242<br />

Granted 11,121 4,715 8,353 2,180<br />

Exercised 1)<br />

(2,911) 1,470 (2,003) 1,178<br />

Expired (525) 3,761 (50) 1,100<br />

Outstanding options at March 31 20,060 3,466 12,375 1,886<br />

Exercisable at March 31 850 1,350 300 1,100<br />

1)<br />

Total consideration from exercise of options amounted to TCHF 4,275 (previous year TCHF 2,359)<br />

Summary of outstanding and exercisable options at March 31, 20<strong>01</strong>:<br />

Outstanding options Exercisable options<br />

Exercise Number Average Weighted Number Weighted<br />

price range remaining life average average<br />

(years) exercise price exercise price<br />

CHF CHF CHF<br />

800 200 2.8 800 0 0<br />

1,350 1,225 1.3 1,350 850 1,350<br />

1,850 5,775 1.6 1,850 0 0<br />

2,650–3,360 2,225 4.3 3,107 0 0<br />

4,050 5,510 2.6 4,050 0 0<br />

5,423 5,125 2.3 5,423 0 0<br />

800–5,423 20,060 2.3 3,466 850 1,350<br />

32. Contingent liabilities<br />

(sureties, guarantees and pledges)<br />

At March 31, 20<strong>01</strong> and <strong>2000</strong>, there were no pledges given to third parties. As in the previous year, guarantees<br />

given to third parties amounted to CHF 0.4 million. There were no recourse liabilities in respect of discounted<br />

bills of exchange at March 31, 20<strong>01</strong> and <strong>2000</strong>.<br />

49<br />

Consolidated Financial Statements


33. Leasing liabilities<br />

At March 31, 20<strong>01</strong> the following minimum leasing liabilities existed:<br />

Business Year Operating Financial<br />

Leasing Leasing<br />

1,000 CHF 1,000 CHF<br />

20<strong>01</strong>/02 5,1<strong>01</strong> 453<br />

2002/03 4,864 414<br />

2003/04 4,613 19<br />

2004/05 4,086 0<br />

2005/06 3,872 0<br />

2006/07 3,545 0<br />

thereafter 25,960 0<br />

Total 52,041 886<br />

Less interest component (74)<br />

Total (excl. interest) 812<br />

Previous year 30,826 65<br />

Less interest component (8)<br />

Previous year (excl. interest) 57<br />

The operating lease liabilities relate primarily to long-term rental agreements for office premises which are, in<br />

general, renewable.<br />

34. Number of employees<br />

At March 31, 20<strong>01</strong>, the Phonak Group employed 2,122 persons (previous year 1,279). They were engaged in the<br />

following regions and activities:<br />

By region 31.3.20<strong>01</strong> 31.3.<strong>2000</strong><br />

Switzerland 617 511<br />

Europe (excl. Switzerland) 515 393<br />

North America 889 278<br />

Australasia 1<strong>01</strong> 97<br />

Total 2,122 1,279<br />

By activity 31.3.20<strong>01</strong> 31.3.<strong>2000</strong><br />

Research & development 142 90<br />

Production 985 545<br />

Marketing/sales and administration 995 644<br />

Total 2,122 1,279<br />

The average number of employees of the Phonak Group for the year was 1,583 (previous year 1,239).<br />

50


51<br />

Consolidated Financial Statements<br />

35. Events after the balance sheet date<br />

Effective April 1, 20<strong>01</strong>, a 100% interest in Hansaton Akustische Geräte GmbH (Salzburg, Austria) was acquired.<br />

This acquisition will be accounted for using the purchase method in the 20<strong>01</strong>/02 consolidated financial statements.<br />

The purchase price was CHF 40.1 million and was paid partially in cash and partially in Phonak shares<br />

(see also Note 20). The revaluation of net assets acquired is currently in progress; therefore, the amount of<br />

related goodwill cannot yet be specified.<br />

36. Exchange rates<br />

The following exchange rates were used for currency translation:<br />

Year-end rates Ave. rates for year<br />

Balance sheet Income statement<br />

31. 3. 20<strong>01</strong> 31. 3. <strong>2000</strong> <strong>2000</strong>/<strong>01</strong> 1999/00<br />

AED 1 47.06 – 46.26 –<br />

AUD 1 0.85 1.<strong>01</strong> 0.94 1.00<br />

BEF 100 3.78 3.94 3.82 3.97<br />

CAD 1 1.10 1.15 1.13 1.07<br />

DEM 100 78.<strong>01</strong> 81.35 78.89 81.88<br />

DKK 100 20.45 21.37 20.69 21.53<br />

EUR 1 1.53 1.59 1.54 1.60<br />

FRF 100 23.26 24.25 23.52 24.42<br />

GBP 1 2.47 2.66 2.52 2.52<br />

ITL 100 0.0788 0.0822 0.0797 0.0827<br />

NLG 100 69.23 72.20 70.02 72.66<br />

NOK 100 19.04 19.69 18.99 19.58<br />

NZD 1 0.71 0.82 0.75 0.81<br />

SEK 100 16.64 19.19 17.98 18.50<br />

USD 1 1.73 1.67 1.70 1.57


37. List of significant consolidated companies<br />

Company Domicile Sales Share capital Share held by<br />

name <strong>2000</strong>/<strong>01</strong> Phonak Holding<br />

million CHF Local curr. 1,000<br />

Switzerland<br />

Phonak Holding Ltd. Stäfa 0 CHF 12,937 0<br />

Phonak Ltd. Stäfa 237.5 CHF 2,500 99.3 %<br />

Phonak Communications Ltd. Courgevaux-Murten 20.8 CHF 500 100 %<br />

Phonak Marketing<br />

International Ltd. Courgevaux-Murten 0 CHF 100 100 %<br />

Phonak Switzerland Ltd. Bubikon 8.4 CHF 250 100%<br />

Europe (excluding Switzerland)<br />

Phonak GmbH Stuttgart (D) 56.3 EUR 153 100 %<br />

Phonak France SA Bron-Lyon (F) 23.2 EUR 305 100%<br />

Phonak Italia Srl Milan (I) 12.3 EUR 1,033 100%<br />

Phonak Laem SA Madrid (E) 6.2 EUR 7,000 100%<br />

Phonak Belgium SA Brussels (B) 0 EUR 793 100 %<br />

Lapperre BHAC NV Groot-Bijgaarden (B) 34.4 EUR 124 100 %<br />

Phonak B.V. Nieuwegein (NL) 7.7 EUR 227 100 %<br />

Phonak Danmark A/S Copenhagen (DK) 9.9 DKK 9,000 100%<br />

Phonak AB Stockholm (S) 4.1 SEK 200 100 %<br />

Phonak AS Oslo (N) 7.9 NOK 900 100 %<br />

Phonak UK Ltd. Warrington (GB) 13.6 GBP 150 100 %<br />

HIMSA – Hearing Instruments<br />

Manufacturers Software Ass. 1) Copenhagen (DK) 1.7 DKK 1,000 25 %<br />

North America<br />

Phonak Inc. Warrenville (USA) 173.4 USD 1,250 100 %<br />

Phonak Canada Ltd. Mississauga (CDN) 20.4 CAD 550 100 %<br />

Unitron Group Kitchener (CDN) 23.6 CAD 62,793 100 %<br />

Australasia<br />

Phonak Pty Limited Blacktown-Sydney (AUS) 23.1 AUD 750 100 %<br />

Phonak New Zealand Ltd. Auckland (NZ) 8.0 NZD 250 100 %<br />

Phonak Middle East FZE Dubai (AE) 0.3 AED 1,000 100 %<br />

1) Consolidated using the equity method<br />

52


<strong>Report</strong> of the Group Auditors<br />

to the General Meeting of<br />

Phonak Holding Ltd., Stäfa<br />

As auditors of the Group, we have audited the accompanying consolidated financial statements (income statement, balance sheet,<br />

statement of cash flows, summary of changes in shareholders’ equity and notes) of Phonak Holding Ltd. for the year ended March 31,<br />

20<strong>01</strong>.<br />

These consolidated financial statements are the responsibility of the Board of Directors. Our responsibility is to express an opinion<br />

on these consolidated financial statements based on our audit. We confirm that we meet the legal requirements concerning professional<br />

qualification and independence.<br />

Our audit was conducted in accordance with auditing standards promulgated by the Swiss profession as well as International<br />

Standards on Auditing issued by the International Federation of Accountants, which require that an audit be planned and performed<br />

to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement. We have<br />

examined on a test basis evidence supporting the amounts and disclosures in the consolidated financial statements. We have also<br />

assessed the accounting principles used, significant estimates made and the overall consolidated financial statement presentation.<br />

We believe that our audit provides a reasonable basis for our opinion.<br />

In our opinion, the consolidated financial statements give a true and fair view of the financial position, the results of operations and<br />

the cash flows in accordance with International Accounting Standards and comply with Swiss law.<br />

We recommend that the consolidated financial statements submitted to you be approved.<br />

53<br />

Zurich, June 7, 20<strong>01</strong><br />

Ernst & Young Ltd.<br />

K. McCabe Y. Vontobel<br />

Chartered Accountant Certified Accountant<br />

(in charge of the audit)


56 Balance Sheet<br />

57 Income Statement<br />

58 Notes to the Financial Statements<br />

62 Appropriation of Available Earnings<br />

62 <strong>Report</strong> of the Auditors<br />

55<br />

Financial Statements of Phonak Holding Ltd.


Balance Sheet at March 31, 20<strong>01</strong><br />

Assets<br />

31. 3.20<strong>01</strong> 31. 3.<strong>2000</strong><br />

Notes 1,000 CHF 1,000 CHF<br />

Current assets<br />

Cash and cash equivalents 32,924 7,408<br />

Marketable securities 3.1 14,680 12,179<br />

Amounts due from Group companies 1,419 9<strong>01</strong><br />

Other receivables 3.2 954 2,372<br />

Prepayments 163 80<br />

Total current assets<br />

Non-current assets<br />

Investments and loans<br />

50,140 22,940<br />

Loans to Group companies 3.3 196,574 67,787<br />

Loan to associated company 799 0<br />

Allowance on loan to associated company (409) 0<br />

Investments 3.4 153,642 31,603<br />

Total non-current assets 350,606 99,390<br />

Total assets 400,746 122,330<br />

Liabilities and shareholders’ equity<br />

31.3.20<strong>01</strong> 31.3.<strong>2000</strong><br />

Notes 1,000 CHF 1,000 CHF<br />

Liabilities<br />

Trade payables to third parties 158 65<br />

Bank debt<br />

Other payables<br />

3.5 165,000 0<br />

Third parties 5 7<br />

Group companies 2,778 52<br />

Accruals 1,278 320<br />

Provision for taxes 1,700 1,220<br />

Total liabilities<br />

Shareholders’ equity<br />

170,919 1,664<br />

Share capital<br />

Legal reserve<br />

12,937 12,618<br />

General legal reserve 121,458 36,748<br />

Reserve for treasury shares 3.6 3,969 1,198<br />

Free reserves<br />

Retained earnings<br />

54,000 32,000<br />

Brought forward 5,770 7,267<br />

Net profit for the year 31,693 30,835<br />

37,463 38,102<br />

Total shareholders’ equity 3.7 229,827 120,666<br />

Total liabilities and shareholders’ equity 400,746 122,330<br />

56


Income Statement <strong>2000</strong>/<strong>01</strong><br />

57<br />

Financial Statements of Phonak Holding Ltd.<br />

<strong>2000</strong>/<strong>01</strong> 1999/00<br />

Notes 1,000 CHF 1,000 CHF<br />

Income<br />

Management and license fees 7,443 6,004<br />

Investment income 4.1 25,031 21,643<br />

Interest income 7,181 3,605<br />

Marketable securities income 0 386<br />

Exchange gains (net) 0 792<br />

Other income 0 791<br />

Total income<br />

Expenses<br />

39,655 33,221<br />

Office and professional expenses 1,511 1,027<br />

Advertising and PR expenses 459 67<br />

Interest expense 1,705 3<br />

Unrealized losses on marketable securities 154 0<br />

Other operating expenses 1,856 65<br />

Exchange losses (net) 767 0<br />

Taxes 4.2 1,510 1,224<br />

Total expenses 7,962 2,386<br />

Net profit for the year 31,693 30,835


Notes to the Financial Statements at March 31, 20<strong>01</strong><br />

1. General<br />

The financial statements of Phonak Holding Ltd. are prepared in accordance with the principles of Swiss<br />

corporate law.<br />

2. Disclosure required by Swiss corporate law<br />

2.1 Sureties, guarantees and pledges given on behalf of third parties<br />

31.3.20<strong>01</strong> 31.3.<strong>2000</strong><br />

1,000 CHF 1,000 CHF<br />

Guarantees given to banks in respect of credit arrangements<br />

of foreign subsidiary companies 26,705 24,057<br />

2.2 Contingent liabilities<br />

31.3.20<strong>01</strong> 31.3.<strong>2000</strong><br />

1,000 CHF 1,000 CHF<br />

Guarantees given in respect of rental obligations<br />

of Group companies 41,858 24,109<br />

2.3 Conditional capital<br />

31.3.20<strong>01</strong> 31.3.<strong>2000</strong><br />

1,000 CHF 1,000 CHF<br />

Conditional capital at year-end<br />

(Increase by a maximum of CHF 1 million, representing a maximum<br />

of 50,000 shares at CHF 20 nominal value each, as approved by<br />

the shareholders during their annual meeting on July 13, <strong>2000</strong>)<br />

1,324 383<br />

2.4 Authorized capital<br />

31.3.20<strong>01</strong> 31.3.<strong>2000</strong><br />

1,000 CHF 1,000 CHF<br />

Authorized capital at year-end<br />

(Authorized capital was created by a decision made by the<br />

shareholders during the extraordinary meeting held on December 7,<br />

<strong>2000</strong>: maximum total CHF 400,000, representing a maximum of<br />

20,000 shares at CHF 20 nominal value each, of which 13,078 shares<br />

had been issued as of March 31, 20<strong>01</strong>)<br />

138 0<br />

2.5 Significant shareholders<br />

At year-end, the following shareholders were listed in the shareholder<br />

register with shareholdings in excess of 5 % of the issued share capital:<br />

31.3.20<strong>01</strong> 31.3.<strong>2000</strong><br />

– Hans-Ueli Rihs 15.6 % 18.1 %<br />

– Andreas Rihs 14.9 % 15.3 %<br />

– Beda Diethelm 13.0 % 13.3 %<br />

58


3. Notes to the balance sheet<br />

59<br />

Financial Statements of Phonak Holding Ltd.<br />

3.1 Marketable securities<br />

Marketable securities include, among other items, 1,387 treasury shares (previous year 892) purchased for a<br />

total consideration of CHF 3,968,816 (previous year CHF 1,198,203). At March 31, 20<strong>01</strong>, these shares had a<br />

market value of CHF 7,170,790 (previous year CHF 3,434,200). Thereof, 115 shares are reserved for an option<br />

plan for the Phonak Cycling Team and the remainder are at the company’s disposal.<br />

3.2 Other receivables<br />

Included are, in particular, amounts due from the Swiss Federal Tax Authority in respect of recoverable withholding<br />

taxes on dividend and interest income, as well as accrued interest receivable.<br />

3.3 Loans to Group companies<br />

Of total loans, 71 % are denominated in Canadian dollars, 21 % in Swiss francs, 4 % in Euros, and 1 % each in<br />

Australian dollars, Norwegian crowns, Danish crowns and British pounds.


3.4 Investments<br />

At March 31, 20<strong>01</strong> Phonak Holding Ltd. controlled the following significant investments:<br />

Company name Domicile Share capital Share held by<br />

(Local curr. 1,000) Phonak Holding<br />

Phonak Ltd. Stäfa (CH) CHF 2,500 99,3 %<br />

Phonak Communications Ltd. Courgevaux-<br />

Murten (CH) CHF 500 100 %<br />

Phonak Marketing Courgevaux-<br />

International Ltd. Murten (CH) CHF 100 100 %<br />

Phonak Switzerland Ltd. Bubikon (CH) CHF 250 100 %<br />

Foreign companies<br />

Phonak GmbH Stuttgart (D) EUR 153 100 %<br />

Phonak France SA Bron-Lyon (F) EUR 305 100 %<br />

Phonak Italia Srl Milan (I) EUR 1,033 100 %<br />

Phonak Laem SA Madrid (E) EUR 7,000 100 %<br />

Phonak Belgium SA Brussels (B) EUR 793 100 %<br />

Lapperre BHAC NV Groot-Bijgaarden (B) EUR 124 100 %<br />

Phonak B. V. Nieuwegein (NL) EUR 227 100 %<br />

Phonak Danmark A/S Copenhagen (DK) DKK 9,000 100 %<br />

Phonak AB Stockholm (S) SEK 200 100 %<br />

Phonak AS Oslo (N) NOK 900 100 %<br />

Phonak UK Ltd. Warrington (GB) GBP 150 100 %<br />

Phonak Inc. Warrenville (USA) USD 1,250 100 %<br />

Phonak Canada Ltd. Mississauga (CDN) CAD 550 100 %<br />

Unitron Group Kitchener (CDN) CAD 62,793 100 %<br />

Phonak Pty Limited Blacktown-<br />

Sydney (AUS) AUD 750 100 %<br />

Phonak New Zealand Ltd. Auckland (NZ) NZD 250 100 %<br />

Phonak Middle East FZE Dubai (AE) AED 1,000 100 %<br />

The investments are reported at acquisition cost. The share of Phonak Holding Ltd. in the equity of the above<br />

companies amounted to CHF 180 million at March 31, 20<strong>01</strong> (previous year CHF 95.7 million).<br />

3.5 Bank debt<br />

The bank debt was incurred in connection with the purchase of the Unitron and Hansaton subsidiaries and<br />

bears interest at LIBOR +0.9 % (currently 4.34667 %). The debt is repayable in semi-annual instalments over<br />

7 years (until December 31, 2007).<br />

3.6 Reserve for treasury shares<br />

At March 31, 20<strong>01</strong> the reserve for treasury shares amounted to CHF 3,968,816 (previous year CHF 1,198,203),<br />

equal to the total cost price of shares acquired (see Note 3.1). The increase during the year of CHF 2,770,613<br />

was created through an allocation from retained earnings.<br />

60


61<br />

Financial Statements of Phonak Holding Ltd.<br />

3.7 Summary of changes in shareholders’ equity<br />

Share General Free Treasury Retained Total<br />

capital legal reserve share earnings shareholders<br />

1,000 CHF reserve reserve equity<br />

Balance April 1, <strong>2000</strong> 12,618 36,748 32,000 1,198 38,102 120,666<br />

Dividend paid (7,561) (7,561)<br />

Capital increases<br />

(incl. share premium)<br />

from conditional capital 58 4,181 4,239<br />

from authorized capital 261 80,529 80,790<br />

Allocation to free reserve 22,000 (22,000) 0<br />

Allocation to reserve<br />

for treasury shares 2,771 (2,771) 0<br />

Net profit for the year 31,693 31,693<br />

Balance March 31, 20<strong>01</strong> 12,937 121,458 54,000 3,969 37,463 229,827<br />

During the business year <strong>2000</strong>/<strong>01</strong>, an additional 2,911 registered shares with a par value of CHF 20 each, or<br />

a total par value of CHF 58,220, were issued from the conditional capital (which was created for the purpose<br />

of an equity participation plan for key employees of the Phonak Group) for a total net consideration of<br />

CHF 4,239,318. As a result, as at March 31, 20<strong>01</strong> a total of 13,786 registered shares with a par value of<br />

CHF 20 each had been issued from the conditional capital, thereby reducing the conditional capital (as determined<br />

by the shareholders in their meetings on November 18, 1994 and July 13, <strong>2000</strong>) from the maximum of<br />

CHF 1,600,000 comprising 80,000 registered shares of CHF 20 par value, to a maximum of CHF 1,324,280,<br />

representing 66,214 registered shares of CHF 20 par value.<br />

As of March 31, 20<strong>01</strong> a total of 20,060 (previous year 12,375) employee call options were outstanding, which<br />

can be exercised through July 2007 against one registered share each from the remaining conditional capital.<br />

In addition, an authorized capital amounting to a maximum of CHF 400,000 – representing a maximum of<br />

20,000 shares at CHF 20 par value – was created during the extraordinary shareholders’ meeting on December<br />

7, <strong>2000</strong>. As of March 31, 20<strong>01</strong>, 13,078 shares thereof had been issued and used as a portion of the purchase<br />

price for subsidiaries acquired. The remaining maximum 6,922 shares are available for additional acquisitions<br />

until December 7, 2002.


4. Notes to the income statement<br />

4.1 Investment income<br />

This comprises dividends received from Group companies and other investments.<br />

4.2 Taxes<br />

The tax expense consists, on the one hand, of the non-recoverable withholding tax on dividends and interest<br />

payments from foreign subsidiaries, and, on the other hand, of Swiss federal taxes on non-investment income.<br />

(The company is exempt from income taxes in the canton of Zurich and only pays a reduced capital tax.).<br />

Appropriation of Available Earnings<br />

As proposed by the Board of Directors to the General Meeting of July 5, 20<strong>01</strong><br />

31.3.20<strong>01</strong> 31.3.<strong>2000</strong><br />

1,000 CHF 1,000 CHF<br />

Carry forward from previous year 8,541 7,350<br />

Allocation to reserve for treasury shares (2,771) (83)<br />

Net profit for the year 31,693 30,835<br />

Available earnings 37,463 38,102<br />

Allocation to free reserves (22,000) (22,000)<br />

Dividend distribution 0 1) (7,561)<br />

Balance to be carried forward 15,463 8,541<br />

1)<br />

Instead of a dividend distribution, the Board of Directors proposes that the outstanding share capital be decreased by a reduction of the<br />

nominal value per share from CHF 20 to CHF 5, and that the reduction of CHF 15 per share be paid out to shareholders.<br />

62<br />

<strong>Report</strong> of the Statutory Auditors<br />

to the General Meeting of<br />

Phonak Holding Ltd., Stäfa<br />

As statutory auditors, we have audited the accounting records and the accompanying financial statements (balance sheet, income<br />

statement and notes) of Phonak Holding Ltd. for the year ended March 31, 20<strong>01</strong>.<br />

These financial statements are the responsibility of the Board of Directors. Our responsibility is to express an opinion on these financial<br />

statements based on our audit. We confirm that we meet the legal requirements concerning professional qualification and<br />

independence.<br />

Our audit was conducted in accordance with auditing standards promulgated by the Swiss profession, which require that an audit<br />

be planned and performed to obtain reasonable assurance about whether the financial statements are free from material misstatement.<br />

We have examined on a test basis evidence supporting the amounts and disclosures in the financial statements. We have<br />

also assessed the accounting principles used, significant estimates made and the overall financial statement presentation. We believe<br />

that our audit provides a reasonable basis for our opinion.<br />

In our opinion, the accounting records and financial statements and the proposed appropriation of available earnings comply with<br />

Swiss law and the company’s articles of incorporation.<br />

We recommend that the financial statements submitted to you be approved.<br />

Zurich, June 7, 20<strong>01</strong><br />

Ernst & Young Ltd.<br />

K. McCabe Y. Vontobel<br />

Chartered Accountant Certified Accountant<br />

(in charge of the audit)


64 Information for the investor<br />

67 Addresses<br />

69 Claro product overview<br />

63


Information for the investor<br />

1. Capital structure<br />

As of March 31 the capital of Phonak Holding Ltd.<br />

was made up as follows:<br />

Number of registered shares 20<strong>01</strong> <strong>2000</strong><br />

(CHF 20 par value)<br />

Total share capital 646,864 630,875<br />

Conditional capital 66,214 19,175<br />

Authorized capital 6,922 –<br />

Notes:<br />

• Phonak Holding Ltd. registered shares have been<br />

quoted on the Swiss stock exchange since<br />

December 1, 1994. The Phonak Holding Ltd. general<br />

meeting of September 25, 1997 approved the<br />

creation of standard registered shares. As a result,<br />

the A and B registered shares were abolished and<br />

converted into standard registered shares.<br />

• The conditional capital was created with the purpose<br />

of offering Phonak shares to key employees<br />

of the Phonak group. By decision of the ordinary<br />

general meeting of July 13, <strong>2000</strong>, the conditional<br />

capital was increased by a maximum of 50,000<br />

registered shares of CHF 20 par value each to a<br />

maximum of 69,125 shares. In the financial year<br />

<strong>2000</strong>/<strong>01</strong>, a further 2,911 registered shares were<br />

issued to key employees of the Phonak Group,<br />

thereby reducing the conditional capital to a<br />

maximum of 66,214 shares as of March 31, 20<strong>01</strong>.<br />

At that date, a total of 20,060 (previous year<br />

12,375) options were outstanding, each giving the<br />

right to purchase one registered share out of the<br />

conditional capital. These options are exercisable<br />

from now until July 2007.<br />

• At the extraordinary general meeting held on<br />

December 7, <strong>2000</strong>, shareholders approved the<br />

creation of an authorized capital for the first time.<br />

This allows the Board of Directors to increase the<br />

company's share capital by a maximum of 20,000<br />

registered shares of CHF 20 par value at any time<br />

up to December 7, 2002. The Board of Directors<br />

has already made use of this right: In connection<br />

with the purchase of the Unitron and Hansaton<br />

subsidiaries, it issued a total of 13,078 registered<br />

64<br />

shares out of the authorized capital, thereby reducing<br />

the authorized capital to 6,922 registered<br />

shares as of March 31, 20<strong>01</strong>.<br />

2. Shareholders<br />

As of March 31 the shareholders of Phonak Holding<br />

Ltd. were the following:<br />

Outstanding shares 20<strong>01</strong> <strong>2000</strong><br />

Number in % in %<br />

Old shareholders 283,983 43.9 47.9<br />

Public shareholders 362,881 56.1 52.1<br />

Total share capital 646,864 100 100<br />

• The old shareholders are those who were already<br />

shareholders before the Initial Public Offering of<br />

November 1994, namely Hans-Ueli Rihs, Andreas<br />

E. Rihs, Beda Diethelm as well as Indelec Holding<br />

Limited, a subsidiary of UBS Ltd. Their shares in<br />

the capital and voting rights of the company<br />

(with the exception of Indelec Holding, whose<br />

share fell to under 5 %) are shown on page 58 of<br />

this report.<br />

• The members of the Board of Directors represent<br />

directly and indirectly a total of 44.1 % (previous<br />

year 48.3 %) of the outstanding shares.<br />

• No public shareholder owns more than 2.5 %<br />

(previous year 2.3 %) of the outstanding shares.<br />

• As of March 31, 20<strong>01</strong>, a total of 6,728 (previous<br />

year 4,892) shareholders were entered in the<br />

share register of Phonak Holding Ltd., of these<br />

385 (previous year 350) were non-Swiss nationals<br />

who held a total of 11.4 % (previous year 9.3 %)<br />

of the outstanding shares.


3. Restriction on transferability<br />

The registration in the share register as a shareholder<br />

with voting rights is limited to 5 % of<br />

the share capital (Art. 6 par 2 of the Articles of<br />

Association).<br />

4. Restriction on voting rights<br />

In exercising their voting rights, no shareholder may<br />

unite – own and represented shares together – more<br />

than 10 % of the shares of the company (Art. 12<br />

par. 2 of the Articles of Association).<br />

This restriction on the voting rights does not apply<br />

to the old shareholders.<br />

5. Public purchase offer<br />

A purchaser of shares is obliged to make a public<br />

purchase offer, when he has more than 49 % of<br />

the voting rights at his disposal (“opting up”, as<br />

per Art. 8 of the Articles of Association).<br />

65<br />

Information for the investor<br />

Price trend of Phonak registered share since December 1, 1994<br />

(Compared with the Swiss Performance Index, SPI) 30/5/20<strong>01</strong><br />

8000<br />

7600<br />

7200<br />

6800<br />

6400<br />

6000<br />

5600<br />

5200<br />

4800<br />

4400<br />

4000<br />

3600<br />

3200<br />

2800<br />

2400<br />

<strong>2000</strong><br />

1600<br />

1200<br />

800<br />

400<br />

1995 1996 1997 1998 1999 <strong>2000</strong> 20<strong>01</strong><br />

Phonak share price ACTUAL in CHF<br />

Phonak share price, if it had moved in line with the SPI Source: DATASTREAM<br />

8000<br />

7600<br />

7200<br />

6800<br />

6400<br />

6000<br />

5600<br />

5200<br />

4800<br />

4400<br />

4000<br />

3600<br />

3200<br />

2800<br />

2400<br />

<strong>2000</strong><br />

1600<br />

1200<br />

800<br />

400<br />

6. Stock exchange information<br />

<strong>2000</strong>/<strong>01</strong> 1999/00<br />

Share prices of Phonak<br />

registered share in CHF<br />

high 7,060 3,980<br />

low 3,600 1,740<br />

At March 31 5,170 3,850<br />

Market valuation<br />

as of March 31<br />

in million CHF 3,344 2,429<br />

in % of shareholders’<br />

equity 1,033 % 1,324 %<br />

Price/earnings ratio<br />

as of March 31 49.8x 71.1x<br />

“Ticker” symbols<br />

Valoren-Nr. 306503<br />

Bloomberg PHBN SW<br />

Reuters PHNZn. S<br />

Telekurs (Investdata) PHBN<br />

Datastream S: PHBN


7. Investor Relations Calendar<br />

July 5, 20<strong>01</strong>, 3 p.m. General Meeting of Phonak Holding Ltd.<br />

(held at sports and multipurpose hall Frohberg in Stäfa)<br />

November 20<strong>01</strong> Semi-annual accounts per September 30, 20<strong>01</strong><br />

April 2002 Shareholder Letter with provisional sales and outlook<br />

June 6, 2002 Media conference; presentation to financial analysts<br />

June 6, 2002 Mailing of <strong>Annual</strong> <strong>Report</strong><br />

June 27, 2002 General Meeting of Phonak Holding Ltd.<br />

8. Names and addresses<br />

Phonak Holding Ltd.<br />

Investor Relations<br />

Laubisrütistrasse 28<br />

CH-8712 Stäfa<br />

Switzerland<br />

Phone: ++41 1 928 <strong>01</strong> <strong>01</strong><br />

Fax: ++41 1 928 03 90<br />

E-Mail: ir@phonak.ch<br />

Internet: www.phonak.com<br />

Responsible for investor relations:<br />

Dr. Michael Düringer<br />

Delivery of documents, mailing list, etc.:<br />

Karin Haggenmüller<br />

66<br />

Share register:<br />

ShareCommService AG<br />

Margitta Christe<br />

Kanalstrasse 29<br />

CH-8152 Glattbrugg<br />

Switzerland<br />

Phone: ++41 1 809 58 53<br />

Fax: ++41 1 809 58 59


Companies<br />

in Switzerland<br />

Phonak Holding Ltd.<br />

Laubisrütistrasse 28<br />

CH-8712 Stäfa<br />

Phone ++41 1 928 <strong>01</strong> <strong>01</strong><br />

Fax ++41 1 928 03 90<br />

E-Mail: contact@phonak.ch<br />

Phonak Ltd.<br />

Laubisrütistrasse 28<br />

CH-8712 Stäfa<br />

Phone ++41 1 928 <strong>01</strong> <strong>01</strong><br />

Fax ++41 1 928 07 07<br />

E-Mail: contact@phonak.ch<br />

Phonak Switzerland Ltd.<br />

TechCenter Schwarz<br />

Tannägertenstrasse 2<br />

CH-8608 Bubikon<br />

Phone ++41 55 253 80 00<br />

Fax ++41 55 253 80 11<br />

E-Mail: info@phonak.ch<br />

Phonak Communications Ltd.<br />

Länggasse 17<br />

CH-3280 Murten<br />

Phone ++41 26 672 96 76<br />

Fax ++41 26 672 96 77<br />

E-Mail: info@phonakcom.ch<br />

Phonak Marketing<br />

International Ltd.<br />

Länggasse 17<br />

CH-3280 Murten<br />

Phone ++41 26 672 35 20<br />

Fax : ++41 26 672 35 29<br />

E-Mail: link@phonak.ch<br />

67<br />

Companies<br />

in Europe<br />

Phonak GmbH<br />

Postfach 1725, Max-Eyth-Str. 20<br />

D-70707 Fellbach-Oeffingen<br />

(Stuttgart)<br />

Phone ++49 711 51 07 00<br />

Fax ++49 711 51 070 70<br />

E-Mail: info@phonak.de<br />

Unitron Industries GmbH<br />

Stoppelweide 2<br />

D-28307 Bremen<br />

Phone ++49 421 43 87 90<br />

Telefax ++49 421 48 81 56<br />

E-Mail: info@unitron-de.com<br />

Hansaton<br />

Akustische Geräte GmbH<br />

Itzlinger Hauptstrasse 33<br />

A–5020 Salzburg<br />

Phone ++43 662 451 26 20<br />

Fax ++43 662 453 967<br />

E-Mail: office@hansaton.com<br />

Phonak France SA<br />

5, rue Maryse Bastié<br />

F-69500 Bron (Lyon)<br />

Phone ++33 4 72 14 50 00<br />

Fax ++33 4 78 26 98 97<br />

E-Mail: info@phonak.fr<br />

Lapperre BHAC NV<br />

Stationsstraat 22<br />

B-1702 Groot-Bijgaarden<br />

(Brussels)<br />

Phone ++32 2 466 91 00<br />

Fax ++32 2 466 93 63<br />

E-Mail: info@lapperre.be<br />

Phonak Italia Srl<br />

Via Jacopo Dal Verme, 7<br />

I-2<strong>01</strong>59 Milan<br />

Phone ++39 02 69 00 81 82<br />

Fax ++39 02 69 00 87 84<br />

E-Mail: info@phonak.it<br />

Phonak B.V.<br />

Archimedesbaan 19<br />

NL-3439 ME Nieuwegein<br />

(Utrecht)<br />

Phone ++31 30 600 88 50<br />

Fax ++31 30 600 88 51<br />

E-Mail: info@phonak.nl<br />

Phonak UK Ltd.<br />

Cygnet Court<br />

Lakeside Drive<br />

GB-Warrington WA1 1PP<br />

Phone ++44 1925 62 36 00<br />

Fax ++44 1925 24 57 00<br />

E-Mail: info@phonak.co.uk<br />

Addresses<br />

Phonak Laem SA<br />

Urbanizacion El Palmeral<br />

Bloque 9, no. 15-21<br />

E-03008 Alicante<br />

Phone ++34 965 10 91 68<br />

Fax ++34 965 11 16 72<br />

E-Mail: contact@phonak.es<br />

Phonak Danmark A/S<br />

Multi Medie Huset<br />

Nitivej 10, P.O. Box 223<br />

DK-<strong>2000</strong> Frederiksberg-<br />

Copenhagen<br />

Phone ++45 38 10 85 86<br />

Fax ++45 38 10 46 86<br />

E-Mail: info@phonak.dk<br />

Phonak AB<br />

Hornsbruksgatan 28<br />

S-117 34 Stockholm<br />

Phone ++46 8 442 46 60<br />

Fax ++46 8 429 89 80<br />

E-Mail: info@phonak.se<br />

Phonak AS<br />

Akersgt. 8<br />

Boks 525 Sentrum<br />

N-<strong>01</strong>05 Oslo<br />

Phone ++47 22 41 66 30<br />

Fax ++47 22 41 66 44<br />

E-Mail: info@phonak.no


Companies<br />

in North America<br />

Phonak Inc.<br />

4520 Weaver Parkway<br />

Warrenville, Illinois 60555-3927<br />

(USA)<br />

Phone ++1 630 821 5000<br />

Fax ++1 630 393 7400<br />

E-Mail: info@phonak.com<br />

Unitron Industries Inc.<br />

(Lori/Unitron)<br />

1000 Boone Avenue North<br />

Suite 400<br />

Golden Valley, Minnesota 55427<br />

(USA)<br />

Phone ++1 763 525 1995<br />

Toll Free ++1 800 888 8882<br />

Fax ++1 763 525 8795<br />

E-Mail: info@lori-unitron.com<br />

Unitron Industries Inc.<br />

(Argosy)<br />

10300 West 70th Street<br />

Eden Prairie, Minnesota 55459<br />

(USA)<br />

Phone ++1 952 942 9232<br />

Toll Free ++1 800 328 6105<br />

Fax ++1 952 942 0503<br />

E-Mail: info@argosyhearing.com<br />

New address for Lori/Unitron/<br />

Argosy, from August 1, 20<strong>01</strong>:<br />

Unitron Industries Inc.<br />

(Lori/Unitron/Argosy)<br />

2300 Berkshire Lane North<br />

Plymouth, Minnesota 55441<br />

(USA)<br />

68<br />

Phonak Canada Ltd.<br />

7895 Tranmere Drive<br />

Suite 207<br />

Mississauga, Ontario L5S 1 V9<br />

(Canada)<br />

Phone ++1 905 677 1167<br />

Fax ++1 905 677 7536<br />

E-Mail: info@phonak.on.ca<br />

Unitron Industries Ltd.<br />

20 Beasley Drive<br />

P.O. Box 9<strong>01</strong>7<br />

Kitchener, Ontario N2G 4X1<br />

(Canada)<br />

Phone ++1 519 895 <strong>01</strong>00<br />

Toll Free ++1 800 265 8255<br />

Fax ++1 519 895 <strong>01</strong>08<br />

E-Mail: marketing@unitron.com<br />

Companies<br />

in Australasia<br />

Phonak Pty Limited<br />

17 Patrick Street<br />

Westpoint Tower, Suite 1 Level 6<br />

Blacktown NSW (Australien)<br />

(PO Box 973 Blacktown NSW 2148)<br />

Phone ++61 2 9831 2666<br />

Fax ++61 2 9831 3029<br />

E-Mail: info@phonak.com.au<br />

Phonak New Zealand Ltd.<br />

1st Floor AC Nielsen Centre<br />

129-155 Hurstmere Road<br />

PO Box 33-349 Takapuna<br />

Auckland 9 (Neuseeland)<br />

Phone ++64 9 486 1849<br />

Fax ++64 9 486 1895<br />

E-Mail: info@phonak.co.nz<br />

Phonak Middle East FZE<br />

Dubai Airport Free Zone<br />

Building #B9<br />

P.O. Box 54302<br />

Dubai (UAE)<br />

Phone ++971 4 299 6060<br />

Fax ++971 4 299 6161<br />

E-Mail: info@phonak.co.ae


Phonak Holding Ltd.<br />

Laubisrütistrasse 28<br />

CH-8712 Stäfa (Switzerland)<br />

Phone: ++41 1 928 <strong>01</strong> <strong>01</strong><br />

Fax: ++41 1 928 03 90<br />

Internet: www.phonak.com<br />

E-Mail: ir@phonak.ch<br />

Dieser Geschäftsbericht ist auch in deutscher Sprache erhältlich.<br />

Ce rapport annuel est aussi disponible en français. 025-0200-02

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