INCOME STATEMENT - in der Berndorf AG

ANNUAL REPORT 2008
BERNDORF AG

Annual Report 08
Contents
3
Indroduction
Organisation chart
The companies of Berndorf AG
History
Strategy and positioning
Branches
Milestones in 2008
Status Report
Environment
Sales
Income
Financial position
Investments
Research and development
Workforce
Risk management
Outlook
Financials
Balance Sheet
Income statement
Cash flow
Addresses
Page 4
Page 6
Page 10
Page 28
Page 42
Page 50
CONTENT

INTRODUCTION
Dear friends of Berndorf,
Annual Report 08
Introduction
In 2008, the Berndorf Group entered a new era of growth, developed and entered into a new business model
based on entrepreneurial spirit and results orientation. Although we constantly adapt our entrepreneurial
thinking and behavior, we strongly believe we must change to improve. We, here at Berndorf have set several
milestones in 2008 that will yield a lasting impact on the Berendorf group within the coming years and
beyond. As the world changes, thus we will change.
The acquisition of Hasco, which is also shown in this report’s income statement, has been our largest since
the management buy-out in 1998 and pushes the Berndorf Group to a new level in terms of size. We planned
the change in the make-up of the Board of Directors as well as its enlargement extremely carefully, more
so than most other changes before, and the success witnessed in the past year shows that we have set
the right course. We can look back on an extremely satisfactory year in 2008, in which we took advantage
of the opportunities in the market and continued to build on our strengths. And these strengths will be
the basis for our continued positive development, even though the economic environment has never before
been as challenging as today.
The dramatic leap in sales witnessed in 2008 was due to the acquisitions. However, the core companies
have also grown and contributed considerably to the successful year. Although the turbulence faced by some
financial institutions had become alarmingly critical last year and has now led to a fundamental change in
the financial markets, the effects on the real economy had still been limited at that point. At any rate, we
managed to get the most out of the good economic environment and to emphasise our strengths. In the course
of integrating our new acquisitions (Hasco, Rheinische Press Pad and Safed), we analysed the situation of
these companies. We were able to develop joint strategies, to start implementation immediately and to make
these companies successful members of the Berndorf Group.
We always keep a watchful eye on the development of the overall economy and have started to adapt our
companies’ strategies for the future to the economic parameters swiftly and consistently. We believe that
challenging times require entrepreneurs not only to be cautious but also to muster the courage to make
changes to shape the future. We know that we have managed to tackle difficult times well in the past, and
thus feel well prepared to master the future too. With a cash balance of well over EUR100 million and a
net capital ratio of 37.1%, we fulfil all the prerequisites necessary not only to overcome the current crisis
but also to emerge from it even stronger. We are confident that the dedication, experience and strengths of
our employees will help us achieve the best possible outcome for our customers and partners, even in an
environment such as the present one.
Our motto that change is the one and only constant in entrepreneurial life will continue to lead us through
the challenges of the next few years. We would like to thank all of our customers, partners and, most of all,
our employees and Supervisory Board for accompanying us on our journey marked by change and for their
commitment to positive involvement in the future of our companies.
4

FRANZ VIEHBÖCK
Member of the Board of Directors
7 years at Berndorf
Annual Report 08
Introduction
PETER PICHLER
CEO
19 years at Berndorf
5
INTRODUCTION
DIETMAR MÜLLER
Member of the Board of Directors
19 years at Berndorf

ORGANISATION CHART
BERNDORF GROUP CONSOLIDATED
Annual Report 08
Organisation chart
TOOL AND MOULD MAKING PROCESS AND SURFACE TECHNOLOGY
6

POOL CONSTRUCTION,
PROCESSENGINEERING
GINEERING
Annual Report 08
Organisation chart
MACHINERY, BELTS
HEAT TREATMENT
POOL CONSTRUCTION
7
ORGANISATION CHART
BERNDORF GROUP
JOINT VENTURES, INDUSTRY
JOINT VENTURES, SERVICE

HISTORY
1843
1856
1870
1874
1900
1924
1932
1938
1945
1957
1986
1988
1991
Annual Report 08
History
Alfred Krupp and Alexander Schoeller found Berndorfer Metallwerke
and produce cutlery that should be affordable to everyone
The company makes its first profits
More than 1,000 employees
First company in Austria using electricity
Global market leader for tableware, approximately 3,000 employees
Approximately 6,000 employees
Creditanstalt takes over ownership; due to the worldwide economic
crisis, plants are closed and people laid off or put on short time,
800 employees
Incorporation into the Krupp Group, arms production
Company under Soviet administration, removal of all machinery
Merger with the Ranshofen aluminium plant to form Vereinigte
Metallwerke Ranshofen-Berndorf
Restructuring and reorganisation under Norbert Zimmermann’s
leadership
Management buy-out by nine-member management team
Participation in Silica Verfahrenstechnik
10

Annual Report 08
History
Participation in PC Electric
Acquisition of Schoeller-Bleckmann
Acquisition of Aichelin
Flotation of Schoeller-Bleckmann on EASDAQ in Brussels
Participation in Joh. Pengg
Cooperation between Berndorf Band and Hueck Engraving
Sale of cutlery division to Guy Degrenne
Capital increase of Schoeller-Bleckmann and reduction
of shares to 31%, start of an investment programme
worth EUR150 million at Schoeller-Bleckmann
Joint venture of Lumpi-Berndorf Draht- und Seilwerk
Acquisitions of Hasco, Safed and Rheinische Press Pad
New Board of Directors at Berndorf AG
Norbert Zimmerman hands over the position of President
and Chief Executive Officer to Peter Pichler, long-time CFO,
and the board is enlarged by Dietmar Müller and Franz Viehböck
11
1994
1995
1997
1997
1997
1999
2001
2005
2006
2007
2008
HISTORY

STRATEGY AND POSITIONING
Organised as medium-sized
enterprises and managed in
a decentralised manner
Hidden champions
Long-term perspective,
trust and respect
Annual Report 08
The Berndorf Group consists of globally active companies that are
extremely well positioned in niche markets. The companies are
organised as medium-sized enterprises and managed in a decentralised
manner by entrepreneurial managing directors. The managing directors
are personally responsible, thus able to take swift decisions and
proceed proactively. This structure enables us to quickly and flexibly
cater to customers’ and markets’ needs. The corporate culture is
strongly characterised by a climate of trust and openness. The
fact that managing directors and employees are shareholders in
their respective leading companies by means of participation rights
contributes considerably to the Berndorf Group’s success and enables
each and every employee to participate in this success. This employee
shareholding scheme was revised in 2004 and eagerly welcomed.
The strategic positioning in niche markets enables our companies to
hold a strong position in the market and puts them among the "hidden
champions" of Austrian and German exporters. By focussing on a core
product range and playing to our own strengths, we are able to achieve
decisive competitive advantages. Effective innovation processes and
the global marketing of products, solutions and services should secure
us a leading position in the market and enable further growth in future
too.
Acquisitions and reorganisation are among the core competencies
of Berndorf AG. On several occasions we have shown that we can
act quickly, offering entrepreneurs and employees, suppliers and
customers cooperation with a long-term perspective. In this context,
we highly value trust and respect in order to jointly find the best
solutions for all. As a consequence of our many years of experience
with acquisitions, we have grown to understand the characteristics of
both international groups and traditional family-owned businesses.
12

Annual Report 08
The companies of Berndorf AG
Following the 1988 management buy-out, the Berndorf Group has
transformed itself into an internationally aligned enterprise. Whilst
only 2% of our employees worked abroad in 1988, the number has
gone up to two thirds in 2008. Our international and export sales
meanwhile make up 90% of group sales.
The companies of the Berndorf Group focus on the areas of tool
making, plant engineering and construction and on metal working.
The competencies of our employees comprise all those production
steps that are required to manufacture high-tech niche products,
i.e. drilling and milling with highly sophisticated, state-of-the-art
machines; levelling, grinding, polishing, welding and texturing with
the greatest precision and extremely low tolerances. Furthermore, we
develop machines and plants for innovative process technologies.
An international corporation, the Berndorf Group’s more than 60 production
and service companies are located in more than 20 countries,
chiefly in Europe, the USA, China, India and Brazil.
Berndorf AG has turned into a successful international group in the
past few years. This should form the basis for further growth; growth
that is powered by innovation and enjoyment in our ability to shape
the future together.
13
STRATEGY AND POSITIONING
Management buy-out
Tool making and plant construction
Metal working
Global outlook

TOOL AND MOULD MAKING
Annual Report 08
The companies of Berndorf AG
14

Annual Report 08
The companies of Berndorf AG
With approximately 20 locations around the world and more than
700 employees, Hasco Hasenclever, headquartered in Lüdenscheid in
the German state of North Rhine-Westphalia, is one of the strongest
partners for tool and mould making worldwide.
It specialises in standard elements, hot runner solutions and
specialised designs, and it also offers an extensive range of services.
Standard elements are the basic component for injection-moulded
tools and die cuts.
The company was founded in 1924 and has since been family-owned.
In 2007, the Berndorf investors’ group acquired a 74.9% stake in it.
In 2008, Hasco generated sales of EUR134.8 million, or 30% of the
overall sales of the Berndorf Group.
Hasco has been the largest acquisition – after the management buyout
in 1988 – and fits the Berndorf Group’s companies perfectly in
several respects: Hasco is a successful supplier of niche products
in the metal working industry – as are the other companies – and
it is engaged in the B2B area and is also among the top 3 market
participants. In addition, Hasco is known for the exceptionally high
quality of its products and enjoys an excellent reputation among its
customers due to constant innovation.
15
TOOL AND MOULD MAKING
Individual production
Standard elements, basic components
for tool and mould making

PROCESS AND SURFACE TECHNOLOGY
Annual Report 08
The companies of Berndorf AG
16

Annual Report 08
The companies of Berndorf AG
BELTS
Berndorf Band produces endless steel belts and press plates, which
are mainly used in the wood, food and chemical industries. These
belts are used as high-precision machine components for processing
purposes or as conveyor belts. The belts are made of stainless steel or
titanium. High-gloss belts are a particular speciality and are used, for
example, in the production of foils for LCD flat screens. The group of
companies consists of Berndorf Band, headquartered in Berndorf, and
other companies in Austria, the USA and China.
PRESS PLATE TECHNOLOGY AND SURFACE TREATMENT
The group of companies, headquartered in Germany, is the worldwide
leading specialist for surface textured press plates and the latest
developments in print decor for high pressure laminate sheets, short
cycle press plates and press pads. The products made by Hueck
Rheinische are used in the wood and laminating industry, and the
company is highly regarded in this field due to its technological
competitive edge.
17
PROCESS AND SURFACE TECHNOLOGY
High-gloss belts
Press for textured surfaces

HEAT TREATMENT
Annual Report 08
The companies of Berndorf AG
18

Annual Report 08
The companies of Berndorf AG
Aichelin is a world leader in the manufacture of industrial plants for
the heat treatment of processed metals. The plants are mainly used
in the automotive and supply industry, in hardening shops, in the
fastener and bearing industry, as well as in the industry for highprecision
and small mass production components. In the area of
industrial furnaces, the company produces electrically or gas-heated
furnaces such as, for example, multi-purpose chamber, pusher type,
conveyor belt, ring hearth, rotary hearth or roller hearth furnaces.
Aichelin’s subsidary EMA Indutec is the centre of competence for
induction hardening plants and frequency converters.
Noxmat has its core competencies in industry gas burners and
controllers. They are used in plants for preheating and heat treatment
of metallic materials and non-ferrous metals.
The future of heat treatment will, as in many other areas, depend
on the energy-efficient use of new technologies. The Aichelin heat
treatment plants, which have been improved by various measures
and innovations, do not only help save costs or use less energy
but also help protect the environment and preserve resources. This
contribution to energy saving, particularly in the case of plants with
high energy consumption, is a ground-breaking step for the future and
a considerable technological advantage.
In 2008, Aichelin was the company within the Berndorf Group that
generated the highest sales at EUR140.8 million, or 31.6% of the
overall sales of the Berndorf Group. The Aichelin group comprises
companies in Austria, Switzerland and Germany, and has branches in
China, the USA and Brazil.
19
HEAT TREATMENT
Industrial furnace, chamber type
Industrial gas burner

POOL CONSTRUCTION
Annual Report 08
The companies of Berndorf AG
20

Annual Report 08
The companies of Berndorf AG
Berndorf Bäderbau specialises in building stainless steel swimming
pools for various customers: for local authorities, hotels and spas,
as well as private swimming pools. With branches in the Czech
Republic, Germany, Poland, Romania, Slovakia and Switzerland,
Berndorf Bäderbau is the leading supplier of stainless steel pools
in Central Europe. The company has so far implemented projects in
about 20 countries. Since it was founded in 1960, more than 5,000
swimming pools have been completed.
21
Production
POOL CONSTRUCTION
Electrochemisaldyeing machine

PROCESS ENGINEERING, JOINT VENTURES
Annual Report 08
The companies of Berndorf AG
22

Annual Report 08
The companies of Berndorf AG
INDUSTRIAL PLANTS
Silica Verfahrenstechnik in Berlin is a global supplier of equipment
enabling the avoidance of environmentally dangerous emissions. The
company manufactures units to dry and purify gases in all industrial
areas including natural gas conditioning.
JOINT VENTURES
Berndorf AG has joint ventures with PC Electric, Joh. Pengg, Lumpi
Berndorf and some smaller service providers. PC Electric is a
manufacturer of industrial plug units and small distribution boxes and
is one of the leading providers globally. Joh. Pengg AG specialises
in wire products for applications in the car, electrical and machinery
manufacturing industries. Lumpi-Berndorf is a leading provider of
cables and overhead conductors in Europe.
23
PROCESS ENGINEERING, JOINT VENTURES
Water purication plant
Shaped wires

MILESTONES IN 2008
Hasco: restructuring
Hasco: new management team
Aichelin: best year ever
Berndorf Band: sales record
Annual Report 08
The companies of Berndorf AG
After the acquisition of a 74.9% stake in Hasco Hasenclever GmbH
& Co KG in 2007, efforts during this year were focussed on
the restructuring of the company. Following an in-depth analysis,
restructuring steps were taken to ensure that the company will be
more successful in building on its strengths. These restructuring
efforts primarily concerned an enlargement of the management team,
streamlining production, modernising production in Lüdenscheid and
a new office building. Luckily, some of the steps were implemented
faster than planned, which will be of benefit to the company when it
has to deal with a more complex market environment.
One significant part of the restructuring at Hasco concerned the
new management team. Under the leadership of the new managing
director, Christoph Ehrlich, the existing management team was
enlarged by the addition of a few new managers, some of whom came
from other Berndorf companies and some of whom were new to the
company. With the new team, the company will be able to play to its
strengths to an even greater degree and respond even faster to the
requirements of the market.
As a consequence of the integration of the new acquisitions and
the investments made in the last few years, Aichelin managed to
achieve its best result ever and become the largest company within
the Berndorf Group in terms of sales. The investments of the past
few years allowed us to make optimum use of the opportunities
presented by the market. Another important factor was strict quality
management, which led to high levels of customer satisfaction and
thus also to satisfaction within the Aichelin company and the Berndorf
Group.
Berndorf Band also managed to achieve a strong presence in the
market and to use innovation and service to develop a competitive
edge. This led to an above-average capacity utilisation and record
2008 figures for sales and results. Berndorf Band has also profited
from investments in new workshops and production capacities over
the past few years.
24

Annual Report 08
The companies of Berndorf AG
After Franz Viehböck’s change to the Berndorf AG Board of Directors,
Herbert Schweiger succeeded him as managing director. Schweiger’s
last employment was with Microsoft Austria where, as managing
director, he not only gathered experience in the leading global software
company but also advanced the company strategically.
In the course of the gradual opening up of the markets in Central
and Eastern Europe, Berndorf Bäderbau established a new branch in
Romania. This continues the path chosen many years before when
the company set out to become the leading provider in Central and
Eastern Europe.
Silica, in turn, managed to win large-scale orders in its core
competence of drying and purifying gases, which were successfully
completed and also led to additional follow-up orders. In specific
terms, the orders consisted of equipping natural gas reservoirs, which
should secure supplies even in the event of a short-term bottleneck,
with gas drying plants to facilitate the extraction of gas of the
right quality. The follow-up orders ensure a satisfactory utilisation of
production capacity in the medium term.
With its new production facility in India, Joh. Pengg AG is breaking
new ground. In a joint venture with Usha Martin Ltd. a new production
plant was opened in India. The joint venture is complemented by local
charitable projects, which should underline the company’s long-term
commitment.
Berndorf Sondermaschinenbau completed the construction of the new
factory workshop, which enabled a significant increase in capacity.
The new facilities allow handling of work pieces that would have been
too big for the old production halls.
The matured bond was re-issued in 2008, and its volume increased
from EUR25 to 45 million. This long-term financing at an attractive
interest rate provides Berndorf AG with the necessary flexibility to get
the most out of even an exceptionally challenging environment.
25
MILESTONES IN 2008
Berndorf Band: new managing
director Herbert Schweiger
Berndorf Bäderbau: new branch
in Romania
Silica: large-scale orders
Pengg: new production facility
in India
Berndorf Sondermaschinenbau:
new factory workshop
New bond

ENVIRONMENT
Difficult economic environment
Financial bubble and profound adjustment
of the real economy
Annual Report 08
Status report
After many years of growth, cyclical fluctuations were back in 2008,
and these were extremely hefty, more so than anyone had expected.
Economic growth has slowed down in the USA since the second
quarter of 2008, in Japan since the turn of the year and in the euro
area since the first quarter of 2009. The decline accelerated during
2008 and was more pronounced from quarter to quarter. Economic
performance fell in Germany by 2.1% in the fourth quarter, and
thus more strongly than in the euro area (-1.5%). This percentage
is the lowest since the reunification of Germany. Investments and
exports at the end of 2008 were particularly badly affected: according
to Statistics Austria, Austria’s exports increased by 2.3% in 2008,
but experienced marked slumps in November (-14%) and December
(-9%).
Only very few economic areas managed to avoid these cyclical
fluctuations. Growth in the newly industrialised countries has slowed
down too, in some cases significantly, even though some of them still
posted above-average growth rates (India +7%, China +7%, Brazil
posted a slump in the final quarter). The decline affects all industries,
but first of all starts out in the investment goods and export industries.
We were able to complete our orders on hand in this environment,
analyse the situation exactly and implement measures to react to
the onset of cyclical fluctuations. We are ready to face a profound
adjustment of the real economy, which has grown to extraordinary
dimensions in the slipstream of the financial bubble.
28

Annual Report 08
Status report
As expected and announced, 2008 brought a considerable increase
in sales to EUR446.0 million, up from EUR232.5 million in the
previous year. The first-time consolidation of Hasco, acquired in
2007, in the income statement contributed the majority share in
this increase amounting to EUR134.8 million. However, even without
this particular factor, 2008 sales would have been up markedly by
33.8%. Consequently, sales figures have not only developed positively,
as expected, due to acquisitions but also owing to organic growth.
This increase is reflected in all companies belonging to the Berndorf
Group and is not founded on single large-scale orders. When looking
at the shares in overall sales it is clear that the area of heat treatment
(Aichelin), with a figure of EUR140.8 million, was the largest one
within the Berndorf Group for the first time. Aichelin took advantage
of the positive environment in 2008 and was thus able to make a
big contribution to the Group’s growth. When comparing figures over
an extended period, it becomes clear that, following the first-time
consolidation of Schoeller-Bleckmann Oilfield Equipment AG in 2005,
the decrease in sales on account of changes to the consolidated group
was not only balanced by new acquisitions but also by long-term
organic growth.
Share of business areas of
total consolidated turnover
Tool and mould making
Heat treatment
Process and surface technology
Pool construction, process enginee-
29
Considerable increase in sales
SALES

INCOME
Income from ordinary activities
increases by 41.5% in 2008
Annual Report 08
Status report
In 2008, the income from ordinary activities increased by 41.5%
to EUR35.3 million. The good result was achieved mainly by the
core areas, which managed to turn the high demand and the good
capacity utilisation into a profit. Flexibility and increased efficiency
in all areas were the prerequisites for this pleasant development, and
are a solid foundation for periods with more difficult conditions and
unclear future prospects.
The restructuring following the integration of the newly acquired
Hasco has an impact on the net income due to the high extraordinary
expenses and a flat-rate provision for losses at Group level. The
restructuring costs incurred as part of the reorientation of Hasco will
contribute to the future success of the Berndorf Group.
in EUR Income from ordinary activities
in per cent Yield
in per cent Total capital yield
30

Annual Report 08
Status report
As at 31 December 2008, the Berndorf Groups total assets had
increased by EUR89.9 million in comparison with the previous year
to EUR426.1 million. This increase is primarily due to the Group’s
increased liquidity, giving it more flexibility if the overall economy
remains challenging longer than currently expected. Equity capital has
also clearly gone up, from EUR95.9 million in 2007 to EUR108.0
million in 2008.
The matured bond in the amount of EUR25.0 million could not only
be refinanced but also increased in volume to EUR45.0 million - at
just the right time, with hindsight.
Following the acquisitions of the past few years and the expansion
of the overall assets, the equity ratio stabilised at a level of 26.5%
(previous year 30.3%). When analysing the shareholders‘ equity
structure, it is recommended that, because of the ongoing high level
of cash stocks, the equity ratio should be calculated on the basis
of the total assets less the free liquidity. The reduced equity ratio
increased and amounts to 37.1%, compared with 36.0% in 2007.
The company’s shareholders received distributions totalling EUR4.1
million in 2008, which corresponds to a dividend payout ratio of
19.4% of the annual surplus.
in per cent Return of equity
31
FINANCIAL POSITION
Noticeable capital and liquidity
increase

FINANCIAL POSITION
Flexibility through high liquidity
Annual Report 08
Status report
The cash flow from the operational units increased to EUR48.6 million
in the 2008 financial year as compared with EUR33.5 million in the
previous year.
Berndorf AG has free liquidity to the tune of EUR121.6 million.
This amount of liquidity provides the company with great flexibility,
which it needs to adequately and quickly react in economically
more challenging times or to take advantage of suddenly occurring
transaction opportunities.
At the present time, the company does not use the possibility
of factoring or asset backed securities, neither does it outsource
receivables to special purpose vehicles. The land registers are free
from mortgages and pledging documents. Additionally, there is hardly
any noteworthy goodwill in the books.
The Berndorf Group continues to follow its preferred path of careful
and accurate accounting. Furthermore, in addition to the restructuring
costs, provisions for unpredictable economic developments were
established.
2008
2007
2008
2007
32
Equity
37,1%
Liabilities
62,9%
113.1 191.4
Equity
36,0%
101.7
Fixed assets
37,8%
Liabilities
64,8%
180.5
Current assets
61,3%
117.8 186.7
Fixed assets
40,0%
113.0
Current assets
60,0%
169.2

Annual Report 08
Status report
Following the large-scale acquisitions in 2007, investments in
expansion were selective and modest during the period under review.
Investments were mainly into new holdings in cases where concrete
investment projects had been promised in the course of the takeover.
These were successfully put into operation during 2008 and supported
the competitiveness of the new holdings. Two new milling centres
were put into operation at Hasco and a stranding plant at Hueck
Rheinische, for example. Further noteworthy investments were made
at Hueck Engraving and Berndorf Band. Investments at the Berndorf
location first and foremost concerned the construction of the new
factory workshop at Berndorf Sondermaschinenbau and some selective
expansion investments at Berndorf Band.
In addition to the investments mentioned above, capital assets were
constantly replaced in order to ensure that the machinery at all
companies remains of a high quality corresponding to the state of the
art, thus boosting the innovative strength of the Group. Furthermore,
the company continued to invest in rationalisation measures and
measures contributing to greater efficiency. As a consequence of the
constant investments made in the past few years, which took account
of the prevailing market conditions, it was not necessary to stop
ongoing investment projects in 2008. Individual projects such as new
administrative buildings that had not yet been started were postponed
however, to err on the side of caution.
33
Modest investments
State-of-the-art machinery
INVESTMENTS

INVESTMENTS
Annual Report 08
Status report
At EUR25.4 million, the investment activities of the Berndorf Group
made up roughly 52.2% of the gross cash flow, while compared with
the previous year the investment volume decreased by 52.1% (in
absolute terms, this amounted to EUR53.0 million). The companies
of the Berndorf Group financed their investments to a large extent
from operating cash flow.
The EUR19.6 million investments in intangible and tangible fixed
assets are set against depreciation and amortisation of EUR13.2
million.
in per cent Equity ratio
in percent Equity ratio net
34

Annual Report 08
Status report
The work on the key areas of the Berndorf Group’s research and
development continued in cooperation with the ECHEM competence
centre. In terms of their research and development work, the
companies in the Berndorf Group represent an interface between
universities, research establishments and customers. The close
ongoing collaboration with our customers provides a key impulse for
new developments; responding to critical stimuli from our practical
experience to generate innovations which are immediately realisable.
When the research effort at Berndorf Band was monitored, it was
quantified at over 4% of the sales. One outcome of the research
activities is a new grinding technology for wide belts, for example. This
allows the manufacture of belts in a width that has not been achievable
so far, which gives the company a unique selling proposition and a
clear competitive edge.
It is important to emphasise that research expenditure will remain
constant over the next few years to secure the company’s innovative
lead, which secures its competitive edge even in economically
challenging times because of the greater value for customers.
Therefore, focus on research and innovation was also increased at the
newly integrated company Hasco.
In 2008, in the fully consolidated companies we employed an average
of 2,383 people, with a total of more than 3,000 employees working
in the Berndorf Group as a whole. In all areas new employees were
continuously taken on in the past year too, up the fourth quarter of
2008. In the final quarter there were no new additions, but because of
the economic situation there were adjustments in some areas.
35
RESEARCH AND DEVELOPMENT, WORKFORCE
Research and development
The workforce

WORKFORCE
Commitment to Austria
Low staff turnover
Annual Report 08
Status report
Although 91% of the Group‘s sales are generated abroad and the most
recent acquisitions are almost all outside Austria, a third of the Group‘s
employees continue to be employed in Austria. This demonstrates
that Berndorf AG is a truly Austrian – and specifically Lower Austrian
(located in Berndorf, Mödling, Guntramsdorf) – company.
In the year under review, we were also able to determine that staff
turnover is comparatively very low, the training and education level
of our employees is high and our performance is attributable to the
high levels of motivation of all our employees. The motivation is
also reinforced by the employee profit-sharing scheme, which was
updated in 2004. In addition, the continuing education measures for
specialists and executives were stepped up over the past year in order
to exploit the potential available within the Group and to advance it.
Following falls in the business volume, we initiated restructuring
measures in the fourth quarter. After cutting down overtime and
accumulated holidays, the number of agency workers had to be
reduced. Short time was introduced at two companies in order to
improve the capacity of our knowledge bearers and to enable us to
employ them in the long term. Further capacity adjustments will
be necessary in some areas in the second quarter of 2009 too. In
addition, maintenance work and training measures will be stepped
up.
36
HEADCOUNT

Annual Report 08
Status report
The risk awareness of all employees and alertness to risk in the
procurement, distribution and customer relations sectors as well as
in the technological development of products is highly developed
throughout the Group and well ingrained: the varied production
portfolio cushions cyclical fluctuations, the broad customer base
deters worries about blanket losses and the precautions taken have
lessened the risk from high water from the Triesting river.
Financial risks are managed by means of fixed interest rates, and
currency risks are counterbalanced – as far as possible – by means
of forward exchange trading and on-site manufacturing. Fluctuations
in the prices for primary material can be passed on flexibly to
customers.
There is no prospect of liquidity risks because of the healthy level
of shareholders’ equity (equity ratio: 26.5% gross, 37.1% net), the
freely available liquidity of more than EUR121.6 million and sufficient
room for manoeuvre in the credit lines. Credit risks are spread widely
by means of insurance and the Berndorf Group’s companies’ broad
customer base.
There are virtually no operating risks during tool and equipment
operation for product manufacture, as the equipment is all attended
permanently and kept in perfect working order. There are also no risks
to the environment, as the majority of the manufacturing processes are
self-contained and do not cause any emissions that may give cause for
concern. The various production processes used at the Berndorf Group
generate very little waste; most of it can be sold on as scrap.
37
High risk awareness
RISK MANAGEMENT

RISK MANAGEMENT, OUTLOOK
Manageable risks
Outlook
Annual Report 08
Status report
In the next few years, the main risk for the Berndorf Group will
particularly lie in the weaker economic growth of the global economy
to which we are reacting with internal restructuring and cost-cutting.
We are also aware that we must keep pace with our customers’
technological development, as we must not put ourselves at risk of
picking up too late on technological trends and shifts. We counter
substitution risk by closely observing the market and staying in touch
with our customers.
The risks mentioned above remain manageable so that the continued
success of the company is not in jeopardy.
Supplementary report
No significant events that would change the conclusions drawn about
2008 have occurred since the balance sheet date.
The macroeconomic conditions for 2009 are more negative than they
have been for a very long time. The cyclical downturn will accelerate
according to all economic research establishments and does not
suggest an end to recession. The World Bank is expecting a global
recession for 2009 and fears the strongest decline of world trade for
80 years. The International Monetary Fund is expecting the volume
of world trade to fall by 2.8% and the global economy to grow by
a mere 0.5%, the lowest value since 1945. The economy in the
euro area has been in a recession since the first quarter of 2009.
The IMF forecast that, due to the dependency on exports, worldwide
economic performance will shrink by 2%, in Germany by 2.5%. The
German federal government expects German GDP to fall by 2.25%,
the estimates by the economic researchers currently range between
minus 3 and 4%. Exports were hit particularly hard at the beginning
of 2009; Germany’s exports had nosedived by more than 20% in
January. The leading economic nations decided to launch massive
stimulus packages in order to provide the economy with the urgently
needed impetus to grow.
38

Annual Report 08
Status report
After we completed another record year in terms of sales and results
in 2008, we know that this trend cannot continue in 2009 and that
we will have to adjust to an uncertain future. The real economy
has done well because of the exceptionally good results achieved in
the financial economy, as low interest and relaxed lending policies
have made for a liquidity from which the investment goods industry
has also profited. This liquidity is now missing and in many areas
new investments are held back due to the almost daily news of new
financial crises. Following the exceptionally good results of the past
few years, our starting position is a very favourable one. We must not
forget, however, that a reduction of 20 to 30% in sales and results
would still leave us at a level with which we would have been highly
satisfied only a few years ago. In the short term, we will be affected by
a reduction of stock in 2009.
Against this background we are expecting a volatile year in 2009,
and we are well prepared for it. Following a thorough analysis, we
drafted several planning scenarios and prepared measures that can
be implemented quickly and that will have a timely effect. Our solid
liquidity situation in particular gives us the security we need in these
challenging times not only to tackle the current situation well but
also to emerge from this crisis strengthened. We have succeeded in
mastering several difficult economic slumps in the past. This is why
we look forward to the next few years with confidence. We would like to
take this opportunity to thank all of our employees for their hard work
and commitment in recent years and look forward to working together
to tackle whatever challenges the next few years may present.
Berndorf, 31 March 2009
The Board of Directors
Dipl.-Ing. Franz Viehböck Dr. Peter Pichler
39
Record year 2008
Well prepared for 2009
Mag. Dietmar Müller
OUTLOOK

BALANCE SHEET, ASSETS
Annual Report 08
Financials
IN € THOUSANDS 2008 2007
A. Fixed assets
I. Intangible assets 4,085 4,275
II. Property, plant and equipment 85,087 83,836
III. Financial assets 28,624 24,896
B. Current assets
I. Inventories
42
117,796 113,007
1. Raw materials and supplies 30,172 28,279
2. Work in progress less prepayments from customers 26,807 19,804
3. Finished goods and trading stock less prepayments from customers 17,897 16,243
4. Service not yet invoiced less prepayments from customers 7,596 6,617
5. Advance payments 9,920 11,284
II. Receivables and other assets
92,392 82,226
1. Accounts receivable - trade 66,002 55,640
2. Accounts due from affiliated companies (nonconsolidated) 11,235 11,684
3. Accounts due from other associated companies 850 2,498
4. Other receivables and assets 14,558 14,777
III. Marketable securities
92,645 84,599
Other marketable securities 67,795 6,022
IV. Cash on hand and in banks 53,836 47,892
C. Prepaid Expenses
306,668 220,739
incl. deferred taxes of € 531k (prev. year € 1.325k) 1,636 2,420
Total assets 426,101 336,166
For further information please contact:
Maximilian Berger, Tel.: +43 / 2672 / 829 00-206, mabe@berndorf.co.at

Annual Report 08
Financials
43
BALANCE SHEET, LIABILITIES
IN € THOUSANDS 2008 2007
A. Shareholder's equity
I. Capital stock 11,000 11,000
II. Participation certificate 1,222 1,222
III. Capital surplus 1,778 1,778
IV. Reserves 22,077 23,737
V. Translation component 1,729 543
VI. Minority interests 17,535 16,890
VII. Unappropriated retained earnings 52,677 40,711
B. Untaxed reserves
108,018 95,881
1. Reserve from accelerated depreciation and other special write-off 3,738 4,033
2. Other untaxed reserves 1,309 1,826
C. Grants
5,047 5,859
Grants 1,241 737
D. Accrued liabilities
1. Accrual for serverence payments 15,880 7,823
2. Accruals for pensions 14,625 14,211
3. Tax accruals 6,197 4,780
4. Other accruals 57,052 46,756
E. Liabilities
93,754 73,570
1. Loans 45,000 25,000
2. ERP loans (subsidised) 6,516 8,975
3. Bank loans and overdrafts 80,412 50,511
4. Advance payments 47,875 33,274
5. Trade accounts payable 21,736 27,229
6. Liabilities due to drawn drafts and issued promissory notes 35 314
7. Accounts payable to affiliated companies 2,758 1,470
8. Accounts payable to affiliated companies (groups) 622 883
9. Other liabilities 10,058 10,745
215,012 158,402
F. Deferred income 3,029 1,717
Total 426,101 336,166
Contingent liabilities 18,112 7,609

INCOME STATEMENT
Annual Report 08
Financials
IN € THOUSANDS 2008 2007
1. Net sales 445,961 232,548
2. Decrease in finished goods and work in progress 4,561 17,419
3. Own work capitalised 2,579 3,324
4. Other operating income
a) Income from sale of property, plant and equipment 1,298 146
b) Income from reversal of accruals 1,752 1,359
c) Other 12,740 6,348
5. Costs of materials and services
44
15,791 7,853
a) Cost of raw materials, supplies and trading stock -182,185 -94,782
b) Cost of purchased services -27,450 -16,654
6. Personnel expenses
-209,635 -111,436
a) Wages -38,768 -22,319
b) Salaries -63,526 -34,332
c) Allocation of accrual for severance payments -1,659 -1,800
d) Expenses for pensions -1,737 -780
e) Expenses for statutory social security and payroll related contributions -21,024 -12,188
f) Other social benefit -823 -681
-127,537 -72,101
7. Amortisation on intangible and depreciation on tangible assets -13,246 -8,468
8. Other operating expenses
a) Taxes -721 -219
b) Others -81,135 -47,518
-81,856 -47,737
9. OPERATING INCOME 36,618 21,403

Annual Report 08
Financials
45
INCOME STATEMENT
IN € THOUSANDS 2008 2007
10. Income from investments
a) Associated companies 1,651 3,204
b) Other 2,793 10
4,444 3,214
11. Income from other longterm securities and loans 326 231
12. Other interests and similar income
(thereof affiliated companies € 823k; prev.year € 184k) 3,742 3,661
13. Income from retirements and writeup of financial assets and marketable securities 2,161 878
14. Expenses related to financial assets and marketable securities
a) Amortisation -955 -648
b) Other -5,575 -188
6,530 -836
15. Interests and similar expenses (thereof affiliated companies € 414k; prev.year € 82k) -5,439 -3,587
16. Result from financial activities -1,297 3,561
17. Result from ordinary activities 35,322 24,964
18. Extraordinary income 22 514
19. Extraordinary expense -13,840 -530
20. Extraordinary result -13,818 -15
21. Income taxes -5,431 -3,698
22. Net profit 16,073 21,251
23. Transfer from untaxed reserves 849 280
24. Minority interests -821 -3,695
25. Transfer to untaxed reserves 0 -4
26. Retained earnings/Accumulated losses 36,576 22,879
27. Dividends declared and payable 52,677 40,711

CASHFLOW STATEMENT
Annual Report 08
Financials
IN € THOUSANDS 2008 2007
Result from ordinary activities 35,322 24,964
Transition to the net cash flow from operating activities
Depreciation/Write back of depreciation of fixed assets 14,201 9,116
Profit/Loss on the sale of fixed assets -3,159 -1,024
Other non-cash transactions -159 0
Changes in inventories, receivables and other assets -18,222 -5,999
Changes in provisions and accruals, excluding corporate income tax 9,174 4,296
Changes in trade and other liabilities 10,479 12,667
Net cash flow from ordinary activities 47,636 44,020
Net cash flow from extraordinary activities -4,225 206
Payments for corporate income taxes -3,220 -4,022
Net cash flow from operating activities 40,191 40,204
Cash received from the sale of fixed assets (excl. financial assets) 7,213 275
Cash received from the sale of financial assets and other financial investments 2,908 2.803
Payments from first-time consolidated companies and other payments from
additionally bought shares -1,660 -25,537
Payments for fixes assets (excl. financial assets) purchased during the year -19,588 -13,658
Payments for financial assets purchased during the year -5,769 -2,287
Net cash flow from investment activities -16,896 -38,404
Capital contribution from shareholders -5,011 -3,616
Repayments from loans 47,442 -2,400
Payments from untaxed reserves and grants 705 0
Payments from participation certificates 119 654
Net cash flow from financial activities 43,255 -5,362
Effective payment changes in cash and cash equivalents 66,550 -3,562
Changes arising from exchange rates or other changes 1,147 2,057
Changes from first-time consolidation AHSB 20 3,956
Liquid funds at the beginning of the year/ period 53,914 51,463
Liquid funds at the end of the year/ period 121,361 53,914
Composition of liquid funds
Cash on hand and in banks 113,836 47,892
Marketable securities (current assets) 7,795 6,022
46
121,361 53,914

SUPERVISORY BOARD REPORT
Supervisory board
Annual Report 08
Supervisory board
In the 2008 financial year, the Supervisory Board performed the tasks
accorded to it pursuant to the law and the articles of association in
four meetings.
The Board of Directors must inform the Supervisory Board about
the course of business and the situation of the company at regular
intervals verbally and in writing and in this connection also report
on the situation of the Group companies. All measures requiring the
approval of the Supervisory Board were thoroughly discussed.
During these Supervisory Board meetings, members discussed
acquisitions, the economic situation and the perspectives for the
Group companies, measures to strengthen competitiveness and market
position, as well as the Group’s investment and financial planning in
particular.
The Berndorf AG financial statements and consolidated financial
statements drawn up by the Board of Directors and the 2008
consolidated management report summarised in the management
report were audited by Deloitte Wirtschaftsprüfungs GmbH. The
financial statements and consolidated financial statements have not
raised any objections and were awarded an unqualified opinion.
The Supervisory Board agrees to the audit’s result, to the financial
statements including management report and suggested appropriation
of net income submitted by the Board of Directors and accepts the
financial statements pursuant to § 125 par. 3 of the Stock Exchange
Act (Aktiengesetz), which means they are approved.
Moreover, it agrees to the consolidated financial statements prepared
pursuant to § 246 of the Corporate Code (Unternehmensgesetzbuch).
We would like to express our heartfelt thanks to the members of the
Board of Directors and all of our employees for their dedication and
contribution.
Norbert Zimmermann
President of the Supervisory Board
48

Annual Report 08
Bestätigungsvermerk
We audited the consolidated financial statements of Berndorf
Aktiengesellschaft, Berndorf, for the financial year from 1 January
to 31 December 2008. The preparation and the contents of
these consolidated financial statements as well as the consolidated
management report in accordance with the Austrian company law
regulations are the responsibility of the legal representatives of the
company. It is our responsibility to issue an audit opinion on said
consolidated financial statements based on our audit and a statement
as to whether the consolidated management report is consistent with
the consolidated financial statements.
We have carried out our audit with due regard for the legal provisions
valid in Austria and the principles of proper auditing. These principles
require us to plan and perform the audit in a way that enables us
to issue a sufficiently confident opinion on whether the consolidated
financial statements are free of substantial misrepresentations so that
a statement can be made as to whether the consolidated management
report is consistent with the consolidated financial statements. In
determining the auditing procedures, information about the business
activities and the economic and legal environment of the Group, as
well as expectations regarding possible errors are taken into account.
During the audit, the documentary evidence of amounts and other
figures in the consolidated financial statements is predominantly
evaluated on the basis of random inspections. The audit also includes
the assessment of the accounting standards applied and the essential
estimates made by the legal representatives, as well as an evaluation
of the overall presentation of the consolidated financial statements.
We believe that our audit forms a sufficiently safe basis for our audit
opinion.
Our audit did not lead to any objections. Based on the findings
of the audit, we believe that the consolidated financial statements
of Berndorf Aktiengesellschaft comply with the legal provisions and
present a picture that is as true and fair as possible with respect to
net assets and the financial position of the Group as at 31 December
2008 as well as the results of operations of the Group for the
financial year from 1 January to 31 December 2008 in accordance
with the generally accepted Austrian accounting principles. The
consolidated management report is in line with the consolidated
financial statements.
Any disclosure or dissemination of the financial statements in a form which deviates from
the confirmed version will require a prior new statement by us if our audit opinion is cited
or a reference is made to our audit.
49
AUDIT OPINION
Vienna, 31 March 2009
Deloitte Wirtschaftsprüfungs GmbH
Christoph Waldeck
Gudrun Dorner
Auditors

ADDRESSES
Berndorf AG
HASCO Hasenclever GmbH + Co KG
Aichelin Ges. m. b. H.
Berndorf Band GmbH
Annual Report 08
Addresses
Leobersdorfer Str. 26
A-2560 Berndorf - Austria
T: +43 / 2672 / 829 00
F: +43 / 2672 / 834 26
www.berndorf.at
Im Wiesental 77
D-58513 Lüdenscheid - Germany
T: +49 / 2351 957 / 0
F: +49 / 2351 957 / 237
www.hasco.de
Fabrikgasse 3
A-2340 Mödling - Austria
T: +43 / 2236 / 236 46-200
F: +43 / 2236 / 222 291
www.aichelin.at
Leobersdorfer Str. 26
A-2560 Berndorf - Austria
T: +43 / 2672 / 800
F: +43 / 2672 / 84 176
www.berndorf-band.at
50

Annual Report 08
Addresses
Leobersdorfer Str. 26
A-2560 Berndorf - Austria
T: +43 / 2672 / 836 40
F: +43 / 2672 / 836 40-49
www.berndorf-baederbau.com
Wittestr. 24
D-13509 Berlin - Germany
T: +49 / 30 / 435 73 5
F: +49 / 30 / 435 73 300
51
www.silica.de
A-8621 Thörl - Austria
T: +43 / 3861 / 5090
F: +43 / 3861 / 2318
www.wire-pengg.com
Diesseits 145
A-4973 St. Martin - Austria
T: +43 / 7751 / 61 220
F: +43 / 7751 / 69 69
www.pcelectric.at
Binderlandweg 7
A-4030 Linz - Austria
T: +43 / 732 / 381 271-0
F: +43 / 732 / 383 848-20
www.lumpi-berndorf.at
ADDRESSES
Berndorf Metall- und Bäderbau GmbH
Silica Verfahrenstechnik GmbH
Joh. Pengg AG
PC Electric GmbH
Lumpi-Berndorf Draht- und
Seilwerk GmbH