Subscribed capital and capital reserves
As at 31 December 2017, the Company’s share capital amounted to €118.1 million (31 December 2016: €108.8 million) and was fully paid up. It was divided into 118.1 million no-par-value shares (31 December 2016: 108.8 million).
The Annual General Meeting on 11 May 2017 voted to create new authorised capital that will enable the KION Group to continue to meet its funding needs quickly and flexibly. Subject to the consent of the Supervisory Board, the Executive Board is authorised until 10 May 2022 to increase the Company’s share capital by up to €10.879 million by way of an issue of up to 10,879,000 new no-par-value bearer shares (2017 Authorised Capital).
With the consent of the Supervisory Board, the Executive Board of KION GROUP AG decided on 22 May 2017 to utilise the authorised capital created by the 2017 Annual General Meeting. The purpose of the capital increase was to partly refinance the bridge loan taken out for the acquisition of Dematic. The Company’s share capital was increased by 8.55 per cent in return for cash contributions; shareholders’ pre-emption rights were disapplied. The share capital was increased by issuing 9.3 million new no-par-value bearer shares. The gross proceeds from the capital increase came to €602.9 million. An amount of €593.6 million was paid into the capital reserves. The capital increase was entered in the commercial register on 23 May 2017.
The costs associated with the capital increase amounting to €3.0 million (net) were recognised directly in equity.
The total number of shares outstanding as at 31 December 2017 was 117,929,171 no-par-value shares (31 December 2016: 108,625,514 no-par-value shares). Between 10 October 2017 and 30 October 2017, a further 60,000 treasury shares were repurchased via the stock exchange at an average price of €72.15 in order to provide the shares for employees’ own investments and the free shares under the KEEP 2017 employee share option programme. The total cost was €4.3 million. Due to the issue of 27,363 bonus shares under KEEP 2014 and 36,294 no-par-value shares (2016: 45,564 no-par-value shares) under KEEP 2017, KION GROUP AG held 160,829 treasury shares at the reporting date (31 December 2016: 164,486). These treasury shares are not dividend-bearing and do not confer any voting rights. Further details on the KEEP employee share option programme can be found in note .
As at 31 December 2017, KION Group employees held options on a total of 50,166 no-par-value shares (31 December 2016: 67,106 no-par-value shares). The share options granted under the employee share option programme are not dividend-bearing and do not confer any voting rights.
The changes in retained earnings are shown in the consolidated statement of changes in equity in > TABLE 044. The retained earnings comprise the net income (loss) for the financial year and past contributions to earnings by the consolidated entities, provided they have not been distributed.
The distribution of a dividend of €0.80 per share (2016: €0.77 per share) to the shareholders of KION GROUP AG resulted in an outflow of funds of €86.9 million in May 2017 (2016: €76.0 million).
Appropriation of profit
The Executive Board and the Supervisory Board propose to the Annual General Meeting to be held on 9 May 2018 that an amount of €116.7 million be appropriated from the distributable profit of KION GROUP AG for the 2017 financial year of €168.1 million for the payment of a dividend of €0.99 per dividend-bearing share. It is also proposed that a further sum of €51.2 million be transferred to other revenue reserves and that €0.1 million be carried forward to the next accounting period. If the net income is adjusted for remeasurement of deferred tax assets and liabilities in connection with the lowering of the corporate income tax rate in the United States, this equates to a dividend payout rate of around 35 per cent of the net income accruing to the shareholders of the KION Group.
Accumulated other comprehensive income (loss)
The breakdown of accumulated other comprehensive income (loss) is shown in > TABLE 044.
The currency translation adjustment contains the exchange differences arising from the financial statements prepared in a foreign currency of foreign subsidiaries, associates and joint ventures.
The gains/losses on the defined benefit obligation are the result of remeasuring defined benefit pension obligations (see also note ).
The gains/losses on hedge reserves are the effective portion of the changes in the fair value of the hedging instruments for cash flow hedges and net investment hedges. The gains/losses on available-for-sale financial instruments relate to the remeasurement of the equity investment in Balyo SA at fair value.
The gains/losses from equity-accounted investments contain the share of other comprehensive income (loss) from associates and joint ventures accounted for under the equity method.
Non-controlling interests in companies in the KION Group amounted to €4.4 million (31 December 2016: €5.7 million).