[41] Related party disclosures

In addition to the subsidiaries included in the consolidated financial statements, the KION Group has direct or indirect business relationships with a number of unconsolidated subsidiaries, joint ventures and associates in the course of its ordinary business activities. The related parties that are controlled by the KION Group, that are able to exert a significant influence over the KION Group, or are members of the Superlift group are either included in the list of shareholdings (annex to these notes) or in the table below.

Related parties

 

 

Superlift Holding S.à r.l., Luxembourg

Parent company

Kohlberg Kravis Roberts & Co. L.P., New York, USA

Entity with significant influence

Goldman, Sachs & Co., New York, USA

Entity with significant influence

Superlift Funding S.à r.l., Luxembourg

Affiliated company

Weichai Power Co., Ltd., Weifang, China

Entity with significant influence

Superlift Funding S.à r.l., Luxembourg

Under a supplementary loan agreement dated 23 September 2009, investment funds advised by Kohlberg Kravis Roberts & Co. L.P. ('KKR') and Goldman Sachs Capital Partners extended the SFA to include an additional loan of €100,000 thousand to be paid via Superlift Funding S.à r.l., Luxembourg. The purpose of the supplementary loan was to further strengthen the operational and strategic options for the KION Group. Both the loan amount and the associated interest are repayable as a bullet payment on maturity (payment in kind, 'PIK'). The carrying amount of the loan including accrued interests was €115,951 thousand as at 31 December 2012 (31 December 2011: €111,210 thousand).

Shareholder loan agreement

On 27 December 2006, KION Holding 1 GmbH (then Neggio Holding 1 GmbH) entered into a shareholder loan agreement with Superlift Holding S.à r.l., Luxembourg, for €500,000 thousand of principal. The shareholder loan, amounting to €670,784 thousand (including accrued interest), was converted into equity with effect from 27 December 2012.

Disposal of a significant part of the hydraulics business

The KION Group sold its controlling interest of 70 per cent in Linde Hydraulics to Weichai Power Co., Ltd., Weifang, China, for a consideration of €271,000 thousand with effect from 27 December 2012. As part of the transaction, Weichai Power granted LMH GmbH a put option on the remaining shares in Linde Hydraulics. LMH GmbH also granted Weichai Power two call options relating to the shares. For further information, please refer to note [6].

Advisory agreement

On 8 May 2007, KION GROUP GmbH, Kohlberg, Kravis Roberts & Co. L.P. ('KKR') and Goldman, Sachs & Co. entered into an advisory agreement under the terms of which KKR and Goldman Sachs undertook to perform advisory services for the KION Group. These advisory services relate, in particular, to financial and strategic issues. The annual advisory fee payable to KKR and Goldman, Sachs & Co. is €4,763 thousand (2011: €4,624 thousand) and it has been recognised as an expense.

Under the terms of the adjustment and extension of the SFA loan, an advisory fee totalling €2,015 thousand was paid to KKR and Goldman, Sachs & Co. This fee has been allocated pro rata as transaction costs to each of the tranches and is expensed over their respective new terms.

Goldman & Sachs AG, Frankfurt am Main, also provided additional advisory services totalling €11,500 thousand in connection with the new shareholder Weichai Power and the sale of the hydraulics business.

As at the reporting date, the receivables due from related parties were as follows:

Receivables from related parties

€ thousand

2012

2011

 

 

 

Non-consolidated subsidiaries

7,421

4,403

Associates

10,845

17,262

Joint ventures

2,622

2,964

Other related parties

5,901

4,825

Total receivables from related parties

26,789

29,454

As at the reporting date, liabilities to related parties were as follows:

Liabilities to related parties

€ thousand

2012

2011

 

 

 

Non-consolidated subsidiaries

4,845

4,188

Associates

35,861

39,955

Joint ventures

6,051

4,719

Other related parties

132,529

769,255

Total liabilities to related parties

179,286

818,117

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