Basis of presentation
General information on the Company
KION GROUP AG, whose registered office is at Thea-Rasche-Strasse 8, 60549 Frankfurt am Main, Germany, is registered at the Frankfurt am Main local court under reference HRB 112163.
The condensed consolidated interim financial statements and the interim group management report were prepared by the Executive Board of KION GROUP AG on October 28, 2020.
Basis of preparation
The condensed consolidated interim financial statements of the KION Group for the nine months ended September 30, 2020 have been prepared in line with International Accounting Standard (IAS) 34 ‘Interim Financial Reporting’ and other International Financial Reporting Standards (IFRSs) as adopted by the European Union in accordance with Regulation (EC) No. 1606/2002 of the European Parliament and of the Council concerning the application of international accounting standards for interim financial statements. A condensed scope of interim reporting has been prepared in accordance with IAS 34.
All of the IFRSs and the related interpretations (IFRICs / SICs) of the IFRS Interpretations Committee (IFRS IC) that had been issued by the reporting date and that were required to be applied for financial years commencing on or after January 1, 2020 have been applied in preparing these condensed consolidated interim financial statements. These condensed consolidated interim financial statements do not contain all the information and disclosures required of a set of consolidated annual financial statements and should therefore be read in conjunction with the consolidated financial statements prepared for the year ended December 31, 2019.
The reporting currency is the euro. All amounts are disclosed in millions of euros (€ million) unless stated otherwise. Due to rounding effects, addition of the individual amounts shown may result in minor rounding differences to the totals. The percentages shown are calculated on the basis of the respective amounts, rounded to the nearest thousand euros.
Basis of consolidation
A total of 27 German (December 31, 2019: 26) and 111 foreign (December 31, 2019: 107) subsidiaries were fully consolidated in addition to KION GROUP AG as at September 30, 2020.
In addition, two joint ventures and seven associates were consolidated and accounted for using the equity method as at September 30, 2020, which was the same number as at December 31, 2019.
53 (December 31, 2019: 53) subsidiaries of minor importance and other equity investments (joint ventures and associates that are not accounted for using the equity method, plus financial investments) were not included in the consolidation.
Acquisitions
Digital Applications International Limited
On March 2, 2020, 100.0 percent of the shares were acquired in UK software company Digital Applications International Limited (DAI), whose registered office is in London. The purchase consideration for the net assets acquired was €110.3 million. The acquisition of DAI significantly expands the KION Group’s software offering in the Supply Chain Solutions segment.
The incidental acquisition costs incurred in connection with the business combination amount to €2.5 million. Of this sum, €1.3 million was recognized in consolidated profit or loss under administrative expenses in the first nine months of 2020. The remaining €1.2 million related to the previous year. The impact of this acquisition on the consolidated financial statements of KION GROUP AG based on the provisional figures available at the acquisition date is shown in the following table.
in € million |
Fair value at the acquisition date |
|---|---|
Goodwill |
71.8 |
Customer relationships |
21.2 |
Other intangible assets |
12.0 |
Other property, plant and equipment |
11.3 |
Trade receivables |
5.7 |
Cash and cash equivalents |
8.8 |
Other assets |
29.5 |
Total assets |
160.3 |
|
|
Other non-current financial liabilities |
9.7 |
Other non-current liabilities |
12.1 |
Other current liabilities |
17.5 |
Other liabilities |
10.6 |
Total liabilities |
49.9 |
Total net assets |
110.3 |
|
|
Cash payment |
87.4 |
Assumed liabilities |
23.0 |
Consideration transferred |
110.3 |
As part of this transaction, receivables in a gross amount of €5.7 million and contract assets of €3.0 million were acquired. At the acquisition date, it was assumed that the amount of irrecoverable trade receivables was insignificant.
In the first three quarters of 2020, consolidated revenue rose by €11.2 million and net income for the period by €1.1 million as a result of the acquisition.
If this business combination had been in place since January 1, 2020, this would have had no other material impact on either the revenue or the net income (loss) reported by the KION Group for the first nine months of this year.
The purchase price allocation for the acquisition described above was only provisional as at September 30, 2020 because some details, particularly in the area of long-term construction contracts, had not yet been fully evaluated. In addition, the measurement of intangible assets and the amount of deferred taxes should be considered provisional. Goodwill constitutes the strategic synergies that the KION Group expects to derive from this business combination. The goodwill arising from this acquisition is currently not tax deductible. The derived goodwill is assigned to the Dematic cash-generating unit (CGU).
The line item ‘Acquisition of subsidiaries / other businesses (net of cash acquired)’ in the consolidated statement of cash flows contains a net cash outflow of €89.3 million for the acquisition of DAI.
Other acquisitions
With effect from January 1, 2020, 50.0 percent of the shares were acquired in KION Battery Systems GmbH (KBS), Karlstein, Germany. KBS is fully consolidated in the KION Group’s financial statements on the basis of the control criteria set out in IFRS 10, in particular due to its economic dependence. Upon completion of the transaction, KBS acquired the research and development business – which had previously been at the disposal of the KION Group – of BMZ Batterien-Montage-Zentrum GmbH, Karlstein, for €6.6 million with effect from January 1, 2020 as part of an asset deal.
With effect from July 1, 2020, KBS acquired the operating business – which had also previously been at the disposal of the KION Group and predominantly consisted of production activities – of BMZ Batterien-Montage-Zentrum GmbH, Karlstein, for €11.5 million as part of another asset deal.
With effect from May 29, 2020, 100.0 percent of the shares were acquired in innogy Business Services Polska sp. z. o. o., Krakow, Poland. The purchase consideration for these shares was approximately €3.3 million. When it acquired this entity, which specializes in accounting services, the KION Group took on around 240 employees.
Both individually and taken together, these acquisitions had only an immaterial impact on the KION Group’s financial position and financial performance based on the figures available at their acquisition dates.
Accounting policies
These condensed consolidated interim financial statements are based on the interim financial statements of the parent company and its consolidated subsidiaries prepared in accordance with the standard accounting policies applicable throughout the KION Group. The accounting policies used in these condensed consolidated interim financial statements, as well as the assumptions, are the same as those used for the year ended December 31, 2019.
The KION Group applies the IFRS 9 simplified impairment approach to trade receivables, lease receivables, and contract assets. The default rates are calculated on the basis of observable historical default rates, taking into account current conditions and estimates of future economic conditions. As a result of the coronavirus pandemic, the assessment of future economic conditions has been updated to reflect current circumstances.