welcome to the 16th ordinary shareholders‘ meeting · addressed global market potential 2016 -...
TRANSCRIPT
Welcome to the 16th ordinary Shareholders‘ Meeting
3 May 2016
Welcome and introduction of the representatives of the shareholders and of the Company
Highlights 2015
PV making significant strikes in the global energy mix
Financial statements Fiscal Year 2015 in detail
Agenda items and voting
Agenda
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 2
Board of Directors Peter M. Wagner
Dr Alexander Vogel
Wanda Eriksen-Grundbacher
Peter Pauli
Dr Franz Richter
Heinz Roth
Prof Dr Konrad Wegener
Executive Board Peter Pauli – CEO
Michel Hirschi – CFO
Auditors Rolf Johner
PricewaterhouseCoopers AG, Bern
Notary Theodor Blum
Notary, Bern
Independent proxy André Weber
Attorney-at-law, Zurich
Constitution of AGM 2016
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 3
Highlights 2015
Peter M. Wagner, Chairman of the Board of Directors
PV market picking up – reflected in our incoming orders
PARIS
Historic UN Climate Conf. Dec 2015
+50 GW of end-installed PV capacity in 2015
Tier 1 + 2 cell and module manufacturers’
production capacities fully utilised
UN Climate Conference 2015 Paris
+28.5% Meyer Burger incoming orders in CHF
+40.4% at constant exchange rates
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 5
Company structure adjusted for fast improvement of profits
-15% Real operating expenses reduced by 15%
Optimisation programmes executed in 2014
show the expected results; further selective
optimisations done in 2015
MegaSlate modules Lucerne
1 525 Number of employees (FTE) at
year-end 2015
MCHF 400 Cost base implemented to ensure break-
even at EBITDA level can be reached in
2016 with net sales of about MCHF 400
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 6
High R&D efforts pay off
17% of net sales (MCHF 56) invested in
Research & Development in 2015
338 employees in R&D
Meyer Burger Research Ltd Hauterive, Switzerland
Market expectations regarding cell and module efficiencies are increasing
Meyer Burger continues to set new industry standards
Reduction of costs in processes, while at the same time enabling increasing efficiencies
Investment protection for established manufacturers through upgrade technologies such as MB PERC
Push on innovation for new market participants through Heterojunction and SmartWire Connection technologies
Superior technology competence is confirmed by important industry awards every year
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 7
PV making significant strides in the global energy mix
Peter Pauli, Chief Executive Officer
Global Energy Debate Mega Trends
+1.2 Bn Global population will grow by around
1.2 billion people to 8.4 billion in 2030
- especially in developing regions
+43% Rapid growth of total energy needs
+43% 2015 – 2040
Biggest growth in non-OECD
countries.
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 9
PV Efficiency versus Coal or Gas
23g/kWh CO2 efficiency – MB photovoltaic
systems
(Standard CO2 efficiency is 27 g/kWh)
662g/kWh CO2 efficiency – coal-fired power plant
148-428g/kWh CO2 efficiency – gas power plant
Living in Smog? IT’S TIME
FOR A CHANGE!
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 10
PV Outlook - Rapidly increasing global energy demand and grid parity of PV in many countries offer enormous long-term potential for PV industry
Energy market 2040 – increase of primary energy demand Change in LCOE will be the future driver of the PV industry
Energy market
Subsidy market
+52%
14 PWh
+19%
42 PWh +48%
14 PWh
+16%
28 PWh
+34%
20 PWh
+75%
10
PWh
+63%
112 PWh
North Americas
Europe Asia
Middle
East
Africa
Eurasia
South America
World: +43%
Energy market is changing
Source: International Energy Agency, SolarPower Europe, Meyer Burger
USA
Europe
South America
Africa India
MENA
Countries in need of energy technologies
Countries saturated
with energy
technologies but
with continued
demand growth
China
• World energy consumption will increase to Btu 820 quadrillion in 2040, an
increase of +43% compared to 2015
• More than 85% of increase in global energy demand will occur among
developing nations outside the OECD driven by strong economic growth
and expanding populations
• Grid parity of PV has been reached in many countries, thus making solar
electricity competitive to retail electricity
• As PV industry matures, the economic feasibility of PV projects is
increasingly being evaluated using levelized cost of electricity (LCOE)
which will be the future driver of the PV industry
• The countries in need of energy technologies present enormous potential
World energy demand and economic outlook
Caption:
Increase 2015 to 2040
Energy demand in 2040
1PWh = 1x1012 kWh = 1,000 TWh
Calculation with 3,412 Btu = 1kWh
Grid parity of PV is fact and
reached in most countries
USA
Mexico
Germany
Italy
Greece Spain Turkey
Peru
South Africa Australia
«watt»
«$/kWh»
LCOE
Sweden
China
India
Japan
Philippines
Malaysia
Chile
Brazil
Source: EIA; International Energy Outlook 2013
Asia OECD and non-OECD together
+19% 42 PWh
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 11
Source: International Energy Agency
PV Outlook - Global PV market expected to continue its impressive growth due to expected long-term increasing share of PV electricity
Energy market 2040 – increase of primary energy demand Cumulative PV capacity increases by up to 23% p.a. until 2020
Outlook of PV market and installed capacity
Additional installed PV capacity – continuous increase
End market installed PV capacity
0
100
200
300
400
500
600
700
Historical Low scenario High scenario
GW
Source: SolarPower Europe 2015-2019, Meyer Burger 2020
1) 1) 1) 1)
1) approximation
CAGR high 23% / low 15%
1)
• PV is expected to shape the future of electricity generation and become a
significant source for electricity
• By 2050, PV is expected to provide 16% of the global electricity demand –
China, India and USA are the three largest markets for PV electricity
generation
• To cover the increasing demand for PV electricity, annual installed PV
capacity is expected to increase continuously to about 93 GW in 2020 in
the positive scenario (52 GW in the lower scenario)
• The cumulative installed PV capacity reaches about 600-630 GW in 2020
(440-450 GW in the conservative scenario) – equivalent to an annual
increase of 23% (15%)
Source: International Energy Agency, SolarPower Europe, Meyer Burger
0
10
20
30
40
50
60
70
80
90
100
Historical Low scenario High scenario Current production capacity
GW
Source: SolarPower Europe, Meyer Burger
1) 1) 1)
1) approximation
1) 1)
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 12
Renewable Energies and Photovoltaic to accelerate even stronger
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 13
Large renewable energy projects to be implemented in order to achieve this strong broad political commitment.
December 2015
UN Conference on climate change in Paris
Historic political agreement on climate change
signed by 195 nations.
Universal agreement to keep global temperature
rise well below 2 degrees in this century and to
drive efforts to limit temperature increase even
further to 1.5 degrees Celsius above pre-industrial
levels.
December 2015
The U.S. Congress agreed to extend the solar investment
tax credit (ITC) in America for a further five years until
2021.
This important decision places solar energy and its ability to
provide clean and affordable energy clearly at the forefront
of the American energy industry.
Addressed Market Potential
2016 - 2030
300 – 400 GW (Systems, Equipment)
Climate Goals, COP21, Paris And the effects and impact on PV
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 14
+1.5ºC to +2ºC in 2100
8 - 10% PV electricity in
2030 (currently < 1%)
3’000 GW end installed
photovoltaic capacity
> 10-12,000 production
lines (Wafer/Cell/Module)
15+ % annual PV growth
Increased sea
levels by 2100
Destructiveness
of hurricanes
Species threatened
with extinction
Grain harvests
(USA, Africa, India)
Addressed Global Market Potential 2016 - 2020
New technologies
45+ GW
of additional new end installations
(above todays’ production capacities)
+ upgrade / replacement
business
65 GW (3 x 65 GW = per wafer / cell / module)
9 GW Wafering mono 2 GW
Cell line HJT 2 GW
Cell line MB PERC 2 GW
Module line SWCT/GG 3 GW
13 GW Wafering mono 0.5 GW
Wafering multi 2 GW
Cell line MB PERC 10 GW
Module line SWCT/GG 0.5 GW
CHF 18 – 20 billion = ~ 90 GW in next 5 years
Meyer Burger addressed market potential per annum
Meyer Burger addressed market potential per annum
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 15
Innovation & Impact
R&D resource
investments
Resources
Future investments
1954
Bell Lab 1990
Sanyo 2014
Performance
1/Costs (PV System)
Performance difference
Standard cells
HJT cell
Max potential of
standard technologies
Potential HJT Technology
Turning point
2016
Performance buffer
Innovation Curve HJT versus Standard Cell Technologies
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 17
31
3842
52
5963
70
82
93
0
10
20
30
40
50
60
70
80
90
100
2012 2013 2014 2015 2016 2017 2018 2019 2020
Additonal installed GW per year
2008 2015
Machine type DS 271 DW 288 Serie 3
Throughput in wafers/year 2.5 Mio. > 4.5 Mio.
Silicon per wafer in grams 18.8 12
Demand for machinery/GW 200 90
Sales per GW 100% 25 - 30%1)
Ex
isti
ng
N
ew
Innovation & Impact Technologies, Platforms
1) Machine price for a DW 288 Series 3 is approx 25 – 30% of the price of a DW 271 in 2008
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 18
Innovation & Impact Example: MAiA 2.1 – MB PERC
> 93% Up time
> 3’400 Cells per hour
+ 1% absolute Cell efficiency for multi c-Si
+ 1% absolute Cell efficiency for mono c-Si
55 GW Addressed MB ‘Upgrade’
market potential
> 80% Estimated actual market share
1 to 2 years Dominance in ‘Upgrade’ market
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 19
Innovation & Impact Example: HELiA – Heterojunction
> 3 Installed MB HJT processes
≥ 22% Cell efficiency with upward potential
- 0.20%/K Temperature coefficient delivers significantly better energy yield
≥ 140 µm Thin mono c-Si wafers in process
2’400 Cells per hour
> 45 GW Addressed ‘new business’ market potential
2016+ Future cell technology for high performance solar modules
HJT technology is ready to ensure newly acquired market potential following MAiA 2.1.
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 20
Innovation & Impact Example: SWCT module line
> 1% Increased productivity
> 3% relative Module output versus standard
modules
> 2’660 Contact points increase
electrical and mechanical reliability
> 10 years Increased module lifetime
+ 11% BoS cost advantage with
SWCT/HJT
21% price reduction by double the installed capacity
100+ GW1) PV capacity installed since end of 2012
Ave
rag
e p
ric
e f
or
PV
mo
du
les
[€ 2
01
2/W
p]
Accumulated installed capacity [MWp]
Source: Strategies Unlimited/Navigant Consulting 2012 estimate
PSE AG/Fraunhofer ISE, «Current facts of photovoltaic in Germany»,
Fraunhofer ISE, www.pv-fakten.de
1) Estimate of German Solar Industry Association (BSW)
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 21
Energy Generation = Volume and large scale applications
= Rapid, economical, sustainable, clean
Energy Efficiency = Building system becomes flexible
energy system
= Integration in new fields of application
such as ‘eMobility’
Innovation & Technology = Reduction $/kWp
= Increase in application efficiency
MB Technology Competency
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 22
Core Product Portfolio 2016
5 Busbar Technology Competitive CoO
High energy yield
High efficiency
Front and backside
passivation in one tool
Competitive CoO
PERC
High Efficiency
Competitive CoO
High energy yield
Good LCOE
Heterojunction (HJT) SmartWire Technology High energy yield
Highest efficiency
Busbarless cells
Durable and micro crack
resistant
High energy yield
Low system costs (BoS)
Good LCOE
Bifacial/G-G Module
BIPV
High energy yield
Meets building
regulations
MegaSlate®
Diamond Wire / DW 288 DW Management System
50% reduction in costs
Ideal for mono c-Si
Ideal for multi c-Si
Heterojunction / MAiA
Best-in-Class CoO
Cutting edge cell technology
SWCT / Wave Multi wire connection technology
Connects busbarless, half and IBC
cells
PI (HSC/WIS/CIS/MIS)
Process control
Material flow Handling concepts
Mono wafer
Multi wafer
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 23
Cost optimisation and focus on strategic business segments
Various cost optimisations and capacity adjustments carried out also in 2015
Thun: Optimising cost structure / focussing of product portfolio
Hennecke: Optimising processes and organisation
Somont: Streamlining / focussing product portfolio and restructuring of production capacities
Restructuring and re-focussing measures at DMT, Colorado Springs
Capacity adjustments (Jan)
Additional restructuring / re-focussing measures; no longer a low-margin “commodity business” (July)
Increased focus on diamond wire solutions for highly specialised applications outside PV industry
Cost reduction through these measures of over MUSD 6 for FY 2016 (vs. level at beginning of FY 2015)
Sale of Roth & Rau Ortner companies
Focus on MBT’s strategic business segments
Reduction of personnel expenses of MCHF 12.4 for 2016
compared to cost basis at beginning of 2015
Cost optimisations along value chain
Meyer Burger, Thun
Diamond Materials Tech, Colorado Springs
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 25
Expanded production capacity for laminators in Minhang, Shanghai, China, November 2015
Strong demand for local production capacity
Local service
Proximity to market ‘local4local’
Time to market
Expanded production capacity in Minhang, Shanghai, China
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 26
Growth path to 2020/21
Growth path for coming years Road 2020/21 Targets
Targets
Sales of CHF 1.3 billion
EBITDA margin 13-15%
High operating cash flows
Sales growth of between 20% and
40% per annum (different growth
rates in the different years)
Break-even EBITDA in 2016,
afterwards continuous improvement
of EBITDA margin
Achieving positive cash flows
Achieved in FY 2015
Net sales CHF 324 million
Costs under control
(operating expenses
substantially reduced vs. 2014)
EBITDA CHF -56 million
(Delay in sales and special
effect from R&R Ortner
impacted EBITDA)
Cash flow from operating
activities improved
substantially
2015 2016 – 2020/21 2020/21
Road 2020/21 quite ambitious from today’s perspective. However, it gives a broad indication of
the long-term growth path for Meyer Burger until 2020/21.
Addressable market potential of CHF 18-20 billion (over 5 year period) remains intact.
PV market (cell and module manufacturers) recovering and offers a good growth potential.
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 28
Financial statements Fiscal Year 2015 in detail
Michel Hirschi, Chief Financial Officer
Incoming orders / Order backlog
Incoming orders FY 2015
Incoming orders MCHF 419 (in CHF +28.5% vs 2014), at constant exchange rates +40.4% (MCHF 458)
Increase in demand with larger orders, especially for PV upgrade systems / MB PERC. Good level of incoming orders for wafer inspection systems. Increase in demand for wafer equipment towards year-end
Successful conclusion of larger orders MCHF 142 vs MCHF 42 in 2014 Higher volume of larger orders and increased size of individual orders
Capacities at Tier 1 and 2 producers very well utilised. Further capacity increases and/or upgrades of existing equipment planned
Substantial number of orders being worked on
Book to bill ratio 1.29 (2014: 1.03)
Order backlog 31 December 2015
Order backlog MCHF 257.5 (31.12.2014: MCHF 190.1)
Order backlog as at 31 Dec 2015 consists of: - PV & Alternative Materials MCHF 230.8 - Specialised Technologies MCHF 26.7
223 288
326
419
0
100
200
300
400
500
2012 2013 2014 2015
157 169
223 196
0
50
100
150
200
250
H1 14 H2 14 H1 15 H2 15
Incoming orders
Incoming orders HY 2014/2015
MCHF
MCHF
+28.5%1)
1) at constant exchange rates +40.4%
112
190 190
258
0
50
100
150
200
250
300
2012 2013 2014 2015
Order backlog year-end
MCHF
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 30
21 22 25 21 20 21 21
36
19 22 19
38
20 23 29
11
30 28 18 18
29 19
30 22 22 24
27
15 28
54
23
37 22
0
10
20
30
40
50
60
70
80
90
J F M A M J J A S O N D J F M A M J J A S O N D J F
Orders "usual" business Larger orders
Incoming orders per month
Substantially more
larger orders
Ø Run rate incoming orders 2015 MCHF 34.9 (2014: MCHF 27.2)
Total amount of incoming orders often doubles in those months in which larger incoming orders are received, larger orders will continue to have a substantial influence on the total incoming orders (irregular timing)
Incoming orders 2014 MCHF 326 Incoming orders 2015 MCHF 419 2016 MCHF
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 31
Net sales
Net sales at constant exchange rates +8.3%; Foreign currency effects (mainly EUR) of -5.8%
Net sales lower than expected at beginning of the year
Higher proportion of systems with longer throughput time
Final acceptance by customers for a larger number of machines and systems delayed into 2016 → affected about MCHF 40 in sales, which will now be realised during 2016
About MCHF 5.5 less of net sales due to the sale of the two Roth & Rau Ortner companies at end of August 2015
Nominally strongest region in terms of sales continued to be Asia (mainly China)
645
203
316 324
0
100
200
300
400
500
600
700
2012 2013 2014 2015
129
187
124
199
0
50
100
150
200
250
H1 14 H2 14 H1 15 H2 15
Net sales
Net sales HY 2014/2015
MCHF
MCHF
+2.4%1)
Change in net sales by region
America
-37%
Europe
-15%
Asia
+31%
1) at constant exchange rates +8.3%
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 32
63%
22%
15%
Asia
Europe
America
26%
49%
18%
7%
CHF
EUR
USD
Other
Split of net sales MCHF 323.6
By region
62%
22%
13%
3%
Equipment PV & AlternativeMaterialsSpecialised Technologies
Services, spare parts PV &Alternative MaterialsConsumables
By type of sales By currencies
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 33
285
103 133
154
44% 51%
42% 48%
0
50
100
150
200
250
300
2012 2013 2014 2015
Operating income after costs of products and services
Margin in 2015 of 47.7% was 5.4 percentage points higher than in 2014
Margin in H1 2015 positively influenced by: Income recognised in conjunction with the sale of the GTAT claim, one-time positive cost effects on materials and a change in product mix
Margin in H2 2015 negatively influenced by: Sales with lower margins, additional costs in conjunction with pilot projects and first orders as well as negative cost effects on materials
Normalised margin of operating income after costs of products and services was about 49% for 2015 (2014: about 50%)
− Margin of 42% in the previous year negatively influenced by special effects (especially in H2 2014 due to GTAT)
Op. income after costs of prod. and servives
Op. income a c o p a s HY 2014/2015
66 67 71
83
51%
36%
57%
42%
0
30
60
90
H1 14 H2 14 H1 15 H2 15
MCHF
MCHF
Operating income Op. Income margin
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 34
OPEX (1) – Personnel
Employees
FY 2015: Decrease of -227 FTE to 1,525 FTE, mainly at site in Thun/Umkirch -85, DMT -107, sale R&R Ortner -116; on the other hand increase of personnel at site in Hohenstein-Ernstthal by +91 FTE to ensure increase in production capacities
Increase of 138 temporary employees mainly at site in Hohenstein-Ernstthal +114 and at Hennecke +18
Personnel expenses declined by 14% vs. previous year
Personnel expenses 2015 by MCHF 25.4 lower compared to 2014. MCHF 154.8 (2014: MCHF 180.2)
Cost savings from the measures taken in 2014 fully reflected in FY 2015. Additional cost optimisations in Thun and at DMT in 2015 only partially reflected
Sale of R&R Ortner companies led to cost reduction in
personnel expenses of MCHF 4.1 (Sep-Dec 2015).
Personnel expenses for 2016 lower by MCHF 12.4 due to
the sale of the R&R Ortner companies (vs. cost level at
beginning of 2015)
Restructuring measures at DMT (Jan / July) will lower operating cost base by more than MUSD 6 for FY 2016 (vs. cost level at beginning of 2015)
1752 1645 1525
44 -107
+144 188 -120 -6 182
0
700
1400
2100
96
84 81 74
0
20
40
60
80
100
H1 14 H2 14 H1 15 H2 15
Number of employees
Personnel expenses 2014/2015
FTE
MCHF
Employees (permanent positions)
Temporary employees
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 35
-33
-117 -96
-56
-5%
-58%
-30%
-17%
-200
-100
0
100
2012 2013 2014 2015
OPEX (2) / EBITDA
EBITDA
EBITDA HY 2014/2015
-55
-40 -33
-23
-43%
-22% -26%
-12%
-60
-40
-20
0
20
40
H1 14 H2 14 H1 15 H2 15
MCHF
MCHF
EBITDA EBITDA margin
Other operating expenses
Total other operating expenses MCHF 55.4 (2014: MCHF 48.9)
Operating expenses mostly reduced
Maintenance and repair MCHF -3.1
Administration expenses thirds MCHF -1.5
Transportation expenses MCHF -1.2
Marketing expenses MCHF -0.7
Rental expenses MCHF -0.7
IT expenses MCHF +0.8
Other purely operating expenses MCHF -2.4 (Insurances, energy, R&D thirds)
Loss from sale of Roth & Rau Ortner in the amount of
MCHF 6.3 included in remaining operating expenses 2015
(2014: Release of two provisions in total amount of
MCHF 9.0 in remaining operating expenses line). Adjusted
by these special effects, the comparable operating costs
amounted to MCHF 49.1 for FY 2015 and to MCHF 57.9 for
2014. Real operating costs therefore declined by about 15%
through cost reductions
EBITDA
EBITDA MCHF -55.9 below the expectations at the beginning of the year, due to the delayed sales and negative effects R&R Ortner as mentioned above (2014: MCHF -95.6)
Adjusted EBITDA for H2 2015 would have been at MCHF -16.7 (adjusted by R&R Ortner effect) due to below average operating margin
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 36
-128
-197 -162
-129
-20%
-97%
-51%
-40%
-300
-200
-100
0
100
2012 2013 2014 2015
EBIT
Depreciation, amortisation and impairments total MCHF 72.7 (2014: MCHF 66.2)
Scheduled depreciation and amortisation
Property plant and equipment
Depreciation MCHF 18.3
Intangible assets
Amortisation of intangible assets mainly related to M&A activities of recent years of MCHF 36.7
Amortisation of other intangible assets MCHF 1.9
One-time impairments
At DMT: impairment of property, plant and equipment MCHF 8.9; of intangible assets MCHF 3.2
Sale of R&R Ortner: impairment of intangible assets, customer relationships and technology MCHF 3.0
Impairments of property, plant and equipment at other companies MCHF 0.7
EBIT
EBIT HY 2014/2015
-88
-74 -69 -60 -68%
-39% -55%
-30%
-120
-90
-60
-30
0
30
60
H1 14 H2 14 H1 15 H2 15
MCHF
MCHF
EBIT EBIT margin
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 37
Financial result
Financial result, net of MCHF -28.2 (2014: MCHF +3.2)
Financial income:
Interest income MCHF 0.3 (2014: MCHF 0.6)
Financial expenses:
Unrealised foreign currency translation losses on the valuation of intercompany loans to foreign subsidiaries of MCHF 16.8, whereof MCHF 7.6 are recognised through P&L and MCHF 9.2 are directly recognised in equity (long-term intercompany loans with equity characteristics), other foreign currency exchange losses MCHF 3.5; (2014: unrealised foreign currency translation gains of MCHF 15.1)
Interest expenses: MCHF 12.4 for straight bond and convertible bond (2014: MCHF 8.0), MCHF 1.0 for bank loans (2014: MCHF 1.3), MCHF 1.0 for loan secured by mortgage certificates on building in Thun (2014: MCHF 1.0)
Other financial expenses MCHF 3.0 (2014: MCHF 2.2)
Taxes
Tax expense MCHF -12.2 (2014: tax income of MCHF 23.9)
Current income taxes MCHF -2.3 (2014: tax income of MCHF 1.8), mainly minimum tax in Germany
Deferred income taxes MCHF -9.9 (2014: tax income MCHF 22.1)
– Recognition of deferred tax assets on loss carry-forwards MCHF 8.2
– Utilisation of loss carry-forwards MCHF -4.2
– Revaluation of tax assets on loss carry-forwards MCHF -8.1
– Change in temporary differences (mainly intangible assets) MCHF 10.4
– Impairment of capitalised deferred tax assets DMT MCHF -16.2
Not recognised tax losses on loss for the period MCHF -22.7 (2014: MCHF -14.0)
Financial result / Taxes
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 38
Net result
Net result
Attributable to the shareholders of MBTN MCHF -168.5
Minority interests MCHF -0.5
Earnings per share
EPS CHF -1.87 (2014: CHF -1.50)
Ø Number of outstanding shares 90,209,721 (2014: 88,576,957)
Cash EPS CHF -0.57 (2014: CHF -1.73)
-111
-163 -135
-169 -200
-150
-100
-50
0
50
100
2012 2013 2014 2015
-88
-47
-93 -76
-100
-50
0
50
100
H1 14 H2 14 H1 15 H2 15
Net result
Net result HY 2014/2015
MCHF
MCHF
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 39
TCHF 2015 in % 2014 in%
Net sales 323 567 100.0% 315 846 100.0%
Other income 6 415 9 137
Income 329 982 324 983
Change in inventories of finished products and work in process 31 119 -12 784
Costs of products and services -219 875 -195 066
Capitalised services 12 998 16 357
Operating income after costs of products and services 154 224 47.7% 133 490 42.3%
Personnel expenses -154 787 -180 194
Other operating expenses -55 386 -48 884
EBITDA -55 949 -17.3% -95 588 -30.3%
Depreciation and impairment property, plant and equipment -27 966 -20 360
Amortisation and impairment intangible assets -44 735 -45 848
EBIT -128 650 -39.8% -161 796 -51.2%
Financial result -28 159 3 157
Earnings before taxes -156 809 -48.5% -158 638 -50.2%
Taxes -12 152 23 930
Net result -168 961 -52.2% -134 708 -42.6%
Income statement details
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 40
Balance sheet
Decision by Swiss National Bank to abandon CHF/EUR minimum exchange rate effects balance sheet positions:
Cash, cash equivalents by MCHF -2.1
Equity by MCHF -16.3
Total foreign currency effects on equity in 2015 (through income statement and balance sheet positions) MCHF -25.5
Long-term financial liabilities:
MCHF 130 5% straight bond 2017
MCHF 30 loan secured by mortgage certificates 2017
MCHF 88 4% convertible bond (equity component of MCHF 12 recognised in equity as this reflects the convertible bond‘s conversion right)
TCHF 31.12.2015 in % 31.12.2014 in%
Cash and cash equivalents 101 457 169 768
Trade and other receivables 45 200 61 425
Inventories 117 829 134 418
Other current assets 15 009 4 936
Total current assets 279 495 48.8% 370 548 49.0%
Other non-current receivables 2 045 1 880
Property, plant and equipment 120 318 141 187
Intangible assets 77 888 132 133
Deferred tax assets 92 558 110 151
Total non-current assets 292 809 51.2% 385 351 51.0%
Total assets 572 304 100% 755 899 100%
Current financial liabilities 702 305
Trade payables 36 138 35 771
Customer prepayments 46 241 50 926
Current provisions 10 028 16 777
Other current liabilities 44 270 40 914
Total current liabilities 137 380 24.1% 144 693 19.2%
Non-current financial liabilities 250 111 247 755
Non-current provisions 5 101 3 667
Deferred tax liabilities 2 364 5 264
Other non-current liabilities 2 345 2 090
Total non-current liabilities 259 920 45.4% 258 775 34.2%
Equity incl. minority interests 175 003 30.6% 352 431 46.6%
Total liabilities and equity 572 304 100% 755 899 100%
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 41
TCHF 31.12.2015 31.12.2014 31.12.2013
Trade and other receivables 45 200 61 425 48 011
Inventories (gross) 201 655 189 808 188 594
./. allocated customer prepayments -83 826 -55 389 -40 707
Inventories (net) 117 829 134 418 147 887
Other current assets (excluding cash and cash equivalents) 15 009 4 936 8 643
Current assets excluding cash and cash equivalents 178 038 200 780 204 540
Current financial liabilities 702 305 298
Trade payables 36 138 35 771 44 043
Customer prepayments 46 241 50 926 66 092
Provisions 10 028 16 777 46 574
Other current liabilities 44 271 40 914 43 888
Current liabilities 137 380 144 693 200 894
Net working capital 40 658 56 087 3 646
Analysis Net Working Capital
Increase in inventories
(gross) financed through
higher customer
prepayments
Decrease in receivables by
about MCHF 16
In FY 2015,
change in NWC totalled MCHF -15.4
Decline in NWC despite increase in production volumes (inventories gross
MCHF +12 on NWC), mainly due to higher customer prepayments (MCHF -24 on
NWC), decline in receivables (MCHF -16 on NWC) and higher accruals (MCHF +10
on NWC).
Increase in customer
prepayments (also
considering the
prepayments already
allocated to inventories) of
MCHF 24; proportion of
customer prepayments
allocated to inventories
increased substantially,
mainly due to the increase
in equipment that is ready
for customer acceptance.
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 42
Maturity structure of financial liabilities
30
100
130
0
50
100
150
200
2015 2016 2017 2018 2019 2020 2021 2022
Maturities of financial liabilities
MCHF
Loan secured by mortgage securities (building in Thun) 5% straight bond 2017
4% Convertible bond 2020 (put in 2018)
Loan secured by mortgage
certificates extended by 2 years
Aim to further extend the loan secured by
mortgage certificates by another 2 to 3
years
Project started for the refinancing of the 5% straight bond 2017.
Aim to refinance by issuing a new straight bond.
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 43
Cash flow
CF from operating activities
Operating CF with MCHF -51.9 still considerably negative, despite the improvement by MCHF 101 (before changes in NWC improvement by MCHF 45.4)
CF from investing activities
Investments in property, plant, equipment
Investments in Heterojunction demo-line MCHF 7.5
Normal CAPEX MCHF 5.1
CF from financing activities
No substantial financing activities in FY 2015
Purchase of further shares in MB Germany (Roth & Rau)
TCHF 2015 2014
Result -168 961 -134 708
Non-cash items 106 684 27 040
CF from op. activities before changes in NWC -62 277 -107 667
Change in NWC (cash related) 10 417 -45 142
Cash flow from operating activities -51 860 -152 810
Investments in property, plant, equipment, net -12 575 -18 326
Investments in intangible assets -1 299 -753
Acquisition of group companies, net of cash -626 -
Sale of group companies net of cash 2 799 212
Cash flow from investing activities -11 701 -18 867
Capital increases (incl. premium) 31 75 557
Issuance of convertible bond - 97 160
Purchase shares of MB Germany after change control -2 008 -4 036
Sale of treasury shares - 495
Repayment current financial liabilities -68 -1 290
Cash flow from financing activities -2 045 167 886
Cash, cash equivalents at beginning of period 169 768 173 179
Change in cash, cash equivalents -65 607 -3 791
Currency translation effects on cash, cash equivalents -2 704 379
Cash, cash equivalents at end of period 101 457 169 768
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 44
Cash flow from operating activities
-168
-130 -153
-52
-200
-150
-100
-50
0
50
100
2012 2013 2014 2015
-99
-54 -28 -24
-150
-100
-50
0
50
100
H1 14 H2 14 H1 15 H2 15
Cash flow from operating activities
CF from operating activities HY 2014/2015
MCHF
MCHF
Operating cash break-even with MCHF -51.9 not yet achieved in 2015
The operating cash drain was again substantially reduced however (by MCHF 101 vs. FY 2014; strong reduction also when comparing half-year periods). Major effects:
Realised cost reduction measures have positively influenced cash flow. Substantial reduction of the cash expenses in personnel and other operating expenses compared to 2014
Higher cash inflow from improved margins
Cash inflow from decline in net working capital. Especially a substantial increase in customer prepayments and cash inflow from decline in trade and other receivables
Positive cash flow from operating activities expected for 2016
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 45
Growth path for coming years Road 2020/21 targets
Targets
Sales of CHF 1.3 billion
EBITDA margin 13-15%
High operating cash flows
Sales growth of between 20% and
40% per annum (different growth
rates in the different years)
Break-even EBITDA in 2016,
afterwards continuous improvement
of EBITDA margin
Achieving positive cash flows
Achieved in FY 2015
Net sales CHF 324 million
Costs under control
(operating expenses
substantially reduced vs. 2014)
EBITDA CHF -56 million
(Delay in sales and special
effect from R&R Ortner
impacted EBITDA)
Cash flow from operating
activities improved
substantially
2015 2016 – 2020/21 2020/21
Road 2020/21 quite ambitious from today’s point of view. However, it gives a broad indication of
the long-term growth path for Meyer Burger until 2020/21.
Addressable market potential of CHF 18-20 billion (over 5 year period) remains intact.
PV market (cell and module manufacturers) is recovering and offers a good growth potential.
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 46
Agenda items and voting
Peter M. Wagner, Chairman of the Board of Directors
Secretary of the minutes Dr Alexander Vogel
Vote counters Julia Gremminger
Nadja Herren
Andrea Liechti
Rahel Stalder
Michelle Wenger
Head of vote counters Simon Linder
Notary Theodor Blum
Independent proxy André Weber
Formalities
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 48
1. Annual Report 2015 1.1 Approval of the management report 2015, the annual financial statements 2015 and the consolidated financial statements 2015; presentation of the reports of the auditors 1.2 Consultative vote on the remuneration report 2015
2. Use of balance sheet result
3. Release of the members of the Board of Directors and of the Management
4. Election of the members of the Board of Directors 4.1 Election of the members of the Board of Directors and election of the Chairman 4.2 Election of the Nomination & Compensation Committee
5. Election of the auditors
6. Election of the independent proxy holder
7. Vote on the remuneration for the Board of Directors and the Management 7.1 Vote on the total maximum amount of remuneration for the Board of Directors for the business year 2017 7.2 Vote on the total maximum amount of remuneration for the Management for the business year 2017
8. Amendments of the Articles of Association: Creation of authorised capital
Agenda items
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 49
Approval of the management report 2015, the annual financial statements 2015 and the consolidated financial statements 2015; presentation of the reports of the auditors
Motion of the Board of Directors:
Approval of the management report, annual financial statements and consolidated financial statements for the business year 2015.
Agenda item 1.1
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 50
Consultative vote on the remuneration report 2015
Motion of the Board of Directors:
Approval of the remuneration report 2015 (non-binding consultative vote).
Note: For the remuneration report 2015 please refer to pages 67 – 81 of the Report to Fiscal Year 2015 section of the Annual Report 2015.
Agenda item 1.2
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 51
Use of balance sheet result
Loss for the year TCHF -166‘296
Loss carried forward TCHF -2‘234
Net loss per 31 December 2015 TCHF -168‘530
Motion of the Board of Directors:
Balance of net loss amounting to TCHF -168‘530 to be carried forward.
Note: Statutory financial statements of Meyer Burger Technology Ltd in accordance with Swiss Code of Obligations.
Agenda item 2
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 52
Release of the members of the Board of Directors and of the Management
Motion of the Board of Directors:
Release the members of responsible corporate bodies for the business year 2015.
Agenda item 3
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 53
Election of the members of the Board of Directors and election of the Chairman
Motion of the Board of Directors:
Election of the members of the Board of Directors individually for a term of one year until the end of the next ordinary Shareholders‘ Meeting.
4.1.1 Re-election of Peter M. Wagner (and election as Chairman of the Board of Directors)
4.1.2 Re-election of Dr Alexander Vogel
4.1.3 Re-election of Wanda Eriksen-Grundbacher
4.1.4 Re-election of Peter Pauli
4.1.5 Re-election of Dr Franz Richter
4.1.6 Re-election of Heinz Roth
4.1.7 Re-election of Prof Dr Konrad Wegener
Agenda item 4.1
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 54
Re-election of Peter M. Wagner and election as Chairman of the Board of Directors
Motion of the Board of Directors:
Re-election of Peter M. Wagner as member of the Board of Directors and election as Chairman of the Board of Directors for a term of one year until the end of the next ordinary Shareholders‘ Meeting.
Agenda item 4.1.1
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 55
Re-election of Dr Alexander Vogel
Motion of the Board of Directors:
Re-election of Dr Alexander Vogel as member of the Board of Directors for a term of one year until the end of the next ordinary Shareholders‘ Meeting.
Agenda item 4.1.2
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 56
Re-election of Wanda Eriksen-Grundbacher
Motion of the Board of Directors:
Re-election of Wanda Eriksen-Grundbacher as member of the Board of Directors for a term of one year until the end of the next ordinary Shareholders‘ Meeting.
Agenda item 4.1.3
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 57
Re-election of Peter Pauli
Motion of the Board of Directors:
Re-election of Peter Pauli as member of the Board of Directors for a term of one year until the end of the next ordinary Shareholders‘ Meeting.
Agenda item 4.1.4
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 58
Re-election of Dr Franz Richter
Motion of the Board of Directors:
Re-election of Dr Franz Richter as member of the Board of Directors for a term of one year until the end of the next ordinary Shareholders‘ Meeting.
Agenda item 4.1.5
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 59
Re-election of Heinz Roth
Motion of the Board of Directors:
Re-election of Heinz Roth as member of the Board of Directors for a term of one year until the end of the next ordinary Shareholders‘ Meeting.
Agenda item 4.1.6
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 60
Re-election of Prof Dr Konrad Wegener
Motion of the Board of Directors:
Re-election of Prof Dr Konrad Wegener as member of the Board of Directors for a term of one year until the end of the next ordinary Shareholders‘ Meeting.
Agenda item 4.1.7
Bild Wegener
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 61
Election of the Nomination & Compensation Committee
Motion of the Board of Directors:
Individual election of the following members of the Board of Directors in the Nomination & Compensation Committee for a term of one year until the end of the next ordinary Shareholders‘ Meeting.
4.2.1 Re-election of Dr Alexander Vogel
4.2.2 Re-election of Wanda Eriksen-Grundbacher
4.2.3 Election of Dr Franz Richter
Agenda item 4.2
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 62
Re-election of Dr Alexander Vogel
Motion of the Board of Directors:
Re-election of Dr Alexander Vogel as member of the Nomination & Compensation Committee for a term of one year until the end of the next ordinary Shareholders‘ Meeting.
Agenda item 4.2.1
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 63
Re-election of Wanda Eriksen-Grundbacher
Motion of the Board of Directors:
Re-election of Wanda Eriksen-Grundbacher as member of the Nomination & Compensation Committee for a term of one year until the end of the next ordinary Shareholders‘ Meeting.
Agenda item 4.2.2
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 64
Election of Dr Franz Richter
Motion of the Board of Directors:
Election of Dr Franz Richter as member of the Nomination & Compensation Committee for a term of one year until the end of the next ordinary Shareholders‘ Meeting.
Agenda item 4.2.3
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 65
Election of the Auditors
Motion of the Board of Directors:
Re-election of PricewaterhouseCoopers AG, Bern, as auditors for another year.
Agenda item 5
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 66
Election of the Independent Proxy Holder
Motion of the Board of Directors:
Re-election of lic. iur. André Weber as independent proxy holder of the Company for a term of one year until the end of the next ordinary Shareholders‘ Meeting.
Agenda item 6
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 67
Vote on the total maximum amount of remuneration for the Board of Directors for the business year 2017
Motion of the Board of Directors:
Approval of the total amount of remuneration for the Board of Directors of a maximum of CHF 980,000 for the business year 2017.
Agenda item 7.1
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 68
Vote on the total maximum amount of remuneration for the Management for the business year 2017
Motion of the Board of Directors:
Approval of the total amount of remuneration for the Management of a maximum of CHF 3,800,000 for the business year 2017.
Agenda item 7.2
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 69
Amendments of the Articles of Association: Creation of authorised capital
Note: The Articles of Association included authorised capital in the amount of CHF 240,000 (4,800,000 fully paid-in registered shares) since the Shareholders‘ Meeting 2014. Issuance was possible until 29 April 2016.
Motion of the Board of Directors:
Maintenance or creation of authorised capital and replacement of Article 3a of the Articles of Association as follows (unofficial translation of the German original text):
“Art. 3a: Authorised capital The Board of Directors is authorised, at any time until 3 May 2018, to increase the share capital by a maximum aggregate amount of CHF 240,000 through the issuance of a maximum of 4,800,000 fully paid-in registered shares with a nominal value of CHF 0.05 each.
The Board of Directors is entitled (including in the case of a public offer for shares of the company) to restrict or exclude the subscription rights of the shareholders and allocate them to third parties, if the new shares are to be used (1) for the acquisition of enterprises, parts of enterprises, participations or new investment plans or in case of a placement of shares for the financing or re-financing of such transactions, (2) for the purpose of the participation of strategic partners or for the purpose of broadening the shareholder constituency in certain investment markets or (3) for the rapid and flexible creation of equity capital through a placement of shares, which would only be possible with difficulties with subscription rights.
The capital increase may occur by means of underwriting and/or partial increases. The Board of Directors is entitled to set the issue price of the shares, the type of contribution and the date of entitlement to dividends. Upon acquisition, the new registered shares are subject to limitations for registration in the share register in accordance with Article 4 of the Articles of Association.”
Agenda item 8
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 70
Thank you for your participation and your confidence. We wish you a safe journey home.
Disclaimer
Information in this presentation may contain “forward-looking statements”, such as guidance, expectations, plans, intentions or strategies regarding the future. These forward-looking statements are subject to risks and uncertainties. The reader is cautioned that actual future results may differ from those expressed in or implied by the statements, which constitute projections of possible developments. All forward-looking statements included in this presentation are based on data available to Meyer Burger Technology Ltd as of the date that this presentation is released. The company does not undertake any obligation to update any forward-looking statements contained in this presentation as a result of new information, future events or otherwise.
This presentation is not being issued in the United States of America and should not be distributed to U.S. persons or publications with a general circulation in the United States. This presentation does not constitute an offer or invitation to subscribe for, exchange or purchase any securities. In addition, the securities of Meyer Burger Technology Ltd have not been and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act"), or any state securities laws and may not be offered, sold or delivered within the United States or to U.S. persons absent registration under an applicable exemption from the registration requirements of the Securities Act or any state securities laws.
The information contained in this presentation does not constitute an offer of securities to the public in the United Kingdom within the meaning of the Public Offers of Securities Regulations 1995. No prospectus offering securities to the public will be published in the United Kingdom. Persons receiving this presentation in the United Kingdom should not rely on it or act on it in any way.
In addition, the presentation is not for release, distribution or publication in or into Australia, Canada or Japan or any other jurisdiction where to do so would constitute a violation of the relevant laws or regulations of such jurisdiction, and persons into whose possession this document comes should inform themselves about, and observe, any such restrictions.
Meyer Burger Technology Ltd, Ordinary Shareholders’ Meeting 2016 72