Annual
Report 2020
4
5
Key Figures for the Group
Letter from the Management Board
Consolidated Management Report and Group Management Report
8
12
20
22
The Intershop Group
The 2020 fiscal year
Remuneration report
Report on opportunities and risks
29 Disclosures in Accordance with Section 289a (1) HGB and Section 315a (1) HGB Plus
Explanatory Report as per sec. 176 para. 1 s. 1 AktG
30
Corporate Governance Declaration in Accordance with Section 289f of the HGB or,
respectively, sec. 315d HGB
30 Dependent Company Report
30
Report on Expected Developments
Consolidated Financial Statements
34
35
36
37
Consolidated Balance Sheet
Consolidated Statement of Comprehensive Income
Consolidated Statement of Cash Flows
Consolidated Statement of Shareholders´ Equity
Notes to the Consolidated Financial Statements
39 General Disclosures
44
Accounting Policies
52 Notes to the Individual Balance Sheet Items
63 Notes to the Individual Items of the Statement of Comprehensive Income
69 Notes to the Cash Flow Statement
70 Other Disclosures
81
82
Responsibility statement
Auditor’s Report, Group
Financial Statements
94
95
Balance Sheet INTERSHOP Communications Aktiengesellschaft
Statement of Operations of INTERSHOP Communications Aktiengesellschaft
96 Notes to the Financial Statements INTERSHOP Communications Aktiengesellschaft
107
108
Responsibility statement
Auditor’s Report, INTERSHOP Communications Aktiengesellschaft
118 Report of the Supervisory Board
123 Corporate Governance Declaration
130
Intershop Shares
131 Shareholder structure
132 Financial Calendar 2021
Annual Report 2020Table of contents
Net
New ARR
2.6
EUR million
(in 2020)
EBIT
1.0
EUR million
(in 2020)
3
Revenue
33.6
EUR million
(in 2020)
Cash and Cash
Equivalents
11.6
EUR million
(as of 12/31/2020)
Equity Ratio
56%
(as of 12/31/2020)
Cloud
Order Entry
15.8
EUR million
(in 2020)
Key Figures
for the Group
Employees
299
(as of 12/31/2020)
Annual Report 2020Table of contents Key Figures for the Group
KEY FIGURES FOR THE GROUP
in EUR thousand
KPIs
Cloud Order Entry
Net New ARR
Revenue
EBIT
Revenues
Revenues
Licenses and Maintenance
Cloud and Subscription
Services Revenues
Revenues Europe
Revenues USA
Revenues Asia/Pacific
Earnings
Cost of revenues
Gross profit
Gross margin
Operating expenses, operating income
Research and development
Sales and marketing
General and administrative
Other operating expenses/income
EBIT
EBIT margin
EBITDA
EBITDA margin
Net result
Earnings per share (EUR)
Net Assets
Shareholders´equity
Equity ratio
Balance sheet total
Noncurrent assets
Current assets
Noncurrent liabilities
Current liabilities
Financial Position
Cash and cash equivalents
Net cash operating activities
* unter Berücksichtigung des neuen Rechnungslegungsstandards IFRS 16
Depreciation and amortization
Net cash used in investing activities
Net cash provided by financing activities
Employees
2020
2019
Change
15,776
2,550
33,605
1,044
33,605
12,136
7,332
14,137
23,848
5,398
4,359
17,943
15,662
47%
14,618
3,778
7,707
3,114
19
1,044
3%
4,468
13%
793
0.06
16,535
56%
29,360
12,839
16,521
3,848
8,977
11,574
4,727
3,424
(2,194)
1,335
299
13,137
1,641
31,620
(6,469)
31,620
10,689
6,383
14,548
20,741
6,248
4,631
20,556
11,064
35%
17,533
4,557
8,760
3,373
843
(6,469)
-20%
(2,323)
-7%
(6,774)
(0.50)
15,731
57%
27,626
13,007
14,619
457
11,438
7,731
(1,815)
4,146
(3,354)
5,520
314
20%
55%
6%
++
6%
14%
15%
-3%
15%
-14%
-6%
-13%
42%
-17%
-17%
-12%
-8%
-98%
++
++
++
++
5%
6%
-1%
13%
++
-22%
50%
++
-17%
-35%
-76%
-5%
Letter of the Management Board
5
Letter of the Management Board
Dear stockholders and business partners,
Three years after launching our Cloud First offensive, we achieved profitable growth in the 2020
fiscal year and substantially expanded our incoming cloud orders. The fact that this was achieved
in a year that did not go the way any of us had imagined makes us very proud. We are convinced
that we have therefore passed an important milestone and Intershop in its current form can look
forward to a positive future.
The past year has shown that our offer is in demand on the market even in difficult times and that
we can benefit significantly from the further digital transformation of business processes, particu-
larly in the long term. However, initially, the effects of the coronavirus pandemic on our business
were not all positive. And contrary to what the general technology euphoria may suggest, the global
IT markets shrunk considerably on average in 2020. But at the same time, the online retail trade
is booming more than ever and for many wholesalers and production companies, the pandemic
revealed digital deficits. Therefore, we assume that the current crisis will result in companies making
considerable investments in digital commerce platforms in the medium term.
The framework conditions for Intershop as a technology leader and independent B2B specialist
continue to be very promising. Considering the successful completion of the cloud transformation
and the positive development in a challenging year, we believe we are in a good position. Now we
need to make sure that we do not slow down, seize the marketing and sales opportunities, continue
to grow, particularly in the cloud segment, and achieve positive company results.
In order to realize our vision of sustainably establishing Intershop as the first choice for B2B eCom-
merce-as-a-Service solutions, we will continue this year to work on gearing our organization towards
streamlined, fast, and intelligent business processes with clear responsibilities. Therefore, the or-
ganization will be adjusted to the product life cycle. In light of this, an expanded management team
will be established that acts in a more autonomous and entrepreneurial manner than previously
and therefore helps to simplify the processes.
At this point, we would like to extend our heartfelt thanks to our employees who made this success-
ful year possible in a challenging market environment. Of course, we would also like to thank our
partners, customers, and you, our shareholders, for your trust.
Best regards,
The Intershop Management Board
Dr. Jochen Wiechen Markus Klahn
Annual Report 2020 Dr. Jochen Wiechen
CEO
Management
Board
Markus Klahn
COO
Consolidated Financial State-
ments
Management
Report
CONTENT
The Intershop Group
8
12
The 2020 fiscal year
20 Remuneration report
22 Report on opportunities and risks
29 Disclosures in Accordance with
Section 289a (1) HGB and Section 315a (1) HGB
30 Corporate Governance Declaration in
Accordance with Section 289f of the HGB
30 Dependent Company Report
30 Report on Expected Developments
Annual Report 2020
Consolidated Management Report and Group Management Report
8
Consolidated Management Report
and Group Management Report
The Intershop Group
Group structure and business activities
The Intershop Group1 is a globally-oriented provider of omnichannel commerce solutions. At the
center of its service range is the Intershop Commerce software, which is available as a cloud-based
Commerce-as-a-Service solution or as a license model. Intershop’s business model includes the
orchestration of the entire omni-channel commerce process chain from the design of the online
channels to implementation of the software platform and coordination of delivery of goods, i.e., ful-
fillment. Intershop’s business activities are divided into the two main business segments “Software
and Cloud” and “Service”. The license revenues and the associated maintenance revenues, and
the cloud and subscription revenues are included in “Software and Cloud” revenues. With more
than 25 years’ experience, Intershop helps over 300 clients turn products into profits, customers
into business partners, and transactions into lasting relationships. The Company is continuously
improving the software and is systematically expanding and supplementing its range of services.
The customers include both large corporations such as HP, BMW, Würth and Deutsche Telekom, but
also medium-size companies. Intershop operates in Europe, the United States and in the Asia Pacific
region (mainly Australia). Europe is by far the market that generates the highest revenue. In the 2020
fiscal year, revenue with European customers totaled around 71% of the total group revenues.
INTERSHOP Communications Aktiengesellschaft (AG), which is domiciled in Jena, is the parent
company of the Intershop Group. As of the reporting date of December 31, 2020, it directly holds
100% of the shares in Intershop Communications Inc., San Francisco, USA, Intershop Communica-
tions Australia Pty Ltd., Melbourne, Australia, Intershop Communications Asia Ltd., Hong Kong, China,
Intershop Communications SARL, Paris, France and two non-operating companies. In Germany,
INTERSHOP Communications AG has locations in Frankfurt am Main, Boeblingen and Ilmenau.
Moreover, the Company has sales representations in the Netherlands and Sweden.
1 „ Intershop“
Consolidated Management Report and Group Management Report
9
Strategic orientation and business objectives
The Intershop strategy continues to focus on the consistent expansion of the cloud business and
the B2B market. With this strategic course, Intershop considers itself in an optimum position to
exhaust the growth potentials in the future global market of omni-channel solution providers. The
aim is to establish Intershop as the first choice for B2B eCommerce-as-a-Service platforms among
partners and customers. All company areas were specifically aligned towards this as part of the
cloud transformation and enabled sustainable growth in the cloud segment, particularly in the B2B
target market, over the past fiscal years. Growth, especially in the cloud business, is expected to
continue in the coming fiscal years and still with the greatest possible cost efficiency.
“Cloud First”: cloud preference in all business segments
Since 2018, Intershop has been pursuing the “Cloud First” strategy which defines the business
focus and places the cloud approach, both for investments in research and development and in
marketing and sales, at the center of the activities. The decision to switch from a license to a cloud
provider is based on the increasing willingness of companies to use cloud-based systems and ap-
plications. The growing market acceptance is the result of strategic advantages such as availabili-
ty, security due to automatic updates, and resource efficiency. At the same time, the pressure on
companies to establish or expand their own digital distribution channels is mounting. The advantage
of the Intershop Commerce Suite is that due to its high scalability, it can be used in a wide range of
solutions for companies of different sizes and with different sales volumes, from a standard cloud to
a highly customized on-premise installation.
Focusing on the B2B market
Over the past years, Intershop has established itself as one of the most technologically advanced
omni-channel solution providers. The biggest opportunities here are in B2B commerce due to
the size of the target market and the number of customers who can be contacted, as well as the
high level of expertise and performance of Intershop in this segment. B2B commerce is faced with
the great challenge of digitizing its sales channels quickly and professionally in order to assert
itself against new competitors and business models. Since Intershop has extensive experience
and prominent B2B customers already, it has a know-how advantage for building a strong market
position in this sector. We consider the extensive experience and prominent B2B customers
Intershop already has a know-how advantage that can be used to build a strong market position
in this sector. Even in terms of technology, the Intershop platform is ideally suitable for use in the
B2B market, as regularly confirmed by external analysts. For example, Intershop was classified
as a “Strong Performer” in the renowned market study “The Forrester Wave™: B2B Commerce
Suites, Q2 2020” in May 2020. According to the study, the Intershop commerce platform is “the
ideal solution for manufacturers wishing to digitize their after-sales and service business using a
customer portal.”
Annual Report 2020 Consolidated Management Report and Group Management Report
10
Strategic partnership with Microsoft
The Intershop Commerce Suite is tailored to complex and customer-oriented B2B business
processes. Intershop set itself the goal of providing the offer with the best feature set on the market
based on modern architecture in order to cover the entire customer life cycle and enable an inno-
vative digital B2B customer experience. A key part of achieving this goal is the strategic partnership
Intershop has maintained with Microsoft since 2016. The partnership involves combining Intershop
and Microsoft solutions, as well as carrying out joint marketing and sales activities. The commerce
solution has now become an integral part of the Microsoft Azure Cloud solution portfolio. The global
partnership enables Intershop to approach new customers and market segments and to advise
companies on their digital transformation far more comprehensively than before and assist them in
digitizing or reforming their sales activities.
Clearly defined sales priorities and strong partner network
The current sales efforts are focusing on production companies and large wholesalers with sales of
EUR 100 million and more as well as companies with various sales channels and complex business
models and organizational structures. In addition to focusing on B2B companies, the main geo-
graphical areas of Intershop’s sales activities are the developed eCommerce markets in Europe,
North America, and the Asia-Pacific region, where there is high revenue potential. Major focus in this
respect will be given to the established Intershop markets DACH, the Benelux countries, Scandina-
via, France, the UK, Australia, and the United States. In these markets, Intershop either has its own
local subsidiary or has flexible sales units and a corresponding partner network. The partnership
business plays an important role in this, as it has become a key sales channel in the last few years
that is to be gradually further expanded in order to increase the Company’s international reach.
The focus is on further developing the expanded target markets in order to form a leading inter-
national network of B2B Commerce experts with an emphasis on production and trade. The main
benefit offered by the partner network consists of an optimized customer approach and increased
scalability in the area of distribution activities. The cooperation with partners combines Intershop’s
know-how and experience with the specific knowledge of the companies in the partner network. In
addition to providing the appropriate shop software solutions, Intershop also supports its partners
in the high-quality implementation of their shops.
Control System
Corporate management is determined by the four most important KPIs - incoming cloud orders,
net new ARR, revenue, and EBIT. The Intershop strategy focuses on the consistent expansion of
the cloud business. The incoming cloud orders show all of the signed customer orders from new
and existing customers in a business period and/or the number of resulting future cloud sales. By
monitoring this figure, the results in the cloud business can be well measured and the develop-
ment of future cloud revenues can be better managed. The net new ARR refers to the new annual
recurring cloud revenues in a fiscal period minus the reduced annual recurring revenue due to
cancellations and currency translation differences. The net new ARR shows the sales success in the
cloud segment, which makes the future development of revenues more predictable and enables the
Company to take countermeasures quickly if the development deviates. The increase in revenues
shows the overall company growth. This is the reason why all management levels are monitoring
Annual Report 2020 Consolidated Management Report and Group Management Report
11
the development of revenue over time. Revenue performance is also used as an early indicator for
liquidity developments. In this way, liquidity developments can be managed early on by cost adjust-
ment measures, for example. The EBIT, earnings before interest and taxes or the operating result, is
examined and analyzed for managing profitability.
During the 2020 fiscal year, the control system was adjusted to focus on the cloud segment. Incoming
cloud orders and net new ARR are now included in the key performance indicators in addition to
revenue and EBIT. The gross result (total revenues less cost of revenues) and the associated gross
margin (gross result compared to revenues) continue to be monitored and analyzed, but are no
longer part of the key performance indicators.
Research and Development
The research and development activities (R&D) of Intershop focus on the consistent further develop-
ment of the Intershop commerce platform. Within the existing product cycles, the Company consist-
ently provides technical updates as well as innovative functions and expansions. In addition, major
platform releases are developed on a regular basis that comprise significant function upgrades and
thus support companies comprehensively in the digital transformation of their business processes.
Intershop has an efficient and experienced development team. In the 2020 fiscal year, the Company
focused on new features and developing additional digital services in addition to the further de-
velopment of a new version of the Intershop platform and the migration of existing Commerce-
as-a-Service customers to the latest version of the Intershop Commerce solution. The Intershop
Progressive Web App (PWA), which combines the benefits of a browser with those of a mobile ap-
plication, was further developed and provided new functions and improvements in several update
releases. Other services that have been developed include the Concardis Service Connector and
the BI DataHub. The Concardis Service Connector gives European customers access to more than
250 payment methods such as PayPal, American Express, AliPay, and many more. The BI Data Hub
provides comprehensive analyses of shop data and is comes with various templates. Furthermore,
the digital customer portal as a further development of B2B online shops created the technical basis
to meet complex customer demands and to collect and export data to develop digital services and
business models.
R&D expenditures (expenses and investments) in the 2020 fiscal year declined by 18% to EUR 5.7
million (2019: EUR 7.0 million). This decline is mainly the result of reducing personnel costs due to
reduced working hours and staff cuts in Research & Development. R&D expenses fell by 17% to EUR
3.8 million (2019: EUR 4.6 million), taking into account the capitalization of software development
costs. This accounts for 11% of the revenue (2019: 14%).
Annual Report 2020 Consolidated Management Report and Group Management Report
12
The 2020 fiscal year
Overall Economy and Industry
According to current figures provided by the International Monetary Fund (IMF) in January 2021, the
global economy contracted by 3.5% in 2020. Therefore, the global recession due to the coronavi-
rus pandemic was much less severe than the IMF projection in October 2020, in which a decline of
4.4% was expected. In the industrialized countries, the combined GDP sank by 4.9%. The economic
output of the emerging and developing countries dropped by 2.4%. The US economy recorded
a decline of 3.4%; in the heavily affected Eurozone, the decline was 7.2%. For Germany, the IMF
expects economic performance to decline by 5.4%.
The global eCommerce market benefited from the restrictive global measures to contain the coro-
navirus pandemic. The experts at eMarketer assume that revenues in the online retail trade in 2020
increased by 27.6% globally to a market volume of USD 4.3 trillion. Given the sales and trade re-
strictions, Germany also experienced very dynamic eCommerce growth. The German Retail Feder-
ation (HDE) currently estimates that the German online retail trade grew by more than 20% in 2020.
The B2B eCommerce market is also developing at a dynamic rate. For the US B2B eCommerce
market alone, Forrester estimated an average annual growth rate of 10% between 2019 and 2023
to a market volume of USD 1.8 trillion, even before the coronavirus pandemic. Since the shift of
B2B sales processes to digital channels seems to have been further accelerated in 2020 due to the
restrictions of the global coronavirus pandemic, Forrester now expects the growth in volume to be
achieved considerably more quickly.
In the IT sector, companies were generally reluctant to make investments in 2020 due to the negative
overall economic development despite the exceptional boom in areas such as video conference
software. According to estimates by the analyst company Gartner, global IT expenses dropped by
5.4% in 2020. Expenses for business software declined by 3.6%; for the IT services area, a decline
of 4.6% was recorded. According to information obtained from the industry association Bitkom, IT
revenues in Germany dropped by 0.6%. The market for software and IT services shrank by 1.0%
and 3.2%, respectively.
Business performance during the 2020 fiscal year
During the reporting period, the Intershop Group’s business development was focused on the
strategic goal of accelerating cloud growth and achieving profitable growth of the entire company
while strictly adhering to cost discipline. The Group’s most important financial key figures (KPIs) are
shown in the overview below.
in EUR thousand
Cloud Order Entry
Net New ARR
Revenue
EBIT
2020
15,776
2,550
33,605
1,044
2019
13,137
1,641
31,620
(6,469)
Change
20%
55%
6%
++
Annual Report 2020 Consolidated Management Report and Group Management Report
13
Intershop with accelerated cloud growth
Intershop’s cloud business developed very positively during the reporting period and the main goal
of the Company for 2020 of continuing to grow in the cloud segment was achieved. Incoming cloud
orders rose by 20% to EUR 15.8 million in the reporting period; of this amount, EUR 11.6 million are
attributable to new customers and EUR 4.2 million to existing customers. Cloud and subscription
revenue rose by 15% to EUR 7.3 million. The ARR (annual recurring revenue) was EUR 9.3 million
at the end of 2020, an increase of 38% compared to the prior year. The share of recurring revenue
in the total revenue increased to 28% (2019: 21%). The net new ARR (new ARR less ARR for can-
cellations and currency translation differences) rose by 55% to EUR 2.6 million. In the past twelve
months, 15 new cloud customers were added, who contributed EUR 2.5 million to the new ARR.
Many existing customers extended or expanded their contracts so that EUR 0.6 million of new ARR
could be achieved. The cloud margin improved from 39% to 40% in the 2020 fiscal year. Overall, the
results were in line with planning. The achieved incoming cloud orders of EUR 15.8 million were 13%
higher than the planned incoming cloud orders of EUR 14.0 million. Cloud and subscription sales
were also expected to increase considerably, which was achieved with growth of 15% compared
to the prior year. Only the Company’s net new ARR was below what was planned. A net new ARR
of EUR 4.3 million was the target, but only EUR 2.6 million could be achieved, which corresponds
to a deviation of 41% compared to the planned figure. However, an increase of 55% was achieved
compared to the prior year.
Cloud business development
Cloud-Umsatz
Cloud Revenue
6,383
+15%
7,332
ARR development
in 2020
in EUR thousand
Cloud-Umsatz in %
vom Gesamtumsatz
Cloud Revenue in %
of total revenue
20%
22%
in EUR thousand
2019
2020
Change
Cloud order entry
13,137
15,776
New ARR
Net New ARR
ARR
2,560
1,641
6,757
3,051
2,550
9,307
20%
19%
55%
38%
ARR December 31, 2019
New ARR new customers
6,757
2,480
New ARR existing customers
571
New ARR total
Churn
Currency changes
Net New ARR
ARR December 31, 2020
3,051
(301)
(200)
2,550
9,307
Annual Report 2020 Consolidated Management Report and Group Management Report
14
Intershop with profitable growth
Sales grew by 6% in the 2020 fiscal year. This growth was generated given a consistently positive
result over all four quarters of 2020 and therefore the annual target of profitable growth was also
achieved.
The impact of the coronavirus pandemic on Intershop was linked to opposing trends. The crisis
during the year led to some delays and project postponements in the service area as a result of the
increased reluctance to make investments. However, this development could be partly compensat-
ed for in the fourth quarter. At the same time and potentially in the long term, the current crisis has
had a favorable impact on digital business models and therefore companies such as Intershop and
their target markets since many market participants are re-evaluating their digital strategies. While
digital pioneers continue to systematically expand their online business, their competitors must
supplement their traditional distribution channels even faster now in order to keep up with the
competition. In times of restricted freedom of movement and resources, digital availability of sales,
services, and products around the clock has become more important than ever. The trend towards
cloud applications will continue as well since it offers major advantages to companies in terms of in-
frastructure, costs, and flexibility.
The positive trend in the Company’s development is underlined by ambitious, successfully completed
customer projects. This includes the new Intershop-based commerce platforms of Alkor, Dynapac,
and Trouw Nutrition which could be implemented within a short period of time to the customers’
satisfaction. Furthermore, considerable synergy effects result from partnerships with other experi-
enced B2B players. For example, in November Intershop was able to announce a new partnership
with Tacton, one of the world’s leading providers of intelligent commerce solutions for manufac-
turers with CPQ offers (configure price quote). The joint solution allows engineering companies to
realize modern and high-performing digital customer portals that meet the expectations to which
their customers are accustomed from the consumer goods sector.
Earnings, financial and asset position
Actual development of key financial figures compared to the original forecast
Business development in 2020 was highly satisfactory as Intershop achieved its forecast revenues
and earnings targets. In the 2019 Annual Report, the Management Board projected a slight increase
in the Group’s revenue with a slight improvement in the gross result and gross margin and a
slightly positive operating result (EBIT) for the 2020 fiscal year. With an increase in revenues by 6%
combined with an increase in the gross result by 42%, an improved gross margin by 12 percentage
points compared to the prior year, and an operating result (EBIT) of EUR 1.0 million, this forecast was
achieved. The development of the Company’s net assets, financial position, and results of operations
are discussed in detail in the sections below.
Annual Report 2020 Consolidated Management Report and Group Management Report
15
Presentation of the earnings
The development of the key earnings figures of the Group is shown in the overview below:
in EUR thousand
Revenues
Cost of revenues
Gross margin
Operating expenses, operating income
EBIT
EBIT margin
EBITDA
EBITDA margin
Earnings after tax
2020
33,605
17,943
47%
14,618
1,044
3%
4,468
13%
793
2019
31,620
20,556
35%
17,533
(6,469)
-20%
(2,323)
-7%
(6,774)
Intershop generated revenues of EUR 33.6 million in the 2020 fiscal year, a 6% increase compared
to the prior year’s revenue of EUR 31.6 million. At EUR 9.3 million in the fourth quarter of 2020, the
Company generated the highest revenues in three years (Q4/2017). During the reporting period,
revenues for the core segment software and cloud rose by 14% to EUR 19.5 million. Within this
segment, the realized cloud and subscription revenue increased by 15% to EUR 7.3 million.
Incoming cloud orders (new and existing customers) for 2020 totaled EUR 15.8 million, which
constitutes an increase of 20% (2019: EUR 13.1 million). The cloud ARR (annual recurring revenue)
increased by 38% to EUR 9.3 million in the reporting period compared to the prior year (2019: EUR
6.8 million). The new ARR (new annual recurring revenue) amounted to EUR 3.1 million (2019: EUR
2.6 million). The net new ARR increased from EUR 1.6 million to EUR 2.6 million. The share of cloud
revenue increased to 22% in the reporting period (2019: 20%).
License revenues experienced significant growth compared to the prior year by 57% to reach EUR
4.2 million. Both new and existing customers chose the Intershop license model particularly due to
the increased digital trade as a result of the coronavirus pandemic. Totaling EUR 8.0 million, mainte-
nance revenues remained almost at the prior year’s level (2019: EUR 8.1 million). Service revenues
declined by 3% to EUR 14.1 million during the 2020 fiscal year (2019: EUR 14.5 million). After project
delays and postponements due to the coronavirus pandemic resulted in a sharp decline in revenues
in the service segment, particularly in the second and third quarter, this development could be com-
pensated for at least in part in the fourth quarter. The share of software and cloud sales in total sales
increased by four percentage points to 58% (2019: 54%).
Annual Report 2020 Consolidated Management Report and Group Management Report
16
The following overview shows the development of revenues:
in EUR thousand
Software and Cloud Revenues
Licenses and Maintenance
Licenses
Maintenance
Cloud and Subscription
Service Revenues
Revenues total
2020
19,468
12,136
4,152
7,984
7,332
14,137
33,605
2019
Change
17,072
10,689
2,638
8,051
6,383
14,548
31,620
14%
14%
57%
-1%
15%
-3%
6%
In the 2020 fiscal year, Intershop experienced double-digit growth on the European market,
the Group’s key region. Revenue in that region increased by 15% from EUR 20.7 million in the
prior-year period to EUR 23.8 million. Software and cloud sales increased by 22% and service
revenues by 5%. The share of European customers in total revenue rose by six percentage points
to 71% (2019: 65%). However, revenues in the other regions of Intershop declined. In the U.S.,
revenues fell by 14% to EUR 5.4 million (2019: EUR 6.2 million). This can mainly be attributed to
project postponements in the service segment due to the pandemic (-31% to EUR 2.5 million).
The software and cloud sales generated in the U.S. amounted to EUR 2.9 million after EUR 2.7
million in the prior year. Thus, the share in the total revenue decreased to 16% (2019: 20%). In the
Asia-Pacific region, Intershop recorded revenue of EUR 4.4 million (2019: EUR 4.6 million). While
software and cloud revenues decreased (-19% to EUR 2.1 million), service revenues increased (+11%
to EUR 2.3 million). The share in the total revenue declined to 13% (2019: 15%).
In the 2020 fiscal year, Intershop’s gross profit increased by 42% to EUR 15.7 million (2019: EUR
11.1 million). The gross margin increased significantly by twelve percentage points to 47% (2019:
35%). This increase is the result of a slightly improved software and cloud margin as well as a sub-
stantial increase in the service margin. The operating expenses and income fell as a result of the
cost reduction program conducted towards the end of 2019 and the measures initiated to contain
the effects of the coronavirus crisis, such as a hiring freeze, reduced working hours, and reducing
expenses for third-party services, by 17% to EUR 14.6 million. Research and development costs
decreased by 17% to EUR 3.8 million. Marketing and sales costs also fell by 12% to EUR 7.7 million.
Furthermore, administrative expenses fell by 8% to EUR 3.1 million. After the deduction of all line
items, total costs (cost of revenues and operating expenses/income) amounted to EUR 32.6 million
and therefore 15% below the figure of the prior year.
Overall, the operating result (EBIT) for the past fiscal year improved considerably to EUR 1.0 million
(2019: EUR -6.5 million). Intershop generated a positive operating result in all quarters of the 2020
fiscal year. The EBIT margin was 3% (2019: -20%). Depreciation and amortization decreased from
EUR 4.1 million to EUR 3.4 million. The operating result before depreciation and amortization
(EBITDA) improved to EUR 4.5 million (2019: EUR -2.3 million) and the EBITDA margin to 13% (2019:
-7%). The financial result was EUR -0.1 million (2019: EUR -0.2 million). Income tax amounted to
EUR 0.1 million as in the prior year. The earnings after tax were EUR 0.8 million (2019: EUR -6.8
million), which corresponds to earnings per share of EUR 0.06 (2019: EUR -0.50).
Annual Report 2020 Consolidated Management Report and Group Management Report
17
Revenues of INTERSHOP Communications AG as an individual entity reported under com-
mercial law increased in the 2020 fiscal year by 12% to EUR 25.7 million (2019: EUR 23.0 million).
The growth is the result of the increase in cloud revenues by 44% to EUR 4.4 million (2019: EUR 3.1
million) and higher license revenues (2020: EUR 3.9 million, 2019: EUR 2.3 million). Totaling EUR 6.9
million, maintenance revenues stayed at the prior year level. Service revenues decreased slightly by
2% to EUR 10.5 million (2019: EUR 10.7 million).
The net income for INTERSHOP Communications AG as an individual entity under commer-
cial law was EUR 0.6 million in the 2020 fiscal year after a net loss for the year of EUR 11.7 million in
the prior year. The main reasons were the increase in overall performance (revenues and inventory
changes) as well as reduced costs. In the prior year, special effects such as write-downs on financial
assets were also included. Personnel expenses fell by EUR 2.9 million to EUR 15.2 million due to
fewer employees and reduced working hours; in addition, restructuring costs of EUR 0.7 million were
included in the prior year. Depreciation and amortization fell from EUR 2.4 million to EUR 1.8 million,
particularly due to the decline in amortization/depreciation on internally-developed software. Other
operating expenses decreased by 23% to EUR 8.2 million due to various one-time circumstances.
Material expenses increased from EUR 2.4 million in the prior year to EUR 2.9 million, mainly due
to the increase in expenses for purchased services. Other capitalized own work, which includes the
capitalization of software development costs, decreased from EUR 2.1 million to EUR 1.7 million.
Other operating income increased from EUR 0.4 million to EUR 0.7 million due to higher reversal of
provisions as well as income from incoming payments relating to receivables from group financing
depreciated in the prior year. Other interest income of EUR 0.1 million resulted mainly from affiliated
companies. An overall net profit of EUR 0 was disclosed (2019: net loss of EUR 27.6 million) as the
net income of EUR 0.1 million, which exceeded the remaining loss carried forward, was allocated to
the retained earnings in accordance with Sec. 22 (3) of the Intershop Articles of Association.
Presentation of the Net Assets and Financials Positions
As of December 31, 2020, the balance sheet total of the Intershop Group amounted to EUR 29.4
million (December 31, 2019: EUR 27.6 million). This represents an increase of 6% compared to the
same date of the previous year.
On the assets side, non-current assets decreased slightly to EUR 12.8 million due to the lower capi-
talized rights of use (December 31, 2019: EUR 13.0 million). Current assets increased by 13% to EUR
16.5 million compared to the end of December 2019. This was due to the increase in cash and cash
equivalents (+50% to EUR 11.6 million) as a result of the option bond issued in the third quarter
2020 and a significantly improved result in the completed fiscal year. On the other hand, trade
receivables declined by 29% to EUR 3.9 million.
On the liabilities side, shareholders’ equity increased by 5% to EUR 16.5 million. In this regard,
the simplified capital decrease at a ratio of 3:1 resolved at the extraordinary general meeting on
December 20, 2019, which became legally effective upon registration in the Commercial Register on
February 4, 2020, resulted in losses and other impairment losses being compensated. As a result of
this simplified capital decrease, the subscribed capital was reduced (December 31, 2020: EUR 14.2
million; December 31, 2019: EUR 42.6 million) and the items capital reserve and other reserves were
adjusted. Non-current liabilities increased to EUR 3.8 million as a result of the option bond issued in
Annual Report 2020 Consolidated Management Report and Group Management Report
18
July 2020 in a nominal amount of EUR 3.1 million as well as due to higher long-term lease liabilities
(December 31, 2019: EUR 0.5 million). The option bond has a term of five years and bears interest of
3% p.a. The holders of the corresponding warrants are entitled to subscribe to a total of 1,419,178
Intershop shares at an option price per share of EUR 2.19. Current liabilities fell from EUR 11.4
million to EUR 9.0 million compared to the end of December 2019. The decline is mainly the result
of lower current lease liabilities (-75% to EUR 0.4 million) as well as lower deferred revenue (-19% to
EUR 2.7 million). The equity ratio was 56% at the end of the year (December 31, 2019: 57%). Overall,
Intershop’s financial position and results of operations are solid.
Group Balance Key Figures
December 31, 2020
Assets
Liabilities
Intangible assets
10.4
Cash and
cash equivalents
Other Assets
16.5
Shareholders' euqity
1.5
3.0
8.4
Liabilities to banks
Warrant bond
Other Liabilities
29.4
Equity ratio: 56%
11.6
7.4
29.4
in EUR million
The cash flow from operating activities improved significantly during the reporting period to EUR 4.7
million after EUR -1.8 million in the prior-year period. This is mainly due to the improved result for
the year and the reduction of trade receivables. The cash outflow from investing activities declined
to EUR 2.2 million, which corresponds to 35% less than in the prior-year period with a cash outflow
of EUR 3.4 million. In the prior year, a one-off cash outflow to restricted cash in the amount of EUR
0.6 million was included. The cash inflow from financing activities in the reporting period totaled EUR
1.3 million; incoming payments from issuing the option bond were at EUR 3.1 million, while outgoing
payments for lease liabilities amounted to EUR 1.7 million. In the prior-year period, cash inflow was
EUR 5.5 million mainly due to two capital increases. Overall, cash and cash equivalents increased
in 2020 by 50% to EUR 11.6 million as of the balance sheet date after EUR 7.7 million at the end of
2019.
The total assets of INTERSHOP Communications AG as an individual entity in the financial state-
ments under commercial law increased by 11% from EUR 24.6 million to EUR 27.3 million. On the
assets side, fixed assets increased from EUR 11.1 million to EUR 11.5 million, mainly due to an
increase in the book value of internally developed software (2020: EUR 5.9 million, 2019: EUR 5.4
million). Current assets rose by EUR 2.5 million to EUR 15.0 million. This can be attributed to an
increase in unfinished services (EUR +0.6 million) as well as an increase in cash and cash equiva-
lents (EUR +4.1 million). Cash and cash equivalents increased due to the cash inflow from issuing an
option bond and from operating activities. However, trade receivables and receivables from affiliat-
ed companies decreased by EUR 1.5 million and EUR 0.8 million, respectively. On the liabilities side,
shareholders’ equity increased by 5% to EUR 15.8 million. The subscribed capital decreased from
Annual Report 2020 Consolidated Management Report and Group Management Report
19
EUR 42.6 million to EUR 14.2 million as a result of the simplified capital decrease at a ratio of 3:1.
The net loss from the prior years was almost counterbalanced with the revenues from the simplified
capital decrease. With the counterbalance from the capital decrease, the net income for the year,
and the allocation of EUR 0.1 million to the other revenue reserves, the net profit as at December
31, 2020 was EUR 0 (2019: net loss of EUR 27.6 million). Provisions decreased from EUR 2.5 million
to EUR 2.3 million. Liabilities increased from EUR 4.6 million to EUR 6.9 million. This is mainly due to
issuing an option bond of EUR 3.1 million. Deferred income remained unchanged at EUR 2.4 million.
Employees
As of December 31, 2020, Intershop had a total of 299 employees worldwide (prior year: EUR 314
employees).
The following overview shows the development of employee figures during the fiscal year:
Employees by department*
Dec. 31, 2020
Dec. 31, 2019
Technical Departments
(Service Functions and Research Development)
Sales and marketing
General administration
* based on full time staff, including students and trainees
227
40
32
299
243
39
32
314
At the balance sheet date, the number of employees in the European branch offices was 253 and
thus accounted for 85% of the total work force (2019: 261 employees and 83% of the total work
force). The U.S. subsidiary with 18 employees accounted for around 6% of the work force (2019: 19
employees and 6% of the total work force). The number of employees in the Asia-Pacific region fell
from 34 to 28 employees or 9% of the total work force (2019: 11%).
AG as a single entity had 251 employees at the balance sheet date (December 31, 2019: 259
employees).
Management Board and Supervisory Board
No personnel-related changes occurred in the committees of INTERSHOP Communications AG
during the 2020 fiscal year.
Annual Report 2020 Consolidated Management Report and Group Management Report
20
Remuneration report
Remuneration of the Management Board
The compensation of the Management Board comprises fixed and variable components. The fixed
components comprise the fixed salary and additional benefits such as the non-cash benefit resulting
from the use of a company car and are paid monthly. The variable, annual remuneration is based
on various annual and multi-annual quantitative targets, the assessment of which is based on the
degree of achievement of the target. Approximately 1/3 of the total remuneration is variable. Of the
variable remuneration, 55% of the remuneration depends on the achievement of long-term objec-
tives and 45% on the achievement of short-term objectives. The EBIT, revenue, the share price Cloud
order entry and Net New ARR form the assessment basis for the quantitative objectives.
Total remuneration paid to the Management Board for its activities in the 2020 fiscal year amounted
to EUR 546 thousand (2019: EUR 485 thousand), of which EUR 485 thousand (2019: EUR 485
thousand) relate to fixed compensation and EUR 61 thousand (2019: EUR 0 thousand) to variable
components. The fixed remuneration components include EUR 460 thousand for the fixed salary
component and EUR 25 thousand for additional benefits (2019: EUR 460 thousand for fixed salary
and EUR 25 thousand for additional benefits). The Chairman of the Board Dr. Jochen Wiechen waived
his claims to variable remuneration for the 2020 fiscal year.
The remuneration of the Management Board members is as follows:
in EUR thousand
Dr. Jochen Wiechen
Markus Klahn
Fixed
Remuneration
Variable
Remuneration
Total
Remuneration
2020
2019
2020
2019
2020
2019
265
220
485
265
220
485
33*
28
61
0
0
0
298*
248
546
265
220
485
* Dr. Jochen Wiechen waived his variable remuneration for 2020.
Stock options were not granted to the members of the Management Board. Membership on
the Management Board ends in the event of the Company’s reorganization (merger, split-up, or
change in legal form). By way of compensation, the Management Board member then receives a
severance payment amounting to twelve months’ salary; if the remaining term of the Management
Board member’s contract is less than one year, the severance payment is reduced accordingly. In
the event of a premature termination of Management Board duties, particularly if this is not for
good cause, severance payments will not exceed the value of 24 monthly salaries and will not be
granted for longer than the remaining term of the contract. The members of the Management
Board agreed to a non-compete agreement, which stipulates that the Company is to pay compensa-
tion for one year. The compensation includes 75% of the last remuneration received, excluding ad-
ditional benefits. The compensation is not paid if Intershop foregoes the non-compete agreement
within a specified period. In the event of illness, the Management Board agreements include an en-
titlement to continued payment of the fixed basic salary for a period of six months up to a maximum
period until the end of the contract duration. In the event of the death of a member of the Manage-
ment Board, the surviving dependents are entitled to the monthly fixed basic salary for the month
Annual Report 2020
Consolidated Management Report and Group Management Report
21
in which the death occurs, as well as for the following six months. No member of the Management
Board has been promised further benefits in the event of the termination of his employment with
the Company. No loans or similar benefits were granted to members of the Management Board. No
member of the Management Board received any benefits from third parties during the fiscal year
that were promised or granted because of his position as a member of the Management Board.
Remuneration of the Supervisory Board
The remuneration of the Supervisory Board comprises fixed and variable components. The fixed
remuneration is comprised of an annual fixed remuneration of EUR 12,500, as well as an attend-
ance allowance of EUR 2,500 per meeting or EUR 500 if a telephone conference is held in place of a
meeting. In addition, the members of the Supervisory Board receive a performance-related remu-
neration, as long as the result of the operating activities (EBIT) reported in the approved consolidat-
ed financial statements of the Company for the fiscal year concerned was positive and the estab-
lished quantitative goals were reached: EUR 5,000 are granted, respectively if a) the EBIT of the prior
year is achieved, b) the EBIT increased by more than 10% compared to the prior year, c) the EBIT
increased by more than 20% compared to the prior year, and d) there was an increase in revenue
of more than 20% compared to the prior year. The chairman of the Supervisory Board receives
twice the amount of the fixed and variable remuneration. Supervisory Board members who belong
to the Supervisory Board for only part of the fiscal year receive remuneration proportionate to the
duration of their position. Expenses incurred by the members of Supervisory Board in the perfor-
mance of their duties are reimbursed by the Company.
In the 2020 fiscal year, Supervisory Board members were entitled to remuneration totaling EUR
228 thousand (2019: EUR 154 thousand), of which EUR 168 thousand (2019: EUR 154 thousand)
accounted for fixed remuneration and EUR 60 thousand (2019: EUR 0) for the performance-related
variable portion. The fixed remuneration consists of EUR 50 thousand (2019: EUR 50 thousand) in
fixed remuneration and EUR 118 thousand (2019: EUR 104 thousand) for meetings.
The remuneration of the Supervisory Board members is as follows:
in EUR thousand
Christian Oecking
Ulrich Prädel
Univ.-Prof. Dr. Louis Velthuis
Fixed
Remuneration
Variable
Remuneration
Total
Remuneration
2020
2019
2020
2019
2020
2019
84
42
42
168
77
38.5
38.5
154
30
15
15
60
0
0
0
0
114
57
57
228
77
38.5
38.5
154
Annual Report 2020
Consolidated Management Report and Group Management Report
22
Report on opportunities and risks
Risk management system
Intershop operates in a dynamic market characterized by continuous changes and a wide range
of associated business environment risks, which makes it harder to plan and results in deviations
from the forecasts. At the same time, the Company faces risks arising from operating policies, the
Company’s structure, and the organization of internal processes that could endanger the Company’s
goals. Intershop is committed to the goal of protecting the property of its stockholders and safe-
guarding its continued existence as the basis of its business activity. The Management Board has
formally adopted a risk policy designed to promptly identify unknown risks (early warning function)
and to manage risks. This policy describes and defines the methods and processes used in risk
management throughout the Company. Intershop is supported by specialized external advisors in
the further development of the risk management system. A risk manual describing the risk man-
agement system was created, which is reviewed and updated on a regular basis. Risks are defined
as possible deviations from planned targets and include both positive deviations (opportunities)
and negative deviations (threats). The risk management system focuses on potentially particular-
ly serious negative deviations that could impact the Company’s development and sharply reduce
equity and cash position. The Management Board has appointed a Risk Manager who provides
quarterly information about the Company’s risk situation. Above and beyond this, risk management
organization is decentralized. The divisional managers in the individual business areas are respon-
sible for identifying and mitigating the risks in their divisions. In the case of significant risks and
risks that pose a particular threat to the Company’s continued existence, the divisional managers
are required to provide the Management Board with immediate and detailed information. Flat hi-
erarchies, short communication channels, and a culture of open communication also ensure that
important risk information reaches the Management Board without delay. The Management Board
informs the Supervisory Board at least once a quarter, but usually more often, about important de-
velopments at the Company.
The operational risk management process encompasses risk identification, risk assessment, risk
aggregation, and risk mitigation. Strategic, operating and financial risks are assessed. To identify
risks, the environment and the defined risk fields and risks within it are continuously monitored
by risk owners (usually the Intershop divisional managers), to which clearly defined business areas
and all possible risks arising from those areas are assigned at an operational level. In addition, a
risk inventory is completed once a year (with quarterly updates), in which the relevance score and
risk owners are determined, previously identified risks are reviewed and new risks are identified.
In financial control, a deviation analysis is performed so as to identify deviations from targets. This
involves the use of the financial accounting and controlling software from SAP and the consolidation
and controlling software from LucaNet. As part of risk identification, the effect of operational and
financial risks on the current financial year are quantified as best as possible (extent of damage and
probability of occurrence) and assigned a relevance class. The effect of strategic risks over three
years is taken into account and the risk is assigned a relevance class.
Annual Report 2020 Consolidated Management Report and Group Management Report
23
The identified risks are categorized as follows:
Categorization of the extent of damage:
Economic shareholders’ equity
< 2.5%
not material
< 7.5%
minor
< 25%
high
< 100%
critical
> 100%
existential
Relevance class 1
Relevance class 2
Relevance class 3
Relevance class 4
Relevance class 5
Categorization of the probability of occurrence:
≤ 5%
≤ 25%
highly unlikely
unlikely
≤ 50%
possible
≤ 95%
likely
> 95%
very likely
The consolidated management report focuses on significant risks and rewards. The economic share-
holders’ equity comprised shareholders’ equity less goodwill. Intershop’s total risk exposure is deter-
mined by aggregating the risks (Monte-Carlo-Simulation). In order to do this, the software Strategie
Navigator is used. Intershop applies risk mitigation measures that, depending on the point in time
involved, reduce the probability of occurrence or lessen the impact.
As part of its risk inventories in all departments of the Company, Intershop has identified all risks
that could influence the Company’s development. All Intershop products are offered in all segment
regions and are therefore subject to the same kinds of risks. In addition to specific individual risks
and opportunities, Intershop’s risk management also takes general risks (such as sales and cost fluc-
tuations) into account that may have adverse (risks) or positive (rewards) effects on the earnings and
financial position.
Strategic risks
Intershop is one of the leading providers of innovative and comprehensive solutions for omni-chan-
nel commerce in a highly dynamic market. Intershop’s primary strategic objective is to turn the
Company from an exclusive technology provider into an integrated provider of omni-channel
commerce solutions. The ongoing transition from a license provider to a provider of Commerce-as-
a-Service via the cloud goes hand in hand with the “cloud first” strategy.
Intershop’s target market is undergoing constant change due to factors such as technological
progress, changes in the companies’ IT landscape, consolidation of provider landscape associat-
ed with new competitors or new strategies and behavior patterns of the players in eCommerce. In
principle, there is a risk that Intershop offers products and services that do not reflect the needs
of customers or market expectations. If the Company is not successful in monitoring the target
markets adequately, sizing up the competition and providing new innovative product and solu-
tion-oriented strategies, this could lead to a negative sales trend because customers will turn to the
competition, making it more difficult to acquire new customers. Intershop counters this risk through
continuous market monitoring, optimization of win-loss analyses and analysis of customer require-
ments together with customers, partners, and market analysts. Therefore, customer and partner
Annual Report 2020
Consolidated Management Report and Group Management Report
24
feedback is regularly incorporated in the new product versions. In addition, discussions are held
with industry analysts such as Forrester. In May 2020, the Forrester Wave study ranked Intershop,
with its B2B platform, in the “Strong Performer” category. Intershop estimates that these risks could
have a strong to critical impact; however no or only weak indicators of occurrence can currently be
identified.
There is a general risk that the Intershop software is partially or entirely displaced by new technolo-
gies. Depending on the degree and pace of the change, this can lead to Intershop no longer being
able to sell its current products and services and having to replace all or some of them. Intershop
regards this risk as high. However, there is currently no identifiable development that challenges
eCommerce or today’s products. The risk is also mitigated approach including the transfer of tech-
nologies identified as relevant to the product portfolio, short product release cycles, rapid software
development, as well as regular market and competition observations. The Company also reacts
to short-term trends with its own developments or cooperations with technology partners and to
long-term trends via the control process in standard product development.
The popularity of the brand is a paramount factor for the distribution of the Intershop products.
There is a risk that a decline in brand popularity results in potential customers not being aware of
Intershop as a solution partner and the acquisition of new partners and employees is made more
difficult. If the Company is not able to increase the visibility of the Intershop brand this might result
in a decline in revenues. Intershop regards this risk as high. This risk is mitigated by way of various
measures to increase brand popularity, which is an integral part of the marketing strategy. For
example, the Company intends to expand its online marketing measures and customer reference
marketing campaigns and establish and strengthen employer branding. The positive business de-
velopment in 2020 also supports these measures.
The risk generally exists that technical concepts of Intershop products are accessed by unauthorized
third parties or competitors. The outflow of information may enable competitors to offer competing
products or to alienate customers. Furthermore, new competitors can appear on the market and
poach existing or potential new customers. Intershop estimates that these risks could have a minor
impact that is minimized by technical and organizational measures, as well as market and compet-
itor monitoring.
The performance and expertise of the employees and management personnel are key to the
Company’s success. There is also the risk, especially with employees in key positions, that if
employees switch to a competitor, the specific knowledge of the employee will be used there. Fur-
thermore, it is generally more difficult to replace these employees. The loss of key personnel could
have a negative impact on Intershop’s competitiveness and economic development and result in
additional replacement costs. Intershop considers the key position risk to be minor. These risks are
counteracted using a state-of-the-art personnel management system with individual measures for
personnel development together with an open company culture and flat hierarchies.
Annual Report 2020 Consolidated Management Report and Group Management Report
25
Operational risks
Business processes at Intershop are based on information technologies. This means that there is a
typical inherent risk of data loss. The loss of sensitive data could lead to competitive disadvantages
or a weaker market position. Intershop regards this risk as minor. The risk is mitigated with infor-
mation security measures, data backup and recovery procedures as well as security policies and
security processes that are continuously further developed, which is why its occurrence is consid-
ered to be very unlikely.
The complexity of the eCommerce processes leads to various mutual dependencies. There is the
risk of the process chain or parts thereof failing which leads to a loss of revenue for customers.
For Intershop, this can lead to a loss in sales, claims for damages, high legal fees, and additional
expenses to eliminate the process error. The risk is regarded as minor but it occurrence is likely. This
is monitored by detailed process documentation and specifications, insurance policies, limitation of
liability in contracts, specific training courses, as well as automation.
With regard to the Intershop software, there is the risk of product defects, which is typical of software.
Due to development flaws, a product might be defective and, especially in terms of product safety,
might not meet the requirements of the customer or market. Product defects could lead to potential
or actual impairment of operations for customers or in cloud services. For Intershop, this could
result in claims for damages, costs for possible legal disputes, and additional costs for rectifying
defects. A decline in revenue may also occur, particularly due to a loss of customers. Intershop
considers this to be an appreciable risk that might occur. However, an extensive quality assurance
process with a designated security code officer, comprehensive security tests by external providers,
and a documented escalation process minimize the risk of occurrence.
The coronavirus pandemic is affecting the Intershop business segments to varying degrees. The
service area and the American subsidiary Intershop Communications Inc. are particularly affected.
While the effects in the service area could largely be compensated so far, there is a sales and project
risk at Intershop Communications Inc. as customer orders in their sales area may be postponed or
not be placed at all. This can lead to a decline in revenues, and planned sales and earnings targets
may not be achieved. The risk is regarded as a potential appreciable risk. The Company is attempting
to counter this with a coronavirus measure catalog, including an order to work from home in order
to protect the employees. The Company also assumes that the crisis is benefiting digital business
models, which will have a positive effect on Intershop Communications Inc. in the coming year.
Financial risks
Third parties could accuse Intershop of infringement of intellectual property rights, such as patents
or copyrights, and claim compensation for damages or also attempt to restrict the sale of Intershop
software. This especially applies to the countries, in which software process patents exist. The risk is
regarded as a potentially minor risk. In order to minimize the risk, Intershop verifies compliance of
the licensing terms of third parties in the development process and in the use.
Annual Report 2020 Consolidated Management Report and Group Management Report
26
A large portion of revenues is generated from consulting services, which are primarily provided
in the context of projects. In this regard, customer loyalty is a very important factor. To be able to
ensure customer loyalty, it is important to provide the quality the customer demands for projects,
while at the same time keeping an eye on the costs and time. If this is not successful, this affects the
Company’s reputation and results in higher project costs. Future contracts may be lost, projects may
be canceled prematurely, or the profit margin on projects permanently reduced. Intershop regards
this risk as minor. In order to respond to this risk, personnel planning software and project analysis
tools are used, and regular reports and project meetings document the current status of projects,
and, if necessary and useful, employees in the development segment provide support. Furthermore,
projects and customer satisfaction are monitored on an ongoing basis. The risk occurring is consid-
ered possible.
At the balance sheet date, Intershop has a good liquidity position, with liquidity of EUR 11.6 million.
Three bank loans totaling EUR 1.5 million and warrant bond EUR 3.1 million did not result in an
interest risk at the balance sheet date since the interest rates for the loans are fixed over the term
of the loan. The liquidity risk as a result of the repayment of the financial liabilities is regarded as
minor since repayments have been fixed at annual or monthly installments over a fixed term. In
addition, the Company has the option to make annual additional payments on one of the loans
without incurring a early repayment penalty. The loan agreement includes provisions which enable
the banks to modify the terms and conditions or demand repayment of the loan under certain
circumstances. This loan agreement expires in mid-2021 with the last repayment. For another
loan that was paid out to Intershop Communications Inc. as part of the U.S. coronavirus relief, the
Company can be released from repayment in part or in full if certain application conditions are met.
The option bond is due for repayment at the end of the term in July 2025 or upon exercising the
warrants. The terms for the option bond include an option of ordinary termination of two years (up
to July 2022). Its activities abroad are exposed to the currency risk since revenues are generated
in U.S. and Australian dollars. Measures to hedge currency risks are taken on a case-by-case basis.
There is also a default risk. In order to at least minimize the risk of default, Intershop regularly
performs credit checks of customers. In case of larger contracts, this risk is also minimized by agree-
ments on advance payments or partial payments based on the percentage of completion of the
contract. Here, reference is also made to the consolidated financial statements, section “Informa-
tion on financial instruments”. These risks are regarded as insignificant but their occurrence is likely.
Intershop is a defendant in various legal proceedings arising from the normal course of business.
The Management Board does not currently expect that the Company will incur any major financial
obligations resulting from current litigation beyond the litigation stated in the consolidated financial
statements. These risks are also secured by way of insurance policies and provisions as a preventa-
tive measure. Reference is made to the consolidated financial statements, section “Litigation/con-
tingent liabilities”.
Annual Report 2020 Consolidated Management Report and Group Management Report
27
Opportunities
Intershop is in a very dynamic and fast-growing market environment for high-performing digital
commerce platforms with an increasing concentration of businesses. On this market, new opportu-
nities can present themselves at any time. A major driver of the sustained growth of the Company
is to identify those opportunities and take advantage of them without incurring unnecessary risks.
Hence, at Intershop the opportunity and risk management are closely interlinked. The rewards man-
agement is part of the strategic planning process at Intershop; here, internal and external potentials
that might positively affect the further development and value added for Intershop are evaluated
on a regular basis. The following opportunities shall be highlighted: Intershop considers the existing
partnership with Microsoft to be a strong strategic opportunity. The cooperation gives Intershop
better visibility on the market, which can lead to higher sales in the medium and long term. Fur-
thermore, Intershop sees the strong strategic opportunity to achieve additional growth potential
from M&A options in the course of market consolidation and adjustment to the market dynamics.
There is also the strong but unlikely possibility that unforeseen, extraordinary income is generated
from audits conducted by Intershop or the trend towards increased digitization if customers violate
license terms or make greater use of Intershop products and services.
Overall risk position
The overall risk position refers to the sum total of all the individual risks to which Intershop is
exposed. There are no apparent risks endangering the Company’s continuation. The overall risk
position has improved compared to the previous year.
Annual Report 2020 Consolidated Management Report and Group Management Report
28
Description of the key characteristics of the internal control and
risk management system with regard to the consolidated financial
reporting process
Intershop’s internal control system includes the policies, procedures, and measures introduced by
the Management Board to enable the organizational implementation of its decisions so as to ensure
the effectiveness, cost-effectiveness, and propriety of financial reporting as well as adherence to the
applicable legal provisions. The Intershop Group is divided according to Management Board areas,
whose various departments report to the Management Board member responsible in each case.
The departments are divided into a number of cost and profit centers, each with its own department
head. The department heads are accountable either for revenue and costs or just for costs.
The business ordering and approval processes, including authorizations and threshold values, are
set out in the authorization directive (“Global Authorization Policy”) introduced by the Manage-
ment Board, which is reviewed and, when necessary, updated on a regular basis. The authorization
directive includes three fields of regulation: the procurement of goods and services, offers to and
agreements with customers, as well as personnel matters. Defined processes must be adhered
to before actions are carried out. If, for example, goods are ordered or services are requested, or
if existing contracts are amended or canceled, authorizations in the form of signatures must be
obtained. The extent of the authorizations required depends on the type of contract involved and
the volume of the order. Information on finances and the impact on the balance sheet, as well as on
the budget must be provided, and alternatives (e.g., offers from other suppliers or service providers)
must be explained. No orders or commissions may be placed until the relevant departments, de-
partment heads, and/or Management Board members have given their approval as required by
the policy. In addition to the authorization directive, Intershop has additional guidelines for various
areas, such as travel cost guidelines, cell phone guidelines, notebook guidelines and company car
guidelines. These are also reviewed and adjusted accordingly on a regular basis. Management Board
meetings, which take place at least once a week, discuss and monitor topics such as third-party com-
missions, among other things.
Accounting processes are entered in the respective individual financial statements for the subsid-
iaries in the Group’s central SAP system. The consolidation and preparation of Intershop’s con-
solidated financial statements is done centrally using the LucaNet consolidation software, on the
basis of the individual financial statements entered in SAP. The Group’s accounting policies take into
account the requirements of the IFRSs, HGB (German Commercial Code), AktG (German Stock Cor-
poration Act), and the German principles of proper accounting. When preparing the consolidated
financial statements, internal controls are carried out in compliance with the dual control system to
ensure the reliability of the single-entity financial statements used as a basis and of the consolidated
financial statements. The Group’s controlling will prepare a detailed analysis every month to show
the development of the Group, the single entities, as well as the cost and profit centers. Impairment
testing of cash generating units is performed centrally at Group level to ensure the use of uniform
evaluation criteria. The preparation and compilation of the data used to prepare the notes to the
financial statements and the management report is also performed by the Group’s controlling at
Group level, and these are checked by the Finance department.
Annual Report 2020 Consolidated Management Report and Group Management Report
29
Disclosures in Accordance with Section 289a (1) HGB and
Section 315a (1) HGB Plus Explanatory Report as per sec.
176 para. 1 s. 1 AktG
On the balance sheet date, the Company’s subscribed capital amounted to EUR 14,194,164,
composed of 14,194,164 no-par value bearer shares. Each share has a notional value of EUR 1.
There are no restrictions affecting the voting rights or transferability of the shares.
At the balance sheet date, Shareholder Value Beteiligungen AG holds 18.39% and Shareholder
Value Management AG 15.44% in the Company’s capital stock. In total, both companies together
hold 33.83% of the voting rights (balanced voting rights behavior) in accordance with Sec. 33 et seq.
WpHG.
INTERSHOP Communications AG has not been informed of any other direct or indirect share capital
holdings that exceed 10% of the voting rights as of the balance sheet date. There are no shares
with special rights conveying powers of control, especially rights of appointment to the Superviso-
ry Board. Also, there are no employee stock option plans, meaning that employees do not have an
interest in the capital without being able to exercise their control rights directly at the same time.
The appointment and dismissal of the Management Board is governed by sections 84 and 85 of the
German Stock Corporation Act (AktG) and Article 6 of the Articles of Association of the Company.
According to the Articles of Association, the Management Board consists of one or more persons.
The number of members of the Management Board is determined by the Supervisory Board.
Amendments to the Articles of Association are made in accordance with section 179 and following
of the AktG and Article 28 of the Articles of Association. Under the terms of the latter, the Super-
visory Board has the power to resolve changes to the Articles of Association that affect only their
wording and also, in particular, changes to the provisions governing the share capital corresponding
to the respective amounts of capital increases from conditional capital and authorized capital, and
of capital reductions resulting from the retirement of shares.
For information on the powers of the Management Board relating to the issuance of shares, please
refer to the section entitled “Equity” in the notes to the consolidated financial statements, and to the
notes to the financial statements of INTERSHOP Communications AG. The Company has not entered
into any significant binding agreements that are conditional on a change in control as a result of a
takeover bid. In addition, the Company has not entered into any binding compensation agreements
with the members of the Management Board or with employees in the event of a takeover bid.
Annual Report 2020 Consolidated Management Report and Group Management Report
30
Corporate Governance Declaration in Accordance with Section
289f of the HGB or, respectively, sec. 315d HGB
On December 10, 2020, the Management Board and Supervisory Board issued a Corporate Govern-
ance Declaration in accordance with section 289f and 315d of the HGB have made it publicly acces-
sible on the Company’s website at http://www.intershop.com/en/corporate-governance-declaration.
Dependent Company Report
As a purely precautionary measure, pursuant to section 312 of the German Stock Corporation
Act (AktG), the Management Board of INTERSHOP Communications Aktiengesellschaft prepared a
report for fiscal year 2020 on the relationships with affiliated companies. This report also describes
the relationships with Shareholder Value Management AG and Shareholder Value Beteiligungen AG.
Shareholder Value Management AG and Shareholder Value Beteiligungen AG held 60.69% of the
votes present at the Annual Stockholders’ Meeting on May 20, 2020 and held a majority of the votes.
As a precautionary measure, the Management Board therefore assumes that there is currently a
dependency relationship with these companies. However, the Management Board is aware that
this assessment depends on uncertainties, in particular the prognosis for future majorities at stock-
holders’ meetings, which cannot be reliably predicted. The dependency report was issued as a pre-
cautionary measure. It contains the following final statement: “With respect to the legal transac-
tions outlined in the report on relationships with affiliated companies, INTERSHOP Communications
Aktiengesellschaft received commensurate consideration for each legal transaction based on the cir-
cumstances that were known to us at the time the legal transactions or measures were undertaken,
and has not been disadvantaged by the taking or omission of measures.”
Report on Expected Developments
Environment
According to the latest forecast of the IMF in January 2021, the global economy is expected to recover
considerably this year and experience growth of 5.5%. This development is driven by massive gov-
ernment assistance measures and the increasing availability of several vaccines. In the emerging
and developing countries, the increase in economic output will amount to 6.3%. An increase of
4.3% is expected in the industrialized countries, and 5.1% for the US economy. Growth of 4.2% is
expected in the Eurozone and 3.5% for the German economy.
The eCommerce market is expected to continue to grow significantly in the years to come. According
to estimates by eMarketer, growth will weaken in the B2C segment to 14.3% in 2021 due to the
expected recovery of brick-and-mortar shops as well as the massive early online growth in 2020.
Regardless of this, it is assumed that the majority of new online sales will not return to brick-and-
mortar shops and to the physical sale of products and services, both in the B2C and B2B segments.
Annual Report 2020 Consolidated Management Report and Group Management Report
31
According to Forrester, there is a certain digital fatigue and a strong desire among buyers and
sellers, e.g., for physical activities, however these would be supplemented by virtual components or
embedded in the digital sales process in future.
The U.S. analyst company Gartner expects a strong recovery effect for 2021 on the global IT markets.
The business software segment is expected to experience the strongest upswing. An increase in
spending by 7.2% is expected as companies will abandon their reluctance from 2020 as part of
coping with the pandemic and accelerate their digitizing efforts. The global market for IT services
will also once again see increased investments (+4.1%). The current Bitkom market forecast for the
German market expects growth of 4.1% in the software segment and 1.1% in the IT services market
for 2021.
Company outlook
The coronavirus crisis is having a major impact on the global economy. Many Intershop customers
are also directly and/or indirectly impacted. At the same time, the crisis has changed the assessment
of future prospects with regard to their own distribution channels, which are the barometer for in-
vestment decisions. This shows more than ever that the digitalization trend in global commerce
cannot be reversed and that the dynamic of this transformation process will increase even more as
a result of the pandemic, in particular in the B2B market. This also applies to the trend towards cloud
applications since these offer major advantages to companies in terms of infrastructure, costs, and
flexibility.
In this currently uncertain but generally positive market environment, Intershop can expand on
a functioning sales and marketing organization following a successful cloud transformation. The
cloud business is growing continuously, particularly in the B2B target market. Furthermore, the cost
structure was improved so that Intershop can also grow profitably.
In order to realize its vision of sustainably establishing Intershop as the first choice for B2B
eCommerce-as-a-Service solutions, in 2021 the Company intends to focus even more on stream-
lined, fast, and intelligent business processes with clear responsibilities. Therefore, the organization
will be adjusted to the product lifecycle comprising the core processes Product Lifecycle, Customer
Acquisition, Customer Services, Customer Lifecycle, and General & Administration. The main role of
the Product Lifecycle area is improving the cloud processes and further developing the Intershop
platform. Customer Acquisition drives growth by acquiring new customers and retaining existing
customers and identifies opportunities and target customers together with the global partners. The
goal of Customer Services is to provide the best possible service for customers and partners and
improve it. Customer Lifecycle focuses on customer satisfaction, thereby supporting the growth of
the customer. The General & Administration area with its fast and transparent processes contrib-
utes to the further development of the Company. As part of changing the organization, the Company
is planning to establish an extended management team that will support the future sole member of
the Management Board Markus Klahn but also act in an independent and entrepreneurial manner
and therefore contribute to simplifying processes.
Annual Report 2020 Consolidated Management Report and Group Management Report
32
Core Processes of the Future Organization:
Product
Lifecycle
Customer
Acquisition
Customer
Services
Customer
Lifecycle
General /
Administration
Intershop expects a significant increase in cloud and subscription sales in the 2021 fiscal year.
However, in the maintenance and licenses segments, a slight decline in revenues is expected as
a result of the changed business model. In the service segment, recovery effects and the further
expansion of the cloud customer base, which often involves consultations before and after starting
a new solution, are expected to result in a slight increase in revenues. In this regard, growth will be
expected in all three target regions (Europe, the United States, and Asia/Pacific).
Statement on business developments for 2021
Based on the assumptions for each business segment, Intershop expects incoming cloud orders
to increase by at least 10% and is also hoping for a slight increase in the net new ARR for 2021.
A slightly positive operating result (EBIT) is forecast with a slight increase in revenues.
Jena, March 3, 2021
The Management Board of INTERSHOP Communications Aktiengesellschaft
Dr. Jochen Wiechen
Markus Klahn
Annual Report 2020
Consolidated
Financial
Statements
CONTENT
34 Consolidated Balance Sheet
35 Consolidated Statement of Comprehensive Income
36 Consolidated Statement of Cash Flows
37 Consolidated Statement of Shareholders´ Equity
Consolidated Financial State-
ments
Annual Report 2020
Consolidated Financial Statements
34
CONSOLIDATED FINANCIAL STATEMENTS
Consolidated Balance Sheet
in EUR thousand
ASSETS
Noncurrent assets
Intangible assets
Property, plant and equipment
Rights of use IFRS 16
Other noncurrent assets
Restricted cash
Deferred tax assets
Current assets
Trade receivables
Other receivables and other assets
Cash and cash equivalents
TOTAL ASSETS
SHAREHOLDERS´ EQUITY AND LIABILITIES
Shareholders´ equity
Subscribed capital
Capital reserve
Other reserves
Noncurrent liabilities
Other noncurrent provisions
Warrant Bond
Liabilities to banks
Leasing liabilities IFRS 16
Current liabilities
Other current provisions
Liabilities to banks
Trade accounts payable
Income tax liabilities
Leasing liabilities IFRS 16
Other current liabilities
Deferred revenue
(1)
(2)
(3)
(5)
(6)
(22)
(4)
(5)
(6)
(7)
(7.1)
(7.2)
(8)
(10)
(3)
(13)
(10)
(9)
(22)
(3)
(11)
(12)
Note
No.
December 31, 2020 December 31, 2019
10,378
531
1,196
14
635
85
9,908
608
1,763
17
635
76
12,839
13,007
3,939
1,008
11,574
16,521
29,360
14,194
2,575
(234)
16,535
3,038
0
810
3,848
286
1,486
1,480
28
397
2,623
2,677
8,977
5,528
1,360
7,731
14,619
27,626
42,582
1,082
(27,933)
15,731
0
250
207
457
428
1,301
1,656
62
1,583
3,089
3,319
11,438
27,626
TOTAL SHAREHOLDERS´ EQUITY AND LIABILITIES
29,360
Consolidated Financial Statements
35
CONSOLIDATED FINANCIAL STATEMENTS
Consolidated Statement of Comprehensive Income
in EUR thousand
Revenues
Software and Cloud Revenues
Service Revenues
Cost of revenues
Cost of revenues - Software and Cloud
Cost of revenues - Services
Note
No.
(14)
(15)
January 1 to December 31,
2019
2020
19,468
14,137
33,605
(7,497)
(10,446)
(17,943)
17,072
14,548
31,620
(7,557)
(12,999)
(20,556)
Gross profit
15,662
11,064
Operating expenses, operating income
Research and development
Sales and marketing
General and administrative
Other operating income
Other operating expenses
Result from operating activities
Interest income
Interest expense
Financial result
Earnings before tax
Income taxes
Earnings after tax
Other comprehensive income
Exchange differences on translating foreign operations
Other comprehensive income from exchange
differences
(16)
(17)
(18)
(19)
(20)
(21)
(21)
(3,778)
(7,707)
(3,114)
454
(473)
(14,618)
(4,557)
(8,760)
(3,373)
269
(1,112)
(17,533)
1,044
(6,469)
1
(143)
(142)
15
(176)
(161)
902
(6,630)
(22)
(109)
(144)
793
(6,774)
(63)
(63)
142
142
Total comprehensive income
730
(6,632)
Earnings per share (EUR, basic, diluted)
(23)
0.06
(0.50)
Annual Report 2020 Consolidated Financial Statements
36
CONSOLIDATED FINANCIAL STATEMENTS
Consolidated Statement of Cash Flows
in EUR thousand
CASH FLOWS FROM OPERATING ACTIVITIES
Earnings before tax
Adjustments to reconcile net profit/loss to cash used
in operating activities
Financial result
Depreciation and amortization
Other noncash expenses and income
Changes in operating assets and liabilities
Accounts receivable
Other assets
Liabilities and provisions
Deferred revenue
Net cash provided by (used in) operating activities before
income tax and interest
Interest received
Interest paid
Income taxes received
Net cash provided by (used in) operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Restricted cash
Payments for investments in intangible assets
Proceeds on disposal of equipment
Purchases of property and equipment
Note
No.
January 1 to December 31,
2019
2020
902
(6,630)
142
3,424
83
1,351
342
(726)
(580)
4,938
1
(60)
(152)
4,727
0
(2,017)
8
(185)
161
4,146
113
(1,633)
(243)
1,060
1,414
(1,612)
15
(103)
(115)
(1,815)
(635)
(2,478)
2
(243)
Net cash provided by (used in) investing activities
(2,194)
(3,354)
CASH FLOWS FROM FINANCING ACTIVITIES
Cash received warrant bond
Expenses of cash received for warrant bond
Cash received from loan
Repayments of loans
Cash received for unregistered stock
Expenses of cash received for unregistered stock
Payments for leasing liabilities
Net cash provided by (used in) financing activities
Effect of change in exchange rates on cash
Net change in cash and cash equivalents
Cash and cash equivalents, beginning of period
(6)
Cash and cash equivalents, end of period
3,108
(43)
435
(500)
0
0
(1,665)
1,335
(25)
3,843
7,731
11,574
0
0
0
(1,500)
8,813
(97)
(1,696)
5,520
156
507
7,224
7,731
Annual Report 2020 Annual Report 2020
Consolidated Financial Statements
37
CONSOLIDATED FINANCIAL STATEMENTS
Consolidated Statement of Shareholders´ Equity
Other reserves
in EUR thousand
Common shares
(Number shares)
Subscribed
capital
Capital
reserve
Conversion
reserve
Cumulative
profit/loss
Cumulative
currency differences
Total share -
holders´equity
Balance January 1, 2020
42,582,492
42,582
1,082
(93)
(29,959)
Total comprehensive income
Simplified capital decrease
(28,388,328)
(28,388)
1,419
Issue of warrant bond
74
793
26,969
2,119
(63)
15,731
730
0
74
Balance December 31, 2020
14,194,164
14,194
2,575
(93)
(2,197)
2,056
16,535
Balance January 1, 2019
34,851,831
34,851
9,738
(93)
(32,827)
Total comprehensive income
Issue of new shares
7,730,661
7,731
986
Reclassification
(9,642)
(6,774)
9,642
1,977
142
13,646
(6,632)
8,717
0
Balance December 31, 2019
42,582,492
42,582
1,082
(93)
(29,959)
2,119
15,731
Notes to the Consolidated Financial
Statements
2019
Notes to the
Consolidated
Financial
Statements
CONTENT
39 General Disclosures
44 Accounting Policies
52 Notes to the Individual Balance Sheet Items
63 Notes to the Individual Items of the Statement
of Comprehensive Income
69 Notes to the Cash Flow Statement
70 Other Disclosures
81 Responsibility statement
39
Notes to the Consolidated
Financial Statements
General Disclosures
The Company
INTERSHOP Communications Aktiengesellschaft (“Intershop”, the “Company”, the “Intershop Group”
or the “Group”) is an Aktiengesellschaft (German stock corporation) under German law based in
Jena. The business adress is at Steinweg 10 in 07743 Jena, Germany. The Company is listed on the
German stock exchange in Frankfurt and is included in the Prime Standard. INTERSHOP Communi-
cations Aktiengesellschaft (AG) is entered in the commercial register of the Jena Local Court under
number HRB 209419.
Intershop is a leading independent provider of omni-channel commerce solutions. Intershop offers
high-performance packaged software for internet sales, complemented by all necessary services.
Intershop also acts as a business process outsourcing provider, covering all aspects of online
retailing up to fulfillment.
The Company has prepared its consolidated financial statements assuming the Company’s
continued operations. As of December 31, 2020, the Company had cash and cash equivalents of
EUR 11.6 million (December 31, 2019: EUR 7.7 million). The equity ratio as of the balance sheet date
was 56% (previous year: 57%). The Company’s financial liabilities to banks totaled EUR 1.5 million on
the balance sheet date (prior year: EUR 1.6 million) and through the issue of warrant bond of EUR
3.0 million (2019: EUR 0 million). We refer to the statements in the Group Management Report.
Accounting principles (compliance statement)
In fiscal year 2020, INTERSHOP Communications AG prepared its consolidated financial statements
in accordance with the International Financial Reporting Standards (IFRSs) issued by the Internation-
al Accounting Standards Board (IASB), and in accordance with the provisions required to be applied
under section 315e(1) of the Handelsgesetzbuch (HGB – German Commercial Code).
The consolidated financial statements of the Company for 2020 (January 1, 2020 to December 31,
2020) were prepared in accordance with the International Financial Reporting Standards (IFRSs)
valid at the balance sheet date, which include standards (IFRS, IAS) adopted by IASB, and the Inter-
pretations (IFRIC, SIC) issued by the International Financial Reporting Interpretations Committee
(IFRIC IC), as adopted by the EU.
Notes to the Consolidated Financial StatementsAnnual Report 2020 40
The 2020 fiscal year was the first year in which the adoption of the following financial reporting
standards and interpretations became mandatory:
• Amendments to IFRS 3 “Definition of a Business”
• Amendments to IAS 1 and IAS 8 – Definitions of Material
• Amendments to References to the Conceptual Framework in IFRS Standards
• Amendments to IFRS 9, IAS 39, and IFRS 7 due to Interest Rate Benchmark Reform
• Amendments to IFRS 16 – COVID-19-Related Rent Concessions
The amended standards have no material impact on the Company’s consolidated financial statements.
The International Accounting Standards Board (IASB) has also issued the following Standards, Inter-
pretations, and amendments to existing Standards whose application is not yet mandatory, or which
the European Union has not fully adopted in European law. The Company has decided not to adopt
these Standards prior to their effective date and this is also not planned for the future:
IFRS
Change
IFRS 9, IAS 39,
IFRS 7, 4, 16
Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4, and IFRS 16 –
Interest Rate Benchmark Reform – Phase 2
Amendments to IAS 37:
Onerous Contracts – Cost of Fulfilling a Contract
Amendments to IAS 16: Property, Plant and Equipment –
Proceeds before Intended Use
IAS 37
IAS 16
IFRS 3
Amendment for
fiscal year as of
01/01/2021
01/01/2022
01/01/2022
Amendments to IFRS 3: Reference to the Conceptual Framework
01/01/2022
Improvements Annual improvements to the IFRS standards 2018 – 2020
IFRS 17
Insurance Contracts
IAS 1
Amendments to IAS 1:
Classification of Liabilities as Current or Non-current
01/01/2022
01/01/2023
01/01/2023
The Company currently assumes that the amended standards will have no material impact on the
Company’s consolidated financial statements.
Financial reporting for fiscal year 2020 has been prepared in accordance with the Standards and
Interpretations required to be applied and gives a true and fair view of the net assets, financial
position, and results of operations of the Intershop Group.
Assets and liabilities are generally measured at cumulative historical cost or the lower market value
as required.
The consolidated financial statements have been prepared in euros. Unless stated otherwise, all
amounts are given as thousands of euros (EUR thousand). Figures are rounded to the nearest
thousand and totals may not sum due to rounding.
Notes to the Consolidated Financial StatementsAnnual Report 2020 41
The fiscal year of INTERSHOP Communications AG and its consolidated subsidiaries is the calendar
year. The income statement has been prepared using the cost of sales method. The balance sheet
is organized in accordance with the maturity of the assets and debt. Assets and debt are considered
current if they are due, or are supposed to be sold, within one year.
On March 3, 2021, the Management Board of INTERSHOP Communications AG authorized the sub-
mission of these IFRS consolidated financial statements to the Supervisory Board.
Estimates and discretionary decisions
Preparation of the consolidated financial statements requires management to make estimates and
assumptions that affect the amounts reported in the consolidated financial statements and the
accompanying notes. Estimates are based on past experience and other knowledge of transac-
tions to be accounted for. Actual results may differ from these estimates. As a result, estimates and
the assumptions on which they are based are regularly reviewed and assessed for their potential
effects on the Company’s financial reporting. Provisions are recognized and measured on the basis
of financial estimates and data, as well as on the basis of historical data and circumstances known
at the balance sheet date. It must be probable that the obligation to a third party will have to be
settled. The actual obligation may differ from the amounts of the provisions. A corresponding ad-
justment in the carrying amounts of assets and liabilities would occur within the next fiscal year. In
particular, estimates are required to recognize and measure provisions for legal costs and litigation
risks, impending losses from projects, guarantee provisions, and provisions for income taxes, as well
as to assess the need for and measurement of impairment losses and valuation allowances. In fiscal
year 2020, other provisions amounted to a total of EUR 286 thousand (2019: EUR 428 thousand).
The corresponding expense entries were recognized in the Consolidated Statement of Comprehen-
sive Income under general administration costs and cost of revenues. Goodwill is tested for impair-
ment using the test described in the section entitled “Impairment of assets.” No impairments were
necessary in fiscal years 2019 and 2020. Please refer to the chapter entitled “Accounting policies”
for information on estimating revenues. An estimate for the degree of completion of contracts for
fixed-price projects is required when determining revenues for services.
Other sources of estimation uncertainty include the useful life of the fixed assets, when assessing
the value of trade receivables as well as when recognizing leases in accordance with IFRS 16.
Notes to the Consolidated Financial StatementsAnnual Report 2020
42
Basis of consolidation
As of December 31, 2019, the companies included in consolidation consisted of, apart from the
parent company, the subsidiaries Intershop Communications, Inc., Intershop Communications
Australia Pty Ltd., Intershop Communications Asia Limited, The Bakery GmbH, Intershop Commu-
nications Ventures GmbH and Intershop Communications SARL. Intershop Communications LTD,
United Kingdom, was shut down and deconsolidated in the 2020 fiscal year. The deconsolida-
tion process resulted in expenses of EUR 5 thousand, which were entered under other operating
expenses.
The following list shows the subsidiaries of Intershop Communications AG and the Company’s
respective interest as of December 31, 2020:
Interest
in %
Equity*
in EUR thousand
Annual result**
in EUR thousand
Intershop Communications, Inc.,
San Francisco, USA
Intershop Communications Australia Pty Ltd,
Melbourne, Australia
Intershop Communications Asia Limited,
Hongkong, China
Intershop Communications SARL,
Paris, France
The Bakery GmbH, Berlin, Germany
Intershop Communications Ventures GmbH,
Jena, Germany
100
100
100
100
100
100
* Equity as of December 31, 2020 is translated at the exchange rate as of the reporting date
** Net income/loss for fiscal year 2020 is translated at the average annual rate
(602)
1,388
9
350
(4,087)
(1,399)
164
167
(140)
11
(50)
(18)
Consolidation methods
The consolidated financial statements comprise the financial statements of INTERSHOP Communi-
cations AG as the parent and those of all entities that it controls (German and foreign subsidiaries)
that form the largest and, at the same time, the smallest group of companies for which consolidated
financial statements must be prepared. INTERSHOP Communications AG controls the consolidated
subsidiaries by holding the majority of the voting rights. Due to its control, INTERSHOP Communica-
tions AG has influence on the amount of the subsidiaries’ yields and is subject to fluctuating yields
from its investment. A company is included in the consolidated financial statements from the date
on which control passes to the Intershop Group. Deconsolidation usually occurs on the date control
passes to a third party or on the date the subsidiary is liquidated.
Subsidiaries:
Acquisition accounting for companies acquired from third parties is performed as of the date of
acquisition using the purchase method of accounting. Under this method, the assets acquired and
liabilities assumed are measured at their acquisition-date fair value. Any remaining positive differ-
ence between acquisition price and fair value is capitalized as goodwill. Any negative difference is
Notes to the Consolidated Financial StatementsAnnual Report 2020
43
immediately recognized as an expense. Transaction costs are recognized as expense. In subse-
quent periods, hidden reserves and liabilities realized at the time of initial consolidation are carried,
written down or reversed in accordance to the treatment of the corresponding assets and liabilities.
Goodwill will be reviewed for impairment at least once a year during subsequent reporting periods
and, in case of impairment, an unscheduled write-down to the lower fair value is made. Expense
and revenues as well as receivables and liabilities between consolidated companies are eliminated.
Foreign currency translation
Monetary items denominated in foreign currency in the local-currency single-entity financial state-
ments of the consolidated companies are measured at the closing rate. Translation differences are
recognized in income.
The functional currency for it’s the subsidiaries is the local currency of the country in which the sub-
sidiary is based. The Company’s functional currency is the euro. The financial statements of subsid-
iaries outside the euro zone are translated using the modified closing rate method. Since from a
financial, economic, and organizational perspective, the subsidiaries conduct their business inde-
pendently, the functional currency is always the same as the Company’s local currency. Assets and
liabilities are translated using the closing rate at the balance sheet date; income and expenses are
translated at the average exchange rate for the year. The difference resulting from currency trans-
lation is taken directly to equity and reported separately in equity under other reserves (cumulative
currency translation differences). Currency translation differences are reversed to income when a
subsidiary is deconsolidated.
Transactions in foreign currencies are translated at the exchange rate prevailing at the date of
each transaction. Nonmonetary items denominated in foreign currency are measured at histori-
cal exchange rates. Differences in exchange rates between the date of a transaction denominated
in a foreign currency and the date at which it is either settled or translated are recognized in the
statement of comprehensive income and are shown in “other operating income” or “other operating
expenses.” Currency gains and losses were EUR -95 thousands (2019: EUR -116 thousands).
The following table shows the significant exchange rates used for foreign currency translation:
Country
Currency
Closing rate
Average rate for the year
1 EUR =
Dec. 31, 2020
Dec. 31, 2019
United States
Australia
Hong Kong
United Kingdom
USD
AUD
HKD
GBP
1.23
1.59
9.51
0.90
1.12
1.56
8.75
0.85
2020
1.14
1.66
8.86
0.89
2019
1.12
1.61
8.78
0.88
Notes to the Consolidated Financial StatementsAnnual Report 2020
44
Accounting Policies
The accounting policies are applied uniformly throughout the Intershop Group and to all periods
reported in the consolidated financial statements.
Intangible assets
Purchased Software and other intangible assets
Purchased intangible assets, such as software and patentsare capitalized at cost. Intangible assets
with finite useful lives are measured at cost less accumulated amortization, taking into account ac-
cumulated impairment losses and reversals of impairment losses, and are written down using the
straight-line method. Their useful lives are generally between 2 and 3 years. Intangible assets with
an indefinite useful life, such as goodwill, are measured at cost less accumulated impairment losses
and tested for impairment both annually and when there are indications of impairment. Please refer
to the section entitled “Impairment of assets”.
Software development costs
Development costs for newly developed (software) products are capitalized at cost in accordance
with IAS 38 if the following criteria are met: the technical feasibility, the intention for own use or
for sale, a guarantee of the marketability of the newly developed products, the future benefits, the
availability of sufficient technology, finances and other resources, as well as a clear allocation of
expenses. Capitalization of software development costs generally begins when the technological
feasibility of the product is established; which the Company defines with the compilation of the
software functionalities considered as marketable to so-called PSIs (Potential Shippable Increment)
and the definition of the EPICs (Features). Capitalized software development costs include direct
staff costs for employees, ancillary staff costs, directly attributable payments for third-party services,
and an appropriate percentage of reasonably identifiable overhead costs. The relevant amount is
amortized using the unit of production method over the planned useful life of three years beginning
from the time when the software release concerned is made available to customers. The capitalized
costs are subject to the impairment test. Research costs may not be capitalized in accordance with
IAS 38 and are therefore recognized directly as an expense in the income statement.
Goodwill
In accordance with IFRS 3, goodwill resulting from consolidation is the excess of the cost of a business
combination over the Group’s interest in the fair value of the identifiable assets and liabilities and
contingent liabilities of a subsidiary, associate, or joint venture at the date of acquisition. Goodwill
is recognized as an asset and tested for impairment at least once a year in accordance with IAS 36.
Goodwill is tested for impairment on the basis of cash-generating units. For this purpose, goodwill is
allocated to cash-generating units generating benefits from the corresponding synergies. An impair-
ment loss is recognized if the recoverable amount of the cash-generating unit, which is the higher
of fair value less costs to sell and value in use, is lower than its carrying amount (for further details,
see the section entitled “Impairment of assets”). Impairment losses are immediately recognized in
the income statement and not reversed in subsequent periods.
Notes to the Consolidated Financial StatementsAnnual Report 2020 45
Property, plant, and equipment
Property, plant, and equipment is measured at historical cost less accumulated depreciation, taking
into account accumulated impairment losses and reversals of impairment losses. Depreciation is
computed using the straight-line method over the estimated useful lives of the assets. Depreciation
is based primarily on the following useful lives:
Computer equipment
Office furniture/ Presentation equipment
3 years
4-5 years
Leasehold improvements are depreciated on a straight-line basis over the shorter of the lease terms
or their estimated useful lives. When items of property, plant, and equipment are decommissioned,
sold, or abandoned, the gain or loss from the difference between the sale proceeds and the carrying
amount is reported in “other operating income” or “other operating expenses”.
Impairment of assets
For property, plant, and equipment and intangible assets with finite lives an estimate is made at each
balance sheet date to establish whether there are any indications that the assets in question may be
impaired in accordance with IAS 36, Impairment of Assets. If such indications exist, the recoverable
amount of the asset is determined so that the impairment loss can be calculated. The recoverable
amount is the higher of fair value less costs to sell and value in use. The fair value less costs to sell
is defined as the amount that could be generated by the sale of an asset in an arm’s length transac-
tion between willing parties. The value in use is determined on the basis of discounted future cash
flows using a market rate of interest that reflects the risks of the asset that are not yet included in the
estimated future cash flows. If the recoverable amount of an asset is lower than its carrying amount,
the asset must be written down to its recoverable amount, applying the value in use. Impairment
losses are recognized immediately in profit or loss. No extraordinary write-downs were applied in
years 2019 and 2020. In the case of reversals of impairment losses in a subsequent period, the
carrying amount of the asset is adjusted to reflect the identified recoverable amount; however, the
value of the asset may only be increased to the carrying amount that would have arisen if no impair-
ment loss had previously been charged. Reversals of impairment losses must be recognized imme-
diately in profit or loss. No such reversals were performed in 2019 and 2020. An annual impairment
test is performed for goodwill and not yet amortized software development costs.
The goodwill impairment test is to be performed on cash generating units. The goodwill impair-
ment test is to be performed on the cash generating unit to which goodwill is allocated. Goodwill
comprises the intellectual property incorporated in the software obtained from previous acqui-
sitions (net carrying amount at December 31, 2020: EUR 4,473 thousand). For the goodwill the
relevant cash-generating unit is the Europe segment. In a first step, the carrying amount of the
cash-generating unit is compared with the recoverable amount of the Company at the balance
sheet date. The recoverable amount in this context is defined as the minimum of the value in use
and the stock price or the fair market value less selling costs, respectively Secondly, the impairment
write-down required is determined, but only if the value in use or market value is less than the
carrying amount. To determine the value in use of the cash-generating unit, the net cash flows for
Notes to the Consolidated Financial StatementsAnnual Report 2020 46
the period from 2021 to 2024 and a “perpetual annuity” (without growth rate) for the period after
and including 2025 were identified. The calculations are based on the corporate planning for the
period from 2021 to 2024 approved by Intershop’s management. The plan reflects the consistent
expansion of the cloud business in that the license and maintenance revenues will reduce over time
and the cloud revenues will experience strong growth. The share of cloud sales in the total revenue
increases each year. An annual growth of the total revenue between 9% and 13% over the planning
period is expected. In the planning period, the Group assumes that the gross margin will increase,
with the cloud margin experiencing particular growth. The Company expects positive EBIT margins
that will increase slightly over time. The increase in revenues and the improved margin will result in
an increased inflow of cash of the CGU during the planning period. When determining the value in
use, present values were calculated on the basis of a discount rate after tax of 8.10% (WACC) (WACC
before tax: 11.70%). No impairment losses on goodwill were reported in 2019 and 2020; impairment
losses on goodwill are not reversed (no appreciation). A change in the discount rate by one percent-
age point compared to the budget would not have any effect on the result of the test
Leases
According to IFRS 16, the lessee must recognize assets (for the right of use) and the corresponding
lease obligation in lease agreements with a term exceeding 12 months. Assets and liabilities arising
from leases are initially measured at present value. Lease payments are discounted at the rate
implicit in the lease if such rate can be readily determined. Otherwise, the lessee shall use their in-
cremental borrowing rate. Intershop is the lessee in leases of rented office space, vehicles, as well as
office equipment and supplies. The Company applies the exemption rule to short-term leases with
a term that does not exceed 12 months and to low-value leases; the Company expenses such items
over the term of the item using the straight-line method.
Financial instruments
Financial assets and financial liabilities, which include trade receivables and liabilities, cash and cash
equivalents and restricted cash, are recognized in the balance sheet at the date when the Group
becomes a party to the contractual provisions of the financial instrument. Financial assets are clas-
sified and measured based on the business model operated and the structure of the cash flows.
A financial asset is initially measured as “at amortized cost,” “at fair value through other comprehen-
sive income,” or “at fair value through profit or loss.” Intershop’s current financial assets measured
at amortized cost include trade receivables, cash and cash equivalents and other assets. Financial
liabilities at amortized cost comprise liabilities to banks in the form of interest-bearing bank loans,
warrant bond, trade payables, leasing liabilities and other current liabilities. At the balance sheet
date, Intershop had no financial instruments measured “at fair value through other comprehensive
income” or “at fair value through profit or loss” according to IFRS 9. Intershop derecognizes financial
assets if the payment has been received or if the receivable cannot be collected. Financial liabilities
are derecognized if the contractual obligations have been met, rescinded or expired.
Notes to the Consolidated Financial StatementsAnnual Report 2020 47
Trade receivables, other receivables and other assets
Trade receivables are reported at fair value, which usually corresponds to cost, at the date of rec-
ognition. They are subsequently measured at amortized cost net of any valuation allowances. Re-
ceivables from the sale of software licenses are recognized only when a contract has been signed
with the customer, any right of return granted to the customer has expired, the software has been
made available according to the contract, and it is more probable than not that the receivable will be
collected. The trade receivables also include revenue from contracts as set forth in IFRS 15 resulting
from fixed-price projects.
Trade receivables are recognized at their principal amount, which equals fair value at the time of
collection. Receivables with longer maturities (> 1 year) are discounted using market interest rates.
Other receivables and other assets are recognized at amortized cost. All identifiable risks of default
are taken into account by deducting appropriate allowances.
The Company makes judgments as to its ability to collect outstanding receivables and recognizes
allowances for the portion of receivables where collection becomes doubtful. Allowances are recog-
nized based on a specific review of all significant outstanding invoices. For those invoices not spe-
cifically reviewed, allowances are recognized at differing rates, based on the age of the receivable.
When setting the expected loss given default, Intershop takes into account historical default rates
as well as forward-looking parameters based on industry-specific default rates. Other individualized
valuation information is also consulted for individual items. If the historical data the Company uses
to calculate the allowances recognized for doubtful accounts does not reflect the future ability to
collect outstanding receivables, additional allowances for doubtful accounts may be needed and the
future results of operations could be materially affected.
Cash and cash equivalents
Cash and cash equivalents include cash on hand, checks, and unrestricted deposits with banks that
have an original maturity of up to 90 days and are recognized at nominal value. Restricted cash is
reported separately (see the section entitled “Cash and cash equivalents”).
Other provisions and contingent liabilities
According to IAS 37, provisions are recognized for obligations to third parties if they have arisen
from a past event, an outflow of resources is probable, and the amount can be reliably estimated.
Provisions that do not lead to an outflow of resources in the subsequent year are recognized at the
settlement value, discounted to the balance sheet date using market interest rates. The settlement
value includes expected cost increases. Rights of recourse are not deducted from provisions.
Contingent liabilities are firstly possible obligations whose existence will be confirmed only by the
occurrence or nonoccurrence of one or more uncertain future events not wholly within the control
of the entity. Secondly, they are existing obligations where it is not probable that they will lead to an
outflow of resources, or the outflow cannot be reliably quantified. According to IAS 37, contingent
liabilities are not recognized in the balance sheet.
Notes to the Consolidated Financial StatementsAnnual Report 2020 48
Trade accounts payable
Trade accounts payable are initially and subsequently measured at their amortized cost. Trade
accounts payable are classified into current and noncurrent trade accounts payable. Trade accounts
payable within one year are current liabilities, and trade accounts payable after one year are non-
current liabilities.
Liabilities to banks
When they are first recognized, liabilities to banks are entered at the fair value less transaction costs.
They are subsequently measured at amortized cost using the effective interest method.
Warrant bonds
Warrant bonds give the holder the right to acquire equity interests in the Company at an option
price set upon issuing the warrant bond at certain exercise dates. Warrant bonds are considered
compound financial instruments that are comprised of a liability and an equity component. At
initial recognition, the liability component is measured at fair value. Fair value is determined using a
market interest rate for an equivalent non-convertible bond. The value resulting from the difference
between the fair value of the entire financial instrument and the fair value of the liability component
is stated as the equity component at initial recognition. Directly attributable transaction costs are
allocated at the ratio of the carrying amounts of the liability and equity components at the time they
are first recognized. In the subsequent periods, the liability component is recognized at amortized
cost using the effective interest method. The equity component is continued at the initially recog-
nized value.
Revenues
Intershop’s revenues include revenues generated from the sale of software licenses and the corre-
sponding maintenance services, as well as revenues from providing cloud services and rendering
consulting services. Intershop records sales revenues at the date at which the obligation to perform
has been fulfilled. This requires a valid agreement including identifiable service obligations and
agreed-upon payment terms, as well as the likelihood that the agreed-upon consideration will be
obtained. The revenues correspond to the transaction price to which Intershop is entitled as per
the terms and conditions of the respective agreement. Revenues from variable components are
only recorded if it is highly likely that they will not be reversed in the future. There are no significant
uncertainties with regard to the revenues. For each performance obligation, revenues are realized
either at a certain time or over a certain period of time. If contractual relationships with customers
contain several performance obligations, the transaction price is allocated to the individual per-
formance obligations based on their relative individual selling prices. The relative individual selling
prices usually correspond to the contractually agreed prices.
Intershop generally does not offer product sales with a right of return. Therefore, the contractu-
al obligations are mainly prepayments received on orders as well as deferred revenues due to
time-based revenue recognition (for example income from maintenance or cloud and subscription
contracts).
Notes to the Consolidated Financial StatementsAnnual Report 2020 49
Licenses and Maintenance Revenues
Revenues from licenses are recorded at the date at which the software is handed over to the
customer and thus the customer has access to the software. The customer is granted a right of
use in the software not limited in time. Fees for the software licenses are typically billed after the
contract is executed and the software is handed over. On a case-by-case basis, payment plans are
agreed upon with customers. As these do not usually exceed 12 months, no significant financing
components are considered in the transaction price.
When selling software licenses, maintenance contracts are usually entered into for a period of at
least one year. Revenues from maintenance are recognized ratably over the period in which the
services are provided. The purchase price stipulated in the respective agreement is allocated to the
individual service obligations based on their individual selling price. In general, invoices are issued
on an annual basis. There are no significant financing components as a payment term of 30 days is
usually agreed. The prepayments constitute contractual obligations and are disclosed in deferred
revenues. In principle, there is no obligation to accept returns and grant refunds or any warranties
from maintenance agreements.
Cloud and Subscription Revenues
Intershop offers its customers Commerce-as-a-Service solutions (CaaS solution) as a comprehensive
and efficient standard cloud solution or the commerce solution for operating the Intershop software
in a cloud environment. These revenues include the following services: (1) contractually agreed-up-
on use of the CaaS solution limited in time with hosting in a dedicated Azure Cloud environment
that is operated, maintained and secured by Intershop or (2) contractually agreed-upon use of the
Intershop license limited in time with or without hosting in a dedicated cloud environment.
Intershop agrees on a regular, fixed fee for these services with its customers for a certain period of
time, which is usually invoiced each month or annually in advance. Prepayments are disclosed under
deferred revenue. Revenues are recognized on a prorated basis over the period of use and result
in regularly recurring revenue. Transaction-based and revenue-based fees as well as set-up services
are also generally agreed upon; the revenues are recognized when they are recorded (date-based).
The purchase price stipulated in the respective agreement is allocated to the individual service obli-
gations based on their individual selling price.
Service Revenues
Intershop offers its customers various services in the course of implementation of the Intershop
software. Daily rates and the schedule for these project services are contractually agreed with the
customer. Intershop records the revenues from the rendering of the services over the period in
which the services are rendered. Revenues and expenses from fixed-price agreements are recog-
nized based on the percentage of completion. The determination of the amount of revenues to
be recognized is partly based upon the use of estimates. The Company estimates the percentage
of completion on contracts with fixed or “not to exceed” fees on a monthly basis, utilizing hours
incurred to date as a percentage of total estimated hours to complete the project. If Intershop does
not have a sufficient basis to measure progress towards completion, revenue is recognized when
the Company receives final acceptance from the customer. When total cost estimates exceed the
contractually agreed upon revenues, Intershop sets aside valuation allowances or reserves for the
Notes to the Consolidated Financial StatementsAnnual Report 2020 50
estimated losses, using cost estimates that are based upon an average burdened daily rate and all
expenses applicable to the organization delivering the services. The complexity of the estimation
process and issues related to the assumptions, risks, and uncertainties inherent in the application
of the percentage-of-completion method of accounting affect the amounts of revenues and related
expenses reported in the Company’s consolidated financial statements. A number of internal and
external factors can affect Intershop’s estimates, including costs for employees, utilization and ef-
ficiency variances, and specification and testing requirement changes. Since the calculations are
based on verifiably worked hours, the methods are suitable for providing a faithful picture of the
supply of services.
Cost of revenues
The cost of revenues includes the costs incurred in generating revenues. They include in particular
all costs for maintenance, cloud and services. The cost of revenues for licenses also includes the
amortization of capitalized software development costs.
Government grants
Government grants are recognized according to IAS 20 only when there is reasonable assurance
that the entity will comply with any conditions attached to the grant and the grant will be received.
IAS 20 provides in principle for grants to be recognized as income over the periods in which the
related costs are recognized. When all conditions are met, the Company states non-repayable
income subsidies as “other operating income.” This concerns grants for a research and develop-
ment project. Grants for social security contributions due to reduced working hours relating to
the coronavirus pandemic are deducted as income from the expenses for the cost of revenues or
operating expenses (research and development, sales and marketing, general and administrative
costs).
Cost of debt
Interest expenses are recognized in the period in which they arise.
Income taxes
In accordance with IAS 12, deferred taxes are recognized for all temporary differences between the
carrying amount of assets and liabilities in the IFRS balance sheet and their tax base at the balance
sheet date using the balance sheet liability method. Deferred tax assets are recognized for all de-
ductible temporary differences, unused tax loss carryforwards, and unused tax credits to the extent
that it is probable that taxable income will be available against which the deductible temporary dif-
ferences and the unused tax loss carryforwards and tax credits can be utilized.
Deferred taxes are measured at the tax rates that have been enacted or substantively enacted for
the period in which an asset is realized or a liability settled. The effect of changes in the tax rate on
deferred taxes is recognized as of the effective date of the legal changes.
Notes to the Consolidated Financial StatementsAnnual Report 2020 51
Operating segments
The segments have been presented in accordance with IFRS 8, Operating Segments. The structure
and content of segment reporting reflects the internal reports provided to management. An
operating segment is a component of an entity that engages in business activities from which it may
earn revenues and incur expenses, whose results are regularly reviewed by management, and for
which financial information is available. An operating segment becomes a reportable segment if it
can be identified and exceeds certain quantitative thresholds. Expenses are generally allocated on
the basis of the percentage revenue breakdown.
Earnings per share
The basic net loss per share is determined in accordance with IAS 33, Earnings per Share for all
periods presented. Basic net loss per share is computed using the weighted average number of out-
standing shares of common shares.
The diluted net loss per share is computed using the weighted average number of ordinary shares
outstanding and, in the case of dilution, the ordinary shares outstanding and the potential number
of ordinary shares from options and warrants to purchase such shares using the treasury stock
method. All potential ordinary shares have been excluded from the computation of the diluted net
loss per share because the effect would be antidilutive.
Notes to the Consolidated Financial StatementsAnnual Report 2020 52
Notes to the Individual Balance Sheet Items
(1) Intangible assets
in EUR thousand
Costs of purchase
Purchased
Software/
other intangible
assets
Internally
developed
software
Goodwill
Total
Balance at January 1, 2019
1,905
20,980
24,097
46,982
Additions
Disposals
Currency translation differences
Balance at December 31, 2019
Additions
Disposals
Currency translation differences
57
(2)
0
1,960
53
(200)
0
2,452
0
0
0
0
0
2,509
(2)
0
23,432
24,097
49,489
1,971
0
0
0
0
0
2,024
(200)
0
Balance at December 31, 2020
1,813
25,403
24,097
51,313
Amortization, write-downs,
and impairment losses
Balance at January 1, 2019
1,875
15,884
19,624
37,383
Additions
Disposals
Currency translation differences
Balance at December 31, 2019
Additions
Disposals
Currency translation differences
44
(2)
0
1,917
47
(200)
0
2,156
0
0
0
0
0
2,200
(2)
0
18,040
19,624
39,581
1,507
0
0
0
0
0
1,554
(200)
0
Balance at December 31, 2020
1,764
19,547
19,624
40,935
Net carrying amount at
December 31, 2019
Net carrying amount at
December 31, 2020
43
49
5,392
4,473
9,908
5,856
4,473
10,378
“Internally developed software” includes capitalized software development costs for continued de-
velopment of Intershop’s software. Of the amortization, write-downs and impairment losses on in-
tangible assets recognized in the Statement of Comprehensive Income, EUR 1,537 thousand (2019:
EUR 2,168 thousand) are included in the cost of revenues, EUR 3 thousand (2019: EUR 6 thousand)
in research and development expenses as well as EUR 14 thousand (2019: EUR 26 thousand) in
general and administrative costs. With the exception of goodwill there are no intangible assets with
indefinite useful lives.
Notes to the Consolidated Financial StatementsAnnual Report 2020
53
(2) Property, plant, and equipment
in EUR thousand
Costs of purchase
Balance at January 1, 2019
Additions
Disposals
Currency translation differences
Balance at December 31, 2019
Additions
Disposals
Currency translation differences
Balance at December 31, 2020
Depreciation, write-downs,
and impairment losses
Balance at January 1, 2019
Additions
Disposals
Currency translation differences
Balance at December 31, 2019
Additions
Disposals
Currency translation differences
Balance at December 31, 2020
Net carrying amount
at December 31, 2019
Net carrying amount
at December 31, 2020
Computer
equipment
Office and
operating
equipment
Leasehold
improve-
ments
Total
2,854
186
(198)
5
2,847
135
(784)
(7)
2,191
2,298
256
(197)
4
2,361
228
(783)
(5)
1,801
486
390
1,054
64
(123)
2
997
50
(505)
(2)
540
952
37
(116)
2
875
24
280
4,188
0
0
1
281
0
250
(321)
8
4,125
185
(280)
(1,569)
(1)
0
(10)
2,731
280
3,530
0
0
1
281
0
293
(313)
7
3,517
252
(498)
(280)
(1,561)
(2)
399
122
141
(1)
0
0
0
(8)
2,200
608
531
Of depreciation, write-downs and impairment losses on property, plant and equipment recognized
in the Statement of Comprehensive Income, EUR 80 thousand (2019: EUR 88 thousand) are included
in the cost of revenues, EUR 57 thousand (2019: EUR 72 thousand) in research and development
expenses, EUR 37 thousand (2019: EUR 44 thousand) in marketing and sales expenses as well as
EUR 78 thousand (2019: EUR 89 thousand) in general and administrative expenses.
Notes to the Consolidated Financial StatementsAnnual Report 2020
54
(3) Leases
The items disclosed in the balance sheet relating to leases are as follows:
Rights of use IFRS 16
in TEUR
Office space
Balance at Jan. 1, 2019
3,262
0
0
(1,582)
10
1,690
0
0
(1,512)
(14)
164
Additions
Disposals
Depreciation, write-downs,
and impairment losses
Currency translation
differences
Balance at Dec. 31, 2019
Additions
Disposals
Depreciation, write-downs,
and impairment losses
Currency translation
differences
Balance at Dec. 31, 2020
Lease liabilities IFRS 16
in EUR thousand
Non-current
Current
Office and
operating
equipment
Vehicles
108
36
0
(71)
0
73
96
0
(62)
0
107
0
0
0
0
0
0
969
0
(44)
0
925
2020
810
397
1,207
Total
3,370
36
0
(1,653)
10
1,763
1,065
0
(1,618)
(14)
1,196
2019
207
1,583
1,790
Notes to the Consolidated Financial StatementsAnnual Report 2020 55
The following amounts were recorded relating to leases through profit and loss:
in EUR thousand
Depreciation on rights of use
Interest expenses from lease liabilities
Expenses for short-term leases
Expenses for leases for a low-value asset
Income from subleasing of rights of use
Expenses variable lease payments
2020
1,618
31
237
37
(433)
0
1,490
2019
1,653
70
282
39
(399)
0
1,645
The cash paid for leases totaled EUR 1,665 thousand in 2020 (2019: EUR 1,696 thousand); this
amount includes interest in the amount of EUR 31 thousand (2019: EUR 70 thousand).
The Company had planned to move to new business premises at the end of the 2020 financial year.
Due to time delays, the completion of the offices and the contractual handover of the new premises
did not take place until January 2021. The new lease was concluded in August 2017 and has a term
of ten years from the move-in date. The contractually agreed lease payments excluding utilities total
EUR 9.7 million over the lease term. From January 2021, the Company will recognize the right of
use and corresponding lease liabilities for this lease. Other leases relating to the new premises that
Intershop has entered into as the lessee but that have not yet started amount to EUR 0.7 million.
(4) Trade receivables
The trade receivables at the balance sheet date include receivables from rendering services and
cloud services as well as the sale of software licenses amounting to EUR 3,939 thousand (2019: EUR
5,528 thousand) which fall due within one year (current assets). EUR 299 thousand (2019: EUR 92
thousand) of this amount relates to receivables from fixed-price projects (contract assets). Of the
trade receivables, total receivables of EUR 3,216 thousand (2019: EUR 3,568 thousand) are not yet
due. The following table shows the maturity structure of the trade receivables that are not yet due:
in EUR thousand
Due within 30 days
Due within 31 and 60 days
Due within 61 days and 1 year
Dec. 31, 2020
Dec. 31, 2019
1,038
1,741
437
3,216
1,579
1,333
655
3,568
Notes to the Consolidated Financial StatementsAnnual Report 2020 56
As of December 31, 2020, trade receivables of EUR 685 thousand were past due but were not
impaired (December 31, 2019: EUR 1,960 thousand). The following table shows the maturity
structure of overdue, non-impaired receivables as well as the expected default risk:
Up to 30
days past
due
31 to 60
days past
due
61 to 90
days past
due
Over 90
days past
due
Not due
December 31, 2020
expected loss rate (%)
0.12
0.22
0.52
0.71
2.99
trade receivables
(EUR thousand)
December 31, 2019
3,216
387
60
212
64
expected loss rate (%)
0.12
0.22
0.53
0.76
Trade receivables
(EUR thousand)
3,568
1,349
252
221
2.99
138
No valuation adjustments were made for the above trade receivables due or not yet due at the balance
sheet date because they were deemed immaterial. It is generally not expected that customers will fail
to fulfil their payment obligations. Overdue, non-impaired receivables as at December 31, 2020 were
collected primarily in January 2021. Receivables overdue for more than 90 days in the amount of EUR
64 thousand were paid in January 2021.
For individual identifiable receivables risks, net impairment losses amounting to EUR 142 thousand
(2019: EUR 51 thousand) were recognized in the operating result on December 31, 2020. Impair-
ments changed as follows:
in EUR thousand
Balance at beginning of year
Impairment of receivables
Amounts derecognized due
to uncollectibility
Amounts received during the
fiscal year on receivables written off
Reversals of impairments
Balance at end of year
2020
51
142
0
(51)
0
142
2019
15
51
0
(15)
0
51
Notes to the Consolidated Financial StatementsAnnual Report 2020 57
(5) Other receivables and other assets
Other noncurrent assets in the amount of EUR 14 thousand (2019: EUR 17 thousand) comprise
rental security deposits.
Other current receivables and current assets include the following items:
in EUR thousand
Prepayments
Other tax receivables from sales tax
Receivables from Employment Agency
Other
Dec. 31, 2020
Dec. 31, 2019
871
21
12
104
1,008
1,229
30
0
101
1,360
(6) Cash and cash equivalents
Cash and cash equivalents include current cash and cash equivalents (EUR 11,574 thousand)
as well as non-current restricted cash (EUR 635 thousand). Cash and cash equivalents include
balances at various credit institutions that are available at any time, as well as cash on hand and
checks. The non-current restricted cash results from a rental deposit for the new office space at
the Company’s headquarters.
(7) Equity
The development of INTERSHOP Communications AG’s equity is shown in the statement of equity.
Subscribed capital
As of December 31, 2020, the subscribed capital amounted to EUR 14,194,164 and is divided into
14,194,164 no-par value bearer shares, all of which have been fully paid. There are no restrictions
on the voting rights. As at December 31, 2019, the subscribed capital amounted to EUR 42,582,492.
The change is due to a simplified capital decrease at a ratio of 3:1 and can be described as follows:
in EUR
Balance at January 1
Simplified capital decrease at a ratio of 3:1
Capital increases from authorized capital
Balance at December 31
2020
42,582,492
(28,388,328)
0
14,194,164
2019
34,851,831
0
7,730,661
42,582,492
Notes to the Consolidated Financial StatementsAnnual Report 2020 58
Capital decrease
On December 20, 2019, the extraordinary general meeting resolved that losses and other im-
pairment losses shall be compensated by way of a simplified capital decrease at a ratio of 3:1 to
EUR 14,194,164, which became legally effective upon registration in the commercial register on
February 4, 2020. Technical implementation of the reverse split occurred on February 14, 2020 after
close of trading at the Frankfurt Stock Exchange.
Authorized capital
As at December 31, 2020, the Company had authorized capital in the amount of EUR 1,437,636
(December 31, 2019: EUR 8,625,817) for the issuance of 1,437,636 new non-par bearer shares
(December 31, 2019: 8,625,817 shares). According to the INTERSHOP Communications AG’s Articles
of Association, the Management Board is authorized, subject to approval by the Supervisory Board,
to increase the capital stock by issuing new common shares as follows:
• Up to a total of EUR 1,437,636 by issuing up to 1,437,636 new bearer shares against cash con-
tributions and/or contributions in kind (Authorized Capital I/2020). The Management Board’s
authorization is valid until June 15, 2025. The Management Board is authorized, subject to
approval of the Supervisory Board, to exclude the stockholders’ subscription rights in certain
cases. The General Meeting on May 20, 2020 resolved to cancel Authorized Capital I/2019
in the amount of EUR 8,625,817 and to create new Authorized Capital I/2020 in the amount
of EUR 1,437,636. The new authorized capital was entered in the Commercial Register on
June 15, 2020.
Conditional capital
As of the balance sheet date, the Company had conditional capital in the amount of EUR 1,437,000.
As of December 31, 2020, the Company’s capital stock was increased conditionally by up to EUR
1,437,000 by issuing up to 1,437,000 shares. As at December 31, 2019, the Company did not have
any conditional capital.
The General Meeting on May 20, 2020 resolved to conditionally increase the capital stock by up
to EUR 1,437,000. The conditional capital is to enable no-par value bearer shares to be granted
upon exercising option rights or upon the Company exercising a voting right to grant shares in the
Company, either as a whole or in part, in lieu of the cash amount due for shares in the Company to
the holders of bonds that are issued by Intershop against cash contributions by May 19, 2025 based
on the authorization resolution adopted at the general meeting on May 20, 2020. The new shares
are issued at the option price to be determined based on the aforementioned authorization res-
olution. The Management Board is authorized to determine additional details for the implementa-
tion of the increase in the conditional capital subject to the approval by the Supervisory Board. On
July 24, 2020, the Company announced the issue of a warrant bond in the nominal amount of EUR
3,108,000.00 excluding the subscription right for existing shareholders. The holders of the warrants
are entitled to subscribe to a total of 1,419,178 no-par value bearer shares from conditional capital.
For more details, we refer to section “(8) Warrant bond.”
Notes to the Consolidated Financial StatementsAnnual Report 2020 59
(7.1) Capital reserve
The capital reserve includes expenses from stock options from prior years, amounts in excess of
the par value generated from the issue of shares, less the transaction costs for capital increases, as
well and EUR 1,419 thousand transferred in the financial year in accordance with the resolution on
the simplified capital reduction (Section 229 et seq. AktG). In addition, the equity component of the
warrant bond issued is recognized in the amount of EUR 74 thousand (Section 272 (2) No. 2 HGB).
Please see Statement of Change in Equity for details.
(7.2) Other reserves
Other reserves include a conversion reserve, reserves from cumulative gains/losses, and cumula-
tive currency translation differences of EUR 2,056 thousand. The amount from cumulative currency
differences may be reclassified to profit or loss later on under certain conditions. The conversion
reserve includes the expense from stock options that related to the first-time adoption of IFRSs. The
reserve from cumulative currency translation differences shows the differences that result from the
translation of the financial statements of subsidiaries into euros.
(8) Warrant bond
in EUR thousand
Proceeds from issuing the warrant bond
Transaction costs
Net proceeds
Amount classified as shareholders' equity
Accrued interest
Carrying amount of the warrant bond on Dec. 31, 2020
3,108
(43)
3,065
(74)
47
3,038
On July 24, 2020, the Management Board of INTERSHOP Communications AG, with the consent of
the Supervisory Board, resolved to issue a warrant bond in the nominal amount of EUR 3,108,000.00
excluding the subscription right for existing shareholders. The warrant bond contains a combina-
tion of a bond and warrants to obtain no-par value shares of the Company. The warrant bond has a
term of five years (July 24, 2020 to July 23, 2025) with an interest rate of 3.00% p.a. and an ordinary
notice of termination of two years by the bondholders, subject to the waiver of the corresponding
warrants. The holders of the warrants are entitled to subscribe to a total of 1,419,178 no-par value
bearer shares from conditional capital of INTERSHOP Communications AG with a share of the capital
stock on each share of EUR 1.00 per share. The option price per share is EUR 2.19. The warrant
bond was fully allocated to the investors Shareholder Value Beteiligungen AG and AXXION S.A. on
behalf of two fund mandates.
The transaction price of the warrant bond does not correspond to the fair value of the entire in-
strument at initial recognition. Since the fair value of the entire instrument does not correspond
to the transaction price, the fair value is to be calculated within the framework of a valuation. This
corresponds to the fair value of the partial warrant bond (EUR 3,034 thousand, without taking into
account the transaction costs) plus the fair value of the option right, measured based on a binomial
model (EUR 1,961 thousand). However, since the paid amount (consideration received = transac-
Notes to the Consolidated Financial StatementsAnnual Report 2020 60
tion price) is below the fair value of the entire instrument, the difference between the fair value of
the entire instrument and the transaction price constitutes a withdrawal that is not recognized in
income (EUR 1,887 thousand) due to the shareholder position of the bondholders and only the dif-
ference between the fair value assessment of the partial warrant bonds compared to the nominal
value remains in the shareholders’ equity (EUR 74 thousand).
(9) Trade accounts payable
Trade accounts payable comprise unsettled liabilities relating to the delivery of goods and services
and amounted to EUR 1,480 thousand (2019: EUR 1,656 thousand).
(10) Liabilities to banks
Liabilities to banks are broken down as follows:
in EUR thousand
Dec. 31, 2020
Dec. 31, 2019
Liabilities to banks - noncurrent
Liabilities to banks - current
0
1,486
1,486
250
1,301
1,551
In the 2020 fiscal year, Intershop had an unsecured loan in the amount of EUR 435 thousand over a
period of two years with a fixed interest rate of 1.00% p.a. and a constant monthly repayment rate
as part of the U.S. coronavirus relief. If certain application requirements are met, the Company can
be released from repayment of the loan in whole or in part.
In the 2018 financial year, Intershop entered into an unsecured loan agreement with Commerzbank
AG in the amount of EUR 1,500 thousand over a period of three years with a fixed interest rate of
2.85% p.a. and a constant monthly repayment rate.
In the 2015 financial year, the Company entered into a loan agreement in the amount of EUR 6,000
thousand with Sparkasse Jena-Saale-Holzland. The term of the loan is six years, with a fixed interest
rate of 4.5% p.a. over the entire term. The contractually agreed repayment amount is EUR 1,000
thousand annually. It was also agreed that annual unscheduled payments would not incur a prepay-
ment penalty. In the 2016 fiscal year, a special repayment in the amount of EUR 1,200 thousand was
made from the pledged portion of the loan. In the 2020 fiscal year, the due date of the remaining
amount to be repaid of EUR 800 thousand was suspended at Intershop’s request due to the coro-
navirus pandemic with the approval of the lender and the due date and term of the loan were
extended by one year. The loan is secured with an indemnity bond covering 80% of the loan amount
from the state of Thuringia, and the approval of a distribution license for the Intershop software.
Notes to the Consolidated Financial StatementsAnnual Report 2020 61
(11) Other liabilities
Other liabilities consist only of current liabilities and comprise:
in EUR thousand
Liabilities to employees
Liabilities from outstanding vacation entitlement
Other VAT and wage tax liabilities
Liabilities from advance payments received
Liabilities to the Occupational Health and Safety Agency
Other liabilities relating to social security benefits
Miscellaneous other liabilities
Dec. 31, 2020
Dec. 31, 2019
781
729
430
217
95
55
316
1,031
645
742
150
105
63
353
2,623
3,089
Liabilities to employees mainly include liabilities from commissions and performance-based remu-
neration and obligations under the restructuring program in 2019 (EUR 420 thousand).
The item “liabilities from prepayments” are contractual obligations as defined in IFRS 15 compris-
ing prepayments (EUR 96 thousand) and prepayments received for fixed-price projects (EUR 121
thousand). As at December 31, 2019, the amount of EUR 150 thousand included in this amount
was recorded as revenues in the 2020 fiscal year (2019: EUR 10 thousand). As permitted under
IFRS 15, no disclosures regarding remaining service obligations with an expected original term not
to exceed one year are made. The other liabilities do not include any refund obligations (2019: EUR
107 thousand).
(12) Deferred revenue
Deferred revenue relates to prepayments by customers, primarily in the form of revenue from
maintenance agreements and are deemed contractual obligations as defined in IFRS 15. Deferred
revenue is reversed and revenue is recognized in the period in which the service was provided by
Intershop. In the case of current deferred revenue, reversal and recognition take place within a year.
No variable consideration is included. The amount of EUR 3,319 thousand included in the current
deferred revenue as at December 31, 2019 was recorded as revenues in the 2020 fiscal year (2019:
EUR 1,670 thousand). As permitted under IFRS 15, no additional disclosures regarding remaining
service obligations are made due to the fact that the disclosed service obligations are expected to
be due originally within one year.
Notes to the Consolidated Financial StatementsAnnual Report 2020 62
(13) Other provisions
Other current provisions amounted to EUR 286 thousand (2019: EUR 428 thousand).
The following table shows the development of other current provisions:
in EUR thousand
Guarantee
Other
Balance at January 1, 2020
Additions
Utilization
Reversal
Currency adjustments
Balance at December 31, 2020
145
141
(143)
0
(2)
141
283
151
(283)
0
(6)
145
Total
428
292
(426)
0
(8)
286
The other accrued liabilities primarily relate to impending losses from projects and provisions for
the General Meeting. With the exception of the warranty provision, full outflow is expected in 2021.
For estimation uncertainties for impending losses from projects, we refer to the section “Estimates
and discretionary decisions”.
Notes to the Consolidated Financial StatementsAnnual Report 2020 63
Notes to the Individual Items of the Statement
of Comprehensive Income
(14) Revenues
The Company generated revenues from software licenses and the corresponding maintenance
services, as well as from providing cloud services and consulting services. Revenues of EUR 33,605
thousand (2019: EUR 31,620 thousand) are divided into software and cloud revenues and service
revenues as follows:
in EUR thousand
Licenses
Maintenance
Cloud and Subscription
Software and Cloud Revenues
Service Revenues
Total Revenues
2020
4,152
7,984
7,332
19,468
14,137
33,605
2019
2,638
8,051
6,383
17,072
14,548
31,620
The breakdown of the recognized revenue into categories corresponds to the representation
in segment reporting. We refer to Chapter “Segment reporting” in Section “Other disclosures”.
Revenues are recognized for licenses at a specific point in time, and for all other revenues over a
specific period of time.
(15) Cost of revenues
Cost of revenues is divided into cost of product revenues and cost of service revenues analogous to
revenues; these costs are broken down as follows:
in EUR thousand
Licenses
Maintenance
Cloud and Subscription
Cost of revenues - Software and Cloud
Cost of revenues - Services
Total cost of revenues
2020
1,508
1,582
4,407
7,497
10,446
17,943
2019
2,175
1,485
3,897
7,557
12,999
20,556
The cost of revenues for licenses primarily include the amortization of software development costs.
Notes to the Consolidated Financial StatementsAnnual Report 2020 64
(16) Research and development expenses
Research and development expenses comprise all expenses attributable to R&D activities, with
personnel expenses accounting for the majority of this item. Research and development costs
decreased by 17% from EUR 4,557 thousand to EUR 3,778 thousand and account for 11% of the
revenue (2019: 14%). The decline primarily relates to the reduction of personnel costs due to
reduced working hours and staff cuts.
(17) Sales and marketing expenses
Sales and marketing expenses consist mainly of personnel costs for sales and marketing employees,
sales commissions, expenditures for sales partners, and costs associated with advertising and exhi-
bitions for various trade shows. Selling and marketing expenses decreased by 12% from EUR 8,760
thousand to EUR 7,707 thousand, primarily due to decreased personnel expenses and less travel
costs. The share of sales and marketing expenses to total revenue was 23% (2019: 28%).
(18) General and administrative expenses
General and administrative expenses mainly comprise personnel and non-personnel expenses as
well as depreciation and amortization that relates to administration. They include the cost of investor
relations activities and expenses relating to the Stockholders’ Meeting, as well as all legal expenses.
General and administrative costs fell by 8% from EUR 3,373 thousand to EUR 3,114 thousand mainly
due to lower personnel expenses. As in the prior year, the share of general administrative costs in
total revenues was 11%.
(19) Other operating income
Other operating income is composed of the following items:
in EUR thousand
Income from currency translation gains
Income from the reversal of restructuring provisions
Income from government grants
Income from IFRS 16
Gains from the disposal of fixed assets
Miscellaneous
2020
155
84
76
47
12
80
454
2019
74
0
0
43
3
149
269
Income from government grants was paid out in 2020. These contributions relate to a research and
development project that is supported by the Federal Ministry for Education and Research. Income
from currency gains of EUR 61 thousand is attributable to financial instruments.
Notes to the Consolidated Financial StatementsAnnual Report 2020 65
(20) Other operating expenses
Other operating expenses relate to the following items:
in EUR thousand
Currency translation losses
Income from the disposal of consolidated companies
Other taxes
Restructuring costs
Expenses from defaults on receivables
Miscellaneous
2020
250
5
1
0
0
217
473
2019
190
0
1
825
67
29
1,112
The remaining expenses refer mainly to one-off costs relating to the move to the new office space
at the Company’s headquarters. Expenses from currency translation losses of EUR 250 thousand
were attributable to financial instruments.
(21) Interest income and Interest expenses
Interest income of EUR 1 thousand (2019: EUR 15 thousand) consists primarily of interest on bank
balances. Interest expenses amounted to EUR 143 thousand (2019: EUR 176 thousand) and are
mainly the result of interest expenses for liabilities to banks for the 2020 fiscal year in the amount
of EUR 61 thousand, EUR 47 thousand for the warrant bond, and interest expenses from leases in
the amount of EUR 31 thousand.
(22) Income taxes
Income tax liabilities on the balance sheet date amounted to EUR 28 thousand (2019: EUR 62
thousand) and foreign income taxes for the year 2020.
The Company recognizes and measures income taxes using the balance sheet liability method in
accordance with IAS 12. Deferred taxes are calculated at the respective national income tax rates.
The calculation of deferred taxes for the domestic companies for December 31, 2020 was based on
a corporate income tax rate of 15% (2019: 15%) plus the solidarity surcharge of 5.5% (2019: 5.5%)
and an effective expected trade tax rate of 14,969% (2019: 15.691%). The change in the trade tax
rate is the result of lower assessment rates under trade tax law.
The Group’s income taxes are broken down as follows:
:
in EUR thousand
Current taxes
Abroad
Germany
Deferred taxes
Abroad
Germany
2020
2019
118
2
(11)
0
109
147
2
(5)
0
144
Notes to the Consolidated Financial StatementsAnnual Report 2020
66
The Group tax rate of 30.794% applicable in fiscal year 2020 (2019: 31.517%) was multiplied by IFRS
earnings before taxes to calculate the expected tax expense. Tax rates in a bandwidth from 16% to
30% were taken into account for the foreign subsidiaries.
The tax rate reconciliation contains the following details:
in EUR thousand
IFRS pretax income
Corporate tax rate
Expected tax expense/ tax income
Effects of changes in tax rates and different rates of
foreign taxation
Effects of non-recognition of deferred taxes or utilization
of tax losses
Permanent effects, tax refunds
Taxes of prior years
Income taxes
The components of the deferred tax assets were as follows:
in EUR thousand
Taxes on eligible loss carryforwards
Inventories
Prepaid expenses
Provisions/Liabilities
Leasing liabilities
Warrant bond
Deferred tax assets
Offset
Deferred tax assets after offset
Intangible assets
Receivables
Liabilities/advances received
Right of use IFRS 16
Deferred tax liabilities
Offset
Deferred tax liabilities after offset
Net deferred tax assets
2020
902
30.794%
278
1
(299)
127
2
109
2020
1,814
297
21
109
338
2
2,581
(2,496)
85
1,803
60
296
337
2,496
(2,496)
0
85
2019
(6,630)
31.517%
(2,089)
49
2,197
70
(83)
144
2019
1,559
103
0
252
482
0
2,396
(2,320)
76
1,699
92
54
475
2,320
(2,320)
0
76
Notes to the Consolidated Financial StatementsAnnual Report 2020 67
Deferred tax assets are recognized for temporary differences and for tax loss carryforwards in the
amount of the expected reduction in tax expense in subsequent fiscal years to the extent that it is
probable that they will be used. As at December 31, 2020, deferred tax assets were only recognized
in accordance with IAS 12.35 in the amount of taxable profit from temporary differences that will be
available in the future.
Deferred taxes on balance sheet differences, with the exception of deferred tax liabilities on intan-
gible assets, are short-term deferred taxes that reverse in the following year. Deferred tax liabilities
on intangible assets are realized over a depreciation period of three years.
Deferred taxes on loss carryforwards are basically to be regarded as long-term. Deferred tax liabili-
ties for withholding taxes on capital for subsidiaries were not recognized.
For the year ended December 31, 2020, the Company had net loss carryforwards for tax reporting
purposes in various tax jurisdictions as follows:
in EUR thousand
U.S. Federal
U.S. State
German corporate income tax
German municipal trade tax
Other
2020
65,422
38,042
308,786
298,061
0
2019
66,271
38,097
308,598
298,178
148
U.S. federal and state net operating loss carryforwards expire in various fiscal periods through
2040. The change in loss carryforwards in the United States is mainly the result of the expiration
of U.S. federal taxes in 2020, currency translation, and ongoing use. Deferred taxes on foreign loss
carryforwards were not recognized. With regard to the remaining German loss carryforwards, no
deferred tax assets were recorded for income tax purposes in the amount of EUR 302,959 thousand
(2019: EUR 303,588 thousand) and for trade taxes in the amount of EUR 292,102 thousand (2019:
EUR 293,296 thousand).
Notes to the Consolidated Financial StatementsAnnual Report 2020 68
(23) Earnings per share
The calculation of basic and diluted earnings per share is based on the following data:
in EUR thousand
Basis for calculating the undiluted earnings per
share (earnings after tax)
Interest expenses for warrant bonds
Basis for calculating the diluted earnings per share
in thousand
Weighted average of common shares (undiluted)
Effect of the conversion of the warrant bonds
Weighted average of common shares (diluted)
in EUR
Earnings per share (basic/diluted)
2020
793
47
840
2020
14,194
619
14,813
2020
0.06
2019
(6,774)
0
(6,774)
2019
13,426
0
13,426
2019
(0.50)
In accordance with IAS 33.64 the calculation of the number of shares was adjusted retrospectively
for the prior year. If the diluted earnings reduce the loss per share or increase earnings per share,
an adjustment is made to the amount of basic earnings per share (antidilutive effect) in accordance
with IAS 33.43.
Notes to the Consolidated Financial StatementsAnnual Report 2020
69
Notes to the Cash Flow Statement
Cash comprises exclusively the cash and cash equivalents reported in the balance sheet. In the
cash flow statement, cash flows are classified into net cash provided by/used in operating, investing,
and financing activities. Cash flows from operating activities are calculated on the basis of earnings
before tax, adjusted for noncash income and expenses, and of the changes in operating assets and
liabilities compared with last year’s balance sheet.
The cash inflow from operating activities amounted to EUR 4,727 thousand in 2020 compared to
a cash outflow of EUR 1,815 thousand in 2019, which is mainly due to the improved result for
the year and the reduction in trade receivables. Cash used for investing activities decreased from
EUR 3,354 thousand in the prior year to EUR 2,194 thousand. The reason is lower payments (EUR
2,017 thousand) for investments in intangible assets (2019: EUR 2,478 thousand). In the prior year,
a one-off cash outflow in the amount of EUR 635 thousand to restricted cash was also included.
Cash inflow from financing activities was EUR 1,335 thousand. Incoming payments from issuing
the warrant bond were at EUR 3,108 thousand (2019: EUR 0 thousand), while outgoing payments
for lease liabilities amounted to EUR 1,665 thousand (2019: EUR 1,696 thousand). In the prior-year
period, the cash inflow from financing activities came to EUR 5,520 thousand, mainly due to the two
capital increases. The total net inflow for the 2020 fiscal year was EUR 3,843 thousand compared to
EUR 507 thousand in the prior year. Intershop had freely available cash and cash equivalents of EUR
11,574 thousand as of the balance sheet date (December 31, 2019: EUR 7,731 thousand).
The changes in the balance sheet items used to determine the cash flow statement are not imme-
diately evident from the balance sheet because effects from currency translation and from changes
in the basis of consolidation do not impact cash and are eliminated.
Notes to the Consolidated Financial StatementsAnnual Report 2020
70
Other Disclosures
Segment reporting
Segment reporting as of December 31, 2020
in EUR thousand
Europe
USA
Asia/
Pacific
Consoli-
dation
Group
Revenues from external
customers
Software and Cloud Revenues
14,439
2,926
2,103
Licenses and Maintenance
10,627
Licenses
Maintenance
Cloud and Subscription
Service Revenue
Total revenues from external
customers
Intersegment revenues
Total revenues
Cost of revenues
Gross profit
Operating expenses,
operating income
810
273
537
2,116
2,472
699
13
686
1,404
2,256
3,866
6,761
3,812
9,409
23,848
5,398
4,359
1,090
24,938
12,733
11,115
2
5,400
2,882
2,516
2,328
2,032
10,374
2,348
1,896
Result from operating activities
741
168
135
Financial result
Earnings before tax
Income taxes
Earnings after tax
Assets
Additions to non-current assets
Liabilities
Depreciation and amortization
20,836
4,716
3,808
2,323
9,101
2,430
526
425
2,060
1,664
550
444
0
0
0
0
0
0
0
19,468
12,136
4,152
7,984
7,332
14,137
33,605
0
0
0
0
0
0
0
0
17,943
15,662
14,618
1,044
(142)
902
(109)
793
29,360
3,274
12,825
3,424
7
(1,099)
0
4,366
(1,099)
33,605
Notes to the Consolidated Financial StatementsAnnual Report 2020
71
Segment reporting as of December 31, 2019
in EUR thousand
Europe
USA
Asia/
Pacific
Consoli-
dation
Group
Revenues from external
customers
Software and Cloud Revenues
11,821
2,653
2,598
Licenses and Maintenance
Licenses
Maintenance
Cloud and Subscription
Service Revenue
Total revenues from external
customers
Intersegment revenues
Total revenues
Cost of revenues
Gross profit
9,052
2,303
6,749
2,769
8,920
903
335
568
1,750
3,595
734
0
734
1,864
2,033
20,741
6,248
4,631
1,483
22,224
13,485
7,256
0
6,248
4,070
2,178
4,636
3,001
1,630
Operating expenses, operating
income
Result from operating
activities
11,501
3,472
2,560
(4,245)
(1,294)
(930)
Financial result
Earnings before tax
Income taxes
Earnings after tax
Assets
Additions to non-current assets
Liabilities
Depreciation and amortization
18,123
1,831
7,802
2,720
5,470
551
2,350
821
4,033
409
1,742
605
5
(1,488)
0
0
0
0
0
0
0
0
17,072
10,689
2,638
8,051
6,383
14,548
31,620
(1,488)
31,620
0
0
0
0
0
0
0
0
20,556
11,064
17,533
(6,469)
(161)
(6,630)
(144)
(6,774)
27,626
2,791
11,895
4,146
The segment reporting is prepared in accordance with IFRS 8, Operating Segments. Segmentation
reflects the internal management and reporting by the Company’s management. The operating
segments were determined mainly by the different geographical regions in which business activities
take place. In this context, Intershop distinguishes between the Europe, USA, and Asia-Pacific
segments. The business segments that must be reported generated their revenues on the one hand
from software and cloud revenues, which also include the sale of software licenses and associated
maintenance and cloud and subscription revenues. On the other hand, they generate revenues
from consulting and training services.
Notes to the Consolidated Financial StatementsAnnual Report 2020
72
The operating segments are broken down as follows:
The segment “Europe” includes the sales activities of INTERSHOP Communications AG and Intershop
Communications SARL. The segment “USA” includes the sales activities of Intershop Communica-
tions Inc. mainly in North America as well as the sales activities of INTERSHOP Communications AG
in this region. The segment “Asia/Pacific” includes the sales activities of the Group in that region,
including the sales activities of INTERSHOP Communications Australia Pty Ltd. and Intershop Com-
munications Asia Limited. The segment “Consolidation” includes all transactions in the individual
segments.
Notes to the content of the individual line items:
• Revenues from external customers represent revenues from the segments with third parties
outside the Group.
• Intersegment revenues include revenues from intersegment relationships. These revenues
are recognized in the same way as those from external third parties.
• The cost of revenues comprises the costs attributed to each operating segment for generating
its revenues.
• Gross profit, which is calculated as the difference between segment revenues and the cost of
revenues, is the first assessment level for management decisions.
• Operating expenses and income comprise research and development expenses, sales and
marketing costs, general and administrative expenses, and other operating expenses and
income that are attributable to the relevant segments. Other operating expenses and income
also include the effects of one-time expenses such as restructuring costs in 2019, and currency
losses and gains.
• The result from operating activities (EBIT), which is the gross profit or loss less operating
expenses and income, forms the basis for assessing the performance of the segments.
• Interest income and income taxes are not allocated to the segments as the relevant transac-
tions are managed by the Group.
• Segment assets comprise the Intershop Group’s noncurrent and current assets that are
allocated to the respective segment on the basis of the percentage revenue breakdown. No
other measurement of segment assets is used.
• Segment liabilities comprise the Intershop Group’s noncurrent and current liabilities that are
allocated to the respective segment on the basis of the percentage revenue breakdown. No
other measurement of segment liabilities is used.
• Depreciation and amortization relates to the depreciation and amortization of the segment
assets allocated to the individual regions.
• In 2019 and 2020, there were no significant non-cash income and expenses.
Notes to the Consolidated Financial StatementsAnnual Report 2020 73
All amounts reported in the “Group” column in the segment reporting reflect the Group figures from
the statement of comprehensive income or the balance sheet. Adding together the amounts for the
operating segments produces the Group figures after elimination of the interim segment revenues.
The Company is domiciled in Germany. Revenues from external customers that were generated
in Germany amounted to EUR 10,508 thousand (2019: EUR 9,805 thousand). Revenues of EUR
23,097 thousand (2019: EUR 21,815 thousand) were recorded from external customers in other
countries. The amount of EUR 5,000 thousand of the revenues relates to customers in the Nether-
lands (2019: EUR 3,669 thousand). In fiscal years 2019 and 2020, there were no relations with indi-
vidual customers whose percentage of total sales was at least 10% of the total group revenues. Total
noncurrent assets excluding deferred taxes amounted to EUR 12,607 thousand (2019: EUR 12,608
thousand) in Germany and EUR 147 thousand (2019: EUR 324 thousand) in other countries.
Litigations/contingent liabilities
The Company is a defendant in a few legal proceedings arising from the ordinary course of business.
Defeat in these proceedings could adversely affect the Company’s earnings position. All legal fees
arising from a defeat in court are expenses when and if it is more likely than not that a payment
obligation exists and they can be estimated reliably. Although the outcome of these actions cannot
be forecast with certainty, the Company believes that the outcome of the actions will not have any
material effects on its net assets and results of operations.
The Company is asserting claims for payment from a contractual agreement with a customer from
the year 2013. The receivables were fully removed from the books in previous years. The contrac-
tual partner has filed a counter-claim. The Company is defending itself against this claim and is of
the opinion that the claims asserted by the contractual partner in the counter-claim do not have
any merits and, moreover, the amount is not justified. No provisions were recognized for these pro-
ceedings since the Company deems it highly unlikely that any expenses will be incurred in the future.
Notes to the Consolidated Financial StatementsAnnual Report 2020
74
Financial instrument disclosures
Intershop is exposed to certain risks with regard to its assets, liabilities, and transactions, in particu-
lar liquidity and default risk. The Company’s risk management system is explained in detail in the
management report.
The Company manages its capital structure with the aim of achieving its corporate goals through
financial flexibility. The Group’s overall strategy is unchanged compared to the prior year. In total,
the capital structure has changed as follows:
in EUR thousand
Equity
Liabilities to banks
Trade accounts payable
Warrant Bond
Leasing liabilities
Other liabilities
Equity ratio
Dec. 31, 2020
Dec. 31, 2019
16,535
15,731
1,486
1,480
3,038
1,207
5,614
56%
1,551
1,656
0
1,790
6,898
57%
as a % of
previous year
5%
-4%
-11%
-
-33%
-19%
The equity ratio is the ratio of equity to total assets.
Categories of financial instrument
The following table shows the classification of financial instruments required by IFRS 7 as well as the
fair values of the financial instruments that are recognized in the balance sheet at amortized cost
and their carrying amounts:
in EUR thousand
Measurement
Measured at amortized cost
Financial assets
Other noncurrent assets
Trade receivables
Restricted cash
Cash and cash equivalents
Financial liabilities
Trade payables
Liabilities to banks
Warrant Bond
Leasing Liabilities
Other current liabilities
Dec. 31, 2020
Dec. 31, 2019
Carrying amount
Carrying amount
14
3,939
635
11,574
1,480
1,486
3,038
1,207
1,009
17
5,528
635
7,731
1,656
1,551
0
1,790
1,185
Notes to the Consolidated Financial StatementsAnnual Report 2020
75
Carrying amount aggregated by
measurement category
Financial assets measured at amortized cost
Financial liabilities measured at amortized cost
Net gain/loss per measurement category
Financial assets measured at amortized cost
Financial liabilities measured at amortized cost
2020
16,162
8,220
2020
(88)
(139)
2019
13,911
6,182
2019
(96)
(176)
During the reporting year, there was no regrouping between the categories. With regard to the existing
financial instruments, with the exception of liabilities to banks and leasing liabilities, the contractual
maturities of most of the existing financial instruments are within one year of the balance sheet date.
Therefore their book values on the balance sheet date correspond to the fair values. With regard to
the liabilities to banks, the fair values are calculated as the present values of the payments associat-
ed with the liabilities, using market interest rates (on December 31, 2020: EUR 1,502 thousand). The
calculation of the fair value of the financial liability for the purpose of providing information in the
Notes was performed on the basis of Level 2 of the Fair Value Hierarchy (recognized DCF measure-
ment method, using observable market parameters, in particular market interest rates).
Non-payment risks
The Company is exposed to a potential default risk mainly from its trade receivables. The Company
applies the simplified approach according to IFRS 9 to measure the expected credit losses; as a result,
the credit losses expected over the term for all trade receivables will be used. The expected credit
losses were measured by summarizing the trade receivables based on common credit risk criteria
and days in arrears. The Company expects a loss rate of almost 0% since the average default on re-
ceivables over the last five years totaled 0.3% of the receivables. The Company performs ongoing
creditworthiness checks on its customers. The default risk with regard to trade receivables is also
mitigated by the fact that the Company has a broad customer base from various industries and
business areas. Therefore, there is no recognizable concentration of default risks from business re-
lationships with individual debtors or groups of debtors. In addition, the Company does not demand
collateral for its receivables. Furthermore, outstanding receivables from customers are regularly
monitored and measures are taken that should lead to a reduction in overdue payments. Creditwor-
thiness is usually considered to have deteriorated if the debtor can no longer make their payment
obligations (indicator: > 90 days overdue) or the overall situation of the debtor deteriorates. The loss
of a customer leads to the value of all outstanding items with this customer being adjusted. The loss
of a customer is determined based on an individual assessment; the first indicator is outstanding
payments being more than 90 days overdue or specific indications, such as filing for insolvency or
a legal dispute.
The Company’s cash and cash equivalents are largely invested with German, U.S. American banks
and Australian banks in secure investments. There is no significant default risk here. The Company
regularly monitors current and future returns. The maximum default risk relating to financial assets
is their carrying amounts in the balance sheet.
Notes to the Consolidated Financial StatementsAnnual Report 2020 76
Liquidity risk
The Company monitors the liquidity risk with regularly updated short- and medium-term financial
planning activities. Intershop has three bank loans. Of the bank loan taken up in the 2020 fiscal
year of EUR 435 thousand, no repayments have been made to date. Under certain application con-
ditions, the Company can be released from repayment in part or in full. Of the bank loan taken
up in the 2018 fiscal year of EUR 1,500 thousand, EUR 1,250 thousand has so far been paid when
due. Of the bank loan taken out in the 2015 fiscal year of EUR 6,000 thousand, a total of EUR 5,200
thousand has been repaid so far, of which EUR 4,000 thousand was scheduled repayment and EUR
1,200 thousand unscheduled repayment. For the warrant bond issued in the 2020 fiscal year in the
amount of EUR 3,108 thousand, repayment is due at the end of the term in July 2025, upon exercis-
ing the warrants, or within the termination period by July 2022. The cash in banking accounts totaled
EUR 11,574 thousand at the balance sheet date.
The change in financial liabilities in connection with financing activities is as follows:
Cash-
effective
change
Non-cash
effective change
(reclassifications)
Non-cash
effective change
(interest effects)
Dec. 31,
2020
in EUR thousand
Liabilities to banks -
noncurrent
Liabilities to banks -
current
Total liabilities
to banks
Warrant bond
Total
Dec. 31,
2019
250
1,301
(125)
1,551
0
1,551
(125)
3,065
2,940
(250)
250
0
(74)
(74)
0
1,486
1,486
3,038
4,524
60
60
47
107
Notes to the Consolidated Financial StatementsAnnual Report 2020 77
The following table shows the future undiscounted cash flows of financial liabilities that will affect the
Company’s future liquidity situation:
Financial liabilities
(in EUR thousand)
Carrying
amount at
Dec. 31, 2019
Cashflow in
2020
Carrying
amount at
Dec. 31, 2020
Cash flow
in 2021
Cash flow
after 2021
Non-current
liabilities to banks
Current liabilities
to banks
Trade accounts
payable
Warrant bond
Leasing liabilities
Other current
liabilities
Interest rate risk
250
0
0
0
1,301
1,339
1,486
1,511
1,656
0
1,790
1,656
0
1,609
1,480
3,038
1,207
1,480
93
417
0
0
0
3,481
838
1,185
1,185
1,009
1,009
0
An interest rate risk could arise from a change in market interest rates for medium- or long-term
liabilities. Intershop does not incur an interest risk since the Company has three bank loans and
warrant bond each with a fixed interest rate over the term of the loan.
Currency risk
Certain transactions in the Intershop Group are denominated in foreign currencies. This leads to
risks from exchange rate fluctuations. If required, Intershop hedges invoices in foreign currencies
with currency options. As of the balance sheet date, there were no currency options. Intershop is
primarily exposed to exchange rate risk relating to the U.S. dollar and the Australian dollar. The
carrying amount of the Group’s monetary assets and liabilities denominated in these currencies
was as follows at the balance sheet date:
in EUR thousand
in USD
in AUD
Assets
Liabilities
2020
205
54
2019
430
0
2020
54
50
2019
423
0
The following table shows the sensitivity of a 10% rise or fall in the euro against the two curren-
cies from the Group’s perspective and their effects on earnings after tax and equity. The sensitiv-
ity analysis merely comprises outstanding monetary items denominated in foreign currency and
adjusts their translation at the end of the period to reflect a 10% change in the exchange rates.
In EUR thousand
Change due to 10%
appreciation of the euro
Change due to 10%
depreciation of the euro
Earnings after
tax/equity USD
Earnings after
tax/equity AUD
2020
2019
2020
2019
0
0
0
0
0
1
0
0
Notes to the Consolidated Financial StatementsAnnual Report 2020 78
Related party disclosures
Intershop maintained business relationships with the consolidated subsidiaries. As at the balance
sheet date, Shareholder Value Beteiligungen AG holds 18.39% and Shareholder Value Management
AG 15.44% in the Company’s capital stock. In total, both companies hold 33.83% of the voting rights.
We refer to the management report, section “Disclosures pursuant to Sec. 289a (1) HGB and Sec.
315a (1) HGB together with the explanatory report pursuant to Sec. 176 (1) sentence 1 of the Stock
Corporations Act.” In July 2020, Intershop issued a warrant bond in the nominal amount of EUR
3,108,000 excluding the subscription right for existing shareholders (see section (8) Warrant bond).
1,500 partial debentures were subscribed by Shareholder Value Beteiligungen AG at a purchase
price of EUR 1,500,000. Interest payments were not yet due in the 2020 fiscal year. There were no
other business relationships. In the prior year, there were no business relationships.
With respect to the remuneration for Management Board and Supervisory Board members, please
refer also to the remuneration report in the management report.
Disclosure requirements under German law
Members of the executive bodies
The Management Board comprised in 2020 the following members:
Name
Dr. Jochen Wiechen
Markus Klahn
Function
CEO
Member of the
Management Board
Term of office
since 08/01/2013
(CEO since 09/01/2015)
since 04/09/2018
The Supervisory Board comprised the following members in 2020:
Name
Christian Oecking
Ulrich Prädel
Function
Chairman of the
Supervisory Board
Term of office
since 06/02/2016
Vice Chairman of the
Supervisory Board
since 12/01/2016 (Vice
Chairman since 12/16/2016)
Univ.-Prof. Dr. Louis Velthuis
Member of the
Supervisory Board
since 06/02/2016
Total remuneration paid to the Management Board for its activities in the 2020 fiscal year amounted
to EUR 546 thousand (2019: EUR 485 thousand), of which EUR 485 thousand (2019: EUR 485
thousand) relate to fixed remuneration and EUR 61 thousand (2019: EUR 0) to variable compo-
nents. The Chairman of the Board Dr. Jochen Wiechen waived his claims to variable remunera-
tion in the amount of EUR 33 thousand for the 2020 fiscal year. In the 2020 fiscal year, Supervi-
sory Board members were entitled to remuneration totaling EUR 228 thousand (2019: EUR 154
thousand), of which EUR 168 thousand (2019: EUR 154 thousand) accounted for fixed remuneration
and EUR 60 thousand (2019: EUR 0) for the performance-related variable portion. The payments of
the Management Board and Supervisory Board consist exclusively of benefits due in the short term.
Notes to the Consolidated Financial StatementsAnnual Report 2020 79
The particulars regarding the remuneration of the Management Boards and Supervisory Boards are
outlined in the remuneration reports as part of the combined Group management report and man-
agement report of INTERSHOP Communications AG.
Directors’ holdings and Securities transactions subject to reporting requirements
As of December 31, 2020, the following members of the Company’s executive bodies held Intershop
ordinary bearer shares:
Name
Christian Oecking
Ulrich Prädel
Function
Chairman of the Supervisory Board
Vice Chairman of the Supervisory Board
Univ.-Prof. Dr. Louis Velthuis
Member of the Supervisory Board
Dr. Jochen Wiechen
CEO of the Management Board
Markus Klahn
Member of the Management Board
Shares
27,000
5,535
10,000
42,661
11,366
During the 2020 fiscal year, the members of the Company’s executive bodies undertook the following
reportable securities transactions involving Intershop ordinary bearer shares:
Name
Date
Type of
transaction
Amount
Total value (EUR)
Christian Oecking
04/02/2020
Purchase
10,000
Christian Oecking
09/28/2020
Purchase
3,576
20,000
11,042
Employees
During the fiscal year 2020, Intershop Group had an average of 301 full-time employees, of whom
299 were salaried employees and 2 members of the executive bodies (2019: 335 full-time employees,
of whom 333 were salaried employees and 2 members of the executive bodies). The employees are
distributed over the following areas on an annual average:
Technical Departments
(Service Functions and Research Development)
Sales and marketing
General administration
2020
2019
227
41
31
299
252
45
36
333
Notes to the Consolidated Financial StatementsAnnual Report 2020
80
Personnel expenses and cost of materials
Personnel expenses totaled EUR 20,973 thousand (2019: EUR 23,468 thousand); of which EUR 18,205
thousand relate to wages and salaries (2019: EUR 20,198 thousand) and EUR 2,768 thousand to social
security contributions (2019: EUR 3,270 thousand). The reimbursement of social security contribu-
tions as part of reduced working hours was EUR 134 thousand (2019: EUR 0 thousand). Material
expenses amounted to EUR 4,359 thousand (2019: EUR 4,545 thousand), EUR 4,237 thousand of
which were expenses for purchased services (2019: EUR 4,425 thousand).
Auditor´s fees
The fees incurred for the services rendered by the auditor for the 2020 fiscal year were comprised of
EUR 132 thousand for audit services (2019: EUR 96 thousand) and EUR 18 thousand for tax advisory
services (2019: EUR 10 thousand).
Disclosure pursuant to Section 314 (1) No. 13 HGB
In the past fiscal year, Intershop issued a warrant bond to investors (see notes to the balance sheet).
Shareholder Value Beteiligungen AG subscribed to 48% of the issue. Shareholder Value Beteiligun-
gen AG, together with Shareholder Value Management AG, holds 33.83% of the voting rights, which
creates an atypical control relationship with the two companies with regard to these majorities
(33.83% anchor shareholder package with a high free float). The issued warrant bond is the granting
of a loan as well as the additional granting (= issue) of warrants, which, if exercised, can also lead
to early repayment of the loan. The option price when exercising the option right according to the
option terms is EUR 2.19 based on the provisions of the relevant resolution adopted at the General
Meeting. Taking into account the fair value of the option right of Shareholder Value Beteiligungen
AG of around EUR 941 thousand, which is, however, irrelevant for accounting purposes, measured
based on a binomial model, the agreement of an exercise price for the option of EUR 2.19 led to
a calculated effective interest rate of the bond of approx. 28% at the time of issue, as on the date
of issuing the option bond on July 24, 2020, based on a daily closing price of EUR 3.18, the option
was in the money immediately at EUR 0.99 per warrant. However, this calculation is subject to the
option rights being fully exercised and also does not recognize saved prepayment interest from
early repayment for warrant bonds that cannot be calculated before the rights are exercised. The
main reason for calculating the effective interest rate in this way is that the share price increased
significantly during the six-month reference period for calculating the option price in accordance
with a resolution adopted at the General Meeting before the shares were issued on July 24, 2020.
Events subsequent to the balance sheet date
There have been no significant reportable events after the balance sheet date.
Declaration of Conformity
The Company has issued a declaration of conformity as required by section 161 of the Aktienge-
setz by the annual deadline on December 10, 2020, and made this declaration permanently availa-
ble to its stockholders at https://www.intershop.com/en/investors-corporate-governance.
Notes to the Consolidated Financial StatementsAnnual Report 2020 81
Responsibility statement
To the best of our knowledge, and in accordance with the applicable reporting principles, the con-
solidated financial statements give a true and fair view of the assets, liabilities, financial position and
profit or loss of the group, and the group management report includes a fair review of the develop-
ment and performance of the business and the position of the group, together with a description of
the principal opportunities and risks associated with the expected development of the group for the
remaining months of the financial year.
Jena, March 3, 2021
The Management Board of INTERSHOP Communications Aktiengesellschaft
Dr. Jochen Wiechen
Markus Klahn
Notes to the Consolidated Financial StatementsAnnual Report 2020
82
Independent Auditor’s Report
To INTERSHOP Communications Aktiengesellschaft, Jena
Report on the Audit of the Consolidated Financial Statements and of
the Group Management Report
Audit Opinions
We have audited the consolidated financial statements of INTERSHOP Communications Aktien-
gesellschaft, Jena, and its subsidiaries (the Group), which comprise the consolidated statement of
financial position as at 31 December 2020, consolidated statement of changes in equity and consol-
idated statement of cash flows for the financial year from 1 January to 31 December 2020, and notes
to the consolidated financial statements, including a summary of significant accounting policies. In
addition, we have audited the group management report of INTERSHOP Communications Aktien-
gesellschaft, which is combined with the Company’s management report, for the financial year from
1 January to 31 December 2020. In accordance with the German legal requirements, we have not
audited the content of the statement on corporate governance pursuant to § [Article] 289f HGB
[Handelsgesetzbuch: German Commercial Code] and § 315d HGB.
In our opinion, on the basis of the knowledge obtained in the audit,
•
the accompanying consolidated financial statements comply, in all material respects, with
the IFRSs as adopted by the EU and the additional requirements of German commercial law
pursuant to § 315e Abs. [paragraph] 1 HGB and, in compliance with these requirements,
give a true and fair view of the assets, liabilities, and financial position of the Group as at 31
December 2020, and of its financial performance for the financial year from 1 January to 31
December 2020, and
•
the accompanying group management report as a whole provides an appropriate view of the
Group’s position. In all material respects, this group management report is consistent with the
consolidated financial statements, complies with German legal requirements and appropriately
presents the opportunities and risks of future development. Our audit opinion on the group
management report does not cover the content of the statement on corporate governance
referred to above.
Pursuant to § 322 Abs. 3 Satz [sentence] 1 HGB, we declare that our audit has not led to any reser-
vations relating to the legal compliance of the consolidated financial statements and of the group
management report.
Independent Auditor’s ReportAnnual Report 2020 83
Basis for the Audit Opinions
We conducted our audit of the consolidated financial statements and of the group management
report in accordance with § 317 HGB and the EU Audit Regulation (No. 537/2014, referred to sub-
sequently as “EU Audit Regulation”) in compliance with German Generally Accepted Standards for
Financial Statement Audits promulgated by the Institut der Wirtschaftsprüfer [Institute of Public
Auditors in Germany] (IDW). Our responsibilities under those requirements and principles are
further described in the “Auditor’s Responsibilities for the Audit of the Consolidated Financial State-
ments and of the Group Management Report“ section of our auditor’s report. We are independent
of the group entities in accordance with the requirements of European law and German commercial
and professional law, and we have fulfilled our other German professional responsibilities in accord-
ance with these requirements. In addition, in accordance with Article 10 (2) point (f) of the EU Audit
Regulation, we declare that we have not provided nonaudit services prohibited under Article 5 (1) of
the EU Audit Regulation. We believe that the audit evidence we have obtained is sufficient and ap-
propriate to provide a basis for our audit opinions on the consolidated financial statements and on
the group management report.
Key Audit Matters in the Audit of the Consolidated Financial Statements
Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the consolidated financial statements for the financial year from January 1 to December 31,
2020. These matters were addressed in the context of our audit of the consolidated financial state-
ments as a whole, and in forming our audit opinion thereon; we do not provide a separate audit
opinion on these matters.
In our view, the matters of most significance in our audit were as follows:
❶ Recoverability of goodwill
❷ Recognition and measurement of internally generated intangible assets
❸ Revenue recognition and allocation of revenue to correct periods
Our presentation of these key audit matters has been structured in each case as follows:
① Matter and issue
② Audit approach and findings
③ Reference to further information
Hereinafter we present the key audit matters:
❶ Recoverability of goodwill
① Goodwill amounting in total to EUR 4,473 thousand (representing 16% of total assets and 27%
of equity) is reported under the “Intangible assets” balance sheet item in INTERSHOP Communi-
cations Aktiengesellschaft’s consolidated financial statements. Goodwill is tested for impairment
by the Company once a year or when there are indications of impairment to determine any
possible need for write-downs. Impairment testing is carried out at the level of the cash-generat-
ing unit to which the relevant goodwill has been allocated. The carrying amount of the cash-gen-
erating unit, including goodwill, is compared with the corresponding recoverable amount in the
context of the impairment test. The calculation of the recoverable amount generally employs
Independent Auditor’s ReportAnnual Report 2020 84
the value in use. The present value of the future cash flows from the cash-generating unit
normally serves as the basis of valuation. The present values are calculated using discount-
ed cash flow models. For this purpose, the medium-term business plan adopted by the Group
forms the starting point for future projections. Expectations relating to future market develop-
ments and assumptions about the development of macroeconomic factors are also taken into
account. The discount rate used is the weighted average cost of capital for the cash-generating
unit. The impairment test determined that no write-downs were necessary. The outcome of
this valuation exercise is dependent to a large extent on the estimates made by the executive
directors with respect to the future cash inflows from the cash-generating unit, the discount rate
used, and other assumptions, and is therefore subject to considerable uncertainty. Against this
background and due to the complex nature of the valuation, this matter was of particular signif-
icance in the context of our audit.
② As part of our audit, we reviewed the methodology employed for the purposes of performing
the impairment test, among other things. After matching the future cash inflows used for the
calculation against the medium-term business plan adopted by the Group, we assessed the ap-
propriateness of the calculation, in particular by reconciling it with general and sector-specific
market expectations. In the knowledge that even relatively small changes in the discount rate
applied can have a material impact on the value of the entity calculated using this method, we
focused our testing in particular on the parameters used to determine the discount rate applied,
and verified the calculation procedure. We reproduced the sensitivity analyses performed by
the Company, in order to reflect the uncertainty inherent in the projections. Taking into account
the information available, we determined that the carrying amount of the cash-generating unit,
including the allocated goodwill, were adequately covered by the discounted future net cash
inflows. Overall, the measurement inputs and assumptions used by the executive directors are
in line with our expectations and are also within the ranges considered by us to be reasonable.
③ The Company’s disclosures about impairment testing and the balance sheet item “Intangible
assets” are contained in the section “Accounting and measurement methods” and section (1)
“Intangible assets” of the notes to the consolidated financial statements.
❷ Recognition and measurement of internally generated intangible assets
①
Internally generated intangible assets (software) amounting in total to EUR 5,855 thousand
(representing 21% of total assets and 35% of equity) is reported under the “Intangible assets”
balance sheet item in INTERSHOP Communications Aktiengesellschaft’s consolidated financial
statements. These internally generated intangible assets are internally developed Intershop
software solutions which are recognized in accordance with the provisions of IAS 38. The eligi-
bility of internally generated product development expenses for capitalization depends on the
criteria set out in IAS 38.57, i.e., the the technical feasibility of completing the intangible asset so
that it will be available for use or sale, its intention to complete the intangible asset, its ability to
use or sell the intangible asset, how the intangible asset will generate probable future economic
benefits, the availability of adequate technical, financial and other resources to complete the
development and the company’s its ability to measure reliably the expenditure attributable to
the intangible asset during its development. Internally generated intangible assets are initially
Independent Auditor’s ReportAnnual Report 2020 85
recognized at cost. They are subsequently measured using the cost model. In our view, this
matter was of particular importance for our audit because the capitalization and amortization
of development costs are based to a large extent on estimates and assumptions made by the
executive directors and are therefore subject to corresponding uncertainties.
② As part of our audit, we reviewed, among other things, the internal processes and controls for
recording tax matters as well as the methodology adopted for the determination, accounting
treatment and measurement of deferred taxes. Moreover, we evaluated the capitalization re-
quirements for individual projects on a sample basis, using the criteria set out in IAS 38.57. We
assessed the amount of the intangible assets capitalized and the recoverability of the develop-
ment expenditure on the basis of supporting evidence made available to us. In so doing, we also
inspected project records in order to verify the respective percentage of completion. In this con-
nection, we also assessed the recoverability of the intangible assets based on internal projec-
tions as to future usability and evaluated the appropriateness of the underlying estimates and
assumptions. Based on our audit procedures, we satisfied ourselves that the measurement pa-
rameters and assumptions used by the by the executive directors were justified and adequately
documented.
③ The Company’s disclosures on the “Intangible assets” balance sheet item are contained in the
sections entitled “Accounting policies” and “(1) Intangible assets” in the notes to the consolidated
financial statements.
❸ Revenue recognition and allocation of revenue to correct periods
① Revenue amounting to EUR 33,605 thousand is reported in the consolidated statement of com-
prehensive income in the consolidated financial statements of INTERSHOP Communications
Aktiengesellschaft. The company recognizes revenue from the sale and temporary granting of
licenses, the provision and running of systems for online-commerce as standardized service
(CaaS), the provision of installation services and advice, maintenance and operation of online
shops on behalf of customers in return for a sales- or transaction-based fee.
The recognition of revenue from the sale of licenses depends on the existence of a binding con-
tractual arrangement, the transfer of material rights to the customer. Proceeds from services
are realized as at the date the services are rendered, while maintenance revenue, revenue from
the provision and running of systems for online-commerce as standardized service (CaaS) and
proceeds from the temporary granting of licenses is realized over the performance period. These
various services rendered by the company can be the object of agreements with customers,
either individually or in various constellations.
In light of the complexity of the customer agreements underpinning revenue recognition, these
significant items are subject to particular risk. Against this background, the correct revenue rec-
ognition in connection with the group-wide application of the accounting standard IFRS 15 is
considered to be complex and is based in some respects on estimates, assumptions and discre-
tion used by the executive directors, with the result that this matter was of particular importance
for our audit.
Independent Auditor’s ReportAnnual Report 2020
86
② As part of our audit, we assessed, among other things, the correct presentation of revenue in the
consolidated financial statements on the basis of the accounting policies applied by INTERSHOP
Communications Aktiengesellschaft in relation to the recognition of software revenue in accord-
ance with the relevant IFRSs, in particular the IFRS 15.
To do so, we first identified the material controls implemented by the Group to ensure the
correct identification of contracts, individual service obligations and the recognition of revenue,
assessed their appropriateness and tested their effectiveness with respect to avoiding and/or
identifying errors. We have assessed the design of the processes set up to account for transac-
tions compliant to IFRS 15.
In addition we have tested in detail material transactions, as well as further transactions on a
test basis, in light of contracts, identification of service obligations and have assessed whether
those services have been rendered over a period or at a point of time and which fees have been
collected.
Based on our audit procedures, we satisfied ourselves that the estimates and assumptions
relating to revenue recognition made by the executive directors were adequately documented
and justified.
③ The Company’s disclosures on revenue recognition are contained in sections “(12) Accrued
revenue” and “(14) Revenue” of the notes to the consolidated financial statements.
Other Information
The executive directors are responsible for the other information. The other information comprises
the statement on corporate governance pursuant to § 289f HGB and § 315d HGB.
The other information comprises further the remaining parts of the annual report – excluding
cross-references to external information – with the exception of the audited consolidated financial
statements, the audited group management report and our auditor’s report.
Our audit opinions on the consolidated financial statements and on the group management report
do not cover the other information, and consequently we do not express an audit opinion or any
other form of assurance conclusion thereon.
In connection with our audit, our responsibility is to read the other information and, in so doing, to
consider whether the other information
•
is materially inconsistent with the consolidated financial statements, with the group manage-
ment report or our knowledge obtained in the audit, or
• otherwise appears to be materially misstated.
Independent Auditor’s ReportAnnual Report 2020
87
Responsibilities of the Executive Directors and the Supervisory Board for the Consolidated
Financial Statements and the Group Management Report
The executive directors are responsible for the preparation of the consolidated financial statements
that comply, in all material respects, with IFRSs as adopted by the EU and the additional require-
ments of German commercial law pursuant to § 315e Abs. 1 HGB and that the consolidated financial
statements, in compliance with these requirements, give a true and fair view of the assets, liabilities,
financial position, and financial performance of the Group. In addition, the executive directors are
responsible for such internal control as they have determined necessary to enable the preparation
of consolidated financial statements that are free from material misstatement, whether due to fraud
or error.
In preparing the consolidated financial statements, the executive directors are responsible for
assessing the Group’s ability to continue as a going concern. They also have the responsibility for
disclosing, as applicable, matters related to going concern. In addition, they are responsible for
financial reporting based on the going concern basis of accounting unless there is an intention to
liquidate the Group or to cease operations, or there is no realistic alternative but to do so.
Furthermore, the executive directors are responsible for the preparation of the group management
report that, as a whole, provides an appropriate view of the Group’s position and is, in all material
respects, consistent with the consolidated financial statements, complies with German legal require-
ments, and appropriately presents the opportunities and risks of future development. In addition,
the executive directors are responsible for such arrangements and measures (systems) as they have
considered necessary to enable the preparation of a group management report that is in accord-
ance with the applicable German legal requirements, and to be able to provide sufficient appropri-
ate evidence for the assertions in the group management report.
The supervisory board is responsible for overseeing the Group’s financial reporting process for the
preparation of the consolidated financial statements and of the group management report.
Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements and of the
Group Management Report
Our objectives are to obtain reasonable assurance about whether the consolidated financial state-
ments as a whole are free from material misstatement, whether due to fraud or error, and whether
the group management report as a whole provides an appropriate view of the Group’s position and,
in all material respects, is consistent with the consolidated financial statements and the knowledge
obtained in the audit, complies with the German legal requirements and appropriately presents the
opportunities and risks of future development, as well as to issue an auditor’s report that includes
our audit opinions on the consolidated financial statements and on the group management report.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in
accordance with § 317 HGB and the EU Audit Regulation and in compliance with German Generally
Accepted Standards for Financial Statement Audits promulgated by the Institut der Wirtschafts-
prüfer (IDW) will always detect a material misstatement. Misstatements can arise from fraud or error
and are considered material if, individually or in the aggregate, they could reasonably be expected to
influence the economic decisions of users taken on the basis of these consolidated financial state-
ments and this group management report.
Independent Auditor’s ReportAnnual Report 2020 88
We exercise professional judgment and maintain professional skepticism throughout the audit. We
also:
•
Identify and assess the risks of material misstatement of the consolidated financial statements
and of the group management report, whether due to fraud or error, design and perform audit
procedures responsive to those risks, and obtain audit evidence that is sufficient and appropri-
ate to provide a basis for our audit opinions. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from error, as fraud may involve collusion,
forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit of the consolidated financial
statements and of arrangements and measures (systems) relevant to the audit of the group
management report in order to design audit procedures that are appropriate in the circum-
stances, but not for the purpose of expressing an audit opinion on the effectiveness of these
systems.
•
Evaluate the appropriateness of accounting policies used by the executive directors and the
reasonableness of estimates made by the executive directors and related disclosures.
• Conclude on the appropriateness of the executive directors’ use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the Group’s ability to continue
as a going concern. If we conclude that a material uncertainty exists, we are required to draw
attention in the auditor’s report to the related disclosures in the consolidated financial state-
ments and in the group management report or, if such disclosures are inadequate, to modify
our respective audit opinions. Our conclusions are based on the audit evidence obtained up to
the date of our auditor’s report. However, future events or conditions may cause the Group to
cease to be able to continue as a going concern.
•
Evaluate the overall presentation, structure and content of the consolidated financial state-
ments, including the disclosures, and whether the consolidated financial statements present
the underlying transactions and events in a manner that the consolidated financial statements
give a true and fair view of the assets, liabilities, financial position and financial performance of
the Group in compliance with IFRSs as adopted by the EU and the additional requirements of
German commercial law pursuant to § 315e Abs. 1 HGB.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities
or business activities within the Group to express audit opinions on the consolidated financial
statements and on the group management report. We are responsible for the direction, super-
vision and performance of the group audit. We remain solely responsible for our audit opinions.
•
Evaluate the consistency of the group management report with the consolidated financial state-
ments, its conformity with German law, and the view of the Group’s position it provides.
• Perform audit procedures on the prospective information presented by the executive directors
in the group management report. On the basis of sufficient appropriate audit evidence we
evaluate, in particular, the significant assumptions used by the executive directors as a basis for
the prospective information, and evaluate the proper derivation of the prospective information
from these assumptions. We do not express a separate audit opinion on the prospective in-
formation and on the assumptions used as a basis. There is a substantial unavoidable risk that
future events will differ materially from the prospective information.
Independent Auditor’s ReportAnnual Report 2020 89
We communicate with those charged with governance regarding, among other matters, the planned
scope and timing of the audit and significant audit findings, including any significant deficiencies in
internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with the
relevant independence requirements, and communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, the
related safeguards.
From the matters communicated with those charged with governance, we determine those matters
that were of most significance in the audit of the consolidated financial statements of the current
period and are therefore the key audit matters. We describe these matters in our auditor’s report
unless law or regulation precludes public disclosure about the matter.
Independent Auditor’s ReportAnnual Report 2020 90
Other legal and regulatory requirements
Assurance Report in Accordance with § 317 Abs. 3b HGB on the Electronic Reproduction of
the Consolidated Financial Statements and the Group Management Report Prepared for
Publication Purposes
Reasonable Assurance Conclusion
We have performed an assurance engagement in accordance with § 317 Abs. 3b HGB to obtain rea-
sonable assurance about whether the reproduction of the consolidated financial statements and the
group management report (hereinafter the “ESEF documents”) contained in the attached electronic
file Intershop_AG_KA_LB_ESEF-2020-12-31.zip and prepared for publication purposes complies in
all material respects with the requirements of § 328 Abs. 1 HGB for the electronic reporting format
(“ESEF format”). In accordance with German legal requirements, this assurance engagement only
extends to the conversion of the information contained in the consolidated financial statements and
the group management report into the ESEF format and therefore relates neither to the information
contained within this reproduction nor to any other information contained in the above-mentioned
electronic file.
In our opinion, the reproduction of the consolidated financial statements and the group manage-
ment report contained in the above-mentioned attached electronic file and prepared for publication
purposes complies in all material respects with the requirements of § 328 Abs. 1 HGB for the elec-
tronic reporting format. We do not express any opinion on the information contained in this repro-
duction nor on any other information contained in the above-mentioned electronic file beyond this
reasonable assurance conclusion and our audit opinion on the accompanying consolidated financial
statements and the accompanying group management report for the financial year from 1 January
to 31 December 2020 contained in the “Report on the Audit of the Consolidated Financial State-
ments and on the Group Management Report” above.
Basis for the Reasonable Assurance Conclusion
We conducted our assurance engagement on the reproduction of the consolidated financial state-
ments and the group management report contained in the above-mentioned attached electronic
file in accordance with § 317 Abs. 3b HGB and the Exposure Draft of IDW Assurance Standard:
Assurance in Accordance with § 317 Abs. 3b HGB on the Electronic Reproduction of Financial State-
ments and Management Reports Prepared for Publication Purposes (ED IDW AsS 410) and the Inter-
national Standard on Assurance Engagements 3000 (Revised). Accordingly, our responsibilities are
further described below in the “Group Auditor’s Responsibilities for the Assurance Engagement on
the ESEF Documents” section. Our audit firm has applied the IDW Standard on Quality Management:
Requirements for Quality Management in the Audit Firm (IDW QS 1).
Independent Auditor’s ReportAnnual Report 2020 91
Responsibilities of the Executive Directors and the Supervisory Board for the
ESEF Documents
The executive directors of the Company are responsible for the preparation of the ESEF documents
including the electronic reproduction of the consolidated financial statements and the group man-
agement report in accordance with § 328 Abs. 1 Satz 4 Nr. 1 HGB and for the tagging of the consol-
idated financial statements in accordance with § 328 Abs. 1 Satz 4 Nr. 2 HGB.
In addition, the executive directors of the Company are responsible for such internal control as
they have considered necessary to enable the preparation of ESEF documents that are free from
material non-compliance with the requirements of § 328 Abs. 1 HGB for the electronic reporting
format, whether due to fraud or error.
The executive directors of the Company are also responsible for the submission of the ESEF
documents together with the auditor’s report and the attached audited consolidated financial state-
ments and audited group management report as well as other documents to be published to the
operator of the German Federal Gazette [Bundesanzeiger].
The supervisory board is responsible for overseeing the preparation of the ESEF documents as part
of the financial reporting process.
Group Auditor’s Responsibilities for the Assurance Engagement on the ESEF Documents
Our objective is to obtain reasonable assurance about whether the ESEF documents are free from
material non-compliance with the requirements of § 328 Abs. 1 HGB, whether due to fraud or error.
We exercise professional judgment and maintain professional skepticism throughout the assurance
engagement. We also:
•
Identify and assess the risks of material non-compliance with the requirements of § 328 Abs. 1
HGB, whether due to fraud or error, design and perform assurance procedures responsive to
those risks, and obtain assurance evidence that is sufficient and appropriate to provide a basis
for our assurance conclusion.
• Obtain an understanding of internal control relevant to the assurance engagement on the ESEF
documents in order to design assurance procedures that are appropriate in the circumstances,
but not for the purpose of expressing an assurance conclusion on the effectiveness of these
controls.
•
Evaluate the technical validity of the ESEF documents, i.e., whether the electronic file containing
the ESEF documents meets the requirements of the Delegated Regulation (EU) 2019/815 in the
version applicable as at the balance sheet date on the technical specification for this electronic
file.
•
Evaluate whether the ESEF documents enables a XHTML reproduction with content equivalent
to the audited consolidated financial statements and to the audited group management report.
•
Evaluate whether the tagging of the ESEF documents with Inline XBRL technology (iXBRL) enables
an appropriate and complete machine-readable XBRL copy of the XHTML reproduction.
Independent Auditor’s ReportAnnual Report 2020 92
Further Information pursuant to Article 10 of the EU Audit Regulation
We were elected as group auditor by the annual general meeting on 20 May 2020. We were engaged
by the supervisory board on 7 December 2020. We have been the group auditor of the INTERSHOP
Communications Aktiengesellschaft, Jena, without interruption since the financial year 2007.
We declare that the audit opinions expressed in this auditor’s report are consistent with the addi-
tional report to the audit committee pursuant to Article 11 of the EU Audit Regulation (long-form
audit report).
German Public Auditor responsible for the engagement
The German Public Auditor responsible for the engagement is Andreas Kremser.
Erfurt, March 4, 2021
PricewaterhouseCoopers GmbH
Wirtschaftsprüfungsgesellschaft
(sgd. Andreas Kremser)
Wirtschaftsprüfer
(German Public Auditor)
(sgd. ppa. Marcus Engelmann)
Wirtschaftsprüfer
(German Public Auditor)
Independent Auditor’s ReportAnnual Report 2020
2019
Financial
Statements
CONTENT
94
95
96
Balance Sheet INTERSHOP Communications Aktiengesellschaft
Statement of Operations of
INTERSHOP Communications Aktiengesellschaft
Notes to the Financial Statements
INTERSHOP Communications Aktiengesellschaft
107 Responsibility statement
FINANCIAL STATEMENTS
94
Balance Sheet INTERSHOP Communications Aktiengesellschaft
in EUR
ASSETS
Fixed Assets
Intangible assets
Internally developed software
Purchased software licenses
Property and equipment
December 31, 2020 December 31, 2019
5,855,371
48,980
5,390,613
42,656
Other facilities, furniture, and equipment
500,266
556,798
Financial Assets
Investments in affiliated companies
Current Assets
Inventories
Work in process
Payments on account
Receivables and other assets
Accounts receivable
Receivables from affiliated companies
Other assets
Cash-in-hand, bank balances
Prepaid expenses
TOTAL ASSETS
SHAREHOLDERS’ EQUITY AND LIABILITIES
Shareholders’ Equity
Common stock
Conditional capital: EUR 1,437,000 (prior year: EUR 0)
Capital reserves
Revenue reserve
Other revenue reserves
Accumulated profit/loss
Accrued Liabilities
Other accrued liabilities
Liabilities
Loans
of which loans convertible EUR 3,108,000 (prior year: EUR 0)
Bank loans
Customer advances
Trade payables
Payables to affiliated companies
Other liabilities
thereof from taxes: EUR 324,685 (prior year: EUR 632,990)
thereof from social security benefits: EUR 19,308
(prior year EUR 21,950)
5,128,961
11,533,578
5,128,962
11,119,029
963,813
0
963,813
1,933,397
2,191,996
118,010
4,243,403
9,765,506
14,972,722
803,599
27,309,899
327,356
1,685
329,041
3,402,555
2,965,846
114,331
6,482,732
5,646,476
12,458,249
999,586
24,576,864
14,194,164
42,582,492
1,494,454
61,573
0
15,750,191
2,281,131
2,281,131
3,108,000
1,049,990
893,116
185,457
1,191,367
476,896
0
0
(27,552,620)
15,029,872
2,480,680
2,480,680
0
1,549,994
315,173
378,014
1,603,535
796,864
Deferred income
TOTAL SHAREHOLDERS’ EQUITY AND LIABILITIES
6,904,826
2,373,751
27,309,899
4,643,580
2,422,732
24,576,864
Annual Report 2020
Financial Statements INTERSHOP Communications Aktiengesellschaft
95
FINANCIAL STATEMENTS
Statement of Operations of
INTERSHOP Communications Aktiengesellschaft
in EUR
Revenues
January 1 to December 31,
2020
2019
25,685,301
22,991,385
Decrease or increase in inventories of work in progress
636,458
327,356
Other own work capitalized
Other operating income
Cost of Materials
Cost of purchased merchandise
Cost of purchased services
Personnel Costs
Salaries
Social security contribution
Depreciation and amortization
1,742,695
2,108,460
680,217
398,583
(91,735)
(104,535)
(2,823,792)
(2,308,558)
(12,936,774)
(15,458,510)
(2,276,633)
(2,650,866)
of intangible fixed assets and property and equipment
(1,780,758)
(2,365,838)
Other operating expenses
Other interest and similar income
(8,229,717)
(10,666,104)
132,143
164,203
thereof from affiliated companies: EUR 132,051 Euro
(prior year: EUR 154,198)
Write-downs of long-term financial assets and current securities
0
(4,045,000)
Interest and similar expenses
Taxes on income
(89,924)
(88,060)
(2,199)
(2,297)
Net loss after tax/Net income/loss for the year
645,282 (11,699,781)
Loss carried forward from the prior years
(27,552,620)
(25,494,788)
Withdrawal from the capital reserve
0
9,641,949
Income from the simplified decrease in capital
Allocation to the capital reserve according to the
provisions for the simplified capital decrease
Allocation to the retained earnings
28,388,327
(1,419,416)
(61,573)
0
0
0
Accumulated profit/accumulated loss
0 (27,552,620)
Annual Report 2020 96
Notes to the Financial Statements
INTERSHOP Communications
Aktiengesellschaft
INTERSHOP Communications Aktiengesellschaft (“Intershop”) is an Aktiengesellschaft (German stock
corporation) under German law based in Jena. The business adress is at Steinweg 10 in 07743 Jena,
Germany. INTERSHOP Communications AG is entered in the commercial register of the Jena Local
Court under number HRB 209419.
The annual financial statements of INTERSHOP Communications Aktiengesellschaft for fiscal year
2020 are prepared in accordance with the provisions of the HGB (German Commercial Code) and
the AktG (German Stock Corporation Act). The Company is a large listed corporation as defined
by sec. 267 (3) HGB. The fiscal year corresponds with the calendar year. The income statement is
prepared using total expenditure format.
Accounting Policies
The accounting policies presented below remained the same as in the prior year.
For internally generated internally developed Software, the capitalization option was exercised in
accordance with sec. 248 (2) HGB.
Internally generated intangible assets classified as development costs of newly developed software
products were measured at cost of production less depreciation. The cost of production includes
the compulsory parts according to sec. 255 (2) HGB. Capitalization of software development costs
generally begins when the technological feasibility of the product is established, which the Company
defines with the compilation of the software functionalities considered as marketable to so-called
PSIs (Potential Shippable Increment) and the definition of the EPICs (Features). The items were
written off over the intended estimated useful life of three years from the time when the software
was made available; the straight-line method was used. Impairment losses are recognized if the im-
pairment in value is expected to be permanent.
Acquired intangible fixed assets and property, plant and equipment are carried at cost, less
scheduled, straight-line depreciation and any required non-scheduled write-downs. Scheduled de-
preciation is recorded over the expected useful lives of the assets, which are between two and five
years.
Low-value assets are written off in full in the year in which they are acquired as long as the cost does
not exceed EUR 800.
Financial Statements INTERSHOP Communications AktiengesellschaftAnnual Report 2020 97
Financial assets are entered at acquisition cost, reduced by the required value adjustments for im-
pairments that are expected to be of a permanent duration. If the reasons for the write-downs no
longer apply, the write-downs are reversed accordingly.
Inventories (work in process) are measured at cost. In addition to direct materials and labor costs,
they include an appropriate share of the necessary indirect materials and labor costs. Payments
already received for these services are identified as payments received.
Prepayments, receivables and other assets are carried at their principal amounts, less any necessary
valuation allowances. Foreign currency receivables are measured at their historical rate prevailing at
the respective transaction date when added.
Cash is measured at its nominal value.
The prepaid expenses comprise outgoing payments in the fiscal year under review that represent
expenses in the following years. A discount paid relating to the issue of an option bond is reversed
as expenses using the straight-line method over the term of this bond (5 years).
Common stock is stated at par value.
Accrued liabilities cover all recognizable risks and contingent liabilities and are measured in the
amount dictated by prudent business practice. They are measured at the settlement value deemed
necessary by prudent business practice. Price and cost increases have been accounted for in the
computation.
Liabilities are stated at their settlement value. Foreign currency payables are measured at their
historical rate prevailing at the respective transaction date when added. Payments received are
reported at face value.
The deferred income comprises payments from customers in the fiscal year under review that
represent revenue in the following years.
Assets and liabilities in foreign currency were translated at the average spot exchange rate on the
balance sheet date. With a remaining term of more than one year, the realization principle (Sec. 252
(1) no. 4 clause 2 HGB) and the acquisition cost principle (Sec. 253 (1) sentence 1 HGB) are observed.
Deferred taxes are recognized on the differences in the valuations of the trade balance and the tax
balance if these are expected to reduce in later fiscal years. Furthermore, deferred tax assets on
the existing loss carryforwards under corporate and trade tax law are recognized if a loss offset is
expected in the next five years. Differences between trade balance and tax balance as well as accu-
mulated deficits carried forward result in deferred tax assets. Deferred taxes from temporary differ-
ences as specified in sec. 274 HGB resulted from the application of the tax rate of 30.794% (15.825%
for corporate income tax including solidarity surcharge and 14.969% for trade tax) on the intangible
assets and the other accrued liabilities. The Company did not make use of the option to account for
the deferred tax assets pursuant to section 274(1) sentence 2 of the HGB (German Commercial Code)
Financial Statements INTERSHOP Communications AktiengesellschaftAnnual Report 2020
98
Notes to the items in the annual financial statements
Balance Sheet
Fixed assets changed as follows:
Intangible Assets
Tangible
Assets
Financial
Assets
Total
Internally
developed
Software
Purchased
Software
licenses
Other
equipment,
operating
and office
equipment
Shares in
affiliated
companies
In EUR thousand
Costs of purchase
Balance at January 1, 2020
Additions
Disposals
9,586
1,970
0
Balance at December 31, 2020
11,556
Depreciation, write-downs,
and impairment losses
Balance at January 1, 2020
Additions
Disposals
4,195
1,506
0
Balance at December 31, 2020
5,701
Net carrying amount at
December 31, 2019
Net carrying amount at
December 31, 2020
5,391
5,855
1,959
53
(199)
1,813
1,917
46
(199)
1,764
42
49
3,864
41,504
56,913
173
(1,448)
0
0
2,196
(1,647)
2,589
41,504
57,462
3,307
36,375
45,794
222
(1,441)
0
0
1,774
(1,640)
2,088
36,375
45,928
557
501
5,129
11,119
5,129
11,534
The addition to internally generated software results from the first-time capitalization of software
development costs. Overall, development costs of EUR 5,749 thousand were incurred in the 2020
fiscal year. The capitalization of the software development costs led to a restricted amount of EUR
5,855 thousand less deferred tax liabilities in the amount of EUR 1,803 thousand as set forth in
Sec. 268 (8) HGB. Furthermore, deferred tax assets were recognized in the amount of EUR 1,803
thousand which were offset against the deferred tax liabilities. The financial assets include EUR
4,818 thousand attributable to Intershop Communications Inc. on shares of which impairment
losses were recorded in the prior years to mark them down to the lower fair market value. There
are no indications of a need to further adjust the values according to current corporate planning.
Within the financial assets, the 100% interest in Intershop Communications LTD, Romsey, United
Kingdom was disposed of in the fiscal year due to the liquidation of the company. The acquisition
costs and the book value of the holding were EUR 1.
Financial Statements INTERSHOP Communications AktiengesellschaftAnnual Report 2020 99
Receivables from affiliated companies in the amount of EUR 1,350 thousand (prior year: EUR 1,350
thousand) resulted from Group financing; EUR 750 thousand (prior year: EUR 600 thousand) of these
receivables fall due within more than one year. The other receivables from affiliated companies relate
to current business service relationships. All other receivables and other assets have a remaining
maturity of up to one year, as in the prior year.
The prepaid expenses include a discount in the amount of EUR 69 thousand as of the balance sheet
date. The nominal interest that was reduced due to the option right of the option bond issued in the
2020 fiscal year (overbearing interest) results in an equity share (Sec. 272 (2) No. 2 HGB). This was
carried as a discount over the term (prepaid expenses) and added to the capital reserve as an addi-
tional payment to the partners in the relevant amount. The discount is reversed as expenses using
the straight-line method over the term of the option bond (5 years).
The capital stock in the amount of EUR 14,194,164 (prior year: EUR 42,582,492) consists of 14,194,164
no-par value bearer shares. The calculated par value per share in the capital stock is EUR 1.00. The
reduction in share capital is the result of a simplified capital decrease at a ratio of 3:1. On December
20,2019, the extraordinary general meeting resolved that losses and other impairment losses shall
be compensated by way of a simplified capital decrease at a ratio of 3:1 to the amount of EUR
14,194,164, which became legally effective upon registration in the commercial register on February
4, 2020. Technical implementation of the reverse split occurred on February 14, 2020 after close of
trading at the Frankfurt Stock Exchange.
The amount gained from the capital decrease of EUR 28,388,328 was used for allocation to the
capital reserves and to cover loss carryforwards from prior years.
During the 2020 fiscal year, the capital reserve changed as follows (in EUR thousand):
Balance at December 31, 2019
Allocation to the capital reserve according to the provisions
for the simplified capital decrease in accordance with Sec. 229 (1) AktG
Addition of equity share to warrant bond
Balance at December 31, 2020
0
1,419
75
1,494
The accumulated profit as of December 31, 2020 developed as follows (in EUR thousand):
Loss carried forward from the prior years
Income from the simplified decrease in capital
Allocation to the capital reserve according to the provisions for the simplified
capital decrease
Net income for 2020
Allocation to the retained earnings
Accumulated profit as of 12/31/2020
(27,553)
28,388
(1,419)
645
(61)
0
Financial Statements INTERSHOP Communications AktiengesellschaftAnnual Report 2020
100
The allocation to the retained earnings was performed in accordance with Sec. 22 (3) of the
Company’s Articles of Association.
The other provisions mainly relate to outstanding invoices (EUR 815 thousand, prior year: EUR 728
thousand), variable remuneration components (EUR 496 thousand, prior year: EUR 286 thousand),
as well as vacation accruals (EUR 316 thousand, prior year: EUR 296 thousand). The other provisions
relate to the costs of the financial statements and the Annual Stockholders’ Meeting, remuneration
for the Supervisory Board, as well as imminent losses, and warranties
Liabilities comprise the following:
in EUR thousand
Bonds
Bank loans
Advance payments received
Accounts payable
Liabilities to affiliated companies
Other liabilities
Remaining
term of up to
one year
-
1,050
893
186
1,191
477
3,797
Remaining
term of more
than one
year
3,108
-
-
-
-
-
3,108
Total
December
31, 2020
Total
December
31, 2019
3,108
1,050
893
186
1,191
477
6,905
0
1,550
315
378
1,604
797
4,644
In the prior year, the bank loans amounted to EUR 250 thousand with a remaining term of more
than one year. There are no liabilities with a remaining term of more than five years.
On July 24, 2020, the Management Board of INTERSHOP Communications AG, with the consent of
the Supervisory Board, resolved to issue a warrant bond in the nominal amount of EUR 3,108,000.00
excluding the subscription right for existing shareholders. The warrant bond contains a combina-
tion of a bond and warrants to obtain no-par value shares of the Company. The warrant bond
has a term of five years (July 24, 2020 to July 23, 2025) with an interest rate of 3.00% p.a. and an
ordinary notice of termination of two years by the bondholders, subject to the waiver of the cor-
responding warrants. Intershop can ordinarily terminate the partial warrant bonds early, in whole
or in part, giving three months’ notice if a change or amendment to tax laws and regulations of the
Federal Republic of Germany or a change or amendment to these laws and regulations on the next
interest payment date means that Intershop has to pay additional amounts. In the event of a termi-
nation, the repayment amount (= 100%) together with the accrued interest is due. The holders of
the warrants are entitled to subscribe to a total of 1,419,178 no-par value bearer shares from con-
ditional capital of INTERSHOP Communications AG with a share of the capital stock on each share of
EUR 1.00 per share. The option right can be exercised on any banking day from July 24, 2020 until
the 10th business day before the date the partial warrant bonds become due. The option price per
share is EUR 2.19. The warrant bond was fully allocated to the investors Shareholder Value Beteili-
gungen AG and AXXION S.A. on behalf of two fund clients.
Financial Statements INTERSHOP Communications AktiengesellschaftAnnual Report 2020
101
The partial warrant bonds create direct, unconditional, non-subordinated, and unsecured liabili-
ties of Intershop that are all ranked equally and, in the event Intershop is liquidated or becomes
insolvent, are equal to all other existing and future unsecured and non-subordinated liabilities.
Intershop is entitled at any time to acquire partial warrant bonds, either directly or indirectly, on the
market or in any other way. Intershop can choose whether to keep, sell, or cancel the purchased
partial warrant bonds.
The liability from the warrant bond is reported in the amount to be paid according to Sec. 253 (1)
HGB.
Of the Liabilities to banks, EUR 800 thousand, are secured with an indemnity bond covering 80%
of the loan amount from the state of Thuringia and the approval of a distribution license for the
Intershop software. Other liabilities mainly include liabilities from current payroll accounting and
sales tax. Receivables from affiliated companies relate to deliveries of goods and services, as in the
prior year.
Statement of Operations
The following table shows a breakdown of revenues by region:
in EUR thousand
Germany
Rest of Europe
Rest of the world excluding Europe
2020
10,776
13,112
1,797
25,685
2019
10,035
10,935
2,020
22,991
Revenues from software and cloud sales and from service sales are EUR 15,175 thousand (prior year:
EUR 12,277 thousand) and EUR 10,510 thousand (prior year: EUR 10,714 thousand) respectively.
Other operating income includes income from currency translation of EUR 22 thousand (prior year:
EUR 29 thousand). Of the other operating income, EUR 487 thousand is related to prior periods.
These result from the reversal of provisions in the amount of EUR 279 thousand. They also contain
income from incoming payments from the liquidation of a group company in the amount of EUR 204
thousand, which relate to receivables from group financing depreciated in the prior year.
The personnel expenses for social security contributions include EUR 134 thousand (prior year:
EUR 0) in income from the reimbursement from social security contributions due to reduced working
hours.
Other operating expenses include depreciation and amortization of receivables from affiliated
companies of EUR 66 thousand (prior year: EUR 513 thousand), as well as expenses from currency
translation of EUR 111 thousand (prior year: EUR 30 thousand).
Financial Statements INTERSHOP Communications AktiengesellschaftAnnual Report 2020
102
Other Disclosures
Authorized capital
As at December 31, 2020, the Company had authorized capital in the amount of EUR 1,437,636
(December 31, 2019: EUR 8,625,817) for the issuance of 1,437,636 new non-par bearer shares
(December 31, 2019: 8,625,817 shares). According to the INTERSHOP Communications AG’s Articles
of Association, the Management Board is authorized, subject to approval by the Supervisory Board,
to increase the capital stock by issuing new common shares as follows:
• Up to a total of EUR 1,437,636 by issuing up to 1,437,636 new bearer shares against cash con-
tributions and/or contributions in kind (Authorized Capital I/2020). The Management Board’s
authorization is valid until June 15, 2025. The Management Board is authorized, subject to
approval of the Supervisory Board, to exclude the stockholders’ subscription rights in certain
cases. The General Meeting on May 20, 2020 resolved to cancel Authorized Capital I/2019
in the amount of EUR 8,625,817 and to create new Authorized Capital I/2020 in the amount
of EUR 1,437,636. The new authorized capital was entered in the Commercial Register on
June 15, 2020.
Conditional capital
As of the balance sheet date, the Company had conditional capital in the amount of EUR 1,437,000.
As of December 31, 2020, the Company’s capital stock was increased conditionally by up to EUR
1,437,000 by issuing up to 1,437,000 shares. As at December 31, 2019, the Company did not have
any conditional capital.
The General Meeting on May 20, 2020 resolved to conditionally increase the capital stock by up
to EUR 1,437,000. The conditional capital is to enable no-par value bearer shares to be granted
upon exercising option rights or upon the Company exercising a voting right to grant shares in the
Company, either as a whole or in part, in lieu of the cash amount due for shares in the Company to
the holders of bonds that are issued by Intershop against cash contributions by May 19, 2025 based
on the authorization resolution adopted at the general meeting on May 20, 2020. The new shares
are issued at the option price to be determined based on the aforementioned authorization res-
olution. The Management Board is authorized to determine additional details for the implementa-
tion of the increase in the conditional capital subject to the approval by the Supervisory Board. On
July 24, 2020, the Company announced the issue of a warrant bond in the nominal amount of EUR
3,108,000.00 excluding the subscription right for existing shareholders. The holders of the warrants
are entitled to subscribe to a total of 1,419,178 no-par value bearer shares from conditional capital.
Voting rights notifications
In the 2020 fiscal year, the Company was given the following details regarding shareholdings in ac-
cordance with Sec. 33 (1) WpHG, which it announced according to Sec. 40 (1) WpHG: The voting
rights notification published on July 31, 2020 shows that the voting rights share of Frankfurter In-
vestmentgesellschaft mit variablem Kapital (SICAV), Grevenmacher, Luxembourg, in the Company
was 7.95% (1,128,610 voting rights) on July 24, 2020. The voting rights notification also shows that
Frankfurter Investmentgesellschaft mit variablem Kapital (SICAV) is the holder of option bonds of
the Company according to Sec. 38 (1) no. 1 WpH, which gives it the right to acquire 4.83% (684,932
voting rights) of the voting rights of the Company within the period of July 24, 2020 to July 11, 2025.
Financial Statements INTERSHOP Communications AktiengesellschaftAnnual Report 2020 103
Disclosures pursuant to section 285 No. 3 of the HGB, contingent liabilities and other
financial liabilities
Other financial obligations of EUR 14,617 thousand (prior year: EUR 14,868 thousand) exist from
rental agreements and from leasing agreements for vehicles and office equipment. The term of
the agreement or the earliest possible termination dates were used as a basis for the calculation.
The financial obligations under lease agreements essentially relate to the leases for the company’s
business premises at the company headquarters. Financial obligations from lease agreements
relate mainly to the lease agreement for the business premises of the Company at the head office
with a term of ten years. The rental and leasing agreements contain the typical benefits and risks.
The maturities of the other financial liabilities are broken down as follows:
in EUR thousand
due 2021
due 2022
to 2025
due after
2025
Total
Total
Dec. 31, 2020
Dec. 31, 2019
Rental agreements*
Leases
Total
1,392
370
1,762
5,078
1,332
6,411
6,348
97
6,445
12,818
1,799
14,617
14,753
115
14,868
*including ancillary rental expenses
Employees
The Company had an average of 246 employees during the 2020 fiscal year, including 21 students
(calculated on a full-time basis, prior year: 276 employees including 24 students). The employees
are distributed over the following areas on an annual average:
in EUR thousand
2020
2019
Technical Departments
(Service Functions and Research Development)
Sales and marketing
General administration
Total
191
28
27
246
211
33
32
276
Financial Statements INTERSHOP Communications AktiengesellschaftAnnual Report 2020 104
Executive bodies of the Company
The Supervisory Board comprised the following members in fiscal year 2020:
Christian Oecking
Chairman of the Supervisory Board since 06/02/2016
Senior Advisor
Ulrich Prädel
Vice Chairman of the Supervisory Board since 12/16/2016
Member since 12/01/2016
Executive Advisor
Univ.-Prof. Dr. Louis Velthuis
Member since 06/02/2016
Professor to the Chair for controlling at the Faculty of Law, Management and Economics at the
Johannes Gutenberg University in Mainz
Further Supervisory Board mandate:
SMT Scharf AG (Chairman)
The Management Board included the following persons:
Dr. Jochen Wiechen
Dipl.-Physicist
CEO
Responsibilities: technical departments, administrative departments,
including Finance and Communication
CEO of the Management Board since 09/01/2015
Member of the Management Board since 08/01/2013
Markus Klahn
COO
Responsibilities: Professional Services, Sales and Marketing
Member of the Management Board since 04/09/2018
Financial Statements INTERSHOP Communications AktiengesellschaftAnnual Report 2020 105
Compensation of the members of the Management Board and the Supervisory Board
Total remuneration paid to the Management Board for its activities in the 2020 fiscal year amounted
to EUR 546 thousand (2019: EUR 485 thousand), of which EUR 485 thousand (2019: EUR 485
thousand) relate to fixed remuneration and EUR 61 thousand (2019: EUR 0) to variable compo-
nents. The Chairman of the Board Dr. Jochen Wiechen waived his claims to variable remuneration in
the amount of EUR 33 thousand for the 2020 fiscal year. In the 2020 fiscal year, Supervisory Board
members were entitled to remuneration totaling EUR 228 thousand (2019: EUR 154 thousand), of
which EUR 168 thousand (2019: EUR 154 thousand) accounted for fixed remuneration and EUR 60
thousand (2019: EUR 0) for the performance-related variable portion. The payments of the Manage-
ment Board and Supervisory Board consist exclusively of benefits due in the short term. The particu-
lars regarding the remuneration of the Management Boards and Supervisory Boards are outlined
in the remuneration reports as part of the combined Group management report and management
report of INTERSHOP Communications AG.
Intershop Group
As a listed company, INTERSHOP Communications AG prepares consolidated financial statements
in accordance with IFRS and according to the provisions of Section 315a of the HGB (German Com-
mercial Code) for the largest and, at the same time, the smallest group of companies for which
consolidated financial statements must be prepared. The consolidated financial statements will be
submitted to the Bundesanzeiger (German Federal Gazette). As of December 31, 2020, in addition
to the ultimate parent company, the consolidated companies included the subsidiaries Intershop
Communications, Inc., Intershop Communications Australia Pty Ltd., Intershop Communications
Asia Limited, The Bakery GmbH, Intershop Communications Ventures GmbH and Intershop Com-
munications SARL.
The following list shows the subsidiaries of Intershop Communications AG and the Company’s
respective interest as of December 31, 2020:
Interest
in %
Equity*
in EUR thousand
Annual result**
in EUR thousand
Intershop Communications, Inc.,
San Francisco, USA
Intershop Communications Australia Pty Ltd,
Melbourne, Australia
Intershop Communications Asia Limited,
Hongkong, China
Intershop Communications SARL,
Paris, France
The Bakery GmbH, Berlin, Germany
Intershop Communications Ventures GmbH,
Jena, Germany
100
100
100
100
100
100
(602)
1,388
9
350
(4,087)
(1,399)
* Equity as of December 31, 2020 is translated at the exchange rate as of the reporting date
** Net income/loss for fiscal year 2020 is translated at the average annual rate
164
167
(140)
11
(50)
(18)
The expenses for auditors’ fees have been omitted in accordance with Sec. 285 (17) HGB and are
disclosed in the notes to the Company’s consolidated financial statements. These include services
for the audit of the financial statements and tax consulting.
Financial Statements INTERSHOP Communications AktiengesellschaftAnnual Report 2020
106
Information in accordance with Sec. 285 no. 21 HGB: Transactions with related parties
Within the scope of normal business activities, the Company maintains business relationships with
many companies, including affiliated companies that are considered related companies.
In the past fiscal year, Intershop issued a warrant bond to investors (see notes to the balance sheet).
Shareholder Value Beteiligungen AG subscribed to 48% of the issue. Shareholder Value Beteiligun-
gen AG, together with Shareholder Value Management AG, holds 33.83% of the voting rights, which
creates an atypical control relationship with the two companies with regard to these majorities
(33.83% anchor shareholder package with a high free float). The issued warrant bond is the granting
of a loan as well as the additional granting (= issue) of warrants, which, if exercised, can also lead
to early repayment of the loan. The option price when exercising the option right according to the
option terms is EUR 2.19 based on the provisions of the relevant resolution adopted at the General
Meeting. Taking into account the fair value of the option right of Shareholder Value Beteiligungen
AG of around EUR 941 thousand, which is, however, irrelevant for accounting purposes, measured
based on a binomial model, the agreement of an exercise price for the option of EUR 2.19 led to
a calculated effective interest rate of the bond of approx. 28% at the time of issue, as on the date
of issuing the warrant bond on July 24, 2020, based on a daily closing price of EUR 3.18, the option
was in the money immediately at EUR 0.99 per warrant. However, this calculation is subject to the
option rights being fully exercised and also does not recognize saved prepayment interest from
early repayment for warrant bonds that cannot be calculated before the rights are exercised. The
main reason for calculating the effective interest rate in this way is that the share price increased
significantly during the six-month reference period for calculating the option price in accordance
with a resolution adopted at the General Meeting before the shares were issued on July 24, 2020.
Declaration of Conformity in accordance with section 161 of the German Stock Corporation Act
The Company issued a declaration of conformity as required by section 161 of the Aktiengesetz
on December 10, 2020 and made this declaration publicly available on the Company’s website
at http://www.intershop.com/en/investors-corporate-governance.
Events subsequent to the balance sheet date
There have been no significant reportable events after the balance sheet date.
Financial Statements INTERSHOP Communications AktiengesellschaftAnnual Report 2020 107
Responsibility statement
To the best of our knowledge, and in accordance with the applicable reporting principles, the
financial statements give a true and fair view of the assets, liabilities, financial position and profit or
loss of INTERSHOP Communications AG, and the management report includes a fair review of the
development and performance of the business and the position of the Company, together with a
description of the principal opportunities and risks associated with the expected development of
the Company for the remaining months of the financial year.
Jena, March 3, 2021
The Management Board of INTERSHOP Communications Aktiengesellschaft
Dr. Jochen Wiechen
Markus Klahn
Financial Statements INTERSHOP Communications AktiengesellschaftAnnual Report 2020
108
Independent Auditor’s Report
To INTERSHOP Communications Aktiengesellschaft, Jena
Report on the Audit of the Annual Financial Statements and of the
Management Report
Audit Opinions
We have audited the annual financial statements of INTERSHOP Communications Aktiengesellschaft,
Jena, which comprise the balance sheet as at 31 December 2020, and the statement of profit and
loss for the financial year from 1 January to 31 December 2020 and notes to the financial state-
ments, including the presentation of the recognition and measurement policies. In addition, we
have audited the management report of INTERSHOP Communications Aktiengesellschaft, which is
combined with the group management report, for the financial year from 1 January to 31 December
2020. In accordance with the German legal requirements, we have not audited the content of the
statement on corporate governance pursuant to § [Article] 289f HGB [Handelsgesetzbuch: German
Commercial Code] and § 315d HGB.
In our opinion, on the basis of the knowledge obtained in the audit,
•
the accompanying annual financial statements comply, in all material respects, with the require-
ments of German commercial law and give a true and fair view of the assets, liabilities and
financial position of the Company as at 31 December 2020 and of its financial performance
for the financial year from 1 January to 31 December 2020 in compliance with German Legally
Required Accounting Principles, and
•
the accompanying management report as a whole provides an appropriate view of the Company’s
position. In all material respects, this management report is consistent with the annual financial
statements, complies with German legal requirements and appropriately presents the opportu-
nities and risks of future development. Our audit opinion on the management report does not
cover the content of the statement on corporate governance referred to above.
Pursuant to § 322 Abs. [paragraph] 3 Satz [sentence] 1 HGB, we declare that our audit has not led
to any reservations relating to the legal compliance of the annual financial statements and of the
management report.
Independent Auditor’s ReportAnnual Report 2020 109
Basis for the Audit Opinions
We conducted our audit of the annual financial statements and of the management report in ac-
cordance with § 317 HGB and the EU Audit Regulation (No. 537/2014, referred to subsequently
as “EU Audit Regulation”) in compliance with German Generally Accepted Standards for Financial
Statement Audits promulgated by the Institut der Wirtschaftsprüfer [Institute of Public Auditors in
Germany] (IDW). Our responsibilities under those requirements and principles are further described
in the “Auditor’s Responsibilities for the Audit of the Annual Financial Statements and of the Manage-
ment Report” section of our auditor’s report. We are independent of the Company in accordance
with the requirements of European law and German commercial and professional law, and we have
fulfilled our other German professional responsibilities in accordance with these requirements. In
addition, in accordance with Article 10 (2) point (f) of the EU Audit Regulation, we declare that we
have not provided non-audit services prohibited under Article 5 (1) of the EU Audit Regulation. We
believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our audit opinions on the annual financial statements and on the management report.
Key Audit Matters in the Audit of the Annual Financial Statements
Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the annual financial statements for the financial year from January 1 to December 31,
2020. These matters were addressed in the context of our audit of the annual 9financial statements
as a whole, and in forming our audit opinion thereon; we do not provide a separate audit opinion
on these matters.
In our view, the matters of most significance in our audit were as follows:
❶ Recognition and measurement of internally generated intangible fixed assets
❷ Revenue recognition and allocation of revenue to correct periods
Our presentation of these key audit matters has been structured in each case as follows:
① Matter and issue
② Audit approach and findings
③ Reference to further information
Hereinafter we present the key audit matters:
❶ Recognition and measurement of internally generated intangible fixed assets
①
Internally generated intangible fixed assets amounting in total to EUR 5,855 thousand (repre-
senting 21% of total assets and 37% of equity) is reported under the “intangible fixed assets”
balance sheet item in INTERSHOP Communications Aktiengesellschaft’s annual financial state-
ments. These internally generated intangible fixed assets are internally developed Intershop
software solutions. The recognition of an internally generated intangible fixed asset depends
significantly on the nature of the asset being such that it is highly probably that the intangible
fixed asset to be recognized will be created and it will be possible to reliably allocate the de-
velopment costs to the intangible fixed asset to be recognized. Internally generated intangi-
ble fixed assets are measured at cost less amortization and impairment charges. In our view,
this matter was of particular importance for our audit since the capitalization of development
costs is based to a large extent on the executive directors’ estimates and assumptions, and is
therefore subject to corresponding uncertainties.
Independent Auditor’s ReportAnnual Report 2020 110
② As part of our audit, we reviewed, among other things, the internal processes and controls for
recording intangible fixed assets as well as the methodology adopted for the determination, ac-
counting treatment and measurement of incurred development costs. Moreover, we evaluated
the capitalization requirements for individual projects on a sample basis. We assessed the
amount of the capitalized development costs and the recoverability of the intangible fixed assets
based on internal projections as to future usability and evaluated the appropriateness of the un-
derlying estimates and assumptions. Based on our audit procedures, we satisfied ourselves that
the estimates and assumptions made by the executive directors were justified and adequately
documented.
③ The Company’s disclosures on internally generated intangible fixed assets are contained in the
balance sheet disclosures in the notes to the financial statements.
❷ Revenue recognition and allocation of revenue to correct periods
① Revenue amounting to EUR 25,685 thousand is reported in the income statement in the annual
financial statements of INTERSHOP Communications Aktiengesellschaft. The company recog-
nizes revenue from the sale and temporary granting of licenses, the provision and running
of systems for online-commerce as standardized service (CaaS), the provision of installation
services and advice, maintenance and operation of online shops on behalf of customers in
return for a sales- or transaction-based fee. The recognition of revenue from the sale of licenses
depends in particular on the transfer of beneficial ownership to the purchaser. Proceeds from
services are recognized as at the date the services are rendered, while maintenance revenue
and revenue from the provision and running of systems for online-commerce as standardized
service and proceeds from the temporary granting of licenses is recognized over the perfor-
mance period. These various services of the company can be the object of agreements with
customers, either individually or in various constellations. In light of the complexity of the
customer agreements underpinning revenue recognition, these significant items are subject to
particular risk. Against this background, the correct application of the accounting standards is
considered to be complex and is based in some respects on estimates and assumptions made
by management, with the result that this matter was of particular importance for our audit.
②
In the context of our audit with regard to the correct presentation of revenue in the annual
financial statements, we have assessed the accounting policies applied by INTERSHOP
Communications Aktiengesellschaft in relation to the recognition of software revenue against
the backdrop of German with commercial law.
To do so, we first identified the material controls implemented to ensure the correct identifi-
cation of contracts and individual services and the recognition of revenue, assessed their ap-
propriateness and tested their effectiveness with respect to avoiding and/or identifying errors.
Moreover, we assessed in detail the recognition of individual material transactions, as well as
further transactions on a test basis, in light of contracts, proof of performance and payments, as
well as assessing in particular the proper allocation of such transactions to the correct periods.
In addition, we verified the consistency of the methods used by the Company to recognize
revenue.
In this connection, we also reviewed the appropriateness of individual assumptions relating
to the allocation of portions of revenue to individual services in the case of contracts with
Independent Auditor’s ReportAnnual Report 2020
111
several primary services offered, and assessed their mathematical accuracy and the accounting
treatment used. Based on our audit procedures, we satisfied ourselves that the estimates and
assumptions relating to revenue recognition made by the executive directors were adequately
documented and justified.
③ The Company’s disclosures on revenue recognition are contained in the income statement dis-
closures in the notes to the financial statements and in the management report.
Other Information
The executive directors are responsible for the other information. The other information comprises
the statement on corporate governance pursuant to § 289f HGB and § 315d HGB.
The other information comprises further the remaining parts of the annual report – excluding
cross-references to external information – with the exception of the audited annual financial state-
ments, the audited management report and our auditor’s report.
Our audit opinions on the annual financial statements and on the management report do not cover
the other information, and consequently we do not express an audit opinion or any other form of
assurance conclusion thereon.
In connection with our audit, our responsibility is to read the other information and, in so doing, to
consider whether the other information
•
is materially inconsistent with the annual financial statements, with the management report or
our knowledge obtained in the audit, or
• otherwise appears to be materially misstated.
Responsibilities of the Executive Directors and the Supervisory Board for the Annual Finan-
cial Statements and the Management Report
The executive directors are responsible for the preparation of the annual financial statements that
comply, in all material respects, with the requirements of German commercial law, and that the
annual financial statements give a true and fair view of the assets, liabilities, financial position and
financial performance of the Company in compliance with German Legally Required Accounting
Principles. In addition, the executive directors are responsible for such internal control as they, in
accordance with German Legally Required Accounting Principles, have determined necessary to
enable the preparation of annual financial statements that are free from material misstatement,
whether due to fraud or error.
In preparing the annual financial statements, the executive directors are responsible for assessing
the Company’s ability to continue as a going concern. They also have the responsibility for disclos-
ing, as applicable, matters related to going concern. In addition, they are responsible for financial
reporting based on the going concern basis of accounting, provided no actual or legal circumstances
conflict therewith.
Furthermore, the executive directors are responsible for the preparation of the management report
that as a whole provides an appropriate view of the Company’s position and is, in all material respects,
consistent with the annual financial statements, complies with German legal requirements, and ap-
propriately presents the opportunities and risks of future development. In addition, the executive
Independent Auditor’s ReportAnnual Report 2020 112
directors are responsible for such arrangements and measures (systems) as they have considered
necessary to enable the preparation of a management report that is in accordance with the appli-
cable German legal requirements, and to be able to provide sufficient appropriate evidence for the
assertions in the management report.
The supervisory board is responsible for overseeing the Company’s financial reporting process for
the preparation of the annual financial statements and of the management report.
Auditor’s Responsibilities for the Audit of the Annual Financial Statements and of
the Management Report
Our objectives are to obtain reasonable assurance about whether the annual financial statements
as a whole are free from material misstatement, whether due to fraud or error, and whether the
management report as a whole provides an appropriate view of the Company’s position and, in all
material respects, is consistent with the annual financial statements and the knowledge obtained in
the audit, complies with the German legal requirements and appropriately presents the opportuni-
ties and risks of future development, as well as to issue an auditor’s report that includes our audit
opinions on the annual financial statements and on the management report.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in
accordance with § 317 HGB and the EU Audit Regulation and in compliance with German Generally
Accepted Standards for Financial Statement Audits promulgated by the Institut der Wirtschaftsprüfer
(IDW) will always detect a material misstatement. Misstatements can arise from fraud or error and
are considered material if, individually or in the aggregate, they could reasonably be expected to
influence the economic decisions of users taken on the basis of these annual financial statements
and this management report.
We exercise professional judgment and maintain professional skepticism throughout the audit.
We also:
•
Identify and assess the risks of material misstatement of the annual financial statements and of
the management report, whether due to fraud or error, design and perform audit procedures
responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide
a basis for our audit opinions. The risk of not detecting a material misstatement resulting from
fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, inten-
tional omissions, misrepresentations, or the override of internal controls.
• Obtain an understanding of internal control relevant to the audit of the annual financial state-
ments and of arrangements and measures (systems) relevant to the audit of the management
report in order to design audit procedures that are appropriate in the circumstances, but not
for the purpose of expressing an audit opinion on the effectiveness of these systems of the
Company.
•
Evaluate the appropriateness of accounting policies used by the executive directors and the
reasonableness of estimates made by the executive directors and related disclosures.
• Conclude on the appropriateness of the executive directors’ use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the Company’s ability to
continue as a going concern. If we conclude that a material uncertainty exists, we are required
Independent Auditor’s ReportAnnual Report 2020 113
to draw attention in the auditor’s report to the related disclosures in the annual financial state-
ments and in the management report or, if such disclosures are inadequate, to modify our re-
spective audit opinions. Our conclusions are based on the audit evidence obtained up to the
date of our auditor’s report. However, future events or conditions may cause the Company to
cease to be able to continue as a going concern.
•
Evaluate the overall presentation, structure and content of the annual financial statements,
including the disclosures, and whether the annual financial statements present the underly-
ing transactions and events in a manner that the annual financial statements give a true and
fair view of the assets, liabilities, financial position and financial performance of the Company in
compliance with German Legally Required Accounting Principles.
•
Evaluate the consistency of the management report with the annual financial statements, its
conformity with German law, and the view of the Company’s position it provides.
• Perform audit procedures on the prospective information presented by the executive directors
in the management report. On the basis of sufficient appropriate audit evidence we evaluate,
in particular, the significant assumptions used by the executive directors as a basis for the pro-
spective information, and evaluate the proper derivation of the prospective information from
these assumptions. We do not express a separate audit opinion on the prospective informa-
tion and on the assumptions used as a basis. There is a substantial unavoidable risk that future
events will differ materially from the prospective information.
We communicate with those charged with governance regarding, among other matters, the planned
scope and timing of the audit and significant audit findings, including any significant deficiencies in
internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with the
relevant independence requirements, and communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, the
related safeguards.
From the matters communicated with those charged with governance, we determine those matters
that were of most significance in the audit of the annual financial statements of the current period
and are therefore the key audit matters. We describe these matters in our auditor’s report unless
law or regulation precludes public disclosure about the matter
Independent Auditor’s ReportAnnual Report 2020 114
Other legal and regulatory requirements
Assurance Report in Accordance with § 317 Abs. 3b HGB on the Electronic Reproduction of the
Annual Financial Statements and the Management Report Prepared for Publication Purposes
Reasonable Assurance Conclusion
We have performed an assurance engagement in accordance with § 317 Abs. 3b HGB to obtain
reasonable assurance about whether the reproduction of the annual financial statements and the
management report (hereinafter the “ESEF documents”) contained in the attached electronic file
Intershop_AG_EA_LB_ESEF-2020-12-31.zip and prepared for publication purposes complies in all
material respects with the requirements of § 328 Abs. 1 HGB for the electronic reporting format (“ESEF
format”). In accordance with German legal requirements, this assurance engagement only extends
to the conversion of the information contained in the annual financial statements and the manage-
ment report into the ESEF format and therefore relates neither to the information contained within
this reproduction nor to any other information contained in the above-mentioned electronic file.
In our opinion, the reproduction of the annual financial statements and the management report
contained in the above-mentioned attached electronic file and prepared for publication purposes
complies in all material respects with the requirements of § 328 Abs. 1 HGB for the electronic
reporting format. We do not express any opinion on the information contained in this reproduction
nor on any other information contained in the above-mentioned electronic file beyond this reason-
able assurance conclusion and our audit opinion on the accompanying annual financial statements
and the accompanying management report for the financial year from 1 January to 31 December
2020 contained in the “Report on the Audit of the Annual Financial Statements and on the Manage-
ment Report” above.
Basis for the Reasonable Assurance Conclusion
We conducted our assurance engagement on the reproduction of the annual financial statements
and the management report contained in the above mentioned attached electronic file in accord-
ance with § 317 Abs. 3b HGB and the Exposure Draft of IDW Assurance Standard: Assurance in
Accordance with § 317 Abs. 3b HGB on the Electronic Reproduction of Financial Statements and
Management Reports Prepared for Publication Purposes (ED IDW AsS 410) and the International
Standard on Assurance Engagements 3000 (Revised). Accordingly, our responsibilities are further
described below in the “Auditor’s Responsibilities for the Assurance Engagement on the ESEF
Documents” section. Our audit firm has applied the IDW Standard on Quality Management: Require-
ments for Quality Management in the Audit Firm (IDW QS 1).
Responsibilities of the Executive Directors and the Supervisory Board
for the ESEF Documents
The executive directors of the Company are responsible for the preparation of the ESEF documents
including the electronic reproduction of the annual financial statements and the management
report in accordance with § 328 Abs. 1 Satz 4 Nr. 1 HGB.
In addition, the executive directors of the Company are responsible for such internal control as
they have considered necessary to enable the preparation of ESEF documents that are free from
Independent Auditor’s ReportAnnual Report 2020 115
material non-compliance with the requirements of § 328 Abs. 1 HGB for the electronic reporting
format, whether due to fraud or error.
The executive directors of the Company are also responsible for the submission of the ESEF
documents together with the auditor’s report and the attached audited annual financial statements
and audited management report as well as other documents to be published to the operator of the
German Federal Gazette [Bundesanzeiger].
The supervisory board is responsible for overseeing the preparation of the ESEF-documents as part
of the financial reporting process.
Auditor’s Responsibilities for the Assurance Engagement on the ESEF Documents
Our objective is to obtain reasonable assurance about whether the ESEF documents are free from
material non-compliance with the requirements of § 328 Abs. 1 HGB, whether due to fraud or error.
We exercise professional judgment and maintain professional skepticism throughout the assurance
engagement. We also:
•
Identify and assess the risks of material non-compliance with the requirements of § 328 Abs. 1
HGB, whether due to fraud or error, design and perform assurance procedures responsive to
those risks, and obtain assurance evidence that is sufficient and appropriate to provide a basis
for our assurance conclusion.
• Obtain an understanding of internal control relevant to the assurance engagement on the ESEF
documents in order to design assurance procedures that are appropriate in the circumstances,
but not for the purpose of expressing an assurance conclusion on the effectiveness of these
controls.
•
Evaluate the technical validity of the ESEF documents, i.e., whether the electronic file containing
the ESEF documents meets the requirements of the Delegated Regulation (EU) 2019/815 in the
version applicable as at the balance sheet date on the technical specification for this electronic
file.
•
Evaluate whether the ESEF documents enables a XHTML reproduction with content equivalent
to the audited annual financial statements and to the audited management report.
Further Information pursuant to Article 10 of the EU Audit Regulation
We were elected as auditor by the annual general meeting on 20 May 2020. We were engaged by
the supervisory board on 7 December 2020. We have been the auditor of the INTERSHOP Commu-
nications Aktiengesellschaft, Jena without interruption since the financial year 2007.
We declare that the audit opinions expressed in this auditor’s report are consistent with the addi-
tional report to the audit committee pursuant to Article 11 of the EU Audit Regulation (long-form
audit report).
Independent Auditor’s ReportAnnual Report 2020 116
German public Auditor Responsible for the Engagement
The German Public Auditor responsible for the engagement is Andreas Kremser.
Erfurt, March 4, 2021
PricewaterhouseCoopers GmbH
Wirtschaftsprüfungsgesellschaft
(sgd. Andreas Kremser)
Wirtschaftsprüfer
(sgd. ppa. Marcus Engelmann)
Wirtschaftsprüfer
(German Public Auditor)
(German Public Auditor)
Independent Auditor’s ReportAnnual Report 2020
Report of the
Supervisory
Board
CONTENT
118 Report of the Supervisory Board
Report of the Supervisory Board
118
Report of the Supervisory Board
Dear stockholders,
We have reached our goal of achieving profitable growth in the 2020 fiscal year. Now we must focus
on remaining on this growth path and continuing to intensively expand our cloud business. We
believe we are well equipped to make good progress in the 2021 fiscal year.
In the 2020 fiscal year, the Supervisory Board properly performed its assigned tasks as per the
applicable laws, the Articles of Association, as well as the by-laws. We consistently monitored and
supported the management of the business by the Management Board and were involved in all
corporate decisions of fundamental significance. The Management Board provided the Supervisory
Board with information regarding business development, significant business transactions, as well
as the most recent sales and earnings of the Company on a regular basis and in a timely and com-
prehensive manner, both verbally and in writing.
Supervisory Board meetings and content
In 2020, the Supervisory Board met in ten meetings and nine telephone conferences. Some of the
meetings were held as video conferences due to the coronavirus pandemic. All Supervisory Board
members participated in all of the meetings, only Univ. Prof. Dr. Louis Velthuis was unable to attend
one telephone conference. The Management Board attended the meetings on a regular basis. The
Supervisory Board discussed all topics relevant to Intershop, with the focus of the meetings being
on the current sales and earnings position with the Company’s transition to the cloud business, as
well as the influence of the coronavirus pandemic on the Company’s situation.
In the meeting on February 5, 2020, the Management Board presented the preliminary results for
the 2019 fiscal year as well as the projected sales and earnings development for the first quarter of
2020. The agenda for the 2020 Annual General Meeting was also discussed in the meeting. The Su-
pervisory Board also approved the report on corporate governance.
The main topics of the meeting on March 16, 2020 were the 2019 annual and consolidated financial
statements, the current project situation in the service segment, as well as an analysis of the DACH
region. In the presence of the auditors, the Supervisory Board dealt with and approved the 2019
annual and consolidated financial statements. In addition, risk management and the 2019 risk report
were discussed. The Management Board also presented the Supervisory Board with the updated
sales and earnings forecast and the cash development for the first quarter of 2020. The agenda for
the 2020 Annual General Meeting was also discussed and resolved in the meeting.
The telephone conferences on March 20, March 24, April 9, and May 12, 2020 focused on the effects
of the coronavirus pandemic on the Company. The Management Board presented various scenarios
and provided information about implemented and planned coronavirus measures.
Annual Report 2020
119
In the meeting on May 19, 2020, the Management Board outlined the preparations for the virtual
Annual General Meeting and presented the forecast for the second quarter of 2020 associated with
the current coronavirus measures and their effects. The focus of the meeting on June 19, 2020 was
the cloud and service business segments.
The meeting on July 15/16, 2020 focused on the development of the EMEA region as well as marketing
activities and the meeting on August 20, 2020 on the economic situation and the forecast for the
American subsidiary. The Management Board also presented the six-month figures, the forecast for
the third quarter of 2020, and the current status of the headquarter relocation project.
The meetings on September 22 and October 26, 2020 focused on the 2021 budget and the October
meeting on the current and future development of the Australian subsidiary. Other topics included
the sales and earnings forecast for the second half of the year, the development of the DACH region,
as well as the partner strategy.
The main topic of the meetings on November 19 and December 10, 2020 was the forecast for
2020. The Management Board also presented the medium-term plan. In the December meeting,
the Supervisory Board decided on the 2021 budget, the declaration of compliance, and the 2020
Corporate Governance Declaration.
In the other telephone conferences on July 10, July 24, October 16, October 19, and November 12,
2020, resolutions to issue an option bond were adopted and topics regarding the earnings trend
and the future remuneration model for Management Board members were discussed.
In addition to the resolutions that were adopted at the meetings, the Board also adopted resolu-
tions (virtual Annual General Meeting, Management Board contracts) by circular procedure.
The Management Board submitted all transactions requiring Supervisory Board approval under its
Rules of Procedure to the Supervisory Board for approval. The Supervisory Board examined the
relevant draft resolutions in detail and took the appropriate decisions. Business transactions of
importance to the Company were discussed in detail and carefully monitored by the Supervisory
Board on the basis of Management Board reports. In addition to the Supervisory Board meetings,
the Supervisory Board was in regular contact with the Management Board and was informed of
the current developments at the Company, the risk situation and risk management, as well as the
related measures required.
No committees were established because the Supervisory Board only comprises three members.
Report of the Supervisory BoardAnnual Report 2020 120
Corporate Governance
Conflicts of interest of Supervisory Board members within the meaning of recommendation E.1 of
the German Corporate Governance Code, which must be immediately disclosed to the Chair of the
Supervisory Board, and of which the General Meeting must also be informed, did not occur during
the 2020 fiscal year.
The Supervisory Board was given adequate support by the Company in training and further
education, including by means of presentations on the topics of Corporate Governance, ARUG II
(Second Shareholders’ Rights Directive), and new legal regulations. Furthermore, managers of indi-
vidual business segments provided information about important developments in their segments.
The 2020 declaration of compliance with the German Corporate Governance Code was submitted
by the Management Board and the Supervisory Board on December 10, 2020. The remuneration
of the respective Supervisory Board members, individualized and broken down by component, is
shown in the consolidated Group management report and the management report of INTERSHOP
Communications AG. More information on corporate governance can be found in the Corporate
Governance Declaration.
Annual financial statements and consolidated financial statements,
dependent company report, annual audit
PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft, the auditor for the 2020 fiscal
year elected at the Annual Stockholder’s Meeting held on May 20, 2020 and engaged by the Su-
pervisory Board, thoroughly reviewed the annual financial statements, the consolidated financial
statements, the combined management report of INTERSHOP Communications AG and issued
unqualified audit opinions in each case.
In addition, the auditors reviewed the dependent company report prepared by the Company
pursuant to section 312 of the German Stock Corporation Act (AktG), reported on it pursuant to
section 313 (3) of the AktG, and issued the following unqualified audit opinion:
“Based on our audit and assessment in accordance with professional standards, we confirm that (1) the
actual disclosures contained in the report are correct, (2) the payments made by the Company in con-
nection with transactions detailed in the report were not unreasonably high.”
Following its own thorough examination, in particular after inspecting the auditor’s reports, as well
as discussing the key points of the audit in detail with the auditor and the material findings of the
audit, the Supervisory Board did not raise any objections with respect to the financial statements
or the dependent company report. The Supervisory Board concurs with the result of the audit and
the audit of the dependent company report. The Supervisory Board does not raise any objections
against the declaration given by the Management Board at the end of the dependent company
report and approved the separate financial statements and consolidated financial statements
prepared by the Management Board at its meeting on March 16, 2021. The net income for the
Report of the Supervisory BoardAnnual Report 2020 121
year which exceeded the remaining loss carried forward was allocated by the Management Board
with the consent of the Supervisory Board to the retained earnings in accordance with Sec. 22 (3)
of the Intershop Articles of Association during the preparation process. Therefore, there was no
need to examine a recommendation for the appropriation of profit.
The Supervisory Board would like to thank the stockholders for their confidence in Intershop
and the Management Board and all the employees of the Intershop Group for their commitment
during the 2020 fiscal year. Thanks to their dedication and high level of motivation, Intershop had
a successful 2020 fiscal year despite the difficult conditions due to the coronavirus pandemic.
Jena, March 2021
On behalf of the Supervisory Board
Christian Oecking
Chairman of the Supervisory Board
Report of the Supervisory BoardAnnual Report 2020 Corporate
Governance
Declaration
CONTENT
123
Corporate Governance Declaration
Corporate Governance Declaration
123
Corporate Governance
Declaration 2020
Declaration of the Management Board and Supervisory Board
pursuant to section 161 of the Aktiengesetz (AktG – German
Stock Corporation Act)
The recommendations of the German Corporate Governance Code were largely complied with in
fiscal year 2020; any departures were explained in the Declaration of Conformity. The Supervisory
Board and the Management Board issued the following joint Declaration of Conformity in accord-
ance with section 161 of the Aktiengesetz (AktG – German Stock Corporation Act) on December 10,
2020:
Since the Declaration of Conformity of December 19, 2019 until March 19, 2020, INTERSHOP Com-
munications AG complied with the recommendations of the Government Commission on the
German Corporate Governance Code in the version of February 7, 2017 (“GCGC 2017”), subject to
the exceptions listed in Section 1. As of March 20, 2020, until today, the recommendations of the
Government Commission on the German Corporate Governance Code in the version of December
16, 2019, (“GCGC 2019”) have been complied with, subject to the exceptions listed in Section 2, and
will continue to be complied with in future with these exceptions.
1. Deviations from the recommendations of the Government Commission on the
German Corporate Governance Code in the version of February 7, 2017
a) The existing D&O insurance does not include a deductible for the members of the Super-
visory Board (section 3.8 of the GCGC 2017) since the Company has not been offered a
policy with comparatively more favorable terms. Furthermore, the Management Board and
Supervisory Board hold the view that the members of the Supervisory Board also exercise
their obligations responsibly without a deductible.
b) The Management Board ensures that measures suitable for the risk profile of the company
are put into place; however, it does not have a stand-alone compliance system (GCGC 2017
paragraph 4.1.3, sentence 2) as the Management Board and Supervisory Board believe
that the measures implemented within the framework of the internal control and risk man-
agement system are sufficient based on the size of the company. For this reason, a whis-
tleblower system in accordance with GCGC 2017 paragraph 4.1.3, sentence 3 has also not
set up by the company.
c)
In the remuneration reports, remuneration of the Management Board was individual-
ized and shown based on fixed and variable components in accordance with the appli-
cable accounting standards under the German Commercial Code. In the opinion of the
Management Board and the Supervisory Board there is no requirement for an additional
breakdown of remuneration components and costs or reporting of the overall achievable
variable remuneration pursuant to section 4.2.5 of the Code, since the statutory individ-
Annual Report 2020 124
ualized data already offers sufficient information about the remuneration structure and
amount, and the noting of merely a maximum and minimum amount of variable remunera-
tion in the required form – without the context of the underlying remuneration provisions –
is misleading and can thus lead to incorrect conclusions.
d) Since the Supervisory Board has only three members, it did not constitute any committees
(GCGC 2017, paragraph 5.3.1). The Supervisory Board had not determined a time limit for
Supervisory Board membership, a competency profile, or a required number of independ-
ent Supervisory Board members in accordance with GCGC 2017 paragraph 5.4.1. The Su-
pervisory Board believes that a time limit for Supervisory Board membership would not
be appropriate since, in general, there is no necessary correlation between term of office,
independence of the members of the Supervisory Board, and the occurrence of potential
conflicts of interest. Furthermore, due to the small number of Supervisory Board members,
the Supervisory Board believes that a precise definition of objectives and a competency
profile would limit the selection of suitable Supervisory Board members. The Supervisory
Board would like to be able to freely and flexibly decide on proposals for the composition
of the Board in each specific situation and, when making nominations, took the length of
service of the Board members and their independence into account on a case-by-case
basis.
2. Deviations from the recommendations of the Government Commission on the German
Corporate Governance Code in the version of December 16,2019
a) The Management Board ensures that measures suitable for the risk profile of the company
are put into place; however, it does not have a stand-alone compliance system (GCGC
2019: Recommendation A.2, sentence 1) as the company believes that the measures im-
plemented within the framework of the internal control and risk management system are
sufficient based on the size of the company. For this reason, a whistleblower system in ac-
cordance with Recommendation A.2, sentence 2 of GCGC 2019 will also not be set up by
the company.
b) The Supervisory Board has not defined any specific goals and no competence profile in
accordance with Recommendation C.1 of the German Corporate Governance Code 2019.
The Supervisory Board believes that a precise definition of objectives and a competency
profile would limit the selection of suitable Supervisory Board members. The Supervisory
Board wishes to make its decisions with regard to proposals about its composition inde-
pendently and freely based on the respective situation. In this context, the Supervisory
Board will ensure diversity in accordance with the recommendation.
c) The Supervisory Board has rules of procedure. However, in order to maintain confidentiality,
these are not made available on the company’s website (GCGC 2019: Recommendation D.1).
d) Since the Supervisory Board has only three members, it does not form any committees
(GCGC 2019: Recommendation D. 2 sentence 1). Therefore, the members and chairperson
of the committees are not named in the Corporate Governance Statement (GCGC 2019:
Recommendation D.2, sentence 2.)
e) At this time, the Supervisory Board is reviewing the current remuneration regulations for
the Management Board and the Supervisory Board and is comparing them with the regu-
lations under ARUG II and the new recommendations of the GCGC 2019. The new remu-
neration system will be submitted as a proposed resolution to the ordinary Annual Stock-
Corporate Governance DeclarationAnnual Report 2020 125
holders’ Meeting 2021 and will apply for the first time for fiscal year 2021 as required by
law. However, at this time, no statement can be made with regard to future deviations from
Recommendations G.1 to G.18 of GCGC 2019 for the compensation system. However, the
company will report on this in the Remuneration Report as part of the legal regulations and
explain any future deviations.
This declaration of conformity and all previous declarations have been made permanently available
on the Company’s website at http://www.intershop.com/en/investors-corporate-governance.
Remuneration Report
The Remuneration Report is part of the combined Group Management Report and Management
Report of INTERSHOP Communications AG. In the Remuneration Report, the remuneration system
of the Management Board and the Supervisory Board is explained and remuneration is individual-
ized and shown separately based on fixed and variable components. For fiscal year 2020, the Remu-
neration Report will still be prepared in accordance with the recommendations of the Government
Commission on the German Corporate Governance Code in the version of February 7, 2017. The
Remuneration Report is shown in the Annual Report, which is available on the company’s web site
at https://www.intershop.com/en/financial-reports.
Corporate Governance Practices
Beyond the recommendation of the German Corporate Governance Code, the company does
not follow any other corporate governance practices, e.g. its own code of conduct. The company
considers suggestions of the Corporate Governance Code as far as possible.
Information on the Management Board’s and Supervisory
Board’s principles of work, as well as their composition
In accordance with the fundamental principle of German company law, Intershop is subject to the
dual management system, which requires the separation of the management body (Management
Board) and the supervisory body (Supervisory Board). Both bodies cooperate in the management
and supervision of the Company.
The Management Board is responsible for managing the Company with the goal of creating sus-
tainable value. The Management Board jointly develops the Company’s strategy and ensures that it
is implemented in consultation with the Supervisory Board. The Management Board must manage
the Company’s business in accordance with the law, the Articles of Association, and the by-laws. The
principle of joint responsibility applies; this means that the members of the Management Board are
jointly responsible for the management of the entire Company. The principles of the Management
Board’s work are summarized in the By-laws of the Management Board. In particular, these by-laws
govern the adoption of resolutions and the allocation of responsibilities. The By-laws of the Manage-
ment Board also include a list of transactions for which the Management Board requires the Super-
visory Board’s approval.
Corporate Governance DeclarationAnnual Report 2020
126
The Management Board currently comprises two members. There is a Chief Executive Officer for
the Management Board. The number of members of the Management Board is determined by the
Supervisory Board, which can also appoint a Chairman or a Spokesperson and Deputy Chairman of
the Management Board.
The Management Board provides the Supervisory Board with regular, timely, and comprehensive
information about all aspects of business development that are material for the Company, signifi-
cant transactions, and the current earnings situation, including the risk situation and risk manage-
ment. Where business developments deviate from earlier forecasts and targets, these deviations
are discussed and the reasons given in detail. The Management Board also reports regularly on
compliance, i.e., the measures taken to meet legal requirements and internal guidelines, which is
also the responsibility of the Management Board.
The Supervisory Board advises the Management Board on the management of the Company and
monitors the Management Board’s activities. It appoints and dismisses the members of the Man-
agement Board, resolves the compensation system for the Management Board members, and sets
their total compensation. It is involved in all decisions that are of fundamental importance for the
Company.
The Articles of Association stipulate that the Supervisory Board must comprise three members.
Its regular term of office is five years and ends at the Annual Stockholders’ Meeting that resolves
the approval of the Supervisory Board’s activities for the fourth fiscal year after the beginning of its
term of office. It must perform its duties in accordance with the provisions of the law, the German
Corporate Governance Code, the Articles of Association, and its By-laws. The Supervisory Board
must be consulted on all decisions of fundamental importance for the Company. The By-laws of the
Management Board therefore stipulate certain transactions – such as major investment projects,
acquisitions, and employment contracts above a certain amount – that require the Supervisory
Board’s approval. The Chairman of the Supervisory Board represents the Supervisory Board exter-
nally and in dealings with the Management Board. He chairs the Supervisory Board meetings. No
committees were established because the Supervisory Board only comprises three members. In
addition to its reports at the Supervisory Board meetings, the Management Board regularly informs
the Supervisory Board about current key developments at the Company and the related measures
required, as well as about the forecast for future quarters.
D&O insurance has been taken out for all members of the Management Board and the Supervisory
Board; a deductible of 10% was agreed upon for Management Board members in accordance with
section 93(2) sentence 3 of the AktG.
Age limit and long-term succession planning for the Management Board
The agreement with the Management Board Members stipulates that the membership on the
Management Board ends when the standard limit of the statutory pension insurance is reached.
For long-term succession planning, the Supervisory Board, in consultation with the Management
Board, estimates the time to fill the Management Board positions, i.e. at what times in the future
will it become necessary to appoint a Management Board member and how long will an existing
Corporate Governance DeclarationAnnual Report 2020 127
Management Board member remain available. The defined diversity objectives and strategic
corporate criteria will be considered when appointing members. For existing agreements with Man-
agement Board members, an extension of the agreement will be renegotiated with the Supervisory
Board in good time before the agreement with the Management Board member expires.
Self-assessment of the work of the Supervisory Board
The Supervisory Board regularly assesses the effectiveness of the performance of its duties. The
work of the Supervisory Board members is discussed several times a year at the Supervisory Board
meetings. In addition, a self-assessment takes place via a questionnaire which must be answered by
each Supervisory Board member at certain intervals, in the future at least every two years.
Information on setting the women’s quota
Pursuant to section 111 (5) of the AktG, the resolution of the Supervisory Board dated June 21, 2017
set the target figure of women on the Management Board and the Supervisory Board at 0% by June
30, 2021, which was achieved for the 2019 reporting year. However, the Supervisory Board is en-
deavoring to give priority to women with the same qualifications in order to increase the percentage
of women on the Supervisory Board and the Management Board.
The target figure for women on the two executive tiers below the Management Board set by the
Management Board in accordance with section 76 (4) of the AktG was limited until June 30, 2021
at 26.92% by the resolution of June 21, 2017. The target figure of 26.92% was defined according to
the existing percentage of women as of June 2017. Since it would be inappropriate to consider and
set target figures separately for each executive tier below the Management Board, the Management
Board decided to specify just one target figure for this executive tier. The target figure was reached
for INTERSHOP Communications AG at the end of 2020.
Diversity Concept for Management Board and Supervisory Board
The Supervisory Board has adopted a diversity concept for the composition of the Management
Board, which consists of the following elements:
•
•
As a rule, the membership in Management Board ends when the standard limit of the
statutory pension insurance is reached;
The target figure set by the Supervisory Board for the proportion of women on the Super-
visory Board in accordance with section 111(5) of the AktG;
• Management Board members should have many years of leadership experience and, if
possible, have gained experience in various industries and professions;
•
•
The Management Board members should have international management experience;
The Chairman of the Management Board shall preferably be replaced by an existing Man-
agement Board member.
Corporate Governance DeclarationAnnual Report 2020 128
In their Declaration of Conformity, the Management Board and Supervisory Board stated a deviation
from the Code’s Recommendations concerning their composition with regard to a precise definition
of objectives and competency profile. Thus, this declaration does not require that information on the
status of implementation of these objectives in terms of Recommendation C.1 of the GCGC 2019
is included. However, in its diversity concept, the Supervisory Board stipulated the following for the
composition of the Supervisory Board:
•
•
according to its rules of procedure, the age limit for the Supervisory Board is 70 years for
the appointment of new Supervisory Board members;
the target figure set by the Supervisory Board for the proportion of women on the Super-
visory Board in accordance with section 111(5) of the AktG;
• Management Board members should have many years of leadership experience and, if
possible, have gained experience in various industries and professions;
• Management Board members should have international management experience;
•
the Supervisory Board shall have at least two independent members.
In the opinion of the Supervisory Board members, currently, all three Supervisory Board members
are independent.
Jena, December 10, 2020
INTERSHOP Communications AG
For the Management Board
For the Supervisory Board
Dr. Jochen Wiechen
Markus Klahn
Christian Oecking
Chairman of the Supervisory Board
Corporate Governance DeclarationAnnual Report 2020
Stock Market Data
and Share
Intershop Shares
Stock Market Data
ISIN
WKN
Stock market symbol
DE000A254211
A25421
ISHA
Admission segment
Prime Standard/Regulated market
Sector
Software
Membership of Deutsche Börse indices
CDAX, Prime All Share, Technology All Share
Intershop Shares
KEY FIGURES FOR INTERSHOP SHARES
Closing price1
in EUR
Number of shares outstanding (end of period)
in million shares
Market capitalization
in EUR million
Cashflow per share
Carrying amount per share
Average trading volume per day2
Free float
* Basis: Xetra
** Basis: all stock exchanges
in EUR
in EUR
Number
in %
2020
3.14
14.19
44.57
0.33
1.16
2019
1.00
42.58
42.58
(0.04)
0.37
20,024
37,411
49
51
Shareholder structure
Shareholder structure
and share price
48.62%
Free Float
27,80 %
Shares
14.19
million
9,80 %
33.83%
Shareholder Value Management AG/
Shareholder Value Beteiligungen AG
9.60%
Axxion S. A.
7.95%
Frankfurter Investmentgesellschaft
with variable capital
5.00
4.50
4.00
3.50
3.00
2.50
2.00
1.50
1.00
January 2020
December 2020
in EUR,
XETRA closing price
(adjusted to reverse stock split)
Financial Calender 2021
Financial Calender 2021
Date
Event
February 17, 2021
Release of (preliminary) Q4 and FY financials 2020
April 28, 2021
Release of Q1 financials 2021
May 6, 2021
July 22, 2021
Ordinary Annual Stockholders´ Meeting 2021
Release of Q2 and 6-month financials 2021
October 21, 2021
Release of Q3 and 9-month financials 2021
The current financial calendar can be found at www.intershop.com/en/financial-calendar.
This annual report contains forward-looking statements regarding future events or the future financial and operational perfor-
mance of Intershop. Actual events or results may differ materially from the results presented in these forward-looking state-
ments or from the results expected according to these statements. Risks and uncertainties that could lead to such differences
include Intershop‘s limited operating history, the limited predictability of revenues and expenses, and potential fluctuations
in revenues and operating results, significant dependence on large individual customer orders, customer trends, the level of
competition, seasonal fluctuations, risks relating to electronic security, possible state regulation, and the general economic
situation.
Layout & Design: timespin Digital Communication GmbH., www.timespin.de
Investor Relations Contact
INTERSHOP Communications AG
Investor Relations
Steinweg 10, D-07743 Jena
Phone: +49 3641 50 -1000
+49 3641 50 -1309
Fax:
Email:
ir@ intershop.com
www.intershop.com/en/investors