Annual Report
2015 | 2016
KWS in Figures
The KWS Group (in € millions)
Net sales and income
Net sales
R&D intensity in %
EBIT
as a % of net sales (EBIT margin)
Net financial income/expenses
Net income for the year
Key figures on the financial position and assets
Capital expenditure
Depreciation and amortization
Equity
Equity ratio in %
Return on equity in %
Return on assets in %
Net debt1
Total assets
Capital employed (avg.)2
ROCE (avg.) in %3
Cash flow from operating activities
Employees
Number of employees (avg.)4
Personnel expenses
Key figures for the share
Earnings per share
Dividend per share
Segments (in € millions)
2015/2016
2014/2015
2013/2014
1,036.8
17.6
112.8
10.9
14.8
85.3
99.6
48.2
767.9
53.5
11.9
7.0
87.9
1,436.6
906.9
12.4
125.9
4,843
232.2
12.92
3.00
986.0
17.7
113.4
11.5
16.7
84.0
132.5
45.9
738.7
55.2
13.6
7.8
105.9
1,337.1
851.0
13.3
48.1
4,691
216.9
12.53
3.00
923.5
16.2
118.3
12.8
7.5
80.3
69.4
41.2
637.8
54.7
12.8
7.8
31.6
1,165.0
737.5
16.0
76.0
4,150
189.9
11.69
3.00
Corn
Sugarbeet
Cereals
Corporate
+5.4%
795
754
+12.5%
440
391
–24.5%
84
64
+27.5%
119
93
+6.0%
111 118
–25.0%
12
9
Net sales
EBIT
Net sales
EBIT
Net sales
EBIT
2014/2015
2015/2016
Reconciliation (in € millions)
Net sales
EBIT
1 Short-term + long-term borrowings – cash and cash equivalents – securities
2 Total capital employed at the end of the quarters (intangible assets + property, plant and equipment + inventories + trade receivables – trade payables) / 4
3 EBIT / capital employed (avg.)
4 Average number of employees in the year under review
–2.4%
4
4
Net sales
EBIT
–51 –50
+2.1%
Segments Reconciliation
KWS Group
1,356.8
141.1
–320.0
–28.3
1,036.8
112.8
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Contents
3
To our Shareholders
3
5
12
14
18
Foreword of the Executive Board
Report of the Supervisory Board
The KWS Share
Corporate Sustainability
Spotlight Topic
21
Combined Management Report
22
32
35
49
49
56
60
70
Fundamentals of the KWS Group
Employees
Economic Report
Report on Events after the Balance Sheet Date
Opportunity and Risk Report
Forecast Report
Corporate Governance
KWS SAAT SE (Explanations in Accordance to the HGB)
73
Annual Financial Statements
Hagen Duenbostel (CEO) Corn, Corporate Development & Communications, Compliance
Peter Hofmann Sugarbeet, Cereals, Marketing
Eva Kienle Finance, Controlling, Global Services, IT, Legal, Human Resources
Léon Broers Research & Breeding
To our
Share
holders
Foreword of the Executive Board
Seed is a matter of trust, and we continue to
strengthen our customers’ trust in the performance
of our products – year after year. Systematic en-
hancement of our varieties’ yields, the quality of the
seed itself and expert support in cultivation through
close personal contacts are what make KWS unique
and successful over the long term. These qualities
are all the more important in times when the agri-
cultural industry faces major and lasting challenges.
Low consumer prices, declining cultivation areas for
important crops and negative exchange rate influ-
ences again shaped KWS’ economic environment
in international markets. Exceptional efforts were
needed for us to achieve our mission of ensuring that
KWS still grew profitably under these circumstances.
Thanks to our well-diversified product portfolio and
our independence as a family-owned company, we
have been able to continue to implement our long-term
strategy. That included expanding our research and
breeding programs in particular. We obtained around
400 new marketing approvals in fiscal 2015/2016 and
again reaped the fruit of our many years of work.
Foreword of the Executive Board | To our Shareholders
3
KWS Group | Annual Report 2015/2016The global seed market’s potential fell in 2015 by
We are optimistic about the future. We still expect
around 8% to approximately €37 billion US dollars.
to achieve net sales growth of more than 5% and
Total cultivation area hardly declined at all. However,
at least a double-digit EBIT return in the medium to
intensive competition, greater use of farm-saved
long term. In the short term, we do not anticipate any
seed for growing cereals and a switch to crops with
easing in the economic environment. In all likelihood,
lower seed prices, such as soybean or rapeseed,
we will not quite achieve our medium-term target of
had a negative impact.
at least 5% growth in net sales in fiscal 2016/2017.
However, we expect to improve our profitability (EBIT
The pesticide and seed sector overall is still under-
margin). You can find more information on that on
going a process of consolidation and integration.
pages 56 to 57.
Several large takeovers or mergers of agrochemical
companies are currently on the agenda. With a busi-
Research and development and closeness to our
ness model that specializes in plant breeding, KWS
customers remain vital to KWS, even in its 160th
is largely unaffected by these developments. We
year. That is why we will keep focusing our efforts on
have more than doubled net sales and profits in the
these fields in the future. Finally, I would like to thank
past ten years by our own efforts and remain one of
our employees, shareholders, partners and custom-
the world’s leading companies in the field of variety
ers for the business success we achieved last year.
development.
We look forward to a successful future together.
Seed is at the start of the food supply chain. In more
With best regards from Einbeck on behalf of the
developed economic regions, food has become a
entire Executive Board.
question of individual lifestyle. People define them-
selves more and more by what they eat: flexitarian,
vegetarian, vegan, food combining or low-carb – the
range of diets is diverse. Some abstain from eating
Dr. Hagen Duenbostel
meat, while others avoid cereals or dairy products.
Chief Executive Officer
Yet whatever diet is preferred, modern agriculture
produces crops to meet that demand. With their
knowledge, good ideas and cutting-edge technolo-
gies, farmers ensure that we consumers will continue
to be offered high-quality food now and in the future.
As part of that, they always work with an eye to using
resources efficiently – out of economic and ecologi-
cal considerations.
As a plant breeding company, KWS is part of this
modern agriculture. Our focal objective is always to
help farmers to be successful. The two-page photo
spreads and Spotlight Topic in this Annual Report
reflect what counts: closeness and trust.
4
To our Shareholders | Foreword of the Executive Board
Annual Report 2015/2016 | KWS GroupReport of the Supervisory Board
In what was, all in all, a turbulent economic climate
velopment of the various businesses, market trends
in the agricultural sector, numerous intended acqui-
and the competitive environment, research and
sitions in the pesticide and seed industry were the
breeding and, along with important individual proj-
subject of public debate in fiscal 2015/2016. They are
ects, risk management at the KWS Group were the
expected to result in changes in KWS’ competitive
subject of detailed discussions. The Chairman of the
environment. In this connection, KWS was neither a
Supervisory Board continued the bilateral discus-
takeover target, nor do we currently aim to make any
sions with the Chief Executive Officer and individual
acquisitions of our own. Preserving our company’s
members of the Executive Board in regular talks
independence remains a key concern of the family
outside the meetings of the Supervisory Board. In
shareholders. In particular, the long-term product de-
addition, there were monthly meetings between the
velopment cycles in plant breeding require a stable
Chairman of the Supervisory Board and the Execu-
base and strategic planning security. In this spirit, the
tive Board as a whole, where the company’s current
Supervisory Board and Executive Board once again
business development and, in particular, its strategy,
cooperated successfully in the past fiscal year.
occurrences of special importance and individual
aspects were dealt with. The Chairman of the Super-
The Supervisory Board discharged the duties incum-
visory Board informed the Supervisory Board of the
bent on it in accordance with the law, the company’s
results of these meetings. The Supervisory Board
Articles of Association and the bylaws, regularly
did not make use of its right to conduct an examina-
advised and monitored the Executive Board in its
tion granted by Section 111 (2) AktG (German Stock
activities and satisfied itself that the company was
Corporation Act) since the reporting by the Executive
run properly and in compliance with the law and that
Board meant there was no reason to do so.
it was organized efficiently and cost-effectively. The
Supervisory Board decided on all significant busi-
Focal areas of deliberations
ness transactions requiring its consent and carefully
The full Supervisory Board held six meetings in fis-
accompanied the Executive Board in all fundamen-
cal 2015/2016. All members participated in all of
tal decisions of importance to the company. The
the meetings, with the exception of the meeting on
Supervisory Board discussed the information and
June 22, 2016, where one member was excused and
assessments that influenced its decisions together
not in attendance. In a special meeting on Septem-
with the Executive Board. Both boards continued
ber 22, 2015, the Supervisory Board dealt with the
their constructive and trusted cooperation as in the
subject of licensing in genetically improved traits for
past. Among other things, this was demonstrated by
corn. In order to strengthen the technology platforms
the fact that, as is customary, the Supervisory Board
of KWS and Vilmorin & Cie (a listed company of
was involved in all decisions of vital importance to
Limagrain), long-term agreements with a leading trait
the company at an early stage. The Supervisory
and seed producer were then concluded. KWS and
Board was provided with the necessary informa-
Vilmorin have since been authorized to make world-
tion in written and oral form regularly, promptly and
wide commercial use of all current and future corn
comprehensively. This included all key information
traits from its portfolio. Along with the existing trait
on relevant questions of strategy, planning, the busi-
agreements, this one enabled KWS to successfully
ness performance and the situation of the company
complement and expand its trait portfolio in the future.
and the KWS Group, including the risk situation, risk
management and compliance. Business transactions
The meeting of the Supervisory Board to discuss
requiring consent were submitted to, and discussed
the financial statements on October 14, 2015, was
and approved by, the Supervisory Board in compli-
devoted to examining and approving the financial
ance with the bylaws for the Executive Board. The
statements of KWS SAAT SE and the consoli-
company’s business policy, corporate and financial
dated financial statements of the KWS Group as
planning, profitability and situation, the general de-
of June 30, 2015. The Supervisory Board also
Report of the Supervisory Board | To our Shareholders
5
KWS Group | Annual Report 2015/2016 discussed any impacts of the intended acquisitions
by the Executive Board and the Supervisory Board
in the industry on KWS.
in accordance with Section 161 AktG (German
The meetings on December 16 and 17, 2015, focused
Commission for the Corporate Governance Code”
on strategic planning covering a ten-year time frame,
(cf. Clause 7.2.3 (2) of the German Corporate Gover-
Stock Corporation Act) with respect to the “German
as well as the regulatory framework in Europe, in
nance Code).
particular for new plant breeding technologies. The
Supervisory Board also approved acquisition of the
The Supervisory Board received and discussed
remaining stake in the Brazilian corn company RIBER
the financial statements of KWS SAAT SE and the
KWS. The meeting additionally adopted a resolution
consolidated financial statements and Combined
to sell the seed potato operations to the Dutch com-
Management Report of KWS SAAT SE and the KWS
pany Stet Holland B.V. In its meeting on March 16,
Group, along with the report by the independent au-
2016, the Supervisory Board heard detailed reports
ditor of KWS SAAT SE and the KWS Group and the
on the progress of product development. In addition,
proposal on utilization of the net profit for the year
a resolution was adopted to conduct a public tender-
made by KWS SAAT SE, in due time. Comprehen-
ing process as part of appointment of an indepen-
sive documents and drafts were submitted to the
dent auditor.
members of the Supervisory Board as preparation.
For example, all of them were provided with the an-
On June 22, 2016, the agenda as usual includ-
nual financial statements, Combined Management
ed adoption of the corporate planning for fiscal
Report, audit reports by the independent auditors,
2016/2017, including medium-term planning up to
corporate governance report, compensation report
2019/2020. At the meeting, the Supervisory Board
and the proposal by the Executive Board on the ap-
also discussed the results of its efficiency review and
propriation of the profits. The Supervisory Board also
conducted the survey of the Supervisory Board with
held detailed discussions of questions on the agenda
the aim of avoiding and identifying fraud. The Super-
at its meeting to discuss the financial statements on
visory Board is not aware of any relevant acts.
October 24, 2016. The auditor took part in the meet-
ing. It reported on the main results of the audit and
Annual and consolidated financial statements
was also available to answer additional questions
and auditing
and provide further information for the Supervisory
Deloitte GmbH Wirtschaftsprüfungsgesellschaft,
Board. According to the report of the independent
Hanover, the independent auditor chosen at the An-
auditor, there were no material weaknesses in the
nual Shareholders’ Meeting on December 17, 2015,
internal control and risk management system in re-
and commissioned by the Audit Committee, has
lation to the accounting process. There were also no
audited the financial statements of KWS SAAT SE
circumstances that might indicate a lack of impartial-
that were presented by the Executive Board and pre-
ity on the part of the independent auditor. The small
pared in accordance with the provisions of the Ger-
extent of services additionally provided by the inde-
man Commercial Code (HGB) for fiscal 2015/2016
pendent auditor can be seen from the Notes.
and the financial statements of the KWS Group (IFRS
consolidated financial statements), as well as the
In accordance with the final results of its own exam-
Combined Management Report of KWS SAAT SE
ination, the Supervisory Board endorsed the results
and the KWS Group Management Report, includ-
of the audit, among other things as a result of the
ing the accounting reports, and awarded them its
preliminary examination by the Audit Committee, and
unquali fied audit certificate. In addition, the auditor
did not raise any objections. The Supervisory Board
concluded that the audit of the financial statements
gave its consent to the annual financial statements
did not reveal any facts that might indicate a mis-
of KWS SAAT SE, which were prepared by the Exec-
statement in the declaration of compliance issued
utive Board, and to the consolidated financial state-
6
To our Shareholders | Report of the Supervisory Board
Annual Report 2015/2016 | KWS Groupments of the KWS Group, along with the Combined
The Supervisory Board regularly addressed the
Management Report of KWS SAAT SE and the
question of any conflicts of interest on the part of
KWS Group. The financial statements are thereby
its members and those of the Executive Board. In
approved. The Supervisory Board also endorses
the year under review, there were no such conflicts
the proposal by the Executive Board to the Annual
of interests that had to be disclosed immediately to
Shareholders’ Meeting on the appropriation of the
the Supervisory Board and reported to the Annual
net retained profit of KWS SAAT SE after having
Shareholders’ Meeting.
examined it.
Supervisory Board Committees
Corporate Governance
The Audit Committee convened for three joint
The Supervisory Board conducted its efficiency re-
meetings in fiscal 2015/2016. It also held three tele-
view in accordance with Clause 5.6 of the German
phone conferences – on all occasions with all its
Corporate Governance Code for fiscal 2014/2015 and
members in attendance, with the exception of the
2015/2016, accompanied and supported by Ernst
telephone conference on November 19, 2015, where
& Young GmbH Wirtschaftsprüfungsgesellschaft.
one member was excused and not in attendance. In
According to the final report by Ernst & Young, the
its meeting on September 28, 2015, the Audit Com-
results of the evaluation of the Supervisory Board of
mittee discussed the annual financial statements
KWS SAAT SE meet the benchmark; no fundamental
and accounting of KWS SAAT SE and consolidated
weaknesses were identified by the persons ques-
financial statements of the KWS Group for the fiscal
tioned.
year 2014/2015. The annual compliance report, risk
manage ment and the results of the auditing projects
The Supervisory Board discussed compliance with
were on the agenda at its meeting on March 16,
the recommendations of the “German Commission
2016. The audit plan for fiscal 2016/2017 was also
for the Corporate Governance Code.” As regards
discussed and adopted. The subjects discussed
setting a limit on the length of time members can
at the meeting on June 22, 2016, included the new
serve on the Supervisory Board of KWS SAAT SE in
quarterly reporting standards and the results of the
accordance with Clause 5.4.1 of the German Corpo-
Supervisory Board’s efficiency review. The quar-
rate Governance Code, the Supervisory Board stuck
terly reports and the semiannual report for fiscal
by its decision to continue not to comply with these
2015/2016 were discussed in detail in three tele-
recommendations by the German Corporate Gover-
phone conferences and their publication was ap-
nance Code, since they would significantly restrict
proved.
the rights of a business with a tradition of family own-
ership like KWS, whose family shareholders hold a
majority stake.
Supervisory Board Committees
Committee
Audit Committee
Chairman
Hubertus von Baumbach
Committee for Executive
Board Affairs
Andreas J. Büchting
Nominating Committee
Andreas J. Büchting
Members
Andreas J. Büchting
Jürgen Bolduan
Arend Oetker
Cathrina Claas-Mühlhäuser
Arend Oetker
Cathrina Claas-Mühlhäuser
Report of the Supervisory Board | To our Shareholders
7
KWS Group | Annual Report 2015/2016The Audit Committee convened on September 22,
candidate also named by the Audit Committee – was
2016, to discuss the current annual financial state-
confirmed and resolved by the Supervisory Board.
ments of KWS SAAT SE and KWS’ consolidated
financial statements and accounting. The indepen-
The Committee for Executive Board Affairs re-
dent auditor explained the results of its audit of the
viewed the compensation paid to members of the
2015/2016 financial statements and pointed out that
Executive Board in the year under review. As part of
– in its opinion – there were no circumstances that
that, it proposed increasing the fixed compensation
could have led to a lack of impartiality on its part.
of Dr. Peter Hofmann to the level of the other Exec-
The Audit Committee also dealt with the proposal by
utive Board members. Peter Hofmann has served
the Executive Board on the appropriation of the net
on the Executive Board of KWS SAAT SE since
retained profit of KWS SAAT SE and recommended
October 1, 2014, but has been responsible since
that the Supervisory Board approve it. It addition-
2005 for the Sugarbeet Segment, which has recently
ally dealt with the results of the examination of the
held its own very well in a tough market environment.
2014/2015 financial statements by the German Finan-
In view of that and his many years of successful work
cial Reporting Enforcement Panel (FREP), which was
for the company, the committee proposed converting
based on spot checks and produced no objections.
the contract of Peter Hofmann – before the end of its
existing term and with effect January 1, 2016 – into
In addition, the Audit Committee obtained the state-
a five-year contract with the same terms and condi-
ment of independence from the auditor in accor-
tions for variable compensation as for the other ordi-
dance with Clause 7.2.1 of the German Corporate
nary members of the Executive Board. The Supervi-
Governance Code, ascertained and monitored the
sory Board endorsed the committee’s proposals.
auditor’s independence, examined its qualifications
and defined the focal areas of the audit. The Audit
In October 2015, Dr. Arend Oetker informed KWS
Committee also satisfied itself that the regulations on
that he had transferred his shares in KWS to the next
internal rotation were observed by the independent
generation of his family as part of an anticipated
auditor and dealt with the services rendered addi-
inheritance. At the same time, he transferred entre-
tionally by the independent auditor.
preneurial responsibility for the stake in KWS held
by the Oetker family to his daughter Dr. Marie Theres
In addition, the Audit Committee dealt in its meetings
Schnell, Munich. In addition, the Deputy Chairman of
with preparing the resolution on the appointment of
the Supervisory Board considered resigning his seat
the independent auditor for fiscal year 2016/2017 to
on the Supervisory Board of KWS SAAT SE at the
be proposed to the Annual Shareholders’ Meeting on
end of 2016. The Nominating Committee convened
December 15, 2016. In order to select the independent
on May 28, 2016, and discussed filling the post that
auditor to be proposed to the Annual Shareholders’
was likely to become vacant. The shareholder fam-
Meeting, the Audit Committee conducted a tendering
ilies Büchting/Oetker had proposed Marie Theres
process in the period from March 31, 2016, to Septem-
Schnell as the representative of the family of Arend
ber 22, 2016, in accordance with the provisions of the
Oetker.
new EU Regulation on independent auditors that has
been in force since June 17, 2016. After the documents
After completing secondary school, Marie Theres
submitted by a total of nine auditing firms were inten-
Schnell (born in 1976) studied communications in
sively discussed and assessed, the Audit Committee
Salzburg and Gothenburg and completed her uni-
recommended to the Supervisory Board that Ernst &
versity education by gaining a doctorate in Zurich in
Young GmbH Wirtschaftsprü fungs gesellschaft,
2007. She gained professional experience as assis-
Hanover, be proposed to the Annual Shareholders’
tant to the board of management at a large digital
Meeting for appointment as the independent auditor.
publishing house and as part of a trainee program
At its meeting of October 24, 2016, this recommen-
in the food industry in Spain. She then worked as a
dation – following consideration of an alternative
freelance media consultant. In addition to this inter-
8
To our Shareholders | Report of the Supervisory Board
Annual Report 2015/2016 | KWS GroupAndreas J. Büchting, Chairman of the Supervisory Board
national activity, she was able to gain diverse expe-
Schnell. The Nominating Committee arrived at the
rience at the companies of the Arend Oetker Group,
conclusion that Marie Theres Schnell was qualified to
not only in the fields of agriculture, retailing and food,
hold a position on the Supervisory Board and would
but also in her work on various shareholder bodies.
be an excellent enrichment for it. On September 20,
Coming from a family with a long tradition of entre-
2016, Dr. Arend Oetker informed the Chairman of the
preneurship, she contributes experience, a sense of
Supervisory Board that he would resign as a member
responsibility, vision and sound judgment.
of the Supervisory Board of KWS SAAT SE effec-
tive the end of the Annual Shareholders’ Meeting
The Nominating Committee examined her candidacy,
on December 15, 2016. The Nominating Committee
taking into account the relevant regulations of the
then recommended in accordance with Clause 5.3.3
German Corporate Governance Code. Accordingly,
of the German Corporate Governance Code that
the committee satisfied itself that Ms. Schnell also
Dr. Marie Theres Schnell be proposed as a candidate
had the time expected for her to discharge her du-
for election of his successor to the Annual Share-
ties on the board. In addition, the Supervisory Board
holders’ Meeting on December 15, 2016.
aims to ensure that half of its shareholder represen-
tatives are independent within the meaning of the
The Supervisory Board expresses its thanks to the
German Corporate Governance Code. The departure
Executive Board and all employees of KWS SAAT SE
of Arend Oetker and election of Marie Theres Schnell
and its subsidiaries for their great commitment and
in his place would mean that the situation on the
efforts yet again in helping KWS continue its gratify-
board would remain the same in this respect. The
ing development.
Board would thus still meet the target it has set itself.
The aspect of diversity should be taken into account
Einbeck, October 24, 2016
in filling posts on the Supervisory Board. In this con-
text, the Supervisory Board decided in accordance
with Section 111 (5) AktG (German Stock Corporation
Act) that the ratio of female members on the Supervi-
Dr. Drs. h.c. Andreas J. Büchting
sory Board of KWS SAAT SE should not be less than
Chairman of the Supervisory Board
16.6% by June 20, 2017. That figure would increase
to 33.3% overall and 50% in terms of shareholder
representatives with the appointment of Marie Theres
Report of the Supervisory Board | To our Shareholders
9
KWS Group | Annual Report 2015/2016Companions
Personal Consulting
Seed is a matter of trust. That is why personal consulting and close
contact between our seed experts and farmers in their region is
very near to our heart. Choosing the variety adapted to the location
in question lays the foundation for successful cultivation. However,
our consultants’ work is by no means done once a variety is select-
ed – on the contrary. Throughout the entire vegetation period, they
are a reliable partner, maintaining close contact with their farmers
and discussing agricultural matters with them: from tilling methods,
the right time for sowing, the use of pesticides and fertilizers to the
ideal time to harvest crops and suitable storage conditions. As a
result, we live up to our responsibility at the beginning of the value
chain even after selling our seed.
The KWS Share
Performance: Greater volatility – share
for the year. KWS’ share recovered strongly after that
performs strongly long-term
to close at almost the same level of the previous year
While KWS was able to expand its business activity
at the end of the fiscal year (€297.80; –0.6%). That
in the year under review, the agricultural sector is
is a very good performance for the industry. Almost
again confronted by a surplus supply of agricultural
all listed competitors fared worse in the same peri-
raw materials, low commodity prices and regional
od – despite major consolidation projects with prices
adjustments in the cultivation area, as well as polit-
well above the stock market values for the affected
ical and economic uncertainties. The nervousness
companies. The DAX fell by around 14% and the
of capital market players is reflected in the volatility
EURO STOXX 50 index by even approximately 18%
of KWS’ share price. It rose sharply year on year,
in this period, although there were slight gains for the
although the average daily fluctuation between the
MDAX (around 2%) and SDAX (around 1%). Looking
highest and lowest price (on a small trading volume)
at the share’s performance over the past five years
was €5.62 (4.33)1 – despite KWS’ solid business
(July 1, 2011, to June 30, 2016), the KWS share price
performance. The share reached an all-time high at
increased by 93%. The SDAX rose by 61% and the
€313.55 in July 2015. The general stock market slump
DAX by around 31% in the same period.
in January 2016 meant its price fell to a low of €235.10
The KWS share’s performance
over 5 years
250 %
200 %
150 %
100 %
50 %
+93%
+61%
+31%
July 1, 2011
KWS
SDAX
DAX
June 30, 2016
Listing: KWS still in a mid-range position in
Stock program: KWS employees take the
the SDAX
opportunity to participate in their company
The share still occupies a mid-range position in the
For more than 40 years KWS has offered its employ-
SDAX, Germany’s index for small caps. Measured in
ees the chance to become a shareholder in the com-
terms of free float market capitalization at the relevant
pany and thus share in its success and identify more
key date of June 30, 2016, the KWS share ranked 18th
strongly with it. The content of our Employee Share
(18th) in the index, which comprises 50 companies,
Program remained unchanged in the year under
and 39th (35th) in terms of trading volume over the
review. Our employees were able to buy up to 500
period under review. KWS SAAT SE’s market capital-
KWS shares at a price of €217.60 (214.40), including a
ization was €1,964 (1,970) million or, solely on the basis
20% discount, which the individual employees must
of the proportion of free float, €565 (569) million.
pay tax on. A total of 395 (401) employees in ten
1 If not otherwise specified, the figures in parentheses give the previous year’s figure.
12
To our Shareholders | The KWS Share
Annual Report 2015/2016 | KWS GroupShareholder structure at September 27, 2016
Free float 32.1%
Tessner Beteiligungs GmbH 15.4%
52.5% Families Büchting, Arend Oetker
(nine) Euro pean countries took up this offer and pur-
KWS SAAT SE’s shareholders. With a dividend pay-
chased a total of 7,541 (9,878) shares, corresponding
out ratio of 23.2% (23.6%) of the KWS Group’s net
to an average stake per employee of 19 (25) shares.
income for the year, the company would stick to its
The acquired shares are subject to a lock-up period
earnings-oriented dividend policy of a payout in the
of four years. They cannot be sold, transferred or
long-term target range of 20% to 25%.
pledged during this period. As in previous years, the
shares used for the Employee Share Program were
acquired in accordance with Section 71 (1) No. 2 of
the German Stock Corporation Act (AktG). A total of
€1.9 (2.7) million was used to buy back the compa-
ny’s own shares, giving an average purchase price
per share of €258.85 (271.73).
Planned appropriation of profits: Proposed
dividend stable at €3.00
Key figures for the KWS share
ISIN
Number of shares
Closing price
June 30, 2016
June 30, 2015
DE0007074007
6,600,000
in €
297.80
298.50
Trading volume (avg.)
in shares/day
The KWS Group increased its net sales last fiscal
year by 5.2% to €1,036.8 (986.0) million. In what was,
all in all, a turbulent economic environment in the
2015/2016
2014/2015
2,068
2,211
agricultural sector, among other things with declining
Market capitalization
in € millions
cultivation areas and higher costs of sales as well as
non-recurring costs, EBIT was €112.8 (113.4) million,
June 30, 2016
June 30, 2015
1,965
1,970
almost at the level of the previous year, although it was
impacted by positive exchange rate effects. Net finan-
cial income/expenses fell; that and a lower tax rate
meant that net income for the year was €85.3 (84.0)
million. The return on sales after tax fell to 8.2% (8.5%),
although it would have been lower had it not been for
the positive exchange rate effects.
The Executive Board and Supervisory Board will
therefore propose payment of an unchanged dividend
of €3.00 (3.00) for fiscal year 2015/2016 to the Annual
Shareholders’ Meeting on December 15, 2016. Some
€19.8 (19.8) million would thus again be distributed to
The KWS Share | To our Shareholders
13
KWS Group | Annual Report 2015/2016Generations trust in a brand – that is the result of continuous breeding progress and personal customer
care and support.
Corporate Sustainability
Corporate sustainability means orientation to the
Dialogue with stakeholders
future in what we do, i.e., striving to create lasting
We intend to keep on systematizing the process for
value and economic success – true to our 160-year
determining the key issues relating to our long-term
tradition as a family business.
corporate development. To enable that, we plan
to expand our dialogue with stakeholders, which
The prime goal of our corporate strategy is to en-
has been conducted to date at our headquarters in
sure KWS’ independence, which is why it is geared
Einbeck, and make it more international in the com-
toward profitable growth. Proactive planning and
ing years. In this way, we obtain feedback from the
action is vital to achieve that strategy and is thus a
various markets and can also discuss critical issues
core principle of our corporate governance. Plant
with the relevant local stakeholders and gain knowl-
breeding is a costly and time-consuming business:
edge to enable our company’s further development.
It takes up to ten years for each new variety to be
developed. That means we have to carefully address
Sustainability reporting
the economic, ecological and social challenges of to-
The latest sustainability report for fiscal year
day and tomorrow so as to identify and anticipate the
2015/2016 is based on the international reporting
resultant opportunities and risks. We align our com-
specifications of the Global Reporting Initiative (GRI
pany strategically and operationally on that basis.
G4) and is available on the company’s Internet site at
www.kws.com/ir. We are currently working to interna-
tionalize our sustainability reporting, with the objective
of expanding it so that it covers the main aspects of
sustainability for the entire KWS Group and integrating
it fully in the Annual Report in the medium term.
14
To our Shareholders | Corporate Sustainability
Annual Report 2015/2016 | KWS GroupCore sustainability issues
Economy and products
Governance
■■ Economic success: Key factors in our economic
■■ Employment, social and environmental stan-
success are the clear focus on our core business –
dards: As a responsible, internationally growing
i.e., breeding new, high-yielding varieties to enable
company we have to establish values, rules, guide-
resource-sparing, efficient agriculture – coupled
lines and standards in the fields of employment,
with rigorous customer orientation, profitable
protection of the environment and social welfare,
growth, financial independence and sufficient
and ensure they are put into practice at all subsid-
liquidity.
iaries. We must also define them for our business
■■ Product innovations: Our research and develop-
partners in the supply chain and prevent violations
ment focuses on new varieties that address global
of them.
trends such as climate change and the limited
■■ Compliance: We support observance of the law
availability of natural resources (such as soil and
and company requirements by means of effective
water), as well as the occurrence of plant diseas-
compliance management.
es and pests.
■■ Modern breeding methods: The use of modern
Employees
breeding methods is indispensable to enable
Our company’s success is founded on the achieve-
goal- oriented, efficient plant breeding. Apart from
ments of all our employees. We make intensive ef-
traditional methods, KWS therefore uses biotech-
forts to recruit good employees and have introduced
nology methods such as genome editing methods
a process to identify and further develop our junior
or genetic transfer.
staffers.
■■ Seed quality and safety: KWS seed is quality
seed that enables plants’ genetic potential to be
Work safety and protection of the environment
fully leveraged after sowing in the field. We ensure
We strive to surpass statutory requirements relating
that our seed is safe for people and the environ-
to work safety and environmental protection, as well
ment by means of technical and organizational
as to the efficient use of resources, such as water,
measures and furnish proof of that in extensive
energy and pesticides, as far as our influence allows.
tests and analyses in compliance with official re-
quirements – whether it is ecological, conventional
Social commitment
or genetically improved seed.
We are particularly committed to strengthening the
■■ Protection of intellectual property: Protecting
regional and local attractiveness of our locations
intellectual property is vital for us to recoup our
on the cultural and social planes. We support both
high expenditure on research and development.
young academicians (through Deutschlandstipen-
Variety protection is a tried-and-tested instrument
dien and interships) and top-flight researchers. We
for protecting our plant varieties and, thanks to the
encourage our people to get involved in their own
breeder’s exemption, safeguards access to plant
social areas. Many KWS employees have become
genetic resources for further breeding. We also wel-
actively involved in aid for refugees, for example.
come patent protection to protect our investments
in state-of-the-art technologies. We believe it is
important to have unhindered access to biological
starting material as well as protection of our intellec-
tual property in the form of innovative plant varieties
and new breeding technologies.
Corporate Sustainability | To our Shareholders
15
KWS Group | Annual Report 2015/2016Ground personnel
Field Days
The 2016 Field Days held by the German Agricultural Society (DLG)
in the town of Hassfurt, in Lower Franconia, attracted 21,632 visitors
over its three days. After ten months of preparation for this event,
KWS showcased its entire portfolio there. Sugarbeet, corn, cereals,
rapeseed, catch crops, organic seed – almost 60 varieties were
exhibited on the demonstration plots, offering farmers, consultants
and other interested persons a good opportunity to learn more
about KWS’ broad range of services and varieties directly at the
plants’ location. Many took this chance to discuss the latest trends
and developments in plant breeding and modern agriculture with
KWS’ experts on the spot. In the evening, we welcomed more than
1,000 guests to our CultiVent party.
Spotlight
Topic
To harvest or to wait?
KWS’ consulting is based on knowledge
transfer and trust
Leonard Dempfle has a problem. The farmer from the
German Allgäu region planted corn as feed for his 70
cows on an area of about 20 hectares, and now it is
fully mature – in mid-September, almost two weeks
before the normal time for harvesting. The long dry
spell this summer sped up the maturing process.
Should he harvest it now or wait a while? To help him
decide, Dempfle picks a few corn plants by hand
from different spots and takes these samples to his
regional KWS consultant in the village of Burtenbach,
25 kilometers away. He wants to have the consultant
determine the current dry matter content of his corn
plants. Ernst-Arthur Bommer, head of KWS’ consult-
ing office for Bavaria and Württemberg, has his hands
full. In his area of responsibility alone, he and his team
analyze some 1,000 corn samples a week before the
harvest between mid-August and the beginning of
October. “Dry matter monitoring enables us to deter-
mine the corn’s maturity precisely and recommend an
ideal time to harvest it,” explains Bommer. If the dry
matter content is between 32% and 35%, it is time to
bring in the corn.
Bommer relies on close dry matter monitoring at many
locations for his region, which has very different soil
and climatic conditions and thus large differences
in ripening times. KWS not only offers this service in
southern Germany, but also at more than 250 loca-
tions nationwide for the most important corn varieties.
All farmers who are registered with CultiVent, KWS’
of up to €500 a hectare,” says Bommer in describing
digital consulting platform, regularly receive the re-
the economic consequences of late harvesting, which
sults of dry matter monitoring and harvesting recom-
may even threaten a farmer’s livelihood. Just a few
mendations tailored precisely to their cultivation area
minutes later, Leonard Dempfle has the results for
by e-mail.
his samples in his hands and now knows that he will
begin chopping his corn the next day.
In the case of silage corn for dairy cattle, which
Dempfle grows, it is especially important to harvest
Dry matter monitoring is just one example of the wide
it at the ideal time. “Tastiness and starch content are
range of consulting and services KWS offers. Personal
vital. If the corn is too old, lower fresh weight yield
contact with the farmer and customized advice are
from the field means that the basic feed intake of the
also of great importance in consulting on varieties and
cattle is reduced and farmers have to use more of the
cultivation of all other crops from KWS’ product port-
expensive concentrate feed. That can mean losses
folio, such as sugarbeet, cereals or rapeseed. Trust
18
To our Shareholders | Spotlight Topic
Annual Report 2015/2016 | KWS Groupis a vital component of the relationship between the
seed producer, dealers and farmers.
The foundations for creating extensive value added
are laid by consulting with farmers on choosing the
right variety for different regional and climatic de-
mands. With its above-average expenditure on contin-
uously developing new varieties, KWS strives to live up
to its special responsibility of providing farmers with
the best-possible seed for the crops in its portfolio.
Breeding progress in practice is enabled by delivering
varieties that produce higher and higher yields and are
adapted to very different climatic and soil conditions.
A mature performance – the KWS consultant and farmer together determine the best time
to pick corn so that all the farmer’s efforts are rewarded with a good yield.
The vitality of a particular era does
not so much depend on the harvest,
but more on the seed it sows.
Ludwig Börne (1786–1837),
journalist and literary critic
Spotlight Topic | To our Shareholders
19
KWS Group | Annual Report 2015/2016What factors impact a harvest?
Environmental
influences
Tilling
Crop rotation
Variety selection
Time of sowing
Seed quality
Pesticides
Use of fertilizer
Harvest
Storage
KWS accompanies farmers from sowing to harvesting
As the example of dry matter monitoring shows, KWS
The sharing of diverse knowledge and experience in a
does much more than advise farmers on choosing the
spirit of trust between KWS’ consultants and farmers
right varieties for their individual needs. Just over a
not only creates the basis for reliable yields that safe-
quarter of our approximately 4,800 employees world-
guard the farmer’s livelihood. This initial interface in
wide take care of the needs and worries of our cus-
the value chain of modern agriculture and nutrition is
tomers in their sales work. A closely knit regional net-
also the foundation for the high quality of the food we
work of KWS consultants also provides farmers with
love to eat at the end of that chain.
support in agricultural matters – from tilling, sowing,
pesticide and harvesting, through to storage. Only in
that way can the yield potential inherent in the seed’s
genetic makeup be leveraged as much as possible.
Cooking and eating are no longer just
That means we work hand in hand with farmers to
about nourishment, but have long
reliably ensure increases in yield and quality.
since become an expression of our
personal lifestyle. Modern agriculture,
In addition to personal one-on-one contact, we con-
with its diverse products, ensures that
tinuously gather the latest pioneering findings on key
everyone can eat to suit their taste.
questions of modern agriculture for our customers.
But how exactly does it do that? A
We share our knowledge at diverse information and
new website www.moderne-land-
educational events, some of which are seen on the
wirtschaft.de provides a vivid and
two-page photo spreads in this report. They include
entertaining look at this subject – and
Agricultural Forums that KWS regularly holds nation-
at who does what (German only).
wide and the biennial Field Days held by the German
Agricultural Society (DLG).
20
To our Shareholders | Spotlight Topic
Annual Report 2015/2016 | KWS Group22
Fundamentals of the KWS Group
22
24
25
27
Group Structure and Business Activity
Objectives and Strategies
Control System
Research and Development
32
Employees
35
Economic Report
35
37
Business Performance
Earnings, Financial Position and Assets
37
38
40
Earnings
Financial Situation
Assets
41
Segment Reports
41
42
44
46
48
Reconciliation with the KWS Group
Corn Segment
Sugarbeet Segment
Cereals Segment
Corporate Segment
49
Report on Events after the Balance Sheet Date
49
Opportunity and Risk Report
56
Forecast Report
60
Corporate Governance
60
60
61
66
Corporate Governance Report and Declaration on Corporate Governance
Compliance Declaration in Accordance with Section 161 AktG
(German Stock Corporation Act)
Compensation Report
Disclosures in Accordance with Sections 289 (4) and 315 (4) of the German
Commercial Code (HGB) and the Explanatory Report of the Executive Board
70
KWS SAAT SE (Explanations in Accordance to the HGB)
t
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p
e
R
t
n
e
m
e
g
a
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a
M
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i
Combined Management Report
Combined Management Report
Compared with the previous year, there have not been any significant changes in the fundamentals of the KWS Group as
presented in the following.
Fundamentals of the KWS Group
Group Structure and Business Activity
soybean, sunflower and sorghum. Its operating per-
Since it was founded in 1856, KWS has specialized in
formance depends significantly on the spring sowing
developing, producing and distributing high-quality
season in the northern hemisphere. That means
seed for agriculture. From our beginnings in sugar-
most of the segment’s net sales are generated in the
beet breeding, we have evolved into an innovative
second half of the fiscal year (January to June). The
and international supplier with an extensive portfolio
segment generates a lower share of its revenue in
of crops. We cover the complete value chain of a
the first two quarters, mainly from winter rapeseed in
modern seed producer – from breeding of new va-
Europe and corn varieties in South America.
rieties, multiplication and processing, to marketing
of the seed and consulting for farmers. KWS’ core
The Sugarbeet Segment comprises sugarbeet seed
competence lies in breeding new, high-performance
production and distribution. Our high-quality sugar-
varieties that are adapted to regional needs, such as
beet varieties are some of the highest-yielding in the
climatic and soil conditions. Every new variety deliv-
industry, which is why we are the leader in the field of
ers added value for the farmer. Our business model
sugarbeet seed with a global market share of 55%.
is based on this added value – which is ultimately at-
Our main sales markets are North America, a region
tributable to breeding progress, optimization of seed
where genetically improved, herbicide-tolerant sugar-
quality and consulting founded on a spirit of trust.
beet varieties are used almost exclusively, and the EU,
where KWS likewise has a very good market position
Organization and segments of the KWS Group
with conventionally bred, multiple-resistant varieties.
KWS SAAT SE is the parent company and holding
Sugarbeet is sown in the spring, which means that net
company of the KWS Group. It is responsible for
sales in this segment are largely generated in the sec-
strategic management and, among other things,
ond half of our fiscal year (January to June).
multiplies and distributes sugarbeet and corn seed.
It finances basic research and breeding of the main
The Cereals Segment includes production and dis-
range of varieties at the KWS Group and provides
tribution of seed for rye, wheat, barley and rapeseed.
its subsidiaries with new varieties every year for the
Hybrid rye accounts for the largest share of revenue
purpose of multiplication and distribution. An over-
from cereals (more than 40%), followed by wheat and
view of the subsidiaries and associated companies
barley (each around 20%). We generate the remain-
included in the consolidated financial statements of
der from other crops such as rapeseed or triticales.
the KWS Group is provided in the Notes on pages
In our core markets for cereal seed (Germany, Po-
86 to 87.
land, the UK and France), farmers predominantly sow
their crops in the fall. Consequently, we generate
The KWS Group’s operational business is conducted
most of our revenue in this segment in the first half of
in the three product segments corn, sugarbeet and
our fiscal year (July to December).
cereals:
The Corn Segment is the KWS Group’s largest
segments with research and development activities
division in terms of net sales. It covers production
and provides central functions for controlling the
and distribution of corn seed, as well as rapeseed,
group. Its relatively low net sales come from the
The Corporate Segment supports the operating
22 Combined Management Report | Fundamentals of the KWS Group
Annual Report 2015/2016 | KWS Group revenue from our own farms. Since all cross-seg-
ment function costs and research expenditure is
charged to this segment, its income at the end of the
fiscal year is usually negative to a significant extent.
Information on the net sales and income contributed
by the segments, including our joint ventures, can be
found in our segment reports starting on page 41.
Locations and sales markets
KWS SAAT SE’s headquarters are located in
Einbeck, Lower Saxony. We have 62 subsidiaries and
associated companies at present, operating in more
than 70 countries, largely in the moderate climatic
zone. You can find a detailed breakdown of net sales
by region on page 37.
KWS employees are not stuck indoors all the time. They get to know our
products personally.
Products and consulting on varieties
new variety. Thanks to our large network of breeding
We offer our customers – farmers – a broad range of
and trial stations in all the world’s key markets, we
agricultural crops that have been adapted by breed-
can test the individual candidates under a wide range
ing to the conditions of their specific location. These
of climatic and local conditions to determine whether
crops include corn, sugarbeet, the cereals rye, wheat
the varieties are suitable for cultivation. In many mar-
and barley, oil plants such as sunflower, soybean
kets, variety development ends in an official approval
and rapeseed as well as catch crops. The varieties
process in which candidates have to meet high qual-
are mainly adapted to the moderate climatic zones.
ity standards, usually for at least three years. Only
Since we entered the Brazilian market in 2012, variet-
then can we distribute the varieties to our customers
ies for subtropical regions have also been part of our
via the various channels.
portfolio. In addition to selling seed, our field staff
is also on hand to offer farmers free consulting on
External factors that impact our business
choosing and cultivating varieties.
Our breeding and seed multiplication activities are
subject to weather influences that cannot always
Breeding is the essential business process
be quickly compensated for with countermeasures.
KWS’ breeding processes are geared toward exploit-
Economic policy decisions in the agricultural indus-
ing plants’ potential as much as possible and lever-
try, which is strongly regulated worldwide, may also
aging it to handle the challenges of modern, sustain-
impact our business. You can find more details on
able agriculture. Whether it is plants for producing
these external factors in our opportunity and risk
food, fodder or energy, conventional, organic or gen-
report on pages 49 to 55.
etically improved, we offer farmers the ideal variety
for their purposes. It takes up to ten years to breed a
Fundamentals of the KWS Group | Combined Management Report
23
KWS Group | Annual Report 2015/2016Significant changes in the KWS Group’s
Objectives and Strategies
composition
Our strategic planning is the foundation of the KWS
We sold our conventional seed potato business
Group’s further development. It defines strategic
to Stet Holland B.V. in the year under review. An
objectives, initiatives and core measures for existing
agreement to this effect was signed on April 11,
activities and for potential new fields of business.
2016. The business generated net sales of around
The planning is based on a long-term horizon (ten
€28 million and was run in the Sugarbeet Segment.
years) and includes an analysis and assessment of
market trends, competitors and the KWS Group’s
In line with the planned expansion of our business
position. Strategic planning is carried out every
activities, we took over all the remaining shares in our
three years on a rolling basis. We believe that stra-
Brazilian subsidiary RIBER KWS SEMENTES at the
tegic success factors are, in particular, our intensive
end of the calendar year 2015. It had already been
research, breeding of new, high-yielding varieties
fully consolidated in the Corn Segment before the
and continuous expansion of our global footprint so
purchase option was exercised.
that we are on the ground in regional markets with
their special climatic conditions.
As announced in the last Annual Report, KWS MAIS
GMBH was merged with KWS SAAT SE effective
Corporate objectives of the KWS Group
July 1, 2015. The company’s reintegration marked one
Due to the fact that the equity method (IFRS 11)
of several planned steps in simplifying the Group’s
was applied to our joint ventures for the first time
structure. The merger will also enable us to make in-
last year, we have adjusted our key indicator “R&D
ternal processes more efficient and reduce our admi n-
intensity,” which is measured relative to net sales.
istrative overhead. The structure and controlling of our
This change was necessary because the earnings
segments will not be affected by this measure.
contributed by the equity-accounted joint ventures
are now only allowed to be included in net financial
income/expenses at the Group level. We have
retained the other objectives without any changes.
The KWS Group’s medium- and long-term objectives
Objectives
Profitable growth
Research and development
Internationalization
Sustainability
■■ Increase in consolidated net sales by an average of 5%
to 10% p.a.
■■ EBIT margin ≥10%
■■ R&D intensity of around 17% of consolidated net sales
■■ 1% to 2% progress in yields p.a. for our customers and
development of tolerances and resistances
■■ Expansion of the portfolios of varieties for subtropical markets
■■ Integration of international subsidiaries in KWS’ sustainability
reporting
Dividend
■■ A dividend payout ratio of 20% to 25% of the KWS Group’s
net income for the year
24 Combined Management Report | Fundamentals of the KWS Group
Annual Report 2015/2016 | KWS GroupOur investments and expenditure for research and
mance over the past years, we have been able to pay
development are the foundation for profitable
our shareholders an annual dividend of 20% to 25%
growth. We aim to increase the KWS Group’s net
of the KWS Group’s net income for the year. This
sales by an average of 5% to 10% p.a. and achieve
policy is to be retained in the future.
an EBIT margin of at least 10%. In line with the prin-
ciples of our long-term corporate strategy, we use
Developments in 2015/2016
our earnings strength to expand research and devel-
In the past fiscal year, our business performance
opment in particular, as well as for our distribution
was in line with the above-mentioned medium- to
operations. As a result, we bolster the KWS Group’s
long-term objectives. Our net sales growth was in
potential and lay the foundation for future growth.
the desired range, as was the EBIT margin and R&D
intensity. We continued to increase our foreign sales,
The objective of our research and development is
including in our subtropical market Brazil. We plan to
to obtain new varieties that are tailored to different
expand our sustainability reporting to all significant
needs and changing agricultural requirements. Our
international subsidiaries and associated companies
most important objectives across all crops are to
by fiscal 2017/2018. Preparations for that were com-
increase yield, breed resistance to plant diseases
menced in the year under review. The dividend ratio
and pests and improve plants’ quality of processing.
of the payout in December 2015 was 23.6% and thus
Conservation of plant genetic resources is also a key
within our target range.
concern of ours. Expressed in hard and fast figures,
the new varieties we supply to our customers deliver
Control System
an average yield progress of 1% to 2% a year.
Detailed annual and medium-term operational
plans, which also include our joint ventures pro-
We will push further ahead with internationalization
portionately, are used to control the Group and the
of our company. Our commitment in the subtropical
three segments corn, sugarbeet and cereals. The
market of Brazil as well as the joint venture with our
medium-term plan covers the time frame of the an-
partner Kenfeng in China are part of that. Markets
nual plan plus the three subsequent fiscal years. In
such as Brazil, with multiple harvests a year, not only
turn, the medium-term plan is derived from our stra-
offer attractive sales potential – especially for our
tegic corporate planning, which covers a timescale
corn business – but also enable us to cushion the
of ten years.
highly seasonal nature of our business in the medium
to long term.
The targets set in the annual and medium-term
planning are arrived at on the basis of the strategic
KWS’ business model is geared toward sustainable
planning, regional economic and legal situation,
success. We are currently working to internationalize
anticipated market trends and assessments of the
our sustainability reporting, with the objective of
company’s position in the market and the potential
expanding it so that it covers the entire KWS Group
product performance. In a subsequent bottom-up
by fiscal 2017/2018. You can find more information on
process, which also includes the development of
the current reporting on pages 14 to 15.
our joint ventures, we use these premises to define
figures for sales volumes and net sales, production
The KWS Group’s profitable growth is the basis of
capacities and quantities, the allocation of resources
our dividend policy. Thanks to our successful perfor-
(including capital spending and personnel), the level
Fundamentals of the KWS Group | Combined Management Report
25
KWS Group | Annual Report 2015/2016Just how does that work? Around 100 participants in the “KWS Showcase on Modern Sugarbeet Breeding” learned more about successful
breeding methods directly in the field.
of material costs and internal charge allocation and
units. The main indicators for the KWS Group are net
the resultant balance sheet data, along with the fi-
sales, operating profitability (EBIT margin) and R&D
nancial budget. In principle, part of the planning doc-
intensity. KWS’ product segments, which are divided
umentation is also an opportunity/risk assessment
into Business Units, are in turn geared toward the
that every manager must conduct for his or her unit.
main indicators of net sales and EBIT margin.
The planning is compared every quarter with the com-
Management and control
pany’s actual business performance and the updated
KWS SAAT SE has a system of dual management and
estimates of the underlying general conditions. If nec-
supervision, consisting of the Executive Board and the
essary, we initiate suitable countermeasures and make
Supervisory Board. Both bodies have strictly sepa-
adjustments. We update the forecast for the current
rated responsibilities and different members. While
fiscal year at the end of each quarter. At the end of
the Executive Board manages the company, the Su-
each fiscal year, all the units conduct a detailed vari-
pervisory Board supervises and advises the Executive
ance analysis of the budgeted and actual results. That
Board. These responsibilities have also been retained
serves to optimize our internal planning processes.
following the company’s conversion into a European
Stock Corporation (Societas Europaea/SE). The dec-
Controlling is responsible for coordinating and doc-
laration on corporate governance in accordance with
umenting all planning processes and our current
Section 289a of the German Commercial Code (HGB)
expectations. It monitors compliance with adopted
contains detailed information on the extensive and
budgets and analyzes the efficiency and cost-effec-
close cooperation between the Executive Board and
tiveness of business processes and measures. The
the Supervisory Board and has been published at
Controlling team also advises decision-makers on
www.kws.com/ir.
economic optimization measures. In particular the
heads of the three product segments, the regional
Guidelines for the companies’ day-to-day work
directors and the heads of research and development
Our guiding principles define the framework for our
activities and the central functions are responsible for
goal of creating sustainable and profitable growth
the content of the planning and current forecasts.
for our customers, employees and investors. Our
The Executive Board uses various indicators for
tional business are guided by the following company
strategic decisions and day-to-day actions in opera-
planning, controlling and monitoring the business
principles:
performance of the KWS Group and its operating
26 Combined Management Report | Fundamentals of the KWS Group
Annual Report 2015/2016 | KWS Group■■ We increase genetic potential through outstanding
ensure a continuous increase in yield. To enable that,
research and first-class breeding programs.
we continue to invest in expanding our research and
■■ We supply our farmers with seed of the very best
breeding capacities. In fiscal 2015/2016 alone, our
quality.
R&D expenditure totaled €182.4 million. The result
■■ We aim to be a strong partner who earns the trust
was that new KWS varieties were awarded around
of our customers.
400 marketing approvals.
■■ We create entrepreneurial freedom and help
people unfold their talents.
Plant breeding is a very research-intensive and
long-term business. Promising parent lines have to
The KWS Group owes its innovativeness and suc-
be crossed for each new variety and their progeny
cess to a growing workforce worldwide. With our
examined and selected with regard to the desired
central policy framework – Rules, Guidelines and
traits over a period of several years. At the end of the
Procedures ( RGPs) – we create a common under-
development process come variety tests in which the
standing of the freedoms and decision-making
traits of new varieties are determined and compared
processes within KWS. The RGPs are continuously
with standard varieties. An average of ten years
improved by means of constant monitoring and
elapse between the first crossing and the actual mar-
feedback. They complement our existing guiding
keting of a variety.
principles, with the objective of preserving KWS’
unmistakable profile, also against the backdrop of
To develop new varieties, we maintain our own long-
the Group’s increasing internationalization.
term breeding programs organized in a crop-specific
Research and Development
global network of various breeding and trial stations.
The objective of our research and development work
That means candidate varieties can be tested un-
is to create high-performance varieties that meet var-
der the location-specific conditions in their target
ious environmental and application requirements and
markets.
structure. Our breeders are assisted in that by a
Breeding and distribution activities in over 70 countries
Breeding stations
Test locations for trial cultivation
Fundamentals of the KWS Group | Combined Management Report
27
KWS Group | Annual Report 2015/2016The long road to a new variety
Determination of
suitable parent lines
Crossing, selection and
examination at different locations
Official
variety testing
From the whole
genetic variation
Repeated over about 4 to 6 years: Crossing, testing of
progeny in the lab and in different environments, and
selection of the best plants
Variety approval and
variety protection
New variety
Number of trial candidates
about 10 years
As part of our own research activities, scientists at
New licensing agreement for corn breeding
KWS continuously work on new molecular biology,
KWS carries out breeding work in countries where
IT or technical approaches that enable us to develop
genetically modified traits are vital to the successful
new, improved product traits and further optimize
market launch of commercial varieties. A long-term
our breeding methods. So that the latest scientific
licensing agreement now ensures that KWS has
findings and methods can be integrated faster in our
worldwide access to the portfolio of such traits from
breeding work, we also complement our research
a leading provider for its corn breeding work.
activities with partnerships with public research insti-
tutes and private enterprises.
By integrating these traits in our own breeding ma-
Activities in the past fiscal year
for the North and South American markets in the
Nagoya Protocol: Implementation of national
Argentina, where we already have commercial varie-
requirements at KWS
ties under an earlier agreement.
medium term. We have made very good progress in
terial, we hope to obtain new, competitive varieties
The new statutory regulations under the Nagoya
Protocol came into effect last fall. KWS supports the
Progress in developing products to combat
Nagoya Protocol, whose goals are the sustainable
weeds
use and fair sharing of the benefits from plant genetic
The herbicide-tolerant CONVISO® SMART sugarbeet
resources. We have undertaken great efforts to im-
we developed for conventional cultivation in coopera-
plement the complex provisions of the Nagoya Pro-
tion with Bayer CropScience has achieved an important
tocol. To enable that, we have implemented a system
milestone on the path to market launch. Various varie-
that provides us with efficient access to plant genetic
ties were registered for the official performance tests in
resources in compliance with guidelines and enables
the markets of relevance to us, such as the European
our scientists worldwide to document the origin of all
Union, Eastern Europe or Turkey, in 2016. The cho-
genetic material for their product development work.
sen varieties are adapted to the specific conditions
However, we are also committed to expanding and
of the countries and bring together not only the new
strengthening the proven “International Treaty on
technol ogy for herbicide tolerance, but also various
Plant Genetic Resources for Food and Agriculture”.
resistances to plant diseases and pests, such as rhizo-
It is an efficient and pragmatic instrument governing
mania, rhizoc tonia, cercospora and nematodes. As a
the use of plant genetic resources.
result, we are ideally prepared to enter the market when
the first CONVISO® SMART varieties obtain approval.
28 Combined Management Report | Fundamentals of the KWS Group
Annual Report 2015/2016 | KWS GroupIn the U.S. sugarbeet market, there is increasing de-
In order to drive development of technology and se-
mand for genetically modified varieties that have mul-
cure access to important technology components,
tiple tolerance to herbicides. To address this trend and
we also launched a cooperation in the year under
maintain our excellent market position, we are develop-
review with a research group that is a world leader in
ing a successor product to the successful ROUNDUP
the field of genome editing at the Chinese Academy
READY® sugarbeet. The second generation of herbi-
of Sciences in Beijing.
cide-tolerant sugarbeets will have threefold tolerance
to the active substances glyphosate, glufosinate and
Rye breeding program established for Russia
dicamba, and will be ready for the market in the middle
Rye is grown on 5 million hectares throughout the
of the next decade.
world. Some 1.5 million hectares of that figure are in
Russia. Hybrid varieties adapted specifically to the
New breeding technologies at KWS
region’s severe winters and short vegetation periods
KWS always strives to apply innovative approaches
are required in most of the country.
and technologies in order to improve breeding meth-
ods and the quality of its varieties. The past years
So as to develop hybrid varieties for this challenging
have seen the development of several precise, molec-
region, we began establishing a breeding program at
ular biology methods that open up new prospects for
KWS’ station in Doktorovo near Lipetsk in 2008. In the
plant breeding and are growing in importance for us.
meantime, the testing network has been expanded to
Some of these methods can be used to develop plant
include several more locations and the selection capac-
varieties with desired traits very precisely and in a far
ities have thus been significantly improved. The test in-
shorter time. The results are nature-identical and the
frastructure is also supplemented by a selection system
plants do not differ from conventionally bred ones in
for tolerance to frost and snow mold under controlled
terms of their genetic makeup or traits.
conditions at our German breeding station in Petkus.
We have therefore identified “new breeding technol-
While establishing the infrastructure, we were able to
ogies” and, in particular, genome editing methods as
set up a product development program that enables
a field of research that is important to us and are in-
faster development of varieties. The first winter-hardy
vesting in their application and further development.
KWS candidates are already undergoing assessment
and in the first year exhibited a higher yield compared
to local standards varieties. We expect to market initial
varieties with superior winter hardiness in fiscal year
2019/2020.
in %
in € millions
in %
2015/2016
2014/2015
1,830
38.0
182.4
17.6
397
1,777
38.0
174.6
17.7
429
+/–
+3.0%
+4.5%
–7.5%
Key figures for research & development
R&D employees1
Ratio of R&D employees
R&D expenditure
R&D intensity2
Marketing approvals for new varieties
1 Average number of employees
2 In % of net sales
Fundamentals of the KWS Group | Combined Management Report
29
KWS Group | Annual Report 2015/2016Field patrol
AgroService
Advice on varieties tailored to the farmer’s individual needs is
effective only if our consultants know what varieties produce the
best performance under what local conditions. For the past 25
years, our AgroService has worked to find the answer to that and
pass along its knowledge. It is the link between sales, science and
breeding, and creates on the basis of scientific findings and its
own trials the foundation for professionally sound advising. The
AgroService Corn visits the trial locations throughout Germany
several times a year, for example. That means our employees travel
in pairs to more than 35,000 plots a year. All the information they
obtain helps further increase value added for farmers.
Employees
For 160 years, KWS’ employees have been renowned
training at the local level, above all to help them
for their innovative thinking and pioneering ideas.
enhance their professional expertise. Consistent
They keep on setting higher standards in all our
parameters for the performance and career devel-
markets and developing sustainable solutions to the
op ment review ensure continuous dialogue between
challenges of today and tomorrow.
employee and manager throughout the company.
KWS’ work culture of respect is key to that achieve-
The “Sparring Circles” and “KWS on Board” are
ment. The strong roots of our family business provide
proven development programs for all executives at
secure support. They also give every employee the
the KWS Group. Sparring Circles enable a profitable
opportunity and latitude to unfold their individual
sharing of ideas, while KWS on Board provides an
potential and enjoy entrepreneurial freedom. At the
extensive insight into our corporate strategy, culture
same time, we demand a high degree of personal
and values, and shows what we expect from an
initiative from every employee. Flat hierarchies, open
executive at KWS.
doors and quick, direct communication ensure that
we achieve our goal together: Seeding the Future.
The current focus of our activities is on successor
and talent management at KWS. The Group-wide
Seeding the Future in a pioneering spirit:
process has been expanded significantly on the
Integrated employee development
basis of our strategic alignment and shared values.
Global growth and regional markets mean that a
Thanks to the intensive commitment of executives
high degree of adaptivity is always required. In order
from all areas of the company, potential experts and
to help employees purposefully tackle the diverse
managers can now be identified early on across all
requirements in this market environment, KWS has
locations, segments and functions and pinpointed
established an integrated development environment.
development measures can be initiated for them.
Challenging tasks enable our employees to develop
the personal and professional skills they need and to
Our Orientation Center is a development program
unfold their individual potential to the full.
that enables us to verify individual potential and offer
effective development plans. For its part, the Inter-
Throughout the group, we offer our employees the
national Development Program offers experts and
chance to take part in an extensive range of further
executives an additional opportunity to enhance their
Our employees are the key to our success. Creative and committed people keep coming up with innovations to
generate new growth.
32 Combined Management Report | Employees
Annual Report 2015/2016 | KWS GroupEmployees by region1
Germany
Europe (excluding Germany)
Americas
Rest of world
Total
1 Average number of employees.
2015/2016
2014/2015
1,908
1,449
1,280
206
4,843
1,868
1,401
1,234
188
4,691
+/–
2.1%
3.4%
3.7%
9.6%
3.2%
personal and professional strengths in the interna-
an attractive employer in the eyes of potential employ-
tional environment.
ees. We nurture intensive contacts with professional
groups of importance to us and have an extensive
Seeding the Future in a motivating spirit:
network.
Targeted development of junior employees
Good training for our employees is a basic necessity
We continue to pursue a rigorous policy of developing
so that KWS can remain successful in the future. In
junior staffers at an early stage. School pupils and stu-
fiscal 2015/2016, KWS employed 97 young people in
dents can learn more about the various task areas and
six business administration, agricultural technological
the company KWS in internships or on excursions, for
science and industrial vocations in Germany. Nine
example. We have intensified our commitment in the
instructors and around 120 training officers ensure
area of scholarships. Apart from various Deutschland-
a high quality of training. We offer university gradu-
stipendien and the KWS UK scholarship, we started
ates two introductory programs: There is very great
awarding the Ferdinand von Lochow scholarship at
demand for our tried-and-tested internal Trainee
the agricultural departments of three German universi-
Program and for the “Breeders Academy,” which is
ties this fiscal year.
tailored specifically to plant breeding.
We give all career starters at KWS extensive insight
close and trusted cooperation, team spirit and per-
into our globalized, highly networked business pro-
sonal responsibility, dependability and vision. Our
cesses. We also attach particular importance to
employees can rely on these cornerstones of how we
developing professional qualifications as well as
interact. Flextime models are family-friendly and a firm
As an employer, KWS stands for qualities such as
personal skills.
part of our working world. As part of our Employee
Share Program, we help employees acquire shares in
Seeding the Future in a sustainable spirit: An
their own company.
attractive employer for everyone – externally
and internally
Our employees know that we care about their well-be-
We have an international presence on the labor market
ing. We promote their health extensively with our
with our employer brand. Our clear positioning and the
“KWS Healthy Working World” initiative. There are
authentic way we address our target groups make us
activities tailored to the needs of the various locations,
Employees by function
Number of employees 4,843
Administration 14%
Production 26%
38% Research & Development
22% Distribution
Employees | Combined Management Report
33
KWS Group | Annual Report 2015/2016dis advantaged families in the U.S. and seriously ill
children in Russia. We attach importance to our aid
being geared to local needs.
Seeding the Future in a cosmopolitan manner:
A colorful mix
KWS operates in more than 70 countries. This inter-
national range means more than that a variety of dif-
ferent languages are spoken at KWS. Different cul-
tures, disciplines and personal backgrounds join to
enrich our working climate. We value this individuality
and give it our appreciation, support and respect.
KWS also implements the statutory requirements on
equal participation of women and men in manage-
ment positions.
Teamwork and creativity are needed – in the NEWCOMER project, KWS trainees have
taken over joint responsibility for the KWS Art Lounge that was opened in 2015.
such as medical checkups, dietary advice, sports
Seeding the Future in a spirit of partnership:
courses and support in stress management. In Sep-
Constructive dialogue with the Works Committees
tember 2015, KWS SAAT SE was presented with the
The working relationship with our Works Committees
Corporate Health Award, which is under the patron-
is close and trusted. In meetings with management,
age of the German Ministry of Health, in the category
issues are discussed openly and common solutions
“Excellence”: Our company was cited as “exemplary
are found constructively.
in how it is committed to promoting the health, fitness
and capabilities of its employees and in the proactive,
KWS has had a new employee representative body
sustainable HR policy it pursues.”
since this fiscal year: the European Employee Com-
We also support our employees in their involve-
affecting the relevant rights and obligations of em-
ment in non-profit organizations or work for social
ployees from at least two EU counties are discussed.
causes. Among other things, the projects aim to
That reflects the greater internationalization of KWS
help refugees in Germany, the homeless or socially
and the legal form of our company.
mittee. It always becomes actively involved if matters
Key figures for employees (in Germany)
Number of employees in Germany1
of which part-time employees
Ratio of men
Ratio of women
Number of trainees
Trainee ratio
Average age (in years)
Length of service (in years)
1 Average number of employees.
2015/2016
2014/2015
1,908
1,868
392
50.9
49.1
97
5.1
40.5
13.2
367
50.9
49.1
100
5.3
40.4
13.0
in %
in %
in %
+/–
2.1%
6.8%
–3%
1.5%
34 Combined Management Report | Employees
Annual Report 2015/2016 | KWS GroupEconomic Report
Business Performance
final result was mainly attributable to the very good
performance of the Sugarbeet Segment, as well
General developments and business
as positive effects from measurement of balance
performance of the KWS Group
sheet items denominated in foreign currency on the
In some cases, sharp declines in cultivation area in
reporting date, a factor that is difficult to anticipate.
the regions, volatile exchange rates and prices for
The EBIT margin was 10.9%. As a result, the KWS
agricultural raw materials that remained at a low lev-
Group turned in a successful business performance
el defined the economic climate in fiscal 2015/2016.
for the year as a whole – and bucked the in part
Nevertheless, KWS increased its net sales within
lower trend for net sales in the industry in the same
the forecast range by 5.2% to €1,036.8 (986.0) mil-
period.
lion, mainly thanks to the success of the Sugarbeet
Segment. All in all, the performance of the Brazilian
General developments and business
real and the Russia ruble had a particularly negative
performance of the segments
impact on net sales. Research and development
KWS regularly generates around 20% of its annu-
expenditure rose slightly and was thus in line with
al net sales in the first and second quarters (July
our forecast, with R&D intensity coming in as ex-
to December). The fall sowing season for cereals
pected at 17.6% (17.7%). The KWS Group’s earnings
mainly determines its business performance in this
strength remained virtually constant with EBIT at
period. Demand for high-quality cereal varieties re-
the level of the previous year. We had assumed a
mained low throughout the industry in the year under
much lower EBIT in the third quarterly report. The
review, which had a negative impact on the Cereal
Seeds industry – sales development
Growth rates per quarter (compared with previous-year’s level, effective)
45%
30%
15%
0%
–15%
Q1 2013
KWS
Bayer CropScience, Dow AgScience, DuPont (Pioneer), Monsanto, Syngenta
Q2 2016
Economic Report | Combined Management Report
35
KWS Group | Annual Report 2015/2016
Segment’s net sales and income. However, we had
largely taken that into account in our guidance, so
we did not have to make any significant changes to
it during the year. We generate most of our annual
net sales in the third and fourth quarters (January
to June), mainly from our hybrid corn and sugarbeet
crops. The net sales predominantly come from re-
gions in the moderate climatic zone, such as North
America, Europe and China. The biggest increases in
net sales at the Corn Segment in the year under re-
view were in North and South America. However, our
performance in Europe was weaker than anticipated.
Gains in market share only partially compensated for
declining cultivation areas and low demand for corn.
In addition, special effects that are difficult to fore-
see, such as negative exchange rate effects – includ-
ing the devaluation of the Brazilian real – reduced the
segment’s growth in net sales. These developments
during the course of the year were the main reasons
why we reduced our guidance for the Corn Segment
during the year. However, demand in the Sugarbeet
Segment was higher than anticipated – and so our
business performance in all regions significantly
We invest over 17% of our net sales in research and development.
That’s where the foundations for our company’s future are laid.
surpassed our expectations, leading us to raise our
many countries. In the Corporate Segment, there
guidance for this segment during the year. We were
were positive exchange rate effects on the reporting
helped by the positive performance of the US dollar
date and lower expenditures for individual central
and unexpected increases in cultivation area in the
functions. EBIT was thus more positive than antici-
EU. We expanded our already high market shares in
pated in May 2016.
Guidance versus actual business performance of the KWS Group
Results for
2014/2015
Guidance for
2015/2016
Adjustments to the guidance
during the year
Results for
2015/2016
Annual
Report
(10/15/2015)
1st Quarterly
Report
(11/24/2015)
2nd Quarterly
Report
(02/25/2016)
3rd Quarterly
Report
(05/26/2016)
Net sales
R&D intensity
EBIT margin
€986.0
million
+5 to 10%
17.7% Around 17%
–
–
11.5%
≥ 10.5%
≥10.0%
–
–
–
– €1,036.8 million;
+5.2%
–
–
17.6%
10.9%
36 Combined Management Report | Economic Report
Annual Report 2015/2016 | KWS Group
Earnings, Financial Position and Assets
Earnings
Increase in net sales
this increase. The higher net sales from sugarbeet
seed were mainly from our business activity in
North America, Northern and Eastern Europe and
The KWS Group successfully expanded its busi-
the Middle East (Turkey). Significant factors in that
ness activity in the year under review. Although the
were increased market share, expanded cultivation
market environment remained volatile and challeng-
areas and the advantageous performance of the
ing and was characterized by exchange rate fluctu-
US dollar. The increase in net sales from corn seed
ations and low prices for agricultural raw materials,
was achieved in particular in Brazil. As expect-
net sales rose by €50.8 million to €1,036.8 (986.0)
ed, however, our revenue from cereals grew only
million, an increase of 5.2%. After adjustment for
slightly due to low cereal prices and the generally
exchange rate effects, net sales would have been
low demand for high-quality cereal seed. The fall
€1,070.7 million. All product segments, but mainly
in demand for hybrid rye seed also had a negative
sugarbeet and corn seed business, contributed to
impact.
Net sales by region 2015/2016
Total net sales €1,036.8 million
Rest of world 8%
North and South America 27%
22% Germany
43% Europe (excluding Germany)
Operating income at the level of the previous year
(174.6) million. General and administrative expenses
The cost of sales rose by 6.0% to €480.9 (453.5)
increased less than proportionately rela tive to net
million in the year under review. This figure includes
sales by 2.1% to €76.4 million. The balance of other
higher material costs due to poor weather conditions
operating income and other operating expenses was
for seed multiplication, as well as costs from amorti-
€12.5 (19.3) million. It thus fell 35.2% year on year as
zation of the genetically modified traits we acquired.
a result of low reversals of allowances on receivables
The gross margin in the year under review was thus
and lower other operating income. The related indi-
53.6% (54.0%). We increased our distribution activ-
vidual items are explained in detail in the Notes on
ities in order to further expand and strengthen our
pages 114 to 115. All in all, the KWS Group posted
business activity, in particular in growth regions.
EBIT of €112.8 (113.4) million, almost at the same lev-
Consequently, our selling expenses in the past fiscal
el as the previous year. The EBIT margin was 10.9%
year increased by 4.1% to €196.8 million, giving a
(11.5%).
selling expense ratio of 19.0% (19.2%). Research and
development expenditure rose by 4.5% to €182.4
Earnings, Financial Position and Assets | Combined Management Report
37
KWS Group | Annual Report 2015/2016Joint ventures increase contributions to
and thus a one time gain from revaluation of the exist-
earnings – net income for the year slightly up
ing shares was included in the previous fiscal year. A
from the previous year
further component of net financial income/expenses
Income from equity-accounted financial assets is
is the interest result, which fell to € –11.7 (–10.8) million,
part of the net income from equity investments. It in-
among other things because a new borrower’s note
creased to €26.5 (23.7) million in the year under review
loan of €70 million was raised. Net financial income/
– due to the fact that our joint ventures in North Amer-
expenses was thus €14.8 (16.7) million. Earnings
ica expanded their business activity and initial income
before taxes were €127.6 (130.1) million and income
was generated by our Chinese joint venture KEN-
taxes totaled €42.3 (46.1) million, meaning that the
FENG – KWS SEEDS CO., LTD. – and was thus 11.5%
tax rate fell to 33.1% (35.4%). The KWS Group’s net
above the level of the previous year. Other net income
income for the year was €85.3 (84.0) million. Earnings
from equity investments fell, since SOCIETE DE
per share consequently rose to €12.92 (12.53).
MARTINVAL was acquired in full in September 2014
Abridged income statement
Net sales
Operating income
Net financial income/expenses
Result of ordinary activities
Income taxes
Net income for the year
Earnings per share
EBIT margin
2015/2016
2014/2015
in € millions
1,036.8
986.0
113.4
16.7
130.1
46.1
84.0
+/–
5.2%
–0.5%
–11.4%
–1.9%
–8.2%
1.5%
112.8
14.8
127.6
42.3
85.3
12.92
12.53
3.1%
10.9
11.5
in € millions
in € millions
in € millions
in € millions
in € millions
in €
in %
Financial Situation
KWS Group is run from headquarters in Einbeck.
The task of financial management at the KWS
This central controlling increases transparency and
Group is to secure the company’s financial assets
helps minimize risks. The KWS Group uses financ-
long-term and ensure adequate earnings strength.
ing, investment and hedging instruments as part of
Only then is KWS Group always able to operate with
financial management. Derivatives are used primar-
financial independence as well as flexibly shape
ily to hedge the risk of interest rate changes and
its growth activities. Financial management at the
currency risks.
Total capital expenditure by segment
Cereals 9.2%
Corporate 14.6%
Sugarbeet 17.3%
58.9% Corn
38 Combined Management Report | Earnings, Financial Position and Assets
Annual Report 2015/2016 | KWS Group
Total capital expenditure by region
North and South America 15.6%
Rest of world 2.8%
49.2% Germany
32.4% Europe (excluding Germany)
Cash earnings were €107.3 (92.1) million and thus
higher than in the previous year, due to the higher net
income for the year before depreciation and amor-
tization and lower other non-cash income. The far
lower capital tie-up year on year as a result of a re-
duction in trade receivables was a major factor in the
fact that net cash from operating activities rose to
€125.9 (48.1) million. The net cash from investing ac-
tivities totaled € –92.2 (–123.8) million. In September
2014, the acquisition of SOCIETE DE MARTINVAL
resulted in higher payments. The figure for the pre-
vious year was consequently higher. We success-
fully issued a borrower’s note loan of €70 million in
December 2015. Due to lower borrowings overall,
the net cash from financing activities fell slightly to
The KWS family is growing and becoming more and more international.
Around 60% of our employees now work outside Germany.
€21.4 (48.4) million. The KWS Group’s cash funds at
Total capital spending fell by 24.9% year on year
June 30, 2016, rose sharply to €163.9 (108.2) million.
and was €99.6 (132.5) million in fiscal 2015/2016. The
biggest single investments related to the already men-
A syndicated loan with a total volume of €200 mil-
tioned licensing agreement for corn trait technology
lion and running until October 2020 still exists with
and expansion of our production and breeding ca-
KWS SAAT SE’s principal bankers to finance operat-
pacities. Our investments in Germany included a new
ing resources during the year.
breeding station and a new greenhouse complex. De-
preciation and amortization were €48.2 (45.9) million.
Selected key figures on the financial situation
Cash and cash equivalents
Net cash from operating activities
Net cash from investing activities
Net cash from financing activities
in € millions
in € millions
in € millions
in € millions
2015/2016
2014/2015
163.9
125.9
–92.2
21.4
108.2
48.1
–123.8
48.4
+/–
51.5%
>100.0%
25.5%
–55.8%
Earnings, Financial Position and Assets | Combined Management Report
39
KWS Group | Annual Report 2015/2016100% attention to their “plant children” by our employees is a mainstay of our
commercial success.
Assets
management. As a result, net borrowings at the end of
The KWS Group’s total assets increased by 7.4% in
the fiscal year fell to €87.9 (105.9) million, despite the
fiscal 2015/2016 to €1,436.6 (1,337.1) million. Non-
additional borrower’s note loan of €70 million.
current assets rose to €667.9 (633.0) million, mainly
due to planned investments in new production plants
On the other side of the balance sheet, equity rose
and research and development capacities. Current
by 4.0% to €767.9 (738.7) million, mainly due to the
assets at the balance sheet date were €768.7 (704.1)
increase in retained earnings. As a result, noncurrent
million. This increase was attributable, in particular, to
assets were fully covered by equity. Raising of the
much higher cash and cash equivalents, which were
borrower’s note loan in December 2015 meant that
impacted by the reversal of securities positions and
noncurrent liabilities rose to €393.6 (316.7) million.
earlier receipts of payments. The earlier receipts of
As a result, the KWS Group’s equity ratio is 53.5%
payment were also the reason for the decline in trade
(55.2%). The balance sheet thus reflects a solid fi-
receivables. The increase in inventories was not as
nancing structure. We also do not plan to make any
sharp as in the previous year thanks to intensive stock
significant changes to our financial policy in the future.
Abridged balance sheet
Assets
Noncurrent assets
Current assets
Equity and liabilities
Equity
Noncurrent liabilities
Current liabilities
06/30/2016
06/30/2015
+/–
in € millions
in € millions
in € millions
in € millions
in € millions
667.9
768.7
767.9
393.6
275.1
633.0
704.1
738.7
316.7
281.7
5.5%
9.2%
4.0%
24.3%
–2.3%
Total assets
in € millions
1,436.6
1,337.1
7.4%
40 Combined Management Report | Earnings, Financial Position and Assets
Annual Report 2015/2016 | KWS GroupSegment Reports
Reconciliation with the KWS Group
and EBIT are lower than the total for the segments.
The KWS Group’s consolidated financial state
The earnings contributed by the joint ventures are
ments are prepared in accordance with the Inter
instead included under net financial income/ex
national Financial Reporting Standards (IFRS).
penses. In addition, their assets are included in the
The segments are presented in the Management
KWS Group’s balance sheet as equityaccounted
Report in line with our internal corporate con trol
financial assets. So as to retain transparency on
ling structure in accordance with GAS 20. The
our operational development, the joint ventures are
main difference is that we can no longer carry the
included in the segment reports. The difference
revenues and costs of our joint ventures in the
from the KWS Group’s statement of comprehensive
statement of comprehensive income (in accor
income is summarized for a number of key indica
dance with IFRS 11), so the KWS Group’s net sales
tors in the reconciliation table:
Reconciliation table
Disclosures
Net sales
EBIT
Number of employees
Capital expenditure
Total assets
in € millions
in € millions
avg.
in € millions
in € millions
Segments Reconciliation
KWS Group
1,356.8
–320.0
1,036.8
141.1
5,472
159.7
–28.3
–629
–60.1
112.8
4,843
99.6
1,563.2
–126.6
1,436.6
The reconciliation between the KWS Group’s state
America, which also affected the reconciliation. The
ment of comprehensive income and the reporting by
Chinese joint venture KENFENG – KWS SEEDS CO.,
segments in fiscal 2015/2016 is impacted by our joint
LTD. was awarded its business license in the year
ventures in the North American and Chinese corn
under review, so it was able to generate net sales
markets. That applies to all key figures in the above
for the first time and was carried at equity in the
table, with the main influences coming from North
KWS Group’s annual financial statements.
America. Net sales and EBIT increased in North
Segment Reports | Combined Management Report
41
KWS Group | Annual Report 2015/2016Corn Segment
Key figures
Net sales
EBIT
EBIT margin
Capital expenditure
Capital employed (avg.)
ROCE (avg.)
in € millions
in € millions
in %
in € millions
in € millions
in %
2015/2016
2014/2015
795.2
63.6
8.0
119.1
654.4
9.7
754.4
84.2
11.2
44.5
585.4
14.4
+/–
5.4%
–24.5%
>100.0%
11.8%
The segment’s performance: Net sales grown –
corn cultivation areas: The area increased in North
earnings impacted by the eco nomic climate
and South America, but declined in Europe and Asia,
We grew the Corn Segment’s operational busi
in some cases in important cultivation regions.
ness and increased its net sales by 5.4% to
€795.2 (754.4) million. The growth in net sales in
The regions: Net sales grow in North and South
North and South America offset the slight decline in
America – area in Europe declines
Europe. With the exception of the US dollar, most for
The corn cultivation area in the U.S. was roughly
eign currencies, such as the Russian ruble, Ukrainian
38.1 million hectares, one of the highestever figures.
hryvnia, Brazilian real and Argentinean peso, fell in
Our 50:50 joint ventures there with the French com
value against the euro, which had a nega tive impact
pany Vilmorin & Cie (a listed company of Limagrain)
overall in view of the contributions these countries
expanded their business activity in the year under
make to net sales. After adjustment for exchange
review. As a result, prorata net sales from North
rate effects, the segment’s net sales would have ris
America increased by 14.7% to €312.1 (272.1) million.
en by around 7.4% to €810.0 million.
The performance of the US dollar also had a positive
impact on net sales.
We accomplished our main research and develop
ment projects as planned in the year under review.
In Brazil, we pressed ahead with changing the port
We also expanded our distribution activities further.
folio over to our own varieties. Revenue from corn
The additional expenses for that totaled €9.5 million.
seed rose despite the devaluation of the Brazilian
The negative impact of the weather on seed produc
real, and KWS’ market share increased by almost
tion resulted in quality and volumerelated problems
2%. We also increased our market share in Argentina
and thus ultimately in higher cost of sales. In addition,
by around 3%, despite the fact that cultivation area
amortization of the acquired trait technology reduced
there fell.
the segment’s earnings. All in all, the segment’s EBIT
fell sharply by 24.5% to €63.6 (84.2) million. The EBIT
Low commodity prices not only put pressure on the
margin was thus 8.0% (11.2%).
cultivation area for grain corn in Europe, but also
resulted in restrictions to the area used for growing
Economic environment: Agricultural markets
silage corn in some regions. These effects could not
remain turbulent
be offset everywhere by gains in market share and
The economic climate did not change compared to
so there were slight declines in net sales.
the previous year and was still characterized by in
tense competition. Global stocks of agricultural raw
The pace of growth in China was a little lower than
materials were still at the high levels of the previous
last year, also due to a decline in cultivation area,
year. Consumer prices for corn therefore remained
especially in the northeast of the country. We ex
low and volatile. There were differing trends regarding
panded our local business structures. For the first
42 Combined Management Report | Segment Reports
Annual Report 2015/2016 | KWS GroupCorn
time, our joint venture KENFENG – KWS SEEDS CO.,
LTD. prepared complete annual financial statements,
which were included proportionately in the seg
ment’s results.
Oil seed business in Europe increases net sales
– capital expenditure increases due to licensing
agreement
The oil and field seed business in the Corn Segment
includes soybeans, winter rapeseed, sunflowers and
sorghum. Revenue from this business rose by a total
of 6.3% to €94.2 (88.6) million. Our European winter
rapeseed business went very well, increasing by
18.2%. Other oil seed business – primarily North and
South American soybean revenue – grew by 5%.
The segment’s capital expenditure amounted to
€119.1 (44.5) million. The biggest single investment
related to the licensing agreement for new corn tech
nology concluded in October 2015. Capital expendi
ture on property, plant and equipment mainly related
to construction or expansion of production plants,
such as in Ukraine and China. In North America, we
also acquired the corn and sorghum business of
Golden Acres together with Vilmorin & Cie.
Mighty corn – one hectare of silage corn supplies
the basic feed needed for three to four cows per
year and in its growth phase “recycles” the CO2
emitted by a car driving 60,000 km.
KWS Group | Annual Report 2015/2016Sugarbeet Segment
Key figures
Net sales
EBIT
EBIT margin
Capital expenditure
Capital employed (avg.)
ROCE (avg.)
in € millions
in € millions
in %
in € millions
in € millions
in %
2015/2016
2014/2015
439.5
118.6
27.0
17.2
242.9
48.8
390.5
93.0
23.8
24.0
236.1
39.4
+/–
12.5%
27.5%
–28.3%
2.9%
The segment’s performance: KWS expands
inventories were lower than in previous years. The
its market leadership
segment ultimately posted a sharp increase in EBIT
KWS specializes in breeding regionally adapted
of 27.5% to €118.6 (93.0) million.
sugarbeet varieties and for years has provided its
customers with varieties that turn in firstclass perfor
Economic environment: Demand for sugar
mance. New highperformance varieties and streng
outstrips supply
thening of our sales teams in the segment’s growth
Due to constantly growing demand, the global sugar
regions were again the foundation for our successes
price climbed to more than 550 US dollars per ton
in the year under review. We grew our net sales from
of white sugar in June 2016 – its highest level since
sugarbeet seed in just about all regions, mainly on
2012. Cultivation areas in Europe and Asia increased
the back of gains in market share. The growth was
slightly, following declines in the previous year. The
particularly significant in North Ameri ca, Northern
exchange rate of currencies against the US dollar
and Eastern Europe and the Middle East (Turkey). As
had a positive impact for the segments. The eco
a result, we were able to increase the segment’s net
nomic climate in Russia and Ukraine remained tough,
sales by 12.5% to €439.5 (390.5) million. Our good
in particular because of their volatile currencies.
performance was underpinned by positive exchange
The Turkish lira also fell slightly in value. The sugar
rate effects, all in all, and greater cultivation areas in
market regime in the EU will no longer apply as of
Europe and Asia. The negative exchange rate effects
October 2017. The sugar production from the 2016
from Eastern Europe were more than compensated
sugarbeet harvest, which will be marketed in the
for, in particular by the performance of the US dollar.
2016/2017 sugar year, will thus be the last to be pro
After adjustment for exchange rate effects, the seg
duced under the existing market regime. Our expec
ment’s net sales were €437.6 million. Overall, the
tations for the segment can be found in the forecast
segment achieved a glo bal share of 55% (53%) in the
report on pages 56 to 57.
sugarbeet seed market in the year under review. That
means KWS remains the world’s clear market leader
The regions: Increase in revenue in all main
by far.
cultivation regions
Outside the EU 28, revenue from sugarbeet seed in
The segment’s earnings rose, mainly as a result of
creased sharply again, in particular in North America,
expanded business and higher market share. We re
Eastern Europe and the Middle East. We improved
duced our selling expense ratio by means of targeted
our very good market position further thanks to good
cost management. Research and development ac
variety performance and expansion of distribution
tivities increased in line with our mediumterm plan
activities. On the back of stable market share, net
ning, while administrative expenses again remained
sales in North America benefited especially from
stable. Thanks to improved stock management,
the performance of the US dollar. Cultivation area in
the expenses from writing down and destroying
the EU 28 rose by approximately 8%, which had a
44 Combined Management Report | Segment Reports
Annual Report 2015/2016 | KWS GroupSugarbeet
positive impact on our business. We increased our
net sales in the UK, the Netherlands, Sweden and
Germany. There were also increases in cultivation
area in Eastern Europe, a region with great growth
potential for the segment. Here too, additional dis
tribution activities and good variety performance
helped us improve our market position.
Improvement in the quality of seed – focus on
hybrid potato breeding
The segment’s capital expenditure totaled €17.2
(24.0) million. It mainly went to renovating seed pro
duction plants. In North America, we completed
modernization of our sugarbeet seed production
plant in Tangent, Oregon, a project that took several
years and in which we invested a total of more than
€35 million. Apart from higher seed quality, we will
also boost efficiency in the future. At the same time,
the entire software landscape in North America was
pooled and simplified. Other capital spending related
to modernization of cold stores for breeding activ
ities, construction of a greenhouse complex in the
U.S. and development of a new technology for har
vesting beet in trials. We will increase the capacity
of the seed production and processing plants in Ein
beck in the coming years, and also prepare them for
being able to handle CONVISO® SMART sugarbeet.
In the potato business segment, we will focus in the
future on developing hybrid potatoes. We sold our
conventional seed potato business to Stet Holland
B.V. during the fiscal year. Seed potato business
contributed net sales of €27.9 (26.1) million and nega
tive income to the segment in the year under review.
Sweet as sugar – one sugarbeet delivers an
average of around 40 sugar cubes.
KWS Group | Annual Report 2015/2016Cereals Segment
Key figures
Net sales
EBIT
EBIT margin
Capital expenditure
Capital employed (avg.)
ROCE (avg.)
in € millions
in € millions
in %
in € millions
in € millions
in %
2015/2016
2014/2015
118.0
9.0
7.6
9.2
120.7
7.5
111.3
12.0
10.8
44.4
109.0
11.0
+/–
6.0%
–25.0%
–79.3%
10.7%
The segment’s performance: Net sales grow
Eastern Europe, this resulted in low consumer prices
as a result of acquisition
for milk, meat and cereals. Farmers therefore suf
The segment’s net sales increased year on year by
fered perceptible reductions in their liquidity. Against
6.0% to €118.0 (111.3) million. This rise is attribut
this backdrop, demand for highquality cereal seed
able to the acquisition of the remaining shares in
also fell in the segment’s core regions. Farmers tend
SOCIETE DE MARTINVAL (MOMONT) in France in
ed to use farmsaved seed from the harvests of pre
September 2014. MOMONT’s entire earnings were
vious years. Low meat prices also led to a reduction
recognized in the segment for the first time in the
in livestock, which had a negative impact on demand
year under review. Hybrid rye business, which is
for cereals for fodder. In seed production, the good
important for the Cereals Segment, declined as
weather conditions and other factors resulted in high
expected, in particular because the differences in
inventories on a scale not planned.
selling prices between rye and wheat were higher
than in previous years. Moreover, weatherrelated
The regions: KWS still has good market positions
factors kept the advantages of hybrid rye from be
Germany is the most important single market for our
ing fully realized. Royalties from licensing of winter
Cereals Segment. We generate around 40% of net
wheat also declined. However, our net sales from
cereal sales there, mainly from hybrid rye, wheat and
barley varieties rose, among other things for malting
barley. Domestic net sales declined slightly in the
barley. The segment’s income was impacted in par
year under review, in particular due to the difficult
ticular by pinpointed expenditure on research and
hybrid rye business. Nevertheless, KWS remained
development and distribution, which was increased
the clear market leader there, with a share of some
by around €10.1 million. The decline in hybrid rye
60%. In addition, our product pipeline contains
business entailed higher expenditure on inventories
highperformance hybrid rye varieties that we expect
and far lower contributions to earnings overall. The
to be awarded market approval soon.
segment’s EBIT thus fell to €9.0 (12.0) million. The
EBIT margin was 7.6% (10.8%).
We were able to grow net sales in our Northern
Europe region, in particular in the Benelux countries,
Economic environment: Prices for agricultural
Scandinavia and the UK. It accounted for around
raw materials remain low
30% of the segment’s net sales. The declines in
Multiple factors had a negative impact on our cereal
wheat licensing business were more than compen
operations in the year under review. The consistently
sated for by very good barley business.
good weather and cultivation conditions ensured
that there was still a strong supply of agricultural
In France, we successfully completed integration
raw materials. In conjunction with influences that
of the MOMONT Group. The acquisition had a pos
restrained demand, such as barriers to trade in
itive impact on net sales in the region. However,
46 Combined Management Report | Segment Reports
Annual Report 2015/2016 | KWS GroupCereals
the increase was lower than expected. The main
reasons for that were lower demand industrywide
for highquality cereal seed and greater use of farm
saved seed by farmers. In this climate, we were able
to maintain our market position in the crops that are
important in France, namely wheat, barley and rape
seed. Net sales in the region were almost 10% of the
segment’s net sales.
Capital expenditure continued – strong variety
pipeline for the near future
The segment’s capital expenditure totaled €9.2
(44.4) million. We invested primarily in expanding
and modernizing breeding stations and production
plants in the year under review. These activities are
in line with our longterm corporate planning and are
intended to maintain or further improve the quality of
our seed and varieties. Capital expenditure was high
er in the previous year due to the acquisition of the
remaining shares in MOMONT.
Apart from the development of new varieties, our
breeding activities include longterm research and
development projects, such as establishment of
hybrid breeding for barley and wheat. Another ob
jective is to develop hybrid rye varieties that are
adapted to growth conditions in Eastern Europe and
North America. We are also working on alternative
uses of rye for fodder, for example. These activi
ties are intended to help us tap additional market
potential in the medium term. In the short term, we
expect to improve our competitive position with new
highperformance varieties, in particular in the field
of hybrid rye.
Ear, ear – roughly 10,000 loaves of bread can be
baked from the harvest of one hectare of wheat.
KWS Group | Annual Report 2015/2016Corporate
A real eye-catcher – the new company logo with claim on the KWS campus in Einbeck.
Corporate Segment
Key figures
Net sales
EBIT
Capital expenditure
in € millions
in € millions
in € millions
2015/2016
2014/2015
4.1
–50.1
14.3
4.2
–51.2
20.1
+/–
–2.4%
2.1%
–28.9%
The Corporate Segment’s net sales are generated
net sales cannot cover these expenses. As a result,
from our farms in Germany. In the past fiscal year
the segment’s income (EBIT) is always clearly neg
they were €4.1 (4.2) million. All crosssegment costs
ative. It was positively impacted by exchange rate
are also allocated to the segment. They include ex
effects on the reporting date and was € –50.1 (–51.2)
penses for all central functions of the KWS Group
million in the year under review.
and for longterm research projects. The segment’s
48 Combined Management Report | Segment Reports
Annual Report 2015/2016 | KWS GroupReport on Events after the
Balance Sheet Date
There were no events after June 30, 2016, that can
be expected to have a significant impact on the KWS
Group’s earnings, assets and financial position.
Opportunity and Risk Report
As an international seed company, the KWS Group
So that we succeed in achieving sustainable, profit
operates in a dynamically changing environment.
able growth in the future as well, our prime goal must
That results in risks as well as opportunities, which
be to retain and increase our innovativeness. The
we have to weigh as the foundation for our entrepre
latter is expressed in seed business by continuous
neurial decisions.
Opportunities
increases in the yields of new varieties. The plants’
yield potential can either be increased or their resis
tance to detrimental influences, of what ever type,
We define an opportunity as a development that could
can be improved. Our target is to offer our customers
have a positive impact on our earnings, financial posi
an increase in yield of 1% to 2% per annum with our
tion and assets. At the KWS Group, opportunity man
new varieties. That is why we constantly expand our
agement is an integral component of the established
research and development activities. A measure of
controlling system between the subsidiaries/associ
our innovativeness is the number of newly approved
ated companies and company management. Strate
varieties. In the approval processes, our varieties are
gic opportunities of major importance, such as joint
compared directly with rival products in official per
ventures and acquisitions, are handled by the KWS
formance tests.
Group’s Executive Board. Even though the strategic
orientation is based on organic growth, acquisitions
Market opportunities also result from our intensified
also offer KWS opportunities.
activities in subtropical regions. Our corn activities
in Brazil and China will enable us to tap additional
Operational opportunities are identified and exploit
sales potential for the KWS Group in the medium to
ed in the Business Units of the segments, since they
long term, including in other subtropical markets, by
have the most comprehensive knowledge of their
developing varieties tailored precisely to their climatic
markets and products. Targeted measures are for
conditions. In particular in China, there is a good op
mulated together with the Executive Board so that
portunity to participate in the government’s declared
strengths can be leveraged and strategic growth
increase in performance in the corn market.
potentials tapped. Extensive strategic planning
covering a tenyear time frame is the basis for op
Investing in the expansion of our production capaci
portunity management. In keeping with our growth
ties and modernization of our seed processing offers
strategy, we exploit industryspecific and strategic
additional opportunities to grow further. Further de
opportunities by means of pinpointed investments
velopment of our variety portfolio and expansion of
in production capacities, research and development
capacities are accompanied by expansion of our in
activities, and expansion of distribution.
ternational distribution structures to enable even more
tailored and intensive information and advice for our
We see diverse opportunities for the KWS Group to
customers on the possible uses of our seed, and thus
develop the company further in line with our strategy.
allow us to leverage further sales potential. In addition,
Report on Events after the Balance Sheet Date | Opportunity and Risk Report | Combined Management Report
49
KWS Group | Annual Report 2015/2016
continuous optimization of processes offers the
Structure of the risk management system
KWS Group the opportunity to increase productivity
The Executive Board is responsible for risk man
and optimize cost structures.
agement. The Group functions Corporate Finance,
Risks
Corporate Compliance Office, Corporate Develop
ment & Communications and Corporate Controlling
We define a risk as a potential future event that might
share the tasks (see the table). In addition, the Cor
have a negative impact on our business.
porate Management Circle (first and second man
agement levels) form the Risk Committee of KWS.
Objectives and strategies in risk management
A vital aspect of risk management at KWS is to
Our risk management system is based on the inter
include all employees, who assess and are respon
nationally recognized COSO II model (Committee
sible for risks on the ground. This enables risks to
of Sponsoring Organizations of the Treadway Com
be identified, assessed, controlled and reported on
mission). The principles of risk management are
promptly. The risk management system supports and
enshrined in our groupwide “Rules, Guidelines &
monitors this process. With proactive strategies, we
Procedures.” Core contents of it define the scope
reduce or avoid negative impacts on our business so
of application, responsibilities and reporting lines.
that we can survive and thrive on the world market.
Structure of risk management at the KWS Group
Corporate Finance
Corporate Controlling
Corporate Development & Communications
Corporate Compliance Office
Tasks
■■ Early detection of risks
■■ Risk management
■■ Interest and currency management
■■ Insurance
■■ Loan management
■■ Damage prevention
■■ Auditing
■■ Planning/budget
■■ Current expectation
■■ Integrated Management System
■■ Rules, Guidelines & Procedures (RGPs)
■■ Internal audits
■■ Excellence Through Stewardship (ETS)
■■ Compliance Management System
■■ Compliance Risk Assessment
■■ Compliance training
■■ External audits
■■ Examinations
50 Combined Management Report | Opportunity and Risk Report
Annual Report 2015/2016 | KWS GroupAs part of its audit of the annual financial state
Corporate Finance reports to the Risk Committee
ments for fiscal year 2015/2016, Deloitte GmbH
on the current risk situation at the KWS Group and
Wirtschaftsprüfungsgesellschaft confirmed that our
the business segments every quarter. The Risk
system for early detection of risks complies with the
Committee then uses this report as the basis for
requirements under the German Stock Corporation
discussing how risks will develop in the future.
Act. It also enables early identification of risks that
jeopardize the company’s existence. Identified weak
Risk management and the internal control
nesses are reported to the Executive Board and the
system in the accounting process
Supervisory Board and rectified in the continuous
The risk management and internal control system
improvement process.
comprises structures and processes designed to
make sure that business transactions are included
Risk management process
in accounting promptly, consistently and correctly.
The risk management process at KWS consists of
The following are examined regularly: the complete
the phases of identification, assessment, control and
ness of financial reporting, the Group’s uniform
monitoring of risks and risk reporting. By risk iden
accounting, measurement and account allocation
tification, we mean that the persons responsible for
stipulations, and the authorization and access
a risk process and area record the potential risks in
regulations for IT systems used in accounting.
an electronic platform for sharing information. The
IntraGroup transactions are consolidated appropri
identified risks are plausibilized and summarized in a
ately and in full.
risk control matrix. Our risk inventory currently con
tains around 100 risks and almost as many control
The Group functions Corporate Finance, Group
activities.
Accounting and Corporate Controlling are respon
sible for consolidated accounting at KWS. The
As part of risk assessment, the risks are first ana
Group’s own service centers help the subsidiaries in
lyzed. They are measured after the countermeasures
preparing their annual financial statements. A uniform
have been concluded. The risks are classified by
system tool subject to the Group’s regulations on
their likelihood of occurrence and extent of damage
accounting makes it easier to ensure that the consoli
and prioritized according to a traffic light system. The
dated financial statements comply with the rules.
“expected damage rating” resulting from the likeli
hood of occurrence and extent of damage is relevant
for assessing a risk’s materiality.
Risk controlling comprises instruments with which
we aim to reduce risks. It comprises measures to
reduce risks, constant monitoring of risks and risk
transfer. Systematic reviews are conducted to de
termine whether controlling is effective; they are
documented with the internal control system (ICS).
The persons in charge of the processes examine
the controls at least once a year to determine that
they are effective. In addition, experienced indepen
dent auditors examine compliance with the controls
using a riskbased approach. A report on the ICS’
effectiveness is given to the Audit Committee of the
Supervisory Board every year.
We talk to each other – open communication is vital to identifying risks at
an early stage.
Opportunity and Risk Report | Combined Management Report
51
KWS Group | Annual Report 2015/2016Risk categories
“Product risks.” The overview and subsequent
We divide our risks into nine categories, which
explanation give a more detailed description of the
have been expanded compared with the previous
categories whose expected damage rating is at
year. For example, we have created a new category:
least “significant.”
Assessment of the risk categories
Risk category
Market risks
■■ Political instability
■■ Fall in sales volumes
and/or prices
■■ Barriers to market access
■■ Currency depreciation
■■ Change in interest rates
■■ Consolidation in the industry
Production risks
■■ Influence of the weather on
multiplication in the field
■■ Outage of production
systems
■■ Product liability
Procurement risks
Product risks
■■ Adverse effects in connec
tion with genetic engineering
■■ Lack of access to
technologies
■■ Lack of patent protection
for traits
Environmental risks
Liquidity risks
Legal risks
■■ Breaches of contract
■■ Antitrust proceedings
■■ Corruption
■■ Violation of data protection
■■ Violation of the law
■■ Changes to the law
■■ Infringement of intellectual
property rights
Personnel risks
IT risks
■■ Nonavailability of
IT systems
■■ Hacking
■■ Data theft
■■ Authorization conflicts
Likelihood of
occurrence1
Extent of damage2
Expected damage
rating3
Possible
Substantial
Significant
Possible
Substantial
Significant
Possible
Low
Moderate
Unlikely
Existential
Significant
Unlikely
Unlikely
Low
Moderate
Moderate
Moderate
Likely
Moderate
Significant
Unlikely
Low
Moderate
Possible
Substantial
Significant
1 Rarely: 1–5%; unlikely: 5–15%; possible: 15–30%; likely: 30–60%; almost certainly: 60–99%
2 Immaterial: < €250,000; low: €250,000 to €500,000; moderate: €0.5 to €4.5 million; substantial: €4.5 to €15 million; critical: ≥ €15 million
3 Moderate: < €1 million; significant: €1 to €4.5 million; existential: ≥ €4.5 million
52 Combined Management Report | Opportunity and Risk Report
Annual Report 2015/2016 | KWS GroupDrawing from natural resources to the fullest – but always responsibly.
Market risks
on our net sales and income. We address these chal
KWS faces political risks in the strongly regulated in
lenges with systematic analyses of the market and
ternational agricultural industry. For example, uncer
the competition and by developing highquality seed
tainty continues in Ukraine and the sanctions against
all over the world.
Russia are still in place. Both of these factors have
the potential to negatively impact our business ac
Currency risks arise from fluctuations in exchange
tivities there. We generated net sales totaling €59.9
rates, in particular for receivables and liabilities de
(59.5) million in the two countries in fiscal 2015/2016.
nominated in foreign currency. There are interest
Other growth countries of importance for us, such as
rate risks as a result of potential changes to market
Brazil and China, are currently grappling with eco
interest rates. The interest payable on financial obli
nomic and political difficulties. The economic impact
gations with a variable rate of interest may increase.
of the United Kingdom’s decision to leave the EU
We address currency risks and the risk of interest
(Brexit) in the recent referendum is not significant for
rate changes to a reasonable extent through the
our business as far as can be seen at present.
usual hedging instruments, such as derivatives and
forward exchange deals, to reduce the influence on
Our business success depends, among other things,
the KWS Group’s earnings and assets situation. In
on the type of market access, our own variety per
fiscal 2015/2016, we hedged our research and devel
formance and the competitive environment. How
opment expenditure and intercompany loans almost
ever, the global economy has an indirect influence
completely in order to avoid exchange rate risks.
Opportunity and Risk Report | Combined Management Report
53
KWS Group | Annual Report 2015/2016We counter the outage of seed processing plants by
means of regular maintenance, risk inspections and
organizational and technical damage prevention pro
grams. To cover economic loss, we have Groupwide
property and business interruption insurance.
We have established checks and tests to determine
the performance and quality of our seed. Quality
controls, such as germination and sprouting strength
tests, are conducted at all stages of production. The
aim of that is to avoid claims for damages due to
product liability.
Product risks
Our quality controls include an examination of con
ventional seed, among other things to determine that
it is free of GMOs. Strict requirements must be met
regarding handling of genetically modified products,
in particular, to prevent GMOs becoming mixed with
conventional seed. In the absence of a standardized
legal threshold value, a number of European coun
tries practice a policy of zero tolerance. KWS is a
member of the “Excellence Through Stewardship”
(ETS) initiative. This is an internationally standardized
quality management program relating to the use of
Experts in dialog – quality is a hallmark of our seed, but
also of our consulting.
The outcome of the current process of consolidation
genetically modified plant material throughout the
in the agricultural industry is still open at present. We
product life cycle. By becoming a member, we signal
do not expect any negative impact on our business
our clear commitment to the responsible use of
in the short term. There are opportunities and risks
transgenic plant material.
from market consolidation in the medium to long
term. For example, market opportunities may arise
The acquisition or licensing of technologies is cus
for KWS as a result of carveouts and divestments
tomary and necessary in the industry. We reduce
by the new groups for antitrust reasons.
the related risks by developing our own innovations,
which may also be attractive to competitors.
Production risks
Seed production is dependent on the weather. We
Legal risks
reduce the effects of crop failures by multiplying
KWS faces risks from official proceedings and legal
seed in separate locations and regions in Europe,
disputes. Legal disputes are possible, in particular,
North and South America and Asia. We can carry out
with suppliers, customers, employees, lenders and
contraseasonal multiplication in the winter halfyear
investors, and may result in payments or other obliga
in the southern hemisphere if there are bottlenecks
tions. There were no significant legal proceedings in
in the volume of seed produced.
fiscal 2015/2016.
54 Combined Management Report | Opportunity and Risk Report
Annual Report 2015/2016 | KWS GroupUnder our compliance policy and the Code of Busi
constantly examine our IT security and system
ness Ethics, we obligate our employees to undertake
authorizations in order to perform an objective risk
to act in accordance with laws, contracts, internal
assessment and provide recommendations for optimi
guidelines and our corporate values. In addition,
zation measures.
we regularly hold international compliance training
courses.
IT risks
Overall statement on the risk situation by the
Executive Board
Our risk situation increased slightly in fiscal 2015/2016.
The KWS Group’s business and production pro
The most important risks are still related to products
cesses, as well as its internal and external commu
and the market. The increasing share of our business
nications, are run on globally networked IT systems.
in emerging countries and in foreign currency harbors
Any outages in them can result in a significant in
additional political and currency risks. However, they
terruption to business operations here and there. In
do not jeopardize the existence of the KWS Group,
addition, theft of sensitive data can entail a loss of
neither individually nor in their entirety.
reputation for us.
We feel sure that, thanks to our global footprint, in
On the basis of our IT security policies, our IT secu
novative strength and the quality of our products,
rity organization monitors and controls access to
we can seize opportunities and successfully count
sensitive company data. Firewall and antivirus and
er risks as they arise. However, we cannot rule out
software programs are kept up to date and are de
the possibility that further factors that are currently
signed to avoid losses and damage as a result of
unknown or which are not assessed as significant
hacking and malware. There is also an extensive
may jeopardize the continued existence of the KWS
authorization concept. External IT service providers
Group in the future.
Contraception by paper bag prevents uncontrolled pollination. Breeding progress requires maximum care in every work step.
Opportunity and Risk Report | Combined Management Report
55
KWS Group | Annual Report 2015/2016Research and development is a must, since the future belongs to innovative varieties that are resistant
to pests and offer high yields.
Forecast Report
The expectations of management outlined here are
Forecast for the KWS Group’s statement of
based on our corporate planning and the informa
comprehensive income
tion it takes into account, including market expec
The high stocks of agricultural raw materials world
tations, strategic decisions, regulatory measures
wide suggest that no recovery in the agricultural
or exchange rate trends. They are subject to the
industry’s economic situation can be expected in the
same premises as the consolidated financial state
coming fiscal year. Moreover, it looks like there will
ments and forecast our business performance up to
be a record corn harvest in North America, which
June 30, 2017. In our forecast for the KWS Group’s
will put even more pressure on prices for agricul
statement of comprehensive income, we specify
tural raw materials. We therefore anticipate that the
the anticipated net sales, EBIT and R&D intensity
economic environment will remain difficult. There
excluding the contribution our joint ventures make to
is only limited potential for shifts in cultivation area
net sales and income (in accordance with IFRS 11).
in favor of KWS’ important crops, such as corn or
You can find the net sales and EBIT expectations in
sugarbeet, and competition remains very intense. We
the forecast for the segments. In line with our inter
specifically expect lower net sales in our sugarbeet
nal corporate controlling structure, the contributions
seed business in North America. Despite the fact
made by our joint ventures are included proportion
that there will no longer be any net sales in Europe
ately in the segment reports.
from our operational potato business as a result of
56 Combined Management Report | Forecast Report
Annual Report 2015/2016 | KWS Group
its sale, we expect net sales in Europe to remain
We will probably not be able to repeat the exception-
stable or increase slightly. All in all, we expect the
al success of the Sugarbeet Segment in 2015/2016
KWS Group’s net sales to be below our medium- to
in the coming fiscal year. The sale of our operational
long-term growth target of at least 5%. At the same
potato business means that KWS will focus on de-
time, we expect the EBIT margin to increase slightly
veloping hybrid potatoes in the future. As a result,
compared to the previous year (10.9%), despite the
there will no longer be any revenue from the sale of
fact that profit contributions from the sugarbeet seed
seed potatoes. We generated net sales of around
business in North America will probably be lower.
€28 million in this field in the year under review. In
We will increase expenditure on ensuring our future
view of our already very large share of the market, we
growth, maintaining an R&D intensity of around
do not see any possibility for further growth in North
17%. Our capital spending on property, plant and
America. We anticipate a slight decline in net sales
equipment in the coming fiscal year will relate mainly
there. The EU’s Sugar Market Regime will expire in
to the construction of new or expansion of existing
September 2017, which means a new situation for the
production plants, such as increasing the capacity of
2017 spring sowing season. Due to declining sugar
sugarbeet seed production in Einbeck.
stocks, we currently expect cultivation area in the EU
to increase slightly. All in all, the segment’s net sales
Forecast for the segments
are expected to fall by 5% to 10%. The segment’s
The Corn Segment is expected to grow its net sales
income will probably be lower and the EBIT margin
by between 5% and 10% in the coming year. As far
slightly below that of the previous year.
as can be seen at present, all regions will contribute
to that. We will successfully expand our business in
For the fall sowing season in the second half of 2016,
Europe, assuming that there are no further declines
the current level of consumer prices for cereals con-
in the corn cultivation area. Net sales in North Amer-
tinues to mean low earnings prospects for farmers. In
ica will only increase slightly and the high yields from
such an environment, demand for high-quality cereal
the 2016 harvest mean that expansion of the cultiva-
seed will also tend to be lower than in times of high
tion area is unlikely. In Argentina, we expect a sharp
cereal prices. The Cereals Segment is therefore
increase in the corn cultivation area under the new
expected to post net sales on a par with the previous
agricultural policy, and we expect to benefit from
year. The segment’s income will improve, among
that. In Brazil, we will further increase the share of
other things due to lower expenditure on inventory
our own corn varieties and grow net sales as a whole
management. We currently anticipate an EBIT margin
– albeit not as strongly as in previous years. Despite
of just over 10%.
further expansion of research and distribution, the
segment’s income will improve as far as can be seen
Revenue from our farms in Germany is grouped in
at present. We expect the segment to generate an
the Corporate Segment. It should again be around
EBIT margin of around 10%.
€4 million. All cross-segment costs of the KWS
Group are allocated to this segment, which regularly
means that its EBIT is negative. It will likely be be-
tween € –55 and € –60 million.
Forecast for the 2016/2017 fiscal year
Statement of comprehensive income
of the KWS Group
Net sales growth
EBIT margin
R&D intensity
< 5%
≥ 11%
Around 17%
Forecast Report | Combined Management Report
57
KWS Group | Annual Report 2015/2016Digital Farming
Smartphones and tablets are now mobile accessories and constant
companions for many farmers. That’s why, in addition to personal
contact, KWS’ online platform CultiVent offers digital consulting on
topics related to growing crops. Uptodate information for the par
ticular season and digital services support farmers – from cultiva
tion to harvesting and beyond. Farmers can use the “KWS mobile”
app to control the population density or calculate the current level
of nutrient removal – quickly and easily, right in the field. The
“ damage pattern finder” gives farmers tips on suitable strategies
to combat diseases and pests. Backed by this knowledge, farmers
can not only increase their yield and thus their income, but also use
resources in a more efficient and ecofriendly way.
Harvest workers
Corporate Governance
Corporate Governance Report and Declaration
tion of compliance was issued to the effect that the
on Corporate Governance1
company complies almost fully with the code’s rec
Responsible corporate governance has always been
ommendations.
of great importance at KWS SAAT SE. Since it was
founded 160 years ago, our company’s successful
You can find detailed information on corporate gov
development has been based on thinking in the long
ernance, also with the contents in accordance with
term and acting in terms of sustainability. The Exec
Clause 3.10 of the German Corporate Governance
utive Board and the Supervisory Board run and ac
Code, in our corporate governance report (which
company KWS with the goal of ensuring that it creates
is also the declaration on corporate governance in
sustainable value added. They once again examined
accordance with Section 289a of the German Com
in the year under review whether the company com
mercial Code (HGB)), which is available in full on our
plies with the stipulations of the German Corporate
website at www.kws.com/ir. You can find the com
Governance Code. As a result, the following declara
pensation report on the next page.
Compliance Declaration in Accordance with Section 161 AktG (German Stock Corporation Act)1
The Executive Board and the Supervisory Board of
In accordance with Clause 5.4.1 (2) Sentence 1
KWS SAAT SE declare, in compliance with Section
of the German Corporate Governance Code, the
161 AktG (German Stock Corporation Act), that the
Supervisory Board is to set a limit on the length of
company has complied with the recommendations
time members can serve on the Supervisory Board.
of the German Corporate Governance Code in the
This recommendation is not complied with, since in
version dated May 5, 2015, since the last compliance
a business with a tradition of family ownership like
declaration in October 2015, and does now comply,
KWS it would significantly restrict the rights of the
and will comply with them in the future, with the fol
family shareholders, who hold a majority stake in the
lowing exceptions:
company.
In accordance with Clause 4.2.2 (2) Sentence 3
Clause 7.1.2 Sentence 4 of the German Corporate
of the German Corporate Governance Code, the
Governance Code states that the consolidated finan
Supervisory Board shall consider the relationship
cial statements shall be publicly accessible within 90
between the compensation of the Executive Board
days of the end of the fiscal year and interim reports
and that of senior management and the workforce
within 45 days of the end of the reporting period.
overall, particularly in terms of its development over
KWS SAAT SE publishes its consolidated financial
time, whereby the Supervisory Board shall determine
statements and interim reports within the period of
how senior managers and the relevant staff are to
time defined in the regulations for the Prime Stan
be differentiated. This recommendation is not com
dard of the German Stock Exchange. The company’s
plied with, since the compensation of the Executive
seasonal course of business means that it cannot
Board, senior management and staff is based on
ensure compliance with the recommended periods in
variable criteria that defy rigid definition. These cri
the German Corporate Governance Code.
teria include not only generally applicable yardsticks
such as degree of responsibility, tasks, personal
Einbeck, October 2016
performance, expertise and the like for the Executive
Board, but also the company’s economic situation,
The Supervisory Board
The Executive Board
success and future prospects.
1 Not part of the audited Combined Management Report
60 Combined Management Report | Corporate Governance
Annual Report 2015/2016 | KWS Group
Compensation Report
The basic annual salary in the year under review for all
The compensation report contains explanations on
Executive Board members was €300 thousand. The Chief
the salient features, structure and level of the com
Executive Officer receives an extra “CEO bonus” of 25%
pensation paid to members of the Executive Board
on top of the basic annual salary. The basic compensa
and the Supervisory Board of KWS SAAT SE. It is
tion is paid as a monthly salary. The basic fixed annual
based on the relevant statutory provisions and ori
salary of Dr. Peter Hofmann was adjusted to the level of
ented toward the pertinent recommendations of the
the basic salary of the other Executive Board members
German Corporate Governance Code.
(€300 thousand per fiscal year) effective July 1, 2015;
the other components of Dr. Hofmann’s compensation
Compensation for members of the Executive
remain unchanged. Pursuant to the resolution adopted
Board
by the Supervisory Board on December 17, 2015, Dr. Pe
The compensation of members of the Executive
ter Hofmann was reappointed for a term of five years
Board was set by the Supervisory Board and ap
effective January 1, 2016, before the end of his existing
proved by the Annual Shareholders’ Meeting. It is
term. The other components of his compensation were
based on the size and activity of the company, its
adjusted to fully match that of the other Executive Board
economic and financial situation and the level and
members at that time.
structure of compensation for managing board
members at comparable companies.
The total compensation of the Executive Board
comprises the following components:
1. A basic fixed annual salary (if applicable with
a CEO bonus)
2. Fringe benefits
3. A variable payment in the form of a
performancerelated bonus
4. A variable payment in the form of a longterm
incentive (LTI) based on the KWS stock price
5. Any special payments
6. Pension arrangements
The performancerelated bonus (including fringe
benefits), the LTI payment and the total compensa
tion of every member of the Executive Board is limit
ed individually to a maximum overall amount.
The all-important pellet. Every single seed embodies our knowledge
and mission to deliver maximum performance and quality.
Corporate Governance | Combined Management Report
61
KWS Group | Annual Report 2015/2016Apart from these fixed salaries, there is also
of the Executive Board is obligated to invest a freely
nonmonetary compensation in the form of fringe
selectable amount ranging between at least 20%
benefits (such as a company car and a mobile
and at most 50% of the gross performancerelated
phone), contributions to health and nursing care
bonus payment in shares of KWS SAAT SE. The
insurance, and accident insurance in favor of mem
longterm incentive (LTI) is paid in the form of cash
bers of the Executive Board.
compensation after a holding period of five years. It
will be paid for the first time at the beginning of 2017.
The variable payment for Executive Board members
This payment is calculated on the basis of the share’s
(performancerelated bonus) depends on the compa
performance over the holding period and on the aver
ny’s performance over three years – the sustainable
age return on sales (ROS, based on segment report
net income. It is calculated on the basis of a fixed per
ing), measured as the ratio of operating income to
centage of the average net income of the KWS Group
net sales. The LTI payment is limited to a maximum
for the past three fiscal years. The object of that is for
of oneandahalf times (two times for Dr. Hagen
the compensation to reflect the company’s perfor
Duenbostel) of the capital used to acquire the shares.
mance, positive or negative. Additional payments for
any duties performed in subsidiaries and associated
Additional special payments were not granted to the
companies are offset against the variable payment
members of the Executive Board in the year under
(performancerelated bonus). This – including the
review.
fringe benefits – is limited to an amount of €500 thou
sand for each Executive Board member (€300 thou
Pension obligations are granted in the form of a
sand for Dr. Peter Hofmann until December 31, 2015)
direct obligation to provide benefits, with the annual
per fiscal year. If sustainable net incomes of more than
anticipated pensions ranging between €13 thousand
€100 million in each year are generated in two succes
and €130 thousand, and a defined contribution plan.
sive years, the upper limit for the bonus is increased to
In fiscal 2015/2016, €306 (279) thousand was paid to
€600 thousand for each Executive Board member as
a provident fund backed by a guarantee for pension
of the following fiscal year.
commitments to members of the Executive Board. A
further €423 (143) thousand was allocated to the pen
Since fiscal year 2010/2011, there has also been
sion provisions in accordance with IAS 19 (of which
a stock-based bonus system (the first reference
€24 thousand was interest expenses and €399 thou
point for which was in January 2012). It is intended
sand from revaluation effects). Pension provisions to
to act as a longterm incentive and thus support the
taling €1,384 (960) thousand were thus formed for the
company’s sustainable development. Every member
members of the Executive Board of KWS SAAT SE.
Pension commitments
in €
Dr. Hagen Duenbostel
Dr. Peter Hofmann
Total
06/30/2016
06/30/2015
Interest
expenses
Revaluation
effects
1,015,005.00
682,379.00
17,059.00
315,567.00
368,618.00
278,114.00
6,953.00
83,551.00
1,383,623.00
960,493.00
24,012.00
399,118.00
62 Combined Management Report | Corporate Governance
Annual Report 2015/2016 | KWS GroupThe total compensation to be reported for the Ex
basic annual salary, including fringe benefits, 45.4%
ecutive Board in accordance with Section 314 (1)
(46.8%) by annual variable components and 15.8%
No. 6a of the German Commercial Code (HGB) in
(17.6%) by multiyear variable components. The ta
conjunction with German Accounting Standard No.
bles below provide an overview of the total compen
17 (GAS 17) was €3,531 (3,803) thousand in fiscal
sation granted in the fiscal year on an individualized
2015/2016. 38.8% (35.6%) was accounted for by the
basis (excluding pension costs).
Total compensation for the Executive Board 2015/2016
in €
Cash compensation
LTI FV 1
Total
LTI
Basic
compensation
Fringe
benefits
Performance-
related bonus
Total
Grant
Cost
Dr. Hagen Duenbostel
375,000.00
21,522.58
421,671.27
818,193.85 205,561.20 1,023,755.05 252,034.89
Dr. Léon Broers
300,000.00
23,126.34
421,671.27
744,797.61 205,561.20
950,358.81 202,245.34
Dr. Peter Hofmann
300,000.00
22,835.78
337,337.02
660,172.80
64,567.30
724,740.10
6,470.38
Eva Kienle
Total
300,000.00
27,966.54
421,671.27
749,637.81
82,224.48
831,862.29
20,096.09
1,275,000.00
95,451.24
1,602,350.83 2,972,802.07 557,914.18 3,530,716.25 480,846.70
Total compensation for the Executive Board 2014/2015
in €
Cash compensation
LTI FV 1
Total
LTI
Basic
compensation
Fringe
benefits
Performance-
related bonus
Total
Grant
Cost
Dr. Hagen Duenbostel
337,500.00
20,350.50
433,588.53
791,439.03 240,839.40 1,032,278.43 229,067.52
Dr. Léon Broers
300,000.00
21,902.68
433,588.53
755,491.21 216,196.55
971,687.76 174,081.27
Dr. Peter Hofmann
187,499.97
15,905.68
195,114.84
398,520.49
0.00
398,520.49
0.00
Eva Kienle
Phillip von dem
Bussche
300,000.00
26,995.92
433,588.53
760,584.45
54,366.70
814,951.15
5,449.04
135,000.00
9,131.94
282,868.06
427,000.00 159,035.30
586,035.30 232,368.96
Total
1,259,999.97
94,286.72
1,778,748.49 3,133,035.18 670,437.95 3,803,473.13 640,966.79
1 Long term incentive fair value
Compensation of former members of the Executive
Executive Board, as incurred in the year under review
Board and their surviving dependents amounted to
and in the previous year in accordance with the rec
€1,334 (1,693) thousand, of which €97 (97) thousand
ommendations in Clause 4.2.5 (3) of the German Cor
was payment under a consultancy agreement. Pen
porate Governance Code (DCGK) in the version dated
sion commitments in accordance with IAS 19 (2011)
May 5, 2015.
recognized for this group of persons amounted to
€8,027 (7,131) thousand as of June 30, 2016. The pen
The target compensation, including the agreed lower
sion commitments for three former members of the
and upper limits, is shown under “Award.” The LTI
Executive Board are backed by a guarantee. No loans
awards are assessed at the present value at the time
were granted to members of the Executive Board and
of acquisition of the last tranche of shares. The details
the Supervisory Board in the year under review.
on the receipts show the payments actually made
to a member of the Executive Board in fiscal years
In the tables below, we present the individual awards
2014/2015 and 2015/2016.
and receipts separately for each member of the
Corporate Governance | Combined Management Report
63
KWS Group | Annual Report 2015/2016
Executive Board compensation in keeping with Clause 4.2.5 (3) of the German Corporate Governance Code (DCGK)
in €
Grant
Receipt
2015/2016
2014/2015
2015/2016
2014/2015
min.
max.
Dr. Hagen Duenbostel (Chief Executive Office)
Fixed payment
Fringe benefits
Subtotal
Annual variable payment
( performancerelated bonus)
375,000.00
375,000.00
375,000.00
337,500.00
375,000.00
337,500.00
21,522.58
21,522.58
21,522.58
20,350.50
21,522.58
20,350.50
396,522.58
396,522.58
396,522.58
357,850.50
396,522.58
357,850.50
419,876.27
0.00
478,477.42
421,424.46
421,671.27
433,588.53
Total cash compensation
816,398.85
396,522.58
875,000.00
779,274.96
818,193.85
791,439.03
Multiyear variable payment
LTI 2013/2014
LTI 2014/2015
Subtotal
Pension costs1
205,561.20
0.00
433,215.59
240,839.40
1,021,960.05
396,522.58
1,308,215.59
1,020,114.36
818,193.85
791,439.03
107,059.00
107,059.00
107,059.00
98,048.00
107,059.00
98,048.00
Total compensation
1,129,019.05
503,581.58
1,415,274.59
1,118,162.36
925,252.85
889,487.03
Maximum compensation2
1,765,000.00
1,765,000.00
Dr. Léon Broers
Fixed payment
Fringe benefits
Subtotal
Annual variable payment
( performancerelated bonus)
300,000.00
300,000.00
300,000.00
300,000.00
300,000.00
300,000.00
23,126.34
23,126.34
23,126.34
21,902.68
23,126.34
21,902.68
323,126.34
323,126.34
323,126.34
321,902.68
323,126.34
321,902.68
419,876.27
0.00
476,873.66
421,424.46
421,671.27
433,588.53
Total cash compensation
743,002.61
323,126.34
800,000.00
743,327.14
744,797.61
755,491.21
Multiyear variable payment
LTI 2013/2014
LTI 2014/2015
Subtotal
Pension costs1
205,561.20
0.00
324,911.69
216,196.55
948,563.81
323,126.34
1,124,911.69
959,523.69
744,797.61
755,491.21
72,000.00
72,000.00
72,000.00
72,000.00
72,000.00
72,000.00
Total compensation
1,020,563.81
395,126.34
1,196,911.69
1,031,523.69
816,797.61
827,491.21
Maximum compensation2
Dr. Peter Hofmann
Fixed payment
Fringe benefits
Subtotal
Annual variable payment
( performancerelated bonus)
1,547,000.00
1,547,000.00
300,000.00
300,000.00
300,000.00
187,499.97
300,000.00
187,499.97
22,835.78
22,835.78
22,835.78
15,905.68
22,835.78
15,905.68
322,835.78
322,835.78
322,835.78
203,405.65
322,835.78
203,405.65
335,901.02
0.00
377,164.22
189,641.01
337,337.02
195,114.84
Total cash compensation
658,736.80
322,835.78
700,000.00
393,046.66
660,172.80
398,520.49
Multiyear variable payment
LTI 2013/2014
LTI 2014/2015
Subtotal
Pension costs1
64,567.30
0.00
102,055.60
723,304.10
322,835.78
802,055.60
393,046.66
660,172.80
398,520.49
78,953.00
78,953.00
78,953.00
60,663.00
78,953.00
60,663.00
0.00
Total compensation
802,257.10
401,788.78
881,008.60
453,709.66
739,125.80
459,183.49
Maximum compensation2
1,047,000.00
635,250.00
1 In accordance with IAS 19R from commitments for pensions and other pension benefits; this relates to costs for the company, not the actual entitlement or payment
2 The total compensation is limited individually to a maximum overall amount per fiscal year
64 Combined Management Report | Corporate Governance
Annual Report 2015/2016 | KWS Group
Executive Board compensation in keeping with Clause 4.2.5 (3) of the German Corporate Governance Code (DCGK)
in €
Eva Kienle
Fixed payment
Fringe benefits
Subtotal
Grant
Receipt
2015/2016
2014/2015
2015/2016
2014/2015
min.
max.
300,000.00
300,000.00
300,000.00
300,000.00
300,000.00
300,000.00
27,966.54
27,966.54
27,966.54
26,995.92
27,966.54
26,995.92
327,966.54
327,966.54
327,966.54
326,995.92
327,966.54
326,995.92
Annual variable payment
( performancerelated bonus)
419,876.27
0.00
472,033.46
421,424.46
421,671.27
433,588.53
Total cash compensation
747,842.81
327,966.54
800,000.00
748,420.38
749,637.81
760,584.45
Multiyear variable payment
LTI 2013/2014
LTI 2014/2015
Subtotal
Pension costs1
82,224.48
0.00
129,964.68
54,366.70
830,067.29
327,966.54
929,964.68
802,787.08
749,637.81
760,584.45
72,000.00
72,000.00
72,000.00
72,000.00
72,000.00
72,000.00
Total compensation
902,067.29
399,966.54
1,001,964.68
874,787.08
821,637.81
832,584.45
Maximum compensation2
1,247,000.00
1,247,000.00
Philip von dem Bussche (Chief Executive Officer until December 31, 2014)
Fixed payment
Fringe benefits
Subtotal
Annual variable payment
( performancerelated bonus)
Total cash compensation
Multiyear variable payment
LTI 2013/2014
LTI 2014/2015
Subtotal
Pension costs1
Total compensation
Maximum compensation2
135,000.00
9,131.94
144,131.94
282,868.06
427,000.00
159,035.30
586,035.30
586,035.30
135,000.00
9,131.94
144,131.94
282,868.06
427,000.00
427,000.00
427,000.00
1 In accordance with IAS 19R from commitments for pensions and other pension benefits; this relates to costs for the company, not the actual entitlement or payment
2 The total compensation is limited individually to a maximum overall amount per fiscal year
Compensation for members of the
company’s longterm development. In keeping with
Supervisory Board
that, members of the Supervisory Board receive
The Supervisory Board’s compensation was set by
€400 for each full €0.10 by which the average con
the Annual Shareholders’ Meeting on December 17,
solidated annual earnings per share before minority
2009, and has remained unchanged since then. It
interests for the past three fiscal years, starting
is based on the size of the company, the duties and
with the fiscal year for which the compensation is
responsibilities of the members of the Supervisory
granted, exceeds the amount of €4.00. The perfor
Board and the company’s economic situation. The
mancerelated payment is limited to the amount of
remuneration includes not only a fixed payment of
the fixed payment.
€28 thousand p.a. and a fixed payment for work
on committees, but also a performancerelated
The Chairman of the Supervisory Board receives
component. This component is geared toward the
three times and his or her deputy oneandahalf
Corporate Governance | Combined Management Report
65
KWS Group | Annual Report 2015/2016
times the fixed compensation of an ordinary mem
– including valueadded tax – that they incur while
ber. There is no extra compensation for them for
carrying out the duties of their position.
work on committees. The Chairman of the Audit
Committee receives €25 thousand p.a. Ordinary
The compensation for the Supervisory Board in the
members of the Supervisory Board receive €5 thou
year under review was unchanged over the previous
sand p.a. for their work on the Committee for Exec
year. Total compensation was €516 thousand exclu
utive Board Affairs and €10 thousand p.a. for their
sive of value added tax. In all, 46% (46%) or €238
work on the Audit Committee. The members of the
(238) thousand of the total compensation is perfor
Supervisory Board are reimbursed for all expenses
mancerelated.
Total compensation for the Supervisory Board
in €
Dr. Andreas J. Büchting1
Dr. Arend Oetker2
Fixed
84,000.00
42,000.00
Work on
committees
Performance-
related
Total
2015/2016
Total
2014/2015
0.00
0.00
84,000.00
168,000.00
168,000.00
42,000.00
84,000.00
84,000.00
Hubertus von Baumbach3
28,000.00
25,000.00
28,000.00
81,000.00
81,000.00
Jürgen Bolduan
28,000.00
10,000.00
28,000.00
66,000.00
66,000.00
Cathrina ClaasMühlhäuser
28,000.00
5,000.00
28,000.00
61,000.00
61,000.00
Dr. Berthold Niehoff
28,000.00
0.00
28,000.00
56,000.00
56,000.00
238,000.00
40,000.00
238,000.00
516,000.00
516,000.00
1 Chairman
2 Deputy Chairman
3 Chairman of the Audit Committee
Disclosures in Accordance with Sections 289 (4)
Shareholders’ Meeting and exercise their voting rights
and 315 (4) of the German Commercial Code (HGB)
are authorized to exercise the voting rights conferred
and the Explanatory Report of the Executive Board
by all the shares they hold and have registered. If
members of the Executive Board or executive employ
Composition of the subscribed capital
ees have acquired shares as part of the longterm in
The subscribed capital of KWS SAAT SE is €19.8 mil
centive programs, these shares are subject to a lock
lion. It is divided into 6.6 million bearer shares. Each
up period until the end of the fifth year after the end of
share grants the holder the right to cast one vote at
the quarter in which they were acquired. The lockup
the Annual Shareholders’ Meeting.
period for shares that employees have acquired as
part of the Employee Stock Programs runs until the
Restrictions relating to voting rights or the
end of the fourth year as of when they are posted to
transfer of shares
the employee’s securities account.
There may be restrictions relating to voting rights or
the transfer of shares as a result of statutory or con
Direct and indirect participating interests in
tractual provisions. For example, shareholders are
excess of 10% of the voting rights
barred from voting under certain conditions pursuant
The company has been informed by shareholders of
to Section 136 of the German Stock Corporation Act
the following direct or indirect participating interests
(AktG) or Section 28 of the German Securities Trading
in the capital of KWS SAAT SE in excess of 10% of
Act (WpHG). In addition, no voting rights accrue to the
the voting rights in accordance with Section 21 and
company on the basis of the shares it holds (Section
Section 22 of the German Securities Trading Act
71b AktG). The Executive Board is not aware of any
(WpHG) or elsewhere:
contractual restrictions relating to voting rights or
transfer of shares. If there are no restrictions to voting
The voting shares, including mutual allocations, of
rights, all shareholders who register for the Annual
the members and companies of the families Büchting
Shareholders’ Meeting in time and have submitted
und Arend Oetker listed below each exceed 10% and
proof of their authorization to participate in the Annual
total approximately 52.5%:
66 Combined Management Report | Corporate Governance
Annual Report 2015/2016 | KWS Group■■ Dr. Drs. h. c. Andreas J. Büchting, Germany
on the Statute for a European Company (SE Regu
■■ Christiane Stratmann, Germany
■■ Dorothea Schuppert, Germany
lation), Article 46 of the Council Regulation on the
Statute for a European Company (SE Regulation)
■■ Michael C.E. Büchting, Germany
and Sections 84 and 85 AktG (German Stock Cor
■■ Annette Büchting, Germany
■■ Stephan O. Büchting, Germany
■■ Christa Nagel, Germany
■■ Bodo Sohnemann, Germany
poration Act). Section 6 of KWS SAAT SE’s Articles
of Association also contains provisions that relate to
the appointment of members of the Executive Board
by the Supervisory Board and that correspond to the
■■ Matthias Sohnemann, Germany
statutory regulations.
■■ Malte Sohnemann, Germany
■■ Arne Sohnemann, Germany
■■ AKB Stiftung, Hanover
Amendments to the Articles of Association
The company’s Articles of Association can be amend
■■ Büchting Beteiligungsgesellschaft mbH, Hanover
ed by a resolution adopted by the Shareholders’
■■ Zukunftsstiftung Jugend, Umwelt und Kultur, Einbeck
Meeting in accordance with Article 59 of the Council
■■ Kommanditgesellschaft Dr. Arend Oetker Vermö
Regulation on the Statute for a European Company
gensverwaltungsgesellschaft mbH & Co., Berlin
(SE Regulation) and Section 179 (1) AktG (German
■■ Dr. Marie Theres Schnell, Germany
Stock Corporation Act). In accordance with Article 51
■■ Johanna Sophie Oetker, Germany
of the SE Implementation Act (SEAG), Section 179 (2)
■■ Leopold Heinrich Oetker, Germany
AktG (German Stock Corporation Act) and Section
■■ Clara Christina Oetker, Germany
■■ Ludwig August Oetker, Germany
18 of the Articles of Association of KWS SAAT SE,
amendments to the Articles of Association require that
at least half the capital stock be represented and that
The voting shares, including mutual allocations, of
a resolution be adopted by the Shareholders’ Meeting
the members and companies of the families Büchting
by a simple majority of the capital stock represented in
and Arend Oetker listed above each exceed 10% and
adoption of the resolution, unless obligatory statutory
total approximately 53.1% for
regulations specify otherwise. If at least half the capital
■■ Dr. Arend Oetker, Germany
to amend the Articles of Association, the resolution
must be passed with a majority of at least twothirds
The voting shares, including mutual allocations, of
of the votes cast. The power to make amendments to
the shareholders stated below each exceed 10% and
the Articles of Association that only affect the wording
stock is not represented in adoption of the resolution
total 15.4%.
(Section 179 (1) Sentence 2 AktG) has been conferred
on the Supervisory Board in accordance with Section
■■ HansJoachim Tessner, Germany
22 of the Articles of Association of KWS SAAT SE.
■■ Tessner Beteiligungs GmbH, Goslar
■■ Tessner Holding KG, Goslar
Powers of the Executive Board, in particular in
relation to issuing or buying back shares
Shares with special rights and voting control
The Executive Board is not currently authorized to
Shares with special rights that grant powers of control
issue or buy back shares.
have not been issued by the company. There is no
special type of voting control for the participating in
Significant agreements in the event of a change
terests of employees. Employees who have an interest
of control, compensation agreements
in the company’s capital exercise their control rights
Significant agreements subject to the condition of
in the same way as other shareholders.
a change in control pursuant to a takeover bid have
not been concluded. The compensation agreements
Appointment and removal of members of the Ex-
between the company and members of the Execu
ecutive Board
tive Board governing the case of a change in control
Members of the Executive Board of KWS SAAT SE
stipulate that any such compensation will be limited
are appointed and removed in accordance with Ar
to the applicable maximum amounts specified by the
ticle 9 (1) and Article 39 (2) of the Council Regulation
German Corporate Governance Code.
Corporate Governance | Combined Management Report
67
KWS Group | Annual Report 2015/2016Crowd-puller
Information Events
Crowds of people normally only seen at the Annual Shareholders’
Meeting gathered at the Biotechnology Center on January 29, 2016.
Over 500 customers of KWS flocked to the Agricultural Forum
in Einbeck. As at 30 other Agricultural Forums held throughout
Germany, farmers were able to get firsthand information on
the latest topics in breeding, agricultural policy, markets and
agricultural trials. In the course of the year, KWS offers many other
opportunities for people to learn more about plant breeding and
about our company – at conferences, Field Days or trade shows,
for example. There is also great demand for tours of our headquar
ters in Einbeck. In fiscal 2015/2016, more than 7,400 visitors took
the opportunity to get a closeup insight into seed production, the
greenhouses and research labs.
KWS SAAT SE (Explanations in Accordance to the HGB)
References to KWS SAAT SE in the KWS Group’s
tains the compliance declaration in accordance with
Annual Report
Section 161 AktG (German Stock Corporation Act),
The Management Reports of KWS SAAT SE and the
has been published in the Internet at www.kws.com/ir.
KWS Group are combined. The declaration on corpo
The following disclosures are identical to those of the
rate governance in accordance with Section 289a of
KWS Group and are printed in this Annual Report:
the German Commercial Code (HGB), which also con
References to KWS SAAT SE in the Annual Report of the KWS Group
Disclosures
On the Compensation Report, in accordance with Section 289 (4) of the German Commercial
Code (HGB) and explanatory report of the Executive Board
On business activity, corporate strategy, corporate controlling and management, as well as
explanations on business performance
On the dividend
On research and development
On the sustainability report
Page(s)
61 to 67
22 to 48
13
27 to 29
49
KWS SAAT SE is the parent company and holding
multiplies and distributes sugarbeet and corn
company of the KWS Group. It is responsible for
seed. It finances basic research and breeding of
strategic management and, among other things,
the main range of varieties at the KWS Group and
provides its subsidiaries with new varieties every
year for the purpose of multiplication and distri
bution. KWS SAAT SE and KWS LOCHOW GMBH
concluded a profit and loss transfer agreement on
October 15, 2015, which will apply retroactively as
of July 1, 2015. The Shareholders’ Meeting of KWS
LOCHOW on October 15, 2015, and the Annual
Shareholders’ Meeting of KWS SAAT SE on Decem
ber 17, 2015, approved conclusion of the profit and
loss transfer agreement; as a result, KWS LOCHOW
paid a profit of €10.6 million to the company for the
first time for fiscal year 2015/2016 on the basis of the
agreement. As announced in the last annual report,
KWS MAIS GMBH was merged with KWS SAAT SE
effective July 1, 2015. The profit from the merger
was €67.7 million and is recognized as extraordinary
income. The reintegration of KWS MAIS GMBH
marked one of several planned steps in simplify
ing the Group’s structure in order to make internal
processes more efficient and reduce our adminis
trative overhead. The structure of our segments
Breeding new varieties and developing new technologies takes a long
time – and calls for focus and perseverance.
70 Combined Management Report | KWS SAAT SE (Explanations in Accordance to the HGB)
Annual Report 2015/2016 | KWS Groupwas not affected by this measure. In order to permit
ties to banks to €225.1 (150.0) million, mainly due to the
better comparability, the figures from the previous
issue of a further borrower’s note loan of €70.0 million.
year include the relevant contributions by KWS
In addition, liabilities to affiliated companies rose to
MAIS GMBH. More information is published in the
€237.3 (161.7) million, mainly due to financing activities.
annual financial statements of KWS SAAT SE at
KWS SAAT SE’s total liabilities were €493.0 (345.6)
www.kws.de/ir (German only).
million.
Earnings
Employees
KWS SAAT SE’s net sales increased in fiscal
An average of 1,424 (1,326) people were employed at
2015/2016 by 1.4% to €458.0 (451.8) million. This rise
KWS SAAT SE in the year under review, of whom 116
is mainly attributable to the increase in revenue from
(124) were trainees and interns.
sugarbeet seed and the positive performance of win
ter rapeseed business. Research and development
Risks and opportunities
expenditure, which is pooled at KWS SAAT SE, was
The risks and opportunities at KWS SAAT SE are es
increased to €158.0 (155.1) million. Selling expenses
sentially the same as at the KWS Group. It shares the
fell slightly to €59.2 (61.3) million. Most of the admin
risks of its subsidiaries and associated companies in
istrative functions for the KWS Group are located in
accordance with its respective stake in them. You can
KWS SAAT SE. Administrative expenses were €57.0
find a detailed description of the opportunities and
(55.9) million. The balance of other operating income
risks and an explanation of the internal control and risk
and other operating expenses rose by €0.9 million
management system (Section 289 (5) of the German
to €33.2 million. Overall, KWS SAAT SE’s operating
Commercial Code (HGB)) on pages 49 to 55.
income was thus €18.1 (8.4) million. Net financial in
come/expenses is made up of the net income from
Forecast report
equity investments from eight (seven) companies
KWS SAAT SE generates the main part of its net sales
and the interest result. It fell to €18.0 (36.7) million, in
from sugarbeet and corn seed business and royalties
particular due to expenses from operational potato
from basic corn seed. The further development of
business and a rise in interest expense. Taking into
sugarbeet seed business depends, to a major extent,
account tax expenditures, net income for the year
on developments in our growth markets in Eastern
was €100.7 (32.5) million.
Europe and cultivation areas in our key markets. We
currently anticipate a slight increase in net sales from
Assets and financial situation
this business. Corn business will probably increase
KWS SAAT SE’s total assets increased in the year
slightly as well, with the result that, all in all, we expect
under review by 21.8% to €885.2 (727.0) million. Fixed
KWS SAAT SE to grow its net sales slightly year on
assets at the balance sheet date were €485.4 (420.8)
year. KWS SAAT SE’s operating income is mainly im
million or 54.8% (57.9%) of total assets. The increase
pacted by income from European sugarbeet and corn
in fixed assets is mainly due to a rise in intangible as
business, the costs of central Group functions and the
sets and financial assets. At the same time, current
KWS Group’s crosssegment research and develop
assets rose by 30.6% to €398.4 (305.1) million, mainly
ment activities. In view of the anticipated challenging
due to the increase in cash and cash equivalents to
market environment in the EU, we assume at present
€105.1 (12.8) million. Inventories rose by 13.5% to €67.0
that income from corn and sugarbeet business will
(59.0) million, while receivables and other assets fell
decline slightly. That, along with a slight increase in
to €206.4 (226.2) million. KWS SAAT SE’s equity in
costs for the central Group functions, means that
creased to €266.4 (253.0) million, giving an equity ratio
KWS SAAT SE’s EBIT is expected to fall slightly.
of 30.1% (34.8%). There was an increase in the liabili
KWS SAAT SE (Explanations in Accordance to the HGB) | Combined Management Report
71
KWS Group | Annual Report 2015/2016Annual Financial Statements
for the KWS Group 2015/2016
74 Statement of Comprehensive Income
75 Balance Sheet
76 Statement of Changes in Equity
78 Cash Flow Statement
79 Notes for the KWS Group 2015/2016
80
85
88
92
113
119
120
123
1. General Disclosures
2. Disclosures on the Annual Financial Statements
3. Segment Reporting for the KWS Group
4. Notes to the Balance Sheet
5. Notes to the Income Statement
6. Notes to the Cash Flow Statement
7. Other Notes
8. Declaration by Legal Representatives
124 Auditors’ Report
s
t
n
e
m
e
t
a
t
S
l
i
a
c
n
a
n
F
i
l
a
u
n
n
A
Statement of Comprehensive Income
July 1 to June 30
in € thousand
I. Income statement
Net sales
Cost of sales
Gross profit on sales
Selling expenses
Research & development expenses
General and administrative expenses
Other operating income
Other operating expenses
Operating income
Interest and similar income
Interest and similar expenses
Income from equity-accounted financial assets
Other net income from equity investments
Net financial income/expenses
Results of ordinary activities
Taxes
Net income for the year
II. Other comprehensive income
Revaluation of available-for-sale financial assets
Currency translation difference for economically independent
foreign units
Currency translation difference from equity-accounted financial assets
Items that may have to be subsequently reclassified as profit or loss
Revaluation of net liabilities/assets from defined benefit plans
Items not reclassified as profit or loss
Other comprehensive income after tax
III. Comprehensive income (total of I. and II.)
Net income after shares of minority interests
Share of minority interests
Net income for the year
Comprehensive income after shares of minority interests
Share of minority interests
Comprehensive income
Earnings per share (in €)
74 Annual Financial Statements | Statement of Comprehensive Income
Note no.
2015/2016
2014/2015
(19)
1,036,774
(20)
(21)
(22)
(23)
(26)
(11)
480,864
555,910
196,818
182,360
76,402
70,372
57,938
986,015
453,498
532,517
188,991
174,627
74,756
87,960
68,686
112,764
113,417
2,662
14,347
26,466
3
14,784
127,548
42,271
85,277
1,621
12,401
23,747
3,722
16,689
130,106
46,058
84,048
354
–172
–18,743
–469
–18,858
–17,049
–17,049
–35,907
49,370
85,261
16
85,277
50,681
–1,311
49,370
24,606
21,223
45,657
– 8,956
– 8,956
36,701
120,749
82,712
1,336
84,048
120,282
467
120,749
12.92
12.53
Annual Report 2015/2016 | KWS GroupBalance Sheet
Assets
in € thousand
Intangible assets
Property, plant and equipment
Equity-accounted financial assets
Financial assets
Noncurrent tax assets
Other noncurrent financial assets
Deferred tax assets
Noncurrent assets
Inventories
Biological assets
Trade receivables
Securities
Cash and cash equivalents
Current tax assets
Other current financial assets
Other current assets
Current assets
Total assets
Equity and liabilities
in € thousand
Subscribed capital
Capital reserve
Retained earnings
Minority interest
Equity
Long-term provisions
Long-term borrowings
Trade payables
Deferred tax liabilities
Other noncurrent financial liabilities
Other noncurrent liabilities
Noncurrent liabilities
Short-term provisions
Short-term borrowings
Trade payables
Current tax liabilities
Other current financial liabilities
Other current liabilities
Current liabilities
Liabilities
Note no.
06/30/2016
06/30/2015
(2)
(3)
(4)
(5)
(6)
(23)
(7)
(7)
(8)
(9)
(10)
(8)
(8)
(8)
95,098
378,639
147,511
2,192
3,382
96
41,039
667,957
185,783
12,496
293,881
30,679
133,224
55,451
45,070
12,090
85,661
351,856
153,018
2,465
3,976
26
35,910
632,912
177,990
12,344
309,665
66,973
41,211
57,549
26,732
11,756
768,674
704,220
1,436,631
1,337,132
Note no.
06/30/2016
06/30/2015
19,800
5,530
740,197
2,432
767,959
136,515
228,712
1,413
9,447
681
16,885
393,653
80,914
23,078
75,014
21,062
13,990
60,961
275,019
668,672
19,800
5,530
705,720
7,668
738,718
110,641
181,783
1,600
9,686
539
12,482
316,731
87,355
32,283
59,658
30,111
15,687
56,589
281,683
598,414
(12)
(11)
(23)
(13)
(14)
Total equity and liabilities
1,436,631
1,337,132
Balance Sheet | Annual Financial Statements
75
KWS Group | Annual Report 2015/2016Statement of Changes in Equity
July 1 to June 30
in € thousand
Subscribed
capital
Capital
reserve
Accumulat-
ed Group
equity from
Earnings
Parent company
Parent company
Minority interest
Group equity
Comprehensive other
Group income
Comprehensive other
Group income
Total
Minority
interest
Comprehensive other
Group income
Total
Adjustments
from currency
translation
of equity-
accounted
financial
assets
Reserve for
available-
for-sale
financial
assets
Adjustments
from currency
translation
07/01/2014
Dividends paid
Net income for the year
Other comprehensive income
after tax
Total consolidated gains
(losses)
Change in shares of
minority interests
06/30/2015
Dividends paid
Net income for the year
Other comprehensive income
after tax
Total consolidated gains
(losses)
Change in shares of
minority interests
06/30/2016
19,800
5,530
662,031
–19,800
82,712
–22,230
–11,293
69
594
629,706
9,088
–1,021
–4
8,063
0
25,463
21,223
82,712
25,463
21,223
–160
–160
–8,956
–8,956
19,800
5,530
724,943
3,233
9,930
–91
–33,751
1,456
731,050
10,424
–1,878
0
862
862
–19,800
85,261
0
–17,395
85,261
–17,395
–469
–469
333
333
–17,049
–17,049
19,800
5,530
794,000
–14,162
9,461
242
–50,800
1,456
765,527
3,596
Revaluation
of defined
benefit
plans
–24,795
Other
trans-
actions
Adjustments
from currency
translation
Revaluation
of defined
benefit
plans
Other
trans-
actions
0
1,336
–19,800
82,712
37,570
120,282
1,336
–857
–857
–329
16
–19,800
85,261
–34,580
–1,348
50,681
16
–1,348
3,596
–6,728
3,383
3,132
–94
0
0
0
0
0
0
0
0
0
0
0
1,336
–869
467
–862
7,668
–329
16
–1,327
–1,311
–3,596
2,432
–12
–12
–862
–878
21
21
0
–857
637,769
–19,800
84,048
36,701
120,749
0
738,718
–20,129
85,277
–35,907
49,370
0
767,959
76 Annual Financial Statements | Statement of Changes in Equity
Annual Report 2015/2016 | KWS Group
Adjustments
from currency
translation
of equity-
accounted
financial
assets
–11,293
Reserve for
available-
for-sale
financial
assets
69
Adjustments
from currency
translation
–22,230
Statement of Changes in Equity
July 1 to June 30
in € thousand
Subscribed
capital
Capital
reserve
Accumulat-
ed Group
equity from
Earnings
07/01/2014
Dividends paid
Net income for the year
Other comprehensive income
after tax
(losses)
Total consolidated gains
Change in shares of
minority interests
06/30/2015
Dividends paid
Net income for the year
Other comprehensive income
after tax
(losses)
Total consolidated gains
Change in shares of
minority interests
06/30/2016
662,031
–19,800
82,712
0
0
–19,800
85,261
3,596
Parent company
Parent company
Minority interest
Group equity
Comprehensive other
Group income
Comprehensive other
Group income
Total
Minority
interest
Comprehensive other
Group income
Total
Revaluation
of defined
benefit
plans
Other
trans-
actions
Adjustments
from currency
translation
Revaluation
of defined
benefit
plans
Other
trans-
actions
19,800
5,530
–24,795
594
629,706
9,088
–1,021
25,463
21,223
82,712
25,463
21,223
–160
–160
–8,956
–8,956
0
0
0
1,336
–19,800
82,712
37,570
120,282
1,336
–857
–857
19,800
5,530
724,943
3,233
9,930
–91
–33,751
1,456
731,050
10,424
–1,878
862
862
0
–17,395
85,261
–17,395
–469
–469
333
333
–17,049
–17,049
0
0
0
19,800
5,530
794,000
–14,162
9,461
242
–50,800
1,456
765,527
–329
16
–19,800
85,261
–34,580
–1,348
50,681
16
–1,348
3,596
–6,728
3,383
3,132
–94
0
0
0
0
0
–4
8,063
0
1,336
–869
467
–862
7,668
–329
16
–1,327
–1,311
–3,596
2,432
–12
–12
–862
–878
21
21
0
–857
637,769
–19,800
84,048
36,701
120,749
0
738,718
–20,129
85,277
–35,907
49,370
0
767,959
Statement of Changes in Equity | Annual Financial Statements
77
KWS Group | Annual Report 2015/2016
Cash Flow Statement
July 1 to June 30
in € thousand
Net income for the year
Depreciation/reversal of impairment losses (–) on property,
plant and equipment
Increase/decrease (–) in long-term provisions
Other noncash expenses/income (–)
Cash earnings
Increase/decrease (–) in short-term provisions
Net gain (–)/loss from the disposal of assets
Increase (–)/decrease in inventories, trade receivables and other assets
not attributable to investing or financing activities
Increase/decrease (–) in trade payables and other liabilities not
attributable to investing or financing activities
Proceeds and payments (+) from/for equity-accounted companies
Net cash from operating activities
Proceeds from disposals of property, plant and equipment
Payments (–) for capital expenditure on property, plant and equipment
Proceeds from disposals of intangible assets
Payments (–) for capital expenditure on intangible assets
Proceeds from disposals of financial assets
Payments (–) for capital expenditure on financial assets
Receipts from the disposal of consolidated subsidiaries and other
business units
Payments (–) for purchase of shares in consolidated subsidiaries and
other business units
Net cash from investing activities
Dividend payments (–) to owners and minority shareholders
Cash proceeds from long-term borrowings
Cash repayments of long-term borrowings
Changes from proceeds (+)/repayments (–) of short-term borrowings
Net cash from financing activities
Net cash changes in cash and cash equivalents
Changes in cash and cash equivalents due to exchange rate,
consolidated group and measurement changes
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
Note no.
2015/2016
2014/2015
85,277
84,048
48,187
1,184
–27,351
107,297
–551
849
45,911
–1,192
– 36,704
92,063
14,027
–160
–26,973
– 72,809
19,560
25,682
125,864
1,101
–67,745
87
–29,699
348
–266
4,000
0
–92,174
–47,215
144,758
–71,066
–5,092
21,385
55,075
644
108,184
163,903
2,841
12,157
48,119
1,741
– 82,108
107
– 4,468
229
– 7,535
0
–31,727
–123,761
–19,800
103,678
– 30,907
– 4,573
48,398
– 27,244
13,164
122,264
108,184
(1)
(2)
(3)
(4)
78 Annual Financial Statements | Cash Flow Statement
Annual Report 2015/2016 | KWS Group
Notes for the KWS Group 2015/2016
The KWS Group is a consolidated group as defined by the
off against each other, provided the requirements defined
relevant accounting regulations. The consolidated financial
in IAS 12 have been met. The previous year’s figures have
statements of the KWS Group as of June 30, 2016, have
been adjusted to enable better comparison.
been prepared by KWS SAAT SE in accordance with the
International Financial Reporting Standards (IFRS) pub-
Unless otherwise stated, all the figures in the Notes are
lished by the International Accounting Standards Board
in thousands of euros (€ thousand) and have been rounded
(IASB), London, taking into account the interpretations of the
in accordance with standard commercial practice.
International Financial Reporting Interpretations Committee
(IFRIC) and in addition the commercial law regulations to be
In addition, the following standards had to be applied for
applied pursuant to Section 315 a (1) HGB (German Com-
the first time in fiscal year 2015/2016: Amendments to IAS
mercial Code).
19 (2011) – Employee Benefits: Em ployee Contributions;
Annual Improvements to the International Financial Report-
KWS SAAT SE is an international company based in
ing Standards (2010 – 2012 cycle); Annual Improvements to
Germany and has its headquarters at Grimsehlstrasse 31,
the International Financial Reporting Standards (2011 – 2013
37574 Einbeck, Germany.
cycle). The new standards and interpretations to be applied
did not result in any significant impact.
The statements were prepared under the assumption
that the operations of the company will be continued. The
The following standards and interpretations, or revisions of
accounting and measurement methods have generally
standards or interpretations, were not applied in the year
been retained without change, except for the recognition of
under review, as they have not yet been adopted by the
deferred tax assets and deferred tax liabilities, which – as
EU or application of them for fiscal 2015/2016 was not yet
is customary internationally – are shown after being netted
mandatory:
To be applied in the future
Financial reporting standards and interpretations
Mandatory first-time application
Amendments to IFRS 11 – Joint Arrangements: Accounting for Acquisitions
of Interests in Joint Operations
Fiscal 2016/2017
Amendments to IAS 16 and IAS 38 – Property, Plant and Equipment and Intangible
Assets: Clarification of Acceptable Methods of Depreciation and Amortization
Fiscal 2016/2017
Amendments to IAS 16 and IAS 41 – Property, Plant and
Equipment and Agriculture: Bearer Plants
Amendments to IAS 27 – Separate Financial Statements:
Equity Method in Separate Financial Statements
Annual Improvements to the International Financial Reporting Standards
(2012–2014 cycle)
Fiscal 2016/2017
Fiscal 2016/2017
Fiscal 2016/2017
Amendments to IAS 1 – Presentation of Financial Statements: Disclosure Initiative
Fiscal 2016/2017
Amendments to IFRS 10, IFRS 12 and IAS 28 – Investment Entities:
Applying the Consolidation Exception
At the earliest in fiscal year 2016/2017
Amendments to IAS 12 – Recognition of Deferred Tax Assets for Unrealized Losses At the earliest in fiscal year 2017/2018
Amendments to IAS 7 – Statement of Cash Flows: Disclosure Initiative
At the earliest in fiscal year 2017/2018
Amendments to IFRS 2 – Classification and Measurement of Share-based
Payment Transactions
At the earliest in fiscal year 2018/2019
IFRS 15 – Revenue from Contracts with Customers
IFRS 9 – Financial Instruments
IFRS 16 – Leases
At the earliest in fiscal year 2018/2019
At the earliest in fiscal year 2018/2019
At the earliest in fiscal year 2019/2020
The impact of the standards and interpretations on the
any significant effects on the consolidated financial state-
consolidated financial statements of the KWS Group are
ments from application of new or amended standards, with
currently being examined and determined. On the basis of
the exception of application of IFRS 16 – Leases.
the results of this examination to date, KWS does not expect
Notes for the KWS Group 2015/2016 | Annual Financial Statements
79
KWS Group | Annual Report 2015/20161. General Disclosures
Companies consolidated in the KWS Group
According to IAS 36, goodwill is not amortized, but test-
The consolidated financial statements of the KWS Group in-
ed for impairment at least once a year (impairment-only
clude the single-entity financial statements of KWS SAAT SE
approach). Investments in unconsolidated companies are
and its subsidiaries in Germany and other countries, as
carried at cost.
well as joint ventures and associated companies, which are
carried using the equity method, and a joint operation. A
Joint ventures are consolidated using the equity method in
company is a subsidiary if KWS SAAT SE has existing rights
application of IFRS 11 and IAS 28. The basis for a joint ven-
that give it the current ability to control its relevant activi-
ture is a contractual agreement with a third party to manage
ties. Relevant activities are the activities that significantly
a joint venture together. In the case of joint ventures, the
affect the company’s returns. Control therefore only exists
parties who exercise joint management have rights to the
if KWS SAAT SE has the ability to use its power to affect
net assets of the agreement.
the amount of the variable returns. Control can usually be
derived from holding a majority of the voting rights direct-
In the case of joint ventures measured in accordance with
ly or indirectly. Subsidiaries and joint ventures that are
the equity method, the carrying amount is increased or re-
considered immaterial for the presentation and evaluation
duced annually by the equity capital changes corresponding
of the financial position and performance of the Group are
to the KWS Group’s share. In the case of first-time consol-
not included. Details on the changes in the consolidated
idation of equity investments using the equity method, dif-
group are provided in Section 2. “Disclosures on the annual
ferences from first-time consolidation are treated in accor-
financial statements – Consolidated group and changes in
dance with the principles of full consolidation. The changes
the consolidated group.”
Consolidation methods
in the proportionate equity that are recognized in profit or
loss are included, along with impairment of goodwill, under
the item “Income from equity-accounted financial assets” in
The single-entity financial statements of the individual sub-
the net financial income/expenses.
sidiaries included in the consolidated financial statements
and the single-entity financial statements of the joint ven-
Associated companies in which a stake between 20% and
tures and associated companies included using the equity
50% is held are likewise measured using the equity method.
method and of the joint operation were uniformly prepared
on the basis of the accounting and measurement methods
Subsidiaries are always consolidated if such recognition is
applied at KWS SAAT SE; they were audited by indepen-
considered material for the fair presentation of the financial
dent auditors. For fully or proportionately consolidated
position and results of operations of the KWS Group. As
units acquired before July 1, 2003, the Group exercised
part of the elimination of intra-Group balances, borrowings,
the option allowed by IFRS 1 to maintain the consolidation
receivables, liabilities and provisions are netted between the
procedures chosen to date. The goodwill reported in the
consolidated companies. Intercompany profits not realized
HGB financial statements as of June 30, 2003, was therefore
at Group level are eliminated from intra-Group transactions.
transferred unchanged at its carrying amount to the opening
Sales, income and expenses are netted between consoli-
IFRS balance sheet. For acquisitions made after June 30,
dated companies, and intra-Group distributions of profit are
2003, capital consolidation follows the purchase method by
eliminated.
allocating the cost of acquisition to the Group’s interest in
the subsidiary’s remeasured equity at the time of acquisi-
Deferred taxes on consolidation transactions recognized
tion. Any excess of interest in equity over cost is recognized
in income are calculated at the tax rate applicable to the
as an asset, up to the amount by which fair value exceeds
company concerned. These deferred taxes are aggregated
the carrying amount. Any goodwill remaining after first-time
with the deferred taxes recognized in the separate financial
consolidation is recognized under intangible assets.
statements.
80 Annual Financial Statements | Notes for the KWS Group 2015/2016 | 1. General Disclosures
Annual Report 2015/2016 | KWS GroupMinority interests are recognized in the amount of the imput-
currency method and rounded in accordance with standard
ed percentage of equity in the consolidated companies.
commercial practice as follows:
Currency translation
■■ Income statement items at the average exchange rate for
Under IAS 21, the financial statements of the consolidated
the year;
foreign group companies that conduct their business as
■■ Balance sheet items at the exchange rate on the balance
financially, economically and organizationally indepen-
sheet date.
dent entities are translated into euros using the functional
Exchange rates for main currencies
1 EUR/
ARS
BRL
GBP
RUB
UAH
USD
Argentina
Brazil
UK
Russia
Ukraine
USA
The following exchange rates were applied in the consoli-
dated financial statements for the main foreign currencies
relative to the euro:
Rate on balance sheet date
Average rate
06/30/2016
06/30/2015
2015/2016
2014/2015
16.67190
10.16290
13.58600
10.27994
3.61730
0.82615
71.21020
27.56354
1.11430
3.49470
0.71153
61.52060
23.54140
1.11840
4.11588
0.75290
74.54532
26.60710
1.10631
3.20855
0.75716
59.64182
20.80004
1.19175
The difference resulting from the application of annual
All estimates and assessments as part of accounting and
average rates to the net profit for the period in the income
measurement are continually reviewed; they are based on
statement is taken directly to equity. According to IAS 21,
historical patterns and expectations about the future regard-
exchange differences resulting from loans to foreign subsid-
ed as reasonable in the particular circumstances.
iaries are reported in Other comprehensive income and are
not recognized in profit or loss.
Recognition of income and expenses
Net sales include sales of products and services, less
Classification of the statement of
revenue reductions. Net sales from the sale of products are
comprehensive income
realized at the time at which the opportunities and risks pass
The costs for the functions include all directly attributable
to the buyer. Net sales from service transactions are recog-
costs, including other taxes. Research and development
nized at the time at which the outcome of the transaction can
expenses are reported separately for reasons of transparen-
be reliably estimated in accordance with the percentage of
cy. Performance-based government grants are not deduct-
completion. Other income, such as interest, royalties and divi-
ed from the costs to which they relate, but reported gross
dends, is recognized in the period it accrues as soon as there
under other operating income.
is a contractual or legal entitlement to it.
Accounting policies
Performance-based public grants are carried under the other
Consistency of accounting policies
The accounting policies are unchanged from the previous
Operating expenses are recognized in the income statement
year.
upon the service in question being used or as of the date on
operating income as part of profit/loss.
which they occur.
1. General Disclosures | Notes for the KWS Group 2015/2016 | Annual Financial Statements
81
KWS Group | Annual Report 2015/2016Intangible assets
impairment loss on property, plant and equipment no
Purchased intangible assets are carried at cost less
longer applies, its value is increased to up to the amount
straight-line amortization and impairment losses. It is neces-
that would have resulted if the impairment loss had not oc-
sary to examine whether the useful life of intangible assets
curred, taking depreciation into account. In accordance with
is finite or indefinite. Goodwill has an indefinite useful life.
IAS 20, government grants are deducted from the costs of
Goodwill and intangible assets with an indefinite useful life
the asset. Any deferred income is not recognized.
are not amortized, but tested for impairment at least once a
year. The procedure for the impairment test is explained in
Financial instruments
the notes to the balance sheet. Intangible assets acquired
Financial instruments are, in particular, financial assets and
as part of business combinations are carried separately
financial liabilities. The financial assets consist primarily of
from goodwill if they are separable according to the defini-
bank balances and cash on hand, trade receivables, other
tion in IAS 38 or result from a contractual or legal right.
receivables, other financial assets and securities. The credit
The service life of intangible assets is as follows:
ognized in the balance sheet is net of allowances for receiv-
risk mainly comprises trade receivables. The amount rec-
Useful life of intangible assets
Breeding material, proprietary rights
to varieties and trademarks
Other rights
Software
Distribution rights
Trait licensing agreements
Property, plant and equipment
Useful life
10 years
5 – 10 years
3 – 8 years
5 – 20 years
15 years
ables expected to be uncollectible, estimated on the basis
of historical patterns and the current economic environment.
The credit risk on cash and derivative financial instruments is
limited because they are kept with banks that have been giv-
en a good credit rating by international rating agencies. There
is no significant concentration of credit risks, because the
risks are spread over a large number of contract partners and
customers. The entire credit risk is limited to the respective
carrying amount. Comments on the risk management system
can be found in the Management Report.
Property, plant and equipment is measured at cost less
Available-for-sale financial assets are carried at fair value if
straight-line depreciation and impairment losses. In addition
that can be reliably measured. Unrealized gains and loss-
to directly attributable costs, the cost of self-produced plant
es, including deferred taxes, are recognized directly in the
or equipment also includes a proportion of the overheads
reserve for available-for-sale financial assets under equity.
and depreciation/amortization.
Allowances are recognized immediately through the income
Useful life of property, plant and equipment
Buildings
Operating equipment and other
facilities
Technical equipment and machinery
Laboratory and research facilities
Other equipment, operating and office
equipment
Useful life
10 – 50 years
5 – 25 years
5 –15 years
5 –13 years
3 –15 years
statement. Financial assets belonging to this category of
financial instruments are measured at cost, since there is no
active market. The financial assets include shares in uncon-
solidated subsidiaries and securities classified as noncurrent
assets. They are subsequently measured at amortized cost.
Borrowings are carried at amortized cost.
The carrying amount of receivables, fixed-income securities
and cash is assumed as the fair value due to their short term
and the fixed-interest structure of the investments.
Low-value assets are fully expensed in the year of purchase;
The financial liabilities comprise, in particular, trade payables,
they are reported as additions and disposals in the year
borrowings and other liabilities.
of purchase in the statement of changes in fixed assets.
Impairment losses on property, plant and equipment are
The fair value of financial liabilities with a long-term fixed
recognized according to IAS 36 whenever the recover-
interest rate is determined as present values of the payments
able amount of the asset is less than its carrying amount.
related to the liabilities, using a yield curve applicable on the
The recoverable amount is the higher of the fair value less
balance sheet date.
costs to sell or the value in use. If the reason for an earlier
82 Annual Financial Statements | Notes for the KWS Group 2015/2016 | 1. General Disclosures
Annual Report 2015/2016 | KWS GroupDerivative instruments are measured at fair value in accor-
designated hedging instruments in accordance with IAS 39.
dance with IAS 39; they can be assets or liabilities. Common
They are measured at fair value. Changes in value are rec-
derivative financial instruments are essentially used to hedge
ognized in income. Securities are derecognized after being
interest rate and foreign currency risks. The fair value of the
sold on the settlement date.
derivative financial instruments is measured on the basis of
■■ Available-for-sale financial assets
the market information available on the balance sheet date
This category covers all financial assets that have not been
and using recognized mathematical models, such as present
assigned to one of the above categories. In principle, se-
value or Black-Scholes, to calculate option values, taking
curities are classed as available for sale, unless a different
their volatility, remaining maturity and capital market interest
classification is required due to the fact that they have an
rates into account. The instruments must also be classified in
explicit purpose. Equity instruments, such as shares in
a level of the fair value hierarchy.
(unconsolidated) affiliated companies, which are measured
at amortized cost, and shares held in listed companies, are
Financial instruments in level 1 are measured using quoted
also included in this category. In principle, financial instru-
prices in active markets for identical assets or liabilities. In
ments in this category are measured at their fair value in
level 2, they are measured by directly observable market
subsequent recognition. The changes to their fair value in
inputs or derived indirectly on the basis of prices for similar
subsequent recognition are recognized as unrealized gains
instruments. Finally, input factors not based on observable
and losses directly in equity in the reserve for available-for-
market data are used to calculate the value of level 3 financial
sale financial assets. The realized gains or losses are not
instruments.
recognized as profit or loss until they are disposed of. If
there is objective evidence of permanent impairment on the
Subsequent measurement of the financial instruments de-
balance sheet date, the instruments are written down to the
pends on their classification in one of the following categories
lower value. Any subsequent decreases in the impairment
defined in IAS 39:
loss are recognized directly in equity.
■■ Financial liabilities measured at amortized cost
■■ Loans and receivables
All financial liabilities, with the exception of derivative finan-
This category mainly comprises trade receivables, other
cial instruments, are measured at amortized cost using the
receivables, loans and cash, including fixed-income short-
effective interest method. The liabilities are derecognized at
term securities. Loans are measured at cost. Loans that
the time they are settled or when the reason why they were
carry no interest or only low interest are measured at their
formed no longer exists.
present value. Discernible risks are taken into account by
■■ Financial liabilities at fair value
recognition of an impairment loss. After their initial recog-
This category covers derivative financial instruments that
nition, the other financial assets in this category are mea-
have a negative market value and are categorized in prin-
sured at amortized cost using the effective interest method,
ciple as held for trading. They are measured at fair value.
minus impairments. Receivables that carry no interest
Changes in value are recognized in income. Derivatives that
or only low interest and with a term of more than twelve
are designated hedging instruments in accordance with
months are discounted. Necessary value impairments are
IAS 39 are excluded from this provision.
based on the expected credit risk and are carried in sepa-
rate impairment accounts. Receivables are derecognized
Securities are generally classified as available for sale, which
if they are settled or uncollectible. Other financial assets
is why changes in their fair values that require reporting are
are derecognized at the time they are disposed of or if they
taken directly to equity. If securities are carried at their fair
have no value.
value and have to be recognized in income, changes to the
■■ Financial assets at fair value
fair values are directly included in the net income for the
Held-for-trading securities acquired with the intention of
period.
being sold in the short term are assigned to this category.
Derivate financial instruments with a positive market value
are also categorized as held for trading, unless they are
1. General Disclosures | Notes for the KWS Group 2015/2016 | Annual Financial Statements
83
KWS Group | Annual Report 2015/2016
Derivatives
The provisions for semi-retirement include obligations from
The derivatives do not meet the requirements of IAS 39 to be
concluded semi-retirement agreements. Payment arrears and
designated as a hedging instrument. They are measured at
top-up amounts for semi-retirement pay and for the contribu-
their fair value. The changes in their market value are recog-
tions to the statutory pension insurance program are recog-
nized in the income statement. Derivatives are derecognized
nized in measuring them.
on their day of settlement.
Other provisions
Inventories and biological assets
Provisions are set up if current obligations have accrued from
Inventories are measured at the lower of cost or net realiz-
past events and it is likely that they will be utilized. In addition,
able value less an allowance for obsolescent or slow-moving
it must be possible to estimate the amount of the anticipated
items. In addition to directly attributable costs, the cost of
obligation reliably.
sales also includes indirect labor and materials including
depreciation under IAS 2. Under IAS 41, biological assets
Provisions are measured at their expected amount or most
are measured at fair value less the estimated costs to sell.
likely amount, depending on whether they comprise a large
Immature biological assets are carried as inventories as of the
number of items or constitute a single obligation. Provisions
time they are harvested. The measurement procedure used is
are reviewed regularly and adjusted to reflect new findings or
based on standard industry value tables.
changes in circumstances. Long-term provisions are dis-
Deferred taxes
counted taking into account future cost increases and using
capital market interest rates for matching maturities, insofar
Deferred taxes are calculated in accordance with IAS 12.
as the interest effect is material.
Deferred taxes are calculated on differences between the
carrying amounts of assets and liabilities in the consolidated
Contingent liabilities
balance sheet and their tax base, and on carried-forward tax
The contingent liabilities result from debt obligations where
losses. Deferred tax assets are netted off against deferred tax
outflow of the resource is not probable or the level of the ob-
liabilities, provided they relate to the same tax creditor and
ligation cannot be estimated with sufficient reliability, or from
have the same due date. Deferred tax assets are recognized
obligations for loan amounts drawn down by third parties as
if it can be assumed that they will be used in future. Deferred
of the balance sheet date.
tax liabilities must be set up for all taxable temporary differ-
ences. All deferred taxes must be assessed individually at
Borrowing costs
each balance sheet date. Under IAS 12, deferred taxes are
In accordance with IAS 23, borrowing costs are capitalized if
calculated on the basis of the applicable local income tax an-
they can be classified as qualifying assets.
ticipated at the time of reversal. No discounting is carried out.
Discretionary decisions and estimates
Provisions for income taxes
The measurement approaches and amounts to be carried in
The provisions for income taxes comprise obligations from
these IFRS financial statements are partly based on estimates
current income taxes. They are measured on the basis of a
and specifically defined specifications. This relates in partic-
best-possible assessment of the future amount to be paid.
ular to:
Deferred taxes are carried in a separate balance sheet item.
■■ Determination of the useful life of the depreciable asset
Provisions for pensions and other employee benefits
■■ Definition of measurement assumptions and future results
The provisions for pensions and other employee benefits are
in connection with impairment tests, above all for capital-
calculated using actuarial principles in accordance with the
ized goodwill
projected unit credit method. Actuarial gains and losses re-
■■ Determination of the net selling price for inventories
sulting from revaluation of the net liability must be recognized
■■ Definition of the parameters required for measuring pen-
directly in equity in Other comprehensive income. If there are
sion provisions
planned assets, they are netted off against the associated
■■ Selection of parameters for the model-based measurement
obligations.
of derivatives
84 Annual Financial Statements | Notes for the KWS Group 2015/2016 | 1. General Disclosures
Annual Report 2015/2016 | KWS Group■■ Determination whether tax losses carried forward can be
Despite careful estimates, the actual development may devi-
used
ate from the assumptions.
■■ Determination of the fair value of intangible assets, tan-
gible assets and liabilities acquired as part of a business
The Executive Board of KWS SAAT SE prepared the con-
combination and determination of the service lives of the
solidated financial statements on September 27, 2016, and
purchased intangible assets and tangible assets
released them for distribution to the Supervisory Board. The
■■ Measurement of other provisions
Supervisory Board has the task of examining the consolidat-
ed financial statements and declaring whether it approves
them.
2. Disclosures on the Annual Financial Statements
Number of companies including KWS SAAT SE
Fully consolidated
Equity method
Joint operation
Total
Domestic
Foreign
Total
Domestic
Foreign
Total
06/30/2016
06/30/2015
13
0
0
13
46
3
1
50
59
3
1
63
13
0
0
13
49
4
0
53
62
4
0
66
Consolidated group and changes in
Assets of KWS POTATO B.V. – mainly varieties, rights
the consolidated group
and the customer base – with a total carrying amount of
KWS MAIS GMBH was merged with KWS SAAT SE effec-
€3,881 thousand were sold as part of an asset deal in
tive July 1, 2015. In addition, KWS SERVICOS E PARTICI-
June 2016. The breeding station and its land are still owned
PACOES SOUTH AMERICA LTDA. acquired the remaining
by the company, whose purpose is to provide breeding ser-
shares in RIBER KWS SEMENTES S.A. in December 2015.
vices. Its distribution activities have been discontinued.
On January 25, 2016, SOCIETE DE MARTINVAL S.A.S.,
A total of 59 (62) companies were fully consolidated in the
LABOGERM S.A.R.L. and MOMONT HENNETTE S.A.
consolidated financial statements at June 30, 2016. Three
merged and the resultant company was renamed KWS
(four) joint ventures and associated companies were mea-
MOMONT S.A.S. S.A.R.L. ADRIEN MOMONT ET FILS was
sured using the equity method. One (zero) joint operation
also renamed KWS MOMONT RECHERCHE S.A.R.L. on the
has been included proportionately. This is GENECTIVE S.A.
same date.
KANT-HARTWIG & VOGEL GMBH was included in the con-
solidated companies for the first time effective April 1, 2016.
Our second sugarbeet company in the U.S. was merged
with BETASEED INC. effective April 21, 2016.
2. Disclosures on the Annual Financial Statements | Notes for the KWS Group 2015/2016 | Annual Financial Statements
85
KWS Group | Annual Report 2015/2016List of shareholdings in accordance with Section 313 HGB (German Commercial Code)
Fully consolidated subsidiaries1
Sugarbeet
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
93%
100%
BETASEED INC.2
Bloomington, MN, U.S.
KWS FRANCE S.A.R.L.
Roye, France
DELITZSCH
PFLANZENZUCHT GMBH9
Einbeck, Germany
O.O.O. KWS RUS11
Lipetsk, Russia
O.O.O. KWS R&D RUS10
Lipetsk, Russia
KWS ITALIA S.P.A.
Forli, Italy
KWS POLSKA SP.Z O.O.
Poznan, Poland
KWS SCANDINAVIA A/S9
Guldborgsund, Denmark
KWS SEMILLAS IBERICA S.L.9
Zaratán, Spain
SEMILLAS KWS CHILE LTDA.
Rancagua, Chile
KWS SRBIJA D.O.O.
New Belgrade, Serbia
KWS SUISSE SA
Basle, Switzerland
BETASEED FRANCE S.A.R.L.17
Bethune, France
KWS UKRAINE T.O.V.11
Kiev, Ukraine
KWS TÜRK TARIM TICARET
A.S.8
Eskisehir, Turkey
BETASEED GMBH
Frankfurt, Germany
KWS POTATO B.V.16
Emmeloord, Netherlands
DYNAGRI S.A.R.L.15
Casablanca, Morocco
KWS Podillya T.O.V. 21
Kiev, Ukraine
Corn
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
99%
51%
100%
100%
100%
100%
KWS BENELUX B.V.
Amsterdam, Netherlands
KWS SEMENA S.R.O.
Bratislava, Slovakia
KWS MAIS FRANCE S.A.R.L.
Champol, France
KWS AUSTRIA SAAT GMBH
Vienna, Austria
KWS SJEME D.O.O.
Pozega, Croatia
KWS OSIVA S.R.O.
Velke Mezirici, Czech Republic
KWS BULGARIA E.O.O.D.
Sofia, Bulgaria
Formerly: KWS Semena
Bulgaria E.O.O.D.
AGROMAIS GMBH
Everswinkel, Germany
KWS MAGYARORSZÁG KFT.
Györ, Hungary
KWS SEMINTE S.R.L.12
Bucharest, Romania
KWS ARGENTINA S.A.
Balcarce, Argentina
RAZES HYBRIDES S.A.R.L.3
Alzonne, France
KWS MELHORAMENTO E
SEMENTES LTDA.19
Curitiba, Brazil
RIBER KWS SEMENTES S.A.20
Patos de Minas, Brazil
KWS PERU S.A.C.7
Lima, Peru
KWS R&D China LTD.14
Hefei, China
Cereals
Corporate
100 % KWS LOCHOW GMBH
Bergen, Germany
100 % KWS UK LTD.6
Thriplow, UK
100 % KWS LOCHOW
POLSKA SP.Z O.O.6
Kondratowice, Poland
100 % KWS MOMONT S.A.S.6
Mons-en-Pévèle, France
KWS MOMONT RECHER-
CHE S.A.R.L.13
Mons-en-Pévèle, France
100 %
100% KWS LANDWIRTSCHAFT
GMBH *
Einbeck, Germany
100% KWS INTERSAAT GMBH
Einbeck, Germany
100% KWS SEEDS INC.8
Bloomington, MN, U.S.
100% GLH SEEDS INC.2
Bloomington, MN, U.S.
100%
100% KWS SAATFINANZ GMBH
Einbeck, Germany
RAGIS KARTOFFELZUCHT-
UND HANDELS-
GESELLSCHAFT MBH
Einbeck, Germany
100% KWS KLOSTERGUT
WIEBRECHTSHAUSEN
GMBH
Northeim-Wiebrechtshausen,
Germany
100% EURO-HYBRID
100%
GESELLSCHAFT FÜR
GETREIDEZÜCHTUNG MBH
Einbeck, Germany
KWS SERVICOS E
PARTICIPACOES
SOUTH AMERICA LTDA.18
São Paulo, Brazil
100% KWS GATEWAY RESEARCH
100%
CENTER LLC.2
St. Louis, MO, U.S.
KWS SERVICES
DEUTSCHLAND GMBH
Einbeck, Germany
100% KWS SERVICES EAST
GMBH
Vienna, Austria
100% KWS SERVICES WEST S.L.U.
Barcelona, Spain
100% KWS SERVICES NORTH
AMERICA LLC.
Bloomington, MN, U.S.
100% BEIJING KWS AGRICULTURE
TECHNOLOGY CO., LTD.14
Beijing, China
100% KWS CEREALS USA LLC.2
Champagne, IL, U.S.
100% KWS SERVICES NORTH B.V.
100%
Rotterdam, Netherlands
KANT-HARTWIG & VOGEL
GMBH
Einbeck, Germany
Equity-accounted joint ventures1
Equity-accounted
associated companies1
Joint operation
(proportionately consolidated)1
Corn
Corn
Corn
50%
AGRELIANT GENETICS LLC. 5
49%
KENFENG – KWS SEEDS CO., LTD.
Westfield, IN, U.S.
50% AGRELIANT GENETICS INC.
Chatham, Ontario, Canada
Beijing, China
50% GENECTIVE S. A.
Chappes, France
86 Annual Financial Statements | Notes for the KWS Group 2015/2016 | 2. Disclosures on the Annual Financial Statements
Annual Report 2015/2016 | KWS Group
Unconsolidated subsidiaries1
Sugarbeet
67%
VAN RIJN BALCAN S.R.L.15
Vulcan, Romania
Cereals
74%
LOCHOW-PETKUS BELGIUM
N.V.6
Linter, Belgium
Corn
100%
100%
100%
50%
50%
50%
50%
50%
KWS SEEDS THAILAND CO.,
LTD.14
Chiang Mai, Thailand
KWS R&D PRIVATE LIMITED11
Hyderabad, India
KWS PARAGUAY S.R.L.22
Asuncion, Paraguay
GENECTIVE CANADA INC.4
Montreal, Canada
GENECTIVE TAIWAN LTD.4
Taipei City, Taiwan
GENECTIVE USA CORP.4
Weldon, U.S.
GENECTIVE JAPAN K.K.4
Chiba, Japan
GENECTIVE KOREA4
Sangdaewon-dong, Korea
* Profit and loss transfer agreement
1 The percentages shown for each company relate to the share in that company held within the KWS Group
2 Subsidiary of KWS SEEDS INC.
3 Subsidiary of KWS FRANCE S.A.R.L.
4 Subsidiary of GENECTIVE S.A.
5 Investee of GLH SEEDS INC.
6 Subsidiary of KWS LOCHOW GMBH
7 Subsidiary of KWS CHILE LTDA. and KWS SERVICOS E PARTICIPACOES SOUTH AMERICA LTDA.
8 Subsidiary of KWS INTERSAAT GMBH and KWS SAAT SE
9 Subsidiary of KWS INTERSAAT GMBH
10 Subsidiary of O.O.O. KWS RUS
11 Subsidiary of EURO-HYBRID GMBH and KWS SAATFINANZ GMBH
12 Subsidiary of KWS SAAT SE and KWS SAATFINANZ GMBH
13 Subsidiary of KWS MOMONT S.A.S.
14 Subsidiary of EURO-HYBRID GMBH
15 Subsidiary of KWS POTATO B.V.
16 Subsidiary of RAGIS GMBH
17 Subsidiary of BETASEED GMBH
18 Subsidiary of KWS INTERSAAT GMBH and KWS SAATFINANZ GMBH
19 Subsidiary of KWS SERVICOS E PARTICIPACOES SOUTH AMERICA LTDA. and KWS INTERSAAT GMBH
20 Subsidiary of KWS SERVICOS E PARTICIPACOES SOUTH AMERICA LTDA.
21 Subsidiary of KWS UKRAINE T.O.V.
22 Subsidiary of KWS SERVICOS E PARTICIPACOES SOUTH AMERICA LTDA. and KWS MELHORAMENTO E SEMENTES LTDA.
Status: June 30, 2016
2. Disclosures on the Annual Financial Statements | Notes for the KWS Group 2015/2016 | Annual Financial Statements
87
KWS Group | Annual Report 2015/20163. Segment Reporting for the KWS Group
In accordance with its internal reporting system, the KWS
Cereals
Group is primarily organized according to the following
The lead company of this segment, which essentially con-
business segments:
■■ Corn
■■ Sugarbeet
■■ Cereals
■■ Corporate
cerns the production and distribution of hybrid rye, wheat
and barley, as well as oil and field seed, is KWS LOCHOW
GMBH with its four (six) foreign subsidiaries in France, the
UK and Poland.
Corporate
Apart from revenue from our farms and services for third
Considered a core competency for the KWS Group’s entire
parties, net sales from strategic projects are reported in this
product range, plant breeding, including the related biotech-
segment. The segment also assumes the costs of all central
nology research, is essentially concentrated at the parent
holding functions and expenses for long-term research proj-
company KWS SAAT SE in Einbeck. The breeding material,
ects that have not yet reached market maturity.
including the relevant information and expertise about how
to use it, is owned by KWS SAAT SE with respect to sugar-
It also includes all management services of KWS SAAT SE,
beet and corn and by KWS LOCHOW GMBH with respect
such as the holding company and administrative functions,
to cereals. Product-related R&D costs are carried directly in
which are not directly charged to the product segments or
the product segments Corn, Sugarbeet and Cereals. Cen-
indirectly allocated to them by means of an appropriate cost
trally controlled corporate functions are grouped in the Cor-
formula.
porate Segment. The distribution and production of oil and
field seed are reported in the Cereals and Corn Segments,
Segment information
in keeping with the legal entities currently involved.
The Executive Board as the main decision-making body
Description of segments
Corn
is responsible for allocating resources and assessing the
earnings strength of the business segments. The segments
and regions are defined in compliance with the internal
controlling and reporting systems (management approach).
Following the merger with KWS MAIS GMBH, the produc-
The accounting policies used to determine the information
tion and distribution activities of this segment are managed
for the segments are basically the same as used for the
by KWS SAAT SE. The activities relate to corn for grain and
KWS Group. The only exception relates to consolidation
silage corn, and to oil and field seed, and are conducted by
of the equity-accounted joint ventures that are assigned to
one (one) German company, 15 (15) foreign subsidiaries, two
the Corn Segment, namely AGRELIANT GENETICS LLC.,
(three) joint ventures, one (one) associated company and
AGRELIANT GENETICS INC. and KENFENG – KWS SEEDS
one (zero) joint operation of the KWS Group.
CO., LTD. In accordance with internal controlling practic-
es, they are included proportionately as part of segment
Sugarbeet
reporting.
The results of the multiplication, processing and distribution
activities for sugarbeet seed, as well as our seed potato
The segment net sales, segment income, depreciation and
business, are reported under the Sugarbeet Segment.
amortization, other noncash items, operating assets, oper-
Under the leadership of KWS SAAT SE, 17 (18) foreign
ating liabilities and capital expenditure on noncurrent assets
subsidiaries and two (two) subsidiaries in Germany are
by segment have been determined in accordance with the
active in this segment.
internal operational controlling structure, with the joint ven-
tures and associated company consolidated proportionately
(management approach). In order to permit better compara-
bility, they have been reconciled with the figures in the IFRS
consolidated financial statements.
88 Annual Financial Statements | Notes for the KWS Group 2015/2016 | 3. Segment Reporting for the KWS Group
Annual Report 2015/2016 | KWS GroupSegment sales contains both net sales from third par-
Technology revenues from genetically modified properties
ties (external sales) and net sales between the segments
(“tech fees”) are paid as a per-unit royalty on the basis of
(intersegment sales). The prices for intersegment sales are
the number of units sold, due to their growing competitive
determined on an arm’s-length basis. Uniform royalty rates
importance.
per segment for breeding genetics are used as the basis.
Sales per segment
in € thousand
Corn
Sugarbeet
Cereals
Corporate
Segments acc. to
management approach
Elimination of equity-accounted
financial assets
Segments acc. to consolidated
financial statements
Segment sales
Internal sales
External sales
2015/2016
2014/2015
2015/2016
2014/2015
2015/2016
2014/2015
795,320
439,635
754,458
390,646
119,046
113,207
17,921
18,133
162
88
1,095
13,811
16
99
795,158
439,547
754,442
390,547
1,939
13,981
117,951
111,268
4,110
4,152
1,371,922
1,276,444
15,156
16,035
1,356,766
1,260,409
–319,992
–274,394
1,036,774
986,015
The Corporate Segment generates 77.1% (77.1%) of its sales
The Corn Segment is the largest contributor of external
from the other segments. As in the previous year, the sales
sales, accounting for 58.6% (59.9%) of external sales,
of this segment represent 0.3% of the Group’s external
followed by Sugarbeet with 32.4% (31.0%) and Cereals with
sales.
8.7% (8.8%).
Earnings, depreciation and amortization and other noncash items per segment
in € thousand
Segment earnings
Depreciation and
amortization
Other noncash items
Corn
Sugarbeet
Cereals
Corporate
Segments acc. to management
approach
Elimination of equity-accounted
financial assets
Segments acc. to consolidated
financial statements
2015/2016
2014/2015
2015/2016
2014/2015
2015/2016
2014/2015
63,570
118,571
9,028
84,184
92,998
12,019
–50,102
– 51,186
23,199
14,193
8,192
10,343
19,525
14,974
7,284
9,840
16,080
11,002
5,862
1,555
– 4,517
15,199
4,143
22,150
141,067
138,015
55,927
51,623
34,499
36,975
–28,303
–24,598
–7,740
–5,712
–21,328
8,680
112,764
113,417
48,187
45,911
13,171
45,655
Net financial income/expenses
14,784
16,689
Earnings before taxes
127,548
130,106
0
0
0
0
0
0
0
0
The income statements of the consolidated companies
Depreciation and amortization charges of €55,927
are assigned to the segments by means of profit center
(51,623) thousand allocated to the segments relate ex-
allocation. Operating income, the most important internal
clusively to intangible assets and property, plant and
parameter and an indicator of the earnings strength in the
equipment.
KWS Group, is used as the segment result. The operating
income of each segment is reported as the segment result.
The other noncash items recognized in the income
The segment results are presented on a consolidated basis
statement relate to noncash changes in the allowances on
and include all directly attributable income and expenses.
inventories and receivables, and in provisions.
Items that are not directly attributable are allocated to the
segments on the basis of an appropriate formula.
3. Segment Reporting for the KWS Group | Notes for the KWS Group 2015/2016 | Annual Financial Statements
89
KWS Group | Annual Report 2015/2016Operating assets and operating liabilities per segment
in € thousand
Corn
Sugarbeet
Cereals
Corporate
Segments acc. to management approach
Elimination of equity-accounted financial assets
Segments acc. to consolidated financial statements
Others
Operating assets
Operating liabilities
2015/2016
2014/2015
2015/2016
2014/2015
717,419
262,555
118,283
108,600
644,909
274,238
120,291
102,719
1,206,857
1,142,157
–240,961
–204,640
965,897
470,735
937,517
399,615
163,694
136,624
91,227
25,772
90,508
371,201
–78,981
292,220
376,452
668,672
70,233
23,490
91,213
321,560
–63,698
257,862
340,552
598,414
KWS Group acc. to consolidated financial statements
1,436,631
1,337,132
The operating assets of the segments are composed of in-
Capital expenditure on assets was increased year on year
tangible assets, property, plant and equipment, inventories,
by 20.0% to €159,711 (133,073) thousand. Capital expendi-
biological assets and trade receivables that can be charged
ture in the Corn Segment (€119,072 thousand; previous
directly to the segments or indirectly allocated to them by
year: €44,528 thousand) related mainly to the trait licensing
means of an appropriate formula.
agreement and the production plant in Ukraine. The capital
expenditure in the Sugarbeet Segment totaled €17,199 thou-
The operating liabilities attributable to the segments include
sand following €24,026 thousand in the previous year,
the borrowings reported on the balance sheet, less provi-
that of the Cereals Segment €9,174 thousand following
sions for taxes and the portion of other liabilities that cannot
€44,399 thousand in the previous year, and that of the Cor-
be charged directly to the segments or indirectly allocated
porate Segment €14,266 thousand following €20,120 thou-
to them by means of an appropriate formula.
sand in the previous year.
Investments in long-term assets by segment
in € thousand
Corn
Sugarbeet
Cereals
Corporate
Segments acc. to management approach
Elimination of equity-accounted financial assets
Segments acc. to consolidated financial statements
2015/2016
2014/2015
119,072
17,199
9,174
14,266
159,711
–60,426
99,285
44,528
24,026
44,399
20,120
133,073
– 8,061
125,012
Disclosures by region
The external net sales by sales region are broken down on
The disclosures on the regional composition of net sales,
the basis of the country where the customer is based. No
capital expenditure and operating assets have been made
individual customer accounted for more than 10% of total
in accordance with the accounting policies to be applied to
net sales in the current or past fiscal year.
the consolidated financial statements of the KWS Group,
and thus, without proportionate consolidation of the equity-
accounted financial investments.
90 Annual Financial Statements | Notes for the KWS Group 2015/2016 | 3. Segment Reporting for the KWS Group
Annual Report 2015/2016 | KWS GroupExternal sales by region
in € thousand
Germany
Europe (excluding Germany)
Thereof in France
North and South America
Thereof in Brazil
Thereof in the U.S.
Rest of world
KWS Group
A total of 65.1% (67.5%) of total sales are recorded in Europe
(including Germany).
Investments in long-term assets by region
in € thousand
Germany
Europe (excluding Germany)
Thereof in France
North and South America
Thereof in Brazil
Thereof in the U.S.
Rest of world
KWS Group
2015/2016
2014/2015
223,971
450,817
(107,067)
282,999
(78,557)
(180,288)
78,986
1,036,774
223,885
441,526
(107,263)
254,709
(66,316)
(164,571)
65,895
986,015
2015/2016
2014/2015
48,945
32,220
(10,681)
15,531
(2,441)
(9,745)
2,589
99,285
33,859
64,630
(44,305)
22,834
(2,871)
(17,067)
3,689
125,012
A total of 49.3% (27.1%) of the capital spending was made in
made in North and South America, 32.5% (51.7%) in Europe
Germany. Of the further capital spending, 15.6% (18.2%) was
(ex cluding Germany) and 2.6% (3.0%) in the rest of the world.
Long-term assets by region
in € thousand
Germany
Europe (excluding Germany)
Thereof in France
North and South America
Thereof in Brazil
Thereof in the U.S.
Rest of world
KWS Group
2015/2016
2014/2015
214,217
163,994
(71,889)
234,253
(37,603)
(184,839)
10,976
623,440
185,651
156,084
(67,629)
240,965
(48,073)
(181,296)
10,300
593,000
3. Segment Reporting for the KWS Group | Notes for the KWS Group 2015/2016 | Annual Financial Statements
91
KWS Group | Annual Report 2015/20164. Notes to the Balance Sheet
Statement of changes in fixed assets
in € thousand
Gross book values
Amortization/depreciation
Net book values
Change in
conso
lidated
compa
nies
Cur rency
trans
lation
Additions
of equity
account
ed assets
Addi
tions
Dis
posals
Dis posals
of equity
ac
counted
assets
Trans
fers
06/30/2016
07/01/2015
06/30/2016 06/30/2016
06/30/2015
Cur rency
trans
lation
Planned
additions
Value
impair
ments
Dis
posals
Trans
fers
07/01/2015
Patents, industrial
property rights
and software
Goodwill
110,543
–829
36,975
–7,712
Intangible assets
147,518
–8,541
0
0
0
0
0
0
0
0
0
0
0
29,538
0
29,538
11,507
16,558
10,037
31,645
69,747
44
247
0
0
0
0
0
0
0
0
23,625
5,451
29,076
1,896
6,631
6,268
0
0
0
0
0
0
1,359
4,888
6,247
116,986
28,700
145,686
56,405
5,452
61,857
–23
11,434
2,181
19,538
0
0
0
5,452
–23
11,434
2,181
24,990
129
0
129
50,588
0
50,588
66,398
28,700
95,098
54,138
31,523
85,661
6,495
295,023
80,407
–535
9,365
1,598
1,484
89,122
205,901
203,841
12,277
230,095
120,161
–506
16,097
5,921
742
130,573
99,522
91,049
–792
94,145
58,004
–623
9,110
5,552
–1,714
59,225
34,920
32,485
228
0
–17,295
38,298
2
0
2
38,296
24,481
15,023
0
685
657,561
258,574
–1,664
34,572
13,071
512
278,922
378,639
351,856
26,466
0
25,682
–5,865
155,904
0
378
0
156
2,827
8,393
370
0
296
8,393
147,511
153,018
635
2,192
2,465
99,576
26,466
44,477
25,682
1,223
961,979
329,194
–1,391
46,006
2,181
38,092
641
338,539
623,440
593,000
284,248
–5,331
211,210
–3,319
90,489
679
24,483
–307
610,430
–8,278
161,411
2,835
–470
–32
922,194
–17,321
07/01/2014
06/30/2015
07/01/2014
06/30/2015 06/30/2015 06/30/2014
88,375
–2,819
21,511
4,460
Goodwill
34,365
0
2,610
0
Intangible assets
122,740
–2,819
24,121
4,460
235,426
3,584
6,118
26,163
173,546
1,193
6,017
23,741
81,818
1,441
106
14,002
28,185
589
0
20,283
518,975
6,807
12,241
84,189
0
0
0
0
0
0
0
0
585
0
585
1,744
2,582
7,454
0
0
0
0
0
0
–399
110,543
0
36,975
–399
147,518
43,411
5,452
48,863
–973
10,561
3,905
0
0
–973
10,561
3,905
478
0
478
–21
0
–21
56,405
5,452
61,857
54,138
31,523
85,661
44,964
28,913
73,877
14,701
284,248
72,244
1,130
8,729
1,640
–56
80,407
203,841
163,182
9,295
211,210
108,178
298
13,563
1,962
84
120,161
91,049
65,368
576
90,489
54,658
1,200
9,153
58,004
32,485
27,160
403
0
–24,171
24,483
2
0
2
24,481
28,183
12,183
0
401
610,430
235,082
2,628
31,445
10,602
21
258,574
351,856
283,893
134,523
21,223
–13,278
7,353
23,747
3,048
–116
52
182
0
0
331
12,157
0
779,286
25,095
23,136
96,184
23,747
13,099
12,157
0
0
2
161,411
2,835
922,194
8,393
348
0
123
8,393
153,018
126,130
370
2,465
2,700
292,686
1,778
42,006
3,905
11,181
329,194
593,000
486,600
Land and
buildings
Technical
equipment and
machinery
Operating and
office equipment
Payments on
account
Property, plant
and equipment
Equityaccounted
financial assets
Financial assets
Assets
Patents, industrial
property rights
and software
Land and
buildings
Technical
equipment and
machinery
Operating and
office equipment
Payments on
account
Property, plant
and equipment
Equityaccounted
financial assets
Financial assets
Assets
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
31
7,000
0
0
101
0
0
0
–7
0
0
0
0
0
0
0
0
0
0
92 Annual Financial Statements | Notes for the KWS Group 2015/2016 | 4. Notes to the Balance Sheet
Annual Report 2015/2016 | KWS Group4. Notes to the Balance Sheet
Statement of changes in fixed assets
in € thousand
Change in
conso
lidated
compa
nies
Cur rency
trans
lation
Additions
of equity
account
Dis posals
of equity
ac
Addi
Dis
counted
Trans
tions
ed assets
posals
assets
fers
Cur rency
trans
lation
Planned
additions
Value
impair
ments
Dis
posals
Trans
fers
07/01/2015
06/30/2016
07/01/2015
06/30/2016 06/30/2016
06/30/2015
Gross book values
Amortization/depreciation
Net book values
1,359
4,888
6,247
116,986
28,700
145,686
6,495
295,023
Intangible assets
147,518
–8,541
110,543
–829
36,975
–7,712
284,248
–5,331
211,210
–3,319
90,489
679
24,483
–307
610,430
–8,278
161,411
2,835
–470
–32
922,194
–17,321
29,538
0
29,538
11,507
16,558
10,037
31,645
69,747
44
247
0
0
0
0
0
0
0
0
0
0
0
56,405
5,452
61,857
–23
11,434
2,181
19,538
0
0
0
5,452
–23
11,434
2,181
24,990
129
0
129
50,588
0
50,588
66,398
28,700
95,098
54,138
31,523
85,661
80,407
–535
9,365
12,277
230,095
120,161
–506
16,097
–792
94,145
58,004
–623
9,110
228
0
–17,295
38,298
2
0
0
15,023
685
657,561
258,574
–1,664
34,572
26,466
0
25,682
–5,865
155,904
378
156
2,827
8,393
370
0
296
0
0
0
0
0
0
0
0
0
1,598
1,484
89,122
205,901
203,841
5,921
742
130,573
99,522
91,049
5,552
–1,714
59,225
34,920
32,485
0
0
2
38,296
24,481
13,071
512
278,922
378,639
351,856
0
31
0
0
8,393
147,511
153,018
635
2,192
2,465
99,576
26,466
44,477
25,682
1,223
961,979
329,194
–1,391
46,006
2,181
38,092
641
338,539
623,440
593,000
07/01/2014
06/30/2015
07/01/2014
06/30/2015 06/30/2015 06/30/2014
88,375
–2,819
21,511
4,460
Goodwill
34,365
0
2,610
0
Intangible assets
122,740
–2,819
24,121
4,460
–399
110,543
0
36,975
–399
147,518
43,411
5,452
48,863
–973
10,561
3,905
0
0
0
–973
10,561
3,905
478
0
478
–21
0
–21
56,405
5,452
61,857
54,138
31,523
85,661
44,964
28,913
73,877
Patents, industrial
property rights
and software
Goodwill
Land and
buildings
Technical
equipment and
machinery
Operating and
office equipment
Payments on
account
Property, plant
and equipment
Equityaccounted
financial assets
Financial assets
Assets
Patents, industrial
property rights
and software
Land and
buildings
Technical
equipment and
machinery
Operating and
office equipment
Payments on
account
Property, plant
and equipment
Equityaccounted
financial assets
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
23,625
5,451
29,076
1,896
6,631
6,268
585
0
585
2,582
7,454
0
331
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
2
161,411
2,835
922,194
235,426
3,584
6,118
26,163
1,744
14,701
284,248
72,244
1,130
8,729
173,546
1,193
6,017
23,741
9,295
211,210
108,178
298
13,563
81,818
1,441
106
14,002
576
90,489
54,658
1,200
9,153
28,185
589
0
20,283
403
0
–24,171
24,483
2
0
0
518,975
6,807
12,241
84,189
12,183
401
610,430
235,082
2,628
31,445
Financial assets
3,048
–116
52
182
134,523
21,223
–13,278
7,353
23,747
12,157
8,393
348
0
123
0
0
0
0
0
0
0
0
0
1,640
–56
80,407
203,841
163,182
1,962
84
120,161
91,049
65,368
7,000
0
–7
0
58,004
32,485
27,160
2
24,481
28,183
10,602
21
258,574
351,856
283,893
Assets
779,286
25,095
23,136
96,184
23,747
13,099
12,157
292,686
1,778
42,006
3,905
11,181
0
0
0
8,393
153,018
126,130
370
2,465
2,700
329,194
593,000
486,600
0
101
4. Notes to the Balance Sheet | Notes for the KWS Group 2015/2016 | Annual Financial Statements
93
KWS Group | Annual Report 2015/2016(1) Assets
loss is recognized if the recoverable amount of an entity is
The statement of changes in fixed assets contains a break-
less than its carrying amount. The recoverable amount is
down of assets summarized in the balance sheet and shows
the higher of the fair value less costs to sell and the value in
how they changed in 2015/2016. Capital expenditure on prop-
use of a cash-generating unit. The impairment tests to be
erty, plant and equipment and intangible assets was €99,285
carried out for fiscal 2015/2016 determine the recoverable
(125,011) thousand. The Combined Management Report
amount on the basis of the value in use of the respective
describes the significant additions to assets. Depreciation
cash-generating unit.
and amortization and value impairments amounted to €48,187
(45,911) thousand.
(2) Intangible assets
The impairment test uses the expected future cash flows on
which the medium-term plans of the companies are based;
these plans, which cover a period of four years, have been
This item includes purchased varieties, rights to varieties
approved by the Executive Board. They are based on
and distribution rights, software licenses for electronic
historical patterns and expectations about future market
data processing and goodwill. The current additions of
development.
€29,538 (4,460) thousand related to software licenses and
patents as well as trait licensing agreements (€25,338 thou-
For the European and American markets, the key assump-
sand). Amortization of intangible assets amounted to
tions on which corporate planning is based include as-
€13,615 (14,466) thousand, of which €2,181 (3,905) thou-
sumptions about price trends for seed, in addition to the
sand were value impairments. Depending on the operation-
development of market shares and the regulatory frame-
al use of the intangible assets, these charges are included
work. Company-internal projections take the assumptions
in the selling expenses to an amount of €1,737 thousand
of industry-specific market analyses and company-related
and in the research and development costs to an amount of
growth perspectives into account.
€444 thousand.
The discount rate at the KWS Group has been derived as
One major intangible asset is the trait licensing agree-
the weighted average cost of capital (WACC) and for the
ment. Its carrying amount at the balance sheet date was
cash-generating units is 4.48% (5.46%) after tax. A growth
€24,050 thousand. Its remaining useful life is 14 years.
rate of 1.5% (1.5%) has been assumed here beyond the
detailed planning horizon in order to allow for extrapolation
The goodwill recognized as an asset relates mainly to
in line with the expected inflation rate.
the Brazilian companies RIBER KWS SEMENTES S.A. –
€15,660 (21,686) thousand; KWS MELHORAMENTO E SE-
The impairment tests conducted at the end of fiscal year
MENTES LTDA. – €2,722 (4,115) thousand; and the French
2015/2016 confirmed that the existing goodwill is not
breeding company GENECTIVE S.A. – €4,888 (4,888) thou-
impaired. Sensitivity analyses were also carried out for all
sand. In the Cereals Segment, the goodwill of KWS
cash-generating units to which goodwill is allocated. In our
MOMONT S.A.S. is recognized to an amount of €2,600
opinion, realistic changes in the basic assumptions would
(2,600) thousand and that of KWS UK LTD. to an amount of
not result in the need to recognize an impairment loss at
€1,399 (1,693) thousand.
any cash-generating unit whose goodwill is significant rela-
tive to the total carrying amount of goodwill.
In order to meet the requirements of IFRS 3 in combination
with IAS 36 and to determine any impairment of goodwill,
The impairment test for KWS POTATO B.V. in the previous
cash-generating units have been defined in line with in-
year revealed the need for a write-down, which was re-
ternal reporting guidelines. At the KWS Group, these are
flected in a reduction in the value of the intangible assets
generally the legal entities, with the exception of our potato
by €3,905 thousand. A total of €2,237 thousand has been
unit, which as a whole represents the cash-generating unit.
allocated to the research and development costs and
To test for impairment, the carrying amount of each entity is
€1,668 thousand to the selling expenses, since a number
determined by allocating the assets and liabilities, including
of varieties, customer relationships and industrial property
attributable goodwill and intangible assets. An impairment
rights were relinquished. This value impairment has been
charged to the Sugarbeet Segment.
94 Annual Financial Statements | Notes for the KWS Group 2015/2016 | 4. Notes to the Balance Sheet
Annual Report 2015/2016 | KWS Group(3) Property, plant and equipment
classified as a significant joint venture. From the Group
Capital expenditure amounted to €69,747 (96,430) thousand
perspective, AGRELIANT GENETICS INC. was classified as
and depreciation amounted to €34,572 (31,445) thousand.
an insignificant joint venture.
The Combined Management Report describes the signif-
icant capital expenditure. Property, plant and equipment
The two joint ventures are operating units. The main busi-
– mainly assets under construction – to an amount of
ness activity of the two joint ventures is the production and
€3,111 thousand are held as security for liabilities.
sale of corn and soybean seed in North America.
(4) Equityaccounted financial assets
The following disclosures on the joint ventures in accor-
Equityaccounted joint ventures
12.B12-B13 are only slightly influenced by the insignificant
The joint ventures AGRELIANT GENETICS LLC. and AGRE-
joint ventures. If individual items of the information present-
LIANT GENETICS INC., which KWS operates together with
ed are materially influenced by the insignificant joint ven-
its joint venture partner Vilmorin, are recognized at equity.
tures, this information is presented separately.
dance with IFRS 12.21 (a) and (b) in conjunction with IFRS
In the year under review, AGRELIANT GENETICS LLC. was
Disclosures on equityaccounted joint ventures (with the partner Vilmorin)
in € thousand
Stake in the joint venture
Current assets
Thereof cash and cash equivalents1
Noncurrent assets
Current liabilities
Thereof current financial liabilities (excluding trade payables and
other liabilities and provisions)
Noncurrent liabilities
Net assets (100%)
Group share of net assets (50%)
Goodwill
Carrying amount for the stake in the joint ventures
Net sales
Depreciation and amortization
Net income for the year
Other comprehensive income
Comprehensive income (100%)
Comprehensive income (50%)
Group share of comprehensive income
Dividend payment
1 Thereof AGRELIANT GENETICS LLC.: €5,878 (23,594) thousand
06/30/2016
06/30/2015
50%
310,658
(23,428)
206,013
253,654
(74,624)
3,674
259,343
129,672
8,802
138,474
637,976
15,478
48,004
0
48,004
24,002
24,002
51,364
50%
318,792
(48,494)
122,992
174,974
(17,158)
2,352
264,458
132,229
13,668
145,897
570,236
10,820
44,292
0
44,292
22,146
22,146
23,408
4. Notes to the Balance Sheet | Notes for the KWS Group 2015/2016 | Annual Financial Statements
95
KWS Group | Annual Report 2015/2016Equityaccounted associated companies
accordance with IFRS 12.21 (c) in conjunction with
The disclosures on insignificant associated companies in
IFRS 12.B16 are as follows:
Disclosures on insignificant associated companies accounted for using the equity method
in € thousand
Carrying amount for the stake in insignificant associated companies (aggregated)
Net income for the year
Other comprehensive income
Comprehensive income (100%)
06/30/2016
06/30/2015
9,059
5,029
0
5,029
7,120
20
0
20
In the year under review, this relates to our Chinese joint
account also includes other interest-bearing loans totaling
venture KENFENG – KWS SEEDS CO., LTD., which is includ-
€230 (466) thousand. The other financial assets totaling
ed in the KWS Group’s consolidated financial statements
€379 thousand are reported at their amortized cost, since
as an associated company in accordance with the equity
the fair value cannot be reliably determined.
method.
(6) Noncurrent tax assets
Proportionately consolidated joint operations
This mainly relates to the present value of the corporate
Joint operations are based on joint arrangements that al-
income tax credit balance of the German Group compa-
ways exist when the KWS Group jointly conducts operations
nies, which was last determined at December 31, 2006,
managed together with a third party pursuant to a con-
and has been paid in ten equal annual amounts since
tractual agreement. The operation is jointly managed only
September 30, 2008.
if decisions on significant activities require the unanimous
consent of the parties involved. The assets and liabilities
(7) Inventories and biological assets
and revenue and expenses from the joint operations are in-
Inventories and biological assets increased by €7,945 thou-
cluded proportionately (at 50%) in the consolidated financial
sand, or 4.2%, a figure that includes cumulative impair-
statements. The main activity of the proportionately consol-
ment losses on the net realizable value totaling €49,947
idated GENECTIVE S.A. is development of its own traits for
(51,244) thousand. Inventories to an amount of €5,225 thou-
genetically improving crops.
(5) Financial assets
sand are held as security for liabilities. Immature biologi-
cal assets relate to living plants in the process of growing
(before harvest). The field inventories of the previous year
Investments in unconsolidated subsidiaries totaling
have been harvested in full and the fields have been newly
€439 (39) thousand and shares in cooperatives, GmbHs
tilled in the year under review. Public subsidies of €1,368
and other securities classified as noncurrent assets that
(1,443) thousand, for which all the requirements were met
are of minor significance are reported, in principle, at their
at the balance sheet date, were granted for the total area
amortized cost totaling €692 (1,871) thousand since the
under cultivation of 4,240 (4,246) ha and were recognized
fair value cannot be reliably determined. Listed shares
in income. Future public subsidies depend on the further
are carried at their fair value of €452 (89) thousand. This
development of European agricultural policy.
Inventories and biological assets
in € thousand
Raw materials and consumables
Work in progress
Immature biological assets
Finished goods
06/30/2016
06/30/2015
18,041
52,206
12,496
115,536
198,279
18,263
48,921
12,344
110,806
190,334
96 Annual Financial Statements | Notes for the KWS Group 2015/2016 | 4. Notes to the Balance Sheet
Annual Report 2015/2016 | KWS Group (8) Current receivables
Current receivables
in € thousand
Trade receivables
Current tax assets
Other current financial assets
Other current assets
06/30/2016
06/30/2015
293,881
309,665
55,451
45,070
12,090
57,549
26,732
11,756
406,492
405,702
Trade receivables were €293,881 thousand following
includes €1,386 (3,022) thousand in receivables from joint
€309,665 thousand in the previous year. This amount
ventures and joint operations.
Development of current financial assets and trade receiveables by overdue
in € thousand
06/30/2016
Of which: neither
written down nor
overdue on the
balance sheet date
Carrying
amount
Of which: not written down on the
balance sheet date and overdue in
the following time frames
1–90
days
91–180
days
181–360
days
>360
days
Of which:
written down and not
overdue on the
balance sheet date
Trade receivables
293,881
268,656
15,656
2,748
1,257
Other current
financial assets
06/30/2015
45,070
338,951
34,559
0
0
0
303,215
15,656
2,748
1,257
Trade receivables
309,665
254,682
45,630
3,442
2,285
0
0
0
0
Other current
financial assets
26,732
336,397
21,996
5
276,678
45,635
1,108
4,550
1
2,286
134
134
4,521
0
4,521
1,402
0
1,402
The already overdue trade receivables that have been partly
Receivables to an amount of €4,147 thousand are held as
written down amount to €1,043 (2,224) thousand. There are
security for liabilities.
no indications on the balance sheet date that customers
who owe trade receivables that have not been written down
The following allowances have mainly been made for possi-
and are not overdue will not meet their payment obligations.
ble risks of nonpayment of trade receivables:
Change in allowances on receivables
in € thousand
2015/2016
2014/2015
The receivables include an amount of €450 (361) thousand
due after more than one year.
07/01
Addition
Disposal
Reversal
22,627
27,393
9,466
7,305
1,317
1,219
4,040
10,852
06/30
26,736
22,627
4. Notes to the Balance Sheet | Notes for the KWS Group 2015/2016 | Annual Financial Statements
97
KWS Group | Annual Report 2015/2016(9) Securities
consolidated financial statements, minus dividends paid to
Securities amounting to €30,679 (66,973) thousand relate
shareholders. The differences from currency translation,
primarily to debt securities and fund shares.
the reserve for available-for-sale financial assets and the
reserve for revaluation of net liabilities/assets from defined
(10) Cash and cash equivalents
benefit plans, as well as the reserve for currency translation
Cash and cash equivalents of €133,224 (41,211) thousand
for equity-accounted financial assets, are also carried here.
consists of balances with banks and cash on hand. The
cash flow statement explains the change in this item com-
Differences from translation of the functional currency of
pared with the previous year, together with the change in
foreign business operations into the currency used by the
securities.
(11) Equity
Group in reporting (euro) are essentially carried in the item
Adjustments from currency translation. The item Revaluation
of net liabilities/assets from defined benefit plans includes
The fully paid-up subscribed capital of KWS SAAT SE is still
the actuarial gains and losses from pensions and other
€19,800 thousand. The no-par bearer shares are certificated
employee benefits. Differences from translation of the func-
by a global certificate for 6,600,000 shares. The company
tional currency of equity-accounted foreign business units
does not hold any shares of its own.
into the currency used by the Group in reporting (euro) are
essentially carried in the reserve for currency translation for
The capital reserves essentially comprise the premium ob-
equity-accounted financial assets.
tained as part of share issues.
The tax effects on other comprehensive income are as
The revenue reserves essentially comprise the net income
follows:
generated in the past by the companies included in the
Other comprehensive income
in € thousand
Items that may have to be subsequently
reclassified as profit or loss
Revaluation of available-for-sale
financial assets
Currency translation difference for
economically independent foreign
units
Currency translation difference from
equity-accounted financial assets
Items not reclassified as profit or loss
Revaluation of net liabilities/assets
from defined benefit plans
Other comprehensive income
2015/2016
2014/2015
Before
taxes
Tax effect After taxes
Before
taxes
Tax effect After taxes
–18,752
–106
–18,858
45,606
460
–106
354
–223
–18,743
–469
–24,652
–24,652
–43,404
0
0
–18,743
24,606
–469
7,603
–17,049
7,603
7,497
–17,049
–35,907
21,223
–12,945
–12,945
32,661
51
51
0
0
3,989
3,989
4,040
45,657
–172
24,606
21,223
–8,956
–8,956
36,701
The objective of KWS’ capital management activities is to
minority interests) is €85,261 (82,712) thousand. However,
pursue the interests of shareholders and employees in ac-
there was a total dividend payout of €19,800 (19,800) thou-
cordance with the corporate strategy and earn a reasonable
sand in December 2015. This ensures the adequate inter-
return on investment. One main goal is to retain the trust
nal financing of further operating business expansion in
of investors, lenders and the market, so as to strengthen
the long term. Equity increased by €29,241 thousand to
the company’s future business development. KWS’ cap-
€767,959 (738,718) thousand. This figure includes a re-
ital management activities intend to optimize the average
duction of €19,212 thousand (previous year: increase of
cost of capital. Another goal is a balanced mix of equity
€45,829 thousand) in the reserve for currency translation
and debt capital. Consolidated income (after taxes and
for foreign subsidiaries and equity-accounted joint ventures
98 Annual Financial Statements | Notes for the KWS Group 2015/2016 | 4. Notes to the Balance Sheet
Annual Report 2015/2016 | KWS Groupand associated companies. Please refer to the statement of
An important indicator in capital management is the equity
changes in equity for further effects not recognized in the
ratio. It was 53.5% (55.2%) at June 30, 2016, and thus at a
income statement.
Capital structure
in € thousand
Equity
Long-term financial borrowings
Other noncurrent liabilities
Short-term borrowings
Other noncurrent liabilities
Total capital
good and solid level. The capital structure is as follows:
06/30/2016
767,959
228,712
164,941
23,078
251,941
1,436,631
Share of
total capital
53.5%
Share of
total capital
55.2%
06/30/2015
738,718
181,783
134,948
32,283
249,400
1,337,132
The focus in selecting financial instruments is on financing
The accumulated interests in RIBER KWS SEMENTES
with matching maturities, which is achieved by controlling
S.A. in the previous year were €5,576 thousand and have
the maturities. Long-term financial borrowings increased by
been carried under minority interests. The voting rights
€46,929 (68,029) thousand. This is mainly due to the increase
on June 30, 2015, corresponded to 49.99%. The share of
in long-term financial loans from banks.
minority interests in this company’s net income for the year
(12) Minority interest
The acquisition of the remaining shares in RIBER KWS
The disclosures on significant minority interests in accor-
SEMENTES S.A. means that the KWS Group does not have
dance with IFRS 12.12 in conjunction with IFRS 12.B10 are
any minority interests that are assessed as being significant.
as follows for the previous year:
was €1,263 thousand.
Disclosures on subsidiaries with significant minority interests
in € thousand
Equity
Current assets
Noncurrent assets
Current liabilities
Noncurrent liabilities
Net sales
Profit/loss
Other income
Comprehensive income
Net cash from operating activities
Net cash from investing activities
Net cash from financing activities
RIBER KWS SEMENTES S.A.,
Patos de Minas, Brazil
06/30/2015
11,152
69,164
16,259
44,300
29,971
65,804
2,525
–2,465
60
1,446
–2,237
2,868
4. Notes to the Balance Sheet | Notes for the KWS Group 2015/2016 | Annual Financial Statements
99
KWS Group | Annual Report 2015/2016In addition, DYNAGRI S.A.R.L., KWS ARGENTINA S.A.
(13) Noncurrent liabilities
and RAZES HYBRIDES S.A.R.L. have minority interests,
Noncurrent liabilities increased by €76,922 thousand. That
although these are assessed as being insignificant.
is mainly attributable to the increase in long-term financial
borrowings from banks totaling €76,178 thousand. At the
same time, other noncurrent financial liabilities decreased
by €29,249 thousand.
Noncurrent liabilities
in € thousand
Long-term provisions
Long-term borrowings
Trade payables
Deferred tax liabilities
Other noncurrent financial liabilities
Other noncurrent liabilities
The trade payables and other long-term liabilities are due for
payment in between one and five (one and five) years.
Longterm provisions
in € thousand
06/30/2015
06/30/2016
06/30/2015
136,515
228,712
1,413
9,447
681
16,885
393,653
110,641
181,783
1,600
9,686
539
12,482
316,731
06/30/2016
Changes in
the consoli
dated group,
currency
Interest
expenses
from com
pounding
Addition
Consump
tion
Reversal
Pension provisions
102,201
–186
2,538
26,356
Tax provisions
Other provisions
1,392
7,048
110,641
3
33
0
114
1,582
1,762
–150
2,652
29,700
4,478
1,341
501
6,320
0
0
8
8
126,431
1,636
8,448
136,515
The other provisions mainly comprise provisions by the Ger-
is assumed in Germany. The discount rate in Germany was
man companies for semi-retirement and loyalty bonuses.
1.30% compared with 2.50% the year before, 3.60% in the
The pension provisions are based on defined benefit obli-
1.05% and 3.00% in the rest of the world.
gations, determined by years of service and pensionable
compensation. They are measured using the projected unit
The following mortality tables were used at June 30, 2016:
U.S. compared with 4.60% the year before, and between
credit method under IAS 19 (2011), on the basis of as-
sumptions about future developments. The assumptions in
■■ In Germany: The 2005G mortality table of Klaus Heubeck
detail are that wages and salaries in Germany will increase
■■ Abroad: RP-2000 Mortality Table Scale AA
by 3.00% (3.00%) annually, in the U.S. by 3.75% (3.75%)
annually and in the rest of the world by 2.00% (2.00%)
A retirement age of 63 years is imputed for Germany, where-
annually. An annual increase in pensions of 2.00% (2.00%)
as a retirement age of 65 years is imputed for the U.S.
100 Annual Financial Statements | Notes for the KWS Group 2015/2016 | 4. Notes to the Balance Sheet
Annual Report 2015/2016 | KWS GroupNature and scope of the pension benefits
The pension plans are mainly subject to the following risks:
In Germany
Investment and return
The following benefits are provided under a company agree-
The present value of the defined benefit obligation from the
ment relating to the company retirement pension program:
pension plan is calculated using a discount rate defined on
the basis of the returns on high-quality fixed-income corpo-
■■ An old-age pension at the age of 65
rate bonds. If the income from the planned assets is below
■■ An early retirement pension before the age of 65, coupled
this rate of interest, the result is a shortfall in the plan. The
with benefits from the early retirement pension from the
corporate bonds and share funds are chosen to ensure risk
statutory pension insurance program
diversification and managed by an external fund manager.
■■ An invalidity pension for persons who suffer from occu-
pational disability or incapacity to work as defined by the
Change in interest rates
statutory pension insurance program
The fall in the returns on corporate bonds and thus the dis-
■■ A widow’s or widower’s pension
count rate will result in an increase in the obligations, which
is only partly compensated for by a change in the value of
For benefit obligations backed by a guarantee by an insur-
the planned assets.
ance company toward three former members of the Exec-
utive Board, the planned assets of €10,217 (9,446) thou-
Life expectancy
sand correspond to the present value of the obligation. In
The present value of the defined benefit obligation from the
accordance with IAS 19 (2011), the pension commitments
plan is calculated on the basis of the best-possible estimate
are netted off against the corresponding assets (planned
using mortality tables. An increase in the life expectancy
assets).
Abroad
of the entitled employees results in an increase in the plan
liabilities.
The defined benefit obligations abroad mainly relate to pen-
Salary and pension trends
sion commitments in the U.S. Share funds and bonds were
The present value of the defined benefit obligation from the
mainly invested in to cover them. All employees who have
plan is calculated on the basis of future salaries/pensions.
reached the age of 21 are entitled to benefits. In addition,
Consequently, increases in the salary and pension of the en-
each employee must have worked at least one year and at
titled employees results in an increase in the plan liabilities.
least 1,000 working hours to earn an entitlement.
In previous years, KWS countered the usual risks of direct
The following benefits are granted from the pension plan:
obligations by converting the pension obligations from
defined benefit to defined contribution plans. As a result,
■■ An old-age pension at the age of 65
subsequent benefits will be provided by a provident fund
■■ An early retirement pension before the age of 65 – to be
backed by a guarantee. The existing obligations, which are
eligible, the employee must be at least 55 and the mini-
partly covered by planned assets, are funded from the oper-
mum vesting period must be five years
ating cash flow and are subject to the familiar measurement
■■ A pro-rata pension if the employee reaches the minimum
risks.
vesting period of five years, but is below 55
4. Notes to the Balance Sheet | Notes for the KWS Group 2015/2016 | Annual Financial Statements
101
KWS Group | Annual Report 2015/2016
The tables below show the changes in the accrued benefit
and planned assets:
Changes in accrued benefit entitlements
in € thousand
2015/2016
2014/2015
Germany
Abroad
Total
Germany
Abroad
Total
Accrued benefit entitlements from
retirement obligations on July 1
Service cost
Interest expense
Actuarial gains (–)/losses (+)
of which due to a change in financial
assumptions used for calculation
of which due to experience
adjustments
Pension payments made
Exchange rate changes
Other changes in value
Accrued benefit entitlements from
retirement obligations on June 30
Change in planned assets
in € thousand
Fair value of the planned assets
on July 1
Interest income
Income from planned assets excluding
amounts already recognized as interest
income
Pension payments made
Exchange rate changes
Other changes in value
Fair value of the planned assets
on June 30
106,837
18,408
125,245
95,942
13,865
109,807
787
2,608
21,388
917
761
1,704
3,369
3,792
25,180
691
2,713
12,402
21,229
3,389
24,618
12,010
159
–5,013
403
–541
49
–124
562
–5,554
49
–124
392
–4,911
698
671
986
747
239
–678
2,365
501
1,389
3,384
13,388
12,757
631
–5,589
2,365
501
126,607
23,262
149,869
106,837
18,408
125,245
Germany
Abroad
Total
Germany
Abroad
Total
2015/2016
2014/2015
9,446
229
1,133
–591
13,598
23,044
601
830
–605
–485
48
64
528
–1,076
48
64
9,275
260
491
–580
10,698
19,973
603
863
–47
–485
2,309
520
444
–1,065
2,309
520
10,217
13,221
23,438
9,446
13,598
23,044
In order to allow reconciliation with the figures in the bal-
ance sheet, the accrued benefit must be netted off with the
planned assets.
Reconciliation with the balance sheet values for pensions
in € thousand
2015/2016
2014/2015
Germany
Abroad
Total
Germany
Abroad
Total
Accrued benefit entitlements from
retirement obligations on June 30
Fair value of the planned assets
on June 30
Balance sheet values on June 30
126,607
23,262
149,869
106,837
18,408
125,245
10,217
116,390
13,221
10,041
23,438
126,431
9,446
97,391
13,598
23,044
4,810
102,201
102 Annual Financial Statements | Notes for the KWS Group 2015/2016 | 4. Notes to the Balance Sheet
Annual Report 2015/2016 | KWS GroupThe following amounts were recognized in the statement of
comprehensive income:
Effects on the statement of comprehensive income
in € thousand
Service cost
Net interest expense (+)/income (–)
Amounts recognized in the income
statement
Gains (–)/losses (+) from revaluation of
the planned assets (excluding amounts
already recognized as interest income)
Actuarial gains (–)/losses (+) due to a
change in financial assumptions used
for calculation
Actuarial gains (–)/losses (+) due to
experience adjustments
Amounts recognized in other
comprehensive income
Total (amounts recognized in the
statement of comprehensive income)
Germany
Abroad
787
2,379
917
159
2015/2016
Total
1,704
2,538
Germany
Abroad
691
2,452
3,166
1,076
4,242
3,143
2014/2015
Total
1,389
2,520
3,909
698
68
766
–1,133
605
–528
–491
47
–444
21,229
3,390
24,618
12,011
159
403
562
392
747
239
12,758
631
20,255
4,397
24,652
11,912
1,033
12,945
23,421
5,473
28,894
15,055
1,799
16,854
The service cost is recognized in operating income in the
The fair value of the planned assets was split over the fol-
respective functional areas by means of an appropriate
lowing investment categories:
formula. Net interest expenses and income are carried in the
interest result.
Breakdown of the planned assets by investment category
in € thousand
Corporate bonds
Equity funds
Consumer industry
Finance
Industry
Technology
Health care
Other
Cash and cash equivalents
Reinsurance policies
Planned assets on June 30
Germany
Abroad
3,510
8,842
1,935
956
656
1,514
986
2,795
869
10,217
10,217
13,221
2015/2016
Total
3,510
8,842
Germany
Abroad
2014/2015
Total
3,646
9,071
881
9,446
3,646
9,071
2,010
1,068
698
1,396
1,337
2,562
881
13,598
23,044
869
10,217
23,438
9,446
9,446
The planned assets abroad relate mainly to the U.S. There
The following sensitivity analysis at June 30, 2016, shows
is no active market for the reinsurance policies in Germany.
how the present value of the obligation would change given
There is an active market for the other planned assets: the
a change in the actuarial assumptions. No correlations
fair value can be derived from their stock market prices. A
between the individual assumptions were taken into account
total of 82.3% (79.2%) of the corporate bonds have an AAA
in this, i.e., if an assumption varies, the other assumptions
rating.
were kept constant. The projected unit credit method used
to calculate the balance sheet values was also used in the
sensitivity analysis.
4. Notes to the Balance Sheet | Notes for the KWS Group 2015/2016 | Annual Financial Statements
103
KWS Group | Annual Report 2015/2016
Sensitivity analysis
in € thousand
Discount rate
Anticipated annual pay increases
Anticipated annual pension increase
Life expectancy
Effect on obligation in 2015/2016
Effect on obligation in 2014/2015
Change in
assumption
+/– 100
basis points
+/– 50
basis points
+/– 25
basis points
+/– 1 year
Decrease
Increase
28,975
–22,459
–1,325
1,437
–4,654
–5,471
4,846
5,592
Change in
assumption
+/– 100
basis points
+/– 50
basis points
+/– 25
basis points
+/– 1 year
Decrease
Increase
21,889
–17,286
–915
991
–3,848
–4,489
3,991
4,563
The following undiscounted payments for pensions
(with their due dates) are expected in the following years:
Anticipated payments for pensions
Anticipated payments for pensions
in € thousand
2015/2016
in € thousand
2014/2015
Germany Abroad
2016/2017
2017/2018
2018/2019
2019/2020
2020/2021
5,042
4,979
4,921
5,027
4,941
2021/2022 – 2025/2026
24,333
600
686
789
834
1,083
5,465
Total
5,642
5,665
5,710
5,861
6,024
2015/2016
2016/2017
2017/2018
2018/2019
2019/2020
Germany Abroad
5,050
4,948
4,909
4,864
4,986
535
594
623
751
756
Total
5,585
5,542
5,532
5,615
5,742
29,798
2020/2021 – 2024/2025
24,425
4,713
29,138
The weighted average time at which the pension obligations
have to be set up for them, since there are no further ob-
are due is 16.6 (15.2) years in Germany and 17.3 (16.0) years
ligations above and beyond payment of the contributions
abroad.
(defined contribution plans). These comprise benefits that
are funded solely by the employer and allowances for con-
Defined contribution plans
version of earnings by employees.
Apart from the above-described pension obligations, there
are other old-age pension systems. However, no provisions
The total pension costs for fiscal 2015/2016 were as follows:
Pension costs
in € thousand
Germany
Abroad
Cost for defined contribution plans
2,266
1,302
Service cost for the defined benefit
obligations
Pension costs
787
3,053
917
2,219
2015/2016
2014/2015
Total
3,568
1,704
5,272
Germany
Abroad
2,070
1,095
691
2,761
698
1,793
Total
3,165
1,389
4,554
104 Annual Financial Statements | Notes for the KWS Group 2015/2016 | 4. Notes to the Balance Sheet
Annual Report 2015/2016 | KWS GroupIn addition, contributions of €13,724 (12,947) thousand were
obligation from salary conversion was backed by a guaran-
paid to statutory pension insurance institutions.
tee that exactly matches the present value of the obligation
of €3,581 (4,048) thousand (defined contribution plan).
The costs for defined contribution plans in Germany mainly
related to the provident fund backed by a guarantee. The
The long-term financial borrowings include loans from banks
contributions to this pension plan were €2,016 (1,649) thou-
amounting to €228,712 (152,534) thousand. They have re-
sand. The return and income from the planned assets de-
maining maturities through 2025.
pend on the reinsurance policy, which yields guaranteed in-
terest of between 1.25% and 2.25%. In addition, the benefit
(14) Current liabilities
Current liabilities
in € thousand
Shortterm provisions
Current liabilities to banks
Current financial liabilities to affiliates
Other current financial liabilities
Shortterm borrowings
Trade payables to affiliates
Trade payables to joint ventures
Other trade payables
Trade payables
Tax liabilities
Other current financial liabilities
Other current liabilities
Shortterm provisions
06/30/2016
06/30/2015
80,914
22,684
65
329
87,355
31,857
308
118
23,078
32,283
0
45
74,969
75,014
21,062
13,990
60,961
1,108
0
58,550
59,658
30,111
15,687
56,589
275,019
281,683
in € thousand
06/30/2015
06/30/2016
Changes in
the consoli
dated group,
currency
Addition
Consump
tion
Reversal
Obligations from sales transactions
73,152
–1,249
61,121
67,463
2,677
62,884
Obligations from purchase
transactions
Other obligations
5,395
8,808
87,355
–1,773
4,242
1,220
1,792
7,869
788
3,452
70,782
71,703
742
3,321
6,740
3,884
14,146
80,914
The obligations from sales transactions essentially relate
The tax liabilities of €21,062 (30,111) thousand include
to provisions for licenses and returns. The obligations from
amounts for the year under review and the period not yet
purchase transactions include provisions for procurement
concluded by the external tax audit.
transactions, such as compensation for breeding areas. The
other obligations relate to litigation risks and other provi-
sions that cannot be assigned to the group of sales transac-
tions or the group of purchase transactions.
4. Notes to the Balance Sheet | Notes for the KWS Group 2015/2016 | Annual Financial Statements
105
KWS Group | Annual Report 2015/2016(15) Derivative financial instruments
Hedging transactions
in € thousand
Currency hedges
Interest-rate hedges
Commodity hedges
Nominal
volume
143,735
34,000
162
06/30/2016
06/30/2015
Carrying
amounts
Fair value
Nominal
volume
Carrying
amounts
Fair value
2,027
–485
9
2,027
–485
9
95,003
34,000
148
1,182
–130
0
1,182
–130
0
177,897
1,551
1,551
129,151
1,052
1,052
Of the currency hedges, hedges with a nominal volume
and the greatest business activity, is used to calculate the
of €140,625 (89,248) thousand have a remaining maturity
fair value. If this market does not exist for the asset or liabil-
of less than one year, and hedges with a nominal volume
ities in question, the market that maximizes the amount that
of €3,110 (5,755) thousand have a remaining maturity of
would be received to sell the asset or minimizes the amount
between one and five years. In the previous year, hedg-
that would be paid to transfer the liability, after taking into
es for interest-rate derivatives with a nominal volume of
account transaction costs, is used. These are active and
€19,000 thousand had a remaining maturity of less than
accessible markets for identical assets and liabilities, where
one year. Of the interest-rate derivatives, hedges with a
the fair value results from quoted prices that are observable
nominal volume of €29,000 (0) thousand will mature with-
(level 1 input factors). At the KWS Group, this relates to se-
in one to five years, and hedges with a nominal value of
curities in the category “Available-for-sale financial assets”,
€5,000 (15,000) thousand will mature in more than five years.
as well as fund shares at banks and other financial assets
The commodity hedges have remaining maturities of less
whose price is likewise quoted in active markets.
than one (one) year.
(16) Financial instruments
The level 2 input factors relate to derivative financial instru-
ments that have been concluded between KWS companies
In general, the fair values of financial assets and liabilities
and banks. The prices can thus be derived indirectly from
are calculated on the basis of the market data available on
active market prices for similar assets and liabilities. The
the balance sheet date and are assigned to one of the three
level 3 input factors cannot be derived from observable
hierarchy levels in accordance with IFRS 13. The principal
market information.
market, i.e., the market with the largest volume of trading
106 Annual Financial Statements | Notes for the KWS Group 2015/2016 | 4. Notes to the Balance Sheet
Annual Report 2015/2016 | KWS GroupThe carrying amounts and fair values of the financial assets
(financial instruments), split into the measurement catego-
ries in accordance with IAS 39, are as follows:
06/30/2016
in € thousand
Financial assets
Financial assets
Other noncurrent financial
assets
of which derivative
financial instruments
Trade receivables
Securities
Cash and cash equivalents
Other current financial assets
of which derivative
financial instruments
Total
06/30/2015
in € thousand
Financial assets
Financial assets
Other noncurrent financial
assets
of which derivative
financial instruments
Trade receivables
Securities
Cash and cash equivalents
Other current financial assets
of which derivative
financial instruments
Total
Fair values
2,192
96
(96)
293,881
30,679
133,224
45,070
(2,950)
505,142
Fair values
2,465
26
(26)
309,665
66,973
41,211
26,732
(2,976)
447,072
Financial instruments
Carrying amounts
Loans and
receivables
Financial assets
held for trading
Availableforsale
financial assets
Total
carrying
amount
0
0
(0)
293,881
0
133,224
42,120
(0)
469,225
0
96
(96)
0
0
0
2,950
(2,950)
3,046
2,192
2,192
0
(0)
0
30,679
0
0
(0)
32,871
96
(96)
293,881
30,679
133,224
45,070
(2,950)
505,142
Financial instruments
Carrying amounts
Loans and
receivables
Financial assets
held for trading
Availableforsale
financial assets
Total
carrying
amount
0
0
(0)
309,665
0
41,211
23,756
(0)
374,632
0
26
(26)
0
0
0
2,976
(2,976)
3,002
2,465
2,465
0
(0)
0
66,973
0
0
(0)
69,438
26
(26)
309,665
66,973
41,211
26,732
(2,976)
447,072
4. Notes to the Balance Sheet | Notes for the KWS Group 2015/2016 | Annual Financial Statements
107
KWS Group | Annual Report 2015/2016The fair value of financial assets (equity instruments) mea-
The fair values of securities classified as current assets are
s ured at amortized costs cannot be reliably determined
based on the price for them quoted on active markets (level 1).
because there are no active markets. These assets relate to
shares in unconsolidated subsidiaries and associated com-
The fair value of derivative financial instruments is the present
panies. It is assumed that the carrying amounts are the same
values of the payments related to these balance sheet items.
as the fair values. In addition, the financial assets include
These instruments are mainly forward exchange deals. They
securities classified as noncurrent assets, whose fair value is
are measured on the basis of quoted exchange rates and
measured by their prices on the stock market (level 1).
yield curves available from the market data and allowing for
The fair value of trade receivables, other current financial
assets, and cash and cash equivalents is the same as the
The carrying amounts and fair values of the financial lia-
carrying amounts as a result of the short time in which these
bilities (financial instruments), split into the measurement
instruments are due.
categories in accordance with IAS 39, are as follows:
counterparty risks (level 2).
06/30/2016
in € thousand
Fair values
Financial
liabilities
measured at
amortized cost
Financial
liabilities held
for trading
Financial instruments
Carrying amounts
Disclo
sure in
acc. with
IFRS 7
Total
carrying
amount
Financial liabilities
Long-term borrowings
of which outstanding purchase price
obligations for consolidated subsidiaries
Long-term trade payables
Other noncurrent financial liabilities
of which derivative financial instruments
Short-term borrowings
Short-term trade payables
Other current financial liabilities
of which derivative financial instruments
233,558
228,712
(0)
1,413
681
(533)
23,078
75,014
13,990
(964)
(0)
1,413
148
(0)
23,078
75,014
13,026
(0)
Total
347,734
341,391
0
(0)
0
533
(533)
0
0
964
(964)
1,497
0
228,712
(0)
0
0
(0)
0
0
0
(0)
0
(0)
1,413
681
(533)
23,078
75,014
13,990
(964)
342,888
108 Annual Financial Statements | Notes for the KWS Group 2015/2016 | 4. Notes to the Balance Sheet
Annual Report 2015/2016 | KWS Group06/30/2015
in € thousand
Financial liabilities
Long-term borrowings
of which outstanding purchase price
obligations for consolidated subsidiaries
Long-term trade payables
Other noncurrent financial liabilities
of which derivative financial instruments
Short-term borrowings
Short-term trade payables
Other current financial liabilities
of which derivative financial instruments
Fair values
Financial
liabilities
measured at
amortized cost
Financial
liabilities held
for trading
Financial instruments
Carrying amounts
Disclo
sure in
acc. with
IFRS 7
Total
carrying
amount
183,428
152,534
0
29,249
181,783
(29,249)
1,600
539
(265)
32,283
59,658
15,687
(1,684)
(0)
1,600
274
(0)
32,283
59,658
14,003
(0)
(0)
0
265
(215)
0
0
1,684
(1,684)
1,949
(29,249)
(29,249)
0
0
(0)
0
0
0
(0)
1,600
539
(215)
32,283
59,658
15,687
(1,684)
29,249
291,550
Total
293,195
260,352
The fair value of long-term borrowings was calculated on the
Due to the generally short times by which trade payables
basis of discounted cash flows. To enable that, interest rates
and other financial liabilities (excluding derivatives) are due,
for comparable transactions and yield curves were used
it is assumed that their carrying amounts are equal to the
(level 2).
fair value.
The outstanding purchase price obligation for consolidated
None of the reported financial instruments will be held to
subsidiaries that was recognized in the previous year must
maturity.
be carried at the present value of the anticipated future
purchase price payments for minority interests. This was
derived from the anticipated operating income of the sub-
sidiary and a risk-adjusted discount rate (level 3).
4. Notes to the Balance Sheet | Notes for the KWS Group 2015/2016 | Annual Financial Statements
109
KWS Group | Annual Report 2015/2016The table below shows the financial assets and liabilities
measured at fair value:
Assets and liabilities measured at fair value
in € thousand
06/30/2016
06/30/2015
Level 1 Level 2 Level 3
Total Level 1 Level 2 Level 3
Total
Derivative financial instruments not part
of a hedge under IAS 39
Available-for-sale financial assets
Financial assets
Derivative financial instruments not part
of a hedge under IAS 39
Financial liabilities
0
3,046
32,421
0
32,421
3,046
0
0
1,497
1,497
0
0
0
0
0
3,046
0
3,002
32,421
69,104
0
35,467
69,104
3,002
1,497
1,497
0
0
1,949
1,949
0
0
0
0
0
3,002
69,104
72,106
1,949
1,949
The table below presents the net gains/losses carried in the
income statement for financial instruments in each measure-
ment category:
Net gain/losses of financial instruments
in € thousand
Available-for-sale financial assets
Financial assets held for trading
Loans and receivables
Financial liabilities measured at amortized cost
Financial liabilities held for trading
06/30/2016
06/30/2015
47
–262
–1,349
–12,228
1,158
141
2,141
3,854
–10,644
–1,471
The net income from available-for-sale financial assets in-
In order to control the credit risk resulting from receivables
cludes income from equity investments in cooperatives and
from customers, a regular creditworthiness analysis is
income from securities.
conducted by the responsible credit manager in accor-
dance with the credit volume. Security is available for some
The net gains from financial assets held for trading and
of these receivables and is used depending on the local
financial liabilities held for trading solely comprise changes
circumstances. This includes, in particular, credit insurance,
in the market value of derivative financial instruments.
down payments and guarantees. In general, reservation of
The net gain/loss from loans and receivables mainly
it limits are defined for all customers. Credit risks from
includes effects from changes in the allowances for
financial transactions are controlled centrally by Corporate
ownership of goods is agreed with our customers. Cred-
impairment.
Finance/Treasury. In order to minimize risks, financial trans-
actions are exclusively conducted within defined limits with
The net losses from financial liabilities measured at amor-
banks and partners who always have an investment grade.
tized cost result mainly from interest expense.
Compliance with the risk limits is constantly monitored. The
Interest income from financial assets that are not measured
ject to the approval of the regional or divisional management
at fair value and recognized in the income statement was
and the Executive Board.
limits are adjusted depending on the credit volume only sub-
€2,278 (1,480) thousand. Interest expenses for financial
borrowings were €12,228 (10,644) thousand.
110 Annual Financial Statements | Notes for the KWS Group 2015/2016 | 4. Notes to the Balance Sheet
Annual Report 2015/2016 | KWS GroupLiquidity is managed in the eurozone by the central Treasury
There are unutilized credit lines totaling €271 million. The
unit using a cash-pooling system. Liquidity requirements are
syndicated loan of €200 million runs until October 2019,
generally determined by means of cash planning and are
with the option of extending it up to October 2021. This loan
covered by cash and promised credit lines.
only contains one financial covenant. In the case of financial
covenants, the dynamic gearing ratio is used as a finan-
KWS SAAT SE raised a borrower’s note loan for an amount
cial indicator. Compliance with the covenants is regularly
of €70 million for financing purposes in December 2015. The
reviewed by KWS SAAT SE’s Treasury unit and reported to
tranches have a maturity of five and seven years; part of the
the banks every quarter in connection with the quarterly and
loan has a variable interest rate, but most of it (€43 million)
annual financial statements.
has a fixed interest rate.
The table below shows the KWS Group’s liquidity analysis
for nonderivative and derivative financial liabilities. The table
is based on contractually agreed, undiscounted payment
Fiscal year 2015/2016
in € thousand
flows:
Book value
Liquidity analysis of financial liabilities
06/30/2016
06/30/2016
Total
Financial liabilities
Trade payables
Other financial liabilities
251,790
257,621
76,427
13,174
76,427
13,174
Due in
> 1 year and
< 5 years
Cash flows
Due in
> 5 years
124,519
105,606
1,202
148
210
Due in
< 1 year
27,496
75,014
13,026
Nonderivative financial liabilities
341,391
347,221
115,536
125,869
105,816
Payment claim
Payment obligation
Derivative financial liabilities
1,497
Fiscal year 2014/2015
in € thousand
Book value
21,052
23,225
2,173
20,237
21,961
1,724
815
1,264
449
Liquidity analysis of financial liabilities
06/30/2015
06/30/2015
Total
Financial liabilities
Trade payables
Other financial liabilities
214,066
237,027
61,258
14,542
61,258
14,542
Due in
< 1 year
42,285
59,658
14,268
Due in
> 1 year and
< 5 years
138,416
1,189
274
Cash flows
Due in
> 5 years
56,326
411
Nonderivative financial liabilities
289,866
312,827
116,211
139,879
56,737
Payment claim
Payment obligation
Derivative financial liabilities
1,949
40,134
43,812
3,678
39,868
43,168
3,300
266
644
378
4. Notes to the Balance Sheet | Notes for the KWS Group 2015/2016 | Annual Financial Statements
111
KWS Group | Annual Report 2015/2016The cash flows of the derivative financial liabilities mainly
In order to assess the risk of interest rate changes, the
relate to forward exchange deals and include both inter-
sensitivity of interest rates to fluctuations was determined.
est payments and redemption payments. These derivative
The average rate of interest in the fiscal year was nega-
financial instruments are settled in gross.
tive. An increase in the rate of interest of one percentage
The following sensitivity analyses show the impact on
interest income canceling each other out (previous year:
income and equity. The calculated figures relate to the port-
additional income of €0.1 million); equity would therefore not
folio at the balance sheet date and show the hypothetical
be impacted (previous year: an improvement of €0.1 million).
point would result in additional interest expense and higher
effect for one year.
A reduction in the rate of interest to zero percentage points
would add a further €0.6 (1.1) million in income to the interest
In order to assess the risk of exchange rate changes, the
result. Equity would increase by €0.4 (0.7) million in the
sensitivity of a currency to fluctuations was determined.
event of such a change in the rate of interest.
After the euro, the US dollar is the most important currency
in the KWS Group. All other currencies are of minor impor-
The Management Report addresses possible risks resulting
tance. The average exchange rate in the fiscal year was
from agreements regarding financial dependencies.
1.11 (1.19) USD/EUR. If the US dollar depreciated by 10%, the
financial instruments would be worth €199 (233) thousand. If
(17) Contingent liabilities
the US dollar appreciated by 10%, the financial instruments
As in the previous year, there are no contingent liabilities to
would have a value of €244 (285) thousand. The net income
report at the balance sheet date.
for the year and equity would change accordingly.
Due to seasonally related fluctuations in borrowing require-
There was a €13,211 (11,875) thousand obligation from
ments, the impact of changes in market interest rates is cal-
uncompleted capital expenditure projects, mainly relating
culated across the board on the basis of the current interest
to property, plant and equipment. The largest item is the
(18) Other financial obligations
result.
obligations from investments of €2.0 million in expanding the
greenhouse complex and of €1.9 million in expanding the
Forum at Einbeck.
Obligations under rental agreements and leases
in € thousand
Due within one year
Due between 1 and 5 years
Due after 5 years
06/30/2016
06/30/2015
16,520
21,353
6,002
43,875
15,063
20,788
7,530
43,381
The leases relate primarily to full-service agreements for IT
year under review. The main leasehold obligations relate to
equipment and fleet vehicles, which also include services
land under cultivation.
for which a total of €5,556 (4,544) thousand was paid in the
112 Annual Financial Statements | Notes for the KWS Group 2015/2016 | 4. Notes to the Balance Sheet
Annual Report 2015/2016 | KWS Group5. Notes to the Income Statement
Income statement
Net sales
Cost of sales
Gross profit on sales
Selling expenses
Research & development expenses
General and administrative expenses
Other operating income
Other operating expenses
Operating income
2015/2016
2014/2015
in € millions % of sales in € millions % of sales
1,036.8
480.9
555.9
196.8
182.4
76.4
70.4
57.9
112.8
100.0
46.4
53.6
19.0
17.6
7.4
6.8
5.6
10.9
986.0
453.5
532.5
189.0
174.6
74.8
88.0
68.7
113.4
100.0
46.0
54.0
19.2
17.7
7.6
8.9
7.0
11.5
1.7
Net financial income/expenses
14.8
1.4
16.7
Result of ordinary activities
127.6
12.3
130.1
13.2
Taxes
Net income for the year
Share of minority interest
Net income after minority interest
(19) Net sales and function costs
By product category
in € thousand
Certified seed sales
Royalties income
Basic seed sales
Services fee income
Other sales
42.3
85.3
0.0
85.3
4.1
8.2
0.0
8.2
46.1
84.0
1.3
82.7
4.7
8.5
0.1
8.4
2015/2016
2014/2015
918,471
877,494
73,006
19,411
3,513
22,373
1,036,774
72,626
14,318
780
20,797
986,015
5. Notes to the Income Statement | Notes for the KWS Group 2015/2016 | Annual Financial Statements
113
KWS Group | Annual Report 2015/2016By region
in € thousand
Germany
Europe (excluding Germany)
North and South America
Rest of world
2015/2016
2014/2015
223,972
450,817
282,999
78,986
1,036,774
223,885
441,526
254,709
65,895
986,015
For further details of sales, see segment reporting. Sales are
The cost of sales increased by 6.0% to €480,864
recognized when the agreed goods or services have been
(453,498) thousand, or 46.4% (46.0%) of sales. The total
supplied and the risk and title pass to the buyer. Any rebates
cost of goods sold was €290,480 (272,836) thousand.
or discounts are taken into account.
July 1 to June 30
in € thousand
Impairment losses
Decreases in impairment loss
The impairment losses on inventories and the decreases
in the impairment loss, which are carried as a reduction in
the cost of materials in the period, are as follows for each
segment:
Total
9,350
6,777
The €7,827 thousand increase in selling expenses to
amounted to €182,360 (174.627) thousand. Development
€196,818 (188,991) thousand is attributable to the creation
costs for new varieties are not recognized as an asset
and expansion of distribution structures. This is 19.0% of
because evidence of future economic benefit can only be
net sales, down from 19.2% the year before.
provided after the variety has been officially certified.
Research and development is recognized as an expense
General and administrative expenses increased by
in the year it is incurred; in the year under review, this
€1,646 thousand to €76,402 thousand, representing 7.4%
of sales, after 7.6% the year before.
(20) Other operating income
July 1 to June 30
in € thousand
Income from sales of fixed assets
Income from the reversal of provisions
Exchange rate gains and gains from currency and interest rate hedges
Income from reversal of allowances on receivables
Performance-based public grants
Income relating to previous periods
Income from loss compensation received
Miscellaneous other operating income
2015/2016
2014/2015
445
6,748
28,050
4,636
5,924
8,925
132
15,512
70,372
877
6,427
36,640
10,852
4,845
8,227
862
19,230
87,960
The other operating income mainly comprises foreign ex-
other operating income. The performance-based govern-
change gains and income from interest rate hedges, as well
ment grants mainly relate to breeding allowances and farm
as income from the reversal of provisions and miscellaneous
payments.
114 Annual Financial Statements | Notes for the KWS Group 2015/2016 | 5. Notes to the Income Statement
Annual Report 2015/2016 | KWS Group(21) Other operating expenses
July 1 to June 30
in € thousand
Legal form expenses
Allowances on receivables
Counterparty default
Exchange rate losses and losses on currency and interest rate hedges
Losses from sales of fixed assets
Expenses relating to previous periods
Expense from remeasurement of intangible assets
Other expenses
2015/2016
2014/2015
944
8,263
3,293
28,986
1,294
1,741
239
13,178
57,938
1,712
8,478
8
44,304
717
1,199
238
12,030
68,686
In the year under review, allowances for receivables
€7,244 (2,591) thousand at the Sugarbeet Segment and
and counterparty defaults of €4,132 (5,644) thousand
€180 (251) thousand at the Cereals Segment.
were recognized as an expense at the Corn Segment,
(22) Net financial income/expenses
July 1 to June 30
in € thousand
Interest income
Interest expenses
Income from other financial assets
Write-down on securities
Interest effects from pension provisions
Interest expense for other long-term provisions
Financial lease interest expense
Interest result
Result from equity-accounted financial assets
Income from equity investments
Gain from revaluation of the existing shares in SOCIETE DE MARTINVAL S.A.
Net income from equity investments
Net financial income/expenses
2015/2016
2014/2015
2,618
11,679
44
0
2,547
114
7
–11,685
26,466
3
0
26,469
14,784
1,480
9,709
141
9
2,518
158
7
–10,780
23,747
0
3,722
27,469
16,689
Net income from equity investments fell year on year by
result of €–11,685 (–10,780) thousand, net financial
€1,000 thousand. Income from equity-accounted financial
income/expenses fell by €1,905 thousand to €14,784
assets rose from €23,747 thousand to €26,466 thousand,
(16,689) thousand. The interest effects from pension pro-
but was not able to fully compensate for the non-recur-
visions comprise interest expenses (compounding) and the
ring effect from remeasurement of the existing shares in
planned income.
SOCIETE DE MARTINVAL S.A. Together with an interest
5. Notes to the Income Statement | Notes for the KWS Group 2015/2016 | Annual Financial Statements
115
KWS Group | Annual Report 2015/2016(23) Taxes
Income tax expense is computed as follows:
Income tax expenses
in € thousand
Actual income taxes
In Germany
Abroad
Thereof from previous years
Deferred taxes
In Germany
Abroad
Income taxes
2015/2016
2014/2015
40,803
4,666
36,137
–267
1,468
2,831
–1,363
42,271
51,954
15,723
36,231
294
–5,896
–634
–5,262
46,058
KWS pays tax in Germany at a rate of 29.1%. Corporate in-
German Group companies carried these claims as assets
come tax of 15.0% (15.0%) and solidarity tax of 5.5% (5.5%)
at their present value totaling €2,470 (3,706) thousand at
are applied uniformly to distributed and retained profits. In
June 30, 2016. A total of €1,236 (1,235) thousand was re-
addition, trade tax is payable on profits generated in Germa-
covered in the year under review and recognized directly in
ny. Trade income tax is applied at a weighted average rate of
equity.
13.3% (13.3%), resulting in a total tax rate of 29.1% (29.1%).
The profits generated by Group companies outside Ger-
The “Law on Tax Measures Accompanying Introduction
many are taxed at the rates applicable in the country in
of the Societas Europaea and Amending Further Tax
which they are based. The tax rates in foreign countries vary
Regulations” (SEStEG), which was passed at the end of
between 10.0% (10.0%) and 39.0% (39.0%).
2006, means that the corporate income tax credit bal-
ance at December 31, 2006, can be realized. It will be paid
The deferred taxes that are recognized relate to the follow-
out in ten equal annual amounts from 2008 to 2017. The
ing balance sheet items and tax loss carryforwards:
Deferred taxes
in € thousand
Intangible assets
Property, plant and equipment
Financial assets
Inventories
Current assets
Noncurrent liabilities
of which pension provisions
Current liabilities
Deferred taxes recognized (gross)
Tax loss carryforward
Consolidations
Setting off
Deferred taxes recognized (net)
Deferred tax assets
Deferred tax liabilities
2015/2016
2014/2015
2015/2016
2014/2015
786
612
1,738
8,122
1,618
27,549
(22,734)
14,463
54,888
5,588
1,249
–20,686
41,039
273
515
1,655
9,645
4,760
18,145
(15,754)
11,547
46,540
6,660
1,119
–18,409
35,910
5,957
17,703
0
1,013
4,026
1,420
(11)
3
8,118
15,375
1
187
3,363
954
(92)
87
30,122
28,085
0
11
0
10
–20,686
–18,409
9,447
9,686
There is a deferred tax expense of €1,616 (1,308) thousand
from the allowance for deferred taxes on tax loss carryfor-
No deferred taxes were formed for tax loss carryforwards
wards and temporary differences in the year under review.
totaling €24,987 (13,595) thousand that have not yet been
The write-up of deferred taxes results in deferred tax
utilized. Of these, €4,627 (5,266) thousand must be utilized
income of €95 (0) thousand.
within a period of 5 years and €5,715 (0) thousand within a
116 Annual Financial Statements | Notes for the KWS Group 2015/2016 | 5. Notes to the Income Statement
Annual Report 2015/2016 | KWS Group
period of nine years. Low carryforwards totaling €14,645
assumed that the companies in question will post taxable
(8,330) thousand can be utilized without any time limit.
profits in the future. The fact is taken into account here that
the KWS Group may realize income with a delay due to the
No deferred taxes were formed for deductible temporary
long-term nature of research and development spending.
differences totaling €543 (1,540) thousand.
The reconciliation of the expected income tax expense to
Temporary differences of €120,336 thousand are connected
the reported income tax expense is derived on the basis of
to shares in subsidiaries for which no deferred tax liabilities
the consolidated income before taxes and the nominal tax
are formed pursuant to IAS 12.39.
rate for the Group of 29.1% (29.1%), taking into account the
In the year under review, there were surpluses of deferred
tation in the tax reconciliation has been changed and the
tax assets from temporary differences and loss carryfor-
previous year’s figures have been adjusted accordingly.
wards totaling €30,677 (13,864) thousand at Group com-
panies that made losses in the past period or the previous
Other taxes, primarily real estate tax, are allocated to the
period. These were considered recoverable, since it is
relevant functions.
following effects. In order to improve clarity, the presen-
Reconciliation of income taxes
in € thousand
Earnings before income taxes
Expected income tax expense1
Reconciliation with the reported income tax expense
Differences from the Group`s tax rate
Effects of changes in the tax rate
Tax effects from:
Expenses not deductible for tax purposes and other additions
tax-free income
other permanent deviations
Reassessment of the recognition and measurement of deferred tax assets
Tax credits
Taxes relating to previous years
Other effects
Reported income tax expense
Effective tax rate
1 Tax rate in Germany: 29.1%
2015/2016
2014/2015
127,548
37,148
11,709
–393
4,255
–13,155
–330
3,567
–245
–2,385
2,100
42,271
33.1%
130,106
37,861
4,228
0
6,654
–5,573
–778
3,646
–313
–79
412
46,058
35.4%
(24) Personnel costs/employees
Personnel costs went up by €15,310 thousand to
July 1 to June 30
in € thousand
Wages and salaries
Social security contributions,
expenses for pension plans
and benefits
2015/2016
2014/2015
188,170
176,088
44,013
40,785
232,183
216,873
€232,183 thousand, an increase of 7.1%. The number of
employees increased by 152 to 4,843, or by 3.2%.
Compensation increased by 6.9% from €176,088 thousand
in the previous year to €188,170 thousand. Social security
contributions, expenses for pension plans and benefits
were €3,228 thousand higher than in the previous year.
5. Notes to the Income Statement | Notes for the KWS Group 2015/2016 | Annual Financial Statements
117
KWS Group | Annual Report 2015/2016Employees1
Germany
Europe (excluding Germany)
North and South America
Rest of world
Total
1 Annual average
2015/2016
2014/2015
1,908
1,449
1,280
206
4,843
1,868
1,401
1,234
188
4,691
Longterm incentive (LTI)
The stock-based compensation plans awarded at the
KWS Group are recognized in accordance with IFRS 2
“Share-based Payment.” The incentive program, which
was launched in fiscal 2009/2010, involves stock-based
payment transactions with cash compensation, which
are measured at fair value at every balance sheet date.
Members of the Executive Board are obligated to acquire
shares in KWS SAAT SE every year in a freely select-
able amount ranging between 20% and 50% of the gross
With our joint ventures, associated company and joint oper-
performance-related bonus. Along with that, all members
ation consolidated proportionately, the number of employ-
of the second management level can likewise take part
ees was 5,472 (5,322). The reported number of employees is
in an LTI program. As part of this program, they are obli-
greatly influenced by seasonal labor.
gated to invest in shares in KWS SAAT SE every year in a
(25) Sharebased payment
Employee Share Program
freely selectable amount ranging between 10% and 40%
of the gross performance-related bonus. The members of
the Executive Board and the second management level
may sell these shares at the earliest after a regular holding
KWS has established a share program for employees. All
period of five years beginning at the time they are acquired
employees who have been with the company for at least one
(end of the quarter in which the shares were acquired). The
year without interruption and have a permanent employment
entitled persons are paid a long-term incentive (LTI) in the
relationship that has not been terminated at a KWS Group
form of cash compensation after the holding period for
company that participates in the program are eligible to take
the tranche in question. Its level is calculated on the basis
part. That also includes employees who are on maternity
of KWS SAAT SE’s share performance and on the KWS
leave or parental leave or who are in semi-retirement.
Group’s return on sales (ROS), measured as the ratio of
operating income to net sales, over the holding period. For
Each employee can acquire up to 500 shares. A bonus of
persons with contracts as of July 1, 2014, the cash compen-
20% is deducted from the purchase price, which depends
sation for members of the Executive Board is a maximum
on the price applicable on the key date. The shares are sub-
of one-and-half times (for the Chief Executive Officer two
ject to a lock-up period of four years beginning when they
times), and for members of the second management level a
are posted to the employee’s securities account. The right
maximum of two times their own investment (LTI cap). The
to a dividend, if KWS SAAT SE pays one out, exists during
costs of this compensation are recognized in the income
the lock-up period. Holders can also exercise their right to
statement over the period and were €510 (1,044) thou-
participate in the Annual Shareholders’ Meeting during the
sand in the period under review. The provision for it at
lock-up period. They can dispose freely of the shares after
June 30, 2016, was €2,680 (2,170) thousand. The LTI fair
the lock-up period.
values are calculated by an external expert.
A total of 7,541 (9,878) shares were repurchased for the Em-
(26) Net income for the year
ployee Share Program at a total price of €1,952 (2,684) thou-
The KWS Group’s net income for the year was €85,277
sand in the year under review. The total cost for issuing
(84,048) thousand on operating income of €112,764
shares at a reduced price was €311 thousand in the past
(113,417) thousand and net financial income/expenses of
fiscal year (previous year: €566 thousand).
€14,784 (16,689) thousand. The return on sales fell slightly to
8.2% (8.5%). Net income for the year after minority interest
was €85,261 (82,712) thousand. Earnings per share in the
year under review were €12.92 (12.53).
118 Annual Financial Statements | Notes for the KWS Group 2015/2016 | 5. Notes to the Income Statement
Annual Report 2015/2016 | KWS Group6. Notes to the Cash Flow Statement
The cash flow statement, which has been prepared accord-
(3) Net cash from financing activities
ing to IAS 7, shows the changes in cash and cash equiva-
Financing activities resulted in cash proceeds of
lents of the KWS Group in the three categories of operating
€21,385 thousand (previous year: cash proceeds of
activities, investing activities and financing activities. The
€48,398 thousand). The dividend payments to parent share-
effects of exchange rate changes and changes in the con-
holders and other shareholders comprise the dividends
solidated group have been eliminated from the respective
of €19,800 (19,800) thousand paid to the shareholders of
balance sheet items, except those affecting cash and cash
KWS SAAT SE, as well as acquisition of the minority interest
equivalents.
(1) Net cash from operating activities
in Brazil of €27,086 thousand. In addition, net borrowings
totaling €68,600 (68,198) thousand were raised.
The cash proceeds from operating activities are substan-
(4) Supplementary information on the
tially determined by cash earnings. In the year under review
cash flow statement
they were €107,297 (92,063) thousand. The proportion of
Of the changes in cash and cash equivalents caused by
cash earnings included in sales was 10.3% (9.3%). Lower
exchange rate, consolidated group and measurement
working capital tie-up and higher liabilities meant that there
changes, a total of € –1,161 (6,879) thousand results from
were net cash proceeds of €26,973 thousand. The cash
exchange rate-related adjustments.
proceeds from operating activities also include interest
income of €2,609 (1,479) thousand and interest expense of
As in previous years, cash and cash equivalents are com-
€7,871 (6,843) thousand. Income tax payments amounted
posed of cash (on hand and balances with banks) and
to €46,916 (69,967) thousand. The dividends received from
current available-for-sale securities.
the joint ventures are also carried here and total €25,682
(12,157) thousand.
(2) Net cash from investing activities
A net total of €92,174 (123,761) thousand was required
to finance investing activities. An amount of €97,444
(86,576) thousand was paid for intangible and tangible
assets and an amount of €266 (7,535) thousand for financial
assets. Some €25,262 thousand was paid out to obtain the
trait licensing agreements. There were total cash receipts of
€1,536 (2,077) thousand for disposals of assets. There were
cash receipts of €4,000 thousand from the disposal of busi-
ness units. A total of €31,727 thousand was paid to acquire
shares in consolidated companies and other business units
in the previous year.
6. Notes to the Cash Flow Statement | Notes for the KWS Group 2015/2016 | Annual Financial Statements
119
KWS Group | Annual Report 2015/20167. Other Notes
Proposal for the appropriation of net retained profits
Shareholdings of members of the Supervisory Board
KWS SAAT SE posted operating income of €18,149 thou-
and the Executive Board (as of September 27, 2016)
sand compared with €–23,242 thousand for the previ-
Dr. Arend Oetker indirectly holds a total of 1,694,587
ous year. Allowing for net financial income/expenses
(1,650,010) shares and Dr. Andreas J. Büchting 108,030
of €17,991 (45,017) thousand and an extraordinary in-
(108,030) shares in KWS SAAT SE. The members of the Su-
come of €67,617 (0) thousand resulting from the merger
pervisory Board hold a total of 1,803,317 (1,758,735) shares
with KWS MAIS GMBH as well as income taxes to-
in KWS SAAT SE.
taling €3,032 (2,108) thousand, net income in accor-
dance with the German commercial law regulations was
All together, the members of the Executive Board hold
€100,725 (19,667) thousand. Adding the net profit of
16,107 (14,445) shares in KWS SAAT SE.
€66 (199) thousand brought forward from the previous year,
a net retained profit of €100,791 thousand is available for
Related party disclosures
distribution.
Transactions with related parties in accordance with IAS 24
are all business dealings that are conducted with the report-
A proposal will be made to the Annual Shareholders’ Meet-
ing entity by entities or natural persons or their close family
ing that, of KWS SAAT SE’s net retained profit, an amount
members, if the party or person in question controls the
of €80,950 thousand should be allocated to the revenue
reporting entity or is a member of its key management per-
reserves and €19,800 thousand should be distributed as a
sonnel, for example. There were no business transactions
dividend of €3.00 (3.00) for each of the 6,600,000 shares.
or legal transactions that required reporting for this group
The balance of €41 (66) thousand is to be carried forward to
KWS procures goods and services worldwide from a large
of persons in fiscal 2015/2016. As part of its operations,
the new account.
number of business partners. They also include companies
in which KWS has an interest and on which representa-
Total remuneration of the Supervisory Board
tives of KWS’ Supervisory Board exert a significant influ-
and Executive Board and of former members of
ence. Business dealings with these companies are always
the Super visory Board and Executive Board of
conducted on an arm’s-length basis and are not material
KWS SAAT SE
in terms of volume. As part of Group financing, short- and
The compensation of the members of the Superviso-
medium-term term loans are taken out from, and granted to,
ry Board consists of a fixed and a variable component,
subsidiaries at market interest rates. The compensation that
with the variable component being limited to the level
has to be disclosed in accordance with IAS 24 for manage-
of the fixed compensation. As in the previous year, the
ment in key positions at the Group comprises remuneration
total compensation for members of Supervisory Board
for the active Executive Board and the Supervisory Board.
amounts to €516 (516) thousand, excluding value-added
It is presented in the Group Management Report. No other
tax. Some €238 (238) thousand of the total compensation is
related parties have been identified for whom there is a spe-
performance-related.
cial reporting requirement under IAS 24.
In fiscal year 2015/2016, total Executive Board compen-
Disclosure
sation amounted to €3,531 (3,803) thousand. The variable
The following subsidiaries with the legal form of a corpo-
compensation, which is calculated on the basis of the net
ration within the meaning of Section 264 (3) of the German
profit for the period of the KWS Group, is made up of a
Commercial Code (HGB) have utilized the exemption pro-
bonus and a long-term incentive. The bonus totals €1,602
vided in Section 264 (3) of the German Commercial Code
(1,779) thousand; there are contributions from the long-term
(HGB) as regards preparation of financial statements and
incentive tranche for 2014/2015 totaling €558 thousand
publication:
(tranche for 2013/2014: €670 thousand).
Compensation of former members of the Executive Board
■■ KWS Landwirtschaft GmbH, Einbeck
■■ KWS LOCHOW GmbH, Bergen
and their surviving dependents amounted to €1,334
(1,693) thousand. Pension provisions recognized for this
group of persons amounted to €8,027 (7,131) thousand as
of June 30, 2016, before being netted off with the relevant
planned assets.
120 Annual Financial Statements | Notes for the KWS Group 2015/2016 | 7. Other Notes
Annual Report 2015/2016 | KWS GroupRelated parties
in € thousand
Unconsolidated
subsidiaries
Equity-accounted
joint ventures
Joint operation
Other related parties
Deliveries and
services provided
Received deliveries
and services
Receivables
Payables
2015/2016 2014/2015 2015/2016 2014/2015 06/30/2016 06/30/2015 06/30/2016 06/30/2015
0
0
0
0
330
0
4,891
1,862
0
6,196
1,691
0
16,319
15,205
17,323
6,394
6,925
132
6,812
132
439
0
0
0
0
0
0
0
0
22
1,086
0
Audit of the annual financial statements
Declaration of compliance with the
On December 17, 2015, the Annual Shareholders’ Meeting
German Corporate Governance Code
of KWS SAAT SE elected the accounting firm Deloitte
KWS SAAT SE has issued the declaration of compliance
GmbH, Hanover, to be the Group’s auditors for fiscal year
with the German Corporate Governance Code required by
2015/2016.
Fee paid to the external auditors under
Section 314 (1) No. 9 of the HGB
Section 161 Aktiengesetz (AktG – German Stock Corpora-
tion Act) and made it accessible to its shareholders on the
company’s home page at www.kws.com/ir.
in € thousand
2015/2016 2014/2015
a) Audit of the consolidated
financial statements
b) Other certification services
c) Tax consulting
d) Other services
Total fee paid
674
0
0
109
783
741
2
0
52
795
For fiscal year 2016/2017, fees for consulting services
(excluding auditing) of up to €75 thousand are expected.
7. Other Notes | Notes for the KWS Group 2015/2016 | Annual Financial Statements
121
KWS Group | Annual Report 2015/2016Boards of the Company
Supervisory Board
Members
Dr. Drs. h. c. Andreas J. Büchting
Einbeck
Agricultural Biologist
Chairman of the Supervisory Board of KWS SAAT SE
Dr. Arend Oetker
Berlin
Businessman
Managing Partner of Kommanditgesellschaft
Dr. Arend Oetker Vermögensverwaltungsgesellschaft
mbH & Co., Berlin
Deputy Chairman of the Supervisory Board of
KWS SAAT SE
Hubertus von Baumbach
Ingelheim am Rhein
Businessman
Chairman of the Board of Managing Directors of
C. H. Boehringer Sohn AG & Co. KG, Ingelheim am Rhein
Jürgen Bolduan
Einbeck
Seed Breeding Employee
Chairman of the Central Works Council of KWS SAAT SE
Cathrina ClaasMühlhäuser
Frankfurt am Main
Businesswoman
Chairwoman of the Supervisory Board of
CLAAS KGaA mbH, Harsewinkel
Dr. Berthold Niehoff
Einbeck
Agricultural Scientist
Employee Representative
Mandates
Membership of comparable German and foreign oversight boards:
■■ Member of the Board of Directors of Ball Horticultural Company,
West Chicago, Illinois (U.S.)
Membership of other legally mandated Supervisory Boards:
■■ Schwartauer Werke GmbH & Co. KGaA, Bad Schwartau
(Chairman)
■■ Cognos AG, Hamburg (Chairman)
Membership of comparable German and foreign oversight boards:
■■ Leipziger Messe GmbH, Leipzig
Membership of other legally mandated Supervisory Boards:
■■ CLAAS KGaA mbH, Harsewinkel (Chairwoman)
Membership of comparable German and foreign oversight boards:
■■ CLAAS KGaA mbH, Harsewinkel
(Deputy Chairwoman of the Shareholders’ Committee)
Supervisory Board Committees
Committee
Audit Committee
Chairman
Hubertus von Baumbach
Committee for Executive
Board Affairs
Nominating Committee
Andreas J. Büchting
Andreas J. Büchting
Members
Andreas J. Büchting
Jürgen Bolduan
Arend Oetker
Cathrina Claas-Mühlhäuser
Arend Oetker
Cathrina Claas-Mühlhäuser
122 Annual Financial Statements | Notes for the KWS Group 2015/2016 | 7. Other Notes
Annual Report 2015/2016 | KWS GroupMandates
Membership of comparable German and foreign oversight boards:
■■ Hero AG, Lenzburg, CH
(Member of the Board of Administration)
Executive Board
Members
Dr. Hagen Duenbostel
Einbeck
Chief Executive Officer
Corn, Corporate Development and Communication,
Corporate Compliance
Dr. Léon Broers
Einbeck
Research and Breeding
Dr. Peter Hofmann
Einbeck
Sugarbeet, Cereals, Marketing
Eva Kienle
Göttingen
Finance, Controlling, Global Services, IT,
Legal, Human Resources
8. Declaration by Legal Representatives
We declare to the best of our knowledge that the consoli-
dated financial statements give a true and fair view of the
assets, financial position and earnings of the Group in com-
pliance with the generally accepted standards of consolidat-
ed accounting, and that an accurate picture of the course of
business, including business results, and the Group’s situ-
ation is conveyed by the Group Management Report, which
is combined with the Management Report of KWS SAAT SE,
and that it describes the main opportunities and risks of the
Group’s anticipated development.
Einbeck, September 27, 2016
KWS SAAT SE
THE EXECUTIVE BOARD
H. Duenbostel
L. Broers
E. Kienle
P. Hofmann
8. Declaration by Legal Representatives | Notes for the KWS Group 2015/2016 | Annual Financial Statements
123
KWS Group | Annual Report 2015/2016
Auditors’ Report
We have audited the annual financial statements of the
the basis of test samples within the framework of the audit.
KWS Group – consisting of the balance sheet, the state-
The audit includes the assessment of the annual financial
ment of comprehensive income, the notes, the cash flow
statements of the companies included in the consolidated
statement, segment reporting and the statement of changes
financial statements, the definition of the companies con-
in equity – and the Combined Group Management Report
solidated, the accounting and consolidation principles used
for the fiscal year from July 1, 2015, to June 30, 2016, all of
and any significant estimates made by the Executive Board,
which were prepared by KWS SAAT SE, Einbeck. The prepa-
as well as the evaluation of the overall presentation of the
ration of the consolidated financial statements and the Group
consolidated financial statements and the Group Manage-
Management Report according to the International Financial
ment Report. We believe that our audit provides a reason-
Reporting Standards (IFRS) as applicable in the EU, and in
able basis for our opinion.
addition according to the commercial law regulations to be
applied pursuant to Section 315a (1) HGB (German Com-
On the basis of our audit, we have no reservations to note.
mercial Code), is the responsibility of the Executive Board
of the company. Our task is to give, on the basis of the audit
In our opinion, pursuant to the findings gained during the au-
we have conducted, an opinion on the consolidated financial
dit, the consolidated financial statements of KWS SAAT SE,
statements and the Group Management Report.
Einbeck, comply with the IFRS as applicable in the EU, and
in addition with the commercial law regulations to be applied
We conducted our audit of the annual financial statements
pursuant to Section 315a (1) HGB, and give a true and fair
in accordance with Section 317 HGB and the generally
view of the assets, financial position and earnings of the
accepted standards for the audit of financial statements
Group, taking into account these regulations. The Group
promulgated by Institut der Wirtschaftsprüfer (the German
Management Report accords with the consolidated financial
Institute of Certified Public Accountants). According to these
statements, conveys overall an accurate view of the Group’s
standards, the audit must be planned and executed in such
position and accurately presents the opportunities and risks
a way that misstatements and violations materially affecting
of future development.
the presentation of the view of the assets, financial position
and earnings conveyed by the consolidated financial state-
Hanover, September 27, 2016
ments, taking into account the applicable regulations on
orderly accounting, and by the Group Management Report
Deloitte GmbH
are detected with reasonable certainty. Knowledge of the
Wirtschaftsprüfungsgesellschaft
business activities and the economic and legal operating
environment of the Group and evaluations of possible errors
are taken into account. The effectiveness of the internal
accounting control system and the evidence supporting the
disclosures in the consolidated financial statements and
(Kompenhans)
the Group Management Report are evaluated mainly on
Auditor
(Römgens)
Auditor
124 Annual Financial Statements | Notes for the KWS Group 2015/2016 | Auditors’ Report
Annual Report 2015/2016 | KWS Group
Report on the 1st quarter of 2016/2017
Annual Shareholders’ Meeting in Einbeck
Report on the 2nd quarter of 2016/2017
Report on the 3rd quarter of 2016/2017
Publication of 2016/2017 financial statements,
annual press and analyst conference in Frankfurt
Report on the 1st quarter of 2017/2018
Annual Shareholders’ Meeting
707400
DE0007074007
KWS
Prime Standard
SDAX
Individual share certificates
6,600,000
Financial calendar
Date
November 24, 2016
December 15, 2016
March 7, 2017
May 23, 2017
October 26, 2017
November 23, 2017
December 14, 2017
KWS share
Key data of KWS SAAT SE
Securities identification number
ISIN
Stock exchange identifier
Transparency level
Index
Share class
Number of shares
Address
Grimsehlstrasse 31
P.O. Box 1463
37555 Einbeck
Germany
Contact
Phone +49 (0)5561 311 0
Fax +49 (0)5561 311 322
info@kws.com
www.kws.com
This translation of the original German version of the Annual Report has been prepared for the convenience
of our English-speaking shareholders. The German version is legally binding.
Photos/illustrations:
Uwe Aufderheide ■ Hollis Bennett ■ Dirk-Andre Betz ■ Eberhard Franke ■ Frank Stefan Kimmel ■ Landpixel ■ Julia Lormis ■
Dominik Obertreis ■■Spieker Fotografie ■■KWS Group archive
KWS SAAT SE
Grimsehlstrasse 31
P.O. Box 1463
37555 Einbeck/Germany
www.kws.com