The Annual Report

2013

193.0136,710,057.42

26,8183,581 19,007

157,19023.5212.5 369,737,369.87

663,607,281.93

26,971

374,776,040.75654,018,841.62808,000

843,000

10.2335

16,501

12,800

224,882.252,868,176.62

160,000369.7

192,755559

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NürnbergMesse Foreword

Ladies and Gentlemen:

When people talk about the Olympic Games, two guiding principles are often mentioned: “Higher,

faster, further” and “Taking part is everything”. You can soon get the impression that there is not much

between these two extremes – like the difference between Champagne and soda water. However,

this is not a trivial matter, either in the Olympics or in life in general. And this knowledge also applies

to the exhibition companies, especially to NürnbergMesse and also in the 2013 financial year.

Olympian icons measure their successes in jump heights, run times or distances thrown. The successes

of exhibition companies are often measured by numbers of exhibitors, visitors or exhibition space

sold. And to keep this sporting imagery going: Yes, our development is positive without interruption

and – in terms of our economic figures – we continue to move at the top level in Germany and Europe.

And without wanting to spoil your read of the annual report, we can take a look at the results and

state: 2013 was again a really successful year for our company. For example, the annual results for

NürnbergMesse are better than the comparable exhibition year of 2011 and therefore confirm the

course taken by the company.

To return the focus to the sporting comparison made at the start: 2013 was a good year for Nürn-

bergMesse, ultimately there are top results and medal winners once again. But this is the result of

hard work and has to be achieved again from the beginning.

It is this knowledge that allows us to strengthen our services and get even closer to our customers, their

needs and market developments. For we remain enormously hungry for success and are committed

to achieving new best values. Our great thanks expressly go to all our customers, service partners and

the employees of NürnbergMesse.

Our aims therefore remain unchangingly sporty, so that going forward into the future the Nürn-

bergMesse’s motto is: “higher, faster, further”

Regards

Dr. Roland Fleck Peter Ottmann

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NürnbergMesse Facts, Figures and Data2 Table of Contents NürnbergMesse

Facts, Figures and data

EXHIBITION FIGuREs, NüRNBERGMEssE GROuP

2009 2010 2011 2012 2013

Exhibitors 24,038 28,850 25,808 29,449 26,818

• national 15,905 18,322 16,289 17,938 16,857

• international 8,133 10,528 9,519 11,511 9,961

Visitors 1.09 million 1.35 million 1.11 million 1.36 million 1.13 million

• including specialist visitors 778,000 943,000 798,000 951,000 843,000

• national 647,000 743,000 632,000 738,000 679,000

• international 131,000 200,000 166,000 213,000 164,000

Net exhibition space (m²) 724,000 946,000 767,000 991,000 808,000

Hall turnover rate exhibition centre 12 14 12 14 13

Hall capacity exhibition centre (m²) 160,000 160,000 160,000 160,000 160,000

seating capacity in NürnbergConvention Center

11,000 11,000 12,800 1) 12,800 1) 12,800 1)

Employees 329 442 492 545 559

• including apprentices and trainees (including DHBW students 2) )

38 52 56 63 67

1) incl. grandstand seats in the Frankenhalle2) DHBW: Dual university Baden-Württemberg

FINANCIAl FIGuREs, NüRNBERGMEssE GROuP

in EuR m 2009 2010 2011 2012 2013

sales revenue 132.7 204.8 173.3 236.0 192.8

Depreciation 19.2 21.2 21.9 22.6 23.8

Cashflow 3) 13.0 31.0 16.4 32.7 18.6

Annual results – 6.2 9.8 – 5.5 10.1 – 5.2

EBITDA 21.7 41.3 24.3 44.4 23.5

Investments 41.2 26.5 12.9 23.3 31.7

Fixed assets 327.6 334.9 325.6 326.2 334.0

liabilities 256.0 222.2 213.3 198.3 212.5

Equity capital 74.5 115.7 121.4 136.7 136.7

Balance sheet total 345.3 354.9 349.8 357.5 369.7

3) simplified: Annual results + Depreciation

NüRNBERGMEssE GMBH FINANCIAl FIGuREs

in EuR m 2009 2010 2011 2012 2013

sales revenue 117.7 173.3 144.0 189.8 157.2

Depreciation 17.4 19.7 18.6 21.7 19.8

Cashflow 3) 10.9 28.7 13.9 29.8 19.0

Annual results – 6.5 9.0 – 4.7 8.1 – 0.8

EBITDA 19.2 39.4 21.9 41.5 24.9

Investments 40.9 26.5 11.8 23.0 31.9

Fixed assets 335.5 341.3 333.5 334.6 346.8

liabilities 255.1 219.9 209.1 192.9 211.3

Equity capital 79.3 118.0 125.3 139.4 144.6

Balance sheet total 347.2 353.7 348.5 353.6 374.8

3) simplified: Annual results + Depreciation

contents

INtro

1 Foreword

Facts, FIgures aNd data

3 Exhibition figures and financial figures

MaNageMeNt report

4 Consolidated Management Report

and Management Report

BalaNce sheet

16 Balance sheet · Group

18 Balance sheet · NürnbergMesse GmbH

INcoMe stateMeNt

20 Income statement · Group

21 Income statement · NürnbergMesse GmbH

developMeNt oF the FIxed assets

22 Development of the Fixed Assets · Group

24 Development of the Fixed Assets · NürnbergMesse GmbH

cash Flow stateMeNt

26 Cash Flow statement · Group

27 Cash Flow statement · NürnbergMesse GmbH

developMeNt oF the equIty capItal

28 Development of the Equity Capital · Group

aNNex

30 Abridged consolidated notes and notes

for the financial year 2013

30 1. General information

34 2. Notes on the Balance sheet of NürnbergMesse GmbH

and on the Consolidated Balance sheet

37 3. Notes on the Income statement of NürnbergMesse GmbH

and on the Consolidated Income statement

38 4. Other information

40 5. Executive Bodies of the Company

41 6. Net Income Appropriation proposed

by the Management Board

42 Auditor’s Certificates

5NürnbergMesse Management Report4 Management Report NürnbergMesse

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the german exhibition market 2013

The German economy grew slightly again in 2013. According to information from the Federal sta-

tistical Office, the price-adjusted gross domestic product (GDP) grew by 0.4 %, a very moderate

rate, and was even weaker than in the previous year (0.7 %). While GDP grew considerably stronger

after the global economic crisis in 2009 as a result of recovery processes in the following years

(2010: 4.0 %, 2011: 3.3 %), last year it weakened due to the continuing recession in Europe and

slow global economic development.

The exhibition economy in Germany consequently finds itself in a difficult macroeconomic environ-

ment. However, according to the industry association Ausstellungs- und Messe-Ausschuss der

Deutschen Wirtschaft (AuMA) new orders increased in the industry and consumer demand was

also relatively strong. While the difficult economic situation in southern Europe affected these

countries’ presence at German exhibitions, Germany, on the other hand, profited from relatively

strong growth in East Asia and latin America.

According to calculations by the AuMA, 1 % more exhibitors attended the 139 national exhibi-

tions in Germany in 2013 than in the events in the previous year (2012: + 2.0 %). At + 2 %, the

participation of foreign exhibitors grew above average in 2013. The exhibition space of the national

exhibitions remained constant (2012: + 4.1 %) and visitor numbers also remained stable. (source:

www.auma.de)

stroNgest growth IN aN uNeveN year For the NürNBergMesse group

NürnbergMesse GmbH is an organiser of international trade fairs and exhibitions in the areas of Con-

sumer Goods, Processing + Packaging, Building + Construction, IT + Electronics and Health + Public

sector. The NürnbergConvention Center organises congresses and related events. With the foreign

subsidiaries NürnbergMesse China Co. ltd., NürnbergMesse North America Inc., NürnbergMesse

Brasil ltda., NürnbergMesse Italia s.r.l. and the newly formed NürnbergMesse India Pvt. ltd., it

consolidated ManageMent report and ManageMent report oF nürnbergMesse gMbH, nureMberg

»According to current results, the AUMA expects a stable

exhibition industry for 2013 with a slight increase in exhibitors

and constant visitor numbers.«

forms the NürnbergMesse Group and is active in major foreign exhibition markets. NürnbergMesse

robustly expanded its strategic division Messeservice in 2010 by acquiring a 50 % stake in the

renowned exhibition construction company Holtmann.

The program of the NürnbergMesse Group is characterised by a broad risk spread. For example, more

than 60 mostly international own and partner events are held in Nuremberg and around the world.

In addition, seven international guest exhibitions are held in Nuremberg, a good 50 congresses and

conferences, some with related conventions, and more than 50 other events in Nuremberg and

around the world. The economic risk of the individual events is therefore limited and relativised in

view of the overall portfolio. The high level of internationalism of the trade fairs, which in some

cases achieve more than 80 % on the exhibitor side and around 60 % on the visitor side, strengthens

this effect further.

* The chart is not part of the certified Management Report and

merely provides additional information.

Shareofrevenueingroupsales*Financial year 2013

SalestrendNürnbergMesseGroup*in EuR m

108.1

96.1

125.7 125.0

153.2

204.8

173.3

236.0

192.8

132.7

2004 2005 2006 2007 2008 2009 2010 2011 2012 2013

International

11 %

Guest events

and NCC

30 %

Own and partner

events, Germany

33 %

Messeservice

26 %

7NürnbergMesse Management Report6 Management Report NürnbergMesse

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NürNBergMesse (INdIvIdual FINaNcIal stateMeNts)

sales for the GmbH totalled EuR 157.2 million (2012: EuR 189.8 million). After event costs, personnel

costs, depreciation, other operating costs and plus the other operating income and investment

results, as well as after the profit transfer, the company achieved an operating result of EuR 5.6 mil-

lion (2012: EuR 22.3 million) and a profit before taxes of EuR 0.2 million (2012: EuR 13.3 million).

The EBITDA totalled EuR 24.9 million (2012: EuR 41.5 million).

The fall in sales revenue and profit margins is a result of the cyclical weaker exhibition year.

The increase in personnel costs results from an increase in employee numbers and regular wage

rises. The operating costs and, in particular, marketing costs, are reduced in cyclically weaker

exhibition years corresponding to the development of the business. The additional maintenance and

the technical and structural quality improvement measures decreased in 2013 as a result of the

capacities tied to the Hall 3A large-scale construction measures. Income from equity investments

primarily resulted from profit transfers from foreign subsidiaries.

2013 MIlestoNes

The international events make up a large proportion of the success of the NürnbergMesse Group.

For example, exhibitor participation in foreign exhibitions increased by 8 %, net space by 10 % and

the number of visitors by 18 % compared to the equivalent year of 2011. One important milestone

for the NürnbergMesse Group in 2013 was the founding of a fifth foreign subsidiary in India.

Previously, NürnbergMesse had already purchased shares together with Vincentz Network in the

trade fair PAINTINDIA from Colour Publications.

The new construction of Hall 3A in the south-east section of the exhibition site progressed rapidly

in 2013. The architectural milestone from the pen of the famous office Zaha Hadid Architects

increases the exhibition space to 170,000 m². 3A is the first ever exhibition hall to be certified

according to the standards of the German sustainable Building Council (DGNB).

»By acquiring shares in PAINTINDIA one one hand

we are strengthening our good partnership, and on the other

we are investing in the growth on the Indian market.«

In the 2013 financial year, the NürnbergMesse Group achieved sales of EuR 193 million. Own and

partner events in Germany earned sales of EuR 64.4 million, guest events EuR 40.8 million and the

NürnbergConvention Center EuR 17.4 million. sales by Messeservice (including Holtmann GmbH &

Co. KG) totalled EuR 49.6 million, and by the international division EuR 20.5 million. This is a

lower result compared to the previous year; but compared to the cyclically more comparable year

2011, sales increased by 11 %. This means the highest sales in an uneven exhibition year by the

NürnbergMesse Group.

After event costs, personnel costs, depreciation, other operating costs and plus the other operating

income and investment results, the NürnbergMesse Group achieved an operating result of EuR 32 k

(2012: EuR 21.8 million) and a result before taxes of EuR – 4.0 million (2012: EuR 16.0 million).

A strong congress year made a significant contribution to this, with numerous events in the

NürnbergConvention Center celebrating their premier, as well as the growing development of the

exhibition space sold.

Overall, the portfolio of the NürnbergMesse Group included 174 trade fairs, congresses, public

events and corporate events in 2013. In total, the events welcomed 26,818 exhibitors (2011:

25,808) and around 1.13 million visitors (2011: 1.11 million). The net space sold increased compared

to the reference year 2011 by 5 % and exceeded 808.000 m² (2011: 767,000 m²). The number of

international exhibitors also achieved growth of 5 % to 9,961 (2011: 9,519). In terms of the pro-

portion of international exhibitors, eleven events in Nuremberg exceeded the nationwide average

of 55 %. The number of international visitors declined slightly by 2 % to 164,000 (2011: 166,000).

The international net space increased by approx. 1 % to 212,128 m² (2011: 210,353).

The capacity utilisation is measured in the exhibitions industry with the so-called occupancy factor.

This denotes how often an exhibition site is used per year, i.e. how frequently the entire site was

rented. The average occupancy factor in Germany is between 9 and 10. In Nuremberg, this figure

was between 12 and 15 in the last few years, and therefore was considerably above the average.

In 2013 the occupancy factor was 13.

Nuremberg is currently one of the 15 largest exhibition locations in the world, is in Europe’s Top 10

and in 2012 was ranked 6th in Germany after Frankfurt, Düsseldorf, Munich, Hanover and Berlin,

ahead of Cologne, stuttgart, leipzig and Essen.

9NürnbergMesse Management Report8 Management Report NürnbergMesse

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NürnbergMesse India was founded in April 2013. The event portfolio of NürnbergMesse India

included two events in 2013. In addition, the company acquired exhibitors and visitors for the events

in Nuremberg and for the entire Group. From being founded to the group reporting date 2013,

the company’s sales total EuR 305 k.

NürnbergMesse service GmbH, domiciled in Nuremberg, is a wholly-owned subsidiary of Nürn-

bergMesse GmbH. It is a 25 % shareholder in sMT / AsIC / Hybrid MEsAGO Messe & Kongress GmbH &

Co. oHG, domiciled in Nuremberg, which holds the exhibition rights to the sMT Hybrid Packaging

trade fair, which takes place in Nuremberg every year. In addition, NürnbergMesse service GmbH

organises the special shows of the hunting and sporting guns industry at “Jagd & Hund” Dortmund

and “Pferd & Jagd” in Hanover. In financial year 2013 sales totalled EuR 381 k (2012: EuR 400 k).

The success of the exhibition year 2013 can also be seen in the capacity utilisation of the Nürn-

bergConvention Center. 56 congresses were held here in 2013 (2011: 48). Among others, the

German Football Association (DFB) celebrated its premier in Nuremberg , which held its 41st national

conference in the NürnbergConvention Center. Overall, the three convention centres NCC West,

NCC Mitte and NCC Ost recorded an excellent capacity utilisation of 287 occupancy days. Appropri-

ately for a strong convention year, the Kongress-Initiative Nürnberg celebrated its tenth anniversary.

The network makes a significant contribution to positioning Nuremberg as an attractive location

for congresses.

suBsIdIarIes

NürnbergMesse China was founded in 2006 as the first independent subsidiary of NürnbergMesse

GmbH outside Germany. The event portfolio of NürnbergMesse China included five events in 2013.

In addition, the company acquired exhibitors and visitors for the events in Nuremberg and for the

entire Group. In the financial year 2013, sales totalled EuR 2.1 million (2012: EuR 2.0 million).

NürnbergMesse North America was founded in 2007. Its event portfolio for 2013 included two

events, which because of their two-year cycle were not held in 2013. In addition, the company

acquired exhibitors and visitors for the events in Nuremberg and for the entire Group. In the finan-

cial year 2013, sales totalled EuR 342 k (2012: EuR 4.0 million). Due to the cancellation of a planned

new exhibition and the amortisation of exhibition rights, the company experienced heavy costs

in 2013.

NürnbergMesse Brasil was purchased in 2009 under the name Nielsen Business Media Brasil by

the North-American Nielsen Group. The portfolio of NürnbergMesse Brasil included eight events

in 2013. In addition, the company acquired exhibitors and visitors for the events in Nuremberg

and for the entire Group. In the financial year 2013, sales totalled EuR 10.0 million (2012: EuR 9.7

million).

NürnbergMesse Italia was founded in 2009 as a subsidiary of NürnbergMesse, domiciled in Milan.

The business activity includes the acquisition and care of exhibitors and visitors, as well as other

advertising measures for the events of NürnbergMesse GmbH and its subsidiaries. In financial year

2013 sales totalled EuR 443 k (2012: EuR 894 k).

Group companies as at 31.12.20131) NürnbergMesse GmbH: 99.99 %

NürnbergMesse Beteiligungs-GmbH: 0.01 %

2) NürnbergMesse GmbH 99.9 %

NürnbergMesse Beteiligungs-GmbH 0.1 %

NürnbergMesse GmbH

International National

NürnbergMesseBrasil ltda.

100 % 1)

NürnbergMesseNorth America, Inc.

100 %

ExpoNova Exhibitions and Conferences (India) Pvt. ltd.

24.5 %

NürnbergMesseChina Co., ltd.

100 %

NürnbergMesseIndia Pvt. ltd.

100 % 2)

NürnbergMesseItalia s.r.l.

100 %

mesomondo GmbH

100 %

E)(POMONDO s.r.l.

100 %

Holtmann Beteiligungsver-waltungs GmbH

50 %

Holtmann GmbH & Co. KG

50 %

NürnbergMesseservice GmbH

100 %

NürnbergMesseBeteiligungs-GmbH

100 %

AMA service GmbH

49 %

GroupStructureofNürnbergMesse GmbH

sMT / AsIC / HybridMesago Messe &Kongress GmbH & Co. oHG

25 %

11NürnbergMesse Management Report10 Management Report NürnbergMesse

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persoNNel as a strategIc Factor For success

In 2013, the NürnbergMesse Group employed an average of 559 (2012: 545) people, including

45 apprentices, 13 students at the Dual university of Baden-Württemberg (DHBW) and 9 trainees.

In order to cover the large number of projects and events in the portfolio according to the high

quality demands, the tight staffing level was also increased in 2013 as in previous years. The aver-

age age of colleagues at NürnbergMesse is around 38 years. The average length of service is

disproportionately high for the service industry at more than eight years, which robustly secures the

expertise for the company.

For the NürnbergMesse Group, its own employees are the most important resource and a critical

competitive advantage. In order to maintain and further expand their competence, NürnbergMesse

offers various qualification measures and specific courses for the apprentices and supports work-

based degree courses.

NürnbergMesse GmbH receives additional support in its marketing activities from NürnbergMesse

Beteiligungs-GmbH, with which there is a profit and loss transfer agreement. The company is owner,

inter alia, of the exhibition rights to the trade fairs fensterbau / frontale, BIOFACH and EuROGuss.

In the financial year 2013, sales totalled EuR 1 million (2012: EuR 5.1 million).

In 2010, NürnbergMesse GmbH purchased a 50 % share in exhibition construction services pro-

vider Holtmann GmbH & Co. KG, which is domiciled in langenhagen near Hanover. Holtmann has

also been one of three service partners in the exhibition construction segment at the Nuremberg

exhibition site since 2009. In the financial year 2013, sales totalled EuR 27.6 million (2012:

EuR 35.3 million). In 2010 NürnbergMesse GmbH also purchased 50 % of the shares, in the form

of an investment in the general partner limited company Holtmann Beteiligungsverwaltungs

GmbH. The object of the company is to assume personal liability and management of Holtmann

GmbH & Co. KG.

E)(POMONDO s.r.l. was founded in Italy in 2011. This is a wholly-owned sales subsidiary of

Holtmann GmbH & Co. KG, in particular for the Expo in Milan in 2015.

In 2011, mesomondo GmbH was founded as a 50 % investment by Holtmann GmbH & Co. KG.

Holtmann purchased the remaining shares in 2012 and since then has owned 100 % of mesomondo

GmbH. The brand mesomondo has its core competence in the flexible and creative use of stand

construction elements and system materials within the framework of separate or standardised

designs, thereby optimising budget and performance.

NürnbergMesse GmbH also holds a 49 % minority interest in AMA service GmbH, which holds

the sENsOR+TEsT trade fair in Nuremberg. In the financial year 2013, NürnbergMesse GmbH also

purchased a 24.5 % stake in the newly founded ExpoNova Exhibitions and Conferences (India)

Pvt. ltd., which holds the PAINTINDIA trade fair every two years.

INvestMeNts IN FIxed assets IN the group

In 2013, around EuR 31.7 million was invested in the exhibition site, in particular in the construction

of Hall 3A and in event rights and equity investments.

The interest and impairments resulting from the current investments are the reason for accrued

losses carried forward by NürnbergMesse GmbH of EuR 8.8 million in previous years.

GROuP NüRNBERGMEssE GMBH

Balancesheetfigures,absolute 31.12.2013EuR m

31.12.2012EuR m

31.12.2013EuR m

31.12.2012EuR m

Fixed assets, total 334 326 347 335

New investments 32 23 32 23

• including assets under construction 24 17 24 17

Equity capital 137 137 145 139

liabilities, long-term 74 76 74 76

Cash flow from current business activity 23.2 37.3 19.9 39.8

Cash flow from investments – 31.8 – 23.8 – 32.0 – 23.6

Cash flow from financing 18.7 – 5.9 21.5 – 8.8

Cash flow, total 10.2 7.6 9.4 7.4

GROuP NüRNBERGMEssE GMBH

Balancesheetfigures,relative 31.12.2013%

31.12.2012%

31.12.2013%

31.12.2012%

Asset coverage 1 (equity capital to fixed assets) 40.9 41.9 41.6 41.7

Asset coverage 2 (equity capital and medium to long-term liabilities to fixed assets)

84.0 82.1 83.0 80.8

Working capital (current assets to short-term liabilities)

50.3 43.0 34.6 28.5

13NürnbergMesse Management Report12 Management Report NürnbergMesse

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eveNts aFter the reportINg date

There were no particularly important events after the end of the financial year, which have a material

impact on the asset, financial and income situation of the parent company or on the Group.

outlook for 2014

geNeral outlook For the sector

German exhibition organisers are looking forward to 2014 with cautious optimism. The industry

association AuMA is forecasting largely stable figures for the exhibition industry for the current

year compared to the respective previous events. Depending on how the economy develops over

the course of the year, a slight increase in possible.

A total of 178 internationally or nationally important exhibitions are planned in Germany. The

AuMA forecasts participation by around 180,000 exhibitors for these events on exhibition space of

6.9 million m². A small plus is possible for both these figures. The number of visitors is expected

to stabilise at 9.7 million.

The reasons for the cautious optimism, according to the AuMA are primarily the forecast growth

in exhibition-related branches such as machine engineering and electrical engineering. German

exhibitions also continue to remain attractive to foreign exhibitors and visitors, so that the German

exhibition industry can profit from global economic growth. Adjusted for cyclical fluctuations in

the exhibition programme, exhibition organisers’ sales expectations are somewhat above the 2013

results for the entire domestic and foreign business.

outlook oN the NürNBergMesse group

For its 40th anniversary, the NürnbergMesse Group is expecting a positive annual result and a sales

range between EuR 210.0 and 230.0 million. Consequently, the expected sales in the cyclically

strong anniversary year is expected to be between the two record years 2010 (EuR 204.8 million)

and 2012 (EuR 236.0 million). Overall, the NürnbergMesse Group 2014 is organising more than

50 international trade fairs in Nuremberg and around the world. In addition there are around

50 congresses, public and other events.

In 2011 NürnbergMesse initiated a project to combine work and family. As in the summer of

2012, children’s holiday care was provided in 2013 for children aged between three and twelve.

NürnbergMesse also offered a childcare program for employees’ nursery school-aged and school

children on the Day of Prayer and Repentance holiday.

rIsk MaNageMeNt

NürnbergMesse has been performing a systematic analysis and assessment of the risk situation

of the company since 2000. The various individual risks are examined, assessed and aggregated at

the operative and strategic level. The effects of the company’s economic situation are calculated

on this basis. The results serve to expand a value-oriented risk management system. According to

the requirements of the supervisory Board, this system was expanded after 2012 to cover the

entire NürnbergMesse Group and the foreign subsidiaries in particular.

The risk analysis report is discussed and acknowledged annually in the NürnbergMesse supervisory

Board.

To hedge against interest risks from loans borrowed or new loans in future, the Group uses derivative

financial instruments such as swaps and caps.

In order to counter financing risks, the financing is concluded proactively and monitored through

corresponding liquidity plans.

Risks from the operation and maintenance of the exhibition site are constantly monitored and

corresponding measures taken.

Risks can be mitigated through the broad range of events.

No existential risks, which threaten the continued existence of the company with a high degree of

probability, were identified and none are foreseeable for 2014 either.

»It is good cooperation, confident working together,

which leads to permanent success.«

15NürnbergMesse Management Report14 Management Report NürnbergMesse

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Exhibitor participation is increasing over a broad base. The good capacity utilisation of Hall 3A is

particularly pleasing in its first year. In January 2014, spielwarenmesse used the Hall for the first time;

eight more international trade fairs – including fensterbau / frontale, Interzoo and the automation

exhibition sPs IPC Drives – will use the additional 9,000 m² of capacity in 2014.

BIOFACH celebrates its 25th anniversary in 2014. In terms of exhibitor and visitor numbers, the

world’s leading organic food exhibition, which is internationally related to five events on three

continents, has grown 12 and 16 times respectively since it was founded. In its anniversary year,

the event will remain stable at the 2013 level. The international crowd puller remains the IWA

OutdoorClassics, with three quarters of exhibitors and six of ten visitors now coming from abroad.

This event will grow further in its 41st year.

The subsidiaries NürnbergMesse Brasil and NürnbergMesse Italia, both of which have been trading

for five years, are celebrating smaller anniversaries in 2014. The newest foreign subsidiary, Nürn-

bergMesse India, celebrated its first birthday, along with ExpoNova as organisers of the bi-annual

PAINTINDIA, in which NürnbergMesse holds a stake in cooperation with Vincentz Network and

Colour Publications. As a new part of the international Coating Network, the trade fair shows, for

example, how the globally interconnected trade fairs develop further and reinforce each other

with the continental flow of good.

Corresponding to its corporate strategy, NürnbergMesse is also continuously strengthening its for-

eign commitments within the framework of the other subsidiaries. For example, in 2014 the it-sa

Brasil in são Paulo in the portfolio of NürnbergMesse Brasil acts as a counterbalance to the Nurem-

berg IT-security exhibition it-sa. NürnbergMesse North America splits the product range of the

drinks technology exhibition InterBev and divides the event into two specific exhibitions: InterBev

Beverage and InterBev Process. The subsidiaries NürnbergMesse North America and NürnbergMesse

China are exposed to risks here because of the currently difficult market environment.

In 2014 NürnbergMesse will be the organiser of joint stands at 37 exhibitions around the world.

The main clients are the Federal Ministry for Economic Affairs and Energy (Bundeswirtschafts-

ministerium – BMWi) and Bayern International, the Bavarian Company for International Economic

Relations (Bayerische Gesellschaft für Internationale Wirtschaftsbeziehungen). Not least, the work

of the roughly 50 foreign representatives, who actively recruit and support exhibitors and visitors

in more than 100 countries, contribute to the international growth as well.

The energy offensive in Nuremberg is also being pursued further in 2014. The first module includes

the company-wide introduction of the energy management system, followed by the certification

of the NürnbergMesse according to DIN EN IsO 50001. 2014 will also see Hall 3A certified as the

first ever exhibition hall according to the standards of the German sustainable Building Council

(DGNB).

On the financing side, the equity resources of NürnbergMesse were improved by the shareholders.

The equity capital of NürnbergMesse GmbH was increased again by a total of EuR 6 million in

early 2014, EuR 3 million through the conversion by the shareholder, the Free state of Bavaria, of

a shareholder loan and EuR 3 million through the provision of additional cash funds by the share-

holder City of Nuremberg.

Nuremberg, 15.05.2014

NürnbergMesse GmbH

Dr. Roland Fleck Peter Ottmann

Director Director

»The globally interconnected product families

are developing further with continental flows of goods

and strengthening each other.«

16 17Group Balance SheetBalance Sheet Group

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Liabilities Asat31.12.2013EuR

Asat31.12.2012EuR

A.  Equity cApitAl

I. subscribed capital 100,204,900.00 100,204,900.00

II. Capital reserves 53,658,115.34 47,658,115.34

III. Revenue reserves 749,925.19 720,305.19

IV. Difference from currency translation – 1,929,928.41 – 1,358,699.07

V. losses carried forward – 12,313,802.39 – 22,166,210.96

VI. Consolidated annual profit / loss of NürnbergMesse – 5,192,476.41 10,118,805.50

VII. Minority interests 402,827.12 402,827.12

VIII. Minority interests in revaluation reserve 1,386,877.74 1,386,877.74

IX. Minority interests in annual profit / loss – 256,380.76 136,710,057.42 – 266,396.93 136,700,523.93

B.  cONtRiButiONS FROM SilENt pARtNERS 110,900.00 95,900.00

c.  pROviSiONS

1. Provisions for pensions and similar liabilities 3,341,405.00 3,160,567.28

2. Tax provisions 1,656,183.15 3,691,691.10

3. Other provisions 15,419,342.20 20,416,930.35 15,602,935.16 22,455,193.54

D.  liABilitiES

1. liabilities due towards financial institutions including with a residual term up to 1 year: EuR 19,090,062.34 (previous year EuR 19,379,833.09)

152,496,815.15 136,088,430.83

2. Prepayments received on orders including with a residual term up to 1 year: EuR 31,002,106.19 (previous year EuR 26,879,415.85)

31,002,106.19 26,879,415.85

3. Accounts payable from deliveries and services including with a residual term of more than one year: EuR 10,592,410.66 (previous year EuR 13,793,721.87)

10,623,485.27 13,855,771.87

4. liabilities due to affiliated companies including with a residual term up to 1 year: EuR 58,438.67 (previous year EuR 193,561.32)

58,438.67 193,561.32

5. liabilities due to shareholders including with a residual term up to 1 year: EuR 3,520,184.17 (previous year EuR 4,644,558.57)

7,455,776.29 11,080,150.69

6. liabilities due to companies, in which participating interests are held including with a residual term of up to one year: EuR 12,645.96 (previous year EuR 0.00)

12,645.96 0.00

7. Other liabilities including with a residual term up to 1 year: EuR 4,196,242.10 (previous year EuR 2,288,803.95) including from taxes: EuR 1,418,269.77 (previous year EuR 520,854.28) including within the framework of social security: EuR 106,134.95 (previous year EuR 106,649.78)

10,850,214.57 212,499,482.10 10,188,850.10 198,286,180.66

369,737,369.87 357,537,798.13

Assets Asat31.12.2013EuR

Asat31.12.2012EuR

A.  FixED ASSEtS

I. Intangible fixed assets

1. IT programs 1,018,145.23 604,247.52

2. Event rights including from capital consolidation EuR 1,305,470.00 (previous year EuR 1,945,443.06)

4,189,487.84 7,312,040.25

3. Goodwill 8,577,436.41 9,480,540.54

4. Advance payments 306,670.15 56,115.72

5. Customer base and other rights 365,610.12 14,457,349.75 777,527.08 18,230,471.11

II. Property, plant and equipment

1. land, similar rights and buildings including buildings on third-party land

257,835,169.68 268,968,367.45

2. Technical equipment and machinery 11,396,682.00 13,541,505.00

3. Other plants, factories, equipment and fixtures 7,995,909.38 8,144,563.84

4. Prepayments and assets under construction 39,482,513.96 316,710,275.02 16,314,645.88 306,969,082.17

III. Financial assets

1. shares in affiliated companies 1,226,128.80 63,750.00

2. Equity investments 805,282.58 258,398.78

3. Equity investments in affiliated companies 337,960.79 351,995.01

4. Other loans 491,556.76 276,282.00

5. Cooperative shares 7,247.69 2,868,176.62 7,033.03 957,458.82

B.  cuRRENt ASSEtS

I. Inventory

1. Raw materials and supplies 1,156,330.97 1,068,171.21

2. unfinished work and services 2,841,070.06 3,809,801.95

. /. Advance payments received – 2,841,070.06 1,156,330.97 – 3,809,801.95 1,068,171.21

II. Receivables and other assets

1. Accounts receivables including with a residual term of more than one year: EuR 937,026.73 (previous year EuR 0.00)

3,696,583.17 5,929,623.87

2. Receivables due from affiliated companies including with a residual term of more than one year: EuR 0.00 (previous year EuR 0.00)

194,965.47 216,839.95

3. Receivables due from companies, in which participating interests are held including with a residual term of more than one year EuR 0.00 (previous year EuR 0.00)

10,291.57 10,652.09

4. Other fixed assets including with a residual term of more than one year EuR 473.773,90 (previous year EuR 623,295.56)

2,430,097.60 6,331,937.81 4,380,175.59 10,537,291.50

III. Cash in hand, deposits with the Bundesbank and in bank accounts, and cheques

26,970,919.35 17,270,479.35

c.  pREpAiD ExpENSES AND DEFERRED cHARGES 1,017,498.10 2,504,843.97

D.   pOSitivE DiFFERENcE FROM ASSEt OFFSEttiNG 224,882.25 0.00

369,737,369.87 357,537,798.13

consolidated balance sHeet as at 31 deceMber 2013NürnbergMesse GmbH

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NürnbergMesse gmbh Balance SheetBalance Sheet NürnbergMesse gmbh

Liabilities Asat31.12.2013EuR

Asat31.12.2012EuR

A.  Equity cApitAl

I. subscribed capital 100,204,900.00 100,204,900.00

II. Capital reserves 53,658,115.34 47,658,115.34

III. Revenue reserves 344,301.09 344,301.09

IV. losses carried forward – 8,818,496.46 – 16,884,080.53

V. Annual profit (+) / loss (–) – 818,285.03 144,570,534.94 8,065,584.07 139,388,819.97

B.  pROviSiONS

1. Provisions for pensions and similar liabilities 3,341,405.00 3,129,805.00

2. Tax provisions 1,473,100.00 3,560,846.31

3. Other provisions 14,046,682.96 18,861,187.96 14,602,118.19 21,292,769.50

c.  liABilitiES

1. liabilities due towards financial institutions including with a residual term up to 1 year: EuR 18,490,062.34 (previous year EuR 18,879,826.64)

151,896,815.15 135,588,430.83

2. Prepayments received on orders including with a residual term up to 1 year: EuR 28,277,378.05 (previous year EuR 24,120,448.96)

28,277,378.05 24,120,448.96

3. Accounts payable including with a residual term of more than one year: EuR 8,269,181.25 (previous year EuR 10,138,299.60)

8,300,255.86 10,200,349.60

4. liabilities due to affiliated companies including with a residual term up to 1 year: EuR 5,924,807.63 (previous year EuR 2,961,767.89)

5,924,807.63 2,961,767.89

5. liabilities due to companies, in which participating interests are held including with a residual term of up to one year: EuR 12,645.96 (previous year EuR 0.00)

12,645.96 0.00

6. liabilities due to shareholders including with a residual term up to 1 year: EuR 3,174,341.97 (previous year EuR 3,925,576.42)

6,609,934.09 10,361,168.54

7. Other liabilities including with a residual term up to 1 year: EuR 3,669,751.20 (previous year EuR 1,745,088.51) including from taxes: EuR 1,156,113.68 (previous year EuR 284,965.95) including within the framework of social security: EuR 0.00 (previous year EuR – 164.47)

10,322,481.11 211,344,317.85 9,645,134.66 192,877,300.48

374,776,040.75 353,558,889.95

Assets Asat31.12.2013EuR

Asat31.12.2012EuR

A.  FixED ASSEtS

I. Intangible fixed assets

1. IT programs 945,135.00 524,222.00

2. Event rights 2,863,249.00 3,852,698.00

3. Prepayments on intangible assets 306,670.15 4,115,054.15 56,115.72 4,433,035.72

II. Property, plant and equipment

1. land, similar rights and buildings including buildings on third-party land

257,835,169.68 268,968,367.45

2. Technical equipment and machinery 11,391,457.00 13,535,525.00

3. Other plants, factories, equipment and fixtures 5,603,708.98 5,536,184.87

4. Prepayments and assets under construction 39,482,513.96 314,312,849.62 16,314,645.88 304,354,723.20

III. Financial assets

1. Equity investments in affiliated companies 26,357,979.74 24,395,600.94

2. Equity investments 1,691,575.06 1,145,953.20

3. Other loans 284,689.76 28,334,244.56 269,217.00 25,810,771.14

B.  cuRRENt ASSEtS

I. Inventory

1. Raw materials and supplies 85,989.32 85,989.32

2. unfinished work and services 1,765,475.85 2,793,192.63

. /. Advance payments received – 1,765,475.85 85,989.32 – 2,793,192.63 85,989.32

II. Receivables and other assets

1. Accounts receivables including with a residual term of more than one year: EuR 121,250.00 (previous year EuR 178,255.00)

1,203,730.15 3,172,371.72

2. Receivables due from affiliated companies including with a residual term of more than one year: EuR 750,000.00 (previous year EuR 500,000.00)

1,500,618.00 1,398,858.31

3. Other fixed assets including with a residual term of more than one year EuR 256,253.17 (previous year EuR 356,312.12)

1,694,473.82 4,398,821.97 3,299,009.91 7,870,239.94

III. Cash in hand, deposits in bank accounts and cheques 19,007,046.18 9,640,635.26

c. pREpAiD ExpENSES AND DEFERRED cHARGES 4,522,034.95 1,363,495.37

374,776,040.75 353,558,889.95

balance sHeet as at 31 deceMber 2013NürnbergMesse GmbH

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NürnbergMesse gmbh Income StatementIncome Statement group

incoMe stateMent For tHe Financial Year 2013NürnbergMesse GmbH

2013EuR

2012EuR

1. sales revenue 157,189,999.59 189,801,609.28

2. Change in stock of unfinished products – 1,073,828.16 119,742.18

3. Other operating income including from currency translation: EuR 51,580.46 (previous year EuR 29,614.17)

2,371,266.33 523,871.75

  tOtAl 1 – 3 158,487,437.76  190,445,223.21 

4. Event costs – 91,126,552.39 – 106,101,360.80

5. Personnel costs

a) Wages and salaries – 19,323,739.31 – 18,495,279.27

b) social payments and costs for pension provision and for support, including pension provision: EuR 1,626,052.61 (previous year EuR 1,589,009.11)

– 4,958,127.21 – 24,281,866.52 – 4,853,843.55 – 23,349,122.82

6. Depreciation on intangible assets and fixed assets – 19,313,105.14 – 19,210,658.49

7. Other operating costs including from currency translation: EuR 161,711.42 (previous year EuR 60,406.10)

– 21,873,358.85 – 25,169,347.16

  tOtAl 4 – 7 – 156,594,882.90  – 173,830,489.27 

  OpERAtiNG iNcOME 1,892,554.86  16,614,733.94 

8. Income from equity investments of which from affiliated companies EuR 2,477,170.43 (previous year EuR 308,513.50)

2,599,604.45 430,947.52

9. Income from profit pooling agreements 1,103,661.08 5,273,098.87

10. Income from other securities and loans of the financial assets

15,472.76 14,825.33

11. Other interest and similar income including from affiliated companies: EuR 27,314.65 (previous year EuR 19,521.83) including from discounting: EuR 0.00 (previous year EuR 364.49)

79,806.55 122,207.00

12. Depreciation on financial assets and on securities of the current assets

– 455,534.74 – 2,537,271.89

13. Interest and similar costs including from affiliated companies: EuR 161,616.27 (previous year EuR 245,078.74) including from compounding: EuR 211,710.54 (previous year EuR – 2,938.11)

– 5,037,402.04 – 6,656,912.02

 14.   RESultS OF ORDiNARy BuSiNESS 198,162.92 13,261,628.75

15. Taxes on income and revenue 600,770.90 – 3,344,977.39

16. Other taxes – 1,617,218.85 – 1,851,067.29

 17.  ANNuAl pROFit (+) / lOSS (–) – 818,285.03 8,065,584.07

2013EuR

2012EuR

1. sales revenue 192,755,439.16 236,026,749.57

2. Change in stock of unfinished work and services – 1,384,481.96 478,778.52

3. Other capitalised own work 0.00 5,329.76

4. Other operating income including from currency translation: EuR 69,761.74 (previous year EuR 31,016.08)

2,267,055.17 935,333.51

  tOtAl 1 – 4 193,638,012.37 237,446,191.36

5. Event costs – 109,941,448.95 – 131,933,891.63

6. Personnel costs

a) Wages and salaries – 25,866,315.26 – 24,782,930.79

b) social payments and costs for pension provision and for support, including pension provision: EuR 1,839,815.46 (previous year EuR 2,367,715.44)

– 6,531,096.90 – 32,397,412.16 – 6,308,857.15 – 31,091,787.94

7. Depreciation on intangible assets and fixed assets – 23,759,314.38 – 22,622,487.56

8. Other operating costs including from currency translation: EuR 185,131.52 (previous year EuR 60,406.10)

– 27,960,403.56 – 30,186,735.66

  tOtAl 5 – 8 – 194,058,579.05 – 215,834,902.79

  OpERAtiNG iNcOME – 420,566.68 21,611,288.57

9. Income from equity investments 337,865.47 26,746.50

10. Income from profit pooling agreements 6,291.39 15,427.92

11. Income from other securities and loans of the financial assets

15,906.26 1,574.91

12. Other interest and similar income including from discounting: EuR 0.00 (previous year EuR 364.49)

884,507.98 705,885.63

13. Other interest and similar costs including from compounding: EuR 211,710.54 (previous year EuR 0.00)

– 4,912,368.42 – 6,453,856.08

14. Results from associated companies 108,399.79 121,064.09

 15.   RESultS OF ORDiNARy BuSiNESS – 3,979,964.21 16,028,131.54

16. Taxes on income and revenue 314,646.19 – 3,961,856.37

17. Other taxes – 1,647,306.04 – 1,923,397.39

18. Costs from profit and loss transfer – 5,545.00 – 3,836.00

 19.  cONSOliDAtED ANNuAl pROFit / lOSS – 5,318,169.06 10,139,041.78

20. Transfer to reserves – 29,620.00 – 60,670.00

21. Withdrawals from shareholder accounts 0.00 0.00

22. Transfer to shareholder accounts – 101,068.11 – 225,963.21

 23.  cONSOliDAtED NEt pROFit / lOSS – 5,448,857.17 9,852,408.57

24. Minority interests in consolidated net profit / loss – 256,380.76 – 266,396.93

 25.   cONSOliDAtED NEt pROFit / lOSS OF NüRNBERGMESSE

– 5,192,476.41 10,118,805.50

consolidated incoMe stateMent For tHe Financial Year 2013NürnbergMesse GmbH

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group Development of the Fixed AssetsDevelopment of the Fixed Assets group

DEPRECIATION BOOK VAluEs

Asat1.1.2013

EuR

Additions2013

EuR

Disposals2013

EuR

Transferposting2013

EuR

Asat31.12.2013

EuR

Asat31.12.2013

EuR

Asat31.12.2012

EuR

7,046,096.16 731,351.61 – 52,827.94 0.00 7,724,619.83 1,018,145.23 604,247.52

16,786,921.35 3,275,570.04 – 133,365.04 0.00 19,929,126.35 4,189,487.84 7,312,040.25

214,696.88 0.00 0.00 0.00 214,696.88 0.00 0.00

3,557,217.71 903,104.13 0.00 0.00 4,460,321.84 8,577,436.41 9,480,540.54

1,212,671.40 411,916.96 0.00 0.00 1,624,588.36 365,610.12 777,527.08

0.00 0.00 0.00 0.00 0.00 306,670.15 56,115.72

28,817,603.50  5,321,942.75  – 186,192.98  0.00  33,953,353.26  14,457,349.75  18,230,471.11 

209,039,603.55 13,307,255.41 0.00 0.00 222,346,858.96 257,835,169.68 268,968,367.45

38,544,115.35 2,501,529.57 0.00 0.00 41,045,644.92 11,396,682.00 13,541,505.00

28,404,292.39 2,628,586.66 – 67,644.86 0.00 30,965,234.19 7,995,909.38 8,144,563.84

0.00 0.00 0.00 0.00 0.00 39,482,513.96 16,314,645.88

275,988,011.29  18,437,371.64  – 67,644.86  0.00  294,357,738.07  316,710,275.02  306,969,082.17 

350,000.00 0.00 0.00 0.00 350,000.00 1,226,128.80 63,750.00

0.00 0.00 0.00 0.00 0.00 805,282.58 258,398.78

896,354.99 0.00 14,034.22 0.00 910,389.21 337,960.79 351,995.01

0.00 0.00 0.00 0.00 0.00 491,556.76 276,282.00

0.00 0.00 0.00 0.00 0.00 7,247.69 7,033.03

1,246,354.99  0.00  14,034.22  0.00  1,260,389.21  2,868,176.62  957,458.82 

306,051,969.78  23,759,314.38  – 239,803.62  0.00  329,571,480.54  334,035,801.39  326,157,012.10 

PROCuREMENT AND MANuFACTuRING COsTs

A.Fixedassets Asat1.1.2013

EuR

Additions2013

EuR

Disposals2013

EuR

Transferposting2013

EuR

Currencytranslation

EuR

Asat31.12.2013

EuR

I. Intangible fixed assets

1. IT programs 7,650,343.68 939,299.64 – 46,422.33 208,012.80 – 8,468.73 8,742,765.06

2. Event rights 24,098,961.60 182,826.81 – 163,236.55 0.00 62.33 24,118,614.19

3. Films 214,696.88 0.00 0.00 0.00 0.00 214,696.88

4. Goodwill 13,037,758.25 0.00 0.00 0.00 0.00 13,037,758.25

5. Customer base and other rights

1,990,198.48 0.00 0.00 0.00 0.00 1,990,198.48

6. Prepayments on intangible assets

56,115.72 458,567.23 0.00 – 208,012.80 0.00 306,670.15

tOtAl iNtANGiBlE ASSEtS 47,048,074.60  1,580,693.68  – 209,658.88  0.00  – 8,406.40  48,410,703.02 

II. Property, plant and equipment

1. land, similar rights and buildings including buildings on third-party land

478,007,971.00 911,293.88 0.00 1,262,763.76 0.00 480,182,028.64

2. Technical equipment and machinery

52,085,620.35 356,706.57 0.00 0.00 0.00 52,442,326.92

3. Other plants, factories, equipment and fixtures

36,548,856.24 2,505,611.02 – 67,841.75 10,353.21 – 35,835.16 38,961,143.57

4. Prepayments and assets under construction

16,314,645.88 24,440,985.05 0.00 – 1,273,116.97 0.00 39,482,513.96

tOtAl pROpERty, plANt AND EquipMENt

582,957,093.47  28,214,596.52  – 67,841.75  0.00  – 35,835.16  611,068,013.09 

III. Financial assets

1. shares in affiliated companies

413,750.00 1,162,378.80 0.00 0.00 0.00 1,576,128.80

2. Equity investments 258,398.78 546,883.80 0.00 0.00 0.00 805,282.58

3. shares in associated companies (AMA)

1,248,350.00 0.00 0.00 0.00 0.00 1,248,350.00

4. Other loans 276,282.00 215,774.76 – 500.00 0.00 0.00 491,556.76

5. Cooperative shares 7,033.03 214.66 0.00 0.00 0.00 7,247.69

tOtAl FiNANciAl ASSEtS 2,203,813.81  1,925,252.02  – 500.00  0.00  0.00  4,128,565.83 

GRAND tOtAl A i. – iii.   ASSEt HiStORy SHEEt 632,208,981.88  31,720,542.23  – 278,000.62  0.00  – 44,241.56  663,607,281.93 

group asset HistorY sHeet For tHe Financial Year 2013NürnbergMesse GmbH

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NürnbergMesse gmbh Development of the Fixed AssetsDevelopment of the Fixed Assets NürnbergMesse gmbh

DEPRECIATION BOOK VAluEs

Asof1.1.2013EuR

Recruits2013EuR

Disposals2013EuR

Reallocation2013EuR

Asat31.12.2013EuR

Asat31.12.2013EuR

Asat31.12.2012EuR

6,517,044.92 693,424.41 0.00 0.00 7,210,469.33 945,135.00 524,222.00

5,683,210.41 1,172,275.81 0.00 0.00 6,855,486.22 2,863,249.00 3,852,698.00

214,696.88 0.00 0.00 0.00 214,696.88 0.00 0.00

0.00 0.00 0.00 0.00 0.00 306,670.15 56,115.72

12,414,952.21  1,865,700.22  0.00  0.00  14,280,652.43  4,115,054.15  4,433,035.72 

209,039,603.55 13,307,255.41 0.00 0.00 222,346,858.96 257,835,169.68 268,968,367.45

38,498,447.50 2,500,774.57 0.00 0.00 40,999,222.07 11,391,457.00 13,535,525.00

23,253,350.96 1,639,374.94 – 1,117.70 0.00 24,891,608.20 5,603,708.98 5,536,184.87

0.00 0.00 0.00 0.00 0.00 39,482,513.96 16,314,645.88

270,791,402.01  17,447,404.92  – 1,117.70  0.00  288,237,689.23  314,312,849.62  304,354,723.20 

4,160,391.89 455,534.74 0.00 0.00 4,615,926.63 26,357,979.74 24,395,600.94

122,425.00 0.00 0.00 0.00 122,425.00 1,691,575.06 1,145,953.20

0.00 0.00 0.00 0.00 0.00 284,689.76 269,217.00

4,282,816.89  455,534.74  0.00  0.00  4,738,351.63  28,334,244.56  25,810,771.14 

287,489,171.11  19,768,639.88  – 1,117.70  0.00  307,256,693.29  346,762,148.33  334,598,530.06 

PROCuREMENT AND MANuFACTuRING COsTs

A.Fixedassets Asof1.1.2013EuR

Recruits2013 EuR

Disposals2013EuR

Reallocation2013EuR

Asat31.12.2013EuR

I. Intangible fixed assets

1. IT programs 7,041,266.92 906,324.61 0.00 208,012.80 8,155,604.33

2. Event rights 9,535,908.41 182,826.81 0.00 0.00 9,718,735.22

3. Films 214,696.88 0.00 0.00 0.00 214,696.88

4. Prepayments on intangible assets 56,115.72 458,567.23 0.00 – 208,012.80 306,670.15

tOtAl iNtANGiBlE ASSEtS 16,847,987.93  1,547,718.65  0.00  0.00  18,395,706.58 

II. Property, plant and equipment

1. land, similar rights and buildings including buildings on third-party land

478,007,971.00 911,293.88 0.00 1,262,763.76 480,182,028.64

2. Technical equipment and machinery

52,033,972.50 356,706.57 0.00 0.00 52,390,679.07

3. Other plants, factories, equipment and fixtures

28,789,535.83 1,698,104.84 – 2,676.70 10,353.21 30,495,317.18

4. Prepayments and assets under construction

16,314,645.88 24,440,985.05 0.00 – 1,273,116.97 39,482,513.96

tOtAl pROpERty, plANt AND  EquipMENt

575,146,125.21  27,407,090.34  – 2,676.70  0.00  602,550,538.85 

III. Financial assets

1. shares in affiliated companies 28,555,992.83 2,417,913.54 0.00 0.00 30,973,906.37

2. Investments 1,268,378.20 545,621.86 0.00 0.00 1,814,000.06

3. Other loans 269,217.00 15,472.76 0.00 0.00 284,689.76

tOtAl FiNANciAl ASSEtS 30,093,588.03  2,979,008.16  0.00  0.00  33,072,596.19 

GRAND tOtAl  A i. – iii. ASSEt HiStORy SHEEt 622,087,701.17  31,933,817.15  – 2,676.70  0.00  654,018,841.62 

asset HistorY sHeet For tHe Financial Year 2013NürnbergMesse GmbH

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NürnbergMesse gmbh Cash Flow StatementCash Flow Statement group

2013in thousands EuR

2012in thousands EuR

ANNuAl RESultS – 818 8,066

+ / – Depreciation / write-ups on items of the fixed assets 19,769 21,748

+ / – Increase / decrease in long-term provisions – 113 – 100

+ / – Other cash-neutral costs and income 674 3,443

cASH FlOw AccORDiNG tO DvFA / SG 19,512 33,157

– / + Profit / loss from the disposal of assets 1 1

– / + Increase / decrease in accounts receivable 1,819 – 222

– / + Increase / decrease in other assets 1,605 803

– / + Increase / decrease in prepaid expenses – 3,699 – 299

+ / – Increase / decrease in short-term provisions – 2,319 7,292

+ / – Increase / decrease in accounts payable – 1,887 2,179

+ / – Increase / decrease in prepayments received 4,157 – 2,556

+ / – Increase / decrease in other liabilities 677 – 563

1.  cASH FlOw FROM cuRRENt BuSiNESS Activity 19,866 39,792

+ Deposits from the disposal of fixed assets 0 83

– Payouts for investments in fixed assets – 27,407 – 21,431

– Payouts for investments in intangible fixed assets – 1,548 – 1,550

– Payouts for investments in financial assets – 2,963 – 480

+ / – Deposits / payouts based on financial assets within the framework of short-term financial planning with affiliated companies and equity investments

– 102 – 234

2.  cASH FlOw FROM iNvEStMENtS – 32,020 – 23,612

+ Deposits from shareholders 3,000 3,000

+ / – Increase / decrease from financial liabilities due to shareholders – 751 836

+ Deposits from the borrowing of loans 37,000 25,000

– Payments from the redemption of loans – 20,692 – 35,360

+ / – Increase / decrease in liabilities due to affiliated companies and equity investments 2,963 – 2,231

3.  cASH FlOw FROM FiNANciNG 21,520 – 8,755

cHANGES iN cASH AND cASH EquivAlENtS 9,366 7,426

+ Cash and cash equivalents at the start of the period 9,641 2,215

4.  FuNDS At tHE END OF tHE pERiOD 19,007 9,641

casH Flow stateMentNürnbergMesse GmbH

2013in thousands EuR

2012in thousands EuR

cONSOliDAtED ANNuAl RESultS – 5,449 9,852

+ / – Depreciation / write-ups on items of the fixed assets 23,759 22,622

+ / – Increase / decrease in long-term provisions – 144 176

+ / – Other cash-neutral costs and income 773 3,443

cASH FlOw AccORDiNG tO DvFA / SG 18,939 36,093

– / + Profit / loss from the disposal of assets 1 1

– / + Increase / decrease in inventories – 88 – 136

– / + Increase / decrease in accounts receivable 2,096 – 1,328

– / + Increase / decrease in other assets 1,855 977

– / + Increase / decrease in prepaid expenses 947 – 3,068

– / + Increase / decrease in positive difference from asset offsetting – 225 0

+ / – Increase / decrease in short-term provisions – 1,845 7,301

+ / – Increase / decrease in accounts payable – 3,220 3,924

+ / – Increase / decrease in prepayments received 4,123 – 5,906

+ / – Increase / decrease in other liabilities 658 – 564

1.  cASH FlOw FROM cuRRENt BuSiNESS Activity 23,241 37,294

Minority interests in cash flow from current business activity – 256 0

+ Deposits from the disposal of fixed assets 2 83

– Payouts for investments in fixed assets – 28,215 – 22,122

– Payouts for investments in intangible fixed assets – 1,581 – 1,684

– Payouts for investments in financial assets – 1,910 – 25

+ / – Deposits / payouts based on financial assets within the framework of short-term financial planning with affiliated companies and equity investments

– 57 – 34

2.  cASH FlOw FROM iNvEStMENtS – 31,761 – 23,782

+ Deposits from shareholders 3,015 3,068

+ / – Increase / decrease from financial liabilities due to shareholders – 642 1,081

+ Deposits from the borrowing of loans 37,100 25,361

– Payments from the redemption of loans – 20,692 – 35,360

+ / – Increase / decrease in liabilities due to affiliated companies and equity investments – 55 – 54

3.  cASH FlOw FROM FiNANciNG 18,726 – 5,904

cHANGES iN cASH AND cASH EquivAlENtS 10,206 7,608

+ / – Exchange rate, consolidation group and valuation-related changes to the cash and cash equivalents

– 505 – 680

+ Cash and cash equivalents at the start of the period 17,270 10,342

4.  FuNDS At tHE END OF tHE pERiOD 26,971 17,270

consolidated casH Flow stateMentNürnbergMesse GmbH

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group Development of the Equity CapitalDevelopment of the Equity Capital group

developMent oF tHe equitY capitalNürnbergMesse GmbH

2013 PARENT COMPANY

GroupNürnbergMesse

Subscribedcapital

EuR

Capitalreserves

EuR

Revenuereserves

EuR

Differencefromcurrency

translation

EuR

Consolidatedequitycapital

earned

EuR

Equitycapital

EuR

AS At 31.12.2012 100,204,900.00  47,658,115.34  720,305.19  – 1,358,699.07  – 11,419,988.53  135,804,632.93 

Currency difference 0.00 0.00 0.00 – 571,229.34 0.00 – 571,229.34

Consolidated overall results

0.00 0.00 0.00 0.00 – 5,192,476.41 – 5,192,476.41

Deposits 0.00 6,000,000.00 29,620.00 0.00 0.00 6,029,620.00

AS At 31.12.2013 100,204,900.00  53,658,115.34  749,925.19  – 1,929,928.41  – 16,612,464.94  136,070,547.18 

2012 PARENT COMPANY

GroupNürnbergMesse

Subscribedcapital

EuR

Capitalreserves

EuR

Revenuereserves

EuR

Differencefromcurrency

translation

EuR

Consolidatedequitycapital

earned

EuR

Equitycapital

EuR

AS At 31.12.2011 100,204,900.00 41,694,985.34 622,765.19 – 699,268.43 – 21,538,794.03 120,284,588.07

Currency difference 0.00 0.00 0.00 – 659,430.64 0.00 – 659,430.64

Consolidated overall results

0.00 0.00 0.00 0.00 10,118,805.50 10,118,805.50

Deposits 0.00 5,963,130.00 97,540.00 0.00 0.00 6,060,670.00

AS At 31.12.2012 100,204,900.00 47,658,115.34 720,305.19 – 1,358,699.07 – 11,419,988.53 135,804,632.93

2013 MINORITY sHAREHOlDERs GROuP

GroupNürnbergMesse

Minorityinterestsin

equity

EuR

Equitycapital

EuR

Consolidatedequitycapital

EuR

AS At 31.12.2012 895,891.00  895,891.00  136,700,523.93 

Currency difference 0.00 0.00 – 571,229.34

Consolidated overall results

– 256,380.76 – 256,380.76 – 5,448,857.17

Deposits 0.00 0.00 6,029,620.00

AS At 31.12.2013 639,510.24  639,510.24  136,710,057.42 

2012 MINORITY sHAREHOlDERs GROuP

GroupNürnbergMesse

Minorityinterestsin

equity

EuR

Equitycapital

EuR

Consolidatedequitycapital

EuR

AS At 31.12.2011 1,162,287.93 1,162,287.93 121,446,876.00

Currency difference 0.00 0.00 – 659,430.64

Consolidated overall results

– 266,396.93 – 266,396.93 9,852,408.57

Deposits 0.00 0.00 6,060,670.00

AS At 31.12.2012 895,891.00 895,891.00 136,700,523.93

30 31General information AnnexAnnex General information

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The following subsidiaries have not been included in the consolidated annual financial statements.

Equitycapitalasat31.12.2013

EuR

ProportionofNominalcapital

%

Annualresults2013

EuR

NürnbergMesse Italia s.r.l., Milan 287,152.00 100.0 64,649.00

Mesomondo GmbH, Nuremberg 26,767.59 50.0 0.00

Holtmann Beteiligungsverwaltungs GmbH, langenhagen 35,999.79 50.0 2,106.43

E)(POMONDO s.r.l., Milan 2) 50.0

Equitycapitalasat31.3.2013

EuR

ProportionofNominalcapital

%

Annualresult2013/2014

EuR

NürnbergMesse India Pvt. ltd. 1) 893,109.30 100.0 – 158,743.82

The equity capital of the foreign subsidiaries above has been

translated at the mean spot rate according to section 256a HGB.

NürnbergMesse India Pvt. ltd. was founded in New Delhi on

10.4.2013. NürnbergMesse GmbH holds 99.9 % and Nürnberg-

Messe Beteiligungs-GmbH 0.1 %. NürnbergMesse India is not

included in the consolidated annual financial statements for 2013

because of its only secondary importance according to section

296 para. 2 HGB.

NürnbergMesse GmbH acquired 24.5 % of the shares in the newly

founded ExpoNova Exhibitions and Conferences Pvt. ltd. on

16.1.2013. It is not included in the consolidated annual financial

statements for 2013 because of its only secondary importance

according to section 296 para. 2 HGB.

As at 1.1.2010, the limited partner share of 50 % of the partner-

ship capital in Holtmann GmbH & Co. KG and 50 % of Holtmann

Beteiligungsverwaltungs GmbH (general partner company) are

not included in the consolidated annual financial statements for

2013 because of their only secondary importance according to

section 296 para. 2 HGB.

Within the framework of the founding of Mesomondo GmbH,

50 % was assumed by Holtmann GmbH & Co. KG on 8.11.2010.

With effect from 1.3.2011 the remaining 50 % was acquired

so that Holtmann GmbH & Co. KG is the 100 % shareholder in

Mesomondo GmbH. Mesomondo GmbH is not included in the

consolidated annual financial statements for 2013 because of its

only secondary importance according to section 296 para. 2 HGB.

Within the framework of the founding of E)(POMONDO s.r.l.,

100 % was assumed by Holtmann GmbH & Co. KG in 2012.

E)(POMONDO is not included in the consolidated annual financial

statements for 2013 because of its only secondary importance

according to section 296 para. 2 HGB.

1) NürnbergMesse GmbH 99.9 %, NürnbergMesse Beteiligungs-GmbH 0.1 %2) No annual financial statements available

abridged consolidated notes and notes For tHe Financial Year 2013

Equitycapital(HBI)asat31.12.2013

EuR

ProportionofNominalcapital

%

Annualresults2013

EuR

NürnbergMesse service GmbH, Nuremberg 1,522,446.63 100.0 144,586.48

NürnbergMesse Beteiligungs-GmbH, Nuremberg 1,659,060.84 100.0 0.00

NürnbergMesse China Co., ltd., shanghai 846,154.75 100.0 – 205,767.89

NürnbergMesse North America Inc., Atlanta 2) – 47,718.18 100.0 – 1,980,607.58

NürnbergMesse Brasil Feiras E Congressos ltda., são Paulo 1) 3,354,592.02 100.0 1,382,161.21

Holtmann GmbH & Co. KG, langenhagen 894,760.00 50.0 296,189.87

1. general information

These Annual Financial statements have been prepared in accor-

dance with sections 242 et.seq. German Commercial Code (HGB)

taking into account the provisions applicable to corporations

(sections 264 et.seq. HGB) and according to the applicable pro-

visions of the German limited Companies Act (GmbHG). The

Consolidated Annual Financial statements have been prepared in

accordance with the provisions of sections 290 et.seq. HGB.

NürnbergMesse and its subsidiaries included in the Consolidated

Annual Financial statements as at 31.12.2013 have been apply-

ing the provisions of the Accounting law Modernisation Act

(“BilMoG”) since the financial year 2010.

Deferred taxes derive from the valuation of assets, other provisions,

provisions for pensions and similar obligations, which differs

from tax law. The capitalised deferred taxes exceed the accrued

deferred taxes. The option to form an asset position for deferred

tax income according to section 274 para. 1 s. 2 HGB has not been

exercised. The deferred taxes are calculated using the individual

tax rate for NürnbergMesse GmbH of 31.5 %.

The company is a large company according to section 267 para. 3

HGB. The Income statement has been prepared according to

the total expenditure format.

a. coNsolIdated aNNual FINaNcIal stateMeNts

NürnbergMesse GmbH prepares Consolidated Annual Financial

statements according to section 290 et.seq. HGB.

B. coNsolIdatIoN group / lIst oF INvestMeNts

The following companies are included in the consolidated annual

financial statements of NürnbergMesse:

Equitycapitalasat31.12.2013

EuR

ProportionofNominalcapital

%

Annualresults2013

EuR

sMT / AsIC / Hybrid MEsAGO Messe & Kongress GmbH & Co. oHG, Nuremberg 109,429.41 25.0 150,557.93

AMA service GmbH, Wunstorf 1) 688,756.29 48.97 221,343.32

ExpoNova Exhibitions and Conferences (INDIA) Pvt. ltd. 2) 24.5

Holtmann GmbH & Co. KG is included because of the possibility

of control as a result of a majority of voting rights according to

the Articles of Association.

NürnbergMesse GmbH hold the following stakes in associated

companies:

1) NürnbergMesse GmbH 99.99 %, NürnbergMesse Beteiligungs-GmbH 0.01 %2) In January 2014 the subscribed capital increased by EuR 290,951.41 (usD 400,000.00) and the negative capital equalised.

1) Included in the consolidated annual financial statements at equity.2) No annual financial statements available. Different financial year to 31.3.

32 33General information AnnexAnnex General information

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The receivables and liabilities between the companies included in

the consolidated annual financial statements are offset. The dif-

ferences resulting from the offsetting of receivables and liabilities

in foreign currencies are treated neutrally as “Difference from

currency translation”.

Internal group income is offset against corresponding expendi-

ture. Provisions formed to cover obligations due to other consoli-

dated companies in the individual annual financial statements of

NürnbergMesse are reversed in the consolidated annual financial

statements and lead to a difference in the debt or expenditure

and income consolidation.

The currencies of the balance sheets and income statements of

consolidated foreign subsidiaries are translated according to the

modified closing rate method.

Accordingly, the equity capital – except for the annual result – is

translated at historic exchange rates, the other asset and liability

positions – except for depreciation on fixed assets – are translated

at the mean spot rates on the closing date.

The positions of the group’s income statement are translated

at the annual average rates. The annual results of the translated

income statements are transferred to the consolidated annual

financial statements and the difference treated neutrally.

In 2009, NürnbergMesse GmbH purchased 99.99 % in Nürnberg-

Messe Brasil Feiras e Congressos ltda. (formerly Nielsen Business

Media Brasil Feiras e Congressos ltda.). The remaining 0.01 %

was purchased by NürnbergMesse Beteiligungs-GmbH. According

to section 301 para. 1 HGB, the Brazilian subsidiary was included

in the consolidated annual financial statements according to

the book value method for the first time as at the acquisition date

7.4.2009.

NürnbergMesse Italia s.r.l., founded on 11.5.2009, is not included

in the consolidated annual financial statements for 2013 because

of its only secondary importance according to section 296 para. 2

HGB.

NürnbergMesse North America Inc., founded on 21.9.2007 and

NürnbergMesse China Co., ltd., founded on 31.10.2006, were

included in the consolidated annual financial statements according

to section 301 para. 1 HGB for the first time in 2008 according

to the book value method.

sMT / AsIC / Hybrid MEsAGO Messe & Kongress GmbH & Co. oHG

is not included in the consolidated annual financial statements

according to section 311 para. 2 HGB because of its secondary

importance due to the small contribution to earnings.

c. coNsolIdatIoN prINcIples

Of the domestic subsidiaries included in the consolidated annual

financial statements, there is only a controlling and profit and

loss transfer agreement with NürnbergMesse Beteiligungs-GmbH.

The annual financial statements of all companies included, and

the consolidated annual financial statements, have the closing date

31.12.2013 and are drawn up according to standardised general

accounting policies.

The capital of the subsidiaries acquired before 1.1.2010 is con-

solidated according to the book value method by offsetting the

acquisition values of the investments at the time of purchase or

date when the subsidiary is included in the consolidated annual

financial statements for the first time. The capital of the subsidiary

Holtmann GmbH & Co. KG, which was acquired in financial year

2010, is consolidated according to section 301 HGB in accordance

with the valuation method.

The differences on the asset side resulting from the capital con-

solidation are either assigned to the hidden reserves or event

rights of these subsidiaries or are recognised as goodwill. The

goodwill of the acquired companies NürnbergMesse Brasil and

NürnbergMesse Beteiligungs-GmbH is amortised over 15 years.

The useful life is set at 15 years because a long-term orientation of

the exhibition business is assumed and it can be expected that

the goodwill can be used over this period. The difference on the

asset side resulting from the capital consolidation of Holtmann

GmbH & Co. KG is amortised over 5 years.

NürnbergMesse North America Inc. and NürnbergMesse China

Co., ltd. were consolidated for the first time as at 31.12.2008

according to the book value method. The goodwill was amortised

over 4 years. The amortisation therefore ended in 2012.

AMA-service GmbH was included in the consolidated annual

financial statements for the first time in 2004 according to the

book value method. The associated company was first consoli-

dated at the time the shares were acquired (1.1.2004). The same

time was used in the calculation of the difference.

The difference on the asset side from the rateable equity capital

was originally amortised linearly over the useful life of the event

right over 4 years. In 2006, the residual useful life was extended

to 6 years because of the early extension of the licence agreement.

The amortisation therefore ended in 2011.

34 35

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Notes to the consolidated balance sheet AnnexAnnex Notes to the consolidated balance sheet

Provisions, which are overwhelmingly long-term, have been classed

fully as long-term.

The provisions for pensions are accrued according to actuarial

assessments corresponding to the regulations of the Accounting

law Modernisation Act, taking into account the projected unit

credit method. The 2005 Dr. Klaus Heubeck mortality tables are

applied. The projected unit credit method has been applied to the

calculation of the pension provisions. The following assumptions

have been made for the calculation:

Discount rate 4.90 % p. a.

Expected pension trend 2.00 % p. a.

The interest proportion of the change in provisions during the

reporting year is recognised under the position Interest and simi-

lar expenditure.

The tax provisions are formed at the amount of the expected

charges from taxes not assessed, taking into account the prepay-

ments made.

The extent of the other provisions is calculated according to com-

mercial principles. They are formed at the amount of the expected

payment amount. For provisions with a residual term of more than

one year, future price and cost increases are taken into account

and discounting is applied at the reporting date.

The provisions include provisions for maintenance according to

section 249 para. 1 s. 3 HGB old version, and according to sec-

tion 249 para. 2 HGB old version, which are included according

to Art. 67 para. 3 sent. 1 EGHGB.

Obligations from part-time early retirement provisions of EuR

1,011 k are secured in a fixed-term deposit account of EuR 676 k.

The nettable assets have been offset in the financial year with

the underlying obligations according to section 246 para. 2 s. 2

HGB. The current value of netted cover assets corresponds to

the acquisition costs.

GROuP NüRNBERGMEssE GMBH

ProvisionsbyResidualterms

Upto1year

in thousands EuR

1to5Years

in thousands EuR

morethan5years

in thousands EuR

Upto1year

in thousands EuR

1to5Years

in thousands EuR

morethan5years

in thousands EuR

1. For pensions and similar liabilities 0 0 3,341 0 0 3,341

2. Tax provisions 1,656 0 0 1,473 0 0

3. Personnel provisions 4,208 335 143 3,875 335 143

4. For maintenance 4,472 0 0 4,472 0 0

5. For outstanding invoices 2,885 0 0 2,396 0 0

6. Other provisions 2,786 0 97 2,235 0 97

7. For compensation claims from sales representatives 494 0 0 494 0 0

tOtAl 16,501 335 3,581 14,945 335 3,581

B. provIsIoNs2. notes on the balance sheet of nürnbergMesse gmbH and on the consolidated balance sheet

assets

a. FIxed assets

Intangible assets are recognised at cost, reduced by amortisation.

Amortisation in the year of addition is applied pro rata temporis.

Fixed assets are recognised at cost taking into consideration the

accounting provisions of the German Commercial Code and the

depreciation corresponding to the estimated useful life.

Buildings are recognised at construction costs. some of the debt

capital interest is capitalised over the period of construction.

low-value assets with a value of up to EuR 410 are written-off in

full in the year of addition.

With regard to financial assets, the shares in affiliated compa-

nies and equity investments are recognised in principle at cost.

Insofar as capital increases have been applied, these subsequently

increased the acquisition costs. low-interest loans are recognised

at present value. Where necessary, the lower fair value as at the

reporting date has been recognised.

B. curreNt assets

The inventories relate to work in progress, which is recognised

at cost taking into account appropriate shares of the overheads

according to section 255 para. 2 HGB, and advertising material.

The advertising material is recognised at the fixed value according

to section 240 para. 3 HGB. Prepayments received on inventories

are openly deducted from them. The inventories include shares

of production overheads, including depreciation of EuR 682 k.

Receivables and other assets are recognised at the nominal value,

after deduction of appropriate write downs.

Receivables due from affiliated companies of the parent com-

pany include EuR 206 k in the accounts receivable and EuR 1.294

million in other assets. The receivables due from affiliated com-

panies recognised in the consolidated annual financial statements

relate to EuR 72 k for accounts receivable and EuR 123 k for

other assets.

Apart from wage and travel costs advances, along with premiums

for interest limiting transactions (caps), the other assets only

include receivables with a residual term of less than one year.

c. lIquId FuNds

The liquid finds are recognised at nominal values and are available

for expenditure due shortly after the reporting date.

liabilities

a. equIty capItal

The subscribed capital remained unchanged in the reporting year.

The increase in capital reserves results from the conversion of a

shareholder loan from the Free state of Bavaria and a cash contri-

bution paid by the City of Nuremberg.

The retained profits were formed in previous years.

The losses carried forward result from previous years and are

carried forward to the new account.

36 37

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Notes on the consolidated income statement AnnexAnnex Notes on the consolidated balance sheet

3. notes on the income statement of nürnbergMesse gmbH and on the consolidated income statement

sales reveNue

The sales revenue breaks down by activity area and by geographic

markets as follows:

eveNt costs

Event-based expenditure includes costs, in particular, for press /

information events, exhibitor and visitor advertising, organising

congresses and conferences, technical realisation, general material

costs, reports and remuneration for partners for events in the

financial year 2013.

deprecIatIoN

This comprises amortisation on intangible assets, depreciation on

material assets and impairments on financial assets. The impair-

ments on financial assets are recognised separately according to

section 275 para. 2 HGB.

In the financial year, an impairment charge was applied in the

annual financial statements of the parent company to the invest-

ment book value of NürnbergMesse North America Inc. of

EuR 456 k due to the losses incurred and the estimated negative

results in subsequent periods according to section 253 para. 3

HGB. This impairment was eliminated within the group. An impair-

ment charge of EuR 228 k has been applied to exhibition and

event rights in the annual financial statements of the parent com-

pany and EuR 1,579 k in the group.

other operatINg expeNdIture

The other operating expenditure primarily includes costs for

improving service and for entertainment measures, services and

general event costs.

taxes

Taxes on income and revenue primarily include of income of

EuR 859 k from corporation and trade taxes for 2012 and 2013

and reversals from tax provisions for previous years due to the

tax audit.

The other taxes mainly include land tax.

other operatINg INcoMe

The other operating income of NürnbergMesse GmbH includes

income attributed to other periods of EuR 1,542 k. The income

attributed to other periods in the group totals EuR 1.601 k. The

income attributed to other periods mainly results from the reversal

of provisions.

Groupin thousands

EuR

NürnbergMessein thousands

EuR

By type:

Own and partner events 64,397 65,087

Guest events / NCC 58,227 58,227

International 20,517 8,583

Messeservice / Other 49,614 25,293

192,755 157,190

Groupin thousands

EuR

NürnbergMessein thousands

EuR

By region:

Germany 172,239 148,607

Europe without Germany 1,605 1,605

Asia 5,533 3,594

America 12,910 2,916

Other abroad 468 468

192,755 157,190

liabilities due to affiliated companies of NürnbergMesse GmbH

include accounts payable of EuR 331 k and other liabilities of

EuR 6,697 k, which are recognised at EuR 1,103 k netted with

other assets because of the existing offsetting situation.

liabilities due to shareholders include accounts payable of

EuR 174 k and other liabilities of EuR 6,436 k.

As at the reporting date there were no liabilities secured by liens

of other rights.

c. lIaBIlItIes

The liabilities are recognised at the payment amount.

GROuP NüRNBERGMEssE GMBH

Liabilitiesbyresidualterm

Upto1year

in thousands EuR

1to5Years

in thousands EuR

morethan5years

in thousands EuR

Upto1year

in thousands EuR

1to5Years

in thousands EuR

morethan5years

in thousands EuR

1. Due to banks 19,090 59,440 73,967 18,490 59,440 73,967

2. Payments received on account for orders 31,002 0 0 28,277 0 0

3. Accounts payable 10,592 31 0 8,269 31 0

4. Due to affiliated companies 58 0 0 5,925 0 0

5. Due to companies, in which participating interests are held

13 0 0 13 0 0

6. Due from shareholders 3,520 3,936 0 3,174 3,436 0

7. Other liabilities 4,196 6,580 74 3,670 6,579 74

tOtAl 68,472 69,987 74,040 67,818 69,486 74,040

38 39

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other information AnnexAnnex other information

In the financial year 2012 three new interest rate caps were con-

cluded for new loans, with a volume of EuR 4,000 k, EuR 5,000 k

and EuR 12,000 k with terms to 2017 and 2021 respectively,

each of which represents a valuation unit with the respective

loan. As at the reporting date these have a total present value of

EuR 175,165.67 compared to a book value of EuR 171,319.00.

The three swaps concluded with the parent company as at the

reporting date, which together with the underlying loan liabilities

form a valuation unit, have a nominal volume of EuR 20,467 k,

terms to 2022 and a total negative market value of EuR 3,311 k.

The interest risks from fluctuations in the Euribor rate are pre-

vented as a result of the congruent application of Euribor within

the framework of the hedge transaction, insofar the characteris-

tics of underlying and hedge transaction correspond (critical term

match method). The retrospective effectiveness is calculated by

comparing the payment streams.

There were no forward currency transactions in the financial year.

The market or present values are based on the Mark-to-Market

method and have been taken from bank notifications.

stateMeNt oF shareholdINgs

A current statement of shareholders is lodged with the Nuremberg

local court under register number HRB 761.

audItor’s Fee

The total fee for the audit of the annual financial statements 2013

of NürnbergMesse GmbH totalled EuR 23 k. For the consolidated

annual financial statements and the domestic subsidiaries included

in the consolidated annual financial statements, the auditor’s fee

totals EuR 31 k. For the review and audit of the annual financial

statements of the foreign subsidiaries, the total fee is EuR 10 k.

sIMplIFIcatIoNs For

coNsolIdated suBsIdIarIes

Holtmann GmbH & Co. KG, langenhangen, which is included in

the consolidated annual financial statements of NürnbergMesse

GmbH, fulfils the requirements of section 264b HGB and therefore

exercises the option not to publish the annual financial statements

as at 31.12.2013 or the management report for the financial

year 2013. The consolidated annual financial statements of Nürn-

bergMesse GmbH, Nuremberg, are published in the Electronic

Federal Gazette.

As at the reporting date there were no contingent liabilities

according to section 251 HGB due to third parties and affiliated

companies.

As at the reporting date there were other financial obligations in

the group totalling EuR 30,896 thousand, with EuR 29,072 k

relating to NürnbergMesse GmbH. The obligations result primarily

from energy supplier and telecommunications contracts and from

the open order commitment for fixed assets as at 31.12.2013.

The pension entitlements of the management bodies result from

contractual agreements with members of the Management Board

and former members of the Management Board.

No advances or loans have been paid to directors of Nürnberg-

Messe GmbH or the subsidiaries.

curreNcy coNversIoN

Foreign currency receivables with a residual term of one year or

less have been translated at the mean spot rate on the reporting

date according to section 256a HGB without considering the

restriction of acquisition costs and realisation principle.

Foreign currency liabilities with a residual term of one year or

less have been translated at the mean spot rate on the reporting

date according to section 256a HGB without considering the

maximum value and realisation principle.

derIvatIve INstruMeNts

Derivative financial instruments are used in the group to hedge

against interest risks on loans.

As at the reporting date there were seven interest-limiting trans-

actions in the form of a maximum rate agreement (CAP).

Three interest rate caps with an original volume of EuR 5,000 k

each and terms to 2014 have a present value of EuR 0. The

accompanying loan was repaid early in 2012 and the book value

of the interest rate caps amortised.

One interest rate cap with an original volume of EuR 10.000 mil-

lion expired normally in June 2013 together with the loan.

Another interest rate cap with an original volume of EuR 10,000 k

and a term to 2014 has a present value of EuR 0 compared to a

book value of EuR 4,463.00 and forms a valuation unit together

with the underlying transaction (loan).

4. other information

GROuP NüRNBERGMEssE

Employees(annualaverage) 2013 2012 2013 2012

Employees 492 482 340 330

Apprentices 45 42 28 26

students, degree BA Business Administration, exhibition, congress and event management at the Dual university Baden-Württemberg Ravensburg

13 14 13 14

Trainees 9 7 9 7

tOtAl 559 545 390 377

40 41

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nnex

Net Income appropriation proposed by the Management Board AnnexAnnex executive Bodies of the company

6. net income appropriation proposed by the Management board

The management board proposes approving the annual loss as at 31.12.2013

of EuR 818,285.03 and carrying it forward to the new account.

Nuremberg, 15.5.2014

NürnbergMesse GmbH

Dr. Roland Fleck Peter Ottmann

Director Director

5. executive bodies of the company

MeMBers oF the MaNageMeNt Board

Directors of NürnbergMesse GmbH in the financial year were:

supervIsory Board

The following were members of the supervisory Board of NürnbergMesse GmbH in the financial year 2013:

No remuneration was paid to the members of supervisory Board in the financial year.

Business Graduate Dr. rer. pol. Roland Fleck Nuremberg

Business Graduate Peter Ottmann schnaittach

cHAiRMAN OF tHE SupERviSORy BOARD

state Minister Dr. Markus söder Free state of Bavaria

DEputy cHAiRMAN OF tHE SupERviSORy BOARD

lord Mayor Dr. ulrich Maly City of Nuremberg

Councillor Claudia Arabackyj City of Nuremberg

Professional City Councillor Dr. Michael Fraas City of Nuremberg

Main Director Prof. Dr. jur. Elmar Forster Chamber of Trade for Central Franconia, Nuremberg

state secretary Albert Füracker Free state of Bavaria (from 5.12.2013)

City Councillor Arno Hamburger City of Nuremberg (deceased on 26.9.2013)

state secretary Katja Hessel Free state of Bavaria (to 10.10.2013)

Main Director Markus lötzsch Chamber of Trade and Industry, Central Franconia, Nuremberg

leading Minister Martina Maschauer Free state of Bavaria

state secretary Franz Josef Pschierer Free state of Bavaria

City Councillor Hans Paul seel City of Nuremberg

Minister Judith steiner Free state of Bavaria

Party Chairman Christian Vogel City of Nuremberg (from 26.11.2013)

42 43

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group Auditor’s Certificates Auditor’s Certificates NürnbergMesse gmbh

auditor’s certificate nürnbergMesse gmbH * group

We have audited the Consolidated Annual Financial statements –

comprising the statement of Financial Position, the Income state-

ment, Notes, Cash Flow statement and the schedule of share-

holders’ Equity and the Consolidated Management Report – of

NürnbergMesse GmbH, for the financial year from 1 January to

31 December 2013. The Consolidated Annex and Consolidated

Management Report are summarised in the company’s Annex

and Management Report. The preparation of the Consolidated

Annual Financial statements and the Consolidated Management

Report according to the requirements of the German Commercial

Code is the responsibility of the company’s statutory represen-

tatives. It is our task to judge the Consolidated Annual Financial

statements and the Consolidated Management Report on the

basis of the audit carried out by us.

We have undertaken our audit in accordance with section 317

HGB and subject to the German Principles of Accounting defined

by the Institute of Auditors in Germany ((IDW)). Those standards

require that we plan and perform the audit such that misstate-

ments materially affecting the presentation of the net assets,

financial position and results of operations in the Consolidated

Annual Financial statements in accordance with principles of

proper accounting and in the Consolidated Management Report

are detected with reasonable assurance. When determining how

to carry out the audit, the knowledge of the business area and

the economic and legal environment of the group, as well as the

expectations in respect of possible errors must be taken into con-

sideration. As part of the audit, the validity of the internal control

system used for accounts, as well as the documentation for the

* The auditor’s certificates refer to the full annual and consolidated financial statements.

information in the Consolidated Annual Report and Management

Report, are assessed by means of random checks. The audit

included the judgement of the annual reports of the companies

included in the Consolidated Annual Report, the delimitation of

the consolidation group, the accounting and consolidation princi-

ples applied, and the significant estimates of the statutory repre-

sentatives, as well as the assessment of the overall representation

of the Consolidated Annual Report and Management Report.

We believe that our audit provides a reasonable basis for our

opinion.

Our audit has not led to any reservations.

According to our assessment on the basis of the information

obtained during the audit, the Consolidated Annual Financial

statements correspond to the statutory provisions and, subject

to the principles of proper accounting, provide a true and fair

view of the asset, financial and income situation of the company

corresponding to the actual situation. The Consolidated Manage-

ment Report corresponds to the Consolidated Annual Report

and overall provides an appropriate image of the situation of the

group and represents the opportunities and risks of future devel-

opment appropriately.

Nuremberg, 21 May 2014

MuNKERT & PARTNER Audit GmbH

Auditors

signed KüsPERT, Auditor

signed Dr. GEIGER, Auditor

auditor’s certiFicates

auditor’s certificate nürnbergMesse gmbH *

We have audited the Annual Financial statements – comprising

the Balance sheet, Income statement and Notes – including the

accounts and Management Report, of NürnbergMesse GmbH,

for the financial year from 1 January 2013 to 31 December 2013.

Annex and Management Report of the company are summa-

rised in the Consolidated Annex and Consolidated Management

Report. The accounts and the preparation of the annual report

and situational report according to German commercial provisions

and the additional requirements is the responsibility of the com-

pany’s statutory representatives. Our responsibility is to express

an opinion on the annual financial statements, together with

the bookkeeping system, and the management report based on

our audit.

We conducted our audit of the annual financial statements in

accordance with s. 317 HGB and German generally accepted

standards for the audit of financial statements promulgated by

the Institut der Wirtschaftsprüfer [Institute of Public Auditors

in Germany] ((IDW)). Those standards require that we plan and

perform the audit such that misstatements materially affecting

the presentation of the net assets, financial position and results

of operations in the annual financial statements in accordance

with principles of proper accounting and in the management

report are detected with reasonable assurance. Knowledge of the

business activities and the economic and legal environment of

the Company and expectations as to possible misstatements are

taken into account in the determination of audit procedures.

The effectiveness of the accounting-related internal control sys-

tem and the evidence supporting the disclosures in the books

and records, the annual financial statements and the management

report are examined primarily on a test basis within the frame-

work of the audit. The audit includes assessing the accounting

principles used and significant estimates made by management,

as well as evaluating the overall presentation of the annual finan-

cial statements and management report. We believe that our

audit provides a reasonable basis for our opinion.

Our audit has not led to any reservations.

According to our assessment on the basis of the information

obtained during the audit, the annual report corresponds to the

statutory provisions and the additional requirements and, subject

to the principles of proper accounting, provides an image of the

asset, financial and income situation of the company correspond-

ing to the actual situation. The management report is consistent

with the annual financial statements and, as a whole, provides a

suitable view of the Company’s position and suitably presents the

opportunities and risks of future development.

Nuremberg, 16 May 2014

MuNKERT & PARTNER Audit GmbH

Auditors

signed KüsPERT, Auditor

signed Dr. GEIGER, Auditor

44 Publisher’s details

publisHer’s details

Conceptandcontent

NürnbergMesse

Designandproduction:

Hilger & Boie Design, Wiesbaden

Printandediting:

osterchrist druck und

medien GmbH, Nuremberg

Asat:30.6.2014

All information without guarantee.

subject to changes.

374.8

18,726157.2

19.0

9,9611,156,330.97

19,007,046.1848,410,703.02

at any time:www.nuernbergmesse.dewww.nuernberg-convention.de

NürnbergMesse GmbH

Messezentrum

90471 Nuremberg

Tel + 49 (0) 9 11 86 06 - 0

Fax + 49 (0) 9 11. 86 06 - 82 28

info@nuernbergmesse.de

The Annual Report of

NürnbergMesse also online:

www.nuernbergmesse.de / geschaeftsbericht