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Analyst and Media Conference Results Fiscal Year 2012 25 March 2013
Highlights
Peter M. Wagner, Chairman
Installed PV base > 100 GW by year-end 2012 (+42% new installed capacity in 2012) High demand of end installed base confirms the positive trend for PV Europe represents about 55% of newly installed PV capacity in 2012 (2011: 70%)
→ Market to become broader and more global Increased number of countries that want to start PV production
Strong increase of globally installed PV base – End user market
6.9 9.4 15.8
23.2
40.0
71.3
101.3
0
30
60
90
120
2006 2007 2008 2009 2010 2011 2012
GW
3
Globally expected growth in PV Globally installed PV base
101 137
169 208 203
266
343
0
100
200
300
400
2012 2014 2015 2016
GW
Source: EPIA Reports February 2013 and May 2012
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//
42% growth in 2012 Installed PV base expected to double or triple until 2016
EPIA Moderate EPIA Policy-Driven
+42% CAGR 36%
CAGR 20%
Consolidation process in photovoltaic industry continues as expected Incoming orders MCHF 223.4, Net sales MCHF 645.2, EBITDA MCHF -33.2 Cost reduction programmes (announced in March / Nov 2012) largely implemented Increasing customer interests for new and integrated technologies Stable equity ratio of 57.1% despite net loss of MCHF -115.9
A challenging year for Meyer Burger
448 421
826
1315
645
0
500
1000
1500
2008 2009 2010 2011 2012
MCHF
4
Liabilities & equity at 31 Dec Net sales
126 196
643 763 628 273 264
424
615
473
0
500
1000
1500
2008 2009 2010 2011 2012
MCHF
Equity Liabilities
57.1% equity ratio
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Reduction in number of consolidated companies from 46 (as at 31 Dec 2011) to 29 active companies
Number of employees reduced to about 2,000 FTE by mid-2013 New products and solutions – despite current market situation, continuing to invest
heavily in Research & Development MCHF 92.1 to further expand technology leadership
Structural measures executed
46
29
-17
0
10
20
30
40
50No. of companies
5
Employees Consolidated companies
2791 2186
267 -605
-188 79 about
-200**
0
1000
2000
3000
FTE
Permanent employees Temporary employees
* Active companies
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** Already announced in Nov 2012
Strengthened liquidity Issuance of straight bond MCHF 130 in May 2012 Entered into loan agreement, secured by mortgage liabilities, in the amount of
MCHF 30 for building in Thun in March 2013 Planned measure – Capital increase to further strengthen balance sheet Board of Directors aims to further strengthen balance sheet and liquidity of the
Company through a capital increase Proposal to the Annual General Meeting 2013 to approve an ordinary capital
increase in the amount of MCHF 150 Banking syndicate has undertaken to underwrite all new shares out of capital
increase subject to customary conditions Assuming the Annual General Meeting approves the capital increase:
Guaranteed cash inflow for the Company
Financial measures executed and planned
6
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Market consolidation reflected in Meyer Burger Group
Peter Pauli, Chief Executive Officer
Development of market – where will the PV journey lead
8
Global PV market continues to grow Renewable energy requires new business models for
energy providers and distributors Mature PV volume markets like China, Taiwan,
Europe are recovering, slowly increasing production capacities by using upgrade technologies like Diamond Wire in wafering or iPerc in coating and 5 Busbars in module technologies
New, emerging markets are seeking highly integrated production lines to manage their local growing energy demand1)
– India 20 GW until 2022 – Thailand 2 – 8 GW until 2020 – Vietnam 8 GW until 2030 – Brazil > 4 GW until 2020 – Saudi Arabia 16 GW until 2030
New technologies like Heterojunction in coating, Diamond Wire in wafers and SmartWire Connection technology in module are key
Quelle: www.wiki-solar.org
Worldwide operating and planned solar parks (> 10MW)
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1) Source: Management estimates based on public sources
Market opportunities
Paradigm shift in the energy supply Energy requirements in new markets Political framework conditions exist in new
markets New technologies for technology change available
(HJT, Lines, upgrade) Bring pressure on costs and upgrade demand Development of a global solar energy market New market business models
9 Source: IEA, Deploying Renewables 2011
Potential for cell systems
Module
+ + Cell
Potential for wafer systems
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Wafer
PV to benefit from rising fossil fuel prices and reduced renewable energy costs
Price decline in solar modules puts enormous pressure on module manufacturers – however, it is necessary to reach and keep grid parity
Cautious investment behaviour of cell and module manufacturers in 2012 and currently
Difficult market environment for cell and module manufacturers
10
Ratio of cost-/price development solar modules
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0
0.2
0.4
0.6
0.8
1
1.2
1.4
1.6
2010 2011 2012 2013 2014 2015
Modul prices Modul cost
profit
US$ / Wp
Source: PVinsights & Management estimates
Consolidation of Meyer Burger Group in 2012
11
Pro active consolidation of companies within the Group
Increased synergies
Making use of location economies
Focus on core competences within technology centres
Slicing technologies
Cell technologies
Coating technologies
Measurement technologies
Cell connecting technologies
Measurement systems
Strengthening of PV and Non-PV business areas
Thun MB Wafertec Slicing/Cutting
3S Modultec
Lamination/Module
Somont Cell technologies
AMB Transport
Zuelpich
Pasan Performance meas.
MB Automation Robotics/Automat.
Hohenstein
Roth & Rau B.V. Ink Jet
MicroSystems Surface processing
Colorado Springs
L4L
MB CN
MB USA
Roth & Rau AG Cell & Coatingg
Meyer Burger DW slicing
Diamond Wire Diamond wire
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Systems Module Cell Wafer
Focusing strengths – combined offering
12
Pulling/Growing Cropping Bricking / Squaring Wafering Degluing Separation Final Cleaning Inspection
Por
cess
Te
chno
logi
es
Tech
nolo
gy b
rand
s
Texturing PECVD-Coating
PVD-Coating
Anti-Reflection Coating
Contact Printing
Test /Sort
Soft Touch Soldering Interconnection / Lay-up Laminating Final Assembling Perfomance Measuring Sorting
BIPV System Shading Roof Mounting System Free field Off grid
Process Control
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Global Sales – System and line concept
13
Module Line Open the market globally based on smart wire and conventional (iPERC) technologies and enable a local, decentralised production following “pull activities”. Cell Line Focus on integrated HJT lines, with focus on emerging and other new markets. Wafer Line Focus on mono-n-type line, based on DW-Technology as a pre-stage to HJT-cell line. Fully integrated production line For special new markets. Turn-key if possible as cooperation partner. Integrated lines address new customers in emerging markets and in mature markets for customers with high integration requirements.
Potential in Cell System lines
Module
Potential in Wafer System lines
+ + Cell
Wafer
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PECVD - Coating
Emitter Electricity transmission
PVD-Coating/ Antireflection Coating Translucence Conductivity Electricity transmission
Test/Sort Conductors Environmentally friendly Performance Classification
Process Control Bricking/Squaring
Wafer geometry
Wafering Speed
Yield Surface quality
Geometry
Inspecting 30 criteria Qualification Classification
Cropping Detailled accuracy
Global Sales – Single equipment / upgrades
The single equipment is orientated on the core competencies of the OEMs. In essence: Wafer Cropping/Bricking/Wafering/Inspecting Cell PECVD/PVD/diffusion-/firing-furnaces Module Stringer/SWCT/Laminators/Module tester Process control systems Automation/Databases/Measurement system The products address R&D driven and existing or new selected customers.
14
Wafer
Cell
Soft Touch Soldering
Productivity Electricity-flow power
Interconnection/ Layup Quality of connection Lifecycle
Laminating Encapsulation
Material costs Lifecycle
Module
Final Assembling Qualification Efficient electrical connections
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Global Sales – Non PV markets
15
The existing technologies and competences in the Meyer Burger Group are serving equally alternative, non PV markets and therefore enable a broad product offering.
Technology Market/Industry Competence/ Technology center
Cutting technologies of hard and brittle materials including scarce crystals
Semiconductor Optoelectronic SIC Touchscreen
Vacuuming technology Coating technologies
Semiconductor Medical technology
Automation Cell handling Inkjet Thin film coating
Semiconductor Building technology Glass finishing Battery
Heating and plasma technolgies on the basis of microwave
Various industries
Hybrid technology
Application references non PV markets
High speed trains
Touchscreen
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Press Release 11 Feb 2013 SmartWire Connection Technology 5% higher power output 10% higher energy yield (kWh/kWp) TCO: reduction of up to 0.25 USD/cell
Holistic and integrated R&D
Photovoltaics has reached a new level in technology, performance and longevity. New Technologies Diamond Wire cut wafers as substrate
HJT cell design with nano/micro layers based on PVD/PECVD
New silver free contacts and cell connections
High efficiency and dependable encapsulation processes
Measurement and system control to support stable production processes
Upgrade Technologies Diamond Wire upgrade Sapphire Efficiency improvement SQI (Surface Quality Improvement) iPERC 5BB cell connection
16
Graph: SmartWireConnection Technology
Graph: 5 BusBar Technology Graph: 300 Watt SmartWire Modul
Graph: Heterojunction
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Sustainable, yet flexible strategy
17
From a provider of integrated single equipment to a provider of integrated system solutions – we are changing todays’ energy mix.
2002 - 2011
Strategy approach: Industrialised, high production volume, „Cost, yield, uptime”
Strategy approach: Single equipment, technology exchange and improvement of productivity
2012 - 2016
$ kWh
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Investment Highlights
Strong secular growth trend in renewables and photovoltaics in particular
Unique positioning along the entire PV value chain thanks to unique product and system portfolio
Technological leadership in wafer, cell and module as a result of continued investments in Research & Development
International market presence with local service and sales organisations
Experienced management team with an excellent track record in the PV market
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Financial statements Fiscal Year 2012 in detail Michel Hirschi, Chief Financial Officer
Incoming orders / Order backlog
193.7
1329.8
876.8
223.4
0
200
400
600
800
1000
1200
1400
2009 2010 2011 2012
MCHF
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Incoming orders FY 2012 Low demand with almost no seasonality Volume of new orders MCHF 223.4
(H1 ‘12 MCHF 128.4; H2 ‘12 MCHF 95.0) Structural changes in the market continued Customers hesitant regarding new orders to
increase production capacities Orders for upgrades, complementing solutions
to adjust capacities Order backlog 31 December 2012 Order backlog MCHF 405.5
(31.12.2011: MCHF 909.9) Adjustment in order backlog led to cash-neutral
elimination of certain orders Various deliveries postponed for the time being
Incoming orders
Net sales
420.9
826.0
1315.0
645.2
0
200
400
600
800
1000
1200
1400
2009 2010 2011 2012
MCHF
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Decline in net sales of 51% in line with expectations and guidance (guidance March 2012 MCHF 600-800)
Sales mainly from orders received in 2011 Stable product mix H1/H2 Like-for-like decline in net sales of 55% Most important region in terms of net sales
continued to be Asia (81% of net sales)
Net sales
Change in net sales by region
USA -47%
Europe -52%
Asia -51%
Split of net sales MCHF 645.2 (1/2)
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81%
3%
16%
Asia USA Europe
90%
7% 3%
Machines / systemsSpare parts / consumablesServices
By type of sales By region
59%
34%
5% 2%
CHF EUR USD Other
Split of net sales MCHF 645.2 (2/2)
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By currencies
23%
7%
3% 2%
65%
Customer 1 Customer 2Customer 3 Customer 4Other
By customers
Operating income after costs of products and services
Large proportion of sales derived from orders
that were negotiated with customers and produced prior to 2012
Hence, margin «only» 2 percentage points below previous year, despite the difficult market situation
Decrease in margin mainly due to close-out agreements
Roth & Rau companies fully consolidated for the 12 months period in 2012 (previous year only fully consolidated as of 9 August 2011). This also lead to slightly lower margin in 2012
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Operating income after costs of products and services
170.1
408.8
608.0
285.3
40.4%
49.5% 46.2%
44.2%
0
10
20
30
40
50
0
100
200
300
400
500
600
700
2009 2010 2011 2012
Op. income Margin
MCHF %
Development of personnel
2791
2186
267 -605
-188 79
about -200*
0
500
1000
1500
2000
2500
3000FTE
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Capacity adjustments and optimisation programmes in 2012
Employees Decline in personnel by 22% (FTE)
– -605 FTE (Production -513, S&M -18, R&D -50, F&A -24)
– -188 temporarily employed staff, mainly in production
– Already dismissed employees will effectively leave only in April/May 2013
Expected to employ 2,000 FTE by mid-2013. Several employees loaned to companies in the region
Personnel expenses Personnel expenses MCHF 214.7; +10%
(2011: MCHF 194.7). Full consolidation of Roth & Rau: No costs in
2011 until 9 August 2011, as participation prior to 9 Aug was recognized as «investments in associated companies»
Personnel expenses did not decline as much as number of employees due to non-recurring costs
No. of employees (incl. temporary staff)
Permanent employees Temporary employees * already announced in November 2012
EBITDA
Other operating expenses Total other operating expenses MCHF 103.8
(2011: MCHF 134.9) Roth & Rau effect also to be taken into account Effect of cost reduction measures
– Considerably lower transportation costs (due to reduced business volume) MCHF 18.3
– Lower maintenance expenses – Less external services used (2011: mainly
acquisition costs regarding R&R) Personnel & Other operating expenses OPEX like-for-like reduced by 32.5% EBITDA EBITDA of MCHF -33.2 in line with guidance for
EBITDA in November 2012 (MCHF -20 to -40)
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EBITDA
63.3
187.5
278.4
-33.2
15.0%
22.7%
21.2%
-5.1%
-5
0
5
10
15
20
25
30
-50
0
50
100
150
200
250
300
2009 2010 2011 2012
EBITDA EBITDA margin
MCHF %
EBIT
Depreciation and amortisation totalled MCHF 102.2 (2011: MCHF 161.71)
Property, plant and equipment – Depreciation of MCHF 21.2 – Impairment of MCHF 3.9 (mainly demo
machines) Intangible assets
– Amortisation of intangible assets related to M&A activities of recent years MCHF 69.4 in FY 2012
– Other depreciation of intangible assets (mainly software) of MCHF 2.9
– Impairment of MCHF 4.8 (of which MCHF 3.6 for trade name «OTB»)
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EBIT
MCHF %
41.3
127.9 116.7
-135.4
9.8%
15.5%
8.9%
-21.0%
-25
-15
-5
5
15
25
-150
-100
-50
0
50
100
150
2009 2010 2011 2012
EBIT EBIT margin
1 2011 incl. goodwill impairment MCHF 73.6 and impairment on thin-film technology MCHF 7.0
Financial result / Taxes
Financial result Financial result, net of MCHF -9.2 in FY 2012 (2011: MCHF -21.4) Interest income MCHF 1.0, interest expenses MCHF 5.0, other financial expenses
MCHF 5.2 in FY 2012 – Interest expenses of MCHF 3.9 included in the interest expenses for the 5% straight
bond, maturity in May 2017 – More stable FX situation than in the previous two years:
FX effects in FY 2012 MCHF -4.3 (2011: MCHF -16.8) mainly reflect FX effects from the valuation of intercompany loans to foreign subsidiaries
Taxes Tax income of MCHF 28.7 (2011: Tax expense of MCHF 34.2)
– Release of deferred tax liabilities due to the reduction of temporary differences in intangible assets
– Capitalisation of loss carry-forwards – Normal (owed) income taxes
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Net result
29.2
97.9
35.8
-115.9 -150
-100
-50
0
50
100
150
2009 2010 2011 2012
MCHF
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Net result Attributable to the shareholders of MBTN
MCHF -111.1 Attributable to non-controlling interests
MCHF -4.8
Earnings / loss per share EPS CHF -2.33
(2011: CHF 0.86) Ø number of outstanding shares
47,628,000 (2011: 47,355,000) Cash EPS CHF -3.53
(2011: CHF 4.62)
Net result
Note: EPS and average number of outstanding shares on a diluted basis Cash EPS = Operating cash flow / average number of outstanding shares (diluted)
Income statement
30
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TCHF 2012 in % 2011 in%
Net sales 645 242 100.0% 1 315 039 100.0%
Other income 20 370 20 254
Income 665 612 1 335 293
Costs of products and services thirds -158 228 -721 290
Changes in inventories of finished products and work in process -241 319 -28 055
Capitalised services 19 267 22 078
Operating income after costs of products and services 285 331 44.2% 608 026 46.2%
Personnel expenses -214 662 -194 739
Other operating expenses -103 839 -134 920
EBITDA -33 170 -5.1% 278 367 21.2%
Depreciation and amortisation -102 204 -161 681
EBIT -135 375 -21.0% 116 686 8.9%
Financial income 979 4 087
Financial expenses -10 204 -25 467
Result from investments in associated companies 6 -25 298
Earnings before taxes (EBT) -144 594 -22.4% 70 009 5.3%
Income taxes 28 691 -34 184
Net result -115 904 -18.0% 35 825 2.7%
Cash flow
31
CF from operating activities Strong decline in incoming orders and related customer prepayments as a consequence of market situation. Impossible to adjust company structure as fast as market had declined. Cash consumption in H2 2012 26% lower than in H1 2012.
CF from investing activities Investments in property, plant and equipment mainly reflect substantial investments of MCHF 28.2 in the new production and competence centre in Thun and MCHF 10.4 in in-house manufactured heterojunction production lines.
CF from financing activities Cash inflow through the 5% straight bond (maturity 24 May 2017). Purchase of smaller positions in R&R. 25 M
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TCHF 2012 2011
Net result -115 904 35 825
Reversal of non-cash income/expenses 65 918 196 642
Change in NWC -118 027 -13 709
Cash flow from operating activities -168 013 218 758
Investments in property, plant, equipment, net -57 464 -56 491
Investments in intangible assets -10 403 -2 372
Investments in associated companies (R&R) - -261 253
Other -130 21
Cash flow from investing activities -67 997 -320 096
Capital increases (incl. premium) 2 415 8 285
Purchase of treasury shares, net -4 395 -161
Issuance of straight bond 129 091 -
Purchase of shares in R&R -11 176 -26 664
Repayment of financial liabilities -4 352 -19 480
Cash flow from financing activities 111 583 -38 020
Cash, cash equivalents at beginning of period 260 180 393 543
Change in cash, cash equivalents -124 428 -139 358
Currency translation effects on cash, cash equiv. -1 248 5 995
Cash, cash equivalents at end of period 134 504 260 180
Balance sheet
32
Balance sheet relations ok, but relatively low on cash, cash equivalents
Decline in trade receivables and trade payables correspondent with the decline in business
Inventories reduced as a result of net sales and increase in value adjustments
Intangible assets from acquisitions of previous years
Strong decline in customer prepayments due to situation of market and incoming orders
Long-term financial liabilities reflect 5% straight bond 2017
Over 57% equity ratio
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TCHF 31.12.2012 in % 31.12.2011 in%
Cash, cash equivalents 134 504 260 180
Trade and other receivables 81 626 165 966
Inventories 173 733 212 005
Other current assets 765 3 787
Total current assets 390 628 35.5% 641 938 46.6%
Property, plant and equipment 163 165 132 824
Investments in associated companies 181 177
Intangible assets 468 958 540 195
Other long-term assets 77 866 62 218
Total long-term assets 710 170 64.5% 735 414 53.4%
Total assets 1 100 797 100% 1 377 352 100%
Current financial liabilities 839 1 608
Trade payables 31 404 65 555
Customer prepayments 61 963 229 367
Current provisions 73 272 93 818
Other current liabilities 74 536 96 551
Total current liabilities 242 015 22.0% 486 898 35.3%
Non-current financial liabilities 132 975 8 257
Non-current provisions 21 790 23 991
Deferred tax liabilities 68 977 89 777
Other non-current liabilities 6 984 5 895
Total non-current liabilities 230 725 20.9% 127 920 9.3%
Equity incl. non-controlling interests 628 057 57.1% 762 534 55.4%
Total liabilities and equity 1 100 797 100% 1 377 352 100%
Balance sheet – Net cash position at year-end 2012
39.3
392.8
250.7
0.7 0
100
200
300
400MCHF
33
Net cash position at balance sheet date
Cash, cash equivalents at balance sheet date
96.6
393.5
260.2
134.5
0
100
200
300
400MCHF
Loan secured by mortgage certificates MCHF 30 (March 2013)
Expected proceeds from capital increase MCHF 150 (May 2013)
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Balance sheet – Assets / Liabilities Balance sheet relations
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Liabilities & equity Assets
30.3 46.8 195.2 241.2 146.2
395.4
540.2 469.0
187.1
231.1
381.7 256.1
96.6
393.5
260.2
134.5
0
500
1000
1500
MCHF Cash, cash equivalentsOther current assetsIntangible assetsOther fixed assets
196.3
642.9 762.5
628.1 263.9
423.9
614.8
472.7
0
500
1000
1500
MCHF Liabilities
Equity
55% 57% 60% 43%
Equity ratio
Outlook 2013
Consolidation and optimisation programmes completed by mid-2013 – Announcement of staff reduction in Thun (120 FTE) in January 2013 – Expected workforce of about 2,000 FTE by mid-2013
Cost reduction in personnel expenses and other operating expenses – Optimisation and consolidation programmes will reduce OPEX by about
MCHF 50-60 compared to FY 2012 – Break-even on EBITDA level with sales of about MCHF 500 – Operating potential when solar sector recovers
Strong increase in incoming orders expected compared to FY 2012 – Increasing project activities with existing customers – Contracts regarding integrated production lines incl. Heterojunction lines as well as
contracts for new developed products such as diamond wire saws expected Guidance
– Net sales guidance difficult due to market situation – Expected level of net sales about MCHF 400 in 2013, larger part in H2 2013 – Sales from larger orders in 2013 expected in H2 2013 or in H1 2014
(Completed Contract Method)
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Capital increase
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Expected timeline
Subscription price & subscription ratio
Transaction
Issuer
Use of proceeds
Discounted rights offering of new registered shares to existing shareholders Banking syndicate has undertaken to underwrite all new shares out of capital
increase subject to customary conditions
Meyer Burger Technology Ltd
Definitive terms of rights issue and final number of shares will be determined immediately prior to the AGM and communicated on the day of the AGM
Strengthening of balance sheet and liquidity to increase financial flexibility Further investments in the Group’s technology leadership Further investments in the development of the various markets General corporate purposes
Issue size MCHF 150
25 April 2013 AGM 2013 and announcement of final terms of rights issue 29 April 2013 Start of rights exercise period and rights trading period 06 May 2013 End of rights trading period 07 May 2013 End of rights exercise period (12:00 noon CET) 08 May 2013 First trading day of new shares 13 May 2013 Payment of offer price against delivery of shares
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Passionate about PV
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Strong long-term growth trend in renewables and photovoltaics in particular
Excellent positioning along the entire PV value chain thanks to unique product and system portfolio
Technological leadership in wafer, cell and module as a result of continued investments in Research & Development
International market presence with local servcie and sales organisations
Experienced management team with an excellent track record in the PV market
Thank you for your attention.
Disclaimer
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This document does neither constitute an offer to buy or to subscribe for securities of Meyer Burger Technology AG nor a prospectus within the meaning of applicable Swiss law (i.e. Art. 652a or Art. 1156 of the Swiss Code of Obligations or Art. 27 et seq. of the SIX Swiss Exchange Listing Rules). Investors should make their decision to buy or exercise subscription rights or to buy or to subscribe to shares of Meyer Burger Technology AG solely based on the official offering circular and listing prospectus (the "Offering Circular") which is expected to be published as of 26 April 2013 by Meyer Burger Technology AG. Investors are furthermore advised to consult their bank or financial adviser before making any investment decision. This publication may contain specific forward-looking statements, e.g. statements including terms like "believe", assume", "expect", "forecast", "project", "may", "could", "might", "will" or similar expressions. Such forward-looking statements are subject to known and unknown risks, uncertainties and other factors which may result in a substantial divergence between the actual results, financial situation, development or performance of the company and those explicitly or implicitly presumed in these statements. Against the background of these uncertainties, readers should not rely on forward-looking statements. Meyer Burger Technology AG assumes no responsibility to update forward-looking statements or to adapt them to future events or developments. The information contained herein shall not constitute an offer to sell or the solicitation of an offer to buy, in any jurisdiction in which such offer or solicitation would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any jurisdiction. This announcement is not for distribution, directly or indirectly, in or into the United States (including its territories and dependencies, any state of the United States and the District of Columbia), Canada, Japan, Australia or any jurisdiction into which the same would be unlawful. This announcement does not constitute or form a part of any offer or solicitation to purchase, subscribe for or otherwise acquire securities in the United States, Canada, Japan, Australia or any jurisdiction in which such an offer or solicitation is unlawful. The Meyer Burger Technology AG shares have not been and will not be registered under the US Securities Act of 1933 (the "Securities Act") or under any securities laws of any state or other jurisdiction of the United States and may not be offered, sold, taken up, exercised, resold, renounced, transferred or delivered, directly or indirectly, within the United States except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States. Subject to certain exceptions, the Meyer Burger Technology AG shares are being offered and sold only outside the United States in accordance with Regulation S under the Securities Act. There will be no public offer of these securities in the United States. The Meyer Burger Technology AG shares have not been approved or disapproved by the US Securities and Exchange Commission, any state's securities commission in the United States or any US regulatory authority, nor have any of the foregoing authorities passed upon or endorsed the merits of the offering of the Meyer Burger Technology AG shares or the accuracy or adequacy of this announcement. Any representation to the contrary is a criminal offence in the United States. The information contained herein does not constitute an offer of securities to the public in the United Kingdom. No prospectus offering securities to the public will be published in the United Kingdom. This document is only being distributed to and is only directed at (i) persons who are outside the United Kingdom or (ii) to investment professionals falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). The securities are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents. In Australia, this document is for distribution only to "sophisticated investors" or "professional investors" (within the meaning of section 708(8) and section 708(11), respectively, of the Corporations Act 2001 (Cth) (Corporations Act)). Any person or entity receiving this document represents and warrants that if it is in Australia it is a either a professional or sophisticated investor and that it will not distribute this document to any other person. This document does not constitute an offer, or an invitation to purchase or subscribe for the securities offered by this document except to the extent that such an offer or invitation would be permitted under Chapter 6D of the Corporations Act without the need for a lodged disclosure document. This report does not take into account your particular investment objectives, financial situation or needs. Before making an investment in securities of Meyer Burger Technology AG, you should consider whether such an investment is appropriate to your particular investment objectives, financial circumstances and needs, and consult an investment adviser if necessary. Any offer of securities to the public that may be deemed to be made pursuant to this communication in any EEA Member State that has implemented Directive 2003/71/EC (together with any applicable implementing measures in any Member State, the "Prospectus Directive") is only addressed to qualified investors in that Member State within the meaning of the Prospectus Directive.
NOT FOR RELEASE, PUBLICATION, CIRCULATION OR DISTRIBUTION IN THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN.