SEMI-ANNUAL REPORT ELSA AG 1998

 

SEMI-Annual Report ELSA AG 1998

Since the early days of the PC Market in the mid 80‘s, ELSA has offered PC peripheral products for Computer Graphics and Data Communications. Today, ELSA is one of the worldwide leading suppliers in these segments. In Computer Graphics, ELSA develops, manufactures and markets 2D and 3D graphics boards and color monitors. Data Communications consists of high-speed modems, ISDN adapters, Internet access routers and videoconferencing systems. Both business segments offer products for professional users and demanding consumers.


The PC Market

The current PC market situation is marked by strong pressure on PC hardware prices and reduced unit sales volumes, especially in the US, resulting from demand which is lower than expected, a continuing transition between product generations, and the general industry trend to restore volumes by entering the low cost segments of the market. Major US OEMs have prepared for this through inventory reductions. These general trends of the PC market have, as expected, also influenced the markets for computer graphics and data communications products.


Company trends

During the first six month of 1998 a variety of new products have been successfully introduced by ELSA into the market. With it’s latest Data Communications product, the Internet access router LANCOM, ELSA addresses the remote access (RAS) needs of small and mid-size companies and workgroups, a growing market only recently tapped for the use of the Internet. Furthermore, ELSA’s existing OEM-relationships with the largest PC manufacturers have been expanded by entering into new business agreements.

In furtherance of ELSA’s high-end strategy, unit sales within the professional workstation space were increased during the first half of the year. ELSA’s recently announced new application of workstation graphics boards for the financial market enjoyed its first commercial sales during the second quarter of 1998.


Revenues

During the first six month of the current year, ELSA AG achieved revenues of 137.7 million DM, increasing its revenue by 3.6% compared with the same period in 1997 (132.9 million DM). Computer Graphics revenues amounted to 98.3 million DM (71%) and Data Communications revenues contributed 39.4 million DM (29%).


Earnings

ELSA went public on June 15, starting the trading on the Neuer Markt in Frankfurt. Since January 1, 1998, ELSA reports according to the US-GAAP accounting standards. As the previous years were reported under German statutory standards (HGB), comparability of the financial figures is limited.

As announced during the IPO, ELSA posted losses in the first half-year. According to DVFA/SG the group results amounted to a loss of 2.5 million DM. Additional one-time charges incurred in the first half of 1998 in connection with the Company’s IPO amounted to 5.2 million DM. According to US-GAAP the six month 1998 results amounted to a loss of 6.3 million DM.

The results were negatively impacted by an internationally weak market for PC products, price erosions of memory chips, continued high investments in R&D and planned startup costs from ELSA’s recently incorporated Asia sales organizations. Earnings of the US subsidiary were impacted by costs occurred in conjunction with establishing new sales channels, as well as by delays in product introduction caused by a supplier of high-end graphics chips.


Employees

On June 30th, 1998 the Company had 563 employees (1997: 486), an increase of 16% compared with the same day the previous year. The new positions mainly expanded the R&D capacity and thus strengthened the Company’s technological core competence.


The IPO

The ELSA shares successfully started trading on June 15, 1998, offered to the market by a banking consortium consisting of Dresdner Kleinwort Benson as lead manager, ABN Amro, WestLB and Sparkasse Aachen. Institutional as well as private investors showed great interest in the 600.000 shares offered, so that the 100.000 shares greenshoe was additionally exercised during the month of July. Through the IPO, including the greenshoe, the Company’s nominal capital was increased from 14 to 17.5 million DM. The total proceeds to ELSA were 86.1 million DM. This substantially improved ELSA’s balance sheet structure with an improved capital to total asset ratio of 69.4% by June 30th, 1998.


Business Outlook

Contrary to the previous year’s experience, the PC market remains weak early in the 3rd quarter of 1998. ELSA is expecting the market to revitalize after the CeBIT HOME exhibition and while retailers and distributors prepare for the Christmas season business. This expectation is supported by the positive feedback from trade press and customers about the newly introduced products.

Newly generated additional ELSA business with existing OEM customers in the workstation market will provide increases in unit and revenue sales.

The already announced initial breakthrough in the Asian market with leading PC-OEMs will provide increased revenues in the second six months of the year and thus help limit the initial losses incurred by both Asian subsidiaries. Those business wins are, at the same time, milestones in the process of establishing the newly founded subsidiaries, so establishing ELSA’s cooperation with almost all internationally important PC manufacturers. This is a direct result of a long term orientation towards quality and highest technological standards. The OEM partnerships also provide the basis for establishing new sales channels.

The competitive situation, especially in the high-end graphics market, is increased by consolidation among the Company’s competitors and chip suppliers. The planned acquisition of Hercules, Inc., California, USA, a pioneer and inventor of the first PC graphics card, will accelerate the expansion into new international sales channels, without ELSA having to pursue the capital intensive and long term process of establishing its own brand. The combination of Hercules and the US subsidiary, ELSA, Inc., will provide overhead cost reductions and long-term synergies.

The Company’s IPO will furthermore increase its products’ worldwide visibility and brand recognition.

On the basis of an excellent market position, innovative products and its industry partnerships, the executive board sees unchanged growth opportunities for the Company. The fundamentally positive growth trends of the PC industry and the Internet warrant expectations for further increases in revenue compared to last year. Even if ELSA is unable to escape the current market conditions, its long term expectations remain unchanged. As evidenced by the Hercules acquisition, ELSA expects to play an active and leading role within the ongoing market consolidation phase..

Aachen, August 1998

The board

 


ELSA AG
– CONSOLIDATED BALANCE SHEET AS OF 6/30/1998 – HGB
(unaudited)

ASSETS 31.12.199730.06.98
  DMDM
A.Fixed assets   
 I.Intangible assets  
  Concessions, industrial and simular rights and licenses in such rights and assets
521,039.34

901,120.97
   
II.Property, plant and equipment  
 1.Land and buildings including buildings on third-party land9,351,710.0813,220,293.58
2.Other equipment, operational and office equipment4,759,648.356,461,378.85
3.Advance payments and construction in progress342,553.18974,156.42
4.Accumulated depreciation  -1,512,926.58
 14,453,911.6119,142,902.27
III.Financial assets  
 1.Shares in affiliated companies 1.001.00
2.Other loans525,853.87513,804.12
3.Advance payments on financial assets744,342,430.00
  1,270,197.30513,805.12
    
  16,245,148.2520,557,828.36
B.Current assets  
 I.Inventories  
 1.Raw materials and supplies25,459,544.7423,098,874.57
2.Work-in-process10,680,528.7315,727,742.82
3.Finished goods and merchandise18,338,358.6622,399,185.07
4.Advanve payments8,118.371,588,640.39
  54,486,550.5062,814,442.85
    
II.Receivable and other assets  
 1.Trade receivables21,723,680.0317,912,553.04
2.Other assets3,532,403.263,652,477.99
  25,256,083.2921,565,031.03
    
III.Checks, cash-on-hand, postal giro balances,
balances at bank

4,023,370.26

12,021,714.21
 83,766,004.0596,401,188.09
   
C.Deferred tax assets513,624.600.00
   
D.Prepaid expenses406,902.47161,174.00
   
 100,931,679.37117,120,190.45

 


ELSA AG
– CONSOLIDATED BALANCE SHEET AS OF 6/30/1998 – HGB
(unaudited)

LIABILITIES AND EQUITY 31.12.199730.06.98
  DMDM
A.Equity   
 I.Subscribed capital5,800,000.0017,000,000.00
II.Capital surplus1,500,000.0071,380,000.00
III.Earned surplus735.11595.30
IV.Consolidated retained earnings7,000,195.45-7,063,008.00
 14,300,930.5681,317,587.30
   
   
B.Difference from capital consolidation98,332.6618,500.74
    
C.Currency translation adjustment40,656.00159,663.84
    
D.Minority interest541,684.89193,516.67
    
E.Capital of dormant partners11,500,000.000.00
   
F.Accruals  
  1.Accruals for pensions and reserves for similar obligations508,951.00568,951.00
2.Accrued taxes2,793,730.83-1,722,495.89
3.Other accrulas3,820,366.684,345,788.52
  7,123,048.513,192,243.63
   
G.Liabilities  
  1.Liabilities due to banks41,631,987.9117,230,489.53
2.Trade payables22,580,291.2313,452,993.47
3.Other liabilities3,114,747.611,555,195.27
  67,327,026.7532,238,678.27
   
 100,931,679.37117,120,190.45

 


ELSA AG
– CONSOLIDATED INCOME STATEMENT – HGB
FOR THE PERIOD JANUARY 1, 1998 TO JUNE 30, 1998
(unaudited)

 Jan – June 1997Jan - June 1998
 DMDM
   
1.Sales132,918,051.97137,727,336.62
2.Increase in finished goods inventories and work-in-process
12,926,608.35

628,228.77
3.Other operating income279,987.012,062,019.05
4.Cost of materials99,817,088.2997,915,719.89
5.Personnel expenses16,228,476.4020,649,956.37
6.Depreciation on intangible assets and property, plant and equipment
1,512,628.16

2,214,254.58
7.Other operating expenses17,636,363.2820,770,643.70
8.Income from long-term loans440,023.000.00
9.Other interest and similar income18,624.7933,351.06
10.Interest and similar expenses845,743.401,438,489.97
11.Result from ordinary activities10,542,995.59-2,538,129.01
12.Extraordinary expenses0.00-5,240,612.98
13.Taxes on income3,870,901.25-1,223,997.16
14.Other taxes41,495.157,534.00
15.Profit share of dormant partners960,913.48500,729.17
16.Consolidated net income for the year5,669,685.71-7,063,008.00

 


ELSA AG
– CASH FLOW AS OF 6/30/1998– HGB
(unaudited)

 DM
1.Consolidated net income for the year-7,063,008.00
2.Depreciation2,214,254.58
3.Cash flow DVFA/SG-4,848,753.42
4.Increase in accruals-3,930,804.88
5.Increase in assets-8,327,892.35
6.Increase in accounts in receivable 3,691,052.26
7.Change in other accruals 245,728.47
8.Increase in accounts in payables and other liabilities-10,686,850.10
9.Cash flows from operating activities-23,857,520.02
10.Intangible asset additions164,247.89
11.Payments for investments in fixed assets-6,420,325.56
12.Change in financial fixed assets756,392.18
13.Cash flows from investing activities-5,499,685.49
14.Increase in capital stock74,079,664.74
15.Distributions-11,380,992.16
16.Cumulative translation adjustment-428,000.14
17.Repayments of liabilities to banks-185,667.64
18.Deferred tax assets-513,624.60
19.Cash flows from financing activities61,571,380.20
20.Total increase in cash32,214,174.69
21.Cash at the beginning of period-29,823,115.13
22.Cash at the end of period2,391,059.56

 


ELSA AG
– CONSOLIDATED BALANCE SHEET AS OF 6/30/1998– US-GAAP
(unaudited)

ASSETS30.06.98
 DM
Current Assets 
Cash & cash equivalents12,021,714.21
Accounts receivable trade17,969,111.74
Other accounts receivable3,652,477.99
Inventories: 
Finished goods and merchandize24,396,556.08
Work-in-process15,867,592.70
Raw Materials23,098,874.57
Prepaid expenses1,135,330.42
 98,141,657.71
  
Property, plant & equipment 
Land, land improvements and buildings12,080,114.93
Machinery and Equipment7,833,234.90
 19,913,349.83
  
Long-term investments513,805.12
  
Intangible assets 
Licences901,120.97
Capitalized Software-Development3,284,680.24
 4,185,801.21
  
 122,754,613.87

 


ELSA AG
– CONSOLIDATED BALANCE SHEETS AS OF 6/30/1998– US-GAAP
(unaudited)

LIABILITIES AND EQUITY30.06.98
 DM
Current Liabilities 
Short-term borrowings9,630,654.65
Accounts payable - trade13,452,993.47
Accounts payable - other1,555,195.27
Accrued liabilities5,364,889.61
 30,003,733.00
  
Long-term liabilities 
Long-term debt7,599,834.88
Provision for pensions538,647.00
 8,138,481.88
  
Minority interest159,663.84
  
Shareholder’s equity 
Capital Stock17,000,000.00
Paid-in capital71,380,000.00
Retained earnings-4,243,244.01
Cumulative translation adjustment315,979.16
 84,452,735.15
  
 122,754,613.87

 


ELSA AG
– CONSOLIDATED INCOME STATEMENT – US-GAAP
FOR THE PERIOD JANUARY 1, 1998 TO JUNE 30, 1998
(unaudited)

 DM
1.Revenue137,727,336.62
2.Cost of Sales105,365,120.96
3.Gross Margin on Sales32,362,215.66
4.Selling expenses20,455,844.54
5.Research and development expenses6,010,292.86
6.General administrative expenses7,820,354.60
7.Other revenue and gains1,125,554.93
8.Other expenses and losses-593,553.77
9.Interest income33,351.06
10.Interest expenses2,121,158.26
11.Income from continuing operations before tax-2,292,974.84
12.Initial Public Offering Costs5,240,612.98
13.Income taxes-1,223,997.16
14.Cumulative effects of changes in accounting principles0.00
15.Net Income or loss for the year-6,309,590.66

 

ELSA AG
Sonnenweg 11
D-52070 Aachen
Internet
www.elsa.de

ELSA, Inc.
2231 Calle De Luna
Santa Clara, CA 95054
USA
Internet
www.elsa.com

ELSA Asia, Inc
7F-11, No.188, Sec. 5
Nanking East Road
Taipei 105
Taiwan, R.O.C.
Internet
www.elsa.com

ELSA Japan, Inc.
Mita Suzuki Building 3F
5-20-14 Shiba, Minato-ku
Tokyo 108-0014

Japan
Internet www.elsa.com