|
|
|
|
|
|
|
|
|
|
|
Reconciliation of Average Invested Capital and ROIC
|
|
|
|
|
|
|
|
|
|
|
|
in € M, except where otherwise specified
|
2018
|
|
June 30,
2018
|
|
March 31,
2018
(2)
|
|
December 31,
2017
(2)
|
|
September 30,
2017
(2)
|
|
June 30,
2017
(2)
|
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
25,045
|
|
23,091
|
|
22,930
|
|
23,043
|
|
23,466
|
Plus: Cumulative goodwill amortization
|
|
405
|
|
385
|
|
394
|
|
400
|
|
413
|
Minus: Cash and cash equivalents
|
|
(1,657)
|
|
(800)
|
|
(930)
|
|
(681)
|
|
(671)
|
Minus: Loans to related parties
|
|
(118)
|
|
(109)
|
|
(92)
|
|
(146)
|
|
(169)
|
Minus: Deferred tax assets
|
|
(334)
|
|
(325)
|
|
(315)
|
|
(333)
|
|
(307)
|
Minus: Accounts payable
|
|
(559)
|
|
(496)
|
|
(577)
|
|
(504)
|
|
(470)
|
Minus: Accounts payable to related parties
|
|
(183)
|
|
(236)
|
|
(147)
|
|
(224)
|
|
(216)
|
Minus: Provisions and other current liabilities
(1)
|
|
(2,689)
|
|
(2,424)
|
|
(2,583)
|
|
(2,552)
|
|
(2,604)
|
Minus: Income tax payable
|
|
(330)
|
|
(239)
|
|
(194)
|
|
(251)
|
|
(234)
|
|
|
|
|
|
|
|
|
|
|
|
Invested capital
|
|
19,580
|
|
18,847
|
|
18,486
|
|
18,752
|
|
19,208
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average invested capital as of June 30, 2018
|
|
18,975
|
|
|
|
|
|
|
|
|
Operating income
(2),
(3)
|
|
2,915
|
|
|
|
|
|
|
|
|
Income tax expense
(2),
(3),
(4)
|
|
(625)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NOPAT
(3)
|
|
2,290
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ROIC in %
|
|
12.1%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
December 31,
2017
|
|
September 30,
2017
(2)
|
|
June 30,
2017
(2)
|
|
March 31,
2017
(2)
|
|
December 31,
2016
(2)
|
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
24,025
|
|
24,156
|
|
24,617
|
|
26,016
|
|
25,825
|
Plus: Cumulative goodwill amortization
|
|
394
|
|
400
|
|
413
|
|
439
|
|
444
|
Minus: Cash and cash equivalents
|
|
(978)
|
|
(729)
|
|
(721)
|
|
(678)
|
|
(716)
|
Minus: Loans to related parties
|
|
(92)
|
|
(146)
|
|
(169)
|
|
(220)
|
|
(220)
|
Minus: Deferred tax assets
|
|
(315)
|
|
(334)
|
|
(308)
|
|
(311)
|
|
(292)
|
Minus: Accounts payable
|
|
(590)
|
|
(518)
|
|
(484)
|
|
(505)
|
|
(584)
|
Minus: Accounts payable to related parties
|
|
(147)
|
|
(224)
|
|
(216)
|
|
(271)
|
|
(264)
|
Minus: Provisions and other current liabilities
(1)
|
|
(2,791)
|
|
(2,763)
|
|
(2,822)
|
|
(2,791)
|
|
(2,866)
|
Minus: Income tax payable
|
|
(194)
|
|
(251)
|
|
(234)
|
|
(277)
|
|
(242)
|
|
|
|
|
|
|
|
|
|
|
|
Invested capital
|
|
19,312
|
|
19,591
|
|
20,076
|
|
21,402
|
|
21,085
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average invested capital as of December 31, 2017
|
|
20,293
|
|
|
|
|
|
|
|
|
Operating income
(2)
|
|
2,372
|
|
|
|
|
|
|
|
|
Income tax expense
(2),
(4),
(5)
|
|
(617)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NOPAT
|
|
1,755
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ROIC in %
|
|
8.6%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Including non-current provisions, non-current labor expenses and variable payments outstanding for acquisitions and excluding pension liabilities and noncontrolling interests subject to put
provisions.
(2) Including adjustments for acquisitions and divestitures made for the last twelve months with a purchase price above a € 50 million threshold as defined in the
Amended 2012 Credit Agreement.
(3) Last 12 months.
(4) Adjusted for noncontrolling partnership interests.
(5) Includes the remeasurement of deferred tax balances as a result of U.S. tax reform ("U.S. Tax Reform") of approximately €236 M.
11
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
EBITDA (Non-IFRS)
EBITDA is the basis for determining compliance with certain covenants contained in our Amended 2012 Credit Agreement or may be relevant in other major
financing arrangements. You should not consider EBITDA to be an alternative to net earnings determined in accordance with IFRS or to cash flow from operations, investing activities or financing
activities. In addition, not all funds depicted by EBITDA are available for management's discretionary use. For example, a substantial portion of such funds are subject to contractual restrictions and
functional requirements to fund debt service, capital expenditures and other commitments from time to time as described in more detail elsewhere in this report. EBITDA, as calculated, may not be
comparable to similarly titled measures reported by other companies, particularly since our calculation of EBITDA includes adjustments provided in our Amended 2012 Credit Agreement. A reconciliation
of EBITDA to cash flow provided by (used in) operating activities, which we believe to be the most directly comparable IFRS financial measure, is calculated as follows:
|
|
|
|
|
|
|
Reconciliation of EBITDA to net cash provided by (used in) operating activities
|
|
|
|
|
|
|
|
in € M
|
|
|
|
For the six months
ended June 30,
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
Total EBITDA
|
|
|
2,253
|
|
|
1,611
|
Interest expense (net of interest income)
|
|
|
(164)
|
|
|
(188)
|
Income tax expense
|
|
|
(349)
|
|
|
(332)
|
Change in deferred taxes, net
|
|
|
3
|
|
|
3
|
Changes in operating assets and liabilities
|
|
|
(325)
|
|
|
(46)
|
Compensation expense related to share-based plans
|
|
|
8
|
|
|
38
|
(Gain) loss on sale of fixed assets and investments
|
|
|
(822)
|
|
|
1
|
Other items, net
|
|
|
7
|
|
|
(35)
|
|
|
|
|
|
|
|
Net cash provided by (used in) operating activities
|
|
|
611
|
|
|
1,052
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Constant currency information
Some key performance indicators and other financial measures used in this report such as changes in revenue, operating income and net income attributable to
shareholders of FMC-AG & Co. KGaA include the impact of translating local currencies to our reporting currency for financial reporting purposes. We calculate these Non-IFRS financial
measures at constant exchange rates in our filings to show changes in our revenue, operating income, net income attributable to shareholders of FMC-AG & Co. KGaA and other items without
giving effect to period-to-period currency fluctuations. Under IFRS, amounts received in local (non-euro) currency are translated into euro at the average exchange rate for the period presented. Once
we translate the local currency for the constant currency, we then calculate the change, as a percentage, of the current period calculated using the prior period exchange rates versus the prior
period. This resulting percentage is a Non-IFRS Measure referring to a change as a percentage at constant currency. These currency-adjusted financial measures are identifiable by the designated terms
"Constant Exchange Rates" or "Constant Currency."
We
believe that the measures at Constant Currency (Non-IFRS Measure) are useful to investors, lenders and other creditors because such information enables them to gauge the impact of currency
fluctuations on our revenue, operating income, net income attributable to shareholders of FMC-AG & Co. KGaA and other items from period to period. However, we limit our use of Constant
Currency period-over-period changes to a measure for the impact of currency fluctuations on the translation of local currency into euro. We do not evaluate our results and performance without
considering both Constant Currency period-over-period changes in Non-IFRS revenue, operating income, net income attributable to shareholders of FMC-AG & Co. KGaA and other items and
changes in revenue, operating income, net income attributable to shareholders of FMC-AG & Co. KGaA and other items prepared in accordance with IFRS. We caution the readers of this report
to follow a similar approach by considering data on Constant Currency period-over-period changes only in addition to, and not as a substitute for or superior to, changes in revenue, operating income,
net income attributable to shareholders of FMC-AG & Co. KGaA and other items prepared in accordance with IFRS. We present the growth rate derived from IFRS measures next to the growth
rate derived from Non-IFRS measures such as revenue, operating income, net income attributable to shareholders of FMC-AG & Co. KGaA and other items. As the reconciliation is inherent in
the disclosure, we believe that a separate reconciliation would not provide any additional benefit.
12
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Business metrics for Care Coordination
The measures for the North America Segment and the Asia-Pacific Segment discussed below include current and future programs that we will be participating in
and will be reflected in the discussion of our business. Currently, in our North America Segment, sub-capitation, BPCI (until June 28, 2018 - see note 2 of the notes to the consolidated
financial statements (unaudited) included in this report), ESCO programs, MA-CSNPs and other shared savings programs are included within the Member Months and Medical Cost Under Management
calculations below. In the future, other programs may be included in the metrics below. Note that due to the timing required by CMS to review the BPCI and ESCO program data that we provide, estimates
have been used in order to report these metrics in a timely manner. The Asia-Pacific Segment Care Coordination metric currently used for discussion purposes is patient encounters. These metrics may be
developed further in future periods. These metrics are neither IFRS measures nor non-IFRS measures, and are therefore not accompanied by or reconciled to IFRS measures.
Member months under medical cost management
In our North America Segment, member months under medical cost management is calculated by multiplying the number of members included in value-based
reimbursement programs, such as Medicare Advantage plans or other value-based programs in the U.S., by the corresponding number of months these members participate in those programs ("Member Months").
In the aforementioned programs, we assume the risk of generating savings. The financial results are recorded in earnings as our performance is determined. The membership offerings within Care
Coordination are sub-capitation arrangements, MA-CSNPs, ESCO and BPCI (until June 28, 2018 - see note 2 of the notes to the consolidated financial statements (unaudited) included in this
report) programs as well as other shared savings programs. An increase in patient membership may indicate future earnings or losses as our performance is determined through these managed care
programs.
Medical cost under management
In our North America Segment, medical cost under management represents the management of medical costs associated with our patient membership in value-based
programs. For ESCO, BPCI (until June 28, 2018 - see note 2 of the notes to the consolidated financial statements (unaudited) included in this report) and other shared savings programs,
this is calculated by multiplying the Member Months in each program by the benchmark of expected medical costs per member per month. The sub-capitation and MA-CSNPs calculation multiplies the premium
per member of the program per month by the number of Member Months associated with the plan, as noted above.
Care coordination patient encounters
Care Coordination patient encounters represents the total patient encounters and procedures conducted by certain of our Care Coordination activities and, we
believe, is an indicator of the revenue generated. Care Coordination patient encounters in the North America Segment is the sum of all encounters and procedures completed during the period by Sound
until June 28, 2018 (see note 2 of the notes to the consolidated financial statements (unaudited) included in this report), MedSpring Urgent Care Centers, Azura Vascular Care, and
National Cardiovascular Partners, the trade name of Laurus Healthcare L.P., as well as patients in our Fresenius Medical Care Rx Bone Mineral Metabolism ("Rx BMM") program. Care Coordination
patient encounters in the Asia-Pacific Segment is the sum of all encounters for the following services: ambulant treatment services in day care hospitals, comprehensive and specialized health
check-ups, inpatient and outpatient services, vascular access and other chronic treatment services.
III. Results of operations, financial position and net assets
The following sections summarize our results of operations, financial position and net assets as well as key performance indicators by reporting segment, as
well as Corporate, for the periods indicated. We prepared the information using a management approach, consistent with the manner in which management internally disaggregates financial information to
assist in making internal operating decisions and evaluating management performance.
13
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Results of operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment data (including Corporate)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in € M
|
|
|
|
|
For the three months
ended June 30,
|
|
|
For the six months
ended June 30,
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
|
2017
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total revenue
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North America
|
|
|
2,971
|
|
|
3,225
|
|
|
5,746
|
|
|
6,600
|
|
EMEA
|
|
|
652
|
|
|
642
|
|
|
1,288
|
|
|
1,255
|
|
Asia-Pacific
|
|
|
422
|
|
|
417
|
|
|
814
|
|
|
795
|
|
Latin America
|
|
|
164
|
|
|
183
|
|
|
334
|
|
|
360
|
|
Corporate
|
|
|
5
|
|
|
4
|
|
|
7
|
|
|
9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
4,214
|
|
|
4,471
|
|
|
8,189
|
|
|
9,019
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North America
|
|
|
1,286
|
|
|
470
|
|
|
1,648
|
|
|
995
|
|
EMEA
|
|
|
105
|
|
|
113
|
|
|
214
|
|
|
227
|
|
Asia-Pacific
|
|
|
78
|
|
|
78
|
|
|
152
|
|
|
160
|
|
Latin America
|
|
|
11
|
|
|
12
|
|
|
25
|
|
|
27
|
|
Corporate
|
|
|
(79)
|
|
|
(90)
|
|
|
(141)
|
|
|
(174)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
1,401
|
|
|
583
|
|
|
1,898
|
|
|
1,235
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income
|
|
|
(4)
|
|
|
(6)
|
|
|
20
|
|
|
23
|
|
Interest expense
|
|
|
(80)
|
|
|
(89)
|
|
|
(184)
|
|
|
(211)
|
|
Income tax expense
|
|
|
(262)
|
|
|
(150)
|
|
|
(349)
|
|
|
(332)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income
|
|
|
1,055
|
|
|
338
|
|
|
1,385
|
|
|
715
|
|
Less: Net Income attributable to noncontrolling interests
|
|
|
(61)
|
|
|
(69)
|
|
|
(112)
|
|
|
(138)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income attributable to shareholders of FMC-AG & Co. KGaA
|
|
|
994
|
|
|
269
|
|
|
1,273
|
|
|
577
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
and operating income generated in countries outside the eurozone are subject to currency fluctuations. The three and six months ended June 30, 2018 and 2017 were negatively impacted by
the development of the euro against the U.S. dollar. For the respective three- and six-month periods ended June 30, 2018, approximately 71% and 70% of revenue and approximately 92% and 87% of
operating income were generated in U.S. dollars.
14
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Three months ended June 30, 2018 compared to three months ended June 30, 2017
Consolidated financials
|
|
|
|
|
|
|
|
|
|
|
|
|
Key indicators for the consolidated financial statements
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in € M, except where otherwise specified
|
|
|
|
|
|
|
|
|
|
Change in %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three months ended
June 30
|
|
|
As
reported
|
|
|
Constant
Currency
(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
4,214
|
|
|
4,471
|
|
|
(6%)
|
|
|
2%
|
Health care services
|
|
|
3,385
|
|
|
3,649
|
|
|
(7%)
|
|
|
1%
|
Health care products
|
|
|
829
|
|
|
822
|
|
|
1%
|
|
|
6%
|
Number of dialysis treatments
|
|
|
12,410,835
|
|
|
12,011,177
|
|
|
3%
|
|
|
|
Same market treatment growth in %
|
|
|
2.8%
|
|
|
2.8%
|
|
|
|
|
|
|
Gross profit as a % of revenue
|
|
|
31.0%
|
|
|
33.4%
|
|
|
|
|
|
|
Selling, general and administrative costs as a % of revenue
|
|
|
17.0%
|
|
|
20.2%
|
|
|
|
|
|
|
Operating income
|
|
|
1,401
|
|
|
583
|
|
|
140%
|
|
|
162%
|
Operating income margin in %
|
|
|
33.3%
|
|
|
13.0%
|
|
|
|
|
|
|
Delivered EBIT
(2)
|
|
|
1,340
|
|
|
514
|
|
|
161%
|
|
|
184%
|
Net income attributable to shareholders of FMC-AG & Co. KGaA
|
|
|
994
|
|
|
269
|
|
|
270%
|
|
|
303%
|
Basic earnings per share
|
|
|
3.24
|
|
|
0.88
|
|
|
270%
|
|
|
303%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) For further information on Constant Exchange Rates, see " II. Discussion of Measures NonIFRS Measures Constant currency information" above.
(2) For further information on Delivered EBIT, including a reconciliation of Delivered EBIT to Operating Income on a consolidated basis and for each of our operating segments, see " II.
Discussion of Measures NonIFRS Measures Delivered EBIT" above.
Health
care services revenue decreased by 7%, including an 8% negative impact resulting from foreign currency translation. At Constant Exchange Rates, health care services revenue increased by 1%
driven by growth in same market treatments (3%) and contributions from acquisitions (1%), partially offset by the inclusion of implicit price concessions related to the implementation of
IFRS 15 ("Implementation of IFRS 15") (3%). For further information on the Implementation of IFRS 15, see note 1 of the notes to the consolidated financial statements
(unaudited) included in this report. Excluding (i) the effect from the implementation of IFRS 15, of approximately €131 M and (ii) the negative 2017 effect from VA
Agreement of approximately €2 M, health care service revenue decreased by 4% to €3,385 M from €3,520 M including an 8% negative impact resulting from
foreign currency translation. At Constant Exchange Rates, excluding the effects above, health care service revenue increased by 4%.
Dialysis
treatments increased by 3% as a result of growth in same market treatments (3%) and contributions from acquisitions (1%), partially offset by the effect of closed or sold clinics (1%).
At
June 30, 2018, we owned, operated or managed (excluding those managed but not consolidated in the U.S.) 3,815 dialysis clinics compared to 3,690 dialysis clinics at June 30, 2017.
During the three months ended June 30, 2018, we acquired 6 dialysis clinics, opened 28 dialysis clinics and combined or closed 9 clinics. The number of patients treated in dialysis clinics that
we own, operate or manage (excluding patients of dialysis clinics managed but not consolidated in the U.S.) increased by 3% to 325,188 at June 30, 2018 from 315,305 at June 30, 2017.
Health
care product revenue increased by 1%, including a 5% negative impact from foreign currency translation. At Constant Exchange Rates, health care product revenue increased by 6%. Dialysis product
revenue increased by 1%, including a 5% negative impact from foreign currency translation. At Constant Exchange Rates, dialysis product revenue increased by 6% driven by higher sales of chronic
hemodialysis products, and renal pharmaceuticals. Non-dialysis product revenue decreased by 8% to €18 M from €21 M with no foreign currency translation effects. The
non-dialysis product revenue decrease was due to slightly lower sales volumes.
The
decrease period over period in the gross profit margin was 2.4 percentage points. Foreign currency translation effects represented a 0.3 percentage point increase in the current
period. At Constant Exchange Rates, the decrease primarily reflects reduced margins in the North America Segment mainly due to the Implementation of IFRS 15, lower revenue per treatment from
commercial payors, higher implicit price concessions, and other cost increases, partially offset by a favorable impact from pharmacy services driven by favorable pricing for certain pharmaceuticals
due to delays for rebasing of reimbursement, lower costs for health care supplies, and decreased personnel expense.
15
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FRESENIUS MEDICAL CARE AG & Co. KGaA
Adjusting
for the revenue impact from the Implementation of IFRS 15 and excluding the negative 2017 effect of the VA Agreement, the gross profit margin decreased by 0.4 percentage
points. Foreign currency translation effects represented a 0.3 percentage point increase in the current period. At Constant Exchange Rates, excluding the effects above, the gross profit margin
decreased by 0.7 percentage points.
The
decrease period over period in the selling, general and administrative ("SG&A") expenses as a percentage of revenue was 3.2 percentage points. Foreign currency translation effects
represented a 0.1 percentage point negative impact in the current period. At Constant Exchange Rates, the decrease was primarily driven by a decrease in the North America Segment due to the
Implementation of IFRS 15, the prior year change in fair value of subsidiary share-based compensation and a gain from the sale of fixed assets. Adjusting for the revenue impact from the
Implementation of IFRS 15 and excluding the negative 2017 effect of the VA Agreement, the SG&A expenses as a percentage of revenue decreased by 0.6 percentage points including a
0.1 percentage point negative impact from foreign currency translation. At Constant Exchange Rates, excluding the effects above, the SG&A expenses as a percentage of revenue decreased by
0.7 percentage points.
Research
and development expenses increased by 7% to €38 M from €35 M. The increase period over period, as a percentage of revenue, was 0.1 percentage point.
Income
from equity method investees decreased by 28% to €17 M from €23 M. The decrease was primarily driven by lower income from Vifor Fresenius Medical Care Renal
Pharma Ltd., an entity in which we have ownership of 45%, mainly due to increased costs to support the launch and development of new projects as well as the first consolidation, after the
purchase of additional shares, of a Care Coordination investment previously consolidated at equity.
The
increase period over period in the operating income margin was 20.3 percentage points. Foreign currency translation effects represented a 0.3 percentage point decrease in the current
period. At Constant Exchange Rates, the increase was largely driven by the gain related to divestitures of Care Coordination activities of approximately €833 M (see note 2
(b) of the notes to the consolidated financial statements (unaudited) included in this report). Adjusting for the revenue impact from the Implementation of IFRS 15 and excluding
(i) the gain related to divestitures of Care Coordination activities of approximately €833 M and (ii) the negative 2017 effect of the VA Agreement of approximately
€8 M, the operating income margin decreased by 0.1 percentage points from 13.6% to 13.5%. Foreign currency translation effects represented a 0.2 percentage point increase
in the current period. At Constant Exchange Rates, excluding the effects above, the operating income margin decreased by 0.3 percentage points.
Delivered
EBIT increased by 161% including a 23% negative impact from foreign currency translation. At Constant Exchange Rates, Delivered EBIT increased by 184% due to increased operating income
largely driven by the gain related to divestitures of Care Coordination activities of approximately €833 M.
Net
interest expense decreased by 11% to €84 M from €95 M, including a 5% positive impact resulting from foreign currency translation. At Constant Exchange Rates, net
interest expense decreased by 6% primarily due to the replacement of high interest bearing senior notes repaid in 2017 by debt instruments at lower interest rates as well as a decreased debt level.
Income
tax expense increased by 74% to €262 M from €150 M. The effective tax rate decreased to 19.9% from 30.8% for the same period of 2017 largely driven by the U.S.
Tax Reform and the gain related to divestitures of Care Coordination activities. Excluding (i) the gain and related tax effect in connection with divestitures of Care Coordination activities of
approximately €147 M (ii) the positive 2018 effect from U.S. Tax Reform of approximately €35 M, and (iii) the negative 2017 tax effect from the VA
Agreement of approximately €3 M, the effective tax rate remained stable at 30.9%.
Net
income attributable to noncontrolling interests decreased by 12% to €61 M from €69 M, including an 8% positive impact resulting from foreign currency translation.
At Constant Exchange Rates, net income attributable to noncontrolling interests decreased by 4% largely due to lower performance in entities in which we have less than 100% ownership in the US.
Net
income attributable to shareholders of FMC-AG & Co. KGaA increased by 270% to €994 M from €269 M including a 33% negative impact resulting from
foreign currency translation. At Constant Exchange Rates, net income attributable to shareholders of FMC-AG & Co. KGaA increased by 303% due to the combined effects of the items
discussed above. Excluding (i) the gain related to divestitures of Care Coordination activities, net of tax, of approximately €686 M, (ii) the positive 2018 impact from
U.S. Tax Reform of approximately €35 M and (iii) the negative 2017 effect of approximately €5 M, net of tax, related to the VA Agreement, net income attributable
to shareholders of FMC-AG & Co. KGaA remained stable, including a 6% decrease resulting from foreign currency translation. At Constant Exchange Rates, excluding the items above, the
increase in net income attributable to
16
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FRESENIUS MEDICAL CARE AG & Co. KGaA
shareholders
of FMC-AG & Co. KGaA was 6%. Excluding the gain related to divestitures of Care Coordination activities, net of tax, of approximately €686 M, net income
attributable to shareholders of FMC-AG & Co. KGaA increased by 15%, including a 7% negative impact resulting from foreign currency translation. At Constant Exchange Rates, excluding this
impact, the increase in net income attributable to shareholders of FMC-AG & Co. KGaA was 22%.
Basic
earnings per share increased by 270%, including a 33% negative impact resulting from foreign currency translation. At Constant Exchange Rates, basic earnings per share increased by 303%. The
average weighted number of shares outstanding for the period was approximately 306.4 M in 2018 (306.5 M in 2017).
We
employed 111,263 people (full-time equivalents) as of June 30, 2018 compared to 112,163 as of June 30, 2017, a decrease of 1%, primarily due to divestitures of certain Care
Coordination activities.
The
following discussions pertain to the North America Segment, the EMEA Segment, the Asia-Pacific Segment and the Latin America Segment and the measures we use to manage these segments.
North America Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
Key indicators and business metrics for the North America Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in € M, except where otherwise specified
|
|
|
|
|
|
|
|
|
|
Change in %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three months ended
June 30
|
|
|
As Reported
|
|
|
Constant
Currency
(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total North America Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
2,971
|
|
|
3,225
|
|
|
(8%)
|
|
|
0%
|
Health care services
|
|
|
2,761
|
|
|
3,017
|
|
|
(8%)
|
|
|
(1%)
|
Health care products
|
|
|
210
|
|
|
208
|
|
|
1%
|
|
|
10%
|
Operating income
|
|
|
1,286
|
|
|
470
|
|
|
174%
|
|
|
200%
|
Operating income margin in %
|
|
|
43.3%
|
|
|
14.6%
|
|
|
|
|
|
|
Delivered EBIT
(2)
|
|
|
1,228
|
|
|
404
|
|
|
204%
|
|
|
234%
|
Dialysis
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
2,442
|
|
|
2,527
|
|
|
(3%)
|
|
|
5%
|
Number of dialysis treatments
|
|
|
7,660,624
|
|
|
7,413,871
|
|
|
3%
|
|
|
|
Same market treatment growth in %
|
|
|
2.3%
|
|
|
2.7%
|
|
|
|
|
|
|
Operating income
|
|
|
417
|
|
|
461
|
|
|
(9%)
|
|
|
(2%)
|
Operating income margin in %
|
|
|
17.1%
|
|
|
18.2%
|
|
|
|
|
|
|
Delivered EBIT
(2)
|
|
|
365
|
|
|
403
|
|
|
(9%)
|
|
|
(2%)
|
Care Coordination
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
529
|
|
|
698
|
|
|
(24%)
|
|
|
(18%)
|
Operating income
|
|
|
869
|
|
|
9
|
|
|
Not applicable
|
|
|
Not applicable
|
Operating income margin in %
|
|
|
164.1%
|
|
|
1.2%
|
|
|
|
|
|
|
Delivered EBIT
(2)
|
|
|
863
|
|
|
1
|
|
|
Not applicable
|
|
|
Not applicable
|
Member Months Under Medical Cost Management
(3),(4)
|
|
|
171,828
|
|
|
146,184
|
|
|
18%
|
|
|
|
Medical Cost Under Management
(3),(4)
|
|
|
1,244
|
|
|
994
|
|
|
25%
|
|
|
36%
|
Care Coordination Patient Encounters
(3),(4)
|
|
|
1,956,331
|
|
|
1,674,833
|
|
|
17%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) For further information on Constant Exchange Rates, see " II. Discussion of Measures NonIFRS Measures Constant currency
information" above.
(2) For further information on Delivered EBIT, including a reconciliation of Delivered EBIT to Operating Income on a consolidated basis and for each of our operating segments, see "
II. Discussion of Measures NonIFRS Measures Delivered EBIT" above.
(3) For further information on these metrics, please refer to the discussion above of our Care Coordination measures under "Business Metrics for Care Coordination"
(4) The metrics may be understated due to a physician mapping issue related to the BPCI program within a CMS system which has not yet been resolved. Additionally, data presented for the BPCI and ESCO
metrics are subject to finalization by CMS, which may result in changes from previously reported metrics.
17
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FRESENIUS MEDICAL CARE AG & Co. KGaA
Dialysis
Revenue
Dialysis care revenue decreased by 4% to €2,232 M from €2,319 M, including an 8% negative impact resulting from foreign
currency translation. At Constant Exchange Rates, dialysis care revenue increased by 4% mainly due to increases in organic revenue per treatment (4%), growth in same market treatments (2%), and
contributions from acquisitions (1%), partially offset by the Implementation of IFRS 15 (3%). Excluding (i) the 2017 effect from the Implementation of IFRS 15 of approximately
€70 M, and (ii) the negative 2017 effect from the VA Agreement of approximately €2 M, dialysis care revenue decreased by 1% to €2,232 M from
€2,251 M including an 8% decrease resulting from foreign currency translation. At Constant Exchange Rates, excluding the effects above, dialysis care revenue increased by 7%.
Dialysis
treatments increased by 3% largely due to growth in same market treatments (2%) and contributions from acquisitions (1%). At June 30, 2018, 199,527 patients (3% increase from
June 30, 2017) were being treated in the 2,439 dialysis clinics that we own or operate in the North America Segment, compared to 193,605 patients treated in 2,345 dialysis clinics at
June 30, 2017.
In
the U.S., the average revenue per treatment, restated for the Implementation of IFRS 15, increased to $354 (€321 at Constant Exchange Rates) from $341
(€309). The development was mainly attributable to the implementation of the PAMA oral-only provision, partially offset by lower revenue from commercial payors and higher implicit
price concessions.
Cost
per treatment in the U.S., restated for the Implementation of IFRS 15, increased to $286 (€260 at Constant Exchange Rates) from $272 (€247). This
development was largely a result of the implementation of the PAMA oral-only provision as well as increased property and other occupancy related costs, partially offset by lower costs for health care
supplies.
Health
care product revenue increased by 1% including a 9% negative impact resulting from foreign currency translation. At Constant Exchange Rates, health care product revenue increased by 10% due to
higher sales of renal pharmaceuticals, machines, as well as hemodialysis solutions and concentrates.
Operating income margin
The decrease period over period in the dialysis operating income margin was 1.1 percentage points. Foreign currency translation effects represented a
0.1 percentage point increase in the current period. At Constant Exchange Rates, the decrease was driven by lower revenue per treatment from
commercial payors, higher implicit price concessions, the implementation of the PAMA oral-only provision as well as other smaller cost increases, partially offset by lower costs for health care
supplies and the Implementation of IFRS 15 due to the effect on revenue as a driver in the margin. Adjusting for the revenue impact from the Implementation of IFRS 15 and excluding the
negative 2017 effect from the VA Agreement of approximately €1 M, the dialysis operating income margin decreased to 17.1% from 18.8%. Foreign currency translation effects represented a
0.1 percentage point increase in the current period.
Delivered EBIT
Dialysis Delivered EBIT decreased by 9%, including a 7% negative impact resulting from foreign currency translation. At Constant Exchange Rates, dialysis
Delivered EBIT decreased by 2% mainly as the result of decreased operating income, partially offset by lower income attributable to noncontrolling interests driven by lower performance in entities in
which we have less than 100% ownership.
Care Coordination
Revenue
Care Coordination revenue decreased by 24%, including a 6% negative impact resulting from foreign currency translation. At Constant Exchange Rates, Care
Coordination revenue decreased by 18% driven by decreases in organic revenue growth due to the implementation of the PAMA oral-only provision which moved certain pharmaceuticals into the bundled rate
(22%) and the Implementation of IFRS 15 (8%), partially offset by improved performance in certain services prior to divestiture (11%) and contributions from acquisitions (1%). Excluding the
effect from the Implementation of IFRS 15 of approximately €61 M, Care Coordination revenue decreased by 17% to €529 M from €637 M including a 7%
decrease resulting from foreign currency translation. At Constant Exchange Rates, excluding the effects above, Care Coordination revenue decreased by 10%.
18
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Operating income margin
The increase period over period in the Care Coordination operating income margin was 162.9 percentage points. Foreign currency translation effects
represented a 3.4 percentage point decrease in the current period. The increase was mainly driven by the gain related to divestitures of Care Coordination activities, the prior year change in
fair value of subsidiary share-based compensation, a favorable impact from pharmacy services driven by favorable pricing for certain pharmaceuticals due to delays for rebasing of reimbursement, the
implementation of the PAMA oral-only provision (as the historical dispensation of calcimimetics through pharmacy services had low margins as a result of higher costs for external services) and lower
bad debt expense, partially offset by lower reimbursement for cardiovascular and endovascular services. Adjusting for the revenue impact from the Implementation of IFRS 15 and excluding the
gain related to divestitures of Care Coordination activities of approximately €833 M, Care Coordination operating income margin increased to 6.7% from 1.4%. Foreign currency
translation effects represented a 0.1 percentage point decrease in the current period.
Delivered EBIT
Care Coordination Delivered EBIT increased to €863 M from €1 M mainly as the result of the gain related to divestitures of Care
Coordination activities of approximately €833 M.
Care Coordination business metrics
The increase in member months under medical cost management was primarily attributable to an expansion of our existing ESCOs through the addition of new
physician practice partners and dialysis facilities, partially offset by a decrease in BPCI due to our voluntary elimination of certain non-performing risks from our BPCI portfolio. See note 4
to the table "Key indicators and business metrics for the North America Segment," above.
Care
Coordination's medical cost under management increased by 25%, including an 11% negative impact from foreign currency translation in the current period. At Constant Exchange Rates, Care
Coordination's medical cost under management increased by 36% primarily due to an expansion of our existing ESCOs through the addition of new physician practice partners and dialysis facilities. See
note 4 to the table "Key indicators and business metrics for the North America Segment," above.
The
increase in patient encounters was primarily driven by increased encounters for hospital related physician services until June 28, 2018 (see note 2 of the notes to the consolidated
financial statements (unaudited) included in this report). See note 4 to the table "Key indicators and business metrics for the North America Segment," above.
EMEA Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
Key indicators for the EMEA Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in € M, except where otherwise specified
|
|
|
|
|
|
|
|
|
|
Change in %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three months ended
June 30
|
|
|
As
Reported
|
|
|
Constant
Currency
(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
652
|
|
|
642
|
|
|
2%
|
|
|
5%
|
Health care services
|
|
|
315
|
|
|
310
|
|
|
2%
|
|
|
5%
|
Health care products
|
|
|
337
|
|
|
332
|
|
|
2%
|
|
|
4%
|
Number of dialysis treatments
|
|
|
2,407,433
|
|
|
2,322,783
|
|
|
4%
|
|
|
|
Same market treatment growth in %
|
|
|
3.1%
|
|
|
3.3%
|
|
|
|
|
|
|
Operating income
|
|
|
105
|
|
|
113
|
|
|
(7%)
|
|
|
(7%)
|
Operating income margin in %
|
|
|
16.1%
|
|
|
17.6%
|
|
|
|
|
|
|
Delivered EBIT
(2)
|
|
|
104
|
|
|
112
|
|
|
(7%)
|
|
|
(7%)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) For further information on Constant Exchange Rates, see " II. Discussion of Measures NonIFRS Measures Constant currency
information" above.
(2) For further information on Delivered EBIT, including a reconciliation of Delivered EBIT to Operating Income on a consolidated basis and for each of our operating segments, see " II.
Discussion of Measures NonIFRS Measures Delivered EBIT" above.
19
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Revenue
Health care service revenue increased by 2%, including a 3% negative impact resulting from foreign currency translation. At Constant Exchange Rates, health
care service revenue increased by 5% as a result of growth in same market treatments (3%) and contributions from acquisitions (2%).
Dialysis
treatments increased by 4% mainly due to growth in same market treatments (3%) and contributions from acquisitions (1%). As of June 30, 2018, we had 63,589 patients (4% increase from
June 30, 2017) being treated at the 758 dialysis clinics that we own, operate or manage in the EMEA Segment compared to 61,256 patients treated at 727 clinics at June 30, 2017.
Health
care product revenue increased by 2%, including a 2% negative impact resulting from foreign currency translation. At Constant Exchange Rates, health care product revenue increased by 4%.
Dialysis product revenue increased by 2%, including a 3% negative impact resulting from foreign currency translation. At Constant Exchange Rates, the increase of 5% in dialysis product revenue was due
to higher sales of dialyzers, machines, bloodlines, products for acute care treatments and renal pharmaceuticals. Non-Dialysis product revenue decreased by 8% to €18 M from
€21 M with virtually no impact from foreign currency translation effects. The non-dialysis product revenue decrease was due to slightly lower sales volumes.
Operating income margin
The decrease period over period in the operating income margin was 1.5 percentage points. Foreign currency translation effects represented a
0.4 percentage point increase in the operating income margin.
At Constant Exchange Rates, operating income margin decreased mainly due to lower income from equity method investees, higher personnel costs in certain countries, and increased bad debt expense.
Delivered EBIT
Delivered EBIT decreased by 7% with virtually no impact from foreign currency translation effects. The Delivered EBIT decrease was primarily due to decreased
operating income.
Asia-Pacific Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
Key indicators for the Asia-Pacific Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in € M, except where otherwise specified
|
|
|
|
|
|
|
|
|
|
Change in %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three months ended
June 30
|
|
|
As Reported
|
|
|
Constant
Currency
(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Asia-Pacific Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
422
|
|
|
417
|
|
|
1%
|
|
|
7%
|
Health care services
|
|
|
191
|
|
|
191
|
|
|
0%
|
|
|
7%
|
Health care products
|
|
|
231
|
|
|
226
|
|
|
2%
|
|
|
6%
|
Operating income
|
|
|
78
|
|
|
78
|
|
|
0%
|
|
|
3%
|
Operating income margin in %
|
|
|
18.4%
|
|
|
18.7%
|
|
|
|
|
|
|
Delivered EBIT
(2)
|
|
|
76
|
|
|
76
|
|
|
(1%)
|
|
|
2%
|
Dialysis
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
373
|
|
|
378
|
|
|
(1%)
|
|
|
4%
|
Number of dialysis treatments
|
|
|
1,082,945
|
|
|
1,069,105
|
|
|
1%
|
|
|
|
Same market treatment growth in %
|
|
|
7.1%
|
|
|
4.6%
|
|
|
|
|
|
|
Operating income
|
|
|
72
|
|
|
75
|
|
|
(3%)
|
|
|
(1%)
|
Operating income margin in %
|
|
|
19.3%
|
|
|
19.8%
|
|
|
|
|
|
|
Delivered EBIT
(2)
|
|
|
70
|
|
|
73
|
|
|
(3%)
|
|
|
(1%)
|
Care Coordination
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
49
|
|
|
39
|
|
|
24%
|
|
|
32%
|
Operating income
|
|
|
6
|
|
|
3
|
|
|
61%
|
|
|
72%
|
Operating income margin in %
|
|
|
11.8%
|
|
|
9.1%
|
|
|
|
|
|
|
Delivered EBIT
(2)
|
|
|
6
|
|
|
3
|
|
|
46%
|
|
|
56%
|
Care Coordination Patient Encounters
(3)
|
|
|
234,514
|
|
|
-
|
|
|
Not applicable
|
|
|
Not applicable
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) For further information on Constant Exchange Rates, see " II. Discussion of Measures NonIFRS Measures Constant currency information"
above.
20
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
(2) For further information on Delivered EBIT, including a reconciliation of Delivered EBIT to Operating Income on a consolidated basis and for each of our operating segments, see " II.
Discussion of Measures NonIFRS Measures Delivered EBIT" above.
(3) For further information on patient encounters, please refer to the discussion above of our Care Coordination measures under "Business Metrics for Care Coordination"
Dialysis
Revenue
Dialysis care revenue decreased by 6% to €142 M from €152 M, including a 6% negative impact resulting from foreign currency
translation. At Constant Exchange Rates, dialysis care service revenue remained stable as a result of growth in same market treatments (7%) offset by the effect of closed or sold clinics (5%) and
decreases in organic revenue per treatment (2%).
Dialysis
treatments increased by 1% mainly due to growth in same market treatments (7%), partially offset by the effect of closed or sold clinics (6%). As of June 30, 2018, we had 30,578
patients (2% increase from
June 30, 2017) being treated at the 385 dialysis clinics that we own, operate or manage in the Asia-Pacific Segment compared to 30,099 patients treated at 387 clinics at June 30, 2017.
Health
care product revenue increased by 2% including a 4% negative impact resulting from foreign currency translation. At Constant Exchange Rates, health care product revenue increased by 6% as a
result of increased sales of chronic hemodialysis products, partially offset by lower sales of products for acute care treatments.
Operating income margin
The decrease period over period in the operating income margin was 0.5 percentage points. Foreign currency translation effects represented a
0.4 percentage point increase in the operating income margin. At Constant Exchange Rates, the operating income margin decreased due to unfavorable impacts from foreign currency transaction
effects and increased costs related to business growth, mainly in China.
Delivered EBIT
Delivered EBIT decreased by 3%, including a 2% negative impact resulting from foreign currency translation. At Constant Exchange Rates, Delivered EBIT
decreased by 1% mainly due to decreased operating income.
Care Coordination
Revenue
Care Coordination revenue increased by 24%, including an 8% negative impact resulting from foreign currency translation. At Constant Exchange Rates, Care
Coordination revenue increased by 32% driven by contributions from acquisitions (20%) and organic revenue growth (12%).
Operating income margin
The increase period over period in the Care Coordination operating income margin was 2.7 percentage points with virtually no impact from foreign
currency translation. The increase was driven by a favorable impact from acquisitions.
Delivered EBIT
Care Coordination Delivered EBIT increased by 46%, including a 10% negative impact resulting from foreign currency translation. At Constant Exchange Rates,
Care Coordination Delivered EBIT increased by 56% mainly as the result of increased operating income.
Care Coordination business metrics
We have recorded Care Coordination patient encounters in the Asia-Pacific Segment since the third quarter of 2017. Previously, there were immaterial amounts of
services performed in Care Coordination within the Asia-Pacific Segment. As a result, there is no data for patient encounters for the three months ended June 30, 2017 available for comparative
purposes. The patient encounters for the three months ended June 30, 2018 primarily relate to encounters for ambulant treatment services as well as comprehensive and specialized health
check-ups, inpatient and outpatient services, vascular access and other chronic treatment services.
21
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FRESENIUS MEDICAL CARE AG & Co. KGaA
Latin America Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
Key indicators for the Latin America Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in € M, except where otherwise specified
|
|
|
|
|
|
|
|
|
|
Change in %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three months ended
June 30
|
|
|
As
Reported
|
|
|
Constant
Currency
(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
164
|
|
|
183
|
|
|
(10%)
|
|
|
11%
|
Health care services
|
|
|
118
|
|
|
131
|
|
|
(10%)
|
|
|
15%
|
Health care products
|
|
|
46
|
|
|
52
|
|
|
(12%)
|
|
|
2%
|
Number of dialysis treatments
|
|
|
1,259,833
|
|
|
1,205,418
|
|
|
5%
|
|
|
|
Same market treatment growth in %
|
|
|
1.1%
|
|
|
0.8%
|
|
|
|
|
|
|
Operating income
|
|
|
11
|
|
|
12
|
|
|
(10%)
|
|
|
(2%)
|
Operating income margin in %
|
|
|
6.8%
|
|
|
6.8%
|
|
|
|
|
|
|
Delivered EBIT
(2)
|
|
|
11
|
|
|
12
|
|
|
(10%)
|
|
|
(2%)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) For further information on Constant Exchange Rates, see " II. Discussion of Measures NonIFRS Measures Constant currency information" above.
(2) For further information on Delivered EBIT, including a reconciliation of Delivered EBIT to Operating Income on a consolidated basis and for each of our operating segments, see " II.
Discussion of Measures NonIFRS Measures Delivered EBIT" above.
Revenue
Health care service revenue decreased by 10%, including a 25% negative impact resulting from foreign currency translation. At Constant Exchange Rates, health
care service revenue increased by 15% as a result of increases in organic revenue per treatment (11%), contributions from acquisitions (3%), and growth in same market treatments (1%).
Dialysis
treatments increased by 5% mainly due to contributions from acquisitions (4%) and growth in same market treatments (1%). As of June 30, 2018, we had 31,494 patients (a 4% increase from
June 30, 2017) being treated at the 233 dialysis clinics that we own, operate or manage in the Latin America Segment compared to 30,345 patients treated at 231 clinics at June 30, 2017.
Health
care product revenue decreased by 12%, including a 14% negative impact resulting from foreign currency translation. At Constant Exchange Rates, health care product revenue increased by 2%
driven by higher sales of machines and peritoneal dialysis products, partially offset by lower sales of dialyzers.
Operating income margin
The operating income margin remained stable period over period. Foreign currency translation effects represented a 0.8 percentage point increase in the
operating income margin in the current period. At Constant Exchange Rates, the operating income margin decreased mainly due to higher bad debt expense.
Delivered EBIT
Delivered EBIT decreased by 10% including an 8% negative impact resulting from foreign currency translation. At Constant Exchange Rates, Delivered EBIT
decreased by 2% due to decreased operating income at Constant Exchange Rates.
22
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Six months ended June 30, 2018 compared to six months ended June 30, 2017
Consolidated financials
|
|
|
|
|
|
|
|
|
|
|
|
|
Key indicators for consolidated financial statements
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in € M, except where otherwise specified
|
|
|
|
|
|
|
|
|
|
Change in %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the six months ended
June 30
|
|
|
As
reported
|
|
|
Constant
Currency
(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
8,189
|
|
|
9,019
|
|
|
(9%)
|
|
|
0%
|
Health care services
|
|
|
6,594
|
|
|
7,418
|
|
|
(11%)
|
|
|
(1%)
|
Health care products
|
|
|
1,595
|
|
|
1,601
|
|
|
0%
|
|
|
6%
|
Number of dialysis treatments
|
|
|
24,564,999
|
|
|
23,755,619
|
|
|
3%
|
|
|
|
Same market treatment growth in %
|
|
|
2.5%
|
|
|
2.8%
|
|
|
|
|
|
|
Gross profit as a % of revenue
|
|
|
30.6%
|
|
|
34.2%
|
|
|
|
|
|
|
Selling, general and administrative costs as a % of revenue
|
|
|
17.0%
|
|
|
20.3%
|
|
|
|
|
|
|
Operating income
|
|
|
1,898
|
|
|
1,235
|
|
|
54%
|
|
|
68%
|
Operating income margin in %
|
|
|
23.2%
|
|
|
13.7%
|
|
|
|
|
|
|
Delivered EBIT
(2)
|
|
|
1,786
|
|
|
1,097
|
|
|
63%
|
|
|
78%
|
Net income attributable to shareholders of FMC-AG & Co. KGaA
|
|
|
1,273
|
|
|
577
|
|
|
121%
|
|
|
141%
|
Basic earnings per share
|
|
|
4.15
|
|
|
1.88
|
|
|
121%
|
|
|
141%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) For further information on Constant Exchange Rates, see " II. Discussion of Measures NonIFRS Measures Constant currency information" above.
(2) For further information on Delivered EBIT, including a reconciliation of Delivered EBIT to Operating Income on a consolidated basis and for each of our operating segments, see " II.
Discussion of Measures NonIFRS MeasuresDelivered EBIT" above.
Health
care services revenue decreased by 11%, including a 10% negative impact from foreign currency translation. At Constant Exchange Rates, health care services revenue decreased by 1% driven by the
inclusion of implicit price concessions related to the implementation of IFRS 15 ("Implementation of IFRS 15") (4%), the prior year revenue impact from the recognition of revenue related
to the agreement with the United States Departments of Veterans Affairs and Justice for reimbursement for services performed during the period of January 2009 through February 15, 2011 ("VA
Agreement") (1%) and a decrease in organic revenue per treatment (1%), partially offset by contributions from acquisitions (2%) and growth in same market treatments (3%). For further information on
the Implementation of IFRS 15, see note 1 of the notes to the consolidated financial statements (unaudited) included in this report. Excluding (i) the effect from the
implementation of IFRS 15, of approximately €270 M and (ii) the 2017 effect from VA Agreement of approximately €98 M, health care service revenue
decreased by 6% to €6,594 M from €7,050 M including a 10% decrease resulting from foreign currency translation. At Constant Exchange Rates, excluding the effects above,
health care service revenue increased by 4%.
Dialysis
treatments increased by 3% as a result of growth in same market treatments (3%) and contributions from acquisitions (1%), partially offset by the effect of closed or sold clinics (1%).
Health
care product revenue remained stable, including a 6% negative impact from foreign currency translation. At Constant Exchange Rates, health care product revenue increased by 6%. Dialysis product
revenue remained stable, including a 7% negative impact from foreign currency translation. At Constant Exchange Rates, dialysis product revenues increased by 7% due to higher sales of chronic
hemodialysis products, renal pharmaceuticals, products for acute care treatments and peritoneal dialysis products. Non-dialysis product revenue decreased by 7% to €38 M from
€41 M with no foreign currency translation effects. The non-dialysis product revenue decrease was due to slightly lower sales volumes.
The
decrease period over period in the gross profit margin was 3.6 percentage points. Foreign currency translation effects represented a 0.3 percentage point increase in the current
period. The decrease primarily reflects a decrease in the North America Segment. The decrease in the North America Segment gross profit margin was primarily due to the Implementation of
IFRS 15, the prior year impact of the VA Agreement, lower revenue per treatment from commercial payors, higher implicit price concessions, the prior year impact driven by the initial
recognition in the calendar year 2017 of earnings (including earnings from prior periods) from the BPCI initiative and other small cost increases, partially offset by favorable pricing for certain
pharmaceuticals due to delays for rebasing of
23
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
reimbursement
and lower costs for health care supplies. Adjusting for the revenue impact from the Implementation of IFRS 15 and excluding the 2017 effect of the VA Agreement, the gross profit
margin decreased by 0.8 percentage points. Foreign currency translation effects represented a 0.3 percentage point increase in the current period. At Constant Exchange Rates, excluding
the effects above, the gross profit margin decreased by 1.1 percentage points.
The
decrease period over period in the selling, general and administrative ("SG&A") expenses as a percentage of revenue was 3.3 percentage points. Foreign currency translation effects
represented a 0.1 percentage point negative impact in the current period. The decrease was driven by decrease in the North America Segment mainly due to the Implementation of IFRS 15,
lower bad debt expense and the prior year change in fair value of subsidiary share based compensation, partially offset by the prior year impact of the VA Agreement. Adjusting for the revenue impact
from the Implementation of IFRS 15 and excluding the 2017 effect of the VA Agreement, the SG&A expenses as a percentage of revenue decreased by 0.9 percentage points including a
0.1 percentage point negative impact from foreign currency translation. At Constant Exchange Rates, excluding the effects above, the SG&A expenses as a percentage of revenue decreased by
1.0 percentage points.
Research
and development expenses increased by 3% to €70 M from €67 M. The increase period over period, as a percentage of revenue, was 0.1 percentage points.
Income
from equity method investees decreased by 9% to €34 M from €38 M. The decrease was primarily driven by increased costs to support the launch and development of
new projects for Vifor Fresenius Medical Care Renal Pharma Ltd., an entity in which we have ownership of 45%.
The
increase period over period in the operating income margin was 9.5 percentage points. Foreign currency translation effects represented a 0.2 percentage point increase in the current
period. The increase was largely driven by the gain related to divestitures of Care Coordination activities of approximately €820 M. Adjusting for the revenue impact from the
Implementation of IFRS 15 and excluding (i) the gain related to divestitures of Care Coordination activities of approximately €820 M and (ii) the 2017 effect of
the VA Agreement of approximately €91 M, the operating income margin remained stable at 13.2%. Foreign currency translation effects represented a 0.2 percentage point increase
in the current period. At Constant Exchange Rates, excluding the effects above, the operating income margin decreased by 0.2 percentage points.
Delivered
EBIT increased by 63% including a 15% negative impact from foreign currency translation. At Constant Exchange Rates, the increase of 78% was primarily due to increased operating income
largely driven by the gain related to divestitures of Care Coordination activities of approximately €820 M.
Net
interest expense decreased by 12% to €164 M from €188 M including a 7% positive impact resulting from foreign currency translation. At Constant Exchange Rates, net
interest expense decreased by 5% largely due to the replacement of interest bearing senior notes, repaid in 2017 by debt instruments at lower interest rates as well as a decreased debt level.
Income
tax expense increased by 5% to €349 M from €332 M. The effective tax rate decreased to 20.1% from 31.7% for the same period of 2017 largely driven by the U.S.
Tax Reform and the gain related to divestitures of Care Coordination activities. Excluding (i) the gain and related tax effect in connection with divestitures of Care Coordination activities of
approximately €147 M, (ii) the positive 2018 effect from U.S. Tax Reform of approximately €83 M, and (iii) the 2017 tax effect from the VA Agreement of
approximately €35 M, the effective tax rate increased to 31.2% from 31.1%.
Net
income attributable to noncontrolling interests decreased by 19% to €112 M from €138 M. Foreign currency translation effects represented a 10% positive impact. At
Constant Exchange Rates, net income attributable to noncontrolling interests decreased by 9% largely due to lower performance in entities in which we have less than 100% ownership in the US.
Net
income attributable to shareholders of FMC-AG & Co. KGaA increased by 121% to €1,273 M from €577 M, including a 20% negative impact resulting from
foreign currency translation. At Constant Exchange Rates, the increase of 141% was driven by the combined effects of the items discussed above. Excluding (i) the gain related to divestitures of
Care Coordination activities, net of tax, of approximately €674 M, (ii) the positive 2018 impact from U.S. Tax Reform of approximately €83 M, and
(iii) the 2017 effect of approximately €54 M, net of tax, related to the VA Agreement, net income attributable to shareholders of FMC-AG & Co. KGaA decreased by
1%, including a 8% negative impact resulting from foreign currency translation. At Constant Exchange Rates, excluding the items above, the increase in net income attributable to shareholders of
FMC-AG & Co. KGaA was 7%. Excluding the gain related to divestitures of Care Coordination activities, net of tax, of approximately €674 M, net income attributable to
shareholders of FMC-AG & Co. KGaA increased by 4%, including a 9% negative impact resulting from foreign
24
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
currency
translation. At Constant Exchange Rates, excluding this impact, the increase in net income attributable to shareholders of FMC-AG & Co. KGaA was 13%.
Basic
earnings per share increased by 121%. Foreign currency translation effects represented a 20% negative impact on the increase. At Constant Exchange Rates, basic earnings per share increased by
141% primarily due to the increase in net income attributable to shareholders of FMC-AG & Co. KGaA described above. The average weighted number of shares outstanding for the period was
approximately 306.4 M in 2018 (306.4 M in 2017).
The
following discussions pertain to the North America Segment, the EMEA Segment, the Asia-Pacific Segment and the Latin America Segment and the measures we use to manage these segments.
North America Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
Key indicators and business metrics for North America Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in € M, except where otherwise specified
|
|
|
|
|
|
|
|
|
|
Change in %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the six months ended
June 30
|
|
|
As Reported
|
|
|
Constant
Currency
(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total North America Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
5,746
|
|
|
6,600
|
|
|
(13%)
|
|
|
(3%)
|
Health care services
|
|
|
5,351
|
|
|
6,182
|
|
|
(13%)
|
|
|
(3%)
|
Health care products
|
|
|
395
|
|
|
418
|
|
|
(5%)
|
|
|
6%
|
Operating income
|
|
|
1,648
|
|
|
995
|
|
|
66%
|
|
|
83%
|
Operating income margin in %
|
|
|
28.7%
|
|
|
15.1%
|
|
|
|
|
|
|
Delivered EBIT
(2)
|
|
|
1,542
|
|
|
863
|
|
|
79%
|
|
|
97%
|
Dialysis
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
4,701
|
|
|
5,211
|
|
|
(10%)
|
|
|
1%
|
Number of dialysis treatments
|
|
|
15,134,388
|
|
|
14,660,103
|
|
|
3%
|
|
|
|
Same market treatment growth in %
|
|
|
2.3%
|
|
|
2.7%
|
|
|
|
|
|
|
Operating income
|
|
|
766
|
|
|
987
|
|
|
(22%)
|
|
|
(14%)
|
Operating income margin in %
|
|
|
16.3%
|
|
|
18.9%
|
|
|
|
|
|
|
Delivered EBIT
(2)
|
|
|
669
|
|
|
870
|
|
|
(23%)
|
|
|
(15%)
|
Care Coordination
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
1,045
|
|
|
1,389
|
|
|
(25%)
|
|
|
(16%)
|
Operating income
|
|
|
882
|
|
|
8
|
|
|
Not applicable
|
|
|
Not applicable
|
Operating income margin in %
|
|
|
84.5%
|
|
|
0.6%
|
|
|
|
|
|
|
Delivered EBIT
(2)
|
|
|
873
|
|
|
(7)
|
|
|
Not applicable
|
|
|
Not applicable
|
Member Months Under Medical Cost Management
(3),(4)
|
|
|
337,625
|
|
|
288,134
|
|
|
17%
|
|
|
|
Medical Cost Under Management
(3),(4)
|
|
|
2,433
|
|
|
1,998
|
|
|
22%
|
|
|
36%
|
Care Coordination Patient Encounters
(3),(4)
|
|
|
3,914,025
|
|
|
3,283,012
|
|
|
19%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) For further information on Constant Exchange Rates, see " II. Discussion of Measures NonIFRS Measures Constant currency information" above.
(2) For further information on Delivered EBIT, including a reconciliation of Delivered EBIT to Operating Income on a consolidated basis and for each of our operating segments, see " II.
Discussion of Measures NonIFRS Measures Delivered EBIT" above.
(3) For further information on these metrics, please refer to the discussion above of our Care Coordination measures under "Business metrics for Care Coordination."
(4) The metrics may be understated due to a physician mapping issue related to the BPCI program within a CMS system which has not yet been resolved. Additionally, data presented for the BPCI and ESCO
metrics are subject to finalization by CMS, which may result in changes from previously reported metrics.
25
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FRESENIUS MEDICAL CARE AG & Co. KGaA
Dialysis
Revenue
Dialysis care revenue decreased by 10% to €4,306 M from €4,793 M. Foreign currency translation represented a 10% negative
impact in the current period. At Constant Exchange Rates, dialysis care revenue remained stable mainly due to the negative effects of the Implementation of IFRS 15 (4%) and the prior year
impact from the VA Agreement (2%), offset by increases in organic revenue per treatment (3%), growth in same market treatments (2%), and contributions from acquisitions (1%). Excluding (i) the
2017 effect from the Implementation of IFRS 15 of approximately €158 M and (ii) the 2017 effect from the VA Agreement of approximately €98 M, dialysis
care revenue decreased by 5% to €4,306 M from €4,537 M including an 11% decrease resulting from foreign currency translation. At Constant Exchange Rates, excluding the
effects above, dialysis care revenue increased by 6%.
Dialysis
treatments increased by 3% primarily due to same market treatment growth (2%) and contributions from acquisitions (1%).
In
the U.S., the average revenue per treatment, restated for the Implementation of IFRS 15, increased to $351 (€324 at Constant Exchange Rates) from $349
(€322). Excluding the 2017 impact from the VA Agreement, the average revenue per treatment increased to $351 (€324 at Constant Exchange Rates) from $342
(€315). The development was mainly attributable to the implementation of the PAMA oral-only provision, partially offset by lower revenue from commercial payors and higher implicit
price concessions.
Cost
per treatment in the U.S., restated for the Implementation of IFRS 15, increased to $287 (€265 at Constant Exchange Rates) from $274 (€253). This
development was largely a result of the implementation of the PAMA oral-only provision, increased property and other occupancy related costs as well as higher personnel expense, partially offset by
lower costs for health care supplies.
Health
care product revenue decreased by 5%, including an 11% negative impact from foreign currency translation effects. At Constant Exchange Rates, health care product revenue increased by 6% driven
by higher sales of renal pharmaceuticals as well as hemodialysis solutions and concentrates, partially offset by lower sales of machines and dialyzers.
Operating income margin
The decrease period over period in the dialysis operating income margin was 2.6 percentage points. Foreign currency translation effects represented a
0.2 percentage point increase in the current period. The decrease was largely driven by the prior year impact of the VA Agreement, the implementation of the PAMA oral-only provision, lower
revenue per treatment from commercial payors, higher implicit price concessions, and other smaller cost increases, partially offset by favorable personnel expense, the Implementation of IFRS 15
and lower costs for health care supplies. Adjusting for the revenue impact from the Implementation of IFRS 15 and excluding the 2017 effect from the VA Agreement of approximately
€98 M, the dialysis operating income margin decreased to 16.3% from 18.0%. Foreign currency translation effects represented a 0.1 percentage point increase in the current
period.
Delivered EBIT
Dialysis Delivered EBIT decreased by 23%, including an 8% negative impact resulting from foreign currency translation. At Constant Exchange Rates, dialysis
Delivered EBIT decreased by 15% mainly as the result of decreased operating income, partially offset by lower income attributable to noncontrolling interests driven by lower performance in entities in
which we have less than 100% ownership.
Care Coordination
Revenue
Care Coordination revenue decreased by 25% including a 9% negative impact from foreign currency translation. At Constant Exchange Rates, Care Coordination
revenue decreased by 16% largely driven by decreases in organic revenue growth due to the implementation of the PAMA oral-only provision which moved certain pharmaceuticals into the bundled rate (21%)
and the Implementation of IFRS 15 (7%), partially offset by improved performance in certain services prior to divestiture (11%) and contributions from acquisitions (1%). Excluding the effect
from the Implementation of IFRS 15 of approximately €112 M, Care Coordination revenue decreased by 18% to €1,045 M from €1,277 M including a 9%
negative impact resulting from foreign currency translation. At Constant Exchange Rates, excluding the effects above, Care Coordination revenue decreased by 9%.
26
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FRESENIUS MEDICAL CARE AG & Co. KGaA
Operating income margin
The increase period over period in the Care Coordination operating income margin was 83.9 percentage points. Foreign currency translation effects
represented a 1.0 percentage point increase in the current period. The increase was mainly driven by the gain related to divestitures of Care Coordination activities, the prior year change in
fair value of subsidiary stock based compensation, a favorable impact from pharmacy services driven by favorable pricing for certain pharmaceuticals due to delays for rebasing of reimbursement, lower
bad debt expense, the implementation of the PAMA oral-only provision (as the historical dispensation of calcimimetics through pharmacy services had low margins as a result of higher costs for external
services) and higher earnings related to ESCOs, partially offset by lower reimbursement for cardiovascular and endovascular services and lower earnings from BPCI. Adjusting for the revenue impact from
the Implementation of IFRS 15 and excluding the gain related to divestitures of Care Coordination activities of approximately €820 M, Care Coordination operating income margin
increased to 5.9% from 0.6% with virtually no impact from foreign currency translation in the current period.
Delivered EBIT
Care Coordination Delivered EBIT increased to €873 M from a loss of €7 M mainly a result of increased operating income largely
driven by the gain related to divestitures of Care Coordination activities of approximately €820 M.
Care Coordination business metrics
The increase in member months under medical cost management was primarily attributable to an expansion of our existing ESCOs through the addition of new
physician practice partners and dialysis facilities, partially offset by a decrease in BPCI due to our voluntary elimination of certain non-performing risks
from our BPCI portfolio. See note 4 to the table "Key indicators and business metrics for the North America Segment," above.
Care
Coordination's medical cost under management increased by 22%, including a 14% negative impact from foreign currency translation in the current period. At Constant Exchange Rates, Care
Coordination's medical cost under management increased by 36% primarily due to an expansion of our existing ESCOs through the addition of new physician practice partners and dialysis facilities. See
note 4 to the table "Key indicators and business metrics for the North America Segment," above.
The
increase in patient encounters was primarily driven by increased encounters for hospital related physician services until June 28, 2018 (see note 2 of the notes to the consolidated
financial statements (unaudited) included in this report). See note 4 to the table "Key indicators and business metrics for the North America Segment," above.
EMEA Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
Key indicators for EMEA Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in € M, except where otherwise specified
|
|
|
|
|
|
|
|
|
|
Change in %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the six months ended
June 30
|
|
|
As
Reported
|
|
|
Constant
Currency
(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
1,288
|
|
|
1,255
|
|
|
3%
|
|
|
5%
|
Health care services
|
|
|
629
|
|
|
613
|
|
|
3%
|
|
|
5%
|
Health care products
|
|
|
659
|
|
|
642
|
|
|
3%
|
|
|
5%
|
Number of dialysis treatments
|
|
|
4,794,593
|
|
|
4,594,117
|
|
|
4%
|
|
|
|
Same market treatment growth in %
|
|
|
2.8%
|
|
|
3.6%
|
|
|
|
|
|
|
Operating income
|
|
|
214
|
|
|
227
|
|
|
(6%)
|
|
|
(5%)
|
Operating income margin in %
|
|
|
16.6%
|
|
|
18.1%
|
|
|
|
|
|
|
Delivered EBIT
(2)
|
|
|
212
|
|
|
225
|
|
|
(6%)
|
|
|
(5%)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) For further information on Constant Exchange Rates, see " II. Discussion of Measures NonIFRS Measures Constant currency information" above.
(2) For further information on Delivered EBIT, including a reconciliation of Delivered EBIT to Operating Income on a consolidated basis and for each of our operating segments, see " II.
Discussion of Measures NonIFRS Measures Delivered EBIT" above.
Revenue
Health care service revenue increased by 3%, including a 2% negative impact resulting from foreign currency translation. At Constant Exchange Rates, health
care service revenue increased by 5% as a result of growth in same
27
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
market
treatments (3%), contributions from acquisitions (2%), and an increase in dialysis days (1%), partially offset by decreases in organic revenue per treatment (1%).
Dialysis
treatments increased by 4% mainly due to growth in same market treatments (3%), contributions from acquisitions (1%) and an increase in dialysis days (1%), partially offset by the effect of
closed or sold clinics (1%).
Health
care product revenue increased by 3%, including a 2% negative impact resulting from foreign currency translation. At Constant Exchange Rates, health care product revenue increased by 5%.
Dialysis product revenue increased by 3%, including a 3% negative impact resulting from foreign currency translation. At Constant Exchange Rates, the increase of 6% in dialysis product revenue was due
to higher sales of machines, products for acute care treatments, dialyzers, renal pharmaceuticals, bloodlines and hemodialysis solutions and concentrates. Non-Dialysis product revenue decreased by 7%
to €38 M from €41 M with virtually no impact from foreign currency translation effects. The non-dialysis product revenue decrease was due to slightly lower sales
volumes.
Operating income margin
The decrease period over period in the operating income margin was 1.5 percentage points. Foreign currency translation effects represented a
0.3 percentage point increase in the operating income margin. The decrease was mainly due to an unfavorable impact from manufacturing, higher personnel costs in certain countries, lower income
from equity method investees and higher bad debt expense.
Delivered EBIT
Delivered EBIT decreased by 6%, including a 1% negative impact resulting from foreign currency translation. At Constant Exchange Rates, Delivered EBIT
decreased by 5% primarily due to decreased operating income.
Asia-Pacific Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
Key indicators for Asia-Pacific Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in € M, except where otherwise specified
|
|
|
|
|
|
|
|
|
|
Change in %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the six months ended
June 30
|
|
|
As Reported
|
|
|
Constant
Currency
(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Asia-Pacific Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
814
|
|
|
795
|
|
|
2%
|
|
|
10%
|
Health care services
|
|
|
375
|
|
|
360
|
|
|
4%
|
|
|
13%
|
Health care products
|
|
|
439
|
|
|
435
|
|
|
1%
|
|
|
7%
|
Operating income
|
|
|
152
|
|
|
160
|
|
|
(5%)
|
|
|
(1%)
|
Operating income margin in %
|
|
|
18.7%
|
|
|
20.1%
|
|
|
|
|
|
|
Delivered EBIT
(2)
|
|
|
148
|
|
|
156
|
|
|
(6%)
|
|
|
(2%)
|
Dialysis
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
720
|
|
|
736
|
|
|
(2%)
|
|
|
5%
|
Number of dialysis treatments
|
|
|
2,143,059
|
|
|
2,111,151
|
|
|
2%
|
|
|
|
Same market treatment growth in %
|
|
|
5.0%
|
|
|
4.2%
|
|
|
|
|
|
|
Operating income
|
|
|
140
|
|
|
154
|
|
|
(9%)
|
|
|
(5%)
|
Operating income margin in %
|
|
|
19.5%
|
|
|
20.9%
|
|
|
|
|
|
|
Delivered EBIT
(2)
|
|
|
137
|
|
|
150
|
|
|
(9%)
|
|
|
(6%)
|
Care Coordination
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
94
|
|
|
59
|
|
|
59%
|
|
|
73%
|
Operating income
|
|
|
12
|
|
|
6
|
|
|
97%
|
|
|
114%
|
Operating income margin in %
|
|
|
12.7%
|
|
|
10.3%
|
|
|
|
|
|
|
Delivered EBIT
(2)
|
|
|
11
|
|
|
6
|
|
|
82%
|
|
|
98%
|
Care Coordination Patient Encounters
(3)
|
|
|
434,652
|
|
|
-
|
|
|
Not Applicable
|
|
|
Not Applicable
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) For further information on Constant Exchange Rates, see " II. Discussion of Measures NonIFRS Measures Constant currency information" above.
(2) For further information on Delivered EBIT, including a reconciliation of Delivered EBIT to Operating Income on a consolidated basis and for each of our operating segments, see " II.
Discussion of Measures NonIFRS Measures Delivered EBIT" above.
(3) For further information on patient encounters, please refer to the discussion above of our Care Coordination measures under "Business Metrics for Care Coordination."
28
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Dialysis
Revenue
Dialysis care service revenue decreased by 7% to €281 M from €301 M, including an 8% negative impact resulting from foreign
currency translation. At Constant Exchange Rates, dialysis care service revenue increased by 1% as a result of growth in same market treatments (5%) and an increase in dialysis days (1%), partially
offset by the effect of closed or sold clinics (4%) and decreases in organic revenue per treatment (1%).
Dialysis
treatments increased by 2% mainly due to growth in same market treatments (5%), an increase in dialysis days (1%), partially offset by the effect of closed or sold clinics (4%).
Health
care product revenue increased by 1% including a 6% negative impact resulting from foreign currency translation. At Constant Exchange Rates, health care product revenue increased by 7% as a
result of increased sales of chronic hemodialysis products and peritoneal dialysis products.
Operating income margin
The decrease period over period in the operating income margin was 1.4 percentage points. Foreign currency translation effects represented a
0.6 percentage point increase in the operating income margin. At Constant Exchange Rates, the operating income margin decreased due to unfavorable impacts from foreign currency transaction
effects as well as increased costs related to business growth, mainly in China.
Delivered EBIT
Delivered EBIT decreased by 9%, including a 3% negative impact resulting from foreign currency translation. At Constant Exchange Rates, Delivered EBIT
decreased by 6% mainly due to decreased operating income.
Care Coordination
Revenue
Care Coordination revenue increased by 59%, including a 14% negative impact resulting from foreign currency translation. At Constant Exchange Rates, Care
Coordination revenue increased by 73% driven by contributions from acquisitions (59%) and organic revenue growth (14%).
Operating income margin
The increase period over period in the Care Coordination operating income margin was 2.4 percentage points. Foreign currency translation effects
represented 0.1 percentage point decrease in the operating income margin. The increase was driven by a favorable impact from acquisitions.
Delivered EBIT
Care Coordination Delivered EBIT increased by 82%, including a 16% negative impact resulting from foreign currency translation. At Constant Exchange Rates,
Care Coordination Delivered EBIT increased by 98% mainly as the result of increased operating income.
Care Coordination business metrics
We have recorded Care Coordination patient encounters in the Asia-Pacific Segment since the third quarter of 2017. Previously, there were immaterial amounts of
services performed in Care Coordination within the Asia-Pacific Segment. As a result, there is no data for patient encounters for the six months ended June 30, 2017 available for comparative
purposes. The patient encounters for the six months ended June 30, 2018 primarily relate to encounters for ambulant treatment services as well as comprehensive and specialized health check-ups,
inpatient and outpatient services, vascular access and other chronic treatment services.
29
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Latin America Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
Key indicators for Latin America Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in € M, except where otherwise specified
|
|
|
|
|
|
|
|
|
|
Change in %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the six months ended
June 30
|
|
|
As
Reported
|
|
|
Constant
Currency
(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
334
|
|
|
360
|
|
|
(7%)
|
|
|
14%
|
Health care services
|
|
|
239
|
|
|
263
|
|
|
(9%)
|
|
|
15%
|
Health care products
|
|
|
95
|
|
|
97
|
|
|
(2%)
|
|
|
13%
|
Number of dialysis treatments
|
|
|
2,492,959
|
|
|
2,390,248
|
|
|
4%
|
|
|
|
Same market treatment growth in %
|
|
|
1.1%
|
|
|
1.4%
|
|
|
|
|
|
|
Operating income
|
|
|
25
|
|
|
27
|
|
|
(6%)
|
|
|
5%
|
Operating income margin in %
|
|
|
7.6%
|
|
|
7.5%
|
|
|
|
|
|
|
Delivered EBIT
(2)
|
|
|
25
|
|
|
27
|
|
|
(6%)
|
|
|
5%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) For further information on Constant Exchange Rates, see " II. Discussion of Measures NonIFRS Measures Constant currency
information" above.
(2) For further information on Delivered EBIT, including a reconciliation of Delivered EBIT to Operating Income on a consolidated basis and for each of our operating segments, see " II.
Discussion of Measures NonIFRS Measures Delivered EBIT" above.
Revenue
Health care service revenue decreased by 9%, including a 24% negative impact resulting from foreign currency translation. At Constant Exchange Rates, health
care service revenue increased by 15% as a result of increases in organic revenue per treatment (11%), contributions from acquisitions (2%), an increase in dialysis days (1%) and growth in same market
treatments (1%).
Dialysis
treatments increased by 4% mainly due to contributions from acquisitions (3%) and growth in same market treatments (1%).
Health
care product revenue decreased by 2%, including a 15% negative impact resulting from foreign currency translation. At Constant Exchange Rates, health care product revenue increased by 13%
driven by higher sales of machines, products for acute care and peritoneal dialysis products, partially offset by lower sales of dialyzers.
Operating income margin
The increase period over period in the operating income margin was 0.1 percentage point, including a positive foreign currency translation effect of
0.8 percentage points in the current period. The decrease was mainly due to unfavorable foreign currency transaction effects.
Delivered EBIT
Delivered EBIT decreased by 6%, including an 11% negative impact resulting from foreign currency translation. At Constant Exchange Rates, Delivered EBIT
increased by 5% due to increased operating income at Constant Currency.
Financial position
Sources of liquidity
Our primary sources of liquidity are typically cash provided by operating activities, cash provided by short-term debt from third parties and related parties,
issuances of long-term debt (including the issuance of bonds under a newly established debt issuance program) and equity securities as well as divestitures. We require this capital primarily to
finance working capital needs, fund acquisitions and clinics in which we have ownership of less than 100%, develop free-standing renal dialysis clinics and other health care facilities, purchase
equipment for existing or new renal dialysis clinics and production sites, repay debt, pay dividends and repurchase shares (see "Net cash provided by (used in) investing activities" and "Net cash
provided by (used in) financing activities" below).
30
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
In
our long-term financial planning, we focus primarily on the Net Leverage Ratio, a Non- IFRS Measure, see " II. Discussion of Measures
NonIFRS Measures Net leverage ratio (Non-IFRS Measure)" above. At June 30, 2018 and December 31, 2017, the Net Leverage Ratio, was 2.0 and 2.1,
respectively.
At
June 30, 2018, we had cash and cash equivalents of €1,657 M compared to €978 M at December 31, 2017.
Free
cash flow (Net cash provided by (used in) operating activities, after capital expenditures, before acquisitions and investments) amounted to €165 M and €664 M for
the six months ended June 30, 2018 and June 30, 2017, respectively. Free cash flow is a non-IFRS measure. For a reconciliation to Net cash provided by (used in) operating activities, the
most directly comparable IFRS measure, see " II. Discussion of measures NonIFRS measures Cash flow measures" above. Free cash flow
in percent of revenue was 2.0% and 7.4% for the six months ended 2018 and 2017, respectively.
Net cash provided by (used in) operating activities
In the first six months of 2018, net cash provided by operating activities was €611 M as compared to net cash provided by operating activities
of €1,052 M in the first six months of 2017. Net cash provided by (used in) operating activities in percent of revenue decreased to 7% for the first six months of 2018 as compared to
12% for 2017. Cash provided by (used in) operating activities is impacted by the profitability of our business, the development of our working capital, principally inventories, receivables and cash
outflows that occur due to a number of specific items as discussed below. The decrease in net cash provided by operating activities was largely driven by the impact from the 2017 payment related to
the VA Agreement, increased accounts receivable from Medicare related to the implementation of the PAMA oral-only provision which moved certain pharmaceuticals into the bundled rate as well as
increased inventory levels, partially offset by lower income tax payments.
The
profitability of our business depends significantly on reimbursement rates. Approximately 81% of our revenue is generated by providing health care services, a major portion of which is reimbursed
by either public health care organizations or private insurers. For the six months ended June 30, 2018, approximately 33% of our consolidated revenue was attributable to U.S. federal health
care benefit programs, such as Medicare and Medicaid reimbursement. Legislative changes could affect Medicare reimbursement rates for a significant portion of the services we provide as well as the
scope of Medicare coverage. A decrease in reimbursement rates or the scope of coverage could have a material adverse effect on our business, financial condition and results of operations and thus on
our capacity to generate cash flow. See "I. Overview," above.
We
intend to continue to address our current cash and financing requirements using cash provided by operating activities, our existing and future credit agreements, issuances under the commercial
paper program (see note 7 of the notes to the consolidated financial statements (unaudited) included in this report) as well as the utilization of the Accounts Receivable Facility. In addition,
when funds are required for acquisitions or to meet other needs, we expect to successfully complete long-term financing arrangements, such as the issuance of bonds. We aim to preserve financial
resources with a minimum of €500 M of committed and unutilized credit facilities.
Net
cash provided by (used in) operating activities depends on the collection of accounts receivable. Commercial customers and governments generally have different payment cycles. Lengthening their
payment cycles could have a material adverse effect on our capacity to generate cash flow. In addition, we could face difficulties in enforcing and collecting accounts receivable under some countries'
legal systems and due to the economic conditions in some countries. Accounts receivable balances, net of valuation allowances, represented Days Sales Outstanding ("DSO") of 82 days at
June 30, 2018, an increase as compared to 75 days at December 31, 2017.
DSO
by segment is calculated by dividing the segment's accounts and other receivable and contract liabilities, converted to euro using the average exchange rate for the period presented, less any
value added tax included in the receivables, by the average daily sales for the last twelve months of that segment, converted to euro using the average exchange rate for the period. Receivables and
sales are adjusted for amounts related to acquisitions and divestitures made within the reporting period with a purchase price above a €50 M threshold as defined in the
31
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Amended
2012 Credit Agreement. DSO amounts reported in the prior year have been adjusted to conform to the current year's presentation. The development of DSO by reporting segment is shown in the
table below:
|
|
|
|
|
|
|
DSO by reporting segment
|
|
|
|
|
|
|
|
|
|
|
June 30,
2018
|
|
|
December 31,
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North America Segment
|
|
|
66
|
|
|
59
|
EMEA Segment
|
|
|
102
|
|
|
102
|
Asia-Pacific Segment
|
|
|
130
|
|
|
123
|
Latin America Segment
|
|
|
126
|
|
|
127
|
FMC-AG & Co. KGaA average days sales outstanding
|
|
|
82
|
|
|
75
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The
DSO increase in the North America Segment was largely due to increased accounts receivable from Medicare related to the implementation of the PAMA oral-only provision which moved certain
pharmaceuticals into the bundled rate, as well as seasonality in invoicing. The Asia-Pacific Segment's DSO increase primarily reflects delays in payment collections in China. The Latin America
Segment's DSO decrease reflects periodic fluctuations in payment of public health care organizations in certain countries.
Due
to the fact that a large portion of our reimbursement is provided by public health care organizations and private insurers, we expect that most of our accounts receivable will be collectible.
Net cash provided by (used in) investing activities
In the first six months of 2018, net cash provided by investing activities was €871 M as compared to net cash used in investing activities of
€730 M in the comparable period of 2017. The following table shows our capital expenditures for property, plant and equipment, net of proceeds from sales of property, plant and
equipment as well as acquisitions, investments and purchases of intangible assets for first six months of 2018 and 2017:
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital expenditures (net), acquisitions, investments and purchases of intangible assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in € M
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital expenditures, net
|
|
|
Acquisitions, investments and
purchases of intangible assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the six months ended June 30
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
|
2017
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North America Segment
|
|
|
259
|
|
|
235
|
|
|
303
|
|
|
168
|
EMEA Segment
|
|
|
62
|
|
|
40
|
|
|
23
|
|
|
34
|
Asia-Pacific Segment
|
|
|
20
|
|
|
15
|
|
|
3
|
|
|
145
|
Latin America Segment
|
|
|
9
|
|
|
15
|
|
|
9
|
|
|
2
|
Corporate
|
|
|
96
|
|
|
83
|
|
|
8
|
|
|
3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
446
|
|
|
388
|
|
|
346
|
|
|
352
|
The
majority of our capital expenditures were used for maintaining existing clinics, equipping new clinics, maintenance and expansion of production facilities (primarily in France, the North America
Segment and Germany), capitalization of machines provided to our customers and for Care Coordination as well as capitalization of certain development costs. Development costs were incurred and
capitalized. Capital expenditures increased to approximately 5% of total revenue in the first six months of 2018 as compared to 4% the same period in 2017.
The
investments in the first six months of 2018 were primarily driven by debt securities and an equity investment in Humacyte, a medical research, discovery and development company, to gain a 19%
fully diluted ownership stake as well as a related exclusive global distribution right to Humacyte's bioengineered human acellular vessels within the North America Segment. The remaining investments
in the North America Segment, the EMEA Segment and the Latin America Segment were largely acquisitions of dialysis clinics. In the first six months of 2018, we received €1,662 M from
divestitures mainly related to the divestment of Sound on June 28, 2018 (see note 2 of the notes to the consolidated financial statements (unaudited) in this report. The investments in
the first six months of 2017 were mainly driven by acquisitions of dialysis clinics in the North America Segment and a Care Coordination acquisition in
32
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
the
Asia-Pacific Segment. Additionally, in the first six months of 2017, we received €10 M from divestitures mainly related to debt securities.
We
anticipate capital expenditures of €0.9 to €1.0 billion and expect to make acquisitions of approximately €600 to €800 M in
2018. See "Outlook" below.
Net cash provided by (used in) financing activities
In the first six months of 2018 and 2017, net cash used in financing activities was €785 M and €242 M, respectively.
In
the first six months of 2018, cash was mainly used in the payment of dividends, a reduction in the accounts receivable facility, repayments of long-term debt and capital lease obligations and
short-term debt as well as distributions to noncontrolling interests, partially offset by proceeds from short-term debt (including drawings under the Commercial Paper Program) as well as long-term
debt and capital lease obligations. In the first six months of 2017, cash was mainly used in the payment of dividends, distributions to noncontrolling interests, a reduction in the accounts receivable
facility, and repayment of short-term debt from related parties, partially offset by proceeds from short-term debt and short-term debt from related parties.
On
May 23, 2018, we paid a dividend with respect to 2017 of €1.06 (for 2016 paid in 2017 €0.96). The total dividend payment was
€325 M as compared to €294 M in the prior year.
Balance sheet structure
Total assets as of June 30, 2018 increased by 4% to €25.0 billion from €24.0 billion as compared to
December 31, 2017, including a 1% positive impact resulting from foreign currency translation. At Constant Exchange Rates, total assets increased by 3% to €24.6 billion
from €24.0 billion.
Current
assets as a percent of total assets increased to 30% at June 30, 2018 as compared to 27% at December 31, 2017. The equity ratio, the ratio of our equity divided by total
liabilities and shareholders' equity, increased to 48% at June 30, 2018 as compared to 45% at December 31, 2017. ROIC increased to 12.1% at June 30, 2018 as compared to 8.6% at
December 31, 2017.
Report on post-balance sheet date events
No significant activities have taken place subsequent to the balance sheet date June 30, 2018 that have a material impact on the key figures and
earnings presented. Currently, there are no other significant changes in our structure, management, legal form or personnel.
Outlook
Below is a table showing our growth outlook for 2018. The outlook for 2018 is based on exchange rates prevailing at the beginning of 2018. We have presented
our outlook at Constant Currency without a reconciliation to IFRS in reliance on Item 10(e)(1)(i)(B) or SEC Regulation S-K. Any such reconciliation would require actual exchange rates
for the full year 2018. Any attempt to predict such rates would be purely speculative
The
basis for the outlook below was adjusted for Sound's revenue, operating income and net income for the second half of 2017, in the amount of €559 M, €84 M and
€38 M, respectively, to conform to the Sound business included for
33
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
2018
prior to the divestiture on June 28, 2018. The growth rates indicated in the outlook for 2018 will be achieved on this adjusted basis.
|
|
|
Outlook 2018
|
|
Outlook 2018
(at Constant Currency)
(1)
|
|
|
|
|
|
|
Revenue
(2),
(3)
|
|
Growth 5-7%
|
Operating income
(3),
(4)
|
|
Growth 12 - 14%
|
Delivered EBIT
(3),
(4)
|
|
Growth 13 - 15%
|
Net income growth at Constant Currency
(3),(4),(5)
|
|
13 - 15%
|
Net income growth at Constant Currency
(3),(4),(5),(6)
|
|
7 - 9%
|
Basic earnings per share growth at Constant Currency
(3)
|
|
based on development of net income
|
Capital expenditures
(3)
|
|
€0.9 - €1.0 BN
|
Acquisitions and investments
|
|
€600 - €800 M
|
Net cash provided by (used in) operating activities in % of revenue
(3)
|
|
> 10%
|
Free cash flow in % of revenue
(3)
|
|
> 4%
|
Net leverage ratio
(3)
|
|
< 2.5
|
ROIC
(3)
|
|
³
8.0%
|
Dividend per share
|
|
based on development of net income
|
Employees
(7)
|
|
> 113,000
|
Research and development expenses
|
|
€140 - €150 M
|
|
|
|
(1) Excluding the effects from the acquisition of NxStage Medical, Inc. and the (gain) loss related to divestitures of Care Coordination activities.
(2) Basis 2017 adjusted for impacts from IFRS 15 implementation of €486 M.
(3) Key performance indicator used for internal management. See Item 5. "Operating and financial review and prospects - I. Performance management system" in the annual report on
Form 20-F for the year ended December 31, 2017.
(4) Excluding the (gain) loss related to divestitures of Care Coordination activities.
(5) Net income attributable to shareholders of FMC-AG & Co. KGaA.
(6) Excluding the 2017 impacts from the VA Agreement, Natural Disaster Costs, FCPA related charge, as well as the impacts from the U.S. tax reform.
(7) Full-time equivalents.
At
Constant Exchange Rates, the revenue growth target was adjusted from around 8% to a range of 5 to 7% as a result of our recent reassessment of dosing of calcimimetic drugs in the dialysis service
business in the United States. The reduction in dosing was faster than assumed and results in a lower than expected revenue contribution. Concurrently, we reconfirm our 2018 outlook for the net income
growth target of 13 to 15% at Constant Exchange Rates. Our 2018 outlook continues to exclude the effects of the expected acquisition of NxStage Medical, Inc.
Recently Issued Accounting Standards
Refer to note 1 of the notes to the consolidated financial statements (unaudited) in this report for information regarding recently issued accounting
standards.
34
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Financial statements
Consolidated statements of income
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated statements of income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in € thousands ("THOUS"), except per share data
|
|
|
|
Note
|
|
|
For the three months
ended June 30,
|
|
|
For the six months
ended June 30,
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
|
2017
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Health care services
|
|
|
|
|
3,384,807
|
|
|
3,648,617
|
|
|
6,593,602
|
|
|
7,417,956
|
|
Health care products
|
|
|
|
|
828,898
|
|
|
822,404
|
|
|
1,595,732
|
|
|
1,601,185
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2 a,
13
|
|
|
4,213,705
|
|
|
4,471,021
|
|
|
8,189,334
|
|
|
9,019,141
|
|
Costs of revenue:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Health care services
|
|
|
|
|
2,530,570
|
|
|
2,627,659
|
|
|
4,964,894
|
|
|
5,257,900
|
|
Health care products
|
|
|
|
|
378,891
|
|
|
348,359
|
|
|
717,447
|
|
|
674,577
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,909,461
|
|
|
2,976,018
|
|
|
5,682,341
|
|
|
5,932,477
|
|
Gross profit
|
|
|
|
|
1,304,244
|
|
|
1,495,003
|
|
|
2,506,993
|
|
|
3,086,664
|
|
Operating (income) expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling, general and administrative
|
|
|
|
|
715,177
|
|
|
904,043
|
|
|
1,393,954
|
|
|
1,827,223
|
|
(Gain) loss related to divestitures of Care Coordination activities
|
|
2 b
|
|
|
(833,157)
|
|
|
(4,498)
|
|
|
(820,054)
|
|
|
(4,547)
|
|
Research and development
|
|
2 c
|
|
|
37,648
|
|
|
35,096
|
|
|
69,545
|
|
|
67,232
|
|
Income from equity method investees
|
|
|
|
|
(16,523)
|
|
|
(22,939)
|
|
|
(34,427)
|
|
|
(37,824)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income
|
|
|
|
|
1,401,099
|
|
|
583,301
|
|
|
1,897,975
|
|
|
1,234,580
|
|
Other (income) expense:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income
|
|
2 d
|
|
|
4,051
|
|
|
5,869
|
|
|
(20,104)
|
|
|
(22,817)
|
|
Interest expense
|
|
|
|
|
80,246
|
|
|
89,097
|
|
|
184,377
|
|
|
210,511
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes
|
|
|
|
|
1,316,802
|
|
|
488,335
|
|
|
1,733,702
|
|
|
1,046,886
|
|
Income tax expense
|
|
|
|
|
261,643
|
|
|
150,520
|
|
|
348,834
|
|
|
332,088
|
|
Net income
|
|
|
|
|
1,055,159
|
|
|
337,815
|
|
|
1,384,868
|
|
|
714,798
|
|
Net income attributable to noncontrolling interests
|
|
|
|
|
61,178
|
|
|
69,130
|
|
|
112,332
|
|
|
137,938
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income attributable to shareholders of FMC-AG & Co. KGaA
|
|
|
|
|
993,981
|
|
|
268,685
|
|
|
1,272,536
|
|
|
576,860
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per share
|
|
2 e
|
|
|
3.24
|
|
|
0.88
|
|
|
4.15
|
|
|
1.88
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fully diluted earnings per share
|
|
2 e
|
|
|
3.23
|
|
|
0.87
|
|
|
4.14
|
|
|
1.88
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See accompanying notes to unaudited consolidated financial statements.
35
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Consolidated statements of comprehensive income
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
Consolidated statements of comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in € THOUS
|
|
|
|
|
|
|
|
|
|
|
|
|
Note
|
|
For the three months
ended June 30,
|
|
For the six months
ended June 30,
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
|
|
1,055,159
|
|
337,815
|
|
1,384,868
|
|
714,798
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
|
|
|
Components that may be reclassified subsequently to profit or loss:
|
|
|
|
|
|
|
|
|
|
|
Gain (loss) related to foreign currency translation
|
|
|
|
392,896
|
|
(700,180)
|
|
129,245
|
|
(761,549)
|
Gain (loss) related to cash flow hedges
(1)
|
|
12
|
|
5,186
|
|
8,803
|
|
13,020
|
|
18,172
|
Income tax (expense) benefit related to components of other comprehensive income that may be reclassified
|
|
|
|
(1,496)
|
|
(2,741)
|
|
(3,714)
|
|
(5,719)
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income (loss), net of tax
|
|
|
|
396,586
|
|
(694,118)
|
|
138,551
|
|
(749,096)
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income
|
|
|
|
1,451,745
|
|
(356,303)
|
|
1,523,419
|
|
(34,298)
|
Comprehensive income attributable to noncontrolling interests
|
|
|
|
112,958
|
|
4,426
|
|
138,734
|
|
60,506
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income attributable to shareholders of FMC-AG & Co. KGaA
|
|
|
|
1,338,787
|
|
(360,729)
|
|
1,384,685
|
|
(94,804)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Including cost of hedging in the amount of €78 and €-552 for the three and six months ended June 30, 2018.
See accompanying notes to unaudited consolidated financial statements.
36
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Consolidated balance sheets
|
|
|
|
|
|
|
|
|
|
Consolidated balance sheets
|
|
|
|
|
|
|
|
|
|
|
|
in € THOUS, except share data
|
|
|
|
Note
|
|
|
June 30,
2018
|
|
|
December 31,
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(unaudited)
|
|
|
(audited)
|
|
Assets
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
4
|
|
|
1,657,461
|
|
|
978,109
|
|
Trade accounts and other receivables
|
|
5
|
|
|
3,552,215
|
|
|
3,389,326
|
|
Accounts receivable from related parties
|
|
3
|
|
|
135,142
|
|
|
111,643
|
|
Inventories
|
|
6
|
|
|
1,393,588
|
|
|
1,290,779
|
|
Other current assets
|
|
|
|
|
773,165
|
|
|
604,450
|
|
|
|
|
|
|
|
|
|
|
|
Total current assets
|
|
|
|
|
7,511,571
|
|
|
6,374,307
|
|
Property, plant and equipment
|
|
|
|
|
3,636,280
|
|
|
3,491,771
|
|
Intangible assets
|
|
|
|
|
654,520
|
|
|
683,058
|
|
Goodwill
|
|
|
|
|
11,806,784
|
|
|
12,103,921
|
|
Deferred taxes
|
|
|
|
|
334,478
|
|
|
315,168
|
|
Investment in equity method investees
|
|
13
|
|
|
613,670
|
|
|
647,009
|
|
Other non-current assets
|
|
|
|
|
487,625
|
|
|
409,894
|
|
|
|
|
|
|
|
|
|
|
|
Total non-current assets
|
|
|
|
|
17,533,357
|
|
|
17,650,821
|
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
|
|
|
25,044,928
|
|
|
24,025,128
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
Accounts payable
|
|
|
|
|
558,901
|
|
|
590,493
|
|
Accounts payable to related parties
|
|
3
|
|
|
182,534
|
|
|
147,349
|
|
Current provisions and other current liabilities
|
|
|
|
|
2,778,086
|
|
|
2,843,760
|
|
Short-term debt
|
|
7
|
|
|
873,270
|
|
|
760,279
|
|
Short-term debt from related parties
|
|
7
|
|
|
3,054
|
|
|
9,000
|
|
Current portion of long-term debt and capital lease obligations
|
|
8
|
|
|
897,735
|
|
|
883,535
|
|
Income tax payable
|
|
|
|
|
202,213
|
|
|
65,477
|
|
|
|
|
|
|
|
|
|
|
|
Total current liabilities
|
|
|
|
|
5,495,793
|
|
|
5,299,893
|
|
Long-term debt and capital lease obligations, less current portion
|
|
8
|
|
|
5,489,982
|
|
|
5,794,872
|
|
Non-current provisions and other non-current liabilities
|
|
|
|
|
883,321
|
|
|
975,645
|
|
Pension liabilities
|
|
|
|
|
552,003
|
|
|
530,559
|
|
Income tax payable
|
|
|
|
|
127,341
|
|
|
128,433
|
|
Deferred taxes
|
|
|
|
|
518,193
|
|
|
467,540
|
|
|
|
|
|
|
|
|
|
|
|
Total non-current liabilities
|
|
|
|
|
7,570,840
|
|
|
7,897,049
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities
|
|
|
|
|
13,066,633
|
|
|
13,196,942
|
|
Shareholders' equity:
|
|
|
|
|
|
|
|
|
|
Ordinary shares, no par value, €1.00 nominal value, 385,913,972 shares authorized, 308,215,905 issued and 306,124,954 outstanding as of June 30, 2018 and 385,913,972 shares authorized, 308,111,000 issued and 306,451,049 outstanding as of
December 31, 2017
|
|
|
|
|
308,216
|
|
|
308,111
|
|
Treasury stock, at cost
|
|
|
|
|
(146,152)
|
|
|
(108,931)
|
|
Additional paid-in capital
|
|
|
|
|
3,960,215
|
|
|
3,969,245
|
|
Retained earnings
|
|
|
|
|
8,146,684
|
|
|
7,137,255
|
|
Accumulated other comprehensive income (loss)
|
|
|
|
|
(1,373,429)
|
|
|
(1,485,578)
|
|
|
|
|
|
|
|
|
|
|
|
Total FMC-AG & Co. KGaA shareholders' equity
|
|
|
|
|
10,895,534
|
|
|
9,820,102
|
|
Noncontrolling interests
|
|
|
|
|
1,082,761
|
|
|
1,008,084
|
|
|
|
|
|
|
|
|
|
|
|
Total equity
|
|
|
|
|
11,978,295
|
|
|
10,828,186
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and equity
|
|
|
|
|
25,044,928
|
|
|
24,025,128
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See
accompanying notes to unaudited consolidated financial statements.
37
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Consolidated statements of cash flows
(unaudited)
|
|
|
|
|
|
|
|
|
|
Consolidated statements of cash flows
|
|
|
|
|
|
|
|
|
|
|
|
in € THOUS
|
|
|
|
|
|
|
For the six months ended
June 30,
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
Operating activities
|
|
|
|
|
|
|
|
|
|
Net income
|
|
|
|
|
1,384,868
|
|
|
714,798
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
13
|
|
|
355,236
|
|
|
375,981
|
|
Change in deferred taxes, net
|
|
|
|
|
2,856
|
|
|
2,812
|
|
(Gain) loss on sale of fixed assets and investments
|
|
|
|
|
(822,122)
|
|
|
1,307
|
|
Compensation expense related to share-based plans
|
|
|
|
|
7,883
|
|
|
38,009
|
|
Investments in equity method investees, net
|
|
|
|
|
6,857
|
|
|
(34,992)
|
|
Changes in assets and liabilities, net of amounts from businesses acquired:
|
|
|
|
|
|
|
|
|
|
Trade accounts and other receivables
|
|
|
|
|
(403,354)
|
|
|
(41,635)
|
|
Inventories
|
|
|
|
|
(92,001)
|
|
|
(25,327)
|
|
Other current and non-current assets
|
|
|
|
|
(36,268)
|
|
|
(48,475)
|
|
Accounts receivable from related parties
|
|
|
|
|
(23,378)
|
|
|
45,897
|
|
Accounts payable to related parties
|
|
|
|
|
33,318
|
|
|
(42,598)
|
|
Accounts payable, provisions and other current and non-current liabilities
|
|
|
|
|
204,548
|
|
|
226,619
|
|
Paid interest
|
|
|
|
|
(152,189)
|
|
|
(180,552)
|
|
Received interest
|
|
|
|
|
16,304
|
|
|
22,817
|
|
Income tax payable
|
|
|
|
|
332,883
|
|
|
379,147
|
|
Paid income taxes
|
|
|
|
|
(204,605)
|
|
|
(381,585)
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) operating activities
|
|
|
|
|
610,836
|
|
|
1,052,223
|
|
|
|
|
|
|
|
|
|
|
|
Investing activities
|
|
|
|
|
|
|
|
|
|
Purchases of property, plant and equipment
|
|
|
|
|
(465,906)
|
|
|
(403,891)
|
|
Proceeds from sale of property, plant and equipment
|
|
|
|
|
20,431
|
|
|
15,921
|
|
Acquisitions and investments, net of cash acquired, and purchases of intangible assets
|
|
14
|
|
|
(345,544)
|
|
|
(351,555)
|
|
Proceeds from divestitures
|
|
14
|
|
|
1,662,458
|
|
|
9,634
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) investing activities
|
|
|
|
|
871,439
|
|
|
(729,891)
|
|
|
|
|
|
|
|
|
|
|
|
Financing activities
|
|
|
|
|
|
|
|
|
|
Proceeds from short-term debt
|
|
|
|
|
274,020
|
|
|
428,562
|
|
Repayments of short-term debt
|
|
|
|
|
(162,061)
|
|
|
(20,354)
|
|
Proceeds from short-term debt from related parties
|
|
|
|
|
31,854
|
|
|
116,079
|
|
Repayments of short-term debt from related parties
|
|
|
|
|
(37,800)
|
|
|
(100,800)
|
|
Proceeds from long-term debt and capital lease obligations
|
|
|
|
|
111,184
|
|
|
2,245
|
|
Repayments of long-term debt and capital lease obligations
|
|
|
|
|
(250,904)
|
|
|
(72,217)
|
|
Increase (decrease) of accounts receivable securitization program
|
|
|
|
|
(291,639)
|
|
|
(115,420)
|
|
Proceeds from exercise of stock options
|
|
|
|
|
5,839
|
|
|
33,737
|
|
Purchase of Treasury Stock
|
|
|
|
|
(37,221)
|
|
|
-
|
|
Dividends paid
|
|
|
|
|
(324,838)
|
|
|
(293,973)
|
|
Distributions to noncontrolling interests
|
|
|
|
|
(118,513)
|
|
|
(243,551)
|
|
Contributions from noncontrolling interests
|
|
|
|
|
14,756
|
|
|
23,903
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) financing activities
|
|
|
|
|
(785,323)
|
|
|
(241,789)
|
|
|
|
|
|
|
|
|
|
|
|
Effect of exchange rate changes on cash and cash equivalents
|
|
|
|
|
(17,600)
|
|
|
(68,443)
|
|
Cash and cash equivalents:
|
|
|
|
|
|
|
|
|
|
Net increase (decrease) in cash and cash equivalents
|
|
|
|
|
679,352
|
|
|
12,100
|
|
Cash and cash equivalents at beginning of period
|
|
|
|
|
978,109
|
|
|
708,882
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of period
|
|
4
|
|
|
1,657,461
|
|
|
720,982
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See accompanying notes to unaudited consolidated financial statements.
38
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Consolidated statement of shareholders´ equity
For the six months ended June 30, 2018 and 2017 (unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated statements of shareholders´ equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in € THOUS, except share data
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ordinary shares
|
|
|
Treasury stock
|
|
|
|
|
|
|
|
|
Accumulated
other comprehensive income (loss)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note
|
|
|
Number of
shares
|
|
|
No par
value
|
|
|
Number of
shares
|
|
|
Amount
|
|
|
Additional
paid in
capital
|
|
|
Retained
earnings
|
|
|
Foreign
currency
translation
|
|
|
Cash flow
hedges
|
|
|
Pensions
|
|
|
Total
FMC-AG & Co.
KGaA
shareholders'
equity
|
|
|
Noncontrolling
interests
|
|
|
Total
equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at December 31, 2016
|
|
|
|
|
307,221,791
|
|
|
307,222
|
|
|
(999,951)
|
|
|
(50,993)
|
|
|
3,960,115
|
|
|
6,085,876
|
|
|
(26,019)
|
|
|
(38,107)
|
|
|
(260,437)
|
|
|
9,977,657
|
|
|
1,073,475
|
|
|
11,051,132
|
|
Proceeds from exercise of options and related tax effects
|
|
|
|
|
639,232
|
|
|
639
|
|
|
-
|
|
|
-
|
|
|
32,243
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
32,882
|
|
|
-
|
|
|
32,882
|
|
Compensation expense related to stock options
|
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
11,087
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
11,087
|
|
|
-
|
|
|
11,087
|
|
Dividends paid
|
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(293,973)
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(293,973)
|
|
|
-
|
|
|
(293,973)
|
|
Purchase/ sale of noncontrolling interests
|
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(65,237)
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(65,237)
|
|
|
20,934
|
|
|
(44,303)
|
|
Contributions from/ to noncontrolling interests
|
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(120,573)
|
|
|
(120,573)
|
|
Noncontrolling interests subject to put provisions
|
|
12
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
90,799
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
90,799
|
|
|
-
|
|
|
90,799
|
|
Net Income
|
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
576,860
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
576,860
|
|
|
137,938
|
|
|
714,798
|
|
Other comprehensive income (loss)
related to:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign currency translation
|
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(693,809)
|
|
|
2
|
|
|
9,690
|
|
|
(684,117)
|
|
|
(77,432)
|
|
|
(761,549)
|
|
Cash flow hedges, net of related tax effects
|
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
12,453
|
|
|
-
|
|
|
12,453
|
|
|
-
|
|
|
12,453
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income
|
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(94,804)
|
|
|
60,506
|
|
|
(34,298)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at June 30, 2017
|
|
|
|
|
307,861,023
|
|
|
307,861
|
|
|
(999,951)
|
|
|
(50,993)
|
|
|
3,938,208
|
|
|
6,459,562
|
|
|
(719,828)
|
|
|
(25,652)
|
|
|
(250,747)
|
|
|
9,658,411
|
|
|
1,034,342
|
|
|
10,692,753
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at December 31, 2017
|
|
|
|
|
308,111,000
|
|
|
308,111
|
|
|
(1,659,951)
|
|
|
(108,931)
|
|
|
3,969,245
|
|
|
7,137,255
|
|
|
(1,203,904)
|
|
|
(18,336)
|
|
|
(263,338)
|
|
|
9,820,102
|
|
|
1,008,084
|
|
|
10,828,186
|
|
Adjustment due to initial application of IFRS 9
|
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(5,076)
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(5,076)
|
|
|
-
|
|
|
(5,076)
|
|
Adjusted balance at December 31, 2017
|
|
|
|
|
308,111,000
|
|
|
308,111
|
|
|
(1,659,951)
|
|
|
(108,931)
|
|
|
3,969,245
|
|
|
7,132,179
|
|
|
(1,203,904)
|
|
|
(18,336)
|
|
|
(263,338)
|
|
|
9,815,026
|
|
|
1,008,084
|
|
|
10,823,110
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from exercise of options and related tax effects
|
|
|
|
|
104,905
|
|
|
105
|
|
|
-
|
|
|
-
|
|
|
5,393
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
5,498
|
|
|
-
|
|
|
5,498
|
|
Compensation expense related to stock options
|
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
3,949
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
3,949
|
|
|
-
|
|
|
3,949
|
|
Purchase of treasury stock
|
|
2e
|
|
|
-
|
|
|
-
|
|
|
(431,000)
|
|
|
(37,221)
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(37,221)
|
|
|
-
|
|
|
(37,221)
|
|
Dividends paid
|
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(324,838)
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(324,838)
|
|
|
-
|
|
|
(324,838)
|
|
Purchase/ sale of noncontrolling interests
|
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(18,372)
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(18,372)
|
|
|
19,254
|
|
|
882
|
|
Contributions from/ to noncontrolling interests
|
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(83,311)
|
|
|
(83,311)
|
|
Noncontrolling interests subject to put provisions
|
|
12
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
66,807
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
66,807
|
|
|
-
|
|
|
66,807
|
|
Net Income
|
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
1,272,536
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
1,272,536
|
|
|
112,332
|
|
|
1,384,868
|
|
Other comprehensive income (loss) related to:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign currency translation
|
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
107,129
|
|
|
(15)
|
|
|
(4,271)
|
|
|
102,843
|
|
|
26,402
|
|
|
129,245
|
|
Cash flow hedges, net of related tax effects
|
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
9,306
|
|
|
-
|
|
|
9,306
|
|
|
-
|
|
|
9,306
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income
|
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
1,384,685
|
|
|
138,734
|
|
|
1,523,419
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at June 30, 2018
|
|
|
|
|
308,215,905
|
|
|
308,216
|
|
|
(2,090,951)
|
|
|
(146,152)
|
|
|
3,960,215
|
|
|
8,146,684
|
|
|
(1,096,775)
|
|
|
(9,045)
|
|
|
(267,609)
|
|
|
10,895,534
|
|
|
1,082,761
|
|
|
11,978,295
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See
accompanying notes to unaudited consolidated financial statements.
39
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
1. The Company and basis of presentation
The Company
Fresenius Medical Care AG & Co. KGaA ("FMC-AG & Co. KGaA" or the "Company"), a German partnership limited by shares
(Kommanditgesellschaft auf Aktien) registered in the commercial registry of Hof an der Saale under HRB 4019, with its business address at Else-Kröner-Str. 1, 61352 Bad Homburg v.
d. Höhe, is the world's largest kidney dialysis company, based on publicly reported sales and number of patients treated. The Company provides dialysis treatment and related dialysis
care services to persons who suffer from end-stage renal disease ("ESRD"), as well as other health care services. The Company also develops and manufactures a wide variety of health care products,
which includes dialysis and non-dialysis products. The Company's dialysis products include hemodialysis machines, peritoneal cyclers, dialyzers, peritoneal solutions, hemodialysis concentrates,
solutions and granulates, bloodlines, renal pharmaceuticals and systems for water treatment. The Company's non-dialysis products include acute cardiopulmonary and apheresis products. The Company
supplies dialysis clinics it owns, operates or manages with a broad range of products and also sells dialysis products to other dialysis service providers. The Company describes certain of its other
health care services as "Care Coordination." Care Coordination currently includes, but is not limited to, the coordinated delivery of pharmacy services, vascular, cardiovascular and endovascular
specialty services as well as ambulatory surgery center services, physician nephrology and cardiology services, health plan services, urgent care services and ambulant treatment services. Care
Coordination also includes the coordinated delivery of emergency, intensivist and hospitalist physician services as well as transitional care which the Company refers
to as "hospital related physician services" until June 28, 2018. All of these Care Coordination services together with dialysis care and related services represent the Company's health care
services.
In
these unaudited consolidated financial statements, "FMC-AG & Co. KGaA," or the "Company" refers to the Company or the Company and its subsidiaries on a consolidated basis, as the
context requires. "Fresenius SE" and "Fresenius SE & Co. KGaA" refer to Fresenius SE & Co. KGaA, a German partnership limited by shares resulting from the change of legal
form of Fresenius SE (effective as of January 2011), a European Company (Societas Europaea) previously called Fresenius AG, a German stock corporation. "Management AG" and the "General Partner" refer
to Fresenius Medical Care Management AG which is FMC-AG & Co. KGaA's general partner and is wholly owned by Fresenius SE. "Management Board" refers to the members of the management board
of Management AG and, except as otherwise specified, "Supervisory Board" refers to the supervisory board of FMC-AG & Co. KGaA. The term "North America Segment" refers to the North
America operating segment, the term "EMEA Segment" refers to the Europe, Middle East and Africa operating segment, the term "Asia-Pacific Segment" refers to the Asia-Pacific operating segment, and the
term "Latin America Segment" refers to the Latin America operating segment. For further discussion of the Company's operating segments, see note 13.
Basis of presentation
The consolidated financial statements and other financial information included in the Company's quarterly reports on Form 6-K and its Annual Report on
Form 20-F for 2017 were prepared solely in accordance with IFRS as issued by the International Accounting Standards Board ("IASB"), using the euro as the Company's reporting currency. At
June 30, 2018, there were no IFRS or International Financial Reporting Interpretation Committee ("IFRIC") interpretations as endorsed by the European Union relevant for interim reporting that
differed from IFRS as issued by the IASB. As such, the accompanying condensed interim report complies with the requirements of International Accounting Standard ("IAS") 34, Interim Financial Reporting
as well as with the rules concerning interim reporting as issued by the IASB.
The
consolidated financial statements at June 30, 2018 and for the three and six-months periods ended June 30, 2018 and 2017 contained in this report are unaudited and should be read in
conjunction with the consolidated financial statements contained in the Company's 2017 Annual Report on Form 20-F. The preparation of Consolidated Financial Statements in conformity with IFRS
requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the Consolidated
Financial Statements and the reported amounts of revenue and expense during the reporting period. Actual results could differ from those estimates. Such financial statements reflect all adjustments
that, in the opinion of management, are necessary for a fair presentation of the results of the periods presented. All such adjustments are of a normal recurring nature.
40
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
As
a result of the implementation of IFRS 15, Revenue from Contracts with Customers and IFRS 9, Financial Instruments, the Company has updated its accounting policies accordingly. Please
refer to "Recently implemented accounting pronouncements" below for further details on the updated policies. Excluding the policy updates for IFRS 15 and IFRS 9, the accounting policies
applied in the accompanying consolidated financial statements are the same as those applied in the consolidated financial statements as of December 31, 2017.
Finance
lease receivables in the amount of €58,336 in the prior years' comparative consolidated financial statements have been reclassified from other currents assets to trade accounts
and other receivables to conform to the current year's presentation.
The
results of operations for the three and six months ended June 30, 2018 are not necessarily indicative of the results of operations for the year ending December 31, 2018.
Recently implemented accounting pronouncements
The Company has prepared its consolidated financial statements at June 30, 2018 in conformity with IFRS in force for the interim periods on
January 1, 2018. In the first quarter of 2018, the Company applied the following new standards relevant for its business for the first time:
-
-
IFRS 15, Revenue from Contracts with Customers
-
-
IFRS 9, Financial Instruments
IFRS 15
The Company adopted IFRS 15, Revenue from Contracts with Customers, as issued in May 2014, with the effective date of January 1, 2018. While this
standard applies to nearly all contracts with customers, the main exceptions are leases, financial instruments and insurance contracts. In accordance with
the transition provisions in IFRS 15 the new rules were only adopted for those contracts that are not completed contracts as of January 1, 2018 following the cumulative effect method
with no restatement of the comparative periods presented.
The
major changes in the Company's accounting policies resulting from the implementation of IFRS 15 are summarized below:
Health care services
For services performed for patients where the collection of the billed amount or a portion of the billed amount cannot be determined at the time services are
performed, the Company concludes that the consideration is variable ("implicit price concession") and records the difference between the billed amount and the amount estimated to be collectible as a
reduction to health care services revenue, whereas prior to the adoption of IFRS 15 it was recorded as an allowance for doubtful accounts. Implicit price concessions include such items as
amounts due from patients without adequate insurance coverage and patient co-payment and deductible amounts due from patients with health care coverage. The Company determines implicit price
concessions primarily upon past collection history.
IFRS 15
requires the consideration of implicit price concessions when determining the transaction price which, through adoption, resulted in the implicit price concessions directly reducing
revenue in the amount of €148,244 and €304,836 for the three and six months ended June 30, 2018, respectively. Prior to the adoption of IFRS 15, implicit
price concessions were included as part of selling, general and administrative expenses as an allowance for doubtful accounts in the amount of €130,749 and €269,701 for
the three and six months ended June 30, 2017, respectively. There is no effect on net income as the implicit price concessions are merely presented in different lines within the consolidated
statements of income.
Revenue
from insurance contracts will be disclosed as part of "Other revenue" separately from IFRS 15 revenue in the notes to the consolidated financial statements.
41
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
Health care products
In the health care product business, major revenues are generated from the sale of dialysis machines and water treatment systems, disposable products and
maintenance agreements for the Company´s health care products. Prior to the adoption of IFRS 15 revenues were recorded upon transfer of title to the customer, either at the time
of shipment, upon receipt or upon any other terms that clearly define passage of title. With the adoption of IFRS 15, revenues from the sale of dialysis machines and water treatment systems are
typically recognized upon installation and provision of the necessary technical instructions as only thereafter does the customer obtain control of the medical device.
A
portion of dialysis product revenues is generated from arrangements which give the customer, typically a health care provider, the right to use dialysis machines. IFRS 15 specifically
excludes leases from the scope of the revenue standard. As a result, the transaction price is allocated in accordance with IFRS 15, and revenue is recognized separately for the lease and the
non-lease components of the contract in accordance with IAS 17.
Revenue
from lease contracts will be disclosed as part of "Other revenue" separately from IFRS 15 revenue in the notes to the consolidated financial statements.
As
of June 30, 2018 there are no contract assets and an immaterial amount of contract liabilities resulting from the implementation of IFRS 15. Contract assets would be shown in the
consolidated balance sheet in line item "Trade accounts and other receivables" and contract liabilities are shown in line item "Current provisions and other current liabilities."
IFRS 9
The Company has adopted IFRS 9, Financial instruments with the effective date of January 1, 2018. IFRS 9 was issued in July 2014 and
mainly replaced IAS 39, Financial instruments: recognition and measurement. Additionally, the Company has adopted the related amendments to IFRS 7, Financial instruments: disclosures.
The
major changes in the Company's accounting policies resulting from the implementation of IFRS 9 are summarised below:
Classification and measurement of financial assets and financial liabilities
IFRS 9 defined the following three categories for financial assets: measured at amortized cost, measured at fair value through other comprehensive
income ("FVOCI") and measured at fair value through profit or loss ("FVPL"). The classification depends on the business model that the financial assets are managed in and the
contractual terms of the cash flows of the financial assets. IFRS 9 eliminated the following categories that were applicable for the Company under IAS 39: loans and receivables and
available for sale financial assets.
The
requirements for the classification and measurement of financial liabilities have not changed significantly. Consequently, the implementation of IFRS 9 does not have a material impact on
the Company's accounting policies for financial liabilities.
Impairment of financial assets
IFRS 9 replaces the incurred loss model under IAS 39 with an expected credit loss approach. Under the new approach, the Company is only allowed
to recognize an impairment loss if a loss event occurred. This means that generally all impacted financial assets will carry a loss allowance based on their expected credit losses. Expected credit
losses are a probability-weighted estimate of credit losses over the contractual life of the financial assets. This model comprises a three stage approach. Upon recognition, the Company shall
recognize losses that are expected within the next 12 months. If credit risk deteriorates significantly, from that time, impairment losses shall amount to lifetime expected losses. When
assessing for significant increases in credit risk, the Company shall compare the risk of a default occurring on the financial instrument at the reporting date with the risk of a default occurring on
the financial instrument at the date of initial recognition. The Company should consider reasonable and supportable information including historic loss rates, present developments such as liquidity
issues and information about future
42
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
economic
conditions, to ensure foreseeable changes in the customer-specific or macroeconomic environment are considered.
In
case of objective evidence of impairment there is an assignment to stage 3. The assignment of a financial asset to stage 3 should rely on qualitative knowledge on the customers'
unfavorable financial position (for example bankruptcy, lawsuits with private or public payers), or quantitative criteria, based on an individual maturity analysis. When a counterpart defaults, all
financial assets against this counterpart are considered impaired. The definition of default is mainly based on payment practices specific to individual regions and businesses.
The
Company recognizes a loss allowance for expected credit losses on financial assets measured at amortized cost, contract assets and lease receivables as well as in investments in debt securities
measured at fair value through other comprehensive income. The financial assets mainly comprise trade accounts receivables and cash and cash equivalents. The amount of expected credit losses is
updated at each reporting date to reflect changes in credit risk since initial recognition of the respective instrument. Financial assets whose expected credit loss is not assessed individually are
grouped on the basis of geographical regions and the impairment is generally assessed on the basis of macroeconomic indicators such as credit default swaps.
For
trade accounts receivable, the Company uses the simplified method which requires recognizing lifetime expected credit losses. Expected credit losses on cash and cash equivalents are measured
according to the general method which is based on 12-month expected credit losses. Due to the short maturity term of the financial instruments this corresponds with the lifetime expected loss.
Based
on the external credit ratings of the counterparties the Company considers that its cash and cash equivalents have a low credit risk.
Hedge accounting
The Company implemented the IFRS 9 hedge accounting model. The new model allows for improved alignment of hedge accounting with risk management
strategies and objectives. The Company applies cash flow hedge accounting mainly for the purpose of hedging forecasted transactions relating to inventory purchases and sales. To hedge the resulting
foreign currency exposure, the Company generally enters into foreign exchange forward contracts. With the application of IFRS 9, only the effective fair value changes of the spot component of
these contracts will be designated as hedging instruments and accounted for in other comprehensive income (loss) ("OCI"). Forward points are recognized and accumulated in a separate component within
OCI. Under IAS 39, the fair value changes of both the spot and forward component were designated as hedging instrument, and recognized in accumulated OCI ("AOCI"). Under IAS 39
accumulated amounts related to cash flow hedges were reclassified to profit or loss in the same period as the hedged forecasted transaction affected profit or loss. Under IFRS 9, accumulated
amounts in OCI for cash flow hedges of foreign exchange risk in relation to hedged forecasted product purchases from third party are directly included in the initial cost of the asset when it is
recognized.
Recent accounting pronouncements not yet adopted
-
-
IFRS 16, Leases
-
-
IFRS 17, Insurance Contracts
IFRS 16
In January 2016, the IASB issued IFRS 16, Leases, which supersedes the current standard on lease-accounting, IAS 17, as well as the
interpretations IFRIC 4, SIC-15 and SIC-27. IFRS 16 significantly changes lessee accounting. For all leases, a lessee is required to recognize a right-of-use asset representing its right
to use the underlying leased asset and a lease liability representing its obligation to make lease payments. Depreciation of the right-of-use asset and interest on the lease liability must be
recognized in the income statement for every lease contract. Therefore, straight-line rental expenses will no longer be shown. The lessor accounting requirements in IAS 17 are substantially
carried forward. The standard is effective for fiscal years beginning on or after January 1, 2019. Earlier application is permitted for entities that have also adopted IFRS 15, Revenue
from Contracts with Customers. The Company decided that IFRS 16 will not be adopted early. The Company expects a balance sheet extension due to the on balance sheet recognition of right of use
assets and liabilities for agreed lease payment obligations, currently
43
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
classified
as operating leases, resulting in particular from leased clinics and buildings. Based on a first impact analysis as of December 31, 2015 using certain assumptions and
simplifications, the Company expects a financial debt increase of approximately €4,000,000. Referring to the consolidated statement of income, the Company expects an operating income
improvement due to the split of rent expenses in depreciation and interest expenses, by having unchanged cash outflows. The Company also expects that its net leverage ratio (net debt as compared to
Earnings before Interest, Taxes, Depreciation and Amortization, "EBITDA"), adjusted for acquisitions and divestitures made during the last twelve months with a purchase price above a
€50,000 threshold as defined in the Amended 2012 Credit Agreement and non-cash charges) will increase by about 0.5. The impact on the Company will depend on the contract portfolio at
the effective date, as well as the transition method. Based on a first impact analysis, the Company will apply the modified retrospective method. Except for the transition method, the Company is
currently evaluating the accounting policy options of IFRS 16.
IFRS 17
In May 2017, the IASB issued IFRS 17, Insurance Contracts. IFRS 17 establishes principles for the recognition, measurement, presentation and
disclosure related to the issuance of insurance contracts. IFRS 17 replaces IFRS 4, Insurance Contracts, which was brought in as an interim standard in 2004. IFRS 4 permitted the
use of national accounting standards for the accounting of insurance contracts under IFRS. As a result of the varied application for insurance contracts there was a lack of comparability among peer
groups. IFRS 17 eliminates this diversity in practice by requiring all insurance contracts to be accounted for using current values. The frequent updates to the insurance values are expected to
provide more useful information to users of financial statements. IFRS 17 is effective for fiscal years beginning on or after January 1, 2021. Earlier adoption is permitted for entities
that have also adopted IFRS 9, Financial Instruments and IFRS 15, Revenue from Contracts with Customers. The Company is evaluating the impact of IFRS 17 on the consolidated
financial statements.
In
the Company's view, all other pronouncements issued by the IASB do not have a material impact on the consolidated financial statements.
2. Notes to the consolidated statements of income
a) Revenue
The Company has recognized the following revenue in the consolidated statement of income for the six months ended June 30, 2018:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in € THOUS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three months ended June 30, 2018
|
|
|
For the six months ended June 30, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue from
contracts with
customers
(IFRS 15)
|
|
|
Other revenue
|
|
|
Total
|
|
|
Revenue from
contracts with
customers
(IFRS 15)
|
|
|
Other revenue
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Health care services
|
|
|
3,334,770
|
|
|
50,037
|
|
|
3,384,807
|
|
|
6,490,307
|
|
|
103,295
|
|
|
6,593,602
|
|
Dialysis services
|
|
|
2,806,544
|
|
|
-
|
|
|
2,806,544
|
|
|
5,454,837
|
|
|
-
|
|
|
5,454,837
|
|
Care Coordination
|
|
|
528,226
|
|
|
50,037
|
|
|
578,263
|
|
|
1,035,470
|
|
|
103,295
|
|
|
1,138,765
|
|
Health care products
|
|
|
801,202
|
|
|
27,696
|
|
|
828,898
|
|
|
1,550,300
|
|
|
45,432
|
|
|
1,595,732
|
|
Dialysis products
|
|
|
782,304
|
|
|
27,696
|
|
|
810,000
|
|
|
1,512,260
|
|
|
45,432
|
|
|
1,557,692
|
|
Non-dialysis products
|
|
|
18,898
|
|
|
-
|
|
|
18,898
|
|
|
38,040
|
|
|
-
|
|
|
38,040
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
4,135,972
|
|
|
77,733
|
|
|
4,213,705
|
|
|
8,040,607
|
|
|
148,727
|
|
|
8,189,334
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
44
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
b) (Gain) loss related to divestitures of Care Coordination activities
On April 20, 2018, the Company signed a definitive agreement to divest its controlling interest in Sound Inpatient Physicians, Inc. ("Sound") to
an investment consortium led by Summit Partners, L.P., ("Summit Consortium"). Upon receipt of the required regulatory approvals under the Hart-Scott-Rodino Antitrust Improvements Acts of 1976,
as amended, and the satisfaction of customary closing conditions, the divestiture
was consummated on June 28, 2018. The total transaction proceeds were $1,925,210 (€1,662,100). The pre-tax gain related to divestitures for Care Coordination activities was
€820,054, which primarily related to this divestiture, the effect of the six month impact from the increase in valuation of Sound's share based payment program, incentive compensation
expense and other costs caused by the divestment of Sound.
Sound
was included in Care Coordination within the North America Segment. The Company's history with Sound, prior to divestment, includes the following
milestones:
-
-
In July 2014, the Company made an investment for a majority interest in Sound, a physician services organization focused on hospitalist,
emergency, intensivist and post-acute care services, furthering its strategic investments and expanding the health care services we offer.
-
-
In November 2014, Sound acquired Cogent Healthcare, expanding Sound to serve over 180 hospitals in 35 states with more than 1,750 providers.
-
-
In 2017, the Company increased its interest in Sound raising the Company majority interest to almost 100% during the first half of 2017.
c) Research and development expenses
Research and development expenses of €69,545 for the six months ended June 30, 2018 (for the six months ended June 30, 2017:
€67,232) include expenditure for research and non-capitalizable development costs as well as depreciation and amortization expenses of €161 related to capitalized
development costs (for the six months ended June 30, 2017: €208).
d) Interest Income
In 2014, the Company issued equity-neutral convertible bonds (the "Convertible Bonds"). Since November 2017, bond holders can exercise their conversion rights
embedded in the bonds at certain dates. To fully offset the economic exposure from the conversion feature, the Company purchased call options on its shares ("Share Options"). Interest income is
recognized either for the increase in the fair value of the conversion feature or the Share Options, dependent upon which is applicable in the year to date period under review. During the six months
ended June 30, 2018 and 2017, the fair value of the Share Options increased
and, as such, the increase is shown as interest income. However, the increase in the fair value of the Share Options for the six month period ended June 30, 2018 and 2017 was lower than for the
three months ended March 31, 2018 and 2017, which leads to the presentation of negative interest income for the three months ended June 30, 2018 and 2017.
45
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
e) Earnings per share
The following table contains reconciliations of the numerators and denominators of the basic and fully diluted earnings per share computations for 2018 and
2017:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of Basic and Diluted Earnings per Share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in € THOUS, except share and per share data
|
|
|
|
For the three months
ended June 30,
|
|
For the six months
ended June 30,
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Numerator:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income attributable to shareholders of FMC-AG & Co. KGaA
|
|
|
993,981
|
|
|
268,685
|
|
|
1,272,536
|
|
|
576,860
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Denominators:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of shares outstanding
|
|
|
306,355,571
|
|
|
306,523,865
|
|
|
306,404,051
|
|
|
306,383,373
|
|
Potentially dilutive shares
|
|
|
927,226
|
|
|
712,296
|
|
|
946,366
|
|
|
589,057
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per share
|
|
|
3.24
|
|
|
0.88
|
|
|
4.15
|
|
|
1.88
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fully diluted earnings per share
|
|
|
3.23
|
|
|
0.87
|
|
|
4.14
|
|
|
1.88
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share buy-back program
On the basis of the authorization granted by the Company's Annual General Meeting on May 12, 2016 to conduct a share buy-back program, the Company
repurchased 431,000 shares between May 28, and June 8, 2018, for an average weighted stock price of €86.37.
As
of June 30, 2018, the Company holds 2,090,951 treasury shares. These shares will be used solely to either reduce the registered share capital of the Company by cancellation of the acquired
shares, or to fulfill employee participation programs of the Company.
46
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
The
following tabular disclosure provides the number of shares acquired in the context of the share buy-back programs as well as the repurchased treasury stock:
|
|
|
|
|
|
|
|
|
|
|
Treasury Stock
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Period
|
|
|
Average price paid
per share
|
|
|
Total number of shares
purchased and retired
as part of publicly
announced plans or
programs
|
|
|
Total value of
shares
(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in €
|
|
|
|
|
|
in € THOUS
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchase of Treasury Stock
|
|
|
|
|
|
|
|
|
|
|
May 2013
|
|
|
52.96
|
|
|
1,078,255
|
|
|
57,107
|
|
June 2013
|
|
|
53.05
|
|
|
2,502,552
|
|
|
132,769
|
|
July 2013
|
|
|
49.42
|
|
|
2,972,770
|
|
|
146,916
|
|
August 2013
|
|
|
48.40
|
|
|
995,374
|
|
|
48,174
|
|
|
|
|
|
|
|
|
|
|
|
|
Repurchased Treasury Stock
|
|
|
51.00
|
|
|
7,548,951
|
|
|
384,966
|
|
|
|
|
|
|
|
|
|
|
|
|
Retirement of repurchased Treasury Stock
|
|
|
|
|
|
|
|
|
|
|
February 2016
|
|
|
51.00
|
|
|
6,549,000
|
|
|
333,973
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchase of Treasury Stock
|
|
|
|
|
|
|
|
|
|
|
December 2017
|
|
|
87.79
|
|
|
660,000
|
|
|
57,938
|
|
May/June 2018
|
|
|
86.37
|
|
|
431,000
|
|
|
37,221
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
69.90
|
|
|
2,090,951
|
|
|
146,152
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) The
value of shares repurchased in 2013, 2017 and 2018 is inclusive of fees (net of taxes) paid in the amount of approximately €81, €12 and
€8, respectively, for services rendered.
3. Related party transactions
Fresenius SE is the Company's largest shareholder and owns 30.8% of the Company's outstanding shares, excluding treasury shares held by the Company, at June 30, 2018. The
Company has entered into certain arrangements for services, leases and products with Fresenius SE or its subsidiaries and with certain of the Company's equity method investees as described in
item a) below. The Company's terms related to the receivables or payables for these services, leases and products are generally consistent with the normal terms of the Company's ordinary course
of business transactions with unrelated parties and the Company believes that these arrangements reflect fair market terms. The Company utilizes various methods to verify the
commercial reasonableness of its related party arrangements. Financing arrangements as described in item b) below have agreed upon terms which are determined at the time such financing
transactions occur and reflect market rates at the time of the transaction. The relationship between the Company and its key management personnel who are considered to be related parties is described
in item c) below. Our related party transactions are settled through Fresenius SE's cash management system where appropriate.
a) Service agreements, lease agreements and products
The Company is party to service agreements with Fresenius SE and certain of its affiliates (collectively the "Fresenius SE Companies") to receive services,
including, but not limited to: administrative services, management information services, employee benefit administration, insurance, information technology services, tax services and treasury
management services. The Company also provides central purchasing services to the Fresenius SE Companies. These related party agreements generally have a duration of 1 to 5 years and are
renegotiated on an as
47
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
needed
basis when the agreement comes due. The Company provides administrative services to one of its equity method investees.
The
Company is a party to real estate operating lease agreements with the Fresenius SE Companies, which mainly include leases for the Company's corporate headquarters in Bad Homburg, Germany and
production sites in Schweinfurt and St. Wendel, Germany. The majority of the leases expire at the end of 2026.
In
addition to the above mentioned service and lease agreements, the Company sold products to the Fresenius SE Companies and made purchases from the Fresenius SE Companies and equity method investees.
In addition, Fresenius Medical Care Holdings, Inc. ("FMCH") purchases heparin supplied by Fresenius Kabi USA, Inc. ("Kabi USA"), through an independent group purchasing
organization ("GPO"). Kabi USA is an indirect, wholly-owned subsidiary of Fresenius SE. The Company has no direct supply agreement with Kabi USA and does not submit purchase orders directly to Kabi
USA. FMCH acquires heparin from Kabi USA,
through the GPO contract, which was negotiated by the GPO at arm's length on behalf of all members of the GPO.
The
Company entered into an agreement with a Fresenius SE company for the manufacturing of infusion bags. In order to establish the new production line, the Company purchased machinery from the
Fresenius SE company in the amount of €3,274 during the six months ended June 30, 2018.
In
December 2010, the Company and Galenica Ltd. (now known as Vifor Pharma Ltd.) formed the renal pharmaceutical company Vifor Fresenius Medical Care Renal Pharma Ltd.,
("VFMCRP"), an equity method investee of which the Company owns 45%. The Company has entered into exclusive supply agreements to purchase certain pharmaceuticals from VFMCRP.
Below
is a summary, including the Company's receivables from and payables to the indicated parties resulting from the above described transactions with related parties.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Service agreements, lease agreements and products
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in € THOUS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the six months ended
June 30, 2018
|
|
|
For the six months ended
June 30, 2017
|
|
|
June 30, 2018
|
|
|
December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sales of
goods and
services
|
|
|
Purchases of
goods and
services
|
|
|
Sales of
goods and
services
|
|
|
Purchases of
goods and
services
|
|
|
Accounts
receivable
|
|
|
Accounts
payable
|
|
|
Accounts
receivable
|
|
|
Accounts
payable
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Service agreements
(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fresenius SE
|
|
|
308
|
|
|
10,772
|
|
|
260
|
|
|
11,747
|
|
|
38
|
|
|
2,645
|
|
|
40
|
|
|
2,948
|
|
Fresenius SE affiliates
|
|
|
1,671
|
|
|
46,510
|
|
|
1,724
|
|
|
36,193
|
|
|
756
|
|
|
2,945
|
|
|
9,445
|
|
|
4,696
|
|
Equity method investees
|
|
|
9,024
|
|
|
-
|
|
|
8,647
|
|
|
-
|
|
|
1,310
|
|
|
-
|
|
|
1,738
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
11,003
|
|
|
57,282
|
|
|
10,631
|
|
|
47,940
|
|
|
2,104
|
|
|
5,590
|
|
|
11,223
|
|
|
7,644
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Lease agreements
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fresenius SE
|
|
|
-
|
|
|
4,274
|
|
|
-
|
|
|
4,131
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
Fresenius SE affiliates
|
|
|
-
|
|
|
7,318
|
|
|
-
|
|
|
6,108
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
-
|
|
|
11,592
|
|
|
-
|
|
|
10,239
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Products
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fresenius SE affiliates
|
|
|
17,289
|
|
|
18,652
|
|
|
16,065
|
|
|
21,070
|
|
|
10,944
|
|
|
6,690
|
|
|
9,148
|
|
|
3,976
|
|
Equity method investees
|
|
|
-
|
|
|
196,976
|
|
|
-
|
|
|
199,347
|
|
|
-
|
|
|
59,576
|
|
|
-
|
|
|
36,550
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
17,289
|
|
|
215,628
|
|
|
16,065
|
|
|
220,417
|
|
|
10,944
|
|
|
66,266
|
|
|
9,148
|
|
|
40,526
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) In addition to the above shown accounts payable, accrued expenses for service agreements with related parties amounted to €4,726 and €6,397 at June 30, 2018
and December 31, 2017, respectively.
b) Financing
The Company receives short-term financing from and provides short-term financing to Fresenius SE. The Company also utilizes Fresenius SE's cash management
system for the settlement of certain intercompany receivables and payables with its subsidiaries and other related parties. As of June 30, 2018 and December 31, 2017, the Company had
accounts receivable from Fresenius SE related to short-term financing in the amount of €121,874 and €91,026,
48
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
respectively.
As of June 30, 2018 and December 31, 2017, the Company had accounts payable to Fresenius SE related to short-term financing in the amount of €81,694 and
€76,159, respectively. The interest rates for these cash management arrangements are set on a daily basis and are based on the then-prevailing overnight reference rate, with a floor of
zero, for the respective currencies.
On
August 19, 2009, the Company borrowed €1,500 from the General Partner on an unsecured basis at 1.335%. The loan repayment has been extended periodically and is currently due
August 22, 2018 with an interest rate of 1.100%. On November 28, 2013, the Company borrowed an additional €1,500 with an interest rate of 1.875% from the General Partner.
The loan repayment has been extended periodically and is currently due on November 23, 2018 with an interest rate of 1.100%.
At
June 30, 2018 and December 31, 2017, a subsidiary of Fresenius SE held unsecured bonds issued by the Company in the amount of €6,000 and €6,000,
respectively. The bonds were issued in 2011 and 2012, mature in 2021 and 2019, respectively, and each has a coupon rate of 5.25% with interest payable semiannually.
At
June 30, 2018, the Company provided a cash advance to Fresenius SE in the amount of €5,400 on an unsecured basis at an interest rate of 0.930%. At December 31, 2017,
the Company borrowed from Fresenius SE in the amount of €6,000 on an unsecured basis at an interest rate of 0.825%. For further information on this loan agreement, see note 7.
c) Key management personnel
Due to the Company's legal form of a German partnership limited by shares, the General Partner holds a key management position within the Company. In addition,
as key management personnel, members of the Management Board and the Supervisory Board, as well as their close relatives, are considered related parties.
The
Company's Articles of Association provide that the General Partner shall be reimbursed for any and all expenses in connection with management of the Company's business, including remuneration of
the members of the General Partner's supervisory board and the members of the Management Board. The aggregate amount reimbursed to the General Partner was €9,414 and
€11,079, respectively, for its management services during the six months ended June 30, 2018 and 2017. As of June 30, 2018 and December 31, 2017, the Company had
accounts receivable from the General Partner in the amount of €220 and €246, respectively. As of June 30, 2018 and December 31, 2017, the Company had
accounts payable to the General Partner in the amount of €28,984 and €23,020, respectively.
4. Cash and cash equivalents
As of June 30, 2018 and December 31, 2017, cash and cash equivalents are as follows:
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
|
|
|
|
|
|
|
in € THOUS
|
|
|
|
|
|
|
|
|
|
|
June 30,
2018
|
|
|
December 31,
2017
|
|
|
|
|
|
|
|
|
|
Cash
|
|
|
571,040
|
|
|
620,145
|
|
Securities and Time deposits
|
|
|
1,086,421
|
|
|
357,964
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
1,657,461
|
|
|
978,109
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The
cash and cash equivalents disclosed in the table above, and respectively in the consolidated statements of cash flows, include at June 30, 2018 an amount of €984
(December 31, 2017: €53,694) from collateral requirements towards an insurance company in North America that are not available for use.
5. Trade accounts and other receivables
As of June 30, 2018, the trade accounts and other receivables, including the corresponding allowance, contain an impact from the implementation of IFRS 9. This
results in an increase in the allowance which amounts to €3,490.
49
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
The implementation of IFRS 15 also had an impact on trade accounts receivable and, correspondingly, on the allowance in North America. This isolated impact of
€357,119 as of June 30, 2018 was recorded against trade accounts receivable and the allowance.
As
of June 30, 2018 and December 31, 2017, trade accounts and other receivables are as follows:
|
|
|
|
|
|
|
|
|
|
|
Trade accounts and other receivables
|
|
|
|
|
|
|
|
|
|
|
|
|
in € THOUS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30,
2018
|
|
|
December 31,
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
thereof Credit-
Impaired
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade accounts and other receivables, gross
|
|
|
3,668,256
|
|
|
381,738
|
|
|
3,864,217
|
|
thereof Finance Lease Receivables
|
|
|
59,162
|
|
|
-
|
|
|
58,336
|
|
less allowances
|
|
|
(116,041)
|
|
|
(87,327)
|
|
|
(474,891)
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade accounts and other receivables
|
|
|
3,552,215
|
|
|
294,411
|
|
|
3,389,326
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The
other receivables include finance lease receivables.
All
trade accounts and other receivables are due within one year. A small portion of the trade account receivables are subject to factoring agreements.
Trade
accounts receivables and finance lease receivables with a term of more than one year in the amount of €88,437 (December 31, 2017: €90,344) are included in
the balance sheet item "Other non-current assets". For these trade accounts receivables and finance leases the implementation of IFRS 9 results in an increase of the allowance, which amounts to
€278.
6. Inventories
At June 30, 2018 and December 31, 2017, inventories consisted of the following:
|
|
|
|
|
|
|
|
Inventories
|
|
|
|
|
|
|
|
|
|
in € THOUS
|
|
|
|
|
June 30,
2018
|
|
|
December 31,
2017
|
|
|
|
|
|
|
|
|
|
Finished goods
|
|
|
751,602
|
|
|
672,851
|
|
Health care supplies
|
|
|
335,943
|
|
|
343,351
|
|
Raw materials and purchased components
|
|
|
215,770
|
|
|
193,295
|
|
Work in process
|
|
|
90,273
|
|
|
81,282
|
|
|
|
|
|
|
|
|
|
Inventories
|
|
|
1,393,588
|
|
|
1,290,779
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
50
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
7. Short-term debt and short-term debt from related parties
At June 30, 2018 and December 31, 2017, short-term debt and short-term debt from related parties consisted of the following:
|
|
|
|
|
|
|
|
Short-term debt and short-term debt from related parties
|
|
|
|
|
|
|
|
|
|
in € THOUS
|
|
|
|
|
June 30,
2018
|
|
|
December 31,
2017
|
|
|
|
|
|
|
|
|
|
Commercial paper program
|
|
|
804,884
|
|
|
679,886
|
|
Borrowings under lines of credit
|
|
|
66,930
|
|
|
79,313
|
|
Other
|
|
|
1,456
|
|
|
1,080
|
|
|
|
|
|
|
|
|
|
Short-term debt
|
|
|
873,270
|
|
|
760,279
|
|
Short-term debt from related parties (see note 3 b)
|
|
|
3,054
|
|
|
9,000
|
|
|
|
|
|
|
|
|
|
Short-term debt and short-term debt from related parties
|
|
|
876,324
|
|
|
769,279
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The
Company and certain consolidated entities operate a multi-currency notional pooling cash management system. The Company met the conditions to offset balances within this cash pool for reporting
purposes. At June 30, 2018 and December 31, 2017, cash and borrowings under lines of credit in the amount of €619,605 and €318,654 were offset under this
cash management system.
Commercial paper program
The Company maintains a commercial paper program under which short-term notes of up to €1,000,000 can be issued. At June 30, 2018 and
December 31, 2017, the outstanding commercial paper amounted to €805,000 and €680,000, respectively.
Other
At June 30, 2018 and December 31, 2017, the Company had €1,456 and €1,080 of other debt outstanding related to
fixed payments outstanding for acquisitions.
Short-term debt from related parties
The Company is party to an unsecured loan agreement with Fresenius SE under which the Company or FMCH may request and receive one or more short-term advances
up to an aggregate amount of $400,000 until maturity on July 31, 2022. For further information on short-term debt from related parties, see note 3 b).
51
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
8. Long-term debt and capital lease obligations
As of June 30, 2018 and December 31, 2017, long-term debt and capital lease obligations consisted of the following:
|
|
|
|
|
|
|
|
Long-term debt and capital lease obligations
|
|
|
|
|
|
|
|
|
|
in € THOUS
|
|
|
|
|
June 30,
2018
|
|
|
December 31,
2017
|
|
|
|
|
|
|
|
|
|
Amended 2012 Credit Agreement
|
|
|
1,930,514
|
|
|
2,017,952
|
|
Bonds
|
|
|
3,896,771
|
|
|
3,810,483
|
|
Convertible Bonds
|
|
|
390,108
|
|
|
386,984
|
|
Accounts Receivable Facility
|
|
|
-
|
|
|
293,673
|
|
Capital lease obligations
|
|
|
36,238
|
|
|
37,704
|
|
Other
|
|
|
134,086
|
|
|
131,611
|
|
|
|
|
|
|
|
|
|
Long-term debt and capital lease obligations
|
|
|
6,387,717
|
|
|
6,678,407
|
|
Less current portion
|
|
|
(897,735)
|
|
|
(883,535)
|
|
|
|
|
|
|
|
|
|
Long-term debt and capital lease obligations, less current portion
|
|
|
5,489,982
|
|
|
5,794,872
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amended 2012 Credit Agreement
The following table shows the available and outstanding amounts under the Amended 2012 Credit Agreement at June 30, 2018 and December 31, 2017:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amended 2012 Credit Agreement - Maximum amount available and balance outstanding
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in THOUS
|
|
|
|
|
Maximum amount available
June 30, 2018
|
|
|
Balance outstanding
June 30, 2018
(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revolving credit USD
|
|
$
|
900,000
|
|
€
|
772,002
|
|
$
|
-
|
|
€
|
-
|
|
Revolving credit EUR
|
|
€
|
600,000
|
|
€
|
600,000
|
|
€
|
-
|
|
€
|
-
|
|
USD term loan 5-year
|
|
$
|
1,410,000
|
|
€
|
1,209,470
|
|
$
|
1,410,000
|
|
€
|
1,209,470
|
|
EUR term loan 5-year
|
|
€
|
329,000
|
|
€
|
329,000
|
|
€
|
329,000
|
|
€
|
329,000
|
|
EUR term loan 3-year
|
|
€
|
400,000
|
|
€
|
400,000
|
|
€
|
400,000
|
|
€
|
400,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
€
|
3,310,472
|
|
|
|
|
€
|
1,938,470
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Maximum amount available
December 31, 2017
|
|
Balance outstanding
December 31, 2017
(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revolving credit USD
|
|
$
|
900,000
|
|
€
|
750,438
|
|
$
|
70,000
|
|
€
|
58,367
|
|
Revolving credit EUR
|
|
€
|
600,000
|
|
€
|
600,000
|
|
€
|
-
|
|
€
|
-
|
|
USD term loan 5-year
|
|
$
|
1,470,000
|
|
€
|
1,225,715
|
|
$
|
1,470,000
|
|
€
|
1,225,715
|
|
EUR term loan 5-year
|
|
€
|
343,000
|
|
€
|
343,000
|
|
€
|
343,000
|
|
€
|
343,000
|
|
EUR term loan 3-year
|
|
€
|
400,000
|
|
€
|
400,000
|
|
€
|
400,000
|
|
€
|
400,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
€
|
3,319,153
|
|
|
|
|
€
|
2,027,082
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Amounts
shown are excluding debt issuance costs.
At
June 30, 2018 and December 31, 2017, the Company had letters of credit outstanding in the amount of $1,690 and $1,690 (€1,450 and €1,409),
respectively, under the USD revolving credit facility, which are not included above as part of the balance outstanding at those dates, but which reduce available borrowings under the applicable
revolving credit facility.
52
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
Accounts Receivable Facility
The following table shows the available and outstanding amounts under the Accounts Receivable Facility at June 30, 2018 and at December 31, 2017:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts Receivable Facility - Maximum amount available and balance outstanding
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in THOUS
|
|
|
|
|
|
|
|
|
|
Maximum amount available
June 30, 2018
(1)
|
|
Balance outstanding
June 30, 2018
(2)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts Receivable Facility
|
|
$
|
800,000
|
|
€
|
686,224
|
|
$
|
-
|
|
€
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
|
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|
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|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Maximum amount available
December 31, 2017
(1)
|
|
Balance outstanding
December 31, 2017
(2)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts Receivable Facility
|
|
$
|
800,000
|
|
€
|
667,056
|
|
$
|
353,000
|
|
€
|
294,338
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
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|
|
(1) Subject to availability of sufficient accounts receivable meeting funding criteria.
(2) Amounts shown are excluding debt issuance costs.
The
Company also had letters of credit outstanding under the Accounts Receivable Facility in the amount of $71,244 and $71,244 (€61,112 and €59,404) at June 30,
2018 and December 31, 2017, respectively. These letters of credit are not included above as part of the balance outstanding at June 30, 2018 and December 31, 2017; however, they
reduce available borrowings under the Accounts Receivable Facility.
9. Supplementary information on capital management
As of June 30, 2018 and December 31, 2017 the total equity in percent of total assets was 47.8% and 45.1%, respectively, and the debt in percent of total assets
was 29.0% and 31.0%, respectively.
Further
information on the Company's capital management is available in the Annual Report on Form 20-F as of December 31, 2017.
The
Company's financing structure and business model are reflected in the investment grade ratings. The Company is covered by the three leading rating agencies, Moody's, Standard & Poor's and
Fitch.
|
|
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|
Rating
(1)
|
|
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|
|
|
|
|
|
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|
|
|
|
|
|
Standard & Poor´s
|
|
Moody´s
|
|
Fitch
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate Credit Rating
|
|
BBB-
|
|
Baa3
|
|
BBB-
|
Outlook
|
|
positive
|
|
stable
|
|
stable
|
|
|
|
|
|
|
|
(1) A rating is not a recommendation to buy, sell or hold securities of the Company, and may be subject to suspension, change or withdrawal at any time by the assigning rating agency.
10. Employee benefit plans
The Company currently has five principal pension plans, one for German employees, three for French employees and the other covering employees in the United States, the last of
which was curtailed in 2002. Plan benefits are generally based on years of service and final salary. As there is no legal requirement in Germany to fund defined benefit plans, the Company's pension
obligations in Germany are unfunded. Each year FMCH contributes to the plan covering United States employees at least the minimum required by the Employee Retirement Income Security Act
of 1974, as amended. In 2018, FMCH did not have a minimum funding requirement. For the first six months of 2018,
53
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
the
Company voluntarily provided €504 to the defined benefit plan. For the remaining period of 2018, the Company expects further voluntarily contributions of €546.
The
following table provides the calculations of net periodic benefit cost for the three and six months ended June 30, 2018 and 2017, respectively.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net periodic benefit cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in € THOUS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three months ended
June 30,
|
|
|
For the six months ended
June 30,
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
|
2017
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Service cost
|
|
|
6,838
|
|
|
7,063
|
|
|
13,632
|
|
|
14,170
|
|
Net interest cost
|
|
|
3,240
|
|
|
2,753
|
|
|
6,448
|
|
|
5,538
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net periodic benefit costs
|
|
|
10,078
|
|
|
9,816
|
|
|
20,080
|
|
|
19,708
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
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|
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|
11. Commitments and contingencies
Legal and regulatory matters
The Company is routinely involved in claims, lawsuits, regulatory and tax audits, investigations and other legal matters arising, for the most part, in the
ordinary course of its business of providing health care services and products. Legal matters that the Company currently deems to be material or noteworthy are described below. For the matters
described below in which the Company believes a loss is both reasonably possible and estimable, an estimate of the loss or range of loss exposure is provided. For the other matters described below,
the Company believes that the loss probability is remote and/or the loss or range of possible losses cannot be reasonably estimated at this time. The outcome of litigation and other legal matters is
always difficult to predict accurately and outcomes that are not consistent with the Company's view of the merits can occur. The Company believes that it has valid defenses to the legal matters
pending against it and is defending itself vigorously. Nevertheless, it is possible that the resolution of one or more of the legal matters currently pending or threatened could have a material
adverse effect on its business, results of operations and financial condition.
On
February 15, 2011, a whistleblower (relator) action under the False Claims Act against FMCH was unsealed by order of the United States District Court for the District of Massachusetts and
served by the relator.
United States ex rel. Chris Drennen v. Fresenius Medical Care Holdings, Inc.
, 2009 Civ. 10179 (D. Mass.). The
relator's complaint, which was first filed under seal in February 2009, alleged that FMCH sought and received reimbursement from government payors for serum ferritin and multiple forms of hepatitis B
laboratory tests that were medically unnecessary or not properly ordered by a physician. Discovery on the relator's complaint closed in May 2015. Although the United States initially declined to
intervene in the case, the government subsequently changed position. On April 3, 2017, the court allowed the government to intervene with respect only to certain hepatitis B surface antigen
tests performed prior to 2011, when Medicare reimbursement rules for such tests changed. The court has subsequently rejected government requests to conduct new discovery and to add counts to its
complaint-in-intervention that would expand upon the relator's complaint, but has allowed FMCH to take discovery against the government as if the government had intervened at the outset.
Beginning
in 2012, the Company received certain communications alleging conduct in countries outside the U.S. that might violate the Foreign Corrupt Practices Act ("FCPA") or other anti-bribery laws.
Since that time, the Company's Supervisory Board, through its Audit and Corporate Governance Committee, has conducted investigations with the assistance of independent counsel. In a continuing
dialogue, the Company voluntarily advised the Securities and Exchange Commission ("SEC") and the U.S. Department of Justice ("DOJ") about these investigations, while the SEC and DOJ (collectively the
"government" or "government agencies") have conducted their own investigations, in which the Company has cooperated.
In
the course of this dialogue, the Company identified and reported to the government, and has taken remedial actions including employee disciplinary actions with respect to, conduct that has resulted
in the government
54
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
agencies'
seeking monetary penalties or other sanctions against the Company under the FCPA or other anti-bribery laws. Such conduct or its remediation may impact adversely the Company's ability to
conduct business in certain jurisdictions.
The
Company has substantially concluded its investigations and undertaken discussions toward a possible settlement with the government agencies that would avoid litigation over government demands
related to certain identified conduct. These discussions are continuing and have not yet achieved an agreement; failure to reach agreement and consequent litigation with either or both government
agencies remains possible. The discussions have revolved around possible bribery and corruption questions principally related to certain conduct in the Company's products business in a number of
countries.
The
Company recorded a charge of €200,000 in the fourth quarter of 2017. The charge is based on ongoing settlement negotiations that would avoid litigation between the Company and the
government agencies and represents an estimate from a range of potential outcomes estimated from current discussions. The charge encompasses government agencies claims for profit disgorgement, as well
as accruals for fines or penalties, certain legal expenses and other related costs or asset impairments.
The
Company continues to implement enhancements to its anti-corruption compliance program, including internal controls related to compliance with international anti-bribery laws. The Company continues
to be fully committed to FCPA and other anti-bribery law compliance.
Personal
injury litigation involving the Company's acid concentrate product, labeled as Granuflo® or Naturalyte®, first arose in 2012 and was substantially resolved by
settlement agreed in principle in February 2016 and consummated in November 2017, as previously disclosed. Remaining individual personal injury cases do not present material risk and discussion of
them is therefore discontinued.
The
Company's affected insurers agreed to the settlement of the acid concentrate personal injury litigation and funded $220,000 of the settlement fund under a reciprocal reservation of rights
encompassing certain coverage issues raised by insurers and the Company's claims for indemnification of defense costs. The Company accrued a net expense of $60,000 in connection with the settlement,
including legal fees and other anticipated costs.
Following
entry into the settlement, the Company's insurers in the AIG group and the Company each initiated litigation against the other relating to the AIG group's coverage obligations under
applicable policies. In the coverage litigation, the AIG group seeks to be indemnified by the Company for a portion of its $220,000 outlay; the Company seeks to confirm the AIG group's $220,000
funding obligation, to recover defense costs already incurred by the Company, and to compel the AIG group to honor defense and indemnification obligations, if any, required for resolution of cases not
participating in the settlement. As a result of decisions on issues of venue, the coverage litigation is proceeding in the New York state trial court for Manhattan. (
National
Union Fire Insurance v. Fresenius Medical Care
, 2016 Index No. 653108 (Supreme Court of New York for New York County)).
Four
institutional plaintiffs filed complaints against FMCH or its affiliates under state deceptive practices statutes resting on certain background allegations common to the
GranuFlo®/NaturaLyte® personal injury litigation, but seeking as remedy the repayment of sums paid to FMCH attributable to the GranuFlo®/NaturaLyte®
products. These cases implicate different legal standards, theories of liability and forms of potential recovery from those in the personal injury litigation and their claims were not extinguished by
the personal injury litigation settlement described above. The four plaintiffs are the Attorneys General for the States of Kentucky, Louisiana and Mississippi and the commercial insurance company Blue
Cross Blue Shield of Louisiana in its private capacity.
State of Mississippi ex rel. Hood, v. Fresenius Medical Care Holdings, Inc.,
No. 14-cv-152 (Chancery Court, DeSoto County);
State of Louisiana ex re. Caldwell and Louisiana Health Service & Indemnity Company v. Fresenius Medical Care
Airline
, 2016 Civ. 11035 (U.S.D.C. D. Mass.);
Commonwealth of Kentucky ex rel. Beshear v. Fresenius Medical Care Holdings, Inc. et
al
., No. 16-CI-00946 (Circuit Court, Franklin County).
The
Company is not a party to a substantial adverse jury verdict and punitive damage award entered in Denver on June 27, 2018 against DaVita Healthcare Partners, Inc. ("DaVita"), involving
DaVita's own clinical management of the Company's acid concentrate product.
See, White v. DaVita Healthcare Partners, Inc.,
2015 Civ. 02106
(U.S.D.C. Colorado).
55
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
In
August 2014, FMCH received a subpoena from the United States Attorney for the District of Maryland inquiring into FMCH's contractual arrangements with hospitals and physicians involving contracts
relating to the management of in-patient acute dialysis services. FMCH is cooperating in the investigation.
In
July 2015, the Attorney General for Hawaii issued a civil complaint under the Hawaii False Claims Act alleging a conspiracy pursuant to which certain Liberty Dialysis subsidiaries of FMCH
overbilled Hawaii Medicaid for Liberty's Epogen® administrations to Hawaii Medicaid patients during the period from 2006 through 2010, prior to the time of FMCH's acquisition of Liberty.
Hawaii v. Liberty
Dialysis Hawaii, LLC et al.
, Case No. 15-1-1357-07 (Hawaii 1
st
Circuit).
The State alleges that Liberty acted unlawfully by relying on incorrect and unauthorized billing guidance provided to Liberty by Xerox State Healthcare LLC, which acted as Hawaii's contracted
administrator for its Medicaid program reimbursement operations during the relevant period. The amount of the overpayment claimed by the State is approximately $8,000, but the State seeks civil
remedies, interest, fines, and penalties against Liberty and FMCH under the Hawaii False Claims Act substantially in excess of the overpayment. After prevailing on motions by Xerox to preclude it from
doing so, FMCH is pursuing third-party claims for contribution and indemnification against Xerox. The State's False Claims Act complaint was filed after Liberty initiated an administrative action
challenging the State's recoupment
of alleged overpayments from sums currently owed to Liberty. The civil litigation and administrative action are proceeding in parallel. Trial in the civil litigation is scheduled for April 2019.
On
August 31 and November 25, 2015, respectively, FMCH received subpoenas under the False Claims Act from the United States Attorneys for the District of Colorado and the Eastern
District of New York inquiring into FMCH's participation in and management of dialysis facility joint ventures in which physicians are partners. On March 20, 2017, FMCH received a subpoena in
the Western District of Tennessee inquiring into certain of the operations of dialysis facility joint ventures with the University of Tennessee Medical Group, including joint ventures in which FMCH's
interests were divested to Satellite Dialysis in connection with FMCH's acquisition of Liberty Dialysis in 2012. FMCH is cooperating in these investigations.
Beginning
October 6, 2015, the United States Attorney for the Eastern District of New York and the Office of Inspector General of the United States Department of Health and Human Services
("OIG") have investigated, through subpoenas issued under the False Claims Act, utilization and invoicing by the Company's subsidiary Azura Vascular Care, for a period beginning after the Company's
acquisition of American Access Care LLC in October 2011 ("AAC"). The Company is cooperating in the government's inquiry. Allegations against AAC arising in districts in Connecticut, Florida and
Rhode Island relating to utilization and invoicing were settled in 2015.
On
June 30, 2016, FMCH received a subpoena from the United States Attorney for the Northern District of Texas (Dallas) seeking information under the False Claims Act about the use and
management of pharmaceuticals including Velphoro® as well as FMCH's interactions with DaVita. The investigation encompasses DaVita, Amgen, Sanofi, and other pharmaceutical manufacturers
and includes inquiries into whether certain compensation transfers between manufacturers and pharmacy vendors constituted unlawful kickbacks. The Company understands that this investigation is
substantively independent of the $63,700 settlement by Davita Rx announced on December 14, 2017 in the matter styled
United States ex rel. Gallian v. DaVita
Rx
, 2016 Civ. 0943 (N.D. Tex.). FMCH is cooperating in the investigation.
On
November 18, 2016, FMCH received a subpoena under the False Claims Act from the United States Attorney for the Eastern District of New York (Brooklyn) seeking documents and information
relating to the operations of Shiel Medical Laboratory, Inc., which FMCH acquired in October 2013. In the course of cooperating in the investigation and preparing to respond to the subpoena,
FMCH identified falsifications and misrepresentations in documents submitted by a Shiel salesperson that relate to the integrity of certain invoices submitted by Shiel for laboratory testing for
patients in long term care facilities. On February 21, 2017, FMCH terminated the employee and notified the United States Attorney of the termination and its circumstances. The terminated
employee's conduct is expected to result in demands for the Company to refund overpayments and to pay related penalties under applicable laws, but the monetary value of such payment demands cannot yet
be reasonably estimated.
On
December 12, 2017, the Company sold to Quest Diagnostics certain Shiel operations that are the subject of this Brooklyn subpoena, including the misconduct reported to the United States
Attorney. Under the sale agreement, the Company retains responsibility for the Brooklyn investigation and its outcome. The Company continues to cooperate in the ongoing investigation.
56
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
On
December 14, 2016, the Center for Medicare & Medicaid Services ("CMS"), which administers the federal Medicare program, published an Interim Final Rule ("IFR") titled "Medicare
Program; Conditions for Coverage for End-Stage Renal Disease Facilities-Third Party Payment." The IFR would have amended the Conditions for Coverage for dialysis providers, like FMCH and would have
effectively enabled insurers to reject premium payments made by or on behalf of patients who received grants for individual market coverage from the American Kidney Fund ("AKF" or "the Fund"). The IFR
could thus have resulted in those patients losing individual insurance market coverage. The loss of coverage for these patients would have had a material and adverse impact on the operating results of
FMCH.
On
January 25, 2017, a federal district court in Texas responsible for litigation initiated by a patient advocacy group and dialysis providers including FMCH preliminarily enjoined CMS from
implementing the IFR.
Dialysis Patient Citizens v. Burwel
l, 2017 Civ. 0016 (E.D. Texas, Sherman Div.). The preliminary injunction was based on CMS'
failure to follow appropriate notice-and-comment procedures in adopting the IFR. The injunction remains in place and the court retains jurisdiction over the dispute.
On
June 22, 2017, CMS requested a stay of proceedings in the litigation pending further rulemaking concerning the IFR. CMS stated, in support of its request, that it expects to publish a Notice
of Proposed Rulemaking in the Federal Register and otherwise pursue a notice-and-comment process. Plaintiffs in the litigation, including FMCH, consented to the stay, which was granted by the court on
June 27, 2017.
On
January 3, 2017, the Company received a subpoena from the United States Attorney for the District of Massachusetts under the False Claims Act inquiring into the Company's interactions and
relationships with the AKF, including the Company's charitable contributions to the Fund and the Fund's financial assistance to patients for insurance premiums. FMCH is cooperating in the
investigation, which is part of a broader investigation into charitable contributions in the medical industry. The Company believes that the investigation revolves around conduct alleged to be
unlawful in
United Healthcare v. American Renal Associates,
2018 Civ. 10622 (D. Mass.), but believes that such unlawful conduct was not undertaken by the
Company. On July 2, 2018, American Renal Associates announced that it had reached a settlement in principle of the
United Healthcare
litigation.
The Company lacks information necessary to assess how the American Renal Associates settlement may impact the United States Attorney's investigation.
In
early May 2017, the United States Attorney for the Middle District of Tennessee (Nashville) issued identical subpoenas to FMCH and two subsidiaries under the False Claims Act concerning the
Company's retail pharmaceutical business. The investigation is exploring allegations related to improper inducements to dialysis patients to fill oral prescriptions through FMCH's pharmacy service,
improper billing for returned pharmacy products and other allegations similar to those underlying the $63,700 settlement by DaVita Rx in Texas announced on December 14, 2017.
United States ex rel. Gallian
, 2016 Civ. 0943 (N.D. Tex.). FMCH is cooperating in the investigation.
The
Company received a subpoena dated December 11, 2017 from the United States Attorney for the Eastern District of California (Sacramento) requesting information under the False Claims Act
concerning Spectra
Laboratories, the Company's affiliate engaged in laboratory testing for dialysis patients. The inquiry relates to allegations that certain services or materials provided by Spectra to its outpatient
dialysis facility customers constitute unlawful kickbacks. The Company understands that the allegations originate with an industry competitor and is cooperating in the investigation.
From
time to time, the Company is a party to or may be threatened with other litigation or arbitration, claims or assessments arising in the ordinary course of its business. Management regularly
analyzes current information including, as applicable, the Company's defenses and insurance coverage and, as necessary, provides accruals for probable liabilities for the eventual disposition of these
matters.
The
Company, like other healthcare providers, insurance plans and suppliers, conducts its operations under intense government regulation and scrutiny. It must comply with regulations which relate to
or govern the safety and efficacy of medical products and supplies, the marketing and distribution of such products, the operation of manufacturing facilities, laboratories, dialysis clinics and other
health care facilities, and environmental and occupational health and safety. With respect to its development, manufacture, marketing and distribution of medical products, if such compliance is not
maintained, the Company could be subject to significant adverse regulatory actions by the U.S. Food and Drug Administration ("FDA") and comparable regulatory authorities outside the U.S. These
regulatory
57
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
actions
could include warning letters or other enforcement notices from the FDA, and/or comparable foreign regulatory authority which may require the Company to expend significant time and resources
in order to implement appropriate corrective actions. If the Company does not address matters raised in warning letters or other enforcement notices to the satisfaction of the FDA and/or comparable
regulatory authorities outside the U.S., these regulatory authorities could take additional actions, including product recalls, injunctions against the distribution of products or operation of
manufacturing plants, civil penalties, seizures of the Company's products and/or criminal prosecution. FMCH is currently engaged in remediation efforts with respect to one pending FDA warning letter.
The Company must also comply with the laws of the United States, including the federal Anti-Kickback Statute, the federal False Claims Act, the federal Stark Law, the federal Civil Monetary Penalties
Law and the federal Foreign Corrupt Practices Act as well as other federal and state fraud and abuse laws. Applicable laws or regulations may be amended, or enforcement agencies or courts may make
interpretations that differ from the Company's interpretations or the manner in which it conducts its business. Enforcement has become a high priority for the federal government and some states. In
addition, the provisions of the False Claims Act authorizing payment of a portion of any recovery to the party bringing the suit encourage private plaintiffs to commence whistleblower actions. By
virtue of this regulatory environment, the Company's business activities and practices are subject to extensive review by regulatory authorities and private parties, and
continuing audits, subpoenas, other inquiries, claims and litigation relating to the Company's compliance with applicable laws and regulations. The Company may not always be aware that an inquiry or
action has begun, particularly in the case of whistleblower actions, which are initially filed under court seal.
The
Company operates many facilities and handles the personal data ("PD") of its patients and beneficiaries throughout the United States and other parts of the world, and engages with other business
associates to help it carry out its health care activities. In such a decentralized system, it is often difficult to maintain the desired level of oversight and control over the thousands of
individuals employed by many affiliated companies and its business associates. On occasion, the Company or its business associates may experience a breach under the Health Insurance Portability and
Accountability Act Privacy Rule and Security Rules, the EU's General Data Protection Regulation and or other similar laws ("Data Protection Laws") when there has been impermissible use, access, or
disclosure of unsecured PD or when the Company or its business associates neglect to implement the required administrative, technical and physical safeguards of its electronic systems and devices, or
a data breach that results in impermissible use, access or disclosure of personal identifying information of its employees, patients and beneficiaries. On those occasions, the Company must comply with
applicable breach notification requirements.
The
Company relies upon its management structure, regulatory and legal resources, and the effective operation of its compliance program to direct, manage and monitor the activities of its employees.
On occasion, the Company may identify instances where employees or other agents deliberately, recklessly or inadvertently contravene the Company's policies or violate applicable law. The actions of
such persons may subject the Company and its subsidiaries to liability under the Anti-Kickback Statute, the Stark Law, the False Claims Act, Data Protection Laws, the Health Information Technology for
Economic and Clinical Health Act and the Foreign Corrupt Practices Act, among other laws and comparable state laws or laws of other countries.
Physicians,
hospitals and other participants in the healthcare industry are also subject to a large number of lawsuits alleging professional negligence, malpractice, product liability, worker's
compensation or related claims, many of which involve large claims and significant defense costs. The Company has been and is currently subject to these suits due to the nature of its business and
expects that those types of lawsuits may continue. Although the Company maintains insurance at a level which it believes to be prudent, it cannot assure that the coverage limits will be adequate or
that insurance will cover all asserted claims. A successful claim against the Company or any of its subsidiaries in excess of insurance coverage could have a material adverse effect upon it and the
results of its operations. Any claims, regardless of their merit or eventual outcome, could have a material adverse effect on the Company's reputation and business.
58
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
The Company has also had claims asserted against it and has had lawsuits filed against it relating to alleged patent infringements or businesses that it has acquired or
divested. These claims and suits relate both to operation of the businesses and to the acquisition and divestiture transactions. The Company has, when appropriate, asserted its own claims, and claims
for indemnification. A successful claim against the Company or any of its subsidiaries could have a material adverse effect upon its business, financial condition, and the results of its operations.
Any claims, regardless of their merit or eventual outcome, could have a material adverse effect on the Company's reputation and business.
In
Germany, the tax audits for the years 2006 through 2009 have been substantially completed. The German tax authorities have indicated a re-qualification of dividends received in connection with
intercompany mandatorily redeemable preferred shares into fully taxable interest payments for these and subsequent years until 2013 and the disallowance of certain other tax deductions. The Company
has defended its position and will avail itself of appropriate remedies. An adverse determination with respect to fully taxable interest payments related to intercompany mandatorily redeemable
preferred shares and the disallowance of certain other tax deductions could have a material adverse effect on the Company's financial condition and results of operations.
The
Company is also subject to ongoing and future tax audits in the U.S., Germany and other jurisdictions in the ordinary course of business. Tax authorities routinely pursue adjustments to the
Company's tax returns and disallowances of claimed tax deductions. When appropriate, the Company defends these adjustments and disallowances and asserts its own claims. A successful tax related claim
against the Company or any of its subsidiaries could have a material adverse effect upon its business, financial condition and results of operations. Any claims, regardless of their merit or eventual
outcome, could have a material adverse effect on the Company's reputation and business.
Other
than those individual contingent liabilities mentioned above, the current estimated amount of the Company's other known individual contingent liabilities is immaterial.
12. Financial instruments
Transition from IAS 39 to IFRS 9
The Company applied IFRS 9 using the modified retrospective method. Comparative periods have not been restated. Differences in the carrying amounts of
financial instruments resulting from the adoption of IFRS 9 are recognized in retained earnings as at January 1, 2018. Information presented for 2017 does not reflect the requirements of
IFRS 9 and consequently is not comparable to the information presented for 2018 under IFRS 9.
At
the date of initial application, the Company determined the business model within which a financial asset is held. Further, certain equity investments have been designated at FVOCI. Changes to the
hedge accounting policy are applied prospectively. The existing hedging relationships designated under IAS 39 at December 31, 2017 met the criteria for hedge accounting under
IFRS 9 as well and are regarded as continuing hedging relationships.
59
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
The
following table shows the measurement categories under IAS 39 at December 31, 2017 and the new classification of financial assets under IFRS 9 at January 1, 2018:
|
|
|
|
|
|
|
|
|
|
|
|
Financial asset classification under IFRS 9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in € THOUS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Categories under IAS 39
|
|
New
classification
under IFRS 9
|
|
|
Carrying amount
under IAS 39
|
|
|
Carrying amount
under IFRS 9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
adjusted
|
|
|
|
|
|
|
|
|
December 31, 2017
|
|
|
December 31, 2017
|
|
Cash and cash equivalents
|
|
Not assigned to a category
|
|
Amortized cost
|
|
|
620,145
|
|
|
620,145
|
|
Cash and cash equivalents
|
|
Not assigned to a category
|
|
FVPL
|
|
|
357,964
|
|
|
357,964
|
|
Trade accounts and other receivables
|
|
Loans and receivables
|
|
Amortized cost
|
|
|
3,330,990
|
|
|
3,327,692
|
|
Trade accounts and other receivables
|
|
Not assigned to a category
|
|
Not classified
|
|
|
58,336
|
|
|
58,144
|
|
Accounts receivable from related parties
|
|
Loans and receivables
|
|
Amortized cost
|
|
|
111,643
|
|
|
111,643
|
|
Derivatives - cash flow hedging instruments
(1)
|
|
Not assigned to a category
|
|
Not classified
|
|
|
561
|
|
|
561
|
|
Derivatives - not designated as hedging instruments
(1)
|
|
FVPL
|
|
FVPL
|
|
|
113,713
|
|
|
113,713
|
|
Equity investments
(1)
|
|
Available for sale
|
|
FVOCI
|
|
|
16,010
|
|
|
16,010
|
|
Equity investments
(1)
|
|
Not assigned to a category
|
|
FVOCI
|
|
|
10,537
|
|
|
10,537
|
|
Equity investments
(1)
|
|
Not assigned to a category
|
|
FVPL
|
|
|
7,259
|
|
|
7,259
|
|
Debt securities
(1)
|
|
Available for sale
|
|
FVOCI
|
|
|
2,650
|
|
|
2,650
|
|
Debt securities
(1)
|
|
Available for sale
|
|
Not classified
|
|
|
833
|
|
|
833
|
|
Other financial assets
(1)
|
|
Loans and receivables
|
|
Amortized cost
|
|
|
130,964
|
|
|
129,614
|
|
Other financial assets
(1)
|
|
Not assigned to a category
|
|
Not classified
|
|
|
78,368
|
|
|
78,132
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial assets
|
|
|
|
|
|
|
4,839,973
|
|
|
4,834,897
|
|
(1) Included in Other current assets or Other non-current assets in the consolidated balance sheets.
Financial
liabilities measured at amortized cost under IAS 39 are also classified as measured at amortized cost under IFRS 9, with no change to the carrying amounts of the liabilities.
This is also applicable for financial liabilities measured at FVPL under IAS 39 and IFRS 9 as well as financial liabilities not assigned to a category under IAS 39 and not
classified under IFRS 9.
The
transition to IFRS 9 had an impact on retained earnings at January 1, 2018 in the amount of €5,076. This impact results from the recognition of expected credit losses
under IFRS 9. For further details on Trade accounts and other receivables, see note 5.
60
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
Financial instruments in accordance with IFRS 9
The following tables show the carrying amounts and fair values of the Company's financial instruments at June 30, 2018 and December 31, 2017:
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Carrying amount and fair value of financial instruments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in € THOUS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, 2018
|
|
|
Carrying amount
|
|
|
Fair value
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortized
cost
|
|
|
FVPL
|
|
|
FVOCI
|
|
|
Not
classified
|
|
|
Total
|
|
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
(1)
|
|
|
571,040
|
|
|
1,086,421
|
|
|
-
|
|
|
-
|
|
|
1,657,461
|
|
|
-
|
|
|
1,086,421
|
|
|
-
|
|
Trade accounts and other receivables
|
|
|
3,475,476
|
|
|
-
|
|
|
-
|
|
|
76,739
|
|
|
3,552,215
|
|
|
-
|
|
|
-
|
|
|
-
|
|
Accounts receivable from related parties
|
|
|
135,142
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
135,142
|
|
|
-
|
|
|
-
|
|
|
-
|
|
Derivatives - cash flow hedging instruments
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
1,728
|
|
|
1,728
|
|
|
-
|
|
|
1,728
|
|
|
-
|
|
Derivatives - not designated as hedging instruments
|
|
|
-
|
|
|
104,180
|
|
|
-
|
|
|
-
|
|
|
104,180
|
|
|
-
|
|
|
104,180
|
|
|
-
|
|
Equity investments
|
|
|
-
|
|
|
106,017
|
|
|
32,513
|
|
|
-
|
|
|
138,530
|
|
|
17,746
|
|
|
120,784
|
|
|
-
|
|
Debt securities
|
|
|
-
|
|
|
152,581
|
|
|
2,606
|
|
|
-
|
|
|
155,187
|
|
|
152,581
|
|
|
2,606
|
|
|
-
|
|
Other financial assets
|
|
|
112,925
|
|
|
-
|
|
|
-
|
|
|
77,260
|
|
|
190,185
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other current and non-current assets
|
|
|
112,925
|
|
|
362,778
|
|
|
35,119
|
|
|
78,988
|
|
|
589,810
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial assets
|
|
|
4,294,583
|
|
|
1,449,199
|
|
|
35,119
|
|
|
155,727
|
|
|
5,934,628
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts payable
|
|
|
558,901
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
558,901
|
|
|
-
|
|
|
-
|
|
|
-
|
|
Accounts payable to related parties
|
|
|
182,534
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
182,534
|
|
|
-
|
|
|
-
|
|
|
-
|
|
Short-term debt and short-term debt from related parties
|
|
|
876,324
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
876,324
|
|
|
-
|
|
|
-
|
|
|
-
|
|
Long-term debt and capital lease obligations
|
|
|
6,351,479
|
|
|
-
|
|
|
-
|
|
|
36,238
|
|
|
6,387,717
|
|
|
-
|
|
|
6,672,620
|
|
|
-
|
|
Derivatives - cash flow hedging instruments
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
1,880
|
|
|
1,880
|
|
|
-
|
|
|
1,880
|
|
|
-
|
|
Derivatives - not designated as hedging instruments
|
|
|
-
|
|
|
110,501
|
|
|
-
|
|
|
-
|
|
|
110,501
|
|
|
-
|
|
|
110,501
|
|
|
-
|
|
Variable payments outstanding for acquisitions
|
|
|
-
|
|
|
195,109
|
|
|
-
|
|
|
-
|
|
|
195,109
|
|
|
-
|
|
|
-
|
|
|
195,109
|
|
Noncontrolling interest subject to put provisions
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
781,290
|
|
|
781,290
|
|
|
-
|
|
|
-
|
|
|
781,290
|
|
Other financial liabilities
|
|
|
1,452,618
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
1,452,618
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other current and non-current liabilities
|
|
|
1,452,618
|
|
|
305,610
|
|
|
-
|
|
|
783,170
|
|
|
2,541,398
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial liabilities
|
|
|
9,421,856
|
|
|
305,610
|
|
|
-
|
|
|
819,408
|
|
|
10,546,874
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Highly liquid short-term investments are categorized in level 2 of the fair value hierarchy. Other cash and cash equivalents is not categorized.
61
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Carrying amount and fair value of financial instruments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in € THOUS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2017
|
|
|
Carrying amount
|
|
|
Fair value
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans and
receivables
|
|
|
Amortized
cost
|
|
|
FVPL
|
|
|
Available for sale
|
|
|
Not
assigned
to a
category
|
|
|
Total
|
|
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
(1)
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
978,109
|
|
|
978,109
|
|
|
-
|
|
|
357,964
|
|
|
-
|
|
Trade accounts and other receivables
|
|
|
3,330,990
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
58,336
|
|
|
3,389,326
|
|
|
-
|
|
|
-
|
|
|
-
|
|
Accounts receivable from related parties
|
|
|
111,643
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
111,643
|
|
|
-
|
|
|
-
|
|
|
-
|
|
Derivatives - cash flow hedging instruments
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
561
|
|
|
561
|
|
|
-
|
|
|
561
|
|
|
-
|
|
Derivatives - not designated as hedging instruments
|
|
|
-
|
|
|
-
|
|
|
113,713
|
|
|
-
|
|
|
-
|
|
|
113,713
|
|
|
-
|
|
|
113,713
|
|
|
-
|
|
Equity investments
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
16,010
|
|
|
17,796
|
|
|
33,806
|
|
|
16,010
|
|
|
17,796
|
|
|
-
|
|
Debt securities
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
3,483
|
|
|
-
|
|
|
3,483
|
|
|
-
|
|
|
3,483
|
|
|
-
|
|
Other financial assets
|
|
|
130,964
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
78,368
|
|
|
209,332
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other current and non-current assets
|
|
|
130,964
|
|
|
-
|
|
|
113,713
|
|
|
19,493
|
|
|
96,725
|
|
|
360,895
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial assets
|
|
|
3,573,597
|
|
|
-
|
|
|
113,713
|
|
|
19,493
|
|
|
1,133,170
|
|
|
4,839,973
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts payable
|
|
|
-
|
|
|
590,493
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
590,493
|
|
|
-
|
|
|
-
|
|
|
-
|
|
Accounts payable to related parties
|
|
|
-
|
|
|
147,349
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
147,349
|
|
|
-
|
|
|
-
|
|
|
-
|
|
Short-term debt and short-term debt from related parties
|
|
|
-
|
|
|
769,279
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
769,279
|
|
|
-
|
|
|
-
|
|
|
-
|
|
Long-term debt and capital lease obligations
|
|
|
-
|
|
|
6,640,703
|
|
|
-
|
|
|
-
|
|
|
37,704
|
|
|
6,678,407
|
|
|
-
|
|
|
7,084,986
|
|
|
-
|
|
Derivatives - cash flow hedging instruments
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
3,209
|
|
|
3,209
|
|
|
-
|
|
|
3,209
|
|
|
-
|
|
Derivatives - not designated as hedging instruments
|
|
|
-
|
|
|
-
|
|
|
111,953
|
|
|
-
|
|
|
-
|
|
|
111,953
|
|
|
-
|
|
|
111,953
|
|
|
-
|
|
Variable payments outstanding for acquisitions
|
|
|
-
|
|
|
-
|
|
|
205,792
|
|
|
-
|
|
|
-
|
|
|
205,792
|
|
|
-
|
|
|
-
|
|
|
205,792
|
|
Noncontrolling interest subject to put provisions
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
830,773
|
|
|
830,773
|
|
|
-
|
|
|
-
|
|
|
830,773
|
|
Other financial liabilities
|
|
|
-
|
|
|
1,446,469
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
1,446,469
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other current and non-current liabilities
|
|
|
-
|
|
|
1,446,469
|
|
|
317,745
|
|
|
-
|
|
|
833,982
|
|
|
2,598,196
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial liabilities
|
|
|
-
|
|
|
9,594,293
|
|
|
317,745
|
|
|
-
|
|
|
871,686
|
|
|
10,783,724
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Highly liquid short-term investments are categorized in level 2 of the fair value hierarchy. Other cash and cash equivalents is not categorized.
Derivative
and non-derivative financial instruments are categorised in the following three-tier fair value hierarchy that reflects the significance of the inputs in making the measurements.
Level 1 is defined as observable inputs, such as quoted prices in active markets. Level 2 is defined as inputs other than quoted prices in active markets that are directly or indirectly
observable. Level 3 is defined as unobservable inputs for which little or no market data exists, therefore requiring the Company to develop its own assumptions. Fair value information is not
provided for financial
62
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
instruments,
if the carrying amount is a reasonable estimate of fair value due to the relatively short period of maturity of these instruments. Transfers between levels of the fair value hierarchy
have not occurred as of
June 30, 2018 and December 31, 2017. The Company accounts for possible transfers at the end of the reporting period.
Derivative financial instruments
In order to manage the risk of currency exchange rate fluctuations and interest rate fluctuations, the Company enters into various hedging transactions by
means of derivative instruments with highly rated financial institutions. The Company primarily enters into foreign exchange forward contracts and interest rate swaps. Derivative contracts that do not
qualify for hedge accounting are utilized for economic purposes. The Company does not use financial instruments for trading purposes. Additionally the Company purchased share options in connection
with the issuance of the Convertible Bonds. Any change in the Company's share price above the conversion price would be offset by a corresponding value change in the share options.
Non-derivative financial instruments
The significant methods and assumptions used for the classification and measurement of non-derivative financial instruments are as follows:
The
Company assessed its business models and the cash flow characteristics of its financial assets. The vast majority of the non-derivative financial assets are held in order to collect the
contractual cash flows. The contractual terms of the financial assets allow the conclusion that the cash flows represent payment of principle and interest only. Trade accounts and other receivables,
Accounts receivable from related parties and Other financial assets are consequently measured at amortized cost.
Cash
and cash equivalents are comprised of cash funds and other short-term investments. Cash funds are measured at amortized cost. Short-term investments are highly liquid and readily convertible to
known amounts of cash. Short-term investments are measured at FVPL. This risk of changes in fair value is insignificant.
Equity
investments are not held for trading. At initial recognition the Company elected, on an instrument-by-instrument basis, to represent subsequent changes in the fair value of individual
investments in OCI. If equity instruments are quoted in an active market, the fair value is based on price quotations at the period-end-date.
The
majority of debt securities are quoted in an active market and do not give rise to cash flows that are solely payments of principle and interest. Consequently these securities are measured at
FVPL. A small part of the debt securities are held within a business model whose objective is achieving both contractual cash flows and sell the securities. The standard coupon bonds give rise on
specified dates to cash flows that are solely payments of principal and interest on the outstanding principal amount. Subsequently these financial assets have been classified as FVOCI.
Long-term
debt is recognized at its carrying amount. The fair values of major long-term debt are calculated on the basis of market information. Liabilities for which market quotes are available are
measured using these quotes. The fair values of the other long-term debt are calculated at the present value of the respective future cash flows. To determine these present values, the prevailing
interest rates and credit spreads for the Company as of the balance sheet date are used.
Variable
payments outstanding for acquisitions are recognized at their fair value. The estimation of the individual fair values is based on the key inputs of the arrangement that determine the future
contingent payment as well as the Company's expectation of these factors. The Company assesses the likelihood and timing of achieving the relevant objectives. The underlying assumptions are reviewed
regularly.
Noncontrolling
interests subject to put provisions are recognized at their fair value. The methodology the Company uses to estimate the fair values assumes the greater of net book value or a multiple
of earnings, based on historical earnings, development stage of the underlying business and other factors. Additionally, there are put provisions that are valued by an external valuation firm. The
external valuation estimates the fair values using a combination of discounted cash flows and a multiple of earnings and/or revenue. When applicable, the obligations are discounted at a pre-tax
discount rate that reflects current market assessments of the time value of money and the risks specific to the liability. The estimated fair values of the noncontrolling interests subject to these
put provisions can also fluctuate, and the discounted cash flows as well as the implicit multiple of earnings and/or revenue at which these noncontrolling interest obligations may ultimately be
settled could vary significantly from the Company's current estimates depending upon market conditions.
63
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
Following is a roll forward of variable payments outstanding for acquisitions and noncontrolling interests subject to put provisions at June 30, 2018 and
December 31, 2017:
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation from beginning to ending balance of level 3 financial instruments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in € THOUS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Variable
payments
outstanding for
acquisitions
|
|
|
Noncontrolling
interests subject
to put provisions
|
|
|
Variable
payments
outstanding for
acquisitions
|
|
|
Noncontrolling
interests subject
to put provisions
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Beginning balance at January 1,
|
|
|
205,792
|
|
|
830,773
|
|
|
223,504
|
|
|
1,007,733
|
Increase
|
|
|
653
|
|
|
8,598
|
|
|
21,128
|
|
|
85,322
|
Decrease
|
|
|
(13,888)
|
|
|
(23,625)
|
|
|
(32,764)
|
|
|
(121,057)
|
(Gain) Loss recognized in profit or loss
|
|
|
3,254
|
|
|
65,776
|
|
|
(2,685)
|
|
|
160,916
|
(Gain) Loss recognized in equity
|
|
|
-
|
|
|
(68,603)
|
|
|
-
|
|
|
(20,012)
|
Dividends
|
|
|
-
|
|
|
(51,025)
|
|
|
-
|
|
|
(164,404)
|
Foreign currency translation and other changes
|
|
|
(702)
|
|
|
19,396
|
|
|
(3,391)
|
|
|
(117,725)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ending balance at June 30, and December 31,
|
|
|
195,109
|
|
|
781,290
|
|
|
205,792
|
|
|
830,773
|
|
|
|
|
|
|
|
|
|
|
|
|
|
13. Segment and corporate information
The Company's operating segments are the North America Segment, the EMEA Segment, the Asia-Pacific Segment and the Latin America Segment. The operating segments are determined
based upon how the Company manages its businesses with geographical responsibilities. All segments are primarily engaged in providing health care services and the distribution of products and
equipment for the treatment of ESRD and other extracorporeal therapies.
Management
evaluates each segment using measures that reflect all of the segment's controllable revenues and expenses. With respect to the performance of business operations, management believes that
the most appropriate measures are revenue, operating income and operating income margin. The Company does not
include income taxes as it believes this is outside the segments' control. Financing is a corporate function, which the Company's segments do not control. Therefore, the Company does not include
interest expense relating to financing as a segment measurement. Similarly, the Company does not allocate certain costs, which relate primarily to certain headquarters' overhead charges, including
accounting and finance, because the Company believes that these costs are also not within the control of the individual segments. Production of products, production asset management, quality
management and procurement related to production are centrally managed at Corporate. The Company's global research and development is also centrally managed at Corporate. These corporate activities do
not fulfill the definition of a segment according to IFRS 8. Products are transferred to the segments at cost; therefore no internal profit is generated. The associated internal revenue for the
product transfers and their elimination are recorded as corporate activities. Capital expenditures for production are based on the expected demand of the segments and consolidated profitability
considerations. In addition, certain revenues, investments and intangible assets, as well as any related expenses, are not allocated to a segment but are accounted for as Corporate.
64
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
Information
pertaining to the Company's segment and Corporate activities for the three and six months ended June 30, 2018 and 2017 is set forth below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment and corporate information
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in € THOUS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North
America
Segment
|
|
|
EMEA
Segment
|
|
|
Asia-
Pacific
Segment
|
|
|
Latin
America
Segment
|
|
|
Segment
Total
|
|
|
Corporate
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended June 30, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue from contracts with external customers
|
|
|
2,919,567
|
|
|
643,992
|
|
|
405,391
|
|
|
162,914
|
|
|
4,131,864
|
|
|
4,108
|
|
|
4,135,972
|
Other revenues
|
|
|
51,733
|
|
|
8,320
|
|
|
16,828
|
|
|
852
|
|
|
77,733
|
|
|
-
|
|
|
77,733
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue external customers
|
|
|
2,971,300
|
|
|
652,312
|
|
|
422,219
|
|
|
163,766
|
|
|
4,209,597
|
|
|
4,108
|
|
|
4,213,705
|
Inter-segment revenue
|
|
|
830
|
|
|
-
|
|
|
131
|
|
|
12
|
|
|
973
|
|
|
(973)
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
2,972,130
|
|
|
652,312
|
|
|
422,350
|
|
|
163,778
|
|
|
4,210,570
|
|
|
3,135
|
|
|
4,213,705
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income
|
|
|
1,285,973
|
|
|
104,923
|
|
|
77,851
|
|
|
11,169
|
|
|
1,479,916
|
|
|
(78,817)
|
|
|
1,401,099
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(84,297)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,316,802
|
Depreciation and amortization
|
|
|
(94,992)
|
|
|
(28,417)
|
|
|
(10,987)
|
|
|
(5,849)
|
|
|
(140,245)
|
|
|
(39,997)
|
|
|
(180,242)
|
Income (loss) from equity method investees
|
|
|
18,860
|
|
|
(3,381)
|
|
|
759
|
|
|
285
|
|
|
16,523
|
|
|
-
|
|
|
16,523
|
Additions of property, plant and equipment and intangible assets
|
|
|
172,838
|
|
|
35,571
|
|
|
13,382
|
|
|
7,632
|
|
|
229,423
|
|
|
53,387
|
|
|
282,810
|
Three months ended June 30, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue external customers
|
|
|
3,225,014
|
|
|
641,726
|
|
|
417,381
|
|
|
182,687
|
|
|
4,466,808
|
|
|
4,213
|
|
|
4,471,021
|
Inter-segment revenue
|
|
|
498
|
|
|
1
|
|
|
3
|
|
|
95
|
|
|
597
|
|
|
(597)
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
3,225,512
|
|
|
641,727
|
|
|
417,384
|
|
|
182,782
|
|
|
4,467,405
|
|
|
3,616
|
|
|
4,471,021
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income
|
|
|
469,536
|
|
|
112,664
|
|
|
78,232
|
|
|
12,460
|
|
|
672,892
|
|
|
(89,591)
|
|
|
583,301
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(94,966)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
488,335
|
Depreciation and amortization
|
|
|
(100,711)
|
|
|
(30,296)
|
|
|
(11,878)
|
|
|
(4,536)
|
|
|
(147,421)
|
|
|
(38,652)
|
|
|
(186,072)
|
Income (loss) from equity method investees
|
|
|
22,472
|
|
|
(104)
|
|
|
366
|
|
|
205
|
|
|
22,939
|
|
|
-
|
|
|
22,939
|
Additions of property, plant and equipment and intangible assets
|
|
|
136,037
|
|
|
23,432
|
|
|
12,143
|
|
|
10,514
|
|
|
182,126
|
|
|
43,622
|
|
|
225,748
|
Six months ended June 30, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue from contracts with external customers
|
|
|
5,639,194
|
|
|
1,275,216
|
|
|
786,192
|
|
|
332,254
|
|
|
8,032,856
|
|
|
7,751
|
|
|
8,040,607
|
Other revenues
|
|
|
106,568
|
|
|
12,904
|
|
|
27,489
|
|
|
1,766
|
|
|
148,727
|
|
|
-
|
|
|
148,727
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue external customers
|
|
|
5,745,762
|
|
|
1,288,120
|
|
|
813,681
|
|
|
334,020
|
|
|
8,181,583
|
|
|
7,751
|
|
|
8,189,334
|
Inter-segment revenue
|
|
|
1,230
|
|
|
303
|
|
|
318
|
|
|
51
|
|
|
1,902
|
|
|
(1,902)
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
5,746,992
|
|
|
1,288,423
|
|
|
813,999
|
|
|
334,071
|
|
|
8,183,485
|
|
|
5,849
|
|
|
8,189,334
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income
|
|
|
1,648,181
|
|
|
213,857
|
|
|
152,071
|
|
|
25,283
|
|
|
2,039,392
|
|
|
(141,417)
|
|
|
1,897,975
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(164,273)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,733,702
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
(185,647)
|
|
|
(57,278)
|
|
|
(22,146)
|
|
|
(10,429)
|
|
|
(275,500)
|
|
|
(79,736)
|
|
|
(355,236)
|
Income (loss) from equity method investees
|
|
|
37,661
|
|
|
(4,715)
|
|
|
1,094
|
|
|
387
|
|
|
34,427
|
|
|
-
|
|
|
34,427
|
Total assets
|
|
|
16,542,759
|
|
|
3,677,443
|
|
|
2,189,363
|
|
|
684,928
|
|
|
23,094,493
|
|
|
1,950,435
|
|
|
25,044,928
|
thereof investments on equity method investees
|
|
|
313,190
|
|
|
178,568
|
|
|
97,718
|
|
|
24,194
|
|
|
613,670
|
|
|
-
|
|
|
613,670
|
Additions of property, plant and equipment and intangible assets
|
|
|
314,659
|
|
|
65,976
|
|
|
23,416
|
|
|
11,428
|
|
|
415,479
|
|
|
98,501
|
|
|
513,980
|
Six months ended June 30, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue external customers
|
|
|
6,599,856
|
|
|
1,255,413
|
|
|
794,926
|
|
|
360,096
|
|
|
9,010,291
|
|
|
8,850
|
|
|
9,019,141
|
Inter-segment revenue
|
|
|
1,172
|
|
|
1
|
|
|
22
|
|
|
152
|
|
|
1,347
|
|
|
(1,347)
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
6,601,028
|
|
|
1,255,414
|
|
|
794,948
|
|
|
360,248
|
|
|
9,011,638
|
|
|
7,503
|
|
|
9,019,141
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income
|
|
|
995,351
|
|
|
227,143
|
|
|
160,067
|
|
|
26,865
|
|
|
1,409,426
|
|
|
(174,846)
|
|
|
1,234,580
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(187,694)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,046,886
|
Depreciation and amortization
|
|
|
(205,718)
|
|
|
(60,749)
|
|
|
(23,533)
|
|
|
(9,044)
|
|
|
(299,044)
|
|
|
(76,937)
|
|
|
(375,981)
|
Income (loss) from equity method investees
|
|
|
37,280
|
|
|
(950)
|
|
|
1,170
|
|
|
324
|
|
|
37,824
|
|
|
-
|
|
|
37,824
|
Total assets
|
|
|
16,215,990
|
|
|
3,632,465
|
|
|
2,073,225
|
|
|
666,266
|
|
|
22,587,946
|
|
|
2,126,967
|
|
|
24,714,913
|
thereof investments on equity method investees
|
|
|
318,264
|
|
|
187,672
|
|
|
97,629
|
|
|
24,051
|
|
|
627,616
|
|
|
-
|
|
|
627,616
|
Additions of property, plant and equipment and intangible assets
|
|
|
260,738
|
|
|
53,660
|
|
|
21,559
|
|
|
17,874
|
|
|
353,831
|
|
|
84,515
|
|
|
438,346
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
65
Table of Contents
FRESENIUS MEDICAL CARE AG & Co. KGaA
Notes to consolidated financial statements
(unaudited)
(in THOUS, except share and per share data)
14. Supplementary cash flow information
The following additional information is provided with respect to net cash provided by (used in) investing activities:
|
|
|
|
|
|
|
Details for net cash provided by (used in) investing activities
|
|
|
|
|
|
|
|
in € THOUS
|
|
|
|
|
|
|
|
|
|
|
For the six months ended
June 30,
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
Details for acquisitions
|
|
|
|
|
|
|
Assets acquired
|
|
|
(116,628)
|
|
|
(542,688)
|
Liabilities assumed
|
|
|
5,541
|
|
|
133,695
|
Noncontrolling interests subject to put provisions
|
|
|
-
|
|
|
8,031
|
Noncontrolling interests
|
|
|
43,526
|
|
|
55,049
|
Non-cash consideration
|
|
|
5,814
|
|
|
9,966
|
|
|
|
|
|
|
|
Cash paid
|
|
|
(61,747)
|
|
|
(335,947)
|
Less cash acquired
|
|
|
2,002
|
|
|
6,947
|
|
|
|
|
|
|
|
Net cash paid for acquisitions
|
|
|
(59,745)
|
|
|
(329,000)
|
|
|
|
|
|
|
|
Cash paid for investments
|
|
|
(245,006)
|
|
|
(15,189)
|
Cash paid for intangible assets
|
|
|
(40,793)
|
|
|
(7,366)
|
|
|
|
|
|
|
|
Total cash paid for acquisitions and investments, net of cash acquired, and purchases of intangible assets
|
|
|
(345,544)
|
|
|
(351,555)
|
|
|
|
|
|
|
|
Details for divestitures
|
|
|
|
|
|
|
Cash received from sale of subsidiaries or other businesses, less cash disposed
|
|
|
1,662,298
|
|
|
170
|
Cash received from divestitures of debt securities
|
|
|
83
|
|
|
9,431
|
Cash received from repayment of loans
|
|
|
77
|
|
|
33
|
|
|
|
|
|
|
|
Proceeds from divestitures
|
|
|
1,662,458
|
|
|
9,634
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acquisitions
of the last twelve months decreased net income (net income attributable to shareholders of FMC-AG Co. KGaA) for the six months ended June 30, 2018 by €239.
15. Events occurring after the balance sheet date
No significant activities have taken place subsequent to the balance sheet date June 30, 2018 that have a material impact on the key figures and earnings presented.
Currently, there are no other significant changes in the Company's structure, management, legal form or personnel.
66
Table of Contents
Quantitative and qualitative disclosures about market risk
The information in note 12 of the notes to consolidated financial statements (unaudited), presented elsewhere in this report is incorporated by this
reference.
67
Table of Contents
Controls and procedures
The Company is a "foreign private issuer" within the meaning of Rule 3b-4(c) under the Securities Exchange Act of 1934, as amended (the "Exchange Act").
As such, the Company is not required to file quarterly reports with the Securities and Exchange Commission and is required to provide an evaluation of the effectiveness of its disclosure controls and
procedures, to disclose significant changes in its internal control over financial reporting and to provide certifications of its Chief Executive Officer and Chief Financial Officer under
Sections 302 and 906 of the Sarbanes-Oxley Act of 2002 only in its Annual Report on Form 20-F. The Company furnishes quarterly financial information to the Securities and Exchange
Commission (the "Commission") and such certifications under cover of Form 6-K on a voluntary basis and pursuant to the provisions of the Company's pooling agreement entered into for the benefit
of the public holders of our shares. In connection with such voluntary reporting, the Company's management, including the Chief Executive Officer and the Chief Financial Officer of the Company's
General Partner, has conducted an evaluation of the effectiveness of the Company's disclosure controls and procedures as of the end of the period covered by this report, of the type contemplated by
Securities Exchange Act Rule 13a-15. Based on that evaluation, the Chief Executive Officer and the Chief Financial Officer concluded in connection with the furnishing of this report, that the
Company's disclosure controls and procedures are designed to ensure that the information the Company is required to disclose in the reports filed or furnished under the Act is recorded, processed,
summarized and reported within the time periods specified in the Commission's rules and forms and are effective to ensure that the information the Company is required to disclose in its reports is
accumulated and communicated to the General Partner's Management Board, including the General Partner's Chief Executive Officer and the Chief Financial Officer, as appropriate to allow timely
decisions regarding required disclosure. During the past fiscal quarter, there have been no significant changes in internal controls, or in factors that could significantly affect internal controls.
The
Company has substantially concluded its investigations into allegations of conduct outside the U.S. that may violate the U.S. Foreign Corrupt Practices Act or other anti-bribery laws and has
undertaken discussions toward a possible settlement with the government agencies that would avoid litigation over government demands related to certain identified conduct. These discussions are
continuing and have not yet achieved an agreement; failure to reach agreement and consequent litigation with either or both government agencies remains possible, see note 11 of the notes to the
consolidated financial statements (unaudited) presented elsewhere in this Report. The Company continues to implement enhancements to its anti-corruption compliance program, including internal controls
related to compliance with international anti-bribery laws.
68
Table of Contents
OTHER INFORMATION
Legal and regulatory matters
The information in note 11 of the notes to consolidated financial statements (unaudited), presented elsewhere in this report is incorporated by this
reference.
Submission of Matters to a Vote of Security Holders
The Company held its Annual General Meeting ("AGM") in Frankfurt, Germany on May 17, 2018. Shareholder representation at the AGM was as follows:
Out
of the capital stock of EUR 308,121,322, 80.46% of the share capital was represented.
The
six resolutions proposed for action by the ordinary shareholders at the AGM and the voting results thereon are as follows:
|
|
|
|
|
|
|
|
|
|
|
Votes
(in percentage of
shares actually
voting)
|
|
|
Resolution
|
|
In Favor
|
|
Opposed
|
TOPIC 1
|
|
Resolution on the approval of the annual financial statements of Fresenius Medical Care AG & Co.
KGaA for fiscal year 2017
|
|
99.89%
|
|
0.11%
|
TOPIC 2
|
|
Resolution on the allocation of distributable profit
|
|
88.27%
|
|
11.73%
|
TOPIC 3
|
|
Resolution on the approval of the actions of the General Partner for fiscal year 2017
|
|
99.23%
|
|
0.77%
|
TOPIC 4
|
|
Resolution on the approval of the actions of the Supervisory Board for fiscal year 2017
|
|
95.46%
|
|
4.54%
|
TOPIC 5
|
|
Election of the auditor and consolidated group auditor for fiscal year 2018
|
|
93.37%
|
|
6.63%
|
TOPIC 6
|
|
Modernization and revision of various provisions of the Articles of Association
|
|
99.73%
|
|
0.27%
|
69
Table of Contents
Exhibits
|
|
|
Exhibit No.
|
|
|
31.1
|
|
Certification of Chief Executive Officer and Chairman of the Management Board of the Company's General Partner Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act
of 2002.
|
31.2
|
|
Certification of Chief Financial Officer and member of the Management Board of the Company's General Partner Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.
|
32.1
|
|
Certification of Chief Executive Officer and Chairman of the Management Board of the Company's General Partner and Chief Financial Officer and member of the Management Board of the Company's General Partner Pursuant to
18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (this exhibit accompanies this report as required by the Sarbanes-Oxley Act of 2002 and is not to be deemed "filed" for purposes of Section 18
of the Securities Exchange Act of 1934, as amended).
|
101
|
|
The following financial statements as of and for the three and six-months periods ended June 30, 2018 from FMC-AG & Co. KGaA's Report on Form 6-K for the month of August 2018, formatted in XBRL (eXtensible Business Reporting
Language): (i) Consolidated Statements of Income, (ii) Consolidated Statements of Comprehensive Income, (iii) Consolidated Balance Sheets, (iv) Consolidated Statements of Cash Flows, (v) Consolidated Statements of
Shareholders' Equity and (vi) Notes to Consolidated Financial Statements.
|
70
Table of Contents
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
|
|
|
|
|
|
|
FRESENIUS MEDICAL CARE AG & Co. KGaA
a partnership limited by shares, represented by:
|
|
|
FRESENIUS MEDICAL CARE MANAGEMENT AG,
its General Partner
|
|
|
By: /s/ RICE POWELL
|
|
|
|
|
Name:Rice Powell
|
|
|
Title:
|
|
Chief Executive Officer and
|
|
|
|
|
Chairman of the Management Board of the General Partner
|
|
|
By: /s/ MICHAEL BROSNAN
|
|
|
|
|
Name:Michael Brosnan
|
|
|
Title:
|
|
Chief Financial Officer and
|
|
|
|
|
member of the Management Board of the
General Partner
|
71
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