12 Equity / Non-Controlling Interests / Capital Structure Management

The subscribed capital (capital stock) of Wacker Chemie AG amounts to € 260,763,000. It consists of 52,152,600 no-par-value shares (total). This corresponds to a notional par value of € 5 per share. All of the shares are common shares – no other share classes have been issued. At the reporting date, no capital had been authorized for the issue of new shares. The Executive Board was authorized – in compliance with the legal provisions set out in Section 71 (1) no. 8 of the German Stock Corporation Act – to acquire treasury shares totaling a maximum of 10 percent of capital stock.

In the course of the IPO in April 2006, the number of shares outstanding increased due to the sale of some shares previously held as treasury shares. The following table shows the development in the year under review and in the previous year:

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Units

 

2014

 

2013

 

 

 

 

 

Shares outstanding at the start of the fiscal year

 

49,677,983

 

49,677,983

Shares outstanding at the end of the fiscal year

 

49,677,983

 

49,677,983

Treasury shares in portfolio

 

2,474,617

 

2,474,617

Total shares

 

52,152,600

 

52,152,600

 

 

 

 

 

For more information on Wacker Chemie AG’s shareholder structure, please refer to Note 24 – Related Party Disclosures.

Capital reserves include the amounts generated with the issue of shares above their nominal values in previous years, as well as other contributions made to equity.

Retained earnings include the amounts of accrued reserves generated at Wacker Chemie AG in previous fiscal years, transfers from the Group’s earnings for the year, the earnings of the consolidated companies less amounts due to non-controlling interests, changes to consolidated items affecting income, and changes in the scope of consolidation.

Other equity items include the differences arising from the foreign currency translation of foreign subsidiary financial statements using reporting currencies other than the euro, and the effects of the valuation of financial instruments and pensions – recognized directly in equity.

The net result attributable to non-controlling interests is made up of the following profits and losses:

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€ million

 

2014

 

2013

 

 

 

 

 

Profits

 

3.7

 

3.7

Losses

 

-12.1

 

Net result attributable to non-controlling interests

 

-8.4

 

3.7

 

 

 

 

 

Information on Capital Management

The goal of the WACKER Group’s capital management policy is to ensure that the company remains a going concern in the long term and to generate appropriate returns for the company’s shareholders. Dividend payments and stock buybacks are instruments of capital management to achieve this goal.

In managing its capital, Wacker Chemie AG complies with the legal provisions on capital maintenance. The company’s Articles of Association do not stipulate any capital requirements. No special capital terminology is used.

The Group’s policy on dividends is generally oriented toward distributing at least 25 percent of net income to shareholders, assuming the business situation allows this and the bodies responsible agree.

Above and beyond this, WACKER actively manages its debt capital with the aim of achieving a balanced financing portfolio, a diversified maturities profile and a comfortable liquidity reserves. In accordance with our policy of value-based management, net financial debt functions as a supplementary financial performance indicator. See “Management Processes” and “Net Assets” sections of the Group management report.

As of the balance sheet date, the WACKER Group’s capital structure was as follows:

Capital structure

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€ million

 

2014

 

2013

 

 

 

 

 

Equity attributable to Wacker Chemie AG shareholders

 

1,922.4

 

2,178.8

Share of total capital (%)

 

54.6

 

60.6

 

 

 

 

 

Noncurrent financial liabilities

 

1,318.2

 

1,247.4

Current financial liabilities

 

283.3

 

169.3

Total

 

1,601.5

 

1,416.7

Share of total capital (%)

 

45.4

 

39.4

Total capital

 

3,523.9

 

3,595.5

 

 

 

 

 

Non-controlling interests in equity primarily comprised the following companies:

Non-controlling interests

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€ million

 

2014

 

2013

 

 

 

 

 

Wacker Metroark Chemicals Pvt. Ltd., Parganas, India

 

17.2

 

13.1

Wacker Chemicals Fumed Silica (ZJG) Holding Co. Private Ltd., Singapore

 

23.5

 

23.5

Wacker Chemicals Fumed Silica (ZJG) Co. Ltd., Zhangjiagang, China

 

-17.5

 

-18.3

Siltronic Silicon Wafer Pte. Ltd., Singapore

 

0.9

 

Total

 

24.1

 

18.3

 

 

 

 

 

The voting rights of non-controlling interests correspond to their equity share.

For further information on individual companies, please refer to the ownership list.

First-time consolidation of Siltronic Silicon Wafer Pte. Ltd., Singapore, took place in fiscal 2014. Siltronic took over the majority of shares in the company in the context of a capital increase and held a 77.7 percent stake as of the reporting date. At the time of acquisition, the non-controlling interests amounted to € 12.5 million.