1 LINAMAR HUNGARY RT. INTERIM REPORT FOR THE QUARTER ENDED MARCH 31, 2004 LINAMAR HUNGARY RT. Orosháza, 5901 Csorvási út 27.
2 To the Shareholders LINAMAR HUNGARY RT. PPaaggee Sales for the quarter ended March 31, 2004 were HUF 4,776 million. This is a slight decrease compared to sales of HUF 4,926 million for the same quarter of the previous year. The sales decrease of 3.1% is the net result of a HUF 280 million decrease in the agricultural equipment and general machinery segment and an increase of HUF 130 million in the automotive component and precision machining segment. The net earnings for the first quarter of 2004 were HUF 164 million compared to HUF 109 million for the same period of the previous year, an increase of 50.3%. The increase is mainly related to the gain on financial operations, where the last year s exchange loss turned into exchange gain causing significant improvement in earnings. In the first quarter, the Company's operating loss resulted from the cessation of releases under the CVT program. This is the Company's largest automotive program. Management understands that the customer is continuing to have difficulties with this project and it is not known when the customer's difficulties may be resolved. The management of LINAMAR HUNGARY RT. has ensured that all of the data and information that is necessary to properly evaluate the Company s position has been included in this interim report and that all of the data and information is true and factual. János Ivanics General Manager György Furár Chief Financial Officer
3 LINAMAR HUNGARY RT. Notes to the Financial Statements For the first quarter ended March 31, 2004 and 2003 (NON AUDITED) PPaaggee Management prepared these financial statements in accordance with generally accepted accounting principles using the historical cost basis of accounting and approximations and estimates based on professional judgement. These interim financial statements contain all adjustments that management believes are necessary for a fair presentation of the Company's financial position, results of operations and changes in cash flows. 2. The accounting policies used in preparing these interim financial statements are consistent with those used in preparing the annual financial statements. These statements should be used in conjunction with the Company's most recent annual financial statements. 3. The share capital of the Company as at March 31, 2004 was 8,580,000 units (March 31, ,016,000). 4. Segmented Sales Information Export Sales HUF 000 HUF 000 Automotive Components and Precision Machining Western Europe 2,530,423 1,810,648 North America 425, ,564 Other Countries 205, ,644 Total Automotive Components and Precision Machining Export Sales 3,161,024 2,529,856 Agricultural Equipment and General Machinery Segment Western Europe 666, ,576 North America 280, ,103 Other Countries 72, ,949 Total Agricultural Equipment and General Machinery Segment Export Sales 1,019,703 1,073,628 Total Export Sales 4,180,727 3,603,484 Domestic Sales Automotive Components and Precision Machining 579,496 1,080,765 Agricultural Equipment and General Machinery Segment 15, ,244 Total Domestic Sales 595,309 1,323,009 TOTAL SALES 4,776,036 4,926,493
4 MANAGEMENT'S ANALYSIS AND OTHER REQUIRED DISCLOSURE PPaaggee Explanation of the main changes in the balance sheet The tangible fixed assets have increased by HUF 536 million from March 31, 2003 as the Company continued to invest in new automotive and precision machining programs. Accounts receivable decreased by 11.6% to HUF 4,407 million compared to the first quarter of The favorable HUF 576 million decrease was due to more effective collection of accounts receivable. The Company continues to operate with low cash balances. Cash, bank balances and short-term deposits decreased by 3.9%, from HUF 199 million to HUF 191 million. The level of inventories was 26.2% higher at March 31, 2004 compared to the previous year. Inventories increased from HUF 2,937 million to HUF 3,707 million. Most of the HUF 769 million increase occurred in the automotive segment, where the raw material inventories increased as a result of new jobs awarded and the semi-finished and in progress inventories increased due to the temporary stop of a significant automotive project. The Company s short-term bank loans decreased by 6.5% from HUF 2,849 million to HUF 2,663 million compared to the same period of the last year. The current portion of long-term debt contains mainly the required repayments of long-term loans with interest due in This amount increased from HUF 556 million to HUF 1,779 million over last year. The reason for the increase is that the repayment of one portion of the long-term investment loan taken in 2000 and the long-term loan for operating funds taken in 2002 is due during From the HUF 1,779 million repayable amount, HUF 1,087 million relates to the loan for operating funds, HUF 633 million relates to the investment and HUF 59 million relates to the government supported interest free loans. The Company plans to complete its 2004 financing requirements with a combination of long-term and short-term loans. The Company's banks have expressed their support on this. The Company's long-term debt decreased from HUF 1,985 million to HUF 1,155 million. The decrease resulted from the reallocation of a portion of long-term debt repayable in 2004 from longterm debt to the current portion of long-term debt. Accounts payable, decreased by 13.8%, from HUF 3,701 million to HUF 3,190 million. This decrease results from supplier payments made in the first quarter of 2004, including the payments for the acquisition of fixed assets of HUF 571 million. Explanation of the main changes in the statement of earnings Sales LINAMAR HUNGARY RT. s sales decreased by 3.1% to HUF 4,776 million in the first quarter of 2004 compared to sales of HUF 4,926 million in the first quarter of Changes by business segment, as discussed below, can be seen under item 4 of the Notes to the Financial Statements. Automotive component and precision machining sales increased by HUF 130 million, or 3.6%, comparing to the same period of 2003, while agricultural and general machinery sales decreased by HUF 280 million, or 21.3%. Sales are segmented as follows: 78.3% automotive component and precision machining and 21.7%
5 agricultural equipment. PPaaggee The automotive component and precision machining export sales increased by HUF 631 million, mainly as a result of the increasing proportion of sales parts to Common Rail systems. Domestic automotive component and precision machining sales were HUF 579 million, which dropped by HUF 501 million compared to same period of last year. The main reason for the decrease is that the sales from domestic automotive jobs in the ramp-up phase could not compensate for the sales loss regarding the customer s cessation of releases on the CVT project. Agricultural export sales decreased by HUF 54 million to HUF 1,020 million from the first quarter of last year. The Company could not meet its planned production schedule due to material supply problems, but the missing sales are expected to be realized in the second quarter. Domestic agricultural sales decreased by 93.5% from HUF 242 million to HUF 16 million compared to the same period of last year due primarily to the lack of corn head sales in the first quarter. Cost of sales LINAMAR HUNGARY RT. s cost of sales increased from 85.7% of sales to 91.1% The higher level of cost of sales resulted mainly from two factors. First, at the agricultural and general machinery segment the downtimes due to material supply problems caused extra costs. Second, the usage of the resources at the automotive segment was not effective also, due to the lack of CVT orders. The depreciation of the CVT equipment not used and the continuing labour cost on this project were significant unrecovered expenses for the Company. Exchange gain (loss) The Company experienced an exchange gain of HUF 196 million in the first quarter of 2004, compared to an exchange loss of HUF 148 million in the same period of The exchange gain was mainly related to the Euro denominated loans of the Company as a result of the continuous strengthening of the Forint. During the first quarter the Company closed its forward contracts with a gain of HUF million. This gain on the contracts will be accounted for in the months the positions were due, in November and December Selling, general and administrative costs In the first quarter of 2004 selling, general and administrative costs amounted to HUF 424 million or 8.9% of sales, compared to HUF 413 million or 8.4% of sales for the same period of There was no change that needs to be explained in the selling, general and administrative costs. Operating earnings Operating earnings decreased from the last year s HUF 327 million operating earnings to a loss of HUF 68 million. Operating earnings as a percent of sales decreased from 6.6% to (1.4%). The lack of releases under the CVT. program have had the most significant impact upon operating earnings. Net earnings
6 PPaaggee The Company's net earnings for the first quarter of 2004 were HUF 164 million, which means an increase of 50.3% compared to the HUF 109 million in the quarter ended March 31, 2003, or 2.2% of sales. The most significant impacts upon net earnings were the exchange gain and the lack of releases under the C.V.T. program increase in cost of sales. Explanation of the main changes in the cash flow statement In the first quarter of 2004, the purchases of fixed assets amounted to HUF 439 million. The cash payments during the quarter related to purchases of fixed assets totalled HUF 571 million. These investments mainly related to the automotive components and precision machining business segment. Information on shares Share options, previously issued under the Company s Share Option programme and representing 564,000 units, were exercised in December In December of 2003, the Company s Board of Directors decided in favour of a closed share capital increase to satisfy the required issuance of shares under the Company s share option program. After the registration in the Court of Registry on February 19, 2004 the Company s share capital increased by 564,000 units, each of HUF 100 nominal value, to HUF 858,000,000. The Company does not currently hold any of its own shares and has not held any in the past. Commitments As at March 31, 2004, the Company has outstanding commitments for fixed assets under purchase orders and contracts of approximately HUF 7 million. Major events The building expansion of 5,700 square meters and the building of a new 1,200 square meters office area at PPM Division have both been completed, and the opening ceremony was held on January 29, The Company held its Annual General Meeting on March 26, Other information Organizational structure On January 5, 2004 the following organizational changes came into effect. Orosháza Automotive Division and Linamar Products Division have been consolidated under the name of Linamar Products Division (LPD). Orosháza Agricultural Division and Linamar Hungary Rt.'s Corporate Office have been consolidated under the name of OROS Division. Senior officers There were no changes in the Board composition during the first quarter of Senior management On January 5, 2004 the following changes came into effect.
7 PPaaggee The mandate of István Prozlik, Operations Manager of LPD has been withdrawn and he now works in another position further at Linamar Hungary Rt. The new Operations Manager of LPD is Gábor Fehér. From January 31, 2004 the Operation Manager of OROS Division, István Borsos, no longer works for Linamar Hungary Rt. Share Option Program There are no outstanding share options under the share option program of the Company.
8 PPaaggee Company name: Linamar Hungary Autóipari és Gépgyártó PK1. General information about financial data Audited Consolidated Yes X X No Accounting principles Hungarian IFRS X Other
9 PPaaggee Company name: Linamar Hungary Autóipari és Gépgyártó PK2. Consolidated companies Name Equity/Registered Interest held Voting right 1 Classification 2 Capital (%) Voting rights for decision making at the consolidated company s General Meeting 2 Full (L); Jointly Managed (K); Associated (T)
10 PPaaggee Company name: Linamar Hungary Autóipari és Gépgyártó PK3. Balance Sheet (expressed in thousands of Hungarian Forints) March March Change HUF '000 HUF '000 % Tangible Fixed Assets Property, plant and equipment 11,448,070 10,916, Intangible Assets 61,508 57, Total Fixed Assets 11,509,578 10,973, Current Assets Cash, bank balances 190, ,672 (3.9) Accounts receivable 4,406,878 4,982,989 (11.6) Inventories 3,706,827 2,937, Prepaid expenses 58,593 45, Total Current Assets 8,363,226 8,165, Current Liabilities Short-term bank loans and overdrafts 2,663,190 2,848,757 (6.5) Current portion of long-term debt 1,778, , Accounts payable and accrued expenses 3,190,079 3,700,998 (13.8) Provisions for other liabilities 157,700 54, Total Current Liabilities 7,789,678 7,160, Net Current Assets 573,548 1,004,633 (42.9) Total Assets less Current Liabilities 12,083,126 11,978, Long -Term Debt 1,154,737 1,985,335 (41.8) Net Assets 10,928,389 9,993, Shareholders Equity Share capital 858, , Total reserves 10,070,389 9,191, ,928,389 9,993,
11 PPaaggee Company name: Linamar Hungary Autóipari és Gépgyártó PK4. Profit and Loss Statement (expressed in thousands of Hungarian Forints except per share figures) March 31 March 31 Change HUF '000 HUF '000 % Sales 4,776,036 4,926,493 (3.1) Cost of Sales 4,352,349 4,222, Gross Profit 423, ,736 (39.8) Operating Expenses Foreign exchange differences 67,002 (36,604) (283.0) Selling, general and administrative 424, , Total Operating Expenses 491, , Operating Earnings (Loss) (67,578) 327,383 (120.6) Other Income (Expenses) Interest income 3, ,602.5 Exchange gain (loss) on financial operations 262,637 (184,240) (242.6) Interest expense (50,667) (47,110) 7.6 Interest capitalized 3,335 1, Government grant 10,875 10, Gain (loss) on disposal of fixed assets 2,000 (15) (13,433.3) Net Earnings for the Year 163, , Net Earnings per Share Basic HUF 19 HUF 14
12 PPaaggee Company name: Linamar Hungary Autóipari és Gépgyártó PK5. Cash-Flow Report (expressed in thousands of Hungarian Forints) March March HUF '000 HUF '000 Cash Flow from Operating Activities Operating Earnings (67,578) 327,383 Depreciation 455, ,030 Operating earnings before working capital changes 388, ,413 Decrease (increase) in accounts receivable 192,636 (176,405) Increase in inventories (373,407) (1,557,720) Increase in prepaid expenses (47,279) (23,857) Increase (decrease) in accounts payable and accrued expenses (243,458) 1,079,602 Decrease in provisions for other liabilities (12,664) - Net cash from (used in) operating activities (95,759) 108,033 Cash Flow from Investing Activities Acquisition of fixed assets (570,575) (885,905) Proceeds from disposal of fixed assets 6,590 4,352 Net cash used in investing activities (563,985) (881,553) Cash Flow from Financing Activities Proceeds from issuance of shares 582,612 - Repayments of long-term debt capital (17,035) (17,035) Interest paid (50,667) (47,110) Interest capitalized 3,335 1,989 Interest received 3, Exchange gain (loss) on financial operations 262,637 (184,240) Proceeds from government grant 10,875 10,875 Proceeds from other short-term loans - 204,457 Repayments of short-term loans (1,004,329) - Proceeds from new long-term loans 219, ,047 Net cash from financing activities 10, ,102 Net Decrease in Cash & Cash Equivalents (649,719) (615,418) Cash & cash equivalents, beginning of the period 840, ,090 Cash & cash equivalents, end of the period 190, ,672
13 PPaaggee Company name: Linamar Hungary Autóipari és Gépgyártó PK6. Significant off-balance sheet items 1 Description (HUF million) Value Optical workpiece measuring system 2.3 Gundrill retrofit kit Any financial liabilities of material importance in respect of financial evaluation not reflected in the balance sheet (e.g. surety, guarantees given, liabilities under lien, etc.)
14 Company name: Linamar Hungary Autóipari és Gépgyártó RS1. Ownership structure, Ratio of Holdings Description of owner Total equity Opening Closing at 1 st January % Qty % Qty Domestic institution/company , ,421 Foreign institution/company ,021, ,810,729 Domestic individual , ,306 Foreign individual Employees, senior officers , ,544 Treasury shares Government held owner International Development Institutions Other TOTAL ,016, ,580,000 Notes: 1. All of Linamar Hungary Rt.'s shares are listed on the Budapest Stock Exchange. 2. Each shares entitles the shareholder to one vote.
15 Company name: Linamar Hungary Autóipari és Gépgyártó RS2. Volume (qty) of treasury shares held in the year under review 1 January 31 March 30 June 30 September 31 December Company Subsidiaries TOTAL PPaaggee
16 Company name: Linamar Hungary Autóipari és Gépgyártó RS3/1. List and description of shareholders with more than 5% (at the end of the period) in reference to listed series Name Nationality 1 Activity 2 Quantity Interest (%) Remarks Linamar Corporation K C 5,030, strategic investor Each share entitles the shareholder to one vote. PPaaggee Linamar Corporation s headquarters are located in Guelph, Ontario, Canada, along with a significant percentage of the Company s manufacturing capacity. Linamar Corporation is a global manufacturer of precision machined components, assemblies and castings primarily for automotive industry. 1 Domestic (B), Foreign (K) 2 Custodian (L), Government (Á), International Development Institute (F), Institutional (I), Corporate (C), Individual (M), Employee, Senior Officer (D) RS3/2. List and description of shareholders with more than 5% (at the end of the period) in reference to the total share capital The listed series corresponds to the total share capital, information can be found on the RS3/1 table.
17 Company name: Linamar Hungary Autóipari és Gépgyártó TSZ2/1. Changes in the headcount (number of persons) employed by the End of reference period Current period opening Current period closing Company 1,701 1,608 1,664 Group n.a. n.a. n.a. PPaaggee
18 Company name: Linamar Hungary Autóipari és Gépgyártó TSZ3. Senior officers, strategic employees PPaaggee Type 1 Name Position Beginning of assignment End/ termination of assignment No. of shares held IT Frank J. Hasenfratz Chairman of the Board IT Linda Hasenfratz Director IT Tibor Antalpéter Independent Director IT Márton Havasi Director ,344 IT Csaba Havasi Director IT János Ivanics General Manager, ,200 Member of the Board FB W. George Sims Chairman of the Supervisory Board FB Rezső Bándy Dr. Member FB Sándor Csontos Member SP György Furár Chief Financial UNDEFINED 2,000 Officer SP Zoltán Laskai Human Resources UNDEFINED - Manager Own share property (pcs) TOTAL: 307,544 1 Employee in strategic position (SP), Board Member (IT), Supervisory Board Member (FB)
19 Company name: Linamar Hungary Autóipari és Gépgyártó ST1. Extraordinary reports published in the period under review Date Place of Subject matter, brief summary publication Magyar Tőkepiac Extraordinary briefing, that Mr. István Borsos does not work anymore at Linamar Hungary Rt Magyar Tőkepiac Interim Report for the quarter ended December 31, 2003 PPaaggee Magyar Tőkepiac Linamar Hungary Rt. s information about the change in owner structure Magyar Tőkepiac Linamar Hungary Rt. s information about the change in owner structure Magyar Tőkepiac The Registry Court registered Linamar Hungary Rt. s share capital raise Magyar Tőkepiac Notice of the Annual General Meeting Magyar Tőkepiac Extraordinary briefing about the Memorandum and Articles of the Company Magyar Tőkepiac Extraordinary briefing about change of shares in the top management Magyar Tőkepiac Resolutions of the Annual General Meeting Magyar Tőkepiac Publication of Statutory Report Magyar Tőkepiac Extraordinary briefing about three members of Linamar Hungary Rt. s Board of directors sold their Linamar Hungary Rt. shares