Professional Documents
Culture Documents
Picanol PDF
Picanol PDF
Co mp an y p r o file
Key F i g u r e s
P resen t a tio n o f th e P ic a n o l Gr o u p 3
Rep o rt by th e B o a r d o f D ir e c to r s 17
Co n so l i d a te d fin a n c ia l s ta te m e n ts 61
Definitions 62
Annual accounts 63
Notes to the consolidated financial statements 67
I n f o rmatio n fo r th e S h a r e h o ld e r s 121
CUSTOMER-ORIENT ED ORGANIZATION
The mission of the Picanol Group is to create integrated way at group level, and to react quickly
sustainable growth and productivity, by to market requirements and opportunities. The
developing, producing and marketing rapier and group has two core divisions aimed at its target
airjet weaving machines and related products and markets:
3
services for the textile industry worldwide, and by
marketing its own competencies and technological • The OEM Business division develops, produces
spin-offs developed in-house, to customers inside and sells high-tech components, services and
and outside the textile industry. mechatronic system solutions for Original
Equipment Manufacturers both for the textile
A new organization was implemented at the be- industry and for other sectors.
ginning of 2006, with increased emphasis on the • The Weaving Machines division carries out de-
weaving machine activities together with devel- velopment, production and marketing of high-
opment of the OEM business. This new market- tech weaving machines, together with services
oriented organization enables the group to man- for the after-market provided to customers in
age and support a number of core activities in an the textile industry.
OEM BUSINESS
Manufacturing
W E AV I N G M A C H I N E S
- Reeds: all reeds are sold under the Burcklé a larger installed base of weaving machines
quality label and produced by Burcklé boosts sales of industrial consumables and
(Bourbach-le-Bas, France) and Lhenry services; conversely the latter stimulate sales
(Saint-Romain-la-Motte, France). Burcklé of weaving machines.
also produces airjet reedwires and sells them
itself to reedshops, both inside and outside • Technology & Operations is responsible for
the Picanol Group. design, integrated development and assembly
of airjet and rapier weaving machines, and for
- Jet insertion: Te Strake Textile (Deurne, purchasing of parts (from within the group
Netherlands) develops and produces insertion and from outside companies). The weaving
technology for airjet weaving machines. The machines are produced in Ieper (Belgium),
product range includes among other things Suzhou (China) and Günne (Germany).
main and relay nozzles, valves and sensors.
In addition to the two core divisions there are two
corporate support departments:
We a v i ng mac h in e s
Finance & Administration provides support for
• Marketing, Sales & Services covers the the rest of the group in Finance & Administration,
5
activities of the Weaving Machines CRTs and Information Technology and Legal Affairs.
After Market Sales & Services. The Weaving
Machines CRTs (customer relations teams) Human Resources & General Services covers
are responsible for marketing, sales and Human Resources, Corporate Communication,
servicing of weaving machines. After Market General Services, Environment, Health & Safety,
Sales & Services for its part comprises all the World Class Manufacturing & Total Quality Man-
more frequent sales of services (preventive agement and Facilities & Central Sourcing.
maintenance programs, training courses,
service calls and repairs) and products (spare
parts and accessories) to weaving mills. These
two sales processes support one another, as
INTERNATIONAL NETWORK
Situation on 31/12/2006
EUROPE
Belgium Italy
Picanol (Ieper): headquarters + R/P/M/S GTP Milano: M/S
Proferro (Ieper): P/M/S Netherlands
Verbrugge (Ieper): R/P/M/S Te Strake Textile (Deurne): R/P/M/S
PsiControl Mechatronics (Ieper): R/P/M/S Romania
Melotte (Zonhoven): R/P/M/S PsiControl Mechatronics srl (Brasov): R/P
Germany Tu r k e y
Günne (Möhnesee-Günne): R/P/S GTP Istanbul: P/M/S
France
Burcklé (Bourbach-le-Bas): P/M/S
Lhenry (Saint-Romain-la-Motte): P/M/S
LEGEND
The Picanol Group is also represented by one or more agents in all countries with a significant textile market.
ACTIVITIES AND BRANCHES
WORLDWIDE
EUROPE
Belgium
Picanol as the parent company is also the admin-
istrative headquarters of the Picanol Group, based
in Ieper. The core activities are carried out here.
These include production of the OMNIplus 800
and GamMax weaving machines (the latter is due
to be replaced by the OptiMax in the course of
2007).
T H E E A R LY Y E A R S
70
YEARS
Netherlands Brazil
Te Strake Textile is a competence center for GTP São Paulo sells Picanol weaving machines,
nozzles and sensors. It also focuses on R&D for parts and accessories to the South American tex-
breakthrough projects in the field of air insertion. tile industry, and also produces reeds.
Romania Mexico
PsiControl Mechatronics srl concentrates on cable GTP Mexico sells parts and accessories, and also
assembly, PCB assembly (THT and SMD) and produces reeds.
product engineering.
USA
Tu r k e y GTP Greenville (Steel Heddle) develops and pro-
GTP Istanbul sells weaving machines, parts and duces accessories that are used in the weaving
accessories, and also produces reeds. industry all over the world. GTP Greenville also
takes care of service and sales of Picanol weaving
machines and parts in the USA.
9
PRODUCT RANGE: OEM BUSINESS
1 . M a n u fac tu rin g
2 . M e c h atro n ics
PsiControl Mechatronics
The products made by PsiControl Mechatronics include
machine controllers, man-machine interfaces, actuators
and switched reluctance motors.
Melotte
Melotte specializes in production of high-precision metal
parts for use in production processes, machine compo-
nents, dies and prototypes.
3 . G T P A cc e s s o ries
Steel Heddle
Steel Heddle produces frames, heddles, drop wires and
reeds.
Burcklé
Burcklé produces weaving reeds.
Te S t r a k e Te x t i l e
Te Strake Textile for its part produces nozzles and
sensors for airjet weaving machines. It also acts as a
competence center for nozzles and sensors and as an
R&D center for air insertion
PRODUCT RANGE: WEAVING MACHINES
1 . We a v in g ma c h in e s
OMNIplus 800
Airjet weaving machine for the higher segments,
combining high versatility with maximum pro-
duction speeds. This machine is also produced in
Ieper.
GTXplus
Rapier weaving machine with universal applica-
11
tion for the middle segment of the market, pro-
duced in Suzhou (China).
T H E 1 930 S 70
YEARS
Despite every effort, the Vansteenkiste NV on 22 September 1936, marking the
company was no longer viable by the mid- birth of the Picañol company.
1930s, and so Baldewijn Steverlynck called
on the Spaniard Juan Picañol, who had fled However, Juan Picañol’s modernized looms
to Flanders from the civil war in Spain. Juan did not live up to expectations. Baldewijn
had invented a revolutionary weaving loom Steverlynck brought his brother Karel into
at his father’s engineering works in Sabadell, the business, and he in turn called on Jaimé
Catalonia. In 1935 he was ready with his design Picañol (Juan’s younger brother) to lead
for an automatic weaving machine, but still the development work. Jaimé successfully
needed a partner to put his plans into effect. launched the Omnium on the market, laying
With no end to the worldwide depression in the basis for the later success of the still young
sight, the Flemish machine builders and the company.
Catalonian inventor began negotiations. These
led to the formation of Weefautomaten Picañol
ORGANIZATIONAL CHART OF THE GROUP - Situation on 31/12/2006
0,01%
99,99% PROFERRO GTP SAO PAULO 99,99% PICANOL (SUZHOU) TRADING CO. 100%
99,96% MELOTTE
98% CHANGES IN THE COURSE OF 2006
2%
GEREEDSCH. MELOTTE
Amtech: sold
Picanol Korea: sold
100% GÜNNE GMBH & CO, KG Picanol Overseas: wound up
PSI-Control: wound up
PsiControl Mechatronics (Romania): set up
100% GÜNNE GMBH
Picanol (Suzhou) Trading Co. Ltd: set up
GTP Shanghai: wound up
BCN Laminados: wound up
100% BURCKLÉ
PTS and PST: integrated in P(SIP)T
100% LHENRY
H o n o rary c h airma n
Mr. Emmanuel Steverlynck
B o a rd o f D ire c to rs
Secretary of the Board, Mr. Jurgen Couvreur, Vice-President Finance & Administration
M a n a g eme n t C o mmitte e
Auditor
Deloitte Bedrijfsrevisoren represented by Mr. William Blomme and Mr. Kurt Dehoorne, appointed until
the AGM of 2009.
T H E WA R Y E A R S 70
YEARS
The Omnium was a triumph over the many heavy physical labor were given special
mechanical problems that had dogged the ini- ration stamps for additional food, and after a
tial years, and appeared on the market as a mature time the Picañol employees gained a reputation as
design. In just a few years the company achieved people with a capacity for hard work.
an annual production of 120 machines, and by the
outbreak of World War II the level had risen to In late 1946 the management decided to set up the
one machine per day. foundry once more. With the new shock forming
machines it was possible to mold the sand under
But the war conditions put a spoke in the wheels. pressure and break it out quickly after casting. In
Raw materials became scarce due to the exactions 1948 the foundry was equipped with a new labo-
of the German occupiers, and output plummeted. ratory for mechanical, metallurgical and chemical
Exports could only be kept alive by bartering for research. During this period Picañol became one
15
food, with weaving machines being exchanged of the first companies to use synthetic sand for its
for fish products from Denmark and sardines or foundry molds.
oranges from Spain and Portugal. After the war
these export machines were the company’s first
foreign references and helped considerably to
establish Picañol’s name around the world. The
German occupiers asked Picañol to do casting
and forming work for artillery munitions. Pica-
ñol refused, confining itself to machining smaller
shafts for the electric motors of German subma-
rines. The employees had to struggle through this
difficult period as best they could. Those who did
REPORT BY THE BOARD OF DIRECTORS
In 1951 Picañol presented its new President wall. In 1958 Picañol unveiled a new version
weaving machine to the public at the ITMA exhi- of the President at Expo 58, the world fair held
bition in Lille. This machine was such a success in Brussels that year. However, the world textile
that the Picañol management decided to expand industry was experiencing a downturn at the time
production and to appoint representatives in other and the market remained flat, so Picañol went in
countries. A network of agents was gradually built search of new sales territories. Among others it
up, extending to South America and the Far East. made an agreement with the Saco-Lowell com-
Meanwhile, production of the President created pany, which represented Picañol in the USA and
employment for hundreds of people in Picañol’s Canada. In 1960 the Omnium went out of pro-
home region. The number of personnel expanded duction, leaving only the President in a series of
from 200 in 1945 to 700 in 1952. smaller types. From the end of the Second World
War until 1955 Picañol had sold more than 8,000
The foundry too was modernized. In the course Omniums. By the beginning of the 1960s Picañol
of 1954 the company acquired a low-noise mold had a wide range of weaving looms for weaving
making machine and a new mold production spun yarns, and the Picañol looms were increas-
line. Four years later the smelting furnaces were ingly able to handle synthetic materials.
equipped with a cooling system on the outside
17
LETTER TO THE SHAREHOLDERS
Dear shareholder,
2006 was a particularly busy year for the Picanol (Bumac), particular efforts were made to get back
Group, in which moreover we returned to opera- into profitability, win new customers and raise ef-
tional profitability. The turnover was up by nearly ficiency. All this should yield positive results in
3.5% compared with 2005, and the group made a 2007.
consolidated net result of 5.57 million euros com-
pared to a loss of 4.72 million euros. Our Mechatronic activities experienced further
growth in 2006. The start-up of PsiControl in Ro-
The weaving machine business in which the Pica- mania helped to strengthen our competitiveness,
nol Group operates developed positively in 2006 and also permitted further growth in our product
in terms of volume. World demand rose during the portfolio.
first nine months of 2006, spurred on especially by
large purchases in China. The market slackened The Picanol Group celebrated its 70th birthday
slightly in the fourth quarter, and the prospects for in 2006. In the past few decades our group has
the beginning of 2007 are a little more modest. developed from a traditional weaving machine
builder to a global supplier of total solutions for
However, prices and margins remained under the textile industry and other sectors. A significant
heavy pressure, due among other things to compe- theme throughout our successful history has been
tition from Japanese manufacturers in particular, our continual focus on innovation. In 1971 we in-
who benefited from the weak yen. The Picanol troduced the world’s first ever electronically-con-
Group has opted resolutely not just for turnover trolled weaving machine, and we were also the
but for turnover and margin. Significantly in first weaving machine manufacturer in the world
this respect, we were able to maintain and even to obtain ISO 9001 certification. Thanks to our
strengthen our position in market segments with policy of innovation we were able to surprise the
higher added value. market again and again with new, high-tech weav-
ing machines, from the Omnium in 1936 to our
The further shift by the textile industry toward the latest flagship, the OptiMax in 2007.
East also put heavy pressure on sales of services,
spare parts and accessories. Points that demanded Technological innovation was and is crucial to the
special attention were the new, small-scale com- future success of the Picanol Group, and so we
petitors in low wage countries, and a different parts once again confirm our determination to plough
policy pursued by the new textile manufacturers. back 5% of our annual turnover into research
To deal with this we took various initiatives in 2006 and development of high-tech products with high
to protect our sales volume and our margin. added value. In line with this ambition we intro-
duced three new weaving machines in 2006: the
Our OEM Business pursued a differentiated pol- OMNIjet, the OMNIplus 800 TireCord and TER-
icy in 2006. The foundry activities (Proferro) ex- RYplus 800. And in another move we set up our
perienced strong growth in tonnage, thanks both own Innovation Council in 2006. This new um-
to Picanol and to other customers. The strategy of brella organization will stimulate the development
focusing on engineered casting solutions clearly of innovation and enable us to use innovation as a
bore fruit. In the field of mechanical finishing strategic lever for the group.
At our headquarters in Ieper, Belgium, we began in the textile market. The exchange rate trend of
the physical and administrative merging of the the yen will remain extremely important in this.
PsiControl Mechatronics activities on the one The Picanol Group is aiming at further growth
hand and the weaving machine business on the and an improvement in its market share in seg-
Chris Dewulf L u c Va n N e v e l
During the first half of 2006 the Picanol Group Finally, in November GTP Shanghai moved its
introduced two new weaving machines. The activities to the new site in Suzhou.
OMNIplus 800 TC (tire cord weaving machine)
was launched on the market in March. It was Event s af t er t he balance
followed in May by the OMNIjet airjet machine sheet closing dat e
for the mid-segment of the textile market.
On 1 January 2007, Findar BVBA represented by
In accordance with the settlement agreement Mr. Stefaan Haspeslagh was co-opted as a new di-
between family shareholders, Mr. Paul rector to replace Mr. Joos Waelkens.
Vandekerckhove and Mr. Patrick Steverlynck
were appointed as directors at the extraordinary An agreement between Mr. Jan Coene and Pasma
general meeting of shareholders on 22 May NV dated 10 October 2004 provides that a sum
2006. of 3.577 million euros must be reimbursed to
Picanol NV by 31October 2007. This amount withholding tax, Picanol NV accepted inclusion
corresponds to the professional withholding tax of the sign-up premium paid to Mr. Jan Coene
paid on the sign-up premium received by Mr. Jan in the corporate income tax base for the 2003
Coene in 2002. At the end of December 2004 Mr. assessment year and a detaxation of an identical
T H E 1 960 S
70 the Brussels stock exchange. Mean-
YEARS
while, it concentrated more and
The demand for weaving machines more on overseas markets, aiming
gradually began to exceed supply. An not only at North America but also
average of 140 machines per week at developing countries.
was no longer sufficient to meet all In 1963 Picañol scored a first in the
the orders that were coming in, and history of the Belgian textile indus-
so it was decided to move to another try when it sent a special President
location. In the spring of 1961 the to the USA by airfreight. Thanks to
21
company built an impressive assem- good collaboration between Picañol
bly hall in the new industrial area, and the Pan-Am airline the new ma-
enabling 25 machines per day to emerge from chine was delivered within three weeks of being
the assembly line. In 1962 the company invested ordered, instead of several months as would nor-
in setting up its own foundry, in a daring initia- mally have been the case. Picanol of America was
tive. Picañol opted for the most modern casting set up in 1966 with responsibility for the activities
technique at that time, namely the high-pressure in the USA and Canada, considerably strength-
method. By November 1966 a fifth of the cast iron ening the company’s position there. Later this
output was being produced in the new foundry. subsidiary moved to Greenville, the center of the
In 1966 Picañol went public, becoming listed on American textile industry.
Wo rl d C las s Man u fac tu ring
The aim of World Class Manufacturing (WCM) enabling management to follow the implementa-
is to make the Picanol Group a world class com- tion of WCM on the workfloor, together with a
pany through continually improving processes two-day seminar for all production managers.
and eliminating losses, with the involvement of
all members of personnel. For this purpose the WCM was developed further internationally too
Picanol Group works with seven core groups on in 2006. The five-step methodology (selecting,
themes such as cost development, continuous structuring, cleaning, standardizing and maintain-
improvement, self management, planned mainte- ing) was implemented at Te Strake Textile and
nance, total quality, training and health, safety and GTP Greenville. In China, the WCM know-how
the environment. acquired in Ieper was applied to the setting up of
the production hall as part of the new construc-
In 2006 further investments were made in contin- tion project in Suzhou. The various projects in the
ued development and implementation of WCM. subsidiaries are supervised from Ieper by a WCM
Within each department, special attention was coordinator. To complement the WCM approach,
paid toward developing and monitoring key the Picanol Group will introduce a World Class
performance indicators for QCDISME (Quality Selling program for the Weaving Machines CRT
– Cost – Delivery – Improvement – Safety – Mo- department in 2007, aimed at more structured
rale - Environment). The core groups also fo- management of sales based on relevant indicators.
cused mainly on further development of a number
of projects that had been introduced previously.
There are also various annual management audits,
Quality is something that concerns all subsidiaries Proferro and Picanol quality assurance systems is
and employees in the Picanol Group, all over the on the agenda for 2007. As well as updating the
world. At its Ieper headquarters the Picanol Group procedures and documents, special attention will
has a team of internal ISO 9001 auditors who be paid here also the process-oriented approach.
form a crucial link in the group’s quality process. The main aim will be to make the quality assur-
Each year several internal audits are carried out in ance system an even more user-friendly tool.
order to continuously improve the quality system.
In 2006 particular attention was paid to renewal of
Proferro ISO 9001 certification. Integration of the
PIC ANO L G ROU P A N N U A L R E P ORT 2006 I R E P O RT B Y TH E B O A R D O F D I R E C TO R S
ACTIVITIES REPORT OF for technically more difficult, specialized parts
THE OEM BUSINESS with high added value. In line with this policy,
Manufacturing will increase its sales efforts in
M a n u f ac tu rin g 2007, so as to further expand its presence on the
market and do more work for outside customers. In
Proferro experienced a strong growth in tonnage the meantime, raising the competitive position of
in 2006, producing 22,148 tonnes of cast iron, a Manufacturing remains an absolute priority. This
rise of 21% compared with the 18,134 tonnes in will be done by making further improvements to
2005. This increase is mainly due to various new productivity and quality, as part of the World Class
products for new and existing customers, and Manufacturing program, and by making critical
to the higher demand by the weaving machine choices of finishing activities. In 2007, new
division. To further expand our presence on the investments are planned in among other things a
market, the Proferro sales team acquired several deburring system and additional casting machines
new members. Also in the course of 2006 new (in the foundry), various milling machines,
mold boxes were put into use, with a positive measurement equipment and extensions to some
impact on quality and productivity. To hedge important workstations for mechanical finishing.
against the volatile raw material prices, Proferro
took various initiatives in 2006 to guarantee the M echat ronics
23
availability and market pricing of raw materials.
On the mechanical processing side, meanwhile, In 2006, Protronic changed its name to PsiControl
the necessary process modifications were made to Mechatronics. The new name reflects the ambi-
improve the quality and productivity. tions of PsiControl Mechatronics to acquire a
leading position in the field of mechatronics. To
The Manufacturing strategy of focusing on expand its activities for outside customers in a
engineered casting solutions with its foundry and more targeted, proactive way, the sales network
mechanical finishing processes is clearly bearing was enlarged in 2006. In 2006 PsiControl Mecha-
fruit. By combining foundry work with mechanical tronics was also present at various European trade
finishing, assembly and co-design, Manufacturing fairs such as Actuator (Germany), Midest (France)
is able to react flexibly to the rising demand and Electronica (Germany).
Since Mechatronics is a core competency for the production in this country is an important step
weaving machine business, a start was made in toward acquiring a stronger position in the market
2006 on physically and administratively combin- for mechatronics, and contributes to improving the
ing the activities of PsiControl Mechatronics (R&D competitive position of PsiControl Mechatronics.
and production) with the weaving machine busi- In the meantime, PsiControl is pressing ahead
ness in a new building beside the Ieper production with World Class Manufacturing projects,
site. As well as cost savings and synergy advantag- improvements to productivity and savings in
es, grouping the activities together in this way will procurement.
also promote an integrated approach toward devel-
opment of machines, mechatronics, spare parts and Within Chinese Picanol (SIP) Textile Machinery,
accessories. The R&D organization for its part was the mechatronics division concentrates on
given a more customer-oriented focus with the set- purchase and production of mechatronic parts
ting up of Customer Focus Teams (CFTs). for Picanol weaving machines and for PsiControl
Mechatronics. Products purchased or assembled
At the beginning of 2006 PsiControl Mechatronics locally include switched reluctance and stepper
set up a new subsidiary in Romania, PsiControl motors, aluminum cooling fins and control
Mechatronics srl, in order to further strengthen boxes. In the course of 2006, assembly of filling
the competitiveness of the Mechatronics activities detectors for Te Strake Textile was transferred to
and consolidate the growing project portfolio. the mechatronics division in China. In 2007 the
PsiControl Mechatronics srl concentrates on mechatronics activities in Suzhou will be further
cable assembly, PCB assembly (THT and SMD) expanded, with the focus on local production and
and product engineering. The latter activity will engineering of mechatronics parts, mainly for
eventually be expanded in Romania. Setting up existing customers within the Picanol Group.
PIC ANO L G ROU P A N N U A L R E P ORT 2006 I R E P O RT B Y TH E B O A R D O F D I R E C TO R S
After 2005, Melotte experienced a positive year GTP Accessories
once more in 2006, with the investments made in
2005 beginning to show strong returns. In 2006 its As a consequence of the further migration of the
activities were further extended internationally in textile industry to low wage countries in the East,
a number of niche markets, with its organization sales of accessories also came under pressure in
being adapted correspondingly. 2006. Accordingly, the necessary efforts were
made to react to this and to make the Accessories
Outlook activities better armed to face the future.
To support the continued expansion of PsiControl In 2006, Verbrugge introduced the HybridPower
Mechatronics and provide every opportunity for 158 frame under the Steel Heddle brand name.
growth in China and Romania, the Mechatronics This new, hybrid frame with its modular design
organization will be split up in 2007 into different is reinforced with carbon fiber. It currently offers
teams, focusing on the one hand on worldwide ac- what is indisputably the best price/performance
tivities such as sales, sourcing, R&D and product ratio for demanding airjet weaving applications.
management and on the other on the local produc- At the same time Verbrugge began partial auto-
tion activities in Ieper, China and Romania. In the mation of its weaving frame production in Ieper.
meantime PsiControl Mechatronics will continue With this automation project Verbrugge aims to
to concentrate on improving its cost competitive- further raise its quality and productivity, and to
ness, by among other things making operational assure its prospects in terms of a stronger com-
improvements to its processes as part of the World petitive position and higher volume flexibility.
25
Class Manufacturing program and developing At the end of 2006 Verbrugge’s frame activities
global sourcing. Investments are planned for 2007 moved into the new building at the production
in among other things new inspection and test sys- site in Ieper. The further automation of the frame
tems (Ieper) and in test, insertion and assembly production process will be completed in the first
equipment (Romania). half of 2007. Also in 2006, Verbrugge made a
large number of improvements in productivity
Finally, in 2007 Melotte will continue to position and logistics as part of the World Class Manu-
itself as a cost-competitive producer and supplier facturing program. In 2007 it will continue to
with a strong focus on niche markets. It will also position itself within the group as a competence
work further toward introduction of innovative center for high-performance, cost-competitive
production techniques, for which the necessary frames.
investments will be made.
GTP Greenville (Steel Heddle) had a difficult In the field of reed production, the Spanish
year in 2006, in view of the lower demand for subsidiary BCN Laminados was wound up at the
non-tempered heddles and the pressure on prices end of September 2006; in view of the limited
caused mainly by the weak yen. At the same number of reed shops within the group, it was
time, the price pressure on the local reed market no longer strategically necessary to have an
remained very high. However, improvements to internal supplier of reeds. Despite the difficult
productivity were achieved as part of the World situation on the French aftermarket, Burcklé for
Class Manufacturing program. In 2007, GTP its part managed to turn in a fairly good result in
Greenville will further develop into a competence 2006, thanks among other things to the positive
center for heddles, drop wires and niche frames, development of its international sales of reed
and will continue to focus on improvements to wire. In 2007, the activities of Burcklé and Lhenry
quality and the logistics processes, and on reducing will be more closely coordinated, while Burcklé
the complexity of the products. Preparations will further expand its international activities, by
are being made to introduce new products and among other things collaborating with partners.
production processes in 2007.
In the field of airjet insertion, Te Strake Textile was
further developed in 2006 into a competence center
for nozzles and sensors, and as a knowledge center
for air insertion. In 2006 the assembly of filling
stop motions was transferred to the mechatronics
division in China. However, Te Strake Textile
remains active in development of these stop
motions. In 2007, further attention will be paid
to making improvements in technical support for
the local sales teams, further developing into a
competence center for weaving machine sensors,
and sales of nozzles on the aftermarket.
R E P O RT B Y TH E B O A R D O F D I R E C TO R S
Thanks to its policy of innovation, the Picanol 1975
Group has managed to surprise the market time Picañol introduces the PGW at ITMA Milan. The
and time again with new high-tech weaving ma- PGW (Picanol Gripper Weaving machine) is the
chines, from the Omnium in 1936 to its latest flag- first shuttleless machine to apply the recently-
ship model, the OptiMax in 2007, thus reinforcing developed gripper insertion technology to an
its position among the world leaders. existing design. This technology makes it easy
to weave different filling yarns (colors) into the
1936 fabric, opening up new sectors such as wool and
The first Picañol weaving machine, a flying shut- upholstery weaving in which Picanol did not
tle machine in which a new spool core can be in- previously specialize. The machine achieves a
serted into the flying shuttle without stopping, is production speed of 230 picks per minute.
named the Omnium.
1980
1940 The revolutionary PAT weaving machine is
1971 1983
At the ITMA exhibition in Paris, Picañol surprises Picanol scores another big breakthrough at ITMA
the textile industry with the MDC, the world’s first Milan: the world’s first microprocessor-controlled
electronically controlled flying shuttle machine. rapier weaving machine. The GTM Grip Tronic
MDC stands for Mono Disc Control, referring Machine, the successor to the PGW, represents a
to the electromagnetically controlled clutch-and- new era in electronic control of weaving machines.
brake unit which makes it possible to increase the The first GTM machines with their weaving width
speed of this 188 cm machine to 220 picks per of 190 cm achieve a speed of 360 PPM, eventually
minute. The MDC is also the first weaving ma- rising to 500 PPM.
chine with pushbuttons instead of levers.
1985 concept, powered by a direct drive switched
The microprocessor-controlled PAT is also pre- reluctance motor. This super motor is named the
sented at ATME Greenville. Bidirectional control Sumo (because it is able to shift a large weight
between a central computer and the microproces- very quickly). The application of this technology
sors on both types of machine (PAT and GTM) is represents a new milestone in the electronic control
also demonstrated. of weaving machines, as the machine speed can be
varied during the weaving process. The Gamma is
1992 also equipped with the QSC (Quick Style Change)
Picanol introduces a new generation of airjet system. A type 190 Gamma achieves a speed of
weaving machines: the versatile Omni and its 600 PPM.
simpler variant, the Delta. Both are equipped with
Picanol’s unique QSC (Quick Style Change) sys- 2000
tem, making it possible for a single person to carry The OMNIplus airjet machine is introduced as the
out a complete style change in under 30 minutes. successor to the Omni, again using direct drive
The Omni (190 type) achieves a speed of 1000 switched reluctance technology. Further applica-
PPM, the Delta 800 PPM. tion of electrical drives (for cloth batching and
selvedge units) permits even more flexible pro-
1997 duction. A type 190 OMNIplus machine achieves
Picanol introduces the successful Gamma, a a speed of 1100 PPM.
rapier weaving machine of an entirely new
2002 in response to new market opportunities. All the
In November of this year, the Picanol group intro- components are optimized for hitherto unheard-
duces its new GamMax rapier weaving machine. of industrial speeds, minimum maintenance and
The GamMax not only represents the know-how maximum profitability.
2005 2007
In April one year later, the group launches its new Picanol introduces the OptiMax, the latest stan-
OMNIplus 800 airjet weaving machine. With this dard-setter for rapier weaving.
machine, the Picanol Group sets the new standard
for efficient airjet weaving. The OMNIplus 800
is distinguished by its modular concept, enabling
the machine to be quickly extended or adapted
29
WEAVING MACHINE ACTIVITY REPORT
M a rk e t rev ie w
The world market for new weaving machines for At its Ieper plant in Belgium the Picanol Group
the industrial production of textiles is estimated produces weaving machines for the higher seg-
at 80,000 to 100,000 units per year on an an- ments and for niche applications. In Suzhou (Chi-
nual basis (1). Of this number some 20% to 30% na) it produces weaving machines for the middle
of machines are based on waterjet technology. segment of the market. The German plant focuses
The remaining share of the market is accounted on niche products such as machines for weaving
for mainly by airjet and rapier machines, and to a terry or tire cord.
declining degree by flying shuttle machines.
Finally, there is still a small market for projectile Important uses for textiles are apparel (e.g. denim
weaving machines. The Picanol Group manufactures and shirting); household applications (sheets, ta-
airjet and rapier weaving machines exclusively. ble cloths, curtains and upholstery); and technical
textiles (airbag, sun awnings, coating cloth, tent-
Flying shuttle and simple rapier weaving cloth, sailcloth, glass fiber materials, Kevlar and
machines are nowadays mainly produced in coun- tire cord). The Picanol Group sells its machines
tries such as China and India, where they are to weaving mills that produce various textile
sold at the bottom end of the market, estimated applications around the world. There are signifi-
at 30,000 machines annually. The Picanol Group cant fluctuations from year to year, not only in
aims at the remaining market, namely the middle the total number of machines sold but also in the
and top segments for airjet and rapier machines. geographic mix and the mix within the various
This technologically advanced market represents textile segments.
an annual volume of around 30,000 to 45,000
machines annually.
(1) Based on our own analysis of figures from the International Textile Manufacturers Federation (ITMF), customs
statistics and our own market research.
PICANOL G R OU P A N N U A L R E P ORT 2006 I R E PO RT B Y TH E B O A R D O F D I R E C TO R S
The weaving machine market in which the Picanol ever, the rising local demand in China probably
Group operates developed positively in 2006 in also played a role.
terms of volume, as expected. Demand for weav-
ing machines throughout the world rose steadily Despite all this, in 2006 the Picanol Group still
during the first nine months of 2006, driven by the had to battle with heavy pressure on prices and
continuing high consumption in China, but then margins, mainly due to competition in the mar-
slackened off in the fourth quarter. The large de- ket for airjet machines, in particular from Japan,
mand for weaving machines was influenced by a trend that was exacerbated by the further fall in
31
among other things the abolition of quotas for the value of the yen against the euro in the course
textile and clothing products, which last year pro- of 2006. On the other hand, Picanol was able to
duced its full impact on the international textile maintain and indeed strengthen its position in
industry; world trade in these products was com- market segments with higher added value. Picanol
pletely deregulated on 1 January 2005 under the managed to increase its share of the world market
terms of the Agreement on Textiles and Clothing for rapier machines, thanks among other things to
within the WTO. This agreement phases out all the excellent technical performance of its models.
the quantitative limitations on exports of textiles
and clothing from a number of developing coun- In 2006 the Picanol Group introduced three new
tries to the leading industrialized countries. How- weaving machines. The OMNIplus 800 TC (tire
cord weaving machine) was launched on the Also in 2006, a completely new assembly plant
market in March. It was followed in May by the was put into operation in Suzhou, China. The
OMNIjet. This machine is aimed at the growing Group invested in new infrastructure to centralize
mid-segment of the airjet market. It is sold mainly its Chinese activities at a single location. GTP
in Asia but also in Europe and Latin America. Shanghai moved to this new site at the end of
Then in September the Picanol Group launched the 2006.
TERRYplus 800. This airjet machine, based on the
OMNIplus 800, is specially designed for weaving As part of the World Class Manufacturing program,
terry cloth. In developing these new machines, lasting improvements in quality and productivity
particular attention was paid to performance, were achieved in the various assembly plants.
energy consumption and user-friendliness, putting Finally, 2006 also saw investments in new IT
the group even farther ahead of the competition. platforms for engineering, logistics and assembly,
The weaving machines were received with great to serve all the production plants around the
acclaim worldwide on the occasion of their market world.
launch. The Picanol Group also displayed these
machines in 2006 at various international textile Out look
exhibitions such as Kortex (Korea), ITM Istanbul
(Turkey), Cinte Techtextil (Russia), CITME The group expects in general that demand for
Beijing (People’s Republic of China) and ATME weaving machines could be somewhat lower in
Atlanta (USA). 2007 than in 2006. The Picanol Group foresees that
the competitive pressure on prices and margins in
As a consequence of the further migration of the textile market will continue, due among other
the textile industry to low wage countries in the things to the continuing trend in the value of the
East, sales of services, parts and accessories also yen. The Picanol Group aims to achieve further
came under pressure in 2006. To deal with this growth and improve its market share in segments
development, various initiatives were taken to with higher added value, by among other things
counteract the resulting negative effect on sales. reinforcing its physical presence in the market,
For example, local sales teams were reinforced, extending its product portfolio and focusing on
new services were offered, and the product range extending the textile handling capabilities of
was expanded in line with the higher performance the Picanol weaving machines. In the field of
of the new weaving machines. technology, Picanol is determined to remain the
trendsetter in both airjet and rapier machines, For this purpose the R&D and procurement
and will distinguish itself in terms of energy activities will be brought together physically
consumption, performance and user-friendliness. and administratively with the weaving machine
Development of aftermarket activities continues production and test facilities in Ieper. The R&D
INNOVATION COUNCIL
In 2006 the Picanol Group set up its own Inno- project or investment plan. In addition the
vation Council. With this new umbrella Innovation Council coordinates networking
organization, the Picanol Group aims not only to with other parties that are active in innovation,
stimulate the day-to-day development activities but and ensures efficient exchange of information
also to promote and strengthen the internal culture internally and externally. The Innovation Council
of innovation, as a strategic lever for the group. devotes attention to innovation in various areas
such as new materials, production processes,
Innovation is crucial for the future growth of the technologies, business models and marketing the
Picanol Group. The core tasks of the Innovation current competencies outside the usual markets.
Council are therefore to map out an innovation
policy, to stimulate innovation by setting up an The Innovation Council is distinguished from
innovation platform, to identify and evaluate other innovation initiatives within the group by
innovation projects, and to propose suitable concentrating on innovation processes apart from
33
projects to the Management Committee. In this product strategy, WCM or sourcing. Innovations
way, it should be possible to convert worthwhile or suggestions concerning these activities are
ideas into a concrete business plan, development still passed on within the organization, but the
Innovation Council concentrates specifically on The Innovation Board is made up of a fixed core
projects that lie farther away from the group’s of permanent members, who can also call on ad-
own business, or that pose greater uncertainty. hoc experts for assessing and examining particu-
The Innovation Council assesses the feasibility of lar projects. The Innovation Council meets every
such projects, for which it has its own operating two weeks, and reports to the Management Com-
budget. mittee every two months.
7 0 y e a rs o f s o cia l life
Ever since the early days, the Picanol Group has clubs. Many sports and cultural associations have
been convinced that people cannot stand alone: been set up at the initiative of the Picanol Group
without solidarity and conscientious collaboration, itself, partly inspired by Karel’s soccer and athlet-
the chances of success are nil. Karel Steverlynck, ics activities during his youth. The company soc-
the founder of the company, always promoted this cer team WAP Sport was set up on 9 November
viewpoint. He was concerned for social life in and 1943. Its founding charter states that its objects are
around his factory, and at his initiative various as- “... in addition to physical and moral education, to
sociations were set up which still exist today and provide decent amusement and to raise funds in
are supported by the Picanol Group. support of sick and injured employees with long-
term work disablement.” Among the many other
Particularly in the years since the Second World sports initiatives was the inauguration of the bas-
War, a considerable amount of financial support ketball court at Kruisstraat on 1 May 1960, there-
has been given to social organizations and sports by giving the company team somewhere to play
its home matches. The Bernard Steverlynck Hall trout fishing. For the very young there is the annual
also caters for the sporting needs of local young- St. Martin’s Festival, which was revived in 2002
The “1st Bernard Steverlynck Grand Prix” pigeon Many other cultural associations have their ori-
racing championship was inaugurated in 1962, as gins in the company, including Picamera and
part of the celebrations to mark the 1000th anni- Yprentis. The annual St. Eligius festival for re-
versary of Ieper. This competition was held for the tired employees enjoys growing success, enabling
44th time in 2006. With support from the Social many former members of personnel to see their
Fund, the Festival Committee sets up many activi- old workmates again.
ties on behalf of company personnel. The annual
Ieper Review that draws full crowds each year has The range of social activities supported by the
its origins in Picanol. The company also contrib- company continues to expand: there is the bird
utes in the field of music. The Picañol Harmonie fanciers’ club, the pigeon fanciers’ club, the annu-
was set up in 1947, and was latter joined by the al cycling excursion, the motorbike rally and the
majorettes and the hunting horn corps. chess tournament, as well as various ball sports
such as basketball, volleyball and soccer.
The Festival Committee, whose members include
representatives of employees and employers, or-
ganizes various activities throughout the year, in-
cluding minority sports such as rifle shooting and
35
HUMAN RESOURCES
37
E n v i ro n me n t, h ea lth & saf et y
2006 was a hinge year, in which the IT strategy As part of this strategy, the Picanol Group’s main-
first outlined in 2004 was finally implemented frame was taken out of operation in 2006, with the
in all cycles throughout the organization, and so 26,000 programs on the mainframe being ported
became a practical reality for everyone. This will to a Windows platform. The remaining 1,500 pro-
enable the total IT costs to be compressed from grams, mainly relating to product configuration
2007 onwards, and the IT environment will be- and development, were transferred to a new, mini-
come better supported and more stable. mainframe with an external supplier. This change-
over is the most important step toward the gradual
I T v i s i on build-down of the IT costs from 2007 onwards,
with sufficient guarantees for the operational se-
The Information Technology objective is to stan- curity of the systems.
dardize all current applications and platforms in
a consistent way. In the past, the prevalence of Business archit ect ure
highly-customized applications developed in-
house, along with the differences in the underly- The new architecture, with the transformation from
ing infrastructure, made maintenance, support and a mainframe to a Windows platform, was techno-
development of our products particularly difficult. logically necessary in the first place because of
Moreover, system stability is crucial to assure the outdated systems and the need for uniformity
continuity of the business. and stability. Simultaneously with this, a move
was made to standardize the business processes,
P ri o ri t y in consultation with the business managers. With
the implementation of standard software packages
In view of the above, the Picanol Group follows and the phased definition and introduction of best
a deliberate strategy of continual improvement, practices, the Picanol Group aims to reduce com-
standardization and simplification of its process- plexity and so make additional cost savings.
es, so as to reduce complexity and compress costs.
A p p l i c a tio n s a rc h ite c tu re policy, in order to achieve a structural reduction
39
CORPORATE GOVERNANCE
As required by the Corporate Governance Code, At the extraordinary general meeting of share-
this chapter describes the corporate governance holders on 22 May 2006, two new directors were
policy during financial year 2006, and states the appointed on the nomination of the Board of Di-
main principles and provisions of the Code from rectors, namely Mr. Patrick Steverlynck and Bu-
which the Picanol Group deviates, giving rea- raco NV, the latter being represented by Mr. Paul
sons. Vandekerkhove. Mr. Patrick Steverlynck was for-
merly Chairman and CEO, and has acquired wide
For the general operations of the Board of Direc- commercial experience as a member of the Execu-
tors, the Subcommittee of the Board of Directors tive Committee of the Picanol Group, thus giving
and the Management Committee as far as they him valuable industrial expertise. Mr. Paul Vande-
relate to corporate governance policy, readers are kerckhove* comes from a legal background, and
referred to the Corporate Governance Charter on has experience as a director with among others
the website www.picanolgroup.com. Cobeca NV, Meli NV, Alcomel NV, Wildescreen
Partners NV and Alcopro NV. He is currently a
I . B o a rd o f d irec to rs director of the Cecan NV holding company and
chairman of Cecan Invest NV.
COMPOSITION OF THE BOARD OF
DIRECTORS Mr. Joos Waelkens retired as a director at the end
of 2006. He is succeeded by Findar BVBA, rep-
For the full membership of the Board of Direc- resented by Mr. Stefaan Haspeslagh, who was co-
tors, see page 14. opted by the Board as a new director. His term of
office runs until the next Annual General Meeting, gies for absence were received from Baron Hugo
which will be asked to confirm his appointment. Vandamme on 13 March, and from Mr. Filiep Lib-
eert on 7 December 2006. A telephone meeting of
Accordingly, since 22 May 2006 the Board of Di- the Board was held on 23 March 2006 by Messrs.
T H E 1 97 0 S 70
YEARS
At the ITMA exhibition in Paris in 1971,
Picañol surprised the textile industry with
the MDC, the world’s first electronically con-
trolled flying shuttle machine. Rising sales of
weaving machines meant that Picañol was do-
ing well. Sales continued to expand in the Far
East while the western European economy
entered a slack period. Research and develop-
ment started to play an increasingly important manufacturing facilities. It also put an effort
41
role. In 1973 a new type of weaving machine into purchasing land and building new facili-
entered production: the Diplomat, an inexpen- ties in order to become more centralized and
sive machine for weaving standard, light fab- work on a larger scale. The first spade of soil
rics. But the end of the flying shuttle era was for construction of the new core-making work-
in sight. In 1975 the company presented its shop was dug in 1975. June 1976 saw the move
President PGW rapier weaving machine at the from the “old” to the “new” foundry. Mean-
textile fair in Milan. while, Picañol continued to invest in R&D, tak-
The company invested heavily between 1973 ing on several new engineers. The premises at
and 1977, with heavy emphasis on more ratio- Zonnebeekseweeg in Ieper also came into use
nal production thanks to modernization of the during this period.
The members of the Audit Committee are Messrs. The members of the Appointments & Remunera-
Johan Tack*, Frank Meysman*, Joos Waelkens tions Committee are Messrs. Luc Van Nevel,
and – with effect from 28 August 2006 – Paul Filiep Libeert, Baron Hugo Vandamme and – with
Vandekerckhove*. effect from 28 August 2006 – Paul Vandekerck-
hove*.
The Audit Committee met three times in 2006,
with all the members being present. The Committee met three times during the report
year, with apologies for absence being received
Special attention was paid to: from Mr. Filiep Libeert* on two occasions. The
– the half-yearly and annual results; following subjects were discussed, among others:
– the notional interest deduction;
– reporting on the internal audit, the audit ap- – the management incentive plan: assessment
proach and the 2006 audit scope; of 2005 and drawing up of a plan for 2006;
– yen hedging; – the remuneration of the Management Com-
– update of the CEO exit review; mittee, and the appointment of new members;
– IT audit findings and 2006 audit approach; – nominations and resignations of directors.
– insurance strategy.
The chairman of the Nomination & Remuneration
After each meeting the Audit Committee reported Committee reported on these matters to the Board
through its chairman Johan Tack* to the Board of of Directors after the meeting, and gave its advice
Directors about the above-mentioned matters, and with a view to decisions by the Board.
43
70
T H E 1 98 0 S YEARS
In 1980 Picañol introduced the revolution- The company built a new, 4,000 m2 pro-
ary PAT airjet weaving machine. That same duction hall for all the CNC machining centers,
year the ZF hall was set up at K. Steverlynck- along with storage facilities for spare parts.
laan, as a result of an investment in a produc-
tion hall for automatic machining of gearbox- In 1987 the company changed the spelling of
es for the Germany company Zahnradfabrik its name from Picañol to Picanol, and built
Friedrichshafen. In 1983 Picañol launched a the Picanol Service Center in Shanghai. Also
successor to the PGW machine, the GTM. A during that year, modifications were made to
new assembly line was built in Ieper to meet the production facilities in Ieper. The company
the rising demand quickly and efficiently. In split the production division into two smaller
1984 a Total Quality Control program was units, with similar workpieces being grouped
introduced, with new production equipment together and finished in a specialized produc-
including sophisticated CNC machines be- tion cell. In 1988 Picanol acquired a stake in
ing used to meet the demand for high quality. Melotte, specialized in production of mechani-
1985 brought heavy investments in production cal parts. That same year it built its last flying
capacity to keep pace with the brisk demand. shuttle machine, which was shipped to Indo-
nesia. In 1989 the foundry division was split
off from the other activities and made into a
separate company, Proferro NV. Also in 1989
Picanol took a stake in what was then Protron-
ic (now PsiControl Mechatronics).
I I I . M a nag eme n t c o mmittee – The remuneration granted to Mr. Joos
a n d d ay -to -d ay ma n ag ement Waelkens as director of Proferro NV in 2006
was 23,000 euros.
The Management Committee is made up as fol-
Prior to the Board consultations on these agenda The Marble BVBA has informed all directors of
points, Mr. Luc Van Nevel, the permanent rep- Picanol NV about this conflict of interests, and
resentative of The Marble BVBA, informed the will also inform the Auditor.
Board of a shareholding conflict of interests in
the sense of art. 523 of the Company Code, be- The Marble BVBA, in the person of Mr. Luc Van
tween the latter company and Picanol NV. Nevel, then withdrew from the discussion, and so
did not take any further part in the deliberations
Mr. Luc Van Nevel explained that there might or the voting about the points on the agenda. The
be a conflict of interests since the settlement Board decided that the rest of the meeting should
agreement covers among other things a minor- be chaired by HRV NV, represented by Baron
ity claim that was made on 2 March 2005 by Hugo Vandamme.
Deminor International CVBA, Peter Weinreb,
Olivier Goldberg and Victor Levy against The The Board of Directors took note of the draft set-
Marble BVBA, and against all former directors tlement agreement (hereinafter referred to as the
of Picanol NV; under the terms of the settlement “Settlement Agreement” between Picanol NV,
agreement, the shareholders who entered the mi- Deminor International CVBA, Peter Weinreb,
nority claim have to waive their claims against Olivier Goldberg, Victor Levy and the Wingole
The Marble BVBA. civil company (hereinafter referred to as the “De-
minor Parties”) and a draft settlement agreement
With regard to the shareholders’ agreement, between Picanol NV, Pasma NV/Sofines NV and
the conflict of interests lies in the fact that the the shareholders who are members of the Buraco
members of the Buraco group waive their claims Group (hereinafter referred to as the “Sharehold-
against among others The Marble BVBA con- ers’ Agreement”).
cerning the disputes that arose between the par-
ties to this agreement concerning the sharehold- The legal advisor to Picanol NV explained that
ership and the management of Picanol NV. this Settlement Agreement, along with the Share-
47
For the rest, Picanol NV undertakes to ensure
that the necessary control mechanisms within the
Board of Directors are approved and applied, so
as in future to avoid any abuses or irregularities
that might have occurred in the past.
49
cording to the Board, there can be no justification
for the company continuing to be hindered in fu-
ture or incurring costs for disputes about certain
decisions in the past, given the results already
achieved by the reforms and the measures taken
by the company to avoid a repetition of the facts
that let to them.
The directors representing LMC NV and M.O.S.T After these discussions, the Board of Directors
BVBA at the meeting declared that these two unanimously agreed to approve both agree-
companies had asked them to note that, from the ments.
51
Board meeting of 13 February 2007
Prior to the deliberation, Mr. Patrick Steverlynck Finances. Mr. Patrick Steverlynck is guarantor for
informed the Board of Directors of the fact that compliance by Pasma NV with this agreement.
with respect to the agenda, he had a possible
conflict of interest of a proprietary nature in the Mr. Patrick Steverlynck thus in principle has an
sense of article 523 of the Company Code. interest in the Company approving the present
settlement, including the proprietary implications
Mr. Steverlynck explained that the conflict of thereof for the Company, since this settlement
interest consists in the fact that the proposal could substantially limit his repayment obligation
for approval between the Company and the tax pursuant to the Mediation Settlement Agreement.
authorities, and the associated settlement with Mr.
Jan Coene, can have an impact on the obligations The Chairman determined that all directors of the
committed by himself and by the company Company were notified of the conflict of interest,
controlled by him, Pasma NV, with respect to the and will inform the statutory auditor concerning
Company pursuant to the mediation settlement this.
agreement that was signed on 10 October 2004
between Mr. Jan Coene and Pasma NV («the Mr. Steverlynck then withdrew from the discussion
Mediation Settlement Agreement»). and left the meeting room. Consequently, he
did not take part in the deliberation and the vote
The resolution on the agenda after all relates to concerning the agenda.
the reimbursement to the Company of the gross
part of the sign-up premium that the Company The Board of Directors is of the opinion that the
paid to Mr. Jan Coene in 2002. In this respect, resolutions do not need to be subjected to the
the Mediation Settlement Agreement stipulates procedure of article 524 of the Company Code. The
that Mr. Jan Coene would submit a request to Board of Directors after all notes that the net cost
the Federal Public Service Finances for official of the resolution for the Company is 745,878.76
dispensation concerning the income tax paid on euros (more specifically 642,863 euros as a result
the sign-up premium. Mr. Jan Coene in principle of the difference in tax rates, and 156,061 euros
is only required to repay the gross part of the sign- for discontinuation of collection less the interest
up premium after the income tax, pursuant to the rate due to tax deductibility), which is less than
request for official exemption, has been repaid to 1% of the consolidated net assets of the Company
him by the tax authorities, on the understanding (consolidated net assets as of 31 December 2005:
that the repayment of the gross part of the sign- 78.8 million euros). Pursuant to article 524 §1,
up must take place in any case no later than 31 third section, 2°, there is then no reason to apply
October 2007, regardless the outcome of the the procedure of article 524 of the Company Code
request for official exemption. with respect to the resolution on the agenda. The
Chairman established that the meeting was validly
Should the Federal Public Service Finances, convened, was validly composed and was able
for whatever reason, only reimburse a part of to validly deliberate and decide concerning the
the gross part of the sign-up premium, Pasma agenda items set forth in the convocation notice.
NV has committed itself, together with Mr. Jan
Coene, each for one half, to pay to Picanol NV the The Chairman then opened the debate concerning
amount not repaid by the Federal Public Service the agenda:
1. Explanation of the factual background and the Amount must be reimbursed to the Company
content of the global agreement before 31 October 2007, regardless of the outcome
of the request for official exemption.
By way of introduction, the Chairman explained
1. Tax year 2003 (Income from 2002): rejection of fiscal deduction of sign-up premium (undervaluation of
assets)
2. Tax year 2005 (Income from 2004): increased tax loss by 6,562,972.20 €
With a view toward a global settlement with Mr. 4. Resolution and justification
Jan Coene, Picanol confirms that it will no longer
insist on the repayment by Mr. Jan Coene of the After the investigation of the proprietary effects
VAT deduction rejected by the tax authorities of the proposed resolution for the Company, the
with respect to the invoices of Adequate Advice Board of Directors discussed the appropriateness
and Synergy for an amount of 156,060.84 euros, of the settlement sketched above.
for which a claim was made in 2006. Now that
a waiver is being made with a view toward From this discussion it appears that the Board of
securing the collection of the balance of the sign- Directors is of the opinion that, if the Company
up premium owed by Mr. Jan Coene, the waiver were to accept the statement of agreement of the
of this action in principle can be deducted in the tax authorities and the associated global agreement
corporate tax. The net cost of this waiver can then with Mr. Coene, this would considerably
be estimated at 103.015.76 euros. simplify the collection of the amounts still owed
the Company by Mr. Jan Coene and possibly
Within the framework of this agreement, Picanol Pasma NV pursuant to the Mediation Settlement
also confirms that it should have paid withholding Agreement, and substantially increase the chances
tax for an amount of 52,626.85 euros with respect for actual and complete collection thereof.
to a non-competition remuneration that was owed
Mr. Jan Coene due to an out-of-court settlement In this, the Board of Directors assumes that the
with Mr. Jan Coene of 16 March 2005. The settlement with Mr. Coene implies that an amount
corresponding amount was already booked in estimated at 3,446,873 euros (possibly even more
2006 and the confirmation of this payment within if the tax authorities would pay moratorium interest
the framework of the agreement with Mr. Jan on the amounts to be repaid to Mr. Jan Coene)
Coene then has no financial consequences for the would be directly deposited to the Company by
Company. the tax authorities. This means that at least 96% of
The resolution thus represents an amount that can the amounts still owed would be immediately and
be estimated at 745,878.76 euros. with certainty collected, without the Company
being dependent on any further intervention or There is also the risk that a legal initiative would
collaboration on the part of Mr. Coene and/or again expose the Company to negative publicity
Pasma NV, and without being required to take with respect to certain decisions taken in the
specific actions with respect to these parties. past. The Board of Directors believes that this
I I . F i n an cia l s tateme n ts 63
III. Notes to the Consolidated Financial Statements for the year ending
31 December 2006 67
Associated companies Companies in which Picanol has a significant influence and which
are accounted for under the equity method.
Shareholders’ equity Shareholders’ equity, including minority interests, for the calculation
of ratios.
Joint ventures Entities under joint control and which are consolidated
proportionately.
Export finance Bank loans to refinance credit granted to our customers, with as
security bills of exchange or promissory notes accepted by our
customers.
I I . F I N A N C I A L S TAT E M E N T S
The consolidated financial statements have been approved for publication by the Board of Directors on 19
March 2007.
(*) the accompanying notes are an integral part of this income statement. 63
(**) A re-allocation of head-office costs amounting to 6.9 million euros from the beginning of 2006 led to an adjustment
of the gross profit on 31/12/2005, in order to make a comparison possible.
E A R N I N GS P E R S H A R E
(*) The accompanying notes are an integral part of this balance sheet.
II.3. CONSOLIDATED CASH FLOW STATEMENT
F o r t h e y e a r e n d in g 2 0 0 6
Translation differences
Minority interests
Share premiums
interests
interests
Capital
PICANOL GROUP
(in ‘000 euros)
At the end of the preceding period 7,400 1,332 68,785 1,379 78,896 3 78,899
Changes in scope of consolidation 0 0 0 0 0 -1 -1
Changes in applied accounting 0 0 0 0 0 0 0
principles
Result over the reporting period 0 0 5,569 0 5,569 -1 5,568
Dividends 0 0 0 0 0 0 0
Translation differences 0 0 0 -1,747 -1,747 0 -1,747
Other 0 0 0 0 0 0 0
At the end of the reporting period 7,400 1,332 74,354 -368 82,718 1 82,719
F o r t h e y e a r e n d in g 2 0 0 5
Translation differences
Minority interests
Share premiums
interests
interests
Capital
PICANOL GROUP
(in ‘000 euros)
At the end of the preceding period 7,400 1,332 74,760 -889 82,603 132 82,735
Changes in scope of consolidation 0 0 0 0 0 -128 -128
Changes in applied accounting 0 0 0 0 0 0 0
principles
Result over the reporting period 0 0 -4,716 0 -4,716 -1 -4,717
Dividends 0 0 -1,475 0 -1,475 0 -1,475
Translation differences 0 0 0 2,268 2,268 0 2,268
Other 0 0 216 0 216 0 216
At the end of the reporting period 7,400 1,332 68,785 1,379 78,896 3 78,899
I I I . N O T E S T O T H E C O N S O L I D AT E D
F I N A N C I A L S TAT E M E N T S O F T H E Y E A R
ENDING 31 DECEMBER 2006
Since 1 January 2005, the consolidated financial statements of the Picanol Group have been compiled in
accordance with the International Financial Reporting Standards (IFRS), as drawn up by the International
Accounting Standards Board (IASB) and the Interpretations issued by the Standing Interpretation Commit-
tee of the IASB and approved by the European Union.
The consolidated financial statements are expressed in thousands of euros. They have been compiled on the
basis of the historical cost convention.
The valuation rules, with the exception of IAS 32/39 (financial instruments), IFRS 3 (business combina-
tions) and the ‘bandwidth’ approach as laid down in IAS19 (personnel benefits), have consistently been
applied to the year 2006, and also to the previous financial year and the opening balance on the date of
transition to IFRS.
The following new standards and interpretations, already issued on the date of approval of this annual re-
port, but not yet in effect, were not applied by the Picanol Group for the year 2006:
67
• IFRS 7 Financial instruments: Disclosures; in effect for the financial year that starts per 1 January 2007
• IFRS 8 Operating segments; in effect for the financial year that starts per 1 January 2009
• IFRIC 7 Applying the Restatement Approach under IAS29; in effect for the financial year that starts after
1 March 2006
• IFRIC 8 Scope of IFRS 2; in effect for the financial year that starts after 1 May 2006
• IFRIC 9 Reassessment of Embedded Derivatives; in effect for the financial year that starts after 1 June
2006
• IFRIC 10 Interim Financial Reporting and Impairment; in effect for the financial year that starts after 1
November 2006
• IFRIC 11 IFRS 2 Group and Treasury Share Transactions; in effect for the financial year that starts after
1 March 2007
• IFRIC 7 Service Concession Arrangements; in effect for the financial year that starts per 1 January 2008
According to a first estimation, the application of IFRS 7 and IFRS 8 will only influence the notes of the
Picanol Group. The application of the above mentioned standards and interpretations will have no material
influence on the financial statements of the Picanol Group.
Foreign currency
Transactions denominated in foreign currencies are accounted for at the exchange rates prevailing at the
date of the transaction. At each balance sheet date, any monetary assets and liabilities that are expressed in
foreign currency, will be translated at the closing rate.
Any non-monetary assets and liabilities carried at fair value and denominated in a foreign currency , will be
translated at the rate of exchange applicable at the time when their fair value was determined. Any profits
and losses which result from these transactions will be recognized in the income statement. However, if
these are deferred, they will be recognized in the shareholders’ equity.
Assets and liabilities of the group’s foreign operations are translated at the closing rate. Profits and losses
are translated at the average exchange rate over the period. Any currency exchange differences resulting
from this will be recognized in shareholders’ equity, under the heading “Translation differences”. Upon
disposal of the foreign operation, currency exchange differences accumulated in equity will be recognized
in the income statement.
Consolidation principles
Subsidiaries
The consolidated financial statements enclose all subsidiaries where the group has acquired control. Control
means that Picanol NV has the power to control the financial and operational policy of the entity in order to
benefit from its activities. Such control is supposed to exist when Picanol NV, either directly or indirectly,
holds over 50% of the voting rights of the entity. The existence and effect of potential voting rights, practi-
cable or convertible at that time, are taken into consideration when evaluating if the group has the power to
control the financial and operational strategy of another entity.
Subsidiaries are those companies in which Picanol NV holds, either directly or indirectly, more than 50%
of the voting rights or in which Picanol NV can exert, either directly or indirectly, a deciding influence on
the policy.
Acquisitions of subsidiaries are accounted for on the basis of the take-over method.
The cost of a business combination is valued at the total fair value on the date of the exchange, of assets
handed over, liabilities entered into or taken over, and the shareholders’ equity instruments issued by the
acquirer, plus any costs directly attributable to the business combination. The identifiable assets, liabilities
and contingent liabilities of the acquirer which comply with the admission criteria of IFRS 3 Business
Combinations are recognized at the fair value on the date of take-over with the exception of the fixed assets
(or groups of assets disposed of) classified as held for sale in accordance with IFRS 5 Fixed assets held for
The financial statements of the subsidiaries are recognized in the consolidation scope from the moment that
Picanol NV acquires control until the date on which this control ceases.
The financial statements of the subsidiaries bear the same reporting date as that of the parent company.
These financial statements are compiled on the basis of uniform principles for financial reporting for com-
parable transactions and other events in similar circumstances. Balances and transactions, profits and losses
within the group are totally eliminated.
Associated Companies
Associated companies are companies in which Picanol NV exercises significant influence. Significant in-
fluence is the power to participate in the financial and operating policy decisions of the shareholding, but
does not entail control or joint control over the relevant policy. Unless stated otherwise, significant control
is presumed when an investor holds, either directly or indirectly, 20% or more of the voting rights of the
shareholding.
These enterprises are accounted for under the equity method from the moment this significant influence
is acquired until the date it ceases. If the group share in the loss exceeds the book value of the associated
company, the book value will be reduced to zero and further losses will no longer be charged, except to the
extent which the group has entered into obligations with respect to this enterprise.
Joint ventures
A joint venture is a contractual agreement in which two or more parties enter into a business activity over
which they have joint control. Entities over which the group exercises joint control are recognized on the
basis of the proportional consolidation method. All of the assets, liabilities, profits and losses of the entities
69
under joint control are added entry by entry to comparable entries in the financial statements. The applica-
tion of proportional consolidation ceases on the date on which the group ceases to have joint control.
III.1.3. BALANCE SHEET
Intangible assets
Intangible assets are valued at cost less the accumulated depreciation and incidental impairment losses.
Internally generated intangible assets resulting from the development of the group are only recognized if
they meet the following criteria:
• An identifiable asset has been created.
• It is probable that the created asset will generate economic benefits that will flow to the entity.
• The development cost of the asset can be measured reliably.
From the moment a weaving machine is launched onto the market, the capitalized development costs are
depreciated on a straight-line basis over a period of 5 years. This is in line with the average lifecycle of a
weaving machine.
Goodwill
Goodwill is the difference between the cost of a business combination and the interest of the Picanol Group
in the net fair value of the identifiable asset, liabilities, and contingent liabilities. Goodwill is measured at
cost less any incidental accumulated impairment losses.
The cash generating unit to which goodwill is accounted is checked every year on impairment, and each
time when there is an indication that the unit has experienced impairment comparing the book value of a
unit with the realizable value. If the realizable value is lower than the book value, the impairment will be
recognized in the book value of the unit’s added goodwill and further in the other assets of the unit in direct
proportion to the book value of each asset in the unit. A special impairment recorded in goodwill, can not
be reversed later on.
If the interest of the Picanol Group in the recognized net fair value of the identifiable assets, liabilities, and
contingent liabilities, exceeds the cost of the business combination, then:
(a) The identification and the valuation of the identifiable assets , liabilities and contingent liabilities of the
acquirer and the cost valuation of the business combination will be assesses; and
(b) Any incidental surplus remaining after that assessment will immediately be recognized in the income
statement.
Tangible fixed assets are recognized in the balance sheet at the historical cost of acquisition less the accu-
mulated depreciation and any incidental impairment. The historical cost of acquisition includes the actual
purchase price plus any incidental costs incurred to bring the asset to its working condition and location for
it intended use.
Borrowing costs are not capitalized.
Any subsequent costs associated with tangible fixed assets are generally immediately expensed within the
period in which they occur. Such costs are only capitalized if it can be demonstrated that the economic
benefits generated by this expenditure will be higher than their initial estimated performance standard, and
that the cost of the asset can be measured reliably.
The residual value and the useful life of an asset are reviewed at least at the end of each financial year and
if the expectations differ from previous estimates, adjustments are processed as an adjustment in estimate
in accordance with IAS 8 Principles of financial reporting, changes in estimates and errors.
71
Lease agreements
Financial lease
Lease agreements are classified as financial leases if the group substantially bears all the risks and rewards
associated with the agreement. Tangible fixed assets acquired by means of a financial lease are recognized
in the balance sheet at:
Lease payments are partly presented as finance costs and partly as settlement of the outstanding liability, so
that a constant interest charge in comparison with the outstanding capital is created over the full term.
The depreciation rules for assets acquired in form of a financial lease are consistent with those for assets
acquired as property. If there is any uncertainty as to whether the company will own the asset at the end of
the lease, then the asset must be written off in full over the lease period or over the useful life should this
be shorter.
Operating lease
All lease agreements not classified as financial leases are operational leases. Payments made under an oper-
ating lease contract are expensed on a straight-line basis over the term of the agreement. Benefits received
or which will be received at the end or at the renewal of an operating lease will also be recognized on a
straight-line basis as a reduction of the rental costs over the lease term.
The assets of the Picanol Group, other than the inventories, the deferred tax assets, the personnel benefits
and financial instruments, are reviewed for impairment, if there are indications that the carrying amount of
an asset or a cash generating unit might possibly not be recovered.
If the carrying amount of an asset or a cash generating unit exceeds its realizable value, an impairment loss
will be recognized in the income statement.
The realizable value of an asset or of a cash generating unit is equal to the highest fair value minus the costs
to sell and value in use of the asset or of a cash generating unit, whereby the fair value is equal to the amount
that can be obtained from its sale in a transaction between knowledgeable, willing, and independent parties,
and of which the going concern value corresponds with the discounted value of the estimated future cash
flows which would be expected to flow from the asset or a cash generating unit.
Impairment losses recognized in previous financial years are offset in the income statement if there are any
indications that a previously recognized impairment of an asset no longer exists or has decreased. Impair-
ment losses on goodwill are not reversed.
Fixed assets or groups of assets that are being disposed of, are classified as available for sale if their carrying
amount will primarily be realized in a sale transaction and not through its continued use. This only applies
when the assets (or the group of assets being disposed of) are immediately available for sale in their present
condition and if the sale is highly probable. A sale is only considered as highly probable if the appropriate
management level has committed itself to a plan to sell the asset.
Fixed assets or group of assets which are being disposed of, are valued at the lower of carrying amount of
fair value minus the sales costs.
All borrowing costs are expensed in the period in which they are incurred.
Inventories
Inventories are valued at the lower of cost or market value. The realizable value is the estimated sale price
within the operational framework less the estimated costs for completion and the costs that are necessary
to achieve the sale.
The Picanol Group uses an inventory valuation method which approaches the FIFO method.
The cost of the inventory includes all the purchase costs, conversion costs, and any other costs necessary to
bring the inventory to their present location condition.
Minority interests
Minority interests are a share in the profit or the loss and the net assets of a subsidiary which are attributable
to the equity interests which are not held directly via subsidiaries by the parent company.
At the time of acquisition, the minority interest is initially recognized at the minority share of the fair value
of the identifiable assets, liabilities and contingent liabilities of the acquirer on the date of the acquisition.
This will later also include the minority share of the profits or losses.
The group primarily has defined contribution plans as well as defined benefit plans in Picanol NV and
73
Proferro NV.
The corridor approach entails that the actuarial gains and losses which, at the end of the previous reporting
period, exceeded the largest amount of 10% of the discounted value of the gross liability in respect of the
defined benefit rights on that date and 10% of the fair value of the investments funds on that date, are rec-
ognized in the income statement over the expected average remaining service lifes of the plan participants
involved.
The discounted value of the gross liability in respect of defined benefit plans is calculated by discounting
the gross liabilities at a discount rate which is based on the market yield of high quality company bonds at
the balance sheet date.
A provision for current early retirements is recognized as a liability and as charge if the entity has demon-
strably committed itself to either:
(a) the termination of the employment of an employee or a group of employees prior to the normal pension
date; or
(b) the settlement of redundancy payments as a result of an offer made to the employees to encourage vol-
untary redundancy.
If redundancy payments are due only 12 months at least after the balance sheet date, they will be discounted.
If an offer is made to encourage voluntary redundancy, the valuation of the redundancy payments will be
based on the number of employees who are expected to accept the offer.
No provision has been made for this in view to the fact that the Picanol Group does not have to provide any
constructive liability for future early retirement.
Provisions
Provisions are recognized at the balance sheet date if the group has a present obligation (enforceable by
law or constructive) due to a past event, and if it is probable that this liability will lead to a future outflow
of resources which in themselves hold economic benefits, when the liability will be settled, and if a reliable
estimate can be made of the amount of the obligation.
Provisions are recognized at the best estimate of the expenditure required to settle the existing obligation
at the balance sheet date.
Financial instruments
Investments in equity instruments that do not have a quoted market price in an active market and whose fair
value cannot be reliably measured.
After the initial valuation, these are valued at cost less any incidental impairment losses.
Equity instruments
Equity instruments issued by the company are recognized in accordance with the amounts received, minus
any direct issue costs.
75
Bank loans
Interest-bearing bank loans and fixed advances are recognized on the basis of the amounts received, less
any direct issue costs. Financial charges, including premiums payable upon settlement or redemption and
direct issue costs, are recognized proportionally through the income statement in accordance with the ef-
fective interest method and are added to the recognized amount of the instrument to the degree that they are
not settled in the relevant period.
Derivatives
Picanol NV has foreign currency hedges in the form of forward contracts, partly as fair value hedge and
partly as cash flow hedge.
Fair value hedges protect against foreign currency risks incurred by exchange rate fluctuations in the fair
value of recognized assets and liabilities. The profit and loss from both the revaluation of the hedging in-
strument (e.g. forward contracts) and the revaluation of their hedged assets and liabilities are immediately
recognized through the income statement.
Cash flow hedges protect against any incidental variation in cash flow which (i) is attributable to a particular
risk associated with a recognized asset or liability or a highly probable expected future transaction and (ii)
which could have an impact on the profit or loss. The share of profit or loss on the hedge instrument which
has been established as an effective hedge will immediately be recognized in the shareholders’ equity and
the non-effective share of the profit or loss on the hedge instrument will be recognized through the income
statement.
If the hedging of an expected future transaction leads to the recognition of a non-financial asset or a non-
financial liability, or if an expected future transaction concerning a non-financial asset or non-financial
liability becomes a firm undertaking for which administrative processing of fair value hedge transactions is
applied, then the entity will take the following action:
• The entity transfers the associated profits or losses recognized in the shareholders’ equity to the income
statement in the same period or periods in which the acquired asset or the liability entered into has an
impact on the profit and loss. However, if an entity expects that (part of) the profit which is directly rec-
ognized in the shareholders’ equity , will no longer be realizable in one or several future periods, then the
entity must transfer the expected non-realizable amount to profit and loss.
• The entity transfers the associated profits and losses which are recognized in the shareholders’ equity in
order to recognize these in initial cost or another book value of the asset or liability.
Financial instruments are not used at all for speculative purposes. The Picanol Group does not have any
other kind of financial instruments.
III.1.4. Revenue
General
Sale of goods
Rendering of services
If the result of a transaction involving the rendering of services can be measured reliably, the revenue as-
sociated with those services has to be recognized in direct proportion to the services rendered at the balance
sheet date.
Dividends
Dividends are recognized when the shareholders’ right to receive the payment is established.
Income taxes
The tax expense of the period represents the sum of the current tax expense and deferred tax expense. The
current tax expense is based on the taxable profit of the financial year. Taxable profit differs from the net
profit as stated in the income statement because it excludes income or expenditure that is taxable or deduct-
ible in other years, and it further excludes components which are never taxable or deductible. The current
tax of the Picanol Group is calculated using tax rates enacted or substantively enacted at the balance sheet
77
date.
Deferred taxes are taxes payable or recoverable on the differences between the carrying amount of assets
and liabilities in the financial statements and the corresponding tax bases used in the calculation of taxable
profit, and these are recognized on the basis of the balance sheet liability method.
Deferred tax liabilities are generally recognized for all taxable temporary differences and deferred tax
assets are recognized to the extent that it is probable that taxable profits will be available against which
deductible temporary differences can be utilized. Such assets and liabilities are not recognized when the
temporary differences originate from goodwill (or negative goodwill) or from the initial recognition of an
asset or of a liability in a transaction that is not a business combination, and which at the time of the transac-
tion, affects neither the accounting profit not the taxable profit or loss (taxable loss).
Deferred tax liabilities are recognized for taxable temporary differences arising on investments in subsidiar-
ies, interests in joint ventures and associated companies, except when the Picanol Group is able to control
the reversal of the temporary difference and when it is probable that the temporary difference will not
reverse in the foreseeable future.
The carrying amount of the deferred tax assets is reviewed at each balance sheet and reduced to the extent
that is no longer probable that sufficient taxable profit will be available to allow all or part of the tax assets
to be recovered.
Deferred taxes are calculated at the tax rates which will probably be applied to the period in which the li-
ability is settled or the assets are realized. Deferred taxation will be debited or credited in the income state-
ment, except if it relates to components which are directly debited or credited in shareholders’ equity, in
which case the deferred taxes will also be recognized in shareholders’ equity.
Deferred tax assets and liabilities are recognized if they relate to income tax levied by the same tax author-
ity and if the group has the intention to settle its current tax assets and liabilities on a net basis.
There were no changes in accounting principles applied in financial year 2006 in comparison with financial
year 2005.
The Picanol Group consolidation scope was modified in 2006 as a result of the settlement of the companies
Picanol Overseas and the Swedish joint-venture Psi-Control. The settlement of these companies was initi-
ated and completed in 2006. Formerly, the company Picanol Overseas was integrally entered in the consoli-
dation of the Picanol Group, whereas the company Psi-Control was consolidated proportionally.
The companies Amtech and Picanol Korea were sold in 2006. Picanol Korea was before integrally entered
in the consolidation, whereas Amtech was consolidated proportionally.
During the financial year 2005, the above mentioned companies had a contribution of the consolidated
net assets of -0.38 million euros, in the consolidated total assets of 1.94 million euro, in the consolidated
turnover for an amount of 1.89 million euros and an impact on the consolidated net result of -0.23 million
euros. On the contrary, these companies contribute in 2006 in the consolidated net assets for an amount of
0.10 million euros, in the consolidated total assets of 0.11 million euros, in the consolidated turnover for an
amount of 0.26 million euros and in the net-result of -0.74 million euros.
On the other hand, the consolidation scope changed because of the establishment of the Romanian company
PsiControl Mechatronics Romania Srl and the Chinese company Picanol (Suzhou) Trading Co. Ltd in 2006,
both a 100% participation.
The companies Picanol (Suzhou) Textile Machinery and Picanol Tex-Machinery Systems merged in 2006
into the company Picanol SIP (Suzhou Industrial Park) Textile Machinery, where these companies each
represent a 100% participation. These new companies have no impact on the consolidated financial state-
ments of 2006.
I I I . 4 . 1 . B u sin es s s e g men ts
The group consists of two main divisions – OEM Business and Weaving Machines – and the Head Office.
Please refer to the first section of this annual report for more details concerning these divisions, which
form the primary segments of the group. Sales between segments take place in accordance with the general
market conditions.
79
For the year ending 2006
OEM Business
Consolidated
Eliminations
Corporate
Machines
Weaving
PICANOL GROUP (in ‘000 euros)
OEM Business
Consolidated
Eliminations
Corporate
Machines
Weaving
PICANOL GROUP (in ‘000 euros)
The increase of the total group operating profit was caused, on the one hand, by an increase of the operating
profit of the OEM Business segment (3.7 million euros), and by an increase of the operating profit of the
segment Weaving Machines (11.3 million euros). On the other hand, the operating result of corporate has
decreased by 2.8 million euros.
The increase in the segment profit within OEM Business is mainly caused by an increase in the profit of
Manufacturing, which during 2005 had to deal with productivity problems.
81
The increase in the segment profit within Weaving Machines is mainly caused by, on the one hand, an in-
crease in realizable margins through the effect of a product mix and, on the other hand, through efficiency
improvements within the assembly department.
The increase in the segment loss of corporate is mainly caused by non-allocated other company costs in
2006 for an amount of 0.7 million euros against non-allocated other company costs in 2005 for 2.2 million
euros.
O t h e r in fo rma tio n
Impairment losses
recognized in profit or loss 428 597 0 1,025
Restructuring 0 0 0 0
Impairment losses
recognized in profit or loss 0 0 0 0
Restructuring 0 0 0 0
B a l a n ce s h ee t
(*) The segment assets and segment liabilities of OEM Business and Weaving Machines in 2005 were adjusted in
83
order to make a comparison with 2006 possible.
Non-recurrent elements per segment
2006
Impairment -428 -597 0 -1,025
Restructuring costs 0 0 0 0
Other 155 2,430 -729 1,856
2005
Impairment 0 0 0 0
Restructuring costs 0 0 0 0
Other 55 -175 2,201 2,082
The non-recurrent elements are discussed in detail in Par. III.5.1. “other operating income” and III.5.2. “other
operating expenses”.
I I I . 4 . 2 . G eo g ra p h ic a l s e g m ent s
The group’s activities can mainly be divided between, on the one hand, Europe, America & Africa, and Far
& Middle East on the other hand.
The table below provides an analysis of the sales and fixed assets of the Picanol Group according to the
geographical market.
Sales
I I I . 5 . 1 . O th er o p e ra tin g income
The other operating income of 2006 primarily comprises revenue resulting from capital gain realized on the
sale of the building of the Chinese subsidiary PST (2.2 million euros), a surplus value realized on the sale
of the building of PsiControl Mechatronics (0.3 million euros) and received repayments within Picanol NV
(0.2 million euros).
The other operating income of 2005 primarily comprises revenue from repayments of the former president
& CEO and some members of the Board of Directors (1.7 million euros) and reversing of restructuring
provisions (0.4 million euros)
85
(in ‘000 euros) 2006
Amtech -138
Picanol Korea 138
PSI-Control -54
I I I . 5 . 2 . O th er o p e ra tin g expenses
TOTAL 2,866 0
Impairment
Based on assumptions made regarding impairment, the Board of Directors has studied and evaluated the
carrying amount (i) intangible assets, (ii) the goodwill and (iii) the tangible fixed assets. Except for BCN
Laminados (cf. infra) the Board of Directors has evaluated that no additional impairment losses should be
recognized.
In 2006 an impairment loss was recognized on the remaining consolidation goodwill of the company BCN
Laminados (0.4 million euros), because the settlement of this company was initiated in 2006.
In addition, an impairment was recognized on a license acquired for the development of a new machine
platform (0.5 million euros) and capitalized development costs regarding this platform (0.06 million euros).
The development of this machine was stopped during 2006.
Other
The other operating expenses of 2006 primarily comprise payments made by Picanol NV to minority share-
holders according to the settlement agreements of March 2006 (1.2 million euros).
I I I . 5 . 3 . O p e ra tin g res u lt
The total decrease of 5.0 million euros in other goods and services and in personnel costs is mainly resulting
from major savings in overhead costs in 2006. These are partly compensated by an increase in personnel
I I I . 5 . 4 . F in an cia l re s u lt
In 2006, the consolidated interest expenses decreased by 0.6 million euros compared to 2005, primarily the
result of a substantial repayment of loans in Picanol NV during 2006.
87
The negative evolution of the exchange rate of the USD and RMB against the EUR in 2006 resulted in a
decrease of the other financial result by 0.8 million euros in relation to 2005.
The unrealized profit on financial instruments relates to foreign currency hedges in the form of forward
contracts within Picanol NV. These primarily relate to forward sales contracts, whereby USD and the JPY,
to a lesser degree, are sold forward. The forward contracts, for which there is no underlying balance sheet
position, are treated as cash flow hedges. These positions are recognized in view of orders placed but not
yet invoiced.
I I I . 5 . 5 . In c o me tax e s
I N C O M E TA X E X P E N S E
Current tax
TOTAL -1,828 -5,584
Deferred tax:
(Under)/ over provided in previous year 0 -220
Recognition and reversal of temporary differences 1,208 1,326
Utilization of previous years’ losses -2,790 -263
Deferred tax on current year’s losses 174 3,164
TOTAL -1,409 4,007
Profit before tax and before income from associates 8,803 -3,140
Tax at the applicable tax rate of 33.99% -2,992 33.99% 1,067 33.99%
Tax effects of non-deductible expenses
Non-deductible depreciation on goodwill and intangible
assets -146 1.66% 0 0.00%
Non-tax-deductible expenses -1,435 16.30% -2,149 -68.44%
Other 50 -0.57% -78 -2.48%
Tax effects of tax-exempt revenues
Non-taxable dividends received from non-consolidated
entities 0 0.00% 0 0.00%
Non-taxable financial and other income 0 0.00% 0 0.00%
Other 771 -8.75% -297 -9.46%
Deferred tax effect resulting from a change in tax rates -153 1.74% -11 -0.36%
Tax effects of corrections to deferred and current tax,
concerning previous periods 359 -4.08% -335 -10.67%
Effects of different tax rates of group entities in other
jurisdictions 499 -5.67% 122 3.87%
Tax effect of utilization of tax losses not previously
recognized 0 0.00% 160 5.08%
Valuation allowance on deferred tax assets -190 2.16% -55 -1.75%
Tax expense and effective tax rate for the period -3,236 36.76% -1,577 -50.22%
Deferred tax income/ (expenses) recognized directly in shareholders’equity
(*) In accordance with IAS 12 (Income Tax), deferred tax assets and deferred tax liabilities should, under certain
conditions, be offset against each other.
The deferred tax adjustment as per 31/12/2006 in relation to the end of 2005 is primarily due to :
• A realized tax profit of Picanol NV in 2006, resulting in the total reversal of the deferred tax for an amount
of 1.81 million euros. These deferred tax assets were originally recognized per 31/12/2005 as the result of
89
the tax loss of Picanol NV in 2005.
• Realized tax profits of mainly Proferro NV and Verbrugge NV in 2006, resulting in the reversal of the
deferred tax assets in 2006 for a total amount of 0.98 million euro.
The Picanol Group no longer holds joint ventures in 2006, compared to 2005 where they had an impact of
0.01 million euros on the consolidated deferred tax assets.
Non-recognized tax loss carry-forward, classified by due date:
Within 1 year 0 0
Within 2 years 0 0
Within 3 years 0 0
Within 4 years 0 0
Within 5 years or more 246 0
Without time limit 1,168 612
Deferred tax assets with valuation allowance, relate to the following elements as at closing date financial
year 2006:
Non-
Total Recognized recognized
Gross deferred tax deferred tax deferred tax
PICANOL GROUP (in ‘000 euros) amount assets assets assets
Deferred tax liabilities not recognized by the group and relating to the following elements as at 31 december
2006:
No liabilities or assets were recognized for temporary differences relating to undistributed earnings of sub-
sidiaries and joint ventures because the group is in control of the reversal of the temporary differences and
it is probable that such differences will not reverse in the foreseeable future.
I I I . 5 . 6 . D iv id en d s
The Board of Directors will propose, at the Annual General Meeting of 18 April 2007, to distribute a gross
dividend of 0.32 euros per share for the financial year 2006.
The proposed dividend is to be approved by the shareholders at the Annual General Meeting and is not
incorporated as a liability in this annual report.
I I I . 5 . 7 . B a s ic e a rn in g s p er share
2006 2005
(number of shares)
Ordinary shares per 01/01 5,900,000 5,900,000
Ordinary shares per 31/12 5,900,000 5,900,000
2006 2005
(in euros)
Basic earnings per share 0.94 -0.80
Basic earnings per share from continuing operations 0.94 -0.80
The diluted earnings per share of the Picanol Group are equivalent to the basic earnings per share, both for
the financial year 2006 and 2005.
91
I I I . 6 . 1 . In tan g ib le a s s e ts
Advance Payments
Construction and
Other Intangible
and Licenses
Assets under
Development
Goodwill
Assets
Costs
Total
PICANOL GROUP (in ‘000 euros)
The acquisitions of 2006 comprise ‘internally generated intangible assets’ for an amount of 0.9 million eu-
ros. ‘Internally generated intangible assets’ comprises all the capitalized development costs within Picanol
NV.
The total effect of the development costs recognized in the 2006 income statement amounts to net 0.3 mil-
lion euros.
Impairment loss, recorded in the IFRS opening balance sheet on the total net book value of the right of
the company PST in China to use the ground, was reversed in 2006 for an amount of 0.43 million euros,
because the PST building on this ground was sold by this company in 2006.
An impairment loss was recorded for a license, originally bought by Picanol NV for use on a machine of
which the development was stopped definitively in 2006. This impairment loss amounts to 0.5 million
euros. In addition, an impairment loss is recorded for the capitalized development costs for this machinery
platform for an amount of 0.06 million euros.
The depreciation of the intangible fixed assets is recognized under the depreciation heading, partly as a
component of the cost of sales, and partly under the general and administrative costs, whereas the impair-
ment losses are recognized in the other operating income/expenses.
93
As per 31 December 2006, the intangible assets consisted of a pledge on a trade fund within Verbrugge NV
for an amount of 2 million euros. At the end of 2006, the intangible assets did not comprise any contractual
commitments.
For the year ending 2005:
Concessions, Patents
Advance Payments
Construction and
Other Intangible
and Licenses
Assets under
Development
Goodwill
Assets
Costs
Total
PICANOL GROUP (in ‘000 euros)
Intangible assets which comply with the recognition criteria of IAS 38 – Intangible assets are recognized
to the extent that future economic benefits are probable. If the realizable value of the intangible assets (i.e.
the higher of its fair value less the costs to sell and the present value of the future cash flows expected from
the continuing use of these assets and their disposal) is less than the carrying amount, then an impairment
loss will be recognized in accordance with IAS 36 – Impairment of assets.
The realizable value of a cash generating unit is equivalent to the highest fair value less the sales costs and
the operating value of the asset or cash generating unit, whereby the fair value is equal to the amount that
can be achieved from its sale at arm’s length, and for which the operating value is equal to the discounted
value of the estimated future cash flows which are expected to flow from the asset or cash generating unit.
I I I . 6 . 2 . G o o d will
The impairment loss recorded on the goodwill during the financial year 2006 is the result of the initiation of
the liquidation of the group company BCN Laminados, resulting in a depreciation of the remaining good-
will consolidation on this partnership of 0.43 million euros.
The carrying amount of goodwill acquired in a business combination must be allocated on a reasonable
and consistent basis to each cash generating unit or smallest group of cash generating units in accordance
with IAS 36.
The realizable value of a cash generating unit is defined on the basis of the operating value. To calculate the
operating value, cash flow prognoses are used which are based on financial budgets and projections over a
period of eight years. These projections comprise extrapolations based on the most justifiable percentage of
growth which must not exceed the average percentage of long-term growth for the sector in which the cash
generating unit is active, which in real terms is between 2 and 5%.
The management bases its assumptions on past performances and on its forecasts for future years. The dis-
count rate applied is based on the market interest rate (3.7% over a period of 5 years), and takes into account
a risk factor, which varies between 1.5% and 6% depending on the country.
95
I I I . 6 . 3 . Tan g ib le fixe d as s et s
Advance Payments
Construction and
Plant, Equipment
and Machinery
Other Tangible
Furniture and
Assets under
Fixed Assets
Vehicles
Total
PICANOL GROUP (in ‘000 euros)
The total acquisitions of tangible fixed assets amount to 9.5 million euros in comparison with 10.4 million
euros during the previous reporting period.
The acquisitions of 2006 comprise principally the construction of the new production plant for PsiControl
Mechatronics and Verbrugge for an amount of 2.1 million euros and the construction of the new building in
China for an amount of 2.7 million euros.
The sales and scrapped part of 2006 comprises principally the sale of the former production building of Psi-
Control Mechatronics with a net book value of 0.65 million euros and the sale of the tangible fixed assets of
the joint-venture Amtech with a net book value of 0.22 million euro.
The decrease in the total net book value of the tangible fixed assets is the result of a higher level of deprecia-
tion during the financial year in relation to the acquisitions.
The impairment loss, recorded in the IFRS opening balance on the total net book value of the former build-
ing of the partnership PST in China, was reversed in 2006 for 0.77 million euros because this building was
sold in 2006.
The impairment loss on machinery and equipment in the IFRS opening balance refers to the Chinese sub-
sidiary Amtech. This company was sold in 2006.
The tangible fixed assets do not comprise any ‘internally generated’ assets at 31 December 2006.
At 31 December 2006, the tangible fixed assets comprise the pledge for 99% of the shares of Millentex NV
to the value of a loan of 2.6 million euros in USD.
At the end of 2006, the tangible fixed assets do not comprise any contractual commitments.
Advance Payments
Construction and
Plant, Equipment
and Machinery
Other Tangible
Furniture and
Assets under
Fixed Assets
Vehicles
Total
PICANOL GROUP (in ‘000 euros)
The reassessment of the useful life of certain asset components is based upon an industrial survey con-
firmed by the economic reality and the experience of peers reporting under IFRS.
The valuation of tangible fixed assets in accordance with the principles of IAS 36 is carried out by the same
method as that for the intangible fixed assets (III.6.1.).
The assets under finance lease included in ‘land and buildings’ mainly consist of the finance lease of the
administration building of Picanol NV.
The assets under financial lease placed in ‘Plant, equipment and machinery’ include primarily the produc-
tion line of Proferro NV and an automation line of Verbrugge NV.
Furniture and vehicles comprise principally hardware of Picanol NV under finance lease.
No considerable financial lease-contracts were recorded during the financial year 2006.
I I I . 6 . 5 . S u b sid iarie s , jo in t vent ures and associat ed companies
2006 Shareholding %
2006 2005
Belgium
Proferro NV Ter Waarde 50 , 8900 Ieper 99.99% 99.99%
Sweden
PSI-Control AB Ostergradsgatan 12 , 43153 Moelndal 0.00% 50.00%
People’s Republic of China
Amtech Precision Machinery (Suzhou) CO LTD Youxin Lu 18 , 215007 Suzhou , Jiangsu Province 0.00% 50.00%
3. NON-CONSOLIDATED ENTITIES
Belgium
Symatex CVBA A. Reyerslaan 80 , 1030 Brussel 34.00% 34.00%
Bedrijvencentrum Westhoek Industrielaan , 8900 Ieper 12.82% 12.82%
I I I . 6 . 6 . O th er fin a n cia l in vest ment s
This heading contains all the non-consolidated investments, which are also non-listed entities. The fair
value equals the historical cost corrected for durable impairment losses.
No movements took place in the other financial investments during the financial years 2006 and 2005.
31/12/2006 31/12/2005
Interest- Interest- Interest- Interest-
Bearing Bearing Bearing Bearing
PICANOL GROUP Trading Guaran- other Trading Guaran- other
(in ‘000 euros) Receivables tees Receivables Receivables tees Receivables
At the end of the previous reporting period
Gross value 35,835 305 3,577 48,440 319 3,577
Accumulated amounts
written off 0 0 0 0 0 0
Net book value 35,835 305 3,577 48,440 319 3,577
Movements during the reporting period
Changes in the
consolidation scope 0 0 0 0 0 0
Acquisitions 5,747 50 0 10,546 0 0
Discount effect 0 0 0 0 0 0
Reimbursement 0 -56 0 0 -14 0
Write-off 0 0 0 0 0 0
Write-back 0 0 0 0 0 0
Transfers -19,678 0 -3,577 -22,675 0 0
Exchange rate
differences 27 0 0 -476 0 0
Other 0 0 0 0 0 0
At the end of the reporting period
Gross value 21,931 299 0 35,835 305 3,577
Accumulated amounts
written off 0 0 0 0
Net book value 21,931 299 0 35,835 305 3,577
The interest-bearing trade receivables consist fully of the export financing recognized by Picanol NV. The
fair value of this export financing approaches the net book value, due to the fact that these receivables are
insured and are also interest-bearing at a market interest rate. These long-term receivables primarily con-
cern the following countries: Turkey, Brazil, Mexico, Poland and Egypt.
In 2005, the acquisitions of interest-bearing other receivables consisted of a long-term receivable on the
former President & CEO for an amount of 3.58 million euros. This amount falls due in October 2007. As a
I I I . 6 . 8 . In v e n to ries
The increase of the amount written off in the consolidated inventories by 3.2 million euros is mainly due to
an increase in the inventories of finished machines at 31 December 2006 in comparison with 2005 which is
the result of a timing difference.
The increase of inventories written off recognized in the income statement over 2006 amounts to 0.8 mil-
lion euros.
At 31 December 3006, the inventories are not subjected to any pledges as security for any liabilities.
At the end of 2006, the Picanol Group has no contractual commitments relating to existing inventories.
I I I . 6 . 9 . Tra d e re c e iv a b les and ot her receivables
Trade receivables at the balance sheet date consist of the amounts to be received from the sale of goods and
the supply of services to the value of 69.3 million euros (2005: 76.9 million euros).
An allowance has been created for irrecoverable amounts from the sale of goods to the value of 8.3 million
euros (2005: 7.5 million euros). This allowance has been determined on the basis of past experience with
respect to non-payment.
Other receivables, at the end of 2006, consist mainly of a receivable on the former President & CEO for 3.8
million euros which falls due in October 2007 and a VAT receivable of 3.5 million euros at Picanol NV.
In addition, the other receivables comprise a multitude of smaller amounts in the other group companies.
The other receivables at 31/12/2005 (13 million euros) consist mainly of a VAT receivable of 5.7 million
euros and 3.2 million euros of prepaid income taxes as a result of a special tax levy with regard to a stock
option plan.
Credit Risk
The main current financial assets of the group consist of cash and cash equivalents, trade receivables and
other receivables, and inventories, which represent the group’s maximum exposure to the credit risk associ-
ated with financial assets.
The group’s credit risk is primarily attributable to its trade receivables. The amounts presented in the bal-
ance sheet are not of allowances for doubtful debtors, estimated by the management of the group on the
basis of prior experience and their assessment of the current economic environment.
The credit risk on cash is limited, as the counterparties are banks, with high credit ratings assigned by in-
ternational credit-rating agencies.
I I I . 6 . 1 0. C as h an d c a s h equivalent s
Cash and cash equivalents comprise cash retained by the group and short-term bank deposits with an origi-
nal maternity of maximum 3 months. The carrying amount of these assets is approximately equivalent to
their fair value:
Issued shares
5 900 000 ordinary shares without nominal value 7,400 7,400
I I I . 6 . 1 2. S h are p remiu m
PENSION PLANS
Various entities within the Picanol Group operate defined benefit plans and/or defined contribution plans.
The defined benefit plans which typically provide retirement benefits related to remuneration and service
are only included in Belgian entities. These plans are insured.
The amounts contributed by the Picanol Group to the defined contribution plans:
In 2005 and 2006, the premium payments only consist of recurrent amounts.
DEFINED BENEFIT PLANS – PROVISIONS FOR DEFINED BENEFIT PLANS
Reconciliation between the defined provision for employee benefits and net liability for defined benefit
plans:
Balance
Provisions – employee benefits – long-term 6,485
Provisions – employee benefits – short-term 1,035
The amounts recognized in the balance sheet in respect of the defined benefit plans:
The amounts recognized in the income statement in respect of the defined benefit plans:
Fair value of plan assets at the beginning of the financial year 5,359 4,934
Expected return on plan assets 213 224
Actuarial (profits)/losses on plan assets 20 -91
Employer contributions 1,456 1,563
Member contributions 55 49
Paid benefit obligations -1,197 -1,309
Paid premiums -28 -11
Liability liquidations of the plan -1,594 0
Fair value of plan assets at the end of the financial year 4,285 5,359
The main actuarial assumptions used at the balance sheet date (weighted averages):
Environmental Risks
Restructuring Costs
Product Warranties
Other Risks
Litigations
Total
PICANOL GROUP (in ‘000 euros)
At the end of the previous reporting period 2,608 1,321 93 996 106 5,125
At the end of the reporting period 2,951 1,401 110 350 134 4,946
The provisions for product warranties primarily relate to warranties associated with the sale of weaving
looms. The provisions are calculated on the basis of historical costs of product warranties linked to the sup-
ply of goods and services. This provision is recalculated annually on the basis of actual costs incurred in
the previous financial year.
The provision for environmental risks only covers pollution risks associated with land located in Belgium.
The change in the provision for litigations in 2006 comprises the provision created for the dissolution of
an agency contract and the reversal of a provision, that is no longer necessary, with reference to a patent
case.
For the year ending 2005
Environmental Risks
Restructuring Costs
Product Warranties
Other Risks
Litigations
Total
At the end of the previous reporting period 2,717 1,300 669 496 10 5,192
At the end of the reporting period 2,608 1,321 93 996 106 5,125
than 5 years
Due within
one year
Total long-term
Due after more
1 and 5 years
Due between
than 5 years
Due within
one year
PICANOL GROUP (in ‘000 euros)
Total interest-bearing borrowings more than 1 year 27,501 44,166 6,828 50,994
The group’s interest-bearing loans amount to 57.4 million euros as compared with 86.5 million euros at the
end of 2005.
The decrease in the interest-bearing loans in relation to 2005 is mainly due to a decrease in export financing.
This was due to less new export finances being taken out, compared to export finances being reimbursed
during the financial year 2006. In addition, a considerable part of the interest-bearing loans due within one
year were not renewed in 2006 and were refunded to the credit institutions.
The export finances due after one year were entered into at a fixed rate. The outstanding balance entered
into was 89.5% in euros and 10.5% in USD. Their average remaining term at 31 December 2006 was 27
months for the loan in euros, and 23 months for the loan in USD.
The other interest-bearing loans due after one year are at a fixed rate. The interest rate charge of these loans
varies from 4.6% to 4.7% per annum in euros, and from 6.8 % per annum in USD. At 31 December 2006,
34.3% of the loans entered into were in euros and 65.7% in USD.
The majority of the interest-bearing borrowings of the group are entered into and managed centrally by
Picanol NV.
The finance debts comprise a loan of 3.7 million USD by GTP Greenville Inc., a 100% subsidiary of Pica-
nol NV. The loan is subjected to the next “debt covenants” on the level of GTP Greenville:
a). Senior funded debt to EBITDA ratio: not more than 3.25 to 1.00 till 31/12/2004 and decreasing after-
wards;
b). Tangible net worth: not less than 9,000,000 USD;
c). Capital expenditures: not more than 1,200,000 USD;
d). Cash flow coverage ratio: not less than 1 to 1 till 30/09/2004 and decreasing afterwards;
e). Limitation on debt: no further amounts payable;
f). Dividends and management fees: not more than 2,000,000 USD;
I I I . 6 . 1 6. Oth e r a mo u n ts p ayable
Customer deposits 0 0 0
Other amounts payable 0 0 0
At the end of the financial year 2006 the Picanol Group had no other amounts payable.
Present value of
minimum lease
minimum lease
Minimum lease
Minimum lease
payments
payments
payments
payments
Lease payments due within the year 2,671 2,091 2,780 2,150
Between 1 and 5 years 6,889 5,261 8,515 6,676
After 5 years 8,147 6,378 8,915 6,822 109
The consolidated financial leases primarily relate to the office building of Picanol NV, the plant and equip-
ment of Proferro NV and Verbrugge NV, and the hardware and software of Picanol NV. The total interest
charges vary between 5.8% and 16.5% per annum. The fair value of the financial leases amounts to 13.7
million euros at the end of 2006 opposite to 15.7 million at 31 December 2005.
The decrease of the fair lease obligations is due to the fact that there were no considerable new lease obliga-
tions recorded during 2006.
The Picanol Group manages a portfolio of derivatives in order to cover risks relating to exchange rate dif-
ferences resulting from operating and financial activities. It is the company policy not to engage in specula-
tive or leveraged transactions or to hold or issue derivatives for trading purposes.
Picanol NV has foreign currency hedges in the form of forward contracts. These primarily concern forward
sales contracts, whereby the USD and the JPY, to a lesser degree, are sold forward. The fair value of these
forward contracts is recognized in the statutory accounts of Picanol NV to the extent that it relates to exist-
ing balance sheet positions.
Furthermore, the company and the group of companies hold another interest rate swap on the USD loan
entered into by GTP Greenville. The fair market value is recognized in the results.
The adjustment to the fair market value of the financial instruments is recognized in the income statement
under the heading “other financial income and charges”.
I I I . 6 . 1 9. Trad e a n d o th er payables
Trade and other payables comprise outstanding amounts for trade purchases and current liabilities.
The decrease in trade and other payables from 3.1 million euros in 2006 as compared with 2005 is due to
a decrease in the trade payables because the other liabilities remained constant compared to 2005 (+ 0.5
million euros).
The decrease in trade payables (- 3.6 million euros) is primarily due to timing differences in submitted pay-
ments at the end of 2006 and 2005.
III.7. MISCELLANEOUS
An amount of 2.7 million euros was recognized as a rental cost in the income statement in the financial year
2006, opposite to 1.7 million euros in 2005.
See annual report page 20. These events have no material impact on the income statement or the sharehold-
ers’ equity of the group.
The total costs for Pasma NV include company car and a remuneration for Mr. Patrick Steverlynck in GTP
Greenville (54,000 USD).
The costs for Yves Steverlynck include insurance premium, company car and a one-off contribution in the
group insurance.
I I I . 7 . 6 . P ers o n n el
31/12/2006 31/12/2005
Fully Proportionally Fully Proportionally
In units consolidated consolidated Total consolidated consolidated Total
Management 17 0 17 22 0 22
White-collars 726 0 726 686 5 691
Blue-collars 1,577 0 1,577 1,633 40 1,673
Average number
of personnel
employed 2,333 0 2,333 2,286 45 2,331
Average number
of personnel
employed in
Belgium 1,488 0 1,488 1,465 0 1,465
Remuneration
and social
charges (in ‘000
euros) 98,757 0 98,757 97,649 78 97,727
113
Overview of the audit fees and additional services provided to the group by the auditors and the entities as-
sociated to the auditors for the reporting period ended at 31 December 2006 – see annual report page 46.
I I I . 7 . 8 . C o n tin g en t a s s e ts and liabilit ies
The Picanol Group has the following contingent assets and liabilities at 31 December 2006.
Picanol NV is in receipt of a pledge for 99% of Millentex NV shares in return for a loan in USD to the value
of 2.6 million euros.
I I I . 7 . 9 . Mis c e lla n eo u s
Emission Rights
In 2005 the Picanol Group was granted emission rights. These rights comprise an immaterial amount,
which is therefore not recognized in the accounting.
Risk Factors
In accordance with Article 96, 1° of the Company Code, as amended by the Law dated 13 January 2006, the
company has provided a true overview of the development, the results, and the position of the company, as
well as a description of the main risks and uncertainties which it faces.
As a world player, the Picanol Group is faced with geo-political situations in which our customers find
themselves. In addition, our financial competitiveness is highly dependent on structural exchange rate dif-
ferences. Permanent technological development is also vital to safeguard our position as world player in
the sector.
I V. S TAT U T O R Y F I N A N C I A L S TAT E M E N T S
The balance sheet total of Picanol NV decreased with 22.3 million euros, from 209.4 million euros at the
end of 2005 to 187.1 million euros at 31 December 2006. This is mainly due to a considerable decrease in
export finance compared to 2005.
The turnover of Picanol NV increased by 7.4% in 2006 compared to 2005, from 302.1 million euros to
324.6 million euros. This positive evolution in turnover is mainly caused by an increase in the volume of
machines sold. In absolute value, the gross margin (operating revenue less the value of raw materials and
auxiliaries, services and various goods) increased from 54.4 million euros in 2005 to 69.1 million euros in
absolute value at the end of 2006. The gross margin in comparison to the turnover evolved from 18.0% in
2005 to 21.3% in 2005. This increase of the gross margin was caused on the one hand by an increase of the
realized margins on the weaving machines sold and on the other hand it was caused by the measures taken
to save costs. The operating result climbed by 12.1 million euros to 6.8 million euros at the end of 2006.
The net exceptional costs amounted to 1.6 million euros at the end of 2006, principally as a result of pay-
ments in the context of settlement agreements (1.2 million euros) and a depreciation of the participation
in the company BCN Laminados (0.9 million euros), because the settlement of this entity was started in
2006.
The net book value in associated companies and the receivables on the relevant companies were valued and
ratified by the Board of Directors.
In accordance with Article 96, 1° of the Company Code, as amended by the Law dated 13 January 2006,
the company provides a true and fair overview of the development, the results, and the position of the com-
pany, as well as a description of the main risks and uncertainties which it faces.
As a world player, the Picanol Group is faced with geo-political situations which our customers have to
deal with and which they have to operate. In addition, our financial competitiveness is highly dependent on
structural exchange rate fluctuations. Permanent technological development is also vital to safeguard our
position as a world player in the sector.
A d d i t i o n a l A u d it F ee s
F i n a n cia l in stru me n ts
Picanol NV practices foreign currency hedges through forward contracts. These forward contracts have a
total nominal value of 5.0 million euros, the positive market value of these instruments amounts to 0.2 mil-
lion euros at 31 December 2006. This market value is recognized in the income statement of the company at
31 December 2005 to the extent that it relates to existing balance sheet positions at 31 December 2006. The
forward contracts for which no underlying balance sheet position exists at 31 December 2005 are treated
as cash flow hedges. These positions are justified by orders placed but not yet invoiced. For the financial
year 2006, all outstanding forward contracts include cash flow hedges. Under no circumstances the use
of derivative instruments takes place for speculative purposes. The company and the group of companies
otherwise have no other form of financial instruments whatsoever.
C o n f l i cts o f in te re s t
As legally included in the Company Code and as prescribed in the Corporate governance Charter of the
Board of Directors of Picanol Group, the members of the Board of Directors are expected to inform the
chairman about the agenda items with which they have a direct or indirect conflict of interest and they shall
not participate in the discussions or the decision-taking process of these items. In accordance with Article
523 Company Code a financial conflict of interest was drawn up at 23 March 2006 and at 13 February 2007.
For more details we refer to the chapter “Corporate Governance” in this annual report.
R e p o rt o f th e a u d ito r
The statutory auditor has issued an unqualified opinion on the statutory financial statements of Picanol NV.
117
REPORT BY THE AUDITOR
To the shareholders,
As required by law and the company’s articles of association, we are pleased to report to you on the audit
assignment which you have entrusted to us. This report includes our opinion on the consolidated financial
statements together with the required additional comments and information.
In accordance with these standards, we have performed procedures to obtain audit evidence about the
amounts and disclosures in the consolidated financial statements. The procedures selected depend on our
judgment, including the assessment of the risks of material misstatement of the consolidated financial state-
ments, whether due to fraud or error. In making those risk assessments, we have considered internal control
relevant to the group’s preparation and fair presentation of the consolidated financial statements in order to
design audit procedures that are appropriate in the circumstances but not for the purpose of expressing an
opinion on the effectiveness of the group’s internal control. We have assessed the basis of the accounting
policies used, the reasonableness of accounting estimates made by the company and the presentation of the
PIC ANO L G ROU P A N N U A L R E P ORT 2006 I S TATU TO RY FI N A N C I A L S TAT E M E N T S P I C A N O L N V
consolidated financial statements, taken as a whole. Finally, the board of directors and responsible officers
of the company have replied to all our requests for explanations and information. We believe that the audit
evidence we have obtained, together with the reports of other auditors on which we have relied, provides a
reasonable basis for our opinion.
In our opinion, and based upon the reports of other auditors, the consolidated financial statements give a
true and fair view of the group’s financial position as of 31 December 2006, and of its results and its cash
flows for the year then ended, in accordance with International Financial Reporting Standards as adopted
by the EU and with the legal and regulatory requirements applicable in Belgium.
119
70
121
The Picanol Group has been listed on the Euron- course of 2006 there was no change in the number
ext Brussels exchange since 1966 under the code of shares. As regards the present capital structure,
PIC (ISIN code BE0003807246). on 31 December 2006 there were no share op-
tions, warrants or convertable bonds.
On 31 December 2006 the share capital was rep- The stock exchange capitalisation on 31 Decem-
resented by 5,900,000 Picanol shares. During the ber 2006 amounted to 73.28 million euros.
S h a re ho ld e r ’s d iary
J F M A M J J A S O N D
DIVIDEND
123
The dividend policy of the Picanol Group is based basis of these considerations, the Board proposes
on an annual judgement concerning the return for to the Annual General Meeting to pay out a gross
shareholders, maintaining a free cashflow and op- dividend of 0.32 euros per share.
portunities for financing further growth. On the
U S E F U L I N F O R M AT I O N
HAREHOLDERS
2 0 0 0 - 20 0 6 70
YEARS
After the downturn of the late 1990s Inc. in the USA were acquired
ATSI E
Picanol returned to profit in 2000. The in 2001. They were followed in 2002
MR
OMNIplus was introduced as the successor by Te Strake Textile in the Netherlands and
NRFO
to the OMNI. In 2000 Picanol acquired a Lhenry in France. The remaining shares in
I NOFO
larger stake in Protronic. A new corporate Protronic and Melotte were acquired in 2002.
MEATI
organization was introduced, with global, The new GamMax weaving machine was
TTI G
N UFOR
customer-oriented business units. There presented in November 2002. In 2003 among
followed a period of national and international others Burcklé in France joined the group,
Lhenry
Belgium Zone Industrielle Le Temple
Picanol 42640 Saint-Romain-la-Motte
Ter Waarde 50 Tel. +33 4 77 71 31 04
8900 Ieper Fax +33 4 77 72 36 33
Tel. +32 57 22 21 11
Fax +32 57 22 22 20
Germany
Proferro Günne
Ter Waarde 50 Möhnestrasse 2
8900 Ieper 59519 Möhnesee-Günne
Tel. +32 57 22 21 11 Tel. +49 29 24 9707 0
Fax +32 57 22 22 00 Fax +49 29 24 9707 77
Verbrugge Indonesia
K. Steverlyncklaan GTP Bandung
8900 Ieper Jl. Moh. Toha Km 5,3 no. 56
Tel. +32 57 22 28 97 40261 Bandung
Fax +32 57 22 22 55 West Java
Tel. +62 22 521 1865
PsiControl Mechatronics Fax +62 22 520 0591
K. Steverlyncklaan
8900 Ieper
Tel. +32 57 21 88 33 It aly
Fax +32 57 21 88 55 GTP Milano
Via Archimede 31
Melotte 20041 Agrate Brianza
Industrieweg 2019 Milano
3520 Zonhoven Tel. +39 039 641 15 22
Tel. +32 11 81 30 25 Fax +39 039 688 12 47
Fax +32 11 81 39 54
M exico
B ra z i l GTP Mexico
GTP São Paulo Avena No. 475 Col. Granjas México
Rua do Tecelão, 310 08400 Mexico DF
13478-721 Americana SP Tel. +52 55 56 57 1740
Tel. +55 19 3478 9600 Fax +52 55 56 57 0041
Fax +55 19 3478 9608
Net herlands
F ra n c e Te Strake Textile
Burcklé Dr. H. Van Doorneweg 26, 5753 PM
Rue de Bourbach-le-Haut 9 Deurne
68290 Bourbach-le-Bas PO Box 244 5750 AE Deurne
Tel. +33 3 89 82 8989 Tel. +31 493 326 222
Fax +33 3 89 82 8359 Fax +31 493 326 352
P e o p l e’s R ep u b ic o f C h ina Romania
Picanol Beijing Representative Office PsiControl Mechatronics Srl
B0811, Hui Bin Office Building Campului Street 1
No. 8 Beichendong St. Chaoyang 505400 Rasnov
District Brasov County
Beijing 100101 Tel: +40-268-230081
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GLOSSARY
Aftermarket The market for supplying additional products and services to weaving
mills, in addition to the market for the sale of weaving machines (basic
or primary market)
Airjet Airjet weaving machine
CFT Customer Focus Team
CNC-machine Computer Numerical Control. This refers to the computer controlled
system of the machine tool
CRT Customer Relation Team
Denim Jeans fabric
Drive switched reluctance Switched reluctance motor technology
Drop wire Steel strip which is suspended from the warp thread. When a warp
thread breaks, the drop wire drops due to its own weight activating the
switch that stops the machine
Frame See weaving frame
Gravity point Foreign branch of the Picanol Group held as a subsidiary
GTP Global Textile Partner
Heddle Each warp thread runs through a heddle. The heddles are mounted in
groups on the weaving frame
IAS International Accounting Standards
IFRS International Financial Reporting Standards
Man-machine interface Connection between operator and machine
Mechatronics Combination of mechanic, electronic and software systems
Nozzle Blower for air insertion, ensures the weft thread is inserted via an air jet
OEM Original Equipment Manufacturer, manufacturer of products or
components for brand suppliers
PCB Printed circuit boards or printing plate
PST Picanol-Suzhou Textile Machinery Systems
PTS Picanol Tex-Machinery Systems
R&D Research & Development
Rapier Rapier weaving machine
Reed Series of drop wires which moves between the warp thread. The reed
beats the weft thread against the weft.
SMD Surface mounted device (mounted directly onto the surface of printed
circuit boards)
Terry (towel) Towel fabric
THT Trough-hole-technology, refers to the technology used for electronic
components that involves the use of pins on the components that are
inserted into holes drilled in printed boards (also called insertion)
Tire cord Fabric used to reinforce car tires
Versatility Property of a weaving machine enabling it to weave different types of
fabrics
WCM World Class Manufacturing
Weaving frame The weaving frame or frame moves a warp thread up and down in a
weaving machine
Weaving machine Machine on which a fabric is made using two groups of threads. The
threads running lengthwise are known as warp threads, those running
perpendicular to the warp threads are the weft threads
WTO World Trade Organization