AEG 21604 G Manual do Utilizador descarregar pdf (Página 463)

F-222

Directors’ report

The Directors of AEG Power Solutions B.V. (“the Company”) present their interim financial statements of the

Company for the nine month period ended 30 September 2010.

General information

The Company was incorporated in the Netherlands on September 24, 2004 as Prima Pharm Benelux B.V. It

changed its name on January 24, 2005 to Power Supply Systems Holdings (The Netherlands) B.V. and to 3W

Power Holdings B.V. on January 18, 2008.

3W Power Holdings BV was merged with AEG Power Solutions BV (formerly known as Saft Power Systems

BV) on December 29, 2008 with effect from January 1, 2008. Following this merger the company name was

changed to AEG Power Solutions B.V. AEG Power Solutions B.V. (“AEG”) is the immediate parent company

of the AEG group of companies and also comprises the operational activities in the Netherlands. Accordingly

AEG performs two activities, the first activity comprises operational activities and the second activity comprises

holding activities.

The Company is the intermediate parent of the AEG group of companies which is engaged in the design, devel-

opment, manufacture, marketing, sales and distribution of AC and DC power systems, converters, power mod-

ules, battery chargers, uninterruptible power systems (UPS), power controllers and power conversion products.

The group has manufacturing operations in France, Germany and Malaysia.

In addition to its own trading activities, the Company receives royalties from each subsidiary for the use of prod-

ucts and technology owned by the Company. Qualifying costs incurred by subsidiary companies in developing

products or technology for the Company are reimbursed by the Company.

Until 9 September 2009, the ultimate parent of the Company was Ripplewood Holdings LLC, a private equity

fund incorporated in the United States of America. On 10 September 2009 the Company and all its subsidiaries

were acquired by 3W Power Holdings S.A. (formerly Germany1 Acquisition Limited), a company now regis-

tered in Luxembourg and listed on the Euronext stock exchange in Amsterdam. 3W Power Holdings S.A. was

originally registered in Guernsey and migrated to Luxembourg on 2 June 2010.

In December 2008, the directors of AEG Power Solutions committed to a plan to sell Harmer & Simmons S.A.S.

in France. The Lannion operation has undergone significant restructuring and strategic market changes under a

programme initiated in 2009 in order to reduce its cost base and re-position it on a sounder footing for divest-

ment. The restructuring is completed by September 2010. The Directors have reassessed the value of the Lan-

nion operation to the Group taking into account its world-class R&D capability, the potential to diversify into

new areas such as LED lighting and the likelihood of realising a sale in a reasonable timescale. Considering all

factors the Directors have concluded that it is in the best interests of the Group to retain the Lannion operation.

On 28 February 2010, the Company acquired 75 % of the equity of Skytron Energy Gmbh & Co KG and trans-

formed the company into Skytron Energy Gmbh (“Skytron”). On 27 August 2010 PSS Finance Company Ltd,

RD Power Ltd, Harmer & Simmons Holdings Ltd. and Harmer & Simmons Ltd were liquidated.

Directors

The Directors of the company are:

Dr Horst J. Kayser appointed on 31 July 2010

Bruce A Brock resigned on 31 July 2010

Peter Bon

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AEG 21604 G Manual do Utilizador Página 463