Document and Entity Information
Document and Entity Information | 9 Months Ended |
Sep. 30, 2022 | |
Document and Entity Information | |
Document Type | 6-K |
Entity Registrant Name | FRESENIUS MEDICAL CARE AG & Co. KGaA |
Entity Central Index Key | 0001333141 |
Document Period End Date | Sep. 30, 2022 |
Amendment Flag | false |
Current Fiscal Year End Date | --12-31 |
Document Fiscal Year Focus | 2022 |
Document Fiscal Period Focus | Q3 |
Consolidated statements of inco
Consolidated statements of income - EUR (€) € in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Revenue: | ||||
Health care services | € 4,082,400 | € 3,529,609 | € 11,471,127 | € 10,255,289 |
Health care products | 1,013,766 | 911,757 | 2,930,088 | 2,716,372 |
Revenue | 5,096,166 | 4,441,366 | 14,401,215 | 12,971,661 |
Costs of revenue: | ||||
Health care services | 3,152,753 | 2,697,639 | 8,806,204 | 7,844,690 |
Health care products | 584,826 | 476,510 | 1,632,279 | 1,369,104 |
Costs of revenue | 3,737,579 | 3,174,149 | 10,438,483 | 9,213,794 |
Gross profit | 1,358,587 | 1,267,217 | 3,962,732 | 3,757,867 |
Operating (income) expenses: | ||||
Selling, general and administrative | 989,607 | 731,230 | 2,830,337 | 2,272,922 |
Research and development | 61,484 | 52,362 | 166,575 | 153,024 |
Income from equity method investees | (17,448) | (21,036) | (47,302) | (71,214) |
Remeasurement Gain From InterWell Health | (146,699) | (146,699) | ||
Operating income | 471,643 | 504,661 | 1,159,821 | 1,403,135 |
Other (income) expense: | ||||
Interest income | (16,050) | (15,590) | (42,909) | (44,811) |
Interest expense | 92,535 | 84,026 | 260,070 | 258,528 |
Income before income taxes | 395,158 | 436,225 | 942,660 | 1,189,418 |
Income tax expense | 112,226 | 104,990 | 241,917 | 274,131 |
Net income | 282,932 | 331,235 | 700,743 | 915,287 |
Net income attributable to noncontrolling interests | 52,832 | 58,191 | 166,142 | 174,720 |
Net income attributable to shareholders of FMC AG & Co. KGaA | € 230,100 | € 273,044 | € 534,601 | € 740,567 |
Basic earnings per share | € 0.78 | € 0.93 | € 1.82 | € 2.53 |
Diluted earnings per share | € 0.78 | € 0.93 | € 1.82 | € 2.53 |
Consolidated statements of comp
Consolidated statements of comprehensive income - EUR (€) € in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Consolidated statements of comprehensive income | ||||
Net income | € 282,932 | € 331,235 | € 700,743 | € 915,287 |
Components that will not be reclassified to profit or loss: | ||||
Equity method investees - share of OCI | 34,785 | 3,870 | 22,849 | (45,384) |
FVOCI equity investments | 11 | 18,391 | 8,687 | 43,684 |
Actuarial gain (loss) on defined benefit pension plans | 50,958 | 952 | 291,257 | 50,726 |
Income tax (expense) benefit related to components of other comprehensive income not reclassified | (15,271) | (5,247) | (87,590) | (27,207) |
Total | 70,483 | 17,966 | 235,203 | 21,819 |
Components that may be reclassified subsequently to profit or loss: | ||||
Gain (loss) related to foreign currency translation | 913,140 | 332,987 | 2,237,453 | 737,174 |
FVOCI debt securities | (13,318) | (1,542) | (46,698) | (8,610) |
Gain (loss) related to cash flow hedges | 1,320 | 801 | 884 | (378) |
Cost of hedging | (1,354) | 128 | 94 | (7) |
Income tax (expense) benefit related to components of other comprehensive income that may be reclassified | 2,459 | 14 | 8,149 | 1,546 |
Total | 902,247 | 332,388 | 2,199,882 | 729,725 |
Other comprehensive income (loss), net of tax | 972,730 | 350,354 | 2,435,085 | 751,544 |
Total comprehensive income | 1,255,662 | 681,589 | 3,135,828 | 1,666,831 |
Comprehensive income attributable to noncontrolling interests | 141,151 | 86,609 | 362,366 | 237,620 |
Comprehensive income (loss) attributable to shareholders of FMC AG & Co. KGaA | € 1,114,511 | € 594,980 | € 2,773,462 | € 1,429,211 |
Consolidated balance sheets
Consolidated balance sheets - EUR (€) € in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Assets | ||
Cash and cash equivalents | € 1,113,552 | € 1,481,655 |
Trade accounts and other receivables from unrelated parties | 3,815,374 | 3,409,061 |
Accounts receivable from related parties | 156,789 | 162,361 |
Inventories | 2,409,683 | 2,038,014 |
Other current assets | 1,017,270 | 876,151 |
Total current assets | 8,512,668 | 7,967,242 |
Property, plant and equipment | 4,524,470 | 4,235,027 |
Right-of-use assets | 4,570,866 | 4,316,440 |
Intangible assets | 1,603,802 | 1,459,393 |
Goodwill | 17,187,107 | 14,361,577 |
Deferred taxes | 328,137 | 315,360 |
Investment in equity method investees | 767,699 | 786,905 |
Other non-current assets | 911,686 | 924,614 |
Total non-current assets | 29,893,767 | 26,399,316 |
Total assets | 38,406,435 | 34,366,558 |
Liabilities | ||
Accounts payable to unrelated parties | 828,090 | 736,069 |
Accounts payable to related parties | 80,829 | 121,457 |
Current provisions and other current liabilities | 3,878,425 | 3,676,875 |
Short-term debt from unrelated parties | 543,523 | 1,178,353 |
Short-term debt from related parties | 39,000 | 77,500 |
Current portion of long-term debt | 58,485 | 667,966 |
Current portion of lease liabilities from unrelated parties | 709,726 | 639,947 |
Current portion of lease liabilities from related parties | 22,115 | 21,631 |
Income tax liabilities | 197,193 | 137,836 |
Total current liabilities | 6,357,386 | 7,257,634 |
Long-term debt, less current portion | 8,068,492 | 6,646,949 |
Lease liabilities from unrelated parties, less current portion | 4,261,494 | 3,990,153 |
Lease liabilities from related parties, less current portion | 82,707 | 97,650 |
Non-current provisions and other non-current liabilities | 1,319,778 | 707,563 |
Pension liabilities | 541,127 | 782,622 |
Income tax liabilities | 45,270 | 36,498 |
Deferred taxes | 994,803 | 868,452 |
Total non-current liabilities | 15,313,671 | 13,129,887 |
Total liabilities | 21,671,057 | 20,387,521 |
Shareholders' equity: | ||
Ordinary shares, no par value, €1.00 nominal value, 362,370,124 shares authorized, 293,413,449 issued and outstanding as of September 30, 2022 (December 31, 2021: 293,004,339) | 293,413 | 293,004 |
Additional paid-in capital | 3,360,748 | 2,891,276 |
Retained earnings | 10,478,492 | 10,826,140 |
Accumulated other comprehensive income (loss) | 918,768 | (1,311,637) |
Total FMC AG & Co. KGaA shareholders' equity | 15,051,421 | 12,698,783 |
Noncontrolling interests | 1,683,957 | 1,280,254 |
Total equity | 16,735,378 | 13,979,037 |
Total liabilities and equity | € 38,406,435 | € 34,366,558 |
Consolidated balance sheets (Pa
Consolidated balance sheets (Parenthetical) - € / shares | Sep. 30, 2022 | Dec. 31, 2021 |
Consolidated balance sheets | ||
Nominal value per share | € 1 | € 1 |
Shares authorized | 362,370,124 | 362,370,124 |
Shares issued | 293,413,449 | 293,004,339 |
Shares outstanding | 293,413,449 | 293,004,339 |
Consolidated statements of cash
Consolidated statements of cash flows - EUR (€) € in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Operating activities | ||
Net income | € 700,743 | € 915,287 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation, amortization and impairment loss | 1,343,690 | 1,186,568 |
Change in deferred taxes, net | (60,080) | (12,828) |
(Gain) loss from the sale of fixed assets, right-of-use assets, investments and divestitures | (66,511) | (25,845) |
Income from equity method investees | (47,302) | (71,214) |
Interest expense, net | 217,161 | 213,717 |
Changes in assets and liabilities, net of amounts from businesses acquired: | ||
Trade accounts and other receivables from unrelated parties | (68,581) | (60,469) |
Inventories | (169,075) | (153,642) |
Other current and non-current assets | (20,061) | 131,972 |
Accounts receivable from related parties | 25,659 | (29,410) |
Accounts payable to related parties | (52,270) | (5,740) |
Accounts payable to unrelated parties, provisions and other current and non-current liabilities | (191,476) | (132,830) |
Income tax liabilities | 291,631 | 285,759 |
Received dividends from investments in equity method investees | 94,545 | 57,680 |
Paid interest | (238,716) | (255,162) |
Received interest | 42,121 | 44,718 |
Paid income taxes | (233,758) | (268,110) |
Net cash provided by (used in) operating activities | 1,567,720 | 1,820,451 |
Investing activities | ||
Purchases of property, plant and equipment and capitalized development costs | (494,604) | (588,198) |
Acquisitions, net of cash acquired, investments and purchases of intangible assets | (39,901) | (270,580) |
Investments in debt securities | (92,131) | (62,640) |
Proceeds from sale of property, plant and equipment | 8,805 | 26,964 |
Proceeds from divestitures | 56,459 | 2,565 |
Proceeds from sale of debt securities | 51,592 | 118,451 |
Net cash provided by (used in) investing activities | (509,780) | (773,438) |
Financing activities | ||
Proceeds from short-term debt from unrelated parties | 576,745 | 1,722,084 |
Repayments of short-term debt from unrelated parties | (1,223,028) | (462,529) |
Proceeds from short-term debt from related parties | 84,000 | 49,446 |
Repayments of short-term debt from related parties | (122,500) | (26,766) |
Proceeds from long-term debt | 1,026,685 | 1,231,756 |
Repayments of long-term debt | (761,495) | (2,067,228) |
Repayments of lease liabilities from unrelated parties | (556,965) | (502,679) |
Repayments of lease liabilities from related parties | (16,533) | (15,487) |
Increase (decrease) of accounts receivable facility | 23,500 | |
Proceeds from exercise of stock options | 20,151 | 6,005 |
Dividends paid | (395,556) | (392,455) |
Distributions to noncontrolling interests | (218,068) | (250,185) |
Contributions from noncontrolling interests | 65,620 | 41,189 |
Net cash provided by (used in) financing activities | (1,497,444) | (666,849) |
Effect of exchange rate changes on cash and cash equivalents | 71,401 | 100,131 |
Cash and cash equivalents: | ||
Net increase (decrease) in cash and cash equivalents | (368,103) | 480,295 |
Cash and cash equivalents at beginning of period | 1,481,655 | 1,081,539 |
Cash and cash equivalents at end of period | € 1,113,552 | € 1,561,834 |
Consolidated statements of shar
Consolidated statements of shareholders' equity - EUR (€) € in Thousands | Total FMC-AG & Co. KGaA shareholders' equity | Ordinary shares | Additional paid in capital | Retained earnings | Foreign currency translation | Cash flow hedges | Pensions | Fair value changes | Noncontrolling interests | Total |
Balance at beginning of period at Dec. 31, 2020 | € 11,215,080 | € 292,877 | € 2,872,630 | € 10,254,913 | € (1,936,713) | € (7,706) | € (346,282) | € 85,361 | € 1,116,230 | € 12,331,310 |
Balance at beginning of period (in shares) at Dec. 31, 2020 | 292,876,570 | |||||||||
Proceeds from exercise of options and related tax effects | 5,425 | € 117 | 5,308 | 5,425 | ||||||
Proceeds from exercise of options and related tax effects (in shares) | 117,639 | |||||||||
Dividends paid | (392,455) | (392,455) | (392,455) | |||||||
Purchase/ sale of noncontrolling interests/ Transactions with noncontrolling interests without loss of control | 7,024 | 7,024 | 55,854 | 62,878 | ||||||
Contributions from/ to noncontrolling interests | (193,466) | (193,466) | ||||||||
Put option liabilities | (34,605) | (34,605) | (34,605) | |||||||
Transfer of cumulative gains/losses of equity investments | (721) | 721 | ||||||||
Net Income | 740,567 | 740,567 | 174,720 | 915,287 | ||||||
Other comprehensive income (loss) related to: | ||||||||||
Foreign currency translation | 674,274 | 681,051 | (459) | (8,466) | 2,148 | 62,900 | 737,174 | |||
Cash flow hedges, net of related tax effects | (234) | (234) | (234) | |||||||
Pensions, net of related tax effects | 36,236 | 36,236 | 36,236 | |||||||
Fair value changes | (21,632) | (21,632) | (21,632) | |||||||
Comprehensive income | 1,429,211 | 237,620 | 1,666,831 | |||||||
Balance at end of period at Sep. 30, 2021 | 12,229,680 | € 292,994 | 2,884,962 | 10,567,699 | (1,255,662) | (8,399) | (318,512) | 66,598 | 1,216,238 | 13,445,918 |
Balance at end of period (in shares) at Sep. 30, 2021 | 292,994,209 | |||||||||
Balance at beginning of period at Dec. 31, 2021 | 12,698,783 | € 293,004 | 2,891,276 | 10,826,140 | (982,506) | (9,115) | (369,998) | 49,982 | 1,280,254 | € 13,979,037 |
Balance at beginning of period (in shares) at Dec. 31, 2021 | 293,004,339 | 293,004,339 | ||||||||
Proceeds from exercise of options and related tax effects | 20,403 | € 409 | 19,994 | € 20,403 | ||||||
Proceeds from exercise of options and related tax effects (in shares) | 409,110 | |||||||||
Dividends paid | (395,556) | (395,556) | (395,556) | |||||||
Purchase/ sale of noncontrolling interests/ Transactions with noncontrolling interests without loss of control | 449,478 | 449,478 | 41,707 | 491,185 | ||||||
Noncontrolling interests due to changes in consolidation group | 192,196 | 192,196 | ||||||||
Contributions from/ to noncontrolling interests | (192,566) | (192,566) | ||||||||
Put option liabilities | (495,149) | (495,149) | (495,149) | |||||||
Transfer of cumulative gains/losses of equity investments | 8,456 | (8,456) | ||||||||
Net Income | 534,601 | 534,601 | 166,142 | 700,743 | ||||||
Other comprehensive income (loss) related to: | ||||||||||
Foreign currency translation | 2,041,229 | 2,064,227 | (1,193) | (24,856) | 3,051 | 196,224 | 2,237,453 | |||
Cash flow hedges, net of related tax effects | 799 | 799 | 799 | |||||||
Pensions, net of related tax effects | 203,898 | 203,898 | 203,898 | |||||||
Fair value changes | (7,065) | (7,065) | (7,065) | |||||||
Comprehensive income | 2,773,462 | 362,366 | 3,135,828 | |||||||
Balance at end of period at Sep. 30, 2022 | € 15,051,421 | € 293,413 | € 3,360,748 | € 10,478,492 | € 1,081,721 | € (9,509) | € (190,956) | € 37,512 | € 1,683,957 | € 16,735,378 |
Balance at end of period (in shares) at Sep. 30, 2022 | 293,413,449 | 293,413,449 |
The Company and basis of presen
The Company and basis of presentation | 9 Months Ended |
Sep. 30, 2022 | |
The Company and basis of presentation | |
The Company and basis of presentation | 1. The Company and basis of presentation The Company Fresenius Medical Care AG & Co. KGaA (“FMC AG & Co. KGaA” or the “Company”), a German partnership limited by shares (Kommanditgesellschaft auf Aktien) registered in the commercial registry of Hof an der Saale under HRB 4019, with its business address at Else-Kröner-Str. 1, 61352 Bad Homburg v. d. Höhe, Germany, is the world’s leading provider of products and services for individuals with renal diseases, based on publicly reported revenue and number of patients treated. The Company provides dialysis care and related services to persons who suffer from End-Stage Kidney Disease (“ESKD”), as well as other health care services. The Company also develops, manufactures and distributes a wide variety of health care products. The Company’s health care products include hemodialysis machines, peritoneal dialysis cyclers, dialyzers, peritoneal dialysis solutions, hemodialysis concentrates, solutions and granulates, bloodlines, renal pharmaceuticals, systems for water treatment, and acute cardiopulmonary and apheresis products. The Company supplies dialysis clinics it owns, operates or manages with a broad range of products and also sells dialysis products to other dialysis service providers. The Company’s other health care services include value and risk-based care programs, pharmacy services, vascular, cardiovascular and endovascular specialty services as well as ambulatory surgery center services, physician nephrology and cardiology services and ambulant treatment services. In these unaudited notes, “FMC AG & Co. KGaA,” the “Company” or the “Group” refers to Fresenius Medical Care AG & Co. KGaA or Fresenius Medical Care AG & Co. KGaA and its subsidiaries on a consolidated basis, as the context requires. “Fresenius SE” and “Fresenius SE & Co. KGaA” refer to Fresenius SE & Co. KGaA. “Management AG” and the “General Partner” refer to Fresenius Medical Care Management AG which is FMC AG & Co. KGaA’s general partner and is wholly owned by Fresenius SE. “Management Board” refers to the members of the management board of Management AG and, except as otherwise specified, “Supervisory Board” refers to the supervisory board of FMC AG & Co. KGaA. The term “North America Segment” refers to the North America operating segment, the term “EMEA Segment” refers to the Europe, Middle East and Africa operating segment, the term “Asia-Pacific Segment” refers to the Asia-Pacific operating segment, and the term “Latin America Segment” refers to the Latin America operating segment. For further discussion of the Company’s operating and reportable segments, see note 13. Basis of presentation The consolidated financial statements and other financial information included in the Company’s quarterly reports furnished under cover of Form 6-K and its Annual Report on Form 20-F are prepared solely in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”), using the euro as the Company’s reporting and functional currency. The interim financial report is prepared in accordance with International Accounting Standard (“IAS”) 34, Interim Financial Reporting, and contains condensed financial statements, in that it does not include all of the notes that would be required in a complete set of financial statements, but rather selected explanatory notes. However, the primary financial statements are presented in the format consistent with the consolidated financial statements as presented in the Company’s Annual Report on Form 20-F for the year ended December 31, 2021 (the “2021 Form 20-F”) in accordance with IAS 1, Presentation of Financial Statements. During the first quarter of 2022, the Company adopted an accounting policy in relation to emission certificates which are recognized as intangible assets with an infinite useful life and initially measured at cost. During the third quarter of 2022, in the consolidated statements of shareholders’ equity, the Company started presenting transactions with noncontrolling interests without a loss of control separately from changes in noncontrolling interests due to changes in the consolidation group primarily related to an increase in noncontrolling interests resulting from the business combination completed among Fresenius Health Partners, Inc., InterWell Health LLC, and Cricket Health, Inc. (for further information on this business combination, see note 2). Previously, these changes in noncontrolling interests were combined within the line item "Purchase/ sale of noncontrolling interests" due to immateriality. The interim consolidated financial statements at September 30, 2022 and for the three- and nine- months ended September 30, 2022 and 2021 contained in this report are unaudited and should be read in conjunction with the consolidated financial statements contained in the Company’s 2021 Form 20-F. The preparation of interim consolidated financial statements in conformity with IFRS requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Such interim financial statements reflect all adjustments that, in the opinion of management, are necessary for a fair presentation of the results of the periods presented. All such adjustments are of a normal recurring nature. The Company applies IAS 29, Financial Reporting in Hyperinflationary Economies (“IAS 29”), in its Argentine, Lebanese and Turkish subsidiaries due to inflation in these countries. The table below details the date of initial application of IAS 29 and the specific inputs used to calculate the loss on net monetary position on a country-specific basis for the nine months ended September 30, 2022. The hyperinflationary accounting effects of the initial application on the opening balance sheet are presented within accumulated other comprehensive income (loss) related to foreign currency translation, in the amount of €23,514, and ongoing re-translation effects of comparative amounts are recorded in other comprehensive income (loss) within the Company’s interim consolidated financial statements. Inputs for the calculation of losses on net monetary positions Argentina Lebanon Turkiye Date of IAS 29 initial application July 1, 2018 December 31, 2020 April 1, 2022 Consumer price index National Institute of Statistics & Censuses Central Administration of Statistics Turkish Statistical Institute Index at September 30, 2022 967.3 1,611.4 1,046.9 Calendar year increase 66 % 75 % 52 % Loss on net monetary position in € THOUS 43,423 1,100 8,451 The effective tax rates of 28.4% and 25.7% for the three and nine months ended September 30, 2022, respectively (24.1% and 23.0% for the three and nine months ended September 30, 2021, respectively), are recognized on the basis of the best estimate made for the weighted average annual income tax rate expected for the full year and applied to income before income taxes reported in the interim financial statements. The results of operations for the three and nine months ended September 30, 2022 are not necessarily indicative of the results of operations for the year ending December 31, 2022. At the end of February 2022, Russia invaded Ukraine, triggering sanctions by various countries against Russia. The resulting uncertainties led to a further deterioration in the macroeconomic environment for the first nine months of 2022, resulting in accelerating inflationary developments, supply chain disruptions and capital market volatility. These developments, combined with complications in the labor market in the United States (“U.S.”), created pressure on the Company’s operations. The Company continues to monitor the situation. As of September 30, 2022, the Company’s assets in Russia and Ukraine totaled less than 1.5% of the Company’s total assets. The market capitalization of the Company decreased by 49% to €8,500,188 at September 30, 2022 (December 31, 2021: €16,742,268). Total equity of the Company increased by 20% to €16,735,378 at September 30, 2022 (December 31, 2021: €13,979,037), driven primarily by foreign currency translation effects in the amount of €2,237,453. In consideration of this situation, the world-wide prevailing increase of interest rates and the uncertainty regarding the macroeconomic environment noted above, the Company reviewed the impacts on its 2021 goodwill impairment test performed as of December 31, 2021. During the third quarter of 2022, the Company compared the carrying amounts of certain cash generating units (“CGUs”), EMEA and North America, to the respective CGU’s value in use, using the free cash flows of the CGUs considered in the impairment tests as of December 31, 2021, which were considerably above the carrying amounts of the respective CGUs, as a basis for evaluation. In its evaluation, the Company performed qualitative and quantitative scenario-based assessments. Based on the Company’s analysis, the impacts noted above were reflected in probability-weighted free cash flow projections with operating income margin as a key valuation parameter and in two different (pre-tax and after-tax discount rates) scenarios. The updated pre-tax discount rates used are 6.4% and 6.9% (2021: 5.8%) for North America and 8.1% and 8.5% (2021: 7.1%) for EMEA and the after-tax discount rates are 5.0% and 5.4% (2021: 4.6%) for North America and 5.9% and 6.2% (2021: 5.2%) for EMEA. For a detailed description of the procedure and other, consistently applied key assumptions and ranges to perform impairment tests, see notes 1 g) and 2 a) of the consolidated financial statements contained in the 2021 Form 20-F. The assessment did not result in any indication of impairment as of September 30, 2022. Management continues to monitor the situation. Based on the assessment performed, the sensitivity analyses for the cash generating units North America and EMEA showed that without considering any growth, improvement and recovery projects compared to the status quo for the first three years, an impairment loss would not be required to be recognized even if the after-tax discount rate (North America 5.0% (2021: 4.6%) and EMEA 5.9% (2021: 5.2%)) were to increase by 30% in North America and by 10% in EMEA. Furthermore, without considering any growth, improvement and recovery projects compared to the status quo for the first three years, the operating income margin of each projection year would need to decline by 2.81 percentage points (2021: decline by 5.22 percentage points) for North America and need to decline by 0.97 percentage points (2021: decline by 3.49 percentage points) for EMEA in order for the recoverable amount (value in use) to equal the carrying amount. Goodwill as of September 30, 2022 was €17,187,107 (December 31, 2021: €14,361,577), thereof €14,929,506 (December 31, 2021: €12,223,884) in North America and €1,466,123 (December 31, 2021: €1,376,542) in EMEA. On October 31, 2022, the Management Board authorized the issuance of the Company’s unaudited interim consolidated financial statements. New accounting pronouncements Recently implemented accounting pronouncements The Company has prepared its interim consolidated financial statements at and for the nine months ended September 30, 2022 in conformity with IFRS that have to be applied for the interim periods starting on or after January 1, 2022. In the nine months ended September 30, 2022, there were no recently implemented accounting pronouncements that had a material effect on the Company’s interim consolidated financial statements. Recent accounting pronouncements not yet adopted The IASB issued the following new standard which is relevant for the Company: IFRS 17, Insurance Contracts In May 2017, the IASB issued IFRS 17, Insurance Contracts. In June 2020 and December 2021, further amendments were published. IFRS 17 establishes principles for the recognition, measurement, presentation and disclosure related to the issuance of insurance contracts. IFRS 17 replaces IFRS 4, Insurance Contracts, which was brought in as an interim standard in 2004. IFRS 4 permitted the use of national accounting standards for the accounting of insurance contracts under IFRS. As a result of the varied application for insurance contracts there was a lack of comparability among peer groups. IFRS 17 eliminates this diversity in practice by requiring all insurance contracts to be accounted for using updated estimates and assumptions that reflect the timing of cash flows and any uncertainty relating to insurance contracts. Based on an assessment performed during 2022, the Company believes that the premium allocation approach under IFRS 17 is the most appropriate measurement model. On initial recognition of the liability for incurred claims, the estimation and valuation process remains unchanged as compared to the application of IFRS 4. Regarding the measurement of the liability for the remaining coverage, the liability is equal to the premiums received less any insurance acquisition cash flows. The Company does not consider the effects and time value of money when measuring the liability for the remaining coverage, as the related cash flow are expected to be paid or received in one year or less from the date the claims are incurred. The Company will apply the modified retrospective approach at the transition. Insurance premium revenues are currently recognized based on the passage of time, therefore the pattern of revenue recognition will not change upon the application of IFRS 17. The Company does not expect that IFRS 17 will have a material impact on its consolidated financial statements and will continue to assess the qualitative and quantitative impacts of the application of IFRS 17. On June 25, 2020, the IASB issued amendments to IFRS 17, which among others, defer the effective date to fiscal years beginning on or after January 1, 2023. Earlier adoption is permitted for entities that have also adopted IFRS 9, Financial Instruments and IFRS 15, Revenue from Contracts with Customers. In the Company’s view, no other pronouncements issued by the IASB are expected to have a material impact on the consolidated financial statements. |
Acquisitions, investments (incl
Acquisitions, investments (including debt securities) and purchases of intangible assets | 9 Months Ended |
Sep. 30, 2022 | |
Acquisitions, investments (including debt securities) and purchases of intangible assets | |
Acquisitions, investments (including debt securities) and purchases of intangible assets | 2. Acquisitions, investments (including debt securities) and purchases of intangible assets The Company completed acquisitions, investments (including debt securities) and the purchase of intangible assets in the amount of €135,736 and €365,536 for the nine months ended September 30, 2022 and 2021, respectively. Additionally, on August 24, 2022 (“Acquisition Date”), the Company completed a business combination among Fresenius Health Partners, Inc. (“FHP”), the value-based care division of the Company’s wholly-owned subsidiary Fresenius Medical Care Holdings, Inc., with InterWell Health LLC, a physician organization driving innovation in the kidney care space in the U.S., and Cricket Health, Inc. (“Cricket”), a U.S. provider of value-based kidney care with a patient engagement and data platform. The transaction was completed after regulatory approval was received in the U.S. and other customary closing conditions were satisfied. Upon completion of the transactions with noncontrolling shareholders and consummation of the business combination described below, the Company held approximately 75% of the new company. The new company, InterWell Topco L.P. (“NewCo”), will operate under the InterWell Health brand and will target the management of care for more than 270,000 people with kidney disease. Under the terms and conditions of this business combination, Cricket Health, Inc. contributed all of its net assets in exchange for approximately 17% of the equity interest in NewCo. The fair value of the consideration transferred by the Company to Cricket Health, Inc. for a controlling interest in NewCo was $269,318 (€271,107 as of the Acquisition Date). InterWell Health LLC also contributed all of its net assets in exchange for approximately 8% of the equity interest in NewCo. The fair value of the consideration transferred by the Company to InterWell Health LLC for a controlling interest in Newco was $136,768 (€137,677 as of the Acquisition Date). Prior to the transaction, the Company owned approximately 46% of InterWell Health LLC with a carrying value of $19,370 (€19,499) and a fair value of $175,434 (€176,600) as of the Acquisition Date. At the Acquisition Date, the Company received approximately 7% equity in NewCo in exchange for its investment in InterWell Health, LLC. As a result of the transaction, the Company recognized a remeasurement gain of $156,064 (€146,699) for the nine months ended September 30, 2022, which represented the difference between the fair value and the carrying value of its investment in InterWell Health LLC prior to the Acquisition Date, and a related currency translation adjustment reversal due to the disposal of its investment in Interwell Health LLC in the amount of €364 for the nine months ended September 30, 2022. The remeasurement gain is recorded in the consolidated statements of income for the three- and nine-months ended September 30, 2022 within the line item “Remeasurement Gain From InterWell Health”. The contributions of the net assets of InterWell Health LLC and Cricket Health, Inc. were accounted for as a business combination in accordance with IFRS 3 in which the Company was identified as the acquirer and InterWell Health LLC and Cricket Health, Inc. were identified as acquired companies. NewCo has been consolidated in the Company’s consolidated financial statements as of and for the reporting period ending September 30, 2022. The Company also contributed the business of FHP in exchange for approximately 68% of equity interest in NewCo. Since the Company controlled FHP before the Acquisition Date and controls NewCo post-Acquisition Date, the Company's contribution of FHP was accounted for as an equity transaction. Therefore, the net assets contributed were recorded at their respective carrying value at the Acquisition Date. Noncontrolling interest was recognized in the amount of $4,914 (€4,947 as of the Acquisition Date) and additional paid in capital of $401,188 (€403,854 as of the Acquisition Date) representing the difference between the carrying value and the fair value of the corresponding interests was recorded within the line item “Transactions with noncontrolling interests without loss of control” in the consolidated statements of shareholders’ equity. As a result of the transaction, the Company recorded additional noncontrolling interests at fair value in the amount of $194,158 (€195,448 as of the Acquisition Date) using the full goodwill method within the line item “Noncontrolling interests due to changes in consolidation group” in the consolidated statements of shareholders’ equity. A third party valuation advisor was engaged to assist the Company in the estimation of the underlying fair value of the transaction and primarily employed an income approach which was used in the calculation of consideration transferred to the acquirees as well as in the calculation of noncontrolling interests. In addition, the Company also granted put options to noncontrolling shareholders with an estimated fair value of $577,308 (€592,232) at September 30, 2022 (as of Acquisition Date: $604,137 (€608,150)). For further information regarding the valuation of put option liabilities, see note 12. The following allocation of the purchase price is based upon information available to management as of September 30, 2022. Based on a preliminary allocation, the following assets, including goodwill (which will not be deductible for tax purposes), were acquired and liabilities were assumed as of the Acquisition Date: Reconciliation of goodwill recognized in $ THOUS in € THOUS Fair value of consideration transferred 406,086 408,784 Fair value of previously held equity method investment in InterWell Health LLC 175,434 176,600 581,520 585,384 Fair Values of Assets Acquired and Liabilities Assumed (preliminary) Less: Cash and cash equivalents (57,383) (57,764) Less: Other assets (2,819) (2,838) Less: Intangible assets (34,519) (34,748) Other liabilities 13,029 13,116 Deferred tax liabilities 9,084 9,144 Noncontrolling interests 194,158 195,448 Goodwill 703,070 707,742 The Company is in the process of obtaining and evaluating the information necessary for the purchase price allocations, including, but not limited to, working capital, tax-related items and the final capital interest allocation. As such, the balances noted in the table above are provisional and subject to measurement period adjustments permitted under IFRS 3. Any adjustments to acquisition accounting, net of related income tax effects, will be recorded with a corresponding adjustment to goodwill within one year from the Acquisition Date. As of the Acquisition Date, amortizable intangible assets, primarily a technology platform, in the amount of $34,519 (€34,748) acquired in this transaction have weighted average useful lives of 12 years. As of the Acquisition Date, goodwill in the amount of $703,070 (€707,742) was recorded as part of the transaction and mainly represents anticipated synergies and future cash flows expected to be generated by NewCo. The entire amount of goodwill recorded as a result of this transaction was allocated to the North America cash generating unit. Additionally, and as contemplated in the agreement, the Company also transferred Acumen Physician Solutions, LLC (“Acumen”) to NewCo shortly after the Acquisition Date, and prior to September 30, 2022, with working capital in the amount of $1,824 (€1,845 as of the date of the transfer agreement). Since certain long-lived assets (mainly intangible assets) held by Acumen will be utilized materially differently by NewCo, management performed an impairment assessment prior to the transfer, concluded that the assets were completely impaired in accordance with IAS 36, Impairment of Assets, and recorded an impairment charge in the North America Segment in the amount of $71,025 before the transfer (€66,763 for the nine months ended September 30, 2022). The Company also incurred certain transaction-related costs of $25,352 (€23,831 for the nine months ended September 30, 2022). The expenses, along with the impairment charges were recognized in "Selling, general and administrative” expense on the consolidated statements of income. The transaction-related costs are included in operating activities and cash acquired is included in investing activities in the consolidated statements of cash flows. From August 24, 2022 through September 30, 2022, the revenue contributed by the acquired companies (i.e. Cricket and InterWell Health, LLC) was not material. During this period, the Company recognized a loss of €3,765 from the acquired companies within its consolidated profit or loss. Had the business combination taken place on January 1, 2022, the Company estimates that its revenue for the nine months ended September 30, 2022 would not have been materially different. However, the Company estimates that net income for the nine months ended September 30, 2022 would have been €38,955 lower than reported if the business combination had taken place at the beginning of the reporting period. |
Notes to the consolidated state
Notes to the consolidated statements of income | 9 Months Ended |
Sep. 30, 2022 | |
Notes to the consolidated statements of income | |
Notes to the consolidated statements of income | 3. Notes to the consolidated statements of income a) Revenue The Company has recognized the following revenue in the consolidated statements of income for the three and nine months ended September 30, 2022 and 2021: Revenue in € THOUS For the three months ended September 30, 2022 2021 Revenue from Revenue from contracts with Other contracts with Other customers revenue Total customers revenue Total Health care services 3,973,255 109,145 4,082,400 3,424,066 105,543 3,529,609 Health care products 989,256 24,510 1,013,766 889,217 22,540 911,757 Total 4,962,511 133,655 5,096,166 4,313,283 128,083 4,441,366 For the nine months ended September 30, 2022 2021 Revenue from Revenue from contracts with Other contracts with Other customers revenue Total customers revenue Total Health care services 11,106,053 365,074 11,471,127 9,962,881 292,408 10,255,289 Health care products 2,850,964 79,124 2,930,088 2,629,629 86,743 2,716,372 Total 13,957,017 444,198 14,401,215 12,592,510 379,151 12,971,661 b) Research and development expenses Research and development expenses of €166,575 for the nine months ended September 30, 2022 (for the nine months ended September 30, 2021: €153,024) included research and non-capitalizable development costs as well as depreciation and amortization expenses related to capitalized development costs of €7,182 (for the nine months ended September 30, 2021: €4,380). c) Earnings per share The following table contains reconciliations of the numerators and denominators of the basic and diluted earnings per share computations for the three and nine months ended September 30, 2022 and 2021: Reconciliation of basic and diluted earnings per share in € THOUS, except share and per share data For the three months ended For the nine months ended September 30, September 30, 2022 2021 2022 2021 Numerator: Net income attributable to shareholders of FMC AG & Co. KGaA 230,100 273,044 534,601 740,567 Denominators: Weighted average number of shares outstanding 293,413,449 292,986,093 293,190,145 292,926,425 Potentially dilutive shares — 144,984 — 136,811 Basic earnings per share 0.78 0.93 1.82 2.53 Diluted earnings per share 0.78 0.93 1.82 2.53 d) Impacts of severe acute respiratory syndrome coronavirus 2 (“COVID-19”) The Company provides life-sustaining dialysis treatments and other critical health care services and products to patients. The Company’s patients need regular and frequent dialysis treatments, or else they face significant adverse health consequences that could result in hospitalization or death. To be able to continue care for its patients in light of COVID-19, the Company determined that it needed to implement a number of measures, both operational and financial, to maintain an adequate workforce, to protect its patients and employees through expanded personal protective equipment protocols and to develop surge capacity for patients suspected or confirmed to have COVID-19. Additionally, the Company experienced a loss of revenue due to the pandemic in certain parts of its business, partially offset by increased demand for its services and products in other parts. Various governments in regions in which the Company operates have provided economic assistance programs to address the consequences of the pandemic on companies and support health care providers and patients. The Company recorded €275,355 and €20,416 for the nine months ended September 30, 2022 and 2021, respectively, within the statement of profit and loss for government grants in various regions in which it operates. In addition to the costs incurred which are eligible for government funding in various countries, the Company has been affected by impacts that COVID-19 had on the global economy and financial markets as well as effects related to lockdowns. During the nine months ended September 30, 2022, the Company received an additional $234,411 (€220,344) in U.S. Department of Health and Human Services funding available for health care providers affected by the COVID-19 pandemic. The remaining amount of U.S. government grants received recorded in deferred income was $9,127 (€9,363) and $62,176 (€54,897) at September 30, 2022 and December 31, 2021, respectively. The Company also recorded a contract liability for advance payments received under the Center for Medicare and Medicaid (“CMS”) Accelerated and Advance Payment program which is currently recorded within current provisions and other current liabilities. Contract liabilities related to the CMS Accelerated and Advance Payment program were $15,925 (€16,336) and $442,568 (€390,754) as of September 30, 2022 and December 31, 2021, respectively. |
Related party transactions
Related party transactions | 9 Months Ended |
Sep. 30, 2022 | |
Related party transactions | |
Related party transactions | 4. Related party transactions Fresenius SE is the Company’s largest shareholder and owns 32.2% of the Company’s outstanding shares at September 30, 2022. The Else Kröner-Fresenius-Stiftung is the sole shareholder of Fresenius Management SE, the general partner of Fresenius SE, and has sole power to elect the supervisory board of Fresenius Management SE. The Company has entered into certain arrangements for services and products with Fresenius SE or its subsidiaries and with certain of the Company’s equity method investees as described in item a) below. The arrangements for leases with Fresenius SE or its subsidiaries are described in item b) below. The Company’s terms related to the receivables or payables for these services, leases and products are generally consistent with the normal terms of the Company’s ordinary course of business transactions with unrelated parties and the Company believes that these arrangements reflect fair market terms. The Company utilizes various methods to verify the commercial reasonableness of its related party arrangements. Financing arrangements as described in item c) below have agreed-upon terms which are determined at the time such financing transactions occur and reflect market rates at the time of the transaction. The relationship between the Company and its key management personnel who are considered to be related parties is described in item d) below. The Company’s related party transactions are settled through Fresenius SE’s cash management system where appropriate. a) Service agreements and products The Company is party to service agreements with Fresenius SE and certain of its affiliates (collectively “Fresenius SE Companies”) to receive services, including, but not limited to: administrative services, management information services, employee benefit administration, insurance, information technology services, tax services and treasury management services. These related party agreements generally have a duration of 1 to 5 years and are renegotiated on an as needed basis when the agreement comes due. The Company also provides administrative services to one of its equity method investees. The Company sells products to Fresenius SE Companies and purchases products from Fresenius SE Companies and equity method investees. In addition, Fresenius Medical Care Holdings, Inc. (“FMCH”) purchases heparin supplied by Fresenius Kabi USA, Inc. (“Kabi USA”), through an independent group purchasing organization (“GPO”). Kabi USA is an indirect, wholly-owned subsidiary of Fresenius SE. The Company has no direct supply agreement with Kabi USA and does not submit purchase orders directly to Kabi USA. FMCH acquires heparin from Kabi USA, through the GPO contract, which was negotiated by the GPO at arm’s length on behalf of all members of the GPO. In December 2010, the Company and Galenica Ltd. (now known as CSL Vifor) formed the renal pharmaceutical company Vifor Fresenius Medical Care Renal Pharma Ltd., an equity method investee of which the Company owns 45%. The Company has entered into exclusive supply agreements to purchase certain pharmaceuticals from, as well as into certain exclusive distribution agreements with, Vifor Fresenius Medical Care Renal Pharma Ltd. Under the CMS Comprehensive End-Stage Renal Disease (“ESRD”) Care Model, the Company and participating physicians formed entities known as ESRD Seamless Care Organizations (“ESCOs”) as part of a payment and care delivery model that seeks to deliver better health outcomes for Medicare ESKD patients while lowering CMS’s costs. The Company entered into participation/service agreements with these ESCOs, which are accounted for as equity method investees. The Company anticipates that CMS will publish final settlement reports for the last performance year during the fourth quarter of 2022. Below is a summary, including the Company’s receivables from and payables to the indicated parties, resulting from the above-described transactions with related parties. Service agreements and products with related parties in € THOUS For the nine months ended For the nine months ended September 30, 2022 September 30, 2021 September 30, 2022 December 31, 2021 Sales of Purchases of Sales of Purchases of goods and goods and goods and goods and Accounts Accounts Accounts Accounts services services services services receivable payable receivable payable Service agreements (1) Fresenius SE 300 33,381 158 27,988 210 4,722 — 6,707 Fresenius SE affiliates 3,378 63,878 3,163 75,676 1,021 7,715 1,544 8,041 Equity method investees 29,206 — 39,664 — 134,340 — 131,661 — Total 32,884 97,259 42,985 103,664 135,571 12,437 133,205 14,748 Products Fresenius SE — — 1 — — — — — Fresenius SE affiliates 48,817 29,221 35,136 22,991 18,685 6,581 13,487 6,000 Equity method investees — 334,964 — 344,397 — 62,257 — 76,444 Total 48,817 364,185 35,137 367,388 18,685 68,838 13,487 82,444 (1) In addition to the above shown accounts payable, accrued expenses for service agreements with related parties amounted to € 20,479 and € 12,911 at September 30, 2022 and December 31, 2021, respectively. b) Lease agreements In addition to the above-mentioned product and service agreements, the Company is a party to real estate lease agreements with Fresenius SE Companies, which mainly include leases for the Company’s corporate headquarters in Bad Homburg, Germany, and production sites in Schweinfurt and St. Wendel, Germany. The leases have maturities up to the end of 2029. Below is a summary resulting from the above described lease agreements with related parties. Lease agreements with related parties in € THOUS For the nine months ended September 30, 2022 For the nine months ended September 30, 2021 September 30, 2022 December 31, 2021 Interest Lease Interest Lease Right-of-use Lease Right-of-use Lease Depreciation expense expense (1) Depreciation expense expense (1) asset liability asset liability Fresenius SE 6,303 407 910 5,937 493 859 43,077 44,118 48,794 50,997 Fresenius SE affiliates 10,285 717 — 9,842 833 38 59,268 60,704 68,181 68,284 Total 16,588 1,124 910 15,779 1,326 897 102,345 104,822 116,975 119,281 (1) Short-term leases and expenses relating to variable lease payments as well as low value leases are exempted from balance sheet recognition. c) Financing The Company receives short-term financing from and provides short-term financing to Fresenius SE. The Company also utilizes Fresenius SE’s cash management system for the settlement of certain intercompany receivables and payables with its subsidiaries and other related parties. As of September 30, 2022 and December 31, 2021, the Company had accounts receivable from Fresenius SE related to short-term financing in the amount of €2,020 and €14,900, respectively. As of September 30, 2022 and December 31, 2021, the Company did not have accounts payable to Fresenius SE related to short-term financing under Fresenius SE’s cash management system. The interest rates for these cash management arrangements are set on a daily basis and are based on the then-prevailing overnight reference rate, with a floor of zero, for the respective currencies. On August 19, 2009 and November 28, 2013, the Company borrowed €1,500 and €1,500, respectively, from the General Partner. The loan repayments were extended periodically and combined into a single borrowing during 2022. The loan repayment is currently due on April 21, 2027 with an interest rate of 1.3348%. At September 30, 2022 and December 31, 2021, the Company borrowed from Fresenius SE in the amount of €36,000 at an interest rate of 1.292% and €74,500 at an interest rate of 0.600%, respectively. For further information on this loan agreement, see note 6. d) Key management personnel Due to the Company’s legal form of a German partnership limited by shares, the General Partner holds a key management position within the Company. In addition, as key management personnel, members of the Management Board and the Supervisory Board, as well as their close relatives, are considered related parties. The Company’s Articles of Association provide that the General Partner shall be reimbursed for any and all expenses in connection with management of the Company’s business, including remuneration of the members of the General Partner’s supervisory board and the members of the Management Board. The aggregate amount reimbursed to the General Partner was €16,952 and €25,885 for its management services during the nine months ended September 30, 2022 and 2021, respectively. As of September 30, 2022 and December 31, 2021, the Company had accounts receivable from the General Partner in the amount of €513 and €769, respectively. As of September 30, 2022, the Company did not |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2022 | |
Inventories | |
Inventories | 5 . Inventories At September 30, 2022 and December 31, 2021, inventories consisted of the following: Inventories in € THOUS September 30, December 31, 2022 2021 Finished goods 1,380,547 1,233,197 Health care supplies 576,618 452,073 Raw materials and purchased components 313,203 247,478 Work in process 139,315 105,266 Inventories 2,409,683 2,038,014 |
Short-term debt
Short-term debt | 9 Months Ended |
Sep. 30, 2022 | |
Short-term debt. | |
Short-term debt | 6 . Short-term debt At September 30, 2022 and December 31, 2021, short-term debt consisted of the following: Short-term debt in € THOUS September 30, December 31, 2022 2021 Commercial paper program 411,820 715,153 Borrowings under lines of credit 131,621 463,091 Other 82 109 Short-term debt from unrelated parties 543,523 1,178,353 Short-term debt from related parties (see note 4 c) 39,000 77,500 Short-term debt 582,523 1,255,853 The Company and certain consolidated entities operate a multi-currency notional cash pooling management system. In this cash pooling management system, amounts in euro and other currencies are offset without being transferred to a specific cash pool account. The system is used for an efficient utilization of funds within the Company. The Company met the conditions to offset balances within this cash pool for reporting purposes. At September 30, 2022 and December 31, 2021, cash and borrowings under lines of credit in the amount of €113,635 and €116,538, respectively, were offset under this cash pooling management system. Before this offset, cash and cash equivalents as of September 30, 2022 was €1,227,187 (December 31, 2021: €1,598,193) and short-term debt from unrelated parties was €657,158 (December 31, 2021: €1,294,891). Commercial paper program The Company maintains a commercial paper program under which short-term notes of up to €1,500,000 can be issued. At September 30, 2022, the outstanding commercial paper amounted to €412,000 (December 31, 2021: €715,000). Short-term debt from related parties The Company and FMCH were parties to an unsecured loan agreement, as borrowers, with Fresenius SE, as lender, under which the Company and FMCH could request and receive one or more short-term advances up to an aggregate amount of €600,000. In June 2022, the Company replaced its unsecured loan agreement with a new uncommitted revolving facility under which the Company, as borrower, may request and receive one or more short-term advances up to an aggregate amount of €600,000 with Fresenius SE, as lender. The uncommitted revolving facility is unsecured, does not have a termination date and is effective beginning August 1, 2022. For further information on short-term debt from related parties, see note 4 c). |
Long-term debt
Long-term debt | 9 Months Ended |
Sep. 30, 2022 | |
Long-term debts | |
Long-term debt | 7 . Long-term debt As of September 30, 2022 and December 31, 2021, long-term debt consisted of the following: Long-term debt in € THOUS September 30, December 31, 2022 2021 Schuldschein loans 224,595 — Bonds 7,684,970 7,071,259 Accounts Receivable Facility 25,634 — Other 191,778 243,656 Long-term debt 8,126,977 7,314,915 Less current portion (58,485) (667,966) Long-term debt, less current portion 8,068,492 6,646,949 Schuldschein loans On February 14, 2022, the Company issued €25,000 and €200,000 tranches of Schuldschein loans with maturities of 5 and 7 years, respectively, at variable interest rates. The proceeds were used for general corporate purposes including refinancing of existing liabilities. Bonds The bonds issued by Fresenius Medical Care US Finance II, Inc. in the amount of $700,000 (€532,522 as of the date of issuance on January 26, 2012) were redeemed at maturity on January 31, 2022. On September 20, 2022, the Company issued bonds under its Debt Issuance Program in an aggregate principal amount of € 750,000 with a maturity of 5 years and a coupon rate of 3.875% . The proceeds will be used for general corporate purposes, including the refinancing of outstanding indebtedness. Accounts Receivable Facility On August 11, 2021, the Company amended and restated its accounts receivable securitization program (“Accounts Receivable Facility”), extending it until August 11, 2024. The maximum capacity, $900,000 (€768,049 at August 11, 2021), remains unchanged under the restated Accounts Receivable Facility. The following table shows the available and outstanding amounts under the Accounts Receivable Facility at September 30, 2022 and December 31, 2021: Accounts Receivable Facility - maximum amount available and balance outstanding in THOUS Maximum amount available Balance outstanding September 30, 2022 (1) September 30, 2022 (2) Accounts Receivable Facility $ 900,000 € 923,266 $ 25,000 € 25,646 Maximum amount available Balance outstanding December 31, 2021 (1) December 31, 2021 (2) Accounts Receivable Facility $ 900,000 € 794,632 $ — € — (1) Subject to availability of sufficient accounts receivable meeting funding criteria. (2) Amounts shown are excluding debt issuance costs. The Company also had letters of credit outstanding under the Accounts Receivable Facility in the amount of $12,532 and $12,532 (€12,856 and €11,065) at September 30, 2022 and December 31, 2021, respectively. These letters of credit are not included above as part of the balance outstanding at September 30, 2022 and December 31, 2021. However, the letters reduce available borrowings under the Accounts Receivable Facility. Syndicated Credit Facility The Company entered into a €2,000,000 sustainability-linked syndicated revolving credit facility (“Syndicated Credit Facility”) in July 2021. On June 8, 2022, the Company amended and extended the Syndicated Credit Facility to extend the term by one year and replace U.S. dollar-LIBOR as the reference rate with the Term Secured Overnight Financing Rate. The Syndicated Credit Facility, which serves as a back-up line for general corporate purposes, was undrawn as of September 30, 2022. |
Employee benefit plans
Employee benefit plans | 9 Months Ended |
Sep. 30, 2022 | |
Employee benefit plans | |
Employee benefit plans | 8 . Employee benefit plans Pension liabilities decreased by €241,495 to €541,127 at September 30, 2022 from €782,622 at December 31, 2021. The decrease is mainly attributable to adjustments to the discount rate, which resulted in an actuarial gain of the same amount to be recognized in other comprehensive income (loss). For the German benefit plan, which accounts for a substantial part of the pension liability, an interest rate of 4.20% was applied as of September 30, 2022 (December 31, 2021: 1.40%). |
Capital management
Capital management | 9 Months Ended |
Sep. 30, 2022 | |
Capital management | |
Capital management | 9. Capital management As of September 30, 2022 and December 31, 2021 total equity in percent of total assets was 43.6% and 40.7%, respectively, and debt and lease liabilities in percent of total assets was 35.9% and 38.8%, respectively. The Company’s financing structure and business model are reflected in the investment grade ratings. The Company is rated investment grade by Standard & Poor’s, Moody’s and Fitch. Rating (1) Standard & Poor´s Moody´s Fitch Corporate credit rating BBB Baa3 BBB- Outlook stable stable stable (1) A rating is not a recommendation to buy, sell or hold securities of the Company, and may be subject to suspension, change or withdrawal at any time by the assigning rating agency. |
Share-based plans
Share-based plans | 9 Months Ended |
Sep. 30, 2022 | |
Share-based plans | |
Share-based plans | 10. Share-based plans The FMC AG & Co. KGaA Long-Term Incentive Plan 2019 (“LTIP 2019”) expired on December 31, 2021. In order to continue to enable the members of the management boards of affiliated companies and managerial staff members to adequately participate in the long-term, sustained success of the Company, the Management Board has approved and adopted the FMC AG & Co. KGaA Long-Term Incentive Plan 2022+ (“LTIP 2022+”) as a successor program effective January 1, 2022. The LTIP 2022+ is a variable compensation program with a long-term incentive effect. Plan participants of the LTIP 2022+ can be allocated so-called "performance shares" once or twice a year. Performance shares are non-equity, cash-settled virtual compensation instruments which may entitle plan participants to receive a cash payment depending on the achievement of pre-defined performance targets further defined below as well as the Company’s share price development. For LTIP 2022+ participants, the respective grant value is determined by the Management Board. In order to determine the number of performance shares each plan participant receives, their respective grant value will be divided by the value per performance share at the time of the allocation which is determined based on the average share price of the Company over a period of thirty Revenue, net income and ROIC are determined according to the Company’s consolidated reported and audited figures in Euro for the consolidated financial statements prepared in accordance with the respective plan terms. Revenue Growth and Net Income Growth are determined at constant currency. For allocations in fiscal year 2022, the target achievements of the performance targets Revenue Growth and Net Income Growth are calculated based on a Compound Annual Growth Rate ("CAGR") over the 3-year performance period. The basis for the first annual growth rate is 2021. Growth rates are calculated at constant currency. For ROIC, annual target values apply. For all three performance targets, the Management Board has defined target achievement corridors which will be used for the calculation of the respective target achievements. The degree of target achievement for all three performance targets is weighted with 1/3 1/3 The number of performance shares allocated to plan participants at the beginning of the performance period is multiplied with the degree of overall target achievement to determine the final number of performance shares. Under the LTIP 2022+, the final number of performance shares generally vests three years after the allocation date (three-year vesting period). The number of vested performance shares is then multiplied with the average share price of the Company during a period of 30 days prior to the end of this three-year vesting period. The resulting amount is capped at 400% of a participant’s grant value and will be paid out as cash compensation. The first allocation under the LTIP 2022+ was made on July 25, 2022. Under the LTIP 2022+, 1,673,865 performance shares with a total fair value of €67,725 were allocated. At the time of allocation, the fair value per performance share allocated under the LTIP 2022+ was €40.46. In addition, 220,311 performance shares with a total fair value of €11,584 were allocated on March 1, 2022, under the Management Board Long Term Incentive Plan 2020, to the members of the Management Board and to senior members of the Company's managerial staff who serve on the Company's Executive Committee ("Executive Committee"). Of this number, 160,668 performance shares with a total fair value of €8,460 relate to members of the Management Board and 59,643 performance shares with a total fair value of €3,124 relate to members of the Executive Committee. These amounts will be amortized over the three-year vesting period. The weighted average fair value per performance share at the allocation date was €52.58. |
Commitments and contingencies
Commitments and contingencies | 9 Months Ended |
Sep. 30, 2022 | |
Commitments and contingencies | |
Commitments and contingencies | 11. Commitments and contingencies Legal and regulatory matters The Company is routinely involved in claims, lawsuits, regulatory and tax audits, investigations and other legal matters arising, for the most part, in the ordinary course of its business of providing health care services and products. Legal matters that the Company currently deems to be material or noteworthy are described below. The Company records its litigation reserves for certain legal proceedings and regulatory matters to the extent that the Company determines an unfavorable outcome is probable and the amount of loss can be reasonably estimated. For the other matters described below, the Company believes that the loss is not probable and/or the loss or range of possible losses cannot be reasonably estimated at this time. The outcome of litigation and other legal matters is always difficult to predict accurately and outcomes that are not consistent with the Company’s view of the merits can occur. The Company believes that it has valid defenses to the legal matters pending against it and is defending itself vigorously. Nevertheless, it is possible that the resolution of one or more of the legal matters currently pending or threatened could have a material adverse effect on its business, results of operations and financial condition. Beginning in 2012, the Company received certain communications alleging conduct in countries outside the United States that might violate the U.S. Foreign Corrupt Practices Act (“FCPA”) or other anti-bribery laws. The Company conducted investigations with the assistance of outside counsel and, in a continuing dialogue, advised the Securities and Exchange Commission (“SEC”) and the United States Department of Justice (“DOJ”) about these investigations. The DOJ and the SEC also conducted their own investigations, in which the Company cooperated. In the course of this dialogue, the Company identified and reported to the DOJ and the SEC, and took remedial actions with respect to, conduct that resulted in the DOJ and the SEC seeking monetary penalties including disgorgement of profits and other remedies. This conduct revolved principally around the Company’s products business in countries outside the United States. On March 29, 2019, the Company entered into a non-prosecution agreement (“NPA”) with the DOJ and a separate agreement with the SEC (“SEC Order”) intended to resolve fully and finally the U.S. government allegations against the Company arising from the investigations. Both agreements included terms starting August 2, 2019. The DOJ NPA and SEC Order are both scheduled to terminate on December 31, 2022. In 2019, the Company paid a combined total in penalties and disgorgement of approximately $231,715 (€205,854) to the DOJ and the SEC in connection with these agreements. The entire amount paid to the DOJ and the SEC was reserved for in charges that the Company recorded in 2017 and 2018 and announced in 2018. As part of the resolution, the Company agreed to certain self-reporting obligations and to retain an independent compliance monitor. Due in part to COVID-19 pandemic restrictions, the monitorship program faced certain delays, but the Company is working to complete all its obligations under the resolution with the DOJ and SEC and expects the certification decision of the monitor by the end of 2022 and, if that decision is to certify, the formalization and publication of the end of the monitorship by the end of the first quarter in 2023. In 2015, the Company self-reported to the German prosecutor conduct with a potential nexus to Germany and continues to cooperate with government authorities in Germany in their review of the conduct that prompted the Company’s and United States government investigations. Since 2012, the Company has made and continues to make further significant investments in its compliance and financial controls and in its compliance, legal and financial organizations. The Company’s remedial actions included separation from those employees responsible for the above-mentioned conduct. The Company is dealing with post-FCPA review matters on various levels. The Company continues to be fully committed to compliance with the FCPA and other applicable anti-bribery laws. Personal injury and related litigation involving FMCH’s acid concentrate product, labeled as Granuflo® or Naturalyte®, first arose in 2012. FMCH’s insurers agreed to the settlement in 2017 of personal injury litigation and funded $220,000 (€179,284) of the settlement fund under a reciprocal reservation of rights. FMCH accrued a net expense of $60,000 (€48,896) in connection with the settlement, including legal fees and other anticipated costs. Following the settlement, FMCH’s insurers in the AIG group initiated litigation against FMCH seeking to be indemnified by FMCH for their $220,000 (€179,284) outlay and FMCH initiated litigation against the AIG group to recover defense and indemnification costs FMCH had borne. National Union Fire Insurance v. Fresenius Medical Care, 2016 Index No. 653108 (Supreme Court of New York for New York County) Discovery in the litigation is complete. The AIG group abandoned certain of its coverage claims and submitted expert reports on damages asserting that, if AIG prevails on all its remaining claims, it should recover $60,000 (€48,896). FMCH contests all of AIG’s claims and submitted expert reports supporting rights to recover $108,000 (€88,012) from AIG, in addition to the $220,000 (€179,284) already funded. A trial date has not been set in the matter. In August 2014, FMCH received a subpoena from the United States Attorney’s Office (“USAO”) for the District of Maryland inquiring into FMCH’s contractual arrangements with hospitals and physicians involving contracts relating to the management of in-patient acute dialysis services. On August 27, 2020, after the USAO declined to pursue the matter by intervening, the United States District Court for Maryland unsealed a 2014 relator’s qui tam complaint that gave rise to the investigation. The relator thereafter served the complaint and proceeded on his own in part by filing an amended complaint making broad allegations about financial relationships between FMCH and nephrologists. FMCH’s motion to dismiss the amended complaint remains pending. On October 5, 2021, the District Court for Maryland granted FMCH’s motion to transfer the case to the United States District Court for Massachusetts, where the litigation continues. Flanagan v. Fresenius Medical Care Holdings, Inc., 1:21-cv-11627. In July 2015, the Attorney General for Hawaii issued a civil complaint under the Hawaii False Claims Act alleging a conspiracy pursuant to which certain Liberty Dialysis subsidiaries of FMCH overbilled Hawaii Medicaid for Liberty’s Epogen® administrations to Hawaii Medicaid patients during the period from 2006 through 2010, prior to the time of FMCH’s acquisition of Liberty. Hawaii v. Liberty Dialysis— Hawaii, LLC et al., Case No. 15-1-1357-07 (Hawaii 1st Circuit) On August 31, 2015, FMCH received a subpoena under the False Claims Act from the United States Attorney for the District of Colorado (Denver) inquiring into FMCH’s participation in and management of dialysis facility joint ventures in which physicians are partners. FMCH cooperated in the Denver USAO investigation, which FMCH understands had concluded on or before June 1, 2022. On November 25, 2015, FMCH received a subpoena under the False Claims Act from the United States Attorney for the Eastern District of New York (Brooklyn) also inquiring into FMCH’s involvement in certain dialysis facility joint ventures in New York. On September 26, 2018, the Brooklyn USAO declined to intervene on the qui tam complaint filed under seal in 2014 that gave rise to this investigation. CKD Project LLC v. Fresenius Medical Care, 2014 Civ. 06646 (E.D.N.Y. November 12, 2014) In 2014, two New York physicians filed under seal a qui tam complaint in the United States District Court for the Eastern District of New York (Brooklyn), alleging violations of the False Claims Act relating to FMCH’s vascular access line of business. As previously disclosed, on October 6, 2015, the United States Attorney for the Eastern District of New York (Brooklyn) issued subpoenas to FMCH indicating its investigation now seen to be related to the two relators’ complaint. FMCH cooperated in the Brooklyn investigation, which was understood to be separate and distinct from settlements entered in 2015 in Connecticut, Florida and Rhode Island of allegations against American Access Care LLC (“AAC”) following FMCH’s 2011 acquisition of AAC. On July 12, 2022, after the Court denied the USAO’s motions to renew the sealing of the relators’ complaint, the USAO filed a complaint-in-intervention. United States ex rel. Pepe and Sherman v. Fresenius Vascular Care, Inc. et al, 1:14-cv-3505 On November 18, 2016, FMCH received a subpoena under the False Claims Act from the United States Attorney for the Eastern District of New York (Brooklyn) seeking documents and information relating to the operations of Shiel Medical Laboratory, Inc. (“Shiel”), which FMCH acquired in October 2013. FMCH advised the USAO that, under the asset sale provisions of its 2013 Shiel acquisition, it was not responsible for Shiel’s conduct prior to the date of the acquisition. On December 12, 2017, FMCH sold to Quest Diagnostics certain Shiel operations. Nonetheless, FMCH cooperated in the Brooklyn USAO’s investigation. On June 14, 2022, the Brooklyn USAO declined to intervene on two anonymous relator complaints that underlay the investigation. The relators, who remain anonymous, are proceeding with litigation at their own expense against both Shiel and FMCH entities, alleging that the defendants wrongly caused government payers to pay for laboratory tests that were falsely or improperly invoiced and retaliated against relators for objecting to the alleged misconduct. Relator v. Shiel Medical Laboratory, Relator v. Shiel Holdings, On March 12, 2018, Vifor Fresenius Medical Care Renal Pharma Ltd. and Vifor Fresenius Medical Care Renal Pharma France S.A.S. (collectively, “VFMCRP”) (see note 4), filed a complaint for patent infringement against Lupin Atlantis Holdings SA and Lupin Pharmaceuticals Inc. (collectively, “Lupin”), and Teva Pharmaceuticals USA, Inc. (“Teva”) in the U.S. District Court for the District of Delaware (Case 1:18-cv-00390-MN, “first complaint”). The patent infringement action is in response to Lupin and Teva’s filings of Abbreviated New Drug Applications (“ANDA”) with the U.S. Food and Drug Administration (“FDA”) for generic versions of Velphoro®. Velphoro® is protected by patents listed in the FDA’s Approved Drug Products with Therapeutic Equivalence Evaluations, also known as the Orange Book. The complaint was filed within the 45-day period provided for under the Hatch-Waxman legislation, and triggered a stay of FDA approval of the ANDAs for 30 months (specifically, up to July 29, 2020 for Lupin’s ANDA; and August 6, 2020 for Teva’s ANDA. In response to another ANDA being filed for a generic Velphoro®, VFMCRP filed a complaint for patent infringement against Annora Pharma Private Ltd., and Hetero Labs Ltd. (collectively, “Annora”), in the U.S. District Court for the District of Delaware on December 17, 2018. The case was settled among the parties, thus terminating the court action on August 4, 2020. On May 26, 2020, VFMCRP filed a further complaint for patent infringement against Lupin in the U.S. District Court for the District of Delaware (Case No. 1:20-cv-00697-MN) in response to Lupin’s ANDA for a generic version of Velphoro® and on the basis of a newly listed patent in the Orange Book. On July 6, 2020, VFMCRP filed an additional complaint for patent infringement against Lupin and Teva in the U.S. District Court for the District of Delaware (Case No. 1:20-cv-00911-MN, “second complaint”) in response to the companies’ ANDA for generic versions of Velphoro® and on the basis of two newly listed patents in the Orange Book. All cases involving Lupin as defendant were settled among the parties, thus terminating the corresponding court actions on December 18, 2020. In relation to the remaining pending cases and the defendant Teva, trial took place for the first complaint between January 19 and 22, 2021. Another patent newly listed in the Orange Book was added to the second complaint on June 23, 2021. Trial was scheduled for the second complaint for late June 2022, but was cancelled on June 14, 2022. By final judgement dated August 25, 2022, the Court decided for the first complaint that the generic product proposed in Teva's ANDA infringes the patent claims subject to the complaint and that such patent claims are valid. Further, unless the order is overturned or the parties agree otherwise, the effective date of any final approval by the FDA for Teva's ANDA shall not be a date until the underlying patent, including any pediatric extension, expires. On September 21, 2022, Teva filed an appeal to the U.S. Court of Appeals for the Federal Circuit to contest the first instance Court decision. Also on September 21, 2022, VFMCRP filed another complaint for patent infringement against Teva in the U.S. District Court for the District of Delaware (Case No. 1:22-cv-01227-MN, “third complaint”) in response to the company’s ANDA for generic versions of Velphoro® and on the basis of another newly listed patent in the Orange Book. On October 4, 2022, a motion to stay the proceedings of the second complaint until the appeal for the first complaint is resolved was granted by the first instance Court. On December 17, 2018, FMCH was served with a subpoena under the False Claims Act from the United States Attorney for the District of Colorado (Denver) as part of an investigation of allegations against DaVita, Inc. (“DaVita”) involving transactions between FMCH and DaVita. The subject transactions include sales and purchases of dialysis facilities, dialysis-related products and pharmaceuticals, including dialysis machines and dialyzers, and contracts for certain administrative services. FMCH cooperated in the investigation. On June 28, 2019, certain FMCH subsidiaries filed a complaint against the United States seeking to recover monies owed to them by the United States Department of Defense under the Tricare program, and to preclude Tricare from recouping monies previously paid. Bio-Medical Applications of Georgia, Inc., et al. v. United States, CA 19-947, United States Court of Federal Claims On August 21, 2020, FMCH was served with a subpoena from the United States Attorney for the District of Massachusetts requesting information and documents related to urgent care centers that FMCH owned, operated, or controlled as part of its ChoiceOne and Medspring urgent care operations prior to its divestiture of and exit from that line of business in 2018. The subpoena appears to be related to an ongoing investigation of alleged upcoding in the urgent care industry, which has resulted in certain published settlements under the federal False Claims Act. FMCH is cooperating in the investigation. In February 2022, the Company received a formal request for information from the Hessen Data Protection Authority (“ Hessischer Beauftragter für Datenschutz und Informationsfreiheit On March 20 and April 12, 2022, respectively, an attorney employed as general counsel for the Company’s North American division from 2013 to 2016 filed a complaint with the Occupational Safety and Health Administration (“OSHA”) under the Sarbanes-Oxley Act of 2002 and other anti-retaliation statutes, and a civil lawsuit in Suffolk County, Massachusetts seeking compensation for personnel management decisions allegedly adverse to him. OSHA Case No. 1-076-22-049; Kott v. National Medical Care, Inc., Case No. 22-802 (Superior Court, Suffolk County, Mass.) The plaintiff alleges in support of his demands for compensation that he was transferred to a subordinate position in the global legal department, and subsequently terminated from employment as part of the FME 25 reorganization, in retaliation for legal advice he provided with respect to a licensing agreement with DaVita relating to pharmaceutical operations and products. The DaVita licensing agreement expired by its terms in 2017. As previously disclosed in the Company’s financial statements, the United States Department of Justice has reviewed multiple aspects of the DaVita contract in question, including those relevant to the plaintiff’s allegations. No enforcement action has resulted against the Company. Other bases of retaliation alleged by the plaintiff implicate internal personnel and privacy protection concerns that do not impact ongoing operations, and on which the Company does not comment. On April 21, 2022, FMCH paused shipping of new dialysis machines in the United States at the recommendation of the FDA following FMCH’s voluntary report of a potential bio-compatibility concern. The concern arose from a component that was already scheduled to be replaced later in 2022. As of October 28, 2022, FMCH received clearance from the FDA encompassing the replacement component and resumed shipping machines. From time to time, the Company is a party to or may be threatened with other litigation or arbitration, claims or assessments arising in the ordinary course of its business. Management regularly analyzes current information including, as applicable, the Company's defenses and insurance coverage and, as necessary, provides accruals for probable liabilities for the eventual disposition of these matters. The Company, like other health care providers, insurance plans and suppliers, conducts its operations under intense government regulation and scrutiny.The Company must comply with regulations which relate to or govern the safety and efficacy of medical products and supplies, the marketing and distribution of such products, the operation of manufacturing facilities, laboratories, dialysis clinics and other health care facilities, and environmental and occupational health and safety. With respect to its development, manufacture, marketing and distribution of medical products, if such compliance is not maintained, the Company could be subject to significant adverse regulatory actions by the FDA and comparable regulatory authorities outside the U.S. These regulatory actions could include warning letters or other enforcement notices from the FDA, and/or comparable foreign regulatory authority which may require the Company to expend significant time and resources in order to implement appropriate corrective actions. If the Company does not address matters raised in warning letters or other enforcement notices to the satisfaction of the FDA and/or comparable regulatory authorities outside the U.S., these regulatory authorities could take additional actions, including product recalls, injunctions against the distribution of products or operation of manufacturing plants, civil penalties, seizures of the Company’s products and/or criminal prosecution. FMCH completed remediation efforts with respect to one pending FDA warning letter and is awaiting confirmation as to whether the letter is now closed. The Company must also comply with the laws of the United States, including the federal Anti-Kickback Statute, the federal False Claims Act, the federal Stark Law, the federal Civil Monetary Penalties Law and the federal Foreign Corrupt Practices Act as well as other federal and state fraud and abuse laws. Applicable laws or regulations may be amended, or enforcement agencies or courts may make interpretations that differ from the Company’s interpretations or the manner in which it conducts its business. Enforcement has become a high priority for the federal government and some states. In addition, the provisions of the False Claims Act authorizing payment of a portion of any recovery to the party bringing the suit encourage private plaintiffs to commence whistleblower actions. By virtue of this regulatory environment, the Company’s business activities and practices are subject to extensive review by regulatory authorities and private parties, and continuing audits, subpoenas, other inquiries, claims and litigation relating to the Company’s compliance with applicable laws and regulations. The Company may not always be aware that an inquiry or action has begun, particularly in the case of whistleblower actions, which are initially filed under court seal. The Company operates many facilities and handles the personal data of its patients and beneficiaries throughout the United States and other parts of the world and engages with other business associates to help it carry out its health care activities. In such a widespread, global system, it is often difficult to maintain the desired level of oversight and control over the thousands of individuals employed by many affiliated companies and its business associates. On occasion, the Company or its business associates may experience a breach under the Health Insurance Portability and Accountability Act Privacy Rule and Security Rules, the EU’s General Data Protection Regulation and or other similar laws (“Data Protection Laws”) when there has been impermissible use, access, or disclosure of unsecured personal data or when the Company or its business associates neglect to implement the required administrative, technical and physical safeguards of its electronic systems and devices, or a data breach that results in impermissible use, access or disclosure of personal identifying information of its employees, patients and beneficiaries. On those occasions, the Company must comply with applicable breach notification requirements. The Company relies upon its management structure, regulatory and legal resources, and the effective operation of its compliance program to direct, manage and monitor the activities of its employees. On occasion, the Company may identify instances where employees or other agents deliberately, recklessly or inadvertently contravene the Company’s policies or violate applicable law. The actions of such persons may subject the Company and its subsidiaries to liability under the Anti-Kickback Statute, the Stark Law, the False Claims Act, Data Protection Laws, the Health Information Technology for Economic and Clinical Health Act and the FCPA, among other laws and comparable state laws or laws of other countries. Physicians, hospitals and other participants in the health care industry are also subject to a large number of lawsuits alleging professional negligence, malpractice, product liability, worker’s compensation or related claims, many of which involve large claims and significant defense costs. The Company has been and is currently subject to these suits due to the nature of its business and expects that those types of lawsuits may continue. Although the Company maintains insurance at a level which it believes to be prudent, it cannot assure that the coverage limits will be adequate or that insurance will cover all asserted claims. A successful claim against the Company or any of its subsidiaries in excess of insurance coverage could have a material adverse effect upon it and the results of its operations. Any claims, regardless of their merit or eventual outcome, could have a material adverse effect on the Company’s reputation and business. The Company has also had claims asserted against it and has had lawsuits filed against it relating to alleged patent infringements or businesses that it has acquired or divested. These claims and suits relate both to operation of the businesses and to the acquisition and divestiture transactions. The Company has, when appropriate, asserted its own claims, and claims for indemnification. A successful claim against the Company or any of its subsidiaries could have a material adverse effect upon its business, financial condition, and the results of its operations. Any claims, regardless of their merit or eventual outcome, could have a material adverse effect on the Company’s reputation and business. In Germany, the tax audits for the years 2006 through 2009 have been substantially completed. The German tax authorities have indicated a re-qualification of dividends received in connection with intercompany mandatorily redeemable preferred shares into fully taxable interest payments for these and subsequent years until 2013 which could lead to additional tax payments in the middle double-digit million range. Additionally, in August 2022, German tax authorities objected to the Company’s tax returns and took the position that income of one of the Company's finance entities should be subject to German Controlled Foreign Corporation taxation resulting in potential additional income tax payments in the upper double-digit million range. In the latter case, the Company has filed appeals against the assessments. In both cases, the Company will defend its position and will avail itself of further appropriate remedies. The Company is also subject to ongoing and future tax audits in the U.S., Germany and other jurisdictions in the ordinary course of business. Tax authorities routinely pursue adjustments to the Company’s tax returns and disallowances of claimed tax deductions. When appropriate, the Company defends these adjustments and disallowances and asserts its own claims. A successful tax related claim against the Company or any of its subsidiaries could have a material adverse effect upon its business, financial condition and results of operations. The Company is subject to residual value guarantees in certain lease contracts, primarily real estate contracts, for which it is the lessee in the amount of $433,644 (€444,854). Under the terms of these leases, the Company has the option to remarket the underlying leased properties to satisfy its residual value guarantee obligations at the end of the lease term. As of September 30, 2022, the estimated fair market value of the underlying leased assets exceeded the related residual value guarantees and, therefore, the Company did not have any risk exposure relating to these guarantees. Other than those individual contingent liabilities mentioned above, the current estimated amount of the Company’s other known individual contingent liabilities is immaterial. |
Financial instruments
Financial instruments | 9 Months Ended |
Sep. 30, 2022 | |
Financial instruments | |
Financial instruments | 12. Financial instruments The following tables show the carrying amounts and fair values of the Company’s financial instruments at September 30, 2022 and December 31, 2021: Carrying amount and fair value of financial instruments in € THOUS September 30, 2022 Carrying amount Fair value Amortized Not cost FVPL FVOCI classified Total Level 1 Level 2 Level 3 Cash and cash equivalents 1,055,061 58,491 — — 1,113,552 58,491 — — Trade accounts and other receivables from unrelated parties 3,727,781 — — 87,593 3,815,374 — — — Accounts receivable from related parties 156,789 — — — 156,789 — — — Derivatives - cash flow hedging instruments — — — 1,546 1,546 — 1,546 — Derivatives - not designated as hedging instruments — 5,235 — — 5,235 — 5,235 — Equity investments — 111,699 76,189 — 187,888 61,243 77,502 49,143 Debt securities — 108,582 359,533 — 468,115 463,139 4,976 — Other financial assets (1) 149,154 — — 131,013 280,167 — — — Other current and non-current assets 149,154 225,516 435,722 132,559 942,951 — — — Financial assets 5,088,785 284,007 435,722 220,152 6,028,666 — — — Accounts payable to unrelated parties 828,090 — — — 828,090 — — — Accounts payable to related parties 80,829 — — — 80,829 — — — Short-term debt 582,523 — — — 582,523 — — — Long-term debt 8,126,977 — — — 8,126,977 6,566,889 440,829 — Lease liabilities — — — 5,076,042 5,076,042 — — — Derivatives - cash flow hedging instruments — — — 7,883 7,883 — 7,883 — Derivatives - not designated as hedging instruments — 28,072 — — 28,072 — 28,072 — Variable payments outstanding for acquisitions — 45,462 — — 45,462 — — 45,462 Put option liabilities — — — 1,638,950 1,638,950 — — 1,638,950 Other financial liabilities (2) 1,227,635 — — — 1,227,635 — — — Other current and non-current liabilities 1,227,635 73,534 — 1,646,833 2,948,002 — — — Financial liabilities 10,846,054 73,534 — 6,722,875 17,642,463 — — — Carrying amount and fair value of financial instruments in € THOUS December 31, 2021 Carrying amount Fair value Amortized Not cost FVPL FVOCI classified Total Level 1 Level 2 Level 3 Cash and cash equivalents 989,257 492,398 — — 1,481,655 492,398 — — Trade accounts and other receivables from unrelated parties 3,328,720 — — 80,341 3,409,061 — — — Accounts receivable from related parties 162,361 — — — 162,361 — — — Derivatives - cash flow hedging instruments — — — 579 579 — 579 — Derivatives - not designated as hedging instruments — 2,846 — — 2,846 — 2,846 — Equity investments — 174,884 69,595 — 244,479 121,643 72,157 50,679 Debt securities — 95,417 327,078 — 422,495 418,196 4,299 — Other financial assets (1) 137,358 — — 130,859 268,217 — — — Other current and non-current assets 137,358 273,147 396,673 131,438 938,616 — — — Financial assets 4,617,696 765,545 396,673 211,779 5,991,693 — — — Accounts payable to unrelated parties 736,069 — — — 736,069 — — — Accounts payable to related parties 121,457 — — — 121,457 — — — Short-term debt 1,255,853 — — — 1,255,853 — — — Long-term debt 7,314,915 — — — 7,314,915 7,246,019 243,656 — Lease liabilities — — — 4,749,381 4,749,381 — — — Derivatives - cash flow hedging instruments — — — 4,490 4,490 — 4,490 — Derivatives - not designated as hedging instruments — 21,428 — — 21,428 — 21,428 — Variable payments outstanding for acquisitions — 47,690 — — 47,690 — — 47,690 Put option liabilities — — — 992,423 992,423 — — 992,423 Other financial liabilities (2) 965,663 — — — 965,663 — — — Other current and non-current liabilities 965,663 69,118 — 996,913 2,031,694 — — — Financial liabilities 10,393,957 69,118 — 5,746,294 16,209,369 — — — (1) As of September 30, 2022 and December 31, 2021, other financial assets primarily include lease receivables, deposits, guarantees, securities, vendor and supplier rebates as well as notes receivable. (2) As of September 30, 2022 and December 31, 2021, other financial liabilities primarily include receivable credit balances and goods and services received. Derivative and non-derivative financial instruments are categorized in the following three-tier fair value hierarchy that reflects the significance of the inputs in making the measurements. Level 1 inputs are quoted prices for similar instruments in active markets. Level 2 is defined as using valuation models (i.e. mark-to-model) with input factors that are inputs other than quoted prices in active markets that are directly or indirectly observable. Level 3 is defined as using valuation models (i.e. mark-to-model) with input factors that are unobservable inputs for which little or no market data exists, therefore requiring the Company to develop its own assumptions. Fair value information is not provided for financial instruments, if the carrying amount is a reasonable estimate of fair value due to the relatively short period of maturity of these instruments. This includes cash and cash equivalents measured at amortized costs, trade accounts and other receivables from unrelated parties, accounts receivable from related parties, other financial assets as well as accounts payable to unrelated parties, accounts payable to related parties, short-term debt and other financial liabilities. Transfers between levels of the fair value hierarchy have not occurred as of September 30, 2022. At September 30, 2021, the Company transferred its investment in Humacyte, Inc. (“Humacyte”) with a carrying amount of €158,551 from Level 3 to Level 1, after Humacyte completed its merger with Alpha Healthcare Acquisition Corporation, a special purpose acquisition company. The shares in Alpha Healthcare Acquisition Corporation (now called Humacyte) received by the Company as a result of this merger and in a contemporaneous private placement are quoted in an active market, and Humacyte has registered the Company’s shares for resale under the Securities Act of 1933. No additional transfers between levels of the fair value hierarchy occurred as of December 31, 2021. The Company accounts for transfers at the end of the reporting period. Derivative financial instruments In order to manage the risk of currency exchange rate and interest rate fluctuations, the Company enters into various hedging transactions by means of derivative instruments with highly rated financial institutions. The Company primarily enters into foreign exchange forward contracts and interest rate swaps. In certain instances, the Company enters into derivative contracts that do not qualify for hedge accounting but are utilized for economic purposes (“economic hedges”). The Company does not use financial instruments for trading purposes. Non-derivative financial instruments The significant methods and assumptions used for the classification and measurement of non-derivative financial instruments are as follows: The Company assessed its business models and the cash flow characteristics of its financial assets. The vast majority of the non-derivative financial assets are held in order to collect the contractual cash flows. The contractual terms of the financial assets allow the conclusion that the cash flows represent payment of principal and interest only. Trade accounts and other receivables from unrelated parties, Accounts receivable from related parties and Other financial assets are consequently measured at amortized cost. Cash and cash equivalents are comprised of cash funds and other short-term investments. Cash funds are measured at amortized cost. Short-term investments are highly liquid and readily convertible to known amounts of cash. Short-term investments are measured at fair value through profit or loss (“FVPL”). The risk of changes in fair value is insignificant. Equity investments are not held for trading. At initial recognition the Company elected, on an instrument-by-instrument basis, to represent subsequent changes in the fair value of individual strategic investments in OCI. If equity instruments are quoted in an active market, the fair value is based on price quotations at the period-end-date. As necessary, the Company engages external valuation firms to assist in determining the fair value of Level 3 equity investments. The external valuation uses a discounted cash flow model, which includes significant unobservable inputs such as investment specific forecasted financial statements and weighted average cost of capital, that reflects current market assessments as well as a terminal growth rate. The majority of the debt securities are held within a business model whose objective is achieving both contractual cash flows and selling the securities. The standard coupon bonds give rise on specified dates to cash flows that are solely payments of principal and interest on the outstanding principal amount. Subsequently these financial assets have been classified as fair value through other comprehensive income (“FVOCI”). The smaller part of debt securities does not give rise to cash flows that are solely payments of principal and interest. Consequently, these securities are measured at FVPL. In general, most of the debt securities are quoted in an active market. Long-term debt is initially recognized at its fair value. The fair values of major long-term debt are calculated on the basis of market information. Liabilities for which market quotes are available are measured using these quotes. The fair values of the other long-term debt are calculated at the present value of the respective future cash flows. To determine these present values, the prevailing interest rates and credit spreads for the Company as of the balance sheet date are used. Variable payments outstanding for acquisitions are recognized at their fair value. The estimation of the individual fair values is based on the key inputs of the arrangement that determine the future contingent payment as well as the Company’s expectation of these factors. The Company assesses the likelihood and timing of achieving the relevant objectives. The underlying assumptions are reviewed regularly. Put option liabilities are recognized at the present value of the exercise price of the option. The exercise price of the option is generally based on fair value and, in certain limited instances, might contain a fixed floor price. The methodology the Company uses to estimate the fair values assumes the greater of net book value or a multiple of earnings, based on historical earnings, development stage of the underlying business and other factors. From time to time the Company engages an external valuation firm to assist in the valuation of certain put options. The external valuation assists the Company in estimating the fair values using a combination of discounted cash flows and a multiple of earnings and/or revenue. Under those limited circumstances in which the put option might contain a fixed floor price, the external valuation firm may assist the Company with the valuation by performing a Monte Carlo Simulation analysis to simulate the exercise price. The put option liabilities are discounted at a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the liability. The estimated fair values of these put options can also fluctuate, and the discounted cash flows as well as the implicit multiple of earnings and/or revenue at which these obligations may ultimately be settled could vary significantly from the Company’s current estimates depending upon market conditions. For the purpose of analyzing the impact of changes in unobservable inputs on the fair value measurement of put option liabilities, the Company assumes an increase on earnings (or enterprise value for the put options granted in the InterWell Health business combination) of 10% compared to the actual estimation as of the balance sheet date. The corresponding increase in fair value of €113,893 is then compared to the total liabilities and the shareholder’s equity of the Company. This analysis shows that an increase of 10% in the relevant earnings (or enterprise value for the put options granted in the InterWell Health business combination) would have an effect of less than 1% on the total liabilities and less than 1% on the shareholder’s equity of the Company. Following is a roll forward of Level 3 financial instruments at September 30, 2022 and December 31, 2021: Reconciliation from beginning to ending balance of level 3 financial instruments in € THOUS 2022 2021 Variable Variable payments payments outstanding outstanding Equity for Put option Equity for Put option investments acquisitions liabilities investments acquisitions liabilities Beginning balance at January 1, 50,679 47,690 992,423 188,518 66,359 882,422 Transfer to level 1 — — — (158,551) — — Increase 1,764 6,632 633,695 21,137 9,488 112,194 Decrease — (4,977) (6,566) — (22,499) (18,495) Gain / loss recognized in profit or loss (1) (10,689) (6,842) — (12,975) (6,716) — Gain / loss recognized in equity — — (131,987) — — (54,019) Foreign currency translation and other changes 7,389 2,959 151,385 12,550 1,058 70,321 Ending balance at September 30, and December 31, 49,143 45,462 1,638,950 50,679 47,690 992,423 (1) Includes realized and unrealized gains / losses. |
Segment and corporate informati
Segment and corporate information | 9 Months Ended |
Sep. 30, 2022 | |
Segment and corporate information | |
Segment and corporate information | 13. Segment and corporate information The Company’s operating and reportable segments are the North America Segment, the EMEA Segment, the Asia-Pacific Segment and the Latin America Segment. The operating segments are determined based upon how the Company manages its businesses with geographical responsibilities. All segments are primarily engaged in providing health care services and the distribution of products and equipment for the treatment of ESKD and other extracorporeal therapies. Management evaluates each segment using measures that reflect all of the segment’s controllable revenues and expenses. With respect to the performance of business operations, management believes that the most appropriate measures are revenue and operating income. The Company does not include income taxes as it believes taxes are outside the segments’ control. Financing is a corporate function, which the Company’s segments do not control. Therefore, the Company does not include interest expense relating to financing as a segment measurement. Similarly, the Company does not allocate certain costs, which relate primarily to certain headquarters’ overhead charges, including accounting and finance as well as certain legal and IT costs, because the Company believes that these costs are also not within the control of the individual segments. Production of products, production asset management, quality and supply chain management as well as procurement related to production are centrally managed. Products transferred to the segments are transferred at cost; therefore, no internal profit is generated. The associated internal revenue for the product transfers and their elimination are recorded as corporate activities. Capital expenditures for production are based on the expected demand of the segments and consolidated profitability considerations. The Company’s global research and development team as well as its Global Medical Office, which seek to optimize medical treatments and clinical processes within the Company, are also centrally managed. These corporate activities (“Corporate”) do not fulfill the definition of a segment according to IFRS 8, Operating Segments. In addition, certain revenues, investments and intangible assets, as well as any related expenses, are not allocated to a segment but are accounted for as Corporate. Information pertaining to the Company’s segment and Corporate activities for the three and nine months ended September 30, 2022 and 2021 is set forth below: Segment and corporate information in € THOUS North Latin America EMEA Asia-Pacific America Total Segment Segment Segment Segment Segment Corporate (1) Total Three months ended September 30, 2022 Revenue from health care services 3,159,756 376,567 256,486 172,949 3,965,758 7,497 3,973,255 Revenue from health care products 283,430 336,781 295,558 68,712 984,481 4,775 989,256 Revenue from contracts with customers 3,443,186 713,348 552,044 241,661 4,950,239 12,272 4,962,511 Other revenue external customers 113,294 6,586 12,915 860 133,655 — 133,655 Revenue external customers 3,556,480 719,934 564,959 242,521 5,083,894 12,272 5,096,166 Inter-segment revenue 5,103 — — — 5,103 (5,103) — Revenue 3,561,583 719,934 564,959 242,521 5,088,997 7,169 5,096,166 Operating income 468,662 47,587 85,124 10,859 612,232 (140,589) 471,643 Interest (76,485) Income before income taxes 395,158 Depreciation and amortization (282,628) (47,810) (26,779) (12,451) (369,668) (72,977) (442,645) Impairment loss (57,527) (1,808) — — (59,335) (3) (59,338) Income (loss) from equity method investees 22,488 (4,689) (156) (195) 17,448 — 17,448 Additions of property, plant and equipment, intangible assets and right-of-use assets 159,223 23,452 17,075 9,872 209,622 76,517 286,139 Three months ended September 30, 2021 Revenue from health care services 2,704,091 346,490 239,321 126,170 3,416,072 7,994 3,424,066 Revenue from health care products 266,151 315,552 253,227 50,907 885,837 3,380 889,217 Revenue from contracts with customers 2,970,242 662,042 492,548 177,077 4,301,909 11,374 4,313,283 Other revenue external customers 109,673 8,911 8,724 775 128,083 — 128,083 Revenue external customers 3,079,915 670,953 501,272 177,852 4,429,992 11,374 4,441,366 Inter-segment revenue 4,377 — 194 — 4,571 (4,571) — Revenue 3,084,292 670,953 501,466 177,852 4,434,563 6,803 4,441,366 Operating income 445,892 78,771 86,266 4,349 615,278 (110,617) 504,661 Interest (68,436) Income before income taxes 436,225 Depreciation and amortization (247,594) (48,566) (25,359) (9,673) (331,192) (65,212) (396,404) Impairment loss (6,434) — — — (6,434) 5 (6,429) Income (loss) from equity method investees 16,690 3,300 630 416 21,036 — 21,036 Additions of property, plant and equipment, intangible assets and right- of-use assets 206,081 32,668 18,298 13,586 270,633 59,755 330,388 (1) Includes inter - segment consolidation adjustments . Segment and corporate information (continued) in € THOUS North Latin America EMEA Asia-Pacific America Total Segment Segment Segment Segment Segment Corporate (1) Total Nine months ended September 30, 2022 Revenue from health care services 8,818,628 1,083,193 729,685 451,858 11,083,364 22,689 11,106,053 Revenue from health care products 823,099 1,016,832 816,747 178,985 2,835,663 15,301 2,850,964 Revenue from contracts with customers 9,641,727 2,100,025 1,546,432 630,843 13,919,027 37,990 13,957,017 Other revenue external customers 378,929 20,817 41,850 2,602 444,198 — 444,198 Revenue external customers 10,020,656 2,120,842 1,588,282 633,445 14,363,225 37,990 14,401,215 Inter-segment revenue 13,218 — 223 1,179 14,620 (14,620) — Revenue 10,033,874 2,120,842 1,588,505 634,624 14,377,845 23,370 14,401,215 Operating income 1,112,931 168,614 255,125 15,829 1,552,499 (392,678) 1,159,821 Interest (217,161) Income before income taxes 942,660 Depreciation and amortization (807,532) (143,780) (80,829) (34,150) (1,066,291) (212,536) (1,278,827) Impairment loss (61,224) (2,779) (2) — (64,005) (858) (64,863) Income (loss) from equity method investees 62,805 (16,086) (126) 709 47,302 — 47,302 Total assets 26,023,066 4,049,028 3,035,833 921,255 34,029,182 4,377,253 38,406,435 thereof investments in equity method investees 437,166 198,060 105,776 26,697 767,699 — 767,699 Additions of property, plant and equipment, intangible assets and right-of-use assets 521,607 100,661 60,981 27,631 710,880 177,107 887,987 Nine months ended September 30, 2021 Revenue from health care services 7,855,557 1,020,400 693,951 364,072 9,933,980 28,901 9,962,881 Revenue from health care products 771,863 974,380 729,388 141,717 2,617,348 12,281 2,629,629 Revenue from contracts with customers 8,627,420 1,994,780 1,423,339 505,789 12,551,328 41,182 12,592,510 Other revenue external customers 304,017 38,485 34,641 2,008 379,151 — 379,151 Revenue external customers 8,931,437 2,033,265 1,457,980 507,797 12,930,479 41,182 12,971,661 Inter-segment revenue 26,243 — 361 — 26,604 (26,604) — Revenue 8,957,680 2,033,265 1,458,341 507,797 12,957,083 14,578 12,971,661 Operating income 1,241,989 232,030 255,780 13,583 1,743,382 (340,247) 1,403,135 Interest (213,717) Income before income taxes 1,189,418 Depreciation and amortization (727,271) (146,943) (76,855) (28,040) (979,109) (192,061) (1,171,170) Impairment loss (9,349) — — — (9,349) (6,049) (15,398) Income (loss) from equity method investees 69,303 (248) 1,489 670 71,214 — 71,214 Total assets 22,991,521 3,964,433 2,904,586 787,526 30,648,066 3,182,860 33,830,926 thereof investments in equity method investees 434,975 182,138 101,222 24,464 742,799 — 742,799 Additions of property, plant and equipment, intangible assets and right-of-use assets 655,916 136,054 61,272 38,916 892,158 188,813 1,080,971 (1) Includes inter - segment consolidation adjustments. |
Events occurring after the bala
Events occurring after the balance sheet date | 9 Months Ended |
Sep. 30, 2022 | |
Events occurring after the balance sheet date | |
Events occurring after the balance sheet date | 14. Events occurring after the balance sheet date No significant activities have taken place subsequent to the balance sheet date September 30, 2022 that have a material impact on the key figures and earnings presented. Currently, there are no significant changes in the Company’s structure, management, legal form or personnel. |
The Company and basis of pres_2
The Company and basis of presentation (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
The Company and basis of presentation | |
Accounting policies and methods of computation followed in interim financial statements | The consolidated financial statements and other financial information included in the Company’s quarterly reports furnished under cover of Form 6-K and its Annual Report on Form 20-F are prepared solely in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”), using the euro as the Company’s reporting and functional currency. The interim financial report is prepared in accordance with International Accounting Standard (“IAS”) 34, Interim Financial Reporting, and contains condensed financial statements, in that it does not include all of the notes that would be required in a complete set of financial statements, but rather selected explanatory notes. However, the primary financial statements are presented in the format consistent with the consolidated financial statements as presented in the Company’s Annual Report on Form 20-F for the year ended December 31, 2021 (the “2021 Form 20-F”) in accordance with IAS 1, Presentation of Financial Statements. During the first quarter of 2022, the Company adopted an accounting policy in relation to emission certificates which are recognized as intangible assets with an infinite useful life and initially measured at cost. During the third quarter of 2022, in the consolidated statements of shareholders’ equity, the Company started presenting transactions with noncontrolling interests without a loss of control separately from changes in noncontrolling interests due to changes in the consolidation group primarily related to an increase in noncontrolling interests resulting from the business combination completed among Fresenius Health Partners, Inc., InterWell Health LLC, and Cricket Health, Inc. (for further information on this business combination, see note 2). Previously, these changes in noncontrolling interests were combined within the line item "Purchase/ sale of noncontrolling interests" due to immateriality. |
New accounting pronouncements | New accounting pronouncements Recently implemented accounting pronouncements The Company has prepared its interim consolidated financial statements at and for the nine months ended September 30, 2022 in conformity with IFRS that have to be applied for the interim periods starting on or after January 1, 2022. In the nine months ended September 30, 2022, there were no recently implemented accounting pronouncements that had a material effect on the Company’s interim consolidated financial statements. Recent accounting pronouncements not yet adopted The IASB issued the following new standard which is relevant for the Company: IFRS 17, Insurance Contracts In May 2017, the IASB issued IFRS 17, Insurance Contracts. In June 2020 and December 2021, further amendments were published. IFRS 17 establishes principles for the recognition, measurement, presentation and disclosure related to the issuance of insurance contracts. IFRS 17 replaces IFRS 4, Insurance Contracts, which was brought in as an interim standard in 2004. IFRS 4 permitted the use of national accounting standards for the accounting of insurance contracts under IFRS. As a result of the varied application for insurance contracts there was a lack of comparability among peer groups. IFRS 17 eliminates this diversity in practice by requiring all insurance contracts to be accounted for using updated estimates and assumptions that reflect the timing of cash flows and any uncertainty relating to insurance contracts. Based on an assessment performed during 2022, the Company believes that the premium allocation approach under IFRS 17 is the most appropriate measurement model. On initial recognition of the liability for incurred claims, the estimation and valuation process remains unchanged as compared to the application of IFRS 4. Regarding the measurement of the liability for the remaining coverage, the liability is equal to the premiums received less any insurance acquisition cash flows. The Company does not consider the effects and time value of money when measuring the liability for the remaining coverage, as the related cash flow are expected to be paid or received in one year or less from the date the claims are incurred. The Company will apply the modified retrospective approach at the transition. Insurance premium revenues are currently recognized based on the passage of time, therefore the pattern of revenue recognition will not change upon the application of IFRS 17. The Company does not expect that IFRS 17 will have a material impact on its consolidated financial statements and will continue to assess the qualitative and quantitative impacts of the application of IFRS 17. On June 25, 2020, the IASB issued amendments to IFRS 17, which among others, defer the effective date to fiscal years beginning on or after January 1, 2023. Earlier adoption is permitted for entities that have also adopted IFRS 9, Financial Instruments and IFRS 15, Revenue from Contracts with Customers. In the Company’s view, no other pronouncements issued by the IASB are expected to have a material impact on the consolidated financial statements. |
The Company and basis of pres_3
The Company and basis of presentation (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
The Company and basis of presentation | |
Summary of specific inputs used to calculate the loss on net monetary position | Inputs for the calculation of losses on net monetary positions Argentina Lebanon Turkiye Date of IAS 29 initial application July 1, 2018 December 31, 2020 April 1, 2022 Consumer price index National Institute of Statistics & Censuses Central Administration of Statistics Turkish Statistical Institute Index at September 30, 2022 967.3 1,611.4 1,046.9 Calendar year increase 66 % 75 % 52 % Loss on net monetary position in € THOUS 43,423 1,100 8,451 |
Acquisitions, investments (in_2
Acquisitions, investments (including debt securities) and purchases of intangible assets (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Acquisitions, investments (including debt securities) and purchases of intangible assets | |
Reconciliation of goodwill recognized | Reconciliation of goodwill recognized in $ THOUS in € THOUS Fair value of consideration transferred 406,086 408,784 Fair value of previously held equity method investment in InterWell Health LLC 175,434 176,600 581,520 585,384 Fair Values of Assets Acquired and Liabilities Assumed (preliminary) Less: Cash and cash equivalents (57,383) (57,764) Less: Other assets (2,819) (2,838) Less: Intangible assets (34,519) (34,748) Other liabilities 13,029 13,116 Deferred tax liabilities 9,084 9,144 Noncontrolling interests 194,158 195,448 Goodwill 703,070 707,742 |
Notes to the consolidated sta_2
Notes to the consolidated statements of income (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes to the consolidated statements of income | |
Schedule of revenue | Revenue in € THOUS For the three months ended September 30, 2022 2021 Revenue from Revenue from contracts with Other contracts with Other customers revenue Total customers revenue Total Health care services 3,973,255 109,145 4,082,400 3,424,066 105,543 3,529,609 Health care products 989,256 24,510 1,013,766 889,217 22,540 911,757 Total 4,962,511 133,655 5,096,166 4,313,283 128,083 4,441,366 For the nine months ended September 30, 2022 2021 Revenue from Revenue from contracts with Other contracts with Other customers revenue Total customers revenue Total Health care services 11,106,053 365,074 11,471,127 9,962,881 292,408 10,255,289 Health care products 2,850,964 79,124 2,930,088 2,629,629 86,743 2,716,372 Total 13,957,017 444,198 14,401,215 12,592,510 379,151 12,971,661 |
Schedule of reconciliation of basic and diluted earnings per share | Reconciliation of basic and diluted earnings per share in € THOUS, except share and per share data For the three months ended For the nine months ended September 30, September 30, 2022 2021 2022 2021 Numerator: Net income attributable to shareholders of FMC AG & Co. KGaA 230,100 273,044 534,601 740,567 Denominators: Weighted average number of shares outstanding 293,413,449 292,986,093 293,190,145 292,926,425 Potentially dilutive shares — 144,984 — 136,811 Basic earnings per share 0.78 0.93 1.82 2.53 Diluted earnings per share 0.78 0.93 1.82 2.53 |
Related party transactions (Tab
Related party transactions (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Related party transactions | |
Schedule of service agreements and products with related parties | Service agreements and products with related parties in € THOUS For the nine months ended For the nine months ended September 30, 2022 September 30, 2021 September 30, 2022 December 31, 2021 Sales of Purchases of Sales of Purchases of goods and goods and goods and goods and Accounts Accounts Accounts Accounts services services services services receivable payable receivable payable Service agreements (1) Fresenius SE 300 33,381 158 27,988 210 4,722 — 6,707 Fresenius SE affiliates 3,378 63,878 3,163 75,676 1,021 7,715 1,544 8,041 Equity method investees 29,206 — 39,664 — 134,340 — 131,661 — Total 32,884 97,259 42,985 103,664 135,571 12,437 133,205 14,748 Products Fresenius SE — — 1 — — — — — Fresenius SE affiliates 48,817 29,221 35,136 22,991 18,685 6,581 13,487 6,000 Equity method investees — 334,964 — 344,397 — 62,257 — 76,444 Total 48,817 364,185 35,137 367,388 18,685 68,838 13,487 82,444 (1) In addition to the above shown accounts payable, accrued expenses for service agreements with related parties amounted to € 20,479 and € 12,911 at September 30, 2022 and December 31, 2021, respectively. |
Schedule of lease agreements with related parties | Lease agreements with related parties in € THOUS For the nine months ended September 30, 2022 For the nine months ended September 30, 2021 September 30, 2022 December 31, 2021 Interest Lease Interest Lease Right-of-use Lease Right-of-use Lease Depreciation expense expense (1) Depreciation expense expense (1) asset liability asset liability Fresenius SE 6,303 407 910 5,937 493 859 43,077 44,118 48,794 50,997 Fresenius SE affiliates 10,285 717 — 9,842 833 38 59,268 60,704 68,181 68,284 Total 16,588 1,124 910 15,779 1,326 897 102,345 104,822 116,975 119,281 (1) Short-term leases and expenses relating to variable lease payments as well as low value leases are exempted from balance sheet recognition. |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Inventories | |
Schedule of inventories | Inventories in € THOUS September 30, December 31, 2022 2021 Finished goods 1,380,547 1,233,197 Health care supplies 576,618 452,073 Raw materials and purchased components 313,203 247,478 Work in process 139,315 105,266 Inventories 2,409,683 2,038,014 |
Short-term debt (Tables)
Short-term debt (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Short-term debt. | |
Schedule of short-term debt | Short-term debt in € THOUS September 30, December 31, 2022 2021 Commercial paper program 411,820 715,153 Borrowings under lines of credit 131,621 463,091 Other 82 109 Short-term debt from unrelated parties 543,523 1,178,353 Short-term debt from related parties (see note 4 c) 39,000 77,500 Short-term debt 582,523 1,255,853 |
Long-term debt (Tables)
Long-term debt (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Long-term debts | |
Schedule of long-term debt | Long-term debt in € THOUS September 30, December 31, 2022 2021 Schuldschein loans 224,595 — Bonds 7,684,970 7,071,259 Accounts Receivable Facility 25,634 — Other 191,778 243,656 Long-term debt 8,126,977 7,314,915 Less current portion (58,485) (667,966) Long-term debt, less current portion 8,068,492 6,646,949 |
Schedule of accounts receivable facility | Accounts Receivable Facility - maximum amount available and balance outstanding in THOUS Maximum amount available Balance outstanding September 30, 2022 (1) September 30, 2022 (2) Accounts Receivable Facility $ 900,000 € 923,266 $ 25,000 € 25,646 Maximum amount available Balance outstanding December 31, 2021 (1) December 31, 2021 (2) Accounts Receivable Facility $ 900,000 € 794,632 $ — € — (1) Subject to availability of sufficient accounts receivable meeting funding criteria. (2) Amounts shown are excluding debt issuance costs. |
Capital management (Tables)
Capital management (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Capital management | |
Schedule of Company's rating | Rating (1) Standard & Poor´s Moody´s Fitch Corporate credit rating BBB Baa3 BBB- Outlook stable stable stable (1) A rating is not a recommendation to buy, sell or hold securities of the Company, and may be subject to suspension, change or withdrawal at any time by the assigning rating agency. |
Financial instruments (Tables)
Financial instruments (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Financial instruments | |
Schedule of carrying amount and fair value of financial instruments | Carrying amount and fair value of financial instruments in € THOUS September 30, 2022 Carrying amount Fair value Amortized Not cost FVPL FVOCI classified Total Level 1 Level 2 Level 3 Cash and cash equivalents 1,055,061 58,491 — — 1,113,552 58,491 — — Trade accounts and other receivables from unrelated parties 3,727,781 — — 87,593 3,815,374 — — — Accounts receivable from related parties 156,789 — — — 156,789 — — — Derivatives - cash flow hedging instruments — — — 1,546 1,546 — 1,546 — Derivatives - not designated as hedging instruments — 5,235 — — 5,235 — 5,235 — Equity investments — 111,699 76,189 — 187,888 61,243 77,502 49,143 Debt securities — 108,582 359,533 — 468,115 463,139 4,976 — Other financial assets (1) 149,154 — — 131,013 280,167 — — — Other current and non-current assets 149,154 225,516 435,722 132,559 942,951 — — — Financial assets 5,088,785 284,007 435,722 220,152 6,028,666 — — — Accounts payable to unrelated parties 828,090 — — — 828,090 — — — Accounts payable to related parties 80,829 — — — 80,829 — — — Short-term debt 582,523 — — — 582,523 — — — Long-term debt 8,126,977 — — — 8,126,977 6,566,889 440,829 — Lease liabilities — — — 5,076,042 5,076,042 — — — Derivatives - cash flow hedging instruments — — — 7,883 7,883 — 7,883 — Derivatives - not designated as hedging instruments — 28,072 — — 28,072 — 28,072 — Variable payments outstanding for acquisitions — 45,462 — — 45,462 — — 45,462 Put option liabilities — — — 1,638,950 1,638,950 — — 1,638,950 Other financial liabilities (2) 1,227,635 — — — 1,227,635 — — — Other current and non-current liabilities 1,227,635 73,534 — 1,646,833 2,948,002 — — — Financial liabilities 10,846,054 73,534 — 6,722,875 17,642,463 — — — Carrying amount and fair value of financial instruments in € THOUS December 31, 2021 Carrying amount Fair value Amortized Not cost FVPL FVOCI classified Total Level 1 Level 2 Level 3 Cash and cash equivalents 989,257 492,398 — — 1,481,655 492,398 — — Trade accounts and other receivables from unrelated parties 3,328,720 — — 80,341 3,409,061 — — — Accounts receivable from related parties 162,361 — — — 162,361 — — — Derivatives - cash flow hedging instruments — — — 579 579 — 579 — Derivatives - not designated as hedging instruments — 2,846 — — 2,846 — 2,846 — Equity investments — 174,884 69,595 — 244,479 121,643 72,157 50,679 Debt securities — 95,417 327,078 — 422,495 418,196 4,299 — Other financial assets (1) 137,358 — — 130,859 268,217 — — — Other current and non-current assets 137,358 273,147 396,673 131,438 938,616 — — — Financial assets 4,617,696 765,545 396,673 211,779 5,991,693 — — — Accounts payable to unrelated parties 736,069 — — — 736,069 — — — Accounts payable to related parties 121,457 — — — 121,457 — — — Short-term debt 1,255,853 — — — 1,255,853 — — — Long-term debt 7,314,915 — — — 7,314,915 7,246,019 243,656 — Lease liabilities — — — 4,749,381 4,749,381 — — — Derivatives - cash flow hedging instruments — — — 4,490 4,490 — 4,490 — Derivatives - not designated as hedging instruments — 21,428 — — 21,428 — 21,428 — Variable payments outstanding for acquisitions — 47,690 — — 47,690 — — 47,690 Put option liabilities — — — 992,423 992,423 — — 992,423 Other financial liabilities (2) 965,663 — — — 965,663 — — — Other current and non-current liabilities 965,663 69,118 — 996,913 2,031,694 — — — Financial liabilities 10,393,957 69,118 — 5,746,294 16,209,369 — — — (1) As of September 30, 2022 and December 31, 2021, other financial assets primarily include lease receivables, deposits, guarantees, securities, vendor and supplier rebates as well as notes receivable. (2) As of September 30, 2022 and December 31, 2021, other financial liabilities primarily include receivable credit balances and goods and services received. |
Schedule of reconciliation of level 3 financial instruments | Reconciliation from beginning to ending balance of level 3 financial instruments in € THOUS 2022 2021 Variable Variable payments payments outstanding outstanding Equity for Put option Equity for Put option investments acquisitions liabilities investments acquisitions liabilities Beginning balance at January 1, 50,679 47,690 992,423 188,518 66,359 882,422 Transfer to level 1 — — — (158,551) — — Increase 1,764 6,632 633,695 21,137 9,488 112,194 Decrease — (4,977) (6,566) — (22,499) (18,495) Gain / loss recognized in profit or loss (1) (10,689) (6,842) — (12,975) (6,716) — Gain / loss recognized in equity — — (131,987) — — (54,019) Foreign currency translation and other changes 7,389 2,959 151,385 12,550 1,058 70,321 Ending balance at September 30, and December 31, 49,143 45,462 1,638,950 50,679 47,690 992,423 (1) Includes realized and unrealized gains / losses. |
Segment and corporate informa_2
Segment and corporate information (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Segment and corporate information | |
Schedule of segment and corporate information | Segment and corporate information in € THOUS North Latin America EMEA Asia-Pacific America Total Segment Segment Segment Segment Segment Corporate (1) Total Three months ended September 30, 2022 Revenue from health care services 3,159,756 376,567 256,486 172,949 3,965,758 7,497 3,973,255 Revenue from health care products 283,430 336,781 295,558 68,712 984,481 4,775 989,256 Revenue from contracts with customers 3,443,186 713,348 552,044 241,661 4,950,239 12,272 4,962,511 Other revenue external customers 113,294 6,586 12,915 860 133,655 — 133,655 Revenue external customers 3,556,480 719,934 564,959 242,521 5,083,894 12,272 5,096,166 Inter-segment revenue 5,103 — — — 5,103 (5,103) — Revenue 3,561,583 719,934 564,959 242,521 5,088,997 7,169 5,096,166 Operating income 468,662 47,587 85,124 10,859 612,232 (140,589) 471,643 Interest (76,485) Income before income taxes 395,158 Depreciation and amortization (282,628) (47,810) (26,779) (12,451) (369,668) (72,977) (442,645) Impairment loss (57,527) (1,808) — — (59,335) (3) (59,338) Income (loss) from equity method investees 22,488 (4,689) (156) (195) 17,448 — 17,448 Additions of property, plant and equipment, intangible assets and right-of-use assets 159,223 23,452 17,075 9,872 209,622 76,517 286,139 Three months ended September 30, 2021 Revenue from health care services 2,704,091 346,490 239,321 126,170 3,416,072 7,994 3,424,066 Revenue from health care products 266,151 315,552 253,227 50,907 885,837 3,380 889,217 Revenue from contracts with customers 2,970,242 662,042 492,548 177,077 4,301,909 11,374 4,313,283 Other revenue external customers 109,673 8,911 8,724 775 128,083 — 128,083 Revenue external customers 3,079,915 670,953 501,272 177,852 4,429,992 11,374 4,441,366 Inter-segment revenue 4,377 — 194 — 4,571 (4,571) — Revenue 3,084,292 670,953 501,466 177,852 4,434,563 6,803 4,441,366 Operating income 445,892 78,771 86,266 4,349 615,278 (110,617) 504,661 Interest (68,436) Income before income taxes 436,225 Depreciation and amortization (247,594) (48,566) (25,359) (9,673) (331,192) (65,212) (396,404) Impairment loss (6,434) — — — (6,434) 5 (6,429) Income (loss) from equity method investees 16,690 3,300 630 416 21,036 — 21,036 Additions of property, plant and equipment, intangible assets and right- of-use assets 206,081 32,668 18,298 13,586 270,633 59,755 330,388 (1) Includes inter - segment consolidation adjustments . Segment and corporate information (continued) in € THOUS North Latin America EMEA Asia-Pacific America Total Segment Segment Segment Segment Segment Corporate (1) Total Nine months ended September 30, 2022 Revenue from health care services 8,818,628 1,083,193 729,685 451,858 11,083,364 22,689 11,106,053 Revenue from health care products 823,099 1,016,832 816,747 178,985 2,835,663 15,301 2,850,964 Revenue from contracts with customers 9,641,727 2,100,025 1,546,432 630,843 13,919,027 37,990 13,957,017 Other revenue external customers 378,929 20,817 41,850 2,602 444,198 — 444,198 Revenue external customers 10,020,656 2,120,842 1,588,282 633,445 14,363,225 37,990 14,401,215 Inter-segment revenue 13,218 — 223 1,179 14,620 (14,620) — Revenue 10,033,874 2,120,842 1,588,505 634,624 14,377,845 23,370 14,401,215 Operating income 1,112,931 168,614 255,125 15,829 1,552,499 (392,678) 1,159,821 Interest (217,161) Income before income taxes 942,660 Depreciation and amortization (807,532) (143,780) (80,829) (34,150) (1,066,291) (212,536) (1,278,827) Impairment loss (61,224) (2,779) (2) — (64,005) (858) (64,863) Income (loss) from equity method investees 62,805 (16,086) (126) 709 47,302 — 47,302 Total assets 26,023,066 4,049,028 3,035,833 921,255 34,029,182 4,377,253 38,406,435 thereof investments in equity method investees 437,166 198,060 105,776 26,697 767,699 — 767,699 Additions of property, plant and equipment, intangible assets and right-of-use assets 521,607 100,661 60,981 27,631 710,880 177,107 887,987 Nine months ended September 30, 2021 Revenue from health care services 7,855,557 1,020,400 693,951 364,072 9,933,980 28,901 9,962,881 Revenue from health care products 771,863 974,380 729,388 141,717 2,617,348 12,281 2,629,629 Revenue from contracts with customers 8,627,420 1,994,780 1,423,339 505,789 12,551,328 41,182 12,592,510 Other revenue external customers 304,017 38,485 34,641 2,008 379,151 — 379,151 Revenue external customers 8,931,437 2,033,265 1,457,980 507,797 12,930,479 41,182 12,971,661 Inter-segment revenue 26,243 — 361 — 26,604 (26,604) — Revenue 8,957,680 2,033,265 1,458,341 507,797 12,957,083 14,578 12,971,661 Operating income 1,241,989 232,030 255,780 13,583 1,743,382 (340,247) 1,403,135 Interest (213,717) Income before income taxes 1,189,418 Depreciation and amortization (727,271) (146,943) (76,855) (28,040) (979,109) (192,061) (1,171,170) Impairment loss (9,349) — — — (9,349) (6,049) (15,398) Income (loss) from equity method investees 69,303 (248) 1,489 670 71,214 — 71,214 Total assets 22,991,521 3,964,433 2,904,586 787,526 30,648,066 3,182,860 33,830,926 thereof investments in equity method investees 434,975 182,138 101,222 24,464 742,799 — 742,799 Additions of property, plant and equipment, intangible assets and right-of-use assets 655,916 136,054 61,272 38,916 892,158 188,813 1,080,971 (1) Includes inter - segment consolidation adjustments. |
The Company and basis of pres_4
The Company and basis of presentation (Details) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2022 EUR (€) | Sep. 30, 2021 EUR (€) | Sep. 30, 2022 EUR (€) | Sep. 30, 2021 EUR (€) | Dec. 31, 2021 EUR (€) | Dec. 31, 2020 EUR (€) | |
The Company and basis of presentation | ||||||
Effective tax rate (as a percent) | 28.40% | 24.10% | 25.70% | 23% | ||
Percentage of decrease in market capitalization | (49.00%) | |||||
Market capitalization | € 8,500,188,000 | € 8,500,188,000 | € 16,742,268,000 | |||
Percentage of increase in equity | 20% | |||||
Equity | 16,735,378,000 | € 13,445,918,000 | € 16,735,378,000 | € 13,445,918,000 | 13,979,037,000 | € 12,331,310,000 |
Foreign currency translation effects | 913,140,000 | € 332,987,000 | 2,237,453,000 | € 737,174,000 | ||
Goodwill | 17,187,107,000 | 17,187,107,000 | € 14,361,577,000 | |||
North America | ||||||
The Company and basis of presentation | ||||||
Pre-tax discount rate | 5.80% | |||||
After-tax discount rate | 4.60% | |||||
Goodwill | € 14,929,506,000 | € 14,929,506,000 | € 12,223,884,000 | |||
North America | Scenario one | ||||||
The Company and basis of presentation | ||||||
Pre-tax discount rate | 6.40% | 6.40% | ||||
After-tax discount rate | 5% | 5% | ||||
North America | Scenario two | ||||||
The Company and basis of presentation | ||||||
Pre-tax discount rate | 6.90% | 6.90% | ||||
After-tax discount rate | 5.40% | 5.40% | ||||
North America | After-tax discount rate | Scenario one | ||||||
The Company and basis of presentation | ||||||
Percentage by which value assigned to key assumption must change in order for unit's recoverable amount to be equal to carrying amount | 30% | 30% | ||||
North America | Operating income margin | ||||||
The Company and basis of presentation | ||||||
Amount by which value assigned to key assumption must change in order for unit's recoverable amount to be equal to carrying amount | (0.0281) | (0.0281) | (0.0522) | |||
EMEA | ||||||
The Company and basis of presentation | ||||||
Pre-tax discount rate | 7.10% | |||||
After-tax discount rate | 5.20% | |||||
Goodwill | € 1,466,123,000 | € 1,466,123,000 | € 1,376,542,000 | |||
EMEA | Scenario one | ||||||
The Company and basis of presentation | ||||||
Pre-tax discount rate | 8.10% | 8.10% | ||||
After-tax discount rate | 5.90% | 5.90% | ||||
EMEA | Scenario two | ||||||
The Company and basis of presentation | ||||||
Pre-tax discount rate | 8.50% | 8.50% | ||||
After-tax discount rate | 6.20% | 6.20% | ||||
EMEA | After-tax discount rate | Scenario one | ||||||
The Company and basis of presentation | ||||||
Percentage by which value assigned to key assumption must change in order for unit's recoverable amount to be equal to carrying amount | 10% | 10% | ||||
EMEA | Operating income margin | ||||||
The Company and basis of presentation | ||||||
Amount by which value assigned to key assumption must change in order for unit's recoverable amount to be equal to carrying amount | (0.0097) | (0.0097) | (0.0349) | |||
Argentina | ||||||
The Company and basis of presentation | ||||||
Index at September 30, 2022 | 967.3 | 967.3 | ||||
Calendar year increase | 66% | |||||
Loss on net monetary position in EUR | € 43,423,000 | |||||
Lebanon | ||||||
The Company and basis of presentation | ||||||
Index at September 30, 2022 | 1,611.4 | 1,611.4 | ||||
Calendar year increase | 75% | |||||
Loss on net monetary position in EUR | € 1,100,000 | |||||
Turkiye | ||||||
The Company and basis of presentation | ||||||
Impact of initial application of hyperinflationary accounting | € 23,514,000 | |||||
Index at September 30, 2022 | 1,046.9 | 1,046.9 | ||||
Calendar year increase | 52% | |||||
Loss on net monetary position in EUR | € 8,451,000 | |||||
Russia and Ukraine | Maximum | ||||||
The Company and basis of presentation | ||||||
Percentage of entity's assets | 1.50% | 1.50% |
Acquisitions, investments (in_3
Acquisitions, investments (including debt securities) and purchases of intangible assets (Details) € in Thousands, $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||||||||
Aug. 24, 2022 EUR (€) | Aug. 24, 2022 USD ($) | Aug. 23, 2022 EUR (€) | Sep. 30, 2022 EUR (€) | Sep. 30, 2022 USD ($) | Sep. 30, 2022 EUR (€) | Sep. 30, 2022 EUR (€) person | Sep. 30, 2022 USD ($) person | Sep. 30, 2021 EUR (€) | Sep. 30, 2022 USD ($) | Aug. 24, 2022 USD ($) | Aug. 23, 2022 USD ($) | Dec. 31, 2021 EUR (€) | |
Disclosure of detailed information about business combination | |||||||||||||
Acquisitions, investments and purchase of intangible assets | € 135,736 | € 365,536 | |||||||||||
Investment in equity method investees | € 767,699 | € 767,699 | 767,699 | € 742,799 | € 786,905 | ||||||||
Remeasurement gain | 146,699 | € 146,699 | |||||||||||
InterWell Health LLC | |||||||||||||
Disclosure of detailed information about business combination | |||||||||||||
Percentage of interest owned | 46% | ||||||||||||
Investment in equity method investees | € 19,499 | $ 19,370 | |||||||||||
Fair value of investment in InterWell Health, Inc. | € 176,600 | $ 175,434 | |||||||||||
NewCo | |||||||||||||
Disclosure of detailed information about business combination | |||||||||||||
Targeted managed care patient population | person | 270,000 | 270,000 | |||||||||||
NewCo | |||||||||||||
Disclosure of detailed information about business combination | |||||||||||||
Equity interest held upon completion of transaction (in percent) | 75% | 75% | |||||||||||
Fair value of consideration transferred | € 408,784 | $ 406,086 | |||||||||||
Fair value of investment in InterWell Health, Inc. | 176,600 | 175,434 | |||||||||||
Non-controlling interests recorded | 195,448 | 194,158 | |||||||||||
Put option liabilities | 608,150 | 592,232 | € 592,232 | € 592,232 | $ 577,308 | 604,137 | |||||||
Amortizable intangible assets acquired in business combination | € 34,748 | 34,519 | |||||||||||
Weighted average useful life of intangible assets acquired in business combination | 12 years | 12 years | |||||||||||
Goodwill | € 707,742 | 703,070 | |||||||||||
Impairment on long-lived assets transferred to acquiree after business combination | 66,763 | $ 71,025 | |||||||||||
Transaction-related costs | 23,831 | 25,352 | |||||||||||
Amount of profit (loss) contributed by acquirees since acquisition date | (3,765) | ||||||||||||
Increase (decrease) in net income of combined entity as if combination occurred at beginning of period | (38,955) | ||||||||||||
NewCo | Cricket Health, Inc | |||||||||||||
Disclosure of detailed information about business combination | |||||||||||||
Fair value of consideration transferred | 271,107 | 269,318 | |||||||||||
NewCo | InterWell Health LLC | |||||||||||||
Disclosure of detailed information about business combination | |||||||||||||
Fair value of consideration transferred | € 137,677 | $ 136,768 | |||||||||||
NewCo | InterWell Health LLC | |||||||||||||
Disclosure of detailed information about business combination | |||||||||||||
Equity interest held upon completion of transaction (in percent) | 7% | 7% | |||||||||||
Remeasurement gain | 146,699 | $ 156,064 | |||||||||||
Currency translation adjustment reversal on disposal of investment | € 364 | ||||||||||||
NewCo | Fresenius Health Partners, Inc | |||||||||||||
Disclosure of detailed information about business combination | |||||||||||||
Equity interest held upon completion of transaction (in percent) | 68% | 68% | |||||||||||
Non-controlling interest recognised on equity transaction | € 4,947 | $ 4,914 | |||||||||||
Additional paid-in capital recorded on equity transaction | € 403,854 | $ 401,188 | |||||||||||
NewCo | Acumen Physician Solutions, LLC | |||||||||||||
Disclosure of detailed information about business combination | |||||||||||||
Working capital transferred to acquiree after business combination | € 1,845 | $ 1,824 | |||||||||||
NewCo | Cricket Health, Inc | |||||||||||||
Disclosure of detailed information about business combination | |||||||||||||
Equity interest held upon completion of transaction (in percent) | 17% | 17% | |||||||||||
NewCo | InterWell Health LLC | |||||||||||||
Disclosure of detailed information about business combination | |||||||||||||
Equity interest held upon completion of transaction (in percent) | 8% | 8% |
Acquisitions, investments (in_4
Acquisitions, investments (including debt securities) and purchases of intangible assets - Fair Values of Assets Acquired and Liabilities Assumed (Details) - Aug. 24, 2022 - NewCo € in Thousands, $ in Thousands | USD ($) | EUR (€) |
Disclosure of detailed information about business combination | ||
Fair value of consideration transferred | $ 406,086 | € 408,784 |
Fair value of previously held equity method investment in InterWell Health LLC | 175,434 | 176,600 |
Fair value of consideration transferred and previously held investment | 581,520 | 585,384 |
Less: Cash and cash equivalents | (57,383) | (57,764) |
Less: Other assets | (2,819) | (2,838) |
Less: Intangible assets | (34,519) | (34,748) |
Other liabilities | 13,029 | 13,116 |
Deferred tax liabilities | 9,084 | 9,144 |
Noncontrolling interests | 194,158 | 195,448 |
Goodwill | $ 703,070 | € 707,742 |
Notes to the consolidated sta_3
Notes to the consolidated statements of income - Revenue (Details) - EUR (€) € in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Revenue | ||||
Health care services | € 4,082,400 | € 3,529,609 | € 11,471,127 | € 10,255,289 |
Health care products | 1,013,766 | 911,757 | 2,930,088 | 2,716,372 |
Revenue | 5,096,166 | 4,441,366 | 14,401,215 | 12,971,661 |
Revenue from contracts with customers | ||||
Revenue | ||||
Health care services | 3,973,255 | 3,424,066 | 11,106,053 | 9,962,881 |
Health care products | 989,256 | 889,217 | 2,850,964 | 2,629,629 |
Revenue | 4,962,511 | 4,313,283 | 13,957,017 | 12,592,510 |
Other revenue | ||||
Revenue | ||||
Health care services | 109,145 | 105,543 | 365,074 | 292,408 |
Health care products | 24,510 | 22,540 | 79,124 | 86,743 |
Revenue | € 133,655 | € 128,083 | € 444,198 | € 379,151 |
Notes to the consolidated sta_4
Notes to the consolidated statements of income - Research and development expenses (Details) - EUR (€) € in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Detailed information on intangible assets | ||||
Research and development expense | € 61,484 | € 52,362 | € 166,575 | € 153,024 |
Depreciation and amortisation expense | € 442,645 | € 396,404 | 1,278,827 | 1,171,170 |
Capitalized development costs | ||||
Detailed information on intangible assets | ||||
Depreciation and amortisation expense | € 7,182 | € 4,380 |
Notes to the consolidated sta_5
Notes to the consolidated statements of income - Earnings per share (Details) - EUR (€) € / shares in Units, € in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Numerators: | ||||
Net income attributable to shareholders of FMC AG & Co. KGaA | € 230,100 | € 273,044 | € 534,601 | € 740,567 |
Denominators: | ||||
Weighted average number of shares outstanding | 293,413,449 | 292,986,093 | 293,190,145 | 292,926,425 |
Potentially dilutive shares | 144,984 | 136,811 | ||
Basic earnings per share | € 0.78 | € 0.93 | € 1.82 | € 2.53 |
Diluted earnings per share | € 0.78 | € 0.93 | € 1.82 | € 2.53 |
Notes to the consolidated sta_6
Notes to the consolidated statements of income - Impacts of COVID-19 (Details) € in Thousands, $ in Thousands | 9 Months Ended | |||||
Sep. 30, 2022 EUR (€) | Sep. 30, 2022 USD ($) | Sep. 30, 2021 EUR (€) | Sep. 30, 2022 USD ($) | Dec. 31, 2021 EUR (€) | Dec. 31, 2021 USD ($) | |
Disclosure of grants | ||||||
Government grants | € 275,355 | € 20,416 | ||||
United States | ||||||
Disclosure of grants | ||||||
Remaining amount of government grants received | 9,363 | $ 9,127 | € 54,897 | $ 62,176 | ||
U.S. Department of Health and Human Services | ||||||
Disclosure of grants | ||||||
Amount of funds received | 220,344 | $ 234,411 | ||||
CMS Accelerated and Advance Payment program | ||||||
Disclosure of grants | ||||||
Contract liabilities | € 16,336 | $ 15,925 | € 390,754 | $ 442,568 |
Related party transactions - Se
Related party transactions - Service agreements and products - General (Details) | 9 Months Ended |
Sep. 30, 2022 | |
Vifor Fresenius Medical Care Renal Pharma Ltd. | |
Related party transactions | |
Ownership in joint venture (as a percent) | 45% |
Fresenius SE | |
Related party transactions | |
Proportion of ownership interest in reporting entity (as a percent) | 32.20% |
Fresenius SE Companies | Minimum | |
Related party transactions | |
Term of related party agreement | 1 year |
Fresenius SE Companies | Maximum | |
Related party transactions | |
Term of related party agreement | 5 years |
Related party transactions - _2
Related party transactions - Service agreements and products with related parties (Details) - EUR (€) € in Thousands | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Service Agreements | |||
Transactions | |||
Sales of goods and services | € 32,884 | € 42,985 | |
Purchases of goods and services | 97,259 | 103,664 | |
Balances | |||
Accounts receivable | 135,571 | € 133,205 | |
Accounts payable | 12,437 | 14,748 | |
Accrued expenses | 20,479 | 12,911 | |
Products | |||
Transactions | |||
Sales of goods and services | 48,817 | 35,137 | |
Purchases of goods and services | 364,185 | 367,388 | |
Balances | |||
Accounts receivable | 18,685 | 13,487 | |
Accounts payable | 68,838 | 82,444 | |
Fresenius SE | Service Agreements | |||
Transactions | |||
Sales of goods and services | 300 | 158 | |
Purchases of goods and services | 33,381 | 27,988 | |
Balances | |||
Accounts receivable | 210 | ||
Accounts payable | 4,722 | 6,707 | |
Fresenius SE | Products | |||
Transactions | |||
Sales of goods and services | 1 | ||
Fresenius SE affiliates | Service Agreements | |||
Transactions | |||
Sales of goods and services | 3,378 | 3,163 | |
Purchases of goods and services | 63,878 | 75,676 | |
Balances | |||
Accounts receivable | 1,021 | 1,544 | |
Accounts payable | 7,715 | 8,041 | |
Fresenius SE affiliates | Products | |||
Transactions | |||
Sales of goods and services | 48,817 | 35,136 | |
Purchases of goods and services | 29,221 | 22,991 | |
Balances | |||
Accounts receivable | 18,685 | 13,487 | |
Accounts payable | 6,581 | 6,000 | |
Equity method investees | Service Agreements | |||
Transactions | |||
Sales of goods and services | 29,206 | 39,664 | |
Balances | |||
Accounts receivable | 134,340 | 131,661 | |
Equity method investees | Products | |||
Transactions | |||
Purchases of goods and services | 334,964 | € 344,397 | |
Balances | |||
Accounts payable | € 62,257 | € 76,444 |
Related party transactions - Le
Related party transactions - Lease Agreements - Summary (Details) - EUR (€) € in Thousands | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Leases balances | |||
Right-of-use asset | € 4,570,866 | € 4,316,440 | |
Lease Agreements | |||
Lease Transactions | |||
Depreciation | 16,588 | € 15,779 | |
Interest expense | 1,124 | 1,326 | |
Lease expense | 910 | 897 | |
Leases balances | |||
Right-of-use asset | 102,345 | 116,975 | |
Lease liability | 104,822 | 119,281 | |
Fresenius SE | Lease Agreements | |||
Lease Transactions | |||
Depreciation | 6,303 | 5,937 | |
Interest expense | 407 | 493 | |
Lease expense | 910 | 859 | |
Leases balances | |||
Right-of-use asset | 43,077 | 48,794 | |
Lease liability | 44,118 | 50,997 | |
Fresenius SE affiliates | Lease Agreements | |||
Lease Transactions | |||
Depreciation | 10,285 | 9,842 | |
Interest expense | 717 | 833 | |
Lease expense | € 38 | ||
Leases balances | |||
Right-of-use asset | 59,268 | 68,181 | |
Lease liability | € 60,704 | € 68,284 |
Related party transactions - Fi
Related party transactions - Financing (Details) - EUR (€) € in Thousands | Nov. 28, 2013 | Aug. 19, 2009 | Sep. 30, 2022 | Dec. 31, 2021 |
Fresenius SE | Short-term financing | ||||
Balances | ||||
Accounts receivable | € 2,020 | € 14,900 | ||
Accounts payable | 0 | 0 | ||
Fresenius SE | Loans | ||||
Transactions | ||||
Outstanding borrowings | € 36,000 | € 74,500 | ||
Interest rate (as a percent) | 1.292% | 0.60% | ||
General Partner | Unsecured debt | ||||
Transactions | ||||
Interest rate (as a percent) | 1.3348% | |||
General Partner | Unsecured debt - originated in 2009 | ||||
Transactions | ||||
Proceeds from short-term debt from related parties | € 1,500 | |||
General Partner | Unsecured debt - originated in 2013 | ||||
Transactions | ||||
Proceeds from short-term debt from related parties | € 1,500 |
Related party transactions - Ke
Related party transactions - Key management personnel (Details) - General Partner - EUR (€) € in Thousands | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Transactions | |||
Amount paid for services received from related party | € 16,952 | € 25,885 | |
Balances | |||
Accounts receivable | 513 | € 769 | |
Accounts payable | € 0 | € 24,265 |
Inventories (Details)
Inventories (Details) - EUR (€) € in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Inventories | ||
Finished goods | € 1,380,547 | € 1,233,197 |
Health care supplies | 576,618 | 452,073 |
Raw materials and purchased components | 313,203 | 247,478 |
Work in process | 139,315 | 105,266 |
Inventories | € 2,409,683 | € 2,038,014 |
Short-term debt (Details)
Short-term debt (Details) - EUR (€) € in Thousands | Sep. 30, 2022 | Aug. 01, 2022 | Dec. 31, 2021 |
Debt | |||
Short-term debt from unrelated parties | € 543,523 | € 1,178,353 | |
Short-term debt from related parties (see note 4 c) | 39,000 | 77,500 | |
Short-term debt | 582,523 | 1,255,853 | |
Cash and cash equivalents before offset | 1,227,187 | 1,598,193 | |
Short-term debt from unrelated parties before offset | 657,158 | 1,294,891 | |
Commercial paper program | |||
Debt | |||
Short-term debt from unrelated parties | 411,820 | 715,153 | |
Outstanding amount | 412,000 | 715,000 | |
Borrowings under lines of credit | |||
Debt | |||
Short-term debt from unrelated parties | 131,621 | 463,091 | |
Borrowings offset under cash management system | 113,635 | 116,538 | |
Other | |||
Debt | |||
Short-term debt from unrelated parties | 82 | € 109 | |
Maximum | Commercial paper program | |||
Debt | |||
Commercial paper borrowing limit | 1,500,000 | ||
Maximum | Related party loan agreement | |||
Debt | |||
Short term borrowing capacity from related party | € 600,000 | ||
Maximum | Related party revolving facility | |||
Debt | |||
Short term borrowing capacity from related party | € 600,000 |
Long-term debt (Details)
Long-term debt (Details) - EUR (€) € in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Long-term debt | ||
Long-term debt | € 8,126,977 | € 7,314,915 |
Less current portion | (58,485) | (667,966) |
Long-term debt, less current portion | 8,068,492 | 6,646,949 |
Schuldschein loans | ||
Long-term debt | ||
Long-term debt | 224,595 | |
Bonds | ||
Long-term debt | ||
Long-term debt | 7,684,970 | 7,071,259 |
Accounts Receivable Facility | ||
Long-term debt | ||
Long-term debt | 25,634 | |
Other long-term debt | ||
Long-term debt | ||
Long-term debt | € 191,778 | € 243,656 |
Long-term debt - Schuldschein l
Long-term debt - Schuldschein loans (Details) € in Thousands | Feb. 14, 2022 EUR (€) |
Schuldschein loans tranche one | |
Long-term debt | |
Face amount | € 25,000 |
Borrowings term (in years) | 5 years |
Schuldschein loans tranche two | |
Long-term debt | |
Face amount | € 200,000 |
Borrowings term (in years) | 7 years |
Long-term debt - Bonds (Details
Long-term debt - Bonds (Details) € in Thousands, $ in Thousands | Sep. 20, 2022 EUR (€) | Jan. 31, 2022 EUR (€) | Jan. 31, 2022 USD ($) |
Bonds | Fresenius Medical Care US Finance II, Inc. | |||
Long-term debt | |||
Redemption of bonds | € 532,522 | $ 700,000 | |
Bonds issued with coupon rate 3.875% | |||
Long-term debt | |||
Face amount | € 750,000 | ||
Borrowings term (in years) | 5 years | ||
Interest rate (as a percent) | 3.875% |
Long-term debt - Accounts Recei
Long-term debt - Accounts Receivable Facility (Details) - Accounts Receivable Facility € in Thousands, $ in Thousands | Sep. 30, 2022 USD ($) | Sep. 30, 2022 EUR (€) | Dec. 31, 2021 USD ($) | Dec. 31, 2021 EUR (€) | Aug. 11, 2021 USD ($) | Aug. 11, 2021 EUR (€) |
Long-term debt | ||||||
Maximum amount available | $ 900,000 | € 923,266 | $ 900,000 | € 794,632 | $ 900,000 | € 768,049 |
Balance outstanding | 25,000 | 25,646 | ||||
Letters of credit outstanding | $ 12,532 | € 12,856 | $ 12,532 | € 11,065 |
Long-term debt - Syndicated cre
Long-term debt - Syndicated credit facility (Details) - Syndicated Credit Facility - EUR (€) € in Thousands | Jun. 08, 2022 | Jul. 31, 2021 |
Long-term debt | ||
Maximum amount available | € 2,000,000 | |
Extension term (in years) | 1 year |
Employee benefit plans (Details
Employee benefit plans (Details) - EUR (€) € in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Dec. 31, 2021 | |
Employee benefit plans | ||
Decrease in pension liability | € (241,495) | |
Pension liabilities | € 541,127 | € 782,622 |
Interest rate | 4.20% | 1.40% |
Capital management (Details)
Capital management (Details) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Dec. 31, 2021 | |
Capital management | ||
Total equity in % of total assets (equity ratio) | 43.60% | 40.70% |
Debt and lease liabilities in % of total assets | 35.90% | 38.80% |
Share-based plans (Details)
Share-based plans (Details) | 9 Months Ended | ||
Jul. 25, 2022 EUR (€) EquityInstruments | Mar. 01, 2022 EUR (€) EquityInstruments | Sep. 30, 2022 item | |
LTIP 2022+ | |||
Share-based payment transaction | |||
Period considered for calculation of average share price | 30 days | ||
Performance period (in years) | 3 years | ||
Number of performance targets | item | 3 | ||
Weight of each performance target | 33.33% | ||
Weight of annual target achievement for ROIC | 33.33% | ||
Vesting period | 3 years | ||
Grant value cap (as a percent) | 400% | ||
Number of shares allocated | EquityInstruments | 1,673,865 | ||
Total fair value of shares granted | € 67,725,000 | ||
Weighted average fair value | € 40.46 | ||
MB LTIP 2020 | |||
Share-based payment transaction | |||
Vesting period | 3 years | ||
Number of shares allocated | EquityInstruments | 220,311 | ||
Total fair value of shares granted | € 11,584,000 | ||
Weighted average fair value | € 52.58 | ||
MB LTIP 2020 | Management Board | |||
Share-based payment transaction | |||
Number of shares allocated | EquityInstruments | 160,668 | ||
Total fair value of shares granted | € 8,460,000 | ||
MB LTIP 2020 | Executive committee | |||
Share-based payment transaction | |||
Number of shares allocated | EquityInstruments | 59,643 | ||
Total fair value of shares granted | € 3,124,000 |
Commitments and contingencies (
Commitments and contingencies (Details) € in Thousands, $ in Thousands | 9 Months Ended | 12 Months Ended | |||||||
Jun. 07, 2022 USD ($) | Jun. 07, 2022 EUR (€) | Mar. 29, 2019 USD ($) | Mar. 29, 2019 EUR (€) | Sep. 30, 2022 USD ($) item | Dec. 31, 2017 USD ($) | Dec. 31, 2017 EUR (€) | Sep. 30, 2022 EUR (€) | Dec. 31, 2017 EUR (€) | |
Commitments and contingencies | |||||||||
Number of U.S. FDA Pending Warning Letters | 1 | ||||||||
Residual value guarantees in lease contracts | $ 433,644 | € 444,854 | |||||||
Foreign Corrupt Practices Act | |||||||||
Commitments and contingencies | |||||||||
FCPA related payment | $ 231,715 | € 205,854 | |||||||
Acid Concentrate Products - Personal Injury | |||||||||
Commitments and contingencies | |||||||||
Settlement fund | 220,000 | $ 220,000 | 179,284 | € 179,284 | |||||
Net litigation settlement expense recorded | $ 60,000 | € 48,896 | |||||||
Amount to be recovered by AIG, if it prevails in all its remaining claims | 60,000 | 48,896 | |||||||
Amount that FMCH claims to recover | $ 108,000 | € 88,012 | |||||||
Hawaii Medicaid False Claims | |||||||||
Commitments and contingencies | |||||||||
Restitution and interest payment | $ 13,000 | € 12,193 |
Financial instruments - Carryin
Financial instruments - Carrying amount and fair value (Details) - EUR (€) € in Thousands | Sep. 30, 2021 | Sep. 30, 2022 | Dec. 31, 2021 |
Financial instruments | |||
Carrying amount of financial assets | € 6,028,666 | € 5,991,693 | |
Carrying amount of financial liabilities | 17,642,463 | 16,209,369 | |
Level 1 | |||
Financial instruments | |||
Transfer out of level 3 into level 1 | € 158,551 | ||
Amortized cost - Liabilities | |||
Financial instruments | |||
Carrying amount of financial liabilities | 10,846,054 | 10,393,957 | |
FVPL - Liabilities | |||
Financial instruments | |||
Carrying amount of financial liabilities | 73,534 | 69,118 | |
Not classified | |||
Financial instruments | |||
Carrying amount of financial liabilities | 6,722,875 | 5,746,294 | |
Accounts payable to unrelated parties | |||
Financial instruments | |||
Carrying amount of financial liabilities | 828,090 | 736,069 | |
Accounts payable to unrelated parties | Amortized cost - Liabilities | |||
Financial instruments | |||
Carrying amount of financial liabilities | 828,090 | 736,069 | |
Accounts payable to related parties | |||
Financial instruments | |||
Carrying amount of financial liabilities | 80,829 | 121,457 | |
Accounts payable to related parties | Amortized cost - Liabilities | |||
Financial instruments | |||
Carrying amount of financial liabilities | 80,829 | 121,457 | |
Short-term debt | |||
Financial instruments | |||
Carrying amount of financial liabilities | 582,523 | 1,255,853 | |
Short-term debt | Amortized cost - Liabilities | |||
Financial instruments | |||
Carrying amount of financial liabilities | 582,523 | 1,255,853 | |
Long-term debt | |||
Financial instruments | |||
Carrying amount of financial liabilities | 8,126,977 | 7,314,915 | |
Long-term debt | Level 1 | |||
Financial instruments | |||
Fair value of financial liabilities | 6,566,889 | 7,246,019 | |
Long-term debt | Level 2 | |||
Financial instruments | |||
Fair value of financial liabilities | 440,829 | 243,656 | |
Long-term debt | Amortized cost - Liabilities | |||
Financial instruments | |||
Carrying amount of financial liabilities | 8,126,977 | 7,314,915 | |
Lease liabilities | |||
Financial instruments | |||
Carrying amount of financial liabilities | 5,076,042 | 4,749,381 | |
Lease liabilities | Not classified | |||
Financial instruments | |||
Carrying amount of financial liabilities | 5,076,042 | 4,749,381 | |
Other current and non-current liabilities | |||
Financial instruments | |||
Carrying amount of financial liabilities | 2,948,002 | 2,031,694 | |
Other current and non-current liabilities | Amortized cost - Liabilities | |||
Financial instruments | |||
Carrying amount of financial liabilities | 1,227,635 | 965,663 | |
Other current and non-current liabilities | FVPL - Liabilities | |||
Financial instruments | |||
Carrying amount of financial liabilities | 73,534 | 69,118 | |
Other current and non-current liabilities | Not classified | |||
Financial instruments | |||
Carrying amount of financial liabilities | 1,646,833 | 996,913 | |
Derivatives - cash flow hedging instruments | |||
Financial instruments | |||
Carrying amount of financial liabilities | 7,883 | 4,490 | |
Derivatives - cash flow hedging instruments | Level 2 | |||
Financial instruments | |||
Fair value of financial liabilities | 7,883 | 4,490 | |
Derivatives - cash flow hedging instruments | Not classified | |||
Financial instruments | |||
Carrying amount of financial liabilities | 7,883 | 4,490 | |
Derivatives - not designated as hedging instruments | |||
Financial instruments | |||
Carrying amount of financial liabilities | 28,072 | 21,428 | |
Derivatives - not designated as hedging instruments | Level 2 | |||
Financial instruments | |||
Fair value of financial liabilities | 28,072 | 21,428 | |
Derivatives - not designated as hedging instruments | FVPL - Liabilities | |||
Financial instruments | |||
Carrying amount of financial liabilities | 28,072 | 21,428 | |
Variable payments outstanding for acquisition | |||
Financial instruments | |||
Carrying amount of financial liabilities | 45,462 | 47,690 | |
Variable payments outstanding for acquisition | Level 3 | |||
Financial instruments | |||
Fair value of financial liabilities | 45,462 | 47,690 | |
Variable payments outstanding for acquisition | FVPL - Liabilities | |||
Financial instruments | |||
Carrying amount of financial liabilities | 45,462 | 47,690 | |
Put option liabilities | |||
Financial instruments | |||
Carrying amount of financial liabilities | 1,638,950 | 992,423 | |
Put option liabilities | Level 3 | |||
Financial instruments | |||
Fair value of financial liabilities | 1,638,950 | 992,423 | |
Put option liabilities | Not classified | |||
Financial instruments | |||
Carrying amount of financial liabilities | 1,638,950 | 992,423 | |
Other financial liabilities | |||
Financial instruments | |||
Carrying amount of financial liabilities | 1,227,635 | 965,663 | |
Other financial liabilities | Amortized cost - Liabilities | |||
Financial instruments | |||
Carrying amount of financial liabilities | 1,227,635 | 965,663 | |
Amortized cost - Assets | |||
Financial instruments | |||
Carrying amount of financial assets | 5,088,785 | 4,617,696 | |
FVPL - Assets | |||
Financial instruments | |||
Carrying amount of financial assets | 284,007 | 765,545 | |
FVOCI - Assets | |||
Financial instruments | |||
Carrying amount of financial assets | 435,722 | 396,673 | |
Not classified | |||
Financial instruments | |||
Carrying amount of financial assets | 220,152 | 211,779 | |
Cash and cash equivalents | |||
Financial instruments | |||
Carrying amount of financial assets | 1,113,552 | 1,481,655 | |
Cash and cash equivalents | Level 1 | |||
Financial instruments | |||
Fair value of financial assets | 58,491 | 492,398 | |
Cash and cash equivalents | Amortized cost - Assets | |||
Financial instruments | |||
Carrying amount of financial assets | 1,055,061 | 989,257 | |
Cash and cash equivalents | FVPL - Assets | |||
Financial instruments | |||
Carrying amount of financial assets | 58,491 | 492,398 | |
Trade accounts and other receivables from unrelated parties | |||
Financial instruments | |||
Carrying amount of financial assets | 3,815,374 | 3,409,061 | |
Trade accounts and other receivables from unrelated parties | Amortized cost - Assets | |||
Financial instruments | |||
Carrying amount of financial assets | 3,727,781 | 3,328,720 | |
Trade accounts and other receivables from unrelated parties | Not classified | |||
Financial instruments | |||
Carrying amount of financial assets | 87,593 | 80,341 | |
Accounts receivable from related parties | |||
Financial instruments | |||
Carrying amount of financial assets | 156,789 | 162,361 | |
Accounts receivable from related parties | Amortized cost - Assets | |||
Financial instruments | |||
Carrying amount of financial assets | 156,789 | 162,361 | |
Other current and non-current assets | |||
Financial instruments | |||
Carrying amount of financial assets | 942,951 | 938,616 | |
Other current and non-current assets | Amortized cost - Assets | |||
Financial instruments | |||
Carrying amount of financial assets | 149,154 | 137,358 | |
Other current and non-current assets | FVPL - Assets | |||
Financial instruments | |||
Carrying amount of financial assets | 225,516 | 273,147 | |
Other current and non-current assets | FVOCI - Assets | |||
Financial instruments | |||
Carrying amount of financial assets | 435,722 | 396,673 | |
Other current and non-current assets | Not classified | |||
Financial instruments | |||
Carrying amount of financial assets | 132,559 | 131,438 | |
Derivatives - cash flow hedging instruments | |||
Financial instruments | |||
Carrying amount of financial assets | 1,546 | 579 | |
Derivatives - cash flow hedging instruments | Level 2 | |||
Financial instruments | |||
Fair value of financial assets | 1,546 | 579 | |
Derivatives - cash flow hedging instruments | Not classified | |||
Financial instruments | |||
Carrying amount of financial assets | 1,546 | 579 | |
Derivatives - not designated as hedging instruments | |||
Financial instruments | |||
Carrying amount of financial assets | 5,235 | 2,846 | |
Derivatives - not designated as hedging instruments | Level 2 | |||
Financial instruments | |||
Fair value of financial assets | 5,235 | 2,846 | |
Derivatives - not designated as hedging instruments | FVPL - Assets | |||
Financial instruments | |||
Carrying amount of financial assets | 5,235 | 2,846 | |
Equity investments | |||
Financial instruments | |||
Carrying amount of financial assets | 187,888 | 244,479 | |
Equity investments | Level 1 | |||
Financial instruments | |||
Fair value of financial assets | 61,243 | 121,643 | |
Equity investments | Level 2 | |||
Financial instruments | |||
Fair value of financial assets | 77,502 | 72,157 | |
Equity investments | Level 3 | |||
Financial instruments | |||
Fair value of financial assets | 49,143 | 50,679 | |
Equity investments | FVPL - Assets | |||
Financial instruments | |||
Carrying amount of financial assets | 111,699 | 174,884 | |
Equity investments | FVOCI - Assets | |||
Financial instruments | |||
Carrying amount of financial assets | 76,189 | 69,595 | |
Debt securities | |||
Financial instruments | |||
Carrying amount of financial assets | 468,115 | 422,495 | |
Debt securities | Level 1 | |||
Financial instruments | |||
Fair value of financial assets | 463,139 | 418,196 | |
Debt securities | Level 2 | |||
Financial instruments | |||
Fair value of financial assets | 4,976 | 4,299 | |
Debt securities | FVPL - Assets | |||
Financial instruments | |||
Carrying amount of financial assets | 108,582 | 95,417 | |
Debt securities | FVOCI - Assets | |||
Financial instruments | |||
Carrying amount of financial assets | 359,533 | 327,078 | |
Other financial assets | |||
Financial instruments | |||
Carrying amount of financial assets | 280,167 | 268,217 | |
Other financial assets | Amortized cost - Assets | |||
Financial instruments | |||
Carrying amount of financial assets | 149,154 | 137,358 | |
Other financial assets | Not classified | |||
Financial instruments | |||
Carrying amount of financial assets | € 131,013 | € 130,859 |
Financial instruments - Derivat
Financial instruments - Derivative and non-derivative financial instruments (Details) - EUR (€) € in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2022 | Dec. 31, 2021 | |
Reconciliation of changes in fair value measurement | |||
Assets at beginning of period | € 34,366,558 | ||
Assets at end of period | € 33,830,926 | 38,406,435 | € 34,366,558 |
Liabilities at beginning of period | 20,387,521 | ||
Liabilities at end of period | 21,671,057 | 20,387,521 | |
Equity investments | Fair Value | Level 3 | |||
Reconciliation of changes in fair value measurement | |||
Assets at beginning of period | 50,679 | 188,518 | |
Transfer to level 1 | (158,551) | ||
Increase | 1,764 | 21,137 | |
Gain / loss recognised in profit or loss | (10,689) | (12,975) | |
Foreign currency translation and other changes | 7,389 | 12,550 | |
Assets at end of period | 49,143 | 50,679 | |
Variable payments outstanding for acquisition | Fair Value | Level 3 | |||
Reconciliation of changes in fair value measurement | |||
Liabilities at beginning of period | 47,690 | 66,359 | |
Increase | 6,632 | 9,488 | |
Decrease | (4,977) | (22,499) | |
Gain / loss recognized in profit or loss | (6,842) | (6,716) | |
Foreign currency translation and other changes | 2,959 | 1,058 | |
Liabilities at end of period | 45,462 | 47,690 | |
Put option liabilities | Fair Value | Level 3 | |||
Reconciliation of changes in fair value measurement | |||
Liabilities at beginning of period | 992,423 | 882,422 | |
Increase | 633,695 | 112,194 | |
Decrease | (6,566) | (18,495) | |
Gain / loss recognized in equity | (131,987) | (54,019) | |
Foreign currency translation and other changes | 151,385 | 70,321 | |
Liabilities at end of period | € 1,638,950 | € 992,423 | |
Put option liabilities | Fair Value | Level 3 | Assumed earnings or enterprise value | |||
Reconciliation of changes in fair value measurement | |||
Increase in input | 10% | ||
Increase in fair value due to increase in input | € 113,893 | ||
Put option liabilities | Fair Value | Level 3 | Assumed earnings or enterprise value | Maximum | |||
Reconciliation of changes in fair value measurement | |||
Increase in fair value due to increase in input, as percentage of total liabilities | 1% | ||
Increase in fair value due to increase in input, as percentage of equity | 1% |
Segment and corporate informa_3
Segment and corporate information (Details) - EUR (€) € in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Segment and corporate information | |||||
Revenue from health care services | € 4,082,400 | € 3,529,609 | € 11,471,127 | € 10,255,289 | |
Revenue from health care products | 1,013,766 | 911,757 | 2,930,088 | 2,716,372 | |
Revenue | 5,096,166 | 4,441,366 | 14,401,215 | 12,971,661 | |
Operating income | 471,643 | 504,661 | 1,159,821 | 1,403,135 | |
Interest | (76,485) | (68,436) | (217,161) | (213,717) | |
Income before income taxes | 395,158 | 436,225 | 942,660 | 1,189,418 | |
Depreciation and amortization | (442,645) | (396,404) | (1,278,827) | (1,171,170) | |
Impairment loss | (59,338) | (6,429) | (64,863) | (15,398) | |
Income (loss) from equity method investees | 17,448 | 21,036 | 47,302 | 71,214 | |
Total assets | 38,406,435 | 33,830,926 | 38,406,435 | 33,830,926 | € 34,366,558 |
thereof investments in equity method investees | 767,699 | 742,799 | 767,699 | 742,799 | € 786,905 |
Additions of property, plant and equipment, intangible assets and right of use assets | 286,139 | 330,388 | 887,987 | 1,080,971 | |
Revenue from contracts with customers | |||||
Segment and corporate information | |||||
Revenue from health care services | 3,973,255 | 3,424,066 | 11,106,053 | 9,962,881 | |
Revenue from health care products | 989,256 | 889,217 | 2,850,964 | 2,629,629 | |
Revenue | 4,962,511 | 4,313,283 | 13,957,017 | 12,592,510 | |
Other revenue | |||||
Segment and corporate information | |||||
Revenue from health care services | 109,145 | 105,543 | 365,074 | 292,408 | |
Revenue from health care products | 24,510 | 22,540 | 79,124 | 86,743 | |
Revenue | 133,655 | 128,083 | 444,198 | 379,151 | |
Total Segment | |||||
Segment and corporate information | |||||
Revenue | 5,083,894 | 4,429,992 | 14,363,225 | 12,930,479 | |
Operating income | 612,232 | 615,278 | 1,552,499 | 1,743,382 | |
Depreciation and amortization | (369,668) | (331,192) | (1,066,291) | (979,109) | |
Impairment loss | (59,335) | (6,434) | (64,005) | (9,349) | |
Income (loss) from equity method investees | 17,448 | 21,036 | 47,302 | 71,214 | |
Total assets | 34,029,182 | 30,648,066 | 34,029,182 | 30,648,066 | |
thereof investments in equity method investees | 767,699 | 742,799 | 767,699 | 742,799 | |
Additions of property, plant and equipment, intangible assets and right of use assets | 209,622 | 270,633 | 710,880 | 892,158 | |
Total Segment | Revenue from contracts with customers | |||||
Segment and corporate information | |||||
Revenue from health care services | 3,965,758 | 3,416,072 | 11,083,364 | 9,933,980 | |
Revenue from health care products | 984,481 | 885,837 | 2,835,663 | 2,617,348 | |
Revenue | 4,950,239 | 4,301,909 | 13,919,027 | 12,551,328 | |
Total Segment | Other revenue | |||||
Segment and corporate information | |||||
Revenue | 133,655 | 128,083 | 444,198 | 379,151 | |
North America Segment | |||||
Segment and corporate information | |||||
Revenue | 3,556,480 | 3,079,915 | 10,020,656 | 8,931,437 | |
Operating income | 468,662 | 445,892 | 1,112,931 | 1,241,989 | |
Depreciation and amortization | (282,628) | (247,594) | (807,532) | (727,271) | |
Impairment loss | (57,527) | (6,434) | (61,224) | (9,349) | |
Income (loss) from equity method investees | 22,488 | 16,690 | 62,805 | 69,303 | |
Total assets | 26,023,066 | 22,991,521 | 26,023,066 | 22,991,521 | |
thereof investments in equity method investees | 437,166 | 434,975 | 437,166 | 434,975 | |
Additions of property, plant and equipment, intangible assets and right of use assets | 159,223 | 206,081 | 521,607 | 655,916 | |
North America Segment | Revenue from contracts with customers | |||||
Segment and corporate information | |||||
Revenue from health care services | 3,159,756 | 2,704,091 | 8,818,628 | 7,855,557 | |
Revenue from health care products | 283,430 | 266,151 | 823,099 | 771,863 | |
Revenue | 3,443,186 | 2,970,242 | 9,641,727 | 8,627,420 | |
North America Segment | Other revenue | |||||
Segment and corporate information | |||||
Revenue | 113,294 | 109,673 | 378,929 | 304,017 | |
EMEA Segment | |||||
Segment and corporate information | |||||
Revenue | 719,934 | 670,953 | 2,120,842 | 2,033,265 | |
Operating income | 47,587 | 78,771 | 168,614 | 232,030 | |
Depreciation and amortization | (47,810) | (48,566) | (143,780) | (146,943) | |
Impairment loss | (1,808) | (2,779) | |||
Income (loss) from equity method investees | (4,689) | 3,300 | (16,086) | (248) | |
Total assets | 4,049,028 | 3,964,433 | 4,049,028 | 3,964,433 | |
thereof investments in equity method investees | 198,060 | 182,138 | 198,060 | 182,138 | |
Additions of property, plant and equipment, intangible assets and right of use assets | 23,452 | 32,668 | 100,661 | 136,054 | |
EMEA Segment | Revenue from contracts with customers | |||||
Segment and corporate information | |||||
Revenue from health care services | 376,567 | 346,490 | 1,083,193 | 1,020,400 | |
Revenue from health care products | 336,781 | 315,552 | 1,016,832 | 974,380 | |
Revenue | 713,348 | 662,042 | 2,100,025 | 1,994,780 | |
EMEA Segment | Other revenue | |||||
Segment and corporate information | |||||
Revenue | 6,586 | 8,911 | 20,817 | 38,485 | |
Asia-Pacific Segment | |||||
Segment and corporate information | |||||
Revenue | 564,959 | 501,272 | 1,588,282 | 1,457,980 | |
Operating income | 85,124 | 86,266 | 255,125 | 255,780 | |
Depreciation and amortization | (26,779) | (25,359) | (80,829) | (76,855) | |
Impairment loss | (2) | ||||
Income (loss) from equity method investees | (156) | 630 | (126) | 1,489 | |
Total assets | 3,035,833 | 2,904,586 | 3,035,833 | 2,904,586 | |
thereof investments in equity method investees | 105,776 | 101,222 | 105,776 | 101,222 | |
Additions of property, plant and equipment, intangible assets and right of use assets | 17,075 | 18,298 | 60,981 | 61,272 | |
Asia-Pacific Segment | Revenue from contracts with customers | |||||
Segment and corporate information | |||||
Revenue from health care services | 256,486 | 239,321 | 729,685 | 693,951 | |
Revenue from health care products | 295,558 | 253,227 | 816,747 | 729,388 | |
Revenue | 552,044 | 492,548 | 1,546,432 | 1,423,339 | |
Asia-Pacific Segment | Other revenue | |||||
Segment and corporate information | |||||
Revenue | 12,915 | 8,724 | 41,850 | 34,641 | |
Latin America Segment | |||||
Segment and corporate information | |||||
Revenue | 242,521 | 177,852 | 633,445 | 507,797 | |
Operating income | 10,859 | 4,349 | 15,829 | 13,583 | |
Depreciation and amortization | (12,451) | (9,673) | (34,150) | (28,040) | |
Income (loss) from equity method investees | (195) | 416 | 709 | 670 | |
Total assets | 921,255 | 787,526 | 921,255 | 787,526 | |
thereof investments in equity method investees | 26,697 | 24,464 | 26,697 | 24,464 | |
Additions of property, plant and equipment, intangible assets and right of use assets | 9,872 | 13,586 | 27,631 | 38,916 | |
Latin America Segment | Revenue from contracts with customers | |||||
Segment and corporate information | |||||
Revenue from health care services | 172,949 | 126,170 | 451,858 | 364,072 | |
Revenue from health care products | 68,712 | 50,907 | 178,985 | 141,717 | |
Revenue | 241,661 | 177,077 | 630,843 | 505,789 | |
Latin America Segment | Other revenue | |||||
Segment and corporate information | |||||
Revenue | 860 | 775 | 2,602 | 2,008 | |
Corporate | |||||
Segment and corporate information | |||||
Revenue | 12,272 | 11,374 | 37,990 | 41,182 | |
Operating income | (140,589) | (110,617) | (392,678) | (340,247) | |
Depreciation and amortization | (72,977) | (65,212) | (212,536) | (192,061) | |
Impairment loss | (3) | 5 | (858) | (6,049) | |
Total assets | 4,377,253 | 3,182,860 | 4,377,253 | 3,182,860 | |
Additions of property, plant and equipment, intangible assets and right of use assets | 76,517 | 59,755 | 177,107 | 188,813 | |
Corporate | Revenue from contracts with customers | |||||
Segment and corporate information | |||||
Revenue from health care services | 7,497 | 7,994 | 22,689 | 28,901 | |
Revenue from health care products | 4,775 | 3,380 | 15,301 | 12,281 | |
Revenue | 12,272 | 11,374 | 37,990 | 41,182 | |
Operating Segments | Total Segment | |||||
Segment and corporate information | |||||
Revenue | 5,088,997 | 4,434,563 | 14,377,845 | 12,957,083 | |
Operating Segments | North America Segment | |||||
Segment and corporate information | |||||
Revenue | 3,561,583 | 3,084,292 | 10,033,874 | 8,957,680 | |
Operating Segments | EMEA Segment | |||||
Segment and corporate information | |||||
Revenue | 719,934 | 670,953 | 2,120,842 | 2,033,265 | |
Operating Segments | Asia-Pacific Segment | |||||
Segment and corporate information | |||||
Revenue | 564,959 | 501,466 | 1,588,505 | 1,458,341 | |
Operating Segments | Latin America Segment | |||||
Segment and corporate information | |||||
Revenue | 242,521 | 177,852 | 634,624 | 507,797 | |
Operating Segments | Corporate | |||||
Segment and corporate information | |||||
Revenue | 7,169 | 6,803 | 23,370 | 14,578 | |
Inter-segment | Total Segment | |||||
Segment and corporate information | |||||
Revenue | (5,103) | (4,571) | (14,620) | (26,604) | |
Inter-segment | North America Segment | |||||
Segment and corporate information | |||||
Revenue | (5,103) | (4,377) | (13,218) | (26,243) | |
Inter-segment | Asia-Pacific Segment | |||||
Segment and corporate information | |||||
Revenue | (194) | (223) | (361) | ||
Inter-segment | Latin America Segment | |||||
Segment and corporate information | |||||
Revenue | (1,179) | ||||
Inter-segment | Corporate | |||||
Segment and corporate information | |||||
Revenue | € 5,103 | € 4,571 | € 14,620 | € 26,604 |