In the first half of financial year 2021/2022, the Company, with the consent of the Supervisory Board, resolved and successfully implemented a capital increase against cash contributions. The Company’s share capital increased by EUR 18,396 thousand to EUR 110,396 thousand by issuing 18,396,220 new no-par value ordinary bearer shares. The new shares were offered at a subscription ratio of 5:1 at an issue price of EUR 4.70 and were fully placed. Borussia Dortmund generated gross issue proceeds of EUR 86,462 thousand from the capital increase and the resulting cash inflow was received in early October 2021. The directly attributable transaction costs of EUR 3,539 thousand incurred in connection with the capital increase were recognised outside profit or loss and offset against capital reserves (net of tax effects), leading to an increase of EUR 64,527 thousand in capital reserves.
As at 30 June 2022, the Company’s subscribed capital amounted to EUR 110,396 thousand and was divided into 110,396,000 no-par value shares, each representing a notional share in the share capital of EUR 1.00, less the notional value of treasury shares of EUR 19 thousand. Equity contains a presentation of treasury shares in which the nominal amount of the treasury shares is deducted from equity under subscribed capital on the face of the balance sheet. Furthermore, a reserve for treasury shares in the same amount is also presented.
As in the previous year, at the end of the reporting period the Company’s holding of its own securities consisted of 18,900 no-par value shares.
Subscribed capital
The subscribed capital of Borussia Dortmund GmbH & Co. KGaA is divided into no-par value shares with a notional share in the share capital of EUR 1.00 per share, with each share bearing equal rights. The shares are fully paid-up; the number of shares issued and the number of shares outstanding changed as follows:
Number of shares |
|
Issued |
|
Treasury shares |
|
Outstanding |
---|---|---|---|---|---|---|
|
|
|
|
|
|
|
Balance as at 1 July 2020 |
|
92,000,000 |
|
-18,900 |
|
91,981,100 |
Change in treasury shares |
|
|
|
0 |
|
|
as at 30 June 2021 |
|
92,000,000 |
|
-18,900 |
|
91,981,100 |
|
|
|
|
|
|
|
Issue of ordinary shares |
|
18,396,220 |
|
|
|
18,396,220 |
Change in treasury shares |
|
|
|
0 |
|
|
as at 30 June 2022 |
|
110,396,220 |
|
-18,900 |
|
110,377,320 |
After authorised capital was decreased by the cash capital increase in autumn 2021, the Annual General Meeting on 2 December 2021, with the approval of the general partner, increased the Authorised Capital 2020. By virtue of a resolution adopted by the Annual General Meeting on the same date, the Company was also authorised for a period of five years to increase the share capital by issuing up to 22,079,244 new shares. The new authorised capital may only be used for cash capital increases.
Reserves
Capital reserves consist exclusively of transfers in respect of premiums on the issue of new shares after deducting the net costs of the placement and the Company’s share of revenues from the sale of treasury shares. At the end of the reporting period, capital reserves amounted to EUR 207,370 thousand.
Other revenue reserves comprise profits generated and not distributed by Group companies in the current year and previous years and accumulated losses. In addition, the net effect, taking account of subsequent adjustments, of the remeasurement of SIGNAL IDUNA PARK in accordance with IFRS 1.16 is reported under this item.
Capital management
The objective of capital management is to ensure the Group’s long-term ability to function on a going concern basis and to generate appropriate returns for shareholders. Debt management steers the raising of debt, particularly with regard to financing with matching maturities. The capital structure is managed in such a way that changes in macroeconomic conditions and risks arising from the underlying assets are taken into account. Short-term target-performance comparisons and medium- and long-term financial planning are used in the capital structure management process.
The capital structure at the end of the reporting period was as follows:
EUR '000 |
|
30/06/2022 |
|
30/06/2021 |
---|---|---|---|---|
|
|
|
|
|
Equity of shareholders |
|
280,501 |
|
232,637 |
Share in total capital |
|
61.64% |
|
51.64% |