Annual Report 2021

Capital Structure, Investments, and Financing Activities

(37) Financial debt/Capital management

Accounting and measurement policies

Financial debt/capital management

Except for lease liabilities and derivatives with negative market values, financial debt is initially recognized at fair value and subsequently measured at amortized cost using the effective interest method.

The accounting and measurement policies for lease liabilities and derivatives are presented in Notes (21) “Leasing” and (39) “Derivative financial instruments”.

The composition of financial debt as well as a reconciliation to net financial debt are presented in the following table:

 

 

 

 

 

 

 

 

 

 

Nominal value

 

 

Dec. 31, 2021 € million

 

Dec. 31, 2020 € million

 

Maturity

 

Interest rate %

 

€ million

 

Currency

Hybrid bond 2014/2074

 

 

315

 

Dec. 20741

 

2.625

 

317

 

USD bond 2015/2022

 

884

 

 

March 2022

 

2.950

 

1,000

 

USD

Eurobond 2015/2022

 

550

 

 

Sept. 2022

 

1.375

 

550

 

Bonds (current)

 

1,434

 

315

 

 

 

 

 

 

 

 

Commercial paper

 

 

200

 

 

 

 

 

 

 

 

Bank loans

 

36

 

835

 

 

 

 

 

 

 

 

Liabilities to related parties

 

896

 

817

 

 

 

 

 

 

 

 

Loans from third parties and other financial debt

 

13

 

15

 

 

 

 

 

 

 

 

Liabilities from derivatives (financial transactions)

 

35

 

62

 

 

 

 

 

 

 

 

Lease liabilities (IFRS 16)

 

117

 

112

 

 

 

 

 

 

 

 

Current financial debt

 

2,531

 

2,357

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

USD bond 2015/2022

 

 

812

 

March 2022

 

2.950

 

1,000

 

USD

Eurobond 2015/2022

 

 

549

 

Sept. 2022

 

1.375

 

550

 

Eurobond 2019/2023

 

600

 

600

 

Dec. 2023

 

0.005

 

600

 

USD bond 2015/2025

 

1,410

 

1,295

 

March 2025

 

3.250

 

1,600

 

USD

Eurobond 2020/2025

 

746

 

745

 

July 2025

 

0.125

 

750

 

Eurobond 2019/2027

 

597

 

597

 

July 2027

 

0.375

 

600

 

Eurobond 2020/2028

 

747

 

746

 

July 2028

 

0.500

 

750

 

Eurobond 2019/2031

 

797

 

796

 

July 2031

 

0.875

 

800

 

Hybrid bond 2014/2074

 

499

 

499

 

Dec. 20742

 

3.375

 

500

 

Hybrid bond 2019/2079

 

497

 

496

 

June 20793

 

1.625

 

500

 

Hybrid bond 2019/2079

 

996

 

996

 

June 20794

 

2.875

 

1,000

 

Hybrid bond 2020/2080

 

997

 

996

 

Sept. 20805

 

1.625

 

1,000

 

Bonds (non-current)

 

7,886

 

9,126

 

 

 

 

 

 

 

 

Bank loans

 

 

250

 

 

 

 

 

 

 

 

Loans from third parties and other financial debt

 

42

 

42

 

 

 

 

 

 

 

 

Liabilities from derivatives (financial transactions)

 

 

40

 

 

 

 

 

 

 

 

Lease liabilities (IFRS 16)

 

342

 

327

 

 

 

 

 

 

 

 

Non-current financial debt

 

8,270

 

9,785

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial debt

 

10,801

 

12,142

 

 

 

 

 

 

 

 

less:

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

1,899

 

1,355

 

 

 

 

 

 

 

 

Current financial assets6

 

149

 

28

 

 

 

 

 

 

 

 

Net financial debt7

 

8,753

 

10,758

 

 

 

 

 

 

 

 

1

The Group exercised the right to prematurely repay this tranche of the hybrid bond issued in December 2014 in June 2021.

2

The Group has the right to prematurely repay this tranche of the hybrid bond issued in December 2014 for the first time in December 2024.

3

The Group has the right to prematurely repay this tranche of the hybrid bond issued in June 2019 for the first time in December 2024.

4

The Group has the right to prematurely repay this tranche of the hybrid bond issued in June 2019 for the first time in December 2029.

5

The Group has the right to prematurely repay this hybrid bond issued in September 2020 for the first time in September 2026.

6

Excluding current derivatives with a hedging relationship (operational).

7

Not defined by International Financial Reporting Standard (IFRS).

The repayment profile of the bonds was as follows:

1 The nominal volumes of bonds denominated in U.S. dollars were converted into euros at the closing rate on December 31, 2021.
2 For the hybrid bonds repayment is assumed at the earliest possible date.

The hybrid bonds issued by Merck KGaA, Darmstadt, Germany, and/or some of its affiliates are bonds for which the leading rating agencies have given equity credit treatment to half of the issuances, thus making the issuances more favorable to the Group’s credit rating than traditional bond issues. The bonds are recognized in full as financial liabilities in the balance sheet.

Exercising a right of termination that applied every time there was a change in the interest rate, the KfW loan in the amount of € 250 million that was reported in non-current liabilities to banks in the previous year was repaid ahead of schedule on September 29, 2021.

The financial debt was not secured by liens or similar forms of collateral. The loan agreements do not contain any financial covenants. The average borrowing cost on December 31, 2021, was 1.7% (December 31, 2020: 1.6%).

Information on liabilities to related parties can be found in Note (45) “Related party disclosures”.

Capital management

The objective of capital management is to ensure the necessary financial flexibility in order to maintain long-term business operations and realize strategic options. Maintaining a stable investment grade rating, ensuring liquidity, limiting financial risks, as well as optimizing the cost of capital are the objectives of our financial policy and set important framework conditions for capital management. In this context, net financial debt is one of the leading capital management indicators within the Group.

Traditionally, the capital market represents a major source of financing for the Group, for instance via bond issues. As of December 31, 2021, there were liabilities of € 4.05 billion from a debt issuance program most recently renewed in 2020 (December 31, 2020: € 4.05 billion). In addition, the Group had access to a commercial paper program to meet short-term capital requirements with a volume of € 2 billion, none of which were utilized as of December 31, 2021 (December 31, 2020: € 200 million).

Loan agreements represent a further source of financing for the Group. At the balance sheet date, the bank financing commitments vis-à-vis the Group were as follows:

 

 

Dec. 31, 2021

 

Dec. 31, 2020

 

 

 

 

€ million

 

Financing commitments from banks

 

Utilization

 

Financing commitments from banks

 

Utilization

 

Interest

 

Maturity of financing commitments

Syndicated loan

 

2,000

 

 

2,000

 

 

variable

 

2025

Loan agreement with banking syndicate for acquisition financing

 

 

 

569

 

569

 

variable

 

2022

Bilateral credit agreement with banks

 

 

 

250

 

250

 

variable

 

2022

Various bank credit lines

 

36

 

36

 

1,266

 

266

 

variable

 

< 1 year

 

 

2,036

 

36

 

4,085

 

1,085

 

 

 

 

In fiscal 2020, the Group concluded extensive lines of credit with a term of one year in connection with the Covid‑19 pandemic. These were not renewed in fiscal 2021.

There were no indications that the availability of extended credit lines was restricted.

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