Explanatory Notes

Financial Reporting Standards Applied for the First Time in 2018

IFRS 9 (Financial Instruments) and IFRS 15 (Revenue from Contracts with Customers) were applied for the first time as of January 1, 2018. The effects resulting from their first-time application are detailed in this section.

IFRS 9 is the new standard for accounting for financial instruments that Bayer applied in modified form retrospectively for the first time as of January 1, 2018, without restating the prior-year figures, accounting for the aggregate amount of any transition effects by way of an adjustment to equity and presenting the comparative period in line with previous rules.

The effects that the first-time application of IFRS 9 and IFRS 15 had on retained earnings and other comprehensive income in the statement of comprehensive income are detailed in the following tables:

Retained Earnings Reconciliation: IFRS 9 and IFRS 15

 

 

€ million

Retained earnings incl. net income as at December 31, 2017

 

26,851

Effects of IFRS 9

 

(43)

Effects of IFRS 15

 

86

Retained earnings incl. net income as at January 1, 2018

 

26,894

Other Comprehensive Income Reconciliation (Fair-Value Measurement of Financial Instruments)

 

 

€ million

Fair-value measurement of financial instruments as at December 31, 2017

 

98

Reclassifications to retained earnings

 

(37)

Remeasurement due to change in measurement category

 

11

Deferred taxes

 

9

Fair-value measurement of financial instruments as at January 1, 2018

 

81

IFRS 9 introduces new provisions for the classification and measurement of financial assets and replaces the current rules on the impairment of financial assets. The new standard requires a change in accounting methods for the effects resulting from a change in the company’s own credit risk for financial liabilities classified at fair value and modifies the requirements for hedge accounting. The classification and measurement of financial liabilities are otherwise largely unchanged from the existing regulations.

Under IFRS 9, the classification and measurement of financial assets is determined by the company’s business model and the characteristics of the cash flows of each financial asset. In the case of equity instruments held as of January 1, 2018, that are not held for trading, Bayer has uniformly opted to recognize future changes in their fair value through other comprehensive income in the statement of comprehensive income and to continue to classify these as equity upon the derecognition of the financial instrument. As for new instruments, Bayer can opt to make use of this option on an instrument-by-instrument basis upon recognition, but it must continue to do so thereafter. The 6.8% interest in Covestro acquired from Bayer Pension Trust at the beginning of May 2018 to service the exchangeable bond maturing in 2020 is recognized at fair value through profit or loss.

As at the date of first-time application, reclassifications primarily resulted from the characteristics of the cash flows from fund shares, investments in limited partnerships, and the loan capital and jouissance right capital (Genussrechtkapital) provided to Bayer Pensionskasse VVaG. These financial instruments were previously reported in the category “available for sale,” with changes in their fair value recognized in other comprehensive income in the statement of comprehensive income. They are now classified as debt instruments, and changes in their fair values are recognized through profit or loss.

Changes in the classification and measurement of financial assets led to the following effects as at the date of first-time application:

Financial Assets Reconciliation from IAS 39 to IFRS 9

Measurement category (IAS 39)1

 

Carrying amount Dec. 31, 2017 (IAS 39)

 

Reclassifi­cation

 

Effect due to change in measurement category

 

Effect of the expected loss model

 

Carrying amount Jan. 1, 2018 (IFRS 9)

 

Measurement category (IFRS 9)2

 

 

€ million

 

€ million

 

€ million

 

€ million

 

€ million

 

 

1

AfS: available for sale; at fair value through other comprehensive income
HtM: held to maturity; at amortized cost
LaR: loans and receivables; at amortized cost

2

AC: at amortized cost
FVTOCI: at fair value through other comprehensive income
FVTPL: at fair value through profit or loss

Trade accounts receivable

 

 

 

 

 

 

 

 

 

 

 

 

LaR

 

8,582

 

 

 

 

 

(93)

 

8,489

 

AC

Other financial assets

 

 

 

 

 

 

 

 

 

 

 

 

LaR

 

1,731

 

 

 

 

 

 

 

1,731

 

AC

AfS – debt instruments

 

34

 

 

 

 

 

 

 

34

 

AC

HtM

 

57

 

 

 

 

 

 

 

57

 

AC

AfS – equity instruments at amortized cost

 

35

 

 

 

11

 

 

 

46

 

FVTOCI (no recycling)

AfS – equity instruments

 

191

 

 

 

 

 

 

 

191

 

FVTOCI (no recycling)

AfS – equity instruments

 

39

 

 

 

 

 

 

 

39

 

FVTPL (debt instruments)

AfS – debt instruments

 

2,429

 

145

 

 

 

 

 

2,574

 

FVTPL

Derivatives

 

647

 

 

 

 

 

 

 

647

 

Derivatives

Other receivables

 

 

 

 

 

 

 

 

 

 

 

 

LaR

 

380

 

 

 

 

 

(4)

 

376

 

AC

AfS – debt instruments

 

46

 

 

 

 

 

 

 

46

 

FVTPL

Cash and cash equivalents

 

 

 

 

 

 

 

 

 

 

 

 

LaR

 

7,581

 

(145)

 

 

 

(1)

 

7,435

 

AC

Total financial assets

 

21,752

 

0

 

11

 

(98)

 

21,665

 

 

There were no effects on financial liabilities.

The following table shows the effects of the first-time application of IFRS 9 on retained earnings and other comprehensive income in the statement of other comprehensive income, broken down by measurement category:

Effects of First-Time Application of IFRS 9 on Retained Earnings and Other Comprehensive Income

 

 

 

 

Retained earnings effect as of Jan. 1, 2018

 

OCI effect as of Jan. 1, 2018

Measurement category (IAS 39)1

 

Measurement category (IFRS 9)1

 

€ million

 

€ million

1

See table “Financial Assets Reconciliation from IAS 39 to IFRS 9” for definition of measurement categories.

Trade accounts receivable

 

 

 

 

 

 

LaR

 

AC

 

(93)

 

 

Other financial assets

 

 

 

 

 

 

AfS – equity instruments at amortized cost

 

FVTOCI (no recycling)

 

 

 

11

AfS – equity instruments

 

FVTPL (debt instruments)

 

10

 

(10)

AfS – debt instruments

 

FVTPL

 

36

 

(36)

Other receivables

 

 

 

 

 

 

LaR

 

AC

 

(4)

 

 

AfS – debt instruments

 

FVTPL

 

(9)

 

9

Cash and cash equivalents

 

 

 

 

 

 

LaR

 

AC

 

(1)

 

 

Total financial assets

 

 

 

(61)

 

(26)

The following table shows the effects of the first-time application of IFRS 9 on financial assets and liabilities that are based on unobservable inputs and are measured at fair value (Level 3). The development of these assets and liabilities in the first nine months of 2018 is presented in “Development of Financial Assets and Liabilities (Level 3)”.

Reconciliation of Financial Assets Measured at Fair Value (Level 3) from IAS 39 to IFRS 9

Measurement category (IAS 39)1

 

Carrying amount Dec. 31, 2017
(IAS 39)

 

Reclassification due to change in fair value hierarchy

 

Remeasurement due to change in measurement category

 

Carrying amount Jan. 1, 2018 (IFRS 9)

 

Measurement category (IFRS 9)1

 

 

€ million

 

€ million

 

€ million

 

€ million

 

 

1

See table “Financial Assets Reconciliation from IAS 39 to IFRS 9” for definition of measurement categories.

Other financial assets

 

 

 

 

 

 

 

 

 

 

AfS – equity instruments at amortized cost

 

 

 

35

 

11

 

46

 

FVTOCI (no recycling)

AfS – equity instruments

 

18

 

4

 

 

 

22

 

FVTOCI (no recycling)

AfS – equity instruments

 

18

 

 

 

 

 

18

 

FVTPL (debt instruments)

AfS – debt instruments

 

757

 

 

 

 

 

757

 

FVTPL

Derivatives

 

10

 

 

 

 

 

10

 

Derivatives

Other receivables

 

 

 

 

 

 

 

 

 

 

AfS – debt instruments

 

46

 

 

 

 

 

46

 

FVTPL

Total financial assets

 

849

 

39

 

11

 

899

 

 

Loss allowances for expected credit losses are recognized for financial assets measured at amortized cost. Expected lifetime credit losses for trade accounts receivable are recognized using the simplified approach. This is based on loss rates calculated from historical and forward-looking data, taking into account the business model, the respective customer and the economic environment of the geographical region. Receivables that are overdue by a significant amount of time – in some cases exceeding 90 days due to the customer structure – and receivables from debtors against which insolvency or similar proceedings have been initiated are tested individually for impairment. Expected credit losses for other financial assets are determined upon their first-time recognition primarily on the basis of credit default swaps, with expected losses from defaults within the next 12 months calculated using the Monte Carlo simulation method. In the event of a significant increase in default risk, expected lifetime credit losses are taken into account.

The effects from the increase in loss allowances from the first-time application of the new impairment model are presented in the following table:

Reconciliation of Loss Allowances

Measurement category (IAS 39)1

 

Closing loss allowances Dec. 31, 2017 (IAS 39)

 

Effect of the expected loss model (IFRS 9)

 

Opening loss allowances Jan 1, 2018 (IFRS 9)

 

Measurement category (IFRS 9)1

 

 

€ million

 

€ million

 

€ million

 

 

1

See table “Financial Assets Reconciliation from IAS 39 to IFRS 9” for definition of measurement categories.

Trade accounts receivable

 

 

 

 

 

 

 

 

LaR

 

(425)

 

(93)

 

(518)

 

AC

Other receivables

 

 

 

 

 

 

 

 

LaR

 

(3)

 

(4)

 

(7)

 

AC

Cash and cash equivalents

 

 

 

 

 

 

 

 

LaR

 

 

 

(1)

 

(1)

 

AC

Total

 

(428)

 

(98)

 

(526)

 

 

Changes in the fair values of financial liabilities measured at fair value through profit or loss resulting from Bayer’s own credit risk are now recognized through other comprehensive income in the statement of comprehensive income rather than in the income statement. At Bayer, this change principally affects the debt instruments (exchangeable bond) issued in June 2017 which also can be exchanged into Covestro shares. As at the transition date, this accounting change did not have any material effects.

For hedge accounting, Bayer has opted to prospectively apply IFRS 9 from January 1, 2018. If only the intrinsic value of an option is designated as a hedging instrument in a hedging relationship, IFRS 9 requires that changes in the fair value of the time value of the options during the hedging period initially be recognized as other comprehensive income in the statement of comprehensive income. The release of the accumulated amounts, either in the form of a basis adjustment or directly through profit or loss, depends on the type of hedged transaction. In contrast to the other rules on hedge accounting, the revised accounting method is to be applied retrospectively. As at the transition date, these changes did not have any material impact on the presentation of the Group’s financial position and results of operations.

In October 2017, the IASB published an amendment to IFRS 9 (Financial Instruments) under the title “Prepayment Features with Negative Compensation.” It also published a clarification regarding the accounting for a modification of a financial liability that does not result in its derecognition. For these nonsubstantial modifications, modification gains or losses – including the costs of the modification – must be immediately recognized in profit or loss. This amendment to IFRS 9 is to be applied for annual periods beginning on or after January 1, 2018. As there were no past nonsubstantial modifications of liabilities, this amendment did not have any impact on the presentation of the Group’s financial position and results of operations. A bond exchange program constituting a nonsubstantial modification was initiated in June 2018 for the Monsanto bonds acquired as part of the Monsanto acquisition. In this connection, expenses of €13 million were recognized in profit or loss in the second quarter of 2018.

The IASB issued IFRS 15 (Revenues from Contracts with Customers) in May 2014 and provided clarifications to the standard in April 2016. Both the standard and the clarifications have been endorsed by the European Union. IFRS 15 replaces the current IAS 18 (Revenue) and IAS 11 (Construction Contracts) revenue recognition standards and the related interpretations, and is applicable for annual reporting periods beginning on or after January 1, 2018. The new standard establishes a five-step model related to revenue recognition from contracts with customers. Under IFRS 15, revenue is recognized at amounts that reflect the consideration that an entity expects to be entitled to in exchange for transferring goods or services to a customer. Revenue is recognized when (or as) the entity transfers control of goods or services to a customer either over time or at a point in time. In addition, IFRS 15 clarifies the allocation of individual topics to (new) line items in the statement of financial position and to functional cost items in the income statement, and whether gross or net amounts are to be presented.

As of January 1, 2018, Bayer transitioned to IFRS 15 on the basis of the modified retrospective method, accounting for the aggregate amount of the transition effects by way of an adjustment to retained earnings as of January 1, 2018, and presenting the comparative period in line with previous rules. Bayer has elected to retrospectively apply the standard only to contracts that are not completed contracts at the date of first-time application, and has opted to reflect the aggregate effect of all contract modifications that occurred prior to the date of first-time application in accordance with IFRS 15.C7A(b).

The adoption of IFRS 15 has led to the following effects:

Changes in the timing of recognition

  • IFRS 15 requires catch-up adjustments to revenue when milestone payments for right-to-access licenses become unconstrained, leading to earlier revenue recognition. This change resulted in an increase in retained earnings by €64 million after deferred taxes and a decrease in contract liabilities (under IAS 18, amounts were presented as deferred income in other liabilities) by €86 million. For the Pharmaceuticals segment, the introduction of IFRS 15 translates into a €7 million decrease in net sales in the first nine months and a €2 million decrease in third-quarter net sales, resulting in a €3 million decrease in deferred tax expense in the first nine months and a €1 million decrease in third-quarter deferred tax expense compared with IAS 18.
  • IFRS 15 in conjunction with IAS 38 (Intangible Assets) generally requires the recognition of the purchase price related to a brand divestment net of associated carrying amounts in other operating income or expenses upon transfer of control. Some cases were identified where the purchase price was deferred under former policy in line with IAS 18, but would have been recognized in income earlier under IFRS 15, leading to a €21 million increase in retained earnings after deferred taxes and a €27 million decrease in contract liabilities (under IAS 18, amounts were presented as deferred income in other liabilities) on the date of transition. For the Pharmaceuticals and Animal Health segments, the introduction of IFRS 15 translates into a combined €30 million decrease in net sales in the first nine months and a combined €7 million decrease in third-quarter net sales, resulting in a €6 million decrease in deferred tax expense in the first nine months and a €1 million decrease in third-quarter deferred tax expense as compared with IAS 18.
  • Including the effects described individually, the change in the timing of revenue recognition led to a €17 million decrease in earnings in the first nine months and an €8 million decrease in third-quarter earnings as compared to revenue recognition under IAS 18. These earnings effects pertain to the Bayer Group prior to the first-time consolidation of the former Monsanto Group, whose financial information for the reference periods was prepared according to U.S. accounting standards and therefore does not permit an appropriate comparison with net sales as determined according to IAS 18.

Presentational changes

Bayer also changed the presentation of certain items in the statement of financial position and income statements to reflect the methodology of IFRS 15.

  • IFRS 15 changes the presentation of expected product returns within the statement of financial position from net to gross in cases where returns are expected to be resalable and Bayer will refund the purchase price. The right-of-return asset is reflected in inventories at the former carrying amount less expected costs to recover and potential impairment. The refund liabilities include amounts expected to be refunded upon product return. Prior to the adoption of IFRS 15, Bayer presented the margin of expected returns on a net basis in “other provisions.” In the statement of cash flows, the increase in inventories to be recorded under IFRS 15 is set against a decline in “other working capital, other noncash items.”
  • Amounts already received (or receivable) but expected to be refunded to the customer are presented as “refund liabilities” under IFRS 15. These amounts typically relate to expected volume rebates and expected product returns and were previously presented as “other provisions.”
  • Advance payments received (or receivable) in connection with product deliveries were previously recognized in trade accounts payable. Advance payments received (or receivable) relating to right-to-access licenses and service contracts recognized over time were previously presented under “deferred income” in “other liabilities.” With the introduction of IFRS 15, both are presented as contract liabilities. Within the statement of cash flows, the decline in trade accounts payable resulting from the presentational change is set against a corresponding change in “other working capital, other noncash items.”

The effects of applying the modified retrospective method on the opening statement of financial position as of January 1, 2018, are shown in the table “IFRS 15 Accounting Changes: Consolidated Statements of Financial Position as of January 1, 2018” which can be found below. The impact of the transition from IAS 18 to IFRS 15 on the consolidated statement of financial position as at September 30, 2018, which includes the former Monsanto Group, is presented in the table “Reconciliation IFRS 15 to IAS 18 for Presentational Changes: Consolidated Statements of Financial Position as of September 30, 2018”.

IFRS 15 Accounting Changes: Consolidated Statements of Financial Position as of January 1, 2018

 

 

Dec. 31, 2017

 

 

 

 

 

Jan. 1, 2018

 

 

Before accounting changes

 

Presentational changes

 

Changes in timing of recognition

 

After accounting changes

 

 

€ million

 

€ million

 

€ million

 

€ million

Deferred taxes

 

4,915

 

 

 

(5)

 

4,910

Inventories

 

6,550

 

76

 

 

 

6,626

 

 

 

 

 

 

 

 

 

Other reserves

 

25,026

 

 

 

86

 

25,112

Other provisions (current)

 

1,366

 

(152)

 

 

 

1,214

Refund liabilities (current)

 

 

152

 

 

 

152

Contract liabilities (current)

 

 

905

 

(78)

 

827

Other liabilities (current)

 

1,116

 

(905)

 

 

 

211

Deferred taxes

 

1,153

 

 

 

24

 

1,177

Other provisions (noncurrent)

 

4,344

 

(2,197)

 

 

 

2,147

Refund liabilities (noncurrent)

 

 

2,275

 

 

 

2,275

Contract liabilities (noncurrent)

 

 

740

 

(37)

 

703

Trade accounts payable

 

5,129

 

(561)

 

 

 

4,568

Other liabilities (noncurrent)

 

1,652

 

(181)

 

 

 

1,471

Reconciliation IFRS 15 to IAS 18 for Presentational Changes: Consolidated Statements of Financial Position as of September 30, 2018

 

 

IFRS 15
Sep. 30, 2018

 

Presentational changes

 

IAS 18
Sep. 30, 2018

 

 

€ million

 

€ million

 

€ million

Inventories

 

11,142

 

(66)

 

11,076

 

 

 

 

 

 

 

Other provisions (current)

 

1,926

 

126

 

2,052

Refund liabilities (current)

 

126

 

(126)

 

Contract liabilities (current)

 

1,076

 

(1,076)

 

Other liabilities (current)

 

352

 

959

 

1,311

Other provisions (noncurrent)

 

2,964

 

4,551

 

7,515

Refund liabilities (noncurrent)

 

4,617

 

(4,617)

 

Contract liabilities (noncurrent)

 

741

 

(741)

 

Trade accounts payable

 

5,281

 

648

 

5,929

Other liabilities (noncurrent)

 

1,949

 

211

 

2,160

Published financial reporting standards that have not yet been applied

In January 2016, the IASB published the new standard for lease accounting, IFRS 16 (Leases), which replaces the existing rules contained in IAS 17 (Leases), IFRIC 4 (Determining Whether an Arrangement Contains a Lease), SIC-15 (Operating Leases – Incentives) and SIC-27 (Evaluating the Substance of Transactions Involving the Legal Form of a Lease). It was endorsed by the European Union in October 2017. The new standard is to be applied for annual periods beginning on or after January 1, 2019. The standard introduces a single lessee accounting model, requiring lessees to recognize assets for granted rights of use and corresponding lease liabilities. It will eliminate the current requirement for lessees to differentiate between operating leases – without recognizing the respective assets or liabilities – and finance leases. However, IFRS 16 contains optional recognition exemptions. As in the previous standard, IAS 17, lessors still have to differentiate between operating and finance leases.

Bayer will apply IFRS 16 for the first time as of January 1, 2019, retrospectively without restating the prior-year figures. In this connection, various practical expedients can be applied as of the transition date for lease agreements in which a Bayer company is the lessee. Bayer will exercise the option of exempting intangible assets from the scope of application of IFRS 16.

A Group-wide project is steering the implementation of this new standard. In connection with the acquisition of Monsanto, Bayer and Monsanto had to be managed as separate companies until the fulfillment of all antitrust conditions. The newly acquired and fully consolidated companies could not be included in the project to introduce IFRS 16 until this hold-separate order was lifted in mid-August 2018 and the integration began. The analysis of the quantitative impact of IFRS 16 on the Group’s financial position and results of operations has therefore not yet been completed. The following effects are anticipated: Instead of the minimum lease payments arising from operating leases being presented under other financial commitments as at present, application of IFRS 16 will increase noncurrent assets by requiring the recognition of rights of use assets. Similarly, financial liabilities will be increased by recognition of the corresponding lease liabilities. In the statement of comprehensive income, the amortization of rights of use assets and the interest expense for the liabilities will be recognized in place of the expenses for operating leases. In the statement of cash flows, IFRS 16 will probably lead to an improvement in the operating cash flow by reducing cash outflows for operating activities, while the repayment component of lease payments and the interest expense will be recognized in the financing cash flow.

The specific quantitative effects of the first-time application depend partly on the development of the incremental borrowing rate as of January 1, 2019, the composition of the lease portfolio as of that date, and the assessment then to be made as regards the exercise of extension or termination options, for instance. An assessment also has not yet been completed as to whether and how options and exemption rules will be applied.

In June 2017, the IASB published IFRIC Interpretation 23 (Uncertainty over Income Tax Treatments) to clarify uncertainty relating to the accounting treatment of income taxes. IFRIC 23 is to be applied for annual periods beginning on or after January 1, 2019. It has not yet been endorsed by the European Union. Bayer is currently evaluating the impact the amendments will have on the presentation of its financial position and results of operations.

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