Financial risks Audited

As a company that operates internationally and due to its presence in the capital market, Merck is exposed to various financial risks. These are primarily liquidity, default, and market-price risks; fluctuations in the valuation of pension obligations; and risks of changing fair values of tangible and intangible assets.

In order to ensure its continued existence, a company must be able to fulfill its commitments from operating and financial activities at all times. Merck therefore has a central Group-wide liquidity management process to reduce potential liquidity risks. In addition, we have a € 2 billion syndicated multicurrency credit facility, which expires in 2014. This ensures Merck’s continuing solvency in case any liquidity bottlenecks occur despite the Group’s positive operating cash flow. As our loan agreements do not contain any financial covenants, these agreed lines of credit can be accessed even if Merck’s credit rating should deteriorate. In fiscal 2009, Merck set up a debt issuance program that forms the contractual basis for the issue of bonds. In 2010, the volume of this program was increased from € 5 billion to € 10 billion. Default risks arise in connection with financial investments, loans and financing commitments as well as receivables in operating business. Due to the impact of the financial crisis in the eurozone, an increased default risk continues to exist. Merck has therefore reviewed all its positions with trading partners in the respective countries and has adjusted its default risks as necessary.

Merck minimizes these risks by spreading its financial positions and the associated active management of its trading partners. Significant financial transactions involving credit risk are only entered into with banks that have a good credit rating and a minimum rating of A- from Standard & Poor’s. In addition, Merck’s large banking syndicate – the existing credit line of € 2 billion was syndicated by 17 banks – reduces possible losses in the event of default. Nevertheless, the default of individual trading partners cannot be fundamentally excluded, even if they have an excellent credit rating.

Companies with international business operations in different currency and interest rate regions are inevitably exposed to currency and interest risks. Merck is also affected by these market price risks owing to its global group structure and the associated financial transactions, receivables and liabilities in operating business, as well as expected future cash flows from sales and costs in foreign currency. Merck therefore uses derivative financial instruments to minimize currency risks and financing costs caused by exchange rate or interest rate fluctuations. Financial transactions, receivables and liabilities recognized in foreign currency are generally hedged. In certain cases, the company also hedges anticipated sales and future costs for a period of up to three years. (More information can be found in the consolidated financial statements).

The values of individual items in the balance sheet are exposed to the risk of changing market and business circumstances and thus also to changes in fair values. The need for write-downs could significantly impact profit and lead to changes in balance sheet ratios. This applies in particular to the high level of intangible assets including goodwill, which have become significantly more important in the consolidated financial statements due to the acquisitions of Serono in 2007 and Millipore in 2010, as well as the related purchase price allocations. Further details can be found under Intangible assets.

Merck has commitments in connection with pension obligations. The present value of these obligations can be influenced by changes in the relevant valuation parameters, e.g. the interest rate or death probabilities. Pension obligations are regularly evaluated by preparing annual actuarial valuations. Part of these obligations is covered by the pension provisions disclosed in the balance sheet, while the other obligations are externally funded (more information can be found under Provisions for pensions and other post-employment benefits). As far as pension obligations are covered by plan assets consisting of interest-bearing securities, shares, real estate, and other financial assets, decreasing or negative returns on these assets can adversely impact the value of the plan assets and thus result in further additions to pension provisions. The risk of market fluctuations in the value of plan assets is reduced by a diversified investment strategy.

Assessments by independent rating agencies

The capital market makes use of the assessments published by rating agencies in order to assist lenders in evaluating the risks of a financial instrument. Merck is currently rated by the agencies Standard & Poor’s and Moody’s. Neither Standard & Poor’s nor Moody’s adjusted their credit ratings for Merck in 2011. While Standard & Poor’s issued Merck a BBB+, Moody’s issued it a Baa2 rating, both with a stable outlook.