Quarterly Report • May 14, 2012
Quarterly Report
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Q1 2012
Growth in output volume and orders received
Substantial rise in earnings due to capital gains
Positive outlook for 2012 confirmed
Europe's economic outlook is disparate: satisfactory development in Germany is offset by stagnation or recession in those EU countries hit hardest by the crisis. The massive liquidity injection from the European Central Bank has brought some temporary relief, but no real solution to the European debt crisis. The US economy has stabilized, but consumer confidence is still impacted by high oil prices and the lack of dynamism in the labor market. Growth rates in the emerging
markets of Asia and Africa have slowed somewhat. In India, there are signs of initial success in the battle against high inflation rates.
Bilfinger Berger started the year 2012 with a solid first quarter. Output volume and orders received both grew, while earnings from continuing operations increased significantly.
| Key figures for the Group € million |
Q1 | |||
|---|---|---|---|---|
| 2012 | 2011 | Δ in % | FY 2011 | |
| Output volume | 1,947 | 1,829 | +6 | 8,476 |
| Orders received | 2,173 | 1,986 | +9 | 7,776 |
| Order backlog | 8,092 | 8,585 | -6 | 7,833 |
| EBITA | 133 | 68 | +96 | 397 |
| Earnings after taxes from continuing operations | 101 | 33 | +206 | 222 |
| Earnings after taxes from discontinued operations | 0 | 174 | 174 | |
| Net profi t* | 100 | 207 | -52 | 394 |
| Earnings per share* (in €) thereof from continuing operations thereof from discontinued operations |
2.28 2.28 - |
4.70 0.76 3.94 |
-52 +200 |
8.93 4.99 3.94 |
| Investments thereof in P, P & E thereof in fi nancial assets |
73 20 53 |
38 19 19 |
+92 +5 +179 |
345 127 218 |
| Number of employees | 61,438 | 58,753 | +5 | 59,210 |
* Includes continuing and discontinued operations
Furthermore, the first months of the year featured important strategic steps for the Bilfinger Berger Group's ongoing corporate development:
We acquired Tebodin, a leading European provider of consulting and engineering services. Tebodin supplements our product offering for the process industry, especially the oil and gas sector, with fi rst-class engineering services.
A new joint venture that we have established with Tyazhmash, a supplier of power-plant equipment, aims to make a major contribution to the required renewal of power plants in Russia.
Another joint venture with Polish partners will allow us not only to install steel foundations for offshore wind turbines in the open sea, but also to produce the foundations ourselves.
We have reduced our shareholding in Julius Berger Nigeria, a company listed on the stock exchange in Lagos, from 49.9 percent to 39.9 percent as planned. The sale of shares led to a capital gain of €18 million, effective in the fi rst quarter of 2012. Further steps for the reduction of our involvement in Nigeria will be taken this year.
Finally, we sold 16 public-private-partnership projects in the fi rst three months of the year to the infrastructure fund that we placed on the London Stock Exchange in December. This resulted in a capital gain of €47 million. The last two projects of the tranche are currently being transferred to the Bilfi nger Berger Global Infrastructure Fund.
We effectively pushed ahead with the implementation of the 'Bilfinger Berger Escalates Strength' (BEST) strategy that we initiated at the end of 2011. Its objective is to systematically develop structures and processes within the Group in order to utilize additional growth potential on the basis of intensified cooperation between the different units of the Group and new, cross-over service offerings.
In the future, Bilfi nger Berger will no longer be a part of the construction sector on the Deutsche Börse in Frankfurt. The company, which now generates about 80 percent of its output volume with the maintenance and repair of industrial plants, power stations and real estate, will be assigned to the Industrial Products & Services sector from June 2012. Deutsche Börse thus takes account of the fundamental transformation undertaken by Bilfi nger Berger in recent years. Standard & Poor's has also placed Bilfi nger Berger in the Diversifi ed Support Services sector for its Global Industry Classifi cation Standards.
Output volume increased by 6 percent to €1,947 million in the first three months of the year. Growth was significant in all three services segments. Orders received rose by 9 percent to €2,173 million. Due to the regional concentration of the construction business, the order backlog decreased by 6 percent to €8,092 million.
EBITA increased substantially to €133 million (Q1 2011: €68 million). This figure includes contributions to earnings from the sale of 10 percent of the shares of Julius Berger Nigeria (€18 million) and from the sale of concession companies in the Concessions business segment (€47 million). These gains led to a corresponding increase in other operating income.
After deducting amortization of intangible assets from acquisitions of an unchanged €9 million, EBIT amounts to €124 million (Q1 2011: €59 million). Gross profit increased to €243 million (Q1 2011: €226 million); in relation to output volume, the gross margin is almost unchanged at 12.5 percent (Q1 2011: 12.4 percent). Selling and administrative expenses increased to €200 million (Q1 2011: €185 million), equivalent to 10.3 percent of output volume (Q1 2011: 10.1 percent).
The net interest result improved, primarily due to a lower interest expense, to minus €5 million (Q1 2011: minus €9 million). This leads to earnings from continuing operations of €119 million before taxes (Q1 2011: €50 million) and €101 million after taxes (Q1 2011: €33 million). The capital gains realized in the first quarter are almost tax free. Adjusted for this effect, the effective tax rate is 32 percent (Q1 2011: 34 percent).
After deducting profit attributable to minority interest, net profit amounts to €100 million. Net profit in Q1 2011 of €207 million also included earnings from discontinued operations of €174 million, primarily from the sale of Valemus Australia. Earnings per share in the first quarter of 2012 amount to €2.28 (Q1 2011: €4.70), of which €2.28 is from continuing operations (Q1 2011: €0.76).
Total liquidity, consisting of cash and cash equivalents as well as marketable securities, reached €806 million at the end of March (end of 2011: €847 million). Financial debt – excluding project financing on a non-recourse basis, for which Bilfinger Berger is not liable – increased slightly to €200 million (end of 2011: €186 million). Net liquidity amounted to €606 million at the end of the quarter (end of 2011: €661 million).
The net cash outflow from operating activities of €209 million (Q1 2011: net outflow of €98 million) was affected by the increase in working capital during the year; this is normal due to the seasonal nature of our business and was particularly pronounced in the reporting period. Working capital continued to be significantly negative, falling to minus €646 million at the end of March (end of 2011: minus €939 million). This was mainly caused by a decrease in liabilities.
Investing activities resulted in a net cash inflow of €51 million (Q1 2011: €392 million). Proceeds from the disposal of financial assets of €251 million (Q1 2011: €627 million) were the main factor behind the net cash inflow. They resulted primarily from the sale of concession companies in the Concessions business segment (€200 million) and from the sale of shares in Julius Berger Nigeria (€22 million). The proceeds in the first quarter of 2011 were from the sale of our business in Australia. Cash and cash equivalents of €76 million were disposed of along with the companies sold in the reporting period (Q1 2011: €202 million). Investments in financial assets resulted in a net cash outflow of €53 million (Q1 2011: €19 million). Of that total, services
segments accounted for €48 million (Q1 2011: €15 million) and the Concessions business segment accounted for €5 million (Q1 2011: €4 million). Investments in property, plant and equipment totaled €20 million (Q1 2011: €19 million), while disposals amounted to €4 million (Q1 2011: €5 million). €55 million was applied for the acquisition of marketable securities (Q1 2011: €0 million).
After taking into consideration net cash outflows of €2 million from discontinued operations (Q1 2011: net outflow of €82 million) and of €2 million from changes in foreign exchange rates (Q1 2011: net outflow of €20 million), cash and cash equivalents amounted to €751 million at the end of the first quarter (end of Q1 2011: €1,033 million).
The available liquidity and financing potential on the basis of a sound capital structure continues to offer considerable scope for investment in the expansion of our services activities.
Total assets decreased due to the sale of the concession companies to €6,116 million (end of 2011: €7,720 million). At the same time, equity increased by €365 million. In addition to earnings after taxes of €101 million, this was primarily the result of reducing the negative hedging instruments reserve by €267 million. Of that amount, €250 million is related to the sale of concession companies. The equity ratio therefore increased to 35 percent (end of 2011: 23 percent).
Due to the acquisitions in the services segments, the number of people employed by the Bilfinger Berger Group increased to 61,438 at March 31, 2012 (end of Q1 2011: 58,753). The number of people employed abroad rose to 38,206 (end of Q1 2011: 35,570), while 23,232 people were employed in Germany (end of Q1 2011: 23,183).
No significant changes have occurred with regard to opportunities and risks compared with the situation as described in Annual Report 2011. Provisions have been recognized for all discernible risks; in our assessment, no risks exist that would jeopardize the continuing existence of the Bilfinger Berger Group.
Our company has continued to develop according to plan since the interim balance sheet date. No events have occurred that are of particular significance for the Group's profitability, cash flows or financial position; our business and economic environment has not changed significantly.
Net profit in 2012 will be substantially higher than earnings from continuing operations of €220 million from financial year 2011. Rising margins and the aforementioned capital gains will lead to a significant increase in EBITA.
Output volume – excluding the effects of further acquisitions – will decrease due to concentration in the Construction business segment and the deconsolidation of the business in Nigeria.
| Overview of output volume and order situation € million |
Output volume | Orders received | Order backlog | Output volume |
|||
|---|---|---|---|---|---|---|---|
| 1-3 / 2012 | Δ in % | 1-3 / 2012 | Δ in % | 3 / 2012 | Δ in % | FY 2011 | |
| Industrial Services | 796 | +9 | 841 | -5 | 2,566 | -3 | 3,294 |
| Power Services | 275 | +9 | 385 | +16 | 1,551 | +7 | 1,157 |
| Building and Facility Services | 543 | +12 | 564 | -1 | 2,402 | +5 | 2,256 |
| Construction | 332 | -6 | 383 | +106 | 1,570 | -26 | 1,751 |
| Consolidation, other | 1 | 0 | 3 | 18 | |||
| Continuing operations | 1,947 | +6 | 2,173 | +9 | 8,092 | -6 | 8,476 |
EBITA by business segment * Q1
€ million
| 2012 | 2011 | Δ in % | FY 2011 | |
|---|---|---|---|---|
| Industrial Services | 40 | 35 | +14 | 169 |
| Power Services | 21 | 19 | +11 | 96 |
| Building and Facility Services | 16 | 12 | +33 | 94 |
| Construction | 2 | 2 | 0 | 37 |
| Concessions | 50 | 5 | +900 | 23 |
| Consolidation, other | 4 | -5 | -22 | |
| Continuing operations | +133 | +68 | +96 | 397 |
A change in the allocation of headquarters expenses at the beginning of the year 2012 led to an increase in the business segments' profi t margins of 0.3 percentage points and to a corresponding charge on headquarters. This change has no impact on the Group's net profi t. The prior-year fi gures have not been adjusted; all forward-looking statements have been made on a comparable basis. *
New framework agreements concluded in the United Kingdom
Revival of demand anticipated in project business
Further growth in output volume and EBITA margin planned
Increased investment is expected in our European markets in hydroelectric power plants and gas-storage facilities and in the United States – primarily in plant for the oil and gas industry.
At the beginning of this year, Bilfinger Berger Industrial Services concluded extensive framework agreements with the multinational companies BP, Conoco Phillips and EDF Energy for industrial services at several locations in the United Kingdom. The agreements cover periods of four to five years and have a total volume of approximately €200 million. In addition to scaffolding, insulation, corrosion protection and asbestos removal, we will provide extensive services in the areas of mechanical, electrical and measurement technology.
Neo Structo, an Indian company that we acquired as of the beginning of this year, expanded the cooperation with its long-standing client Reliance Industries in the first quarter of 2012 with additional services for the manufacture and installation of equipment.
The Industrial Services business segment developed positively: output volume continued to grow and the volume of orders received was higher than output volume. EBITA increased to €40 million (Q1 2011: €35 million).
Following strong growth in the previous financial year, an increase in output volume and a higher EBITA margin are planned for 2012, buoyed by an expected upswing in the project business in the second half of the year.
The acquisition of Tebodin, an internationally active consulting and engineering specialist based in The Hague, Netherlands, gives our engineering services a new dimension. The company employs 3,200 people and has an annual output volume of €225 million. Its main areas of business include the detailed planning of industrial plant as well as project management, procurement and construction supervision for more than 150 renowned international companies in the process industry. Its key markets are in Europe, the Middle East and the Asia-Pacific region. Tebodin is the basis for the development of a new Subgroup within our Industrial Services business segment.
| Key fi gures for Industrial Services € million |
Q1 | |||
|---|---|---|---|---|
| 2012 | 2011 | Δ in % | FY 2011 | |
| Output volume | 796 | 732 | +9 | 3,294 |
| Orders received | 841 | 884 | -5 | 3,224 |
| Order backlog | 2,566 | 2,658 | -3 | 2,476 |
| Capital expenditure on property, plant and equipment | 11 | 11 | 0 | 69 |
| EBITA | 40 | 35 | +14 | 169 |
Further growth in output volume and orders received
New orders for the modernization of power plants in Eastern Europe
Renewed increases in output volume and EBITA margin planned
In Germany, the focus is on the services business and the modernization of old power plants. It is still unclear how energy companies will react to changes in energy policy, but large individual investments are not expected in the near future. Investment in the modernization of conventional power plants and in new power plants is essential in the medium term and will open up good prospects for Bilfinger Berger. In Russia, India and the Middle East there is still high demand for power generation equipment due to those countries' economic development. And the need for maintenance and capacity expansion remains as high as ever in South Africa.
With its broad range of services for energy generation from coal, gas, renewable resources and atomic power, Bilfinger Berger Power Services is well positioned to profit from the change in Germany's energy policy and growing energy requirements in foreign markets.
In the first quarter of 2012, we were contracted to modernize the lignite-fired power plant in Bitola in Macedonia. This will enable the country's biggest power plant to fulfill modern environmental standards and to reduce emissions significantly. The contract also includes the long-term repair and maintenance of the plant. Other new projects are for the Isalnita power plant in Romania, including modern flue-gas desulfurization systems, and for the Polyarnaya power plant in Russia, which will be fitted with two high-power boilers.
Positive development in the Power Services business segment continues. Output volume continued to grow, while orders received and order backlog also increased. EBITA rose to €21 million (Q1 2011: €19 million).
Based on solid international demand, higher growth in output volume than in 2011 is planned in fiscal year 2012, accompanied by a further increase in the EBITA margin.
A newly founded joint venture between Bilfinger Berger and Tyazhmash, a supplier of power-plant equipment, aims to play a major role in the required renewal of power plants in Russia. In the modernization of Russian power plants, most of which are several decades old, the focus is on increasing efficiency and significantly improving environmental compatibility. Tyazhmash has a leading position in
the Russian power-plant sector; Bilfinger Berger will make its internationally leading expertise in furnace and boiler technology available to the joint venture. An additional advantage is that we can make an important contribution with our product portfolio so that old power plants can fulfill the current climate-protection requirements.
| Key fi gures for Power Services € million |
Q1 | |||
|---|---|---|---|---|
| 2012 | 2011 | Δ in % | FY 2011 | |
| Output volume | 275 | 252 | +9 | 1,157 |
| Orders received | 385 | 333 | +16 | 1,221 |
| Order backlog | 1,551 | 1,445 | +7 | 1,437 |
| Capital expenditure on property, plant and equipment | 3 | 2 | +50 | 14 |
| EBITA | 21 | 19 | +11 | 96 |
Rising demand for service packages
Energy effi ciency and sustainability at the focus of clients' interest
Expected growth in output volume and EBITA margin
Our clients have an increasing need for consulting and integrated facility management services. They also have a growing focus on questions concerning energy efficiency and the sustainability of their buildings. The number of tenders for the management of entire real-estate portfolios and the search for suitable partners for outsourcing solutions are increasing.
With our long-term client EADS, we have extended a framework agreement for the management of its properties at the site in Ottobrunn by two years. The contract also includes responsibility for the buildings' energy supply. Furthermore, the World Health Organization (WHO) has contracted us for the integrated facility management of its headquarters in Geneva for another five years. Our ahr subsidiary specializes in providing services in the health-care sector and has received a contract for ward services at the Salzburg University Hospital.
In the area of building construction, we took on new projects in Kiel, Stuttgart, Leipzig and Karlsruhe in the first months of the year 2012. We are in line with the trend toward long-term cost security with our 'one' offer, which guarantees our clients a building's production and operating costs over an agreed period.
In the Building and Facility Services business segment, output volume increased while orders received remained stable. EBITA rose to €16 million (Q1 2011: €12 million).
The planned sale of a majority interest in the engineering and services activities of Bilfinger Berger Nigeria will result in an overall decline in the business segment's output volume in 2012. Adjusted for this effect, we anticipate a slight increase in output volume. Despite this change and a highly competitive environment, we plan an increase in EBITA margin and earnings above the prior-year figure.
Last year, Bilfinger Berger made the strategic decision to reduce its involvement in Nigeria. The Group is thus following recent initiatives of the Nigerian government aimed at an increase of local content in the national economy.
In February 2012, we sold 10 percent of the shares in Julius Berger Nigeria (JBN), reducing our equity interest from 49.9 percent to 39.9 percent. Our shareholding in JBN is to be gradually reduced further in the future. In addition, Bilfinger Berger intends to sell a majority interest in the engineering and services activities of Bilfinger Berger Nigeria, Wiesbaden, to Julius Berger Nigeria in the current year.
| Key fi gures for Building and Facility Services € million |
Q1 | |||
|---|---|---|---|---|
| 2012 | 2011 | Δ in % | FY 2011 | |
| Output volume | 543 | 486 | +12 | 2,256 |
| Orders received | 564 | 567 | -1 | 2,363 |
| Order backlog | 2,402 | 2,284 | +5 | 2,369 |
| Capital expenditure on property, plant and equipment | 2 | 2 | 0 | 16 |
| EBITA | 16 | 12 | +33 | 94 |
Strategic focus on energy and mobility
High order backlog reduced as planned
Further increase in EBITA margin planned
In Germany, demand for engineering services will receive substantial stimulus from the required modifications to the country's energy supply, distribution and storage infrastructure. Substantial investment in engineering projects is essential also in the other countries of the European Union in order to meet the targets that have been set for climate protection.
Growing efforts for the improvement of mobility are to be expected in the future above all in the countries of Scandinavia. Good opportunities also exist in Germany in projects requiring high levels of technological and management expertise. In February 2012, Bilfinger Berger gained two contracts for the expansion of the urban railway networks in Berlin. The two new routes are being constructed in the city center and have a total volume of €230 million.
Output volume in the Construction business segment decreased as planned, while the high order backlog was further reduced. Due to two major contracts for the development of public transport in Berlin, orders received were significantly higher than the comparable prior-year volume. EBITA amounted to €2 million, as in the first quarter of 2011.
Output volume will decrease following the conclusion of a major project in 2012, reaching a magnitude that has been targeted for quite some time. The improved risk structure and an increasing focus on areas with higher margins will allow for a further improvement in the EBITA margin.
The growing need for electricity generated in an environmentally friendly manner is the driver of a joint venture that Bilfinger Berger initiated in April 2012: together with Polish partners, we will produce steel foundations for offshore wind turbines in Szczecin, Poland. This will put us in a position not only to install the foundations on the seabed, but also to produce them ourselves in advance.
The increased vertical integration will provide Bilfinger Berger with an important competitive advantage, which we intend to utilize to permanently secure our leading market position for the installation of foundations in the open sea. Bilfinger Berger is already responsible for the foundations of approximately one third of all the wind turbines planned in the North Sea and the Baltic Sea. We expect demand in this business to continue its dynamic development.
| Key fi gures for Construction € million |
Q1 | |||
|---|---|---|---|---|
| 2012 | 2011 | Δ in % | FY 2011 | |
| Output volume | 332 | 352 | -6 | 1,751 |
| Orders received | 383 | 186 | +106 | 971 |
| Order backlog | 1,570 | 2,127 | -26 | 1,506 |
| Capital expenditure on property, plant and equipment | 3 | 2 | +50 | 26 |
| EBITA | 2 | 2 | 0 | 37 |
Preferred bidder for police stations in England
16 projects sold to infrastructure fund
Signifi cant increase in EBITA due to capital gains
Bilfinger Berger's most important markets for public-private partnerships are still Australia, Canada, the United Kingdom and selected countries in Continental Europe. In those markets, public-private partnerships are regarded as an established public-sector procurement model for the expansion and renewal of infrastructure. In Canada, a number of promising transport and state health-care projects are currently on the market. The British government is pressing ahead with the PPP model and recently started an initiative for its further development and increased use.
In Avon and Somerset in the southwest of England, a consortium led by Bilfinger Berger was named preferred bidder in February for the privately financed realization of police properties at four sites. The project company, in which we hold a 70 percent stake, will design, finance, construct and operate a police headquarters building as well as six additional functional buildings with a concession period of 25 years. The investment volume is approximately €95 million and the Group will contribute equity capital of approximately €6 million.
The key figures of the Concessions business segment reflect the sale during the first quarter of 16 projects to the infrastructure fund we launched on the London Stock Exchange in December. As a result, our concessions portfolio comprised 15 projects as of the interim balance sheet date. With a total equity commitment of €269 million, an amount of €155 million had been paid into project companies. EBITA increased to €50 million (Q1 2011: €5 million) due to the capital gain of €47 million realized on the sale of projects.
The sale of 18 projects to the infrastructure fund will lead to a capital gain of approximately €50 million in 2012, but at the same time will reduce the profit generated from operations. Overall, EBITA will double compared to 2011.
In December 2011, Bilfinger Berger placed the Global Infrastructure Fund on the London Stock Exchange, and thus carried out one of very few successful public offerings in last year's difficult capital market. The fund volume amounts to approximately €245 million. 80.1 percent of the shares were acquired by institutional investors at a pre-determined price. Bilfinger Berger invested nearly €50 million in the fund and thus holds 19.9 percent of the equity capital.
During the first quarter, we sold 16 projects to the fund, resulting in proceeds of €200 million. The last two projects from a tranche of 18 projects are currently being transferred. The total capital gain will thus amount to approximately €50 million. Overall, this will lead to a net cash inflow of €240 million. With this fund, we have created a new vehicle for the future marketing of our projects; on the basis of a cooperation agreement, we can offer the Global Infrastructure Fund additional mature projects in the future.
| Key fi gures for Concessions Number / € million |
Q1 | ||||
|---|---|---|---|---|---|
| 2012 | 2011 | FY 2011 | |||
| Projects in portfolio | 15 | 30 | 30 | ||
| thereof under construction | 7 | 11 | 8 | ||
| Committed equity | 269 | 362 | 383 | ||
| thereof paid-in | 155 | 164 | 225 | ||
| EBITA | 50 | 5 | 23 | ||
| Equity investment by region in Q1 2012 | 26 % Australia | 17 % Germany | |||
| €269 million | 15 % United Kingdom | ||||
| 23 % Canada | 19 % Rest of Europe | ||||
| Consolidated income statement | January 1 - March 31 | ||
|---|---|---|---|
| € million | 2012 | 2011 | |
| Output volume from continuing operations (for information only) | 1,947 | 1,829 | |
| Revenue | 1,901 | 1,786 | |
| Cost of sales | -1,658 | -1,560 | |
| Gross profit | 243 | 226 | |
| Selling and administrative expenses | -200 | -185 | |
| Other operating income and expense | 78 | 13 | |
| Income from investments accounted for using the equity method | 3 | 5 | |
| Earnings before interest and taxes (EBIT) | 124 | 59 | |
| Net interest result | -5 | -9 | |
| Earnings before taxes | 119 | 50 | |
| Income tax expense | -18 | -17 | |
| Earnings after taxes from continuing operations | 101 | 33 | |
| Earnings after taxes from discontinued operations | 0 | 174 | |
| Earnings after taxes | 101 | 207 | |
| thereof minority interest | 1 | 0 | |
| Net profit | 100 | 207 | |
| Average number of shares (in thousands) | 44,140 | 44,140 | |
| Earnings per share (in €) 1 | 2.28 | 4.70 | |
| thereof from continuing operations thereof from discontinued operations |
2.28 0.00 |
0.76 3.94 |
Basic earnings per share are equal to diluted earnings per share. 1
| Consolidated statement of comprehensive income | January 1 - March 31 | |||
|---|---|---|---|---|
| € million | 2012 | 2011 | ||
| Earnings after taxes | 101 | 207 | ||
| Gains / losses on fair-value measurement of securities | ||||
| Unrealized gains / losses | 1 | 0 | ||
| Income taxes on unrealized gains / losses | 0 | 0 | ||
| 1 | 0 | |||
| Gains / losses on hedging instruments | ||||
| Unrealized gains / losses | 14 | 40 | ||
| Reclassifications to the income statement | 331 | -7 | ||
| Income taxes on unrealized gains / losses | -89 | -9 | ||
| 256 | 24 | |||
| Currency translation differences | ||||
| Unrealized gains / losses | 10 | -45 | ||
| Reclassifications to the income statement | -15 | -58 | ||
| -5 | -103 | |||
| Actuarial gains / losses from pension plans | ||||
| Unrealized gains / losses | 1 | 0 | ||
| Income taxes on unrealized gains / losses | 0 | 0 | ||
| 1 | 0 | |||
| Gains / losses on investments accounted for using the equity method | ||||
| Unrealized gains / losses | 3 | 9 | ||
| Reclassifications to the income statement | 8 | 0 | ||
| 11 | 9 | |||
| Other comprehensive income after taxes | 264 | -70 | ||
| Total comprehensive income after taxes | 365 | 137 | ||
| attributable to shareholders of Bilfinger Berger SE | 363 | 138 | ||
| attributable to minority interest | 2 | -1 |
Equity and liabilities
€ million
Assets
| March 31, 2012 |
Dec. 31, 2011 |
|
|---|---|---|
| Non-current assets | ||
| Intangible assets | 1,590 | 1,561 |
| Property, plant and equipment | 656 | 647 |
| Investments accounted for using the equity method | 99 | 68 |
| Receivables from concession projects | 405 | 377 |
| Other financial assets | 242 | 273 |
| Deferred tax assets | 164 | 164 |
| 3,156 | 3,090 | |
| Current assets | ||
| Inventories | 180 | 199 |
| Receivables and other financial assets | 1,805 | 1,742 |
| Current tax assets | 31 | 31 |
| Other assets | 82 | 50 |
| Marketable securities | 55 | 0 |
| Cash and cash equivalents | 751 | 847 |
| Assets classified as held for sale (Concessions) | 56 | 1,761 |
| 2,960 | 4,630 | |
| Total | 6,116 | 7,720 |
| Equity | ||
| Equity attributable to shareholders of Bilfinger Berger SE | 2,151 | 1,788 |
| Minority interest | 7 | 5 |
| 2,158 | 1,793 | |
| Non-current liabilities | ||
| Retirement benefit obligation | 326 | 325 |
| Provisions | 57 | 60 |
| Financial debt, recourse | 189 | 181 |
| Financial debt, non-recourse | 354 | 339 |
| Other financial liabilities | 117 | 128 |
| Deferred tax liabilities | 133 | 126 |
| 1,176 | 1,159 | |
| Current liabilities | ||
| Current tax liabilities | 88 | 88 |
| Provisions | 716 | 755 |
| Financial debt, recourse | 11 | 5 |
| Financial debt, non-recourse | 5 | 9 |
| Other financial liabilities | 1,652 | 1,829 |
| Other liabilities | 288 | 287 |
| Liabilities classified as held for sale (Concessions) | 22 | 1,795 |
| 2,782 | 4,768 | |
7,720
6,116
Total
1,803 138 0
0 -1 1,940
Other reserves
1,812 137 0
9 -1 0
0 0 8
0 -1 1,948
Balance at January 1, 2011 Total comprehensive income Dividends paid out Changes in ownership interest without change in control Other changes Balance at March 31, 2011 Treasury shares Currency translation reserve Retained and distributable earnings Hedging instruments reserve Fair value measurement of securities reserve Capital reserve Share capital Total -100 0 0 0 0 -100 116 -102 0 0 0 14 -172 33 0 0 0 -139 0 0 0 0 0 0 1,062 207 0 0 -1 1,268 759 0 0 0 0 759 138 0 0 0 0 138
| Balance at January 1, 2012 | 138 | 759 | 1,338 | 2 | -383 | 34 | -100 | 1,788 | 5 | 1,793 |
|---|---|---|---|---|---|---|---|---|---|---|
| Total comprehensive income | 0 | 0 | 101 | 1 | 266 | -5 | 0 | 363 | 2 | 365 |
| Dividends paid out | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Changes in ownership interest without change in control |
0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Other changes | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Balance at March 31, 2012 | 138 | 759 | 1,439 | 3 | -117 | 29 | -100 | 2,151 | 7 | 2,158 |
| Consolidated statement of cash flows | January 1 - March 31 | |||
|---|---|---|---|---|
| € million | 2012 | 2011 | ||
| Cash earnings from continuing operations | 139 | 71 | ||
| Change in working capital | -281 | -160 | ||
| Gains on disposals of non-current assets | -67 | -9 | ||
| Cash fl ow from operating activities of continuing operations | -209 | -98 | ||
| Cash fl ow from investing activities of continuing operations | 51 | 392 | ||
| Proceeds from the disposal of property, plant and equipment | 4 | 5 | ||
| Proceeds from the disposal of financial assets | 251 | 627 | ||
| Disposal of cash and cash equivalents from the sale of concession projects (previous year: Valemus) | -76 | -202 | ||
| Investments in property, plant and equipment | -20 | -19 | ||
| Investments in financial assets | -53 | -19 | ||
| Change in marketable securities | -55 | 0 | ||
| Cash fl ow from fi nancing activities of continuing operations | 0 | -2 | ||
| thereof repayment of debt / borrowing | 0 | -2 | ||
| Change in cash and cash equivalents of continuing operations | -158 | 292 | ||
| Cash flow from operating activities of discontinued operations | -2 | -74 | ||
| Cash flow from investing activities of discontinued operations | 0 | -3 | ||
| Cash flow from financing activities of discontinued operations | 0 | -5 | ||
| Change in cash and cash equivalents of discontinued operations | -2 | -82 | ||
| Change in value of cash and cash equivalents due to changes in foreign exchange rates | -2 | -20 | ||
| Cash and cash equivalents at January 1 | 847 | 537 | ||
| Cash and cash equivalents of discontinued operations at January 1, 2011 (+) | - | 306 | ||
| Cash and cash equivalents classified as assets held for sale (Concessions) at January 1, 2012 (+) | 68 | - | ||
| Cash and cash equivalents classified as assets held for sale (Concessions) at March 31, 2012 (-) | 2 | - | ||
| Cash and cash equivalents at March 31 | 751 | 1,033 |
Segment reporting corresponds to our internal reporting by business segment.
At the beginning of the financial year, the key performance indicator for operating profit of the business units as well as the Group – and, consequently, earnings in segment reporting – was changed from earnings before interest and taxes (EBIT) to earnings before interest, taxes and amortization on intangible assets from acquisitions (EBITA). This allows for better comparability of the results of existing business operations and new acquisitions. The prior-year figures have been adjusted to the new reporting format.
EBIT will continue to be reported. The reconciliation of EBIT to earnings before taxes from continuing operations is derived from the consolidated income statement.
| Segment reporting Q1 € million |
Output volume | External revenues | Internal revenues | EBITA Amortization of intangible assets from acquisitions |
EBIT | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2012 | 2011 | 2012 | 2011 | 2012 | 2011 | 2012 | 2011 | 2012 | 2011 | 2012 | 2011 | |
| Industrial Services | 796 | 732 | 787 | 727 | 10 | 6 | 40 | 35 | -5 | -5 | 35 | 30 |
| Power Services | 275 | 252 | 273 | 252 | 1 | 0 | 21 | 19 | -1 | -1 | 20 | 18 |
| Building and Facility Services | 543 | 486 | 504 | 453 | 5 | 3 | 16 | 12 | -3 | -3 | 13 | 9 |
| Construction | 332 | 352 | 270 | 298 | 2 | 3 | 2 | 2 | 0 | 0 | 2 | 2 |
| Concessions | 17 | 18 | 45 | 54 | 0 | 0 | 50 | 5 | 0 | 0 | 50 | 5 |
| Consolidation, other | -16 | -11 | 22 | 2 | -18 | -12 | 4 | -5 | 0 | 0 | 4 | -5 |
| Continuing operations | 1,947 | 1,829 | 1,901 | 1,786 | 0 | 0 | 133 | 68 | -9 | -9 | 124 | 59 |
The interim consolidated financial statements as of March 31, 2012 have been prepared in accordance with the guidelines of the International Accounting Standards Board (IASB), London, as were the consolidated financial statements for the year 2011, and comply with the requirements of IAS 34. They do not provide all of the information and disclosures included in complete consolidated financial statements and are therefore to be read in conjunction with the consolidated financial statements as of December 31, 2011. The accounting and measurement methods explained in the notes to the consolidated financial statements for the year 2011 have been applied unchanged.
23
With effect from February 13, 2012, we have acquired the Indian company Neo Structo, Surat, for a price of €40 million. The company has 1,600 employees and output volume of €60 million. The acquisition had no material effects on the interim financial statements as of March 31, 2012.
On December 31, 2011, 18 projects in the Concessions business segment were reported as a disposal group, and 16 of these were sold to the Bilfinger Berger Global Infrastructure Fund in the first quarter.
The concession companies still reported as a disposal group as of March 31, 2012 include the British M80 road project accounted for using the equity method and the fully consolidated German building project District Administration Center, Unna. The assets and liabilities of the disposal group classified as held for sale are comprised as follows:
| € million | ||
|---|---|---|
| March 31, 2012 |
Dec. 31, 2011 |
|
| Assets | ||
| Receivables from concession projects | 23 | 1,505 |
| Other non-current assets | 30 | 176 |
| Current assets | 1 | 12 |
| Cash and cash equivalents | 2 | 68 |
| Assets classifi ed as held for sale | 56 | 1,761 |
| Liabilities | ||
| Financial debt, non-recourse | 20 | 1,415 |
| Other liabilities | 2 | 380 |
| Liabilities classified as held for sale | 22 | 1,795 |
The disposal group's cumulative expense recognized in other comprehensive income after taxes as of March 31, 2012 amounts to €2 million (December 31, 2011: €241 million).
In the first quarter of 2012, 16 concession projects were sold to the listed Bilfinger Berger Global Infrastructure Fund. The projects sold comprise availability-based road projects and social infrastructure projects across the key markets Continental Europe, the United Kingdom, Canada and Australia. Of these, 9 companies were fully consolidated and 7 were accounted for using the equity method. In the case of one fully-consolidated project, only 50 percent of the shares were sold. The remaining equity interests are accounted for using the equity method. Initial measurement was at fair value. No gain on remeasurement was made.
The overall effects of the sale were as follows:
| Effects at the time of sale | |
|---|---|
| € million | March 31, 2012 |
| Receivables from concession projects | -1,472 |
| Other non-current assets | -144 |
| Current assets | -13 |
| Cash and cash equivalents | -76 |
| Total assets | -1,705 |
| Financial debt, non-recourse | -1,383 |
| Other liabilities | -378 |
| Total liabilities | -1,761 |
| Disposal of net assets | 56 |
| Derecognition of minority interest | -1 |
| Reclassifi cation of other comprehensive income into the income statement | -236 |
| Recognition of remaining equity interest at fair value | 14 |
| Recognition of loans to companies accounted for using the equity method | 14 |
| Other changes | -209 |
| Sale price | 200 |
| Net gain on the disposal and remeasurement of remaining equity interest | 47 |
Discontinued operations included Valemus Australia, which was sold in financial year 2011, as well as the construction activities in the North American market which were also abandoned in financial year 2011.
Earnings from discontinued operations are comprised as follows:
| € million | January 1 - March 31 | |
|---|---|---|
| 2012 | 2011 | |
| Output volume (for information only) | 0 | 512 |
| Revenue | 0 | 421 |
| Expenses / income | 0 | -404 |
| EBIT | 0 | 17 |
| Net interest result | 0 | 2 |
| Earnings before taxes | 0 | 19 |
| Income tax expense | 0 | -6 |
| Earnings after taxes | 0 | 13 |
| Gain on the sale of Valemus Australia | 0 | 161 |
| Earnings after taxes from discontinued operations | 0 | 174 |
Earnings after taxes from discontinued operations were fully attributable to the shareholders of Bilfinger Berger SE in the previous year.
Revenue does not include our proportion of output volume generated by joint ventures. In order to present the Group's entire output volume in the interest of more complete information, we therefore also disclose our output volume in the consolidated income statement. It amounts to €1,947 million for the first quarter of this year (Q1 2011: €1,829 million).
Scheduled amortization, unchanged at €9 million, was carried out on intangible assets from acquisitions and is included in cost of sales. Depreciation of property, plant and equipment and amortization of other intangible assets amount to €29 million (Q1 2011: €31 million).
| € million | January 1 - March 31 | |
|---|---|---|
| 2012 | 2011 | |
| Interest income | 5 | 4 |
| Current interest expense | -5 | -7 |
| Interest expense from additions to retirement benefi t obligation | -4 | -4 |
| Interest expense | -9 | -11 |
| Income / expense on securities | 1 | 0 |
| Interest expense for minority interest | -2 | -2 |
| Other fi nancial expense | -1 | -2 |
| Total | -5 | -9 |
| € million | ||
|---|---|---|
| March 31, | Dec. 31, | |
| 2012 | 2011 | |
| Goodwill | 1,468 | 1,434 |
| Intangible assets from acquisitions | 101 | 106 |
| Other intangible assets | 21 | 21 |
| Total | 1,590 | 1,561 |
27
| € million | ||
|---|---|---|
| March 31, | Dec. 31, | |
| 2012 | 2011 | |
| Cash and cash equivalents | 751 | 847 |
| Marketable securities | 55 | 0 |
| Total liquidity | 806 | 847 |
| Financial debt, recourse – non-current | 189 | 181 |
| Financial debt, recourse – current | 11 | 5 |
| Financial debt, recourse | 200 | 186 |
| Net liquidity | 606 | 661 |
Marketable securities include interest-bearing, highly-liquid securities.
The composition of these items is explained under Note 3 'Acquisitions, disposals, discontinued operations'.
The classification of equity and changes in equity are presented in the interim consolidated financial statements in the table "consolidated statement of changes in equity".
Equity increased by €365 million during the first quarter of 2012. Earnings after taxes increased equity by €101 million. Of that total, €1 million was attributable to minority interests.
Gains and losses not affecting profit and loss increased equity by another €264 million. Those gains and losses primarily reflect a reduction in the negative fair values of hedges in an amount of €267 million, of which €250 million resulted from the sale of 16 concession companies. The hedging instruments relate primarily to interest-rate derivatives used in the concessions business for the long-term financing of project companies. The non-recourse character of this project financing calls for long-term, predictable interest cash flows and thus requires longterm, static hedging against the risk of interest-rate fluctuations. Changes in market values occurring in this context must be reflected in the balance sheet, but they have no impact on the development of the Group due to the closed project structure.
Bilfinger Berger has held 1,884,000 treasury shares since April 2008. They account for €5,652,000 or 4.1 percent of the share capital at the interim balance sheet date. No cancellation of the treasury shares is currently planned.
Most of the transactions between fully consolidated companies of the Group and related companies or persons involve associates and joint ventures.
Contingent liabilities of €114 million (December 31, 2011: €150 million) relate to guarantees, primarily provided for subsidiaries that have meanwhile been sold. Bilfinger Berger is indemnified by the respective purchasers against any risk arising from those guarantees. In addition, we are jointly and severally liable as partners in companies constituted under the German Civil Code, and in connection with consortiums and joint ventures.
Mannheim, May 8, 2012
Bilfinger Berger SE The Executive Board
Roland Koch
Joachim Enenkel Joachim Müller
Thomas Töpfer
| Key figures on our shares € per share |
January 1 - March 31 | ||
|---|---|---|---|
| 2012 | |||
| Highest price | 77.40 | ||
| Lowest price | 65.26 | ||
| Closing price 1 | 70.43 | ||
| Book value 2 | 48.73 | ||
| Market value/book value 1, 2 | 1.4 | ||
| Market capitalization 1, 3 | in € million | 3,241 | |
| MDAX weighting 1 | 3.3% | ||
| Number of shares 1, 3 | in thousands | 46,024,127 | |
| Average XETRA daily volume | no. of shares | 190,859 |
All price details refer to XETRA trading
Based on March 31, 2012
Balance sheet shareholder's equity excluding minority interest
Including treasury shares 3
| ISIN / stock exchange symbol | DE0005909006 / GBF |
|---|---|
| WKN | 590 900 |
| Stock exchange symbol | GBF |
| Main listing | XETRA / Frankfurt |
| Deutsche Börse segment | Prime Standard |
| Share indices | MDAX, Prime Construction Perf. Idx., DivMSDAX, DJ STOXX 600, DJ EURO STOXX, DJ EURO STOXX Select Dividend 30 |
August 9, 2012 Interim Report Q2 2012 November 14, 2012 Interim Report Q3 2012
All statements made in this report that relate to the future have been made in good faith and based on the best knowledge available. However, as those statements also depend on factors beyond our control, actual developments may differ from our forecasts.
© May 2012 Bilfinger Berger SE
31
Andreas Müller Phone +49-6 21-4 59-23 12 Fax +49-6 21-4 59-27 61 E-mail: [email protected]
Martin Büllesbach Phone +49-6 21-4 59-24 75 Fax +49-6 21-4 59-25 00 E-mail: [email protected]
Carl-Reiß-Platz 1-5 68165 Mannheim, Germany Phone +49-6 21-4 59-0 Fax +49-6 21-4 59-23 66
You will find the addresses of our branches and affiliates in Germany and abroad in the Internet at www.bilfinger.com
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