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Clariant AG — Interim / Quarterly Report 2004
Nov 25, 2004
856_10-q_2004-11-25_829432d4-1d46-4063-a51a-c38054ac6ad3.pdf
Interim / Quarterly Report
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Clariant International AG
Rothausstrasse 61 CH-4132 Muttenz 1/ Switzerland November 9, 2004
News Release
Clariant Posts Strong 9-Month Results Sales and Cash Flow Significantly Higher
- Sales grew 7% in local currency terms, to CHF 6.550 billion; volume up 10%
- Net income rose sharply, to CHF 170 million, from CHF 49 million loss
- Strong sales in Americas and Asia; modest growth in Europe
- Improved pricing trend in nearly all businesses
- Operating cash flow surged to CHF 561 million, from CHF 164 million
- Transformation Program well on-track
Key Financial Group Figures (in CHF mn)
| Nine Months | 2004 | % ofsales | 2003 | 20031 | % ofsales | % Changevs. like-for-like | |
|---|---|---|---|---|---|---|---|
| (reported) | (like-for-like) | CHF | LC | ||||
| Sales | 6,550 | 100.0 | 6,402 | 6,159 | 100.0 | +6 | +7 |
| Gross profit | 2,106 | 32.2 | 2,062 | 1,984 | 32.2 | +6 | +7 |
| EBITDA* | 746 | 11.4 | 696 | 648 | 10.5 | +15 | +18 |
| EBITDA before exceptional items* | 760 | 11.6 | 774 | 724 | 11.8 | +5 | +7 |
| Operating income before exceptionalitems and amortization of goodwill* | 517 | 7.9 | 505 | 466 | 7.6 | +11 | +13 |
| Operating income | 469 | 7.2 | 297 | 258 | 4.2 | +82 | +89 |
| Net income/ loss | 170 | 2.6 | -11 | -49 | - | - | |
| Operating Cash Flow | 561 | 164 |
| as per | Sep 04 | Dec 03 | Sep 03 |
|---|---|---|---|
| Net debt* | 1,304 | 2,905 | 3,487 |
| Equity | 2,242 | 1,176 | 1,015 |
| Gearing | 57% | 234% | 323% |
| Number of employees | 25,082 | 27,008 | 27,671 |
| Third Quarter | 2004 | % ofsales | 2003 | 20031 | % ofsales | % Changevs. like-for-like | |
|---|---|---|---|---|---|---|---|
| (reported) | (like-for-like) | CHF | LC | ||||
| Sales | 2,131 | 100.0 | 2,129 | 2,041 | 100.0 | +4 | +9 |
| Gross profit | 647 | 30.4 | 650 | 622 | 30.4 | +4 | +8 |
| EBITDA* | 245 | 11.5 | 183 | 166 | 8.1 | +48 | +60 |
| EBITDA before exceptional items* | 215 | 10.1 | 225 | 206 | 10.1 | +4 | +6 |
| Operating income before exceptional | 130 | 6.1 | 135 | 121 | 5.9 | +7 | +9 |
| items and amortization of goodwill* | |||||||
| Operating income | 152 | 7.1 | 84 | 70 | 3.4 | - | - |
| Net income/ loss | 44 | 2.1 | 38 | 25 | 1.2 | - | - |
| Operating Cash Flow | 241 | 217 | |||||
| 1 |
The numbers for 2003 were like-for-like to account for the sales of business activities in 2003. Sales in 2003: Cellulose Ethers of Division Functional Chemicals and AP Chemicals, UK, of Division Life Science and Electronic Chemicals. All activities were sold effective as per the end of 2003.
* See Definitions of Terms of Financial Measurements on page 13
MUTTENZ, Switzerland – Nov. 9, 2004 -- Clariant reported strong results for the first nine months of the year, with sales on a like-for-like basis increasing 7% in local currency terms and operating margins before exceptional items improving to 7.9%, from 7.6%.
Growth was in evidence across all regions, especially in the Americas and in Asia, while signs of recovery were visible in Europe. Sales in the Third Quarter were particularly robust, up 9% in local currency terms. The company reported a better pricing climate for its products and said it will continue to increase prices.
Among the other financial highlights, operating income before exceptional items and amortization of goodwill improved to CHF 517 million from CHF 466 million over the same period in 2003, while operating cash flow surged to CHF 561 million, from CHF 164 million.
Sales in local currency terms on a like-for-like basis over the nine-month period totalled CHF 6.550 billion, up from CHF 6.159 billion a year earlier. Volume growth – at 10% was again particularly strong. Sales growth on a continuing basis was strongest in the Americas region, up 11% in local currency terms, followed by Asia, Australia and Africa, at 9%, with European sales up 2%.
Gross profit rose by 6% to CHF 2.106 billion, from CHF 1.984 billion, while Earnings Before Interest, Tax, Depreciation and Amortization (EBITDA) grew 15%, to CHF 746 million, from CHF 648 million. Net debt dropped substantially during the period, to CHF 1.304 billion, from CHF 3.487 billion a year earlier.
Business Growing Well Amid Transformation Process
The company also reported good progress on its Transformation Program, which is creating efficiencies throughout the organization, cutting cost and enabling a sharper focus on businesses where it already has or is able to gain a competitive advantage.
"These results demonstrate what determination and hard work can achieve," said Clariant Chief Executive Roland Loesser. "We have been able to substantially grow the business while simultaneously driving costs down and creating a revitalized company with excellent long-term prospects. This is exactly what is demanded by the competitive marketplace we are in."
Strength Visible Across Nearly All Businesses
Growth was strong across most businesses units, particularly in service-driven areas. Businesses still under considerable pressure include Textile Dyes and Pharma Chemicals, where overcapacities in the industry prevent satisfactory performance.
Functional Chemicals reported a 13% increase in local currency terms, followed by Masterbatches, at 8%, Pigments & Additives at 6% and Textile, Leather & Paper Chemicals, at 4%. Only Life Science Chemicals posted negative numbers, with a 4% decline. EBITDA margins before exceptional items improved in every division, particularly in Pigments & Additives, where they rose to 16.4%, from 14.6% due to better capacity utilization, and in Masterbatches, where they climbed to 12.6%, from 11.3% because of stronger volumes.
Clariant's focus on innovative, service-driven business has begun to show results, with the company receiving good feedback on two new market-leading businesses it launched in the Third Quarter. Exolit OP®, a range of halogen-free flame retardants that conform to new European environmental directives, provides technical advantages and cost-effective solutions. The range is now being used in plastics for equipment made by major electronic manufacturers.
In addition, Licocene®, a range of metallocene waxes, is being used by numerous customers as a bonding and coupling agent in glass fiber reinforced polymers and as dispersion agent in pigment preparations and coatings. Their exceptional properties enable Clariant to provide tailor-made waxes according to individual customer specifications in the plastics, coatings and automotive industries. Response so far to both the Exolit OP® and Licocene® ranges has been very encouraging.
Clariant Holds Broadly Positive Outlook
Mr. Loesser issued a broadly positive outlook for the company for the remainder of the year, expecting continuing sales and operating income, excluding performance improvement costs, to be above 2003 levels. "We are very confident about our overall targets because we have already achieved substantial savings this year," he said. "In addition, the significant improvement of our cash flow is a clear indication that the program is taking hold."
Mr. Loesser confirmed the on-time achievement of the program's objectives, namely at least CHF 100 million in cost reductions this year and approx. another CHF 300 million in 2005. "We are moving into the intense implementation part of the program, and we are confident that this is when many of the long-term benefits will be generated."
"Clariant should continue to grow above the market amid a positive macro economic climate," Mr. Loesser said. "We expect good progress on our Transformation Program in the Fourth Quarter and beyond, which will sustainably improve our performance."
-end-
Financial Review
Financial Discussion
Economic Environment
Market conditions developed positively worldwide. Global economic growth continued, particularly strong in the U.S., China and the rest of Asia. However, there was reduced momentum in the Third Quarter compared to the first two Quarters of the year. Europe's economic recovery continued while the relatively high level of the British pound hampered the UK recovery. Geopolitical risks remained. Raw material prices were higher in the Third Quarter 2004 compared to the previous quarters as oil and gas prices increased further.
The major European currencies developed positively against the Swiss Franc. However, the U.S. Dollar and currencies in Asia and Latin America declined significantly versus the Franc.
Compared to the sales-weighted average exchange rates of the third three months of the previous year, the exchange rate of the British Pound (up 5%), Euro (up 3%) and Japanese Yen (up 1%) continued to appreciate against the Swiss Franc; whereas the most important currency that was significantly lower against the Swiss Franc was the US Dollar (-7%). Besides that, most Latin American and Asian currencies lost value versus the Franc.
Overall, the revaluation difference of major currencies caused a negative impact on group sales from continuous operations from exchange rate changes by negative 4% on a yearon-year basis.
Sales and Operating Result
Sales for the group from continuing operations in the Third Quarter of 2004 were 7% higher in local currency terms and 3% higher in Swiss Francs. The corresponding figures on a like-for-like basis were 9% higher in local currencies and 4% higher in Swiss Francs. Strong volume growth in the Third Quarter amounted to a 10% increase (9% for continuing operations) over the nine-month period, compared with the same period last year, offsetting the decline in average prices of 3%. The Third Quarter saw an improvement in the pricing climate, with several businesses able to increase prices. All divisions -- with the exception of LSE, where sales were mostly flat -- increased sales in local currencies, reinforcing the trend observed in the previous Quarters. This represented a considerable achievement in a continuously improving trading environment.
The slight increase of the gross margin in the Third Quarter 2004 resulted from a combination of factors. The healthy volume growth and consequently better capacity utilization, helped the gross margin and was able offset lower selling prices, higher raw material costs and a one-time devaluation of inventory related to a fire at Lancaster Synthesis in the U.K. On a sequential basis, the gross profit margin was lower in the Third Quarter than in the first two, a pattern similar to the respective Quarters from a year ago.
Marketing and distribution costs in relation to sales decreased compared to the Third Quarter of the previous year (to 14.8% from 15.1%). Variable costs in percentage of sales terms declined and fixed costs decreased slightly in absolute terms.
Administration and general overheads in the Third Quarter increased both in absolute terms and as a percentage of sales to 6.4%, from 5.8%. The main reason for this development was non-recurring costs related to the Transformation Program (e.g. I.T. and consultant costs) recorded during the current Quarter.
Restructuring expenses of CHF 22 million in the Third Quarter included mainly restructuring activities in the Textile, Leather and Paper division in Switzerland. The restructuring activities are a part of the worldwide Performance Improvement Program.
Three businesses were sold as of September 30, 2004. The book gain on disposals in the 3rd Quarter of CHF 51 million refers to a gain related to the sale of the AZ Electronic Material business unit, and book losses related to the sale of the minority stake in SF-Chem and the disposal of the worldwide businesses of Lancaster Synthesis.
Interest Expenses were further cut because of debt repayment in 2004. Average gross financial debt was reduced from CHF 4.1 billion in 2003 to CHF 3.4 billion in 2004. Exchange rate losses amounted to CHF 28 million in the Third Quarter 2004. This was due to exchange rate variances mainly related to asset sales.
Tax expenses were influenced by an increasing proportion of profits generated in countries with high tax rates. In addition, the tax rate increased because some restructuring costs generated losses for which no tax assets were capitalized. Nevertheless the improvement in operating performance helped to reduce the tax rate compared to 2003. In addition, tax planning measures contributed to a reduction of the overall tax expenses.
Net income for the Third Quarter of 2004 was CHF 44 million, compared to CHF 38 million as reported in the same period a year earlier.
Balance Sheet Key Figures
Total assets increased from CHF 8.003 billion in December 2003 to CHF 8.159 billion at the end of September. The main factor contributing to this development was the capital increase that took place at the end of April. Net of all related costs this transaction contributed CHF 875 million to the Group's equity. Another factor was the total proceeds from disposal activities which took place at end September and replaced the carrying value of some assets with cash and as a result long-term assets shrank while current assets increased. A part of the proceeds from capital increase and disposal activities was used to pay back financial debt, while the amount of CHF 400 million was temporarily invested in short-term deposits, thus substantially increasing Other Current Assets. Apart from these, assets and liabilities remained fairly stable compared to December 2003. Equity was affected positively by currency trends during the Third Quarter. While after the first half, a negative effect of changes in FX rates in the amount of CHF 27 million was reported. This was a positive amount of CHF 48 million for the first nine months of 2004. The currencies most heavily contributing to this development were the Euro and the Brazilian real. Together with the capital increase, and the result of the reporting period, this increased equity from CHF 1.176 billion at the end of 2003 to CHF 2.242 billion at the end of September 2004.
Net debt on September 30 declined to CHF 1.304 billion from CHF 2.905 billion on December 31, 2003, as a result mainly of the capital increase, and the proceeds from the asset sales as well as the improved operating cash flow performance.
Gearing, which reflects net financial debt in relation to equity capital, including minorities, declined from 234% on December 31, 2003 to 57% at the end of September 2004. The calculation of this figure takes into account short and long-term financial debt less cash and cash equivalents, but also the amount of CHF 400 million of short-term deposits that are reported in Other Current Assets in the Balance Sheet.
Cash Flow
Cash flow (from operating activities before changes in working capital) was CHF 150 million for the Third Quarter of 2004 compared with CHF 110 million for the Third Quarter of 2003 and CHF 393 million for the first half of 2004. The operating cash flow of the first nine months of 2004 was CHF 543 million compared to CHF 429 million for first nine months of 2003. The increased operating cash flow was mainly the result of the improved performance of the reporting period.
Working capital decreased by CHF 91 million during the Third Quarter of 2004, compared to an increase of 73 million in the first half of 2004 and decrease of 107 million for the Third Quarter of 2003. This good performance was the result of tight working capital management.
Cash flow from operating activities was CHF 241 million in the Third Quarter of 2004, compared with CHF 217 million for the same period a year earlier. For the first nine months of 2004 an operating cash flow of CHF 561 million was achieved, compared to 164 million for the same period a year earlier.
Capital expenditure remained tightly constrained at CHF 204 million for the first nine months, slightly higher than the CHF 199 million reported for the same period last year and considerably below the depreciation of fixed assets.
Sales of business activities and financial fixed assets totalled CHF 418 million, including the proceeds from the sale of AZ Electronic Materials business unit, participation in SF-Chem, Lancaster Synthesis business, and additional proceeds from sales in 2003.
Financing activities were highlighted by the capital increase, which took place at the end of April. It resulted in net proceeds totalling CHF 875 million. During the reporting period a syndicated loan in the amount of CHF 164 million, loan notes in the amount of CHF 395 million and a bond in the amount of CHF 250 million were paid back. CHF 400 million was temporarily invested in short-term deposits.
Business Discussion
The divisional information given below refers to continuing operations only. On September 30, 2004, Clariant sold the business unit Electronic Materials of the LSE Division. As a consequence, Electronic Materials is disclosed as Discontinuing Operations for both 2004 and 2003. The business unit Cellulose Ethers of the FUN Division was sold in 2003.
Textile, Leather & Paper Chemicals
| Nine month | 2004 | % ofsales | 2003 | % ofsales | Change in % | |
|---|---|---|---|---|---|---|
| CHF mn | CHF | LC | ||||
| Sales | 1,672 | 100.0 | 1,632 | 100.0 | +2 | +4 |
| EBITDA before exceptional items* | 185 | 11.1 | 174 | 10.7 | +6 | +8 |
| Operating income before exceptionalitems and amortization of goodwill* | 131 | 7.8 | 135 | 8.3 | -3 | -2 |
| Operating income | 44 | 2.6 | 105 | 6.4 | -58 | -56 |
| Systematic depreciation | 54 | 3.2 | 39 | 2.4 | +38 | +39 |
| on tangible fixed assets | ||||||
| Third Quarter | 2004 | % ofsales | 2003 | % ofsales | Change in % | |
| CHF mn | CHF | LC | ||||
| Sales | 549 | 100.0 | 550 | 100.0 | 0 | +4 |
| EBITDA before exceptional items* | 61 | 11.1 | 48 | 8.7 | +27 | +31 |
| Operating income before exceptional | 41 | 7.5 | 35 | 6.4 | +17 | +21 |
| items and amortization of goodwill* | ||||||
| Operating income | -6 | - | 17 | 3.1 | - | - |
| Systematic depreciationon tangible fixed assets | 20 | 3.6 | 13 | 2.4 | +54 | +57 |
* See Definitions of Terms of Financial Measurements on page 13
In the Textile, Leather & Paper Chemicals Division, steady volume growth in the 3rd Quarter offset price pressure in all business segments, except for textile dyes, resulting in a 4% growth in local currency terms. "Following the markets" and the selective expansion of textiles to Asia, especially to China, showed good results. Margins, driven by improved sales, increased significantly. A book loss related to the sale of the stake in SF Chem and other smaller restructuring charges depressed the operating income after exceptional items.
The shift to Asia and strong low-cost competition led to relatively low volume growth in the area of Textile Dyes. Constant price pressure, especially in the area of disperse and reactive dyes, was not offset by volume growth. Notably, in contrast to the previous Quarters, the business for Textile Chemicals in Europe and especially in Germany started to recover. Overall a stable sales and earnings performance in an improved pricing climate continued with sustainable growth in Asia and in emerging markets.
Strong growth in volume combined with easing price pressure resulted in a good 3rd Quarter for the Leather business. Greater China saw robust growth while Europe showed signs of recovery, especially in Germany and Austria, mainly driven by increasing demand of leather finishing products for the automotive industry.
The slight increase in sales for Paper Chemicals was mainly driven by stronger volumes. The trend in the different business sections showed a mixed picture, as optical brighteners experienced increasing demand, dyes and process chemicals slowed down and surface chemicals remained flat.
Pigments & Additives
| Nine months | 2004 | % ofsales | 2003 | % ofsales | Change in % | |
|---|---|---|---|---|---|---|
| CHF mn | CHF | LC | ||||
| 100.0 | 100.0 | +5 | +6 | |||
| SalesEBITDA before exceptional items* | 1,406230 | 16.4 | 1,334195 | 14.6 | +18 | +19 |
| Operating income before exceptionalitems and amortization of goodwill* | 178 | 12.7 | 148 | 11.1 | +20 | +21 |
| Operating income | 138 | 9.8 | 141 | 10.6 | -2 | -1 |
| Systematic depreciationon tangible fixed assets | 53 | 3.8 | 47 | 3.5 | +13 | +13 |
| Third Quarter | 2004 | % ofsales | 2003 | % ofsales | Change in % | |
| CHF mn | CHF | LC | ||||
| Sales | 450 | 100.0 | 434 | 100.0 | +4 | +8 |
| EBITDA before exceptional items* | 71 | 15.8 | 50 | 11.5 | +42 | +48 |
| Operating income before exceptionalitems and amortization of goodwill* | 55 | 12.2 | 36 | 8.3 | +52 | +58 |
| Operating income | 47 | 10.4 | 31 | 7.1 | +52 | +57 |
| Systematic depreciationon tangible fixed assets | 17 | 3.8 | 14 | 3.2 | +21 | +22 |
* See Definitions of Terms of Financial Measurements on page 13
Sales growth in the 3rd Quarter was very strong in the Pigments & Additives Division showing a rise of 8% in local currency terms. Overall, the demand for more colorful products in the market was visible. Margins improved due to better capacity utilization and higher volumes amid an improved pricing environment.
The greatest volume growth in the division was seen in the Coatings business. The strong demand in decorative and industrial paints as well as positive developments in the automotive industry made sustainable contributions to these results. Products for fire protection coatings as well as plastic additives continued to meet good demand.
A positive trend in sales starting from a weak beginning in 2004 for Printing Industries was in evidence. Growth was mainly driven by higher demand and stronger volumes because of positive trends for printing inks, while prices experienced the strongest pressure in the division driven by the continuing customer consolidation. Good growth was seen in pigments for Plastics, which showed a robust 3rd Quarter mainly driven by volumes. The introduction of the new Licocene ® metallocene waxes received positive feedback from customers; the foundation stone for a new plant was laid in September. Also the new plant for the recent successfully introduced halogen-free flame retardants Exolit OP® went on stream in the 3rd Quarter.
Volumes rose in the 3rd Quarter resulting in good growth for Specialized Industries, especially in the US and Europe.
Masterbatches
| Nine month | 2004 | % ofsales | 2003 | % ofsales | Change in % | |
|---|---|---|---|---|---|---|
| CHF mn | CHF | LC | ||||
| SalesEBITDA before exceptional items*Operating income before exceptional | 85210786 | 100.012.610.1 | 7898969 | 100.011.38.7 | +8+20+25 | +8+20+25 |
| items and amortization of goodwill*Operating incomeSystematic depreciationon tangible fixed assets | 7721 | 9.02.5 | 6520 | 8.22.5 | +18+5 | +18+5 |
| Third Quarter | 2004 | % ofsales | 2003 | % ofsales | Change in % | |
| CHF mn | CHF | LC | ||||
| SalesEBITDA before exceptional items*Operating income before exceptionalitems and amortization of goodwill* | 2823427 | 100.012.19.6 | 2642820 | 100.010.67.6 | +7+21+35 | +11+22+36 |
| Operating incomeSystematic depreciationon tangible fixed assets | 238 | 8.22.8 | 187 | 6.82.7 | +28+14 | +31+15 |
* See Definitions of Terms of Financial Measurements on page 13
The Masterbatches Division showed very strong growth in the 3rd Quarter above the overall market. The plastics market continued to respond to the improving global economic conditions.
Sales in local currencies rose 11%, mainly thanks to recovery in North and South America, while sales in Asia Pacific also saw continued double-digit growth. A moderate growth for Europe was mainly driven by limited signs of economic recovery this region. The robust sales and performance of this division was mainly driven by good volumes and stable prices. Resin prices increased due to higher feedstocks.
Given the fact that Asia is the core growth region for this division, Clariant is significantly increasing its presence in Greater China with expanded operations in Taiwan and Shanghai and a new plant in Beijing.
Functional Chemicals (Continuing operations)
| Nine month | 2004 | % ofsales | 2003 | % ofsales | Change in % | |
|---|---|---|---|---|---|---|
| CHF mn | Restated1 | CHF | LC | |||
| Sales | 1,464 | 100.0 | 1,303 | 100.0 | +12 | +13 |
| EBITDA before exceptional items* | 197 | 13.5 | 161 | 12.4 | +22 | +22 |
| Operating income before exceptional items | 159 | 10.9 | 123 | 9.4 | +29 | +29 |
| and amortization of goodwill* | ||||||
| Operating income | 171 | 11.7 | -19 | - | - | - |
| Systematic depreciation | 38 | 2.6 | 38 | 2.9 | 0 | 0 |
| on tangible fixed assets |
| Third Quarter | 2004 | % ofsales | 2003 | % ofsales | Change in % | |
|---|---|---|---|---|---|---|
| CHF mn | Restated1 | CHF | LC | |||
| Sales | 476 | 100.0 | 437 | 100.0 | +9 | +14 |
| EBITDA before exceptional items* | 68 | 14.3 | 55 | 12.6 | +24 | +24 |
| Operating income before exceptional itemsand amortization of goodwill* | 55 | 11.6 | 41 | 9.4 | +34 | +34 |
| Operating income | 55 | 11.6 | 41 | 9.4 | +34 | +42 |
| Systematic depreciation | 13 | 2.7 | 14 | 3.2 | -7 | -7 |
| on tangible fixed assets |
1 In 2003 the business unit Cellulose Ethers pertaining to the division Functional Chemicals was sold. * See Definitions of Terms of Financial Measurements on page 13
A strong increase in volume, which partially offset some price pressure, resulted in 14% growth in local currency terms for the Functional Chemicals Division in the 3rd Quarter**.** Margins increased because of two factors: good capacity utilization by volume growth and rationalization of fixed costs.
Price pressure in the Detergent business eased, resulting in a moderate growth globally. The better performance of this business was mainly driven by better volumes in highmargin products and new business with performance boosters. Raw material price increased, responding to high oil prices.
The Performance Chemicals businesses were able to improve sales mainly due to better volumes compared with the same period last year. In particular, the crop protection business was exceptional good, because of strong business in Latin America, as well as robust demand in the US for all businesses helped substantially.
Good sales in all businesses for Process Chemicals were achieved as well, partly influenced by higher raw material costs but much better pricing conditions. The oil service business could successfully expand their business into markets in Eastern Europe, Near East and Africa.
Life Science & Electronic Chemicals (Continuing operations)
| Nine month | 2004 | % ofsales | 2003 | % ofsales | Change in % | |
|---|---|---|---|---|---|---|
| CHF mn | Restated1 | CHF | LC | |||
| Sales | 768 | 100.0 | 803 | 100.0 | -4 | -4 |
| EBITDA before Exceptional items* | 35 | 4.6 | 35 | 4.4 | - | - |
| Operating income before exceptional itemsand amortization of goodwill* | -7 | - | -21 | - | - | - |
| Operating income | 85 | 11.1 | -44 | - | - | - |
| Systematic depreciation | 41 | 5.3 | 56 | 7.0 | -27 | -27 |
| on tangible fixed assets | ||||||
| Third Quarter | 2004 | % ofsales | 2003 | % ofsales | Change in % | |
| CHF mn | Restated1 | CHF | LC | |||
| SalesEBITDA before Exceptional items* | 240-7 | 100.0- | 249-5 | 100.0- | -4- | -1- |
| Operating income before exceptional itemsand amortization of goodwill* | -25 | - | -24 | - | - | - |
| Operating income | 65 | 27.1 | -47 | *- | - | - |
| Systematic depreciationon tangible fixed assets | 17 | 7.1 | 19 | 7.6 | -11 | -10 |
1 On September 30, 2004, Clariant sold the business unit Electronic Materials pertaining to the division LSE to the Carlyle group. As a consequence, Electronic Materials is now disclosed as Discontinuing Operations for both 2004 and 2003.
* See Definitions of Terms of Financial Measurements on page 13
The sales and performance in the Life Science & Electronic Chemicals Division was characterized by adverse trends in the different businesses. Sales declined by 1% in local currency terms in a market where price pressure is easing but volumes were lower compared to the 3rd Quarter in 2003.
Operating income after exceptional items was positively influenced by the book gain on the disposal of the AZ Electronic Material business to the Carlyle Group, but negatively affected by the sale of Lancaster Synthesis to Johnson Matthey.
Some contract losses and constant price pressure in the Pharma business characterized the tougher market conditions in this segment. The promising development in the segment of generics was unable to offset these negative developments. No change of in-sourcing trends in pharma was in evidence.
Price pressure on chemicals for the agro industry has leveled off in Custom Synthesis. A moderate increase in volumes led to a small growth in this business area, mainly driven by better demand for agrochemicals and photochemicals. Some capacity was eliminated by Clariant and by competitors, but considerable pressure from under-utilized assets in developed countries is still present. Asia continues to progress with technological capabilities and market acceptance.
Good demand and a positive volume development led to a good performance in Specialty Fine Chemicals. Increased performance was visible across all four business lines: Glyoxal, Diketens, Acetyl Building Blocks and Silanes.
Regional Developments
Europe
In the Third Quarter of 2004, European sales of group companies accounted for 49% of continuing operations of Group turnover. On a continuing basis, sales decreased by 1% both, in Swiss Franc terms and in local currency terms. The picture was mixed on a country basis. While Germany showed healthy sales growth, +9% in CHF and +5% in local currency terms, sales in the UK, hampered by a strong pound, decreased.
Americas
Group companies' sales in the Americas contributed 28% of continuing operations of Group turnover for the Third Quarter of 2004. Sales increased by 15% in local currency terms and by 10% in Swiss Franc terms. In the U.S., the sales development weakened. In Latin America, sales growth was strong in both Swiss Franc and local currency terms. Substantial sales growth was achieved in particular in Brazil, Argentina and Venezuela.
Asia, Africa, Australia
In the Third Quarter of 2004, group companies' sales in Asia, Australia and Africa contributed 23% of continuing operations of group sales. Sales grew by 6% in Swiss Franc terms and by 8% in local currency terms. Substantial sales growth in Swiss Franc terms (as well as in local currency terms) was achieved in particular in China and Taiwan. Sales in Greater China, which took over a leading role in Asia, reached strong double-digit rates, both in Swiss Franc and in local currency terms.
Definition of Terms of Financial Measurements
The following financial measurements are supplementary financial indicators. Those should be considered in addition to, not as a substitute for, operating income, net income, operating cash flow and other measures of financial performance and liquidity reported in accordance with International Financial Reporting Standards (IFRS).
EBITDA – (Earnings Before Interest, Taxes, Depreciations and Amortization) is calculated as operating income plus depreciation on fixed assets and on intangibles and amortization of goodwill and could be reconciled from the Condensed Financial Statements as follows:
| CHF mn | Nine month | Third Quarter | ||
|---|---|---|---|---|
| 2004 | 2003 | 2004 | 2003 | |
| Operating Income | 469 | 297 | 152 | 84 |
| + Depreciation of fixed assets | 246 | 371 | 82 | 90 |
| + Amortization of Goodwill | 22 | 23 | 7 | 8 |
| + Amortization of other | 9 | 5 | 4 | 1 |
| intangibles | ||||
| EBITDA | 746 | 696 | 245 | 183 |
EBITDA before exceptional items – is calculated as EBITDA plus restructuring and impairment and gain/ loss on disposal
| CHF mn | Nine month | Third Quarter | ||
|---|---|---|---|---|
| 2004 | 2003 | 2004 | 2003 | |
| EBITDA | 746 | 696 | 245 | 183 |
| + Restructuring and | 87 | 185 | 22 | 43 |
| Impairment | ||||
| - Depreciation of fixed assets | -12 | -107 | -1 | -1 |
| (reported under Restructuring | ||||
| and impairment) | ||||
| +/- Gain/ Loss on Disposals | -61 | 0 | -51 | 0 |
| EBITDA before exceptional | ||||
| items | 760 | 774 | 215 | 225 |
Operating income before exceptional items and amortization of goodwill – is
calculated as Operating Income before restructuring and disposals plus amortization of goodwill and could be reconciled from the Condensed Financial Statements as follows:
| CHF mn | Nine month | Third Quarter | ||
|---|---|---|---|---|
| 2004 | 2003 | 2004 | 2003 | |
| Operating Income | 469 | 297 | 152 | 84 |
| + Restructuring and | 87 | 185 | 22 | 43 |
| Impairment | ||||
| +/- Gain/ Loss on Disposals | -61 | 0 | -51 | 0 |
| +Amortization of Goodwill | 22 | 23 | 7 | 8 |
| Operating Income before | ||||
| exceptional items and | 517 | 505 | 130 | 135 |
| amortization of Goodwill |
EBITDA margin – is EBITDA expressed as a percentage of third party sales Operating margin – is operating income expressed as percentage of third party sales Net debt – is the sum of long-term and short-term financial debt less cash and cash equivalents and short-term deposits (CHF 400 million) reported in other current assets. Condensed Financial Statement of the Clariant Group at November 9, 2004 unaudited, all amounts in CHF millions
Condensed Income Statements (unaudited)
Income Statements
| of the Group | Nine month | Third Quarter | ||||||
|---|---|---|---|---|---|---|---|---|
| 2004 | 2003 | 2004 | 2003 | |||||
| CHF mn | % | CHF mn | % | CHF mn | % | CHF mn | % | |
| Sales | 6,550 | 100.0 | 6'402 | 100.0 | 2,131 | 100.0 | 2,129 | 100.0 |
| Cost of goods sold | -4,444 | 67.8 | -4'340 | 67.8 | -1,484 | 69.6 | -1,479 | 69.5 |
| Gross profit | 2,106 | 32.2 | 2'062 | 32.2 | 647 | 30.4 | 650 | 30.5 |
| Marketing and distribution | -960 | 14.7 | -967 | 15.1 | -316 | 14.8 | -322 | 15.1 |
| Research and development | -215 | 3.3 | -229 | 3.5 | -70 | 3.3 | -77 | 3.6 |
| Income from | 17 | 0.3 | 21 | 0.3 | 2 | 0.1 | 6 | 0.3 |
| affiliated companies | ||||||||
| Administration and | -431 | 6.6 | -382 | 6.0 | -133 | 6.4 | -122 | 5.8 |
| general overhead costs | ||||||||
| Gain / Loss on Disposal | 61 | 0.9 | 0 | 0.0 | 51 | 2.4 | 0 | 0.0 |
| Restructuring | -87 | 1.3 | -185 | 2.9 | -22 | 1.0 | -43 | 2.0 |
| and impairment | ||||||||
| Amortization of goodwill | -22 | 0.3 | -23 | 0.4 | -7 | 0.3 | -8 | 0.4 |
| Operating income | 469 | 7.2 | 297 | 4.6 | 152 | 7.1 | 84 | 3.9 |
| Financial result1a, 1b | -173 | -180 | -75 | -36 | ||||
| Income before taxes | 296 | 4.5 | 117 | 1.8 | 77 | 3.6 | 48 | 2.3 |
| and minority interests | ||||||||
| Taxes | -120 | -120 | -32 | -7 | ||||
| Income before | 176 | 2.7 | -3 | 0.0 | 45 | 2.1 | 41 | 1.9 |
| minority interests | ||||||||
| Minority interests | -6 | -8 | -1 | -3 | ||||
| Net income of the Group | 170 | 2.6 | -11 | -0.2 | 44 | 2.1 | 38 | 1.8 |
| Earnings per share (CHF)2,4 | 0.83 | -0.06 | 0.18 | 0.22 | ||||
| Diluted earningsper share (CHF)3,4 | 0.83 | -0.06 | 0.18 | 0.22 |
1a of which currency losses in nine months 2004 of CHF 43 million, currency losses in nine month 2003 of CHF 52 million
1b of which currency losses in the Third Quarter 2004 of CHF 28 million, currency losses in the Third Quarter 2003 of 2 million
2
calculated with average, weighted number of shares outstanding (dilution factor 1.15) 3 calculated with average, weighted, diluted number of shares outstanding (dilution factor 1.15) 4 For 2003, restated for impact of capital increase (dilution factor 1.15)
Condensed Divisional Figures (unaudited)
| Sales of Divisionsto 3rd parties | Nine month | Third Quarter | ||||||
|---|---|---|---|---|---|---|---|---|
| 2004 | 2003 | Change in % | 2004 | 2003 | Change in % | |||
| CHF mn | Restated1 | in CHF | in LC | Restated1 | in CHF | In LC | ||
| Textile, Leather & | 1,672 | 1,632 | +2 | +4 | 549 | 550 | 0 | +4 |
| Paper Chemicals | ||||||||
| Pigments & Additives | 1,406 | 1,334 | +5 | +6 | 450 | 434 | +4 | +8 |
| Masterbatches | 852 | 789 | +8 | +8 | 282 | 264 | +7 | +11 |
| Functional Chemicals | 1,464 | 1,303 | +12 | +13 | 476 | 437 | +9 | +14 |
| Life Science & | 768 | 803 | -4 | -4 | 240 | 249 | -4 | -1 |
| Electronic Chemicals | ||||||||
| Total continuing operations | 6,162 | 5,861 | +5 | +6 | 1,997 | 1'934 | +3 | +7 |
| Discontinuing operations | 388 | 541 | 134 | 195 | ||||
| Total Group | 6,550 | 6'402 | +2 | +3 | 2,131 | 2'129 | 0 | +4 |
| EBITDA* | Nine month | Third Quarter | ||||||
|---|---|---|---|---|---|---|---|---|
| 2004 | 2003 | Change in % | 2004 | 2003 | Change in % | |||
| CHF mn | Restated1 | in CHF | in LC | Restated1 | in CHF | In LC | ||
| Textile, Leather & | 114 | 161 | -29 | -27 | 19 | 35 | -46 | -40 |
| Paper Chemicals | ||||||||
| Pigments & Additives | 203 | 195 | +4 | +5 | 68 | 49 | +39 | +40 |
| Masterbatches | 101 | 87 | +16 | +17 | 30 | 26 | +15 | +23 |
| Functional Chemicals | 209 | 123 | +70 | +72 | 68 | 55 | +24 | +28 |
| Life Science & | 129 | 12 | - | - | 81 | -28 | - | - |
| Electronic Chemicals | ||||||||
| Total Divisions | 756 | 578 | +31 | +34 | 266 | 137 | +94 | - |
| Corporate | -73 | 19 | -40 | 8 | ||||
| Total continuing operations | 683 | 597 | +14 | +16 | 226 | 145 | +56 | +62 |
| Discontinuing operations | 63 | 99 | 19 | 38 | ||||
| Total Group | 746 | 696 | +7 | +9 | 245 | 183 | +34 | +44 |
| Operating Income | Nine month | Third Quarter | ||||||
|---|---|---|---|---|---|---|---|---|
| 2004 | 2003 | Change in % | 2004 | 2003 | Change in % | |||
| CHF mn | Restated1 | in CHF | in LC | Restated1 | in CHF | In LC | ||
| Textile, Leather & | 44 | 105 | -58 | -56 | -6 | 17 | - | - |
| Paper Chemicals | ||||||||
| Pigments & Additives | 138 | 141 | -2 | -1 | 47 | 31 | +52 | +57 |
| Masterbatches | 77 | 65 | +18 | +18 | 23 | 18 | +28 | +31 |
| Functional Chemicals | 171 | -19 | - | - | 55 | 41 | +34 | +42 |
| Life Science & | 85 | -44 | - | - | 65 | -47 | - | - |
| Electronic Chemicals | ||||||||
| Total Divisions | 515 | 248 | - | - | 184 | 60 | - | - |
| Corporate | -88 | -17 | -43 | -3 | ||||
| Total continuing operations | 427 | 231 | +85 | +92 | 141 | 57 | - | - |
| Discontinuing operations | 42 | 66 | 11 | 27 | ||||
| Total Group | 469 | 297 | +58 | +64 | 152 | 84 | +81 | - |
1 On September 30, 2004, Clariant sold the business unit Electronic Materials pertaining to the division LSE to the Carlyle group. As a consequence, Electronic Materials is now disclosed as Discontinuing Operations for both 2004 and 2003. In 2003 the business unit Cellulose Ethers pertaining to the division FUN was sold. * See Definitions of Terms of Financial Measurements on page 13
Condensed Divisional Figures (unaudited)
| EBITDA margin* | Nine month | Third Quarter | ||||||
|---|---|---|---|---|---|---|---|---|
| 2004 | % of | 2003 | % of | 2004 | % of | 2003 | % of | |
| CHF mn | sales | Restated1 | sales | sales | Restated1 | sales | ||
| Textile, Leather & | 114 | 6.8 | 161 | 9.9 | 19 | 3.5 | 35 | 6.4 |
| Paper Chemicals | ||||||||
| Pigments & Additives | 203 | 14.4 | 195 | 14.6 | 68 | 15.1 | 49 | 11.3 |
| Masterbatches | 101 | 11.9 | 87 | 11.0 | 30 | 10.6 | 26 | 9.9 |
| Functional Chemicals | 209 | 14.3 | 123 | 9.4 | 68 | 14.3 | 55 | 12.6 |
| Life Science & | 129 | 16.8 | 12 | 1.5 | 81 | 33.8 | -28 | - |
| Electronic Chemicals | ||||||||
| Corporate | -73 | 19 | -40 | 8 | ||||
| Total continuing operations | 683 | 11.1 | 597 | 10.2 | 226 | 11.3 | 145 | 7.5 |
| Discontinuing operations | 63 | 99 | 19 | 38 | ||||
| Total Group | 746 | 11.4 | 696 | 10.9 | 245 | 11.5 | 183 | 8.6 |
| Operating Income margin* | Nine month | Third Quarter | ||||||
|---|---|---|---|---|---|---|---|---|
| 2004 | % ofsales | 2003Restated1 | % ofsales | 2004 | % ofsales | 2003Restated1 | % ofsales | |
| CHF mn | ||||||||
| Textile, Leather &Paper Chemicals | 44 | 2.6 | 105 | 6.4 | -6 | - | 17 | 3.1 |
| Pigments & Additives | 138 | 9.8 | 141 | 10.6 | 47 | 10.4 | 31 | 7.1 |
| Masterbatches | 77 | 9.0 | 65 | 8.2 | 23 | 8.2 | 18 | 6.8 |
| Functional Chemicals | 171 | 11.7 | -19 | - | 55 | 11.6 | 41 | 9.4 |
| Life Science & | 85 | 11.1 | -44 | - | 65 | 27.1 | -47 | - |
| Electronic Chemicals | ||||||||
| Corporate | -88 | -17 | -43 | -3 | ||||
| Total continuing operations | 427 | 6.9 | 231 | 3.9 | 141 | 7.1 | 57 | 2.9 |
| Discontinuing operations | 42 | 66 | 11 | 27 | ||||
| Total Group | 469 | 7.2 | 297 | 4.6 | 152 | 7.1 | 84 | 3.9 |
1 On September 30, 2004, Clariant sold the business unit Electronic Materials pertaining to the division LSE to the Carlyle group. As a consequence, Electronic Materials is now disclosed as Discontinuing Operations for both 2004 and 2003. In 2003 the business unit Cellulose Ethers pertaining to the division FUN was sold. * See Definitions of Terms of Financial Measurements on page 13
Condensed Statement of Sales by Regions (unaudited)
Allocated by region of third-party's sales destination
| Nine month | 2004 | % ofsales | 2003Restated1 | % ofsales | Changein % | Changein % |
|---|---|---|---|---|---|---|
| CHF mn | CHF | LC | ||||
| Europe | 3,146 | 48.0 | 3,026 | 47.3 | +4 | +2 |
| of which Germany | 934 | 14.3 | 862 | 13.5 | +8 | +4 |
| Americas | 1.659 | 25.4 | 1,563 | 24.4 | +6 | +11 |
| of which USA | 853 | 13.0 | 873 | 13.6 | -2 | +6 |
| Asia / Australia / Africa | 1,357 | 20.7 | 1,272 | 19.9 | +7 | +9 |
| Total continuing operations | 6,162 | 5,861 | +5 | +6 | ||
| Discontinuing operations | 388 | 5.9 | 541 | 8.4 | - | |
| Total Group | 6,550 | 100.0 | 6,402 | 100.0 | +2 | +3 |
| Third Quarter | 2004 | % ofsales | 2003 | % of | Change | Change |
| CHF mn | Restated1 | sales | in %CHF | in %LC | ||
| Europe | 974 | 45.7 | 985 | 46.3 | -1 | -1 |
| of which Germany | 301 | 14.1 | 277 | 13.0 | +9 | +5 |
| Americas | 562 | 26.4 | 513 | 24.1 | +10 | +15 |
| of which USA | 273 | 12.8 | 288 | 13.5 | -5 | +11 |
| Asia / Australia / Africa | 461 | 21.6 | 436 | 20.4 | +6 | +8 |
| Total continuing operations | 1'997 | 1'934 | +3 | +7 | ||
| Discontinuing operations | 134 | 6.3 | 195 | 9.2 |
On September 30, 2004, Clariant sold the business unit Electronic Materials pertaining to the division LSE to the Carlyle group. As a consequence, Electronic Materials is now disclosed as Discontinuing Operations for both 2004 and 2003. In 2003 the business unit Cellulose Ethers pertaining to the division FUN was sold.
Condensed Balance Sheets (unaudited)
| Assets | ||||||
|---|---|---|---|---|---|---|
| CHF mn | 30.09.04 | % | 30.06.04 | % | 31.12.03 | % |
| Long-term assets | ||||||
| Tangible fixed assets | 2'542 | 2'689 | 2'776 | |||
| Intangible assets | 416 | 437 | 451 | |||
| Financial assets | 310 | 396 | 419 | |||
| Deferred taxes | 231 | 309 | 291 | |||
| Total long-term assets | 3'499 | 42.9 | 3'831 | 44.3 | 3'937 | 49.2 |
| Current assets | ||||||
| Inventories | 1'451 | 1'536 | 1'569 | |||
| Trade accounts receivable | 1'257 | 1'336 | 1'259 | |||
| Other current assets1 | 838 | 821 | 309 | |||
| Cash and cash equivalents | 1'114 | 1'117 | 929 | |||
| Total current assets | 4'660 | 57.1 | 4'810 | 55.7 | 4'066 | 50.8 |
| Total assets | 8'159 | 100.0 | 8'641 | 100.0 | 8'003 | 100.0 |
| Equity and liabilities | ||||||
| in CHF mn | 30.09.04 | % | 30.06.04 | % | 31.12.03 | % |
| Equity | ||||||
| Share capital | 1'151 | 1'151 | 767 | |||
| Treasury shares (par value) | -19 | -18 | -18 | |||
| Reserves | 1'110 | 995 | 427 | |||
| Total equity | 2'242 | 27.5 | 2'128 | 24.6 | 1'176 | 14.7 |
| Minority interests | 61 | 0.7 | 67 | 0.8 | 64 | 0.8 |
| Liabilities | ||||||
| Long-term liabilities | ||||||
| Financial debts | 1'924 | 2'421 | 2'620 | |||
| Deferred taxes | 324 | 408 | 384 | |||
| Other long-term liabilities | 977 | 957 | 893 | |||
| Total long-term liabilities | 3'225 | 3'786 | 3'897 | |||
| Short-term liabilities | ||||||
| Financial debts | 894 | 936 | 1'214 | |||
| Trade accounts payable | 619 | 628 | 632 | |||
| Other short-term liabilities | 1'118 | 1'096 | 1'020 | |||
| Total short-term liabilities | 2'631 | 2'660 | 2'866 | |||
| Total liabilities | 5'856 | 71.8 | 6'446 | 74.6 | 6'763 | 84.5 |
| 8'159 | 8'641 | 8'003 | ||||
| Total equity and liabilities | 100.0 | 100.0 | 100.0 |
1 thereof CHF 400 million cash / short-term deposits
| Nine month | Third Quarter | |||
|---|---|---|---|---|
| 30.09. | 30.09. | 30.09. | 30.09. | |
| CHF mn | 2004 | 2003 | 2004 | 2003 |
| Net Result | 170 | -11 | 44 | 38 |
| Depreciation of fixed assets | 246 | 371 | 82 | 90 |
| Amortization of goodwill | 22 | 23 | 7 | 8 |
| Amortization of intangibles | 8 | 5 | 3 | 1 |
| Changes in long-term liabilities | 174 | 24 | 87 | 12 |
| Gain / Loss on disposal before taxes | -61 | 0 | -51 | 0 |
| Other non-cash items | -16 | 17 | -22 | -39 |
| Operating Cash Flow before changes in working capital | 543 | 429 | 150 | 110 |
| Changes in inventory | -48 | -68 | -25 | 55 |
| Changes in trade receivables | -41 | 12 | 53 | 63 |
| Changes in trade payables | 36 | -175 | 32 | -58 |
| Changes in short-term liabilities and other current assets | 71 | -34 | 31 | 47 |
| Operating Cash Flow | 561 | 164 | 241 | 217 |
| Investments in tangible fixed assets | -204 | -199 | -93 | -74 |
| Investments in financial fixed assets | 0 | 0 | 0 | 0 |
| Investments in other intangibles | -7 | -1 | -1 | 0 |
| Disposals of tangible and intangible fixed assets | 11 | 2 | 5 | 1 |
| Acquisitions | -24 | -3 | -24 | 0 |
| Disposal of business activities and financial assets | 418 | 0 | 408 | 0 |
| Dividends from associated companies | 31 | 31 | 2 | 4 |
| Total cash flow from investing activities | 225 | -170 | 297 | -69 |
| Cash Flow before financing activities | 786 | -6 | 538 | 148 |
| Capital increase | 875 | 0 | 1 | 0 |
| Treasury share transactions | 2 | 5 | -3 | 2 |
| Changes in short- and long-term financial debts and shortterm deposits | -1'443 | -247 | -536 | -357 |
| Dividends paid to minorities | -6 | -6 | -3 | -4 |
| Dividends paid | -30 | 0 | 0 | 0 |
| Cash Flow from financing activities | -602 | -248 | -541 | -359 |
| Currency translation effect on cash and cash equivalents | 1 | 1 | 0 | -1 |
| Change in cash and cash equivalents | 185 | -253 | -3 | -212 |
| Cash and cash equivalents on 1.1.2003 / 2002 | 929 | 718 | 1'117 | 677 |
| Cash and cash equivalents at the end of period | 1'114 | 465 | 1'114 | 465 |
Condensed Cash Flow Statements (unaudited)
Condensed Statement of Changes in Equity (unaudited)
| CHF mn | PremiumShare | Retainedearnings | DifferencesCumulativeTranslation | Total reserves | Total sharecapital | shares parTreasuryvalue | Total equity |
|---|---|---|---|---|---|---|---|
| Balance 31.12.2002 | 1'888 | -1'378 | -344 | 166 | 767 | -19 | 914 |
| Capital increaseDividends to3rd partiesDividends on treasurysharesValuation of cash flowhedgesTreasury sharestransactions | 1 | 1 | |||||
| Translation effects | 111 | 111 | 111 | ||||
| Net income | -11 | -11 | -11 | ||||
| Balance 30.09.2003 | 1'888 | -1'389 | -233 | 266 | 767 | -18 | 1'015 |
| Balance 31.12.2003 | 274 | 396 | -243 | 427 | 767 | -18 | 1'176 |
| Capital increaseDividends to3rd parties | 491 | -30 | 491-30 | 384 | 875-30 | ||
| Dividends on treasurysharesValuation of cash flowhedges | 1 | 1 | 1 | ||||
| Treasury sharestransactions | 3 | 3 | -1 | 2 | |||
| Translation effects | 48 | 48 | 48 | ||||
| Net income | 170 | 170 | 170 | ||||
| Balance 30.09.2004 | 765 | 540 | -195 | 1'110 | 1'151 | -19 | 2'242 |
Condensed Earnings Per Share Data
| Nine month | 2004 | 20033 |
|---|---|---|
| Number of shares outstandingat 30.09.2004 resp. 30.09.2003 | 230 160 000 | 153 440 000 |
| Average, weightednumber of shares outstanding | 204 781 640 | 172 712 505 |
| Average, weighted, dilutednumber of shares outstanding | 206 131 214 | 172 712 505 |
| Earnings per share (in CHF) 1) | 0.83 | -0.06 |
| Diluted earnings per share (in CHF) 2) | 0.83 | -0.06 |
1 calculated with average, weighted number of shares outstanding (dilution factor 1.15) 2
calculated with average, weighted, diluted number of shares outstanding (dilution factor 1.15) 3
restated for impact of capital increase (dilution factor 1.15)
Condensed Financial Statements (unaudited)
1. Basis of preparation of financial statements (reference IAS 34.16 lit a)
These financial statements are the interim condensed financial statements of Clariant Ltd (hereafter "the interim financial statements"), a company registered in Switzerland, and its subsidiaries for nine-month period ended 30 September 2004 (hereafter "the Group"). They are prepared in accordance with the International Accounting Standard 34 (IAS 34 "Interim Financial Reporting") and were approved on November 4, 2004 by the Board of Directors. These interim financial statements should be read in conjunction with the Consolidated Financial Statements for the year ended 31 December 2003 (hereafter "the annual financial statements") as they provide an update of previously reported information.
The accounting policies used are consistent with those used in the annual financial statements. Where necessary, the comparatives have been reclassified or extended from the previously reported interim results to take into account any presentational changes made in the annual financial statements or in these interim financial statements.
The preparation of the interim financial statements requires management to make estimates and assumptions that affect the reported amounts of revenues, expenses, assets, liabilities and disclosure of contingent liabilities at the date of the interim financial statements. If in the future such estimates and assumptions, which are based on management's best judgment at the date of the interim financial statements, deviate from the actual circumstances, the original estimates and assumptions will be modified as appropriate in the year in which the circumstances change.
2. Seasonality of Operations
The Group operates in industries where significant seasonal or cyclical variations in total sales are not experienced during the financial year.
3. Capital increase
On April 2, 2004 the Annual General Meting of Clariant Ltd approved a capital increase in the total amount of CHF 920.6 million. For each two existing shares a new share was issued. In total 76 720 000 shares were issued at the price of CHF 12. The net proceeds from the capital increase after the deduction of all fees, taxes and transaction-related costs was CHF 875 million.
4. Repayments of debt
During the reporting period a syndicated loan in the amount of CHF 164 million, loan notes in the amount of CHF 395 million and a bond in the amount of CHF 250 million were paid back.
5. Dividends paid
On April 2, 2004 the Annual General Meeting approved the distribution of a dividend of CHF 0.20 per share in respect of the business year 2003. The distribution to holders of outstanding shares totaled CHF 30 million and has been recorded against retained earnings in 2004. No dividend was distributed in the prior year.
6. Gain/Loss on Disposals
During the reporting period the Group recorded a gain of CHF 61 million, which consists of a gain of CHF 89 million on the sale of the Electronic Materials business to the Carlyle group. As part of the disposal of Electronic Materials, Clariant granted a vendor loan note in the amount of CHF 40 million. An additional gain of CHF 10 million was recorded on a prior year's disposal. On the other hand, a loss of CHF 6 million was incurred on the disposal of the activities of Lancaster and a further loss of CHF 32 million was incurred on the disposal of the investment in the associated company SF Chem. The exchange rate variances which had to be recycled as a result of the disposal of Electronic Materials, amounted to an expense of CHF 26 million.
7. Restructuring and Impairment
During the reporting period, the Clariant group recorded expenses for restructuring and impairment in the amount of CHF 87 million. The most important events comprised by this amount are site closures in Germany and the UK, the restructuring of a site in Switzerland and the impairment revaluation of two companies in the US and the UK.
Rates
| Rates used to translate theconsolidatedbalance sheets (closing rate) | 30.09.2004 | 31.12.2003 | % Change |
|---|---|---|---|
| 1 USD | 1.26 | 1.24 | +2 |
| 1 EUR | 1.55 | 1.56 | -1 |
| 1 GBP | 2.27 | 2.20 | +3 |
| 100 JPY | 1.14 | 1.16 | -2 |
| Average sales-weighted rates usedto translate the income statementsand consolidated statements of cashflow | Nine month 2004 | Nine month 2003 | % Change |
| 1 USD | 1.26 | 1.36 | -7 |
| 1 EUR | 1.55 | 1.51 | +3 |
| 1 GBP | 2.30 | 2.19 | +5 |
| 100 JPY | 1.16 | 1.15 | +1 |
CALENDAR OF CORPORATE EVENTS
| March 8, 2005April 7, 2005May 10, 2005August 4, 2005November 9, 2005 | Full Year 2004 ResultsAGMFirst Quarter 2005 ResultsFirst Half 2005 ResultsNine Month 2005 Results |
|---|---|
| YOUR CLARIANT CONTACTS | |
| Investor Relations | Tel.+41 61 469 67 48Fax+41 61 469 67 67 |
| Holger Schimanke | Tel.+41 61 469 67 45 |
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| Media Relations | Fax+41 61 469 65 66 |
| Walter Vaterlaus | Tel.+41 61 469 61 58 |
| Rainer Weihofen | Tel.+41 61 469 67 42 |
Clariant – Exactly your chemistry.
Clariant is a global leader in the field of specialty chemicals. Strong business relationships, commitment to outstanding service and wide-ranging application know-how make Clariant a preferred partner for its customers.
Clariant, which is represented on five continents with over 100 group companies, employs about 26,500 people. Headquartered in Muttenz near Basel, it generated sales of around CHF 8.5 billion in 2003.
Clariant's businesses are organized in five divisions: Textile, Leather & Paper Chemicals, Pigments & Additives, Masterbatches, Functional Chemicals and Life Science & Electronic Chemicals.
Clariant is committed to sustainable growth springing from its own innovative strength. Clariant's innovative products play a key role in its customers' manufacturing and treatment processes or else add value to their end products. The company's success is based on the know-how of its people and their ability to identify new customer needs at an early stage and to work together with customers to develop innovative, efficient solutions.