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FLETCHER BUILDING LIMITED Interim / Quarterly Report 2008

Feb 12, 2008

64902_rns_2008-02-12_58d989e9-a6ed-45e1-b00c-118edfac8b92.pdf

Interim / Quarterly Report

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Appendix 4D (rule 4.2A.3) ASX - Half Year Report

Appendix 4D (rule 4.2A.3)

Half Year Report

Fletcher Building Limited

Half Year ended 31 December 2007

ARBN - 002 232 368

Preliminary half year report on results (including the results for the previous corresponding half year) in accordance with Listing Rule 4.2A.3

The amounts as presented have been prepared in a manner which complies with New Zealand accounting standards which comply with International Financial Reporting Standards (NZ IFRS) and give a true and fair view of the matters to which the report relates and are based on unaudited accounts.

The Listed Issuer (Fletcher Building Limited) has a formally constituted Audit Committee of the Board of Directors.

Results for Announcement to the Market
NZ$million
2.1 Revenues from ordinary activities Up 19.0% to 3,547
2.2 Profit (loss) from ordinary activities after
tax attributable to members Up 21.8% to 235
2.3 Net Profit (loss) from ordinary activities after tax
attributable to members Up 21.8% to 235
2.4 Dividends (distributions) Amount Franked amount
per security per security
Interim dividend, payable 10 April 2008 NZ24.00 cps AUS nil cps
Tax credits of NZ 11.8209 cps are attached to the dividend from the current year.
Non New Zealand resident shareholders can benefit from the partial refund of the New Zealand tax credits as outlined
in the attached press release.
2.5 Record date for determining entitlement to the dividend: 21 March 2008

1

Appendix 4D (rule 4.2A.3) ASX - Half Year Report

2.6 Statement of Earnings

Refer to attachment.

2.7 Balance Sheet

Refer to attachment.

2.8 Statement of Cash Flows

Refer to attachment.

2.9 Statement of Movements in Equity

Refer to attachment.

2.10 Notes to the Accounts

Refer to attachment.

3. Net Tangible Assets per security

Dec 2007 Dec 2006 Net tangible assets per ordinary security (NZ$) 2.59 2.43 4. Control of Entities gained or lost during period Control gained: Name of subsidiary or group of subsidiaries Formica Corporation plus other minor subsidiaries Contribution to net profit for the period attributable to members Refer to attached accounts Date from which such contribution has been calculated Refer to attached accounts Control Lost: Name of subsidiary or group of subsidiaries None Contribution to net profit for the period attributable to members (excluding unusual items) Date to which such contribution has been calculated Contribution to net profit for the period attributable to members tax for the previous corresponding Full Year 5. Dividends Amount per Franked amount per security per security Interim dividend, payable 10 April 2008 NZ24.00 cps AUS nil cps Tax credits of NZ 11.8209 cps are attached to the dividend from the current year. Non New Zealand resident shareholders can benefit from the partial refund of the New Zealand tax credits as outlined in the attached press release. 2.5 Record date for determining entitlement to the dividend: 21 March 2008

6. Dividend Reinvestment Plan

Refer Press Release.

2

Appendix 4D (rule 4.2A.3) ASX - Half Year Report

7. Associates

Fletcher Building's Share of Associates:
Carrying amount at the beginning of the period
Acquisitions during the period
Advances to associates during the period
Equity accounted earnings of associates
Dividends from associates
Foreign currency translation movement to reserves
Carrying amount at the end of the period
Dec 2007 Dec 2006
NZ$million NZ$million
123
55
2
17
(12)
3
113
1
15
(1)
(8)
188 120

Fletcher Building's Share of Associates:

Material Interests in Associates

Fletcher Building has an interest (that is material to it) in the following associates:

Name of Associates Percentage of ownership interest
(ordinary shares, units, etc)
held at end of halfyear
Percentage of ownership interest
(ordinary shares, units, etc)
held at end of halfyear
Contribution to Operating Profit
and Extraordinary Items
after Taxation
Contribution to Operating Profit
and Extraordinary Items
after Taxation
Dec 2007 Dec 2006 Dec 2007 Dec 2006
NZ$million NZ$million
Equity Accounted Associates
Sims Pacific Metals
Laminex associates -Wespine and Dyno
Homapal
Miscellaneous
50.0%
50.0%
50.0%
50.0%
50.0%
Equity Accounted Equity Accounted
5
5
4
3
8
5
2
Total 17 15
Other Material Interests
NIL
Total 17 15

8. The financial information in this report has been prepared in accordance with NZ standards that comply with International Financial Reporting Standards.

9. Other Significant information to assess entity's financial performance and financial position

Refer Press Release.

10. Commentary on results for the period.

Refer Press Release.

11. Details of basic and diluted EPS
Basic EPS
Diluted EPS
Dec 2007 Dec 2006
NZ cents NZ cents
47.0
46.1
41.1
40.4

Diluted net earnings per share uses the weighted average number of shares used for basic net earnings per share, adjusted for dilutive securities. Capital notes and options are convertible into the Company's shares, and are therefore considered dilutive securities for diluted net earnings per share.

Numerator
Net earnings 235 193
Numerator for basic earnings per share 235 193
Dilutive capital notes distribution 10 11
Numerator for diluted net earningsper share 245 204
Denominator (millions of shares)
Denominator for basic net earnings per share 500 470
Conversion of dilutive capital notes 32 35
Denominator for diluted net earningsper share 532 505

3

Appendix 4D (rule 4.2A.3) ASX - Half Year Report

12. Returns to Shareholders including distributions and buy backs.

Refer to items 5& 6 for details of dividend distributions. There were no other distributions in the current or prior period.

13. Segment results

Refer to attachment and press release for industry segment information.

Geographical

Geographical
NZ$ million Operating
Revenue
byorigin
EBIT
New Zealand
Australia
North America
Asia
Europe
Other
Total
1,845
1,071
245
106
228
52
243
121
3
12
9
6
3,547 394

14. Any other factors which have affected the results in the period, or which are likely to affect results in the future . Refer to press release.

15. This report is based on unaudited accounts.

4

Earnings Statement (Unaudited)

FOR THE SIX MONTHS ENDED 31 DECEMBER 2007

FLETCHER BUILDING GROUP

SIX MONTHS YEAR ENDED SIX MONTHS
DEC 2007 JUNE 2007 DEC 2006
NZ$M NZ$M NZ$M
Sales 3,547 5,926 2,980
Cost ofgoods sold (2,636) (4,446) (2,234)
Gross margin 911 1,480 746
Selling and marketing expenses (313) (428) (218)
Administration expenses (238) (396) (205)
Share of profits of associates 17 28 15
Other investment income 1
Other gains/(losses) 17 15 3
Unusual items 5
Amortisation of intangibles (1) (1) (1)
Operating earnings (EBIT) 394 703 340
Funding costs (67) (87) (45)
Earnings before taxation 327 616 295
Taxationexpense (83) (113) (92)
Earnings after taxation 244 503 203
Earnings attributable tominorityinterests (9) (19) (10)
Net earnings attributable to the shareholders 235 484 193
Net earnings per share (cents)
Basic 47.0 101.9 41.1
Basic (excluding unusuals) 47.0 84.0 41.1
Diluted 46.1 99.8 40.4
Weighted average number of shares outstanding (millions
of shares)
Basic 500 475 470
Diluted 532 505 505
Dividends declared pershare (cents) 24.0 45.0 22.0

The accompanying notes form part of and are to be read in conjunction with these financial statements.

5

Statement of Movements in Equity (Unaudited) FOR THE SIX MONTHS ENDED 31 DECEMBER 2007

FLETCHER BUILDING GROUP

SIX MONTHS YEAR ENDED SIX MONTHS
DEC 2007 JUNE 2007 DEC 2006
NZ$M NZ$M NZ$M
Total equity
At the beginning of the period 2,296 1,800 1,800
Movement in the cashflow hedge reserve 7 (9) 10
Movementincurrency translation reserve **32 ** (133) (107)
Income and expensesrecognised directlyinequity 39 (142) (97)
Net earnings - parent interest 235 484 193
Net earnings- minorityinterest 9 19 10
Net earnings 244 503 203
Total recognised income and expenses for the period 283 361 106
Movement in minority equity (12) (18) (11)
Movement in reported capital 19 357 20
Dividends (115) (202) (99)
Less movement in shares held under the
treasury stock method (1) (2) (3)
Total equity 2,470 2,296 1,813

The accompanying notes form part of and are to be read in conjunction with these financial statements.

6

Balance Sheet (Unaudited)

AS AT 31 DECEMBER 2007

FLETCHER BUILDING GROUP FLETCHER BUILDING GROUP
DEC 2007 JUNE 2007 DEC 2006
NZ$M NZ$M NZ$M
Assets
Current assets:
Cash and liquid deposits 139 332 57
Current tax asset 19
Debtors 1,078 978 922
Stocks 1,041 745 746
Total current assets 2,258 2,074 1,725
Non current assets:
Fixed assets 1,930 1,515 1,534
Goodwill 812 393 388
Intangibles 321 236 236
Investments in associates 188 123 120
Investments - other 20 18 15
Deferred taxationasset 39 74 66
Total noncurrent assets 3,310 2,359 2,359
Total assets 5,568 4,433 4,084
Liabilities
Current liabilities:
Short-term loans 20 4 18
Provisions 75 54 57
Creditors and accruals 919 818 799
Current tax liability 4 41
Contracts 111 137 109
Capital notes 113 113
Termdebt **202 ** 61 57
Total current liabilities 1,444 1,187 1,081
Non current liabilities:
Provisions 19 10 7
Creditors and accruals 64 61 62
Pension liability 66
Deferred taxation liability 73 71 69
Capital notes 236 236 350
Termdebt 1,196 572 702
Total noncurrentliabilities **1,654 ** 950 1,190
Total liabilities 3,098 2,137 2,271
Equity
Reported capital 1,343 1,325 987
Revenue reserves 1,113 961 773
Other reserves (28) (35) 10
Shareholders' funds 2,428 2,251 1,770
Minority equity 42 45 43
Total equity 2,470 2,296 1,813
Total liabilities and equity 5,568 4,433 4,084

The accompanying notes form part of and are to be read in conjunction with these financial statements.

.

7

Statement of Cashflows (Unaudited)

FOR THE SIX MONTHS ENDED 31 DECEMBER 2007

FLETCHER BUILDING GROUP

SIX MONTHS YEAR ENDED SIX MONTHS
DEC 2007 JUNE 2007 DEC 2006
NZ$M NZ$M NZ$M
Cashflow from operating activities
Receipts from customers 3,631 5,862 3,011
Dividends received 12 12
Interestreceived 2 3 1
Total received 3,645 5,877 3,012
Payments to suppliers, employees and other 3,282 5,200 2,724
Interest paid 68 91 43
Income taxpaid 50 103 18
Total applied 3,400 5,394 2,785
Net cash from operating activities 245 483 227
Cashflow from investing activities
Sale of fixed assets 37 32 6
Sale of investments 1
Insurance proceedsfrom loss ofplant 63
Total received 37 95 7
Purchase of fixed assets 125 249 115
Purchase of investments 15 3
Purchase of subsidiaries 990 97 83
(Cash)/net debtinsubsidiaries acquired 2 (3) (3)
Total applied 1,132 346 195
Net cash from investing activities (1,095) (251) (188)
Cashflow from financing activities
Net debt drawdowns / (settlements) 770 (21) 118
Issue of shares 321
Total received 770 300 118
Repurchase of capital notes 50 50
Distribution to minority shareholders 18 26 16
Dividends 96 169 80
Totalapplied 114 245 146
Net cash from financing activities 656 55 (28)
Net movement in cash held (194) 287 11
Add opening cash and liquid deposits 332 49 49
Effect ofexchangerate changes on net cash 1 (4) (3)
Closing cash and liquid deposits 139 332 57

8

Statement of Cashflows (Unaudited)

FOR THE SIX MONTHS ENDED 31 DECEMBER 2007

Analysis of subsidiaries acquired[(1)]

FLETCHER BUILDING GROUP

SIX MONTHS YEAR ENDED SIX MONTHS
DEC 2007 JUNE 2007 DEC 2006
NZ$M NZ$M NZ$M
Analysis of subsidiaries acquired(1)
Fixed assets 379 3 3
Goodwill on acquisition 418 74 63
Less contingent consideration (32) (7) 6
Intangibles 81 9
Investments 45 (2)
Tax assets (43) (3) 20
Current assets 387 24 3
Minority interests (1)
Cash in subsidiaries 21 3 (7)
Debt in subsidiaries (24)
Pension liabilities (71)
Non current liabilities (8)
Current liabilities (162) (6) (6)
Cashpaid to date for subsidiaries acquired 990 97 80

The Formica Corporation group was acquired on 2 July 2007, the Fair Dinkum Homes and Sheds group on 3 August 2007 and the Cameron Quarries group on 5 October 2007.

During the year ended 30 June 2007, the Maddren Building centres were acquired on 15 November 2006, the Forman Insulation business was acquired on 1 December 2006 and Eziform Sheet Metal was acquired on 1 May 2007 for a total consideration of $97 million.

The accompanying notes form part of and are to be read in conjunction with these financial statements.

9

Reconciliation of Net Earnings to Net Cash from Operating Activities (Unaudited)

FOR THE SIX MONTHS ENDED 31 DECEMBER 2007

FLETCHER BUILDING GROUP

SIX MONTHS YEAR ENDED SIX MONTHS
DEC 2007 JUNE 2007 DEC 2006
NZ$M NZ$M NZ$M
Cash was received from:
Net earnings 235 484 193
Earnings attributable tominorityinterests 9 19 10
244 503 203
Adjustment for items not involving cash:
Depreciation, depletions, amortisation and provisions 78 163 47
Taxation 33 10 74
Non cash adjustments 111 173 121
Cashflow from operations(1) 355 676 324
Less (gain) /loss ondisposalofaffiliates andfixed assets (18) (52)
Cashflow from operations before net working capital movements 337 624 324
Networking capital movements (92) (141) (97)
Net cash from operating activities (2) 245 483 227

(1) Includes loss on disposal of affiliates and fixed assets. (2) As per the statement of cashflows.

The accompanying notes form part of and are to be read in conjunction with these financial statements.

10

FLETCHER BUILDING FINANCIAL STATEMENTS

Notes to the financial statements

1 Basis of presentation The financial statements presented are those of Fletcher Building Limited and its subsidiaries (the "group"). Fletcher Building Limited is a company domiciled in New Zealand, is registered under the Companies Act 1993, and is an issuer in terms of the Securities Act 1978 and the Financial Reporting Act 1993. The financial statements have been prepared in accordance with NZ IAS 34 Interim Financial Reporting.

2 Changes in accounting policies

The International Accounting Standards Board has issued a number of other standards, amendments and interpretations which are not yet effective. The group has not yet applied these in preparing these interim financial statements although the application of these standards, amendments and interpretations would require further disclosures, but is not expected to have a material impact on the group's results.

There have been no changes in accounting policy in the six months ended 31 December 2007, however certain comparatives have been restated to conform with the current period's presentation.

3 Contingencies and commitments

Provision has been made in the ordinary course of business for all known and probable future claims but not for such claims as cannot presently be reliably measured. With the acquisition of Formica Corporation there has been an increase in capital expenditure, lease commitments, contingent liabilities and contingent assets to that disclosed in the 2007 annual report. However these are in the ordinary course of business and are not significant.

4 Other gains and losses

Included within other gains and losses of $17 million is a profit of $16 million on the sale of land from the disposal of Stresscrete.

5 Acquisitions

The Formica Corporation group was acquired on 2 July 2007, the Fair Dinkum Homes and Sheds group on 3 August 2007 and the Cameron Quarries group on 5 October 2007. A formal fair value exercise is being undertaken for all the acquisitions. The fair values will be updated more accurately in the financial statements for the year ended 30 June 2008, following the receipt of independent valuations. The estimated fair values of the assets and liabilities described below may therefore change upon completion of the fair value exercise. Goodwill on acquisition represents the value in the companies attributable to their expected profitability and the significant cost synergies to be achieved.

The following are the estimated values recognised in the interim financial statements:

Formica Corporation

The Formica Corporation was acquired for US$700 million, with additional payments of up to US$50 million contingent on performance milestones.

NZ$M
Purchase price 921
Working capital adjustment (2)
Debt acquired 24
Less cash acquired (21)
Contingent purchase price based on performance milestones 65
Less indemnity reimbursement expected from vendor (26)
Costs directlyattributable to the acquisition 21
Totalpurchaseprice 982.1338377

The following are the estimated values recognised in the interim financial statements:

VENDORS FAIR VALUE FAIR VALUE
BOOK VALUE ADJUSTMENT
NZ$M NZ$M NZ$M
Fixed assets 271 96 367
Goodwill on acquisition 385 385
Intangibles 81 81
Investments 45 45
Tax assets (35) (5) (40)
Current assets 386 386
Pension liability (94) 23 (71)
Minority interests (1) (1)
Non current liabilities (8) (8)
Current liabilities (162) (162)
Fair value of net assets 483 499 **982 **
Less contingent purchase price owing (58)
Plus indemnity reimbursement expected from vendor 26
Less debt acquired (24)
Plus cash acquired 21
Cashpaid to datefor Formica Corporation 947

In the period to 31 December 2007 the Formica Corporation contributed sales of $537 million and operating earnings of $21 million.

Fair Dinkum Homes and Sheds and Cameron Quarries

Fair Dinkum Homes and Sheds and the Cameron Quarries were acquired for NZ$43 million.

VENDORS FAIR VALUE FAIR VALUE
BOOK VALUE ADJUSTMENT
NZ$M NZ$M NZ$M
Fixed assets 12 12
Goodwill on acquisition 33 33
Tax assets (3) (3)
Current assets 1 1
Cashpaid to dateforsubsidiaries acquired 10 33 43

In the period to 31 December 2007 these acquired subsidiaries contributed sales of $5.5 million and operating earnings of $1.8 million. If the acquisitions had occurred on 1 July 2007, it is estimated that the contribution to group sales would have been $7.3 million and operating earnings of $2.1 million.

11

FLETCHER BUILDING GROUP

6 SIX MONTHS
YEAR ENDED
SIX MONTHS
DEC 2007
JUNE 2007
DEC 2006
NZ$M
NZ$M
NZ$M
Taxation expense
Earnings before taxation:
327
616
295
Taxation at 33 cents per dollar
108
203
97
Adjusted for:
Benefit of lower tax rate in overseas jurisdictions
(7)
(5)
(3)
Non assessable income
(7)
(7)
(4)
Non deductible expenses
1
4
3
Tax benefit arising from the election of the branch equivalent tax account
(70)
Non assessable income arising from insurance settlement
(16)
Impact of tax rate change
4
Otherpermanent differences
(12)
(1)
83
113
92
Tax on operating profits pre unusual items
83
193
92
Tax benefit of unusual items
(10)
Tax benefit arisingfrom the election of the branch equivalent tax account
(70)
83
113
92

12

FINANCIAL HIGHLIGHTS (UNAUDITED)

FLETCHER BUILDING GROUP

SIX MONTHS YEAR ENDED SIX MONTHS YEAR ENDED SIX MONTHS
DEC 2007 JUNE 2007 DEC 2006
Return on average funds employed (%) 20.4 24.8 24.5
Return on average equity (%) 19.6 26.0 21.8
Earnings per share (cents) excluding unusuals 47.0 84.0 41.1
Dividends per share (cents) 24 45 22
Gearing (%) 39.7 22.2 37.1
Interest cover (times) 7.3 9.8 9.3

13

BREAKDOWN OF FINANCIAL PERFORMANCE (UNAUDITED)

SIX MONTHS YEAR ENDED SIX MONTHS
DEC 2007 JUNE 2007 DEC 2006
NZ$M NZ$M NZ$M
RESULTS FOR THE PERIOD'S PERFORMANCE
Sales 3,547 5,926 2,980
Operating earnings (EBIT) 394 703 340
Unusual items included in Operating Earnings above 5
Cashflow from operations 245 483 227
Net earnings 235 484 193
SALES
Building Products 376 697 344
Steel 611 1,161 602
Distribution 565 1,064 518
Infrastructure 921 1,944 962
Laminates & Panels 1,074 1,058 553
Other 0 2 1
Total 3,547 5,926 2,980
OPERATING EARNINGS
Building Products 74 135 72
Steel 47 71 46
Distribution 42 80 39
Infrastructure 145 271 122
Laminates & Panels 91 151 65
Other (5) (5) (4)
Total 394 703 340
TOTAL ASSETS
Building Products 725 687 698
Steel 733 689 675
Distribution 285 271 281
Infrastructure 1,312 1,183 1,247
Laminates & Panels 2,362 981 1,052
Other 151 622 131
Total 5,568 4,433 4,084

14