Interim / Quarterly Report • Nov 26, 2007
Interim / Quarterly Report
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Interim Report January to September 2007
| EURm | July - September | January - September | |||
|---|---|---|---|---|---|
| 2006 1) |
2007 | 2006 1) |
2007 | ||
| Turnover | 2,221 | 3,092 | 5,935 | 7,254 | |
| Operating income before depreciation (OIBD) | 574 | 867 | 1,293 | 1,721 | |
| Operating income | 461 | 716 | 953 | 1,343 | |
| Additional ordinary result | 0 | 83 | 61 | 912 | |
| Results from participations | 72 | 37 | 155 | 143 | |
| Earnings before interest and income taxes (EBIT) | 533 | 836 | 1,169 | 2,398 | |
| Profit before tax | 468 | 690 | 1,002 | 2,133 | |
| Net income from continuing operations | 331 | 500 | 687 | 1,762 | |
| Group share in profit | 345 | 526 | 721 | 1,829 | |
| Investments | 206 | 8,790 | 493 | 12,404 |
Overview January - September 2007
1) Figures have been adjusted following the presentation of maxit Group as discontinued operation (IFRS 5) and are therefore not comparable with those presented in 2006
In order to ensure the comparability of operational development, the following consolidation-related changes have to be taken into account:
Our new acquisition Hanson, whose takeover was completed on 23 August, is included in the Group annual accounts for the month of September.
An agreement for the sale of maxit Group was signed at the beginning of August; as a discontinued operation in accordance with IFRS 5, it is no longer included in the 2006/2007 figures of continuing operations.
For the period from the middle of May to the end of August 2007, results from participations include our participation in Hanson (at equity) and the contribution of Vicat until its sale on 18 June 2007 for EUR 1.4 billion. The sale resulted in a profit of around EUR 800 million.
In the first nine months of 2007, the global economic environment remained sound despite the turbulence on the financial markets. The high dynamics of the developing and emerging countries, as well as the healthy state of the Eastern European growth countries, offset the slowdown in the US economy.
HeidelbergCement's cement and clinker sales volumes grew by 11.5% to 65.5 million tonnes (previous year: 58.8) during the reporting period. Excluding consolidation effects, the increase amounted to 4.0%. The strongest growth was achieved in the Asia-Australia-Africa-Mediterranean Group area, followed by Europe-Central Asia. As a result of our strong positions in Canada and on the East coast of the US, North America remained stable in the third quarter.
The inclusion of Hanson for the first time in September led to a considerable increase in volumes of aggregates as well as ready-mixed concrete. In most market regions, sales volumes also improved on a comparable basis. Sales volumes of aggregates across the Group rose by 55.4% to 98.1 million tonnes (previous year: 63.1); deliveries of ready-mixed concrete increased by 14.5% overall to 21.3 million cubic metres (previous year: 18.6).
In the first nine months, Group turnover rose by 22.2% to EUR 7,254 million (previous year: 5,935). This was due in particular to the consolidation of Hanson for the first time in September and the contributions made by the countries of Eastern Europe and Central Asia, as well as Norway, Africa, Asia and Turkey. Excluding exchange rate and consolidation effects, turnover increased by 11.8%. Operating income before depreciation (OIBD) grew by 33.1% to EUR 1,721 million (previous year: 1,293).
An increase of 40.9% was recorded in operating income, which reached EUR 1,343 million (previous year: 953). Excluding consolidation and exchange rate effects, the growth amounted to 29.1%. The marked organic growth is attributable to higher sales volumes, price adjustments and increases in efficiency. By far the biggest contribution to the increase in results came from Europe-Central Asia. In the North America Group area, operating income improved slightly on a comparable basis as a result of the strong development in the third quarter. Overall – with the inclusion of Hanson – it rose by 10.9% to EUR 382 million (previous year: 344). Calculated in US dollars, the figure increased by 19.7% to USD 514 million (previous year: 429). Around a third of this total was achieved in the strong market regions in Western Canada.
The additional ordinary result of EUR 912 million (previous year: 61) is heavily characterised by the sales of our participations in Vicat S.A. and Florida Rock Industries Inc. The inclusion of Hanson Ltd as an associated company until the full takeover of the business and the pro rata profit for the financial year achieved by Vicat S.A. until its sale in June 2007, brought the overall results from participations to EUR 143 million (previous year: 155). The change of EUR -98 million in the financial results is essentially attributable to the additional financing required for the Hanson acquisition.
Sustained growth and one-off effects, particularly in the second and third quarters, led to an increase in profit before tax from continuing operations, taking the total to EUR 2,133 million (previous year: 1,002). Taxes on income rose by EUR 55 million to EUR 371 million (previous year: 316). The
disproportionately small increase in taxes is due to the below-average taxation of capital gains. The net income after tax from continuing operations (excluding maxit Group) improved to EUR 1,762 million (previous year: 687). The Group share in profit rose to EUR 1,829 million (previous year: 721); like for like it increased by 42%.
On 23 August 2007, the purchase of the British building materials manufacturer Hanson was complete, only three months after the submission of the bid. The integration of the company, which focuses on North America, the United Kingdom and Australia, is well underway. A new Managing Board responsibility, led by Dr. Dominik von Achten since 1 October 2007, was created for this complex task.
Hanson forms an outstanding complement to HeidelbergCement and offers considerable market opportunities and strong synergy potential both from a geographical point of view and in terms of the product range. Together, the two companies form an efficient unit. As a result of this purchase, HeidelbergCement is closing the gap on the leading global players in the building materials industry and is becoming the global market leader for aggregates.
The initial steps in the tightly organised integration process have already been successfully taken. Integration teams made up of experts from Hanson and HeidelbergCement are analysing the processes at the most important locations, making performance comparisons and identifying potential improvements. Our high expectations for the quality of the management and the production facilities have been confirmed. The implementation of the organisational changes will start at the beginning of 2008.
In connection with the inclusion of Hanson from September 2007, HeidelbergCement has adjusted its Group structure geographically and in terms of its business lines. We report through the cement, aggregates and concrete business lines, building products and Group Services.
The Europe-Central Asia Group area has been extended to include Spain and Israel; Besides Australia, Asia-Australia-Africa-Mediterranean now also includes Malaysia and Singapore.
The Supervisory Board of HeidelbergCement has appointed Alan Murray a member of the Managing Board of HeidelbergCement AG with effect from 1 October 2007. Until the completion of the takeover in August 2007, Alan Murray was Chief Executive Officer of Hanson PLC. On the Managing Board of HeidelbergCement, he is responsible for Hanson's activities in North America, the United Kingdom, Australia, Asia and the Mediterranean Basin.
As part of the reorientation of the corporate strategy, HeidelbergCement reached an agreement with the French building materials manufacturer Saint Gobain in August 2007 regarding the sale of maxit Group. The purchase price is EUR 2,125 million. The transaction is expected to be completed by the end of 2007, subject to approval by the competition authorities. By selling maxit Group, Heidelberg-Cement is consistently pursuing its strategy of focusing on the refinement of raw materials for the core products cement and aggregates and for downstream activities such as ready-mixed concrete or concrete products. HeidelbergCement will use the sales revenue to reduce its financial liabilities. This is also being achieved by means of other disinvestments such as the sale of our participations in Vicat S.A. in the first half of the year, in Florida Rock Industries Inc. and the proceeds from the sale of activities in Nigeria and Niger.
HeidelbergCement made use of the further improved conditions on the capital markets to raise longterm funds and, in October 2007, very successfully placed a euro bond of EUR 480 million on the market via its financing company HeidelbergCement Finance B.V. The bond, with a term that runs until 4 January 2018, was very well accepted by the private investors at whom the offer was aimed. In addition, HeidelbergCement issued two Certificates of Indebtedness with a total volume of EUR 300 million. The proceeds from the bond and Certificates of Indebtedness issues are being used specifically to reduce existing liabilities.
Investments from continuing operations amounted to EUR 12,404 million (previous year: 493). Investments in tangible fixed assets, which primarily related to maintenance and optimisation measures in our cement plants, accounted for EUR 579 million (previous year: 300) of this total. Investments in financial fixed assets increased to EUR 11,825 million (previous year: 193); this primarily includes the acquisition of 100% of the shares of Hanson PLC.
In the first nine months, the number of employees at HeidelbergCement, excluding Hanson, rose to 41,787 (previous year: 38,401). The increase of 3,386 employees essentially results from the consolidation of our activities in Georgia and India. The consolidation of Hanson in September increased the number of employees in the Group by 26,996 to a total of 68,783.
In the Europe-Central Asia Group area, the pace of economic development accelerated once again in some of the new EU member countries. Construction investments and private consumption are the major growth drivers. Despite the strong euro exchange rate, Germany continued to benefit from exports. The growth of construction investments slowed down as a result of the weak development in residential construction.
Our cement business showed a pleasing upward trend in the first nine months. The countries of Eastern Europe and Central Asia, with the Baltic region, Romania, Kazakhstan and Poland leading the way, achieved significant double-digit growth rates. Our plants in Scandinavia also benefited from the strong domestic demand; in contrast, exports to the U.S. declined noticeably. While cement demand in Germany has weakened further in the past three months, our sales volumes in the United Kingdom increased again slightly in the third quarter.
Overall, our cement and clinker sales volumes in Europe-Central Asia improved by 10.6% to 32.6 million tonnes (previous year: 29.5). Adjusted for consolidation effects – cement activities in Georgia, Doncement in Ukraine and sales volumes of blast furnace slag in the United Kingdom by Hanson – the growth amounted to 4.3%. Deliveries of ready-mixed concrete and aggregates also showed the strongest increase in the countries of Eastern Europe; the Northern European and the Benelux countries also achieved pleasing growth. The consolidation of the Hanson activities in Germany, Austria, the Benelux countries, the United Kingdom, Spain, the Czech Republic and Israel for the month of September led to a considerable increase in volumes in both operating lines, particularly in aggregates: Overall, sales volumes of ready-mixed concrete rose by 13.3% to 11.3 million cubic metres (previous year: 10.0), while sales volumes of aggregates increased by 34.0% to 55.0 million tonnes (previous year: 41.0).
The turnover of the Europe-Central Asia Group area grew by 25.3% to EUR 3,858 million (previous year: 3,080).
| Europe-Central Asia | ||
|---|---|---|
| EURm | 2006 | 2007 |
| Cement | 1,991 | 2,414 |
| Aggregates and concrete | 1,189 | 1,465 |
| Building products | 104 | 203 |
| Intra Group eliminations | -203 | -225 |
| Total | 3,080 | 3,858 |
In the US, the decline in residential construction investments continued, albeit at a slower pace, while commercial construction experienced a heavy increase once again. Positive contributions are expected from the multi-year infrastructure/road construction programme. The overall development in North America varies considerably from region to region. Canada remains on course for growth and the East coast is also largely stable; in the southern US, particularly in Florida and California, construction activity decreased markedly.
The inclusion of Hanson's North American locations for the first time in September 2007 has decisively strengthened HeidelbergCement's market position in this Group area. The aggregates and other downstream activities of Hanson such as ready-mixed concrete, asphalt, concrete products, bricks and concrete roof tiles form an ideal complement to the cement business of our subsidiary Lehigh in all market regions.
After a decline of 6.2% in the first half of the year, the cement and clinker sales volumes of our North American plants were 2.4% below the previous year at 11.2 million tonnes (previous year: 11.4) as at the end of September. Excluding Hanson's cement activities in California, the decline amounted to 4.3%. While sales volumes in Canada increased slightly again during the reporting period, deliveries from our plants in the US remained below the previous year's level as a result of the weak residential construction and adverse weather conditions. In order to ensure that our plants continue to be fully utilised, we have significantly reduced imports from other Group areas. The advantages of our geographical positioning are also reflected in the sales volumes of ready-mixed concrete and aggregates. Including Hanson's activities, a marked increase of 76% was recorded in deliveries of aggregates, which amounted to 38.9 million tonnes (previous year: 22.1); sales volumes of ready-mixed concrete rose by 4.9% to 7.2 million cubic metres (previous year: 6.9). Even excluding Hanson, figures slightly exceeded the previous year's level in both operating lines.
The North America Group area improved its turnover in US dollars by 19.8%. On a euro basis, turnover increased by 10.9% to EUR 2,090 million (previous year: 1,884).
| North America | ||
|---|---|---|
| EURm | 2006 | 2007 |
| Cement | 1,089 | 1,008 |
| Aggregates and concrete | 942 | 1,107 |
| Building products | 128 | |
| Intra Group eliminations | -147 | -153 |
| Total | 1,884 | 2,090 |
| Asia-Australia-Africa-Mediterranean | ||
|---|---|---|
| EURm | 2006 | 2007 |
| Cement | 906 | 1,110 |
| Aggregates and concrete | 62 | 174 |
| Building products | 9 | |
| Intra Group eliminations | -24 | -26 |
| Total | 945 | 1,266 |
The economies of the emerging countries in the Asia-Australia-Africa-Mediterranean Group area, particularly China and India, are still experiencing above-average growth. Clearly positive signals are also emerging from the construction sector in Australia, our new market.
Overall, the cement and clinker sales volumes of the Asia-Australia-Africa-Mediterranean Group area grew by 21.8% to 21.7 million tonnes (previous year: 17.8) by the end of September. Excluding the consolidation effect from the inclusion of our activities in India, the increase amounted to 8.8%. Thanks to the strong domestic demand, our Turkish joint venture Akçansa achieved the highest increase in sales volumes with 12.7%. In Indonesia, our subsidiary Indocement also benefited from another marked rise in construction activity. Pleasing increases in sales volumes were also achieved in China, particularly at our plants in the Southern Chinese province of Guangdong. In Africa, we recorded strong growth, particularly in Tanzania, Togo and Ghana; our African subsidiaries achieved an overall increase of 12.6% in sales volumes. As part of the reorientation of the Group, we have sold our participations in the Cement Company of Northern Nigeria in Nigeria and Société Nigérienne de Cimenterie in Niger, as it was not possible to build up a leading market position in either country. The closing of the transaction is expected to take place at the end of 2007
The consolidation of Hanson's activities in Malaysia, Hong Kong and, in particular, Australia for the first time is helping to significantly strengthen the aggregates-concrete business line in this Group area. HeidelbergCement now operates in the aggregates business in this part of the world. Sales volumes of ready-mixed concrete rose by 62% to 2.7 million cubic metres (previous year: 1.7); even excluding deliveries of ready-mixed concrete by Hanson, the growth amounted to 13%.
The turnover of the Asia-Australia-Africa-Mediterranean Group area was 34.1% above the previous year at EUR 1,266 million (previous year: 945).
The trade volume of our subsidiary HC Trading decreased by 8.5% to 8.8 million tonnes (previous year: 9.6) in the first nine months. Cement deliveries in particular showed a noticeable decline, while clinker trading increased.
As a result of the significant increase in turnover achieved by our subsidiary HC Fuels, which is responsible for purchasing fossil fuels, the total turnover of the Group Services business unit rose by 7.0% to EUR 517 million (previous year: 484).
The high dynamics of the global economy are weakening slightly. Development in the emerging countries and in most Eastern European countries remains strong. In North America, the situation on the construction markets continues to be varied: Weak residential construction is counterbalanced by solid commercial and public construction. The devaluation pressure on the US dollar remains high.
HeidelbergCement will consistently continue to reduce its existing liabilities. To do this, we will use a combination of different capital market instruments, particularly bonds and Certificates of Indebtedness. In addition, we are also considering a further cash capital increase.
Because of our geographical positioning, which comprises a good mix of growing and mature markets, even in North America, we are confident of achieving the planned improvements in turnover and results. The rapid integration of Hanson will allow us to exploit further potential for synergy and increasing efficiency.
| Group profit and loss accounts EUR '000s |
July - September | January - September | |||
|---|---|---|---|---|---|
| 2006 2) |
2007 | 2006 2) |
2007 | ||
| Turnover | 2,220,600 | 3,092,423 | 5,935,486 | 7,254,115 | |
| Change in stocks and work in progress | -11,101 | -3,801 | -29,878 | 11,683 | |
| Own work capitalised | 338 | -45 | 975 | 606 | |
| Operating revenues | 2,209,837 | 3,088,577 | 5,906,583 | 7,266,404 | |
| Other operating income | 45,559 | 60,061 | 119,639 | 143,039 | |
| Material costs | -851,443 | -1,100,217 | -2,320,573 | -2,762,467 | |
| Employees and personnel costs | -307,027 | -429,614 | -926,106 | -1,071,863 | |
| Other operating expenses | -522,848 | -751,841 | -1,486,472 | -1,854,204 | |
| Operating income before depreciation (OIBD) | 574,078 | 866,966 | 1,293,071 | 1,720,909 | |
| Depreciation of tangible fixed assets | -110,670 | -147,766 | -333,115 | -369,942 | |
| Amortisation of intangible assets | -2,341 | -3,597 | -6,581 | -8,181 | |
| Operating income | 461,067 | 715,603 | 953,375 | 1,342,786 | |
| Additional ordinary result | 111 | 82,741 | 60,977 | 911,943 | |
| Results from associated companies 1) | 62,955 | 38,100 | 147,874 | 141,475 | |
| Results from other participations | 9,024 | -638 | 6,713 | 1,495 | |
| Earnings before interest and income taxes (EBIT) | 533,157 | 835,806 | 1,168,939 | 2,397,699 | |
| Interest and similar income | 8,179 | 30,789 | 20,754 | 61,317 | |
| Interest and similar expenses | -73,718 | -172,804 | -191,318 | -314,592 | |
| Foreign currency exchange gains and losses | 205 | -1,019 | 3,940 | -4,972 | |
| Financial result on puttable minorities | -2,614 | -6,852 | |||
| Profit before tax | 467,823 | 690,158 | 1,002,315 | 2,132,600 | |
| Taxes on income | -136,475 | -190,298 | -315,757 | -370,955 | |
| Net income from continuing operations | 331,348 | 499,860 | 686,558 | 1,761,645 | |
| Net income from discontinued operations | 43,962 | 59,386 | 103,858 | 139,577 | |
| Profit for the financial year | 375,310 | 559,246 | 790,416 | 1,901,222 | |
| Minority interests | -30,141 | -33,230 | -69,765 | -72,522 | |
| Group share in profit | 345,169 | 526,016 | 720,651 | 1,828,700 | |
| Earnings per share in EUR (IAS 33) | |||||
| - Earnings per share - group share in profit | 2.99 | 4.36 | 6.23 | 15.56 | |
| - Earnings per share - continuing operations | 2.87 | 4.14 | 5.94 | 14.98 | |
| - Earnings per share - discontinued operations | 0.38 | 0.50 | 0.90 | 1.19 | |
| 1) Net result from associated companies | 50,456 | 33,962 | 120,220 | 124,009 |
2) Figures have been adjusted following the presentation of maxit Group as discontinued operation (IFRS 5) and are therefore not comparable with those presented in 2006
| Group cash flow statement | |||
|---|---|---|---|
| EUR '000s | January - September | ||
| 2006 2) |
2007 | ||
| Operating income before depreciation (OIBD) | 1,293,071 | 1,720,909 | |
| Additional ordinary result before depreciation | 60,059 | 910,849 | |
| Dividends received | 34,513 | 22,912 | |
| Interest paid | -166,176 | -305,727 | |
| Taxes paid | -244,355 | -246,180 | |
| Elimination of non-cash items | 35,242 | -784,100 | |
| Cash flow | 1,012,354 | 1,318,663 | |
| Changes in operating assets | -361,490 | -265,943 | |
| Changes in operating liabilities | 18,539 | -120,466 | |
| Cash flow from operating activities - continuing operations | 669,403 | 932,254 | |
| Cash flow from operating activities - discontinued operations | 69,274 | 80,227 | |
| Cash flow from operating activities | 738,677 | 1,012,481 | |
| Intangible assets | -1,584 | -37,063 | |
| Tangible fixed assets | -297,856 | -541,728 | |
| Financial fixed assets | -193,780 | -11,825,463 | |
| Investments (cash outflow) | -493,220 | -12,404,254 | |
| Proceeds from fixed asset disposals | 112,255 | 1,549,902 | |
| Cash from changes in consolidation scope | 7,238 | 484,201 | |
| Cash flow from investing activities - continuing operations | -373,727 | -10,370,151 | |
| Cash flow from investing activities - discontinued operations | -74,371 | -10,406 | |
| Cash flow from investing activities | -448,098 | -10,380,557 | |
| Capital increase | 374 | 527,053 | |
| Dividend payments - HeidelbergCement AG | -132,938 | -144,508 | |
| Dividend payments - minority shareholders | -27,525 | -26,317 | |
| Proceeds from bond issuance and loans | 219,545 | 11,603,292 | |
| Repayment of bonds and loans | -372,590 | -1,839,939 | |
| Cash flow from financing activities - continuing operations | -313,134 | 10,119,581 | |
| Cash flow from financing activities - discontinued operations | 7,056 | -61,582 | |
| Cash flow from financing activities | -306,078 | 10,057,999 | |
| Net change in cash and cash equivalents - continuing operations | -17,458 | 681,684 | |
| Net change in cash and cash equivalents - discontinued operations | 1,959 | 8,239 | |
| Net change in cash and cash equivalents | -15,499 | 689,923 | |
| Effect of exchange rate changes | -3,050 | -15,542 | |
| Cash and cash equivalents at 1 January | 316,816 | 218,839 | |
| Reclassification of cash from discontinued operations | -13,752 | -23,018 | |
| Cash and cash equivalents at 30 September 1) | 284,515 | 870,202 |
1) In the balance sheet, the item "Securities and similar rights" also lists the market value of hedging transactions and the "available for sale financial assets" amounting to: EUR 60.6 million (previous year: 80.1)
2) Figures have been adjusted following the presentation of maxit Group as discontinued operation (IFRS 5) and are therefore not comparable with those presented in 2006
| Assets | ||
|---|---|---|
| EUR '000s | 31 Dec. 2006 | 30 Sept. 2007 |
| Long-term assets | ||
| Intangible assets | 2,802,535 | 11,749,902 |
| Tangible fixed assets | ||
| Land and buildings | 2,048,053 | 4,225,041 |
| Plant and machinery | 2,916,338 | 4,121,208 |
| Fixtures, fittings, tools and equipment | 197,138 | 223,979 |
| Payment on account and assets under construction | 379,799 | 1,010,009 |
| 5,541,328 | 9,580,237 | |
| Financial fixed assets | ||
| Shares in associated companies | 850,561 | 479,835 |
| Shares in other participations | 234,493 | 176,187 |
| Loans to participations | 32,052 | 99,784 |
| Other loans | 45,416 | 26,575 |
| 1,162,522 | 782,381 | |
| Fixed assets | 9,506,385 | 22,112,520 |
| Deferred taxes | 132,829 | 122,450 |
| Other long-term receivables | 75,932 | 465,640 |
| Long-term tax assets | 23,300 | |
| 9,715,146 | 22,723,910 | |
| Short-term assets | ||
| Stocks | ||
| Raw materials and consumables | 504,088 | 650,540 |
| Work in progress | 91,095 | 124,975 |
| Finished goods and goods for resale | 283,881 | 716,981 |
| Payments on account | 16,970 | 29,220 |
| 896,034 | 1,521,716 | |
| Receivables and other assets | ||
| Short-term financial receivables | 100,818 | 137,687 |
| Trade receivables | 1,024,255 | 2,361,405 |
| Other short-term operating receivables | 291,497 | 531,614 |
| Current income tax assets | 56,516 | 95,902 |
| 1,473,086 | 3,126,608 | |
| Short-term investments and similar rights | 19,261 | 63,525 |
| Cash at bank and in hand | 214,919 | 867,247 |
| 2,603,300 | 5,579,096 | |
| Assets held for sale | ||
| Non-current assets/ disposal groups held for sale | 61,286 | |
| Assets: Discontinued operations | 1,348,770 | |
| 1,410,056 | ||
| Balance sheet total | 12,318,446 | 29,713,062 |
1) Includes puttable minorities with an amount of 78,622 EUR '000s (previous year: 105,974).
| Liabilities | ||
|---|---|---|
| EUR '000s | 31 Dec. 2006 | 30 Sept. 2007 |
| Shareholders' equity and minority interests | ||
| Subscribed share capital | 346,974 | 360,000 |
| Capital reserves | 2,462,144 | 2,976,171 |
| Revenue reserves | 2,845,682 | 4,477,862 |
| Currency translation | -303,455 | -668,942 |
| Company shares | -2,934 | |
| Capital entitled to shareholders | 5,348,411 | 7,145,091 |
| Minority interests | 479,511 | 533,143 |
| 5,827,922 | 7,678,234 | |
| Long-term provisions and liabilities | ||
| Provisions | ||
| Provisions for pensions | 678,906 | 741,168 |
| Deferred taxes | 506,583 | 996,680 |
| Other long-term provisions | 459,597 | 941,469 |
| 1,645,086 | 2,679,317 | |
| Liabilities | ||
| Debenture loans | 748,207 | 1,909,139 |
| Bank loans | 694,061 | 11,959,240 |
| Other long-term financial liabilities | 475,307 | 404,995 1) |
| 1,917,575 | 14,273,374 | |
| Other long-term operating liabilities | 13,327 | 173,685 |
| Long-term tax liabilities | 101,210 | |
| 1,930,902 | 14,548,269 | |
| 3,575,988 | 17,227,586 | |
| Short-term provisions and liabilities | ||
| Provisions | 143,762 | 286,171 |
| Liabilities | ||
| Debenture loans (current portion) | 672,400 | 201,886 |
| Bank loans (current portion) | 437,943 | 936,289 |
| Other short-term financial liabilities | 392,869 | 656,067 1) |
| 1,503,212 | 1,794,242 | |
| Trade payables | 657,362 | 1,011,884 |
| Current income taxes payables | 72,646 | 246,060 |
| Other short-term operating liabilities | 537,554 | 1,070,427 |
| 2,770,774 | 4,122,613 | |
| 2,914,536 | 4,408,784 | |
| Liabilities/provisions associated with assets held for sale | ||
| Liabilities included in disposal groups | 26,736 | |
| Liabilities: Discontinued operations | 371,722 | |
| 398,458 | ||
| Balance sheet total | 12,318,446 | 29,713,062 |
| Statement of recognised income and expense | ||||||
|---|---|---|---|---|---|---|
| EUR '000s | January - September | |||||
| 2006 | 2007 | |||||
| IAS 39 Financial Instruments: Recognition and Measurement | 12,082 | -47,101 | ||||
| IAS 19 Employee Benefits | -2,391 | |||||
| Currency translation | -141,921 | -383,707 | ||||
| Other consolidation adjustments | 4,353 | -1,687 | ||||
| Income and expense directly recognised in equity | -125,486 | -434,886 | ||||
| Profit for the financial year | 790,416 | 1,901,222 | ||||
| Total earnings for the period | 664,930 | 1,466,336 | ||||
| Part of minorities | 37,460 | 55,135 | ||||
| Part of shareholders HeidelbergCement AG | 627,470 | 1,411,201 |
| Group equity capital grid/notes | Subscribed share |
Capital reserves |
Revenue reserves |
Currency translation |
Company shares |
Capital entitled to |
Minority interests |
Total |
|---|---|---|---|---|---|---|---|---|
| EUR '000s | capital | shareholders | ||||||
| 1 January 2006 | 296,065 | 2,512,679 | 1,999,286 | -174,938 | -2,936 | 4,630,156 | 427,709 | 5,057,865 |
| Profit for the financial year | 720,651 | 720,651 | 69,765 | 790,416 | ||||
| Capital increase | ||||||||
| from issuance of new shares | 19 | 355 | 374 | 374 | ||||
| out of revenue reserves | 50,890 | -50,890 | ||||||
| Issuance of company shares | 2 | 2 | 2 | |||||
| Dividends | -132,938 | -132,938 | -29,243 | -162,181 | ||||
| Changes without effects on results | ||||||||
| Consolidation adjustments | 4,353 | 4,353 | 38,747 | 43,100 | ||||
| IAS 39 Financial instruments: Recognition and Measurement |
12,979 | 12,979 | -897 | 12,082 | ||||
| Exchange rate | -110,513 | -110,513 | -31,408 | -141,921 | ||||
| 30 September 2006 | 346,974 | 2,462,144 | 2,604,331 | -285,451 | -2,934 | 5,125,064 | 474,673 | 5,599,737 |
| 1 January 2007 | 346,974 | 2,462,144 | 2,845,682 | -303,455 | -2,934 | 5,348,411 | 479,511 | 5,827,922 |
| Profit for the financial year | 1,828,700 | 1,828,700 | 72,522 | 1,901,222 | ||||
| Capital increase | ||||||||
| from issuance of new shares | 13,181 | 514,027 | 527,208 | 527,208 | ||||
| Withdrawal of company shares | -155 | 2,934 | 2,779 | 2,779 | ||||
| Dividends | -144,508 | -144,508 | -28,830 | -173,338 | ||||
| Changes without effects on results | ||||||||
| Consolidation adjustments | -1,687 | -1,687 | 27,327 | 25,640 | ||||
| IAS 19 Employee Benefits | -2,391 | -2,391 | -2,391 | |||||
| IAS 39 Financial instruments: Recognition and Measurement |
-47,934 | -47,934 | 833 | -47,101 | ||||
| Exchange rate | -365,487 | -365,487 | -18,220 | -383,707 | ||||
| 30 September 2007 | 360,000 | 2,976,171 | 4,477,862 | -668,942 | 7,145,091 | 533,143 | 7,678,234 |
| Group areas January to September 2007 (Primary reporting format under IAS 14 No. 50 ff.) | |||||||
|---|---|---|---|---|---|---|---|
| EURm | Europe-Central Asia | North America | |||||
| 2006 | 2007 | 2006 | 2007 | ||||
| External turnover | 3,002 | 3,793 | 1,884 | 2,090 | |||
| Inter-area turnover | 79 | 65 | |||||
| Turnover | 3,080 | 3,858 | 1,884 | 2,090 | |||
| Change to prior year in % | 25.3% | 10.9% | |||||
| Operating income before depreciation (OIBD) | 664 | 960 | 418 | 470 | |||
| in % of turnover | 21.5% | 24.9% | 22.2% | 22.5% | |||
| Depreciation | 207 | 222 | 74 | 88 | |||
| Operating income | 457 | 738 | 344 | 382 | |||
| in % of turnover | 14.8% | 19.1% | 18.3% | 18.3% | |||
| Results from participations | 132 | 94 | 5 | 29 | |||
| Total additional ordinary result | |||||||
| Earnings before interest and income taxes (EBIT) | 589 | 833 | 350 | 411 | |||
| Investments 1) | 144 | 252 | 103 | 165 | |||
| Employees End of Month2) | 22,416 | 31,663 | 6,127 | 19,835 |
1) Investments = in the segment columns: tangible and intangible fixed asset investments; in the reconciliation column: financial fixed asset investments
2) Including employees of Hanson Group as of end of month = 26.996
| Asia-Australia | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Africa-Mediterranean | Group Services | Reconciliation | Continuing Operations | Discontinued Operations | |||||
| 2006 | 2007 | 2006 | 2007 | 2006 | 2007 | 2006 | 2007 | 2006 | 2007 |
| 881 | 1,203 | 170 | 168 | 5,935 | 7,254 | 921 | 1,020 | ||
| 64 | 63 | 314 | 349 | -457 | -477 | 0 | 0 | ||
| 945 | 1,266 34.1% |
484 | 517 7.0% |
-457 | -477 | 5,935 | 7,254 22.2% |
921 | 1,020 10.8% |
| 197 | 282 | 14 | 8 | 1,293 | 1,721 | 171 | 194 | ||
| 20.8% | 22.3% | 3.0% | 1.6% | 21.8% | 23.7% | 18.5% | 19.0% | ||
| 59 | 68 | 1 | 1 | 340 | 378 | 39 | 28 | ||
| 138 14.6% |
215 16.9% |
14 2.9% |
8 1.5% |
953 16.1% |
1,343 18.5% |
132 14.3% |
166 16.3% |
||
| 17 | 19 | 155 | 143 | -8 | 2 | ||||
| 61 | 912 | 61 | 912 | 0 | 2 | ||||
| 155 | 234 | 14 | 8 | 61 | 912 | 1,168 | 2,398 | 124 | 169 |
| 53 | 162 | 193 | 11,826 | 493 | 12,405 | 81 | 44 | ||
| 9,810 | 17,228 | 48 | 56 | 38,401 | 68,783 | 5,025 | 5,192 |
| Accounting and con solidation principles |
The Group's quarterly accounts as of 30 September 2007 were prepared according to the International Financial Reporting Standards (IFRS) for interim reporting as applicable in the European Union. The same accounting and valuation methods were applied as in the preparation of the Group annual accounts as of 31 December 2006, as well as IAS 34 "Interim Financial Reporting". In the quarterly accounts as of 30 September 2007, maxit Group is shown as a "discontinued operation" in accordance with IFRS 5. The previous year's values have been adjusted accordingly. Results from participations comprise both income from other participations and amounts written off financial fixed assets. |
|---|---|
| Segment reporting | The Hanson Group, included in the Group annual accounts for the first time, has been integrated into the segment reporting of the HeidelbergCement Group according to the regional structure and the structure of the business lines. |
| Seasonal nature of the business |
Regional weather conditions are reflected in HeidelbergCement's production and sales position. |
| Changes in the con solidation scope |
Companies consolidated at equity The participation in Vicat S.A., which was included in the Group annual accounts as an associated company, was sold on 18 June 2007 for a price of EUR 1.4 billion. Fully consolidated companies The coming into effect of the scheme of arrangement on 23 August 2007 completed the acquisition of 100% of the shares in the British building materials manufacturer Hanson Limited. Since 17 May 2007, Hanson Limited had been included in the Group annual accounts according to the equity method with a percentage of 27.6%. |
Other additions to the consolidation scope in comparison with 31 December 2006 primarily occurred in the Europe-Central Asia Group area. The following table summarises the changes:
| Additions of fully consolidated companies Country / Company |
Domicile | % | Acquisition Costs EURm |
Preliminary Goodwill EURm |
Included since |
|---|---|---|---|---|---|
| United Kingdom / Hanson Group | |||||
| Hanson Limited (Subgroup) | London | 100.00 | 11,661.3 | 9,440.7 | 27 Aug. |
| Germany | |||||
| Heidelberger Beton Rhein-Nahe GmbH & Co. KG | Idar-Oberstein | 74.00 | 1.1 | 1 May | |
| KG Andresen Grundstücksverwaltungs GmbH & Co. KG | Damsdorf | 100.00 | 0.2 | 1 July | |
| Kieswerke Andresen GmbH | Damsdorf | 100.00 | 3.5 | 1.6 | 1 July |
| Georgia | |||||
| CaucasusCement Holding B.V. | 's-Hertogenbosch, NL | 75.00 | 71.6 | 1 Feb. | |
| Limited Liability Company SaqCementi | Manglisi | 100.00 | 90.9 | 70.8 | 1 Feb. |
| Limited Liability Company RustavCementi | Rustavi | 100.00 | 4.6 | 1 Feb. | |
| Latvia | |||||
| Baltik Saule | Riga | 71.00 | 3.1 | 1.7 | 1 Jan. |
| Poland | |||||
| Bialostockie Kopalnie Surowców Mineralnych Sp. z o.o. | Bialostockie | 99.17 | 2.6 | 1.6 | 1 Jan. |
| Russia | |||||
| Open Joint Stock Company Gurovo-Beton | Novogurovsky | 80.14 | 7.3 | 5.0 | 1 Jan. |
| Ukraine | |||||
| Limited Liability Company "Rybalski Quarry" | Dnipropetrovsk | 100.00 | 5.3 | 4.7 | 1 Jan. |
| Indonesia | |||||
| PT Gunung Tua Mandiri | Kabupalen Bogor | 51.00 | 3.5 | 1.0 | 31 July |
In accordance with IFRS 3.61 ff., the acquired assets and liabilities of the companies consolidated for the first time are included in the Group annual accounts of HeidelbergCement AG on the basis of provisional information.
The goodwill comprises market shares purchased that cannot be assigned to any other determinable and separable intangible fixed assets.
The formerly fully consolidated Swedish companies Reci Industrie AB, Danderyd, and Millfill AB, Örebro, left the consolidation scope following their sale.
The opening balance sheet values and the turnover and results from the period from 1 January to 30 September 2007 of companies acquired and included for the first time in the Group annual accounts (Business Combinations) are as follows, in accordance with IFRS 3.67 ff.:
| Assets | Hanson | 30Sept.2007 | |
|---|---|---|---|
| EUR '000s | Group | Others | Total |
| Long-term assets | |||
| Intangible assets | 85,712 | 6,717 | 92,429 |
| Tangible fixed assets | 4,601,670 | 31,026 | 4,632,696 |
| Financial fixed assets | 256,918 | 1,301 | 258,219 |
| Fixed assets | 4,944,300 | 39,044 | 4,983,344 |
| Deferred taxes | 2,476 | 179 | 2,655 |
| Other long-term receivables | 520,148 | 133 | 520,281 |
| 5,466,924 | 39,356 | 5,506,280 | |
| Short-term assets | |||
| Stocks | 733,028 | 6,888 | 739,916 |
| Receivables and other assets | 1,535,597 | 10,396 | 1,545,993 |
| Cash at bank and in hand | 482,867 | 864 | 483,731 |
| 2,751,492 | 18,148 | 2,769,640 | |
| Balance sheet total | 8,218,416 | 57,504 | 8,275,920 |
| Liabilities | Hanson | 30Sept.2007 | |
|---|---|---|---|
| EUR '000s | Group | Others | Total |
| Shareholders' equity and minority interests | 2,288,418 | 29,655 | 2,318,073 |
| Long-term provisions and liabilities | |||
| Provisions | 1,235,350 | 6,554 | 1,241,904 |
| Liabilities | 2,327,922 | 8,141 | 2,336,063 |
| 3,563,272 | 14,695 | 3,577,967 | |
| Short-term provisions and liabilities | |||
| Provisions | 147,265 | 864 | 148,129 |
| Liabilities | 2,219,461 | 12,290 | 2,231,751 |
| 2,366,726 | 13,154 | 2,379,880 | |
| Balance sheet total | 8,218,416 | 57,504 | 8,275,920 |
| EUR '000s | Hanson Group | Others | Total |
|---|---|---|---|
| Turnover | 673,436 | 73,512 | 746,948 |
| Profit for the financial year | 68,229 | 15,996 | 84,224 |
| Minority interests | -239 | -3,124 | -3,363 |
| Group share in profit | 67,989 | 12,872 | 80,861 |
Assuming that the companies had been consolidated for the first time on 1 January 2007, the Group turnover would have been EUR 4,219 million higher and the profit for the financial year EUR 176 million higher.
For reasons of materiality, we refrained from individual disclosures for the other companies (IFRS 3.68).
On 6 August 2007, HeidelbergCement signed an agreement for the sale of maxit Group with the French building materials manufacturer Saint Gobain. The sale price is EUR 2,125 million. The transaction is expected to be completed by the end of 2007, subject to approval by the competition authorities. maxit Group, which until now has formed an independent segment, is summarised separately in the profit and loss accounts, in the cash flow statement, in the Group balance sheet and in the segment reporting as a discontinued operation in accordance with IFRS 5.
In addition, HeidelbergCement has signed an agreement for the sale of the participations in the African companies Cement Company of Northern Nigeria in Nigeria and Société Nigérienne de Cimenterie in Niger with the private Nigerian company Damnaz Cement Company Limited. The transaction is expected to be completed by the end of 2007. The assets and liabilities of these companies are shown in the balance sheet as disposal groups in accordance with IFRS 5.
The discontinued business line and the long-term assets and liabilities held for sale developed as follows:
| Post-tax profit or loss of discontinued operations | ||
|---|---|---|
| EUR '000s | 2006 | 2007 |
| Revenue | 926,171 | 1,048,751 |
| Expenses | -803,832 | -886,870 |
| 122,339 | 161,881 | |
| Income tax expense | -18,481 | -22,304 |
| Post-tax profit | 103,858 | 139,577 |
| EUR '000s | 2007 |
|---|---|
| Intangible assets | 415,164 |
| Tangible assets | 492,338 |
| Other long-term assets | 28,140 |
| Inventories | 156,407 |
| Cash and cash equivalents | 25,197 |
| Other short-term assets | 292,810 |
| Non-current assets held fors sale | 1,410,056 |
| Provisions for pensions | 30,203 |
| Other long-term provisions | 88,043 |
| Long-term liabilities | 11,594 |
| Short-term provisions | 8,283 |
| Short-term liabilities | 260,335 |
| Liabilities held for sale | 398,458 |
| Cumulative expenses recognised directly in equity | -3,779 |
| Aggregates | Intra Group | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| EURm | Cement | and concrete | Building products | eliminations | Total | |||||
| 2006 | 2007 | 2006 | 2007 | 2006 | 2007 | 2006 | 2007 | 2006 | 2007 | |
| Europe-Central Asia | 1,991 | 2,414 | 1,189 | 1,465 | 104 | 203 | -203 | -225 | 3,080 | 3,858 |
| North America | 1,089 | 1,008 | 942 | 1,107 | 128 | -147 | -153 | 1,884 | 2,090 | |
| Asia-Australia-Africa | ||||||||||
| Mediterranean | 906 | 1,110 | 62 | 174 | 9 | -24 | -26 | 945 | 1,266 | |
| Total | 3,985 | 4,532 | 2,193 | 2,746 | 104 | 340 | -374 | -404 | 5,908 | 7,214 |
| Group Services | 484 | 517 | ||||||||
| Inter-area turnover | -457 | -477 | ||||||||
| Continuing operations | 5,935 | 7,254 | ||||||||
| Exchange rates | Exchange rates at | Average exchange rates | ||||
|---|---|---|---|---|---|---|
| 31 Dec. 2006 30 Sept. 2007 |
01-09/2006 | 01-09/2007 | ||||
| Land | EUR | EUR | EUR | EUR | ||
| USD | US | 1.3196 | 1.4271 | 1.2454 | 1.3445 | |
| CAD | Canada | 1.5373 | 1.4147 | 1.4100 | 1.4860 | |
| CNY | China | 10.3015 | 10.7097 | 9.9723 | 10.3052 | |
| GBP | Great Britain | 0.6737 | 0.6972 | 0.6846 | 0.6766 | |
| GEL | Georgia | 2.2544 | 2.3603 | 2.2209 | 2.2594 | |
| HRK | Croatia | 7.3502 | 7.2705 | 7.3130 | 7.3408 | |
| IDR | Indonesia | 11,902.79 | 13,039.41 | 11,415.75 | 12,260.03 | |
| INR | India | 58.2076 | 56.5845 | 56.4021 | 56.1864 | |
| KZT | Kazakhstan | 167.46 | 172.58 | 156.12 | 165.53 | |
| NOK | Norway | 8.2248 | 7.6871 | 7.9771 | 8.0644 | |
| PLN | Poland | 3.8279 | 3.7701 | 3.9107 | 3.8251 | |
| RON | Romania | 3.3808 | 3.3373 | 3.5398 | 3.2974 | |
| SEK | Sweden | 9.0331 | 9.1774 | 9.2958 | 9.2338 | |
| SKK | Slovakia | 34.4442 | 33.8722 | 37.6445 | 33.8777 | |
| CZK | Czech Republic | 27.4741 | 27.4945 | 28.4313 | 28.0627 | |
| HUF | Hungary | 251.0803 | 250.5417 | 265.2096 | 250.6954 | |
| TRY | Turkey | 1.8672 | 1.7177 | 1.7806 | 1.8056 |
Besides the cash capital increase on 1 June 2007 totalling EUR 527 million, which was subscribed to without subscription rights by VEM Vermögensverwaltung GmbH, belonging to the Merckle group, no reportable transactions with affiliated companies or persons took place in the reporting period beyond normal business relations.
In October 2007, HeidelbergCement placed a euro bond of EUR 480 million on the market via its financing company HeidelbergCement Finance B.V. The bond's term runs until 4 January 2018 and the issue price is 94% with an interest coupon of 5.625%.
In addition, HeidelbergCement Finance B.V. issued two Certificates of Indebtedness with a total volume of EUR 300 million. The interest is 5.71% p.a. for a loan amount of EUR 200 million and 6% p.a. for a loan amount of EUR 100 million. The Certificates of Indebtedness must be repaid on 16 October 2012 and 16 October 2014 respectively. The proceeds from the bond and Certificates of Indebtedness issues are being used specifically to reduce existing liabilities.
Heidelberg, 6 November 2007
HeidelbergCement AG
The Managing Board
| Financial calendar | |
|---|---|
| First overview of the financial year 2007 | January 2008 |
| Press and analysts' conference on annual accounts | 17 March 2008 |
| Interim report January to March 2008 | 8 May 2008 |
| Annual General Meeting 2008 | 8 May 2008 |
HeidelbergCement AG Berliner Strasse 6 69120 Heidelberg, Germany www.heidelbergcement.com
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