Annual Report 2009 Royal BAM Group Nv
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Annual Report 2009 Royal BAM Group nv Royal BAM Group nv Runnenburg 9 3981 AZ Bunnik P.O. Box 20 3980 CA Bunnik The Netherlands Telephone +31 (0)30 659 89 88 [email protected] www.bamgroup.org Established at Bunnik. Trade Register Utrecht Number 30058019. This is an English translation of the original Dutch-language report. Should different interpretations arise, the Dutch version prevails. WorldReginfo - 0ecc478f-bdd1-4114-b483-b49e7130b004 Revenue Net result attributable to shareholders Year-end order book (in € million) (in € million) (in € million) 10,000 400 14,000 12,000 8,000 320 13,800 13,100 13,100 8,954 8,835 8.646 8,646 8.646 349.0 10,000 8,353 7.770 7.770 11,200 7.493 7.493 7,425 7,425 6,000 7,425 240 8,000 10,400 6,000 4,000 160 4,000 161.9 153.3 2,000 80 137.0 2,000 31.3 0 0 0 05 06 07 08 09 05 06 07 08 09 05 06 090807 Equity / capital base Net result per share Dividend per ordinary share (in € million) (fully diluted) (in € 1.-) (in € 1,–) 1,400 3.00 1.00 1,200 2.40 0.80 0.90 1,266 1,000 2.60 1,098 1,077 994 1.80 0.60 800 940 875 Result before tax/revenues 2009 2008 847 600 790 by region 693 1.20 0.40 0.50 0.45 582 1.28 Netherlands0.40 neg. 4.6% 2009 400 1.20 0.60 1.04 United0.20 Kingdom 2.6% 5.1% 200 Belgium 3.6% 4.0% 0.23 0 0.00 0.00 0.10 05 06 07 08 09 05 06 07 08 09 Ireland 05 06 07 neg.08 09*4.3% Germany 1.3% 0.2% Equity Capital base *proposal Worldwide 5.5% 9.3% Revenue by sector year-end 2009 Order book by sector year-end 2009 Result before tax/revenues 2009 2008 by sector 3% 4% 2% Construction 2.2% 3.8% 1% 1% 3% Property neg. 3,9% Civil engineering 2.9% 3.7% 40% 38% Public-private partnerships 17.0% 29.1% 45% 41% M & E contracting 3.5% 5.0% Consultancy and engineering 5.6% 12.1% 13% 9% Revenue by region year-end 2009 Result before tax/revenues 2009 2008 by region 7% Netherlands neg. 4.6% 5% United Kingdom 2.6% 5.1% 10% Belgium 3.6% 4.0% 46% Ireland neg. 4.3% 9% Germany 1.3% 0.2% 24% Worldwide 5.5% 9.3% Result before tax/revenues 2009 2008 by sector Construction 2.2% 3.8% Property neg. 3,9% WorldReginfo - 0ecc478f-bdd1-4114-b483-b49e7130b004 Civil engineering 2.9% 3.7% Public-private partnerships 17.0% 29.1% M & E contracting 3.5% 5.0% Consultancy and engineering 5.6% 12.1% Contents Key figures (in € million, unless otherwise indicated) 3 Foreword 5 Outlook 2009 2008 6 Organisational structure and offices Revenue 8.353 8,835 8 Mission, vision, ambition and goals Operating result (39.5) 233.4 12 Royal BAM Group nv shares Result before tax (52.8) 252.5 17 Report of the Supervisory Board to the shareholders Net result attributable to shareholders 31.3 161.9 26 Remuneration report 32 Supervisory Board members Earnings per share (x €1,–) 34 Executive Board members • basic 0.23 1.21 • fully diluted 0.23 1.20 Report by the Executive Board 35 Financial results Dividend per ordinary share (in €1,–) 1 0.10 0.50 40 Wft declaration Payout ratio (as percentage) 43 42 40 Acquisitions and disposals Number of issued ordinary shares as at year-end (x 1,000) 135.196 135,193 41 Corporate governance Total number of issued shares as at year-end (x 1,000) 136.016 136,016 50 Decision on Article 10 Takeover Directive Closing price ordinary shares on 31 December (in €1,–) 7.25 6.41 53 Risk and risk management 59 Corporate social responsibility Equity attributable to shareholders 875.0 847.4 60 Human resources management Capital base 1.076.8 1,098.2 61 Works Councils 1 62 Construction industry barometer Order book 2 11.200 13,100 65 Construction 2009 73 Property Net addition to tangible fixed assets 83.3 89.7 79 Civil engineering Depreciation/amortisation: 89 Public-private partnerships • Tangible assets 93.0 86.0 91 Mechanical and electrical contracting • Intangible assets 51.3 109.5 93 Consultancy and engineering • Other impairments 92.7 - Cash flow before dividend 268.3 357.3 Financial Statements 2009 95 Contents of Financial Statements Average number of employees 28.464 28,544 96 Consolidated balance sheet as at 31 December Number of employees at year-end 27.212 29,050 97 Consolidated income statement 98 Comprehensive income statement Ratios: 99 Consolidated statement of equity Result before tax as % of income 1.0 4.0 100 Consolidated cash flow statement Net result for the year as % of revenue 0.4 1.8 101 Notes to the consolidated financial statements Net result for the year as % of average equity 3.6 17.6 169 Statutory balance sheet as at 31 December 169 Statutory income statement Capital ratios: 170 Notes to the statutory financial statements • equity attributable to shareholders as % of total assets 13.0 12.6 • capital base as % of total assets 15.8 16.3 Other information 179 Proposed appropriation of profit for 2009 179 Provisions of the Articles of Association concerning profit appropriation 1 Dividend proposal 2009. 180 Anti-takeover measures 2 The order book comprises both signed contracts and verbally agreed upon orders. 183 Auditors’ report 184 Principal subsidiaries and associates 185 Royal BAM Group executive officers 186 Ten year key figures 188 Key financial dates WorldReginfo - 0ecc478f-bdd1-4114-b483-b49e7130b004 Soccer City football stadium (94,700 seats), Johannesburg (South Africa). BAM International (in joint venture), HBM Stadien- und Sportstättenbau. Annual Report 2009 WorldReginfo - 0ecc478f-bdd1-4114-b483-b49e7130b004 Foreword This Annual Report 2009 describes a difficult year for Royal BAM Group nv. It was a year in which the company marked its 140th anniversary but a year that nonetheless gives rise to mixed feelings. In 2009, BAM posted a net result of €31.3 million on a turnover of approximately €8.4 billion. The Group was hit hard – especially in the property sector – by the effects of the economic crisis. Reorganisation of property activities was unavoidable during the year. The crisis necessitated extra provisions and write-downs on projects in the property sector. However, most of the other operating companies put in strong performances in their specific market sectors. The operating companies are facing shrinking BAM started the 2010 financial year with an order book volumes, increased competition and rising standing at €11.2 billion (year-end 2008: €13.1 billion). pressure on prices in all home countries. The prospects for the construction sector as a whole in Nevertheless, BAM employees remain fully 2010 are not especially bright and BAM cannot escape motivated and committed to completing from the situation in the construction and property contracts with the Group’s customers and to markets. As a Group, however, BAM’s operational winning new contracts. In fact, a whole series of situation is good. The planned rights issue will 3 initiatives are in progress right across the Group to strengthen our financial position. Given our sound 2009 ensure ongoing success – even in drastically changed business organisation, healthy order books and market conditions. Almost all of BAM’s services, extremely motivated workforce, we have every products, projects and new concepts are increasingly confidence in the future of the Royal BAM Group. geared to the need for a more sustainable society. Bunnik, Netherlands, 3 March 2010 We have drafted our strategic agenda for 2010-2012 last J.A.P. van Oosten year. More information about corporate strategy can be found on page 8 of this annual report. The Group is also aiming to be well placed by 2012 to occupy a leading position in Europe as a whole. However, the extent to which the markets will recover during the period covered by BAM’s strategic agenda is not yet clear, which is one of the reasons why the decision was taken to turn to the shareholders with a rights issue so that BAM can strengthen its financial position. Nevertheless, BAM is deploying all its available resources in order to achieve its strategic objectives. BAM continued to make progress on sustainability in 2009 – a brief description of the activities undertaken can be found on page 59 of this annual report. Comprehensive information about the results achieved by BAM in relation to sustainability are set out in the Group’s separate sustainability report. BAM is focussed on corporate social responsibility across the board, with current priorities being safety, reducing CO2 emissions, and waste management. WorldReginfo - 0ecc478f-bdd1-4114-b483-b49e7130b004 Fire service and ambulance station, The Hague (Netherlands). BAM Utiliteitsbouw. WorldReginfo - 0ecc478f-bdd1-4114-b483-b49e7130b004 Outlook Royal BAM Group started 2010 with an overall order The anticipated growth in the British, Belgian and book worth €11.2 billion (year-end 2008: €13.1 billion). German civil engineering markets is based to a The drop compared to the previous year is significant extent on further recovery in road and reflected in every sector, with the exception of railway building. BAM’s Irish activities have already mechanical and electrical contracting. The reduced significantly. order book in the property sector in particular experienced a substantial drop. Of the total At present, a record number of bids for PPP contracts order book, it is expected that €6.3 billion will involving the Group are pending in various countries.