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Annual Report 2013

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Annual Report 2013 JaarrapportAnnual Report Revenue Net result attributable to Year-end order book (in € million) shareholders (in € million) (in € million) 10,000 300 14,000 12,000 8,000 200 10,000 8.646 8,324 12,100 7.770 7,697 7,611 11,100 6,000 100 10,700 7,225 10,400 7,041 8,000 10,000 46.2 126.0 31.3 15.3 6,000 4,000 0 4,000 -183.8 2,000 -100 2,000 0 -200 0 09 10 11 12* 13 09 10 11 12* 13 09 10 11 12* 13 * 2012 adjusted due to IFRIC 12 * 2012 adjusted due to IFRIC 12 * 2012 adjusted due to IFRIC 12 and IAS 19 (revised). and IAS 19 (revised). and IAS 19 (revised). Equity/capital base Net result per share Dividend per ordinary share (in € million) (fully diluted) (in €) (in €) 1,400 1.20 0.30 1,200 1,362 0.80 1,302 1,000 1,162 0.20 1,100 1,077 800 0.40 1,053.1 0.54 875 0.19 0.18 929.1 852.1 600 0.08 0.00 0.16 728.6 0.10 400 -0.77 Netherlands0.10 -0.40 0.10 200 United Kingdom0.03 0.05 0 -0.80 0.00Belgium 09 10 11 12* 13 09 10 11 12 13 09 10 11 12* 13** Germany Equity Capital base * 2012 adjusted due to IFRIC 12 Ireland and IAS 19 (revised). * 2012 adjusted due to IFRIC 12 Worldwide** Proposal. and IAS 19 (revised). Revenue by sector year-end 2013 Order book by sector year-end 2012 Result before taxes as percentage of revenues by sector 2013 2012* 4% 3% 5% 9% Construction and M&E services 0.2% 1.5% Civil engineering 1.3% 1.5% 41% 38% Property neg. neg. Public-Private Partnerships 5.0% 4.3% 52% 48% * 2012 adjusted due to IFRIC 12 and IAS 19 (revised). Revenue by region year-end 2013 6% Netherlands 4% United Kingdom 11% Belgium 39% Germany 12% Ireland Worldwide 28% Result before taxes as percentage of revenues by sector 2013 2012* Construction and M&E services 0.2% 1.5% Civil engineering 1.3% 1.5% Property neg. neg. Public-Private Partnerships 5.0% 4.3% * 2012 adjusted due to IFRIC 12 and IAS 19 (revised). 2013 – 3 Contents 4 1. Foreword Key figures (in € million, unless otherwise mentioned) 1 2013 2012 2. Strategy and policy 7 Strategic agenda 2013-2015 Revenue from continuing operations 7,041 7,225 7 Mission and vision Operating result from continuing operations 74.5 108.8 9 Acquisitions Result before tax from continuing operations 44.4 (289.3) 9 Risk and risk management Net result attributable to shareholders 46.2 (183.8) 19 Corporate social responsibility 21 Human resources management Earnings per share (x €1.–) 22 Worker participation • Continuing operations 0.15 (1.04) 23 Research and development • Discontinued operations 0.04 0.27 23 Declaration in accordance with the Dutch Financial Supervision Act Dividend per ordinary share (in €1.–) 2 0.05 0.10 23 Decision on Article 10 of the Takeover Directive Payout (as percentage) 30 % - Number of issued ordinary shares as at year-end 3. Performance (x 1,000) 269,424 241,525 27 Financial results Total number of issued shares as at year-end 32 Construction and mechanical and electrical services (x 1,000) 269,424 241,525 42 Civil engineering Closing price ordinary shares on 31 December 54 Property (in €1.–) 3.78 3.23 60 Public-Private Partnerships 65 Outlook Equity attributable to shareholders 929.1 728.6 Capital base 1,053.1 852.1 4. Governance 67 Corporate governance Orderbook 3 10,021 10,734 75 Report by the Supervisory Board to the shareholders 86 Remuneration report Net addition to tangible fixed assets 65.2 94.6 94 Particulars of the Supervisory Board members Depreciation/amortisation/impairments: 96 Particulars of the Executive Board members • Tangible assets 85.9 80.2 • Intangible assets 3.2 154.5 5. Financial statements 2013 • Other impairments 29.5 247.7 99 Contents of the financial statements 2013 Cash flow before dividend 164.8 298.6 100 Consolidated balance sheet as at 31 December 101 Consolidated income statement Average number of employees (fte) 23,502 23,143 102 Consolidated statement of comprehensive income Number of employees at year-end (fte) 23,329 23,691 103 Consolidated statement of equity 104 Consolidated cash flow statement Ratios: 185 Company balance sheet as at 31 December • Result from continuing operations before tax 185 Company income statement as % of revenue 1.1 1.5 • Net result for the year as % of revenue 0.7 (2.5) 6. Other information • Net result for the year as % of average equity 5.6 (19.4) 197 Provisions of the Articles of Association concerning profit appropriation Capital ratios: 197 Proposed appropriation of profit for 2013 • Equity attributable to shareholders 197 Anti-takeover measures as % of total assets 17.5 13.7 199 Independent auditor’s report • Capital base as % of total assets 19.8 16.1 200 Overview of principal subsidiaries and associates 201 Organisational structure 1 2012 adjusted due to IFRS 11 and IAS 19 (revised). 202 Offices 2 Dividend proposal 2013. 203 Executive officers 3 The order book comprises both signed contracts, as well as verbally agreed upon orders. 204 Five years of key data 7. Royal BAM Group nv shares Key financial dates 4 – 2013 1. Foreword This Royal BAM Group Annual Report concerns the financial year 2013. BAM closed 2013 with a net result of €46.2 million (2012: €183.8 million) from operating revenue of €7.0 billion (2012: €7.2 billion). ‘Our group companies are working intensively on the Group’s strategic agenda.’ 2013 – 5 During the year under review, BAM’s performance was under BAM started the financial year 2014 with an order book of pressure from persistently poor market conditions on the one €10.0 billion (year-end 2012: €10.7 billion). hand, particularly in the Netherlands, and on the other hand from a number of loss-making large projects outside of the Netherlands. Although there are no signs yet of vigorous economic recovery in Our residential construction activities in the Netherlands were hit the important Dutch market, BAM does have room for optimism. particularly hard. Our Group companies are working intensively on the Group’s strategic agenda with regard to operational improvement and The scope of a number of Dutch Group companies in the focused growth initiatives in services, multidisciplinary projects Construction and electrical and mechanical services sectors has and international niche markets. The result will be better reduced significantly. Moreover, we have seen that as a result of operational and financial performance. the market pressure, our tenders (taking into account alternatives and possible optimisation and the resulting favourable pricing in Bunnik, the Netherlands, 19 February 2014 the calculations) were not adequately balanced. This resulted in a number of excessively competitive tenders – and therefore losses N.J. de Vries, – which we reported in the first half year. We are currently making Chairman of the Executive Board progress in de-risking these projects; in other words, in a number Royal BAM Group nv of instances, we have strengthened the project management and invested in technical solutions. We are also negotiating with our clients regarding our sometimes considerable claims. In order to increase our financial flexibility as well as to realise the strategic agenda 2013-2015, in the last quarter, nearly 10 % of shares were issued. As a result, the Group’s ability to compete with other large, international construction companies and the ability to acquire large new projects (such as multidisciplinary and PPP projects) in BAM’s European home markets and international markets has increased. Our ambitions in the area of sustainability are described briefly starting on page 19. I would like to refer you to our separate sustainability report that deals more extensively with the various aspects of corporate social responsibility, in which the Group prioritises safety, CO2 reduction and waste reduction. There is also an extra focus on responsible supply chain management, use of materials and integrity. 6 – 2013 2. Strategy and policy ‘By 2020, BAM is aiming to be recognised and identified as one of the leading sustainable construction companies in Europe.’ 2013 – 7 Strategic agenda 2013-2015 Mission: ‘What drives our company?’ The ‘10+ status’ reflects BAM’s mission to create value for Every three years, the BAM Executive Board sets out a strategic customers, shareholders, employees, and building partners by agenda with the priorities for achieving BAM’s long term goal of bringing together people, knowledge, and resources at every being one of the leading sustainable construction companies in stage of the construction process in order to produce a sustainable Europe. The strategic agenda contains, among other things, an built environment. examination of BAM’s performance and competitive position as well as its strategic objectives, initiatives and financial projections Vision: ‘Where do we want to be in 2020?’ relevant to market developments. The most important goals in This ‘10+ status’ also forms the fulfilment of the BAM vision to the 2013-2015 strategic agenda build on sustainable performance occupy a position as one of the leading construction companies in by better mobilising the potential talent and synergies across Europe, with healthy profits and a strong balance sheet, that is Royal BAM Group in order to enhance the Group’s competitive active in the whole building process chain in the European home position and create value for customers, shareholders and all other markets and outside Europe in selected growth markets.
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