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Lafarge 2013 Annual Report

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Lafarge 2013 Annual Report ANNUAL REPORT REGISTRATION DOCUMENT LAFARGE 2013 LAFARGE PROFILE 44 SOCIAL AND ENVIRONMENTAL RESPONSIBILITY 11 4.1 Introduction .......................................................... 120 4.2 Building communities ........................................... 121 GROUP PRESENTATION 4.3 Building sustainably .............................................. 128 4.4 Building the circular economy ............................. 130 4.5 Key Performance Indicators ................................ 136 1.1 Lafarge presentation ............................................. 10 1.2 Strategy ................................................................... 12 1.3 Overview of operations ........................................... 28 55 RISKS AND CONTROL 22 5.1 Risks factor ........................................................... 146 5.2 Internal control procedures ................................. 158 OPERATING AND FINANCIAL REVIEW 5.3 Auditing matters ................................................... 162 AND PROSPECTS 2.1 Overview .................................................................. 44 2.2 Accounting policies and defi nitions ....................... 45 2.3 Results of operations for the years ended December 31, 2013 and 2012 ................................. 49 2.4 Liquidity and capital resources .............................. 57 66 SHAREHOLDERS, SHARE CAPITAL AND ADDITIONAL INFORMATION 6.1 Shareholders......................................................... 166 33 6.2 Share capital and additional information ............ 172 CORPORATE GOVERNANCE AND COMPENSATION 3.1 Board of Directors - Corporate Offi cers ................. 62 CERTIFICATION ....................................181 3.2 Board and Committees rules and practices .......... 88 3.3 Executive Offi cers ................................................... 96 3.4 Compensation and benefi ts .................................... 98 3.5 Long-term incentives (stock options and performance share plans)..... 109 3.6 Share Ownership ................................................... 115 3.7 Implementation of the principle “Comply or Explain” of the Afep-Medef Code ...... 116 FF FINANCIAL STATEMENTS ........................F3 CROSS-REFERENCE TABLES ...............281 GLOSSARY ............................................285 This Registration Document was fi led in the French language with the Autorité des marchés financiers on April 2 , 2014 in accordance with article 212-13 of its General Regulations. It may be used to support a fi nancial transaction if accompanied by an information memorandum (note d’opération) approved by the AMF. It has been prepared by the issuer and is the responsibility of the person whose signature appears herein. This document is a translation of the original French document and is provided for information purposes only. In all matters of interpretation of information, views or opinions expressed therein, the original French version takes precedence over this translation. EDITORIAL BY BRUNO LAFONT • Chairman and Chief Executive Offi cer • 2013 ended on a more positive note We have made three key undertakings than it began. for 2014: Our annual operating results improved d We will reduce our net debt to below signifi cantly at the end of the year. 9 billion euros by the end of 2014 and We met our targets on innovation and return to an investment grade profile. cost reduction, delivering 670 million 15,198 d We will deliver our 2012-2015 plan euros of additional Ebitda. revenue by the end of 2014, with at least in million euros We also reduced our net debt by 600 million euros of Ebitda achieved 1 billion euros. through cost reductions and innovation. Following a rise of approximately 80% d We will continue to grow with project in 2012, our share price achieved a in North America and on emerging solid performance in 2013. markets, especially in Sub-Saharan 64,000 Africa, where we plan to invest in employees Looking beyond these results, we 10 million tonnes of additional cement have pressed ahead with our dynamic capacity over the next four years. of change as we move closer to our In terms of the macroeconomic environ- markets and to our customers, with an ment, 2014 appears to be more favo- increasingly innovative offer of products rable than previous years. Growth in our and solutions designed for building 62 markets is based on major construction better cities. It is our ambition to support countries needs in emerging countries, but also the phenomenon of urbanization across on the gradual recovery of developed the planet. economies, particularly North America. We are very strongly placed to take full 1,636 advantage of this positive outlook and to production sites move into 2014 with confi dence. Lafarge - Registration Document 2013 • 01 LAFARGE PROFILE GOVERNANCE BOARD OF DIRECTORS Back , from left to right : Juan Gallardo, Paul Desmarais, Jr., Philippe Charrier, Baudouin Prot, Oscar Fanjul (Vice-chairman of the Board of Directors), Michel Rollier, Jérôme Guiraud. Front , from left to right : Gérard Lamarche, Hélène Ploix, Philippe Dauman, Colette Lewiner, Bruno Lafont (Chairman and Chief Executive Offi cer), Ian Gallienne, Véronique Weill, Nassef Sawiris. EXE CUTIVE COMMITEE Back , from left to right : Christian Herrault, Jean-Jacques Gauthier, Peter Hoddinott, Thomas Farrell, Eric Olsen. Front , from left to right : Gérard Kuperfarb, Sonia Artinian, Bruno Lafont, Alexandra Rocca, Jean Desazars de Montgailhard, Guillaume Roux. 02 • Lafarge - Registration Document 2013 LAFARGE PROFILE LAFARGE WORLDWIDE (D ecember 31, 2013) Western Europe North America Central and Eastern Europe Middle East and Africa Latin America Asia World map of L afarge’s presence as of De cember 31, 2013 (plants an d sales offi ces). KEY FIGURES BY GE OGRAPHIC AREA (D ecember 31, 2013) 6 1 6 1 5 2 5 % 2 4 % REVENUE 4 EMPLOYEES 3 3 1. Western Europe 21.4% 1. Western Europe 22.7% 2. North America 20.6% 2. North America 12.2% 3. Central and Eastern Europe 7.5% 3. Central and Eastern Europe 9.6% 4. Middle East and Africa 26.9% 4. Middle East and Africa 29.8% 5. Latin America 5.7% 5. Latin America 3.6% 6. Asia 17.9% 6. Asia 22.1% Lafarge - Registration Document 2013 • 03 LAFARGE PROFILE A WORLD LEADER IN CEMENT (December 31, 2013) 9,657 revenue million euros 38,000 employees KEY FIGURES BY ACTIVITIES 56 3 1 countries % 155 REVENUE production sites 2 1. Cement 63.5% AGGREGATES AND CONCRETE 2. Aggregates and concrete 35.9% No.2 AND No.4 WORLDWIDE 3. Other 0.6% (December 31, 2013) 5,451 revenue million euros 3 1 25,000 employees % EMPLOYEES 37 2 countries 1,481 production sites 1. Cement 59.6% 2. Aggregates and concrete 39.3% 3. Other 1.1% 04 • Lafarge - Registration Document 2013 LAFARGE PROFILE LAFARGE KEY FIGURES REVENUE (in M€) 2013 15,198 Revenue was impacted by a negative effect of the foreign exchange variations. At constant 2012 15,816 scope and exchange rates, sales grew 2%, 2011 15,284 supported by growth in all regions but Europe. EBITDA (2) (in M€) Resilient Group Ebitda margin, at 20.4%, 2013 3,102 supported by 670 million euros of additional Ebitda from cost savings and innovation 2012 3,423(3) measures for the year. Significant negative (4) 2011 3,217 impact of variations in scope and exchange rates. OPERATING INCOME BEFORE CAPITAL GAINS, IMPAIRMENTS, RESTRUCTURING AND OTHERS (in M€) Current Operating Income was up 3% like-for- 2013 2,075 like(1) for the year. Improving trends in the second 2012 2,413(3) half of the year, with a visible operating leverage 2011 2,179(4) in North America and a robust performance in Middle East and Africa. FREE CASH-FLOW (2) (in M€) 2013 864 The Group pursued its actions to maximize the 2012 884 free cash flow, with notable improvements in the 2011 1,208 level of the working capital requirements. GROUP NET DEBT (2) (in M€) 2013 10,330 Significant reduction of Group net debt by 2012 11,317 1 billion euros. Lafarge has the objective to reduce its net debt below 9 billion euros in 2011 11,974 2014. NET INCOME GROUP SHARE (in M€) 2013 601 Strong improvement of the net income, notably 2012 365(3) helped by significant gains on disposals. 2011 593(4) NET EARNING PER SHARE (in €) 2013 2.09 2012 1. 27(3) Net earnings per share increased 65%. 2011 2.07(4) DIVIDEND PER SHARE (in €) 2013 1.00 Dividend of 1.00 euro per share, proposed at 2012 1.00 the General M eeting of Shareholders on May 7, 2011 0.50 2014. (1) Like for like variations are calculated excluding the impact of scope, exchange rates, carbon credit sales and one-time gains (39 million euros in 2012 and 20 million euros in 2013). (2) See Section 2.2 (Accounting policies and defi nitions). (3) 2012 fi gures have been restated following the application of IAS 19 amended. (4) Data published in 2012 for 2011 and not restated for the amendments of IAS 19. Lafarge - Registration Document 2013 • 05 LAFARGE PROFILE Selected fi nancial data SELECTED FINANCIAL DATA Following European Regulation no. 1606/2002 issued on July 19, The tables below show selected consolidated fi nancial data under 2002, the Group has prepared consolidated fi nancial statements for IFRS for the years ending December 31, 2013, 2012, and 2011. The the year ending December 31, 2013 in accordance with International selected fi nancial information is derived from our consolidated fi nancial Financial Reporting Standards (IFRS) adopted by the European Union statements, which were audited by Deloitte & Associés and Ernst & on December 31, 2013. Young et Autres. The audited consolidated fi nancial statements for the years ending December
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