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investing for the future annual report 2010 contents Letter to the Shareholders 4 group profile 7 Directors and Statutory Auditors 8 Highlights by Country 10 review of operations 29 Shares and Shareholders 30 Business review 33 Human resources 53 Research and development 55 Ecology, environment and safety 56 Risk management and description of main risks 58 Outlook 60 financial information 63 Consolidated Financial Statements 64 Notes to the Consolidated Financial Statements 69 Appendixes 146 Certifi cation of the consolidated fi nancial statements 157 Auditors’ report 158 Buzzi Unicem is an international multiregional, “heavy-side“ group, focused on cement, ready-mix concrete and aggregates. The com- group profile pany’s dedicated management has a long-term view of the business and commitment towards a sustainable development, supported by review of operations high quality and environmentally friendly assets. Buzzi Unicem pursues value creation through lasting, experienced know-how and operating effi ciency. financial information vision 2 the group at a glance Key Figures 2004 2005 2006 2007 2008 2009 2010 Cement sales t /000 31,936 32,245 33,320 34,067 32,093 25,548 26,570 Concrete sales cm /000 15,241 15,649 16,542 17,096 16,996 13,893 14,379 Aggregate sales t /000 7,873 7,794 9,442 14,050 12,280 10,031 10,651 Sales revenue € m 2,771.6 2,951.4 3,205.0 3,496.1 3,520.2 2,671.8 2,648.4 Capital expenditures € m 203.9 243.1 254.0 527.4 853.3 389.9 268.2 Headcount at year end no. 11,836 11,805 11,054 11,520 11,845 11,269 11,316 Sales Revenue by Line of Business Sales Revenue by Region (in %) (in %) 3 9 10 8 7 1 6 2 5 2010 2010 1 4 2 3 1 Cement and clinker 60 1 Italy 23 2 Ready-mix concrete and aggregates 39 2 usa 23 3 Related activities 1 3 Germany 20 4 Mexico 8 5 Czech Republic and Slovakia 6 6 Poland 5 7 Russia 5 8 Netherlands 4 9 Luxembourg 3 10 Ukraine 3 Sales Revenue Capital expenditures (in million of eur) (in million of eur) 2004 2,771.6 2004 203.9 2005 2,951.4 2005 243.1 2006 3,205.0 2006 254.0 2007 3,496.1 2007 527.4 2008 3,520.2 2008 853.3 2009 2,671.8 2009 389.9 2010 2,648.4 2010 268.2 the group at a glance 3 International presence russia usa netherlands poland germany ukraine luxembourg czech republic slovakia mexico italy algeria italy Buzzi Unicem, Unical, Cementi Moccia (50 %), Laterlite (33 %), Addiment Italia (50 %) germany Dyckerhoff, Deuna Zement, Dyckerhoff Beton luxembourg Cimalux netherlands Dyckerhoff Basal Nederland poland Dyckerhoff Polska czech republic and slovakia Cement Hranice, zapa beton ukraine Volyn-Cement, yugcement, Dyckerhoff Ukraina russia Sukholozhskcement usa Buzzi Unicem usa, Alamo Cement, Kosmos Cement (25 %) mexico Corporación Moctezuma (50 %) algeria Société des Ciments de Hadjar Soud (35 %), Société des Ciments de Sour El Ghozlane (35 %) Operating structure ita ger lux nld pol cze / svk ukr rus usa mex ¹ Totale Cement plants no. 14 7 2 – 1 1 2 1 8 3 39 of which grinding no. 3 2 1 – – – – – – – 6 Cement capacity Mio t / yr 10.8 7.2 1.4 – 1.6 1.1 3.0 2.4 9.5 6.3 43.3 Ready-mix batch plants no. 164 132 – 17 33 82 6 – 73 56 563 Aggregate quarries no. 13 2 – 2 – 10 – – 5 1 33 Terminals and deposits no. 6 – – – 1 – 3 – 31 – 41 ita / Italy, ger / Germany, lux / Luxembourg, nld / Netherlands, pol / Poland, cze / Czech Republic, svk / Slovakia, ukr / Ukraine, rus / Russia, usa / United States of America, mex / Mexico ¹ fi gures at 100 % 4 letter to the shareholders Dear Shareholders, On occasion of this 2011 Annual General meeting, before writing to you as is customary, I have carefully reread what I wrote one year and two years ago. In commenting now on 2010 and on the outlook for the near future, I am unfortunately forced to confi rm the diffi culties already highlighted to you in those two previous letters: We are still in the midst of the crisis and are feeling its effects more than ever in a very weak market, with selling prices set at the same level of our manufacturing costs leading to insuffi cient profi tability. This situation blocks investments and initia- tives limiting our ability to grow and create new employment. We are convinced that severe self-limitation of capital expenditure is an essential and key factor for corporate stability in this particular phase. In reality, the year 2011 now underway is the fi rst year when we will really be able to benefi t substantially from this approach, as we have now completed the major capital projects started in 2007 and already announced to you at the 2010 agm. We have concluded them well, completing and successfully commissioning three new cement factories and two major expansions: _ Selma, Missouri – usa, with a new line of 2.3 million (mn) tons / year _ Suchoi Log, Russia, with a new line of 1.2 mn tons / year _ Apazapan, Veracruz – Mexico, with a new line of 1.3 mn tons / year _ Esch-Sur-Alzette, Luxembourg, with the increase of cement output capacity from 800 thousand to 1.4 mn tons / year _ Rivne e Nikolajev, Ukraine, with the conversion from gas to coal for a total manufacturing capacity of some 3 mn tons / year and coal grinding capacity of approx- imately 110 tons / hour Facing limited resources, more scarce than in previous years, we were able to com- plete these projects while managing to contain the increase in net debt to € 60 mn only during the last 12 months. Our consolidated fi nancial statements show a negative net result due to the write-down of the cement plant in Oglesby, Illinois, that unfortunately will not resume production indefi nitely in time. Anyway, from an operating and marketing standpoint, this area is now protected and supported by the new large terminal of Joliet, Illinois, for the storage and distribution of cement in the Chicago region, which is being supplied via the Mississippi river from the extremely modern and effi cient plant in Selma, Missouri. letter to the shareholders 5 group profile review of operations Our impression is that, by virtue of effi ciency-improvement efforts and dedicated operat- ing attention at all levels, a better company is emerging from these years of crisis in all markets where we operate – more effi cient, leaner and more competitive – that will provide satisfaction and benefi ts to shareholders and employees, as soon as an adequate degree of economic recovery appears. financial information My thanks go to everyone who shares our hard work and the diffi culties of these “crisis years”. Without them we could not successfully defend ourselves, day after day, from this extraordinary situation. alessandro buzzi chairman 6 letter to the shareholders franco buzzi, vice chairman With deep sadness and sorrow we announce that Franco Buzzi, our Vice Chairman, family member and friend passed away on February 15, 2011. Born in 1935, he has been director of Buzzi Unicem SpA since its beginning in 1999. Previously, starting from the ’70s, he has held the Chief Executive role of Buzzi Cementi SpA. Franco Buzzi excelled at business administration and fi nance, but in real i- ty he had a much vaster and deeper knowledge of the industry in which he was born and raised. Together with the other representatives of the third family generation, he was a main architect of the stunning development our company experienced in the last 15 years, guiding it through the evo- lution from closely held to listed status and the further international expansion, always with a very clear strategic view. Franco’s human qual- ities were even more marked than the professional ones: sensibility, humor, courage, morality, just to name a few. We are going to miss him dearly. 7 Group Profi le group profile review of operations financial information contents Directors and Statutory Auditors 8 Highlights by Country 10 8 group profile directors and statutory auditors Board of Directors Before the Shareholders’ meeting on May 13, 2011 alessandro buzzi michele buzzi chairman chief executive operations Born in 1933. Director since 1999. Born in 1963. Director since 2005. He has built up years of outstanding experience in the After joining Buzzi Cementi in 1990, he played various man- industry, developing special knowledge of cement technol- agement roles, fi rst in the ready-mix concrete segment and ogy applications. For many years he was President of then in the mar keting & sales function of the cement seg- the Italian Cement Association (aitec), Senior Vice Presi- ment. In 2002 he became Chief Operating Offi cer of Cement dent of uni (the Italian standards organization). Presi- Italy operations. For several years he was Vice President dent of Cembureau (the European Cement Association) in of aitec (the Italian Cement Asso ciation). Since 2004 he has 2005 – 2006. Since October 2001 he has been Vice been a member of Dyckerhoff ag’s Board of Management. Chair man of Dyckerhoff ag’s Supervisory Board. In 2006 he was appointed Chief Executive Operations. franco buzzi ¦ wolfgang bauer vice chairman executive director Born in 1935. Director since 1999. Born in 1959. Executive Director since 2008. Since the 1970s he has been Chief Executive Offi cer of He started his professional career in the kpmg auditing Buzzi Cementi, also performing functions of coordi nation company, where he remained for 15 years, rising to and representation in the group’s major foreign initia- the rank of partner.