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SMURFIT KAPPA ANNUAL REPORT 2012 We Employ 41,000 People Worldwide

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SMURFIT KAPPA ANNUAL REPORT 2012 We Employ 41,000 People Worldwide ANNUAL REPORT 2012 CONTENTS 2 2012 Financial Performance Overview 3 Group Profile 6 Chairman’s Statement 10 Chief Executive’s Review 13 Strategy 14 Operations Review 20 Finance Review 30 Sustainability 34 Board of Directors 38 Corporate Governance Statement 45 Directors’ Report 47 Remuneration Report 54 Statement of Directors’ Responsibilities 55 Independent Auditors’ Report 56 Consolidated Income Statement 57 Consolidated Statement of Comprehensive Income MISSION 58 Consolidated Balance Sheet The Smurfit Kappa Group strives to 59 Company Balance Sheet be a customer-oriented, market-led 60 Consolidated Statement of Changes in Equity company where the satisfaction of 61 Company Statement of Changes in Equity customers, the personal development 62 Consolidated Statement of Cash Flows of employees and respect for local 63 Company Statement of Cash Flows communities and the environment 64 Notes to the Consolidated Financial are seen as being inseparable from Statements the aim of creating value for the 117 Shareholder Information shareholders. Quality check on the paper machine at the SmurfitSMURFIT Kappa KAPPA Zülpich ANNUAL recycled REPORT 2012mill (Germany)1 2012 FINANCIAL PERFORMANCE OVERVIEW 2012 Financial Performance Overview 2011 2012 590 634 331 7,357 7,335 1,015 1,020 13.8% 13.9% 299 Revenue EBITDA before EBITDA margin Operating Profit before (€ million) exceptional items profit (€ million) income tax and share-based (€ million) payment expense (€ million) 111.2 394 108.3 2,752 2,792 2.7x 2.7x 100.1 93.0 282 Free cash flow Net debt Net debt to Basic earnings Pre-exceptional (€ million) (€ million) EBITDA per share (cent) earnings per share (cent) 2 SMURFIT KAPPA ANNUAL REPORT 2012 We employ 41,000 People worldwide We operate in 21 Countries in Europe 11 Countries in the Americas We own 38 Mills (27 produce containerboard) 231 Converting plants No. No. 47 Recovered fibre facilities 1 2 32 Other production facilities European market position World market position 104,000 Hectares of Latin American in corrugated packaging, for the production of forest plantations containerboard, solidboard corrugated packaging and solidboard packaging GROUP PROFILE Smurfit Kappa Group plc (‘SKG’ or the ‘Group’) is one pan-regional producer of containerboard and of the world’s largest integrated manufacturers of corrugated containers in Latin America. In terms of paper-based packaging products, with operations in world market positions, the Group is the second largest Europe and the Americas. It manufactures, distributes producer of corrugated packaging. and sells containerboard, corrugated containers and Given the high degree of integration between the other paper-based packaging products such as mills and its conversion plants, particularly in terms solidboard, graphicboard and bag-in-box . of containerboard, the Group’s end customers are The Group has two reporting segments, Europe and the primarily in the corrugated packaging market, which Americas. Prior to the acquisition of Orange County uses the packaging for product protection and product Container Group (‘OCCG’), the two business segments merchandising purposes. The corrugated market is a identified were Europe and Latin America. Due to the localised market and corrugated box plants need to high level of integration between OCCG and our be close to customers (generally no more than 250 existing operations in Mexico, OCCG is included with to 300 kilometres), due to the relatively high cost of our existing Latin American operations which have transporting the product. Approximately 60% of the been renamed as the Americas. Group’s corrugated customers are in the fast moving consumer goods (‘FMCG’) sector (comprising food, The Europe segment, which is highly integrated, beverage, and household consumables), the remainder includes a system of mills and plants that primarily being split across a wide range of different industries. produces a full line of containerboard that is converted into corrugated containers. The Americas segment In 2012, the Group’s Europe and Americas segments comprises the Group’s forestry, paper, corrugated, accounted for approximately 81% and 19% of revenue paper sack and folding carton activities in the region. respectively. The Group operates in 21 countries in Europe and is At the date of this report, the Group owns 38 mills the European leader in corrugated packaging, (27 of which produce containerboard), 231 converting containerboard, solidboard, and solidboard packaging plants (most of which convert containerboard into with key positions in several other packaging and paper corrugated boxes), 47 recovered fibre facilities (which market segments and a growing base in Eastern Europe. provide recovered fibre for the Group’s mills) and 32 We also have two bag-in-box facilities, located in other production facilities carrying on various related Canada and Argentina, which are managed as part of activities. In addition, the Group owns approximately our European operations. The Group operates in 11 104,000 hectares of forest plantations in Latin America. countries in the Americas and is the only large-scale SMURFIT KAPPA ANNUAL REPORT 2012 SMURFIT KAPPA ANNUAL REPORT 2012 3 Operations in the Americas Virgin Mills (2) Recycled Paper and Board Mills (10) Corrugated (34) Cartons (3) Paper Sacks (5) Recovered Fibre (31) Other (4) Virgin Mills Recycled Mills Corrugated Cartons Paper Sacks Bag-in-box Recovered Fibre Forestry The Americas Sales Volumes (million tonnes)* Containerboard 1.0 Other Paper & Board 0.4 Corrugated 0.9 *Including OCCG for the full year Stacked corrugated boxes manufactured at Smurfit Kappa Bogotá (Colombia) for bags of liquid milk 4 SMURFIT KAPPA ANNUAL REPORT 2012 Operations in Europe Display trays produced at Smurfit Kappa Neuburg Virgin Mills (5) (Germany) for packs of sliced cheese Recycled Containerboard Mills (13) Other Recycled Paper and Board Mills (8) Corrugated (160) Cartons and Solidboard Packaging (9) Recovered Fibre (16) Other (48) Virgin Mills Recycled Mills Corrugated Cartons and Solidboard Packaging Bag-in-box Recovered Fibre Europe Sales Volumes (million tonnes) Kraftliner 1.4 Recycled Containerboard 3.0 Other Paper & Board 1.1 Corrugated 4.2 Solidboard Packaging 0.3 SMURFIT KAPPA ANNUAL REPORT 2012 SMURFIT KAPPA ANNUAL REPORT 2012 5 CHAIRMAN’S STATEMENT YEAR IN REVIEW GOVERNANCE AND BOARD Continuing our drive for earnings growth the Group is The Board and Management of SKG support the pleased to report EBITDA of €1,020 million with strong highest standards of Corporate Governance and pre-exceptional EPS growth of 8% to 108.3 cent for ethical business conduct. It is our view that Corporate the full year 2012. Notwithstanding the challenging Governance is not just a matter for the Board but that macroeconomic environment, a robust operational a culture of high standards of governance must be performance has allowed SKG to undertake a number promoted from the top and must be fostered of financial and strategic initiatives which have left the throughout the whole organisation. We believe that Group in a very good position to drive future growth governance is about ensuring that 1) we have the right and deliver increased value to shareholders. With a strategy to deliver for our shareholders and other generally soft macroeconomic environment in Europe stakeholders, 2) the executive team is leading and and difficult market conditions in two of our countries managing effectively to reach our strategic goals in Latin America, the results reflect the strength and and in doing so they are held accountable and at efficiency of the Group’s integrated model in all the same time are fairly remunerated and 3) the risks market conditions and the benefits of our geographic to the Group are managed and mitigated and that diversity. On behalf of the Board, I would like to thank appropriate controls are in place at all levels of the all of our employees for their contribution and organisation. The key principles and practices commitment to the on-going success of the Group. designed to achieve these standards are set out in the Corporate Governance Statement. 6 SMURFIT KAPPA ANNUAL REPORT 2012 Well positioned to drive future growth and deliver increased value to shareholders. Liam O’Mahony Chairman Employees selecting designs at Smurfit Kappa Chelmsford (UK) The Code recommends that, apart from the Chairman, DIRECTORS at least half of the Board of Directors of a listed During 2012 we were delighted to announce that company should comprise non-executive directors Mr Irial Finan, a US based Irish citizen, and Ms Christel determined by the Board to be independent. Following Bories a French citizen were co-opted to the Board the retirement of two shareholder nominated Directors as independent non-executive Directors. Their at the Annual General Meeting (‘AGM’) in May 2012 the extensive experience across international markets Company has complied with the Code recommendation and different industries will meaningfully contribute on Board independence and in November 2012 a to the Board and the continued development of SKG. further independent non-executive Director was co-opted to the Board. I would like to thank all of As reported last year, Mr Gordon Moore and Mr Rolly the Directors for their continued support and van Rappard retired from the Board at the 2012 AGM. contribution to the development and effectiveness Mr Christopher McGowan will retire from the Board at of the workings of the Board and its various the forthcoming AGM. The Board would
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