2008 Registration Document
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A worldwide automotive equipment supplier REGISTRATION DOCUMENT 2008 FAUR_0904046_couv_GB.indd 1 8/04/09 17:32:14 CONTENT Key fi gures 2 6 Faurecia and the environment 57 Board of Directors, Executive Committee and Auditors 3 6.1 Faurecia’s products and the environment 58 Statement by the person responsible for the Registration 6.2 Faurecia’s manufacturing sites and the environment 62 Document 4 1 Business review 5 7 Corporate Governance 65 7.1 Board of Directors 66 1.1 The Faurecia group 6 7.2 Executive Committee 73 1.2 Interior Modules 8 7.3 Capital and share performance 75 1.3 Other modules 11 Results of operations and fi nancing 15 8 Faurecia – Consolidated fi nancial 2 statements 79 2.1 Results of operations 16 8.1 Consolidated income statements 81 2.2 Financial structure and net debt 18 8.2 Consolidated balance sheets 82 2.3 Trends and outlook 19 8.3 Consolidated cash fl ow statements 84 2.4 Risk factors 20 8.4 Statement of changes in consolidated shareholders’ equity 85 8.5 Notes to the consolidated fi nancial statements 86 3 The Group’s human resources policy 27 8.6 Consolidated companies as of December 31, 2008 136 3.1 Safety in the workplace 28 8.7 Statutory Auditors’ reports 140 3.2 Skills development 32 3.3 Strengthening economic and social dialogue 35 3.4 Employee profi t-sharing and incentive plans 37 9 Legal and fi nancial information 143 9.1 Faurecia S.A. 144 9.2 Internal control 172 4 Quality 47 9.3 Additional information on Faurecia S.A. 182 4.1 Breakthrough Quality Plan 48 4.2 Customer awards 49 4.3 Outlook for 2009 50 10 Ordinary and extraordinary shareholders’ meeting of April 23, 2009 205 10.1 Statutory Auditors’ reports 206 5 Research and development 51 10.2 Agenda 209 10.3 Draft resolutions 210 5.1 Market expectations 52 5.2 Product Planning 53 5.3 Research and innovation 54 5.4 Program Management 56 Cross-reference table 219 This Registration Document includes the Management Report and the fi nancial statements for the year ended December 31, 2008, details of which are set out on the last page. Technical perfection, automotive passion 2008 REGISTRATION DOCUMENT The French version of this Registration Document (document de référence) was filed with the Autorité des Marchés Financiers (AMF) on April 6, 2009 pursuant to Article 212-13 of the AMF’s General Regulations. It may only be used in connection with a financial transaction if it is accompanied by a memorandum approved by the AMF. The English language version of this Registration Document is a free translation from the original, which was prepared in French. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions expressed therein the original language version of the document in French takes precedence over this translation. The Faurecia group Key fi gures Key fi gures (1) Defined in Note 1-15 to the consolidated financial statements. (2) Earnings before interest, tax, depreciation and amortization = Operating income + depreciation, amortization and provisions for impairment in value of property, plant and equipment and intangible assets (see Note 26-3 to the consolidated financial statements). (3) Before capitalized development costs and amounts billed to customers (see Note 5-4 to the consolidated financial statements). (4) Defined in Note 26-1 to the consolidated financial statements. 2 Faurecia 2008 REGISTRATION DOCUMENT The Faurecia group Board of Directors, Executive Committee and Auditors Board of Directors, Executive Committee and Auditors Board of Directors as of March 2, 2009 Executive Committee as of March 2, 2009 Yann Delabrière Yann Delabrière Chairman and Chief Executive Officer Chairman and Chief Executive Officer Directors Arnaud de David-Beauregard Executive Vice-President, Group Development Jean-Pierre Clamadieu Frank Esser Jean-Marc Hannequin Jean-Louis Gérondeau Executive Vice-President, Exhaust Systems Product Group Jean-Claude Hanus Frank Imbert Gérard Hauser Chief Financial Officer Isabel Marey-Semper Ross Mc Innes Patrick Koller Thierry Peugeot Executive Vice-President, Automotive Seating Product Group Robert Peugeot Thierry Lemâne Christian Streiff Executive Vice-President, Group Communications Auditors Jacques Mauge Members of the Compagnie Executive Vice-President, Exterior Systems Product Group Régionale de Versailles Bruno Montmerle Ernst & Young Audit Executive Vice-President, Group Strategy Represented by Laurent Miannay Tour Ernst & Young Christophe Schmitt 11, allée de l’Arche Executive Vice-President, Interior Systems Product Group 92037 Paris La Défense Cedex Jean-Pierre Sounillac France Executive Vice-President, Group Human Resources PricewaterhouseCoopers Audit Represented by Dominique Ménard 63, rue de Villiers 92220 Neuilly-sur-Seine Faurecia 2008 REGISTRATION DOCUMENT 3 The Faurecia group Statement by the person responsible for the Registration Document Statement by the person responsible for the Registration Document PERSON RESPONSIBLE FOR THE REGISTRATION INFORMATION OFFICER DOCUMENT Frank Imbert Yann Delabrière Chief Financial Officer Chairman and Chief Executive Officer Faurecia I hereby declare that, having taken all reasonable care to ensure 2, rue Hennape that such is the case, the information contained in the Registration 92735 Nanterre Cedex – France Document is, to the best of my knowledge, in accordance with the Tel.: + 33 (1) 72 36 70 00 facts and contains no omission likely to affect its import. Fax: + 33 (1) 72 36 70 07 I further declare that, to the best of my knowledge, (i) the financial statements have been prepared in accordance with the applicable accounting standards and give a true and fair view of the assets and liabilities, financial position and results of Faurecia and the consolidated companies making up the Group, and (ii) the management report on page 222 provides a fair view of the business, results and financial position of Faurecia and its consolidated companies, as well as a description of the main risks and uncertainties they face. I obtained a statement from the Statutory Auditors at the end of their engagement affirming that they have read the whole of the Registration Document and examined the information about the financial position and the historical accounts contained therein. The Statutory Auditors have drawn up reports on the historical financial information presented in this Registration Document, which are presented on pages 140 and 169. Each report contains one observation with respect to the uncertainties concerning the financing of operations in 2009. Yann Delabrière Nanterre, April 6, 2009 4 Faurecia 2008 REGISTRATION DOCUMENT 1 Business review CONTENT 1.1 THE FAURECIA GROUP 6 1.3 OTHER MODULES 11 1.3.1 Exhaust systems 11 1.2 INTERIOR MODULES 8 1.3.2 Exterior systems 12 1.2.1 Automotive seating 8 1.2.2 Vehicle interiors 9 In accordance with Article 28 of European Commission Regulation 809/2004, the following information is incorporated by reference in this Registration Document: For 2007 The consolidated financial statements, the parent company financial statements, the corresponding Statutory Auditors’ reports, the comments on the consolidated financial statements and significant events of the year by business, set out respectively on pages 75 to 136, 137 to 161, and pages 6 to 18 of the 2007 Registration Document filed with the AMF on April 28, 2008 under number D.08-0311. For 2006 The consolidated financial statements, the parent company financial statements, the corresponding Statutory Auditors’ reports, the comments on the consolidated financial statements and significant events of the year by business, set out respectively on pages 52 to 90, 92 to 113, and pages 15 to 51 of the 2006 Registration Document filed with the AMF on April 24, 2007 under number D.07-0377. Faurecia 2008 REGISTRATION DOCUMENT 5 Business review 1 The Faurecia group 1.1 The Faurecia group Faurecia’s consolidated sales totaled €12,010.7 million in 2008, of €516.5 million. This contraction in sales concerned all of the down 5.1% year-on-year, or 3.4% at constant exchange rates. Group’s customers in the region; Excluding catalytic converter monoliths – which form part of the • North America was buoyed by a robust top-line performance in Exhaust Systems business – sales came to €10,534.8 million, the first half of the year when it reported 19.6% sales growth like- representing a 3.7% decrease at constant exchange rates. Overall, for-like and excluding catalytic converter monoliths. On a full-year currency effects had a negative 1.2% impact. basis, the region’s sales for 2008 came in at €1,778.3 million The erosion in sales in 2008 was caused by a sharp fall-off in (14.8% of the Group total), representing an increase of 2.9% business in the fourth quarter, as like-for-like sales excluding at constant exchange rates after stripping out the negative catalytic converter monoliths climbed 2.7% in the first half and 7.2% currency impact. Excluding catalytic converter monoliths 2.4% for the first nine months of the year. The like-for-like decrease and at constant exchange rates growth was 3.9%. Hit by the was 20.9% for the fourth quarter and 10.6% for the last six months sharp downturn in the US automotive market which resulted as a whole. in significantly lower sales generated with Chrysler, Faurecia nonetheless managed to contain its sales drop in the region to Sales by (1) 18.3% in the fourth quarter and 10.5% for the last six months overall. This ability to hold firm primarily reflects the Group’s market positioning, as it recorded high levels of business with European automakers (BMW and VW), and has practically no presence in the light trucks, SUV and pick-ups segment with US automakers.