Smurfit Kappa Annual Report 2017 Overview Strategic Report Governance Financials

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Smurfit Kappa Annual Report 2017 Overview Strategic Report Governance Financials Building business through packaging ANNUAL REPORT 2017 Overview Financials at a Glance 4 Who We Are 6 What We Do 7 Where We Are 8 Products 12 Innovation 14 Strategic Report Chairman’s Statement 20 Chief Executive’s Review 24 Operations Review 28 Business Model 32 Strategy 34 Risk Report 36 Finance Review 44 Sustainability 54 People 60 Governance Board of Directors 68 Corporate Governance Statement 72 Directors’ Report 78 Audit Committee Report 80 Remuneration Report 84 Nomination Committee Report 101 Financial Statements Statement of Directors’ Responsibilities 104 Independent Auditors’ Report 105 Consolidated Income Statement 112 Consolidated Statement of Comprehensive Income 113 Consolidated Balance Sheet 114 Company Balance Sheet 115 Consolidated Statement of Changes in Equity 116 Company Statement of Changes in Equity 117 Consolidated Statement of Cash Flows 118 Company Statement of Cash Flows 119 Notes to the Consolidated Financial Statements 120 Shareholder Information 176 The Smurfit Kappa Group strives to be a customer-orientated, market led company where the satisfaction of customers, the personal development of employees and respect for local communities and the environment are seen as being inseparable from the aim of creating value for the shareholders. AT A GLANCE Sustainable Growth Geographic Diversity Corrugated packaging is a valuable merchandising Our primary goal is to support our customers through tool as well as the most sustainable, cost effective, the dedication and creativity of our people. Our environmentally friendly and versatile transport and people are highly motivated, well trained and have merchandising medium. We are committed to unrivalled packaging expertise which provides the helping our customers grow sales and reduce costs. foundation for our innovation. Integration Innovation Smurfit Kappa is an integrated business. We produce We are a highly innovative, design-led company. With 5.9 million tonnes (over 10.8 billion square metres) of over 700 designers across our business and over corrugated packaging using the majority of the 6.0 7,000 packaging concepts, we use cutting edge million tonnes of containerboard produced within technology to provide innovative designs in our own mill system. Integration provides certainty packaging and display for our customers. of quality and supply of paper for our operations and, in turn, our customers. 1 VISION Our vision is to be a globally admired business, dynamically delivering secure and superior returns for all stakeholders. 2 Smurfit Kappa Annual Report 2017 Overview Strategic Report Governance Financials Overview Financials at a Glance 4 Who We Are 6 What We Do 7 Where We Are 8 Products 12 Innovation 14 3 FINANCIALS AT A GLANCE Well positioned for future growth in 2018 and beyond REVENUE OPERATING PROFIT BEFORE PROFIT BEFORE INCOME TAX (€ million) EXCEPTIONAL ITEMS (€ million) (€ million) €8,562 €820 €576 8,562 830 654 8,159 820 576 2017 2016 2017 2016 2017 2016 EBITDA* EBITDA MARGIN TO REVENUE* NET DEBT* (€ million) (%) (€ million) €1,240 14.5 €2,805 1,240 1,236 15.1 2,941 14.5 2,805 2017 2016 2017 2016 2017 2016 *These financial key performance indicators are not defined under International Financial Reporting Standards (‘IFRS’). Definitions and an explanation for the use of these Alternative Performance Measures (‘APMs’) are included in the Finance Review of this Annual Report. 4 Smurfit Kappa Annual Report 2017 Overview Strategic Report Governance Financials NET DEBT TO EBITDA* FREE CASH FLOW* RETURN ON CAPITAL EMPLOYED* (ratio) (€ million) (%) 2.3x €307 15.0 2.4 307 303 15.0 15.4 2.3 2017 2016 2017 2016 2017 2016 BASIC EARNINGS PER SHARE PRE-EXCEPTIONAL EARNINGS (cent) PER SHARE* (cent) 177.2 185.3 189.4 189.4 177.2 185.3 2017 2016 2017 2016 5 WHO WE ARE Smurfit Kappa (‘SKG’), a FTSE 100 In Latin America, we are the largest A leading company, is one of the leading providers pan-regional producer of of paper-based packaging solutions in containerboard and corrugated the world, with around 46,000 containers. provider of employees in approximately 370 With our pro-active team, we production sites across 35 countries relentlessly use our extensive paper-based and with revenue of €8.6 billion in 2017. experience and expertise, supported by We are located in 22 countries in Europe our scale, to open up opportunities for and 13 in the Americas. We are the only packaging our customers. We collaborate with large-scale pan-regional player in Latin forward thinking customers by sharing America. solutions superior product knowledge, market We manufacture, distribute and sell understanding and insights in packaging containerboard, corrugated containers trends to ensure business success in and other paper-based packaging their markets. We have an unrivalled products such as solidboard, portfolio of paper-packaging solutions, graphicboard and bag-in-box. In Europe, which is constantly updated with our our business is highly integrated and market-leading innovations. This is includes a system of mills and plants enhanced through the benefits of our that primarily produces a full line of integration, with optimal paper design, containerboard that is converted into logistics, timeliness of service and our corrugated containers. Given this high packaging plants sourcing most of their degree of integration, particularly in raw materials from our own paper mills. terms of containerboard, the Group’s Our products, which are 100% end customers are primarily in the renewable and produced sustainably, corrugated packaging market, which improve the environmental footprint of uses the packaging for product our customers. protection and product merchandising purposes. Entrepreneurship People Environment We value entrepreneurial spirit and a Our goal is to attract, engage, develop Our objective is to protect the decentralised management style with and retain our 46,000 employees, environment and progressively improve staff functions challenging and offering them the opportunity to our performance on emissions to air supporting the operations, with achieve their full potential in a safe and and discharges to water and soil. experience, expertise and ingenuity. open work environment. 6 Smurfit Kappa Annual Report 2017 Overview Strategic Report Governance Financials WHAT WE DO We manufacture a wide range of papers mainly used for packaging Paper purposes. Our total global paper and board capacity is approximately 7 million tonnes per annum. We design, manufacture and supply paper-based packaging to package, promote and protect our customers’ products. We manufacture over Packaging 10.8 billion square metres of corrugated packaging and have key supply positions in solidboard, folding carton and tube markets. We provide recycling solutions to ensure our clients’ corrugated Recycling packaging and paper is recycled responsibly, efficiently and reliably. We reprocess over 6 million tonnes of recovered paper across the globe. We own approximately 103,000 hectares of forest globally. Our forest estate management is based on sustainable development principles, Forestry promoting economic growth, a responsible use of natural resources and fostering social equity. Customers Shareholder Returns Meet Stakeholder We provide customers with innovative Our vision is to be a globally recognised Commitments customer-focused, sustainable and and respected business delivering We are determined to meet our cost-efficient packaging and logistics secure and superior returns for all commitments and will put in place the solutions. stakeholders. necessary resources to support their achievement. 7 WHERE WE ARE Our two operating segments in Europe bag-in-box operations. The Group As a world and the Americas consist of operates in 13 countries in the Americas approximately 370 operations across 35 and is the largest pan-regional producer countries. The Europe segment, which of containerboard and corrugated leader in is highly integrated, includes a system of containers in Latin America. mills and plants that primarily produces In terms of world market positions, the paper-based a full line of containerboard, that is Group is one of the largest producers of converted into corrugated containers, in corrugated packaging. packaging, addition to other types of paper, such as solidboard and sack kraft paper, and The Group’s large manufacturing we have paper-based packaging, such as footprint provides it with a competitive solidboard packaging and folding advantage because the corrugated cartons. This segment includes the packaging market is a localised market operations in Group’s bag-in-box operations. The and corrugated box plants need to be Americas segment comprises all the close to customers (generally 300 35 countries Group’s forestry, paper, corrugated, kilometres or less) due to the relatively paper sack and folding carton activities high cost of transporting the product. across the in a number of Latin American countries Approximately 60% of the Group’s and in the United States. corrugated customers are in the fast moving consumer goods (‘FMCG’) globe We operate in 22 countries in Europe sector, comprising food, beverage and and are the European leader in household consumables, the remainder corrugated packaging and being split across a wide range of containerboard with key positions in OUR BUSINESS different industries. IN NUMBERS several other packaging and paper market segments. We also have three In 2017, the Group’s Europe and TOTAL COUNTRIES bag-in-box facilities, located in Americas
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