Annual Report 2010
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ANNUAL REPORT 2010 Innovative Vehicle Technology LEGISLATION AND CUSTOMER REQUIREMENTS ARE THE PRINCIPAL FORCES DRIVING DEMAND IN THE SEGMENTS OF THE GLOBAL VEHICLE MARKET IN WHICH HALDEX IS ACTIVE. TODAY, HALDEX HAS A PRODUCT PORTFOLIO IN THE AREAS OF SAFETY, ENVIRONMENT AND VEHICLE DYNAMICS THAT MATCHES, OR EXCEEDS, THE REQUIREMENTS IMPOSED BY SOCIETY. Haldex 2010 Haldex in brief Haldex provides proprietary and innovative technology solutions that HALDEX DIVISIONS improve safety, the environment and vehicle dynamics to specific niches of the global vehicle industry. By focusing products, development and investments to areas in which the vehicle industry has faced considerable challenges, Haldex has built a profitable and growth-enhancing niche strategy in close partnership with its customers. Today, the company occupies a dominant global market position in several of its product areas. Market Europe accounted for 44% of Group sales combined with continuous demands for cost and North America for 46% in 2010. rationalizations, are the driving forces for Remaining markets accounted for 10%. The product development in the vehicle industry. markets in South America and Asia, particu- Demand is also driven by the worldwide larly China, are showing robust growth and increase in vehicle production. their importance to the Group is increasing Haldex has a global market presence, with rapidly. production plants in Sweden, Germany, the Legislation focusing on traffic safety, the UK, Hungary, the US, Mexico, Brazil, India environment and enhanced vehicle dynamics, and China. Net sales by region 2010 Net sales by customer segment 2010 South America, 3% Industrial vehicles, 6% Asia and Middle East, 7% Engines, 15% Light vehicles, Europe, 44% 18% North America, 46% Heavy vehicles, 61% Haldex’s global presence The Group in brief Net sales, Operating income 2), Employees, average, Operations share of Group total share of Group total share of Group total Market share COMMERCIAL VEHICLE SYSTEMS SEK 3,710 m SEK 162 m 2,191 15% Development and manufacturing of brake systems for heavy trucks, trailers and buses. Haldex’s share of the market served The product offering covers all primary with its current product program is components and subsystems included in about 15%. The market share is sub- complete air brake systems. Operations are stantially higher in individual product divided into four business units: Actuators, areas and customer segments. Haldex Air Controls, Foundation Brake and Reman- is the market leader for automatic ufactured Products. brake adjusters and air suspension 54% 35% 58% for trailers. HYDRAULIC SYSTEMS SEK 1,977 m SEK 179 m 1,279 20 –30% Development and manufacturing of gear and georotor pumps, hydraulic power Business unit Hydraulics is a niche player packs and high-density hydraulic hybrid with about 20% of the market share in systems. The applications include hydraulic its market niches. Business unit Engines lifts and fan drive systems. Technology for is a market leader for oil, fuel and water diesel engines, i.e. pumps for lubricating oil, pumps in North America and the rest of coolants and diesel fuel, and technology the world. Haldex’s global market share for reducing emissions of exhaust gases in these sectors is slightly more than from engines. 30%, and just over 40% for oil pumps 29% 39% 34% in North America. TRACTION SYSTEMS * SEK 1,219 m SEK 118 m 342 50% Development and manufacturing of electron- ically controllable systems for all-wheel-drive Haldex is a market leader in controll- systems for cars, known as AWD systems. able AWD systems. The market share The system software can be customized to in Europe exceeds 50%. meet each carmaker’s particular desires in terms of driving characteristics and traction. * Haldex divested Traction Systems Division to 18% 26% 9% BorgWarner, Inc on 31 January, 2011. THE HALDEX GROUP Net sales, Operating income, Employees, average, Group total Group total 2) Group total SEK 6,906 m SEK 459 m 3,812 1) All figures show continuing business, excl Garphyttan Wire. 2) Excluding restructuring costs, one-off items and amortization of acquisition-related surplus values, operating income amounted to 459 MSEK (-131). Contents Report from THE YEAR IN BRIEF Joakim Olsson, CEO 2010 was a memorable year for Highlights of 2010 1 Haldex. It was the year in which the Report from Joakim Olsson, CEO 2 decision was taken to demerge The new Haldex 4 the Group into several independent listed companies, and to sell the Traction Division to Borg-Warner. HALDEX OPERATIONS Despite major changes, 2010 was a strong year and the improvement in earnings demonstrated Strategic orientation 6 that our cost-reduction and restructuring efforts Three divisions 2 have generated effects. Commercial Vehicle Systems 8 Hydraulic Systems 14 Traction Systems 18 Strategic orientation HALDEX FINANCIAL AND CORPORATE The successful and focused INFORMATION niche strategy has resulted in Haldex’s divisions now achieving a size and market position that Directors’ report 20 facilitate their advancement as Consolidated income statement 27 separate entities. Consolidated statement of comprehensive income 27 Consolidated balance sheet 28 Changes in Group equity 29 Consolidated cash flow statement 30 6 Notes, Group 31 Parent Company income statement 48 Parent Company comprehensive income report 48 Parent Company balance sheet 49 Directors’ Report Changes in Parent Company equity 50 Parent Company cash flow statement 50 During the second half of 2009, demand stabilized in Haldex’s main Notes, Parent Company 51 markets following the most severe Audit Report 57 decline in the global vehicle indus- try for a very long time. The posi- tive trend for Haldex continued CORPORATE GOVERNANCE throughout 2010 in all market seg- ments and regions. Corporate Governance Report 58 Board of Directors and Auditors 66 20 Executive Committee 66 OTHER INFORMATION Haldex share 68 Haldex share Five-year summary and quarterly review 70 The Haldex share rose 137% Definitions 71 in 2010. During the year, the number of shareholders increased 19%. South America,68 3% Industrial vehicles, 6% Asia and Middle East, 7% Engines, 13% The information in this annual report is a translation of the text in the Europe, 43% LightSwedish vehicles, language annual report and, accordingly, corresponds in all 16%material respects with the original Swedish document. In the event of any contradictions between the texts contained in this document and the text in the Swedish language annual report, the latter shall prevail. North America, 47% Heavy vehicles, 65% 1 Highlights of 2010 • Sales amounted to SEK 6,906 m (5,622). Adjusted for exchange-rate fluctuations and divestments, sales increased 34% compared with 2009. • Earnings after tax totaled SEK 131 m (75). Earnings per share amounted to SEK 2.87 (2.40). Earnings per share at December 31, 2009 were SEK 1.86, as calculated using the same number of shares outstanding as in 2010. • Adjusted* operating income and adjusted* operating margin increased sharply and totaled SEK 459 m (loss: 79) and 6.7% (minus: 1.5) respectively. In the fourth quarter, Haldex once again reported a strong margin, exceeding the Group target of 7%. • Cash flow after investments remained strong and amounted to SEK 252 m (847), thus giving the Group a strong financial position with a net debt of SEK 684 m (985). *) Excluding Garphyttan Wire, restructuring costs, nonrecurring items and amortization of acquisition-related surplus values. The new Haldex Reorganization of Haldex in accordance with the mercial Vehicle Systems and Hydraulic Systems into Board of Directors’ proposal of July 16, 2010 independent listed companies is continuing as In accordance with a press release issued on July 16, 2010, planned and the Board of Directors’ motions concern- the Haldex Board of Directors proposes a demerger of the ing a demerger of the company will be addressed by company whereby Haldex’s three divisions were to become the shareholders at the Annual General Meeting on Read independent, listed companies. June 8, 2011. If the motion is passed, Haldex share- more on Traction Systems Division was sold on January 31, 2011 holders will hold shares in two separate companies page 4. to BorgWarner, Inc. However, the reorganization of Com- instead of one. Extra dividend by way of redemption Redemption proceeding in brief The Board proposes an ordinary cash dividend of SEK 3 per • Each share will be split into two shares, of which share for the 2010 fiscal year. Thanks to the company’s strong one will be redeemable. balance sheet following the divestment of the Traction Systems • The edeemabler share will automatically be Division and the proposed demerger of the company, the redeemed for a cash payment of SEK 30 per share. Board of Directors proposes an additional extraordinary • The edemptionr proceeding is automatic, meaning dividend corresponding to SEK 30 per share by way of a that no actions are necessary by shareholders. share split and an automatic redemption proceeding. Com- • The ecordr date for the share split is July 4, 2011 bined with the ordinary cash dividend, this corresponds to and payment of the redemption funds is expected Read a transfer to the Haldex shareholders totaling SEK 1,459 m. to be made on July 28, 2011. more on Further information will be sent to shareholders separately. page 26. Also refer to the distribution of earnings on page 26. Key figures, 3 years 2010 2009 2008 Net sales, SEK m 6,906 5,622 8,403 Earnings before tax, SEK m 178 54 –55 Earnings after tax, SEK m 131 75 –43 Earnings per share, SEK 2.87 2.40 –1.92 Operating margin1), % 6.7 –2.3 3.0 Operating margin, % 4.1 2.8 1.1 Proposed dividend, SEK 3.00 – – Proposed dividend including redemption, SEK 33.00 – – Return on capital employed, % 7.8 3.9 2.4 Return on equity, % 5.4 4.2 –2.3 Equity/assets ratio, % 47 47 29 Cash flow from operations, SEK m 441 189 857 Net investments, SEK m 212 169 392 Average number of employees 3,811 4,281 6,004 1) Excluding restructuring costs, nonrecurring items and amortization of acquisition-related surplus values.