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Annual Report 2012 Annual Report

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Annual Report 2012 Annual Report ANNUAL REPORT 2012 Borregaard ASA Postboks 162 1701 Sarpsborg, Norway Telephone (+47) 69 11 80 00 Fax (+47) 69 11 87 70 ANNUAL REPORT 2012 email: [email protected] www.borregaard.com ANNUAL REPORT 2012 The Borregaard Group 4 Message from the CEO 7 The Board of Directors 8 Report of the Board of Directors 10 The Group Executive Board 16 Corporate Governance 18 Annual Financial Statements 2012 26 Historical Key Figures 76 Group Directory 78 4 THE BORREGAARD GROUP THE BORREGAARD GROUP THE BORREGAARD GROUP 5 Chair Jan A. Oksum, member of the board Terje Andersen, President & CEO Bente A. Landsnes, President & CEO Per A. Sørlie, CFO Per Bjarne Lyngstad, member of the board Kimberly Lein-Mathisen, SVP HR & Com- munication Dag Arthur Aasbø and Director of IR Jørn Syvertsen at the listing ceremony 18 October 2012. The Borregaard Group Borregaard operates one of the world’s most advanced biorefineries. By using natural, sustain- able raw materials, the Group produces advanced and environmentally friendly biochemicals, biomaterials and bioethanol that replace oil-based products. Borregaard also holds strong posi- tions in ingredients and fine chemicals. Borregaard is a supplier of specialised biochemicals for a customer base. At the end of 2012, the Group employed 1,025 global customer base. The Group’s main products are lignin- man-years. based products and specialty cellulose, but its product port- folio also extends to vanillin, bioethanol and fine chemicals. Borregaard is a competence-driven company with production, Borregaard’s niche products serve applications in a wide range research and development, and sales and marketing as core of global end-markets including construction, agriculture, food competencies. To maintain its leading position, Borregaard and beverages, transportation and pharmaceuticals. places a significant emphasis on training programmes and cooperation between the various disciplines. Borregaard has The Group’s business model is closely linked to the integrated a leading research centre combining wood chemistry and nature of its biorefinery in Norway, which utilises the three organic chemistry. At the Group’s research centre in Sarpsborg, key components of wood (cellulose fibres, lignin and sugar) Norway, 73 employees from different parts of the world work to produce a diversified portfolio of products. The biorefinery with development of new or improved products, applications utilises approximately 85 per cent of the feedstock to make or technologies. Borregaard’s products, while most of the remaining biomass is used to produce thermal energy for its production processes. Borregaard invests significant resources, three per cent of annual sales, in innovation each year. The Group also receives In addition to its biorefinery in Norway, Borregaard has six considerable international recognition for its research and has plants outside of Norway dedicated to producing lignin-based been granted more than NOK 140 million in Governmental products. The company also has sales offices in 17 countries (Norway and EU) funding for various research projects over the in Europe, Asia, Africa and the Americas serving its global past three years. 6 THE BORREGAARD GROUP Borregaard is organised in three business segments: Performance Chemicals develops, produces and sells lignin- Other Businesses mainly consists of Ingredients and Fine based binding- and dispersing agents for use in a wide range of Chemicals. Borregaard Ingredients supplies wood-based and end market applications, with a particular focus on specialised petrochemical-based vanillin products to flavour and fragrance products within categories such as concrete admixtures, bat- companies, as well as to companies in the food and beverage teries, oilfield chemicals and agro chemicals. In addition, Per- industry. Borregaard is the only producer of wood-based vanil- formance Chemicals includes some trading activity in respect lin in the world. Borregaard Synthesis supplies fine chemicals of chemicals that are either linked to lignin-based products or to the pharmaceutical industry and is the world’s largest sup- have historically been produced by Borregaard. plier of C3-aminodiols for non-ionic X-ray contrast media. Specialty Cellulose develops, produces and sells specialty cel- Other Businesses also includes sales of surplus basic chemi- lulose mainly for use in the production of cellulose acetate, cals from its chlor-alkali production in Sarpsborg. In addition, cellulose ethers and other specialty segments. The production Borregaard headquarter costs, corporate functions, utilities and and sale of second-generation bioethanol also form part of the services at the Sarpsborg site are included in the business area. Specialty Cellulose business area. Performance Chemicals Specialty Cellulose Other Businesses Technology leader and largest Leading global specialty cel- Only producer of wood-based supplier of lignin-based products lulose supplier. Significant vanillin. Largest producer of in the world with global market producer of second generation C3-aminodiols for X-ray contrast coverage. bioethanol. media. Key figures Operating revenues (NOK million) EBITA1 ROCE2 (%) Sales distribution (2012) Man years by geographical areas 5 000 700 13.9% 13.8% 15% 25% 20.4% 600 19.2% 4 000 12% 20% Asia 28% Norway 70% 500 542 536 3 941 3 854 8.4% 3 000 9% 15% 3 461 400 7.5% 3 382 11.3% Europe 48% Europe 11% 300 9.5% 2 000 6% 10% (ex. Norway) 200 289 253 Asia 4% 1 000 3% 5% Americas 23% 100 Americas 10% 0 0 0% 0% RoW 5% 2009 2010 2011 2012 2009 2010 2011 2012 2009 2010 2011 2012 RoW 1% Operating revenues EBITA (NOK Million) EBITA margin (%) 1. Operating profit before amortisation and other income 2. Return on capital employed and expenses (adjusted EBITA) Earnings per share (NOK) Trends in sickness absence1 4 6.0% 5.0% 3 5.3 % 3.17 4.0% 4.8 % 4.8 % 2.73 4.1 % 2 3.0% 1.8 2.0% 1 1.39 1.0% 0 0 2009 2010 2011 2012 2009 2010 2011 2012 1. For production plants Cash flow from operation activities1 Trends in H1 value1 800 700 5.0% 600 700 659 4.0% 4.5 500 547 528 3.8 400 3.0% 3.3 300 2.0% 200 2.0 100 1.0% 0 2009 2010 2011 2012 0% 2009 2010 2011 2012 1. Cash flow from operating activities + taxes paid + net financial items. 1. Number of injuries leading to absence per million hours worked, for production plants. THE BORREGAARD GROUP 7 Message from the CEO Borregaard has over the years grown from being a traditional pulp and paper company to becom- ing one of the world’s most advanced biorefineries. The Group holds strong market positions within advanced and sustainable biochemicals, biomaterials and bioethanol, in addition to ingredients and fine chemicals. Borregaard was founded as and operates within a number of different niches, such as a British company under the construction, agriculture, food and beverages, transportation name of “The Kellner Parting- and pharmaceuticals. Our own research centre in Sarpsborg ton Paper Pulp Company Ltd” with 73 employees leads us into the future with regard to in 1889. Borregaard AS was new products and new applications. Over 15 per cent of the established in 1918 with the Group’s turnover comes from new products that we did not intention to buy the shares have five years ago. This illustrates how important it is for in the British company and Borregaard to retain a leading position in innovation. We also secure the business to Nor- work continuously to boost productivity in our organization wegian ownership, in what and competitiveness in the global market. was regarded as a national and historic event. Subse- Our strategy has contributed to stable results over time. quently, Borregaard merged Moreover, we have achieved record results during the last with Orkla in 1986, a group which has contributed to making two years - thanks to being able to capitalize on market con- Borregaard into what it is today. Finally, 18 October 2012 ditions within specialty cellulose and a generally high degree was another historic date for Borregaard, when the group of specialisation for our products. once again became listed on the Oslo Stock Exchange. The company had over 7000 shareholders at the end of 2012. Borregaard not only has 123 years of history, but also an exciting future. We will continue to develop our business Borregaard today is an international group, with operations model through further specialisation of our product portfolio. and sales offices in 17 countries in Europe, Asia, Africa and We are also working on more innovation projects, based on the Americas. The Group’s business model - the biorefinery our own technology, which will complement our business concept - is based on utilising the various components in activities and provide opportunities for growth. wood to manufacture a series of specialised products which can replace oil-based products. The concept ensures a high In closing, I want to take this opportunity to thank all degree of utilisation and value-added from the common raw Borregaard employees for an extraordinary effort in the year materials. gone by. I also want to thank all our new shareholders, who have placed their trust in us. Borregaard’s operational strategy is two-fold: The Group aims to be a world leader both in innovation and productivity within its selected market segments. This strategy is supported by a strong corporate culture and a unique competence base. In this way, know-how and competence become our biggest Kind regards, competitive advantages. Borregaard has core competence within production, research and development as well as sales and marketing. The Per Sørlie company benifits from a wide understanding of the market President and CEO 8 THE BORREGAARD GROUP The Board of Directors 1 2 3 4 5 56 Observer Observer 7 8 9 THE BORREGAARD GROUP 9 1 JAN ANDERS OKSUM 4 KRISTINE RYSSDAL 6 ROAR LINDER Chair of the board Member Employee representative Jan Anders Oksum has been a member Kristine Ryssdal was elected member Roar Linder is Deputy Chair of the of the Board of Directors in Borregaard of the Board of Directors in Borregaard Executive Committee of Borregaard Industries Limited (BIL) since 2007.
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