THE SUPERVISORY BOARD’S REPORT AT EAC’s ANNUAL GENERAL MEETING 2008, 3 APRIL
Growth rates of 29% in Foods, 19% in Industrial Ingredients, 7% in Moving and Relocation Services and 23% in the entire Group speak clearly of progress at a higher level than we expected. Also, EAC’s growth stands out relative to exchange rate developments. In round figures, the US dollar depreciation against the Danish krone equalled a drop in revenue of about DKK 277m and DKK 42m in Group earnings.
During the past five years, our three businesses have grown an average of 19% annually, and for the past two years, we have seen even higher annual growth rates of 30% measured in fixed exchange rates. This growth underlines the strength and potential of our businesses, and it is extremely satisfying to see an increase in these growth rates, following our decision last year to focus on the businesses that make up EAC today.
Through an acquisition, Industrial Ingredients entered the new and exiting market of Bangladesh, while acquisitions in Malaysia and the Philippines strengthened the existing operations in those countries. In India, Changidarh was added to our network of offices and warehouses.
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Through acquisitions and new establishments, Moving and Relocation Services (Santa Fe) added five new countries to the areas in which the business itself provides international moving and relocation services to companies’ relocated employees: India, Vietnam, Macau, South Korea and Taiwan. At the same time, Santa Fe expanded its operations in records management to Malaysia and Singapore.
Naturally, supplementing EAC’s business in terms of operations and geography takes time. However, we have embarked on a process that forms an important basis for continued growth, and we intend to continue that process in a controlled manner. Although EAC operates today in 15 countries in Asia, there are white spots on the map which we need to cover, just as a strengthening of operations in our existing markets is also necessary.
This could happen through acquisitions or organic growth. I will return to this matter later.
We must not forget Foods. Although Foods did not enter new markets, we are investing heavily in its value chain. I will return to this matter as well.
- Operating profit before financials increased 93% to DKK 603 million. Foods was the main driver of this development, but also Industrial Ingredients and Santa Fe contributed. These earnings resulted in an operating margin – earnings per krone of revenue - of 13.7% for EAC.
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- Net financials amounted to a charge of DKK 37m. This item has been in the black for some years, but after recent years' massive dividend payments and share buybacks, EAC no longer has very much interest-bearing cash. In return, we saw increasing interest rate expenses last year. So, this expenditure actually reflects our movement towards a slightly more efficient capital structure.
- Associates contributed a total of DKK 42m. The main contributor was EAC’s share of our Thai joint-ventures, ICI paints, as well as some minor profits from divestments.
- Tax expenses amounted to DKK 139m at a tax rate of 22%. This totals a net profit of DKK 473 million. Our minority shareholders in Moving & Relocation in China and the pig farms in Venezuela, get a slice of the cake, which leaves DKK 430m for EAC shareholders.
We have not seen such strong earnings for many years. Only a small part of the net profit was generated by divestment of assets and interests in non-strategic businesses. The rest was generated by our three businesses.
EAC has become slimmer and fitter. Its capital structure has become more efficient, a fact reflected in our solvency ratio. This ratio was 60-65% for several years – and even higher in 2005 following the divestment of Nutrition – but has now been reduced to the more suitable level of 57%.
A reasonable capital structure involves introducing debt in our businesses where and when reasonable. To the extent possible, the businesses should be able to finance their own growth through their own means and through external financing.
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But it should be noted that since EAC operates in countries where sudden exchange- rate and interest-rate movements occur from time to time, the business should be equipped to withstand unexpected developments. Many of you present have probably been shareholders in a company where capital was a scarce resource, which was also the case for EAC ten years ago. We don’t want to go down that road again. Hence, the solvency ratios of our businesses should be slightly higher than standard ratios, and the listed parent EAC should be strong enough to withstand more turbulent conditions if and when required.
But there is scope for a further reduction in the solvency ratio.
EAC bought back own shares again in 2007. From August until November, we bought 1,280,275 shares from the market at a total price of approximately DKK 500m. EAC now holds slightly more than 8.5% of its own shares and, since the idea of buying back shares is to channel money to the owners and achieve a more efficient capital structure, this holding of treasury shares must be reduced. For this reason, the Supervisory Board proposes a write-down of the share capital by roughly 6% of the 8.5%, but we will get back to this later on in the agenda.
Following this write-down, EAC will hold enough treasury shares to cover options programmes for the executive board and other key staff – I will return to this programme later.
The third component of value creation is the share price. Also last year, the EAC share performed very well on the OMX in Copenhagen, so the share has performed well relative to the market as well as its peers since the equity turmoil began last autumn. The EAC share has been a good investment in recent years: over the past three years,
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EAC shareholders have achieved an annual return of 61%. Seen in a long-term perspective, however, EAC did owe its shareholders something.
The Supervisory Board has a strong urge to balance this trend with the desire for long-term business development, which requires sufficient capital adequacy. To us, creating value for our shareholders is very important. We wish to continue the Group’s dividend policy and retain the ability to buy back treasury shares. However, this should go hand-in-hand with a shared desire for a reasonable share price improvement for the EAC share to reflect the long-term solid development of our company.
Over the past few years, we have conducted a generational change on the Supervisory Board. We have made this change smoothly and brought in new blood and new competencies without compromising continuity.
Last year, Mr Preben Sunke and Ms Connie Astrup-Larsen were elected to the Board, and I took over as Chairman after Mr Jan Erlund. As the next step in this generational change process, Mr Kaare Vagner will resign today, and we propose no substitution, since we elected two new members last year and five seems to be a good size. Five members is enough to allow us to view things from different angles and offer different competencies but not too many to convene quickly and form a quorum.
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Last year, the Board held five meetings in Copenhagen, one three-day seminar in Venezuela and two conference calls. We regularly discussed our rules of procedure and work methods and have agreed to make more conference calls in the future: it is an efficient way to work when it comes to making decisions on certain subjects or getting a quick update on developments.
The remuneration paid to the Supervisory Board appears from the annual report. We propose DKK 250,000 be paid to ordinary Board members, DKK 400,000 to the Vice Chairman and DKK 550,000 to the Chairman: all of these amounts are the same as last year.
It is sometimes discussed whether there is a substantial risk of EAC’s business in Venezuela being nationalised.
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It is a fact that the Venezuelan government has declared a wish to gain majority control of specific areas, such as oil exploration, telecommunications, etc. There has however, not been talk about nationalisation in the form of expropriation, but rather of forced sales on market terms.
As we see it, the likelihood of the government wishing to acquire EAC Plumrose is extremely small. On the contrary, we are experiencing strong support from the authorities as a result of our current investments throughout the value chain and our strong focus on employees' conditions and welfare.
Moreover, we operate the business very efficiently and generally make an effort to act as an integrated part of the Venezuelan society, so we are very confident that the risk of a forced government takeover is very low.
But there are other risks.
There is the country’s quite unbalanced dependence on oil. There is the risk of increasing raw materials prices or rising interest rates. As in other South American countries, there is the risk of devaluations that could have a short-term negative impact on Foods’ revenue and earnings until the company has had a chance to adjust its sales prices. And there is, of course, some uncertainty related to other political measures.
The close correlation between gains and risks should be emphasised in this connection. Too much greed often implies substantial risk, and the Supervisory Board attaches a great deal of importance to striking the right balance between our current high level of earnings and the risks of operating a business in Venezuela.
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We monitor developments in the country closely and maintain ongoing dialogue with the political system and various interest groups in the country. We profit on our experience and the network that we have established in our more than 50 years of presence in the country.
We take many things into consideration when we make decisions on what we see as necessary investments in the continued expansion of the business, but let us not hide the fact that conditions in South America in general and Venezuela in particular have our special attention.
The political rhetoric is often overwhelming and often front-page material, but at EAC, we focus on remembering and respecting the fact that the country has done a great deal to improve people’s standard of living and increase their purchasing power, which is essential to our business.
Some maintain that EAC is a conglomerate that lacks cohesion. That may well be true, although both Industrial Ingredients and Santa Fe build high-margin services on top of logistics services, and although they share other features as well. But yes, we are basically a conglomerate, and you have to remember how we constantly hear how conglomerates are doomed one year and glorified the next.
However, that discussion is actually irrelevant, because conglomerates are like anything else in the world: there are good apples and bad apples. What counts is whether EAC is run efficiently and performing well. For this reason, we will continue to own the three businesses, because they offer a great deal of still unexploited potential and because the revitalisation of EAC requires a certain volume and more than one leg to stand on.
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In our operations, EAC may resemble an equity fund which also owns operations with no greater cohesion. But there are important differences between EAC and an equity fund.
We do not develop our businesses with a view to selling them, but with a view to creating long-term value to our owners. Our approach is both financial and industrial : our management knows every corner of our businesses and contributes to their development.
Our strategy is to develop the three businesses: make them larger and stronger. I have asked our CEO, Mr Niels Henrik Jensen, to talk about this approach and introduce us to the businesses.
Growth was mainly generated by products with high sales prices and high margins and, for this reason, revenue was up 29% in Danish kroner and 41% in US dollars, and earnings more than doubled. It could have been even better, but Foods lacked raw materials and production capacity to meet demand all year. Hence, we were only able to squeeze an extra 1% volume out of the factory.
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We invested in this equipment last year, when Venezuela accounted for most of EAC’s total investment of roughly DKK 234m. This year, EAC total investments will be slightly higher. All in all , we expect to invest USD 120m, or about DKK 600m, between 2008 and 2012 in an extensive renovation and expansion of the facilities in Venezuela, including land, buildings and equipment.
Foods will be financing this investment on its own. For this kind of money, we can more than almost double Foods’ production of finished goods, as well as enhance efficiency and automate processes. And we can create better conditions for both employees and the outdoor environment.
This lost ground in the medium-priced segment must be recovered. We must invest more funds in marketing and sales promotion; we need to concentrate on innovation, and we must produce more products for the lower-priced segments. Foods is planning the introduction of six new products in 2008 alone, and this will necessitate some cost-heavy campaigns.
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Foods’ refrigerated trucks and warehouses handle other producers’ goods already – e.g. cheese, chips and tuna – and it would be natural to carry even more freight on the trucks, which could be more products from third parties. But there could also be one or more complementary food products with a strong brand that Foods could buy to further increase its value and generate distribution and sales synergies.
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The operating profit excluding non-recurring items and operating margin grew to a highly satisfactory 8.1%.
In South-east Asia, Industrial Ingredients will grow organically and through acquisitions. The sector is a fragmented one, and it will for this reason be possible to continue acquiring minor companies at reasonable prices. Outside South-east Asia and South Asia, there are a few countries – including, of course, China – that could be of interest, either because they could provide Industrial Ingredients’ suppliers with a wider geographical coverage, or because Industrial Ingredients could procure products that would complement its current supply. Our ambition is to achieve wider and deeper market coverage in Asia so that Industrial Ingredients can increase revenue to roughly DKK 2bn before 2010.
The business should also be able to attract new agencies with new products. Additionally, we intend to build up on the systems and services side, because Industrial Ingredients’ success is not just about moving a product from A to B, but also about offering broader and better services than its local competitors. Industrial Ingredients offers technical services such as formulation of products, laboratory test, documentation and approvals by authorities; Industrial Ingredients also offers commercial services focusing on creating contact with clients in selected industries. Lastly, Industrial Ingredients offers supply chain services, providing manufacturers access to the important markets in South-east Asia and South Asia and ensuring just- in-time distribution to local clients.
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Because these services are so important, Industrial Ingredients intends to strengthen its supply chain, tailor more commercial solutions and invest more in business systems, know-how and quality.
Santa Fe offers moving and relocation services from 36 offices in 13 markets. The many new units that were added last year must be consolidated; at the same time, Santa Fe intends to enter new markets step by step with its own offices or acquisitions of existing companies, preferably companies offering complementary services. It is very much the clients who determine where we go, because when large groups ask Santa Fe to take care of their employees, we must be where the clients are.
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Also, Santa Fe has introduced new important technologies to improve its client services and enhance efficiency. One example is the ReloAssist software, which Santa Fe implemented last year. The ReloAssist allows all parties involved in a relocation access to expenses and the status of the relocation: where is the shipment, when will it arrive, what is happening with visa and immigration status, etc. Santa Fe will be introducing more innovative solutions to make its services even more transparent and is also working on expanding its product range to include even more outsourcing services to our major clients.
The other large operation in this business is Records Management. This operation has now been rolled out in 11 cities in which office space per square metre is priced so high that it makes sense for companies to relocate their records. Santa Fe continues its expansion in Records Management and will be investing in new warehouse facilities in new cities while also continuing to improve services, security and Web-enabled access to records. We believe in continued attractive growth rates for Records Management as the commercial city centres in Asia continue to grow.
Lastly, the business offers general Freight Forwarding in Hong Kong and China, an operation we also expect to grow.
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With respect to acquisitions, we will not be just aiming at anything that moves. The companies we acquire must fit in well with our products, geography, strategy and required return.
For this reason we must adopt a highly selective approach. One year, we may buy six companies – which we did last year – and the next we may buy eight, and then the next year, maybe none. The number is not important; what is important is buying the right companies.
EAC must grow by doing more of what we are already doing, and we must grow by expanding into operations that are natural continuations of our present business. However, it is also the duty of the Supervisory and Management Boards to look even further into the future and consider whether an entirely new business segment could fit into EAC and meet our requirements as to return, risk and ethics. We have no current plans. But of course, it should be on our minds – and we have to think carefully.
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Another target is an average annual return of roughly 30% of invested capital, i.e. what we call ROIC. In 2006, ROIC stood at 32% excluding items related to the divestment of Nutrition, and last year it exceeded 50%. An average return of 30% is still within reach, even if we have to invest more heavily, among other things due to the construction project we have in Venezuela.
Our financial target is also to distribute one-third of the annual profit as dividends, just as we will continue to buy back our own shares in the market.
I say ‘ thus far culminating’ because the managers took home tools from the IMD to roll them out locally. This includes tools for organisational development, change processes, growth management and implementation of strategies, all to ensure that the ideas are anchored in the organisations and that all employees know what to contribute in the effort to meet our targets.
Finally, let us take a look ahead into 2008 and see what we can expect in our main markets.
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In China, Vietnam and India, we expect GDP growth in 2008 of as high as 8-10%, but also in our main market in Venezuela and in the important markets in Indonesia, the Philippines and India, we foresee good growth rates between 4.5 and 6%.
We feel confident that these growth scenarios can be fulfilled and that of course provides a good basis for the EAC businesses in 2008.
- About 30% growth in Foods in USD-terms and an operating margin of roughly 13% - About 22% growth in Industrial Ingredients in local currency and a margin above 7% - About 16% growth in Santa Fe in local currency and a margin of roughly 10%.
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This outlook is based on the operations that we have today. If we acquire companies during the year, it could affect the outlook. We already know the results for the first two months of the financial year and have an indication of the results for March; so far developments are in line with expectations. We will update our expectations in connection with the release of our first-quarter results.
Everywhere in the company, strong efforts have been made to document that the decision that EAC should continue its operations was the right one.
In conclusion, I would like to thank the Management Board in Copenhagen as well as the managements of our three operative units for their committed efforts in 2007 and also for a very satisfactory start to 2008.
Thank you for your attention.
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