Heineken Annual N. V. Report 2013 Annual Report 2013 Front cover image igNITE beer bottle We are always committed to surprising and exciting our consumers. That’s why we have introduced the interactive igNITE beer bottle. The bottle lights up when you ‘CHEERS’ or drink and flashes along to thebeat of the music. It ignites the night. Report of the Report of the Financial Contents Overview Executive Board Supervisory Board statements Other information Welcome to HEINEKEN HEINEKEN is the world’s most international brewer with its brands available in 178 countries around the world. We are We value We want A proud, independent, A passion for quality, To win in all markets with global brewer committed enjoyment of life, Heineken® and with a full to surprising and exciting respect for people brand portfolio in markets consumers everywhere. and our planet. where we choose. Contents Overview Regional Review 58 Consolidated Statement of 2 The Quick Read 16 Our Regions Cash Flows Report of the Executive Board 17 Africa Middle East 60 Consolidated Statement of 3 Chief Executive’s Statement 18 Americas Changes in Equity 5 Outlook 2014 19 Asia Pacific 62 Notes to the Consolidated Financial Statements 6 Executive Committee 20 Central and Eastern Europe 129 Heineken N.V. Balance Sheet Operational Review 21 Western Europe 129 Heineken N.V. Income Statement 8 Our Business Priorities 22 Risk Management 130 Notes to the Heineken N.V. 10 Grow the Heineken® brand 27 Financial Review Financial Statements 11 Consumer-inspired, customer- 33 Corporate Governance Statement oriented and brand-led Other information 138 Appropriation of Profit 12 Capture the opportunities Report of the Supervisory Board in emerging markets 43 To the Shareholders 139 Independent Auditor’s Report 13 Leverage the benefits of 47 Remuneration Report 140 Shareholder Information HEINEKEN’s global scale Financial statements 144 Bondholder Information 14 Drive personal leadership 55 Consolidated Income Statement 146 Historical Summary 15 Embed and integrate sustainability 56 Consolidated Statement of 148 Glossary Comprehensive Income 151 Reference Information 57 Consolidated Statement of Financial Position Further information online: Useful links theHEINEKENcompany.com • Download the Annual Report • Find out about HEINEKEN’s history • Explore our countries and brands Follow us on twitter for news and updates: @HEINEKENCorp Heineken N.V. Annual Report 2013 1 Report of the Report of the Financial Contents Overview Executive Board Supervisory Board statements Other information The Quick Read Performance Key figures highlights1 Group results2 Revenue (in millions of EUR) In millions of EUR Rounded Corners2013 20123 Change in % €19,203m Group revenue on bars: 21,255 20,984 1.3% Group operating profit (beia) 3,192 3,106 2.8% 2013 19,203 2.5mm 2012 18,383 Consolidated results1 2011 17,123 In millions of EUR 2010 16,133 Revenue 19,203 18,383 4.5% 2009 14,701 Consolidated operating profit (beia) 2,941 2,666 10.3% Net profit 1,364 2,914 (53.2)% Consolidated beer volume Net profit (beia) 1,585 1,661 (4.6)% (in millions of hectolitres) EBITDA 4,281 5,226 (18.1)% EBITDA (beia) Rounded Corners4,214 3,985 5.7% 178.3mhl Dividend (proposed) 512 512 0.0% on bars: 2013 178.3 Free operating cash flow 1,518 1,485 2.2% 2012 171.7 2.5mm 2011 164.6 Balance sheet 2010 145.9 In millions of EUR Total assets 33,337 35,980 (7.3)% 2009 125.2 Equity attributable to equity holders of the Company 11,402 11,734 (2.8)% ® Heineken volume in premium Net debt position 10,868 12,311 (11.7)% segment (in millions of hectolitres) Market capitalisation 28,270 29,071 (2.7)% 28.1mhl Rounded Corners Results and balance sheet per share of EUR 1.60 2013 28.1 on bars: Weighted average number of shares 2012 29.1 2.5mm – basic 575,062,357 575,022,338 0.0% 2011 27.4 Net profit 2.37 5.07 (53.3)% 2010 26.0 Net profit (beia) 2.76 2.89 (4.5)% 2009 25.9 Dividend (proposed) 0.89 0.89 0.0% Free operating cash flow 2.64 2.58 2.3% Consolidated operating profit Equity attributable to equity holders (beia) (in millions of EUR) of the Company 19.83 20.41 (2.8)% Share price 49.08 50.47 (2.8)% €2,941m Rounded Corners 2013 2,941 Employees on bars: 2012 2,666 In numbers 2.5mm 2011 2,456 Average number of employees (FTE) 80,933 76,191 6.2% 2010 2,251 Ratios 2009 1,913 Consolidated operating profit (beia) as a % of revenue 15.3% 14.5% Net profit (beia) (in millions of EUR) Net profit as % of averageRounded equity Corners €1,585m attributable to equity holderson bars: of the Company 11.8% 27.1% 2013 1,585 2.5mm Net debt/EBITDA (beia) 2.58 3.09 2012 1,661 Dividend % payout 32.3% 30.8% 2011 1,584 Cash conversion rate 84.0% 81.5% 2010 1,456 1Based on consolidated metrics. 2009 1,055 2Group metrics include HEINEKEN’s attributable share of joint ventures and associates. 3Restated for the revised IAS 19. Read our full results announcement at: theHEINEKENcompany.com Heineken N.V. Annual Report 2013 2 Report of the Report of the Financial Contents Overview Executive Board Supervisory Board statements Other information Report of the Executive Board Chief Executive’s Statement Left René Hooft Graafland Right Jean-François van Boxmeer Member of the Executive Board/CFO Chairman of the Executive Board/CEO Celebrating 150 years It has been a challenging year, but the fundamentals of our Celebrating 150 years business are strong and we remain committed to delivering 15 February 2014 marks the 150th anniversary of HEINEKEN. In long-term value for our stakeholders. 1864, Gerard Adriaan Heineken founded the Company with a clear vision: to brew the best beer of his time and to let the world know. Financial performance He was uncompromising on quality, he was commercially astute The last 12 months have been challenging for our business. Our and he was a very progressive employer. He never lost sight of the financial results were below expectations having been impacted simple rule that beer and enjoyment should go hand in hand. It is by tough market conditions in Europe and weaker trading than an approach that has served the Company well. Fast forward 150 we had expected in some of our important developing markets. years and those same values guide us today. HEINEKEN is now the Group revenue grew 1.3 per cent, while group operating profit world’s most international brewer. The Heineken® brand leads the (beia) increased 2.8 per cent. way in the international premium segment. The entrepreneurial spirit and drive of our more than 85,000 employees continues to Revenue management take us forward. And 150 years on, the Heineken family remains Throughout the year, we have implemented a number of initiatives a constant support for the Company. to improve our top-line performance. Through a continued focus on innovation, stronger pricing, better portfolio planning and This is what makes HEINEKEN unique. Each one has helped the execution, we have improved our revenue per hectolitre by Company navigate challenging times and they are what will 2.7 per cent. Additionally, we have maintained our marketing drive its continued success in the future. support behind growth brands. Winning through innovation Cost reduction The other enduring feature of our business has been innovation. The business has realised cost savings of €1.4 billion since 2006. The beer that Gerard Adriaan set out to brew 150 years ago was Our TCM2 programme delivered €300m in 2013. We are well a new type of beer – a Pilsener – that he believed would give on our way to achieving our three-year target of €625m during something more to consumers. Anticipating and meeting 2014. We have achieved these results by reducing support consumer needs remains at the core of our success today. function costs and eliminating wasteful practices across our In 2013, €1.1 billion of our revenue came from innovations. operations. This is an ongoing focus. We have also standardised We increased our innovation rate to 5.9 per cent, up from and simplified the way operating companies benefit from the 5.3 per cent in 2012. services provided by HEINEKEN Global Shared Services and HEINEKEN Global Procurement. These actions are helping to make us more competitive. Heineken N.V. Annual Report 2013 3 Report of the Report of the Financial Contents Overview Executive Board Supervisory Board statements Other information Chief Executive’s Statement continued Heineken® and our other global brands This puts an even greater financial burden on the brewer and Heineken® continues to lead in the International Premium increases prices for consumers. The reality is that such measures Segment and we saw a solid performance in a number of key have a negative impact on investment and jobs across the countries such as Nigeria, South Africa, Russia, Chile, Brazil and agricultural, brewing, hospitality and associated industries. South Korea. And for the first time we surpassed 1 mhl for the Heineken® brand in China. However, the performance of Heineken® We have thus been more active in engaging governments and was not at the level we have become accustomed to. This was sharing with them the economic and social impact of excessive driven almost exclusively by lower growth in key markets such as the taxation. We have seen some positive outcomes from our efforts U.S, Vietnam and France. We are confident that these markets and we will continue to fight our case.