Current Annual Report

ANNUAL REPORT BILFINGER SE 2020 Contents <a href="#0_0">Explanations and additional information </a>D.1 <a href="#0_0">Responsibility statement </a><a href="#4_0">To our shareholders </a>A.1 <a href="#5_0">Letter to shareholders </a>A.2 <a href="#10_0">Executive Board of Bilfinger SE </a>A.3 <a href="#12_0">Report of the Supervisory Board </a>A.4 <a href="#30_0">Corporate Governance </a> D.2 <a href="#0_0">Reproduction of the auditor’s report </a>D.3 <a href="#0_0">Return-on-capital-employed controlling </a>D.4 Boards of the company <a href="#0_0">D</a><a href="#0_0">E</a> <a href="#4_0">A</a><a href="#0_1">B</a>A.5 Bilfinger in the capital market <a href="#0_0">Non-financial report </a>E.1 <a href="#0_0">Non-financial aspects of business operations </a>E.2 <a href="#0_0">Governance </a><a href="#0_1">Combined management report </a>B.1 <a href="#0_0">The Bilfinger Group </a>B.2 <a href="#0_0">Economic report </a> E.3 <a href="#0_0">People </a>B.3 <a href="#0_0">Risk and opportunity report </a>B.4 <a href="#0_0">Outlook </a> E.4 <a href="#0_0">Planet </a>E.5 <a href="#0_0">Customers </a> B.5 <a href="#0_0">Takeover-relevant information pursuant </a><a href="#0_0">to Section 289a and Section 315a </a><a href="#0_0">of the German Commercial Code (HGB) </a> B.6 Executive Board remuneration E.6 Auditor’s report <a href="#0_0">Ten-year overview </a><a href="#0_0">Financial calendar </a><a href="#0_0">Imprint </a><a href="#0_0">Consolidated financial statements </a>C.1 <a href="#0_0">Consolidated income statement </a>C.2 <a href="#0_0">Consolidated statement </a><a href="#0_0">C</a><a href="#0_0">of comprehensive income </a> C.3 <a href="#0_0">Consolidated balance sheet </a>C.4 <a href="#0_0">Consolidated statement of changes in equity </a>C.5 <a href="#0_0">Consolidated statement of cash flows </a>C.6 <a href="#0_0">Notes to the consolidated financial </a><a href="#0_0">statements </a>2In addition to this screen-optimized PDF, there is als<a href="/goto?url=https://www.bilfinger.com/fileadmin/corporate_webseite/investor_relations/berichterstattung/2020/Annual_Report_2020.pdf" target="_blank">o a </a><a href="/goto?url=https://www.bilfinger.com/fileadmin/corporate_webseite/investor_relations/berichterstattung/2020/Annual_Report_2020.pdf" target="_blank">PDF version </a>available on our website that is identical in terms of content. Notices and disclaimer This Annual Report takes the form of a financial report; it focuses on the significant and legally required information. The Outlook, chapter B.4, contains forward-looking statements which reflect the assessment of the Executive Board at this point in time with regard to future events and developments on the basis of current information, planning, assumptions and expectations. These statements are marked by formulations such as ‘expect’, ‘want’, ‘seek’, ‘intend’, ‘plan’, ‘believe’, ‘evaluate’, ‘assume’, ‘in future’, ‘intention’ or similar terms. All forward-looking statements contained in this Annual Report are inherently subject to uncertainties and risks, in particular because they depend on factors beyond our control. Such risks are described under chapter B.3 Risk and opportunity report, but are not limited to those stated. The actual developments in the future may deviate substantially from the forecasts and forward-looking statements made here. Bilfinger cannot provide any guarantee that the expectations and goals implicitly or explicitly expressed in the forward-looking statements will be achieved. We also do not assume any obligation to update any of the forward-looking statements or, in the case of deviations in the actual future developments, to correct them. In addition to the key figures prepared in accordance with IFRS, Bilfinger also presents pro-forma key figures (for example adjusted earnings per share, adjusted net profit, EBITA, EBITA adjusted, EBITA margin, EBITA margin adjusted, return) which are neither part of the financial-accounting regulations nor subject to them. These pro-forma key figures are to be seen as a sup-plement, but not as a substitute for the disclosures required by IFRS. The proforma key figures are based on the definitions provided in this Annual Report. Other companies may calculate these key figures differently. Due to the rounding of the disclosed figures, it is possible that individual figures do not precisely add up to the totals provided and that percentage figures provided do not precisely reflect the absolute values that they relate to. This Annual Report is also available in English. In case of any deviations from the German version, the German version of the Annual Report shall prevail. The number of pages in the print-optimized PDF is lower by roughly one third so that the costs of printing are significantly lower. Navigation of this screen-optimized version is possible using both the navigation sidebar on the left and via the contents in the text. Symbol navigation (below left) to table of contents to Acrobat search function References in text Internal references (within the document) return to previous screen External reference (in another document or in the Internet) For trouble-free use of the navigation offered, we recommend the installation of the newest version of Adobe®Acrobat®. Free download of Adobe®Acrobat®Reader <a href="/goto?url=https://www.adobe.com/" target="_blank">at </a><a href="/goto?url=https://www.adobe.com/" target="_blank">www.adobe.com </a>In chapter B. non-reporting content/ not audited content is marked with an *. 3• A To our shareholders A To our shareholders BCDE Combined management report Consolidated financial statements Explanations and additional information Non-financial report A.1 A.2 A.3 A.4 <a href="#5_0">Letter to shareholders </a><a href="#10_0">Executive Board of Bilfinger SE </a><a href="#12_0">Report of the Supervisory Board </a><a href="#30_0">Corporate Governance </a>A.4.1 <a href="#30_1">Declaration of corporate governance and corporate governance report </a>A.4.2 <a href="#0_0">Remuneration report (part of the combined management report) </a><ul style="display: flex;"><li style="flex:1">A.5 </li><li style="flex:1"><a href="#0_0">Bilfinger in the capital market </a></li></ul>4<ul style="display: flex;"><li style="flex:1">A</li><li style="flex:1">To our shareholders </li></ul>A.1 Letter to shareholders • <a href="#5_0">A.1 Letter</a><a href="#5_0"> </a><a href="#5_0">from the Chairman </a><a href="#5_0">of the Executive Board </a><a href="#10_0">A.2 Executive</a><a href="#10_0"> </a><a href="#10_0">Board of Bilfinger SE </a><a href="#12_0">A.3 Report</a><a href="#12_0"> </a><a href="#12_0">of the Supervisory Board </a><a href="#30_0">A.4 Corporate</a><a href="#30_0"> </a><a href="#30_0">governance </a><a href="#0_0">A.5 Bilfinger</a><a href="#0_0"> </a><a href="#0_0">in the capital market </a>BCDE Combined management report Consolidated financial statements Explanations and additional information Non-financial report Executive Board of Bilfinger SE <ul style="display: flex;"><li style="flex:1">Christina Johansson </li><li style="flex:1">Duncan Hall </li></ul><ul style="display: flex;"><li style="flex:1">Interim CEO and CFO </li><li style="flex:1">COO </li></ul>5<ul style="display: flex;"><li style="flex:1">A</li><li style="flex:1">To our shareholders </li></ul>Dear Shareholders, • <a href="#5_0">A.1 Letter</a><a href="#5_0"> </a><a href="#5_0">from the Chairman </a><a href="#5_0">of the Executive Board </a>Ladies and Gentlemen, <a href="#10_0">A.2 Executive</a><a href="#10_0"> </a><a href="#10_0">Board of Bilfinger SE </a><a href="#12_0">A.3 Report</a><a href="#12_0"> </a><a href="#12_0">of the Supervisory Board </a><a href="#30_0">A.4 Corporate</a><a href="#30_0"> </a><a href="#30_0">governance </a>The emergence of the COVID 19 pandemic and its side effects presented us all with a unique set of challenges in 2020. Throughout the pandemic, our top priority has been to protect the health of our employees, their families and our business partners. <a href="#0_0">A.5 Bilfinger</a><a href="#0_0"> </a><a href="#0_0">in the capital market </a>The measures required to contain the pandemic had a significant impact on business conditions from March 2020. There was also a temporarily substantial drop in the price of oil. These circumstances considerably impacted Bilfinger's business activities in the past year. On a positive note, however, we have seen that our company is now able to adapt quickly to altered conditions with a high degree of agility and flexibility. BCDE Combined management report Consolidated financial statements Explanations and additional information Non-financial report Agility and cost efficiency The difficult economic environment triggered by the COVID 19 pandemic and the impact of substantial oil price volatility in 2020 led to declines in revenue, some of which were significant. Our maintenance business for offshore oil and gas facilities in the North Sea and activities in European countries with COVID 19-related lockdown measures were hit particularly hard. There were also substantial decreases in our project business in North America. We immediately took appropriate measures to adjust our cost base and liquidity situation to reflect lower revenue. The European business in particular demonstrated great resilience and improved cost flexibility. We acted quickly to reduce overcapacities where the longer-term outlook is subdued – for example in the oil and gas business in the UK as well as in the North American market. Loss-making activities were wound down while at the same time growth strategies were pursued, as was the case, for example, with the increased focus of the Technologies segment on the nuclear sector. In several European countries, government measures such as short-time work schemes or the possibility of deferring taxes and social security contributions also helped to stabilize business development. In light of these far-reaching changes, Bilfinger was one of the first companies to publish updated guidance for the 2020 financial year in May 2020. This guidance was confirmed throughout the course of the year and ultimately also met. 6<ul style="display: flex;"><li style="flex:1">A</li><li style="flex:1">To our shareholders </li></ul>Outlook for 2020 met • <a href="#5_0">A.1 Letter</a><a href="#5_0"> </a><a href="#5_0">from the Chairman </a><a href="#5_0">of the Executive Board </a>By achieving the guidance for 2020, which was updated in May, Bilfinger demonstrated the stability of its business model and its high cost agility. <a href="#10_0">A.2 Executive</a><a href="#10_0"> </a><a href="#10_0">Board of Bilfinger SE </a><a href="#12_0">A.3 Report</a><a href="#12_0"> </a><a href="#12_0">of the Supervisory Board </a><a href="#30_0">A.4 Corporate</a><a href="#30_0"> </a><a href="#30_0">governance </a>Financial year 2020 concluded with an organic sales decline of 17 percent. Despite this decline and thanks to the cost-cutting measures taken, it was possible to achieve positive adjusted EBITA of €20 million. As a result of successful initiatives to improve working capital and careful monitoring of capital expenditures, there was a significant cash inflow in the fourth quarter. Virtually all tax and social security deferrals we benefited from as a precaution during the challenging second quarter were settled as of the end of the year. <a href="#0_0">A.5 Bilfinger</a><a href="#0_0"> </a><a href="#0_0">in the capital market </a>BCDE Combined management report Consolidated financial statements Explanations and additional information Non-financial report Our net profit increased significantly to €99 million despite lower adjusted EBITA. Here, we benefited from a preferred participation note from the sale of Bilfinger’s former Building and Facility Services business (now: Apleona) to financial investor EQT in September 2016. The agreement at the time stated that in the event of a resale of Apleona, Bilfinger would receive roughly 49 percent of the proceeds after deduction of debt. The announcement that EQT had signed a corresponding selling agreement in December 2020 led to an upward revaluation of the preferred participation note by €210 million. We expect the cash inflow of around €450 million following the closing of the transaction in the first half of the 2021 financial year. On the basis of the successfully managed crisis year 2020 and the strong liquidity position, the Executive Board and Supervisory Board will propose to the Annual General Meeting on April 15, 2021 that a dividend of €1.88 per share be paid for financial year 2020. This will retroactively increase the previous year's dividend of €0.12 per share to the level of the floor dividend of €1.00 per share, after this reduction had been decided as a precautionary measure in an uncertain environment. Legacy issues overcome, processes and structures further optimized Bilfinger’s focus in 2020 was by no means only on overcoming the challenges presented by the COVID 19 pandemic and a volatile oil price development. We were able to demonstrate our stability and resilience while at the same time resolving significant legacy issues. Out-of-court settlements in connection with the collapse of the Cologne Municipal Archives in 2009 and the dispute with former members of the Executive Board ensured that these legacy issues ultimately did not have a negative impact on the Group’s financial performance or position. We put health and safety processes in place that have enabled us to continue our work despite strict COVID 19 prevention measures. The Group's LTIF, previously already at a very good level, 7<ul style="display: flex;"><li style="flex:1">A</li><li style="flex:1">To our shareholders </li></ul>improved further in the year to 0.16 from 0.25. This indicator measures the number of days lost due to work-related accidents per million hours worked. Our efforts to maintain high occupational safety standards not only protect the health of our employees, we also satisfy the strict requirements of our customers in this area. • <a href="#5_0">A.1 Letter</a><a href="#5_0"> </a><a href="#5_0">from the Chairman </a><a href="#5_0">of the Executive Board </a><a href="#10_0">A.2 Executive</a><a href="#10_0"> </a><a href="#10_0">Board of Bilfinger SE </a><a href="#12_0">A.3 Report</a><a href="#12_0"> </a><a href="#12_0">of the Supervisory Board </a><a href="#30_0">A.4 Corporate</a><a href="#30_0"> </a><a href="#30_0">governance </a>Work on the optimization of our internal structures also continued. The introduction of standardized ERP systems throughout the Group to control our business processes has now been largely completed. And we reduced the number of legal entities as planned. At the end of 2020 there were 145 companies in the Group, meaning we achieved our target of fewer than 150 units. As part of this process, three more units from Other Operations were also sold. At the same time, we adopted a leaner and more decentralized regional structure and established a global excellence team, allowing us to increase operating efficiency and strengthen our go-to-market approach. Also noteworthy in this context were the order successes achieved in 2020 in the nuclear energy sector, especially in the newly built Hinkley Point C power plant in the United Kingdom with a total volume of more than €500 million. We also saw similar successes in the biopharma sector. <a href="#0_0">A.5 Bilfinger</a><a href="#0_0"> </a><a href="#0_0">in the capital market </a>BCDE Combined management report Consolidated financial statements Explanations and additional information Non-financial report Outlook 2021 and medium-term targets Thanks to the efforts undertaken in recent years to make the organization more efficient and agile, Bilfinger is now in a much better position to master the challenges that lie ahead. Following the decline in revenue and earnings due to the effects of the COVID 19 pandemic and the volatile oil price development in 2020, we anticipate a significant recovery in 2021. This recovery will be fueled by growth in all three segments. We expect significant growth in Group revenue and a substantial improvement in adjusted EBITA, which will return to the pre-crisis level of 2.4 percent achieved in financial year 2019 – this despite significantly lower revenue in 2021 compared to 2019. Following the increased restructuring charges in COVID 19 year 2020, we anticipate a significant reduction in special items in 2021. As a result, even reported Group EBITA will improve significantly. We again expect free cash flow to be positive, but below the very good level of 2020. The reasons for this are increased working capital requirements as a result of the planned revenue growth, the cash-out effects for the restructuring measures implemented in 2020, and a return to a normal level of capital expenditures. The measures taken allow us to confirm our medium-term targets formulated in February 2020. We will build on our current position and target further improvements with a view to achieving a 8<ul style="display: flex;"><li style="flex:1">A</li><li style="flex:1">To our shareholders </li></ul>reported EBITA margin of 5 percent by 2024. One of our strategic imperatives is to retain our assetlight business model and expand Group revenue to more than €5 billion by 2024 through organic growth and selected bolt-on acquisitions. In this regard, we have a particularly strong focus on cash conversion. Our goal is to achieve a reported free cash flow of more than €200 million by 2024, thus paving the way for a sustainable dividend payout of 40 to 60 percent of adjusted net profit while at the same time confirming the company’s commitment to returning to investment grade. • <a href="#5_0">A.1 Letter</a><a href="#5_0"> </a><a href="#5_0">from the Chairman </a><a href="#5_0">of the Executive Board </a><a href="#10_0">A.2 Executive</a><a href="#10_0"> </a><a href="#10_0">Board of Bilfinger SE </a><a href="#12_0">A.3 Report</a><a href="#12_0"> </a><a href="#12_0">of the Supervisory Board </a><a href="#30_0">A.4 Corporate</a><a href="#30_0"> </a><a href="#30_0">governance </a><a href="#0_0">A.5 Bilfinger</a><a href="#0_0"> </a><a href="#0_0">in the capital market </a>BCDE Combined management report Consolidated financial statements Explanations and additional information Non-financial report Looking to the future with confidence Bilfinger's robust development in the extremely challenging year 2020 not only demonstrates the resilience of our business model as a leading international service provider for the process industry, it also shows the significant progress we have made toward becoming the lean, agile company that we aspire to be. The success of this business model is clearly based on the commitment, experience and expertise of our employees. They deserve our very deep gratitude and thanks. Under difficult conditions, they have done an outstanding job for our customers and for our company in the past year. Their commitment and agility are key factors that allow us to look to the future with confidence. We still have major challenges ahead of us. My Executive Board colleague Duncan Hall and I, together with our 30,000 employees, will do everything in our power to ensure the continued successful development of Bilfinger. Dear shareholders, we would like to thank you for the trust you have placed in Bilfinger to date. We look forward to continuing along the path we have taken together with you. Kind regards, Christina Johansson Interim CEO and CFO of Bilfinger SE 9<ul style="display: flex;"><li style="flex:1">A</li><li style="flex:1">To our shareholders </li></ul>A.2 Executive Board of Bilfinger SE <a href="#5_0">A.1 Letter</a><a href="#5_0"> </a><a href="#5_0">from the Chairman </a><a href="#5_0">of the Executive Board </a>• <a href="#10_0">A.2 Executive</a><a href="#10_0"> </a><a href="#10_0">Board of Bilfinger SE </a><a href="#12_0">A.3 Report</a><a href="#12_0"> </a><a href="#12_0">of the Supervisory Board </a><a href="#30_0">A.4 Corporate</a><a href="#30_0"> </a><a href="#30_0">governance </a>Christina Johansson (Interim CEO and CFO) Born 1966 in Ljungby, Sweden <a href="#0_0">A.5 Bilfinger</a><a href="#0_0"> </a><a href="#0_0">in the capital market </a>BCDE Combined management report Consolidated financial statements Explanations and additional information Non-financial report Career 2021 2018 Interim Chief Executive Officer (in addition to previous responsibilities) Member of the Executive Board and Chief Financial Officer at Bilfinger SE, Mannheim 2016 – 2018 2014 – 2016 2007 – 2014 2005 – 2007 1996 – 2005 Bucher Industries AG, Niederweningen (Switzerland) CFO SR Technics Switzerland AG, Kloten (Switzerland) CFO and Deputy CEO Pöyry Oy, Zürich (Switzerland) Division CFO Pöyry Energy / Management Consulting ZEAG AG, Spreitenbach (Switzerland) CFO and Deputy CEO Amcor Ltd, Rickenbach (Switzerland) Senior Finance Positions in Amcor Rentsch, Amcor WhiteCap and Bericap <ul style="display: flex;"><li style="flex:1">1993 – 1996 </li><li style="flex:1">Securitas AB, Frankfurt / Dusseldorf </li></ul>Financial Controller & Treasury Manager

Current Annual Report

Details

Download

Copyright

We respect the copyrights and intellectual property rights of all users. All uploaded documents are either original works of the uploader or authorized works of the rightful owners.

Support