Enabling your business Annual Report 2012 Koninklijke Reesink N.V. Annual Report 2012 Koninklijke Reesink N.V. This Annual Report is an English translation of the original Dutch publication. In the event of textual inconsistencies between the English and the Dutch versions, the latter shall prevail. Enabling your business 11:00 12:00 13:00 14:00 15:00 16:00 17:00 18:00 19:00 20:00 21:00 22:00 23:00 24:00 CS Utrecht, 3 p.m. Reesink is there for you – anywhere, anytime 2 Koninklijke Reesink N.V. Annual Report 2012 S1 | GENERAL detaiLS Key points in 2012 B USINESS/OPeratiONAL GENERAL DETAILS - Higher revenue and profit in green segment. Weak H2 2012 due to lack of market liquidity. - Successful dealer participation in Bruggeman Mechanisatie. - Packo & Heybroek in Belgium off to a strong start in 2012. - Acquisition of the Kemp Group, specialising in earth-moving machines; consolidation effective 8 May 2012. The Kemp Group has already contributed to our performance. - Tough year for industrial segment. - Restructuring of steel business completed. - Announcement of acquisition of Hans van Driel B.V. (completed January 2013) and joint venture with CT Agro GmbH for the Kazakh market. Finance - Revenue increased by 7% to €185 million. - Organic revenue fell by €2 million. - Revenue in green segment increased by €27 million, €8 million of which was organic. - Revenue in industrial segment fell by €10 million. - Operating profit (loss) before depreciation and amortisation (EBITDA) and excluding special items increased slightly: by 6.7% to €9.2 million. - Operating profit (loss) (EBIT) excluding special items fell slightly: by 4.2% to €6.9 million; operating loss in industrial segment. - Depreciation of property assets, proportion of net loss and impairments on the participation in THR B.V. in the total amount of €10.0 million. This has resulted in a net loss of €4.3 million (versus net profit of €5.6 million in 2011). - Cash flow from operating activities increased from €2.8 million to €8.6 million. - Earnings per ordinary share/depositary receipt -/- €6.22 (versus €8.22 in 2011). - Due to the plans for growth and the financial resources this requires, it was proposed that no dividend be paid for 2012. - €90 million financing agreement with ABN AMRO and Rabobank. - 9.99% private placement of ordinary shares outstanding allocated for general business purposes. - Equity facility to maximum of 10% of ordinary shares outstanding for the financing of acquisitions or mergers. Annual Report 2012 Koninklijke Reesink N.V. 3 4 Koninklijke Reesink N.V. Annual Report 2012 S1 | GENERAL detaiLS Evaluation of main points for 2012 GENERAL DETAILS ●● With two branches in Belgium, Packo & Heybroek was off to a strong start. ●● As part of its campaign to increase the number of partnerships with dealers, Kamps de Wild acquired a 25% stake in early 2012 in a key strategic partner, De Vries Mechanisatie in Beilen. De Vries is one of the largest full-line dealers for Kamps de Wild, offering the brands Claas, Kaweco and Amazone. ●● The new ERP system for the green companies was implemented at Kamps de Wild and Stierman, with implementation at Reesink Technische Handel to follow in 2013. Safety Centre International uses this ERP system as well. ●● The growth strategy was implemented in early May 2012 with the acquisition of the Kemp Group in De Meern, a company specialising in earth-moving equipment. The acquisition of Hans van Driel, also engaged in the manufacture of earth-moving equipment, was announced in September 2012 and completed in January of this year. In early October, Reesink announced a joint venture with the German-based agricultural equipment manufacturer CT Agro GmbH for the Kazakh market. The due diligence investigation is scheduled to be completed in April, marking a major new venture for the company into the international market. ●● For its steel business, the company has prioritised restructuring its operations, a process that has now been completed. A new ERP system is scheduled to be implemented this year. Annual Report 2012 Koninklijke Reesink N.V. 5 6 Koninklijke Reesink N.V. Annual Report 2012 S1 | GENERAL detaiLS P reface Dear readers, GENERAL DETAILS The year 2012 had many ups and downs and was marked by uncertainty in various areas, both in the Netherlands and internationally. The markets in which we operate were significantly affected: both the construction- related companies and those operating in the green segment were faced with low levels of market liquidity, causing investors to steer clear. The agricultural industry has held up well compared to the economy as a whole, and although we, too, have inevitably been affected by the Gerrit van der Scheer downturn, it is not in our company’s can-do nature to let this get us down. We implemented many of the plans initiated in 2011 and were able to seize opportunities in the market. This attitude has allowed all our companies in the green segment to improve their market positions. A cquisitions By acquiring the Kemp Group, we put into action our plan of making an acquisition in a related market. Apart from venturing into a new market, this also enables us to further implement the cross-selling strategy initiated. The Kemp Group’s rental division has developed a new business activity: cross-renting, and the acquisition of Hans van Driel, now completed, has made us a player to be reckoned with in earth- moving equipment in the Benelux market, offering solid brands such as Atlas and Terex. We can achieve our strategic goal of international expansion through the joint venture announced with CT Agro GmbH, as this will provide us access to the high-potential Kazakh agricultural market. These are all strategic steps that will help boost Reesink’s market position. We have noted that Reesink is increasingly regarded in the market as a strong, financially solid player, and not surprisingly a large number of acquisition candidates have presented themselves. We are being very selective in this process and will only enter into negotiations with potential candidates that are a good fit in terms of strategy and that add value for the Group. This means there must also be cross-selling opportunities available for the company. Our aim is to reduce our dependence on the Benelux market by prioritising existing principals when entering into international markets. Overall, we have been very successful in continuing our growth trajectory in 2012. Financing We are pleased to report that, despite the tough economy, our shareholders and bankers have faith in the growth strategy we developed. We agreed a refinancing deal with our principal bankers, ABN AMRO and Rabobank, and increased our capital by launching a rights issue. This will enable us to Annual Report 2012 Koninklijke Reesink N.V. 7 S1 | GENERAL detaiLS achieve further growth, both organically and through acquisitions. We also do not rule out raising funds in the capital market again at a future date. Restructuring of steel business The severe downturn in the market has compelled us to restructure the steel business. While the sale of Stalutech Benelux and the closure of the Nederlandse Staal Unie site in Stampersgat has significantly affected the company’s ultimate performance, we firmly believe that centralising our operations in Zutphen has equipped the company to further expand the product range and become more industrialised. Although the signs for 2013 remain bleak, we expect to improve our performance this year over 2012 thanks to the measures implemented. Alternext While we are pleased to report that the share price has remained stable and the trade in Reesink shares has been relatively active, the number of listings at NYSE Alternext Amsterdam has been at an all-time low, and we do not expect many new listings to be added in the immediate future. Participation in THR B.V. This was a weak year for THR B.V.: the integration process proceeded slowly, while the market plummeted. Through our 36% stake in THR B.V., these negative trends impacted our net earnings, and unfortunately we were even compelled to write off the full investment value, as well as the loans (for precautionary reasons). We are confident, however, that a long-term solution will be found for THR B.V. and that the company can have faith in the future again. Miscellaneous The landlords reduced their rents effective 2013 as part of a long-term solution for THR B.V. We factored in this reduction in the appraisal of the distribution centre at Ecofactorij in Apeldoorn. Depreciation on this property totalled €2.3 million. Our other investment property was inevitably also affected by the slump in the property market. This resulted in further write-downs on our property, including a €0.4 depreciation on land at De Kar in Apeldoorn. All these developments have had such a negative impact that our operating profits were cancelled out completely, and a net loss of €4.3 million remained. Through organic growth and acquisitions and by providing financing solutions, we aim to build a strong market position and create shareholder value. These targets and the financial resources required, combined with the net loss for 2012, have prompted us to decide not to pay dividend for 2012. 2013 We made many operational changes to our core business in the past year, which has resulted in some significant achievements. This would not have been possible without the positive attitude of our employees, who were fully dedicated to the cause. In a more general sense, we are pleased that in these turbulent times all our business associates – ranging from suppliers to shareholders – have clearly demonstrated their faith in Reesink, and we would like to express our great indebtedness to them.