Annual Report 2011 Contents Welcome to Overview 01 The Quick Read 04 Our Business Priorities Report of the Executive Board 06 Chief Executive’s Statement HEINEKEN 09 Outlook 2012 10 Executive Committee HEINEKEN is one of the world’s great Operational Review 12 Winning brands brewers with its brands available in 16 Brewing a Better Future 178 countries around the world 20 World class talent Regional Review 22 Our regions 24 Western Europe 26 Central and Eastern Europe We are 28 Africa and the Middle East 30 Americas A proud independent global brewer 32 Asia Pacific committed to surprising and exciting 34 Risk Management 39 Financial Review consumers everywhere... 44 Corporate Governance Statement Report of the Supervisory Board 56 To the Shareholders We value 60 Remuneration Report A passion for quality, enjoyment of life, Financial statements respect for people and respect for 67 Consolidated Income Statement 68 Consolidated Statement our planet... of Comprehensive Income 69 Consolidated Statement of Financial Position 70 Consolidated Statement We want of Cash Flows ® 72 Consolidated Statement To win in all markets with Heineken of Changes in Equity and with a full brand portfolio in 74 Notes to the Consolidated Financial Statements markets where we choose. 142 Heineken N.V. Balance Sheet 142 Heineken N.V. Income Statement 143 Notes to the Heineken N.V. Financial statements Other information online Other information 150 Statement of the theHEINEKENcompany.com annualreport.HEINEKEN.com Executive Board 151 Appropriation of Profit • Sign up for news alerts via email • Download Excel sheets of our key financials 152 Independent Auditor’s Report • Synchronise with our online calendar • Access our report toolkit, allowing you 153 Shareholder Information • Read our frequently asked questions to make your own personal notes on the 157 Countries and Brands • Keep up to date with our extensive report, email a link, build a print basket 164 Historical Summary investor section and give feedback 166 Glossary • Read and ask us about our commitment • Quick and easy navigation through 168 Reference Information to sustainability. the Annual Report along with search functionality • Share information via your social network sites. Overview The Quick Read Performance highlights €17,123 million 164.6 million hectolitres Revenue +6.1% Consolidated beer volume +12.8% €2,697 million 27.4 million hectolitres EBIT (beia) +2.8% Heineken® volume in premium segment +5.4% €1,584 million Net profit (beia) +8.8% “ HEINEKEN has once again demonstrated its ability to deliver a positive financial performance despite the challenging economic environment.” Jean-François van Boxmeer Chairman of the Executive Board/CEO EBIT (beia) Consolidated beer volume Net profit (beia) Heineken® volume in millions of EUR in millions of hectolitres in millions of EUR in premium segment in millions of hectolitres 27.4 2,623 2,697 25.9 25.1 26.0 164.6 1,584 24.7 145.9 1,456 2,095 1,932 125.8 125.2 1,748 1,119 105.4 1,013 1,055 2007 2008 2009 2010 2011 2007 2008 2009 2010 2011 2007 2008 2009 2010 2011 2007 2008 2009 2010 2011 Heineken N.V. Annual Report 2011 01 Overview | The Quick Read continued Key figures1 Results In millions of EUR 2011 20102 Change in % Revenue 17,123 16,133 6.1% EBIT3 2,455 2,491 (1.4)% EBIT (beia)3 2,697 2,623 2.8% Net profit 1,430 1,447 (1.2)% Net profit (beia)3 1,584 1,456 8.8% EBITDA3 3,623 3,609 0.4% EBITDA (beia)3 3,682 3,584 2.7% Dividend (proposed)6 477 438 8.2% Free operating cash flow3 2,093 1,993 5.0% Balance sheet In millions of EUR Total assets 27,127 26,662 1.7% Equity attributable to equity holders of the Company5 9,774 9,932 (1.6)% Net debt position 8,355 8,099 3.2% Market capitalisation 20,605 21,134 (2.5)% Results and balance sheet per share of EUR 1.60 Weighted average number of shares – basic5 585,100,381 562,234,726 4.1% Net profit 2.44 2.57 (5.0)% Net profit (beia) 2.71 2.59 4.5% Dividend (proposed) 0.83 0.76 9.2% Free operating cash flow 3.58 3.54 0.9% Equity attributable to equity holders of the Company5 16.70 17.67 (5.4)% Share price4 35.77 36.69 (2.5)% Employees In numbers Average number of employees 64,252 65,730 (2.2)% Ratios EBIT as % of revenue 14.3% 15.4% (7.1)% EBIT as % of total assets 9.1% 9.3% (3.1)% Net profit as % of average equity attributable to equity holders of the Company4 14.5% 19.4% (25.3)% Net debt/EBITDA (beia) 2.27 2.26 0.5% Dividend % payout6 33.1%7 30.2% 9.5% Cash conversion rate 122.1% 125.6% (2.8)% EBIT (beia)/Net interest expenses 6.4 5.4 18.8% 1 Please refer to the ‘Glossary’ for definitions. 2 Comparatives have been adjusted due to the accounting policy change in employee benefits (see note 2e of the Financial statements, this also applies to other sections of the Annual Report) 3 ‘EBIT, EBIT (beia), net profit (beia), EBITDA, EBITDA (beia) and free operating cash flow’ are not financial measures calculated in accordance with IFRS. Accordingly, it should not be considered as an alternative to ‘results from operating activities’ or ‘profit’ as indicators of our performance, or as an alternative to ‘cash flow from operating activities’ as a measure of our liquidity. However, we believe that ‘EBIT, EBIT (beia), net profit (beia), EBITDA, EBITDA (beia) and free operating cash flow’ are measures commonly used by investors and as such useful for disclosure. The presentation on these financial measures may not be comparable to similarly titled measures reported by other companies due to differences in the ways the measures are calculated. For a reconciliation of ‘results from operating activities’, ‘profit’ and ‘cash flow from operating activities’ to ‘EBIT, EBIT (beia), net profit (beia), EBITDA, EBITDA (beia) and free operating cash flow’ we refer to the financial review on pages 39 to 43. 4 As at 31 December. 5 Including the effect of the Allotted Share Delivery Instrument (ASDI). 6 Excluding the effect of the ASDI. 7 The percentage 33.1% stated in the official version of the Annual Report 2011 is incorrect, the correct dividend % payout for 2011 is 30.1%. 02 Heineken N.V. Annual Report 2011 History HEINEKEN today The story began almost 150 years ago in 1864, when Gerard Adriaan HEINEKEN is a proud, independent global brewer committed Heineken acquired a small brewery in the heart of Amsterdam. Since to surprise and excite consumers everywhere. Four key attributes 1886 the unique Heineken A-yeast has guaranteed the pure premium make the Company different: Heineken® is the first and only truly taste of Heineken® beer. After 13 years of prohibition, in 1933 Heineken® global beer brand, enjoyed in 178 countries around the world; became available in America and in 1937 the first Heineken® beer a unique, worldwide footprint with operations in 71 countries, was brewed outside the Netherlands, in what was then the Dutch ensuring a broader reach for our brands than any other brewer; East Indies. an internationally diverse, dynamic, committed and entrepreneurial team of around 70,000 employees; and the passion of the Heineken Over the ensuing years, growth and acquisitions substantially family remains as strong today as it was in 1864 when we first started expanded the Company, firstly in Western Europe and Africa, brewing beer. followed by acquisitions in Central and Eastern Europe and Russia. In 2010, HEINEKEN acquired the beer operations of Fomento Wherever you are in the world, you are able to enjoy one of our Económico Mexicano, S.A.B. de C.V. in Mexico (including its US and brands. We own, market and sell more than 250 of them. Our other export business) and Brazil, an acquisition that strengthened principal global brand is Heineken®, the world’s most valuable the Company’s leading international portfolio with the addition of international premium beer brand. Other international premium, Dos Equis®, Sol® and Tecate®. In 2011, HEINEKEN continued to create regional, local and specialty beers include Amstel®, Birra Moretti®, new platforms for future growth by acquiring five new breweries Cruzcampo®, Desperados®, Dos Equis®, Foster’s®, Newcastle Brown in Nigeria and two new breweries in Ethiopia. The Company also Ale®, Ochota®, Primus®, Sagres®, Sol®, Star®, Tecate®, Zlaty Bazant® started brewing Heineken® in Mexico and India. and Żywiec®. Our leading joint venture brands include Anchor®, Cristal®, Kingfisher® and Tiger®. Four generations of the Heineken family have been actively involved in the expansion of the Heineken® brand and the HEINEKEN In addition to our global portfolio, HEINEKEN is the world’s biggest Company throughout the world. cider maker with brands such as Strongbow Gold® and Bulmer’s®. Where we operate HEINEKEN is the world’s most international brewer, thanks to our global network of distributors and 140 breweries in 71 countries. We achieve our global coverage through a combination of wholly-owned companies, licence agreements, affiliates and strategic partnerships and alliances. Some of our wholesalers also distribute wine, spirits and soft drinks. In Europe, we are the largest brewer and our brands are well established in these profitable markets. Due to our acquisitions and joint ventures in Africa, Asia, India and Latin America, we also have a strong platform for current and future growth from these emerging beer markets. Heineken N.V. Annual Report 2011 03 Overview Our Business Priorities HEINEKEN is focused on five business priorities.