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2009 ANNUAL REPORT
FINANCIAL INFORMATIONPATRICK BATAILLARD
CFOTel : +33 472 836 600Fax : +33 472 836 601
Website: www.norbert-dentressangle.com («FINANCES» section)
AUDITORSERNST & YOUNG AUDIT
Member of the « Compagnie Régionale de Versailles »
CABINET ACTITUD AUDITMember of the « Compagnie Régionale de Lyon »
Current auditors
NORBERT DENTRESSANGLE GROUP
BP 98 - 26241 Saint-Vallier-sur-Rhône - France
RCS ROMANS 309 645 539
2009 ANNUAL REPORT
2
2009 ANNUAL REPORT
3
4 TRANSPORT AND LOGISTICS, A MAJOR FORCE IN EUROPE
8 TRANSPORT
12 LOGISTICS
16 2010: OPENING UP TO GLOBAL DEMAND
18 GOVERNANCE OF THE NORBERT DENTRESSANGLE GROUP
22 MESSAGE FROM THE CHAIRMAN OF THE SUPERVISORY BOARD
24 INTERVIEW WITH THE CEO
26 KEY FIGURES OF THE NORBERT DENTRESSANGLE GROUP
28 A FAMILY-OWNED GROUP LISTED ON THE STOCK EXCHANGE
30 ASSETS FOR THE FUTURE, WHAT MAKES NORBERT DENTRESSANGLE DIFFERENT
32 A COMPANY BUILT ON STRONG FOUNDATIONS
34 A COMPREHENSIVE RANGE OF SERVICES FOR THE SUPPLY CHAIN
36 TRANSPORT: SOLUTIONS IN LINE WITH EUROPEAN MARKET EXPECTATIONS
40 LOGISTICS: CONTINUOUSLY DEVELOPING OUR EXPERTISE
44 OPERATIONAL MANAGEMENT AND INNOVATION
48 SUSTAINABLE DEVELOPMENT EVERY DAY
58 2009 FINANCIAL ELEMENTS
CONTENTS2009 ANNUAL REPORT
4 5
TRANSPORT & LOGISTICS: A MAJOR FORCE IN EUROPE
LOGISTICSStorage and preparation
for marketing
4
Logistics platform
3
OutletsConsumers
TRANSPORTInternational - National
Indivisible loads and/or large quantities
TRANSPORTNational - Regional
Retail Capillary network
Processing units or assembly lines
TRANSPORTInternational - National
Indivisible loads and/or large quantities
Production units of raw materials
1
2
2009 ANNUAL REPORT
6 7
2009 ANNUAL REPORT
1,215 Spain
11.1% Spain
13,497 France
7,881 United Kingdom
36 Ireland
343 Italy
632 The Netherlands
54 Switzerland
156 Luxembourg439 Belgium
116 Germany1,106 Poland
2 Ukraine242 Czech Republic
473 Romania
56.2% France
19.6% United Kingdom & Ireland
3.9% Italy
DISTRIBUTION OF TURNOVER GENERATED BY NORBERT DENTRESSANGLE IN EUROPE
DISTRIBUTION OF NORBERT DENTRESSANGLE EMPLOYEES BY COUNTRY
1 Slovakia
259 Portugal
1.3% Portugal
2.8% The Netherlands
0.2% Switzerland
0.4% Luxembourg
1.6% Belgium0.9% Germany 1.2% Poland
0.5% Czech Republic
0.3% Romania
€2,719 Million
55%
45%26,450
16
TURNOVER FOR 2009
OF WHICH TRANSPORT
OF WHICH LOGISTICS
NUMBER OF EMPLOYEES
PRESENT IN
TRANSPORT & LOGISTICS: A MAJOR FORCE IN EUROPE
COUNTRIES
2009 ANNUAL REPORT
8
2009 ANNUAL REPORT
9
A COMPREHENSIVE RANGE OF SERVICES WITH NORBERT DENTRESSANGLE STANDARDS• Managing the entire range of transport services:
- International transport- Domestic transport- Domestic and European pallet distribution- Dedicated services and contract distribution- Transport solutions (« Key PL® »)
• CO2 emissions calculator accredited by Bureau Veritas Certifi cation
NEW HORIZONS FOR THE TRANSPORT DI VISION
10
2009 ANNUAL REPORT
11
€1,486 Million
12,614
6,90030%
8,600
TRANSPORT TURNOVER
NUMBER OF EMPLOYEES AT 162 SITES IN 11 COUNTRIES
NUMBER OF MOTOR VEHICLES
PROPORTION OF MOTOR VEHICLES LOCATED OUTSIDE OF FRANCE
NUMBER OF TRAILERS
TRANSPORT
A COMPREHENSIVE RANGE OF SERVICES
€853 MillionTransport of general cargo and controlled temperature products
€431 MillionEuropean pallet distribution
€202 MillionTransport of bulk products
TIPPERS 139
FOODSTUFF TANKERS 23
CHEMICAL TANKERS 257
HYDROCARBON TANKERS 192
POWDER TANKERS 952
BOX TRAILERS 1,238
FLATBEDS AND SKELETAL TRAILERS 557
CURTAINSIDED TRAILERS 4,715
REFRIGERATED TRAILERS 541
EUROPE’S N°1 VEHICLE FLEET
68.1% France
10.1% United Kingdom
14% Spain
1.3% Italy
DISTRIBUTION OF TURNOVER IN EUROPE
1.6% Germany
0.8% Luxembourg
1.6% Poland
0.2% Romania
67.3% France
14.6% United Kingdom
6.3% Spain
5.2% Poland
2.1% Romania
2.1% Portugal
1.2% Luxembourg
0.9% Germany
0.2% Italy
DISTRIBUTION OF EMPLOYEES IN EUROPE
2.4% Portugal
12 13
PROVIDING EFFECTIVE SOLUTIONS FOR THE CHALLENGES FACING MANUFACTURERS AND RETAILERS
• Added value logistics expertise - Cold logistics- E-commerce logistics- Co-manufacturing- Cross-docking- Shared supply chain management
PUSHING BACK THE FRONTIERS OF LOGISTICS
14
2009 ANNUAL REPORT
15
41.9% France
31.2% United Kingdom& Ireland
7.7% Spain
7.1% Italy
6.1% The Netherlands
3.5% Belgium0.8% Poland
0.4% Romania
43.6% United Kingdom
36.2% France
4.6% The Netherlands
3.3% Poland
3.2% Belgium
3% Spain
2.3% Italy
1.7% Czech Republic
1.5% Romania
0.4% Switzerland
0.3% Ireland
DISTRIBUTION OF EMPLOYEES IN EUROPE
PRESENT ON TWO MARKETS – AMBIENT AND COLD LOGISTICS
69%Ambient temperature and reverse logistics
31%Chilled and frozen product logistics
DISTRIBUTION OF FROZEN STORAGE VOLUMES (IN M3)
DISTRIBUTION OF WAREHOUSE SPACE (IN M²)
42% France
35.5% United Kingdom
6.2% The Netherlands
6.2% Italy
3% Poland
3% Spain
1.3% Czech Republic
1.2% Belgium
0.9% Romania
0.7% Switzerland
0.1% Ireland
47.6% United Kingdom
19.2% France
17% Belgium 13% The Netherlands
1.7% Italy 1.6% Czech Republic
1.1% Czech Republic
DISTRIBUTION OF TURNOVER IN EUROPE
0.4% Switzerland
LOGISTICS
€1,233 MillionLOGISTICS TURNOVER
13,836NUMBER OF EMPLOYEES AT 193 SITES IN 12 COUNTRIES
5,300,000WAREHOUSE SPACE (IN M²)
3,300,000FROZEN STORAGE VOLUMES (IN M3)
2010: OPENING UP TO GLOBAL DEMAND
16 17
IN RESPONSE TO THE GLOBALISATION OF TRADE, NORBERT DENTRESSANGLE IS EXPANDING ITS RANGE OF SERVICES • Air freight forwarding
• Sea freight forwarding
• Customs procedure management
18 19
2009 ANNUAL REPORT
SUPERVISORY BOARD
1 - Bruno Rousset Date of fi rst nomination to the Supervisory Board (fi rst mandate within the company): 30th May 2007.
Bruno Rousset is CPA qualifi ed. He was previously director of a pension company before founding the April Group in 1988, which specialises in insurance, of which he is now president. Founding director since 1996 of the Evolem capital investment fund, of which he is also president.
2 - Pierre-André MartelDate of fi rst nomination to the Supervisory Board (fi rst mandate within the company): 24th May 2005.
A graduate of the École Polytechnique, Pierre-André Martel is also a Telecommunications Engineer and holds an MBA from the Harvard Business School. After a short career in the Civil Service, he was responsible for business recovery and development at the Institute of Industrial Development, before becoming CEO of Marceau Investissements. He is currently founding Chairman of the Caravelle company, which he created in 1995.
3 - Henri Lachmann Date of fi rst nomination to the Supervisory Board (fi rst mandate within the company): 9th March 1998.
HEC qualifi ed, Henri Lachmann began his career at Arthur Andersen in 1963. In 1970, he joined the Compagnie Industrielle et Financière de Pompey, becoming its Managing Director in 1971 and CEO, from 1981 - 1997, of Financière Strafor, which became Strafor Facom. Director of Schneider Electric SA since 1996, he was nominated Chairman on the 25th February 1999 and held this position until the 3rd May 2006, when he became Chairman of the Supervisory Board of Schneider Electric SA.
4 - François-Marie Valentin Date of fi rst nomination to the Supervisory Board (fi rst mandate within the company): 9th March 1998.
François-Marie Valentin is a graduate of the École Polytechnique. He has a broad experience of business development both in France and Italy, as well as independent consulting for business partnerships, in which he is still active as part of the company FMV & Associés.
5 - Jean-Luc PoumarèdeDate of fi rst nomination to the Supervisory Board (fi rst mandate within the company): 22nd May 2008.
Jean-Luc Poumarède is a graduate of the ESSEC. He was previously partner-manager at Price Waterhouse’s “French Desk” in Madrid and New-York, before becoming Managing Director of Deloitte France. Since 2005, he has been an investor and director of the soft services company To Do Today. He is currently developing an investment consulting business.
6 - Vincent Ménez Date of fi rst nomination to the Supervisory Board (fi rst mandate within the company): 22nd May 2008.
Graduate of the ESC Nantes (AUDENCIA) and holder of an MBA, specialising in fi nance, from the University of Laval (Quebec), Vincent Ménez began his career at the Crédit National in Paris and Lyon, before joining the Norbert Dentressangle Group in 1995. He joined Financière Norbert Dentressangle in 1999, at which he is responsible for development, investments and external growth. He is currently Managing Director.
7 - Norbert DentressangleDate of fi rst nomination to the Supervisory Board: 9th March 1998.
In 1979, Norbert Dentressangle created the Norbert Dentressangle Group, which specialises in transport and logistics, and occupied the position of Chairman until 1998. He currently chairs the Supervisory Board of the Norbert Dentressangle Group. Since it was founded in 1988, Norbert Dentressangle has been Chairman of the company Financière Norbert Dentressangle, a family-owned holding company, which, in addition to a majority share in the Norbert Dentressangle Group, holds stakes in property, manufacturing and corporate service companies.
8 - Evelyne Dentressangle Date of fi rst nomination to the Supervisory Board: 9th March 1998.
Deputy-Chairman of the Supervisory Board of the Norbert Dentressangle Group since 1998, Evelyne Dentressangle is responsible for the management of various property investment companies, which are subsidiaries of Financière Norbert Dentressangle.
GOVERNANCE OF THE NORBERT DENTRESSANGLE GROUPSince 1998, the Norbert Dentressangle Group has been controlled by an Executive Board and Supervisory Board.
1
2
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6
7 8
NORBERT DENTRESSANGLE
20 21
EXECUTIVE BOARDPatrick BataillardCFO.
(45) / EM Lyon.Joined Norbert Dentressangle in 1998 as Group Financial Controller.Financial Director (Transport) 2000 - 2001.Group CFO and Member of the Executive Board since 2001.
François BertreauCEOin charge of the Logistics Division.
(55) / ESCP / MBA INSEAD.Joined Norbert Dentressangle in 1998 as Director of the Logistics Division. Member of the Executive Board since 2002.
Hervé MontjotinExecutive Vice President,in charge of the Transport Division.
(45) / Ecole Normale Supérieure. Mastère ESCP.Joined Norbert Dentressangle in 1995. Director of Human Resources 1996 - 2001.Member of the Executive Board since 1998.Executive responsible for Organisation and Human Resources 2001 - 2005.
GOVERNANCE
The governance of the Norbert Dentressangle Group refl ects two of its key characteristics: • a majority family shareholding
with strong representation on the Supervisory Board presided over by Norbert Dentressangle,
• a tightly managed Executive Board, fully focused on operational management and the fulfi lment of growth and profi tability objectives.
EXECUTIVE BOARD
SUPERVISORY BOARD
LOGISTICS DIVISION
TRANSPORTDIVISION
NORBERT DENTRESSANGLE
22 23
Since its creation in 1979 and over the last thirty years, the Norbert Dentressangle Group had never before experienced the macroeconomic and market conditions that it faced in 2009.The general fall in GDP and, more specifi cally in Europe, the downturn in international trade affected most industrial and business sectors, which led to a major fall in demand for the transport of goods and logistics.Of course, the Norbert Dentressangle Group ended 2009 with a fall in turnover, but this misses the point, in my opinion.In fact, I believe that the Group is emerging remarkably well from this crisis, whilst managing to improve its current operating income and signifi cantly reducing its fi nancial debt.The Norbert Dentressangle Group has been able to adapt and withstand the diffi cult environment of 2009 by virtue of its assets and intrinsic qualities.Above all, its teams, the “People in Red”, who share the same strong cultural values, regardless of geographical borders and professional differences, are fi rmly anchored in their everyday work.Its decentralised organisation, led by extremely committed, courageous and responsive entrepreneurial managers, quickly made the right management decisions and showed determination in following them through. Last but not least, its development model, which consists of the two complementary activities: Transport and Logistics. In this crisis context, Logistics showed how well its results could survive the crisis, while Transport demonstrated its ability to adjust its resources and organisation.
Reinforced by increased fi nancial resources, confi dence in our environment, our shared cultural values and expertise demonstrated in external growth operations, our ambition to continue to be a European and world leader in transport and logistics remains intact.For this reason, I encourage external and internal development projects that reinforce the Group in its current sectors of transport and logistics, as well as the launch of a new air and sea freight forwarding service, which now positions our Group in the international trade sector.By combining our great operational expertise and initiatives for the future, the Norbert Dentressangle Group teams have everything that it takes to achieve long-term growth and profi tability.
Norbert DentressangleChairman of the Supervisory Board
MESSAGE FROM THE CHAIRMAN OF THE SUPERVISORY BOARD
2009 ANNUAL REPORT
‘‘ MORE THAN EVE R BEFORE, OUR SUCCESS IS BASED ON RESPECT FOR OUR VALUES‘‘
‘‘ MORE THAN EVE R BEFORE, OUR SUCCESS IS BASED ON RESPECT FOR OUR VALUES‘‘
‘‘ MORE THAN EVE R BEFORE, OUR SUCCESS IS BASED ON RESPECT FOR OUR VALUES‘‘
NORBERT DENTRESSANGLE
24 25
‘‘ OUR RESULTS FOR 2009, EXTENSIVE RANGE OF SERVICES AND VALU ES WILL SUPPORT FUTURE DEVELOPMENT ‘‘
2009 ANNUAL REPORT
and a 14% increase due to the combined effects of surface optimisations, reduction of temporary staff, the buffering effect of “open book” contracts in the UK and tight management of resources on an everyday basis. The current operating margin rose to 3.9% (+ 0.8 point compared to 2008).At 80.4 M€, the operating income before goodwill saw a fall of 18% but was comparable to the operating income before goodwill for 2008, which included a capital gain of 21 M€ generated by the sale of several warehouses. In 2009, sales produced a gain of 3 M€. The fi nancial result increased slightly to -25.8 M€, compared to - 34.4 M€ in 2008, due to the reduction of the net debt and interest rates; this improvement partly compensated for the reduced operating result. Earnings before taxes therefore amounted to 50.9 M€ compared to 59.7 M€ one year previously, which represented a fall of 15%. For the fi nancial year, we experienced the fi scal consequences associated with the operational reorganisation of ex-Christian Salvesen activities. After this factor has been taken into account, the Group accrued tax revenue of 36 M€. The Group’s share of the net income thus rose to 85.7 M€. Finally, due to the major fall in the net debt, which amounted to 445 M€ compared to 553 M€ at the end of 2008, we closed 2009 with a particularly sound balance sheet. On 31 December 2009, the net debt ratio / EBITDA was 2.3 times and the debt ratio was reduced to 111% against 178% for the previous year.
What do the Norbert Dentressangle Group results for this period show? With the results achieved in 2009, the Norbert Dentressangle Group demonstrated its resilience and ability to adapt. It also proved that the fundamentals, which have enabled it to manage and control 30 years of major growth, were equally effective when it came to coping with periods of crisis.I believe that the Norbert Dentressangle Group’s fundamentals include the following strengths:- A diverse customer portfolio in all sectors of the
economy, combining major international brands and regional SMEs;
- Pan-European geographical coverage with a network of transport and logistics sites in 16 countries;
- Its wide range of services, which cover a broad
spectrum of the supply chain;- Its decentralised organisation based on the principle
of subsidiarity with real entrepreneurs at the head of its operational units;
- Its commitment to quality of service, reactivity and creativity, as recognised by its customers and symbolised by a strong brand;
- Its real ability to adjust its production means.
How did you prepare for the future in 2009?
In the aftermath of 2009, due to our sound management of the operational side and our ability to greatly reduce our fi nancial debt, we have preserved what is most important, in other words the Norbert Dentressangle Group’s capacity to expand and develop.2009 also saw the reinforcement or launch of restructuring initiatives for the future of our Group.We thus confi rmed our commitment to environmental awareness:- We continued our policy of renewing our vehicle fl eet
in 2009; with almost 70% of its motor fl eet complying with the most stringent anti-pollution standards - EURO IV & EURO V - the Norbert Dentressangle Group runs the “cleanest” industrial vehicle fl eet in Europe.
- The drive to obtain environmental certifi cation for logistics warehouses continued and with 45% of its European logistics turnover certifi ed according to Standard ISO 14001, the Norbert Dentressangle Group is a leading European logistics operator in this fi eld.
- With the aim of ensuring reliable measurement of the carbon footprint created by transport services developed for our customers, in 2009, we designed and developed a calculator, which makes it possible to measure the gross CO2 emissions created by transport operations. This calculator has been approved by the Bureau Veritas Certifi cation, which confi rms the reliability of the tool and declarations - concerning the exhaustive nature of the calculation sources - the transparent management of the tool, as well as the data and methods used.
The Norbert Dentressangle Group also extended its range of services in 2009 with the launch of two new activities - a new European pallet distribution service and global freight forwarding.
With the launch of “Red Europe”, the Norbert Dentressangle Group now provides European export companies with a new pallet distribution service. By combining the Norbert Dentressangle Group’s domestic pallet delivery networks, the “Red Europe” package gives our customers guaranteed managed delivery times and traceable operations. Last year, we confi rmed our ambition to become European leaders and an international benchmark, which required us to gain expertise within a third sector in the medium term: global freight forwarding. This strategy forms part of a policy of extending our range and taking our current sectors beyond Europe. We fi nally decided to launch this new activity “from scratch”. 2009 therefore provided an opportunity for us to prepare for battle and become operational in global freight forwarding from January 2010.
More than ever in 2009, our cultural values of entrepreneurship, excellence, unity and commitment represented guiding principles, which helped us to stay on course during this diffi cult year. The Norbert Dentressangle Group teams in Europe were ready for the challenges of 2009, which once again confi rmed their great professionalism. For 2010, the absence of a real economic recovery prompts us to remain vigilant in order to protect, above all, our competitive edge.
François Bertreau CEO
How would you describe the results of the Norbert Dentressangle Group for 2009?
The Norbert Dentressangle Group produced sound results for the fi nancial year 2009.Business suffered greatly due to the economic crisis. But, at the same time, we demonstrated our ability to adapt rapidly and withstand the deteriorated macroeconomic context. Cost-cutting measures thus enabled us to report satisfactory results for a diffi cult period.The crisis affected the majority of economic sectors in Europe and we observed a major fall in business volumes for most of our customers, which became very marked in the fi rst half of 2009, followed by relative stabilisation during the second part of the year.As a result, our own business volume fell by 12.5% for 2009 as a whole compared to 2008 (-10.1% excluding foreign exchange effect), while the Norbert Dentressangle Group’s consolidated turnover reached 2,719 M€.Our transport activities, which boast a portfolio of high-profi le industrial customers, were affected more rapidly and to a greater extent. Following a low point in the second quarter (-19.3% and -18.1% at comparable exchange rates), the downturn slowed during the third quarter and at the end of the year our business fi gures for transport began to increase again compared to 2008. Due to their characteristic stability, our logistics activities experienced a more moderate decline (- 9.6% and - 6% at comparable exchange rates). Operational profi tability held up reasonably well during 2009.Steps taken to reduce operating costs in the fourth quarter of 2008 enabled us to cope well with the reduced level of business.The current operating income thus amounted to 87.9 M€, with 11% growth and a current operating margin of 3.2% compared to 2.5% in 2008.In Transport, the major and rapid reduction of the motor vehicle fl eet (- 14%), combined with a fall in the use of sub-contractors and the reduction of general costs helped greatly to compensate for the fall in profi ts caused by reduced turnover. The current operating income for transport reached 39.5 M€ (+ 9%), with a 2.7% margin compared to 2.1% in 2008. The logistics business demonstrated its operational effi ciency with a current operating income of 48.7M€
INTERVIEW WITH FRANÇOIS BERTREAU, CEO
500
0
3,000
2,500
2,000
1,500
1,000
50
0
200
150
100
20
0
100
80.4 80
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40
20092008200720062005
20
0
100
80
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40
98.2
79.883.1
51.5
2,719
20092008200720062005
3,107
1,804
1,6081,399
0
10
8
6
4
2
8.96
20092008200720062005
4.43
5.145.19
6.77
111%
20092008200720062005
178%
159%
41%
61%
85.7
20092008200720062005
42.449.349.8
64.7(1)
(1)
2009 ANNUAL REPORT
26
2009 ANNUAL REPORT
27
SOUND FINANCIAL FUNDAMENTALS SUPPORT OUR GROWTH AMBITION
TURNOVERIN MILLION EUROS
NET GEARING AS A PERCENTAGE OF EQUITY
NET EARNINGS PER SHAREIN EUROS
OPERATING INCOME BEFORE GOODWILL (EBITA)
IN MILLION EUROS(1) including the exceptional product of VAT recovered on motorways
NET EARNINGS - GROUP SHAREIN MILLION EUROS
(1) including negative goodwill acquisition on TNT
Early in 2009, we identifi ed three key fi nancial challenges:- Maintaining healthy results in a worsened
economic environment, with falling business volumes for our customers;
- Strictly managing our Working Capital Requirement and particularly our customers’ payment terms;
- Concentrating on investing in projects, which are vital in terms of maintaining the quality of our services and preparing for the future.
By the close of the fi nancial year, these objectives had been achieved, together with a signifi cant reduction of the fi nancial debt (the net fi nancial debt fell from 553 million Euros at the end of 2008 to 445 million Euros at the end of 2009), no liquidity problems and the renewed ability to fund future Group development initiatives.
With an operating income before goodwill (EBITA) of 80.4 million Euros (representing 3.0% of turnover), the Norbert Dentressangle Group’s activities generated, in the context of a severe economic crisis, a level of profi t comparable to that generated in 2008 (3.2% of turnover, or 98.2 million Euros, including over 20 million Euros produced by a non-current “sale-and-lease-back” operation on fi ve logistics buildings).The EBITDA margin (Earnings Before Interests, Taxes and Amortization) was 7.0% of turnover for 2009, compared to 6.3% in 2008; this indicator makes it possible to measure the potential of the Group’s activities to generate working capital.
The fi nancial result, which represents a net charge of - 25.8 million Euros for 2009, improved signifi cantly compared to 2008 (- 34.4 million Euros), due primarily to the Group’s reduced net fi nancial debt and interest rates for the period.
In consideration of the negative tax burden for the companies in 2009 (product of 36.2 million Euros, due to the sum of 54 million Euros, which was the fi scal consequence of the operational restructuring of the former Christian Salvesen Group), the net earnings for the fi nancial year 2009 were 85.7 million Euros, or 3.2% of turnover.
The cash-fl ow statement serves to highlight: - The creation of an operating cash fl ow of
205 million Euros, which is far greater than that recorded in 2008 (110 million Euros);
- A Working Capital Requirement (WCR), which represented a resource of 7 million Euros at the close of 2009. This resource is increasing compared to 2008, if one deducts the carryback of 39 million Euros generated by the operational restructuring of the former Christian Salvesen Group. This improvement is due essentially to tight management of the “customers” post;
- A CAPEX of 64 million Euros. Excluding the disposal of two property sites (“sales and lease-back’’), this net fl ow would have risen to 81 million Euros, as a result of the continued policy of regularly renewing road vehicles, combined with the sale of a very large quantity of used vehicles. The Group thus reduced its fl eet by 11% in 2009;
- A fi nancial fl ow of only - 38 million Euros, including the payment of a limited dividend of 6.7 million Euros in 2009 for 2008, debt reduction and the payment of debt interest on the balance;
- The net cash position improved by 104 million Euros for the year, which gave the Group some room for manoeuvre after the fi nancial year 2009.
Due to the solid operational performance of 2009 and effi cient management of our fi nancial
resources, the net fi nancial debt fell by 108 million Euros for the fi nancial year and had settled at 445 million Euros by 31 December 2009, or 111% of consolidated shareholder equity.Included in this amount, the remaining acquisition debt for Christian Salvesen now represents a maximum of 153 million Euros (tranche “A”), and asset fi nancing (road vehicles, the sale value of which is essentially guaranteed) of 380 million Euros. In addition, the Group has a revolving credit line of 125 million Euros, which remains unused.
The leverage ratio (EBITA / net fi nancial debt) fell 2.8 - 2.3 times for the fi nancial year and the ROCE settled at 9.0%. The encouraging signs from these two fi nancial indicators, the soundness of our business model and the Group’s fi nancial fundamentals will enable it to remain independent and resilient, while supporting its ambition of achieving medium and long-term growth.
Patrick BataillardGroup CFO
KEY FIGURES OF THE GROUP
2009 ANNUAL REPORT
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2009 ANNUAL REPORT
29
0
20
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July
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AVERAGE CLOSING PRICE(in euros) 2008 - 2009
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12,000
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Sept
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200
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201
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NUMBER OF SECURITIES TRADED(daily average) 2008 - 2009
DIVIDENDThe dividend amounts to €0.90 per share for the fi nancial year 2009, representing 29% growth compared to that of 2008. The dividend will be paid on 1 June 2010.
Stock exchange fi gures 2009 2008 2007
Price on 31/12 in € 38.16 27.5 71.5
Number of shares on 31/12(*) 9,836,241 9,836,241 9,836,241
Market capitalisation in million € 375.4 270.5 703.3
Net earnings per share in € 8.46 4.43 5.14
Net dividend in € 0.90 0.70 1.10
Distribution ratio in € 10 15.8 21.4
(*) including treasury shares
A FAMILY-OWNED GROUP LISTED ON THE STOCK EXCHANGE
CAPITAL TRADED(daily average in thousand euros) 2008 - 2009
0
100
200
300
500
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600
Janv
. 20
08
Mar
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08
Mai
200
8
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200
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Mai
200
9
Juil.
20
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Sept
. 2
009
Nov
. 2
009
Janv
. 20
10Fé
v. 2
010
Mar
s 2
009
Distribution of capital Distribution of voting rights
5.55%
0.66%
2.74%62.91%
28.14%
6.58%
0.70%
73.75%
18.98%
Financière Norbert Dentressangle(1)
Public
Employees
Dentressangle family
Shares held by the Norbert Dentressangle Group(1) 100% of the capital of Financière Norbert
Dentressangle is held by the Dentressangle family.
CAPITALOn 31/12/2009, the capital of the Norbert Dentressangle Group amounted to € 19,672,482, consisting of 9,836,241 shares of € 2 in nominal value.
STOCK EXCHANGE FIGURES
Situation on 31 December 2009 SharesQuantity
Voting rightsQuantity
Dentressangle family 545,646 1,091,292
Financière Norbert Dentressangle 6,188,238 12,233,638
Employees 65,009 115,884
Public 2,768,277 3,148,210
Shares held by the Norbert Dentressangle Group 269,071
TOTAL 9,836,241 16,589,024
2009 ANNUAL REPORT
30
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ASSETS FOR THE FUTURE - WHAT MAKES NO RBERT DENTRESSANGLE DIFFERENT
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1994 NORBERT DENTRESSANGLE ENTERS THE STOCK MARKET
In order to facilitate its development, Norbert Dentressangle was listed on the Paris Stock Exchange in 1994.
1997 - 1998A STRATEGIC ADVANTAGE: INTEGRATION OF LOGISTICS
Norbert Dentressangle took its fi rst steps in the logistics market by acquiring leading French companies within this sector.
2008 - 2009 INTEGRATION OF CHRISTIAN SALVESEN
The successful integration of Christian Salvesen enabled Norbert Dentressangle to become a European leader in transport and logistics.
A company built on strong foundations
1979 - 1989FRANCE, UNITED KINGDOM, EUROPE: 10 YEARS OF MAJOR GROWTH
It was in 1979 that Norbert Dentressangle began its international road transport activities in London. Norbert Dentressangle went on to establish itself rapidly as a transport company in Italy, Spain and the Benelux countries
THE 2000’S: ACCELERATED GROWTH
During the 2000’s, Norbert Dentressangle experienced major European growth in the transport and logistics sectors, particularly with acquisitions in Italy, The Netherlands, Spain and Central Europe.
The spirit of enterprise that runs through the veins of the Norbert Dentressangle brand has enabled us to rise to many challenges over the last 30 years. Since its creation, Norbert Dentressangle has prioritised international development and taken a real European dimension with its acquisition of Christian Salvesen.
THE NORBERT DENTRESSANGLE GROUP
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COLD LOGISTICS
Consolidation, warehousing and co-packingCross dockingSupport services Quality controlsAviation logisticsShared logisticsDistribution from warehouses
GLOBAL FREIGHT FORWARDING
Air freight Sea freight Customs
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Norbert Dentressangle: a comprehensive range of services for the supply chain
THE NORBERT DENTRESSANGLE GROUP
TRANSPORT
Transport solutionDomestic and European pallet distributionContract distributionFleet take-overMultimodalDomestic and international full loadsInternational groupage
AMBIENT LOGISTICS
Warehousing, stock managementCo-packingPre/post-manufacturingOrder preparationE-commerce logisticsShared logisticsDistribution from warehouses
« KEY PL® »: A solution for continuous improvement
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3 - Controlling transport operations and traceability
« Key PL® » is based on an online information system (TMS) designed and developed by Norbert Dentressangle, which controls all transport-based operations, interfaces with all carriers involved in the « Key PL® » organisation and offers full transparency of operations, performances and key performance indicators (KPIs).
4 - Analysis of performance and key performance indicators (KPIs)
Level of business (Global / Local):- Number of orders- Number of transports- Number of pallets- Tonnage / Volume
Performance « Key PL® » : - Cost of transports (overall / per transport) - Level of service - % of objectives achieved - Improvements to progress plans
Environmental impact: - Carbon footprint - % intermodal / road - % Euro IV / V trucks
Performance of carriers: - Number of transports accepted /refused - On time collections - On time deliveries
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Transport: solutions in line with European market expectations
Norbert Dentressangle offers a range of solutions, which cover all the expectations of the European market, including:- Dedicated and contract distribution vehicle fl eet.- International groupage and European pallet delivery. - Domestic pallet delivery. - Domestic full load transport.- International full load transport.- Transport solutions.
In 2009, the Group emphasised 3 services:- « Key PL® » transport solutions.- « Red Europe » European pallet delivery.- International transport.
« KEY PL® » TRANSPORT SOLUTIONS
The Norbert Dentressangle transport solutionsWith the « Key PL® » service, Norbert Dentressangle customers benefi t from two major fi elds of expertise:- Transport management, which makes it possible to
continuously improve transport plans, in order to optimise budgets;
- Our ability to carry out the task, which guarantees operational excellence on an everyday basis, in other words the quality of service expected by customers of Norbert Dentressangle customers.
With « Key PL® », Norbert Dentressangle commits to measurable results in terms of quality of service and economic performance and gives its customers what they need to manage their transport performance according to their own specifi c criteria.
1 - Defi nition of objectives + progress plan
Together, the customer and Norbert Dentressangle defi ne the list of objectives, progress plan and management criteria for transport performance.
2 - Defi nition of the transport plan + Selection of carriers
After designing the transport plan, which optimises the effi ciency/price and quality of service ratio, Norbert Dentressangle and the customer select the most suitable carriers. Norbert Dentressangle, with its vehicle fl eet, is able to rectify any emergency situations that may arise or any failure on the part of the carrier.
3
1
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Customer
OUR ASSETS FOR THE FUTURE
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INTERNATIONAL TRANSPORT
The traditional Norbert Dentressangle expertise remains a key part of its transport service.
Every day, 1,000 Norbert Dentressangle vehicles provide international transport.As a major pan-European player in the international transport sector, Norbert Dentressangle provides its customers with:- A local service by means of its European network.- Optimisation of transport costs based on its expertise
in fl ow engineering, technical innovations, which make it possible to reduce transport unit costs, and tight management of each transport operation.
- The service is immediately available with Europe’s largest vehicle fl eet, with the option of selecting and combining sub-contractors.
- Traceability of each key operation in the transport process – from the loading of goods to delivery.
- Environment-friendly transport: 67% of the vehicle fl eet complies with the most stringent environmental standards - EURO IV and EURO V.
« RED EUROPE » EUROPEAN PALLET DELIVERY
The Norbert Dentressangle European pallet delivery service for export companies.
Red Europe is a new European pallet delivery service, which combines Norbert Dentressangle’s domestic pallet delivery networks.This solution guarantees fully managed delivery times and traceable operations for our customers.
Red Europe consists of three options:
EXCLUSIV’48 - 120 hour delivery depending on the European destination.
EXPRESSPersonalised delivery times that enable us to take care of emergency situations.
MADE TO MEASUREA solution specially designed to cope with specifi c constraints.
Red Europe is the Norbert Dentressangle customer’s single point of contact and provides 100% traceability:
• Pick-up orders automatically transmitted by EDI.
• Deliveries monitored in real time. • Proof of delivery online.• Quality fl ash reporting.
TRANSPORT: SOLUTIONS IN LINE WITH EUROPEAN MARKET EXPECTATIONS
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E-COMMERCE LOGISTICS
Within an expanding e-commerce market based on a range of models, logistics plays a crucial role when it comes to winning over and gaining the loyalty of Internet customers.
Norbert Dentressangle offers logistics solutions that meet the very specifi c needs of this type of commerce, the most important of which are reactivity, operational excellence, information management and returns management.
The logistics solutions developed by Norbert Dentressangle for e-commerce players provide real-time visibility of all the operations required to satisfy Internet users and cover the information management and traceability aspects, management of warehouse operations and delivery.
The four key assets of Norbert Dentressangle’s logistics solutions for e-commerce:
Expertise A comprehensive range of logistics services, which meet the needs of various forms of e-business and guarantee traceability, in addition to:• Reliability and adaptability of processes and
information systems.• Ability to manage gaps in demand on a weekly,
monthly or annual basis.• Effective customer returns management.• Rapid response logistics.
FlexibilityTurnkey solutions that enable customers to adapt to all volumes by developing processes and the ability to adapt resources and costs:• Solutions specially tailored to launch and load
increase phases.• Absorption of peaks in activity.• Ability to manage a wide range of references with
small unit quantities.
PersonalisationLogistics solutions for e-commerce must also take account of aspects linked to the issue of invoices and credit notes, marketing with communication tools, promotion and development of customer loyalty and delivery of products.For this reason, the Norbert Dentressangle e-commerce package includes solutions for:• Single and multi-article packaging,
• Personalisation of products,• Personalisation of marketing messages,• Special packaging (gifts, protection, etc.).
QualityBecause the fi nal customer will immediately spot any mistakes, logistics plays a crucial role for e-commerce players and must provide a fl awless high quality service every day.
The commitment of the Norbert Dentressangle teams is based on the effi ciency of the solutions developed, together with a high level of quality and everyday operational management by employees.
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Logistics: continuously developing our expertise
The wide range of solutions designed by Norbert Dentressangle and implemented in various business sectors enable it to build on good practice and offer logistics solutions with proven effi ciency.The key services include:- Warehousing and stock management,- Preparation of products prior to sale,- Order preparation,- Distribution from warehouses,- Reverse logistics.
In 2009,Norbert Dentressangle invested primarily in 3 fi elds of expertise:- Cold logistics,- E-commerce logistics,- Shared supply chain management.
COLD LOGISTICS
Norbert Dentressangle is a major player in the supermarket distribution, food and agrifood sectors.
This market is highly demanding by nature:• Commitment to respecting the cold chain. • Product traceability, including returns management.
• Reduced stock levels.• Tight fl ow management.• FIFO and FEFO management (First In First Out - First Expired First Out).
• Application of HACCP procedures (Hazard Analysis Critical Control Point).
• Multi-channel organisation of distribution: Multi drops, multi pick-ups, load-sharing, capillary distribution, dedicated fl eet
runs…• Deliveries traceable on web portal.
Norbert Dentressangle develops a wide range of solutions at each stage of the “cold” supply chain.
OUR ASSETS FOR THE FUTURE
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Member of Norbert Dentressangle network
RETAILER PLATFORM
END CUSTOMER
STORE A STORE CSTORE B
SHARED ORGANISATION
RETAILER PLATFORM
END CUSTOMER
STORE A STORE CSTORE B
TRADITIONAL ORGANISATION
MANUFACTURER BMANUFACTURER A MANUFACTURER A MANUFACTURER CMANUFACTURER B
WAREHOUSE A + B + C
MANUFACTURER C
WAREHOUSE BWAREHOUSE A WAREHOUSE C
SHARED SUPPLY CHAIN MANAGEMENT
The major retailers are reducing their stocks at points of sale by increasingly
organising deliveries to retail outlets in tight fl ows several times per week, or even per day. For their suppliers, it is a matter of scale as it becomes necessary
to increase the frequency of deliveries to points of
sale, reduce the quantities delivered each time,
while maintaining, and if possible reducing, the associated logistics costs.
This is where Norbert Dentressangle plays its part by offering shared supply
chain management services to industrial supermarket suppliers. In real terms, Norbert Dentressangle enables several manufacturers to benefi t from the same organisation and logistics output rate, in order to supply, at the same time and with the same truck, their common retailer customer.
The successful implementation of shared organisation between supermarket suppliers relies on several conditions: - Common points of delivery.- Compatible products.- The proximity of manufacturers (ideally on the same
logistics site).- Transport coordination.
Norbert Dentressangle provides shared supply chain management for cold logistics in the The Netherlands, in the pneumatics sector in Great Britain and for dry grocery products in France.
LOGISTICS: CONTINUOUSLY DEVELOPING OUR EXPERTISE
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Our commitment to quality has been proven by the must stringent certifi cations.
Certifi cations for our transport activities
• ISO 9001 (Service quality) All Norbert Dentressangle transport
activities are certifi ed according to this standard.
• HACCPApproaches to food safety.
For the transport of dangerous or sensitive, packed products, for the transport of products carried in bulk tanker and for the washing of tankers and containers, the Norbert Dentressangle Group complies with the strictest guidelines included in the applicable Safety and Quality standards for the sector and is certifi ed according to the following standards:
• SQAS (Safety and Quality Assessment System)
This system makes it possible to guarantee that the storage, handling and transport of bulk chemical products is conducted with optimum safety and quality in terms of
protecting employees, the public and the environment.Six areas are analysed: Management - Health - Safety - Environment - Equipment - Operation.
• MASE (Industrial Safety Manual)
This system makes it possible to continuously improve the safety, industrial health and environment according to fi ve axes: Management commitment – Professional skills and
qualifi cations of employees - Preparation and organisation of work – Measuring results, analysing discrepancies and corrective steps - Follow-up and long-term commitments.
• GMP (European guidelines) and QUALIMAT (French guidelines)
Traceability guidelines for the washing of tankers or containers used for the transport of products intended for animal feed products.
Certifi cations of our logistics activities
• ISO 9001 (Service quality)70% of European turnover in logistics is certifi ed according to this standard.
• ISO 22000 (Food safety)4 warehouses are certifi ed in the United Kingdom.1 warehouse is certifi ed in Switzerland.
• ISO 18001 (Employee safety) 20 warehouses are certifi ed in the United Kingdom.1 warehouse is certifi ed in Switzerland.
• HACCP (Food safety)44 warehouses are certifi ed in Europe.
• ISO 13485 (Quality Standard Management for Medical Devices)
1 warehouse is certifi ed in France.
Operational management and innovation
OUR ASSETS FOR THE FUTURE
What sets Norbert Dentressangle apart within the European transport and logistics market is the high quality service that it provides for its customers. This commitment relies primarily on tight operational management of Group employees on a daily basis.
Great Britain:- 26 logistics sites have received
the ROSPA GOLD AWARD (Royal Society for the Prevention of Accidents)
- 7 logistics sites are IIP-certifi ed (Investors In People Award).
STRONG OPERATIONAL MANAGEMENT GUARANTEES HIGH STANDARDS IN TERMS OF QUALITY OF SERVICE
High service quality standards recognised in Europe during 2009
Czech Republic:The Divisov site is AIB-certifi ed (American Institute of Baking).
The Netherlands: The Ochten site is AIB-certifi ed.
Italy: Norbert Dentressangle has been awarded
the « Logistico dell’Anno » prize for its Settala site by Assologistica, Euromerci and Assologistica Cultura
e Formazione.
Belgium:The Zellik site is QUALICERT-certifi ed.The Veurne site was given a « SUPERIOR RATING » following an inspection by AIB International.
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On 17 June 2009, the jury selected 4 winners
Recycling waste woodCategory: EnvironmentSite: Hoddesdon - Great Britain - LogisticsCandidate: Dave Chapman, Site DirectorSponsor: Richard Cawston, Business Unit DirectorProject: Organic waste incinerator
Saving electricity in the warehouse Category: EnvironmentSite: Saint-Vulbas Plaine de l’Ain - France - LogisticsCandidate: Dominique Genin, Maintenance Technician Sponsor: Lionel Joubert, Site DirectorProject: Saving electricity in the warehouse
How to stack pallets safelyCategory: SafetySite: Olsztyn – Poland - LogisticsCandidate: Kazimierz Narbut, Team LeaderSponsor: Marc Pastuzak, Director of Logistics, PolandProject: How to stack tyres safely
Winter Road Safety PlanCategory: SafetySite: Châlons-en-Champagne and Metz - France - TransportCandidate: Richard Begot, Instructor, Champagne-LorraineSponsor: Bastien Thirion, Director of the Châlons-en-Champagne agencyProject: Winter Plan
OPERATIONAL MANAGEMENT AND INNOVATION
INNOVATION
In 2008, the Norbert Dentressangle Group launched its “INNOVATION AWARDS”, an internal competition open to all employees, which aims to identify, reward and implement innovative initiatives developed by Group employees as part of their everyday work.This challenge was based on four key ideas:• Innovation is a driving force behind the Group,• There is no such thing as a small innovation,• Anyone can innovate,• Innovation is only of value if it is shared.
In order to be accepted, innovations must focus on one of the following three categories:
• Operational excellence
Any innovation that clearly and signifi cantly helps to improve the performance of an activity or site.
• Safety
Any innovation that clearly and signifi cantly helps to improve the safety and security of people, sites, equipment and goods.
• Environment
Any innovation that clearly and signifi cantly helps to facilitate progress in the fi eld of environmental protection.
52 projects were submitted for this competition and a selection committee shortlisted 10 applications for the fi nal jury.
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SUSTAINABLE DEVELOPMENT EVERY DAY Since 2004, the Norbert Dentressangle Group’s sustainable development policy has been based on four axes,
which aim to fulfi l the high expectations of our customers, employees and society as a whole:
1. Integration and social promotion 2. Reduction of greenhouse gas emissions3. Environmental site management 4. Road safety
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throughout the Group, which provides greater visibility of its skills resources and its training and development needs.
Social promotion Social promotion is one of the four major objectives adopted by the Group in terms of sustainable development.The Group’s initiatives aimed at training, development and identifi cation of resources support internal mobility and social promotion. Thus, in 2009, 58% of key positions within the Group were fi lled by promoting employees internally.This policy also contributes greatly to stability for Norbert Dentressangle employees; in fact, our employees have worked for the Group for an average of over 6 years, even
taking into account countries in which the Group has recently become established.
SUSTAINABLE DEVELOPMENT EVERY DAY
MEN AND WOMEN CULTIVATING EXCELLENCE
Entrepreneur employees The Norbert Dentressangle Group’s employees represent its most important asset.In a service company, competitiveness depends directly on the motivation of employees, as well as their skills and commitment to the corporate purpose.The Group’s HR policy aims above all to encourage all employees to develop a spirit of enterprise.
The key elements of this policy are:- Hands-on management with short lines of authority,- Involving employees in growth and performance,- Training, in order to increase employee expertise and
enable them to cope with continuous developments in the Group’s transport and logistics activities,
- Prioritising internal promotion,- Internal communication.
TrainingIn 2009, the Group continued to invest in training, primarily by reinforcing initiatives aimed at its drivers. Norbert Dentressangle implemented an ambitious one-week induction programme for new drivers (An Introduction to the Safe Driving Plan), which covered all aspects of the driver’s work, with the aim of contributing to the Group’s safety and operational performance.
The training courses provided throughout the Group during 2009 were dedicated to the development of key skills for employees and focused particularly on commercial aspects and the international dimension.
DevelopmentConvinced at the same time that its strength lies in its employees, at the end of 2009 the Group set up a workshop with the aim of redefi ning its employee management training programme. This initiative ultimately aims to train 1,500 managers, thus covering the entire line of authority (team leaders, operators, operations managers, site/agency directors, regional/business unit directors…) throughout Europe.
In 2009, the Group also modernised and standardised its performance and skills evaluation practices, in order to continuously improve operational effi ciency, prepare for internal promotion and develop our professional expertise. The same tools have therefore been used
Norbert Dentressangle Convention in March 2010: 620 People in Red
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ROAD SAFETY
For almost 20 years, the Norbert Dentressangle Group has been committed to managing road safety risks on a daily basis. The indicator adopted by the Group is the number of kilometres covered by a driver without causing any declared accident involving a third party.
For 2009, the indicator amounted to 532,000 kilometres travelled per driver without causing any accidents.
The calculation perimeter for the road safety indicator changed between 2008 - 2009 due to the integration of the distribution transport activity in France, Great Britain and Spain. As a comparable perimeter, the 2009 road safety indicator rose to 567,000 kilometres covered without causing any accidents and therefore represents an improvement on the previous year.
These encouraging results, which will be consolidated in the course of time, are the fruit of a major road safety training plan for Norbert Dentressangle Group drivers, christened the “Safe Driving Plan”, which has become a real cultural mainstay for the Group. Devised by the Group in the 1990’s, the Safe Driving Plan was updated in 2008. It places particular emphasis on the induction of new drivers with the aim of reducing accidents, by gaining the loyalty of new drivers.A new induction plan has been devised, which focuses essentially on driver behaviour. The tools and training methods have been redefi ned, in order to include interactive and participative training sessions, which are more motivating for drivers. Tests, question-answer sessions and role-plays are used over 3 days of theoretical training. The lessons learnt are then put into practice immediately during 2 days of in-vehicle training.
Meeting for Norbert Dentressangle driving instructors in April 2010
SUSTAINABLE DEVELOPMENT EVERY DAY
ENVIRONMENTAL SITE MANAGEMENT
While bearing in mind that the Norbert Dentressangle Group sites, due to the nature of the activities they have developed, are neither major consumers of energy nor major producers of waste, the Group has nevertheless defi ned an environmental management standard, which covers several dimensions: - Regulatory conformity,- Monitoring and measurement of energy and water
consumption,- Monitoring and measurement of emissions and waste.
The Norbert Dentressangle Group monitors the percentage of sites that have been brought into line with the defi ned environmental standard and aims to bring 100% of sites up to this standard.All sites of the Logistics Division (192) are assessed twice per year on their environmental performance. This assessment results in a grade of between 0 - 3 for each site. The objective in 2009 was to ensure that all sites achieved grade 2 or higher. By 30 June 2009, this initiative had been introduced at 185 out of 192 sites, which achieved an average score of 2.26. In terms of environmental certifi cation, 79 out of 192 sites are ISO 14001-certifi ed, which includes 27 sites in France. The ISO 14001-certifi ed sites represent 45% of turnover for the Logistics Division.
In addition, some of our activities have been awarded environmental certifi cations on behalf of our customers. Every month, our consumption of natural and energy resources (water, electricity, gas, refrigerant gas) and consumables (fi lms, paper, cardboard, ink cartridges and diesel) is measured at all operational sites. A summary report is also produced concerning the treatment of waste.All this information forms the basis of a monthly report. Analysis of this report makes it possible to pinpoint areas of concern each month and the necessary steps to be taken.In addition to measures taken based on the monthly report, and after analysing the risks and environmental impacts, a personalised environmental management programme is defi ned at the beginning of the year for each site involved in the ISO 14001 strategy. This strategy makes it possible, after negotiations with the site owner, to make investments, which enable, for example, the production of photovoltaic energy (Niederbipp, Vatry, Satolas) or the recovery of rainwater.All sites implement an incentive programme aimed at reducing vehicle consumption and all the French sites have been subject to an energy diagnostic focusing on their boilers.
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SUSTAINABLE DEVELOPMENT EVERY DAY
REDUCING GREENHOUSE GAS EMISSIONS
The indicator adopted by the Norbert Dentressangle Group is the quantity of CO2 (indicated in grammes) released per tonne transported and per kilometre.The Group’s ambition is to achieve an emission level of 50g/t/km.
The greenhouse gas emission indicator calculated for 2009, based on analysis of data provided by each of the Group’s transport agencies, amounted to 60.8 g/t/km.
This result points to a real trend for improvement across all transport activities compared to the previous year; but the consistency of transport activities makes it necessary, from 2010, to apply these measurements to each separate activity: Packed products - high volume goods - Bulk - Distribution transport.
In 2009, Norbert Dentressangle improved and increased the reliability of its measurement of CO2 emissions by designing and developing a calculator, which has been approved by Bureau Veritas Certifi cation, which represents a unique development in the sector.
Bureau Veritas Certifi cation thus confi rms:- The reliability of the calculator
and declarations,- The exhaustive nature
of the sources taken into consideration,
- The transparent management of the calculator, as well as the data and methods used.
In order to reduce greenhouse gas emissions, Norbert Dentressangle uses three levers: reduced fuel consumption, increased productivity of transport resources and organisation of transport fl ows.
In these three areas, the Norbert Dentressangle Group continues to benefi t from expert and methodological support from ADEME as part of the partnership agreement “Managing greenhouse gas emissions from goods transport and logistics activities”.
Reducing fuel consumption
- The benefi ts of a modern fl eetIn 2009, the Norbert Dentressangle Group maintained its policy of renewing its vehicle fl eet every four years. With almost 70% of its fl eet complying with the Euro IV and Euro V standards, the Group operates Europe’s most modern fl eet, which is more effi cient in terms of fuel and pollutant emissions.abcv
- Encouraging trained drivers to reduce fuel consumptionNorbert Dentressangle drivers benefi t from training courses on “sensible driving”. The monitoring of fuel consumption is organised by each agency in the transport network.
- Technical improvements aimed at making vehicles more fuel-effi cientNorbert Dentressangle tests various methods of reducing fuel consumption, including speed limiters, the fi tting of wind defl ectors to cabins, automatic gearboxes and the purchase of streamlined “tear drop” trailers in Great Britain…
- Testing new technologiesNorbert Dentressangle uses “Ecostart” engine vehicles for deliveries in towns and cities and will test hybrid diesel/electric technology in the near future.
Distribution of Norbert Dentressangle motor vehicles according to the Euro Standards
52% Euro IV
30% Euro III
17% Euro V
1% Euro II
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SUSTAINABLE DEVELOPMENT EVERY DAY
Increasing the productivity of transport resources
Norbert Dentressangle innovates and invests in vehicles, which are designed to increase useful loads and volumes. For example, in 2009, the Group introduced double-deck trailers, which resulted in a + 15% gain in load volume and tankers for powder products made of composite materials, thus bringing the carrying capacity up to 29 tonnes.Norbert Dentressangle also emphasises the continuous reduction of non-productive kilometres and increasing the load factor of its vehicles.
Transport fl ow organisation
Norbert Dentressangle is continuously perfecting its expertise in terms of engineering transport fl ows, in order to provide its customers with a wide range of ideas on how to eliminate useless fl ows and identify opportunities for modal shifts.
Article by François Bertreau in “La Tribune” of 6 January 2010
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The depressed economic environment in Europe in which the Norbert Dentressangle Group has operated since the fourth quarter of 2008, took its toll on the Company's results, and in particular its Transport business. However, the 31 December 2009 fi nancial statements were prepared on a going concern basis in view of:
- positive 2009 earnings (€85.7 million), as well as a positive earnings forecast in the 2010 budget;
- a lack of liquidity problems enabling the Group to meet its debt repayment liabilities as they fell due, which will continue in 2010 without any problems;
- banking covenants on the debt taken out for the Christian Salvesen acquisition, which were all in compliance at 31 December 2009;
- consolidated net assets, which are strongly positive and rose sharply to €400 million;
- the Company’s fi nancial investments for which there is no counterparty risk.
Given the current environment, special attention was paid to providing for the Company's risks and the short-term asset risks. Long-term assets were not written down following impairment tests performed as part of the year-end closing procedures.
The Company’s 2009 annual consolidated revenue came to €2,719 million, down 12.5 % compared to 2008 published data, after being extremely hard hit by the economic downturn.
The Transport business was the worst hit by the fi nancial crisis: published data showed a fall of 14.8% and the fall at constant exchange rate came in at 13.4%. The volume of business in the fourth quarter of 2009 was comparable to that in the last quarter of 2008.
Published data for Logistics showed a fall of 9.6%, whilst the fall at a constant exchange rate came in at 6.0%. The fall in business occurred later than that affecting the Transport business and was not quite as sharp.
2009 EBITDA amounted to €189.5 million, down by just 3% in relation to 2008 (€196 million).
2009 underlying operating income amounted to €87.9 million, i.e. 3.2% of revenue, up 11% in relation to underlying operating income for 2008 (€78.9 million).
2009 non-current operating losses amounted to -€7.6 million. This comprised restructuring costs of €12.7 million, capital gains on asset sales of €3.5 million (of which €2.9 million from the sale of the Tilburg site (Netherlands) followed by the renting thereof), and outstanding provision charges and reversals on non-current operations of €1.6 million.
2009 EBITA amounted to €80.4 million, i.e. 3% of revenue for the year.
EBITA refl ects the efforts made to reduce costs and lower the break-even point in a context which saw the volume of business fall sharply (down 12.5% in relation to 2008). This €18 million reduction compared to 2008 is nonetheless limited when the 2008 EBITA (€98.2 million) is adjusted for the €21 million of capital gains on sales of fi xed assets which occurred during 2008.
2009 net fi nancial items came in at a €25.8 millions expense, down sharply (-25%) in relation to the 2008 expense of €34.4 million. This improvement came about through a reduction in the Group’s net debt and a fall in interest rates applying to approximately 33% of the Group’s debt.
Exceptionally, Income Tax in the 2009 consolidated fi nancial statements represented income of €36.2 million. In addition to the amount of tax due in the different countries where it operates, the Group also bore the tax consequences arising from the restructuring of operations within the former Christian Salvesen Group, which has been a wholly owned subsidiary since the end of 2007.
Finally, Taxable Income was also affected, this time negatively, by the impact of Taxe Professionnelle (French local business tax) being replaced by CET (Contribution Economique Territoriale – French local business rates based on property value and profi ts) as from 2010. The introduction of CET led the Group to record deferred taxes of €3 million for the CVAE (Cotisation sur la Valeur Ajoutée des Entreprises - French company value added contributions) in the 2009 fi nancial statements, which will amount to approximately €12 million in 2010.
2009 Net Income exceptionally amounted to €85.7 million, compared to €42.4 million in 2008.
Net Borrowings on the balance sheet were therefore down sharply over the year (-€108 million) and at 31 December 2009 stood at €445 million, accounting for 111% of shareholders’ equity (gearing ratio).
Pursuant to the terms of the loan taken out for the Christian Salvesen acquisition, the Company must comply with the following three covenants.As at 31 December 2009:
- Gearing (i.e. the ratio between total net borrowings – total debt less net cash and cash equivalents - and consolidated shareholders’ equity) must remain under 2.20;
- Net interest cover (i.e. the ratio between EBITA and net interest) must be over 2.60; and
- Leverage ratio (i.e. the ratio between total net borrowings – total debt less net cash and cash equivalents - and consolidated EBITDA) must be under 3.20.
At 31 December 2009, the Group complied with these three ratios.
Operating income divided by Capital Employed (pre-tax average) (i.e. EBITA divided by average capital employed) amounted to 9% at 31 December 2009, compared to 11% in 2008. The average capital employed corresponds to the average capital employed at 1 January 2009 and the capital employed at 31 December 2009.
Return On Equity (ROE) (i.e. Net income divided by net assets) amounted to 21%.
Consolidated income statement
Key fi gures from the consolidated income statement for the year ended 31 December 2009 were as follows:
K€ Actual 31/12/08
Actual 31/12/09
Change2009/2008
REVENUES 3,107,222 2,719,428 (12.5)%
EBITDA 196,025 189,490 (3)% as a % of revenue 6.3% 7.0%
Underlying operating income 78,900 87,918 11%
as a % of revenue 2.5% 3.2%
EBITA as a % of revenues98,169
3.2%80,357
3.0%(18)%
Goodwill impairment/amortisation (4,033) (3,658)
EBIT 94,136 76,699 (19)%as a % of revenue 3.0% 2.8%
Net fi nancial items (34,411) (25,765) 25%
Income Before Tax and Share of Associates. 59,725 50,933 (15)%
as a % of revenue 1.9% 1.9%
Income Tax Expense (17,456) 36,186
Share of Associates 137 (1,395)
NET INCOME Group shareas a % of revenue
42,4061.4%
85,7243.2%
102%
Summary of the Executive Board management report YEAR ENDED 31 DECEMBER 2009
REVIEW OF NORBERT DENTRESSANGLE GROUP AS AT 31 DECEMBER 2009
2009 ANNUAL REPORT
62
2009 ANNUAL REPORT
63
Activities and earnings of the operating divisions
K€ LOGISTICS TRANSPORT GROUP TOTAL
31/12/2008 31/12/2009 Change 31/12/2008 31/12/2009 Change 31/12/2008 31/12/2009
Total revenue- inter-company invoicing
1,373,983(10,264)
1,237,208(3,949)
(10)% 1,785,807(42,304)
1,533,179(47,010)
(14)%
Revenue 1,363,719 1,233,259 (10)% 1,743,503 1,486,169 (15)% 3,107,222 2,719,428
Underlying operating income% Consolidated revenue
42,6723.1%
48,6733.9%
14%
36,2282.1%
39,5202.7%
9% 78,9002.5%
87,918 (**)3.2%
EBITA 68,227 52,318 (23)% 29,942 28,314 (5)% 98,169 80,357 (**)
% Consolidated revenue 5.0% (*) 4.2% 1.7% 1.9% 3.2% 3.0%
(*) Including capital gains on sales of property: €20 million.(**) In addition to the Logistics and Transport businesses, this fi gure for consolidated EBITA includes costs of €275,000 for starting up the Freight
Forwarding activity in 2010.
Outlook for 2010
The sharp downturn in the economic environment noted in the last quarter of 2008 as well as the lack of visibility for the forthcoming months makes it impossible for the Group to make any announcements on revenue forecasts. Nevertheless the qualitative elements underlying this business plan remain valid, that is to say:
- “All your Norbert in all countries”, focusing on organic growth.
- Taking sustainable development into account on a daily basis, with 4 major Group commitments:
• Reducing greenhouse gas emissions • Road safety • Environmental management of the sites • Integration and social promotion
- Make the Group stand out more from its rivals (i.e. tailoring the offer, innovation and cost reductions)
- A human resources policy that encourages entrepreneurial spirit.
2010 should see relative stability in terms of business volumes after 2009 which suffered a sharp downturn in business.
While we remember that the Group has a tradition of continued growth, the priority today remains profi tability. As it has always done, the Group uses the fl exibility of its industrial base to adapt to its customers' fl uctuating volumes. Furthermore, our size and geographical spread, the diversity of our customers, our high quality services and our robust balance sheet are all strong defences with which to weather the crisis and see our competitive position strengthened.
For the medium term our growth is focused on three areas:
1 - TransportWe have major sources of growth on our side, such as growth in Central Europe, our determination to achieve market leadership in transport organisation in Europe, and the creation of a European network offer of pallet delivery.
2 - LogisticsOur size and market share are extensive in France and to a certain degree in Great Britain, but we must establish equivalent leadership positions in Southern and Central European countries, and even Northern Europe. In the cold logistics market, our prospects for development are also impressive.
3 - Global freight forwardingWe will build up expertise in this business over the medium term in order to complete the range of our offering and develop our activities beyond the confi nes of Europe. Earnings improved in the second half for the Logistics and Transport
Operating Divisions, signifi cantly so for Logistics, in line with the usual seasonality observed for this business.
The underlying operating margin improved for both Divisions between 2008 and 2009, increasing from 3.1% to 3.9% for Logistics and 2.1% to 2.7% for the Transport Division.
In a diffi cult marketplace, the Logistics Division posted satisfactory results in terms of volumes and good results in terms of operating margin.
The Division’s revenue, at a constant euro rate, fell 6.4%. The fall in revenue affected all subsidiaries (down 5.6% in France and down 8.6% in the United Kingdom) except those in Central Europe.
Revenue only reduced slightly because the warehousing and distribution businesses remained stable. On the other hand, in terms of new business, 2009 was notable for the low number of bids under review.
With operating income amounting to €52.3 million, earnings of the Division as a whole were up on 2008 operating income (€48 million, excluding real asset capital gains from the sale of warehouses).
Within the Transport Division, consolidated revenue after elimination of inter-division revenues came in at €1,486 million, down 15% on 2008 (€1,743 million).
This fall in revenue of about €260 million was the key event of the year and had never been seen before. Daily revenue stabilised at a relatively constant level from July and December 2009 revenues overtook December 2008 revenues.
Analysis by operation:
- Transport solutions help up quite well with total revenue down 6% compared to 2008 and considerable new business was also won;
- The dedicated and contract distribution fl eet operations remained stable and accounted for some 1,500 motor vehicles;
- The UK transport business suffered a sharp fall in business on a market which itself contracted 15% over the year;
- The international groupage operation enjoyed sharp growth;
- The rate of contract renewals came in at 97%, which was up on the previous year.
At the end of the year, the volume of business remained buoyant, but sales prices dropped signifi cantly due to pricing pressure in the international transport sector in particular.
2009 ANNUAL REPORT
64
2009 ANNUAL REPORT
65
Net income and other key fi gures of the company over the last fi ve fi nancial years
€ 31/12/2005 31/12/2006 31/12/2007 31/12/2008 31/12/2009
CLOSING SHARE CAPITAL . Share capital 19,846,612 19,671,386 19,672,482 19,672,482 19,672,482
. Number of ordinary shares 9,923,306 9,835,693 9,836,241 9,836,241 9,836,241
. Number of non-voting preference shares
. Max. number of shares to be created:
By bond conversion 0 0 0 0 0
By subscription rights 75,300 115,000 115,000 250,000 250,000 OPERATIONS AND INCOME/(LOSS) . Gross revenues 21,156,880 21,025,980 18,685,923 22,659,325 24,465,892
. Earnings before taxes, investments, depreciation, amortisation and provisions
9,180,875 12,952,943 26,662,422 3,968,767 266,817,329
. Income taxes (5,758,846) (2,305,183) (3,490,594) (17,575,942) (59,831,615)
. Employee profi t-sharing
. Net income 14,990,689 15,244,657 29,703,698 15,577,664 19,711,229
. Income distributed 8,707,754 9,835,693 10,819,865 6,885,369 8,852,617* EARNINGS PER SHARE . Income/(loss) after tax, investments, before
allowances for amortisation, depreciation and provisions
1.55 1.59 3.15 2.25 34.14
. Income/(loss) after tax, investments and allowances for amortisation, depreciation and provisions
1.56 1.59 3.10 1.63 2.06
. Dividend paid 0.89 1.00 1.10 0.70 0.90*
EMPLOYEES . Average number of employees 29 29 26 35 39
. Wages and salaries 3,876,452 3,656,206 3,266,043 4,834,469 4,079,589
. Social security charges 1,400,200 1,387,250 1,239,897 1,612,516 1,682,532
* Proposed to the Shareholders’ General Meeting of 20 May 2010 on the basis of the number of shares as at the balance sheet date.
K€ 31/12/2009 31/12/2008 31/12/2007
REVENUES 2,719,428 3,107,222 1,804,341
Other purchases and external costs (1,543,675) (1,860,018) (1,095,628)
Staff costs (925,703) (1,011,838) (531,233)
Taxes, levies and similar payments (49,595) (54,347) (35,936)
Gains on sale of operating assets (241) 6,093 7,028
Other expenses (income) 728 1,237 (140)
Amortisation and depreciation charges (115,100) (122,538) (87,929)
Provisions (provision reversals) 2,076 13,089 7,125
UNDERLYING OPERATING INCOME 87,918 78,900 67,628
Restructuring costs (12,688) (11,209) (1,088)Real-estate capital gains or losses 3,573 21,002 1,872
Other non-current income and expenses (19) 1,865 (5)
Other non-current provisions and provision reversals 1,573 7,611 11,401
EBITA 80,357 98,169 79,808
Amortisation of allocated Customer Relations and negative goodwill on acquisition
(3,658) (4,033) 3,144
EBIT 76,699 94,136 82,952
Financial income 3,838 9,712 9,830
Financial costs (29,603) (44,123) (19,538)
GROUP PRE-TAX INCOME 50,933 59,725 73,244
Income Tax Expense 36,186 (17,456) (23,881)
Group share of earnings of companies treated under the equity method (1,395) 137 (63)
NET INCOME 85,724 42,406 49,300
Minority interests entitlements 0 0 0
NET INCOME GROUP SHARE 85,724 42,406 49,300EARNINGS PER SHARE
Basic EPS on net income for the year 8.96 4.43 5.14
Diluted EPS on net income for the year 8.73 4.38 5.08
Consolidated fi nancial statements YEAR ENDED 31 DECEMBER 2009
CONSOLIDATED INCOME STATEMENT
2009 ANNUAL REPORT
66
2009 ANNUAL REPORT
67
STATEMENT OF AMOUNTS POSTED TO SHAREHOLDERS’ EQUITY
K€ 31/12/2009 31/12/2008 31/12/2007
NET INCOME GROUP SHARE 85,724 42,406 49,300
Translation adjustments 7,102 (35,615) (2,862)
Gains and losses on revaluation of fi nancial instruments (2,162) (14,808) (499)
Tax on fi nancial instruments and translation adjustments 5,052 (4,342) 164
Other (232)
OTHER ITEMS AMOUNTS POSTED TO SHAREHOLDERS’ EQUITY 9,760 (54,765) (3,197)
TOTAL INCOME AND EXPENDITURE 95,484 (12,359) 46,103
CONSOLIDATED BALANCE SHEET
ASSETS
K€ 31/12/2009 31/12/2008 31/12/2007
Goodwill 358,631 355,448 389,517
Intangible fi xed assets 68,656 72,310 90,461
Tangible fi xed assets 560,576 612,581 647,689
Investments in associated companies 4,271 5,639 6,652
Other non-current fi nancial assets 26,318 28,698 21,412
Deferred tax assets 48,059 29,811 56,684
NON-CURRENT ASSETS 1,066,511 1,104,487 1,212,415
Inventories 14,387 15,122 17,454
Trade receivables 451,952 484,933 533,455
Other receivables 101,990 131,000 130,243
Current tax receivable 49,961 21,171 2,488
Other current fi nancial assets 1,169
Cash and cash equivalents 168,000 86,769 220,708
CURRENT ASSETS 786,290 738,995 905,517
Assets held for sale 0 157 455
TOTAL ASSETS 1,852,801 1,843,639 2,118,388
CONSOLIDATED BALANCE SHEET
LIABILITIES
K€ 31/12/2009 31/12/2008 31/12/2007
Share capital 19,672 19,672 19,672
Share premium 18,537 18,537 18,469
Translation adjustments (30,615) (37,717) (2,099)
Consolidated reserves 307,047 268,051 249,270
Net income for the fi nancial year 85,724 42,406 49,300
SHAREHOLDERS' EQUITY GROUP SHARE 400,365 310,949 334,612
Minority interests 0 0 0
SHAREHOLDERS’ EQUITY 400,365 310,949 334,612
Long-term borrowings 406,669 458,045 479,873
Long-term provisions 92,396 100,888 125,998
Deferred tax liabilities 73,309 60,155 84,163
NON-CURRENT LIABILITIES 572,374 619,088 690,034
Short-term provisions 22,228 21,274 43,349
Short-term borrowings 180,145 132,938 200,658
Other current borrowings 16,048 13,886 0
Bank overdrafts 26,219 49,008 73,380
Trade payables 368,743 396,394 426,412
Current tax payable 8,451 23,813 8,937
Other debt 258,228 276,289 341,006
CURRENT LIABILITIES 880,062 913,602 1,093,742
TOTAL LIABILITIES 1,852,801 1,843,639 2,118,388
2009 ANNUAL REPORT
68
2009 ANNUAL REPORT
69
CONSOLIDATED CASH FLOW STATEMENT
K€ 31/12/2009 31/12/2008 31/12/2007
Net income 85,724 42,406 49,300Depreciation and provisions 115,994 101,999 70,257
Capital gains or losses on disposals of fi xed assets (2,919) (22,621) (8,326)
Net deferred tax income or expenditure (3,103) (9,214) 856
Net fi nancial costs on fi nancing transactions 22,561 31,526 8,729
Other adjustments 2,167 735 1,395
Operational cash fl ow 220,424 144,831 122,211
Change in inventories 235 4,206 (5,080)
Trade receivables 39,224 24,470 (16,242)
Trade payables (18,882) (27,458) 36,008
Operating working capital 20,577 1,218 14,686
Social security receivables and payables 5,353 (14,057) 10,067
Tax receivables and payables (32,764) (1,336) (8,384)
Other receivables and payables 2,921 (20,799) (3,500)
Non-operating working capital (24,490) (36,192) (1,817)
Operational working capital (3,913) (34,974) 12,869Change in Pension Fund (11,260)
NET CASH FLOW FROM OPERATIONS 205,251 109,857 135,080
Sales of intangible and tangible fi xed assets 56,972 125,076 47,432Receivables on sales of fi xed assets (2,063) 722 (1,218)
Sales of fi nancial assets 2,285 167 18
Acquisition of intangible and tangible fi xed assets (109,337) (219,617) (169,241)
Acquisition of fi nancial assets 0 (1,513) 0
Payables on acquisitions of fi xed assets (12,291) 4,452 11,155
Acquisitions of subsidiaries, net of cash acquired 0 0 (293,658)Sales of companies, net of cash transferred 0 0 0
NET CASH FLOW FROM INVESTMENT TRANSACTIONS (64,434) (90,713) (405,512)
NET CASH FLOW 140,817 19,144 (270,432)
Dividends paid to parent company shareholders (6,697) (10,506) (9,586)Loan issues 173,804 176,553 370,623
Capital increase/(reduction) 0 0 0
Treasury shares 0 (1,615) 0
Other fi nancial assets/liabilities 0 0 (8)
Repayment of loans (182,979) (266,259) (131,498)Net fi nancial costs on fi nancing transactions (22,561) (31,526) (8,729)
NET CASH FLOW FROM FINANCING TRANSACTIONS (38,433) (133,353) 220,802
Exchange differences on foreign currency transactions 1,635 4,645 (139)Change in cash 104,019 (109,564) (49,769)
Opening cash and cash equivalents 37,763 147,327 197,097Closing cash and cash equivalents 141,782 37,763 147,328
Change in cash (closing-opening) 104,019 (109,564) (49,769)
2009 net current tax payments amounted to €347,000.
CHANGE IN CONSOLIDATED SHAREHOLDERS’ EQUITY
K€ Share capital
Share premium
Undis- tributed reserves
Other reserves Earnings Translation
adjustmentsMinority interests Total
AS AT 1 JANUARY 2007 19,671 18,433 217,801 (9,240) 49,792 760 0 297,217
Appropriation of earningsDividends paid to parent company shareholdersNet income for 2007Other items posted to shareholders’ equityCapital increaseCost of payments in stock optionsOther variations
1 36
49,792(9,586)
(335)(37)85523
(49,792)
49,300(2,862)
(9,586)
49,300(3,197)
85523
AS AT 31 DECEMBER 2007 19,672 18,469 258,007 (8,734) 49,300 (2,102) 0 334,612
Appropriation of earningsDividends paid to parent company shareholdersNet income for 2008Other items posted to shareholders’ equity Adjustment for change in treasury sharesCost of payments in stock optionsOther variations 68
49,300(10,506)
(19,150)
(1,615)68069
(49,300)
42,406
(35,615)(10,506)
42,406(54,765)
(1,615)680137
AS AT 31 DECEMBER 2008 19,672 18,537 296,801 (28,750) 42,406 (37,717) 0 310,949
Appropriation of earningsDividends paid to parent company shareholdersNet income for 2009Other items posted to shareholders’ equityCost of payments in stock options
42,406(6,697)
2,658629
(42,406)
85,7247,102
(6,697)
85,7249,760
629
AS AT 31 DECEMBER 2009 19,672 18,537 332,510 (25,464) 85,724 (30,615) 0 400,365
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