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Roadshow Presentation - October 20091
ROADSHOW PRESENTATIONOCTOBER 2009
Roadshow Presentation - October 20092
DISCLAIMER
This presentation has been prepared and issued by Franz Haniel & Cie. GmbH and is intended for professional customers and institutional investors. Any information in this presentation is based on data obtained from sources considered to be reliable, but no representation or warranties, expressed or implied, are made by Franz Haniel & Cie. GmbH with regard to the accuracy or the completeness of the information contained in this presentation and any liability therefore (including on respect of direct, indirect or consequential damages) is expressly disclaimed.
Further, the information given in this presentation contains predictions which are based on current assumptions and forecasts. Such predictions are subject to known as well as unknown risks, uncertainties and influences which may lead to a business development, final results and a financial situation which deviate from those given in the estimates. Franz Haniel & Cie. GmbH does not assume any obligation whatsoever to update any forward-looking statements.
This presentation is for information purposes, it is not intended to be and should not be construed as an offer or solicitation to acquire, or dispose of any of the securities or issues mentioned in this presentation.
Copies of this presentation are available upon request or can be downloaded from our homepage.
Roadshow Presentation - October 20093
INTRODUCTION
CORPORATE DIVISIONS | MAJOR INVESTMENT
MANAGEMENT HOLDING
HANIEL GROUP CONSOLIDATED
KEY INVESTMENT CONSIDERATIONS
Roadshow Presentation - October 200944
OVERVIEW
- Founded 1756
- More than 600 family shareholders
- Four Corporate Divisions
- Two listed Divisions: Celesio and TAKKT
- 750 majority-owned companies
- 34.24% of voting rights in METRO AG
- Presence in more than 30 countries
- Employees (headcount): ~ 50,000
- Key figures 2008:
Turnover EUR 26,372 million
Profit before taxes EUR 384 million
Operating cash flow EUR 1,007 million
INTRODUCTION
Roadshow Presentation - October 20095
VALUES OF FAMILY OWNERSHIP
Haniel Family ownership is distinguished by:
- Long-term commitment since 1756
- Long-term value-oriented view on investments
- Future stability of ownership ensured by restriction on Franz Haniel & Cie. GmbH`s share disposals to direct descendants only (anchored in articles of association)
- Responsible dividend policy
Franz Haniel(1779 – 1868)
INTRODUCTION
Roadshow Presentation - October 20096
Entry intoconstruction and materials trade
1950s
1960s
1970sExit from
coal, iron, steel
1980s
1998
1998
AcquisitionCWS, ELG,
TAKKTFoundationMetro & entry pharma trade
1756
Foundation of Haniel
2007
Metrostake increase
XellaDisposal
2008
A TRADITION OF SUCCESSFUL CHANGE MANAGEMENT
Acquisitionboco
Exit freight & shipping
BelforDisposal
2006
Investments
Divestments
INTRODUCTION
AcquisitionGEHE (now
Celesio)
Coal & Steel Industry Building Materials, Logistics & Trade
Focus on Trading & Services
1973
Zeche ZollvereinGutehoffnungshütte
Steam Shipping
1800s
2001/02
Acquisition Ytong & Fels
Roadshow Presentation - October 20097
HANIEL DIMENSIONSINTRODUCTION
Haniel Finance Deutschland GmbH, Haniel Finance B.V.
Haniel Beteiligungs-finanzierungsges. mbH & Co. KG,
Haniel Verwaltungs GmbH, …
FHC
Haniel Investment Portfolio
Service Companies & Others
Financing Subsidiaries
Parent Company
Han
iel G
rou
p
(fu
lly c
on
soli
date
d)
Man
ag
em
en
t H
old
ing
Major Investment
CorporateDivisions
FHC: Franz Haniel & Cie. GmbH
At
Eq
uit
y
Roadshow Presentation - October 20098
INTRODUCTION
CORPORATE DIVISIONS | MAJOR INVESTMENT
1. CELESIO
2. CWS-BOCO
3. ELG
4. TAKKT
5. METRO GROUP: MAJOR INVESTMENT
MANAGEMENT HOLDING
HANIEL GROUP CONSOLIDATED
KEY INVESTMENT CONSIDERATIONS
Roadshow Presentation - October 20099
HANIEL DIMENSIONSCORPORATE DIVISIONS | MAJOR INVESTMENT
Haniel Finance Deutschland GmbH, Haniel Finance B.V.
Haniel Beteiligungs-finanzierungsges. mbH & Co. KG,
Haniel Verwaltungs GmbH, …
FHC
Haniel Investment Portfolio
Service Companies & Others
Financing Subsidiaries
Parent Company
Han
iel G
rou
p
(fu
lly c
on
soli
date
d)
Man
ag
em
en
t H
old
ing
Major Investment
CorporateDivisions
FHC: Franz Haniel & Cie. GmbH
At
Eq
uit
y
Roadshow Presentation - October 200910
INVESTMENT PORTFOLIO AT A GLANCE
(as of 30 June 2009)
Diversified investment portfolio regarding trade activities, geographic coverage and business cyclicality
Holding Company: Franz Haniel & Cie. GmbH
Celesio CWS-boco ELG TAKKT METRO Group- Patient and Consumer
Solutions- Pharmacy Solutions- Manufacturer Solutions
- Textile services- Washroom hygiene- Dust control mats
- Recycling and trading inraw materials for thestainless steel industry
- B2B mail order specialistfor business equipment
- Self-service wholesale- Hypermarkets- Consumer electronics- Department stores
Invested since: 1962Business Segment: Retail & WholesaleCountries: 28Employees: 38,257Cycle: non-cyclical
Invested since: 1981 Business Segment: B2B Service ProviderCountries: 18Employees: 7,922Cycle: cyclical (late)
Invested since: 1983Business Segment: TradingCountries: 17Employees: 992Cycle: highly cyclical (early)
Invested since: 1985Business Segment: B2BCountries: 27Employees: 2,086 Cycle: cyclical
Invested since: 1966Business Segment: Retail & WholesaleCountries: 32Employees: 250,270 Cycle: non-cyclical
55.81% 100% 100% 70.44% 34.24%1
CORPORATE DIVISIONS | MAJOR INVESTMENT
1 of voting rights
Roadshow Presentation - October 200911
PHARMACEUTICAL DISTRIBUTIONCORPORATE DIVISIONS | MAJOR INVESTMENT: 1. CELESIO
Roadshow Presentation - October 200912
A LEADING INTERNATIONAL TRADING COMPANY AND SERVICE PROVIDER IN THE PHARMACEUTICAL MARKET
CORPORATE DIVISIONS | MAJOR INVESTMENT: 1. CELESIO
- Movianto- pharmexx- Homecare
- Wholesale - Pharmacy Equipment
- Retail - Mail-order pharmacies - Franchise systems
Market Presence Services Characteristics
Patient and Consumer Solutions
- Operating of local andmail-order pharmacies
- Brand partnerships
- Own branded products& stores
- More than 2,300 retailpharmacies
Pharmacy Solutions
- Pharmaceuticals- Interior fitting- Laboratory supply
- 140 branches in 13countries
- Just-in-time delivery for65,000 pharmacies
Manufacturer Solutions
- Logistics services- Personnel services,
marketing solutions- Homecare aid business
- Low degree of regulation
- Newly developingmarkets
Roadshow Presentation - October 200913
10,595
TurnoverEUR millions
Operating ProfitEUR millions
Profit before TaxEUR millions
255 191
10,384
235 190
- Slightly increased turnover (+2.0%) and operating profit (+0.2%) currency adjusted
- Increase of free cash flow from EUR 5.0m in H1/08 to EUR 38.7m in H1/09
- External factors: Currency effects, governmental measures and ANZAG participation
1. HY2008
1. HY2009
FINANCIAL PERFORMANCE H1/09CORPORATE DIVISIONS | MAJOR INVESTMENT: 1. CELESIO
Satisfactory operational business development despite current economic crisis
1. HY2008
1. HY2009
1. HY2008
1. HY2009
Roadshow Presentation - October 200914
AGENDA 2015
- Market drivers
- Demographic development
- Rising life expectancy and income in Eastern Europe and BRIC countries
- Pharmaceutical innovations
- Celesio is very well positioned in this growth market
- Diversifying the portfolio in new countries
- Using synergies in current markets
- Reducing dependency on government regulation
- Examples:
- Acquisition Panpharma
- Market entry Swedish pharmacies market
- Provision of all-round services to customers in all divisions
- Exploring new businesses and new customer groups
- Using outsourcing potential in the pharma industry along the whole value chain
- Example: Majority acquisition of pharmexx
CORPORATE DIVISIONS | MAJOR INVESTMENT: 1. CELESIO
Outlook 2015- EBITDA target: At least EUR 1bn- Celesio will have grown organically, geographically and through new businesses- Changed risk profile: Less dependent on GBP and government measures
Organic growth and efficiency
Growth in current and new geographical
markets
Growth through new business
Roadshow Presentation - October 200915
INNOVATIVE SERVICES & SOLUTIONSCORPORATE DIVISIONS | MAJOR INVESTMENT: 2. CWS-BOCO
Roadshow Presentation - October 200916
bocoCWS
LEADING PROVIDER OF WASHROOM HYGIENE, DUST CONTROL MATS, TEXTILE SERVICES
Full Service Provider for:
- Rental of soap and hand towel dispensers
- Air fresheners
- Feminine hygiene products
- Hygiene and washroom products
- Dust control mats: standard, logo, aluminum, profile and industry mats
Full Service Provider for:
- Rental of working wear, business wear, protective clothing
- Customized protection wear: Gloves, protecting goggles and headgears
- Flat linen
- Service package includes collection, washing, ironing, mending and return of laundry
CORPORATE DIVISIONS | MAJOR INVESTMENT: 2. CWS-BOCO
Roadshow Presentation - October 200917
FINANCIAL PERFORMANCE H1/09
382
46 36
369
28 19
1. HY2008
1. HY2009
CORPORATE DIVISIONS | MAJOR INVESTMENT: 2. CWS-BOCO
Haniel anticipates that the current recession will continue to have a negative effect on turnover and earnings in H2/09
TurnoverEUR millions
Operating ProfitEUR millions
Profit before TaxEUR millions
- Overall modest turnover decrease - Slightly increasing turnover in washroom hygiene & mats- Declining turnover in textile services due to economic recession (particularly in Ireland)
- Deterioration in operating profit- Reduced turnover- Increase in personnel costs
1. HY2008
1. HY2009
1. HY2008
1. HY2009
Roadshow Presentation - October 200918
GROWTH PROSPECTS THROUGH CURRENT AND NEW CUSTOMERS
- Strong premium brands
- High degree of customer loyalty
- Top market position in Central Europe
- Strong position in growing Eastern European markets and Asia
- Active consolidation in core markets
- Economies of scale in all markets
- Long-term contracts
- Long-term customer relationships
- Competitive advantages due to product innovations and cross selling opportunities
CORPORATE DIVISIONS | MAJOR INVESTMENT: 2. CWS-BOCO
Stable business model with continuous cash flow generation
Roadshow Presentation - October 200919
STAINLESS STEEL RECYCLING & SUPER ALLOYS CORPORATE DIVISIONS | MAJOR INVESTMENT: 3. ELG
Roadshow Presentation - October 200920
A WORLD LEADING SPECIALIST IN TRADING & RECYCLING OF RAW MATERIALS
- ELG collects, analyses & processes raw materials for stainless steel industry- Just-in-time delivery in ordered quality and quantities- Highly cyclical business depending on stainless steel production & availability and Nickel prices as
the main value component
CORPORATE DIVISIONS | MAJOR INVESTMENT: 3. ELG
Small & medium size collectors
Industrial scrap arising
Consumers500-10,000 tper shipment
10-100 t per shipment
15 major customers
Roadshow Presentation - October 200921
1,849
98 86587-13 -18
1. HY2008
1. HY2009
FINANCIAL PERFORMANCE H1/09
- ELG output tonnage declined significantly (-38%)
- Worldwide production volume -30% vs. H1/08
- Stainless steel manufacturers substantially reduced their inventories
- Falling Nickel prices due to low demand for raw materials: Average Nickel price 57% below previous year’s level
- Stock value hedged via LME Nickel derivatives
CORPORATE DIVISIONS | MAJOR INVESTMENT: 3. ELG
Cost reduction measures could to a large extent compensate for the deterioration in the revenue side (drastic reductions in quantity and price)
1. HY2008
1. HY2009
1. HY2008
1. HY2009
TurnoverEUR millions
Operating ProfitEUR millions
Profit before TaxEUR millions
Roadshow Presentation - October 200922
BUSINESS SENTIMENTCORPORATE DIVISIONS | MAJOR INVESTMENT: 3. ELG
ELG‘s business model is designed to successfully manage price & volume swings
0
50
100
150
200
250
300
350
400
450
500
Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2
in `000 t
0
5
10
15
20
25
30
35
40
45
50
in ‘000 USD/t
2003 2004 2005 2006 20082007 2009
Tonnage Stainless Steel Scrap (left scale)
Nickel Price (right scale)
ELG improved cost structure and adjusted capacities to lower volumes
Customers have begun to rebuild their inventories
Slight recovery in demand started in Q2/09
Roadshow Presentation - October 200923
B2B MAIL ORDER FOR BUSINESS EQUIPMENT CORPORATE DIVISIONS | MAJOR INVESTMENT: 4. TAKKT
Roadshow Presentation - October 200924
LEADING B2B MAIL-ORDER COMPANY IN EUROPE AND NORTH AMERICA
CORPORATE DIVISIONS | MAJOR INVESTMENT: 4. TAKKT
supplier B
supplier C
supplier A
suppliers
several hundred suppliers
services: - short delivery time- e-procurement- active supply chain management- …
customer 1- D- F- PL- GB- …
customer 2- …
customers
~ 3m customers
customer 3- …
TAKKT catalogues
Roadshow Presentation - October 200925
473
69 66358
30 28
1. HY2008
1. HY2009
FINANCIAL PERFORMANCE H1/09- Global economic crisis led to
- drastically reduced customer capital expenditures
- falling order numbers and lower average order values
- Turnover fell by 24% and operating profits decreased by 56%
- TAKKT immediately introduced extensive countermeasures (FOCUS and GROWTH)
CORPORATE DIVISIONS | MAJOR INVESTMENT: 4. TAKKT
Solid EBIT margin of 8% and strong operational cash flows
1. HY2008
1. HY2009
1. HY2008
1. HY2009
TurnoverEUR millions
Operating ProfitEUR millions
Profit before TaxEUR millions
Roadshow Presentation - October 200926
CLEAR STRATEGY FOR FUTURE GROWTH
GrowthTargets
- Long-term average growth >10% p.a.~ 50 % organic growth~ 50 % by acquisitions
- At least 1 new start-up or acquisition p.a. (internally financed)
‘FOCUS’Programme
Review of TAKKT activities for current and potential valuecontribution; adjust cost structures and capacities to demand situation
‘GROWTH’Programme
Pooling and prioritising TAKKT growth initiatives
- High and stable profitability in terms of gross profit margin and EBITDA margin- High (free) cash flow generation
CORPORATE DIVISIONS | MAJOR INVESTMENT: 4. TAKKT
Roadshow Presentation - October 200927
STRONG BRANDSCORPORATE DIVISIONS | MAJOR INVESTMENT: 5. METRO GROUP
Roadshow Presentation - October 200928
PORTFOLIO OF STRONG RETAIL BRANDSCORPORATE DIVISIONS | MAJOR INVESTMENT: 5. METRO GROUP
Metro Cash & Carry
- Leading global Cash & Carry wholesaler- Matchless international expansion:
international share of sales over 80%- Strategy: regionally differentiated and customer
focused B2B specialist
Media Markt and Saturn
- Pan-European market leader in consumer electronics retailing
- Large-scale, full assortment and highly capital efficient
- Vision: #1 retailer in Consumer Electronics
Real
- Leading player in Germany’s hypermarket sector- Strong presence in Eastern Europe- Strategy: sharpening the Real brand, optimising store
base and adjusting structures (costs and processes)
Galeria Kaufhof
- Germany's leading department store- Focus on mid-market and lifestyle orientation- Strong cost and stock management
Roadshow Presentation - October 200929
FINANCIAL PERFORMANCE H1/09
- Turnover slightly increased by 0.5% currency adjusted
- Operating Profit before special items decreased
31,504
493
30,505
392
‘Shape 2012’
From 2012 full positive EBIT effect of around EUR 1.5bn p.a.
-Cost reduction to be largely effective in 2011
-Productivity gains fully effective in 2012
Metro successfully copes with challenging market environment
‘Shape 2012’: efficiency programme well on track
CORPORATE DIVISIONS | MAJOR INVESTMENT: 5. METRO GROUP
TurnoverEUR millions
Operating Profit (before special items)EUR millions
1. HY2008
1. HY2009
1. HY2008
1. HY2009
Roadshow Presentation - October 200930
HANIEL’S INVESTMENT IN METRO
- Haniel is one of the 3 founding shareholders
- Stake increase in 2007 to ensure long-term strategic influence
- Shareholder agreement with Schmidt-Ruthenbeck still in place
- Appointment of Haniel CEO Dr Cordes also as Metro CEO in 2007
CORPORATE DIVISIONS | MAJOR INVESTMENT: 5. METRO GROUP
Funding partially through SPV
- Fully on-balance- EUR 1bn loan reduced to EUR 800m- Non-recourse- Newly acquired Metro shares pledged
Impact of Metro Investment
Metro: Long-term strategic key investment
Haniel Holding
Consolidated Haniel Group Accounts
- Dividend income- Non-cash effects due
to valuation changes (Impairment Tests)
- At-Equity basis- Investment result
(non-cash)
Roadshow Presentation - October 200931
Capital markets access
Bank financing & promissory notes
Stand alone financing
Unlisted CompaniesListed Companies
DECENTRALISED FINANCING STRATEGYCORPORATE DIVISIONS | MAJOR INVESTMENT
- No guarantees for Division financing in place- Diversified financing sources (incl. capital market instruments)- Objective: Division financing on a stand-alone basis for CWS-boco
Roadshow Presentation - October 200932
INTRODUCTION
CORPORATE DIVISIONS | MAJOR INVESTMENT
MANAGEMENT HOLDING
1. PROFILE
2. PORTFOLIO
3. FINANCIALS
HANIEL GROUP CONSOLIDATED
KEY INVESTMENT CONSIDERATIONS
Roadshow Presentation - October 200933
HANIEL DIMENSIONSMANAGEMENT HOLDING
Haniel Finance Deutschland GmbH, Haniel Finance B.V.
Haniel Beteiligungs-finanzierungsges. mbH & Co. KG,
Haniel Verwaltungs GmbH, …
FHC
Haniel Investment Portfolio
Service Companies & Others
Financing Subsidiaries
Parent Company
Han
iel G
rou
p
(fu
lly c
on
soli
date
d)
Man
ag
em
en
t H
old
ing
Major Investment
CorporateDivisions
FHC: Franz Haniel & Cie. GmbH
At
Eq
uit
y
Roadshow Presentation - October 200934
TRANSPARENT, STATE-OF-THE-ART CORP. GOVERNANCE
Employees
rund 50.000
appoints
advisesappoints | dismisses | supervises
elect 8 labour representatives
appoints 8 family representatives
appoints | supervises
Family | ShareholdersHaniel Group
Supervisory Board
Managing Board of the Holding Company3 members
16 Mitglieder
Managing Boards of the Corporate Divisions
Shareholders’ Meetingover 600 Haniel family members
Family Advisory Board30 members including the8 Supervisory Board members
Employeesabout 50,000
Supervisory Board16 members
MANAGEMENT HOLDING: 1. PROFILE
Roadshow Presentation - October 200935
INVESTMENT POLICY AND MANAGEMENT
Active Portfolio Management
- Stringent investment principles- Focus on trade- and service-related businesses- Market leaders and operationally sound companies- Transferability of business model and long-term growth perspectives- Control
- EVA as performance indicator
Corporate Divisions
- Continuous strategic dialogue with FHC- Strategic decisions are to be agreed upon with FHC- Decentralised management approach- Independent, entrepreneurial operational management - Divisions‘ financing on a stand-alone basis
Majority Shareholdings
MANAGEMENT HOLDING: 2. PORTFOLIO
Major Investment
- High level strategic dialogue
Pooling Agreements
Roadshow Presentation - October 200936
None
None
NoneInfluence or even control over strategic decisions where stakes are significant
Control of core strategic assets, significant influence due to limited shareholder diversification
Control
NoneTypically separate board and management structures; possible representation depending on significance of influence
Board representation with distinct management team
BoardRepresentation
NoneSubsidiary financing clearly separate, generally no cross-default and recourse
Centralized funding with cross-default; structure allows shifting support within the group
Financial Oversight& Integration
Focus on business portfoliocomposition
Strong planning and strategic Integration
Limited number of core assets in unrelated businesses
Conglomerate Operating Holding Investment Holding
Description Financial investor with equity stakes, partly significant influence on management
Asset manager numerous assets, held for investment purposes only
OperationalIntegration
No integration No integration
Management & Strategy Investment typically exited within a certain time horizon
Focus on mix of investments with high diversity of customers and products
HANIEL IS AN OPERATING HOLDING COMPANYMANAGEMENT HOLDING: 2. PORTFOLIO
Roadshow Presentation - October 200937
4% Others
PORTFOLIO VALUE AT MARKET PRICES
30. Sep. 2009 = EUR 7.8bn
1 CWS-boco value includes intercompany loans
MANAGEMENT HOLDING: 2. PORTFOLIO
23% Celesio 55% METRO Group
5% TAKKT
9% CWS-boco1
4% ELG
Listed companies
- Metro: DAX
- Celesio: MDAX
- TAKKT: SDAX
Diversified assets
Successful, long-term track record
Roadshow Presentation - October 200938
HANIEL’S RATING COMMITMENTMANAGEMENT HOLDING: 3. FINANCIALS
Market Value Gearing (6MØ Prices)
Market Value Gearing (Spot Prices)
Net Financial Debt Holding
0%
5%
10%
15%
20%
25%
30%
35%
40%
45%
2000
2001
2002
2003
2004
2005
2006
2007
2008
09/2
009
0
0.5
1
1.5
2
2.5
3
3.5
4
Target: stable investment grade rating
- Market-Value-Gearing < 30%(in line with rating agencies’ requirements)
- Several deleveraging measures alreadytaken (e.g. disposal of Xella in 2008)
- Haniel 2008 dividend cut by more than 50%
Current Rating:
- S&P: BBB- (Outlook: negative)
- Moody’s: Ba1 (Outlook: stable)
Management & shareholders committed to return to solid investment grade rating
MVG Net Financial Debt(EUR bn)
Roadshow Presentation - October 200939
0
100
200
300
400
500
600
700
800
900
1.000
2009 2010 2011 2012 2013 2014+
Euros in millions
Committed revolving fac ilit ies used Uncommitted fac ilit ies used
Other bank loans > 1 year Bonds, CP and other securit ies
Liabilit ies against shareholders Other financ ial liabilit ies
0
100
200
300
400
500
600
700
800
900
1.000
2009 2010 2011 2012 2013 2014
Euros in millions
Committed revolving fac ilit ies used Committed revolving fac ilit ies unused
CURRENT FINANCING STRUCTUREMANAGEMENT HOLDING: 3. FINANCIALS
Debt maturity profile Committed bank facilities
More than 30 core banksNo financial covenants or rating related events of defaultCommitted revolving facilities of EUR 1bn unused
Roadshow Presentation - October 200940
FINANCING STRATEGY MANAGEMENT HOLDING: 3. FINANCIALS
EUR 2bn Debt Issuance Programme (updated 09/2009)
KeyObjectives
- Diversify financing sources
- Establish FHC as capital market issuer
- Reduce dependency of bank financing but maintain excellent bank relationships
- Long-term financing of long-term investments
Effects of Potential
Bond Issuance
- Fulfills all key objectives
- Extend maturity profile
- Use of proceeds: General corporate purposes, primarily refinancing
Roadshow Presentation - October 200941
CASH FLOW OVERVIEWMANAGEMENT HOLDING: 3. FINANCIALS
EUR millions 2007 2008 2009E
Dividends received 298 376 178
Operating cost -49 -58 -54
Net financial result -80 -143 -95
Cash flow from operations 169 175 29
Dividends paid -110 -150 -70
Divestments / Investments -2.699 900 56
Pre-financing cash flow -2.640 925 15
Slightly positive pre-financing cash flow expected in 2009 despite economic crisis
Roadshow Presentation - October 200942
INTRODUCTION
CORPORATE DIVISIONS | MAJOR INVESTMENT
MANAGEMENT HOLDING
HANIEL GROUP CONSOLIDATED
KEY INVESTMENT CONSIDERATIONS
Roadshow Presentation - October 200943
HANIEL DIMENSIONSHANIEL GROUP CONSOLIDATED
Haniel Finance Deutschland GmbH, Haniel Finance B.V.
Haniel Beteiligungs-finanzierungsges. mbH & Co. KG,
Haniel Verwaltungs GmbH, …
FHC
Haniel Investment Portfolio
Service Companies & Others
Financing Subsidiaries
Parent Company
Han
iel G
rou
p
(fu
lly c
on
soli
date
d)
Man
ag
em
en
t H
old
ing
Major Investment
CorporateDivisions
FHC: Franz Haniel & Cie. GmbH
At
Eq
uit
y
Roadshow Presentation - October 200944
*Figures adjusted according to changes in accounting methods. See notes to the interim financial statements on pages 37-39.Xella figures are not included (classified as discontinued operations)
HANIEL GROUP CONSOLIDATED
KEY FIGURES IFRS CONSOLIDATED
- Positive profits before taxes- Continuous sound cash flow generation
5,6845,6695,685Equity
5,5385,4885,488Financial Liabilities
15,04314,93414,955Total Assets
1,015
815
384
26,372
2008reportedEUR millions
1. HY 2008*adjusted 1. HY 2009
Turnover 13,299 11,698
Profit before taxes 169 113
Haniel cash flow 477 284
Capital expenditures 509 214
Roadshow Presentation - October 200945
INTRODUCTION
CORPORATE DIVISIONS | MAJOR INVESTMENT
MANAGEMENT HOLDING
HANIEL GROUP CONSOLIDATED
KEY INVESTMENT CONSIDERATIONS
Roadshow Presentation - October 200946
KEY INVESTMENT CONSIDERATIONS
- Diversified portfolio of market-leading companies with strong value appreciation potential
- Majority of portfolio invested in listed companies- Proven management track record in active portfolio management- Committed family ownership with a long-standing tradition - Policy of separation between ownership and management- Stable bank financing with more than 30 core banks- Commitment to solid investment grade rating
Global economic crisis has also reached Haniel Group and will continue to impact 2009 financial resultsNevertheless, Haniel Group is well prepared to respond adequately and flexibly to the challenges of the various economic developments
Roadshow Presentation - October 200947
We kindly invite you to ask questions…
Roadshow Presentation - October 200948
Thank you for your attention
ANNEX
Roadshow Presentation - October 200950
CONTACTS
- Dr. Eckhard CordesBoard Member, CEO
- Prof. Dr. Klaus TrützschlerBoard Member, CFO
- Dr. Axel Gros Phone: +49 (0)203 806-355Executive Officer Fax: +49 (0)203 806-230Corporate Finance & Treasury E-mail: [email protected]
- Peter Knapp Phone: +49 (0)203 806-356Head of Long Term Financing Fax: +49 (0)203 806-230Corporate Finance & Treasury E-mail: [email protected]
- Dr. Christian Warns Phone: +49 (0)203 806-357Corporate Finance & Treasury Fax: +49 (0)203 806-230
E-mail: [email protected]
- Dr. Thomas Bentler Phone: +49 (0)203 806-184Legal Department Fax: +49 (0)203 806-444
E-mail: [email protected]
Roadshow Presentation - October 200951
HANIEL GROUP WEBSITES
www.metrogroup.de
www.takkt.com
www.elghaniel.com
www.cws-boco.com
www.haniel.com
Please register for the Investor Club to gain access to financial statements and other company related information
www.celesio.com
Roadshow Presentation - October 200952
MANAGING BOARD FRANZ HANIEL & CIE. GMBH
Prof Dr Jürgen KlugeChairman of the Managing Board
Stefan MeisterMember of the Managing Board
Dr Eckhard CordesChairman of the Managing Board
Prof Dr Klaus TrützschlerMember of the Managing Board, CFO
Dr Fritz OesterleMember of the Managing Board
Un
til 1
2/
20
09
Fro
m 0
1/
20
10
MANAGEMENT HOLDING: PROFILE
Prof Dr Klaus TrützschlerMember of the Managing Board, CFO
Dr Fritz OesterleMember of the Managing Board
Roadshow Presentation - October 200953
A VIEW ON FINANCIAL ARCHITECTURE
Franz Haniel & Cie. GmbH
Celesio
TAKKT
CWS-boco
ELG
Haniel Finance Deutschland GmbH
Haniel Finance B.V.
Haniel Beteiligungs-finanzierungsgesellschaft
mbH & Co. KG
56%
70%
100%
100% Metro VV GmbH & Co. KG
100%
33%
Metro AG
16%5%
(13% Haniel share) and further companies
100%
PTA
PTA
PTA, 100%
40%
MANAGEMENT HOLDING: FINANCIALS
Significant influence over dividends through majority-interest and participation in management and supervisory boards of subsidiaries/investments
Profit and loss transfer agreement (PTA): direct access to group companies‘cash flows
Roadshow Presentation - October 200954
ASSETS
17,94914,93415,043Total assets
6,0345,1915,198Current assets
102Assets held for sale
346745Cash and cash equivalents
1027666Income tax assets
1076932Financial assets
397329376Receivables from investments and other assets
3,0582,8242,985Trade receivables
2,3351,8261,692Inventories
11,9159,7439,845Non-current assets
151106106Deferred tax assets
242020Income tax assets
695717743Financial assets
4,6874,5464,404Investments accounted for at equity
4,3313,2503,480Intangible assets
2,0271,1041,092Property, plant and equipment
EUR millions June 30, 2009 June 30, 2008* Dec. 31, 2007*
HANIEL GROUP CONSOLIDATED: STATEMENT OF FINANCIAL POSITION
*Figures adjusted according to changes in accounting methods. See notes to the interim financial statements on pages 37-39.
Roadshow Presentation - October 200955
EQUITY & LIABILITIESHANIEL GROUP CONSOLIDATED: STATEMENT OF FINANCIAL POSITION
2,1621,0211,083Financial liabilities
301226186Current provisions
2,3832,2352,244Trade payables and similar liabilities
231105102Income tax liabilities
5,5805,0275,020Non-current liabilities
17,94914,93415,043Total equity and liabilities
5,8634,2384,339Current liabilities
000Liabilities directly related to assets held for sale
786651724Other current liabilities
235212210Deferred tax liabilities
241718Other non-current liabilities
1166765Other non-current provisions
395264272Pension provisions
4,8104,4674,455Financial liabilities
6,5065,6695,684Equity
1,4871,1121,169Minority interests in equity
5,0194,5574,515Capital stock and reserves of the shareholders of Franz Haniel & Cie. GmbH
EUR millions June 30, 2009 June 30, 2008* Dec. 31, 2007*
*Figures adjusted according to changes in accounting methods. See notes to the interim financial statements on pages 37-39.
Roadshow Presentation - October 200956
Income StatementHANIEL GROUP CONSOLIDATED: STATEMENT OF FINANCIAL POSITION
4238Profit from continuing operations after taxes
-180Profit from discontinued operations after taxes
2438Profit after taxes
12775Taxes on income
177137Financial expenditure
2627Other financial result
169113Profit before taxes
-123-32Result from investments accounted for at equity
-24Other investment result
2-1Changes in inventories of finished goods and work in progress
1,9951,791Total operating income
814783Personnel expenses
603622Other operating expenses
578386
1,8951,699Gross profit
10092Other operating income
-276-138Financial result
445251Operating result
00Amortisation on goodwill
133135Depreciation/amortisation
11,4079,999Cost of materials
13,30211,698Total performance
11Other own work capitalised
13,29911,698Sales
EUR millions June 30, 2009 June 30, 2008*
*Figures adjusted according to changes in accounting methods. See notes to the interim financial statements on pages 37-39.
Roadshow Presentation - October 200957
STATEMENT OF CASH FLOWSHANIEL GROUP CONSOLIDATED: STATEMENT OF CASH FLOWS
10345Cash and cash equivalents at end of period-330Non-cash changes102-22Changes in cash and cash equivalents3467Cash and cash equivalents at start of period
00Proceeds from equity capital contributions-234-129Payments to equity holders
2,1141,189Raising of financial liabilities-1,583-1,189Repayments of financial liabilities
14Changes in pension provisions and other nun-current provisions38-4Net result from change in deferred taxes
204113Non-cash net result and dividends from investments accounted for at equity66-3Reclassification of net result from the disposal of non-current assets and consolidated companies
1513Proceeds from the disposal of property, plant and equipment, intangible assets and other non-current assets-237-114Purchases of investments in property, plant and equipment, intangible assets and other non-current assets
95Proceeds from the disposal of consolidated companies and other business units-272-100Purchases of acquisitions of consolidated companies and other business units
290303Cash flows from operating activities
297-129Cash flows from financing activities
-485-196Cash flows from investing activities
-6-92Changes in other current non-interest bearing liabilities, current provisions and other similar liabilities-19260Changes in inventories, receivables and other similar assets
1151Other non-cash income and expenses
477284Haniel cash flow
144136Depreciation and amortisation of nun-current assets2438Profit after taxes
EUR millions (First half-year) 2009 2008*
*Figures adjusted according to changes in accounting methods. See notes to the interim financial statements on pages 37-39.
Roadshow Presentation - October 200958
ROADSHOW PRESENTATIONOCTOBER 2009