annual report
Transcription
annual report
ANNUAL REPORT ANNUAL REPORT FROM THE BOARD OF DIRECTORS Together we create genuine culinary experiences people want FINANCIAL STATEMENT TINE ANNUAL REPORT 2013 COW’S AND GOAT’S MILK DELIVERED TO TINE TINE CUNSUMPTION PER CAPITA KG/ LITRE MILLION LITRES 18,9 GOAT’S MILK 91,0 MILK/LITRE 11,4 YOGHURT/KG/INCL. IMPORT 1 447,6 1453,9 COW’S MILK HIGHLIGHTS FROM THE PAST YEAR Vision: Together we create genuine culinary experiences people want. January TINE meets 400,000 Germans at Grüne Woche in Berlin. February The new whey plant opens in Verdal. Whey is refined into protein-rich food products. March The average fat content PRICE TO MILK PRODUCERS NOK PER LITRE DELIVERED 2013 2012 2011 2010 Milk price from TINE Råvare (TINE Milk Supplies) 4,65 4,53 4,32 4,20 Subsequent payment from TINE SA 0,26 0,26 0,42 0,33 Total price achieved by the owners 4,91 4,79 4,74 4,53 TINE aims to be a leading suppli er of food and drink brands with a main focus on dairy products. HSE/ENVIRONMENTAL FIGURES HSE Our business idea 2013 2012 2011 2010 Number of employees Number 5 600 5 485 5 505 5 496 Absence due to illness, Per cent 6,2 6,4 6,7 6,8 9,9 9,6 11,9 12,7 530 501 457 471 28 834 29 436 28 784 29 204 96 684 90 773 82 842 90 759 Lost time injury (LTI) rate The TINE Group creates value in close interaction with nature, agriculture and the market. The TINE Group processes pure, natural commodities into good, healthy food, which is preferred by the consumers and is the country’s leading food supplier. ENVIRONMENTAL Gross energy consumption (GWh) Packaging materials consumption (tons) Discharge CO2-ekv. total (tons) The TINE Group is owned by Norwegian dairy farmers in a cooperative society. KEY FIGURES 2013 2012 2011 2010 Revenues NOK million 20 449 19 769 19 387 18 834 Operating profit NOK million 948 934 1 176 1 189 Net profit margin reaches 4.23 per cent – the highest ever measured in a month in Norway. TINE expands its commitment to environmentally friendly transport with new vehicles in Oslo and Bergen fuelled by bioethanol. An impressive 410 applicants to TINE’s trainee programme. April 102 milk producers receive the Silver Tine (Sølvtina) – a distinction awarded to those who have delivered elite milk every single day, for 15 straight years. May Record participation in the TINE Relay – 101,000 participants. TINE signs a two-year partnership agreement with Norwegian cross- country skier, Marit Bjørgen. November Final day of production Valdres, TINE launches Norway’s first mountain dairy milk in stores. E+ was a finalist in the Dairy Inno vation Awards in the category ”Best new business concept”. at TINE Dairy Odal. TINE makes Universum’s top 30 list of dream employer companies for experienced employees. Minister of Agriculture and Food Sylvi Listhaug visits TINE’s dairy at Jæren. 4,6 % 4,7 % 6,1 % 6,3 % 790 762 1 095 1 085 Net profit for the year NOK million 685 669 937 910 Assets NOK million 14 323 13 700 12 957 11 352 August TINE’s Norwegian specialty 41,3 % 40,8 % 41,3 % 44,6 % 2,14 2,28 1,54 0,92 brown cheese celebrates 150 years. TINE was voted Grocery Supplier of the Year, for the second year running. TINE’s mountain dairy milk tops Investments NOK million 905 1 843 2 365 1 766 Working capital NOK million 1 325 1 202 1 627 1 741 2 | TINE ANNUAL REPORT 2013 October At the request of the July Together with local farmers from NOK million Net interest-bearing debt/EBITDA celebrates 60 years. With financial support from TINE, ’Matsentralen’ opens in Oslo, distributing food to various volunteer organisations. TINE launches food blog ’Mine Middager’ (my dinners). The Norwegian Press Complaints Commission (PCC) agrees with TINE, ruling that TV 2 Nyhetskanalen had violated the code of ethics for the Norwegian press when TINE was not given an opportunity to participate and respond to accusations. TINE’s Football School. Chairman of TINE’s board, Trond Reierstad, goes ”To the Top” of Galdhøpiggen, Norway’s highest peak, along with the Red Cross and 850 immigrants. June 70,000 children take part in Operating profit/revenue in per cent Equity/total capital as a per cent September TINE Meieriet Setesdal orwegian Association of the Blind N and Partially Sighted, TINE changes the contrast on the informative label on several products, including Go’morgen yoghurt. Bondens Marked (farmers’ market) is awarded TINE’s annual Ostepris (cheese award). The ’milk moustache’ ad campaign is relaunched. Decision to proceed with mountain dairy milk commitment. Profit before tax Equity ratio VG’s blind taste test of lowfat milk, earning six stars. TINE changes the labelling on the milk cartons, adding a ”Best by” to help reduce food waste. 9,7 CREAM/SOUR CREAM/KG 2,9 BUTTER/KG INCL. MIXED PRODUCTS 18,2 CHEESE/KG WHITE, BROWN, IMPORTED AND POCESSED CHEESE 13,9 ICE CREAM/LITRE CONTENTS CEO Annual report from the Board of Directors Financial statement Auditor’s Report Subsidiaries in the TINE Group Contact information 2 6 22 51 52 54 December Following the success in Oslo, the Red Cross and TINE expand nutrition courses offered to immigrants in Bergen. TINE ANNUAL REPORT 2013 | 3 TINE ANNUAL REPORT 2013 CEO SETTING COURSE FOR HEALTHY CONSUMERS TINE puts the consumer first. Our innovations are based on consumer dialogue and insight into what Norwegians want and demand. Every year, we launch from 60 to 90 new products in Norwegian grocery retailers. “Health and wholesomeness” is perhaps the biggest consumer trend in recent years, which goes hand in hand with the authorities’ recommendations. TINE has seen these signals and shares the health authorities’ concern over the growth in lifestyle diseases. We are dedicated to reducing fat and sugar consumption in the population. When the notorious low carb wave washed over Norway, TINE felt this through high sales of our cooking ingredients. The attention surrounding this type of diet has declined somewhat. The typical high-fat products are still selling well, but we have noticed a shift in the demand for products that are leaner and contain more proteins like cottage cheese, kesam and cooking yogurt. Last year, TINE responded to this trend shift by launching a light cooking cream and extra light sour cream and through a re-launch of TINE Cottage Cheese. Kesam, which is quark, and cottage cheese contributed growth of more than NOK 100 million for Norwegian grocery retailers in 2013. TINE also launched several products without or 4 | TINE ANNUAL REPORT 2013 with a lower content of added sugar in 2013. TINE Sprett Naturell without added sugar and the variant with little added sugar are among the healthiest children’s yogurts in the category. In 2014, what may be TINE’s most visible innovation is our new series of snacks called 14. Norwegians’ meal habits have changed. Earlier, we typically ate breakfast in the morning, lunch in the middle of the day and dinner right after work, and then supper later at night. Today, we eat breakfast and lunch at about the same time as before, but dinner is pushed back and is often eaten later in the day. This leads to many of us having a long period between lunch and dinner where we are often feeling a little “low on fuel”, increasing the risk of making unhealthy decisions. TINE therefore offers an alternative which improves meal regularity by eating a healthier snack that will keep you full between lunch and dinner. With 14, we are promoting new and healthier meal habits. Sensible labelling Responsibility also includes what we don’t eat. To encourage people to throw away less food, TINE has changed the labelling on all of our products. - TINE works diligently to help bringing down especially fat and sugar consumption in the population Now it says “Best before” and not “Expiration date”. The difference many seem slight, but with “Best before” we are telling consumers that it is quite possible that the product is still safe to eat, even if the product has exceeded the “Best before” date. TINE has actively gone out in the media to encourage people to do the “smell test” before throwing out any of our products. Our goal is to help Norwegians waste less food. The improvement project relates to all of TINE. We are united in the project. Just like we are united to create real food for real people. This is our recipe for how we can continue in the future to generate value for the more than 12 000 milk producers that own the company – and for our society. Improvement entices We have started an improvement programme to strengthen competitiveness even further and better enable TINE to meet new consumer and market needs. TINE will realise measures that will improve our results by a total of NOK 750 million by the end of 2015. HANNE REFSHOLT PRESIDENT AND CEO TINE ANNUAL REPORT 2013 | 5 ANNUAL REPORT FROM THE BOARD OF DIRECTORS 2013 TINE ANNUAL REPORT 2013 REPORT FROM THE BOARD OF DIRECTORS RESULT TINE’s result for 2013 continues to be characterised by high costs associated with starting up new dairies. Nevertheless, sustained good sales development in several product areas gives us a result on par with 2012. The Group’s revenues were NOK 20.4 billion in 2013, an increase of NOK 680 million, or 3.4 per cent, from 2012. The operating profit was NOK 948 million, an increase of NOK 14 million from 2012. In 2013, TINE has emphasised the commissioning of a new dairy at Jæren, as well as work associated with expanding the dairies in Oslo, Trondheim and Verdal. This work has taken longer than expected, has been more demanding, and resulted in higher costs than anticipated. These investments will form the foundation for future growth and streamlining, and the additional costs associated with the start-up activities have had a decreasing impact on the result in 2013. •Challenging start phase for new dairies – improvement in the last two quarters •Styrk (fortify) improvement project initiated •Innovation leads to happy con sumers and builds categories •Good butter delivery capacity •Lower absence due to illness – focus on preventing injuries TINE’S GOALS AND STRATEGY TINE is a food corporation which refines pure, natural raw materials into good, healthy food. The parent company TINE SA is a cooperative society owned by Norwegian milk producers. The goal is to provide the owners with the best possible price for their milk. TINE works diligently to satisfy the needs of customers and consumers, while also ensuring that TINE is an attractive employer. TINE also aims to provide sustainable food production for society. TINE shall be a leading supplier of branded food and beverage products, with particular focus on dairy products. This entails a pledge to deliver products with correct and stable quality, every single day. Our products have to be available to consumers when and where they need them, and in the form the consumer wants. TINE shall also be characterised by safe food, high ethical standards and focus on reducing environmental impact. TINE’s activities consist of Domestic Dairy, International Dairy and Other Activity. Purchase and re-sale of milk as a commodity is organised in TINE Råvare, a separate administrative and accounting department of TINE SA. TINE’s primary market is Norway, and TINE’s activities take place throughout the country. TINE’s headquarters moved into new offices in Oslo toward the end of the year. The group is also growing internationally, with the bulk of activity in the US, Sweden, Denmark and the United Kingdom. TINE works to maintain an active presence throughout Norway. This is an important part of the overall TINE structure. The contribution we make towards providing a foundation for living and working in a wide range of geographic areas and local communities, together with the work we invest to ensure the quality of our milk, are just part of what backs up our claim of ”quite possibly the finest milk in the world”. 6 | TINE ANNUAL REPORT 2013 Costs are expected to decline further in the coming year as a consequence of more efficient operations and planned phase-out of dairies in 2014. This relates to wage costs and other operating costs such as energy and maintenance. The structural investments have largely been implemented, and given current investment plans, total depreciation and amortisation is expected to stabilise over the next few years. Based on the operation of new, more efficient facilities, TINE will begin to realise the effects that formed the basis for these investment decisions. Part of this process was the closing of the distribution terminal in Namsos in the first half of 2013, while production at the dairies at Voll and in Odal was shut down in the last half of 2013. SALES REVENUES FROM CONVENIENCE PRODUCTS PER SEGMENT TINE GROUP (MNOK) 2013 678 938 1246 77 Ice cream and desserts Other products 8258 Convenience food Liquid dairy products Juice, fruit drinks and water 7734 Solid dairy products In 2012, TINE bought the Alpine Cheese Co. Integration in TINE has been successful, and in 2013, the acquisition has contributed to securing stable deliveries and growth in sales of Jarlsberg in the US market. TINE has decided to change future rules for earning pensions, starting from January 2014. The reason for the change is that the pension reform, particularly the transition to lifetime AFP (contractual pension) meant that future disbursements would be significantly higher than the original intention. TINE has a defined benefit plan in addition to the national insurance and AFP. The good returns on MP Pensjon in 2013, along with the change in pension earning rules contribute to expectations for lower pension costs in 2014. Pension costs charged to the accounts were NOK 16 million higher than last year. In total, the 2013 accounts have been credited with a net NOK 35 million in non-recurring effects which consist of gains on sales of phased-out dairies, adaption costs and depreciation of fixed assets. Correspondingly, the 2012 accounts were credited with a net NOK 84 million. OPERATING PROFIT PER BUSINESS AREA MILLION NOK Domestic dairy International dairy Other activities Group eliminations TINE Group 2013 2012 826 783 44 35 92 141 -14 -25 948 934 TINE ANNUAL REPORT 2013 | 7 ANNUAL REPORT FROM THE BOARD OF DIRECTORS 2013 TINE ANNUAL REPORT 2013 DOMESTIC DAIRY TINE is a leading supplier of branded goods in Norway, with a portfolio of more than 1300 product lines. At year-end 2013, TINE had 34 dairies located around the country, in addition to two central warehouses and three distribution terminals. TINE processed a total of 1260 million litres of cows’ and goats’ milk in 2013 (1250 million litres in 2012). The largest product groups were liquid products with 503 million litres (511 million litres in 2012) and cheese with 74,300 tonnes (75,500 tonnes in 2012). Domestic dairy revenues in 2013 amounted to NOK 17.0 billion, an increase of 3.9 per cent compared with last year. TINE has experienced good value development for several established and new products over the past year, with particularly good development in the cheese and flavoured milk categories. However, consumption of sweet milk continued its decline in 2013, but it is gratifying to see that this decline has started to level off.1 The operating profit for Domestic dairy was NOK 826 million, an increase of NOK 43 million from 2012. Sales growth has been observed in 2013 in the grocery retail and institutional segments. Higher operating costs and depreciation as a consequence of delayed start-up and run-in of new plants have had a negative impact on profit for the year. There have also been challenges associated with product quality and deliveries for some product lines, particularly in connection with start-up and reorganisation of production. ’Styrk’ improvement project and new vision TINE launched a comprehensive programme in 2013 aimed at creating improved results and developing a more agile and marketoriented organisation. TINE enjoys a solid position, but in a Norway where competition is on the rise and framework conditions are under pressure, we must constantly be on the leading edge, and embrace change and improvement. The goal is to realise profit improvement measures worth NOK 750 million by the end of 2015 and bolster TINE’s ability to respond to new market and consumer needs. Seventeen sub-projects have been adopted under the Styrk umbrella in the last half of 2013 and the beginning of 2014. We cannot rule out the possibility that this process will reveal a need for adjustment. TINE has good systems in place for adaptation and adjustment, and emphasises good processes in this work. TINE adopted a new vision in 2013: ”Real food for real people”. This is designed to provide us with the inspiration and energy to achieve our goals, and is an important key to TINE’s success. TINE has also adjusted its code of conduct as follows: • • • • Building confidence Creating opportunities Taking responsibility Achieving results 8 | TINE ANNUAL REPORT 2013 Continued growth in white cheese sales More yoghurt imports Cheese consumption continued to grow in 2013. Dairy is a very important category in retail grocery trade, and cheese is the second largest category, measured in store sales2. This category experienced volume growth of 3.8 per cent3 in 2013. Norvegia and Jarlsberg were important contributors to the growth in this category. Competition in the yoghurt category continues to intensify, with a number of suppliers offering products. Yoghurt sales grew by 10 per cent measured in volume, while imports of yoghurt were up 34 per cent14. Sales development for TINE’s yoghurts in the grocery retail trade was weaker in 2013 than for the category as a whole, with a growth of 4 per cent15. The total volume of consumer milk exhibited growth of 0.15 per cent in 2013, compared with 2012.4 Per capita consumption was down 0.6 per cent 5 in 2013, compared with a decline of more than 2 per cent over the two previous years. TineMelk Ekstra Lett (extra light) exhibited growth in the grocery retail market6, while the other varieties continued their decline. Consumption patterns have undergone dramatic change. Sweet milk no longer plays the key role it used to, and there has been a considerable expansion in the number of other healthy beverages on offer. TINE is also experiencing sharper competition, which has led to a lower segment share 7 for TINE. The flavoured milk segment has shown robust growth, as much as 6.7 per cent 8 in 2013. The varieties featuring lower sugar are particularly important here. The re-launch of TINE Milkshake was successful, accounting for 56 per cent of volume growth in the flavoured milk drink segment. The trend in flavoured milk is positive, as the segment previously experienced decline as recently as in 2012. The cultured milk segment has grown in volume and TINE has entrenched its position somewhat 9. Biola’s positive trend is evident here, and helps drive volume growth 10. We have also seen increased demand for milk products targeting niche markets. Styrk, Laktosefri (lactose-free), and KaffemakerMelk (coffee-maker) are all growing and delivering well in relation to current market trends. From full-fat to lighter, high-protein products 2013 brought a shift away from the so-called low-carb trend focusing on full-fat products, back towards leaner products. This was particularly evident in the sour cream and cream segment where we have seen lower volumes overall, while TINE’s market shares are also falling 11. This development has not been observed as regards butter, which continues to strengthen its market share, at the expense of margarine. This is due to a continued strong underlying trend towards ”pure and natural” products. TINE has increased its share in the butter/margarine segment overall 12. The focus on wholesomeness and health is accompanied by greater concentration and knowledge about high-protein diets. We see this, for example, in the very strong growth for fresh cheeses such as TINE Cottage Cheese and TINE Kesam, which grew by 21 and 50 per cent13 respectively in volume, compared with last year. Norway has the lowest per capita consumption of yoghurt in the Nordic region, which means opportunities for further growth, both for the category and for TINE. Organic dairy products TINE wants to offer a wide range of organic dairy products, and ensure profitable and sustainable production. TINE works diligently to contribute to growth in the consumption of organic products. Turnover continues to grow for organic food products in the grocery retail sector. This is a result of the grocery chains’ focus on reducing the price of organic products, while increasing the number of organic products offered. Sales of TINE Økologisk Lettmelk (organic low-fat milk) can boast volume growth of as much as 59 per cent in 2013 16 in the grocery retail trade. TINE’s goal is to increase the use of organic milk from the current 43 per cent (38 per cent in 2012)17 to 70 per cent by 2015. TINE has a long-term goal of six per cent of the milk we receive from farms being organic. Continued commitment to goats’ milk products Goat husbandry in Norway contributes to preservation of our cultural landscape, and is part of the Norwegian cultural heritage. These operations provide a basis for concepts and products that address trends and demands for Norwegian and local food traditions. In the ”Healthier goats” project, TINE cooperates with agricultural authorities to improve animal health in Norwegian goat husbandry. The main project will be concluded in 2014. A major effort has also been made to improve the quality of goats’ milk through feed and breeding programmes. Access to goats’ milk is still greater than the demand for products based on goats’ milk. The Norwegian specialty brown cheeses are the most important goats’ milk-based products in TINE, and around three-quarters of all goats’ milk is used to make the various types of brown cheese. TINE has made considerable progress in developing new goats’ milk products that address the market trends towards ”local” and Norwegian food. Sales of Snøfrisk cream cheese have also shown extremely good development in 2013 with a growth in excess of 20 per cent 18. Source: Melk.no. Sales of sweet milk (volume) declined by 0.07 % from 2012. 2 Source: Nielsen Market Trends 2013 3 Source: 20140107-TFP, Nielsen ScanTrack, Grocery retail. Norway Total. Product group Cheese. Volume % chg YA. YTD TY- Period ending 29 Dec. 2013. 4 Source: Melk.no. The total volume of consumer milk showed growth of 0.15 % from 2012. 5 Source: Melk. No. Milk consumption per capita in 2013: 91 litres per person 6 Source: 20140107-TFP, Nielsen ScanTrack, Grocery retail. Norway Total. Product group Milk. Sweet milk. Sub-segment. Volume % share Chg YA. YTD TY- Period ending 29 Dec. 2013. TINE’s segment share for sweet milk (81.2 %) declined by 0.6 %. Of the sub-segments, TINE Ekstra lett showed the greatest volume growth at 2.1 % compared with 2012. 7 Source: 20140107-TFP, Nielsen ScanTrack, Grocery retail. Norway Total. Product group Milk, T. TINE Sweet milk. Volume % Chg YA. YTD TY- Period ending 29 Dec. 2013. TINE’s volume share declined by 0.6 % throughout 2012, and is now 81.2 %. 8 Source: 20140107-TFP, Nielsen ScanTrack, Grocery retail, Product group Milkshake, Volume sales 1000. YTD TY, period ending 29 Dec. 2013. Volume decline in the flavoured milk beverage segment was -0.5 % in 2012 compared with 2011. 9 Source: 20140107-TFP, Nielsen ScanTrack, Grocery retail. Norway Total. Product group Milk, T. TINE Flavoured, T. TINE Cultured. Volume % Share, volume%Share YA. YTD TY- Period ended 29 December 2013. The market share in the cultured milk segment rose by 0.5 percentage points to 98.4 %. The share in the flavoured segment is unchanged from 2012, ending at 81.0 %. 10 Source: 20140107-TFP, Nielsen ScanTrack, Grocery retail. Norway Total. Product group Milk, Cultured Milk. Volume % Chg YA. YTD TY- Period ending 29 Dec. 2013. Biola showed volume growth of 0.3 % compared with 2012 and is the largest product line in the segment. 11 Source: 20140107-TFP, Nielsen ScanTrack, Grocery retail, Product group Sour cream/Cream, Volume Sales 1000 L/chg YA and +/- Value % Share YA. YTD- period ending 29 Dec. 2013. The segment declined by 2.6 % compared with 2011, while TINE experienced a volume decline of 6.1 %. 12 Source: 20140115-TFP, Nielsen ScanTrack, Grocery retail, Product group Butter/Margarine. Volume sales, +/- volume sales 1000. Whole year 2013. The butter/margarine category declined by 0.65 % by volume, while butter from TINE increased by 4.7 %. 13 Source: 20140107-TFP, Nielsen ScanTrack, Grocery retail, Product group Cheese, Volume sales 1000kg, volume % chg YA. YTD TY period ending 29 Dec. 2013. 14 Source: Melk.no 15 Source: 20140107-TFP, Nielsen ScanTrack, Grocery retail, Product group Yoghurt, Volume/value sales 1000. Volume/value % Chg YA. YTD TY period ending 29 Dec. 2013. 16 Source: 20140107-TFP, Nielsen ScanTrack, Grocery retail, Product group Milk, volume sales 1000 L, Volume % Chg YA. YTD. Period ending 29 Dec. 2013. 17 Source: Internal figures, TINE Råvare 18 Source: 20140107-TFP, Nielsen ScanTrack, Grocery retail, Product group Cheese, volume sales 1000, volume % chg YA. Whole year 2013. 1 Structural changes and streamlining Competition in the food industry intensifies every year, and the market is undergoing considerable change. TINE implements continuous streamlining and structural programmes to ensure that it is well-equipped to meet competition in the years to come. TINE will be present throughout Norway, with production plants and our TINE ANNUAL REPORT 2013 | 9 ANNUAL REPORT FROM THE BOARD OF DIRECTORS 2013 TINE ANNUAL REPORT 2013 BRAND EXPORT AND SALES FROM TINE’S INTERNATIONAL DAIRY OPERATIONS TOTAL SALES* FIGURES IN TONS BRAND EXPORT* 2013 2012 2013 2012 US 6 580 6 481 18 104 18 449 Australia 2 173 1 889 2 578 2 116 Canada 1 523 1 436 1 761 1 650 UK 548 716 6 678 7 043 Sweden/Denmark 591 476 13 607 13 294 Other markets Total * 998 924 2 113 1 395 12 413 11 922 44 841 43 947 rand export consists of sales out of Norway and total sales are sales to the B consumer/end market of all brands in volume. own distribution system to ensure that our products are available everywhere in Norway. TINE has placed great emphasis on commissioning new production and distribution facilities in 2013. This has been a demanding task, but after several years of investments, the plants are now well on their way to becoming fully operational. The new dairy at Jæren required considerable resources in the work to move from the investment phase to full operation. This has entailed greater operating costs than expected. The management structure was changed in May 2013, and use of resources increased, both to complete the investment project and to build new routines, expertise and systems for stable and efficient operation of the new plant. Production has increased gradually since the first test production in January 2012, and the plant took over production from the plants at Kleppe and in Vikeså in 2012. Final production from the plant at Voll was transferred in June 2013, while production of white cheese continues at the Nærbø dairy to ensure our ability to deliver in the run-up period. Delayed phase-out of plants which were scheduled for shutdown has resulted in higher costs in 2013. At the same time, productivity and energy consumption at the Jæren dairy showed positive development in the last part of 2013. The plan is to phase out production at the Nærbø dairy during the second half of 2014. Development of the new distribution warehouse in Oslo is nearing completion, marking a considerable adjustment in TINE’s operations and inventory supply. The new facility will be phased in gradually, and full operations cannot be expected until the three dairies at Sarpsborg, Odal and Fosheim have been phased out. Start-up of the new distribution facility has posed certain challenges, with exacting technological integration of automated storage, which has caused delays in product deliveries on a few occasions. Production at the Odal dairy was shut down in November 2013, while warehousing and distribution from Odal was concluded in January 2014. The plan is to phase out the dairies in Sarpsborg and Fosheim in the first half of 2014. FAT PERCENTAGE IN MILK PERCENT 4,30 but also as a producer of speciality cheeses. TINE specialties are important in meeting consumer demand, and building a product portfolio with the desired diversity. INTERNATIONAL DAIRY TINE has subsidiaries in Sweden, Denmark, the United Kingdom and the United States. International Dairy accounted for approxe mately ten per cent of the Group’s revenues in 2013, mainly based on sales of Norwegian and international cheese brands. About 25 per cent of the total cheese volume sold abroad is produced from Norwegian milk. To secure increased sales and the opportunity to boost production of Jarlsberg in the US, TINE purchased all activities in the US-based company Alpine Cheese Co. in 2012. Integration into other activity in the US has been successful, resulting in important synergy effects. Jarlsberg is currently TINE’s largest brand on the international market, with production in Norway and the US, as well as hired production in Ireland. Processing, refining and packing of cheese also takes place at TINE’s own plants in Norway, the US, the UK and Sweden. TINE’s objective is for a larger share of revenues to come from dairy activities and sale of cheese outside Norway. International Dairy had revenues of NOK 2.1 billion in 2013, a growth of 4.8 per cent from 2012. Adjusted for changes in exchange rates, this growth amounted to 2.3 per cent. The operating profit in 2013 was NOK 44 million, an improvement of NOK 9 million from 2012. In spite of tough competition in 2013, sales of Jarlsberg wheels in the US market were satisfactory, with Jarlsberg maintaining its US market position for the year. The UK activities showed good development in 2013, both for the Ilchester products and specialty cheeses from TINE. Jarlsberg sales remained at about the same level as in 2012, due to price hikes and somewhat lower retail sales activity. 4,25 A major step was taken in 2013, when refining of whey into permeate and protein powder at Verdal and Jæren now allows most of the whey volume to go to high-value food for human consumption. A new churnery was started in 2011 at the dairy in Verdal, while a new whey refining plant was started in December 2012. Whey refining increased in the first half of 2013, with addition of whey concentrates from the Elnesvågen and Sømna dairies. The plant was in full operation from September 2013. At Jæren, whey refining has increased throughout 2013, with added whey concentrate from the dairy at Byrkjelo, and whey refining at full capacity from November 2013. 4,20 4,15 4,10 4,05 2011 2012 10 | TINE ANNUAL REPORT 2013 2013 December November October September August July June May April March February January 4,00 TINE has a number of special plants which are the sole producers of ”small-scale” cheese. For example, Gamalost is only produced in Vik and Pultost only in Trysil. Viewed together with TINE’s major plants, TINE emerges as a large industrial concern on the one hand, Developments in Sweden and Denmark in 2013 were satisfactory, with a product portfolio and sales efforts that play an important role in the supermarket sector. This has resulted in greater brand awareness for Jarlsberg and positive development in sales. Sweden is also the largest export market for the ”Gudbrandsdalen” specialty brown cheese. Other exports of TINE’s speciality cheese products, mainly Jarlsberg, take place through our own subsidiaries and independent distribution partners in countries such as Canada, Australia, Russia and Germany. Minor volumes are also sold to markets including Japan, South Africa and Singapore. OTHER ACTIVITY TINE’s Other Activity comprises production and sale of food products such as ice cream and frozen desserts, juice and fruit-based beverages, margarine and fresh convenience products. This activity mainly takes place in the wholly and partly owned subsidiaries Sunniva Drikker AS, Diplom-Is AS and Fjordland AS. Revenues in Other Activity were NOK 3.2 billion, which is NOK 24 million higher than in 2012. Despite good performance for Diplom-Is and Fjordland, the loss of revenue from Salmon Brands AS, company sold in 2012, entailed that the change could have been even greater. The operating profit for Other Activity was NOK 92 million, a decline of NOK 49 million from 2012. The operating profit in 2012 included profit on the sale of Salmon Brands. If we adjust for this factor, there was an improvement in operating profit for Other Activity from 2012 to 2013. Solid improvement for ice cream and frozen desserts Diplom-Is AS is a wholly-owned subsidiary of TINE, which produces and markets ice cream and frozen desserts. Good summer weather in large parts of the country in 2013, solid relaunches and sales campaigns, along with good cost control, resulted in growth in sales revenues and profit for the company. Diplom-Is has undergone a significant restructuring in recent years. This included a decision to phase out the plant in Breivik and further develop the plant at Gjelleråsen during the course of 2014. Adaption costs associated with this decision have been charged to the result for the year. In the time ahead, the company will maintain its focus on good product launches, structural streamlining in production, as well as improvement programmes in distribution and inventories. This is expected to yield additional profit improvement in 2014. Tough competition in juice and specialty beverages Sunniva Drikker AS (formerly FellesJuice AS) is a wholly-owned subsidiary of TINE, which aims to be the market leader in juice and healthy beverages. The company changed its name from Felles Juice AS to Sunniva Drikker AS in 2013, in part to build a stronger identity link with the TINE Group’s non-milk-based beverages. The overall Norwegian juice market was stable in 2013, in terms of volume, while the premium segment and retailers’ own brands were stronger. Sunniva Presset was launched in 2013, creating growth in the bottled juice segment. Limo lemonade was also launched successfully. The tough competition in juice and speciality beverages, combined with rising costs, led to a weaker result for 2013 compared with 2012. Healthy increase in porridge TINE owns 51 per cent of Fjordland AS, a brand name company engaged in developing, marketing and selling fresh convenience food, margarines, yoghurt and desserts in the Norwegian market. Positive development in sales revenue, particularly for the various types of porridge, contributed to the improved operating profit for 2013. Fjordland will continue to concentrate on product development and consumer communication in order to counter steadily tougher competition. TINE ANNUAL REPORT 2013 | 11 ANNUAL REPORT FROM THE BOARD OF DIRECTORS 2013 TINE ANNUAL REPORT 2013 increase in working capital resulted in moderate debt reduction, despite lower investment activity. Financial result and tax TINE uses currency hedging for parts of factor input imports, mainly purchases in EUR, and parts of foreign currency sales, mainly denominated in US dollars (USD). This entailed a net loss in 2012 of NOK 7 million, and a net loss of NOK 1 million in 2013. Tax costs for 2013 were NOK 105 million. The effective tax rate was 13.2 per cent in 2013, an increase from 12.2 per cent in 2012. TINE posted a profit of NOK 685 million after taxes, an increase of NOK 16 million from 2012. Balance sheet As of 31 December 2013, the TINE Group’s balance sheet showed NOK 14.3 billion, an increase of NOK 623 million from the end of 2012. Total restricted working capital grew by NOK 429 million in 2013, which is the main reason for the balance sheet growth. TINE had good butter delivery capacity throughout 2013, which also contributed to an increase in butter inventories. This factor, along with increased production of cheese, higher commodity prices and a weaker Norwegian krone, were the main reasons for the inventory growth of NOK 22 million since the end of December 2012. Receivables increased by NOK 214 million in the same period. Higher sales and a weaker Norwegian krone in December 2013 compared with December 2012, was the main reason for this development. The Group’s equity was 41.3 per cent at year-end 2013. NOK 500 million was recorded in a new bond issue in 2013, with a term of five years. The new funds were used to finance an increase in working capital, as well as to refinance short-term debt. Net interest-bearing debt was reduced by NOK 99 million from the end of December 2012 to the end of December 2013. The significant 12 | TINE ANNUAL REPORT 2013 TINE’s customers are wholesalers and individual customers in all customer segments. Their financial capacity is regarded as good, which is apparent from the low level of losses on receivables over many years. TINE actively monitors the credit limits of all its customers. In addition, all new customers are subject to a credit check. TINE has not found it necessary to insure against losses from its outstanding receivables. TINE’s liquidity is considered to be good. TINE’s overall financial risk is deemed to be moderate. 4,5 4,0 3,5 Allocation of net profit for 2013 Financial risk in 2013 and beyond TINE’s financial risk is related to uncertainty regarding changes in interest rates, exchange rates, share prices and liquidity. Our objective is to minimise financial risk and thus contribute to stability and predictability in TINE’s financial expenses over time. A financial policy has been prepared for TINE that provides guidelines for how this type of risk must be handled. TINE SA handles this task on behalf of the entire Group. TINE is exposed to changes in exchange rates, particularly vis-à-vis the Euro (EUR), US dollar (USD), Swedish kroner (SEK) and pound sterling (GBP). Through its international activities, TINE receives net payments in USD, while import of various factor inputs and purchase of machines and equipment entails net disbursements in EUR. Increased international activity with sales across national borders contributes to increasing this exposure. However, TINE SA has entered into forward contracts and other agreements in order to reduce the Group’s currency risk. The value of assets in SEK, USD and GBP is hedged against currency risk. TINE’s exposure to changes in the interest rate level has increased in 2013 as a result of an increase in the Group’s interest-bearing debt. To minimise this exposure, the Group’s debt consists of a combination of loans with floating and fixed interest rates and/ or fixed-rate hedging. TINE SA manages the Group’s interest risk through the use of various interest rate hedging instruments. A credit item has been included in TINE’s accounts for pension as- 2.h.13 1.h.13 2.h.12 2.h.11 1.h. 12 1.h.11 2.h.10 1.h.10 3,0 2.h.09 The investment programme associated with the new plant structure which TINE has been working on for a couple of years is expected to be completed in 2014. The Group’s tied-up capital is therefore also expected to increase in 2014, albeit somewhat less than in recent years. In 2010, the Group board approved a subsequent payment policy where the goal was for between 50 and 65 per cent of the Group’s net profit to be allocated for subsequent payment to the owners. The annual allocation should be affected by the level of coming years’ investments, but the goal of at least 40 per cent equity should have priority ahead of the subsequent payment policy. 1.h.09 The assessments made in the consolidated and company accounts for 2013 are based on the expectations for future earnings and business structure that existed at the time when the financial statements were submitted. If these expectations change, the value estimates and assessments may also have to be changed. No events have occurred after the end of the accounting year that are of significance for evaluating TINE SA or TINE beyond what is stated in the annual accounts with associated notes. The Group board confirms that the financial statements have been prepared on the basis of the going concern assumption, and that the conditions for this are in place. 2.h.08 Estimates and going concern 1.h.08 The result from associated companies was reduced from a gain of NOK 13 million in 2012 to a loss of one million in 2013. Nine million of the 2012 gain relates to Wernersson Ost selling its interest in Skånemejerier Storhushåll. Associated companies delivered weaker results in 2013 compared with 2012. 5,0 2.h.07 Other financial items in 2013 amounted to a loss of NOK 9 million, a reduction from NOK 40 million in 2012. Buy-back of bonds and negative value development on interest swap agreements caused the particularly high financial costs in 2012. Net cash flow from operations contributed NOK 1 325 million, an increase of NOK 122 million from 2012. An improved result before tax and higher depreciations and amortisations are the primary reasons for this development. Net cash flow to investment activities was NOK 826 million, a reduction of NOK 812 million from 2012. The reduction was caused by the fact that the major structural investments were generally completed in 2012. Net cash flow from funding activities was minus NOK 215 million in 2013, a decline of NOK 394 million from 2012. The change in net cash flow from funding activities is due to lower funding in 2013 than in 2012. Disbursed subsequent payments and loans to owners in 2013 totalled NOK 382 million, a decline of NOK 224 million compared to 2012. NOK PER LITRE 5,5 1.h.07 Net interest costs rose from NOK 138 million in 2012 to NOK 147 million in 2013. Capitalisation of interest costs on the major structural investments were substantially lower in 2013, as the facilities are now in use. This is the main reason for the increased costs. Average interest-bearing debt has also been about ten per cent higher in 2013 than in 2012. Generally lower interest rates in 2013 contributed to lower interest costs. Cash flow TARGET PRICE DEVELOPMENT 2.h.06 Net financial items were NOK 158 million in 2013, a reduction from NOK 172 million in 2012. sets through our pension fund MP Pensjon. The assets in the pension fund are invested in shares and bonds, and our accounts are therefore also exposed to risk linked to fluctuations in the share and bond markets. As of 2013, some of the pension funds are invested in real estate. On the basis of strong returns in 2013, we expect a reduction in pension costs in 2014, compared with 2013. 1.h.06 FINANCES AND CAPITAL STRUCTURE MILK PRICE 2013 2012 2011 2010 2009 Milk price from TINE Råvare (TINE Milk Supplies) 4,65 4,53 4,32 4,20 4,07 As regards 2013, 56 per cent of the Group’s net profit has been allocated for subsequent payment to the owners. Subsequent payment from TINE SA 0,26 0,26 0,42 0,33 0,27 The parent company TINE SA’s annual profit shows a surplus of NOK 615 million. The Group board proposes the following allocations (NOK million): Total milk price 4,91 4,79 4,74 4,53 4,34 NOK MILLION Subsequent payment to the owners NOK/LITRE 2013 381 Allocated to other equity 234 Total allocated amounts 615 TINE RÅVARE TINE Råvare is a separate department in TINE SA, both administratively and as regards accounting, and presents its own revised annual accounts. TINE Råvare is responsible for activities associated with handling raw materials from farm coolers to a quoting point, where the milk is invoiced to the customer. The duties mainly include counselling vis-à-vis milk producers, inbound transport and inspection of the milk, settlement to producers, as well as invoicing the milk sold to the players. TINE Råvare annually prepares a separate accounting report which is submitted to the Norwegian Agricultural Authority. TINE ANNUAL REPORT 2013 | 13 ANNUAL REPORT FROM THE BOARD OF DIRECTORS 2013 TINE ANNUAL REPORT 2013 In 2013, TINE Råvare received 1 467 million litres (1 473 million litres in 2012) of cows’ and goats’ milk, of which 1 448 million litres were cows’ milk and 19 million litres were goats’ milk. 55 million litres of the cows’ milk was organic (54 million litres in 2012). Of the total volume, 209 million litres (compared with 223 million in 2012) were sold to external players. Deliveries of goats’ milk totalled 19 million litres, which is on par with 2012. The target price is stipulated by the parties in the agricultural settlement. In the first half of 2013, the target price was NOK 4.82 per litre of milk. In the second half of the year, the target price was increased by NOK 0.23 to NOK 5.05 per litre. TINE Råvare has achieved the target price in its sales of milk to the players in the various agreement periods. For further information, reference is made to Note 31 to the annual accounts. Throughout 2013 TINE Råvare has focused on clarifying TINE’s role as market regulator and TINE Råvare’s responsibility, as well as keeping the players informed about the market situation and outlook. FRAMEWORK CONDITIONS INNOVATION, RESEARCH AND DEVELOPMENT TINE’s Research and Development community (R&D) is one of Norway’s strongest R&D communities in the food industry. Research and development has a long tradition as a focus area for TINE. This focus has provided the basis for many of Norway’s strongest brands. 2013 has been characterised by stronger competition and a changing market. New insight, our own expertise and targeted efforts throughout the value chain are necessary in order to strengthen innovation capacity going forward. Our focus is on top line growth and streamlining production. Securing intellectual property rights helps build a competitive advantage when research results are actively used in the company’s product and concept launches. In an effort to succeed in our brand building and securing profitable production, we use technology to solve customer and consumer needs. Input and recommendations are consistently based on science and solid professional expertise. TINE also wants to strengthen its good and important cooperation with various research communities, both domestic and abroad. TINE is actively engaged with the public policy apparatus in order to obtain external financing. TINE AS A CORPORATE CITIZEN It is highly important for the entire milk value chain that there are good and stable framework conditions for dairy production and dairy operations in Norway. A good dialogue with national authorities is necessary. Furthermore, it is important to have insight into international processes that concern trade policy and regulations for milk and dairy products. Norwegian agriculture depends on an effective tariff protection, as the price of milk raw materials is significantly higher in Norway than in Europe. In connection with the 2013 Fiscal Budget, the Government proposed a change in the tariff framework for certain types of cheese. This entailed that affected products are subject to ad valorem duty as a percentage of product value, as opposed to the former fixed duty rate given in NOK per kilo. This change was implemented on 1 January 2013. Throughout the election year 2013, many of TINE’s various facilities have been visited by politicians. These visits have given TINE the opportunity to clarify the importance of a stable, predictable framework in order to ensure a stable, profitable value chain. Furthermore, the food industry and the Norwegian Food and Allied Workers Union (NNN) have joined forces around an initiative that will help provide the various stakeholders with a comprehensive overview of the value chain, and promote joint interests. Corporate social responsibility TINE aims to create values for both owners and society at large by exercising corporate social responsibility throughout the value chain, with particular emphasis on Norwegian milk, sustainable resource utilisation and correct nutrition. TINE’s corporate social responsibility will contribute to improved competitiveness in a sustainable manner. The agricultural sector currently manages some of Norway’s most important natural resources. TINE takes part in this management through its activities and thus contributes to healthy and sustainable management of nature and resources. TINE’s strategy stakes out a clear direction and describes how to further develop the business. First and foremost, TINE will be a leading supplier of food and beverage brands with focus on dairy products. Continuous solid, effective work along multiple axes is needed in order to reach the company’s goals. Our social and environmental surroundings will be affected by the effort to strengthen TINE as an industrial player. The environment will be affected by our wide-reaching transport activities, and the production of milk and cheese requires energy for both heating and cooling. TINE must also manage its relationships with employees, human rights, as well as more general social issues linked to consumers and local communities. The market regulation system The competition policy instruments in the price equalisation scheme for milk were evaluated in the autumn of 2012. The Ministry of Agriculture and Food made minor adjustments to these instruments, which came into force as of 1 July 2013. 14 | TINE ANNUAL REPORT 2013 TINE must therefore seek to combine the profitability requirement with the social and environmental responsibility. It is important for TINE to take active responsibility for its surroundings, while at the same being clear as to the content of this responsibility and how it can be best safeguarded. TINE depends on a vigorous agricultural sector in order to secure access to good quality milk. An agile Norwegian milk production helps maintain a vibrant rural and regional Norway. This creates and secures jobs and settlement patterns in rural areas. It gives us a vibrant society, which is an important collective benefit for the entire Norwegian population. TINE also contributes professional knowledge and expertise, as well as funding for the Norwegian Red Cross and other volunteer organisations. TINE will contribute to preserving a clean environment and sustainable use of nature’s resources. The company will focus on recycling and optimal resource utilisation, as well as minimising the use of non-renewable resources. As a major food manufacturer, TINE will take responsibility in connection with society’s nutritional challenges and contribute to a healthy, varied and balanced diet. TINE will contribute various measures, for example aimed at a lower intake of sugar, salt and fat, as well as help the population consume enough important nutrients. DISTRIBUTION WOMEN/MEN EMPLOYEES AS OF 2013 LEADERS WOMEN MEN TOTAL WOMEN MEN TOTAL 1 675 3 055 4 730 58 122 180 349 521 870 21 25 46 2 024 3 576 5 600 79 147 226 TINE SA Subsidiaries The TINE Group ABSENCE DUE TO ILLNESS IN PER CENT THE TINE GROUP 2009 7,1 2010 6,8 Environment TINE’s impact on the external environment is primarily related to its transport activity and energy consumption in the production process. TINE’s goal is to reduce emissions of greenhouse gases by 30 per cent from the 2007 emissions level by 2020. By the end of 2013, emissions have increased by 14 per cent compared with 2007. The Styrk improvement programme has, among other things, worked to optimise the company’s use of various resources, including energy. A successful result of this process will be evident in lower greenhouse gas emissions. Furthermore, a continued transition to bioenergy and district heating in production, as well as optimisation of transport and distribution, will be important stepping stones on TINE’s journey toward reaching its environmental goals. New statutory rules were introduced in 2013 which obligate large enterprises to report how they follow up their corporate social responsibility. TINE has reported on corporate social responsibility and environment for a number of years, and has reported in line with international standards since 2010 19. 2011 6,7 2012 6,4 2013 6,2 2 0 4 6 8 10 WORK ACCIDENTS LOST TIME INCIDENT (LTI) RATE * THE TINE GROUP 2009 13,4 Reference is also made to www.tine.no for additional information regarding TINE’s work on corporate social responsibility. 2010 ORGANISATION AND PEOPLE 2011 12,7 11,9 One of TINE’s paramount goals is to be an attractive employer by providing employees with opportunities for both professional and personal development. TINE relies on motivated and enthusiastic employees with correct expertise to achieve its ambitions. Expertise development is therefore one of the company’s focus areas. At the end of 2013, the TINE Group had 5600 employees, 4730 of which were employed in TINE SA. As a result of deputy CEO 2012 9,6 2013 9,9 0 * 2 4 6 8 10 12 14 16 he number of injuries leading to absence per million hours worked. Alpine T Dairy LLC has been included in the figures from July 1, 2012. TINE 19 INE Reports its corporate responsibility according to standard ”Global T Reporting Initiative, level B+. TINE ANNUAL REPORT 2013 | 15 ANNUAL REPORT FROM THE BOARD OF DIRECTORS 2013 TINE ANNUAL REPORT 2013 Stein Øiom’s retirement in 2013, there have been changes in the company’s Group management. Group director for production Per Ivar Berg was hired in the summer of 2013 with responsibility for production, raw materials and purchasing. Aniela Gjøs was also hired as Group director for logistics, with responsibility for distribution and value chain management. Group director for marketing Hege Holter Brekke has left TINE. Frode Fimreite has been given temporary responsibility for this position. Mobility and transition TINE’s organisation is in the process of completing major transition processes as a result of the new operations organisation and changes in the dairy and plant structure. Many of the company’s employees are affected by this transition, which leads to uncertainty for the individual. TINE has therefore emphasised having a good system set up for the transitional work, the main goal of which is to find new, permanent solutions inside or outside TINE for employees who are affected by this. The mentioned guidelines were adjusted somewhat in 2013 in collaboration with employee representatives. Diversity TINE’s Code of Conduct directs us to reject any form of harassment or discrimination based on gender, religion, race, national or ethnic origin, cultural background, social affiliation, disability, sexual predisposition, marital status, age or political views. TINE practises equal wages between genders and this has been followed up in 2013 as well in order to ensure compliance with this principle. No significant wage differences have been identified which can be attributed to gender. The company also has an equality contact who deals with issues such as gender equality. Equality in TINE also concerns diversity and the belief that representation of both genders, ethnic and age groups and disabled persons results in an improved ability to promote innovation and positive results. 36 per cent of TINE’s employees are women. The percentage of women in management positions was 35, while the percentage of women in Group management was 20 in 2013. The percentage of women on TINE’s Group board, including employee representatives, was 36. Management and employee cooperation TINE must have a good, inclusive dialogue with employees and must build cooperation on the basis of respect for their role and for the agreements. Employees’ rights in Norway will generally be well-regulated in established legislation and practice for cooperation between management and employee organisations. TINE’s management meets with employee representatives in the Group’s works council. Employee representatives are included in the Group director meeting as well as in various director groups during processing of certain matters. Furthermore, TINE emphasises good interaction between management, safety delegates and employee representatives. Approximately 75 per cent of the employees in TINE SA are orga- 16 | TINE ANNUAL REPORT 2013 nised in a trade union. Through such membership, the employees have elected four representatives to the Group board. None of the employees in TINE’s subsidiary in the US are currently organised in a trade union. Ethics TINE’s Code of Conduct highlights the attitudes and conduct which TINE expects from each employee with regard to respect, integrity and loyalty. An effort was initiated in 2013 to review TINE’s Code of Conduct. Based on our Code of Conduct, TINE has also adopted guidelines for whistle-blowing and appointed a special contact person for whistle-blowers, the notification officer. Important issues in the notification rules are non-discrimination, anti-corruption, good business ethics and the duty and right to speak up about breaches of the law and the TINE Code of Conduct. The individual employee must feel secure enough to report potential irregularities. Ethical trade is business activity that respects and supports human rights, labour rights, environment and development throughout the value chain, regardless of the state’s own ability and/or inclination to live up to its responsibility to protect its own citizens against abuses. TINE purchases goods and services where there will be various challenges associated with ethical trade. It is equally important to require principles of ethical trade in all types of purchases. For the time being, it is not realistic that imports from all countries can take place without a risk of directly or indirectly contributing to breach of international principles. However, this risk can be reduced through goal-oriented work on ethical trade. TINE is a member of the Ethical Trading Initiative Norway (IEH), and their ethical trade guidelines have been incorporated in TINE’s procurement terms. HEALTH, SAFETY AND THE ENVIRONMENT Healthy employees and a stable workforce in a good working environment are a definite requirement if TINE is to achieve efficient production and the right quality in all parts of our value chain. The work must be organised in such a way that our employees are not exposed to harmful physical or psychological strains, and so that no one is injured or becomes ill because of their work. All TINE employees are also jointly responsible for their own and their colleagues’ safety. TINE’s ambition is that lost time injuries must be reduced to zero. The Group management, along with the Group Working Environment Committee, is responsible for setting overall targets and priorities within HSE work, as well as following this up. TINE is concerned with its employees’ physical and psychological well-being. The communication and interaction between management, safety delegates and employee representatives is generally good, and TINE’s overall working environment is sound. Absence due to illness TINE has had a steady decline in absence due to illness since 2006. Systematic work on the basis of the agreement on an inclusive wor- king life (IA) has yielded results. In 2013, TINE’s total absence due to illness was 6.2 per cent, which is a decline from 6.4 per cent in 2012. In 2013, absence due to illness in TINE SA was 6.5 per cent (6.7 per cent in 2012). TINE’s goal is to reduce absence due to illness to six per cent. This means that this goal was not achieved in 2013. Continuous efforts are under way to improve the physical working environment. Work accidents TINEs paramount goal is zero work accidents. TINE SA had 88 incidents in 2013. There are significant differences between facilities, where some have seen a very positive development in recent years, while others still have too many incidents. Our focus is on building competence within health, safety and the environment through TINE’s internal HSE audits. Active efforts are also under way to develop the same competence in TINE’s managers. One new development this year is that HSE has become a separate section in the first level of Management School. Registration of HSE incidents and hazardous conditions are important preconditions for reducing work accidents and measures have been introduced to intensify these efforts in TINE in 2014. TINE registered 102 lost-time injuries (LTI rate: 9.89) in 2013, compared with 97 registered injuries in 2012 (LTI rate: 9.61). CORPORATE GOVERNANCE ABSENCE DUE TO ILLNESS, STAFF TUROVER AND LOST TIME INJURY (LTI) RATE 2013 ABSENCE DUE TO TURNOVER % LTI RATE TINE SA 6,5 3,2 10,3 Subsidiaries 4,8 6,3 7,9 The TINE Group 6,2 3,8 9,9 ILLNESS TINE’S OWNERSHIP ORGANISATION Member societies (228) Control committee Annual meeting TINE SA Regional meetings (5) Council Group board Regional boards TINE East, TINE South, TINE West, TINE Central Norway, TINE North At the end of 2013, TINE SA had 12 944 owners organised in 228 member societies. Within the framework of agricultural policy and markets, TINE will seek to recoup the target price on milk, stipulated in the Agricultural Agreement. The Group board emphasises that the company must be administered and managed according to good overall principles. For TINE, corporate governance concerns how TINE, through constructive dialogue, will create trust with various stakeholders as well as ensure that the Group board receives sufficient information on the activities. An important part of corporate governance relates to establishing and maintaining systems and procedures that ensure compliance with statutes, regulations, standards and own ethical guidelines. The Norwegian Code of Practice for Corporate Governance (NUES) stipulates principles and guidelines that contribute to clarifying responsibilities and authority in larger companies. The recommendation has been drawn up for companies that are listed in regulated markets in Norway, but the Group board decided in 2010 that TINE will follow the principles of this recommendation insofar as they are suitable for TINE’s business organisation and ownership. A more detailed account of how TINE complies with the principles and NUES guidelines can be found on www.tine.no. TINE’S OWNERSHIP ORGANISATION TINE’s current ownership organisation was primarily developed in connection with the group formation in 2002. The TINE owner’s strength are the local member societies. The number of TINE TINE ANNUAL REPORT 2013 | 17 ANNUAL REPORT FROM THE BOARD OF DIRECTORS 2013 1 2 3 4 members is declining, while the overall milk production is being maintained. This is a result of an ongoing structural change in milk production. The member organisation is very active. This is reflected in good turnout at annual meetings and consultation matters, as well as active regional meetings and passionate regional boards. Focus has been on the milk price, particularly in light of the changed fat compensation, changes in basic price and assessment of milk utilisation. New member pages (medlem.tine.no) were launched on TINE’s website in early 2013. These pages are an important channel for communication with and between members. Information and relevant news on TINE’s organisation and industry can be spread quickly, and this is also an important channel for the members to provide viewpoints and feedback to the organisation. Passionate and knowledgeable members is one of TINE’s most important competitive advantages. It is important to combine this resource with effective, clear ownership. TINE must have the ability to make decisions and follow through in the face of changing national and international framework conditions. The process of developing the ownership organisation will be front-and-centre leading up to the 2015 Annual Meeting. 5 6 7 8 gian prices are now attractive for foreign players and more of them have also established themselves in Norway. We must expect that competition will become stiffer. It is challenging for TINE to meet this competition as the company operates in a high-cost country, with demanding natural conditions for food production and transport of raw materials and finished products throughout the country. TINE’s portfolio includes some of Norway’s leading brands and maintains a strong position in the large dairy-based product categories. TINE will continue to focus efforts on insight, innovation and consumer communication to drive growth and secure TINE’s strong position. The four major grocery retailers, which are TINE’s largest customers, have also established themselves as competitors in several of TINE’s product groups. This takes place through vertical integration, resulting in an ever-expanding range of the grocery retailers’ own private labels (PLs). TINE’s future competitiveness is affected by how TINE provides customers with growth and profitability. TINEs products shall be available throughout the country. This requires efficient logistics, particularly considering the fact that our goods require refrigeration. TINE’s transport and distribution activities are therefore a key part of our business activities. Efficiency as regards costs and the environment in distribution is necessary in order to ensure our future competitiveness. 9 10 11 12 13 14 15 16 GROUP BOARD 1. Torstein Grande (Member) 9. Tor Arne Johansen (Employee) 2. Helga Thorvik Ulven (Member) 10. Svein Førde (Employee) 3. Askild Eggebø (Member) 11. Cecilie Bjørlo (Member) 4. Norvald Dalsbø (Member) 12. Hanne Refsholt, President and CEO (see page 21) 5. Elin Aarvik (Employee) 13. Nina Kolltveit Sæter, Deputy chairman (Member) 6. Anders Johansen (Member) 14. Lars Woie (Member) 7. Steinar Koen (Employee) 15. Anne Maren Wasmuth (Member) 8. Trond Reierstad, Chairman (Member) 16. Nils Asle Dolmseth, Chairman of the Council (Member) project. Even though TINE has completed major investments in recent years, new investments will always be considered in order to achieve our desired development in strengthening TINE’s competitiveness. Global and national environmental challenges impact TINE’s business. New national and international environmental measures and regulations will affect both the farmers’ dairy production, as well as TINE’s industrial production, for example through incre- ases in costs associated with energy, emissions, discharges and pollution. International players in the food sector are highly focused on the environment, and link these efforts closely to their general business strategy. A constantly growing global population in combination with environmental challenges could limit the opportunities for global food production. This could result in geographical changes in the world’s arable areas and increase the importance of national self-sufficiency. In light of all the mentioned opportunities and challenges, there will be a continuous desire to deliver ‘quite possibly the finest milk in the world’. TINE’s solid market position, combined with significant investments, provides a good foundation for 2014 and further growth within the Group’s core areas. OSLO, FEBURARY 17, 2014 FUTURE OUTLOOK As a point of departure, the food industry is not greatly affected by economic cycles and has historically experienced a relatively stable growth in demand. Over the next few years, however, a number of market and political processes could significantly impact TINE’s business. Price differences between the Norwegian and international dairy markets are somewhat significant. In some segments, the Norwe- 18 | TINE ANNUAL REPORT 2013 The majority of TINE’s investment programme is nearing completion. Increased depreciation and capital costs, as well as extensive transitioning and commissioning will continue to affect our results and operations in 2014, but to a lesser extent than what has been the case for 2013. Over time, these investments will provide a significant boost for TINE in our continuous work on efficiency improvements within production and distribution. However, the efficiency gains are not expected to fully materialise until 2015. TINE’s future profitability and competitiveness will also depend on succeeding with implementation of the Styrk improvement ANDERS JOHANSEN HELGA THORVIK ULVEN ASKILD EGGEBØ ANNE MAREN WASMUTH NORVALD DALSBØ TORSTEIN GRANDE TOR ARNE JOHANSEN CECILIE BJØRLO LARS WOIE ELIN AARVIK STEINAR KOEN SVEIN FØRDE NINA KOLLTVEIT SÆTER Deputy chairman TROND REIERSTAD Chairman HANNE REFSHOLT CEO TINE ANNUAL REPORT 2013 | 19 GROUP MANAGEMENT 1. John Ole Skeide, Group director sales Norway Skeide came to TINE in 2009 from Orkla ASA, where he was Director of Group development. He had then served 17 years in the Orkla Group, including as Director of Peter Möller and Sales Director in Lilleborg AS. Skeide has a Master of Business and Economics degree from the Norwegian School of Economics and Business Administration (NHH), with specialisation in strategy and international finance. Skeide is the chairman of Diplom-Is AS and OsteCompagniet AS, as well as a board member of Fjordland AS and Melkerampa AS. 2. Per Ivar Berg, Group director for production Berg started working for TINE in the summer of 2013. He came from the position as managing director in Skala AS (previously Landteknikk), which he had held since 2008. Per Ivar Berg has considerable management experience from more than 20 years in both Norwegian and international industrial production. Berg started his career in Peterson AS, followed by Norske Skog AS, where he e.g. served as factory manager at Norske Skog Follum. He was also production and maintenance manager at Norske Skog Saugbrugs, and then factory manager at Norske Skog Parenco BV in the Netherlands. Per Ivar Berg is a chartered engineer from the Institute of Chemical Engineering at NTNU in Trondheim. He has also completed various management development programmes in Norway and abroad. Berg serves as chairman of Skala Foodtech AS. 3. Frode Fimreite, interim Group director for marketing Fimreite started working for TINE in 1999 and has since held various position in TINE’s market categories. Over the last two years, he has headed the beverage area as category manager, until he transitioned into the position of interim Group director for marketing in the autumn of 2013. Frode Fimreite holds a Master of Business and Economics from Buskerud University College (HIBU), as well as a Master of Marketing and Strategy from the same institution. He serves as board member for the Information Office for Dairy Products and the Norwegian Association of Advertisers (ANFO). FROM LEFT: 1. JOHN OLE SKEIDE, 2. PER IVAR BERG, 3. FRODE FIMREITE, 4. ANIELA GJØS, 5. JØRN SPAKRUD, 6. HANNE REFSHOLT, 7. JOHNNY ØDEGÅRD, 8. EIRIK SELMER-OLSEN, 9. STEIN A. AASGAARD TINEs GROUP MANAGEMENT AS OF 01.01.2014 John Ole Skeide Deputy CEO Sales Norway Per Ivar Berg Group director Production 20 | TINE ANNUAL REPORT 2013 Frode Fimreite interim Group director Marketing Jørn Spakrud Group director Business analysis, accounts, finance, ICT and TINE Råvare community contact Ødegård has worked for TINE since 2011. He came from Felleskjøpet, where he worked with industry policy. He also has experience from the Norwegian Farmers and Smallholders Union. Ødegård was trained at Norges Landbrukshøgskole (now the Norwegian University of Life Sciences) with specialisation in agricultural economy. 8. Eirik Selmer-Olsen, Group director, R&D and CSR Selmer-Olsen started working for TINE in 1989 and has held multiple positions within the TINE R&D Centre, most recently as R&D Director from 2008. He also has a background as a consultant in Meierienes Bygningskontor. Selmer-Olsen has a Cand. Agric degree from the Norwegian University of Life Sciences and a Dr. Scient degree from the same university. His degree is specialised within resource use in the food industry. Selmer-Olsen is chairman of the Bionær programme in the Research Council of Norway, deputy chairman on the Group board of the Norwegian Institute of Food, Fisheries and Aquaculture Research (Nofima) AS, as well as a board member of Norseland Inc. and Måltidets Hus AS. 9. Stein A. Aasgaard, Group director corporate governance, HR and exper tise, HSE, ingredients, export, international Aasgaard has been with TINE for a many years and has held various positions within finance and operations, for example as managing director of TINE Central Norway. Aasgaard became a Group director in 2002, when the TINE Group was established. He is educated as a dairy engineer from the Norwegian University of Life Sciences, business administration from BI, as well as an educational science exam from the Norwegian University of Science and Technology (NTNU). Aasgaard is the chairman of Norseland Inc., Norseland Ltd. and Wernersson Ost AB. He is also on the board of NHO (Confederation of Norwegian Business and Industry) Food and Agriculture. TINE Råvare Spakrud started working for TINE in 2008 and came from 11 years in Yara International ASA/Norsk Hydro ASA with experience from various positions within economy and finance. Before this, he spent six years working on financial auditing with Deloitte AS. Spakrud is a Master of Business and Economics and a governmentauthorised accountant from the Norwegian School of Economics and Business Administration. Spakrud is the chairman of MP Pensjon and Fjordland AS, as well as a board member in TUN Media AS. TINE Communication Aniela Gjøs Group director Logistics Gjøs started working for TINE in December 2013. She has spent her entire working life focusing on logistics, and came from the position of CEO of Ontime Logistics AS. Before this, she held multiple management positions, including logistics director of Ringnes AS and CEO of Distribusjonsnett in Norway Post. Aniela Gjøs is a charted engineer from the Silesian University of Technology, an MBA from BI Norwegian Business School and continuing professional development from Stanford University and INSEAD. She is a board member of Tomra Systems ASA and is a member of NHO’s election committee. 7. Johnny Ødegård, Group director consultancy and members, policy and 5. Jørn Spakrud, Group director business analysis, accounts, finance, ICT and Hanne Refsholt CEO Administration 4. Aniela Gjøs, Group director for logistics 6. Hanne Refsholt, CEO Refsholt has worked for TINE since 1988, with a short break during the period 1996-1998, as Director of Kjøttbransjens Landsforbund (National meat producer association). She started as a consultant in the TINE R&D Centre, moved on as Director of R&D from 1998-2001, and then became deputy CEO of TINE Norske Meierier. She became deputy CEO of the TINE Group as of 2002 and was appointed President and CEO in 2005. Refsholt received a Cand. Agric (master’s degree in agricultural science) from the Norwegian University of Life Sciences (UMB). She has an MBA from BI Norwegian Business School and master’ studies at HEC, Paris and SAID, Oxford. Refsholt is the chairman of the Red Cross centres and a board member of the Federation of Norwegian Agricultural Co-operatives, the Grocery Manufacturers of Norway (DLF), as well as Arcus AS. Johnny Ødegård Group director consultancy and members, policy and community contact Eirik Selmer-Olsen Group director, R&D and CSR Stein A. Aasgaard Group director, corporate governance, HR and expertise, HSE, ingredients, export, international TINE ANNUAL REPORT 2013 | 21 TINE ANNUAL REPORT 2013 INNCOME STATEMENT FINANCIAL STATEMENTS INCOME STATEMENT Amounts in NOK 1000 THE TINE GROUP TINE SA 2013 2012 Note 2013 2012 15 311 761 14 715 612 1 035 437 1 087 305 REVENUES AND OTHER OPERATING INCOME 1,2 Sales revenues convenience products 18 930 465 18 144 779 1 035 437 1 087 305 482 879 537 164 20 448 782 19 769 248 11 494 606 11 330 654 3 835 815 3 569 936 902 369 836 119 7 886 14 149 3 260 114 3 084 452 19 500 790 18 835 310 947 992 933 938 - - -612 12 644 - - -382 1 828 218 -739 -156 034 -179 009 -1 222 -6 598 -158 032 -171 874 789 960 104 603 685 357 669 114 Net profit for the year 16 929 15 100 19 Minorities share of profits 668 428 654 014 Sales revenues raw materials 3 Other operating income Total revenues and other operating income 633 763 598 129 16 980 961 16 401 046 9 464 977 9 350 891 3 234 434 3 013 090 783 581 722 201 OPERATING EXPENSES NOTE 1 NOTE 2 NOTE 3 NOTE 4 NOTE 5 NOTE 6 NOTE 7 NOTE 8 NOTE 9 NOTE 10 NOTE 11 NOTE 12 NOTE 13 NOTE 14 NOTE 15 NOTE 16 NOTE 17 NOTE 18 NOTE 19 NOTE 20 NOTE 21 NOTE 22 NOTE 23 NOTE 24 NOTE 25 NOTE 26 NOTE 27 NOTE 28 NOTE 29 NOTE 30 NOTE 31 NOTE 32 NOTE 33 NOTE 34 NOTE 35 NOTE 36 NOTE 37 NOTE 38 Segment information 31 Sales revenues from convenience products by geographical area 31 Other operating income 32 Cost of materials and changes in inventory 32 Purchase of raw cow and goat milk from milk producers 32 Personnel expenses and number of full-time equivalents 32 Pensions and pension obligations 33 Related parties and senior management 34 Intangible assets and goodwill 35 Property, plant and equipment 36 Auditor’s remuneration 37 Other operating expenses 37 Income from investments in subsidiaries 37 Investments in subsidiaries and associated companies 38 Unit trust funds and listed shares 39 Impairment of long-term financial assets 39 Financial risk and derivatives 39 Taxes41 Equity43 Obligations related to lease agreements in the balance sheet 43 Long-term loans to Group companies 44 Inventories44 Balances with associated companies 44 Bank deposits, cash and money market securities 44 Other long-term liabilities 44 Short-term interest-bearing liabilities 45 Pledges45 Transactions with related parties 46 Loans and guarantees 46 Outstanding accounts with the Norwegian Agricultural Authority – market regulation and subsidy schemes 46 TINE Råvare 48 Business combinations and changes in ownership interests 49 Carrying provisions 49 Off balance sheet lease liabilities 49 Environmental issues 49 Major individual transactions 50 Government grants 50 Discontinuation and divestment of business 50 22 | TINE ANNUAL REPORT 2013 4,5 Cost of materials and changes in inventory 6,7,8 Personnel expenses 9,10 Depreciation and amortisation 9,10 Impairment property, plant and equipment and intangible assets 6 873 13 149 11,12 Other operating expenses 2 654 556 2 512 685 Total operating expenses 16 144 421 15 612 016 836 540 789 030 52 440 28 837 8 793 11 037 8 501 18 971 Operating profit FINANCIAL INCOME AND EXPENSES 13 Income from investments in subsidiaries 14 Result of investments in associated companies Interest income from Group companies Change in market value of market-based financial current assets -816 936 16 Impairment of long-term financial assets -1 534 -9 949 17 Net other financial income and expenses -153 290 -104 550 17 Net realised and unrealised currency gain and loss -64 583 25 Total financial income and expenses -150 489 -54 693 762 064 Profit before tax 686 051 734 337 92 950 18 Total tax expense 70 912 80 417 615 139 653 920 19 Payments to milk producers -381 294 -383 076 19 Allocated to other equity -233 845 -270 844 -615 139 -653 920 2 461 1 420 19 Majority share of profits Allocations: Total allocations Net Group contributions to subsidiaries TINE ANNUAL REPORT 2013 | 23 TINE ANNUAL REPORT 2013 BALANCE SHEET BALANCE SHEET Amounts in NOK 1000 THE TINE GROUP 2013 TINE SA 2012 Note Amounts in NOK 1000 THE TINE GROUP 2013 2012 2013 TINE SA Note 2012 2013 ASSETS LIABILITIES AND EQUITY NON-CURRENT ASSETS EQUITY Intangible assets Paid-in equity - - 7 319 7 872 19 Cooperative share capital 7 319 7 872 9 Goodwill - - 7 319 7 872 Total paid-in equity 7 319 7 872 80 111 9 Other intangible assets - - 172 398 Total intangible assets - - 340 000 340 000 5 526 887 5 202 667 5 281 4 555 75 094 87 732 77 689 158 064 18 Deferred tax asset 2012 Tangible fixed assets Retained earnings 3 234 818 3 279 909 5 866 887 5 542 667 3 891 378 3 882 748 40 080 35 386 7 126 196 7 162 657 5 914 286 5 585 925 1 273 540 799 344 21 Long-term loans to Group companies - 345 970 63 519 85 140 107 244 14 Investments in associated companies 21 027 22 717 56 669 67 617 6 449 5 915 Other shares and ownership interests 6 395 5 839 572 620 531 041 1 850 862 1 883 594 1 722 673 1 750 969 692 808 683 798 31 260 18 523 22 518 10 872 1 986 520 2 015 276 Total long-term investments 3 046 153 2 935 711 10 005 290 9 991 763 Total non-current assets 10 172 349 10 098 368 2 176 369 1 975 560 1 499 000 1 209 000 3 675 369 3 184 560 4 368 177 3 868 358 9,10 Land, buildings and other real property 3 570 306 3 565 103 4 290 400 4 238 986 7 860 706 7 804 089 Total tangible fixed assets - - 14 Investments in subsidiaries - - 97 949 10,20 Machines, fixtures and fittings and means of transport 19 Subsequent payment fund 19 Other equity Total retained earnings 19 Minorities share of equity Total equity Non-current financial assets 7 Pension plan assets Other long-term receivables 1 603 887 22 Inventories 1 658 016 1 444 487 23 Trade receivables - - 419 532 521 434 2 077 548 1 965 921 - 11 991 Long-term financial liabilities 413 932 126 128 3 707 927 14 322 762 13 699 690 59 104 57 855 470 446 Total provisions 610 991 587 405 Long-term liabilities to financial institutions 2 156 776 1 969 720 Bond issues 1 499 000 1 209 000 3 655 776 3 178 720 4 266 767 3 766 125 743 445 775 958 25 Total other long-term liabilities 218 213 245 052 743 445 775 958 29 Other short-term receivables 381 503 472 653 - - Total short-term receivables 1 940 300 1 900 383 949 595 910 268 - 11 991 1 693 040 1 686 226 Total trade and other payables 26 Short-term interest-bearing liabilities Total assets 46 540 511 891 1 182 678 Total current assets 5 644 411 18 Deferred tax liabilities 1 340 584 15,24 Bank deposits, cash and money market securities - 5 894 982 Other long-term liabilities Total long-term liabilities Short-term receivables 4 317 472 5 636 539 - 52 560 1 220 902 15 Unit trust funds and listed shares 5 887 663 Provisions 7 Pension liabilities 1 356 095 Accounts receivable from Group companies 340 000 5 296 539 LONG-TERM LIABILITIES CURRENT ASSETS 1 825 992 340 000 5 547 663 SHORT-TERM LIABILITIES Trade and other payables 304 001 4 770 3 600 396 3 138 046 706 155 1 008 556 13 772 745 13 236 414 381 294 383 076 52 304 54 551 184 723 175 135 Short-term liabilities to milk producers Other short-term liabilities to Group companies 23 Trade and other payables 10 818 34 933 741 933 686 785 1 496 196 1 497 676 669 929 937 346 381 294 383 076 Other short-term liabilities - - 1 022 783 937 863 2 347 259 2 559 181 4 040 299 4 245 407 14 322 762 13 699 690 5 Allocated to subsequent payment to milk producers 18 Taxes payable Public duties payable Other short-term liabilities to Group companies 36 547 40 740 170 540 158 328 3 418 2 456 853 072 806 256 Total other short-term liabilities 2 114 800 2 328 202 Total short-term liabilities 3 610 996 3 825 878 Total equity and liabilities 13 772 745 13 236 414 Other short-term liabilities OSLO, FEBRUARY 17, 2014 ANDERS JOHANSEN HELGA THORVIK ULVEN ASKILD EGGEBØ ANNE MAREN WASMUTH NORVALD DALSBØ TORSTEIN GRANDE TOR ARNE JOHANSEN CECILIE BJØRLO LARS WOIE ELIN AARVIK STEINAR KOEN SVEIN FØRDE NINA KOLLTVEIT SÆTER Deputy Chairman 24 | TINE ANNUAL REPORT 2013 TROND REIERSTAD Chairman HANNE REFSHOLT CEO TTINE ANNUAL REPORT 2013 25 TINE ANNUAL REPORT 2013 ACCOUNTING PRINCIPLES CASH FLOW ACCOUNTING PRINCIPLES Amounts in NOK 1000 THE TINE GROUP 2013 TINE SA 2012 2013 2012 Cash flows from operating activities 789 961 762 064 Profit before tax 686 052 734 337 -60 409 -91 535 Taxes paid for the period -38 797 -72 090 -49 368 -110 299 Profit and loss on sale of fixed assets -44 929 -26 784 910 254 850 268 Depreciation, amortisation and impairments 790 454 735 350 1 566 -82 166 3 119 -63 156 22 873 9 132 -105 -222 105 -112 569 6 812 90 729 1 325 168 -17 822 Profit and loss on sales of financial fixed assets -15 586 Unrealised change in value of financial items - Group contributions recognised, not received Difference between pension charged as an expense and payments/disbursements in 42 718 pension plans -1 607 Difference between recognised and received dividend from associated companies 238 Effect of changes in foreign currency rates and unrealised exchange gains -132 410 Changes in inventories -18 644 Change in trade receivables and other short-term receivables -12 791 -28 487 8 617 -20 957 15 732 52 120 - - - - -135 193 -121 914 -67 698 -63 496 -201 868 Changes in accounts payable 22 634 -152 530 137 329 Change in other short-term liabilities 61 579 86 485 34 009 89 004 1 321 235 1 128 872 - Change in intercompany balances from operational activities 1 202 846 Net cash flow from operations Cash flows to investment activities 66 379 -905 407 -1 198 19 566 -17 524 11 991 -826 193 63 606 Payments from the sale of tangible fixed assets -1 842 798 Disbursements from purchase of tangible fixed assets 7 743 Change in long-term receivables 131 458 Payments received from the sale of financial non current assets -5 207 Payments to acquire financial non-current assets 7 012 Payments received from the sale of financial current assets - Net cash inflow on intercompany long-term receivables -1 638 186 Net cash flow to investment activities 58 436 54 412 -767 499 -1 600 605 -196 7 131 - 118 155 -416 -10 157 11 991 7 013 -112 974 -114 329 -810 658 -1 538 380 Cash flows to / from financing activities 704 619 -222 353 -366 000 1 200 000 New long-term borrowing -807 889 Repayment of long-term borrowings 166 000 Net receipts and payments of commercial paper -12 235 -27 199 Disbursed to minorities 63 600 255 870 Net change in bank overdraft -554 - -1 665 Net payments and disbursements of cooperative share capital - Payments received/made of net Group contributions to offset receivables 688 969 1 200 000 -220 289 -799 370 -366 000 166 000 - - 98 582 254 741 -554 -1 665 -30 322 -6 097 -605 685 -381 732 -605 685 Disbursed subsequent payment and credit to milk producers -381 732 -214 655 179 432 Net cash flow to/ from financing activities -211 346 207 924 284 320 -255 908 Net change in bank deposits, cash and money market securities 299 231 -201 584 126 128 383 271 Bank deposits, cash in hand and money market securities at 01.01 4 770 206 354 3 484 413 932 -1 235 Currency effect on bank deposits, cash in hand and money market securities 126 128 Bank deposits, cash in hand and money market securities at 31.12 - - 304 001 4 770 ACCOUNTING PRINCIPLES REVENUES AND OTHER INCOME The annual accounts are prepared in accordance with the Accounting Act and generally accepted accounting principles in Norway. Operating revenues are measured at fair value of the compensation, net after deductions for value added tax, returns, rebates and other public fees. Revenues from sale of goods are recognised in the accounts when the products are delivered to the customer and there are no unsatisfied liabilities to affect the customer’s acceptance of the delivery. Delivery is not made until the products have been sent to the agreed location and risk of loss and obsoleteness has been transferred to the customer. Individual assessments based on agreements are used as a basis for esti mating and accounting for provisions for volume discounts and returns at the time of sale. Services are recognised as income as and when they are provided. CONSOLIDATION The TINE Group accounts present the overall financial position, the result of the year’s activity and cash flows for the parent company, TINE SA, and the subsidiaries. The subsidiaries include the companies where TINE SA directly or indirectly has a controlling influence. Initially, controlling influence is regarded as being present when there is direct or indirect ownership of more than 50 % of the voting capital. Uniform accounting principles are applied to all companies in the TINE Group. All transactions between group companies, outstanding accounts and unrealised group internal gains are eliminated in the Group accounts. Shares in subsidiaries are included in the Group accounts according to the acquisition method. The difference between the cost price of the shares and book value of net assets at the time of acquisition is analysed and allocated to the relevant items in the balance sheet according to fair value. Cost price that exceeds the fair value of net identifiable assets is capitalised as goodwill and amortised in the income statement in accordance with the underlying circumstances and expected economic life. For acquisitions, nominal tax rates are applied to excess value, excluding goodwill. The minority share is included in the Group equity. Changed ownership interests in subsidiaries are treated as equity transactions in the Group and there is thus no gain or loss in the Group accounts. Costs are recognised in the income statement in accordance with the matching principle. Assets intended for permanent ownership or use, are classified as noncurrent assets. Receivables to be repaid within one year, as well as other assets related to goods circulation, are classified as current assets. In the classification of short-term and long-term liabilities, the corresponding criteria are used. Current assets are recognised at the lowest of acquisition cost or fair value. Non-current assets are recognised at acquisition cost with the deduction of depreciation and impairment. Long-term and short-term liabilities are recognized at nominal value. INTANGIBLE ASSETS Goodwill Associated companies are companies where the Group has significant influence, but not control, and where the interest is of a long-term strategic nature. Significant influence is normally present when the Group has an ownership interest of between 20 % and 50 %. Associated companies are included according to the equity method in the Group accounts. Cost prices that exceed the acquired share of book equity are recognised in the balance sheet as excess value and are amortised in accordance with the underlying circumstances and expected economic life. The Group’s share of the result in associated companies is based on the result after tax in the associated company with the deduction of any depreciation on excess values, as well as gains and losses on realisation of interests. In the income statement, the share of the result in associated companies is presented as part of the financial result. In the balance sheet, interests in associated companies are classified as long-term investments. The share of the loss in associated companies is not recognised in the income statement if this entails that the value of the investment recognised in the balance sheet is negative, unless the Group has undertaken an obligation or provided guarantees for the associated company. In the case of recognition of investments in subsidiaries and associated companies where the annual accounts are presented in foreign currency, the items in the balance sheet are converted to Norwegian kroner using the exchange rate on the balance sheet date. The income statement items are converted to Norwegian kroner using the average exchange rate for the accounting year. The conversion difference which arises when the Company’s opening equity and the result for the year are converted at a different exchange rate than the closing equity is recognised in the Group’s equity. 26 | TINE ANNUAL REPORT 2013 OPERATING EXPENSES Goodwill is the difference between the acquisition cost of the purchased business and the fair value of the Group’s share of net identifiable assets in the purchased business at the time of acquisition. Goodwill from acquisition of subsidiaries is classified as an intangible asset. Goodwill at acquisition of a share in associated companies is included in the value of investments in associated companies recognised in the balance sheet. Goodwill is tested for impairment and is recognised in the balance sheet at acquisition cost with the deduction of accumulated amortisation and impairment. The amortisation period for goodwill is five years unless there are special reasons for a longer lifetime. Other intangible assets Expenses for other intangible assets are recognised in the balance sheet to the extent a future financial benefit connected to the development of an identifiable intangible asset has been identified, and the expenses can be reliably measured. Should this not be the case, such costs are expensed on an ongoing basis. Intangible assets with a limited useful economic life are amortised according to schedule. Intangible assets are written down to fair value if the residual value is lower than the total of the value recognised in the balance sheet and any remaining production expenses. Research and product development costs Own expenses for research and product development are expensed on a continuous basis. TINE ANNUAL REPORT 2013 | 27 TINE ANNUAL REPORT 2013 ACCOUNTING PRINCIPLES NON-CURRENT ASSETS Long-term receivables Restructuring provisions TAXES Property, plant and equipment Long-term receivables are recorded in the balance sheet at nominal value after the deduction of expected losses. Loss provisions are made on the basis of individual assessments. Interest income is recognised as it is earned. When restructuring measures are adopted, a provision is made for the anticipated expenses related to implementation of the measure. The provision is based on a best estimate and is reassessed at the end of each reporting period. Expenses which are incurred during the implementation of the restructuring are recognised against the provision as they are incurred. The tax cost consists of tax payable on taxable income and wealth as well as change in deferred tax liabilities. The tax cost is offset against profit before tax. Tax associated with equity transactions are recognized in equity. Deferred tax liabilities are calculated on the basis of temporary differences between book values and tax values at the end of the accounting year, as well as any tax-related loss carried forward. Nominal tax rates are used in the calculation. Positive and negative differences are evaluated against one another within the same time period. Deferred tax liabilities and deferred tax assets are presented as net in the balance sheet. The Group presents net deferred tax liabilities for tax positions related to companies that are part of the same tax group. Investments in production facilities and other property, plant and equipment are recognised at cost less accumulated depreciation and impairments. Borrowing costs related to the construction period for substantial property, plant and equipment during construction are recognised in the balance sheet as part of the cost price. The acquisition cost for property, plant and equipment with a limited useful economic life is depreciated according to the straight-line method over the economic lifetime. Costs associated with normal maintenance and repairs will be expensed on a continuous basis. Costs for major replacements and renovations which substantially increase the lifetime of the fixed asset, are capitalised and depreciated in line with the fixed asset. If the recoverable amount of the fixed asset is lower than the value recognised in the balance sheet and the impairment is not expected to be temporary, then the asset must be written down. The recoverable amount is the highest of the net sales value and the value-in-use. The value-in-use is the current value of the future cash flows which the asset is expected to generate. Lease agreements Lease agreements are classified as financial or operational leases after a concrete evaluation of the individual agreement. Lease agreements associated with assets leased on terms where the lessee principally bears the financial risk and control of the ownership are classified as financial lease agreements. Non-current assets under financial lease agreements are recognised in the balance sheet and associated lease obligations are included in the balance sheet item other long-term liabilities at the current value of the lease payments. The fixed asset is depreciated according to schedule, and the obligation is reduced by the paid lease amount after the deduction of calculated interest cost. Lease agreements where a significant share of risk and returns associated with ownership are still borne by the lessor, are classified as operational lease agreements. Lease amounts associated with operational lease agreements are expensed according to the linear method over the lease period. Shares and interests in associated companies and subsidiaries Investments in subsidiaries and associated companies are valued according to the cost method in the company accounts. The investments are valued at acquisition cost with the deduction of any impairment. Impairment to fair value is carried out if the impairment is not temporary. Dividend and group contributions received from subsidiaries which represent returns during the period of ownership are recognised as other financial income. Group contributions from subsidiaries are recognised in the balance sheet the same year as the subsidiary allocates this amount. Dividend received is recognised as income when the dividend has been adopted. CURRENT ASSETS Inventories Inventories are valued at the lowest of acquisition cost according to the «first in - first out» principle and fair value. The acquisition cost for self-produced goods and goods under production consist of direct materials, direct wages as well as other direct and indirect production costs (based on normal production). Acquisition costs are adjusted for price compensation charges/subsidies. The acquisition cost for raw materials and goods for resale is the net cost price. Fair value is the estimated sale price with the deduction of estimated expenses for completion, sale and distribution. Receivables Accounts receivable and other receivables are recognised at nominal value after the deduction of expected losses. Allocation for loss is made on the basis of individual assessments of each receivable. Unit trust funds and money market securities Market-based financial instruments, including unit trust funds and money market securities, which are included in the trade portfolio are valued at fair value on the date of the balance sheet. Other short-term investments are valued at the lowest of average acquisition cost and fair value on the balance sheet date. Bank deposits, cash and money market securities The accounting item bank deposits and cash includes cash, bank deposits and other means of payment with a due date that is less than three months from acquisition. EQUITY Cooperative share capital TINE’s cooperative share capital is the sum of shares held by TINE’s members. Each member has one share. The share’s face value is NOK 500. Membership in TINE is open to milk producers with a milk quota. Subsequent payment fund Following a decision by the board and within the overall framework proposed by the board, profit may be allocated to the subsequent payment fund and subsequent payments for delivered milk during the year. The annual meeting decides potential disbursements from the subsequent payment fund. Disbursements go to those who are members at the time of the decision and shall take place on the basis of the delivery of milk for the previous calendar year. DEBT Other shares and interests classified as non-current assets Long-term liabilities Investments in long-term shareholdings and interests where the Company does not have significant influence, are recognised in the balance sheet at acquisition cost. The investments are written down to fair value in the event of an impairment which is not expected to be temporary. Dividend received from the companies which represent return in the ownership period, are entered as income and presented as other financial income when the dividend is adopted. Long-term debt is recognised in the balance sheet at the nominal debt amount. The costs of raising loans are continually expensed. Contingent liabilities Contingent liabilities are recognised in the income statement if it is probable that they will have to be settled. A best estimate is used to calculate the value of the settlement sum. PENSION PLAN The Company has pension plans which give employees the right to agreed future pension benefits. The obligations are expensed over the service period in accordance with the plan’s benefit formula. The allocation method corresponds to the plan’s benefit formula unless most of the accrual takes place towards the end of the service life. Straight-line accrual is then used. The pension obligations are calculated on the basis of assumptions regarding the number of service years, discount rate, expected returns on plan assets, future adjustment of wages and pensions and the level of the Norwegian National Insurance’s basic amount and actuarial assumptions regarding mortality, voluntary turnover and disability rate. The plan assets are valued at fair value. The net pension obligation consists of gross pension obligation with the deduction of fair value of the plan assets. Net pension obligations for under-financed plans are recognised in the balance sheet as long-term financial obligations, while net pension funds for over-financed plans are recognised in the balance sheet as financial non-current assets if it is probable that the net asset can be utilised. Social security tax is included in the figures for actually underfinanced plans. Deferred tax assets arise if one has temporary differences which give rise to tax-related deductions in the future. Deferred tax assets are recognised in the balance sheet when it is probable that this can be utilised in future years. CURRENCY Transactions in foreign currency are converted at the exchange rate on the transaction date. Money items in foreign currency, which are not hedged, are valued at the current exchange rate. Realised and unrealised gains and losses on currency are recognised net in the income statement. CHANGED ACCOUNTING PRINCIPLES AND COMPARATIVE FIGURES Comparative figures have been prepared based on the same principles as figures for the current accounting period. Changes in obligations due to changes in the pension plan are expensed immediately if the changes in the plan are unconditional at the time of the change. Any changes in the pension plan that are conditional upon future employment are amortised linearly over the period up to when the benefit is vested. Changes in the obligation and plan assets which are due to changes in and deviation from the actuarial assumptions, are amortised over the expected remaining service period for that part of the deviation that exceeds 10 % of the highest of the gross pension obligation and gross pension plan assets, respectively. There is no new Norwegian accounting standards resulted in accounting effects for TINE as a result of implementation in 2013. It is not conducted significant reclassifications or policy changes. In the event of participation in defined-benefit group plans, the Company enters its share of the defined-benefit pension obligation, plan assets and cost associated with the pension plan, into the accounts. When insufficient information is available for recording a group plan into the accounts as a defined-benefit pension plan, the plan is recorded in the accounts as if it was a defined-contribution plan. Interest rate derivatives Obligations within the new Fellesordningen for AFP (joint plan for contractual pension) are a defined-benefit group plan, but this is recorded in the accounts as a contribution plan, as it is currently not measurable and cannot be allocated between the participating companies. Net pension cost, which is the gross pension cost with the deduction of expected return on the pension plan assets, adjusted for allocated effect of deviations in estimates and changes in pension plans, is classified as ordinary operating costs and is presented together with wages and other benefits under employee benefit expenses in the income statement. FINANCIAL DERIVATIVES AND HEDGING The accounting treatment of financial derivatives follows the intention behind entering into the agreements. Derivatives are classified as longterm non-current assets or long-term financial liabilities if the remaining term is longer than one year. TINE uses interest rate hedging instruments to hedge against large fluctuations in the interest rates. Recognition of gains and losses depends on whether the interest rate derivative has been classified as a hedging instrument and, if applicable, the type of hedging. Interest rate derivatives which are not hedging instruments are recorded in accordance with the principle of lowest value. Unrealised losses are expensed as financial expenses. Currency derivatives In order to hedge against fluctuations in the foreign currency rates, TINE uses currency derivatives in line with approved financial policy. Recognition of gains and losses depends on whether the currency derivative is designated as a hedging instrument and, if applicable, the type of hedging. Currency derivatives which are not hedging instruments are valued at fair value. Changes in value are recognised in the income statement as financial income or financial costs. Contribution plans are accrued according to the matching principle. The contributions for the year to contribution-based pension plans are recognised as costs as they occur. 28 | TINE ANNUAL REPORT 2013 TINE ANNUAL REPORT 2013 | 29 TINE ANNUAL REPORT 2013 NOTES Hedging Pensions The accounting treatment of financial derivatives designated as hedging instruments are recorded in line with the principles for the hedging types asset hedging, cash flow hedging or hedging of net investment in foreign business activities. Calculation of fair value of pension obligations is based on several financial and demographic assumptions. Any change in the applied assumptions affects the calculated obligation. Reference is made to note 7 for a more detailed description of the applied assumptions. In the event of hedging of assets or liabilities recognised in the balance sheet, the derivative is entered at fair value. The book value of the hedged asset or liability is adjusted for the value of the financial derivative’s change in value which is related to hedged risk. Fair value financial instruments In the event of hedging of future cash flows, the derivatives are recognised in the balance sheet after tax at fair value. Either unrealised and realised gains or losses on derivatives are recognised directly against the equity until the hedged cash flow affects the income statement. Principles for estimating fair value are mainly based on market prices and various valuation methods. The fair value of currency futures contracts is fixed by using the exchange rate on the balance sheet date. The fair value of currency swaps is calculated at the present value of future cash flows. The fair value of options is fixed using option pricing models. For all of the above derivatives, fair value is confirmed by the financial institution with which the Company has contracts. Deferred tax asset Hedging of net investment in foreign currency is used at the Group level. Derivatives are recorded in the balance sheet at fair value as for cash flow hedging. Unrealised gains and losses on the derivatives (after tax) are recognised in the accounts directly against equity until the foreign activity is sold or the hedge is phased out. The deferred tax asset is entered in the balance sheet only to the degree it is probable that there will be future taxable profits which are large enough to utilise the tax asset, either because the entity has shown a profit recently or because there are identifiable assets with excess value. Provisions USE OF ESTIMATES AND INFORMATION REGARDING SUBSTANTIAL ESTIMATES The accounting principles that have been described entail that TINE’s management has applied estimates and assumptions which affect items in the income statement and balance sheet. The estimates are based on experience and an evaluation of underlying factors. Future events and changes in the framework conditions can entail that estimates and assumptions must be changed. Changes in accounting estimates are recognised in the income statement in the period when the estimates are changed, unless deferred entry into the income statement is in accordance with generally accepted accounting principles. Valuations, estimates and assumptions which have a substantial effect on the accounts are summarised below. Depreciation and amortisation Depreciation and amortisation of property, plant and equipment and intangible assets are based on their assumed economic life. Changed market conditions and future investment decisions will affect existing production capacity and expected useful life. This can provide the basis for changed depreciation and amortisation profiles and will affect future results. Impairment TINE has considerable investments in property, plant and equipment, intangible assets including goodwill, associated companies and subsi diaries. These non-current assets are tested for impairment when indications are present for possible decline in value. Such indicators can include changes in market prices, contract structures, negative events or other operating circumstances. Calculating the recoverable amount requires a series of estimates concerning future cash flows, where price and production volume are the most important. Regarding some income statement items in the accounts, provisions are made for expected future costs based on estimates and information which is available at the time the accounts are submitted. These provisions can deviate from the actual future cost. For example, provisions are related to loss of customers, obsoleteness of goods and contingent loss which are probable and quantifiable, including disputed circumstances and court cases. SEGMENTS Operational segments are reported in the same manner as for internal reporting to the company’s top decision-maker. The company’s top decision-maker, who is responsible for allocating resources to and assessment of earnings in the operational segments, is defined as the Group management. CASH FLOW STATEMENT The cash flow statement is prepared according to the indirect method. PRESENTATION CURRENCY All amounts are in TNOK unless otherwise indicated. Parent company (TINE SA) functional currency is NOK and the Group presentation currency is NOK. NOTES NOTE 1 Segment information The TINE Group’s business consists of three operating segments. The segmentation is based on the product and geography, and in agreement with the organizational structure used in the Group’s internal performance measurement and resource allocation. The dairy segment is divided into Norwegian and international business. 2013 2012 TINE's do mestic dairy operations TINE’s interna tional dairy operations Liquid dairy products 8 073 674 - Solid dairy products 5 262 455 2 123 003 21 215 - 1 187 - 226 512 Sales revenues / operating profit Juice, fruit drinks and water Convenience food Ice cream and desserts Other products Other business Other activities and eliminations 184 674 - 348 343 916 503 676 361 - Total TINE's do mestic dairy operations TINE’s interna tional dairy operations Other business Other acti vities and eliminations Total 8 258 348 7 894 023 - 186 904 - 8 080 928 - 7 733 800 4 862 790 2 024 302 321 912 - 7 209 004 - 937 717 11 851 - 914 219 - 926 071 - 677 548 1 285 - 625 911 - 627 196 1 019 264 - 1 245 777 204 941 - 954 848 - 1 159 790 67 974 - 9 300 - 77 274 97 756 - 44 036 - 141 792 Total sales revenues from ex ternal convenience products 13 653 017 2 123 003 3 154 445 - 18 930 465 13 072 647 13 072 647 3 047 831 - 18 144 779 Sales revenues from external convenience products 13 653 017 2 123 003 3 154 445 - 18 930 465 13 072 647 2 024 302 3 047 831 - 18 144 779 Sales revenues from internal convenience products 1 769 771 2 743 - -1 772 514 - 1 698 060 2 842 - -1 700 902 - 15 422 789 2 125 746 3 154 445 -1 772 514 18 930 465 14 770 707 2 027 143 3 047 831 -1 700 902 18 144 779 1 035 437 - - - 1 035 437 1 087 305 - - - 1 087 305 597 063 15 120 24 875 -154 178 482 879 561 105 16 193 107 650 -147 785 537 164 17 055 289 2 140 865 3 179 320 -1 926 692 20 448 782 16 419 117 2 043 336 3 155 481 -1 848 686 19 769 248 Total sales revenues from convenience products Sales revenues from raw materials Other income Operating income Depreciation, amortisation and impairments Other operating expenses Operating profit -791 393 -51 370 -66 492 -1 000 -910 255 -735 538 -46 399 -67 331 -1 000 -850 268 -15 437 646 -2 045 232 -3 021 008 1 913 351 -18 590 535 -14 900 843 -1 961 817 -2 947 365 1 824 984 -17 985 042 826 250 44 263 91 820 -14 341 947 992 782 735 35 120 140 785 -24 702 933 938 13 433 114 757 652 921 063 -789 066 14 322 762 12 645 181 611 272 903 155 -459 918 13 699 690 3 504 177 591 875 377 940 -439 982 4 034 011 3 078 896 478 433 383 438 -20 118 3 920 649 786 346 55 278 103 450 - 945 074 1 605 666 181 795 60 421 - 1 847 882 Balance Assets Liabilities, non-interestbearing Investments Description of the segments: The TINE’s domestic dairy operations segment consists of TINE SA, OsteCompagniet AS, Melkerampa AS, Næringsmiddelproduksjon AS and TINE Eiendom Espehaugen AS. TINE’s international dairy operations segment consists of the sub-group corporates Wernersson Ost AB (Sweden), Norseland Inc. (USA) and Norseland Ltd. (UK). In addition depreciation and impairment of goodwill and other excess values in Wernersson NOTE 2 Ost AB, Norseland Inc. and Norseland Ltd. are included. Other business activities consist of Diplom-Is AS, Sunniva Drikker AS, Fjordland AS and TINE SAs other subsideries (see note 14) in addition to depreciation of goodwill and other excess value in Fjordland AS (fully depreciated in 2012). Other activities and eliminations includes TINE Holding AB. Sales revenues from convenience products by geographical area THE TINE GROUP 2013 16 465 989 1 149 306 2 212 1 184 202 816 127 941 18 930 465 30 | TINE ANNUAL REPORT 2013 Amounts in NOK 1000 Amounts in NOK 1000 TINE SA 2012 Geographical area 15 860 757 Norway 1 044 108 Other Europe 2 041 Africa 1 134 161 America 2 782 Asia 100 930 Oceania 18 144 779 Sales revenues from convenience products 2013 2012 14 619 195 14 132 078 226 170 159 503 234 147 359 440 332 082 816 654 105 906 91 148 15 311 761 14 715 612 TINE ANNUAL REPORT 2013 | 31 TINE ANNUAL REPORT 2013 NOTES NOTE 3 Other operating income THE TINE GROUP 2012 Income groups 2013 72 376 Transport income 104 215 323 154 55 510 482 879 NOTE 4 345 479 Other income 119 309 Profit from sale of non-current assets 537 164 Total other operating income 2013 2012 108 370 93 373 471 188 469 166 54 205 35 590 633 763 598 129 Cost of materials and changes in inventory THE TINE GROUP 11 505 160 -10 554 11 494 606 Amounts in NOK 1000 TINE SA 2012 Cost category 2013 NOTE 5 Amounts in NOK 1000 TINE SA 11 426 089 Consumption of raw materials and goods purchased for resale 2013 2012 9 577 356 9 489 446 -95 435 Changes in inventories in production and convenience products 11 330 654 Total cost of materials and changes in inventory -112 379 -138 555 9 464 977 9 350 891 Purchase of raw cow and goat milk from milk producers Amounts in NOK 1000 TINE SA Specification of consumption of raw cow and goat milk Total purchase of raw cow and goat milk, see specification below 2013 2012 6 830 353 6 661 875 Changes in inventories of raw cow and goat milk NOTE 7 Pensions and pension obligations TINE SA and its Norwegian subsidiaries have a collective pension plan in MP Pensjon in accordance with the Companies Pension Act. The plan satisfies the rules for Mandatory Occupational Pensions (Norwegian abbreviation - OTP). The group pension plan defines the level of future benefits and the plan is recognised in the accounts as a defined-benefit pension plan. The benefits are mainly dependent on the number of years Pension Calculation basis Pension benefit Retirement pension Up to 6 G 16 % of the pension basis 1) From 6 G to 12 G 44 % of the pension basis 1) Survivor pension spouse/cohabitant Calculated retirement pension 55 % of the calculated retirement pension Survivor pension children Pension basis First child 10 % and thereafter 5 % for each child, up to six children 1) Until 31.12.2013 the pension benefits were respectively 20 % and 48 % of the pensionable salary. In addition to the collective pension scheme has TINE SA and the Norwegian subsidiaries an operating plan for employees earning more than 12 G. The pension benefits of this scheme is 66 % of salary exceeding 12 G and take effect from the age of 62 or 67. TINE SA and most Norwegian subsidiaries are within the agreement area LO - NHO. Employees in companies, based on this, the opportunity to apply for early retirement pension at age 62. The current pension plan is a defined benefit multi-employer plan. The companies within the agreement area -475 -4 669 6 657 206 Purchase of raw cow milk including addition due to quality 6 718 625 6 549 512 Employees Retirement Purchase of raw goat milk including addition due to quality 111 728 112 363 5 532 3 847 6 830 353 6 661 875 43 94 255 - - 114 Specification of purchases of raw cow and goat milk from milk producers Total purchase of raw cow and goat milk from milk producers THE TINE GROUP Profit/loss carried forward from last year -3 812 Profit/loss TINE Råvare to carry forward 19 701 -3 600 3 812 6 822 941 6 685 388 Allocated to subsequent payment from TINE SA to milk producers Total paid to milk producers by TINE 381 294 383 076 7 204 235 7 068 464 1 447 599 Goat milk Total offset raw cow and goat milk in 1000 litres 1 455 241 18 917 19 617 1 466 515 1 474 858 4,91 4,79 Total milk price expressed in NOK/litre We also refer to note 31 for a description of TINE Råvare. NOTE 6 2013 3 000 920 Amounts in NOK 1000 2012 Expense category 2 793 316 Wages and salaries, holiday pay and costs for temporary staff 2013 2012 2 567 139 2 393 430 422 182 337 037 -593 674 3 868 23 460 37 926 263 799 86 Defined contribution plans - - AFP - 99 TINE SA 398 039 Present value of accrued pension entitlements for the year 268 390 Interest costs on pension liabilities -529 673 Projected yield return on pension plan assets 61 852 Recognised actuarial loss (+) / gain (-) 3 387 Amortisation of plan amendment effect 16 566 Accrued employers' contribution 29 688 Other pension costs (including premium for AFP and defined contribution plans) 248 249 Net pension expenses 2013 2012 366 484 345 118 305 650 243 340 -541 739 -486 903 30 788 53 572 3 328 3 328 17 749 11 802 30 486 31 460 212 746 201 717 31.12.2012 Reconciliation of the pension plan’s financial status as of 31.12 with the amounts in the balance sheet: TINE SA 31.12.2013 31.12.2012 Pension obligations and plan assets 31.12.2013 -11 628 397 -10 755 017 Present value of pension entitlements -10 736 710 -9 830 875 12 986 043 11 184 115 Pension assets (at fair value) 11 963 430 10 235 035 495 343 -2 127 1 850 862 401 293 366 485 Employers' national insurance contribution 336 662 305 868 248 249 Net pension expenses including social security tax, cf. note 7 212 746 201 717 -163 566 169 803 161 886 Other personnel expenses 117 887 112 075 42 127 3 835 815 3 569 936 Total personnel expenses 3 234 434 3 013 090 -121 439 4 450 4 363 5 316 Average number of employees calculated in full-time equivalents 3 554 38 2012 Pension expenses 2013 263 799 5 414 Retirement 4 931 Unfunded defined benefits plans 1) THE TINE GROUP 1 357 646 TINE SA Employees Defined benefit plans in MP Pensjon THE TINE GROUP Personnel expenses and number of full-time equivalents THE TINE GROUP TINE SA 1) Unfunded schemes primarily relate to operational plan for employees with salaries exceeding 12 G and gift pensions for employees who previously fell outside the pension scheme in MP Pension. 32 999 Settled raw cow and goat milk in 1000 litres Cow milk including organic milk LO-NHO has a real financial liability as a result of the agreement on early retirement scheme. However, there is not sufficient information to enable the recognition of liabilities in the financial statements. This means that no obligations for the current pension scheme is recognized. The previous early retirement pension scheme was closed on 31.12.2010. The remaining financial liability in this plan is linked to the control of the AFP pensioners gone before 2011. As of 31.12.2013, the various plans include the following number of people for TINE SA and the TINE Group: Allocations of result in TINE Råvare Total paid to milk producers by TINE Råvare in service and the wage level at pension age. The service pension is in addition to the National Insurance pension and is independent of National Insurance benefits. The level of pension benefits in the MP Pension is reduced by 4 % to future accrual with effect from 1.1.2014. It is issued paid-up policies until 31.12.2013 equivalent to 4 % of accrued pension basis. The pension plan in MP Pensjon provides the following benefits with a full accrual period (30 years or more): 6 829 878 Consumption of raw cow and goat milk Amounts in NOK 1000 429 098 Net pension assets excluding taxes and actuarial gains/losses 1 456 354 Unrecognised actuarial gains/losses -1 858 Employers national insurance contribution 1 883 594 Net pension assets in overfinanced scheme -170 970 Present value of pension liabilities 21 176 Pension assets (at fair value) -149 794 Net pension obligations excluding tax and actuarial gains/losses 1 226 720 404 161 495 952 1 346 808 - - 1 722 673 1 750 969 -98 948 -116 253 901 1 317 -98 046 -114 936 31 395 30 017 32 614 Unrecognised actuarial gains/losses 28 719 44 040 48 283 Unrecognised plan amendment effect 36 487 40 283 -16 137 -16 243 Employers' national insurance contribution -13 700 -15 846 -63 519 -85 140 Net pension obligations in underfinanced scheme -46 540 -59 104 Note 7 continues on the following page 32 | TINE ANNUAL REPORT 2013 TINE ANNUAL REPORT 2013 | 33 TINE ANNUAL REPORT 2013 NOTES Note 8 continued Note 7 continued The following assumptions are applied in Norway for the TINE Group and TINE SA: Amounts in NOK 1000 Economic assumptions 31.12.2013 31.12.2012 Discount rate 3,00 % 3,00 % Anticipated salary adjustment 4,00 % 4,00 % Anticipated adjustment of the National Insurance Scheme’s basic amount (G) 3,75 % 3,75 % Expected increase in pensions 3,00 % 3,00 % Projected yield on pension fund assets 1) 5,50 % 5,50 % Demographical assumptions Applied mortality table K2013 K2005 Strengthened KU Strengthened KU Average 3-5 % per year Average 3-5 % per year 2) Applied disability tariff Voluntary redundancy (all ages) 1) The Group senior management Total expenses for salaries Board remuneration subsidiaries Pension costs Other remuneration Employed in TINE SA Hanne Refsholt 2 411 842 – 1 063 237 154 847 Stein Øiom 1 594 402 43 000 262 856 100 289 Johnny Ødegård 1 287 263 – 575 729 115 140 Stein Aasgaard 1 880 113 150 200 437 368 133 156 Eirik Selmer-Olsen 1 392 665 22 750 422 129 138 664 Hege Holter Brekke 7) 1 604 852 21 500 660 481 164 022 Jørn Spakrud 1 827 274 65 000 835 037 155 487 John Ole Skeide 1 871 456 145 167 825 715 164 496 6) calculation of pension cost is assumed to be the expected return on plan assets of 5.5 % based on historical and expected returns in the MP Pension. 2) New mortality table K2013 is applied with effect from 31.12.2013 by 5 % margin for initial mortality and no margin for dynamic subsidence. Per Ivar Berg 8) 804 949 – 461 904 80 836 Aniela Gjøs 9) 144 167 – 76 984 929 Economic and demographic assumptions used for calculating and accounting for pensions are based on the expectations of the actual membership, the conditions of the pension scheme in MP Pension and TNEs expectations of future economic development. 6) THE TINE GROUP TINE SA 2012 Actual return on pension plan assets in the Group pension plan 2013 11,40 % Actual return on pension assets in the company pension scheme 18,60 % 31.12.2013 The pension funds in the corporate scheme in MP Pensjon has the following 31.12.2012 composition: 2012 11,40 % 31.12.2013 31.12.2012 50,50 % 47,60 % Shares 50,50 % 47,60 % 44,60 % 49,20 % Bonds 44,60 % 49,20 % - Property 3,40 % 1,50 % NOTE 8 2013 18,60 % 3,20 % Other assets Related parties and senior management 3,40 % - 1,50 % 3,20 % Amounts in NOK The Group board, Council, Control Committee and group management are defined as related parties and management personnel in TINE. Up to and including 2012, the directors’ fees were paid as one amount. From 2013 directors fees will be paid quarterly. This implies it is paid 3/4 of an annual directors’ fee in 2013. Group board Trond Reierstad (chairman) Board remuneration TINE SA 1) 386 250 2) Other remuneration Retired 17.09.2013 7) Left 22.11.2013 8) Started 17.06.2013 9) Started 01.12.2013 attaining the age of 62: Hanne Refsholt, Stein Aasgaard and Stein Øiom. The agreements are funded by operations. The amount of pension is: 80 % from age 62 to 63, 75 % from age 63 to 64, 70 % from age 64 to 65 and 66 % from age 65 to 67. From the age of 67 they are included in the operations pension plan for employees with salaries exceeding 12 G, which the TINE Group board approved in June 2011. Other Group managers are included in the same operations pension plan. The agree ment enters into force as of age 62 and the pension is 66 % of salaries above 12 G. Neither the Chairman of the Board, the Group Board, the Group Chief Executive nor the Group seniors management receive bonuses, options or have agreements on profit sharing. Disbursements are used as a basis in the note with the exception of pensions where the service cost is used as a basis. None of the above-mentioned management personnel or board members have loans or guarantees in TINE beyond those directors who provide milk and are included in the milk producer loan scheme on milk deliveries, see comments in note 29. The following senior management have pension agreements which come into force upon NOTE 9 Intangible assets and goodwill THE TINE GROUP Acquisition cost at 01.01 Acquisitions (+) during the year Disposals (-) during the year Exchange differences Acquisition cost at 31.12 357 694 Accumulated depreciation and impairments at 31.12 Amounts in NOK 1000 Patents Brand Customers Andre rettigheter Goodwill Total 2013 Total 2012 6 121 82 360 34 585 36 110 238 011 397 187 433 059 – – - 952 – 952 48 652 -429 -5 354 -36 490 -1 752 – -44 025 -76 779 554 8 861 1 905 3 559 25 963 40 842 -7 745 6 245 85 867 - 38 870 263 974 394 956 397 187 - -43 774 - -9 519 -188 880 -242 172 -229 344 6 245 42 093 - 29 351 75 094 152 783 167 843 235 966 132 650 Book value 31.12 Anders Johansen 252 917 224 992 Depreciation for the year – -6 864 - -4 025 -20 699 -31 588 -31 192 Anne Maren Wasmuth 198 467 98 000 Impairments for the year – – - – – – - Torstein Grande 252 917 174 900 Economic period of depreciation 0-15 years 10-20 years 3 years 5 years 5-10 years Cecilie Bjørlo 206 250 170 176 Depreciation schedule Linear Linear Linear Linear Linear Askild Eggebø 206 250 141 750 Import licence in Norseland Inc., classified as patents, is evaluated to have an indefinite lifetime and is not amortised. Lars Woie 172 500 154 050 Helga Thorvik Ulven 206 250 136 600 Goodwill relates to: 31.12.2013 31.12.2012 Norvald Helge Dalsbø 3) 161 250 90 970 Wernersson Ost AB 47 077 54 431 Svein Førde (employee elected) 161 250 – Alpine Dairy LCC 18 332 18 746 Steinar Koen (employee elected) 205 000 – Norseland Ltd. 9 685 14 554 131 250 – Total goodwill 75 094 87 732 Nina Kolltveit Sæter (deputy chairman) 3) Elin Johanne Husby Aarvik (employee elected) Lars Iver Wiig (employee elected) 58 333 – 102 917 – Rolf Øyvind Thue 82 500 64 100 Ottar Råd (employee elected) 37 500 – Annual meeting and Council Remuneration TINE SA Other remuneration Nils Asle Dolmseth (chief) 125 108 178 400 Roy Erik Hetland (deputy) 76 350 55 448 4) Tor Arne Johansen (employee elected) 5) Deputy member An impairment test has been performed for goodwill and other intangible assets where there are indications of a decline in value. The calculation of the recoverable amount is based on discounting future cash flows. The cash flows are based on the budget and other available information at the time of assessment. A moderate annual increase is expected in the sales and contribution margin ratio for the first five years. Constant figures are used for remaining life. It is used required return before tax (WACC) that reflects the risks that are relevant for the companies. THE TINE GROUP 2013 61 849 48 991 110 840 Control Committee Helge Sommerseth (chief) 51 825 30 250 Per Amb 43 575 17 550 43 575 20 500 Anna Stangeland TINE SA 2012 Expensed research and product development 60 855 Research 44 090 Production development 104 945 Total expensed research and product development 2013 2012 61 849 60 855 44 192 40 483 106 041 101 338 A considerable part of on-going research and development work is connected to our priority areas within the dairy sector, especially within health and wholesomeness. Including remuneration from internal regional boards. It is not paid remuneration from other TINE Group companies. The payment to Trond Reierstad is distinguished between NOK 386 250 in directors’ fees and NOK 339 450 in payments to self-employed business (included in other allowances). 3) Started 25.04.2013. 4) Left 31.08.2013. 5) Started 01.09.2013 1) 34 | TINE ANNUAL REPORT 2013 2) Note 8 continues on the following page TINE ANNUAL REPORT 2013 | 35 TINE ANNUAL REPORT 2013 NOTES NOTE 10 Property, plant and equipment THE TINE GROUP Amounts in NOK 1000 Auditor’s remuneration Remuneration to elected auditor - Deloitte AS Land/buildings/ other real property Buildings/ installations Machinery/furniture and fixtures Vehicles Total 2013 Total 2012 Acquisition cost at 01.01 NOTE 11 Amounts in NOK 1000 TINE SA 270 180 5 600 095 9 118 631 880 305 15 869 210 14 878 124 2013 2012 Remuneration to elected auditor - Deloitte AS 2013 2012 Acquisitions (+) during the year 21 429 205 091 647 383 70 219 944 122 1 799 230 5 118 5 028 Statutory audit services 3 101 3 221 Disposals (-) during the year -1 616 -186 781 -274 007 -109 117 -571 520 -795 218 421 146 15 177 21 429 23 36 776 -12 926 907 Exchange differences Acquisition cost at 31.12 290 139 5 633 582 9 513 436 841 430 16 278 587 15 869 210 888 -8 124 -2 345 292 -5 463 247 -601 219 -8 417 881 -8 065 121 7 333 282 015 3 288 291 4 050 189 240 211 7 860 706 7 804 089 -3 607 -198 790 -588 209 -80 176 -870 782 -804 928 -7 886 -14 149 Accumulated depreciation and write-downs at 31.12 Book value at 31.12 Depreciation for the year Impairments for the year Economic period of depreciation - - -7 886 – 0 - 10 years 20 - 30 years 3-15 years 5-10 years Linear Depreciation schedule Linear Linear Linear - 40 767 1 917 3 383 46 067 27 542 Operating leases - 82 216 80 417 16 354 178 987 195 316 - - 13 849 – 13 849 27 786 1 273 -16 069 135 - - -11 561 – -11 561 2013 84 Land/buildings/ other real property Buildings/ installations Machinery/furniture and fixtures Vehicles Total 2013 Total 2012 165 016 5 300 903 8 371 203 769 278 14 606 400 13 732 999 1 600 605 Acquisition cost at 01.01 Acquisitions (+) during the year 2 499 153 731 553 388 57 881 767 499 Disposals (-) during the year -1 390 -163 925 -226 405 -91 211 -482 932 -727 204 166 125 5 290 709 8 698 186 735 948 14 890 968 14 606 400 Acquisition cost at 31.12 Accumulated depreciation and write-downs at 31.12 Book value at 31.12 Economic period of depreciation -5 015 522 -527 234 -7 764 772 -7 443 743 THE TINE GROUP 3 076 188 3 682 665 208 713 7 126 196 7 162 657 2013 -3 546 -188 604 -520 086 -71 344 -783 581 -722 201 1 124 309 -6 873 -13 149 1 018 218 - - -6 873 – 0 - 10 years 20 - 30 years 3-15 years 5-10 years Linear Linear Linear Linear - 40 098 2 107 2 723 Book value at 31.12 of lease agreements recognised in the balance sheet 1) Current year depreciation of leased assets -469 710 1 579 205 44 928 26 782 - 50 542 52 213 2 208 104 963 120 751 - - 12 945 – 12 945 22 310 - - -9 365 – -9 365 -9 876 804 682 4 982 5 492 2012 Remuneration to other auditors 984 Statutory audit services 142 Remuneration for tax advisory service 374 Remuneration for other services 1 500 Remuneration to other auditors Other operating expenses -2 214 521 Depreciation schedule Profit (+) /loss (-) on sale of property, plant and equipment Operating leases 1) NOTE 12 -7 495 Impairments for the year 1 151 Remuneration to other auditors includes the companies Norseland Inc., Alpine Dairy LLC and Bunes Fryselager AS. 158 630 Depreciation for the year 438 674 THE TINE GROUP 1 492 TINE SA 893 Remuneration for other services 7 811 Total remuneration to elected auditor - Deloitte AS 402 Remuneration for other services concerns assistance in connection with environmental audits. Remuneration for other certification services are mainly linked to certification services due to SLF and other governmental authorization. Remunerations to auditors are expensed in the year in which they are incurred. Profit (+) /loss (-) on sale of property, plant and equipment Book value at 31.12 of lease agreements recognised in the balance sheet 1) Current year depreciation of leased assets 485 Remuneration for certification services 1 405 Remuneration for tax advisory service TINE SA 2012 Cost category 1 056 326 Indirect costs associated with production and operations 988 784 Transportation costs -462 876 Feed transport subsidy income (transport supplement and distribution supplement) 1) 1 492 618 Sales costs, marketing and other operating expenses 2013 2012 983 461 918 356 982 417 957 664 -469 710 -462 876 1 152 716 1 093 009 4 483 6 428 Loss on sale of property, plant and equipment 4 313 4 210 3 609 3 172 Loss on receivables and contracts 1 359 2 322 2 654 556 2 512 685 3 260 114 1) Amounts in NOK 1000 3 084 452 Total other operating expenses Reimbursement from the price equalisation scheme for raw milk transport costs for the distance from milk producer to the quoting point, see also note 30. Reference to note 34. Buildings and installations consist of own production premises, warehouses and administration buildings for use in own dairy activity and production of ice cream. Rental to external tenants is insignificant. Tangible fixed assets are tested for impairment where indications of a decline in value. Impairment to recoverable amount of property, plant and equipment is carried out as a result of decisions on future closing of plants, re-organisation of operations and projects which have been experienced as less profitable than expected. Additions in 2013 include MNOK 5 in capitalised interest. This figure for 2012 was MNOK 48. The table below shows the carrying value of buildings, technical installations and machinery under construction. Construction in progress is not depreciated until the plant is used. Refer to investment in lager new plants in note 36. TTHE TINE GROUP 2013 45 663 48 375 Income from investments in subsidiaries Amounts in NOK 1000 TINE SA Finance income art Group contribution 2013 2012 39 649 7 880 Dividend 12 791 20 957 Total income from investments in subsidiaries 52 440 28 837 TINE SA 2012 Construction in progress 159 907 Buildings 45 477 Technical installation 2013 2012 45 197 159 486 44 276 33 844 267 719 346 051 Machinery 237 774 337 064 361 757 551 435 Total construction in progress 327 247 530 395 36 | TINE ANNUAL REPORT 2013 NOTE 13 TINE ANNUAL REPORT 2013 | 37 TINE ANNUAL REPORT 2013 NOTES NOTE 14 Investments in subsidiaries and associated companies Amounts in NOK 1000 NOTE 15 Unit trust funds and listed shares Amounts in NOK 1000 THE TINE GROUP Registered offices Subsidiaries Ownership interest/ voting shares Procurement time Share of equity in the company at 31.12.2013 Book value in TINE SA at 31.12.2013 Book value in TINE SA at 31.12.2012 31.12.2013 COMPANIES DIRECTLY OWNED BY TINE SA Bunes Fryselager AS Porsgrunn 1975 1) 19 % 2 883 95 95 Diplom-Is AS Nittedal 1991 2) 100 % 235 329 471 394 471 394 TINE SA 31.12.2012 Unit trust funds and listed shares 31.12.2013 13 620 Acquisition cost – 13 620 – 11 991 Book value of unit trust funds and listed shares – 11 991 Impairment of long-term financial assets Fjordland AS Oslo 1985 51 % 35 398 18 333 18 333 Floren Eiendom AS Oslo 2002 100 % 1 692 1 692 1 692 THE TINE GROUP Landbrukets Ferskvaredistribusjon AS Oslo 1994 100 % 338 367 357 2013 Maritex AS Oslo 2001 100 % 10 852 8 624 8 624 – Melkerampa AS Oslo 2002 3) 100 % 5 674 8 590 6 291 -218 739 Impairment of other companies Norseland Holdings Ltd. Ilchester, UK 2004 100 % 34 368 67 999 67 999 -218 739 Total impairment of long-term financial assets Norseland Inc. Stamford, USA 1978 100 % 119 605 3 153 3 153 Næringsmiddelproduksjon AS Oslo 2001 100 % 1 000 1 103 1 103 OsteCompagniet AS Oslo 2001 100 % 5 585 3 053 3 053 Sunniva Drikker AS Oslo 2002 100 % 11 535 12 427 12 427 TINE Eiendom Espehaugen AS Bergen 2010 100 % 36 650 86 933 86 781 TINE Holding AB Ulricehamn, Sweden 2007 100 % 594 626 589 777 118 041 1 095 535 1 273 540 799 344 4) 5) Total COMPANIES OWNED BY SUBSIDIARIES Bunes Fryselager AS Porsgrunn 1975 1) 40 % Norsk Iskrem AS Nittedal 1989 6) 100 % Norseland Ltd. Ilchester, UK 2008 7) 100 % Phonefood Ltd. Ilchester, UK 2008 7) 100 % Ridgebrick Ltd. Ilchester, UK 2013 7) 100 % Alpine Dairy LLC Winesburg, USA 2012 8) 100 % Wernersson Ost AB Ulricehamn, Sweden 2007 9) Wernersson Glass AB Ulricehamn, Sweden 2003/04/06 Färskvarugruppen AL AB Jonkoping, Sweden 2007/08 11) 100 % Wernersson ETC Ost AB Ulricehamn, Sweden 2007 11) 100 % Wernersson Ost Danmark AS Roskilde, Denmark 2007/08/11 11) 100 % TINE SA – Impairment of associated companies 2013 2012 1 800 9 243 -266 706 1 534 9 949 Impairment of associated companies in 2012 and 2013 mainly relates to Tun Media AS. Change of other companies is net income as a result of the reversal of previous years impairment. NOTE 17 Fanancial risk and derivatives TINE has an unified approach to the Group’s financial risk. The primary objective of TINE’s financial policy is to contribute to the highest and most stable milk price possible. TINE utilises interest rate and currency derivatives as part of managing the Group’s currency and interest rate exposure. Interest rate swaps, forward exchange rate contracts and currency options are used to achieve the desired interest rate structure for the lending portfolio as well as to hedge cash flows in foreign currency that will affect the milk price. TINE’s currency risk arises from trade transactions that are mainly related to sale of goods and purchase of raw and packaging material abroad, as well as investments in and dividend from subsidiaries outside Norway. Balance sheet risk is related to ownership interests in foreign subsidiaries and associated companies in Sweden, Denmark, the UK and the US with functional currency other than NOK. 100 % Amounts in NOK 1000 2012 Financial cost art FOREIGN CURRENCY RISK 100 % 9), 10) NOTE 16 In order to reduce risk in connection with trade transactions in foreign currency, TINE has entered into forward exchange rate contracts and currency options related to purchases and sales of the USD and EUR currencies, where TINE has its main exposure. Most of the derivatives in EUR are related to purchase, while derivatives in USD are linked to sales. Furthermore, TINE Holdings AB currency loans is hedged with exchange rate swaps or loans. The TINE Group has also defined parts of the external loans in SEK, USD and GBP as hedging instruments for net investment in the Group. The currency derivatives are evaluated in accordance with Section 5-9 of the Norwegian Accounting Act at fair value in the balance sheet. Realised gain and loss, as well as unrealised changes in fair value are recognised in the income statement. Fair v alue on currency derivatives is calculated based on valuation techniques where expected future cash flows are discounted to present values. Calculation of expected cash flows and discounting of these take place using observed exchange rates for the various currencies. Amounts in NOK 1000 Bunes Fryselager AS founded 1/1, 2012, after a conversion from Bunes Fryselager A /L. The company has the same owners and distribution of shares that the owners had in Bunes Fryselager A/L. The total ownership for TINE SA and Diplom-Is AS is 59 %. The total share capital of the company amounts to TINE Group, TNOK 8 951. 2) Time for establishment of limited company. 3) Changed name from Gastronom AS to Melkerampa AS in 2012. Registered office and business area are also changed. 4) Changed name from FellesJuice AS to Sunniva Drikker AS in 2013. 5) Changed name from Wernersson Ost Holding AB to TINE Holding AB in December 2012 . The company is provided MSEK 550 in new equity from TINE SA in 2013. 6) Owned by Diplom-Is AS. 7) Owned by Norseland Holdings Ltd. 8) Owned by Norseland Inc. 9) Owned by TINE Holding AB. 10) Changed name from Diplom-Is Sverige AB to Wernersson Glass AB in 2012. Change in registered office from Gothenburg, Sweden to Ulricehamn, Sweden in 2012. 11) Owned by Wernersson Ost AB. 1) ASSOCIATED COMPANIES THE TINE GROUP 31.12.2013 Ownership interest/ vo ting shares No. of sha res/units Share of result 2013 Share of equity at 31.12.2013 Share of result 2012 2013 -77 680 Share of equity at 31.12.2012 Book value at 31.12.2013 Book value at 31.12.2012 2000 25,50 % 23 523 807 -536 10 216 -2 669 10 752 10 212 11 762 Skala AS 2) Oslo 1948 50,00 % 12 500 -5 029 64 172 4 047 75 201 984 984 Fjordkjøkken AS Varhaug 1996 21,54 % 4 000 3 745 17 628 2 646 16 403 5 600 5 600 Skånemeierier Storhushåll AB 3) Malmö, Sweden 2010 – – – – 8 807 – – – Other associated companies 1 208 5 933 -186 4 888 4 231 4 371 Total associated companies -612 97 949 12 644 107 244 21 027 22 717 3) 31.12.2012 354 648 Amounts in NOK 1000 Oslo 2) 31.12.2013 648 Unrealised profit (+) / loss (-) THE TINE GROUP TUN Media AS 1) 1) 31.12.2012 Market value of currency derivatives All currency derivatives is due within end of December 2014. Change in unrealized values recognised in the financial statement amounts to MNOK -0,4 in 2013. TINE Group has hedged a portion of the net investment in TINE Holding AB, Wernersson Ost AB, Norseland Ltd. and Norseland Inc. with loans. Accumulated unrealized changes in value of the net investment hedge as at 31.12.2013 is MNOK -49,7 after tax and is included in other equity in the TINE Group. TINE SA Procurement time TINE SA 273 THE TINE GROUP Registered offices 31.12.2012 – 76 458 -1 222 1) TINE SA 2012 Realised and unrealised currency profit and loss 25 251 Realised currency exchange loss -31 849 Unrealised currency exchange profit and loss -6 598 Net realised and unrealised currency profit and loss 1) 2013 2012 -77 548 24 230 12 965 -24 205 -64 583 25 Currency profit and loss is recorded as part of the profit accounting in TINE SA. Hedge accounting is used in the TINE Group so that effects of currency is included in other equity. Reference made to note 19 for specification. Note 17 continues on the following page Ownership in TUN Media AS in 2012 changed from 28,52 % to 25,50 %. Changed name from Landteknikk AS to Skala AS in 2012. Ownership was changed in 2012 from 49,83% to 50,00 %. The company was sold in 2012. Profit on the sale included in share of result in 2012. 38 | TINE ANNUAL REPORT 2013 TINE ANNUAL REPORT 2013 | 39 Note 17 continued TINE ANNUAL REPORT 2013 NOTES Note 18 continued INTEREST RATE RISK COMMODITY RISK Most of TINE’s interest rate exposure is related to long-term liabilities. The purpose of TINE’s financial policy for managing interest rate risk is to provide the TINE Group with the most cost-effective financing possible, together with a desire for a certain amount of stability and predictability in the financial expenses. In order to reduce risk related to future interest rate payments as a result of fluctuations in the market interest rates, TINE can enter into interest rate swaps, FRAs (forward rate agreements) and interest rate options. As of 31.12.2013, TINEs interest rate deriative porfolio consist of only intererst rate swaps. The interest rate hedge ratios matches the expected net interest-bearing liabilities. The interest rate derivatives mature up to 15 years from entering the contracts. THE TINE GROUP 31.12.2013 TINE SA 31.12.2012 Market value interest rate derivatives -30 814 31.12.2012 -30 814 -52 041 – -3 153 -30 814 -55 194 -52 041 Total interest rate derivatives where the change in value is charged to equity 1) Total interest rate derivatives recognised in accordance with the lower of cost or -3 153 market principle – -55 194 Total interest rate derivatives -30 814 Amounts in NOK 1000 31.12.2013 2) World market prices for the major bulk products such as butter, milk powder, cheddar and Gouda rose significantly in 2013. There have been various regional changes for the year in which climate is one of the main factors and where extreme weather has affected production. It has also been changes in production costs, where the price of feed has been significant. There has also been an increase in demand that has risen faster than production. Although the production for the year 2014 will increase, there is great uncertainty in how prices will develop. The management of China ’s milk NOTE 18 deficit and India’s role in the future are important factors for the development of the world market. Furthermore feed prices combined with the weather have a significant impact on prices also in 2014. The challenge for TINE will primarily be the changes in prices that will take place in the EU. A strong import protection is essential to limit the effect of the changes taking place in the international market. Of significant inputs TINE ensures the energy prices in the future where approximately 50 % is hedged on a one-year horizon. Taxes Amounts in NOK 1000 THE TINE GROUP 1) 2) Interest rate derivatives where change in value is recorded in equity is linked to cash flow hedging. Fair value is adjusted for tax effect. MNOK -20,2 is included in other equity. Total carrying amount of interest rate derivatives is recognised in the balance sheet as long-term financial obligations and long-term claims. INTEREST RATE SENSITIVITY ANALYSIS The analysis illustrates the interest rate risk connected to the TINE Group’s interest-bearing liabilities and interest derivatives pr 31.12.2013. This shows how an interest rate change of 2 % will affect the result for the next fiscal year (amounts in MNOK). Any effects on the market value of the interest rate derivatives as a result of changes in TINE SA 2012 Reconciliation from nominal to actual tax rate 2013 the future yield curve are not included in the analysis. Any changes to the yield curve will affect the market value of both interest rate derivatives and interest-bearing liabilities with fixed interest. In the calculations the nominal tax rate of 28 % is used. 2013 2012 789 960 762 064 Profit before tax 686 051 734 337 221 189 213 379 Expected income tax according to nominal tax rate in Norway 192 094 205 614 Tax effect of the following items 12 093 Non-deductible costs 9 884 -35 515 Non-taxable income -3 696 2 073 Differences in tax rates in other countries 1 249 -107 261 Payments to milk producers -106 762 5 018 THE TINE GROUP Net interest bearing liabilities 3 698 3 698 TINE SA Total hedging (fixed rate and interest rate swap) Net exposure to interest rate risk 1 200 1 200 Profit after tax 2 768 The net effect positive change in the 40 interest rate (2 %) 2 768 The net effect of adverse changes in -40 interest rates (-2 %) CREDIT RISK The credit risk is the risk of a party inflicting a financial loss on the other party by not fulfilling its obligations. TINE assumes counterparty risk in the sale of goods, in investment of surplus liquidity and in financial derivatives trading. TINE has established routines for evaluating credit rating of customers and establishment of credit limits in relation to the company’s credit policy. These guidelines allow e.g. for reassessment of guarantees or demanding cash payment for deliveries of goods. The TINEs customers are wholesalers and individual customers in several customer segments. Their capacity to pay is regarded as good and TINE’s losses on receivables have historically been low. In connection with the fundamental changes in the economy, the follow-up of exposed customer groups has been strengthened. TINE SA has also entered into an operating guarantee scheme where TINE guarantees maximum 50 % of outstanding credit which the milk producers have in the Trade Credit Facility for agriculture. Historically there have been low payments under this scheme. Note 17 continues on the following page 40 | TINE ANNUAL REPORT 2013 Net interest bearing liabilities Amounts in MNOK 1000 Total hedging (fixed rate and interest rate swap) 1 500 1 500 Net exposure to interest rate risk 2 428 2 428 -5 776 171 Profit after tax 35 -35 Counterparty risk for financial derivatives and placement of surplus liquidity is reduced by choosing counterparties with high credit ratings, as well as diversification. LIQUIDITY RISK The liquidity risk is the risk that TINE will not be able to service its financial liabilities as they mature. TINE manages its liquidity risk by having sufficient liquid reserves and overdraft facilities with banks, and by continuous monitoring future cash flows from the TINE Group’s financial assets and liabilities. TINE’s liquidity is considered to be good. As of 31.12.2013, TINE has credits within drawing rights that can cover short-term refinancing needs, and the available credits indicates that the liquidity risk may be considered very low. TINE has during last years made considerable investments in new plants, which led to an increased need of financing. These extraordinary investments are completed. Reference is made to note 25 where a further description is given of overdraft facilities and the financing situation. – – – -3 390 Net associated companies – – 430 2 786 3 108 Other items -1 658 – -107 261 – 7 320 Wealth tax 6 695 – -106 762 5 282 Amortisation of goodwill -1 887 Change in tax rate -21 650 10 586 -42 158 -2 450 Change in impairment of deferred tax assets 198 Impairment of long-term financial assets -61 8 183 -8 039 -19 202 – 6 695 7 320 -2 487 3 530 104 603 92 950 Total tax expense 70 912 80 417 13,2 % 12,2 % Effective tax rate 10,3 % 11,0 % THE TINE GROUP TINE SA 2012 Deferred tax effect of items recognised directly against equity 2013 -4 634 Hedging of future cash flows 7 103 2 336 Equity hedging of foreign subsidiary -19 438 -2 298 Deferred tax effect of items recognised directly in equity -12 335 THE TINE GROUP/NORWAY 2013 95 425 45 609 – 6 695 52 304 2012 -4 634 – – 7 103 -4 634 THE TINE GROUP/INTERNATIONAL 2012 Split of income tax expense between Norway and other countries 2013 2012 9 178 7 615 31.12.2013 31.12.2012 34 386 33 972 85 335 Total tax expense THE TINE GROUP 31.12.2013 2013 7 103 TINE SA 31.12.2012 Tax payable in the balance sheet: 47 231 Income tax – Tax effect of disbursed group contribution 7 320 Wealth tax 54 551 Tax payable in the balance sheet -4 534 -552 6 695 7 320 36 547 40 740 Note 18 continues on the following page TINE ANNUAL REPORT 2013 | 41 TINE ANNUAL REPORT 2013 NOTES Note 18 continued NOTE 19 THE TINE GROUP 31.12.2013 Assets Liabilities – 71 704 Equity THE TINE GROUP Specification of tax effect of temporary differences and loss carried forward Assets Property, plant and equipment Liabilities – 21 056 – 9 631 – 9 676 5 444 – Long-term liabilities 5 904 – Cooperative share capital 8 224 – Financial derivatives 15 287 – 7 872 340 000 – 465 122 – 490 270 Excess values through acquisitions Pension funds Revaluation account for currency – 2 140 Inventories – 22 426 672 – – – – 29 253 1 287 – Short-term receivables 14 905 – Short-term liabilities – 16 624 – 9 982 – 105 744 602 316 -29 696 -29 696 76 048 572 620 -70 767 – 5 281 572 620 Total equity 5 202 667 35 386 5 585 925 Cooperative share capital Other equity Minorities share Total equity 9 536 340 000 4 952 720 55 380 5 357 636 Net profit for the year and minorities share – – 654 014 15 100 669 114 – – -383 076 – -383 076 -1 664 – – – -1 664 -11 916 Equity at 01.01 Change in equity for the year – – 668 428 16 929 685 357 – – -381 294 – -381 294 -553 – – – -553 – 6 189 – – 17 277 – 17 277 – – -11 916 – – – – -52 416 – -52 416 Equity hedge of foreign subsidiaries – – 6 007 – 6 007 102 156 559 521 – – – – – Changes in minorities – – – -15 051 -15 051 – – – -12 235 -12 235 – – -20 043 -20 043 – 72 225 – 72 225 – – -15 082 – -15 082 7 319 340 000 5 526 887 40 080 5 914 286 The minorities share of disbursed dividend Currency conversion difference and miscellaneous Equity at 31.12 – – 7 872 340 000 5 202 667 35 386 5 585 925 – – 7 764 Offsetting of tax assets/tax liabilities -28 480 -28 480 Deferred tax assets/tax liabilities 73 676 531 041 Unrecognised deferred tax asset -69 121 – 4 555 531 041 Net deferred tax asset/tax liability in the balance sheet Mino rities share 73 611 6 682 Profit and loss account Total before offsetting Other equity Subsequent payment fund Allocated to milk producers Net payments and disbursements of cooperative share capital Hedging of future cash flows Pension liabilities Remuneration/loss carried forward 31.12.2012 31.12.2013 Subsequent payment fund 75 884 Amounts in NOK 1000 31.12.2012 Deferred tax assets are recognized based on future income. Tax losses carried forward have no time limit. TNOK 72 434 of tax effect of the loss per 31.12.2013 belong to the Swedish business in TINE. Minorities represent external owner’s share of subsidiaries. THE TINE GROUP The minorities share in the equity is distributed as follows. TINE SA 31.12.2013 Assets Liabilities – 55 260 31.12.2012 Specification of tax effect of temporary differences and loss carried forward Assets Property, plant and equipment – – Revaluation account for currency 8 224 – Financial derivatives – 465 122 – 2 140 – – 490 270 Inventory – 23 419 – Short-term receivables 12 566 – 17 720 11 744 15 287 Pension funds 497 Liabilities – 5 990 Fjordland AS 33 860 29 396 Total minorities share of the equity 40 080 35 386 TINE SA 31.12.2013 Cooperative share capital Subsequent payment fund Other equity Total equity 7 872 340 000 5 296 539 5 644 411 – 17 430 – Pension liabilities 16 549 – – Short-term receivables 21 362 – – 7 097 Profit and loss account – 2 579 – – 615 139 615 139 39 007 550 898 Total before offsetting 53 717 524 163 – – -381 294 -381 294 Offsetting of tax assets / tax liabilities -53 717 -53 717 - 470 446 -553 – – -553 -39 007 - 511 891 Deferred tax assets/tax liability in the balance sheet THE TINE GROUP 2013 TINE SA 2012 Distribution of tax at different tax types 2013 2012 53 189 45 204 Deferred tax 34 342 42 434 45 609 47 231 Income tax payable 29 852 33 420 6 695 -890 104 603 7 320 Wealth tax -6 805 Change in tax payable previous years 92 950 Total tax expense 6 695 7 320 23 -2 757 70 912 80 417 31.12.2012 6 220 519 -39 007 31.12.2013 Bunes Fryselager AS 31.12.2012 Cooperative share capital Subsequent payment fund Other equity Total equity 9 536 340 000 5 037 611 5 387 147 Equity at 01.01 Change in equity for the year – – 17 277 17 277 7 319 340 000 5 547 663 5 894 982 NOTE 20 Net profit for the year – – 653 920 653 920 Allocated to milk producers – – -383 076 -383 076 -1 664 – – -1 664 Net payments and disbursements of cooperative share capital Hedging of future cash flows Equity at 31.12 – – -11 916 -11 916 7 872 340 000 5 296 539 5 644 411 Obligations related to lease agreements in the balance sheet THE TINE GROUP Amounts in NOK 1000 TINE SA 31.12.2013 31.12.2012 31.12.2013 31.12.2012 14 786 Present value of lease pay27 077 ments 14 462 24 751 15 635 29 703 Nominal value 15 371 26 877 Estimated minimum lease payments which fall due during one year, two to five years, and over five years respectively. THE TINE GROUP TINE SA more than 1 year 2 to 5 years 8 620 6 166 – 14 786 9 217 6 419 – 15 635 Nominal value 5 years Total Present value of minimum lease payments more than 1 year 2 to 5 years 8296 6 166 – 14 462 8953 6 419 – 15 371 5 years Total Book value of assets related to lease agreements in the balance sheet is specified in note 10 tangible fixed assets. 42 | TINE ANNUAL REPORT 2013 TINE ANNUAL REPORT 2013 | 43 TINE ANNUAL REPORT 2013 NOTES Note 25 continued NOTE 21 Long-term loans to Group companies Amounts in NOK 1000 The table below shows the contractual loan payments per yerar THE TINE GROUP TINE SA 31.12.2013 31.12.2012 Repayment in: 2014 TINE SA 2015 2016 2017 Long-term loans to Group companies – 345 970 399 000 – – 600 000 Total long-term loans to Group companies – 345 970 – 400 000 438 462 76 924 – – 242 481 – 2 553 1 089 1 089 1 089 8 562 4 800 1 366 – 410 115 405 889 683 398 Long-term loans from TINE SA to Group companies were settled in March and June 2013. Intercompany loans previously provided by TINE SA have been replaced by intercompany loans by TINE Holding AB. All outstanding interests to TINE SA were paid at the time of settlement. For 2012 the average interest rate was 4,3 % pro annum. NOTE 22 Inventories 2018 and later Type of loan 500 000 Bonds 984 614 Other long-term interest-bearing debt – Multi-currency credit facility 13 340 Bank loans – Other loans 678 013 1 497 954 Total other liabilities TINE SA The average interest rate in 2013 for long-term interest bearing dept was 3,4 %. In 2012 the average rate was 4,3 %. 31.12.2013 31.12.2012 Specification 31.12.2013 31.12.2012 301 142 257 295 Raw materials 266 924 221 655 Bond issues 507 534 434 538 Goods in production 468 018 434 201 711 333 773 775 Convenience products 570 295 491 733 TINE SA has four bond issues traded on ABM (Alternative Bond Market) with a total outstanding amount of MNOK 1 499 as of 31.12.2013. All loans are based on contracts with Norsk Tillitsmann ASA. The loans have a negative pledge clause and are co-ordinated with other interestbearing loans. 305 983 138 279 Goods for resale 1 603 887 Total inventories THE TINE GROUP 31.12.2013 1 699 672 126 321 1 825 992 50 858 73 313 1 356 095 1 220 902 TINE SA 31.12.2012 Principle for valuation of inventory 1 461 151 Valued at acquisition cost 31.12.2013 31.12.2012 1 251 871 1 100 546 142 736 Valued at fair value 1 603 887 Total inventories 104 224 120 356 1 356 095 1 220 902 Other long-term interest-bearing debt TINE SA’s remaining long-term interest-bearing debt as at 31.12.2013 is MNOK 1 900 and consists of two loans from the Export Finance and two loans from the Nordic Investment Bank. The Group’s inventories were written down by MNOK 59,2 as of 31.12.2013 due to obsolescence and changed market conditions for some indi vidual product segment. The impairment applies mainly to butter and cheese. The figure for 2012 was MNOK 103,4. Balances with associated companies Amounts in NOK 1000 THE TINE GROUP 31.12.2012 Balances with associated companies – 242 313 – – – – – – – 8 297 4 800 1 366 – – 407 297 404 800 682 141 676 924 1 484 614 666 000 271 346 71 210 706 155 3 768 6 544 36 104 27 463 Bank deposits, cash and money market securities Amounts in NOK 1000 TINE SA 31.12.2012 Bank deposits, cash and money market securities 104 245 99 427 Bank deposits and cash 309 687 26 701 Money market fund 31.12.2013 31.12.2012 126 128 Total bank deposits, cash and money market securities 1 448 4 770 302 553 – 304 001 4 770 – – consisting of: 3 592 Restricted bank deposits 615 519 NOTE 27 THE TINE GROUP – 669 929 937 346 530 071 578 654 Pledges Amounts in NOK 1000 THE TINE GROUP Booked value of debt secured by pledge 31.12.2013 31.12.2012 37 690 37 043 15 345 15 640 Carrying amounts of assets pledged as security for this debt Inventories Trade receivables The table below shows the long-term loans in TINE. 674 151 Unused overdraft facilities – TINE SA has a group account contract with Danske Bank A/S for a overdraft facility for the whole of the group with the exception of Norseland Inc. and Fjordland AS. They have separate bank contracts and overdraft facilities. Machines - movable property Amounts in NOK 1000 Overdraft facilities, outside the Group account contract 1 008 556 Total short-term interest-bearing liabilities Buildings and land Other long-term liabilities Amounts in NOK 1000 369 929 271 346 6 561 Total receivables to associated companies The loan agreements restrict the admission of new loans with collateral without the approval of the lenders. Key covenants beyond this is a minimum equity ratio at the TINE Group level, restrictions to use of financial leasing and restrictions to sales of assets that constitute a substantial part of the activities to be approved by the lenders. Overdraft facilities, Group account contract 369 929 27 466 Short-term liabilities to associated companies Covenants TINE SA 31.12.2012 5 625 Total pledged assets 1 220 1 062 149 197 120 600 97 721 86 209 263 483 223 510 TINE SA 31.12.2012 Type of loan 31.12.2013 31.12.2012 1 499 000 1 209 000 Bonds 1 499 000 1 209 000 1 900 000 1 900 000 Other long-term interest-bearing debt 1 900 000 1 900 000 242 313 44 969 44 969 Multi-currency credit facilities 19 160 3 511 Bank loans 14 896 27 080 Other loans 3 675 369 984 614 – TINE SA has an agreement with four banks for a long-term multi-currency credit facility of MNOK 1 000 The credit facility was renegotiated in May 2011 and has a term of 5 years. The credit facility is primarily used as a ’back-stop’ for short-term financing. As at 31.12.2013 MNOK 242 were drawn under the credit facility. 31.12.2012 Short-term interest-bearing liabilities 31.12.2013 2 875 242 313 500 000 76 924 31.12.2012 5 625 Long-term receivables to associated companies 31.12.2013 600 000 438 462 300 000 2 875 THE TINE GROUP NOTE 25 – 400 000 31.12.2013 36 226 9 619 – – Certificate loans 919 413 932 399 000 666 000 893 31.12.2013 2018 and later 300 000 936 Short-term receivables to associated companies 3 768 NOTE 24 TINE SA 893 36 090 2017 Multi-currency revolving credit THE TINE GROUP 31.12.2013 31.12.2013 2016 Short-term interest-bearing liabilities NOTE 26 NOTE 23 2015 Amounts in NOK 1000 THE TINE GROUP 1 825 992 Repayment in: 2014 3 184 560 Total other liabilities – – 14 463 24 751 3 655 776 3 178 720 A limited part of the long-term and short-term debt at Group level is secured by pledge. This pledge security was provided to TINE’s subsidiaries before TINE entered into the existing long-term and short-term loans in the Group. TINE has made a commitment to not take up new loans with pledge security in the Group’s assets without the lender’s consent. Note 25 continues on the following page 44 | TINE ANNUAL REPORT 2013 TINE ANNUAL REPORT 2013 | 45 Note 30 continued NOTE 28 Transactions with related parties Amounts in NOK 1000 TINE SA Transactions with subsidiaries Sale of convenience products and services Purchase of convenience products and services 2013 2012 1 812 322 1 747 125 23 106 25 167 Transactions with associated companies Sale of convenience products and services Purchase of convenience products and services We define related parties as our owners, senior employees, all subsidiaries and associated companies of TINE SA and MP Pensjon. Concerning transactions with our owners, reference is made to note 5 which specify transactions linked to subsequent payment and purchase of raw cow and goat milk from milk producers, and note 29 which specify balance with owners linked to loan scheme. Transactions with MP Pensjon regarding payment of pension premiums is described in note 7 Pensions and pension obligations. Remuneration for senior management is described in note 8. NOTE 29 7 538 608 477 Receivables and liabilities from Group companies are presented in sepa rate lines in the income statement and in the balance sheet and in notes 13 and 21. Outstanding amount with associated companies are des cribed in note 23. TINE SA’s ownership in subsidiaries and associated companies are presented in note 14. Convenience products are bought and sold at the same prices and terms used for external third parties transactions. Transactions related to services to related parties are sold at cost price added an estimated profit at commercial terms. The profit added depends on the type of service delivered. The TINE Group provides loans to employees for the purchase of vehicles and computers. As of 31.12.2013 this amounts to MNOK 2 for the TINE Group. TINE SA provides monthly loans to the individual milk producers based on the their monthly milk deliveries. Accumulated loans throughout the year are offset against part of the member’s subsequent payment as decided at TINE’s general meeting. As of 31.12.2013, the milk producer loan scheme amounts to MNOK 205. The loans are granted against security in the milk producers future milk deliveries. In addition, TINE SA has provided loans to milk producing members of TINE in connection with purchasing milk quotas. As of 31.12.2013, total loans related to this amounts to MNOK 2. The scheme is to be liquidated. No further loans are granted. GUARANTEES: Bank guarantees In 2013 guarantee commitments are mainly moved from Danske Bank A/S til Euler Hermes Norge. Danske Bank A/S and Euler Hermes Norge have provided a total guarantee limit of MNOK 400 at the disposal of TINE SA. The guarantee liability mainly covers the tax withholding gua- Outstanding accounts included in this note consist of market regulation (2), subsidy schemes (3) which are agreed in the agricultural agreement and where TINE handles payment to its owners, as well as the price compensation scheme (4). Note 30 continues on the following page 46 | TINE ANNUAL REPORT 2013 Statements for market regulation initiatives and subsidy applications are processed by the Sales and Marketing Council in April the following year. Adjustments may therefore occur after the balance sheet date. The final settlement of balance with SLF is carried out in the first half of the following year. Amounts in NOK 1000 2013 2012 10 338 12 854 5 489 -9 665 AVAILABLE FUNDS TO MARKET REGULATION Balansces with SLF related to market regulation at 01.01 Adjustments for previous years Settlement of balance with SLF previous year -15 827 -3 189 Funds to market regulation activities handled by TINE SA 138 589 120 082 Allocated to professional measures and information activities Total allocated funds to market regulation Price reduction export rantee for TINE SA and its subsidiaries, transportation permit guarantees. 34 301 33 550 172 890 153 632 – – Price reduction domestic, excluding school milk 14 495 9 653 Other initiatives, excluding administration and interest 53 841 60 745 School milk scheme 28 022 29 015 9 777 10 332 Administration cost TINE and interest The utilised limit as of 31.12.2013 were MNOK 1 by Danske Bank A/S and MNOK 166 by Euler Hermes Norge, of which tax withholding guarantees amount to MNOK 153. GUARANTEES PROVIDED BY TINE Professional initiatives and information activities Total used funds in market regulation Balances with SLF related to market regulation at 31.12 34 301 33 550 140 436 143 294 32 454 10 338 Surety on MNOK 18,3 provided by TINE SA vis-a-vis Euler Hermes Norge as security for guarantees given to majority-owned subsidiaries. All milk producers pay sales fee and over-production fee. The fees are reduced from amount paid out to milk producers in the monthly milk settlements. In 2013 the sales fee was NOK 0,17 per litre for the first half year and NOK 0,10 per litre for the second half year. Fee for overproduction was NOK 3,20 per litre. Additionally research fee is collected from TINE SA and other actors and paid to SLF. TINEs collection of fees are on behalf of SLF. Parent company guarantee on MNOK 1,5 by TINE SA to Toyota Material Handling Norway AS as security for Diplom-Is AS’ liabilities relating to a signed tenancy agreement. The table below specify accumulated fees collected by TINE SA. In general, TINE SA covers maximum 50 % of the current operating credits the milk producers have in the Operating Credit Scheme for Agriculture. See also note 17, section credit risk. Outstanding accounts with the Norwegian Agricultural Authority – market regulation and subsidy schemes Market schemes for milk consist of: 1) The quota scheme for milk, which is one of the regulation measures to adjust milk production to marked demand. 2) Market regulation, which TINE SA handles on behalf of all the milk producers in Norway. 3) Subsidy schemes for milk producers: Basic and district subsidies. 4) Price compensation scheme, which equalises between milk applications and geographic differences. 5) Import tariffs, which are notified through the WTO agreement. the Norwegian Agricultural Authority and Sales and Marketing Council are also incurred. USED FUNDS TO MARKET REGULATION Loans and guarantees LOANS NOTE 30 10 392 574 846 Allocated funds to market regulation activities handled by TINE was in 2013 MNOK 172,9. Total expenditures for market regulation was MNOK 140,4 in 2013. Sales initiatives within market regulation consists of price reduction export, price reduction domestic and other initiatives. In addition funds are allocated for price reduction school-milk, professional initiatives directed towards quality- and breeding work at diary farms and information activities undertaken by the Information Office for Dairy Products (melk.no). Administration costs in TINE SA and costs for administration of the scheme in TINE ANNUAL REPORT 2013 NOTES Market regulation The Sales and Marketing Council (Omsetningsrådet) is responsible for market regulation in Norway. The Sales and Marketing Council also manages the use of the funds. The Norwegian Agricultural Authority is the secretariat for the Sales and Marketing Council. The Authority considers applications and proposals from the market regulator and presents recommendations for decisions to the Council. TINE SA ensures market regulation in the dairy sector on behalf of all the milk producers in the country. The purpose is to implement different regulatory measures for: • on the one hand to ensure all milk producers sale of their products at agreed target prices, and • on the other hand, TINE Råvare shall ensure satisfactory supplies of raw milk on equal terms to all players in the market scheme for milk. Amounts in NOK 1000 2013 2012 200 943 146 270 COLLECTED FEES Collected sales fee Collected over-production fee 38 484 1 249 Collected research fee 25 190 24 600 SUBSIDY SCHEMES TINE SA pays basic and district subsidies to milk producers on behalf of the Norwegian Agriculture Authority (SLF). The level of this subsidy is negotiated in the agricultural agreement and will vary dependent of production capacity and geographical location. The subsidy is transferred from SLF to TINE SA and paid the milk producers in the milk producers settlement. Amounts in NOK 1000 The table bellow specify the subsidy paid by TINE SA. 2013 2012 BASIC AND DISTRICT SUBSIDIES Basic subsidy District subsidy 58 209 60 030 511 666 486 297 THE PRICECOMPENSATION FOR MILK The price compensation scheme for milk is intended to regulate the price differentiation of milk as raw material for different applications in accordance with the agricultural agreement’s provisions by ensuring a higher total market consumption and at the same time enabling milk producers to receive equal milk prices independent of milk applications and location of production. Further, it is an important premise for the scheme to ensure equal competition conditions for the players who are part of the scheme. The statutory basis for the scheme is a regulation relating to the price compensation scheme for milk, laid down by the Ministry of Agriculture on December 18, 2007. Note 30 continues on the following page TINE ANNUAL REPORT 2013 | 47 Note 30 continued TINE ANNUAL REPORT 2013 NOTES Note 31 continued Amounts in NOK 1000 Adjustment addition/subsidy and feed transport subsidy In-freight addition Distribution addition Total in-freight addition and distribution addition (see note 12) Main milk/by-product application Settlement main milk/by-product application previous years Net adjustment addition / subsidy and feed transport subsidy 2013 2012 -459 376 -452 296 -10 334 -10 580 -469 710 -462 876 552 663 596 148 -46 2 949 82 907 136 221 In-freight addition and distribution addition are recognised in the income statement under other operating expenses, see note 12. The table bellow specify outstanding amounts between SLF and TINE SA liked in connection the arrangements described above: Amounts in NOK 1000 31.12.2013 31.12.2012 -16 017 -18 727 BALANCE BETWEEN SLF AND TINE SA Liability collected fees Liability price compensation NOTE 31 -1 556 1 115 -25 803 -7 372 TINE Råvare Based on a signed agreement between the Norwegian authorities and TINE SA, TINE Råvare (TINE Milk Supplies) was established 1.1.2004 as a separate accounting and profit centre with a clear cut-off of administrative and accounting procedures between raw material handling and processing in TINE. TINE Råvare performs all tasks related to handling of milk as raw material from the milk producers and up to the individual participants in the market scheme for milk. The Norwegian Agricultural Authority ensures that all players, including TINE, are able to buy raw milk at the same price from TINE Råvare. In order to fulfil their responsibilities TINE Råvare purchases services from various other departments of TINE SA based on clearly defined service instructions detailing what is performed. The instructions are based on a contractual setup originally developed and quality assured by the Norwegian Agricultural Economics Research Institute (NILF), and app roved of Norwegian Agricultural Authority (SLF). Service instructions were in 2012 adjusted according to the changes when regional respon- sibilities were taken over by new functional areas within TINE SA. All changes in service instructions occurs only after discussions with the SLF. TINEs subsidiary in the U.S., Norseland Inc., acquired in June 2012 the business in Alpine Cheese Co. Alpine Cheese Co. has been tolling for Norseland Inc. in the United States since the year 2000. Acquired business is located in the newly formed subsidiary of Norseland Inc. The name of the subsidiary is Alpine Dairy LLC. Goodwill was calculated to MNOK 19,7. Wernersson Ost Holding AB changed its name to TINE Holding AB in 2012.Gastronom AS changed its name in 2012 to Melkerampa AS. Melekrampa is a wholly owned subsidiary of TINE. Melkerampa is a food outlet located in Mathallen (the Food Hall) Oslo. Melkerampa is a provider of Norwegian food culture and delight with a focus on dairy specialties. Product range includes everything from TINE specialty cheeses to products from small scale producers. The operation of the company started in October 2012. Norseland Holdings Ltd. made an acquisition of Ridgebrick Ltd. in 2013. This is a property company that owns the site of the production facility. Carrying provision NOTE 33 Amounts in NOK 1000 The following provisions for future obligations have been recognised in the balance sheet as debt: Formally, TINE Råvare is included as a part of TINE’s official annual report, but through the contract that was agreed upon between TINE SA and the Government by SLF, any surplus/deficit in TINE Milk Supplies shall be settled against the milk producers. In addition, separate reporting shall be undertaken of the accounts for TINE Råvare to SLF which documents that TINE has met its obligations in relation to this contract. The audit of TINE Råvare is performed by the same auditor that audits TINE SA’s annual accounts and group accounts. 2013 THE TINE GROUP 31.12.2013 54 904 4 100 TINE SA 31.12.2012 Carrying provision TINE SA and subsidiaries in the TINE Group have rental relationships and rental contracts concerning rental of external office premises, warehouses, refrigeration plants, production machinery, trucks, other means of transport, office machines, computers and freezers. The table below shows the annual lease payments and the lease duration. 2012 7 265 005 7 088 190 THE TINE GROUP -6 724 829 2013 Gross profit 416 133 363 360 82 216 80 348 Office premises 3 - 10 years Producer functions 162 209 149 970 26 733 24 776 Warehouse and cold storage 0 - 10 years 21 740 21 642 35 338 49 002 Production machines 3 - 7 years 129 336 132 426 886 Raw milk controll 41 479 38 731 15 468 Collection and inbound transport (net) 38 231 36 603 1 686 Own costs in TINE Råvare 18 273 17 682 15 597 Administration and infrastructure 13 664 15 171 1 063 Interest on working capital -6 275 -8 083 178 987 -9 938 -17 270 408 721 386 873 TINE Råvare profit before carrying over profit from the preceding year 7 412 -23 513 Profit/loss carried forward from last year -3 812 19 701 Profit/loss TINE Råvare to carry forward 3 600 -3 812 Total expenses NOTE 35 Note 31 continues on the following page 48 | TINE ANNUAL REPORT 2013 25 900 Amounts in NOK 1000 -6 848 872 Membership fee and Geno (Geno only for 2012) 48 112 16 400 Off balance sheet lease liabilitie Sales of raw cow and goat milk Farm tanks 31.12.2012 42 097 1 300 Production contract for cheese abroad Cost of raw cow and goat milk Coordination towards farmers 31.12.2013 51 721 Reorganisation costs Reorganisation costs include the final payment and pensions. Reorganisation measures were carried out in TINE SA and Diplom-Is AS during both years. TINE SA has signed an agreement with Dairygold Ltd. in Ireland regarding the production of Jarlsberg. The agreement expires in 2014. Provision for 2013 represents the expected loss on the resale of the cheese. NOTE 34 Please also refer to a separate section about TINE Råvare in the Board of directors’ report. Amounts in NOK 1000 ACCOUNTS FOR TINE RÅVARE income, expense and balance sheet for TINE Råvare is included in the respective accounts and balances in the financial statements of TINE SA. It is only the profit element in TINE Råvare materials that are eliminated from the result of TINE SA. Business combinations and changes in ownership NOTE 32 Main milk and by-product application are charged as commodity cost. Liability / claim (+) subsidy arrangements The accounts for TINE Råvare for 2013 shows a gain of MNOK 7,4 before adjustment of last years profit. Deferred result at 31.12.2013 is MNOK 3,6 and will be offset against milk producers in the following year. The amount is therefore included in the basis for determining the price paid to the producer (base price) in the coming year. The various TINE SA 2012 Rent object 866 Trucks 11 495 Other transport equipment 3 449 Office equipment Agreement duration 2013 2012 50 542 51 494 – – 35 156 48 963 3 - 5 years – – 2 - 5 years 2 208 2 814 3 years 1 460 3 155 14 468 Computers 3 years 15 597 14 325 10 912 Freezers 4 - 5 years 195 316 Total other off-balance sheet leases – – 104 963 120 751 Environmental issues The TINE Group has adopted environmental objectives within the areas of waste, discharge to water, phasing out of refrigerants, energy consumption and optimising of packaging materials. There are both operating expenses, wage costs and investments connected to reaching these objectives. We pay taxes in connection with discharge to water and delivery of different types of waste. There are environmental taxes on several types of p ackaging materials. Investments are being made to reduce TINE’s environmental impact, e.g. by building and upgrading cleaning plants, equipment for saving energy and water and equipment for source separation of waste. For further information please refer to separate review in the annual report. TINE ANNUAL REPORT 2013 | 49 KAPITTEL TITTEL Translation from the original Norwegian version NOTE 36 Major individual transactions Amounts in NOK 1000 THE TINE GROUP 2013 111 202 INDEPENDENT AUDITOR’S REPORT TINE SA 2012 Balance sheet 2013 2012 111 202 850 870 152 048 Gain on sales on assets 49 242 141 403 -14 149 Impairment of tangible fixed assets and goodwill -6 873 -13 149 850 870 Investments in lager new plants Profit and loss items 50 595 -7 886 Investments in major new plants for 2013 and 2012 apply to a new dairy plant at Jæren, expansion of the dairy plant at Verdal, and expansion of the terminal and warehouses in Oslo and in Trondheim. Gain on sale of fixed assets consist primarily of gains from the sale of dairy plants. Impairments of tangible fixed assets are mainly related to discontinued products due to market development and reduced profitability, as well as structural rationali zation. See note 16 for further comments concerning impairments of financial fixed assets. NOTE 37 Government grant Amounts in NOK 1000 For the TINE Group and TINE SA funds from tax-related incentive scheme (Skattefunn) and other governmental and municipal grants have been received as shown in the following table. THE TINE GROUP NOTE 38 TO THE ANNUAL MEETING OF TINE SA TINE SA 2013 2012 Government grants 2013 1 542 1 213 Tax-related incentive scheme 1 007 910 2012 22 670 15 609 Other governmental and municipal grants 22 670 15 609 24 212 16 822 Total government grants 23 677 16 519 Discontinuation and divestment of business In 2013 Diplom-Is AS wholly owned subsidiaries in Sweden and Denmark were discontinued, as part of the simplification process of the corporate structure of Diplom-Is. The closure has resulted in a loss of TNOK 697. Diplom-Is Sverige HB and Diplom-Is Danmark I/S have in recent years accounted for a insignificant portion of the TINE Group’s income statement and balance sheet. Report on the Financial Statements We have audited the accompanying financial statements of TINE SA, which comprise the financial statements of the parent company, showing a profit of NOK 615.139.000, and the financial statements of the group, showing a profit of NOK 685.357.000. The financial statements of the parent company and the financial statements of the group comprise the balance sheet as at 31 December 2013, and the income statement and cash flow statement for the year then ended, and a summary of significant accounting policies and other explanatory information. The Board of Directors and the Managing Director’s Responsibility for the Financial Statements The Board of Directors and the Managing Director are responsible for the preparation and fair presentation of these financial statements in accordance with the Norwegian accounting act and accounting standards and practices generally accepted in Norway, and for such internal control as the Board of Directors and the Managing Director determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor’s Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with laws, regulations, and auditing standards and practices generally accepted in Norway, including International Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the financial statements are prepared in accordance with the law and regulations and give a true and fair view of the financial position of TINE SA and of the group as at 31 December 2013, and of its financial performance and its cash flows for the year then ended in accordance with the Norwegian accounting act and accounting standards and practices generally accepted in Norway. DECLARATION FROM THE GROUP BOARD AND CEO The Group board and CEO today processed and stipulated the annual accounts for TINE SA and the TINE Group for the period from 1 January to 31 December 2013. We confirm to the best of our ability that: -The 2013 annual accounts have been prepared in line with applicable accounting standards - The information in the annual accounts provides a true and fair view of the company and Group’s assets, debt, financial position and result overall. - The annual report provides a true and fair view of the company and Group’s development, result and position. - The annual report provides a description of the key risks and uncertainty faced by the company and Group. OSLO, FEBRUARY 17, 2014 ANDERS JOHANSEN HELGA THORVIK ULVEN ASKILD EGGEBØ ANNE MAREN WASMUTH NORVALD DALSBØ TORSTEIN GRANDE TOR ARNE JOHANSEN CECILIE BJØRLO LARS WOIE ELIN AARVIK STEINAR KOEN SVEIN FØRDE Report on Other Legal and Regulatory Requirements Opinion on the Board of Directors’ report and in the statement on Corporate Social Responsibility Based on our audit of the financial statements as described above, it is our opinion that the information presented in the Board of Directors report concerning the financial statements and in the statement on Corporate Social Responsibility, the going concern assumption and the proposal for the allocation of the profit is consistent with the financial statements and complies with the law and regulations. Opinion on Registration and Documentation Based on our audit of the financial statements as described above, and control procedures we have considered necessary in accordance with the International Standard on Assurance Engagements (ISAE) 3000, «Assurance Engagements Other than Audits or Reviews of Historical Financial Information», it is our opinion that management has fulfilled its duty to produce a proper and clearly set out registration and documentation of the company’s accounting information in accordance with the law and bookkeeping standards and practices generally accepted in Norway. OSLO, FEBRUARY 17, 2014 DELOITTE AS KJETIL NEVSTAD (signed) State Authorised Public Accountant (Norway) NINA KOLLTVEIT SÆTER Deputy Chairman 50 | TINE ANNUAL REPORT 2013 TROND REIERSTAD Chairman HANNE REFSHOLT CEO TINE ANNUAL TINE årsrapport REPORT 2013 | 51 THE TINE GROUP SUBSIDIARIES TINE ANNUAL REPORT 2013 THE TINE GROUP – SUBSIDIARIES TINE’S DOMESTIC DAIRY OPERATIONS OsteCompagniet AS The company markets and sells TINE’s speciality cheeses, Norwegian farm cheese and imported cheese from large parts of Europe. OsteCompagniet’s vision is “Bringing cheese with character to the people”. The goal is to develop the market for speciality cheeses in Norway. OTHER BUSINESS ACTIVITIES Highlights 2013 • Strong focus on Snøfrisk • Relaunching the series from goat’s milk cheese specialties • Launch of the concept Fryd and the Norwegian salad cheese Solvår KEY FIGURES (MNOK) Revenues Operating income Number of employees 2013 2012 271 265 1 4 11 12 Diplom-Is AS Diplom-Is AS is a brand-name company which manufactures and markets ice cream and frozen desserts. TINE’S INTERNATIONAL DAIRY OPERATIONS Norseland Inc. Norseland Inc. produces, ripens, markets and distributes specialty cheeses from TINE and other producers to supermarkets and the institutional market in the US. Highlights 2013 • Sales growth and improved operating income • Successful integration and first full fiscal year with Alpine Cheese Co.*, purchased in 2012 • Launch of Mini-Jarlsberg at the end of the year 2013 Revenues Operating income Number of employees 190 1 056 182 34 6 28 5 85 85 Sunniva Drikker AS * The company has subsequently changed its name to Alpine Dairy LLC Norseland Ltd. ripens, markets and distributes specialty cheeses from TINE and Ilchester in the grocery retail market in England. Wernersson Ost AB Wernersson Ost AB ripens, markets and distributes a broad and international cheese selection for super markets and the institutional market in the Nordic region. 52 | TINE ANNUAL REPORT 2013 Highlights 2013 • Sales growth and improved operating income, despite the challenging high cheese prices • Good increase in the sales of Jarlsberg cheese Revenues Operating income Number of employees 2013 2012 991 924 41 8 409 420 2013 2012 154 181 3 6 14 15 2012 1 114 2012 due to the acquisition of Alpine Dairy Co. Norseland Ltd. KEY FIGURES (MNOK) KEY FIGURES (MNOK | MUSD) The number of employees increased by 50 people as of 1 July Highlights 2013 • Sales revenues and operating result at the level of 2012 • Made an acquisition of Ridgebrick Ltd. This company owns the site the production facility is located at in Ilchester, and the purchase gives financial and strategic flexibility • The sales of Jarlsberg cheese was somewhat below the volume sold in 2012 Highlights 2013 • The company had a strong growth in sales revenues and operating profit due to the fine summer weather and cost control as well as great product launches and promotions • The board decided as part of developing DiplomIs, an investment program for the manufacturing plant located at Gjelleråsen with the goal of gather all production at this site. • The company will have focus on further growth, innovation and good product launches, structure simplifications in productions, as well as improvement programs within distribution/ warehouse Sunniva Drikker AS is a brand-name company which develops and markets Sunniva juice, TINE IsTe and other fruit-based drinks. The products are produced and sold through TINE. KEY FIGURES (MNOK | MGBP) 2013 Revenues Operating income Number of employees 2012 413 45 414 45 13 1 13 1 171 152 Fjordland AS Fjordland AS is a brand-name company which drives the development, marketing and sale of fresh convenience food, margarines, yoghurt and desserts in the Norwegian market. KEY FIGURES (MNOK | MSEK) 2013 Revenues Operating income Number of employees 2012 633 701 589 686 11 12 8 10 96 Highlights 2013 • The volume of the juice market in Norway was stable in 2013. The private label within juice did increase and continuing growth for “the-go drinks” • Sunniva Drikker launched in 2013 the exciting news Sunniva Presset creating growth in the bottle juice segment and the lemonade Limo contributing positively into the segment healthier small drinks • The tough competition in the market for juice and healthier small drinks combined with increased costs has resulted in an operating profit in 2013 weaker than in 2012 Highlights 2013 • Growth in sales revenues within all major product categories and focus on profit did contribute to a good operating profit • Continued focus on developing quality products preferred by consumers to enhance Fjordland products in the market • Increased consumer communication through traditional media and digital channels to build brands further KEY FIGURES (MNOK) Revenues Operating income Number of employees KEY FIGURES (MNOK) Revenues Operating income Number of employees 2013 2012 1 263 1 190 48 43 84 82 101 TINE ANNUAL REPORT 2013 | 53 TINE ANNUAL REPORT 2013 CONTACTINFORMATION EMPLOYEE REPRESENTATIVES ANNUAL MEETING The annual meeting consists of 110 member-elected delegates. The delegates will be divided between the regions so that there is an equal ratio between the number of members and the number of delegates in all regions, based on the number of members in each region during the year before the annual meeting year. This is in addition to the Group board and Council members. COUNCIL The Council consists of 38 members. The Annual Meeting elects 21 members and the employees elect 17 members. Chairman of the Council Nils Arne Dolmseth Deputy chairman Roy Erik Hetland Other member-elected delegates Turid Næss Knut Johnny Enoksen Tormod Nilsen Bjarne Leonhardsen Inger Lise Ingdal Jarle Bogen Karl Fredrik Okkenhaug Birgit Oline Kjerstad Lars Istad Reidar Berge Christian Aasland Gunn Elise Helle Aslak Snarteland Arna Høyland Rolf Øyvind Thune Elisabeth Irgens Hokstad Gudmund Tronsmoen Ellen Anne Bergseng Even Solhaug 54 | TINE ANNUAL REPORT 2013 Employee-elected delegates Alf Einar Graven Asbjørn Laugen Anne Enoksen Svein Førde Stein Hagala Jeffrey Thomas Steinar Koen Tor Arne Johansen Dag Rune Herting Lillian Saur Kåre Pedersen Jan Gaute Krokstadmo Egil Torland Kjell Inge Robberstad Ingunn Engelsvoll Kurt Haukeland John Arve Håseth CONTROL COMMITTEE Chairman Helge Sommerseth Deputy chairman Per Amb Member Anna Stangeland Other member-elected delegates Anne Maren Wasmuth Anders Johansen Torstein Grande Lars Woie Askild Eggebø Helga Thorvik Ulven Cecilie Bjørlo Norvald Dalsbø Employee-elected delegates Tor Arne Johansen Svein Førde Elin Aarvik Steinar Koen Deputy members elected by the An nual Meeting 1st deputy member: Rolf Øyvind Thune 2nd deputy member: Jarle Bogen 3rd deputy member: Birgit Oline Kjerstad Deputy members for employee-elec ted delegates: 1st deputy member: Ottar Råd 2nd deputy member: Anne Enoksen 3rd deputy member: Kåre Pedersen GROUP BOARD The Board consists of 14 members. The Annual Meeting elects ten members. The chairman and deputy chairman are elected every year in special elections. The employees elect four members in special elections. Chairman Trond Reierstad Deputy chairman Nina Kolltveit Sæter CENTRAL ELECTION COMMITTEE The election committee has eight members elected by the Annual Meeting: Chairman Elling Ruggli Deputy chairman Jon Husdal Other members Jan Egil Skjørestad Sigfrid Nilssen Ole Martin Pettersen Mari-Ann Hoff Nina Engelbrektson Rune Myklebust AUDITING Auditing will be carried out by Deloitte AS and the auditor is elected by the Annual Meeting. HEAD OFFICE WHOLLY-OWNED SUBSIDIARIES PARTLY OWNED SUBSIDIARIES TINE SA DIPLOM-IS AS WERNERSSON OST AB FJORDLAND AS Lakkegt. 23 0187 Oslo P.O. Box 25, 0051 Oslo www.tine.no Switchboard: +47 45 66 30 80 [email protected] P.O. Box 23, 1483 Skytta Telephone 02001 Street address: Brennaveien 10 1481 Hagan Managing Director Bjørn Moldskred [email protected] www.diplom-is.no Industrivägen 5, 523 90 Ulricehamn, Sweden Telephone +46 321 261 50 VD Magnus Ekstrand [email protected] www.wernerssonost.se Brynsengveien 10 0667 Oslo Telephone +47 22 97 49 00 Managing Director André Gobel [email protected] www.fjordland.no SUNNIVA DRIKKER AS P.O. Box 113 Kalbakken, 0902 Oslo Street address: Bedriftsveien 7 Telephone +47 45 66 30 80 General Manager Lise Falkfjell [email protected] www.sunniva.no OSTECOMPAGNIET AS P.O. Box 6678 Etterstad, 0609 Oslo Street address: Tevlingveien 23 Telephone +47 45 66 30 80 General Manager Rune B. Jenssen [email protected] www.ostecompagniet.no tine.no/årsrapport2013 NORSELAND INC. (US) 1260 East Main Street, Stamford, CT 06902 USA Telephone +1 203 324 5620 President and CEO John J. Sullivan [email protected] www.norseland.com NORSELAND LTD. (UK) Somerton Road, Ilchester, Somerset BA22 8JU, England Telephone +44 0 1935 842800 CEO Nigel Meadows [email protected] www.norseland.co.uk The annual report was compiled by TINE Communication, TINE SA Design Itera Gazette Photo credits TINE Media Bank Emil Lundgren, front cover Yvonne Holt pp. 14-16 Kaia Means p. 3 Printing [email protected] Circulation 200 TINE ANNUAL REPORT 2013 | 55 TINE SA Lakkegt. 23 0187 Oslo P.O.Box, 0051 Oslo www.tine.no 56 | TINE ANNUAL REPORT 2013
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