1% - Imerys, Transform to perform
Transcription
1% - Imerys, Transform to perform
IMERYS IN 2007 Strengths + • The essential • 1 Profile • 2 Our customers’ global partner • 4 Corporate Governance • 10 Key figures • 2007 - our strategy in action • 14 Developing our resources • 16 Optimizing our mineral processing • 18 Contributing to our customers’ performance • 20 Seizing opportunities for profitable growth • 22 Mobilizing potential • 24 The choice of responsible, sustainable management • 2007 - our performance • 28 Imerys on the stock market • 30 Results by business group • 32 Summary consolidated financial statements • 34 Glossary We are enhancing our profitable growth potential. In 2007, 2 new minerals were added to Imerys’ product portfolio, bringing the total to 29. Richer Imerys constantly enriches its mineral portfolio to meet its customers’ expectations more fully, move into new markets and consolidate its world leadership in industrial minerals. • Imerys became world #1 in zircon products in 2007 with two acquisitions: UCM, the main European and North American producer of fused zircon and magnesium oxide, and Astron China (1), the Chinese leader in the production and sale of a wide range of zircon products. These two companies are an excellent fit with Imerys’ existing range of solutions for refractories, technical ceramics and investment casting. • Through a policy of sustained capital expenditure and a dynamic approach to acquisitions, in 2007 Imerys strengthened its mineral reserves and resources as well as its industrial and commercial capabilities in all its activities. (1) Acquisition of Astron China completed on February 5, 2008. In 2007, Imerys' sales in emerging countries increased + 22%. They now represent 20% of total sales. More balanced Imerys is developing in emerging economies to benefit from their markets and growth momentum. • With the construction of a second plant in India, the start-up of a third plant in Japan and the acquisition of new marble reserves in China, Imerys is swiftly developing its ground calcium carbonate activity in Asia. • In China, Imerys is making rapid progress by completing several acquisitions, developing its mineral reserves and investing in new production units. This development concerns many of the Group’s businesses – Pigments for Paper, Minerals for Refractories, Fused Minerals, Minerals for Filtration and Graphite – and covers the entire country. • In India, Imerys is gaining significant presence with the purchase of ACE, the leader in monolithic refractories, and a feldspar for ceramics producer. • Imerys is also developing in Minerals for Refractories in Ukraine and Minerals for Filtration in Argentina. Productivity gains, product range improvements: Imerys consolidates its technological leadership and the value that its products add for customers. More forceful Imerys optimizes its industrial assets and its organization to adapt them to market trends, increase competitiveness and boost innovation capacity. • By specializing its Cornwall (Great Britain) deposits in filler kaolins for paper and transferring coating kaolin production to Brazil, Imerys makes substantial energy savings possible and establishes a more efficient production platform. • By adapting World Minerals’ industrial assets, Imerys increases its leadership in the development and manufacture of filtration processes. • By creating an Innovation Department to boost and coordinate the combined efforts and creativity of several divisions, Imerys stimulates its marketing and research people’s imagination and steps up organic growth. An international recruitment campaign: Imerys strengthens its management potential to support its growth and plan ahead. More attractive Worldwide, Imerys is bolstering its teams with research and production engineers, geologists and marketing, human resources, financial, safety and environmental specialists. • Imerys aims for a multicultural environment, decentralized management, immediate responsibilities, broad scope for rapid career development, a global playing field and a high-performance business model where individuals are only limited by their energy and talent. • To increase its power to attract talent, Imerys develops compensation, profit-sharing and benefit programs and invests heavily in training. Employees are involved in value creation as they are regularly given the opportunity to become shareholders. • Entrepreneurship, responsibility, transparency, personal commitment: joining Imerys means sharing a state of mind that encourages everyone to innovate, adapt and progress constantly towards ambitious goals. Diverse markets 15% Construction renovation 20% Emerging countries 17% 41% 5% Construction new Consumer goods Japan / Australia 2007 sales by market (1) 55% 2007 sales by geographic zone Western Europe of which France 20% 20% 27% North America (2) Industrial supplies (1) Imerys 29 minerals (2) United estimate States and Canada. 260 47 17,552 sites countries employees We improve our customers’ products and processes. In Europe, North and South America, Asia and Africa, Imerys mines industrial minerals and turns these natural resources into value-added solutions that contribute to its customers’ performance in industry and construction. Imerys has a unique portfolio of minerals with a sure grasp of their potential properties and applications. The Group mines, purifies and modifies them by its industrial processes to deliver the effects its customers require. Large-scale mining, conversion and logistics expertise guarantee consistent quality standards worldwide. Our people constantly strive to understand the needs of customer products’ end users and develop the Group’s global sales and technical presence and innovation capability. Imerys is listed on Euronext Paris. € 3,402 million sales (1) Before (2) Before € 478 million current operating income(1) other operating revenue and expenses. other operating revenue and expenses, net. 1 € 317 million net income from current operations(2) to our customers worldwide Argentina ● Australia ● Austria ● Belgium ● Brazil ● Canada ● Chile ● China ● Czech Republic ● Denmark ● Finland ● France ● Germany ● Great Britain ● Greece ● Hungary ● India ● Indonesia ● Italy ● Japan ● Luxemburg ● Malaysia ● Mexico ● Netherlands ● New Zealand ● Peru ● Poland ● Portugal ● Romania ● Russia ● Singapore ● Slovenia ● South Africa ● South Korea ● Spain ● Sweden ● Switzerland ● Taiwan ● Thailand ● Tunisia ● Turkey ● Ukraine ● United Arab Emirates ● United States ● Venezuela ● Vietnam ● Zimbabwe An integrated group from mineral deposit to market. More than 260 locations in 47 countries across every continent. Global technical and sales networks. Innovation capability. 7 Research & Technology centers. 18 specialized laboratories and technical centers. Numerous research partnerships. Tailor-made solutions. Implementation services. Proven technical expertise. Comprehensive, efficient and competitive logistics. Worldwide just-in-time deliveries. Purpose-designed packaging. Responsible management. World-class operating methods. Environment-friendly site restorations. 2 4 business groups Leadership in each segment (1) Minerals for Ceramics, Refractories, Abrasives & Foundry • European #1 in ceramic bodies With industrial reorganization programs implemented since 2006 nearing completion, the Group will leverage commercial synergy between its activities by changing operating organization in four business groups (1). for porcelain • European #2 in raw materials for floor tiles 16% • World #1 in minerals for refractory Performance & Filtration Minerals and abrasive applications • World #1 in high performance graphite Performance & Filtration Minerals • World #1 in minerals for plastic polymer films • World #1 in diatomite and perlite for filtration 23% 31% ‘07 sales by business group (2008 organization in 4 business groups) Minerals for Ceramics, Refractories, Abrasives & Foundry Pigments for Paper Pigments for Paper • World #1 in kaolin for paper 30% • World #2 in ground calcium Materials & Monolithics carbonate • World #3 in precipitated calcium carbonate Materials & Monolithics • French #1 in clay roof tiles, bricks and chimney blocks and natural slate • World #1 in alumino-silicate monolithic refractories (1) 7 18 Research & Technology centers Specialized laboratories and technical centers Group organization as from February 13, 2008. 3 Gérard Buffière CEO and Director Age 63, French. Joined the Group in 1998, and member of the Managing Board since then. Appointed Chairman of the Managing Board in 2003, he became CEO upon the return to a Board of Directors-based management structure in 2005. Message from the Chief Executive Officer Consistency, profitability, responsiveness In 2007 our markets showed positive trends with a few exceptions but the general economic climate was volatile. We faced a depreciation in the US dollar against the euro (- 9.1% on average in 2007 vs. 2006) and rises in some cost factors. In those conditions, the results we posted once again bear out our sound business model: at comparable Group structure and exchange rates, our current operating income rose + 7.9% and our sales + 4.2%; current operating margin and return on capital improved to 14.1% and 15%, respectively; net income from current operations per share increased + 3%. 2007 was the 16th straight year of growth in net income from current operations. These results were made possible by the efforts and responsiveness of all our people on all our operating sites and I want to thank them for that. High operating performance, faster development In 2007 we invested a record €367 million to maintain the excellence of our industrial assets, make our kaolin and minerals for filtration activities more competitive, develop our capacities on growing markets for our Group and expand our mining reserves in strategic minerals or regions. Moreover, we put a net amount of almost €310 million (1) into external growth. The 12 companies that joined us represent around €270 million in sales and €30 million in operating income on a full year basis. These acquisitions are full of promise for our Group’s future, as two of them give us leadership in applications for a new mineral – zircon – and ten of them bolster our positions in emerging economies. Our presence in these high-growth zones accounts for 20% of the Group’s sales in 2007 and we grew + 22% there from the previous year. Powerful financial capability Our group generated €325 million in free cash flow, after capital expenditure for industrial asset maintenance. This cash is availabe to fund strategic capital expenditures, as well as acquisitions. Free cash flow totaled €279 million in 2006. Furthermore, we took advantage of the favorable conditions in the first half of the year to ensure long-term financial resources. Our financial debt at year-end, €1,343 million, represents 2.1 times the Group’s EBITDA, and we have total financial resources of more than €2,300 million, giving us all the flexibility we need to seize external growth opportunities. Optimized organization We have reduced our cost base by around €20 million in our kaolin activity. This upgrading plan will be completed in the first quarter. In parallel, industrial optimization in our Minerals for Filtration division is nearing completion. The acquisitions made in 2007 (1) will contribute approximately €20 million in additional income in 2008. Having optimized our fixed production costs in 2007, now is a good time to improve our product development, marketing and sales structures further in order to leverage customer synergies between activities. With that aim in mind, our operating organization is structured in four business groups as from February 2008. In addition, Jérôme Pecresse is appointed Chief Operating Officer of Imerys with the aim of helping me continue our development. (1) Including Astron China, of which acquisition was completed on February 5, 2008; net of divestitures over 2007. 5 EXECUTIVE COMMITTEE (1) We view 2008 with confidence. The + 5.6% increase in dividends that the Board of Directors will put to the Shareholders’ General Meeting proves this. Faced with an uncertain economic environment in the early part of this year, we are now stronger and better equipped to continue improving our performance. Christophe Daulmerie Vice-President Finance & Strategy Age 39, French. External factors will disrupt our businesses: the weak US dollar may penalize our results in euros, but this is essentially the phenomenon of converting our results from dollar or dollar-based zones into euros, rather than a loss of our Group’s economic substance. Our major papermaker customers are reorganizing, but the paper industry will come out of these changes stronger. We may have to undergo rising costs, but I am confident that our people’s creativity and responsiveness will enable us to manage these hazards, which we have already experienced in recent years and always overcome. Of course, we are not protected from a more extensive crisis, but no such trend is reflected in our orders to date. Joined Imerys in 2000 after holding various positions with the French Ministry of Industry and the European Commission. Was in charge of strategy in Pigments & Additives, sales & marketing in Pigments for Paper Americas and Pigments for Paper operations then managed the business group in Europe. Olivier Hautin Pigments for Paper business group Age 43, French. Joined Imerys in 1995 after beginning his career in strategy consulting at Mars & Co. he was successively in charge of Strategy & Development for the Group, then in the United States (Atlanta). Since 2000, he held the position of VicePresident and General Manager in several profit centers in Europe and Asia before. He was Vice-President and General Manager, Minerals for Ceramics until February 2008. Finally, we are only exposed to North American new housing construction for 3% and took the necessary measures in 2007 to reduce the corresponding fixed costs; more than 40% of the final outlets for our customers’ products are in global household consumption and almost 30% are connected to industrial capital expenditure, which is driven globally by growth in emerging countries. We benefit significantly from that growth, whether directly through local bases or indirectly through sales in Western countries to global customers that export heavily. Daniel Moncino Performance & Filtration Minerals business group Age 45, American. Joined Imerys in 2002 after holding various positions with the Siemens, BASF and Schlumberger groups. Vice-President and General Manager Performance Minerals North America, he was then Vice-President and General Manager Minerals for Filtration until February 2008. With its highly diverse markets, growing exposure to the vitality of emerging economies, talented, experienced teams, powerful financial capability and a strong performance culture, Imerys offers a limited risk profile, a sound economic model and great potential for profitable growth. (1) Group organization as from February 13, 2008. Christophe Daulmerie 6 Olivier Hautin Daniel Moncino Chaired by CEO Gérard Buffière, the Executive Committee is comprised of Imerys’ principal line and support managers. Denis Musson Christian Schenck General Counsel, Secretary of the Board Age 44, French. Executive Vice-President Materials & Monolithics Business Group Age 57, French. Joined Imerys in 1999 as General Counsel. His career was previously with Pechiney, where he started in the group’s Legal Department before taking over its Corporate department. Joined Imetal in 1977 and has remained in the Group throughout his career. Initially uranium and manganese mining operations manager, he joined the Group’s roof tiles & bricks activity in 1986. In 2002 he was appointed VicePresident for the Building Materials business group, which became Materials & Monolithics in 2005 with the consolidation of Calderys. Jérôme Pecresse Chief Operating Officer Minerals for Ceramics, Refractories, Abrasives & Foundry Business Group Age 41, French. Bernard Vilain Vice-President Human Resources Age 53, French. Joined Imerys in 1998 as Vice-President Strategy & Development after holding various positions with Crédit Suisse First Boston. Appointed to the Managing Board in 2002. Was the Group’s Executive Vice-President Finance & Strategy from early 2003 to March 2006. Joined the Group in 2004 as HR Manager Continental Europe & Asia and appointed Group Vice-President Human Resources in July 2005. Previously held several HR positions with the Schlumberger, DMC and LVMH groups. Thierry Salmona Vice-President Innovation & Business Support, Research & Technology Age 53, French. After holding several positions in the French Ministry of Industry then at Thomson, Sanofi and SKW Trostberg, he joined Imerys in 2000. Managed the Building Materials & Ceramics, then Specialty Minerals business groups. Currently VicePresident Research & Technology, also in charge of innovation, geology, EH&S and purchasing and energy coordination. Denis Musson Jérôme Pecresse Thierry Salmona Christian Schenck 7 Bernard Vilain MESSAGE FROM THE CHAIRMAN of the Board of Directors In 2007, Imerys grew for the 16th year running, with a resumption of dynamic external growth. More than €233 million(1) was invested in 11 acquisitions, mainly in fast-growing zones where Imerys will now be more firmly established. Internal growth, supported by €367 million in capital expenditure(2), Aimery Langlois-Meurinne was also stepped up with the creation of an Innovation Department, an initiative encouraged by the Board of Directors. These achievements are the fruit of the Management team’s work, in accordance Chairman of the Board with the strategy set down by the Board of Directors in cooperation with the Strategic Committee. of Directors As regards Governance, the proportion of independent members on the Board is higher than the onethird minimum recommended for listed companies with controlling shareholders like Imerys. A new independent Director, Mr. Jean Monville, replaced Mr. Yves-René Nanot from May 2, 2007. He also joined the Audit Committee, which is now chaired by Mr. Aldo Cardoso. The recommendations resulting from the self-assessment conducted by the Board of Directors in February 2007 to improve its operations and performance, and those of its Committees, were put into practice. In particular, an additional meeting of the Audit Committee is now specifically dedicated every year to a review of risks, internal audit and the results of the internal audit assignments. The Board is also increasingly attentive to Sustainable Development risks and issues, which are examined by the Strategic Committee and the Audit Committee. The Group’s Sustainable Development policy and results are now the subject of a comprehensive regular report to the Board of Directors. In 2008, they will be covered by the Group’s third Sustainable Development report. (1) Not including Astron China, of which acquisition was finalized on February 5, 2008. capital expenditures. (2) Booked Board of Directors Imerys is governed by a Board of Directors. Control and management functions are separated as Chairman of the Board of Directors and Chief Executive Officer (CEO) are two distinct positions. The Board of Directors is comprised of 14 members as on December 31, 2007. Members are appointed for three years, with one-third of seats renewed every year. Non-independent members: 7 Independent members: 7 Aimery Langlois-Meurinne Aldo Cardoso Chairman Eric Le Moyne de Sérigny (3) Paul Desmarais, Jr. Gilbert Milan Vice-Chairman Jean Monville Gérard Buffière Grégoire Olivier Jacques Drijard Robert Peugeot Jocelyn Lefebvre Jacques Veyrat The Internal Charter of the Board of Directors was drawn up in accordance with best Corporate Governance practices. The Charter: • sets down the Directors’ individual rights and duties; • defines a code of conduct and principles to be followed in certain areas such as dealing in Imerys shares; • specifies the missions of the Board and its Committees and their working principles. Role The Board of Directors’ mission is, in particular, to constantly control the CEO’s management of the Group. Maximilien de Limburg Stirum Thierry de Rudder Activity • 5 sessions in 2007 • Average attendance rate: 73% • 5 sessions planned in 2008 (3) In June 2008, Mr. Le Moyne de Sérigny will cease to have independent status because of the length of his successive terms as Director of Imerys (more than 12 years). 8 Committees Three specialized Committees with an advisory role support the Board of Directors in its missions and in preparing its decisions. Strategic Committee Non-independent members: 5 Aimery Langlois-Meurinne Chairman Jacques Drijard Vice-Chairman Paul Desmarais, Jr. Jocelyn Lefebvre Thierry de Rudder Independent members: 3 Éric Le Moyne de Sérigny (4) Role • Assist the Board of Directors in defining the Group’s main strategic orientations. • Control that the strategy implemented by the CEO complies with the orientations laid down by the Board of Directors. • Oversee risks with respect to the environment, health, safety and Sustainable Development and action plans, in cooperation with the Audit Committee. • Examine the main strategic risks for the Group. Gilbert Milan Aldo Cardoso Activity • 8 sessions planned in 2007 • Average attendance rate: 77% • 8 sessions planned in 2008 (4) In June 2008, Mr. Le Moyne de Sérigny will cease to have independent status because of the length of his successive terms as Director of Imerys (more than 12 years). Audit Committee Non-independent member: 1 Jocelyn Lefebvre Role • Examine the half-yearly and annual Company and consolidated accounts. • Control the relevance and consistency of accounting methods. • Review the main risks to which the Group is exposed, whether financial, legal, environmental or health and safety-related. • Oversee environmental, health, safety and Sustainable Development risks and action plans, in cooperation with the Strategic Committee. • Examine the program and results of work done by internal auditors on risk analysis and control. • Select and recommend candidates for Statutory auditor positions. Independent members: 3 Aldo Cardoso Chairman Éric Le Moyne de Sérigny (5) Jean Monville Activity • 3 sessions in 2007 • Average attendance rate: 75% • 5 sessions planned in 2008 (5) M. Le Moyne de Sérigny informed the Board of his resignation from the Audit Committee as from April 30, 2008, because he no longer had independent member status. Appointments & Compensation Committee Non-independent member: 1 Aimery Langlois-Meurinne Chairman Independent members: 2 Jacques Veyrat Robert Peugeot Role • Examine proposed appointments to the Board of Directors and the independent status of each Director. • Examine the CEO’s compensation, as well as the general compensation policy for the Group’s other top managers and the Company stock option or free share allocation policy. Activity • 2 sessions in 2007 • Average attendance rate: 83% • 2 sessions planned in 2008 Statutory auditors Ernst & Young Audit Represented by Jean-Roch Varon Alternate Jean-Marc Montserrat Deloitte & Associés Represented by Nicholas L.E.Rolt Alternate Cabinet BEAS 9 KEY FIGURES 2007 Growth combining organic development and acquisitions At €3,402 million, sales rose + 3.5% compared with 2006. Exchange rates had heavy negative impact (- €102 million, i.e. - 3.1%), while Imerys’ active acquisition policy over the period is reflected in a net contribution of + €79 million (+ 2.4%). Organic growth is firm with a + 4.2% increase in sales at comparable Group structure and exchange rates (+ 4.4% in the 1st half, + 3.9% in the 2nd), reflecting higher volumes and a further improvement in the product offering. Operating margin remains high At €478 million, the Group’s current operating income(1) increased + 4.3% compared with 2006. Restated from Group structure and exchange rates it improved + €36 million or + 7.9%. Better product offering and increased volumes more than compensated the inflation of some external costs. In total, operating margin remains high (14.1% in 2007 vs. 14.0% in 2006) and return on capital (ROI)(2) improved to 15.0% in 2007, compared with 14.5% in 2006. Imerys has again proved its ability to create value for its shareholders. Ongoing growth in results At €317 million, the Group’s share of net income from current operations(3) increased + 2.7% compared with 2006. This growth takes into account: • A significant increase in financial expenses, at - €56 million in 2007 compared with - €47 million in 2006. This change is explained by the increase in average debt and in interest rates; • A current tax charge of - €110 million (compared with - €106 million in 2006), resulting in a stable effective tax rate at 26.0%. At €5.00, net income from current operations per share increased + 3.0% over the period, with a weighted average number of outstanding shares of 63,330,652. The Group’s share of net income totals €284 million (compared with €187 million in 2006). It includes - €33 million in other operating revenue and expenses, net of tax (restructuring of kaolins for Performance Minerals in the United States) compared with - €121 million in 2006 (mainly with respect to the reorganization of the Group’s kaolin for paper production). Extensive cash flow generation to fund growth The Group’s businesses generate extensive current operating cash flow(4) – €523 million in 2007 – that it reinvests in its organic growth in particular. In 2007, attesting to the Group’s confidence in its strategy, heavy capex efforts were made, for a total of €353 million. They represented 186%(5) of depreciation expense. In addition to the capital expenditure needed to maintain production facilities, €208 million was invested in: • The acquisition of strategic reserves; • The rollout of the major industrial improvement programs undertaken in kaolins for paper and in Minerals for Filtration; • Selected increase of production capacities to support growth on the Group’s markets and develop new products. Sound financial structure The Group was particularly active on the acquisitions front in 2007, with 11 operations completed for a total amount of €233 million(6). As on December 31st, 2007, the Group’s net financial debt increased to €1,343 million i.e. 80.7% of shareholders’ equity and 2.1 times EBITDA (66% and 1.7 times respectively in 2006). Following a further bond issue in April 2007 for €500 million, as on December 31, 2007 the Group had total financial resources of €2.3 billion with average maturity 6.4 years (vs. 4.5 years as on Dec. 31, 2006). Consequently, the Group continues to have all the flexibility needed to seize new external growth opportunities. (1) Operating income before other operating revenue and expenses. operating income divided by average capital invested (including goodwill). (3) Net income before other operating revenue and expenses, net. (4) EBITDA minus tax on current operating income. (5) Booked capital expenditure over depreciation expense. (6) Excluding Astron China, of which the acquisition was completed on February 5, 2008. (2) Current 10 + 4.2% 2,729 2,871 03 (7) 04 3,045 3,288 3,402 Sales (€ millions) organic growth 434 14.7 04 07 459 478 Current operating income (€ millions) 14.1 16 year 14.0 03 (7) 14.3 operating margin 422 06 372 13.6 14.1% 05 05 06 07 308 317 06 07 522 523 Current operating margin (%) th of growth in net income from current operations 288 219 03 (7) € 441 million Net income from current operations, Group share (€ millions) 261 04 445 05 480 Current operating cash flow (€ millions) 378 used for development(8) 03 (7) 04 05 06 07 1,343 03 (7) (7) Consolidated 04 80.7 890 66.0 of total financial resources Net debt (€ millions) 1,086 67.6 billion 65.3 2.3 986 69.9 € 1,140 05 06 Debt to equity ratio (%) 07 financial statements drawn up under accounting standards R99-02. IFRS standards are applied as from financial 2004. (8) Development capital expenditure and acquisitions. 11 12 2007 Investment Competitiveness Innovation Safety 13 DEVELOPING OUR RESOURCES With 29 minerals, 120 mining sites(1) worldwide and more than 20 years of reserves on average(2), Imerys has the largest, most diverse and geographically balanced set of industrial mineral deposits in the world. To manage, operate and renew that portfolio in optimum conditions, Imerys has developed advanced geological expertise. This gives the Group a unique competitive advantage. Integrated management of reserves Positioning on the Chinese refractories market With the fast-growing Chinese steel industry driving substantial demand for refractories, Imerys is positioning itself as an essential supplier through The diversity of needs and end applications demands a diverse portfolio in terms of mineral nature and quality. Imerys’ mineral reserves are strategic assets as they can be rare and, in some cases, unique, forming a strong barrier to entry. Reserves are identified and appraised by a central team of a dozen experienced geologists and mining engineers who can intervene swiftly around the world to analyze any opportunity. They are supported in operating divisions by almost 100 geologists and mining engineers, including around 30 senior professionals. This gives Imerys unique geological expertise. Imerys assesses its projects’ total cost and profitability taking into account its sites’ future restoration and all environmental costs. These data are updated throughout a site’s mining lifespan. The Group is proficient in every mining technique and has powerful digital modeling tools. It is also able to choose the best techniques, optimize mining planning to draw optimum benefit from deposits, and adjust production to trends in demand. This expertise enables the Group to keep its refining and conversion facilities supplied in real time and in optimum conditions with the right amounts and grades of raw minerals, in order to deliver outstanding quality products to our customers. A long-term vision The Group strives at all times to have 20 years of reserves(2) for all its minerals on average in order to secure its long-term growth. For that purpose, it keeps up constant efforts to optimize deposits in the mining process, plan the mining of other deposits in its portfolio and prospect for new resources. In 2007, for example, a new geological study of the Lac-des-Iles (Canada) natural graphite mine was conducted to draw maximum value from the resource. the acquisition of the Yilong (Korla, (1) Xinyiang Province) andalusite reserve. (2) Reserves The deposit offers high quality in terms A mining site may include several mines and quarries. and resources as defined by the “Code for Reporting of Mineral Exploration Results, Minerals Resources and Mineral Reserves.” of both alumina content and crystal size. Imerys’ reserves and resources in 2007 Reserves 566 Proven 408 Probable 158 Mt (millions of metric tons) Resources 14 1,290 Mesured 151 Indicated 268 Inferred 871 The Yilong (Xinyiang Province, China) andalusite deposit, acquired in early 2007, was also exhaustively mapped with a view to the long-term development of this high quality deposit and the doubling of mined tonnage by 2009. The extension work begun in 2006 continued on the Ipoh (Malaysia) and Yen Bai Banpu (Vietnam) white marble reserves. State-of-the-art infrastructures and mining facilities are being set up for safer, more profitable operation. In addition, the production capacity increase at RCC in Brazil was also supported by substantial work to expand proven kaolin reserves and new authorizations were obtained in France to expand clay for tiles and bricks deposits. STRENGTHS > Extensive, diverse, Acquiring resources to strengthen our positions In 2007, the Group acquired new reserves to gain access to the raw materials needed to serve tomorrow’s markets. Imerys significantly enhanced its marble reserves with the purchase of deposits in Greece, Turkey and China. In China, the Dongshan reserve (Anhui Province) was acquired in addition to the reserves acquired in 2006 in Zhongshan (Guanxi Province), where mining permits have been obtained. With extensive white marble reserves(2) in Asia-Pacific, Imerys now has a key competitive advantage for its development strategy on the region’s fast-growing carbonates market. The Group also increased its reserves in feldspar, an essential material alongside clays and kaolins in ceramic manufacturing through two acquisitions. In the United States, the feldspar deposit operated by The Feldspar Corporation is a good fit since the Group already mines nearby in North Carolina. In India, Jumbo Mining has first-rate mineral reserves and two units in the Southeast of the country. These operations enabled Imerys to consolidate its positions on the North American ceramic applications market with major prospects for industrial synergy and gave it a base to develop on this vibrant segment in Asia and the Middle East. In parallel, a strategic feldspar deposit was acquired in Turkey to serve the European floor tiles market. This enabled Imerys to secure its access to the mineral. Finally, the Group acquired extensive perlite reserves and an efficient industrial platform in Argentina with the consolidation of Perfiltra. These reserves enable it to support high market growth in beer, wine and fruit juice filtration in South America. Overall, the actions taken by the Group’s people have enabled it to increase its mineral reserves and resources in strategic areas. New, more energy-efficient mining methods In Cornwall (Great Britain), wet processes based on the high pressure water cannons traditionally used to mine kaolin are being replaced by dry methods that make substantial energy savings possible. 15 high-quality reserves > Advanced geological expertise > In-depth knowledge of the properties of every ore in its different grades and applications > World-class mining methods > Compliance with strict safety and environmental procedures OPTIMIZING OUR MINERAL PROCESSING Imerys converts its minerals to obtain the properties required for its customers’ specific industrial applications. This transformation calls on complex, often exclusive know-how and processes that are constantly optimized, giving the Group a decisive market advantage. Cutting-edge know-how, exclusive processes Process and product innovation in Brazil Imerys’ refining and conversion processes are used to obtain, on an industrial scale, the particle purity, size, shape and distribution that will best deliver the properties needed for a given application. Whether directly or through research partnerships with renowned institutes and universities, the Group has developed a great many processes and so has exclusive technologies and equipment. Imerys strives to protect its intellectual property in all areas and on every continent. As at the end of 2007, Imerys owned 3,350 registered or pending trademarks, 984 granted or filed patents, 179 industrial designs and 3 utility models. Production capacity has been increased by more than 50% whilst the total energy consumption increased by less than 15%, resulting in a 10% improvement Imerys also has cutting-edge expertise in the grinding, particle sizing, surface chemistry, calcination, high-temperature melting and packaging of its products. Several Group activities may share technological advances. Newly acquired companies quickly gain access to this knowledge. Databases, exchange networks and specific seminars speed up the dissemination of innovations and best practices in key sectors. of energy efficiency. The world’s largest kaolin for paper plant achieved this through two energy-saving innovations: an exclusive mechanical drying Enhanced competitiveness Imerys constantly improves its industrial assets to adapt them to its markets and increase its competitiveness. This involves both selective production capacity increases and substantial cost improvement efforts. process and a granulated product form that sharply reduces energy consumption as well as dust emissions during handling. The global kaolin for paper restructuring program between Cornwall (Great Britain) and Brazil, announced in July 2006, was carried out according to schedule. UK coating kaolin production was stopped at the end of 2007 and the ongoing transition to Brazilian kaolin continues. The reorganization required an approximately €100 million capital expenditure program to develop capacities at the Barcarena (Brazil) unit, modernize Cornish units and build a new logistics platform in Antwerp (Belgium) to distribute Brazilian coating kaolins in Europe. The Group now has the world’s most effective platform for both coating and filler kaolins for the paper industry. 5th calcium carbonate plant in Asia-Pacific With the start-up in late 2007 of the ground calcium carbonate (GCC) for paper mill in Niigata (Japan) under a joint venture contract with Hokuetsu Paper Mills, the Japanese leader in coated paper, Imerys has now built five carbonate plants in Asia-Pacific to support its growth strategy for the zone. 16 STRENGTHS The industrial efficiency improvement drive in World Minerals’ filtration activity is nearing completion. An important capital expenditure program was implemented in 2007, mostly in the Lompoc (California, United States) plant to modernize production with new-generation processes and equipments. The program has led to a significant improvement in the activity’s productivity and operating flexibility. In the United States, against the backdrop of a heavy downturn in the construction market, the Group began to scale down capacity in kaolin for performance minerals in order to reduce the fixed cost base. leadership > Complex, high value-added conversion processes > Exclusive know-how > Efficient logistics Further progress on energy efficiency The energy directly used in manufacturing processes represented approximately 11% of the Group’s production costs in 2007. Imerys aims for a 5% sustainable improvement in its plants’ energy productivity per year(1). In 2007, the Group improved its energy efficiency by 3%. For kaolin, energy consumption can vary fourfold depending on the drying process. Efficient mechanical processes have been rolled out in Europe and Brazil to improve energy efficiency. For synthetic graphite, which calls for temperatures of 3,000°, process improvements have led to a 20% reduction in energy consumption in 20 years as part of an ongoing trend. Roles are being developed for biogas, biomass, cogeneration and alternative energies. In 2007, biogas feeds came on stream for clay calcinations and brick firing in France and for kaolin conversion in South Carolina. Use of biomass to produce clay products and chamottes has also continued to grow. Finally, a 20-30 MW wind power project is being examined in Cornwall. (1) Measured > Industrial and technological as energy consumption per production unit. 17 > Constantly optimized cost base CONTRIBUTING TO OUR CUSTOMERS’ PERFORMANCE As an essential partner in its customers’ performance, Imerys provides them with technical solutions that improve their manufacturing processes, reduce their costs and enhance the quality of their products. The Group commits substantial resources to research and is stepping up its in-house development projects. High value-added solutions A new Ceramic Research Centre in Limoges, France A ceramic innovation team has been set up in Limoges to focus on new applications, particularly in technical ceramics. This new laboratory works in synergy with the European Thanks to its unique portfolio of minerals, in-depth knowledge of their properties and its industrial expertise, Imerys designs solutions that meet its customers’ expectations for their products and processes. The Group’s ability to combine different mineral properties enables it to improve several parameters at once. Imerys works in partnership with its customers to help them make better products more cheaply. Many new products developed in 2007 achieve those goals. This is the case for the new graphite TSC30™, used in lithium-ion batteries to extend their absolute and reversible capacity and make them easier to produce. In Performance Minerals, Helia Cal™ 3000 and Lumicarb™ 395 pigments, used as additives in paint and plastics, deliver equivalent brightness for lower energy consumption. In Monolithics, a new refractory, Kermag dry 6001 and 8010, improves sanitary and working conditions as it does not give off odors or steam. Rodarox™ Dry 8015, a monolithic refractory that is efficient from 1,350°C to 1,700°C is designed for foundries with a diverse production range. ceramic competitiveness center, two engineering schools and two specialized university laboratories. Parkaolin, a new kaolin for sanitaryware that is perfectly suited to emerging industries, and Optibric PV, a rectified brick with superior insulation and faster laying for small collective housing units, are more examples of new products that add value every day for many Imerys customers. Joining forces to satisfy our customers better For a high number of customers, Imerys develops technical solutions on a multi-mineral, multiexpertise basis. This approach stimulates the innovation capability of Imerys’ people: closer to their customers, they identify new expectations that give rise to new ideas for solutions. Major projects were realized in this area in 2007. Optimat: incredible matting power Stemming from research on minerals for filtration, this paint matting agent also ensures even colors, makes formulations more stable and reduces drying time. All thanks to a combination of properties created by the right particle size distribution. 18 In Building Materials, for example, Label Home is one of Imerys’ responses to the demand for greater energy efficiency in new housing. This range of HQE(1) housing products developed by Imerys Structure combines the Group’s clay roof tile and brick offerings and guarantees optimum insulation for low-consumption housing. The addition of photovoltaic roof tiles further reduces the house’s greenhouse gas impact. In Minerals for Abrasives, new zircon abrasive grains, Zr 40 UM, are given a surface treatment that makes it easier to spray them onto substrates, resulting in more efficient and longer-lasting tools. The market outlook for AlodurTM Rod 96 and Rod 92 abrasives led the business group to build a new production line in Italy. Used to make large grinding wheels, these products increase the amount of metal removed for a given abrasive consumption, saving both energy and abrasives. STRENGTHS In another field, refractories for large industrial furnaces, the Group’s products and services provide a complete turnkey solution for relinings and upgrades. The range of refractories it has developed has been enhanced with specific products for high and low temperatures that are especially convenient for repairs. Sustained innovation efforts The Group puts extensive resources into research, investing approximately 1% of its 2007 sales. 270 scientists and technicians work in 7 main centers in Europe (Par Moor, Great Britain; Bodio, Switzerland; Villach, Austria; Limoges and St-Quentin Fallavier, France) and the United States (Sandersville, Georgia; Lompoc, California) and in 18 regional laboratories to develop relevant solutions for every customer and set up cooperation programs with research institutes and universities. The Group’s activities are responsible for managing their own Research & Development. They demonstrate great ability in designing specific innovations for their areas of business and expertise. Considerable potential for further innovations exist at the crossroads between several activities. Identifying those opportunities and turning them into new businesses for the Group is the mission of the new Innovation Department created in early 2007. Around 20 research projects have already been identified and are being gradually implemented in nanomaterials, ceramics and functional additives for building materials. (1) High > In-depth knowledge of markets and end applications > Ongoing technical dialog with customers > Competitive solutions that meet customers’ needs > Substantial resources committed to research environmental quality label. New, more energy-efficient kiln furniture The Kiln Furniture activity has developed a light cordierite composition for making H-shaped kiln furniture with approximately 15% less weight, enabling roof tile makers to save energy. Tests are in progress to verify the new products’ mechanical and thermal strength. 19 SEIZING OPPORTUNITIES FOR PROFITABLE GROWTH Imerys’ activities generate substantial, recurring cash flow that the Group invests back into its development by combining internal and external growth. Imerys' ability to integrate its acquisitions and improve and develop their performance swiftly is a key feature of its value creation model. A firm capital expenditure policy Every year Imerys invests to uphold the quality of its industrial assets and to develop through organic growth. Capital expenditure was particularly significant in 2007, reflecting the Group’s confidence in its strategy, with €367 million invested, i.e. 186%(1) of depreciation expense. In addition to the capital expenditure needed to keep production facilities in perfect working order, important capital expenditure was invested to implement major industrial performance improvement programs in kaolins for paper and Minerals for Filtration. The plans will lead to substantial improvements in these activities’ cost bases in 2008. In parallel, industrial optimization actions continued in all the Group’s activities. Capitalizing on high growth in India The acquisition of ACE, the Indian leader in monolithic refractories, will enable Imerys to draw full benefit from the high growth on this market in India (10% per annum in the coming Production capacities were expanded to support growth on the Group’s markets and develop new products: bottleneck removals at facilities in Minerals for Refractories, where production units had been stretched by high sales volumes; start-up of new ground calcium carbonate (GCC) for paper production unit in Niigata (Japan); construction in progress of a production unit for a new generation of corundums for abrasives in the Domodossola (Italy) plant; the production capacity extension in the Saint-Germer (France) clay roof tile plant and the Gironde sur Dropt (France) rectified clay bricks plant. The capital expenditure in bricks is part of the plan announced in June 2007: €100 million will be invested by 2011 to address French growth in clay bricks (5% per year) and consolidate Imerys’ leadership in this market segment. Following production capacity increases at two existing rectified brick plants by 2008, two new plants will enhance the activity’s industrial network in northern and southern France. Finally, mining reserves were increased significantly in strategic areas such as carbonates and feldspar. years). The operation will also enable the Group to serve its Monolithics (1) Booked capital expenditure over depreciation expense. customers in the Middle East and Asia more effectively. Capital expenditure and acquisitions 05 Industrial Capex (2) 229 06 226 367 Acquisitions 440 Total, of which 669 259 600 (€ million) (2) Booked 33 233(3) capital expenditure. including Astron China, of which acquisition was completed on February 5, 2008. (3) Not 20 07 Faster external growth The Group pursued a very active acquisitions policy in 2007 with 11 operations(4) completed for a total of €233 million (5). With the acquisition of UCM (April 2007) and Astron China (early February 2008), Imerys became the world #1 in fused zircon products, an excellent addition to its offering in refractories, ceramics and investment casting. These activities represent combined sales of approximately €170 million on a full-year basis, mainly in China. UCM is also active in magnesia oxides. In parallel, the Group significantly increased its exposure to growth in emerging countries by carrying out most (9 out of 11) of its acquisitions in such zones in 2007. After full integration of acquisitions implemented since the beginning of 2007(6), emerging countries will represent 23% of Imerys’ sales, compared with 17% in 2006. In China, the acquisition of Astron China gave Imerys the critical mass it needed with four modern and efficient new plants and a distribution network with good geographic coverage. The operation is in addition to the acquisition of Yilong and Xinlong (65% Imerys-owned), companies specializing in andalusite and vermiculite production – Baotou (85% Imerys), a producer of natural highperformance graphite – and ZAF (60%), the Group’s third joint venture in brown corundums for abrasives in China. Imerys also expanded its Chinese reserves of marble for calcium carbonates. In India, the Group gained a firm foothold through the acquisitions of ACE, the Indian leader in silico-aluminous monolithic refractories with two plants and five sales agencies in the country’s major cities, and Jumbo Mining, an Indian feldspar producer. Imerys already had an industrial base in pigments for paper in India. The acquisitions of Perfiltra, the Argentinean leader in perlite for filtration, and the takeover of Vatutinsky (stake raised from 26% to 86%), a Ukrainian company specializing in the production of chamottes (calcined clays) for refractory markets, positioned the Group on other high-growth markets. In parallel, Imerys divested its clay roof tiles and bricks activities in Spain and Portugal and a company that trades in ceramic products for craftsmen in France, for a total amount of €41 million. These activities achieved sales of €38 million in 2006. (4) Not including Astron China, which acquisition was finalized on February 5, 2008. of divestitures. (6) Pro forma 2007 basis including Astron China. (5) Net Stronger industrial base in chamottes Imerys acquired a controlling stake in Vatutinsky, a Ukrainian company specializing in the production of low and medium alumina chamottes (calcined clays) that mainly serves Eastern European markets. The operation strengthens the Group’s production base in chamottes, which also include facilities in the United States (C-E Minerals) and France (AGS). 21 STRENGTHS > Substantial recurring cash flow to fund development > Organic growth sustained by investment capacity > Stronger positions in emerging countries > Proven ability to integrate and develop acquisitions MOBILIZING POTENTIAL Developing employees’ entrepreneurship, skills and commitment, sharing knowledge and expertise, deploying the resources needed to keep up strong international development: by strengthening its teams and helping them to express their potential, Imerys strengthens its growth prospects. Encouraging mobility, recruiting talent, training our teams From annual performance appraisals and individual career development to compensation & benefits reviews, straightforward and efficient career management tools are used Group-wide. Every year, succession plans are draw up with substantial input from our top managers. Internal mobility is a global reality. In 2007, 613 vacancies in the Group were filled in-house. Imerys strives to recruit, train and promote high-quality teams to support its growth. Towards the end of 2007, a three-year campaign was designed to recruit 300 young graduates from all backgrounds. Mobile, English-speaking candidates will be selected according to the values and principles that define the attitudes and skills required to join Imerys and develop in the Group. To develop managers in an international, decentralized context, the Imerys Training Center enables experienced employees to gain new skills. After the “Geology Essentials” and “Finance for Non-Specialists” modules created in 2006 and rolled out in the United States in 2007, a new “Project Management” module has been launched. Marketing training for a broad management population will also be carried out in 2008. Welcome to Imerys In 2007, the Group organized three induction days for its new managers in Europe. A session also took place in the United States for the first time. In China, a special session brought The Group’s goal is to enhance basic knowledge in selected areas while encouraging personnel to learn common processes and to network. Strengthening essential benefits Imerys strives to develop competitive, consistent compensation & benefits programs. For example, top managers’ annual bonuses are structured in the same way across all the Group’s activities. A minimum benefits policy defined in 2007 for Latin America and China is being phased in from January 2008. At the same time, a global assistance/insurance contract was set up to cover all Group employees traveling for work. together old and new managers for a general presentation of Imerys. Employees in 2007 39% Emerging countries 44% 17,552 people 1% Japan / Australia 16% North America(1) 22 (1) United States & Canada. Western Europe of which France 20 % and the Great Britain 9 % Dialog and support for restructuring plans In all locations, Imerys has regular dialog with personnel representation bodies and 50% of the Group’s employees are covered by a collective agreement. The European Works Council, which represents 7,922 employees in 17 countries (45% of all personnel), carefully organizes its annual plenary meeting, chaired by the Chief Executive Officer. The 2007 session was held in Germany. Whenever restructuring is necessary, the Group strives to provide all possible internal and external placement solutions, backed up by training and personalized support. This was the case in 2007 for employees on the Devon and Cornwall (Great Britain), Arcos (Brazil) and Lamotte-Beuvron (France) sites. Almost all the Group’s French subsidiaries have profit-sharing agreements and many subsidiaries in other countries have set up equivalent schemes. As at the end of 2007, 20.8% of Imerys’ employees held shares in the Group through the successive employee shareholder plans implemented since 2001. STRENGTHS > Decentralized management fostering entrepreneurship and excellence > Common policies in essential areas Bolstering HR teams Because the successful rollout of the Group’s human resources programs depends on highquality line managers, Imerys bolstered its HR teams in 2007, recruiting experienced managers in China, the United States and Europe. The Group also brought in international mobility and career development specialists to speed up implementation of the relevant programs. > High internal mobility > Group training on crossfunctional subjects > Demanding ethics Community integration > Solidarity with local Imerys aims to work in harmony with the communities in which it is based and help to improve living conditions. In 2007, the Group formalized its principles in terms of commitments to local communities and trained site managers. Audiovisual training designed for managers in direct contact with neighboring populations was launched towards the end of the year. It describes and illustrates the Group’s commitment through tangible examples and completed projects. This module also enables line managers to analyze local needs in order to address them more effectively. communities The actions undertaken on illiteracy continue. Enabling its employees to grasp basic knowledge – reading, writing and arithmetic – is a duty for the Group. Pragmatic training standards and processes, based on successful experiences in Great Britain and Brazil, for example, will be implemented in 2008. The Imerys code of business conduct and ethics This document summarizes the main ethical behavior the Group expects of its employees, subcontractors, suppliers and other partners: everyone complies with local legislation and abides by the principles of responsibility, integrity, fairness and openness that are the Group’s values. The code was translated into 10 languages in 2007. It is circulated on the Group’s intranet and is now published on the website www.imerys.com. 23 THE CHOICE OF RESPONSIBLE, SUSTAINABLE MANAGEMENT Imerys views Sustainable Development as a crucial success and improvement factor for the long term. The Group takes every step to ensure that its commitments are met and to improve the safety of everyone on its sites, its activities’ environmental footprint and relations with third parties, especially local communities. Strong, group-wide commitment Imerys’ Sustainable Development strategy is defined by a Steering Committee that includes three Executive Committee members and meets quarterly. The Committee is assisted by a Sustainable Development Workgroup comprised of Environment, Health & Safety (EHS) and Human Resources professionals from all the Group’s activities. Efforts are coordinated by the Vice-President EHS. Every operating division factors the Group’s Sustainable Development principles into its action plans, guaranteeing that Imerys’ values and ethics are put into practice wherever it is active. The Group’s Sustainable Development action plans and performance are examined regularly by the Group’s Audit and Strategy committees. The last assessment was conducted in December 2007. The reporting scope now includes all Imerys’ subsidiaries, with indicators that are relevant to the nature of its activities. New indicators were set up in 2007 for water and waste management. The Imerys Safety University in Shanghai Since 2005, the Group has had an EHS charter, together with detailed implementation procedures. The charter was reviewed in 2007 and is based on integrated management systems that foster continuous improvement processes. An EHS audit program regularly assesses units’ compliance with regulations and the 25 protocols drawn up the Group. The program is carried out by a team of 15 in-house experts who conducted 35 audits in 2007. Safety: a prevention team on every site The Group employs 3,100 people on 44 sites in the Asia-Pacific region. Imerys treats its employees’ safety and health as a top priority. The target of a lost-time accident rate below 6(1) was reached in 2007, meaning that the Group has halved this rate since 2005. By holding one of the 10 sessions in 2007 of its Safety University, (1) Number of accidents causing lost time per million hours worked. a program for line managers, in Shanghai, Imerys asserted its commitment to protecting and improving safety in every country where the Group operates, particularly with recently acquired companies. Lost-time accidents 05 06 07 11.79 7.96 5.76 48 65 84 Per million hours worked ISO 14001 certification Number of sites certified 24 The Imerys Safety University is the cornerstone of that improvement. Since it was founded in 2005, the University has trained more than 400 people who in turn cascade skills down through the Group’s entities. Safety awareness seminars are organized in newly consolidated companies within a few months of their acquisition. In addition to these resources, in early 2007 Imerys made extensive prevention efforts in the six areas that cause most serious accidents: work at heights, isolating facilities, electrical installations, mobile equipment, ensuring stable ground and protecting machines. In each of these areas, precise safety rules are deployed Group-wide with the support of specialized training. In 2007, every site also set up a Safety Prevention team comprised of managers, workers and subcontractors. The team meets the site’s management every month. Training support tools are available on the EHS intranet and a dedicated Safety Culture Improvement Team takes action on sites as needed. Every division draws up a prevention action plan that it monitors monthly and reports on quarterly to the Chief Executive Officer. STRENGTHS > An integrated Sustainable Development process > Quantified, measured and published improvement Environment: rolling out the imerys process Beyond compliance with local environmental regulations, Imerys develops common minimum standards for all its activities on air emissions, water quality, waste management, sound pollution and post-mining site restoration. From the outset of any mine opening project, plans are made for the site’s eventual restoration, which significantly influences mining methods. In 2007, several sites in Brazil and France underwent model restorations, especially in terms of biodiversity. To step up its improvement, in November 2007 the Group began an Environmental Action Plan that draws on the experience and organization used for Safety. From January 2008, environmental incidents will be reported in detail and environmental training is being set up on a regional basis. Four sessions are scheduled for 2008. Special efforts will also be made on the rollout of the five environmental protocols that the Group has made its priorities: air emissions; hazardous substance storage; waste water and rain water; mining restoration; and solid mineral storage. In parallel, Imerys strives to make its mining and conversion processes increasingly efficient in terms of natural resource and energy consumption. The Group also offers its customers solutions for their processes or products that in turn help to protect the environment. 3rd Imerys Sustainable Development Challenge The competition rewards teams who show in the field that Imerys acts as a responsible industrial citizen that cares about its environment. Since the initiative was launched in 2005, 87 projects have taken part, 22 of which have won awards in the categories Environment, Innovation, Human Resources and Community Relations. 25 targets > A stringent EHS audit program 26 Growth Sales doubled in 10 years. 16 straight years of growth in net income from current operations. Robustness Diverse, global markets. A sound financial structure. Profitability Operating margin over 14%. Dividend up 77% in 5 years. Potential Profitable markets with many projects and the human and financial means to carry them out. 27 IMERYS ON THE STOCK MARKET Imerys share price trends (in euros from 12.31.2006 to 29.02.08) 85 80 75 70 65 60 55 50 Imerys price SBF 120 (Imerys share price on 29/12/06) 45 40 J 2007 F M A M J J A S O N D J 2008 F 2008 Monthly trading volumes (thousands) 7,000 6,000 5,000 4,000 3,000 2,000 1,000 0 J 2007 F M A M J J A S O N D In 2007, Imerys stock went through contrasting trends. After reaching a record high of €78.30 on June 1, 2007, the share fell sharply in the wake of companies in the building materials sector. At the closing rate for the year, €56.24, Imerys was valued at 11.3 times its forecast for 2007. Daily trading volumes rose significantly in 2007 averaging 172,963 shares compared with 128,799 in 2006. J 2008 F 2008 Shareholder information Data per share Net income from current operations per share, Group share Net dividend per share Weighted average number of shares outstanding Shares outstanding High Low Closing price Market capitalization as on December 31 (1) Proposed 2007 2006 2005 €5.00 €1.90(1) €4.86 €1.80 €4.53 €1.65 63,475,098 63,334,620 63,426,126 63,971,865 63,330,652 63,126,856 €78.30 €72.55 €65.00 €52.65 €53.90 €54.15 €56.24 €67.40 €61.10 €3,550 million €4,269 million €3,908 million to the General Meeting on April 30, 2008. The dividend will be paid on May 13, 2008. Share capital and voting rights As on December 31, 2007, Imerys’ capital totaled €126,253,712, divided into 63,126,856 shares with par value €2, to which were attached a total of 97,048,499 voting rights, taking into account the double voting rights intended to reward shareholder loyalty. Imerys keeps its shareholders informed about its activities, strategy and results. The Group publishes a Letter to Shareholders four times a year, a semi-annual report, an annual business report in brochure form and a comprehensive annual report registered with stock market authorities. The latest edition of the Sustainable Development report, published every two years, provides further information in non-financial areas and will be available in June 2008. Finally, the website www.imerys.com, which was overhauled in terms of both graphics and userfriendliness in May 2007, gives access at all times to the latest information on the Group and to all Imerys’ regulated financial information over the past five years. For any information on the Group, the Imerys Shareholders service can be contacted as follows: Imerys Financial Communications 154 rue de l'Université - 75007 Paris - France Tel.: + 33 (0) 1 49 55 66 55 Fax: + 33 (0) 1 49 55 63 98 e-mail: [email protected] Registrar service The registrar service for Imerys shares is handled by: Number of shares % of capital % of voting rights Pargesa Netherlands BV Belgian Securities BV (GBL group) 17,246,462 16,898,778 27.32% 26.77% 35.38% 34.67% Sub-total Other shareholders (2) 34,145,240 28,981,616 54.09% 45.91% 70.05% 29.95% As on December 31, 2007 (2) Including CACEIS Corporate Trust 14 rue Rouget de Lisle 92862 Issy Les Moulineaux Cedex 9 - France • Tel.: + 33 (0) 1 57 78 34 44 • Fax: + 33 (0) 1 49 08 05 80 • e-mail: [email protected] Registering shares in the shareholders' own name eliminates custody fees. It also entitles shareholders to double voting rights after two years and lets them receive General Shareholders’ Meeting notices and other relevant information from the Group. 5,110,441 shares held by the Prudential Plc group. The Imerys share Listing market Euronext Paris - Eligible for deferred settlement (SRD) Par value: € 2 Capitalization as on 12.31.2007: €3.55 billion Codes ISIN: FR000012085 Reuters: IMTP.PA Bloomberg: NK.FP Indexes • SBF 120 • DJ Eurostoxx 600 SRI indexes • FTSE4Good • ASPI Eurozone® index • Forum Ethibel 29 Imerys provides registered shareholders with an online service allowing them to consult their securities account via www.ct.olisnet.com (login oils@actionnaire). This secure website gives shareholders access to: • The value of their securities account; • Their latest stock movements; • Their online exercise; • The status of their rights and • All documentation on General Shareholders’ Meetings. To register in their own name, shareholders should contact their financial intermediary, who will contact CACEIS Corporate Trust. If necessary, CACEIS Corporate Trust will send shareholders any documents needed for registration. RESULTS BY BUSINESS GROUP Market conditions Performance Minerals & Pigments Performance Minerals markets (paint, plastics, adhesives, etc.) were healthy in Europe. Business, however, remained difficult throughout the year in North America, with a further downturn in the construction segment in the 2nd half of 2007. In Pigments for Paper, global production of printing and writing paper rose by an estimated + 1.4% in 2007, driven by high growth in Asia-Pacific (+ 6.1%). Restructuring continues on European and North American markets (paper mill shutdowns), leading to a higher utilization rate for remaining capacity. Performance Sales decreased - 3.1% from 2006, entirely because of the negative impact of exchange rates (- 4.3%). At comparable structure and exchange rates, sales rose + 0.8% over the year (+ 0.9% in the 1st half; + 0.7% in the 2nd), with a slight improvement in product offering and volumes. The improvement in paper fully offset the downturn in performance minerals. At €105 million, current operating income increased + 1.3% (+ 14.3% at comparable structure and exchange rates) and the operating margin improved slightly (9.5% vs. 9.1% in 2006). Materials & Monolithics Market conditions In Building Materials, the roofing segment was stable over the year, while in structure bricks clay products continue to win market share from concrete blocks with + 2.7% growth. The Monolithic Refractories market benefited from brisk business with a dynamic steel sector in Europe and rapid growth on Asian markets. Performance Sales rose +9.7%. At comparable structure and exchange rates, sales grew + 9.1% over the year (+10.6% in the 1st half; + 7.5% in the 2nd). This growth reflects the combined effect of higher sales volumes, particularly in monolithic refractories, and an improved product offering in all the business group’s activities. At €235 million, current operating income increased + 9.8% (+ 9.0% at comparable structure and exchange rates) and operating margin was stable at 22.9%. Ceramics, Refractories, Abrasives & Filtration Market conditions Minerals for Ceramic markets grew slightly in Europe but continued their heavy slump in the United States because of the construction crisis. Minerals for Refractories markets improved significantly, thanks to a vibrant steel industry. Fused Minerals markets, driven by the industrial equipment sector, were active in both Europe and North America. In Minerals for Filtration, markets benefited from demand growth in emerging economies. Performance The + 4.7% rise in sales takes into account a net structure effect of + 5.0%, with 9 transactions completed since the beginning of the year, and heavy negative impact of exchange rates (- 3.8%). At comparable structure and exchange rates, sales increased +3.5% over the period (+ 3.0% in the 1st half; + 4.0% in the 2nd), thanks to a better product offering and higher volumes. At €173 million, current operating income rose + 1.1% (+ 2.6% at comparable structure and exchange rates). Operating margin worked out at 13.3%, compared with 13.8% in 2006, reflecting the integration of newly acquired companies whose profitability is not yet as high as the business group’s other activities. 30 ‘07 sales: - 3.1% 33 % €1,103 million Performance Minerals ‘07 sales by activity Current operating income: + 1.3% €105 million 67% Pigments for Paper 32 % of consolidated sales ‘07 sales: + 9.7% €1,026 million 48% ‘07 sales by activity Refractory solutions 52% Building Materials Current operating income: + 9.8% €235 million 30 % of consolidated sales 5% ‘07 sales: + 4.7% 19% Graphite & Carbon Minerals for Filtration €1,297 million 29% Minerals for Ceramics ‘07 sales by activity Current operating income: + 1.1% 25% €173 million Fused Minerals 38 % 31 of consolidated sales 22% Minerals for Refractories SIMPLIFIED FINANCIAL STATEMENTS Consolidated financial statement (€ millions) 2007 2006 2005 Sales EBITDA (1) 3,401.9 646.7 3,288.1 643.4 3,045.2 596.9 Current operating income(2) Financial income (expense) Current taxes Equity method Minority interests 478.3 (55.7) (110.1) 6.9 (2.7) 458.8 (46.7) (106.4) 5.2 (2.6) 434.0 (47.3) (101.0) 4.6 (2.7) Net income from current operations, Group share(3) Other income and expense, net 316.7 (32.5) 308.3 (120.9) 287.6 21.8 Net income, Group share 284.2 187.4 309.4 2007 2006 2005 Assets Fixed assets(4) Inventories and receivables Other assets Cash 2,590.5 1,305.5 123.1 183.2 2,428.7 1,237.9 108.9 225.5 2,624.9 1,179.1 98.6 256.6 Total 4,202.3 4,001.0 4,159.2 Liabilities Shareholders’ equity (including minority interests) Provisions Gross financial debt (5) Other liabilities 1,663.6 343.0 1,526.2 669.5 1,646.4 417.9 1,311.6 625.2 1,686.2 410.9 1,396.6 665.5 Total 4,202.3 4,001.0 4,159.2 399.6 1,343.0 437.8 1,086.1 497.2 1,140.0 (1) Earnings before interest, tax, depreciation and amortization. income before other operating revenue and expenses. (3) Net income before other operating revenue and expenses, net. (2) Operating Consolidated balance sheet (€ millions) (4) Of which net mining reserves: net financial debt: (5) i.e. 32 Cash flow statement (€ millions) 2007 2006 2005 EBITDA Tax on current operating income and other depreciation 646.7 643.4 596.9 (124.1) (121.3) (117.1) 522.6 522.1 479.8 Change in operating working capital (6) Paid capital expenditure (4.9) (352.6) (66.8) (217.0) (18.1) (251.0) Current free operating cash flow (7) 174.1 245.8 219.4 Financial income (expense) Tax on financial income Change in other working capital items, deferred tax, other (55.7) 14.5 (46.7) 12.1 (47.3) 12.4 (15.6) (12.2) 10.6 Current free cash flow 117.4 199.0 195.1 External growth Divestitures Exceptional cash flow Dividends Share buybacks Exchange rates / other flows (232.8) 40.7 (41.2) (116.0) (39.9) 14.9 (33.0) 19.2 (31.2) (106.2) (21.6) 27.6 (439.6) 183.8 (30.4) (96.3) (22.6) (40.2) Change in net debt (256.9) 53.8 (250.2) 9.0 7.5 8.7 Current operating cash flow (6) Working capital divestments and subsidies (7) Including 33 GLOSSARY Abrasives: substances used for wearing or polishing. ISO 14001: a standard defined by an international organization with the aim of helping businesses to manage the environmental aspects of their Alumina: aluminum oxide (Al2O3). Andalusite: a natural alumino-silicate mineral, transforming into mullite, an essential component in acid refractories, when fired. Contains around 60% alumina. Biogas: gas resulting from the fermentation of animal or plant matter in the absence of oxygen. Also called methanization, this process occurs naturally in marshes or spontaneously in landfills containing organic waste. Biomass: organic, non-fossil matter of biological origin forming a usable source of energy. activities, products and services effectively. Kaolin: also known as china clay, kaolin is a natural white platy mineral derived from the geological alteration of granite or similar rock. Kaolins go through complex processing. When ground, they give a range of products with controlled particle size and platiness. Kiln furniture: shaped parts made from refractory materials (cordierite, mullite or silicon carbide) that must provide good resistance to mechanical and heat shock and be as light as possible to save energy during firing. Monolithic refractories: made of natural or synthetic mineral raw Cogeneration: simultaneous production of electricity and heat to improve materials, including chamottes (calcined clays), andalusite, mullite, bauxite, total energy yield. tabular or fused alumina, spinel (alumino-silicate monolithics), magnesite, dolomite and chromite (“basic” monolithics), to which are added binders, Corundum (Fused aluminum oxide, fused bauxite): obtained by melting alumina (white corundum) or bauxite (brown corundum) in an e.g. refractory cement, clay and additives. Monolithic refractories are fitted by casting, plugging or projection. electric arc furnace. During fusion, the physical properties of aluminum oxide are modified (higher density, different crystal size and structure). Perlite: a volcanic rock containing 2-5% water which, when heated quickly, turns to steam, dilating its rock matrix to up to 20 times its initial Diatomite: a silica-based mineral formed from the fossilized remains of microscopic aquatic plants. Diatomite is used as a filtration agent to make beer, fruit juices, some food products and wine and to manufacture volume. The result is a lightweight material with a high contact surface. Perlite is used to filter beverages. It also has significant outlets in construction (ceiling slabs) and horticulture (off-ground cultivation). pharmaceuticals and chemicals. It is also used as a mineral filler, mainly in paints, and as an anti-adhesive for plastic films. Precipitated calcium carbonate (PCC): PCC is produced artificially from natural limestone. This is burnt to form lime and then re-precipitated EMAS - Eco-Management and Audit Scheme: an international standard with the aim of promoting improvement in environmental with carbon dioxide. The process can be controlled to give different particle sizes and shapes. performance (assessment, communication on results, training). Refractories: materials that resist high temperatures. Depending on the Feldspar: natural mineral used for the vitrification of ceramic bodies in application, they can also bear heavy weights or resist corrosion. porcelain and earthenware manufacturing. Zircon: zircon is sold in different forms such as zircon sand or flour. Fused Fillers and coatings: Fillers are added to paper web to fill up the empty spaces. White pigments improve the paper’s appearance and printability. Coating involves applying a thin film containing a mixture of kaolin, GCC, PCC and selected chemical additives and binders to paper to make it glossier, brighter and more opaque. Ground calcium carbonate (GCC): GCC is obtained by grinding and zircon is obtained by melting zircon sand in an electric arc furnace and takes the form of precisely calibrated grains and powders with sizes ranging from several millimeters down to less than a micron. Its unique properties mean it is used as a high value-added raw material in a wide range of applications, particularly on the refractories, friction and technical ceramics markets. grading marble to obtain particles with a precise size and shape. The mineral is originally derived from sediments of shellfish and marine fauna, exposed to various degrees of heat and pressure over time. High-performance graphite: natural or synthetic crystallized carbon used for applications including electrical batteries, friction products (e.g. brake pads) and technical lubricants. 34 Financial Communication Schedule 2008 1 • February 13 • April 30 Annual results 2007 Annual General Meeting 1st quarter 2008 results • May 13 • July 31 • November 4 Payment of dividend 1st half 2008 results 3rd quarter results 2008 Contacts 2 Imerys Financial Communications • telephone + 33 (0) 1 49 55 66 55 • fax + 33 (0) 1 49 55 63 98 • e-mail: [email protected] • post: Imerys Financial Communications 154-156 rue de l'Université 75007 Paris - France 3 4 French corporation (Société anonyme) with Board of Directors and capital of 126,253,712 euros Trade register: RCS Paris B 562 008 151 5 Minerals pictured 1 Andalusite 2 Vermiculite 3 Monolithic refractory Design and production Art Design Fabrication Photo credits Michel Bost, Stan Celestian/Glendale Community College Web, Christian Chamourat, Eddy Cervo, Tom Growth, Dominique Lecuivre, Nicolas Richez, Gilles Rolle/REA, Howard Spiers, DR. 4 “Thiviers” sandstone 5 Corundum This report is printed on paper containing Imerys pigments. 154-156 rue de l'Université - F - 75007 Paris - France Tel.: + 33 (0) 1 49 55 63 00 - Fax: + 33 (0) 1 49 55 63 01 - www.imerys.com